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HomeMy WebLinkAbout2013-07-09 - AGENDA REPORTS - OPN SPC PRCH302 ACRS LAS LOMAS (2)Agenda Item: IS CITY OF SANTA CLARIT.A AGENDA REPORT NEW BUSINESS City Manager Approval: Item to be presented by: DATE: July 9, 2013 SUBJECT: PRESERVATION OF 302+/- ACRES OF REAL PROPERTY, FORMER LAS LOMAS DEVELOPMENT, NEWHALL PASS AREA, ASSESSOR'S PARCELS 2827-028-005, 2827-028-006, 2827-028-007,2827-028-008,2827-028-019,2827-028-020, 2827-029-004 AND 2827-029-016. DEPARTMENT: Parks, Recreation, and Community Services RECOMMENDED ACTION City Council approve participation in the purchase of 302 +/- acres of real property located in the Newhall Pass/I5 Corridor area within unincorporated Los Angeles County, Assessor's Parcels 2827-028-005, 2827-028-006, 2827-028-007, 2827-029-008, 2827-028-019, 2827-028-020,2827-029-004, and 2827-029-016. 2, Appropriate $2,000,000 from Open Space Preservation District Fund Balance (Fund 358) to Open Space Preservation District Expenditure Account 12592-5201.004 (Land) for the purchase of the property; appropriate $50,000 from the Open Space Preservation District Fund Balance (Fund 358) to Open Space Preservation District Expenditure Account 12592-5201.004 (Land) for costs associated with escrow, title, and other transaction -related costs, including due diligence, attorney, and professional services fees not to exceed $50,000; and appropriate $50,000 from the Open Space Preservation District Fund Balance (Fund 358) to Open Space Preservation District Expenditure Account 12592-5201.008 (Improvements other than Buildings) for property improvements. 3. Appropriate $650,000 from Open Space Preservation District Fund Balance (Fund 358) to Open Space Preservation District Expenditure Account 12592-5201.004 (Land) in the event funds are required due to the uncertainty and timing of grant funding. 4. Appropriate $10,000 on an ongoing basis from Open Space Preservation District Fund Balance (Fund 358) to Open Space Preservation District Expenditure Account 12592-5185.003 (Taxes/Licenses/Fees) for the payment of annual property tax. 5. Approve the Funding and Transfer Agreement between the City and the Trust for Public Land. 6. Approve the acquisition of 302 +/- acres of real property located in the Newhall Pass/I5 Corridor area within unincorporated Los Angeles County, Assessor's Parcels 2827-028-005, 2827 -028 -006,2827 -028-007,2827-029-008,2827-028-019,2827-028-020,2827-029-004, and 2827-029-016; in an amount not to exceed $2,760,000; and authorize the City Manager or designee to modify all documents subject to City Attorney final document approval, contingent upon the appropriation of funds by the City Council in the annual budget for such fiscal year. BACKGROUND As part of a multi -agency collaboration, the California Department of Fish and Wildlife approved the Santa Clarita Conservation Corridor, a Conceptual Area Protection Plan (CAPP), which prioritized parcels for potential acquisition under the Open Space Preservation District. The CAPP has facilitated endeavors to both preserve critical habitat in the upper Santa Clara Watershed and conserve lands considered important to maintaining wildlife connectivity. The CAPP recommends establishing linkage along and between the Golden State Freeway (I-5) and State Highway 14, connecting the Angeles National Forest to the Santa Susanna Mountains, in an area commonly referred to as the Newhall Pass. This particular linkage is important to sustaining the viability of threatened and endangered species in the region. Acquisition of these parcels is consistent with the goals and policies of the Open Space Preservation District. The Trust for Public Land (TPL) is a nonprofit land trust that facilitates the transfer of land from willing private landowners to public ownership. This is done to ensure that natural lands and wildlife habitat are preserved for future generations. In 2010, TPL initiated contact with the owners of the subject property, Gateway Ranch. Previously, this property was under threat of development as part of the proposed Las Lomas development, a residential subdivision of 5,500 units on 555 acres. At that time, the owner of Gateway Ranch was interested in continuing with development plans on his 302 acres. Over the past three years, TPL continued to engage the property owner, and successfully negotiated a purchase price of the 302 acres at the appraised value of $4,650,000. In an effort to secure the necessary acquisition funds, TPL has submitted applications to three partners to assist with this purchase. TPL has applied to the State of California Wildlife Conservation Board (CWCB) for a grant of $2,300,000. TPL also prepared a grant application on behalf of the City, seeking $350,000 from the state's Environmental Enhancement Mitigation Program (EEMP). Award of both the CWCB and EEMP grants are expected in August, 2013. Finally, TPL has submitted a request to Los Angeles County for $650,000 in funds available through Proposition A. If successful, TPL will have secured $3,300,000 to assist with the purchase. The City's participation would be the balance of remaining funds needed to complete the purchase, plus one time funds for due diligence, and one time funds for property improvements, plus ongoing funds for the payment of property tax. Upon TPL's completion of the purchase of the property, TPL will convey fee title to the City. Because the timing and receipt of the grants is uncertain, City staff is requesting that the Council authorize an additional $650,000 for interim funding to complete the purchase, with reimbursement expected in approximately 90 days after EEMP and/or Proposition A awards are made. This interim funding measure and the subsequent reimbursements are necessary due to a timing issue, as TPL must provide a complete acquisition package to the CWCB that demonstrates the City's willingness to participate in, and its financial contribution of $2,000,000 toward the acquisition and additional acquisition costs of $50,000 for escrow, title, and other related transaction fees, including due diligence, attorney, and professional services fees. Another $50,000 is needed for improvements, including gates, fencing, signs and other immediate and necessary improvements to the property, bringing the City's one-time estimated contribution to $2,100,000. If however, all the anticipated grant funds are not awarded the City can elect to withdraw its participation and terminate the agreement with TPL. As there are several grants pending, the City's proposed Funding and Transfer Agreement with TPL is structured so that funds from CWCB, EEMP, and Prop A will directly reduce the City's level of financial obligation to this purchase. The City's total final contribution towards the balance needed to complete the acquisition itself is not to exceed $2,050,000 which includes $50,000 for escrow, title and other professional fees. An additional $50,000 for site improvements and the interim funding of the pending grants of $650,000 may be required, which brings the City's potential participation to $2,760,000. If all the requested grants are successful and awarded, the City's final contribution may be as low as $1,350,000 with an additional $50,000 towards escrow and professional services, $50,000 for improvements, and the estimated property taxes at $10,000 annually. Council has previously approved participation in the amount of $2,000,000 in collaboration with TPL's efforts. Neither TPL or the CWCB will hold property ownership for the long term, and upon completion of their acquistion process, TPL will transfer fee title of the property to the City. The City will be responsible for the management and maintenance of the property and for the payment of annual property taxes. This transaction will meet the goals of the CAPP by putting private land into protected public holdings. The subject parcels are contiguous to existing open space land and will further compliment the multi -agency efforts of preserving and expanding the wildlife corridor and regional greenbelt. To date, the City has participated in the purchase of over 7,200 acres of open space. This acquisition is consistent with the goals and policies of the Open Space Preservation District, the City's General Plan, and the proposed One Valley One Vision Plan. ALTERNATIVE ACTIONS 1. Direct staff to not participate in the purchase of the subject property. 