HomeMy WebLinkAboutContracts & Agreements_11-2017 Electranrcally Recorded in Official Records,County of San Bernardino 1118/2017
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CITY OI'REDLANDS 367 City of Redlands Clerk
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PER GOVERNMENT CODE
SECTION b 103
SUBDIVISION IMPROVEMENT AGREEMENT
Title of Document
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THIS COVER SHEET ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION
($3 00 Additional Recording Fee Applies)
RECORDING REQUESTED BY
MUNICIPAL UTILITIES AND
ENGINEERING DEPARTMENT
CITY OF REDLANDS
WHEN RECORDED RETURN TO
CITY CLERK'S OFFICE
CITY OF REDLANDS
P O BOX 3005
REDLANDS, CA 92373
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PER GO ERN,1ENT CODE
SECTION 6103 CITY OF REDLANDS
SUBDIVISION IMPROVEMENT AGREEMENT
THIS AGREEMENT is made this 24th day of October, 2016 ("Effective Date")by and
between the City of Redlands, a municipal corporation, hereinafter referred to as "City," and
LENNAR HOMES OF CALIFORNIA, INC A CALIFORNIA CORPORATION, hereinafter
referred to as"Subdivider" City and Subdivider are sometimes Individually referred to herein as
a"Party" and, together, as the"Parties "
RECITALS
WHEREAS, Subdivider is the owner or authorized developer of property located in the
City of Redlands known as Tract No 18988 (the"Subdivision") for which Subdivider is
obligated to construct certain improvements (the "Improvements") as a condition of approval of
the Subdivision, and
WHEREAS, City desires to ensure that the Improvements will be constructed in a good
and workmanlike manner and in accordance with City laws, and
WHEREAS, Subdivider acknowledges that it is familiar with the provisions of the
Redlands Municipal Code and the State Subdivision Map Act(Government Code sections
66410 et seq) and agrees to comply therewith, and
WHEREAS, a final map for the Subdivision has been prepared pursuant to the Redlands
Municipal Code and the State Subdivision Map Act, and has been filed by Subdivider fai
consideration by City,
I IcaldjmlAgreements\SubdEvision Improvement Agreement TM 18988100
NOW,THEREFORE, in consideration of the approval and acceptance by the City
Council of City of the final map for the Subdivision, and the mutual promises contained herein,
the Parties agree as follows
1 Definition and Ownership of Improvements The Improvements include but are
not limited to the grading,paving, construction of curbs and gutters, storm drains and sanitary
sewers, water lines, utilities, street lights and all appurtenant facilities associated with the
Subdivision that are shown in the plans, profiles and specifications that have been prepared by
Subdivider and approved by City, and which are described in Exhibit "A " All Iinprovements
constructed or installed pursuant to this Agreement shall become the property of City, without
payment therefor, upon acceptance of those Improvements by City
2 Time for Completion Construction of the Improvements shall be completed
within twelve (12) months from the Effective Date of this Agreement In the event Subdivider
fails to complete construction of the Improvements within that time period, City may require
Subdivider's surety to complete the Improvements, or City may complete construction of the
Improvements and recoup its expenses for such work from Subdivider, or Subdivider's surety, as
hereafter provided
3 Subdivider's Oblivations to Construct Improvements Subdivider shall
a Complete the Improvements, at Subdivider's expense, in conformance with
approved Improvement plans, provided, however, that the Improvements shall not be deemed to
be completed until accepted by City as provided in Section 18 hereof
b Furnish at Subdivider's expense the necessary materials, provisions and other
supplies or equipment used for the Improvements, and a payment bond with respect to such work
or labor as required by Civil Code Section 9550, for the completion of the Improvements in
conformity with the Improvement plans
c Acquire and dedicate all rights-of-way, easements, and other interests in real
property for construction and installation of the Improvements, or pay the cost of acquisition
incurred by City All rights-of-way, easements and other interests in real property shall be free
and clear of liens and encumbrances Subdivider's obligations with regard to acquisition by City
of off-site rights-of-way, easements and other interests in real property shall be subject to a
separate agreement between Subdivider and City Subdivider shall also be responsible for
obtaining any public or private sanitary sewer, drainage, and/or utility easements of authorization
to accommodate the Subdivision
d Commence construction of the Improvements by the time established in Section
25 of this Agreement and complete the Iinprovements as required by Section 2, above, unless a
time extension is granted by City
e Install all Improvement monuments required by law prior to acceptance of the
Improvements by City Individual property monuments shall be installed within one(1) year of
such acceptance
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f Install street name signs conforming to City standards Permanent street name
signs shall be installed before acceptance of the Improvements by City
4 Acouisition and Dedication of Proverty If any of the Improvements
contemplated by this Agreement are to be constructed or installed on property not owned by City
or Subdivider, no construction or installation shall be commenced before
a The offer of dedication to City of appropriate rights-of-way, casements or other
interests in real property, and appropriate authorization from property owner to allow
construction or installation of the Improvements, or
b The dedication to, and acceptance by, City of appropriate rights-of-way easements
or other interests in real property, as determined by the Municipal Utilities and Engineering
Director, or
C The issuance by a court of competent jurisdiction pursuant to the State Eminent
Domain Law of an order of possession Subdivider shall comply in all respects with the order of
possession
Nothing in this Section shall be construed as authorizing or granting an extension of time to
Subdivider
5 Security Subdivider shall at all times guarantee Subdivider's performance by
furnishing to City and maintaining good and sufficient security as required by the Subdivision
laws in accordance with Sections 66499 through 66499 10 of the Government Code, on forms
approved by City for the purposes and in the amounts as follows
a To assure faithful performance of the Agreement in regard to the Improvements in
an amount of 100%of the estimated cost of the Improvements, and
b To secure payment to any contractor, subcontractor, person renting equipment, or
