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RES-ORA-0454 - ACQUISITION OF ROYER MANSION 307 E CHAPMAN AVE - APPRAISAL REPORTRESOLUTION NO. ORA- 0454 A RESOLUTION OF THE ORANGE REDEVELOPMENT AGENCY APPROVING, THE ACQUISITION FOR REDEVELOPMENT PURPOSES OF AN IMPROVED PARCEL OF REAL PROPERTY COMMONLY KNOWN AS 307 EAST CHAPMAN AVENUE IN THE CITY OF ORANGE FROM ROYER MANSION, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY.WHEREAS, the Orange Redevelopment Agency (Agency) has been duly created,established and authorized to transact business and exercise its powers under and pursuant to the California Community Redevelopment Law (commencing with Section 33000 of the California Health and Safety Code and hereinafter referred to as the Redevelopment Law),including, among other powers, the authority granted to it by Section 33391 of the Redevelopment Law to acquire real property for redevelopment purposes; and WHEREAS, Royer Mansion, LLC, a California limited liability company (the Seller),is the owner of that certain real property in the City of Orange, County of Orange, State of California commonly known as 307 E. Chapman Avenue, which is improved with a two-story building, containing approximately 6,174 square feet, and a single- story building,containing approximately 1,010 square feet (the Property). The Property is more particularly described on Exhibit A, attached hereto and incorporated herein by this reference; and WHEREAS, the Property is located within the boundaries of the Orange Merged and Amended Redevelopment Project Area (the Merged Redevelopment Project Area), which Merged Redevelopment Project Area was duly established by the City Council of the City of Orange on November 13, 2001 by Ordinance No. 2101, pursuant to the Redevelopment Law;and WHEREAS, the Seller desires, and is willing, to sell the Property to the Orange Redevelopment Agency ( Agency); and WHEREAS, the Property has been appraised as having a fair market value of Two Million Two Hundred Thousand Dollars ($2,200,000. 00); and WHEREAS, the Agency proposes to acquire the Property for the sum of Two Million Four Hundred Thousand Dollars ($2,400,000.00) pursuant to the terms and provisions of a Purchase and Sale Agreement and Joint Escrow Instructions ( the Agreement)in the form presented at this meeting and under the authority granted to it by Section 33391 of the Redevelopment Law; and WHEREAS, as the lead agency under the California Environmental Quality Act CEQA), the acquisition of the Property by the Agency pursuant to the Agreement from the provisions of CEQA under Section 15061(b)(3) of the State CEQA Guidelines because it can be seen with certainty that there is no possibility that the acquisition of the Property may have a significant effect on the environment. NOW, THEREFORE, the Board of Directors of the Orange Redevelopment Agency does hereby resolve as follows: Section 1.The foregoing recitals are true and correct. Section 2. The acquisition by the Agency from the Seller for redevelopment purposes of the fee simple estate in and to the Property, subject to easements, covenants, rights and rights-of-way of record, for the sum of Two Million Four Hundred ThousandDollars ($2,400,000.00), in cash, through escrow in accordance with the terms and provisions of the Agreement, is hereby approved.Section 3. The terms and provisions of the Agreement between the Agency and Seller with respect to the acquisition of the Property in the form as submitted by the Executive Director and executed by Seller are approved and all actions previously taken by such officers and employees in connection with the Agreement are ratified and approved.Section 4. The Chairman is hereby authorized and directed to execute, and the Agency Clerk is hereby authorized and directed to attest, the Agreement on behalf of the Agency, including the acceptance in the name and on behalf of the Agency of a grant deed conveying to this Agency the above-described interest in the Property.Section 5. Except as otherwise provided hereinabove, the Executive Director of the Agency is hereby authorized and directed to do any and all things to execute and deliver any and all escrow instructions and documents, which in consultation with Agency General Counsel, he may deem necessary or advisable in order to carry out and implement the Agreement and otherwise effectuate the purposes of this Resolution and to administer the Agency's obligations, responsibilities and duties to be performed under the Agreement.ADOPTED this 13th day of June, 2006.ATTEST: M; c;~~ I, MARY E. MURPHY, Clerk of the Orange Redevelopment Agency, Orange, California, do hereby certify that the foregoing Resolution was duly and regularly adopted by the Orange Redevelopment Agency at a regular meeting thereof held on the 13th day of June, 2006, by the following vote: AYES: NOES: ABSENT: ABSTAIN: DIRECTORS: Smith, Murphy, Dumitru DIRECTORS: Cavecche DIRECTORS: None DIRECTORS: None M~t~~~ 3 EXHIBIT" A" LEGAL DESCRIPTION OF PROPERTY ALL THAT CERTAIN LAND SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF ORANGE, DESCRIBED AS FOLLOWS: LOT I IN BLOCK A OF THE LIBRARY TRACT, IN THE CITY OF ORANGE, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 5 PAGE 21 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPTING THE WEST 95 FEET OF THE NORTH 41 FEET THEREOF. ALSO EXCEPTING THE INTEREST IN THE SOUTH 3 FEET OF SAID LAND WHICH WAS CONVEYED TO THE CITY OF ORANGE FOR STREET PURPOSES BY DEED RECORDED APRIL 18,1962, IN BOOK 6079 PAGE 234 OF OFFICIAL RECORDS. 4 Prepared for: Mr. Rick Otto Senior Project Manager CITY OF ORANGE Economic Development Department 230 East Chapman Avenue Orange, California 92866 Prepared by: PARKCENTER REALTY ADVISORS 801 North Parkcenter Drive, Suite 210 Santa Ana, California 92705 PRA File No. 2005-70-1 Date of Value December 15,2005 Date of Report December 27,2005 APPRAISAL OF THE ROYER MANSION 307 EAST CHAPMAN AVENUE ORANGE,CALIFORNIA PARKCENTER REALTY ADVISORS Appraisers and Consultants 801 North Parkeenter Drive,Suite 210 Santa Ana, California 92705 714.547.1733 Fax 71 4 972.1492 December 27, 2005 CITY OF ORANGE Economic Development Department 230 East Chapman Avenue Orange, California 92866 Attention: Mr. Rick Otto Senior Project Manager Reference: Appraisal of The Royer Mansion 307 East Chapman Avenue Orange,California PRA File No. 2005-70-1 Gentlemen: At your request, I have personally examined and appraised the above referenced property, comprising the former Royer residence, built in 1900 and converted to office use in 1984. The purpose of this appraisal is to report to you my opinion of the market value of the property reflecting its current condition and usage. The appraisal is for use by the City of Orange Economic Development Department in decision making concerning potential acquisition of the property. I have performed a complete appraisal of the referenced property using recognized methodology under the Uniform Standards of Professional Appraisal Practice. Based upon the examination and study made, and my experience as a real estate appraiser, I have formed the opinion that the market value of the fee simple interest in the property referenced, as of December 15, 2005, is in the amount of: TWO MILLION TWO HUNDRED THOUSAND DOLLARS 02,200,000) Following is a summary appraisal report, which sets forth the matters, data, conclusions, and limiting conditions upon which the opinions rendered are predicated. Respectfully submitted, PARKCENTER REALTY ADVISORS By: i4W'0411--t_ ,df‘•(.0ti...,- Christopher N. Hardy, MAI Senior Vice President Certified General Real Estate Appraiser State of California No. AG003369 CNU:pmd CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 2 The Royer Mansion 3 I A 1 r•'' 1 i 1 A' rje, •a p 1 lUyV r 1111.'- iii k 'i MIAii ca B it, R I fe ems.. rr l: I y 1^ y 1.. 1 t 444 CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 3 PROPERTY RIGHTS APPRAISED The property rights appraised are those of the fee simple estate in the property described herein. FEE SIMPLE ESTATE DEFINED A `fee simple estate"is defined as: absolute ownership unencumbered by any other interest or estate, subject only to the limitations imposed by the governmental powers of taxation, eminent domain, police power, and escheat." Source: Appraisal Institute-The Dictionary of Real Estate Appraisal,Fourth Edition EFFECTIVE DATE OF APPRAISAL December 15, 2005 DATE OF REPORT December 27, 2005 MARKET VALUE DEFINED The term "market value", as used in this report, is defined and qualified as being: the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: a. buyer and seller are typically motivated; b. both parties are well informed or well advised, and acting in what they consider their own best interest; c. a reasonable time is allowed for exposure in the open market; d. payment is made in terms of cash in United States dollars or in terms of financial arrangements comparable thereto; and e. the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale." Source: Glossary of the Uniform Standards of Professional Appraisal Practice CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 4 SCOPE OF ASSIGNMENT A complete appraisal of the property has been performed, utilizing the Cost, Sales Comparison and Income Approaches To Value. Through analysis of permissible uses, consideration of supply and demand characteristics in the local market, and physical characteristics of the property as improved, I have estimated the highest and best use for which the subject property is capable of being used. A value indication by the Cost Approach was developed as the sum of the estimated land value and depreciated replacement cost of improvements. The market was investigated for sales of small office buildings within the local market area that possess similar characteristics and use potential as the subject property. Data was confirmed and analyzed, and serves as the basis for the estimate of market value by the Sales Comparison Approach. I have also formed an opinion as to the economic return potential of the property, having taken into consideration rental rates being paid for office space in the subject building by the existing tenants, and comparative rental rates for other office space in the local market. After recognizing all expenses expected to be incurred by the landlord in leasing and operation of the property, I have arrived at an indicated net operating income for the property as an office investment, which has been capitalized into an estimate of market value by the Income Approach. The market data have been presented in summary form herein with details retained in my files. This appraisal was performed in accordance with authorization received from the City of Orange Economic Development Department. The appraisal assignment was not based on a requested minimum value or a specific result. A Complete Appraisal of the property referenced has been performed in conformance with the Ethics and Standards of the Appraisal Institute and the Uniform Standards of Professional Appraisal Practice adopted by the Appraisal Standards Board of the Appraisal Foundation. NATURE OF REPORT My analysis is presented in a Summary Appraisal Report Format under Standards Rule 2-2(b) of the Uniform Standards of Professional Appraisal Practice. It is intended for use in evaluating an opportunity to purchase the property. Intended users of the appraisal are the City of Orange Economic Development Department, the Orange City Attorney, their respective staffs, and the Orange City Council. Anyone else using the report is considered an unintended user. PROPERTY DESCRIPTION The Royer Mansion comprises a former residence and carriage house, built originally in 1900, later operated as a mortuary, and converted to its current configuration and office use in 1984. Although not a recognized historical landmark property, the home is considered to be of historical significance, having been occupied by one of the City of Orange's most distinguished early pioneers, Dr. Daniel Franklin Royer. Please refer to Exhibit A for a brief biography of Dr. Royer. Location of the property is on the north side of East Chapman Avenue at Grand Street, two blocks east of Old Towne Plaza and within the Old Towne District boundary. It is across the street from the Orange City Hall. In total, the mansion and carriage house comprise approximately 7,562 square feet of rentable area consisting of office and storage space. Onsite parking is provided for 19 cars. Lot size of the land parcel is 18,261 square feet. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 5 ACQUISITION HISTORY OF PROPERTY Owner of record is Royer Mansion LLC, having acquired title to the property on March 6, 2002 for a purchase price of$950,000. An offer to purchase the property for an amount of$2,400,000 has been presented by the Orange Redevelopment Agency, as evidenced by Letter of Intent dated September 29, 2005. The current property owner has executed the Letter of Intent, thus agreeing to commence with negotiation of a Purchase Agreement with the Orange Redevelopment Agency, and to discontinue discussions and/or negotiations with any and all prospective buyers. An unsigned draft Letter of Intent is presented in Exhibit B. LOCATION AND AREA OVERVIEW The subject property is part of a neighborhood identified as historic "Old Towne", the center of which is Orange Plaza defining the traffic circle intersection of Chapman Avenue and Glassell Street established in 1886 and now listed on the National Register of Historic Places. In 2002, the City completed a$2.1 million renovation of the Plaza, primarily focused on renovating improvements and landscaping for the historic park, Orange County's original patch of parkland. The adjoining "Old Towne" District within one square mile around the Plaza contains architecturally distinct commercial, civic and residential buildings preserved from the time of the city's founding. The Orange Plaza District itself is home to numerous antique stores, local sidewalk restaurants, other small businesses, and professionals. Beyond the Plaza are residential neighborhoods defined by the four quads created by spoke streets, Glassell Street and Chapman Avenue, extending outward in each direction from the Plaza. The subject property, situated at the northeast corner of Chapman Avenue and Grand Street, is outside of the Plaza Historic District, but is within the Downtown Core. Since it has frontage on Chapman Avenue, one of the Plaza spoke streets, Plaza Historic District Guidelines apply to the subject property with respect to any renovation, alteration or new construction. Historic Preservation Design Guidelines have been issued to protect the historic architectural resources within the eight-block Old Towne District and the Plaza Historic District. Guidelines provide guidance for the enhancement and preservation of the City's historic Old Towne Districts, with respect to siting and building design, materials, colors, illumination and landscaping, with the following stated objectives. Protect the desirable and unique features of the historic neighborhoods Protect and stabilize property value Minimize building deterioration Ensure that new construction is structurally and aesthetically compatible with the existing historic neighborhood Practical impact of the design guidelines on the subject property is that no demolition of the existing improvements is allowed without approval of the City; and, renovation and preservation efforts shall reflect design idioms predominant in the city of Orange from 1880 through the 1930s. Being within the Downtown Core, a focused EIR may be required at the discretion of the City. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 6 IMMEDIATE SURROUNDINGS The subject site is situated in the northeast quadrant of Old Towne Orange and fronts on Chapman Avenue, a spoke street, two blocks east of the Orange Plaza. Commercial uses define properties fronting on Chapman Avenue, with many original homes having been preserved and converted to business and office occupancy. To the north of Chapman Avenue, character of the neighborhood within the northeast quadrant is primarily residential, containing a mixture of period homes. Chapman University, the largest independent university in Orange County, is located two blocks north of the subject property. It is the dominant institutional use in the immediate area, comprising eight schools and colleges with an enrollment of approximately 4,600 students. In recent years, the school has been expanding beyond its 40-acre campus, concentrated east of Glassell Street and north of Palm Avenue, by acquiring properties west of Glassell Street to accommodate expansion for its school of law and school of film and television. Numerous construction projects are also currently underway on the main campus, aimed at accommodating a projected increase in enrollment to over 8,700 students by the year 2016. The University's expansion is being conducted in accordance with a master plan approved by the City to ensure compatibility with its residential neighbors and design criteria of the historic Old Towne area. The neighborhood west of the subject property comprises historic commercial buildings leading to the Plaza. Across the street, on the south side of Chapman Avenue to either side of Grand Street, is the City of Orange City Hall and office of the Economic Development Department. Beyond, to the south on Grand Street, is the main Orange Fire Department facility. The most significant new construction to occur in the immediate neighborhood in years is currently underway immediately east of the subject Royer Mansion. The Orange Main Library has been closed for a $10.3 million expansion project, which will expand the 17,000 square foot former library building to a new 45,000 square foot facility by the target re-opening date in Fall 2006. PROPERTY DESCRIPTION The Land APN: 039-253-23 Land Area:18,261 square feet Shape: Irregular. Chapman Avenue street frontage is approximately 117 feet. Grand Street frontage is approximately 152 feet. Parcel depth from Chapman Avenue extends a distance of 171.85 feet along the east property line,wrapping behind a neighboring residence that fronts on Grand Street, and giving the parcel its irregular shape. Please refer to the Plat Map on the following page. Topography: Generally level; site drainage is directed to the adjoining streets. Utilities: All customary and necessary utilities are currently servicing the site. Electrical and telephone service is placed underground along Chapman Avenue and stubbed to the subject site. CITY OF ORANGE, Economic Development Department December 27,2005 Attention: Mr. Rick Otto, Senior Project Manager Page 7 PLAT MAP 1 17 T-I I L I®C:=3 R CLASSELL STREET R I "WM 11‘) ItMu0' - :t. i li aiii' 4• a a! q Oal• v •, 0 a i gi 1 eg ORANGE mar 4 rr v w tar w i O 1 u- f4.8 0a O a 1 1 1 t s 1 fOrasa a_ 1. /1_ T .II Ir Oar-j13J 1• 1`11 I . MAIO 1 w. r Na4. r,...., ...rV" OiyiyT• y Y® 4 l`LJ7 1 1 jiiiI. R ® # ® eel® ®ty)' ` /Z) , R CENTER s TINET 111 --• w -.. as N le .r 0 L R STREET i e - 07 ' 1 ae CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 8 Zoning: Cl, Limited Business, City of Orange This district permits lower intensity office, general retail and service commercial businesses. Permitted uses subject to a conditional use permit include mortuaries, schools, churches, rest homes and convalescent hospitals. Special provisions linked to conditional use permits apply to bars, minor auto repair use, and restaurants with drive-thru windows or alcoholic beverage sales. Height limitation is 32 feet,or 2 stories. There is a 15-foot setback requirement along Chapman Avenue. Easements: No easements are reported or observed. Access: Site access is available from Chapman Avenue and Grand Street. Streets: Chapman Avenue is a major arterial, and is improved to its full right-of-way width of 43 feet along the subject frontage. There are two traffic lanes in each direction separated by a painted median stripe. The street is fully improved with asphalt paving; and concrete curb, gutter and sidewalk. Grand Street is a two-lane local neighborhood street. The intersection of Chapman Avenue and Grand Street is signalized. Parking: There is no street-front parking permitted along East Chapman Avenue fronting the subject property. Curbside parking is available along both sides of East Chapman Avenue in the block to the west of Grand Street. Along Grand Street, north of Chapman Avenue, curbside parking is available about halfway up the block. There is no time limitation on street-front parking in the immediate proximity of the subject property. However, availability of such parking is very limited. Most curbside parking in the neighborhood north of Chapman Avenue is restricted to permit use only, to accommodate needs of Chapman University. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 9 d1 lip 4 err _ _ e ill ,• 1, jorici,„_.-lit 4 ti*KIP L- Y' Y+0 ... e mow 4 Y f V ill is I West View Of Chapman Avenue Toward Old Towne Plaza 111iTiff106,,, •. . ;Ii ". 44titilk 11 p "' ' - 1. ; "1 i ' 1i77 ,Lciii .,.al.'',..-"4 1 S ---I S 1 aaa z r-.:-- Looking North On Grand Street At Chapman Avenue CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 10 The Improvements Address: 307 East Chapman Avenue, Orange, California Buildings: There are two buildings on site. The Mansion has two stories and a basement. It also has attic space, currently unused and accessible only through a second floor ceiling hatch. Detached from the mansion is the Carriage House, rebuilt to replace the original structure. Both structures have been converted from their original residential use to professional office occupancy. Year Built:Original construction is reported to have taken place in 1900. Building records indicate that major renovations took place in 1964 and 1984. Style: Improvements comprise a mixture of architectural styles, owing to the fact that the present buildings were added onto or rebuilt over the years. The original (rear)portion of the Mansion is visibly Victorian in style as evidenced by the multiple gables along the rooflines, wood shiplap siding exterior, brackets under the eaves, and second floor porches and staircases with spindle rails. The front of the Mansion is said to be an addition, and appears most similar to the Federal Colonial style. It has a balanced appearance with double entry doors centered in the street-front elevation; windows centered either side of the doors on the ground floor, and symmetrical spacing of windows on the second story; fluted columns supporting the porch overhang; and, ornamental brackets under the eaves. Decorative stained glass window panels are in evidence at both the east and west entries to the Mansion. The west entry door features an elaborate leaded, beveled glass window insert. The Carriage House is a very simple single-story structure featuring mansard portico extension across the entry, supported by fluted columns. The building front has a river rock facade. The same river rock is featured throughout the property from the landscaping walls and ramps, to the Mansion foundation, basement access enclosure and chimney material. Photographs: Exterior and interior photographs of the subject property are included in Exhibit C of the Addendum. Materials: The Mansion is set on a raised river rock