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HomeMy WebLinkAboutContract 1703 DOC # 2014-0014983 01/14/2014 01:18P Fee:NC Page 1 of 28 Recorded in Official Records PLEASE COMPLETE THIS INFORMATION County of Riverside RECORDING REQUESTED BY: Larry W. Ward CITY CLERK Assessor, County Clerk & Recorder AND WHEN RECORDED MAIL TO: X111 II II I 111 1111 III 111 H II HI III CITY CLERK S R U PAGE SIZE DA MISC LONG RFD COPY CITY OF CATHEDRAL CITY 02'S 68-700 AVENIDA LALO GUERRERO M A L 465 426 PCOR NCOR SMF �CHG EXAM CATHEDRAL CITY CA 92234 C� C1 I T: CTY UNI �� Space above this line for recorder's use only 810 SUBDIVISION IMPROVEMENT AGREEMENT TRACT 34322-1 Title of Document AND AMENDMENT NO. 1 TO SUBDIVISION IMPROVEMENT AGREEMENT FOR TRACT 34322-1 TRA: DTT: THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION ($3.00 Additional Recording Fee Applies) ACR 238(Rev.03/2008) RECORDING REQUESTED BY: CITY CLERK WHEN RECORDED RETURN TO: City Clerk City of Cathedral City 68-700 Avenida Lalo Guerrero Cathedral City, CA 92234 SPACE ABOVE THIS LINE FOR RECORDER'S USE CITY OF CATHEDRAL CITY SUBDIVISION IMPROVEMENT AGREEMENT TRACT NO. 34322-1 DATE OF AGREEMENT: /aV'' //i /3 �� / 3 NAME OF SUBDIVIDER: DESERT PRINCESS HOLDINGS, LLC, a California Limited Liability Company (hereinafter referred to as "Subdivider"). NAME/NUMBER OF SUBDIVISION: TRACT NO. 34322-1 AND PLANNED UNIT DEVELOPMENT NO. PUD 2007-001, (hereinafter referred to as "Subdivision"). TENTATIVE MAP AND PUD APPROVED ON JULY 11, 2007, BY ACTION OF THE CITY COUNCIL(Minute Orders No. 4302A and 4302B (hereinafter the "Approval Action''. PROPERTY SUBJECT TO AGREEMENT: The real property which is the subject of this Agreement is located in the City of Cathedral City, County of Riverside and is described in Exhibit "A" attached hereto and incorporated herein (hereinafter the "Property"). EST. TOTAL COST OF EST. TOTAL COST OF EST. TOTAL COST OF PUBLIC IMPROVEMENTS: PRIVATE IMPROVEMENTS: MONUMENTATION: $ 327,000 (see Exhibit "B") $ 461,600 (see Exhibit "B") $ 14,850 SURETY COMPANY: 'r'' E71r/4'n L yrO E l-+►Y i ry S-1/RA rsl cG G4) ., BOND NUMBERS: O C- 3 b' L 5/2. LETTER OF CREDIT NUMBERS: FINANCIAL INSTITUTION: Date of Final Map Approval: 1I I i WI3 Page 1 of 18 111110 IIUIVIIIVIIIVIIIVIIIVIIIIIIVIIIII VIII E+1 1412© 101 38F THIS SUBDIVISION IMPROVEMENT AGREEMENT ("Agreement") is made and entered into by and between the City of Cathedral City, a California municipal corporation (hereinafter referred to as "City"), and Desert Princess Holdings, LLC, a California Limited Liability Company (hereinafter referred to as "Subdivider"). City and Subdivider are sometimes referred to hereinafter individually as a "Party", and collectively as the "Parties". RECITALS A. Subdivider is the owner of certain real property located in the City of Cathedral City legally described on Exhibit "A" attached hereto and incorporated and made part of this Agreement by this reference (the "Property"). B. Subdivider has presented to City for approval and recordation a final subdivision map of a proposed subdivision pursuant to provisions of the Subdivision Map Act of the State of California (the "Act") and the ordinances and regulations of the City relating to the filing, approval and recordation of subdivision maps. The Act, and the ordinances and regulations of the City are collectively referred to in this Agreement as the "Subdivision Laws", and Subdivider acknowledges familiarity with the Subdivision Laws and hereby agrees to comply therewith. C. Pursuant to the Approval Action, a tentative map of the Subdivision has been approved, subject to the Subdivision Laws and the requirements and conditions contained on the tentative map approved thereby (hereinafter the "Tentative Map"). The Tentative Map and the Approval Action are on file in the Office of the City Clerk, and such Tentative Map and all requirements and conditions imposed thereon by the Approval Action are incorporated into this Agreement by this reference as if set forth fully herein. D. The Subdivision Laws establish as a condition precedent to the approval of a final map that Subdivider must have complied with the requirements and conditions of the Tentative Map by either completing in accordance with City Standards, as hereinafter defined, all of the public and private improvements and land development work required by the Subdivision Laws and the Tentative Map; or (2) have entered In a secured agreement with the City to complete such public and private improvements. E. In consideration the approval of a final map for the Subdivision by the City Council, Subdivider desires to enter into this Agreement to complete at its own expense all of the improvements for the proposed Subdivision. Subdivider has secured this Agreement with sufficient improvement securities in a form approved by the City Attorney (referred to collectively hereinafter as "Improvement Securities" and individually as "Improvement Security") to guarantee the construction and completion of all of the improvements. F. Improvement Plans (the "Plans") for the construction, installation, and completion of the public and private improvements have been prepared by Subdivider and approved by the City Engineer. The City has adopted standards (hereinafter "Standards") for the construction Page 2 of 18 11111111111111111 II III 111111111 1111111111111 01/14/2014 2914-901498P 33 and installation of improvements within the City, and the Plans have been prepared in conformance with the Standards in effect on the date of the Tentative Map Approval Action. The Plans are on file in the Office of the City Engineer and are incorporated into this Agreement by this reference as if set forth fully herein. All references in this Agreement to the Plans shall be deemed to include reference to any specifications for all of the improvements as approved by the City Engineer. G. An estimate of the cost for construction of the public and private improvements and performing the land development work in