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HomeMy WebLinkAbout07 APPROVE AGREEMENT FOR AQUISITION OF REAL PROPERTY & RESIDENTAL LEASE AGREEMENT FOR PROPERTY AT 2061 VALHALLA DRIVE FOR THE SIMON RANCH RESERVOIR, (CIP NO. 60114)nda AGENDA REPORT Ree e eld m City Manager Finance Director MEETING DATE: OCTOBER 2, 2018 TO: JEFFREY C. PARKER, CITY MANAGER FROM: DOUGLAS S. STACK, DIRECTOR OF PUBLIC WORKS/CITY ENGINEER SUBJECT: APPROVE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND RESIDENTIAL LEASE AGREEMENT FOR PROPERTY AT 2061 VALHALLA DRIVE FOR THE SIMON RANCH RESERVOIR, BOOSTER PUMP STATION, AND PIPELINE REPLACEMENT PROJECT (CIP NO. 60114) SUMMARY At the direction of the City Council, staff has successfully negotiated an acquisition agreement for the residential property located at 2061 Valhalla Drive, adjacent to the Simon Ranch Reservoir. The acquisition of the property will facilitate construction of the Simon Ranch Reservoir and Booster Pump Station Replacement Project (CIP No. 60114). Staff seeks City Council approval for this purchase and authorization to execute the necessary agreement and associated documents. RECOMMENDATION It is recommended that the City Council: 1. Approve the Agreement for the Acquisition of Real Property between the City of Tustin, a municipal corporation of the State of California, and Chong Sang Kim and Cho Hea Kim, Trustees of the Kim Trust dated October 3, 1990 (Owner) for the property at 2061 Valhalla Drive (APN 104-611-30) and authorize the Mayor and City Clerk to execute the agreement and associated documents on behalf of the City; and 2. Approve Residential Lease Agreement between the City of Tustin, a municipal corporation of the State of California ("LANDLORD"), and Chong Sang Kim and Cho Hea Kim, Trustees of the Kim Trust dated October 3, 1990 ("TENANT") for the property at 2061 Valhalla Drive (APN 104-611-30) and authorize the Mayor and City Clerk to execute the agreement on behalf of the City. FISCAL IMPACT The total purchase price for acquisition of the property is $1,950,000. Sufficient funds from the 2013 Water Bonds Fund (Fund 306) have been appropriated for the purchase. It was determined that ownership of the property by the City will facilitate construction of the project, resulting in approximately $306,000 in construction cost savings and allow for reservation of a permanent access and maintenance easement valued at $100,000. Upon completion of the project, the property will be sold at fair market value at that time. The Residential Lease Agreement has no fiscal impact. 1349879.1 Approve Acquisition of Real Property at 2061 Valhalla Drive, CIP 60114 October 2, 2018 Page 2 CORRELATION TO THE STRATEGIC PLAN The proposed project furthers Goal B of the City of Tustin Strategic Plan pertaining to Public Safety and the Protection of Assets, in that the project will improve vital public facilities which enhance Tustin's readiness in responding to fire and drought conditions. BACKGROUND AND DISCUSSION The City of Tustin is proceeding with its plans to demolish the existing Simon Ranch Reservoir and construct a replacement water reservoir and booster pump station at 11811 Outlook Lane. The project site is an incorporated City of Tustin island surrounded by unincorporated County of Orange territory and is bounded by Valhalla Drive to the southwest, Outlook Lane to the southeast, and single family residences to the north, northwest and northeast. The existing reservoir was constructed in 1960 and consists of a rectangular 1.4 million gallon (MG), partially buried structure with trapezoidal bottom and side walls lined with gunite, and a concrete roof. As the surrounding land was subsequently subdivided and developed with single family residences, property lines were established right up to the reservoir walls on the northwest and northeast sides. As a result, demolition of the existing reservoir requires encroachment onto the two adjacent residential properties. On November 15, 2016, the City Council authorized the Director of Public Works to initiate discussions with property owners, make offers, and execute agreements for the acquisition of temporary construction easements. The Public Works Department retained a Right -of -Way Agent in conjunction with the City Attorney's Office, and an independent appraiser to provide appraisal services for the City. During negotiations with Dr. Chong Sang Kim, owner of the subject property located at 2061 Valhalla Drive (Assessor Parcel Number 104-611-30) and to the northwest of the proposed replacement water reservoir and booster pump station, a request was made by Dr. Kim for the City to consider acquiring the entire property in fee title, instead of the temporary construction easement. It was determined that ownership of the property would enable the City to realize savings in mobilization, limited shoring, improved slope stabilization, and sound wall construction estimated at $278,000. The building corner of the subject property lies only 15 feet from the property line adjacent to the reservoir. Also, the need for a temporary construction easement valued at $28,000 would be eliminated. It is expected that the City will recuperate the purchasing funds with the sale of the property following construction of the project, with potential property value appreciation. In addition, the City, as owner of the property, could grant itself at no cost a permanent easement over a portion of the property for future access and maintenance, valued at approximately $100,000. The option to purchase the property was presented to the City Council in Closed Session on January 16, 2018. The City Council authorized the Director of Public Works to proceed with the acquisition process. The property was appraised by Kevin J. Donahue, MAI to determine current fair market value, and the amount of just compensation for the property was determined to be $1,950,000. In accordance with applicable laws, a written offer and pertinent items were delivered to the owners for consideration. The Offer to Acquire Real Property and the Appraisal Report are attached. Also attached is a Residential Lease Agreement, which will allow the property owners to occupy the property until no later than January 31, 2019 without payment of rent. The City's construction schedule will not be impacted. The City's purchase offer was accepted and the attached Agreement for Acquisition of Real Property and Residential Lease Agreement have been signed by the property owners and are now presented to the City Council for approval. The City Attorney has approved the agreements as to form. 1349879.1 Approve Acquisition of Real Property at 2061 Valhalla Drive, CIP 60114 October 2, 2018 Page 3 It is recommended that the City Council approve the attached Agreement for Acquisition of Real Property and the Residential Lease Agreement between the City of Tustin and Chong Sang Kim and Cho Hea Kim, Trustees of the Kim Trust dated October 3, 1990 (Owner) and authorize the Mayor and City Clerk to execute the agreements and associated documents on behalf of the City for the property at 2061 Valhalla Drive (APN 104-611-30). r Do glas . Stack, P.E. re of Public Works/City Engineer Attachments: 1. Offer to Acquire Real Property and Appraisal Report 2. Agreement for Acquisition of Real Property 3. Residential Lease Agreement 1349879.1 ATTACHMENT 1 OFFER TO ACQUIRE REAL PROPERTY AND APPRAISAL REPORT I Jenner, Suite 200 Irvine,CA 92619 949,951.5263 ph 1949.951.65651 fax RECEIPT OF OFFER PACKAGE Simon Ranch Reservoir Replacement Project 2061 Valhalla Drive, Santa Ana, CA APN: 104-611-30 Property Owner: Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990 2. Property Address: 2061 Valhalla Drive Santa Ana, CA 92705 This is to acknowledge receipt of the offer package containing the following items: ❑ Written Offer Letter Dated June 27, 2017 ❑ Appraisal Report ❑ Legal Description and Plat Map ❑ Agreement for Acquisition of Real Property ❑ Grant Deed ❑ Acquisition Brochure Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990 Chong Sang Kim, Trustee Cho Hea Kim, Trustee 1307450.1 Date Date June 27, 2018 Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990 2061 Valhalla Drive Santa Ana, CA 92705 Re: Offer to Acquire Real Property Simon Ranch Reservoir Replacement Project 2061 Valhalla Drive, Santa Ana, CA 92705 Assessor Parcel No. 104-611-30 Dear Mr. & Mrs. Kim: 1 Jenner, Suite 200 Irvine, CA 92618 949.951.5263 ph, 1949.951,61651 fax The City of Tustin (hereinafter referred to as the "City', is proceeding with its plans to demolish the existing Simon Ranch Reservoir and to construct a new water tank and associated improvements as well as offsite pipeline improvements which is known as the Simon Ranch Reservoir Replacement Project (the "Project'). The City is interested in negotiating the purchase the real property you own located at 2061 Valhalla Drive, Santa Ana, CA 92705 and identified by the Orange County Assessor as Assessor Parcel Number 104-611-30 (the "Property"). The Property is described in Exhibit "A" and depicted in Exhibit "B" enclosed with this letter. Overland, Pacific & Cutler, Inc. ("OPC") has been contracted by the City to contact the property owners in order to acquire the necessary rights for the Project. A review of public records indicates that you are the owners of record of the Property. The City previously made you an offer to acquire a 2,247 square foot temporary construction easement in the Property. Pursuant to your request that the City consider acquiring the Property instead of the temporary construction easement, the City has appraised the Property. The purpose of this letter is to extend the City's offer to acquire the Property. The City has determined the amount of just compensation for the Property is the sum of $1,950,000. The City's offer is not less than what the City has determined to be the fair market value of the Property. The basis for that determination is explained in the enclosed appraisal report prepared by Scott Lidgard of Lidgard and Associates, Inc. dated March 13, 2018. It is the City's hope that this price is agreeable to you and that the acquisition can begin immediately. This offer is, however, conditioned upon the City's ratification of the offer by execution of a contract of acquisition in a form and substance approved by the City Council of the 1307457.1 The Kim Trust, Dated October 3, 1990 2061 Valhalla Drive, Santa Ana, CA 92705 Page 2 City of Tustin. This offer is also based on the assumption that the Property is free of contamination and requires no remediation. If contamination is found, this offer will be subject to amendment. You have the right to obtain your own independent appraisal as part of the acquisition process. Pursuant to California Code of Civil Procedure section 1263.025, you are entitled to receive the reasonable cost, up to five thousand dollars ($5,000), for an independent appraisal you obtain. The appraisal you obtain must be conducted by an appraiser licensed by the California Bureau of Real Estate Appraisers (formerly the California Office of Real Estate Appraisers) and your request for reimbursement must be submitted in writing to the City with a copy of the appraisal and an invoice from the appraiser. Although you have the right to obtain your own appraisal and are entitled to receive up to $5,000 for your appraisal as described above, please note that the City is not obligated to accept your appraiser's value of the Property. The City, however, will review your appraisal and if appropriate, confer with the City's independent appraiser regarding the merits of your appraisal. If you wish to accept this offer, please do so by communication with Mona Montano of Overland, Pacific & Cutler, Inc. at 949-268-5723 as soon as possible. A written agreement concerning the acquisition of the Property will then be prepared and forwarded to you for your review and approval. If you have any questions or wish to discuss this matter further, please feel free to call Mona Montano at the number noted above. Sincerely, Over/and, Pacific & Cutler, Inc. Daniela Borbe Project Manager On behalf of City of Tustin Enclosures: Legal Description and Plat Map Appraisal Report Acquisition Brochure 1307457.1 - o Prepared for CITY OF TUSTIN c/o Overland, Pacific & Cutler, Inc. 1 Jenner, Suite 200 Irvine, California 92618 Date of Report March 13, 2018 MARKET VALUE STUDY KIM OWNERSHIP SINGLE FAMILY RESIDENCE 2061 VALHALLA DRIVE SANTA ANA, CALIFORNIA Effective Date of Appraisal March 6, 2018 Prepared by Scott A. Lidgard, MAI, cCM LIDGARD AND ASSOCIATES, INC. 2592 North Santiago Boulevard Orange, California 92867-1862 Report Reference No. 8119 LIDGAi AND ASSOCIATES Ar'PRAISERS-CONSULTANTS March 13, 2018 City of Tustin c/o Overland, Pacific & Cutler, Inc. 1 Jenner, Suite 200 Irvine, California 92618 Attention: Mona Montano Project Manager Subject: Market Value Study Kim Ownership 2061 Valhalla Drive Santa Ana, California 2592 North Santiago Boulevard Orange, California 92867-1862 (714) 633-8441 or (562) 988-2926 scott@lidgardine.com In accordance with your request and authorization, I have completed an appraisal study of the above -referenced property on behalf of the client indicated above. The entire subject property is sought to be acquired by the City of Tustin in connection with the Simon Ranch Reservoir Replacement Project The valuation study consisted of (1) notification of the property owner regarding the necessity of the appraisal study, (2) an complete on-site inspection of the subject property, (3) a review of public records, (4) the research and collection of comparable market data in the immediate and general subject market area, (5) a valuation employing applicable methodology based on an analysis of the comparable market data, and (6) preparation of this formal narrative appraisal report in summation of the activities outlined above. The subject property is located on the northeasterly side of Valhalla Drive, beginning 165± feet northwesterly of Outlook Lane, within unincorporated Orange County territory. The site has an interior (versus corner) location, effectively rectangular land configuration, level topography, and contains 23,200± square feet of land area. The property has a partial city light view of Southern Orange County. The highest and best use of the subject property is residential development. The subject property is presently improved with a one-story single family residence of wood frame and stucco construction. The dwelling contains 4 bedrooms, 31/2 bathrooms, 3,567 square feet of living area, was originally constructed in 1973 and renovated throughout the years. on-site improvements located within the boundaries of the subject property include a three -car detached garage, wood frame patio covers, barbecue island, swimming LIDGARD AND ASSOCIATES Real Estate Appraisal and Consultation INCORPORATED City of Tustin c/o Overland, Pacific & Cutler, Inc. Attention: Mona Montano Project Manager March 13, 2018 Page 2 pool/spa, concrete paving, brick paving, perimeter fencing/walls including numerous retaining walls, inground irrigation system, and ornamental landscaping. Overall condition is rated good, considering the age. Reference the accompanying appraisal report for a complete description of the subject property. The purpose of this appraisal study is to estimate the fair market value of the unencumbered fee simple interest in the subject property, in as -is condition, as well as to provide an estimate of the fair market rental value thereof. Market value is defined in The California Code of Civil Procedure, §1263.320, as: "(A) The fair market value of the property taken is the highest price on the date of valuation that would be agreed to by a seller, being willing to sell but under no particular or urgent necessity for so doing, nor obliged to sell, and a buyer, being ready, willing, and able to buy but under no particular necessity for so doing, each dealing with the other with full knowledge of all the uses and purposes for which the property is reasonably adaptable and available. (B) The fair market value of property taken for which there is no relevant market is its value on the date of valuation as determined by any method of valuation that is Just and equitable. " The intended use of this report is to assist the City of Tustin in complying with eminent domain requirements for their purchase negotiations with the private property owner. Intended users are City officials, along with consultants thereof, for the explicit purpose and intent indicated above. This report is not intended to be delivered to, or relied upon by, third parties, except as provided for in the eminent domain law. After considering the various factors which influence value, the market values of the subject property, in as -is condition, as of March 6, 2018 are as follows: Unencumbered fee simple market value: $1,950,000. Fair market rental value: $5,000 per month. This appraisal complies with the reporting requirements set forth in the Uniform Standards of Professional Appraisal Practice, under Standard Rule 2-2(a). This report contains a moderate level of detail with respect to the market data, appraisal methodology, and reasoning supporting the analysis, opinions, and conclusions. It contains sufficient information for the purpose, intent, and users for which it is written. LIDGARD AND ASSOCIATES INCORPORATED Real Estate Appraisal and Consultation City of Tustin c/o Overland, Pacific & Cutler, Inc. Attention: Mona Montano Project Manager March 13, 2018 Page 3 This appraisal report is submitted in triplicate; I have retained a file copy. If you require any additional information from our file, please do not hesitate to contact the undersigned. Very truly yours, LIDGARD AND ASSOCIATES, INC. Scott A. Lidgard, MAI, CCIM Certified General Real Estate Appraiser California Certification No. AG 004014 Renewal Date: March 13, 2020 SAL:sp LIDGARD AND ASSOCIATES INCORPORATED Real Estate Appraisal and Consultation TABLE OF CONTENTS Title Page Letter of Transmittal Table of Contents PREFACE Executive Summary Location Map Date of Value Purpose of the Appraisal Intent and Users of the Appraisal Property Rights Appraised Appraiser's Certification Scope of the Appraisal Assumptions and Limiting Conditions Terms and Definitions SUBJECT PROPERTY DESCRIPTION Vestee Property Address Legal Description Plat Map Site Description Building Improvements Plot Plan Drawing Other Improvements Assessment Data Ownership History Owner Notification Neighborhood Environment VALUATION ANALYSIS Highest and Best Use Analysis Valuation Methods Sales Comparison Approach Fair Market Rental Value Final Estimate of Value Exposure Time LUDGA W AIS"D ASSOCLkTES APPRATSERS-CONSULTANTa —I I, ov�t�t� I � EXECUTIVE SUMMARY PURPOSE OF APPRAISAL: Estimation of the fair market value of the subject property in as -is condition, as well as to provide an estimate of the fair market rental value thereof. The entire subject property is sought to be acquired by the City of Tustin in connection with the Simon Ranch Reservoir Replacement Project. CLIENT IDENTIFICATION: City of Tustin c/o Overland, Pacific, & Cutler, Inc. DATE OF VALUE: March 6, 2018 DATE OF REPORT: March 13, 2018 PROPERTY ADDRESS: 2061 Valhalla Drive Santa Ana, California VESTEE: Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990 SITE: Land area: 23,200± square feet, per Assessor's records. Map coordinates: Thomas Bros. Map Page 830, Grid E-2. Census tract: Property located in Government Census Tract 756.06. Land shape: Effectively rectangular land configuration. Zoning: E-4 (small estates). Soil contamination: None known or observed by appraiser, however, a comprehensive soil study was not provided for review. The subject property has been appraised herein as though free of soil contaminants, if any. Present use: Highest and best use: Assessor's No. IMPROVEMENTS: Use: Dwelling area: Single family residential use. Residential development. 104-611-30 Single family residential use. 3,567 square feet. LI CARD ANTSSSOCU APPRAISE RS-CONSULTANTS, 1 EXECUTIVE SUMMARY (Continued) IMPROVEMENTS: (Continued) Construction quality: Average quality, Class D construction. Condition: Overall condition is rated good, considering the age. Floor plan: Floor plan includes a foyer, living room with sunken conversation area, formal dining room, kitchen, eating area, family room, 4 bedroms, 3 1/2 bathrooms, and service porch. Year built: Originally constructed in1973 and renovated in 1985 and 2009. HIGHEST AND BEST USE VALUE INDICATIONS: Sales Comparison Approach: Cost -Summation Approach: Income Capitalization Approach: Existing single family residence. $1,950,000. Not applicable. Not applicable. RECONCILIATION: Sales Comparison Approach is the only approach considered applicable in the subject case. The Cost -Summation Approach and Income Capitalization Approach are not considered applicable in the subject case for reasons discussed in the Valuation Analysis Section. VALUE CONCLUSIONS: Unencumbered fee simple market value: $1,950,000. Fair market rental value: $5,000 per month. L L A D AND ASSOCIATES ES APPPA1SERS-CO NSU LTA NTS 0 Subject owac Property � , r t �, • o y C,. •f� � a sa ll I.IDGAI D AND ASSOCIATES APP 1' AI$VRS-CONSVLTANTS -- to, DATE OF VALUE The date of value employed in this appraisal report, and all opinions and computations expressed herein, are based on March 6, 2018, said date being generally concurrent with the inspection of the subject property and valuation analysis process. PURPOSE OF THE APPRAISAL The purpose of this appraisal report is to express an estimate of the market value of the subject property, in fee simple, absent any liens, leases, or other encumbrances, as of the date of value set forth above. The definition of market value is set forth in the following portion of this section following the heading "Definition of Market Value" Further, it is the purpose of this appraisal report to describe the subject property, and to render an opinion of the highest and best use based on (1) the character of existing and potential development of the property appraised, (2) the requirements of local governmental authorities affecting the subject property, (3) the reasonable demand in the open market for properties similar to the subject property, and (4) the location of the subject property considered with respect to other existing and competitive residential districts within the immediate subject market area. Further, it is the purpose of this appraisal report to provide an outline of certain factual and inferential information which was compiled and analyzed in the process of completing this appraisal study. INTENT AND USERS OF THE APPRAISAL The intended use of this report is to assist the City of Tustin in complying with eminent domain requirements for their purchase negotiations with the private property owner. Intended users are City officials, along with consultants thereof, for the explicit purpose and intent indicated above. This report is not intended to be delivered to, or relied upon by, third parties, except as provided for in the eminent domain law. PROPERTY RIGHTS APPRAISED The property rights appraised herein are those of the unencumbered fee simple interest. Fee simple is defined in the 12th Edition of The Appraisal of Real Estate, as, 'Absolute ownership by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat. " APPRAISERS -CONSULTANT,', 3 CERTIFICATION The undersigned does hereby certify, except as otherwise noted in this appraisal report, that: I have personally inspected the subject parent property; I have no present or contemplated future interest in the real estate which is the subject of this appraisal report. Also, I have no personal interest or bias with respect to the subject matter of this appraisal report, or the parties involved in this assignment. My engagement in this assignment, and the amount of compensation, are not contingent upon the reporting or development of pre -determined values or direction in value that favors (1) the cause of the client, (2) the amount of the value opinion, (3) the attainment of predetermined/stipulated results, or (4) the occurrence of a subsequent event directly related to the intended use of this appraisal. To the best of my knowledge and belief, the statements of fact contained in this appraisal report, upon which the analyses, opinions, and conclusions expressed herein are based, are true and correct. This appraisal report sets forth all of the assumptions and limiting conditions (imposed by the terms of this assignment or by the undersigned), affecting my personal, impartial, and unbiased professional analyses, opinions, and conclusions. The reported analyses, opinions, and conclusions, were developed, and this report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice, and the Code of Professional Ethics. As of the date of this report, I have completed the requirements of the continuing education program of the State of California as well as the Appraisal Institute. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. I have previously appraised the subject property as of August 11, 2017. Jason P. Boyer provided real property appraisal assistance to the person signing this report with respect to data collection, inspection of the property, and report preparation. No one other than the undersigned assisted in the preparation of the analyses, conclusions, and opinions of the real estate appraisal study. Scott A. Lidgard, MAI, CCIM Certified General Real Estate Appraiser California Certification No. AG 004014 Renewal Date: March 13, 2020 Date: March 13, 2018 LUD Al AN -D A.S O IATA APPRAISER S-CONSU L`I'ANTS S! SCOPE OF THE APPRAISAL The appraiser, in connection with the following appraisal study, has: 1. Been retained, and has accepted the assignment, to make an objective analysis/valuation study of the subject property, and to report, without bias, an estimate of fair market value. 2. Toured the general area by automobile to acquaint himself with the extent, condition, and quality of nearby developments, sales and offerings in the area, density and type of development, topographical features, economic conditions, trends toward change, etc. 3. Viewed the subject property and completed an exterior inspection from the adjacent rights-of-way in order to acquaint himself with the current particular attributes, or shortcomings, of the subject site. 4. General descriptive information relating to the subject property, such as land area, building size, construction type, building age/condition, etc., was obtained from a review of public records, observed from adjacent rights-of-way, or assumed based on the nature and quality of the development. 