HomeMy WebLinkAbout2011 CON Richard Illes - Amendment #3 522 West 8th St / 2020 Hoover AveNOTE TO FILE
10-25-11
IN THE MATTER OF: A Resolution of the City Council Ratifying a
Second Amendment to Agreement for Exchange of Real Property
and Joint Escrow Instructions, Authorizing the Mayor to Execute a
Third Amendment to Said Agreement, and Authorizing the Mayor
to Execute an Indemnification Agreement with the Illes Family
Trust and Wells Fargo Bank Pertaining to Said Exchange of Real
Property (522 West 8th Street and 2020 Hoover Avenue). Please
note the following:
THE FULLY EXECUTED ORIGINAL AMENDMENT FILED
WITH THE OFFICE OF THE CITY CLERK DID NOT
INCLUDE A SIGNATURE OF ACCEPTANCE BY
ESCROW HOLDER — Stewart Title Company
ORIGINATING DEPARTMENT: CDC Housing & Grants
X City Attorney _ Human Resources
_ City Manager _ MIS
Community Svcs. _ Planning
Engineering _ Police
Finance Public Works
Fire
Note: Per George Eiser, a signature of acceptance by Escrow Holder is not crucial to the Agreement
NTF
NOTE TO FILE
10-25-11
IN THE MATTER OF: A Resolution of the City Council Ratifying a
Second Amendment to Agreement for Exchange of Real Property
and Joint Escrow Instructions, Authorizing the Mayor to Execute a
Third Amendment to Said Agreement, and Authorizing the Mayor
to Execute an Indemnification Agreement with the Illes Family
Trust and Wells Fargo Bank Pertaining to Said Exchange of Real
Property (522 West 8th Street and 2020 Hoover Avenue). Please
note the following:
A FULLY EXECUTED ORIGINAL INDEMNIFICATION AGREEMENT
WAS NEVER FILED WITH OFFICE OF THE CITY CLERK
ORIGINATING DEPARTMENT: _ CDC _ Housing & Grants
X City Attorney Human Resources
_ City Manager _ MIS
Community Svcs. _ Planning
Engineering _ Police
Finance Public Works
Fire
NTF
THIRD AMENDMENT TO
AGREEMENT FOR EXCHANGE OF REAL PROPERTY
AND JOINT ESCROW INSTRUCTIONS
TO: Stewart Title Company
7675 Mission Valley Road
San Diego, CA 92108-4429
(619) 692-1600
("Escrow Holder")
Escrow No.:
Escrow Officer:
Title Order No.:
Title Officer:
288553
Rhonda Bernardini
Frank Green
THIS THIRD AMENDMENT TO AGREEMENT FOR EXCHANGE OF REAL
PROPERTY AND JOINT ESCROW INSTRUCTIONS ("Agreement") is made and entered into
as of this 11th day of January, 2011, by and between the CI'l'Y OF NATIONAL CITY, a
municipal corporation, ("City"), and 1LLES FAMILY TRUST ("Illes"). The City and Illes are
sometimes hereinafter referred to collectively as the "Parties".
RECITALS
A. On or about September 23, 2010, the Parties entered into an Agreement whereby
they agreed to the exchange of the City Property at 522 West 8th Street, National City, for the
Illes Property at 2020 Hoover Avenue, National City.
B. Section 6.1.2 of the Agreement provides that the Grantee Party shall have forty-
five (45) days after the Effective Date (the "Contingency Period") to review and approve or
disapprove, inter alia, soils and environmental reports pertaining to the Grantor Party's Real
Property.
C. On or about November 9, 2010, the Parties amended the Agreement to extend the
Contingency Period by forty-five (45) days, for a total of ninety (90) days.
D. On or about December 23, 2010, the parties amended the Agreement to extend the
Contingency Period by an additional twenty-two (22) days, for a total of one hundred -twelve
(112) days.
E. It is necessary, in order to allow the Parties to prepare and approve additional
documents that will facilitate completion of the exchange transaction, to further extend the
Contingency Period by an additional ten (10) days, for a total of one hundred twenty-two (122)
days.
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
contained and for other good and valuable consideration, the Parties agree that Section 6.1.2 of
the Agreement for Exchange of Real Property and Joint Escrow Instructions dated September 23,
2010. is amended to read as follows:
6.1.2. Review and Approval of Documents and Materials.
The Grantor Party shall deliver to the Grantee Party within ten (10) days after the
Effective Date the documents and materials set forth below which pertain to the
Grantor Party's Real Property that are in the Grantor Party's possession or control
or are reasonably available to the Grantor Party, and to the extent that the Grantor
Party has actual knowledge thereof at no expense to the Grantor Party
("Documents and Materials"). From the Effective Date until 5 p.m. on that date
which is one hundred twenty-two (122) days after the Effective Date
("Contingency Period"), the Grantee Party shall have the right to review and
approve or disapprove, in its sole discretion, any or all of the Documents and
Materials; provided, however, the Contingency Period and Closing Date shall be
extended by one (1) day for every day that the Grantor Party is late in delivering
any of the Documents and Materials or any of the Title Documents beyond the
date that the Grantor Party is required hereunder to deliver the same to the Grantee
Party.
With the foregoing exception, each and every provision of the Agreement for Exchange
of Real Property and Joint Escrow Instructions dated September 23, 2010, shall remain in full
force and effect.
IN WITNESS WHEREOF, the Parties hereto have executed this Amendment to
Agreement as of the day and year first written above.
FLEES FAMILY TRUST CITY OF NATIONAL CITY
By:
By:
Richard Illes, Trustee
Beverly Ann Tiles, Co- rust
Acceptance by Escrow Holder:
13y:----
Ron Morrison, Mayor
Steward Title Company hereby acknowledges that it has received a fully executed original or
original executed counterparts of the foregoing Agreement for Exchange of Real Property and
Joint Escrow Instructions, and agrees to act as Escrow Holder thereunder and to be bound by and
strictly perform the terms thereof as such terms apply to Escrow Holder.
Dated:
, 2011 Stewart Title Company
a California corporation
By:
Between the City of National City 2 Amendment to Agreement for Exchange or
and Richard Illes Real Property and Joint Escrow Instructions
6.1.2. Review and Approval of Documents and Materials.
The Grantor Party shall deliver to the Grantee Party within ten (10) days after the
Effective Date the documents and materials set forth below which pertain to the
Grantor Party's Real Property that are in the Grantor Party's possession or control
or are reasonably available to the Grantor Party, and to the extent that the Grantor
Party has actual knowledge thereof at no expense to the Grantor Party
("Documents and Materials"). From the Effective Date until 5 p.m. on that date
which is one hundred twenty-two (122) days after the Effective Date
("Contingency Period"), the Grantee Party shall have the right to review and
approve or disapprove, in its sole discretion, any or all of the Documents and
Materials; provided, however, the Contingency Period and Closing Date shall be
extended by one (1) day for every day that the Grantor Party is late in delivering
any of the Documents and Materials or any of the Title Documents beyond the
date that the Grantor Party is required hereunder to deliver the same to the Grantee
Party.
With the foregoing exception, each and every provision of the Agreement for Exchange
of Real Property and Joint Escrow Instructions dated September 23, 2010. shall remain in full
force and effect.
IN WITNESS WHEREOF, the Parties hereto have executed this Amendment to
Agreement as of the day and year first written above.
ILLES FAMILY TRUST CITY OF NATIONAL CITY
By: By:
Richard Illes, Trustee Ron Morrison, Mayor
By:
Beverly Ann Illes, Co -Trustee
Acceptance by Escrow Holder:
Steward Title Company hereby acknowledges that it has received a fully executed original or
original executed counterparts of the foregoing Agreement for Exchange of Real Property and
Joint Escrow Instructions, and agrees to act as Escrow Holder thereunder and to be bound by and
strictly perform the terms thereof as such terms apply to Escrow Holder.
Dated:
, 2011 Stewart Title Company
a California corporation
By:
Between the City of National City
2
and Richard Illes Real Property and Joint Escrow Instructions
Amendment to Agreement for Exchange of
Name:
Title:
Its Authorized Agent
Between the City of National City
3
and Richard llles Real Property and Joint Escrow Instructions
Amendment to Agreement for Exchange of
INDEMNIFICATION AGREEMENT
This Indemnification Agreement ("Agreement") is made and entered into this
As, day of February, 2011, by and between the CITY OF NATIONAL CITY, a
municipal corporation ("CITY"), and the ILLES FAMILY TRUST ("ILLES").
RECITALS
A. CITY and ILLES entered into an Agreement for Exchange of Real Property and
Joint Escrow Instructions (the "Exchange Agreement") on or about September 23, 2010. The
purpose of the Exchange Agreement was for the CITY to transfer ownership of its land and
improvements commonly known as 522 West 8th Street, National City (the "City Property") to
ILLES, and for ILLES to transfer ownership of its land and improvements commonly known as
2020 Hoover Avenue, National City (the "Dies Property") to the CITY.
B. The Exchange Agreement was subsequently amended on or about November 9,
2010 ("First Amendment"), December 23, 2010 ("Second Amendment"), January 11, 2011
("Third Amendment"), and January 24, 2011 ("Fourth Amendment").
