Reso PC22-09 0083 PC Reso Recommending General Plan Amendment Approval Harbor View Project

Browse Search

ATTY/AGR/2022.389/HARBOR VIEW PROJECT DEVELOPMENT AGREEMENT REV: 10-28-2022 VR 13 A. Initial Term. The “Initial Term” of this Agreement shall commence on the Effective Date and shall expire on the date which is ten (10) years thereafter unless earlier terminated as provided in this Agreement. B. Extended Term. Subject to the terms and conditions in this Section 4.2.B. Developer shall have the right to extend the Initial Term for five (5) years (“Extended Term”) for a full Term of fifteen (15) years, subject to potential further extension for Force Majeure Delays as provided in Section 4.2D. The Term has been established by the Parties as a reasonable estimate of the time required to carry out and develop the Project and obtain the public benefits of the Project. In order to obtain the extension, Developer shall be in compliance with all of its obligations under this Agreement and Project Approvals at the time the extension request is made and at the time the extension would become effective and shall have pre-paid $5,000,000 of the Parks and Recreation Contribution, which payment shall be non-refundable (the “Extension Criteria ”). If Developer desires to exercise the extension, Developer must submit a letter addressed to the City Manager requesting such extension at least sixty (60) days prior to the date that the Initial Term otherwise would expire (“Extension Request”). The Extension Request shall include documentation demonstrating that the Extension Criteria have been satisfied, or will be satisfied prior to the date that the Initial Term otherwise would e xpire. City shall grant the requested extension if the Developer is in compliance with this Agreement and if Developer has met the Extension Criteria. City’s determination whether Developer has met the Extension Criteria shall be based upon objective criteria, such that the decision to extend this Agreement is ministerial, and is not discretionary. Within ten (10) days after the written request of either Party hereto, City and Developer agree to execute, acknowledge and record in the Official Records of San Mateo County a memorandum evidencing any approved extension of the Initial Term pursuant to this Section 4.2.B. C. Effect of Termination. Upon the expiration of the Term, this Agreement shall be deemed terminated and of no further force and effect, subject, however, to the provisions set forth in Section 12.7 below. D. Force Majeure Delay; Extension of Times of Performance. Subject to the limitations set forth below, the Term of this Agreement and the time within which either Party shall be required to perform any act under this Agreement shall be extended by a period of time equal to the number of days during which performance of such act is delayed unavoidably and beyond the reasonable control of the Party seeking the delay by strikes, lock outs, and other labor difficulties; Acts of God; unusually severe weather, but only to the extent that such weather or its effects (including, without limitation, dry out time) result in delays that cumulatively exceed twenty (20) days for any winter season occurring after commencement of construction of the Project; failure or inability to secure materials or labor by reason of priority or similar regulations or order of any governmental or regulatory body; changes in local, state, or federal laws or regulations; any development moratorium or any action of other public agencies that regulate land use, development, or the provision of services that prevents, prohibits, or delays construction of the Project, including without limitation any extension authorized by Government Code Section 66463.5(d); or enemy action; civil disturbances; wars; terrorist acts; fire; unavoidable casualties; mediation, arbitration, litigation, or other administrative or judicial proceeding involving the Project Approvals or this Agreement, including without limitation any extension authorized by Government Code Section 66463.5(e) (each a “Force Majeure Delay”). An extension of time for