HomeMy WebLinkAboutContracts & Agreements_13-2008RECORDING REQUESTED BY
PUBLIC WORKS DEPARTMENT
CITY OF REDLANDS
WHEN RECORDED RETURN TO
CITY CLERK'S OFFICE
CITY OF REDLANDS
P O BOX 3005
REDLANDS, CA 92373
Recorded in Official Records, County of San Bernardino
� '; 136.1. glate
LARRY WALKER
Auditor/Controller — Recorder
688 Fidelity/Riverside
Doc# 2008 - 0048170
1
2/01/2008
1029 AM
DTH
Titles 1 Pages. 16
Fees
Taxes
Other
PAID
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CITY OF REDLANDS
SUBDIVISION IMPROVEMENT AGREEMENT
THIS AGREEMENT is made this t liday of b,: e:.k�,'�z 2002 by and between the City
of Redlands, a municipal corporation, hereinafter referred to as "City," and Winstar Redlands, LLC ,
a California limites liability company, hereinafter referred to as "Subdivider "
RECITALS
WHEREAS, Subdivider is the owner or authorized developer of property located in the City
of Redlands known as Tract No 17064 (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 the laws of the City, and
WHEREAS, Subdivider acknowled fres 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 Subdivides for
consideration by the City Council of City,
NOW, THEREFORE, in consideration of the approval and acceptance by the City Council
of the City of the final map for the Subdivision, and the mutual promises contained herein, the
Parties hereto agree as follows
Sub Improve.Agrmt./May 16, 2006 1
1 Definition and Ownership of Improvements The Improvements mclude but are not
limited to the grading, paving, construction of curbs and gutters, storm drams and sanitary sewers,
water lines, utilities, street fights and all appurtenant facilities associated with the Subdivision that
are shown in the plans, profiles and specifications that have been prepared by Subdivider's engineer
and approved by City, and which are attached hereto as Exhibit "A " No work on the Improvements
shall be commenced by Subdivider until such plans, profiles and specifications have been approved
by City and permits issued The cost of plan checking and inspection incurred by City shall be paid
by Subdivider All Improvements 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 date of Subdivider's execution 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 Obligations to Construct Improvements Subdivider shall
a Complete, at Subdivider's own expense, all the public Improvement work required
by City in conformance with approved Improvement Plans within one (1) year following the date
of this Agreement; provided, however, that the Improvements shall not be deemed to be completed
until accepted by the City Council as provided in Section 18 hereof,
b Furnish at Subdivider' s expense the necessary materials, provisions and other supplies
or equipment used for Improvements and for a payment bond with respect to such work or labor, as
required by Civil Code Section 3247, for the completion of the Improvements in conformity with
the Improvement Plans
c Acquire and dedicate all nghts-of-way, easements, and other interests in real property
for construction and installation ofthe 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 The Subdivider's obligat_ons with regard to acquisition by City of off-site rights-of-
way,
ights-ofway, easements and other interests in real property shall be the 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 or authorization to accommodate the
Subdivision
d Commence construction of the Improvements by the time established in Section 25
of the agreement and complete the Improvements by the deadline stated in Paragraph 3 a above,
unless a time extension is granted by the City as authorized in Section 25
e Install all subdivision public Improvement monuments required by law pnor to formal
final acceptance of the pubhc Improvements by the City Individual property monuments shall be
installed within one year of said acceptance
Sub Improve.Agrmt./May 16, 2006 2
f Install street name signs confoiiiiing to City standards Permanent street name signs
shall be installed before acceptance of the Improvements by the City
4 Acquisition and Dedication of Property If any of the public Improvement and land
use development work contemplated by this Agreement is to be constructed or installed on land 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, easements or other
interests in real property, and appropriate authorization from property owner to allow construction
or installation of the Improvements or work, or
b The dedication to, and acceptance by, the City of appropriate rights-of-way easements
or other interests in real property, as determined by the City Engineer, or
c The issuance by a court of competent junsdiction 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 the
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 said 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 required to be constructed and installed
