RES 97106 - Laserfiche WebLink

amended, and (ii) City's finding that the purchase of the Land is consistent with the General Plan for the City of Pleasanton. If either of these contingencies are not satisfied (and City notifies Prudential in writing of this fact during the Due Diligence Period), then this Agreement shall automatically terminate without penalty to City; provided that City's obligation under Section 4.2 below shall continue after the termination of this Agreement. 2.3 Condition to Prudential's Obligation to Sell. Prudential's obligation to sell the Land to City is expressly contingent upon the satisfaction of the following conditions: (i) Prudential's receipt, on or before the Closing Date, of all necessary approvals of the transaction contemplated in this Agreement from both Prudential's corporate officers and (if necessary) by the Finance Committee of the Prudential's Board of Directors, each in their sole and absolute discretion; (ii) SCPT's receipt of all necessary Project Approvals (and the expiration of all applicable appeal periods), on or before the Closing Date; and (iii) the City's timely performance of all of its obligations hereunder (including the payment of the Purchase Price and its share of the closing costs in the manner described in Article 1). If any of the foregoing conditions are not satisfied as of the Closing Date, then this Agreement shall automatically terminate without penalty to City; provided that City's obligation under Section 4.2 below shall continue after the termination of this Agreement. 2.4 Full Satisfaction of Condition C to Ordinance No. 1533. The City hereby agrees and acknowledges that the sale of the Land to City on the terms set forth herein shall fully satisfy the Neighborhood Park Condition described in Recital A above. The foregoing shall not be affected by either (i) the City's sale or transfer of the Land, or (ii) the City's failure to develop the Land into a neighborhood park. 2.5 Cap on Amount of Park Land on Lot 60. If the City acquires the Land on the terms set forth herein, the City agrees that no more than three (3) acres of land on Lot 60 will be acquired through dedication by the City for park related purposes in connection with the City's approval of any development on Lot 60. If the City chooses to acquire up to three acres on Lot 60 for park land, then the City shall grant a credit against the "in-lieu" park fees which otherwise would have been payable in connection with the Project. 2.6 City Responsible for All Development Costs. City shall be solely responsible for the development of the Land into a neighborhood park. 2.7 ExemQtion from HBPOA Dues. Pursuant to Section 8.14 of the existing CC&R's, the City shall be exempt from the obligation to pay dues or other assessments to the Hacienda Business Park Owners Association ("HBPOA") as long as the Land is owned by the City and held or used for recreational purposes. Any portion of the Land sold or transferred by the City to another entity shall be deemed to be held or used for other than recreational purposes and shall immediately become subject to the obligation to pay HBPOA dues and assessments. Prudential agrees that it shall not amend this section of the CC&R's in any manner which would cause the City to lose this exemption as it pertains to the Land, so long as the Land is used exclusively for recreational purposes. 2.8 Refunds and Credits. Prudential agrees and acknowledges that the City shall be entitled to receive the full amount of and/or benefit from any refunds and/or credits available in connection with the Land as a result of excess funds remaining in one or more of the Existing Assessment Liens (except for the NPID No. 1 1993-94 credits). Prudential further acknowledges that, following the transfer of the Land to City, the City shall be Neighborhood Park Agreement 8/27/97 3