3 2. Other actions as determined by the City Council. FISCAL IMPACT Upon approval of the recommended action by the City Council, Open Space Preservation District funds in the amount of $2,650,000 for the costs associated with the property acquisition will be available in account 12592-5201.004 (Land); and $50,000 for related transaction fees will be available in account 12592-5201.004 (Land); and $50,000 for property improvements will be available in account 12592-5201.008 (Improvements Other than Buildings). In addition, $10,000 in ongoing funds will be available in account 12592-5185.003 for the payment of property tax. With $650,000 available in account 15501-5201.004 (Land) for interim grant funding. ATTACHMENTS Location Map Funding and Transfer Agreement FUNDING AND TRANSFER AGREEMENT (Gateway Ranch 37169-370) This is a Funding and Transfer Agreement (this "Agreement") dated , 2013, between THE TRUST FOR PUBLIC LAND, a California nonprofit public benefit corporation ('Transferor") and THE CITY OF SANTA CLARITA, a California general law city ('Transferee"). Transferee and Transferor may be collectively referred to herein as the "Parties." RECITALS A. The addresses and telephone numbers of the parties to this Agreement are as follows. Telephone numbers are included for information only. TRANSFEROR: TRANSFEREE: The Trust for Public Land 101 Montgomery, 9th Floor San Francisco, CA 94104 Attn: Becky Nielsen Tel: (415) 800-5276 FAX: (415) 442-0487 becky.nielsen(o)tpl.orq Copies of any notice to Transferor should also be sent to: The Trust for Public Land 101 Montgomery, 9th Floor _San Francisco, CA 94104 Attn: Gilman Miller Tel: (415) 800-5295 FAX: (415) 495-0541 g ilman. miller(o)tpl. org City of Santa Clarita 23920 Valencia Boulevard Suite 120 Santa Clarita, CA 91355-2196 Attn: Rick Gould Tel: 661-255-4978 roould(a santa-clarita.com Copies of any notice to Transferee should also be sent to: City of Santa Clarita 23920 Valencia Boulevard Suite 120 Santa Clarita, CA 91355 Attn: City Attorney B. Transferor has contracted with Gateway Ranch, LLC ("Landowner") to acquire certain real property located in the County of Los Angeles, State of California described on Exhibit A attached hereto and incorporated herein by this reference, which is approximately 302 acres. Said real property, together with all structures, improvements, fixtures, minerals, timber, crops and groundwater and riparian rights and all rights appurtenant to it, including but not limited to timber rights, mineral rights, grazing rights, and access rights, will be referred to in this Agreement as the "Property." C. Following acquisition of the Property from Landowner, Transferor desires to transfer the Property to Transferee for permanent open space protection and other conservation Gateway Ranch Funding and Transfer Agreement 610 purposes. Transferee is willing to acquire the Property from Transferor on the terms and conditions set forth in this Agreement. D. Transferor is a conservation organization having among its purposes the acquisition, for the benefit of the public, of open space, scenic and recreational lands. Transferor is exempt from taxation under Section 501(c)(3) of the Internal Revenue Code and is included in the "Cumulative List of Organizations described in Section 170(c) of the Internal Revenue Code" published by the Internal Revenue Service. Transferor is not a private foundation within the meaning of Section 509(a) of the Internal Revenue Code. THE PARTIES AGREE AS FOLLOWS: Purchase and Sale Terms. 1.1 Effective Dat6:` This Agreement shall be effective as of the date this Agreement is fully signed and delivered by both Parties (the "Effective Date'). 1.2 Transfer Value. If Transferor elects to purchase the Property as -provided herein, Transferor shall transfer the Property to Transferee and Transferee shall accept the Property from Transferor for Four Million'Six'Hundred Fifty Thousand and No/400.Dollars' ($4,650,000.00) (the "Transfer Value") payable in cash at the Close of Escrow, 5's defihed in Section 5. Provided, however,-thatTwo Million, Three Hundred Thousan&DollaF9 ($2,300,000.00) of'that Transfer Value shall be provided by a grant to Transferor from the State of California Wildlife Conservation Board. 2. Conditions to Closing. The Parties' respective obligations to close the sale of the Property shall be conditioned upon all of the following: (a) Transferor receives approval of the transaction, which is the subject of this Agreement, by the Transaction Review Committee of Transferor's Board of Directors (primarily for Transferor's benefit); (b) Transferee's approval of the title, physical, structural and environmental condition of the Property not later than September 30, 2013 ("Review Deadline") (primarily for Transferee's benefit); (c) Transferee receives approval of the transaction which is the subject of this Agreement by the Transferee's City Council (primarily for Transferee's benefit); (d) Transferor receives approval,of all due diligence, including appraisal, from the Department of General Services (primarily for Transferor's benefit); (e) Transferee is awarded Environmental Enhancement & Mitigation Program grant in the amount of Three Hundred Thousand Fifty Dollars ($350,000.00) (primarily for Transferee's benefit); (f) Transferor receives Wildlife Conservation Board funding award in the amount of Two Million Three Hundred Thousand Dollars ($2,300,000.00) which rl Transferor directs to escrow so that it may constitute a portion of the Transfer Value (primarily for Transferor's benefit); (g) Transferor receives Proposition A funds from Los Angeles County in the amount of $650,000 which Transferor directs to escrow so that it may constitute a portion of the Transfer Value (primarily for Transferor's benefit), (h) Satisfaction of all the obligations stated herein by both Transferee and Transferor, within the time periods provided in this Agreement (if any) (primarily for the benefit of the party who does not have that particular obligation); (i) Transferee may elect, but is not obligated, to waive or reduce award amount conditions identified above in (e), (f) or (g); however, the Transfer Value shall remain the same. 0) Transferee may elect, but is not obligated, to fund any remaining balance due per the direction of its City Council, with City attorney approval If any condition precedent is not satisfied or waived by the party for whose primary benefit it exists, said benefited party may terminate this Agreement by written notice to the other party, in which event the Parties shall have no further obligation to each other under this Agreement. 3. Condition of the Property. (a) Transferee and Transferor agree that, prior to the Review Deadline described in Section 2(b): (i) Transferee shall have had the opportunity to study all aspects or circumstances of the Property, which Transferee deems material or relevant, (ii) Transferee shall have requested and received from Transferor all documents, studies, test results, and materials in Transferor's possession or under its control, which are material or relevant with respect to the Property, including without limitation any environmental reports prepared by or for Transferor or in Transferor's possession or control for the Property (collectively, "Transferor's Reports"). Transferor makes no representation or warranties as to the accuracy, completeness or conclusions of Transferor's Reports; (iii) Transferee shall have had access to the Property, and (iv) Transferee shall have had the opportunity to make all inspections and verifications which Transferee deems necessary for the completion of Transferee's due diligence review for the transaction covered by this Agreement. (b) Except as otherwise expressly set forth in this Agreement, Transferee acknowledges and agrees that Transferor makes no representations or warranties as to the physical condition of the Property or in connection with any matter relating to its condition, value, fitness, use or zoning on which Transferee has relied directly or indirectly. Transferee further acknowledges and agrees that, except as expressly set W forth in this Agreement, Transferor's cooperation with Transferee in connection with Transferee's due diligence review of the Property, whether by providing the Transferor's Reports or any other documents, or permitting inspection of the Property, shall not be construed as any warranty or representation, express, implied or statutory, of any kind with respect to the condition of the Property. (c) Except as otherwise expressly provided below, Transferee hereby acknowledges and agrees that the transfer of the Property is and will be made on an "as is, where is" basis and that neither Transferor, nor any representative, agent or employee of Transferor has made, or will'make; any representations, warranties or guaranties of any kind or character whatsoever with respect to the Property. TRANSFEREE HEREBY ACKNOWLEDGES THAT IT HAS READ AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542 ("SECTION 1542") WHICH IS SET FORTH BELOW: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN' HIS',FAVOR` AT THE TIME 'OF' -EXECUTING THE RELEASE, WHICHa"IF KNOWN BY HIM` MUST HAVE MATER[ALLY`AFFECTED HIS SETTLEMENT WITH THE DEBTOR." BY INITIALING BELOW TRANSFEREE HEREBY WAIVES THE PROVISIONS OF SECTION 1542 SOLELY IN CONNECTION WITH THE MATTERS WHICH ARE THE SUBJECT OFTHE-FOREGOING. WAIVERS AND RELEASES: Transferee's Initials The waivers and releases by Transferee herein contained shall not apply to any breach of Transferor's representations or warranties under Section 9 of this Agreement or a default•by Transferor and's6ch representations and warranties and defaults shall survive the Close of Escrow and the recording'of the Grant Deed (defined below). 