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HomeMy WebLinkAboutMINUTES - 02072006 - C.8 Scanning Worksheet — CCC Clerk Of The Board Pallet number Box number Date processed Number of maps Large Format Non-scan able Prepped by Indexing Information Form Type Y*A Date (YYYY MM--DD) 2a0 b—b2—0-1 <4genda Item U, -g Subject S b Department p Description �0 n -�1 � b 0 1 9'°DU Indexed by Scanning Information Scanned by Page count Flatbed scanner Yes / No Number of Flatbed Scans: Folder Damage Item Name Description Auditing Information Audit performed by COB Scanning Worksheet Rev 2 1� U TO: BOARD OF SUPERVISORS FROM: MAURICE M. SHIU, PUBLIC WORKS DIRECTOR DATE: February 7, 2006 SUBJECT: Approving the Parcel Map for Minor Subdivision 04-00007 (cross-reference DP 02- 03045), being developed by M Central LLC, Richmond area. (District I) SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION RECOMMENDATION(S): ADOPT Resolution No. 2006/ '10 for Minor Subdivision 04-00007(cross-reference DP 02-03045),approving the Parcel Map for project being developed by M Central LLC, Richmond area. (District I) FISCAL IMPACT: None. BACKGROUND/REASON(S) FOR RECOMMENDATION(S): Minor Subdivision 04-00007(cross-reference DP 02-03045)has been reviewed and processed by Public Works staff and meets all applicable conditions of approval for recordation of the parcel map. The improvement plans were prepared under Development Permit DP 02-03045 and reviewed and processed by Public Works staff. CONSEQUENCES OF NEGATIVE ACTION: The parcel map will not be approved. .r- Continued on Attachment: �� SIGNATURE: ECOMMENDATION OF COUNTY ADMINISTRATOR _RECOMMENDATION OF BOARD COMMITTEE IkKROVEOTHER cz f" SIGNATURES Q ACTION OF BOV ON rZ4,L*-� tvyT 4040,6 APPROVED AS RECOMMENDED OTHER I hereby certify that this is a true and correct VOTE F SUPERVISORS copy of an action taken and entered on the UNANIMOUS(ABSENT- ) minutes of the Board of Supervisors on the AYES: NOES: date shown. ABSENT: ABSTAIN: Originator:Public Works(ES) Contact: S.Gospodchikov(313-2316) LS:rm ATTESTED: G:\GrpD.ata\EngSvc\BO\2006\02-07\MSO4-00007 BO-14.doc JOHN SWEETEN, Clerk o the Board of cc: Current Planning,Community Development Redevelopment,Community Development,Attn:Maureen O'Shea Supervisors and County Administrator M Central LLC 385 Pittsburg Ave. Richmond,CA 94801 Attn:Marvin Mendelsohn American Contractors Indemnity Company 9381 Airport Blvd.,9'"Floor By� , Deputy Los Angeles,CA 90045 Attn:John Van Bokkelen THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA Adopted this Resolution on February 7, 2006,by the following vote: AYES: Uilkema,Piepho,DeSaninier,Glover and Gioia NOES: None ABSENT: None ABSTAIN: None RESOLUTION NO. 2006/ SUBJECT: Approving the Parcel Map for Minor Subdivision 04-00007(cross-reference DP 02- 03045),being developed by M Central LLC, Richmond area. (District I) The following document was presented for Board approval this date: The parcel map of Minor Subdivision 04-00007 (cross-reference DP 02-03045), property located in the Richmond area, Supervisorial District I,said map having been certified by the proper officials; Said documents were accompanied by: 1. Letter from the County Tax Collector stating that there are no unpaid County taxes heretofore levied on the property included in said map and that the 2005-2006 tax lien has been paid in full and that the 2006-2007 tax lien,which became a lien on the first day of January 2006, is estimated to be $38,200.00. 