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AT THE REQUEST OF AND <br />WHEN RECORDED MAIL TO: <br />City of Santa Ana <br />20 Civic Center Plaza (M-__) <br />P.O. Box 1988 <br />Attention: City Clerk <br />No recording fee required; this document is exempt <br />from fee pursuant to Section 6103 of the California <br />Government Code <br />SPACE AROVE THTS T.TNF. FOR <br />HOTEL COVENANT <br />For a valuable consideration, receipt of which is hereby acknowledged: <br />The City of Santa Ana, a California charter city in the County of Orange of the <br />State of California ("Grantor" or "City"), granted to Caribou Industries, Inc., aNevada Corporation <br />("Grantee" or "Developer"), that certain real property described in Exhibit "A" attached hereto <br />and incorporated herein by this reference ("Property") pursuant to the Grant Deed recorded against <br />the Property at the same time as this Hotel Covenant. <br />1. The Property was conveyed in accordance with and subject to that certain Purchase <br />and Sale Agreement ("Agreement") dated , entered into between Grantor <br />and Grantee, a copy of which is on file with the City at its offices as a Public Record and which is <br />incorporated herein by reference. The Agreement requires the Developer to construct and meet <br />other requirements as set forth therein. All defined terms used herein shall have the same meaning <br />as those used in the Agreement. <br />2. The Agreement acknowledges and agrees that the Property is quitclaimed by the <br />City to the Grantee in its "AS IS," "WHERE IS" and "SUBJECT TO ALL FAULTS <br />CONDITION," as of the date of recordation of this Hotel Covenant, with no warranties, expressed <br />or implied, as to the environmental or other physical condition of the Property, the presence or <br />absence of any patent or latent environmental or other physical condition on or in the Property, or <br />any other matters affecting the Property. <br />3. As provided in the Agreement, Grantee shall, subject to Unavoidable Delay, submit <br />all applications necessary forhotel Project Entitlements within one (1) year of the Close of Escrow, <br />and shall complete development of the Property as a hotel in accordance with plans and <br />specifications approved by Grantor within five (5) years of the Project Entitlement Date, and <br />subject to the terms of the Agreement. <br />3.1. If Grantee does not submit the required applications for Project Entitlements <br />within one (1) year of the Close of Escrow, then the five (5) year timeline to complete construction <br />Exhibit "C" <br />1032/029269-0007 <br />15373821.8 a08/13/20 .2 5A-34 <br />