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RESOLUTIONS - 01012005 - 2005-541
THE BOARD OF SUPERVISORS OF CONTRA'COSTA COUNTY, CALIFORNIA Adopted this Resolution on August 16,2005,by at least a four-fifths vote as follows: AYES: Gioia,Piepho,DeSaulnier,Glover and Uilkema NOES:, None ABSENT: None ABSTAIN: None RES _. NO.24D5/ 541 (Gov. Code § 25365) SUBJECT: ADOPT Resolution No. 2005/ 541 approving the conveyance of County-owned excess real property to the City of Pittsburg Redevelopment Agency,identified as Assessor's Parcel No.073-121-001,located at 500-550 School Street, Pittsburg, a Lease-back of a portion of the property by the City of Pittsburg Redevelopment Agency to the County, and a Sub-Lease Agreement between the County and Bi-Bert Corporation to occupy a portion of the property. [CP#05-18] Project No. 4405-6G5127 Pittsburg Area. District V. The Board of Supervisors of Contra Costa County RESOLVES THAT. This Board on August 2,2005,passed Resolution No.2005/492 and Notice of Intention fixing August 16,2005, at 9:30 a.m.,in its Chambers,County Administration Building,Martinez,California,as the time and place to consummate the conveyance of the real property described'therein to the City of Pittsburg Redevelopment Agency;said Notice of Intention was duly published in the Contra Costa Times. This Board, by the aforesaid Resolution, found that said property is no longer required for present or future County use,and the sale price of$1,676,200.00 represents its market value. This Board hereby APPROVES the conveyance of the property located on 500-550 School Street,Pittsburg,to the City of Pittsburg Redevelopment Agency upon payment,of$1,676,200.00 to the County, and a Purchase and Sale Agreement and a Lease-back Agreement between Contra Costa County and the City ofPittsburg Redevelopment Agency for a portion of the property, and APPROVES the sub-lease of that portion of the property by the County to Bi-Beat Corporation. The Chair,:Board of Supervisors, is hereby AUTHORIZED to execute a Grant Deed to the City of Pittsburg Redevelopment Agency and to sign the Purchase and Sale'Agreement, and the General Services Director is hereby AUTHORIZED to sign the Lease Agreement on behalf ofthe County,and the sub-lease between the County and Bi-Beta Corporation; and DIRECTS the Real Property Division to cause delivery of the Grant Deed to the City of Pittsburg Redevelopment Agency for acceptance and recording. KL:DRA:eh 1 hereby certify that this is a true and correct G:IGrpDeLta\RealProp\2005-Filesi130s&Reso\80305 Scbool St Res.doc copy of an action taken and entered on the Orig.Dept.: Public works(R/P) minutes of the Board of Supervisors on the Contact: Dick R.Awenius(31.3-2227) Recording to be completed by the City of Pittsburg date shown. cc: County Administrator ATTESTED: AUGUST 16 2005 County Assessor � County,Auditor-Controller JOHN SWEETEN,Clerk of the Board of County Recorder(via R/P) Supervisors and County Administrator Public Works Accounting M.Whigham,CDD By Z 1i""� , Deputy Trina R.Torres,PW Env.Svcs. RESOLUTION 2005/ 541 t Recording Requested By .� City of Pittsburg Redevelopment Agency When Recorded Return to: City of Pittsburg Redevelopment Agency 65 Civic Avenue Pittsburg, CA 94565 Attn: Janis Glover SPACE ABOVE THIS LINE FOR RECORDER'S USE APN: 073-121-001 Title Company Order No.: 11330851 (Alliance Title Company) GRANT DEED For Value Received, CONTRA COSTA COUNTY, a political subdivision of the State of California ("County") does hereby GRANT to the REDEVELOPMENT'AGENCY OF THE CITY OF PITTSBURG a public body corporate and politic existing under the laws of the State of California ("Agency") all that real property described in Exhibit "A" attached hereto and made a part hereof, located in the city of Pittsburg, County of 'Contra Costa, State of California, IN WITNESS WHEREOF, County has caused its name to be hereunto subscribed and its seal'to be affixed hereto, this_1.fth_ day of August, 2005. ay _ Chair, Foard of Supervisors ATTACH'APPROPRIATE ACKNOWLEDGEMENT G:1GrpOata\ReaPPropIDickt5a0-550Schoolt802OSGrantDeed 550-550School ATTE= :TEI): AUGUST' 16, 2005 {')HN SVA:E1'E"1•i, Cierk r)i the Board of Su;.—visors and County Administrator By ,/ � c.- Deputy ExcessHospital Property 500-550 School St., Pittsburg 073-1`21-001 EXHIBIT "A" Real property situated in the City of Pittsburg, County of Contra Costa, State of California, being a portion of the subdivision entitled "California Humes Addition, Unit No. 1" filed in Boole 26 of Maps at:page 894, Contra Costa County Records, and shown on the Record of Survey map filed February 5, 1981 in book 68 of >LSM at page 12, described'as follows: Beginning at a point on the Easterly line of said subdivision (26 M' 894) at the intersection with southerly right of way line of School Street, said point also being the most northerly corner of''lot 3 of Tract 2399, filed July 5,1956 in Book 64 of Maps at page 30; thence from said Point of Beginning along the easterly boundary of (26 M 894) South 16045'00" )cast, 325.06 fleet to the southeast comer of said subdivision (26 M 894), thence North 73114'06"'West, 787.18 feet to the easterly'right` of way line of ''Harbor Street; thence along said easterly right of way line North 16043'54" East, 340.48 feet to the southerly right of way dine of School Street; thence along said southerly right of way line the following five courses: 1) North 85015'00" East,: 125.28 feet to a tangent 553.04 foot radius curve concave to the south; thence 2) along said curve 207.53 feet through a central angle of 21°30'00"*, thence 3') South 73015'00" East, 191.72 feet to a tangent 333.22 foot radius curve concave to the southwest; thence' 4) along said curve 157.03 feet through a central angle` of 27000'00"; thence"5) South 46015'00" East, 140.33 feet to the Point of Beginning. Containing an area of 7.22 acres of land, more or less. Exhibit'uB" attached and by this reference made a part hereof. This real property description has been prepared by me or under my direction, in conformance with the Professional Land Surveyors Act. Signature: ---- ._� Licensed Land Surveyor s 7-W ' Contra Costa County Public Works Departmental Date; 1:4Ze ''Cc S�" EP. No.5999 G:\GrpDatslDesign\SURVEYS\Legals\Exhlblts2005\Hospita[3.doc August 8,2005 F � � EX,.-HIBIT 'B' ,1-11,Fg0li'' ST PLAT TO ACCOMPANY EXHIBIT 'A' 340.48 N16°''43'54"E a R=553.04; L.207.53' W 6 J 68 LSM 12 0" , SUB 6260 `•7° (2/05/1981) rn (276 M 29) 073-121-001 AREA-7.22 AC. �y SUB 6191 h-27° 00'00 (276 M 27) R-333.22'`, , L-157.03' LOT 3 TR 2399 (64 M 30) (Z> oca, POB N160 45'00"E 325.06 ' EXCESS HOSPITAL P'ROP'ERTY 500-550 Schaal St., Piftsburs . Instrument: Scale: r-100' ate: JUKE 05 Drawn By: AR File No.: Series No. Recorded: Checked By: RZ Cad File: awss27os>acjn PURCHASE AND SALE AGREEMENT BETWEEN CONTRA COSTA"COUNTY AND THE REDEVELOPMENT AGENCY OF THE CITY OF PITTSBURG This Purchase and Sale;Agreement (the "Agreement") is entered into by and between CONTRA COSTA COUNTY, a political subdivision of the State of California (hereinafter "COUNTY"), and the Redevelopment Agency of the City of Pittsburg, a public body corporate and politic existing under the laws of the State of California (hereinafter"AGENCY"). RECITALS COUNTY is the owner of approximately 7.22 acres of real property located in the City of Pittsburg commonly referred to as 500 and 550 School Street (Contra'Costa County Assessor Parcel 073-121-001) and;,shown on Exhibit "B" attached' hereto and incorporated herein by reference>together with a legal description of the property set forth in Exhibit "A" attached hereto. The real property, including improvements thereon are collectively referred to as the '"Property.,' AGREEMENT NOW 'THEREFORE, in; consideration of the agreements herein contained and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereby agree as follows: 1. Fffe ;tive Data. It is understood that this agreement is subject to approval by the COUNTY's Governing Board. This Agreement is effective on the date approved by the COUNTY's Governing Board ("Effective Date"). This Agreement will be submitted to the AGENCY first for approval, and thereafter to the COUNTY. 2. Ptir.hasp and Salo. Subject to the terms and conditions in this Agreement, COUNTY agrees to sell and AGENCY agrees to purchase the Property. 3. Nircha-ge Prir_P. The purchase price ("Purchase Price") for the Property shall be One Million Six Hundred Seventy-Six Thousand Two Hundred Dollars and No1100 Dollars ($1,676,200.00).' 3.1 DPrmnlitinn Costs. AGENCY is acquiring the Property in an "AS IS'" condition. AGENCY acknowledges that County has provided it with sufficient and ample time to perform complete and thorough investigations of the condition of the Property, and that AGENCY, or AGENCY's representatives, has performed such investigations, and that AGENCY is sufficiently satisfied with the physical conditions of the Property to complete its acquisition thereof. The parties have agreed that the total and final cost to demolish the improvements to the Property, and to perforin any and all remediation of hazardous materials, if necessary, shall be Five Hundred Twenty-Five Thousand Five Hundred and No/100 Debars ($525,500.00) ("Demolition Costs"'), plus the Demolition Contingency described in this Section below. 3.2 Demolition ContinQen,yv_. It is the intent of the parties hereto that the escrow for this transaction close as :soon as possible after the execution of this Agreement. However. AGENCY is concerned that there may be additional demolition or remediation expenses (together "Additional Demo Expenses") that occur during the actual demolition of the improvements on the Property. In order to offset some of those Additional Demo Expenses,`County has agreed to pay a limited sum of money ("Demolition Contingency") that shall only be paid upon the following terms'and conditions: KL:DRA, G:\GrpData\RealProp\Dick\500-550 School Street,Pittsburg\81105Pitts PurchSaieAgree(final).DOG 773\01\223377.2 1 The Demolition Contingency shall: be limited to Fifty-Two Thousand Five Hundred and No/100' Dollars ($52,500.00), ("Contingency Limit"). Upon the Close of Escrow described herein, the title Company shall simultaneously open a separate escrow account ("'Second Escrow Account") and shall;deposit the Contingency Limit amount described'herein into that Second; Escrow Account. County shall only be obligated to pay the Demolition Contingency for Additional Demo Expenses that actually occurred within four (4) months from the Close of Escrow described herein, or December 31, 2005 ("Contingency`Tennination Date"), whichever occurs first, and were not contemplated by AGENCY's bid documents. In the event that AGENCY's contractors encounter any conditions or demolition costs that, in their reasonable opinion, were not contemplated by AGENCY's bid 'documents, and actually occurred prior to the Contingency Termination Date, then AGENCY shall provide County with written notification of those Additional' Demo Expenses. County shall then review the expenses and determine, within thirty (30) days, in its reasonable`opinion, whether or not the expenses were contemplated by AGENCY's bid documents, and actually occurred prior to the Contingency Termination Date. Upon such determination by County in the affirmative, County will promptly'instruct the Title'Company to release funds' sufficient to pay AGENCY for those Additional Demo Expenses up to and not exceeding the Contingency Limit. In the event the Additional Demo Expenses are actually encountered after the Contingency Termination Date, then County shall not have any responsibility to pay any portion of those Additional Demo Expenses to AGENCY. In no event will County pay or be responsible for Additional Demo Expenses over the Contingency Limit, and County's obligation to pay Additional Demo Expenses shall cease and be of no further force or effect after the Contingency Termination Date. The Second Escrow Account shall automatically close on the Contingency Termination Date. Cance the close of the Second Escrow Account has occurred, and either the sum of the Contingency Limit has been paid to AGENCY or the Contingency Termination Date has occurred, then the parties agree that the County shall not owe AGENCY, or any other party, for any other casts or expenses of any type, including, but not limited to, any additional costs to demolish or remediate the Property. 