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92-204 11009-34 JHHW:BDQ:rhc 06/01/92 09/09/92 CITY OF ANAHEIM RESOLUTION NO. 92R.2O4 RESOLUTION AUTHORIZING EXECUTION OF A FIRST AMENDMENT TO SITE LEASE AND A FIRST AMENDMENT TO LEASE AGREEMENT IN CONNECTION WITH THE DESCRIPTION OF THE SITE OF THE ANAHEIM ARENA RESOLVED, by the City Council of the City of Anaheim (the "City"), as follows: WHEREAS, the City and the Anaheim Public Improvement Corporation (the "Corporation") have heretofore entered into the Site Lease, dated as of December 1, 1990 (the "Site Lease"), pursuant to which the City leased certain real property, described in Exhibit A to the Site Lease (the "Site"), to the Corporation and the Corporation leased the Site from the City; WHEREAS, the Corporation and the City have heretofore entered into the Lease Agreement, dated as of December 1, 1990 (the "Lease Agreement"), pursuant to which the Corporation leased the Site to the City and the City leased the Site from the Corporation; WHEREAS, th~ City intends to acquire certain real property adjacent to'the Site (the "Rindt Site") and the Corporation and the City deem it to be necessary and desirable that the Site Lease and the Lease Agreement be amended to provide for the Rindt Site to be added to the description of the Site; WHEREAS, Section 8.04 of the Lease Agreement authorizes alteration or modification of the Site Lease and the Lease Agreement, in accordance with the provisions of the Trust Agreement; WHEREAS, Section 9.01 of the Trust Agreement provides that the Lease Agreement and the rights and obligations of the parties thereto may be modified or amended at any time by a supplemental agreement, without the consent of the Owners of the Certificates (as such terms are defined in the Trust Agreement), inter alia, in regard to questions arising thereunder, as the parties thereto may deem necessary or desirable and which shall not adversely affect the interests of the Owners of the Certificates; and WHEREAS, the City and the Corporation have received the opinion of special legal counsel that amendment of the Site Lease and the Lease Agreement to provide for additional property to be added to the description of the Site, as described above, will not adversely affect the interest of the Owners of the Certificates; NOW, THEREFORE, it is hereby DETERMINED and ORDERED as follows: Section 1. A first amendment to the Site Lease, in the form attached hereto as Exhibit A, be and the same is hereby approved, and the Mayor, the City Manager or the Finance Dixector is hereby authorized and directed to execute said amendment, with such changes, insertions and omissions as may be approved by such official, and the City Clerk is hereby authorized and directed to attest to such official's signature. Section 2. A f'trst amendment to the Lease Agreement, in the form attached hereto as Exhibit B, be and the same is hereby approved, and the Mayor, the City Manager or the Finance Director is hereby authorized and directed to execute said amendment, with such changes, insertions and omissions as may be approved by such official, and the City Clerk is hereby authorized and directed to attest to such official's signature. Sectl'on 3. The Mayor, the City Manager, the Finance Director, the City Clerk and all other appropriate officials of the City are hereby authorized and directed to execute such other agreements, documents and certificates as may be necessary to effect the purposes of this resolution. Sectl'on 3. This Resolution shall take effect upon its adoption by the City Council. The FOREGOING RESOLUTION was approved and adopted by the City Council of the City of Anaheim this 29th day of September, 1992. by the following vote: CITY IM CLERK OF THE STATE OF CALIFORNIA ) ORANGE COUNTY ) CITY OF ANAHEIM ) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing Resolution No. 92R- 204 was intxoduced and adopted at a regular meeting provided by law of the City Council of the City of Anaheim held on the 29th day of September, t992, by the following vote of the members thereof: AYES: COUNCILMEIV~ERS: Simpson, Ehrle, Pickler, Daly and Hunter NOES: COUNCIL MEMBERS: None ABSENT: COUNCIL MEMBERS: None AND I FURTHER CERTIFY that the Mayor of the City of Anaheim signed said Resointion No. 92R-_2_~Qh. on the 30th day of September , 1992. IN WITNESS