Item 21 - Amendment to the Agreement with Bernards Bros, Inc.

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7. Closing or Cancellation of Closing. 7.1 Closing Date. 7.1.1 Provided that this Agreement is not earlier terminated pursuant to the terms and provisions hereof and provided that all of the conditions precedent to the Closing have been satisfied or waived, the Parties agree that the Closing shall occur on or before August 31, 2026 (the "Closing Date"), unless extended as described in Section 7.1.2; provided however, that in no event shall the Closing Date be later than September 30, 2026 ("Outside Date"). By Closing, the Parties shall be deemed to have irrevocably committed to cause the Title Company to issue any requested Title Policy. 7.1.2 In the event that City believes it is necessary to extend the Closing Date in order to conduct additional Due Diligence as described in Section 5 above, as applicable, City shall have the right to unilaterally extend the Closing Date by ten (10) days by providing written notice to the County before the Closing Date. City shall only be entitled to one unilateral extension. The Parties may subsequently extend the Closing Date only by written agreement of both Parties, except that in no event shall the Closing Date be later than the Outside Date without the written agreement of both Parties. 7.1.3 In the event that the Closing fails to occur by the Outside Date, and neither Party is in default of its obligations hereunder, then the Party for whose benefit the non- satisfied condition exists may cancel the Closing by written notice to the other Party. In the event that, due to an "Event of Default" by a "Defaulting Party" (as the terms are defined in Section 10.1 below), the Closing fails to occur by the Outside Date, then without waiving any rights or remedies which the non-Defaulting Party may have against the Defaulting Party under Section 10 of this Agreement, the non-Defaulting Party may cancel the Closing upon written notice to the Defaulting Party. In the event that the non-Defaulting Party elects not to terminate this Agreement, then the non-Defaulting Party may pursue the remedies for such Event of Default as provided in Section 10 below. 7.2 Cancellation. 7.2.1 If the Closing is cancelled pursuant to Section 7.1.3 above, each Party shall return to the other Party delivering the same, all instruments which are then held by the Party in connection with the Transfer. 7.2.2 If the Closing is cancelled pursuant to Section 7.1.3 above and neither Party is in default of its obligations hereunder, this Agreement shall be deemed to be terminated (with the exception of those provisions which expressly state that they are to survive such termination). In such event, neither Party shall be obligated to the other to effectuate the Closing. 7.3 Items to be Delivered Prior to Closing. 7.3.1 On or before five (5) business day prior to the Closing Date, the County shall execute and provide City with a copy of the following: 5 Project Name:County of Orange/Santa Ana Plaza of the Fountains Property Transfer