5. Made a visual observation concerning public streets, access, drainage, and topography of the subject property. 6. Obtained information regarding public utilities and sanitary sewer available at the subject site. 7. Made, or obtained from other qualified sources, calculations on the area of land contained within the subject property. 8. Taken photographs of the subject property, together with photographs of the immediate environs. 9. Made, or caused to be made, a search of public records for factual information regarding the recent sales of the subject property, and for recent sales of comparable properties. LIDGGARD AND ASSOCIATES. APP RMSERS-CON SULTAN S 9 SCOPE OF THE APPRAISAL (Continued) 10. Reviewed current maps, zoning ordinances, and other material for additional background information pertaining to the subject property, and sale property. 11. Attempted to visualize the subject property as it would be viewed by a willing and informed buyer, as well as a willing and informed seller, absent the proposed public acquisition project. 12. Formed an opinion of the highest and best use applicable to the subject property appraised herein. 13. Formed an estimate of market value, as of the date of value expressed herein, for the subject property. The valuation methodology primarily relied upon is the Sales Comparison Approach based on comparable market data located within the immediate and general subject market area. 14. Prepared and delivered this appraisal report in summation of all the activities outlined above. LIDGARD AND ASSOCIATES APPRAISERS -CONSULTANTS NTS 101 ASSUMPTIONS AND LIMITING CONDITIONS This appraisal is made with the following understanding as set forth in items No. 1 through 18, inclusive: 1. That liability of Lidgard and Associates, Inc., along with the specific appraiser responsible for this report, is limited to the client only and to the fee actually received by the firm. There is no accountability, obligation or liability to any third party reader/user of this report. In the event this appraisal report is delivered to anyone other than the client for whom this report was prepared, it is the client's responsibility to make such party and/or parties aware of all limiting conditions and assumptions of this assignment and related discussions. 2. That in the event the client or any third party brings legal action against Lidgard and Associates, Inc., or the preparer of this report, and the appraiser prevails, the party initiating such legal action shall reimburse Lidgard and Associates, Inc. and/or the appraiser for any and all costs of any nature, including attorney's fees, incurred in their defense. 3. This appraisal report is intended to comply with reporting requirements set forth in the Uniform Standards of Professional Appraisal Practice, under Standard Rule 2-2(a). It contains a moderate level of detail with respect to the market data, appraisal methodology, and reasoning supporting the analysis, opinions, and conclusions. This report contains sufficient information for the intended use and users for which it was written. 4. That title to the subject property is assumed to be good and merchantable. Liens and encumbrances, if any, have not been deducted from the final estimate of value. The vesting was obtained from County Records, or other sources, and has been relied upon as being accurate. The subject property has been appraised as though under responsible ownership. The legal descriptions are assumed accurate. 5. That the appraiser assumes there are no hidden or unapparent conditions of the subject property, subsoil, structures, or other improvements, if any, which would render them more or less valuable. Further, the appraiser LIDGARD AND ASSOCIATES APPi ATSERS-CONSULTrINTS 7 ASSUMPTIONS AND LIMITING CONDITIONS (Continued) assumes no responsibility for such conditions or for the engineering which might be required to discover such conditions. That mechanical and electrical systems and equipment, if any, except as otherwise may be noted in this report, are assumed to be in good working order. The property appraised is assumed to meet all governmental codes, requirements, and restrictions, unless otherwise stated. 6. That no soils report, topographical mapping, or survey of the subject property was provided to the appraiser; therefore information, if any, provided by other qualified sources pertaining to these matters is believed accurate, but no liability is assumed for such matters. Further, information, estimates and opinions furnished by others and contained in this report pertaining to the subject property and market data were obtained from sources considered reliable and are believed to be true and correct. No responsibility, however, for the accuracy of such items can be assumed by the appraiser. 7. That unless otherwise stated herein, it is assumed there are no encroachments, easements, soil toxics/contaminants, or other physical conditions adversely affecting the value of the subject property. 8. That no opinion is expressed regarding matters which are legal in nature or other matters which would require specialized investigation or knowledge ordinarily not employed by real estate appraisers, even though such matters may be mentioned in the report. 9. That no oil rights have been included in the opinion of value expressed herein. Further, that oil rights, if existing, are assumed to be at least 500 feet below the surface of the land, without the right of surface entry. 10. That the distribution of the total valuation in this report between land and improvements, if any, applies only under the existing program of utilization. The separate valuations for land and improvements must not be used in conjunction with any other appraisal and are invalid if so used. LD ARD AND ASSOCIATES APPRAISV RS-CONSU LTANTS ASSUMPTIONS AND LIMITING CONDITIONS (Continued) 11. That the valuation of the property appraised is based upon economic and financing conditions prevailing as of the date of value set forth herein. Further, the valuation assumes good, competent, and aggressive management of the subject property. 12. That the appraiser has conducted a visual inspection of the subject property and the market data properties. Should subsequent information be provided relative to changes or differences in (1) the quality of title, (2) physical condition or characteristics of the properties, and/or (3) governmental restrictions and regulations, which would increase or decrease the value of the subject property, the appraiser reserves the right to amend the final estimate of value. 13. That the appraiser, by reason of this appraisal, is not required to give testimony in court or at any governmental or quasi -governmental hearing with reference to the property appraised, unless contractual arrangements have been previously made therefor. 14. That drawings, plats, maps, and other exhibits contained in this report are for illustration purposes only and are not necessarily prepared to standard engineering or architectural scale. 15. That this report is effective only when considered in its entire form, as delivered to the client. No portion of this report will be considered binding if taken out of context. 16. That possession of this report, or a copy thereof, does not carry with it the right of publication, nor shall the contents of this report be copied or conveyed to the public through advertising, public relations, sales, news, or other media, without the written consent and approval of the appraiser, particularly with regard to the valuation of the property appraised and the identity of the appraiser, or the firm with which he is connected, or any reference to the Appraisal Institute, or designations conferred by said organizations. LIDGART ANDS O I�,.'TE APP RATS ERS -Co NSULTr+ NT"5 X ASSUMPTIONS AND LIMITING CONDITIONS (Continued) 17. That the form, format, and phraseology utilized in this report, except the Certification, and Terms and Definitions, shall not be provided to, copied, or used by, any other real estate appraiser, real estate economist, real estate broker, real estate salesman, property manager, valuation consultant, investment counselor, or others, without the written consent and approval of Scott A. Lidgard. 18. That this appraisal study is considered completely confidential and will not be disclosed or discussed, in whole or in part, with anyone other than the client, or persons designated by the client. LID+ -A.I D AND ASSOCLkMS APP RAISERS -CON SU LTANTS 10 TERMS AND DEFINITIONS Certain technical terms have been used in the following report which are defined, herein, for the benefit of those who may not be fully familiar with said terms. FAIR MARKET VALUE: The highest price, estimated in terms of money, which would be paid by a willing buyer to a willing seller, allowing sufficient reasonable time to find a buyer, both buyer and seller acting without duress and both being fully advised as to the purposes to which the property can be best used. Fair Market Value is estimated as of the date of valuation set forth in the appraisal. The California Code of Civil Procedure, S1263.320, states: "(A) The fair market value of the property taken is the highest price on the date of valuation that would be agreed to by a seller, being willing to sell but under no particular or urgent necessity for so doing, nor obliged to sell, and a buyer, being ready, willing, and able to buy but under no particular necessity for so doing, each dealing with the other with full knowledge of all the uses and purposes for which the property is reasonably adaptable and available. (B) The fair market value of property taken for which there is no relevant, comparable market is its value on the date of valuation as determined by any method of valuation that is just and equitable." SALES COMPARISON APPROACH: One of the three accepted methods of estimating Fair Market Value. This approach consists of the investigation of recent sales of similar properties to determine the price at which said properties sold. The information so gathered is judged and considered by the appraiser as to its comparability to the subject property. Recent comparable sales are the basis for the Sales Comparison Approach. COST -SUMMATION APPROACH: Another accepted method of estimating Fair Market Value. This approach consists of estimating the new construction cost of the building and yard improvements and making allowances for appropriate amount of depreciation. The depreciated reconstruction value of the improvements is then added to the land value estimate gained from the Sales Comparison Approach. The sum of these two figures is the value indicated by the Cost - Summation Approach. LJDGARD AND ASSOCIATES APPRAISERS -CONS LTANTS 11 TERMS AND DEFINITIONS (Continued) INCOME CAPITALIZATION APPROACH: The Income Capitalization Approach consists of capitalizing the net income of the property under study. The capitalization method studies the income stream, allows for (1) vacancy and credit loss, (2) fixed expenses, (3) operating expenses, and (4) reserves for replacement, and estimates the amount of money which would be paid by a prudent investor to obtain the net income. The capitalization rate is usually commensurate with the risk, and is adjusted for future depreciation or appreciation in value. DEPRECIATION: Used in this appraisal to indicate a lessening in value from any one or more of several causes. Depreciation is not based on age alone, but can result from a combination of age, condition or repair, functional utility, neighborhood influences, or any of several outside economic causes. Depreciation applies only to improvements. The amount of depreciation is a matter for the judgment of the appraiser. HIGHEST AND BEST USE: Used in this appraisal to describe that private use which will (1) yield the greatest net return on the investment, (2) be permitted or have the reasonable probability of being permitted under applicable laws and ordinances, and (3) be appropriate and feasible under a reasonable planning, zoning, and land use concept. LIDGARD AND ASSOCLATES APPRAISERS -CONSULTANTS 12 i3VvlmdM1 k. r—mll-tiIuill' JL Lnt, Lal SUBJECT PROPERTY Aerial view of subject property located on the northeasterly side of Valhalla Drive, beginning 165± feet northwesterly of Outlook Lane, within unincorporated Orange County territory. See additional photographs of the subject property in the Addenda Section. VESTEE: Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990. Mailing Address: 2061 Valhalla Drive Santa Ana, California 92705 Telephone: (714) 665-3321 PROPERTY ADDRESS: 2061 Valhalla Drive Santa Ana, California LEGAL DESCRIPTION: Lot 80 of Tract No. 3883 in the County of Orange, State of California, as per map recorded in Book 166, Pages 5 through 11, inclusive of Miscellaneous Maps, in the office of the County Recorder of said county. L ID ARD AND ASSOCIATES APPRAISERS -CO NSU LTANTS 1 APPRAI SERS-CONSULTANTS SITE DESCRIPTION LOCATION: Northeasterly side of Valhalla Drive, beginning 165± feet northwesterly of Outlook Lane, within unincorporated Orange County territory. Property has a partial city light view of Southern Orange County. MAP COORDINATES: Thomas Bros. Map Page 830, Grid E-2. CENSUS TRACT: Property located in Government Census Tract No. 756.06. LAND SHAPE: Effectively rectangular land configuration; see highlighted portion of plat map on the opposite page. DIMENSIONS: Various dimensions; reference plat map. LAND AREA: 23,200± square feet, per Assessor's records. TOPOGRAPHY: Effectively level topography. DRAINAGE: Appears to be adequate; no depressions or low areas were noted within the boundaries of the subject property which would cause a water ponding condition during the rainy season. SOIL STABILITY: Appears to be adequate based upon the existing development at the subject site, as well as surrounding developments; it should be noted that a soils report was not provided for review. SOIL CONTAMINATION: None known or observed, however, a soils study has not been provided for review. The subject property has been appraised as though free of soil contaminants. ACCESS: The subject property has 143.85 lineal feet of frontage along Valhalla Drive. RIGHT-OF-WAY WIDTH: Valhalla Drive: 40 feet. STREET SURFACING: Asphalt paved traffic lanes. 4 SITE DESCRIPTION (Continued) CURB AND GUTTER: Concrete curb and gutter (each side of street). SIDEWALK: Concrete sidewalk along portion of subject frontage. STREET LIGHTS: Mounted on ornamental standards. PUBLIC UTILITIES: Water, gas, electric power, and telephone are available at the site. SANITARY SEWER: Available to site. ENCROACHMENTS: None known, or observed during the field inspection, however, a survey of the subject property was not provided for review. EASEMENTS: Based on a preliminary title report prepared by Commonwealth Land Title Company, dated December 30, 2016, there are no easements encumbering the subject property. It is assumed there are no "cross - lot" or "blanket" easements. ILLEGAL USES: None apparent. EARTHQUAKE FAULT: The subject property is not located within an earthquake fault study zone. The greater Southern California area, however, is generally prone to earthquakes and other seismic disturbances. No seismic or geo- logical studies have been provided for review. No responsibility is assumed for the possible impact on the subject property of seismic activity and/or earthquakes. FLOOD HAZARD AREA: The subject property is located within Zone X, per data issued by the Federal Emergency Management Agency. Property is depicted on Flood Map Panel 06059C0168J, dated December 3, 2009. PRESENT USE: Single family residential use. LIDGAR D AND A.SSOCL TE' 3 SITE DESCRIPTION (Continued) ZONING: The subject property is located within the E-4 (small estates) zone district of the County of Orange. The purpose and intent of the E-4 zone classification is to provide for the development and maintenance of low - medium density single family residential neighborhoods in which open spaces and deep setbacks predominate. Current development standards include a (1) minimum lot size of 20,000 square feet, (2) maximum site coverage of 35%, (3) maximum building height of three stories or 35 feet, whichever is most restrictive. The on-site automobile parking requirement for single family residential use is two enclosed spaces per dwelling unit. Based on an inspection of the subject property, as well as a review of current zone standards, the existing subject development generally represents a conforming land use. HIGHEST AND BEST USE: The reader is referred to the first portion of the Valuation Analysis Section for a detailed discussion regarding the highest and best use of the subject property. BUILDING IMPROVEMENTS MAIN DWELLING TYPE OF STRUCTURE: Single family residence. NO. OF STORIES: One story. DWELLING SIZE: 3,567 square feet per Orange County Assessor's records. YEAR BUILT: Originally constructed in 1973 and renovated in 1985 and 2009. LID ARD AND ASSOCIATES APPRAMERS- eaNsULTANTs 0 Landscaping Landscaping (Sloped) (sloped) slope ) Concrete Pool L.-- Concrete Garage Concrete Main Dwelling P aConcrete Brick Valhalla Landscaping (Sloped) -IJE)GARL> ANE> ASSOCIATES APPRAISERS-CON SULTA'NT Drive BUILDING IMPROVEMENTS (Continued) MAIN DWELLING (Continued) CONSTRUCTION QUALITY: Average -good quality, Class D (wood frame) construction. FOUNDATION: Reinforced poured concrete column and wall footings. EXTERIOR WALLS: Stucco over wood framing exterior walls with wood fascia. ROOF SURFACING: Plywood roof deck supported by wood frame truss structure with lightweight concrete tile roof surfacing. Roof surfacing replaced in approximately 1993. FLOORS: Concrete slab flooring with carpet and ceramic tile floor coverings. INTERIOR WALLS: Painted drywall over wood stud interior walls. CEILINGS: Painted drywall wood stud ceilings. DOORS: Wood frame with glass panel front entry door and wood frame/panel interior doors. WINDOWS: Plate glass windows set in wood frames and dual pane vinyl frame sliding windows. Windows replaced throughout the dwelling in approximately 2009. ELECTRICAL: Conventional electrical wiring system. PLUMBING: Conventional plumbing system. Dwelling has 31/2 bathrooms, kitchen sink, and a 80± gallon water heater. HEATING AND COOLING: Dual central forced air central heating and cooling system. CONDITION: Overall condition is rated good, considering the age. APPRAISERS-CONSU LTANTS. 5 BUILDING IMPROVEMENTS (Continued) MAIN DWELLING (Continued) FLOOR PLAN: Floor plan includes a foyer, living room with sunken conversation area, formal dining room, kitchen, eating area, family room, 4 bedrooms, 31/2 bathrooms, and service porch. Dwelling has two wood burning fireplaces with gas log lighters. Family room has an extensive stone wall and hearth surrounding fireplace. KITCHEN FEATURES: Kitchen features include stain grade cabinets, quartz stone drainboard and backsplash, double bowl stainless steel sink, garbage disposal, built-in oven (Kitchenaid), countertop range (Thermador, four electric burners), hood and vent fan, built-in refrigerator (Kitchenaid), and dishwasher (Kitchenaid). All appliances have stainless steel finish. OTHER IMPROVEMENTS COMMENT: Other on-site improvements located within the boundaries of the subject property include a three -car detached garage, wood frame patio covers, barbecue island, swimming pool/spa, concrete paving, brick paving, perimeter fencing/walls including numerous retaining walls, inground irrigation system, and ornamental landscaping. ASSESSMENT DATA ASSESSOR'S PARCEL NO.: 104-611-30 ASSESSED VALUATIONS: Land: $ 73,458. Improvements: $185,831. TAX CODE AREA: 89-027. TAX YEAR: 2017-2018 L IDGARD AND ASSOCIATES APPRA[SCR,S-00NSU LTA*,4`i'S C ASSESSMENT DATA (Continued) REAL ESTATE TAXES: $2,705.15* SPECIAL ASSESSMENTS: $457.72 per annum. * In the event the subject property is sold -transferred to a private party, the real estate taxes will be adjusted to approximately 1.07223% of the sale - transfer price, per Proposition 13. In the absence of a sale -transfer, the maximum allowable annual increase in the assessed valuations is 2%. OWNERSHIP HISTORY COMMENT: The subject property was acquired by the present owner on June 15, 1994 as Document No. 401764. A non -market related grant deed transferring ownership between two related parties recorded October 22, 2014 as Document No. 428842. Due to the date of acquisition, the purchase price is not considered relevant to the current market value. The property has not been marketed for sale through the local Multiple Listing Service in recent years. OWNER NOTIFICATION COMMENT: The property owner was notified of the appraisal study by letter from Overland, Pacific & Cutler, LLC, acquisition consultants for the City of Tustin, dated February 9, 2018, and Lidgard and Associates, Inc., dated February 12, 2018. Reference copies of the notification letters set forth in the Addenda Section. The property owner was advised of the entitlement to accompany the appraiser at the time of the appraisal inspection. The letter also invited the owner to complete an LS A AND ASSOCLATES APPRAISE RS -CON SUL'TANTS 7 OWNER NOTIFICATION (Continued) COMMENT: (Continued) enclosed Property Data Form with information such as recent property upgrades and tenant information. The owner responded to the letters of notification by making telephone contact with the appraiser. An inspection of the subject property was conducted on March 1, 2018 in the presence of the property owner. NEIGHBORHOOD ENVIRONMENT COMMUNITY: The subject property is located in unincorporated Orange County territory within a community commonly known as North Tustin. The community of North Tustin is situated in central Orange County. Neighboring and adjoining communities include Orange, Tustin, Santa Ana, Orange Park Acres, EI Modena, and Villa Park. Major nearby freeways include the Santa Ana (5) Freeway, Costa Mesa (55) Freeway, the Garden Grove (22) Freeway, and the Eastern Transportation (261 Toll Road) Corridor. North Tustin encompasses 6.7 square miles; the elevation is 256 feet above sea level. The total population, as of 2010, is 24,917 persons. The average household size is approximately 2.88 persons. The median household income is $119,207. There are a total of 8,866 housing units including attached and detached dwellings. There is a variety of cultural, recreational, educational, and entertainment options in the greater central Orange County area. Tourism and entertainment facilities include the Anaheim Convention Center, Honda Center, Angel Stadium, Disneyland Resort, LMOARD ANID ASSOCIATES APPRATSV RS -CONSULTANTS N. �ok f= r � 4 2 ` ♦ x es rw J x w e'' r t w roper#y < .t r < ;fit R � £a q y m ixr» NEIGHBORHOOD ENVIRONMENT (Continued) COMMUNITY: (Continued) Anaheim Resort, The Rinks Anaheim Ice, Orange County Fairgrounds, Irvine Lake, and Irvine Regional Park. LAND USES: The predominant land use within the immediate area along secondary streets is single family residential dwellings situated on large land parcels. Commercial retail and office developments are located along Red Hill Avenue and Newport Avenue. Existing developments, for the most part, consist of one and two story structures of either reinforced concrete or wood frame construction. Predominant land uses within the general vicinity include the Trader Joes, Tustin Ranch Golf Club, Peters Canyon Regional Park, EI Modena Open Space, Orange Hill Restaurant, The Market Place, In -N -Out Burger, Target, BJ's Restaurant & Brewhouse, Orchard Hills Apartments, Walgreens, Tustin Plaza Apartments, Pioneer Middle School and Ladera Elementary School. Existing land uses within the area are generally compatible when considered in the context of the longevity of respective uses. There are no substantial adverse conditions which would have a measurable impact on the value or marketability of the subject property. BUILT-UP: The immediate neighborhood is effectively 85% built-up. Residential: 70±% owners. 30±% tenants. Commercial: 40±% owners. 60±% tenants. L DGARD AND ASSOCIATES 91 NEIGHBORHOOD ENVIRONMENT (Continued) AGE RANGE: Existing developments in the area range from 5 years to exceeding 50 years. PRIDE OF OWNERSHIP: Overall pride of ownership, evidenced by an ongoing maintenance program, is rated average. OTHER: The availability and adequacy of public facilities, transportation, and retail/office commercial facilities are rated average. The County of Orange provides police and fire protection to the subject district See Valuation Analysis in the following section. I., D ARD AND ASSOCIATE PPRATSERS-CONSULTANTS 10 Art* K A 1,111-'K' b-UUN6UL L A NIZI VALUATION ANALYSIS The purpose of this valuation study is the estimation of fair market value of the unencumbered fee simple interest in the subject property, in as -is condition, as well as to provide an estimate of the fair market rental value thereof. The entire subject property is sought to be acquired by the City of Tustin in connection with the Simon Rancho Reservoir Replacement Project. The date of value employed in this study is March 6, 2018. Prior to the application of the appraisal process, which in this case employs the Sales Comparison Approach and Direct Rental Comparison Approach, it is necessary to consider and analyze the highest and best use of the subject property. H/GHESTAND BEST USEANALYS/S; Highest and best use is defined in The Appraisal of Real Estate, by the Appraisal Institute, 14th Edition, Page 332, as: "The reasonably probable use of property that results in the highest value. " In the process of forming an opinion of highest and best use, consideration must be given to various environmental and political factors such as zoning restrictions, probability of zone change, private deed restrictions, location, land size and configuration, topography, and the character/quality of land uses in the immediate and general subject market area. There are three basic criteria utilized in the highest and best use analysis of a property as if vacant, as well as presently improved. The three criteria are summarized as follows: 1. Physically possible. 2. Legally permissible. 