connection with the improvements according to the Plans has been made and approved by the City Engineer. The estimated cost of these improvements is set forth on Page One (1) of this Agreement, and the basis for the estimate is attached hereto as Exhibit "B" and incorporated and made part of this Agreement by this reference. The amounts of the Improvement Securities required to be posted with this Agreement are also based upon the estimate in Exhibit "B". H. Subdivider recognizes that by approving the final map for the Subdivision, the City will confer substantial rights upon Subdivider, including the right to sell, lease, or finance lots within the Subdivision and will take the final act necessary to subdivide the Property. Subdivider also acknowledges that as a result of taking such action, the City will be damaged to the extent of the cost of installation of the improvements should Subdivider fail to perform its obligations in accordance with the provisions of this Agreement. NOW, THEREFORE, in consideration of the City Council's approval and recordation of the final map of the Subdivision, Subdivider and City hereby agree as follows: 1. Subdivider's Obligation to Construct Improvements. (a) In constructing and installing the Improvements (as hereinafter defined), Subdivider shall comply with all the requirements and conditions of the Tentative Map, and any amendments thereto, as well as the provisions of the Subdivision Laws. (b) Subdivider shall complete, at its own expense, all the public and private improvements and related work in and on Tract No. 34322-1, as required by the conditions of approval of the Tentative Map in conformance with the approved Plans and City Standards, including without limitation, those improvements set forth in Exhibit "B" (hereinafter collectively the "Improvements"), within twenty-four ( 24 ) months of the date of final map approval by the City Council, or by the date of final inspection by the City Building Department of any of the last 5 residential units constructed on Lots 1 through 22, inclusive and Lots 26 through 54, inclusive of said Tract No. 34322-1, whichever date occurs first. (c) Subdivider shall furnish the necessary materials for completion of the Improvements in conformity with the Plans and City Standards. (d) Subdivider shall acquire and dedicate, or pay the cost of acquisition by the City, of all right-of-way, easements and other interests in real property required for construction or installation of the Improvements, free and clear of all liens and encumbrances. Subdivider's obligations relating to acquisition by City of off-site rights-of-way, easements and other interests in real property shall be subject to a separate agreement between Subdivider and City. Page 3 of 18 11111 IIIIIIIVIIIVIIIVIIIVIIIVIIIIIIVIIIIIIIIIII Fa1.'14.4eo41T818F Subdivider shall also be responsible for obtaining any public or private drainage easements or authorizations therefor to accommodate the Subdivision. (e) Subdivider shall diligently prosecute construction of the Improvements and complete same by the deadline stated in Subsection 1(b) above, unless a time extension is granted by the City as authorized in Section 20 of this Agreement. (f) Subdivider shall furnish and install all monuments and stakes as specified and shown on the final map for Tract No. 34322-1 in accordance with the provisions of the Subdivision Laws and provide centerline ties to the City Engineer, all within thirty (30) days after completion of the Improvements, or within twenty-four (24) months of the date of final map approval by the City Council, whichever occurs first, but in any event prior to the acceptance of the improvements by the City. 2. Improvement Securities. (a) Subdivider shall at all times guarantee Subdivider's performance of this Agreement by furnishing and maintaining good and sufficient Improvement Securities with the City as required by the Subdivision Laws on forms approved by City for the purposes and in the amounts as follows: (i) Seven Hundred Eighty Eight Thousand Six Hundred and 00/100 DOLLARS ($ 788,600.00) to ensure faithful performance of the construction and installation of the Improvements required by this Agreement ("Performance Security"), which amount is 100% of the estimated cost of the Improvements as set forth in Exhibit "B"; and (ii) Three Hundred Ninety Four Thousand Three Hundred and 00/100 DOLLARS ($ 394,300.00) to secure payment to any contractor, subcontractor, persons renting equipment or furnishing labor materials for the Improvements required to be constructed or installed pursuant to this Agreement ("Labor & Materials Security"), which amount is 50% of the estimated cost of the improvements; and (iii) Seventy Eight Thousand Eight Hundred Sixty and 00/100 DOLLARS ($ 78,860.00) in the form of a Warranty Bond or cash deposit with the City to guarantee or warranty the Improvement work done pursuant to this Agreement for a period of one (1) year following acceptance/certification thereof by City, against any defective work or labor done or defective materials furnished ("Warranty Security"). The Warranty Security is 10% of the estimated cost of the Performance Security amount described above, and such Warranty Security must be provided by Subdivider to City prior to the City's release of any bonds or Improvement Securities filed with this Agreement; and (iv) Fourteen Thousand Eight Hundred Fifty and 00/100 DOLLARS ($ 14,850.00), in the form of a cash deposit, which is 100% of the estimated cost of setting final subdivision monuments and providing centerline ties ("Monumentation Security"). (b) The Improvement Securities required by this Agreement shall be kept on file with the City Clerk. If surety bonds are used, they must be issued by a surety company currently admitted to transact surety insurance business in California by the California Department of Insurance, with a Best's Insurance Guide rating of no less than A-. The terms of any documents evidencing such Improvement Securities