KOTTINGER GARDENS PHASE 1 GROUND LEASE - MAR 2016

(ww) Regulatory Agreement: That certain Affordable Housing Regulatory Agreement and Declaration of Restrictive Covenants to be executed by Lessor and Lessee and recorded concurrently with execution of this Lease. (xx) Rent: As described in Section 4.1 hereof. (yy) Senior Loan. That certain construction and permanent loan in the original principal amount of$25,688,000 to be provided by MUFG Union Bank. N.A. to Lessee. (zz) Taking: A taking during the Term hereof of all or any part of the Leased Premises and/or the Improvements, or any interest therein or right accruing thereto, as a result of the exercise of the right of condemnation or eminent domain materially affecting the Leased Premises or any part thereof A conveyance in lieu of or in anticipation of the exercise of any such right of condemnation or eminent domain shall be considered a Taking. Any such Taking shall be deemed to have occurred upon the earlier to occur of(a) the date on which the property. right or interest so taken must be surrendered to the condemning authority, or (b) the date title vested in a condemning authority or other party pursuant to any Taking. (aaa) Tax Credit Eligible Household: A household that is eligible to rent and occupy a qualified low income dwelling unit under Section 42 of the Internal Revenue Code and applicable TCAC and State of California Legal Requirements relating to low income housing tax credits including but not limited to California Revenue and Taxation Code Sections 17057.5. 17058. 23610.4. and 23610.5 and California Health and Safety Code Section 50199. et seq. (bbb) Tax Credit Restrictive Covenant: The agreement with TCAC to be executed by Lessee and properly recorded against the Lessee's Estate in the land records of the County. setting forth certain terms and conditions under which one-hundred thirty-one (131) of the residential units in the Improvements will be operated (ccc) TCAC: means the California Tax Credit Allocation Committee. (ddd) Tenant(s): Any tenant, sublessee or licensee of Lessee under any Tenant Lease(s). (eee) Tenant Lease(s): Any lease or license agreement entered into by Lessee with residents of the residential units to be developed on the Land. (fff) Term: The period of time described in Section 2.2 hereof. (ggg) Transfer: Any sale, assignment, transfer, conveyance, lease, sublease, encumbrance. mortgage, or hypothecation, in any manner or form or any agreement to do any of the foregoing. Section 1.2 Exhibits. The Exhibits referred to in this Lease and attached hereto are: Exhibit A: Legal Description of the Land Exhibit B: Site Map of the Land Exhibit C: Memorandum of Lease II 191 A52V 1656915 8 OAK#4834-9609-1684 vii