3. Financially feasible. The foregoing are typically considered sequentially; for example, a specific use may prove to be maximally productive, however, if it is not legally permissible, or physically possible, its productivity is irrelevant. Physically Possible: The physical possibility of developing a specific property is governed, in part, by the size, shape, area, and terrain of the property in question. The availability of public utilities is also an important consideration in the analysis of a property's overall development potential. LI CARD AND ASSOCIATES APPRAIStKS-CONSU LTANTS 1 VALUATION ANALYSIS (Continued) H/GHESTAND BEST USEANALYS/S: (Continued) Physically Possible: (Continued) Additional physical considerations are warranted when analyzing the highest and best use of the subject property, as presently improved. The size, architectural design, and condition of the existing building improvements are important elements, and may have a substantial impact on the highest and best use of a property, as presently improved. Legally Permissible: Legally permissible uses are determined, in part, by a community's general plan, zoning requirements, local building codes, and private deed restrictions. The general plan of a community is established to assure continuity of development within the community and the surrounding area. There is usually a consistency between the general plan of a community and the various zone classifications. The zone classification sets forth the various types of development allowed within a specific zone district. Zoning requirements typically constitute the available choices of development for a property. Local building codes are generally addressed as part of the zone classification, and include items such as maximum building densities, building height restrictions, setback and parking requirements, etc. Private deed restrictions relate to mutual agreements under which a property was acquired. Said restrictions may prohibit certain types of development. Financially Feasible: Those uses which meet the first two criteria, i.e. physically possible and legally permissible, are further analyzed in order to determine which uses produce an adequate return on the investment. The specified use is considered financially feasible if the net income capable of being generated is enough to satisfy the required rate of return and provide a return on the land. Among those uses which are considered financially feasible, that use which produces the highest price, or value, consistent with the required rate of return, is considered the highest and best use of the property. Conclusion (as if vacant). The subject property has an interior (versus corner) location along a secondary residential street. The site has an effectively rectangular land configuration, level topography, and contains 23,200 square feet of land area. Vehicular access, as well as pedestrian access, are rated average. Property has a partial city light view of Southern Orange County. APPRAISE RS -CONSULTANTS 0 VALUATION ANALYSIS (Continued) H/GHESTAND BEST USEANALYS/Se (Continued) Conclusion (as if vacant); (Continued) All public utilities such as water, gas, electric power, telephone, as well as sanitary sewer are available to the site. The physical characteristics of the subject parcel are considered adequate to accommodate a variety of legally permissible uses. As stated, the subject property is located within the E-4 (small estates) zone of the County of Orange. The primary legally permitted use within the E-4 zone classification is single family residential development with a minimum lot size of 20,000 square feet. The optimal utility of the subject site is as zoned. Based on the demand, the physical characteristics of the site, as well as the legally permissible uses, it is the appraiser's opinion that the maximally productive use, and therefore, the highest and best use of the subject land, as if vacant, is a single family residential development. Conclusion (as improved): The subject property, as presently improved, is obviously physically possible, and generally conforms to current development standards. Overall condition of the subject dwelling and on-site improvements is rated good, considering the age. The overall functional utility of the subject property is competitive with the preponderance of improved single family residential properties in the immediate market area. The subject property, as improved, is considered financially feasible, and represents the maximally productive use at the present time. Based on an inspection of the subject property, as well as the valuation analysis which considered property values, historical occupancy rates, as well as expressed tenant and owner/user demand, the existing development represents the highest and best use of the subject property. The value of the subject property as presently improved exceeds that of the underlying land parcel. VAL UA T/ON METHODS: There are three conventional methods (approaches) which can be used to estimate value. They are the Sales Comparison Approach, Cost -Summation Approach, and Income Capitalization Approach. Following is a brief description of each approach to value. IJGARD AND ASSOCIATES AV PR AB ERS -CON SULTANTS 3 VALUATION ANALYSIS (Continued) VALUATION METHODS: (Continued) Sales Comparison Approach, This approach consists of the investigation of recent sales of similar properties to determine the price at which said properties sold. The information so gathered is judged and considered by the appraiser as to its comparability to the subject property. Recent comparable sales, either vacant land or improved properties, are the basis for the application of the Sales Comparison Approach. Cost -Summation Approach: The Cost -Summation Approach consists of estimating the construction cost new of the building and yard improvements and making allowances for the appropriate amount of accrued depreciation. The depreciated reconstruction value of the improvements is then added to the land value estimate. The sum of these two figures is the value indicated by the Cost - Summation Approach. Income Capitalization Approach; The Income Capitalization Approach consists of the capitalizing of net income of the property under appraisement. The capitalization methodology studies the income stream, allows for (1) vacancy and credit loss, (2) fixed expenses, and (3) oper- ating expenses. The value indicated by the Income Capitalization Approach represents the money which would be paid by a prudent investor to obtain the net income capable of being generated by the property. The capitalization rate is usually commensurate with the inherent risk. The appraisal process is concluded by reconciliation of the indications of value obtained from the applicable valuation methods. Consideration is given to the type and reliability of data used, as well as the applicability of each approach. It should be understood that the reconciliation is not an averaging process, but an analysis of data upon which the various approaches were developed. The Sales Comparison Approach is the only approach considered applicable as a reliable indicator of value when estimating the unencumbered fee simple market value of the subject property. The Direct Rental Comparison Approach, which is an adaptation of the Sales Comparison Approach, has been employed in order to estimate the fair market rental value thereof. The Cost -Summation Approach is without LIDGARD AND ASSOCIATES A]PPRAiSCRS-CONSLTLT .Nrs 11 VALUATION ANALYSIS (Continued) VALUATION METHODS: (Continued) meaningful application due to the age and nonconforming status of the existing development and resultant difficulty in accurately estimating accrued depreciation. The Income Capitalization Approach has not been applied inasmuch as the subject property would not typically be acquired for investment -type purposes. SALES COMPARISONAPPROACH; The Sales Comparison Approach takes into account properties which have sold in the open market. This approach, whether applied to vacant or improved property, is based on the Principle of Substitution which states, "The maximum value of a property tends to be set by the cost of acquiring an equally desirable substitute property, assuming no costly delay is encountered in making the substitution." Thus, the Sales Comparison Approach attempts to equate the subject property with sale properties by analyzing and weighing the various elements of comparability. The Sales Comparison Approach has been applied to the subject property after an investigation and analysis was conducted of single family residential properties having recently sold within the immediate market area. Comprehensive information pertaining to each of the sale properties employed herein is contained in the appraiser's file and data base. Reference the Market Data Map, on the following page, for an illustration of the location of the various sale properties. The knowledge and understanding of present and historical value patterns and trends affecting the local real estate market are based on the observation of market conditions and the appraisal of other residential properties, as well as information obtained from various sources which include the following: • Owners: Interviews were conducted with owners of residential properties in the general research area to determine various market trends, and value patterns. • Tenants: Interviews were conducted with various tenants of residential properties located within the immediate subject market area. • Real estate brokers and salespersons: A number of active brokers and salespersons within the greater subject market area were interviewed regarding existing and historical lease and sales data, as well as value patterns and trends. LIDGARD AND ASSOCIATES APPRAISERS -CONSULTANT 5 LIDGARD AND ASSOCIATES .. . APPRAISERS -CONSULTANTS VALUATION ANALYSIS (Continued) SALES COMPAR/SONAPPROACH; (Continued) • Public officials: Various public officials were interviewed regarding (1) existing or proposed projects which have an impact on real property values, (2) economic trends, (3) level of public services, (4) zone classifications and building standards, and (5) property tax structure and assessment districts. • Published data: Information was gathered and studied regarding population, unemployment levels, employment centers, residential sales data as well as rental data, and other demographic and economic factors. Following is a summary of those sales considered helpful when estimating the value of the subject property as presently improved. Dwelling On-site Land/Bldg. $/SF Land Data Date Lot Size Size Br/Ba Built Parking Ratio Sale Price $/SF Dwel. 1. 6-17 20,400 sf 3,536 sf 5 br/31/2 ba 1976 3 -gar. 5.77:1 $1,653,000. $ 81.03 2071 Racquet Hill, Santa Ana $467.48 2. 8-17 13,148 sf 3,549 sf 5 br/3 be 1998 2 -gar 12165 Zielian Court, Tustin 3. 8-17 26,325 sf 3,395 sf 5 br/51/2 ba 1973 3 -gar 2121 Valhalla Drive, Santa Ana 4. 9-17 20,800 sf 3,513 sf 5 br/3 ba 1976 3 -gar 2032 Racquet Hill, Santa Ana 5. 12-17 7,638 sf 3,901 sf 5 br/4 be 1999 3 -gar 2348 Pieper Lane, Tustin 6. 2-18 20,295 sf 3,827 sf 5 br/31/2 ba 1970 3 -gar 11822 Skyline Drive, Santa Ana 3.70:1 $1,711,000. $130.13 $482.11 7.75:1 $1,895,000. $ 71.98 $558.17 5.92:1 $1,960,000. $ 94.23 $557.93 1.96:1 $1,700,000. $222.57 $435.79 5.30:1 $1,650,000. $ 81.30 $431.15 All of the properties surveyed are located within the immediate and general subject market area. The properties contain dwellings ranging in size from 3,395 to 3,901 square feet of living area, and were originally constructed between 1970 and 1999. The floor plans range from 5 bedrooms/3 bathrooms to 5 bedrooms/51/2 bathrooms. The parcels range in size from 7,638 to 26,325 square feet of land area. After viewing each of the sale properties, and verifying details of the various transactions, the primary unit of analysis employed herein is the overall purchase price. Two other factors developed from the residential sale LITS `ARD AND ASSOCIATES APPRAISERS -CONSULTANTS C VALUATION ANALYSIS (Continued) SALES COMPAR/SONAPPROACH,• (Continued) Elements of Comparability -(Continued) properties were utilized as secondary units of analysis; they are the (1) overall purchase price per square foot of land area, and (2) overall purchase price per square foot of building area. The overall purchase prices range from $1,650,000 to $1,960,000. The purchase prices produce a range of value of $71.98 to $222.57 per square foot of land area, and $431.15 to $558.17 per square foot of dwelling area. The land/building area ratio was also considered in the analysis of the improved residential sale properties when compared to the subject property. The subject property has a ratio of 6.50:1. As can be noted, the land/building area ratios of the sale properties range from 1.96:1 to 7.75:1. All of the sales employed herein conveyed title to the fee simple interest, and represent arm's-length transactions. Financing terms of each sale were typical of the subject market area. Adjustments for property rights conveyed, conditions of sale, and financing are therefore not warranted. Market Conditions.- Certain onditions: Certain of the sale properties considered extended over a time period back to the second quarter of 2017. The time frame permitted the development of a rather comprehensive real estate market profile. The improved sale properties employed in this study are set forth in chronological order, and took place between June, 2017 and February, 2018. Based on discussions with residential brokers and salespersons, as well as extensive media coverage, a substantial upward trend in value and market activity commenced in 2012 after relatively stagnant market conditions. The escalating value trend continues, albeit at a slower pace. It is apparent that the supply of residential properties is generally in equilibrium with the demand. This condition is anticipated to continue throughout the remaining portion of this year. Differing market conditions impacting the sale properties were considered in the valuation analysis employed herein. Elements of Comparability.- After viewing all of the single family residential sale properties, an analysis was made of the various elements of comparability. Some of those elements include, but are not limited to, the following: LIDGA D AND ASSOCLATES APPRAISERS-CONSULTA''TS 7 VALUATION ANALYSIS (Continued) SALES COMPAR/SONAPPROACH; (Continued) Elements of Comparability.- (Continued) General location. Immediate environmental influences. Zoning. Land size and configuration. Dwelling age and condition. Type/capacity of on-site parking. Vehicular and pedestrian access. Topography, view amenity. Dwelling size. No. of bedrooms/bathrooms. Construction quality. Extent of on-site improvements. A Relative Comparison Analysis (RCA) has been conducted between the individual comparable properties and the subject property. The RCA is a qualitative technique for analyzing comparable sales, and is a valuable tool employed to illustrate whether the characteristics of a comparable property are inferior, superior, or similar to those of the property under appraisement. The Relative Comparison Analysis is similar to paired data analysis without the use of arbitrary or unsupportable quantitative adjustments. This technique acknowledges the imperfect nature of the subject real estate market. The primary objective is to bracket the subject property between the comparable sales with respect to the similarity, superiority, and inferiority thereof. Superior elements of comparability of an individual sale property would reflect a downward adjustment to the value indication thereof. Conversely, inferior elements suggest an upward adjustment. Additionally, it is important to note that the above elements of comparability were not assigned equal weight in making the analysis of each property. The immediate environmental influences, land area, effective dwelling age/condition, overall construction quality, dwelling size, number of bedrooms/bathrooms, parking capacity/type, and extent of other on-site improvements were considered the most important factors in the subject case. Overall marketability of each sale property was also considered. Marketability is the practical aspect of selling a property in view of all the elements constituting value, and certain economic and financing conditions prevailing as of the date of sale. Allowance was made for these factors when considered applicable. Sales Comparison Analysis: Reference the following pages for a description of each sale property employed herein. LIDGARD AND ASSOCIATES APPRAISE RS-C€iNSU LTANTS X u MARKET DATA NO. 1 mLL mml 2071 Racquet Hill, Santa Ana The sale property consists of a single story dwelling of wood frame and stucco construction, built in 1976. The floor plan includes 5 bedrooms, 31/2 bathrooms, two fireplaces, and 3,536 square feet of living area. Marketing features include a guard gated location, office, bonus room, newer hardwood flooring, and stainless steel appliances. Overall condition is rated average -good, considering the age. The underlying land parcel contains 8,150 square feet of land area. Additional features include a swimming pool/spa, and four -car attached garage. Landscaping improvements/ - maintenance are rated average. The property was originally offered for sale at $1,695,000. The purchase price was $1,653,000, which included $330,900 cash down to a concurrent first trust deed note of $1,322,100 with MUFG Union Bank. The cash down payment represents 20% of the total purchase price. The deed recorded June 29, 2017 as Document No. 269946. Further details regarding the transaction are summarized as follows: Grantor: Kathryn Latta Trust Grantee: Johansson Living Trust Assessor's Parcel No.: 502-191-02 APPRAISERS -CONSULTANTS A MARKET DATA NO. 2 12165 Zielian Court, Tustin The sale property consists of a single story dwelling of wood frame and stucco construction, built in 1998. The floor plan includes five bedrooms, three bathrooms, two fireplaces, and 3,549 square feet of living area. Marketing features include a guard gated location, a gourmet kitchen, walk- in pantry, custom entertainment center, custom bathrooms, French doors, travertine and hardwood flooring, and ornate chandeliers. Overall condition is rated average -good, considering the age. The underlying land parcel contains 13,148 square feet of land area. Additional features include a swimming pool/spa, and two -car attached garage. Landscaping improvements/maintenance are rated average. The property was originally offered for sale at $1,775,000 and was on the market 120 days. The purchase price was $1,711,000, which included $961,000 cash down to a concurrent first trust deed note of $750,000 with Community America Credit Union. The cash down payment represents 56% of the total purchase price. The deed recorded August 11, 2017 as Document No. 340659. Further details regarding the transaction are summarized as follows: Grantor: Shrikhande 2002 Family Trust Grantee: Viren P. & Shritin J. Patel, & Prakash C. & Sushila Patel Assessor's Parcel No.: 501-271-12 APPRAISERS -CONSULTANTS 10 MARKET DATA NO. 3 2121 Valhalla Drive, Santa Ana The sale property consists of a two-story dwelling of wood frame and stucco construction, built in 1973. Overall condition is rated average -good, considering the age. The underlying land parcel contains 26,325 square feet of land area. Additional features include a swimming pool/spa and three -car attached garage. Landscaping improvements/maintenance are rated average. The property was originally offered for sale at $1,895,000 and was on the market 47 days. The purchase price was $1,895,000, which included $405,000 cash down to a concurrent first trust deed note of $1,490,000 with MUFG Union Bank. The cash down payment represents 20% of the total purchase price. The deed recorded August 30, 2017 as Document No. 370340. Further details regarding the transaction are summarized as follows: Grantor: Barbara A. Hess Grantee: Thomas & Tiffany Bulowski Assessor's Parcel No.: 104-611-38 LIDGA)F D AND ASSOCIATES APPRAISERS -CONSULTANTS 11 MARKET DATA NO. 4 2032 Racquet Hill, Santa Ana The sale property consists of a single story dwelling of wood frame and stucco construction, built in 1976. The floor plan includes five bedrooms, three bathrooms, three fireplaces, and 3,513 square feet of living area. Marketing features include exposed beam ceilings, office with custom built- ins, gourmet kitchen, and entertainer's bar. Overall condition is rated average -good, considering the age. The underlying land parcel contains 20,800 square feet of land area. Additional features include a swimming pool/spa and three -car attached garage. Landscaping improvements/ - maintenance are rated average. The property was originally offered for sale at $1,950,000 and was on the market 10 days. The purchase price was $1,960,000, which included $392,000 cash down to a concurrent first trust deed note of $1,568,000 with MUFG Union Bank. The cash down payment represents 20% of the total purchase price. The deed recorded September 19, 2017 as Document No. 397816. Further details regarding the transaction are summarized as follows: Grantor: G. J. & P. E. Ekstrom Trust Grantee: Stephen D. & Kathryn M. Lind Assessor's Parcel No.: 502-192-03 UD+Irl RE) A -D ASSOCIATES APPRATSMS-C ON SULTANT5 12 MARKET DATA NO. 5 2348 Pieper Lane, Tustin The sale property consists of a two-story dwelling of wood frame and stucco construction, built in 1999. The floor plan includes five bedrooms, four bathrooms, two fireplaces, and 3,901 square feet of living area. Marketing features include a guard gated location and close proximity to Tustin Ranch Golf Course. Overall condition is rated average -good, considering the age. The underlying land parcel contains 7,638 square feet of land area. Additional features include a swimming pool/spa and three -car attached garage. Landscaping improvements/maintenance are rated average. The property was originally offered for sale at $1,775,000 and was on the market 98 days. The purchase price was $1,700,000, which included $340,000 cash down to a concurrent first trust deed note of $1,700,000 with a conventional lender. The cash down payment represents 20% of the total purchase price. The deed recorded December 19, 2017 as Document No. 546570. Further details regarding the transaction are summarized as follows: Grantor: Mazin & Sophia J. Habbas Grantee: Sunki & Miehee Rhee Assessor's Parcel No.: 501-271-52 APPRAISERS -CONSULTANTS 13 MARKET DATA NO. 6 11822 Skyline Drive, Santa Ana The sale property consists of a two-story dwelling of wood frame and stucco construction, built in 1970. The floor plan includes 5 bedrooms, 31/2 bathrooms, one fireplace, and 3,827 square feet of living area. Marketing features include textured hardwood flooring, exposed beam ceilings, gourmet kitchen, plantation shutters, and den with built-in bookcases. Overall condition is rated average -good, considering the age. The underlying land parcel contains 20,295 square feet of land area. Additional features include a three -car attached garage. Landscaping improvements/ - maintenance are rated average. The property was originally offered for sale at $1,699,000 and was on the market 191 days. The purchase price was $1,650,000, which included $247,500 cash down to a concurrent first trust deed note of $1,402,500 with Wells Fargo Bank. The cash down payment represents 15x/0 of the total purchase price. The deed recorded February 13, 2018 as Document No. 49772. Further details regarding the transaction are summarized as follows: Grantor: Sherry S. Bull Trust Grantee: James & Kathrine Pack Assessor's Parcel No.: 104-611-04 LIDGARD AND ASSOCIATES APPRAISERS-CONSULTA59Ta 14 O p a o m w O o N co c6 (6 O O N N N (� ,- m O c6 O (� O LC) E .� � co N N E � O CO E E N O E .O r Q E E E ❑ CO N r .O C : U) U) C O .N = C7 (h O .N O co .N C .U) C r N (6 O N (6 E - - V) N U O C L\0 O co r g ` C) o 0 co c o 0 0 `o_ `o_ o f 0 ° m `m 00 0)LO ro Q m r ro ro ro o O 0 o) o co E E a� m 0) C m E E E ❑ r c c c _ 3 .N '� c r N c "' '� r N (6 O N Q\ L O N 6 O Oo ° r o f O o °' ro m `o o co `m ro co a n5 �p N > rn `m o ° E E m o c7)E E (n co (n E E E E ❑ 6? O C C E V) N N O U) co a) N 0) 'N U) U) N r O O O In K} n p 13 fn >, 1 O o m a O O NC O (6 N O Lo (6 (tl O .1 (� L() .N N O 0L) LO T Q O CO OC\j O co a1 E E C7 ti') 00 E r N tl O 00 Q {{} U p 00 t6 O O N 4O 0N o O a o m ` c ` O Q ro r ro m o (� r r E (A co a) r a) O w O (A E E m 41 E a) LO N u) E E E E N ❑ r a> c 3 .N .N c N ai �, .N O r 'm 'm 'm r N (6 O co _ Q _ _ + M _ Ga n U p O O oLO N co o rco f O 6 E U a O O r (Z t Opf- O V) N a) N LO N O m ro c0 jco N EO r E E E 1 ❑ CO co c 'N 'N c N N r� T '� .N c '� c _ _ _ _ 4 O C LO_ U , > A i t i i i i i i i i i co 00 -0 r - N r Q n i i i i i i i i i O 0 O OU O C\! r- 0) O i O O O (O V r O O i T U) O O i D i i i i i i i i i O) O) ro N O Ol co CO O1 N O Lr) (O U p O 0 i U) CO CY) Q Q C O N N (n O C O Q Q Q U? > o OUw CN N N QN ¢S D _ Q O + 0 :5 E N -C O v > Q _ Cl) N U0 C 0 0 O O Oc� O U E NN L c U(Z O C OO . > N 0 4-; V U O 0 C c Q O >C O o o Q O N N O C � co L O O O CYQC OO m U 0 2 C/) a- CS> I E _ �} N U❑❑ z z ti U- -1 0- aUcN� ° O 0 VALUATION ANALYSIS (Continued) SALES COMPARISONAPPROACH: (Continued) Sales Comparison Analysis: (Continued) Reference the Market Analysis Comparison Grid set forth on the following facing page. A Relative Comparison Analysis has been conducted between the individual sale properties and the subject property with consideration assigned to property rights conveyed, conditions of sale, sale terms (financing), as well as the significant elements of comparability. By way of review and comparison, the subject parcel has an interior (versus corner) location, an effectively rectangular land configuration, level topography, partial city light view, and contains 23,200 square feet of land area. The main dwelling is of wood frame and stucco construction, has 4 bedrooms, 31/2 bathrooms, contains 3,567 square feet of living area, was originally constructed in 1973 and renovated throughout the years. Overall condition of the building and on-site improvements is rated good, considering the age. In addition to the consummated sale transactions discussed herein, research was expanded to include three reasonably comparable single family residential properties presently in escrow within the general subject market area, as follows: As can be noted, the properties contain dwellings ranging in size from 3,390 to 3,467 square feet of living area, and were built between 1992 and 1998. The floor plans range from 5 bedrooms/3 bathrooms to 5 bedrooms/31/2 bathrooms and are situated on parcels ranging in size from 6,081 to 9,375 square feet of land area. The overall asking prices range from $1,300,000 to $1,600,000. The properties have been on the market between 15 and 110 days. APPRAI FRS -CONSULT NTS 15 Dwelling On-site Land/Bldg. Days on Data Lot Size Size Br/Ba Built Parking Ratio Asking Price Market 1. 9,375 sf 3,433 sf 5 br/31h ba 1995 3 -gar. 2.73:1 $1,600,000. 110 2605 Cypress, Tustin 2. 6,642 sf 3,467 sf 5 br/31/2 ba 1992 2 -gar. 1.92:1 $1,300,000. 15 12585 Prescott Avenue, Tustin 3. 