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SCRWA - Roberts Family Trust - Purchase Agreement of Easement Proj ect: Grantor: South County Regional Wastewater Authority Janet P. Roberts, Trustee of the Roberts Family Trust dated November 24, 1982 Portion of APNs 841-38-009 & 841-37-010 Easement over: AGREEMENT This agreement ("Agreement") by and between the South County Regional Wastewater Authority, a California joint exercise of powers authority, organized and created under the laws of the State of Cali fornia ("SCR W A") and .I anet P. Roberts, Trustee of the Roberts Family Trust dated November 24, 1982 ("Grantor") relates to the tern1S and conditions of acquisition by SCRW A of an easement and temporary construction easement from Grantor. SCRW A and Grantor ("Parties") hereby agree as follows: 1. EASEMENT. Grantor agrees to convey to SCR W A, and SCR W A agrees to acquire from Grantor, on the tern1S and conditions set forth in this Agreement, a non-exclusive easement and exclusive temporary construction easement in a form identical to that Easement Agreement (referred to herein as the "Easement"), a copy of which is attached hereto as Exhibit "A". As set forth in Exhibit "A", the Easement contains grants of a non-exclusive, pern1anent easement for use of property for installation and maintenance of underground pipelines ("Pipeline Easement") and an exclusive temporary construction easement for access and construction staging related to construction of pipelines and related improvements on the Pipeline Easement ("TCE"). Said TCE is also subject to the limitation that SCR W A shall allow reasonable ingress by Grantor, and Grantor's agents, licensees and invitees as set forth therein. The parties have agreed to the terms of this Agreement in lieu of condemnation as further set forth in Section 14, below. 2. DELIVERY OF DOCUMENT. The Easement shall be executed and delivered by Grantor to SCR W A for the purpose of placing the Easement into escrow. The Easement shall be delivered in the manner described in the previous sentence solely for the convenience of the parties. SCRW A shall not be deemed to have accepted delivery of the Easement until such time as the Easement is recorded in the Official Records of Santa Clara County, California. This transaction shall be handled through an escrow with First American Title Company, located at 1737 North First Street, Suite 500, San Jose, California 95112 ("Title Company") under Escrow No. NCS-264775-SC. The parties may agree, in writing, to minor, non-substantive changes to the Easement if necessary before close of escrow. After this Agreement is executed by SCRW A and Grantor, Grantor shall complete, execute and deliver to Escrow Holder (i) an affidavit executed by Grantor certifying that Grantor is not a "foreign person" within the meaning of Internal Revenue Code Section 1445(f)(3), and meeting the requirements of Internal Revenue Code Section 1445(b )(2), and (ii) an original Withholding Exemption Certificate (California Form 590 RE), fully executed by Grantor as IVPAPP\786991.1 030509-06943001 -1- required by the California Taxation and Revenue Code, certifying that Grantor is not subject to tax withholding under applicable California law. 3. CONSIDERATION & TITLE. The consideration for the Pipeline Easement is THIRTY-NINE THOUSAND FIVE HUNDRED DOLLARS ($39,500.00). The consideration for the TCE is NINE HUNDRED EIGHTY ONE DOLLARS ($981.00). SCR W A shall deliver the consideration for both the Pipeline Easement and TCE (collectively the "consideration") into escrow upon delivery of the Easement into escrow. Grantor shall convey good, marketable and insurable title to the Easement to SCRW A free and clear of all liens, encumbrances, taxes, assessments and leases recorded and/or unrecorded except for the leasehold interest of C & E Farn1s and the following exceptions set forth in that preliminary title report issued by Title Company, dated September 17, 2007, number NCS-264775-SC: exceptions number 5 - 11 and exceptions number 3 & 4 (but only to the extent that exceptions 3 & 4 refer to assessment liens and supplemental taxes levied for periods after City takes ownership of the property) (the "Pern1itted Exceptions"). Escrow agent shall deliver the consideration to Grantor, less Grantor's share of prorated taxes and amounts necessary to place title in the condition required by this Agreement, when title to the Easement vests in SCRW A free and clear of all liens, encumbrances, taxes, assessments and leases recorded and unrecorded, except for the Permitted Exceptions. Good, marketable and insurable title to the Easement, subject only to the Pern1itted Exceptions, shall be evidenced by a CL T A extended coverage owner's policy of title insurance ("Title Policy"), with survey exception if SCR W A elects not to obtain a CLT A survey for the Easement. The Title Policy shall be in the amount of the consideration, showing title to the Easement vested in SCR W A, subject only to the Pern1itted Exceptions. It shall be a condition precedent to SCRW A's obligations under this Agreement that escrow holder is able to issue the Title Policy to SCRW A upon the close of escrow. SCR W A shall pay all costs of escrow and recording fees incurred in this transaction. 