as set forth in this Section 2 or referenced on Page One (1) of this Agreement, are incorporated into this Agreement by this Page 4 of 18 I IIIIII 111111111111111111111111111111111111111 Fit 2 41 5 41218$1 9P reference as if set forth fully herein. If any Improvement Security is replaced by another type or kind of approved Improvement Security, subject to the approval of the form thereof by the City Attorney, the replacement shall be filed with City Clerk and, upon filing, shall be deemed to have been made a part of and incorporated into this Agreement. Upon filing of a satisfactory replacement Improvement Security with the City Clerk, the former Improvement Security shall be released. (c) Subdivider agrees to keep its Improvement Securities in full force and effect until they are reduced or released by City. If any Improvement Security provided by Subdivider is cancelled or terminated for any reason by the action of a surety, financial institution or other party, it shall be the responsibility of the Subdivider to immediately, upon written notice from City, provide a substitute Improvement Security which conforms to all the requirements of this Section 2 in the same amount or amounts. (d) Any additions, changes, alterations, or modifications of this Agreement or to the Plans, Specifications and Improvements referred to herein, including any extension of time within which the work hereunder may be completed, shall not release or exonerate any surety or sureties on the Improvement Security given in connection with this Agreement. 3. Alterations to Improvement Plans: Modification of City Standards. (a) Any changes, alterations or additions to the Plans or to the Improvements, not exceeding 10% of the original estimated cost of the Improvements, which are mutually agreed upon by City and Subdivider, shall not require Subdivider to increase any Improvement Securities provided under this Agreement. In the event such changes, alterations, or additions exceed 10% of the original estimated cost of the Improvements, Subdivider shall provide additional Performance Security as required by Section 2 of this Agreement for 100% of the total estimated cost of the Improvements as changed, altered, or amended, minus any completed partial releases allowed by Section 7 of this Agreement. Subdivider shall also provide additional Labor & Materials Security as required by Section 2 of this Agreement for 50 % of the total estimated cost of the Improvements as changed, altered, or amended. (b) Subdivider shall construct all Improvements in accordance with the City Standards in effect as of the date of the Approval Action specified on Page One (1) hereof. The City reserves the right to modify the Standards applicable to the Subdivision and this Agreement, when necessary to protect the public safety or welfare or to comply with applicable State or Federal law or City zoning ordinances. If Subdivider requests and is granted an extension of time for completion of the Improvements, the City may apply the Standards in effect at the time the extension is granted. 4. Modification of Drainage Plan. Subdivider agrees that if during the course of construction and installation of Improvements it shall be determined by the City Engineer that revision of the drainage plan is necessary in the public interest, it will undertake such design and construction changes as may be reasonable and as are indicated by the City Engineer and approved by City. Said changes, if any, shall be confined to the Property. Page 5 of 18 1 111111 11111111111111111 11111 11111 111111 ,1y:341,1071 4329188318p 5. Acquisition and Dedication of Easements or Rights-of-Way. (a) If any of the public improvement and land development work contemplated by this Agreement is to be constructed or installed on land not owned by Subdivider, no construction or installation shall be commenced before: (i) The offer of dedication to City of appropriate rights-of-way, easements or other interest in real property, and appropriate authorization from the property owner to allow construction or installation of the improvements or work, or (ii) The dedication to, and acceptance by, the City of appropriate rights-of-way, easements or other interests in real property, as determined by the City Engineer/Public Works Director, or (iii) 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. (b) Nothing in this Section 5 shall be construed as authorizing or granting an extension of time to Subdivider. 6. Inspections; Final Acceptance and Certification of Improvements. (a) Subdivider shall at all times maintain proper facilities and safe access for inspection of the Improvements by City inspectors and to the shops wherein any work is in preparation. (b) Upon completion of the Improvements covered in this Agreement, the Subdivider shall request a final inspection by the City Engineer or his/her authorized representative. Following receipt of such request, the City Engineer shall inspect the improvements, make certain determinations and take certain actions as follows: (i) If the City Engineer, or his/her authorized representative, determines that the Improvements requiring dedication to and acceptance by the City for public use (the "Public Improvements") have been completed in accordance with this Agreement, then the City Engineer shall certify the completion of the Public Improvements by placing a resolution on the next most convenient City Council agenda seeking: (1) formal acceptance of the Public Improvements; (2) release of the Improvement Securities; and (3) authorization to file and record a Notice of Completion. Said determination by the City Engineer and agendization of the acceptance and release shall not be unreasonably withheld or delayed. Any certification and/or acceptance of the Public Improvements shall not constitute a waiver of any defects by City. (ii) For Improvements not requiring dedication to or acceptance by the City (the "Private Improvements"), the City Engineer or his/her authorized