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CC 2014-03-11_08.g. Sale of Old Ranch Road PropertyMEMORANDUM TO: CITY COUNCIL FROM: STEVEN ADAMS, CITY MANAGER fir SUBJECT: CONSIDERATION OF SALE OF PARCEL 007-011-052 ON OLD RANCH ROAD AND LISTING AGREEMENT DATE: MARCH 11, 2014 RECOMMENDATION: It is recommended the City Council approve: 1) a new Vacant Land Listing Agreement with Lenny Jones of Jones Goodell & Associates, Inc. to represent the City in the sale of the property; and 2) the Vacant Land Purchase Agreement and Joint Escrow Instructions for sale of Parcel 007-011-052 (Old Ranch Road Lot #1) for $282,500. IMPACT ON FINANCIAL AND PERSONNEL RESOURCES: The sale of the lots is intended to generate revenue for construction of the new police station. The net revenue anticipated from the sale is projected to be approximately $270,000, which is consistent with the revenue estimates for the Police Station upgrade project. BACKGROUND: When the Recreation Center project was proposed at the City property on West Branch Street and Old Ranch Road, it was determined that the east portion of the property was not needed and could be better used to sell for residential use. The excess portion of the City property was subdivided into four residential lots, each in the range of 10,000 square feet. Three of the four lots were then approved to be sold to generate revenue for the Police station project. The fourth lot was recommended to be retained in order to maintain maximum flexibility for potential parking and connection to the Woman's Club Community Center parking lot associated with the proposed recreation center or other future ·use. At the March 26, 2013 meeting, the Council approved the proposed listing prices, approved an exclusive listing agreement with Lenny Jones of Jones Goodell & Associates, and authorized the City Manager to approve counter offers contingent upon City Council approval. The City Council subsequently approved a reduction in the listing prices at the July 9, 2013 meeting. The City Council also appropriated Item 8.g. - Page 1 CITY COUNCIL CONSIDERATION OF SALE OF PARCEL 007-011-052 ON OLD RANCH ROAD AND LISTING AGREEMENT MARCH 11, 2014 PAGE 2of3 $100,000 and authorized the City Manager to approve a contract to the lowest responsible bidder to install sewer and water line connections to the lots. ANALYSIS OF ISSUES: The listing agreement recently expired on the property and the City Council directed staff to delay the listing until the utility connections could be completed. However, the City has received an offer for the eastern lot that exceeds the City's most recent appraised value and any of the prior offers received. As a result, staff believes it is in the best interest of the City to accept the offer. Since Lenny Jones has represented the City for several months of marketing the property and negotiating offers, staff recommends the City enter into a new Vacant Land Listing Agreement with him to represent the City through the sale process. Both he and the agent for the buyer have agreed to 2% commissions. The Vacant Land Purchase Agreement and Joint Escrow Instructions are attached, which include both the first and second counter offer. The purchase is contingent upon completion of the installation of utility connections by the City, which include curb and gutter, but not sidewalk: This work will be completed by August 1, 2014 and escrow will close within 30 days of the completion of the work. The City's counter offers were made contingent upon City Council approval. ALTERNATIVES: The following alternatives are presented for consideration: • Approve the sale and listing agreement; • Direct staff to renegotiate the agreement, but staff believes the highest purchase price has been obtained that the buyer is willing to agree to; • Do not approve the sale of the land and/or the listing agreement; or • Provide staff other direction. ADVANTAGES: Approval of the sale will generate important revenue for the Police Station upgrade project and will establish a competitive sales comparison for the remaining two lots. Staff believes the price received is very good given the experience in listing the properties to date. The property is being purchased by individuals relocating to Arroyo Grande interested in constructing a custom house that should be a valuable addition to the community. DISADVANTAGES: No disadvantages have been identified. ENVIRONMENTAL REVIEW: Environmental review was accomplished through the subdivision process. Item 8.g. - Page 2 CITY COUNCIL CONSIDERATION OF SALE OF PARCEL 007-011-052 ON OLD RANCH ROAD AND LISTING AGREEMENT MARCH 11, 2014 PAGE 3of3 PUBLIC NOTIFICATION AND COMMENTS: The agenda was posted in front of City Hall on Thursday, March 6, 2014, and on the City's website on Friday, March 7, 2014. No comments were received. Attachments: 1. Vacant Land Listing Agreement 2. Vacant Land Purchase Agreement and Joint Escrow Instructions Item 8.g. - Page 3 4-~ CALIFORNIA -~ASSOCIATION ~ OF REALTORS® VACANT LAND LISTING AGREEMENT '(C.A.R. Fonn VLL, Revised 7/13) 1. EXCLUSIVE AUTHORIZATION: City of Arroyo Grande hereby employs and grants Jones Goode1.1. & Associates Inc (date) March 3, 2014 and ending at 11 :59 P.M. on (date) September 30, 2014 ("Owner") ("Broker") beginning ("Listing Period") the exclusive and irrevocable right to: [81 SELL, 0 LEASE, 0 EXCHANGE, 0 OPTION, or 0 OTHER ------,,=---:-:,.,...---:----:---~ the real property in the City of Arroyo Grande , County of San Luis Obispo , California, Assessor's Parcel No.: 007-011-052 , described as: 01.d Ranch Road Lot #1 ("Property"). 2. ITEMS EXCLUDED AND INCLUDED: Unless otherwise specified in an agreement between Owner and transferee, all fixtures and fittings that are attached to the Property are included, and personal property items are excluded from the price. ADDmONALITEMSEXCLUDED:~~~~~~~~~~~~~~~~~~~~~~~~~~~~ ADDmONAL ITEMS INCLUDED: ---:---.,....-,,........,.-...,...-...,...-.,....-,,...,--...,.,...-...,...---..,..---,,,----,---.---------------Owner intends that the above items be excluded or included in listing the Property, but understands that: (i) the Agreement between owner and transferee supersedes any intention expressed above and will ultimately determine which items are excluded and included in the transaction; and (ii) Broker is not responsible for and does not guarantee that the above exclusions and/or inclusions will be in the Agreement between Owner and transferee. 3. LISTING PRICE AND TERMS: A. The listing price shall be Two Hundred Eighty-Nine Thousand ). ---~-------------------------Dollars($ 289, 000. 00 B. Additional Terms: --------------------------------------- 4. COMPENSATION TO BROKER: Notice: The amount or rate of real estate commissions Is not fixed by law. They are set by each Broker individually and may be negotiable between Owner and Broker (real estate commissions include all compensation and fees to Broker). A. Owner agrees to pay to Broker as compensation for services irrespective of agency relationship(s): [81 4. 000 percent of the listing price (or if an agreement is entered into, of the contract price), D $ , OR D in accordance with Broker's attached schedule of compensation; as follows: (1) If during the Listing Period, or any extension, Broker, cooperating broker, Owner or any other person procures a ready, willing, and able buyer(s) whose offer to purchase the Property on any price and terms is accepted by Owner, provided the Buyer completes the transaction or is prevented from doing so by Owner. (Broker is entitled to compensation whether any escrow resulting from such offer closes during or after the expiration of the Listing Period, or any extension.) (2) If within 30 calendar days after the end of the Listing Period or any extension, Owner enters into a contract to sell, lease, exchange, option, convey or otherwise transfer the Property to anyone ("Prospective Transferee; or that person's related entity: (I) who physically entered and was shown the Property during the Listing Period, or any extension by Broker or a cooperating broker; or (Ii) for whom Broker or any cooperating broker submitted to Owner a signed, written offer to acquire, lease, exchange or obtain an option on the Property. Owner, however, shall have no obligation to Broker under this paragraph 4A(2) unless, not later than 3 calendar days after the end of the Listing Period or any extension thereof, Broker has given Owner a written notice of the names of such Prospective Transferees. (3) If, without Broker's prior written consent, the Property is withdrawn from sale, lease, exchange, option or other, as specified in paragraph 1, or is sold, conveyed, leased, rented, exchanged, optioned or otherwise transferred, or made unmarketable by a voluntary act of Owner during the Listing Period, or any extension thereof. B. If completion of the transaction is prevented by a party to the transaction other than Owner, then compensation due under paragraph 4A shall be payable only if and when Owner collects damages by suit, arbitration, settlement, or otherwise, and then in an amount equal to the lesser of one-half of the damages recovered or the above compensation, after first deducting title and escrow expenses and the expenses of collection, if any. C. In addition, Owner agrees to pay Broker:------------------------------- D. (1) Broker is authorized to cooperate and compensate brokers participating through the multiple listing service(s) ("MLS"): (i) by offering MLS brokers either: 11'1 2. 000 percent of the purchase price, or D $ ; OR (ii) (if checked) Das per Broker's policy. (2) Broker is authorized to cooperate and compensate brokers operating outside the MLS as per Broker's policy. E. Owner hereby irrevocably assigns to Broker the above compensation from Owner's funds and proceeds in escrow. Broker may submit this Listing Agreement, as instructions to compensate Broker pursuant to paragraph 4A, to any escrow regarding the Property involving Owner and a buyer, transferee or Prospective Transferee. F. (1) Owner represents that Owner has not previously entered into a listing agreement with another broker regarding the Property, unless specified as follows:---,------,,...,,....-.--------.----~---:----,,-----.....,.,..---,,.,---=----:---:---.,.,. (2) Owner warrants that Owner has no obligation to pay compensation to any other broker regarding the Property unless the Property is transferred to any of the following Prospective Transferees: ------------------- (3) If the Property is transferred to anyone listed above during the time Owner is obligated to compensate another broker: (i) Broker is not entitled to compensation under this Listing Agreement; and (ii) Broker is not obligated to represent Owner in such transaction. © 2013, California Association of REALTORS®, Inc. 011vner's Initials ( X'""~--> ( ____ ) A I Reviewed by · Date VLL REVISED 7/13 (PAGE 1 OF 5) VACANT LAND LISTING AGREEMENT (VLL PAGE 1 OF 5) [QUAl HOU$lllC OPPORTUNITY Agent: Lenny Jones Phone: 805.441.5100 Broker: Jones, Goodell ,290 Station Way Suite A Arroyo Grande Fax: 866.805.8431 ,CA 93420 Prepared using zlpForm® software ATTACHMENT 1 Item 8.g. - Page 4 Old Ranch Road Lot #1 Property Address: Arroyo Grande, CA 93420 Date: March 3, 2014 5. MULTIPLE LISTING SERVICE: A. Broker is a participant/subscriber to CCRMLS Multiple Listing Service (MLS) and possibly others. Unless otherwise instructed in writing the Property will be listed with the MLS(s) specified above. That MLS is (or if checked O is not) the primary MLS for the geographic area of the Property. All terms of the transaction, including sales price and financing, if applicable, (I) will be provided to the MLS in which the property is listed for publication, dissemination and use by persons and entities on terms approved by the MLS and (II) may be provided to the MLS even if the Property is not listed with the MLS. BENEFITS OF USING THE MLS; IMPACT OF OPTING OUT OF THE MLS; PRESENTING ALL OFFERS WHAT IS AN MLS? The MLS is a database of properties for sale that is available and disseminated to and accessible by all other real estate agents who are participants or subscribers to the MLS. Property information submitted to the MLS describes the price, terms and conditions under which the Owner's property is offered for sale (including but not limited to the listing broker's offer of compensation to other brokers). It is likely that a significant number of real estate practitioners in any given area are participants or subscribers to the MLS. The MLS may also be part of a reciprocal agreement to which other multiple listing services belong. Real estate agents belonging to other multiple listing services that have reciprocal agreements with the MLS also have access to the information submitted to the MLS. The MLS may further transmit the MLS database to Internet sites that post property listings online. EXPOSURE TO BUYERS THROUGH MLS: Listing property with an MLS exposes a seller's property to all real estate agents and brokers (and their potential buyer clients) who are participants or subscribers to the MLS or a reciprocating MLS. CLOSED/PRIVATE LISTING CLUBS OR GROUPS: Closed or private listing clubs or groups are not the same as the MLS. The MLS referred to above is accessible to all eligible real estate licensees and provides broad exposure for a listed property. Private or closed listing clubs or groups of licensees may have been formed outside the MLS. Private or closed listing clubs or groups are accessible to a more limited number of licensees and generally offer less exposure for listed property. Whether listing property through a closed, private network -and excluding it from the MLS -is advantageous or disadvantageous to an owner, and why, should be discussed with the agent taking the Owner's listing. NOT LISTING PROPERTY IN A LOCAL MLS: If the Property is listed in an MLS which does not cover the geographic area where the Property is located then real estate agents and brokers working that territory, and Buyers they represent looking for property in the neighborhood, may not be aware the Property is for sale. OPTING OUT OF MLS: If Owner elects to exclude the Property from the MLS, Owner understands and acknowledges that: (a) real estate agents and brokers from other real estate offices, and their buyer clients, who have access to that MLS may not be aware that Owner's Property is offered for sale; (b) Information about Owner's Property will not be transmitted to various real estate Internet sites that are used by the public to search for property listings; (c) real estate agents, brokers and members of the public may be unaware of the terms and conditions under which Owner is marketing the Property. REDUCTION IN EXPOSURE: Any reduction in exposure of the Property may lower the number of offers and negatively impact the sales price. PRESENTING ALL OFFERS: Owner understands that Broker must present all offers received for Owner's Pro gives Broker written instructions to the contrary. I Owner's Initials X I I Broker's lnHlals B. MLS rules generally provide that residential real property and vacant lot listings be submitted to the MLS other period of time after all necessary signatures have been obtained on the listing agreement. Broker will listing to the MLS if, within that time, Broker submits to the MLS a form signed by Owner (C.A.R. Form SEL form). in 2 days or some have to submit this or the local equivalent C. MLS rules allow MLS data to be made available by the MLS to additional Internet sites unless Broker gives the MLS instructions to the contrary. Owner acknowledges that for any of the below opt-out instructions to be effective, Owner must make them on a separate instruction to Broker signed by Owner (C.A.R. Form SELi or the local equivalent form). Specific information that can be excluded from the Internet as permitted by (or in accordance with) the MLS is as follows: (1) Property Avallablllty: Owner can instruct Broker to have the MLS not display the Property on the Internet. (2) Property Address: Owner can instruct Broker to have the MLS not display the Property address on the Internet. Owner understands that the above opt-outs would mean consumers searching for listings on the Internet may not see the Property or Property's address in response to their search. (3) Feature Opt-Outs: Owner can instruct Broker to advise the MLS that Owner· does not want visitors to MLS Participant or Subscriber Websites or Electronic Displays that display the Property listing to have the features below. Owner understands (I) that these opt-outs apply only to Websites or Electronic Displays of MLS Participants and Subscribers who are real estate broker and agent members of the MLS; (II) that other Internet sites may or may not have the features set forth herein; and (iii) that neither Broker nor the MLS may have the ability to control or block such features on other Internet sites. (a) Comment And Reviews: The ability to write comments or reviews about the Property on thos.