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Home My WebLink AboutContract 0335-2 - 3 3 5 - SECOND AMENDMENT TO CONSTRUCTION REIMBURSEMENT AGREEMENT# 335 THIS SECOND AMENDMENT to Construction Reimbursement Agreement (Amendment No. 2) is entered into this 114'' day of NI H , 2009, by and between LANDAU CONSTRUCTION COMPANY, INC., a California Corporation ("the Subdivider") and the CITY OF CATHEDRAL CITY, a Municipal Corporation (the "City"). The Subdivider and the City are from time to time collectively referred to herein as the "Parties". WITNESSETH WHEREAS, the City and Subdivider previously entered into that certain Construction Reimbursement Agreement # 335 (the "Original Agreement") dated March 1, 1989, in connection with the development of Tract 21491 located at the southwest corner of 30th Avenue and Landau Boulevard (the "Property"), and pursuant to the terms of the Original Agreement, properties connecting to certain sewer and water facilities constructed by Subdivider in connection with the development of the Property were to reimburse Subdivider on a proportionate basis. The City was obligated thereunder to collect the reimbursements; and WHEREAS, the Original Agreement has a term of ten (10) years, expiring on January 31, 1999, with Subdivider maintaining an option to extend said term for one additional five (5) year extension period (the "Extension Period"); and WHEREAS, prior to the end of the ten year period, Subdivider requested and was granted the Extension Period, which extended the terms of the Agreement for five years, expiring on January 31, 2004 ("First Extension Period"); and WHEREAS, prior to the end of the First Extension Period, Subdivider submitted a request for an additional five (5) year extension, which was approved by City Council Resolution No. 2004-6 on January 28, 2004, which extended the terms of the Original Agreement, including the First Extension Period, by another five (5) years, expiring on January 31, 2009 ("Second Extension Period"); and WHEREAS, prior to the expiration of the Second Extension Period, Subdivider submitted to City a written request to extend the terms and conditions of the Original Agreement as amended by Amendment No. 1, for an additional five (5) year period ("Third Extension Period") which if approved would extend the expiration date to January 31, 2014; and WHEREAS, the Parties find it desirable to extend the Original Agreement as amended by Amendment No. 1 for a third five (5) year period, but cannot do so without express approval of the City Council allowing such additional period. NOW, THEREFORE, in consideration of the foregoing recitals, which are hereby incorporated into the operative provisions of this Amendment No. 2 by reference and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the City and the Subdivider hereby further agree as follows: 1. The City and the Subdivider hereby amend the Original Agreement as amended by Amendment No. 1 as follows: a. Paragraph 5 of the Original Agreement is amended to update Subdivider's address as follows: Landau Development Co., Inc. 421 W. Santa Rosa Drive Palm Springs CA 92262 Tel. (760) 325-7644 Attn: Pamela M. Green, President b. Paragraph 8 of the Original Agreement and as amended by Amendment No. 1 is restated in its entirety as follows: The term of this agreement shall be ten years, and the obligation for the City to collect or attempt to collect any reimbursement amounts still due from any benefited properties as described herein shall end on such termination date. However, if Subdivider is otherwise not in default of this agreement, this agreement may be extended for three (3) additional five (5) year periods upon express approval of the City Council of the City of Cathedral City, after its receipt of a written request from Subdivider to do so, provided such request(s) for extension(s) is received prior to the expiration date hereof, or, for the second five (5) year extension period, the request for extension is received prior to the expiration of the initial five (5) year extension period, or, for the third five (5) year extension period, the request for extension is received prior to the expiration of the second five (5) year extension period. 