STANDARD PACIFIC OF NORTHERN CALIFORNIA

Reimbursement Agreement bet•. _,n City and Standard Pacific Corporation re: ( ~n Villages Page 2 of 3 5. Develoaer's Share. Developer's share of the cost of the Improvements shall be deemed contributed upon the completion of the Improvements and their acceptance by the City Council, subject to reimbursement as herein provided. 6. Reimbursable Amount. An annual simple interest charge of eight (8%) shall be added to the reimbursement fee described in Exhibit "A" each calendar yeaz beginning on January 1 of the year following the City Council's acceptance of the Improvements, as shown in Exhibit "D," which is attached and incorporated ("Reimburseable Fee"). 7. Time of Collection. The City will require payment of the Reimbursable Fee by a property within the Benefit Area that is benefited by the Improvement as a condition of final or parcel map approval or before issuance of a building permit that will increase impervious surface azea on commercial/industrial property, whichever occurs first. However, those properties in the Benefit Area that have already subdivided or been issued a building permit prior to September 1, 2003 shall not be subject to the Reimbursable Fee. 8. Citv Administrative Fee. The Reimbursable Fees collected by City shall be distributed at a ratio of ninety percent (90%) to Developer, and ten percent (10%) to City to offset any administrative costs and expenses incurred in connection with this Agreement. 9. Time and Manner of Disbursement. Disbursement of Reimbursable Fees collected by City shall be made within sixty (60) days of the collection to the Developer. The right to reimbursement shall be personal to Developer and shall continue notwithstanding subsequent sale or transfer of the Property. Developer shall have the right to assign its interest to such Reimbursable Fee to another person or entity at any time by providing City written notice of such assignment. Developer hereby directs that Reimbursable Fees due to Developer shall be payable to Standard Pacific of Northern California and mailed to: Standazd Pacific of Northern California 3825 Hopyazd Road, Suite 195 Pleasanton, CA 94588 Developer may change the payee and/or address of payments by notice in writing to City, such notice to be effective upon receipt by the City. 10. Term. City will cease collecting Reimbursable Fees and the Developer will not be entitled to further reimbursements under this Agreement after April 1, 2006. 11. Amendments. Any amendment or cancellation of this Agreement must be in writing, signed by the appropriate authorities for City and Developer. 12. Analicable 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 Superior Court of the County of Alameda.