VINEYARD MOBILE VILLA - SETTLEMENT AGREEMENT

AGREEMENT 1. Obligations of Owner. 1.1 Conversion Date. In connection with the Conversion, the date of the Owner's We of the first lot in the Park to a resident buyer ("Conversion Date") shall be no earlier than January 1, 2020. 1.2 Rent Stabilization Agreement and Amendment Thereto, The Parties are also parties to that certain Agreement Providing for Stabilization of Mobilehome Space Rents dated as of October 16, 2007 ("Rent Stabilization Agreement") a copy of which is attached hereto and incorporated herein as Exhibit A. Concurrently with its execution and delivery to the City of this Agreement, and in no event more than ten (10) days following the City Approval Date. Owner shall execute and deliver to the City a counterpart original of the First Amendment to Agreement Providing for Stabilization of Mobilehome Space Rents ("Amendment to Rent Stabilization Agreement") in the same form and content as the form of Amendment to Rent Stabilization Agreement attached hereto as Exhibit B. 1.3 Rents After the Conversion Date. After the Conversion Date, the rent for a Lower Income Renter (as defined below) shall be governed by Government Code, Section 66427.5, as the same may be amended from time to time and any substantially similar successor statute(s) thereto; provided, however, that if neither such code section nor such successor statute is then in existence, then the monthly rent for a Lower Income Renter may increase from the preconversion rent by an amount equal to the average monthly increase in rent in the four years immediately preceding the Conversion Date, but the increase shall not exceed the average monthly percentage increase in the Consumer Price Index for the most recently reported period. After the Conversion Date, the rent for a Non -Lower Income Resident (as defined below) shall be determined as follows: (a) if the Rent Stabilization Agreement, as amended by Exhibit B, is still in effect, the provisions of the Rent Stabilization Agreement, as amended by Exhibit B, shall apply; (b) if the Rent Stabilization Agreement, as amended by Exhibit B, is not still in effect, the provisions of the City's rent stabilization agreement then in effect or the City's rent stabilization ordinance then in effect, whichever (if either) is applicable, shall apply. For such purposes, the following definitions apply: (a) A "Lower Income Renter" is a Current Resident, for so long as such Current Resident (x) remains a resident of the Park, (y) does not purchase a lot in the Park, and (z) on the Conversion Date is a resident of a lower income household, as such term is defined in California Health and Safety Code Section 50079.5 or any substantially similar successor statute thereto. (b) A "Non -Lower Income Renter" is a Current Resident, for so long as such Current Resident (x) remains a resident of the Park, (y) does not purchase a lot in the Park, and (z) on the Conversion Date is not a Lower Income Renter. (c) A "Current Resident" is a person who is a resident of the Park as of the Final City Approval Date. 1.4 Purchase Credit. Current Residents that complete the purchase of a lot in the Park from Owner within the Credit Period (as defined below) shall be entitled to receive at the closing of such transaction a credit against the full purchase price equal to a fifteen percent (15%) discount off of the purchase price at which Owner is then Iisting the subject lot. For such purposes, the following definitions apply: The "Credit Period" is the period that is ninety (90) days after the date that the Owner makes lots in the Park available for sale to Park residents. [/022410/4640.0011 2