representative shall inspect such improvements, and/or shall have the discretion to accept a certification from Subdivider's registered civil engineer stating that the Private Improvements have been completed in accordance with the approved Plans, City Standards and the Tentative Map. If the City Engineer, or his/her authorized representative, makes a finding, based on his/her own inspection (and/or any certification submitted by Subdivider's registered civil engineer) that the Private Improvements have been installed and constructed in accordance with the approved Plans, City Standards and the Tentative Map, the City Engineer shall recommend certification of the completion of the Private Improvements by Page 6 of 18 11111 MEM 1111101111111111111111110111111111 0124120E1,3$2~18P placing an item on the next most convenient City Council agenda requesting certification and authorization to release the Improvement Securities. Said determination by the City Engineer and agendization of the certification and release shall not be unreasonably withheld or delayed. (c) Subdivider shall bear all costs of inspection and certification of the Improvements. 7. Release of Improvement Securities. (a) The Performance Security shall be fully released only upon the final completion and certification of all Public and Private Improvements, and after acceptance of the Public Improvements by the City Council. Partial releases may be permitted subject to the provisions of Subsections (a)(i) and (a)(ii) hereof. Upon final completion of the Public and Private Improvements under this Agreement, and after City Council acceptance/certification, the City shall file a Notice of Completion in accordance with the California Civil Code. (i) The City Engineer may release a portion of the Performance Security, as work on the Improvements progresses, upon written application thereof by the Subdivider; provided, however, that no such release shall be considered by City until the value of the work remaining to be completed is twenty percent (20%) or less of the estimate of the total amount of work to be done as shown in Exhibit °B". Upon approval of a partial release or the reduction of Performance Security, the City shall not reduce such Performance Security to an amount less than two hundred percent (200%) of the value of the work remaining to be done. City and Subdivider agree that not more than two requests for reduction or partial release of Performance Security shall be considered between the start of construction and the completion and acceptance/certification of the Improvements by the City. (ii) In no event shall the City Engineer authorize a release of the Performance Security which would reduce such security to an amount below that required to guarantee the completion of the Improvements and any other obligations imposed upon Subdivider by this Agreement. (iii) No partial reduction or release of the Performance Security shall constitute or be construed as the City's acceptance of any Improvements or related work. Such partial reductions or releases (if any) will merely reflect that a certain portion of the required work has been done. (b) The Labor & Materials Security shall, ninety (90) days after the City's recordation of the Notice of Completion described Subsection 7(a), be reduced to an amount equal to 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 assure the performance of any other obligations secured by the Labor & Materials Security and to cover legal costs. The balance shall be released upon the settlement of all claims and obligations for which the Labor & Materials Security was given. If no claims or liens have been filed and no notice has been given to City within said ninety (90) day period, then the Labor& Materials Security shall be released in full. (c) The Warranty Security shall not be released until after the expiration of the one-year (1-year) warranty period and until any claims filed during the warranty period Page 7 of 18 II 11II11VIIIVIIIVIIIVIIIVIIIIIIVIIIIIIIIIII 61,1418 of 8 8P have been settled. As provided in Section 11, below, the warranty period shall not commence until final acceptance/certification of the Improvements and related work by the City Council. (d) The Monumentation Security may be released in full by the City Engineer in accordance with the terms of the separate monument agreement with the City, or if there is none, upon submittal of the following: (i) a written certification from the professional engineer or surveyor responsible for setting the monuments stating that all the final monuments for the Subdivision have been set in accordance with the Professional Land Surveyors Act and the Subdivision Map Act, and that the professional engineer or surveyor has been paid in full by Subdivider for such services; and (ii) centerline tie sheets prepared in a manner acceptable to the City Engineer showing the locations of centerline monuments in existing public or private streets. (e) The City may retain from any Improvement Securities released an amount sufficient to cover costs and reasonable expenses and fees, including reasonable attorneys' fees. 8. Injury to Public Improvements, Public Property or Public Utilities Facilities. Subdivider shall replace or repair, or cause the repair or replacement of any and all public or private improvements, public utilities facilities and survey 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 private improvements or 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 made to the reasonable satisfaction, and subject to the approval of the City Engineer and the owner of any such public or private improvement. 