1 EXTENSION OF TOLLING AGREEMENT
On February 23, 2024 (the “Effective Date”), Milan REI X, LLC, a California limited liability company, (“Milan”) and the City of Orange, a municipal corporation (the “City”) (collectively, the “Parties”), entered into a tolling agreement (“Agreement”) concerning Milan’s application for a housing development project in the City on the real property located along Santiago Canyon Road with the Assessor’s parcel numbers of 370-011-08, 370-041-12, 370-011-18, 370-011-22, 370-041-25, 093-280- 07, 093-280-27, 093-280-29, 093-280-30, and 093-280-07 (the “Property” or “Creekside Village site”).
The executed Agreement is attached as Exhibit “A”.1
RECITALS
A. The Agreement, in recital “F”, noted that a primary reason the Parties wished to enter into the Agreement was a desire to evaluate non-residential uses for the Property. To that end, the Parties continue to assess non-residential uses and wish to extend the Agreement to continue to evaluate such uses.
B. Agreement paragraph 3 provides that the Agreement shall remain in effect for six months from the Effective Date, which means the Agreement is in effect through August 23, 2024 (the “Tolled Periods”). Agreement paragraph 6, subsection (b) provides that “In the Parties’ discretion, prior to termination of the Tolled Periods, [the] Agreement may be mutually extended in writing for an additional period(s) of time.” The Parties have determined that extending the Tolling Period is in their best interests so that they may continue to engage in discussions regarding alternate uses for the Property and do so through this extension of the Agreement (the “Extension”).
NOW, THEREFORE, in consideration of the terms and conditions of this Extension, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
AGREED TERMS AND CONDITIONS
1. Material Terms of Agreement. All material terms of the Agreement remain in force and effect and are incorporated herein by this reference and made a part hereof.
2. Tolled Periods. Pursuant to this Extension, the Agreement Tolled Periods are hereby extended for six months, until February 23, 2025, provided the Parties execute the Extension prior to the close of business on August 23, 2024.
IN WITNESS WHEREOF, and intending to be legally bound, each Party hereto has caused this Extension to be executed as of the date(s) set forth below. 1 The Agreement contains two scrivener errors in Recitals “B” and “C.” Recital “B” should state “On or about October 16, 2023, Milan submitted a preliminary application for a housing development project on the Creekside Village site.” Recital “C” should state “The October 16th application (the “Application” for the “Project”) replaced a previously filed application for a housing development project on the Property.” These corrections to the Recitals are hereby incorporated into the Agreement. 2 MILAN REI X, LLC,
a Delaware limited liability company
__________________________
Name: Christopher Nichelson
Its: President of its Managing Agent
Dated:
CITY OF ORANGE
_________________________
Name: Thomas C. Kisela
Its: City Manager
Dated:
ATTEST:
__________________________
Pamela Coleman, City Clerk
APPROVED AS TO FORM:
________________________
Mike Vigliotta, City Attorney