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PC Resolution-21-04-27-01ATTACHMENT 7 RECORDING REQUESTED BY AND WHEN RECORDED, MAIL TO: The City of San Juan Capistrano Attention: Maria Morris, City Clerk 32400 Paseo Adelanto San Juan Capistrano, California 92675 No Fee for recording pursuant To Government Code Sections 27383, 6103 (Space Above This Line Reserved for Recorder’s Use) SECOND AMENDMENT TO THE DEVELOPMENT AGREEMENT FOR THE DISTRITO LA NOVIA – SAN JUAN MEADOWS PROJECT, BY AND BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND ADVANCED GROUP 99-SJ AND ADVANCED GROUP 03-79-2 SECOND AMENDMENT TO THE DEVELOPMENT AGREEMENT FOR THE DISTRITO LA NOVIA – SAN JUAN MEADOWS PROJECT BY AND BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND ADVANCED GROUP 99-SJ AND ADVANCED GROUP 03-79-2 This Second Amendment to the Development Agreement for the Distrito La Novia – San Juan Meadows project (“Second Amendment”) is entered into by and between the City of San Juan Capistrano, a municipal corporation (“City”), on the one hand, and Advanced Group 99-SJ and Advanced Group 03-79-2, on the other hand (collectively, “Owner”), as of this day of , 2021, the effective date of the ordinance approving this Second Amendment. City and Owner may be referred to individually herein as “Party” or collectively as “Parties.” RECITALS A. The Owner owns that certain real property located within the City, which is described and shown on Exhibits “A-1” and “A-2” to this Second Amendment (the “Property”). The Property represents the approximately 154-acre mixed use residential and commercial project located on two separate sites intersected by La Novia Avenue, which is collectively known as “Distrito La Novia — San Juan Meadows” and is generally located east of Interstate 5 and Valle Road, southwest of the San Juan Hills Golf Club, south of San Juan Creek Road to La Novia Avenue, and north of Vista Marina to La Novia Avenue (the “Project”). B. On November 2, 2010, the City Council adopted Ordinance 975 and several subsequent resolutions approving the Project. C. Also on November 2, 2010, the City Council adopted Ordinance 976 approving the Development Agreement for the Project (the “Development Agreement”). D. In 2011, the Project was subject to a referendum by the citizens of San Juan Capistrano, and a measure was placed on the ballot, asking voters to consider overturning the City Council’s decision to grant a General Plan Amendment for the Project (“Ballot Measure B”). E. In June 2011, Ballot Measure B was passed by the voters of San Juan Capistrano affirming the City Council’s decision to approve the General Plan Amendment that allowed the Project to proceed as approved in 2010. F. In 2011, the Owner began working in earnest to put forth a plan to the California Regional Water Quality Control Board (“RWQCB”) to review and consider the Developer’s waste discharge permit request or the post-closure of the Forster Canyon landfill site. G. In December 2016, the water quality control plan for the Project was finally granted approval by the RWQCB. H. On March 14, 2017, the Owner informed the City that Ballot Measure B constituted an excusable delay under the force majeure clause as set forth in Section 12.3 of the Development Agreement, and thus the Development Agreement was automatically extended to June 7, 2017. I. As of July 6, 2017, the Parties entered into the First Amendment to the Development Agreement (the “First Amendment”), which retroactively extended the Development Agreement from June 7, 2017 to June 7, 2021 (the “DA Expiration Date”). J. Over the past four (4) years, Owner has made substantial financial investment in and made significant progress towards beginning construction of the Project. K. By letter dated March 21, 2021, Owner requested an extension of the term of the Development Agreement by three (3) years, until June 7, 2024. L. The Parties have now agreed to an extension of the Term of the Development Agreement, pursuant to Section 5 of the recorded Development Agreement. AGREEMENT 1. Incorporation of Recitals. The Parties agree that the above recitals are true and correct and are incorporated herein by reference. 