RecDoc 2018-088890 Strada Development Agreement 1548 Maple, LLC

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set forth in Section 12.7 below. This Agreement shall terminate with respect to any for sale residential lot and such lot shall be released and no longer be subject to this Agreement, without the execution or recordation of any further document, when a certificate of occupancy has been issued for the dwelling unit(s) on the lot, or when a final inspection has been satisfactorily completed for the dwelling unit(s) if City no longer has the practice of issuing certificates of occupancy for dwelling units. E. Force Majeure Delay; Extension of Times of Performance. Subject to the limitations set forth below, the Term of this Agreement and the time within which either Party shall be required to perform any act under this Agreement shall be extended by a period of time equal to the number of days during which performance of such act is delayed unavoidably and beyond the reasonable control of the Party seeking the delay by strikes, lock outs, and other labor difficulties; Acts of God; unusually severe weather, but only to the extent that such weather or its effects (including, without limitation, dry out time) result in delays that cumulatively exceed twenty (20) days for any winter season occurring after commencement of construction of the Project; failure or inability to secure materials or labor by reason of priority or similar regulations or order of any governmental or regulatory body; changes in local, state, or federal laws or regulations; any development moratorium or any action of other public agencies that regulate land use, development, or the provision of services that prevents, prohibits, or delays construction of the Project, including without limitation any extension authorized by Government Code Section 66463.5(d); enemy action; civil disturbances; wars; terrorist acts; fire; unavoidable casualties; mediation, arbitration, litigation, or other administrative or judicial proceeding involving the Project Approvals or this Agreement, including without limitation any extension authorized by Government Code Section 66463.5(e); or a Severe Economic Recession (each a "Force Majeure Delay"). An extension of time for any such cause other than a Severe Economic Recession shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if Notice (as defined in Section 14.5) by the Party claiming such extension is sent to the other Party within sixty (60) days of the commencement of the cause. If Notice is sent after such sixty (60) day period, then the extension shall commence to run no sooner than sixty (60) days prior to the giving of such Notice. Times of performance under this Agreement may also be extended in writing by the mutual agreement of the City Manager and Developer. Developer's inability or failure to obtain financing shall not be deemed to be a cause outside the reasonable control of the Developer and shall not be the basis for an excused delay unless such inability, failure, or delay is a direct result of a Severe Economic Recession. "Severe Economic Recession" means a significant decline in the residential real estate market, as measured by a decline of more than four percent (4%) in the Home Price Index during the preceding twelve (12) month period. Severe Economic Recession shall commence upon Developer's Notice to the City of the Severe Economic Recession (together with appropriate backup evidence). Severe Economic Recession shall continue prospectively on a quarterly basis and remain in effect until the Home Price Index increases for two (2) successive quarters; provided that the cumulative total Severe Economic Recession shall not exceed thirty-six (36) months. "House Price Index" means the quarterly index published by the Federal Housing Finance Agency representing home price trends for the Metropolitan Statistical Area comprising San Francisco -Redwood City -South San Francisco. If the House Price Index is discontinued, Developer and the City shall approve a 23 OAK 44843-3885-9090 vl I ATTY/AGR/2018.094/STRADA DEVELOPMENT AGREEMENT REV: 07-27-18 VR Page 23 of 94