2. Each individual and entity executing this Amendment No. 2 represents and warrants that he, she, or it has the capacity set forth on the signature pages hereof with full power and authority to bind the party on whose behalf he, she, or it is executing this Amendment No. 2 to the terms hereof. 3. This Amendment No. 2, together with the Original Agreement and Amendment No. 1, is the entire agreement between the parties hereto and supersedes all prior agreements and understandings, whether oral or written, between the parties with respect to the matters contained in this Amendment No. 2, the Original Agreement and Amendment No. 1. Any waiver, modification, consent or acquiescence with respect to any provision of this Amendment No. 2 shall be set forth in writing and duly executed by or on behalf of the party to be bound thereby. No waiver by any party or breach hereunder shall be deemed to be a waiver of any other or subsequent breach. 4. Time is of the essence in the performance of and compliance with each of the provisions and conditions of this Amendment No. 2. 5. The making, execution and delivery of this Amendment No. 2 by the parties hereto has not been induced by any representations, statements, warranties or agreements other than those expressly set forth herein. 6. Wherever possible, each provision of this Amendment No. 2 shall be interpreted in such a manner as to be valid under applicable law, but, if any provision of this Amendment No. 2 shall be invalid or prohibited thereunder, such invalidity or prohibition shall be construed as if such invalid or prohibited provision had not been inserted herein and shall not affect the remainder of such provision or the remaining provisions of this Amendment No. 2. 7. This Amendment No. 2 shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict-of-law principals of said State. 8. To the extent there are any inconsistencies between this Amendment No. 2 and the original Agreement and Amendment No. 1, the terms of this Amendment No. 2 shall supersede the terms of the Original Agreement and Amendment No. 1. All other terms and conditions of the Original Agreement and Amendment No. 1 shall remain in full force and effect and shall apply. IN WITNESS WHEREOF, the City and the Subdivider have executed this Amendment No. 2 on the year and day first hereinabove written. "SUBDIVIDER" "CITY" LANDAU DEVELOPMENT CO., INC. CITY OF CATHEDRAL CITY a California Corporation a Municipal Corporation 1 ?4 � = : uik_ 1�. C 1 By: l OJ, Pamela M. Green ' athleen DeRo a President -yor •T: at Hammers City Clerk APPROVED AS TO FORM:V City Attorney CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT �>�.• t,s�;�t�Y,-�>�t�.1��e��.•�>�<��,.s�.��.�-�-':0�<�t�.��..�.��.✓za:!c�S�t�v�,�t�i.��.'t.�<�.�i,-z;Ns��;�C�.T;,?at�✓� State of California County of E�I veers t de, On V1A¢U} 1■1 2d1 before me, ( l G. 1-1-ib f 61 lc Date Here Insert Nza4e and Ti a of the Offic 6 r personally appeared I e-l0. (Y)• Gr'ee_el — Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/te/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the Tv G. FROMBERG instrument the person(s), or the entity upon behalf of !of,: Commission•1628859 which the person(s) acted, executed the instrument. ' t Notify Pubic-California Riverside Cooly f I certify under PENALTY OF PERJURY under the laws na Con.E flee of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and : icial seal. 411F1 , _/# / Signature / Place Notary Seal Above Signature of Notary Public OPTIONAL Though the information below is not required by law,it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. 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Limited El General RIGHT THUMBPRINT Partner—El Limited El General RIGHT THUMBPRINT El Attorney in Fact OF SIGNER El Attorney in Fact OF SIGNER Top of thumb here Top of thumb here Trustee r Trustee • Guardian or Conservator J Guardian or Conservator Other: n Other: Signer Is Representing: (�,nckD & Signer Is Representing: `-Deu lMe—A-t CrThpcmcf ,?'•ar•a't-a"'a'�'ai.-t✓•,r•a'-_d<-.v•rr<'e>.•e.•a,•s -.e •_y•a,.•✓•ei-.v.N•a.-�•er4 _•m-e -e t-a�•d•... •.. •,v-ai<'ed-a,_.•y-a�.•a�,-e�•.e••e.•a •ai 02007 National Notary Association•9350 De Soto Ave.,P.O.Box 2402•Chatsworth,CA 91313-2402•www.NationalNotary.org Item#5907 Reorder:Call Toll-Free 1-800-876-6827