Agmt14 Greystar GP II, LLC - Jefferson Prop reimbursement

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t�RiGIN��. REIMBURSEMENT AGREEMENT BETWEEN THE CITY OF REDWOOD CITY AND GREYSTAR GP II,LLC FOR NEGOTIATION OF DISPOSITION AND DEVELOPMENT AGREEMENT OR PURCHASE AND SALE AGREEMENT THIS REIMBURSEMENT AGREEMENT ("AgreemenY') is dated for informational purposes only as of the � day of , 20'14 by and between the CITY OF REDWOOD CITY, a charter city and alifornia municipal corporation ("City"), and GREYSTAR GP II, LLC, a Delaware limited liability company("Developer") (sometimes referred to herein individually as"Party,"or collectively,the"Parties"). RECITALS A. By Resolution No. 14609, adopted in September 2004, City established a Cost Recovery Policy for major planning applications that requires an applicant for planning approvals to pay the costs of processing the application. Reimbursement includes among other things the cost for City staff, consultants, including environmental consultants, and special legal counsel. Although Developer has not filed an Application with the City which would be governed by Resolution 14609, consistent with the intent and framework of Resolution No. 14609, the Parties agree to enter into this Agreement requiring Developer to reimburse City for City resources expended during its evaluation of Developer's proposed development of the Project(defined below). B. City owns real property in the Downtown area located at APNs 053-171-060 and 070,as depicted in the attached Exhibit A("Property"). C. The City Council authorized City staff to commence negotiations with Developer on potential disposition and development of the Property with a housing project("Project"). D. The Parties are presently evaluating the feasibility of the proposed Project from a design, financial and market perspective, and, if desired by both Parties, they will commence negotiations on (1) a non-binding term sheet to detail the material deal points of a potential disposition and development for the Project, and (2) a proposed dispositian and development agreement or purchase and sale agreement between City and Developer that will provide, among other things, for Developer's acquisition of the Property, and development, use, operation and/or maintenance of a high quality housing project. E. The Parties desire to enter into this Agreement to implement the reimbursement policy of Resolution No. 14609 and specifically to cover the costs incurred and to be incurred by City in connection with the negotiation, analysis, drafting and implementation of the potential disposition and development agreement or purchase and sale agreement. Developer understands that its funding of such costs is at its sole risk and that nothing in this Agreement is or shall be construed to control or limit the City's exercise of discretion with respect to any aspect of evaluating the Project, its ultimate determination to enter into a disposition and development ATTY/AGRl2014.130lGREYSTAR REIMBURSEMENT AGR-JEFFERSON REV:08-01-14 VR Page 1 of 10