C. ILLES desires to be protected from liability arising out of any known
contamination on the City Property, and have requested indemnification from the CITY, and that
the CITY assume responsibility for possible future remediation activities on the City Property,
and the CITY has agreed to such indemnification and to assume such responsibility.
NOW, THEREFORE, for good and valuable consideration, the CITY and ILLES hereby
agree as follows:
1. Upon Close of Escrow, as that term is defined in the Exchange Agreement, the
CITY agrees to indemnify, defend, and hold harmless ILLES from and against any claims,
actions, suits, proceedings, loss, costs, damages, liability, or expenses resulting from any
corrective action required by the County of San Diego to remediate contamination known to
exist on 522 West 8h1 Street as of the date of this Agreement, provided that: 1) the City's
indemnification obligation shall not exceed $32,000; 2) in assuming this indemnification
obligation, the City shall have the right to oversee the remediation work being performed in
response to any corrective action required by the County; 3) if the land use at 522 West 8th
Street changes from that currently proposed by Illes, namely, the operation of a transit business,
then the City's indemnification obligation shall immediately be extinguished; 4) the City shall
not be liable for any decrease in the fair market value of 522 West 8th Street.
2. Geosyntec Consultants has conducted soils testing at 522 West 8'11 Street,
documented in a report dated February 8, 2011, a copy of which is attached hereto as Exhibit
"A" and incorporated herein by reference, and determined that the site sufficiently meets
environmental standards established by state regulatory agencies so as not to require remediation
activity.
December 2010
1 Indunilication Agreement
City of National City and Dies Family Trust
3. It is understood by the parties hereto that the CITY is legally self -insured pursuant
to Section 990 of the California Government Code, and Section 3700 of the California Labor
Code.
4. This Agreement may be executed in multiple counterparts, each of which ehall be
deemed an original, but all of which, together, shall constitute but one and the same instrument.
5. Except as otherwise expressly provided herein, the execution and delivery of this
Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to
any person or entity other than the parties hereto.
6. This Agreement shall be govemed by and construed in accordance with the laws
of the State of California.
7. This Agreement supersedes any prior agreements, negotiations and
communications, oral or written, and contains the entire agreement between the parties as to the
subject matter hereof. No subsequent agreement, representation, or promise made by either party
hereto, or by or to an employee, officer, agent, or representative of any party hereto shall be of
any effect unless it is in writing and executed by the party to be bound thereby.
8. This Agreement shall be binding upon and shall inure to the benefit of the
successors and assigns of the parties hereto.
9. The parties acknowledge and agree that (i) each party is of equal bargaining
strength, (ii) each party has actively participated in the drafting, preparation and negotiation of
this Agreement, (iii) each such party has consulted with or has had the opportunity to consult
with its own, independent counsel and such other professional advisors as such party has deemed
appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party
and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed
to enter into this Agreement following such review and the rendering of such advice, and (vi)
any rule or construction to the effect that ambiguities are to be resolved against the drafting party
shall not apply in the interpretation of this Agreement, or any portions hereof, or any
amendments hereto.
December 2010
-- Signature Page to Follow ---
2 Indemnification Agreement
City of National City and Illes Family Trust
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first above written.
CITY OF NATIONAL CITY THE ILLE AMILY ' UST
By:
Ron Morrison, Mayor
APPROVED AS TO FORM:
Clia G. S'ra
City Attorney
By:
(Signature)
RiCniep _a cts-
(Print)
By �VVV wl�nalit., . "`_.„
(Signature)
4 1,\.v i; A-Y) Z I (e5
(Print)
December 2010 3 Indemnification Agreement
City of National City and Dies Family Trust
Geosyntec °
consultants
VIA ELECTRONIC MAIL AND US MAIL
Ms. Patricia Beard
Community Development Commission of National City
1243 National City Boulevard
National City, CA 91950
Subject:
Limited Site Characterization
National City Transit Yard
522 W. 8th Street
National City, California
Dear Ms. Beard:
10875 Rancho Bernardo Road, Suite 200
San Diego, CA 92127
• PH 858.674.6559
FAX 858.674.6586
www.geosyntec.com
8 February 2011
As requested, Geosyntec Consultants (Geosyntec) is pleased to present the City of National City
Community Development Commission (CDC) this Limited Site Characterization Report related
to the National City Transit Yard (NCTY) located at 522 W. 8th Street in National City,
California (the site). This report has been provided in response to your request to identify
potential soil impacts in the vicinity of an existing Above -Ground Storage Tank (AST) diesel
fuel system located at the NCTY.
BACKGROUND
Based on NCTY design plans provided by the CDC and a site visit by Geosyntec and its
subcontractor, Fred North Construction (FNC) on 25 January 2010, the AST diesel fuel system
consist of the following: two 8,000 gallon double -walled steel ASTs containing approximately
13,000 gallons of diesel fuel; a concrete pump island and fuel dispenser; approximately 120
linear feet (LF) of underground piping; a fiberglass leak detection sump; and a remote fill
transfer pump.
In July 2010, Bryant Geoenvironmental Inc. (BGI) conducted a Phase I Environmental Site
Assessment on behalf of Wells Fargo Bank in anticipation of a pending property transaction.
Due to the nature of the findings of the Phase I ESA, BGI was contracted to conduct a Phase II
ESA at the site. Concentrations of total recoverable petroleum hydrocarbon (TRPI1) of up to
1,600 mg/kg were observed in soil samples collected from the site. Based on a telephone
conversation with George Eiser, Legal Counsel for the City of National City, Geosyntec
understands that Wells Fargo Bank requested the CDC perform a soil investigation along the
engineers I scientists I innovators
EXHIBIT "A"
Ms. Patricia Beard
8 February 2011
Page 2
Geosyntec °
consultants
underground piping associated with the AST diesel fuel system to further evaluate potential soil
impacts associated with the existing diesel fuel system at the site.
SCOPE OF WORK
A surface geophysical survey was performed by a private underground utility locator in the
vicinity of the proposed investigation to evaluate the presence of subsurface utilities and identify
the location of the underground piping between the ASTs and the dispenser prior to commencing
field activities. A geophysical anomaly (potential trench, underground piping, or buried cable)
was observed to extend from the fuel dispenser south toward the electrical panel adjacent to the
landscaping (Figure 1). A second geophysical anomaly was also observed to extend from the
fuel dispenser to the two ASTs approximately 15-20 feet west of the landscaping.
Geosyntec performed the soil investigation in the vicinity of the AST diesel fuel system in
accordance with the San Diego Department of Environmental Health (DEH), Site Assessment
and Mitigation (SAM) Manual. Nine (9) shallow hand auger soil borings were advanced to
depths of up to 5 feet below ground surface (bgs) near the underground pipe, dispensers, sump
and the planter located west of the fuel pump (Figure 1). Five of the soil borings (B-1 through
B-5) were placed at approximately 20 foot intervals adjacent to the underground piping. An
additional boring (B-8) was advanced in the landscaping to address potential impacts near the
easternmost geophysical anomaly. Soil samples were collected from each boring at depths of
approximately 3 and 5 feet bgs and analyzed for total petroleum hydrocarbon quantified as diesel
(TPH-d) by EPA Method 8015 in an offsite laboratory. Soil cuttings generated during the
investigation were placed in a 55-gallon drum. Each boring was backfilled with bentonite chips,
hydrated with potable water, and covered with concrete to match the existing ground surface, as
necessary.
RESULTS
Results of the soil investigation are summarized in the table below and analytical certificates are
included in Attachment 1. TPH-d was detected in 5 of the 18 samples collected at
concentrations ranging from 30 to 5,800 mg/kg. With the exception of the samples collected
from borings B-4, B-6, and B-9 at 3 feet bgs, no samples exceeded the San Francisco Regional
Water Quality Control Board (RWQCB) industrial screening level for TPH-d of 180 mg/kg.
Boring ID
Depth
Units
B-1
B-2
B-3
B-4
B-5
B-6
B-7
B-8
B-9
3 feet
mg/kg
ND
ND
ND
4,300
ND
470
ND
9.6
5,800
5 feet
mg/kg
ND
ND
ND
ND
ND
30
ND
ND
ND
ND — Not Detected
mg/kg — milligram per kilogram
Nati onal Cirv. Rpt. F, 020811. doc
engineers I scientists I innovators
Ms. Patricia Beard
8 February 2011
Page 3
CONCLUSION
Geosyntec
consultants
Based on the results of the soil investigation, localized shallow soil impacts exceeding the
screening level for TPH-d in soil at industrial facilities appear to be present in the vicinity of the
fuel dispenser, the sump, and the underground piping near the transfer pump.