4. PRORATION OF TAXES. (a) If SCRW A acquires title to the Easement under the terms, covenants and conditions of this Agreement, taxes (if any) shall be prorated in accordance with California Revenue and Taxation Code section 5081 et seq., as of the recordation of the Easement conveying title to SCR W A, except that where SCR W A has taken possession of the Easement, taxes shall be prorated as of the date of possession. In the event SCR W A acquires an order of possession in an action in eminent domain, taxes shall be prorated in accordance with California Revenue and Taxation Code section 5082. (b) Grantor authorizes SCR W A to deduct from the consideration any amount necessary to satisfy any delinquent taxes, together with penalties and interest thereon, and any delinquent payments on assessments or bonds, which are to be cleared from the title to the Easement. 5. TITLE AND LEASE WARRANTY. Grantor represents and warrants that Grantor is the sole fee owner of the real property underlying the Easement ("Grantor's Property"), that Grantor is not under contract with any IVPAPP\786991.1 030509-06943001 -2- other party for the purchase and sale of Grantor's Property or any interest in Grantor's Property that would interfere with SCR W A's use of the Easement, and that there arc no oral or written leases in effect with respect to any portion of Grantor's Property covered by the Easement except for the agricultural1ease of the Grantor's Property to C & E Farms. 6. CONDITIONS TO CLOSING. SCRW A's obligation to accept the Easement pursuant to this Agreemcnt shall be conditioned and contingent upon the satisfaction of each and all of the following conditions precedent prior to the Close of Escrow ("SCR W A's Closing Conditions"). (a) Escrow Holder is unconditionally prepared, committed and able to issue the Title Policy to SCRW A at Close of Escrow insuring that title to the Easement is vested in SCRW A subject only to the Pern1itted Exceptions. (b) Grantor has timely perforn1ed each and every material obligation required by the tenns of this Agreement to be perfonned by Grantor. (c) All representations and warranties made by Grantor to SCR WAin this Agreement are true and correct in all material respects as of the Close of Escrow. If any of SCR W A's Closing Conditions have not been satisfied prior to the Closing Date, then SCRW A shall havc the right to give Grantor written notice tenninating this Agreement, in which event the pal1ies' rights, obligations and liabilities under this Agreement shall terminate, except with respect to any rights, obligations or liabilities arising out of any breach of this Agrcement by Grantor. SCRW A's right to terminate this Agreement shall not affect SCRW A's right to spccific perfonnancc or any other right available to SCRW A in the event the failure of any condition is due to the brcach of this Agreement by Grantor. SCRW A may unilaterally waive any of SCRW A's Closing Conditions, such conditions being for SCRW A's sole benefit. 7. SATISFACTION OF ALL CLAIMS. The payment of compensation herein is in complete settlement of all rights of Grantor to just compensation or to claim, assess or receive severance, inverse condemnation or other eminent domain damages or compensation arising from or related to the acquisition of the Easement by SCRW A. However, the compensation herein paid does not purport to include any compensation that may be due to C & E Farms resulting from SCRW A's acquisition of the Easement. Any compensation that may be due to C & E Farms resulting from SCRW A's acquisition of the Easement shall be the sole responsibility of SCRW A. SCRW A shall defend, indemnify and hold Grantor harmless from any claims made by C & E Farms for compensation related to diminished leasehold value resulting from SCRW A's acquisition of the Easement. 8. POSSESSION. SCRW A's right to possession of the Easement shall vest upon the date escrow closes, or as otherwise provided for by written agreement between the Grantor and SCRW A. IVPAPP\786991.1 030509-06943001 -3- 9. IMPROVEMENTS. The consideration for the Easement includes compensation for use of the property underlying the Easement only. The consideration does not include compensation for any improvements upon such area of the Grantor's Property that will be encumbered by the Easement. 10. CONSTRUCTION. The existing well and its appurtenances (the "Well") are not within the proposed Easement. The Well shall be protected by a barrier during construction such that stray construction equipment does not damage said Well. A concrete K Rail enclosure shall be placed around said Well during construction and removed at completion to prevent any damage thereto. In addition, SCRW A shall construct a valve and meter allowing discharge from its pipeline onto Grantor's Property (the "Turnout"). Costs of constructing the Turnout shall be borne by SCRW A. SCRW A shall indemnify, defend and hold hannless Grantor from any and all damage to the extent caused by SCRW A's construction activities on the Easement. 