Common use of Platting and Entitlements Clause in Contracts

Platting and Entitlements. Seller shall be responsible, at Seller's sole cost and expense, for preparing and processing in a commercially reasonable manner and timeframe, and diligently pursuing and obtaining Final Approval (as defined below) from the County and any other appropriate Authority and recording in the records of the Clerk and Recorder of the County (the "County Records"), as may be required, the following for each respective Takedown: (i) a specific development plan that includes the Property (“SDP”); (ii) an administrative site plan (“ASP”) and final subdivision plat or plats for each Filing within the Property (each a "Final Plat"); (iii) the public improvement construction plans relating to such Final Plat ("CDs"); and (iv) the development or subdivision improvement agreement associated with such Final Plat and other similar documentation required by the Authorities in connection with approval of such Final Plat (collectively, such documents are referred to, with respect to each Takedown, as the "Final Subdivision Documents" and together with the Existing Entitlement Documents, collectively, the "Entitlements" for such Takedown). The Final Subdivision Documents shall substantially comply with the Preliminary Development Plan and the Lotting Diagram, shall provide that each of the SFD 45’ Lots are approximately 45 feet wide by approximately 110 feet deep, and the SFD 50’ Lots are approximately 50 feet wide by approximately 110 feet deep, with a building envelope on SFD 45’ Lots that is not less than 35’ wide and not less than 40’ wide on SFD 50’ Lots (after taking into consideration applicable setbacks), and the Final Subdivision Documents shall not impose new or additional requirements upon Buyer the cost of which is expected to exceed $3,000 for any Lot. Seller shall use commercially reasonable efforts to have the Entitlements for each Takedown, respectively, approved by the Authorities and recorded as necessary in the County Records with applicable governmental or third-party appeal or challenge periods applicable to an approval decision of the Board of Commissioners or Planning Commission having expired without any appeal then-pending (“Final Approval”). Once Seller obtains Final Approval of an SPD and other Entitlements for a Takedown, Seller shall maintain same in full force and effect for the term of this Contract and provide to all applicable Authorities any subdivision improvement guarantees or similar financial assurances required with respect to such Entitlements. If Final Approval of the Entitlements applicable to the Takedown 1 Lots has not been achieved as aforesaid on or before nine (9) months after the Effective Date, then Seller, in its discretion, shall have the right to extend the date for obtaining such Final Approval for a period not to exceed six (6) months after the initial nine (9) month period by providing written notice to Purchaser prior to the expiration of such nine (9) month period. If Seller shall not secure such Final Approval of the Takedown 1 Lots by the expiration of the initial nine (9) month period and shall fail to exercise such extension, each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. If Seller extends the time period for obtaining Final Approval of the Takedown 1 Lots, then during such extended time period Seller shall use commercially reasonable efforts to obtain Final Approval of such Entitlements, and failing which, Seller shall not be in default of its obligations under this Contract (unless Seller failed to use commercially reasonable efforts to obtain Final Approval of such Entitlements), but this Contract shall terminate in which case each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. The timing for Final Approval of the Entitlements for Takedowns after Takedown 1 is as set forth in Section 6(b)(i) hereof. During the approval process, Seller shall keep Purchaser reasonably informed of the process and the anticipated results therefrom and provide Purchaser with reasonable documentation relating to same. Purchaser, at no material cost to Purchaser (other than costs incurred to obtain services that could reasonably be performed or provided in-house), shall cooperate with Seller in Seller’s efforts to obtain Final Approval of the Entitlements by the County.

