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24928273 - Agreement Regarding Easements - - Recorded 04/20/20217 RECORDING REQUESTED BY: First American Title Company WHEN RECORDED MAIL D City Clerk City of Gilroy City Hall 7351 Rosanna Street Gilroy, California 9502 **This document was electronically submitted to Santa Clara County for recording** 24928273 Regina Alcomendras Santa Clara County - Clerk -Recorder 04/20/2021 02:38 PM Titles: 1 Pages: 6 Fees: $40.00 Tax: $0 Total: $40.00 Space Above This Line for Recorder's Use Only AGREEMENT REGARDING EASEMENTS Title of Document File No.: 0131-624458a1a (DB) The undersigned declares that the document to which this page is affixed and made a part of is exempt from the fee imposed by the Affordable Housing & Job Act (SB2) (GC 27388.1) (X) Recorded [concurrently] in connection with a transfer of real property subject to the imposition of Documentary Transfer Tax per GC 27388.1 (a) (2). ( ) Recorded [concurrently] in connection with a transfer of real property that is residential dwelling to an owner - occupier per GC 27388.1 (a) (2). ( ) Maximum fee of $225 has been reached per GC 27388.1 (a) (1). ( ) Not related to real property GC 27388.1 (a) (1). ( ) Transfer of real property subject to the imposition of Documentary Transfer Tax - GC 27388.1 (a)(2) ( ) Transfer of real property that is a residential dwelling to an owner -occupier - GC 27388.1 (a)(2) THIS PAGE ADDED TO PROVIDE EXEMPTION INFORMATION FOR THE BUILDING HOMES AND JOBS ACT FEE (SB-2; AFFORDABLE HOUSING FEE) ($3.00 Additional recording fee applies) SIGNED IN COUNTERPART RECORDING REQUESTED BY: First American Title Company WHEN RECORDED MAIL DOCUMENT TO: City Clerk City of Gilroy City Hall 7351 Rosanna Street Gilroy, California 95020 Space Above This Line for Recorder's Use Only File No.: 0131-624458a1a (DB) AGREEMENT REGARDING EASEMENTS Title of Document The undersigned declares that the document to which this page is affixed and made a part of is exempt from the fee imposed by the Affordable Housing & Job Act (SB2) (GC 27388.1) (X) Recorded [concurrently] in connection with a transfer of real property subject to the imposition of Documentary Transfer Tax per GC 27388.1 (a) (2). ( ) Recorded [concurrently] in connection with a transfer of real property that is residential dwelling to an owner - occupier per GC 27388.1 (a) (2). ( ) Maximum fee of $225 has been reached per GC 27388.1 (a) (1). ( ) Not related to real property GC 27388.1 (a) (1). ( ) Transfer of real property subject to the imposition of Documentary Transfer Tax - GC 27388.1 (a)(2) ( ) Transfer of real property that is a residential dwelling to an owner -occupier - GC 27388.1 (a)(2) THIS PAGE ADDED TO PROVIDE EXEMPTION INFORMATION FOR THE BUILDING HOMES AND JOBS ACT FEE (SB-2; AFFORDABLE HOUSING FEE) ($3.00 Additional recording fee applies) SIGNED IN COUNTERPART RECORDING REQUESTED BY AND WHEN RECORDED, MAIL TO: City Clerk City of Gilroy City Hall 7351 Rosanna Street Gilroy, California 95020 (SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE) AGREEMENT REGARDING EASEMENTS THIS AGREEMENT REGARDING EASEMENTS (this "Agreement") is made and entered into as of April 3.OMh2021 by and between HECKER PASS NORTH LLC, a California limited liability company ("Transferor") and LENNAR HOMES OF CALIFORNIA, INC., a California corporation ("Transferee"). Transferor and Transferee are collectively referred to herein as the "Parties". RECITALS A. Transferor owned certain real property in Gilroy, Santa Clara County, California, located off of Hecker Pass Highway with Assessor Parcel Numbers 783-04-023 ("Parcel 3") and 783-04-024 ("Parcel 4") (collectively, the "Properties"), as described on Exhibit A attached hereto. B. As owner of the Properties, Transferor executed certain easement agreements with Hoey Ranch Company, a California general partnership, for landscape maintenance, ingress/egress, storm drainage, sanitary sewer, and utilities, which easements were recorded in the Official Records of Santa Clara County on March 4, 2021 as Document Nos. 24858443, 24858444, 24858445 and 24858446 (collectively, the "Hoey North Easements"). The Hoey North Easements are appurtenant to both Parcel 3 and Parcel 4, run with the land and are binding on successor owners and assigns. C. Concurrently herewith, Transferor has sold and transferred Parcel 3 to Transferee, while Transferor is retaining ownership of Parcel 4. D. Transferee intends to subdivide and develop Parcel 3 with residential housing. E. At the close of escrow of the sale of Parcel 3 to Transferee (the "Closing"), the Parties to this Agreement acknowledge that Transferee will succeed to the rights and obligations of Transferor with respect to the Hoey North Easements as they relate to Parcel 3, and the Parties desire to memorialize their understanding regarding the benefits and burdens of the Hoey North Easements between them. 1 087172\12222606v4 NOW, THEREFORE, for good and valuable consideration, Transferor and Transferee hereby agree as follows: 1. Parcel 3. Effective as of the Closing, with respect to Parcel 3, Transferee acknowledges that Transferee shall be the "Grantee" as such term is defined in the Hoey North Easements, that Transferee shall receive the benefits set forth in the Hoey North Easements related to Parcel 3, and that