3.3 Assessments. All installments of any band or assessment that constitutes a lien on the Property as of the date title vests in AGENCY shall be assumed by AGENCY by the recordation' of the deed herein. 3.4 Qepcicit of Purchase Pte. The AGENCY shall deposit into Escrow the amount of the Purchase Price described above no later than ten(10) business"days following AGENCY's execution of this Agreement. 4. r'onefitirns to.Ar=m -Y'fi tPerfrmanrp. AGENCY's obligation to perform under this Agreement is subject to the following,conditions. 4.1 COUNTY's representations in this Agreement being correct as of the date of this Agreement and asof the Close of Escrow. 4.2' The vesting of title to the Property in AGENCY by grant deed in fee simple absolute, free and clear of all liens, encumbrances, clouds and conditions, rights of occupancy or possession except: 1, 2, and 3 (the' "Permitted'Exceptions") as set forth on that certain preliminary title report dated March 7 2005, issued by the Title Company and attached hereto and incorporated herein as Exhibit "C," and the Title Company shall be ready to issue a CLTA` Owner's Policy of Title Insurance to the AGENCY in the insurable amount of the Purchase Price and showing only those exceptions to title described above (the "Title Policy") KL:DhA G:\GrpData\ReaiProp\Dick\500-550 School Street,Pittsburg\81105Pitts PurchSaleAgree(iinal).[aoc 773V\223377.2 4;3 The COUNTY and the AGENCY have executed the Lease Agreement, described in Subsection 6.5 OthprMatters Affecting Pmpert , herein. 4.4 The AGENCY and COUNTY have receivedand approved the Title Company's estimated settlement statement for the conveyance of the"Property, 5. Fannro . The parties have established an escrow,("Escrow") with Alliance Title Company ("Title Company") 121 Sand Creek Road, Ste A, Brentwood, CA 94513, Order No. 1133085 1 . 5.1 Fees and Titl¢ Itis mn . , AGENCY shall pay all escrow and recording foes incurred in this transaction and, the costs for the Title Policy, as set forth in Subsection 4.3 above. 5.2 Q )NT':,elan, it into Pscr©w, On or before the .Close of Escrow, COUNTY will deliver into Escrow with the Title Company a`grant deed, in recordable form and property executed on behalf of COUNTY ("Grant Beed") conveying the Property to AGENCY in fee simple absolute, subject' to the Permitted Exceptions. 5.3 Dapnsit 'of._P.ur h�ssp Pr1r ` into Fqnrow by AGE AGENCY will deposit the Purchase Price into Escrow within three (3)days after the:execution of this Agreement. 5.4 , naitc)f Laasa Agrap-men . Prior to the Close of Escrow, COUNTY and AGENCY shall deposit two fully''executed original copies of the Lease Agreement described in Subsection 6.5 olbfz E1 milts Affecting Prta�__�narly, below into Escrow. 5.5 Kusa of'Fs rnw. Escrow shall close upon the conveyance of the Property to AGENCY no later than September 15, 2005, or such date as mutually agreed to between AGENCY and COUNTY (the "Close of Escrow" or the "Closing Date"). On the Closing Date, the Title Company shall close Escrow as follows: A. Record the Grant Deed, marked for return to the AGENCY; B. Issue the Title Policy to AGENCY, as described in Subsection 4.3; C. Disburse the Purchase Price to the COUNTY, less prorated amounts and charges to be paid by or on behalf of COUNTY, and less the Contingency Limit,which shall be deposited into the Second Escrow Account until the Contingency Termination Cate, at which:,time any remaining funds shall be automatically paid to County by Title Company without written instructions by the parties to do so. The parties agree to cooperate in good faith to: establish, such Second Escrow Account or to provide Title Company such additional` instructions regarding the'Contingency Limits, including, but not limited to the provision that any disbursement of the Contingency Limit to AGENCY shall require each party's written approval. Title Company shall not make any disbursements of the Contingency Limit amount, other than as described in this Subsection above, without the written approval of both parties: D. Prepare and deliver to the AGENCY and to the COUNTY one signed copy of the Title Company's closing statement showing all receipts and disbursements of the Escrow. E. Deliver,one copy each of the Lease Agreement to both COUNTY and AGENCY. F. Disburse any remaining funds previously deposited into escrow by the AGENCY to the AGENCY. KL:DRA G:\Grpt)ata\ReatProp\Dick1500-550 School street,Pittsburg181105Pitts PurchSaleAgree(final)DOC 773\01\223377.2 3 To ensure that the Title'Company properly disburses the Purchase Price to the COUNTY and any remaining funds to the AGENCY, either partymay determine to submit additional escrow instructions (that are not inconsistent'with this Agreement)to the Title Company prior to the Close of Escrow,with a copy of such instructions simultaneously mailed to the other party. 6. CQ1jt�TY'a Riagr Santatiens. COUNTY makes the following representations with the understanding that these representations are material and are being relied upon by AGENCY. COUNTY represents to AGENCY that as of the date of this Agreement and as of the Close of Escrow: 6.1 MarketableTitle, COUNTY is the owner of the Property and.:has marketable and insurable fee simple title to the Property clear of restrictions, leases, liens and other encumbrances, except for the Permitted Exceptions. 6.2 No Occupants. Other than the COUNTY, or its contractor that is currently occupying the building located at >500 School 'Street as described in Subsection 6.5 Dther Matters Affecting_P_ropertv below, no other person or entity is occupying or has the right to occupy the Property. Other than the County's contractor, no leases, licenses, or other agreements allowing any third party rights to use or occupy the Property are or will be in force unless AGENCY has given its prior consent in writing. 6.3 Lie ',Commencing with the full execution of this Agreement by both parties and until the Close of Escrow, COUNTY shall not permit any liens, encumbrances or easements to be placed on the property, ::nor shall COUNTY enter into any agreement, including but not limited to any lease or rental agreement, other than that lease agreement described in Subsection 6.5 Or Mars Affertiog.Pmparty herein, that affects the Property or that would be binding on AGENCY after the Close of Escrow without the prior written consent of AGENCY'. 6.4 Condition of F1mpa[ty. The Property is being sold on an "AS 1S" basis, and COUNTY makes'no warranty or representation as to the condition of the Property, and the COUNTYisnot concealing any:knowledge of the presence of contamination;or hazardous substances on, from, or,under the Property. 6.5 Other Matter- Affenting-Prnparty. AGENCY acknowledges that COUNTY currently operates a Health Services program in the building located on the Property referred to as 500 School Street. AGENCY agrees to allow COUNTY to continue using the building through-June 30, 2006, or until such time as AGENCY desires to demolish the building and redevelop the Property, whichever is later. Prior to the Close of Escrow and as>a condition of COUNTY's"obligation to sell the Property to AGENCY, AGENCY and COUNTY will execute a''lease agreement substantially in the form, attached hereto as Exhibit' "D" (the "Lease Agreement") which Lease Agreement will'>' be deposited into Escrow prior to the close thereof. 7. Ar,FNCY's RenrAspntatinns. AGENCY represents that, upon approval of this Agreement by the AGENCY's>Board, this Agreement shall constitute a binding obligation of AGENCY. 8. Riirvival. All of the terms, provisions, representations, warranties and covenants of the parties under this Agreement shall survive the assignment, expiration, or termination of this Agreement and shall not merge in the deed or other documents following the delivery and recordation of said deed`or other documents. , 9. Ram,--dip-,. In the event of a breach of this Agreement by COUNTY or AGENCY, COUNTY or AGENCY may pursue any and all remedies at law and equity, including specific performance. KL:DRA G:\GrpData\ReaiProp\hick\500-550 School Street,'Pittsburg\81105Piits PurchSaleAgree(final);DOC 773\01\223377.2 4 10. Ina amnifinatinn. 10.1 Ry Count The COUNTY hereby agrees to defend, indemnify and hold the AGENCY harmless from and;against any and all claims, liens, demands, losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings and orders, and all costs incurred in connection therewith (including without limitation actual attorneys` fees and costs of experts and consultants) arising from (i) any obligation of the COUNTY not expressly assumed by the AGENCY related to the ownership or operation of the Property prior to the Close of Escrow; (ii) personal injury or property'>damage relating to the Property which occurred prior to the date of Close of Escrow except as provided in Subsection 10.2 herein, and not caused by the acts or omissions of the AGENCY or AGENCY's agents, employees, or invitees; and (iii) the breach of any of the COUNTY's representations made hereunder. The indemnity contained in this Subsection shall survive the termination of this Agreement: 10•2 By n The AGENCY hereby agrees to defend, indemnify and hold the COUNTY harmless;from and against any and all claims, liens, demands, losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings and orders, and all costs incurred in connection therewith '(including without limitation actual attorneys' fees and costs of experts and consultants) arising from (i) any obligation of the AGENCY not expressly assumed by the COUNTY related to the ownership or operation of the Property after the Close of Escrow; (ii) personal injury or property damage relating to the Property which occurred after the date of Close of Escrow and not caused by the acts or omissions of COUNTY or'COUNTY's agents;and (iii) the breach of any of AGENCY's representations made hereunder. The indemnity contained in this Subsection shall survive the termination of this Agreement 11. Cass t. If, prior to the Close of Escrow,the COUNTY becomes aware that all or any material portion of the Property has been destroyed or substantially damaged,';then the COUNTY shall promptly give the AGENCY notice thereof, and shall attempt to determine the cost to repair the damage. Within ten (10') days after so determining the cost to repair the damage, AGENCY and COUNTY shall meet to determine the extent of such damage, and the change to the Demolition Costs, as described herein, if any. if,within thirty (30) additional days after such meeting, COUNTY and AGENCY cannot agree to a change in the Purchase Price, if any, then both COUNTY and AGENCY shall each have the option of terminating this Agreement upon written notice to the other party; For purposes of this Agreement, a "material portion" of the Property shall mean a casualty in excess of ten percent (10%)of the Purchase Price of the Property. If this Agreement is terminated, notwithstanding any other provision of this Agreement, all documents and funds, including;the Purchase Price and any interest ;thereon, shall be returned to the AGENCY, and neither party shall have any further rights or obligations hereunder,except for payment of any escrow and title:cancellation fees which shall be borne equally by the parties and those provisions specified to survive the termination of this Agreement. 