9. Permits. Subdivider shall, at Subdivider's expense, obtain all necessary permits and licenses for the construction and installation of the Improvements, give all necessary notices and pay all fees and taxes required by law. 10. Notice of Breach/Default of Subdivider. (a) Default of Subdivider shall include, but not be limited to: (1) Subdivider's failure to timely complete construction of the Improvements; (2) Subdivider's failure to timely cure any defect in the Improvements; (3) Subdivider's failure to perform substantial construction work for a period of twenty (20) calendar days after commencement of the work; (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 Property or a portion thereof, or any conveyance in lieu or in avoidance of foreclosure; (6) Subdivider's failure to keep the Improvement Securities in full force and effect; (7) Subdivider's failure to notify the City of any sale, transfer or other disposition of the Property to a purported new subdivider; (8) Subdivider's Page 8 of 18 1 p failure to maintain insurance; or (9) the failure of Subdivider or Subdivider's contractors, subcontractors, agents or employees to comply with any other terms and provisions of this Agreement. (b) In the event of any such default, the City Engineer or the City Council may serve written notice to Subdivider specifying in reasonable detail the nature of the default. Subdivider shall have thirty (30) days from receipt of said notice to cure the default; provided that, if the default is not reasonably susceptible to being cured within said thirty (30) days, Subdivider shall have a reasonable period of time to cure the default so long as Subdivider commences to cure the default within said thirty (30) days and diligently prosecutes the cure to completion. (c) If following service of such written notice of default, Subdivider fails to cure or commence curing the default to the satisfaction of City within the cure period specified in Subsection 10(b), above, the City Engineer or the City Council may serve notice of Subdivider's default upon Subdivider and where applicable Subdividers surety, or the holder(s) of any other Improvement Securities, in accordance with the notice provisions set forth in Section 22 of this Agreement. (d) In the event of service of the notice of default specified in Subsection 10(c), above, Subdivider's surety shall have the duty to take over and complete the Improvements and related work required under this Agreement; provided; however, that if the surety, within twenty (20) days after the serving upon it of such notice of default, does not give the City written notice of its intention to take over the construction of said Improvements or does not, within ten (10) days after giving City notice of such election, commence to complete the Improvements, City may take over the work and prosecute the Improvements 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 costs or damages occasioned City thereby; and, in such event, City, without liability for so doing, may take possession of, and utilize in completing the Improvements, such materials, appliances, plant and other property belonging to Subdivider as may be on the site of the work and necessary for the completion of same. (e) The City reserves to itself all remedies available to it at law or in equity for Subdivider's default under this Agreement. The City shall have the right, subject to this Section, to draw upon or utilize the appropriate Improvement Securities to mitigate City's damages in event of default by Subdivider. The right of City to draw upon or utilize the Improvement Securities is additional to and not in lieu of any other remedy available to City. It is specifically recognized that the estimated costs and amounts of Improvement Securities may not reflect the actual cost of construction or installation of the Improvements, and therefore, City's damages for Subdividers default shall be measured by the actual cost of completing the required Improvements. The sums provided by the Improvement Securities may be used by City for the completion of the Improvements in accordance with the Plans. (f) Failure of Subdivider to comply with the terms of this Agreement, including but not limited to, construction of all the Improvements as set forth herein and as required by the Tentative Map, shall constitute Subdivider's consent to: (1) the filing by City of a notice of violation against all of the lots in the Subdivision; (2) a rescission by the City Council of the map approval; (3) action by City to otherwise revert the Subdivision to acreage; and (4)withholding of Building permits, utility connections and/or Certificates of Occupancy. The remedies provided Page 9 of 18 1111111111 11111 11111 11113 1111 ;ia1200; 8i8F by this Subsection (f) are in addition to and not in lieu of any other remedies available to City at law or in equity. Subdivider agrees that the choice of remedy or remedies for Subdivider's default or breach shall be in the sole discretion of City. (g) In the event that Subdivider fails to perform any obligation hereunder, Subdivider agrees to pay all costs and expenses incurred by City in securing performances of such obligations, including costs of suit and reasonable attorney's fees. (h) The failure of City to take an enforcement action with respect to a default, or to declare a default or breach, shall not be construed as a waiver of that default or breach, or of any subsequent default or breach of Subdivider. Any failure by the City to enforce any provision of this Agreement shall not be construed as a waiver of the right to compel enforcement of such provision(s) and further shall not act to release any surety from its obligations under this Agreement. 