2. Security to guarantee the payment of taxes, as required by Title 9 of the County Ordinance Code, in the form of a surety bond, No. 606549, issued by American Contractors Indemnity Company with M Central LLC as principal, in the amount: $38,200.00, guaranteeing the payment of the estimated tax. Originator.Public Works(ES) I hereby certify that this is a true and correct copy of an Contact•. S.Gospodchikov(313-2316) action taken and entered on the minutes of the Board of LS:mt Supervisors on the date shown. G:\GrpData\EngSvc\BO\2006\02-07\MS 04-00007 BO-14.doc cc: Current Planning,Community Development �• Redevelopment,Community Development,Ann:Maureen O'Shea ATTESTED: M Central LLC 385 Pittsburg Ave. JOHN SWEETEN, Clerk&4e Board of Supervisors and Richmond,CA 94801 Attn:Marvin Mendelsohn County Administrator American Contractors Indemnity Company 9381 Airport Blvd.,9"Floor Los Angeles,CA 90045 By ��— tat.. , Deputy Attn:John Van Bokkelen RESOLUTION NO.2006/ y�' SUBJECT: Approving the Parcel Map for Minor Subdivision 04-00007 (cross-reference DP 02- 03045), being developed by M Central LLC, Richmond area. (District I) DATE: February 7, 2006 PAGE: 2 NOW, THEREFORE, THE FOLLOWING IS RESOLVED: 1. That said subdivision, together with the provisions for its design and improvement, is DETERMINED to be consistent with the County's general and specific plans. 2. That said parcel map is APPROVED and this Board does not accept or reject on behalf of the public any of the streets,paths or easements shown thereon as dedicated to public use. RESOL UTION NO. 2006/.0 }N}.. W yy��{���y ]� q yy� O �� qS G y��4�]y no a- l.,a i g;t waYoiuL{ ym, "u' t$S$N uA YWNZ <j Kth<mY i 4 i b OY f 6 G YV-ri = 1Bj O J its O W <q p�1 {y �g G tai �N myWa O `S �j< $ Y Y n F« dot ?Uwb $ S (( 3 alp �,WU m lY.. K<YY miOC '3 Zy� y t �TV pyOi�,Wy2 � �y.tP M�4 SiR 3 ONA! ZK C V OpS O a W W a tt y ;p 6�t o i ss5i�aN * Y q 00 �•t ? to p 1/ to O" w � o A0 O # � NN W`ZZ � 3pW ,{ �,F yl�i yW�F� 0.2 Q r 'e3c� o` Inyy{4 Oyu } YO UC t-»OFy205 <3 Vii' V1 mppOh yWy. 4 lel �ja � r�'� �Y[ , ty-� J Q yW�yppzz $!~ OpY QQy W FO y�2$K3 J i 6 F,y, RU ~3tNpt yy<gt32,f� m K$�j 0 i'lJ•9G�(`��f' =�YN•t�1Tr• .2 3. 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Q 0 r733MYde0.UJ_VG8M03 II WR"qy of '3Sr3 SS333r 0 99 Wd O V QuUJI ^ o zd J z q I =$I a o W `� m II Rio w�u >� o¢ o z 4' IC-1 V1 0E O�DOp .-CM Ot102! l3b?Jl N30?J1/J ii >wm W O>xz� �Ey' mw s m „ I ate« • (�1""�© W U5p 3 733MYd!0 JUM38 903 35 I�f�l 1✓� �y W f r3 SS333r8s901M1'd (I opo Q_ zill �Oy a W ��S8M30wo1 r 6TM0e II I•So }��g Z W I --'re'f9136a,61J0w II = a N Iw � 4 a =1 Ra P �m 0 �o II mm IF a 14 ¢ b 1'l/m _strn i8�cba9 V OI a NnMll w� o.+ I g °afiiY9533v a"90ftWd j� Ld � o 0 i II_ !►�sr3nnx J �a e1de M3Sr3 : mo�is. 66333r o 9w9Mre I 1S 1MY18rM ~ LAE9"f6138;d.109 L60'Y671,90'►613,l►.87.10 b I I Q 14K a 15 1ri11933 C3 m ef'^ s m du op h�i yl.. Aad 99om W 4N p�C > a1T_�1 tim i V �m u �m =�a Q WRQ rm uo pu Q)Iy4 OIMp1il M/M 1WWd O1018tJM.� a iow I�um LY,N.IOIi bl o f as MIT H Ib�yQ AVM)Iabd ONOINW31H o a I, Qo \ 1 X42 __-_ ___-_-_-_-_00'9153.1 \/OID AFTER" 2%18/06 • 1/4/06 CHICAGO $42 04-007 Tax Collector's Office William J. Pollacek 625 Court Street Contra County Treasurer-Tax Collector Finance Building, Room 100 P. O. Box 631 Russell V.Watts Martinez,California 94553- Costa Chief Deputy Treasurer-Tax Collector 0063 (925)646-4122 County Joslyn Mitchell (925)646-4135 FAX 1 Tax Operations Supervisor s ---L p - nlAi1L �;Q,x OST'9 COU14'� Date: 1/4/2006 IF THIS TRACT IS NOT FILED PRIOR TO THE DATE TAXES ARE OPEN FOR COLLECTION (R&T CODE 2608) THIS LETTER IS VOID. This will certify that I have examined the map of the proposed subdivision entitled: Tract/MS# City T.R.A. 04-007 RICHMOND 85164 Parcel#: 408-190-044-3 and have determined from the official tax records that there are no unpaid County taxes heretofore levied on the property included in the map. The 2005-2006 tax lien has been paid in full. Our estimate of the 2006-2007 tax lien, which became a lien on the first day of January, 2006 is $38,200.00 This tract is not subject to a 1915 Act Bond. If subject to a 1915 Act Bond, the original principal to calculate a segregation is The amount calculated is void 45 days from the date of this letter, unless