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PIA No. 2014-02 - Glen Loma Ranch - Amendment No. 1RECORDING REQUESTED BY City of Gilroy WHEN RECORDED, MAIL TO: Shawna Freels City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 DOCUMENT: 226726 8 1 ill 11111111111 ill i 11111 � Pages: 10 Fees.... 52.00 Taxes... Copies. AMT PAID 52.00 REGINA ALCOMENDRAS RDE # 026 SANTA CLARA COUNTY RECORDER 8/06/2014 Recorded at the request of 3 :01 PM City (SPACE ABOVE LINE FOR RECORDER'S USE) First Amendment to Property Improvement Agreement No. 2014 -02 Glen Loma Ranch County Assessor's Parcel Numbers 808 -19 -016, 808 -19 -018, and 808 -19 -019 4834 -3082 -2171Q TMORELL104706091 FIRST AMENDMENT TO PROPERTY IMPROVEMENT AGREEMENT (Glen Loma Ranch) This First Amendment to Property Improvement Agreement ( "First Amendment") is entered into as of this 1 st day of July, 2014, by and between the City of Gilroy, a municipal corporation ( "City "), and Filice Family Estate, a California Limited Partnership, Santa Teresa Properties LLC, a California limited liability company, John M. Filice Jr., Timothy J. Filice, Craig P. Filice, individuals, each referred to individually as an "Owner" and collectively as the "Owners" and Glen Loma Corporation, a California corporation, as the "Developer" ( "Developer "). Owner and Developer are collectively referred to in this First Amendment as the "Responsible Parties." WHEREAS City, on the one hand, and Responsible Parties, on the other, entered into that certain Property Improvement Agreement No. 2014 -02, made and entered into as of May 5, 2014, relating to Glen Loma Ranch, and recorded in the Santa Clara County Recorder's Office on June 18, 2014 as Document No. 22624473 (the "Property Improvement Agreement "); and WHEREAS the Property Improvement Agreement encumbers that certain real property known as Glen Loma Ranch, Santa Clara County APN: 808 -19 -016, 808 -19 -018, and 808 -19 -019; and WHEREAS the Property Agreement contemplates that either a Letter of Credit or a Payment Bond and Faithful Performance Bond may be delivered to the City for security purposes, and City and Owners and Developer wish to supplement and modify the Property Improvement Agreement.to expressly provide for the terms and conditions governing the Responsible Parties' delivery of a Letter of Credit for the purposes of the Property Improvement Agreement. NOW THEREFORE, in consideration of the foregoing recitals and mutual covenants contained herein, the parties agree as follows: (1) LETTER OF CREDIT FORM OF FAITHFUL PERFORMANCE AND PAYMENT SECURITY: A. Amount and Purpose: As an alternative to the delivery to the City of the Payment and Faithful Performance Bonds described in the Property Improvement Agreement, subject to the approval of the City Engineer, Responsible Parties may provide City one or more irrevocable standby letters of credit ( "Letter of Credit ") in the total amounts otherwise required to be bonded, and in a form, containing terms, issued by a lending institution, and drawable in a location all reasonably acceptable to City. B. Requirements of Letter of Credit. The Letter of Credit shall be, among other things: (i) subject to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590; (ii) irrevocable and unconditional; (iii) in the amount of required of the Payment Bonds and Faithful Performance 4834.3082 -2171 Q TMORELL104706091 Bonds under the Property Improvement Agreement; and (iv) conditioned for payment solely upon presentation of the Letter of Credit and a sight draft. C. Issuing Bank. The Letter of Credit shall be issued by a money- center bank (a bank which accepts deposits, maintains accounts, has a Santa Clara County office which will negotiate a letter of credit, and whose deposits are insured by the FDIC) reasonably acceptable to City. D. Expiration of Letter of Credit. The Letter of Credit shall expire no later than the date approved by the City Engineer. E. Draws. City may draw on the Letter of Credit, in whole or in part, from time to time, at City's election in order to pay any sum owing to City, to pay or to compensate City for any expense, loss or damage that City may suffer as a result of Responsible Parties' failure to strictly comply with the terms of the Property Improvement Agreement. City may use, apply, or retain the proceeds of the Letter(s) of Credit to the same extent that City could have used, applied, or retained a cash deposit that was provided to the City for security pursuant to California Government Code 66499(a)(2). Section Nothing in this First Amendment shall in any manner limit the remedies otherwise available to City under the Property Improvement Agreement or under