4. Escrow. Transferor has opened an' escrow with First American Title Insurance Company (the, 'Escrow Holder"), Kimbedeigh Toci, Escrow Officer, 100 Spear Street, Suite 1600, San Francisco, CA 94105, Phone: 415.837.2294, Fax: 415.398.1750 (the "Escrow Holder") for the purpose of closing the transfer of the Property. Escrow shall close as soon as possible but no later than December 6, 2013 ("Close of Escrow"). 5. Documents. (a) Transferor's Documents. At least one (1) business day prior to the Close of Escrow, Transferor shall deposit with Escrow Holder: (1) one (1) original duly executed, acknowledged and dated grant deed in a form suitable for recordation, conveying to Transferee or Transferee's nominee marketable, record, fee simple title to the Property ("Grant Deed") in substantially the form of Exhibit B attached hereto (or in such other form as required by the Title Company [defined I below] or Transferee's nominee) which Grant Deed shall be recorded in the Official Records of Los Angeles County, California at the Close of Escrow; (2) one (1) original duly executed and dated Certificate of Acceptance from Transferee evidencing their willingness, to accept title to the Property (to be appended to the Grant Deed; (3) one (1) original duly executed and dated affidavit from Transferor which satisfies the requirements of Section 1445 of the Internal Revenue Code, as amended, substantially in the form attached hereto as Exhibit C attached hereto. Transferor acknowledges that if Transferor is unable to certify that Transferor is not a "foreign person", and is not otherwise exempt from such section's withholding requirements, Transferee or Escrow Holder may be required to withhold a portion of the Purchase Price at the Close of Escrow according to applicable law; (4) one (1) original duly executed and dated California Form 593-C. Transferor acknowledges that if Transferor is a non -California resident pursuant to Revenue and Taxation Code Section 18662 and 18668, as amended, and is not otherwise exempted from such sections' withholding requirements, Transferee or Escrow Holder may be required to withhold a portion of the Transfer Price at the Close of Escrow according to applicable law; (5) one (1) original counterpart of escrow instructions, jointly prepared by and satisfactory to Transferor and Transferee, duly executed and dated by Transferor which shall instruct Escrow Holder in its closing of this transaction pursuant to the terms herein, the provisions of which shall not conflict the provisions of this Agreement ("Joint Escrow Instructions"), and (6) such other instruments and documents as may be reasonably required by Escrow Holder to transfer the Property to Transferee. (b) Transferee's Documents. At least one (1) business day prior to the Close of Escrow, Transferee shall deposit with Escrow Holder: (1) one (1) original duly executed and dated counterpart of the Joint Escrow Instructions; (2) one (1) Preliminary Change of Ownership Report form duly executed by Transferee; and (3) such other instruments and documents as may be reasonably required by Escrow Holder to transfer the Property to Transferee. 6. Funds. At least one (1) business day prior to the Close of Escrow, and provided that Escrow Holder has notified Transferee that Transferor has delivered all of the documents described in Section 5(a) above and is prepared to proceed to close the transaction in accordance with the terms of this Agreement, Transferee shall deposit or shall cause to be deposited with the Escrow Holder the Transfer Price (plus or minus additional sums as may be credited/debited to Transferee hereunder), which funds shall be transferred to Transferor by Escrow Holder only after all of Transferor's obligations in this Section 6 have been met and the Grant Deed has been recorded. i0 (a) Prorations. All real and personal property taxes based on the most recent property tax bills available, rents, issues, expenses, and profits from the Property shall be prorated as of the Close of Escrow. Any tax bills received by Transferee after the Close of Escrow`relating to a period prior to the Close of Escrow shall be prorated between the Parties as if said tax bills had been available as of the Close of Escrow. The provisions of this Section 6(a) shall survive the Close of Escrow. (b) Closing Costs. (1) Transferor shall pay the following closing costs_ (1) one-half (1/2) the escrow fee; (ii) any applicabledocumentary t65i; sales tax, or real propertytransfertaz; and (iii) the premium for the Title Policy allocable to Transferor pursuant to Section 8 below. (2) Transferee shall pay the following closing costs: (i) one-half (1/2) the escrow fee (u) recording fees'for the,Grant Deed (w)'the premium for the Title Policy allocable'to Transferee'pursuant'to Section 8 below;-and`(iv )'not to exceed Fifty`Tliousand Dollars to compensate Transferor for appraisal costs due diligence and other professional services associated with the Property commissioned -by Transferor. OtKe fees'and'oharges will be allocated according to custom of'tKe'county in which the Property is located. Each party shall pay its own attorneys' fees and other expenses incurred by it in connection herewith'. 7' Tltle'`Transferor's'hall convey to Transf&6eeby-Gra6t Deed a fee simple interest in the Propeity, free and clear of'alf`riionetary Iiens`andenc6mb'rances and rigtits"or claim's to possession by third parties, except those matters approved by Transferee, which shall include; without limitation, Transferee's approval of the existing cell tower lease with Nextel of California, Inc. 8. Title Insurance. Transferor will provide, at Transferor's expense, a CLTA, standard coverage, owner's'policy of title insurance in the amount of'the Transfer Value paid for ' the Property, insuring that title to the Property is vested in Transferee upon Close of Escrow subject only to the exceptions approved by Transferee or deemed to be approved by.Transferee if no objections were` made prior to the Review Deadline. If Transferee elects to obtain an ALTA extended owner's policy then Transferee shall pay for the incremental cost of upgrading the policy from a CLTA to an ALTA policy, together with the cost of any survey which may be required in -order for Title Company to issue an ALTA extended policy of title insurance to Transferee, if Transferee elects to obtain such a policy. The policy obtained pursuant to this Section is referred to in this Agreement as the "Title Policy". Transferor's Representations. Transferor makes the following representations: (a) Subject to Transferor's acquisition of the Property from Landowner, at the Close of Escrow, Transferor will own and will have the power to convey the Property to Transferee as required by this Agreement. (b) To Transferor's actual knowledge, there is no action, suit, litigation, arbitration or other proceeding pending or threatened, which in any manner affects the Property. (c) Transferor has full power and authority to execute and deliver this Agreement, and to consummate the transactions provided herein. The persons signing this Agreement for Transferor have full power and authority to sign for Transferor and to bind it to this Agreement. (d) Transferor has no actual knowledge of any violations of any law, order, ordinance, or regulation affecting the Property. (e) Transferor has not received notice and has no knowledge of, any pending or threatened condemnation of all or part of the Property. (f) This Agreement and the other documents to be executed by Transferor hereunder, upon execution and delivery thereof by Transferor, will have been duly entered into by Transferor, and will constitute legal, valid and binding obligations of Transferor, subject to the conditions precedent set forth in Section 2. Neither this Agreement nor anything provided to be done under this Agreement violates or shall violate any contract, document, understanding, agreement or instrument to which Transferor is a party or by which it is bound. (g) Transferor has no actual knowledge of any unrecorded agreements affecting the Property. (h) Transferor represents and warrants that it is not a "foreign person" as defined in Section 1445 of the Internal Revenue Code. Transferor's United States Taxpayer Identification Number is 23-7222333. Transferor agrees to disclose to Transferee all material findings in respect to the condition of the Property that Transferor may discover which findings are not contained in the Title Report or Transferor Reports delivered to Transferee. "Transferor's knowledge" or "known to Transferor" or "Transferor may discover" as used in this Agreement means or pertains to the actual knowledge of Becky Nielsen and Gilman Miller and shall not include knowledge imputed to Transferor or those individuals herein named from a third party source or constructive knowledge imparted to Transferor by any fact, circumstance or document. 