this letter is accompanied with security approved by the Contra Costa County Tax Collector Subdivision bond must be presented to the County Tax Collector for review and approval of adequacy of security prior to filing with the Clerk of the Board of Supervisors. WILLIAM J. POLLACEK, Treasurer-Tax Collector By: SUBDIVISION TAX BOND EXECUTED PURSUANT TO REQUIREMENT FOR SECURITY UNDER THE - CALIFORNIA LAW RELATING TO SUBDIVISIONS Know All Men by These Presents: That we, M Central, LLC as principal and, American Contractors Indemnity Company a corporation,duly organized and doing business under and by virtue of the laws of the State of California, and duly licensed for the purpose of making, guaranteeing or becoming sole surety upon bonds or undertakings require&or authorized by the laws of the State of California, as Surety, are held and firmly bound unto the County of Contra Costa in the sum of Thirty-eight thousand two hundred and 001100 **********"""Dollars ($38,200.00), lawful money of the United States of America, for the payment whereof well and truly to be made, we bind ourselves,our heirs,executors,successors and assigns,jointly and severally,firmly by these presents. THE CONDITION OF THE FOREGOING OBLIGATION IS SUCH THAT, WHEREAS, The owner(s) of a division of land representing a certain subdivision of real estate, to wit: Tract No./Parcel Map No. 04-007 and APN 408-190-044-3, intend(s).to file a map thereof with the Recorder of Contra Costa County;and WHEREAS, There are no liens against the subdivision or any part thereof for unpaid state, county, municipal or. other local taxes or assessments collected as taxes except taxes or assessments not yet payable;and WHEREAS,The provisions of the Government Code of the State of California require that this bond be filed with the Clerk of the Board of Supervisors of Contra Costa County prior to recordation of the tract/parcel map; NOW, THEREFORE, If the above-bounden principal shall pay when due all taxes and assessments, which at the time of filing said map,are a lien against the subdivision,or any part thereof,but not yet payable,then this obligation shall be null and void;otherwise to remain in full force and effect. The obligation of the surety hereunder shall arise immediately upon the failure of the above-bounden principal to pay when due to the County of Contra Costa the aforesaid taxes and assessments and shall remain in full force and effect until said taxes and assessments,including any supplemental assessments,are paid in full including any penalties incurred. In respect to such obligation the surety waives the benefit of the provisions of Section 2845 of the Civil Code of California. r If legal action is required to recover under this bond, the protection afforded by it shall cover the payment of reasonable attorney fees. Signed and sealed this 18`h day of January 2006 BOND NUMBER 606549 M Central.LLC Principal B Y Marvin Mendelsohn,Managing Partner Title This must be acknowledged American Contractors Indemnity Company by a Notary Public. Surety 9381 Airport Blvd.,91h Floor Los Angeles,CA 90045 800)486-6695 S 44 Ad i ess By Joh V Bokkelen,Attorney-in-Fact Title DATE: T—Ammou BOND REVIEWED S&D APPROVED CONTRA COSTAQqNTY TREA UR - T Lr&CT01V BY: CALIFORNIA ALL-PURPOSE.ACKNOWLEDGMENT State.of California. ss: Countyof_ Contra Costa JAN.9 On before" me, Kenneth J. Goodwin Date Name and-Title of Officer(e.g.,"Jane Doe,Notary Public") personally, appeared. John Van Bokkelen. , Name(s)of Signers) P7 personally known tome ❑ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the .same 'in his/her/their KENNETH J.GOODWIN authorized capacity(ies), and that by his/her/their Cpmm•No.150192D ca . ' signature(s) ori the instrument the person(s), or the V Notary pubnc-Califotnla, w CONTRA COSTA COUNTY ^' . entity upon behalf of which the person(s) acted, . - MV Clim-ew my 19,2008 executed.the instrument. m apd official seal. Place Notary Seal Above Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of.this form to another document. Description of Attached Document Title or Type of Document:'' Document Date:. Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name:; Signer's Name: ❑ .Individual El Individual El Corporate Officer—'Title(s); ❑ Corporate Officer—Title(s): ❑ Partner—El Limited 0 General ❑:Partner=❑ Limited ❑ General 0 Attorney in Fact Top of thumb Here ❑ Attorney in Fact - Top of thumb here ❑ Trustee El Trustee ❑. Guardian.or Conservator. ❑. Guardian or Conservator. ❑..Other: ❑ Other: Signer Is Representing: Signer Is.Representing: ©2004 National Notary'Association•9350 De Soto Ave.,P.O.Box 2402•Chatsworth,CA 91313-2402 Item No.5907 Reorder:Call Toll-Free 1-800-876-6827 American Contractors Indemnity Company 9841 Airport Blvd.,91h Floor Los Angeles,California 90045 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That American Contractors Indemnity Company of the State of California,a California corporation,does hereby appoint, Colby Craig,Ken Goodwin or John Van Bokkelen of Concord,California its true and lawful Attomey(s)-in-Fact,with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $ **********3,000,000.00********** . This Power of Attorney shall expire without further action on April 20,2008 This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following resolutions adopted by the Board of Directors of AMERICAN CONTRACTORS INDEMNITY COMPANY at a meeting duly called and held on the 6`h day of December, 1990. "RESOLVED that the Chief Executive Officer,President or any Vice President, Executive Vice President,Secretary or Assistant Secretary,shall have the power and authority I. To appoint Attorney(s)-in-Fact and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof and, 2. To remove,at any time,any such Attorney-in-Fact and revoke the authority given. RESOLVED FURTHER, that the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney or certificate bearing such facsimile signatures or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached." IN WITNESS WHEREOF, American Contractors Indemnity Company has caused its seal to be affixed hereto and executed by its authorized officer on the 18th day of October ,200 5 . AMERICAN CONT O S INDEMNITY COMPANY By: Name: Leon .B Jr. its Senior Vice President STATE OF CALIFORNIA § COUNTY OF LOS ANGELES § On this 18th day of October 200 5 , before me, /Jacki Layfield , a notary public, personally appeared Leon B.Back,Jr. Senior Vice President of American Contractors Indemnity Company, to me personally known to be the individual and officer described herein, and acknowledged that he executed the foregoing instrument and affixed the seal of said corporation thereto by authority of his office. WITNESS my hand and official seal. JACK) LAYFIELD NComm.#1484956 'A NOTARY PUBLIC•CAUFORNIA YJ Los An"Ist' Signature of Notary @MY Corm°..bou APR10,2We I,Jeannie J.Kim,Corp rate Secretary of American Contractors Indemnity Company,do hereby certify that the Power of Attorney and the resolutions adopted by the Board of Directors of said Company as set forth above, are true and correct transcripts thereof and that neither the said Power of Attorney nor the resolutions have been revoked and they are now in full force and effect. IN WITNESS HEREOF,I have hereunto set my hand this 18th day of January ,200 6 . Bond No. 606549 17)A Jeannie J.km,Corporate Sec etary Agency No. #2507 Rev.POA07//04 r In re. Tract/MS #,04-007 Principal: M Central, LLC Marvin Mendelsohn 385 Pittsburg Ave. Richmond, CA 94801 510.236.2488 Title Company: Chicago Title One Kaiser Plaza, Suite 745 Oakland, CA 94612- 510.451.8888 Surety; HCG Surety/American Contractors Indemnity Company 9841 Airport Blvd., 9th floor Los.Angeles,CA 90045 . 