Common use of DDA Clause in Contracts

DDA. If negotiations under this Agreement are successful, Developer will execute and submit to County a DDA that is mutually satisfactory to Developer and the Director for the development of the Site for consideration by the County Board of Supervisors. [§ 203] Developer’s Budget, Findings, Determinations, Studies, and Reports Developer will provide County with copies of all reports, studies, analyses, and similar documents prepared or commissioned with respect to the Development promptly upon their completion (“Materials”). The Materials do not include Developer’s construction and development cost estimates or other financial analysis (except the Budget to be attached as Exhibit D and financial proformas, all of which are Materials to be provided by Developer to County), internal communications, or legal materials (the “Proprietary Information”). Should negotiations not result in an executed DDA between County and Developer, in addition to all documents previously submitted to County by Developer under this Section 203, Developer shall submit to County copies of all information, Materials, except for the Excluded Materials. “Excluded Materials” are the architectural plans, designs and drawings, any financial proformas (excluding the Budget attached as Exhibit D), and development cost estimates. Subject to the rights of the parties preparing such Materials, County may use the Materials (excepting the Excluded Materials) provided by Developer in any way for any purpose. Materials shall include any due diligence materials prepared by or for any prospective development partner, joint venture, or management entity. The Materials shall be provided by Developer to the County without representation or warranty. Anything to the contrary in this Section 203 notwithstanding, in the event this Agreement is terminated for County default under this Agreement, (a) County shall promptly return all Materials provided by Developer under this Section 203 (including the Excluded Materials) and shall not be entitled to use them, and (b) Developer shall not be obligated to provide any additional documentation pursuant Section 203(1) above. If this Agreement is terminated for any reason, the County shall promptly return the Excluded Materials and shall not be entitled to use them. All costs incurred by Developer in the preparation and presentation of Materials and Proprietary Information shall be at the sole cost and expense of Developer. Developer acknowledges County will need sufficient, detailed information about Developer and the proposed Development (including, without limitation the organizational and financial information required under Parts IV and V) to make informed decisions about the proposed Development and the content and approval of a DDA. County will work with Developer to maintain the confidentiality of information clearly identified by Developer as proprietary or confidential, subject to the requirements of the Public Records Act (Government Code section 7920 et seq.). Developer acknowledges that County may share information provided by Developer of a financial or otherwise proprietary nature with third party consultants, County staff, and County Board members as part of the negotiation and decision-making process with respect to the Development and, subject to applicable law.

DDA. If negotiations under this Agreement are successful, Developer will execute and submit to County a DDA that is mutually satisfactory to Developer and the Director for the development of the Site for consideration by the County Board of Supervisors. [§ 203] Developer’s Budget, Findings, Determinations, Studies, and Reports Developer will provide County with copies of all reports, studies, analyses, and similar documents prepared or commissioned with respect to the Development promptly upon their completion (“Materials”). The Materials do not include Developer’s construction and development cost estimates or other financial analysis (except the Budget to be attached as Exhibit D and financial proformas, all of which are Materials to be provided by Developer to County), internal communications, or legal materials (the “Proprietary Information”). Should negotiations not result in an executed DDA between County and Developer, in addition to all documents previously submitted to County by Developer under this Section 203, Developer shall submit to County copies of all information, Materials, except for the Excluded Materials. “Excluded Materials” are the architectural plans, designs and drawings, any financial proformas (excluding the Budget attached as Exhibit D), and development cost estimates. Subject to the rights of the parties preparing such Materials, County may use the Materials (excepting the Excluded Materials) provided by Developer in any way for any purpose. Materials shall include any due diligence materials prepared by or for any prospective development partner, joint venture, or management entity. The Materials shall be provided by Developer to the County without representation or warranty. Anything to the contrary in this Section 203 notwithstanding, in the event this Agreement is terminated for County default under this Agreement, (a) County shall promptly return all Materials provided by Developer under this Section 203 (including the Excluded Materials, if any) and shall not be entitled to use them, and (b) Developer shall not be obligated to provide any additional documentation pursuant Section 203(1) above. If this Agreement is terminated for any reason, the County shall promptly return the any Excluded Materials in County’s possession and shall not be entitled to use them. All costs incurred by Developer in the preparation and presentation of Materials Materials, Excluded Materials, and Proprietary Information shall be at the sole cost and expense of Developer. Developer acknowledges County will need sufficient, detailed information about Developer and the proposed Development (including, without limitation the organizational and financial information required under Parts IV and V) to make informed decisions about the proposed Development and the content and approval of a DDA. County will work with Developer to maintain the confidentiality of information clearly identified by Developer as proprietary or confidential, subject to the requirements of the California Public Records Act (Government Code section 7920 et 7920.000et seq.). Developer acknowledges that County may share information provided by Developer of a financial or otherwise proprietary nature with third third-party consultants, County staff, and County Board members as part of the negotiation and decision-making process with respect to the Development and, subject to applicable law.