HomeMy WebLinkAboutContracts & Agreements_8-2008_CCv0001.pdf Electronically Recorded in Official Records,County of San Bernardino 1/22/2008
11:43 AM
LARRY WALKER NC
Auditor/controller-Recorder
824 First American Title- Rancho
Recording Requested By Doc#: 2008.0027832 Titles: 1 Pages: 16
First American Title NHS Fees 55,00
Taxes .00
Other ,00
PAID 55.00
WHEN RECORDED RETURN TO:
CITY CLERKS OFFICE
CITY OF REDLANDS
P.O.BOX 3005
REDLANDS, CA 92373
(TfflS SPACE FOR RECORDER'S USE ONLY)
CITY OF REDLANDS
SUBDIVISION IMPROVEMENT AGREEMENT
THIS AGREEMENT is made this 15th day of January,2008, by and between the City of
Redlands, a municipal corporation,hereinafter referred to as "City,"and Brookside L.P., a
California limited partnership, 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. 17962(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 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:
DMAgree/Brookside SIA
119108 2:40 pm.
Recording Requested By
First American Title NHS
WHEN RFCORDED RETURN TO:
CITY CLERKS OFFICE
CITY OF REDLANDS
P.O.BOX 3005
REDLANDS, CA 92373
to (THIS SPACE FOR RECORDER'S USE ONLY)
CITY OF REDLANDS
SUBDIVISION IMPROVEMENT AGREEMENT
THIS AGREEMENT is made this 15'h day of January,2008, by and between the City of
Redlands, a municipal corporation,hereinafter referred to as "City,"and Brookside L.P., a
California limited partnership, 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, 17962(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 acknowledges that it is familiar with the provisions of the
Redlands Municipal Code and the State Subdivision Map Act(Government Code sections
610 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:
WNI/Agree/Brookside SIA
1/9/08 2:40 pm,
1, Defillig land OA fier
not limited to the grading, ynei Y�12 of Wgrovements- The Improvei its include but are
, 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'W" 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 hereafterpro vided.
1 Subdivider's Obligations to Construct— Improvements Subdivider shall:
a. Complete, at Subdivider's own expense,all the 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, City shall be under no
obligation to issue, and Subdivider shall not be entitled to issuance of, a certificate of occupancy
for any structure or residence within the Subdivision until such Improvement work is completed.
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
of 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,&
above, unless a time extension is granted by the City as authorized in Section 25.
DRIWAgree/Brookside SIA 2
1,19/08 2:40 pm,
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,
g. All required public improvements shall be completed prior to issuance of the
Certificates of Occupancy for the subdivision.
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 fights-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.
Nothingin this Section shall be construed as authorizing or granting an extension of time to the
Subdivider,
5. Security, Subdivider shall at all times guarantee SubdivideCs performance by
furnishing to City and maintaining good and suffitclent,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 lor 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 25%of the estimate cost of said
Improvements-- and
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d. Subdivider shall also furnish to City good and sufficient 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,
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 of 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 tight 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, lnswctioLn. 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 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
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 herein.
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Release 9—f 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 attomevs' fees.
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Injury to lmvrovements, Public Property or Public Utilities Facilities
Subdividershall 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 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.
5
Until such items as all improvements required ky this Agreement are fully completed and
accepted by Cihr, 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 Sub(_hLvidpr.
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 tiling 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. The City reserves to itself all remedies available to it at law or in equity for breach
of Subdivider's obligations under this Agreement. 'Me 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 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.
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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 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.
& 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 fail ui-e of City to take enforcement action with respect to a default, or to
declare a breach,shall not be construed as waiver of that default or breach or any subsequent
a seq
default or breach of Subdivider,
12, Warranly, 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 full-411 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 defecti ve 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 triky,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 N!ptAgMl2rEMpiMpeof!QiW. 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,
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14- Environmental Agganty, Prier to the acceptance of any property dedications or
Improvements by City, Subdivider shall certify and Nvarrant 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 authorityunder or in connection with environmental ro tal 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-
edor in the vicinity of, the
property to be dicated;
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 anv restrictions on its ownership, occupancy, use for the purpose for
which it is intended,transferability or suit under any environmental law.
15, QAe-r 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 conimit City to any such
apportionment,
16. Subdivider's Obligation toam,Public During 2- trwti ti
A g C ns , on. 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 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 Accentance 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 LAAs. Subdivider and its agents, employees, contractors and
subcontractors shall comply with all applicable Federal, State and local rides, 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.
mce.
a. Subdivider's Insumce 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 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.