10. Transferee's Representations. Transferee represents and warrants the following: (a) Transferee has the power and authority to enter into this Agreement and the persons signing this Agreement for Transferee have full power and authority to sign for Transferee and to bind it to this Agreement and Transferee has the power and authority to consummate the transaction contemplated herein, and subject to actual closing, has complied with all laws and regulations governing Transferee's real property transactions. (b) Except for Transferor's actual knowledge, for purposes of California Health and Safety Code Section 25359.7, the delivery from Transferor to Transferee of the Transferor's Reports constitute written notice to Transferee under such code section. (c) Transferee shall exercise good faith efforts in conducting Transferee's due diligence in connection with the transaction contemplated by this Agreement. M (d) Transferee agrees to inform Transferor of all material findings in respect to the condition of the Property that Transferee may discover in the conduct of Transferee's due diligence. 11. Risk of Loss. All risk of loss shall remain with Transferor until Close of Escrow. In the event the Property or any portion thereof in excess of twenty acres is destroyed or damaged after the Effective Date of this Agreement and prior to Close of Escrow, Transferee or Transferor may, at their option, elect to terminate this Agreement. In any case where this Agreement is not terminated, the Transfer Value shall be reduced to reflect the impact of the damage or destruction on the Transfer Value. 12` the parties hereto by facsimile;tfahssmis si or by first class mail, postage prepaid at' iS �� c lass"mail y4a. ,"43LP iJ'�YYt be deemed given (a) if'sent bymait, five class postage prll 'epaid',`addr`e'ssed'to the=' service or Express Mail, when delivered; parties may, by notice as provided above given. ining to this'Agreement shalFbe in writing delivered to personally by harid courier service or Express Mail, the addressesset'forth in'Recital A *All,riotic"es shall ~'(5) business' days' following `d'eposit`in the mail, first I - party to'be notified;'(b) if delivered`byhand,'courier or (c) if tran'smitted by'facsimile, when transmitted. The , designate a different address to which notice shall be 13 Attorneys Fees. If any legal action is brought by either party to enforce any provision of this Agreement the prevailing party shall`be entitled to reco4et from the other party reasonable attorneys' fees and court costs'in such amounts as shall'be allowed by the court. 14. Remedies Upon Default. In the event Transferee defaults in the performance of any of Transferee's'obligations under: this Agreement, Transferor shell,` in addiiion`to any ac d all other remedies provided in th s Agreement or by lav✓ or equity have the right of specific performance againstTransferee`' 'Ih the event that T,ranro sferdefau_Its in the performance of any of Transferor's' obligations under this Agreement, Transferee shall, in,add'ition to any and all other remedies provided' in this Ag`reement or by law or'egaity have'the'rignfof specific" performance against Transferor. 15. No Broker's Commission. Each party represents to the other that it has not used a real estate broker in connection with this Agreement orthe`transaction'coritemplated by this Agreement. In the event any person asserts a claim for a broker's commission or finder's fee against one of the parties to this Agreement, the party on account of whose conduct the claim is asserted will hold the other party harmless from said claim. 16. Time of the Essence; Dates. Time is of the essence of this Agreement. In the event that any date 'specified in thi`s'Ag�eerr ent falls on Saturday, Sunday or a public holiday, such date shall be deemed to be the succeeding day on which the public agencies and major banks are open for business. 17. Binding on Successors. This Agreement shall be binding not only upon the parties but also upon their heirs, personal representatives, assigns, and other successors in interest. 19 18. Additional Documents. Transferor and Transferee agree to execute such additional documents, including escrow instructions, as may be reasonable and necessary to carry out the provisions of this Agreement. 19. Assignment. Transferee may not assign its interests under this Agreement without the written consent of Transferor. 20. Entire Agreement; Modification; Waiver. This Agreement constitutes the entire agreement between Transferee and Transferor pertaining to the subject matter contained in it and supersedes all prior and contemporaneous agreements, representations, and understandings. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all the parties. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver. 21. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and which together shall constitute one and the same agreement. Executed counterparts delivered by facsimile or scanned and emailed shall be treated the same as originals. 22. Severability. Each provision of this Agreement is severable from any and all other provisions of this Agreement. Should any provision(s) of this Agreement be for any reason unenforceable, the balance shall nonetheless be of full force and effect. 23. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. 24. Signage. The parties agree that temporary or permanent signage on the Property shall provide for the recognition of the role of both Transferee and any funders who require recognition in signage and The Trust for Public Land, as Transferor, in conserving the Property. If Transferee provides the sign, such sign shall refer to the role of Transferee and . Transferor and the other funders (WCB and EEMP) in conserving the Property on one sign, and shall be located at a prominent location on the Property, affording good public visibility. If Transferee declines to install a sign, Transferor shall have the right to install the sign at Transferor's expense; such sign shall refer to the role of Transferor, EEMP and WCB and, if Transferee so elects, to the role of Transferee in conserving the Property, and shall be located at a prominent location on the Property affording good public visibility. In all cases, the size, design and location of signs shall be subject to the approval of both parties, which approval shall not be unreasonably withheld. Transferee shall be responsible for any maintenance or repair of the sign. This section shall survive closing and delivery of the deed. The right to install the sign described above shall not be deemed to be an interest in real property held by Transferor, but rather a contractual obligation between Transferee and Transferor which shall not run with the land. IV IN WITNESS of the foregoing provisions the parties have signed this Purchase and Sale Agreement below: TRANSFEROR: TRANSFEREE: THE TRUST FOR PUBLIC LAND, a CITY OF SANTA CLARITA, a California California nonprofit public benefit corporation general law city By: By: Gilman Miller, Senior Counsel Kenneth W. Striplin, City Manager Date: io Date: ATTEST-- By: TTEST-By: Armine Chaparyan, Interim City Clerk Date: Approved as to form: By: Joseph M' Montes, City Attorney Date: 15 EXHIBIT A Legal Description All that certain real property located in the County of Los Angeles, State of California, described as follows: The land referred to in this Commitment is situated in the unincorporated area of the County of Los Angeles, State of California, and is described as follows: PARCELI: THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 10, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND. PARCEL2: PARCEL A: THE SOUTH HALF OF THE SOUTHWEST QUARTER OF SECTION 10, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND. EXCEPT THEREFROM THAT PORTION OF SAID LAND DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED ON JUNE 29, 1951 AS INSTRUMENT NO. 3167, IN BOOK 36655 PAGE 377 OFFICIAL RECORDS. ALSO EXCEPT THEREFROM THAT PORTION OF SAID LAND DESCRIBED IN THE DEED TO O. BENTON SHAFER, RECORDED SEPTEMBER 15, 1937 IN BOOK 15188 PAGE 117 OFFICIAL RECORDS. ALSO EXCEPT THEREFROM THAT PORTION CONVEYED TO THE STATE OF CALIFORNIA, BY DEED RECORDED IN BOOK 8239 PAGE 67 OFFICIAL RECORDS. ALSO EXCEPT THEREFROM THAT PORTION OF SAID LAND AS INCLUDED WITHIN THE LINES OF PARCEL 1-A, AS DESCRIBED IN THE FINAL ORDER OF CONDEMNATION ENTERED IN LOS ANGELES COUNTY SUPERIOR COURT, CASE NO. 855702, A CERTIFIED COPY OF WHICH WAS RECORDED ON DECEMBER 14, 1965 AS INSTRUMENT NO. 3176, IN BOOK D3145 PAGE 959 OFFICIAL RECORDS. ALSO EXCEPT THAT PORTION OF SAID LAND DESCRIBED IN THE DEEDS TO RAY MARGELL AND MABEL MARGELL, RECORDED JUNE 15, 1976 AS INSTRUMENT NOS. 2355 AND 2356. ALSO EXCEPT THAT PORTION OF SAID LAND DESCRIBED IN THE DEED TO JEROME ARNETT AND DOROTHY ARNETT, RECORDED MAY 28, 1976 AS INSTRUMENT NOS. 6124 AND 6125. EXCEPT AN UNDIVIDED FIFTY PERCENT INTEREST IN ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING BELOW A DEPTH OF 500 FEET BENEATH THE SURFACE OF THE PROPERTY HEREINABOVE DESCRIBED, BUT WITHOUT THE RIGHT OF SURFACE ENTRY THEREON, WHICH IS RETAINED BY THE SELLER. PARCEL B: AN EASEMENT FOR INGRESS AND EGRESS OVER THE FRACTIONAL NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 10, AND LOT 2 IN THE NORTHWEST QUARTER OF SECTION 10, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, 00 ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FIELD IN THE DISTRICT LAND OFFICE ON JUNE 29, 1897, INCLUDED WITHIN A STRIP OF LAND 30 FEET WIDE LYING 15 FEET ON EITHER SIDE OF THE FOLLOWING DESCRIBED CENTERLINE: BEGINNING AT THE SOUTHEAST CORNER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 10; THENCE NORTH 89 DEGREES 11'00" WEST 15.01 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTHERLY PARALLEL TO THE EASTERLY LINE OF SAID NORTHWEST QUARTER OF THE SOUTHWEST QUARTER NORTH 1 DEGREES 23'52" EAST 299.27 FEET, THENCE SOUTH 30 DEGREES 39'00" WEST 28.94 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHERLY HAVING A RADIUS OF 36.00 FEET, A RADIAL LINE TO SAID POINT BEARS NORTH 59 DEGREES 21'00" WEST; THENCEWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 100 DEGREES 46'00" AN ARC DISTANCE OF 63.31 FEET, THENCE TANGENT TO SAID CURVE NORTH 48 DEGREES 35'00" WEST 56.