11. Warranty. (a) For a period of one (1) year after final acceptance/certification by the City Council of the Improvements, Subdivider shall guarantee or warranty the Improvements against any defective work or labor done or defective materials furnished. If within the warranty period any work relating to the Improvements or any part of thereof furnished, installed, constructed or caused to be done, furnished, installed or constructed by Subdivider fails to fulfill any of the requirements of this Agreement or the Plans, Subdivider shall without delay and without any cost to City, commence to repair or replace or reconstruct any defective or otherwise unsatisfactory part or parts of the work or structure within thirty (30) days of receiving written notice from City of the defect and diligently prosecute the repair or replacement work to completion. (b) Should Subdivider fail to act promptly or in accordance with the repair/replacement requirements set forth herein, Subdivider hereby authorizes City, at City's option, to perform the repair/replacement work twenty (20) days after mailing written notice to Subdivider and to Subdivider's surety, and Subdivider agrees to pay City for the cost of such work. (c) Should the City determine that an emergency or a threat to the public safety and welfare exists from the condition of the Improvements which require repairs, replacements or remedial measures to be made before Subdivider can be notified, City may, in its sole discretion, make the necessary repairs or replacements or perform the necessary work and Subdivider shall pay to City the cost of such repairs. 12. Subdivider Not Agent of City. Neither Subdivider nor any of Subdividers agents, officers, employees, or contractors are or shall be considered to be agents of City in connection with the performance of Subdivider's obligations under this Agreement. 13. Injury to Improvement Work; Risk of Loss. Until such time as the Public Improvements are accepted by City, Subdivider shall be responsible for and bear the risk of loss to any of the Public Improvements constructed or installed and shall be responsible for the care, maintenance of and any damage to such Public Improvements. Neither City, nor any of its Page 10 of 18 11111111111111 1111111111111111111111111111 1111111111111 2014-0014983 01/14.'2191 4f 2818P agents, officers or employees shall be liable or responsible for any accident, loss or damage, regardless of cause, happening or occurring to the Public Improvements specified in this Agreement prior to the completion and acceptance of the Public Improvements by City. All such risks shall be the responsibility of and are hereby assumed by Subdivider. The Subdivider is responsible for and shall bear the risk of loss for all Private Improvements at all times. 14. Other Agreements. Nothing contained in this Agreement shall preclude City from expending monies pursuant to agreements concurrently or previously executed between the Parties, or from entering into agreements with other subdividers for the apportionment of costs of water and sewer mains, or other improvements, pursuant to the provisions of City ordinances providing therefor, nor shall anything in this Agreement commit to any such apportionment. 15. Subdivider's Obligation to Warn Public During Construction. Until final acceptance/certification of the Public Improvements pursuant to Section 6(b)(i), and final certification of construction of the Private improvements pursuant to Section 6(b)(ii), Subdivider shall give good and adequate warning to the public of each and every dangerous condition existent in said Improvements, and will take all reasonable actions to protect the public from such dangerous conditions on or around the work site. 16. Vesting of Ownership. Upon acceptance of the_Public Improvements and related work on behalf of the City, and after recordation of the Notice of Completion, ownership of the Public Improvements and any improvement constructed on any public street pursuant to this Agreement shall vest in City. 17. Indemnity/Hold Harmless. (a) Neither City, nor any official, officer, employee, contractor or agent thereof shall be liable for any injury to persons or property occasioned by reason of the acts or omissions of Subdivider, its agents, subcontractors or employees in the performance of this Agreement. Subdivider hereby agrees to, and shall defend and hold harmless City, its elective and appointive boards, commissions and officers, and its agents, contractors and employees from and against any and all claims, demands, causes of action, damages, costs, expenses, actual attorneys' fees, consultant's fees, expert's fees, losses or liability, in law or in equity, of every kind and nature whatsoever arising out of or in connection with Subdivider's operations, or any subcontractor's operations, to be performed under this Agreement for Subdivider's or subcontractor's tort negligence including active or passive, or strict negligence, including but not limited to personal injury including, but not limited to bodily injury, emotional injury, sickness or disease, or death to persons and/or damage to property of anyone, including loss of use thereof, caused or alleged to be caused by any act or omission of Subdivider or any subcontractor, or anyone directly or indirectly employed by any of them or anyone for the full period of time allowed by law, with the exception of the sole negligence or willful misconduct of City. (b) Subdivider's indemnity, defense and hold harmless obligations under this Section 17 are not conditioned or dependent upon whether City, or its elective and appointive boards, commissions and officers, or its agents, contractors and employees, prepared, supplied Page 11 of 18 1111111111111 IIIII IIIII IIIII IIIII IIIII III 111111 III 101 ei.i01 2 00 44983 12 of 28 or reviewed any Plans or related specifications in connection with the Improvements, or whether City or Subdivider has insurance or other indemnification covering any of these matters. (c) Subdivider's obligation to indemnify, hold harmless and defend City shall extend to injuries to persons and damages to or alleged taking of property resulting from the design or construction of the Improvements, and shall likewise extend to adjacent property owners asserting claims based upon the diversion of waters caused by the Subdivider's design or construction of public drainage systems, streets, and other public facilities or improvements. City's acceptance and/or certification of the Improvements shall not constitute an assumption by City of any responsibility or liability for any damage or alleged taking of property