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HomeMy WebLinkAboutContracts & Agreements_191-2011_CCv0001.pdf RECORDING REQUESTED BY Recorded in Official Records,County of San Bernardino 12J2212011 3;07 � �,� " DENNIS DRAEGER DM2 City of Redlands s � AND WHEN RECORDED MAIL DOCUMENT T0: ASSESSOR - RECORDER - CLERK«-t R Regular Mail NAME City Clerk City of Redlands Dock 2011 —0544450 Titles: 1 Pages: 21 STREET PO BOX 3005 ADDRESS Fees 0.90 REDLANDS CA 92373 Taxes 0.99 CITY,STATE 3 Other 0.00 ZIP CODE PAIL $0.09 IFFES NOT REQU1. PER GOVE'RNMENT CODE SPACE ABOVE FOR RECORDER'S USE ONLY SEC110N 6103 RELEASE OF AGREEMENT Title of Document THIS AREA FOR RECORDER I S USE ONLY THIS COVER SHEET ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION ($3.00 Additional Recording Fee Applies) RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: CITY CLERK CITY OF REDLANDS P.O. BOX 3005 REDLANDS, CA 92373 FFEES PER (]OVERNMENT CODE E'ER A130VE T1 11S LINE FOR RECORDFWS USE -SE CT 10 N 6103 CERTIFICATION OF SATISFACTION OF SUBDIVISION IMPROVEMENT AGREEMENT OBLIGATIONS Whereas, on December 18, 2007, the City of Redlands caused a subdivision improvement agreement, . guaranteeing that certain improvements be constructed and completed for City of Redlands Parcel Map No. 17815, to be filed for record in the official records of the County of San Bernardino, State of California (the "Subdivision Improvement Aoreement"). Whereas, the Subdivision Improvement Agreement was duly recorded as Instrument No. 2008-0050089 against property owned by Mountain View Industrial Center, LLC of San Francisco, California which is more particularly described as County of San Bernardino Assessor's Parcel Nos. 0167-401-06, 0 167-401-07, 0167-401-08, 0167-401-09, 0167-401-10, 0167-401-11; and 0167-451-08, 0167-451-09. Whereas, the City of Redlands has determined that Mountain View Industrial Center. LLC has fully satisfied the obligations secured by the Subdivision Improvement Agreement. I 1-.� DJN4\.Agree\Cert of Satisfaction 5-12-06 Now, therefore, the City of Redlands hereby certifies that the Subdivision Improvement Agreement is released and discharged, and directs the County of San Bernardino to discharge of record the Subdivision hzzprovement Agreement. Dated: / , ?011 .� . Enriq artinez, anagen ATTEST: City Clerk, Sam Irwin DJM Avreelcert of Satisfaction 5-12-06 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 November 15, 2011, before me, Teresa Ballinger, Administrative Assistant, on behalf of Sam Irwin, City Clerk of the City of Redlands, California, personally appeared N. Enrique Martinez, City Manager, and Sam Irwin, City Clerk, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) i4are subscribed to the within instrument and acknowledged to me that heishe/they executed the same in his4ter4their authorized capacity(ics) and that by hisAwgtheir 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. WITNESS my hand and official seal. IJ44 4Vs. SAM IRWIN, CITY CLERK (P Teresa Ballinger,Administra6e Assistant P 0 (909)798-7531 CAPACITY CLAIMED BY SIGNER(S) Individual(s)signing for oneseWthemselves Corporate Officer(s) Title(s) Company Partner(s) Partnership Attorney-In-Fact Principal(s) Trustee(s) Trust jx ) 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: Release of Agreement Date of Document:November 15, 2011 Signer(s)Other Than Named Above: None RECORDING REQUESTED BY: PUBLIC WORKS DEPARTMENT CITY OF REDLANDS Recorded In Official Records,County of San Bernardino 2/04/2008 LARRY WALKER 10:38 AM t' ■ Auditor/Controller — Recorder DTH WHEN RECORDED RETURN TO: 740 Stewart Title Company CITY CLERK'S OFFICE CITYOF REDLANDS P.O. BOX 3005 Doty: 2008--0050089 Titles: 1 Pages: 17 REDLANDS, CA 92373 Fees 58.00 Taxes 0,00 Other 0.00 C} PAID 358.00 CITY OF REDLANDS SUBDIVISION IMPROVEMENT AGREEMENT THIS AGREEMENT is made this_day of December la , 200 7 , by and between the City of Redlands, a municipal corporation, hereinafter referred to as "City," and Mountain View Industrial Center, LLC, hereinafter referred to as "Subdivider." RECITALS WHEREAS, Subdivider is the owner or authorized _teveloper of property located in the City of Redlands known as Parcel Map No. 17815"(the -Subdivision"), for which Subdivider is obligated to construct certain improvements (the "Improvements") as a gondition of approval of the Subdivision; and -,as more ftItl.y descritec i n Exhibi L, `B" attach,�r hereto and made a part hereof. 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 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 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.Agrnit.May 16, 2006 1 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'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 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, The Subdivider's obligations with regard to acquisition by City of off-site rights-of-way, 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. Sub Irnprove.Agrmt-I'May 16,2006 e. Install all subdivision public Improvement monuments required by law prior to formal final acceptance of the public Improvements by the City. Individual property monuments shall be installed within one year of said acceptance. f. Install street name signs conforming 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 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 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 