Agmt19 YMCA of Sillicon Valley Master Project Agmt.

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1.19 Force Majeure shall have the meaning set forth in Section 9.3 ("Force Majeure") of this Agreement. 1.20 Force Majeure Delay means a time period equal to one day for each day a Party is prevented from performing pursuant to this Agreement as a result of a Force Majeure. 1.21 Governmental Authorities means those governmental authorities, including the City, the County or the State, having jurisdiction over the Project. 1.22 Governmental Permits means any and all permits, licenses, approvals and other consents and authorizations required from Governmental Authorities for the Project or any component thereof, as applicable. 1.23 Ground Lease shall mean the ground lease of the YMCA Site by City to YMCA - SV, in substantially the form attached hereto as Exhibit "D." 1.24 Hazardous Substance means any material, waste, substance, pollution or contaminant which may or could pose a risk of injury or threat to health or the environment, or as to which the manufacture, storage, release, processing, use or disposal is subject to regulation under Applicable Law. 1.25 Hudson Street Property means the property located at 1445 Hudson Street, Redwood City, owned by the YMCA -SV, which contains the facility to be replaced by the New YMCA, and to be purchased by the City under the Purchase Agreement. 1.26 Lender(s) means any lenders financing all or any portion of the New YMCA, including but not limited to lender(s) providing construction or permanent financing therefor. 1.27 Loan(s) means any loans by Lenders to provide financing with respect to all or any portion of the New YMCA. 1.28 New VMB/SC means the improvements to be developed as Phase 1 of the Project by the City to replace the Existing VMSC, as shown on the Conceptual Site Plan, as it may be modified by the Final Approved Plans for the Project. The New VMB/SC shall be a two-story building containing approximately 45,000 square feet, and include a lobby, multi-purpose rooms for meetings, dining room and kitchen, physical therapy and wellness rooms, lounge game room, outdoor roof terrace with running/walking track and gardens, office spaces for non-profit groups, multi-purpose theater with approximately 270 seats, and exhibit space honoring local United States veterans and National Football League alumni of northern California. 1.29 New YMCA shall have the meaning ascribed to it in the Recitals and as shown on the Conceptual Site Plan, Exhibit B, as may be amended by the Final Approved Plans for the Project. The New YMCA shall be a two-story building containing approximately 35,000 square feet and include a health and wellness center with exercise machines, weightlifting machines and free weights, and space for exercise classes; aquatic center with indoor and outdoor pools; daycare facility containing approximately 2,700 square feet, multi-purpose rooms for classes and ATTY/AGR/2019.316/YMCA MASTER PROJECT AGREEMENT Page 4 of 108