Common use of Geotechnical Assessment and Remediation Clause in Contracts

Geotechnical Assessment and Remediation. (a) The Developer shall engage geotechnical consultants to perform geotechnical evaluation of all sites identified as Development Sites and will provide copies of each of such report to the City. Preliminary geotechnical assessments are being funded pursuant to the 2011 CDBG Agreement; subsequent activities will be the responsibility of the City, and may be funded and carried out, as applicable, pursuant to CDBG Agreements. Except only as may be expressly provided in this Agreement or any amendment hereto or in any separate agreement between the parties hereto, remedial actions recommended in geotechnical assessment reports shall be included in Site Preparation Work as part of the delivery of each Development Site in Clean and Rough- Graded condition. The Developer shall submit or cause to be submitted to the City for its review all proposed plans and specifications for such remediation and shall cause the appropriate contractors or consultants to meet with the City for the purpose of reviewing such submissions and discussing any City questions or concerns. Developer shall exercise the reasonable care and standards of a professional real estate development company in connection with its activities under this Agreement and the CDBG Agreement; however, Developer shall bear no responsibility or liability for plans and specifications for site preparation activities as a result of its engagement of consultants and contractors on behalf of the City pursuant to this Agreement or the CDBG Agreement. If the Developer determines at any time prior to Closing that the nature of, time frames for, or cost of remediation of a geotechnical condition recommended in a geotechnical evaluation report, or remediation of a geotechnical condition which is discovered during the course of Site Preparation Work (or a materially increased scope or cost of remediation of a previously discovered condition which is discovered during the course of such Site Preparation Work) would render construction or operation of the New Improvements on the affected Development Site or portion thereof practically or financially unacceptable, the Developer and the City shall meet to consider the feasibility of the development of the Development Site or affected portions thereof and the possible methods and source of payment for remediation of such geotechnical condition. The Master Schedule may be extended by the time needed to remediate such geotechnical condition, if feasible in the light of controlling deadlines imposed by financing or supervisory agencies. If the Developer, after conferring with the City, determines that the geotechnical condition cannot feasibly be cured, the affected site or portion thereof shall be removed from any affected Phase and if reasonably available a suitable alternative site acceptable to the Developer in Clean and Rough-Graded condition shall be substituted therefore, in order to permit development and construction of a Phase having, to the extent reasonably possible, the full number of units and unit mix planned. If substitution of a suitable alternative site is not feasible in light of controlling deadlines or other requirements imposed by financing or supervisory agencies, the parties will use good faith efforts to include development of the affected number of units in a later Phase of the Development, if applicable and feasible. If substitution of a suitable alternative site is not feasible in light of controlling deadlines imposed by financing or supervisory agencies, including applicable placement-in-service deadlines, the Developer shall also be entitled to those remedies detailed in Article X with respect to the excluded site or portion thereof. (b) Prior to Closing with respect to a Phase and during the course of any continuing Site Preparation Work, if the City determines that the nature of, time frames for, or cost of remediation of a geotechnical condition which is discovered during the course of such Site Preparation Work or construction work (or a materially increased scope or cost of remediation of a previously discovered geotechnical condition) would render the construction of the New Improvements or operation of such New Improvements on such Development Site or portion thereof practically or financially unacceptable, the Developer and City shall consider the feasibility of the development of the Development Site (or affected portions thereof) and possible methods and source of payment for remediation of such geotechnical condition. The Master Schedule may be extended by the time needed to remediate such geotechnical condition, if feasible in the light of controlling deadlines imposed by financing or supervisory agencies.