applicable law should Responsible Parties fail to perform any covenant, agreement, term or condition under the Property Improvement Agreement. F. Cooperation by Responsible Parties. Responsible Parties hereby agree to cooperate, at its expense, with City to promptly execute and deliver to City any and all modifications, amendments, and replacements of the Letter of Credit, as City may reasonably request to carry out the terms and conditions of this First Amendment. IN WITNESS WHEREOF, City and Developer and Owners have executed this First Amendment to Property Improvement Agreement as of July 1St, 2014 ATTEST: , City Clerk APPROVED AS TO FORM: CITY ATTORNEY 4834 - 3082 -2171 v2 -2- TMORELL104706091 CI OF GILROY Thomas Haglund CITY ADMINISTRATOR IN WITNESS WHEREOF Developer and Owners have executed this First Amendment to Property Management Agreement as of July 1 st, 2014. DEVELOPER Glen Loma Corporation Jo M. Fili e OWNERS: Filice Family Estates, a California Limited Partnership By: Its General Partner, Cugini Calabria LLC, a California Limited Liability Company. By: qJoM. Filic J . Title: Manager Date: By: Title: Date: By: Craig P. Filice Title: Manager Date: 4834 - 3082 -2171 v2 -3- TMOREW04706091 Santa Teresa Properties LLC, A California Limited Liability Company By: �=, ilice Jr Title: Manager Date: (n:� - John . Filice J . Date: -7- 9 ' /q Timothy . Fi ice / Date: Z J i Craig P. Filice Date: 2 Janice • ilice Date. 4834- 3082- 2171v2 _4_ TMORELL104706091 CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT State of California �t /� County of San-�a C- I &C a On �� �Oro20�- before me, �'Y1t�n�le �-. S1IJetS i'1oiZCry k�tic���c, I Date Here Insert Name and Title of the Officer personally appeared - cxo" a ► C� - Name(s) of Signer(s) MICHELE L. SILVERS Commission * 2058291 IL -: Notary Public - California z = D = Santa Clara County Comm. ' Mar 15, 201 B who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s i re subscribed to the thin instrument and ackno ged to me that he he /they executed the e i hi er /their authorized apacity(ies), and that b his )her eir signature(s) on the instrument the person(s), or the entity upon behalf of which the 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. Signature AUL�l _�� Place Notary Seal Above Signature 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. Description of Attached Document Title or Type of Document: -n. 1 i(O-�>P(-r/ �-�M� • i`t � Document Date: -7— r ) 4 Number of Pages: Signer(s) Other Than Named Above: ��✓� (� J r �' (t�l�y `r 1'� L Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General _ ❑ Attorney in Fact ❑ Trustee Top of thumb here ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: RIGHTTHUMBPRINT OF SIGNER .• ol thumb here 02007 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313 -2402 • www.NabonalNotary.org Item #5907 Reorder: Call Toll -Free 1- 800. 876 -6827 CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT State of California �1 County of -,ga Cr CILL�� On �� �1 l� before me, �Jet�s� I Date Here Insert Name and Title of the Officer personally appeared - O'/1 .'\ - Name(s) of Signer(s) MICHELE -L SILVERS c Comission # 2058291 Z ,•aft Notary Public - California Z Santa Clara County Comm. Expim Mar 15, 2018 Place Notary Seal Above who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s)(gare subscribed to the within instrument and acknowledged to me that (&she /they executed the same ire/her/their authorized capacity(ies), and that byQ /her /their signature(s) on the instrument the person(s), or the entity upon behalf of which the 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 ofificial seal. / Signature v Y 'a Signature of No Public OPTIONAL ry 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. Description of Attached Document Title or Type of Document: �( ►�St .e(,� - `+,v 1Yz—,,e c V- -7 , , t4 - Document Date: ! — _ �`7 NNu'mber of Pages: Signer(s) Other Than Named Above: 'l Vy_, b J h.� 3 • f 4 ) i i4, Llr\ A <��1'llcQ rS,i,c c Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Individual ❑ Corporate Officer —Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing RIGHTTHUMBPRINT OF SIGNER •p of thumb here Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact • Trustee • Guardian or Conservator ❑ Other: Signer Is Representing RIGHTTHUMBPRINT OF SIGNER Top of thumb here ©2007 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 CALIFORNIA • ACKNOWLEDGMENT �a < �aL�. =a..,.�. �> �.v.