pursuant to this Agreement, Subdivider shall provide City with a bond in the amount of 100% of the
estimated cost of the Improvements, and
c To guarantee or warranty the work done pursuant to this Agreement for a penod 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 25% of the estimate cost of said
Improvements, and
d Subdivider shall also furnish to City good and sufficient security m the amount of
100% of the estimated cost of setting subdivision monuments as stated previously in this Agreement
in Section 3(e) for a penod of one year plus thirty (30) days from formal acceptance by the City
Council
Sub Improve.Agrmt./May 16, 2006 3
The securities required by this Agreement shall be kept on file with the City Clerk The
terms of the security documents reference in the Agreement are incorporated into this Agreement
by this reference If any security is replaced by another approved security, the replacement shall (1)
comply with all the requirements for secunty 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 secunty with the City Engineer
and filing of a replacement secunty 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 the 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 onginal estimated
cost of the Improvements, Subdivider shall provide Improvement secunty for faithful performance
as required by Section 5 of the Agreement for 100% of the total estimated cost of the Improvement
as changed, altered or amended, minus any completed partial releases allowed by Section 8 of this
Agreement
b Subdivider shall construct the Improvements in accordance with City standards rn
effect at the time of execution 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 zoning 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 public Improvements by City inspectors and to the shops wherein any work is in
preparation Upon completion of the work the Subdivider may request a final inspection by the City
Engineer of the City Engineer's authorized representative If the City Engineer, or the designated
representative, determines that the work has been completed in accordance with this Agreement, then
the City Engineer shall certify the completion of the pubhc Improvements to the City Council No
Improvements shall be finally accepted by the City Council 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 the 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 the City Council pursuant to Section 18 herem
8 Release of Secunties The securities required by this Agreement shall be released as
follows
Sub Improve.Agrmt./May 16, 2006 4
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 The City Engineer may release a portion of the secunty given for faithful performance
of Improvement work as the Improvement progresses upon application thereof by the Subdivider,
provided, however, that no such release shall be for an amount less than 25% of the total
Improvement secunty 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 given for faithful
performance until final completion and acceptance of the public Improvements In no event shall
the City Engineer authorize a release of the Improvement secunty 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 the contractor, subcontractors and to persons
furnishing labor, matenals 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 hens have been filed and of which notice has been given to the City, plus an amount
reasonably determined by the City Engineer 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 secunty given for the guarantee or warranty for work shall be released until the
expiration of the warranty penod and until any claims filed during the warranty penod have been
settled As provided in Paragraph 12, the warranty penod shall not commence until final acceptance
of all the work and Improvements by the City Council
e The City may retain from any security released, an amount to sufficiently cover costs
and reasonable expenses and fees, including reasonable attorneys' fees
9 Injury to Improvements, Public Property or Public Utilities Facilities
Subdivider shall replace or repair, or have replaced or repaired, as the case may be, all public
Improvements, public utility facilities and s'irveying or subdivision monuments which are destroyed
or damaged as a result of any work under this Agreement Subdivider shall bear the entire cost of
replacement or repairs of any and all public or public utility property damaged 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, or by the
City or any public or pnvate utility corporation or by any combination of such owners Any repair
or replacement shall be to the satisfaction, and subject to the approval, of the City Engineer
Sub Improve.Agrrnt./May 16, 2006 5
Furthermore, until such time as the Improvements are accepted by City, Subdivider shall be
responsible for, and bear the nsk of loss to, any of the improvements constructed or installed Until
