Escrow Holder. The undersigned hereby agrees to act as the Escrow Holder pursuant to the foregoing Agreement. CHICAGO TITLE INSURANCE COMPANY By: ------------------------------------ Name: Xxxxx Xxxxxx ---------------------------------- Title: Assistant Vice President/Senior --------------------------------- Escrow Officer --------------------------------- Dated: --------------------------------- ---------------------------------------- Address: 000 X. Xxxxx Street ----------------------------- Chicago, Illinois 60523 ----------------------------- ---------------------------------------- ---------------------------------------- ---------------------------------------- Attn: Xxxxx Xxxxxx ----------------------------- Phone: (000) 000-0000 ----------------------------- Facsimile: (000) 000 0000 ----------------------------- EXHIBITS EXHIBIT A Property Description EXHIBIT B Intentionally Deleted EXHIBIT C Due Diligence Completion and Decision Dates EXHIBIT D List of Due Diligence Materials EXHIBIT E Schedule of Leases EXHIBIT F List of Service Contracts EXHIBIT G Intentionally Deleted EXHIBIT H Form of Tenant Estoppel Certificates EXHIBIT I Intentionally Deleted EXHIBIT J Form of Deed EXHIBIT K Form of Xxxx of Sale EXHIBIT L Form of Assignment and Assumption Agreement EXHIBIT M Form of General Assignment EXHIBIT N Form of Owner's Statement EXHIBIT O E&O Lease Terms EXHIBIT A PROPERTY DESCRIPTION ALL THAT CERTAIN real property situate in the City of Larkspur, County of Marin, State of California, described as follows: Lots 335 through 338, inclusive, as shown upon that certain Map entitled "Map of Larkspur Landing", filed for record August 12, 1977 in Volume 17 of Maps, at Page 5, Marin County Records. EXHIBIT B INTENTIONALLY DELETED EXHIBIT C DUE DILIGENCE COMPLETION AND DECISION DATES Effective Date December 12, 2003 Initial Deposit non-refundable December 16, 2003 Natural Hazard Report to be delivered to Buyer December 21, 2003 Title Objections due December 16, 2003 Seller's Title Notice due December 19, 2003 Contingency Date December 22, 2003 Additional Deposit Non-Refundable December 22, 2003 Closing deliveries due January 12, 2004 Closing Date January 13, 2004, or such earlier or later date as Buyer and Seller may mutually agree. EXHIBIT D LIST OF DUE DILIGENCE MATERIALS INITIAL PACKAGE Rent Roll Rent Roll as of 9/17/03 Lease Documents, Addendums and Agreements See Attached Worksheet Tab for Leases Tenant Expense Reimbursement Schedules Operating Expenses - 2003 Estimated Recovery Letters to Tenants 2002 CAM Reconciliations Letters and 2003 CAM Estimates Letters Commencement Letters Commencement Date Memorandums - for California State Automobile Inter-Insurance Bureau, Bay Area Wireless Resource, Inc., Bed, Bath & Beyond, Inc., Determined Productions, Inc., Fidelity Brokerage Services, LLC, Xxxxxx & Associates, Inc., Xxxxxxx Xxxxxx, Xxxxxx Xxxxxxx and Xxxxx Inciard, Red Hill Studios, Inc., Weight Watchers North America, Inc., and The Yoga Studio, LLC Rent Increase Letters (CPI) CPI Increase Letters for tenants who have CPI increase clauses in their leases For Year To Date August 2003, and for Years 2002, 2001, and 2000 Property Tax Bills Real Estate Property Tax History and Bills from 1993/1994 through 2003/2004 for Parcel No. 000-000-00 Operating Statements (last 3 years), YTD Result Operating Statements for Year To Date 10/2003 and Year End 12/31/02 and Year End 12/31/01 Accounts Payable/Receivable Accounts Receivable Prepaids as of 9/30/03 Historical Capital Expenditures Capital Budgets since purchase 4/99 to 9/03 Utility Bills - Monthly YTD and prior 12 months Marin Sanitary Service Invoices from 8/02 through 9/03 Marin Municipal Water District bills from 8/02 through 8/03 Pacific Gas and Electric bills from 9/26/02 through 9/25/03 Vendor List and Service Contracts See attached listing LEGAL Legal description and ALTA Survey A.L.T.A. Survey prepared by Xxxx & Xxxxxx, dated and last revised 3/24/99 Licenses and Permits Permit to Operate an Elevator dated 1/27/03 and will expire on 1/27/04 Proof of Insurance Certificates of Liability Insurance - liability and excess coverage - coverage period from 9/1/03 to 9/1/04 - insurers are Firemans Fund Insurance Co. and American Guarantee & Liability Evidence of Property Insurance - All Risk Property Insurance - coverage period from 9/1/03 to 9/1/04 - insurer is Firemans Fund Zoning Ordinance No. 912 - City of Larkspur - amending uses in the Larkspur Landing Shopping Center Ordinance #688 dated 11/3/82, #807 dated 9/5/90, #858 dated 10/12/93, #872 dated 6/13/95, and #888 dated 11/18/97 Site Plan/Survey (Blueprint or 8.5x11) Site Plan Personal Property Office Furniture and Equipment Inventory, Outdoor Furniture and Storage Areas Inventory, Storage Area Inventory, Personal Property Belonging To Vendors, Terracotta Pot Inventory LEASES 24 HOUR FITNESS Lease 8/1/89 First Amendment 5/8/90 Letter Agreement Amending Lease 3/18/91 Second Amendment 11/22/93 Third Amendment 1/4/96 Letter 9/8/97 Fourth Amendment May-00 Revocable License Agreement 11/28/01 ALL CALIFORNIA MORTGAGE, INC Lease 3/7/94 First Amendment 11/1/01 Second Amendment 9/27/02 Commencement Letter 9/27/02 ALLSTATE INSURANCE (XXXXXXX XXXXXXX) Lease 10/13/98 First Amendment 12/1/01 AMERICAN NAILS (XXXX X. AND Lease 8/31/96 XXXX-XXX XXXXXX First Amendment 9/18/96 Second Amendment 7/31/03 XXXXX CLINIC / SOLD TO MATRIX Lease 9/30/94 REHABILITATION, INC. Certificate of Tenant and Term 6/5/95 Agreement First Amendment 8/1/95 Assignment and Assumption of 5/1/97 Lease and Lessor's Consent Global Settlement Agreement and 9/4/97 Mutual Release of All Claims Purchase and Sale Agreement 3/5/98 Assignment of Lease and Consent 5/1/97 of Landlord AVANTI FINE ARTS (XXXX XXXXXXXXX) Lease 8/7/02 First Amendment 11/1/02 BAY WIRELESS RESOURCE Lease 4/14/03 BED BATH & Beyond Lease June-02 Memorandum of Lease June-02 XX. XXXXXXX X. BRICCA, D.D.S. Lease 4/15/88 First Amendment 3/25/93 Second Amendment 4/27/98 Third Amendment 8/5/03 XXXXXX XXXXXXX AND XXXXX INCIARD Lease 5/6/03 Commencement Date Memorandum 5/28/03 CALIFORNIA STATE AUTOMOBILE Lease 3/10/03 INTER-INSURANCE BUREAU XXXXXX ALLEY Lease Jun-01 DETERMINED PRODUCTIONS, INC. Lease 12/21/00 FIDELITY BROKERAGE SERVICES, LLC Lease 2/1/01 3 GENERAL NUTRITION CENTER Lease 10/5/93 Certificate of Tenant and Term 1/13/94 Agreement Letter 7/27/98 GOLDEN GATE PRINTING (VESTA Lease 2/27/96 INDUSTRIES, INC.) First Amendment 7/6/98 Second Amendment 1/15/03 Third Amendment 9/3/03 J.R. MUGGS Lease 3/18/87 Certificate of Tenant and Term 6/11/87 Agreement First Amendment 2/24/92 Second Amendment 6/10/97 Third Amendment 3/1/02 Letter 6/30/03 XXXXXX & ASSOCIATES Lease 5/22/02 LARK SHOES AND REPAIR (XXXXX AND Lease 10/26/78 XXXXXX XXXXXXXX) First Amendment 9/1/80 Extension of Lease 10/31/88 Lease 3/16/94 Lease 12/14/01 LARKSPUR LANDING OPTOMETRY Lease 1/31/97 First Amendment 1/6/03 LARKSPUR LANDING VETERINARY HOSPITAL Lease 8/28/78 First Amendment 9/1/80 Second Amendment 7/31/89 Letter Agreement 8/28/78 Third Amendment 6/15/93 Assignment of Lease 9/10/96 First Amendment to Assignment of 11/15/96 Lease MARIN BREWING COMPANY Lease 7/1/88 First Amendment 10/6/88 Certificate of Tenant and Term 4/3/89 Agreement Second Amendment 7/8/91 4 Third Amendment 7/8/91 Certificate of Tenant and Term 10/18/91 Agreement Fourth Amendment 2/16/94 Lease Apr-03 Letter 4/16/01 First Amendment 10/1/03 MARIN VISITORS BUREAU Lease 6/4/98 First Amendment Second Amendment 8/30/02 XXXXXXX CLEANERS Lease 9/15/90 First Amendment 12/31/90 Letter Agreement 9/15/90 Certificate of Tenant and Term 10/21/91 Agreement Second Amendment 3/13/01 XXXXXX RESTAURANT (XXXXXXX XXXXXX) Lease (expired) 3/17/78 Certificate of Lease (expired) 7/16/79 (expired) 9/1/80 Extension of Lease (expired) 11/20/89 Extension of Lease (expired) 7/27/94 Amendment (expired) 7/29/97 Lease Mar-01 First Amendment 5/24/02 XXXXXX XXXXX JEWELERS Lease 4/1/02 First Amendment 2/1/03 XXXXXX XXXXX CORPORATION, INC. Lease 12/6/94 First Amendment 9/15/95 Certificate of Tenant and Term 9/18/95 Agreement Second Amendment 1/15/99 Settlement Agreement 1/15/99 THE RAGGED SAILOR GALLERY AND FRANERY Lease 8/31/78 (XXXX XXXXX) Certificate of Lessee 8/2/79 First Amendment 9/1/80 Second Amendment 6/8/81 Third Amendment 11/2/81 Extension of Lease 7/7/86 Fifth Amendment 8/1/88 Letter Agreement 8/31/78 Sixth Amendment 1/28/92 Seventh Amendment 2/1/94 Eight Amendment 5/2/95 Ninth Amendment 1/15/96 Tenth Amendment 1/31/97 Lease 3/2/01 RED FILL STUDIOS, INC. Lease 6/3/02 ROADRUNNER BURRITO Lease 12/15/93 First Amendment 1/31/97 Second Amendment undated Third Amendment 7/1/99 Letter 6/29/01 Letter 6/28/02 Letter 6/25/03 SUSHI KO (XXXXX X. XXXXXX) Lease 4/1/81 First Amendment 10/19/81 Extension of Lease 6/22/84 Extension of Lease 8/15/89 Second Amendment 8/31/99 TOGO'S (XXXXXXX AND XXXXX XXXXXXX) Lease 3/15/98 TRAVELEX AMERICA (ATM) Lease 7/24/97 Assignment of Lease undated WEIGHT WATCHERS NORTH AMERICA, INC. Lease 3/1/88 First Amendment 5/13/91 Lease Assignment and Assumption 9/27/92 Second Amendment 10/1/01 Lease 11/20/02 Commencement Date Memorandum 12/1/02 YOGA STUDIO Lease 2/15/02 Commencement Date Memorandum undated CONTRACTS ADT Alarm and Security Systems, Inc. Fire sprinkler flow monitoring 4/1/96 Buildings 1-5 Empire Elevator Co., Inc. Elevator Maintenance & 24 hour 9/1/03 monitoring C & C Security Patrol, Inc. Center Security 8/24/03 Diversified Fire Protection 24 hour monitoring of buildings 9/21/01 1201, 1401, 1601, 2601, & 2801 Diablo Hydrojetting Sewer line maintenance 3/16/98 Gardener's Guild, Inc. Landscaping 9/21/01 Crystal Clear Pools Service, Fountain Maintenance 3/17/02 Supplies, and Repairs MBM Janitorial Service 1/1/98 Mainstreet Awning Maintenance Awning cleaning 9/24/99 Muzak Limited Partnership Music in Buildings 1-5 7/21/95 Republic Electric Parking Lot 2/1/03 Terminix 11/16/01 U.S. Bancorp/BLC Capital - Office Trash compactor Lease 10/6/97 Equipment Finance Services TRAILING DOCUMENTS DATE SENT TO INLAND GROUP BY SECURED # ITEMS CAPITAL CORP COMMENT -------------------------------------------------------------------------------------------------------------------