The results indicate that the impacts attenuate rapidly with depth. indicating groundwater
impacts are not likely. Furthermore, based on the current and anticipated future site use
(commercial), and the absence of sensitive receptors in the areas where TPH-d was detected in
soil. and existence of concrete paving over most of the site, the potential for unacceptable
exposures in unlikely. Furthermore, based on the localized and shallow extent of TPH-d in soil
as identified during this and previous investigations conducted at the site, the need for further
assessment or regulatory involvement does not appear to be warranted.
Geosyntec appreciates this opportunity to provide environmental consulting services to CDC in
conjunction with the NCTY. If you have any questions, please contact me at (858) 674-6559.
Sincerely,
Geosyntec Consultants
Veryl Wittig, PG, CHG
Project Manager
Figure 1: Boring Locations
Attachment 1: Laboratory Analytical Certificates
Reference: San Francisco RWQCB, TPH screening levels from "Screening for Environmental
Concerns at Sites with Contaminated Soil and Groundwater," May 2008
NationalCity_Rpt_F 0208I I doc
engineers I scientists I innovators
LEGEND
B-2
DIRECT PUSH BORING LOCATION
(BRYANT GEOENVIRONMENTAL)
APPROXIMATE LOCATION
OF HAND AUGER BORING
- GEOPHYSICAL ANOMALY
0
0
U
O
U
Z
0
0
CO
v
0
U
0
0
Z
N
0
O
U
0
i
9
O
U
/
a
ABOVE GROUND STEEL PIPE
08
8-1
Or-
B-2* I
CONCRETE I
B-3*
I
INTERCEPTOR I
COVERS B-5*
8,000 GALLON
DIESEL AST
B
FUEL DISPENSER
B-8
LANDSCAPING
ELECTRICAL PANEL
REMOTE FILL TRANSFER PUMP
8,000 GALLON
DIESEL AST
2.5-FOOT DIAMETER
FIBERGLASS LEAK
DETECTION SUMP
0
20' 40'
SCALE IN FEET
SOIL BORING LOCATIONS
NATIONAL CITY TRANSIT YARD
NATIONAL CITY, CA
Geosyntec °
consultants
DATE: FEBRUARY 2011
PROJECT NO. SC0558 1
FIGURE
Page 1 of 12
alscience
environmental
„� aboratories, Inc.
February 03, 2011
Shana McCarthy
GeoSyntec Consultants
10875 Rancho Bernardo Road, Suite 200
San Diego, CA 92127-2116
Subject: Calscience Work Order No.: 11-01-1855
Client Reference: Nat. City Transit Yard 1 SC0558-01-01
Dear Client:
Enclosed is an analytical report for the above -referenced project. The samples included
in this report were received 1/28/2011 and analyzed in accordance with the attached
chain -of -custody.
Calscience Environmental Laboratories certifies that the test results provided in this
report meet all NELAC requirements for parameters for which accreditation is required
or available. Any exceptions to NELAC requirements are noted in the case narrative.
The original report of subcontracted analysis, if any, is provided herein, and follows the
standard Calscience data package. The results in this analytical report are limited to the
samples tested and any reproduction thereof must be made in its entirety.
If you have any questions regarding this report, please do not hesitate to contact the
undersigned.
Sincerely,
Calscience Environmental
Laboratories, Inc.
Stephen Nowak
Project Manager
NELAP ID: 03220CA • DoD-ELAP ID: L10-41 • CSDLAC ID: 10109 • SCAQMD ID: 93LA0830
lila/00A 7440 Lincoln Way, Garden Grove, CA 92841-1427 . TEL:(714) 895-5494 • FAX: (714) 894-7501
Page 2 of 12
alscience
tiw_nvironmental
sr
= aboratories, Inc.
Analytical Report
GeoSyntec Consultants Date Received:
10875 Rancho Bernardo Road, Suite 200 Work Order No:
San Diego, CA 92127-2116 Preparation:
Method:
Project: Nat. City Transit Yard / SC0558-01-01
01/28/11
11-01-1855
EPA 3550B
EPA 8015E (M)
Page 1 of 5
Client Sample Number
Lab Sample Date/Time
Collected Matrix
Number
Date Date/Time
Instrument Prepared Analyzed QC Batch ID
B8-3'
11-01-1855-1-A 01/28/11
07:58
Solid GC 43 01/31/11 02/01 /11 110131 B16
23:57
Comment(s):
-The sample chromatographic pattern for TPH does not match the chromatographic pattern of the specified standard
of the unknown hydrocarbon(s) in the sample was based upon the specified standard.
Parameter Result RL DF Qual Units
TPH as Diesel 9.6 5.0 1 mg/kg
Surrogates:
Decachlorobiphenyl
REC (%) Control Limits
109 61-145
u al
Quantitation
B8.5'
11-01-1855-2-A 01/28/11 Solid GC 43 01/31H1 02/02/11 110131B16
08:12
00:19
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
REC (%)
110
RL
5.0
Control Limits
61-145
DF
1
Qual Units
mg/kg
ual
B9-3'
11-01-1855-3-A 01/28/11 Solid GC 43 01/31/11 02/02H1 110131B16
08:34
13:48
Comment(s):
-The sample chromatographic pattem for TPH matches the chromatographic pattem of the specified standard but heavier
hydrocarbons are also present (or were detected).
Parameter Result RL DF
TPH as Diesel
Surrogates:
Decachlorobiphenyl
5800 50
REC (%) Control Limits
128
61-145
10
ual
ual
Units
mg/kg
B9-5'
11-01-1855-4-A 01/28/11 Solid GC 43 01/31/11 02/02111 110131B16
08:46
01:05
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
REC (%)
112
RL
5.0
Control Limits
61-145
DF
1
ual
Qual
Units
mg/kg
RL- Reporting Limit , DF- DilutionFactor , Qual -Qualifiers
146. joitim,
7440 Lincoln Way, Garden Grove, CA 92841-1427 • TEL:(714) 895-5494 • FAX: (714) 894-7501
Page 3 of 12
alscience
Is._,nvironmental Analytical Report
aboratories, Inc.
GeoSyntec Consultants Date Received:
10875 Rancho Bernardo Road, Suite 200 Work Order No:
San Diego, CA 92127-2116 Preparation:
Method:
Project: Nat. City Transit Yard / SC0558-01-01
01/28/11
11-01-1855
EPA 3550B
EPA 8015B (M)
Page 2 of 5
Client Sample Number
Lab Sample
Number
Date/Time
Collected
Matrix
Date Date/Time
Instrument Prepared
Analyzed QC Batch ID
B7-3'
11-01-1855-5-A 01/28/11 Solid GC 43 01/31/11 02/02111 110131B16
09:10
01:28
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
REC (%) Control Limits
111
RL
5.0
61-145
DF
1
Qual
Qual
Units
mg/kg
B7-5'
11-01-1855-6-A 01/28/11
09:20
Solid GC 43 01/31/11 02/02/11 110131816
01:51
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
REC (%)
112
RL
5.0
Control Limits
61-145
DF
1
Qual
Qual
Units
mg/kg
B5-3'
11-01-1855-7-A 01/28/11 Solid GC 43 01/31/11 02/02/11 110131B16
09:37
02:17
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
RL
5.0
REC (%) Control Limits
114 61-145
DF
1
Qual
Qual
Units
mg/kg
B5-5'
11-01-1855-8-A
01/28111 Solid GC 43 01/31/11 02/02/11 1101311316
02:42
09:50
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
RL
5.0
REC (%) Control Limits
113 61-145
DF
1
ual
ual
Units
mg/kg
RL - Reporting Limit DF - Dilution Factor Qual - Qualifiers
7440 Lincoln Way, Garden Grove, CA 92841-1427 • TEL:(714) 895-5494 • FAX: (714) 894-7501
Page 4 of 12
alscience
nvironmental
= aboratories, Inc.
Analytical Report
GeoSyntec Consultants Date Received:
10875 Rancho Bernardo Road, Suite 200 Work Order No:
San Diego, CA 92127-2116 Preparation:
Method:
Project: Nat. City Transit Yard / SC0558-01-01
01/28/11
11-01-1855
EPA 3550E
EPA 8015B (M)
Page 3 of 5
Client Sample Number
Lab Sample
Number
Date/Time
Collected
Matrix
Date Date/Time
Instrument Prepared Analyzed QC Batch ID
B4-3'
11-01.1855-0-A 01/28/11 Solid GC 43 01/31/11 02/02/11 110131B16
10:14
03:31
Comment(s):
TPH as Diesel
Surrogates:
Decachlorobiphenyl
-The sample chromatographic pattern for TPH does not match the chromatographic pattern of the specified standard
of the unknown hydrocarbon(s) in the sample was based upon the specified standard.
