Agmt22 IQHQ Elco Yards, LP & Greystar GP II, LLC

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REV: 02-18-2022 SK 120695-00000325/5690848.4 Page 2 of 9 acknowledge and understand and accept the risk that City may elect to discontinue this process completely at any point whatsoever. F. Developers acknowledge and understand that Developers shall be required to fund City’s costs associated with obtaining any land use approvals or entitlements in furtherance of development of the Project. The Parties understand that the intent of this Agreement is to provide that City shall recover all costs associated with the review, evaluation, and processing of the Project. G. The Parties intend that as a result of this Agreement, by implementing the Cost Recovery Policy, all costs and expenses associated with City’s review, evaluation, consideration, and processing of the Project applications and inspection of the Project, which extend post- entitlement, and include but are not limited to compensation for all City employee staff time and payment of all third party consultant contracts related to the Project including housing consultants and legal consultants, shall be paid using funds deposited in advance with City by Developers for such purpose and that City shall not be required to advance City funds or incur any liability to cover such costs and expenses. H. The Parties agree that all costs and expenses incurred and to be incurred by Developers relating to the Project are incurred and shall be borne solely by Developers, regardless of how City, in its sole discretion, acts upon the Project or processes future applications related to the Project. AGREEMENT ARTICLE 1. INCORPORATION OF RECITALS Section 1.01. All of the recitals set forth above are true and correct and are hereby incorporated in this Agreement as if fully set forth herein. ARTICLE 2. EFFECTIVE DATE AND TERM Section 2.01. Effective Date and Termination of Original Reimbursement Agreement. This Agreement shall become effective upon the date this Agreement is fully executed by the Parties (the “Effective Date”). Developers agree to reimburse City for costs incurred by City in connection with the Project commencing on February 15, 2022. This Agreement shall supersede and replace the Original Reimbursement Agreement. Section 2.02. Term. The term of the Agreement (the “Term”) shall begin on the Effective Date and shall terminate upon the earlier of: (a) the date of termination pursuant to Section 5.03 herein; or (b) issuance of Final Certificates of Occupancy for the Project Part I (for Developer I) and Project Part II (for Developer II). ARTICLE 3. COST RECOVERY POLICY Section 3.01. In General. Developers acknowledge and agree that the cost recovery principles articulated in the Cost Recovery Policy govern City’s consideration of the Project. Developers further acknowledge and agree that the review, evaluation, consideration, and processing of the Project and all related and supporting material, documentation, and data will not ATTY/AGR.2022.043/IQHQ (ELCO) (Page 2 of 9)