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10-076 Deferred Improvement Agreement-Minor Subdivision, 21255 Stevens Creek Boulevard, APN 326-27-035, Document 20764292 DOCUMENT: 20764292 Pages: 8 RECORDING REQUESTED BY: Fees .... * No Fees Taxes... City of Cupertino Cop i es . AMT PAI WHEN RECORDED, MAIL TO: REG INA ALCOMENDRAS RDE # 001 City Clerk's Office SANTA CLARA COUNTY RECORDER 7/06/2010 City of Cupertino Recorded at the request of 12 :29 PM 10300 Torre Avenue City Cupertino, CA 95014 -3255 (SPACE ABOVE THIS LINE FOR RECORDER'S USE) NO FEE IN ACCORDANCE WITH GOV. CODE 27383 DEFERRED IMPROVEMENT AGREEMENT -MINOR SUBDIVISION 21255 STEVENS CREEK BOULEVARD APN # 326-27-035 MODENA INVESTMENT, LP, AND SUNNYVALE HOLDING LLC ( Cl For Fast Endorsement DEFERRED IMPROVEMENTS AGREEMENT- MINOR SUBDIVISION This Agreement, datede '`2009 is made by and between the CITY OF CUPERTINO , a municipal corporation ( "CITY "), and MODENA INVESTMENT LP, a California Limited Partnership, by Prato Retail Group, Inc., its General Partner, and SUNNYVALE HOLDING, LLC, a California Limited Liability Company, by CDLZ, Inc., its Managing Member, Co- Owners , with principal offices at 14550 Oak Street, Saratoga 95070, California, hereinafter collectively referred to as "SUBDIVIDER ", in the light of the following Recitals all of which are deemed incorporated into the following Agreement: RECITALS WHEREAS, SUBDIVIDER is the owner of improved real property (Oaks Shopping Center - Parcel 2 as shown on Tentative Map) and of partially unimproved Parcel 1, as shown on the Tentative Map attached hereto as Exhibit A, consisting of approximately 8.1 acres of land lying in the CITY OF CUPERTINO, County of Santa Clara, State of California, known as the Cupertino Oaks Subdivision ( "the Subdivision ") , and WHEREAS a Tentative Map of the Subdivision was approved by the City Council on September 2, 2008 subject to conditions contained in the City's Resolution of Use Permit and Architectural and Site approval, and WHEREAS Sections 18.16.190A and 18.32.80 of the CITY's Municipal Code, regulating the subdivision of land within the CITY require that SUBDIVIDER execute and file an agreement between itself and CITY relating to improvements to be made in a subdivision prior to the approval by the City Council of the final map, NOW, THEREFORE, the parties agree as follows: 1. RIGHTS -OF -WAY. SUBDIVIDER offers to dedicate all lands, rights -of -way, and easements shown for dedication on the final map of the Subdivision. All such offers shall, remain open, and shall constitute irrevocable offers of dedication in accordance with Government Code section 66477.2. All such offers may be accepted by CITY in its sole discretion at any later date without further notice to SUBDIVIDER as provided by law. 2. IMPROVEMENTS /DEFERRRAL. (a) Deferred Improvements: SUBDIVIDER agrees to submit for City Approval, in accordance with Municipal Code 18.16.160, Improvement Plans as required by Article VI of Chapter 18.32, Soils Report in accordance with Chapter 16.12, Improvement Bond Estimate that shall include all improvements within public rights -of -way, easements or common areas and utility trench backfill as provided by the Subdivider, except for those utility facilities installed by a utility company under the jurisdiction of the California Public Utilities Commission and Hydrology and Hydraulic I Calculations for storm drains, and to enter into an Improvement Agreement in accordance with Chapter 18.32 Improvement Agreement, all such work to be done within the time provided in Section 2.(b) below; (b) Time Deferral: Deferred Improvements Agreement: City of Cupertino- Cupertino Oaks Final Map jdrev #2 -90617 Page 1 (i) SUBDIVIDER agrees to perform and to pay for performance of work to be done in accordance with Section 2.(a) above, and SUBDIVIDER further agrees to complete such work on or before forty -eight (48) months from the date of this Agreement or such longer period as may be authorized by the City Engineer. Should the work not be completed within the stated time, then the provisions of Municipal Code 18.32.080 shall govern the rights and obligations of the parties (ii) On or before issuance of construction permits, SUBDIVIDER agrees to provide such improvement security required by Article VIII of Chapter 18.32 as may be applicable to SUBDIVIDER's performance of work described in Section 2.