such items as all improvements required by this Agreement are fully completed and accepted by
City, Subdivider shall be responsible for the care, maintenance of, and any damage to such
Improvements 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 work or
Improvements specified in this Agreement prior to the completion and acceptance of the work or
Improvements All such nsks shall be the responsibility of and are hereby assumed by Subdivider
10 Peimits. 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 Improvements under
this agreement,
(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 after commencement of the work,
(5) Subdivider's insolvency, appointment of a receiver, or the fihng 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 hen or in avoidance of foreclosure, or
(7) Subdivider's failure to perform any other obligation under this Agreement
b The City reserves to itself all remedies available to it at law or in equity for breach
of Subdivider's obligations under this Agreement The City shall have the right, subject to this
Section, to draw upon or utilize the appropriate security to mitigate the City's damages in the event
of default by Subdivider The right of the 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 secunty 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 public Improvements in accordance with the Improvement
plans and specifications contained herein
In the event of Subdivider's default under this Agreement, Subdivider authorizes City to
perform such obligation twenty (20) days after mailing wntten notice of default to Subdivider and
Subdivider's surety, and agrees to pay the entire cost of such performance by City
Sub Improve.Agrmt./May 16, 2006 6
City may take over the work and prosecute the same to completion, by contract or 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 completing
the work, such matenals, appliances, plants and other property belonging to Subdivider as may be
on the site of the work and necessary for performance of the work
c Failure of Subdivider to comply with the terms of this Agreement shall constitute
consent to the fling by the City of a notice 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
d In the event that Subdivider fails to perform any obhgation 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 other professionals
and court costs
e 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 warranty the work done pursuant to this
Agreement foi a period of one (1) year after final formal acceptance of this subdivision by the City
Council against any defective work or labor done or defective materials furnished If within the
warranty penod any work or Improvement or part of any work or Improvement 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 the City repair or replace or reconstruct any defective or otherwise unsatisfactorypart
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 Employee of City Neither Subdivider nor Subdivider's
agents, contractors or subcontractors are or shall be considered to be agents or employees of the 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, Subdivider 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
Sub Improve Agrmt,/May 16, 2006 7
Subdivider nor any third party will use, generate, manufacture, produce, or release, on, under, or
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 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 of 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 restnctions on its ownership, occupancy, use for the purpose for which
it is intended, transferability or suit under any environmental law
15 Other Agreements Nothing contained in this Agreement shall preclude City from
expending monies pursuant to agreements concurrently or previously executed between the Parties,
or from entenng into agreements with other Subdividers for the apportionment of costs of water and
sewer mains, or other 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 Dunng Construction Until final acceptance
of the improvements, 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 Ownershm. Upon formal final acceptance of the work by City and
recordation ofthe Final Map, ownership ofthe improvements constructed pursuant to this agreement
shall vest in City
18 Final Acceptance of Work Acceptance of work on behalf of City shall be made by
the Public Works Director upon recommendation of the City Engineer after final completion and
inspection of all improvements The Public Works Director shall act upon the Engineer's
recommendation within sixty (60) days from the date the City Engineer certifies that the work has
been finally completed, as provided in Section 7 Such acceptance shall not constitute a waiver of
defects by City
Sub Improve AgrmtJMay 16, 2006 8
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 the performance of the improvements and land development pursuant to this agreement including
