Resolution No. 9700PA
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RESOLUTION NO. 9700
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A
FULL SETTLEMENT AND RELEASE OF ALL CLAIMS RELATED
TO THE EASEMENT CLAIM BY AND BETWEEN THE CITY OF
VERNON AND FIRST AMERICAN TITLE INSURANCE COMPANY
AND NORTH AMERICAN TITLE COMPANY
WHEREAS, on February 2, 2005, the City Council of the City of
Vernon (the "City") adopted Resolution No. 8663 approving the purchase
of certain real property in the City located at 5119 District Boulevard
in the City of Vernon (the "Property"), formerly the Thermador site,
owned by Masco Building Products Corp., for future development; and
WHEREAS, the escrow closed on the Property on December 7,
2005; and
WHEREAS, prior to the close of escrow of the Property, the
City requested a title search ("ALTA Survey") of the Property from
North American Title Company ("North American") and obtained a Proforma
Policy of Title Insurance (Title Policy F 104342, Order No. 6013276-
62); and
WHEREAS, a Grant of Easement and Maintenance Agreement Grant
was recorded on November 18, 1998, Instrument No. 98-2108534, which
includes any rights to Buyer's Access Easement and all easements for
ingress and egress (the "Easement"); and
WHEREAS, the Easement was not disclosed by North American at
the time the Property was purchased by the City, and the City first
became aware of the Easement during the early stages of demolition in
February 2008; and
28 11 WHEREAS, the Easement is necessary in order for the City to
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fully develop the Property; and
WHEREAS, the City filed a claim against North American
because of its lack of disclosure and requested Mr. Braulio Sanchez
and Mrs. Alicia Sanchez ("Sanchez") abandon their Easement; and
WHEREAS, on July 7, 2008, the City Council of the City of
Vernon adopted Resolution No. 9657 authorizing a payment of $50,000.00
to Sanchez, the owners of the Easement; and
WHEREAS, an Abandonment of Easement has been signed by Mr.
and Mrs. Sanchez and submitted for recording; and
WHEREAS, City staff have recommended a settlement with First
American Title Insurance Company and North American Title Company
(collectively, the "Title Companies") be approved in the sum of
$50,000.00; and
WHEREAS, the City Council desires to avoid the cost and
expense of litigation, and'for that reason, deems it to be in the best
interests of the City to execute a settlement and release of all
claims for the sum of $50,000.00, as a means of settling the
differences between the City and the Title Companies regarding the
Easement.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the City of Vernon hereby
finds and determines that the recitals contained hereinabove are true
and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the Full Settlement and Release of all Claims Related to the
Easement Claim with the Title Companies, in substantially the same
form as the copy which is attached hereto as Exhibit A and
- 2 -
1 incorporated by reference and subject to receipt of $50,000.00 by
2 August 31, 2008.
3 SECTION 3: The City Council of the City of Vernon hereby
4 authorizes the Mayor or Mayor Pro-Tem to execute said Agreement for,
5 and on behalf of, the City of Vernon and the City Clerk or Deputy City
6 Clerk is hereby authorized to attest thereto.
7 SECTION 4: The City Council of the City of Vernon hereby
8 directs the City Clerk, or her designee, to send an executed Agreement
9 to.
10 First American Title Insurance Company and North American
Title Company
11 c/o Sandra Slon, Esq.
12 Troy & Gould
1801 Century Park East, Suite 1600
13 Los Angeles, CA 90067-2367
14 SECTION 5: The City Council of the City of Vernon hereby
15 authorizes the City Administrator, or his designee, to make whatever
16 nonsubstantive, administrative and/or text changes, upon advice of
17 counsel, to the Agreement.
18 SECTION 6: The City Council of the City of Vernon hereby
19 authorizes the City Administrator, or his designee, to take any action
20 deemed necessary to carry out or to perform such other acts and deeds
21 as may be necessary or convenient to effect the purposes of the
22 Agreement and the transactions therein authorized.
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1 SECTION 7: The City Clerk of the City of Vernon shall
2 certify to the passage of this resolution, and thereupon and
3 thereafter the same shall be in full force and effect.
4 APPROVED AND ADOPTED this 18th day of August, 2008.
5
7 V
Hilario Gonzales
8 Name:
9 Title: � / Mayor Pro-Tem
ATTEST:
10
11 MANUELA GIRON, i Clerk
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STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, MANUELA GIRON, City Clerk of the City of Vernon, do hereby
certify that the foregoing Resolution, being Resolution No. 9700, was
duly adopted by the City Council of the City of Vernon at a regular
meeting of the City Council duly held on Monday, August 18, 2008, and
thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of
Vernon.
