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the Site attributable to periods subsequent to Closing for such Phase, subject to the Developer's
<br />right to contest in good faith any such taxes. Following the Closing for any Phase, the Developer
<br />shall remove or have removed any levy or attachment made on any Phase of the Site or any part
<br />thereof, or assure the satisfaction thereof within a reasonable time. The Developer may apply for
<br />property tax abatement from the payment of all property taxes or assessments during the period
<br />of its ownership on any interest in or to the Site or any part thereof.
<br />311. Compliance with Laws. The Developer shall carry out the design, construction,
<br />development and operation of the Developer Improvements in conformity with all applicable
<br />laws, including all applicable state labor standards, City zoning and development standards,
<br />building, plumbing, mechanical and electrical codes, and all other provisions of the City's
<br />Municipal Code, and all applicable disabled and handicapped access requirements, including
<br />without limitation the Americans With Disabilities Act, 42 U.S.C. Section 12101, et seq.,
<br />Government Code Section 4450, et seq., Government Code Section 11135, et seq., and the
<br />Unruh Civil Rights Act, Civil Code Section 51, et seq., and any other applicable
<br />Governmental Requirements.
<br />311.1 Prevailing Wage Laws. Developer shall carry out the construction
<br />through completion of the Project and the overall development of the Site in conformity with all
<br />applicable federal, state and local labor laws and regulations, including, without limitation, if
<br />applicable, the requirements to pay prevailing wages under federal law (the Davis-Bacon Act,
<br />40 U.S.C. Section 3141, et seq., and the regulations promulgated thereunder set forth at 29 CFR
<br />Part 1 (collectively, "Davis-Bacon")) and California law (Labor Code Section 1720, et seq.).
<br />Notwithstanding the foregoing, (a) the Agency hereby acknowledges and agrees that nothing in
<br />this Agreement (or any of the documents entered into by the Agency and the Developer in
<br />connection with the transactions contemplated by this Agreement) is intended to impose on the
<br />Developer, contractually or otherwise, the obligation to pay prevailing wages under federal, state
<br />or local law, and (b) the Agency hereby represents and warrants to the Developer, its successors
<br />and assigns, that all funds used by the Agency in connection with this Agreement and the
<br />transactions contemplated hereby, including, without limitation, funds used and to be used by the
<br />Agency to acquire each and every component of the Site, funds used and to be used to pay for
<br />relocation and demolition of existing improvements on the Site, funds used and to be used to
<br />fund the Agency Loans and funds used and to be used to fund Homebuyer Assistance Loans,
<br />solely constitute moneys from a Low and Moderate Income Housing Fund established pursuant
<br />to Section 33334.3 of the California Health and Safety Code, all within the meaning of
<br />Section 1720(c)(4) of the California Labor Code. The Agency understands and agrees that the
<br />Developer will materially rely on the foregoing warranties in its determination as to whether
<br />prevailing wages are required pursuant to California law or Davis-Bacon. The parties
<br />acknowledge that a financing structure utilizing certain federal and/or state funding sources and
<br />financing scenarios not otherwise identified herein may trigger compliance with applicable state
<br />and federal prevailing wage laws and regulations. The applicability of federal, state and local
<br />prevailing wage laws will be determined based upon the final financing structure and sources of
<br />funding of the Project, as approved by the Agency Executive Director.
<br />The Developer shall be solely responsible, expressly or impliedly and legally and
<br />financially, for determining and effectuating compliance with all applicable federal, state and
<br />local public works requirements, prevailing wage laws, labor laws and standards, and, except as
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<br />HOC S OC/ 1400673 v 14120027 2.0001
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