Parameter Result RL DF Qual Units
mg/kg
4300 200 40
REC (%) Control Limits
113 61-145
Qual
Quantitation
B4-5'
11-01-1855-10-A 01/28/11 Solid GC43 01/31/11 02/0211 110131B16
10:35 03:56
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
B3-0'
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
REC (%) Control Limits
111
RL
5.0
61-145
DF
1
Qual
Qual
Units
mg/kg
11-01-1855-11-A 01/28/11
10:48
Solid GC 43 01/31/11 02/02/11 110131 B16
04:21
Result
ND
REC (%)
105
RL
5.0
Control Limits
61-145
DF
1
ual
ual
Units
mg/kg
B3-5'
11-01-1855-12-A 01/28/11
11:06
Solid GC 43 01/31/11 02/02/11 1101311316
04:46
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
RL
5.0
REC (%) Control Limits
112 61-145
DF
1
ual
Qual
Units
mg/kg
RL - Reporting Limit ,
DF - Dilution Factor Qual - Qualifiers
7440 Lincoln Way, Garden Grove, CA 92841-1427 • TEL:(714) 895-5494 • FAX: (714) 894-7501
Page 5 of 12
r alscience
Hamm
nvironmental Analytical Report
a
aboratories, Inc.
GeoSyntec Consultants Date Received:
10875 Rancho Bernardo Road, Suite 200 Work Order No:
San Diego, CA 92127-2116 Preparation:
Method:
Project: Nat. City Transit Yard / SC0558-01-01
01/28/11
11-01-1855
EPA 3550B
EPA 8015B (M)
Page 4 of 5
Client Sample Number
Lab Sample
Number
Date/Time
Collected
Matrix
Date Date/Time
Instrument Prepared Analyzed QC Batch ID
B23'
11-01-1855-13-A 01/28/11
11:15
Solid GC 43 01/31/11 02/02/11 110131B16
05:11
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
RL
5.0
REC (%) Control Limits
108 61-145
DF
1
Qual
ual
Units
mg/kg
B2-5'
11-01-1855.14-A 01/28/11
11:22
Solid GC 43 01/31/11 02/02111 110131B16
05:35
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyt
Result
ND
REC (%) Control Limits
114
RL
5.0
61-145
DF
1
Qual
Qual
Units
mg/kg
B13'
11-01-1855-15-A 01/28/11
11:42
Solid GC 43 01/31/11 02/02/11 110131B16
10:47
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
REC (%)
111
RL
5.0
Control Limits
61-145
DF
1
Qual, Units
mg/kg
Qual
B1-5'
11-01-1855-16-A 01/28/11
11:51
Solid GC 43 01/31/11 02/02/11 1101311316
11:07
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
REC (%)
109
RL
5.0
Control Limits
61-145
DF
1
ual
ual
Units
mg/kg
RL - Reporting Limit , DF - Dilution Factor , Qual-Qualifiers
filarkWk 7440 Lincoln Way, Garden Grove, CA 92841-1427 • TEL:(714) 895-5494 • FAX: (714) 894-7501
Page 6 of 12
qir alscience
� _ nvironmental
:l. aboratories, Inc.
Analytical Report
GeoSyntec Consultants
10875 Rancho Bernardo Road, Suite 200
San Diego, CA 92127-2116
Project: Nat. City Transit Yard / SC0558-01-01
Date Received:
Work Order No:
Preparation:
Method:
01/28/11
11-01-1855
EPA 3550B
EPA 8015B (M)
Page 5 of 5
Client Sample Number
Lab Sample Date/Time
Collected Matrix
Number
Date Date/Time
Instrument Prepared Analyzed QC Batch ID
B6-3'
11-01-1855-17-A 01/28/11
12:05
Solid GC 43 01/31,11 02/02/11 110131B16
11:27
Comment(s):
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
-The sample chromatographic pattem for TPH does not match the chromatographic pattem of the specified standard. Quantitation
of the unknown hydrocarbon(s) in the sample was based upon the specified standard.
Result RL DF Qual Units
470 20 4
REC (%)
111
Control Limits
61-145
Qual
mg/kg
B6-5'
11-01-1855-18-A 01/28/11
12:12
Solid GC 43 01/31/11 02/02h 1 110131 B16
12:44
Comment(s):
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
-The sample chromatographic pattern for TPH does not match the chromatographic pattern of the specified standard. Quantitation
of the unknown hydrocarbon(s) in the sample was based upon the specified standard.
Result RL DF ual
30 5.0 1
REC (%) Control Limits
106 61-145
ual
Units
mg/kg
Method Blank
099-12-2753,853 N/A Solid GC43 01/31/11 02/01/11 110131B16
21:16
Parameter
TPH as Diesel
Surrogates:
Decachlorobiphenyl
Result
ND
RL
5.0
REC (%) Control Limits
105 61-145
DF
1
Qual
Qual
Units
mg/kg
iikRL - Reporting Limit ,
athi4vm
DF - Dilution Factor , Qual -Qualifiers
7440 Lincoln Way, Garden Grove, CA 92841-1427 • TEL:(714) 895-5494 • FAX: (714) 894-7501
Page 7 of 12
alscience
vim
nvironmental
aboratories, Inc.
Quality Control - Spike/Spike Duplicate
GeoSyntec Consultants Date Received:
10875 Rancho Bernardo Road, Suite 200 Work Order No:
San Diego, CA 92127-2116 Preparation:
Method:
Project Nat. City Transit Yard / SC0558-01-01
01/28/11
11-01-1855
EPA 3550B
EPA 8015E (M)
Quality Control Sample ID
Matrix Instrument
Date
Prepared
Date
Analyzed
MS/MSD Batch
Number
11-01-18534
Solid GC 43 01/31/11 02/01111 110131S16
Parameter
TPH as Diesel
MS %REC MSD %REC %REC CL RPD RPD CL Qualifiers
93 97 64-130 4 0-15
RPD - Relative Percent Difference , CL - Control Limit
6,446t."4
7440 Lincoln Way, Garden Grove, CA 92841-1427 . TEL:(714) 895-5494 • FAX: (714) 894-7501
Page 8 of 12
alscience
rim
nvironmental Quality Control - LCS/LCS Duplicate
aboratories, Inc.
GeoSyntec Consultants Date Received:
10875 Rancho Bernardo Road, Suite 200 Work Order No:
San Diego, CA 92127-2116 Preparation:
Method:
Project: Nat. City Transit Yard / SC0558-01-01
N/A
11-01-1855
EPA 3550B
EPA 8015B (M)
Quality Control Sample ID
099-12-2753,853 Solid GC 43 01/31/11 02/02/11 110131B16
Parameter
TPH as Diesel
Matrix
Instrument
Date
Prepared
Date
Analyzed
LCS/LCSD Batch
Number
LCS %REC LCSD %REC %REC CL RPD RPD CL Qualifiers
88 94 75-123 6
0-12
RPD - Relative Percent Difference , CL - Control Limit
7440 Lincoln Way, Garden Grove, CA 92841-1427 . TEL:(714) 895-5494 • FAX: (714) 894-7501
Page 9 of 12
alscience
_nvironmenta/ Glossary of Terms and Qualifiers
�r aboratories, Inc.
Work Order Number: 11-01-1855
Qualifier Definition
* See applicable analysis comment.
Less than the indicated value.
Greater than the indicated value.
1 Surrogate compound recovery was out of control due to a required sample dilution,
therefore, the sample data was reported without further clarification.
2 Surrogate compound recovery was out of control due to matrix interference. The
associated method blank surrogate spike compound was in control and, therefore, the
sample data was reported without further clarification.
3 Recovery of the Matrix Spike (MS) or Matrix Spike Duplicate (MSD) compound was out
of control due to matrix interference. The associated LCS and/or LCSD was in control
and, therefore, the sample data was reported without further clarification.
4 The MS/MSD RPD was out of control due to matrix interference. The LCS/LCSD RPD
was in control and, therefore, the sample data was reported without further clarification.
5 The PDS/PDSD or PES/PESD associated with this batch of samples was out of control
due to a matrix interference effect. The associated batch LCS/LCSD was in control and,
hence, the associated sample data was reported without further clarification.
B Analyte was present in the associated method blank.
BU Sample analyzed after holding time expired.
E Concentration exceeds the calibration range.
ET Sample was extracted past end of recommended max. holding time.
J Analyte was detected at a concentration below the reporting limit and above the
laboratory method detection limit. Reported value is estimated.
ME LCS Recovery Percentage is within LCS ME Control Limit range.
ND Parameter not detected at the indicated reporting limit.
Q Spike recovery and RPD control limits do not apply resulting from the parameter
concentration in the sample exceeding the spike concentration by a factor of four or
greater.
X % Recovery and/or RPD out -of -range.
Z Analyte presence was not confirmed by second column or GC/MS analysis.
Solid - Unless otherwise indicated, solid sample data is reported on a wet weight basis, not
corrected for % moisture. All QC results are reported on a wet weight basis.