11. ESCROW. Escrow shall close not later than April 30, 2009, unless the parties agree otherwise in writing. Escrow shall be deemed closcd on the date that the Easement referenced in Section above is recorded in the Official Records of Santa Clara County, California. 12. SEVERABILITY. If any provision in this Agreement is held by a court of competent jurisdiction to bc invalid, void or unenforceable, the remaining provisions shall continue in full force without being impaired or invalidated in any way. 13. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of California. 14. PUBLIC PURPOSE. SCR W A requires the Easement (which sits on a property not currently utilized for, or encumbered by, a public use) for development of an underground water pipeline, for which SCRW A may exercise the power of eminent domain. Both Grantor and SCRW A recognize the expense, time, effort and risk to both Grantor and SCRW A in resolving a dispute over compensation for the Easement by eminent domain litigation; and the compensation set forth herein for the Easement is in compromise and settlement, in lieu of such litigation. 15. AUTHORITY AND EXECUTION. Each person executing this Agreement on behalf of a party represents and warrants that such person is duly and validly authorized to do so on behalf of the entity it purports to bind and IVPAPP\786991.1 030509-06943001 -4- if such party is a partnership, corporation or trustee, that such partnership, corporation or trustee has full right and authority to enter into this Agrccment and perforn1 all of its obligations hereunder. 16. ENTIRE AGREEMENT. This Agreement represents the full and complete understanding of the parties with respect to the transaction contemplated by this Agrcement. Any prior or contemporaneous oral or written Agreements by and between the parties or their agents and represcntativcs with respect to said transaction are revoked and extinguished by this Agreemcnt. 17. COUNTERPARTS. This Agreement may be executed in multiple counterpm1s, each of which shall be deemed an original but all of which, together, shall constitute one and the same document. 18. CAPTIONS. The captions of the various sections, paragraphs and subparagraphs of this Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. 19. REQUIRED ACTIONS. Each party agrees to execute such instruments and documents and to undertake such actions as may be reasonably required in order to consummate the grant and acceptance of the Easement contemplated by this Agreement. 20. TIME OF THE ESSENCE. Time is of the essence of each and every tenn, condition, obligation and provision hereof. 21. EXHIBITS. All exhibits referred to herein are by such reference incorporated into this Agreement and shall be deemed a part hereof as if fully set forth herein. 22. SUCCESSORS. This Agreement shall inure to the benefit of and bind the parties' respective heirs, legal representatives, successors and assigns. 23. REPRESENTATIONS AND WARRANTIES The parties' representations and warranties set forth in this Agreement shall survive the close of escrow and recordation of the Easement. IVPAPP\7869911 030509-06943001 -5- 24. ATTORNEYS' FEES. If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. 25. SURVIVAL OF PROVISIONS The provisions of Sections 5, 7, 10, 22, 23 and 25 of this Agreement shall survive the close of Escrow and the recordation of the Easement. 26. AMENDMENTS This Agreement shall not be modified or amended except by an instrument in writing executed by each of the parties hereto. IN WITNESS WHEREOF, the parties have executed this Agreement as follows: GRANTOR: SCR\V A: JANET P. ROBERTS, TRUSTEE OF THE SOUTH COUNTY REGIONAL ROBERTS FAMILY TRUST DATED W ASTEW A TER AUTHORITY. a California NOVEMBER 24, 1982 joint exercisc of powers authority () ,. c& ~~t\ol' By:J(l1Ltt\.~(~~ ~. l , By: Janet P. Roberts, Trustee by Shar n Thoma Y:r.ag~n ,Authority Manager McCarthy, Attorney in Fact for Janet P. . 3{ (tfJ 6, Roberts Date. Date: 3.,1.0'1 APPROVED AS TO FORM: cX~d.~ Linda A. Callon, Counsel for South County Regional Wastewater Authority IVPAPP\786991.1 030509-06943001 -6- EXHIBIT" A" EASEMENT IVPAPP\786991.1 030509-06943001 -7- RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: South County Regional Wastewater Authority Attn: Saeid Vaziry 7351 Rosanna Street Gilroy, CA 95020 RECORD WITHOUT FEE UNDER SECTIONS 6103 & 27383 OF THE CALIFORNIA GOVERNMENT CODE SPACE ABOVE THIS LINE FOR RECORDER'S USE Mail Tax Statements to: CITY CONVEYANCF DOCUMENTARY TRANSFER TAX :5000 Tax: $ 0.00 X Computed on the consideration or value of property conveyed; South County Regional Wastewater Authority Attn: Saeid Vaziry 7351 Rosanna Street City: Gilroy Gilroy, CA 95020 OR _ Computed on the consideration or value less liens or encumbrances remaining at time of sale. Janet P. Roberts, Trustee of the Roberts Family Trust dated November 