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REV: 09-14-2022 SK <br />EXHIBIT A <br />RECORDING REQUESTED BY <br />AND WHEN RECORDED MAIL TO: <br />IQHQ Elco Yards, LP <br />c/o IQHQ, Inc. <br />674 Via De La Valle, Suite 206 <br />Solana Beach, CA 92075 <br />) <br />) <br />) <br />) <br />) <br />) <br />) <br />) <br />(Space Above This Line for Recorder’s Use Only) <br />ASSIGNMENT AND ASSUMPTION OF <br />REGULATORY AGREEMENT AND DECLARATION <br />OF RESTRICTIVE COVENANTS <br />(South Main Mixed Use – Parcel A) <br />THIS ASSIGNMENT AND ASSUMPTION OF REGULATORY AGREEMENT <br />AND DECLARATION OF RESTRICTIVE COVENANTS (South Main Mixed Use – Parcel A) <br />(this “Assignment”) is dated effective ___________, 2022, by and between IQHQ Elco Yards, <br />LP, a Delaware limited partnership (“Assignor”) and IQHQ TRS Elco Yards, Inc. a Delaware <br />corporation (“Assignee”). <br />Recitals: <br />A. Assignor, the City of Redwood City, a charter city and municipal corporation <br />(“City”) and Kopf & Kopf LLC, a California limited liability company (“Kopf”) previously <br />entered into that certain Regulatory Agreement and Declaration of Restrictive Covenants (South <br />Main Mixed Use – Parcel A) dated as of April 28, 2022, and recorded on June 1, 2022 as <br />Instrument No. 2022-044651 in the Official Records of San Mateo County, California (the <br />“Regulatory Agreement”), which sets forth certain requirements for the provision of affordable <br />units on that certain real property described as Parcel A as shown on that certain Map entitled, <br />“Final Map No. 2020-002 South Main Mixed Use – 1601 El Camino Real”, which Map was filed <br />in the Office of the Recorder of the County of San Mateo, State of California, on June 1, 2022, in <br />Book 144 of Maps, at Pages 10-17 (the “Property”), as more particularly described in the <br />Regulatory Agreement. Capitalized terms used but not defined in this Assignment are defined in <br />the Regulatory Agreement. <br />B. Assignor desires to assign to Assignee all of Assignor’s rights and benefits under <br />the Regulatory Agreement, and Assignee desires to assume from Assignor all of the Assignor’s <br />liabilities, duties, and obligations imposed in connection with the Regulatory Agreement, as <br />provided in this Assignment. <br />NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of <br />which are hereby acknowledged, the parties agree as follows: <br />ATTY/AGR.2022.341/IQHQ Elco Yards, LP (Page 4 of 9)