Appears in 1 contract
Samples: Purchase and Sale Agreement (Inland Western Retail Real Estate Trust Inc)
Escrow Holder. The undersigned Peninsula Escrow, Inc., a California corporation, referred to in this Agreement as the “Escrow Holder,” hereby agrees to act acknowledges that it received this Agreement executed by Seller and Purchaser as of March 29, 2021, and accepts the obligations of the Escrow Holder pursuant to the foregoing Agreementas set forth herein. CHICAGO TITLE INSURANCE COMPANY Peninsula Escrow, Inc., a California corporation By: ------------------------------------ /s/ Jxxx Xxxxxxxx Name: Xxxxx Xxxxxx ---------------------------------- Jxxx Xxxxxxxx Title: Assistant Vice President/Senior --------------------------------- Escrow Officer --------------------------------- Dated: --------------------------------- ---------------------------------------- Address: 000 X. Xxxxx Street ----------------------------- Chicago, Illinois 60523 ----------------------------- ---------------------------------------- ---------------------------------------- ---------------------------------------- Attn: Xxxxx Xxxxxx ----------------------------- Phone: (000) 0003-0000 ----------------------------- Facsimile: (000) 000 0000 ----------------------------- EXHIBITS EXHIBIT A Property Description EXHIBIT B Intentionally Deleted EXHIBIT C Due Diligence Completion and Decision Dates EXHIBIT D 29-2021 List of Due Diligence Materials EXHIBIT Exhibits and Schedules Exhibit A Legal Description of Land Exhibit B Form of Deed Exhibit C Form of Bxxx of Sale and Assignment Exhibit D Form of Seller Closing Certificate Exhibit E Schedule Form of Leases EXHIBIT FIRPTA Exhibit F List Form of Service Contracts EXHIBIT License Agreement Exhibit G Intentionally Deleted EXHIBIT Form of Purchaser Closing Certificate Exhibit H Form of Tenant Estoppel Certificates EXHIBIT I Intentionally Deleted EXHIBIT J Form Seller Parent Guaranty Schedule 2.24 Contracts Schedule 2.39 Excluded Contracts Schedule 2.40 Excluded Property Schedule 2.56 Leases Schedule 2.72 Permitted Liens Schedule 7.1.2 Consents Schedule 7.1.6 Proceedings Schedule 7.1.9 Compliance with Law Schedule 7.1.16 Tax Proceedings Exhibit A Legal Description of Deed EXHIBIT K Form Real Property Parcel A: The East 160 acres of Xxxx of Sale EXHIBIT L Form of Assignment and Assumption Agreement EXHIBIT M Form of General Assignment EXHIBIT N Form of Owner's Statement EXHIBIT O E&O Lease Terms EXHIBIT A PROPERTY DESCRIPTION ALL THAT CERTAIN real property situate Parcel C, Xxxxxxxxxxx 00, Xxxxxx Xx Xxx xx Xxxxx Xxxxx o’ La Colonia, in the City of Larkspur, County of MarinVentura, State of California, described as per Map recorded in Book 3, Page 12 of Maps, in the office of the County Recorder of said County. EXCEPT from the East 160 acres, a 1/4th interest in and to all oil, gas and other hydrocarbon substances and all other minerals of every kind and nature lying below a depth of 550 feet below the surface of said land, but without the right of entry on the surface of said land or the subsurface thereof to a depth of 550 feet below the surface, as excepted in deed from Jxxx X. Xxxxxx, et al., recorded June 16,1964, Book 2561, Page 491 of Official Records. ALSO EXCEPT the interest in a portion said land excepted in the deed from Jxxx X. Xxxxxx and wife, recorded May 31, 1967, Book 3149, Page 109 of Official Records, as follows: Lots 335 through 338“Reserving and excepting however unto the grantors, inclusivetheir heirs, successors and assigns, a 1/4th interest in and to all oil, gas and other hydrocarbon substances and all other minerals of every kind and nature lying below a depth of 550 feet below the surface of said land, but without the right of entry on the surface of said land or the subsurface thereof to a depth of 550 feet below the surface.” EXCEPT all oil, gas and other hydrocarbon substances and all other minerals of every kind and nature lying below a depth of 500 feet below the surface of said land, but without the right of entry on the surface of said land or the subsurface thereof to a depth of 500 feet below the surface, as shown upon that certain Map entitled "Map of Larkspur Landing", filed for record August 12, 1977 in Volume 17 of Maps, at Page 5, Marin County Records. EXHIBIT B INTENTIONALLY DELETED EXHIBIT C DUE DILIGENCE COMPLETION AND DECISION DATES Effective Date December 12, 2003 Initial Deposit non-refundable December 16, 2003 Natural Hazard Report to be delivered to Buyer December 21, 2003 Title Objections due December 16, 2003 Seller's Title Notice due December 19, 2003 Contingency Date December 22, 2003 Additional Deposit Non-Refundable December 22, 2003 Closing deliveries due January 12, 2004 Closing Date January 13, 2004, or such earlier or later date as Buyer and Seller may mutually agree. EXHIBIT D LIST OF DUE DILIGENCE MATERIALS INITIAL PACKAGE Rent Roll Rent Roll as of 9/17/03 Lease Documents, Addendums and Agreements See Attached Worksheet Tab for Leases Tenant Expense Reimbursement Schedules Operating Expenses - 2003 Estimated Recovery Letters to Tenants 2002 CAM Reconciliations Letters and 2003 CAM Estimates Letters Commencement Letters Commencement Date Memorandums - for California State Automobile Inter-Insurance Bureau, Bay Area Wireless Resourcereserved by Coast Farms, Inc., Beda California corporation, Bath & Beyondrecorded November 30, Inc.1995, Determined Productions, Inc., Fidelity Brokerage Services, LLC, Xxxxxx & Associates, Inc., Xxxxxxx Xxxxxx, Xxxxxx Xxxxxxx and Xxxxx Inciard, Red Hill Studios, Inc., Weight Watchers North America, Inc., and The Yoga Studio, LLC Rent Increase Letters (CPI) CPI Increase Letters for tenants who have CPI increase clauses in their leases For Year To Date August 2003, and for Years 2002, 2001, and 2000 Property Tax Bills Real Estate Property Tax History and Bills from 1993/1994 through 2003/2004 for Parcel as Document No. 00095-000-00 Operating Statements (last 3 years), YTD Result Operating Statements for Year To Date 10/2003 and Year End 12/31/02 and Year End 12/31/01 Accounts Payable/Receivable Accounts Receivable Prepaids as 148132 of 9/30/03 Historical Capital Expenditures Capital Budgets since purchase 4/99 to 9/03 Utility Bills - Monthly YTD and prior 12 months Marin Sanitary Service Invoices from 8/02 through 9/03 Marin Municipal Water District bills from 8/02 through 8/03 Pacific Gas and Electric bills from 9/26/02 through 9/25/03 Vendor List and Service Contracts See attached listing LEGAL Legal description and ALTA Survey A.L.T.A. Survey prepared by Xxxx & Xxxxxx, dated and last revised 3/24/99 Licenses and Permits Permit to Operate an Elevator dated 1/27/03 and will expire on 1/27/04 Proof of Insurance Certificates of Liability Insurance - liability and excess coverage - coverage period from 9/1/03 to 9/1/04 - insurers are Firemans Fund Insurance Co. and American Guarantee & Liability Evidence of Property Insurance - All Risk Property Insurance - coverage period from 9/1/03 to 9/1/04 - insurer is Firemans Fund Zoning Ordinance No. 912 - City of Larkspur - amending uses in the Larkspur Landing Shopping Center Ordinance #688 dated 11/3/82, #807 dated 9/5/90, #858 dated 10/12/93, #872 dated 6/13/95, and #888 dated 11/18/97 Site Plan/Survey (Blueprint or 8.5x11) Site Plan Personal Property Office Furniture and Equipment Inventory, Outdoor Furniture and Storage Areas Inventory, Storage Area Inventory, Personal Property Belonging To Vendors, Terracotta Pot Inventory LEASES 24 HOUR FITNESS Lease 8/1/89 First Amendment 5/8/90 Letter Agreement Amending Lease 3/18/91 Second Amendment 11/22/93 Third Amendment 1/4/96 Letter 9/8/97 Fourth Amendment May-00 Revocable License Agreement 11/28/01 ALL CALIFORNIA MORTGAGE, INC Lease 3/7/94 First Amendment 11/1/01 Second Amendment 9/27/02 Commencement Letter 9/27/02 ALLSTATE INSURANCE (XXXXXXX XXXXXXX) Lease 10/13/98 First Amendment 12/1/01 AMERICAN NAILS (XXXX X. AND Lease 8/31/96 XXXX-XXX XXXXXX First Amendment 9/18/96 Second Amendment 7/31/03 XXXXX CLINIC / SOLD TO MATRIX Lease 9/30/94 REHABILITATION, INC. Certificate of Tenant and Term 6/5/95 Agreement First Amendment 8/1/95 Assignment and Assumption of 5/1/97 Lease and Lessor's Consent Global Settlement Agreement and 9/4/97 Mutual Release of All Claims Purchase and Sale Agreement 3/5/98 Assignment of Lease and Consent 5/1/97 of Landlord AVANTI FINE ARTS (XXXX XXXXXXXXX) Lease 8/7/02 First Amendment 11/1/02 BAY WIRELESS RESOURCE Lease 4/14/03 BED BATH & Beyond Lease June-02 Memorandum of Lease June-02 XX. XXXXXXX X. BRICCA, D.D.S. Lease 4/15/88 First