24, 1982 by Sharon McCarthy - Attorney in Fact for .I anet P. Roberts Portion of APN 841-38-009 & 841-37-010 EASEMENT AGREEMENT This Easement Agreement ("Easement Agreement") is made as of this _ day of 2009 by and between JANET P. ROBERTS, TRUSTEE OF THE ROBERTS FAMILY TRUST DATED NOVEMBER 24, 1982 ("Grantor") and the SOUTH COUNTY REGIONAL W ASTEW A TER AUTHORITY, a California Joint Exercise of Powers Authority, organized and created pursuant to the laws of the State of California ("Grantee"). RECITALS A. Grantor owns, as its sole and separate property, that certain real property located in the County of Santa Clara, State of California, Assessor's Parcel Numbers 841-38-009 and 841-37- 01 0, which property is further described on Exhibit "A", attached hereto, ("Grantor's Property"), which property, as of the date of this Easement (set forth above), is used for agricultural purposes and contains one well ("Well") and assorted improvements for irrigation purposes. IVPAPP\786995.1 030509-06943001 1 B. Grantee desires a non-exclusive easement to construct and maintain underground water pipelines, associated paving, and other necessary fixturcs and appurtenances on a portion of Grantor's Property. Grantor has agreed to grant to Grantee the rights to construct and maintain such improvements over a portion of Grantor's Property on the tcnns and conditions set forth below. NOW, THEREFORE, in considcration of the mutual covenants set forth herein and other good and valuable consideration receipt and sufficiency of which is hereby acknowledgcd, Grantor and Grantee agree as follows: 1. Grant of Easement. Grantor hereby grants to Grantee the following: (b) (c) IVPAPP\786995.1 030509-06943001 (a) Subject to the reservation and exception set forth in Section 1 (b) below, a non-exclusive easement in gross to construct, maintain, operate, inspect, repair, replace and rcmove improvements, as Grantee may from time to time require, consisting of underground water pipelines, associated paving, and other necessary fixtures and appurtenances related thereto ("Improvements") over and across that portion of Grantor's Property described and depicted in the attached Exhibit "B-1" (referred to herein as the "Pipeline Easement" or the "Waterline Easement"). Said Pipeline Easement shall also pennit Grantce to trim any foliage or roots as may be necessary for the protection of the Improvements. Said Pipeline Easement shall not be deemed to: (i) prevent Grantor's right to surface ingress and egress across the Easement for purposes of accessing portions of Grantor's Property (ii) permit Grantee to disrupt or interfere with the existing utilities serving the Well; or (iii) disrupt or interfere with the existing water pipelines or other existing water irrigation improvements extending from the Well to those portions of Grantor's Property unencumbered by the Easement. Grantor reserves and excepts from said grant of easement the full rights to install surface and/or underground improvements of any nature over and/or underneath and/or across said non-exclusive easement provided that the same do not damage or interfere with Grantee's Improvements or interfere with Grantee's ability to construct, maintain, operate, inspect, repair or replace the SaJTIe. An exclusive temporary construction easement in gross over and across that portion of Grantor's Property described and depicted in the attached Exhibit "B-2" (referred to herein as the "TCE") for access and construction staging for purposes of constructing the improvements on the Pipeline Easement, which TCE shall commence on the date of recordation of this Easement Agreement and terminate on March 18, 2010. During the term of the TCE and any extension thereof, Grantee shall permit Grantor and Grantor's agents, lessees, licensees and invitees reasonable (but otherwise umestricted) ingress and egress across the TCE in order to access the remainder of Grantor's land. However, nothing herein shall require Grantee to permit such access for ingress or egress at times or in places where, in Grantee's 2 reasonable discretion, such ingress and egress would constitute a hazard either to thc party accessing the TCE or to those involved in construction thereon. (d) The light to extend the TCE upon further payment of EIGHTY -ONE AND 75/100 DOLLARS ($81.75) per month (or any portion thereof) for a period of up to eighteen (18) months. Upon prior written notice by Grantce to Grantor, Grantee may extend said TCE on a month to month basis for a period that shall not exceed eighteen (18) additional months; payment for such extension shall be made in advancc on or prior to the commcnccmcnt of each month that the TCE is so extended. 