Agmt 2012 Cal-Coast Companies LLC

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THIS EXCLUSIVE NEGOTIATING RIGHTS AGREEMENT (this "Agreement ") is entered into effective as of Apr; I 2 . 2011.("Effective Date") by and between the City of San Leandro, a municipal corporation ( "City ") and Cal -Coast Companies LLC ( "Developer "), a Delaware limited liability company. City and Developer are hereinafter collectively referred to as the "Parties." WHEREAS, the City seeks development of the City -owned property consisting of approximately 40 acres located within the City limits in the Shoreline - Marina area and more particularly described in Exhibit A attached hereto and incorporated herein (the "Site "); WHEREAS, the City's General Plan calls for the development of the Shoreline -Marina area with uses that are compatible with the area's recreational character and which will enhance its appeal as a destination for East Bay residents and visitors, including such identified uses as hotels, restaurants, and a conference center /meeting facility; WHEREAS, the City Council on October 20, 2008 entered into an 18 month Exclusive Negotiating Rights Agreement (the "Original ENRA ") with Developer to work with a Citizens Advisory Committee to develop a master plan for a high - quality hotel, restaurants, public amenities and possibly residential, office and water- oriented commercial uses for the Site; WHEREAS, the City and Developer extended the term of the Original ENRA to October 20, 2011; WHEREAS, the Developer assisted the City in exploring alternatives for the boat harbor basin located within the Site, and has agreed to work with the City to implement an alternative should continued dredging not be possible; WHEREAS, the Developer worked with the community, participating in four Town Hall meetings, sixteen meetings of the Shoreline Development Citizens Advisory Committee ( "CAC "), and providing three project updates to the City Council at work sessions, to develop a Conceptual Master Plan (the "Plan") that includes a plan for landside development of the Shoreline - Marina area and redevelopment of the harbor basin (as more particularly described in the Plan, a copy of which is attached hereto as Exhibit B, hereafter, the "Project "); WHEREAS, at its meeting of September 26, 201 1, the City Council of the City of San Leandro ( "City Council ") directed staff to negotiate a new exclusive negotiating rights agreement with Developer to support analysis of the feasibility of implementing the CAC recommendations as described in the Plan; and WHEREAS, Developer anticipates expending significant funds to conduct studies and obtain entitlements that would be necessary for development of the Project. NOW THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1741070.3 2