HomeMy WebLinkAbout2020 CON CDC HA Community Housingworks and San Ysidro Health - Kimball Master Plan - Exclusive Negotiating Agreement - Amendment #1FIRST AMENDMENT TO
EXCLUSIVE NEGOTIATION AGREEMENT
(D Avenue: Mixed -Use Master Plan)
BY AND AMONG
COMMUNITY DEVELOPMENT COMMISSION — HOUSING AUTHORITY OF THE
CITY OF NATIONAL CITY,
COMMUITY HOUSINGWORKS, AND
CENTRO DE SALUD DE LA COMUNIDAD DE SAN YSIDRO, INC.
THIS FIRST AMENDMENT TO EXCLUSIVE NEGOTIATION AGREEMENT (D
Avenue: Mixed -Use Master Plan) (this "Amendment"), dated as of April 20, 2020, is entered
into by and among the Community Development Commission — Housing Authority of the City
of National City ("Housing Authority"), Community HousingWorks, a California nonprofit
public benefit corporation ("Developer") and Centro De Salud De La Comunidad De San
Ysidro, Inc. ("Health Service Provider"), with reference to the following recitals:
RECITALS
A. Housing Authority, Developer and Health Service Provider are all of the parties
to that certain Exclusive Negotiation Agreement (D Avenue: Mixed -Use Master Plan) by and
among Housing Authority, Developer and Health Service Provider, dated as of November 19,
2019 (the "Agreement"). All capitalized terms not otherwise defined herein shall have the
meanings set forth in the Agreement unless the context clearly indicates otherwise.
B. On March 17, 2020, the City of National City ratified the Proclamation of a
Local Emergency made by the City Manager acting as the Emergency Services Director of the
City of National City on March 12, 2020. The Governor of the State of California issued a
statewide State of Emergency on March 4, 2020, and on March 19, 2020, further issued
Executive Order N-33-20, which imposed a statewide mandatory shelter -in -place requirement
(collectively, the "Shelter -In -Place Mandate").
C. The Housing Authority, Developer and Health Service Provider each confirms
that up to the March 19, 2020 date, all other parties to the Agreement had performed all required
obligations with respect to the Agreement.
D. Housing Authority, Developer and Health Service Provider desire to amend the
Agreement as set forth in this Amendment.
E. Section II.E., of the Agreement authorizes the Housing Authority's Executive
Director to extend the `Exclusive Negotiation Period," as defined in the Agreement, for up to
three hundred and sixty five (365) days. The "First Negotiation Period" and "Second
Negotiation Period" are part of the Exclusive Negotiation Period. The Housing Authority's
Executive Director is executing this Amendment on behalf of the Housing Authority pursuant to
the power and authority granted to the Housing Authority's Executive Director in Section II.E.,
of the Agreement.
1
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto hereby agree as follows:
AGREEMENT
1. Amendment. The Executive Director of the Housing Authority, or his designee,
may, upon request of the Developer, agree to such extensions of the First Negotiation Period or
Second Negotiation Period, using the power to extend the Exclusive Negotiation Period (of
which the First Negotiation Period and Second Negotiation Period are a part) set forth in Section
II.E., of the Agreement, in order to accommodate any delays that may result directly or indirectly
from the Shelter -In -Place Mandate. Such extensions shall be requested by the Developer in
writing (including via email), and shall be approved or denied by the Executive Director in
writing (including via email).
2. No Other Amendments; This Amendment Governs and Controls. The Agreement,
as amended by this Amendment, is hereby reaffirmed. Except as expressly modified hereby, the
Agreement shall remain unmodified and in full force and effect. To the extent any of the
provisions of this Amendment are inconsistent with any of the provisions set forth in the
Agreement, the provisions of this Amendment shall govern and control. All references in the
Agreement to the "Agreement" shall mean the Agreement as amended by this Amendment.
3. Counterparts. This Amendment may be executed in any number of counterparts,
each of which shall be deemed an original, but all of which when taken together shall constitute
one and the same instrument. Each counterpart may be delivered by email or other electronic
transmission. The signature page of any counterpart may be detached therefrom without
impairing the legal effect of the signature(s) thereon provided such signature page is attached to
any other counterpart identical thereto.
[Signatures Appear on the Following Page]
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the day and
year first above written.
HOUSING AUTHORITY:
COMMUNITY DEVELOPMENT
COMMISSION -HOUSING AUTHORITY OF THE
CITY OF NATION • ITY
By:
Brad R
Executive Director
APPROVED AS TO FIRM:
By:
. Morris -Jones
using Authority Ge ; Counsel
DEVELOPER:
COMMUNITY HOUSINGWORKS,
a California nonprofit public benefit corporation
By:
Mary Jane Jagodzinski
Senior Vice President, Housing and Real
Estate Department
HEALTH SERVICE PROVIDER:
CENTRO DE SALUD DE LA COMUNIDAD
DE SAN YSIDRO INC.
C
Ke n Mattson
By:
President & CEO
Signature Page
IN WITNESS WHEREOF, the parties have executed this Amendment as of the day and
year first above written.
HOUSING AUTHORITY:
COMMUNITY DEVELOPMENT
COMMISSION -HOUSING AUTHORITY OF THE
CITY OF NATIONAL CITY
By:
Brad Raulston
Executive Director
APPROVED AS TO FORM:
By:
Angil P. Morris -Jones
Housing Authority General Counsel
DEVELOPER:
COMMUNITY HOUSINGWORKS,
a Calriajonprofi f/public benefit corporation
By:
ary J agodzinski
Senior ice President, Housing and Real
Estate Department
HEALTH SERVICE PROVIDER:
CENTRO DE SALUD DE LA COMUNIDAD
DE SAN YSIDRO, INC.
By:
Kevin Mattson
President & CEO
Signature Page
CONTRACT TRANSMITTAL FORM
(Attach as Cover Sheet to Documents dropped off to City Clerk's Office)
Date: May 6, 2020
From (Dept.): National City Housing Authority
Submitted by (First & Last Name): Josie Flores -Clark
Vendor: Agreement with Community Housingworks, and Centro De Salud
Resolution: YES / NO
O O
Resolution No. (if applicable):
1 2 3 4 Originals Provided to City Clerk (Select Quantity)
0000
piDepartment has Copy / Duplicate Original
I I Vendor has Copy / Duplicate Original