period of one (1) year following acceptance thereof by City against any defective work or labor done or defective materials furnished in cash in the amount of 10%of the estimate cost of said Improvements; and d. Subdivider shall also furnish to City good and sufficient cash security in the amount of 100% of the estimated cost of setting subdivision monuments as stated previously in this Agreement in Section 3(e) for a period of one year plus thirty (30) days from formal acceptance by the City Council, Sub.Improve Agrmt,/May 16, 2006 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 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 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 original estimated cost of the Improvements, Subdivider shall provide Improvement security 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 in 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 or 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 public 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 Subclivicler'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 herein. Sub.1mprove.Agrmt./May 16 2006 4 8. Release of Securities. The securities required by this Agreement shall be released as follows: 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 security 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 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 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 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 the 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 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 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 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 surveying 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 Sub.Improve.Agrmt./Imay 16, 2006 private 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. Furthermore, until such time as the Improvements are accepted by City. Subdivider shall be responsible for, and bear the risk 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 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 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 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 Agreement. (7) Subdivider's failure to perform any other obligation under this 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 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 SubAmprove-Agrmt./May 16 2006 6 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 Subdividers 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 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 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. C. Failure of Subdivider to comply with the terms of this Agreement shall constitute consent to the filing 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 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 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 for 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 period 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 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, Sub.hmprove.Agrmt/May 16, 2006 7 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 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 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 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 entering 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 burin g Construction. Until final acceptance of the improvements, Subdivider shall give good and adequate warning to the Sub-Irnprove-AgrMt.imay 16,2006 Is 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 work by City and recordation of the Final Map, ownership of the 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. 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 applicable 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 ensure that Worker's Compensation and Employer's Liability insurance will be in full 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 maintained 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 written notice to City. Certificates of Insurance shall be delivered to City within fifteen (15) days of execution of Agreement. 2. Subdivider expressly waives all rights 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. Sub-improvo Agrmhlmay 16, 2806 9 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 negligence 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 written 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. 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 arising 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 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 said 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. 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, 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 Sub.Improve.Agirmt.,.May 16,2006 improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance of the Improvements, the 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 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. 