7440 Lincoln Way, Garden Grove, CA 92841-1427 • TEL:(714) 895-5494 • FAX: (714) 894-7501
/ST'S- Document Number: 3256
Analysis Request and Chain of Custody Record
Prof ct Name
• c • T.Rrts:f Va+O(
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S e 0Sri? -0I - O I
Required Analyses
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eosyntec
consultants
ancho Bernardo Road, Suite 200, San Diego, CA 92127 (858) 674-6559 Fax: (858) 674-6586
/
Analysis Request and Chain of C
Document Number: 3254
samples
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IV
consultants
Page 12 of 12
WORK ORDER #: 11-01- Z ®E E
SAMPLE RECEIPT FORM
CLIENT: a.{ QSyn'-('
Cooler I of 1
DATE: 0 / /Q8/11
TEMPERATURE: Thermometer ID: SC1 (Criteria: 0.0°C — 6.0°C, not frozen)
Temperature • °C + 0.5 °C (CF) = F . °C p'Btank ❑ Sample
❑ Sample(s) outside temperature criteria (PM/APM contacted by: ).
❑ Sample(s) outside temperature criteria but received on ice/chilled on same day of sampling.
0 Received at ambient temperature, placed on ice for transport by Courier.
Ambient Temperature: ❑ Air 0 Filter
Initial:
CUSTODY SEALS INTACT:
O Cooler 0
O Sample ❑
0 No (Not Intact)
0 No (Not Intact)
E Not Present
Not Present
❑ N/A
Initial:
Initial:
SAMPLE CONDITION:
Chain -Of -Custody (COC) document(s) received with samples
COC document(s) received complete
O Collection date/time, matrix, and/or # of containers logged in based on sample labels
❑ No analysis requested. ❑ Not relinquished. ❑ No date/time relinquished.
Sampler's name indicated on COC ❑ ❑
Sample container label(s) consistent with COC ❑ ❑
Sample container(s) intact and good condition ❑ ❑
Proper containers and sufficient volume for analyses requested l7 0 ❑
Analyses received within holding time �j ❑ ❑
pH / Residual Chlorine / Dissolved Sulfide received within 24 hours ❑ ❑
Proper preservation noted on COC or sample container ❑ ❑
❑ Unpreserved vials received for Volatiles analysis
Volatile analysis container(s) free of headspace ❑ ❑
Tedlar bag(s) free of condensation ❑ ❑
CONTAINER TYPE:
Solid: ❑4ozCGJ .7rgozCGJ 016ozCGJ ❑Sleeve ( ) ❑EnCores® ❑TerraCores° ❑
Water: ❑VOA ❑VOAh ❑VOAna2 0125AGB 0125AGBh 0125AGBp 01AGB 101AGBna2 71AGBs
10500AGB 0500AGJ 0500AGJs 0250AGB ❑250CGB ❑250CGBs ❑ 1 PB 0500PB 0500PBna
0250PB 0250PBn ❑125PB 10125PBznna 0100PJ 0100PJna2 ❑ ❑ ❑
Yes
No
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Air: OTedlar® DSumma® Other: ❑ Trip Blank Lot#: Labeled/Checked byf -
Container: C: Clear A: Amber P: Plastic G: Glass J: Jar ,8: Bottle Z: Ziploc/Resealable Bag E: Envelope Reviewed by: JI/UJt
Preservative: h: HCL n: HNO3 na3:Na¢S203 na: NaOH p: H3PO4 s: H2SO4 znna: ZnAc2+NaOH f: Field -filtered Scanned by:
SOP T100 j90 (09/13!10
I
RESOLUTION 2011 — 12
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY
RATIFYING A SECOND AMENDMENT TO AGREEMENT FOR EXCHANGE OF
REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS,
AUTHORIZING THE MAYOR TO EXECUTE A THIRD AMENDMENT
TO SAID AGREEMENT, AND AUTHORIZING THE MAYOR
TO EXECUTE AN INDEMNIFICATION AGREEMENT WITH
THE ILLES FAMILY TRUST AND WELLS FARGO BANK
PERTAINING TO SAID EXCHANGE OF REAL PROPERTY
(522 WEST 8TH STREET AND 2020 HOOVER AVENUE)
WHEREAS, on September 23, 2010, the City and the Illes Family Trust ('files")
entered into an Agreement for Exchange of Real Property and Joint Escrow Instructions (the
"Agreement") whereby the parties agreed to an exchange of the City -owned property at 522
West 8th Street for the IIles-owned property at 2020 Hoover Avenue; and
WHEREAS, Section 6.1.2 of the Agreement provides that a party shall have
forty-five (45) days after the Agreement is executed (the "Contingency Period") to review and
approve or disapprove, among other items, soils and environmental reports pertaining to the
other party's property; and
WHEREAS, on or about November 9, 2010, the parties entered into a First
Amendment to the Agreement, extending the Contingency Period by 45 days to December 23,
2010; and
WHEREAS, it was necessary, in order to provide adequate time for preparation
and approval of an Indemnification Agreement between the parties and Wells Fargo Bank (the
"Bank"), which will hold a deed of trust on the property at 522 West 8th Street, for the parties to
enter into a Second Amendment to the Agreement on or about December 23, 2010, extending
the Contingency Period for 22 days, until January 14, 2011; said Second Amendment was
executed by City staff and should appropriately be ratified by the City Council; and
WHEREAS, it is necessary in order to provide additional time for preparation and
approval of the Indemnification Agreement, for the parties to enter into a Third Amendment to
the Agreement to extend the Contingency Period for 10 additional days, until January 24, 2011;
and
WHEREAS, the proposed Indemnification Agreement shall provide that the City
will indemnify, defend, and hold harmless IIles and the Bank from all liability, loss, or damages
resulting from any corrective action ordered by the County of San Diego for the property at 522
West 8th Street; and
WHEREAS, the Indemnification Agreement shall provide that the City will
reimburse IIles for the cost of any corrective action required by the County that is within the
scope of the Geosyntec proposal, and that said reimbursement obligation is limited to $32,000,
or in the alternative, that the City will reimburse IIles for up to $10,000 for the cost of IIles
removing contaminated soil from 522 West 8th Street according to the February 3, 2010
Geosyntec proposal.
Resolution No. 2011 —12
Page 2
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
National City hereby ratifies a Second Amendment to Agreement for Exchange of Real Property
and Joint Escrow Instructions to amend Section 6.1.2 of the Agreement to extend the
Contingency Period for 22 days, for a total of 112 days. Said Second Amendment to
Agreement is on file in the office of the City Clerk.
BE IT FURTHER RESOLVED that the Mayor is authorized to execute a Third
Amendment to Agreement to extend the Contingency Period by an additional 10 days, until
January 24, 2011.
BE IT FURTHER RESOLVED that the Mayor is authorized to execute an
Indemnification Agreement by and between the City, the Illes Family Trust, and Wells Fargo
Bank. Said Indemnification Agreement is on file in the office of the City Clerk.
PASSED and ADOPTED this 11th day of January, 2011.
Ron Morrison, Mayor
ATTEST:
Michael R. Dalla, "City Clerk
A
C
OVED AS O FORM:
MA%
G Silva
City Attorney
Passed and adopted by the Council of the City of National City, California, on January
11, 2011 by the following vote, to -wit:
Ayes: Councilmembers Morrison, Natividad, Rios, Sotelo-Solis, Zarate.
Nays: None.
Absent: None.
Abstain: None.
AUTHENTICATED BY: RON MORRISON
Mayor of the City of National City, California
City erk of the /litof National City, California
By:
Deputy
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2011-12 of the City of National City, California, passed and adopted
by the Council of said City on January 11, 2011.
City Clerk of the City of National City, California
By:
Deputy
CITY OF NATIONAL CITY, CALIFORNIA
COUNCIL AGENDA STATEMENT
"'SETING DATE: January 11, 2011 AGENDA ITEM NO.19
ITEM TITLE:
Resolution of the City Council of the City of National City Ratifying a Second Amendment to Agreement for
Exchange of Real Property and Joint Escrow Instructions, and authorizing the Mayor to execute an
Indemnification Agreement with the Illes Family Trust and Wells Fargo Bank pertaining to said Exchange
of Real Property (522 West 8th Street and 2020 Hoover Avenue)
PREPARED BY: George H. Eiser, III P4 DEPARTMENT: City Attorney
PHONE: Ext. 4221
EXPLANATION:
APPROVED BY:
Please see attached memorandum.
FINANCIAL STATEMENT:
ACCOUNT NO.
N/A
ENVIRONMENTAL REVIEW:
N/A
ORDINANCE: INTRODUCTION:
FINAL ADOPTION:
APPROVED:
APPROVED:
Finance
MIS
STAFF RECOMMENDATION:
Adopt proposed resolution.
