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<br />7.8 <br />Page 26 <br /> <br />EXHIBIT 3 <br /> <br />AMENDED AND RESTATED INFRASTRUCTURE AND FINANCING PLAN <br /> <br />(One Marina) <br /> <br />This Amended and Restated Infrastructure and Financing Plan (this "Amended Plan'/) <br />dated as of , 2010 (the effective date of the Ordinance adopting the First <br />Amendment to the Agreement (defined below) and hereafterl the IIEffective Oatell) constitutes <br />the revised Infrastructure and Financing Plan for the Revised Project described in that certain <br />First Amendment to Development Agreement (ttFirst Amendment") executed by and between <br />R.C. Peninsula Parkl LLCI a Delaware limited liability company ("Developer") and the City of <br />Redwood City, a municipal corporation of the State of California r'City') dated as of the date <br />hereof. The City and The Developer are collectively referred to herein as the (the "PartiesJl). <br />The First Amendment modifies that certain Development Agreement executed by and between <br />Developer and the City, dated as of February 13, 2008 (the "Original Agreement"). The Original <br />Agreement as amended by the First Amendment is hereafter referred to as the "Development <br />Agreement." Capitalized terms used herein without definition shall have the meaning ascribed <br />to such terms in the Development Agreement. <br /> <br />1. Purpose. <br /> <br />The City and Developer acknowledge and agree that the Revised Project as approved by the <br />City and consisting of up to 231 homes, designated open space, streets, walkways, waterfront <br />esplanades and ancillary improvements, but without the originally-proposed hotel and <br />community serving retail, will generate significantly less demand on the City's existing and <br />planned infrastructure improvements. Based upon the Revised Project's diminished size and <br />scope, this Amended Plan identifies the Developer's revised contribution to the public <br />improvements and infrastructure (collectively, the fllmprovements") required to serve the <br />Revised Project and other property in the surrounding area, describes the phasing for <br />construction of such Improvements relative to the development of the Revised Project, and <br />describes potential methods of financing such Improvements through a combination of <br />Developer contributions, state and federal assistance, development fees and other financing <br />mechanisms, including possible advances of funds by Developer and the possible formation of a <br />Community Facilities District (IICFDJI), subject to reimbursement as set forth herein. <br /> <br />This Amended Plan supersedes and replaces in its entirety the Infrastructure and <br />Financing Plan included as Exhibit D to the Original Agreement. The Parties further understand <br />and agree that the costs of the Bair Island Road Improvements referenced in this Amended Plan <br />exceed Developer's allocable share of such costs and that the Excess Costs (as hereinafter <br />defined) shall be collected from the owners of the Benefitted Properties (defined below) and all <br />or part of said collections shall be applied as reimbursements in accordance with this Amended <br />Plan. <br />1500351.7 1 <br />9-08-2010 PCI <br />