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Execution Version <br />MEMORANDUM OF UNDERSTANDING <br />BETWEEN KAISER FOUNDATION HOSPITALS AND <br />THE CITY OF SAN LEANDRO <br />KAISER FOUNDATION HOSPITALS, a California nonprofit public benefit corporation <br />("Kaiser") and the CITY OF SAN LEANDRO, a municipal corporation of the State of California <br />("City"), hereinafter referred to as the ("Parties") enter into this Memorandum of Understanding <br />as ofthis of April 2008 (this "Agreement"). This Agreement is based upon the following <br />understandings: <br />RECITALS <br />A. Kaiser Permanente is comprised of three major corporations -Kaiser Foundation <br />Health Plan, Inc., and its subsidiaries, Kaiser Foundation Hospitals and the Permanente Medical <br />Groups-and is collectively referred to as the Kaiser Permanente Medical Care Program <br />(``Kaiser Permanente"). The Kaiser Permanente San Leandro Medical Center campus (the <br />"Medical Center") is expected to serve approximately 265,000 members in Kaiser's Greater <br />Southern Alameda Area. After opening, the Medical Center will be recruiting employees from a <br />wide range of professions to service the Medical Center to work and live in San Leandro. The <br />Parties acknowledge that the economic impacts created by this the Medical Center will help <br />benerate employment and economic development in the city of San Leandro and the County of <br />Alameda; such as construction-related and service industry jobs, and will he an important part of <br />the emergence of the Kaiser Permanente San Leandro Medical Center as a regional medical <br />center and a Healthcare Center of Excellence. <br />B. Kaiser owns 62.96 acres of property in the city of San Leandro that is bordered by <br />Merced Street. Marina Boulevard, Fairway Drive and Interstate 880 (the "1Vledical-Retail <br />Complex"). Kaiser desires. to subdivide the Medical-Retail Complex into a 28-acre parcel for <br />future retail development and retain the remaining 34.96-acre parcel as a future Kaiser <br />Permanente hospital site. Once approved by Kaiser's Board of Directors, Kaiser intends to build <br />anew state-of-the-art Medical Center to replace its existing Hayward hospital wifl~ facilities that <br />will comply with the seismic safety regulations set forth in SB 1953 and related laws. <br />C. Kaiser desires to sell the 28-acre parcel to ICI Development Company ("ICI") in <br />2008 for retail development ICI has submitted a completed application to the City for <br />environmental review of a retail and residential housing development project that will provide <br />needed services to future Kaiser Permanente members, employees and visitors at the Medical <br />Center. The City and ICI are processing the project approvals, agreements, permits and <br />entitlements for certification of a mixed use retail project under the California Environmental <br />Quality Act for approval by the San Leandro City Council in the summer of 2008 (the "Retail <br />Project''). <br />