RUBY HILL DEVELOPMENT VINEYARD AVE S CURVE - REIMBURSEMENT AGMT FOR IMPROVEMENTS - OCT 2000

., 5. Amount of Reimbursement. City shall collect from the property owners within the Benefit Area the per unit reimbursement, as shown on Exhibit C. 6. Interest. Interest shall accrue on the reimbursement at the rate of 8% per annum, beginning on January of the year following City Council's acceptance of the Improvements, as shown on Exhibit C. 7. Time of Collection. City shall collect from the property owners within the Benefit Area the reimbursement at the time the City approves any final or parcel map for property within the Benefit Area or at the time the City issues a building permit for any property within the Benefit Area, whichever (as to any property) is the earlier. 8. City Administrative Fee. City shall retain a percentage of the reimbursement collected to cover the City's costs to administer this Agreement. The City's administrative costs shall be determined as follows: Total Amount of Reimbursement City Reimbursement Fee $1 - $100,000 5% 9. Time and Manner of Disbursement. City shall disburse to Developer the reimbursement collected within thirty (30) days of its receipt. The right to reimbursement shall be personal to Developer and shall continue notwithstanding Developer's subsequent sale or transfer of the Property. Developer shall have the right to assign its interest to such reimbursement to another person or entity at any time by providing City written notice of such assignment. Developer hereby directs that reimbursement due to Developer shall be payable to the Developer and mailed to: Ruby Hill Development Joint Venture, L.P. c/o Signature Properties 4670 Willow Drive Pleasanton, CA 94588 10. Term. City's obligation to collect and Developer's entitlement to receive reimbursement under this Agreement shall cease ten years from the date of this Agreement or until the City collects the entire reimbursement, as adjusted, whichever occurs earlier. 11. Disputes. Disputes arising out of this Agreement shall be resolved by the City Manager. Any appeal of the City Manager's decision shall be in writing addressed to the City Council. Final Council action shall be required before any suit is filed. 12. Enforcement. City shall use its best efforts to prevent the property owners within the Benefit Area from using or connecting to the Improvements without paying the reimbursement provided for herein, and shall not issue necessary permits or licenses, or consent to such use or connections without receipt of such reimbursement. If, despite City's efforts to prevent same, the use of or connections to the Improvements occur without payment of the necessary reimbursement, City shall not be responsible to pay Developer the reimbursement -2-