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3.5.1.4 City shall have executed and delivered the Grant Deed to the Escrow <br />Agent. <br />3.5.1.5 City shall have executed and delivered the Reciprocal Easement <br />Agreement to the Escrow Agent. <br />3.5.1.6 Developer has received all City approvals required for the development of <br />the Project, including all required discretionary entitlements, design review, and approval of <br />Developer's construction plans and drawings for the Project and all appeal periods for such <br />approvals have expired; <br />3.5.1.7 The Title Company shall be ready, willing, and able to issue the Title <br />Policy to Developer at the Close of Escrow, subject only to the permitted exceptions described in <br />Section 3.6.2; and <br />3.5.2 For Benefit of City: <br />3.5.2.1 Before the Close of Escrow, Developer shall not be in default in any of its <br />obligations under the touns of this Agreement and all representations and warranties of <br />Developer contained herein shall be true and correct in all material respects. <br />3.5.2.2 Developer shall have reviewed and approved the condition of title of the <br />City Property, as provided in Section 3.6 hereof. <br />3.5.2.3 Developer shall have reviewed and approved the environmental condition <br />of the Project Site, as provided in Section 3.12 hereof. <br />3.5.2.4 Developer shall have executed and delivered the Reciprocal Easement <br />Agreement to the Escrow Agent; <br />3.5.2.5 Developer shall have delivered the Purchase Price to the Escrow Agent; <br />3.5.2,6 Developer shall have paid into escrow all fees and costs associated with <br />the transaction; <br />3.5.2.7 Developer's final construction plans and drawings for the Project have <br />been approved by the City, pursuant to Section 4.4; <br />3.5.2.8 The Developer shall prepare a complete environmental documents <br />consistent with the California Environmental Quality Act (CEQA) for the proposed project. The <br />construction management and mitigation plan shall be discussed and analyzed as part of the <br />envirom-nental review process prior to final approvals. <br />5 5 3 94. 00000\29008220. 1 65D - -19 <br />