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such agreement has been approved by the City, Qualified Designee, and to the extent the Donor is <br />a party thereto, the Donor. <br />Section 3.8 Close of Escrow. <br />(a) Upon Close of Escrow, the Title Company shall record, in the following <br />order, the Grant Deed, the Irrevocable Offer to Dedicate, the Affordable Housing Restrictive <br />Covenant, and the Deed of Trust against the Affordable Site. The Close of Escrow for the <br />Affordable Site shall occur no later than the issuance of the first building permit for any portion of <br />the 1900 Broadway Project, and 'only in the event that all conditions precedent applicable to <br />conveyance of the Affordable Site set forth in this Article 3 have been satisfied, or waived in <br />writing by the City, prior to or concurrently with, and as conditions of, the Close of Escrow: <br />(1) The Donor shall provide the City with copies of the Donor's <br />organizational documents, a certified copy of the Donor's authorizing resolution, approving the <br />Land Donation and the Donor's execution of the Effectuating Documents. <br />(2) The Qualified Designee shall provide the City with copies of the <br />Qualified Designee `s organizational documents, a certified copy of the Qualified Designee `s <br />authorizing resolution, approving the Land Donation and the Qualified Designee `s execution of <br />the Effectuating Agreements. <br />(3) The Qualified Designee shall have executed and delivered to the <br />City or the Title Company the Effectuating Agreements, and any other documents and instruments <br />required to be executed and delivered, all in form and substance satisfactory to the City. <br />(4) The Qualified Designee shall have furnished the City with evidence <br />of the insurance coverage meeting the general insurance requirements set forth in Section 8.7. <br />(5) The City and Qualified Designee have approved Title as required <br />under Section 3.4 above. <br />(6) Any necessary updates to the Affordable Development Financing <br />Proposal has been approved by the City. <br />(7) There shall exist no condition, event or act which would constitute <br />a breach or default by Donor, Developer or the Qualified Designee under this Agreement, or any <br />other document or which, upon the giving of notice or the passage of time, or both, would <br />constitute such a breach or default. <br />(8) All representations and warranties of the Qualified Designee <br />contained in this Agreement shall be true and correct as of the Close of Escrow. <br />(9) All representations and warranties of the Donor contained in this <br />Agreement shall be true and correct as of the Close of Escrow. <br />(b) Qualified Designee Conditions Precedent. In addition to the applicable <br />conditions precedent set forth in this Article 3, the following conditions shall be satisfied, or <br />ATY/AGR/2024.193.1—AFFORDABLE HOUSING LAND DONATION AGREEMENT <br />REV: 10-22-24 VR <br />Page 15 of 35 <br />