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This Lease ("Lease") is entered into as of , 1998, by and between the <br />City of San Leandro, a municipal corporation ("Landlord"), and San Francisco Bay Conference <br />Resort, LLC, a California limited liability company ("Tenant"), and is made with reference to the <br />following facts and objectives: <br />RECITALS <br />A• Landlord owns that certain waterfront property located in that area commonly <br />known as the San Leandro Marina, San Leandro, California, as more particularly described and <br />shown on the attached Exhibit A-1 (the " Site") <br />B. Landlord has historically leased various portions of the San Leandro Marina area <br />for purposes of hotel and restaurant development and operation, and, more specifically, has <br />previously leased a portion of the Site for restaurant purposes. <br />C. Tenant is in the business of developing and operating full service conference <br />centers, including meeting facilities, lodging, food service and related facilities, which allow <br />public and private groups, persons and entities to hold and conduct meetings, seminars and other <br />events during various times. <br />D. Tenant desires to construct a conference center and hotel improvements and <br />facilities on a portion of the Site and to use such improvements and facilities as a conference <br />center and hotel. <br />E• Landlord agrees to lease a portion of the Site to Tenant for such purpose on the <br />condition, among others, that Tenant construct and maintain various public improvements and <br />facilities on and about the Site in addition to the conference center and hotel facilities. Tenant <br />LEASE BETWEEN CITY OF SAN LEANDRO <br />AND SAN FRANCISCO BAY CONFERENCE RESORT <br />002574.0001\409817.4 <br />PAGE I <br />