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<br />"Escrow Holder" shall mean First American Title Insurance Company, 1 First American
<br />Way, Santa Ana, CA 92707 (Phone: (714) 800-3470, Facsimile: (714) 800-3138).
<br />
<br />"Execution Date" shall mean the date on which both Steadfast and the City have
<br />executed this Agreement.
<br />
<br />"Final Approval" shall mean the date upon which both (i) the Santa Ana City Council
<br />and any and all other governmental authorities having jurisdiction over the City Property have
<br />approved the Entitlements and (ii) the time period during which actions must be filed to
<br />challenge such approval has expired without a challenge having been filed, provided, however,
<br />that in the event a challenge has been filed within the relevant appeal period, the term "Final
<br />Approval" shall mean the date which is thirty (30) days following the final resolution (including
<br />final resolution of any legal challenge to a Final Approval that may be filed in a court of
<br />competent jurisdiction) of such challenge.
<br />
<br />"Hazardous Materials" shall mean any substance or material that is described as a toxic
<br />or hazardous substance, explosive material, radioactive substance, waste or material or a
<br />pollutant or contaminant or infectious waste, or words of similar import, in any of the
<br />Environmental Laws, or by any governmental agency having jurisdiction and includes, but is not
<br />limited to, asbestos, petroleum or petroleum products (including, without limitation, crude oil or
<br />any fraction thereof, natural gas, natural gas liquids, liquefied natural gas, or synthetic gas usable
<br />for fuel, or any mixture thereof), polychlorinated byphenyls, urea formaldehyde, radon gas,
<br />radioactive matter, medical waste, and chemicals which may cause cancer or reproductive
<br />toxicity.
<br />
<br />"Official Records" shall mean the Official Records of Orange County, California.
<br />
<br />"Openin!!: of Escrow" shall mean the date the Parties open Escrow for the purpose of
<br />exchanging the Steadfast Property and the City Property.
<br />
<br />"Parkin!!: Lot" shall mean the surface parking lot to be constructed by the City on the
<br />Steadfast Property.
<br />
<br />"Party" shall mean either City or Steadfast
<br />
<br />"Parties" shall mean City and Steadfast, collectively.
<br />
<br />"Properties" shall have the meaning set forth in Section 3( a).
<br />
<br />"Release" shall mean any spilling, leaking, pumping, pouring, emitting, emptying,
<br />discharging, injecting, escaping, leaching, dumping or disposing into the environment, including,
<br />without limitation, continuing migration, of Hazardous Materials into or through soil, air, surface
<br />water or groundwater.
<br />
<br />"State" shall mean the State of California.
<br />
<br />Schedule I
<br />
<br />40836735.16
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