Common use of Scope of Development Clause in Contracts

Scope of Development. Developer shall construct the Project in conformance with the Scope of Development, the 2022 SEIR Mitigation Measures, the 2022 SEIR Project Design Features, the Conditions of Approval, and substantially consistent with the Development Plan and the final plans and specifications approved by City. Developer shall not make any Material Changes to the Development Plan provided to the City as of the Effective Date without the written consent of the Director or his or her designee. “Material Changes” for the purposes of this Section 4.2 include modifications to the Development Plan that (i) change the proposed uses analyzed in the 2022 SEIR for the Property, (ii) increase the total amount of light industrial square feet beyond that analyzed in the 2022 SEIR for the Property (iii) decrease the amount of retail and/or restaurant, open space, community amenity, and programed square footage proposed in the Xxxxxx Country Mart, as set forth in the Project Site Plan shown on Exhibit C, attached hereto, and/or (iv) increase building heights for any portion of the Project. Further, Developer shall not construct the Project in a manner which would not be substantially consistent with the Development Plan and in conformance with the 2022 SEIR Mitigation Measures, the 2022 SEIR Project Design Features, this Agreement or the Project Agreements, except upon obtaining any additional permits, orders, licenses or approvals required by the Existing Land Use Regulations, Existing Development Approvals and Applicable Future Rules and Future Development Approvals made applicable to the Project and/or the Developer Property consistent with the terms of this Agreement. Modifications to the Development Plan that do not constitute Material Changes as defined above are considered Minor Modifications to the Development Plan that shall be made and approved administratively as set forth in Section 7.5 below. In the event of any proposed changes to the final plans and specifications to the Project following the Effective Date, Developer shall immediately provide the City with any such changes, which changes shall be subject to the terms of this Section. In addition, as soon as is practicable after completion of Project construction, Developer shall submit to City as-built plans and specifications showing the Project as actually constructed.

Scope of Development. Developer shall construct the Project in conformance with the Scope of Development, the 2022 SEIR Mitigation Measures, the 2022 SEIR Project Design Features, the Conditions of Approval, and substantially consistent with the Development Plan and the final plans and specifications approved by City. Developer shall not make any Material Changes to the Development Plan provided to the City as of the Effective Date without the written consent of the Director or his or her designee. “Material Changes” for the purposes of this Section 4.2 include modifications to the Development Plan that (i) change the proposed uses analyzed in the 2022 SEIR for the Property, (ii) increase the total amount of light industrial square feet beyond that analyzed in the 2022 SEIR for the Property (iii) decrease the amount of retail and/or restaurant, open space, community amenity, and programed square footage proposed in the Xxxxxx Carson Country Mart, as set forth in the Project Site Plan shown on Exhibit C, attached hereto, and/or (iv) increase building heights for any portion of the Project. Further, Developer shall not construct the Project in a manner which would not be substantially consistent with the Development Plan and in conformance with the 2022 SEIR Mitigation Measures, the 2022 SEIR Project Design Features, this Agreement or the Project Agreements, except upon obtaining any additional permits, orders, licenses or approvals required by the Existing Land Use Regulations, Existing Development Approvals and Applicable Future Rules and Future Development Approvals made applicable to the Project and/or the Developer Property consistent with the terms of this Agreement. Modifications to the Development Plan that do not constitute Material Changes as defined above are considered Minor Modifications to the Development Plan that shall be made and approved administratively as set forth in Section 7.5 below. In the event of any proposed changes to the final plans and specifications to the Project following the Effective Date, Developer shall immediately provide the City with any such changes, which changes shall be subject to the terms of this Section. In addition, as soon as is practicable after completion of Project construction, Developer shall submit to City as-built plans and specifications showing the Project as actually constructed.

Scope of Development. Developer For the purpose of this Agreement, “Improvements” shall construct mean: (1) that relocation of the Project Dealership to the 2800 Parcel, and that work and improvement made to the Dealership’s outer façades, which shall comply in conformance all material respects with General Motors’ Essential Brand Elements program, and which shall include, among other things, a new brushed metal arch entryway; (2) that relocation of the Collision Center to the 2800 Parcel, and that work, expansion, and improvement made thereto, and which shall include, among other things, new paint booths and new forced-air drying booths; and (3) that work, renovation, and improvement to the remaining improvements; all of which improvements shall be agreed upon by the Agency and Participant, and described in the “Scope of Development” attached hereto and incorporated herein by this reference as Attachment C and which shall be referred to as the “Work” herein, all of which Work shall be carried out and completed by Participant. The “Scope of Development” shall include the Site Plan and architect elevations attached thereto. Concurrently with the approval of this Agreement, the Agency will approve Participant’s basic concept drawings. On or before the date set forth in the Schedule of Performance, Participant shall submit to the Agency preliminary, and thereafter final, drawings and specifications for development of the Site in accordance with the Scope of DevelopmentDevelopment and in accordance with the Agency’s requirements. The term preliminary and final drawings shall be deemed to include site plans; building plans and elevations; grading plans, the 2022 SEIR Mitigation Measuresif applicable; landscaping plans; parking plans; material pallets; a description of structural, the 2022 SEIR Project Design Features, the Conditions of Approvalmechanical, and substantially electrical systems; and all other plans, drawings, and specifications. Final drawings shall be in sufficient detail to obtain a building permit. Said plans, drawings, and specifications shall be consistent with the Scope of Development Plan and the final plans various development approvals referenced hereinabove, except as such items may be amended by the Agency (if applicable) and specifications approved by City. Developer shall not make any Material Changes to the Development Plan provided to the City as of the Effective Date without the written mutual consent of the Director or his or her designeeAgency and Participant. “Material Changes” Plans (concept, preliminary, and construction) shall be progressively more detailed and will be approved if they are a logical evolution of plans, drawings, and/or specifications previously approved. Plans must be in sufficient detail to obtain all discretionary land use approvals, including for the purposes of this Section 4.2 include modifications to the Development Plan that (i) change the proposed uses analyzed in the 2022 SEIR site plan approval, conditional use permit(s), and other actions requiring Planning Commission approval and shall be submitted and processed for the Property. After approval by the Planning Commission, (ii) increase final drawings and specifications for construction of the total amount Improvements may be submitted and processed for the Property. The specific Improvements that are the subject of light industrial square feet beyond that analyzed this Agreement shall be described and/or depicted in the 2022 SEIR for Scope of Development and in the Property (iii) decrease the amount of retail and/or restaurantdrawings, open space, community amenityplans, and programed square footage proposed in specifications (the Xxxxxx Country Mart, as set forth in the “Project Site Plan shown on Exhibit C, attached hereto, and/or (ivPlans”) increase building heights for any portion of the Project. Further, Developer shall not construct the Project in a manner which would not be substantially consistent with the Development Plan and in conformance with the 2022 SEIR Mitigation Measures, the 2022 SEIR Project Design Features, this Agreement or the Project Agreements, except upon obtaining any additional permits, orders, licenses or approvals required by the Existing Land Use Regulations, Existing Development Approvals and Applicable Future Rules and Future Development Approvals made applicable to the Project and/or the Developer Property consistent with the terms of this Agreement. Modifications to the Development Plan that do not constitute Material Changes as defined above are considered Minor Modifications to the Development Plan that shall be made and approved administratively as set forth in Section 7.5 below. In the event of any proposed changes to the final plans and specifications to the Project following the Effective Date, Developer shall immediately provide the City with any such changes, which changes shall be subject to the terms of this Section. In addition, as soon as is practicable after completion of Project construction, Developer shall submit to City as-built plans and specifications showing the Project as actually constructedprepared pursuant thereto.

