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with the environmental review process for this Agreement and the undertakings of the Developer <br />hereunder). <br />As part of the Phase 1 Improvements, the Developer shall comply with all conditions <br />of project approval, including without limitation any mitigation measures. The Developer shall <br />install a traffic signal at San Leandro Boulevard; provided that if the City's Traffic Engineer <br />determines that installation of such traffic signal may be deferred, the Developer will be permitted to <br />install such traffic signal at a later date as determined by the City's Traffic Engineer provided that the <br />Developer posts security for such performance satisfactory to the City's Traffic Engineer at his <br />discretion. <br />B. The Phase 2 Improvements <br />The Phase 2 Improvements consist of fifty thousand (50,000) square feet gross <br />building area of additional multi -story office buildings(s) plus a structured parking garage to <br />accommodate not less than five hundred (500) additional cars (net of any reduction to surface <br />parking). <br />C. Architecture, Design, and Exceptional Quality of Construction of Phase 1 <br />Improvements and the Phase 2 Improvements. <br />Building: The design and architecture of the Phase 1 Improvements and the Phase 2 <br />Improvements shall strictly conform to the Development Concept Plan and each successive <br />implementing plans approved by the Agency and the City. The architecture shall be consistent with <br />the cost estimates for construction provided in the Development Concept Plan. Particular attention <br />shall be paid to massing, scale, color and materials. The architecture is expected to create a distinct <br />and unique identity with a cohesive, integrated architectural style that complements the surrounding <br />developments. <br />The Minimum Office Improvements shall be executed in a Mediterranean style, <br />comparable in quality to the Fashion Island Mall in Newport Beach, California. The elevations shall, <br />to extent possible, avoid flat or one dimensional elevations. Treatments such as stucco reveals shall <br />be used around the windows to add to the architectural interest of the building. <br />Roof material for office buildings shall consist of clay tile. No air conditioning units <br />shall be visible on the exterior building elevations. <br />Landscape/Hardscape Design: Landscaping for the Property shall be consistent <br />with the planting theme proposed in the Development Concept Plan, and all materials shall be subject <br />to approval by the City and the Agency. The plaza area shall incorporate high quality paving <br />materials (and not merely stamped concrete) and shall include a distinctive fountain equivalent in <br />scale and quality to the fountains at Fashion Island. <br />The Developer shall incorporate landscape and hardscape treatments throughout the <br />parking area. Street furniture and lighting shall be incorporated into the landscape design. <br />Project Signage: Project signage shall consist of individual channel letters on the <br />building. All project signage, in terms of color selection, letter style and placement, shall be <br />complementary to the overall architectural theme. <br />D-2 <br />D05SWQ 701700v6\24258.0001 <br />i <br />