OPA: Grimshaw House - City of Anaheim

ATTACHMENT NO. 5
RIGHT OF ENTRY AND LICENSE AGREEMENT
(Due Diligence and Pre-Closing Site Preparation)
This RIGHT OF ENTRY AND LICENSE AGREEMENT (Due Diligence and Pre-
Closing Site Preparation) (this “Agreement”), dated for purposes of identification only as of
June 1, 2008 (the “Date of Agreement”), is entered by and between the ANAHEIM
REDEVELOPMENT AGENCY, a public body, corporate and politic, (the “Agency”) and
BROOKFIELD OLIVE STREET LLC, a Delaware limited liability company, (“Brookfield”).
RECITALS:
A. Agency and Brookfield (each a “Party” and jointly, the “Parties”) entered into that certain
Disposition and Development Agreement (Colony Park Phase II) dated as of June 1, 2008
(the “DDA”) regarding the disposition and development of certain real property generally
located at the southeast corner of Santa Ana Street and Olive Street in the City of
Anaheim, California (the “Site”). The Site is depicted on the “Map” which is attached
hereto as Exhibit A and incorporated herein by this reference. Capitalized terms set forth
in this Agreement shall have the meanings ascribed in the DDA unless otherwise defined
hereinafter.
B. As of the Date of Agreement, no Closings have occurred.
C. Prior to the Closings, Brookfield desires to enter the Site for the purpose of (i) obtaining
data, making surveys and conducting tests, including the investigation of the
environmental and physical condition of the Site, (ii) conducting grading, and (iii)
installing streets and utilities (the “Permitted Use”), and Agency desires to accommodate
Brookfield’s desire to commence such actions by granting a right of entry as provided
herein.
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements
herein contained, and for other good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, the parties hereto agree as follows:
Section 1. Right of Entry. Provided that all of the terms and conditions of Section 2 of this
Agreement are fully satisfied, Agency hereby grants to Brookfield and its agents and contractors,
the exclusive right to enter upon, in and below the Site for the purpose of conducting the
Permitted Use (the “License”) and for no other purposes without the prior written approval of
Agency. This Agreement shall automatically terminate and expire on the earlier of (i) the date on
which Brookfield completes the Permitted Use, or (ii) the Date on which the DDA is terminated.
Section 2. Conditions to Entry. Prior to Brookfield initially entering the Site, the
conditions set forth in Sections 2.1 and 2.2 must be satisfied (the “Conditions Precedent”).
Attachment No. 5 - Page 1