foundation. It is a wood frame structure and has wood shiplap and stone façade siding; double hung and casement, wood windows; wood doors with glass window inserts in upper panels; and French doors at secondary points of entry. Roof cover is a light wood shingle. The Carriage House is a masonry block wall on concrete slab structure, featuring French doors and double hung wood windows. The front facade of the Carriage House is covered with river rock. Mansard roof over the entry has a plywood soffit and light wood shingle covering. The roof cover of the Carriage House itself is believed to be built-up composition. CITY OF ORANGE,Economic Development Department December 27,2005 Attention: Mr. Rick Otto, Senior Project Manager Page 11 HVAC: Both buildings have heating and air conditioning. Reportedly, the air conditioning units were replaced after the current owner bought the property in early 2002. Bathrooms: The Mansion has a total of five separate bathrooms. Two bathrooms on the ground floor and one on the second floor consist of single toilet and wash basin fixtures, each. The downstairs bathroom just inside the east building entry is oversized and will accommodate handicap use. As noted, this entry to the building also provides handicap ramp access. Separate men and women's restrooms in the basement provide multiple fixtures, showers and locker facilities. The men's room has two urinals,two toilet stalls and two lavatories. There are also two, side-by-side shower enclosures. Similarly, the women's restroom provides three shower enclosures, three toilet stalls and two lavatories. Each of the restrooms in the basement is fully finished with ceramic tile floor and wall covering, and has locker facilities. There are no restrooms provided in the Carriage House. Building Area: Gross building area has been calculated reflecting measurement of exterior walls. It is utilized in this report in estimating the replacement cost of improvements and in comparison of the subject property to the improved property sales data on the basis of sale price per square foot of building area. Gross building area is also utilized in analysis of the onsite parking available to the subject property in comparison to parking requirements of the City of Orange zoning code. Please refer to Exhibit D for a building outline sketch and measured dimensions. Gross Building Area-Square Feet Mansion Basement 1,871 Mansion 1st Floor 2,554 Mansion 2°d Floor 2.338 Subtotal-Mansion 6,763 Carriage House 1.073, Total Gross Area 7,836 Rentable building area is estimated in order to measure the economic return potential available to the building from leasing of office and storage space. It differs from the gross building area in that interior voids, due to open volume ceilings and stairwells, are deducted from the gross building area. It is also customary to define rentable area as being within the outside walls of the building. This particularly impacts the area of the Carriage House due to the thick concrete-block walls and stone façade. Rentable Building Area- Square Feet Mansion Basement 1,841 Mansion 1'Floor 2,510 Mansion 2nd Floor 2.266 Subtotal-Mansion 6,617 Carriage House 945 Total Rentable Area 7,562 CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 12 Space Division: The Carriage House is divided into east and west suites, each with its own front entry door. Each wing has an entry foyer and three private offices, accessed from a common hallway. The east wing has a closet at one end of the hallway that houses a small refrigerator and microwave oven. Rather than a closet, the west wing has a built-in coffee bar and cabinet with stainless steel sink. Front suites have windows opening to the parking lot, while the four rear suites have ceiling skylights since there are no windows to the exterior. Each side of the Carriage House has a separate thermostat to regulate heating and air conditioning. There are no restroom facilities in the Carriage House. The Mansion has rentable area in the basement, as well as on the first and second floors. There are two main entries to the building, one on the west side and one on the east. There are also several points of secondary access that basically serve as emergency exits. The west building entry is via raised, covered portico through a single, wood-paneled door with beveled, leaded glass insert. Immediately inside the door is the reception foyer and grand stairway to the second floor. Beneath the void of the ascending stairway is the stairway access to the basement. The east building entry is via double doors and is accessible via the parking lot by either a short flight of steps or a handicap ramp. There are two restrooms on the ground floor; one appears to satisfy handicap access requirements. The remainder of the ground floor is divided into 10 private offices, although one of the rooms adjoining the reception foyer is used as a common conference room. The second floor has an L-shaped hallway at the top of the stairs from which to access the 9 private offices. There is a single bathroom upstairs and former walk-in closets, one converted to a copy room and the other to a refrigerator and storage closet. Suites 302 and 303 have doors opening onto a balcony on the east side of the Mansion. There is an emergency exit door at the end of the hallway on the east side of the building, leading to exit stairs. The basement offers a combination of office and storage space. Actually, what is currently considered storage space was originally built and intended for different uses. One room directly accessed via secured stairwell enclosure from the east side of the building is a wine cellar. The other is a grotto with faux stone wall and ceiling facade that houses an in-ground spa and features a rock-wall waterfall into the spa. This room is referred to as the "Cave". The main part of the basement that is accessible directly from the stairwell from the ground floor reception foyer comprises two private offices and two restrooms with lockers and shower facilities. A common basement foyer provides access to the offices and restrooms. Please refer to floor plan diagrams of the Mansion interior presented in Exhibit E. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 13 Interior Finish: Interior walls and ceilings are all lath and plaster material. Wall covering is a combination of paint, wallpaper and stained wood paneling. There is extensive wood molding treatment throughout in the form of broad baseboards, crown moldings, door and window casings, chair rails and fireplace mantels. The grand stairway from the reception foyer to the second floor features Colonial style stained wood newel posts and balusters. Ceilings in the reception foyer and Suite 300 have replica stamped metal covering, either painted or copper finished. Other ceiling treatments range from painted finish with no ornamentation to various degrees of plaster medallions and other raised treatment. Most offices and hallways have either wood or stamped tin crown molding. Floors are a combination of stained hardwood, wood laminate or wall-to-wall carpeting. Other special finish features found in the Mansion include stained glass windows, period chandeliers, and leaded/beveled glass doors to some of the individual office suites. Parking: There are 19 onsite parking spaces on the property. This equates to a ratio of 2.4 spaces per 1,000 square feet of gross building area, far short of the zoning code requirement of 4 spaces per 1,000 square feet for general office use. The parking lot is accessible from both Chapman Avenue and Grand Street. However, the circulation is very restricted due to the tight parking constraints and lack of a double wide driveway from Grand Street. The flow of traffic dictated by design is for ingress from Grand Street, past a single row of diagonal-striped parking stalls at the rear of the Mansion, and turning into the main parking area on the east side of the Mansion. This main lot in front of the Carriage House has a drive onto Chapman Avenue, which is just wide enough to permit both ingress and egress. Landscaping: The site is attractively landscaped and well cared for. There is a broad lawn on the west side of the Mansion that also wraps around the front and back of the building. The property is set off from the sidewalk by attractive river rock planters and low walls with concrete caps. Period outdoor lamps adorn river rock end posts at breaks in the walls to provide yard lighting. Appearance of the yard is enhanced by the presence of several mature trees, shrubs, rose bushes and other plantings. Hardscape includes concrete walkways, and concrete and brick pavers in the drives and parking lot. Condition:The owner states some problems with roof leaking have been experienced. The extent of roof repair needed is unknown, but signs of some missing and cupped shingles are evident along the mansard roof cover over the Carriage House entry. There is also considerable dry rot in the soffit of the mansard roof, which also might be attributable to water exposure and damage. Exterior steps and porch areas are covered in concrete tile pavers. In several spots the CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 14 tiles have come loose due to missing or damaged grout. This condition presents a safety hazard from slipping if not repaired. There is also some grouting and calking repair work needed where the outside staircase on the east side joins the building structure. Otherwise, the buildings appear to be in good condition. The owner reports having spent approximately $100,000 in improvements to the property since acquisition, including new paint inside and out, new floor covering, new landscaping and hardscape, new air conditioning units, and a new 40-gallon water heater in the basement. Recently, approximately $8,000 to $10,000 was spent to replace the sewer lateral pipe for the property. ASSESSED VALUATION AND TAXES The property is identified by the Orange County Assessor as Assessor Parcel Number 039-253-23. Total assessments for the fiscal year 2005/2006 are presented below. Land 476,921 Improvements 529,911 Total 1,006,832 Real Estate Taxes 10,682.66 Tax Rate- Area 8161 1.061% With the passage of the Jarvis-Gann Initiative (Proposition 13), real estate taxes in California are limited to I% of market/assessed value, plus an amount to cover any bonded indebtedness. Adjustments are made annually; however, increases are limited to 2%. Upon transfer or completion of construction, properties are re-assessed to reflect market value. HIGHEST AND BEST USE The property was originally a home for one of the early distinguished residents of the city of Orange. At some point in time, it was converted to use as a mortuary, and in about 1984 was converted again to professional office use. Such use is permissible by the C-1 zoning, and is compatible with immediate uses in the surrounding neighborhood. Many former homes along the Old Towne spoke streets of Chapman Avenue and Glassell Street have been preserved through conversion to commercial or professional office use. This is particularly true for properties along East Chapman Avenue, leading east from the Plaza to Tustin Street. Onsite parking available to the property is substandard and presents the biggest functional obstacle to efficient use of the property, in my opinion. There are a total of 19 parking spaces, which represents a ratio of 2.4 spaces per 1,000 square feet of gross building area. The zoning code for professional office use requires a minimum parking ratio of 4 spaces per 1,000 square feet of gross building area. Thus, from a zoning standpoint, the current layout and improvement of the property is considered to