6,081 sf 3,390 sf 5 br/3 ba 1998 2 -gar. 1.79:1 $1,350,000. 51 11617 McDougall, Tustin As can be noted, the properties contain dwellings ranging in size from 3,390 to 3,467 square feet of living area, and were built between 1992 and 1998. The floor plans range from 5 bedrooms/3 bathrooms to 5 bedrooms/31/2 bathrooms and are situated on parcels ranging in size from 6,081 to 9,375 square feet of land area. The overall asking prices range from $1,300,000 to $1,600,000. The properties have been on the market between 15 and 110 days. APPRAI FRS -CONSULT NTS 15 VALUATION ANALYSIS (Continued) SALES COMPAR/SONAPPROACH.• (Continued) Sales Comparison Analysis; (Continued) All of the sale transactions employed herein were considered helpful in the valuation analysis of the subject property as presently improved with the single family residence. Following is a summary relating the overall comparability of the individual sale properties to the subject property: Based on the foregoing, the value of the subject property, as indicated by the Sales Comparison Approach, is estimated at $1,950,000, which reflects $84.05 per square foot of land area, and $546.68 per square foot of dwelling area. FA/R MARKET RENTAL VALUE. - In addition to estimating the unencumbered fee simple interest in the subject property, it is the purpose of this study to estimate the fair market rental value applicable thereto. The Direct Rental Comparison Approach was applied to the subject property for the purpose of estimating rental value. The Direct Rental Comparison Approach takes into account properties which have rented/leased in the open market. This approach, whether applied to vacant or improved property, is based on the Principle of Substitution, which states, "The maximum (rental) value of a property tends to be set by the cost of acquiring (renting) an equally desirable substitute property, assuming no costly delay is encountered in making the substitution. " While the principle of substitution generally relates to fee simple market value, it is also applicable to rental value. Thus, the Direct Comparison method attempts to equate the subject property with other reasonably similar rental properties by analyzing and weighing the various elements of comparability. LIDGA. AND ASSOC RTES APPRMSRR.S-CONSVLTA TS 16 Overall Data Comparability Sale Price 6 inferior $1,650,000. 1 inferior $1,653,000. 5 inferior $1,700,000. 2 inferior $1,711,000. 3 inferior $1,895,000. Subject - - - - $1,950,000. 4 superior $1,960,000. Based on the foregoing, the value of the subject property, as indicated by the Sales Comparison Approach, is estimated at $1,950,000, which reflects $84.05 per square foot of land area, and $546.68 per square foot of dwelling area. FA/R MARKET RENTAL VALUE. - In addition to estimating the unencumbered fee simple interest in the subject property, it is the purpose of this study to estimate the fair market rental value applicable thereto. The Direct Rental Comparison Approach was applied to the subject property for the purpose of estimating rental value. The Direct Rental Comparison Approach takes into account properties which have rented/leased in the open market. This approach, whether applied to vacant or improved property, is based on the Principle of Substitution, which states, "The maximum (rental) value of a property tends to be set by the cost of acquiring (renting) an equally desirable substitute property, assuming no costly delay is encountered in making the substitution. " While the principle of substitution generally relates to fee simple market value, it is also applicable to rental value. Thus, the Direct Comparison method attempts to equate the subject property with other reasonably similar rental properties by analyzing and weighing the various elements of comparability. LIDGA. AND ASSOC RTES APPRMSRR.S-CONSVLTA TS 16 VALUATION ANALYSIS (Continued) FAIR MARKET RENTAL VALUE.- (Continued) Direct Rental Comparison Approach.- The pproach; The Direct Rental Comparison Approach was utilized to estimate the rental value of the subject property after an investigation and analysis was conducted of reasonably comparable single family residential properties located within the immediate and general subject market area. Following is a summary of those properties considered helpful in the analysis of the subject property. Reference the Market Data Map on the following page for an illustration of the location of the various rental properties surveyed. As can be noted, the properties surveyed pertain to three, four and five bedroom dwellings ranging in size from 3,291 to 3,816 square feet of living area. The properties were originally developed between 1957 and 1976. The leases commenced between March, 2016 and July, 2017. The monthly rental rates range from $4,500 to $5,300, which reflects $1.26 to $1.83 per square foot of living area. The predominant range is between $4,800 and $5,300. After viewing each of the comparable rental properties, and obtaining certain information pertinent to rental value, an analysis was conducted of the various elements of comparability which, among others, include the following: LIDGARD AND ASSOCIATES APPRAISE RS -CONSULTANTS 17 Dwelling On-site Land/Bldg. Monthly $/SF Data Date Lot Size Size Br/Ba Built Parking Ratio Rent Dwellina. R1. 5-16 20,038 sf 3,291 sf 5 br/21/2 ba 1965 2 -gar. 6.09:1 $4,600 $1.40 1351 Faren Drive, Orange County R2. 9-16 23,958 sf 3,300 sf 5 br/41/2 ba 1976 2 -gar. 7.26:1 $5,300 $1.61 2212 Racquet Hill, Orange County R3. 9-16 12,880 sf 3,633 sf 4 br/4 ba 1965 3 -gar. 3.55:1 $5,000 $1.38 10506 Grove Oak Drive, Orange County R4. 7-17 11,614 sf 3,816 sf 4 br/3 ba 1973 3 -gar. 3.04:1 $4,800 $1.26 10761 Quadrille Place, Orange County R5. 1-18 9,147 sf 3,552 sf 6 br/4 ba 1995 3 -gar. 2.58:1 $5,000 $1.41 2321 Coffman Drive, Tustin R6. 2-18 13,971 sf 3,439 sf 4 br/31/2 ba 2000 2 -gar. 4.06:1 $6,300 $1.83 11823 Willard Avenue, Tustin As can be noted, the properties surveyed pertain to three, four and five bedroom dwellings ranging in size from 3,291 to 3,816 square feet of living area. The properties were originally developed between 1957 and 1976. The leases commenced between March, 2016 and July, 2017. The monthly rental rates range from $4,500 to $5,300, which reflects $1.26 to $1.83 per square foot of living area. The predominant range is between $4,800 and $5,300. After viewing each of the comparable rental properties, and obtaining certain information pertinent to rental value, an analysis was conducted of the various elements of comparability which, among others, include the following: LIDGARD AND ASSOCIATES APPRAISE RS -CONSULTANTS 17 lit Ep"'.^°�` " R4AV `doer $4 1=3+ " 33 800 ' ' 6) 11 yon R 1 +C ion k t )j ! j7 -P` $4,600 �.�� t !' �04i U �t1#�it S i� nt Dept 3 is�n¢rt�7 tR a �a Y E t1to Wan r 1+ r s s - 3 A. 261 +ON JX "! �:�+A nNo Usti m 3 j , r_.i ! �{ "ori (� i f', pion t�« kl� J 3 nU & Hill'A R3 1" Ptk t c: NW �Tu �rEirus ikh Park 41 s w e t cI .. XV R2 $5,300 it � - �� rinl R61300 r t ` 100P. Iz ,'' Fran �o od'r1 o14r, Ma oras AirP6 . S n Tustin it mi 0.5 APPftAISraRS-CON SUUrANTS VALUATION ANALYSIS (Continued) FA/RMARKETRENTAL VALUE: (Continued) Direct Rental Comparison Approach; (Continued) General location. Immediate environmental influences. Zoning. Land size and configuration. Dwelling age and condition. Type/capacity of on-site parking. Vehicular and pedestrian access. Topography, view amenity. Dwelling size. No. of bedrooms/bathrooms. Construction quality. Extent of on-site improvements. As in the previous Sales Comparison Approach, a Relative Comparison Analysis (RCA) has been conducted between the individual comparable properties and the subject property. The RCA is a qualitative technique for analyzing comparable sales, and is a valuable tool employed to illustrate whether the characteristics of a comparable property are inferior, superior, or similar to those of the property under appraisement. The Relative Comparison Analysis is similar to paired data analysis without the use of arbitrary or unsupportable quantitative adjustments. This technique acknowledges the imperfect nature of the subject real estate market. The primary objective is to bracket the subject property between the comparable sales with respect to the similarity, superiority, and inferiority thereof. Superior elements of comparability of an individual sale property would reflect a downward adjustment to the value indication thereof. Conversely, inferior elements suggest an upward adjustment. Additionally, it is important to note that the above elements of comparability were not assigned equal weight in making the analysis of each property. The immediate environmental influences, land area, effective dwelling age/condition, overall construction quality, dwelling size, number of bedrooms/bathrooms, parking capacity/type, and extent of other on-site improvements were considered the most important factors in the subject case. The commencement date of the various leases, as well as the overall marketability of each rental property were also considered. Marketability is the practical aspect of renting a property in view of all the elements constituting value, and certain economic and financing conditions prevailing as of the date of the lease agreement. An allowance was made for these factors when considered applicable. Reference the following pages for a description of each rental property employed herein. L.DGARD AND ALSSOCtATES AP RAISERS-CONSU LTA*,4T$ im RENTAL DATA NO. 1 1351 Faren Drive, Orange County The property consists of a single story dwelling of wood frame and stucco construction, built in 1965. The floor plan includes 5 bedrooms, 21/2 bathrooms, one fireplace, and 3,291 square feet of living area. Marketing features include remodeled kitchen and bathrooms, recessed lighting, formal dining room, wet bar, and master bedroom walk-in closet. Overall condition is rated average -good, considering the age. The underlying land parcel contains 20,038 square feet of land area. Additional features include a swimming pool/spa and two -car attached garage. Landscaping improvements/maintenance are rated average. The property was leased in May, 2016 at monthly rental rate of $4,600, reflecting $1.40 per square foot of dwelling area. Further details regarding the transaction are summarized as follows: Lessor: Sheri Lynn Gail Lessee: Not disclosed Assessor's Parcel No.: 502-282-01 LIDGARD AND ASSOCIATES APPRATSRRS-cOtvSULTFi NT"S 19 RENTAL DATA NO. 2 22122 Racquet Hill, Orange County The property consists of a single story dwelling of wood frame and stucco construction, built in 1976. The floor plan includes 5 bedrooms, 41/2 bathrooms, one fireplace, and 3,300 square feet of living area. Marketing features include a remodeled kitchen, French doors, and hardwood flooring. Overall condition is rated average -good, considering the age. The underlying land parcel contains 23,958 square feet of land area. Additional features include a swimming pool, built-in barbecue, and two -car attached garage. Landscaping improvements/maintenance are rated average. The property was leased in September, 2016 at monthly rental rate of $5,300, reflecting $1.61 per square foot of dwelling area. Further details regarding the transaction are summarized as follows: Lessor: Christopher T. McCormack Lessee: Not disclosed Assessor's Parcel No.: 502-194-18 APPRAISERS -CONS" L TANTS 20 RENTAL DATA NO. 3 10506 Grove Oak Drive, Orange County The property consists of a two-story dwelling of wood frame and stucco construction, built in 1965. The floor plan includes four bedrooms, four bathrooms, three fireplaces, and 3,633 square feet of living area. Marketing features include unobstructed views, gourmet kitchen with island, and built- in shelves. Overall condition is rated average -good, considering the age. The underlying land parcel contains 12,880 square feet of land area. Additional features include a swimming pool/spa and three -car attached garage. Landscaping improvements/maintenance are rated average. The property was leased in September, 2016 at monthly rental rate of $5,000, reflecting $1.38 per square foot of dwelling area. Further details regarding the transaction are summarized as follows: Lessor: Kourosh Boutorabi Lessee: Not disclosed Assessor's Parcel No.: 503-143-08 LMOA1 D AND ASSO LATES APPRAISERS -CONSULTANTS 21 RENTAL DATA NO. 4 10761 Quadrille Place, Orange County The property consists of a two-story dwelling of wood frame and stucco construction, built in 1973. The floor plan includes four bedrooms, three bathrooms, two fireplaces, and 3,816 square feet of living area. Marketing features include city lights and hills views, recessed lighting, crown molding, and bonus room. Overall condition is rated average -good, considering the age. The underlying land parcel contains 11,614 square feet of land area. Additional features include a swimming pool/spa and three -car attached garage. Landscaping improvements/maintenance are rated average. The property was leased in July, 2017 at monthly rental rate of $4,800, reflecting $1.26 per square foot of dwelling area. Further details regarding the transaction are summarized as follows: Lessor: Tuan M. Nguyen & Chau N. M. Dao Lessee: Not disclosed Assessor's Parcel No.: 503-221-05 L IDGARD AND ASSOCIATES APPRAISERS-CONSTJ LTANTS 22 RENTAL DATA NO. 5 2321 Coffman Drive, Tustin The property consists of a two-story dwelling of wood frame and stucco construction, built in 1995. The floor plan includes six bedrooms, four bathrooms, one fireplace, and 3,552 square feet of living area. Marketing features include a complete guest suite with private kitchen and bathroom, guard gated community, marble and hardwood flooring, gourmet kitchen, bonus room with wet bar, upgraded bathrooms, and second floor loft with custom cabinetry. Overall condition is rated average -good, considering the age. The underlying land parcel contains 9,147 square feet of land area. Additional features include a fire pit, barbecue island, and three -car attached garage. Landscaping improvements/maintenance are rated average. The property was leased in January, 2018 at monthly rental rate of $5,000, reflecting $1.41 per square foot of dwelling area. Further details regarding the transaction are summarized as follows: Lessor: Alan Ali Katoozi Lessee: Not disclosed Assessor's Parcel No.: 501-241-69 LID ARI3 AND ASSOCIATES A.P'RALSER.S-CoNsvLTANTS 23 RENTAL DATA NO. 6 11823 Willard Avenue, Tustin The property consists of a single story dwelling of wood frame and stucco construction, built in 2000. The floor plan includes 4 bedrooms, 31/2 bathrooms, one fireplace, and 3,439 square feet of living area. Marketing features include a gated community, travertine flooring, courtyard with fountain, gourmet kitchen, family room with sound system, and French doors. Overall condition is rated average -good, considering the age. The underlying land parcel contains 13,971 square feet of land area. Additional features include a swimming pool/spa and two -car attached garage. Landscaping improvements/maintenance are rated average. The property was leased in February, 2018 at monthly rental rate of $6,300, reflecting $1.83 per square foot of dwelling area. Further details regarding the transaction are summarized as follows: Lessor: Samireh Z. Said Lessee: Not disclosed Assessor's Parcel No.: 502-511-22 IJDGARD AND A ASO IATES APPRAISERS -CONSULTANTS 24 t5 C� 4Q O O Co 00 T O N Oco N L ON� Q� N0L a O — ,Lld — .0L — Tr q r O O N . E .6)t .E O co m —'0L E n .-0L .E I-) LO N — .Lm� — co — .L0 — N d co LON (� O O O LO '�' O \O \ r N '� Q. E C", co CO U) r p) T lD (n Lf�CO Cl) d Cd (A 2LO �_ lA T oo Lo N co CL .6) _O cd E co E 0 N LO N .� ' Q O E E co E UA E U) � r 0) E U E U CO CO d c) (0 �_ fn 0 E U T d' O M MMZM _E U E (A E fA L_ (A co ® (Y) co O O OLO O L ,O 0 -0 co L � p L 0 E0 L CO .N L co in O 00 N LO T L E .� L E .� Cl) L L Un Ln Ln co L .� L .� L .� L E (� N N co O O CY ff} O N \ .O � p (!J O .0 0 .N M C .� 00 � CocN N CO U) L c� E E L c� E to O q 07 Lo N r L cccs C .� L CN C A r CO N r L ,O - L 0 C L cU� C L aCC3 C cn O N N q DL ❑ O 1 O O p — Q p E It E .� Ctl E .� N in O N Lt) T (tl .� (� .� T N O LO N T N o m E Sn T �, O O .0 — m - E 'tn o - E .N m - E .� A Cl) 4 4 U Q i i i i iO O O O) O O O) C\ U N I\ O O O O) -0 O O O) O Ln N \ r C7 a O p O) N T O Ln N Id U0 Y) p Q O O O) i Q Q 1 UCo L a } O N O � O O 0O L O Q N O x n LD Q (� C > q � c � L c� 6 O U 0 O c N o N U) c m-0-0 o c1i O O z N E O� z +� � c E O U 0UU Q o LE 0- 0 iL -0 c -j Q U UQ s/ L n dL Q O n O N N Q J-0 0 .. co m Of0 UE5 L O VALUATION ANALYSIS (Continued) FAIRMARKETRENTAL VLAUE--(Continued) Direct Renta/ Comparison Approach: (Continued) Reference the Market Analysis Comparison Grid set forth on the opposite page. The comparable rental properties have been compared to the subject property with consideration assigned to the various elements of comparability. All of the rental transactions employed herein were considered helpful in the valuation analysis of the subject property as presently improved with the single family residence. Following is a summary relating the overall comparability of the individual sale properties to the subject property: Based on the foregoing, the value of the subject property, as indicated by the Direct Rental Comparison Approach, is estimated at $5,000, which reflects $1.40 per square foot of dwelling area. FINAL EST/MATES OF VALUE Based on (1) an analysis of the various sale and rental properties employed herein, (2) the overall condition, quality, and features of the subject property, and (3) current real estate market conditions in the general market area, the respective market values of the subject property in as -is condition, as of the date of value set forth herein, are as follows: Unencumbered fee simple market value: $1,950,000. Fair market rental value: $5,000 per month. EXPOSURE TIME -- Exposure time is defined in the 2014-2015 Edition of the Uniform Standards of Professional Appraisal Practice as the "estimated length of time that the property interest being appraised would have been offered on the market LED ARTS AND ASSOCIATES APPRAISERS-CONSQ LTANTS 25 Overall Data Comparability Sale Price 1 similar $4,600 4 similar $4,800 3 similar $5,000 Subject - - - - $5,000. 5 similar $5,000 2 similar $5,300 6 similar $6,300 Based on the foregoing, the value of the subject property, as indicated by the Direct Rental Comparison Approach, is estimated at $5,000, which reflects $1.40 per square foot of dwelling area. FINAL EST/MATES OF VALUE Based on (1) an analysis of the various sale and rental properties employed herein, (2) the overall condition, quality, and features of the subject property, and (3) current real estate market conditions in the general market area, the respective market values of the subject property in as -is condition, as of the date of value set forth herein, are as follows: Unencumbered fee simple market value: $1,950,000. Fair market rental value: $5,000 per month. EXPOSURE TIME -- Exposure time is defined in the 2014-2015 Edition of the Uniform Standards of Professional Appraisal Practice as the "estimated length of time that the property interest being appraised would have been offered on the market LED ARTS AND ASSOCIATES APPRAISERS-CONSQ LTANTS 25 VALUATION ANALYSIS (Continued) EXPOSURE TIME: (Continued) prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal. ' Exposure time is a retrospective opinion based on an analysis of past events assuming a competitive and open market. The reasonable exposure time is a function of price, time, and use, not an isolated opinion of time alone. The exposure time of a particular property is a direct function of supply and demand within a particular market segment. Generally, a higher demand results in a shorter marketing period. During the course of extensive market research, interviews were conducted of parties involved in the transactions regarding the sale properties employed in the Sales Comparison Approach. Based on said interviews, as well as interviews with a number of real estate brokers and other market participants, the exposure time estimated for the subject property, assuming an aggressive and comprehensive marketing program, is estimated at approximately three months. LIUG ARD AND ASSO L TFT 26 11.i -1-1.g I. V. t5, -11,."-c R.', 4.r§:—a,7 See Photo No. 1 on first page of Subject Property Section. PHOTO NO. 2: View looking northeasterly at the subject property from Valhalla Drive. PHOTO NO. 3: View looking southwesterly across the rear portion of the subject property. LIDGARD AND ASSOCIATES AY PR ATS ERS -CONS V L`CA N TS PHOTO NO. 4: View looking southerly at the rear portion of the main dwelling. PHOTO NO. 5: View looking westerly across the rear portion of the subject property. L.IO ARIA AND ASSOCIATES PHOTO NO. 6: View looking southwesterly across the rear portion of the subject property. PHOTO NO. 7: Interior view of foyer. LIDGARD AND ASSOC" A'TES APPRAiSF RS -CONSULTANTS PHOTO NO. 8: Interior view of living room. PHOTO NO. 9: Interior view of kitchen and dining area. LI GARD AND ASSOCIATES ATE PHOTO NO. 10: Interior view of typical bedroom. PHOTO NO. 11: Interior view of typical bathroom. LIDGARD ANID ASSOCIATES PHOTO NO. 12: Interior view of service porch. L DGARD AND ASSOCIATES APPRAIS r.RS-CO NSU LTANTS STREET SCENE 1: View looking northwesterly along Valhalla Drive from the subject frontage. STREET SCENE 2: View looking southeasterly along Valhalla Drive from the subject frontage. LIDGARD AND ASSOCIATES APPRAISERS -CONSULTANTS AFVKAINI',(Kb-(O N S U 1A AN'[,S commonweami r LANA TITLE 00WANY Commonwealth Land Title Company 4100 Newport Place Dr. Newport Beach, CA 92660 Phone: (949) 724-3140 Overland, Pacific & Cutler, Inc. Our File No: 09202723 2280 Market St #200 Title Officer: Chris Maziar Riverside, CA 92501 e-mail: unitl0@cltic.com Phone: (949) 724-3170 Attn: Elena Cannon Fax: (949) 258-5740 Your Reference No: PTR -001 TUS-013 Property Address: 2061 VALHALLA DR, Santa Ana Area, California PRELIMINARY REPORT Dated as of December 30, 2016 at 7:30 a.m. In response to the application for a policy of title insurance referenced herein, Commonwealth Land Title Company hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof, a policy or policies of title insurance describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as an exception herein or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations or Conditions of said policy forms. The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said policy or policies are set forth in Attachment One. The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than that set forth in the arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. Limitation on Covered Risks applicable to the CLTA and ALTA Homeowner's Policies of Title Insurance which establish a Deductible Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Attachment One. Copies of the policy forms should be read. They are available from the office which issued this report. The policy(s) of title insurance to be issued hereunder will be policy(s) of Commonwealth Land Title Insurance Company. Please read the exceptions shown or referred to below and the exceptions and exclusions set forth in Attachment One of this report carefully. The exceptions and exclusions are meant to provide you with notice of matters which are not covered under the terms of the title insurance policy and should be carefully considered It is important to note that this preliminary report is not a written representation as to the condition of title and may not list all liens, defects, and encumbrances affecting title to the land. This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or Commitment should be requested. Order No: 09202723-920-CMM-CM8 SCHEDULE A The form of policy of title insurance contemplated by this report is: ALTA Homeowner's Policy of Title Insurance (12-2-13) ALTA Extended Loan Policy of Title Insurance (6-17-06) The estate or interest in the land hereinafter described or referred to covered by this report is: A FEE Title to said estate or interest at the date hereof is vested in: Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, Dated October 3,1990 The land referred to herein is situated in the County of ORANGE, State of California, and is described as follows: SEE EXHIBIT "A" ATTACHED HERETO AND MADE A PART HEREOF Order No: 09202723-920-CMM-CM8 EXHIBIT "A" THE LAND REFERRED TO HEREIN IS SITUATED IN COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: LOT 80 OF TRACT NO. 3883, IN THE COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 166 PAGES 5 TO 11, INCLUSIVE OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. Assessor's Parcel Number: 104-611-30 Order No: 09202723-920-CMM-CM8 SCHEDULE B — Section A The following exceptions will appear in policies when providing standard coverage as outlined below: 1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 2. Any facts, rights, interests or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land. 3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records. 4. Any encroachment, encumbrance, violation, variation or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records. 5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof, (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b) or (c) are shown by the Public Records. 6. Any lien or right to a lien for services, labor of material not shown by the Public Records. Order No: 09202723-920-CMM-CM8 SCHEDULE B — Section B At the date hereof Exceptions to coverage in addition to the printed exceptions and exclusions in said policy form would be as follows: A. Property taxes, which are a lien not yet due and payable, including any assessments collected with taxes to be levied for the fiscal year 2017-2018. B. Property taxes, including any personal property taxes and any assessments collected with taxes, are as follows: Tax Identification No.: 104-611-30 Fiscal Year: 2016-2017 1st Installment: $1,553.74 Paid 2nd installment: $1,553.74 Open (Delinquent after April 10) Penalty and Cost: $178.37 Homeowners Exemption: $7,000.00 Code Area: 89-027 Prior to close of escrow, please contact the Tax Collector's Office to confirm all amounts owing, including current fiscal year taxes, supplemental taxes, escaped assessments and any delinquencies. C. The lien of supplemental or escaped assessments of property taxes, if any, made pursuant to the provisions of Chapter 3.5 (commencing with Section 75) or Part 2, Chapter 3, Articles 3 and 4, respectively, of the Revenue and Taxation Code of the State of California as a result of the transfer of title to the vestee named in Schedule A or as a result of changes in ownership or new construction occurring prior to Date of Policy. D. Any liens or other assessments, bonds, or special district liens including without limitation, Community Facility Districts, that arise by reason of any local, City, Municipal or County Project or Special District. Water rights, claims or title to water, whether or not disclosed by the Public Records. 