WI-~REOF, I have hereunto set my hand and affixed the official seal of the City of Anaheim this 30th day of September , 1992. t~f~.CrI'Y CL~K OF~~CYI~ OF (SEAL) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original of Resolution No. 92R- 204 duly passed and adopted by the Anaheim City Council on September 29, 1992. /. .crrY CLm OF crrY OF -3- EXHIBIT A 11009-34 JHHW:BDQ:rhc 06/01/92 09/09/92 AFTER RECORDATION PLEASE RETURN TO: Jones Hall Hill & White, A Professional Law Corporation Four Embarcadero Center, 19th Floor San Francisco, California 94111 Attention: Brian D. Quint, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11922 OF THE CALIFORNIA REVENUE AND TAXATION CODE. Tiffs DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. FIRST AMENDMENT TO SITE LEASE Dated as of September 1, 1992 by and between the CITY OF ANAHEIM, CALIFORNIA and the ANAHEIM PUBLIC IMPROVEMENT CORPORATION Amending that certain Site Lease dated as of December I, 1990 by and between the City of Anaheim, California and the Anaheim Public Improvement Corporation FIRST AMENDMENT TO SITE I.I~.ASE THIS FIRST AMENDMENT TO SITE LEASE, dated as of September 1, 1992, by and between the CITY OF ANAHEIM, CALIFORNIA, a municipal corporation and charter city organized and existing under the laws of the State of California, as lessor (the "City"), and the ANAHEIM PUBLIC IMPROVEMENT CORPORATION, a nonprofit, public benefit corporation organized and existing under the laws of the State of California, as lessee (the "Corporation"), amending that certain Site Lease, dated as of December 1, 1990, by and between the City and the Corporation, and recorded in the Official Records of Orange County, California, on January 8, 1991, as Instrument No. 91-0088413 (the "Site Lease"); WITNESSETH: WHEREAS, the City and the Corporation have heretofore entered into the Site Lease pursuant to which the City leased certain real property, described in Exhibit A to the Site Lease (the "Site"), to the Corporation and the Corporation leased the Site from the City; WHEREAS, the Corporation and the City have heretofore entered into the Lease Agreement, dated as of December 1, 1990 (the "Lease Agreement"), pursuant to which the Corporation leased the Site to the City and the City leased the Site from the Corporation; WHEREAS, the City intends to acquire certain real property adjacent to the Site (the "Rindt Site") and the Corporation and the City deem it to be necessary and desirable that the Site Lease and the Lease Agreement be amended to provide for the Rindt Site to be added to the description of the Site; WHEREAS, Section 8.04 of the Lease Agreement authorizes alteration or modification of the Site Lease and the Lease Agreement, in accordance with the provisions of the Trust Agreement; WHEREAS, Section 9.01 of the Trust Agreement provides that the Lease Agreement and the rights and obligations of the parties thereto may be modified or amended at any time by a supplemental agreement, without the consent of the Owners of the Certificates (as such terms are defined in the Trust Agreement), inter alia, in regard to questions arising thereunder, as the parries thereto may deem necessary or desirable and which shall not adversely affect the interests of the Owners of the Certificates; and WHEREAS, the City and the Corporation have received the opinion of special legal counsel that amendment of the Site Lease and the Lease Agreement to provide for additional proper~y to be added to the description of the Site, as described above, will not adversely affect the interest of the Owners of the Certificates; NOW, THEREFORE, in consideration of the above premises and of the mutual covenants hereinafter contained and for other good and valuable consideration, the parties hereto agree as follows: SECTION 1. Amendment of the Site Lea~. Exhibit A of the Site Lease is hereby amended in full as set forth in Exhibit A attached hereto. SECTION 2. Execution in Counterparts. This First Amendment to Site Lease may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. SECTION 3. APplicable Law. This First Amendment to Site Lease shall be governed by and construed in accordance with the laws of the State of Calfforni~ IN WITNESS WHEREOF, the City has caused this First Amendment to Site Lease to be executed and attested in its name by its duly authorized officers and