12. Rrnkar'c Cornmia-gion. AGENCY represents to the COUNTY that it has not engaged or used the services of any person, firm or corporation that may claim a broker's commission or finder's fee=upon execution of Agreement. COUNTY represents to the AGENCY that it has not engaged`or used the services of any person, firm or corporation that may claim a broker's commission or finder's fee upon execution of Agreement. The AGENCY and the COUNTY (each, reciprocally, as an "Indemnitor") agree. to indemnify and hold the other (as "Indemnitee") harmless from all expense, loss, damage and claims, including the Indemnitee's attorneys' fees, if necessary, arising out the Indemnitor's breach of the foregoing representation. KL:DRA G:\GrpData\RealProp\Dick\500-550 school Street;Pittsburg\81105Pitts PurchSaleAgree(final}:DOC 773\01\223377.2 13. ECs-gesgian off„'thp Prinlipirty, Possession of the Property shall be delivered to AGENCY at Close of Escrow, subject to the Lease Agreement. 14• ° anmant and Successors. This Agreement shall inure to thebenefitof and shall be binding upon the parties to this Agreement and their respective heirs,:successors, and assigns. 15. Nnticps, All notices (including requests, demands, approvals or other communications) under this Agreement shall be in writing and delivered as follows or to such other addresses as AGENCY and COUNTY may respectively designate by written notice to the other; COUNTY: County of Contra Costa Department of General Services 1220 Morello Avenue Martinez, CA 94553 Attn: Deputy Director AGENCY: Redevelopment Agency of the City of Pittsburg 65 Civic Avenue Pittsburg, CA 94565 Attn: Executive Director 16. Fnt ra Arjraampn , The parties have herein set forth the whole of their agreement. The performance of this Agreement constitutes the entire consideration for the purchase and sale of the Property, 17. ['Ctrs,S,frtir-'inn, The Section'headings and captions of this Agreement are, and the arrangement of this instrument is, for the sale convenience of the parties to this Agreement. The Section headings, captions and arrangement of this instrument do not in any way affect, limit, amplify or modify the terms and provisions of this Agreement. Exhibit"A"through Exhibit "D" are incorporated into this Agreement by this reference. This Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if both;parties had prepared it. The parties to this Agreement and their counsel have read and reviewed this Agreement and agree that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply to the interpretation of this Agreement. 18. Fi-irthp—ir Asmiranrips. Whenever requested to do so by the other patty, each party shall execute, acknowledge and deliver all further conveyances, assignments, confirmations,' satisfactions, releases, instruments of further assurance, approvals, consents and all further instruments and documents as may be necessary, expedient, or proper in order to complete this Agreement, and do all other<acts and to execute, acknowledge, and deliver all documents as requested in order to carry out the intent and purpose of this Agreement. 19. Waiver. A waiver of any covenant or provision in this Agreement shall not 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. 'erahll , 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. 21. Gayprn. Law and Vans _ This Agreement shall be governed and construed in accordance' with California law. The venue of any litigation pertaining to this Agreement shall be Contra Costa County. KL:DRA G:\GrpData\ReatProp\Dick\500-550 School Street,Pittsburg\81105P]tts PurchSaieRgree(final).DOC 773\01\223377.2 6 22. CnuntprXiarts. This Agreement may be executed in counterparts, each of which shall be deemed an original but all of which together shall'constitute one and the same agreement. SIGNATURES COUNTY A 3 NCY CONTRA COSTA COUNTY, a political REDEVELOPMENT AGENCY OF THE CITY OF subdivision of the State of California PITTSBURG, a public body corporate and politic existing under the laws of the State of California t B Y- Gayl B. Uilkema Marc S. Grisham Chair, Board of Super visafs ExecutiveDirector bate: AUGUST 16, 2005 By (Date of Board Approval) William DiCamillo Agency Special Counsel RECOMMENDED'FOR AP OVAL: � f Date P (Date'Signed by Agency) y , Dick R. Awenius S for Real Property gency y Karen Laws Principal Real Property Agency AUGUST 16, ;2005 APPROVED AS TO FORM: ATTEST`. John Sweeten, Clerk of the Board of Supervisors and;, County SILVANO B. MARCHESI, County Counsel Administrator ' ByBy -b`- Lillian Fujii, Deputy eputY ATTACHMENTS Exhibit A- Legal Description of Property Exhibit B - Assessor Parcel Map of the Property Exhibit C - Preliminary Title Report Exhibit D - Form of Lease Agreement' KL:DRA G:\GrpData\RealProp\Dick\500-550 School'Street,Pittsburg\81105Pitts PurchSaleAgree(final).DOC 773\01\223377.2 7 Excess Hospital Property 5004550 School St., Pittsburg 073-121-001 EXHIBIT "All if Real property situated in the City of Pittsburg, County of Contra Costa, State of California, being a portion of the subdivision entitled "Califomia Hames Addition, !.Unit No. 1" filed' in Book 26 of Maps at page 894, Contra Costa County Records, and shown on the Record of Survey reap filed February 5, 1981 in book fib of LSM at page 12, described as follows. Beginning at a point on the Easterly line of said subdivision (26 M 894) at the intersection with southerly right of way line of School Street, said point also being the most northerly comer of lot 3 of Tract 2399, filed July 5,1956 in Book 64 of baps at page 30; thence from said Point of Beginning along the easterly boundary of(26 M 894) South 16°45'00" East, 325.46 feet to the southeast corner of said subdivision (26 M 894); thence North 73014'06" West, 787.18 feet to the easterly right of way line of Harbor Street; thence along said easterly right of way line North 16043'54" East, 340.48 feet to the southerly right of way line of School Street; thence along said southerly right of way line the following five courses: 1) North 85115'00" East, 125.28 feet'to a tangent 553.04 foot radius curve concave to the south; thence 2) along said curve 207.53 feet through a central angle of 21130'00''; thence 3) South 73015'00" East, 191.72 feet to a tangent 333.22 feat radius curve concave to the; southwest; thence 4) along said curve 157.03 feet through a central angle- of 27000'00"; thence 5) South 46115'00" East, 140.33 feet to the Point of Beginning. Containing an area of 7.22 acres of land, more or less. Exhibit "B" attached and by this reference made a part hereof. This real property description has been prepared by me or under my direction; in conformance With the Professional Land Surveyors Acta Signature: Licensed Land Surveyor .� Contra Costa County Public Works Department Date: dzs- xp. 12-31-46 Na;5999 August B;2005 i~ � `• ' ' SIT EXHIBIT 'B'PLAT TO ACCOMPANY EXHIBIT 'A' 340.48 ,. N16°4354"E tss o Lo NCn y ©-21'° 30'00,'' R-553.04 1.-207.53' V W . 0 Ln --. 88 LSM 12 6 o (SUB 622° } (2/05/1981) , 073- 121-001 : .. AREA=7.22 AC. , SUB 6191 A-27°00'00" (276 M 27) R-333.22' L-157.03' LOT 3 TR(64 99 M330) POB N160 45'00"E 325.06 —BXCMS HOSPITAL PROPERTY ERTY 00-'550 Schoolse., P i6"blrg Instrument: Scale: 1"- 00` ate. JUNE 05 Drawn 8y: AR [Cad le No.: Series No.. Recorded: Checked BY: RZ File: RW512705.agn EXHIBIT11C11 Escrow Branch; A [J�j 121 Sand Creek Road,Ste.A ance litle Brentwood,CA 94513 (92'5)5134300 Fax: (925)+13-4310 PRELIMINARY REPORT Escrow Officer: Kim Miller/mel ORDER NO. 11330851.-505 KM1 Ref. No; Property Address: 500-550 School Street Pittsburg,CA 94565 APN: 073-121-001 In response to the above referenced application for a policy of title insurance,this Company 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 of said Policy forms. The printed Exceptions and Exclusions from the coverage of said Policy or Policies are set forth in Exhibit A attached. Please read the exceptions shown or referred to below and the Exceptions and Exclusions set forth in Exhibit A 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 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. The form of policy of title insurance contemplated by this report is; CLTA Owner's,ALTA Lender's issued by First American Title Insurance Colnpany Dated as of March 7,2005 at 7:30 a.m. 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: Contra Costa Couiity, a political'subdivision of the State of California The land referred to in this Report is situated in the State of California,County of Contra Costa and is described as follows: (See"Legal',Description"Schedule C attached) At the date hereof exceptions to coverage in addition to the printed Exceptions and Exclusions in said policy would be those as shown on the following pages. Page No.2 File No. 11330851-505- .KAU 1. PROPERTY TAXES,including any assessments collected with taxes, for the fiscal year 2005-06, a lien not yet due or payable. 2. The lien of supplemental taxes, if any,assessed pursuant to the provisions of Chapter 3.5, (commencingwith Section 75) to the Revenue and Taxation Code of the State of California. 3, An Agreement, affecting said laud, for the purposes stated herein and subject to the terms, covenants, and/or conditions, and easements, if any, contained therein For: Community Development.Pian for the Los Medanos Community Development Project Area :Executed by: City of Pittsburg Recorded .May 06, 2003 under Recorder's Series No. 2€103-0208800-00, {official Records. Page No. 3 Pile No. 1X33©851-5Q1- KMl NOTES: a Date last insured: December 27, 1983 b'. This report does not reflect requests for notice of default, requests for notice of delinquency, subsequent transfers of easements, and similar matters not germane to the issuance of the policy of title insurance anticipated hereunder. c. If this company is requested to disburse funds in connection with this transaction, Chapter 598 of 1989 Mandates of the California Insurance Code requires hold periods for checks deposited to escrow or sub-escrow accounts. Such periods vary depending upon the type of check and anticipated methods of deposit should be discussed with the escrow officer. d. No endorsementissued in connection with the 'policy and relating to covenants, conditions or restrictions provides coverage for environmental protection. e. SPECIAL RECORDINGS: Due to a severe budget shortfall,many County recorders have announced that as of September 1, 1992,° severe limitations will be placed on the acceptance of "special recordings." f.' HOMEOWNERS ASSOCIATION: if the property herein described is subject to membership in a Homeowners Association,it will become necessary that we be furnished a written`statement from the said Homeowners Association of which said property is a member, which provides that all liens, charges and/or assessments levied on said land have been paid. Said statement should provide clearance up to and including the time of closing. In order to avoid'unnecessary delays at the time of closing we ask that you obtain'and forward said statement at your earliest convenience. g. DEMANDS: This company requires that all beneficiary demands be current at the time of closing. If the demand has expired and a current demand cannot be obtained it may necessary to hold money whether payoff is made based on updated'verbal'figures or an expired demand. h. LINE OF CREDIT PAYOFF'S: If any deed of trust herein secures a line of credit we will require that the account be frozen and closed and no additional advances be made to the borrower. If the beneficiary is unwilling to freeze the account we will require you submit to us all unused checks, debit vouchers, and/or credit cards associated with the loan along with a letter(affidavit) signed by the trustor stating that no additional'advances will be made under the credit line. If neither of the above is possible it will be necessary to hold any difference between the demand balance and the maximum available credit., i MAPS: The map attached hereto may or may not be a survey of the land depicted thereon, you should not rely upon it;for any purpose other than orientation to the general location of the parcel or parcels'depicted, Alliance Title Company expressly disclaims any liability for alleged loss or damages which may result from reliance upon this map;. 