2. Any easements not disclosed by the public records as to matters affecting title to real property, whether or not said easements are visible and apparent. Covenants, conditions and restrictions but omitting any covenants or restrictions, if any, including but not limited to those based upon race, color, religion, sex, sexual orientation, familial status, marital status, disability, handicap, national origin, citizenship, immigration status, primary language, ancestry, source of income, gender, gender identity, gender expression, medical condition or genetic information, as set forth in applicable state or federal laws, except to the extent that said covenant or restriction is permitted by applicable law, as set forth in the document Recording Date: August 22, 1962 Recording No: Book 6222, Page 500, of Official Records Said covenants, conditions and restrictions provide that a violation thereof shall not defeat the lien of any mortgage or deed of trust made in good faith and for value. Modification(s) of said covenants, conditions and restrictions Recording Date: May 10, 1965 Recording No: Book 7513, Page 945, of Official Records Modification(s) of said covenants, conditions and restrictions Recording Date: November 23, 1964 Recording No: Book 7312, Page 197, of Official Records Order No: 09202723-920-CMM-CM8 Memorandum of Agreement Executed by: Red Hill Ridge Estates, a Limited Partnership and The Pacific Telephone and Telegraph Company, a corporation Recording Date: July 12, 1963 Recording No.: Book 6629, Page 7, of Official Records 5. The search did not disclose any open mortgages or deeds of trust of record, therefore the Company reserves the right to require further evidence to confirm that the property is unencumbered, and further reserves the right to make additional requirements or add additional items or exceptions upon receipt of the requested evidence. 6. Any invalidity or defect in the title of the vestees in the event that the trust referred to herein is invalid or fails to grant sufficient powers to the trustee(s) or in the event there is a lack of compliance with the terms and provisions of the trust instrument. If title is to be insured in the trustee(s) of a trust, (or if their act is to be insured), this Company will require a Trust Certification pursuant to California Probate Code Section 18100.5. The Company reserves the right to add additional items or make further requirements after review of the requested documentation. END OF SCHEDULE B EXCEPTIONS PLEASE REFER TO THE "NOTES AND REQUIREMENTS SECTION" WHICH FOLLOWS FOR INFORMATION NECESSARY TO COMPLETE THIS TRANSACTION ArrK A I N1 KZS-KVNZ�UL I AN L* February 9, 2018 Kim Trust Chong Sang Kim and Cho Flea Kim, Trustees 2061 Valhalla Drive Santa Ana, CA 92705 Dear Mr. & Mrs. Kim: The City of Tustin, (the "City's is considering the construction of a public project called the Simon Ranch Reservoir Replacement Project (the 'Project). On July 10, 2017, you received a Notice of Decision to Appraise Property explaining that this is .a public project which may require the purchase of a portion of your property at 2061 Valhalla Drive, Santa Ana, California 92705 also known by Assessor Parcel Number (APN) 104-611-30, located within the Project area. Based on recent meetings and discussions between you and the Project team, you have indicated your desire to sell your entire property by means of a voluntary acquisition by the City. No decision has yet been made by the City to acquire your property. Before that decision can be made, the law provides that your property first be appraised. The purpose of this letter is to advise you of the decision to appraise and shall serve as advance written notice of your opportunity to accompany the appraiser during their inspection of your property. The City has retained the services of Overland, Pacific & Cutler, Inc. (OPC), a right-of-way acquisition firm, to discuss this Project with you, explain the proposed transaction and related. effects and benefits, and coordinate the acquisition process. Lidgard and Associates, Inc., an independent appraisal firm, has been contracted by the City to appraise your property that is subject to possible acquisition. You will be contacted by the appraiser to arrange an appointment to inspect your property. The enclosed acquisition policies and procedures document contains information pertaining to the process involved in the property acquisition. This is a preliminary notice only and does not constitute the City's determination to acquire any property for the Project nor is this a request or demand that you vacate your property. Additionally, this notice does not establish eligibility for relocation payments or any other relocation assistance by the City. 1294421.1 February 12, 2018 Chong Sang Kim and Cho Hea Kim Trustees of the Kim Trust 2061 Valhalla Drive . Santa Ana, California 92705 Subject: Real Estate Appraisal Study 2061 Valhalla Drive APN: 104-611-30 Santa Ana, California Dear Property Owners; 2592 North Santiago Bou$o Orange, California 92867- (714) 633-8441 or (562) 986 scott@lidgardinc.com. Our firm has been retained by the City of Tustin to prepare an appraisal study pertaining to the proposed acquisition of the above referenced property in connection with the Simon Ranch Reservoir Replacement Project. If you or your representative wish to accompany the appraiser at the time of the inspection, it would be appreciated if you would contact the undersigned by telephone to arrange an appointment convenient to your schedule. I can be reached at (714) 633--8441. As part of our real estate valuation study, we would like to consider and analyze certain information requested on the enclosed "Property Data" form. Please provide any additional information that you feel is relevant to the value of your property. A return envelope is provided for your convenience. In the event you have any questions regarding the purpose of the appraisal, or the authority of our assignment, please contact Mona Montana of Overland, Pacific, & Cutler, Inc., the City's acquisition consultants, at (949) 951-5263. Thank you in advance for your cooperation. Very truly yours, LIDGARD A OCIATES, INC. cott A. Iridgard, MAI, cCIM Certified General Real Estate Appraiser California Certification No. AG 004014 SAI_.:sp LIDGARD .AND ASSOCIATES INCORPORATED Real Estate Appraisal and Consultation In the meantime, if you need additional information or have any questions, please contact your OPC acquisition agent: Mona Montano Project Manager Overland, Pacific &. Cutler, Inc, Penner, Suite 200, Irvine, CA 92618 Phone (949) 951.5263 Sincerely, Overland, Pacific & Cutler, Inc. Daniela Borbe Project Manger Enclosures: Handbook on Acquisition Brochure Legal Description Assessor Parcel Map 1294921.1 AFrktAlti N:S U L�t ANJ Z$ BACKGROUND AND QUALIFICATIONS Scott A. Lidgard, MAI, CCIM President of LIDGARD AND ASSOCIATES INCORPORATED Full service appraisal firm encompassing all types of real property including commercial, industrial, complex residential, and special use properties. Scott A. Lidgard has over 30 years' experience in the appraisal of real property for various clients including public agencies, corporations, law firms in connection with litigation support, accountants, and private clients. OFFICE ORGANIZATIONAL STRUCTURE: Principal Appraiser: Market Research Analyst: Market Research Analyst: Market Research Analyst: Market Research Assistant Office Administrator: Office Assistant: Scott A. Lidgard Jason T. Clayton Jason P. Boyer Andrew S. Lidgard Mayra Villegas-Garcia Sarah A. Petty Kelly M. Lidgard PROFESSIONAL ORGANIZATION AFFILIATIONS: MAI Designated Member of the Appraisal Institute (Member No. 11715). CCIM (Certified Commercial Investment Member) designated member of the CCIM Institute (Member No. 11262). STATE CERTIFICATION: Certified General Real Estate Appraiser by the Office of Real Estate Appraisers, State of California. Certificate No. AG004014. BROKER'S LICENSE: Licensed California Real Estate Broker (License No. 00825141). EXPERT WITNESS: Qualified as an expert on Real Property Valuation in the Los Angeles, Orange, San Bernardino, and Riverside County Superior Courts, as well as Federal Bankruptcy Court. LI DGARD ANIS ASSOCIATES APPRAi3ERS CQ'..NSULTANTS BACKGROUND AND QUALIFICATIONS (Continued) ACADEMIC BACKGROUND California State University, Fullerton B.A., Business Administration, emphasis in real estate finance. Successfully completed various educational courses and seminars sponsored by the Appraisal Institute, as well as other real estate and business organizations. BUSINESS AFFILIATIONS: Appraisal Experience: President, Lidgard and Associates, Inc., Orange, California, established October 1, 1997. Vice President, R. P. Laurain & Associates, Inc., Long Beach, California, between 1984 and 1997. Real Estate Sales Associate, Merrill Lynch Realty, Placentia, California, between 1982 and 1984. BOARD OF DIRECTORSHIPS: Sergeant at Arms, Long Beach Rotary President, Belmont Estates HOA, Orange Vice President, Canyon Rim Villas HOA, Anaheim Hills Treasurer, Orchard Owner's Association, Orange Board of Directors, Villa Heights HOA, Villa Park APPRAISAL SERVICES RENDERED: Real estate appraisal services performed on projects for the following public agencies and private corporations, since 1984: Cities: City of Anaheim City of Azusa City of Baldwin Park City of Bell City of Bellflower City of Bell Gardens City of Brea City of Carson City of Cathedral City City of Costa Mesa City of Diamond Bar City of Downey City of Fullerton City of Garden Grove City of Glendora City of Hawaiian Gardens City of Highland City of Huntington Park City of Indio City of Irvine City of La Mirada City of La Habra City of La Quinta City of Laguna Hills City of Long Beach City of Lynwood 1JDCA D A AS +I CAT E APPRAISERS -.CONSULTANTS City of Mission Viejo City of Montclair City of Monterey Park City of Murrieta City of Ontario City of Palm Desert City of Palm Springs City of Pasadena City of Pico Rivera City of Placentia City of Pomona City of Rancho Mirage City of Redondo Beach BACKGROUND AND QUALIFICATIONS (Continued) APPRAISAL SERVICES RENDERED (Continued) Cities: (Continued) City of Rialto City of Santa Ana City of Upland City of Riverside City of Santa Clarita City of Whittier City of San Clemente City of Signal Hill City of West Covina City of San Bernardino City of Stanton City of Yorba Linda City of San Juan Capistrano City of Tustin City of Victorville Redevelopment Agencies: Baldwin Park Redevelopment Agency Bell Redevelopment Agency Bell Gardens Redevelopment Agency Buena Park Redevelopment Agency Carson Redevelopment Agency Cathedral City Redevelopment Agency EI Monte Redevelopment Agency Garden Grove Redevelopment Agency Glendale Redevelopment Agency Huntington Beach Redevelopment Agency Huntington Park Redevelopment Agency Inglewood Redevelopment Agency La Puente Redevelopment Agency Long Beach Redevelopment Agency Los Angeles Community Redevelopment Agency Norwalk Redevelopment Agency Ontario Redevelopment Agency Palm Desert Redevelopment Agency Rialto Redevelopment Agency Riverside Redevelopment Agency San Bernardino Redevelopment Agency Signal Hill Redevelopment Agency West Covina Community Development Commission Whittier Redevelopment Agency Yorba Linda Redevelopment Agency Other Government Agencies: Calleguas Municipal Water District County of Los Angeles, Internal Services Division County of Riverside Inland Empire Utilities Agency Long Beach Unified School District Los Angeles County Sanitation District Los Angeles Unified School District Orange County Transportation Authority Palm Springs Unified School District LIDGAFJ:) ANI> A SS04CIATTE APPRAISERS-CONSU TAN 'S BACKGROUND AND QUALIFICATIONS (Continued) APPRAISAL SERVICES RENDERED (Continued) Other Government Agencies: (Continued) Placentia Unified School District Port of Long Beach Port of Los Angeles Resolution Trust Corporation Riverside County Transportation Commission State of California U. S. Department of Navy U. S. Marshal Service Victor Valley Wastewater Reclamation Authority Financial Institutions: American First Federal Credit Union Farmers and Merchants Bank First Federal Bank First Federal Credit Union Fiscal Federal Credit Union Harbor Bank Long Beach Bank Mineral King National Bank Northern Trust Bank Queen City Bank Sumitomo Bank, Ltd. Union Bank Asset Management Companies: Amresco, Inc. American Residential Mortgage Corporation BEI Management, Inc. Emerson International Equitable Real Estate Investment Management EQ Services Icon Associates Independence One Pacific Southwest Partners Private Companies/Corporations: Allstate Insurance Company Best, Best & Krieger, LLP Bonnie, Hopkins & Bastardi, LLP Bridgestone/Firestone, Inc. Black & Vetch Corporation Buchalter Nemer, A Professional Corporation Burke, Williams & Sorenson, LLP California Eminent Domain Law Group LIDCrA. D ANID ASSOCLATES APPRAISERS-CONSU LT%NTS BACKGROUND AND QUALIFICATIONS (Continued) APPRAISAL SERVICES RENDERED (Continued) Private Companies/Corporations: (Continued) Carl Karcher Enterprises Chapman University Century Law Group Daley & Heft, LLP Eastman Kodak Company Ferro Corporation Flagstar Companies Guild Financial Hahn & Hahn, LLP Harbor Chevrolet Inland Partners Corporation Kaufman and Broad Latham & Watkins, Attorneys at Law Long Beach Memorial Medical Center Madden, Jones, Cole & Johnson, Attorneys at Law Oliver, Vose, Sandifer, Murphy & Lee Pan Pacific Development Rutan & Tucker, LLP Scotsdale Insurance Snell & Wilmer, Attorneys at Law T.R.W. The Trust for Public Land Westport Packers Windes and McClaughry, Accountancy Corporation Wise, Wiezorek, Timmons & Wise, Attorneys at Law APPRAISERS -CONSULTANTS EXHIBIT "A" LEGAL DESCRIPTION THE LAND REFERRED TO 1=%EIN IS SITUATED IN COUNTY OF ORAN-GE, STATE OF CALIFORNIA- AND IS DESCRIBED AS FOLLOWS: I-wm-uf--f IT rim L; i - u u ucu GF, —31 WEE -of Pli BOOK 166 PAGES 5 TO 11, INCLUSR"E OF IYUSCELLANTEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COU -Nn' 1307460.1 1307460.1 EXHIBIT "B" PLAT MAP vt I Project: Simon Ranch Reservoir Replacement Project Parcel No: 104-611-30 Escrow #: Title Company: Commonwealth Land Title Company Date of Preliminary Title Report: 12/30/2016 Grantors: Cho Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, Dated October 3, 1990 Grantee: CITY OF TUSTIN, a municipal corporation of the State of California AGREEMENT FOR ACQUISITION OF REAL PROPERTY WHEREAS, the above-named Grantors own that certain real property located in the City of Santa Ana, County of Orange, State of California legally described in the Legal Description identified as Exhibit "A" and depicted on the Plat Map identified as Exhibit `B", attached hereto and made a part hereof ("Property"); and WHEREAS, Grantors intend to convey to City of Tustin ("City") and City intends to acquire from Grantors the Property, as described and depicted in the Grant Deed identified as Exhibit "C" for the purpose of constructing the Simon Ranch Reservoir Replacement Project ("Project") pursuant to the terms and conditions set forth herein; and NOW, THEREFORE, in consideration of the payment and other obligations set forth below, Grantors and City mutually agree as follows: 1. Full and Complete Agreement The parties have herein set forth the whole of their agreement ("Agreement"). The performance of this Agreement constitutes the entire consideration for the Property and shall relieve the City of all further obligations or claims on this account, or on account of the location, grade or construction of the proposed public improvement. The City requires the Property for the Project, a public use for which the City has the authority to exercise the power of eminent domain. Grantors are conveying the Property under threat of eminent domain. 2. Payment A. Purchase Price. The parties agree that the amount of One Million Nine Hundred Fifty Thousand and No/ 100 Dollars ($1,950,000.00) ("Purchase Price") is the full amount of compensation due and owing to Grantors for conveyance of the Property to City. 3. Execution and Delivery to Escrow City shall open an escrow with the title company identified above ("Escrow Holder") by delivery of a fully executed copy of this Agreement. Upon full execution of this Agreement by the parties ("Effective Date"), Grantors shall execute and notarize the Grant Deed, in the form of Exhibit "C", attached hereto and made a part hereof. City shall tender the Purchase Price to the Escrow Holder, which shall be paid when title to the Property vests in the City. 1307510.1 A. Close of Escrow Unless extended by the mutual agreement of the parties, the escrow shall close within ninety (90) days after the Effective Date of this Agreement and shall be the date the Grant Deed is recorded in the Recorder's Office for Orange County ("Close of Escrow"). B. City's Right to Cancel Escrow The City reserves the right to cancel escrow and terminate this Agreement if at any time the City determines that the Property is no longer needed for the Project. C. Escrow Holder's Right to Discharge Liens The Escrow Holder may expend any or all monies payable under this Agreement and deposited into escrow to discharge any obligations which are liens upon the Property, including, but not limited to, those arising from judgments, assessments, delinquent taxes for other than the fiscal year in which the escrow closes, or debts secured by deeds of trust or mortgages, and/or to defray any other incidental costs other than those specified in Section 2 hereof to be borne by the City. The Escrow Holder shall release payment to Grantors, return any credited amounts to City, and record the Grant Deed in the Recorder's Office for Orange County upon the Close of Escrow. D. Escrow Instructions This Agreement may serve in whole or in part as escrow instructions. The issuance of any further escrow instructions shall be the sole responsibility of City. The Grantors agree to execute such additional documents as may be reasonably necessary to consummate the purchase and sale herein contemplated. E. Fees The City shall pay all Grantors' and City's usual escrow, recording, and title insurance fees incurred in this transaction. F. Taxes Taxes for the fiscal year in which the escrow closes shall be cleared and paid for in the manner required by Section 5086 of the Revenue and Taxation Code. As a deduction from the amount shown in Section 2A, above, City shall be authorized to pay any delinquent taxes due in any fiscal year, except the fiscal year in which this escrow closes, together with penalties and interest thereon. G. No Removal of Easements or Rights of Way Grantors shall not be required to remove: (i) easements or rights-of-way for public roads or public utilities, if any; and (ii) items specifically identified on "Title Exceptions" identified as Exhibit "D", attached hereto, if any. H. Assessments The City is not assuming responsibility for payment or subsequent cancellation of unpaid assessments on the Property acquired under this transaction. The assessments remain the obligation of Grantors. Payment for the Property acquired under this transaction is made upon the basis that the Grantors retain their obligation to the levying body respecting said assessments. 1307510.1 I. Mortgages or Deeds of Trust Any monies payable under this Agreement up to and including the total amount of unpaid principal and interest on note(s) secured by mortgage(s) or deed(s) of trust, if any, and all other amounts due and payable in accordance with the terms and conditions of said deed(s) of trust or mortgage(s), shall upon demand(s) be made payable to the mortgagee(s) or beneficiary(ies) entitled thereunder; said mortgagee(s) or beneficiary(ies) are to furnish Grantors with good and sufficient receipt showing said monies credited against the indebtedness secured by said mortgage(s) or deed(s) of trust. 4. Just Compensation; Waiver and Release A. Grantors agree that performance of this Agreement by City, including the payment recited in Section 2A, above, shall constitute full and fair compensation and consideration for any and all claims that Grantors, and their successors and assigns, may have against City by reason of the acquisition, improvement, possession, use and/or occupancy of the Property, and Grantors, on behalf of themselves and their successors and assigns, hereby knowingly and voluntarily waive, and expressly release and discharge City, and any and all of City's employees, agents, officers, servants, representatives, contractors, attorneys and assigns, from liability in regard to, any and all such claims, including claims for severance or taking compensation or damages to the remainder not taken on account of the acquisition of the Property or the location, establishment, construction and/or operation of the above-named Project. This waiver and release shall survive the Close of Escrow. B. The foregoing waiver and release shall include the waiver and release of any and all rights or claims that Grantors have, may have had or may in the future have under Article 1, Section 19 of the California Constitution, the Eminent Domain Law, or any other law or regulation; except as provided herein. Grantors, on behalf of themselves and their successors and assigns, further knowingly and voluntarily waive and expressly release and discharge City, and any and all of City's employees, agents, officers, servants, representatives, contractors, attorneys and assigns, from liability in regard to any claims for the following: precondemnation damages, inverse condemnation, lost business goodwill, lost profits, lost rents, severance damages, mitigation damages, compensation for the construction and use of the Project in the manner proposed, damage to or loss of improvements pertaining to the realty, machinery, fixtures, inventory, equipment and/or personal property, interest, any right to repurchase, leaseback from City, or receive any financial gain from, City's sale of any portion of the Property, any right to challenge City's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245, any right to receive any notices pursuant to Code of Civil Procedure section 1245.245, any right to enforce any other obligation placed upon City pursuant to Code of Civil Procedure sections 1245.245 and 1263.615, any other rights conferred upon Grantors pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025, and claims for litigation expenses, attorney's fees and/or costs. This waiver and release shall survive the Close of Escrow. Grantors are aware of and understand all potential benefits to which they are otherwise entitled and have had the opportunity to discuss potential benefits with representatives of the City and with legal counsel of their choice. 5. Waiver under Section 1542 The parties intend that this Agreement will result in a full, complete, and final resolution and settlement of any and all claims, causes of action or disputes which exist, or may exist, between them as to the acquisition, possession and/or use of the Property by the City, except as expressly provided herein. It is therefore understood that the waiver, under this Agreement, of any rights, damages, compensation or benefits to which a party is, or may be, entitled is intended to be full and complete. Accordingly, 1307510.1 A. Grantors hereby waive any and all rights or benefits arising from and/or related to the City's acquisition, possession and/or use of the Property that it may have under section 1542 of the Civil Code of the State of California which provides: "a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." B. The Grantors represent and warrant that they understand the effect of this waiver of section 1542 and have had the opportunity to discuss the effect of this waiver with counsel of their choice. 6. Title Insurance City may obtain a CLTA extended coverage Grantors' policy of title insurance in the amount of the Purchase Price insuring that clear title to the Property is vested in City upon recording of the Grant Deed. 7. Possession and Use of the Property Pending Close of Escrow It is agreed and confirmed by the parties hereto that notwithstanding other provisions in the Agreement, the right of possession and use of the Property by City, including the right to remove and dispose of improvements, shall commence on the date the amount of funds as specified in Clause 2A of the Agreement are deposited into the escrow controlling this transaction. The amount shown in Clause 2A of the Agreement includes, but is not limited to, full payment for such possession and use, including damages, if any, from said date. It is further agreed that, notwithstanding the City's right of possession and use of the Property set forth in this paragraph, the single-family residence will be protected in place until the Close of Escrow. However, City makes no representation that the Project shall be constructed, and no liability or obligation whatsoever shall be incurred by City by reason of any failure„to construct the Project for any reason. If, after City takes possession, the Property subsequently is not acquired by City for any reason, City shall restore the Property to the condition existing prior to the City's possession or use hereunder, unless otherwise agreed by the parties. 8. Eminent Domain A. It is mutually understood that the acquisition of the Property by City is for a public purpose, and therefore, the Property is otherwise subject to taking by the power of eminent domain. The acquisition by and through this Agreement is in lieu of City's exercise of the power of eminent domain. B. If any eminent domain action that includes the Property, or any portion thereof, has been filed by City and after said filing the Grantors subsequently agree and consent to the dismissal of said action, then the Grantors hereby waive any and all claims to any money that may have been deposited in any Court or with the State Treasurer in any such action and waive any and all claims for damages, costs, or litigation expenses, including attorney's fees, arising by virtue of the abandonment of the action pursuant to Section 1268.510 of the California Code of Civil Procedure. 9. Amendment This agreement may be modified, changed, or rescinded only by an instrument in writing executed by the parties hereto. 