Amendment 3/25/93 Second Amendment 4/27/98 Third Amendment 8/5/03 XXXXXX XXXXXXX AND XXXXX INCIARD Lease 5/6/03 Commencement Date Memorandum 5/28/03 CALIFORNIA STATE AUTOMOBILE Lease 3/10/03 INTER-INSURANCE BUREAU XXXXXX ALLEY Lease Jun-01 DETERMINED PRODUCTIONS, INC. Lease 12/21/00 FIDELITY BROKERAGE SERVICES, LLC Lease 2/1/01 3 GENERAL NUTRITION CENTER Lease 10/5/93 Certificate of Tenant and Term 1/13/94 Agreement Letter 7/27/98 GOLDEN GATE PRINTING (VESTA Lease 2/27/96 INDUSTRIES, INCOfficial Records.) First Amendment 7/6/98 Second Amendment 1/15/03 Third Amendment 9/3/03 J.R. MUGGS Lease 3/18/87 Certificate of Tenant and Term 6/11/87 Agreement First Amendment 2/24/92 Second Amendment 6/10/97 Third Amendment 3/1/02 Letter 6/30/03 XXXXXX & ASSOCIATES Lease 5/22/02 LARK SHOES AND REPAIR (XXXXX AND Lease 10/26/78 XXXXXX XXXXXXXX) First Amendment 9/1/80 Extension of Lease 10/31/88 Lease 3/16/94 Lease 12/14/01 LARKSPUR LANDING OPTOMETRY Lease 1/31/97 First Amendment 1/6/03 LARKSPUR LANDING VETERINARY HOSPITAL Lease 8/28/78 First Amendment 9/1/80 Second Amendment 7/31/89 Letter Agreement 8/28/78 Third Amendment 6/15/93 Assignment of Lease 9/10/96 First Amendment to Assignment of 11/15/96 Lease MARIN BREWING COMPANY Lease 7/1/88 First Amendment 10/6/88 Certificate of Tenant and Term 4/3/89 Agreement Second Amendment 7/8/91 4 Third Amendment 7/8/91 Certificate of Tenant and Term 10/18/91 Agreement Fourth Amendment 2/16/94 Lease Apr-03 Letter 4/16/01 First Amendment 10/1/03 MARIN VISITORS BUREAU Lease 6/4/98 First Amendment Second Amendment 8/30/02 XXXXXXX CLEANERS Lease 9/15/90 First Amendment 12/31/90 Letter Agreement 9/15/90 Certificate of Tenant and Term 10/21/91 Agreement Second Amendment 3/13/01 XXXXXX RESTAURANT (XXXXXXX XXXXXX) Lease (expired) 3/17/78 Certificate of Lease (expired) 7/16/79 (expired) 9/1/80 Extension of Lease (expired) 11/20/89 Extension of Lease (expired) 7/27/94 Amendment (expired) 7/29/97 Lease Mar-01 First Amendment 5/24/02 XXXXXX XXXXX JEWELERS Lease 4/1/02 First Amendment 2/1/03 XXXXXX XXXXX CORPORATION, INC. Lease 12/6/94 First Amendment 9/15/95 Certificate of Tenant and Term 9/18/95 Agreement Second Amendment 1/15/99 Settlement Agreement 1/15/99 THE RAGGED SAILOR GALLERY AND FRANERY Lease 8/31/78 (XXXX XXXXX) Certificate of Lessee 8/2/79 First Amendment 9/1/80 Second Amendment 6/8/81 Third Amendment 11/2/81 Extension of Lease 7/7/86 Fifth Amendment 8/1/88 Letter Agreement 8/31/78 Sixth Amendment 1/28/92 Seventh Amendment 2/1/94 Eight Amendment 5/2/95 Ninth Amendment 1/15/96 Tenth Amendment 1/31/97 Lease 3/2/01 RED FILL STUDIOS, INC. Lease 6/3/02 ROADRUNNER BURRITO Lease 12/15/93 First Amendment 1/31/97 Second Amendment undated Third Amendment 7/1/99 Letter 6/29/01 Letter 6/28/02 Letter 6/25/03 SUSHI KO (XXXXX X. XXXXXX) Lease 4/1/81 First Amendment 10/19/81 Extension of Lease 6/22/84 Extension of Lease 8/15/89 Second Amendment 8/31/99 TOGO'S (XXXXXXX AND XXXXX XXXXXXX) Lease 3/15/98 TRAVELEX AMERICA (ATM) Lease 7/24/97 Assignment of Lease undated WEIGHT WATCHERS NORTH AMERICA, INC. Lease 3/1/88 First Amendment 5/13/91 Lease Assignment and Assumption 9/27/92 Second Amendment 10/1/01 Lease 11/20/02 Commencement Date Memorandum 12/1/02 YOGA STUDIO Lease 2/15/02 Commencement Date Memorandum undated CONTRACTS ADT Alarm and Security Systems, Inc. Fire sprinkler flow monitoring 4/1/96 Buildings 1-5 Empire Elevator Co., Inc. Elevator Maintenance & 24 hour 9/1/03 monitoring C & C Security Patrol, Inc. Center Security 8/24/03 Diversified Fire Protection 24 hour monitoring of buildings 9/21/01 1201, 1401, 1601, 2601, & 2801 Diablo Hydrojetting Sewer line maintenance 3/16/98 Gardener's Guild, Inc. Landscaping 9/21/01 Crystal Clear Pools Service, Fountain Maintenance 3/17/02 Supplies, and Repairs MBM Janitorial Service 1/1/98 Mainstreet Awning Maintenance Awning cleaning 9/24/99 Muzak Limited Partnership Music in Buildings 1-5 7/21/95 Republic Electric Parking Lot 2/1/03 Terminix 11/16/01 U.S. Bancorp/BLC Capital - Office Trash compactor Lease 10/6/97 Equipment Finance Services TRAILING DOCUMENTS DATE SENT TO INLAND GROUP BY SECURED # ITEMS CAPITAL CORP COMMENT -------------------------------------------------------------------------------------------------------------------
Appears in 1 contract
Escrow Holder. The undersigned Escrow Holder hereby acknowledges receipt of a fully executed copy of the foregoing Agreement on this date and agrees to act abide by the escrow instructions contained therein, and hereby confirms that the Effective Date of the Agreement is as the set forth below. Escrow Holder pursuant to the foregoing Agreement. CHICAGO TITLE INSURANCE COMPANY Holder: By: ------------------------------------ Name: Xxxxx Xxxxxx ---------------------------------- TitleIts: Assistant Vice President/Senior --------------------------------- Effective Date: EXHIBIT A LEGAL DESCRIPTION OF REAL PROPERTY 000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx, XX 00000 EXHIBIT B MAP OF REAL PROPERTY Visual Depiction of 000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx, XX 00000 (APN 233-370-07) EXHIBIT C Easement for Roadway Purposes Purchase and Sale Agreement and Joint Escrow Officer --------------------------------- Dated: --------------------------------- ---------------------------------------- Address: Instructions – 000 X. Xxxxx Street ----------------------------- ChicagoXxxx Xxxxxxxx Street, Illinois 60523 ----------------------------- ---------------------------------------- ---------------------------------------- ---------------------------------------- AttnTracy 43 3223867_1 EXHIBIT D Grant Deed RECORDING REQUESTED BY Old Republic Title Holding Company, Inc. AND WHEN RECORDED MAIL DOCUMENT TO: Xxxxx Unified School District c/o Xxxxxxx X. Xxxxxxx, Esq. Xxxxxx ----------------------------- Phone: (000) 000-0000 ----------------------------- Facsimile: (000) Xxxxxxx Xxxxxx 000 0000 ----------------------------- EXHIBITS EXHIBIT A Property Description EXHIBIT B Intentionally Deleted EXHIBIT C Due Diligence Completion and Decision Dates EXHIBIT D List of Due Diligence Materials EXHIBIT E Schedule of Leases EXHIBIT F List of Service Contracts EXHIBIT G Intentionally Deleted EXHIBIT H Form of Tenant Estoppel Certificates EXHIBIT I Intentionally Deleted EXHIBIT J Form of Deed EXHIBIT K Form of Xxxx of Sale EXHIBIT L Form of Assignment and Assumption Agreement EXHIBIT M Form of General Assignment EXHIBIT N Form of Owner's Statement EXHIBIT O E&O Lease Terms EXHIBIT A PROPERTY DESCRIPTION ALL THAT CERTAIN real property situate in the City of Larkspur, County of Marin, State of California, described as follows: Lots 335 through 338, inclusive, as shown upon that certain Map entitled "Map of Larkspur Landing", filed for record August 12, 1977 in Volume 17 of Maps, at Page 5, Marin County Records. EXHIBIT B INTENTIONALLY DELETED EXHIBIT C DUE DILIGENCE COMPLETION AND DECISION DATES Effective Date December 12, 2003 Initial Deposit non-refundable December 16, 2003 Natural Hazard Report to be delivered to Buyer December 21, 2003 Title Objections due December 16, 2003 Seller's Title Notice due December 19, 2003 Contingency Date December 22, 2003 Additional Deposit Non-Refundable December 22, 2003 Closing deliveries due January 12, 2004 Closing Date January 13, 2004, or such earlier or later date as Buyer and Seller may mutually agree. EXHIBIT D LIST OF DUE DILIGENCE MATERIALS INITIAL PACKAGE Rent Roll Rent Roll as of 9/17/03 Lease Documents, Addendums and Agreements See Attached Worksheet Tab for Leases Tenant Expense Reimbursement Schedules Operating Expenses - 2003 Estimated Recovery Letters to Tenants 2002 CAM Reconciliations Letters and 2003 CAM Estimates Letters Commencement Letters Commencement Date Memorandums - for California State Automobile Inter-Insurance Bureau, Bay Area Wireless Resource, Inc., Bed, Bath & Beyond, Inc., Determined Productions, Inc., Fidelity Brokerage Services, LLC, Xxxxxx & Associates, Inc., Xxxxxxx Xxxxxx, Xxxxxx Xxxxxxx and Xxxxx Inciard0000 Xxx Xxxxxxxxx, Red Hill Studios, Inc., Weight Watchers North America, Inc., and The Yoga Studio, LLC Rent Increase Letters (CPI) CPI Increase Letters XX 00000 Space Above This Line for tenants who have CPI increase clauses in their leases For Year To Date August 2003, and for Years 2002, 2001, and 2000 Property Tax Bills Real Estate Property Tax History and Bills from 1993/1994 through 2003/2004 for Parcel No. Recorder’s Use Only A.P.N.: 000-000-00 Operating Statements File No.: GRANT DEED The Undersigned Grantor(s) Declare(s): DOCUMENTARY TRANSFER TAX THE UNDERSIGNED GRANTOR(S) DECLARE(S): THIS INSTRUMENT IS EXEMPT FROM RECORDING FEES (last 3 yearsGOVT. CODE 27383 AND FROM DOCUMENTARY TRANSFER TAX (XXX.XX TAXATION CODE 11922; CITY TRANSFER TAX $NONE; SURVEY MONUMENT FEE $N/A [ x ] computed on the consideration or full value of property conveyed, OR [ ] computed on the consideration or full value less value of liens and/or encumbrances remaining at time of sale, [ ] unincorporated area; [ X ] City of Xxxxx, and FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, San Xxxxxxx Lumber Company, a registered California corporation, hereby GRANTS to Xxxxx Unified School District, a California public school district, the following described property in the City of Xxxxx, County of San Xxxxxxx, State of California: San Xxxxxxx Lumber Company, a