1st Amendment to Nimitz Ground Lease(20117139.1)_r

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Declaration of Restrictive Covenants Homekey Program (Round 3) NOFA: 3/29/2023 Owner: City of San Leandro and Housing Consortium of the East Bay Project: 555 Lewelling Approved Date: July 8, 2024 Prep: October 1, 2024 Page 2 of 13 2. Owner has acquired fee title to the Property, and has leased the Property to the Operator pursuant to a “Ground Lease” dated October 30, 2023. Pursuant to the Ground Lease, Operator will own and rehabilitate the improvements on the Property and operate the Project during the term of the Ground Lease. Owner has committed to provide an operating subsidy to the Project during the first five years of its operation. 3. The statutory basis for the Homekey Program is Health and Safety Code section 50675.1.1. Assembly Bill No. 83 (2019-2020 Reg. Sess.) added sections 50675.1.1 and 50675.1.2 to the Multifamily Housing Program (“MHP” or “MHP Program”) (Chapter 6.7 (commencing with Section 50675) of Part 2 of Division 31 of the Health and Safety Code). 4. Assembly Bill No. 140 (2021-2022 Reg. Sess.) provided the statutory basis for Round 3 of the Homekey Program by adding section 50675.1.3 to the Health and Safety Code and the MHP Program. 5. The Department issued a Notice of Funding Availability for Round 3 of the Homekey Program on March 29, 2023 , (the Notice of Funding Availability as amended shall be referenced herein as “NOFA”). The NOFA incorporates by reference the MHP Program, as well as the MHP Final Guidelines (“MHP Guidelines”), dated March 30, 2022, both as amended and in effect from time to time. The Round 3 Homekey grant funds are derived primarily from the state’s direct allocation of the federal Coronavirus State Fiscal Recovery Fund (“CSFRF”), which was established by the American Rescue Plan Act of 2021 (“ARPA”) (Pub.L. No. 117-2). Additional funding is derived from the state’s General Fund. 6. The MHP Program, the NOFA, the MHP Guidelines, ARPA, federal interpretive guidance relating to ARPA, and the Standard Agreement comprise the “Program Requirements.” 7. Pursuant to the terms of the Standard Agreement, the Department agreed to provide the Grantee with a grant under the Program (the “Grant”) in an amount not to exceed $9,328,250, which amount includes $8,068,250 of CSFRF money for capital expenditures, and $1,260,000 of State General Fund money for a capitalized operating subsidy. 8. The Standard Agreement requires the Grantee to acquire the Property, and to ensure that it shall be used to provide decent, safe, and sanitary Interim Housing (as defined below) for individuals and families who are experiencing homelessness or who are at risk of homelessness, as defined in Part 578.3 of Title 24 of the Code of Federal Regulations, and who are Docusign Envelope ID: 917058E9-A7D0-495A-B516-E1C59F7309B8