CALLAHAN - REIMBURSEMENT AGMT PIPELINE IMPROVEMENTS/OWNERSHIP TRANSFER Feb 2003

• Developer has submitted to the City Engineer the actual costs of the construction work and related items incurred for the Improvements, certified by Developer ("Statement of Costs"). The City Engineer has reviewed the Statement of Costs for appropriateness and determined the items in the Statement of Costs are appropriate. Section 3. Ownership of Improvements. Developer shall dedicate the Improvements to the City, including a 20-foot wide easement, upon completion, and City shall own the Improvements after acceptance by the City Council. Thereafter, City shall have the right to connect to and use the Improvements in accordance with City regulations and the right to extend the pipeline, as provided herein. Section 4. Reimbursement. Upon completion and acceptance of the Improvements by the City, the City shall pay the Reimbursable Cost to Developer within thirty (30) days. Section 5. Manner of Disbursement. The right to the Reimbursable Cost shall be personal to Developer. The Developer hereby directs that the Reimbursement Fees due to the Developer pursuant to this Agreement shall be payable to the Developer and mailed to: Callahan Properties Airport Business Center Properties 289 Wright Brothers Avenue Livermore, CA 94551 Section 6. Easement and Future Extension of Improvements (Waterline) Upon request by City Engineer, Developer will grant City an additiona120-foot utility easement through the Property (following existing or planned Vineyard service roads-as mutually agreed upon by City and Developer) such that improvements can be extended south and east to connect to City utilities and right-of--way on Zenato Place or West Ruby Hill Drive. Upon extending the future water line improvements in Developer's property, City will relocate Developer's existing backflow and fire service assemblies, which are currently installed adjacent to Vineyard Avenue, in the City's right-of--way, to a location adjacent to the 20-foot utility easement and proximate to the existing Ruby Hill Winery building, at no additional expense to Developer. 2