furnishing labor and materials for the Improvements, a bond in the arnount of 50% of the
estimated cost of the Improvements, and
c To guarantee or warranty the Improvements for a period of one (1) year following
acceptance thereof by City against any defective work or labor done or defective materials
furnished in the additional amount of 10%of the estimate cost of the Improvements, and
d Good and sufficient security in the amount of 100% of the estimated cost of
setting subdivision monuments
e Additional security as required by the applicable provisions of the Redlands
Municipal Code
I 1cakdjmlAgreementslsubdivision improvement Agreement TM 18988.!�ac
The securities required by this Agreement shall be kept on file with the City Clerk The terms of
the security documents referenced in this Agreement are hereby incorporated into this
Agreement If any security is replaced by another approved security,the replacement shall (1)
comply with all the requirements for security in this Agreement, (2) be provided to the City
Engineer to be filed with the City Clerk, and upon filing(3) be deemed to have been made a part
of and incorporated into this Agreement Upon provision of a replacement security with the City
Engineer and filing of a replacement security with the City Clerk, the former security may be
released
6 Alterations to Improvement Plans
a Any changes, alterations or additions to the Improvement plans, not exceeding
10% of the original estimated cost of the Improvements, which are mutually agreed upon by City
and Subdivider shall not relieve the Improvement security given for faithful performance of this
Agreement In the event such changes, alterations or additions exceed 10%of the original
estimated cost of the Improvements, Subdivider shall provide Improvement security for faithful
performance as required by Section 5 of this Agreement for 100% of the total estimated cost of
the Improvement as changed, altered or amended, less any completed partial releases allowed by
Section 8 of this Agreement
b Subdivider shall construct the Improvements in accordance with City standards in
effect at the time of the Effective Date of this Agreement City reserves the right to modify the
standards applicable to the Subdivision and this Agreement when necessary to protect the public
safety or welfare or comply with applicable Federal or State law or City ordinances If
Subdivider requests and is granted an extension of time for completion of the Improvements,
City may apply the standards in effect at the time of the extension
7 Inspection Subdivider shall at all times maintain proper facilities and safe access
for inspection of the Improvements by City inspectors and to the shops wherein any work is in
preparation Upon completion of the Improvements, Subdivider may request a final inspection
by the City Engineer or the City Engineer's authorized representative If the City Engineer, or
the City's designated representative, determines that the work has been completed in accordance
with this Agreement, then the designated representative shall certify the completion of the public
Improvements to the Municipal Utilities and Engineering Director/City Engineer No
Improvements shall be finally accepted unless all aspects of work have been inspected and
completed in accordance with the Improvement plans When applicable law requires an
inspection to be made by City at a particular stage of the work of constructing and installing such
Improvements, City shall be given timely notice of Subdivider's readiness for such inspection
and Subdivider shall not proceed with additional work until the inspection has been made and the
work approved Subdivider shall bear all costs of inspection and certification No Improvements
shall be deemed completed until acceptance by City
8 Release of Securities The secutities required by this Agreement shall be released
as follows
]IcaldjmlAgreements\Subdivision improvement Agreement TM 18988.4c
a Security given for faithful performance of any act, obligation, work or agreement
shall be released upon the final completion and acceptance of the act or work, subject to the
provisions of subsection b hereof
b City may release a portion of the security given for faithful performance of the
Improvement work as the work progresses upon application therefor by Subdivider, provided,
however,that no such release shall be for an amount less than 25%of the total Improvement
security given for faithful performance of the Improvement work and that the security shall not
be reduced to an amount less than 50% of the total Improvement security given for faithful
performance until final completion and acceptance of the Improvements In no event shall the
City Engineer authorize a release of the Improvement security which would reduce the security
to an amount below 125% of that required to guarantee completion for the Improvement work
and any other obligation imposed by this Agreement
c Security given to secure payment to any contractor, subcontractors and to persons
furnishing labor, materials or equipment shall, at six(6) months after the completion and
acceptance of the work, be reduced to an amount equal to no less than 125%of the total claimed
by all claimants for whom liens have been filed and of which notice has been given to City, plus
an amount reasonably determined by City to be required to assure the performance of any other
obligations secured by the security The balance of the security shall be released upon the
settlement of all claims and obligations for which the security was given
d No security given for the guarantee or warranty for work shall be released until
the expiration of the warranty period and until any claims filed during the warranty period have
been settled As provided in Paragraph 12,the warranty period shall not commence until final
acceptance of all the work and Improvements by City
e City may retain from any security released, an amount to sufficiently cover costs
and reasonable expenses and fees, including reasonable attorneys' fees
9 Iniury to Improvements Public Property or Public Utilities' Facilities
a Subdivider shall replace or repair, or have replaced of repaired, as the case may
be, all public Improvements, public utility facilities and surveying or subdivision monuments
which are destroyed or damaged as a result of any work undei this Agreement Subdivider shall
bear the entire cost of replacement of repairs of any and all public or public utility property
daimaged or destroyed by reason of any work done under this Agreement,whether such property
is owned by the United States or any agency thereof, or the State of California, or any agency or
political subdivision thereof, of by City or any public or private utility corporation of by any