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 75.gQfEET, THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE'OF 51'DEGREES 19'00"AN ARC DISTANCE OF 67.17 FEET; THENCE TANGENT TO SAID CURVE NORTH 2 DEGREES 44'00" EAST 189.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 35.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 74 DEGREES 33'00" AN ARC DISTANCE OF 45.54 FEET, THENCE TANGENT TO SAID CURVE NORTH 71 DEGREES 49'00" WEST 24.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING -A RADIUS OF'45'.00'FEET THENCE NORTHERLY ALONG`SAID CURVE'THROUGH`AOENTRAL ANGLE OF 54 DEGREES 38'00" AN ARC DISTANCE OF 42.91 FEET, THENCE TANGENT TO SAID CURVE_NORTH 17 DEGREES 11'00" WEST 36.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 40.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 92 -DEGREES 35'00"•AN=ARC-DISTANCE OF 64.64 FEET; THENCE TANGENT TO SAID CURVE SOUTH 70 DEGREES 14'00 WEST 33.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 40:00 FEET; THENCE NORTHWESTERLY ALONG(SAID"CURVE THROUGH A CENTRAL ANGLE OF 80 DEGREES 43'00" AN ARC DISTANCE OF 56.34 FEET"THENCE TANGENT TO SAID CURVE NORTH 29 DEGREES 03'00" WEST 42.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 40.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH_A CENTRAL ANGLE`OF 6876EGREES 18'00" AN ARC DISTANCE OF 47.68 FEET; THENCE TANGENT TO SAID CURVE SOUTH 82 DEGREES 39'00" WEST 52.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHERLY HAVING A RADIUS OF 56.00 FEET; THENCE WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 31 DEGREES 58'00" AN ARC -DISTANCE OF 27.90 -FEET; THENCE TANGENT TO SAID CURVE NORTH 65 DEGREES 23'00" WEST 12.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE EASTERLY HAVING A RADIUS OF 25.00 FEET, THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 93 DEGREES 34'00" AN ARC DISTANCE OF 40.83 FEET; THENCE TANGENT TO SAID CURVE NORTH 28 DEGREES 11'00" EAST 51.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 150.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 56 DEGREES 29'00" AN ARC DISTANCE OF 147.87 FEET; THENCE TANGENT TO SAID CURVE NORTH 28 DEGREES 18'00" WEST 196.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE EASTERLY` HAVING A RADIUS OF 5500 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 109 DEGREES 37'00" AN ARC DISTANCE OF 105.22 FEET; THENCE TANGENT TO SAID CURVE NORTH 81 DEGREES 19'00" EAST 31.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 45.00 FEET; THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 78 DEGREES 32'00" AN ARC DISTANCE OF 61.68 FEET; THENCE TANGENT TO SAID CURVE NORTH 02 DEGREES 47'00" EAST 84.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 50.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 50 DEGREES 16'00" AN ARC DISTANCED OF 43.87 FEET; THENCE TANGENT TO SAID CURVE NORTH 47 DEGREES 29'00" WEST 19.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 100.00 FEET, THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 25 DEGREES 09'00" AN ARC DISTANCE OF 43.90 FEET, THENCE TANGENT TO SAID CURVE NORTH 22 DEGREES 20'00" WEST 38.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 25.00 FEET, THENCE WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 135 DEGREES 10'00" AN ARC DISTANCE OF 58.98 FEET; THENCE TANGENT TO SAID CURVE SOUTH 22 DEGREES 30'00" WEST 23.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 40.00 FEET; THENCE WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 61 DEGREES 01'00" AN ARC DISTANCE OF 42.60 FEET; THENCE TANGENT TO SAID CURVE SOUTH 83 DEGREES 31'00" WEST 9.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 40.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 108 DEGREES 14'00" AN ARC DISTANCE OF 75.56 FEET, THENCE TANGENT TO SAID CURVE NORTH 11 DEGREES 45'00" EAST 22.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 125.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 22 DEGREES 53'00" AN ARC DISTANCE OF 49.92 FEET; THENCE TANGENT TO SAID CURVE NORTH 11 DEGREES 08'00" WEST 65.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 45.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 73 DEGREES 40'00" AN ARC DISTANCE OF 57.86 FEET; THENCE TANGENT TO SAID CURVE NORTH 84 DEGREES 48'00" WEST 93.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 40.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 113 DEGREES 41'00" AN ARC DISTANCE OF 79.37 FEET, THENCE TANGENT TO SAID CURVE NORTH 28 DEGREES 53'00" EAST 16.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 110.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 22 DEGREES 33'00" AN ARC DISTANCE OF 43.29 FEET; THENCE TANGENT TO SAID CURVE NORTH 06 DEGREES 20'00" EAST 21.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE EASTERLY HAVING A RADIUS OF 70.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH ACENTRAL ANGLE OF 31 DEGREES 59'00" AN ARC DISTANCE OF 39.08 FEET; THENCE TANGENT TO SAID CURVE NORTH 38 DEGREES 19'00" EAST 30.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 60.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 63 DEGREES 05'00" AN ARC DISTANCE OF 66.06 FEET, THENCE TANGENT TO SAID CURVE NORTH 24 DEGREES 46'00" WEST 65.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 125.00 FEET; THENCE NORTHERLY ALONG SAID. CURVE THROUGH A CENTRAL ANGLE OF 11 DEGREES 16'00" AN ARC DISTANCE OF 24.58 FEET; THENCE TANGENT TO SAID CURVE NORTH 13 DEGREES 30'00" WEST 17.03 FEET.TO AN ANGLE POINT; THENCE NORTH 30 DEGREES 26'56" EAST 132.79 FEET TO A POINT IN A NON -TANGENT CURVE CONCAVE SOUTHWESTERLY ALONG A RADIUS OF 400.00 FEET, A RADIAL LINE TO SAID POINT BEARS NORTH 45 DEGREES 14'57" EAST, THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 5 DEGREES 34'05" AN ARC DISTANCE OF 38.97 FEET, THENCE TANGENT TO SAID CURVE NORTH 50 DEGREES 20'00" WEST 57.15 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 600.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 19 DEGREES 26'00" AN ARC DISTANCE OF 203.50 FEET, THENCE TANGENT TO SAID CURVE NORTH 30 DEGREES 54'00" WEST 117.45 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 390.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 16 DEGREES 34'27" AN ARC DISTANCE OF 112.82 FEET; THENCE TANGENT TO SAID CURVE NORTH 48 DEGREES 27'27" WEST 9.18 FEET TO THE SOUTHEASTERLY LINE OF CALGROVE AVENUE, 80.00 FEET WIDE, AS SHOWN ON THE MAP OF TRACT 30340, AS PER MAP RECORDED IN BOOK 741 PAGE 64 OF MAPS. PARCEL 3: PARCEL A: THAT PORTION OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 15, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND, LYING NORTHEASTERLY OF THE NORTHEASTERLY LINE OF THE 100.00 FOOT STRIP OF LAND DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED ON JULY 6, 1929 AS INSTRUMENT NO. 115, IN BOOK 8239 PAGE 67 OFFICIAL RECORDS. EXCEPT THEREFROM THAT PORTION OF SAID LAND INCLUDED WITHIN THE LINES OF THE LAND DESCRIBED IN THE DEED TO THE STATEbF CALFFORNIA, RECORDED ON'JUNE 29, 1951 AS INSTRUMENT NO. 3167, IN BOOK 366554PAGE 377 OFFICIAL RECORDS. ALSO EXCEPT THEREFROM THAT PORTION OF SAID LAND AS INCLUDED WITHIN THE LINES OF PARCEL 1-A, AS DESCRIBED IN THE FINAL ORDER'OF CONDEMNATION ENTERED IN LOS ANGELES COUNTY SUPERIOR'COURT; CASIfNO. 855702 ACERTIFIED COPY OF WHICH WAS RECORDED�ON DECEMBER`-14{1965 AS INSTRUMENT'N0. 3176, IN'BOOK'D3145 PAGE 959 OFFICIAL RECORDS' PARCEL B: ' THAT'PORTION OF'THE NORTHWEST QUARTER'OF THE'NORTHEAST QUARTER.OF SECTION 15, TOWNSHIP 3 NORTH, RANGE-16 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT OF SAID'LA_N'D LYING NORTHERLY OF THE NORTHERLYLI'NEOFTHE'100.00 FOOT STRIP_OF LAND DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED ON JULY 6,�1929`AS•INSTRUMENT NO'.' 