(SEAL)
r
MANUELA GIRON, City Clerk
- 5 -
EXHIBIT A
FULL SETTLEMENT AND RELEASE OF ALL CLAIMS
RELATED TO THE EASEMENT CLAIM
In consideration of the payment of Fifty Thousand Dollars and No Cents ($50,000.00) which
amount is to be received by the City of Vernon ("Insured") in good funds by no later than
August 31, 2008 (the "Payment Obligation"), and other good and valuable consideration, the
Insured, for itself and its successors, assigns, indemnitors, and any other person operating on
its behalf, does hereby fully release and First American Title Insurance Company, North
American Title Company, and all of their respective officers, agents, attorneys, employees,
successors, assigns, attorneys, affiliated organizations, and any other persons operating on
their behalf ("Releasees") from any and all claims, demands, actions, or causes of action of
every kind or nature relating to the claim of the easement recorded November 18, 1998 as
Instrument Number 98-2108534 not being excepted from coverage of the policy of title
insurance hereinafter described ("Easement Claim"), including but not limited to, the
searching and examination of title and the issuance of title policy F 104342, order number
6013276-62 as same relates to the above -described Easement Claim. This release also covers
and includes any and all claims or causes of action in any way relating to or arising out of the
handling of the Easement Claim, including claims of bad faith, lack of good faith, unfair
practices of every kind or character, including but not limited to violation or violations of
California Insurance Code, section 790.03.
It is the intention of the parties hereto. in executing this Settlement Agreement and in paying
and accepting the consideration referred to herein, that this Settlement Agreement shall be
effective as a full and final accord and satisfaction and shall release each and every released
matter related to the Easement Claim, except for the Payment Obligation. In furtherance of
this intention, Insured acknowledges that it is aware of Section 1542 of the Civil Code of the
State of California which provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT
THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM
MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE
DEBTOR.
Except for the Payment Obligation, Insured waives and relinquishes any and all rights and
the benefits which it has or may have under Section 1542 of the Civil Code of the State of
California insofar as any such claims relate to the,Easement Claim. Insured acknowledges
the possibility that it might sustain additional or future damages arising out of the above -
described Easement Claim, which at the present time are totally unsuspected or unknown,
and that, by the terms of this release, it specifically releases the parties hereto for any and all
1
01910/0013 177445.2
claims for such damages arising out of the Easement Claim except for the Payment
Obligation.
It is understood that this Settlement Agreement is a compromise of a doubtful and disputed
claim and that any payment made herein is not to be construed as an admission of liability on
the part of the parties released, and that the parties deny any liability therefore.
Insured warrants and represents that it has not heretofore assigned or transferred or purported
to assign or transfer to any person or entity not a party hereto, the whole or any part or
portion of its claims or rights which are being released hereunder, and agrees to indemnify
and hold Releasees harmless from any such claim, demand, damage, liability, action or cause
of action based on or in connection with or arising out of any such assignment or transfer.
The person signing on behalf of the Insured has the authority to do so, this settlement having
been approved by the City Council.
This Settlement Agreement shall be binding upon and inure to the benefit of the parties
hereto, their respective heirs, successors, predecessors, assigns, officers, directors,
shareholders, partners, employees, agents, representatives, subsidiaries, affiliates and
divisions to the extent permitted by law.
Insured acknowledges that it is not relying upon any representation made by any of the
parties to be released or by the representatives of the attorneys of the parties to be released.
Insured further acknowledges that it has carefully read and understood all provisions hereof,
and has had the opportunity to seek the advice of independent legal counsel with respect to
this Settlement Agreement. `
This document contains the entire agreement between the parties hereto and fully supersedes
any and all prior agreements or understandings pertaining to the subject matter hereof.
This Settlement Agreement shall be construed under the laws of the State of California, and
any legal action taken hereunder will be brought within the County of Los Angeles, and the
prevailing party to any litigation to enforce the terms of this Settlement Agreement shall be
entitled to attorneys' fees and costs.
The Insured acknowledges that the aforementioned policy shall be amended by one
endorsement, a copy of which is attached hereto as Exhibit A. Said endorsement reduces
policy limits by $50,000.00. The above -described easement is not being added as an
exception to coverage in Schedule B, Part II of said policy because the easement owner has
agreed to abandon the easement, and the abandonment of easement has been delivered to
2
01910/0013 177445.2
North American Title Company for recordation.
IN WITNESS WHEREOF, the parties hereto have caused this document to be executed as of
the date appearing beneath the signature of the respective parties.
