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DEVELOPMENT AGREEMENT <br /> THIS DEVELOPMENT AGREEMENT ("Agreement") is made and entered into this 5th <br /> day of July 2005, by and between (i) the CITY OF REDLANDS, a municipal corporation <br /> organized and existing under the laws of the State of California (the "City"), and (ii) NYS, <br /> LLC, a California limited liability company, NYS/NEW, LLC, a California limited liability <br /> company, PROPERTY ONE, LLC, a California limited liability company, and ZANJA <br /> CORPORATION, a California corporation (collectively or individually as the context <br /> requires, the "Property Owner"), pursuant to the authority of Sections 65864 through <br /> 65869.5 of the California Government Code. The City and the Property Owner may be <br /> referred to herein individually as a"Party" and collectively as the "Parties." <br /> RECITALS <br /> A. Environmental Systems Research Institute, Inc. ("ESRI") is recognized as one of <br /> the City's most important businesses and major employers. The Property Owner <br /> owns and provides the land commonly known as the ESRI campus for SSRI. The <br /> Property Owner may develop and expand the ESRI campus as its business warrants <br /> in response to various technological, demographic, economic and other changes. <br /> The City and the Property Owner mutually recognize that this represents an <br /> opportunity to work cooperatively in assisting SSRI by providing certainty <br /> regarding applicable general plan designations, zoning and other development plans <br /> and standards so that ESRI can continue as a major business and employer in the <br /> City and so that the Property Owner can make the long-term commitments involved <br /> in developing and expanding the ESRI campus in the City. To that end, the Parties <br /> now desire to agree upon the applicable land use regulations for the ESRI campus <br /> and its development and expansion. <br /> B. Further development of the ESRI campus is expected to contribute to additional <br /> employment opportunities for both current and future residents of the City and is <br /> expected to add to the beauty and reputation of the City. Consequently, entering <br /> into this Agreement is acknowledged to be to the mutual benefit of the Parties. <br /> C. To strengthen the public planning process, encourage private participation in <br /> comprehensive planning and reduce the economic risk of development, the <br /> Legislature of the State of California adopted Section 65864 et seq. of the California <br /> Government Code which authorizes the City to enter into a development agreement <br /> with any person or entity having a legal or equitable interest in real property, <br /> providing for the development of such property and establishing certain reciprocal <br /> rights and obligations related to such development. <br /> D. To implement the above-described state laws, the City adopted Chapter 18.220 of <br /> the Redlands Municipal Code to establish procedures and requirements for <br /> considering and approving development agreements. <br /> E. The Property Owner (each as to their respective ownership interests) has a legal <br /> and/or equitable interest in the real property situated in the City that is the subject of <br /> this Agreement, and therefore satisfies the statutory requirements to enter into this <br /> Djmlagre6devagnnt10.c1ean HSRLdoc 2 <br />