Agmt01 Western Innisfree Ventures LLC

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The Agency agrees that prior to the issuance of the Certificate of Completion, no amendment of the Redevelopment Plan by the Agency which changes the uses or development permitted on the Project Site or changes the restrictions or controls that apply to the Project Site, or otherwise affects the Developer's rights or obligations under this Agreement, shall be made or become effective without the prior written consent of Developer and any holder of any mortgage or deed of trust pennitted by this Agreement. Amendments to the Redevelopment Plan applying to property outside of the Project Site shall not require the consent of Developer. {}105 The Redevelopment Area The Redwood City Redevelopment Project Area No. 2 is comprised of three non- contiguous sub-areas covering 1,017 acres located in the City, as more particularly shown in Attachment 2 hereto (the "Redevelopment Area"). The three non-contiguous sub-areas include the "Marina Subarea," "Seaport Subarea," and "Downtown Subarea." §106 The Project Site is that portion of the Downtown Subarea of Redevelopment Project Area the boundary of which is shown on Attachment No. 3. The parcels comprising the Project Site are described in Article 2 of this Agreement. {}107 The Pro_iect The Project which is the subject of this Agreement is identified as Alternative #4 in the Final Environmental Impact Report ("FEIR") which has been certified by the City. The final Project design and plans are subject to approval by the City as contemplated by this Agreement. The Project consists of construction on the Project Site of the following improvements: Block One (as defined in Section 201): a two-level retail-cinema project, with 80,000 square feet of retail shop and restaurant space on the ground level and a 20-screen, 4,200-seat theatre on the second level; and Block Two (as defined in Section 201): (i) a car parking structure, containing a minimum of 1,000 parking spaces, which structure will be owned by the City and constructed on the City-Retained Parcel (as defined in Section 203), together with certain off-site improvements on or about Winslow Street (said parking structure and said off-site improvements are collectively referred to herein as the "Public Parking Structure" and are further described in Attachment No. 9); and (ii) an office building containing 108,400 square feet of net rentable area (measured on a Building Owners and Managers Association ("BOMA") standard) which will be constructed on the balance of Block Two other than the City-Retained Parcel. The final project design and plans are subject to approval by the City as contemplated by this Agreement §10s Ilmar, The Agency is a public body, corporate and politic, exercising governmental functions and powers and organized and existing under the CRL. The principal office of the Agency is located at 1017 Middlefield Road, Redwood City, California 94063. "Agency", as used in this Agreement, includes the Redevelopment Agency of the City of Redwood City, California, and any assignee of or successor to its rights, powers and responsibilities. DOCSSFl:495065.9 9975-5