2. Indemnitv. Grantee shall indemnify, defend and hold harmless Grantor from and against any claims, liabilities, damages, costs or expenses arising out of, cOlli1ected with or resulting from the use by Grantee or its employees or invitees of the Pipeline Easement or the TCE. 3. Bindin2 Effect. This Easement Agreement and the terms herein shall inure to the benefit of Grantee and Grantor and their respective successors, assigns, legatees, heirs, executors, administrators and estates. The covenants and obligations of Grantor set forth in this Easement Agreement shall be covenants that run with the land and shall be binding upon Grantor and all successors of Grantor in ownership of Grantor's Property in accordance with Section 1468 of the California Civil Code. Upon the sale, transfer or conveyance of any portion of the Grantor's Propcrty, the transferor owner of such portion of the Grantor's Property shall be released from any such covenants or obligations with respect to that portion of the Grantor's Property so sold, conveyed or transferred. IN WITNESS WHEREOF, the parties have executed this Easement Agreement as of the date first written above. Grantor: JANET P. ROBERTS, TRUSTEE OF THE ROBERTS FAMILY TRUST DATED NOVEMBER 24, 1982 By: Janet P. Roberts, Trustee of the Roberts Family Trust dated November 24, 1982 by Sharon McCarthy, Attorney in Fact for Janet P. Roberts Dated: Grantee: SOUTH COUNTY REGIONAL W ASTEW ATER AUTHORITY, a California Joint Exercise of Powers Authority By: Thomas J. Haglund, Authority Manager Dated: IVPAPP\7869951 030509-06943001 3 Exhibit "A" Order Number. NCS-254775-SC Page Number: 7 LEGAL DESCRIPTION Real property In the unincorporated area of the County of Santa dara, state of CalifornIa, described as follows: A PART OF RANCH LOT 55 AND ALL OF RANCH LOT 61 OF THE PARTITION OF THE LAS ANIMAS RANCHO IN ACTION OF HENRY MILLER, ET AL, VS. MASSEY THOMAS ET AL, CASE NO. 5535, DESCRIBED AS FOLLOWS: BEGINNING AT AN IRON SPIKE DRIVEN IN THE BRIDGE AT THE INTERSECTlON OF THE CENTER LINE OF THE FORMER MILLER PRIVATE ROAD WITH THE CENTER LINE OF lliE PAJARO RIVER AS ESTABLISHED IN SAID PARTITION AmON, SAID POINT OF BEGINNING BEING THE POINT WHERE THE SOUl1-lEAST BOUNDARY OF JAS. A. UAYTON &. CO'S. SUBDMSION OF PART OF SAID RANCH LOT 55, THE MAP OF WHIQ-I IS ON FILE IN BOOK U OF MAPS, PAGES 54 TO 55, LEAVES SAID CENTER LINE OF THE PAJARO RNER; THENCE FROM SAID POINT OF BEGINNING, S. 480 56' W. ALONG THE SOUTHEAST LINE OF SAID JAS. A. ctAYTON &. CO'S. SUBDMSION, 45.28 OWNS TO A WHITE STAKE MARKED M.C.M.M. STANDING AT THE EASTERLY CORNER OF RANCHO LOT 56 OF SAID PARTITION; THENCE S. 450 4{l' W. 21.85 Q-1AINS TO A STAKE MARKED M.C.M. IN TI-lE NORTHERLY LINE OF RANOi LOT 61 OF SAID PARTITION; THENCE ALONG THE NORTHERLY LINES OF SAID RANCH LOT 61, N. 860 45' W. 4.62 CHAINS AND S. ago 30" W. 17.74 CHAINS TO THE CENTER LINE OF BOLSA ROAD, FORMERLY KNOWN AS THE HOlliSTER ROAD, AS SAID CENTER LINE WAS ESTABLISHED FOR A 60 FOOT ROAD IN SAID PARTITION ACTION; THENCE ALONG THE CENTER LINE OF SAID ROAD AS ESTABllSHED IN SAID PARTITION ACTION AS FOLLOWS: S. 360 5' E. 9.007 OiAINS; S. 230 55' E. 3.335 CHAINS; S. 220 3' E. 11.105 CHAINS; AND S. 740 25' E. 31.29 CHAINS TO A POINT FROM WHICH THE COMMON CORNER FOR RANCH lOTS 62 AND 63 OF SAID PARTITION IN TI-lE Sotm-lERLY LINE OF SAID ROAD AS ESTABLISHED IN SAID PARTITION ACTION, BEARS S. 150 35' W. 30 FEET; THENCE S. 740 25' E. CONTINUING ALONG SAID CENTER LINE OF SAID ROAD TO THE INTERSEmON THEREOF WITH THE CENTER LINE OF THE PAJARO RIVER, AS ESTABLISHED BY SAID PARTITION ACTlON; THENCE ALONG SAID CENTER LINE OF THE PAJARO RIVER, AS FOLLOWS; N. 240 E. TO AN ANGLE POINT THEREIN; N. 80 W. 20.10 CHAINS; N. 58030' E. 7.80 CHAINS; N. 70 E. 19 CHAINS; N. 60030' W. 10.50 CHAINS; N. 120 45' W. 6.80 CHAINS; N. 420 E. 4 CHAINS; S. 860 IS' E. 8.92 CHAINS; N. 370 45' E. 5.30 CHAINS; N. 70 15' E. 12.37 CHAINS; AND N. 270 15' E. 0.51 OF A CHAIN TO THE POINT OF BEGINNING. EXCEPTING THEREFROM 1HAT PORTION THEREOF LYING WITHIN THE RIGHT OF WAY OF THE SOUTHERN PAOFIC COMPANY, FORMERLY THE SOUTHERN PAOFIC RAILROAD COMPANY. ALSO EXCEPTING THEREFROM THAT PORTION THEREOF LYING WITHIN THE BOUNDS OF THE BOLSA ROAD, FORMERLY KNOWN AS THE HOlliSTER ROAD. APN: 841-38-009 and 841-37-010 ARB: 841-37-10 first Amen'can Title Insurance Company Exhibit "B-1" Legal Description and Plat of Easement IVPAPP\729081.2 031108-06943001 4 EXHIBIT 8.1 LEGAL DESCRIPTION FOR WATERLINE EASEMENT ALL THAT REAL PROPERTY SITUATED IN THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, BEING A PORTION OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE DEED TO TOM R. ROBERTS JR. AND JANET P. ROBERTS RECORDED FEBRUARY 20, f976 IN BOOK an OF OFFICIAL RECORDS AT PAGE 493 IN THE OFFICE OF THE RECORDER OF SANTA CLARA COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEASTERLY CORNER OF LOT 17, AS SHOWN IN THAT CERTAIN MAP ENTITLED "MAP OF JAS. A. CLAYTON AND CO. SUBDIVISION OF A PART OF LAS ANIMAS RANCH LOT NO. 55" FILED MAY 24. 