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RECORDING REQUESTED BY: Recorded in Official Records,County of San Bernardino 2/24/2006
PUBLIC WORKS DEPARTMENT LARRY 1:45 PM
CITY OF REDLANDS DTH
cv
Auditor/Controller — Recorder
t
818 LandAmericalDeveloper Services
Doc#: 2006—0130329 Titles: 1 Pages: 17
WHEN RECORDED RETURN TO: Fees 56.00
CITY CLERK'S OFFICE Taxes 0.00
CITY OF ROth0.00
P.O.BOX300 LANDS I PAID $56.00
REDLANDS, CA 92373
(THIS SPACE FOR RECORDER'S USE ONLY)
CITY OF REDLANDS
SUBDIVISION IMPROVEMENT AGREEMENT
THIS AGREEMENT is made this 1 st day of November, 2005 (the `Effective Date"), by
and between the City of Redlands, a municipal corporation, hereinafter referred to as "City," and
SCP Redlands,LLC,a California limited liability company,hereinafter referred to as"Subdivider."
The City and Subdivider are sometimes herein individually referred to as a"Party,"and collectively,
as the"Parties."
RECITALS
WHEREAS, Subdivider is the owner or authorized developer of property located in City,
known as Parcel Map No. 16742(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 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 fulfillment of the conditions of approval for the Subdivision, and
in consideration of the mutual promises contained herein, the Parties hereto agree as follows:
dim agree Subdivision improvament Agreement SCE'Redlands 1
RECORDING REQUESTED BY:
PUBLIC WORKS DEPARTMENT
CITY OF REDLANDS
WHEN RECORDED RETURN TO:
CITY CLERK'S OFFICE "MR CLARITY PURPOSES"
CITY OF REDLANDS
P.O. BOX 3005
REDLANDS, CA 92373
(THIS SPACE FOR RECORDER'S USE ONLY)
CITY OF REDLANDS
SUBDIVISION IMPROVEMENT AGREEMENT
THIS AGREEMENT is made this I st day of November, 2005 (the "Effective Date"), by
and between the City of Redlands, a municipal corporation, hereinafter referred to as "City," and
SCP Redlands,LLC,a California limited liability company,hereinafter referred to as"Subdivider."
The City and Subdivider are sometimes herein individually referred to as a"Party,"and collectively,
as the"Parties."
RECITALS
WHEREAS, Subdivider is the owner or authorized developer of property located in City,
known as Parcel Map No. 16742(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 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 fulfillment of the conditions of approval for the Subdivision, and
in consideration of the mutual promises contained herein, the Parties hereto agree as follows:
tton agree Subdivision Improvement Agreement SCP Redlands
I. Definition and Ownership of Improvements. The Improvements include,but are not
limited to,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(the"Improvement Plans") that have been prepared
by Subdivider's engineer and approved by City and which are attached hereto as Exhibit "A." All
Improvements constructed or installed pursuant to this Agreement shall become the property of City,
without payment therefor, upon acceptance of the Improvements by City.
2. Time for Completion. Construction of the Improvements shall be completed within
eighteen(18)months from the date City issues approvals and permits for such work,subject to force
majeure delays as described in Section 23 below. In the event Subdivider fails to complete
construction of the Improvements by such date,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.
3. Subdivider's Obligations to Construct Improvements. Subdivider shall:
a. Complete the Improvements as specified in, and in conformance with, the
Improvement Plans;provided,however,that the Improvements shall not be deemed to be completed
until accepted by the City as provided in Section 16 hereof.
b. Furnish the materials, supplies and equipment necessary for the Improvements.
C. Acquire and dedicate all easements and other interests in real property necessary for
construction and installation of the Improvements, or pay the cost of acquisition for such property
interests incurred by City. All such easements and other interests in real property shall be free and
clear of liens and encumbrances, except those liens and encumbrances acceptable to City.
Subdivider's obligations with regard to any acquisition by City of off-site easements and other
interests in real property shall be the subject of a separate agreement between Subdivider and City.
d. Install all Improvement monuments required by law prior to acceptance of the
Improvements by City.
e. Install permanent street name signs,conforming to City standards,before acceptance
of the Improvements by City.