800.486.6695 of,J1A1:0O6 i0:34 415-482••831. CRE TRE 4 COMW-RC.IAL atu di ICA UNITED COMl1ilERCIAL BANK CERTIFICATE I certify that: 1 . I •m now and at the times mentioned below was the duly elected, qualified, and acting Secretary of U. F. Service Corporation (the "Corporation*), a California oorporation, which Corporation is a wholly-owned subsidiary of United Commercial Bank, a duly organized and existing state-chartered commerdel bank, In charge of the minute books and corporate records of the Corporation. 2. 1 certify that the following persor, holds the office In this Corporation indicated below and that.the signature set forth below Is a specimen of the genuine signature of such officer: JoTas B. Miller Senior Vice President and Treasurer 3. 1 also cerWy that this person is authorized on behalf of the Corporation to sign singly such documents, contracts or other instruments required to be executed by the Corporation to carry out his duties. Dated: January 18, 2006 Eileen Romero, Secretary .(corporate seal) 1ATCA rmr 412OF"r •isf«oA/IiQO�YiPr flfrAf ,AH II t •iAM F ••!wino #4#11 t t s0 r"Noe wwrY.tAwwr�wNwA www � ' ';�?;'t0 Z0 39vd d -1V13W NOIlOV TTZ9VEZOTST BS :0T 900Z/BT/T0 Amended Basic Operating Agreement i; M Central, LLC fn accordance with the Beverly-Killea Limited Liability Company Act and subject to the Articles of Organization, to be filed with the Secretary of State of California, the members of West Ohio Avenue Land Company, listed on the signature page, make the following agreement as of September 8, 2003, regarding the conduct of the business and affairs of M Central, a California limited liability company `';Company„); ..ARTICLE 1. DEFINITION OF TERMS 1:,-.01 . When used in this agreement, the following terms have the meanings set forth here: (:o) "Act" means California's Beverly-Killea Limited Liability Company Act, as set Orth in Corporations Code Title 2.5. (b) "Agreement' means this operating agreement, as originally executed and as amended from time to time. (c) "Articles" means the Articles of Organization for the Company filed under Corp. Code §17050, including all amendments thereto or restatements thereof. (ci) "Available cash" of the Company means all cash funds of the Company on hand from time to time (other than cash funds obtained as contributions to the ,capital of the Company by the members and cash funds obtained from loans to the Company), after (1) payment of all ,,perating expenses of the Company as of such time, (2) provision for payment of aIII outstanding and unpaid current obligations of the.Company as of such time, and (3) provision for a working capital reserve, as defined below. ;(e) "Bankrupt" or "bankruptcy" means, with respect to any person, being the ,Nbject of any order for relief under Title 11 of the United States Code, or any successor statute. (f) "Capital account" means the individual accounts established-and maintained pursuant to Paragraph 3.04. (g) "Capital contribution" means the total value of cash and agreed fair market value of property contributed and agreed to be contributed to the Company by M'Central Basic Operating Agreement Page 1 of 18 Z0 '` 9dd d IV13W NOIlOV TTZ9VEZ0TST 8b :60 9002/BT/T0 '3 R4f 0,ach member, as shown in Exhibit A, as the same may be amended from time to time. (ti) "Code" means the Internal Revenue Code of 1986, as amended. All references in this Agreement to sections of the Code include any corresponding provision or provisions of succeeding law. (i) "Company" means M Central, a California limited liability company. O� "Entity" means any association, corporation, general partnership, limited partnership, limited liability company, joint stock association, joint venture, firm, gust, business trust, cooperative, and foreign association of like structure. (k) "Interest" in the Company means the entire ownership interest of a Member in the Company at any particular