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AMENDED AND RESTATED ASSIGNMENT OF AGREEMENTS, PLANS AND SPECIFICATIONS This Amended and Restated Assignment of Agreements, Plans and Specifications (this "Agreement ") is entered into effective as of June 18, 2012 ( "Effective Date ") by and between Alameda Housing Associates, L.P., a California limited partnership ( "Assignor ") and the City of San Leandro, a municipal corporation ( "City "). Assignor and City are hereinafter collectively referred to as the "Parties." Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Restated Loan Agreement (defined below). For valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows. 1. This Agreement is entered into pursuant to that certain Amended and Restated Owner Participation and Loan Agreement executed by and between Assignor and City dated as of the date hereof (the "Restated Loan Agreement "). This Agreement amends and restates that certain Assignment of Agreements, Plans and Specifications dated as of April 6, 2009 (the "Original Assignment Agreement ") executed by Assignor in connection with that certain Owner Participation and Loan Agreement executed by and between Assignor and the Redevelopment Agency of the City of San Leandro, a public body corporate and politic (the "Agency ") dated as of April 6, 2009 (the "Original Loan Agreement"), Assignor acknowledges that upon dissolution of the Agency on February 1, 2012, the City, by operation of law, succeeded to the interests of the Agency under the Original Assignment Agreement, the Original Loan Agreement and that certain Predevelopment Note executed by Assignor for the benefit of Agency in the original principal amount of Two Million Two Hundred Thousand Dollars ($2,200,000) (the "Original Predevelopment Note "). Assignor acknowledges that pursuant to the Restated Loan Agreement, Assignor retains the obligation to repay the funds advanced by the Agency pursuant to the Original Loan Agreement, and in addition shall be obligated to complete construction of the Project and repay additional funds advanced by the City pursuant to the Restated Loan Agreement and that certain Amended and Restated Predevelopment Note executed by Assignor for the benefit of City in the original principal amount of Three Million, Four Hundred Sixty -One Thousand, Two Hundred Twenty -Three Dollars ($3,461,223). The Parties intend that in addition to the assignments made pursuant to this Agreement, all assignments made to Agency (and accruing to City as Agency's successor in interest) pursuant to the Original Assignment Agreement, and all consents issued by Contractors in connection therewith, shall remain in effect. 2. Assignor hereby assigns to City and grants to City a security interest in all of its right, title and interest in and to the contracts and agreements listed in Exhibit A attached hereto and incorporated herein by reference and all of the items listed in the following paragraphs (A), (B) and (C) (all of which hereafter shall collectively be referred 1902229.2