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<br />OAK #4843-3885-9090 v10 Exhibit F-64
<br />ATTY/AGR/2018.094/STRADA DOCKTOWN DEVELOPMENT AGREEMENT
<br />REV: 05-03-18 PR
<br />Page 64 of 93
<br />4.1. Timing of Exchange Conveyance. The Close of Escrow shall occur twenty
<br />(20) business days after the later of: (i) the date that the ordinance approving the Development
<br />Agreement becomes effective, and (ii) the date that is thirty-five (35) days after the City’s posting
<br />of a California Environmental Quality Act notice of determination related to the Existing Approvals
<br />provided no challenge, appeal, or referendum has been initiated related to any of the Existing
<br />Approvals, or, if a challenge, appeal, or referendum has been filed, such challenge, appeal, or
<br />referendum has been finally resolved in a manner acceptable to the Parties in their reasonable
<br />discretion; or on such later date as mutually agreed to by the Parties in writing, but in no event later
<br />than June 1, 2020.
<br />4.2. Public Right-of-Way and Public Service Easement and Maple Street Grant
<br />Deed. At Closing: (A) the Public Right-of-Way and Public Service Easement shall be conveyed
<br />to City via City’s execution and acknowledgment of an Acceptance of Irrevocable Offer of
<br />Dedication in the form attached hereto as Attachment 6 (“Acceptance of Irrevocable Offer”). At
<br />the time of City’s Acceptance of Irrevocable Offer, the Public Right-of-Way and Public Service
<br />Easement Area shall be free and clear of all recorded liens, encumbrances, assessments, easements,
<br />leases and taxes, except (i) the lien for current real property taxes not yet due and payable; (ii) any
<br />existing easements over the Public Right-of-Way and Public Service Easement Area for public
<br />utilities; (iii) exceptions ____, ______ and _______ listed on the Preliminary Title Report No.
<br />____________, dated _____________ [parties to insert list of those additional exceptions, if any,
<br />which do not unreasonable interfere with City’s ability to use the Public Right-of-Way and Public
<br />Service Easement Area for its intended purposes], (“Blomquist Strada Title Report”) issued by
<br />_________________ Title Company (“Title Company”) with respect to the Public Right-of-Way
<br />and Public Service Easement Area; (iv) matters created by, through or under City; and (v) such
<br />other matters, if any, as may be approved by City in its discretion (collectively, “City’s Permitted
<br />Exceptions”); and (B) City shall convey to Strada, fee title to the Maple Street Vacation Area by
<br />grant deed substantially in the form attached hereto as Attachment 5 (“Maple Street Grant Deed”),
<br />free and clear of all recorded and unrecorded liens, encumbrances, assessments, easements, leases,
<br />and taxes except (i) the lien for current real property taxes not yet due and payable; (ii) any existing
<br />easements over the Maple Street Vacation Area for public utilities; (iii) exceptions ____, ____, and
<br />_____ listed on the Preliminary Title Report No. ____________, dated _____________ [parties
<br />to insert list of those additional exceptions, if any, which do not unreasonable interfere with
<br />Strada’s ability to use the Maple Street Vacation Area for its intended purposes], (“Maple Street
<br />Title Report”) issued by the Title Company with respect to the Maple Street Vacation Area; (iv)
<br />matters created by, through or under Strada; and (v) such other matters, if any, as may be approved
<br />by Strada in its discretion (collectively, “Strada’s Permitted Exceptions”). Neither Strada nor the
<br />City shall voluntarily create any new exceptions to title on the Public Right-of-Way and Public
<br />Service Easement Area or the Maple Street Vacation Area, respectively, following the Effective
<br />Date.
<br />5. Title Insurance Policies. Following recordation of the Maple Street Grant Deed and
<br />the Acceptance of Irrevocable Offer, Escrow Agent shall provide each of City and Strada with an
<br />ALTA or CLTA, at each Party’s discretion, owner’s policy of title insurance, in an amount to be
<br />determined by the Parties, issued by the Title Company, together with any endorsements that City
<br />or Strada may reasonably request, showing (i) fee simple title to the Maple Street Vacation Area
<br />vested in Strada, subject only to Strada’s Permitted Exceptions and the printed exceptions and
<br />6.4.B. - Page 89
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