time, including the right of the member to any and 411 benefits to which a Member may be entitled as provided in this Agreement and under the Act, together with the obligations of the member to comply with all of the terms and provisions of this.Agreement. (I) "Manager" means the person designated by the Members as the Chief Executive Officer of the company, who is initially Marvin Mendelsohn. Vim) "Member" means a person who: (1) Has been admitted to the Company as-a Member in accordance with the Articles of Organization or Operating Agreement, or an assignee of an interest iii the Company who has become a Member pursuant to Corp. Code §17303. (2) Has not resigned, withdrawn, or been expelled_as a Member or, if other than an individual, been dissolved. `(n) "Percentage interest" of a Member means the percentage of the member set f9rth opposite the name of the Member in Exhibit A attached to this Agreement, 'as the percentage may be adjusted from time to time pursuant to the terms of this .Agreement. ,(o) "Principal office" means the office of the agent of this Company as shown in its Articles. (p)-"Pro Rata Part" means the proportion that a percentage interest of a Member bears to the aggregate interest in the Company of all Members. V Central Basic Operating Agreement Page.2 of 18 E0 39dd 6 lV13W NOI DV TTZ9VEZ0TST Bb :60 900Z/BT/T0 (q) "Share" refers to an interest in the Company. Whenever reference is made to "percentage interest," a share may be converted into the same by dividing a Member's number of shares by the total of all shares outstanding. n "Substitute Member" means an individual or entity that is admitted into ( ) Y Y membership on the written consent of all Members In accordance with Paragraph $ 11 . s;l "Tax Matters Member" means the member chosen pursuant to Internal Revenue Code §6231(a)(7) to deal with the Internal Revenue Service on tax -- --mat-ters– -- -- - — p'. -ARTICLE 2. ORGANIZATION OF COMPANY ;`Formation of Company 2701 . The Members have formed a limited liability company under the Act by properly executing and filing the Articles and executing this Agreement. The rights, duties, and liabilities of the Members and the Managers are determined pursuant to the Act, the Articles, and this Agreement. ,,Company Name 2.02. The name of the'Company is M Central. The Company will transact business under that name. However, the Company may conduct business under another name if the Members think it advisable, provided that the Members comply with the Act and any other applicable laws, file fictitious name certificates and the like, and file any necessary amendments. C F', ompany Purpose .2.03. The purpose of the Company is to purchase, sell, lease and develop real property. Duration of Company and Agreement . 2:04. The duration of the Company and this Agreement is until the dissolution of the Company. ARTICLE 3. MEMBERS AND MEMBERSHIP INTERESTS M Central ,Basic Operating Agreement Page 3 of 18 b0 39Cd d -IV13W N0110C T79VEZ0191 8b :60 900Z/Bi/10 Names, Addresses, and Initial Capital Contributions of Members 3:01 (0). Members, their respective addresses, their initial capital contributions to the Company, and their respective percentage interests in the Company are set forth on Exhibit A, attached to this Agreement and made a part of it. Each Member agrees to make the initial contribution set out in Exhibit A in time for escrow to close on the acquisition of the West Ohio Avenue real property. (b). If a Member fails to make an initial Capital Contribution required under section 3.01 (a) (a Defaulting Member), the Manager shall notify each other Member (a Nondefaulting Member) in writing of the total amount of Defaulting Member ----- ---Capital-C-ontdbutions-not--made-(the-Capital Short-fall)-and-shall Spec-if-y-a-number- of days within which each Nondefaulting Member may make an additional Capital Contribution,which