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G)/ <br />Recorded at the Request of <br />Old Republic Title Company - <br />Oakland <br />I 1 l 462.LA06 <br />i <br />RECORDING REQUESTED BY <br />AND WHEN RECORDED MAIL TO: <br />City of Redwood City <br />1017 Middlefield Road <br />Redwood City, CA 94063 <br />Attention: City Clerk <br />NO FEE FOR RECORDING PURSUANT <br />TO GOVERNMENT CODE <br />SECTIONS 6103 AND 27383 <br />APN: 053-063-070 <br />No fee per GC27388.1; recorded in REGULATORY AGREEMENT AND DECLARATION <br />connection with concurrent transfer OF RESTRICTIVE COVENANTS <br />subject to imposition of <br />documentary transfer tax (13 04 El Camino Real) <br />This Regulatory Agree ent and Declaration of Restrictive Covenants (the "Agreement") is made <br />and entered into as of'�y1, 2022, by and between the City of Redwood City, a California charter <br />city and municipal corporation (the "City") and GS HIP 1304 ECR, LP, a California limited <br />partnership (the "Owner"). <br />RECITALS <br />A. These Recitals refer to and utilize certain capitalized terms, which are defined in <br />Article 1 of this Agreement. The Parties intend to refer to those definitions in connection with <br />the use of capitalized terms in these Recitals. <br />B. The City and Greystar GP II, LLC, a Delaware limited liability company <br />("Greystar"), are parties to that certain Purchase and Sale Agreement and Joint Escrow <br />Instructions dated November 16, 2020, as (i) partially assigned to IQHQ Elco Yards, LP, a <br />Delaware limited partnership ("IQHQ"), pursuant to that certain Partial Assignment and <br />Assumption of Purchase and Sale Agreement dated October 29, 2021 by and between Greystar <br />and IQHQ, and (ii) further evidenced pursuant to that certain Consent to Assignment of 1306 <br />South Main Purchase and Sale Agreement dated October 26, 2021 executed by the City <br />(collectively "Purchase Agreement"), whereby the City agreed to sell to IQHQ that certain <br />property located at 1306 Main Street, Redwood City ("Main Street Property") and Greystar, in <br />partial consideration for the sale of the Main Street Property to IQHQ agreed to replace all <br />twenty three (23) housing units located on the Main Street Property, including fifteen (15) units <br />affordable to very low income households and seven (7) units affordable to extremely low <br />income households ("Replacement Housing Units"). <br />C. IQHQ is developing the Main Street Property along with adjacent property that it <br />owns or controls with a mixed use development that includes 540 residential units including at <br />REV: 01-19-2022 SK <br />ATTY/AGR.2022.005/GS HIP 1304 ECR, LP (Page 1 of 23) <br />