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• Establishes that Livermore will maintain the road if it is the constructing agency. If the City approves the Staples Ranch development, the roadway will be maintained by Pleasanton after annexation of the land. • Requires completion of EI Charro Road improvements prior to occupancy of the Staples Ranch and/or the EI Charro Specific Plan projects. • Requires notification to all Staples Ranch and EI Charro Specific Plan developers, owners, and tenants regarding quarry operations and the potential impact, including existing noise and truck traffic associated with the quarry operations. • Establishes that EI Charro Road south of the proposed Jack London Boulevard-Auto Mall Place intersection will remain private at this time. This roadway will be studied as part of the City's planned Specific Plan for the quarry areas. • Establishes that Vulcan Materials will not challenge or oppose the Staples Ranch development provided it is consistent with the MOU and traffic impacts are consistent with traffic analysis included in the EIR for Livermore's EI Charro -Specific Plan. (That is that the EI Charro/Jack London/Auto Mall Place intersection is designed to operate at LOS D or better.) • Establishes that if the Staples Ranch project be approved, Pleasanton will be responsible for the design and construction of improvements to Auto Mall Place in a timely manner to avoid significant disruption to Vulcan Materials access on EI Charro Road. Consistent with the MOU, those costs will be assumed by the SPA. II. Cost Sharing Agreement between the City of Livermore, the City of Pleasanton and Alameda County Surplus Property Authority Because the infrastructure improvements required to meet the needs of the City of Livermore's EI Charro Specific Plan, including the 42 acre Prime Outlet retail center, and the proposed Staples Ranch Project development, is beneficial to both projects, the Livermore, Pleasanton and the SPA have agreed to share the cost associated with these improvements. The cost sharing relates to EI Charro Road improvements, flood control improvements that will serve both developments and interchange improvements at I-580/ EI Charro. The proposed flood control improvements will remove Staples Ranch, as well as privately owned parcels within the EI Charro Specific Plan Area, from the 100-year flood plain without impacting downstream development by constructing two detention facilities in the City of Livermore. The detention facility plan is included in Livermore's EI Charro Specific Plan. The interchange improvements, which were approved in 2003, have been reviewed by the City of Pleasanton, Dublin, Livermore and Caltrans and are scheduled to be under construction in early 2008. The improvements include a widened over crossing to accommodate four lanes, new loop ramps, and widened off ramp intersections. Similar to the Cooperation Agreement, this agreement contains provisions for either Livermore or Pleasanton to be the lead construction agency. This designation is dependent upon the timing of the improvements consistent with development approvals. As indicated previously, because Livermore has already approved a significant development, it is assumed to be the lead constructing agency. Page 4 of 6