Parking Covenant Redwood City Partners,LLC

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This Parking Covenant and Agreement touches and concerns the Site. Pursuant to the terms of the DDA, this Parking Covenant and Agreement shall be recorded after the Effective Date and upon the close of escrow of Developer's purchase of the City Property. 1.2 Parties to Agreement. 1.2.1 The Ci The address of the City is 1017 Middlefield Road, Redwood City, CA 94063; Attention: City Manager. All of the terms, covenants and conditions of this Parking Covenant and Agreement shall be binding on and shall inure to the benefit of the City and its nominees, successors and assigns. 1.2.2 The Developer. The Developer is Redwood City Partners, LLC, a Delaware limited liability company. The address of the Developer for purposes of this Agreement is 10121 Miller Avenue, Suite 200, Cupertino, CA 95014; Attention: Derek K. Hunter, Jr.; Kilroy Realty Corporation, 100 First Street, Suite 250, San Francisco, CA 94105; Attention: Mike L. Sanford; and Kilroy Realty Corporation, 12200 West Olympic Blvd., Suite 200, Los Angeles, CA 90064; Attention: Legal Department. All of the terms, covenants and conditions of this Parking Covenant and Agreement shall be binding on and shall inure to the benefit of the Developer and its nominees, successors and assigns. Wherever the term "Developer" is used herein or therein, such term shall include any nominee, assignee or successor of the Developer. 1.2.3 The City and Developer are sometimes individually referred to as "Party" and collectively as "Parties." ARTICLE 2 TERMS 2.1 Covenants to Permit Public Parking. 2.1.1 Under the Parking Facilities Agreement The Parties have determined that there shall be Two Hundred Ninety (290) public parking spaces developed on the Site which shall constitute the "Regular Block Two Parking Spaces," as that term is defined in Section H.A. of the Parking Facilities Agreement. Developer covenants and agrees that it shall, as part of its Project, develop, operate and maintain a minimum of 290 public parking spaces (the "Existing Public Parking"). As required by paragraph VII.B. of the Parking Facilities Agreement, the Existing Public Parking must be made available for night and weekend parking, with up to four hours of free parking on nights and weekends for patrons of the Cinema and downtown businesses (subject to validation requirements). 2.1.2 Under the Downtown Precise Plan. The Downtown Precise Plan provides that Developer may elect to provide "Shared Parking," ("Shared Parking") as defined in Article 2 of the Redwood City Zoning Ordinance to serve the Project, which Developer has ATTY/AGR/2013.203/CD-PARKING COVENANT & AGREEMENT REV: 10-16-13 VR Page 3 of 16