Agmt25 El Camino Real Holding JV LLC, - 920 Shasta

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ATTY/AGR/2025.084/920 SHASTA AFFORDABLE HOUSING LAND DONATION AGREEMENT REV: 10-16-25 VR Page 18 of 41 Designee may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and the Qualified Designee further agrees, represents and warrants that the waivers and releases herein have been negotiated and agreed upon in light of that realization and that the Qualified Designee nevertheless hereby intends to release, discharge and acquit the City from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses. Accordingly, the Qualified Designee, on behalf of itself and anyone claiming by, through or under the Qualified Designee, hereby assumes the above-mentioned risks and hereby expressly waives any right the Qualified Designee and anyone claiming by, through or under the Qualified Designee, may have under Section 1542 of the California Civil Code, which reads as follows: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release, and that if known by him or her, would have materially affected his or her settlement with the debtor or released Party.” Qualified Designee’s Initials: __________ Notwithstanding the foregoing, this release shall not apply to, nor shall the City be released from, the City’s actual fraud or misrepresentation. Section 3.7 Delivery of Effectuating Agreements. (a) Prior to Close of Escrow, the parties shall execute and deliver to the Title Company the following documents (collectively, the “Effectuating Agreements”): (1) the Grant Deed executed by the Developer; (2) the Affordable Housing Restrictive Covenant executed by the Qualified Designee and the City; (3) the Irrevocable Offer to Dedicate executed by the Qualified Designee; (4) the Deed of Trust executed by the Qualified Designee; (5) the Assignment of Contracts executed by the Qualified Designee with the executed consents of relevant contractors, (6) If necessary, the Assignment and Assumption Agreement executed by the Qualified Designee and its permitted transferee; and (7) The Partial Assignment of Development Agreement executed by the Developer and the Qualified Designee. (b) The terms of the Effectuating Agreements shall be subject to the approval of the City, and Qualified Designee and, to the extent the Developer is a party thereto, the