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23-051 Stormwater Management Facilities Operation and Maintenance Agreement(Assignment & Assumption Agreement), APN 326-10-066RECORDING REQUESTED BY: First American Title Insurance Company National Commercial Services WHEN RECORDED MAIL DOCUMENT TO: The Sobrato Family Foundation 599 Castro Street, 4th Floor Mountain View CA 94041 Lisa Sobrato Sonsini "This document was electronically submitted to Santa Clara County for recording" 25482159 Regina Alcomendras Santa Clara County - Clerk-Recorder 06/01/2023 11 :46 AM Titles: 2 Pages: 10 Fees: $77.00 Tax: $0.00 Total: $77.00 Space Above This Line for Recorder's Use Only A.P.N.: 326-10-066 Proper!cy Address: 20572 - 20688 Homestead Road, Cupertino, CA 95014 File No.: NCS-1165620-SC (cmh) ASSIGNMENT AND ASSUMPTION OF STORMWATER AGREEMENTS Title of Document The undersigned declares that the document to which this page is affixed and made a part of is exempt from the fee imposed by the Affordable Housing & Job Act (SB2) (GC 27388.1) and Restrictive Covenant Modification (GC 27388.2) (X ) Recorded [concurrently] in connection with a transfer of real property subject to the imposition of Documentary Transfer Tax per GC 27388.1 (a) (2) & Gov't Code 27388.2(b). ( ) Recorded [concurrentlyl in connection with a transfer of real property that is residential dwelling to an owner- occupier per GC 27388.1 (a) (2) & Gov't Code 27388.2(b). ( ) Maximum fee of $225 has been reached per GC 27388.1 (a) (1). ( ) Not related to real property GC 27388.1 (a) (1). ( )Transfer of real properLy subject to the imposition of Documentary Transfer Tax - GC 27388.1 (a)(2) and 27388.2(5). ( )Transfer of real property that is a residential dwelling to an owner-occupier - GC 27388.1 (a)(2) and 27388.2(b). ( ) Document is executed or recorded by the state or any county, municipality, or other political subdivision of the state - Gov't Code 27388.1(a)(2) & Gov't Code 27388.2(b). THIS PAGE ADDED TO PROVIDE EXEMPTION INFORMAJION FORTHE BUILDING HOMES AND JOBS ACT FEE (SB-2; AFFORDABLE HOUSING FEE) ($3.00 Additional recording fee applies) and Restrictive Covenant Modification Fee ($2.00 Additional recording fee applies) DOC #25482 4 59 Page 2 of 10 RE,CORDING REQUESTED BY AND WHEN RECORDED MAIL TO: The Sobrato Family Foundation 599 Castro Street, 4'h Floor Mountain View, CA 94041 Attention: Lisa Sobrato Sonsini A.P.N.: 326-10-066 SPACE ABOVE THIS LINE FOR RECORDER'S USE ASSIGNMENT AND ASSUMPTION OF STORMWATER AGREEMENTS Between The Sobrato Family Foundation, a California nonprofit public benefit corporation ("Assignor"), and CornRef Homestead Square, LLC, a Delaware limited liability company ("Assignee") 48595264-7519v5 MTOSCANOli7900436 DOC #25482al59 Page 3 of 10 ASSIGNMENT AND ASSUMPTION OF STORMWATER AGREEMENTS THIS ASSIGNMENT AND ASSUMPTION OF STORMWATER AGREEMENTS (this "Assignment") IS made and entered IntO aS Of : 01 , 2023 (the "Effecttve Date") b)/ The Sobrato Family Fotmdation, a Califoniia nonprofit public benefit corporation ("Assignor"), and ComRef Homestead Square, LLC, a Delaware limited liability company ("Assignee"), with reference to the following facts: B. The Real Property is subject to the following documents: (collectively, the "Stormwater Agreements"): (i) Stormwater Management Facilities Operation and Maintenance Agreement recorded in the Official Records of Santa Clara County, Califomia ("Official Records") on August 30, 2012 as Instrument No. 21830296, and (ii) Stormwater Management Facilities Operation and Maintenance Agreement recorded in the Official Records on March 19, 2013 as Instniment No. 22137234. C. Assignor desires to assign, transfer and convey to Assignee a]] of Assignor's right, title and interest in and to the Stomiwater Agreements, and to effectuate a release of Assignor and the prior owners of the Real Property from the obligations and responsibilities hereafter accniing under the Stormwater Agreement, and Assignee desires to assume all of Assignor's obligations and responsibilities hereafter accruing under the Stormwater Agreements, on the terms and conditions set forth in this Assignment. NOW, THEREFORE, Assignor and Assignee agree as fo]lows: 1, Assignor hereby assigns and transfers to Assignee, as of the Effective Date, all