1926, IN BOOK U OF MAPS AT PAGE 54, SANTA CLARA COUNTY RECORDS; THENCE LEAVING SAID POINT OF BEGINNING SOUTH 42054'46" EAST, 15.00 FEET ALONG THE PROLONGATION OF THE NORTHERLY RIGHT OF WAY OF SHELDON AVENUE AS SHOWN ON SAID MAP. THENCE SOUTH 49'16'14" WEST, 309.91 FEET ALONG A LINE PARALLEL WITH AND 15.00 FEET PERPENDICULAR TO THE NORTHWESTERLY LINE OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE DEED RECORDED FEBRUARY 20, 1976 IN BOOK 877 OF OFFICIAL RECORDS AT PAGE 493, SANTA ClARA COUNTY RECORDS; THENCE THE FOLLOWING THREE COURSES 1) SOUTH 40043'46" EAST, 21.00 FEET 2) SOUTH 49 16'14" WEST. 26.00 FEET 3) NORTH 40043'46" WEST, 21.00 FEET THENCE SOUTH 49016'14" WEST, 76.95 FEET ALONG A L1N!; PARALLEL WITH AND 15.00 FEET PERPENDlCULAR TO SAID NORTHWESTERLY LINE; THENCE SOUTH 46000'14" WEST, 858.26 FEET ALONG A LINE PARALLEL WITH AND 15.00 FEET PERPENDICULAR TO SAID NORTHWESTERLY LINE; THENCE SOUTH 27058'00. WEST, 36.60 FEET; THENCE SOUTH 42055'45" EAST, 1012.17 FEET ALONG A LINE PARALLEL WITH AND 15.00 FEET PERPENDICULAR TO THE NORTHERLY LINE OF THE UNION PACIFIC RAlLROAD RIGHT OF WAY; THENCE THE FOLLOWING THREE COURSES 1) NORTH 47.04'15" EAST, 21.00 FEET 2) SOUTH 42"55'45" EAST, 26.00 FEET 3) SOUTH 47004'15" WEST, 21.00 FEET THENCE SOUTH 42.55'45" EAST, 1600.76 FEET ALONG A LINE PARALLEL WITH AND 15.00 FEET PERPENDICULAR TO THE NORTHERLY LINE OF THE UNION PACIFIC RAILROAD RIGHT OF WAY; THENCE NORTH 75059'16" EAST, 152.96 FEET TO A POINT ON THE SANTA ClARA COUNTY FLOOD CONTROL AND WATER DISTRICT EASEMENT BEING THE WESTERlY TOP OF BANK OF THE PAJARO RIVER AS DESCRIBED IN BOOK 9234 OF OFFICiAl RECORDS AT PAGE 479, SANTA ClARA COUNTY RECORDS; THENCE ALONG SAID WESTERLY TOP OF BANK OF THE PAJARO RIVER SOUTH 00'19'33" WEST 164.93 FEET TO A TANGENT CURVE TO TH E LEFT FROM WHICH A RADIAL UN E BEARS NORTH 89.40'27" WEST THENCE ALONG SAID CURVE HAVING A RADIUS OF 175.00 FEET THROUGH A CENTRAl ANGLE OF 22612'26. WITH AN ARC LENGTH OF 67.83 FEET TO THE NORTHERLY LINE OF THE UNION PACIFIC RAILROAD RIGHT OF WAY; THENCE ALONG SAID RIGHT OF WAY NORTH 42055'45" WEST 2916.13 FEET TO THE NORTHWESTERLY LINE OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN BOOK 877 OF OFFICIAL RECORDS PAGE 493, SANTA ClARA COUNTY RECORDS; THENCE ALONG SAID NORTHWESTERlY LINE THE FOLLOWING TWO COURSES SHEET 1 OF 4 1) NORTH 46000'14" EAST 908.01 FEET 2) NORTH 49016'14" EAST 414.71 FEET TO THE POINT OF BEGINNING. CONTAINING AN AREA OF 78,900 SQUARE FEET, MORE OR LESS, THIS DESCRIPTION WAS PREPARED BY ME OR UNDER MY DIRECTION IN CONFORMANCE WITH THE REQUIREMENTS OF THE PROFESSIONAL LAND SURVEYORS' ACT. ~ - -f?6fir O~ G'RIG PLS 8032 EXPIRES: 12131/2008 9/7/07 DATE SHEET 2 OF 4 iiMr"7: 50: JS AM DA IT: 9/7/07 s(RVEFl: NONE PAGE SETUP: ---- XREFS: PA l\l: N: \s.l10259OO\CAOD\SUR~Y OOAi\lHC; NAU(: p\'AT-[AS[~EHT.DW;; " " 1.tl'J tl ~J'/y~ " !J 1J.aP~ ~.J '1\l)~ ' 1>: !{pOO "" ~.O~~ \." 1.!) 1 l:l .!J 1J.;lP~ ~.:.l ;J.;UJ.!llJ l.!l'! .::j.:) 1J113 .!lil J.!l~1 SCALE 1 K :: 200' W A 1El..t-E EASa.ENT 78,900 sq. ft. 1.81 acres lAN)S OF ROet:R I ~ ffT7 OR 493 DOC. NO. 5223512 BASIS OF BEARINGS: TI-lE BEARING NORTH 42'S4'46K WEST ON TI-JE CENTERLINE Of SHELDON A VENUE AS SHO'M-l ON THAT CERTAIN MAP ENT1TLED "MAP OF JAS. A. CLAYTON AND CO. SUBDIVISION OF A PART OF LAS ANIMAS RANCH LOT NO. 55" FILED MAY 24, 1926 IN BOOK .U. OF MAPS AT PAGE 54. SANTA CLARA COUNTY RECORDS. LINE TABLE LINE LENGTH BEARING L1 15.00 542"54'46"[ L2 309.91 S4916'14.W LJ 21.00 540'43' 46" L4 26.00 549"16'14"W L5 21.00 N40'43'46"W L6 78.95 54916'1 4.W L7 36.60 S27'S8'OO.W .IYOIID EII.,IIIEIIII. ::::'':'''::':''101 .UlT~ PRCI"ARED FOR. MItt SCRWA WATER LINE EASEMENT EXHIBIT B.1 SH.EET 1M/6Ol 3 DATlIUIIITT'EDl 8+07 or 4 Slf:ETS JOB MAlIlER aJ902l'ieD1 il,;ji:-7: 50: 52 AJ.I DATE: 9/7/07 SE:R'lt:R: NONE PAC< sirup: ---- XRHS: PA 1H: N: \SJ6025900\CAOO\9JR'lt:Y OI1A'IIING NAME: PUT-EASEIA€NTDWG LINE La L9 L10 L11 L12 LINE TABLE LENGTH 21.00 26.00 21.00 152.96 164.93 BEARING N47'04'15" 542'55' 4S 54 T04'1S"W N7S'S9'16"E S0019'33"W LMOS OF AOBEATS 877 OR 493 [X)C. NO. 5223512 WATEflJNE EASEMENT 78,900 sq. ft. 1.81 acres -0 > c... ?U o :u ~ r1'\ :u SCALE'. 200' BASIS OF BEARINGS: THE BEARING NORTH 42'54' 46N WEST ON THE CENTERLINE OF SHELDON AVENUE AS SHOWN ON THAT CERTAIN MAP ENnn.ED "MAP OF JAS. A. CLAYTON AND CO. SUBDfVlSlON OF A PART OF LAS ANIMAS RANCH LOT NO. 55" FILED MAY 24, 1926 IN BOOK .u. OF MAPS AT PACE 54. SANTA CLARA COUNTY RECORDS. IIY'ID '..1...1... :=~::':"Al IIIMa:::,:: PREPARED !'ORI MIH SCRWA WATER LINE EASEMENT EXHIBIT B.1 4 DATI IUIIII1'TEDr 8+07 a:- 4 Sf<<lS .lOll NUIlI!Ell SJ&026&01 Exhibit B-2 Legal DescriptIon and Plat or TCE EXHIBIT B.2 LEGAL DESCRIPTION FOR A TEMpORARY CONSTRUCTION EASEMENT PARCEL 1: AlL THAT REAL PROPERTY SITUATED IN THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA, BEING A PORTION OF THAT CERT AlN PARCEL OF LAND DESCRlBED IN THE DEED TO TOM R. ROBERTS JR. AND JANET P. ROBERTS RECORDED FEBRUARY 20, 1976 IN BOOK 877 OF OFFICIAl... RECORDS AT PAGE 493 IN THE OFFICE OF THE RECORDER OF SANTA ClARA COUNTY, MORE PARTICUlARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE MOST SOUTHERLY CORNER OF LOT 17 AS SHOWN IN THAT CERTAIN MAP ENTITLED "M/4P OF JAS. A. CLAYTON AND CO. SUBDNlSION OF A PART OF LAS ANIMAS RANCH LOT NO. 55" FILED MAY 24, 1926, IN BOOK U OF MAPS AT PAGE 54, SANTA CLARA COUNTY RECORDS; THENCE LEAVING SAID POINT OF COMMENCEMENT ALONG THE PROLONGATION OF THE NORTHWESTERLY RIGHT OF WAY OF SHELDON AVENUE AS SHOWN