be an existing, non-conforming use. The lack of onsite parking is not unusual for many of the properties utilized for commercial or office use in Old Towne Orange, particularly those properties within the adjacent Plaza Historic District. Many of the commercial buildings have been preserved from the time CITY OF ORANGE,Economic Development Department December 27,2005 Attention: Mr. Rick Otto, Senior Project Manager Page 15 of their initial development when properties were allowed to be built-out to the full extent of the parcel area, without provision for onsite parking, landscaping, or building setbacks. So, from a legal standpoint, although the number of onsite parking spaces available to the subject property is not in compliance with code, provisions have been made for the sake of historic preservation to permit these situations in the Old Towne Plaza Historic District. Put into perspective, as currently configured there is a potential for 27 private office suites as well as three reception foyers on the property. This means that there is potential for minimum occupancy of 30 people in the two buildings, and this does not include the parking needs of visitors and deliveries, etc. Only 19 parking spaces are provided onsite. Minimum onsite parking of 30 spaces is considered to be needed for full functional utility of the property, which is close to the indicated zoning code specification of 4 spaces per 1,000 square feet of gross building area. A solution to the parking needs of the building is found in its close proximity to Old Towne Plaza, where private parking shortages are remedied by street-front parking provided along the spoke streets and side streets, as well as public parking lots scattered around the Plaza Historic District. Public parking comprises the bulk of parking opportunities, since private parking is available to a very few properties and accounts for a small percentage of total parking availability. With respect to parking availability for the subject site, there is free street-front parking available along Grand Street, north of Chapman Avenue, immediately adjacent and across the street from the building. One block west and north toward Maple Avenue, there is a 70-car public parking lot with a 3-hour time limit on parking. Another public parking lot with similar time limitation may be found at a similar distance on Orange Street, south of Chapman Avenue, and between Grand Street and Orange Street, south of the City of Orange Economic Development Department. The closest public lots that have no time limitation on parking are the Civic Center parking lot on Almond Avenue adjoining City Hall, and in the lot on the west side of Grand Street just north of the Fire Station. The City Hall lot provides 103 spaces, only a few of which are posted with time limits for City Hall business. The lot next to the Fire Station provides 40 spaces, but approximately two-thirds are marked for Redevelopment Agency business use. The subject has apparently functioned for over 20 years as an office building, aided by the availability of offsite parking within close proximity. The best and closest source of parking is considered to be street-front parking along Grand Street, and within the public Civic Center lot,one block to the south to the rear of City Hall. Recently, Center Street,just north of Chapman Avenue, has been eliminated as a potential source for offsite parking, since it has been abandoned and incorporated into the library expansion project. From a functional standpoint, the lack of onsite parking for the subject property limits the property's suitability for certain uses or types of tenants. At the very least, the subject office space would not be suitable for medical office use, which,because of the number and frequency of patient visits,requires a higher than standard parking allowance. Similarly, the space would not be suited for professional uses that exhibit a high employee count or attract a significant number of visitors. These same observations would be true for much of the office space in Old Towne Plaza, which tends to be occupied by individual consultants,attorneys, architects, financial and real estate professionals. The subject property is thought to be particularly suitable for occupancy by a department or agency of the City of Orange. It is located across Chapman Avenue from City Hall and the Economic Development Department, and adjoins the City of Orange Main Library. There are few, if any, alternative choices for expansion space that are as conveniently located with respect to existing City offices. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 16 The subject improvements suffer a degree of functional obsolescence that impacts the utility and economic return potential associated with the improvements. In particular, the basement of the Mansion contains a wine cellar and spa grotto that are not typically associated with professional office use. These spaces have no exterior light sources, and are thought to be only adaptable or useful as records storage space. In total, the area of the wine cellar and grotto is 432 square feet. Also in the basement, the men and women's bathrooms are oversized and provide locker and shower facilities that are also considered items of functional obsolescence for professional office use. In my estimation, approximately two-thirds of the total 452 square feet within these bathrooms represents functionally obsolete space. In the Carriage House, the space layout also results in functional obsolescence. In a market where the primary demand is for individual offices, the foyers for each side of the building become, in essence, a hallway to access the other offices rather than rentable space. Again, approximately two-thirds of the foyer space is considered functionally obsolete space. For a larger company or agency that might occupy the whole Carriage House or an entire side of the building, this space could be productive space. However, the desirability of the Carriage House office space is inferior to the office space in the Mansion, since there is no restroom provided in the Carriage House. The economic return potential of the property has been addressed in the Income Approach To Value. Space is currently rented on a month-to-month basis to tenants who occupy individual offices. Common area such as foyers, hallways, bathrooms and conference rooms are available to all tenants. Contract rent for the "usable" office area varies according to the size and desirability of the space occupied, but generally is much higher than equivalent office rent for"rentable" area that is computed to include the tenant's pro rata share of common areas and facilities. On the following page is a summary of the current contract rental rates for the subject space. Rental rates are considered to be gross rents since the landlord is responsible for payment of property taxes, insurance, utilities and all expenses of maintaining and operating the building. Tenants pay for their own telephone usage. The average monthly rent for occupied space is $3.04 per square foot of usable office area. No rent is collected for the basement storage space; Suite 201 on the ground floor is vacant; and, the unnumbered Secretarial Suite on the second floor also is not being charged rent. In total, approximately 13% of the available space is either vacant or is not generating rent. However, from an economic standpoint, the building appears to be operating at the equivalent of its revenue production capacity if measured comparatively from the standpoint of market rent per square foot of rentable area. In other words, the current monthly contract rent from individual office rental, $12,795, is the equivalent of $1.69 per square of rentable area for the entire property. This is within the range of market rents collected on this basis, which is from about $1.60 to $1.75 per square foot per month, gross. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 17 Royer Mansion-Contract Rent Summary Monthly Per Suite Sq.Ft Rent Sq.Ft. Mansion Basement 100 270 $420 $1.56 101 273 $400 $1.47 Wine Cellar 180 0 $0.00. Cave 252 0 $0.00 Scheduled Rent 975 $820 First Floor 200 143 $450 $3.15 201 110 0 $0.00 202 160 $400 $2.50 203 180 $800 $4.44 204 180 $625 $3.47 205 186 $750 $4.03 206 68 $250 $3.68 207 218 $725 $3.33 208 174 $700 $4.02 Scheduled Rent 1,419 $4,700 Second Floor 300&301 369 $1,000 $2.71 302 370 $1,000 $2.70 303 241 700 $2.90 304 210 $1,000 $4.76 305 153 $650 $4.25 306 120 $450 $3.75 307 138 $450 $3.26 Scheduled Rent 1,601 $5,250 Carriage House 400 116 $375 $3.23 401 116 $350 $3.02 402 108 $350 $3.24 403 106 $350 $3.30 404 98 $300 $3.06 405 102 $300 $2.94 Scheduled Rent 646 $2,025 Occupied Space 4,209 $12,795 $3.04 CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 18 COST APPROACH TO VALUE As improved, the market value of the subject property may be estimated by the Cost Approach. This approach results in an estimate of the cost to produce a replacement property through land acquisition and building construction. The estimated replacement cost of improvements, after allowance for accrued depreciation due to age, condition and obsolescence factors, is added to the land value estimate and results in the indicated market value by the Cost Approach. Land Value By Comparison Following is a summary of commercial land sales data used as comparisons for the purpose of estimating the market value of the subject land in support of the current improvements. Comparison Land Sales Summary-Commercial Use Data Sale Sale Per No. Location Use/Zoning Acres Date Price Sq.Ft 1 12741 Newport Ave.,Tustin Medical Office/CG 1.2 Feb-05 $1,600,000 $30.61 2 2000 E.First St.,Santa Ana Medical Condos/P 2.0 Escrow $2,352,240 $27.00 3 S/S Chapman,E/O Rampart,Orange Unknown/Un-Zoned 1.74 Feb-05 Auction $2,710,000 $35.82 4 SWC Cerritos&Walker St.,Cypress Medical Office/C 1.75 Sept-04 S1,754,292 $23.00 5 2 Hughes,Irvine Office/CC 1.59 Dec-03 $1,593,000 $23.00 6 NWC 1u St.