Platting and Entitlements. Seller shall be responsible, at Seller's sole cost and expense, for preparing and processing in a commercially reasonable manner and timeframe, and diligently pursuing and obtaining Final Approval (as defined below) from the County and any other appropriate Authority and recording in the records of the Clerk and Recorder of the County (the "County Records"), as may be required, the following for each respective Takedownfollowing: (i) a specific development plan that includes the Property (“SDP”); (ii) an administrative site plan (“ASP”) and final subdivision plat or plats for each Filing within the Property (each a "Final Plat"); (iii) the public improvement construction plans for all onsite and offsite public improvements relating to such Final Plat ("CDs"); and (iv) the development or subdivision improvement agreement associated with such Final Plat and other similar documentation required by the Authorities in connection with approval of such Final Plat and CDs (collectively, such documents are referred to, with respect to each Takedown, as the "Final Subdivision Documents" and together with the Existing Entitlement Documents, collectively, the "Entitlements" for such Takedown). The Final Subdivision Documents shall substantially comply with the Preliminary Development Plan and the Final Lotting Diagram, and shall provide that the Property contains approximately 161 Lots with each of the SFD 45’ Lots are being approximately 45 feet wide by approximately 110 feet deep, and the SFD 50’ Lots are approximately 50 feet wide by approximately 110 feet deep, deep with a building envelope on SFD 45’ Lots that is not less than 35’ wide and not less than 40’ wide on SFD 50’ Lots (after taking into consideration applicable setbacks), and the Final Subdivision Documents shall not impose new or additional requirements upon Buyer the cost of which is expected to exceed $3,000 for any LotLot or limit or materially adversely affect the use of any Lot for the construction of a residence thereon. Seller shall use commercially reasonable efforts to have the Entitlements for each Takedown, respectively, approved by the Authorities and recorded as necessary in the County Records with applicable governmental or third-party appeal or challenge periods applicable to an approval decision of the Board of Commissioners or Planning Commission having expired without any appeal then-pending (“Final Approval”). Once Seller obtains shall use commercially reasonably efforts to obtain Final Approval of an SPD and other the Entitlements for a Takedown, Seller shall maintain same in full force and effect for on or before nine (9) months after the term expiration of this Contract and provide to all applicable Authorities the Diligence Period (or any subdivision improvement guarantees or similar financial assurances required with respect to such Entitlementsextensions thereof). If Final Approval of the Entitlements applicable to the Takedown 1 Lots has not been achieved as aforesaid on or before nine (9) months after the Effective Date, then Seller, in its discretion, shall have the right to extend the date for obtaining such Final Approval for a period not to exceed six (6) months after the initial nine (9) month period by providing written notice to Purchaser prior to the expiration of such nine (9) month period. If Seller shall not secure such Final Approval of the Takedown 1 Lots by the expiration of the initial nine (9) month period and shall fail to exercise such extension, each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. If Seller extends the time period for obtaining Final Approval of the Takedown 1 Lots, then during such extended time period Seller shall use commercially reasonable efforts to obtain Final Approval of such Entitlements, and failing which, Seller shall not be in default of its obligations under this Contract (unless Seller failed to use commercially reasonable efforts to obtain Final Approval of such Entitlements), but this Contract shall terminate in which case each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. The timing for Final Approval of the Entitlements for Takedowns after Takedown 1 is as set forth in Section 6(b)(i) hereof. During the approval process, Seller shall keep Purchaser reasonably informed of the process and the anticipated results therefrom and provide Purchaser with copies of the Final Subdivision Documents as submitted to the County and other reasonable documentation relating to same. Purchaser, at no material cost to Purchaser (other than costs incurred to obtain services that could reasonably be performed or provided in-house), shall cooperate with Seller in Seller’s efforts to obtain Final Approval of the Entitlements by the County.