The City of Vernon
By:
Leonis C. Malburg, Mayor
Dated:
Attest:
Manuela Giron, City Clerk
Dated:
Approved as to Form:
Jeff A. Harrison, City Attorney
Dated:
3
01910/0013 177445.2
INSERT SIGNATURE BLOCK FOR TITLE
COMPANY
01910/0013 177445.2
Order Number: 6013276-62
Policy Number: 104342
ENDORSEMENT
First American Title Insurance Company, having paid to the insured, the City of Vernon, a
claim of loss under the policy in the amount of Fifty Thousand Dollars and No Cents
($50,000.00), in full settlement of the claim that the easement recorded on November 18,
1998 as Instrument Number 98-2108534 was not excepted from coverage the liability of First
American Title Insurance Company to the aforesaid Insured hereunder is hereby reduced in
the said amount of Fifty Thousand Dollars and No Cents ($50,000.00), pursuant to the
provisions of the Conditions and Stipulations therein.
This indorsement is made a part of the policy and is subject to all of the terms and provisions
thereof and of any prior endorsements thereto. Except to the extent expressly stated herein,
it neither modifies any of the terms and provisions of the policy and any prior endorsements,
nor does it extend the effective date of the policy and any prior endorsements, nor does it
increase the face amount thereof.
First American Title Insurance Company
Dated by
its
Exhibit A
Alw
4305 Santa Fe Avenue, Vernon, California 90058
Telephone (323) 583-8811
VIA HAND DELIVERY
September 18, 2008
First American Title Insurance Company &
North American Title Company
c/o Ms. Sandra Slon
Troy & Gould PC
1801 Century Park East, Suite 1600
Los Angeles, CA 90067-2367
Re: Settlement Agreement - 5119 District Boulevard
Dear Ms. Slon:
Transmitted herewith is an executed agreement as referenced above,
approved by City Council on August 18, 2008, through Resolution No.
9700.
If you have any questions regarding this matter, please call Mr. Jeff
Harrison, at (323) 583-8811 ext. 173.
zeery truly yours,
y Gi
City Clerk
NG:dr
c: Jeff Harrison
Resolution No. 9499
Agreement File No. 07-142
nir /.f • t•.1 n 1 n / 1 I l M /� �l / C'�'M/ //
FULL SETTLEMENT AND RELEASE OF ALL CLAIMS
RELATED TO THE EASEMENT CLAIM
In consideration of the payment of Fifty Thousand Dollars and No Cents ($50,000.00) which
amount is to be received by the City of Vernon ("Insured") in good funds by no later than
August 31, 2008 (the "Payment Obligation"), and other good and valuable consideration, the
Insured, for itself and its successors, assigns, indemnitors, and any other person operating on
its behalf, does hereby fully release and First American Title Insurance Company, North
American Title Company, and all of their respective officers, agents, attorneys, employees,
successors, assigns, attorneys, affiliated organizations, and any other persons operating on
their behalf ("Releasees") from any and all claims, demands, actions, or causes of action of
every kind or nature relating to the claim of the easement recorded November 18, 1998 as
Instrument Number 98-2108534 not being excepted from coverage of the policy of title
insurance hereinafter described ("Easement Claim"), including but not limited to, the
searching and examination of title and the issuance of title policy F 104342, order number
6013276-62 as same relates to the above -described Easement Claim. This release also covers
and includes any and all claims or causes of action in any way relating to or arising out of the
handling of the Easement Claim, including claims of bad faith, lack of good faith, unfair
practices of every kind or character, including but not limited to violation or violations of
California Insurance Code, section 790.03.
It is the intention of the parties hereto in executing this Settlement Agreement and in paying
and accepting the consideration referred to herein, that this Settlement Agreement shall be
effective as a full and final accord and satisfaction and shall release each and every released
matter related to the Easement Claim, except for the Payment Obligation. In furtherance of
this intention, Insured acknowledges that it is aware of Section 1542 of the Civil Code of the
State of California which provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT
THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM
MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE
DEBTOR.
Except for the Payment Obligation, Insured waives and relinquishes any and all rights and
the benefits which it has or may have under Section 1542 of the Civil Code of the State of
California insofar as any such claims relate to the Easement Claim. Insured acknowledges
the possibility that it might sustain additional or future damages arising out of the above -
described Easement Claim, which at the present time are totally unsuspected or unknown,
and that, by the terms of this release, it specifically releases the parties hereto for any and all
01910/0013 177445.2
claims for such damages arising out of the Easement Claim except for the Payment
Obligation.
It is understood that this Settlement Agreement is a compromise of a doubtful and disputed
claim and that any payment made herein is not to be construed as an admission of liability on
the part of the parties released, and that the parties deny any liability therefore.
