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Site is hereinafter referred to as "First American. Project Phase 1." C. First American shall have the benefits of the entitlements under the Development Agreement with respect to the First American Acquisition Area, as implemented pursuant to this Agreement, through January 4, 2008. d. Approval of a site plan for any phase of the First American Project by the City's Planning Commission constitutes (upon expiration of the applicable appeal period for the Planning Commission approval, or, if the Planning Commission's approval is appealed, the successful conclusion of all such appeals) approval of that site plan for that phase of the First American Project by the City, including but not limited to any rights of approval City may have under the Applicable Documents. e. The complete and exclusive obligations for off --site improvements including the EIR Mitigation Measures (collectively, hereinafter, the "Off -Site Improvement Obligations") that are allocated to the first 1,647,000 square feet of building square footage on the First American Acquisition Area under the Applicable Documents are those, and only those, Off -Site Improvement Obligations shown on Exhibit C under the "Developer" column, subject to the provisions of subparagraph (3) of this subparagraph e (hereinafter the "First American Acquisition Area Off -Site Improvement Obligations"). (1) As shown in Exhibit C the allocation of the First American Acquisition Area Off -Site Improvement Obligations for particular levels or phases of development are determined by the cumulative square footage of buildings [as used herein the term "buildings" does not include subterranean and above -ground parking structures] (the "Project Square Footage") developed on the First American Acquisition Area. There are four (4) levels of development ("Level" or "Levels," as appropriate) based on cumulative Project Square Footage set forth in Exhibit C: (a) Level I - Level I sets forth the First American Acquisition Area Off -Site Improvement Obligations allocated to the first 810,000 square feet of buildings developed on the First American Acquisition Area. (b) Level II - Level TI sets forth the First American Acquisition Area Off -Site Improvement Obligations for the next following 240,000 square feet of buildings wherever occurring on the First American Acquisition Area. (c) Level III - Level III sets forth the First American Acquisition Area Off -Site 394/016555-0002/3124650.19 05/26/00 - 8 -