Platting and Entitlements. As part of the Seller Documents, Seller will provide to Purchaser any existing entitlement documents applicable to the Property (the “Existing Entitlements”). Seller shall be responsible, at Seller's ’s sole cost and expense, for preparing and processing in a commercially reasonable manner and timeframe, and diligently pursuing and obtaining Final Approval (as defined below) from the County and any other appropriate Authority and recording in the records of the Clerk and Recorder of the County (the "“County Records"”), as may be required, the following for each respective Takedownfollowing: (iA) a preliminary plat; (B) a general development plan (“GDP”); (C) a specific development plan that includes the Property (“SDP”); (iiD) an administrative site plan (“ASP”) and final subdivision plat (or plats plats) for each Filing within the Property (each a "“Final Plat"”); (iiiE) the public improvement construction plans for all improvements relating to such each Final Plat ("“CDs"”); and (ivF) the one or more development or subdivision improvement agreement agreements associated with such the Final Plat Plats and other similar documentation required by the Authorities in connection with approval of such the Final Plat Plat(s) and CDs (collectively, such documents are referred to, with respect to each Takedown, as the "Final Subdivision Documents" and together along with the Existing Entitlement Documents, collectivelyEntitlements, the "“Entitlements" for such Takedown”). The Final Subdivision Documents Entitlements (A) shall substantially comply with the Preliminary Development Plan and the Final Lotting Diagram, and shall provide that each Phase B of the SFD 45’ Development contains approximately 834 total lots, including the Lots which are approximately 45 feet wide by approximately 110 feet deepof the number, type, and the SFD 50’ Lots are approximately 50 feet wide by approximately 110 feet deep, with a building envelope on SFD 45’ Lots that is not less than 35’ wide and not less than 40’ wide on SFD 50’ Lots dimension as set forth above in Recital D (after taking into consideration applicable setbacks), and ; (B) shall allow for the Final Subdivision Documents construction of a Residence on each Lot; (C) shall not impose new or additional requirements upon Buyer Purchaser (except as anticipated pursuant to this Contract) the cost of which is expected to exceed $3,000 per Lot (in the aggregate) or which will materially adversely affect or limit the use of any Lot for any Lotthe construction of a Residence thereon. Seller shall use commercially reasonable efforts to have the Entitlements for each Takedown, respectively, approved by the Authorities and recorded as necessary in the County Records with all applicable governmental or third-party appeal or and/or challenge periods applicable to an approval decision of the County Board of Commissioners or County Planning Commission having expired without any appeal then-pending (“Final Approval”). Once Seller obtains shall use commercially reasonably efforts to obtain Final Approval of an SPD and other the Entitlements for applicable to the Takedown 1 Lots on or before that date which is nine (9) months after the expiration of the Due Diligence Period, as such period may be extended pursuant to this Section 5(a), or as a Takedown, Seller shall maintain same in full force and effect for the term result of this Contract and provide to all applicable Authorities any subdivision improvement guarantees or similar financial assurances required with respect to such EntitlementsForce Majeure delays. If Final Approval of the Entitlements applicable to the Takedown 1 Lots has not been achieved as aforesaid on or before nine (9) months after the Effective Dateexpiration of the Due Diligence Period (subject to Force Majeure delays), then Seller, in its discretion, shall have the right to extend the date for obtaining such Final Approval for a period not to exceed an additional six (6) months after the initial nine (9) month period by providing written notice to Purchaser prior to the expiration of such nine (9) month periodperiod (or such later date as the same may have been previously extended). If Seller shall has not secure secured such Final Approval of the Takedown 1 Lots by the expiration of the initial nine (9) month period (subject to Force Majeure delays) and shall fail to exercise such extension, each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. If Seller extends the time period for obtaining Final Approval of the Takedown 1 Lots, then during such extended time period Seller shall use commercially reasonable efforts to obtain Final Approval of such Entitlements, and failing which, Seller shall not be in default of its obligations under this Contract (unless Seller failed to use commercially reasonable efforts to obtain Final Approval of such Entitlements), but this Contract shall terminate in which case each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. The timing for Final Approval of the Entitlements for Takedowns after Takedown 1 is as set forth in Section 6(b)(i) hereof. During the approval Entitlement process, Seller shall keep Purchaser reasonably informed of the process and the anticipated results therefrom and Seller will provide Purchaser with copies of those Entitlement documents as submitted to the County and other reasonable documentation relating to same; provided, however, that failure to provide the same to Purchaser shall not constitute a default hereunder. Purchaser, at no material cost to Purchaser (other than costs incurred to obtain services that could reasonably be performed or provided in-house), shall cooperate with Seller in Seller’s efforts to obtain Final Approval of the Entitlements by the County.

