Reso 2022-086 2nd amendment to DDA

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(5) A Ground Lease for land ("Market Element") to be used for the construction and operation of a single -story free-standing building shell to house a market or other neighborhood serving retail or service facility ("Market Ground Lease"). D. The Single Family PSA provides for certain conditions to be satisfied prior to the close of escrow for the conveyance of the Single Family Element to Developer. The DDA provides for certain conditions to be satisfied prior to the commencement of the Developer Hotel Ground Lease, Multifamily Ground Lease, Developer Restaurant Ground Lease, and Market Ground Lease (collectively, the "Ground Leases"). E. The DDA provides that the close of escrow for the sale of the Single Family Element pursuant to the Single Family PSA and the commencement of each of the Ground Leases will all occur prior to December 15, 2022. City and Developer desire to enter into this Second Amendment to provide for certain changes to the conditions precedent to the close of escrow for the Single Family Element and the commencement of the Ground Leases, and to make corresponding changes to the DDA Schedule of Performance and Scope of Development, to facilitate the sale of the Single Family Element and the commencement of the Ground Leases prior to December 15, 2022. 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: 1. Conditions Precedent to Closing for Single Family Element. a. In addition to the Seller's Conditions Precedent to Closing set forth in Section 5.3 of the PSA, the Close of Escrow and City's obligation to sell and convey the Single Family Element property to Developer pursuant to the PSA are subject to the satisfaction of the following additional conditions or City's written waiver (in City's sole discretion) of such conditions on or before the Closing (the "Additional Seller's Conditions Precedent to Closing") (i) A site visibility analysis for all public/private street and private street/drive alleyway intersections within the Single Family Element shall be submitted by Developer and approved by the City's Engineering & Transportation Department, in accordance with Condition of Approval No. 14 of the Shoreline Entitlements Conditions of Approval, as adopted by City Council Resolution No. on June 21, 2022 (the "Shoreline Entitlements Conditions of Approval"). (ii) An adaptive management plan for sea level rise mitigation for the Single Family Element shall be submitted by Developer and approved by City Engineering & Transportation Director, in accordance with Shoreline Entitlements Condition of Approval No. 15. (iii) A waste management plan for the Single Family Element is submitted by Developer and approved by the hauler and the City, in accordance with Shoreline Entitlements Condition of Approval No. 16.