Agenda - Council - 11/14/2017 - Laserfiche WebLink

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F. As part of the development of Final Plans for the Property, Seller and the City shall enter into a Secondary Development Agreement that will implement the allocation of rights and obligations established hereby with respect to the Property. NOW, THEREFORE, in consideration of the mutual agreements contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1. Master Development Agreement. Purchaser acknowledges and agrees that the Property remains subject to the Master Development Agreement. Except to the extent expressly modified in this Agreement, Seller and Purchaser are both subject to all of the restrictions in the Master Development Agreement that relate to the Property. Seller remains liable for the performance of all of the Developer's obligations under the Master Development Agreement and the City remains liable to Seller for the performance of all of the City's obligations under the Master Development Agreement. Except as expressly set forth in this Agreement, Purchaser is not liable to the City for the performance of the Developer's obligations under the Master Development Agreement and the City is not liable to Purchaser for the performance of the City's obligations under the Master Development Agreement. Except as expressly set forth in this Agreement, any rights under the Master Development Agreement that this Agreement grants to Purchaser and any obligations under the Master Development Agreement that this Agreement imposes upon Purchaser relate only to the portions of the Property Purchaser actually acquires. Except as expressly set forth in this Agreement, if Purchaser does not acquire any portion of the Property, Purchaser shall acquire no rights and assume no obligations under the Master Development Agreement with respect to such portion of the Property. 2, Purchaser's Rights and Obliaations under the Master Development Agreement. Purchaser's rights and obligations under the Master Development Agreement with respect to the Property shaII he as follows: a. Both Seller and Purchaser shall have the benefit of Section 4 7 of the Master Development Agreement, such that either Seller or Purchaser may enforce Section 4.7 against the City. Notwithstanding the foregoing, Purchaser may enforce Section 4 7 of the Master Development Agreement only with respect to that portion of the Property in which Purchaser has rights, either as equitable owner or fee owner. So long as Purchaser has rights in any portion of the Property as equitable holder, both Seller and Purchaser must consent, in writing, to any requested change to the RTC Controls that affect that portion of the Property. So long as Purchaser has rights in any portion of the Property as fee owner, Purchaser must consent, in writing, to any requested change to the RTC Controls that affect that portion of the Property. b. Seller shall be solely responsible for obtaining all permits and payment of all fees associated with all permits required for development of the Property, except for the fees Purchaser has agreed to pay under the terms of the Purchase Agreement. Pursuant to the Purchase Agreement, Purchaser shall be solely responsible for the fees related to obtaining a building permit for each residential unit to be constructed on the Property (including the fee for issuance of each such building permit). Purchaser acknowledges and agrees that to obtain a building permit with respect to each of the 2 121118213v2 820715