1 Prospective Purchaser: City of Pittsburg Redevelopment Agency Mage No.4 File No. 11330851-505- KA71 k. According to the public records, no Deeds;conveying the property described in this report have been recorded within a,'period of two (2) years prior to the date of this report, except as shown herein__ NONE 1. This company is not aware of any matters which would cause it to decline to attach CLTA endorsements 100 and 116 to an extended coverage lender's policy of title insurance issued in connection with this escrow. CLTA endorsement 116 will indicate that a commercial structure known as 500-550 School Street,Pittsburg, CA 94565 is located thereon. in. TAXES for the fiscal year 2004-05, shown below, are paid. For proration purposes, the amounts are follows:' 1st:Installment $1,306.96 PAID 2nd Installment $1,306.96 PAID Assessor's Parcel No. 073-121-001 Code Area 07-004 Land $666,516.00 DM? $1,748.7'21.00 PP NONE Exempt $0.00 Page No. 5 Pile No. 11330851-505- ICh71 SCHEDULE C LEGAL DESCRIPTION All that certain real property situate in the City of Pittsburg, County of Contra Costa, State of Califonlia, described as follows: A tract of land within the City of Pittsburg, County of Contra Costa, State of California, and being %r thin that Subdivision entitled"California Hanes,Unit No. 1"shown on a map filed in Map Book 26' at page 894 Records of Contra; Costa County the said tract of land beim more particularlydescribed as; follows: Beginning at a point being the Southwest corner of the above described subdivision knoNvn as "California Homes" said,point being in the East line of Harbor Street at the northwest corner of land of the United States of America Housing Authority of Contra Costa County known as "Columbia Park"; running thence along the Westerly boundary of"California Homes" and the Easterly line of Harbor Street North '16 degrees 45 minutes East 340.71 feet, to a point; thence North 85 degrees, 15 minutes East 125.00 feet to a point of curve; thence along the are of`a curve to the right'having a radius of 553.04feet a distance of 207.53 feet to'a point of tangency; thence along the tangent course South 73 degrees 15 minutes East 191.72 feet to a point of curve; thence along the arc of a curve to the right Having a radius of 333.22 feet a distance of 157.03 feet to a point of tangency;.along the tangent course South 46 degrees 15 minutes East 140.29 feet to a paint in the Easterly boundary of"'California Homes" thence along said Easterly boundary of"California Homes" South 16 degrees 45 minutes West 324.98 feet to a point in the Southerly boundary of "California Homes" and the Northerly boundary of "Columbia Park"; thence along the Northerly boundary of"Columbia Park" North 73 degrees 15 minutes West 787.00 feet to the point of beginning. ARB No: -0- APN No: 073-121-001 � � ceTitle Notice In accordance with Section 18662 of the Revenue&Taxation Code,asbuyer may be required to withhold an amount equal to 3 and 113 percent of the sales price in the case of the disposition of California real property interest by either: 1) A seller who is an individual or when the disbursement instructions authorize the proceeds to be sent to a financial intermediary of the seller, OR 2) A corporate seller that has no permanent place of business in California. The buyer may become subject to penalty for failure to withhold an amount equal to the greater of 10 percent of the amount required to be withheld or five hundred dollars($500.00). However,notwithstanding any other provision included in the California statutesreferenced above,no buyer will be required to withhold any amount or be subject to penalty for failure to withhold;if: 1) The sales price of the California real property conveyed does not exceed one hundred thousand dollars($100,000.00),OR 2) The seller executes a written certificate;under the penalty of perjury,certifying that the seller is a corporation with a permanent place of business in California,OR 3) The seller,who is an individual,executes a written certificate,under the penalty of perjury,certifying: a. That the California real property being`,conveyed is the seller's principal residence(within the meaning of Section'121 of the Internal Revenue Code). b. That the California real property being conveyed is or will be exchanged for property of like kind (within the meaning of Section 1031 of the Internal Revenue Code),but only to the extent of the amount of gain not required to be recognized for California income tax purposes under Section 1031 of the Internal Revenue Code. c. That the California real property being conveyed has been compulsorily or involuntarily,converted (within the meaning of Section 1033 of the Internal Revenue Code)and that the seller intends to acquire property.similar ar related in service or use so as to be eligible under Section 1033 of the Internal Revenue Code. d. That the California real property transaction will result in a loss for California income tax purposes. The Seller is subject to penalty for knowingly filing a fraudulent certificate for the purpose of avoiding the withholding requirement. The California statutes referenced above include provisions which authorize the Franchise Tax Board to grant a reduced withholding and waivers from,withholding on a case-by-case basis for corporations or other entities. The parties to this transaction should seek the professional advice and counsel of an attorney,accountant or other tax specialist's opinion,concerning the effect of this law on this transaction and should not act on any statements made or omitted by the escrow or closing officer. Please call your Escrow Officer if your answer is "Yes" to any of the followinp. aueWons + At any time during the preceding 6 months,has there been,or is there currently,any,work or construction of improvements on the property? ♦ Are any of the parties currently vested in title,on the property herein currently Incapacitated or Deceased? Are any of the principals of the transaction intending to use a Power of Attorney to execute any of the documentation involved in this transaction?, ♦ Has there been a recent change of marital status of any of the principals involved in this transaction? + Is the property herein intended to be transferred into a Trust,Partnership,Corporation,or Limited Liability Company?` Do the sellers of the property reside outside the state of California? + Will the property described herein be part of a Tax Deferred Exchange? In 1.order to better serve you, We ask that you remember; ♦ All parties signing documents must have a valid Photo Identification Card,Drivers License,or Passport for notarial acknowledgment. ♦ Please'call your Escrow Officer with any Loan or Lien payoff information, if required, so he or she may order payoff demands in a timely manner,&advise your Escrow Officer of any loan(s)that are to be assumed by the buyer, v if parties are obtaining a loan,your Escrow Officer will need to have the Fire/Hazard Insurance,'agent name &phone number to add the new lender on the policy as a loss payee. If there is to be a change of ownership,it will be necessary for the parties-acquiring title to indicate how they would like to be vested Alliance Title Company has a worksheet available that will briefly explain each of the various methods of holding title(please feel free to request a copy from us). Note: Each method by which you can hold title has different legal Wor'tax considerations &parties are encouraged to obtain advise from an Attorney,CPA,or other professional knowledgeable in this area. Privacy Policy for Customers We will not reveal nonpublic personal customer information to any external nota-affiliated organization unless we have been authorized by the customer,or are required by law. EXHIBIT A LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS(By Policy Type) 1. CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY- 1990 SCHEDULE B EXCEPtION5 FROM COVERAGE s policy does not insure against loss or damage(and the Company will not pay costs,attorneys'fees of expenses)which arise by reason of: Taxes or assessments which 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, Proteadings by a public agency which may result in taxes or assessments,or notice of such proceedings,whether or not shown by the records of such agency or by the public records. Any facts, rights,interests or claims which are not shown by the public records but which could be ascertained by an inspectiotn of the land or which may be assened by persons in possession thereof. Easements,liens or encumbrances,or claims thereof,which are not shown by the public records. Discrepancies,conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and which are not shown by the public records. (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. EXCLUSIONS FROM COVERAGE e following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage,costs,attorneys'fees or expenses which arise by reason of: (a) Any law,ordinance or governmental regulation,(Including but not limited to building and zoning laws,ordinances,or regulations)restricting,regulating,prohibiting or relating to(I) the occupancy,use,or enjoyment of the land,(il)the character,dimensions or location of any improvement now or hereafter erected on the land,(iii)a separation in ownership. or a change in the,dimensions or area of the land or any parcel of which the land Is or was a part,or(€v)environmental protection,or the effect of any violation of these laws,: ordinances or governmental regulations,except to the extent that a notice of the enforcement thereof or a'notice of'a defect,lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded In the public records at Bate of Policy. (b) Any governmental police,power not excluded by(a)above,except;to the extent that a notice of the exercise thereof or a notice of a defect,lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. Rights of eminent domain unless notice of the exercise thereof has(tear(recorded In the public records at Date of Policy,but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaserfor value without knowledge Oefe;rts,liens,encumbrances,adverse claims;or other matters. " (a) whether or not recorded in the public records at Date of Policy,but created,suffered,assumed or agreed to by the insured claimant, (b) not known to the Company,not recorded in the public records at Elate of Policy,but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy, (c) resulting in no loss or damage to the insured claimant (d) attechft or Created subsequent to.Date of Policy,or (e) resulting in loss or damage which would not have been sustained If the insured claimant had paid value for the insured mortgage or for the estate or interest insured by this policy Unenforceability of the lien of the insured mortgage because of the Inability or failure of the insured at Date of Policy,or the inability or failure of any subsequent owner of the indebtedness,to comply with the applicable'doing business"laws of the state in which the land is situated. Invalidity or unenforceabiiity of the lien of the insured mortgage,or claim thereof.which arises out of the transaction evidenced by the insured mortgage and is teased upon usury or any consumer credit protection or truth in lending law. Any claim,which arises out of the transaction vesting in the insured the estate or interest insured by their policy or the transaction creating the interest of the insured lender,by reason of the operation of federal bankruptcy,state insolvency or similar creditors'rights laws 2.AMERICAN LAND TiTLE ASSOCIATION OWNER'S POLICY FORM B-1970 SCHEDULE OF EXCLUSIONS FROM COVERAGE Any law, ordinance or governmental regulation(including but not limited to building and zoning ordinances) restricting or regulating or prohibiting the occupency,,use or enjoyment of the land,or regulating the character,dimensions or location of any improvement now or hereafter erected an the land,or prohibiting a separation in ownership or a reduction in the dimensions of area of the land,or the effect of any violation,of any such law,ordinance at governmental regulation. Rights of eminent domain or governmental rights of police power unless notice of the exercise of such rights,appears in the public records at Date of Policy. Defects liens,encumbrances,adverse claims,.or other matters(a)created,suffered,'assumed or agreed to by the insured ciairnont (b)not known to the Company and not shown by the public records but known to the insured claimant either at Date of Policy or at the date such claimant acquired an estate or interest insured by this policy and not disclosed in writing by the insured Claimant to the Company prior;to the date such insured claimant became an insured hereunder.