1307510.1 10. No Leases A. Grantors warrant that there are no leases, except as disclosed on Exhibit `B" attached hereto, on all or any portion of the Property exceeding a period of one month, and the Grantors further agree to defend and indemnify and hold the City harmless and reimburse the City for any and all of its losses and expenses occasioned by reason of any tenant, lease or occupant of all or a portion of the Property for a period exceeding one month other than what is disclosed on Exhibit "E." A general release or quitclaim deed will be required from any lessee that has a lease term exceeding one month. Said general releases or quitclaim deeds are to be provided to Escrow Holder or the City prior to the Close of Escrow. Grantors agree not to assign, transfer or sell to any third party any right, title or interest Grantors have in the Property. 11. Grantors' Representations A. Grantors make the following representations and warranties: i. Grantors certify that they own full legal title to the Property, and have full power and authority to convey all property rights described herein to City. ii. This Agreement constitutes a legal, valid, and binding obligation of Grantors enforceable in accordance with its terms. iii. To the best of Grantors' knowledge there is no suit, action, arbitration, legal, administrative or other proceeding or inquiry pending or threatened against the Property, or any portion thereof, or pending or threatened against Grantors which could (i.) affect Grantors' title to the Property, or any portion thereof, (ii.) affect the value of the Property, or any portion thereof, or (iii.) subject Grantors to liability. iv. To the best of Grantors' knowledge, there are no uncured notices, which have been served upon Grantors from any governmental agency notifying Grantors of any violations of law, ordinance, rule, or regulation, which would affect the Property, or any portion thereof. v. There are no Hazardous Substances (as defined in Paragraph 14 below), or storage tanks containing Hazardous Substances, in, on, under, or about the Property. A. To the best of Grantors' knowledge, there has been no production, storage, disposal, presence, observance, or release of any Hazardous Substances in, on, under, or about the Property. vii. The Grantors and the Property are not in violation of any federal, state, or local law, ordinance, regulation, order, decree, or judgment relating to Hazardous Substances and/or environmental conditions in, on, under, or about the Property. viii.To the best of Grantors' knowledge, there are no notices or other information giving Grantors reason to believe that any conditions existing on the Property or in the vicinity of the Property subject or could subject any Grantors of the Property to potential liabilities under any federal, state or local law, statute, ordinance, regulation, rule, order, decree, or other governmental requirement that pertains to the regulation of Hazardous Substances and/or the protection of public health and safety and/or the environment, 1307510.1 including, but not limited to, the ambient air, soil, soil vapor, groundwater, surface water or land use. ix. To the best of Grantors' knowledge, there are no violations of any federal, state or local law, statute, ordinance, regulation, rule, order, decree, or other governmental requirement that pertains to the regulation of Hazardous Substances and/or the protection of public health and safety or the environment, including, but not limited to, the ambient air, soil, soil vapor, groundwater, surface water or land use, nor of any legal, administrative or other action or proceeding, pending or threatened, affecting the Property and relating to Hazardous Substances and/or environmental compliance. x. To the best of Grantors' knowledge, there is no license, permit, option, right of first refusal, or other agreement, written or oral, which affects the Property or any portion thereof. Grantors will defend and indemnify the City, its successor and/or assigns against any and all claims, demands, causes of action filed against the City, its successors/or assigns by someone claiming a legal interest in or right to the Property, or any portion thereof. xi. To the best of Grantors' knowledge conveyance of the property rights described herein will not constitute a breach or default under any agreement to which Grantors are bound and/or to which the Property is subject. B. Each of the above warranties and representations is material and is relied upon by City separately and collectively. Each of the above representations shall be deemed to have been made as of the date that the Grant Deed is recorded. If, before the recording of the Grant Deed, Grantors discover any information or facts that would materially change any of these warranties and representations, Grantors shall immediately give notice in writing to City of such facts and information. If any of the foregoing warranties and representations cease to be true before the recording of the Grant Deed, the City may, at its unfettered discretion, either cancel and terminate this Agreement or give the Grantors the option to remedy the problem before the recording of the Grant Deed or deduct from the payments required by Section 2, above, as a credit to City, in an amount as determined by the City reasonably required to remedy the problem. 12. Hazardous Substances A. Liability for Hazardous Substance The parties acknowledge, understand, and agree that any liability associated with the presence of any Hazardous Substances, as defined below, on or adjacent to any portion of the Property shall be governed by the provisions of Section 15 below, regardless of whether any inspection, examination, sampling, testing, assessment, or other investigation is conducted by City. "Hazardous Substance(s)" includes, but is not limited to, any hazardous or toxic substance, material or waste, or any solid waste, pollutant, or contaminant that is: (i) Regulated by any local governmental agency, the State of California or the United States Government; (ii) defined as such in any federal, State, or local statute, ordinance, rule, or regulation applicable to the property, including, without limitation, the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended (Title 42 United States Code sections 9601-9675), the Resource Conservation and Recovery Act (Title 42 United States Code sections 6901-6992k), the Carpenter -Presley -Tanner Hazardous Substance Account Act (California Health and Safety Code sections 25330- 25395), and the Hazardous Waste Control Law (California Health and Safety Code sections 1307510.1 25100-25250.25); (iii) listed in the United States Department of Transportation Table (49 CFR § 172.101) or by the Environmental Protection Agency, or listed as hazardous substances by any equivalent State of California or local governmental agency, or any successor agency (40 CFR Part 302); (iv) asbestos or asbestos containing material; (v) radon gas; (vi.) petroleum or petroleum fractions; (vii) any explosive substances (viii) polychlorinated biphenyl; (ix) a radioactive material, and (x) per chlorate. 13. Indemnification A. Each party (hereafter the "Indemnifying Party") agrees and covenants to indemnify, defend (with counsel acceptable to the other party) each other party (hereinafter "Indemnified Party"), which consent shall not be unreasonably withheld), and hold the Indemnified Party, and its officers, employees and agents, harmless from and against any and all liabilities, penalties, losses, damages, costs, expenses (including reasonable attorneys' fees, whether for outside counsel or the City Attorney), causes of action, claims, or judgments that arise by reason of any death, bodily injury, personal injury, property or economic damage, or violation of any law or regulation, or damage to the environment, including ambient air, soil, soil vapor, groundwater, or surface water, and resulting from or in any way connected with: i. any acts or omissions related to the performance of this Agreement;(ii) any breach of this Agreement, or; (iii.) the occupancy or use of the Property (including, but not limited to, the use, storage, treatment, transportation, release, or disposal of Hazardous Substances on or about any portion of the Property), by the Indemnifying Party, its officers, employees, agents, engineers, contractors or subcontractors, or any other person or entity employed by or acting on their behalf. B. The parties further agree and understand as follows: a party does not, and shall not be deemed to, waive any rights against the other party which it may have by reason of the aforesaid indemnity and hold harmless agreement because of any insurance coverage available; the scope of the aforesaid indemnity and hold harmless agreements are to be construed broadly and liberally to provide the maximum coverage in accordance with their terms; no specific term or word contained in this Section shall be construed as a limitation on the scope of the indemnification and defense rights and obligations of the parties unless specifically so provided. The provisions of this Section shall survive the recording of any deeds hereunder. 14. Attorney Fees Either party may bring a suit or proceeding to enforce or require performance of the terms of this Agreement, and the prevailing party in such suit or proceeding shall be entitled to recover from the other party reasonable costs and expenses, including attorney's fees. 15. Notices Any notice that either party may or is required to give the other shall be in writing, and shall be either personally delivered or sent by registered or certified mail, return receipt requested. If by mail, service shall be deemed to have been received by such party at the time the notice is delivered, to the following address: To City: City of Tustin 300 Centennial Way Tustin, CA 92780 Attention: Public Works Director 1307510.1 To Grantors: Cho Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, Dated October 3, 1990 2061 Valhalla Drive Satna Ana, CA 92705 With a copy to: Woodruff, Spradlin & Smart Craig Farrington/Alyson Suh 555 Anton Boulevard, Suite 1200 Costa Mesa, CA 92626 16. Recording Either party may record this Agreement in the Recorder's Office for the County of Orange. The fully executed Grant Deed will be recorded in the Recorder's Office for the County of Orange. 17. Binding on Successors This Agreement shall be binding on and shall inure to the benefit of the City and Grantors, and their respective heirs, personal representatives, successors, assigns, and transferees, and their past, present and future officers, employees and agents. The City may freely assign any or all of its interests or rights under this Agreement. 18. Brokers Grantors and City each warrant to the other that no person or entity can properly claim a right to a commission, finder's fee, or other compensation with respect to the transaction contemplated by this Agreement. If any broker or finder makes any claim for a commission or finder's fee, the party through which the broker or finder makes such claim shall indemnify, defend and hold the other party harmless from all liabilities, expenses, losses, damages or claims (including the indemnified party's reasonable attorneys' fees) arising out of such broker's or fmder's claims. 19. Time of Essence Time is of the essence for each condition, term, and provision in this Agreement. 20. Waivers No waiver of any breach of any covenant or provision in this Agreement shall be deemed a waiver of any other covenant or provision in this Agreement and no waiver shall be valid unless in writing and executed by the waiving party. 21. Severability If any term or provision of this Agreement shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement shall not be affected, so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner adverse to either party. Upon such determination that any term or provision is illegal or incapable of being enforced, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that transactions contemplated hereby are fulfilled to the greatest extent possible. 22. Construction Section headings are solely for the convenience of the parties and are not a part of and shall not be used to interpret this Agreement. The singular form shall include the plural and vice versa. This Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if 1307510.1 both parties have prepared it. Unless otherwise indicated, all references to Sections are to this Agreement. 23. Governing Law This Agreement shall be construed in accordance with and governed by the laws of the State of California. Any legal action arising under or related to this Agreement shall be brought and prosecuted in the Orange County Superior Court. 24. Entire Agreement The parties have herein set forth the whole of their Agreement. All prior oral discussions, representations, and/or agreements, if any, are specifically superseded by this Agreement, which is intended by the parties to contain all of the terms and conditions agreed to by them with regards to acquisition of the Property by City. 25. Signatures on Behalf of an Entity Each individual executing this Agreement on behalf of an entity represents and warrants that he or she has been authorized to do so by the entity on whose behalf he or she executes this Agreement and that said entity will thereby be obligated to perform the terms of this Agreement. 26. Counterparts This Agreement may be executed in counterparts, including by facsimile or e-mail, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original, and all such counterparts together shall constitute one and the same instrument. 27 City Council Approval This Agreement may be subject to approval by the City's governing City Council. REMAINDER OF PA GEINTENTIONALLYLEFT BLANK SIGNATURE PAGE FOLLOWS 1307510.1 IN WITNESS WHEREOF, the parties have executed this Agreement on the dates set forth below. GRANTORS: Cho Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, Dated October 3, 1990 Date: Chong Sang Kim, Trustee Cho Hea Kim, Trustee GRANTEE: CITY OF TUSTIN, a municipal corporation of the State of California Date: By: _ Name: Its: APPROVED AS TO FORM: Date: By: General Counsel ATTEST: Date: By: 9 Name Title *Note: If Grantor is a corporation, the following two signatures are required: (1) the first signature by either the Chairman of the Board, the President, or any Vice President of the corporation and (2) the second signature by either the Secretary, any Assistant Secretary, the Chief Financial Officer or any Assistant Treasurer of the corporation. 1307510.1 EXHIBIT "A" Legal Description of Property DESCRIBED AS FOLLOWS - LOT 80 OF TRACT NO,3893, IN TIS COUNTY OF ORANGE, STATE OF CALIFORMA, AS PER MAP RECORDED IN BOOK 166 PAGES 5 TO 11, INCLUSIVE OF MSCELLA-NEOITS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY 1307510.1 e 1307510.1 EXHIBIT `B" Plat Map 11, EXHIBIT "C" Grant Deed 1307510.1 EXHIBIT "D" Title exceptions that will not be removed, if any, as noted in preliminary title report dated December 30,2016: 1, 3 and 4 1307510.1 EXHIBIT "E" Leases and Other Possessory Rights 1307510.1 RECORDING REQUESTED BY AND FOR THE BENEFIT OF AND WHEN RECORDED MAIL TO: City of Tustin 300 Centennial Way Tustin, CA 92780 Attn: City Clerk APN: 104-611-30 1 No recording fee required: SPACE ABOVE THIS LINE FOR RECORDER'S USE Exempt pursuant to Code 27383 C —A IL t a-= C CHONG SANG KIM and CHO HEA KIM, TRUSTEES OF THE KIM TRUST, DATED OCTOBER 3, 1990 (hereinafter "Grantors"), are the owners of that certain real property located in the County of Orange, State of California, designated as Assessor's Parcel Number 104-611-30 ("Grantors' Property"). FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Grantors hereby grant to the CITY OF TUSTIN, a municipal corporation, ("Grantee"), all that real property more particularly described in Exhibit "A" and depicted in Exhibit "B" attached hereto, which are incorporated herein by this reference. Date: 1307460.1 The Kim Trust, Dated October 3, 1990 Chong Sang Kim, Trustee Cho Hea Kim, Trustee ACKNOWLEDGEMENT 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 COUNTY OF On 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), and that by his/her/their signature(s) 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. (Seal) Signature 1307460.1 CERTIFICATE OF ACCEPTANCE THIS IS TO CERTIFY, That the City of Tustin, a municipal corporation, hereby accepts for public purposes the real property described in the within deed and consents to the recordation thereof. DATED: By: **NAME** **TITLE** 1307460.1 EXHIBIT "A" LEGAL DESCRIPTION 'E TBE LAND REFERRED TO BEREDW IS SITUATED IN COUNTY OF OF-kNT(-T, STATE OF CALIFO RNLk AND IS DESCRIBED AS FOLLOWS- IL75 usloi il tdowto =loap a Koll) 3 Wl V�l t4i 96%111 11MOIN I 1307460.1 1307460.1 EXHIBIT "B" PLAT MAP Acquiring Agency: CITY OF TUSTIN Project Name: Simon Ranch Reservoir Replacement Project Acquiring Agency Representative: Overland, Pacific & Cutler, Inc. 1 Jenner, Suite 200 Irvine, CA 92618 Phone: 949.951.5263 This question and answer brochure intends to provide a non-technical, understandable discussion of the Acquiring Agency (listed above) property acquisition procedures and the principal rights and options available to you, the property owner. If the Acquiring Agency decides to acquire your property, it must abide by these procedures to fulfill its obligations under applicable federal and/or state law. The Acquiring Agency has retained the professional firm of Overland, Pacific & Cutler, Inc. (OPQ to assist in the acquisition process. Their address and telephone number is listed above. Please contact them if you have any questions about the acquisition procedures or your rights. 1255315.1 GENERAL PROPERTY ACQUISITION QUESTIONS 1. Who Will Make The Decision To Buy My Property? The decision to acquire property for a public project usually involves many persons and many decisions. The final decision to proceed with the project is made by the Acquiring Agency after a thorough review which often includes public hearings to obtain the views of interested citizens. If you have any questions about the project or the selection of your property for acquisition, you should ask a representative of the Acquiring Agency. 2. How Will The Acquiring Agency Determine How Much To Offer For My Property? Before making you an offer, the Acquiring Agency will obtain an appraisal of your property by a competent real property appraiser who is familiar with local property values. The appraiser will inspect your property and provide a professional opinion of its current fair market value in an appraisal report. After the appraiser has completed the report, a review appraiser may recheck the work to ensure that the estimate is fair and the work conforms with professional appraisal standards. The Acquiring Agency is required to offer you amount cannot be less than the fair market Acquiring Agency on the basis of its appraisal. 3. What Is Fair Market Value? "just compensation" for your property. This value of your property, as determined by the Fair market value is sometimes defined as that amount of money which would probably be paid for a property in a sale between a willing seller, who does not have to sell, and a willing buyer, who does not have to buy. The fair market value of a property is generally considered to be "just compensation". Fair market value does not take into account intangible elements such as sentimental value, goodwill, business profits, or any special value that your property may have for you or for the Acquiring Agency. 4. How Does An Appraiser Determine The Fair Market Value Of My Property? Each parcel of real property is different and therefore no single formula can be devised to appraise all properties. Among the factors an appraiser typically considers in estimating the value of real property are: • How it compares with similar properties in the area that have been sold recently. • How much it would cost to reproduce the buildings and other structures, less any depreciation. • How much rental income it could produce. S. Will I Have A Chance To Talk To The Appraiser? Yes. You must be contacted about the Acquiring Agency's decision to appraise your property and given the opportunity to accompany the appraiser during the inspection of your property. 1255315.1 You may then inform the appraiser of any special features which you believe may add to the value of your property. It is in your best interest to provide the appraiser with all the useful information you can in order to ensure that nothing of allowable value will be overlooked. If you are unable to meet with the appraiser, you may wish to have a person who is familiar with your property represent you in a meeting with the appraiser. 6. Can I Hire My Own Appraiser And Will I Be Reimbursed For The Cost? Yes. Should you elect to have an independent appraisal conducted in addition to the appraisal conducted by the Acquiring Agency, you are entitled to be reimbursed for the reasonable costs of the appraisal, up to $5,000. In order to receive any reimbursement, the appraiser you chose must be licensed with the Bureau of Real Estate Appraisers (BREA) and comply with the Uniform Standards of Professional Appraisal Practice. For information regarding licensed appraisers, please visit the BREA web site at www.brea.ca.gov. Appraisals of property to be acquired for a public project, such as the appraisal being obtained by the Acquiring Agency, are very specialized appraisals. It is imperative that the appraiser you choose be familiar with this particular type of appraisal. Once you have chosen an appraiser, it is requested that you submit your reimbursement request in writing to the Acquiring Agency's acquisition representative, Overland, Pacific & Cutler, Inc. at the address listed on the front page within ninety (90) days of the earliest of the following dates: (1) the date the selected appraiser requests payment from you for the appraisal; or (2) the date upon which you, or someone on your behalf, remits full payment to the selected appraiser for the appraisal. Copies of the contract (if a contract is made) and invoice for completed work by the appraiser must be provided to the Acquiring Agency concurrent with submission of the appraisal cost reimbursement request. The cost must be reasonable and justifiable. i. How Soon Will The Acquiring Agency Give Me A Written Purchase Offer? Generally, this will depend on the amount of work required to appraise your property. In the case of a typical single-family house, it is usually possible for the Acquiring Agency to make a written purchase offer within ninety (90) days of the date it first notifies the owner of its intent to appraise the property. Appraisal of commercial and industrial property may take somewhat longer. The Acquiring Agency must give you a written offer to acquire your property for the full amount it determines to be just compensation, and it must do so promptly after it determines that amount. Along with the offer, you will receive a written statement explaining the basis for the Acquiring Agency's determination of just compensation. S. What Is The Acquiring Agency Basis For Its Statement Of Just Compensation? The Acquiring Agency's statement of the basis for its determination of just compensation must be provided to you with the written purchase offer. Among other things, this statement must include: • The date of valuation, highest and best use, and applicable zoning of property. • The principal transactions, reproduction or replacement cost analysis, or capitalization analysis, supporting the determination of value. 1255315.1 • Where appropriate, the just compensation for the real property acquired and for damages to the remaining real property shall be separately stated and shall include the calculations and narrative explanation supporting the compensation, including any offsetting benefits. 9. Must I Accept The Acquiring Agency's Offer? No. You are entitled to present your evidence as to the amount you believe is the value of your property and to make suggestions for changing the terms and conditions of the offer. The Acquiring Agency must make reasonable efforts to consider and respond to your evidence and suggestions. 10. May I Have Someone Represent Me During Negotiations? Yes. If you would like an attorney or anyone else to represent you during negotiations, please so inform the Acquiring Agency in writing. However, state law does not require the Acquiring Agency to pay the costs of any such representation. 11. If I Agree To Accept The Acquiring Agency's Offer, How Soon Will I Be Paid? If you reach a voluntary agreement to sell your property and your ownership (title) is clear, payment will be made at a mutually acceptable time. Generally, this should be possible within 30 to 60 days after you sign a purchase contract. The Acquiring Agency may choose to use an escrow to facilitate payment and the signing and recording of deeds. If the title evidence obtained by the Acquiring Agency indicates that further action is necessary to show your ownership is clear, you may be able to accelerate the payment by helping the Acquiring Agency obtain the necessary proof. (Title evidence is basically a legal. record of the ownership of the property. It identifies the owners of record and lists the restrictive deed covenants and recorded mortgages, liens, and other instruments affecting your ownership of the property.) 12. What Happens If I Don't Agree To The Final Offer By The Acquiring Agency? If you are unable to reach a voluntary agreement through negotiations, the Acquiring Agency may request that its governing body adopt a resolution of necessity at a public hearing. You will receive notice of the hearing and given an opportunity to appear at the hearing. If a resolution of necessity is adopted, the Acquiring Agency is authorized to file a suit in court to acquire your property through an eminent domain proceeding. An eminent domain proceeding is often referred to as condemnation. 13. What Happens After The Acquiring Agency Condemns My Property? You will be notified of the condemnation suit. In the event the Acquiring Agency requires possession of your property prior to the completion of the condemnation action, the Acquiring Agency will seek a court order for possession prior to completion of the condemnation action and deposit with the California State Treasurer's Office an amount not less than its appraisal of the fair market value of the property. Ordinarily, the owner is then permitted to withdraw this amount, less any amounts necessary to pay off any mortgage or other liens on the property and to resolve any special ownership problems. Your early withdrawal of your share of the money will not affect your right to seek additional compensation for your property. 