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Home My WebLink AboutSANTA ANA STATION DISTRICT II HOUSIG PARTNERS, LP 1A -2012 N-2012-017-001 ;0Ait MAR 2 0 2012 SECOND AMENDMENT TO RIGHT OF ENTRY c . G hA AND LICENSE AGREEMENT THIS SECOND AMENDMENT TO RIGHT OF WAY AND LICENSE AGREEMENT (this "Amendment"), is entered into by and between SANTA ANA STATION DISTRICT II HOUSING PARTNERS, L.P., a California limited partnership ("Licensee"), and the CITY OF SANTA ANA and the SANTA ANA HOUSING AUTHORITY (collectively, "Licensor"), and is made effective as of March 9, 2012. RECITALS: A. Licensee and the Community Redevelopment Agency of the City of Santa Ana, predecessor-in-interest of the Santa Ana Housing Authority, executed that certain Right of Entry and License Agreement dated as of January 23, 2012, as amended by that certain First Amendment to Right of Way and License Agreement dated as of February 15, 2012 (as amended, the "Agreement") relating to entry upon the Property for the limited environmental assessment purposes set forth in the Agreement. B. Licensor and Licensee desire to amend and modify the Agreement to provide Licensee with the right to enter certain portions of the Property (those portions added to the Property by the terms of the First Amendment to Right of Way and License Agreement - Lots 2 and 3, as shown on Exhibit A attached hereto and incorporated herein) to undertake grading work, subject to the terms and provisions of the Agreement. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Recitals. The foregoing Recitals and introductory paragraphs are incorporated herein as if fully here set forth. 2. Applicability of Certain DDA Provisions. (a) Prior to entry onto the Property pursuant to this Agreement, the Licensee, as "Developer" under the DDA, shall have acknowledged, in writing, the waiver or fulfillment of the Developer's Conditions Precedent as set forth in subsections (d), (g), (i), 0), (k), and (1). (b) The following provisions of the DDA shall also be applicable to this Agreement from and after entry onto the Property pursuant to this Agreement, as though a Closing occurred with respect to Phase R-2: Sections 206.4, 206.5, 206.6, 206.8, 206.9, 307.1, 309, 311, 311.1, and 312. 3. Defined Terms. Capitalized terms used in this Amendment shall have the meanings given them in the Agreement, unless otherwise indicated. 4. Property Subject to Entry. In addition to rights granted to Licensee pursuant to the Agreement, so that Licensee may implement its obligations under the DDA, Licensor hereby grants to Licensee and its employees, agents and contractors the further non- exclusive, non-assignable personal right and license to enter upon Lots 2 and 3 of the Property for the purpose of performing grading work as set forth and described in that certain contract between Licensee and Portrait Homes, Inc./Construction Resource Management, Inc., a joint venture, a copy of which is on file with the Licensor. The foregoing work constitutes pre-closing work. 5. Ratification. Except as specifically set forth in this Amendment, all provisions of the Agreement shall be unmodified and shall remain in full force and effect. The Agreement as amended by this Amendment is hereby ratified and confirmed. 6. Counterparts and Facsimile. This Amendment may be executed in multiple counterparts, each of which, when taken together shall constitute fully executed originals. Signature and transmission by facsimile transmission shall be deemed effective as if original signatures on the original documents. IN WITNESS WHEREOF, the parties hereto have executed this Amendment effective as of the day and year first above written. LICENSOR: LICENSEE: CITY OF SANTA ANA, a SANTA ANA STATION DISTRICT II municipal corporation, as Successor HOUSING PARTNERS, L.P., a California Agency for the Community Redevelopment limited partnership, Agency, By: Santa Ana Station District II MGP, LLC, By: a California limited liability company, Name: Paul Walters Its managing general partner, Its: Interim City Manager By: Affordable Housing Access, Inc., a California nonprofit public benefit CITY OF SANTA ANA HOUSING corporation, AUTHORITY, a public body, corporate Its sole member and manager, and politic, By: By: Name: Jonathan B. Webb Name: Nancy dwards Its: President Its: Interim ecutive Director By: Related/Santa Ana Station District II APPROVED AS TO FORM: Development Co., LLC, a California City Attorney/Housing Authority General limited liability Company, Counsel / Its administrative general partner, By: By: Lisa E. Storck, Assistant City Name: Frank Cardone Attorney/General Counsel Its: Vice President ATTEST: ~--QiA D. HUIZAR _ ERK OF THE COUN% -2- Second Amendment - Santa Ana Station istrict II ROE exclusive, non-assignable personal right and license to enter upon Lots 2 and 3 of the Property for the purpose of performing grading work as set forth and described in that certain contract between Licensee and Portrait Homes, Inc./Construction Resource Management, Inc., a joint venture, a copy of which is on file with the Licensor. The foregoing work constitutes pre-closing work. S. Ratification. Except as specifically set forth in this Amendment, all provisions of the Agreement shall be unmodified and shall remain in full force and effect. The Agreement as amended by this Amendment is hereby ratified and confirmed. 