combination of such owners Any repair or replacement shall be to the satisfaction, and subject
to the approval, of the City Engineer
b Furthermore, until such time as the Improvements are accepted by City,
Subdivider shall be responsible for, and bear the risk of loss to,the Improvements Until all
Improvements required by this Agreement are fully completed and accepted by City, Subdivider
shall be responsible for the care and maintenance of, and any damage to, such Improvements
1-Ica1damlAgreements\Subdivision Improvement Agreement TM 18988.�Ic
City shall not, nor shall any officer or employee thereof, be liable to or responsible for any
accident, loss or damage, regardless of cause, happening or occurring to the Improvements
required by this Agreement prior to the completion and acceptance of the Improvements All
such risks shall be the responsibility of and are hereby assumed by Subdivider
10 Permits Subdivider shall, at Subdivider's expense, obtain all necessary permits
and licenses for the construction and installation of the Improvements, and give all necessary
notices and pay all fees and taxes required by law
11 Default of Subdivider
a Default of Subdivider shall include, but not be limited to
(1) Subdivider's failure to timely commence construction of the
Improvements,
(2) Subdivider's failure to timely complete construction of the Improvements,
(3) Subdivider's failure to timely cure any defect in the Improvements,
(4) Subdivider's failure to perform substantial construction work for a period
of twenty(20) calendar days aftei commencement of the work,
(5) Subdivider's insolvency, appointment of a receiver, or the filing of any
petition in bankruptcy, either voluntary or involuntary, which Subdivider
fails to discharge within thirty(30) days,
(6) The commencement of a foreclosure action against the subdivision or a
portion thereof, or any conveyance in lieu or in avoidance of foreclosure,
or
(7) Subdivider's failure to perform any other obligation under this Agreement
b City reserves to itself all remedies available to it at law or in equity for breach of
Subdivider's obligations under this Agreement City shall have the right, subject to this Section,
to draw upon or utilize the appropriate security to mitigate City's damages in the event of default
by Subdivider The right of City to draw upon or utilize the security is additional to and not in
lieu of any other remedy available to City It is specifically recognized that the estimated costs
and security amounts may not reflect the actual cost of construction or installation of the
Improvements and,therefore, City's damages for Subdivider's default shall be measured by the
cost of completing the required Improvements The sums provided by the Improvements
security may be used by City for the completion of the Improvements in accordance with the
Improvement plans contained herein
c In the event of Subdivider's default under this Agreement, Subdivider authorizes
City to perform such obligation twenty (20) days after mailing written notice of default to
Subdivider and Subdivider's surety, and agrees to pay the entire cost of such performance by
City City may take over the work and prosecute the same to completion, by contract of by any
other method City may deem advisable, for the account and at the expense of Subdivider, and
Subdivider's surety shall be liable to City for any excess cost of damages occasioned City
thereby In such event, City, without liability for so doing, may take possession of, and utilize in
I 1ca1djmlAgreementslSubdivtsion improvement Agreement TNI 18988 rbc
completing the work, such materials, appliances, plants and other property belonging to
Subdivider as may be on the site of the work and necessary for performance of the work
d Failure of Subdivider to comply with the terms of this Agreement shall constitute
consent to the filing by City of a nonce of violation against all the lots in the Subdivision, or to
rescind the approval or otherwise revert the Subdivision to acreage The remedy provided by
this subsection is in addition to, and not in lieu of, other remedies available to City Subdivider
agrees that the choice of remedy or remedies for Subdivider's breach shall be in the discretion of
City
e In the event that Subdivider fails to perform any obligation hereunder, Subdivider
agrees to pay all costs and expenses incurred by City in securing performance of such
obligations, including but not limited to fees and charges of architects, engineers, attorneys and
other professionals, and court costs
f The failure of City to take enforcement action with respect to a default, or to
declare a breach, shall not be construed as a waiver of that default or breach or any subsequent
default or breach of Subdivider
12 Warranty Subdivider shall guarantee or warrant the Improvements undertaken
pursuant to this Agreement for a period of one(1) year after acceptance of the Subdivision by
City against any defective work or labor done or defective materials furnished If within the
warranty period any work or Iinprovement, or part of any work or linprovement done, furnished,
installed or constructed by Subdivider fails to fulfill any of the requirements of this Agreement
or the Improvement plans or specifications referred to herein, Subdivider shall without delay and
without cost to City repair or replace or reconstruct any defective or otherwise unsatisfactory part
or parts of the work or structure Should Subdivider fail to act promptly in accordance with this
requirement, Subdivider hereby authorizes City, at City's option to perform the work twenty(20)
days after mailing written notice of default to Subdivider and to Subdivider's surety, and agrees
to pay the cost of such work by City Should the City determine that an urgency requires repairs
or replacements to be made before Subdivider can be notified, City may, in its sole discretion,
make the necessary repair or replacement or perform the necessary work and Subdivider shall
pay to City the cost of such repairs
13 Subdivider Not Agent or Emnlovee of Citv Neither Subdivider nor Subdivider's
agents, contractors or subcontractors are or shall be considered to be agents or employees of City
in connection with the performance of Subdivider's obligations under this Agreement
14. Environmental Warranty Prior to the acceptance of any property dedications or
Improvements by City, Subdividei shall certify and warrant that neither the property to be
dedicated nor Subdivider are in violation of any environmental law and neither the property to be
dedicated nor the Subdivider are subject to any existing, pending, or threatened investigation by
any federal, state or local governmental authority under or in connection with environmental law