4. Security. Subdivider shall furnish to City good and sufficient security, as required
by Government Code Sections 66499 through 66499.10 and on forms approved by City, for the
purposes and in the amounts as follows:
a. To assure faithful performance of the construction and installation obligations
described in this Agreement, a bond in the amount of 100% of the estimated cost of the
Improvements; and
dimagree Sub&ision Improement Agreement SCP Redlands 2
b. To secure payment to any contractor, subcontractor, person renting equipment or
furnishing labor and materials for the Improvements,a bond in the amount of 100%of the estimated
cost of the Improvements; and
C. To guarantee or warranty the Improvements done pursuant to this Agreement for a
period of one (1) year plus thirty (30) days following acceptance thereof by City against any
defective work or labor done or defective materials famished, Subdivider shall leave the bonds
described in subsections a. and b. above, for a period of one (1) year following acceptance of the
work,provided the bond amountS may be reduced upon acceptance of the work to an amount equal
to 25%of the estimated cost of the Improvements plus the amount indicated in subsection d.below;
and
d. Subdivider's bonds described in subsection c. above shall also secure an amount
equal to 100%of the estimated cost of setting subdivision monuments for a period of one year plus
thirty(30) days from acceptance of the Improvements by City.
The security documents shall be kept on file with the City Clerk. 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 for filing 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 the filing of a replacement security with the
City Clerk, the former security may be released.
5. Alterations to Improvement Plans.
a. Any changes,alterations or additions to the Improvement Plans,not exceeding 10%
of the original estimated cost of the Improvements, which are mutually agreed upon by City and
Subdivider shall not relieve the improvement security given for faithful performance of this
Agreement. In the event such changes,alterations or additions exceed 10%of the original estimated
cost of the Improvements, Subdivider shall provide, as promptly as reasonably possible,
improvement security for faithful performance as required by Section 4 of this Agreement for 100%
of the total estimated cost of the Improvements as changed,altered or amended,less any completed
partial releases allowed by Section 7 of this Agreement, provided City agrees to not stop
Subdivider's work in progress while Subdivider is pursuing additional security for such changes and
alterations.
b. Subdivider shall construct the Improvements in accordance with City standards in
effect at the Effective Date of this Agreement;provided,however, City reserves the right to modify
such standards when necessary to protect the public safety or welfare or comply with applicable
Federal, State or City laws. 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.
djniagree Subdivision Improvement Agreement SCP Redlands 3
6. Inspection. Subdivider shall at all times maintain proper facilities and safe access for
inspection of the Improvements by City inspectors. Upon completion of the Improvements,
Subdivider may request final inspection by the City Engineer. If the City Engineer determines that
the work has been completed in accordance with this Agreement,then the City Engineer shall certify
the completion of the Improvements. No Improvements shall be accepted until the Improvements
have been inspected and completed in accordance with the Improvement Plans. When applicable
law requires an inspection to be made by City at a particular stage of the work of constructing and
installing the 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 pay all costs of City's plan checking, inspection and
certification of the Improvements.
7. 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 completion and acceptance of the Improvements, subject to the provisions of
subsection b.,below.
b. The City Engineer may release a portion of the security given for faithful performance
of work as such work progresses upon application therefor by Subdivider; provided,however,that
no such release shall be for an amount less than 25% of the total security given for faithful
performance of the work and that the security shall not be reduced to an amount less than 50% of
the total amount given for faithful performance until final completion and acceptance of the
Improvements. In no event shall the City Engineer authorize any release of the security which would
reduce the security to an amount below 125% of that required to guarantee completion of the
Improvements 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 Improvements, be reduced to an amount equal to no less than 125% of the total claimed by
all claimants for whom liens have been filed and of which notice has been given to City, plus an
amount reasonably determined by the City Engineer to be required to ensure 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 warranty of work shall be released until the expiration of the
warranty period under subsections 4c. and 4d. and until any claims filed during the warranty period
have been settled.
e. City may retain,from any security released,an amount to sufficiently cover costs and
reasonable expenses and fees, including reasonable attorneys' fees.
dim,agree Subdivision Improvement Ageement SCP Redlands 4
8. Injury to Improvements. Public Property or Public Utilities Facilities.
Subdivider shall replace or repair, or have replaced or repaired, all Improvements, public
utility facilities and surveying or subdivision monuments which are destroyed or damaged as a result
of any work performed pursuant to 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 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.
Until such time as the Improvements are accepted by City, Subdivider shall be responsible
for, and bear the risk of loss to, the Improvements. City shall not, nor shall any elected official,
officer or employee thereof,be liable to or responsible for any accident, loss or damage,regardless
of cause,happening or occurring to the Improvements prior to the completion and acceptance of the
Improvements. All such risks shall be the responsibility of and are hereby assumed by Subdivider.
9. 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.