6. Counterparts and Facsimile. This Amendment may be executed in multiple counterparts, each of which, when taken together shall constitute fully executed originals. Signature and transmission by facsimile transmission shall be deemed effective as if original signatures on the original documents. IN WITNESS WHEREOF, the parties hereto have executed this Amendment effective as of the day and year first above written. LICENSOR: LICENSEE: CITY OF SANTA ANA, a SANTA ANA STATION DISTRICT II municipal corporation, as Successor HOUSING PARTNERS, L.P., a California Agency for the Community Redevelopment limited partnership, Agency, By: Santa Ana Station District II MGP, LLC, By: a California limited liability company, Name: Paul Walters Its managing general partner, Its: Interim City Manager By: Affordable Housing Access, Inc., a California nonprofit public benefit CITY OF SANTA ANA HOUSING corporation, AUTHORITY, a public body, corporate Its sole m er and anager and politic, By: By: Name: J a an B. Webb Name: Nancy T. Edwards Its: resident Its: Interim Executive Director By: Related/Santa Ana Station District II APPROVED AS TO FORM: Development Co., LLC, a California City Attorney/Housing Authority General limited liability Company, Counsel Its administrative general partner, By: By: Lisa E. Storck, Assistant City Name: Frank Cardone Attorney/General Counsel Its: Vice President -2- Second Amendment- Santa Ana Station District II ROE exclusive, non-assignable personal right and license to enter upon Lots 2 and 3 of the Property for the purpose of performing grading work as set forth and described in that certain contract between Licensee and Portrait Homes, Inc./Construction Resource Management, Inc., a joint venture, a copy of which is on file with the Licensor. The foregoing work constitutes pre-closing work. 5. Ratification. Except as specifically set forth in this Amendment, all provisions of the Agreement shall be unmodified and shall remain in full force and effect. The Agreement as amended by this Amendment is hereby ratified and confirmed. 6. Counterparts and Facsimile. This Amendment may be executed in multiple counterparts, each of which, when taken together shall constitute fully executed originals. Signature and transmission by facsimile transmission shall be deemed effective as if original signatures on the original documents. IN WITNESS WHEREOF, the parties hereto have executed this Amendment effective as of the day and year first above written. LICENSOR: LICENSEE: CITY OF SANTA ANA, a SANTA ANA STATION DISTRICT II municipal corporation, as Successor HOUSING PARTNERS, L.P., a California Agency for the Community Redevelopment limited partnership, Agency, By: Santa Ana Station District II MGP, LLC, By: a California limited liability company, Name: Paul Walters Its managing general partner, Its: Interim City Manager By: Affordable Housing Access, Inc., a California nonprofit public benefit CITY OF SANTA ANA HOUSING corporation, AUTHORITY, a public body, corporate Its sole member and manager, and politic, By: By: Name: Jonathan B. Webb Name: Nancy T. Edwards Its: President Its: Interim Executive Director By: Related/Santa Ana Station District II APPROVED AS TO FORM: Development Co., LLC, a California City Attorney/Housing Authority General limited liability Company, Counsel Its administrative general partner, By: By: ~-I,e~ ?C^111L~ Lisa E. Storck, Assistant City Name: Frank Cardone Attorney/General Counsel Its: Vice President Second Amendment - Santa Ana Station District 11 ROE -2 ! EXHIBIT A Lot Address APN 2... 605-607 N. Lacy 398-312-20 . 2 609 N. Lacy 398-312-05 2 611 N. Lacy 398-312-04 2 601 N. Lacy 398-312-08 , 2 801 Brown 398-312-09 3 618 N. Garfield 398-312-15 3 622-624 N. Garfield 398-312-16 3 626-628 N. Garfield 398-312-17 3 714 E. Santa Ana Blvd. 398-312-18 3 630 N. Garfield 398-312-19 -3- Second Amendment - Santa Ana Station District 11 ROE i i REIAT-1 ACCa CERTIFICATE OF LIABILITY INSURANCE °"1a 00°il THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THI$ CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POUCI90 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 pollcy(ies) must be endorsed. If SUBROGATION 1S 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 lleu of such andoraement s . PRODUCER Kathryn Guerrero Commercial Lines - (949) 2260800 PHDIa! (949) 2266909 (949) 226.6910 I Wells Fargo Insurance Servk es USA, Inc. CA Lic#: OD08408 E " Kathryn.Guerrero@wellarargo,com 2030 Main Street, Suite 200 INSURER(III) AFFORDING COVERAGE NAIL Irvine, CA 