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GROUND LEASE (Sunflower Hill) This Ground Lease (the "Lease") dated as of , 20_, is entered into by and between City of Pleasanton, a California municipal corporation ("Lessor") and , L.P., a California limited partnership ("Lessee"). RECITALS A. Sunflower Irby LLC, a California limited liability company ("Sunflower"), entered into that certain Disposition, Development and Loan Agreement dated as of , 2018 with Lessor (as subsequently amended, the "DDLA"). Pursuant to the DDLA and to meet some of Lessor's affordable housing goals under the City's inclusionary housing ordinance as set forth in Chapter 17.44 of the City's Municipal Code, Lessor has acquired that certain real property in the City of Pleasanton, County of Alameda, State of California, more particularly described in the legal description attached hereto as Exhibit A and depicted on the map attached as Exhibit B (the "Land"). Under the DDLA, the City agreed to ground lease the Land to Lessee for a term of seventy-five (75) years, and Lessee has agreed to develop and operate thereon a thirty-one (31) unit supportive housing development that will include twenty-nine (29) units that will available at affordable rents to low- and very low-income households that include at least one member that has a developmental disability. B. Lessor desires to lease the Land to Lessee for a period of seventy-five (75) years pursuant to the terms of this Lease for development of the Project. C. Capitalized terms which are referred to and utilized throughout this Lease are defined in Article 1 of this Lease. NOW, THEREFORE, for and in consideration of the foregoing premises, the covenants, representations, warranties and agreements set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto do hereby agree as follows: ARTICLE 1. DEFINITIONS Section 1.1 Definitions. For the purposes of this Lease, the following defined terms shall have the meanings ascribed thereto in this Article 1: (a) "Additional Rent" means all sums payable by Lessee to Lessor pursuant to this Lease other than Rent, including without limitation, sums payable to reimburse Lessor for the following, together with applicable interest and penalties thereon: (i) amounts paid by Lessor to discharge liens and claims pursuant to Section 3.2, (ii) Impositions paid by Lessor pursuant to Section 5.5, and (iii) amounts paid by Lessor to cure Lessee defaults under loans secured by the Leased Premises and the Improvements. 1 OAK #4823-7863-2026 v2