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<br />ATTY/AGR/2022/AMENDMENTS/FIRST AMENDMENT TO MASTER PROJECT AGREEMENT <br /> <br />Page 1 of 5 <br />FIRST AMENDMENT TO MASTER PROJECT AGREEMENT <br />This First Amendment to that certain MASTER PROJECTAGREEMENT dated December <br />16, 2019 (the “Master Agreement”) is made and entered into effective as of ____________, 2022, <br />(the “Effective Date”) by and between THE CITY OF REDWOOD CITY, a charter city and <br />California municipal corporation (“City”) and THE YMCA OF SILICON VALLEY, a California <br />non-profit corporation (“YMCA-SV”) City and YMCA-SV are sometimes referred to herein, <br />individually, as a “Party” and, collectively, as the "Parties"): <br />RECITALS <br />A. YMCA-SV and City have previously entered into that certain Master Agreement with an <br />effective date of December 16, 2019 (“Master Agreement Effective Date”). <br />B. Section 4.2 of the Master Agreement references a certain Purchase and Sale Agreement <br />between the Parties, which was incorporated by reference and attached to the Master <br />Agreement as Exhibit G (“Purchase Agreement”), with an effective date of December 16, <br />2019 (“Original Effective Date of Purchase Agreement”). <br />C. As of March 2020, the State of California and City of Redwood City declared a state of <br />emergency and a local emergency, respectively due to the COVID-19 pandemic, which <br />declarations of emergency both remain in effect as of the date of this Amendment. <br />D. The COVID-19 pandemic resulted in financial and construction impacts causing project <br />delays. <br />E. Section 9.3 (Force Majeure) of the Master Agreement provides that times of performance <br />under the Master Agreement may be extended due to Force Majeure, by the mutual <br />agreement of the Parties. <br />F. Section 9.17 (Modifications; Amendments) of the Master Agreement provides that the <br />Parties can mutually agree on modifications or amendments and that the City Manager is <br />authorized to approve any modification to the Schedule of Performance, which was <br />incorporated by reference and attached to the Master Agreement as Exhibit E (Schedule <br />of Performance), or to amend to the Master Agreement, provided any such modification <br />and/or amendment does not alter the basic business terms of the Master Agreement. <br />F. Pursuant to Sections 9.3 and 9.17 of the Master Project Agreement, the Parties now desire <br />to amend the Master Project Agreement to extend the times of performance in the Schedule <br />of Performance, as well as the timeframes flowing from the effective date of the Purchase <br />Agreement, to accommodate project delay related to the COVID-19 pandemic. <br />NOW, THEREFORE, the Parties agree as follows: <br />Mar 18, 2022