~_sites; or the ability to link to another site containing such comments or reviews if the link is in immediate conjunction with the Property. (b) Automated Estimate Of Value: The ability to link to another site containing such automated estimate of value if the link is in immediate conjunction with the Property. Owner's Initials ( X.~ ___ )( ___ _ VLL REVISED 7/13 (PAGE 2 OF 5) I Reviewed by Date VACANT LAND LISTING AGREEMENT (VLL PAGE 2 OF 5) G:r EOUAL tmUSlllG OPPORTUNnY Old Ranch Road #I Item 8.g. - Page 5 01d Ranch Road Lot #1 Property Address: Arroyo Grande, CA 93420 Date: March 3, 2014 6. OWNER REPRESENTATIONS: Owner represents that, unless otherwise specified in writing, Owner is unaware of: (I) any Notice of Default recorded against the Property; (ii) any delinquent amounts due under any loan secured by, or other obligation affecting, the Property; (iii) any bankruptcy, insolvency or similar proceeding affecting the Property; (iv) any litigation, arbitration, administrative action, government investigation, or other pending or threatened action that affects or may affect the Property or Owner's ability to transfer it; and (v) any current, pending or proposed special assessments affecting the Property. Owner shall promptly notify Broker in writing if Owner becomes aware of any of these items during the Listing Period or any extension thereof. 7. -BROKER'S AND OWNER'S DUTIES: Broker agrees to exercise reasonable effort and due diligence to achieve the purposes of this Listing Agreement. Unless Owner gives Broker written instructions to the contrary, Broker is authorized to order reports and disclosures as appropriate or necessary, and advertise and market the Property in any method and medium, including the Internet, selected by Broker, and, to the extent permitted by these media, including MLS, control the dissemination of the information submitted to any medium. Owner agrees to consider offers presented by Broker, and to act in good faith toward accomplishing the transfer of the Property by, among other things, making the Property available for showing at reasonable times and referring to Broker all inquiries of any party interested in the Property. Owner agrees to provide Broker and transferee(s) all written disclosures, as required by law. Owner further agrees to immediately disclose in writing any condition known to Owner that affects the Property, including, but not limited to, any past or current generation, storage, release, threatened release, disposal, and presence and location of asbestos, PCB transformers, petroleum products, flammable explosives, underground storage tanks and other hazardous, toxic or contaminated substances or conditions in, on, or about the Property. Owner shall maintain public liability and property damage insurance on the Property during the Listing Period or any extension. Owner waives all subrogation rights under any insurance against Broker, cooperating brokers or employees. Owner is responsible for determining at what price to list and transfer the Property. Owner further agrees to Indemnify, defend and hold Broker harmless from all claims, disputes, litigation, judgments and attorney's fees arising from any incorrect Information supplied by Owner, or from any material facts that Owner knows but fails to disclose. D (If checked) The attached property disclosure is part of this Listing Agreement and may be provided to Prospective Transferees. 8. DEPOSIT: Broker is authorized to accept and hold on Owner's behalf any deposits to be applied toward the contract price. 9. AGENCY RELATIONSHIPS: A. Disclosure: If the Property includes residential property with one to four dwelling units and this Listing Agreement is used to list the Property for sale, exchange or lease for a period of greater than one year, a "Disclosure Regarding Agency Relationships" (C.A.R. Form AD) is required to be provided to Owner prior to entering into this Listing Agreement. B. Owner Representation: Broker shall represent Owner in any resulting transaction, except as specified in paragraph 4F. C. Possible Dual Agency With Buyer: Depending upon the circumstances, it may be necessary or appropriate for Broker to act as an agent for both Owner and buyer, exchange party, or one or more additional parties ("Buyer"). Broker shall, as soon as practicable, disclose to Owner any election to act as a dual agent representing both Owner and Buyer. If a Buyer is procured directly by Broker or an associate licensee in Broker's firm, Owner hereby consents to Broker acting as a dual agent for Owner and such Buyer. In .the event of an exchange, Owner hereby consents to Broker collecting compensation from additional parties for services rendered, provided there is disclosure to all parties of such agency and compensation. Owner understands and agrees that: (i) Broker, without the prior written consent of Owner, will not disclose to Buyer that Owner is willing to transfer the Property at a price less than the listing price; (ii) Broker, without the prior written consent of Buyer, will not disclose to Owner that Buyer is willing to pay a price greater than the offered price; and (iii) except for (i) and (ii) above, a dual agent is obligated to disclose known facts materially affecting the value or desirability of the Property to both parties. D. Other Owners: Owner understands that Broker may have or obtain listings on other properties, and that potential buyers may consider, make offers on, or acquire through Broker, property the same as or similar to Owner's Property. Owner consents to Broker's representation of owners and buyers of other properties before, during, and after the end of this Listing Agreement. E. Confirmation: If the Property includes residential property with one to four dwelling units, Broker shall confirm the agency relationship described above, or as modified, in writing, prior to or concurrent with Owner's execution of an agreement to sell. 10. SECURITY AND INSURANCE: Broker is not responsible for loss of or damage to personal or real property or person, whether attributable to use of a keysafe/lockbox, a showing of the Property, or otherwise. Third parties, including but not limited to, appraisers, inspectors, brokers and prospective buyers, may have access to, and take videos and photographs of the Property. Owner agrees: (I) to take reasonable precautions to safeguard and protect valuables that might be accessible during showings of the Property; and (ii) to obtain insurance to protect against these risks. Broker does not maintain insurance to protect Owner. 11. KEYSAFE/LOCKBOX: A keysafe/lockbox is designed to hold a key to the Property to permit access to the Property by Broker, cooperating brokers, MLS participants, their authorized licensees and representatives, authorized inspectors and accompanying prospective buyers. Broker, cooperating brokers, MLS and Associations/Boards of REAL TORS® are not insurers against injury, theft, loss, vandalism, or damage attributed to the use of a keysafe/lockbox. Owner does (or if checked D does not) authorize Broker to install a keysafe/lockbox. If Owner does not occupy the Property, Owner shall be responsible for obtaining occupant(s)' written permission for use of a keysafe/lockbox. 12. SIGN: Owner authorizes Broker to install a FOR SALE/SOLD/LEASE sign on the Property unless otherwise indicated in writing. 13. EQUAL HOUSING OPPORTUNITY: The Property is offered in compliance with federal, state and local anti-discrimination laws. 14. ATTORNEY'S FEES: In any action, proceeding, or arbitration between Owner and Broker regarding the obligation to pay compensation under this Listing Agreement, the prevailing Owner or Broker shall be entitled to reasonable attorney's fees and costs, except as provided in paragraph 1 BA. 1~ ADDITIDNALTERMS:OREOLOS~A~~~~~~~~~~~~~~~~~~~~~~~~~~~ Owner's Initials ( X-~---l ( ---- Vll REVISED 7/13 (PAGE 3 OF 5) I Reviewed by Date ~ [GUAlHOU$1HG OPPORTUNITY VACANT LAND LISTING AGREEMENT (VLL PAGE 3 OF 5) Old Ranch Road #I Item 8.g. - Page 6 Ol.d Ranch Road Lot #1 Property Address: Arroyo Grande, CA 93420 Date: March 3, 2014 16. MANAGEMENT APPROVAL: If an associate-licensee in Broker's office (salesperson or broker-associate) enters 'into this Listing Agreement on Broker's behalf, and Broker or Manager does not approve of its terms, Broker or Manager has the right to cancel this Listing Agreement, in writing, within 5 days after its execution. 17. SUCCESSORS AND ASSIGNS: This Listing Agreement shall be binding upon Owner and Owner's successors and assigns. 18. DISPUTE RESOLUTION: A. MEDIATION: Owner and Broker agree to mediate any dispute or claim arising between them regarding the obligation to pay compensation under this Agreement, before resorting to arbitration or court action. Mediation fees, if any, shall be divided equally among the parties involved. If, for any dispute or claim to which this paragraph applies, any party (i) commences an action without first attempting to resolve the matter through mediation, or (ii) before commencement of an action, refuses to mediate after a request has been made, then that party shall not be entitled to recover attorney fees, even if ihey would otherwise be available to that party in any such action. THIS MEDIATION PROVISION APPLIES WHETHER OR NOT THE ARBITRATION PROVISION IS INITIALED. Excluslons from this mediation agreement are specified In paragraph 18C. B. ARBITRATION OF DISPUTES: Owner and Broker agree that any dispute or clalm In Law or equity arising between them out of this Agreement or any resulting transaction, which Is not settled through mediation, shall be decided by neutral, binding arbitration. The arbitrator shall be a retired judge or justice, or an attorney with at least 5 years of residential real estate Law experience, unless the parties mutually agree to a different arbitrator. The parties shall have the right to discovery In accordance with Code of Civil Procedure §1283.05. In all other respects, the arbitration shall be conducted In accordance with Title 9 of Part 3 of the Code of Civil Procedure. Judgment upon the award of the arbltrator(s) may be entered Into any court having jurisdiction. Enforcement of this agreement to arbitrate shall be governed by the Federal Arbitration Act. Exclusions from this arbitration agreement are specified In paragraph 18C. "NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY." . "WE HAVE. READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE 'ARBITRATION OF DISPUTES' B 0 IStON TO NEUTRAL ARBITRATION." Owner's Initials X Broker's Initials C. ADDmONAL MEDIATION AND ARBITRATION TERMS: The following matters shall be excluded f arbitration: (I) a judicial or non-judicial foreclosure or other action or proceeding to enforce a deed Installment land sale contract as defined In Civil Code §2985; (ii) an unlawful detainer act ; (Ill) the filing or enforcement of a mechanic's lien; and (Iv) any matter that Is within the jurisdiction of a pr ate, small claims or bankruptcy court. The filing of a court action to enable the recording of a notice of pending action, for order of attachment, receivership, Injunction, or other provisional remedies, shall not constitute a waiver or violation of the mediation and arbitration provisions. VLL REVISED 7/13 (PAGE 4 OF 5) Owner's Initials ( X~ __ ) ( __ _ I Reviewed by Date VACANT LAND LISTING AGREEMENT(VLL PAGE 4 OF 5) DIUAl HllUSDIG OPPORTUHnY Old Ranch Road #I Item 8.g. - Page 7 l Old Ranch Road Lot #1 Property Address: Arroyo Grande, CA 93420 Date: March 3, 2014 19. ENTIRE CONTRACT: All prior discussions, negotiations, and agreements between the parties concerning the subject matter of this Listing Agreement are superseded by this Listing Agreement, which constitutes the entire contract and a complete and exclusive expression of their agreement, and may not be contradicted by evidence of any prior agreement or contemporaneous oral agreement. If any provision of this Agreement is held to be ineffective or invalid, the remaining provisions will nevertheless be given full force and effect. This Listing Agreement and any supplement, addendum, or modification, including any photocopy or facsimile, may be executed in counterparts. 20. OWNERSHIP, TITLE AND AUTHORITY: Owner warrants that: (I) Owner is the owner of the Property; (II) no other persons or entities have title to the Property, and (iii) Owner has the authority to both execute this Listing Agreement and transfer the Property. Exceptions to ownership, title and authority are as follows: --------------------------- By signing below, Owner acknowledges that Owner has read, understands, received a copy of and agrees to the terms of this Listing Agreement and any attached schedule of compensation. Date __________ _ at Owner-L1----------------------------------------------- By City of Arroyo Grande Title Address _________________ ~ City ------------State __ Zip _____ _ Telephone---------Fax Email Date __________ _ at Owner----------------------------------------------~ By __________________ ~ Title Address __________________ _ City ------------State __ Zip ------ Telephone ----------Fax Email Date __________ _ at Owner----------------------------------------------~ By------------------~ Title Address ___________ ""-'---------City ---------'------State __ Zip _____ _ Telephone ______ _..,..'-+-.,.._ Email Aeal Estate Broker (Firm) F::;z:;;;i;.;:i;.:::.:;:=;;:;:::::...:..-======-=::......:==-----------BAE Lie.# 011991654 By (Agent) Lenn Jones BAE Lie.