Common use of Use and Operation Clause in Contracts

Use and Operation. Developer covenants that at all times during the Term it will, at its expense: (a) Conduct its business at all times in a dignified quality manner and in conformity with the industry standards for similar facilities and in such manner as to maximize sales and/or rentals and to help establish and maintain a high reputation for the Project. (b) Perform its duties to maintain the Project and the District as set forth in Section 6.03 hereof. (c) Perform its duties set forth in Section 6.07 hereof. (d) Developer hereby agrees to secure a contractual commitment from the Container Store to stock and open for at least one day (the "Container Store Covenant"). (e) Developer hereby understands and agrees that the nature of the shopping center to be redeveloped pursuant to this Agreement was critical to the approval of the same. Accordingly, the parties hereby agree that the following uses shall be prohibited within the Project: (i) Any use which is offensive by reason of odor, fumes, dust, smoke, noise, or pollution, or which constitutes a nuisance or is hazardous by reason of fire or explosion, or injurious to the reputation of the shopping center. No oil, gasoline or flammable liquid shall be stored within the District. (ii) A gas station or car wash. (iii) A facility primarily used as a storage warehouse operation, mini- warehouse, or freight terminal. (iv) Any pawn shop or flea market. (v) Any store selling discounted tobacco products or tobacco-smoking paraphernalia. (vi) Pay-day or title loan facilities. (vii) Any dumping, disposing, incineration or reduction of garbage; provided, however, this prohibition shall not be applicable to garbage compactors located near the rear of any building within the District. (viii) Any fire sale, bankruptcy sale (unless pursuant to a court order) or auction house operation (but this provision shall not restrict the absolute freedom of an owner of any portion within the District to determine its own selling prices nor shall it preclude second-hand sales or the conduct of periodic seasonal sales, promotional or clearance sales, all of which are specifically permitted). (ix) Any central laundry, or laundromat; provided, however, this prohibition shall not be applicable to a drop-off and pickup facility, or a central laundry or laundromat that complies with CERCLA, RCRA and other Applicable Laws and Requirements (as defined herein). (x) Any automobile, truck, trailer or recreational vehicle with outside sales, leasing, or display unless approved by the City or in conjunction with promotions, displays and other similar marketing activities, subject, however, to compliance with all Applicable Laws and Requirements. (xi) Any body shop repair operation, engine repair or vehicle repair facility for all vehicles, including motorcycles. (xii) Any establishment selling or exhibiting sexually oriented materials or which sells drug-related paraphernalia or which exhibits either live or by other means to any degree, nude or partially clothed dancers or wait staff; except that this provision shall not be deemed to preclude the operation within the District of either a nationally or regionally recognized book store, or a drug store or pharmacy, or a department within a retail store offering for sale its usual or customary inventory of books, magazines and/or related pharmaceutical materials. (xiii) Any seasonal tax preparation facilities. (xiv) Any precious metals facilities. The governing body of the City may grant variances to the restrictions set forth in this Section 6.02(e) from time to time in its sole and absolute discretion. Within ten (10) days of the Effective Date, Developer and the City shall execute a document which shall memorialize the restrictions set forth in this Section 6.02(e) and record the same against the real property within the District, which restrictions shall be effective and run with the land for the Term of this Agreement.