BOARD / COMMISSION RECOMMENDATION:
N/A
rTACHMENTS:
Memorandum
Proposed resolution
Second Amendment to Agreement for Exchange of Real Property and Joint Escrow Instructions
Indemnification Agreement
Mayor
Ron Morrison
Council Members
Alejandra Sotelo-Solis
Louis Natividad
Mona Rios
Rosalie Zarate
Office of the City Attorney
City Attorney
Claudia Gacitua Silva
Legal Counsel
George H. Eiser, III
Senior Assistant City Attorney
Jodi L. Doucette
TO: Mayor and City Council DATE: January 3, 2011
FROM: George H. Eiser, III, Legal Counsel
SUBJECT: Agreement for Exchange of City -Owned Property at 522 West 8th Street for
Property Owned by Illes Family Trust at 2020 Hoover Avenue; Second
Amendment to Agreement; Indemnification Agreement
On September 23, 2010, the City and the Illes Family Trust ("Illes") entered into an Agreement
for Exchange of Real Property and Joint Escrow Instructions (the "Agreement") whereby the
parties agreed to an exchange of the City -owned property at 522 West 8th Street for the Illes-
owned property at 2020 Hoover Avenue. Section 6.1.2 of that Agreement provides that either
party to the Agreement shall have forty-five (45) days after the Agreement is executed (the
"Contingency Period") to review and approve or disapprove, among other items, soils and
environmental reports pertaining to the other party's property. On November 9, 2010, the City
Council approved a First Amendment for Exchange of Real Property (the "First Amendment"),
extending the Contingency Period for an additional 45 days to December 23, 2010, to provide
adequate time for certain soils tests to be performed on the City Property, and for the parties to
review and evaluate any reports based upon these soils tests.
Wells Fargo Bank (the "Bank") is the beneficiary of a deed of trust on the Ines property.
Concurrently with the exchange of the City and Illes properties, the Bank intends to transfer its
deed of trust to the City property. In order to be protected from any known contamination of the
City property, the Bank and Ines have requested indemnification from the City, and that the City
assume responsibility for possible future remediation activities on the City property.
In order to negotiate the terms of an indemnification agreement and allow time for the City
Council to consider approval, it was necessary to extend the Contingency Period set forth in the
First Amendment to January 14, 2011. Therefore, a Second Amendment to Agreement for
Exchange of Real Property (the "Second Amendment") was approved by the staff (in the absence
of a City Council meeting between December 23 and January 11) on December 22. The
proposed resolution would ratify the Second Amendment. A copy of the Second Amendment is
attached to the agenda.
The proposed resolution, if approved, would also authorize execution of an Indemnification
Agreement between the City, Illes, and the Bank. According to the terms of the Indemnification
Agreement, the City would indemnity, defend, and hold harmless Illes and the Bank from any
liability, loss, or damages resulting from any corrective action required by the County of San
Diego to remediate contamination currently known to exist on the City property. Further, the
1243 National City Boulevard; National City, California 91950-4301
Tel.: (619) 336.4220 Fax: (619) 336.4327
City would assume responsibility to reimburse Illes for the cost of such corrective action. Lastly,
the Indemnification Agreement contains three qualifications to the City's obligations to provide
indemnity and assume responsibility for the cost of the possible corrective action:
1) The corrective action giving rise to the City's reimbursement obligation shall be
within the scope of the remediation activities identified in the "Proposal for Environmental
Consulting Services" dated February 3, 2010, prepared by the City's consultant, Geosyntec
Consultants. That proposal essentially provides a plan for removal ofthe above -ground fuel
storage tanks ("AST's") on the City property, together with a contingency plan for potential
removal of soil contaminated by leakage of the AST's. The cost of the AST removal is $24,917;
the cost of implementing the contingency plan is $6,923.
2) The City's reimbursement obligation shall not exceed $32,000.
3) The City's indemnification obligation is limited to those costs and damages
resulting from corrective action required by the County, and such corrective action shall be
within the scope of the Geosyntec proposal.
A copy of the Indemnification Agreement, including the Geosyntec proposal, is attached to the
agenda.
It is recommended that the proposed resolution be adopted, ratifying the Second Amendment to
Agreement for Exchange of Real Property, and authorizing the Mayor to execute the
Indemnification Agreement.
GEORGE H. EISER, III
Legal Counsel
GHE/gt 10
January 3, 2011 2 Exchange of Real Property
City of National City and Illes Family Trust
SECOND AMENDMENT TO
AGREEMENT FOR EXCHANGE OF REAL PROPERTY
AND JOINT ESCROW INSTRUCTIONS
TO: Stewart Title Company
7675 Mission Valley Road
San Diego, CA 92108-4429
(619) 692-1600
("Escrow Holder")
Escrow No.:
Escrow Officer:
Title Order No.:
Title Officer:
288553
Rhonda Bernardini
Frank Green
THIS SECOND AMENDMENT TO AGREEMENT FOR EXCHANGE OF REAL
PROPERTY AND JOINT ESCROW INSTRUCTIONS ("Agreement") is made and entered into
as of this 23rd day of December, 2010, by and between the CITY OF NATIONAL CITY, a
municipal corporation, ("City"), and ILLES FAMILY TRUST ("Mlles"). The City and Illes are
sometimes hereinafter referred to collectively as the "Parties".
RECITALS
A. On or about September 23, 2010, the Parties entered into an Agreement whereby
they agreed to the exchange of the City Property at 522 West 8th Street, National City, for the
Illles Property at 2020 Hoover Avenue, National City.
B. Section 6.1.2 of the Agreement provides that the Grantee Party shall have forty-
five (45) days after the Effective Date (the "Contingency Period") to review and approve or
disapprove, inter alia, soils and environmental reports pertaining to the Grantor Party's Real
Property.
C. On or about November 9, 2010, the Parties amended the Agreement to extend the
Contingency period by forty-five (45) days, for a total of ninety (90) days.
D. It is necessary, in order to allow the Parties to prepare and approve additional
documents that will facilitate completion of the exchange transaction, to further extend the
Contingency Period by an additional twenty-two (22) days, for a total of one hundred -twelve
(112) days.
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
contained and for other good and valuable consideration, the Parties agree that Section 6.1.2 of
the Agreement for Exchange of Real Property and Joint Escrow Instructions dated September 23,
2010, is amended to read as follows:
6.1.2. Review and Approval of Documents and Materials.
The Grantor Party shall deliver to the Grantee Party within ten (10) days after the
Effective Date the documents and materials set forth below which pertain to the
Grantor Party's Real Property that are in the Grantor Party's possession or control
Party has actual knowledge thereof at no expense to the Grantor Party
("Documents and Materials"). From the Effective Date until 5 p.m. on that date
which is one hundred -twelve (112) days after the Effective Date ("Contingency
Period"), the Grantee Party shall have the right to review and approve or
disapprove, in its sole discretion, any or all of the Documents and Materials;
provided, however, the Contingency Period and Closing Date shall be extended
by one (1) day for every day that the Grantor Party is late in delivering any of the
Documents and Materials or any of the Title Documents beyond the date that the
Grantor Party is required hereunder to deliver the same to the Grantee Party.
With the foregoing exception, each and every provision of the Agreement for Exchange
of Real Property and Joint Escrow Instructions dated September 23, 2010, shall remain in full
force and effect.
IN WITNESS WHEREOF, the Parties hereto have executed this Amendment to
Agreement as of the day and year first written above.
ILLES FAMILY TRUST CITY OF NATIONAL CITY
By: By:
Richard Illes, Trustee Chris Zapata, City Manager
By:
Beverly Ann flies, Co -Trustee
Acceptance by Escrow Holder:
Steward Title Company hereby acknowledges that it has received a fully executed original or
original executed counterparts of the foregoing Agreement for Exchange of Real Property and
Joint Escrow Instructions, and agrees to act as Escrow Holder thereunder and to be bound by and
strictly perform the terms thereof as such terms apply to Escrow Holder.
Dated:
, 2010. Stewart Title Company
a California corporation
By:
Its Authorized Agent
Name:
Title:
Between the City of National City 2 Amendment to Agreement for Exchange of
and Richard flies Real Property and Joint Escrow instructions
or are reasonably available to the Grantor Party, and to the extent that the Grantor
Party has actual knowledge thereof at no expense to the Grantor Party
("Documents and Materials"). From the Effective Date until 5 p.m. on that date
which is one hundred -twelve (112) days after the Effective Date ("Contingency
Period"), the Grantee Party shall have the right to review and approve or
disapprove, in its sole discretion, any or all of the Documents and Materials;
provided, however, the Contingency Period and Closing Date shall be extended
by one (1) day for every day that the Grantor Party is late in delivering any of the
Documents and Materials or any of the Title Documents beyond the date that the
Grantor Party is required hereunder to deliver the same to the Grantee Party.
With the foregoing exception, each and every provision of the Agreement for Exchange
of Real Property and Joint Escrow Instructions dated September 23, 2010, shall remain in full
force and effect.
IN WITNESS WHEREOF, the Parties hereto have executed this Amendment to
Agreement as of the day and year first written above.