# 00846931 Date ____ _ Address 290 Statio City Arroyo Grande State ___g_ Zip_9_3_4_2_0 ___ _ Telephone (805) 4 89-Fax (866) 805-8431 Email .::l...:::enn=..,v..,,·..:::o..::n..:::e.::s..:::@..::l...:::e:::n:::n..,v..,,·....:.·..:::c..:::om=------------ 1 © 2013, caiifomia Association of REAL TORS®, Inc. United States copyright law (TiUe 17 U.S. Code) forbids the unauthorized distribution, display and reproduction of this fonn, or any portion thereof, by photocopy machine or any other means, including facsimile or computerized fonnats. THIS FORM HAS BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF REAL TORS® (C.A.R.). NO REPRESENTATION IS MADE AS TO THE LEGAL VALIDITY OR ACCURACY OF ANY PROVISION IN ANY SPECIFIC TRANSACTION. A REAL ESTATE BROKER IS THE PERSON QUALIFIED TO ADVISE ON REAL ESTATE TRANSACTIONS. IF YOU DESIRE LEGAL OR TAX ADVICE, CONSULT AN APPROPRIATE PROFESSIONAL This lonn is made available to real estate professionals through an agreement with or purchase from the California Association of REAL TORS®. It is not intended to identify the user as a REAL TOR®. REAL TOR® is a registered collective membership mark which may be used only by members of the NATIONAL ASSOCIATION OF REAL TORS® who subscribe to its Code of Ethics. Publlshed and Distnbuted by: REAL ESTATE BUSINESS SERVICES, INC. a subsidiary of the Calilomia Association of REAL TORS® • 525 South V1T111l Avenue, Los Angeles, califomia 90020 VLL REVISED 7/13 (PAGE 5 OF 5) j Reviewed by Date VACANT LAND LISTING AGREEMENT (VLL PAGE 5 OF 5) 1:E:r [llUAl HllUSING DPPORTUHnY Old Ranch Road #I --____ J Item 8.g. - Page 8 COUNTER OFFER No . .,,._2 ---_J\ s s C) c I A T I 0 N For 1188 by Sellar or lh.-. u .... not be used for _ .. hhol. counter offer. Or R..t A LT o R 5 ~· (Uff.·~ co, Revised 11fii)..,.. C !\ I. J' I" 0 H, N f A Dal& .February 26. 2014 Is a countw offer to t11e:O California Aesidsntial PuR:ha.se Agreement. 0 Counter Ofter No._, oifil Olher V=ent: 1:Dd ("Olfet"), • on property l<nown as Old ..RaDc:h .Road .Lot _!l ~ ----------Arro Gra.ii&!, CA 93420 t•Property1, :r::..:::=======::::====:Sl~l:&~~iiia~================~(~~ 1. 1ERllS: The htrmS and condilon& of the above raterenced document are accepted~ to dae followlng: z. A.. Paagnph8 In die Off9r that require lnlUais by all partJee. but me not lnltlakNt bV aD ~ are excluckKI tram the Onal agreement unJeae apecJftcdy ndereeced tor hleluslan an~ 1c ol lhla or another Counter Ofter or an addondum. a. unin. c:iUl8tvd8e agseecl in writing, down payment and loan amount(s) wlD be adJu$ted In Iha smne proportion as In 1b8 origlnal Offer. C. OTHERTeRMS: l. All Ti.me periods to begin upon City Council's app.rcval of Oller and Coamter Ollers. 2. Sell.er to .have until Auqu!t l.st tc COlllplete i.nsta.llat:.ion of atili ties, D. The-tollGWlng aHached addenda are incorpond8d into this CountBr Offer: IiJ Addendum.No-. _l ..... ----------- (il CoJmter n«er /11. . 0 ------------------- EXPIRAnoN: Thi& Counter Offer shall be deemed revoked and the deposlls, if any, shall be returned: A. Unless by s~ on the tf\ilV Day After ths date it is sigosd in paragr~ 3 {if more than one signature then, lhe last signature dat&)(a' by ------0 AM 0 PM on (date)) (ij it-is Glglled In pamghlph 4, by lhe Buyer ar Seller to Whom It Is sent and {II} a copy of the .signed Coun1&r Offer is personally reo&lved by th& person making il or----------- who Is authorized to raceille it . OR B. If the Buyer or Sellerwtlo made the Coun!&r .withdraws it ill writing (CAR Form WOO} anytime prfor to Acceptance. 3. OFFER: BUYB OR SEU.ER MAKES· · ON THE TERMS ABOVE AND .ACKNOWLEDGES RECEIPT Of A COPY. (KJ Buyer Q Seller \ '. -• Date 02/26/201.4 "J 1'{, 00 Buyer D o:>ell~~~~~~:-~A....:...c.;;;...::'-~..M.~~~-----------oateo212612ou ~I Del.ilea ACCEPT ANCC: l/W£ accept the above Counter .Offer {If checked 0 SUBJECT TO THE ATrACHED COUNTER OFFER) and ad<nowledge receipt of a Copy. o Buyer O Seller _________________ 0ate ____ Time ____ o AMOPM 0 Buyer 0 Seller _________________ Oare ____ rtme ____ 0AM0PM ·--!'---I ) (&lltial&) Contlnnadon of Acceptanco; A Copy of Signed Acceptance Wa& per$0nally received by the maker of the orfer, or that person'$ authorized agent as specified In paragraph 2A on (date) at 0 AM OPM. ng Agreement 18 cntal9d whei\ a Copy Of Slgtlecl A~co la pel'80D&ily received by the maker of 1he Count..-"Offer, OJ did percon's rfzecl agent whether or not oonflnned 1n Ihle clooument. · 13, CelifomG A~ af REAL TORse, Inc. Unlf8d Statell copyright law (Tlllo 17 IJ.$. Cxle} f'lllbld5 the unauthod2Gd clsnillc.lllon, d"tsplay and reproduclan of lhls any pm\km'lhlmtol, by ~ machlnt or~ other ftMIMt, lndullng tac:slmlle Of COmputmlNd torrn:ll&. THIS FOAM H4S BEEN APPROVED BY THE CALIFORNIA ASSOCIATION OF AEALTORSe (C.A.R.). NO REPRESENTATION IS MADE AS TO l1iE LEGAL VAUD11V OR A OF ANY PROVISION IN ANY SPECfFIC TRANSACTION. A REAL ESTATE 8ROl<EJ:l IS THE PERSON OUAUFIEO T-0 ADVISE ON REA1. ESTATE TR.6,N_c;Jl.t!'TIONS. IF VOU OESf.Af LEGAL OR TAX ADVICE. CONSULT AN APPROPRIATE PROFESSIONAL COUNTER OFFER (CO PAGE 1OF1) Phone: {805)773-~ Fax:"(80S}773·2435 PB,1160 Price Street Pismo Be<H;h,CA 93449 Item 8.g. - Page 9 4~ CALI PORN IA COUNTER OFFER NO.One . '~.., As s 0 c I AT I 0 N For use by Seller or Buyer.·11ay not be U88d for muJtlple counter off•. 't' OF REA LTO R..S e (c.A.R. FonnCO, Revlaed11/13) Date Fab.ru&ry 13, 2014 This Is a COUl1IBr oOar to lhe:O Callfamla ResldenUal Purchase Agreement, 0 Counter Ofter No._, or{i} Other bji"C; . r.qmt ("Ofler1. ·dated Jamzaz:y 23, 2014 , on pRJpBrty knaWn as O.ld .Ranch Road Lot l ~ arande, CA 93420 ('Properlf) balwean James H DU.luaa, .Ean.iae I De.luca ~.id Cit;y of Arpm? Grapda rse&ar"). 1. TERMS: The lerm8 end candltlons ol lhe above refelesic:ed c:locurnent ara accepted subtect &o the fOBowing: A. Parallapha In 1he Ofter 1hat require lnltllllll by 1111 parties. bid ant not lnllla1ed bJ all perUes, ma axcluded from the Bnal aaiwnant '8ll88s ~ Hlfawwwd far lnclualon In paraantph 1C of this or anoda Cauntar Ofter or an addendum. B. Unl888 Otherwise egraad In wrlllng, dwn payment and loan emounl(s) will be adjusted In the same pniportlon as In the ortgln8I Offer. . C. OTHERtERllS: See attached Addendum llo. One D. 1he fallowlng atlsehed addenda are fncorporaled Into thJs CGunlel'Oftr. (ii Addendum No • ..-.On=e ____________ _ 0 . D~~~~~~---~---~~~ CONFIRllA1IOH OF ACCEPTANCE: l I } (lnlllalaJ Conftnnallan of Acoeptance~ A Copy of Signed Acceplance waa personally raoelved by the maker of lbe ~ arer, or that peraon'a aulhDrized agent aa specified In panlgl8Jlh 2A on (dal8) · · at 0 AM 0 PM. A ldncllna Aoremlent Is craatad wlten a Copy of .SIOftod Acceptance la plll'llOllally received by lhe maker of the Counl41r Otter, or that ..,_.. aldborlzad epnt lllbelher or aat conflrmed ln lhSa document. COUNTER OFFER (CO PAGE 1 OF 1) Fax: 868.101.8431 83420 l l Item 8.g. - Page 10 A~ CALIPOllNIA ~ASSOCIATION T OF ll.BALTORs• ADDENDUM (c.A.R. Fonn ADM. Revl8ed 41t2) No. _o.a........_ ____ _ The folkMlna terms and conditions are hereby bawparated In and made a part of Iha: O Resldenlfal PurchaseAgrwnent, Cl MallJfaclurad Home Purchase Agreement, 0 Bualnes& Pwohaae Agreement, a Rasldentiat lease or Month-lo-Month Rental Agreemenl. II Vacant Land Purchase Agreement. 0 Residential Income Properly PuR:haae ~ 0 Commardal Praperty Pun:haseAgl881P81~00lher~~---~-~-~~--~--~---~~~---- 1.J .Pr@riopa qoppte.r oller No. 9n? 4af:ed .F•bme£Y .%3, 2014 1s nn!J epd mid. I· J !Wnb•ff wiaa t:o be fl2B2.6JJO. f. J ICitp 14.f. C.A • .R. Tqm BJ!PI nqt: parf; o£ mrqb'se aarffl'!"Pt. Z.J It-1.4.D. not 'to be mrt o£ pg;crlraae agz• pC;. f.J Xtn 30. hayer and seller agrH t;hfs ta ha ;lnit;ial@d ,mr hot;h pad.Un. ;o.' g.A.B. ,rzm AC to be 1n91™'e1, 11. J Bgnr ,,,, Bpmr'• aqm.it 8£4 p!et:mf, i2. J A?ntjpqppt qn df;y qqpqqt 1 '• 4RP&Pya.l, the~ tams pnd :=:=are hereby agreed to, and the undersigned ad(fedge r:r;;. of a copy of lhls document. 0ate~'f{jL~ Date~~~--....:~_,F_,...._:~~c...;..c'f...._ _____ _ ' r·) /.:> -~---. 6-/fmmnl~~ ~~; . S.D\N<Bold ~ty~ ,,ii_ auyertTenant :!'~, ~ ~~~ Seller/Landlord--------------~08 I Delaaa I ~~=A=••:~:Z....::===~Dala~=======-'I~ . ADDENDUM (ADM PAGE 1 OF 1) I AcPmt: Lenny .Jones PhOne: 80U41.6100 Fax: 881.805.8431 . llrDkar: Jones, Gaoclall ,280 Station Way Sala A Arn?yo Onlnde ,CA 93420 i ! I I _J Item 8.g. - Page 11 i~. CAt..JFORNlA &~ASSOCIATION ...,.... Of R.l:ALTORS(tl 1. OFFER: VACANT LAND PURCHASE AGREEMl:NT AND JOINT ESCROW INSTRUCTIONS (CAR. Fonn VLPA, Revised 4110) Oate .l'ml11ary 23, 2014 A. T14JS IS AM OFFER FROM kT_,..,. 91 • n-•m,. :=.:L--I .P.li..::a ("i:lu)iar"j. B. 1'11E REAL PROPEITil' TO BE ACQUIRED Is desetlbed a;;:::.AAe.!d~&is=a.b=-jO&,,,.Rxi. 111d~_,,,,Ll~f...._,;;;'4'~/----------- ArravP Grfpda. CA 93420 . -.,..------------~----~~---=-.Assessor's Parcel No(s). ------------, sttullted In Arroyo Gramf• , County of SliO , California, ("Property"). C. THE PURCl1ASE PRICE Cffeted Is :1'!f!? Hundred SIWGoDty-1'.tn :rl!~l!Dd ----------------------------(DoDlll'!IS 21s,ooo.oo ). D. CLOSE OF ESCROW shall occur on _________________ (dais) (or!ZI 30 Days After Acceptance). ::!. AGENCY: A. POTENTIALi.. v COMPETINO BuYeRS AND SEL~e~s: Buyer and Seller each acknowtadge recelp1 of ii diseloSU!'B or the poaslbfflly of multiple represelllation by the Broker rapiesenllnil Ilia! principal Thi!) d'isclosurv may be patt ol a llSllng agreement, buyer representalion agreement or seP&rate document (CAR. F0rm OAj. Buyer und8rstand~ Iha! Broker r~tlrig E!Uygr may also represent other potential b1,1yara, who may consldar, make ollers on or u.lllmate!Y aoqul1e the Properly. SeUer underStancl' that Brokl!f rapresenllng Saner may aJllO represent other 98Qers with compsting properties of interest 10 this Buyer. . . B. CONFUIMATION: The 1onowlng agency retmtonshlps ere hereby confirmed for this transaction: Lls1lng Agent.,.----__,=-...,.....,...-----.,....--=--:-~~-----,.,,...,,.....-----------(Print Firm Name) Is lhe agent of (cheoJ< one): O Iha Seller excluslvaly; Cir D both Iha Buyer and Seller. Selling Agent Cflntmy 21 R9'00f:OWJJ .RMlr:y (Print Firm Name) (If not the same as the Listing Agent) ia the agent of (ehecll one): [II the Buver exclusively; or O the Seller exclus/llely; or D both the Buyer and S&Dlll'. Real Estate Brollsrs are not J)al'lies to the Agreement beiWaen BuYer amt Sellar. 3. FINA.NCI! TERMS: BuY8r reprasenl!I that funds wiD be geed when claposlled wlll'I ESCl'OW I-folder. A. tNITfAL DEPosm oei:ios11 shall be in the amount of ....•..•.....•••••. , •..•.••.•.•.•.••••••.. $ ____ 2...,,_7 ... s_o .... _o_o (1) Buyer shall deliver deposit dlmdly to Escrow HOider by personal cheek, D electronic funds transfer. D O!her wrlhln 3 bllSlness daya eJler ~ (or CJ OlhGT · ); OR (2) (II checked) O Buyer haa given lhe depostt by personal chec.io; (or D ) to the agent eubmiltlng the offer (or to D · · ), made payable to · . llJe cJepoall shaD be held uncashad until Accepmnc;ie and the.ii depo11llecf with Escrow I-folder (or O Into Broker' a ttust account) within 3 buainesa days aflllr AccApl8nce (or D Other . ). B. lt(Cf!EASED DEPOSTT: Buyer ehafl deposit W'ith Escrow Holdar ari lncraased deposit in the amount of .•• , • $ -----.,...--- within Deya After Acceptance, or D-------------------c. L.OAN(S) (1) FIRST LOAN In ~ amount of ... · ••••••••.• -••• , ••••...•••••••..••••••......••.•..••. $ · This loan will be oonventlonaJ financing or, If cl\edted. D FHA, O VA, O Seller (CAR. Form SFA); O assumed li11ancing (CAR. Form PAA). D Olhar . • This loan ahaU be at a frxed ra!O not ia ~ed % or, O an ad]utitable rate loan with lnltl91 tale riot tO exC.eed ____ %.Regardless ot !he t;ype of loan. Buy!!f Shall pay.Points not to exeet!d % of the loan t1molinl. (2) 0 SECOND LOAN In Iha amO\lnt e>r., ......... , ........•.... · .......•............. , .....•........ $ ------- Thia 10811 Mii be oonventlonal flrnuiclng or, ii checked, O Seller (C.A.R. Form SFA), O assumed financing (C.A.l'I. Form PAA), O other • Thie loan ohall l>e at a fixed rate nol to exceed ------· % or, D an adjustable rate lean wtth Initial rate not to exceao %. Regardless of the type of loan, Buyer shall pay points not tc exceed % of the loan amount. 0. AbbffiONAL FINANCING 1£RMS: E. BALANCE OF PUhCHASE PRICE OR DOWN PAYMENT In the amount of -• " .... -. -• ' ..... ---...... -. -... s __ _.2;;...'7;,,;'2..,,c.;;2:..=5;...;0..;..""'o""'o to be d9J1oalted with Eacrow Holder Vtllhiri sufl'ieiant time to cloaa esc;fl1w. F. PUR RICE ~;?4fH-'. -....... ---. ''' ' ... -............ -.. ·~11~-f~-,~;~ , .. -•..•... ; ( s ___ 'i''' ~-=o. 00 SJ""9 l'TlDt 17 U.S. COoe> larbid thD unaUUlo&Od ""1 pnllon l/lenlol, b1 ~ inaahhD ~ any Olliw . ......,,., lllCll..sJro cw .·OOITllllJIR-IOn!lat>. Copjtlol\I e f9!18.zl10. rR-ISW9d--.... -----D-------., lml!ICfllllC CllUFtlRH!A "5SQCIA"T10N OF REAl,TO~. INC..f\LLAIGl'fTS RESERVEO. av ¥, 1118 c .. ~1Mo1tt VI.PA REVISED 4110 (PAGI! t OF 10) VACAtn' LAND PURClfASE AQAEEMl!NT (VLPA PAGE 1 OF 10) Agent: Christa Lowry Phoria:(BilSJ~OO Ftt(805)TT3-243S Brolcar: Centi. 21 Hom&toWn Rea PS 1180 Ptl~ Street Pismo Beach CA 93449 l:tnp1rad 1.1Slng zlpForm@ sotrwarv 01/24/2014 FRI 10:39 [ JOB NO. 7 0 91] ~005 ATTACHMENT 2 Item 8.g. - Page 12 Propel'ty: O.ld .Raacb Road, A!;!;oy? Cra.nda, Cll 934ao Date: .7~1U19' 23, 2014 G. VERIFICATION OF DOWN PAYMENT AND CLOSING COSTS: Buyttr (or Buyer's lender or loan broker PUT9lUUlt to 3H(1)) ahall, wllhln 7 {or O ) Days Aflef Acceptance, Defivef to Seller written vertficattan of Buyer's dawn Pl\)'ment and closing costs. (If ci'lecked, O verlllca!lon attached.) H. LOANTERMS: C'f) LOAN APPLICATIONS: Wl!l'lln 1 (or 0 ) Daya After Acceptance, 13uyer sh~ Oa..Jiver 1o SaTI!ll' a klltoT htlm 19!\dar Of roan brolcer 5lallng lhat, based on a review Df Buyer's wrlitan a,cplic$tio11 and credit report, Buyer Is praquaJiflad or praapproved for any NEW loan spec;llled In 3C above. (n checked 0 letter attached.) (2) LOAN CONTINGENCY: Buyer sftall act dlligenlly and In good fallh to obtain lh9 dm;ignat.ed loan(s). Obtaining the loan(a) apacllied above Is 11 conttngsnc;y ol lhia Agraament uni~ olharwlse egreed In wrHing. Buyer's contractual obllga1fons to obtain a11d provide depOSft, balance of down payment and clcslng coats are not contlngencla9 of this Agreement (3) LOAN CONTINGENCY REMOVAL: (I) Wlthln 17 (or O ) Daya After Aecaptance, Buyer shall, as speclned in paragraph 19, In writing l'9ITIOYe the loan conllngency or canoe! thia Aglvement: OR (II) It checked) O 1h1 loan conllngeney shall remain in effect un!lf the daslgnaled loans are funded. (4) O NO LOAN CON'l'INGENCY (If checked): Obtaining any loan 11peclfltJd above is NOT a conllngency of lhia A9teernent. If Buyer does not obtain the IOan and as a result B\l)'S( does nOI purchase the Property, Salle1 may be entitled to Buyer's deposit or other legal remad'iea. I. APPRAISAL CONTINGENCY AND REMOVAL: Thia ~ment it (DR, ff checked. 