Neither Subdivider nor any third party will use, generate, manufacture, produce, or release, on,
under, of about the property to be dedicated, any hazardous substance except in compliance with
all applicable environmental laws Subdivider has not caused or permitted the release of, and has
I 1ca\djmlAgreemenis\Subdivcscon Improvement Agreement TM 18988.1 c
no knowledge of the release or presence of, any hazardous substance on the property to be
dedicated or the migration of any hazardous substance from or to any other property adjacent to,
or in the vicinity of, the property to be dedicated Subdivider's prior and present use of the
property to be dedicated has not resulted in the release of any hazardous substance on the
property to be dedicated Subdivider shall give prompt written notice to City at the address set
forth herein of
a Any proceeding or investigation by any federal, state or local governmental
authority with respect to the presence of any hazardous substance on the property to be dedicated
or the migration thereof from or to any other property adjacent to, or in the vicinity of,the
property to be dedicated,
b Any claims made or threatened by any third party against City or the property to
be dedicated relating to any loss or injury resulting from any hazardous substance, and
c Subdivider's discovery of any occurrence or condition on any property adjoining
in the vicinity of the property to be dedicated that could cause the property to be dedicated or any
part thereof to be subject to any restrictions on its ownership, occupancy, use for the purpose for
which it is intended, transferability of suit undei any environmental law
15 Other Agreements Nothing contained in this Agreement shall preclude City from
expending monies pursuant to agreements concurrently of previously executed between the
Parties, or from entering into agreements with other subdividers for the apportionment of costs of
the Improvements pursuant to the provisions of the City ordinances providing therefor, nor shall
anything in this Agreement commit City to any such apportionment
16 Subdivider's Obligation to Warn Public During Construction Until final
acceptance of the Improvements by City, Subdivider shall give good and adequate warning to the
public of each and every dangerous condition existent in said improvements, and will take
reasonable actions to protect the public from such dangerous condition
17 Vesting of Ownership Upon formal final acceptance of the Improvements by
City and recordation of the final map for the Subdivision, ownership of the Improvements
constructed pursuant to this Agreement shall vest in City
IS Final Acceptance of Work Acceptance of work on behalf of City shall be made
by the Municipal Utilities and Engineering Director after final completion and inspection of all
Improvements Such acceptance shall not constitute a waiver of defects by City
19 Compliance with Laws Subdivider and its agents, employees, contractors and
subcontractors shall comply with all applicable Federal, State and local rules, laws and
regulations in constructing the Improvements including, but not limited to, all applicable Labor
Code laws
20 Insurance
11ca\djmlAereemenlslSubdivision Improvement Agreement TM 18988.1�nc
a Subdivider's Insurance to be Primary
All insurance required by this Agreement is to be maintained by Subdivider for the
duration of this Agreement and shall be primary with respect to City and non-contributing to any
insurance or self-insurance maintained by City Subdivider shall provide City with Certificates
of Insurance evidencing such insurance concurrent with Subdivider's execution and delivery of
this Agreement to City, for City's approval
b Worker's Compensation and Emnlover's Liabilitv Subdivider shall have
Worker's Compensation and Employer's Liability insurance in an amount which meets the
statutory requirement with an insurance carrier acceptable to City
c Comprehensive General Liabilitv Insurance Subdivider shall secure
comprehensive general liability insurance covering all work under this Agreement, including
work done by subcontractors, with carriers acceptable to City Minimum coverage of one
million dollars ($1,000,000)per occurrence and two million dollars ($2,000,000) aggregate for
public liability, property damage and personal injury is required City shall be named as an
additional insured and the insurance policy shall include a provision prohibiting modification of
the coverage limits of cancellation of said policy except upon thirty (30) days prior wi ttten notice
to City
d Business Auto Liabilitv Insurance Subdivider shall secure business auto liability
coverage, with minimum limits of one million dollars ($1,000,000) per occurrence, combined
single limit for bodily injury liability and property damage liability This coverage shall include
all Subdivider owned vehicles used on the project, hired and non-owned vehicles, and employee
non-ownership vehicles City shall be named as an additional insured and the insurance policy
shall include a provision prohibiting modification of the coverage limits or cancellation of said
policy except upon thirty (30) days prior written notice to City
21 Indemnity/Hold Harmless
a City and any official or employee thereof shall not be liable for any injury to
persons or property occasioned by reasons of the acts of omissions of Subdivider, its agents,
employees, contractors and subcontractors in the performance of this Agreement Subdivider
further agrees to protect, defend, indemnify and hold harmless City, and its officials and
employees from any and all claims, demands, causes of action, liability or loss of any sort,
because of, or arising out of, acts or omissions of Subdivider, its agents, employees, contractors
and subcontractors in the performance of this Agreement, except foi such claims, demands,
causes of action, liability or loss arising out of the sole active negligence of City, its officials,
boards, commissions,the members thereof, agents, and employees, including all claims,
demands, causes of action, liability, or loss because of or arising out of, in whole or in part,the
design or construction of the Improvements This indemnification and Agreement to hold
harmless shall extend to injuries to persons and damages or taking of property resulting from the
design or construction of the Subdivision, and the public Improvements as provided herein, and
in addition,to adjacent property owners as a consequence of the diversion of waters from the
design and construction of public drainage systems, streets and other public Improvements
11ca\dJm\Agreements\Subdivision Improvement Agreement TM i 8988.vc
Acceptance by City of the Improvements shall not constitute an assumption by City of any