Use and Operation. Developer covenants that at all times during the Term it will, at its expense: (a) Conduct its business at all times in a dignified quality commercially reasonable manner and in conformity with the industry standards for similar facilities and in such manner as to maximize sales and/or rentals and to help establish and maintain a high quality reputation for the TDD Project. (b) Perform its duties to maintain the TDD Project and the District as set forth in Section 6.03 8.03 hereof. (c) Perform its duties set forth in Section 6.07 hereof. (d) Developer hereby agrees to secure a contractual commitment from the Container Store to stock and open for at least one day (the "Container Store Covenant"). (e) Developer hereby understands and agrees that the nature of the shopping center to be redeveloped pursuant to this Agreement retail uses within the District was critical to the approval City’s creation of the same. Accordingly, the parties hereby agree that the following uses shall be prohibited within the ProjectDistrict: (i) Any use which is offensive by reason of odor, fumes, dust, smoke, noise, or pollution, or which constitutes a nuisance or is hazardous by reason of fire or explosion, or injurious to the reputation of the shopping center. No oil, gasoline or flammable liquid shall be stored within the District, except as approved by the City as part of a convenience store and/or gas station operation. (ii) A gas station or car wash. (iii) A facility primarily used as a storage warehouse operation, mini- warehouse, or freight terminal. (iv) Any pawn shop or flea market. (v) Any store selling discounted tobacco products or tobacco-smoking paraphernalia; provided that this restriction is not intended to prohibit (i) a grocery store, drug store, or other businesses where such products are sold but are not relevant business’s primary source of revenue; or (ii) a first-class cigar shop or first-class, private clubs which allow the sale and consumption of tobacco products. (vi) Pay-day or title loan facilities. (vii) Any dumping, disposing, incineration or reduction of garbage; provided, however, this prohibition shall not be applicable to garbage compactors located near the rear of any building within the District. (vii) Pay-day or title loan facilities. (viii) Any fire sale, bankruptcy sale (unless pursuant to a court order) or auction house operation (but this provision shall not restrict the absolute freedom of an owner of any portion within the District to determine its own selling prices nor shall it preclude second-hand sales or the conduct of periodic seasonal sales, promotional or clearance sales, all of which are specifically permitted). (ix) Any central laundry, or laundromat; provided, however, this prohibition shall not be applicable to a drop-off and pickup facility, or a central laundry or laundromat that complies with CERCLA, RCRA and other Applicable Laws and Requirements (as defined herein). (x) Any automobile, truck, trailer or recreational vehicle with outside sales, leasing, or display unless approved by the City or in conjunction with promotions, displays and other similar marketing activities, subject, however, to compliance with all Applicable Laws and Requirements. (xi) Any body shop repair operation, engine repair or vehicle repair facility for all vehicles, including motorcycles, unless ancillary to new vehicle sales (if such new vehicle sales are entirely interior or are approved by the City under paragraph (x) hereof). (xii) Any establishment selling or exhibiting sexually oriented materials or which sells drug-related paraphernalia or which exhibits either live or by other means to any degree, nude or partially clothed dancers or wait staff; except that this provision shall not be deemed to preclude the operation within the District of either a nationally or regionally recognized book store, or a drug store or pharmacy, or a department within a retail store offering for sale its usual or customary inventory of books, magazines and/or related pharmaceutical materials. (xiii) Any seasonal tax preparation facilities. (xiv) Any precious metals facilities, except for and excluding high quality jewelry stores that purchase precious metals as an ancillary part of their business operations. The City's governing body of the City may grant variances to the restrictions set forth in this Section 6.02(e8.02(d) from time to time in its sole and absolute discretion. Within ten thirty (1030) days of the Effective Date, Developer and the City shall execute a document which shall memorialize the restrictions set forth in this Section 6.02(e8.02(d) and record the same against the real property within the District, which restrictions shall be effective and run with the land for the Term of this Agreement.

