1 FIRST AMENDMENT
TO
DEVELOPMENT AGREEMENT NO. 18-01
FOR THE A V ANTI SOUTH SPECIFIC PLAN (SP15-02)
THIS FIRST AMENDMENT T O DEVELOPMENT AGREEMENT FOR THE
A V ANTI SOUTH SPECIFIC PLAN (the “First Amendment”) is entered into as of this ___ day of _________________, 2026 (the “ Effective Amendment Date”) by and among the CITY OF LANCASTER, a charter city and municipal corporation (the “ City”), PALMDALE CAPITAL, LLC, a California limited liability company (“Palmdale Capital”), A V ANTI WEST VENTURES, LLC, a California l imited liability company (“Avanti West ”), DNY HOLDINGS, LLC, a California limited liability company (“DNY Holdings ”), DDCX, LLC, a California l imited liability company (“DDCX”), TIKKUN A V ANTI, LLC, a California l imited liability company (“Tikkun Avanti ”), and REPULIC AGORA, LLC, a New York l imited liability company (“Republic Agora”) (collectively, Palmdale Capital, Avanti West, DNY Holdings, DDCX, Tikkun Avanti, and Republic Agora are the “Owner”) pursuant to the authority of Sections 65864-65869.5 of the California Government Code (the “California Vesting Statutes”), the City’s charter and the applicable provisions of the City’s municipal code. The City and Owner are sometimes hereinafter referred to individually as a “Party” and/or collectively as the “Parties.”
RECITALS
A. The Owner is the owner of the project commonly referred to as the Avanti South Specific Plan Project (the “Project”) located in the City of Lancaster, County of Los Angeles, State of California.
B. The Project was previously approved by the City on September 11, 2018, pursuant and subject to the provisions of Development Agreement No. DA 18-01 (the “Agreement”). The Agreement became effective as of April 23, 2019.
C. The Parties now desire to amend the Agreement for the purpose of extending the term of the Agreement.
D. As required by Section 65868 of the California Government Code, the City gave notice of its intention to enter into this First Amendment and held a public hearings pursuant to Section 65867 of the California Government Code. On __________ _____, 2026, the City Council approved this First Amendment by its adoption of Ordinance No. ______, as required by Sections 65868 and 65867.5 of the California Government Code.
NOW, THEREFORE, with reference to the foregoing recitals and in consideration of the mutual promises, conditions and covenants hereinafter set forth, the Parties agree as follows:
2 AGREEMENT
1. Defined Terms. Capitalized terms used but not defined in this First Amendment shall have the same meanings as stated in the Agreement.
2. Term. Section 5 of the Agreement is hereby deleted and replaced in its entirety by the following Section 5:
5. Term. The term of this Agreement (the “ Term”) shall commence upon the Effective Date and continue for a period of twenty-two (22) years. Any development, construction, operation or use in connection with the Project that is initiated within the Term by the submittal of an application by or on behalf of Owner shall be deemed to comply with this Agreement.
Owner shall have the option to extend the initial Term for a maximum of one (1) five (5) year extension for a total possible term of twenty-seven (27) years (the “Optional Term”) unless the Term is terminated, modified or extended by the terms of this Agreement, or by mutual consent of the Parties hereto, provided: (a) Owner provides at least ninety (90) days advance written notice prior to the expiration of the initial Term of its intent to request the Optional Term; (b) Owner is in compliance with the Construction Milestones as outlined in Sections 13.1, 13.2 and 13.3 of this Agreement ; and (c) the Owner is not then in Default under this Agreement.
At the Owner’s discretion, the Optional Term shall be confirmed by the City Council via a Public Hearing, at least (30) days prior to the expiration of the initial Term.
This will be the final extension the City will grant for this development agreement.
Sections 5.1 and 5.2 of the Agreement remain unchanged and in full force and effect.
3. Construction Milestones. Sections 13.1, 13.1.1, and 13.1.1a of the Agreement are hereby deleted and replaced in their entirety by the following Sections 13.1, 13.1.1, and 13.1.1a:
13.1 Construction Milestones. In order to preserve and maintain the provisions of this Agreement, Owner must commence
Construction on the Project prior to December 31, 2032. For purposes of this Section, “Construction” is defined as one or more of the following: rough grading, finished grading, utility 3 construction, infrastructure construction, and any other physical preparations or building construction, either on-site or off-site for the Project.
13.1.1 Notwithstanding any other provisions of this Agreement, Owner is required to perform the following additional construction obligations:
13.1.1a A minimum of 300 Units shall be constructed prior to December 31, 2034.
4. Notices. The Parties’ notice information in Section 22.1 of the Agreement is hereby deleted in its entirety and replaced with the following:
Notices required to be given to the City shall be addressed as follows:
City of Lancaster
Attn: Community Development Director
44933 Fern Avenue
Lancaster, CA 93534
Ph: 661-723-6079
Fax: 661-723-5926
With a Copy To:
Allison E. Burns, Esq.
Stradling Yocca Carlson & Rauth LLP
660 Newport Center Drive, Suite 1600
Newport Beach, CA 92660
Ph: 949-725-4000
Fax: 949-725-4100
Notices required to be given to Owner shall be addressed as follows:
Royal Investors Group c/o Rodeo Credit Enterprises
Attn: Ms. Kris Pinero
Project Management Consultant
Rodeo Credit Enterprises
9595 Wilshire Blvd., Suite 708
Beverly Hills, CA 90212
Ph: 310-205-8354, Ext. 110
Fax: 310-205-8356
E-Mail – [email protected]
4 With a Copy To:
Mrs. Kelly Alhadeff-Black, Esq.
Fennemore
600 B Street, 17th Floor
San Diego, CA 92101
Ph: 619-595-3243
E-Mail – [email protected]
5. Miscellaneous.
a. This First Amendment shall be interpreted and enforced in accordance with the laws of the State of California, excluding any choice of law rules that may direct the application of the laws of another jurisdiction.
b. This First Amendment may be executed in one or more duplicate counterparts, and when executed and delivered by all the parties listed below, shall constitute a single binding First Amendment with respect to the Agreement. c. Except as specifically provided in this First Amendment, the Agreement remains unchanged and in full force and effect in accordance with its terms.
[SIGNATURE P AGES TO FOLLOW]
5 CITY
City of Lancaster, a California Charter City
and Municipal Corporation
ATTEST:
_____________________________________
Andrea Alexander
City Clerk
City of Lancaster
APPROVED:
____________________________________
R. Rex Parris
Mayor
City of Lancaster
APPROVED AS TO FORM:
______________________________________
Allison E. Burns
City Attorney
City of Lancaster
6 OWNER
PALMDALE CAPITAL, LLC, a California
Limited Liability Company
By:______________________________________
Jamshid Goltche, Managing Member
Royal Investors, LLC
AVANTI WEST VENTURES, LLC, a
California Limited Liability Company
By:______________________________________
Peiman Shayan, Managing Member
DNY HOLDINGS, LLC, a California Limited
Liability Company
By:______________________________________
David York, Managing Member
DDCX, LLC, a California Limited Liability
Company
By:______________________________________
Fariborz M. Bardi, Managing Member
TIKKUN AVANTI, LLC, a California Limited
Liability Company
By:______________________________________
Behrooz Haverim
REPUBLIC AGORA, LLC, a New York
Limited Liability Company
By:______________________________________
Behzad Nehmadi