responsibility for any damage or taking covered by this Section City shall not be responsible for
the design or construction of the property to be dedicated or the Improvements pursuant to the
Improvement plans, regardless of any negligent action or inaction taken by City in approving the
plans, unless the particular Improvement design was specifically required by City over written
objection by Subdivider submitted to the City Engineer before approval of the particular
Improvement design,which objection indicated that the particular improvement design was
dangerous or defective and suggested an alternative safe and feasible design
b After acceptance of the Improvements, Subdivider shall remain obligated to
eliminate any defect in design or dangerous condition caused by the design or construction
defect, however, Subdivider shall not be responsible for routine maintenance The provisions of
this paragraph shall remain in full force and effect for ten (10)years following the acceptance by
City of the Improvements It is the intent of this section that Subdivider shall be responsible for
all liability for design and construction of the Improvements installed or work done pursuant to
this Agreement and that City shall not be liable for any negligence,nonfeasance, misfeasance or
malfeasance in approving, reviewing, checking, or inspecting any work or construction The
Improvement security shall not be required to cover the provisions of this paragraph
c Subdivider shall reimburse City for all costs and expenses(including but not
limited to fees and charges of architects, engineers, attorneys and other professionals, and court
costs) incurred by City in enforcing the provisions of this section
22 Personal Nature of Subdivider's Obli¢ations All of Subdivider's obligations
under this Agreement are and shall remain the personal obligations of Subdivider
notwithstanding a transfer of all or any part of the property within the Subdivision subject to this
Agreement, and Subdivider shall not be entitled to assign its obligations under this Agreement to
any transferee of all or any part of the property within the Subdivision or any other third party
without the express written consent of City
23 Sale or Disoosition of Subdivision Subdivider may request a novation of this
Agreement and a substitution of security Upon approval of the novation and substitution of
securities, Subdivider may request a release or reduction of the securities required by this
Agreement Nothing in the novation shall relieve Subdivider of the obligations under Section 22
for the work or Improvements done by Subdivider
24 Time is of the Essence Time is of the essence in the performance of this
Agreement
25 Time for Commencement of Work Time Extensions Subdividei shall
commence substantial construction of the Improvements required by this Agreement not later
than three (3) months after the Effective Date of this Agreement In the event good cause exists
as determined by the Municipal Utilities and Engineering Director,the time for commencement
of construction or completion of the Improvements hereunder may be extended fot a period or
periods not exceeding a total of two (2) additional years The extension shall be executed in
writing by the Municipal Utilities and Engineering Director Any such extension may be granted
I Icaldjm\Agreementsl5ubdiv1s1on improvement Agreement TM 18988:
without notice to Subdivider's surety and shall not affect the validity of this Agreement or
release the surety or sureties on any security given for this Agreement The Municipal Utilities
and Engineering Director shall be the sole and final fudge as to whether or not good cause has
been shown to entitle Subdivider to an extension Delay, other than delay in the commencement
of work, resulting from an act of City, act of God, by storm or inclement weather, strikes,
boycotts or similar political actions which prevent the conducting of work, which Subdivider
could not have reasonably foreseen, and furthermore were not caused by or contributed to by
Subdivider, shall constitute good cause for and extension of the time for completion As a
condition of such extension,the Municipal Utilities and Engineering Director may require
Subdivider to furnish new security guaranteeing performance of this Agreement, as extended, in
an increased amount to compensate for any increase in construction costs as determined by the
Municipal Utilities and Engineering Director
26 Certificate of Satisfaction The City Manager may, upon the determination of the
Municipal Utilities and Engineering Director that Subdivider has fully satisfied the obligations
secured by this Agreement, at the request of Subdivider, execute and record a Certificate of
Satisfaction in the official records of the County of San Bernardino evidencing Subdivider's
compliance with, and satisfaction of, all obligations under this Agreement Subdivider shall be
responsible foi the payment of all City costs associated with the preparation and recordation of
such a certificate
27 No Vestina of Rights Performance by Subdivider of this agreement shall not be
construed to vest Subdivider's rights with respect to any change in any zoning or building law or
ordinance
28 Notices All notices required or provided for under this Agreement shall be in
writing and delivered in person or sent by mail, postage prepaid and addressed as provided in
this section Notice shall be effective on the date it is delivered in person, or, if mailed, on the
date of deposit in the United States Mail Notices shall be addressed as follows unless a written
change is filed with City
Notice to City Municipal Utilities and Engineering Department Director
City of Redlands
PO Box 3005
Redlands, CA 92373
Notice to Subdivider Jeffery T Clemens, Vice President
Lennar Homes of California, Inc
980 Montecito Drive, Suite 302
Corona, CA 92879
11ca\djm\AgreemenislSubd1visiun improvement Agreement TM 18988pgc
29 Severabilrtv The provisions of this Agreement are severable If any portion of
this Agreement is held invalid by a court of competent Jurisdiction, the remainder of the
Agreement shall remain in full force and effect unless amended or modified by mutual written
consent of the Parties
30 Captions The captions of this Agreement are for convenience and reference only
and shall not define, explain, modify, limit, exemplify, or aid in the interpretation, construction
or meaning of any provisions of this Agreement
31 Litigation In the event that suit is brought to enforce the terms of this
Agreement, the prevailing party shall be entitled to litigation costs and reasonable attorneys'
fees, including fees for use of in-house counsel by a Party
32 Incorporation of Recitals The recitals to this Agreement are hereby incorporated
into the terms of this Agreement.