Use and Operation. Developer covenants that at all times during the Term it will, at its expense: (a) Conduct its business at all times in a dignified quality manner and in conformity with the industry standards for similar facilities and in such manner as to maximize sales and/or rentals and to help establish and maintain a high reputation for the Project. (b) Perform its duties to maintain the Project and the District as set forth in Section 6.03 hereof. (c) Perform its duties to repair, restore, and replace portions of the Project as set forth in Section 6.07 hereofSections 6.07(b) and (d). (d) Developer hereby agrees to secure a contractual commitment from the Container Store to stock and open for at least one day (the "Container Store Covenant"). (e) Developer hereby understands and agrees that the nature of the shopping center to be redeveloped pursuant to this Agreement was critical to the approval of the same. Accordingly, the parties hereby agree that the following uses shall be prohibited within the Project:Project (notwithstanding anything to the contrary herein, none of the current uses of the Property as of the date hereof shall be prohibited hereunder): (i) Any use which is offensive by reason of odor, fumes, dust, smoke, noise, or pollution, or which constitutes a nuisance or is hazardous by reason of fire or explosion, or injurious to the reputation of the shopping center. No oil, gasoline or flammable liquid shall be stored within the District. (ii) A gas station or car wash. (iii) A facility primarily used as a storage warehouse operation, mini- warehouse, or freight terminal. (iv) Any pawn shop or flea market. (v) Any store selling CBD products, discounted tobacco products or tobacco-smoking paraphernalia. (vi) Pay-day or title loan facilities. (vii) Any dumping, disposing, incineration or reduction of garbage; provided, however, this prohibition shall not be applicable to garbage compactors located near the rear of any building within the District. (viii) Any fire sale, bankruptcy sale (unless pursuant to a court order) or auction house operation (but this provision shall not restrict the absolute freedom of an owner of any portion within the District to determine its own selling prices nor shall it preclude second-hand sales or the conduct of periodic seasonal sales, promotional or clearance sales, all of which are specifically permitted). (ix) Any central laundry, or laundromat; provided, however, this prohibition shall not be applicable to a drop-off and pickup facility, or a central laundry or laundromat that complies with CERCLA, RCRA and other Applicable Laws and Requirements (as defined herein). (x) Any automobile, truck, trailer or recreational vehicle with outside sales, leasing, or display unless approved by the City or in conjunction with promotions, displays and other similar marketing activities, subject, however, to compliance with all Applicable Laws and Requirements. (xi) Any body shop repair operation, engine repair or vehicle repair facility for all vehicles, including motorcycles. (xii) Any establishment selling or exhibiting sexually oriented materials or which sells drug-related paraphernalia or which exhibits either live or by other means to any degree, nude or partially clothed nude dancers or wait staff; except that this provision shall not be deemed to preclude the operation within the District of either a nationally or regionally recognized book store, or a drug store or pharmacy, or a department within a retail store offering for sale its usual or customary inventory of books, magazines and/or related pharmaceutical materials. (xiii) Any seasonal tax preparation facilities. (xiv) Any precious metals facilities. The governing body of the City may grant variances to the restrictions set forth in this Section 6.02(e6.02(d) from time to time in its sole and absolute discretion. Within ten (10) days of the Effective Date, Developer and the City shall execute a document which shall memorialize the restrictions set forth in this Section 6.02(e6.02(d) and record the same against the real property within the District, which restrictions shall be effective and run with the land for the Term of this Agreement.

Use and Operation. Developer covenants that at all times during the Term it will, at its expense: (a) Conduct its business at all times in a dignified quality manner and in conformity with the industry standards for similar facilities and in such manner as to maximize sales and/or rentals and to help establish and maintain a high reputation for the Project. (b) Perform its duties to maintain the Project and the District as set forth in Section 6.03 hereof. (c) Perform its duties to repair, restore, and replace portions of the Project as set forth in Section 6.07 hereofSections 6.07(b) and (d). (d) Developer hereby agrees to secure a contractual commitment from the Container Store to stock and open for at least one day (the "Container Store Covenant"). (e) Developer hereby understands and agrees that the nature of the shopping center to be redeveloped pursuant to this Agreement was critical to the approval of the same. Accordingly, the parties hereby agree that the following uses shall be prohibited within the Project:Project (notwithstanding anything to the contrary herein, none of the current uses of the Property as of the date hereof shall be prohibited