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DISPOSITION AND DEVELOPMENT AGREEMENT <br />This DISPOSITION AND DEVELOPMENT AGREEMENT is made on or as of this <br />22nd day of February, 2000, by and between the REDEVELOPMENT AGENCY OF THE CITY <br />OF SAN LEANDRO (hereinafter "Agency") and CREEKSIDE ASSOCIATES, LLC, a California <br />limited liability company (the 'Developer"). <br />RECITALS <br />1. Pursuant to its authority granted under California law, the Agency has the <br />responsibility to carry out the Plaza 2 Redevelopment Plan, which was approved and adopted in <br />December, 1967 by the City Council of the City of San Leandro by Ordinance No. 67-62 and <br />subsequently amended. Said redevelopment plan as described, and as thereafter from time to time <br />amended, is referred to herein as the 'Redevelopment Plan" and is incorporated into this Agreement <br />by reference. <br />2. In furtherance of the Redevelopment Plan, the Agency selected Developer to develop <br />an upscale office complex with amenities on certain real property located at 960 San Leandro <br />Boulevard (the "Property") within the City of San Leandro (the "City") and more particularly <br />described on the attached Exhibit A incorporated herein by reference. In addition, the Developer <br />shall install and shall thereafter maintain over the life of the Redevelopment Plan certain <br />improvements (the "Adjacent City Property Improvements") to certain property generally adjacent to <br />the Property (the "Adjacent City Property") all as more particularly provided herein. The Developer <br />has submitted a development concept plan (the "Development Concept Plan") for the development of <br />the Property, including certain amenities to adjacent city property along the creek, which <br />Development Concept plan is attached as Exhibit B and incorporated herein by reference. It is <br />contemplated that the Development Concept Plan will be revised and refined into the Final <br />Development Plan in accordance with Section 1.03 below. Agency approval shall be required for <br />every aspect of architectural design, including but not limited to, site development, signage, and <br />creek enhancements in accordance with Section 1.03 below. <br />3. The purposes of this Agreement are to provide a mechanism whereby the Developer <br />shall acquire, own, and develop the Property and develop and maintain landscaping and related <br />features on the Adjacent City Property in accordance with this Agreement and to effectuate the <br />provisions of the Redevelopment Plan. The development of the Property contemplated by this <br />Agreement is consistent with the Redevelopment Plan, the Five Year Implementation Plan, and the <br />City of San Leandro General Plan. <br />4. The Developer has represented that the Developer and its principals have the <br />necessary expertise, skill and ability to carry out the commitments herein contained and that this <br />Agreement is in the best interests and will materially contribute to the Redevelopment Plan. <br />DEFINITIONS <br />The following definitions relate to such terms found in the entire Agreement, including, <br />without limitation, all Exhibits hereto. <br />"Adjacent City Property" means that certain property owned by the City which is situated <br />DOCS00701700v6\24258.0001 1 2 4 <br />