the Corporation has caused this First Amendment to Site Lease to be executed in its corporate name by its duly authorized officers, as of the date hereinabove stated. By: Finance Director Attest: City Clerk Approved as to form: JACK L. WHITE, CITY ATTORNEY City Attorney ~. ANAI-IglM PUBLIC IMPROVEMENT CORPORATION By: Finance Officer A~st: Secretary STATE OF CALIFORNIA ORANGE COUNTY On this day of , in the year 1992, before me, the undersigned notary public, personally appeared George P. Ferrone and Leonora N. Sohl, personally known to me or proved to me on the basis of satisfactory evidence to be the persons who executed this instrument as Finance Director and City Clerk, respectively, of the City of Anaheim and acknowledged to me that the City of Anaheim executed it. (Notaxial Seal) (signature) Typed Name: Notary Public for the State of California My Commission Expires: STATE OF CALIFORNIA ) ORANGE COUNTY ) On this day of , in the year 1992, before me, the undersigned notary public, personally appeared George P. Ferrone and Leonora N. SoN, personally known to me or proved to me on the basis of satisfactory evidence to be the persons who executed this instrument as the Finance Officer and Secretary, respectively, of the Anaheim Public Improvement Corporation and acknowledged to me that the Anaheim Public Improvement Corporation executed the same pursuant to its bylaws or a resolution of its board of directors. (Notarial Seal) (signature) Typed Name: Notary Public for the State of California My Commission Expires: EXHIBIT A "EXHIBIT A DESCRIPTION OF SITE Part 1 Parcel I of that certain Lot Line Adjustment Plat No. 240, in the City of Anaheim, County of Orange, State of California, recorded on December 13, 1990, as Instrument No. 90-653417 of Official Records of said County. Pan 2 on a ~ f/l~ ~ ~k 32, P~ 50 o~ ~ar~l Na~, ~ t~ o~L~ o~ t~ ~y ~co~ of ~d ~nty. H~ooe~aa~. ~o~s, ~ t~ off~oe of t~ ~unty ~=~= o~ ~o ~o~oo ~un~y, ~lnning at a ~ ~ ~ ~n~or~ o~ D~laao St~ ~ .o~ t~h ~ ~ ~n~ Mo~h 0* ~' 30' ~ 230.~ f~ ~ L~s i~em~on v~h ~he ~theE~y ~e o~ oa~ ~t 4F ~ ~e~ v~h ~he ~t~=ly 1~ o~ -~d ~ 4 8~h 89° 32' ~0" Ba.~ 251.97 f~ ~o ~ ~n~er~m o~ ~ e~n~ ~ ~o ~ho 8~ ~LL~o=nLa BdSaon ~y F~F~ June 20, ~966 In ~k ?9?3, Pi~ S00~ Off'Gill ~cordsp t~ Northerly ~ s~t~y lL~e. of la~d ~mnt shall ~ ex~on~ed or ~any eawn~. sa~d 1~ ~l ~clu~d wL~ t~ ~ea I~ on a np fLl~ Lo ~b o~ o~ ~ Oa~ocn~a, u ~ mp ~d~ ~ ~k B~ P~o 120, N~Ll~ul ~rde, ~n ~he off~ of ~b ~n~y ~r of ~e ~9elos ~nty, ~fo~n~ descend 8~ D~gla. ~tn~ il ~n~ ~o ~e ~y of ~a~l ~ ~ rico~Md ~to~ ?, ~926 ~n ~k 602, P~e 100 M of ~0 ~n~; ~n~ ~o~ gild ~t~l~ Exhibit A Page I ~oz-~h o' 04' 30- ~el~. 400.02 feet to ~.he GoutMiSerly ~: of the ~d 2s8, o~tto~ ~co~do, gaud ~n~ ~ng ~ ~o ~C of ~nLngp t~n~ along ~ Sou~he=~y ~e ~ho=eofl ~n~o ~h 89° 32' 30° Ba~ 336 ~ ~e ~ny b~ ~8~n~ ~0oo=ded auna 28, ~966 ~n ~ 79~3~ P~o 50; ~oo=de; ~henco a$o~ oa~d can~aFL$~ ~uth 26° 06' S3' ~.~ ~87 f~ ~o a line ~llel v~h ~ 230.00 f~ Ho~he~l~ ~au~d It ~Lgh~ ~le~ ~ho 6~e~Xy ll~ of said ~ 4~ ~noo along sa~d ~=alleX l~e ~o~h 89° Woo~ 253 f~ ~ra o~ less to ~he oent~l~ne of gild ~glass S~ ~henoe along ga~d ~nte~lLno Ho~h 0° 04' 30' Woa~ ~70.02 ~ ~o ~ t~e ~t of 8a~d land ~. ~oluded wL~hLn ~ho ~ea gh~ on A nap ~Al~ ~n ~he o~f~ o~ Ps~l 3~ An O~o~oat ~0.00 £egd; wide fo~ Artgrogs ~ ~zoee ~ .~h~ ~ o~ ~ 40~ ~ ~avLa ~ ~ the ~ ~k 5, P~ 120 of ~moell~e ~o, of ~s ~ge~ ~nW, ~ Ho~h~ly 1~ of v~oh Ao ~g~r~ as fellMs ~g~ it a ~t on ~l~nt ~r~ ~o~ ?, 1926 ~n ~k 682, P~ 1~ Of ~ Of 0~ 1~ of ia~ ~ 4; ~hence ~al~l wL~ ~ 8~e~ly line of said ~ 4 ~ 890 32' 10" B~ 251.97 ~tl~ ~lL~o~La ~Laon ~any Eeco~d~ Ju~ 20, 1966 ~ ~k 7973~ PA~ S0 o~ offLcLal ~o~ ~ as ~o t~e a~ the ~n~e~ l~e or laid 8~thKA ~lCo~n~a ~n ~y ea~nt. SaLd la~ Ae Aaclu~d ~i~ t~ ~oa ~ on a Mp fAl~ Au ~e o~Ace of the ~n~y b~zdtz o~ sam ~ ~n~y, ~ ~k 3, Pqa 4 of P~I ~. Exhibit A Page 2 EXI!IBIT B 11009-34 JHHW:BDQ:rhc 06/01/92 09/09/92 AI-TLR RECORDATION PLEASE RETURN TO: Jones Hall Hill & White, A Professional Law Corporation Four Embarcadero Center, 19th Floor San Francisco, California 94111 Attention: Brian D. Quint, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11922 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEIvlPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. FIRST AMENDMENT TO LEASE AGREEMENT Dated as of September 1, 1992 by and between the