Agmt25 1900 Broadway Owner LLC - Laserfiche WebLink

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(b) Prior to the Close of Escrow, the Qualified Designee shall submit any necessary updates and revisions to the Financing Proposal, including, without limitation, revisions to the anticipated project development costs, and revenues. The City shall reasonably approve or disapprove the revised Financing Proposal in writing within fifteen (15) calendar days of the City's receipt. Upon City approval, the Financing Proposal shall be referred to as the Financing Plan. (c) If the Financing Proposal (or any proposed modification thereof) is disapproved by the City, the City shall identify its reasons for such disapproval and the Qualified Designee shall have fifteen (15) calendar days from the date of the Qualified Designee `s receipt of the City's notice of disapproval to submit a revised Financing Proposal. The provisions of this Section 3.4 relating to time periods for approval, disapproval and resubmission of a new Financing Proposal shall continue to apply until the revised Financing Proposal has been approved by the City. Section 3.3 Land Donation of Affordable Site. (a) As part of the 1900 Broadway Project Approvals, the Developer agreed to the Land Donation of the Affordable Housing Site in order to satisfy its obligations under the Ordinance. At the Close of Escrow for the Affordable Site, in satisfaction of the Developer's obligations under the Ordinance and the Affordable Housing Plan, the Donor shall donate the Affordable Site to the Qualified Designee. The Developer's obligations under the Ordinance and the Affordable Housing Plan shall not be deemed satisfied unless the Close of Escrow occurs. Except as otherwise set forth herein, the Donor's failure to transfer the Affordable Site to the Qualified Designee as contemplated hereunder, shall give the City the right to revoke the 1900 Broadway Project Approvals, subject to a noticed public hearing before the City Council. Notwithstanding the foregoing, the parties acknowledge and agree that prior to any such revocation, the Developer shall be provided the opportunity to substitute the Affordable Site in accordance with Section 5.6(c) or, in the case where the Qualified Designee refiises to accept the Affordable Site, propose replacement of the Qualified Designee pursuant to Section 6.4. Section 3.4 Title Due Diligence; Opening Escrow. (a) As of the Effective Date, the Qualified Designee and City have reviewed and approved the Preliminary Title Report issued by First American Title Company ("Title Company") on October 11, 2022 and updated on August 15, 2024, for the Affordable Site. Upon the Close of Escrow for the Affordable Site, the Qualified Designee shall have insurable title to the Affordable Site which shall be free and clear of all liens, encumbrances, clouds and conditions, rights of occupancy or possession, except: (1) applicable building and zoning laws and regulations, including but not limited to any conditions of approval; (2) the Grant Deed; (3) the Irrevocable Offer to Dedicate; (4) the Affordable Housing Restrictive Covenant; (5) all exceptions in the Preliminary Title Report; (6) the Deed of Trust securing the Qualified Designee's performance under the Affordable Housing Restrictive Covenant; and (7) any lien for current taxes and assessments or taxes and assessments accruing subsequent to recordation of the Grant Deed. (b) Prior to the Close of Escrow, the Donor shall open escrow with the Title Company and submit an updated Preliminary Title Report issued within 30 days of the Close of Escrow, establishing that the Affordable Site has clear title and shows no liens securing repayment ATTY/AGR/2024.193.1—AFFORDABLE HOUSING LAND DONATION AGREEMENT REV: 10-22-24 VR Page 10 of 35