10. Default of Subdivider.
a. Default of Subdivider shall include, but not be limited to:
(1) Subdivider's failure to timely commence construction of Improvements;
(2) Subdivider's failure to timely complete construction of the Improvements;
(3) Subdivider's failure to timely cure any defect in the Improvements;
(4) Subdivider's 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.
(5) The commencement of a foreclosure action against the Subdivision or a
portion thereof. or any conveyance in lieu or in avoidance of foreclosure: or
(6) Subdivider's failure to perform any other obligation under this Agreement.
As used herein, "timely"shall mean within a reasonable time after notice from City
not to exceed thirty(30) days, subject to force majeure
b. City reserves to itself all remedies available to it at law or in equity for breach of
Subdivider's obligations under this Agreement. City shall have the right, subject to this Section,to
draw upon or utilize the appropriate security to mitigate City's damages in the event of default by
Subdivider. The right of City to draw upon or utilize the security is additional to and not in lieu of
any other remedy available to City. The Parties agree that the estimated costs and security amounts
cinnagree Subdivision Improvement Agreement SCP Redlands 5
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
Improvements.
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 City of a notice of violation against all lots within the Subdivision, and 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 sole discretion of City.
d. In the event that Subdivider fails to perform any obligation hereunder,after notice and
a reasonable opportunity to cure such failure,Subdivider shall pay all reasonable costs and expenses
incurred by City in securing performance of such obligation, 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.
11. Warranty. Subdivider shall guarantee the Improvements for a period of one(1)year
after acceptance thereof by the City against any defective work or labor done,or defective materials
furnished. If within the warranty period any work or the Improvements, or part of any work or the
Improvements, furnished, installed or constructed by Subdivider, fails to fulfill any of the
requirements of the Improvement Plans, Subdivider shall without delay and without cost to City
repair or replace or reconstruct any defective or otherwise unsatisfactory part or parts of the work
or Improvements. If Subdivider fails to act promptly in accordance with the requirements of this
Section, 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 Subdivider shall
pay the cost of such work by City. Should the City determine that protection of the public health,
safety or welfare requires repairs or replacements to be made before Subdivider can be notified,City
may,in its reasonable discretion,make the necessary repair or replacement or perform the necessary
work and Subdivider shall pay to City the cost of such repairs.
d�nn agree Subdivision Improvement Agreement SCP Redlands 6
12. 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 City in
connection with the performance of Subdivider's obligations under this Agreement.
13. Environmental Warranty. Prior to the acceptance of any property dedications or the
Improvements by City,Subdivider shall certify and warrant that neither the property which is owned
by Subdivider and is to be dedicated nor Subdivider are in violation of any environmental law, and
that neither the property which is owned by Subdivider and is 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 shall 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.
14. Other Aueements. 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 City ordinances providing therefor,
nor shall anything in this Agreement commit City to any such apportionment.
15. Subdivider's Obligation to Warn Public During Construction. Until acceptance of
the Improvements by City, Subdivider shall give good and adequate warning to the public of each
and every dangerous condition extant in the Improvements, and shall take reasonable actions to
protect the public from such dangerous condition.
djin agree Subdivision Improk ement Agreement SCP Redlands 7
16. Acceptance of Improvements. Acceptance of work in behalf of City shall be made
by City after final completion and inspection of all Improvements sixty(60)days from the date the
City Engineer certifies that the work has been completed. Such acceptance shall not constitute a
waiver of defects by City.
17. Compliance with Laws. Subdivider and its agents, employees, contractors and
subcontractors shall comply with all applicable Federal, State and local law and regulations in the
performance of their obligations under this Agreement, including,but not limited to, all applicable
Labor Code and prevailing wage laws. Subdivider acknowledges and agrees that City has made
Subdivider aware that the construction and installation of the Improvements may constitute a"public
work" for purposes of Section 1720 et seq. of the California Labor Code. Subdivider, therefore,
acknowledges and agrees that it accepts full responsibility for making the determination of whether
or not such construction and installation of the Improvements constitutes a"public work"pursuant
to Section 1720 et seq., and Subdivider expressly waives any rights it may have, vis-a-vis City, in
Z:�
making such determination pursuant to Section 1781 of the California Labor Code.
18. Insurance.
a. Subdivider's Insurance to be Primary
All insurance required by this Agreement shall 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 prior to commencement of any work pursuant to this Agreement.
b. Worker's Compensation and Employer's Liability.
1. Subdivider shall secure and maintain 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 or
modification of the policy except upon thirty(30) days prior written notice to City. Certificates of
Insurance shall be delivered to City prior to the commencement of any work under this Agreement.