registered California corporation By: Title: California All-Purpose Certificate of Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) ) ss. COUNTY OF SAN XXXXXXX ) On , 2018, before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), YTD Result Operating Statements and that by his/her/their signature on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Witness my hand and official seal. Signature of Notary EXHIBIT E PROPERTY OWNER CONSENT TO PROPERTY ACCESS, INTRUSIVE TESTING, AND REPAIR Exhibit F Termination of Easement RECORDING REQUESTED BY Old Republic Title Holding Company, Inc. AND WHEN RECORDED MAIL DOCUMENT TO: Tracy Unified School District c/o Xxxxxxx X. Xxxxxxx, Esq. Xxxxxx Xxxxxxx Xxxxxx 000 Xxxxxxx Xxxxxx, Xxxxx 0000 Xxx Xxxxxxxxx, XX 00000 Space Above This Line for Year To Date 10/2003 and Year End 12/31/02 and Year End 12/31/01 Accounts Payable/Receivable Accounts Receivable Prepaids Recorder’s Use Only This document is exempt from a recording fee pursuant to Government Code Section 6103 TERMINATION OF EASEMENT (APN: ) This Termination of Easement, dated for purposes of identification only as of 9/30/03 Historical Capital Expenditures Capital Budgets since purchase 4/99 to 9/03 Utility Bills - Monthly YTD , 2018, is made by and prior 12 months Marin Sanitary Service Invoices from 8/02 through 9/03 Marin Municipal Water District bills from 8/02 through 8/03 Pacific Gas and Electric bills from 9/26/02 through 9/25/03 Vendor List and Service Contracts See attached listing LEGAL Legal description and ALTA Survey A.L.T.A. Survey prepared by Xxxx & Xxxxxxbetween Xxxxx Unified School District, dated and last revised 3/24/99 Licenses and Permits Permit to Operate an Elevator dated 1/27/03 and will expire on 1/27/04 Proof of Insurance Certificates of Liability Insurance - liability and excess coverage - coverage period from 9/1/03 to 9/1/04 - insurers are Firemans Fund Insurance Co. and American Guarantee & Liability Evidence of Property Insurance - All Risk Property Insurance - coverage period from 9/1/03 to 9/1/04 - insurer is Firemans Fund Zoning Ordinance No. 912 - City of Larkspur - amending uses in the Larkspur Landing Shopping Center Ordinance #688 dated 11/3/82, #807 dated 9/5/90, #858 dated 10/12/93, #872 dated 6/13/95a California public school district (“District”), and #888 dated 11/18/97 Site Plan/Survey San Xxxxxxx Lumber Company, a California corporation (Blueprint or 8.5x11) Site Plan Personal Property Office Furniture and Equipment Inventory, Outdoor Furniture and Storage Areas Inventory, Storage Area Inventory, Personal Property Belonging To Vendors, Terracotta Pot Inventory LEASES 24 HOUR FITNESS Lease 8/1/89 First Amendment 5/8/90 Letter Agreement Amending Lease 3/18/91 Second Amendment 11/22/93 Third Amendment 1/4/96 Letter 9/8/97 Fourth Amendment May-00 Revocable License Agreement 11/28/01 ALL CALIFORNIA MORTGAGE, INC Lease 3/7/94 First Amendment 11/1/01 Second Amendment 9/27/02 Commencement Letter 9/27/02 ALLSTATE INSURANCE (XXXXXXX XXXXXXX) Lease 10/13/98 First Amendment 12/1/01 AMERICAN NAILS (XXXX X. AND Lease 8/31/96 XXXX-XXX XXXXXX First Amendment 9/18/96 Second Amendment 7/31/03 XXXXX CLINIC / SOLD TO MATRIX Lease 9/30/94 REHABILITATION, INC. Certificate of Tenant and Term 6/5/95 Agreement First Amendment 8/1/95 Assignment and Assumption of 5/1/97 Lease and Lessor's Consent Global Settlement Agreement and 9/4/97 Mutual Release of All Claims Purchase and Sale Agreement 3/5/98 Assignment of Lease and Consent 5/1/97 of Landlord AVANTI FINE ARTS (XXXX XXXXXXXXX) Lease 8/7/02 First Amendment 11/1/02 BAY WIRELESS RESOURCE Lease 4/14/03 BED BATH & Beyond Lease June-02 Memorandum of Lease June-02 XX. XXXXXXX X. BRICCA, D.D.S. Lease 4/15/88 First Amendment 3/25/93 Second Amendment 4/27/98 Third Amendment 8/5/03 XXXXXX XXXXXXX AND XXXXX INCIARD Lease 5/6/03 Commencement Date Memorandum 5/28/03 CALIFORNIA STATE AUTOMOBILE Lease 3/10/03 INTER-INSURANCE BUREAU XXXXXX ALLEY Lease Jun-01 DETERMINED PRODUCTIONS, INC. Lease 12/21/00 FIDELITY BROKERAGE SERVICES, LLC Lease 2/1/01 3 GENERAL NUTRITION CENTER Lease 10/5/93 Certificate of Tenant and Term 1/13/94 Agreement Letter 7/27/98 GOLDEN GATE PRINTING (VESTA Lease 2/27/96 INDUSTRIES, INC“SJLC”).) First Amendment 7/6/98 Second Amendment 1/15/03 Third Amendment 9/3/03 J.R. MUGGS Lease 3/18/87 Certificate of Tenant and Term 6/11/87 Agreement First Amendment 2/24/92 Second Amendment 6/10/97 Third Amendment 3/1/02 Letter 6/30/03 XXXXXX & ASSOCIATES Lease 5/22/02 LARK SHOES AND REPAIR (XXXXX AND Lease 10/26/78 XXXXXX XXXXXXXX) First Amendment 9/1/80 Extension of Lease 10/31/88 Lease 3/16/94 Lease 12/14/01 LARKSPUR LANDING OPTOMETRY Lease 1/31/97 First Amendment 1/6/03 LARKSPUR LANDING VETERINARY HOSPITAL Lease 8/28/78 First Amendment 9/1/80 Second Amendment 7/31/89 Letter Agreement 8/28/78 Third Amendment 6/15/93 Assignment of Lease 9/10/96 First Amendment to Assignment of 11/15/96 Lease MARIN BREWING COMPANY Lease 7/1/88 First Amendment 10/6/88 Certificate of Tenant and Term 4/3/89 Agreement Second Amendment 7/8/91 4 Third Amendment 7/8/91 Certificate of Tenant and Term 10/18/91 Agreement Fourth Amendment 2/16/94 Lease Apr-03 Letter 4/16/01 First Amendment 10/1/03 MARIN VISITORS BUREAU Lease 6/4/98 First Amendment Second Amendment 8/30/02 XXXXXXX CLEANERS Lease 9/15/90 First Amendment 12/31/90 Letter Agreement 9/15/90 Certificate of Tenant and Term 10/21/91 Agreement Second Amendment 3/13/01 XXXXXX RESTAURANT (XXXXXXX XXXXXX) Lease (expired) 3/17/78 Certificate of Lease (expired) 7/16/79 (expired) 9/1/80 Extension of Lease (expired) 11/20/89 Extension of Lease (expired) 7/27/94 Amendment (expired) 7/29/97 Lease Mar-01 First Amendment 5/24/02 XXXXXX XXXXX JEWELERS Lease 4/1/02 First Amendment 2/1/03 XXXXXX XXXXX CORPORATION, INC. Lease 12/6/94 First Amendment 9/15/95 Certificate of Tenant and Term 9/18/95 Agreement Second Amendment 1/15/99 Settlement Agreement 1/15/99 THE RAGGED SAILOR GALLERY AND FRANERY Lease 8/31/78 (XXXX XXXXX) Certificate of Lessee 8/2/79 First Amendment 9/1/80 Second Amendment 6/8/81 Third Amendment 11/2/81 Extension of Lease 7/7/86 Fifth Amendment 8/1/88 Letter Agreement 8/31/78 Sixth Amendment 1/28/92 Seventh Amendment 2/1/94 Eight Amendment 5/2/95 Ninth Amendment 1/15/96 Tenth Amendment 1/31/97 Lease 3/2/01 RED FILL STUDIOS, INC. Lease 6/3/02 ROADRUNNER BURRITO Lease 12/15/93 First Amendment 1/31/97 Second Amendment undated Third Amendment 7/1/99 Letter 6/29/01 Letter 6/28/02 Letter 6/25/03 SUSHI KO (XXXXX X. XXXXXX) Lease 4/1/81 First Amendment 10/19/81 Extension of Lease 6/22/84 Extension of Lease 8/15/89 Second Amendment 8/31/99 TOGO'S (XXXXXXX AND XXXXX XXXXXXX) Lease 3/15/98 TRAVELEX AMERICA (ATM) Lease 7/24/97 Assignment of Lease undated WEIGHT WATCHERS NORTH AMERICA, INC. Lease 3/1/88 First Amendment 5/13/91 Lease Assignment and Assumption 9/27/92 Second Amendment 10/1/01 Lease 11/20/02 Commencement Date Memorandum 12/1/02 YOGA STUDIO Lease 2/15/02 Commencement Date Memorandum undated CONTRACTS ADT Alarm and Security Systems, Inc. Fire sprinkler flow monitoring 4/1/96 Buildings 1-5 Empire Elevator Co., Inc. Elevator Maintenance & 24 hour 9/1/03 monitoring C & C Security Patrol, Inc. Center Security 8/24/03 Diversified Fire Protection 24 hour monitoring of buildings 9/21/01 1201, 1401, 1601, 2601, & 2801 Diablo Hydrojetting Sewer line maintenance 3/16/98 Gardener's Guild, Inc. Landscaping 9/21/01 Crystal Clear Pools Service, Fountain Maintenance 3/17/02 Supplies, and Repairs MBM Janitorial Service 1/1/98 Mainstreet Awning Maintenance Awning cleaning 9/24/99 Muzak Limited Partnership Music in Buildings 1-5 7/21/95 Republic Electric Parking Lot 2/1/03 Terminix 11/16/01 U.S. Bancorp/BLC Capital - Office Trash compactor Lease 10/6/97 Equipment Finance Services TRAILING DOCUMENTS DATE SENT TO INLAND GROUP BY SECURED # ITEMS CAPITAL CORP COMMENT -------------------------------------------------------------------------------------------------------------------
Appears in 1 contract
Samples: Purchase and Sale Agreement and Joint Escrow Instructions