of Assignor's right, title and interest in and tq the Stormwater Agreements. Subject to this below, Assignor agrees to indemnify, protect, defend with counsel reasonably acceptable to Assignee and hold harmless Assignee from and against any and all claims, demands, damages, suits, causes of action, judgtnents, obligations, costs, liabilities, losses and expenses (including without limitation, reasonable attomeys' fees) to the extent relating to the breach of the Assignor's obligations and responsibilities under the Stormwater Agreements which occurred prior to the Effective Date or as a result of Assignor's breach of its obligations pursuant to this Assignment. 2. Assignee hereby presently assumes the obligations and responsibilities under the Stomiwater Agreement which accrue from and after the Effective Date, and agrees to perform and comply with the terms, provisions, covenants and conditions of the Stormwater Agreements to be perfomied and complied with by Assignor from and after the Effective Date. Assignee agrees to indemnify, protect, defend with counsel reasonably acceptable to Assignor and hold haimless Assignor from and against any and all claims, demands, damages, suits, causes of action, judgments, obligations, costs, liabilities, losses and expenses (including without limitation, 48595284-7519v5 MTOSCANOII 7900436 -1- DOC#25482159 Page4of10 reasonable attorney's fees) relating to the Stormwater Agreements to the extent first arising on or after the Effective Date or arising as a resu)t of Assignee's breach of its obligations pursuant to this Assignment. 3. InordertoeffectuateareleaseofAssignorandthepriorownersoftheRealProperty as provided for in Section 7 of the Stormwater Agreements, Assignor and Assignee agree that this Assignment shall inure to the benefit of the City of Cupertino. In addition, this Assignment shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and assigns. 4. This Assignment shall be governed by and conshved in accordance with the laws of the State of California applicable to agreements made and to be wholly performed within said State without regard to any choice of law principles, and may not be modified or amended in any manner other than by a written agreement signed by the party to be charged therewith. Venue for all court proceedings shall be Santa Clara County, California. In the event of any litigation between Assignor and Assignee arising out of this Assignment, the prevailing party shall be entitled to recover its reasonable attorney's fees and costs incurred in any such action. If any term or provision of this Assignment or the application thereof to any persons or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Assignment or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable shall not be affected thereby, and each term and provision of this Assignment shall be valid and enforced to the fullest extent permitted by law. This Assignment may be signed in counterparts, each ofwhich shall be deemed an original, but all of which together shall constitute one and the same instnument. In addition, counterpart signature pages may be (but shall not be required to be) annexed to one Assignment. The parties agree that the terms and conditions of this Assignment are the result of negotiations between the parties and that this Assignment shall not be construed in favor of or against any party by reason of the extent to which any party or its professionals participated in the preparation of this Assignment. [Signature page follows] 4859-5264-7519v5 MTOSCANOli7900436 -2- DOC #25482 159 Page 5 of 10 IN WITNESS WHEREOF, Assignor and Assignee have signed this Assignment and Assumption of Stormwater Agreements as of the date first set forth above. ASSIGNOR: The Sobrato Family Foundation, aCalifornia o public fitcorporation ASSIGNEE: ComRef Homestead Square, LLC, a Delaware limited liability company By: MIM Rincon Manager, LLC, a Delaware limited liability company Its: Manager By: MetLife Investment Management, LLC, a Delaware limited liability company Its: Sole Member SIGNED IN COUNTERPART By: Name: Its: 4859-5264-75l9v5 MTOSCANOl17900436 -3- DOC #25482 159 Page 6 of 10 IN WITNESS WHEREOF, Assignor and Assignee have signed this Assignment and Assumption of Stormwater Agreements as of the