Platting and Entitlements. Seller shall be responsible, at Seller's ’s sole cost and expense, for preparing and processing in a commercially reasonable manner and timeframe, and diligently pursuing and obtaining Final Approval (as defined below) from the County and any other appropriate Authority and recording in the records of the Clerk and Recorder of the County (the "“County Records"”), as may be required, the following for each respective Takedownfollowing: (iA) a preliminary plat; (B) a general development plan (“GDP”); (C) a specific development plan that includes the Property (“SDP”); (iiD) an administrative site plan (“ASP”) and final subdivision plat (or plats plats) for each Filing within the Property (each a "“Final Plat"”); (iiiE) the public improvement construction plans for all improvements relating to such each Final Plat ("“CDs"”); and (ivF) the one or more development or subdivision improvement agreement agreements associated with such the Final Plat Plats and other similar documentation required by the Authorities in connection with approval of such the Final Plat Plat(s) and CDs; and (G) any other document required for the Finished Lot Improvements, but not related to construction of any Homes on the Lots (collectively, such documents are referred to, with respect to each Takedown, as the "Final Subdivision Documents" and together with the Existing Entitlement Documents, collectively, the "“Entitlements" for such Takedown”). The Final Subdivision Documents Entitlements shall substantially comply with the Preliminary Development Plan and the Final Lotting Diagram, and shall provide that each Phase B of the SFD 45’ Development contains approximately 834 lots with the Lots are approximately 45 feet wide to be acquired by approximately 110 feet deepPurchaser being of the number, type, and dimension as set forth above in the SFD 50’ Lots are approximately 50 feet wide by approximately 110 feet deep, with a building envelope on SFD 45’ Lots that is not less than 35’ wide and not less than 40’ wide on SFD 50’ Lots Recitals (after taking into consideration applicable setbacks), and the Final Subdivision Documents Entitlements shall not impose new or additional requirements upon Buyer Purchaser the cost of which is expected to exceed $3,000 for any LotLot or limit or materially adversely affect the use of any Lot for the construction of a Residence thereon. Seller shall use commercially reasonable efforts to have the Entitlements for each Takedown, respectively, approved by the Authorities and recorded as necessary in the County Records with all applicable governmental or third-party appeal or and/or challenge periods applicable to an approval decision of the County Board of Commissioners or County Planning Commission having expired without any appeal then-pending prior to the respective Closing (“Final Approval”). Once Seller obtains shall use commercially reasonable efforts to obtain Final Approval of an SPD and other the Entitlements for applicable to the Takedown 1 Lots on or before that date which is nine (9) months after the expiration of the Due Diligence Period, as such period may be extended pursuant to this Section 5(a)(i), or as a Takedown, Seller shall maintain same in full force and effect for the term result of this Contract and provide to all applicable Authorities any subdivision improvement guarantees or similar financial assurances required with respect to such Entitlementsdelays resulting from Uncontrollable Events. If Final Approval of the Entitlements applicable to the Takedown 1 Lots has not been achieved as aforesaid on or before nine (9) months after the Effective Dateexpiration of the Due Diligence Period (subject to delays resulting from Uncontrollable Events), then Seller, in its discretion, shall have the right to extend the date for obtaining such Final Approval for a period not to exceed an additional six (6) months after the initial nine (9) month period by providing written notice to Purchaser prior to the expiration of such nine (9) month periodperiod (or such later date as the same may have been previously extended). If Seller shall has not secure secured such Final Approval of the Entitlements applicable to the Takedown 1 Lots by the expiration of the initial nine (9) month period (subject to delays resulting from Uncontrollable Events) and shall fail to exercise such extension, this Contract shall terminate, each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. If Seller extends the time period for obtaining Final Approval of the Takedown 1 Lots, then during such extended time period Seller shall use commercially reasonable efforts to obtain Final Approval of such Entitlements, and failing which, Seller shall not be in default of its obligations under this Contract (unless Seller failed to use commercially reasonable efforts to obtain Final Approval of such Entitlements), but this Contract shall terminate in which case each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. The timing for Final Approval of the Entitlements for Takedowns after Takedown 1 is as set forth in Section 6(b)(i8(a) hereof. During the approval Entitlement process, Seller shall keep Purchaser reasonably informed of the process and the anticipated results therefrom and and, upon written request, Seller will provide Purchaser with copies of those Entitlement documents as submitted to the County and other reasonable documentation relating to same. Purchaser, at no material cost to Purchaser (other than costs incurred to obtain services that could reasonably be performed or provided in-house)Purchaser, shall cooperate with Seller in Seller’s efforts to obtain Final Approval of the Entitlements by the CountyEntitlements.

