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Home My WebLink AboutContracts & Agreements_185-2021FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS RECITALS This First Amendment ("Amendment") to a Purchase and Sale Agreement and Joint Escrow Instructions dated June 15, 2021 ("Agreement") is made and entered into this 17th day of September, 2021 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City"), and Redlands Community Investment Corporation, a California corporation ("RCIC"), for the purpose of amending their Agreement, and to provide updated instructions to their Escrow Agent with respect to the transaction contemplated by this Amendment and the Agreement. RCIC and City are also sometimes individually referred to herein as a "Party" and, together, as the "Parties." RECITALS WHEREAS, City and RCIC have entered into the Agreement for the purchase of certain real property located at 300 East State Street in the city of Redlands, and WHEREAS, City and RCIC desire to amend the Agreement to reflect a new closing date and an updated Exhibit "C," NOW, THEREFORE, in consideration of the mutual promises contained in this Amendment, and for other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, City and RCIC hereby agree, and instruct Escrow Agent, as follows AGREEMENT Section 1. Section 8 1 of the Agreement, titled "Closing Date," is hereby amended to read as follows "Section 8 1 Closing Date. Subject to the provisions of this Agreement, the Closing shall take place on or before that date ("Closing Date") which is the thirtieth (30th) of September, 2021 The Parties may mutually agree (with City acting through its City Manager) to further amend the Closing Date upon written notification to the Escrow Agent. As used in this Agreement, the "Closing" shall mean the recordation of the Grant Deed in the Official Records." Section 2. Leases at the Property Exhibit "C" of the Agreement shall be deleted and replaced with the attached Exhibit "C-1 " The Parties may further amend the Leases and Service Contracts to be assigned by RCIC and assumed by City in the execution of the Assignment and Assumption of Leases and Services Contracts Agreement. Section 3. Effect of this Amendment. Except as expressly modified or amended by this Amendment, the Agreement, and all terms, covenants, and conditions contained therein, shall remain unchanged and in full force and effect. Section 4. Entire Agreement. This Amendment together with the Agreement represents the final and entire agreement between the Parties regarding the subject matter hereof and may not be contradicted by evidence of prior, subsequent, or contemporaneous oral agreements of the Parties. 1 L:\ca\djm\Agreements\First Amendment to Purchase and Sale Agreement with RCIC.docx.jn Section 5 Modification No amendment or modification hereto shall be valid and binding unless expressed in writing and executed by the Parties Section 6 Counterparts. This Amendment may be executed by each of the Parties in separate counterparts which shall have the same force and effect as if the Parties executed a single document Signature pages may be detached from the counterparts and attached to a single copy of this Amendment to form one (1) document Counterparts to this Amendment may be executed and delivered by facsimile or electronic transmission and shall be deemed to be original signatures for all purposes The Parties have executed this Amendment as of the day and year first written above CITY OF REDLANDS, a municipal corporation By. Paul T Barich, Mayor ATTEST. tYil� , ne Donaldson. City Clerk ESCROW AGENT REDLANDS COMMUNITY INVESTMENT CORPORATION a California corporation By. Donald J erry, Jr , Vice esident The undersigned Escrow Agent hereby accepts the foregoing Amendment to Purchase and Sale Agreement and Joint