10B Action 2012 0117 - Laserfiche WebLink

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ARTICLE III REHABILITATION OF THE PROJECT 3.1 The Property. Borrower represents and warrants that as of the Effective Date: (i) Borrower possesses or has the contractual right to acquire fee simple title to the Property, and (ii) the Property is subject to no covenant, condition, restriction or agreement that would prevent the development and operation of the Project in accordance with this Agreement. If at any time the foregoing statements become untrue, the City shall have the right to terminate this Agreement upon written notice to Borrower. In the event that Borrower does not acquire fee simple title to the Property by January 31, 2012, this Agreement shall terminate and be of no further force or effect. 3.2 Scope of Development. Borrower shall rehabilitate the Improvements in accordance with the terms and conditions of this Agreement and in compliance with the terms and conditions of all approvals, entitlements and permits that the City or any other governmental body or agency with jurisdiction over the Project or the Property has granted or issued as of the date hereof or may hereafter grant or issue in connection with the Project, including without limitation, all mitigation measures imposed in connection with environmental review of the Project and all conditions of approval imposed in connection with any entitlements, approvals or permits (all of the foregoing approvals, entitlements, permits, mitigation measures and conditions of approval are hereafter collectively referred to as the "Conditions of Approval'). 3.3 Permits and Approvals; Cooperation. Borrower acknowledges that the execution of this Agreement by City does not relieve Borrower from the obligation to apply for and to obtain from City and all other agencies with jurisdiction over the Property, all necessary approvals, entitlements, and permits necessary for the rehabilitation of the Project (including without limitation any required approval of the Project in compliance with CEQA and if applicable, NEPA), nor does it limit in any manner the discretion of the City or any other agency in the approval process. Prior to the Closing, Borrower shall have obtained all entitlements, permits, licenses and approvals required for the rehabilitation and operation of the Project, including without limitation, building permits and use permits or shall provide evidence satisfactory to City that receipt of such permits and approvals is subject only to such conditions as City may reasonably approve. City staff shall work cooperatively with Borrower to assist in coordinating the expeditious processing and consideration of all permits, entitlements and approvals necessary for the rehabilitation and operation of the Project as contemplated by this Agreement. 3.4 Fees. Borrower shall be solely responsible for, and shall promptly pay when due, all customary and usual fees and charges of City in connection with obtaining building permits and other approvals for the Project, including without limitation, those related to the processing and consideration of amendments, if any, to the current entitlements, any related approvals and permits, environmental review, architectural review, historic review, and any subsequent approvals for the Project or the development of the Property. 3.5 Cost of Acquisition, Rehabilitation and Management. Except as expressly set forth herein, Borrower shall be solely responsible for all direct and indirect costs and expenses 1755895.2