Escrow Holder. The undersigned Escrow Holder hereby acknowledges receipt of a fully executed copy of the foregoing Agreement on this date and agrees to act abide by the escrow instructions contained therein, and hereby confirms that the Effective Date of the Agreement is as the set forth below. Escrow Holder pursuant to the foregoing Agreement. CHICAGO TITLE INSURANCE COMPANY Holder: By: ------------------------------------ Name: Xxxxx Xxxxxx ---------------------------------- TitleIts: Assistant Vice President/Senior --------------------------------- Effective Date: EXHIBIT A LEGAL DESCRIPTION OF REAL PROPERTY 000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx, XX 00000 EXHIBIT B MAP OF REAL PROPERTY Visual Depiction of 000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx, XX 00000 (APN 233-370-07) EXHIBIT C Easement for Roadway Purposes Purchase and Sale Agreement and Joint Escrow Officer --------------------------------- Dated: --------------------------------- ---------------------------------------- Address: Instructions – 000 X. Xxxxx Street ----------------------------- ChicagoXxxx Xxxxxxxx Street, Illinois 60523 ----------------------------- ---------------------------------------- ---------------------------------------- ---------------------------------------- AttnTracy 43 3223867_1 EXHIBIT D Grant Deed RECORDING REQUESTED BY Old Republic Title Holding Company, Inc. AND WHEN RECORDED MAIL DOCUMENT TO: Xxxxx Unified School District c/o Xxxxxxx X. Xxxxxxx, Esq. Xxxxxx ----------------------------- Phone: (000) 000-0000 ----------------------------- Facsimile: (000) Xxxxxxx Xxxxxx 000 0000 ----------------------------- EXHIBITS EXHIBIT A Property Description EXHIBIT B Intentionally Deleted EXHIBIT C Due Diligence Completion and Decision Dates EXHIBIT D List of Due Diligence Materials EXHIBIT E Schedule of Leases EXHIBIT F List of Service Contracts EXHIBIT G Intentionally Deleted EXHIBIT H Form of Tenant Estoppel Certificates EXHIBIT I Intentionally Deleted EXHIBIT J Form of Deed EXHIBIT K Form of Xxxx of Sale EXHIBIT L Form of Assignment and Assumption Agreement EXHIBIT M Form of General Assignment EXHIBIT N Form of Owner's Statement EXHIBIT O E&O Lease Terms EXHIBIT A PROPERTY DESCRIPTION ALL THAT CERTAIN real property situate in the City of Larkspur, County of Marin, State of California, described as follows: Lots 335 through 338, inclusive, as shown upon that certain Map entitled "Map of Larkspur Landing", filed for record August 12, 1977 in Volume 17 of Maps, at Page 5, Marin County Records. EXHIBIT B INTENTIONALLY DELETED EXHIBIT C DUE DILIGENCE COMPLETION AND DECISION DATES Effective Date December 12, 2003 Initial Deposit non-refundable December 16, 2003 Natural Hazard Report to be delivered to Buyer December 21, 2003 Title Objections due December 16, 2003 Seller's Title Notice due December 19, 2003 Contingency Date December 22, 2003 Additional Deposit Non-Refundable December 22, 2003 Closing deliveries due January 12, 2004 Closing Date January 13, 2004, or such earlier or later date as Buyer and Seller may mutually agree. EXHIBIT D LIST OF DUE DILIGENCE MATERIALS INITIAL PACKAGE Rent Roll Rent Roll as of 9/17/03 Lease Documents, Addendums and Agreements See Attached Worksheet Tab for Leases Tenant Expense Reimbursement Schedules Operating Expenses - 2003 Estimated Recovery Letters to Tenants 2002 CAM Reconciliations Letters and 2003 CAM Estimates Letters Commencement Letters Commencement Date Memorandums - for California State Automobile Inter-Insurance Bureau, Bay Area Wireless Resource, Inc., Bed, Bath & Beyond, Inc., Determined Productions, Inc., Fidelity Brokerage Services, LLC, Xxxxxx & Associates, Inc., Xxxxxxx Xxxxxx, Xxxxxx Xxxxxxx and Xxxxx Inciard0000 Xxx Xxxxxxxxx, Red Hill Studios, Inc., Weight Watchers North America, Inc., and The Yoga Studio, LLC Rent Increase Letters (CPI) CPI Increase Letters XX 00000 Space Above This Line for tenants who have CPI increase clauses in their leases For Year To Date August 2003, and for Years 2002, 2001, and 2000 Property Tax Bills Real Estate Property Tax History and Bills from 1993/1994 through 2003/2004 for Parcel No. Recorder’s Use Only A.P.N.: 000-000-00 Operating Statements File No.: GRANT DEED The Undersigned Grantor(s) Declare(s): DOCUMENTARY TRANSFER TAX THE UNDERSIGNED GRANTOR(S) DECLARE(S): THIS INSTRUMENT IS EXEMPT FROM RECORDING FEES (last 3 yearsGOVT. CODE 27383 AND FROM DOCUMENTARY TRANSFER TAX (XXX.XX TAXATION CODE 11922; CITY TRANSFER TAX $NONE; SURVEY MONUMENT FEE $N/A [ x ] computed on the consideration or full value of property conveyed, OR [ ] computed on the consideration or full value less value of liens and/or encumbrances remaining at time of sale, [ ] unincorporated area; [ X ] City of Xxxxx, and FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, San Xxxxxxx Lumber Company, a registered California corporation, hereby GRANTS to Xxxxx Unified School District, a California public school district, the following described property in the City of Xxxxx, County of San Xxxxxxx, State of California: San Xxxxxxx Lumber Company, a registered California corporation By: Title: California All-Purpose Certificate of Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) ) ss. COUNTY OF SAN XXXXXXX ) On , 2018, before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), YTD Result Operating Statements and that by his/her/their signature on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Witness my hand and official seal. Signature of Notary EXHIBIT E PROPERTY OWNER CONSENT TO PROPERTY ACCESS, INTRUSIVE TESTING, AND REPAIR Exhibit F Termination of Easement RECORDING REQUESTED BY Old Republic Title Holding Company, Inc. AND WHEN RECORDED MAIL DOCUMENT TO: Tracy Unified School District c/o Xxxxxxx X. Xxxxxxx, Esq. Xxxxxx Xxxxxxx Xxxxxx 000 Xxxxxxx Xxxxxx, Xxxxx 0000 Xxx Xxxxxxxxx, XX 00000 Space Above This Line for Year To Date 10/2003 and Year End 12/31/02 and Year End 12/31/01 Accounts Payable/Receivable Accounts Receivable Prepaids Recorder’s Use Only This document is exempt from a recording fee pursuant to Government Code Section 6103 TERMINATION OF EASEMENT (APN: ) This Termination of Easement, dated for purposes of identification only as of 9/30/03 Historical Capital Expenditures Capital Budgets since purchase 4/99 to 9/03 Utility Bills - Monthly YTD , 2018, is made by and prior 12 months Marin Sanitary Service Invoices from 8/02 through 9/03 Marin Municipal Water District bills from 8/02 through 8/03 Pacific Gas and Electric bills from 9/26/02 through 9/25/03 Vendor List and Service Contracts See attached listing LEGAL Legal description and ALTA Survey A.L.T.A. Survey prepared by Xxxx & Xxxxxxbetween Tracy Unified School District, dated and last revised 3/24/99 Licenses and Permits Permit to Operate an Elevator dated 1/27/03 and will expire on 1/27/04 Proof of Insurance Certificates of Liability Insurance - liability and excess coverage - coverage period from 9/1/03 to 9/1/04 - insurers are Firemans Fund Insurance Co. and American Guarantee & Liability Evidence of Property Insurance - All Risk Property Insurance - coverage period from 9/1/03 to 9/1/04 - insurer is Firemans Fund Zoning Ordinance No. 912 - City of Larkspur - amending uses in the Larkspur Landing Shopping Center Ordinance #688 dated 11/3/82, #807 dated 9/5/90, #858 dated 10/12/93, #872 dated 6/13/95a California public school district (“District”), and #888 dated 11/18/97 Site Plan/Survey San Xxxxxxx Lumber Company, a California corporation (Blueprint or 8.5x11) Site Plan Personal Property Office Furniture and Equipment Inventory, Outdoor Furniture and Storage Areas Inventory, Storage Area Inventory, Personal Property Belonging To Vendors, Terracotta Pot Inventory LEASES 24 HOUR FITNESS Lease 8/1/89 First Amendment 5/8/90 Letter Agreement Amending Lease 3/18/91 Second Amendment 11/22/93 Third Amendment 1/4/96 Letter 9/8/97 Fourth Amendment May-00 Revocable License Agreement 11/28/01 ALL CALIFORNIA MORTGAGE, INC Lease 3/7/94 First Amendment 11/1/01 Second Amendment 9/27/02 Commencement Letter 9/27/02 ALLSTATE INSURANCE (XXXXXXX XXXXXXX) Lease 10/13/98 First Amendment 12/1/01 AMERICAN NAILS (XXXX X. AND Lease 8/31/96 XXXX-XXX XXXXXX First Amendment 9/18/96 Second Amendment 7/31/03 XXXXX CLINIC / SOLD TO MATRIX Lease 9/30/94 REHABILITATION, INC. Certificate of Tenant and Term 6/5/95 Agreement First Amendment 8/1/95 Assignment and Assumption of 5/1/97 Lease and Lessor's Consent Global Settlement Agreement and 9/4/97 Mutual Release of All Claims Purchase and Sale Agreement 3/5/98 Assignment of Lease and Consent 5/1/97 of Landlord AVANTI FINE ARTS (XXXX XXXXXXXXX) Lease 8/7/02 First Amendment 11/1/02 BAY WIRELESS RESOURCE Lease 4/14/03 BED BATH & Beyond Lease June-02 Memorandum of Lease June-02 XX. XXXXXXX X. BRICCA, D.D.S. Lease 4/15/88 First Amendment 3/25/93 Second Amendment 4/27/98 Third Amendment 8/5/03 XXXXXX XXXXXXX AND XXXXX INCIARD Lease 5/6/03 Commencement Date Memorandum 5/28/03 CALIFORNIA STATE AUTOMOBILE Lease 3/10/03 INTER-INSURANCE BUREAU XXXXXX ALLEY Lease Jun-01 DETERMINED PRODUCTIONS, INC. Lease 12/21/00 FIDELITY BROKERAGE SERVICES, LLC Lease 2/1/01 3 GENERAL NUTRITION CENTER Lease 10/5/93 Certificate of Tenant and Term 1/13/94 Agreement Letter 7/27/98 GOLDEN GATE PRINTING (VESTA Lease 2/27/96 INDUSTRIES, INC“SJLC”).) First Amendment 7/6/98 Second Amendment 1/15/03 Third Amendment 9/3/03 J.R. MUGGS Lease 3/18/87 Certificate of Tenant and Term 6/11/87 Agreement First Amendment 2/24/92 Second Amendment 6/10/97 Third Amendment 3/1/02 Letter 6/30/03 XXXXXX & ASSOCIATES Lease 5/22/02 LARK SHOES AND REPAIR (XXXXX AND Lease 10/26/78 XXXXXX XXXXXXXX) First Amendment 9/1/80 Extension of Lease 10/31/88 Lease 3/16/94 Lease 12/14/01 LARKSPUR LANDING OPTOMETRY Lease 1/31/97 First Amendment 1/6/03 LARKSPUR LANDING VETERINARY HOSPITAL Lease 8/28/78 First Amendment 9/1/80 Second Amendment 7/31/89 Letter Agreement 8/28/78 Third Amendment 6/15/93 Assignment of Lease 9/10/96 First Amendment to Assignment of 11/15/96 Lease MARIN BREWING COMPANY Lease 7/1/88 First Amendment 10/6/88 Certificate of Tenant and Term 4/3/89 Agreement Second Amendment 7/8/91 4 Third Amendment 7/8/91 Certificate of Tenant and Term 10/18/91 Agreement Fourth Amendment 2/16/94 Lease Apr-03 Letter 4/16/01 First Amendment 10/1/03 MARIN VISITORS BUREAU Lease 6/4/98 First Amendment Second Amendment 8/30/02 XXXXXXX CLEANERS Lease 9/15/90 First Amendment 12/31/90 Letter Agreement 9/15/90 Certificate of Tenant and Term 10/21/91 Agreement Second Amendment 3/13/01 XXXXXX RESTAURANT (XXXXXXX XXXXXX) Lease (expired) 3/17/78 Certificate of Lease (expired) 7/16/79 (expired) 9/1/80 Extension of Lease (expired) 11/20/89 Extension of Lease (expired) 7/27/94 Amendment (expired) 7/29/97 Lease Mar-01 First Amendment 5/24/02 XXXXXX XXXXX JEWELERS Lease 4/1/02 First Amendment 2/1/03 XXXXXX XXXXX CORPORATION, INC. Lease 12/6/94 First Amendment 9/15/95 Certificate of Tenant and Term 9/18/95 Agreement Second Amendment 1/15/99 Settlement Agreement 1/15/99 THE RAGGED SAILOR GALLERY AND FRANERY Lease 8/31/78 (XXXX XXXXX) Certificate of Lessee 8/2/79 First Amendment 9/1/80 Second Amendment 6/8/81 Third Amendment 11/2/81 Extension of Lease 7/7/86 Fifth Amendment 8/1/88 Letter Agreement 8/31/78 Sixth Amendment 1/28/92 Seventh Amendment 2/1/94 Eight Amendment 5/2/95 Ninth Amendment 1/15/96 Tenth Amendment 1/31/97 Lease 3/2/01 RED FILL STUDIOS, INC. Lease 6/3/02 ROADRUNNER BURRITO Lease 12/15/93 First Amendment 1/31/97 Second Amendment undated Third Amendment 7/1/99 Letter 6/29/01 Letter 6/28/02 Letter 6/25/03 SUSHI KO (XXXXX X. XXXXXX) Lease 4/1/81 First Amendment 10/19/81 Extension of Lease 6/22/84 Extension of Lease 8/15/89 Second Amendment 8/31/99 TOGO'S (XXXXXXX AND XXXXX XXXXXXX) Lease 3/15/98 TRAVELEX AMERICA (ATM) Lease 7/24/97 Assignment of Lease undated WEIGHT WATCHERS NORTH AMERICA, INC. Lease 3/1/88 First Amendment 5/13/91 Lease Assignment and Assumption 9/27/92 Second Amendment 10/1/01 Lease 11/20/02 Commencement Date Memorandum 12/1/02 YOGA STUDIO Lease 2/15/02 Commencement Date Memorandum undated CONTRACTS ADT Alarm and Security Systems, Inc. Fire sprinkler flow monitoring 4/1/96 Buildings 1-5 Empire Elevator Co., Inc. Elevator Maintenance & 24 hour 9/1/03 monitoring C & C Security Patrol, Inc. Center Security 8/24/03 Diversified Fire Protection 24 hour monitoring of buildings 9/21/01 1201, 1401, 1601, 2601, & 2801 Diablo Hydrojetting Sewer line maintenance 3/16/98 Gardener's Guild, Inc. Landscaping 9/21/01 Crystal Clear Pools Service, Fountain Maintenance 3/17/02 Supplies, and Repairs MBM Janitorial Service 1/1/98 Mainstreet Awning Maintenance Awning cleaning 9/24/99 Muzak Limited Partnership Music in Buildings 1-5 7/21/95 Republic Electric Parking Lot 2/1/03 Terminix 11/16/01 U.S. Bancorp/BLC Capital - Office Trash compactor Lease 10/6/97 Equipment Finance Services TRAILING DOCUMENTS DATE SENT TO INLAND GROUP BY SECURED # ITEMS CAPITAL CORP COMMENT -------------------------------------------------------------------------------------------------------------------
Appears in 1 contract
Samples: Purchase and Sale Agreement and Joint Escrow Instructions
Escrow Holder. The undersigned Escrow Holder hereby acknowledges receipt of a fully executed copy of the foregoing Agreement on this date and agrees to act abide by the escrow instructions contained therein, and hereby confirms that the Effective Date of the Agreement is as the set forth below. Escrow Holder pursuant to the foregoing Agreement. CHICAGO TITLE INSURANCE COMPANY Holder: By: ------------------------------------ Name: Xxxxx Xxxxxx ---------------------------------- TitleIts: Assistant Vice President/Senior --------------------------------- Escrow Officer --------------------------------- DatedEffective Date: --------------------------------- ---------------------------------------- Address: 000 X. Xxxxx Street ----------------------------- Chicago, Illinois 60523 ----------------------------- ---------------------------------------- ---------------------------------------- ---------------------------------------- Attn: Xxxxx Xxxxxx ----------------------------- Phone: (000) 000-0000 ----------------------------- Facsimile: (000) 000 0000 ----------------------------- EXHIBITS EXHIBIT A Property Description LEGAL DESCRIPTION OF REAL PROPERTY 000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx, XX 00000 EXHIBIT B Intentionally Deleted MAP OF REAL PROPERTY Visual Depiction of 000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx, XX 00000 (APN 233-370-07) EXHIBIT C Due Diligence Completion Easement for Roadway Purposes Purchase and Decision Dates Sale Agreement and Joint Escrow Instructions – 000 Xxxx Xxxxxxxx Street, Tracy 43 3223867_1 EXHIBIT D List of Due Diligence Materials EXHIBIT E Schedule of Leases EXHIBIT F List of Service Contracts EXHIBIT G Intentionally Deleted EXHIBIT H Form of Tenant Estoppel Certificates EXHIBIT I Intentionally Deleted EXHIBIT J Form of Grant Deed EXHIBIT K Form of Xxxx of Sale EXHIBIT L Form of Assignment and Assumption Agreement EXHIBIT M Form of General Assignment EXHIBIT N Form of Owner's Statement EXHIBIT O E&O Lease Terms EXHIBIT A PROPERTY DESCRIPTION ALL THAT CERTAIN real property situate in the City of LarkspurRECORDING REQUESTED BY Old Republic Title Holding Company, County of MarinInc. AND WHEN RECORDED MAIL DOCUMENT TO: Tracy Unified School District c/o Xxxxxxx X. Xxxxxxx, State of California, described as follows: Lots 335 through 338, inclusive, as shown upon that certain Map entitled "Map of Larkspur Landing", filed for record August 12, 1977 in Volume 17 of Maps, at Page 5, Marin County RecordsEsq. EXHIBIT B INTENTIONALLY DELETED EXHIBIT C DUE DILIGENCE COMPLETION AND DECISION DATES Effective Date December 12, 2003 Initial Deposit non-refundable December 16, 2003 Natural Hazard Report to be delivered to Buyer December 21, 2003 Title Objections due December 16, 2003 Seller's Title Notice due December 19, 2003 Contingency Date December 22, 2003 Additional Deposit Non-Refundable December 22, 2003 Closing deliveries due January 12, 2004 Closing Date January 13, 2004, or such earlier or later date as Buyer and Seller may mutually agree. EXHIBIT D LIST OF DUE DILIGENCE MATERIALS INITIAL PACKAGE Rent Roll Rent Roll as of 9/17/03 Lease Documents, Addendums and Agreements See Attached Worksheet Tab for Leases Tenant Expense Reimbursement Schedules Operating Expenses - 2003 Estimated Recovery Letters to Tenants 2002 CAM Reconciliations Letters and 2003 CAM Estimates Letters Commencement Letters Commencement Date Memorandums - for California State Automobile Inter-Insurance Bureau, Bay Area Wireless Resource, Inc., Bed, Bath & Beyond, Inc., Determined Productions, Inc., Fidelity Brokerage Services, LLC, Xxxxxx & Associates, Inc., Xxxxxxx Xxxxxx 000 Xxxxxxx Xxxxxx, Xxxxxx Xxxxxxx and Xxxxx Inciard0000 Xxx Xxxxxxxxx, Red Hill Studios, Inc., Weight Watchers North America, Inc., and The Yoga Studio, LLC Rent Increase Letters (CPI) CPI Increase Letters XX 00000 Space Above This Line for tenants who have CPI increase clauses in their leases For Year To Date August 2003, and for Years 2002, 2001, and 2000 Property Tax Bills Real Estate Property Tax History and Bills from 1993/1994 through 2003/2004 for Parcel No. Recorder’s Use Only A.P.N.: 000-000-00 Operating Statements File No.: GRANT DEED The Undersigned Grantor(s) Declare(s): DOCUMENTARY TRANSFER TAX THE UNDERSIGNED GRANTOR(S) DECLARE(S): THIS INSTRUMENT IS EXEMPT FROM RECORDING FEES (last 3 yearsGOVT. CODE 27383 AND FROM DOCUMENTARY TRANSFER TAX (XXX.XX TAXATION CODE 11922; CITY TRANSFER TAX $NONE; SURVEY MONUMENT FEE $N/A [ x ] computed on the consideration or full value of property conveyed, OR [ ] computed on the consideration or full value less value of liens and/or encumbrances remaining at time of sale, [ ] unincorporated area; [ X ] City of Xxxxx, and FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, San Xxxxxxx Lumber Company, a registered California corporation, hereby GRANTS to Xxxxx Unified School District, a California public school district, the following described property in the City of Xxxxx, County of San Xxxxxxx, State of California: San Xxxxxxx Lumber Company, a registered California corporation By: Title: California All-Purpose Certificate of Acknowledgment A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) ) ss. COUNTY OF SAN XXXXXXX ) On , 2018, before me, , Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), YTD Result Operating Statements and that by his/her/their signature on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Witness my hand and official seal. Signature of Notary EXHIBIT E PROPERTY OWNER CONSENT TO PROPERTY ACCESS, INTRUSIVE TESTING, AND REPAIR Exhibit F Termination of Easement RECORDING REQUESTED BY Old Republic Title Holding Company, Inc. AND WHEN RECORDED MAIL DOCUMENT TO: Xxxxx Unified School District c/o Xxxxxxx X. Xxxxxxx, Esq. Xxxxxx Xxxxxxx Xxxxxx 000 Xxxxxxx Xxxxxx, Xxxxx 0000 Xxx Xxxxxxxxx, XX 00000 Space Above This Line for Year To Date 10/2003 and Year End 12/31/02 and Year End 12/31/01 Accounts Payable/Receivable Accounts Receivable Prepaids Recorder’s Use Only This document is exempt from a recording fee pursuant to Government Code Section 6103 TERMINATION OF EASEMENT (APN: ) This Termination of Easement, dated for purposes of identification only as of 9/30/03 Historical Capital Expenditures Capital Budgets since purchase 4/99 to 9/03 Utility Bills - Monthly YTD , 2018, is made by and prior 12 months Marin Sanitary Service Invoices from 8/02 through 9/03 Marin Municipal Water District bills from 8/02 through 8/03 Pacific Gas and Electric bills from 9/26/02 through 9/25/03 Vendor List and Service Contracts See attached listing LEGAL Legal description and ALTA Survey A.L.T.A. Survey prepared by Xxxx & Xxxxxxbetween Xxxxx Unified School District, dated and last revised 3/24/99 Licenses and Permits Permit to Operate an Elevator dated 1/27/03 and will expire on 1/27/04 Proof of Insurance Certificates of Liability Insurance - liability and excess coverage - coverage period from 9/1/03 to 9/1/04 - insurers are Firemans Fund Insurance Co. and American Guarantee & Liability Evidence of Property Insurance - All Risk Property Insurance - coverage period from 9/1/03 to 9/1/04 - insurer is Firemans Fund Zoning Ordinance No. 912 - City of Larkspur - amending uses in the Larkspur Landing Shopping Center Ordinance #688 dated 11/3/82, #807 dated 9/5/90, #858 dated 10/12/93, #872 dated 6/13/95a California public school district (“District”), and #888 dated 11/18/97 Site Plan/Survey San Xxxxxxx Lumber Company, a California corporation (Blueprint or 8.5x11) Site Plan Personal Property Office Furniture and Equipment Inventory, Outdoor Furniture and Storage Areas Inventory, Storage Area Inventory, Personal Property Belonging To Vendors, Terracotta Pot Inventory LEASES 24 HOUR FITNESS Lease 8/1/89 First Amendment 5/8/90 Letter Agreement Amending Lease 3/18/91 Second Amendment 11/22/93 Third Amendment 1/4/96 Letter 9/8/97 Fourth Amendment May-00 Revocable License Agreement 11/28/01 ALL CALIFORNIA MORTGAGE, INC Lease 3/7/94 First Amendment 11/1/01 Second Amendment 9/27/02 Commencement Letter 9/27/02 ALLSTATE INSURANCE (XXXXXXX XXXXXXX) Lease 10/13/98 First Amendment 12/1/01 AMERICAN NAILS (XXXX X. AND Lease 8/31/96 XXXX-XXX XXXXXX First Amendment 9/18/96 Second Amendment 7/31/03 XXXXX CLINIC / SOLD TO MATRIX Lease 9/30/94 REHABILITATION, INC. Certificate of Tenant and Term 6/5/95 Agreement First Amendment 8/1/95 Assignment and Assumption of 5/1/97 Lease and Lessor's Consent Global Settlement Agreement and 9/4/97 Mutual Release of All Claims Purchase and Sale Agreement 3/5/98 Assignment of Lease and Consent 5/1/97 of Landlord AVANTI FINE ARTS (XXXX XXXXXXXXX) Lease 8/7/02 First Amendment 11/1/02 BAY WIRELESS RESOURCE Lease 4/14/03 BED BATH & Beyond Lease June-02 Memorandum of Lease June-02 XX. XXXXXXX X. BRICCA, D.D.S. Lease 4/15/88 First Amendment 3/25/93 Second Amendment 4/27/98 Third Amendment 8/5/03 XXXXXX XXXXXXX AND XXXXX INCIARD Lease 5/6/03 Commencement Date Memorandum 5/28/03 CALIFORNIA STATE AUTOMOBILE Lease 3/10/03 INTER-INSURANCE BUREAU XXXXXX ALLEY Lease Jun-01 DETERMINED PRODUCTIONS, INC. Lease 12/21/00 FIDELITY BROKERAGE SERVICES, LLC Lease 2/1/01 3 GENERAL NUTRITION CENTER Lease 10/5/93 Certificate of Tenant and Term 1/13/94 Agreement Letter 7/27/98 GOLDEN GATE PRINTING (VESTA Lease 2/27/96 INDUSTRIES, INC“SJLC”).) First Amendment 7/6/98 Second Amendment 1/15/03 Third Amendment 9/3/03 J.R. MUGGS Lease 3/18/87 Certificate of Tenant and Term 6/11/87 Agreement First Amendment 2/24/92 Second Amendment 6/10/97 Third Amendment 3/1/02 Letter 6/30/03 XXXXXX & ASSOCIATES Lease 5/22/02 LARK SHOES AND REPAIR (XXXXX AND Lease 10/26/78 XXXXXX XXXXXXXX) First Amendment 9/1/80 Extension of Lease 10/31/88 Lease 3/16/94 Lease 12/14/01 LARKSPUR LANDING OPTOMETRY Lease 1/31/97 First Amendment 1/6/03 LARKSPUR LANDING VETERINARY HOSPITAL Lease 8/28/78 First Amendment 9/1/80 Second Amendment 7/31/89 Letter Agreement 8/28/78 Third Amendment 6/15/93 Assignment of Lease 9/10/96 First Amendment to Assignment of 11/15/96 Lease MARIN BREWING COMPANY Lease 7/1/88 First Amendment 10/6/88 Certificate of Tenant and Term 4/3/89 Agreement Second Amendment 7/8/91 4 Third Amendment 7/8/91 Certificate of Tenant and Term 10/18/91 Agreement Fourth Amendment 2/16/94 Lease Apr-03 Letter 4/16/01 First Amendment 10/1/03 MARIN VISITORS BUREAU Lease 6/4/98 First Amendment Second Amendment 8/30/02 XXXXXXX CLEANERS Lease 9/15/90 First Amendment 12/31/90 Letter Agreement 9/15/90 Certificate of Tenant and Term 10/21/91 Agreement Second Amendment 3/13/01 XXXXXX RESTAURANT (XXXXXXX XXXXXX) Lease (expired) 3/17/78 Certificate of Lease (expired) 7/16/79 (expired) 9/1/80 Extension of Lease (expired) 11/20/89 Extension of Lease (expired) 7/27/94 Amendment (expired) 7/29/97 Lease Mar-01 First Amendment 5/24/02 XXXXXX XXXXX JEWELERS Lease 4/1/02 First Amendment 2/1/03 XXXXXX XXXXX CORPORATION, INC. Lease 12/6/94 First Amendment 9/15/95 Certificate of Tenant and Term 9/18/95 Agreement Second Amendment 1/15/99 Settlement Agreement 1/15/99 THE RAGGED SAILOR GALLERY AND FRANERY Lease 8/31/78 (XXXX XXXXX) Certificate of Lessee 8/2/79 First Amendment 9/1/80 Second Amendment 6/8/81 Third Amendment 11/2/81 Extension of Lease 7/7/86 Fifth Amendment 8/1/88 Letter Agreement 8/31/78 Sixth Amendment 1/28/92 Seventh Amendment 2/1/94 Eight Amendment 5/2/95 Ninth Amendment 1/15/96 Tenth Amendment 1/31/97 Lease 3/2/01 RED FILL STUDIOS, INC. Lease 6/3/02 ROADRUNNER BURRITO Lease 12/15/93 First Amendment 1/31/97 Second Amendment undated Third Amendment 7/1/99 Letter 6/29/01 Letter 6/28/02 Letter 6/25/03 SUSHI KO (XXXXX X. XXXXXX) Lease 4/1/81 First Amendment 10/19/81 Extension of Lease 6/22/84 Extension of Lease 8/15/89 Second Amendment 8/31/99 TOGO'S (XXXXXXX AND XXXXX XXXXXXX) Lease 3/15/98 TRAVELEX AMERICA (ATM) Lease 7/24/97 Assignment of Lease undated WEIGHT WATCHERS NORTH AMERICA, INC. Lease 3/1/88 First Amendment 5/13/91 Lease Assignment and Assumption 9/27/92 Second Amendment 10/1/01 Lease 11/20/02 Commencement Date Memorandum 12/1/02 YOGA STUDIO Lease 2/15/02 Commencement Date Memorandum undated CONTRACTS ADT Alarm and Security Systems, Inc. Fire sprinkler flow monitoring 4/1/96 Buildings 1-5 Empire Elevator Co., Inc. Elevator Maintenance & 24 hour 9/1/03 monitoring C & C Security Patrol, Inc. Center Security 8/24/03 Diversified Fire Protection 24 hour monitoring of buildings 9/21/01 1201, 1401, 1601, 2601, & 2801 Diablo Hydrojetting Sewer line maintenance 3/16/98 Gardener's Guild, Inc. Landscaping 9/21/01 Crystal Clear Pools Service, Fountain Maintenance 3/17/02 Supplies, and Repairs MBM Janitorial Service 1/1/98 Mainstreet Awning Maintenance Awning cleaning 9/24/99 Muzak Limited Partnership Music in Buildings 1-5 7/21/95 Republic Electric Parking Lot 2/1/03 Terminix 11/16/01 U.S. Bancorp/BLC Capital - Office Trash compactor Lease 10/6/97 Equipment Finance Services TRAILING DOCUMENTS DATE SENT TO INLAND GROUP BY SECURED # ITEMS CAPITAL CORP COMMENT -------------------------------------------------------------------------------------------------------------------
Appears in 1 contract
Samples: Purchase and Sale Agreement and Joint Escrow Instructions
Escrow Holder. The undersigned ESCROW HOLDER, by its execution below, hereby accepts (as of the date first above written) the foregoing Agreement and agrees to act as the Escrow Holder pursuant to the foregoing AgreementCompany under this Agreement in strict accordance with its terms. CHICAGO COMMONWEALTH LAND TITLE INSURANCE COMPANY By: ------------------------------------ Name/s/ Mai-Ly Xxxxx Its: Mai-Ly Xxxxx Xxxxxx ---------------------------------- Title: Assistant Vice President/Senior --------------------------------- Sr. Commercial Escrow Officer --------------------------------- DatedEXHIBIT A-1 LEGAL DESCRIPTION OF PROPERTY (CHESTERFIELD MALL) Chesterfield Towne Center (Richmond, VA) Exhibit A-1 EXHIBIT A-2 LEGAL DESCRIPTION OF PROPERTY (SALISBURY MALL) The Centre at Salisbury (Salisbury, MD) Exhibit X-0 XXXXXXX X-0 SCHEDULE OF LEASES (CHESTERFIELD MALL) Tenant Document Date Exhibit B-1 EXHIBIT B-2 SCHEDULE OF LEASES (SALISBURY MALL) Tenant Document Date Exhibit B-2 EXHIBIT B-3 SCHEDULE OF LICENSES (CHESTERFIELD MALL) Exhibit B-3 EXHIBIT B-4 SCHEDULE OF LICENSES (SALISBURY MALL) Exhibit B-4 EXHIBIT C FORM OF BARGAIN AND SALE DEED RECORDING REQUESTED BYAND WHEN RECORDED, RETURN TO: --------------------------------- ---------------------------------------- Address: 000 X. Xxxxx Street ----------------------------- Chicago, Illinois 60523 ----------------------------- ---------------------------------------- ---------------------------------------- ---------------------------------------- [_____________][_____________][_____________]Attn: Xxxxx Xxxxxx ----------------------------- Phone[_____________] MAIL TAX STATEMENTS TO: [_____________][_____________][_____________]Attn: [_____________] FOR RECORDER’S USE BARGAIN AND SALE DEED For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, MACERICH SCG LIMITED PARTNERSHIP, a California limited partnership (000“Grantor”) 000-0000 ----------------------------- Facsimile: does hereby grant and convey to [_____________], a [_____________] (000) 000 0000 ----------------------------- EXHIBITS EXHIBIT A Property Description EXHIBIT B Intentionally Deleted EXHIBIT C Due Diligence Completion “Grantee”), its successors and Decision Dates EXHIBIT D List of Due Diligence Materials EXHIBIT E Schedule of Leases EXHIBIT F List of Service Contracts EXHIBIT G Intentionally Deleted EXHIBIT H Form of Tenant Estoppel Certificates EXHIBIT I Intentionally Deleted EXHIBIT J Form of Deed EXHIBIT K Form of Xxxx of Sale EXHIBIT L Form of Assignment and Assumption Agreement EXHIBIT M Form of General Assignment EXHIBIT N Form of Owner's Statement EXHIBIT O E&O Lease Terms EXHIBIT A PROPERTY DESCRIPTION ALL THAT CERTAIN assigns, forever, the following real property situate situated in the City of LarkspurSalisbury, County of MarinWicomico, State of CaliforniaMaryland: See Exhibit A attached hereto and made a part hereof by this reference, described as follows: Lots 335 through 338together with the improvements thereon and the tenements, inclusivehereditaments and appurtenances thereto belonging, as shown upon and the rents, issues and profits thereof. Grantor hereby covenants that certain Map entitled "Map of Larkspur Landing", filed for record August 12, 1977 in Volume 17 of Maps, at Page 5, Marin County Records. EXHIBIT B INTENTIONALLY DELETED EXHIBIT C DUE DILIGENCE COMPLETION AND DECISION DATES Effective Date December 12, 2003 Initial Deposit non-refundable December 16, 2003 Natural Hazard Report it has not done or suffered to be delivered done any act, matter or thing whatsoever, to Buyer December 21, 2003 Title Objections due December 16, 2003 Seller's Title Notice due December 19, 2003 Contingency Date December 22, 2003 Additional Deposit Non-Refundable December 22, 2003 Closing deliveries due January 12, 2004 Closing Date January 13, 2004, or such earlier or later date as Buyer and Seller may mutually agree. EXHIBIT D LIST OF DUE DILIGENCE MATERIALS INITIAL PACKAGE Rent Roll Rent Roll as of 9/17/03 Lease Documents, Addendums and Agreements See Attached Worksheet Tab for Leases Tenant Expense Reimbursement Schedules Operating Expenses - 2003 Estimated Recovery Letters to Tenants 2002 CAM Reconciliations Letters and 2003 CAM Estimates Letters Commencement Letters Commencement Date Memorandums - for California State Automobile Inter-Insurance Bureau, Bay Area Wireless Resource, Inc., Bed, Bath & Beyond, Inc., Determined Productions, Inc., Fidelity Brokerage Services, LLC, Xxxxxx & Associates, Inc., Xxxxxxx Xxxxxx, Xxxxxx Xxxxxxx and Xxxxx Inciard, Red Hill Studios, Inc., Weight Watchers North America, Inc.encumber the property hereby conveyed; that it will warrant specially the property hereby granted, and The Yoga Studiothat it will execute such further assurances as may be requisite; provided, LLC Rent Increase Letters (CPI) CPI Increase Letters for tenants who have CPI increase clauses in their leases For Year To Date August 2003however, that this conveyance and such covenants are made subject to all current and future taxes and assessments not due and payable, and for Years 2002liens, 2001encumbrances, reservations in patents, covenants, conditions, restrictions, rights of way, easements and 2000 Property Tax Bills Real Estate Property Tax History and Bills from 1993/1994 through 2003/2004 for Parcel Noother matters of record. 000-000-00 Operating Statements (last 3 years)THIS IS TO CERTIFY THAT THE WITHIN INSTRUMENT HAS BEEN PREPARED BY, YTD Result Operating Statements for Year To Date 10/2003 and Year End 12/31/02 and Year End 12/31/01 Accounts Payable/Receivable Accounts Receivable Prepaids as of 9/30/03 Historical Capital Expenditures Capital Budgets since purchase 4/99 to 9/03 Utility Bills - Monthly YTD and prior 12 months Marin Sanitary Service Invoices from 8/02 through 9/03 Marin Municipal Water District bills from 8/02 through 8/03 Pacific Gas and Electric bills from 9/26/02 through 9/25/03 Vendor List and Service Contracts See attached listing LEGAL Legal description and ALTA Survey A.L.T.A. Survey prepared by Xxxx & XxxxxxOR UNDER THE SUPERVISION, dated and last revised 3/24/99 Licenses and Permits Permit to Operate an Elevator dated 1/27/03 and will expire on 1/27/04 Proof of Insurance Certificates of Liability Insurance - liability and excess coverage - coverage period from 9/1/03 to 9/1/04 - insurers are Firemans Fund Insurance Co. and American Guarantee & Liability Evidence of Property Insurance - All Risk Property Insurance - coverage period from 9/1/03 to 9/1/04 - insurer is Firemans Fund Zoning Ordinance NoOF THE UNDERSIGNED MARYLAND ATTORNEY, OR BY A PARTY TO THIS INSTRUMENT . 912 - City of Larkspur - amending uses in the Larkspur Landing Shopping Center Ordinance #688 dated 11/3/82, #807 dated 9/5/90, #858 dated 10/12/93, #872 dated 6/13/95, and #888 dated 11/18/97 Site Plan/Survey (Blueprint or 8.5x11) Site Plan Personal Property Office Furniture and Equipment Inventory, Outdoor Furniture and Storage Areas Inventory, Storage Area Inventory, Personal Property Belonging To Vendors, Terracotta Pot Inventory LEASES 24 HOUR FITNESS Lease 8/1/89 First Amendment 5/8/90 Letter Agreement Amending Lease 3/18/91 Second Amendment 11/22/93 Third Amendment 1/4/96 Letter 9/8/97 Fourth Amendment May-00 Revocable License Agreement 11/28/01 ALL CALIFORNIA MORTGAGE, INC Lease 3/7/94 First Amendment 11/1/01 Second Amendment 9/27/02 Commencement Letter 9/27/02 ALLSTATE INSURANCE (XXXXXXX XXXXXXX) Lease 10/13/98 First Amendment 12/1/01 AMERICAN NAILS (XXXX X. AND Lease 8/31/96 XXXX-XXX XXXXXX First Amendment 9/18/96 Second Amendment 7/31/03 XXXXX CLINIC / SOLD TO MATRIX Lease 9/30/94 REHABILITATION, INC. Certificate of Tenant and Term 6/5/95 Agreement First Amendment 8/1/95 Assignment and Assumption of 5/1/97 Lease and Lessor's Consent Global Settlement Agreement and 9/4/97 Mutual Release of All Claims Purchase and Sale Agreement 3/5/98 Assignment of Lease and Consent 5/1/97 of Landlord AVANTI FINE ARTS (XXXX XXXXXXXXX) Lease 8/7/02 First Amendment 11/1/02 BAY WIRELESS RESOURCE Lease 4/14/03 BED BATH & Beyond Lease June-02 Memorandum of Lease June-02 XX. XXXXXXX X. BRICCA, D.D.S. Lease 4/15/88 First Amendment 3/25/93 Second Amendment 4/27/98 Third Amendment 8/5/03 XXXXXX XXXXXXX AND XXXXX INCIARD Lease 5/6/03 Commencement Date Memorandum 5/28/03 CALIFORNIA STATE AUTOMOBILE Lease 3/10/03 INTER-INSURANCE BUREAU XXXXXX ALLEY Lease Jun-01 DETERMINED PRODUCTIONS, INC. Lease 12/21/00 FIDELITY BROKERAGE SERVICES, LLC Lease 2/1/01 3 GENERAL NUTRITION CENTER Lease 10/5/93 Certificate of Tenant and Term 1/13/94 Agreement Letter 7/27/98 GOLDEN GATE PRINTING (VESTA Lease 2/27/96 INDUSTRIES, INC.) First Amendment 7/6/98 Second Amendment 1/15/03 Third Amendment 9/3/03 J.R. MUGGS Lease 3/18/87 Certificate of Tenant and Term 6/11/87 Agreement First Amendment 2/24/92 Second Amendment 6/10/97 Third Amendment 3/1/02 Letter 6/30/03 XXXXXX & ASSOCIATES Lease 5/22/02 LARK SHOES AND REPAIR (XXXXX AND Lease 10/26/78 XXXXXX XXXXXXXX) First Amendment 9/1/80 Extension of Lease 10/31/88 Lease 3/16/94 Lease 12/14/01 LARKSPUR LANDING OPTOMETRY Lease 1/31/97 First Amendment 1/6/03 LARKSPUR LANDING VETERINARY HOSPITAL Lease 8/28/78 First Amendment 9/1/80 Second Amendment 7/31/89 Letter Agreement 8/28/78 Third Amendment 6/15/93 Assignment of Lease 9/10/96 First Amendment to Assignment of 11/15/96 Lease MARIN BREWING COMPANY Lease 7/1/88 First Amendment 10/6/88 Certificate of Tenant and Term 4/3/89 Agreement Second Amendment 7/8/91 4 Third Amendment 7/8/91 Certificate of Tenant and Term 10/18/91 Agreement Fourth Amendment 2/16/94 Lease Apr-03 Letter 4/16/01 First Amendment 10/1/03 MARIN VISITORS BUREAU Lease 6/4/98 First Amendment Second Amendment 8/30/02 XXXXXXX CLEANERS Lease 9/15/90 First Amendment 12/31/90 Letter Agreement 9/15/90 Certificate of Tenant and Term 10/21/91 Agreement Second Amendment 3/13/01 XXXXXX RESTAURANT (XXXXXXX XXXXXX) Lease (expired) 3/17/78 Certificate of Lease (expired) 7/16/79 (expired) 9/1/80 Extension of Lease (expired) 11/20/89 Extension of Lease (expired) 7/27/94 Amendment (expired) 7/29/97 Lease Mar-01 First Amendment 5/24/02 XXXXXX XXXXX JEWELERS Lease 4/1/02 First Amendment 2/1/03 XXXXXX XXXXX CORPORATION, INC. Lease 12/6/94 First Amendment 9/15/95 Certificate of Tenant and Term 9/18/95 Agreement Second Amendment 1/15/99 Settlement Agreement 1/15/99 THE RAGGED SAILOR GALLERY AND FRANERY Lease 8/31/78 (XXXX XXXXX) Certificate of Lessee 8/2/79 First Amendment 9/1/80 Second Amendment 6/8/81 Third Amendment 11/2/81 Extension of Lease 7/7/86 Fifth Amendment 8/1/88 Letter Agreement 8/31/78 Sixth Amendment 1/28/92 Seventh Amendment 2/1/94 Eight Amendment 5/2/95 Ninth Amendment 1/15/96 Tenth Amendment 1/31/97 Lease 3/2/01 RED FILL STUDIOS, INC. Lease 6/3/02 ROADRUNNER BURRITO Lease 12/15/93 First Amendment 1/31/97 Second Amendment undated Third Amendment 7/1/99 Letter 6/29/01 Letter 6/28/02 Letter 6/25/03 SUSHI KO (XXXXX X. XXXXXX) Lease 4/1/81 First Amendment 10/19/81 Extension of Lease 6/22/84 Extension of Lease 8/15/89 Second Amendment 8/31/99 TOGO'S (XXXXXXX AND XXXXX XXXXXXX) Lease 3/15/98 TRAVELEX AMERICA (ATM) Lease 7/24/97 Assignment of Lease undated WEIGHT WATCHERS NORTH AMERICA, INC. Lease 3/1/88 First Amendment 5/13/91 Lease Assignment and Assumption 9/27/92 Second Amendment 10/1/01 Lease 11/20/02 Commencement Date Memorandum 12/1/02 YOGA STUDIO Lease 2/15/02 Commencement Date Memorandum undated CONTRACTS ADT Alarm and Security Systems, Inc. Fire sprinkler flow monitoring 4/1/96 Buildings 1-5 Empire Elevator Co., Inc. Elevator Maintenance & 24 hour 9/1/03 monitoring C & C Security Patrol, Inc. Center Security 8/24/03 Diversified Fire Protection 24 hour monitoring of buildings 9/21/01 1201, 1401, 1601, 2601, & 2801 Diablo Hydrojetting Sewer line maintenance 3/16/98 Gardener's Guild, Inc. Landscaping 9/21/01 Crystal Clear Pools Service, Fountain Maintenance 3/17/02 Supplies, and Repairs MBM Janitorial Service 1/1/98 Mainstreet Awning Maintenance Awning cleaning 9/24/99 Muzak Limited Partnership Music in Buildings 1-5 7/21/95 Republic Electric Parking Lot 2/1/03 Terminix 11/16/01 U.S. Bancorp/BLC Capital - Office Trash compactor Lease 10/6/97 Equipment Finance Services TRAILING DOCUMENTS DATE SENT TO INLAND GROUP BY SECURED # ITEMS CAPITAL CORP COMMENT -------------------------------------------------------------------------------------------------------------------Exhibit C-1
Appears in 1 contract
Samples: Purchase and Sale Agreement (Rouse Properties, Inc.)