1255315.1 During the condemnation proceeding, you will be provided an opportunity to introduce your evidence as to the value of your property. Of course, the Acquiring Agency will have the same right. After hearing the evidence of all parties, a jury will determine the amount of just compensation. If that amount exceeds the amount deposited by the Acquiring Agency, you will be paid the difference, plus any interest that may be provided under state law. To help you in presenting your case, in a condemnation proceeding, you may wish to consider employing an attorney and an appraiser. However, as a general rule, the costs of these professional services and other costs which an owner incurs in presenting his case to the court must be paid by the owner. 14. What Can I Do If I Am Not Satisfied With The Court's Determination? If you are not satisfied with the court judgment, you may file an appeal with the appropriate appellate court for the area in which your property is located. The Acquiring Agency may also file an appeal if it believes the amount of the judgment is too high. 15. Will I Have To Pay Any Settlement Costs? You will be responsible for the payment of the balance on any mortgage on your property. Also, if your ownership is not clear, you may have to pay the cost of clearing it. But the Acquiring Agency will not charge you any sales commission. And the Acquiring Agency is responsible for all reasonable and necessary costs for typical services required to complete the sale, including recording fees, revenue stamps, transfer taxes and any similar expenses which are incidental to transferring ownership to the Acquiring Agency. The Acquiring Agency will identify these items in a settlement cost statement to be given to you at the time of settlement or soon after the court award of compensation, if the property is acquired by condemnation. Ordinarily, if you have paid any of these expenses yourself, you will be repaid at that time. If you later discover other costs for which you should be repaid, you should request repayment from the Acquiring Agency within six (6) months after the acquisition. The Acquiring Agency will assist you in filing a claim for these costs. 16. May I Keep Any Of The Buildings Or Other Improvements On My Property? Very often, many or all of the improvements on a property are not required by the Acquiring Agency. This might include such items as a fireplace mantel, your favorite shrubbery, or even the entire house. If you wish to keep any improvements, please let the Acquiring Agency know as soon as possible. If you do arrange to keep any improvements, the Acquiring Agency will deduct only its salvage value from the price you would otherwise receive. (The salvage value of an item is its probable selling price if offered for sale on the condition that the buyer will remove it at his own expense.) Of course, if you arrange to keep any real property improvement (such as a fireplace mantel or a shrub), you will not be entitled to receive a relocation payment for the cost of moving it to a new location. 17. Can The Acquiring Agency Take Only A Part Of My Property? Yes. If the Acquiring Agency acquires a portion of your property leaving you with an uneconomic remnant (a portion of land not capable of an economic development or use), the 1255315.1 Acquiring Agency will offer to acquire the uneconomic remnant if you so desire. Whether an uneconomic remnant remains after the Acquiring Agency's acquisition will be determined by the Acquiring Agency's appraiser and attorney as well as by negotiations with the property owner. 18. Will I Have To Pay Rent To The Agency After My Property Is Acquired? If arrangements are made to rent acquired property to an owner or his tenant for a short term or for a period subject to termination by the Acquiring Agency on short notice, the rental will not exceed the lesser of the fair rental of the property to the short term occupier, or the pro -rated portion of the fair market value for a typical rental period. If the owner or tenant is an occupant of a dwelling, the rental for the dwelling shall be within his financial means in accordance with state or federal law, as applicable. 19. How Soon Must I Move? You will likely not be required to relocate from your property. However, in the event that you are required to relocate from your property, every reasonable effort will be made to give you ample time to relocate after the acquisition of your property. In most cases, a mutually satisfactory arrangement can be worked out. Also, except in an unusual instance where there is an urgent need for your property, you cannot be required to move from your residence or to move your business or farm operation without at least a ninety (90) day advance written notice of the date by which your move is required. If you reach a voluntary agreement to sell your property, you cannot be required to move before you receive the agreed purchase price. In the case of a condemnation, you cannot be required to move before the estimated fair market value of the property has been deposited with the California State Treasurer's Office so that you can withdraw your share. If you are being displaced from your residence, decent, safe and sanitary replacement housing must be available before you can be required to move. 20. Will I Be Compensated For The Loss Of Goodwill For My Business? If the owner of real property is also the owner of a business conducted on the real property to be acquired, the owner may have a right to compensation for loss of goodwill. Pertinent provisions of the California Code of Civil Procedure addressing compensation for "loss of goodwill" are provided below. CODE OF CIVIL PROCEDURE - ARTICLE 6 (SECTIONS 1263.510 -1263.530) COMPENSATION FOR LOSS OF GOODWILL In the event you are the owner of a business conducted on the property being acquired by the Acquiring Agency, you may be entitled to compensation for loss of goodwill, if any, if you are able to make a showing of such loss pursuant to the requirements of California Code of Civil Procedure Section 1263.510 as follows: a. The owner of a business conducted on the property taken, or on the remainder if such property is part of a larger parcel, shall be compensated for loss of goodwill if the owner proves all of the following: 1) The loss is caused by the taking of the property or the injury to the remainder. 2) The loss cannot reasonably be prevented by relocation of the business or by taking steps and adopting procedures that a reasonably prudent person would take and adopt in preserving the goodwill. 3) Compensation for the loss will not be included in payments under Section 7262 of the Government Code. 4) Compensation for the loss will not be duplicated in the compensation otherwise awarded to the owner. 1255315.1 b. Within the meaning of this article, 'yoodwi0" consists of the benefits that accrue to a business as a result of its location, reputation for dependability, skill or quality, and any other circumstances resulting in probable retention of old or acquisition of new patronage. " 21. My Property Is Worth More Now Than When I Bought It. Do I Pay Capital Gains Tax On The Increase? Internal Revenue Service (IRS) Publication 544, "Sales and Other Dispositions of Assets" is available from the IRS. It explains how the federal income tax would apply to a gain or loss resulting from a condemnation for public purposes. In most cases, the owner of property acquired for public purposes may postpone the gain and associated taxes if certain conditions are met within a defined period. If you have any questions about the IRS rules, you should discuss your particular circumstances with your personal tax advisor or your local IRS office. 22. Will My Property Taxes Increase Substantially When I Move Because Of The Proposition 13 Reassessment Formula? No. Not as long as the replacement property's purchase price does not exceed 120 percent of the sales price for the acquired property. Section 2(d) of Article XIIIA of the California Constitution and the Revenue and Taxation Code Section 68 generally provides that property tax relief shall be granted to any real property owner who acquires comparable replacement property after having been displaced by governmental acquisition or eminent domain proceedings. If the full cash value of the comparable replacement property does not exceed 120 percent of the award or purchase price of the property taken or acquired, then the adjusted base year value of the property taken or acquired shall be transferred to the comparable replacement property. For example: Purchase Price 120% Allowable Transfer Basis Replacement Property Price Subject Property Tax Basis Replacement Tax Basis $100,000 $120,000 $130,000 $50,000 $60,000 Calculated as follows: *$50,000 + ($130,000 - $120,000) = $60,000 In the event that the replacement property price is greater than the replacement tax basis, the difference will be added to the subject property tax basis to represent the replacement tax basis. 23. Is It Possible To Donate Property To The Acquiring Agency? Yes. However, prior to accepting any donation of real property, the Acquiring Agency must inform the owner in writing of the amount it believes to be just compensation for the property. The property owner must indicate in writing that, although he understands that he cannot be required to sell his property for less than just compensation, he voluntarily agrees to do so. 24. What Are The Advantages Of Selling My Property To The Acquiring Agency? • Acquiring Agency pays full cash value for property as determined by an independent appraiser. Seller does not have to provide financing to sell the property. 1255315.1 • Seller does not have to pay real estate sales commission. Sales commissions typically equal six percent (6%) of the sales price in a private transaction. • Acquiring Agency pays virtually all closing costs (i.e., escrow fees, recording fees, mortgage prepayment penalties). • Seller may receive favorable capital gains tax treatment and can transfer his existing property tax basis to the replacement property. • If you are required to relocate, the Acquiring Agency provides relocation benefits including referral assistance and cash payments. • If you are required to relocate, the Acquiring Agency pays for moving expenses. 25. Additional Information If you have further questions after reading this brochure, please contact the Acquiring Agency's representative at Overland, Pacific & Cutler, Inc. at the address and phone number listed on the front page. 1255315.1 ATTACHMENT 2 AGREEMENT FOR ACQUISITION OF REAL PROPERTY Project: Simon Ranch Reservoir Replacement Project Parcel No: 104611-30 Escrow #: Title Company: Commonwealth Land Title Company Date of Preliminary Title Report: 12/30/2016 Grantors: Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990 Grantee: CITY OF TUSTIN, a municipal corporation of the State of California AGREEMENT FOR ACQUISITION OF REAL PROPERTY WHEREAS, the above-named Grantors own that certain real property located at 2061 Valhalla Drive in the County of Orange, State of California legally described in the Legal Description identified as Exhibit "A" and depicted on the Plat Map identified as Exhibit "B", attached hereto and made a part hereof ("Property"); and WHEREAS, Grantors intend to convey to City of Tustin ("City") and City intends to acquire from Grantors the Property, as described and depicted in the Grant Deed identified as Exhibit "C" for the purpose of constructing the Simon Ranch Reservoir Replacement Project ("Project") pursuant to the terms and conditions set forth herein; and NOW, THEREFORE, in consideration of the payment and other obligations set forth below; Grantors and City mutually agree as follows: 1. Full and Complete Agreement The parties have herein set forth the whole of their agreement ("Agreement"). The performance of this Agreement constitutes the entire consideration for the Property and shall relieve the City of all further obligations or claims on this account, or on account of the location, grade or construction of the proposed public improvement. The City requires the Property for the Project, a public use for which the City has the authority to exercise the power of eminent domain. Grantors are conveying the Property under the threat of eminent domain. 2. Payment A. Purchase Price. The parties agree that the amount of One Million Nine Hundred Fifty Thousand and No/100 Dollars ($1,950,000.00) ("Purchase Price") is the full amount of compensation due and owing to Grantors for conveyance of the Property to City. 3. Execution and Delivery to Escrow City shall open an escrow with the title company identified above ("Escrow Holder") by delivery of a fully executed copy of this Agreement. Upon full execution of this Agreement by the parties ("Effective Date"), Grantors shall execute and notarize the Grant Deed, in the form of Exhibit "C", attached hereto and made a part hereof. City shall tender the Purchase Price to the Escrow Holder, which shall be paid when title to the Property vests in the City free and clear of all liens, deeds of trust, encumbrances, assessments, easements and leases (recorded and/or unrecorded). Page 1 of 12 1346811,1 A. Close of Escrow Unless extended by the mutual agreement of the parties, the escrow shall close within sixty (60) days after the Effective Date of this Agreement and shall be the date the Grant Deed is recorded in the Recorder's Office for Orange County ("Close of Escrow"). B. Escrow Holder's Right to Discharge Liens The Escrow Holder may expend any or all monies payable under this Agreement and deposited into escrow to discharge any obligations which are liens upon the Property, including, but not limited to, those arising from judgments, assessments, delinquent taxes for other than the fiscal year in which the escrow closes, or debts secured by deeds of trust or mortgages, and/or to defray any other incidental costs other than those specified in Section 2 hereof to be borne by the City. The Escrow Holder shall release payment to Grantors, return any credited amounts to City, and record the Grant Deed in the Recorder's Office for Orange County upon the Close of Escrow. C. Escrow Instructions This Agreement may serve in whole or in part as escrow instructions. The issuance of any further escrow instructions shall be the sole responsibility of City. The Grantors agree to execute such additional documents as may be reasonably necessary to consummate the purchase and sale herein contemplated. D. Fees The City shall pay all Grantors' and City's usual escrow, recording, and title insurance fees incurred in this transaction. E. Taxes Taxes for the fiscal year in which the escrow closes shall be cleared and paid for in the manner required by Section 5086 of the Revenue and Taxation Code. As a deduction from the amount shown in Section 2A, above, City shall be authorized to pay any delinquent taxes due in any fiscal year, except the fiscal year in which this escrow closes, together with penalties and interest thereon. F. Assessments The City is not assuming responsibility for payment or subsequent cancellation of unpaid assessments on the Property acquired under this transaction. The assessments remain the obligation of Grantors. Payment for the Property acquired under this transaction is made upon the basis that the Grantors retain their obligation to the levying body respecting said assessments. G. Mortgages or Deeds of Trust Any monies payable under this Agreement up to and including the total amount of unpaid principal and interest on note(s) secured by mortgage(s) or deed(s) of trust, if any, and all other amounts due and payable in accordance with the terms and conditions of said deed(s) of trust or mortgage(s), shall upon demand(s) be made payable to the mortgagee(s) or beneficiary(ies) entitled thereunder; said mortgagee(s) or beneficiary(ies) are to furnish Page 2 of 12 1346811.1 Grantors with good and sufficient receipt showing said monies credited against the indebtedness secured by said mortgage(s) or deed(s) of trust. 4. Just Compensation; Waiver and Release A. Grantors agree that performance of this Agreement by City, including the payment recited in Section 2A, above, shall constitute full and fair compensation and consideration for any and all claims that Grantors, and their successors and assigns, may have against City by reason of the acquisition, improvement, possession, use and/or occupancy of the Property, and Grantors, on behalf of themselves and their successors and assigns, hereby knowingly and voluntarily waive, and expressly release and discharge City, and any and all of City's employees, agents, officers, servants, representatives, contractors, attorneys and assigns, from liability in regard to, any and all such claims, including claims for severance or taking compensation or damages to the remainder not taken on account of the acquisition of the Property or the location, establishment, construction and/or operation of the above-named Project. This waiver and release shall survive the Close of Escrow. B. The foregoing waiver and release shall include the waiver and release of any and all rights or claims that Grantors have, may have had or may in the future have under Article 1, Section 19 of the California Constitution, the Eminent Domain Law, or any other law or regulation; except as provided herein. Grantors, on behalf of themselves and their successors and assigns, further knowingly and voluntarily waive and expressly release and discharge City, and any and all of City's employees, agents, officers, servants, representatives, contractors, attorneys and assigns, from liability in regard to any claims for the following: precondemnation damages, inverse condemnation, lost business goodwill, lost profits, lost rents, severance damages, mitigation damages, compensation for the construction and use of the Project in the manner proposed, damage to or loss of improvements pertaining to the realty, machinery, fixtures, inventory, equipment and/or personal property, interest, any right to repurchase, leaseback from City, or receive any financial gain from, City's sale of any portion of the Property, any right to challenge City's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245, any right to receive any notices pursuant to Code of Civil Procedure section 1245.245, any right to enforce any other obligation placed upon City pursuant to Code of Civil Procedure sections 1245.245 and 1263.615, any other rights conferred upon Grantors pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025, and claims for litigation expenses, attorney's fees and/or costs. This waiver and release shall survive the Close of Escrow. Grantors are aware of and understand all potential benefits to which they are otherwise entitled and have had the opportunity to discuss potential benefits with representatives of the City and with legal counsel of their choice. 5. Waiver under Section 1542 The parties intend that this Agreement will result in a full, complete, and final resolution and settlement of any and all claims, causes of action or disputes which exist, or may exist, between them as to the acquisition, possession and/or use of the Property by the City, except as expressly provided herein. It is therefore understood that the waiver, under this Agreement, of any rights, damages, compensation or benefits to which a party is, or may be, entitled is intended to be full and complete. Accordingly, A. Grantors hereby waive any and all rights or benefits arising from and/or related to the City's acquisition, possession and/or use of the Property that it may have under section 1542 of the Civil Code of the State of California which provides: Page 3 of 12 1346811,1 "a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." B. The Grantors represent and warrant that they understand the effect of this waiver of section 1542 and have had the opportunity to discuss the effect of this waiver with counsel of their choice. 6. Title Insurance City may obtain a CLTA extended coverage policy of title insurance in the amount of the Purchase Price insuring that clear title to the Property is vested in City upon recording of the Grant Deed. 7. Possession and Use of the Property Pending Close of Escrow It is agreed and confirmed by the parties hereto that notwithstanding other provisions in the Agreement, the right of possession and use of the Property by City, including the right to remove and dispose of improvements, shall commence on the date the amount of funds as specified in Clause 2A of the Agreement are deposited into the escrow controlling this transaction. The amount shown in Clause 2A of the Agreement includes, but is not limited to, full payment for such possession and use, including damages, if any, from said date. It is further agreed that, notwithstanding the City's right of possession and use of the Property set forth in this paragraph, the single-family residence will be protected in place until the Close of Escrow. However, City makes no representation that the Project shall be constructed, and no liability or obligation whatsoever shall be incurred by City by reason of any failure to construct the Project for any reason. If, after City takes possession, the Property subsequently is not acquired by City for any reason, City shall restore the Property to the condition existing prior to the City's possession or use hereunder, unless otherwise agreed by the parties. 8. Eminent Domain A. It is mutually understood that the acquisition of the Property by City is for a public purpose, and therefore, the Property is otherwise subject to taking by the power of eminent domain. The acquisition by and through this Agreement is in lieu of City's exercise of the power of eminent domain. B. If any eminent domain action that includes the Property, or any portion thereof, has been filed by City and after said filing the Grantors subsequently agree and consent to the dismissal of said action, then the Grantors hereby waive any and all claims to any money that may have been deposited in any Court or with the State Treasurer in any such action and waive any and all claims for damages, costs, or litigation expenses, including attorney's fees, arising by virtue of the abandonment of the action pursuant to Section 1268.510 of the California Code of Civil Procedure. 9. Amendment This agreement may be modified, changed, or rescinded only by an instrument in writing executed by the parties hereto. 10. No Leases A. Grantors warrant that there are no leases on all or any portion of the Property exceeding a period of one month, and the Grantors further agree to defend and indemnify and hold the City harmless and reimburse the City for any and all of its losses and expenses occasioned by Page 4 of 12 1346811,1 reason of any tenant, lease or occupant of all or a portion of the Property for a period exceeding one month. A general release or quitclaim deed will be required from any lessee that has a lease term exceeding one month. Said general releases or quitclaim deeds are to be provided to Escrow Holder or the City prior to the Close of Escrow. Grantors agree not to assign, transfer or sell to any third party any right, title or interest Grantors have in the Property. 11. Grantors' Representations A. Grantors make the following representations and warranties: L Grantors certify that they own full legal title to the Property, and have full power and authority to convey all property rights described herein to City. ii. This Agreement constitutes a legal, valid, and binding obligation of Grantors enforceable in accordance with its terms. iii. To the best of Grantors' knowledge there is no suit, action, arbitration, legal, administrative or other proceeding or inquiry pending or threatened against the Property, or any portion thereof, or pending or threatened against Grantors which could (i.) affect Grantors' title to the Property, or any portion thereof., (ii.) affect the value of the Property, or any portion thereof, or (iii.) subject Grantors to liability. iv. To the best of Grantors' knowledge, there are no uncured notices, which have been served upon Grantors from any governmental agency notifying Grantors of any violations of law, ordinance, rule, or regulation, which would affect the Property, or any portion thereof. v. There are no Hazardous Substances (as defined in Paragraph 14 below), or storage tanks containing Hazardous Substances, in, on, under, or about the Properly. vi. To the best of Grantors' knowledge, there has been no production, storage, disposal, presence, observance, or release of any Hazardous Substances in, on, under, or about the Property. vii. The Grantors and the Property are not in violation of any federal, state, or local law, ordinance, regulation, order, decree, or judgment relating to Hazardous Substances and/or environmental conditions in, on, under, or about the Property. viii.To the best of Grantors' knowledge, there are no notices or other information giving Grantors reason to believe that any conditions existing on the Property or in the vicinity of the Property subject or could subject any Grantors of the Property to potential liabilities under any federal, state or local law, statute, ordinance, regulation, rule, order, decree, or other governmental requirement that pertains to the regulation of Hazardous Substances and/or the protection of public health and safety and/or the environment, including, but not limited to, the ambient air, soil, soil vapor, groundwater, surface water or land use. ix. To the best of Grantors' knowledge, there are no violations of any federal, state or local law, statute, ordinance, regulation, rule, order, decree, or other governmental requirement that pertains to the regulation of Hazardous Substances and/or the protection of public health and safety or the environment, including, but not limited to, the ambient air, soil, soil vapor, groundwater, surface water or land use, not of any Page 5 of 12 1346811.1 legal, administrative or other action or proceeding, pending or threatened, affecting the Property and relating to Hazardous Substances and/or environmental compliance. x. To the best of Grantors' knowledge, there is no license, permit, option, right of first refusal, or other agreement, written or oral, which affects the Property or any portion thereof. Grantors will defend and indemnify the City, its successor and/or assigns against any and all claims, demands, causes of action filed against the City, its successors/or assigns by someone claiming a legal interest in or right to the Property, or any portion thereof. xi. To the best of Grantors' knowledge conveyance of the property rights described herein will not constitute a breach or default under any agreement to which Grantors are bound and/or to which the Property is subject. B. Each of the above warranties and representations is material and is relied upon by City separately and collectively. Each of the above representations shall be deemed to have been made as of the date that the Grant Deed is recorded. If, before the recording of the Grant Deed, Grantors discover any information or facts that would materially change any of these warranties and representations, Grantors shall immediately give notice in writing to City of such facts and information. If any of the foregoing warranties and representations cease to be true before the recording of the Grant Deed, the City may, at its unfettered discretion, either cancel and terminate this Agreement or give the Grantors the option to remedy the problem before the recording of the Grant Deed or deduct from the payments required by Section 2, above, as a credit to City, in an amount as determined by the City reasonably required to remedy the problem. 