0 fa NOl) conllngent upon a wtlltun. appraisal of Iha Prtlpsrty by a licensed or certified appraiser at no leas than lhP specrfled purcha:ie price. If there is a loan contingency. Buyel's removal of Iha loan contingency ahall be deemed removal ol this appraisal conUngancy (or, CJ II checked. Buyer &hall aa apocffiad in paragraph 198(3), in writing remove the appraiaal contingency or cancel this Agreement within 11 (or O ) D!lyS Afler Acceplance). tt there Is no loan cornlngancy, Buyer shall. as apecllied In pM1graph 196(3}, In wri11ng remove the appraisal contlnganc:y ar QIJICGI lhis Agreement within 17 (or 0 ) Daya Al1er Acceptance. J. Ci! ALL CASH OFR:R (II cheeMcl): Ell.Iyer shan, within 7 (or O } Day• After Acceptance, ~llver to SeQer wrlttan 1rertt1c:allon of auifident Junda to Clase lhls 1ranaaation. (II checked D verlllcatlon attached.) K. BUYER STATED FINANCING: Seller has reflecl on Buyer'a representation of the typa of financing s~1illd Qncluding but nol llmflad to, M appDcable, amount of down payment, contingent or non contingent loan. or an cash). II Buyer seeks al!emale financing, (I) Sallar baa no obllgmlon to eooperate wllh Buyer's ertons to obtain suc:h financing, and QI) Buyer shall also pulllU9 the financing method 8P8d119CI in th;, Agree111ent Buyer's faPuTG to sacu~ altsmeta ~11g does not exwse euyar from tile obllgalion to purchase lhe Property and close escrow aa specified In lhla Agreement L SEL.LER FtNAhOINQ: The fallowing terms (or O (ff clleckad) the terms speeillBCI in the attached SeTimr Flnanclrlg Addendum (C.A.R. Form SFA) apply ONLY 10 linal1clng extencfad by Sellar under this Agr~ment. (1) BUYER'S CREDIT·WORTHINESS: Buyer 11.udtorlzea Seller and/or Brokers 10 o?ltain, al Buyer's expanse, a copy ol euyer's credit report. Wilhl11 7 (or O ) Days Alter Aceaptance, Buyer aha~ provlda any auppontng documenta!ion reasonably raqueated by Seller. (2) TERMS: 8uyer's prominory note, dead of trust and other documents ea appropriate ahell lncorporat& 11r1d llllfl)amant the following additional terms: (I} lhe maximum interest rate specflied In paragrapll SC shaR be the aciual fixed lnlersst rate for SeUer financing; (II) deed of trust shall contain a REQUEST FOfl NOTICE OF DEF/\ULT on a&nlor loans; (Ill) Buyer shall algn and pay for a flEOUEST FOR Nonce OF DELINQUENCY prior to Cloae Of Escrow and at any fulura llrne If requeated by Sellar; (IY) note and deed of tiwl shall canteln an acceleraUon clause rnakln9 Iha loan due, when pemdlled by law and at SeTiars option, upon lhe Miii or transfer of Iha Property or any interest In ll: M note shaD contain 11 rme charge or 8% of the inehtflmom Clue (orO ) If the lnstaUment is not received wHtlln 10 days of lhe date due; (lll) lltle Insurance coveraa& in the form of a joflil prot8Cllon policy shell be provided insuring Seller'$ deed of Inuit 1ntarea1 In Ute Property (any increased COS! overownere policy shaU ba paid by Buyal'); and (vii) tax sttrvlco ehllll be obtained and paid lor by Buyer to notify SeTier If property taxes have not besn paicL (3) ADDED, DELETED cm SUBSTITUTED BUYERS: Tutt addltloti •. deleflon or su~llon of any person or enUly unclsr lhi11 Agreement or to tltle pt1or ro Close Of ~ shall require SeDar's written conaont Seller may grant or withhold consent in Seller's sole <ll~edon. Any addmonal or substituted p&l'80n or &nlfly ehaD, If requested by Saller, submit to Sener the same documentation M required tor the original named Bl.Iyer. Seller and/or Brokers may obtain a credH niport, ar Buyere expense, on any such peraon or entity. M. ASSUMED OR "SUBJECT ro• FIN~CINQ: Seller represents that Seller Is nol dalinquant on any J.iayrnants due on any loans. SeDar shall, INithin lhe tlma apecilied In paragraph 19. provide Coples of all appDcable notes and deeds of lnlst, loan balancDA and current Interest rates to Buyer. Buyer shall then, as specified in paragraph 19e(3), remove tills continqaney or cancel this Agreenient. Differences belw&en estlmal!id and actual lean balanoeg shall be adjuated al Close Of Ee~ by cash down payment Impound accounta. If any, shall b& assigned and charged to Bl!fer and c:redlted to SeD~~..a.dlllsedJbaLBuyei:'s.assumpllon of. an existing· loan -may-not relaesv·Seller fronrnat>Dlry"o1nn~rloan-:1f,_--- -------.~ Is an aaatimpllan of a VA Loan, lhs sale Is conlirtgent upon Seller being provi~cf a release of llebDlty enc:i substllulion gf allglbllity, unles:; atharwi$8 agreed in wrfllrlg. II the Property Is acquhd subjact to an existing loan, Buyer and SeTiar are 11d\/lsed to conault wllh legal counsel 19ga1'cfing the ability of an exlsllng ~r to call th& loan clue, and the con11~ thereof. 4. ALLOCATION OF COSTS {H checked): Unless otherwlee specified in wtltlng, this paragrmph only determlne11 wlJo Is to pay ror the lnS!')ecilon, ta!lt or sorvice ("Report") mentioned: II does riot dalmnlne who la to pay tor any llfOl'k recommended ar Identified In tne Ra,,ort. A. INSPECTIONS AND REPORTS! (1) D Bt.lyer D Seller shall pay to have existing septic or private sewaae clfaposaJ system, II any, lnapected ----------- 1 (2) O Buyer 1J1 Seirer shall pay for costs of taating lo detennlne the aui'labiDty ol soil f(lr sewage dlaposal ------------ (3) D Buyer O SeDer shall pa,y 1tl have ell:iat1n9 wena, ii any, 1!1!:19CI tor water potability and pl'Qdudlvlty ------------ Buyer's lnltials ~ ) ( x,g.,J'='r' Capyriglu I!) 199! • CALIFORNIA /\SSOclATION OFRl;AL TOR~, INC. VLPA REVISED . 0 (PAru: 2 OF 10) Seller's lnitlala ( ___ )( ___ _ I Aevl~Wed by VACANT LAND PURCHASE AQREEME~ (VLPA PAGE 2OP10) Dclwn Old Rsnch Rd. 01/24/2014 FRI 10: 39 [JOB NO. 7091] iaioos Item 8.g. - Page 13 Property: Old Ranch Roal!; A:a-oyo ~an&. r CA 93420 L Kf: * ( Dais: Janwu:.t :Z:J, 2014 f4) D Buyer O Seller shall pay to have Property comers irfentlfled ----------------------- (5) O Buyer O Sellar shall pay for a natural hazartl :otone disclosure report prepared by----------------- (6) O Buyer O Selle~ sh~IJ pay for th~ ~!twJfng !r.s?:>~n::r ~~ ---------------------- (7} O Buyer D Saller Bhall pay for !he follDWlng lrispecHon or report---------------------- &. ESCROW AND Tm.E: (1J 0 Buyer Ll Seller shall pay esCl'O'L'll fee----------------------------- Escrow Holder shall be ,.S3•alla;•81r""""--"C11=cu::oi·=aa=---=~------------------------ (~ D Buyer O Sener shall pay lor owner's 1ltle insure.nee policy spectllsd In paragraph 1 SE --------------- Own1tr's 11Ilepolley to be lssu9d bY------------------------------- (Buysr ahall pay for any title inSUtanas policy inauri11g Buyer's Lender, unless otherwise agreed In Yfllllng.) C. OllfER COSTS: (1) O Buyer IZI Seifer shall pay County transfer laX or transter fee---------------------- (2) O Buyer Ill Seller shaD pay Cl!y transfer tax or transfer fee .,-,.---------------------- (3) O Buyer 13 Seller shall pay Homeowners' .Assodatlon ("HOA') transfer lees ----------------- (4) D Buyer m Seller stiall pay HOA document propat.!ltfon lees---------------------- (5) O Buyer Ill Saller shall pay tor All ut;;L.Uties broi:zalu; co the .toe .i.11eladfp7 Water Jt.t•r {G) O Buyer ti SeDer shall pay f!Jr · 5. POSSESSION AND KEYS: Posseasion shall be dsHverad to Buy8r at SPM or 0 AM 0 PM, 0 on the dal8 of Clase Of Escrow; O on ; or D no later than · Daya After Closa Of Escrow. Th~ Prope11y shall be un0ccupiad, ~nless crinerwi:;e agreect In Wrillrig. Seller sh80 provide keys and/or means to operale an Property locku-II Property Is located In a ci;immon Interest subcrniis!Ori, 8'1yer may be required lo pay e deposll lo lhtJ HomeoW11ers' Aaaociallon ("HOA; to obtain keys to acc:esslble kOA tac!Uties. 6. STATUTORY DISCLOSURES AND CANCELLATION RIGHTS: A. NATURAL AND E!NVIR0f1MENTAL HAZARDS~ Seller shall, within lhe time specified In paragraph 19, deriver to Buyer if tequlntd by Lew: (9 aerthqval<e guidaa (and quer;tfOM&ire) and anvlronmurrtal hazards booklet; {II) discloAe If Iha Property IS looaled in a Special FloOd Hazard ~a; Potentl&J Flood"ing (Inundation) Ares; Very High Fir~ Haiard Zona; State Fire Raspon9lbmty Area: Eerthqu:d<e Fault Zona; Seismic H~ Zone; and (Ill) dlsdO&e any Dlher ;zone as required by Law and provide any Other infonnalion l'eQUlred lor lhase z011es. . ·· B. WITHHOLDING TAXES: Wllhln· lhe time specif'llMI in paragteph 19A, lo avoid i8Qulred wllhholding, SeRar shall DsDver to Buyer or qualified au~. an affidavit sufflclenl to co111,0IYwllh feclerEll (FIRPTA) and CaOfornla Wifhhotdlng Law {CAR. Form A$ or OS). C. MEGAN'S LAW DATABASl(DISClOSURE: fiiotkie: Pursuant to Section 280.48 of Iha PenaJ COdG, inf0rmallon about $peclliecl registered SGX OffGndera la-made avai'Iable to the pubile v"lll an ln19met Web Sile maintained by the Departmeril of Justice al www.meganalaw.ca.gov. Depending on an offenclar'a criminal history, this IFlformalicn Wiil Iiicllide eittier the addresil at which the offancler resides or the eomniunity Of re~nte aild ZIP dode In whlell lie or she resictaa. (Neither S111Ier nor Brokers lirv ivqulrGd to check 1hla wab9Re. If Buyer ~rits further information, Broker r&CommsnclS fliat Buyer obhlfn Information frOm this website during Buyet's 111spacti0n con1111g9ncy period. Brokera do not have expertise In !hie are~ - 7. SELLER DOCUMl:NTATIDN AND .ADDmONAL DISCLOSURE: A. Within ~ Ume sj:iecifled In paragraph 19, If Seller has actual knowledge, Seller shall provfd9 to Buyer, In writing, the loUowing inronmnlon: (1) LEGAL PROCEEDl(l(GS; Any lawsulls b}i or against Seller. lhreatening or affecting the Propa_r1y, inclucfing any l~its sJJeghig a defect or deftclency In the Prclperty or common areas, er any known noUces ot abatement or citations fUed or iasued agalilsl the Property. (2) AG RI CULTURAL USE: WhBttler !he F'rop(Jrty Is &u~ct lo restrldions for agrlcuiluraJ uSCI pursuant to file. WiDlemson Act (Government Code §§51200-51295). .. . CS) DEED RESTRICTIONS: All)' del!d raatrictlons or obllgatlcms. (4) FARM USE: Whether the Property Is In, or ad)acenf to, an araa w1ll1 Right tu Farm rfahte (Olvll Code §311{12.5 and §3482.S). (5) ENDANOEiRED SPECIES: Presence of endangered, threatened, 'candld111e' sp«:les, or ~da 011 the Propsrty. (8) ENVIRONMENTAL HAZARDS: Any subsmnces, materials, or produ~ that ma~ be el'! e:?Vfronmental huard Including, but nol Omlled ro. aabastos. fo~e, radon gas, l11ad-based paint. fuel or ehemlcal storage tanks, and corrtamlnaltld eon or water on the PrDpGrly. (7) COMMON WALLS: Any fsa.hmis of lh11 Property shared In common wittl adjoining lancloimers, !lUCh as walls, fanoes, roacls, and driveways. and agrlcUll!ml anct ~le walls whose. uaa or responsibility for malnts~ may have en effect on the Pi'openy. (8) LANDLOCKED: The ~ ol lagal or physical acceus to !he Property. (9) EASEMEtn'S}t;NCROACHMENTS: Any encroachment&, easements or ebnfl¥ matters that may affect lhe Prop!!!J!:.;..· ------------ C19L~BLL:.AnyJllL{compa.."'tad~olhefwlse),¥abandoned·mininpOp9ratioii$"on 1hs ~rtj. --· ------{11) SOIL PROBLEMS: Any sllppago; alldlng, llood(ng, drainage. grading, or oilier son problems .. (12) EARnfQUAIC£ DAt.tAGE: Me;ci!' damage to the Prcipel1)' or any of the sliuc:tures from fire, earthquake, floods, or Ianelsllcles. (13) ZONING ISSUES: Any~onlng v~aliom;; non-confo.;1drry uses, or vlolado~ of "Belback" raquitemants. (14) flllaOHBORHOOD PROBLEMS: Any nelghrx>~ noise problems, or other nulsaneea. B. FIEHTAL AND SERVIC£ AGREEMENnJ: Within the time speeili$tl In paragraph 19, Saller shall make avallabla to !luyer for inspection and review, all cunen1 leases. rental agreemenls, service contracts and other related agl'eementa, licenses, and pe11111rs parlalnlng IO the operation or IJSe :ar lhe Prl)J)iriy. C. 0 TENANT EsTOPPEL CERTIFICATES. : (Ir check. ad) .Wllhln .!ht! lime speclfiad in paragrapll 19, Saller Gltall daliVer to Buyer tenanl as!oppet CGltifiCQtes (C.A. Ft Form TEC) corriplelecl by Seneror Seller's agent. and signed by terta1116, adcnowledghig: (l). that ta nan IS' rental or lease agraeman\S ;ire UnmoOll!ecf and In· ftiU lores And effecl (or II modllled; i:talirig all sLiCh mod111calions); (IQ that n0 lessor defaults axist; and {IR) staling t.ti_a miiciunt of ariy pr!!JW:I rant or security deposit.-· . · o. MELLO-ROOS iAX; 1915 BOND ACT: Wilhin the lime apeclllad in p&ragraph 19, Senor shall: (l) mak& a good fal1h effort to obtain a nollCl!I from any local ageneies that levy a special laii (Jr assesainent on the PJ'Operty (or, if allowed, substantially eql.llvalent n01ice), pursuant to Iha Mello-Roos community Fa<:llltlcis Acl. and Improvement Bond Aet of 1915, and (U) p;u;;,ptt; wiiver iD tluysr any such notice obtained. Buyer's lnlllsl$ ( ~-. I ( ~ Sailer's lnlllal' ( ) ( . ) i:;;::,. OopyiiglllCCl 1998-2010 AUFORNIAASSOC!ATIONOI' REALTOFU!®, INC. I -~c Vi.PA REVISED 411 (PAGE 3OF10) I Rsv1B\\11d by ~ Dm1a """1!111N11r VACANT LAND PURCHASE AGREEMENT (VLPA FIAGE G OF 10) Deluca 01~ k1111cl11ld. 01/24/2014 FRI 10: 39 [JOB NO. 7091] ll!007 Item 8.g. - Page 14 Property: Ol.d .R.Mch Road, A=or Grlll>.t», CA 93420 Dare: JllmUl.I)' 23, 2ol4 8. CONDOMINILIWPLANNED UNIT PEVELOPMEtn llfSCLOSURES: A. SELLER HAS: 7 (or O ) Daya After Acceptance lo dl$cloae to f3vyer whether tile Prcpe~ Is a condominium, or Is local6d lo a planned development or other common interest subdivision (0.A.R. Form VLQ). e. If the Property Is: a oondcminlinn, or locamd in Q planned uni! daveloprnent or Ofher common Interest subdivision, SellPr h~s 3 (nr O ) Di:y;: Aller A.xoripl.dfll;e lo request from ihe HOA (C.A.l:t form HOA): {I) Copl§ of any documents require<' by law; (U) dlsc:losum Of lU1)' pending or anticipated claim or liligatlon by or against lhe HOA: (Ill) a statement containing the loea!lon and number of designaled parking and etorage spaces; (Iv) Coples of the most recent 12 months of HOA minutes: tor regular and special meat"1g$: and (Y) lhe names and contact lnformallon of air HOAs gD\l81Jllng the Propetfy Coollec:tlvely. "Cl OlsclosureG") and (vi) the following II Selklr has actual knowledge: {a) 811y material defects fn the condltlClll of commtm area (such es pools, tonnia courts, walkway!! or other araaa co--gwned in undlllldtld lntsrast with other); and (b) possible lack of compDanee \IJfth HOA raquiremenls. Seller ehaD Itemize and OeOver to Buyer all Cl Disc:losuros received from the HOA and any Cl Disclosures In SeUara pOSSMSlon. Buycrr'll ~I of Cl Dlsdosures i9 a conUngency of lhls Agreemanl $ spacilied In paragraph 148(3). 9. SUBSEQUENT DISCLOSURES: In the evant Seller, priOr to Close Of Escrow, becomes mvare of adverse oondltiona tnater1ally affactlng !he Property, or eny material Inaccuracy In dlscloaums, Information or representations prevloualy ~ded to Buye1 of which Buyer ls 01h11rwiae unaware, Seirer ll'1all promptly pRIY!de a tlllbaequent or amended disclosure or nou~. In writing, coll8l'lng tho&& Items. However, 11 sutlsaquent or amended dlsclotwre sball not be raq~ for concstt!OtJs •nd rnatertal lnaccureclllfl dlsdosed In reports orcfel'Od and paid far by Buyer. 10. CHANGES DURIMO ESCROW: A. Prior to Olose Of E!icrow, Saller may erigaga in 11\e followlng aetl, rPropo$Gd Changes;, subject to Buyar•a rights In paragrapli 19: (I) rent or lease any pan of the premtlseS: (II) alter, modify or &xtentl any axlsting rental or laaae agreement; (IQ) tinter into, altar, modlly or extend any nrvloa conbact(s): or (Iv} c:1U1ft9e the statue of Ifie condition of the Propeny. B. At least 7 (or O ) Dll)IS prior to any PropoMCI Changes, Seller shall give written nollce k> Buyer of such Proposed ChangM. 