I Subdivider expressly waives A 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. 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 Gen -ral 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
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any insurance or self-insurance maintained by City. Certificates of insurance shall be delivered
to City within fifteen(1 S)days of execution of this Agreement.
d, Bu§iness Auto Liability Insgrance, 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, liabilih, 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 ky 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 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,
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21 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.
1
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 forCommencementof 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 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 lumish new security, guaranteeing
performance of this Agreement, as extended, in an increased amount to compensate for any
increase in construct-ton 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 laver or
ordinance.
I
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: Brookside L.P., California limited partnership
P.O. Box 11048
Palm Desert, CA 92255
Notice to Suretv: Rohni Insurance Agency
26 Plaza Square, Suite 200
Orange, CA 92866
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 of modified by mutual written
consent of the parties,
30, Lotions. The captions of this Agreement are for convenience and reference only
and shall not define, explain, modil},,limit,exemplify, or aid in the interpretation, construction'
or meaning of any provisions of this Agreements
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. .mInggmo *on U -ofRecites 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.
12
34. 11nale,Mretation. This Agreement shall be interpreted in accordance with the laws
of the State of California.
3Jurisdiction. 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
V0 i1 e, L P.
X)
2,
B Z/
t!-16— Bytta :
e
itle
City Managed N. Enrique---Marti nez
sai to 06
eve,,e,4 / ?,44 A6 ICi. . *Oct 4
By,��- ev e-4,4 F�,z�,v e,-,'
Title ATTEST:
/lorrie Poyz,6r,') city Clerk
(Notary attachment and proof of authorization
for Subdivider's signatures
required and must be attached)
13
ALL-Pt!"RPOSE 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 Lorrie Poyzer, City Clerk of the City of Redlands, California,
personally appeared N. Enrique Martinez, City Manager and Lorrie Povzer, 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(les) 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 Linder 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.
P LORRIE POWER, CITY CLERK
By.
Teresa Ballinger, Assistant City Clerk
ttrtt (909)798-7531
--------------------------------------------------------
CAPACITY CLAIMED BY SIGNER(S) ----------------------
Individual(s) signing for oneselUthemselves
Corporate Officer(s)
Title(s)
Company
Partner(s)
Partnership
Attorney-in-Fact
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 ATTACHEDTO THE DOCUMENT DESCRIBED BELOW:
Title orTv e of Document: Subdivision p ivision Improvement Agreement (Tract Map No. 17962).
Date of Document: January 15, 2008
Signer(s) Other Than Named Above: Brookside L.P., by: Maurice J Monnig, President of Brentwood
Retirement Communities, General Partner of Darlin,,�on Group L.P., General Partner
zl�
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of
On r ,/ l0 _ before me,Date _� iC�r�Jf . js
Here InsertName nd Title of Me Otf,cer
personally appeared
Names) Signers)
,
who proved to me on the basis of satisfactory evidence to
be the person(/whose name(,$)(is subscribed to the
within instrument and acknowledged to me that
=ft MUNT &ske4hay executed the same i hi /herfthenifauthorized
CorrrrniaSIon#1502356 capacity(ili�s), and that byii /hoathgk signature( on the
r' NotXy Kg*---CcOornia instrument the erSOn
.. Sono County p (s4, or the entity upon behalf of
My COMM Expires Ad 20,2006 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 land and official seal.
Place Notary Seal Above SigntU(
Signat rotary oPublic
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: �1�
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): _ I.]Corporate Officer—Title(s):
C7 Partner—❑ Limited ❑ General t, C;:i Partner—El Limited L) General
I:J Attorney in Fact • M- C.-:. Attorney in Fact
,J Trustee Top of thumb here To of thumb here
:.J Trustee p
7 Guardian or Conservator ❑Guardian or Conservator
.�ther:- >�' /sz r' e` L!Other:
Signer Is Representing: Signer Is Representing:
2007 National Notary Assoc9atson-9350 De Soto Ave_P.O.Box 2462-Chatsworth,CA 91313-2402•www.NahonalNotary.org Item#5967 Reorder Cali T641-Free 1-8W876-6827
CITY OF REDLANDS
SUBDIVISION'IMPROVEMENT AGREEMENT
EXHIBIT"A"
TRACT MAP NO. 17962
Description Drawing No Approval Date No. of Sheets
The following plans are on file in the office of the Public Works Director (PWD), Municipal
Utilities Director(MUD)and Community Development Director(CDD)
Street Improvement Plans(PWD) 1561-ST 05/19,107 03
Storm Drain Plans (PWD) 1561- D 05/17/07 02
Street Tree Plans (PWD) 1561-TP 06/14/07 01
14