ON SAID MAP, SOUTH 42054'46" EAST, 15.00 FEET TO THE TRUE POINT OF BEGINNING. THENCE CONTINUING ALONG SAlD PROLONGATION OF THE NORTHWESTERLY RIGHT OF WAY, SOUTH 42054'46" EAST, 25.01 FEET; THENCE SOUTH 49016'14" WEST, 414.90 FEET ALONG A LINE PARALLEL WITH AND 40.00 FEET PERPENDICULAR TO THE NORTHWESTERLY LINE OF THAT CERTAIN PARCEL OF lAND DESCRIBED IN THE DEED RECORDED FEBRUARY 20, 1976 IN BOOK 877 OF OFFICIAL RECORDS AT PAGE 493, SANTA CLARA COUNTY RECORDS; THENCE CONTINUING ALONG A LINE PARAlLEL WITH AND 40,00 FEET PERPENDICUlAR TO SAID NORTI-M'ESTERL Y UNE, SOUTH 460 00' 14" WEST, 853.78 FEET; THENCE SOUTH 27058'57" WEST, 25.41 FEET; THENCE SOUTH 42055'45" EAST, 990.91 FEET AlONG A LINE p ARA1.lEL WITH AND 30.00 FEET PERPENDICULAR TO THE NORTHERLY LINE OF THE UNION PACIFIC RAILROAD RIGHT OF WAY TO POINT HEREIN AFTER REFERRED TO AS POINT "/1\'; THENCE SOUTH 47"04'15" WEST, 15.00 FEeT; THENCE NORTH 42"55'45- WEST, 1012.17 FEET ALONG A LINE PARAlLEL WITH AND 15.00 FEET PERPENDICULAR TO SAID NORTHERLY LINE OF THE UNION PACIFIC RAILROAD RIGHT OF WAY; THENCE NORTH 27"58'57" EAST, 36.60 FEET; THENCE NORTH 46"00'14" EAST, 858.26 FEET ALONG A LINE PARALLEL WITH AND 15.00 FEET PERPENDICULAR TO THE NORTHWESTERLY LINE OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE DEED RECORDED FEBRUARY 20, 1976 IN BOOK 877 OF OFFICIAL RECORDS AT PAGE 493, SANTA CLARA COUNTY RECORDS; THENCE CONTINUING AlONG A LINE PARAlLEL WITH AND 15.00 FEET PERPENDICULAR TO SAID NORTIiWESTERLY LINE, NORTH 49016'14" EAST, 78.95 FEET; THENCE SOUTH 40"43'46" EAST, 21.00 FEET; THENCE NORTH 49016'14" EAST, 26.00 FEET, THENCE NORTH 40043'46" WEST, 21.00 FEET; THENCE NORTH 49"16'14- EAST. 309.91 FEET AlONG A LINE PARAllEL WITH AND 15.00 FEET PERPENDICULAR TO THE NORTHWESiERL Y LINE OF THAT CERTAIN PARCEL OF lAND DESCRIBED IN THE DEED RECORDED FEBRUARY 20, 1976 IN BOOK 8n OF OFFICIAL RECORDS AT PAGE 493, SANTA CLARA COUNTY RECORDS TO THE TRUE POINT OF BEGINNING. CONTAINING AN AREA OF 47,020 SQUARE FEET (1.079 ACRES), MORE OR LESS. SHEET 1 OF 4 PARCEL 2: COMMENCING AT A POINT"N N3 DESCRIBED ABOVE IN PARCEL 1; THENCE lEAVING SAID POINT OF COMMENCEMENT ALONG A LINE PARALLEL WITH AND 30.00 FEET PERPENDICUlAR TO THE NORTHERLY LINE OF TI-lE UNION PACIFIC RAILROAD RIGHT OF WAY, SOUTH 42055'450 EAST, 26.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING ALONG A LINE PARALLEL WITH AND 30.00 FEET PERPENDICULAR TO SAID NORTHERlY LINE OF TI-lE UNION PACIFIC RAILROAD RIGHT OF WAY, SOUTH 42"55'45 EAST, 1591.91' FEET; THENCE NORTH 75659'16" EAST 127.30 FEET; THENCE AlONG A LINE PARAlLEL WITH AND 20.00 FEET PERPENDICULAR TO THE WESTERLY TOP OF BANK OF THE PAJARO RIVER AS DESCRIBED IN BOOK 9234 OF OFFICIAL RECORDS AT PAGE 479, SANTA CLARA COUNTY RECORDS, THE FOLLOWING mo COURSES; 1) NORTH 00019'33" EAST, 57.62 FEET 2) NORTH 03006'40" EAST. 73.55 FEET THENCE SOUTH 86053'20. EAST, 20.00 FEET TO A POINT ON SAID WESTERLY TOP OF BANK OF THE PAJARO RIVER; THENCE AlONG SAID WESTERl Y TOP OF BANK OF THE PAJARO RIVER, THE FOLLOWING TWO COURSES; 1) SOUTH 03006'40" WEST, 73.07 FEET 2) SOUTH 00"19'33" WEST, 232.43 FEET TO A POINT ON A TANGENT CURVE TO THE LEFT THENCE AlONG SAID CURVE HAVING A RADIUS OF 175.00 FEET THROUGH A CENTRAL ANGLE OF 22612'26" WITH AN ARC LENGTH OF 67.83 FEET TO THE NORTHERLY LINE OF THE UNION PACIFIC RAILROAD RIGHT OF WAY; THENCE ALONG SAID NORTHER!. Y LINE OF THE UNION PACIFIC RAILROAD RIGHT OF WAY, NORTH 42055'45" WEST, 322.63 FEET; THENCE LEAVING SAID NORTHERlY LINE OF THE UNION PACIFIC RAILROAD RIGHT OF WAY. NORTH 47"04'15" EAST. 15.00 FEET; THENCE NORll-I42"SS'45" WEST, 152927 FEET ALONG A LINE PARALLEL WITH AND 15.00 FEET PERPENDICULAR TO SAID NORTHERLY LINE OF THE UNION PACIFIC RAILROAD RJGHT OF WAY; THENCE NORTH 47004'15" EAST, 15.00 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING AN AREA OF 47,870 SQUARE FEET (1.099 ACRES), MORE OR lESS. THIS DESCRIPTION WAS PREPARED BY ME OR UNDER MY DIRECTION IN CONFORMANCE Wlll-I THE REQUIREMENTS OF ll-IE PROFESSIONAL LAND SURVEYORS'EACT. ;J2~f?~~ MINIC P GRIGG PLS 8032 EXPIRES: 1213112008 q /1/07 DATE . SHEET 2 OF 4 ~';;E:~6:2J:25 AM DATE: g/7/07 Sl:1lV!:R: NONE PAGE SOUP: ---- XRE : PA TH: N: \~025900\C.AllO\SlJRVEY ORA'MIle; NAljE: PLAT - TCE...J<w.DWG PQQ j)..Ul-tlll 1!l1 ~,:J 1.1 11:!l !)j] l!:l::ll LINE TABLE LENGTH 15.00 25.01 25.41 15.00 36.60 78.95 21.00 26.00 21.00 BEARING 542'54'46"E 542'54'46" S27'58'S7"W S47'04',S"W N27'SB'S7"E N49'16" "E 540'43'46" N49'16'14"E N40'43'46"W LINE L1 L2 L3 L4 LS L6 L7 L8 L9 47,020 S.F. 1.079 ACRES I..NVS OF AOBERTS trl7 OR 493 DOC. NO. ~ SCALE: 1""'200' BASIS OF BEARINGS: THE BEARING NORTH 42'54'46" WEST ON 1HE CENTERLINE OF SHELDON A~NUE AS SHOWN ON THAT CERTAIN MAP ENTITLED "MAP OF JAS. A. CLAYTON AND CO. SUBDIVISION OF A PART Of LAS ANIMAS RANCH LOT NO. 55" flLED MAY 24, 1926 IN BOOK "UN OF MAPS AT PAGE 54, SANTA CLARA COUNTY RECORDS. POINT "A" c SCRWA TEMPORARY CONSTRUCTION EASEMENT EXHIBIT B.2 II'(OID 1111.1111.., ~~:::",.11 -a::..u,:: PREPARED FORI MIH DA Tt IUllIIT'Tmt WI-01 SHEET NUIoIeER 3 CF 4 SlIEnS olO8 NllIl8ER 