hereunder): (i) Any use which is offensive by reason of odor, fumes, dust, smoke, noise, or pollution, or which constitutes a nuisance or is hazardous by reason of fire or explosion, or injurious to the reputation of the shopping center. No oil, gasoline or flammable liquid shall be stored within the District. (ii) A gas station or car wash. (iii) A facility primarily used as a storage warehouse operation, mini- warehouse, or freight terminal. (iv) Any pawn shop or flea market. (v) Any store selling discounted tobacco products or tobacco-smoking paraphernalia. (vi) Pay-day or title loan facilities. (vii) Any dumping, disposing, incineration or reduction of garbage; provided, however, this prohibition shall not be applicable to garbage compactors located near the rear of any building within the District. (viii) Any fire sale, bankruptcy sale (unless pursuant to a court order) or auction house operation (but this provision shall not restrict the absolute freedom of an owner of any portion within the District to determine its own selling prices nor shall it preclude second-hand sales or the conduct of periodic seasonal sales, promotional or clearance sales, all of which are specifically permitted). (ix) Any central laundry, or laundromat; provided, however, this prohibition shall not be applicable to a drop-off and pickup facility, or a central laundry or laundromat that complies with CERCLA, RCRA and other Applicable Laws and Requirements (as defined herein). (x) Any automobile, truck, trailer or recreational vehicle with outside sales, leasing, or display unless approved by the City or in conjunction with promotions, displays and other similar marketing activities, subject, however, to compliance with all Applicable Laws and Requirements. (xi) Any body shop repair operation, engine repair or vehicle repair facility for all vehicles, including motorcycles. (xii) Any establishment selling or exhibiting sexually oriented materials or which sells drug-related paraphernalia or which exhibits either live or by other means to any degree, nude or partially clothed dancers or wait staff; except that this provision shall not be deemed to preclude the operation within the District of either a nationally or regionally recognized book store, or a drug store or pharmacy, or a department within a retail store offering for sale its usual or customary inventory of books, magazines and/or related pharmaceutical materials. (xiii) Any seasonal tax preparation facilities. (xiv) Any precious metals facilities. The governing body of the City may grant variances to the restrictions set forth in this Section 6.02(e6.02(d) from time to time in its sole and absolute discretion. Within ten (10) days of the Effective Date, Developer and the City shall execute a document which shall memorialize the restrictions set forth in this Section 6.02(e6.02(d) and record the same against the real property within the District, which restrictions shall be effective and run with the land for the Term of this Agreement.

Use and Operation. Developer covenants that at all times during the Term it will, will at its expense: (a) : Conduct its business at all times in a dignified quality manner and in conformity with the industry standards for similar facilities and in such manner as to maximize sales and/or rentals and to help establish and maintain a high reputation for the Project. (b) . Perform its duties to maintain the Project and the District as set forth in Section 6.03 hereof. (c) . Perform its duties to repair, restore, and replace portions of the Project as set forth in Section 6.07 hereof. Sections 6.07(b) and (d) Developer hereby agrees to secure a contractual commitment from the Container Store to stock and open for at least one day (the "Container Store Covenant"). (e) . Developer hereby understands and agrees that the nature of the shopping center to be redeveloped developed pursuant to this Agreement was critical to the approval of the same. Accordingly, the parties hereby agree that the following uses shall be prohibited within the Project:Project (notwithstanding anything to the contrary herein, none of the current uses of the Project as of the date hereof shall be prohibited hereunder): (i) Any use which is offensive by reason of odor, fumes, dust, smoke, noise, or pollution, or which constitutes a nuisance or is hazardous by reason of fire or explosion, or injurious to the reputation of the shopping center. No oil, gasoline or flammable liquid shall be stored within the District. (ii) A gas station or car wash. (iii) A facility primarily used as a storage warehouse operation, mini- warehouse, or freight terminal. (iv) Any pawn shop or flea market. (v) Any store selling discounted tobacco products or tobacco-smoking paraphernalia. (vi) Pay-day or title loan facilities. (vii) Any dumping, disposing, incineration or reduction of garbage; provided, however, this prohibition shall not be applicable to garbage compactors located near the rear of any building within the District. (viii) Any fire sale, bankruptcy sale (unless pursuant to a court order) or auction house operation (but this provision shall not restrict the absolute freedom of an owner of any portion within the District to determine its own selling prices nor shall it preclude second-hand sales or the conduct of periodic seasonal sales, promotional or clearance sales, all of