�> � �wT a�C s.. aC.T. s�. T. s�.,a.,�. �,.c�., •� State of California County of �,SanALA C l yf,:�L 1 On auAy 1<; , 1 y before me, t� t e . Si 10 e ✓5 , �AD47 ry c l I Date Here Insert Nant and Title of the Officer personally appeared Name(s) of Signer(s) MICHELE L. SILVERS COMMillsion # 2058291 Notary Pub iC - California z Santa Clara County Come. ExPires Mar 15, 2018 who proved to me on the basis of atisfactory evidence to be the person(s) whose name(s) is re subscribed to the 'Within instrument and acknow dged to me that /she /they executed the me III hi her /their authorized capacity(ies), and that by hi her /t eir signature(s) on the instrument the person(s), or the entity upon behalf of which the 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. Signature t) k �,Dl Place Notary Seal Above Sign re 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. Description of Attached Document - I [� Title or Type of Document: —�i I/5f r� • 'to ` N -Z V• Document Date: _7 4 Number of Pages: Signer(s) Other Than Named Above: �1 O �\n i11 , f� I t to J C t a''` 4 {�. l I _ Zan 1 Lc Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Individual ❑ Corporate Officer —Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: RIGHTTHUMBPRINT OF SIGNER .• of thumb here Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: RIGHTTHUMBPRINT OF SIGNER .• of ®2007 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. 878.6827 State of California County of .,.,�.�« >�,•�<c::a�,:, w�,�: T>, s�. ,�...�.,��>!� >�s�.,a.,.,>„�t,a> ��e,� Aga �. � as � ,n Asp ��a a. On::I��! I `� , a- -014 before me, �'kdA 1 t L S l I � ZIh . �(y Date I I ritle of the Officer personally appeared MICiIELE L. SILVERS COMMission # 2058291 Mogry Public - California z Swill Clara County Colors. F 0 rOS Mir 15, 2018 Place Notary Seal Above who proved to me on the basis of satisfactory evidence to be the person(s) whose name(soare subscribed to the withA instrument and acknowledged to me that he/ he hey executed the sam in hi er heir authorized capacity(ies), and that by hi her their signature(s) on the instrument the person(s), or a entity upon behalf of which the 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. Signature 6\,L" &LL Signatu 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. Description of Attached Document Title or Type of Document: Document Date: % / — Number of Pages: Y Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Gra�S tc z Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing. RIGHTTHUMBPRINT OF SIGNER Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing RIGHTTHUMBPRINT OF SIGNER •• of thumb here 02007 National Notary Association- 9350 De Soto Ave., P.O. Box 2402- Chatsworth, CA 91313- 2402•www.NabonalNotaryorg Item #5907 Reorder: Call Toll-Free 1- 800 -676 -6827 CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT State of California County of On before me, IKW Nun2a HU Date H re Insert Na a and Title of the personally appeared Na e(s) of Sinner (s) CML CODE § 1189 WITNESS my hand and official seal. Signature: Place Notary Seal Above OPTIONAL Signature of Notary Public Though the information below is not required by law, it may prove aluable persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Individual ❑ Partner — ❑ Limited ❑I General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing RIGHT THUMBPRINT OF SIGNER .p of Number of Pages: Signer's Name: ❑ Corporate Officer — Title(s): • Individual • • Partner — ❑ Limited ❑ General Top of thumb here ❑1 Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing © 2010 National Notary Association • NationalNotary.org • 1- 800 -US NOTARY (1 -800- 876 -6827) Item #5907 who proved to me on the basis of satisfactory evidence to be the person(g whose name�N &m- subscribed to the within instrument and acknowledged t me that &I y executed the same in i eir authorized capacity(ipv, and that by his/ eR41h r signature(s��, on the instrument the rson(g or the entity upon behalf of which the - - person( acted, executed the instrument. IN6/1 A- Commission * 1931989 14 Notary Public - Catilornia I certify under PENALTY OF PERJURY under the Santa Clara County laws of the State of California that the foregoing M Comm. Expires r 15 20t paragraph is true and correct. WITNESS my hand and official seal. Signature: Place Notary Seal Above OPTIONAL Signature of Notary Public Though the information below is not required by law, it may prove aluable persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Individual ❑ Partner — ❑ Limited ❑I General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing RIGHT THUMBPRINT OF SIGNER .p of Number of Pages: Signer's Name: ❑ Corporate Officer — Title(s): • Individual • • Partner — ❑ Limited ❑ General Top of thumb here ❑1 Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing © 2010 National Notary Association • NationalNotary.org • 1- 800 -US NOTARY (1 -800- 876 -6827) Item #5907