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2017-0530119
PLEASE COMPLETE THIS INFORMATION 12/18/2017 04:06 PM Fee: $ 0.00
RECORDING REQUESTED BY: Page 1 of 10
CITY OF CATHEDRAL CITY Recorded in Official Records
County of Riverside
Peter Aldana
AND WHEN RECORDED MAIL TO:
Assessor-County Clerk-Recorder
1111 RAW
CITY CLERK
CITY OF CATHEDRAL CITY
68-700 AVENIDA LALO GUERRERO
CATHEDRAL CITY CA 92234
Space above this line for recorder's use only
AMENDMENT NO. 6
Title of Document
TO SUBDIVISION AGREEMENT
FOR TRACT NO. 32558
TRA:
DTT:
THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION
($3.00 Additional Recording Fee Applies)
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AMENDMENT NO. 6 TO SUBDIVISION IMPROVEMENT
AGREEMENT FOR TRACT NO. 32558
THIS SIXTH AMENDMENT to the Subdivision Improvement Agreement for Tract No.
32558 ("Amendment No. 6") is entered into this /3 7:---day of Dc-ccNI3env , 2017, by
and between PALM SPRINGS CLASSIC, LLC, a Delaware Limited Liability Company,
("Subdivider"), and the CITY OF CATHEDRAL CITY, a Municipal Corporation ("City").
The Subdivider and the City are from time to time collectively referred to herein as the
"Parties".
RECITALS
WHEREAS, the City and Subdivider previously entered into that certain Subdivision
Agreement for Tract No. 32558, dated November 9, 2005 (the "Original Agreement"), in
connection with the development of Tract No. 32558, located at the North end of San
Joaquin Drive, westerly of the Whitewater River; and
WHEREAS, the City and Subdivider amended the Original Agreement to extend the
completion date of the public and private improvement work by entering into
Amendment No. 1 to Subdivision Improvement Agreement for Tract. No. 32558 dated
April 20, 2009 ("Amendment No. 1"); and
WHEREAS, the City and Subdivider thereafter further amended the Original Agreement
and the above Amendment No. 1 by entering into Amendment No. 2 to Subdivision
Agreement for Tract No. 32558 dated July 21, 2011 ("Amendment No. 2"); Amendment
No. 3 to Subdivision Agreement for Tract No. 32558 dated June 6, 2012 ("Amendment
No. 3"); and Amendment No. 4 for Tract No. 32558, dated April 11, 2013 ("Amendment
No. 4") and Amendment No 5 for Tract No. 32558, dated September 25, 2014
("Amendment No. 5"); and
WHEREAS, Section 1.b of the Original Agreement, as amended by Amendment No. 1
and further amended by Amendment Nos. 2, 3, 4 and 5 (such Original Agreement, as
amended by Amendment Nos. 1, 2, 3, 4 and 5, to be hereinafter referred to as the "Fifth
Amended Agreement"), required that all of the public and private improvement work in
and around said Tract No. 32558 was to have been completed by Subdivider by April 1,
2015; and
WHEREAS, some of the required public and private improvements were completed
since the execution of the Original Agreement, but not all of the said improvements
within said Tract No. 32558 were completed by April 1, 2015 as required by the terms of
the Fifth Amended Agreement; and
WHEREAS, Subdivider cites the ongoing residential building industry slump and
general poor market conditions as reasons for its continued inability to complete the
t '
required public and private improvements within Tract No. 32558 in a timely manner,
but in hopes of improvement in the housing industry or possible sale of the subdivision,
wishes to keep the Fifth Amended Agreement for Tract No. 32558 current and in full
force and effect, and
WHEREAS, Subdivider has requested that the terms of the Fifth Amended Agreement
again be amended to extend the date of completion; and
WHEREAS, Section 21 of the Fifth Amended Agreement provides that for good cause,
the time for commencement of the construction or completion of the improvements may
be extended by the City Manager of City; and
WHEREAS, notwithstanding the change in ownership of the land within Tract No. 32558
by means of foreclosure, Subdivider remains obligated to complete the public and
private improvement work within Tract No. 32558 in accordance with the provisions of
the Fifth Amended Agreement, as further amended by this Amendment No. 6; and
WHEREAS, because some of the public and private improvement work within Tract No.