ILLES FAMILY TRUST
By:
By:
everly Ann I les, C i' rust
CITY OF NATIONAL CITY
By:
Chris Zapata, City Manager
Acceptance by Escrow Holder:
Steward Title Company hereby acknowledges that it has received a fully executed original or
original executed counterparts of the foregoing Agreement for Exchange of Real Property and
Joint Escrow Instructions, and agrees to act as Escrow Holder thereunder and to be bound by and
strictly perform the terms thereof as such terms apply to Escrow Holder.
Dated: , 2010. Stewart Title Company
a California corporation
By:
Its Authorized Agent
Name:
Between the City of National City 2 Amendment to Agreement for Exchange of
and Richard Illes Real Property and Joint Escrow Instructions
Title:
Between the City of National City 3 Amendment to Agreement for Exchange of
and Richard Illes Real Property and Joint Escrow Instructions
INDEMNIFICATION AGREEMENT
This Indemnification Agreement ("Agreement") is made and entered into this
day of January, 2011, by and between the CITY OF NATIONAL CITY, a
municipal corporation ("CITY"), the ILLES FAMILY TRUST ("ILLES"), and WELLS FARGO
BANK ("BANK").
A. CITY and ILLES entered into an Agreement for Exchange of Real Property and
Joint Escrow Instructions (the "Exchange Agreement") on or about September 23, 2010. The
purpose of the Exchange Agreement was for the CITY to transfer ownership of its land and
improvements commonly known as 522 West 8th Street, National City (the "City Property") to
ILLES, and for ILLES to transfer ownership of its land and improvements commonly known as
2020 Hoover Avenue, National City (the "flies Property") to the CITY.
B. On or about November 9, 2010, the CITY and ILLES entered into the First
Amendment to Agreement for Exchange of Real Property and Joint Escrow Instructions (the
"First Amendment"). The purpose of the First Amendment was to extend the Contingency Period
to 90 days, within which time the CITY and ILLES could review and approve or disapprove
soils and environmental reports pertaining to the other party's property.
C. The BANK is the beneficiary of a deed of trust on the Illes Property. Concurrently
with the transfer of the City Property to ILLES pursuant to the Exchange Agreement, BANK
intends to transfer its deed of trust from the Illes Property to the City Property.
D. ILLES and the BANK desire to be protected from liability arising out of any
known contamination on the City Property, and have requested indemnification from the CITY,
and that the CITY assume responsibility for possible future remediation activities on the City
Property, and the CITY has agreed to such indemnification and to assume such responsibility.
NOW, THEREFORE, for good and valuable consideration, the CITY, ILLES, and the
BANK hereby agree as follows:
1. Upon the closing of escrow for the exchange of the City Property and the Illes
Property, the CITY agrees to indemnify, defend, and hold harmless ILLES and the BANK from
and against any claims, actions, suits, proceedings, loss, costs, damages, liability, or expenses
resulting from any corrective action required by the County of San Diego to remediate
contamination known to exist on the City Property as of the date of this Agreement, provided
that such corrective shall be within the scope of the remediation activities identified in the
"Proposal for Environmental Consulting Services" (the "Proposal") dated February 3, 2010
prepared by Geosyntec Consultants. Said Proposal is attached hereto as Exhibit "A" and
incorporated herein by reference.
2. The CITY agrees to reimburse ILLES for the cost of any corrective action
required by the County of San Diego to remediate contamination known to exist on the City
Property as of the date of this agreement, provided that such corrective action shall be within the
scope of the remediation activities identified in the "Proposal for Environmental Consulting
Services" (the "Proposal") dated February 3, 2010 prepared by Geosyntec Consultants (Exhibit
January 2011 1 Indemnification Agreement
City of National City and Illes Family Trust
"A"), and provided further that the CITY' S reimbursement obligation to ILLES shall not exceed
$32,000.00.
3. It is understood by the parties hereto that the CITY is legally self -insured pursuant
to Section 990 of the California Government Code, and Section 3700 of the California Labor
Code.
4. This Agreement may be executed in multiple counterparts, each of which shall be
deemed an original, but all of which, together, shall constitute but one and the same instrument.
5. Except as otherwise expressly provided herein, the execution and delivery of this
Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to
any person or entity other than the parties hereto.
6. This Agreement shall be governed by and construed in accordance with the laws
of the State of California.
7. This Agreement supersedes any prior agreements, negotiations and
communications, oral or written, and contains the entire agreement between the parties as to the
subject matter hereof. No subsequent agreement, representation, or promise made by either party
hereto, or by or to an employee, officer, agent, or representative of any party hereto shall be of
any effect unless it is in writing and executed by the party to be bound thereby.
8. This Agreement shall be binding upon and shall inure to the benefit of the
successors and assigns of the parties hereto.
9. The parties acknowledge and agree that (i) each party is of equal bargaining
strength, (ii) each party has actively participated in the drafting, preparation and negotiation of
this Agreement, (iii) each such party has consulted with or has had the opportunity to consult
with its own, independent counsel and such other professional advisors as such party has deemed
appropriate, relative to any and all matters contemplated under this Agreement, (iv) each party
and such party's counsel and advisors have reviewed this Agreement, (v) each party has agreed
to enter into this Agreement following such review and the rendering of such advice, and (vi)
any rule or construction to the effect that ambiguities are to be resolved against the drafting party
shall not apply in the interpretation of this Agreement, or any portions hereof, or any
amendments hereto.
--- Signature Page to Follow ---
January 2011 2 Indemnification Agreement
City of National City and Illes Family Trust
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first above written.
CITY OF NATIONAL CITY THE ILLES FAMILY TRUST
By: By:
Ron Morrison, Mayor (Signature)
7 (Print)
APPROVED AS TO FORM: By:
(Signature)
Claudia G. Silva
City Attorney
(Print)
WELLS FARGO BANK
By:
(Signature)
(Print)
(Title)
By:
(Signature)
(Print)
(Title)
January 2011 3 Indemnification Agreement
City of National City and Ilies Family Trust
Geosyntec c>
consultants
VIA ELECTRONIC MAIL AND US MAIL
Mr. Colby Young
Community Development Commission of National City
1243 National City Boulevard
National City, CA 91950
Subject:
Proposal for Environmental Consulting Services
National City Transit Yard
522 W. 8th Street
National City, California
Dear Mr. Young:
10875 Rancho Bernardo Road, Suite 200
San Diego, CA 92127
PH 858.674.6559
FAX 858.674.6536
www.geosyntec.com
3 February 2010
As requested, Geosyntec Consultants (Geosyntec) is pleased to present the City of National City
Community Development Commission (CDC) this proposal to provide environmental consulting
services (the "Services") related to the National City Transit Yard (NCTY) located at 522 W. 8th
Street in National City, California (the site). This proposal has been provided in response to
your request to remove the existing Above -Ground Storage Tank (AST) diesel fuel system
located at the NCTY.
BACKGROUND
Based on NCTY design plans provided by the CDC and a site visit by Geosyntec and its
subcontractor, Fred North Construction (FNC) on 25 January 2010, the AST diesel fuel system
consist of the following: two 8,000 gallon double -walled steel ASTs containing approximately
13,000 gallons of diesel fuel; a concrete pump island and fuel dispenser; approximately 120
linear feet (LF) of underground piping; a fiberglass leak detection sump; and a remote fill
transfer pump.
PROPOSED SCOPE OF WORK
Pre -field Activities
Geosyntec will prepare a site -specific Health and Safety Plan (HASP) in accordance with
Occupational Safety & Health Administration (OSHA) requirements prior to mobilizing field
staff and equipment to the site. The HASP will address potential health hazards at the Site,
including requirements for worker protection. At least 48 hours prior to initiating subsurface
sampling, Geosyntec will mark -out the limits of the proposed excavation (undergroundpiping
and appurtenances) and contact Underground Service Alert (USA) to identify the location of
engineers I scientists I innovators
Mr. Colby Young
3 February 2010
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consultants
underground utilities. A surface geophysical survey will be performed by a private underground
utility locator in the vicinity of the proposed excavation to evaluate the presence of subsurface
utilities and obstructions prior to commencing field activities. In addition, an AST removal
permit will be obtained from the National City Fire Department prior to mobilizing to the site.
During the 25 January 2010 site visit it was noted the electrical system was energized for the
ASTs and fuel distribution system. Therefore, prior to initiating removal activities, Geosyntec
requests that the CDC coordinate with NCTY staff to have the electrical circuits leading to the
fuel system "locked out and tagged out."
Field Activities
Geosyntec will provide field oversight during the AST removals and excavation of underground
pipe. Soil within the excavation will be monitored for the presence of hydrocarbon impacts by
Geosyntec personnel. If impacted soil is identified during excavation activities, soil will be
managed in accordance with the contingency plan presented in the following section. The
following is a summary of the proposed scope of work for the AST removal:
• Secure National City Fire Department AST Removal Permit;
• Remove and salvage approximately 13,000 gallons diesel fuel;
• Clean, remove, and recycle as clean scrap steel two 8,000 gallon double -walled
steel ASTS, fuel pump, all associated piping, valves, and fittings (salvage weight
is approximately 12 tons);
• Remove and dispose rinsate water and residual fuel from tank and pipe cleaning
process;
• Excavate and backfill trenches to remove underground piping and leak detection
sump;
• Clean and remove 120 linear feet of underground Enviroflex® double -walled
flexible piping and one 300 gallon underground fiberglass leak detection sump:
dispose all as ordinary refuse at local municipal landfill;
• Remove and recycle as clean scrap metal all pipe supports, control boxes, wire,
and conduits;
• Clean, remove, and recycle concrete pump island (20 sq. ft) and concrete slab (36
sq. ft) to remove sump (concrete will not be replaced);
• Remove all associated panels, controls, conduits and wire back to panel IC.
