Reso25-02 0024 PC Reso 901 El Camino Real

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Page 22 of 42 (e) Nothing in this Section 6.8 shall prohibit the City from executing subordination agreements as may be requested by the Affordable Developer in a manner provided for in the Land Donation Agreement. Section 6.9 Option to Purchase. (a) The City shall have the additional right at its option to purchase, enter and take possession of the Affordable Site with all improvements thereon, if after conveyance of title to Affordable Site and prior to the issuance of the Certificate of Completion for the Affordable Development, there is an uncured Event of Default. The rights of the City under this Option to Repurchase shall be subject to the rights, be limited by and shall not defeat, render invalid or limit any City approved security interests or the rights or interests provided in this Agreement for the protection of the holder of such approved security interests. (b) Such right to repurchase, reenter and repossess, to the extent provided in this Agreement, shall be subordinate and subject to and be limited by and shall not defeat, render invalid or limit: (1) any approved security interest permitted or approved by the City; (2) any rights or interest provided in this Agreement for the protection of the holder of such approved security interests. (c) To exercise its right to repurchase, reenter and take possession with respect to the Affordable Site, the City shall pay to the Affordable Developer, in cash an amount equal to: (1) the fair market value of the improvements existing on the Affordable Site at the time of the repurchase, reentry and repossession; less (2) any gains or income withdrawn or made by the Affordable Developer from the Affordable Site or the Improvements thereon; less (3) the value of any unpaid liens or encumbrances on the Affordable Site which the City assumes or takes subject to said encumbrances. (d) Nothing in this Section 6.9 shall prohibit the City from executing subordination agreements as may be requested by the Affordable Developer in a manner provided for in the Land Donation Agreement. Section 6.10 Enforcement. Except as otherwise provided in this Agreement, if Affordable Developer fails to satisfy any of the Affordable Developer’s obligations under the terms of this Agreement within thirty (30) days after the delivery of a notice of default from the City; provided that if such failure cannot reasonably be cured within such 30 days, Affordable Developer and Affordable Developer’s limited partner shall have such additional time as may be reasonably necessary if Affordable Developer (and/or its limited partner) commences to cure such Event of Default within such 30 day period and thereafter diligently prosecutes such cure to completion, the City shall have the right to enforce this Agreement by any or all of the following actions, or any other remedy provided by law: (a) The City may bring an action at law or in equity to compel performance of its obligations under this Agreement, and/or for damages. (b) Where one or more persons have received financial benefit as a result of violation of this Agreement, the City may assess and institute legal action to recover as necessary, ATTY/RESO.0024/PC RESO 901 EL CAMINO REV: 04-11-25 VR