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i EXHIBIT 2 breach by the City or fox any amount which may become due to Grantee or on any obligations under the terms of this Agreement. 7.14 No Ask!gnment. Grantee expressly acknowledges and agrees that the City has only agreed to assist the Grantee as a means by which to induce the rehabilitation and operation of the Project.Accordingly,Grantee fai(her expressly acknowledges and agrees that this Agreement is a ' personal right of Grantee that is neither negotiable,transferable,nor assignable except as set forth herein, Grantee may assign some or all of its rights under the Agreement only with the prior written consent of the City Project Manager. 7.15 Ally icable Law;This Agreement shall be interpreted, governed and enforced Linder federal and California state law with venue in Orange County, California. 7.1.6 Third Parties.This Agreement is made for the sole benefit of Grantee and the City and their successors and assigns,and no other person or persons shall have any rights or remedies under or by reason of this Agreement or any right to the exercise of any right or power of the City hereunder or arising from any default by Grantee,nor shall the City owe any duty whatsoever to any claimant for labor performed or materials furnished in connection with the construction of the Property. S. CONDITIONS FOR CONSTRUCTION 8.1 Permits and p Building Permits licenses,-approvals, Grantee shall diligently obtain all permits,including all .w px vals, exemptions and other authorizations of Governmental Agencies required in connection with the rehabilitation and operation of the Property. Grantee shall follow industry standards for best management practices, as applicable, during construction, 8.2 Commencement and CoMieletion of Construction.The construction of the Project shall be considered complete for purposes of this Agreement only when(a)all work described has been completed and fully paid for, and(b)all work requiring inspection or certification by Governmental Authority has been completed and all requisite certificates, approvals and other necessary authorizations (including required final certificates of occupancy) i have been obtained. 8.3 EntrL and 1 gVLction.At all times prior to completion of the construction, upon reasonable prior written notice and subject to reasonable job site safety rules, City and its agents shall have (a)the right of free access to the Property and all sites away from the Property where materials for the construction are stored, (b)the right to inspect all labor performed and materials furnished for the construction, and(c)the right to inspect and copy all documents pertaining to the construction. i 8.4 Construction Inforimation. From time to time, as needed,daring the course of the construction,within ten(10)Business Days following City's written demand therefore, Grantee shall furnish requested reports of Project Costs,progress schedules and contractors' costs breakdowns for the construction, itemized as to trade description and item, showing the name of the contractor(s)and/or subconlractor(s), and including such indirect costs as real estate taxes, 1 i City Council 16 — 23 5/19/2026