115, IN BOOK 8239'PAGE67 OFFICIAL'RECORDS." EXCEPT THERE FROM 'THAT PORTION OFSAID'LAND DESCRIBED:IN THE DEED'TO'THE STATE- OF CALIFORNIA RECORDED'ON'JUNE 29,`1951 AS�INSTRUMENTNO: 3167, IN'BOOK'36655 PAGE 377 OFFICIAL RECORDS: ALSO EXCEPT THEREFROM THAT PORTION OF SAID LAND AS INCLUDED WITHIN THE LINES OF PARCEL 1_ A, AS DESCRIBED IN-THE FINAL ORDER OF CONDEMNATION ENTERED IN'LOS ANGELES COUNTY SUPERIOR COURT, CASE NO. 855702, A CERTIFIED COPY OF WHICH WAS RECORDED ON DECEMBER'14; 1965 AS INSTRUMENT NU`3*1 f6l 'IN BOOK D3145 PAGE 959 OFFICIAL RECORDS. PARCEL4: THAT PORTION OF THE NORTHEAST QUARTER OF SECTION 15; TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF THAT LAND DESCRIBED IN CERTIFICATE OF COMPLIANCE NO. CC-94-01344,`RECORDED A06UST'1Q 1995-AS INSTRUMENT NO. 95- 1308466, BEING ALSO THE NORTHWEST CORNER OF THAT LAND'DESCRIBED IN CERTIFICATE OF COMPLIANCE NO X02-003 CONDITIONAL, RECORDED DECEMBER 28; 2002 AS INSTRUMENT NO. 02-3182064, BOTH OF OFFICIAL RECORDS OF SAID COUNTY, THENCE ALONG THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, BEING ALSO THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC-94-0134-B, SOUTH 89° 02' 19"EAST;-A'DISTANCE=OF 167:66 FEET TO THE BEGINNING OF A NON-TANGENT CURVE, CONCAVE WESTERLY AND HAVING'A RADIUS OF 300.00 FEET, A RADIAL TO SAID LAST MENTIONED POINT OF'BEGINNING BEARS NORTH 470 24'52" EAST. THENCE' SOUTHEASTERLY, SOUTHERLY AND SOUTHWESTERLY ALONG SAID LAST MENTIONED CURVE, THROUGH A CENTRAL ANGLE OF 650 36'54" AND AN ARC LENGTH OF 343.56 FEET TO THE BEGINNING OF A REVERSE CURVE, CONCAVE EASTERLY AND HAVING A RADIUS OF 748.00 FEET; THENCE SOUTHWESTERLY AND SOUTHERLY ALONG SAID LAST MENTIONED CURVE, THROUGH A CENTRAL ANGLE OF 210 23'08" AND AN ARC LENGTH OF 279.19 FEET, THENCE TANGENT TO SAID LAST MENTIONED CURVE, SOUTH 01 ° 38'38" WEST, A DISTANCE OF 154.37 FEET TO THE SOUTHERLY LINE OF CERTIFICATE OF COMPLIANCE NO. 02-004 CONDITIONAL, RECORDED DECEMBER 26, 2002 AS INSTRUMENT NO. 02-3182065, OF OFFICIAL RECORDS, BEING ALSO THE SOUTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, THENCE ALONG SAID SOUTHERLY LINE, NORTH 88° 21' 22" WEST, A DISTANCE OF 159.36 FEET TO THE SOUTHWEST CORNER OF THAT LAND DESCRIBED IN SAID CERTIFICATE OF COMPLIANCE NO. 02-004 CONDITIONAL AND THE SOUTHWEST CORNER OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B; THENCE ALONG THE WESTERLY BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE NO. 02-004 CONDITIONAL AND SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, NORTH 000 00'50" EAST, A DISTANCE OF 744.08 FEET TO THE POINT OF BEGINNING. AS SET FORTH AS PARCEL 1 ON THE LOT LINE ADJUSTMENT RECORDED JANUARY 9, 2004 AS INSTRUMENT NO. 04-63723 OF OFFICIAL RECORDS. PARCEL5: THAT PORTION OF THE NORTHEAST QUARTER OF SECTION 15, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF THAT LAND DESCRIBED IN CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, RECORDED AUGUST 10, 1995 AS INSTRUMENT NO. 95- 1308466, BEING ALSO THE NORTHWEST CORNER OF THAT LAND DESCRIBED IN CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, RECORDED DECEMBER 26, 2002 AS INSTRUMENT NO. 02-3182064, BOTH OF OFFICIAL RECORDS OF SAID COUNTY, THENCE ALONG THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, BEING ALSO THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, SOUTH890 02' 19" EAST, A DISTANCE OF 167.66 FEET TO THE TRUE POINT OF BEGINNING, BEING ALSO THE BEGINNING OF A NON -TANGENT CURVE, CONCAVE WESTERLY AND HAVING A RADIUS OF 300.00 FEET, A RADIAL TO SAID LAST MENTIONED POINT OF BEGINNING BEARS NORTH 470 24'52" EAST, THENCE SOUTHEASTERLY, SOUTHERLY AND SOUTHWESTERLY ALONG SAID LAST MENTIONED CURVE, THROUGH A CENTRAL ANGLE OF 650 36'54" AND AN ARC LENGTH OF 343.56 FEET TO THE BEGINNING OF A REVERSE CURVE, CONCAVE EASTERLY AND HAVING A RADIUS OF 748.00 FEET; THENCE SOUTHWESTERLY AND SOUTHERLY ALONG SAID LAST MENTIONED CURVE, THROUGH A CENTRAL ANGLE OF 210 23'08', AND AN ARC LENGTH OF 279.19 FEET; THENCE TANGENT TO SAID LAST MENTIONED CURVE, SOUTH 01° 38'38" WEST, A DISTANCE OF 154.37 FEET TO THE SOUTHERLY LINE OF CERTIFICATE OF COMPLIANCE NO. 02-004 CONDITIONAL, RECORDED DECEMBER 26, 2002 AS INSTRUMENT NO. 02-3182065, OF OFFICIAL RECORDS, BEING ALSO THE SOUTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, THENCE ALONG SAID SOUTHERLY LINE, SOUTH 88° 21' 22" EAST, A DISTANCE OF 280.81 FEET TO THE SOUTHEAST CORNER OF THAT LAND DESCRIBED IN SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B AND SAID -CERTIFICATE OF COMPLIANCE NO, 02-004 CONDITIONAL; THENCE ALONG THE EASTERLY LINES OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, SAID CERTIFICATE OF COMPLIANCE NO. 02- 004 CONDITIONAL AND SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, THE FOLLOWING THREE COURSES: 1. NORTH 000 01'05" EAST, A DISTANCE OF 117.51 FEET; THENCE 2. NORTH 780 34'00" WEST, A DISTANCE OF 43.48 FEET, THENCE 3. NORTH 000 42'07" EAST, A DISTANCE OF 623.83 FEET TO THE NORTHEAST CORNER OF SAID CERTIFICATE OF COMPLIANCE NO, CC -94-0134-B, AND SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL; THENCE ALONG THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, AND SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, NORTH 890 02' 19" WEST, A DISTANCE OF 237.27 FEET TO THE TRUE POINT OF BEGINNING. AS SET FORTH AS PARCEL 2 ON THE LOT LINE ADJUSTMENT RECORDED JANUARY 9,20D4 AS INSTRUMENT NO. 04-63723 OF OFFICIAL RECORDS. PARCEL6: THE WEST HALF OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 14, THE NORTHWEST QUARTER OF THE NORTHWEST 20 QUARTER OF THE NORTHWEST QUARTER OF SECTION 14; THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 14, AND THAT PORTION OF THE SOUTH HALF OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 14, AND OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 14, AND OF THE SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION'14; AND OF THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 14; AND OF THE SOUTHEAST QUARTER OF SECTION 14, ALL IN TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, ACCORDINGTO THE OFFICIAL PLAT THEREOF, -LYING NORTHEASTERLY OF THE CENTER LINE OF THE 100 FEET WIDE STRIP OF LAND DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA REOORDED'ON'JUNE 28, 1928 AS INSTRUMENT NO. 1253 IN BOOK 7104 PAGE 311, OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXC OFC kND DESCRIBED IN THE DEED TO THE STATE 1952 AS INSTRUMENT NO. 2294 IN BOOK" ' OFFICE OF-THECOUNTY RECORDER/OF SAID THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 10, LOT 3 OF SECTION 11, AND THEtAST'HALF OF THE'NORTHEAST QUARTER0 THE -WO RTHWEST!QUARTER OF THE NORTHWEST QUARTER OF`SECTION 14, ALL'IN TOWNSHIP 3 NORTH,— ANGE 1B N%EST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF. APN- 2827=028=007;'2827-028-008, 2827-028-019; 2827-028-020, 2827'028=006,'2827-028= 005, 2827=029=004 and 2827-029-018' - - . ' 12)� RECORDING REQUESTED BY, AND WHEN RECORDED MAIL TO: City of Santa Clarita 23920 Valencia Boulevard Suite 120 Santa Clarita, CA 91355-2196 Attn: City Clerk MAIL TAX STATEMENTS TO SAME ADDRESS AS ABOVE EXHIBIT B Form of Grant Deed Space above this line for Recorder's Use Only APN: 2827-028-007,2827-028-008, 2827-028-019, 2827-028-020, 2827-028-006, 2827-028- 005, 2827-029-004 and 2827-029-016 GRANT DEED THE UNDERSIGNED GRANTOR DECLARES THAT THE CITY OF SANTA CLARITA IS ACQUIRING TITLE AND IS EXEMPT FROM DOCUMENTARY TRANSFER TAX PURSUANT TO R & T 11922 For good and valuable consideration, the receipt of which is hereby acknowledged, THE TRUST FOR PUBLIC LAND, a California nonprofit public benefit corporation ("Grantor'), does hereby grant and convey to CITY OF SANTA CLARITA, a California general law city. ("Grantee"), all the real property situated in the County -of Los Angeles, State of California, - described at Exhibit A attached hereto and incorporated herein by this reference (the "Property"). TO HAVE AND TO HOLD, the above granted and described Property, together with all tenements, hereditaments, and appurtenances, including improvements, fixtures, timber, water, crops, oil, gas and minerals located in, under, and on it, and all rights appurtenant to it, including but not limited to timber rights, water rights, grazing rights, access rights and oil, gas and mineral rights, development rights, air rights, and all other rights, privileges, licenses, and permits owned by Grantor and in any way related to or accruing to the use and benefit of that Property, unto Grantee, and its assigns. IN WITNESS WHEREOF, Grantor has executed this instrument this day of .2013. THE TRUST FOR PUBLIC LAND, a California nonprofit public benefit corporation By: Gilman Miller, Senior Counsel Date: Acknowledgment State of California County of Los Angeles On before me, (a Notary Public in and for said State), personally appeared personally known'to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are 4A w, subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the +. , •, - .if - rrt T instFument the person(s) or the'en1 11tity'upon behalf of which'the person(s) acted, ezecuted'the instrument. ' WITNESS -my hand and -official seal:' Signature (Seal) EXHIBIT A LEGAL DESCRIPTION All that certain real property located in the County of Los Angeles, State of California, described as follows: The land referred to in this Commitment is situated in the unincorporated area of the County of Los Angeles, State of California, and is described as follows: PARCEL': THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 10, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND. PARCEL2: PARCEL A: THE SOUTH HALF OF THE SOUTHWEST QUARTER OF SECTION 10, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND. EXCEPT THEREFROM THAT PORTION OF SAID LAND DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED ON JUNE 29, 1951 AS INSTRUMENT NO. 3167, IN BOOK 36655 PAGE 377 OFFICIAL RECORDS. ALSO EXCEPT THEREFROM THAT PORTION OF SAID LAND DESCRIBED IN THE DEED TO O. BENTON SHAFER, RECORDED SEPTEMBER 15,'1937 