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<br />ATTY/AGR/2020.257/REDWOOD CITY GREYSTAR PURCHASE AND SALE AGREEMENT 1306 MAIN STREET
<br />REV: 12-14-2020 VR
<br />Page 5 of 82
<br />PURCHASE AND SALE AGREEMENT
<br />AND JOINT ESCROW INSTRUCTIONS
<br />
<br />THIS PURCHASE AND SALE AGREEMENT AND JOINT ESCROW
<br />INSTRUCTIONS (this "Agreement") is made and entered into as of November 16, 2020, by and
<br />between the City of Redwood City, a charter city and municipal corporation ("Seller" or "City"),
<br />and Greystar GP II, LLC, a Delaware limited liability company ("Buyer") for the purposes of
<br />setting forth the agreement of the parties with respect to the transaction contemplated by this
<br />Agreement.
<br />RECITALS
<br />A. Pursuant to authority granted under California Government Code Section 37350
<br />and the City of Redwood City Municipal Code Section 2.42(c), Seller may purchase, control and
<br />dispose of property for the common benefit and in order to obtain community benefits
<br />B. Seller is fee owner of that certain real property located at 1306 Main Street,
<br />Redwood City, California (A.P.N. 053-184-010) as more particularly described in Exhibit A
<br />attached to this Agreement.
<br />C. Upon and subject to the terms and conditions set forth in this Agreement, Seller
<br />desires to sell and Buyer desires to purchase the following (collectively, the "Property"):
<br /> (i) the fee interest in the real property described on Exhibit A hereto, together
<br />with all rights, privileges and easements appurtenant thereto or used in connection therewith,
<br />including, without limitation, all minerals, oil, gas and other hydrocarbon substances thereon, all
<br />development rights, air rights, water, water rights and water stock relating thereto, all strips and
<br />gores, and all of Seller's right, title and interest in and to any streets, alleys, easements, rights-of-
<br />way, public ways, or other rights appurtenant, adjacent or connected thereto or used in connection
<br />therewith (collectively, the "Land");
<br /> (ii) all buildings, improvements, structures and fixtures included or located on
<br />or in the Land (collectively, the "Improvements", the Land and the Improvements are sometimes
<br />hereinafter collectively referred to as the "Real Property");
<br /> (iii) all tangible personal property, equipment and supplies (collectively, the
<br />"Personal Property") owned by Seller and located on or about the Land or the Improvements or
<br />attached thereto or used exclusively in connection with the use, operation, maintenance or repair
<br />thereof (if any), including, without limitation, the personal property designated in Exhibit B
<br />attached hereto; and
<br /> (iv) all intangible property (collectively, the "Intangible Property") owned by
<br />Seller and used exclusively in connection with the Land, the Improvements or the Personal
<br />Property (if any), including, without limitation, (a) building-specific trademarks and trade names,
<br />(b) transferable licenses, architectural, site, landscaping or other permits, development rights,
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