&Prospect,Tustin Restaurant/C 0.57 July-03 635,000 $25.57 7 190 S.Tustin St.,Orange Office/C 1 0523 July-04 S760,000 $33.50 In my opinion, the infill land sale comparisons presented support a current value for the subject land parcel in the amount of$35.00 per square foot. The most appropriate comparisons are considered to be Sale Nos. 1, 2, 3, and 7. Sale No. 1 sold in February 2005 for a price of$30.61 per square foot, and is being developed with a medical office building. Demolition costs to clear an existing office building were unconfirmed, but anticipated to cost at least $1.00 per square foot of site area. Sale No. 2 is another potential medical office building site, currently in escrow. The product will be medical office condos for sale. The price of$27.00 per square foot for the land was negotiated in December 2004. The lower price paid for this site may be attributed to higher transportation impact fees and the lower development density proposed for the site. Sale No. 3 is an oddly-shaped remnant land parcel that was purchased from Caltrans at auction. The buyer was not fully aware of access problems to the site and the fact that the parcel is un-zoned. It appears that the price of$35.82 per square foot may have been above market. Finally, Sale No. 7 involves a vacant land parcel with frontage on Tustin Street, just south of Chapman Avenue, in Orange. It was purchased in July 2004 for a price of$33.50 per square foot for the purpose of developing a veterinary and professional office building. Considering the lack of available land parcels in the Downtown Orange area, and proximity of the subject property to Old Towne Plaza, it is my opinion that the estimated value of$35.00 per square foot of land area is an accurate reflection of the market value for the site as a cleared land parcel. My estimated land value for the subject parcel is computed as follows. Estimated Land Value 18,261 sq.ft. x $35.00/sq.ft. 639,135 Say S640,000 CITY OF ORANGE,Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 19 Replacement Cost of Improvements Estimated replacement costs for buildings and site improvements currently in place on the subject site have been derived through reference to the Marshall Valuation Service comparative cost estimates. Allowances have been made for indirect costs that are not included in the direct cost estimates. I have also recognized a 15% contingency allowance to reflect the uncertainty that the replacement cost - estimates associated with current construction adequately cover all of the specialty finish features noted for the subject property. Estimated Accrued Depreciation Analysis of market data indicates that accrued depreciation recognized for historic buildings such as the subject is not strictly associated with age. There is considerable value attributable to the style and craftsmanship of construction that is not typically available with newer buildings. The most significant source of depreciation associated with this type of building is in the functional obsolescence that comes with conversion to a use for which the building was not originally designed. In the case of the Royer Mansion, items of functional obsolescence have been cited with respect to basement space in the Mansion and foyers of the Carriage House. In my opinion, a functional obsolescence allowance of 10% of estimated replacement cost new should be recognized for these characteristics. In addition, another 10% depreciation allowance is estimated for physical wear and tear and deterioration. A blended allowance for accrued depreciation of 20% of replacement cost new has been utilized in arriving at my estimate of market value for the subject property by the Cost Approach, as summarized below. Cost Approach Summary Estimated Replacement Cost New Buildings 7,836 sq.ft. x $184.83/sq.ft. 1,448,328 Site Improvements 14,634 sq.ft. x $10.00/sq.ft. 146,340 Total Estimated Replacement Cost New - Site Improvements 1,594,668 Estimated Indirect Costs Legal,Title& Escrow @ 0.5% 8,000 Taxes During Construction 2,200,000 x 1.061%x 50%11,700 Permanent Loan Fee 1%x $1,600,000 16,000 Contingency @ 15% 240,000 Total Estimated Indirect Costs 275,700 Total Estimated Replacement Costs New 1,870,368 Less Accrued Depreciation @ 20% 374,074 Estimated Depreciated Replacement Cost of Improvements 1,496,294 Plus Estimated Land Value 640,000 Estimated Market Value 2,136,294 Say $2,136,000 CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 20 SALES COMPARISON APPROACH The market value of the subject property has been estimated by comparison to sales of other similar properties in the market area. The common unit of comparison is price per square foot of gross building area. A summary of market data deemed appropriate for comparison to the subject Royer Mansion property is summarized below. Details of the transactions and other property information have been retained in my files. Summary Of Office Building Sales Data Bldg. Land Prkg Spc/ Year Sale Sale No. Location Sq.Ft Sq.FL FAR Ratio/1000 Built Date Price $/Sq.Ft. Subject 307E. Chapman Ave.7,836 18,261 0.43 19 1900 Offer $2,400,000 $306.28 Orange 2.4 Sold Properties 1 1601 E.Chapman Ave. 1,574 9,882 0.16 9 1915 Jul-05 $945,000 $600.38 Orange 5.7 2 600 E.Chapman Ave.1,600 13,794 0.12 8 1945 Jun-05 $721,000 $450.63 Orange 5.0 3 513 N.Glassell St. 1,201 6,250 0.19 5 1906 Dec-05 $700,000 $582.85 Orange 4.2 4 262 S.Glassell St. 1,316 7,788 0.17 6 1900 Dec-04 $710,000 $539.51 Orange 4.6 5 374 S.Glassell St. 1,771 6,710 0.26 7 1903 Nov-04 $830,000 $468.66 Orange 4.0 6 690 W. 1st St.1,731 7,824 0.22 6 1924 Dec-05 $867,500 $501.16 Tustin 3.5 7 158 N.Center St. 1,816 6,750 0.27 1923 Nov-05 $900,000 $495.59 Orange 8 2745 E.Chapman Ave. 5,264 16,830 0.31 21 1978 Jul-04 $1,250,000 $237.46 Orange 4.0 9 151 Yorba St.5,200 12,555 0.41 19 1988 Aug-04 $1,235,000 $237.50 Tustin 3.7 10 606 E.Chapman Ave. 11,323 20,762 0.55 29 1980 Mar-04 $2,000,000 $176.63 Orange 2.6 Available Properties 11 1525-1527 N.Broadway 2,707 6,930 0.39 7 1907 Listing $945,000 $349.09 Santa Ana 2.6 12 350 S.Glassell St. 2,782 9,488 0.29 N/A 1916 Listing $1,310,000 $470.88 Orange 13 1026 E.Chapman Ave. 4,183 12,500 0.33 11 1965 Listing $1,800,000 $430.31 Orange 2.6 14 653 S."B"St.6,449 15,000 0.43 21 1957 Listing $1,695,000 $262.83 Tustin 3.3 15 5334 E.Chapman Ave. 8,383 20,128 0.42 33 1980 Listing $2,400,000 $286.29 Orange 3.9 CITY OF ORANGE,Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 21 Overview of Market Data My investigation of the market centers on sale of small office buildings in Orange and nearby communities of Tustin and Santa Ma. While the focus of my search and analysis is on buildings of similar age to the subject that were converted from their original use as residences, sales of newer buildings have been included as well. The data features sales that have occurred within the past two years, as well as properties currently on the market. The data reveal important market trends and property characteristics that impact comparative analysis with respect to the subject property; in particular, the time at which the sale took place and the size of the buildings involved. There has been a significant increase in property values for this type and use of property over the past three to four years. Therefore, it is noted that the older sales reflect a pattern of lower prices than do the more recent transactions. This fact is supported by consideration of the history of the subject property itself, noting that the property was purchased by the current owner in March 2002 for a price of$950,000 and is now subject to a pending purchase offer in the amount of 2,400,000. The data include four re-sale transactions that have occurred over a period of about the past three years. Analysis of these transactions has been made in order to derive a supportable adjustment for market conditions that is then applied to the other sales data in forming an indication of value in the current market. The second significant observation is that prices per square foot are extremely sensitive to the size building that is involved; i.e., smaller buildings tend to bring much higher prices per square foot than do the larger buildings. The explanation for this tends to mirror the motivation behind the purchase and intended use of the property, whether as an owner-occupied office or as an investment property. Many of the property sales presented, being converted homes that are either of historical significance or of a vintage that display architectural characteristics or use of materials and craftsmanship that are no longer feasible to recreate, are small buildings of less than 2,000 or 3,000 square feet. These are ideally suited for occupancy as professional offices by owner-users, whether attorneys, real estate professionals,architects, etc. Prices paid for these smaller buildings often are influenced by intangible considerations on the part of the buyer, and may not be supported by the economic realty of operating the property as a leased investment. The subject property comprises a total of 7,836 square feet of building area, a comparatively large property to be occupied by a single user or company of the type that is typical for the location. This is especially true when considering the lack of onsite parking, as previously referenced. Again, history associated with operation of the property tends to support this notion, since the buildings are partly occupied by the owners and partly leased out to other professionals. Following is an analysis of the data. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 22 Time Adjustment Presented below is a summary of four paired sales that have been utilized as an indication of the advancement in property values over the past three years. Time Adjustment Data Data Bldg. Land Year Sale Sale Avg. No. Location Sq.FL Sq.FL Built Date Price $/Sq.Ft Increase /Mo. 3 513 N.Glassell St. 1,201 6,250 1906 Dec-05 $700,000 $582.85 71% 2.4% Orange 3a 513 N.Glassell St. 1,201 6,250 1906 May-03 $410,000 $341.38 Orange 4 262 S.Glassell St. 1,316 7,788 1900 Dec-04 $710,000 $539.51 118% 3.4% Orange 4a 262 S.Glassell St. 1,316 7,788 1900 Jan-02 $325,000 $246.96 Orange 6 690 W. 1st St. 1,731 7,824 1924 Dec-05 $867,500 $501.16 204% 4.5% Tustin 6a 690 W. 1st St. 1,731 7,824 1924 Mar-02 $285,000 $164.64 Tustin 9 151 Yorba St. 5,200 12,555 1988 Aug-04 $1,235,000 $237.50 63% 2.1% Tustin 9a 151 Yorba St. 5,200 12,555 1988 Aug-02 $760,000 $146.15 Tustin The data indicate average property value appreciation rates ranging from 2.1% to 4.5% per month for small office buildings in the subject market area. In general, the appreciation rate tends to be greater for the sales that exhibit the oldest data or longest period spanning the two sale transactions. For instance, the initial sales associated with Sales 4 and 6 occurred in early 2002 and timing between the sale transactions was between 3 and 4 years. These comparisons indicate the largest average rates of appreciation of 3.4% per month and 4.5% per month, respectively. On the other hand, the other two paired comparisons, Sales 3 and 9, which span a time period between transactions of about 2 years, support much lower appreciation rates of 2.4% and 2.1% per month, respectively. Considering characteristics of the data, it is my opinion that the proper time adjustment factor to be used in trending forward the March 2002 subject property sale is the rate of 3% per month. For use as a time adjustment for the other comparative market data that has taken place within the past two years, a slightly lower rate of appreciation of 2.5%per month is considered to be supported by the market. Size Adjustment After adjustment for time, a grouping of sale prices by size of improvements illustrates the divergence in price per square foot between the smaller and larger sized buildings. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 23 Analysis By Size After Time Adjustment Data Bldg. Land Sale Sale Time Adj. Size Adj. No. Location Sq.Ft Sq.Ft. Date Price S/Sq.FG Adj. Price Adj. Price Subject 307 E. Chapman Ave. 7,836 18,261 Offer $2,400,000 $306.28 Orange Sold Properties 1 1601 E.Chapman Ave. 1,574 9,882 Jul-05 $945,000 $600.38 13% $675.43 -50% $337.71 Orange 2 600 E.Chapman Ave. 1,600 13,794 Jun-05 $721,000 $450.63 15% $518.22 -50% $259.11 Orange 3 513 N.Glassell St. 1,201 6,250 Dec-05 $700,000 $582.85 0% $582.85 -50% $291.42 Orange 4 262 S.Glassell St. 1,316 7,788 Dec-04 $710,000 $539.51 30% $701.37 -50% $350.68 Orange 5 374 S.Glassell St. 1,771 6,710 Nov-04 $830,000 $468.66 33% $620.98 -40% $372.59 Orange 6 690 W. 1st St. 1,731 7,824 Dec-05 $867,500 $501.16 0% $501.16 -40% $300.69 Tustin 7 158 N.Center St. 1,816 6,750 Nov-05 $900,000 $495.59 3% $507.98 -40% $304.79 Orange 8 2745 E.Chapman Ave. 5,264 16.830 Jul-04 $1,250,000 $237.46 43% $338.38 -I0% $304.55 Orange 9 151 Yorba St. 5,200 12,555 Aug-04 $1,235,000 $237.50 40% $332.50 -10% $299.25 Tustin 10 606 E.Chapman Ave. 11,323 20,762 Mar-04 $2,000,000 $176.63 53% $269.36 10% $296.30 Orange Available Properties 11 1525-1527 N. Broadway 2,707 6,930 Listing $945,000 $349.09 Santa Ana 12 350 S.Glassell St. 2,782 9,488 Listing $1,310,000 $470.88 Orange 13 1026 E.Chapman Ave. 4,183 12,500 Listing $1,800,000 $430.31 Orange 14 653 S."B"St. 6,449 15,000 Listing S1,695,000 $262.83 Tustin 15 5334 E.Chapman Ave. 8,383 20,128 Listing $2,400,000 $286.29 Orange The first four sales involve buildings of 1,600 square feet or less in size. Prices adjusted for time suggest a current range in comparative value from about $519.00 to $701.00 per square foot, and an average adjusted price of$619.47 per square foot. The next size group comprising Sale Nos. 5, 6 and 7 are slightly larger, at about 1,731 to 1,816 square feet. Adjusted values are from $501.00 to $621.00 per square foot, and average $543.37 per square foot. Next, Sale Nos. 8 and 9 comprise buildings of about 5,200 square feet, and exhibit adjusted value indicators averaging $335.44 per square foot. Finally, Sale No. 10 reflects an adjusted value indication of $269.36 per square foot for an 11,323 square foot building. Upon analysis of the data, size adjustments have been determined after application of time adjustments • to prices for the closed sale transactions. The magnitude of size adjustments is as high as -50% for the smallest buildings. The subject property comprises a gross building area of 7,836 square feet. From a size standpoint, it would compare most favorably to Sale Nos. 8 through 10, which indicate comparative prices after time and size adjustments ranging from $296.30 to $304.55 per square foot. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 24 In my opinion, these last data are the most comparable to the subject property, indicating a point value indication of$300.00 per square foot. This estimate also appears to be consistent with current listing Data Nos. 14 and 15, which exhibit similar size buildings as the subject. Asking prices for these properties are $262.83 and $286.29 per square foot, respectively. In my opinion, the subject is a superior property from the standpoint of both its location close to Old Towne Orange Plaza, and by virtue of its vintage nature. Therefore, a market value for the subject in excess of the asking prices for Data Nos. 14 and 15 would not be out of line with the market. Market Value Estimate-Sales Comparison Approach The first indication of market value for the subject property is produced by trending forward the 950,000 price paid for the property nearly 4 years ago in March 2002. The market data supports an average appreciation rate over that time period of 3% per month. The adjustment factor for 44 months at 3%per month is 132%. Computation of the estimated market value by this methodology follows. Purchase Price @ March 2002 950,000 Market Appreciation-44 months 1.32 x $950,000 1,254,000 Indicated Market Value 2,204,000 After analysis and adjustment of recent sales data, the opinion has been formed that the current market supports a value for the subject property at the rate of$300.00 per square foot of building area. The following indication of market value results. 7,836 sq.ft. x $300.00/sq.ft. 52,350,800 However, in my opinion, an adjustment needs to be recognized for the functional obsolescence noted for the subject property, particularly for the basement space that does not have productive office use potential. Also, the two Carriage House foyer suites do not currently produce rent because of the multi-tenant occupancy access requirements of the building. An alternative analysis of the subject property would be to reduce the effective area of the buildings by the 432 square feet of basement storage space and 202 square feet of Carriage House foyer space, which for purposes of consistent comparison with the market data results in a building size of 7,202 square feet. The comparative market value estimate then becomes: 7,202 sq. ft. x $300/sq. ft. 2,160,600 CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 25 INCOME APPROACH TO VALUE In the income capitalization valuation approach that follows, stabilized economic rent has been estimated based on review of existing contract rent levels for the occupied office suites, and assignment of market rent to leasable space for which no rent is currently being charged. Market vacancy is estimated at 5%. Estimated expenses to the landlord are deducted. The net operating income is capitalized to an indicated market value estimate for the subject property using an overall capitalization rate derived through sales data comparison. Market Rent Estimate A summary of rental rates for other nearby office space is summarized in the following table. All properties are located in Orange. Summary of Office Space-Leasing Survey Data No. Location Sq.FL Area Monthly Rent $/Sq.FL Status 1 850 E.Chapman Ave. 1,450 Usable $2,800,gross 1.93 Leased 145 Usable 600,gross 4.14 Leased 145 Usable 600,gross 4.14 Leased 2 1509 E.Chapman Ave. 210 Usable 650,gross 3.10 Available 144 Usable 650,gross 4.51 Available 3 626 E.Chapman Ave. 2,500 Rentable $3,000,mod.gross $1.20 Available 4 190 S.Glassell St. 400 Usable $1,400,gross 3.50 Available 5,000 Usable 10,000,net 2.00 Leased 900 Usable 2,700,net 3.00 Leased 5 594 N.Glassell St. 110 Usable 550 5.00 Available Data No. 1 is the Fairbaim Building at the corner of Chapman Avenue and Cambridge Street, one-half mile east of Old Towne Plaza. Gross rental rates range from $1.93 to $4.14 per square foot per month, based on occupied office area. Rates are sensitive to the size of the space, with the larger block of office space renting for a lower rate per square foot. Data No. 2 is nearly a mile east of Old Towne Plaza. Two individual offices have been available for over one year. The asking rate for each office is 650.00 per month, gross. Data No. 3 is a residence built in 1913, converted to office space. The entire 2-story building is vacant, available for rent at a monthly rate of$1.20 per square foot, modified gross. The tenant would also pay for utilities, property maintenance, and supplies. The Jensen Building, at the corner of Glassell Street and Almond Avenue, is referenced as Data No. 4. This is a new building located one block south of Old Towne Plaza. The ground floor will be occupied by restaurants, and the upper floor is leased as office space. One office of 400 square feet remains to be leased at an asking rate of$3.50 per square foot per month, gross. The office interior for this space has already been built out and is ready to lease. A larger space of 5,000 square feet leased to a single tenant at a lower rate of$2.00 per square foot, net. However, the tenant built out the interior, spending about 50.00 per square foot on the improvements. Expenses are estimated to run about $0.50 per square foot per month for the space. Another space of 900 square feet was leased at a net rent of$3.00 per square foot per month, which equates to the same $3.50 per square foot, gross asking rate for the last vacant space. Data No. 5 is a small converted home located just north of Chapman University at the southwest corner of Glassell Street and Rose Avenue. There are four private offices in the building, CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 26 each sharing common access, common kitchen and restroom. The asking rent for the one vacant office is $5.00 per square foot per month, including utilities. Contract rent for the subject offices has previously been summarized on page 17. Similar to a majority of the data, rents are paid on the basis of occupied office area, and the landlord pays all expenses. The range in monthly rent is from about $1.50 to $4.76 per square foot. The average for all occupied space is $3.04 per square foot per month. Rental rates are lowest for the basement space. Rental rates for Carriage House space are slightly lower than for similar size office suites in the Mansion, reflecting the inconvenience of having no separate restroom facilities in the Carriage House. In my opinion, the contract rent level for office space in the Royer Mansion is competitive with the market. The "Cave" and Wine Cellar in the basement comprise a total of about 432 square feet. Highest and best use is for storage, in my opinion. The estimated market rental rate is $0.50 per square foot per month, or $220. Suite 201 on the first floor of the Mansion comprises usable area of 110 square feet and is vacant. This small interior office space has a market rental value of$350 per month. Similarly, a small suite of 95 square feet on the second floor has a rental potential of$275 per month, in my opinion. Estimated gross rental revenue potential for the property summarized in the Capital Value Analysis is a combination of the contract rent from existing tenants, and market rent estimated for the vacant or un-leased space. Operating Expense Estimate Estimated operating expenses to the landlord for maintenance &repair, casualty insurance, utilities and management are estimated at $0.354 per square foot per month, or about $4.25 per square foot per year. The landlord is also responsible for payment of property taxes at the level of re-assessment consistent with presumed sale of the property at market value. Instead of estimating a target property tax amount, a tax burden load at the current tax rate of 1.06% has been added to the overall capitalization rate. Overall Capitalization Rate Following is a summary of sales of small office buildings used in my comparative analysis and valuation of the subject property. Data Year Bldg. Sale Sale Overall No. Location Built Sq.Ft. Date Price Cap Rate Subject 307 E. Chapman Ave., Orange 1900 7,562 -- 1 1095 Old Irvine Blvd.,Tustin 1970 10,125 Aug-2004 $3,580,000 6.55% 2 845 E.Chapman Ave.,Orange N/A 7,230 Listing $3,300,000 5.15% 3 1131 E.Main St.,Tustin 1976 11,640 Listing $2,500,000 5.68% Overall cap rates on small office building investments have declined over the past year or more, following the trend in declining yield rates for most property types. Currently, the market indicates cap rates within the general range of 5% to 6%. Sale No. 1 is a slightly dated sale, indicating a price reflecting a rate of return of 6.55%, considered to be above the current market level. The other two comparative data are current listings, for which asking prices reflect the stated overall cap rates. By CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 27 comparison, Data No. 2, even though farther from Old Towne Plaza than the subject, has superior investment characteristics than the Royer Mansion. It is leased to a single tenant, St. Joseph Hospital of Orange. There are 5 years remaining on the lease term, and rental revenue increases annually according to the CPI, capped at a maximum of 5% per year. The asking price is indicative of an overall cap rate of 5.15%. The subject property revenue potential reflects more risk since it is associated with short term occupancies and multiple tenants. A higher cap rate is warranted, in my opinion, in analysis of the potential net annual rental revenue. In contrast, the revenue production potential of the subject property is considered to be better than for Data No. 3, which occupies a somewhat hidden location east of Old Towne Tustin. The asking price for this property equates to an overall cap rate of 5.68%. In my opinion, an appropriate overall cap rate for the subject property is 5.25%. The resultant market value of the property is indicated by capitalization of net income before property taxes at a rate of 6.31%,the sum of the 5.25%overall cap rate and 1.06%property tax rate. Market Value Estimate By Direct Capitalization Following is my estimate of market value for the subject property by the Income Approach. Capital Value Analysis Estimated Gross Revenue Potential Existing Leases Carriage House 2,025/month x 12 months 24,300 Basement Offices 820/month x 12 months 9,840 1st Floor Offices 4,700/month x 12 months 56,400 2"d Floor Offices 5,250/month x 12 months 63,000 Vacant Space Rent Basement Storage 220/month x 12 months 2,640 Suite 201 350/month x 12 months 4,200 2nd Floor