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the IBC Rezoning, the parties hereto agree that the completion of <br />the Roadway Improvements and the Interchange improvements in <br />accordance with this Agreement (and subject to the exceptions set <br />forth in this Agreement) are appropriate and necessary mitigation <br />measures for the IBC Rezoning under the California Environmental <br />Quality Act. <br />2. Responsibilities of the Patties. <br />a. "Total Costs" defined. As used with reference <br />to the Roadway Improvements and /or the Interchange Improvements, <br />the term "Total Costs" means all costs incurred in the completion <br />of those improvements, including, but not limited to, costs of <br />preparation of alignment- studies and any environmental <br />documentation which may be necessary in addition to the IBC SIR, <br />costs of land acquisition (including any costs incurred in any <br />eminent domain action), costs of design and construction, and <br />administrative staff costs. <br />b. "Lead Ag1kngy" defined. * As used herein, the <br />term "Lead Agency" means the city (Irvine or Santa Ana) which is <br />responsible for underta)4ng the work necessary to complete the <br />Roadway Improvements and /or the Interchange Improvements, <br />including, but not limited to, preparation of alignment studies and <br />any environmental documentation which may be necessary in addition <br />to the IBC SIR, land acquisition, and design and construction, <br />either through its owa employees or through independent <br />contractors, except as otherwise provided hereinbelow. <br />C. Edina responsibilities. Irvine shall be <br />M131MU7040M2022912.1 IuZ M 4 <br />ee� <br />