33 Entire Agreement This Agreement constitutes the entire agreement of the Parties
with respect to its subject matter All modifications, amendments, or waivers of the terms of this
Agreement must be in writing and signed by the appropriate representatives of the Parties
34 Interpretation This Agreement shat I be interpreted in accordance with the laws
of the State of California
35 Jurisdiction Jurisdiction of all disputes over the terms of this Agreement shall be
in the County of San Bernardino, State of California
IN WITNESS WHEREOF this agreement is executed by the Parties as of the date herein
above first written
SUBDIVIDER CITY OF REDLANDS
Lennar Homes of California, Inc ,
A California Corporation
By BANEnrrre
Jeff T.Clemens Vice Presidentartinez, Ci er
ATTEST,
i•\caldjmlAgreements\SubdivisionImprovement Agreement TM18988lj�c Je � Donaldson, City Clerk
i
California All-Purpose
Certificate of Acknowledgment
A notary pubhc or other officer completing this certificate,verfes only the r
identity of the individual who signed the document to which this cerbEcate
is attached, and not the truthfulness, accuracy, or validity of that document
State of C ezr ua }
County of Q }
i
personally appeared
I )
who proved to me on the basis of satisfactory evidence to be the person) whose na-meW ns/ate
subsonbed to the within instrument and acknowledged to me that he/We/thxy executed the same in
his/r/their authorized capaoxty(Ns), and that by his/&T/heir slgnatureN) on the inst:mment the
persoznN), or the entity upon behalf of which the person acted, emecuted the instrument ,
a
I certify v der PENALTY OF PERJURY under the laws of the
State of California that the foregoing paragraph is true and correct i
WI"INESS my hand and official.seal k6H BRA6 �
E COMM #2075519 z
rotary Public California
Riverside Comnty
1 a._ Mil COmm.Expires AIK 24,2618
Signature
(Seal)
i
I
i
By
Title
(Notary attachment and proof of authorization
for Subdivider's signatures
required and must be attached)
I%ca1djm\Agreements\Subdivision Improvement Agreement TM 18488p3c
CITY OF REDLANDS
SUBDIVISION IMPROVEMENT AGREEMENT
EXHIBIT"A"
TRACT MAP NO 18988
The following plans are on file in the office of the Municipal Utilities and Engineering
Department(MUED)
Description Drawing No No of Sheets
Street Improvements 2197-ST 9
Storm Drain Improvements 2197-SD 5
Traffic Signal and Striping 2197-TS 5
Street Light Improvements 2197-SL 4
Street Tree Planting 2197-TP 3
Park Landscape Improvements 2197-MISC 13
Street Landscape Improvements 2197-LS 9
Water Improvements D-60713 4
Non-Potable Water Improvements NP-00078 4
Sewer Improvements F-1824 5
I1ca\d1m1Agreements\Subdivision Improvement Agreement TM 1998814c
Bond # 380594S
Premium $240 00/annum
The Groves
FAITHFUL PERFORMANCE BOND
KNOW ALL PEOPLE BY THESE PRESENTS that we, Lennar Homes of California
Inc , whose place of business is 980 Montecrto Di , Ste 302, Corona, California 92879, as
Principal, and the Developers Surety and Indemnity Company, a corporation organized and
doing business under and by virtue of the laws of the State of Iowa, and duly licensed by the
State of California for the purpose of making, guaranteeing or becoming sole surety upon bonds
of undertakings required or authorized by the laws of the State of California, as Surety, ai e held
and firmly bound unto the City of Redlands, California, in the dust and full sum of Sixty
Thousand and 001100 Dollars ($60,000 00) lawful money of the United States of America for the
payment of which, well and truly to be made, we hereby bind ourselves, and each of our heirs,
executors, administrators, successors and assigns,jointly and severally, firmly by these presents
WHEREAS, the Principal has applied for building permits for four model homes to be
located on certain real property for which Tentative Tract No 18988 has been approved in
accordance with the laws of the City of Redlands and subject to the conditions of approval of the
City Council of the City of Redlands, and
WHEREAS, the Principal has executed an Agreement herewith, a copy of which is
attached hereto for the purpose of identification only, whereby the Principal promises the City of
Redlands to immediately demolish and remove the model homes if a final subdivision map
creating a separate lot for each model home is not recorded within the time period specified in
said Agreement
NOW, THEREFORE, if the Principal shall comply with all of the provisions of said
Agreement in accordance with the laws of the City of Redlands, then this obligation shall be null
and void, and otherwise, to remain in full force and effect,
The Surety and Principal agree that the liability of the Principal, and the Surety upon this
bond shall be in effect from the date hereof and remain in effect until completion, to the
satisfaction of the City of Redlands of the performance of all of the terms and conditions of said
Agreement Such completion shall be evidenced by a statement thereof, signed by the
Community Development Director of the City of Redlands
The Surety hereby expressly consents to any extension or extensions of time to complete
the performance of the terms and conditions of the Agreement as may be granted to the Principal
by the City of Redlands, and hereby expressly consents to the waiver of the defenses of statutes
of limitation, laches and estoppel in the event said extension or extensions arc granted
The Surety and Principal further agree that in the event performance of the terms and
conditions of the Agreement are not completed within the time allowed by the Agreement, or any
extension of extensions thereof as may be granted by the City of Redlands, the City of Redlands
may, at its option, and in addition to any other remedies available by law, complete or arrange
for completion of the performance of the terms and conditions, and all costs and expenses
therefore shall become a debt due and owning the City of Redlands, as set forth in the
Agreement
The Surety, by executing this Faithful Performance Bond, warrants and alleges that it has
read the Agreement or by signing this bond shall be deemed to have read the Agreement and
knows the contents and all provisions therein contained, and shall be bound by each and every
term, condition and provision contained therein
IN WITNESS WHEREOF, the Principal and the Surety have caused this Faithful
Performance Bond to be duly executed this November 14, 2016
LENNAR HOMES OF CALIFORNIA, INC ,
a California corporation
By //
Vic�President
DEVELOPERS SURETY AND INDEMNITY COMPANY
