Agmt 2013 Alameda Housing Associates LC

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terminate the Agreement as amended by this Amendment, and with the exception of those provisions that survive termination, this Agreement shall be of no further force or effect." 3. Section 3.1.1 of the Agreement shall be amended and restated to read as follows: "Prior to Developer's execution of the ground lease for the Property(the"Ground Lease"), Developer shall submit the proposed Ground Lease to the City for its review and approval, which approval shall not be unreasonably withheld or delayed." 4. The second paragraph of Section 3.2 of the Agreement shall be amended and restated to read as follows: "The "Project" will consist of Developer's leasehold interest in that certain real property more particularly described in Exhibit A (the "Property") and a 115-unit multi-family residential development that will include four (4)dwelling units that will be accessible to persons with disabilities, common areas including a lobby, a multi-purpose room with kitchen, a landscaped • outdoor courtyard,podium and underground parking consisting of approximately 409 spaces (of which approximately 115 are for the Project residents), approximately 5000 square feet of retail (including a potential child care center) bicycle storage; laundry facilities; a management office; and landscaping(collectively, the "Improvements"). The Developer also intends to create separate legal parcels for(i)the approximately 5000 square feet of retail space("Retail Space") and (ii)non-resident parking (which includes parking for BART Patrons) ("Non-Resident Parking"). In the event the Retail Space and Non-Resident Parking are created as separate legal parcels, such parcels shall not be subject to any post-construction obligations under this Agreement or the terms and conditions of the Regulatory Agreement or the Deed of Trust,which shall also not be recorded against title to such parcels. All references in the Agreement to Project, • Property and Improvements shall have the meaning set forth in this Section 3.2." 5. Section 3.3 of the Agreement shall be amended and restated to read as follows: "Developer covenants and agrees for itself,and its successors and assigns, that upon Developer's leasehold acquisition of the Property, the Developer's leasehold interest in Property will be subjected to recorded covenants that will restrict use of the Developer's leasehold interest in the Property to development of a residential project that includes affordable housing, and that for a term of not less than fifty-five (55)years commencing upon the issuance of a final certificate of occupancy for the Project, not less than fifty-five(55) of the residential units in the Project shall be rented at an affordable cost to households who qualify as Very Low -Income (as defined in • the Regulatory Agreement), and not less than an additional fifty-eight(58)of the residential units • in the Project shall be rented at an affordable cost to households whose income is less than or equal to ninety percent (90%) of Area Median Income (as defined in the Regulatory Agreement) in accordance with the terms hereof and the Regulatory Agreement which the Parties shall execute substantially in the form attached hereto as Exhibit D, and which shall be recorded in the Official Records upon Developer's acquisition of the Property. Two units in the Project may be reserved as managers' units, and will not be subject to income-eligibility requirements or rent • restrictions." 144\221\1345333.2 2