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THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT
Town Hall Square
THIS THIRD AMENDMENT to Purchase and Sale Agreement (this Amendment January 31, 2022 Amendment Date
among the Successor Agency to the Redevelopment Agency of the City of San Leandro, Agency
City Buyer
amends that certain Purchase and Sale Agreement dated December 7, 2017 (the Agreement
First
Amendment , and amended again by the Second Amendment to Purchase and Sale Agreement dated January 31, 2020 Second Amendment . City, Agency and Buyer Parties Party
Capitalized terms used without definition herein have the meaning ascribed to such terms in the Agreement.
RECITALS
A. Subject to the terms and conditions set forth in the Agreement, Buyer has agreed to buy the City Property and the Agency Property for development of a project.
B. Pursuant to Section 5.2(a) of the Agreement, Buyer had twelve (12) months from the Opening of Escrow to conduct due diligence, the foregoing being the Due Diligence Contingency Period. The Agreement provided that the Due Diligence Contingency Period could be extended for up to five additional twelve-month Extension Periods, to as late as December 7, 2023, with the close of escrow required to occur within ninety (90) days thereafter.
C. Pursuant to Section 2 of the First Amendment, the Parties extended the Due Diligence Contingency Period to January 31, 2020 in order to provide additional time for Buyer to complete physical inspections of the Property and to negotiate for the purchase of adjacent property.
D. Pursuant to Section 3 of the First Amendment, Buyer provided the Additional Deposit required under Section 5.1 of the Agreement in consideration of the City and Agency extending the Due Diligence Contingency Period.
E. Pursuant to Section 4 of the First Amendment, the Parties revised a provision such that the Buyer had only four (4) twelve-month Extension Periods with respect to the timing for the Closing.
F. Pursuant to Section 2 of the Second Amendment, the Parties further extended the Due Diligence Contingency Period to January 31, 2021 in order to provide additional time for Buyer to complete physical inspections of the Property and to negotiate for the purchase of adjacent property.
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G. Pursuant to Section 3 of the Second Amendment, Buyer provided an Additional Deposit in consideration of the City and Agency further extending the Due Diligence Contingency Period.
H. Pursuant to Section 2 of the Second Amendment, on January 26, 2021, Buyer exercised its right to seek an additional extension of the Due Diligence Contingency Period to January 31, 2022, and provided an Additional Deposit in accordance with Section 5.1 of the Agreement.
I. Buyer, Agency and the City have determined that it is necessary to continue the Due Diligence Contingency Period for an additional time period, as set forth in more detail below, to allow the Buyer to complete a soils investigation and evaluate the implications of same related to additional potential costs and changes to the architectural design of the proposed development.
J. Buyer has agreed to provide the Additional Deposit required under Section
5.1 of the Agreement in consideration of the City and Agency further extending the Due Diligence Contingency Period.
K. City, Agency and Buyer desire to enter into this Amendment in order to further extend the Due Diligence Contingency Period.
NOW, THEREFORE, for and in consideration of the mutual covenants and agreements contained in this Amendment, and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged by the Parties, Agency, City and Buyer hereby agree as follows:
Section 1. Recitals. The above recitals are true and the recitals, and defined terms set forth therein, are incorporated into this Amendment by this reference.
Section 2. Extension of Due Diligence Contingency Period. The Due Diligence Contingency Period is hereby extended to May 31, 2022 in order to provide additional time for Buyer to complete a soils investigation and evaluate the implications of same related to additional potential costs and changes to the architectural design of the proposed development.
Section 3. Deposit into Escrow. Within five (5) business days of the Amendment Date, Buyer shall deposit Twenty-Five Thousand Dollars ($25,000) into Escrow as an Additional Deposit. The Additional Deposit is non-refundable in the event that the Agreement is terminated by Buyer through no fault of City or Agency, as set forth in Section 3.3 of the Agreement.
Section 4. Ratification. Except as otherwise expressly set forth herein, all other terms and conditions of the Agreement remain unchanged and in full force and effect.
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IN WITNESS WHEREOF, Buyer, Agency and City have duly executed this Amendment on the dates set forth below.
City:
City of San Leandro,
a California charter city
Attest:
Leticia I. Miguel, City Clerk
Approved as to Form:
Richard Pio Roda, City Attorney
By:
Frances M. Robustelli
City Manager
Agency:
Successor Agency to the Redevelopment
Agency of the City of San Leandro,
a public agency
Attest:
Leticia I. Miguel, Agency Secretary
Approved as to Form:
Richard Pio Roda, City Attorney
By:
Frances M. Robustelli
Executive Director
Buyer:
Beam Development, LLC
a California limited liability company
By:
Name: Mukesh Bajaj
Its: Managing Member
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FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT
Town Hall Square
THIS FOURTH AMENDMENT to Purchase and Sale Agreement (this Amendment entered into as of May 31, 2022 Amendment Date , by and among the Successor Agency to the Redevelopment Agency of the City of San Agency City of San Leandro, a California charter
city (the City , and Beam Development LLC, a California limited liability company Buyer , and amends that certain Purchase and Sale Agreement dated December 7, 2017 by and between City and Buyer, as previously amended by the First Amendment to Purchase and Sale Agreement, dated December 4, 2018, the Second Amendment to Purchase and Sale Agreement, dated January 31, 2020, and the Third Amendment to Purchase and Sale Agreement, dated January 31, 2022 (as amended, the Agreement . City, Agency and Buyer are Party
and Parties Capitalized terms used without
definition herein have the meaning ascribed to such terms in the Agreement.
RECITALS
A. Subject to the terms and conditions set forth in the Agreement, Buyer has agreed to purchase certain real property owned by the City and the Agency located at 212 Davis Street, 222 Davis Street, 250 Davis Street, 290 Davis Street, and 1199 E. 14th Street, in the City of San Leandro (the Property for development of a project thereon.
B. Pursuant to Section 5.2(a) of the Agreement, Buyer has a period to complete physical inspections of the Property and due diligence related to the purchase Due Diligence Contingency Period , which expires on May 31, 2022. The Parties have determined that it is necessary to continue the Due Diligence Contingency Period for additional time for Buyer to complete the investigation of the soils condition of the Property and to evaluate the implications of the soils condition on the potential costs, land use entitlement process, environmental review, and architectural design of the proposed project.
C. City, Agency and Buyer desire to enter into this Amendment to extend the Due Diligence Contingency Period, and to make related changes to the date for close of escrow for the purchase of the Property.
NOW, THEREFORE, for and in consideration of the mutual covenants and agreements contained in this Amendment, and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged by the Parties, Agency, City and Buyer hereby agree as follows:
Section 1. Recitals. The above recitals are true, and the recitals and defined terms set forth therein are incorporated into this Amendment by this reference. 5105290.1 2
Section 2. Closing. The losing or for the sale of the
Property, as set forth in Section 5.1 of the Agreement, shall occur no later than December 31, 2022. No Party shall have any rights to extend the Closing or Closing Date beyond the foregoing date.
Section 3. Extension of Due Diligence Contingency Period. The Due Diligence Contingency Period, as set forth in Section 5.2(a) of the Agreement, is hereby extended to September 30, 2022. No Party shall have any rights to extend the Due Diligence Contingency Period beyond the foregoing date.
Section 4. Ratification. Except as otherwise expressly set forth herein, all other terms and conditions of the Agreement remain unchanged and in full force and effect.
SIGNATURES ON FOLLOWING PAGE
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IN WITNESS WHEREOF, Buyer, Agency and City have duly executed this Amendment on the dates set forth below.
City:
City of San Leandro,
a California charter city
By: ____________________________
Frances M. Robustelli,
City Manager
Attest:
Kelly B. Clancy, Acting City Clerk
Approved as to Form:
Richard M. Pio Roda, City Attorney
Agency:
Successor Agency to the Redevelopment
Agency of the City of San Leandro,
a public agency
By: ____________________________
Frances M. Robustelli,
Executive Director
Attest:
Kelly B. Clancy, Acting Secretary
Approved as to Form:
Richard M. Pio Roda, Agency Counsel
Buyer:
Beam Development, LLC
a California limited liability company
By:
Name: Mukesh Bajaj
Its: Managing Member