2. Subdivider expressly waives all rights to subrogation against City,its elected
officials, officers and employees 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 subsection 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
c1p)agree Subdwision Improvement Agreement SCP Redlands 8
herein to indemnify, defend and hold harmless is valid and enforceable only to the extent of the
negligence of Subdivider, its officers, 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 or modification of such policy except upon thirty(30)days prior
written notice to 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 prior to
commencement of any work pursuant to this Agreement.
d. Business Auto Liability Insurance. Subdivider shall secure and maintain in force
throughout the duration of the Agreement 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 in
connection with the construction and installation of the Improvements the project, hired and non-
owned vehicles,and employee non-ownership vehicles. City shall be named as an additional insured
and the insurance policy shall include a provision prohibiting cancellation or modification of such
policy except upon thirty(30)days prior written notice to 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 prior to commencement of any work pursuant to this Agreement.
19. Indemnity/Hold Harmless. Neither City,nor any elected official,officer or employee
thereof shall 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 shall 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. This indemnification and agreement to hold harrnless shall extend to injuries to
persons and damages or taking of property resulting from the design or construction of the
Subdivision,and the 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 City of the Improvements shall not
constitute an assumption by City of any responsibility for any damage or taking covered by this
Section. City shall not be responsible for the design or construction of the property to be dedicated
or the Improvements pursuant to the Improvement Plans, regardless of any negligent action or
inaction taken by City in approving the plans 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
Improvement design was dangerous or defective and suggested an alternative safe and feasible
design.
4nut agree Subdivision Improvemcnt Agreement SCP Redlands 9
After acceptance of the Improvements, Subdivider shall remain obligated to eliminate any
defect in design or dangerous condition caused by the design or construction defect, however,
Subdivider shall not be responsible for routine maintenance. The provisions of this Section shall
remain in full force and effect for ten (10) years following the acceptance by City of the
Improvements. It is the intent of this Section that Subdivider shall be responsible for all liability for
design and construction of the Improvements installed or work done pursuant to this Agreement and
that City shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in
approving, reviewing, checking or inspecting any work or construction.
Subdivider shall reimburse City for all costs and expenses(including but not limited to fees
and charges of architects, engineers, attorneys and other professionals, and court costs)incurred by
City in enforcing the provisions of this Section.
20. Personal Nature of Subdivider's Obligations. All of Subdivider's obligations under
this Agreement are, and shall remain, the personal obligations of Subdivider notwithstanding any
transfer of all or part of the property comprising the Subdivision, and Subdivider shall not be
entitled to assign its obligations under this Agreement to any transferee of all or part of the property
comprising the Subdivision or any other third party without the express written consent of City.
21. Sale or Disposition of Subdivision. Subdivider may request a novation of this
Agreement and a substitution of security. Upon approval of the novation and substitution of
securities,Subdivider may request a release or reduction of the securities required by this Agreement.
Nothing in the novation shall relieve Subdivider of the obligations under Section 20 for the work or
Improvement done by Subdivider.
22. Time is of the Essence. Time is of the essence in the performance of this Agreement.
23. Time for Commencement of Work• Time Extensions. Subdivider shall commence
construction of the Improvements not later than three (3) months after the Effective 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 approved
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 was 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.
d agree Subdivision Improvement Agreement SCP Redlands 10
24. 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.
25. Notices. All notices required under this Agreement shall be in writing and delivered
in person or sent by mail.
, postage prepaid and addressed as provided in this Section. Notice shall
be effective on the date it is delivered in person, or, if mailed, on the date of deposit in the United
States Mail. Notices shall be addressed as follows unless a written change is filed with City:
Notice to City: Public Works Director/City Engineer
City of Redlands
PO Box 3005
Redlands, CA 92373
Notice to Subdivider: SCP Redlands, LLC
Two Venture Plaza, Suite 220
Irvine, CA 92618
Notice to Surety: Insurance Company of the West
11455 El Camino Real
San Diego, CA 92186-5563
26 Severability. The provisions of this Agreement are severable. If any provision of this
Agreement is held invalid by a court of competent jurisdiction,the remainder of this Agreement shall
remain in full force and effect unless amended by written agreement of the Parties.
27. Captions. The captions ofthis 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 provision of this Agreement.
28. Attorneys'Fees and Costs. In the event any action is commenced to enforce the terms
of this Agreement,the prevailing Party shall,in addition to any costs and other relief be entitled to
recovery of its reasonable attorney's fees,including fees for in-house counsel of the Parties at rates
prevailing in San Bernardino County, California.