11. rTEMS INCLutJED AND EXCLUDED: A. NOTE TO BUYER AND 9~1.LER: flsma listed as included or excluded in tile MLS, flyers or marketing materials era no! Included in the purchase prloa or excluded from tha aaJe unless specified lrl 11 B or C. B. rreMS INCLUOE;D IN SALE: (1) All EXISTING rocturus and lltti'nga lhal are a!lached to the Propeny; (:2) The foRawlng items.:-----------------------------~------ (3) Seper represents that an Items fnOluded In !he pureh11se prloa. unleas otherwise specified, are owned by saner. (4) AR items lnclucletr ahaU be lransfelTed free of lfena and without Seller waminty. C. ITEMS EXCLUDED FROM SALE:-------------------------------- 12, CONDmON OF PROJ'ERTY: Unless otherwise agreed: (I) the Property la BOid (a) In hs PRESENT phyalceil ("H·la") condlUon 8A Of the date Of ~nee ana fD) subjKt to t!U}'9f' lnveaUgapan rights; (11) the Property la to be maintained In substanlielly the same condition aa of the date of Acceptance and (HI) O {If checked) AU debris and pemonaJ property not lnautled Jn !ho aale shall be removed by Sellar by Close or =cn:JW. A. SEUER SHALL. within the llme spacifiad In paragraph 1Q. DISCLOSI; KNOWN MATERIAL FACTS AND Ol:FECTS AFFl:CTING THE PROPERTY AND MAKE All OTHER DISCLOSURES REQIJIRED BY LAW. B. Buyer has the right to fm;pect 1he Property and, ea specified in PQfllgraph 19B. haed upon information diacovered In those lnspectlona: (i) cancel lhia Agreement: or (ii) request that Saller make Repntni or take other action. c. Buyer 11 atronsJIY 1dvlll8d to conduet lnvestlgaHona of the entire Propatty In orclar to Clet.nnlne Its 1t19aam condlHon. Seller m-v not be aware of all dafec:ls affecting tl1e Properly OT other factor9 that Buyer consldera lmportanL Propatty Improvements may not be bullt accanllng to code, In oompHance With cumnt Law, orheva had pennltll Issued. 13. BUYER'S INVESTIGATION OF PROPERTY AND MATIERS AFFECTING PROPE:RTY: A. Buyefe acceptancG of th11 condition of, and any ollm' matter affecting the Property, is a eorrtlngency of this Agreemenl as specflled In Ihm paragraph and paragraph 196. Wflhln the time spl!Cified In paragraph 198(1), Buyer shall have the right, at Buyer's expense unlaae olhsrwlse agreed, ro c_onduct lnspac!ionS, lnvetitiga!IOns, rests, eu1V9y$ and olllar studlea ("Buyur lnv8Sllgatlons"), includJng, but not limited to, the right to: {I) lrisped for leacl-baGod paint and other lead-baaed ~inl hazards; {II) lriSpeCI tot wood daatroylng peal$ and organisms: {Ill) review the registered sex offentler database; CM confirm ltl9 lncurabilily of Buyer alld IM Pl'OIJ9rty: and (v) satisfy Buyer as: to any matter spacffiect In the attached Buyer's lnspectl!)n Aelvtsory {C.A.R. Form BIA). Wrlhoul Seller'e prior wrlrlen consent. Buyer shaO neither make nor cause 10 be made: Cl} ln1189ive or deslruclive Buyer lnvesfigaUons: or (II) lnspattions by any govemmenlal building or zonhlg Inspector or govemmanl employee, unless requited by Law. -----e:-seir1n-shlmntalielfi9Property avallilil& lor all Buyer lnves!lgationa. Buyer shall (I) 11S specified io paragraph 19B, complete Buyer tnvesilgallona and, either remove the contingency or cancel fhls Agraement. and (II) give Seller, at no ~ complete Copiaa of all lnwBllgallon repor1a oblalnad by Buyer, which obligation shaO survive 1h11 tennlnatlon of lhia Agreel'llGnt. c. Buyer Jndeninl!y and Sellar protection for entry upon property: Buyer shall: (I) keep the Property free and clear of Dena; (10 repair all damage arising tmm Buyer lnvestlgationa; encl (Ill) indemnify and hold Seller harmless from all resulUng Oabillty, claims. demands. deilla:pes and tostt< ol Buyer's Investigation&. Buyer shall cany, or Buyer shall require anyone acting on Buyer's bohall to carry, policies of liabllll)', worker$' compensation and Gfhar apprieablo Insurance, defending end protectillg Sellar from liablDry for any Injuries to persona or property CJCCl.lrrlng during en}' Buyer l11'1&Sli981k>na or WOtlc dona on the Property at euyers cfitactlon prior ID Close Of Escrow. Seller Is advised lllal certain protee1lons 1'118¥ ba afforded Sellar by recording a "Notice of Nort-reaponslblllly" {CAR. Form NNl=I) for Buyer Investigations and wM! dono on the Pruperry .!II Buyer's dlreclion. Buyets obl'igations undor thie paragraph shall survive lhe termlnalfon or canceRatlon of this Agreemenl and Close Of Escrow'. Burer's lnldllls ( ~) ( ~ Sellet's lnlliala { ----) { ____ ) 1$) Oopy~gfll 4.' 199&-201 Uf'ORNIA ASSOCIATION OF AEAL TORS@. INC. I VLPA REVISED (PAGE 4 OF 10) . Rovlowad by Dale I == VACANT LAND PURCHASE AGREEMENT (VLPA PAGtg 4 OF 10) ~luea Old bidt Rd. 01/24/2014 FRI 10! 39 [JOB NO. 7091] ~008 Item 8.g. - Page 15 Property: Old JlaJ2Cb Road, Arrozy GrazuJe, en 9342~ 4b +--It I DB!e: J-g :?3, 2014 D. BUYER IS STRONGLY ADVISED TO IN\IEST!GATE THE COMOmoN A~JD surrAetLITY c:= ALL ASFECiS OF THE PROPERTY. AND ALL MATTERS AFFECTING THE VALUE OR DESIRABILITY OF THE PROPERTY, INCLUDING BUT NOT UMITEJl TO, 11fE ITEMS SPECIFIED BELOW. IF BUYER DOES NOT EXERCISE THESE RIGHTS, BUVER IS ACTING AGAINST THE ADVICE OF BROKERS. BUVER UNDE~STANDS THAT ALmOUGH CONDnlONS ARE OFTEN DIFFICULT TO. LOCATE Af'!O D!SCOVER, :.LL REA:. PnCrEnTV OONTArNS CONDmONS THAT ARE NOT READJLY APPAREITT AND THAT MAY AFFECT THE VALUE OR DESIRABILITY OF THE PROPER1Y. BUYER AND SELLER ARE AWARE THAT BROl(ERS DO NOT GUARANTEE, AND IN NO WAY ASSUME RESPONSIBJUTY FOR, THE CONDITION OF TlfE PROPERTY. BROKERS HAVE NOT ANO WIU NOT VERIFY ANY OF THE ITEMS IN THIS PARAGRAPH 13, UNLESS OTHERWISE AGREED JN WRITING,. E. SIZE, LINES, ACCES$ AND BOUNDARIES: lot size, property llneS, legal 01' physical a~ and bou~attee lncludlng f9aturus of the Property shated in common with adjDlnlng landownera, wch as waUa. rences. road$. and dr!Vewaya, whcse use or respanslbllby for malntenanea niay have an allec:t on lhe Propeny and any 8ncroaehments, 1;1asements 0r similar mattera tttat may effect tho Property. {Fence&, hedges, walls and other natural or eonsttitaed batriara or mar1c&m do not neees:iarily identify true Property bounclarfss. Pr®lll1)' rme$ ll\f\y be verified by survay.) (Unless clherwia~ speClfled In writing. any numerical statements by Brokers rlJQl!lrding ta1 e1z8 are APPROXIMATIONS ONLY. which have not been· and will not be v'erlRed. and should nOI be relied upon by Buyer.) F. ZONING AND LAND USE: Past, pt~ent. or prop0se<1 taWs. ordinances, rmerendums, inltlatl\llls, votes, appllc:afions and permlta affecting the cUll'ent Lise of ttle Property, lulul'l' Ctevelopmant, :oning, building, size, govemmantal permits and lnspectlona. Any ::oning violations, non·ccinfotmlng uses. or violations of "setback" requirements. (Suyer a.hould also lnveatigate whether lhese matters alf~ Buyers intended UH of the Property·> · G. UTILITliS AND SERVICES: Avallablltly, ooats, restrietiona and lccation Of utilities and aervioes, Including but not U1111ted 10, SGWerage, sanhatlon, sepfic and leach finea, water, electricity, gas, tulephone, cable TV and drainage. H. ENVIRONMENTAL HAZARDS: Potential environmental haz.mda, inCludlng, but not llmlted to, asbe$los, le~based paint and other lead contamination, radon, methane, other gaaell. fllel, oil or ch81111cal storage twdls. contaminated solf or water, hazan:IOus waste, waste disposal site;, elaetromagnallc fields, nuclear souroea, and other subslanc:es, Including mold (alrbome, toxle or olhetYilso), fungus or .similar contaminant, ma!erlals, pl'OClucts or conditions. J. GEOLOGIC coNDmONS: Geologlcf11a~ci condlliona, BOil and t11rraln stablflry. suitability and drainage lnclucfing uny sllpplige, sliding, flooding, Cll'ainage, grading, 1111 (cornpa'c:tild or olherwlse), or other .soil problems.. . J. NATURAL H.A2ARD ZONE: $pedal Flood H11mrd Areas, Potenti81 Flooding /Inundation) Mies, Very High Fire Hazatcl Zones, Slat!! Fire AespgnslbUI!)' Areas, Earthquake Fault ZOner;, &ilsmic Hazard Zones, or any oilier zone ror which Cfrsc;tostrra Is required by Law. I(. PROPERTY OAMAGE: Major damage ro the Property or 11ny of tho structures or non·alructural systems and components. and any personal property included In the sale lnim fire, eanhqualw, floods, .landerdes or other causes. · L. NEIGHBORHOOD, AREA AND PROPERTY CONDmoNS: Nalghbol'hocid or area conclltlons. including J\griculiural Use Reslrlello~ pur.ruant 10 the WiDiamson Acr. (Government Codi! §§51200.S1295), Righi To FaTTn Laws (Civil Cade §3482.5 Md §3482,6), sclioOla, prgxlmhy and adequacy al law ~nt, crime stalialics, the proximity of ragislered felons or offencler,s, llte Platedlon, other govammant services, aviiilabtlily, adequacy ariCI C09I D1 any speed-wiled, wirelasa ln1am8! connai::tfotls ()r other terec:ommunicalioJll or olhar tecllnology services ~ lnstallal!Ona. proximity co commerclal, Industrial or agrlcullural adlvllies, exislirig and preposetf transponatloii; conslnlctlon 8JlCf ctevof()pmen\ that may affect noise, view, or traff'ic, airpc>rt noise. noiSe or odor from any .source, abantlrJn9d mining operallonB on !lie Propeny, wild and domestic: animllla, olher nulsariCaa. haiai'ds. or clrcuin.stanco11, pl'Dtected speeiM, wetland properties, bafanical diseases. historic or 011\ar gOvummantally prolecteCI sites or JmP,omentS. cematariea, racillllss and condhlon cf cominon ama3 of common lnterP.St subcllvlsions, and poasible lack of compliance with any goveming dOGument; or Hameownars• AssoclatlO!I requlremants. eondlllons and 111fluaneea of significance to cerTain CUitures and/or religlo~ and J>9TS0nal rt89ds, requlr9ments arid prefeiences of Buyer. · . M. COMMON INTEREST SUBDIVISIONS: OWNER ASSOCIATIONS: Faelli1ies and condition of common areas (laclliHes such as pools, taMls oOurfs, Walkways, or. Other areas ~ad in undivided Interest with otheta), Owners' AsSoc:la~n lhal. has any authority over the subject proPf!rty, OC&R!I. or Cllhtor dead reatrictlons or obligations, and pcslllble lack of 1X1111pllance with any Owners• AS~tion requirements. N. SPECIAL TAX: Any local agencleS tttat levy ,11 .sp8dal tax 0n the Property pursuanl lo the Mene>-Roi:is CQmniunity Fticlllties Act or bnprovament Bond Ad of 1915-. O. RE;NTAL PROPl!RTY RESTRICTIONS: Some cillea and c:ountllla impose rnlrieliQns that r.m11 the amol.lt'lt al 1'8nt that can be charged, Iha maximum number of oocupanta and the right of a landlord to terminate a tenancy. P. MANUf:AC'TURED HOME PLACEMENT: Conditions ltlat may affact the ability to place and use a manufactured home oo Iha F>roperty. 14. SEUER DISCLOSURES; ADDENDA; ADVISORIES; OTHER TERMS: A. SeRer Dlscloaures checked : Sell8r shall, within lhe time led in . ~@l'.!!LtM...campletaand..prouida..Bily91'.wilh a:. B. Addenda Qf checked}: 0 Addencl1.1m fl (CAR. Foll'n ADM). 0 Wood Destroying Pest l11spactcon anct AUocG!ion of Cost Addendum (C.A.A. Form WPAJ D Purchase ~ent Addendum C.A.R Form PAA l2D Septic, Wah and Props Monument Addendum C.A.R. Fot111 SWPl) 0 Shott Sale Addendum (C.A;A. Forni SSA) Other o. Advl1arles {H cheelled): l1A Buyer's lnSpection Atflllsory (C.A.R. Form BIA) 0 Probete Ad-llsoly (C.A.Ft. Form PAK) D Stalewlde Buyer and Seller Adviemy (C.A,A. Farm SBSA) D Trust Advisory (CAR. Form TA) 0 FIEO AdvtaOTY (C.A.R. Form REO) Buyer'll lnlt~s ( _{\ I-ho J ( X ~ Cop)rllglll llD 199&-io~RNIA MJSOCIATION OF REALTORS®, INC. VLPAREVISED 4no(PAGE 5OF10) Seller's 111ma1: ( ___ ) ( ___ ) @l J Revtawall b)' Oata I ~~ VACANT LAND PU~CHASE AGREEMEln' (VLPA PAGe 5 OF 10) Deluca Old R1111Cb Rd. 01/24/2014 FRI 10:39 [JOB NO. 7091] ~009 Item 8.g. - Page 16 Pr0perty: Old Raneh ~d, Arroyo OrAJ1cW, CA 93,20 4 i;'lft f Date: J'am:iaq "· 2014 15. Tl'n.E AND VES11NQ: A. Wlltlln Iha lim& spec:l!led In paragraph 19, Suyer shall be provicfl'.<I a current preliminary lltle nipott, which shafl Include a search ol lhe General Index, Seller shall within 7 Days After Acceptanc:e, give Escrow Holder a completed Statement o! lnfonmltion. The preliminary report Is only an offer by the mte lnaurer lo Issue a policy of bllu Insurance and may not contain every item affecting title. Buyer's review of the praDmlnary report and any other matters which ntay llffecl tide are a contingency of this Agmement as specified In paragraph 198. . D. iilie is isken In its present candltlon subject to all encvmb!'anc9S. aasernenlS, covenant.t, cond!Uona, rsatrtctlons, rlgtm and olher matters, Whather Df record or not, as of tll& elate of Acoaptance exoept: (I) monataiy liens of record unleas Buyer Is aaaurnlrig those obligations or lllklng the ProJ>ortY eubjec:t to those obligatlona; and (II) those matturs which Sellar has el{lrffd ta remo1re In writing. c. Within lhe lime specified In paragrapl1 19, Seller has a duly to dlsclosa to Bl.Iyer an manera known 1o Saller affecting tlUs, whllthM Of record or not. D. Al Close Of Escrow, Buyur shal receive a gralll deed conveying !Ille (or, for stock oooperatille or lorig-ltorm lease, an assignment of stoclc certiticale gr of Seller's leaaehold tnteres!), indodlng olL mineral and -ter rights ff currently owned by Saner. Tiile i:hall vesl U$ designated in Buyer's supplsmeotal e!:erow instructions. THE MANNl:R OF TAKING TITLE MAY HAVE SIGNIFICANT LEGAL AND TAX CONSEQUENCES. CONSULT AN APPROPRIATE PROtESSIONAL E.. Buyar shall r~lve a ctandard coverage ownet'e CL TA poHcy of title insurance. An Al TA pollcy or the ~IUon of endo~ements may Provide gJBater coverage for Buyer. A blle company, at Buyer's request can provide Information about the ava~ablQty, deslrablftty, coverage, eurvey requ~mentS. and coal or various lill9 insurance coveragea and endorsements. II Buyer deaites title eovarQge other lhan !hat required by thi.!l paragraph, Buyer shall instruct EscrtlW Holder in wlftlng-and pay $1Jl lnereasci In COsf, 16. SALE OF BuYeA'S PROPERTY: ' A. This Agreement is NOT con1ingent upon Iha sale of any property ownud by Buyet. OR e. 0 CJ1 checked) The attached addandwn (C.A.R. Form COP) regarding the conDngency for lhe Gal& Of property owned by Buyer ie itlc:orporated into this Agreamenl 17. 0 MANUFACTURED HOME 11URCHASE (If checked): The purchase of the Propeny I& contirigenl upon Btwer acquiring a personal property manufactured home to be placed on the Proper!)' after Close Of Esctow. B-.iyur O has O has not enlar9d Into a contract for the purchase of a personal property manulactmed !lama. Wllhln Iha time specified In paragraph 19, Buyer shall remCM! this condngency or cancel thle l\greemunt, (OR, If checlced, O this contlrtgency chall remain In effect unw the Close Of Eeerow of the Property). 10. 0 CONSTRUCTION LOAN FINANCING (II checked): The purchase of the Pmperty Is conlinganl upon Buyar obtaining a conattur;tlon loan. A draw from the construction loan O wm O wm nol b& used to flnanoe the F'ropeny. Within the lime ipgCified In piuagraph 19, Buyer e11a11 remove thia contingency or cancel lhi9 Agreemunt (or, ii checked, O this contingency shell remain in effect unlil Close Of Escrow Of ttie Property). 