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FIRST AMENDMENT TO EXCLUSIVE NEGOTIATION AGREEMENT <br />This First Amendment to Exclusive Negotiation Agreement is made and entered into this <br />5"' day of July, 2017, by and between the CARIBOU INDUSTRIES, INC., a Nevada corporation <br />("Developer"), and the CITY OF SANTA ANA, a charter city and municipal corporation, <br />organized and existing under the Constitution and laws of the State of California ("City"). <br />RECITALS <br />A. The City and Developer entered into Agreement No. A-2017-058, dated April 27, <br />2017, in order to provide a specified period of time to attempt to negotiate a <br />disposition and development agreement ("said Agreement"), <br />B. In accordance with the tens and conditions of said Agreement, the Parties desire <br />to amend the Term of Agreement section to extend the Negotiation Period for an <br />additional sixty (60) days, until August 25, 2017, with the option of extending an <br />additional sixth (60) days pursuant to City Manager and Developer approval. <br />NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the <br />terms and conditions of said Agreement, except as herein modified, the parties agree as follows: <br />Section 2, Term of Agreement, subsection (a), shall be amended to extend the <br />Negotiation Period for an additional sixty (60) days, until August 25, 2017, <br />2. Section 2, Term of Agreement, shall be amended to add subsection (c) to read as <br />follows: <br />"The Negotiation Period may be extended upon the mutual written <br />agreement of the City Manager and the Developer for no more than <br />one (1) additional consecutive sixty (60) calendar day period. <br />Except as hereinabove modified, all terms and conditions of said Agreement shall <br />remain in full force and effect. <br />EXHIBIT 1 <br />Page 1 of 2 <br />25E-3 <br />