8JB021l80t n"'E: I\: 2J: 37 ,oJ.l SER'.Ul: NONE )(RF'S: DATE: 9/7/07 PAG( s,nfP: ---- PATH: >>: \SJEl025900\CAOO\SURVEY OAAVlIHC NA"'E: PLAT-TCLKW.OVlC POINT "A" PARCEL 2 47,870 S.F. 1.099 ACRES LANDS OF AOBffiTS 877 OR 493 DOC, NO. 5223512 CURVE CI SCALE: '''''''200' BASIS OF BEARINGS: THE BEARING NORTH 42'54'46" WEST ON THE CENTERLINE Of SHELDON AVENUE AS SHOWN ON THAT CERTAIN MAP ENTllLED -MAP OF JAS. A. CLAYTON AND CO. SUBDIVISION OF A PART Of LAS ANIMAS RANCH LOT NO. 55" FILED MAY 24, 1925 IN BOOK "U" Of MAPS A T PAGE 54, SANTA CLARA COUNTY RECORDS. LINE L10 L11 L12 L13 L14 US L16 L17 L18 LINE TABLE LENGTH 26.00 127.30 57.62 73.55 20.00 73.07 232.43 15.00 15.00 BEARING S42'55' 45"E N75'S9'16"E NOO'l 9' 33"E N03'06'40"E S86'53'20"E 503'06' 4O"W S001 9' J3"W N47'04'15"E N47'04'15"E DELTA 22'12'26" "U- l,- e e \:- -u ~~ > ~e ~ .!.;-~ ::u ~ o (:::, l::- t:.:.-".-. ::u :2. ~ \.U. fT1 ~~ ::u e~ ~ ~ ..; L14 ::? t() ...J::i WESTERL Y TOP OF BANK SCRWA TEMPORARY CONSTRUCTION EASEMENT EXHIBIT B-2 IIYDIlt 1..,111111.. ~~~'AJ. MlCIf~ PRE!'AJlEI) FOR. MWH 4 DATE 8UIlIoITTED. 8-31-07 or 4 SHEE1S .JOlI IU!llEll SJB021l80t STATE OF CALIFORNIA COUNTY OF } ss. On , before me, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. (Seal) (Signature) 1 SELLER'S CERTIFICATION UNDER FOREIGN INVESTMENT IN REAL PROPERTY TAX ACT ("FIRPTA") (26 U.S.C. 1445) File No: NCS-26477S-SC March 11, 2009 THIS SECTION FOR INDIVIDUAL TRANSFEROR: Section 1445 of the Internal Revenue Code provides that a transferee (buyer) of a U.S. real property interest must withhold tax if the transferor (seller) is a foreign person. To inform the transferee (buyer) that withholding of tax is not required upon my disposition of a U.S. real property interest, I, Janet P. Roberts, Trustee of The Roberts Family Trust dated November 24,1982, hereby certify the following: 1. I am nota nonresident alien for purposes of U.S. income taxation;Ti{)_ '1~ q -:2..70 2. My U.S. taxpayer identification number (Social Securi Numb~O, is ,?/I 0" - J 3. My home address is I L 0 i/-8' I (tS-Jir :() V I understand that this certification may be disclosed to the Internal Revenue Service by the transferee and that any false statement I have made here could be punished by fine, imprisonment, or both. Under penalties of perjury I declare that I have examined this certification and to the best of my knowledge and belief it is true, correct, and complete. ~ Date JMP ~~~ \(uMu.! ~AAA~{~A~Mi Janet P. Roberts, Trustee of The Roberts Family Trust dated November 24, 1982 by Sharon McCarthy attorney in fact for Janet P. Roberts THIS SECTION FOR ENTITY TRANSFEROR: Section 1445 of the Internal Revenue Code provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. For U.S. tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the property and not the disregarded entity. To inform the transferee that withholding of tax is not required upon the disposition of a U.S. real property interest by [name of transferor] ("Transferor"), the undersigned hereby certifies the following on behalf of Transferor: 1. Transferor is not a foreign corporation, foreign partnership, foreign trust, or foreign estate (as those terms are defined in the Internal Revenue Code and Income Tax Regulations); 2. Transferor is not a disregarded entity as defined in Section 1.1445-2(b)(2)(iii); 3. Transferor's U.S. employer identification number is 4. Transferor's office address is Transferor understands that this certification may be disclosed to the Internal Revenue Service by transferee and that any false statement contained herein could be punished by fine, imprisonment, or both. Under penalties of perjury I declare that I have examined this certification and to the best of my knowledge and belief it is true, correct, and complete, and I further declare that I have authority to sign this document on behalf of Transferor. Date Signature Typed or Printed Name U.s._California JIRPTA Seller Affidavit-OpenjDraw_Rev.(7j12j04) Page 1 of 1 Pages 1 I I First American Title Insurance Company National Commercial Services 1737 North First Street, Suite 500 . San Jose, CA 95112 Buyer's Final Settlement Statement Property: Easement over parcels, APN 841-37-010, APN 841- 38-009, Unincorporated Area, CA 95020 File No: NCS-264775-SC Officer: Dian Blair/db New Loan No: Settlement Date: Disbursement Date: Print Date: 04/09/2009 04/09/2009 4/9/2009, 1:26 PM Buyer: Address: Seller: Address: South County Regional Wastewater Auth. 7351 Rosanna Street, Attn: Saeid Vaziry, Gilroy, CA 95020 The Roberts Family Trust 1401 Thomas Road, Hollister, CA 95023 Char2C Descl"iption , .',' < Buver Credit ,~" " Consideration: Total Consideration 40,481.00 Deposits in Escrow: Receipt No. 430530551 on 04/08/2009 by South County Regional Wastewater Auth. 41,760.55 TitlelEscrow Char{!es to: Policy-Standard ALTA 1992 Owner's - First American Title Insurance Company National Commercial 360.00 Services Escrow Fee - First American Title Insurance Company National Commercial Services 800.00 Cash ( From) (X To) Borrower 119.55 Totals 41,760.55 41,760.55