12. Hazardous Substances A. Liability for Hazardous Substance The parties acknowledge, understand, and agree that any liability associated with the presence of any Hazardous Substances, as -defined-below, on- or--adjacent-to any portion of the Property shall be governed by the provisions of Section 15 below, regardless of whether any inspection, examination, sampling, testing, assessment, or other investigation is conducted by City. "Hazardous Substance(s)" includes, but is not limited to, any hazardous or toxic substance, material or waste, or any solid waste, pollutant, or contaminant that is: (i) Regulated by any local governmental agency, the State of California or the United States Government; (ii) defined as such in any federal, State, or local statute, ordinance, rule, or regulation applicable to the property, including, without limitation, the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended (Title 42 United States Code sections 9601-9675), the Resource Conservation and Recovery Act (Title 42 United States Code sections 6901-6992k), the Carpenter -Presley -Tanner Hazardous Substance Account .Act (California Health and Safety Code sections 25330- 25395), and the Hazardous Waste Control Law (California Health and Safety Code sections 25100-25250.25); (iii) listed in the United States Department of Transportation Table (49 CFR § 172.101) or by the Environmental Protection Agency, or listed as hazardous substances by any equivalent State of California or local governmental agency, or any successor agency (40 CFR Part 302); (iv) asbestos or asbestos containing material; (v) radon gas; (vi.) petroleum or petroleum fractions; (vii) any explosive substances (viii) polychlorinated biphenyl; (ix) a radioactive material, and (x) per chlorate. Page 6 of 12 t34681 1.1 13. Indemnification A. Grantors agree and covenant to indemnify, defend (with counsel acceptable to the City) and hold the City and its officers, employees and agents, harmless from and against any and all liabilities, penalties, losses, damages, costs, expenses (including reasonable attorneys' fees, whether for outside counsel or the City Attorney), causes of action, claims, or judgments that arise by reason of any death, bodily injury, personal injury, property or economic damage, or violation of any law or regulation, or damage to the environment, including ambient air, soil, soil vapor, groundwater, or surface water, and resulting from or in any way connected with: i. any acts or omissions related to the performance of this Agreement;(ii) any breach of this Agreement, or; (iii.) the occupancy or use of the Property (including, but not limited to, the use, storage, treatment, transportation, release, or disposal of Hazardous Substances on or about any portion of the Property), by the Grantors, their officers, employees, agents, engineers, contractors or subcontractors, or any other person or entity employed by or acting on their behalf. B. The parties further agree and understand as follows: a party does not, and shall not be deemed to, waive any rights against the other party which it may have by reason of the aforesaid indemnity and hold harmless agreement because of any insurance coverage available; the scope of the aforesaid indemnity and hold harmless agreements are to be construed broadly and liberally to provide the maximum coverage in accordance with their terms; no specific term or word contained in this Section shall be construed as a limitation on the scope of the indemnification and defense rights and obligations of the parties unless specifically so provided. The provisions of this Section shall survive the recording of any deeds hereunder. 14. Notices Any notice that either party may or is required to give the other shall be in writing, and shall be either personally .delivered or sent by registered or certified mail, return receipt requested. If by mail, service shall be deemed to have been received by such party at the time the notice is delivered, to the following address: To City: City of Tustin 300 Centennial Way Tustin, CA 92780 Attention: Public Works Director With a copy to: Woodruff, Spradlin & Smart 555 Anton Boulevard, Suite 1200 Costa Mesa, CA 92626 Attention: David Kendig, City Attorney 15. Recording 1346811,1 To Grantors: Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990 2061 Valhalla Drive Santa Ana, CA 92705 The fully executed Grant Deed will be recorded in the Recorder's Office for the County of Orange. Page 7 of 12 16. Binding on Successors This Agreement shall be binding on and shall inure to the benefit of the City and Grantors, and their respective heirs, personal representatives, successors, assigns, and transferees, and their past, present and future officers, employees and agents. The City may freely assign any or all of its interests or rights under this Agreement. 17. Brokers Grantors and City each warrant to the other that no person or entity can properly claim a right to a commission, finder's fee, or other compensation with respect to the transaction contemplated by this Agreement, If any broker or finder makes any claim for a commission or finder's fee, the party through which the broker or finder makes such claim shall indemnify, defend and hold the other party harmless from all liabilities, expenses, losses, damages or claims (including the indemnified party's reasonable attorneys' fees) arising out of such broker's or finder's claims. 18. Time of Essence Time is of the essence for each condition, term, and provision in this Agreement. 19. Waivers No waiver of any breach of any covenant or provision in this Agreement shall be deemed a waiver of any other covenant or provision in this Agreement and no waiver shall be valid unless in writing and executed by the waiving party. 20. Severability If any term or provision of this Agreement shall, to any.extent, be held invalid or unenforceable, the remainder of this Agreement shall not be affected, so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner adverse to either party. Upon such determination that any term or provision is illegal or incapable of being enforced, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that transactions contemplated hereby are fulfilled to the greatest extent possible. 21. Construction Section headings are solely for the convenience of the parties and are not a part of and shall not be used to interpret this Agreement. The singular form shall include the plural and vice versa. This Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if both parties have prepared it. Unless otherwise indicated, all references to Sections are to this Agreement. 22. Governing Law This Agreement shall be construed in accordance with and governed by the laws of the State of California. Any legal action arising under or related to this Agreement shall be brought and prosecuted in the Orange County Superior Court. 23. Enure Agreement The parties have herein set forth the whole of their Agreement. All prior oral discussions, representations, and/or agreements, if any, are specifically superseded by this Agreement, which is Page 8 of 12 1346811.1 intended by the parties to contain all of the terms and conditions agreed to by thein with regards to acquisition of the Property by City, 24. Signatures on Behalf of an Entity Each individual executing this Agreement on behalf of all entity represents and warrants, that he or she has been authorized to do so by the entity on whose behalf he or she executes this. Agreement and that said entity will thereby be obligated to perform the terins of this Agreement. 25, Counterparts This Agreement i -nay be executed in counterparts, including by facsimile or Q-.Ina'il, each. of which so executed shall, irrespective of the date of its execution, and delivery, be deemed all original, and all such counterparts together shall constitute one and, the same insft-urnerit, 26., City Council Approval This Agreement may be subject to approval by the City's governing City Council. IN WITNESS WHEREOF, the parties have executed this Agreement on the dates set forth below. GRANTORS: Chong Sang Kim and Cho Ilea Mm, Trustees of The JQm Trust, dated October 3, 1990 GRANTEE: CITY OF TUSTIN, a municipal corporation of the State of California Date: 0 Mine.: Its: APPROVED AS TO FORM: By: 'City Attorney Date: ATTEST. By: Name, Title:' Date, Page 9 of 12 1�,46811,1 EXMBI T «All9. Legal Description of Property THE LAID REFERRED TO HEREIN.IS SITUATED IN COUNTY OF ORANGE, STATE OF CALIFORNIA, ANTI)I DESCRIBED AS FOLLOWS: LOT 80 OF TRACT NO. 389 , IN THE COUNTY OF ORANGE, STATE OF CALIFOM' , AS PER MAP RECORDED IN BOOK 166 PAGES 5 TO 11, INCLUSIVE OF, MISCELLANEOUS MAPS, Ili THE OFF, ICE OF THE. COUNTY RECORDER OF SAID COUNTY. Page 10 of 12 1346811.1 EXHIBIT "B" Plat Map In Page 11 of 12 1346811.1 EXHIBIT "C" Grant Deed Page 12 of 12 1346811.1 City of Tustin 300 Centennial Way Tustin,,, CA 92780, Attn: City Clerk APN: 104-611-30 No, recording fee required: SPACE ABOVE THIS LINE FOR Exempt pursuant to Code 27383 Chong Sang Kim and Gho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990 (hereinafter, individually and collectively, "Grantor"), Is the owner of that certain real property located in the County of Orange, State of California, designated as Assessor's Parcel Number 104- 611-30 ("Grantor's Property"), FOR VALUABLE CONSIDERATION, receipt, of Which Is,. hereby acknowledged, Grantor hereby grants to the CITY OF I TUSTIN, a municipal corporation, ("Grantee"), all that real, property more particularly described in Exhibit "A' and depicted in Exhibit "B"' attached hereto, which are incorporated herein by this reference. 5r, 2- 9>/,A- 4 1346134.1 Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990 414�elo-44, Uhong011ng On, Trustee (Lo, 4 C4 k Cho Hea 'Kim, `Trustee ACKNOWLEDGEMENT 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 COUNTYOF X g On A before me Notary Public, personally appeared 7kA7 X7 o proved to me on the basis Wsitisfactry evidence to be the person(s.) whose name(s) /are subscribed to the within instrument and acknowledged to me that.h6fsVe/they.executed the same in hid/h,grltheir authorizedcapacity(les), and that by Vs/h,6r/their signature(s) 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 I is true and correct. WITNESS, my hand and official sea]. (Seal) " Signa ure 1346134A CERTIFICATE OF ACCEPTANCE THIS IS TO CERTIFY, that the City of Tustin, a municipal corporation, hereby accepts for public purposes the real property described in the within deed and consents to the recordation thereof. DATED: By: Name: Its: 1346134.1 EXHIBIT "A" LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS, FOLLOWS: LOT 80 OF TRACT NO. 398, ISI THE COUNTY OF ORANGE, STATE OF -CALIFORNIA, AS PER MAP RECORDED IN 1300K 166 PAGES 5 TO 11, INCLUSIVE OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. 1346134.1 1346134.1 EXHIBIT "B" PLAT MAP I ATTACHMENT 3 RESIDENTIAL LEASE AGREEMENT RESIDENTIAL LEASE AGREEMENT In consideration of the covenants herein, the City of Tustin, a municipal corporation of the State of California ("LANDLORD") hereby leases to Chong Sang Kim and Cho Hea Kim, Trustees of The Kim Trust, dated October 3, 1990 (collectively referred to hereinafter as "TENANT") the property located at 2061 Valhalla Drive, Santa Ana, California 92705 (the "PROPERTY"). LANDLORD and TENANT now covenant and agree that the following terms and conditions shall govern this Lease. 1. TERM & RENT. The, term begins on close of escrow between the parties, and shall continue until TENANT vacates the PROPERTY but no later than January 31, 2019. TENANT shall be permitted to occupy the PROPERTY without the payment of rent on the condition that TENANT complies with the terms and conditions set forth in this Residential Lease. Agreement ("AGREEMENT"), 2. UTILITIES. TENANT shall pay for all water, gas, heat, light, power, telephone, trash disposal, and other utilities and services provided to the PROPERTY during the term of the Lease until TENANT vacates the PROPERTY. TENANT will terminate any and all accounts for said services when TENANT vacates the PROPERTY. 3. USE OF THE PROPERTY. LANDLORD recognizes that TENANT has been in possession of the PROPERTY as the prior owner. TENANT shall continue its use of the PROPERTY as a residential property. TENANT shall not permit any use of the PROPERTY which will adversely affect or make voidable any insurance on the PROPERTY, or on the contents of said PROPERTY, or which shall be contrary to any law, regulation or recommendation made by the Insurance Services Office (or successor organization), state fire prevention agency, local fire department, LANDLORD's insurer or any similar entity, TENANT shall on demand reimburse LANDLORD for all extra insurance premiums caused by any change in TENANT's use of the PROPERTY from its present use. 4. COMPLIANCE WITH LAWS. LANDLORD and, TENANT contemplate and agree that TENANT will continue to use the PROPERTY in the same manner as it has been used by TENANT prior to the execution of this Lease for the duration of this Lease. TENANT shall continue to be responsible for the PROPERTY. 5. ASSIGNMENT OR SUBLEASE. In no case may TENANT assign this Lease or sublet the PROPERTY to any other persons or entities without first obtaining written permission from LANDLORD. 6. MAINTENANCE OF PROPERTY. TENANT shall continue to maintain the PROPERTY including electrical, plumbing and water systems, if any, and keep glass, windows, and doors in an operable and safe condition. TENANT shall keep the PROPERTY free of trash and debris and shall comply with all applicable laws and regulations concerning the use of the PROPERTY. If TENANT fails to maintain the PROPERTY, LANDLORD may contract for or perform such maintenance, and charge TENANT for the cost. 7. ALTERATIONS. TENANT shall not make structural alterations, additions or improvements of any kind to the PROPERTY, but may make nonstructural alterations, additions or improvements with LANDLORD'S prior written consent. All such allowed alterations, additions and improvements shall be at TENANT's expense and shall conform with LANDLORD's building standards and construction specifications. If LANDLORD or its agent provides any services or maintenance for TENANT in Page 1 of 5 1346132.1 connection with such alterations, additions and improvements or otherwise under this Lease, TENANT will promptly pay any just invoice. Any alterations, additions and improvements added hereafter shall become part of the PROPERTY of LANDLORD. 8. MECHANICS LIENS. TENANT shall keep property free from any liens arising out of any work performed, material furnished, or obligations incurred by TENANT. TENANT shall obtain a lien waiver from any contractor it employs prior to commencement of any work. TENANT shall not permit any mechanics' liens, or similar liens, to remain upon the PROPERTY in connection with any work performed or claimed to have been performed at the direction of TENANT and shall cause any such lien to be released or removed forthwith without cost to LANDLORD. TENANT shall indemnify, defend with counsel selected by LANDLORD, protect and hold LANDLORD, its officers, directors, employees, agents, successors and assigns, and any successor or successors to LANDLORD'S interest harmless from and against all claims, actual damages (including, but not limited to, special and consequential damages), punitive damages, injuries, costs, response costs, losses, demands, debts, liens, liabilities, causes of action, suits, legal or administrative proceedings, interest, fines,. charges, penalties, and expenses (including, but not limited to, attorneys' and expert witness fees and costs incurred in connection with defending against any of the foregoing or in enforcing this indemnity) of any kind whatsoever paid, incurred or suffered by, or asserted against, the PROPERTY, or any indemnified party directly or indirectly arising from or attributable to any work performed, material furnished, or obligations incurred by TENANT. 9. FIRE PREVENTION. TENANT agrees to use every reasonable precaution against fire, to provide and maintain approved, labeled fire extinguishers as required or recommended by the local fire department, LANDLORD'S insurer or any similar entity. 10, INSURANCE. TENANT shall obtain .and keep in force a Residential General Liability policy of insurance protecting TENANT and naming LANDLORD as an additional insured against claims for bodily injury, personal injury and property damage based upon or arising out of the ownership, use, occupancy or maintenance of the PROPERTY, and all areas appurtenant thereto. Such insurance shall be on an occurrence basis providing single limit coverage in an amount not less than $1,000,000 per occurrence with an annual aggregate of not less than $2,000,000, an "Additional Insured -Managers or Lessors of Premises Endorsement" and contain the "Amendment of the Pollution Endorsement" for damage caused by heat, smoke, or fumes from a hostile fire. The policy shall not contain any intra - insured exclusions as between insured persons or organizations, but shall include coverage for liability assumed under this Lease as an "insured contract" for the performance of TENANT's indemnity obligations under this Lease. The limits of said insurance shall not, however, limit the liability of TENANT nor relieve TENANT of any obligation hereunder. All insurance carried by TENANT shall be primary and not contributory with a similar insurance carried by LANDLORD, whose insurance shall be considered excess insurance only. TENANT shall provide LANDLORD with a certificate of insurance evidencing such insurance. 11. SECURITY MEASURES. TENANT hereby acknowledges that LANDLORD is not responsible to provide any security measures during the term of this Lease and that LANDLORD shall have no obligation whatsoever to provide same. TENANT assumes all responsibility for the protection of the PROPERTY, TENANT, its agents and invitees to the PROPERTY from the acts of third parties. 12. HAZARDOUS MATERIALS. Hazardous materials are those substances listed in California Code of Regulations, Title 22, or those which meet the toxicity, reactivity, corrosivity or flammability Page 2 of 5 1346132,1 criteria of Title 22 of the above Code, as well as any other substance which poses a hazard to health or environment. Except as otherwise permitted in this Agreement, TENANT shall not use, create, store or allow any such substances on the premises. Fuel stored in a motor vehicle for the exclusive use in such vehicle is excepted. In no case shall TENANT cause or allow the deposit or disposal of any such substance on the property described in the Preamble. However, household products necessary for routine cleaning and maintenance of the property may be kept in quantities reasonable for current needs. LANDLORD, or its agents or contractors shall at all times have the right to go upon and inspect the property and the operations conducted thereon to assure compliance with the requirements herein stated. This inspection may include taking samples of substances and materials present for testing, and/or testing soils or underground tanks on the premises. 13. INDEMNIFICATION OF LANDLORD. Except for LANDLORD'S gross negligence or willful misconduct, TENANT shall indemnify, defend, and hold harmless, the PROPERTY, LANDLORD, its officers, directors, employees, agents, successors and assigns, from and against any and all loss of rents and/or damages, liabilities, judgments, claims, expenses, penalties, and attorney's fees and consultants' fees arising out of, involving, or in connection with the use and/or occupancy of the PROPERTY by TENANT. If any action or proceeding is brought against LANDLORD by reason of any of the foregoing matters, TENANT shall upon notice defend the same at TENANT's expense by counsel reasonably satisfactory to LANDLORD. LANDLORD need not have first paid any such claim in order to be defended or indemnified. 14. EXEMPTION OF LANDLORD FROM LIABILITY. LANDLORD shall not be liable for injury or damage to the person or goods, wares, merchandise or other property of TENANT, TENANT's employees, contractors, invitees, customers or any other person in or about the PROPERTY, whether such damage or injury is caused by or results from fire, steam, electricity, gas, water or rain, or from the breakage, leakage, obstruction or other defects of pipes, fire sprinklers, wires, appliances, plumbing, HVAC or lighting fixtures, or from any other cause, whether the said injury or damage results from conditions arising upon the PROPERTY or from other sources or places. This exemption does not apply to LANDLORD'S active negligence. or willful misconduct. 15. ASSUMPTION OF RISK AND INDEMNITY. TENANT assumes all risk of loss to itself, which in any manner may arise out of the use of the PROPERTY under this Lease. Further, TENANT, its successors and assigns, shall indemnify and defend LANDLORD and its officers, directors, employees, agents, successors and assigns against any liability and expenses, including the reasonable expense of legal representation whether by special counsel or by LANDLORD's City Attorney's Office, resulting from injury to or death of TENANT, its successor and assigns, and invitees, and any person who otherwise is lawfully on the PROPERTY; or damage to any property, including property of LANDLORD, or damage to any other interest of LANDLORD, including but not limited to suit alleging noncompliance with any statute or regulation which in any manner may arise out of the issuing of this Lease; or use by TENANT of the PROPERTY. This assumption is not intended to apply to LANDLORD'S gross negligence or willful misconduct. 16. WAIVER. The waiver by LANDLORD of any breach of any term, covenant, or condition herein contained shall not be deemed to be a waiver of such term, covenant, or condition, or of any subsequent breach of the same or any other term, covenant, or condition herein contained. Page 3 of 5 1346132,1 17. LANDLORD'S RIGHT OF ENTRY. LANDLORD may enter and inspect the PROPERTY upon reasonable advance notice of at least 24 hours to TENANT. 18, BROKERAGE. TENANT warrants and represents to LANDLORD that TENANT has dealt with no broker or third person with respect to this Lease, and TENANT agrees to indemnify LANDLORD against any brokerage claims arising out of this Lease. LANDLORD warrants and represents to TENANT that LANDLORD has employed no exclusive broker or agent in connection with this Lease. If either party introduces a broker or third person on its behalf for any extension, renewal or expansion of this Lease, any fees or commissions shall be the sole responsibility of the party engaging such broker or third person. 19. NOTICE. Any notice that either party may or is required to give the other shall be in writing, and shall be either personally delivered or sent by regular U.S. Mail, to the following addresses: To TENANT: Chomg Sang Kim and Cho He Kim, Trustees of The Kim Trust, dated October 3, 1990 2061 Valhalla Drive Santa Ana, CA 92705 To LANDLORD: City of Tustin 300 Centennial Way Tustin, CA 92780 With a copy to: David Kendig City Attorney Woodruff, Spradlin & Smart 555 Anton Boulevard, Suite 1200 Costa Mesa, CA 92626 In the event either address changes, notice shall be given to the other party. 20. SURRENDER. On or before the termination of this Lease, TENANT shall remove all of TENANT's goods and effects from the leased premises, and shall deliver to LANDLORD actual and exclusive possession of the PROPERTY and all keys and locks thereto. Any of TENANT's property that remains on the PROPERTY upon termination of the Lease shall be deemed abandoned and shall be disposed of as LANDLORD sees fit, with no liability to TENANT for loss or damage thereto, and at the sole risk of TENANT. LANDLORD may remove and store any such property at TENANT's expense; retain same under LANDLORD's control; sell same at public or private sale (without notice) and apply the net proceeds of such sale to the payment of any sum due hereunder; or destroy same. 21. VALIDITY/SEVERABILITY. If any provision of this Lease is held to be invalid, such invalidity shall not affect the validity or enforceability of any other provision of this Lease. 22. ATTORNEYS' FEES. In the event action is brought by any party to enforce the terms of this Lease or to recover possession of the PROPERTY, the prevailing party shall be entitled to recover from the other party reasonable attorneys' fees and costs associated therewith. Page 4 of 5 1346132.1 23, AMENDMENT. The terns of this Lease may not be modified or amended except by an instrument in writing executed by each of the parties hereto. 24. TIME OF ESSENCE. Time is of the essence of each and every term, condition, obligation, and provision hereof. 25, ENTIRE AGREEMENT. This Lease and the Agreement ri ent for Acquisition of Real Property entered into between the parties constitute the entire agreement between the patties with respect to the terms of the Lease and`' the purchase and, sale of the PROPERTY and supersede any oral or written representations or agreements that may have been made by either patty. IN WITNESS WHEREOF, the parties, have executed this Agreement the dates" set forth below. TENANT: Chong Sang Kim and Cho Rea Mm, Trustees of The Kim Trust, dated October 3,,1990 Date,- 0 Page 5 of 5 1346132A LANDLORD: CITY OF TUSTIN, a municipal, corporation of the State of California By: Name: Its: Date: APPROVED AS TO FORM: By: City Attorney Date: ATTEST: M Name; Title: Date: