Common use of Negotiating Period Clause in Contracts

Negotiating Period. The negotiating period under this Agreement (the "Negotiating Period") shall commence on the Effective Date (defined in Section 3.4) and terminate at 5:00 p.m. on the one hundred eightieth (180th) day thereafter. The Agreement may be extended for two (2) 90-day periods from the date of this Agreement, with mutual agreement of the Parties. Further, if a DDA has not been executed by the Parties (or by CRA/LA and a party related to the Developer and approved by CRA/LA) by the expiration of the Negotiating Period, then this Agreement shall terminate and neither Party shall have any further rights or obligations under this Agreement, except as set forth in Sections 1.4, 3.2, 3.5, and 3.11. Notwithstanding the foregoing, if the Developer signs and submits to CRA/LA a DDA approved as to form and content by the CRA/LA Chief Executive Officer or designee within the Negotiating Period, the Negotiating Period will automatically be extended by a period of one hundred eighty (180) days to permit the CRA/LA Governing Board, CRA/LA Oversight Board and DOF to take the steps necessary to consider (i.e. approve or disapprove) the proposed DDA. If a DDA is executed by both Parties, then upon such execution, this Agreement shall terminate as of the effective Date of the DDA, and all rights and obligations of the Parties shall be as set forth in the executed DDA. This Agreement may also be terminated if the Parties agree in writing that a successful consummation of the negotiations is impossible.

Negotiating Period. (a) The initial negotiating period under this Agreement (the "Phase 1 Negotiating Period") under this Agreement shall commence be six (6) months, commencing on the Effective Date of this Agreement. If, prior to the end of the Phase 1 Negotiating Period (1) the City and Developer have agreed upon a Term Sheet setting forth the key terms of the DDA and (2) the Developer has demonstrated progress on meeting its performance obligations under this Agreement, as both determined by the City, the City shall provide notice to the Developer of the commencement of the Phase 2 Negotiating Period (the "Phase 2 Notice"). If prior to the end of the Phase 1 Negotiating Period (1) the City and Developer have n ot agreed upon a Term Sheet setting forth the key terms of the DDA or (2) the Developer has Developer, the City shall retain the Good Faith Deposit (as defined in Section 3.41.3) and terminate at 5:00 p.m. on neither Party shall have any further rights or obligations under this Agreement, except that any provision of this Agreement that is specified to survive termination shall remain in effect. (b) The Phase 2 Negotiating Period, if any, shall commence upon the one hundred eightieth date of the Phase 2 Notice and continue for twelve (180th12) day months thereafter, subject to extension as set forth below. The Agreement Developer may be extended for extend the Phase 2 Negotiating Period by two (2) 90three-day periods from month extensions, subject to the date reasonable approval of the City Manager and provided the Developer has demonstrated progress on meeting its performance obligations under this Agreement, with mutual agreement as determined by the City. The Developer shall deliver thirty (30) days prior written notice of the PartiesDeveloper's intent to exercise the extension ("Extension Notice"). Further, if The Negotiating Period may be extended or modified beyond the extensions described above only by formal action of the City Council. (c) If a DDA has not been executed by the Parties (or by CRA/LA City and a party related to the Developer and approved by CRA/LA) by the expiration of the Negotiating PeriodPeriod (as the Negotiating Period may be extended pursuant to the preceding paragraph), then this Agreement shall terminate and neither Party shall have any further rights or obligations under this Agreement, except as set forth that any provision of this Agreement that is specified to survive termination shall remain in Sections 1.4, 3.2, 3.5, and 3.11. Notwithstanding the foregoing, if the Developer signs and submits to CRA/LA a DDA approved as to form and content by the CRA/LA Chief Executive Officer or designee within the Negotiating Period, the Negotiating Period will automatically be extended by a period of one hundred eighty (180) days to permit the CRA/LA Governing Board, CRA/LA Oversight Board and DOF to take the steps necessary to consider (i.e. approve or disapprove) the proposed DDAeffect. If a DDA is executed by both Partiesthe City and the Developer, then then, upon such executionexecution of the DDA, this Agreement shall terminate as of the effective Date of the DDAterminate, and all rights and obligations of the Parties shall be as set forth in the executed DDA. This Agreement may also be terminated if the Parties agree in writing that a successful consummation of the negotiations is impossible.

Negotiating Period. (a) The negotiating period under this Agreement (the "Negotiating Period") under this Agreement shall commence be nine (9) months, commencing on the Effective Date (defined in Section 3.4) and terminate at 5:00 p.m. on the one hundred eightieth (180th) day thereafter. The Agreement may be extended for two (2) 90-day periods from the date of this Agreement, with subject to extension as set forth below and/or by mutual agreement of the PartiesParties in writing (subject to the last sentence of this Section 1.2(a)). FurtherThe Developer may extend the Negotiating Period twice, if subject to the reasonable approval of the City Manager, each extension shall be for a period of three (3) months. The Developer shall deliver thirty (30) days prior written notice of the Developer's intent to exercise the extension ("Extension Notice"). Concurrently with the delivery of an Extension Notice, the Developer shall deliver to Escrow a non-refundable extension payment of Ten Thousand Dollars ($10,000) (each, an "Extension Payment"). Each Extension Payment shall be entirely non-refundable upon delivery into Escrow, but in the event the Developer and City enter into a DDA and the Developer acquires the Property from the City, the Extension Payments shall be credited against any cash purchase price paid by the Developer to the City. The Negotiating Period may be extended or modified beyond the extensions described in the preceding sentence only by formal action of the City Council. (b) If a DDA has not been executed by the Parties (or by CRA/LA City and a party related to the Developer and approved by CRA/LA) by the expiration of the Negotiating PeriodPeriod (as the Negotiating Period may be extended pursuant to the preceding paragraph), then this Agreement shall terminate and neither Party shall have any further rights or obligations under this Agreement, except as set forth that any provision of this Agreement that is specified to survive termination shall remain in Sections 1.4, 3.2, 3.5effect, and 3.11. Notwithstanding the foregoing, if Escrow agent shall release to the Developer signs and submits to CRA/LA a DDA approved as to form and content by the CRA/LA Chief Executive Officer or designee within the Negotiating Period, the Negotiating Period will automatically be extended by a period of one hundred eighty (180) days to permit the CRA/LA Governing Board, CRA/LA Oversight Board and DOF to take the steps necessary to consider (i.e. approve or disapprove) the proposed DDACity any Extension Payments being held in Escrow. If a DDA is executed by both Partiesthe City and the Developer, then then, upon such executionexecution of the DDA, this Agreement shall terminate as of the effective Date of the DDAterminate, and all rights and obligations of the Parties shall be as set forth in the executed DDA. This Agreement may also After execution of a DDA, any Extension Payments made by the Developer shall be terminated if disbursed at the Parties agree in writing that a successful consummation of closing under the negotiations is impossibleDDA, pursuant to the terms thereof.

Negotiating Period. (a) The negotiating period under this Agreement (the "Negotiating Period") under this Agreement shall commence be nine (9) months, commencing on the Effective Date (defined in Section 3.4) and terminate at 5:00 p.m. on the one hundred eightieth (180th) day thereafter. The Agreement may be extended for two (2) 90-day periods from the date of this Agreement, with subject to extension as set forth below and/or by mutual agreement of the PartiesParties in writing (subject to the last sentence of this Section 1.2(a)). FurtherThe Developer may extend the Negotiating Period twice, if subject to the reasonable approval of the City Manager and provided that the Developer has demonstrated progress on meeting its performance obligations under this Agreement, each extension shall be for a period of three (3) months. The Developer shall deliver thirty (30) days prior written notice of the Developer's intent to exercise the extension ("Extension Notice"). Concurrently with the delivery of an Extension Notice, the Developer shall deliver a non-refundable extension payment of Ten Thousand Dollars ($10,000) (each, an "Extension Payment"). Each Extension Payment shall be entirely non-refundable upon delivery, but in the event the Developer and City enter into a DDA and the Developer acquires the Property from the City, the Extension Payments shall be credited against any cash purchase price paid by the Developer to the City. The Negotiating Period may be extended or modified beyond the extensions described in the second and third sentences of this paragraph only by formal action of the City Council. (b) If a DDA has not been executed by the Parties (or by CRA/LA City and a party related to the Developer and approved by CRA/LA) by the expiration of the Negotiating PeriodPeriod (as the Negotiating Period may be extended pursuant to the preceding paragraph), then this Agreement shall terminate and neither Party shall have any further rights or obligations under this Agreement, except as set forth that any provision of this Agreement that is specified to survive termination shall remain in Sections 1.4, 3.2, 3.5, and 3.11. Notwithstanding the foregoing, if the Developer signs and submits to CRA/LA a DDA approved as to form and content by the CRA/LA Chief Executive Officer or designee within the Negotiating Period, the Negotiating Period will automatically be extended by a period of one hundred eighty (180) days to permit the CRA/LA Governing Board, CRA/LA Oversight Board and DOF to take the steps necessary to consider (i.e. approve or disapprove) the proposed DDAeffect. If a DDA is executed by both Partiesthe City and the Developer, then then, upon such executionexecution of the DDA, this Agreement shall terminate as of the effective Date of the DDAterminate, and all rights and obligations of the Parties shall be as set forth in the executed DDA. This Agreement may also After execution of a DDA, any Extension Payments made by the Developer shall be terminated if credited against the Parties agree in writing that a successful consummation of cash purchase price at the negotiations is impossibleclosing under the DDA, pursuant to the terms thereof.

Negotiating Period. (a) The negotiating period Negotiating Period under this Agreement (the "Negotiating Period") shall be for a period of one hundred eighty (180) days, and shall commence on as of the Effective Date (defined in Section 3.4) and terminate shall expire at 5:00 p.m. Pacific Time on the date which is one hundred eightieth eighty (180th180) day thereafterdays thereafter unless earlier terminated by written notice from one Party to the other. The Agreement Negotiating Period may be extended at the request of Developer three (3) times. The first two extensions would be for two (2) 90-day successive periods of thirty (30) days ("Initial Extension Period"); provided that Developer delivers a written request for such extension prior to expiration of the Negotiating Period or applicable Extension Period, and provided further that Developer is not then in default under this Agreement. The third extension would run from the date expiration of the Initial Extension Period to January 1, 2022 (“Final Extension Period”); provided that Developer delivers a written request for such extension prior to expiration of the applicable Initial Extension Period, and provided further that Developer is not then in default under this Agreement, with mutual agreement of the Parties. Further, if . (b) If a DDA DA has not been executed by the Parties (or by CRA/LA and a party related to the Developer and approved by CRA/LA) by the expiration of the Negotiating PeriodPeriod (as the Negotiating Period may be extended by operation of the preceding paragraph), then this Agreement shall terminate and neither Party shall have any further rights or obligations under this Agreement, Agreement except as set forth in Sections 1.4, 3.2, Section 3.5, and 3.11. Notwithstanding the foregoing, if the Developer signs and submits to CRA/LA a DDA approved as to form and content by the CRA/LA Chief Executive Officer or designee within the Negotiating Period, the Negotiating Period will automatically be extended by a period of one hundred eighty (180) days to permit the CRA/LA Governing Board, CRA/LA Oversight Board and DOF to take the steps necessary to consider (i.e. approve or disapprove) the proposed DDA. If a DDA DA is executed by both the Parties, then upon such execution, execution this Agreement shall terminate as of the effective Date of the DDAterminate, and all rights and obligations of the Parties shall be as set forth in the executed DDA. This Agreement may also be terminated if the Parties agree in writing that a successful consummation of the negotiations is impossibleDA.