GRIFFIN REALTY CORPORATION, A CALIFORNIA CORPORATION

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PREDEVELOPMENT AGREEMENT - DISTRICT MASTER DEVELOPMENT PLAN This Predevelopment Agreement ("Agreement") is entered into as of December 2009 (herein referred to as the "Effective Date") by and between Community Redevelopment Agency of the City of Santa Ana (the "Agency"), the City of Santa Ana (the "City") and The Related Companies of California, LLC, a California limited liability company and Griffin Realty Corporation, a California Corporation (jointly, the "Developer") on the terms and provisions set forth below and with reference to the following. RECITALS A. The Agency is studying redevelopment of a portion of its merged project area consisting of approximately 94 acres (the "District") in conjunction with studies being undertaken by the City for new transportation projects in and around the Santa Ana Regional Transportation Center (the "SARTC"). The District including the SARTC are depicted in Exhibit A hereto which is incorporated herein by this reference; and, B. The Developer has submitted a proposal to assist the Agency in strategic planning with respect to the District; and, C. The Developer also seeks to be designated as the developer of development parcels within the District owned or to be acquired by the Agency or the City; and, D. Under separate agreement the Agency and Developer have entered into an predevelopment agreement covering approximately 48 parcels of land constituting approximately 6.76 acres owned by the Agency within the western part of the District (the "Agency Parcel Agreement") which is not part of this Agreement. NOW, THEREFORE, the Agency and the Developer hereby agree as follows: 1. Nature and Identity of the Developer The Developer is currently composed of The Related Companies of California, LLC and Griffin Realty Corporation. Subject to the terms of Section 15 hereof, this Agreement may be assigned to a single purpose developer entity controlled by Related and Griffin. 2. City and Agency Planning Process. The Agency and the City intend to undertake a strategic transportation and land use planning process for the District. The City has obtained funds from the Orange County Transportation Authority (the "OCTA") as part of the "Go Local" transportation project.