29. Incorporation of Recitals. The recitals of this Agreement are incorporated herein.
30. Entire Apreement. This Agreement constitutes the entire agreement of the Parties
with respect to the subject matter hereof. Any amendment of this Agreement shall be in writing and
signed by the Parties.
31. Interpretation. This Agreement shall be governed by and construed in accordance
with the laws of the State of California.
ct,',in agree'Subdivision Improvement Agreement SCP Redlands
32. Jurisdiction. Jurisdiction of all disputes relating to 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
SCP Redlands, LLC 66��/y5 rj�
9 510 ! I t
By: By:
Title , . ✓.� ;.;v� ,. yor
By: Attesi,: f'
ro itle City Clerk
(Notary attachment and proof of authorization
for Subdivider's signatures
required and must be attached)
djmFagreel Subdivision Innprovernent Agreement SCP Redlands 12
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
IN State of California
County of ss.
On (� before me, &CFz4.0, D U �,
Date Name and Title of Offleer(e.g.,"Jae Doe,Notary P blic")
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personally appeared K664C: I�Ai�t C�_S_t ,l 4Nrj p t� �{
ame(s)of Signer(s)
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C..... ersonally known to me
proved to me on the basis of satisfactory
id
evence I
to be the persor�whose name is re
subscribed to the within instrument and
acknowledged to me that he/she4 ey xecuted
the same in his/her eir authorized
capacity s and that by his/her (rl
'! " signatur ;, n the instrument the person(a)or
*76"217 the entity upon behalf of which the persons
-CaW0 sfe acted, executed the instrument.
t, WI ESS my h d official seal
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Place Notary Seal Above Notary Public `I
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1
OPTIONAL
Though the information below is not required b law, it may
q y y 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:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name: _
Individual
[7 Corporate Officer—Title(s): Top of thumb here
Partner—f-i Limited F.7 General
E Attorney in Fact
El Trustee
Guardian or Conservator
E Other:_— —
Signer is Representing:
d 7997 National Notary Association•9350 De Soto Ave.,P O.Box 2402•Chatsworth,CA 91313-2402 Prod.No,5907 Reorder.Call Toll-Free 7 800-876-6827
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PENALTY OF PERJURY FOR. NOTARY SEAL
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(GOVERNMENT CODE 27361.7)
I certify under penalty of perjury that the Notary Seal on the document to
which this statement is attached reads as follows:
i
NAME OF NOTARY: ANGELIA C. MORALES
DATE COMMISSION EXPIRES: JULY 1, 2009
COUNT'WHERE BOND IS FILED (if applicable): ORA-,'VGE
STATE WHERE BOND IS FILED: CALIFORNIA
COMMISSION NUMBER (if applicable): 1591211
PLACE OF EXECUTION: SAN BERNARDINO, CALIFORNIA
DATE: February 23, 2006
SIGNATURE: i
PRINT NAME: Scott A. Hoogerwerf
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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 1, 2005,
before me, Beatrice Sanchez, Deputy City Clerk, on behalf of Lorrie Poyzer, City Clerk of the City
of Redlands, California, personally appeared Susan Peppler and Lorrie Poyzer { X} personally
known to me - or - { } 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 sigt�atures on the instrument the persons, or the entity
upon behalf of which the persons acted, executed the instrument.
ow",Hill//,
WITNESS my hand and official seal.
LORRIE POYZER, CITY CLERK
By.
...... Beatrice Sanchez, Deputy City ClerkO
IFOV��
(909)798-7531
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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): Mayor 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
Date of Document: November 1, 22005
Signer(s) Other Than Named Above: Vache Hanessian and John Kiley
CITY OF REDLANDS
SUBDIVISION IMPROVEMENT AGREEMENT
EXHIBIT "A"
PARCEL MAP NO. 16742
The following plans are on file in the office of the Public Works Director(PWD),Municipal Utilities
Director(MUD), and Community Development Director(CDD):
Description Drawing No. Approval Date No. of Sheets
Street Improvement Plans (PWD) 1810-ST 5/18805 3
Traffic Signal, Signing, 1810-SL 5110105 3
& Striping Plans(PWD)
Precise Grading Plan (PWD) 1810-PG 3/17/05 8
Potable Water Improvement D-60585 5/23/05 3
Plans (MUD)
Nonpotable Water Improvement NP-00031 5/23/05 2
Plans (MUD)
Landscape Planting Plans NA 8/16/05 2
Parcel 16742 Street Trees
(CDD)