1&. TIME PERIODS; REMOVAL OF CONTINGENCIES; CANCELLATION RIGHTS: The tollowlng UIM partOda may only be extanded, llllered, madlfled or changed by mutual written agreement. Any nimoval of c;ondnganeles or eancellatton under thl• p1r11graph by ellhDr Buyar or Seller musr be exercised In good fahh end In wrftlng (c.A.R. Form CR or CC). A. SEU.EA HAS: 7 (or II l4 ) Days After Ao:eplarlc:e to Deliver to Buyer all Reports, disclosures and inlcrmatlon for which Seller Is re:;poneible under paragraphs 3M. 4, 6A and B, 7, SA. 12A, 1dA and B, and 15. Buym may give Soller a NQ!lc:e !O SGl!at to Perfonn (C.A.FI. Form NSP) II Seller has not OaUvel'l!CI the l!Om6 within the Ume specifled. B. (1) BUYER HAS: 17 (or l!l 21 ) Days Alt9t Acceptance, unless otherwise agreed In writlng, to complats ab Buyer lnveatlgatlons: appro\'8 all c:r~urea, raporb Wld other appllc:able information, which Buyer receives from SeUer: and approve aD ~er matters affecting the Property (lncludlng lead-based paint and laad·basacl pain! hazards as wall ~ other Information spgcified In paragraph 6 and lnsurablllly of Buyer and the Propeny). (2) Within the time spoci~ecl in 198(1), Buyer may raquusl that saner maka repairs or take any other action regarding the Property (CAR. Form RR). Sellur has rio obllgalion to agrM to or respond to Buyer'a requasu. (3) Within the time apeelfied In 1.9D{1) (or as othelWise specified in thi!I Agraament), Bll}'er sllall, Dellvtlr ID S@IJer either (I) a removal of the applicable con!Jngency (CAR. Farm CR), or (IQ a cancanat1u11 (C.A.R. FDrm CC) of this Agreement based upon a remaining contingency or Sellsr's failure to OeUver Iha spec:llled Items. Howuv8!', .ff any rllPort. dleclcaure gr lnlormat1D11 for whlcJI Seller Is responslbl9 Is not Delivered w°dhin tile time specified in 19A. then Buyer has 5 (arO ) Daya After DBllvery of any such lterns, or the time specified in 198(1), whichever!$ later, to Deriver to SeUer a rllmoval of lhe eopp!lable contingency or ca11CSOallon of this Agraemsnt (4) Contlnu1Uon of ConUngency: Even af19r the end of the time specified in 19B(1) and before SeOer cancels thia Agreement, If 81 arr, pursuant to 190, Buyer retalns ~right !O either (Qin wrlllng remove remaining contlnganeiell, or (D) cancel this Agreement baaed upon a remaining oontlngeney or Sellers failine to Deliver the specified ilums. Onoe Bll}'er's written removal of an contingencies Is Dell\rered 10 Seller, Seller may nDt cancel lhia ~reernent pursuant to 190(1). C. SELLER RIGHT TO CANCEL: _______ (1LSeUeulght.to..C8ncol;.auyar Contlnganela~·ffrwithln the-time spec!fled"hr1hls11greemenr,BUyeraoasffiit; lifWfllliijf.'Deriver to Saner a removal of the applicable contingency or c:i.ncellatlon Of this Agreement then Seller, utter first Oellverlng to Buyer a Natrce to Buyer to Perform (C.A.R. Form NBP) may cancel rhis Agreem11nL In sucti event, Seller shall aulharU:e retum of Buyer's depOSlt. (2) Sell8r right to C.noel; Buyer Contract ObDgatfona: SePer, altm first OellVerlng to Buygr a NBP may cancel this Agreemmil for any ol 1he follDWll'lQ reaaons: (I) If Buyer falls to deposit funds as required by 3A or 3B; (II) If the fu/lds deposited pursuant to 3A or 3B are not good 'hflen deposl!ad; (Ill) If Buyer feila to Deliver e luttur as required by SH; (IV) if Buyer tails to Oellver vetifitatlon aa J'eQUlrecl by 3G ar 3J: or (v) If Sellar reasonably dl$ilpproves of the verlHeatlon provided by SG or 3J or the crsdl! report or .supponlng documDntetion pursuant to 3M. In such event. Seller shall authorize retum of Buyer'a deJ;Josll. (3) No11ce 'to BU)'9r To Pel101m: The NEIP 5halJ: (I} be in wr111ng: (R) be signed by Sellur; and (Ill) Qlve Bll}"er at least 2 (or O ___ ) Days After Delivery (OT unlll tha lime 6pecHled in the applicable parag!'a?h, whlctnivar occurs last) to lake the apprJCllbre aellon. A NBP may not be Delivered any earfler than 2 Days Prior to the expiration Of the applicable time lor Buyer 10 remove a ct:mllngenc:y or cancel !Ills Agreement at meet an obligaiioo spacllled in 190(2). D. EFf:ECT OF BUYER'S REMOVAi.. OF COMTINOENCIES: If 6uyer removes, In writ!~. ~:iy C::."l:i:-ya;;c-t iii ;;u;~'lailofi ;ig\ti$, uniesa otherwise specified In a npamte wrlnan agreemem between Buyer and Seller, Buyer ehaU with mgard to Iha! conting8ncy or cancellallon right conclualvely be deDmecl t~ have: (I) c;omplelad an Buyer lnve~ns. ana review of reports and other &JlPOcable information and dlsclosuras; (II) el9C1ed to pn;iceed h the transac!ian: .end (Ill} nm;ul'Tl8d all UabRl!y, reaponelbDl!)I an!f expense for AllJ)alrs of corrections or for inability to otrtafn !Inane· Bll}'er'a Initials (.at~¥-) C ~ Seller's l11ltlals ( ___ ) ( ----) Qi I ABVIOWed by Clllt9 I ~= VLPA REVJSED VACANT LAND PURCHASE AGREEMENT (VLPA PAGE 11 OF 10) Dclu"° Old RllTICll Rd. 01/24/2014 FRI 10: 39 [JOB NO. 7091] fllOlO Item 8.g. - Page 17 Data: J.m'!!9" 23, 2014 E. CLOSE OF ESCROW: Before SeQer or Buyer rnay c;ancel this Agraement for failure of the ottnir party to close escrow purBUant to this Agmemanl, Sellor er Buyer must rrrst give !he other a demand ro clDS6 egcrow (C.A..R. Form OCE). F. EFFECT OF CANCELLATION ON DEPOSITS: II Buyer or Seller gives wrlnun notice of caneellalion pursva111 to rights duly exercls9d under the tcirms of this Agraamant. Buyer and Saller a!lre& to Sign mlJ!ual Instructions to 03ncqf the Ml!! and CJserow and r!!l~~ss dcp:~:t:, If~,.. to tha j::lar1y enhlled io !he funds. les9 fees and c=ts lnct.UTed by that pany. Faes and costs may be payebl(l to service providers and vendors for l!e1Ylces and products provided during escrow. Ralaaae Of tunas will require mutual Signed rerease lnstrue11ont from Buyer and Soller, Judlc:lal declaion or arbitration awate1. 20. FINAL VERIFICA110N OF CONDmON: 84.lyer shilll ha11a the right to make a finer lnspOOtion of the Property within 5 (or ) Days Prior to Close Of Escrow, NOT AS A CONTINGENCY OF THE SALE. but solely to confirm: {l) the Property i8 malntalnacl pursu1111t to paragraph 12; (II) Repairs llave boen completed es &!;JT8e<f: and (Ill) Seller has complied wilh SeUer's olher obligallons under thi3 Agrnmenl (C.A.R. FORM VP). 21. ENVIRONMENTAL HAZARD CONSULTATION: Buyer and Seller acknowledge: (I) Federal, state, and local l9'jlslation impose llabllity upo11 exlSllng and former owners and users of real property, in appllcable aitualions. for Cettaln legislollvely defined, envlrcnmentaUy haurdous substQnces; (II) Broker(&) has/have made no represtmtallon concanilng the applioablllty of any such Law to this tran9aclion or to Buyer or to Seller. Sl\cepl as otherwise incricated In this Agraamunt; (Ill) Brolcer(a) ha..~ave made no representalion eot1cemlng the exiStenca. lesting, discovery, location and evaluation of/for, and risks po--..9d by, enYlronmen!ally ha%ardous subalanc:es, ff any, located on or potentially affecting the Ptoperty: and (lv) Bllyer and Seller are each edvlsed to consult wilh technical and legal expans concerning the existence, testing, discovery, locatlon and evaluallon al/for, and risks posed by, environmentally hazardous uwsrances, If any, located on or potentially affecting 1ha Properly. 22. PRORATtONS OF PROPERTY TAXES AND OTHE~ ITEMS: Unleas olherwlsa agraad tn writing. Iha fonowlrig itame ehall be PAID CURRENT and prorated betwaeri Buyer and Sellar as ol Close Of Escrow: real propef'I)' iaxet: and assesSmllnts, intemst, rants, HOA regular, rpecfal, and emergency duea and assessmen!a Imposed t:lrier ta Close Of Escrow, premiums on inau11111ce assumed by Buyer, p&}'ITlents on bond$ and 8SS8!1smems a=uml!d by Buyer, and payments on Mello·Roos .and other Spacbll A'58ssmen! Otttrlct bonds And assessments lllat are a currant nan. The followlng i1ema shall be assumed by Buyer WITHOIII" CREDIT toward the purchase ~: prorated peymems on Mallo-Roos and other Special Aasassnient Dl&triel bonds and acsassmenis and HOA apeQal asso~manla that are a cunent lien but not ye1 due. The Prope~ will be reassessed upon change cl ownership. Any supplemental tax billa ahan be paid a& folkiws: (I) for periods after Cloaa Of Escrow, by Buyer: Md (I~ tor periods prior It> Close Of E~ow. by Seller. Sea CAR.Form SPT or SBSA for further Information. TAX BILLS ISSUED AFTER CLOSE OF ESCROW SHAU. BE HANDLED OIRECn Y BETWEEN BUYER AND SELLER. Proralions Shall be made ba!Jed on a 30-clay month. 23.. SELECTION OF SBWICE PROVIDERS: Brokers do not 91J31'anlee the pedormance of any vendors, sSrvice or proCluct providers rProvlders"), whether referred by BroJcer or seladad by Buyer, Sellar or other parson. Buyer and Seller may select ANY PfQ\lltlllfS of their own choosing. 24.. MULTIPLE U$TING SERVICEIP~OPERTY DATA SYSTEM: If Broker Is a pal'licipant of a Mullip!a llsdng Servioa ("MLS") or ~party Data System ("POS"), Broker le authorized to report to !ho MLS or PDS a pending sale end, upon Close or E.sctow, thll sales price and other terms of Ihle transaction shall be ~ ID Iha MLS to be published and dlseamirurted to persona anc;I emH!es ar..rlhoilo?ed 10 use the lnlormalion on terms approved by rhe MLS or PDS • .25. EQUAL HOUSING OPPORTUNITY: The Property i& solcf in compliance with fedora!, state anti local anlkfrscrlmlnallon Laws. 28. ATTORNEY FEES: In any acllon. prooeeding, or arblll'Afion betwaen Buyer and Seller arising out of thla Agraemenl, the prevailing Buyer er Seller shall be entlded to reasonable attorney fees and eosts from 1hs non-prevairmg Buyer or Seller, e.xcap! ai; provided In paragraph 31 A. 'O. DERNJTIONS: As. u$8c:l In thi& Agreement A. "Acceptam:e" means the time tha offer or llnal counter ofter is accepted In writing by a pany and ia t;lellverecl to end personally rei;:elved by Iha otl'ler party or that party's authorl:uid agent In accordance wllll the terms Gf this offer or a final counter offer. a nc.A.R. Form" mean& Iha specific form referenced or another comparable form agreed to by the parties. C. "Ch:lse OI EsCl'O\ll" means tho data the grant deed, or Dlher 9'1idanoe of transfer of title, Is 1'9COrdad. D. "Copy'' msans copy by any means lncludlng pholocopy, NCR, facsimile and erectronfc. E. "Days" mean& calenc:lar days. However, after Acoeplant'$. the last Day for porformance of any act l'SqUlr~d by this Agreamant (lncludlng Close Of i=:row) shall not Include any Saturday, Sunday, or legal horiday end shall Instead bP Iha next Day. F. "Daya At(er"' means Iha spedlfed number of <::IWndar days llfter the occurrence of th& event specified, flQt counting the calendar dQte on which ttie specified evem occurs, and ending at 11 :59 PM on the final clay. G. "Daya Prior" means lhe specified number of caJenc!W days before the occurrence of !he event specifletl, not counting the calendar dale on which the specified event Is scheduled to ocx:ur. H. "Dellval", "Oellv•rud" er "Dellvwy". rS{len;lless of the method_ used (i.e. messenger, mall, email, fSl(, olhor), maa.ns and shall be etrecli\la upon (i) personal recefp! by Buyer or ~llllr or the Individual Real Esta1e Llcenaee tor that principal as &pacified In parQgraph D of the secllon tiUeCI Real Estate Brok&rs on paga 8; OR (ii) ii checked, D perlhe attached addandum{C.A.R. Fo.!!!!..BOM~------------------------- ------r.-"E19Clr0rilC copyn or "Electronic Slgnaturou means, as appllcsble, an eltlO!ronlc copy or signature complylng Will'\ CaQfomla Law. Buyer ani:r Sellar agree Iha! alactl'onlc means wm not be uaect by either party ID modlly or alter the content or intesJrlly of this Agroament without Iha knciwledge and consent of the other party. J. •Law" means any raw, code, ttatute, ordinance, regulation, rule or order, which Is adopted by a contromng city, county, arata or federal feglslative. jucflc:lal or ElleeCu!IYe body~ agency. K. "Repairs" means any repairs (mcludlng peat control), alb:!raUcns, replaoaments. moo'"lflcatJons ot retrollt1lng o1 the Property provld!ld for under this Agreement L. "Sfgn&d'' means either a handwritten Gr electronic signature on an orlglnal document. Copy or a.fly counterpan. 2.8. BROKEffS: A. BROKER COMPENSATION Saller or euyar, or bolh, as applicable, agreea to pay compansallon to Broker ea specified In a eeparate vvt1tten agreement between Broker and that Seller or Bu).'er. Compensation rs payable 1.1pon Close OI Escrow, or If escrow does nor cloae, as olherwise spoclfiad In the agreement between Brol(er and lhst Seller or Buyer. Buyer's rnlllal.!: < .£\Jm l < ~ Capy!!ghlo:J 19116-~FINtA ASSOCIATION OF REALTORSS, INC. VLPA REVISED 4110 (PAGE 7 OF io) Seller's Initials ( ----)( ____ @t F.'."'. I t-h!IJ!lll: L.:~~·!"f::::ewed:::.:::;by:!..==::::;;;;;;=..:D::el::.e ..=====:l-f IJl'PCl!llUHRY VACANT LAND PURCHASE AQREEMENT (VLPA PAGE 7OF10) DolU¢n Old Ranch ~d. 01/24/2014 FRI 10i39 [JOB NO. 7091] ~011 Item 8.g. - Page 18 Prope!1y: O.?.d .IWl.:!ll .R"acf, Arroyo ~ < CA 93420 L er -f:. 4i' f Data: .,..,11.119' 23' 201.a e. SCOPE OF BROKER DUTY: Buyer and Saner acknowladge and agree that Elrokers: O> do not decld,, what price Buyer should pa.y or Seiler should acCGpl; (IQ do not guarantee the c:olldltlon of lhe ProPtUfy: (DI) do not guarantel! Iha performance, adequacy or completanass Of inapecttons, serlroos, products or repair& provided or made by Senar 01 others: (Ill) ehaU not be responsible for lcl8nlifying dele<:ts that are not luiown to Srol(er(s): (v) sl'lall not be responslble for inepealng public racords or permits concerning the Iida or use of Iha Propartv; (vi) shall not be responaibkr for ldenttfying localion of boundary lines or olher Items affa~ng 11118; (VII) shaD not be msponSible for wirllylng square lo~g&. rap.~:all;:..ir • .:.r 0!1191 ~ Cl Information col1\ain8d In inspection repons, MLS or POS. adveniBBments. flyers or other prom01fonal material, unrea, othelWbe agreed In writing: (vDI) shaU not be responsible for providing legal or tax advlC9 ragatding any aspect or a transaction entered Into by auyer or Seller in lhe c:oume of lhia representation: and (Ix) shan not be rasponsi"ble for prov!cling o1her advice or informallon that exceeds the knowledge, aducation and exparlance required to perform Mal estate Ucensed activhy. Buyer and SeDer agroe IO seek lagaL tax. iMuranc:o, tide and other desired assistance from appropriate professionals. 29. JOINT ESCROW INSTRUCTIONS TO ESCROW HOLDER: A. The following paragraphs, or applicable portlona thoteQf, of this Agreement constlMll lhe Joint oscraw lnstructlona or Buyer and Seller to EacnMU Holdor, Yrhieh Escrow Holder ia lo use along with any related counter offers and addenda, and any additional mutual inelt\lctlons to clcso the l!llCl'CIW! 1, 3, 4, 68, ,,9 and 0, 15, 168, '7, 18, 19F, 22, ~. 