32558 was completed, the total amount of the improvement securities required to
guarantee faithful performance of the improvement work was reduced in Amendment
No. 2 to $ 613,500, and the amount of improvement securities to guarantee payment for
labor and materials was agreed to be $ 601,900, in conjunction with the execution of
Amendment No. 2; and
WHEREAS, due to the time passed since the original construction estimates were
made for the said improvements, the cost for same has increased so that the current
amount of securities to complete the work within Tract No. 32558 and guarantee faithful
performance, as shown in the attached Exhibit "A", is now agreed to be $ 764,248; and
WHEREAS, there appearing to be good cause, the Parties hereto desire to extend the
date for completion of the public and private improvements within said Tract No. 32558
by the approval and execution of this Amendment No. 6 to the Fifth Amended
Agreement.
NOW THEREFORE, in consideration of the foregoing Recitals, which are hereby
incorporated into the operative provisions of this Amendment No. 6 by this reference,
and other good and valuable consideration, the receipt and adequacy of which is hereby
acknowledged, the City and the Subdivider hereby agree as follows:
1. Section 1.b of the Fifth Amended Agreement is hereby amended to read as
follows:
1.b Complete at Subdivider's own expense, all the public and private
improvement work on Tract Map No. 32558 as required on the Tentative Map
and Resolution of Approval in conformance with approved Improvement Plans
and the City standards, including the final lift of street paving, by April 1, 2019
(the "Amended Completion Date").
2. Concurrent with the execution of this Amendment No. 6, Subdivider shall submit
to the City securities in a form approved by the City Attorney in the amount of$ 764,249
to guarantee the faithful performance of the improvement work as required by
Amendment No. 5. The existing Security in the amount of $ 601,900 to guarantee
payment for labor, materials and equipment shall be maintained by Subdivider in
accordance with the terms of Section 2 of the Fifth Amended Agreement and this
Amendment No. 6.
3. Concurrent with the execution of this Amendment No. 6, Subdivider shall submit
to the City written consent to this Amendment No. 6 signed by an authorized
representative of Developers Surety and Indemnity Company, Subdivider's corporate
surety ("Surety"). Such written consent shall (i) be attached to this Amendment No.6
and (ii) be accompanied by a current Power of Attorney/Attorney in Fact for the Surety
with a notary's acknowledgement of Surety's signature; and (iii) state all of the following:
(a) Surety expressly affirms its obligation to keep all bonds furnished under
Section 2 of the Fifth Amended Agreement and this Amendment No. 6 in full
force and effect through:
(i) the Amended Completion Date of April 1, 2019; or
(ii) any date(s) through which completion is extended as permitted under
Section 21 of the Fifth Amended Agreement; or
(iii) the running of any applicable statute of limitations to enforce the
bonds, whichever of these three dates occurs last; and
(b) Surety expressly agrees to waive any default or default(s) of Subdivider
(noticed or unnoticed) which may have occurred under the Fifth Amended
Agreement; and
(c) Surety expressly agrees to all other modifications made to the Fifth Amended
Agreement by this Amendment No. 6.
4. Section 28 (a) of the Fifth Amended Agreement is hereby amended to read as
follows:
28 (a) Prior to the start of any work on the public or private improvements within
Tract No. 32558, Subdivider shall furnish City with current Certificates of Insurance
showing the coverages, indemnified parties, and other information for Liability Insurance
and Workers Compensation insurance as required by Section 26 and Section 27, and
evidence that each carrier is required to give City at least thirty (30) days prior notice of
•
the cancellation or reduction in coverage of any policy during the effective period of this
Agreement.
5. In accordance with Section 19 of the Fifth Amended Agreement, Subdivider
acknowledges and agrees that its obligations under the Fifth Amended Agreement, as
amended by the provisions of this Amendment No. 6, remain in full force and effect
notwithstanding the change in ownership of the property within Tract No. 32558, which
is now owned by New Valley PS, LLC ("New Valley").
6. Concurrent with the execution of this Amendment No. 6, Subdivider shall submit
to the City a letter signed by a responsible officer or managing member of New Valley
stating its knowledge of the contents of this Amendment No. 6 and the obligations of
the Subdivider contained herein.
7. Full copies of the Original Agreement, and Amendment Nos. 1 and No. 2 thereto,
were recorded in the Official Records of Riverside County, California as Instrument No.
2011-0358018 on August 15, 2011, and Amendment No. 3 was likewise recorded as
Instrument No. 2012-0284131 on June 20, 2012, and Amendment No. 4 was likewise
recorded as Instrument No. 2013-0272898 on June 7, 2013, and Amendment No. 5 was
recorded as Instrument No. 2014-0386677 on October 9, 2014. All such documents are
incorporated and made part of this Amendment No. 6 by this reference.
8. Except as otherwise amended by this Amendment No. 6, all other terms,
conditions and covenants set forth in the Fifth Amended Agreement shall remain in full
force and effect.
[SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the City and the Subdivider have executed this Amendment
No. 6 on the year and day first written above.
"SUBDIVIDER" "CITY"
PALM SPRINGS CLASSIC, LLC CITY OF CATHEDRAL CITY
a Delaware Limited Liability Corporation a Municipal Corporation
By: Lennar Homes of California, Inc.,
a California Corporation as B �tit� _ L
Managing Member: Charles P. McClendon
City Manager
By:
JCFf CieMU'K ATTEST:
vl C?—President
A A i'l i
Tra• y R. artinez,
Proper Notarization of Subdivider's Deputy City Clerk
Signature is required and shall be
attached).
APPROVED AS O F
sc
City A omey
APPROV D AS TO CONTENT:
y ngineer
6.19.2017
VIII •
California All-Purpose
Certificate of Acknowledgment
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached, and not the truthfulness, accuracy, or validity of that document.
State of Ca ifornia )
County of 1) )
On NVA13ef 71 a)17 before me, -?t:114) ( I rL/
personally appeared
I�I
who proved to me on the basis of satisfactory evidence to be the erson whose name is/be
P � �)
subscribed to the within instrument and acknowledged to me that he/s'he/thlsy executed the same in
his/hes/thNr authorized ca aci bs and that by his
p ty( ), y /hsjr/thbir signatureN on the instrument the
person), 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. -- ....�.,..
19
Signature 1y j�l� Y�x asp' 2018 f
(Seal)
Bond No. 839718S
Executed in Triplicate
Exhibit A-1
to
Amendment No. 6 for Tract 32558
CONSENT OF SURETY
This is an integral part of Bond Number 8397185 dated October 17, 2005 and to be attached to the bond
as described below:
WHEREAS the City of Cathedral City and Palm Springs Classic, LLC, a Delaware Limited Liability
Company(Subdivider) have entered into an agreement identified as Subdivision Improvement Agreement
for Tract No. 32558 dated November 9, 2005.
We, the, undersigned Surety, Developers Surety and Indemnity Company, a corporation organized and
existing under the laws of the state of Iowa and authorized to do business in the State of California with
offices at 17771 Cowan, Suite 100, Irvine, CA 92614 do hereby consent and agree to the
extension of time to April 1, 2019 and the foregoing Amendment No.6 to Subdivision Improvement
Agreement for Tract 32558 to which this Exhibit A-1 is an attachment, including but not limited to,the
following express agreements:
(a) Surety expressly affirms its obligation to keep all bonds furnished under Section 2 of the Fifth
Amended Agreement, in full force and effect through:
(i)the Amended Completion Date(April 1, 2019); or
(ii)any date(s)through which completion is extended as permitted under Section 21 of the Fifth
Amended Agreement; or
(iii)the running of any applicable statute of limitations to enforce the bonds, whichever of these
three dates occurs last; and
(b) Surety expressly agrees to waive any default or default(s)of Subdivider(noticed or unnoticed)which
may have occurred under the Fifth Amended Agreement; and
(c) Surety expressly agrees to all other modifications made to the Fifth Amended Agreement by this
Amendment No.6.
In Witness Whereof, the Surety has hereunto set its hand this 27`h day of October, 2017.
Developers Surety and Indemnity Company
By: ki)(14
Kathy R. Mai ; orney-in-Fact
:, t,
'. C)
[Insert Notary Page and Power of Attorney for Surety after this Page] - ;r■'��
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the
document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
State of California )
County of Orange )
On OCT 2 7 2017 before me, Mechelle Larkin, Notary Public
DATE [Name of Notary Public and Title"Notary Public"]
personally appeared Kathy R. Mair
[Name(s)of Signer(s)]
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/theif authorized capacity(ies), and that by his/her/theif 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.
A - Notary Public California?'
