Reso25 16361 - Laserfiche WebLink

Browse Search

ATTY/RESO.0079/CC RESO SECOND AMENDMENT TO LEVEE AGREEMENT – EXHIBIT A REV: 10-15-25 VR Page 1 of 6 SECOND AMENDMENT TO LEVEE FINANCING AND IMPROVEMENT AGREEMENT This Second Amendment to the Levee Financing and Improvement Agreement (“Amendment”) is made and entered into as of the __ day of October, 2025 (“Effective Date”), by and among the CITY OF REDWOOD CITY, a California charter city and municipal corporation (“City”); HCP LS REDWOOD CITY, LLC, a Delaware limited liability company, its successors in interest and assignees (“HCP”); METROPOLITAN LIFE INSURANCE COMPANY, a New York corporation, its successors in interest and assignees (“Met Life”); and SEAPORT CENTRE OWNERS’ ASSOCIATION, a California corporation (“SCOA”). HCP and Met Life are sometimes referred to collectively in this Amendment as “Owners”. The parties identified above are sometimes collectively referred to herein as the “Parties.” R E C I T A L S: A.The Parties entered into that certain Levee Financing and Improvement Agreement dated as of October 27, 2020, as amended by the First Amendment to Levee Financing and Improvement Agreement dated as of December 13, 2021 (together the “Levee Agreement”), whereby the Parties made certain agreements regarding, among other things, the construction and financing of the “Levee Improvements” as defined in the Levee Agreement. B.Section 4 of the Levee Agreement specifies that a Community Facilities District (“CFD”) shall be formed to fund the City’s acquisition and maintenance of the Levee Improvements and other facilities as defined and described in the Levee Agreement. Section 4(k) of the Levee Agreement specifies that the then existing Maintenance District for the Seaport levees shall be dissolved with the CFD assuming responsibility for financing the operations and maintenance of the Seaport Centre Wet Utilities, and initially for the Seaport Centre Levee, and upon acceptance by the City, the New Levee. Section 4(k) further requires the Owners and SCOA to “take such actions and execute such documents as are necessary to effectuate the City’s transfer of the balance in the Seaport Centre Maintenance District (“Maintenance District”) Maintenance Reserve account to the Maintenance Reserve account to be funded by the CFD to serve as the CFD’s initial Maintenance Reserve for only the Seaport Centre Wet Utilities and the Seaport Centre Levee.” The Parties have agreed that this Amendment satisfies that obligation of the Owners and SCOA under Section 4(k) of the Levee Agreement. C.As of October 27, 2025, the amount of the funds in the Maintenance District’s Maintenance Reserve account totals $3,016,176. D.Section 4(1) of the Levee Agreement specifies a formula and procedure for the City’s disbursement to the Owners, after consultation with the Owners, of the “Initial Acquisition Price Payment” for partial payment of the “Acquisition Price” for the City’s acquisition of the Levee Improvements. Section 4(l) further specifies that the Initial Acquisition Price Payment will consist of the balance in the CFD Maintenance Fund after offsets for the projected costs of capital repairs for Seaport Centre Wet Utilities. Under Section 4(l), the City shall make that disbursement of the Initial Acquisition Price Payment to the Owners “unless otherwise waived or reduced by the Owners.” The Parties have agreed that notwithstanding any contrary intent specified in Section 4(l), including without limitation that payments from the Maintenance Reserve shall fund projected costs of capital repairs only for Seaport Centre Wet Utilities, the Maintenance Reserve funds may be allocated and disbursed in accordance with the terms of this Amendment. E.Section 15 of the Levee Agreement provides that the Parties shall enter into a Purchase Contract substantially in the form attached as Exhibit C to the Levee Agreement (“Form Purchase EXHIBIT A