shall not be less than an amount bearing the same ratio to the amount of Additional Capital Shortfall as the Nondefaulting Member's C;,apital Account balance bears to the total Capital Accounts of all Nondefaulting Members. If the total amount of Additional Capital Shortfall is not so contributed, the Manager may use any reasonable method to provide Members the opportunity to make additional Capital Contributions, until the Additional Capital Shortfall is as fully contributed as possible. Following the Nondefaulting Members' making of such additional Capital Contributions, each Member's Percentage Interest shall be adjusted so that the proportion of the percentage share of the defaulting member equal to the proportion of the shortfall to the defaulting member's total initial capital contribution is distributed among the non-defaulting members in proportion to their additional contributions. Future Contributions 3.02(a). A majority of the Members:may determine from time to time that Capital contributions in addition to the Members' initial Capital Contributions are needed to enable the Company to conduct its business. On making such a determination, the Manager shall give notice to all Members in writing at least 90 days before the date on which such additional Capital Contribution Is due. The Notice shall set forth the amount of additional Capital Contribution needed, the purpose for W hich it is needed, and the date by which the Members shall contribute. Each Member shall be required to make an additional Capital Contribution in an amount that bears the some proportion to the total additional Capital Contribution that such Member's Capital Account balance bears to the total Capital Account balances of all Members. No Member may voluntarily make any additional Capital Contribution. (b). If a Member fails to make an additional Capital Contribution required under M Central Basic Operating Agreement Page 4 of I& 50 39tid 8 -la13W NOIlO'7 TTZ9VEZ0T5T Bb :60 9002/BT/T0 section 3.02(a) within 90 days atter notice is given by the Manager (a Defoullirig Member), the Manager shall notify each other Member (a Nondefaulting Member) in writing of the total amount of Defaulting Member Capital Contributions not made (the Additional Capital Shortfall) and shall specify a number ofdays within which each Nondefaulting Member may make an additional Capital Contribution,which shall not be less than an amount bearing the some ratio to the amount of Additional Capital Shortfall as the Nondefaulting Member's Capital Account balance bears to the total Capital Accounts of all Nondefaulting Members. If the total amount of Additional Capital Shortfall is not so contributed, the Manager may use any reasonable method to provide Members the opportunity to make additional Capital Contributions, until the Additional -----Capital-Shortfall-is as fully contdbuted as-possible.—Followin-g-th-e-Nondefaulting Members' making of such additional Capital Contributions, each Member's Percentage Interest shall be adjusted so that the proportion of the percentage share of the defaulting member equal to the proportion of the shortfall to the defaulting member's total initial capital contribution Is distributed among the non- defaulting members in proportion to their additional.contributions. M Central Basic Operating Agreement Page 3 of 18 90 30dd d -lC13W NOI V TTZ9bEZ0TST Bb :60 900Z/BT/T0 [ .._ Dated: OG Marvin Mendelsohn r M Central Basic Operating Agreement Page 20 of 1 a L0 30Vd d Ial3W NOIlOa TTZ9VEZOTST Bb :60 900Z/8T/T0 exhtatt A NAME CAPITAL PERCENTAGE SHARE CONTRIBUTION Marvin Mendelsohn $ 90,0% 3 Cook Street San Francisco, CA 94118-3310 Adele Mendelsohn $ 10.0% 5 Von Ripper Lane Orinda, CA 94563 Dated: Marvin Mendelsohn Dated: Adele-Men s n M Central Basic Operating Agreement Page 21 of 18 80 39Vd d ld13W NOIlOd TTZ9VEZOTST eb :60 900Z/BT/T0