PRUDENTIAL 1996 - HACIENDA PARK MITIGATION

2.2.1 Prudential 1993-94 Credits. In 1993, the City refunded or credited certain surplus funds in North Pleasanton Improvement District No. 1 ("NPID No. 1") to most landowners of record (the "NPID No. 1 1993-94 Credits"). The City withheld these NPID No. 1 1993-94 Credits which related to those properties own by Prudential at that time (the "Prudential 1993-94 Credits"). Prudential hereby assigns to the City all of Prudential's right to receive the Prudential 1993-94 Credits that are set forth in Exhibit 1. The City shall use the NPID No. 1 1993-94 Credits described in Exhibit 5 to offset amounts otherwise due in connection with the NPID No. 1 bonds on Prudential's 1996-97 property tax bills. 2.2.2 NPID No. 1 1996-97Credits. In 1995, the City declared another surplus in NPID No. 1 (the "NPID No. 1 1996-97 Credits"). Prudential hereby assigns to the City all of Prudential's right to receive the NPID No. 1 1996-97 Credits described in Exhibit 2, attached hereto. 2.2.3 NPID No. 3 1996-97 Credits. In 1995, the City also declared a surplus in the North Pleasanton Improvement District No. 3 (the "NPID No. 3 1996-97 Credits"). Prudential hereby assigns to the City all of Prudential's right to receive the NPID No. 3 1996-97 Credits described in Exhibit 3, attached hereto. The City shall use the NPID No. 3 1996-97 Credits described in Exhibit 5 to offset amounts otherwise due in connection with the NPID No. 3 bonds on Prudential's (or the current landowner's) 1996-97 property tax bills. 2.2.4 Dublin Reimbursement Funds. Pursuant to that certain settlement agreement between Dublin, the City and Prudential dated August 22, 1994 (the "Settlement Agreement"), Prudential agreed to reduce by $400,000 the amount it would receive under that certain Agreement Between the City, City of Dublin ("Dublin"), County of Alameda ("County") and the Surplus Property Authority ("Authority") Regarding Construction of Certain Roadway Improvements dated March 11, 1991, as amended by a First Amendment and Second Amendment thereto dated August 22, 1994, as may be further amended from time to time (the "Dublin Reimbursement Agreement"). To fully satisfy all of Prudential's obligations under the Settlement Agreement, Prudential hereby assigns to the City all of Prudential's right to receive any refunds or credits in connection with the Dublin Reimbursement Agreement as to those properties described in Exhibit 4; attached hereto. The City shall record a memorandum indicating that Prudential has fully satisfied all of its obligations under the Settlement Agreement. 2.3 Full Satisfaction of All Park Mitigation Obligations For Contributing Properties. The assignments described in Section 2.2 (collectively, the "Assignments") fully satisfy the park mitigation obligation imposed under PUD Condition 26, and the City shall be prohibited from imposing any new park mitigation obligations or from imposing any new park mitigation or park development fee on owners of any of the parcels described in Exhibit 2, attached hereto (the "Contributing Properties"). In addition, none of the Contributing Properties shall be included in any new assessment district(s) created to fund the acquisisiton, development or maintenance of new or existing park and recreational facilities in the City. The City shall record a memorandum with Prudential as to the Contributing Properties indicating that such properties shall be exempt from any future park mitigation obligations. 9!16/96 Park Mitigation Agreement 2