(a) Any such bonds submitted as security pursuant to this section shall be executed by a surety company authorized to transact a surety business in the State of California and shall be in a form approved by the City Attorney. 3. SUCCESSORS AND ASSIGNS — COVENANT RUNNING WITH THE LAND. This Agreement shall inure to the benefit of, and be binding upon, the successors and assigns of the respective parties. It shall be recorded in the Office of the Recorder of Santa Clara County concurrently with the final map of the Subdivision, and shall constitute a covenant running with the land and an equitable servitude upon Parcel 1 of the Subdivision shown on Exhibit A hereto. 4. ATTORNEY'S FEES. In the event ii becomes necessary for either party to bring an action with respect to the enforcement of the provisions of this Agreement, the prevailing party in such action shall be awarded reasonable attorney's fees, as may be determined by the Court. 5. NOTICES. Any notices sent to the parties relating to this Agreement shall be sent by first class mail, postage prepaid or personally delivered to the following addresses: Public Works Director CITY OF CUPERTINO City Hall 10300 Torre Avenue Cupertino, California 95014 Subdivider: MODENA INVESTMENT, LP SUNNYVALE HOLDING, LLC 14550 Oak Street Saratoga, Either party may amend its address by giving written notice to the other. IN WITNESS WHEREOF, the CITY OF CUPERTINO , a municipal corporation, has authorized the execution of this agreement in Ougcate by its City Manager and attestation by its City Clerk under authority of Resolution No. O – 040 , adopted by the Council of the CITY OF CUPERTINO on tA,0■4�,20�0,. -009; and the SUBDIVIDER has caused this agreement to be executed. U CITY OF CUPERTINO, Deferred Improvements Agreement: City of Cupertino- Cupertino Oaks Final Map jdrev #2 -90617 Page 2 a municipal corporation, BY: City Manager ATTEST: City Clerk SUBDIVIDER MODENA INVESTMENT, LP By Prato Retail Group, Inc. a California Corporation, Its G —' -ral Partner Shawn aheri, Pres d- 't SUNNYVALE HOLDING, LLC By CLDZ, INC. a California Corporation, Its Mana• Member n aheri, ATTACH ACKNOWLEDGMENTS Deferred Improvements Agreement: City of Cupertino- Cupertino Oaks Final Map jdrev #2 -90617 Page 3 • CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT State of California County of t-A CLA�-A On ct PreMBele. ( 4 r 2 t before me, tt LA-1 (Here insert name and title of the officer) personally appeared ,S' w I 1 '1 who proved to me on the basis of satisfactory evidence to be the person( whose nameks') is /afe- subscribed to the within instrument and acknowledged to me that he /8hcithcy executed the same in his/henitheir authorized capacity( -ies), and that by his/hefAheir signature('jon the instrument the personnel, or the entity upon behalf of which the person(,S'f acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. � ,. HENRY LAI WITN SS m hand and official seal. _ �11 ' Commission* * 1627844 Y Notary Pubic - California I \r',^ Santa Clara County My Comm. Expires Dec 8, 2009 (Notary Seal) Signature of Notary Public • • ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM Any acknowledgment completed in California must contain verbiage exactly as DESCRIPTION OF THE ATTACHED DOCUMENT appears above in the notary section or a separate acknowledgment form must be properly completed and attached to that document. The only exception is if a document is to be recorded outside of California. In such instances, any alternative (Title or description of attached document) acknowledgment verbiage as may be printed on such a document so long as the verbiage does not require the notary to do something that is illegal for a notary in California (i.e. certifying the authorized capacity of the signer). Please check the (Title or description of attached document continued) document carefully for proper notarial wording and attach this form if required. • State and County information must be the State and County where the document Number of Pages Document Date signer(s) personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed. (Additional information) • The notary public must print his or her name as it appears within his or her commission followed by a comma and then your title (notary public). • Print