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2. Conducted a request for proposal process which resulted in selecting <br />Developer to propose development of the Project Site and to determine the feasibility of entering <br />into a disposition and development agreement ("DDA") for such development pursuant to the <br />CRL. <br /> <br /> 3. Entered with Developer into an Agreement to Negotiate Exclusively with <br />Developer dated June 10, 1999 (the "ERN") related to proposed development of the Project Site, <br />the term of which ERN has been extended by an amendment thereto dated May 26, 2000, and by <br />a further amendment thereto dated October 23, 2000. <br /> <br /> 4. Engaged the environmental consulting firm ofMundie & Associates to <br />conduct an environmental review of the Project in compliance with the California Environmental <br />Quality Act (Public Resources Code Section 21000, et seq..) ("CEQA") and prepare an <br />administrative draft and final Environmental Impact Report entitled "Downtown Mixed-Use <br />Retail/Cinema Project", which final EIR was approved and certified as complete by the Agency <br />on October 17, 2000 (the "Project EIR" ). <br /> <br /> B. Pursuant to and during the term of the ERN. Developer: <br /> <br /> 1. Conducted various preliminary studies to determine the feasibility of the <br />Project, including, but not limited to, planning, engineering, marketing, traffic, preliminary <br />environmental, relocation and economic studies; <br /> <br /> 2. Requested Agency's assistance in acquiring the properties Developer has <br />been unable to acquire or control as of the Effective Date; <br /> <br /> 3. Initiated the planning process for a zoning text amendment, use permit, <br />zoning permit, and architectural review (the "Project Approvals") for the development of the <br />Project; <br /> <br /> 4. Entered into that certain "Advance Funding Agreement-Redwood City <br />Redevelopment Agency-Downtown Retail-Cinema Project," dated September 9, 1999 (the <br />"Advanced Funding Agreement"), whereby Developer agreed to advance funds or reimburse <br />Agency for payment of Agency expenses and consultant services in connection with <br />implementing the ERN, including, but not limited to, the costs of planning, environmental <br />review, acquisition, relocation, financial analyses and legal services, but excluding Agency and <br />City staff time; and <br /> <br /> 5. Negotiated the terms and conditions of this Agreement, including the <br />Schedule of Performance attached hereto as Attachment Number 6 (the "Schedule of <br />Performance"). The Schedule of Performance shall be subject to revisions from time to time as <br />mutually agreed upon in writing between Developer and the Agency. <br /> <br /> 6. Entered into an agreement with the Building and Construction Trades <br />Council - San Mateo County, committing to construct the Project with only union signatory <br />contractors and subcontractors. <br /> <br /> {}104 The Redevelopment Plan <br /> <br /> This Agreement is subject to the provisions of the Redevelopment Plan as adopted by <br />Ordinance No. 1862 and as amended by Ordinance No. 1911, Ordinance No. 2007 and <br />Ordinance No. 2085 of the City ("Redevelopment Plan") which is incorporated herein by <br />reference and made a part hereof as though fully set forth herein. <br /> <br /> 2 <br />DOCSSFl:495065.9 <br />9975-5 NWN <br /> <br /> <br />