Scope of Development. Developer shall design, develop and construct a mixed- use Project on the Property in accordance with the terms and conditions of this Agreement and in compliance with the terms and conditions of all approvals, entitlements and permits that the City or any other governmental body or agency with jurisdiction over the Project or the Property has granted or issued as of the date hereof or may hereafter grant or issue in conformance connection with development of the Scope Project, including without limitation, all mitigation measures imposed in connection with environmental review of Developmentthe Project and all conditions of approval imposed in connection with any entitlements, approvals or permits (all of the 2022 SEIR Mitigation Measuresforegoing approvals, entitlements, permits, mitigation measures and conditions of approval are hereafter collectively referred to as the 2022 SEIR Project Design Features, the “Conditions of Approval, and substantially consistent with ”). When the Development Plan and the final plans and specifications approved by City. Developer shall not make any Material Changes to the Development Plan provided to the City as acquires all of the Effective Date without the written consent of the Director or his or her designee. “Material Changes” for the purposes of this Section 4.2 include modifications to the Development Plan that (i) change the proposed uses analyzed in the 2022 SEIR for the Property, (ii) increase it intends to develop the total amount Project with a minimum of light industrial 1,328 residential units, as generally set forth in the Preliminary Site Plan which is attached hereto Exhibit A-2 and the Illustrative Vesting Tentative Map, attached hereto as Exhibit A-3. The Developer intends to develop 902 residential units on the first four parcels it acquires. Restricted Units shall be developed according to the terms and conditions set forth in Section 3.3 and the Regulatory Agreement, which the Parties shall execute concurrently with the execution of this Agreement and which shall be recorded in the Official Records on the date that Developer acquires any parcel of the Property with respect to such parcel. By executing the Regulatory Agreement, the Parties intend to allow for the possible use of Restricted Units as rental units or ownership units. In conjunction with the aforementioned residential units, the Developer shall also develop a minimum of 92,000 square feet beyond of retail space within the first two phases of development. Of that analyzed commercial retail space, at least 87,300 square feet shall be located at the ground level and up to 4,700 square feet can be mezzanine space to the approval of the City (which approval shall not be unreasonably withheld, conditioned or delayed), and a grocery store space between 30,000 and 45,000 square feet, together with parking, open space and other amenities. Developer and Agency shall work together to find a grocery store operator reasonably acceptable to Agency and Developer. Said grocery store space may be reduced to a 15,000 square foot minimum sized space for specific Agency approved grocery tenants that, in the 2022 SEIR reasonable determination of the Agency Executive Director, meet or promote the development goals for the Property (iii) decrease Project Area All such retail space and other amenities shall be in accordance with the amount of retail and/or restaurant, open space, community amenity, and programed square footage proposed in the Xxxxxx Country Martapproved Construction Plans, as set forth in the Project Site Plan shown on Exhibit C, attached hereto, and/or (iv) increase building heights for any portion of the Project. Further, Developer shall not construct the Project in a manner which would not be substantially consistent with the Development Plan and in conformance with the 2022 SEIR Mitigation Measures, the 2022 SEIR Project Design Features, this Agreement or the Project Agreements, except upon obtaining any additional permits, orders, licenses or approvals required by the Existing Land Use Regulations, Existing Development Approvals and Applicable Future Rules and Future Development Approvals made applicable to the Project and/or the Developer Property consistent with the terms of this Agreement. Modifications to the Development Plan that do not constitute Material Changes as defined above are considered Minor Modifications to the Development Plan that shall be made and approved administratively as set forth in Section 7.5 below. In the event of any proposed changes to the final plans and specifications to the Project following the Effective Date, Developer shall immediately provide the City with any such changes, which changes shall be subject to the terms of this Section. In addition, as soon as is practicable after completion of Project construction, Developer shall submit to City as-built plans and specifications showing the Project as actually constructedArticle III.