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3. Seller shall grant to City a temporary construction easement on the real property described in Exhibit C as depicted in Exhibit C-1. 4. At the time that City constructs the improvements for public utility purposes, it shall also construct certain improvements described in Exhibit D; those improvements are intended for the benefit of Seller in connection with Seller's potential development of its property. 5. Seller shall pay City $28,500, to be paid at the close of escrow for the City's purchase of the fee interest and the easements; the $28,500 represents the difference between the fair market value of the fee interest and the easements and the improvements described in Exhibit D. 6. Seller may apply fot a development agreement with City in a form substantially similar to what has been approved for other property owners within the Vineyazd Avenue Corridor Specific Plan azea and a copy of which is attached hereto as Exhibit E. If Seller elects to apply for such development agreement, City shall process it expeditiously. 7. This Agreement is intended by the parties as complete and exclusive statement of the entire agreement of the parties with respect to the purchase and sale of the interests in the properties described herein 8. This Agreement shall be binding upon and enforceable by the successors and assigns of the parties hereto. 1N WITNESS WHEREOF, Seller and City have executed this Agreement as of the date first above written above. THREEHAND LP By: THREEHAND, LLC Its: General Partner By: The Pivotal Ttvst u/t/a dated July 20, 2000 Its: Managing Partner -- ~ I ~ a7 By: Gr gory Re 'Fk, ustee