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. Sale or Disposition of Subdivision. Seller or other Subdivider may request 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 of the Improvements hereunder may be 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 security given for this Agreement. The City Engineer shall be the sole and final judge asto 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 Sub.Improve.Agunt-May 16,2006 11 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 security 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 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 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, 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 the City: Notice to City: Public Works Director/City Engineer City of Redlands PO Box 3005 Redlands, CA 92373 Notice to Subdivider: Mountain View Industrial Center, LLC C/O: RREEF 101 California Street., 26th Floor San Francisco, CA 94111 Notice to Surety: Bank of America 1000 W. Temple Street 7th Floor, CA9-705-07-05 Los Angeles, CA 90012-1514 29. Severability. The provisions of this Agreement are severable. In 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. Sub.Improve Agunt./May 16, 2006 12 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 attorney's fees. 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 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. 34. Interpretation, This Agreement shall 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 Mountain View industrial Center, LLC By: Mask A. Ei- nriq dMd r t in e z K. t Title City Manager By: Attest: Title Lourie Poy, �, City Clerk (Notary aftachment and proof of authorization for Subdivider's signatures required and must be attached) SLjbJmprove.Agrmt../May 16,2006 13 ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA � CC)U TY OF SAN ER.NARDINO } S CITY OF REDLANDS j By the authority granted under Chapter 4, Article 3, Section 1181, of the Califomia Civil Code, and Chapter 2, Division 3, Section 40814, of the California Government Code, on December 18, 2007, before me,Teresa Ballinger, Assistant City Clerk, on behalf of Lorrie Poyzer, City Clerk of the City of Redlands,California, personally appeared N. Enrique Martinez, City Manager and Lo ie Poyzer, City Clerk(X) personally ]mown to me - or - f } proved to me on the basis of satisfactory evidence to be the persons whose names) are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities and that by their signatures on the instrument the persons, or the entity upon behalf" of which the persons acted_ executed the instrument. WITNESS my hand and official seal. % Lt RRIE POYZER, CITY CLEF ` 1888 ,• ! _ras% e:sa.»aaea' 1..)�-. _. T { `NN eresa Ballinger, Assistant Clem tt►rl (909)798-7531 CAPACITY CLAIMED BY SIGNER(S) } Individual(s) signing for oneselflthetmselves } Corporate Officer(s) Title(s) Company { Partner(s)` Partnership____-__ { } Attorney-In-Fart Principal(s) { } Trustee(s) Trust { x } Other Title(s): City Manager and City Clerk Entity Represented: City of Redlands, a municipal corporation THIS CERTIFICATE MUST BE ATTACHED TO THE D CI: IE IT DESC ED BE-LOW: Title or Type of Document: Subdivision Improvement Agreement(farce lLap No. 17815). Date of Document. December 18. 200'7 Signer(s) Other Than domed Above: MOUTItain *Vrew Industrial Center, LLC, by: Mark A. English, Vice-President CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California C County of 'JAI'A On & � C—A-2 be f cl re m e, L,-L Name ami Yttle of Officer(e g.,'Jane Doe,No Public-1 D tj! Date personally appeared Narne(g)of Signe who �P$Ove- d 06 A X 0 me on the basis of satisfactory evidence) SNEM.HAUAKWMN Commbsion# 164MI9 to be the ft*WV hAwc-castmoo person(s)whose name(s)isiare subscribed to the f &M Dkvo counov within instrument and acknowledged to me that MV C*r"M 80M Feb S.201 he/she/they executed the same in his/her/their authorized capacity(ies), and that by hisither/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Place"afy Seal Abase Signature 01;4,1ZArTF;UbhC OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraludoleot removal and reattachment of this form to another document, Description of Attached Document Title or Type of Document: 1 Vi Document Date: Number of Pages: Signer(s)Other Than Named Above: Capacity(ies)Claimed by Signer(s) Signer's Name: Signer's Name: Individual Individual Corporate Officer—Title(s); Corporate Officer — Ttle(s): _7 Partner — --,,Limited General 11*7705311-1 Ql —Partner — Limited ­-' General Attorney in Fact 'ils --Attorney in Fact Trustee Too of tijur,,,r� jf_,re I 16o W ti-till,b here 1 Guardian or Conservatc, Trustee :—_'Guardian or Conservator Other: Other: Signer Is Representing: Signer Is Representing: J J 13-?<V R�-C`der:Call-Tbff-Fleo 4-81)0­671,6821 CITY OF REDLANDS SUBDIVISION IMPROVEMENT AGREEMENT EXHIBIT"A" PARCEL MAP NO. 17815 MINOR SUBDIVISION NO. 297 Description Drawing No. Approval Date No. of Sheets The following plans are on file in the office of the Ptiblic Works Director(PWD) and Municipal Utilities Department(MUD): Street Improvement Plans(PWD) 1897-ST 05i30/07 12 Storm Drain Plans(PWD) 1897-SD 04/12/07 07 Street Light Plans(PWD) 1897-SL 04/24/07 03 Striping Plans(PWD) 1897-TS NA 04 Street Tree Plans(PWD) 1897-TP NA 03 Water Improvement Plans (MUD) D-60630 05/071/07 04 Sewer Improvement Plans(MUD) F-17(11 04/261 0/'7 0)- Non-potable Water Plans (MUD) NP-00046 04/26/07/ 04 Underground Off-Site Utilities Plans NA NA NA SUb Improve.Ag-mt-.,Ma,, 16,2006 14 Exhibit "B" Parcels 1 through d and Parcels A and B of Pared Map No. 17815, as shown by map on file in Book Pages�x Parcel Maps, Recur s of fan Bernardino Count} California. , inclusive of