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2013 Lease - Mission Ranches Company, LLC/Obata - Amendment No. 1FIRST AMENDMENT TO AGRICULTURAL LEASE This First Amendment to Lease ( "Amendment"), is dated for reference purposes on October 1, 2015, by and between the South County Regional Wastewater Authority, a California Joint Exercise of Powers Authority organized and created pursuant to the laws of the State of California ( "Landlord ") and Mission Ranches Company, LLC ( "Tenant ") and is made with reference to the following facts: RECITALS A. WHEREAS, the land lord is the owner of certain real property located in Santa Clara County, California, identified as portions of Santa Clara County Assessor's Parcel No. 841-30m004 which real property is depicted on Exhibit "A" attached hereto (the "Premises "). The Premises contains approximately One Hundred Forty -One and Eighty -Two One - Hundredths (141.82) gross acres (approximately One Hundred Thirty-One and Eighty -Two One- Hundredths (131.82) farmable acres) of land. B. WHEREAS, Landlord and Tenant desire to amend that certain lease dated December 12, 2012, between Landlord and Tenant for the Premises ( "the Lease ") to extend its term under the terms and conditions set forth in this Amendment. NOW, THEREFORE, for valuable consideration, the parties agree as follows: 1. Effective Date of Amendment. This Amendment shall become effective upon execution of this Amendment by Landlord and Tenant (the "Effective Date "). 2. Term. The term of the lease is extended for Two (2) years commencing on January 1, 2016 (the "Commencement Date "), and shall terminate on December 31, 2017 (the "Expiration Date "), subject to sooner termination as set forth in the Lease. 3. Rent. Tenant shall pay to Landlord for the term stated in Section 2 above, rent in the amount of Forty Six Thousand Two Hundred Dollars ($46,200.00) per year, payable in two installments of $23,100.00 each. The first installment of Twenty Three Thousand One Hundred Dollars ($23,100.00) is due on or before January 31 of each year. The second installment of Twenty Three Thousand One Hundred Dollars ($23,100.00) is due on or before July 31 of each year. Rent shall be paid to Landlord in the form of check or cash, in advance, without deduction, offset, prior notice or demand, at the City of Gilroy, Finance Department, 7351 Rosanna Street, Gilroy, CA 95020. Tenant and Landlord acknowledge that Landlord may be asked to provide a few acres of land (expected to be approximately two, but exact acreage subject to further determination) to the California High Speed Rail Authority or a related entity ( "CHSRA ") for use by CHSRA in connection with their project. In that event, Landlord shall have the right to give Tenant 6 months' notice of a reduction in acreage of the Premises, which reduction shall take effect automatically upon the date specified in the notice. Rent from the day specified forward shall be reduced by the reduction, if any, in farmable area, such that the new rent shall be calculated based upon the ratio that the new farmable acreage bears to 131.82 acres. Tenant shall have no other claim to rental 4821 - 9537- 0792v2 4- _. JH106943001 offset, refund, or any other damages of any sort based upon this change in the Premises, and this Lease shall continue in full force and effect as to the revised Premises. In addition, Tenant and Landlord acknowledge that Landlord has two projects which may require the use of a few acres of this parcel. One project may require two acres of this parcel and the other would require five to six acres. These projects are independent of each other and may require acres from different locations on the parcel. If acres of this parcel are needed for these projects, Landlord shall have the right to give Tenant a 90 day notice of a reduction in acreage of the Premises, which reduction shall take effect automatically upon the date specified in the notice. Rent from the day specified forward shall be reduced by the reduction, if any, in farmable area, such that the new rent shall be calculated based upon the ratio that the new farmable acreage bears to 131.82 acres. Tenant shall have no other claim to rental offset, refund, or any other damages of any sort based upon this change in the Premises, and this Lease shall continue in full force and effect as to the revised Premises. 4. Effect of Amendment. Except to the extent modified by the terms of this Amendment, the Lease shall remain unchanged and in full force and effect. In the event of a conflict between the terms of the Lease and this Amendment, the terms of this Amendment shall control. Dated: LANDLORD: SOUTH COUNTY REGIONAL WASTEWATER AUTHORITY, a California Joint Exercise of Powers Authority organized and created pursuant to the laws of the State of California Ed Tewes Title: Interim General Manager Dated: y� / TENANT: Mission Ranches Company, LLC By: Sam McKinsey Title: President 4821 - 9537 -0792v2 _2_ X06943001 offset, refund, or any other damages of any sort based upon this change in the Premises, and this Lease shall continue in full force and effect as to the revised Premises. In addition, Tenant and Landlord acknowledge that Landlord has two projects which may require the use of a few acres of this parcel. One project may require two acres of this parcel and the other would require five to six acres. These projects are independent of each other and may require acres from different locations on the parcel. If acres of this parcel are needed for these projects, Landlord shall have the right to give Tenant a 90 day notice of a reduction in acreage of the Premises, which reduction shall take effect automatically upon the date specified in the notice. Rent from the day specified forward shall be reduced by the reduction, if any, in farmable area, such that the new rent shall be calculated based upon the ratio that the new farmable acreage bears to 131.82 acres. Tenant shall have no other claim to rental offset, refund, or any other damages of any sort based upon this change in the Premises, and this Lease shall continue in full force and effect as to the revised Premises. 