Escrow Instructions, agrees to act as Escrow Agent under this Amendment in strict accordance with its terms, agrees to insert as the "Amendment Date" on page 1 of this Amendment, if not otherwise dated, the latest date this Amendment was signed by RCIC and City and delivered to Escrow Agent, and agrees to comply with the applicable provisions of the Internal Revenue Code with respect to the transactions contemplated hereby FIRST AMERICAN TITLE COMPANY Date By Name Kelly Simoneau Title Senior Commercial Escrow Officer 2 L\ca\djm\Agreements\First Amendment to Purchase and Sale Agreement with RCIC.docx.jn Suite # Branch Mezzanine M- 230 Mezzanine A Mezzanine B Mezzanine C Mezzanine D 100 101 102 Conference 2A Conference 2B 200 201 202 203 204 205 206 207 208 209 210 211 212 213 214 215 216 217 218 219 220 300 320 340 350 360A 360B 360C 360D 360E 360F 360G EXHIBIT C-1 Leases at the Property Tenant Citibank, N.A Enterprise Funding Corporation Vacant Kelley Kuss Vacant MP Wealth Management Group, LLC The Cupcake & Espresso Bar Vacant Vacant Conference Room Conference Room Horspool & Horspool Mark Venckeleer Dennis Grimes, Orange Tree Tax assigned to Barton CPA Paramount Residential Mortgage Group, Inc. Thomas Klein Monarch Management Dennis Grimes, Oragne Tree Tax assigned to Barton CPA Calprivate Bank Joy Neff - lease extended for 1 yr on mo-to-mo basis Rockview Dairies, Inc Cherry Creek Mortgage — assigned to Celebrity Home Loans Cornerstone Christian Wealth Management Cornerstone Christian Wealth Management Vacant Vacant Guaranteed Rate Harr Travel, Inc Stefan Bund — lease extended 1 yr Fred Woolley / Financial West Group Rocketseed (USA), Inc Arrowhead Conference & Events Inc Brown, White & Osborn LLP Fidelity National Title Company OSD Realty Company, Inc — surrendered premises 8/9/21 Adrian-Gaus Architects — in default for 2 mo nonpayment Oakridge Design & Development Inc Flagstar Bank, FSB — consent to assignment for 2021 Q4 merger McNaughton Architects Inc McNaughton Architects Inc Oswaldo Gutierrez Oakridge Design & Development Inc Vacant Commencement Expiration 03/01/16 02/28/26 02/01/17 01/31/23 09/01/20 08/31/21 06/01/21 05/31/22 12/01/20 11/30/30 11/03/14 10/31/24 01/01/17 01/31/22 11/01/20 10/31/21 03/01/21 02/28/22 01/01/17 01/31/22 12/10/16 11/30/21 11/01/20 10/31/21 02/01/18 01/31/22 07/01/19 06/30/22 06/01/18 05/31/22 03/01/18 02/28/22 01 /01 /19 12/31/22 01/05/21 12/31/22 03/01/21 02/28/22 08/02/18 07/31/22 07/01/20 06/30/22 03/01/17 02/28/23 11/15/20 01/15/22 01/15/19 01/14/22 09/04/17 09/03/24 11/09/12 11/30/21 05/01/13 04/30/24 03/01/18 06/30/22 09/14/18 08/31/23 06/14/19 06/13/22 10/01/18 09/30/23 09/01/18 09/30/23 09/01/18 08/31/22 09/15/18 08/31/23 Vacant Vacant 400 UBS Financial Services Inc 01/01/03 05/31/23 440 Shimoff Law Corporation — delay in commencement 4/22/21 04/01/26 445 Vacant 450 Reynolds Law, LLP 04/01/15 03/31/23 460 Atlas Crown Financial, Inc. 08/01/21 07/31/24 470 Vacant 480 Citrus Heights Properties / Oscar Cervantes 01/01/17 12/31/23 438 RPM Insurance Services 01/01/17 12/31/21 500 Retirement Wealth Group 09/15/17 09/14/27 501 Fitzgerald & Associates 02/01/15 07/31/25 502 DLD Partners 02/01/19 01/31/27 504 Ensen Mason / Western Accounting 08/01/18 07/31/28 520 Eric Anderson Law Ltd — in default for 3 mo nonpayment 08/04/17 07/31/22 530 Stout Payne and Waner (National Planning) 08/04/17 07/31/24 600 Betty Auton-Beck 02/01/14 01/31/23 610 Leadership Dimensions Inc 01/01/18 12/31/22 620 Price Law Firm, APC 07/05/17 08/31/23 690 Jeffery Raynes 06/06/14 05/31/24 Roof Sprint Corporation (3% Increase w/Sept Rent) 09/24/03 09/23/28 Roof T-Mobile USA Inc (3% Increase w/Aug Rent) 08/20/03 08/19/23 Roof Verizon Wireless - (3% Increase w/March Rent) 03/26/04 03/31/24 Roof AT&T (Rent remains the same thru 06/30/23) 07/01/03 06/30/38