Ord. 2547 - Laserfiche WebLink

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and interests of the Developer under the Development Agreement with respect to the Affordable Site and construction of the Affordable Housing Project in accordance with the Affordable Housing Project Approvals, subject to the obligations set forth in the Land Donation Agreement and Affordability Covenant (Assigned and Assumed Rights and Obligations”). The aforementioned Assigned and Assumed Rights and Obligations include the Assignee’s vested right, during the Term of the Development Agreement, to develop the Affordable Site and the Affordable Housing Project as provided for in Section 4.2 of the Development Agreement, as limited in Section 3.1(a) below Section 2.2 Assumption by Assignee. As of the Effective Date of this Partial Assignment, Assignee hereby accepts and assumes from Assignor the Assigned and Assumed Rights and Obligations. Assignee shall not be responsible for any default by Assignor under the Development Agreement prior to the Effective Date of this Partial Assignment. Section 2.3 Consent by City. The City’s consent to this partial assignment and assumption of the Development Agreement is set forth in the Consent, attached hereto as Exhibit G-2. ARTICLE 3 OBLIGATIONS OF THE PARTIES Section 3.1 Assignee Obligations. Assignee shall be obligated to develop the Affordable Site and construct the Affordable Housing Project pursuant to the terms of the Development Agreement, including not limited to adhering and complying with the Affordable Housing Project Approvals, the Land Donation Agreement, and the Affordable Housing Restrictive Covenant Agreement, performing any mitigation measures required under the CEQA Consistency Checklist, and paying Impact Fees for the Affordable Housing Project at the Affordable Site (“Assignee Obligations”). (a) The Parties agree and acknowledge that Developer’s vested rights and obligations to develop the Affordable Site during the term of the Development Agreement shall be assigned to and assumed by the Assignee. However, the Parties also agree that once the ownership of the Affordable Site is transferred to the Assignee, the Assignee is subject to the timing requirements for the Construction Commencement Period for the Affordable Housing Project, as set forth in Section 4.1(c) of the Land Donation Agreement. Section 3.2 Assignor Obligations. Except for the Assignee Obligations expressly set forth in Section 3.1 above, Assignor shall remain fully responsible for all remaining obligations of the Developer included in the Development Agreement in developing the 901 El Camino Project including but not limited to providing any community benefits identified in Article 2 of the Development Agreement, performing any mitigation measures required under the CEQA Consistency Checklist, adhering or complying with any project permits and conditions of approvals, constructing offsite improvements or other public infrastructure, and paying any and all Impact Fees associated with the 901 El Camino Real Commercial/Retail Project, as set forth in Article 5 of the Development Agreement (“Assignor Obligations”). ATTY/ORD.0002/CC ORD APPROVING DEVELOPMENT AGREEMENT (901 EL CAMINO REAL) - EXHIBIT A REV: 04-23-25 VR Page 312 of 336