IN BOOK 15188 PAGE 117 OFFICIAL RECORDS. ALSO EXCEPT THEREFROM THAT PORTION CONVEYED TO THE STATE OF CALIFORNIA, BY DEED RECORDED IN BOOK 8239 PAGE 67 OFFICIAL RECORDS. ALSO EXCEPT THEREFROM THAT PORTION OF SAID LAND AS INCLUDED WITHIN THE LINES OF PARCEL 1-A, AS DESCRIBED IN THE FINAL ORDER OF CONDEMNATION ENTERED IN LOS ANGELES COUNTY SUPERIOR COURT, CASE NO. 855702, A CERTIFIED COPY OF WHICH WAS RECORDED ON DECEMBER 14, 1965 AS INSTRUMENT NO. 3176, IN BOOK D3145 PAGE 959 OFFICIAL RECORDS. ALSO EXCEPT THAT PORTION OF SAID LAND DESCRIBED IN THE DEEDS TO RAY MARGELL AND. MABEL MARGELL, RECORDED JUNE 15, 1976 AS INSTRUMENT NOS. 2355 AND 2356. ALSO EXCEPT THAT PORTION OF SAID LAND DESCRIBED IN THE DEED TO JEROME ARNETT AND DOROTHY ARNETT, RECORDED MAY 28, 1976 AS INSTRUMENT NOS. 6124 AND 6125. EXCEPT AN UNDIVIDED FIFTY PERCENT INTEREST IN ALL OIL, GAS.. MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING BELOW A DEPTH OF 500 FEET BENEATH THE SURFACE OF THE PROPERTY HEREINABOVE DESCRIBED, BUT WITHOUT THE RIGHT OF SURFACE ENTRY THEREON, WHICH IS RETAINED BY THE SELLER. PARCEL B: AN EASEMENT FOR INGRESS AND EGRESS OVER THE FRACTIONAL NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 10, AND LOT 2 IN THE NORTHWEST QUARTER OF SECTION 10, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND FIELD IN THE DISTRICT LAND OFFICE ON JUNE 29, 1897, INCLUDED WITHIN A STRIP OF LAND 30 FEET WIDE LYING 15 FEET ON EITHER SIDE OF THE FOLLOWING DESCRIBED CENTERLINE: BEGINNING AT THE SOUTHEAST CORNER OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 10; THENCE NORTH 89 DEGREES 11'00" WEST 15.01 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTHERLY PARALLEL TO THE EASTERLY LINE OF SAID NORTHWEST QUARTER OF THE SOUTHWEST QUARTER NORTH 1 DEGREES 23'52" EAST 299.27 FEET; THENCE SOUTH 30 DEGREES 39'00" WEST 28.94 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHERLY HAVING A RADIUS'OF 36.00 FEET, A RADIAL LINE TO SAID POINT BEARS NORTH 59 DEGREES 21'00" WEST; THENCE -WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 100 DEGREES 46'00" AN ARC DISTANCE OF 63.31 FEET; THENCE TANGENT TO SAID CURVE NORTH 48 DEGREES 35'00" WEST 56.50 FEET TO TRE BEGINNING "OFA TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 75.00`FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 51 DEGREES 19'00" AN ARC DISTANCE OF 67.17 FEET; THENCE TANGENT'TO SAID CURVE NORTH 2 DEGREES 44'00" EAST 189.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 35.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 74 DEGREES 33'00" AN ARC DISTANCE OF 45,54 FEET THENCE'TANGENT TO SAID CURVE NORTH 71 DEGREES 46'00" WEST 24.00 FEET TO THE BEGINNINGOF'A TANGENT'CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 45.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 54 DEGREES 38;00" A00 N. W ARC DISTANCE OF 42.91 FEET; THENCE TANGENT TO SAID CURVE NORTH 17 DEGREES'11'EST36.50 FEET TO THE BE GINNING,.OFATAN GENT CURVE -CONCAVE SOUTHERLY HAVING A RADIUS OF 40 007FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 92 DEGREES 35'00" AN ARC'DISTANCE OF 64.64 FEET; THENCE TANGENT TO SAID CURVE SOUTH 70 DEGREES 14'00" WEST 33.50 FEET TO THE BEGINNING -OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF'40 00 FEET; THENCENORTHN/ESTERLYALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 80 DEGREES 43'00" AN ARC DISTANCE OF 56.34 FEET; THENCE TANGENT TO SAID CURVE NORTH 29 DEGREES 03'00" WEST 42.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A R4DIUS.OF 40.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLEOF'68'DEGREES 18'00" AN ARC DISTANCE OF 47.68 FEET; THENCE TANGENT TO SAID CURVE SOUTH 82 DEGREES. 39'00" WEST 52.'50 FEET TO THE BEGINNING OF'ATANGENT-CURVE CONCAVE NORTHERLY HAVING'A RADIUS'OF 60.00 FEET; THENCE WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 31 DEGREES_58'00" AN ARC DISTANCE OF 27.90 FEET; THENCE TANGENT TO SAID CURVE NORTH 65 DEGREES 23'00" WEST 12:00 FEET TO THEBEGINNING'OF A TANGENT CURVE CONCAVE EASTERLY HAVING A RADIUS OF 25.00 FEET, THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 93 DEGREES 34'00" AN ARC DISTANCE OF 40.83 FEET; THENCE TANGENT TO SAID CURVE NORTH 28 DEGREES 11'00" EAST 51.50'FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 150.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF -56 DEGREES;29,00" AN ARC DISTANCE OF 147.87 FEET; THENCE TANGENT TO SAID CURVE'NORTH 28 DEGREES 18'00" WEST 196.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE EASTERLY HAVING A RADIUS OF 55.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 109 DEGREES 37'00" AN ARC DISTANCE OF 105.22 FEET; THENCE TANGENT TO SAID CURVE NORTH 81 DEGREES 19'00" EAST 31.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 45.00 FEET, THENCE NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 78 DEGREES 32'00" AN ARC DISTANCE OF 61.68 FEET; THENCE TANGENT TO SAID CURVE NORTH 02 DEGREES 47'00" EAST 84.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 50.00 FEET, THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 50 DEGREES 16'00" AN ARC DISTANCED OF 43.87 FEET; THENCE TANGENT TO SAID CURVE NORTH 47 DEGREES 29'00" WEST 19.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 100.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 25 DEGREES 09'00" AN ARC DISTANCE OF 43.90 FEET, THENCE TANGENT TO SAID CURVE NORTH 22 DEGREES 20'00" WEST 38.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHERLY HAVING A RADIUS OF 25.00 FEET, THENCE WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 135 DEGREES 10'00" AN ARC DISTANCE OF 58.98 FEET; THENCE TANGENT TO SAID CURVE SOUTH 22 DEGREES 30'00" WEST 23.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 40.00 FEET, THENCE WESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 61 DEGREES 01'00" AN ARC DISTANCE OF 42.60 FEET; THENCE TANGENT TO SAID CURVE SOUTH 83 DEGREES 31'00" WEST 9.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 40.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 108 DEGREES 14'00" AN ARC DISTANCE OF 75.56 FEET, THENCE TANGENT TO SAID CURVE NORTH 11 DEGREES 45'00" EAST 22.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 125.00 FEET, THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 22 DEGREES 53'00" AN ARC DISTANCE OF 49.92 FEET; THENCE TANGENT TO SAID CURVE NORTH 11 DEGREES 08'00" WEST 65.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 45.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 73 DEGREES 40'00" AN ARC DISTANCE OF 57.86 FEET; THENCE TANGENT TO SAID CURVE NORTH 84 DEGREES 48'00" WEST 93.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHWESTERLY HAVING A RADIUS OF 40.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 113 DEGREES 41'00" AN ARC DISTANCE OF 79.37 FEET; THENCE TANGENT TO SAID CURVE NORTH 28 DEGREES 53'00" EAST 16.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 110.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 22 DEGREES 33'00" AN ARC DISTANCE OF 43.29 FEET; THENCE TANGENT TO SAID CURVE NORTH 06 DEGREES 20'00" EAST 21.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE EASTERLY HAVING A RADIUS OF 70.00 FEET, THENCE NORTHERLY ALONG SAID CURVE THROUGH ACENTRAL ANGLE OF 31 DEGREES 59'00" AN ARC DISTANCE OF 39.08 FEET; THENCE TANGENT TO SAID CURVE NORTH 38 DEGREES 19'00" EAST 30.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY HAVING A RADIUS OF 60.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 63 DEGREES 05'00" AN ARC DISTANCE OF 66.06 FEET, THENCE TANGENT TO SAID CURVE NORTH 24 DEGREES 46'00" WEST 65.50 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 125.00 FEET; THENCE NORTHERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 11 DEGREES 16'00" AN ARC DISTANCE OF 24.58 FEET; THENCE TANGENT TO SAID CURVE NORTH 13 DEGREES 30'00" WEST 17.03 FEET TO AN ANGLE POINT; THENCE NORTH 30 DEGREES 26'56" EAST 132.79 FEET TO A POINT IN A NON -TANGENT CURVE CONCAVE SOUTHWESTERLY ALONG A RADIUS OF 400.00 FEET, A RADIAL LINE TO SAID POINT BEARS NORTH 45 DEGREES 14'57" EAST, THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 5 DEGREES 34'05" AN ARC DISTANCE OF 38.97 FEET; THENCE TANGENT TO SAID CURVE NORTH 50 DEGREES 20'00" WEST 57.15 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 600.