(c)resulting in no loss or damage to the Insurer[claimant,fd)attaching or created subsequent to Date of Policy,or(a)resulting in loss or damage which would not have been sustained if the insured ctaimant had paid value for the estate or interest insured by this.policy. 3. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY FORM B- 1970 WITH REGIONAL EXCEPTIONS then the American Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 2 above are used and the following exceptions to coverage appear in the policy. SCHEDULE B its policy does not insure against loss or damage by reason of the matters shown in pans one and two following: an one: Taxes or assessments which are not shaven as existing liens by the records of any taxing authority that levies taxes or assessments on reel property or by the public records. Any facts,rights;interests,or claims which are not shown by the public records but which could be ascertained by an inspection of said'land or by making inquiry of persons in possession thereof Easements,claims of easement or encumbrances which are not shown by the public records. Discrepancies,conflicts in boundary lines shortage in area,encroachments,or any other facts which a correct survey would disclose,and which are not shown by public records Unpatented miring claims,reservations or exceptions in patents or In Acts authorizing the issuance thereof,water rights,claims or title to water, Any Hen,or right to a lien,for services,tabor or material heretofore or hereafter furnished,imposed'by law and not shown by the public records, 4.AMERICAN!LANG TITLE ASSOCIATION LOAN POLICY - 1970 WITH A.L.T.A.ENDORSEMENT FORM 1 COVERAGE SCHEDULE OF EXCLUSIONS FROM COVERAGE Any law,ordinance or governmental regulation(including but not limited tobuildingand zoning ordinances)restricting or regulating or prohibiting the occupancy,use or enjoyment of the land,or regulating the character,dimensions or location of any improvement now or hereafter erected on the land,or prohibiting a separation in ownership or a reduction in the dimensions or area of the land,or the effect of any violation of any such law ordinance or governmental regulation. Rights of eminent Boma€n or governmental rights of police power unless notice of the exercise of such rights appears in the public records at Date of Policy. Defects,liens,encumbrances,adverse claims,or other matters(a)created,suffered,assumed or agreed to by the insured claimant,(b)not known to the Company and not shown by the public records but known to the insured:,claimant either at Date of Policy or at the date such claimant,acquired an estate or interest insured by this policy or acquired the insured mortgage and not disclosed in writing by the insured claimant to the Company prior to the date such insured claimant became an insured hereunder,(c)resulting in no loss or damage to the insured claimant,(d)attaching or created subsequent to Bate of Policy(except to the extent insurance Is afforded herein as to any statutory lien for labor or material or to the extent insurance is afforded herein as to assessments for street improvements under construction or completed at Date of Policy). Unenforceability,of the lien of the insured mortgage because of failure of the insured at Date of Policy or of any subsequent owner of the indebtedness to comply with applicable"doing business"laws of the state in which the land'is situated. 8. AMERICAN!LAND TITLE ASSOCIATION LOAN POLICY- 1970 WITH REGIONAL EXCEPTIONS vhen the American land Title Association tenders Policy,is used as a Standard Coverage Policy and not as an Extended Coverage Policy,the exclusions set forth in paragraph 4`above re used and the following exceptions to coverage appear in the policy. SCHEDULE'g 'his policy does not insure against loss or damage by reason of the matters shown in parts one and two following: 'art One; 'taxes or assessments which 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. i. Any facts,rights,interests,of claims which'are notshownby the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. Easements,claims of easement or encumbrances which are not shown by the public records. Discrepancies,conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and which are not shown by public records. Unpatented mining claims,reservations or exceptions in patents or In Acts authorizing the issuance thereof,water rights,claims or title to water: Any Nen,or right to a lien,for services,tabor or material theretofore or hereafter furnished,imposed by law and not shown by the public records. b.AMERICAN LAND TITLE ASSOCIATION LOAN POLICY - 1992 WITH A.L.T.A.ENDORSEMENT'FORM 1 COVERAGE EXCLUSIONS'FROM COVERAGE `he following matters are expressly excluded from the coverage of this policy and the Company will not pay loss of damage,costs,attorneys'fees or expenses which arise by reason of (a); Any few,ordinance or governmental regulation'(including'but not limited to building and zoning laws,ordinances,or regulations)restricting„regulating,prohibiting or relating to (l)the occupancy',use, or enjoyment of the land,(Ii)the character,dimensions or location of any improvement now or hereafter erected on the'land, (III)'a separation in ownership or a change in the dimensions or area of the land or any,parcel of which the land is or was a past,or(iv)environmental protection.or the effect of any vioiation of these laws,ordinances or governments[regulations,except to the extent that a notice of the enforcement thereof or a notice of a defect,lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any governmental police power not excluded by(a)above except to the extent that a notice of the exercise thereof or a'notice of a defect,lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. Rights of eminent domain unless notice of the exercise thereof has been recorded In the public records at Date of Policy,but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on;the fights of a purchaser for value without knowledge. t. Defects:Hans,encumbrances,adverse claims or other matters. (a) created',suffered,lassumed or agreed to by the insured claimant (b) not known to the Company;'not recorded in the public records at Date of Policy,but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the insured claimant; (d)` attaching or created subsequent to Date of Policy(except to the extent that this policy insures the priority of the Hen of the insured mortgage over any statutory lien for services, labor or material or the extent insurance is afforded herein as to assessments for street improvements under construction or completed at dale of policy);or (a) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy,or the inability or failure of any subsequent owner of the indebtedness,to comply with applicable"doing business"laws of the state in which the land is situated. Invalidity or unenforceability of the lien of the insured mortgage,or claim thereof,which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law. Any statutory lien for services,labor or materials(or the claim of priority of any statutory lien for services,labor or materials over the lien of the msured mortgage)arising from an improvement or work related to the land which is contracted for and commenced subsequent to Date of Policy and is not financed in whole or in part by proceeds of the indebtedness secured by the insured rnongage which at Date of Policy the insured has advanced or is obligated to advance. Any claim,which arises out of the transaction creating the interest of the mortgagee insured by this policy,by reason of the operation of federal bankruptcy, state insolvency,or similar creditors'rights Jews that is based on: (1)> the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer;or (if) the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of equitable subordination;or (iii)' the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the preferential transfer results from the failure: (a)to timely record the instrument of transfer;or (b)of such recordation to impart notice to a purchaser for value or a judgment or lien creditor: 7. AMERICAN LAND TITLE ASSOCIATION LOAN POLICY 1992 WITH REGIONAL EXCEPTIONS then the American Land Title Association policy is used as a Standard Coverage Policy and not as an Extended Coverage Policy the exclusions set forth in paragraph 6 above are used 7d the following exceptions to coverage appear in the policy. SCHEDULE d' its policy does not insure against kiss or damage(and the Company will not pay costs,attorneys`fees or expenses)which arise by reason of. Taxes or assessments which 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. Any facts,rights,interests,or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. Easements,claims of easement or encumbrances vouch are not shown by the public records, Discrepancies,conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and which are not shown by public records Unpatented raining claims,reservations or exceptions in patents or in Acts authorizing,die issuance thereof,water fights,claims or title to water. Anylien,or right to a lien,for services,le bor-or materialtheretofore or hereafter furnished,imposed by low and not shown by the public records S.AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY - 1992 EXCLUSIONS FROM COVERAGE to following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage,costs,attorneys'feas or expenses which arise by reason of (a) Any law,ordinance or governmental regulation(including but not limited to building and zoning laws,ordinances,or regulations)restricting,regulating,prohibiting or relating to(I) the occupancy,use,or enjoyment of the land,(if) the character,dimensions or location of any improvement now or hereafter erected on the land, (it!)',a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land Is or was a part,or(Iv)environmental protection,or the effect of any violation of these laws, ordinances or governmental regulations,except to the extent that a notice of the enforcement thereof or a notice of a defect,lienar encumbrance resulting from a violation or alleged violation affecting the land has been recorded In the public records at Date of Policy. (b) Any governmental,police power not excluded by(a)above,except to the extent that a notice of the exercise thereof or a notice of a defect,Hen or encumbrance resulting from a violation'or alleged violation affecting the land has been recorded in the public records at Date of Policy. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy,but not excluding from coverage any taking which has occurred prior to bate of Policy which would be binding on the rights of a purchaser for value without'knowledge. Defects,'liens,encumbrances,adverse claims or other matters: (a) created,'suffered,assumed or agreed to by the insured claimant, (b) not known to the Company,not recorded in the public records at Date of Policy,but known to the insured claimant and not disclosed in writing to the Company by the insured, claimant prior to the date the insured c€aiment became an insured under this policy, (c) resulting in no loss or damage to the insured claimant (d) attaching or created subsequent to Date of Policy,or (e) resulting in loss or damage which would not have been sustained If the insured claimant had paid value for the estate or interest insured by this pol icy. Any claim,which arises out of the transaction vesting in the Insured the estate or interest insured by this policy,by reason of the operation of federal bankruptcy,state insolvency,or similar creditors'rights laws,that is based on: (i) the transaction creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer,or (H) the transaction creating the estate or interest Insured by this policy being deemed a preferential transfer except where the preferential transfer results from the failure (a)to tamely record the instrument of transfer,or (b)of such recordation to impart notice to a purchaser for value or a judgment or lien Creditor. 9. AMERICAN LAND TITLE ASSOCIATION OWNER'S POLICY 1992 WITH REGIONAL EXCEPTIONS nen the American Land Title Association policy is used as a Standard Coverage Policy and notes an Extended Coverage Policy the exclusions set forth in paragraph 8 above are used id the following exceptions to coverage appear in the policy. SCHEDULE'B )is policy does not insure against loss or damage(and the Company will not pay costs,attorneys'fees or expenses)which arise by reason of art One: Taxes or assessments which are not shown as existing liens by records of any taxing authority that levies taxes or assessments on real property or by the public records Any facts, rights,interests,or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof Easements,claims of easement or encumbrances which are not shown by the public records. Discrepancies',conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and which are not shown by public records. Unpatented reining claims,reservations or exceptions in patents or in Acts authorizing the issuance thereof:water rights,claims or title to water, Any lien,or right to a lien,for services,labor or material theretofore or hereafter furnished,imposed by law and not shown by the public records. 10. AMERICAN LAND TITLE ASSOCIATiON1 RESIDENTIAL TITLE INSURANCE POLICY - 1987 EXCLUSIONS addition to the Exceptions in Schedule 13, you are not insured against loss,costs,attorneys'fees and expenses resulting from: Governmental',police power, and the existence or violation of any law or government regulation. This includes building and zoning ordinances and also laws and regulations concerning: land use land division improvements on the land •environmental protection This exclusion'does not apply to violations or the enforcement of these matters which appear in the public records at Policy[Date, This exclusion'does not limit the zoning coverage described in Items 12 and 13 of Covered Title Risks: The right to take the lend by condemning it,runless: a notice of exercising the right appears in the public records on the Policy Date the taking happened prior to the Policy Date and is binding on you if',you bought the land without knowing of the taking. Title Risks: that are created,allowed,or agreed to by you that are known to you,but not to us,on the Policy Date-"unless they appeared in the public records that result in no loss to you that first affect your title after the Policy Date-this does not limit the labor and material lien coverage in Item'8 of Covered Title Risks Failure to pay value for your title; Lack of a right to any land outside the area specifically described and referred to in Item 3 of Schedule A,or in streets,alleys,or waterways that touch your land ris exclusion does not limit the access coverage in Item-.5 of Covered Title Risks. am No.1491.EAGLE(10/98) dderidum to Exhlbff A ADDENDUM TO EXHIBIT A LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS(By Policy Type) 11.'.EAGLE.:PROTECTION OWNER'S POLICY CLIA HOMEOWNER'S POLICY OF TITLE INSURANCE- 1998 ALTA HOMEOWNE'R'S POLICY OF TITLE INSURANCE- 1998 EXCLUSIONS addition to the Exceptions in Schedule S,you are not insured against loss,costs,attorneys'fees;'and expenses resulting from: Governmental police power,and the existence or violation of any law or government regulation.This includes ordinances,laws and regulations concerning: a. building b, zoning C. land use d, improvements on the Land a, land division I. environmental protection This Exclusion does not apply to violations or the enforcement of these matters if notice of the violation or enforcement appears in the Public Records at the Policy Date. This Exclusion does not limit the coverage described in Covered Risk 14,15,16,i7 or 24. The failure of Your existing structures,or any part of them,to be constructed in accordance with applicable building codes.This Exclusion does not apply to violations of building codes if notice of the violation appears in the Public Records at the Policy Date. The right to take the Land by condemning It,unless: a. a notice of exercising the right appears in the Public Records at the Policy Date;or b. the taking happened before the Policy Date and is binding'on You If You bought the Land without Knowing of the taking: Risks: a. that are created,allowed,or spread to by You,whether or not they appear in the Public Records: b. that are Known to You at the Policy hate,but not to Us,unless they appear in the Public Records at the Policy Date; C. that result in no lass to You;:or d. that first occur after the Policy Date-this does not limit the coverage described in Covered Risk 7,B:d,22,23;24 or 25: Failure to pay value for Your Tale: Lack of a right: a. to any Land outside the area specifioaily described and referred to in paragraph 3 of Schedule A;and b. in streets,alleys.or waterways that touch the Land This Exclusion does not limit the coveragedescribed in Covered'Risk 11 or 18: 12.AMERICAN LAND TITLE ASSOCIATION LOAN POLICY - 1992 WITH A.L.T.A.ENDORSEMENT FORM 1 COVERAGE WITH EAGLE PROTECTION ADDED EXCLUSIONS FROM COVERAGE he following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage,costs,attorneys'fees or expenses which arise by reason of: (a) Any law.:,ordinance or governmental regulation(including but not limited to building and zoning laws,ordinances,or regulations)restricting,regulating,Prohibiting or relating to(I) the occupancy,use,or enjoyment of the Land;(ii)the character,dimensions or location of any improvement now or hereafter erected on the Land; (iii)a separation in ownership or a change in the dimensions or area of the Land or any;parcel of which the Land is or was a part;or(iv)environmental protection,or the effect of any violation of these'iaws, ordinances or governmental regulations,except to the extent that a notice of the enforcement thereof or a notice of a defect,lien or encumbrance resulting from a violation or alleged;violation affecting the Land has been recorded in the Public Records at Date of Policy.This exclusion does not limit the coverage provided under insuring provisions 14, 15.16 and 24 of this policy:' (b) Any governmental police power not excluded by(a)above,except to the extent that a notice of the exercise thereof or a notice of a defect,Hen or encumbrance resulting from a vioiation or alleged violation affecting,the land has been recorded in the Public Records at Date-,of Policy."This exclusion does not limit the coverage provided under insuring provisions 14,15,16 and 24 of this poticy. Rights of eminent domain unless notice of the exercise thereof has been recorded in the Public Records at Date of Policy; but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without Knowledge. Defects,liens`encumbrances,adverse claims or other matters: (a)created,suffered,assumed or agreed to by the Insured Claimant; (b)not Known to the Company,not recorded in the Public Records at Date of Policy,but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c)resulting in no loss or damage to the insured Claimant; (d)attaching or created subsequent to Date of Polity(this paragraph(d)does not limit the coverage provided under insuring provisions 7,8,16,17,19,20,21,23,24 and 25);or (e)resulting in loss or damage which wouldnot have been sustained if the insured Claimant had paid value for the Insured Mortgage. Unenforceability of the lien of the Insured Mortgage because of the inabifity or failure of the Insured at Date of Policy,or the inability or failure of any'subsequent owner'of the indebtedness,to comply with applicable doing business laws of the state in which the land is situated. Invalidity or unenforceability of the lien of the Insured Mortgage,or claim thereof,which arises out of the transaction evidenced by the Insured Mortgage and is based upon: (B)usury,except as provided under insuring provision'10 of this policy;or (b)any consumer credit protection or truth in lending law. Taxes or assessments of any taxing or assessment authority which become a lien on the Land'subsequent to Date of Policy: Any claim,which arises out of the transaction creating the interest of the mortgagee insured by this policy;by reason of the operation of federal bankruptcy,state insolvency,or similar creditors'rights laws,that is based on, (a) the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer,or (b) the subordination of the interest of the insured mortgagee as a resultofthe application of the doctrine of equitable subordination;or (c) the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the preferential transfer results from the failure: (f)to timely record the instrument of transfer,or (ii)of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. Any claim of invalidity,unenforceabithy or lack of priority of the lien of the Insured Mortgage as to advances or modifications made after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy.This'exclusion''does not limit the coverage provided under insuring provision 7. Lack of priority of the Gan of the Insured Mortgage as to each and every advance made after Date of Policy,and all interest charged thereon,over liens,'encumbrances and other matters affecting title,the existence of which are Known to the Insured at (a) The time of the advance;or (b) The time a modification is made to the terms of the Insured Mongage which changes the rate of interest charged,if the rate of interest is greater as-a result of the modification than it would have been before the modification. This exclusion does not limit the coverage provided under insuring provision 7. SCHEDULE 6 -iis policy does not insure against loss or damage(and the Company will not pay costs,attorneys'fees or expenses)which arise by reason of: Environmental protection Gens provided for by the following existing statutes,which liens will have priority over the lien of the Insured Mortgage when they arise:NONE. 13.AMERICAN LAND TITLE ASSOCIATION LOAN POLICY -`1992 WITH EAGLE PROTECTION ADDED WITH REGIONAL EXCEPTIONS then the American Land Tale Association loan policy with EAGLE Protection:Added is used as a Standard Coverage Policy and not as an Extended':Coverage Policy the exclusions set forth in paragraph 12 above are used and the following exceptions to coverage;appear in the policy; SCHEDULE'i3 its policy does not insure against loss or damage(and the Company will not pay costs,attomeys''fees or expenses)which arise by reason of: art One Taxes or assessments which 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. Any facts,rights,interests,or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. Easements,claims of easement or encumbrances which are not shown by the pubic records: Discrepancies,conflicts in boundary lines,shortage in area,encroachments,or any other facts which a correct survey would disclose,and which are not shown by public records. Unpatented mining claims;reservations or exceptions'in patents or in acts authorizing the issuance thereof;water rights,claims or title to water. Any lien,or right to a lien,for services,labor or material theretofore or hereafter furnished,imposed by law and not shown by the public records. in Two: Environmental protection liens provided for by the following existing statutes,which liens will have priority over the lien of the Insured Mortgage when they arise:NONE r•{t _ r} t rl s3tN iSf j tJ z 0 0 0 a7 t17 atl U. Ln ban g./ � / lJ—vl iA m tn lu o s CO ri a 4 3Atf l�3TltBs r y a h w• "+ � +1.1 er T U M0 Ln am $ e a S s`u a r . rn rr '3AV Stt8HVe s a8 O b > W 4• s TL V t t Description: Contra Costa,CA Assessor Map 73.12 Page: 1 of'1 Order. EM-00000330851 Comment: FORD OF LEASE AGREEMENT {To Be Delivered Separately} SUBLEASE TABLE OF CONTENTS 500 SchoolStreet Pittsburg, California BI-BETT CORPORATION EAST COUNTY COMMUNITY DETOXIFICATION CENTER SECTION A: BASIC TERMS AND CONDITIONS A.1. PARTIES.. ....... ... ............... . .... ........ ...... . ..... . ........: .................. ........... 2 A.2. SUBLEASE OF PREMISES . ... ... .... 2 A.3. TERM................................. ............ ....... ..,.... . .............;... .......,. ............................... 2 A.4. "RENT .......: ....... ....... . .................... ..... ......... . ...... ....... ......... .. ....................... ... 3 A.5. USE OF PREMISES........... . ............`. ........... ............ ...... ........... ............. ........... 3 A.6. UTILITIES'AND JANITORIAL SERVICE......................................................... 3 A.7. MAINTENANCE AND REPAIRS ........... ...... ....... . ... .......... ......... ................... 3 A.8. NOTICES.. ........... .............. ................... :....... ......... ........ .... ........ ..................... 5 A.9. EXHIBITS AND ATTACHMENTS'............................................................,.... ......... 5 A.10 WRITTEN'AGREEMENT..... .... ....... ..............: ........ ..... ........ ........................ 5 A.11. TIME IS OF THE ESSENCE .. 5 A.12.' SIGNATURE BLOCK.. ........ ...... ........ ...... .......... ....... ........ ........................ .... 5 SECTION B: STANDARD PROVISIONS B.I. HOLDING OVER........... .............. .. ............. .... .......... ......,. .......... ............. ........ 6, B.2. HOLD HARMLESS ..... ......... ..... ......... .... .. ....................... ;........:......... ..... 6 B.3. ALTERATIONS,FIXTURES,AND SIGNS .. ..... . .. 6 B.4 DESTRUCTION........................................................... ............;.. .......6 B.5. OUIET ENJOYMENT'.. ............. ..... .................. . ....... ......... ...... . .,............ ..........7 B.6. DEFAULTS ............. . . ......... ......... .............. ............. ..... ........... ............. : ............7 B.7. SURRENDER OF PREMISES........'. . .... ........... . ............ ........ ....... ............ ......... 8 B.S. SUCCESSORS AND ASSIGNS ............. ... .... ........ .. .......... ............. .. ............ 8 B.9. SEVERABILITY......... ............ ...... ................ ......... ...... ......... ..... ............... ...... 8 B.10. WASTE.NUISANCE. ... 9 B.11. INSPECTION......... .......... ............. ........ I............... ....:... . ..:...... ..... ......................9 B.12. ABANDONMENT.............................................................. . .. .. 9 SECTION C: SPECIAL PROVISIONS C.1. ASSIGNMENT OR SUBLEASE ........ ...... ......... ......... .......... .................... ........ 10 C.2. POSSESSORY INTEREST TAX...... .............. ....... .......... ...... ...................... ...... 10 C.3. INSURANCE............................................................................................................. 10 CA. HAZARDOUS MATERIALS ....................................................................,..... .. ..,.. 12 C.5. TERMINATION ... . .. .... ......... 13 C.6. CANCELLATION..... ...... .. .... ....... .................. ..... .......... ... ...... ............ ........... 13 C.7. TERMINATION OF PRESENT LEASE........ ......... ........ ....: ......................... .... 13 EXHIBITS' EXHIBIT A: PREMISES EXHIBIT B: ASBESTOS REPORT G:\GrpData\RealProp\2005-Files\05-8\80505 500SchoolBBett Sublse.doc 8!8/05 SUBLEASE FOR BI-BETT CORPORATION' EAST COUNTY COMMUNITY DETOXIFICATION CENTER 500 SCHOOL''STREET PITTSBURG, CALIFORNIA SECTION A: BASIC TERMS AND CONDITIONS A.I. PARTIES: Effective on , the COUNTY OF CONTRA COSTA, a political subdivision of the State of California, hereinafter called "'COUNTY", and: Bl-BETT CORPORATION, a private non-profit corporation, hereinafter called "CONTRACTOR", mutually agree and premise as follows: A.2. SUBLEASE OF PREMISES:' (a) COUNTY and CONTRACTOR acknowledge and agree that this Agreement ("Sublease") and rights,hereunder are subject to and subordinate to the terms, covenants and conditions ofthe;Master Lease entered into between the CITY OF PITTSBURG (the "Master Lessor"), as landlord, and COUNTY as tenant, which was entered into on August 16, 2005 (the "Master Lease") for that certain premises consisting of a portion of the property 'commonly known as 500 School Street, Pittsburg, California (the "Property"), as more particularly described in Exhibit "A", attached hereto'and made a part hereof. Except as otherwise provided herein, this Agreement will terminate on the termination, cancellation or expiration of the Master Lease. (b) COUNTY, for and in consideration of the rents, hereby 'subleases to CONTRACTOR, and CONTRACTOR subleases from COUNTY those certain premises described as follows: a'one- story building containing approximately 6,300 square feet commonly known as 500 School Street, Pittsburg, California, labeled "DETOX" on Exhibit "A" attached hereto and made a part hereof ("Premises"), along with nonexclusive use of the parking lot. A.3. TERM: The terra of this Sublease shall be ten (10) months, fifteen (15)days, commencing August 17, 2005 and ending June 30,'2006. - 2-- G:\GrpData\RealProp\2005-Files\05-8\80505 SOOSchoolBiBett Sublse.doc 8/8/05 A.4. RENT: CONTRACTOR. shall pay to COUNTY as rent for the use of the Premises a monthly rental of ONE THOUSAND EIGHT HUNDRED AND N01100 DOLLARS ($1,800.00), payable in advance on the tenth day of each month during the term of this Sublease. Payments shall be mailed to: COUNTY at 1220 Morello Avenue, Suite 100, Martinez, CA 94553 or to any other location designated by COUNTY in writing from time to time. If any rental is not paid to the COUNTY within ten(10) days after due date, CONTRACTOR shall pay to COUNTY interest on said unpaid balance at a rate of one and one-half percent (1'/a%)per month,from the date said payment was due and payable until paid. A.S. USE OF PREMISES: The Premises shall be used during the term thereof for the sole purpose of operating a detoxification facility. A.6. UTILITIES AND JANITORIAL SERVICE: COUNTY shall provide and pay for all .gas, electric,water, sewer, and refuse collection services'. CONTRACTOR shall:.,provide its:awn janitorial service and shall provide and pay for telephone service. A.7. MAINTENANCE ANF. REPAIRS: a. CONTRACTOR., at its sole cast and expense, shall keep and maintain the Premises and every part thereof in good order, condition, and repair,including,but not limited to,;the interior, carpeting replacement, exterior walls, landscaping,'exterior lighting system, glass and glazing, doors and their fixtures, closers and hinges, locks and key systems, and alarm systems. CONTRACTOR shall select"either licensed, insured contractors or employees of CONTRACTOR to snake 'all repairs ''which are CONTRACTOR'S responsibility under this paragraph A.7, and all repairs shall be; made in a'craftsman like manner, matching existing materials as closely as possible in appearance and quality, b. CONTRACTOR. shall maintain, at its sole cost and expense, all electrical, lighting,' water, plumbing, sewer, heating, ventilating, and air-conditioning systems. - 3 — G:\GrpData\RealProp\2005-Files\05-8\$0505 500SchoolBiBett Sublse.doc 8/8/05 COUNTY shall be responsible for the maintenance of the main sewer line five (5)' feet from the building. CONTRACTOR shall obtain and keep in effect, at its sole cost and expense,; a services contract, acceptable to the COUNTY, for the maintenance and repair of the heating, ventilating, and air-conditioning systems. Said contract shall provide for filters to be changed a minimum of four(4)times per year. C. CONTRACTOR shall perform routine maintenance and minor repair of the roof as needed. COUNTY shall be responsible for major roof repairs only. d. COUNTY shall be responsible for routine maintenance and cleaning of the parking area, and shall maintain the cinder block wall located along the property line between the Premises and Harbor Way, as shown in heavy black lines on Exhibit A' —Premises. e. CONTRACTOR shall be responsible for the correction of any code violations in the Premises. f. CONTRACTOR shall provide and maintain, at the direction of the fire marshal, the necessary number of ABC fire extinguishers for the Premises at no cost to COUNTY. g. CONTRACTOR shall not suffer any waste on or to the Premises. A.B.' I' OTICES: All notices given hereunder' shall be in writing and shall be deemed to have been given if personally delivered or deposited in the United States mail postage'prepaid, certified or registered, return receipt requested, and addressed to the other party as follows or as otherwise designated by written notice hereunder from time to time: To CONTRACTOR: Bi-Betz Corporation P.O.Box 5487 Concord, CA 94524 To COUNTY:`' Contra Costa County General Services Department - 4— G:\GrpData\RealProp\�-d3d5-Filest05-8180505 5()0SchooIBiBett 5ublse.doc 818ta5 Lease Management Division 1220 Morello Avenue, Suite 100 Martinez,CA 94553-4711 A.9. EXHIBITS AND ATTACHMENTS: Section B Standard Provisions, Section=C, Special Provisions, Exhibit A—Premises and Exhibit B—Asbestos Report are attached to this Sublease and are made a part hereof A.10. rr WRITTEN AGREEMENT: Neither party has relied on any promise or representation not contained in this Sublease. All previous conversations, negotiations, and understandings are of no further force'or effect. This Sublease'may be modified only by a writing signed by bath parties. The headings of the paragraphs and pages are for convenience only and are not a part of this Sublease, nor shall they be considered in construing the intent of this Sublease. A.11. TIME IS OF THE ESSENCE of each and all of the terms and provisions of this Sublease: A.12 SIGNATURE BLOCK COUNTY CONTRACTOR COUNTY OF CONTRA COSTA, a Bi-Bett'Corporation, a private non-profit political subdivision of the State of corporation California By By Director of General Services By APPROVED AS TO FORM: SILVANO'B. MARCHESI, County Counsel By Deputy - 5 — G:\GrpData\RealProp\2005-Files105-S\80505 500SchoolB Rett Sublse.doc 8/8105 SUBLEASE FOR BI-BETT'CORPORATION EAST COUNTY COMMUNITY DETOXIFICATION CENTER 500 SCHOOL STREET PITTSBURG, CALIFORNIA SECTION B: STANDARD PROVISIONS B.I. HOLDINGOVER: Any holding' over <after the term of this Sublease as provided hereinabove'shall be construed to be a tenancy from month to month,' subject to the terms of this Sublease so far as applicable. 8.2. HOLD HARMLESS: CONTRACTOR shall indemnify, save, protect and hold harmless the COUNTY, its officers, agents and employees from any and all claims, costs and liability, including reasonable attorneys fees, for any damage, injury or death, including without'limitation all consequential damages from any cause 'whatsoever, to persons or property arising directly or indirectly from or connected with this Sublease, CONTRACTOR'S operations, or CONTRACTOR'S'' use or possession of the Premises, save and except claims or litigation arising through the sole negligence or sole willful misconduct of COUNTY, its officers or ernployees,and if required,will defend any such actions at the sole cost and expense of CONTRACTOR. B.3. ALTERATIONS, FIXTURES, AND SIGNS: With prior written approval of COUNTY, CONTRACTOR may make any lawful and proper'minor'alterations, attach fixtures and sips in or upon the Premises,which shall remain CONTRACTOR'S property and may be removed therefrom by CONTRACTOR prior to the termination of this Sublease. Any such alterations, signs or fixtures shall be at CONTRACTOR'S sole cost and expense, and all signs shall meet with existing Code requirements: BA. DESTRUCTION. - G:!