Deed - 2539 Grant Ave, - File D-1443, 43441

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LOAN AGREEMENT This Loan Agreement (this `'Agreement") is entered into effective as of 2018 (the 'Effective Date") by and between MTLG.. LLC, a California limited liability company, (the 'Borrower") and the City of San Leandro.. a California charter city (the "Lender''). Lender and Borrower are hereinafter collectively referred to as the "Parties." RECITALS A. Borrower is the owner of that certain real property located at 2539 Grant Avenue. San Leandro. CA 94579, APN 80G-910-15 (the "Property"). The Property is more particularly described in Exhibit A, attached hereto and incorporated herein by reference. B. On April 1, 2013: the Lender approved Borrower's proposed wind energy conversion project and height variance (`Project") to be located on the Property. C. On May 8. 2013, interested persons (`Petitioners-) filed a writ of mandate pursuant to the California Environmental Quality Act ("CEQA") in Alameda County Superior Court, Case No. RG13677840, alleging that Lender, in its regulatory capacity, had failed to comply with CEQA and CEQA Guidelines in approving the Project (the "Litigation"). D. On April 14, 2014, the Alameda County Superior Court entered judgment in favor of the Petitioners, and the court issued a writ of mandate to the Lender. Thereafter, the court awarded Petitioner's counsel attorney's fees. E. The Lender and Borrower appealed the award of attorney's fees, but on January 12. 2018, the Court of Appeal upheld the trial court's award of attorney's fees and awarded Petitioner attorney's fees for the appeal action. F. Upon commencement of the Litigation, Borrower agreed to pay all costs incurred by the Lender in defending approval of the Project and related litigation. The Lender has expended, or has agreed to expend, $186,382.25 for appeal fees and $232,425.65 in trial court fees, and Borrower owes the Lender an additional $36,299.46 in other outstanding fees (collectively, "Litigation Costs"). G. Lender has agreed to pay the Litigation Costs, and Borrower has agreed to repay to Lender an amount equal to the Litigation Costs. totaling Four Hundred Fifty Five Thousand One Hundred Seven Dollars and Thirty Sixty Cents (S455,107.36.) (the "Loan") pursuant to the terms and conditions hereof for the purposes contained in this Agreement. H. Concurrently herewith. Borrower shall execute a promissory note (the "Note") in the amount of the Loan, and a Deed of Trust, Assignment of Rents; Security Agreement and Fixture Filing ("Deed of Trust"), which shall provide Lender with a 3