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 19 DEGREES 26'00" AN ARC DISTANCE OF 203.50 FEET; THENCE TANGENT TO SAID CURVE NORTH 30 DEGREES 54'00" WEST 117.45 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY HAVING A RADIUS OF 390.00 FEET, THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 16 DEGREES 34'27" AN ARC DISTANCE OF 112.82 FEET; THENCE TANGENT TO SAID CURVE NORTH 48 DEGREES 27'27" WEST 9.18 FEET TO THE SOUTHEASTERLY LINE OF CALGROVE AVENUE, 80.00 FEET WIDE, AS SHOWN ON THE MAP OF TRACT 30340, AS PER MAP RECORDED IN BOOK 741 PAGE 64 OF MAPS. s OM PARCEL 3: PARCEL A: THAT PORTION OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 15, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT OF SAID LAND, LYING NORTHEASTERLY OF THE NORTHEASTERLY LINE OF THE 100.00 FOOT STRIP OF LAND DESCRIBED IN THE'DEED TO THE STATE OF CALIFORNIA, RECORDED ON JULY 6, 1929 AS INSTRUMENT N6.115, IN BOOK 8239 PAGE 67 OFFICIAL RECORDS. EXCEPT. THEREFROM THAT PORTION_OF SAID LAND INCLUDED WITHIN THE LINES OF THE LAN DfDESCRIBED,IN THE DEED TO THE STATE OF CALIFORNIA, RECORDED ON JUNE 29, 1951 AS INSTRUMENT NO. 3167, IN BOOK 36655 -PAGE 377' OFFICIAL,RECORD& PARCEL B:' THAT PORTION'OF THE NORTHW.EST,QUARTER'OF THE NORTHEAST-QUARTER\OF SECT 15, TOWNSHIP.3 NORTH RANGE116 WEST;,SAN BERNARDINO'MERIDIAN ACCORDINGfTO OFFICIAL:PEATOFSAID'L'AND:IL'YINGNORTHERLY'OF'THE°NORTHFRLYILINF (�F THF 100 ON JULY 61,1929 ASINSTRUMENT NO, 195; - IN BOOK 8239'.PAGE 67 ES OF VAS EXCEPT THEREFROM THAT PORTION OF SAID LAND DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA, REC'ORDED'ON JUNE 29, 1951 AS`INSTRUMENT NO. 3167, IN BOOK 36655PAGE 3770 FFICIAL RECORDS. ALSO EXCEPT THEREFROM THAT PORTION OF SAID LAND AS INCLUDED WITHIN THE LINES OF PARCEL 1-A, AS DESCRIBED IN THE FINAL ORDER 'OF�CONDEMNATION,ENTERED ENT ANGELES COUNTY SUPERIORCOURT, CASE -NO. 855702, A CERTIFIED COPY OF WHICH WAS RECORDED ON DECEMBER 14, 1965 AS INSTRUMENT NO. 3176, IN BOOKD3145` AGE 959 OFFICIAL RECORDS PARCEL 4: THAT PORTION OF THE NORTHEAST QUARTER OF SECTION 15, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST' CORNER OF THAT LAND DESCRIBED IN CERTIFICATE OF COMPLIANCE NO, CC -94.01'34-B; RECORDED AUGUST 10, 1995 AS INSTRUMENT NO, 95- 1308466, BEING ALSO THE NORTHWEST CORNER OF THAT LAND DESCRIBED IN CERTIFICATE OF COMPLIANCE NO. 02 003'CONDITIONAL, RECORDED DECEMBER 26,-2002 AS INTRUMENT NO, 02-3182064, BOTH OF OFFICIAL RECORDS OF SAID COUNTY, THENCE ALONG THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, BEING ALSO THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, SOUTH 890 02'19" EAST, A DISTANCE OF 167.66 FEET TO THE BEGINNING OF A NON -TANGENT CURVE, CONCAVE WESTERLY AND HAVING A RADIUS OF 300.00 FEET, A RADIAL TO SAID LAST MENTIONED POINT OF BEGINNING BEARS NORTH 47°'24' 52" EAST; THENCE SOUTHEASTERLY, SOUTHERLY AND SOUTHWESTERLY ALONG SAID LAST MENTIONED CURVE, THROUGH A CENTRAL ANGLE OF 65° 36'54" AND AN ARC LENGTH OF 343.56 FEET TO THE BEGINNING OF A REVERSE CURVE, CONCAVE EASTERLY AND HAVING A RADIUS OF 748.00 Eam FEET; THENCE SOUTHWESTERLY AND SOUTHERLY ALONG SAID LAST MENTIONED CURVE, THROUGH A CENTRAL ANGLE OF 21' 23'08" AND AN ARC LENGTH OF 279.19 FEET; THENCE TANGENT TO SAID LAST MENTIONED CURVE, SOUTH 01° 38'38" WEST, A DISTANCE OF 154.37 FEET TO THE SOUTHERLY LINE OF CERTIFICATE OF COMPLIANCE NO. 02-004 CONDITIONAL, RECORDED DECEMBER 26, 2002 AS INSTRUMENT NO. 02-3182065, OF OFFICIAL RECORDS, BEING ALSO THE SOUTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, THENCE ALONG SAID SOUTHERLY LINE, NORTH 88° 21' 22" WEST, A DISTANCE OF 159.36 FEET TO THE SOUTHWEST CORNER OF THAT LAND DESCRIBED IN SAID CERTIFICATE OF COMPLIANCE NO. 02-004 CONDITIONAL AND THE SOUTHWEST CORNER OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B; THENCE ALONG THE WESTERLY BOUNDARY OF SAID CERTIFICATE OF COMPLIANCE NO. 02-004 CONDITIONAL AND SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, NORTH 000 00' 50" EAST, A DISTANCE OF 744.08 FEET TO THE POINT OF BEGINNING. AS SET FORTH AS PARCEL 1 ON THE LOT LINE ADJUSTMENT RECORDED JANUARY 9, 2004 AS INSTRUMENT NO. 04-63723 OF OFFICIAL RECORDS. PARCEL5: THAT PORTION OF THE NORTHEAST QUARTER OF SECTION 15, TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF THAT LAND DESCRIBED IN CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, RECORDED AUGUST 10, 1995 AS INSTRUMENT NO. 95- 1308466, BEING ALSO THE NORTHWEST CORNER OF THAT LAND DESCRIBED IN CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, RECORDED DECEMBER 26, 2002 AS INSTRUMENT NO. 02-3182064, BOTH OF OFFICIAL RECORDS OF SAID COUNTY, THENCE ALONG THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, BEING ALSO THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, SOUTH890 02'19" EAST, A DISTANCE OF 167.66 FEET TO THE TRUE POINT OF BEGINNING, BEING ALSO THE BEGINNING OF A NON -TANGENT CURVE, CONCAVE WESTERLY AND HAVING A RADIUS OF 300.00 FEET, A RADIAL TO SAID LAST MENTIONED POINT OF BEGINNING BEARS NORTH 47° 24'52" EAST; THENCE SOUTHEASTERLY, SOUTHERLY AND SOUTHWESTERLY ALONG SAID LAST MENTIONED CURVE, THROUGH A CENTRAL ANGLE OF 650 36' 54" AND AN ARC LENGTH OF 343.56 FEET TO THE BEGINNING OF A REVERSE CURVE, CONCAVE EASTERLY AND HAVING A RADIUS OF 748.00 FEET; THENCE SOUTHWESTERLY AND SOUTHERLY ALONG SAID LAST MENTIONED CURVE, THROUGH A CENTRAL ANGLE OF 21' 23' 08" AND AN ARC LENGTH OF 279.19 FEET; THENCE TANGENT TO SAID LAST MENTIONED CURVE, SOUTH 010 38'38" WEST, A DISTANCE OF 154.37 FEET TO THE SOUTHERLY LINE OF CERTIFICATE OF COMPLIANCE NO. 02-004 CONDITIONAL, RECORDED DECEMBER 26, 2002 AS INSTRUMENT NO. 02-3182065, OF OFFICIAL RECORDS, BEING ALSO THE SOUTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, THENCE ALONG SAID SOUTHERLY LINE, SOUTH 88° 21' 22" EAST, A DISTANCE OF 280.81 FEET TO THE SOUTHEAST CORNER OF THAT LAND DESCRIBED IN SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B AND SAID CERTIFICATE OF COMPLIANCE NO. 02-004 CONDITIONAL, THENCE ALONG THE EASTERLY LINES OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, SAID CERTIFICATE OF COMPLIANCE NO, 02- 004 CONDITIONAL AND SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL, THE FOLLOWING THREE COURSES: 1. NORTH 000 01'05" EAST, A DISTANCE OF 117.51 FEET; THENCE 2. NORTH 780 34'00" WEST, A DISTANCE OF 43.48 FEET; THENCE 3. NORTH 000 42' 07" EAST, A DISTANCE OF 623.83 FEET TO THE NORTHEAST CORNER OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, AND SAID CERTIFICATE OF COMPLIANCE NO. 02-003 CONDITIONAL; THENCE ALONG THE NORTHERLY LINE OF SAID CERTIFICATE OF COMPLIANCE NO. CC -94-0134-B, AND SAID CERTIFICATE OF COMPLIANCE NO, 02-003 CONDITIONAL, NORTH 890 02' 19" WEST, A DISTANCE OF 237.27 FEET TO THE TRUE POINT OF BEGINNING. AS SET FORTH AS PARCEL 2 ON THE LOT LINE ADJUSTMENT RECORDED JANUARY 9, 2004 AS INSTRUMENT NO. 04-63723 OF OFFICIAL RECORDS. PARCEL6: THE WEST HALF OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 14, THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION_14;,THE_IONSOUTHWEST QUARTER OF THE NORTHEAST QUARTER,OF THE NORTHWEST;QUARTER OF SECT14, AND THAT PORTION OF THE SOUTH HALF OF THE'NORTHWEST QUARTER OF THE -NORTHWEST QUARTER OF SECTION 14, AND. OF THE SOUTHEAST'QUARTER OF THE NORTHWEST QUARTER OF SECTION 14, AND OF THE SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION f4'AND OF'THE NORTHEASTQUARTER�OF THE SOUTHWEST'OUARTER-OF SECTION 14; AND OF THE SOUTHEAST QUARTER OF,SECTION 14; ALL IN TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN'BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT•THEREOF, LYING - NORTHEASTERLY OF THE CENTER LINE OF THE 100 FEET WIDE -STRIP WLA`ND DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA RECORDED ON JUNE 28, 1928 AS INSTRUMENT NO. 1253 IN BOOK 311, OF OFFICIAL.RECORDS, IN THE OFFICE OF THE COUNTY' RECORDERWF SAID COUNTY._ EXCEPT THEREFROM THAT PORTION OF SAID LAND, DESCRIBED IN THE DEED TO THE STATE OF CALIFORNIA" RECORDED'O"EPTEMBER 22; 1952 AS INSTRUMENT NO. 2294 'BOOK 39893 PAGE 371, OF OFFICIAL RECORDS,, IN THEO`FFICETOF�THE COUNTY RECORDER''OF SAID COUNTY. art i �., .� s+„ _ . t r PARCEL 7: � .... .,. _.._. THE SOUTHEAST QUARTER -OF THE'SOUTHEAST QUARTER'OF SECTION 10n10T310F SECTION 11, AND'THE EAST HALF OFTHE'NORTHEAST'QUARTER OF THE NORTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION, 14, ALL IN TOWNSHIP 3 NORTH, RANGE 16 WEST, SAN BERNARDINO MERIDIAN, ACCORDING TO THE OFFICIAL PLAT THEREOF'. APN:. 2827-02&007, 2827-028; 008, 2827-028-019, 2827-028-0201,2827-028-006, 2827-028- 005,'2827-029`-004`. 2827-029'016, ` " EXHIBIT C Form of Nonforeign Affidavit NON -FOREIGN AFFIDAVIT (entity) Section 1445 of the Internal Revenue Code provides that a transferee (buyer) of a U.S. real property interest must withhold tax if the transferor (seller) is a foreign person or entity. For U.S. tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the property and not the disregarded entity. To inform the transferee that withholding of tax is not required upon the disposition of a U.S. real property interest by THE TRUST FOR PUBLIC LAND, a California nonprofit public benefit corporation ("Transferor"), the undersigned hereby certifies the following, on behalf of Transferor: 1. Transferor is not a foreign corporation, foreign partnership, foreign trust or foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax Regulations). Transferor is not a non-resident alien for purposes of U.S. income taxation. 2. Transferor is not a disregarded entity as defined in Section 1.1445-2(b)(iii). 3. Transferor's U.S. employer identification number is 4. Transferor's office address is: The Trust for Public Land 101 Montgomery, 9th Floor San Francisco, CA 94104 Transferor understands that this certification may be disclosed to the Internal Revenue Service by the transferee and that any false statement contained herein could be punished by fine, imprisonment, or both. Under penalty of perjury, I declare that I have examined this certificate and to the best of my knowledge and belief, it is true, correct and complete. TRANSFEROR: THE TRUST FOR PUBLIC LAND, a California nonprofit public benefit corporation 0 Gilman Miller, Senior Counsel Date: