City Manager’s Office
100 Santa Rosa Avenue, Room10
Santa Rosa, CA 95404
Phone: 707-543-3010 Fax: 707-543-3030
October 5, 2022
Cornerstone Properties SA, LLC
Attn: Alon Adani
135 N. McDowell Boulevard, Suite 110
Petaluma, California 94954
E-Mail: [email protected]
Re: Request for Extension of Certain Post-Closing Deadlines in the Agreement of Purchase and Sale by and between City of Santa Rosa and Cornerstone Properties SA, LLC dated June 8, 2021
Dear Mr. Adani,
I am in receipt of your request for extension of the deadlines for certain post-closing deadlines set forth in Sections 23(a)(i) and 23(a)(iii) in the Agreement of Purchase and Sale for Future Infill Development and Joint Escrow Instruc tions (“Agreement”) by and between the City of Santa Rosa (“City”) and Cornerstone Properties SA, LLC (“Cornerstone”). After reviewing your request, I am hereby granting extensions to the following deadlines pursuant to Section 23(d)(i) of the Agreement:
1. The deadline under Section 23(a)(i) for submission to the City of building plans and applications sufficient for a full plan check for the first phase of Cornerstone’s mixed-use project at 34 6th Street (the “SMART Site First Phase”) is hereby extended by eighteen (18) months. The original deadline for this obligation was within six (6) months of the Close of Escrow, which occurred on August 27 , 2021 (the “Close of Escrow”) .
Therefore, the extended deadline is August 27, 2023, or twenty-four (24) months after the Close of Escrow.
2. The deadline under Section 23(a)(iii) for Cornerstone to file all required applications for City planning and zoning entitlements to develop the Property and Cornerstone’s Adjacent Property with a mixed-use project as described in the agreement (the “Project”) that is consistent with the Existing Land Use Regulations is also hereby extended by eighteen months. As part of this extension, the City will also extend the period for which “Existing Land Use Regulations” are defined as the City’s General Plan, the Downtown Station Area Specific Plan, Municipal Code Chapters 19, 20 & 21 and the City’s written planning and zoning regulations as officially adopted as of the Effective Date of the Agreement. The original deadlines for both the submission of the required applications for planning and zoning entitlements, and the date for the change in the
City Manager’s Office
100 Santa Rosa Avenue, Room10
Santa Rosa, CA 95404
Phone: 707-543-3010 Fax: 707-543-3030
Mr. Adani
October 5, 2022
definition of “Existing Land Use Regulations” was eighteen (18) months from the Close of Escrow. Therefore, the extended deadline for both of these provisions is August 27, 2024, or thirty-six (36) months after the Close of Escrow.
The subsequent de adlines in the Agreement are set based on the actual submission of the building plans and applications and planning and zoning applications respectively, or other subsequent actions, so no other deadlines need to be extended.
To be clear, I am granting t his extension based on the progress you have made on the Ross Street Project and the SMART Site First Phase to date as well as our shared desire to see the Project be successful. I do not, however, believe that the reasons for the extension in your letter (escalating construction costs, lack of resources in the region and the uncertainty in the financial markets, and the continuing COVID pandemic) constitute good cause for an extension in and of themselves. These are all circumstances that existed at the time the parties entered into this Agreement, and you should not assume that these would constitute grounds for a future extension. We are encouraged by your statement that you do not anticipate the need for the full extension and look forward to the SMART Site First Phase and the Project moving forward in the very near future.
If you have any questions regarding this extension letter, please contact Jill Scott at (707) 543-4246 or [email protected].
Sincerely,
Maraskeshia Smith
City Manager
City of Santa Rosa
Maraskeshia Smith (Oct 5, 2022 18:21 PDT)
Cornerstone Properties extension letter
Final Audit Report 2022-10-06
Created: 2022-10-06
By: Jill Scott ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAANGd7gLlG8V_5CAOMeVoz8a0jD673AtbI "Cornerstone Properties extension letter" History
Document created by Jill Scott ([email protected])
2022-10-06 - 1:14:43 AM GMT
Document emailed to Maraskeshia Smith ([email protected]) for signature 2022-10-06 - 1:15:53 AM GMT
Email viewed by Maraskeshia Smith ([email protected])
2022-10-06 - 1:16:17 AM GMT
Document e-signed by Maraskeshia Smith ([email protected]) Signature Date: 2022-10-06 - 1:21:27 AM GMT - Time Source: server Agreement completed.
2022-10-06 - 1:21:27 AM GMT