Platting and Entitlements. Seller shall be responsible, at Seller's ’s sole cost and expense, for preparing and processing in a commercially reasonable manner and timeframe, and diligently pursuing and obtaining Final Approval (as defined below) from the County and any other appropriate Authority and recording in the records of the Clerk and Recorder of the County (the "“County Records"”), as may be required, the following for each respective Takedownfollowing: (iA) a preliminary plat; (B) a general development plan (“GDP”); (C) a specific development plan that includes the Property (“SDP”); (iiD) an administrative site plan (“ASP”) and final subdivision plat (or plats plats) for each Filing within the Property (each a "“Final Plat"”); (iiiE) the public improvement construction plans for all improvements relating to such each Final Plat ("“CDs"”); and (ivF) the one or more development or subdivision improvement agreement agreements associated with such the Final Plat Plats and other similar documentation required by the Authorities in connection with approval of such the Final Plat Plat(s) and CDs (collectively, such documents are referred to, with respect to each Takedown, as the "Final Subdivision Documents" and together with the Existing Entitlement Documents, collectively, the "“Entitlements" for such Takedown”). The Final Subdivision Documents Entitlements shall substantially comply with the Preliminary Development Plan and the Final Lotting Diagram, and shall provide that each Phase B of the SFD 45’ Development contains approximately 834 lots with the Lots are approximately 45 feet wide by approximately 110 feet deepbeing of the number, type, and the SFD 50’ Lots are approximately 50 feet wide by approximately 110 feet deep, with a building envelope on SFD 45’ Lots that is not less than 35’ wide and not less than 40’ wide on SFD 50’ Lots dimension as set forth above in Recital D (after taking into consideration applicable setbacks), and the Final Subdivision Documents Entitlements shall not impose new or additional requirements upon Buyer the cost of Purchaser which is increase (or could be expected to exceed increase) the construction cost for a Home on any Lot by more than $3,000 for or which materially adversely affect Purchaser’s ability to construct a Home on any Lot. Seller shall use commercially reasonable efforts to have the Entitlements for each Takedown, respectively, approved by the Authorities and recorded as necessary in the County Records with all applicable governmental or third-party appeal or and/or challenge periods applicable to an approval decision of the County Board of Commissioners or County Planning Commission having expired without any appeal then-pending (“Final Approval”). Once Seller obtains covenants to comply with the Surface Development Notification Act, C.R.S. § 24-65.5-101, et seq., with respect to minerals and applications for Final Approvals of the Entitlements. Seller shall use commercially reasonably efforts to obtain Final Approval of an SPD and other the Entitlements for applicable to the Takedown 1 Lots on or before that date which is nine (9) months after the expiration of the Due Diligence Period, as such period may be extended pursuant to this Section 5(a)(i), or as a Takedown, Seller shall maintain same in full force and effect for the term result of this Contract and provide to all applicable Authorities any subdivision improvement guarantees or similar financial assurances required with respect to such Entitlementsdelays resulting from Uncontrollable Events. If Final Approval of the Entitlements applicable to the Takedown 1 Lots has not been achieved as aforesaid on or before nine (9) months after the Effective Dateexpiration of the Due Diligence Period (subject to delays resulting from Uncontrollable Events), then Sellereither party, in its discretion, shall have the right to extend the date for obtaining such Final Approval for a period not to exceed an additional six (6) months after the initial nine (9) month period by providing written notice to Purchaser the other party prior to the expiration of such nine (9) month periodperiod (or such later date as the same may have been previously extended). If Seller shall has not secure secured such Final Approval of the Entitlements applicable to the Takedown 1 Lots by the expiration of the initial nine (9) month period (subject to delays resulting from Uncontrollable Events) and shall fail to exercise neither party exercises such six-month extension, this Contract shall automatically terminate and each party hereto shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. If Seller either party extends the time period for obtaining Final Approval of the Entitlements applicable to the Takedown 1 Lots, then during such extended time period Seller shall continue to use commercially reasonable efforts to obtain Final Approval of such Entitlements, and failing which, Seller shall not be in default of its obligations under this Contract (unless Seller failed to use commercially reasonable efforts to obtain Final Approval of such Entitlements), but and this Contract shall automatically terminate in which case each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. The timing for Final Approval of the Entitlements for Takedowns after Takedown 1 is as set forth in Section 6(b)(i) hereof. During the approval Entitlement process, Seller shall keep Purchaser reasonably informed of the process and the anticipated results therefrom and provide Purchaser with reasonable copies of those Entitlement documents as submitted to the County and other documentation reasonably requested by Purchaser relating to same. Purchaser, at no material cost to Purchaser (other than costs incurred to obtain services that could reasonably be performed or provided in-in- house), shall reasonably cooperate with Seller in Seller’s efforts to obtain Final Approval of the Entitlements by the County.

Platting and Entitlements. Seller shall be responsible, at Seller's ’s sole cost and expense, for preparing and processing in a commercially reasonable manner and timeframe, and diligently pursuing and obtaining Final Approval (as defined below) from the County and any other appropriate Authority and recording in the records of the Clerk and Recorder of the County (the "“County Records"”), as may be required, the following for each respective Takedownfollowing: (iA) a preliminary plat; (B) a general development plan (“GDP”); (C) a specific development plan that includes the Property (“SDP”); (iiD) an administrative site plan (“ASP”) and final subdivision plat (or plats plats) for each Filing within the Property (each a "“Final Plat"”); (iiiE) the public improvement construction plans for all improvements relating to such each Final Plat ("“CDs"”); and (ivF) the one or more development or subdivision improvement agreement agreements associated with such the Final Plat Plats and other similar documentation required by the Authorities in connection with approval of such the Final Plat Plat(s) and CDs (collectively, such documents are referred to, with respect to each Takedown, as the "Final Subdivision Documents" and together with the Existing Entitlement Documents, collectively, the "“Entitlements" for such Takedown”). The Final Subdivision Documents Entitlements shall substantially comply with the Preliminary Development Plan and the Final Lotting Diagram, and shall provide that each Phase B of the SFD 45’ Development contains approximately 834 lots with the Lots are approximately 45 feet wide by approximately 110 feet deepbeing of the number, type, and the SFD 50’ Lots are approximately 50 feet wide by approximately 110 feet deep, with a building envelope on SFD 45’ Lots that is not less than 35’ wide and not less than 40’ wide on SFD 50’ Lots dimension as set forth above in Recital D (after taking into consideration applicable setbacks), and the Final Subdivision Documents Entitlements shall not impose new or additional requirements upon Buyer the cost of Purchaser which is increase (or could be expected to exceed increase) the construction cost for a Home on any Lot by more than $3,000 for or which materially adversely affect Purchaser’s ability to construct a Home on any Lot. Seller shall use commercially reasonable efforts to have the Entitlements for each Takedown, respectively, approved by the Authorities and recorded as necessary in the County Records with all applicable governmental or third-party appeal or and/or challenge periods applicable to an approval decision of the County Board of Commissioners or County Planning Commission having expired without any appeal then-pending (“Final Approval”). Once Seller obtains shall use commercially reasonably efforts to obtain Final Approval of an SPD and other the Entitlements for applicable to the Takedown 1 Lots on or before that date which is nine (9) months after the expiration of the Due Diligence Period, as such period may be extended pursuant to this Section 5(a)(i), or as a Takedown, Seller shall maintain same in full force and effect for the term result of this Contract and provide to all applicable Authorities any subdivision improvement guarantees or similar financial assurances required with respect to such Entitlementsdelays resulting from Uncontrollable Events. If Final Approval of the Entitlements applicable to the Takedown 1 Lots has not been achieved as aforesaid on or before nine (9) months after the Effective Dateexpiration of the Due Diligence Period (subject to delays resulting from Uncontrollable Events), then Seller, in its discretion, shall have the right to extend the date for obtaining such Final Approval for a period not to exceed an additional six (6) months after the initial nine (9) month period by providing written notice to Purchaser prior to the expiration of such nine (9) month periodperiod (or such later date as the same may have been previously extended). If Seller shall has not secure secured such Final Approval of the Takedown 1 Lots by the expiration of the initial nine (9) month period (subject to delays resulting from Uncontrollable Events) and shall fail to exercise such extension, each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. If Seller extends the time period for obtaining Final Approval of the Takedown 1 Lots, then during such extended time period Seller shall use commercially reasonable efforts to obtain Final Approval of such Entitlements, and failing which, Seller shall not be in default of its obligations under this Contract (unless Seller failed to use commercially reasonable efforts to obtain Final Approval of such Entitlements), but this Contract shall terminate in which case each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. The timing for Final Approval of the Entitlements for Takedowns after Takedown 1 is as set forth in Section 6(b)(i) hereof. During the approval Entitlement process, Seller shall keep Purchaser reasonably informed of the process and the anticipated results therefrom and and, upon written request, Seller will provide Purchaser with copies of those Entitlement documents as submitted to the County and other reasonable documentation relating to same. Purchaser, at no material cost to Purchaser (other than costs incurred to obtain services that could reasonably be performed or provided in-house), shall cooperate with Seller in Seller’s efforts to obtain Final Approval of the Entitlements by the County.

Platting and Entitlements. Seller shall be responsible, at Seller's sole cost and expense, for preparing and processing in a commercially reasonable manner and timeframe, and diligently pursuing and obtaining Final Approval (as defined below) from the County and any other appropriate Authority and recording in the records of the Clerk and Recorder of the County (the "County Records"), as may be required, of the following for each respective Takedown: (i) a specific development plan that includes the Property (“SDP”); (ii) an administrative site plan (“ASP”) and final subdivision plat or plats for each Filing within the Property (each a "Final Plat"); (iii) the public improvement construction plans relating to such Final Plat ("CDs"); and (iv) the development or subdivision improvement agreement associated with such Final Plat and other similar documentation required by the Authorities in connection with approval of such Final Plat (collectively, such documents are referred to, with respect to each Takedown, as the "Final Subdivision Documents" and together with the Existing Entitlement Documents, collectively, the "Entitlements" for such Takedown). The Final Subdivision Documents shall substantially comply with the Preliminary Development Plan and the Final Lotting Diagram, and shall provide that each of the SFD 45’ Lots are approximately 45 feet wide by approximately 110 feet deep, and the SFD 50’ Lots are approximately 50 feet wide by approximately 110 feet deep, with a building envelope on SFD 45’ Lots that is not less than 35’ wide and not less than 40’ wide on SFD 50’ Lots (after taking into consideration applicable setbacks), and the Final Subdivision Documents shall not impose new or additional requirements upon Buyer the cost of which is expected to exceed $3,000 for any Lot. Seller shall use commercially reasonable efforts to have the Entitlements for each Takedown, respectively, to be approved by the Authorities and recorded as necessary in the County Records with applicable governmental or third-party appeal or challenge periods applicable to an approval decision of the Board of Commissioners or Planning Commission having expired without any appeal then-pending (“Final Approval”). Once Seller obtains shall use commercially reasonable efforts to obtain Final Approval of an SPD and other the Entitlements for a Takedown, Seller shall maintain same in full force and effect for the term Takedown 1 Lots on or before nine (9) months after the expiration of this Contract and provide to all applicable Authorities the Diligence Period (or any subdivision improvement guarantees or similar financial assurances required with respect to such Entitlementsextensions thereof). If Final Approval of the Entitlements applicable to for the Takedown 1 Lots has not been achieved as aforesaid on or before nine (9) months after the Effective Dateexpiration of the Diligence Period (or any extensions thereof), then Seller, in its discretion, shall have the right to extend the date for obtaining such Final Approval for a period not to exceed six (6) months after the initial nine (9) month period by providing written notice to Purchaser prior to the expiration of such nine (9) month period. If Seller shall not secure such Final Approval of the Takedown 1 Lots by the expiration of the initial nine (9) month period and shall fail to exercise such extension, each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. If Seller extends the time period for obtaining such Final Approval of for the Takedown 1 Lots, then during such extended time period Seller shall continue to use commercially reasonable efforts to obtain Final Approval of such Entitlements, and failing which, Seller shall not be in default of its obligations under this Contract (unless Seller failed to use commercially reasonable efforts to obtain Final Approval of such Entitlements)Contract, but the Purchaser may as its sole remedy hereunder terminate this Contract shall terminate as to such Takedown and any remaining Takedowns by written notice to Seller, delivered within ten (10) business days after the end of the time period as extended for obtaining such Final Approval, in which case each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. Failure to give notice as described above shall be an irrevocable waiver of Purchaser’s right to terminate this Contract due to Seller’s failure to obtain Final Approval of the Entitlements for the Takedown 1 Lots. The timing for Final Approval of the Entitlements for Takedowns after Takedown 1 is as set forth in Section 6(b)(i) hereof. During the approval process, Seller shall keep Purchaser reasonably informed of the process and the anticipated results therefrom and provide Purchaser with reasonable documentation relating to sametherefrom. Purchaser, at no material cost to Purchaser (other than costs incurred to obtain services that could reasonably be performed or provided in-house), shall reasonably cooperate with Seller in Seller’s efforts to obtain Final Approval of the Entitlements by the County.