2. Section 2.3. Term. Section 2.3 is hereby revised to read in its entirety as follows: “Subject to the provisions of Section 2.4 of this Agreement, the term (hereinafter called “Term”) of this Agreement shall commence on the Effective Date and shall terminate at the end of the day on June 7, 2024.” 3. Except as modified by this Second Amendment, all terms and conditions of the Development Agreement remain unchanged and are in full force and effect. 4. This Second Amendment may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which taken together shall constitute one and the same instrument. [Signatures on Following Page] CITY: CITY OF SAN JUAN CAPISTRANO, a California municipal corporation By: John Taylor, Mayor Attest: By: Maria Morris, City Clerk Approved as to Form: By: Jeffrey C. Ballinger, City Attorney OWNER: ADVANCED GROUP 99-SJ, a California limited partnership By: Name: Robb Cerutti Title: Secretary of the General Partner ADVANCED GROUP 03-79-2, a California limited partnership By: Name: Robb Cerutti Title: Secretary of the General Partner EXHIBIT A-1 LEGAL DESCRIPTION OF THE DISTRITO PROPERTY That certain real property located in the City of San Juan Capistrano, County of Orange, State of California, described as follows: PARCEL 1: That portion of Parcel 34, in the City of San Juan Capistrano, County of Orange, State of California, as per map filed in Book 2, Pages 31 to 38 inclusive of Record of Surveys, in the Office of the County Recorder of said County, described as follows: Beginning at the southeast corner of the land described in the deed to John 0. Forster, recorded November 11, 1913 in Book 235, Page 116 of Deeds, in the office of the County Recorder of Orange County; thence North 55° 00' 00" East 450 feet to an angle point on the easterly boundary of the land described in said deed; thence North 1° 34' 23" East 685.15 feet along said easterly boundary; thence North 69° 49' 13" West 114.80 feet; thence South 40° 20' 37" West 197.31 feet; thence South 35° 30' 09" West 310.32 feet; thence South 31° 51' 20" West 540.09 feet; thence South 32° 55' 00" West 113.84 feet to a point on the south line of the land described in said deed, distant South 87° 31' 28" East 330.54 feet from the southwest comer thereof; thence South 87° 31' 28" East to the Point of Beginning. Except that portion thereof described as Parcel 1 in the deed to the State of California, recorded October 16, 1967 in Book 8404, Page 963 of Official Records of said county. PARCEL 2: That portion of Parcel 34, in the City of San Juan Capistrano, County of Orange, State of California, as per map filed in Book 2, Pages 31 to 38 inclusive of Record of Survey, in the Office of the County Recorder of said County and those portions of Parcels 2 and 5 in said City as per map filed in Book 4, Pages 15 of said Record of Surveys, described as a whole as follows: Beginning at a point South 35° 30' 09" West 162.01 feet from the northeasterly terminus of that certain course described as South 35° 30' 09" West 310.32 feet in the Final Order of Condemnation recorded April 15, l958 in Book 4268, Page 420 of Official Records; thence North 30° 03' 15" East 370.07 feet to a point on a non-tangent curve, concave northerly having a radius of 430.00 feet, a radial to said point bears South 12° 20' 10" West; thence easterly 172.97 feet along said curve through a central angle of 23° 02' 53" to the beginning of a reverse curve, concave southerly, having a radius of 35.00 feet; thence easterly and southerly 43.06 feet along said curve through a central angle of 70° 29' 22"; thence South 30° 13' 21" East 243.76 feet to a point on a non-tangent curve, concave northerly having a radius of 150.00 feet, a radial to said point bears South 58° 02' 06" East; thence westerly 223.05 feet along said curve through a central angle of 85° 11" 59"; thence North 1° 34' 23" East 209.85 feet to the most easterly comer of the land described in said Final Order of Condemnation; thence North 69° 49' 13" West 114.80 feet; thence South 40° 20' 37" West 197.31 feet; thence South 35° 30' 09" West 