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2. The developer shall be required to deposit $50,000 within five (5) days of opening an escrow, 3. The Agreement shall only become binding once California Environmental Quality Act ("CEQA") compliance has been achieved and Developer has obtained land use entitlements. Transfer of the title of the property shall only take place after CEQA compliance and land use entitlements have been obtained. 4. The developer shall obtain all necessary entitlements at its own expense. 5. A quality hotel component consisting of no fewer than 60 rooms is a required component of the proposed project. The hotel may be built at the same time as the rest of the project or in a subsequent phase, as described by the developer with a justification for its phasing and timing. If the hotel is built at the same time, and within 6 months of the certificate of occupancy the hotel is proven to be unsuccessful, the hotel rooms can be rented as studio apartments. 6. A hotel tax abatement incentive may be negotiated between the City and the developer. 7. The developer shall build the project paying prevailing wages. 8. The developer will replace the existing public parking with between 253-300 parking spaces. The City will leaseback the parking spaces from developer for 40 -years at $95 per space per month. The City will fund between $8,053,243 and $9,549,300 (number of spaces x $31,831 per space = cost) for the public parking portion of the above ground parking structure. 9. The City and the developer will review and resolve all existing parking obligations associated with the existing municipal parking structure. 10. The City shall convey property titles immediately prior to a previously scheduled and full authorized demolition of the existing improvements on the property. 11. The demolition of the existing improvements and subsequent construction of the new project shall take place consistent with agreed upon terms and timelines set forth in the DDA. 12. Any uriatithorized delays by the developer, except reasonable delays for force majeure, weather, economic downturn, etc., at any agreed upon phase of construction shall be subject to penalties set forth in the DDA, 13. The new development project shall be designed by Studio One Eleven to exemplify the City's commitment to excellent design and sustainability in Santa Ana. 14. Prior to issuance of final certificates of occupancy, general, standard, and specific conditions and obligations set forth for this project shall be met within the timelines outlined in the DDA subject to the reasonable carve -outs outlined in #12 above. 15. Developer is required to provide reasonable Community Outreach with all stakeholders living within the immediately surrounding neighborhood and within 200 feet of the project, to hear and address reasonable concerns during and after construction. 1032/028269-0006 10259001 1 a] 0/24/16 65D-51