Platting and Entitlements. Seller shall be responsible, at Seller's ’s sole cost and expense, for preparing and processing in a commercially reasonable manner and timeframe, and diligently pursuing and obtaining Final Approval (as defined below) from the County and any other appropriate Authority and recording in the records of the Clerk and Recorder of the County (the "“County Records"”), as may be required, the following for each respective Takedownfollowing: (iA) a preliminary plat; (B) a general development plan (“GDP”); (C) a specific development plan that includes the Property (“SDP”); (iiD) an administrative site plan (“ASP”) and final subdivision plat (or plats plats) for each Filing within the Property (each a "“Final Plat"”); (iiiE) the public improvement construction plans for all improvements relating to such each Final Plat ("“CDs"”); and (ivF) the one or more development or subdivision improvement agreement agreements associated with such the Final Plat Plats and other similar documentation required by the Authorities in connection with approval of such the Final Plat Plat(s) and CDs (collectively, such documents are referred to, with respect to each Takedown, as the "Final Subdivision Documents" and together with the Existing Entitlement Documents, collectively, the "“Entitlements" for such Takedown”). The Final Subdivision Documents Entitlements shall substantially comply with the Preliminary Development Plan and the Final Lotting Diagram, and shall provide that each Phase B of the SFD 45’ Development contains approximately 834 lots with the Lots are approximately 45 feet wide by approximately 110 feet deepbeing of the number, type, and the SFD 50’ Lots are approximately 50 feet wide by approximately 110 feet deep, with a building envelope on SFD 45’ Lots that is not less than 35’ wide and not less than 40’ wide on SFD 50’ Lots dimension as set forth above in Recital D (after taking into consideration applicable setbacks), and the Final Subdivision Documents Entitlements shall not impose new or additional requirements upon Buyer the cost of Purchaser which is increase (or could be expected to exceed increase) the construction cost for a Home on any Lot by more than $3,000 for any Lotor which materially adversely affect title, use, or construction of such Home or the Lot on which it is located. Seller shall use commercially reasonable efforts to have the Entitlements for each Takedown, respectively, approved by the Authorities and recorded as necessary in the County Records with all applicable governmental or third-party appeal or and/or challenge periods applicable to an approval decision of the County Board of Commissioners or County Planning Commission having expired without any appeal then-pending prior to the respective Closing (“Final Approval”). Once Seller obtains shall use commercially reasonably efforts to obtain Final Approval of an SPD and other the Entitlements for applicable to the Takedown 1 Lots on or before that date which is nine (9) months after the expiration of the Due Diligence Period, as such period may be extended pursuant to this Section 5(a), or as a Takedown, Seller shall maintain same in full force and effect for the term result of this Contract and provide to all applicable Authorities any subdivision improvement guarantees or similar financial assurances required with respect to such Entitlementsdelays resulting from Uncontrollable Events. If Final Approval of the Entitlements applicable to the Takedown 1 Lots has not been achieved as aforesaid on or before nine (9) months after the Effective Dateexpiration of the Due Diligence Period (subject to delays resulting from Uncontrollable Events), then Sellereither party, in its discretion, shall have the right to extend the date for obtaining such Final Approval for a period not to exceed an additional six (6) months after the initial nine (9) month period by providing written notice to Purchaser the other party prior to the expiration of such nine (9) month periodperiod (or such later date as the same may have been previously extended). If Seller shall has not secure secured such Final Approval of the Takedown 1 Lots by the expiration of the initial nine (9) month period (subject to delays resulting from Uncontrollable Events) and shall fail to exercise neither party exercises such extension, each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. If Seller either party extends the time period for obtaining Final Approval of the Takedown 1 Lots, then during such extended time period Seller shall use commercially reasonable efforts to obtain Final Approval of such Entitlements, and failing which, Seller shall not be in default of its obligations under this Contract (unless Seller failed to use commercially reasonable efforts to obtain Final Approval of such Entitlements), but this Contract shall terminate in which case each party shall thereupon be relieved of all further obligations and liabilities under this Contract, except as otherwise provided herein, and the Deposit shall be returned to Purchaser. The timing for Final Approval of the Entitlements for Takedowns after Takedown 1 is as set forth in Section 6(b)(i) hereof. During the approval Entitlement process, Seller shall keep Purchaser reasonably informed of the process and the anticipated results therefrom and Seller will provide Purchaser with copies of those Entitlement documents as submitted to the County and other reasonable documentation relating to the same. Purchaser, at no material cost to Purchaser (other than costs incurred to obtain services that could reasonably be performed or provided in-house), shall cooperate with Seller in Seller’s efforts to obtain Final Approval of the Entitlements by the County.