MARDEL - SUBDIVISION AGMT LEMOINE ESTATES

ASSIGNMENT AND ASSUMPTION OF SUBDIVISION AGREEMENT TRACT 7176 THIS ASSIGNMENT AND ASSUMPTION of Subdivision Agreement is made March3l , 2004 between Mardel LLC (Mardel) and Alameda New Communities LLC (Alameda). RECITALS A. On November 25, 2003, Mardel entered into a Subdivision Agreement with the City of Pleasanton concerning the construction of certain public improvements (the I.-nprovements) witlun Tract 7 i 76, a 12 iot residential subdivision in the City of Pleasanton. B. In connection with that Subdivision Agreement, Mardel also posted with the City certain bonds, namely a Performance Bond, a Labor and Materials Bond, a Maintenance Bond, and a Tree Preservation Bond, and provided to the City evidence of certain insurance, as more particularly identified in the Subdivision Agreement. C. Mardel has now entered into an agreement with Alameda for the construction of the subdivision, including the Improvements contemplated by the Subdivision Agreement. D. Mardel now wishes to assign its rights and obligations under the Subdivision Agreement to Alameda and Alameda is willing to assume such rights and obligations. NOW THEREFORE, in consideration of the following, the parties agree as follows: 1. Mardel hereby assigns to Alameda all of its rights and obligations under its November 25, 2003 Subdivision Agreement with the City of Pleasanton. 2. Alameda hereby assumes all of the rights and obligations of Mardel under Mardel's November 25, 2003 Subdivision Agreement with the City of Pleasanton. 3. Alameda shall post with the City of Pleasanton bonds of the same type and in the same amounts as identified in Recital B, and shall provide evidence of insurance to the City of Pleasanton as also identified in Recital B.