but not limited to all apphcable Labor Code and prevailing wage laws
20 Insurance.
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 within fifteen (15) days of execution of this Agreement
b Worker's Compensation and Employer's Liability
1 Subdivider shall have Worker's Compensation and Employer's Liability
insurance in force throughout the duration of the Agreement in an amount which meets the statutory
requirement with an insurance carrier acceptable to City Such insurance shall be primary and non-
contributing to any insurance or self-insurance mamtamed by City City shall be named as an
additional insured and the insurance policy shall include a provision prohibiting cancellation of said
policy except upon thirty (30) days prior wntten notice to City Certificates of Insurance shall be
delivered to City within fifteen (15) days of execution of Agreement
2 Subdivider expressly waives all nghts to subrogation against the City, its
officers, employees and volunteers for losses arising from work performed by Subdivider for City
by expressly waiving Subdivider's immunity for injuries to Subdivider's employees and agrees that
the obligation to indemnify, defend and hold harmless provided for in this Agreement extends to any
claim brought by or on behalf of any employee of Subdivider This waiver is mutually negotiated
by the parties This shall not apply to any damage resulting from the sole negligence of City, its
agents and employees To the extent any of the damages referenced herein were caused by or
resulted from the concurrent neghgence of City, its agents or employees, the obligations provided
herein to indemnify, defend and hold harmless is valid and enforceable only to the extent of the
negligence of Subdivider, its officer, agents and employees
c Comprehensive General Liability Insurance Subdivider shall secure and maintain
in force throughout the duration of the Agreement 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 cancellation of said policy except upon thirty (30) days prior wntten notice to
the City Such insurance shall be primary and non-contributing to any insurance or self-insurance
maintained by City Certificates of insurance shall be delivered to City within fifteen (15) days of
execution of this Agreement
Sub Improve.Agrmt.IMay 16, 2006 9
d Business Auto Liability Insurance. Subdivider shall have business auto liability
coverage, with minimum limits of one million ($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
21 Indemnity/Hold Harmless. City or any officer or employee thereof shall not be liable
for any injury to persons or property occasioned by reasons of the acts or 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 from any and all claims,
demands, causes of action, liability or loss of any sort, because of, or ansmg out of, acts or omissions
of Subdivider, its agents, employees, contractors and subcontractors in the performance of this
Agreement, except for such claims, demands, causes of action, liability or loss arising out of the sole
active negligence of the 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 ofthe Improvements This indemnification and
Agreement to hold harmless shall extend to injunes to persons and damages or taking of property
resulting from the design or construction of said Subdivision, and the public Improvements as
provided herein, and in addition, to adj acent property owners as a consequence of the diversion of
waters from the design and construction of public drainage systems, streets and other public
Improvements Acceptance by the City of the Improvements shall not constitute an assumption by
the 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 approved improvement plans or map, regardless of any negligent action or inaction
taken by the City in approving the plans or map, regardless of any negligent action or inaction taken
by the City in approving the plans or map, unless the particular improvement design was specifically
required by City over wntten 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
After acceptance of the Improvements, the Subdivider shall remam 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 (1 0) years following the acceptance by the 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
Subdivider shall reimburse the 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
Sub Improve.Agrmt./May 16, 2006
10
22 Personal Nature of Subdivider's Obligations 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 the City
23 S ale or Disposition of Subdivision Seller or other Subdivider mayrequest a novation
of this Agreement and a substitution of security Upon approval of the novation and substitution of
securities, the Subdivider may request a release or reduction of the securities required by this
