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Recording Requested by And After Recording Mail to: Karen Diaz City Clerk City of Pleasanton 123 Main Street Pleasanton, CA 94566 PURSUANT TO G.C.27383 8 G.C.6103 FIFTH AMENDMENT TO PHASE I AND PHASE II DEVELOPMENT AGREEMENTS BETWEEN THE CITY OF PLEASANTON AND PRUDENTIAL INSURANCE COMPANY OF AMERICA THIS FIFTH AMENDMENT TO THE PHASE I AND PHASE II DEVELOPMENT AGREEMENTS is effective as of the_day of , 2012, is entered into between THE CITY OF PLEASANTON ("City") a municipal corporation of the State of California, and BRE PROPERTIES, INC., a Maryland Corporation, as to the lands described in Exhibit A ("TOD Property"). BRE PROPERTIES, INC. is a successor in interest to the PRUDENTIAL INSURANCE COMPANY OF AMERICA. This Fifth Amendment amends those development agreements, as amended, recorded in Alameda County Official Records on January 6, 1984, Instrument #84-003542; on January 9, 1984, Instrument#84-004109; on May 1, 1986, Instrument #86-103893; on September 28, 1993, Instrument #93-343172; on November 23, 1994, Instrument#94-366829; and on February 28, 2008, Instrument No. 2008077432. The Phase I and Phase II Development Agreements, as amended, are further amended as follows: A. Paragraph A of the First Amendment to Phase I and Phase II Development Agreements is amended to read: "A. For the parties to this Amendment, the Phase I and Phase II Development Agreement, as amended, shall be extended to expire five years from the effective date of PUD- 81-30-86D approval (Ord. )." B. During the term of this Development Agreement, the TOD Property may be developed in accordance with all now existing City approvals, including the Hacienda TOD Standards and Guidelines adopted by Ordinance No 2018 of the City effective on March 31, 2011, and the PUD-81-30-86D adopted by Ordinance No. effective , 2012.