28A, 29, 33, 35, and paragraph D of the section tilled RN! Estala Brokers on page 10. II a Cvpy of the i;aparate compensation agreemenl(:;) prollided tor In paragraph 2aA, or paragraph O of Iha oection tilled Real Eetete Btokers on page 10 is deposited with Esc:rtlW Holder by Broiler, Escrow Hokier shall acicspt such agreement(S) and pay out or Buyer's or Sailer's funds, or bolh. as ilPPflcable, the resJ>l!4;lllve Broker'a compensation proYi(led for In such agreement(s). The terms and co11dftlons or this AgrMment not speeificaJJy referenced abo"9 tn the specffied paragraphs ara additional manera for lhe Information of Escrow Halder, but about which ~w Holder need not be concerned. Buyer and Saner will receive Eso'ow Holder's ganamt provl!;lons aireclly from Eacrow Holder and wlD execiite sucll provisklna Ul)on Escrow Holder's requasr. To the extunt the general previsions are Inconsistent or conlllct with this Agreement, the general provisions wlll control as to Ille duliM and ~11ona ·or Escrow Holder only. Buyer and Seller wm exacute &ddJllonal lnatrucllons, dcx;umen!S and lorms provldacl by EKrow Holder that are reasonably necessary ro claae Ille escrow. B. A Copy of this Agreement shall be Clellver&d to Eacrow Holder within 3 busln6SS days after Acalptan~ (or 0 ---------- ----------------------). EscnJW Holdar shall provide Seller's S1a.tamant of Information to Tiiie c:ampany when mcaivlld lrom Seller. Buyer and Seller authorize Escrow Holder to acc11pt and rely on Copkle and Slgnaru1'9!1 8$ deflnecl in this Agreement ~ orlglnals, to open escrow and for other purposes or escrow. The vaHdity of !hie Agraemflrtl as between Buyer and Sellar ts not affected by whether or when Esct0w Holder Signs this Agreement. C. Brokers are a pany to the incrow for the sofa purpose of compensation purauant lo paragraph 28A and paragraph O of Iha SGCIJon 1111ed Real Estate Brokers on page 10. Buyer and Seller Irrevocably anlgn to Brokora compensallon apectfi~ In paragraph 28A. respectively, and lrreYOCably inatn.ict Escrow Holder to disburse those funds to BrakeTl: at Clo&& Of Escrow or puniuan'I to any olher mulUafly exeeuled canoellallon agreement Oompcmealion lrlslructlona can be am8!1ded or revoked only with lhe written conaant of Brokers. Buyer and Seller sllall tar~ and hold harmless Escrow HOider lrorn any frabilily resul!lng from Escrow Holder's payment to Broker(s) of cornPanaatloo pursuant to this AgreemenL Esaow Hold11r shall lmmedietaly notify Brokers: (I) ii Buyer'& initial or any addillonal deposit Is not made pursuant to this AgreemenL or ia not good at time of deposit wflh Esctow Holc!8r; or (II) if either Buyer or SallGr Instruct Escrow Holder to cancel escrow. D. A Copy of Bf1Y amendment thal afkicts any paragraph of this Agreement for whieh Escrow Holder Is responslble shall ~ dafi118fed to Escrow Holder witnln 2 bualn_ess days Bfillr mutwI executian al the amendment so. UQWDATED DAMAGES: If Buyer falfs lo complete this purchaae beclnas of Buyer'• default, Seller shan retalJI, a llquldated darnagea, the deposit llCIUally paid. Buyer end seller agreo that this amount ta a 111nonabla auin given that rt ls lmpractk:lll or extremely dlfllcuH lo establish tho amount Of cf111m11141s that WO\lld actuaJlj be suffered by Seller In the avant Buyor were to breach this Agreement. Rele11a of funds wrn require mutual, Signed rolaaaa Instruction& from both Buyer and Seller, judlclal dsc:lslon or arbl""811on award. l Buyer's lnlllals I Sell~r'a tntllals 31. 019PUTE RESOLUTION: A. MEDIATION: auyer and Seller agme to mecll31a :!1rJ diap1,1te or cl~ arisirrp between them out of lhis Agr~menl, or arty resulting transaClien, before reSQrtlng lo arbitration or court action. Buyer and Seller 11lso agree to mediate any disputes or clalma With Brakef1e), who, In writing, agree to such medUIUon prior ia, or whhln a re11S1>nable time after, the dl&p\lto or claim I!! preae~d to the Broker. Mediation fees. If any, sl!llll be diVidad equally among the parties 'invglved. II. for any dispute or claim to which this patagraph applies, any party (I) commences an action will'lout first all9mplln9 to resolve lhe matter thi'augh medlallon, er (II) before commence nt o1 an action, refuses to mediate afltlr a request has been made, then that part)' shall n01 be endtled to reccnrer attomay tees, even ii they erwlse be aveilabla to !hat party In ruiy auc:h action. THIS MEDIATION PROVISION APPLIES WHETHER OR NOT THE ARBITRA ION IS INmP.LED. Exclusions from thla mediation 11greoment •re spec:lfled In pm1grapl) 31C. B. ARBITRATION OF DISPUTES; ------~Buyer_ancLSeller-asree-rhat-any-dlspute-or-claim·-ln-law-or-equlty-arlslng-betwee Agrearnent or any resulting transaction, Which Is not settled through mediation, shall bed binding arbltrallon. Buyer and Seller also agree to arbitrate any disputes cl' cr::lms wlroi B writing, agree to such arbitration prior to, or within a reasonable time after, the dispute or clal to the Brakar. The arbitrator shan be a retired Judge or Justl~, or an attorney with at lea realdantlal real estate Law experience, unless the parties mutually agree to a different arbitrator. shat I have the right to dlscovary In accordance with Code of Clvll ProceduM §1283.05. In all otha ts, the arbitration shall be conducted In accordance with lltle 9 of Part 3 of the Code of Clvll Procedure. Judgment upon the award of the arbltrator(!l) may be entered Into any court havJng Jurisdiction. Enforcement of this agt'eement to arbitrate shall be governed by the Federal ·Arbitration_ Act. Exclusions from this arbitration agreement ere specified in paragraph S1C. Buyer'!; Initials ( n j ft'?) ( X t.J ~ Copytlght Ctl 1~~NIA ASSOCIATIQN OF REAi.TORS@. iNC. VLPA REVISED 4/t 0 (PAGI; 8 OF 10) Sellar':, lnlll:ils ( ____ ) ( ___ ) ($.) l Revlawod by Onto I =.: VACANT LA.ND PURCHASE AGRSEMENT (VLPA PAGE 8OF10) Deluca Old bdt Rd. 01/24/2014 FRI 10:39 [JOB NO. 7091] "1012 Item 8.g. - Page 19 Property: CUcf .RaadJ llo4d, AnyyC! Grander CA gJ420 LrS -f: :ff I Date; Janu.uz 2:J, ZOU "NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPllfE ARISING OUT OF THE MATIERS INCLUDED IN THE •ARBITRATION OF DISPUTES' PROVISION DECIDED . BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GMNG UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TAIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GMNG UP YOUR JUQIC!AL RIG!fTS TO O!S~01!s:!Y ANO APPEA:... um.ESS THOSE RJGHTS ARE SPECIRCALL Y INCLUDED IN THE 'ARBITRATION OF DISPUTCS' PROVISION. IF YOU REFUSE TO SUBMrT TO ARBITRATION AFlCA AGR~EING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY." "WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING our OF TtfJ: MATTERS INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION TO NEUTRAL ~~~ I I Buyer's lnHJals. Sel111r'll lnltl1ls . C. ADDmONAL MEDIATION AND ARBITRATION TERMS: (1) EXCLUSIONS: 'hie tolJowtng manara shall be excluded from mediation imd 1rbltnrUon: rn a Judicial or non-)udlclal f0reolo11ure or Other aellcin or i'roe11&dlng to onforco a deed of trust, mortgage or Installment land eala contract as derlned In Clvfl Code §2985; (II) an unlawful dotalner action; (Ill) Iha ftUng or enforcement Of S mechanic'& lien; and (iv) any mllt18t that Is wllhln Iha jurisdiction of ii pi'obata, small cllllma or bankruptey court. The fifing of a court action to enable ttia recording of a n'Otlca ot pending action, far ordar of uttachmant, nri:BJvenihlp, lnJuncUan, or other provisional l'llmBdles, ahaD not c0nstltute a watveT or vlalal!On of Iha madlaUon and arbitration provJ11lon11. · ·· {2) BROKERS: BrOkeis shall not be obligated or compeUed to madlat& or arbitrate unlew they agrall to do so In writing. Any Brakur(s) parOr::lpallng In madlatlon 11r lllbl!rallon sh11D not be deemed a pany to the Agreement. 32. TERMS AND CONDITIONS OF Oi:FER: Thi$ Is an offer to pvrchase 111,e Property en Iha aboY8 terms and ooncrlfions. The Uquidated damages patagraph or lhe Cllbllrallon or arspu1as p~lrsgraph Is in~tad Iii this Agraam2ritil lnlllalad by an parties or if incorporated by mutual ~reemelit In a counlllr offer or addendum.11.lll l&a..~ ona hilt not aD patliaa inllfsl iiuch paragraph(s), a counter Offer Is required unh1 ligreemenl la reached. Saller has the right to CD/ltlnue to ofler the Property for eaJe and to accepl any olher ()ffar et flny lime priOr to notHlcatiOn Of ~ptance. II this ofter Is acx:epted and Buyer sub$oquantly i;tetaul~ Buyer may ba responSible k>r payiriant oi Brokars' compene.atlon. Thi:: Agisement and any S\!pplemenl, addendum or -mocllllca!IOn, indudlng any Copy, niay ba Signed in twn or more countBlp!lrts. aD of which stian oonsi~e one and Iha aama wrllbig. 33. TIME OF ESSENCE; EtmRE CONTRACT: CHANGS$: 1lme IS o' the eMent:e. 'All undarStandlngs .between the pal'llea are Incorporated In this Agreement. Its !Drma· ani intended by Iha P$rties as a final, complete and exeluslve exprassion of their Agreement with reapeet to Its sllbjea matter, and .mav not b& coniradiCted by evldenoa or any prior agreement or con1emparanecUs oral agreement. II any prOvlslon or this Agr1>emant is held to ~ lnellactiva or Invalid; Iha ratnalnlng provisions will nevarthaleaa be given lull foll;e lind liflllct •. ExciBpt as olha~ specllled. this Agreement shall be interpreted and dlsput~ ::ha!J tie ~IVed In aeoordance .wth !he-~ Of th9 Slate or CalHOrnla. Nalll\er this Agraament nor any provision In It may be extamtad, amended, modlfll!CI, altentd or changed, axcapt In wr!Ung Slgned by Buyer and Sellar. 34. EXPIFIATION OF OFFE~: This offer ahall be deemed ravol<ed and the deposit shall be returned unla9& the otter ia Signed by Sellar and a Copy of !he Signed olfer 1$ personally received by l:!uyer, or by , who Is aulhorized to receive h, by 5:00 PM on the third Oay after lhia offer Is signed by Buyer (or, if cheCk11d, O by D AM O PM, on _________ (dale)}. Bu)'Gr has read and acknowtedgas receipt of El Copy of Iha offer and agrees to Ille above confirmation of agency relationships. Date 01~/· 2 201•. = Data Ol/23/2014. _ ~ BUYE:R ~~. A;t;... . BUYF.R x ~ ~d,, < SJ>_, v;z;.µ;;;;; Jtmll!!s :Deluca .. -_ ""Ztz!U,,......-c-=11--· =Z,.-Dal~-..... u:.::c=•---------------- (Prlnt name) (Print name) (A dnlaa) 0 Additional Signature Addendum ~ched (C.A.Ft. Form ASA). 35. ACcePTANCE OF OFFER: Sellar warrants lhaJ Saller is the owner of the Pmperty, or has lhe allthority to executa thia Agreement Seller acCB;)b tne above offer, agrees IO aen tile Property on Ill& above terms and condlllans. and~~ to Iha ~~-®l'.lfi$atlon.otage11cy_rslatlonshlps.S9ller--- ----· fwnead-and ackniJwledges·recelJ)t"CiT·a-copYQflhlsAgreamen1, and authQrlzes Broker tg Oellvar a. SJ9nad Copy to Buyer. 0 (If c:hscked) SUBJECT TO ATTACHED COUNTER OFFER (C.A.Ft Form COJ DA.TED: -----------"""--_;..;;..-Dme __________________ _ SELLER ____________ ..._ ____ ~ Da~--------------------~SELI..eR~----------------~ C4 tt o~ Ar;rOri> G.rqcie (Pr1nt riama) (Print na~) (A.ddnt11a) D Additional Signature Addendum allached (C.A.R. Form ASA). ( ____, ~ ~ ) Ccinfirmatforl of Aocep1ance: ACop)' of Signed Acoeplance was personally received by l:!u)ier or Buyer's autho~ed agent (lni!iBls) on (date) · . -. at O AM D PM. A binding Agreement la cra11ted when a Copy Of Signed Acceptance ra peruonally received by Buyer or Buye,.s auUlol'b:.ed agent whethet or not c0nt1rmed In this d11a.unelit. Compla11on of thla conllnnatlon I? not lag11lly required In order to Cl'8818 a binding Agraanient; It Ill lely lnteilded to evldanc& the dnte that ConnrmaUon of Acceptance has occurrod. B11yer'S lnltiala ( ) ( ~ · Seller's Initial& ( ___ )( ) ~ Copy!lglll = 1996-20 RNIA ASSOCIA'flON OF REALTOR~. INC. I I ~ VL.PA REVISED 4110(PAGE9Of:10) _ FlavlOwed by oat11 . "'"'"Mnv VACANT LAND PURCHASE ACilREEBlENT (VLPA PAGE 9 OF 10) Deluca OldRancll Rd. 01/24/2014 FRI 10: 39 [JOB NO. 7091]. IZ!O 13 Item 8.g. - Page 20 PropertY: Old Banc.& Road, Arrovo Gra.a~. CA ~3420 REAL ESTATE BROKERS: A. flnl Estate Brv~ra are not parilea to tho Agreement berwaen Buyer and Seller. B. ~ncy ralatlonshlps am conflm111d aa stated In paragmph 2. C. II specified In paragraph 3A{2J, Agent who submitted fhe offer for Buyer acllnowllldgas receipt of deposit. D. COOPERATING BROKER COMPENSATION: I.Isling Broker agrees 10 pay Cooperating Broker (Selling Firm) and Cooperating Broker agrees to aeoapt, out of Ualing Brokars proceeds In aSCtow: (I) Iha amo1.111t specified In the MLS, provided Cooperating Bro~er Is a Participant Of the MLS in which the Property Is offered for sale or a reciprocal MLS; or (II) Cl (if checked) the ·amouru specified in a e~e written agreement (C.A.R. Fomi CBC) betW&an Ustlng Broket and Cooperating 6roker. Oedwatlon of License and Tax (C.A.R. Fonn DL n may be used to document that twc reporting wlll be required or lha1 an exemption exists. Real Estare r (Sal ~~!1ilii!~:.e...~!!ti~~~~~---==~"""'.'."'-:-:::~=~-6FIE Uc.' opB64459 By ___ ..lc,.A-~:1..1.<IOl::l~"-~_..,::, ........ <........-----.=-i=-~~ ~=~--Date Ol/2:172014 Addreaa All~~~~~"-----~---~~=-~ ~=----Zip ,.l.,.3ozo44,,,9~--~ Telephone ..J.\l,ar._i;:.l~~~~--- Real Ealate :_JlJD~L\JOUClell-4'-"~~~lM~~IK~--~eREU~' -------------ey~--n-'-9....,,..'174--------~-------,~-_,_~ ________ Date __________ ~ AddressP--+-........,~---~-------------~ --------------~State~-~-~------- Telel'.Jho e --H---------Fax ---------- ESCROW12U>ER AC~OWLEDGME.NT: Escrow He 'r ec:knowladgea receipt of a Copy of this Aornement, (If eheeked, D a deposit In the amount of $. ____________ ), counter ~s) numbered [j SeRer's Staremenl of Information and D Other _______________ _ ----------------------· and agrees lo ac1 as EacfQw Holder aubjec:T lo paragraplJ 29 of this Agreement, any eupplemental eswgw lnslnJctill1J$ and Iha terms or Escrow Holder's ganaist provisions, if any. Escrow Holder Is adviae<I lflat the data Of Confirmation cf Acceptance of Iha Ai;it'eamem as bGtwaen Buyer and SeDer is ---------- Escrow Holder Escrow ti---------- By Del9 ------------Addreas ___________________________________________ ~---~ PIKlna/Fa./E-maD~----------------------~----------------------~ Eacraw Holder Is licensed by lhe cantomie Department of D Corporallcns, D lns1mmce.O Real Estala. Ucens& # PRESENTATION OF OFFER:<---------) listing Braker presented this offer to Seller on----------- Brokor or Dtl9I ee fllltlaJe (dale). REJECllOff OF OR!ER: ( __ }(_ l No counter offer Is baing made. This o~r wa~ rejected by Seller on ---------(date). SeDsr'e lnmaig [] Pub:lshea and 01$11R!U191J by: Gl REAL ESTATE BUSINESS SEFMCES, INC. - UotJrJd/aryoftbe CAl.IFORNIAASSOCJATIONOFREALTORS4P - • 525 SoU1h Virgil Avenue, Los Angalm, Calloms 90020 i.:1 ~~e:::vl:::iN::;l8d~by:..=:===:..:::~::::'~===:::;..JI =~ VI.PA REVISED 4110(PAGE10Of10) VACANT LAND PURCHASE AGREEMENT (VJ.PA PAGE 10OF10) Dducn Old RBllch 01/24/2014 FRI 10i39 [JOB NO. 7091] IZ!O 15 Item 8.g. - Page 21 ,-~ c A l J F o R N 1 A DISCLOSURE REGARDING ~ ASSOCIATION REALESTATEAGENCYRELATIONSHIP ~ . (Selling Firm to Buyer) -~ 0 F RE A 1 .• T 0 RS 11t-(As required Dy tbe ClvR Code) (C.A.R. Form AD, RM'lled 11/12) t:J (If ched<ed) This form Is being provid&d In connection with a transaction for a leaseholder interest In e clw8Ulng exceeding one year as per Civil Coda aectitln 2079.13(1) and (I). Wha_n you e11ttJr into a. discussion with a ma! estate agent ragMdillQ a rllal estate trans.action, you should from the outaet understand IYha! fype of a.gency relatiDnshlp or m~sen!alion you wish IO have with ttia agent i11 the transactio11. SELLER'S AGENT 1' Sellei's agent under a llsting agreement with ll'le Seller acta as lhe agMI tor the Seller only. A Seller's agent or a subagonl of that agent has lhe foDOWing afRrmali've abllgallons: To the SelJar. ~Fiduciary cMy or u1most care, Integrity, honesty and loyalty In dealings with the Seller. To th& Buyer and tile Seller: (a) Olllganl exe~se of reaaonable skill amf. care In perfonnance of Iha agent's dulles. (b) A Cluty of honest and fair deaRng and good faith. · (c) A duty to disclose alJ fads known to the asJSnl materially affeeling tile value or dsslrablllly of the property that are not known to. or within the dlllgent attentfoll and observation of. !he pal1Jes. An agent Is not obligated to reveal to either party any confidential lnformaUon obl!llnsd from the Other pEiity lhat does not involve Iha affirmallve dulias set fonh aboiie. BUYER'S AGENT . . . . A $Oiling 1:1gerit can; with a Buyer's eonasnt, agree lo act as agent for lheo Bvyer only. In thess gjtualions, the aglMll is not the Seller's agenl. ave11 If by agreamant the agent ITl1')' receive compensation ·1or services rendaMCI. either In lull or in part from Iha Seller. An ega11t acllng only for a Buyer has the following afflrmaliw! obllgallons: To lh! Buyer: A fiduciary duly of utmost care, lntegriry, .honesl)i and toyariy In dsallngs With the Buyer. To the Boyer arid Iha Seller: . · (al OUlgent e~ of reasonable skiff and care in perfarmanoe of lhe agenl'e duties. Cbl . A duty of hont>at and !air dealing and good fahh. (c) A i:luty tO dlsciose all facts known to the agent malerialry affecting the value or deeirabJnty of the propel'l)l lhat are not known to. or within Ille diligent attention and obseMlt1on of, the parties. · An agent ill not obligated to reveal lo either party any comiden11al infonnalio11 obtained from the other ~rty lhal doeg not Involve the affirmative duties set forth above. AGENT REPRESENTING BOnt SEl.LER AND BUYER A real estate agent, either ac1ing directly or through one or more associate licensees, cnn leOSlly be the agent of both the Seller and !he Buyer In a transaction, but only with ths knowledge and ca11sen1 of both the Seller and the Buyer. In a dual sgency sltualion, the agent has the follawlng affl~tivti t>hlln~!'I!! kl ~!!! !he_ Se!!er and the Buyer: (a) A fiduciary duty of utmost care, Integrity, honesty and loyalty In the dealings wllh either the S.:tller or the BuyFtr, (b) Ottrer dUlle!I to thB Seller and the euyer 8S Slated above In the]r r89pe¢tive Gee1Jon9. In representing both Sell81' and Buyer, the agent may not, Wilhoul the EfXPrellli perml8elon of the rell):l8Ctlve pall)'. d~close to the other party that the Seller wlll accept a price l~a than t~ Osting price er that the Buyer win pay a price greater 1han the prfc:s offered. The above duties of the agent In a real estal& transaction do not N.!