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To Developer: GS HIP 1304 ECR, LP 450 Sansome Street, Suite 500 San Francisco, CA 94111 Attn: Jonathan Fearn To City: City of Redwood City 1017 Middlefield Road Redwood City, California 94063 Attn: City Manager With a copy to: City of Redwood City 1017 Middlefield Road Redwood City, California 94063 Attn: City Attorney 25. Assignment by Developer. Developer may assign its obligations under this Agreement only with City's prior written approval. In connection with any such assignment, Developer and its assignee will execute and deliver to City a written assignment and assumption agreement in a form reasonably acceptable to the City Attorney. Developer may sell and/or grant the fee interest of lots/units or common area located on the Property and thereby transfer all of its obligations under this Agreement to its successors. Upon the sale and/or grant of a fee interest in a particular lot or common area located on the Property, Developer's obligations under this Agreement will inure to its successor -in -interest and Developer will thereafter be released from its obligations under this Agreement with respect to such lot or common area. 26. Covenant Running with the Land. This Agreement pertains to and will run with the Property. Upon execution, this Agreement will be recorded against the Property at Developer's expense. This Agreement binds the assigns and successors -in -interest of Developer, including any transferee of a fee interest in any lot, located within the Property. City and its successors and assigns, in the event of any breach of this Agreement, will have the right to exercise all of the rights and remedies, and to maintain any actions at law or suits in equity or other proper proceedings against Developer or its permitted successors and assigns to enforce the curing of such breach. Upon completion of performance and satisfaction by Developer of its obligations under this Agreement, including warranty obligations, a written statement will be recorded by City in the Official Records of San Mateo County terminating this Agreement and releasing all of the Property. The recorded written statement does not release the Parties from obligations that survive termination of the Agreement, including indemnification. 27. Miscellaneous. 27.1 Entire Agreement, Amendments. Recitals. This Agreement contains the entire understanding and agreement of the Parties. This Agreement may be altered, amended or modified only by an instrument in writing, executed by the REV: 08-30-21 SK ATTY/AGR.2021.230/South Main (Block F - SIA) (Page 13 of 23)