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ATTACHMENT NO. 1 <br />Definitions <br />Net Sales Proceeds means the Gross Sales Proceeds <br />commission paid to an independent third party, if any. <br />Parking Facility (defined in §601) <br />Preliminary Report (defined in §310 <br />Project (defined in §105) <br />Project Area (defined in §104) <br />less the <br />Project Manager means the person designated by the Developer to <br />act for the Developer under this Agreement. <br />Project Site (defined in 9106) <br />Promissory Note (defined in §305) <br />Redevelopment Plan (defined in §103) <br />Sale of the Project means and includes, in addition to a <br />conventional sale, the following transfers: <br />If the Developer or subsequent owner of the Project is a <br />corporation which, under California corporation laws, regulations <br />and rules, is not deemed to be public, the transfer, assignment <br />or hypothecation of more than fifty percent (50%), in the <br />aggregate, of any class of voting stock in such corporation shall <br />be deemed a Sale of the Project for purposes of this Agreement. <br />If the Developer or subsequent owner of the Project is an <br />unincorporated association or partnership, the transfer, <br />assignment or hypothecation of more than twenty-five percent <br />(25%), in the aggregate, of the profit and loss participation in <br />such partnership or association shall be deemed a Sale of the <br />Project for the purposes of this Agreement. <br />Page 3 of 4 <br />