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EXHIBIT 2 THIRD EXTENSION OF LICENSE AGREEMENT BETWEEN THE CITY OF SANTA ANA AND RANCHO SANTIAGO COMMUNITY COLLEGE DISTRICT THIS THIRD EXTENSION OF LICENSE AGREEMENT ("Extension") is entered into this 5th day of March, 2019, by and between the City of Santa Ana, a charter city and municipal corporation, herein referred to as "City", and Rancho Santiago Community College District, herein referred to as "RSCCD". RECITALS: A. On November 5, 1979, the City Council approved a thirty (30) year License Agreement with RSCCD to construct and operate an Adult Career Education Center at Centennial Park, conditioned upon RSCCD abiding to deed restrictions required by the Federal Government on Centennial Park. B. The original License Agreement expired in November 2009, and a five (5) year renewal was agreed upon by the Parties, under the same conditions. Such renewal term expired on November 5, 2014. C. On February 4, 2014, RSCCD and the City entered into an "Extension of License Agreement' (A- 2014-028) Between the City of Santa Ana and Rancho Santiago Community District," which extended the License Agreement through November 5, 2019, subject to all of the same terms and conditions of the original License Agreement. D. On February 7, 2011, RSCCD entered into a "Reimbursement Agreement for Centennial Education Center Improvements" (A-2011-026) with the City for up to $300,000 for the preparation of evaluation and documentation to the National Parks Service ("NPS") for a potential land conversion which would move the deed restrictions from the land upon which the Education Center sits to another property designated by the City. The Reimbursement Agreement also covered the cost to grade the proposed replacement site. Required documentation for the site at McFadden/Orange (1.4 acres) was submitted to NPS however, NPS indicated that the proposed property was not of equal value/size. In order to complete the land conversion process, the Parties need to identify additional property of equal value. NPS agreed to allow the City to extend the License to RSCCD for five (5) years in order to complete the process. This Reimbursement Agreement expired on November 5, 2014. E. On August 18, 2015, RSCCD and the City entered into a "Reimbursement Agreement for Completion of Land Conversion Approval for Centennial Education Center" (A-2015-182) whereby RSCCD would reimburse the City in an amount not to exceed Three Hundred Thirty -Four Thousand Dollars ($334,000) for its costs in fulfilling the land conversion requirements for the replacement properties. F. In order to renew or extend the License Agreement, the option must be exercised by providing written notice not less than 180 days prior to the expiration date of the option period. G. In February 2019, RSCCD has requested an extension of the current License Agreement between the parties to allow RSCCD to schedule classes for Fall 2019 and for the parties to complete submission of necessary documentation for the contemplated land conversion to the NPS. 4746504.1 -- N261.21 65A-5