RIDGE VIEW COMMONS - CONSTRUCTION LOAN

AS SECURITY FOR: DEBTOR HEREBY AGREES AS FOLLOWS: SECURITY AGREEMENT THIS SECURITY AGREEMENT is made as of this 27th day of June, 1988, by EDEN HOUSING, INC., a California nonprofit corporation (the "Debtor ") in favor of the CITY OF PLEASANTON, a municipal corporation, (the "Lender "). 1. The payment to Lender of: a. That certain Promissory Note containing a nonrecourse provision executed by Debtor in favor of Lender in the amount of $10,360,000.00 dated of even date herewith, and any and all extensions and /or renewals of said Note or any amounts owing thereon; and b. Any and all sums hereafter advanced and expenditures hereafter made (in addition to any advancements or expenditures necessarily made pursuant to the provisions of the next following paragraph hereof) by Lender to or for Debtor, and any and all indebtedness and onligations now or hereafter owing or due or becoming owing or due from Debtor to Lender. 2. The repayment of any and all sums and amounts that are necessarily advanced or expended by Lender or assigns for the maintenance or preservation of the property, or any part thereof, described in this Agreement; 3. The payment and performance of each and every obligation and promise of Debtor herein contained or hereby secured. SECTION 1: GRANT OF SECURITY INTEREST 1.01 GRANT OF SECURITY INTEREST; DESCRIPTION OF COLLATERAL. Debtor hereby grants, transfers and assigns to Lender a security interest, pursuant to the California Uniform Commercial Code, in the following property now owned or here- after acquired (which is hereafter sometimes referred to collectively as the "Collateral "): a. All accounts, accounts receivable, contract rights, documents, instruments, rights to payment of every kind, and general intangibles (together with all products and proceeds thereof); b. All compensation, awards, damages, rights of action and proceeds, including the proceeds of any policies of insurance therefor, arising out of or relating to a taking or damaging of the Premises by reason of any improvement, condemnation proceeding or fire, earthquake or other casualty; c. Return premiums or other payments upon any insurance at any time provided for the benefit of Lender, and refunds or rebates of taxes or assess- ments on the Premises; d. The right, title and interest of Debtor in and under all commercial and residential leases or rental agreements now or hereafter affecting the Premises including, without limitation, all rents, issues and profits therefrom;