Vacancy 275/month x 12 months 3,300 Total Potential Gross Revenue 163,680 Less Vacancy& Collection Loss @ 5%8,184 Estimate Effective Gross Revenue Potential 155,496 Less Expenses Net of Property Taxes 4.25/sq.ft. x 7,562 sq.ft.32,139 Estimated Net Operating Revenue Before Property Taxes 123,357 Capitalization 123,357 _ 6.31% 1,954,945 Estimated Market Value Say $1,955,000 CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 28 FINAL OPINION OF MARKET VALUE Market value of the subject property, defined as the "most probable" price that would result between knowledgeable buyer and seller from exposing the property for sale in the open market, is indicated to be within the range of about $2,000,000 to $2,200,000. Analysis by the Income Approach through capitalization of the estimated net income potential of the property defines the low end of the value range for the property, at $1,955,000. Cost to replace the property through construction of a property of equivalent condition and functional utility is estimated to be $2,136,000. Both approaches are considered to be secondary indicators of market value. Most properties of historical significance that have been converted to office use are held entirely, or at least partially, as owner-user properties. The market data analyzed in the Sales Comparison Approach support a value for the property of about 2,160,000 to $2,204,000, a value range in excess of estimates by either the Income or Cost Approaches. In my opinion, an estimate of $2,200,000, as supported by the Sales Comparison Approach, most accurately reflects the market value of the subject property. The pending offer for the property is $2,400,000, which is about 9% more than the estimated "most probable" price for the property that would result through exposure for sale in the open market, in my opinion. However, the offer price is not without merit considering the property's desirability with respect to use by a specific buyer, the City of Orange. There are few, if any, existing properties as ideally suited for office space expansion needs of the City as the Royer Mansion. From a location standpoint, it is situated across the street from both the City Hall and offices of the City of Orange Economic Development Department and, therefore, offers convenience of proximity within easy walking and parking distance of other City administrative offices. It also adjoins the City of Orange Main Library expansion site. Finally, the historic nature of the Royer Mansion fits the focus on preservation that is emphasized by the City throughout all of Old Towne Orange. The City of Orange's proposed use as administrative office space serving a single user would capitalize on the full productive capacity of the property that otherwise suffers from functional obsolescence if used as multi-tenant office space. For instance, the foyer areas of the Mansion and Carriage House buildings that are currently needed for access to the private offices would be more fully used to their productive capacity as administrative office space of a single user. In such an analysis by the Sales Comparison Approach of the property's full productive capacity, absent the functional obsolescence noted, the estimated market value of$2,350,800 basically supports the pending offer of$2,400,000. LIMITING CONDITIONS This appraisal report is made expressly subject to the conditions and stipulations following. 1) No responsibility is assumed by Parkcenter Realty Advisors for matters that are legal in nature. 2) No opinion of title is rendered and the property is appraised as though free of all encumbrances and the title marketable. 3) The appraisal covers the property described only. 4) No survey of the boundaries of the property has been made. All areas and dimensions furnished our appraiser(s) are assumed to be correct. 5) Sources of information are believed to be correct and, where feasible, have been verified. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 29 6) That the term "market value", as used herein, is defined as, "the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby: a. buyer and seller are typically motivated; b. both parties are well informed or well advised, and acting in what they consider their own best interests; c. a reasonable time is allowed for exposure in the open market; d. payment is made in terms of cash in United State dollars or in terms of financial arrangements comparable thereto; and e. the price represents the normal consideration for the property sold unaffected by anyone associated with the sale." 7) That the date of value to which the conclusions and opinions expressed in this report apply is set forth in the letter of transmittal. Further, that the dollar amount of any value opinion herein rendered is based upon the purchasing power of the American dollar on that date. 8) That the appraiser(s) assume no responsibility for economic or physical factors which may affect the opinions herein stated occurring at some date after the date of value. 9) That the appraiser(s) reserves the right to make such adjustments to the valuation herein reported, as may be required by consideration of additional data or more reliable data that may become available. 10) That maps, plats, and exhibits included herein are for illustration only as an aid in visualizing matters discussed within the report. They should not be considered as survey, or relied upon for any other purpose, nor should they be removed from, reproduced, or used apart from this report. 11) By reason of this appraisal, Parkcenter Realty Advisors is not required to give testimony or to be in attendance in court or at any governmental or other hearing with reference to the property without prior arrangements having been made relative to such additional employment. 12) In this engagement, Parkcenter Realty Advisors has used their best efforts to perform the appraisal in a professional manner to the Standards of the Appraisal Institute, however, no warranties, assurances or guarantees of any kind are expressed or implied and the appraiser(s) accepts no liability in furnishing this report. 13) Disclosure of the contents of this appraisal report is governed by the By-Laws and Regulations of the Appraisal Institute. Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraiser(s) or the firm (Parkcenter Realty Advisors) with which they are connected, or any reference to the Appraisal Institute or to the MAI or RM designation) shall be disseminated to the public through advertising media, public relations media, sales media or any other public means of communication without the prior written consent and approval of the authors. CITY OF ORANGE, Economic Development Department December 27, 2005 Attention: Mr. Rick Otto, Senior Project Manager Page 30 14) This appraisal report is prepared for the sole and exclusive use of the client identified herein for the stated intended use. No third parties are authorized to rely upon this report without the express prior written consent of Parkcenter Realty Advisors. CERTIFICATION Parkcenter Realty Advisors certifies that,to the best of their knowledge and belief, the appraisal assignment was not based on a requested minimum valuation, a specific valuation, or approval of a loan; the statements of fact contained in this report are true and correct; the reported analysis, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are our personal, unbiased professional analyses, opinions, and conclusions; we have no present or prospective interest in the property that is the subject of this report, and have no personal interest or bias with respect to the parties involved; our compensation is not contingent on an action or event resulting from the analyses, opinions, or conclusions in,or use of, this report; our analyses, opinions, and conclusions were developed, and this report has been prepared in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Practice of the Appraisal Institute, as well as the Uniform Standards of Professional Practice of the Appraisal Standards Board of the Appraisal Foundation; the use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives; as of the date of this report, Christopher N. Hardy has completed the requirements under the continuing education program of the Appraisal Institute; a personal inspection has been of all the properties that are the subject of this report; no one provided significant professional assistance to the persons signing this report; and in accordance with the USPAP Competency Provision, we certify that we have the knowledge and experience to complete this assignment and have appraised this property type before. Respectfully submitted, PARKCENTER REALTY ADVISORS By: Christopher N. Hardy, MAI Senior Vice President Certified General Real Estate Appraiser State of California No. AG003369 CNH:pmd ADDENDUM yhe The Royer Mansion was the home of one of our most distinguished early pioneers in the City of Orange, Dr. Daniel Franklin Royer. Dr. Daniel Franklin Royer was born in Waynesboro, Pennsylvania, March 21, 1852. He graduated with honors from Jefferson Medical College of Philadelphia, one of the foremost schools of medicine, becoming an eminent, skillful surgeon and highly trained professional in Shady Grove,Pennsylvania. Dr. Royer,along with his prominent medical practice, was an active participant in the annals of American History. In the Dakota territory, Dr. Royer was a U.S. Pension Agent and a U.S. Indian Agent at Pine Ridge. during the infamous Wounded Knee Massacre. As city treasurer of Alpena for six years;he founded the Bank of Alpena and served on the Board of Education for nine years. He was a member of the South Dakota legislature, being a leader of the floor and Speaker Pro Tern. Among Dr. Royer's closest friends in South Dakota were Sitting Bull, Chief of the Sioux Nation, and Buffalo Bill Cody. Dr. Royer came to California on Christmas Day 1896,settling in the City of Orange to retire from practice;however,destiny came to call upon Dr.Royer. During the typhoid fever epidemic,another physician asked him to take the case of a family dying of typhoid fever. He took the case and saved the family. He also saved a gentleman named Nelson Edwards who later became California's Republican Senator,establishing a close friendship lasting the remainder of their lives. The new doctor in town was back in practice. Dr. Royer met with pronounced success in the City of Orange. Because of his strong personality and intensive, careful conscientious regard for all things and for the good of his community, he was elected to the city council. As councilman, recalling his arrival in the City in the mud and rain,started a movement to have sidewalks put in town. In spite of his extensive medical practice, the local surgeon for the Santa Fe.Southern Pacific,and Pacific Railways.he devoted considerable time to the duties of his public offices. He was a member of the Board of Trustees for six years and was one of our early mayors(1902- 1904). He belonged to the Christian Church and the well-known fraternities such as: Masonic Lodge, Knights Templar.Shrine Club,Oddfellows in which he became a Grand Master in 1900,and the Elks Lodge. Dr. Royer gave freely of his time and services. During World War I he was a member of the District I Exemption Board of Orange,California which examined nearly 6,000 men. Dr. Daniel Franklin Royer, held in highest esteem by fellow citizens for his uprightness of character, his involvement in civic affairs, in which he played a prominent part in the early development of Orange:but most importantly, for his professional charismatic bedside manner as a physician. died at the age of 77 on October 28, 1929. He did not die forgotton. At his funeral, "the crowd was so large some had to be turned away from church services, thus showing the love and trust he had from his fellow townspeople." EXHIBIT B Letter of Intent-Proposed Acquisition of Royer Mansion September 29, 2005 Ali Parvaneh Royer Mansion LLC 307 East Chapman Avenue Orange, CA 92866 Re: Response to Royer Mansion LLC Counter Proposal of September 27,2005 Regarding the Proposed Acquisition of the 307 East Chapman Ave. (Royer Mansion) Assessor's Parcel No. 039-253-23 Dear Mr. Parvaneh: We are in receipt of the September 27, 2005 counter proposal regarding the above- referenced property (hereafter, "the property"). On behalf of the Agency Board of Directors, I am making the following offer for the acquisition of the property. The following basic terms, provisions and conditions (which are consistent with the Agency's September 14, 2005 offer), which, if agreeable to the Royer Mansion LLC, would form the basis for negotiations of a written definitive purchase and sale agreement("Purchase Agreement"). 