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7. DDA Provisions.
<br />7.1 DDA Essential Terms and Conditions. The DDA shall include provisions
<br />addressing all of the following described subjects:
<br />7.1.1 Site Control. Transfer of the Site from City to Developer, or
<br />Developer's permitted assignee, subject to City acquiring title to the Site in the future, but
<br />without any obligation of City to acquire title to the Site.
<br />7.1.2 DDA Performance Schedule. A schedule of performance setting forth
<br />deadlines for various actions of Developer and City, respectively.
<br />7.1.3 Development Commitment. Developer's commitment to develop the
<br />Project on the Site, subject to recorded affordability conditions, covenants and restrictions in
<br />form and substance reasonably acceptable to and for the benefit of City.
<br />7.1.4 Developer Purchase of the Consultant Work Product. Developer's
<br />purchase of the Consultant Work Product procured by City regarding the Project at an amount
<br />equal to City's expenditures to procure the Consultant Work Product.
<br />7.1.5 Financing Plan. Developer submittal to City of a plan for financing the
<br />construction and operation of the Project for City review and approval. Such financing plan
<br />shall, at a minimum, include an obligation of Developer to submit an application to the
<br />California Debt Limit Allocation Committee for an allocation of private activity bond financing
<br />to be issued by the California Municipal Finance Authority or other similar agency, subject to
<br />availability.
<br />7.1.6 Developer Compliance with Laws. Developer shall comply with the
<br />requirements of all applicable City ordinances, resolutions, regulations or other laws or approvals
<br />in all aspects (planning, design, construction, management and occupancy) of developing and
<br />operating the Project on the Site.
<br />8. Costs and Expenses. Except for those certain professional services and Consultant Work
<br />Product specifically described in the Consultant List that are anticipated to be procured by City,
<br />all fees or expenses of engineers, architects, financial consultants, legal, planning or other
<br />consultants or contractors, retained by Developer for any study, analysis, evaluation, report,
<br />schedule, estimate, environmental review, planning or design activities, drawings, specifications
<br />or other activity or matter relating to the Site or the Project or negotiation or documentation of a
<br />future DDA that may be undertaken by Developer during the Negotiation Period, pursuant to or
<br />in reliance upon this Agreement or in Developer's discretion, regarding any matter relating to
<br />this Agreement, a future DDA, the Site or the Project, shall be the sole responsibility of and
<br />undertaken at the sole cost and expense of Developer and no such activity or matter shall be
<br />deemed to be undertaken for the benefit of, at the expense of or in reliance upon City. Except for
<br />those certain professional services and Consultant Work Product specifically described in the
<br />Consultant List that are anticipated to be procured by City, City shall not be obligated to pay,
<br />reimburse or refund any expenses, fees, charges or costs incurred by Developer in pursuit of any
<br />study, analysis, evaluation, report, schedule, estimate, environmental review, planning or design
<br />activities, drawings, specifications or other activity or matter relating to this Agreement, the Site,
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<br />23152.06025\7001961.5
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