the name(s) of document signer(s) who personally appear at the time of rotarization. CAPACITY CLAIMED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. ❑ Individual (s) he/she /they, is /are) or circling the correct forms. Failure to correctly indicate this i iformation may lead to rejection of document recording. ❑ Corporate Officer • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re -seal if a (Title) sufficient area permits, otherwise complete a different acknowledgment form. ❑ Partner(s) • Signature of the notary public must match the signature on file with the office of tae county clerk. ❑ Attorney -in -Fact Additional information is not required but could help to ensure this ❑ Trustee(s) acknowledgment is not misused or attached to a different document. ❑ Other Indicate title or type of attached document, number of pages and date. Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO, CFO, Secretary). • Securely attach this document to the signed document 2008 Version CAPA v12.10.07 800- 873 -9865 www.NotaryClasses.com CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT . v; ,,, ✓-, ' 'v; ,: , v ,- . - 'v , • . (0 . i . State of California 1 t t i t County of !j -0 Q _ J t ( On .. Gt.{l tQ f � 20/0 before me, I c_ , Date Here Insert Name aficl Title of the Officer p k) � l 9 personally appeared 1 c ( , rkl t me(s) of Signer(s) 91 9 'J who proved to me on the basis of satisfactory evidence to be the person(%) whose name(,' is /ate S subscribed to the within instrument and acknowledged s t to me that he /she/they executed the same in S GRACE his /h€ heir authorized capacity(ii), and that by t - :fir ,►; Commission 1 1720127 h /he their signature on the instrument the l ? rte ,, ^.ii Notary Public - California t persoe), or the entity upon behalf of which the t c -151 Santa Clara County person(,!;) acted, executed the instrument. i C My Comm. Expires Feb 21, 2011 • A I certify under PENALTY OF PERJURY under the C laws of the State of California that the foregoing t C paragraph is true and correct. t WITNESS my hand and official seal. ETht ka .., ( Signature: i Place Notary Seal Above Signature of Notary Public t OPTIONAL v Though the information below is not required by law, it may prove valuable to persons relying on the document t and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached D u ent Title or Type of Document: 3 e -A/Y / girl . _ _ A L i - . 9� r Document Date: t. � Number of Pages: V Signer(s) Other Than Na ed Above: k h. -- n ...su/ Capacity(ies) Claimed by Signer(s) r Signer's Name: S gner's Name: r ❑ Corporate Officer — Title(s): ❑ Corporate Officer — Title(s): t ❑ Individual RIGHT F UGNER MBPRINT ❑ Individual RIGHT THUMBPRINT OTH SI OF SIGNER Pp l y ❑ Partner — ❑Limited ❑General Top of thumb here ❑ Partner — ❑ Limited ❑ General To of thumb here V t ❑ Attorney in Fact ❑ Attorney in Fact 9 ❑ Trustee E Trustee V� ❑ Guardian or Conservator C Guardian or Conservator A ❑ Other: ❑ Other: V P S ' Signer Is Representing: Signer Is Representing: ) c ...- •\_,......: `..�.�.+`.ti.. ,sue .._..._..� . . ....ti..\._.. \z,..._.• '.ti.._.^ .^_..ti,� 0.-,0,_.• 0.-,0,_.• - ._,..._,.._,.._,.._,.._,.._,• • ^_.• �.g _.. © 2009 National Notary Association • NationalNotary.org • 1- 800 -US NOTARY (1- 800 - 876-6827) Item #5907 Z BKF ENGINEERS ,.._._._ ______.._,_ ,_,..:___,•.,_... � NOTES: Otii ____._____.. _____ ....... ._ • W _E s s4 ...,_ ,_ ._ \y+ � TO a REMOVED ���/ iii. x CO Pd \' _ GRAPHIC SCALE �t� 1 ,.. - i w Eat 1 MARY EVE .__.._..... ,., ..•._,_ _,_ __._ ..,_,,.......„.._.....___.._..,._____•__...7S5T7.-Z77:77'k;-6.---7- — . 7---'---- — — --...,._ - ' y x O PARCEL 1 1 aaa O W =i x AREA X aI Z > y ,` \\ 'f.\4' 2.60 AC I f,o.DC.,. Q EL L :5 ■ X PARCEL 2 ;\ d Z Mz • 'r >� X (FOR CONDOMPAUAI _L - AREA . r W o P uRPOSes7 ae9 a -» + I 5.50 AG \ V F m: : x. A AA, ,... , (TO BE DEVELOPED I __ .. i t i i ' W PHASES) - x Ii v es— � R�9be — a I ez ill STEVENS CREEK BLVD A TM-2 (;_ i6: 2 0< 4 VERIFICATION I have reviewed this Deferred Improvement Agreement -Minor Subdivision and to the best of my knowledge, the information contained herein is true and complete. I verify under penalty of perjury under the laws of the State of California, that the foregoing is true and correct. Executed on the 8 day ► June, at Cupertino, California. Julie ej . City Cl- City of Cupe mo