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WHEREAS, the Agency and the City Council have duly considered all the terms and <br />conditions of the Amendment and believes that the redevelopment of the property pursuant to the <br />DDA, as amended in the best interests of the City of Santa Ana and the health, safety, and <br />welfare of its residents, and in accord with the public purposes and provisions of applicable state <br />and local laws and requirements; and <br />WHEREAS, the Agency is a community redevelopment agency duly organized and <br />existing under the California Community Redevelopment Law, Health and Safety Code Section <br />33000, et seq. ( "CRL "), and has been authorized to transact business and exercise the power of a <br />redevelopment agency pursuant to action of the City Council; and <br />WHEREAS, the boundaries of the South Main Street Redevelopment Project (the <br />"Project Area ") were duly established by various ordinances of the City Council, which <br />ordinances approved a redevelopment plan. The Property is located within the South Main Street <br />Redevelopment Project Area, which is now part of the Agency's Merged Project Area <br />( "Redevelopment Plan "); and <br />for the South Main Street Redevelopment Project, ( "Redevelopment Plan "); and <br />WHEREAS, Agency is vested with the power to implement the Redevelopment Plan and <br />to carry out the goals and objectives of the Redevelopment Plan, including without limitation the <br />goals and objectives adopted by the Agency's implementation plan ( "Implementation Plan ") <br />pursuant to the CRL; and <br />WHEREAS, the Agency is authorized and empowered by the CRL to enter into <br />agreements for the acquisition, disposition and development of real property and otherwise to <br />assist in the redevelopment of real property within a redevelopment project area in conformity <br />with a redevelopment plan adopted for such area, to acquire real and personal property in <br />redevelopment project areas, to receive consideration for the provision by the Agency of <br />redevelopment assistance, to make and execute contracts and other instruments necessary or <br />convenient to the exercise of its powers, and to incur indebtedness to finance or refinance <br />redevelopment projects; and <br />WHEREAS, PAG is a Delaware corporation duly organized, in good standing and <br />qualified to do business under the laws of the State of California and experienced in the <br />acquisition, construction, development, and operation of auto dealerships; and <br />WHEREAS, in accordance with the California Environmental Quality Act ( "CEQA "), <br />the proposed project is exempt from further review pursuant to Section 15O61(b)(3) of CEQA, <br />which is a general rule exemption applying to projects that have no possibility of having a <br />significant effect on the environment. As this project consists of the assignment of an existing <br />agreement to a new party and a reduction in Scope of Development, no effects on the <br />environment will occur. Therefore, Categorical Exemption Environmental Review No. 2011 -51 <br />will be filed for this project; and <br />WHEREAS, the Agency has adopted an Implementation Plan pursuant to <br />CRL Section 33490, which sets forth the objectives of the Redevelopment Plan; and <br />2 <br />DOCSOC/1495410v3/200272 -0006 1-8 <br />