Insured warrants and represents that it has not heretofore assigned or transferred or purported
to assign or transfer to any person or entity not a party hereto, the whole or any part or
portion of its claims or rights which are being released hereunder, and agrees to indemnify
and hold Releasees harmless from any such claim, demand, damage, liability, action or cause
of action based on or in connection with or arising out of any such assignment or transfer.
The person signing on behalf of the Insured has the authority to do so, this settlement having
been approved by the City Council.
This Settlement Agreement shall be binding upon and inure to the benefit of the parties
hereto, their respective heirs, successors, predecessors, assigns, officers, directors,
shareholders, partners, employees, agents, representatives, subsidiaries, affiliates and
divisions to the extent permitted by law.
Insured acknowledges that it is not relying upon any representation made by any of the
parties to be released or by the representatives of the attorneys of the parties to be released.
Insured further acknowledges that it has carefully read and understood all provisions hereof,
and has had the opportunity to seek the advice of independent legal counsel with respect to
this Settlement Agreement.
This document contains the entire agreement between the parties hereto and fully supersedes
any and all prior agreements or understandings pertaining to the subject matter hereof.
This Settlement Agreement shall be construed under the laws of the State of California, and
any legal action taken hereunder will be brought within the County of Los Angeles, and the
prevailing party to any litigation to enforce the terms of this Settlement Agreement shall be
entitled to attorneys' fees and costs.
The Insured acknowledges that the aforementioned policy shall be amended by one
endorsement, a copy of which is attached hereto as Exhibit A. Said endorsement reduces
policy limits by $50,000.00. The above -described easement is not being added as an
exception to coverage in Schedule B, Part II of said policy because the easement owner has
agreed to abandon the easement, and the abandonment of easement has been delivered to
2
01910/0013 177445.2
North American Title Company for recordation.
IN WITNESS WHEREOF, the parties hereto have caused this document to be executed as of
the date appearing beneath the signature of the respective parties.
The City of Vernon
By: v
Donis C. Malbur —,Mayor
Dated: /
M
By:J
Manuela Giron,
Dated:
Approved as to Form:
By:
elf A. Lison, City Attorney
Dated: %,Y/d�
01910/0013 177445.2
INSERT SIGNATURE BLOCK FOR TITLE
COMPANY
01910/0013 177445.2
EXHIBIT A
Order Number: 6013276-62
Policy Number: 104342
ENDORSEMENT
First American Title Insurance Company, having paid to the insured, the City of Vernon, a
claim of loss under the policy in the amount of Fifty Thousand Dollars and No Cents
($50,000.00), in full settlement of the claim that the easement recorded on November 18,
1998 as Instrument Number 9872108534 was not excepted from coverage the liability of First
American Title Insurance Company to the aforesaid Insured hereunder is hereby reduced in
the said amount of Fifty Thousand Dollars and No Cents ($50,000.00), pursuant to the
provisions of the Conditions and Stipulations therein.
This indorsement is made a part of the policy and is subject to all of the terms and provisions
thereof and of any prior endorsements thereto. Except to the extent expressly stated herein,
it neither modifies any of the terms and provisions of the policy and any prior endorsements,
nor does it extend the effective date of the policy and any prior endorsements, nor does it
increase the face amount thereof.
Dated
01910/0013 177445.2
First American Title Insurance Company
by
its
Exhibit A
_ TroyGould
ATTORNEYS
Sandra Sion • (310) 789-1392 e sslon@troygould.com
October 1, 2008
Jeff A. Harrison, Esq.
City of Vernon
4305 Santa Fe Avenue
Vernon, California 90058
TROYGOULD PC
1801 Century Park East, Suite 1600
Los Angeles, California 90067-2367
Tel (310) 553-4441 Fax (310) 201-4746
www.troygould.com
File No. 1910. 13
Re: 5119 — 5239 District Boulevard, Vernon, CA - Settlement
Dear Jeff:
I am enclosing a check issued by First American Title Insurance Company in the amount
of $50,000 made payable to the City of Vernon in satisfaction of the settlement agreement.
Please contact me with any questions. Thanks.
Sincerely,
Sandra Slon V
S S/gmd
Enclosure
01910/0013 179547.1
�¢Sf AM.$NICf
11175 Azusa Court
Rancho Cucamonga, CA 91730
(866) 509 1327
No 40043293
Supplier Number
48244
Customer Number
Invoice Date I
invoice Number
Reference
Invoice Amount
Description
PO Number
20-Aug-2008
081150835/082008
TYRANINE ME
50,000.00
08-115-0836
Total
50,000.00
1100040043 29 311■ 1: L 2 2 24 L 2 5 5i 10 L00 30000P