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

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ATTY/AGR/2022.389/HARBOR VIEW PROJECT DEVELOPMENT AGREEMENT REV: 10-28-2022 VR 24 Section 8.5 Technical Amendments to this ARTICLE 8. City agrees to reasonably consider and approve interpretations and/or technical amendments to the provisions of this Agreement that are required by lenders for the acquisition and construction of the improvements on the Property or any refinancing thereof and to otherwise cooperate in good faith, at Developer’s expense, to facilitate Developer’s negotiations with lenders. ARTICLE 9.AMENDMENT OF AGREEMENT AND EXISTING APPROVALS Section 9.1 Amendment of Agreement by Mutual Consent. This Agreement may be amended in writing from time to time by mutual consent of the Parties hereto or their successors- in-interest or assigns. Section 9.2 Insubstantial Amendments to Agreement. Any amendment to this Agreement which does not substantially affect (a) the Term of this Agreement, (b) permitted uses of the Property, (c) provisions for the reservation or dedication of land, (d) conditions, terms, restrictions, or requirements for subsequent discretionary actions, (e) the density or intensity of use of the Property or the maximum height or size of proposed buildings, (f) the nature, timing of delivery, or scope of public improvements required by the Project Approvals, or (g) the amount of any monetary contributions by Developer, shall be deemed an “Insubstantial Amendment” and shall not, except to the extent otherwise required by Applicable Law, require notice or public hearing before the Parties may execute an amendment hereto. Such Insubstantial Amendment may be approved by the City Manager. Section 9.3 Major Amendment. Any amendment to this Agreement other than an Insubstantial Amendment shall be deemed a “Major Amendment” and shall be subject to approval by the City Council by ordinance following duly noticed public hearing before the Planning Commission and City Council consistent with Government Code sections 65867, 65867.5 and 65868. Section 9.4 Requirement for Writing. No modification, amendment, or other change to this Agreement or any provision hereof shall be effective for any purpose unless specifically set forth in a writing that refers expressly to this Agreement and is signed by duly authorized representatives of both Parties or their successors. The City Manager shall provide a copy of any such change to the City Council within thirty (30) days of its execution. Section 9.5 Amendments to Development Agreement Law. This Agreement has been entered into in reliance upon the provisions of the Development Agreement Law as those provisions existed as of the Agreement Date. No amendment or addition to those provisions which would materially affect the interpretation or enforceability of this Agreement shall be applicable to this Agreement, unless such amendment or addition is specifically required by the California State Legislature, or is mandated by a court of competent jurisdiction. In the event of the application of such Changes in the Law, the Parties shall meet in good faith to determine the feasibility of any modification or suspension that may be necessary to comply with such Changes in the Law and to determine the effect such modification or suspension would have on the purposes and intent of this Agreement. Following the meeting between the Parties, the provisions of this Agreement may, to the extent feasible, and upon mutual agreement of the Parties, be modified or suspended, but only to the minimum extent necessary to comply with such Changes in the Law.