BLP PREDEVELOPMENT LOAN AGREEMENT FOR PLEASANTON ASSISTED LIVING

r - PREDEVELOPMENT LOAN AGREEMENT FOR PLEASANTON ASSISTED LIVING This Predevelopment Loan Agreement (the "Agreement") is entered into as of lull e IQ, 2003, by and between the City of Pleasanton, a California municipal corporation (the "City") and BLP Partnership, Inc., a California nonprofit public benefit corporation (the "Developer"), with reference to the following facts, purposes and intentions. RECITALS A. The Developer intends to develop and operate an assisted living facility of approximately one hundred five (105) units (the "Development") on that certain real property located in the City of Pleasanton, more particularly described in Exhibit A attached hereto (the "Property"). B. The City and Developer entered into a Land Disposition Agreement (the "LDA") dated N ove n (n , Aoa/, wherein the Developer agreed to develop the Development on the Property. C. The Developer and the City intend to enter into a Ground Lease (the "Ground Lease") wherein the Developer shall agree to develop and operate the Development and the City shall agree to lease the Property to the Developer for fifty-five (55) years. D. The City proposes to loan and the Developer proposes to borrow Nine Hundred Forty-Nine Thousand Eight Hundred Five Dollars ($949,805) to finance certain predevelopment activities in connection with the Development (the "Predevelopment Loan"). The Predevelopment Loan will be evidenced by a promissory note (the "Predevelopment Note"). E. The Developer intends to apply, at a later date, for both private and public loans to pay for the Predevelopment Loan and to cover additional predevelopment costs and construction of the Development. NOW, THEREFORE, in consideration of the recitals, mutual promises and covenants set forth in this Agreement, the parties agree as follows: ARTICLE 1. PREDEVELOPMENT LOAN PROVISIONS Section 1.1 Predevelopment Loan. Subject to satisfaction of the conditions set forth in Section 1.4, the City shall lend to the Developer the Predevelopment Loan, in the principal sum not to exceed Nine Hundred Forty-Nine Thousand Eight Hundred Five Dollars ($949,805) for the purposes set forth in Section 1.2 of this Agreement. The Predevelopment Loan shall be evidenced by the Predevelopment Note in a form to be provided by the City which shall be executed by the Developer concurrently herewith. No interest shall accrue or be due on the Predevelopment Loan. 144\105\158870.8 1