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6.3B <br /> Page 1 <br /> � <br /> ���,�� _ ; <br /> ���������r�a�#���t�r��d ��.j►��cil <br /> ,��-����d�►e��p��nt.��enc� Board <br /> �rQr�i�s� �� ._` r��� �e:Execut�ve D�rector <br /> September 11, 2006 <br /> Subjec# <br /> Assignment and Assumption Agreement far Amended and Restated Disposition and <br /> Development Agreement for powntown Retai{-Cinema and Parking Project{Qn Broadway) <br /> Recommendation <br /> Approve the Assignment and Assumption Agreemen# per the Amended and Restated <br /> Disposition and Devefopment Agreement for the Downfiown Retail-Cinema and Parking <br /> Project(On Broadway},from On Broadway Redwood Ci#y, LLC,a Califomia iimited liability <br /> company, fo On Braadway lnvestors, LLC, a Delaware limited liability company, and <br /> authorize the City Manager and the Redevelopment Agency Executive Director to execute <br /> same. <br /> Background <br /> On December 9, 2002, the City Council and Redevelopment Agency approved an <br /> Amended and Restated Dispos�ion and Deveiopment Agreement ("Originat DDA"} with <br /> BHV lnnisfree Ventures I, LLC (BHV Innisfree} for deve(opment of the Downtown Retail- <br /> Cinema and Parking Project (On Broadway)(executed January 8, 2003}. <br /> Subsequently, the above parties entered into the First Irnplementation Agreement to the <br /> DDA on February 24, 2003 which altowed the City, in lieu of the Agency, to conduct <br /> eminent domain proceedings for the project. <br /> A Second lmpfementation Agreement to the DDA was entered into on September 23, 2003 <br /> which allowed the City/Agency to begin site clearing wark in advance of a cons#ruction <br /> agreement. Per this agreement, the City/Agency adva�ced funds in the amount of <br /> $425,500 which the developer subsequentfy repaid at the close escrow for the purchase of <br /> the air rights above the�.public parking garage. (The 4riginal DDA, Firs# implemen#ation <br /> Agreement and the Second Implementation Agreement are all collectively referred to <br /> herein as the"DDA."} <br /> In connection with the implementation of the DDA, the parties also have entered into <br /> certain other agreements, including the Construction and Reimbursement Agreement for <br /> Downtown Underground Pub(ic Parking Facifity, Construction and Reimbursement <br /> Agreement for powntown Retaii/Cinema Streetscape, and the Reciprocal Easement and <br /> 1;2006 S7AFF REPORTSW9-2006Wssignment and Assumption Agreement for On Braadway 1 <br />