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REV: 09-14-2022 SK <br />CONSENT TO ASSIGNMENT OF LANDSCAPE MAINTENANCE AGREEMENT - <br />SOUTH MAIN (BLOCK A) <br />THIS CONSENT TO ASSIGNMENT OF LANDSCAPE MAINTENANCE <br />AGREEMENT - SOUTH MAIN (BLOCK A) (“Consent”) is dated effective ________, 2022, by <br />the City of Redwood City, a charter city and municipal corporation (the “City”). <br />Recitals: <br />A. Kopf & Kopf LLC, a California limited liability company (“Kopf”), IQHQ Elco <br />Yards, LP, a Delaware limited partnership (“Assignor”), and the City previously entered into that <br />certain Landscape Maintenance Agreement - South Main (Block A) dated as of April 28, 2022, <br />and recorded on June 1, 2022 as Instrument No. 2022-044653 in the Official Records of San Mateo <br />County California (the “Landscape Agreement”). <br />B. The Landscape Agreement sets forth the City’s requirements for the Assignor’s <br />maintenance of the Improvements within the Maintenance Area, as defined in the Landscape <br />Agreement, on that certain real property (the “Property”) described as Parcel A as shown on that <br />certain Map entitled, “Final Map No. 2020-002 South Main Mixed Use – 1601 El Camino Real”, <br />which Map was filed in the Office of the Recorder of the County of San Mateo, State of California, <br />on June 1, 2022, in Book 144 of Maps, at Pages 10-17, which will be redeveloped, together with <br />certain adjacent properties, as part of a mixed use project that was approved by Resolution No. <br />15908 dated November 16, 2020 that was adopted by the City Council of the City of Redwood <br />City (the “Development”). Capitalized terms used but not defined in this Consent are defined in <br />the Landscape Agreement. <br />C. Pursuant to the document attached hereto as Exhibit A (the “Proposed <br />Assignment”), Assignor desires to assign the Landscape Agreement to IQHQ TRS Elco Yards, <br />Inc. a Delaware corporation (“TRS”). <br />D. Section 14 of the Landscape Agreement provides that Assignor may assign its <br />obligations under the Landscape Agreement only with the prior written approval of the City <br />Manager, and that, in connection with any such assignment, Assignor and its assignee will execute <br />and deliver to City a written assignment and assumption agreement in a form acceptable to City <br />Attorney. <br />E. This Consent is intended to act as written approval of the City Manager for the <br />Proposed Assignment. <br />NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of <br />which are hereby acknowledged, the parties agree as follows: <br />1. Consent to Assignment. The City hereby approves the Proposed Assignment. <br />2. No Waiver of Rights. The City is not waiving any rights to enforce the terms of the <br />Landscape Agreement by signing this Consent. <br />ATTY/AGR.2022.342/IQHQ Elco Yards, LP (Page 1 of 8) <br />September 16