1. Purchase Price. The purchase price for the property would be $2,400,000, all cash, to be paid at closing. The purchase price is contingent upon the results of a full appraisal for the fair market value of the subject property (to be obtained by the Agency) and conditioned upon ratification by the Agency Board of Directors. The Agency's proposed purchase price is dependent upon the "Physical Characteristics" (as that term is defined in paragraph 3,below)of the subject property being satisfactory. 2. Escrow Agent; Close of Escrow. Upon execution of a Purchase Agreement, the parties will open escrow with a company mutually acceptable. The close of escrow is dependent upon the amount of time needed for the Agency to complete its due diligence. The close of escrow may be extended depending upon the time Royer Mansion LLC wishes to have to find suitable replacement offices, or six months from the date of the execution of the Purchase Agreement. Ali Parvaneh September 29, 2005 Page 2 3. Due Diligence. The Agency will have a reasonable period of time, to be mutually agreed upon to investigate the property to determine, in its sole and absolute discretion whether or not for any reason the subject property and/or the existing improvements are suitable for the Agency's intended uses and purposes (herein referred to as the "Physical Characteristics"). During that period of time, the Agency will have the right to conduct such tests, inspections, and examinations as the Agency may determine within its sole discretion including an environmental audit) as necessary to review the Physical Characteristics, all to be conducted at the Agency's sole expense. Any on-site tests and inspections will be subject to Royer Mansion LLC's prior consent, not to be unreasonably withheld and will not interfere with current Royer Mansion LLC operations. 4. Good Faith Negotiations. The parties will diligently pursue good faith negotiations with the objective of executing a Purchase Agreement that will contain, in addition to the terms and provisions herein contained, such other provisions as are mutually agreed upon. Royer Mansion LLC agrees to discontinue discussions and/or negotiations with any and all prospective buyers after the Royer Mansion LLC has evidenced its approval by signing this letter. 5. Escrow Fees and Expenses. In the event that the transaction is consummated by the conveyance of the property, the Agency will pay all escrow fees and costs, including the cost of procuring a CLTA Owner's Policy of Title Insurance. 6. Purchase Agreement. This letter of intent does not constitute nor will it be construed as a contract between the parties. It is merely the expression of the current intent of the parties and is intended to serve as the basis for further discussions. It is contemplated that, in the event that the parties are in agreement as to the terms of the transaction, a Purchase Agreement will be prepared and executed incorporating such terms. Should Royer Mansion LLC agree to commence with negotiation of a Purchase Agreement, please have this letter signed by the authorized representatives of Royer Mansion LLC and the original returned to me and make a copy for your own files. Thank you in advance for your consideration of this offer. Of course, if you would like to meet with us to discuss any aspect of this letter, we will make ourselves available at a time and date that is convenient to you. Please contact Rick Otto, Senior Project Manager for the Agency at(714) 288-2591 to discuss this offer. Ali Parvaneh September 29, 2005 Page 3 Respectfully submitted, John W. Sibley Agency Executive Director cc: Rick Otto David A. De Berry,Esq. APPROVED this day of 2005. ROYER MANSION LLC By: APPROVED AS TO FORM: Printed Name: Title: By: Printed Name: Title: EXHIBIT C Subject Photographs 4.4. .- A 1 Ammo, gg.7; •.. .bi -1(rir, It ir,1. 1ryi„. ... ,, . • - • .. . 4f. . i'l, 7 4 N:...:" ',A,SIP..., • . at ..4 : ,, ''' ''. 1. 1.' ,...; • 1, ., n-... '. ilith.... 4..' 4 p• r '. - ot.• at a.,. . MOW — 1 ii 1 " 11 1 --1 1 al IMO Royer Mansion 4*. . 44'44'. . 4.4 '1 1 ,A . ,1 . to t. - - i..- • --- ...„,...ke..i.., r,,,:••• .4. it,,_ :.••,• :' - -- k4 4 iirf../Olt. 4.• ,..:0.• r 41/1"". .• 111101111111 II MOW l• - .... ' ...0 . I. r • 'AP: 42trinkU",.: I I I I I I I I I I I I I I I I 1 I I lit. r., 73.- 400r, 74 i euelare • ! 3 k eb a s. ' iw. wow.. Y k J O s e r il 42- tri :,, f , I tr7 1s A 4 fr t ' 7 y r. I, aav v 7 g r i r - tii, .'' .: 4.: : tis i ss i 114.-- st• . • .. r A i i'l !ft•- 0*--'-'-' Pi : .k..,:'*,, ,,:- . i-t 4, , ..4,•,, :,.., . 44ft.,t• - , i •iir • % ; 0,.. t Iii t ..; , - - •• .,r-ir0 1 i A 06'1. ', -,' - 1- 1-:41 4:, -.• d 1 rt11 ,, I 4.It i.:-,J,•• , 4#0001. . 41k • 101•1111•••.....- Mansion West Entrance its. 4...: 111114 -''''' e , i._ • t.,...: •- 4 ,z, . 114016 ., ••• t 70 z i z i A ' t''''• ,/ I7 ,,s„ i!,- 4,:,.. iii ".'.•...,.ki..; • i 0.!74., ft:„..'' t, .,• _ •. i 4.'• 2-44,a,,..:,;'-'-, ....,.,, , ,, West Yard Fronting On Grand Street J., et . iv*, 4,. 4 ,, A 5- i 41,... • ,'Ir 1. . ,---4, e.._ Milli1 I . 1111111V _timmarnmemsmmenimmei---- East Gable Architectural Detail Q. s • P ici,46,mho* aft OWL' mil, illii4 i _ IIIII 1 Aillr \ A. L i si 4., '," i 1 1 1-, , E6,....-,4.;. ......V 1 1 IT .;.V 'tii ;4-".: " e, t, I Ill ,t A - ".- 11•Oor r.-. i i t. -, •. 1 t AO 111.1..• . 11111111111101k. ammo North Side Of Mansion f di& i ...„ z-1 --::::'.' . 7-::-.7i....: 3 ! l' **-114 # rryp I ABC kil 1 . Iii iIt +.. 4. i; i 1. 0010.11.‘ 4 7rL,y.•s.., Carriage House irir:1111,1k2 uk 641111., . . ,_ . , . t pi i HISita p •A••. - 4 , N -.'ir.' .. ' ' ' - :14rjoilte %:0 IY Py,'‘) 4 • ldf,„4 :a. r 4, 4 sr.,.' a,. •'' 1 v, _ 4 of.' .., :fp , ,,Y;',"•T•'s.• ',• 1 '-'‘-, • S -• 0 e, P-. • ' - le e /a- i • ' 4,1' -14.''' sr. - .. 4"" - ' AAikk, 4,11R;' ,.-4 .t .,, I e' f: . 4 4., f kP . 1.- 1"., 0,0 7::'St, --,..A.,. - .. . d ','.'-'. .10.." 'zi4"..'-'• ' -' ': "• I.,., tt• 1...........„,...i------3 - 4- -...rit--•:' ..i-.. Mansion Viewed From Carriage House r--- t t mi t, t itt m.o. b.:_t_...- dF firemor. "on West Foyer Of Carriage House 4 3, 4 Grand Street Entry Drive And Parking P.,•$ l +am .40 .t. r, y *` i, 4 tilik 4 r t a i Chapman Avenue Entry Drive And Parking 111111 IMP Jr A7 k 1 if ._ M r t Reception Foyer On First Floor if111 Imdr.""1.,.."--- ill If Showers In Women's Locker Room-Basement PIP- 4 I t iAllor il 4. i.1 1116.4 i{ _ gin_ f y1 J 0, f. Suite 300 Entry r if,li ,i, II , li A y lytio.t Auki, at- Suite 300 Fireplace ate. t,' lilT'bj. , ,. 4...._ r w fit + At : L .4,, . - Basement Si,/re 100 4 r 1 x A o_ 1' r, t^ Basement Wine Cellar/Storage s-,- T. - ..... . .. 4,, - - ''"1*': s''' ' - :' • , .. 4,, .... i it . . ,44 .. 4.,:r i IOW Basement "Cave" Yrr i I 0a } 9 i s Basement Hallway to "Cave" IF 40"111111 1.4: :f First Floor Conference Room First Floor Bathroom k. r' 1 4 rt. t - 1 oil t Ai k*'''''s' r 4y a se v4 First Floor Hallway Leading To East Entry A Entry To Suite 205 4 , 11110111111 w: I I/ 1 s r 4;IL4I t; , tea° ;S Stairway In Reception Foye, P. . 4, ,,,.• 1. 4 I i 1 a A 1 li .. H ,- ar- r, t1 X 1 \ 1 41 I i' j. Suite 303 b, y r, tipk.:::tit :, i ,. 1.... -- , , 4-''. 4 4e,-.14'''' - **$' Carriage House Soffit Damage i 41.------ 4\ k, 4 1 Typical Tile Damage On Outside Stairs EXHIBIT D Floor Plans and Area Summaries Royer Mansion Gross Building Area Summary Sq.Ft. Carriage House 1,073 Mansion Basement 1,871 1`Floor 2,554 2nd Floor 2,338 Mansion Total 6,763 Total Gross Building Area 7,836 6Raur4o FLooR Zy T 7 Sie 6 9„ 7 5r 7S 6o y4 N Y SEGO/4 D FLooi 1.4 0 7 I'4" r 1 0 b 7 s' 7 _ zs icy zo y e— 3 y 1 1,..211:tis Ks ki s rts L 4 I66 ZY b'S, 1.1 00/AtNN211 4 r4 1 vstatA —., e/ S i tt 1, va. ZiV.7 ki-7S6 r.... i ! i 1 i I, T z. 44 1 1 I 4- , /..•, I 1 1V11/7 : 1 CH(103 i I 711f - i1ii i I 1 I I I i I ii • I I I11I I I i t t 1 t 1i I i L. i o L CARR/A Or /bare i i i 1, t w oyo,0444, : "*k 4 y 1 ti___1:: - 4 II _._.__, _ i a9 y.s 1 . y, feYfR .4W)c i j t I i I r t i 4 j 1 1 L I I L L EXHIBIT E Mansion Floor Plans-Space Division I I I I I I I I I I I I I I I I I I I FIRST FLOOR UP UP I CT Ii1ENTRY ' a , CORRIDOR I CONFERENCE allt FRONT P. PARLOR Z07 zoo *CONFERENCE L.(RR) RECEPTION GARDEN ROOM fi a i. CORRIDOR POACH 1 1 it t11; a o 2oa IS ZOS THE STUDY MASTERS PARLOR T Zo3 264 zo6 2o2. i cl i ar H.RR i F-- w. ENTRY t n UP i 1 h" 1` U I a ri I RAMP UP e:-+ aI41 I I 1 I I I I I I I I I I I I 1 I I I SECOND FLOOR sos xERo J., I ROYER SUITE ROOIA GRANO SUITE I CHAFYAN SUITE 3.t 1 3oa• t— L µ Sol Ti CORRIDOR DRAININROOMO IBALCONY CONFERENCE i-(' 303 L/ pS 4111 7 VERANDAH SUITE345,SECRETARY THE SERVICE OONSERVATORY1 1 } THE BOARD ROOM ay. I THE LIBRARY LCNYBAO CO I 1 i I 1 I I I I I I I I I I I I I I I BASEMENT PLAN r 11[t1 e/op up IR1i, i i i EMPLOYEE LOUNGE MECHANICAL& STORAGE 00 MEN EXERCISE r` jJ I r^. ROOM % t 1 WINE CELLAR hit ill _" ' y 0 MECHANICAL d STORAOi rLOCKERS WOMEN O J EXHIBIT F Professional Qualifications PROFESSIONAL QUALIFICATIONS CHRISTOPHER N.HARDY, MAI Education: University of Redlands,Redlands California Bachelor of Science-Engineering, 1972 Employment: Senior Vice President-PARKCENTER REALTY ADVISORS, 1983-Present 801 North Parkcenter Drive, Suite 210, Santa Ana,California Providing investment and marketing consulting services in the acquisition, sale, leasing, portfolio management, valuation, land use and development planning of investment real estate. Clients include industrial corporations, development companies, investors, financial institutions, governmental agencies and non-profit organizations. Vice President-LANDAUER ASSOCIATES, INC., Santa Ana,California, 1979-1983 Providing consultation and appraisal services for all types of investment real estate. Senior Valuation Engineer-INTERNAL REVENUE SERVICE Los Angeles,California, 1972-1979 Professional Organizations: Member Appraisal Institute(MAI) Southern California Chapter,Elected Positions: President, 1993 Vice President, 1992 Secretary Treasurer, 1991 Board of Directors, 1989-1990 Assistant Secretary, 1988 Currently certified under the continuing education program of the Appraisal Institute. State Certification: Certified General Real Estate Appraiser State of California No. AG003369; Valid until April 3,2006 Coursework: Successfully completed and passed the following courses and examinations as given by the American Institute of Real Estate Appraisers: Course 1 A,Principles of Real Estate Appraisal Course 1 B,Capitalization Theory and Techniques Course II,Urban Properties Course VI, Investment Analysis Standards of Professional Practice Course 710,Condemnation Appraising Expert Witness: United States Tax Court Orange County Superior Court