Agmt15 Hamiilton & Winslow Properties, LLC - DDA

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request of Developer, undertake appropriate proceedings, subject to applicable legal requirements, as may be necessary to abandon existing easements and relocate them, as necessary or appropriate in connection with the development of the Project. Developer shall be responsible for the costs of relocating utility or other easements and facilities, provided, however that City agrees that it will pay for a pro rata share of the costs associated with the relocation of the existing utility or other easements and facilities located within the Public Access Parcels themselves. Prior to the commencement of any construction, the parties shall meet and confer in good faith to determine the proportionate share of such utility relocation costs to be borne by each party. 4.2 Satisfaction of Parking Standards. The parties agree that, pursuant to the parking standards set forth in the Precise Plan, the Project is required to provide a total of two hundred three (203) parking spaces, which requirement may be satisfied either by providing on-site parking or payment of the City's In-Lieu Parking Fee, or a combination thereof. The parties agree that the parking standards for the Project shall be satisfied as follows: (a) On-site spaces: The Project shall provide eighty-eight (88) on-site underground parking spaces in the Hamilton Garage, in accordance with plans approved by the City. Developer shall provide valet parking at all times that the Hamilton Garage is open; (b) In-Lieu Parkin� Fees: Pursuant to the Precise Plan parking standards, Developer is also required to pay In-Lieu Parking Fees for a total of one hundred fifteen (115) parking spaces for the Project. However, based on the application of the credit provided in paragraph (c) below, the Developer shall pay In-Lieu Parking Fees of THREE HLTNDRED FIFTY THOUSAND DOLLARS ($350,000); and (c) In-Lieu Parking Fee Credit: In consideration for the Developer's undertaking to develop and construct the connections through the Public Access Parcels from the Hamilton Garage to the Jefferson Garage and to the future Winslow Garage, respectively, and for agreeing to undertake the ongoing obligations set forth in the Easement and Parking Agreement, attached hereto as Exhibit D, City agrees that Developer shall receive an In-Lieu Parking Fee credit equivalent to (i) full credit for eighty (80) parking spaces, at $25,000 per space; and (ii) partial credit for thirty-five (35) parking spaces, of $15,000 per space. The execution and recordation of the Easement and Parking Agreement is a condition of approval of the Project. 4.3 Fox Theatre Agreement. The owner of the Fox Theatre and the Fox Theatre Parcel, Fox Theater Properties, LLC, a California limited liability company (the "Theatre Owner"), is an entity related to Developer. Developer agrees to cause Theatre Owner, as a community benefit to be provided by the Project, to execute the Fox Theatre Agreement in a form reasonably acceptable to City (the "Fox Theatre Agreement"). Pursuant to the Fox Theatre Agreement, Theatre Owner agrees to make available to the City, at no cost to City, for a period of three (3) years following completion of the Project (i) approximately 900 square feet of office space within the Fox Theatre to be used as a police substation; and (ii) the main auditorium of the Fox Theatre for up to four (4) community events per year. The Fox Theatre Agreement shall allow the City, in its discretion, to assign its right to use the FoX Theatre far community events to another public agency or non-profit organization. ATTY/AGR/2015.146/HAMILTON-WINSLOW DDA REV:08-18-15 VR Page 19 of 40 82483.00019\9644366.16