Transferee shall be liable and responsible for compliance with all covenants and obligations of Grantee under the Hoey North Easements related to or arising out of Transferor's ownership of Parcel 3, including but not limited to, at Transferee's sole cost and expense, acquire all "Permits and Approvals", executing all "Contracts" and constructing all "Facilities" as described in the Hoey North Easements related to the ownership and development of Parcel 3. Effective as of the Closing, Transferee shall indemnify, defend and hold Transferor harmless from any claims, damages, liabilities, penalties, fines, causes of action, lawsuits, and other proceedings and costs and expenses in connection with or resulting from the Hoey North Easements related to Parcel 3 and/or Transferee's breach thereof, including reasonable attorneys' fees and costs. 2. Parcel 4. Effective as of the Closing, with respect to Parcel 4, Transferor acknowledges that Transferor is and shall remain the "Grantee" as such term is defined in the Hoey North Easements, and that Transferee shall receive the benefits set forth in the Hoey North Easements related to Parcel 4 and Transferor shall be liable and responsible for compliance with all obligations of Grantee under the Hoey North Easements related to or arising out of Transferor' s ownership of Parcel 4. Transferor agrees to indemnify, defend and hold Transferee harmless from any claims, damages, liabilities, penalties, fines, causes of action, lawsuits, and other proceedings and costs and expenses in connection with or resulting from the Hoey North Easements related solely to Parcel 4 and/or Transferor's breach thereof, including reasonable attorneys' fees and costs. 3. Successors and Assigns. All of the covenants, terms, and conditions of the Agreement and set forth herein shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, successors and assigns. 4. Attorney's Fees. Should any party be required to bring an action to interpret or enforce the terms of this Agreement, the prevailing party in that action shall be entitled to reasonable attorneys' fees and costs incurred in addition to any other remedies sought. 5. Entire Agreement/Counterparts. This Agreement constitutes the entire understanding of the Parties related to the subject matter hereof and shall be amended only by a written instrument signed by each of the parties hereto. This document may be executed in multiple counterparts which together shall constitute a single original. [SIGNATURES ON FOLLOWING PAGES] 2 087172\12222606v4 IN WITNESS HEREOF, the parties hereto have executed this Agreement as of the date first above written. TRANSFEROR: HECKER PASS NORTH LLC, a California limited liability company STATE OF By: Ryder Gilroy Investment, LLC a California limited liability company Its Manager By: J.L. Ryder Holdings, LLC a California limited liability company its Mana By: N. Its: M nage er N• A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. U �) SS. COUNTY OF LWl a- ) e. On / / / i; .2 Cl:-)-/ , before me, V LI I Z 1 v lee/V) , Notary Public, personally ap % eared ..% / .v , who proved to me on the basis of satisfactory evidence to be the person(0_whose namejis/subscribed to the within instrument and acknowledged to me that he/latitbKy executed the same in his/b.et/t-1 ix_ - authorized capacity(ida), and that by his/WI/Weir signature(s) on the instrument the person(, or the entity upon behalf of which the persons 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. Signar 3 V. L. AIZENMAN BUCKRIDGE Public - California Contra Costa County Commission # 2307508 My Comm. Expires Oct 30, 2023 This area for officia not 087172\12222606v4 TRANSFEREE: LENNAR HOMES OF CALIFORNIA, INC., a California corporation By:r) Name: 5 TC V t'.v.! C7 O(2. (L G i 'T Its: V zC-v e (2cs -1.0 e>y "T A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF Ga1icorn i q ) ) SS. COUNTY OF C j (Wf c t COS+G ) On !AVYj 1 15 , 2021 , before me, Lauren MGIry M011-e, , Notary Public, personally appeared S}QNQXI C-j et l v' M— , who proved to me on the basis of satisfactory evidence to be the person() whose name() is/tee subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/hr/their signature(» on the instrument the personO, or the entity upon behalf of which the person() 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. 4 LAUREN MARY MORTE Notary Public - California Contra Costa County Commission ;, 2307493 My Comm. Expires Oct 3. 2023 This area for official notarial seal 087172\12222606v4 EXHIBIT "A" Agreement Legal Descriptions of the Subject Property All of that real property in the City of Gilroy, County of Santa Clara, State of California, more particularly described as follows attached to this Exhibit One and made a part hereof: Real property in the City of Gilroy, County of Santa Clara, State of California, described as follows: PARCEL 3, AS SHOWN ON THAT CERTAIN PARCEL MAP FILED IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA STATE OF CALIFORNIA ON JUNE 17, 2008 IN BOOK 825 OF PARCEL MAPS AT PAGES 33-34. A.P.N.: 783-04-023 (affects Parcel 3) PARCEL 4, AS SHOWN ON THAT CERTAIN PARCEL MAP FILED IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA STATE OF CALIFORNIA ON JUNE 17, 2008 IN BOOK 825 OF PARCEL MAPS AT PAGES 33-34. A.P.N.: 783-04-024 (affects Parcel 4) 087172\12222606v4