Geotechnical Assessment and Remediation. (a) 5.4.1 The Developer shall will engage geotechnical consultants to perform geotechnical evaluation of all sites identified as Development Sites and will provide copies of each of such report reports to the CityAuthority. Preliminary geotechnical assessments are being funded pursuant to the 2011 CDBG Initial Agreement; subsequent activities will be the responsibility of the City, Authority (and may be funded and carried out, as applicable, pursuant to CDBG AgreementsAdditional Services agreements). Except only as may be expressly provided in this Agreement or any amendment hereto or in any separate agreement between the parties hereto, remedial actions recommended in geotechnical assessment reports shall be included in Site Preparation Work as part of for the delivery of each Development Site Phase in Clean and Rough- Graded conditionwhich the affected sites are intended to be included. The Developer shall submit or cause to be submitted to the City Authority for its review all proposed plans and specifications for such remediation site preparation activities and shall cause the appropriate contractors or consultants to meet with the City Authority for the purpose of reviewing such submissions and discussing any City Authority or Developer questions or concerns. Developer shall exercise the reasonable care and standards of a professional real estate development company in connection with its activities under this Agreement and the CDBG Agreement; provided, however, Developer shall bear no responsibility or liability for plans and specifications for site preparation activities as a result of its engagement of consultants and contractors on behalf of the City pursuant to this Agreement or the CDBG Agreement. Authority. 5.4.2 If the Developer Authority determines at any time prior to Closing that the nature of, time frames for, or cost of remediation of a geotechnical condition recommended in a geotechnical evaluation report, or remediation of a geotechnical condition which is discovered during the course of Site Preparation Work (or a materially increased scope or cost of remediation of a previously discovered condition which is discovered during the course of such Site Preparation Work) would render construction or operation of the New Improvements on the affected Development Phase Site or portion thereof practically or financially unacceptable, the Developer and the City Authority shall meet to consider the feasibility of the development of 5.4.3 If, after Closing with respect to a Phase and during the course of any continuing Site Preparation Work or construction work, the Authority determines that the nature of, time frames for, or cost of remediation of a geotechnical condition which is discovered during the course of such post- Closing Site Preparation Work or construction work (or a materially increased scope or cost of remediation of a previously discovered geotechnical condition which is determined during the course of such post-Closing Site Preparation Work or construction work) would render the construction of the New Improvements or operation of such New Improvements on such Development Site or portion thereof practically or financially unacceptable (a “Post-Closing Geotechnical Condition”), the Developer and Authority shall meet to consider the feasibility of the development of the Development Site (or affected portions thereof thereof) and the possible methods and source of payment for remediation of such geotechnical conditionPost-Closing Geotechnical Condition. The Master Schedule may be extended by the time needed to remediate such geotechnical conditionPost-Closing Geotechnical Condition, if feasible in the light of controlling deadlines imposed by financing or supervisory agencies. If the DeveloperAuthority, after conferring with the CityDeveloper, determines that the geotechnical condition such Post-Closing Geotechnical Condition cannot feasibly be cured, the affected site Development Site or portion thereof shall be removed from any affected the Phase and if reasonably available a suitable alternative site acceptable to the Developer in Clean and Rough-Graded condition Buildable Condition shall be substituted therefore, therefor in order to permit development and construction of a Phase having, to the extent reasonably possible, having the full number of units and unit mix planned. If substitution of a suitable alternative site is not feasible in light of controlling deadlines or other requirements imposed by financing or supervisory agencies, the parties will use good faith efforts to include development of the affected number of units in a later Phase of the Development, if applicable and feasible. If substitution of a suitable alternative site is not feasible in light of controlling deadlines imposed by financing or supervisory agencies, including applicable placement-in-service deadlines, the Developer shall also be entitled to those remedies detailed in Article X Section 10.3 with respect to the excluded site or portion thereof. (b) Prior to Closing with respect to a Phase and during the course of any continuing Site Preparation Work, if the City determines that the nature of, time frames for, or cost of remediation of a geotechnical condition which is discovered during the course of such Site Preparation Work or construction work (or a materially increased scope or cost of remediation of a previously discovered geotechnical condition) would render the construction of the New Improvements or operation of such New Improvements on such Development Site or portion thereof practically or financially unacceptable, the Developer and City shall consider the feasibility of the development of the Development Site (or affected portions thereof) and possible methods and source of payment for remediation of such geotechnical condition. The Master Schedule may be extended by the time needed to remediate such geotechnical condition, if feasible in the light of controlling deadlines imposed by financing or supervisory agencies.