ANAHEIM PUBLIC IMPROVEMENT CORPORATION and the CITY OF ANAHEIM, CALIFORNIA Amending that certain Lease Agreement dated as of December 1, 1990 by and between the Anaheim Public Improvement Corporation and the City of Anaheim, California FIRST AMENDMENT TO LEASE AGREEMENT THIS FIRST AMENDMENT TO LEASE AGREEMENT, dated as of September 1, 1992, by and between the ANAHEIM PUBLIC IMPROVEMENT CORPORATION, a nonprofit, public benefit corporation organized and existing under the laws of the State of California, as lessor (the "Corporation"), and the CITY OF ANAHEIM, CALIFORNIA, a municipal corporation and charter city organized and existrig under the laws of the State of California, as lessee (the "City"), amending that certain Lease Agreement, dated as of December 1, 1990, by and between the Corporation and the City, and recorded in the Official Records of Orange County, California, on Januax~ 8, 1991, as Instrument No. 91-0088414 (the "Lease Agreement"); WITNESSETH: WHEREAS, the City and the Corporation have heretofore entered into the Site Lease, dated as of December 1, 1990 (the "Site Lease"), pursuant to which the City leased cer~in real property, described in Exhibit A to the Site Lease (the "Site"), to the Corporation and the Corporation leased the Site from the City; WHEREAS, the Corporation and the City have heretofore entered into the Lease Agreement, pursuant to which the Corporation leased the Site to the City and the City leased the Site from the Corporation; WHEREAS, the City intends to acquire certain real property adjacent to the Site (the "Rindt Site") and the Corporation and the City deem it to be necessary and desirable that the Site Lease and the Lease Agreement be amended to provide for the Rindt Site to be added to the description of the Site; WHEREAS, Section 8.04 of the Lease Agreement authorizes alteration or modification of the Site Lease and the Lease Agreement, in accordance with the provisions of the Trust Agreement; WHEREAS, Section 9.01 of the Trust Agreement provides that the Lease Agreement and the rights and obligations of the parties thereto may be modified or amended at any time by a supplemental agreement, without the consent of the Owners of the Certificates (as such terms are defined in the Trust Agreement), inter alia, in regard to questions arising thereunder, as the parties thereto may deem necessary or desirable and which shall not adversely affect the interests of the Owners of the Certificates; and WHEREAS, the City and the Corporation have received the opinion of special legal counsel that 'amendment of the Site Lease and the Lease Agreement to provide for additional property to be added to the description of the Site, as described above, will not adversely affect the interest of the Owners of the Certificates; NOW, THEREFORE, in consideration of the above premises and of the mutual covenants hereinafter contained and for other good and valuable consideration, the parties hereto agree as follows: SECTION 1. Amendment of the Lease Agreement. Exhibit A of the Lease Agreement is hereby amended in full as set forth in Exhibit A attached hereto. SECTION 2. Execution in Counterparts. This First Amendment to Lease Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the sam~ instxument. SECTION 3. Applicable Law. This First Amendment to Lease Agreement shall be governed by and cons~xued in accordance with the laws of the State of California. IN WITNESS WHEREOF, the Corporation has caused this First Amendment to Lease Agreement to be executed in its corporate name by its duly authorized officers; and the City has caused this First Amendment to Lease Agreement to be executed and attested in its name by its duly authorized officers, as of the date hereinabove stated. ANAHEIM PUBLIC IMPROVEMENT CORPORATION By: Finance Officer Attest: Secretary crrY OF ANAHEIM By: Finance Director Attest: City Clerk Approved as to form: JACK L. WHITE, CITY ATTORNEY By: ,, / · ' City Attorney STATE OF CALIFORNIA ) ORANGE COUNTY ) On this day of , in the year 1992, before me, the undersigned notary public, personally appeared George P. Ferrone and Leonora N. Sohl, personally known to me or proved to me on the basis of satisfactory evidence to be the persons who executed this instrument as the Finance Officer and Secretary, respectively, of the Anaheim Public Improvement Corporation and