At the conclusion of field activities, Geosyntec will prepare a report documenting the AST
removal activities. The report will include copies of permits, photographs of conditions
encountered, and manifests for waste disposal.
NationalCity.Prop. F.020310.doc
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3 February 2010
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Contingency Plan
Geosyntec will notify the CDC immediately if impacted soil is encountered during excavation
activities. In accordance with San Diego Department of Environmental Health (DEH) guidance,
Geosyntec also recommends notifying the DEH in writing within 5 working days if impacted
soil is encountered. If hydrocarbon -impacts appear to be localized and can be efficiently
addressed within one working day while construction equipment is onsite, a limited amount of
soil will be excavated and stockpiled onsite. Excavated soil will be placed on visqueen sheeting
and covered or placed in a roll -off bin for characterization prior to offsite disposal. Up to five
soil samples will be collected ,for total petroleum hydrocarbon (TPH) analysis in an offsite
laboratory.
ESTIMATED PROPOSAL BUDGET
This proposal has been prepared based on the assumptions stated herein and Geosyntec's
updated fee schedule dated 30 January 2009. A summary of the costs to complete the scope of
work outlined herein is provided below for your review and information.
Task Description
Cost
AST Removal
• Subcontractor Expenses
$ 18,4251
• Geosyntec Labor and Expenses
$ 6,492
AST Removal Subtotal
$ 24,917
Contingency Plan
• Subcontractor Expenses
$ 3,950
• Laboratory Expenses
$ 253
• Geosyntec Labor and Expenses
$ 2,720
Contingency Plan Subtotal
$ 6,923
Geosyntec will perform these services on a time and material basis for a cost not to exceed
$24,9171. If necessary, the contingency plan will be implemented on a time and materials cost
not to exceed $6,923. Geosyntec will not exceed the estimated costs presented above without
your prior authorization and approval. This cost estimate has been prepared based on the
following assumptions:
Estimated cost includes $6,870 credit for scrap steel recycling and diesel fuel recycling.
N ationalCity. Prop. F.020310.doc
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• All work will be completed in one mobilization and water is available at the site
free of charge.
• Underground piping is in a straight line from sump to fuel pump, (approximately
120 ft) located in planter and concrete removal, if needed, will be at the unit price
rate. No concrete will be replaced.
• Rinsate and residual fuel generated during tank and pipe cleaning are liquid, with
no solids and do not exceed 1,000 gallons.
• All excavated soil is clean and can be used for backfiliing trenches; if exc
soil is impacted, it will be stockpiled on and covered with plastic sheeting at the
Unit price rate.
• Power to Panel "1C" will be "tagged and locked out" at main panel by owner,
prior work.
• All concrete tank foundations, slabs, walks, and curbs will remain in place, except
in the vicinity of the pump island and minimum necessary to remove the sump.
N rete-wiil-bc-nplacpd apd_.excavations will be. backfilledwitb:_up.to 7tons
of imported soil to replace sump and underground pipe volumes.
• Additional subcontractor expenses, if requested or required, will be incurred
based on the following unit pricing:
Description
Unit Price
Rinsate removal and disposal (> 1,000 gallons)
$ 1.39 per gallon
Solids removal and disposal (> 0 gallons)
$ 5.45 per gallon
Vac -truck washout if solids found in tanks (> 0)
$ 550 per washout
6" concrete slab removal (> 56 SF)
$ 7.70 per SF
Remove underground piping (>120 LF)
$ 55.00 per LF
Soil Excavation and stockpiling (> 0/BCY)
$ 27.50 per BCY
Import and backfill soil (> 7 tons)
$ 33.00 per ton
Scrap steel salvage credit based on actual weight
$ 85.00 per ton
Fuel salvage credit based on actual volume
$ 0.45 per gallon
SCHEDULE
Geosyntec will initiate implementation of the proposed scope of work upon receipt of written
authorization to proceed. It is anticipated that the necessary permit application can be submitted
within one week. Geosyntec estimates that the field activities described herein can be completed
NationalC ity.Prop. F.0203 10.doc
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within approximately 2 to 3 weeks following the receipt of the approved AST removal permit.
Geosyntec will prepare a letter report for submittal to the CDC within 2 weeks following
removal of the AST.
This proposal will constitute the service order referenced in the Professional Services Agreement
between Geosyntec and the CDC, dated 2 June 2009.
Geosyntec appreciates this opportunity to provide environmental consulting services to CDC in
conjunction with the NCTY. If you have any questions, please contact me at (858) 674-6559.
Sincerely,
Geosyntec Consultants
Very]. Wittig, PG, CH(i
Project Manager
APPROVED AND ACCEPTED:
City of National City Community Development Commission
By:
Colby Young Date
Nation (City. P rop.F.020310.doc
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RESOLUTION 2011 —
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY
RATIFYING A SECOND AMENDMENT TO AGREEMENT FOR EXCHANGE OF
REAL PROPERTY AND JOINT ESCROW INSTRUCTIONS, AND AUTHORIZING
THE MAYOR TO EXECUTE AN INDEMNIFICATION AGREEMENT WITH
THE ILLES FAMILY TRUST AND WELLS FARGO BANK
PERTAINING TO SAID EXCHANGE OF REAL PROPERTY
(522 WEST 8TH STREET AND 2020 HOOVER AVENUE)
WHEREAS, on September 23, 2010, the City and the Illes Family Trust ("Illes")
entered into an Agreement for Exchange of Real Property and Joint Escrow Instructions (the
"Agreement") whereby the parties agreed to an exchange of the City -owned property at 522
West 8th Street for the Illes-owned property at 2020 Hoover Avenue; and
WHEREAS, Section 6.1.2 of the Agreement provides that a party shall have
forty-five (45) days after the Agreement is executed (the "Contingency Period") to review and
approve or disapprove, among other items, soils and environmental reports pertaining to the
other party's property; and
WHEREAS, on or about November 9, 2010, the parties entered into a First
Amendment to the Agreement, extending the Contingency Period by 45 days to December 23,
2010; and
WHEREAS, it was necessary, in order to provide adequate time for preparation
and approval of an Indemnification Agreement between the parties and Wells Fargo Bank (the
"Bank"), which will hold a deed of trust on the property at 522 West 8th Street, for the parties to
enter into a Second Amendment to the Agreement on or about December 23, 2010, extending
the Contingency Period for 22 days, until January 14, 2011; said Second Amendment was
executed by City staff and should appropriately be ratified by the City Council; and
WHEREAS, the proposed Indemnification Agreement provides that the City will
indemnify, defend, and hold harmless Illes and the Bank from all liability, loss, or damages
resulting from any corrective action ordered by the County of San Diego for the property at522
West 8th Street, which corrective action shall be within the scope of the "Proposal for
Environmental Consulting Services" prepared by Geosyntec Consultants, dated February 3,
2010; and
WHEREAS, the proposed Indemnification Agreement further provides that the
City will reimburse Illes for the cost of any corrective action required by the County that is within
the scope of the Geosyntec proposal, and that said reimbursement obligation is limited to
$32,000.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
National City hereby ratifies a Second Amendment to Agreement for Exchange of Real Property
and Joint Escrow Instructions to amend Section 6.1.2 of the Agreement to extend the
Contingency Period for 22 days, for a total of 112 days. Said Second Amendment to
Agreement is on file in the office of the City Clerk.
BE IT FURTHER RESOLVED that the Mayor is authorized to execute an
Indemnification Agreement by and between the City, the Illes Family Trust, and Wells Fargo
Bank. Said Indemnification Agreement is on file in the office of the City Clerk.
--- Signature Page to Follow ---
Resolution No. 2011 —
Page 2
PASSED and ADOPTED this 11th day of January, 2011.
Ron Morrison, Mayor
ATTEST:
Michael R. Dalla, City Clerk
APPROVED AS TO FORM:
Claudia G. Silva
City Attorney
OFFICE OF THE CITY CLERK
1243 National City Blvd.
National City, California 91950
Michael R. Dalla, CMC - City Clerk
619-336-4228 phone / 619-336-4229 fax
RICHARD ILLES / WELLS FARGO
Resolution No. 2011-12
Amendment #3 / Indemnification Agreement
522 West 8th Street / 2020 Hoover Avenue
Ginny Miller (City Attorney) Forwarded
Amendment & Agreement to Richard Illes