SIXTH AMENDMENT TO EXCLUSIVE NEGOTIATING RIGHTS AGREEMENT (Gateway Project)
THIS SIXTH AMENDMENT TO EXCLUSIVE NEGOTIATING RIGHTS
AGREEMENT (this “Sixth Amendment”) is made and entered into as of ___________, 2026 by and between the City of Union City, a California municipal corporation (“City”), and City Ventures Homebuilding, LLC, a Delaware limited liability company (“Developer”). The City and Developer are collectively referred to herein as the “Parties” and sometimes individually as a “Party.”
RECITALS
A. City and Developer are parties to that certain Exclusive Negotiating Rights Agreement dated December 15, 2021 (the “Agreement”). The Parties entered into that certain First Amendment to the Agreement dated March 24, 2022 (the “First Amendment”). The Parties entered into that certain Second Amendment to the Agreement dated August 1, 2023 (the “Second Amendment”). The Parties entered into that certain Third Amendment to the Agreement dated June 3, 2024 (the “Third Amendment”). The Parties entered into that certain Fourth Amendment to the Agreement dated December 5, 2024 (the “Fourth Amendment”). The Parties entered into that certain Fifth Amendment dated June 3, 2025 (the “Fifth Amendment”).
B. Pursuant to the Agreement, the Parties agreed to use their best efforts to successfully negotiate a DDA which would describe the terms and conditions governing the purchase of the Property by Developer.
C. The Term of the Agreement was established as twenty-four (24) months, terminating on December 15, 2023, with the possibility of extending the Term by an additional one hundred eighty (180) days by written mutual agreement of the Parties.
D. The Parties entered into that certain Second Amendment to extend the Term by one hundred eighty (180) days to terminate on June 12, 2024.
F. The Parties entered into that certain Third Amendment to extend the Term by one hundred eighty (180) days to terminate on December 9, 2024.
G. The Parties entered into that certain Fourth Amendment to extend the Term by one hundred eighty (180) days to terminate on June 7, 2025.
H. The Parties entered into that certain Fifth Amendment to extend the Term by three hundred sixty-five (365) days to terminate on June 7, 2026.
I. The Parties have been negotiating in good faith and have made sufficient progress toward execution of a mutually acceptable binding agreement for the sale of the property given the totality of the circumstances to justify an extension of the Term.
J. The Parties desire to extend the Term by an additional three hundred sixty-five (365) days as set forth herein.
K. Capitalized terms not defined herein shall have the same meaning as in the Agreement.
NOW, THEREFORE, for valuable consideration, the receipt and adequacy of which is hereby acknowledged, City and Developer do hereby agree as follows:
1. Recitals. The above recitals are true and correct and incorporated herein.
2. Extension of Term. The Parties hereby agree to amend Section 1.3 of the Agreement to extend the Term of the Agreement by three hundred sixty-five (365) days, until June 7, 2027.
3. Counterparts. This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute but one and the same instrument.
4. Effect. Except as expressly provided by this Sixth Amendment, all other terms and condition of the Agreement, as previously amended, shall remain in full force and effect.
IN WITNESS WHEREOF, City and Developer do hereby execute this Amendment as of the date first written above.
DEVELOPER:
CITY VENTURES HOMEBUILDING, LLC,
a Delaware limited liability company
By: City Ventures Communities, LLC,
a Delaware limited liability company,
its sole member
By: ___________________________
Name: _________________________
Title: _________________________
CITY:
CITY OF UNION CITY,
a municipal corporation
By: ______________________________
Joan Malloy, City Manager
Attest:
By: ________________________________
Thai Nam Pham, City Clerk
Approved as to Form:
By: ___________________________
Kris Kokotaylo, City Attorney