Agmt 2008 BART etc - Laserfiche WebLink

Home

for additional time to review, such submission. If BART fails to respond, the submission shall be deemed rejected. BART may approve those portions of a submission that are satisfactory and reject those portions that are not, or may approve all or a portion of a submission subject to conditions requiring further submissions for BART review and approval If BART rejects all or any part of a submission, it shall provide to the Developer with written notice of the reasons for such rejection (which may include the need for additional time to complete a review) within said twenty-one (21) days. The Developer shall then have twenty-one (21) days to correct or supplement its submission to respond to BART's rejection. If a submission has been rejected due to BART's need for additional time, the Developer need not resubmit until receipt of BART's comments. 5. EFFECT OF NEGOTIATIONS. The Developer understands and acknowledges that the sale, exchange and/or lease of the Property resulting from the negotiations arising from this Agreement shall become effective only after approval by the City, the Redevelopment Agency and BART's governing body, each in their sole and absolute discretion, and execution of documents granting such rights to the Developer. The Developer understands that BART's governing body retains the sole and absolute discretion to approve or not approve the project or any alternative project proposed by the Developer. If the terms of a mutually satisfactory agreement for the sale, exchange and/or lease have not been negotiated prior to expiration of the Negotiation Period, or if BART's governing body declines to authorize execution of such documents for any reason prior to expiration of the Negotiation Period, then, without further action, this Agreement shall automatically terminate upon expiration of the Negotiation Period and the Parties shall thereafter have no further rights or obligations to any of the other parties. 6. ANCILLARY DOCUMENTS. In addition to determining the feasibility of the project, the purpose of this Agreement is to identify the basic terms under which the Developer and its successors in interest can design and construct, or cause to be designed and constructed, project-related improvements on the Property and acceptable terms for a separate agreement between the Parties for the exchange and/or acquisition and conveyance of all or any portion of the Property between the Parties and any leasing of the Property necessary to facilitate the development of the project In accordance with the foregoing, the Parties hereby agree that the transaction is subject to the negotiation and execution of such separate agreement(s) in form and substance reasonably satisfactory to all relevant Parties, setting forth all of the obligations of the Parties. Additionally, the Parties agree that such agreement will contain covenants, representations and warranties of the Parties as are customary for a transaction of this type. 7. TERMINATION AND EXTENSIONS. 7.1 Time of the Essence. Time is of the essence in this Agreement. Any Party's failure to timely perform according to the terms and conditions of this Agreement shall be considered a material breach of this Agreement subject to the notice and cure periods set forth herein. SANF1~382607.1 3117]8-29 $