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CITY OF COLTON <br />REAL PROPERTY PURCHASE AND SALE AGREEMENT <br />(Agua Mansa River Farms) <br />THIS REAL PROPERTY PURCHASE AND SALE AGREEMENT (Agua Mansa River <br />Farms) (this "Agreement") is dated as of May 3, 2005, for reference purposes only, and is <br />entered into by and between AGUA MANSA RIVER FARMS, L.P., a California Limited <br />Partnership, JO RIVELA, TRUSTEE OF THE JO RIVELA TRUST DATED SEPTEMBER 4, <br />1995, and NICHOLAS DEEB HADDAD, TRUSTEE OF THE HADDAD FAMILY TRUST <br />DATED OCTOBER 31, 1994, (collectively "Seller"), and the CITY OF COLTON a California <br />municipal corporation (the "City"). Seller and the City are sometimes referred to in this <br />Agreement, each individually, as a "Party," or collectively, as the "Parties." Seller and the City <br />enter into this Agreement with reference to the following recited facts (each a "Recital"): <br />RECITALS <br />A. Seller is the owner in fee of that certain real property commonly described as <br />Assessor Parcel Number 260-091-77 (consisting of approximately 55.00 acres) and Assessor <br />Parcel Number 260-091-78 (consisting of approximately 16.94 acres) in the City of Colton, <br />County of San Bernardino, State of California, including all right, title and interest in and to any <br />and all improvements, fixtures, rights-of-way, utility rights, entitlements, claims or other benefits <br />in any way connected with such land, more specifically defined in Section 1.1(bb) as the <br />"Property". The exact size of the Property will be determined by a survey as provided in Section <br />2.5 in this Agreement. <br />B. The City desires to purchase the Property from Seller and Seller desires to sell the <br />Property to the City. <br />NOW, THEREFORE, FOR GOOD AND VALUABLE CONSIDERATION AND THE <br />MUTUAL PROMISES OF THE PARTIES SET FORTH IN THIS AGREEMENT, SELLER <br />AND THE CITY AGREE, AS FOLLOWS: <br />ARTICLE I <br />DEFINITIONS <br />Section 1.1 Defined Terms. In addition to the usage of certain words, terms or <br />phrases that are defined in the initial paragraph or Recitals of this Agreement, the following <br />words, terms and phrases are used in this Agreement, as follows, unless the particular context <br />of usage of a word, term or phrase requires another interpretation: <br />RVPUB\DGW\692124.3 <br />