referenced herein. City shall not be responsible or liable for the design or construction of the Improvements constructed or installed pursuant to the Plans, unless the particular Improvement design was required by City over the written objection of Subdivider, which objection stated that the Improvement design was potentially dangerous or defective and set forth a safe and feasible alternative design. After City's acceptance/certification of the Improvements, Subdivider shall remain obligated to correct or eliminate all dangerous conditions caused by defects in design or construction; provided, however, that the Subdivider shall not be responsible for routine maintenance. Subdivider acknowledges and agrees that Subdivider shall be responsible and liable for the design and construction of the Improvements and other work done pursuant to this Agreement, and except as may be provided above, City shall not be liable for any acts or omissions in approving, reviewing, checking, correcting or modifying any Plans, or in inspecting, reviewing or approving any work or construction of Improvements. Subdivider's Improvement Securities shall not be required to secure Subdivider's obligations under this Section 17. 18. Sale or Disposition of Subdivision: Assignment. (a) Subdivider acknowledges and agrees that sale, transfer or other disposition of the Property prior to completion of the Improvements required hereunder will not relieve Subdivider from the obligations set forth in this Agreement, and Subdivider shall be required to notify City sixty (60) day in advance of any sale or transfer of ownership of the Property or any proposed assignment of this Agreement. If Subdivider sells or otherwise transfers the Property to any other person or entity prior to final completion of the Improvements, or wishes to assign this Agreement, Subdivider may request a novation of this Agreement and a substitution of Improvement Securities by the new owner or proposed assignee (hereinafter collectively for purposes of this Section, "Successor"). Subdivider shall be required to provide any documentation reasonably required by City to determine the appropriateness of any proposed Successor. (b) Any proposed Successor must demonstrate to the City its ability to perform and complete the obligations of Subdivider under this Agreement, as determined by objective standards of financial capability, creditworthiness and experience required for such performance, and the City shall have the right to compel the Successor to disclose all documents, information and other material which, in City's sole reasonable discretion, may establish or tend to establish that the proposed Successor meets the standards specified herein. Following approval by City and full execution of a novation (or other such release or assignment and assumption agreement(s) entered into by Subdivider, Successor and City), posting of satisfactory Improvement Securities and submission of required insurance by Successor, City Page 12 of 18 111111111111111111110111111111111111111111 °1:2914a©fe9818P shall release or reduce the securities posted by Subdivider in accordance with the provisions of such novation. Nothing in the novation (or other such release or assignment and assumption agreement entered into by Subdivider, Successor and City) shall relieve Subdivider of its obligations under any other Section of this Agreement for work or Improvements performed by Subdivider prior to the novation. 19. Time of the Essence. Time is of the essence in this Agreement. 20. Time for Completion of Improvements; Extensions. (a) Subdivider shall commence and diligently prosecute to completion construction of all the Improvements required by this Agreement. In the event good cause exists as recommended by the City Engineer and approved by the City Manager, the time for completion of the Improvements as specified in Subsection 1(b) of this Agreement may be extended as permitted by City ordinance, provided the Subdivider submits the extension request to City in writing prior to the expiration of the time period specified in said Subsection 1(b). Any such extension granted shall be subject to the limitations and conditions set forth in Subsections 20(b) and (c), below, and shall be made by a writing executed by the City Manager in a form as approved by the City Attorney. (b) 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 Improvement Securities given for this Agreement. However, City reserves the right to require as part of any extension amendment a written assurance from the surety acceptable to the City Attorney that the Improvement Securities required by Section 2 of this Agreement shall remain enforceable throughout the term of any extension. (c) The City Manager shall be the sole and final judge as to whether or not good cause has been shown to entitle Subdivider to an extension. In addition, the time for completion of the Improvements shall be extended for any delay resulting from an act of City, or from an act of God, which Subdivider could not have reasonably foreseen, or by storm or inclement weather which prevents the conducting of work, or by strikes, boycotts, similar actions by employees or labor organizations, which prevent the conducting of work, and which were not caused by or contributed to by Subdivider, provided that Subdivider provides City with written notice of the delaying event within fifteen (15) days of the commencement of the delay. In the event of such delaying event, Subdivider shall use all reasonable efforts to remedy same and resume completion of the Improvements as promptly as practicable. (d) As a condition of granting an extension of time to complete the Improvements required by this Agreement, the City Manager may require Subdivider to furnish new or additional Improvement Securities guaranteeing performance of this Agreement as extended in an increased amount as necessary to compensate for any increase in construction costs as determined by the City Engineer. 