162.01 feet to the Point of Beginning. PARCEL 3: That portion of Parcel 34, in the City of San Juan Capistrano, County of Orange, State of California, as per map filed in Book 2, Pages 31 to 38 inclusive of Record of Survey, in the Office of the County Recorder of said County and those portions of Parcels 2 and 5 in said City as per map filed in Book 4, Pages 15 of said Record of Surveys, being that portion of Parcel 2 of the relinquishment of highway right of way as shown in Book 9252, Page 371 of Official Records in the Office of said County Recorder, described as follows: Beginning at the easterly terminus of that certain curve in the boundary of said Parcel 2 shown as having a radius of 430.00 feet, a delta of 17° 39" 00" feet and an arc length of 132.46 feet, a radial line to said terminus bears South 10° 42" 43" East; thence easterly 110.15 feet along said the easterly continuation of said curve through a central angle of 14°40'39" to a point in the boundary of said Parcel 2; thence along said boundary the following courses: non-tangent from said curve South 28°24'38" East 130.73 feet to a curve concave westerly having a radius of 150.00 feet, southerly 158.06 feet along said curve through a central angle of 60°22'32", non-tangent from said curve North 30°13'21" West 248.76 feet to a curve concave southwesterly having a radius of 35.00 feet and northwesterly 43.06 feet along said curve through a central angle of 70°29'22" to the Point of Beginning. PARCEL 4: That portion of Lot 5, in the City of San Juan Capistrano, County of Orange, State of California, as shown on a map filed in Book 4, Page 15 of Record of Surveys, in the Office of the County Recorder of said County, described as follows: Beginning at the most southerly corner of said Lot 5; thence North 64° 03' 45" West 495.51 feet along the Southwesterly line of said Lot 5, to the most easterly comer of land described as Parcel 3 in a deed to Edward J. Guirado and wife, recorded April 17, 1950, in Book 1999, Page 443, of Official Records of said county; thence North 22° 03' 10" West 1386.08 feet along the northeasterly line of said land of Edward J. Guirado, to an angle point designated Station "B" in the southeasterly line of land described as Parcel 1 in a deed to Rosenbaum Ranch Co., a partnership, recorded December 30, 1947, in Book 1613, Page 219, of said Official Records; thence along the southeasterly and easterly line of said land of the Rosenbaum Ranch Co., the following bearings and distances: North 45° 18' 00" East 576.30 feet, North 4° 07' 00" East 267.60 feet, North 24° 05' 00" East 357.47 feet, North 80° 26' 10" East 233.10 feet, North 10° 53' 00" West 438.90 feet to the northwesterly line of said Lot 5; thence North 54° 50' 00" East 450 feet along said northwesterly line to an angle point therein; thence North 0° 50' 00" East 500.73 feet to an angle point in the southwesterly line of land described as Parcel 3 in a deed to Howard L. Krum and wife, recorded November 26, 1941, in Book 1120, Page 253, of Official Records, said point being South 0° 50' 00" West 22 feet from the southwest corner of Lot 2 of said Record of Survey above described; thence along the southwesterly line of said land of Howard L. Krum, the following bearings and distances: South 42° 33' 30" East 1408.90 feet South 66° 25' 00" East 991.16 feet to the easterly line of said Lot 5; thence along the easterly and southeasterly line of said Lot 5, the following bearings and distances: South 10° 05' 00" West 536.74 feet, South 23° 33' 00" East 1047.15 feet, South 78° 55' 00" West 1565.79 feet, South 89° 43' 00" West 486 feet and South 31° 35' 00" West 621.05 feet to the Point of Beginning. Except therefrom the following: Beginning at a point of intersection of that certain course in the westerly line and that certain course in the northeasterly line described as having bearings of North 0° 50' East and South 42° 33' 30" East, respectively, in Parcel 1 of deed recorded in Book 1603, Page 296, of Official Records, in the Office of the County Recorder of said County; thence along said northeasterly line, South 41° 49' 07" East 51.18 