BRADDOCK & LOGAN-REIMBURSEMENT AGMT TRAFFIC SIGNAL IMPROVEMENT 8/7/99

Section 14. Amendments. Any amendment, modification, suspension or cancellation of this Agreement must be in writing, signed by the appropriate authorities for City and Developer, in a form suitable for recording in the office of the Recorder of Alameda County, California. Section 15. Disputes. Disputes arising under this Agreement shall be filed with the City Manager, who shall be authorized to resolve such disputes. Any decision made by the City Manager with respect to this Agreement may be appealed to the City Council. Any such appeal to the City Council must be made in writing and addressed to the City Council. Final action of the City Council shall be required before legal action pursuant to this Agreement may be instituted. Notwithstanding the foregoing, either party may, in addition to any other rights or remedies, institute legal action to cure, correct or remedy any default, enforce any covenant or agreement herein, enjoin any threatened or attempted violation or enforce by specific performance the obligations and rights of the parties hereto. In such event, the prevailing party shall be entitled to its reasonable attorneys' fees and costs, if any, in addition to any relief to which the party may be entitled. Section 16. Applicable Law. The laws of the State of California shall govern the interpretation and enforcement of this Agreement. Any action to enforce this agreement shall be filed in the Livermore-Pleasanton Municipal Court, or the Eastern Division of the Superior Court of the County of Alameda. Section 17. Enforcement. The City shall use its best efforts to prevent new and existing property owners of the Benefited Properties from utilizing the Improvements without paying the Reimbursement Fees, and shall not issue necessary approvals, permits, licenses, nor consent for such without payment of the required Reimbursement Fee Cost. If, despite the City's good faith efforts, use of the Improvements by new or existing owners in the Benefit Area should occur without payment of the required Reimbursement Fee, City shall not be responsible for payment of the amount which would have been paid to Developer, provided that Developer shall be entitled, and is hereby authorized by the City, to pursue collection of such fees by means of a private right of action or any other lawful means, against the property owner or the party using the Improvement without payment of the Reimbursement Fee. City agrees to participate in and to cooperate with and assist Developer in any such action, upon request of Developer. In that event, Developer shall indemnify and hold City harmless from any third party claims against the City in connection with the collection of the Reimbursement Fee pursuant to this Agreement. 5