Orange County
Commission#2193490
' My Comm.Expires Apr 24,2021
Signature of Notary Public
Place Notary Seal Above
OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document
Title or Type of Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name: Kathy R. Mair Signer's Name:
❑ Corporate Officer—Title(s): ❑ Corporate Officer—Title(s):
❑ Partner— ❑ Limited ❑ General ❑ Partner— ❑ Limited ❑ General
❑ Individual ® Attorney-in-Fact ❑ Individual ❑ Attorney-in-Fact
❑ Trustee ❑ Guardian or Conservator ❑ Trustee ❑ Guardian or Conservator
❑ Other: ❑ Other:
Signer Is Representing: Signer is Representing:
• POWER OF ATTORNEY FOR
DEVELOPERS SURETY AND INDEMNITY COMPANY
INDEMNITY COMPANY OF CALIFORNIA
PO Box 19725,IRVINE,CA 92623 (949)263-3300
KNOW ALL BY THESE PRESENTS that except as expressly limited,DEVELOPERS SURETY AND INDEMNITY COMPANY and INDEMNITY COMPANY OF CALIFORNIA,do each
hereby make,constitute and appoint
***Kathy R. Mair, Mechelle Larkin,jointly or severally***
as their true and lawful Attomey(s)-in-Fact,to make,execute,deliver and acknowledge,for and on behalf of said corporations,as sureties,bonds,undertakings and contracts of
suretyship giving and granting unto said Attomey(s)-in-Fact full power and authority to do and to perform every act necessary,requisite or proper to be done in connection therewith as
each of said corporations could do,but reserving to each of said corporations full power of substitution and revocation,and all of the acts of said Attomey(s)-in-Fact,pursuant to these
presents,are hereby ratified and confirmed.
This Power of Attorney is granted and is signed by facsimile under and by authority of the following resolutions adopted by the respective Boards of Directors of DEVELOPERS SURETY
AND INDEMNITY COMPANY and INDEMNITY COMPANY OF CALIFORNIA,effective as of January 1st,2008.
RESOLVED,that a combination of any two of the Chairman of the Board,the President,Executive Vice-President,Senior Vice-President or any Vice President of the
corporations be,and that each of them hereby is,authorized to execute this Power of Attorney,qualifying the attomey(s)named in the Power of Attorney to execute,on behalf of the
corporations,bonds,undertakings and contracts of suretyship;and that the Secretary or any Assistant Secretary of either of the corporations be,and each of them hereby is,authorized
to attest the execution of any such Power of Attorney;
RESOLVED,FURTHER,that the signatures of such officers may be affixed to any such Power of Attorney or to any certificate relating thereto by facsimile,and any such
Power of Attorney or certificate bearing such facsimile signatures shall be valid and binding upon the corporations when so affixed and in the future with respect to any bond,undertaking
or contract of suretyship to which it is attached.
IN WITNESS WHEREOF,DEVELOPERS SURETY AND INDEMNITY COMPANY and INDEMNITY COMPANY OF CALIFORNIA have severally caused these presents to be signed by
their respective officers and attested by their respective Secretary or Assistant Secretary this 6th day of February,2017.
By: .................
ow��PANYp.�
Daniel Young,Senior Vice-President ycp.. y.'; °R+r.NL- z'p0,00
q),C'
_W: 1936 i-`1 ocT.5 �a'
By: ,Y--7j4k CI, ov
Mark Lansdon,Vice-President ,... ?, 41F iti
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the
document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document.
State of California
County of Orange
On February 6,2017 before me, Lucille Raymond,Notary Public
Date Here Insert Name and The of the Officer
personally appeared Daniel Young and Mark Lansdon
Name(s)of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s)is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies),and that by his/her/their signature(s)on the instrument the person(s),or the entity upon behalf of
LUCILLE RAYMOND which the person(s)acted,executed the instrument.
L`: Commission•2011945
4i" r Notary Public-California I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
#!t f Orange Cotlnry true and correct.
M%Comm.Ex�ires Oct 132016
WITNESS my hand and official seal.
Place Notary Seal Above Signature
Lucille lay ond,Notary Public
'.,,pERTIFICATE
The undersigned,as Secretary or Assistant Secretary pfpE 0P,ERS.SUf3,ETYAND INDEMNITY COMPANY or INDEMNITY COMPANY OF CALIFORNIA,does hereby
certify that the foregoing Power of Attorney remains in f ill force and has not been revoKedand,furthermore,that the provisions of the resolutions of the respective Boards of Directors of
said corporations set forth in the Power of Attorney are:in force i 04 t i date of llt s Certificate.
i lD .aaa.uq�
This Certificate is executed in the City of Iwma CaM nia,this afay of
OCT j 7 2017 ••••�v"••"•°j'o'' �ORA'•'Y o,,
By: � • w(:j: Z :
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ATS-1002(02/17) ''gip'•*•.. •••