feet to the point of intersection with a curve concave northerly having a radius of 150 feet, at which point a tangent bears North 77° 02' 03" West; thence northwesterly along said curve, through an angle of 14° 11' 56'', an arc distance of 37.17 feet to said westerly line; thence, along said westerly line, North 1° 34' 23" East 25.43 feet to the Point of Beginning. Also excepting therefrom that portion lying southerly of the northerly line of that certain property condemned by the City of San Juan Capistrano, in Case No. 61-10-28, a Final Order of Condemnation recorded October 28, 1991, as Instrument No.91-585872, of said Official Records. EXHIBIT A-2 LEGAL DESCRIPTION OF THE SAN JUAN MEADOWS PROPERTY That certain real property located in the City of San Juan Capistrano, County of Orange, State of California, described as follows: That portion of Lot 5, in the City of San Juan Capistrano, County of Orange, State of California, as shown on a map filed in Book 4, Page 15 of Record of Surveys, in the Office of the County Recorder of said County, described as follows: Beginning at the most southerly corner of said Lot 5; thence North 64° 03' 45" West 495 .51 feet along the Southwesterly line of said Lot 5, to the most easterly corner of land described as Parcel 3 in a deed to Edward J. Guirado and wife, recorded April I 7, I 950, in Book 1999, Page 443, of Official Records of said county; thence North 22° 03' 10" West 1386.08 feet along the northeasterly line of said land of Edward J. Guirado, to an angle point designated Station "B" in the southeasterly line of land described as Parcel 1 in a deed to Rosenbaum Ranch Co., a partnership, recorded December 30, 1947, in Book 1613, Page 219, of said Official Records; thence along the southeasterly and easterly line of said land of the Rosenbaum Ranch Co., the following bearings and distances: North 45° 18' 00" East 576.30 feet, North 4° 07' 00" East 267.60 feet, North 24° 05' 00" East 357.47 feet, North 80° 26' 10" East 233.10 feet, North 10° 53' 00" West 438.90 feet to the northwesterly line of said Lot 5; thence North 54° 50' 00" East 450 feet along said northwesterly line to an angle point therein; thence North 0° 50' 00" East 500.73 feet to an angle point in the southwesterly line of land described as Parcel 3 in a deed to Howard L. Krum and wife, recorded November 26, 1941, in Book 1120, Page 253, of Official Records, said point being South 0° 50' 00" West 22 feet from the southwest comer of Lot 2 of said Record of Survey above described; thence along the southwesterly line of said land of Howard L. Krum, the following bearings and distances: South 42° 33' 30" East 1408.90 feet South 66° 25' 00" East 991.16 feet to the easterly line of said Lot 5; thence along the easterly and southeasterly line of said Lot 5, the following bearings and distances: South 10° 05' 00" West 536.74 feet, South 23° 33' 00" East 1047.15 feet, South 78° 55' 00" West 1565.79 feet, South 89° 43' 00" West 486 feet and South 31° 35' 00" West 621.05 feet to the Point of Beginning. Except therefrom the following: Beginning at a point of intersection of that certain course in the westerly line and that certain course in the northeasterly line described as having bearings of North 0° 50' East and South 42° 33' 30" East, respectively, in Parcel 1 of deed recorded in Book 1603, Page 296, of Official Records, in the Office of the County Recorder of said County; thence along said northeasterly line, South 41° 49' 07'' East 51.18 feet to the point of intersection with a curve concave northerly having a radius of 150 feet, at which point a tangent bears North 77° 02' 03" West; thence northwesterly along said curve, through an angle of 14° 11' 56", an arc distance of 37.17 feet to said westerly line; thence, along said westerly line, North 1° 34' 23" East 25.43 feet to the Point of Beginning. Also excepting therefrom that portion lying northerly of the southerly line of that certain property condemned by the City of San Juan Capistrano, in Case No. 61-10-28, a Final Order of Condemnation recorded October 2, 1991, as Instrument No. 91-585872, of said Official Records.