HOUSING AUTHORITY OF THE CITY OF SANTA ANA AND SANTA ANA STATION DISTRICT LLC -2013

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A-2013-008 NSI;R XPIRES EXCLUSIVE NEGOTIATING AGREEMENT December 19, 2012 "" IAN -L 9 /U 1%) This Exclusive Negotiating Agreement ("Agreement") is entered into as of January 7, 2013 by and among the City of Santa Ana, a charter city and municipal corporation (the "City"), the Housing Authority of the City of Santa Ana, a public body, corporate and politic (the "Authority") and Santa Ana Station District, LLC, a California limited liability company (the "Developer") on the terms and provisions set forth below and with reference to the following. RECITALS A. The former Community Redevelopment Agency of the City of Santa Ana ("Agency"), the City and the Developer previously entered into the "Predevelopment Agreement - District Master Development Plan" (the "Predevelopment Agreement") dated December 9, 2009, after conducting an extensive Request for Proposals process. Developer was awarded the Predevelopment Agreement to assist in strategic planning and development with respect to approximately 94 acres known as the "Station District", which included City and Agency owned properties. The Predevelopment Agreement is superseded by the execution of this Exclusive Negotiating Agreement. B. The Agency and City were studying development and master planning of the "Station District" in conjunction with other studies being undertaken for new transportation projects in and around the City-owned Santa Ana Regional Transportation Center ("SARTC"). The Authority now owns one parcel within the Station District located at 1126-1146 E. Washington Ave. (APN #398-092-14) ("Housing Authority Parcel"), which was previously owned by the Agency and subject to the terms of the Predevelopment Agreement. The Housing Authority Parcel is hereby reaffirmed as being included under the terms of this Exclusive Negotiating Agreement, unless precluded or prohibited from including such parcel by direction or action of the State of California. The Station District including the SARTC and Housing Authority Parcel are depicted in Exhibit A hereto which is incorporated herein by this reference. C. Additionally, the County of Orange owns adjacent property within the Station District depicted on Exhibit A ("County Parcels") that has been the subject of discussions between the City and County with respect to joint planning and development opportunities. It is anticipated that a Joint Powers Agreement, Cooperative Agreement, or Memorandum of Understanding will be negotiated with the County for development of the City and County Parcels, and Developer agrees to fully cooperate with that potential negotiation process and agreement. Developer will ultimately be responsible for incorporating the County Parcels into the Master Plan if directed to do so by the City. The County is not a party to this Agreement and there is currently no contract or commitment from the County at this time to sell or develop its properties.