~ve a Saber or Buyer from the 1"8Sponaibillty to protact his or her own Interests. You ahould carefUlly read all agreements lO as&ll'ttl that lh9y adequately express your understanding of the transaction. A res,I estate agent Is a per:;on quail/led lo ~e :ibout r"al emle. II legal or tax advice Is desired, consult a campetont professlonal. Throughout YoUr reel property transaction you may receive mom ttten one dlsel~ure form, depending upon !he number al agents a.ssisllng In !he lrltnsactlon. The law requires each agent with wtiom you have rnare than a casual relation:h~ to presenl )'OU wflh !his disc111sute form. You should reacl its contents ~ Ume It ia presenl9cl to you, considering the relallonahip betwveen you end the real ast(l(t> agent in your specific hnsncllon. This dlscloslJ(8 tonn Includes the pr0vlslona of Sectlon!l 2079. 13 to 2079.24, lnclu!llve, of the Civil Code set forth on page 2. Reitd It cararuuy. l/Wi ACl<NOWL.EDGE RECEIPT OF A COP~O THIS DISC. LOS. URTIE NDr_:· PORTIONS OF THE CIVIL COD~ PRINTED ON THE BAOIC (OR A SEPAR1'TE PAGE). C • 13 Buyer D Sauer D Landlord D Tonant Mltltk:nt • · Dale -"O""l/.'-2_3 .. /...._2;;..0;....:Z._4 ____ _ · /1 H. De.J.gca. /1 A._ _/ ·· II Buyer 0 Seller D Landlord 0 Tenan~ ~~ Date _0 ... 11 .. 2_,3""/,""2-'-0_:l._4 ____ _ am. ·r De.luoa. Agent Celltuzy .2% l1C1111etmr.1J Realty BRE Lie. tt_O_O_B_64_4_5_9 __________ _ · · R&i\f Estate BrQl<er (Finn) By==~::=:".:JE~~~~tri;i;arj~~~)~,Chz:i.a3iz:i'a'it~~i=.-~~#OlBBB396 Date Ol/23/20l4 Agfin(:y Disclosure Compliance (CfvD Code §2079.14): • When the Osting brokare.ge company also representa Buyer/fenant: Tlle Listing Aganl shall have one AO form signed by SeRerfLandlord and a different AD form signed by Suyer/fenant. • Whan senerll.andloi'd and Buyern-anant are represQnted by differelll brokerage companies: {I) the Ustlng Agent shall have one AO form signed by $ell9rllandlo.rd and (lij the Buyer'e/Tenanl's Agent shall have one AD form algned by BuyerfTella'11 And either !hat same or a dlffarvnt AD form prilsentad to SeDer/l.andlord for signsturv prior to pmBe11tallon of !he offer. H Iha same form I@ useti, Sel~r ma,y sign here: Datto The copyright laws of the United Statsa (title 17 U.S. Code} IOrbid lhe unauthor~ reproduction ol this torm, or any portion thereof, by phctoco.DY machine or any ether means, including facsimile or computerized formats. Copyright !Cl 1991-2010, CALIFOFINIA ASSOCIATION OF REALTOR~, INC. All RIGlfTS RESERVED. AD REVISED 11J'l 2 (PAGE 1 OF~ Seller/Landlottl [ ROVllMIOd by DfSCLOSURE REGARDING RE.J\L ESTATE AGENCY RELATIONSHrP (AD PAGE 1 OF 2) Qate Agent: Chi'tsl4 Lowry Phcina: (805)773·21 oo FDX: (805)77J...2436 Prep11rad using zlpFo""® software e;oker: Cerrtu 21 Hometown Real PB 1160 Price Street Pismo Beach C1' 9~ 01/24/2014 FRI 10!39 [JOB NO. 7 091] ~003 Item 8.g. - Page 22 CIVIL CODE SECTIONS 2079.24 (2079.16 APPEARS ON THE FRONT) 2079.13 At. uuad In $edione 2079.14 to 2079.24, Inclusive, the following tenns hav& 81e lolloWlng meaning:;: ~a) "Agent" means a person ac:llng under p1ovlslons 0: flBe 9 (commendng Wi"1h Section 2295) In a real prapertY-1.Tanseclion, and ineludes a pereon who ls lioensfld as a 111al estafa broker under Ch~ter 3 (commencing w."111 Section 1Ot30) of Pan 1 o/ Division 4 of Iha Svslneas and Profeaaions Code, end und11r Whoee llcento a 11811!1_9 Is executed or al! offer to purchase is obtained. (b) "Assoclale liOellSell' means a pen;on who Is licensed as a real e'tate brokar or saleaperaon under Cliapter 3 (commencing wlll'I Section 10130} of Part 1 of Ofvl:;llln 4 of the Business and Profession II COde and who 1a eithEJr Hcenaed under a broker or haa enl9red ln!O a .,.,.ltten contract wflh a brOliar to act as the brokers agent In conneeflon with aete requiring a real estata license and ID function unaar the broker's supervision in the caiiacity of an assoeiale llcencee. The agent in the real properfy transa<:tiOll be.m responslblllly for his or her associate licensees who pertotm as agents of the a0ent When an essoclale Ucensee owaa a duty 10 any prlneloal, or to ~ny b11v9r or s!!l!!!r wm It r.ol a !'lrlrr.l~.af. In a rea! p~or:y 1m:1sact.':n, lllat d1.-:y Ii Eoquivaltint lo lhe duty owed to lhal party by Ille broker for Whom the asSocl&t& ncensae functions. (c) "El1.1Yer" means a tranSferee In a real prcperty t=naacllon, arid inofvdes a person who executes an ofler lo purcha30 reel property from a seller through an epent. or who seeks !he services of an agent In mo"' than a CQSIQll, rrantitory, or preliminary manner, wflh Ille object of entering Into a real prgP811Y lrilnsacdon. •auyet includes vendae or lessee. (~ "Dual itgenl" means an agem a~119, either directly or through an associate Dcensee, as agam for"both the seller and the buyer in a real property transactiOn. {a) "1Js11ng agreement" means a contract belween an cwner o1 raal propsny and an agent, by wtiich the agent has been iluthorh!ed ID sen the real 11rope11y or to find or obtain 8 buyer. (t) "lisllno aaent• means a jlerson who has otitalned a PsU11g of real P.ropGrtv to act as an agent for OlmJJ*lsation. W "Ustlng prtce• Is the amount expressed in dolfars epee1ned In the lial!ng for whieh the sellsr ia wlllJJ19 10 seU ihe raal property l1trcu9h the llll1lr:ig 1198nt. (h) Offering plk:e" is the amount eicressed in dollars specified In an offer to purchaAa for which Iha !Ju.Yer Is wllfing to buy tt111 real propelt)'. (IJ "Offer to purchaee• means e wrfttan comrad executed by a bu)'er acting lhro~a selllnir agent wftlch beOomes lhe comract for tfte sa!a of the re81 prop.;nty upon accepqnce by !he seller. 0) "Real propert)" me.ens any eatate spe by eubaMiiion (1 l or (2) of Section 761 In property which eo~ or Is Improved wllh ona lo tour dwemng units, anylaase'iold In this ~pe of property exceeding one year.a duration, and mobile homes. when offered for aale or sold through a11 agent pursuant to the authOrflY eonlaitled In Section 10131.6 of the 6uslriase and Prof11Ssions Code. (k) "Real propertY transaction• means a transaction for !he sale of rMI pro}'!ltY In w~h an agent ts emolo}'Sd by one or more of Iha prlnc!Pals to acl in Iha! transactiol'I, and Includes a listing or an offer 10 purcheae. (I) "Sen,· "8lile. or "soler refers to a transaction for Ule hansler of real property lrom the sailer to the buyer, and lnoludaG exch;mges of real pro1>9rty between 1he seller and buyer, transactions for ltle creation of a rsal property sale:i conlract"wllhfn the meaning of Section 2985, ·and rransacHons ror rho cmeUon of a leasehold exceeding one year's duration. (m) "Seller" means ltia tnmstaror In a real property lranaacfton, and includes an owner who llsls real propartv with an agen~ whmhar or not a transfer results, or Who receives an offer lt> purchase raal property of which he or sha 19 the owner from an a9e111 on be halt o1 another. "Sellar" lnc:fudes bOlh a vendor and a lessor. (n) "SeDlng agenr means a Ila\ Ing agen1 who acte alone, or an agent who acts in cooperaUon wi1h a fisting agent, and who sells or finds and oblains a buytir for UIG teal propertY, or an agent who IQca!es properly tor a bUyar or who finds e buyer for a pmparty tor which no Qstlng exist& end presents en offer ro pure1t11se ro the sell6r. Co) "SUbagenl" means a pet'BIJl'I to whom an agent delegalea agenr;y pawata as provided in Artl~ S (comnianclng with Section 234S) Df Chapter 1 Of Tltfe 9. However, "auba!mlt" doaa not Include an aaaoctate Jfcenaea who Is acting under the supervision of an agent in• real pro~ transaction. 2079. i 4 Uating agenta and selllng ~nte aheU ~Ide the seller and buyer In a roal property uansaction wfth a copy of the disclosure loon epeclfled In Sectlon.2079.1"6, and, Ell<cept as proYicled in subdivision {c), shall obtain a signed acknowlBC19elTl(lnl of receipt from lhat seller or buyer, except ae pttrvfded in this section or Section 2079.15, as followa: (a) Tha lmtlng QQ&nt. II any, 8haD provide th& disclosure fonn to the seller prior to entering Into the liatJng -agMement. (!al The eelllng agant shen provide the disclosure lorm to the seller as eoon as practieabla prior l'O ~$8ntlng the aellor wllh en offer !ti pu~ unless the seUlng ~ent pllMous:ly provided the taller with a copy Of the disclosure form pursuant It> subcflvi9ion (a). (c} Where the selling ~enr do&s not dNI on a face-t0-fece basis with Iha asner, !he diacla81ml form prepared by Iha selrmg agent may be furnished {o tile seDar ~ aclcnowJedgemsnt of receipt obtained for tho selling agent !tom the saner) by the Osting agant. or the SG!lfng agent may deliver the d"iscl09U111 form bv certlfllld mall addressed to tha Seller at his or her last knoWn addreeti, In which case no signed acknowlodgemenl of receipt is required. (~ The ssRlng ~ant shall provide the disclosure 1orm· to Ute buyer as soon al? practicable prior to elWCU!lon of the buye,.s Ofler to purdiase. ~t that II the offer to purchase Is nOI pre~ by tho sal&ng agent, the aem~ a;genl tha.11 present tha cliSclosure form to the bUyer not laler than the next b\r.!lnltSt d11y after the aelllng agent receives the offer ta J)Urcllase from the bilyer. , • 2079.15 In any circumstance In which the seller or buyer refuses to s111n an acknowtedgement o1 receipt pursuant to Section 2071!.14, the agent, or an 8S50clate rn:iensee adlng for en agellt. shall set lorth, sign, and date e wrlt!en declaration of lhe facts ol the refusal. 2079.18 Reproduced on Page 1 of this AD form. 2079=17 ) Aa soon as pracllCllble, the '811ing agBl!t shall d"l9CI09e to the buyer and seller whether the ::eiring ~ent Is adlng In the real propeny transaetion exclusive ae the buyer'$ ~!i ~~uslvely aa the sellers aqent, or as a dual agent repm!Onting bolh Iha bt,rYer and the seller. Thia relallonshlt! ehalr be conf In tho cormact to pun:nass and ssD real ptgperty or 1n a separate writing exeCll!ed or ecKl1owledged by 1'1$ seUer. the buyer, and lite selbng agent prior to OT coincident with execution ol lhal contract by the buyer and the seller, reepecilvely. (bl Ao soon a& practlcable, the Dating agent aheU dlsclo.se to ttle sglJer whether the ~ agem It acting in the rear pt0perfy transaction excluslvel)' ae the seller'll agent, or as a dual agent rep18S8ntlng both the buyer and sailer. This ralatlonshlJ) sllaD be eonRrnuict In the contract to purcha.se and sell real property or In a separate wrillng executed or adcnowledse<f by ihG saUer and the Osting agent prior to or coincident with the e>cecutlon of lhat contracl by Iha seller. (c) The cxmflrmalion required by subdMt:1011S (a) and (b} shall be In lhe following lorrn. (DO NOT COMPLETE, SAMPLE ONLY) 1s the agent al (check one)! 0 the seller el(clus!vely; or 0 both the buyer and seRer. (Name DI U&!lng PQenl) (DO NOT COMPLETE, SAMl"LE ONLY) Is Iha B9811t of (check one}: D the buyer excluelwely; or D !he sailer exclusively; or (N4m0 Of Selling AQ111t If not !fie earno .es the L1811ng Agont) 0 both the buyer and seller. Cd) The dlsc:lasursa a11d confirmation required by this section aheD be In addition to the discklsul'8 raquired by Seellon 2079. f 4. 2079.18 No celling agent In a real prop9'1)' transaction may act as an agent fQr the buyer only, when the selling agent Is also acting as the llsting agent in the tranaadlon. 2079.19 The l)a¥ment of compensation or the obligation to pay OJ111pensatlon to a11 agant by the seDer or buyer ia not necetaarily derermlnative of a particUlar Bge"!=)' relatlanattip belween mi 11gent and lhe seller or buyer. A llstlnQ a9ent and a eelllng agenl may agree to shars any companse!icn or commission ~l.!!Dl ~lg!ft.iuay_~~or..commls:slon..for_whlch.an-obligatron arises ae-the·result of e-roal-estete-transactlotr.and'thir«irmro! ___ _ -----.;;i~ eUcli aareament SfialJ not neoossarlly be determinative of a particular relationship. 2079.20 Nolhlng in th~ article pravente an agenl from lieledfng, as a eondltion of Ille ~enl'a emplovment, a spaclfle form of aaanr::y relallonehip not i:pecifir::ally prohibited by thia article It the requlntmenta of Section 2079.14 and SeC1ion 2079: 17 ere com!'1.l!!d ¥#.h. 2079.21 A dual aaerit !:hall not dlsclose to ttie -buyer the! the seller ia wnnng to sen the pr~rty al a price lesa lhan th& flalif!9 price, without the eicpress written oonsent of Iha seller. A dual ag11nt shall not disclose lo the seUer that the buyer is Willing to pay e price greater than !lie offering price_1 wi!hout the BlCprtlU "'1'1tten consent of the buyer. Tiiis section does not after In any way the duly or rusPOnsibilily of a cfual agent to any ptlnclpai wim respect to coilfidentlal information other lhan prioe. · 2079.22 Nottllng In lhls a_rtfcla precludes a lfstlng agent from also being a selling agent, and the r::omblnallon of lhese functlona In one agent does not, of inieii, rriaile ihai agent a cwar egent. 207B.2S A. contract between Iha principal and 84l811t may be rnodllkld or altered to chana11 the aaenov relatlonship at o.iny time before the performance ot the ac1 which is Iha obj set of the agency with the written Q>nsent of the parties to the aseni:Y reladoiishiP: 2079.24 Nolhlng In this artrr::le shall be construed to either dlminiah the duty Of d!SoJosure owed buyera and sellera bv agents and their a590ciate llcflnsees, &Ubagentll, 8ACI emgloieac or to relieve agents and their associate Dcenseea, subagenr:s, and employees from GabUey Jor their conduct in connection with acts govemed by thls article or for any brau.ch of ::i ~ry duty or a duty of dlsO!oSl.lre. PtzllWd and DlatltLttd 11\1: REAi. ESTATE B~ SEl'MCES. INC. lJ. a ~iyatrt.i CAUFOFINIA ASSOCIA710NOF .w!LroRll3 ~ S<IUl!I ~AVBftUG,losAn~Jss. ~111rtnla90020 AD FIEVISED tf/12 (PAGE 2 OF 2) / AmViowed by Oare DISCLOSURE REGARDING REAL ESTATE AGENCY FIELA110NSHIP (AD PAGE 2 OF2) 01/24/2014 FRI 10: 39 [JOB NO. 7091] llJO 0 4 Item 8.g. - Page 23 THIS PAGE INTENTIONALLY LEFT BLANK Item 8.g. - Page 24