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<br /> REAL PROPERTY PURCHASE AGREEMENT
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<br /> This Agreement is entered into this,- ~ day of March, 2003 by and between the City of Redwood
<br />City ("City") and 2117 Broadway Partners, LP., a California limited partnership ("Grantor(s)").
<br /> In consideration of which, and the other considerations hereinafter set forth, it is mutually agreed as
<br />follows:
<br />1. The City and Grantor(s) ("parties") have herein set forth the whole of their agreement. The
<br /> performance of this agreement constitutes the entire consideration for said document and shall relieve
<br /> the City of all further obligations or claims on this account, or on account of the location,
<br /> implementation, construction or operation of the Public Parking Garage Project ("Project") except as
<br /> otherwise provided herein;
<br />2. The City shall pay the sum of $4,250,000 for the property described as 2117-2121 Broadway, APN
<br /> 052-366-010, and which is the subject of that certain Eminent Domain lawsuit entitled "Complaint In
<br /> Eminent Domain," San Mateo County Superior Court, No. CIV 429511 ("the condemnation
<br /> lawsuit"), conditioned upon the property vesting in the City free and clear of all liens, leases,
<br /> encumbrances, easements (recorded and/or unrecorded), assessments and taxes, except taxes for the
<br /> fiscal year in which this sale closes shall be prorated and paid at the close of sale, or any and all other
<br /> claims for compensation arising out of the condemnation lawsuit. Any current taxes that cannot be
<br /> prorated and paid shall be cleared and paid in the manner required by section 4986 of the Revenue
<br /> and Taxation Code and/or as hereinafter provided; after execution of this Agreement by Grantor, the
<br /> Agreement will be submitted to the City Council for acceptance and thereafter final settlement will be
<br /> concluded by and through the entry of a Stipulation for Judgment, an Interlocutory Judgment in
<br /> Condemnation, a Final Order of Condemnation and, ultimately, a Final Condemnation Judgment, all
<br /> to be executed by the parties, entered and filed, in the aforementioned condemnation lawsuit; payment
<br /> of the settlement amount shall be satisfied from the amount deposited by City with the Treasurer of
<br /> the State of California on February 26, 2003, as the probable amount of compensation to be awarded
<br /> for the property and property interests being acquired in the condemnation lawsuit; additional
<br /> amounts, if necessary, to satisfy the total settlement will be paid out of escrow #455207, First
<br /> American Title Company, 555 Marshal Street, Redwood City, California;
<br />3. Grantor(s) agree to hold the City harmless and reimburse City for any and all of its losses and
<br /> expenses including, but not limited to, compensation for leasehold bonus value, fixtures and
<br /> equipment and improvements, any and all other compensation arising out of the condemnation
<br /> lawsuit; Grantor further agrees to the procedure set forth in the California Code of Civil Procedure
<br /> ("CCP"), commencing with CCP section 1230.010 et seq., with a particular reference to CCP
<br /> § 1260.220; Grantor further agrees to assume the defense for any and all of the aforementioned claims
<br /> upon any tender by City occasioned by reason of any lease of said property held by any tenant of
<br /> Grantor for a period exceeding one month, excepting therefrom any expenses and/or claim City
<br /> incurs resulting from its obligations for relocation assistance benefits which may arise by reason of
<br /> Article 9 of Chapter 4 of Division 24 of the Health and Safety Code of the State of California, or by
<br /> reason of Chapter 16 of division 7 of Title I of the Government Code of the State of California, or by
<br /> reason of the federal act entitled "Uniform Relocation Assistance and Real Property Acquisition
<br /> Policies Act of 1970" (Public Law 91-646), as amended, or by reason of any law or regulation of the
<br /> United States of America or the State of California;
<br />4. Grantors agree to obtain quit claim deeds from all existing tenants and further agree to assume any
<br /> and all liability for any claim from any tenant of the subject property arising out of the condemnation
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