acknowledged to me that the Anaheim Public Improvement Corporation executed the same pursuant to its bylaws or a resolution of its board of directors. (Notarial Sea1) (signature) Typed Name: Notary Public for the State of California My Commission Expires: STATE OF CALIFORNIA ) ) SSo ORANGE COUNTY ) On this day of , in the year 1992, before me, the undersigned notary public, personally appeared George P. Ferrone and Leonora N. Sohi, personally known to me or proved to me on the basis of satisfactory evidence to be the persons who executed this instrument as Finance Director and City Clerk, respectively, of the City of Anaheim and acknowledged to me that the City of Anaheim executed it. (Notaxial Seal) (signature) Typed Name: Notary Public for the State of California My Commission Expires: EXHIBIT A "EXHIBIT A DESCRIPTION OF SITE Part 1 Parcel I of that certain Lot Line Adjustment Plat No. 240, in the City of Anaheim, County of Orange, State of California, recorded on December 13, 1990, as Instrument No. 90-653417 of Official Records of said County. Pan 2 ~ty, Ho~h 0e 04' 30' ~ 230.~ fNt g~ L~s ~n~e~H~Lon wASh ~he ~uthe~ly 32' 10" Bast 251.97 t~ ~ll~o~ia Balloon ~y EKoFd~ J~e 20, lgGG An ~k 7973, Pa~ S0 o~ OffXoXal shonened ~ as ~o ~em~e I~ ~ cen~er l~e of said ~e~ ~lLtornia ZdLson C~eny ZX~ any ~n lyi~ w~th~ e~d D~glaae StrNt. 8a~d 1~ ~m ~cXud~ w~ County b~: o~ ol~ ~l~ ac ~ AnCored,ion o~ I~h~12 l~e of '~ 4 wi~h t~ ~ l~ og O~glae Stre~ as con~y~ to ~e ~n~ of ~a~e ~ ~ reco~d ~r 7, ~926 ~ ~k 662, Page 100 Exhibil A Page I ~o~ch O' 04' 30' Wegl~ 400.02 ~e~c to ~he ~outhUtlte=ly ~n ~e ~ ~ ~. ~. ~a, ~ iX, ~e~ f~ t~ ~hezly l~e the=eo~! ~oe ~h ~9' 32' 10' ~a~ 336 ~ ~ o~ %eBB to ~00~de~ ~nC~ along .a~d cen~rli~ ~uth 26e Wait 2S3 ~t ~ ~ loss to the o~=line of oaLd ~g~auu S~; ~o along .a~d ~n~ll~ Ho~h O' 04' 30" ~.~ 170.02 f~ SaLd land lm ~olu~d wAth~ 2ha ~a .h~ on Pa~c81 3t An oamment ~O,OO feet vide for ln~sa and ~8 ~ .~ ~ of ~ 4 of ~~ ~ ~ 7, 1926 ~ ~k 682, P~ 1~ of ~- of ~ ~y, Mo~h 00 04' 30' ~ 230.00 f~t f~ ~t8 ~s~tioa with ~ 8ou~rl~ 1~ of said ~ 4; ~n~ ~ai~X ~ ~ S~ly line o~ aa~ ~ 4 ~ 89° ~LL~o=nLI ~n ~ ~ ~ 20, L966 ~ ~k 79~3, P~ SO of Of~c~ ~o~ ~ am to ~e a~ ~he ~n~er ~o o~ said O~thorn ~i~or~a ~i~n ~y aa~. Slid 1~ Is inclu~d ~i~lu t~ ma J~ ~ a Mp ~/iod iu ~e of~ioe of the ~nty ~zd~z of a~ ~ ~y, ~ ~k 3, P~. 4 of P~oel ~. Exhibit A Page 2 EXHIBIT A 11009-34 JHHW:B DQ:rhc 06101192 09/09/92 AFTER RECORDATION PLEASE RETURN TO: Jones Hall Hill & White, A Professional Law Corporation Four Embarcadero Center, 19th Floor San Francisco, California 94111 Attention: Brian D. Quint, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11922 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNIvlENT CODE. FIRST AMENDMENT TO SITE LEASE Dated as of September 1, 1992 by and between the CITY OF ANAHEIM, CALIFORNIA and the ANAHEIM PUBLIC IMPROVEMENT CORPORATION Amending that certain Site Lease dated as of December 1, 1990 by and between the City of Anaheim, California and the Anaheim Public Improvement Corporation FIRST AMENDMENT TO SITE l .EASE THIS FIRST AMENDMENT TO SITE LEASE, dated as of September 1, 1992, by and between the CITY OF ANAHEIM, CALIFORNIA, a municipal corporation and charter city organized and existing under the laws of the State of California, as lessor (the "City"), and the ANAHEIM PUBLIC IMPROVEMENT CORPORATION, a nonprofit, public benefit corporation organized and existing under the laws of the State of California, as lessee (the "Corporation"), amending that certain Site Lease, dated as of December 1, 1990, by and between the City and the Corporation, and recorded in the Official Records of Orange County, California, on January 8, 1991, as Instrument No. 91-0088413 (the "Site Lease"); WITNESSETH: WHEREAS, the City and the Corporation have heretofore entered into the Site Lease pursuant to which the City leased certain real property, described in Exhibit A to the Site Lease (the "Site"), to the Corporation and the Corporation leased the Site from the City; WHEREAS, the Corporation and the City have heretofore entered into the Lease Agreement, dated as of December 1, 1990 (the "Lease Agreement"), pursuant to which the Corporation leased the Site to the City and the City leased the Site from the Corporation; WHEREAS, the City intends to acquire certain real property adjacent to the Site (the "Rindt Site") and the Corporation and the City deem it to be necessary and deskable that the Site Lease and the Lease Agreement be amended to provide for the Rindt Site to be added to the description of the Site; WHEREAS, Section 8.04 of the Lease Agreement authorizes alteration or modification of the Site Lease and the Le. ase Agreement, in accordance with the provisions of the Trust Agreement; WHEREAS, Section 9.01 of the Trust Agreement provides that the Lease Agreement and the rights and obligations of the parties thereto may be modified or amended at any time by a supplemental agreement, without the consent of the Owners of the Certificates (as such terms are defined in the Trust Agreement), inter alia, in regard to questions arising thereunder, as the parties thereto may deem necessary or deskable and which shall not adversely affect the interests of the Owners of the Certificates; and WHEREAS, the City and the Corporation have received the opinion of special legal counsel that amendment of the Site Lease and the Lease Agreement to provide for additional property to be added to the description of the Site, as described above, will not adversely affect the interest of the Owners of the Certificates; NOW, THEREFORE, in consideration of the above premises and of the mutual covenants hereinafter contained and for other good and valuable consideration, the parties hereto agree as follows: SECTION 1. Amendment of the Site Lease. Exhibit A of the Site Lease is hereby amended in full as set forth in Exhibit A attached hereto. SECTION 2. Execution in Counterparts. This Fkst Amendment to Site Lease may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same insaument. SECTION 3. Applicable Law. This First Amendment to Site Lease shall be governed by and construed in accordance with the laws of the State of California. IN WITNESS WHEREOF, the City has caused this First Amendment to Site Lease to be executed and attested in its name by its duly authorized officers and the Corporation has caused this First Amendment to Site Lease to be executed in its corporate name by its duly authorized officers, as of the date hereinabove stated. CITY OF ANAHEIM By: Finance Director Auest: City Clerk Approved as to form: JACK L. WHITE, CITY ATTORNEY By: City Attorney ANAHEIM PUBLIC IMPROVEMENT CORPORATION By: Finance Officer Attest: Secreta~ STATE OF CALIFORNIA ) ORANGE COUNTY ) On this day of , in the year 1992, before me, the undersigned notary public, personally appeared George P. Ferrone and Leonora N. Sohl, personally known to me or proved to me on the basis of satisfactory evidence to be the persons who executed this instrument as Finance Director and City Clerk, respectively, of the City of Anaheim and acknowledged to me that the City of Anaheim executed it. (Notarial Seal) (signature) Typed Name: Notary Public for the State of California My Commission Expires: STATE OF CALIFORNIA ) ORANGE COUNTY ) On this day of , in the year 1992, before me, the undersigned notary public, personally appeared George P. Ferrone and Leonora N. Sohl, personally known to me or proved to me on the basis of satisfactory evidence to be the persons who executed this instrument as the Finance Officer and Secretary, respectively, of the Anaheim Public Improvement Corporation and acknowledged to me that the Anaheim Public Improvement Corporation executed the same pursuant to its bylaws or a resolution of its board of directors. (Notari~ Se~) (signature) Typed Name: Notary Public for the State of California My Commission Expires: EXHIBIT A "EXHIBIT A DESCRIPTION OF SITE Pan 1 Parcel I of that certain Lot Line Adjustment Plat No. 240, in the City of Anaheim, County of Orange, State of California, recorded on December 13, 1990, as Instrument No. 90-653417 of Official Records of said County. Part 2 o~ a ~p ~ In ~k 32, Pa~ SO o~ Pa~l ~a~, ~ t~ o~i~ ~CO~ of B~d w~dl f~ ~rll~ a~ ~=e~ ~ ~t ~rtion oZ ~ 4 of ~ ~gl~ning at a ~t ~ ~ ~en=~rl~ne of Douglass St~ a~ instr~n~ r~or~ ~r 7, 192~ ~ ~k 682, Page 109 of ~u~ty, Noah 0t 04' 30' ~st 230.