4. Effect of Amendment. Except to the extent modified by the terms of this Amendment, the Lease shall remain unchanged and in full force and effect. In the event of a conflict between the terms of the Lease and this Amendment, the terms of this Amendment shall control. Dated: Dated: LANDLORD: SOUTH COUNTY REGIONAL WASTEWATER AUTHORITY, a California Joint Exercise of Powers Authority organized and created pursuant to the laws of the State of California By: Ed 1mveq 6a.bnet AJ$OVV i tz Title: 44ter-in General Manager TENANT: Mission Ranches Company, LLC By: Sam McKinsey Title: President 4UI- 9537 -0792v2 _2_ JHM9M1 APPROVED AS TO FORM: By: ANDY FABER Acting Legal Counsel 4821 - 9537 -0792v2 _3_ JK06943001 IHOMAS REA'SUBDIVIsh " , =BTT uAn 4/29 ' •• � 29 t 39.51 AC. z3 R. O, SOUTH COUNTY REGIONAL BOAC, • j WASTEWATER AUTHORITY • CITY OF ft %78AC;` 16 19 fa 67.59AG } ' , (i�f8. ~ '4ISlAC' �. SAC. -- • 4L499cm f. 92 ru. I 17 104,39 AC ;SAC, • �BAC,j 11 �, � ' i9Z$AC.; 1 *§A _� _ g K� �C' �: SOUTH COON 62.59 ac WAS.TEWATEF ti... TOTAL :SASAC, .EooAC. �;;,^ q �*' � ;SAC.: /19 �O inAC,I 8 j ; SAC., I412ZIA,. ZI j. • 6.00ACi — — _,,, C 173 ACS 18 � �, 17 � 7 �� � •:.SAC) REGIONAL � i 22 .s 5,18 5 Ac.) _ x R ll1 1i� ( SAC.; SOQAC. �`J 19 �. 23 ' MITY Ac. 3AC ; SOUTH COUN Soo T REGIONAL . u __r WASTEWATER AUTHORITY 'SAX 14 / ;BOOAt� 4 r...,. -'IL / t3 ' AC j �• 1� 1'SAC,ti 5.00 AC) till- '436 ' iS�VC) °:69CM.SITL ii90Tt11. 1'� n r WA9�fM.79S791L.� —.— uMa'!i9 J T H C R N • I- ,t eocw 8z° A•C 1 F t C PART inT as �c MISSI -4 OP ID: JV DATE (MM1DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 03/31/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE,HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Phone:660- 573 -1111 CONTACT NAME: Andreini & Company -San Mateo Fax:,650- 378 -4361 PHONE FAX License 0208825 A/c No Ext : A/C No 220 West 20th Ave E -MAIL San Mateo, CA 94403 ADDRESS: INSURED 117 N. First Street King City, CA 93930 CnVFR4rFS INSURER(S) AFFORDING COVERAGE NAIC INSURER A: Praetorian Insurance Company 37257 pany, LLC INSURER B: National Union Fire Ins Co PA 19445 CFRTIFICOTF NIIMRFR• 0e111Ie1nW I'll lanoco. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR TYPE OF INSURANCE POLICY NUMBER MMIDD� MM /DD/YYYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE Fx_] OCCUR X H10010013304 04101/2015 04/01/2016 PREMISES. Ea. occurrence $ 100,000 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GE ER: 'PRODUCTS - COMP /OPAGG $ 2,000,000 X I POLICY PRO- JECT LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident' $ 1,000,000 A X ANY AUTO H10010013304 04/01/2015 04/01/2016 BODILY INJURY (Per person) $ ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ NON -OWNED HIRED AUTOS AUTOS PROPERTY DAMAGE Peraccident $ $ UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000,000 IX AGGREGATE $ 5,000,000 A EXCESS LIAB CLAIMS- MADE'. BPU10013304 04/01/2015 04/01/2016 DED RETENTION.$ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR /PARTNER /EXECUTIVE OFFICERIMEM BER EXCLUDED? NIA 034155856 01/01/2015 01101/2016 X I WC STATU- I 0TH - TORY LIMITS ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,00 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 A RnVLease /Brw Equi H10010013304 04/01/2015 04/01/2016 Limit 500,000 A Cargo H10010013304 04/01/2015 04/01/2016 Limit 500,000 DESCRIPTION OF OPERATIONS LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, If more space is required) Re: Lease of real property located in Santa Clara County; Parcel No. 841 -30 -003 and 841 -30 -004. The City of Gilroy, its officers, officials and employees are included as additional insured for General Liability per Form CG20110413 attached. SOUGIL3 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN South County Regional ACCORDANCE WITH THE POLICY PROVISIONS. Wastewater Authority c/o City of Gilroy AUTHORIZED REPRESENTATIVE 7351 Rosana Streetl ilroy, CA 95020 ©1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: H10010013304 COMMERCIAL GENERAL LIABILITY CG 20 110413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. �.l 1 Z Z1. I I This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART - - - -- - SCHEDULE Designation Of Premises (Part Leased To You): At a location or locations designated in a written contract or agreement requiring coverage under this form. Name Of Person(s) Or Organization(s) (Additional Insured): If the Additional Insured is the manager or lessor of premises or land which is leased, rented or loaned to you through a current in -force written contract with the insured, is required to have the coverage afforded under this form are included herein and considered covered as Additional Insured- Managers or Lessors of Premises. Such coverage afforded is only as specified herein and no other coverage is granted or implied. Additional Premium: $ 0 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability arising out of the ownership, maintenance or use of that part of the premises leased to you and shown in the Schedule and subject to the following additional exclusions: This insurance does not apply to: 1. Any 'occurrence" which takes place after you cease to be a tenant in that premises. 2. Structural alterations, new construction or demolition operations performed by or on behalf of the person(s) or organization(s) shown in the Schedule. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section 111 — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 20.11 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1