Reso25-02 0024 PC Reso 901 El Camino Real

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Page 13 of 39 (a) As of the Effective Date, the Developer and Qualified Designee submitted the preliminary Financing Proposal for the Affordable Development in connection with the approved Affordable Housing Plan. The parties agree that the Financing Proposal is only an estimate based upon preliminary information, and that it may be necessary to update this information prior to Close of Escrow. (b) Prior to the Close of Escrow, the Qualified Designee shall submit any material updates and revisions to the Financing Proposal, including, without limitation, revisions to the anticipated project development costs, and revenues. The City's review shall be strictly limited to fundamental feasibility issues related to the Affordable Development.The City may also request reasonable additional materials from Qualified Designee that the City deems necessary to consider the Financing Proposal. Once theCity has received the requested materials, the City shall reasonably approve or disapprove the revised Financing Proposal in writing within ten (10) business days of the City’s receipt. If the City fails to respond within this timeframe, the revised Financing Proposal shall be deemed approved. Upon City approval (or deemed approval), the Financing Proposal shall be referred to as the Financing Plan. (c) If the Financing Proposal (or any material 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 3.2 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 901 El Camino Real 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 Developer 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 provided in Section 2.3, above. Section 3.4 Title Due Diligence; Opening Escrow. (a) As of the Effective Date, the Qualified Designee and City have reviewed and approved the amended Preliminary Title Report issued by Commonwealth Land Title Company (“Title Company”) on December 24, 2024, attached as Exhibit A-2, for the Affordable Site. Upon the Close of Escrow for the Affordable Site, the Qualified Designee shall have insurable fee 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 ATTY/RESO.0024/PC RESO 901 EL CAMINO REV: 04-11-25 VR