~ fee~ fr~ i~ inte~e~lon with =h~ ~utherly l~ne of Ill~ ~t 4f t~n~ ~rallel with the S~t~rly 1~ of maid ~ 4 South 89" ~lifornl~ Bdiaon ~y r~ord~ June 20, 1966 ~n ~k TgT3~ ~cocds; the Northorly ~d $out~ly line~ of 0~ld ~s~nt shall ~ axtended or sho~ened so ae ~o te~te at the Center l~e of .aid ~t~ ~Lifornia C~pany oao~nt. County ~cor~ of ~Aid Or~ge ~y, ~n B~k 3, Page 4 of Parcel 2 ~ That ~ion of ~ 4 of ~e TraylB Tra~ ~n t~ ~ty of Or~e, California, as ~r ~p ~rd~ ~ ~k 5, P~e 120, ~11~us ~rdB, in the ~1~ a~ =~ ln~er~n of i~th~ly ll~ of '~ 4 with t~ ~ter 1~ of Exhibit A Page I North O' 04' 30" Belt 400.02 feet to the 8outhw~gtarly cornar of the land C~ny by ~at~t recorded June 28, 1966 In ~ 7973, P~e 50, Official aeoordo7 thence ~1ong ~a~d c~nterline ~uth 26~ 06' S3' W~st 187 f~t ~re laid clntlrli~e Noah 0~ 04' 30" wast 170.02 f~ to the ~e ~int of ~g~n~ng. Said land io included within ~he ~ea Ih~ on a mlp ~il~d In the offi~ of the Paruel 3z An oBoemerit 30.00 f~ wide ~or ~lsa ~ ~ell ~ th~ ~m~ of ~ 4 o~ ~ ~avis ~sot ~ the ~nty of ~, 8tat~ o~ ~ll~il~ am ~ ~k S, P~ 120 of M~ooollanooua Records, ~n ~ office of ~ ~un~y ~e~n~ ~rd~ ~o~r 7, 1926 l~ Book 6e2, P~e 109 o~ ~e~ o~ Or~ 32' 10' E~t 251.97 fe~ ~o the ~at~lin~ of ~ eae~nt gr~n~ed ~o ~lifo~l& Edison ~any r~cord~ ~ 20, 1966 ~ ~k 7973, P&~e ~o~d ~ as to ~inate at ~he center ~e of ea~d B~h~rn ~lifor~a ~n ~nty ~rder OZ aa~ ~ ~n~y, ~ ~k 3, P~o 4 of P~oel Exhibil A Page 2 EXHIBIT B 11009-34 JHHW:BDQ:rhc 06/01/92 09/09/92 AFTER RECORDATION PLEASE RETURN TO: Jones Hall tiill & White, A Professional Law Corporation Four Embarcadero Center, 19th Floor San Francisco, Califomia 94111 Attention: Brian D. Quint, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11922 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. FIRST AMENDMENT TO LEASE AGREEMENT Dated as of September 1, 1992 by and between the ANAHEIM PUBLIC IMPROVEMENT CORPORATION and the CITY OF ANAHEIM, CALIFORNIA Amending that certain Lease Agreement dated as of December 1, 1990 by and between the Anaheim Public Improvement Corporation and the City of Anaheim, California FIRST AMENDMENT TO I EASE AGREEMENT THIS FIRST AMENDMENT TO LEASE AGREEMENT, dated as of September 1, 1992, by and between the ANAHEIM PUBLIC IMPROVEMENT CORPORATION, a nonprofit, public benefit corporation organized and existing under the laws of the State of California, as lessor (the "Corporation"), and the CITY OF ANAHEIM, CALIFORNIA, a municipal corporation and charter city organized and existing under the laws of the State of California, as lessee (the "City"), amending that certain Lease Agreement, dated as of December 1, 1990, by and between the Corporation and the City, and recorded in the Official Records of Orange County, California, on January 8, 1991, as Instrument No. 91-0088414 (the "Lease Agreement"); WITNESSETH: WHEREAS, the City and the Corporation have heretofore entered into the Site Lease, dated as of December 1, 1990 (the "Site Lease"), pursuant to which the City leased certain real property, described in Exhibit A to the Site Lease (the "Site"), to the Corporation and the Corporation leased the Site from the City; WHEREAS, the Corporation and the City have heretofore entered into the Lease Agreement, pursuant to which the Corporation leased the Site to the City and the City leased the Site from the Corporation; WHEREAS, the City intends to acquire certain real property adjacent to the Site (the "Rindt Site") and the Corporation and the City deem it to be necessary and desirable that the Site Lease and the Lease Agreement be amended to provide for the Rindt Site to be added to the description of the Site; WHEREAS, Section 8.04 of the Lease Agreement authorizes alteration or modification of the Site Lease and the Lease Agreement, in accordance with the provisions of the Trust Agreement; WHEREAS, Section 9.01 of the Trust Agreement provides that the Lease Agreement and the rights and obligations of the parties thereto may be modified or amended at any time by a supplemental agreement, without the consent of the Owners of the Certificates (as such terms are defined in the Trust Agreement), inter alia, in regard to questions arising thereunder, as the parties thereto may deem necessary or desirable and which shall not adversely affect the interests of the Owners of the Certificates; and WHEREAS, the City and the Corporation have received the opinion of special legal counsel that amendment of the Site Lease and the Lease Agreement to provide for additional property to be added to the description of the Site, as described above, will not adversely affect the interest of the Owners of the