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ATTY/RESO.0112/CC RESO.0112/CC RESO APPROVING THIRD AMENDMENT TO MASTER PROJECT AGREEMENT (YMCA PROJECT) – EXHIBIT A REV: 11-06-25 VR Page 3 of 39 “1.10 Common Area Improvements means those improvements the East Parking Lot, West Parking Lot (including the support structure for the Photovoltaic panels, the EV chargers, and two (2), 50 amp outlets/connections for City events), the Drop-off Area, and Promenade as generally shown on the Conceptual Site Plan, as may be amended by modified by the Final Approved Plans for the Project, including the East Parking Lot, West Parking Lot, Drop-off Area, and Promenade.” 3. Amendment to Section 1.17 of Master Project Agreement. Section 1.17 of the Master Project Agreement is hereby amended as follows (deletions shown in strike out; additions shown as double underlined): “1.17 Final Approved Plans means the final building plans stamped as approved by the City for each component of the Project.” 4. Amendment to Section 7.3 of Master Project Agreement. Section 7.3 of the Master Project Agreement is hereby amended as follows (additions shown as double underlined): “7.3 Processing Costs and Fees. The YMCA-SV shall be responsible for paying for the costs of all design work, construction, labor, materials, fees, permits, applications, and other expenses associated with the Phase 2 Improvements, including any review or processing fees pertaining to the review and approval by the City and utility service providers. The YMCA-SV shall pay all lawfully required fees pertaining to the review and approval of the Phase 2 Improvements by the City and utility service providers. Notwithstanding the foregoing, to support Phase 2 the City, at its expense (except as otherwise provided below), shall design, construct and install within the times set forth in this Third Amendment and the Schedule of Performance certain sewer capacity upgrades to the existing sanitary sewer segments designated in the City’s 2023 Sanitary Sewer Capacity Master Plan as segments C3, C12, and C13, together with an upsized sanitary sewer segment from the New YMCA point of connection to segment C12, all as more particularly shown in Exhibit “J”, attached hereto (collectively, the “Sewer Upgrade Work”). On or before December 31, 2026, and in accordance with Condition of Approval E21, the YMCA-SV will pay City the following amounts to fund a portion of the costs of the Sewer Upgrade Work: (i) $1,200,000 for the upsize of the Yellow line, and (ii) $50,734 for YMCA-SV’s fair share contribution towards the upsizing of Red lines (C3, C12 and 13).” 5. Addition of new Section 7.8 (Project Parking). A new Section 7.8 (Project Parking) is hereby added to the Master Project Agreement to read as follows: “7.8 Project Parking. The Parties acknowledge and agree that the parking improvements for the Project and in the vicinity of Red Morton Park, shall be as shown in Exhibit “K” (Project Parking Plan), attached hereto. Within times specified in Schedule of Performance, YMCA-SV, at its expense, shall construct and install all of the “orange” parking area improvements shown in Exhibit K (Project Parking Plan), and the City, at its expense, shall install and/or restripe all other parking areas shown on Exhibit “K” (Project Parking Plan).” 6. Amendment of Exhibit “A”: Map of Project Site. The attached Exhibit “A” (Amended Map of Project Site) hereby replaces and supersedes the Phase 2 portion of Exhibit ”A” (Map of the Project Site) attached to the Master Agreement. Any and all references to Exhibit ”A”