By
Mechelle Larkin, Attorney-m-Fact
I
I
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the Identity of the Individual who signed the
document to which this certificate Is attached, and not the truthfulness, accuracy, or validity of that document
State of California )
County of Oranae )
On NOV 14 2016 before me, Kathv R Mair Notary Public
DATE [Name of Notary Public and Title"Notary Public"]
personally appeared Mechelle Larkin - - - - - - - - - - - - - - - - - - - - - - - - - - - -
- - - - - - - - - - -
[Name(s)of Signer(s)]
who proved to me on the basis of satisfactory evidence to be the person(&) whose name(s) is/a-Fe
subscribed to the within instrument and acknowledged to me that die/she/they executed the same
in 4+s/her/ttaetr authorized capacity(+es), and that by h+s/her/the+r signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the Instrument
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct
KATHY MAtR WITNESS my hand and official seal
commission #2021597 =
-n Notary Public-California a
Orange County
My Comm Expires May 22,2017
Signature of Nataq}Public
Place Notary Seal Above
---------------------------------------------- OPTIONAL ---------------------------------------------
Though this section is optional, completing this Information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document
Description of Attached Document
Title or Type of Document
Document Date Number of Pages
Signer(s) Other Than Named Above
Capacity(ies) Claimed by Signer(s)
Signer's Name Mechelle Larkin Signer's Name
❑ Corporate Officer—Title(s) ❑ Corporate Officer—Title(s)
❑ Partner— ❑ Limited ❑ General ❑ Partner— ❑ Limited ❑ General
❑ Individual ® Attorney-in-Fact ❑ Individual ❑ Attorney-in-Fact
❑ Trustee ❑ Guardian or Conservator ❑ Trustee ❑ Guardian or Conservator
❑ Other ❑ Other
Signer Is Representing Signer is Representing
POWER OF ATTORNEY FOR
DEVELOPERS SURETY AND INDEMNITY COMPANY
INDEMNITY COMPANY OF CALIFORNIA
PO Box 19725 IRVINE CA 92623 (849)263-3300
KNOW ALL BY THESE PRESENTS that except as expressly limited DEVELOPERS SURETY AND INDEMNITY COMPANY and INDEMNITY COMPANY OF CALIFORNIA do each
hereby make,constitute and appoint
***Stephanie Banh Kathy R Mair, Mechelle Larkin,jointly or severally'
as their true and lawful Attomey(s)-In Fact to make,execute,deliver and acknowledge for and on behalf of said corporations,as sureties bonds undertakings and contracts of
suretyship giving and granting unto said Attomey(s)-in Fact full power and authority to do and to perform every act necessary requisite or proper to be done in connection therewith as
each of said corporations could do but reserving to each of said corporations full power of substitution and revocation,and all of the acts of said Attorney(s)in-Fact pursuant to these
presents are hereby ratified and confirmed
This Power of Attorney is granted and is signed by facsimile under and by authority of the following resolutions adopted by the respective Boards of Directors of DEVELOPERS SURETY
AND INDEMNITY COMPANY and INDEMNITY COMPANY OF CALIFORNIA,effective as of January 1st 2008
RESOLVED,that a combination of any two of the Chairman of the Board the President Executive Vice-President,Senior Vice-President or any Vice President of the
corporations be and that each of them hereby is,authorized to execute this Power of Attorney qualifying the allamey(s)named in the Power of Attorney to execute,on behalf of the
corporations bonds,undertakings and contracts of suretyship and that the Secretary or any Assistant Secretary of either of the corporations be,and each of them hereby is authorized
to attest the execution of any such Power of Attorney,
RESOLVED FURTHER that the signatures of such officers may be affixed to any such Power of Attorney or to any certificate relating thereto by facsimite,and any such
Power of Attorney or certificate bearing such facsimile signatures shall be valid and binding upon the corporations when so affixed and in the future with respect to any bond undertaking
or contract of suretyship to which it is attached
IN WITNESS WHEREOF DEVELOPERS SURETY AND INDEMNITY COMPANY and INDEMNITY COMPANY OF CALIFORNIA have severally caused these presents to be signed by
their respective officers and attested by their respective Secretary or Assistant Secretary this 18th day of April 2016
AND 4AN Y O
By ymoq
Daniel Young Senior Vice-President aJ�=oo� rFe�� ���C OCTto 5-7Tfi
2 oto
O 1936 b W 1967
ii, L �� L1Fot�,P�2
Mark Lansdon,Vice-President o r* r
' R
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the l
document to which this certificate is attached,and not the truthfulness accuracy or validity of that document f
State of California
County of Orange
On And 18 2016 before me, Lucille Raymond Nota Public
Data Here Insert dame and Title of a Office
personally appeared Daniel Young and Mark Lansdon
Names)of Signeris)
who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s)istare subscribed
to the within instrument and acknowledged to me that helshelthey executed the same in hislherltheir authorized
capaclty(ses),and that by hislherlthefr signature(s)on the instrument the person(s),or the entity upon behalf of
LUCILLE RAYMOND which the person(s)acted executed the instrument
Commission#t 2081945
w Notary Public California I I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
zz ` J b true and correct
Orange County
My Comm Expires Oct 13, 2416 _
WITNESS my hand and official seal
Place Notary Seal Above Signature
Lucill yinond Notary Public
CERTIFICATE
The undersigned,as Secretary orAssistant Secretary of DEVELOPERS SURETY AND INDEMNITY COMPANY or INDEMNITY COMPANY OF CALIFORNIA,does hereby
certify that the foregoing Power of Attorney remains in full force and has not been revoked and,furthermore,that the provisions of the resolutions of the respective Boards of Directors of
said corporations set forth in the Power of Attorney are in force as of the date of this Certificate 9 ?t1
This Certificate is executed in the City of Irvine,California,this day of NOV 1,4 2016 ��� 0 rNp 0 ?AN Y Q�
yJQ`4a(tP07�gr F1r ,�G OQpogq�9
r = OCT a OCT 5
By 10 0 0 ,e67
Cassie J. rrisford Assistant Se ry a
0�7� row P baa ��°RCrf:OR��P
ID 1390(Rev 04116) O 'k
California AR Purpose
Certificate of Acknowledgment �
A notary public or other officer completing this certificate venEes only the
r.dentity of the i_ndiwdual who signed the document to which this certificate
is attached, and not the truthfulness, accuracy, or validity of that document.
