RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
CITY OF MANTECA
1001 WEST CENTER STREET
MANTECA, CALIFORNIA 95337
ATTN: CITY MANAGER
APNs: 198-03-039
_____________________________________________________________________________ [Space Above For Recorder’s Use Only]
Recording Fee: Exempt pursuant to California
Government Code Section 27383
THIRD AMENDMENT TO THE
CENTERPOINT DEVELOPMENT AGREEMENT
This third amendment (the “Amendment”) is entered into this ___ day of February, 2022 (“Amendment Date”), by and between the CITY OF MANTECA, a California municipal corporation organized and existing under the laws of the State of California (“City”) and CENTERPOINT PROPERTIES TRUST, a Maryland real estate investment trust (“Developer”). City and Developer are from time to time hereinafter referred to individually as a party or collectively as the “parties.”
RECITALS
A. City and Developer entered into that certain Development Agreement Regarding development in connection with the Northwest Airport Way Master Plan (the “Original Agreement”), which Original Agreement was approved by the Manteca City Council on November 16, 2010, and recorded on December 4, 2012, with the San Joaquin County Recorder’s office (the “Recorder’s Office”) as Document No. 2012-158825. The parties amended the Original Agreement and executed: (i) that certain First Amendment to the Original Agreement on or about July 17, 2012 (the “First Amendment”), which was recorded on December 4, 2012, with the Recorder’s Office as Document No. 2012-158826; and (ii) that certain Second Amendment to the Original Agreement on or about June 13, 2017 (the “Second Amendment”), which was recorded on December 29, 2017, with the Recorder’s Office as Document No. 2017-157483. The Original Agreement, as amended by the First Amendment and Second Amendment, is hereinafter referred to as the “Existing Agreement.” B. Developer has agreed to undertake construction of the extension of Intermodal Way, on land partially owned by the Union Pacific Rail Road Company, a Delaware corporation (“UPRR”), and the South San Joaquin Irrigation District (“SSJID”), in the location shown as “Intermodal Way Extension” on Exhibit I attached hereto (the “Intermodal Way Extension”).
ATTACHMENT 2
C. The Parties now wish to amend certain provisions of the Existing Agreement in order to memorialize the obligations of the Parties with respect to the construction of the Intermodal Way Extension.
D. This Amendment shall apply to APN 198-03-039, as shown on Exhibit I, attached hereto, and not as to any other properties in the Master Plan area.
NOW, THEREFORE, in consideration of the promises, covenants and provisions set forth herein and in the Existing Agreement, the Parties agree as follows:
AGREEMENT
1. The preamble, recitals, and all defined terms set forth in the Existing Agreement are hereby incorporated into this Amendment as if set forth herein in full. Except as expressly provided in this Amendment, the Existing Agreement shall remain in full force and effect.
Should any inconsistency arise between this Amendment and the Existing Agreement as to the specific matters that are the subject of this Amendment, the terms and conditions of this Amendment shall control. The term “Agreement” as used herein shall refer to the Existing Agreement and this Amendment, except as expressly provided in this Amendment. All capitalized terms used in this Amendment and not defined in this Amendment shall have the meanings set forth in the Existing Agreement unless the context clearly requires otherwise.
2. In addition to the defined terms set forth in the Recitals above, the following additional defined terms are hereby added to the Agreement and inserted in an appropriate place within Section 1:
“Intermodal Way Extension” means the extension of Intermodal Way, which will extend over APNs 198-03-029 and 198-03-030 in the City of Manteca, California, and over APNs 198-03-028 and 198-03-027 within unincorporated San Joaquin County, as more particularly depicted on Exhibit I attached hereto.
3. Exhibit I attached hereto and incorporated herein by reference is hereby added to the Agreement as Exhibit I.
4. The following provisions are hereby designated as a new Section 3.4 to the Existing Agreement.
“3.4 Design and Construction of Intermodal Way Extension.
3.4.1 Developer agrees to complete the Intermodal Way Extension by December 31, 2022.
3.4.2 Developer will work in good faith with UPRR in connection with the construction of the Intermodal Way Extension over the UPRR land in accordance with the terms of that certain Road and Utility Easement dated as of December 12, 2011 (the “UPRR Road & Utility Easement”), and recorded on December 15, 2011, with the Recorder’s Office as Document No. 2011-155297. The UPRR Road & Utility Easement ATTACHMENT 2
granted Developer a perpetual and exclusive easement to construct, operate, use, maintain, relocate, repair, and replace the Intermodal Way Extension.
3.4.3 A portion of the Intermodal Way Extension will require crossing the existing SSJID channel, in the location indicated on Exhibit I attached hereto. Developer will work in good faith with both the SSJID and the Army Corps of Engineers to obtain all requisite permissions, easements, and permits to allow the Intermodal Way Extension to cross the SSJID channel.
5. The Existing Agreement (as amended by this Amendment) supersedes any prior understanding or written or oral agreements between the Parties hereto respecting the Intermodal Way Extension and contains the entire understanding between the Parties with respect thereto.
6. Except as amended herein, the remaining provisions of the Existing Agreement remain in full force and effect.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
ATTACHMENT 2
IN WITNESS WHEREOF, this Third Amendment has been approved and executed by each party hereto as of the Amendment Date.
CITY: CITY OF MANTECA, a California municipal
corporation
By: ________________________________
Benjamin J. Cantu, Mayor
ATTEST:
By: _______________________________
Cassandra Candini-Tilton, City Clerk
APPROVED AS TO FORM:
L. David Nefouse, City Attorney
By: ______________________________
Carrie Woolley, Deputy City Attorney
DEVELOPER: CENTERPOINT PROPERTIES TRUST, a
Maryland real estate investment trust
By: _____________________________
Name: _____________________________
Title: _____________________________
By: _____________________________
Name: _____________________________
Title: _____________________________
ATTACHMENT 2
State of California )
County of San Joaquin )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are 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/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 official seal.
Signature (Seal)
ATTACHMENT 2
State of Illinois )
County of ___________ )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are 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/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 Illinois that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
ATTACHMENT 2
EXHIBIT I
Location of Intermodal Way Extension
ATTACHMENT 2
ATTACHMENT 2