date first set forth above. ASSIGNOR: The Sobrato Family Foundation, a California nonprofit public benefit corporation SIGNED IN COUNTERPART Lisa Sobrato Sonsini Its: Secretary ASSIGNEE: ComRef Homestead Square, LLC, a Delaware limited liability company By: MIM Rincon Manager, LLC, a Delaware limited liabi)ity company Its: Manager MetLife Investment Management, LLC, a Delaware limited liabi]ity company Sole Member Name: Michael Pace Its: Managing Director 4859-5264-7519v5 MTOSCANOl17900436 -3- DOC #25482 159 Page 7 of 10 A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ST ATE OF CALIFORNIA COUNTY OF 5n'f -s (fa=-q SS. On M*-I gr, zo ?! ! , before me, Ci, S h ; wi s &x*q>b , Notary Public, personally appeared l;zq 50 &1-A4o S*h$iA; , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instniment the person(s), or the entity upon behalf of which the person(s) acted, executed the instniment. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is tnie and correct. WITNESS my hand and official seal. (Signature) (Seal) G. SHIMABLIKLIRO5 sotary Publlt - California iff SantaClaraCounty Comm 4859-5264-75l9v5 MTOSCANO117900436 -l- DOC #25482159 Page 8 of 10 A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the huthfiilness, accuracy, or va)idity of that document, ST ATE OF CALIFORNIA COUNTY OF SON % rA&(J:) SS. On jgql 28,ZCiZS,beforeme, JRCGU6LJ4€ 7Skr'Vq ,Notary Public, personally appeared 21(j+7t6L plC6 , who proved to me on the basis of asantdisfaaccthory0welveiddgeendcettOo bmeethethpaetrs@on(Ssh)ew/thhoeyse nexameceu<tsePthree ssuabmsceribined@to,thheerw/thitehl.iTn ianustthnunorlzeendt capacity(ies), and that beer/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is tnie and correct. WITNESS seal. (Seal)JaCQuElJtE TSAM (Signature) MTOSCANOll7900436 -l- DOC #25482159 Page 9 of 10 Exhibit A Legal Description Real property in the City of Cupertino, County of Santa Clara, State of California, described as follows: PARCEL ONE: ALL OF PARCEL A, SO DESIGNATED AND DELINEATED ON THE PARCEL MAP RECORDED AUGUST 20, 1970 IN BOOK 272 0F MAPS, PAGE 5, SANTA CLARA COUNTY RECORDS. AND, IN ADDmON THERETO, THE FOLLOWING AREA: ALL OF PARCEL 1, AS SHOWN ON THE PARCEL MAP FILED DECEMBER 7, 1988 IN BOOK 594 0F MAPS, PAGE 9, SANTA CLARA COUNTY RECORDS. AND, IN ADDmON THERETO, THE FOLLOWING AREA: ALL OF PARCEL A, AS SHOWN ON THAT CERTAIN PARCEL MAP FILED FOR RECORD ON MARCH 29, 1977 IN BOOK 391 0F MAPS AT PAGE 46, SANTA CLARA COUNTY RECORDS. AND, EXCEPTING THEREFROM THE RIGHT TO PUMP, TAKE OR OTHERWISE EXTRACT WATER FROM THE UNDERGROUND BASIN OR ANY UNDERGROUND BASIN, AS GR/)INTED BY SK/)IGGS PAY LESS DRUG STORES AND TRANSAMEFuCA TITLE INSURANCE COMPANY TO THE CITY OF CUPERTINO, BY QUITCLAIM DEED AND AUTHORIZATION RECORDED APRIL 29, 1970 IN BOOK 8905, PAGE 622, OFFICIAL RECORDS. SAID PARCEL IS SHOWN AS "EXHIBIT C" OF THE LOT LINE ADJUSTMENT RECORDED ON NOVEMBER 04, 2011 AS INSTRUMENT N0. 21402631, OFFICIAL RECORDS. PARCEL TWO: NON-EXCLUSIVE EASEMENTS APPURTENANT TO PARCEL ONE ABOVE FOR PEDESTRIAN AND VEHICULAR INGRESS AND EGRESS, VEHICULAR PARKING AND FOR FOOTINGS, FOUNDATIONS AND EAVES AS GRANTED IN THAT CERTAIN DECLARATION OF ENCUMBRANCES RECORDED FEBRUARY 27, 1970 IN BOOK 8843, PAGE 364, AS MODIFIED BY THAT CERTAIN AMENDMENT TO DECLARATION OF ENCUMBRANCES RECORDED JULY 23, 1970 IN BOOK 8996, PAGE 735, AND AS MODIFIED BY THAT CERTAIN SECOND AMENDMENT TO DECLARATION OF ENCUMBRANCES RECORDED SEPTEMBER 8, 2011 AS INSTRUMENT N0. 21307879, AND AS MODIFIED BY THAT CERTAIN THIRD AMENDMENT TO DECLARATION OF ENCUMBRANCES RECORDED OCTOBER 22, 2012 AS INSTRUMENT N0. 21910015, ALL OF OFFICIAL RECORDS. PARCEL THREE: A NON-EXCLUSIVE EASEMENT FOR ROOF OVERHANG AS SHOWN ON THAT CERTAIN 'PARCEL MAP FILED FOR RECORD IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA ON AUGUST 20, 1970 IN BOOK 272 0F MAPS, PAGE 5. 4859-5264-75l9v5 MTOSCANO117900436 -l- DOC #25482159 Page 3 0 of 10 PARCEI FOUR: ACCESS EASEMENTS AS SET FORTH IN DOCUMENT ENTffLED RECIPROCAL EASEMENT AGREEMENT, RECORDED FEBRUARY 09, 2012 AS INSTRUMENT N0. 21531691, OF OFFICIAL RECORDS OF SANTA CLARA COUNTY. APN: 326-10-066 48595284-7519v5 MTOSCANOl17900436 -2- This is to certify that this is a true copy of the document on file in this office. ATTEST: CLERK-RECO R[)ER Santa Clara, CA 06/05/2023