'I
State of C ortaa \� }
County of 7yjLL,, }
ori befare MD'
personally appeared
who proved to me on the basis of satisfactory avidenco to be the person((-.) whose nanam istafe
subscribed to the within instrument and acknowledged to me, that he/holthey oxec ted the same m
his/hmLthtir authorized capacxty�w), and that by his/Nr/tb* signatare:K on the instrument the
person or the entity upon behalf of which the parson's)acted, executed the instrument
I cex-tify under PENALTY OF PERYORY-ander the laws of the
State of Ca.bfoma that the foregoing paragraph is true and correct
WITNESS my hand and official seal. d §ETH BRdLEY i
o COMM, #2075619 z
Notary Public Calftnia -11
x Riverside Canty a
Si attire til Comm Expires My 24,2018
(Seal)
i
CERTIFICATE OF INCUMBENCY
OF
LENNAR HOMES OF CALIFORNIA, INC.
FEBRUARY 13,2015
The undersigned, Grace Santaella, as the duly elected and acting Assistant
Secretary of LENNAR HOMES OF CALIFORNIA, INC , a California corporation (the
"Corporation"), hereby certifies on behalf of the Corporation that each of the following
individuals is a duly elected offices of the Corporation and is incumbent in such office(s)
opposite hisibei respective name as of the date hereof, and that except where indicated by
an asterisk (*) any one of the following persons is authorized to execute and deliver
documents on behalf of the Corporation
NAME TITLE
Miller, Stuart A Chief Executive Officei
Gross,Bruce Chief Financial Officer
Jaffe, Jonathan M Chief Operating Officer
Beckwitt,Richard President
Amaral, David Vice President
Baayoun, John(Yahya Zakour Baayoun) Vice President
Balken,Krrsti Vice President j
Barker,Dustin Vice President
Bessette, Diane Vice President j
Bonner, Kofi Vice President
Burns, Michele Vice President
Chu, Susy Vice President
Clemens, Jeffrey T Vice President
Collins, David Vice President
Condon, Joy Vice President
Conklin, Tara Vice President
Davey,Anita L Vice President
Denius, Darryl S Vice President i
Gatchalian,Ryan Vice President
Gross,Bruce Vice President
Gualco,Larry Vice President
Iliggins, Erik R Vice President
Jaffe, Jonathan M Vice President
Jochim, Lynn Vice President
Jones, Gordon Vice President
Keith,Earl Vice President
Kelly,Donna Vice President
Larson, Don Vice President
Lavender,John Vice President
Lee,Al Vice President
Certificate of Incumbency of Lennar Homes of California,Inc
February 2015
Page I of 2
Locher, Michael Vice President
Marlin, L Christian Vice President
Mayer,Joan Vice President
McGuff, Greg Vice President
Miller,Merrill(Mike) Vice President
Roos,Jeffrey Vice President
Roos,Valerie Vice President
Sheaff,Thomas Vice President
Stickelman,Laura Vice President
Sustana,Mark Vice President
Torres,Mark Vice President
Totah, Suheil Vice President
Tummolo,Robert Vice President
Sustana,Mark Secretary
Bessette, Diane Treasurer
Collins,David Controller
Decker,Becca Authorized Agent-Homebuilding/Sales Operations
Escamilla,Isabelle Authorized Agent-Homebuilding/Sales Operations
Lavender,Jennifer Authorized Agent-Homebuilding/Sales Operations
Smith,Monica Authorized Agent-Homebuilding/Sales Operations
Geist,David Authorized Agent-Land Development Operations
Pryor,D'wayne Authorized Agent- Land Development Operations
Schroeder,Randy Authorized Agent-Land Development Operations
Smith, Geoff Authorized Agent- Land Development Operations
Stearn, David Authorized Agent - Land Development Operations
Tucker,John Lester Authorized Agent-Land Development Operations
Valdez,Jarnne Authorized Agent- Land Development Operations
Murias,Manuel Authorized Agent-Payroll Operations
Petrolino,Michael Authorized Agent-Tax Operations
Prince, Steven Authorized Agent-Tax Operations
Schaan, Todd Authorized Agent-Tax Operations
Galloway,Lisa Authorized Agent
Geist,David* Assistant Secretary
Houk,Melanie* Assistant Secretary
Leyva, Sandra* Assistant Secretary
Mayer,Joan* Assistant Secretary
McGuff, Greg* Assistant Secretary j
Santaella, Grace* Assistant Secretary
Wilson,Trudie* Assistant Secretary
DeSouza,Jacqueline S Assistant Treasurer
IN WITNESS WHEREOF, I have hereunto set my hand as Assistant Secretary
and on behalf of the Corporation as of the date first set forth ve
��ct
Grace S taella,Assistant Secretary
Certificate of incumbency of Lennar Ha es of California,Inc
February 2015
Page 2 of 2