Agreement Nothing in the novation shall relieve the Subdivider of the obligations under Section
22 for the work or Improvement 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 Subdivider shall commence
substantial construction of the Improvements required by this Agreement not later than three (3)
months after the date of this Agreement In the event good cause exists as determined by the City
Engineer, the time for commencement of construction or completion ofthe Improvements hereunder
maybe extended for a period or periods not exceeding a total of two additional years The extension
shall be executed in writing by the City Engineer Any such extension may be granted without notice
to Subdivider's surety and shall not affect the validity of this Agreement or release the surety or
sureties on any secunty given for this Agreement The City Engineer shall be the sole and final
judge 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 City Engineer may require Subdivider to furnish
new secunty guaranteeing performance of this Agreement, as extended, in an increased amount to
compensate for any increase in construction costs as determined by the City Engineer
26 Certificate of Satisfaction The City Manager may, upon the determination of the
Public Works Director that Subdivider has billy 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 that Subdivider has complied with, and satisfied, all
obligations under this Agreement Subdivider shall be responsible for the payment of all City costs
associated with the preparation and recordation of such a certificate
27 No Vesting 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
Sub Improve Agrmt./May 16, 2006
11
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 m 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 the City
Notice to City
Notice to Subdivider
Notice to Surety
Public Works Director/City Engineer
City of Redlands
PO Box 3005
Redlands, CA 92373
Winstar Redlands, LLC
715 West Foothill Blvd
Glendora, CA 91741
Indemnity Company of California
534 E Badillo Avenue
Covina, CA 91723
29 Sevei ability. The provisions of this Agreement are severable In any portion of
this Agieement is held invalid by a court of competent jurisdiction, the remamdei of the
Agreement shall remain m 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 pievailing party shall be entitled to litigation costs and reasonable attorney's fees
32 Incorporation of Recitals The recitals to this agreement are hereby incorporated
into the terms of this Agreement
33 Entne Agreement. This agreement constitutes the entire Agreement of the parties
with respect to the 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
Sub Improve Agrmt./May 16, 2006
12
34 Interpretation. This Agreement shall be interpreted in accordance with the laws of
the State of Cahforma
35 Jurisdiction. Junsdiction 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 wntten
SUBDIVIDER
WINS TAR %*'NAS, LLC
By
regg Kent I
Title PlAiaa 4' G- ivLo g ►z— �,
1 /J 1 r“' rA rt 12a'b
CITY OF REDLANDS
By Attest
Title
(Notary attachment and proof of authorization
for Subdivider's signatures
required and must be attached)
Sub.Improve.Agrmt./May 16, 2006
N Enrique Martinez
13
ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA )
COUNTY OF SAN BERNARDINO ) SS
CITY OF REDLANDS )
By the authority granted under Chapter 4, Article 3, Section 1181, of the California Civil Code, and Chapter
2, Division 3, Section 40814, of the California Government Code, on January 16, 2008, before me, Teresa
Ballinger, Assistant City Clerk, on behalf of Lorne Poyzer, City Clerk of the City of Redlands, California,
personally appeared N Enrique Martinez, City Manager and Lorne Poyzer, City Clerk who proved to me on
the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies) and that by his/her/their 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
,,okiiiiiiaffil//
Of E0
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UpRFORgTz4 . N
It
I EE
* 1888 �*
WITNESS my hand and official seal
LORRIE POYZER, CITY CLERK
By
Teresa Ballinger, Assistant CityLC
(909)798-7531
rk
CAPACITY CLAIMED BY SIGNER(S)
Individual(s) signing for oneself/themselves
Corporate Officer(s)
Title(s)
Company
Partner(s)
Partnership
Attorney -In -Fact
Principal(s)
Trustee(s)
Trust
Other
Title(s) City Manager and City Clerk
Entity Represented City of Redlands, a municipal corporation
THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW
Title or Type of Document Subdivision Improvement Agreement (Tract Map No 17064)
Date of Document December 11, 2007
Signer(s) Other Than Named Above Winstar Redlands, LLC by Gregg M. Kent II, Managing Member of
Winstar Redlands, LLC
State of California
SS
County of Los Angeles
CALIFORNIA ALL-PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
On December 13, 2007 , before me, Haydee Alvarez - Notary Public
personally appeared
