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<br />ORIGINAL <br /> <br />e <br /> <br />ASSIGNMENT AND ASSUMPTION AGREEMENT <br /> <br />(Amended and Restated Disposition & Development Agreement for the Downtown <br />Retail-Cinema and Parking Project) <br /> <br />THIS ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment <br />Agreement") is made and entered into thia5~ay of ~ ,2004, by and <br />between the Redevelopment Agency of the City of Redwood City, a public body, <br /> <br />corporate and politic ("Agency"), the City of Redwood City, a charter city and municipal <br /> <br />corporation ("City") (collectively "City/Agency"), BHV Innisfree Ventures I, LLC, a <br /> <br />California limited liability company, in which Cinema Square, LLC, a California limited <br /> <br />liability company and Blake Hunt Ventures I, LLC, a California limited liability company, <br /> <br />are the sole members ("Assignor") and On Broadway Redwood City, LLC, a California <br />limited liability company, in which BHV Innisfree Ventures I, LLC and Buchanan Urban <br /> <br />Investors, LLC, are the sole members ("Assignee") and is made with reference to the <br /> <br />following facts: <br /> <br />RECITALS <br /> <br />A. On January 8, 2003, the City/Agency and Assignor entered into that <br /> <br />certain Amended and Restated Disposition and Development Agreement for a <br /> <br />Downtown Retail-Cinema and Parking Project (the "DDA"). <br /> <br />B. Section 903 of the DDA permits Assignor to assign its rights under the <br /> <br />DDA to a joint venture, limited liabil!ity, company, partnership or corporation without first <br /> <br />obtaining Ci~y/Agency prior approv~I, if 1) such joint venture, limited liability, company, <br />partnership or corporation agrees in writing with the City/Agency to assume all of <br /> <br />Assignor's obligations with respect to the portion of the Project Site so assigned; 2) <br /> <br />Atty/Agr/Agr.180 <br />042004 <br />