which are specifically permitted). (ix) Any central laundry, or laundromat; provided, however, this prohibition shall not be applicable to a drop-off and pickup facility, or a central laundry or laundromat that complies with CERCLA, RCRA and other Applicable Laws and Requirements (as defined herein). (x) Any automobile, truck, trailer or recreational vehicle with outside sales, leasing, or display unless (i) previously approved by the City City, or (ii) in conjunction with temporary promotions, displays and other similar marketing activities, or (iii) for the sale of luxury vehicles displayed only within an indoor showroom for purposes of taking orders for cars, not storing inventory of any kind, subject, however, to compliance with all Applicable Laws and Requirements. (xi) Any body shop repair operation, engine repair or vehicle repair facility for all vehicles, including motorcycles. (xii) Any establishment selling or exhibiting sexually oriented materials or which sells drug-related paraphernalia or which exhibits either live or by other means to any degree, nude or partially clothed nude dancers or wait staff; except that this provision shall not be deemed to preclude the operation within the District of either a nationally or regionally recognized book store, or a drug store or pharmacy, or a department within a retail store offering for sale its usual or customary inventory of books, magazines and/or related pharmaceutical materials. (xiiixii) Any seasonal tax preparation facility which uses "street marketing" of any kind, including without limitation, inflatable signs or characters, people dressed in costume, holding signs or wearing sandwich-boards or otherwise advertising directly to pedestrians or vehicular traffic; provided however, for purposes of clarity, nothing herein is intended to prohibit independent certified public accountants with office space in the Project. (xiii) Any precious metals facilities. (xiv) Housing in which rent is government-subsidized or "low income" housing. (xv) Any precious metals facilitiesuse not permitted by the applicable zoning ordinance of the City. The governing body foregoing list of prohibited uses is not intended to supplant the requirements and/or prohibition of uses stated within the City’s Code and/or the City’s zoning ordinance. 2. Any notice sent in accordance with the Development Agreement to Assignee shall constitute notice under the Development Agreement and the Assignee shall be deemed to have knowledge of the City may grant variances contents of such notice if sent to an agent registered to receive service for Assignee in any jurisdiction where Assignee has registered such an agent or to the restrictions set forth in this Section 6.02(e) from following address ("Assignee's Notice Address"): Weinfra 5, LLC c/o ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Diego, California 92106 Email: ▇▇▇▇▇▇▇@▇▇▇.▇▇▇ With copy to: ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Esq. ▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇ Woburn, MA 01801 Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇ 3. If at any time a payment is due to time in its sole and absolute discretion. Within ten (10) days of be paid by the Effective DateCity to the Developer under the Development Agreement, Developer and then the City shall execute be deemed to have satisfied its obligation to make such payment to Developer upon dispatch of a document which check in the amount of such payment, payable and addressed to the payee of Developer in accordance with the Development Agreement. If at any time a payment is due to be paid by the City to Assignee under the Development Agreement, then the City shall memorialize be deemed to have satisfied its obligation to make such payment to such Assignee upon dispatch of a check in the restrictions set forth amount of such payment, payable to Assignee, and addressed care of any agent registered to receive service for Assignee in any jurisdiction where Assignee has registered such an agent or to Assignee's Notice Address. No Party will have any action or claim against the City for any payment made in accordance with this Section 6.02(e) 3. 4. Each Party hereby grants to each other Party, and record their respective agents, successors, and assigns, nonexclusive easements on, over, under, and across all portions of the Project Site owned by such grantor Party to use, for as long as the Development Agreement is in effect and not terminated or expired, to the extent necessary to perform any and all obligations under the Development Agreement. 5. The Parties consent to, and shall cooperate in, recording an executed original of this Agreement for public notice in the office of the Johnson County Records and Tax Administration, as soon as practical after this Agreement has been executed by all Parties, and the Parties agree to deliver a copy of the same against to the real property within City as soon as practicable after such recording. 6. Each Party hereby certifies, represents, and warrants to the District, which restrictions shall be effective City that the transfer and run with assignment from Developer to Assignee is permitted under the land for terms and conditions of the Term of this Development Agreement. 7. The City may rely on this Agreement and its contents in performing its obligations under the Development Agreement.