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FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA, and THE GRAND PLAN 2, LLC, and LYON INTEGRAL MACARTHUR PLACE, LLC This FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT ("Fourth Amendment") is entered into between THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California ("City"), THE GRAND PLAN 2, LLC, a California limited liability company ("GP2"), and LYON INTEGRAL MACARTHUR PLACE, LLC, a Delaware limited liability company ("Lyon/Integral"). 1. Reference to Facts. This Fourth Amendment is entered into with reference to the following facts: 1.1 Capitalized terms not defined herein shall have the meaning set forth in the Development Agreement. 1.2 The Grand Plan 1, LLC, a California limited liability company ("GP I") and The Grand Plan 2, LLC, a California limited liability company ("GP2"), on the one hand, and City, on the other hand, entered into that certain Development Agreement dated August 4, 2005 and recorded in the Orange County Official Records on July 21, 2005 as Instrument No. 2005000565108 (as amended, the "Development Agreement") pursuant to which, among other things, Owner (as defined in the Development Agreement) was granted the vested right to develop a mixed use Project with residential condominiums and office/commercial/retail uses, as more particularly described therein. GP2's current rights and obligations under the Development Agreement include the Residential Condominium Units Element of the Project, which is the subject of this Fourth Amendment. The Residential Condominium Units Element of the Project was initially referenced as the "Integral Project" in the original Development Agreement, but shall be amended by this agreement to be referenced as the "Lyon/Integral Project." 1.3 A First Amendment to the Development Agreement by and between the City, GP2, NDC Skyline Associates, LLC and Integral Communities 1, Inc. (the latter two being assignees of GPI and GP2 as applicable) was executed on or about July 7, 2008 and recorded in the Orange County Official Records on July 22, 2008 as Instrument No. 2008000349227. A Second Amendment to the Development Agreement by and between the City, NDC Skyline Associates, LLC, and Integral Communities I, Inc. was adopted by Ordinance Nos. NS-2782 and NS-2783 on or about May 18, 2009, and recorded in the Orange County Official Records as Instrument No. 2009000447820. A Third Amendment to the Development Agreement by and between the City and The Grand Plan 2, LLC was adopted by Ordinance No. NS-2786 on or about June 1, 2009, and recorded in the Orange County Official Records as Instrument No. 2009000447821. 1.4 Lyon/Integral is an assignee of Integral Communities I, Inc. under the Development Agreement. 1.5 The original Development Agreement and Entitlements (i) described the Residential Condominium Units ("Lyon/Integral Project") Element of the Project as consisting of a 4th amendment to development agreement 002 (2)2 3/10/2011 3:35 PM 11 A-6