92614-7253 INSURERA ; SCOttsdale Insurance COmpeny 16580 INSURED INSURER a: American Guarantee and Liability Insurance Corn 26247 The Related Companies of California, LLC INSURER D Santa Ana Stallon District Housing Partners, L.P. INeuREa o:_ 16201 Von Kerman Avenue, Suite #900 INSURER E Irvine, CA 92612 INSURER P: COVERAGES CERTIFICATE NUMBER; 3450844 REVISION NUMBER: See below THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PER= INDICATED. NOTW)THSTANDINO ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIG 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. EXF INBR O C F POLICY TYPE OF INSURANCE INRR POLICY UBBUR LaYK1 LTR I GINMAL LIABILITY EACH OCCURRENCE S 1000J100 A BCS0026821 09130/11 09/30112 X COMMERCIAL. GENERAL LIABILITY i tOG 000 CLAIMS-MADE FRI OCCUR MED EXP one won i 0 X OedWEe16510,000 PERSONAL B ADV INJURY S _ 1,000.000 GENERALAGOREGATE S 2.000,JOO GENT AGGREGATE LIMIT APPLIES PER; PRODUCTS -COMP)OP AGG i 2.000.1100 POLICY X P F XI S C01g,(NEDISINGUE LIMIT INCLUDED A auroAloelLe UAearrr BCS0025921 09/30!11 09130112 n es ,a ANY AUTO BODILY INJURY (Per person) i ~OWNED ,eJ, sU,TOULEO BODILY INJURY )Perwdden0 S NON-OWNED PROVEN i x HIRED AUTOS X AUTOS War deckjam, S B X UMBRELLA LIAR x OCCUR AUC916736903 09/30111 09/30/12 EACH OCCURRENCE i toAOO,t10G axCB09 LrAB CLAIMS-MADE AGGREGATE f 10AOQS00 CEO ROTE ON NIL WORKERS COMPENSATION AHD EMPLOYERS' LIABILITY ' A ' YIN 4S'1 ' ANY PROPRIETORMARTNERMXECUTIVE NIA E.L EACH ACCIDENT S OFFICEHIMEMBaR EXCLUDED? 4 lNYiendNOry In NH) r C E.L DISEASE - EA EMPLOYE DENWPT"10% pp OPERATIONS W.. E.L. dsPASE - POLICY LIMIT $ 1.1SA t try p~tor Ass's", II! DESCRIPTION OP OPERATIONS I LOCATIONS /VEHICLES IAI(ch ACORD 101, Addldond Renwrke echsdule, Ir more sow. Is r.qulred) Re; Santa Ana Station District Housing Partners, L.P. Certificate Holder, Its parent, subsidiaries, of hales, directors, of icerB, members, managers, partners, agents, employees, assignees, lenders, tenants, and any other such entities as may reasonable be requested are Included as Additional Insureds and Loss Payees as required by written conlracl as per attached endorsement. CERTIFICATE HOLDER CANCELLATION Santa Ana Station District Housing Partners, L.P. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORM - THE -EXPIRATION DATE THEREOF, NOTICE WILL BE _DELIVERED IN . ACCORDANCE WITH THE POLICY PROVISIONS. 18201 Von Kerman Avenue, #900 Irvine, CA 92612 AUTHORIZED REPRESENTATIVE 9(__ The ACORD name end logo are regbtered masks of ACORD ®1988.2010 ACORD CORPORATION. All rights reservgd. ACORD 25 (2010100) COMMERCIAL GENERAL LIABILITY CO 20330704 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED OWNERS, LESSEES OR CONTRACTORS -AUTOMATIC STATUS WHEN. REQUIRED IN CONSTRUCTION AGREEMENT WITH YOU This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A- Section 11 Who Is An Insured Is amended to 13. With respect to the insurance afforded to these Include as an additional Insured any person or or- additional Insureds, the following additional exclu- ganizatlon for whom you are performing operations sions apply: when you and such person or organization have This Insurance does not apply to: agreed In writing In a contract or agreement that such person or organization be added as an addi- 1. `Bodily Injury", 'property damage" or "personal tional Insured on your policy. Such person or or- and advertising Injury" arising out of the render- ganlzallon Is an additional Insured only with re- Ing of, or the failure to render, any profeselonai spect to Uablity for "bodily Injury", "property architectural, engineering or surveying ser- damage" or "personal and advertising Injury,/' vices, Including: caused, in whole or In part, by: a. The preparing, approving, or failing to pre- 1. Your acts or omissions; or pare or approve, maps, shop drawk gs, 2. The acts or omissions of those acting on your opinions, reports, surveys, field ordws, change orders or drawings and specifics- behalf; or In the performance of your ongoing operations for b. Supervisory, Inspection, architectural or the additional insured. engineering activities, A person's or organization's status as an additional 2. "Bodily Injury" or "property damage" occurring Insured under this endorsement ends when your after operations for that additional Insured are com- pleted. a. All work, Including materials, parts or equipment furnished In connection with such work, on the project (other than ser- vice, maintenance or repairs) to be per- formed by or on behalf of the additional In- sursd(s) at the location of the covered operations has been completed; or b. That portion of "your work" out of which the J~ Injury or damage arises has been put to Its 0 FQ Intended use "by any person or organization C `t . other than another contractor or suboontraa- Q for engaged in performing operations for a , principal as a part of the some project, ~ \S G~ty CO 20 33 07 04 0 ISO Properties, inc., 2004 page 1 of 1 13