Loading...
HomeMy WebLinkAboutContract 0335-3 Nl THIRD AMENDMENT TO CONSTRUCTION REIMBURSEMENT AGREEMENT# 335 THIS THIRD AMENDMENT to Construction Reimbursement Agreement is entered into this J 5 day of O f &c(✓y , 2014, by and between LANDAU CONSTRUCTION COMPANY, INC., a Califdrnia 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 had 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 approved the First Amendment of the Original Agreement to extend 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 the First Amendment thereof, for an additional five (5) year period ("Third Extension Period") which extended the expiration date to January 31, 2014; and WHEREAS, prior to the expiration of the Third Extension Period, Subdivider submitted to City a written request to extend the terms and conditions of the Original Agreement and the First and Second Amendments thereto, for an additional five (5) year period ("Fourth Extension Period") which if approved would extend the expiration date to January 31, 2019; and WHEREAS, the Parties find it desirable to extend the Original Agreement as amended by the First and Second Amendments thereto, for a fourth 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 Third Amendment 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 the First and Second Amendments thereto as follows: Paragraph 8 of the Original Agreement and as amended by the First and Second Amendments thereto is restated in its entirety to read as follows: The term of this agreement shall be ten years, ending on January 31, 1999, 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 four (4) 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, or, for the fourth five (5) year period, the request for extension is received prior to the expiration of the third five (5) year extension period. 2. Each individual and entity executing this Third Amendment 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 Third Amendment to the terms hereof. 3. This Third Amendment, together with the Original Agreement and the First and Second Amendments, 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 Third Amendment, the Original Agreement and the First and Second Amendments thereto. Any waiver, modification, consent or acquiescence with respect to any provision of this Third Amendment 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 Third Amendment. 5. The making, execution and delivery of this Third Amendment 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 Third Amendment shall be interpreted in such a manner as to be valid under applicable law, but, if any provision of this Third Amendment 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 Third Amendment. 7. This Third Amendment 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 Third Amendment and the Original Agreement and the First and Second Amendments thereto, the terms of this Third Amendment shall supersede the terms of the Original Agreement and the First and Second Amendments thereto. All other terms and conditions of the Original Agreement and the First and Second Amendments thereto shall remain in full force and effect and shall apply. IN WITNESS WHEREOF, the City and the Subdivider have executed this Third Amendment on the year and day first hereinabove written. "SUBDIVIDER" "CITY" LANDAU DEVELOPMENT CO., INC. CITY OF CATHEDRAL CITY a California Corporation a Municipal orporation By: t 1 :y: tf� L4 J . - Pamela M. Green athleen DeRosa President ayor APPROVED AS TO FORM: ATTE_T: a 10(A/t./—' 014161V1,1 _ / City Attorney ary . Ho, ell v City Clerk • CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 C. .-mot�` <,:�. . . •;:�•. ., .�`.�•. s�. . .,:� •; ., . ,,.�• .,a,.a.. � •: ,�.-�¢:•.�•:.� ,�•: •. •. .. .. ,,:� .�<. State of California County of�%vEstStDE On Jn1t.Aa,r 23�2.011-1i before me, 6-• ,I Late Na r►1>5 and Title of the Officer personally appeared 110.r^P�16,.. M • l Gem 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 TY G. ROGOWSKY to me that he/she/they executed the same in Commission # 1995340 his/her/their authorized capacity(ies), and that by t=�i1` r signature(s) Notary Public -California z his/her/their on the instrument the zrp. Riverside County person(s), or the entity upon behalf of which the My Comm.Expires Nov 22,2016 person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Place Notary Seal Above Signature: ignature of Notary Public OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of DocumentTh'rd on,c,.t-(o e-�+s+%� I yp geambu.rStMe.-t' A.jret N55 Document Date: JA,nt 151 2014 Number of Pages: 3 Signer(s) Other Than Named Above: Capacity(ies) CJaittted by Signer(s) Signer's Name: arvir.10. \ Gin Signer's Name: K'Corporate Officer—Title(s): t:PYe si ❑Corporate Officer—Title(s): ❑ Partner— ❑ Limited ❑General ❑ Partner— ❑ Limited ❑General ❑ Individual ❑Attorney in Fact ❑ Individual ❑Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: ^ ❑ Other: Si ner Is Representing: l-Ainc&A+.&. ae re l oP n erCr Signer Is Representing: GO• , loc. ©2013 National Notary Association •www.NationalNotary.org • 1-800-US NOTARY(1-800-876-6827) Item#5907