X
Date Printed Name of Notary Public
Gregg M Kent 11
Printed Name(s) of Signer(s)
personally known to me or -
proved to me on the basis of satisfactory evidence
form(s) of identification
LIcredible witness(es)
to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me
that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signatures) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument
HAYDEE ALVAREZ
Commission # 1577224
Notary Public California
Los Angeles County
My Comm. Expires May 8, 2009
(Seal)
WITNESS my hand and official seal
OPTIONAL INFORMATION
Signature of Notary
Although the information in this section is not required by law, it could prevent fraudulent removal and reattachment of this
acknowledgment to an unauthorized document and may prove useful to persons relying on the attached document
Description of Attached Document
The preceding Certificate of Acknowledgment is attached to a document
titled/for the purpose of
containing
pages, and dated
The signer(s) capacity or authority is/are as
Individua€(s)
Attorney in Fact
Corporate Officer(s)
Title(s)
Guardian/Conservator
Partner - Limited/General
Trustee(s)
Other
representing
Name(s) of Person(s) or Entity(ies) Signer is Represent€ng
Additional Signer(s)
Signer(s) Thumbprint(s)
Other
Description
CITY OF REDLANDS
SUBDIVISION IMPROVEMENT AGREEMENT
EXHIBIT "A"
TRACT MAP NO 17064
Drawing No Approval Date No. of Sheets
The following plans are on file in the office of the Public Works Director (PWD), Municipal
Utihties Director (MUD), and Community Development Director (CDD)
Street Improvement Plans (PWD) 1921 -ST 07/11/07 05
Street Light Plans (PWD) 1921 -SL 07/11/07 01
Traffic Sigmng/Stripmg Plans (PWD) 1921 -TS 08/15/07 01
Street Tree Plans (PWD) 1921 -TP 08/09/07 02
Watei. Iinprovement Plans (MUD) D-60635 06/27/07 02
Sewei Improvement Plans (MUD) F-0000 06/27/07 03
Undeiground Off -Site Utilities Plans NA NA NA
Common Area Landscaping Plans (CDD) NA NA NA
Sub lmprove.AgrmUM iy 16, 2006
14
of approximately 4 10 gross acres into 38 numbered lots and one lettei ed lot foi
construction of town homes on the property located at the northwest corner of
Orange Avenue and Nevada Street
Tract No 17064 - Winstar Redlands, LLC - Final Approval - On motion of
Councilmember Gilbreath, seconded by Councilmember Gallagher, the
City Council unanimously gt anted final approval for Tract No. 17064, a
subdivision of approximately 5 6 gross act es into 12 numbered lots and one
lettered lot for a planned residential development located on the southwest
cot ner of Wabash Avenue and Capt i Avenue.
Tract No 17533 - Rose Villas, LLC - Final Approval - On motion of
Councilmember Gilbreath, seconded by Councilrnember Gallagher, the City
Council unanimously granted final approval foi Tract No 17533, a subdivision
of 4 68 acres into ten lots for property located on the south side of San
Bernardino Avenue, the west side of Grove Street and the north side of Sherry
Way
Funding Agreements - Redlands Commons Project - On motion of
Councilmembei Gilbreath, seconded by Councilmember Gallagher, the City
Council unanimously approved the first amendment to the contract with EIP
Associates for preparation of an Environmental Impact Report for the Redlands
Commons Project located on approximately 68 93 acres bounded by the
210 Freeway, Texas Street, San Bernardino Avenue and Pioneer Avenue and
authorized the Mayor to execute, and the City Clerk to attest to, the document
on behalf of the City On motion of Councilmember Gilbreath, seconded by
Councilmember Gallagher, the City Council unanimously approved the first
amendment to the funding agreement with On Texas Street LLC foi preparation
of an Environmental Impact Report and City administrative fees foi the
Redlands Commons Project located on approximately 68 93 acres bounded by
the 210 freeway, Texas Street, San Bernaidrno Avenue and Pioneer Avenue, and
authorized the Mayor to execute, and the City Clerk to attest to, the document
on behalf of the City
Robinson Ranch Project - At the request of Councilmember Gallaghei, Interim
Community Development Dnectoi Dalquest reviewed the letter prepared by
staff in response to the Notice of Preparation of an Environmental Impact
Report for the Robinson Ranch Project located in the City of Yucaipa that
depicts our concerns Staff will continue to monitor the project and has
requested a copy of the Draft Environmental Impact Report to review and
comment when it is completed Councilrnember Gallagher moved to
acknowledge receipt and ordered filed the City's response to the Notice of
Preparation of an Environmental Impact Report opposing the Robinson Ranch
Pioject located in the City of Yucaipa Motion seconded by Councilmember
Gilbreath and carried unanimously
January 15 2008
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