Resolution No. 97941
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RESOLUTION NO. 9794
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND RATIFYING THE EXECUTION OF A
PRINCIPAL CONFIDENTIALITY STATEMENT WITH CUSHMAN &
WAKEFIELD REGARDING PROPERTY LOCATED AT 3250, 3316,
3344 AND 3376 E. 44TH STREET IN THE CITY OF VERNON
OWNED BY MARS PETCARE, INC
WHEREAS, the City of Vernon and MARS Petcare, Inc., through
its agent Cushman & Wakefield (collectively, "Cushman") are in the,
process of negotiating the purchase and sale of property located at
3250, 3316, 3344 and 3376 E. 44th Street in the City of Vernon
(collectively, the "Property") to construct certain improvements on
the Property; and
WHEREAS, the City desires to preserve and protect its rights
by entering into a confidentiality agreement with Cushman in a manner
that preserves the confidentiality and protected status of the
documents, materials, and information to be exchanged, retained and
used during the negotiation process; and
WHEREAS, to facilitate discussions relating to the Property,
the City Attorney executed a Principal Confidentiality Statement on
November 25, 2008 (the "Agreement") with Cushman, subject to
ratification by the City Council; and
WHEREAS, the City Council of the City of Vernon desires to
approve and ratify the actions of the City Attorney in executing the
Agreement on November 25, 2008; and
WHEREAS, the City Council of the City of Vernon has
determined that, pursuant to the provisions of subsection (a) of
Section 2.27 of the Vernon City Code, it is in the public interest and
necessity to enter into the Agreement with Cushman.
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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 and ratifies the Agreement with Cushman, a copy of which is
attached hereto as Exhibit A and incorporated by reference, and the
City Attorney's execution of the Agreement on November 25, 2008.
SECTION 3: The City Clerk of the City of Vernon shall
certify to the passage of this resolution, and thereupon and
thereafter the same shall be in full force and effect.
APPROVED AND ADOPTED this 15th day of December, 2008.
ATTEST:
lam.
MANUELA GIRO% City Cle
Name Leonis C a `Malbur
Title: Mayor / -May�e-T"ef ft
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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. 9794 was
duly adopted by the City Council of the City of Vernon at a regular
meeting of the City Council duly held on Monday, December 15, 2008, and
thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of
(Vernon.
(SEAL)
)�2�6�a
MANUELA I ON, City Clerk
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EXHIBIT A
Cushman & Wakefield
601 S. Figueroa Street, 47th Floor
Los Angeles, CA 90017
(213) 955-6494,k Fax: (213) 947-1772
Attn: John McMillan
PRINCIPAL CONFIDENTIALITY STATEMENT
3250, 3316, 3344 & 3376 E. 44th Street, Vernon, CA 90058 (the "Property") November 2008
The undersigned has been advised that Cushman & Wakefield ("Broker") has been retained as agent on an exclusive basis by
MARS Petcare, Inc. ("Owner") with respect to the offering for sale for the above -referenced Property. Broker has available for
review certain information ("Confidential Information") concerning the Property. On behalf of the Owner, Broker may make such
Confidential Information available to the undersigned upon execution of this Confidentiality Statement. The Confidential
Information is intended solely for your own limited use in considering whether to pursue negotiations to acquire the Property.
This is not an agreement to sell the Property nor an offer of sale. No agreement binding upon the Owner of the Property, or any
of its associates or affiliated companies, shall be deemed to exist, at law or equity, until the Owner of the Property enters into a
formal binding agreement of sale.
The Confidential Information contains brief, selected information pertaining to the business and affairs of the Owner, and has
been prepared by Broker, primarily from information supplied by the Owner or the Owner's agent. It does not purport to be all-
inclusive or to contain all the information which a prospective purchaser may desire. Neither Broker, the Owner nor the
Owner's Lender make any representation or warranty, expressed or implied, as to the accuracy or completeness of the
Confidential Information and no legal liability is assumed or to be implied, with respect thereto.
By executing this Confidentiality Statement you agree that the Information provided is confidential, that you will hold and treat it
in the strictest of confidence, and that you will not disclose or permit anyone else to disclose the Information to any person, firm
or entity without prior written authorization of the Owner and Broker, except that the information may be disclosed to your
partners, employees, legal counsel and lenders or pursuant to a court order. Owner expressly reserves the right in its sole
discretion to reject any or all proposals or expressions of interest in the property and to terminate discussions with any party at
any time with or without notice. This agreement shall expire after ten years. If you do not wish to pursue acquisition
negotiations you hereby agree to return the Confidential Information to Broker.
The Owner has indicated that all inquiries and communications with respect to the contemplated sale of such Property be
directed to Broker. All fees due Broker in connection with the sale of the Property shall be paid by the Owner. The undersigned
hereby acknowledges that it is a principal or an investment advisor in connection with the possible acquisition of the Property
and agrees that it will not look to the Owner, the Owner's Lender or Broker for any fees or commissions in connection with the
sale or purchase of the Property. The undersigned also hereby acknowledges that it has not dealt with any broker regarding
the acquisition of the Property, or if it has, the undersigned hereby agrees to indemnify the Owner, the Owner's Lender and
Broker against any compensation, liability or expense, arising from claims by any other broker or other party the undersigned
had dealings with (excluding Broker) in connection with the sale of the Property.
ACCEPTED ANDAGREED TOT,J IS Z DAY OF ,10V497,04 1 , 2008
Signature: LIU !��
Name (Printed): ,4
Title: e-/ 71 9Ti2-15W 6 K
Company: C/'% i� O/-- yai✓ 91)
Address: MIW_7_1�
ZA
Phone Number: 323 - 92- L - 36 fI
Fax Number: 3 2-3 - Sj2 6 —��3/
E-mail: / ! SO/I C i Vim/ On , CCU . S
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