— G:\GrpData\ReaiProp\2005-Files\05-8\80505 500SchoolB Bett Suhlse.d©c 818105 a. In the event of damage:,causing a partial destruction of the Premisesduring the term of this Sublease from any cause,COUNTY'may, at its option,'mare repairs within a reasonable'time and CONTRACTOR shall be entitled to a proportionate reduction of rent while such repairs are being made, such proportionate reduction to be based upon the remaining useable area of the Premises. In the event COUNTY does not so elect to make such repairs,this Sublease may be terminated at the option of either ply. b. A total destruction of the Premises shall terminate this Sublease. B.S. _ OUIET ENJOYMENT: COUNTY covenants .that CONTRACTOR shall at all times during the term peaceably and quietly have, hold, and enjoy the Premises without suit, trouble or hindrance from or on account of COUNTY as long as CONTRACTOR fully performs hereunder. B.6. DEFAULTS: The occurrence of any of the following shall constitute an Event of Default under this Agreement: a. Event of Default by CONTRACTOR.: i. CONTRACTOR'S failure to pay any rent within ten (10)business;,days after due date'. ii. CONTRACTOR'S failure to comply with any other material terra or provision of this Sublease if such failure continues'thirty (30) days after written notice of failure from COUNTY to CONTRACTOR specifying, in reasonably sufficient detail the nature of said breach. If the required cure of the noticed default cannot be completed` within thirty (30) days, CONTRACTOR'S failure to perform shall constitute a default under the Sublease unless CONTRACTOR has attempted to cure the default within said thirty (30) day period and has diligently and continuously attempted to complete the cure as soon as reasonably possible. - 7. G:\GrpData\RealProp\3005-Files\05-8\80505 50€?SchoolBiBett Subl'se.doc 8/8/05 On the occurrence of an'Event,,of Default by CONTRACTOR;',COUNTY may re-enter and repossess the Premises and remove all persons and property therefrom after giving CONTRACTOR written notice of such default and in accordance with due process of law. b. Event of Default by COUNTY: COUNTY'S failure to perform any of its obligations under this Sublease shall'constitute a default by COUNTY if the failure continues for 'thirty (30) days after written notice of the failure from CONTRACTOR'to COUNTY. If the required cure of the noticed default'cannot be completed'within thirty (30) days, COUNTY'S failure to perform shall constitute a default under the Sublease unless COUNTY has attempted to cure the default within said thirty (30) day period` and has diligently and; continuously attempted to complete the cure as soon as reasonably possible: On the occurrence of an Event of Default by COUNTY, CONTRACTOR may terminate this Sublease and quit the Premises without further cost or obligation. B.7. SURRENDER OF PREMISES: On the last day of the term, or sooner termination of this Sublease, CONTRACTOR will peaceably and quietly leave and surrender to COUNT' these Premises with their appurtenances and fixtures (except signs and fixtures referred to hereinabove) in goad order, condition, and repair, reasonable use and wear thereof and damage by earthquake, fire, public calamity, by the elements, by Act of God, or by circumstances over which CONTRACTOR has no control excepted. B.8. SUCCESSORS AND ASSIGNS: The terms and provisions 'of this Sublease shall extend to and be binding upon and inure to the benefit of the heirs, successors, and assigns of the respective parties hereto. B.9. SEVERABILITY: In the event that any provision herein contained is held'to be invalid by any court of competent' jurisdiction, the invalidity of any such provision does not materially G:\Grpbata\RealProp\2005-Files\05-8\80505 500SchoolBiBett Sul ise.doc 8/8/05 prejudice either the CONTRACTOR or COUNTY in its respective rights and obligations contained in the valid provisions of this'Sublease. B.10. M ASTl NJIiSANCE: CONTRACTOR shall not commit;;or suffer to be committed, any waste upon the Premises, or any nuisance or "other 'act or thing which may disturb the quiet enjoyment of any occupant of the neighborhood in which the Premises are located. B.11. INSPECTION: The 'COUNTY reserves the right to-enter the Premises at any time and to employ the proper representative or contractor in order to see that the property is being reasonably cared for,that no waste'is being made, and that all things are done in the manner best calculated for the preservation' of the property, and in full compliance with the terms and 'conditions of this Sublease. °CONTRACTOR shall promptly make any repairs or do any maintenance identified by the inspection. B.12. ABANDONMENT: 'CONTRACTOR shall not vacate or abandon the Premises at any time during the term, and if CONTRACTOR shall abandon, vacate or surrender the Premises, or be dispossessed by process of law, or otherwise, any personal property,'belonging to CONTRACTOR and left on the Premises shall be deemed to be abandoned, at the option of COUNTY. Note: Remainder``,of page intentionally left blank. - 9— G:\GrpData\RealProp\2005-Files\05-$\80505 500SchoolBiBett Sublse.doc $i$!O5 SUBLEASE FOR $I-SETT CORPORATION EAST COUNTY COMMUNITY DETOXIFICATION CENTER 500 SCHOOL STREET PITTSBURG,CALIFORNIA SECTION C: SPECIAL,PROVISIONS C.l. ASSIGNMENT OR SUBLEASE: CONTRACTOR shall not have the right to assign this Sublease or sublease the Premises or any part thereof at any time during the term of this Sublease without written consent of COUNTY C.2. POSSESSORY INTEREST TAX: The County Assessor of Contra Costa County has invoked a,possessory interest tax on all rentals of COUNTY`and other publicly'-owned properties.. This tax is mandatory by law and is levied on the CONTRACTOR and not the property. The occupant of the property on the lien date, March 1 of the current year, is liable for full payment, even if CONTRACTOR subsequently vacates the Premises. CONTRACTOR, therefore, must recognize and understand, in accepting this Agreement, that its interest therein may be subject to a possible possessory interest tax that the County Assessor may legally impose on such possessory interest held by the CONTRACTOR, and that such tax payment shall not reduce any rent due the COUNTY hereunder and such tax shall be the liability of and be paid promptly by the CONTRACTOR when due. C.3 INSURANCE: CONTRACTOR, at its sole cost and expense, shall maintain the following' insurance coverage in full force and effect throughout the term of this Sublease: 1. Insurance Required: a. Lability Insurance: CONTRACTOR shall; maintain Comprehensive General Liability or Commercial General Liability insurance covering bodily injury, (including death),personal injury and property damage. - 10 — G:\GrpData\R;ealProp\2005-Files\05-8\80505 500SeboolBiBett Sublse.doe 8/8105 i. Limits shall be in an amount of not less than one million dollars ($1;000,000)per occurrence,',and two million dollars($2,000,000) aggregate, if applicable. ii. Such insurance:shall name COUNTY, its officers, agents and employees, individually and collectively, as additional insureds. iiia Such insurance for additional insureds shall apply as primary insurance, and any other;,insurance maintained by CONTRACTOR, its officers, agents and employees, shall be excess only and not contributing with the insurance required under this paragraph. b. Worker's Compensation and Employer's Liability Insurance: CONTRACTOR shall maintain insurance coverage for: i. Statutory' California Worker's Compensation 'coverage including a broad form all-states endorsement. ii. Employer's Liability coverage for not less than one million dollars ($1;000,000) per occurrence for all employees engaged' in services or operations under this Sublease. C. Property Insurance: COUNTY shall maintain property coverage on real property. CONTRACTOR shall have no interest in the insurance proceeds upon COUNTY'S improvements, equipment and fixtures and will sign;, all documents necessary or proper in connection with the settlement of any claim or loss by COUNTY. CONTRACTOR shall provide fire insurance on its own contents,improvements and betterments and its personal,property contained' within or on the Premises under a standard "all-risk" policy, excluding earthquake and flood. The coverage shall be for not less than ninety (90) percent of the actual cash .value :of the personal property. ,CONTRACTOR shall name COUNTY as an additional insured and loss — G;\GrpData\RealProp\2005-Files\05-8\80505 500SchoolBiBett Sublse.doc S/8/05 payee as respects the improvements and betterments, and shall provide a Certificate of Insurance evidencing such coverage and providing not less than thirty (30) days notice of any cancellation or materialchange. 2. Evidence of coverage. Within 30 days of execution of this Sublease, CONTRACTOR shall provide on a form approved by COUNTY an original copy of a Certificate of Insurance certifying that coverage as required has been obtained and remains in force for the period required by the Sublease: 3. Notice of Cancellation, ::or Reduction of Coveras7e: All policies shall contain a special provision for thirty (30) days prior':written notice of any cancellation or reduction in coverage to be sent to the address shown on the Certificate of Insurance. CA HAZARDOUS MATERIALS: COUNTY has informed TENANT that there are asbestos containing building materials (ACBM) in certain portions of the pipe insulation, floor' tiles and exterior siding material of the subject Premises as shown on the Asbestos Report"labeled Exhibit "B"which is attached hereto and made'a part hereof. In the event of any damage, repairs or alterations to surfaces containing asbestos, CONTRACTOR shall, at its sole cost and expense, immediately hire a contractor qualified to handle`ACBM to repair the damage or make alterations in accordance with federal Occupational Safety and Health Administration (OSHA)requirements and guidelines. CONTRACTOR, its successors, assigns and guarantors, agree to indemnify, defend and hold harmless COUNTY, its officers and employees from and against any and all damages arising from the presence of asbestos or other hazardous materials upon or about the Premises, or arising in any manner whatsoever out of the violation of any law or regulation pertaining to the Premises and the activities" thereon, unless such damages'exist solely as a result of the ''negligence or willful misconduct of COUNTY.''; - 12 — G:\GrpData\Rca1 12 G:\GrpData\Real Prop\?005-Fi les\05-8\80505 SOOSehoolBiBett Sublse.doc 8/8/05 CONTRACTOR agrees to defend, save, protect and hold harmless COUNTY from ally loss arising,'out of the presence of any hazardous materials on the 'Premises which is a result of the CONTRACTOR'S'use and occupancy of the Premises. The parties to this Sublease acknowledge that the provisions of this paragraph shall survive beyond the expiration or termination crate of the Sublease. C.5. TERMINATION In the event COUNTY'S contract with CONTRACTOR for operation of a detoxification facility is terminated; this Sublease shall terminate on the same date as the contract termination. CONTRACTOR.shall vacate the Premises within thirty(30) days. C.S. CANCELLATION: COUNTY shall have the.,right to cancel this Sublease by giving CONTRACTOR. sixty (60) days prior written notice. CONTRACTOR waives the right to make any claim against COUNTY or MASTER LESSOR for relocation benefits in the event COUNTY elects to terminate this agreement for any reason. C.7. TEELMINATION OF PRESENT LEASE: It is understood and agreed ,that CONTRACTOR now leases the Premises under the terms of a Lease dated January 14, 2003. Upon commencement of this Sublease,;that Lease dated January 14, 2003 shall terminate. 500SchoolBibettlse l doc - 13 G:\GrpData\RealProp\2005-Files\05-s\80505 500khool$iBett Sublse.doc 8/8/05