Certificates; NOW, THEREFORE, in consideration of the above premises and of the mutual covenants hereinafter contained and for other good and valuable consideration, the parties hereto agree as follows: SECTION 1. Amendment of the Lease Agreement. Exhibit A of the Lease Agreement is hereby amended in full as set forth in Exhibit A attached hereto. SECTION 2. Execution in Countergarts. This First Amendment to Lease Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. SECTION 3. Applicable Law. This First Amendment to Lease Agreement shall be governed by and construed in accordance with the laws of the State of California. IN WITNESS WHEREOF, the Corporation has caused this First Amendment to Lease Agreement to be executed in its corporate name by its duly authorized officers; and the City has caused this First Amendment to Lease Agreement to be executed and attested in its name by its duly authorized officers, as of the date hereinabove stated. ANAHEIM PUBLIC IMPROVEMENT CORPORATION By: Finance Officer Attest: Secretary CITY OF ANAHEIM By: Finance Director Attest: City Clerk Approved as to form: JACK L. WHITE, CITY ATFORNEY By: City Auomey STATE OF CALIFORNIA ) ORANGE COUNTY ) On this day of , in the year 1992, before me, the undersigned notary public, personally appeared George P. Ferrone and Leonora N. Sohl, personally known to me or proved to me on the basis of satisfactory evidence to be the persons who executed this insu-ument as the Finance Officer and Secretary, respectively, of the Anaheim Public Improvement Corporation and acknowledged to me that the Anaheim Public Improvement Corporation executed the same pursuant to its bylaws or a resolution of its board of directors. (Notaxial Seal) (signature) Typed Name: Notary Public for the State of California My Commission Expires: STATE OF CALIFORNIA ) ORANGE COUNTY ) On this . day of , in the year 1992, before me, the undersigned notary public, personally appeared George P. Ferrone and Leonora N. Sohl, personally known to me or proved to me on the basis of satisfactory evidence to be the persons who executed this instrument as Finance Director and City Clerk, respectively, of the City of Anaheim and acknowledged to me that the City of Anaheim executed it. (Notarial Seal) (signature) Typed Name: Notary Public for the State of California My Commission Expkes: EXHIBIT A "EXHIBIT A DESCRIPTION OF SITE ?ar~ 1 Parcel I of that certain Lot Line Adjustment Plat No. 240, in the City of Anaheim, County of Orange, State of California, recorded on December 13, 1990, as Instrument No. 9(I-653417 of Official Records of said County. Parcel 2, ~n the cAt~ o~ ~nalm~n, County of 0~, Sta~ o~ ~l~f~, as n~ ~ ~ ~ ~ ~o th~ G~ankor~ ~ro~ ~ o~ 20.00 N~lco~an~n ~o~1, ~ t~ o~2oo o~ 2~ ~unt~ ~ o~ ~B ~lXol County. the No~orly lane of ~Lch ~s ~ ag ~011~n: inltr~u~ r~ord~ ~r 7, 1926 ~ ~k 682, P~e ~ of Dean o~ ~t~, Noah O~ 04' 30' ~ 230.00 ~t f~ ire ~ntormm~lon with uhm ~utho~ly 32' 10" Ban~ ~51.97 f~ ~ ~ho ~n~erline of ~ easmn~ g~ ~o ~ho 8out~n ~lifornia Idleon ~y rlcord~ June 20, 1966 ~n ~k 7973, Pa~ SO of Official C~pany EX~ any ~lon lyl~ wl~h~ said Douglass S~t. sa~d L~d Is ~clud~ ~l~ ~ area s~n on a ~p fil~ ~n t~ office of the County ~r~r o~ ~1~ O~gl ~y, In B~k 3, Page 4 of Parcel Parcel 2: OaXlfornia, ~ ~r ~p r~d~ ~n ~k B~ Page 120, M~soell~us ~rde, in the offi~ of t~ ~un~y ~or Of ~l ~gelon ~unty, ~ll~ornia, ~=r~d IS ~/~ing ac the ln~oreoot~o~ of i~th~l~ l~m o~ '~ 4 with t~ ~ter 1~ of D~glan GtrO~ lB con~y~ ~0 the ~n~y o~ ~a~e ~ ~ rocor~d ~o~r 7, 1926 In B~k 682, Page 109 M or ~e ~yl t~ alo~ ~id Exhibil A Page I Ilor~h O" 04' 30" Nest 400,02 feet to th~ Southw~lt'.egly ~g~c o~ ~he ~ oent~rline of ~ 25.~ ~eet ea~nt qrtnt~ ~o ~ ~tharn ~ll~o~ia C~ny b~ ~et~n~ receded Ju~ 28, 1966 in ~k T973, Page 50, BaLd land l~ lnolu~d wLthin ~he ~a ~h~ on A ~A~ filod ~n the offl~ of An ~nt 20.00 ft~, wLda ~oc ~-ell ~ ~ll ~ .~t ~ of ~ 4 og ~ ~k B, P~ 120 of M~foella~ems RecaPs, ~ t~ office of ~ ~ty ~cor~r of ~. ~geLee C~nty, tho ~o~h~ly 1~ o~ which ie ~lc~l~ to ~o11M~ ~l~t ~rd~ ~ 7, 1926 ~ ~ook 682, P~ 1~ o~ ~dm of ~ ~unty, Noah O' 04' 30- ~ 230.00 f~t ~ ~t~ ~or~tlon wi~h t~ sout~rl~ CAlifo=nia B~n ~ny ~ Ju~ 20, 1966 ~ ~k 7973, Pi~ 50 o~ Office1 ~y elint. Said la~ ~l ~nClu~d ~ithin t~ ~el I~ on a ~P ~lld ~n th~ of~/ce o~ the ~nty ~rder of aa~ ~ ~n~y, ~ ~k 3, P~e 4 of P~oel ~. Exhibit A Page 2