21. No Vesting of Rights. Performance by Subdivider of this Agreement shall not be construed to vest Subdivider's rights with respect to any change in any zoning or building law or ordinance. Page 13 of 18 14f61f 22. Notice. All notices required by or provided for under this Agreement shall be in writing and delivered in person or sent by certified or registered 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 of address is filed with City: Notice to City: City of Cathedral City 68-700 Avenida Lab Guerrero Cathedral City, CA 92234 Attn: City Manager With a Copy to: Charles Green, City Attorney Green, de Bortnowsky and Quintanilla 23801 Calabasas Road, Suite 1015 Calabasas, CA 91302-1595 Notice to Subdivider: Desert Princess Holdings, LLC C/o: BLF Land, LLC P. 0. Box 188 Hamer, Idaho 83425 Attn: Blaine Larsen, Manager Phone: (208) 662-5501 Fax: E-mail: blf @larsenfarms.com With a Copy To: Notice to surety: Bond No. 23. Severability. The provisions of this Agreement are severable. If any portion of this Agreement is held invalid by a court of competent jurisdiction, the remainder of the Agreement shall remain in full force and effect unless amended or modified in writing by the mutual consent of the Parties. Page 14 of 18 i u rnIIIIIIIVIIIVIIIVIIIVIIIVIIIIIIIIIIIIIIIIii Al/141 @ 4£012818F 24. Captions. The captions of this Agreement are for convenience and reference only and shall not define, explain, modify, limit, exemplify, or aid in the interpretation, construction or meaning of any provisions of this Agreement. 25. Insurance. (a) Subdivider shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Commercial General Liability Insurance, with a minimum combined single limit of One Million Dollars ($1,000,000) for each occurrence and Two Million Dollars ($2,000,000) in the aggregate, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts of Subdivider or any contractors or subcontractors in the performance of this Agreement. Said policy shall include coverage for manufacturers and contractors, independent contractors, products and completed operations and personal injury. (b) Subdivider shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Commercial Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by Subdivider in performing the services required by this Agreement. (c) Subdivider agrees to carry, maintain, and keep, in full force and effect, at all times during the performance of work under this Agreement workers' compensation insurance as required by law, and in case any work is sublet, Subdivider shall require any contractor or subcontractor similarly to provide Worker's Compensation Insurance for all contractor's or subcontractor's employees, unless such employees are covered by the protection afforded by Subdivider. (i) In case any class of employees engaged in work under this Agreement at the work site(s) is not protected under any Worker's Compensation law, Subdivider shall provide and shall cause each contractor or subcontractor to provide, adequate insurance for the protection of employees not otherwise protected. (ii) Subdivider hereby indemnifies City for any damages or claims resulting from failure of either Subdivider or any contractor of subcontractor to take out or maintain such liability or workers compensation insurance. (d) The policy or policies required by this Section shall be issued by an insurer admitted in the State of California and with a rating of at least a B+;VII in the latest edition of Best's Insurance Guide. (e) At all times during the term of this Agreement, Subdivider shall maintain on file with the City Clerk a certificate or certificates of insurance in a form acceptable to the City Attorney, showing that the aforesaid policies are in effect in the required amounts. Subdivider shall, prior to commencement of work under this Agreement, file with the City Clerk such certificate or certificates. The policies of insurance required by this Agreement shall contain an endorsement naming City as an additional insured. All of the policies required under this Agreement shall contain an endorsement providing that the policies cannot be canceled or reduced except on thirty (30) days prior written notice to City, and specifically stating that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. Page 15 of 18 1 011111111111 1111111E111 r i,114214- 14S8:3 18P (f) The insurance provided by Subdivider shall be primary to any coverage available to City. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation. (g) Any deductibles or self-insured retentions must be declared to and approved by City prior to the commencement of work under this Agreement. At the option of City, Subdivider shall either reduce or eliminate the deductibles or self-insured retentions with respect to City, or Subdivider shall procure a bond guaranteeing payment of losses and expenses. (h) Subdivider shall not commence work under this Agreement until Subdivider shall have obtained all insurance required pursuant to this Section, and such insurance has been approved by City, nor shall Subdivider allow any contractor or subcontractor to commence work on the Improvements until all similar insurance required of the contractor or subcontractor has been obtained. 26. Attorneys' Fees. In the event any action at law or in equity is brought to enforce the terms of this Agreement, the prevailing Party shall be entitled to litigation costs and reasonable attorneys' fees. 27. Incorporation of Recitals. The Recitals to this Agreement are hereby incorporated into in the terms of this Agreement 28. Entire Agreement. This Agreement constitutes the entire agreement of the Parties and supersedes any prior written or oral agreements between them with respect to the subject matter hereof. All modifications, amendments, or waivers of the terms of this Agreement must be in writing and signed by the appropriate representatives of the Parties. 29. Governing Law; Venue. This Agreement shall be governed by and interpreted in accordance with the laws of the State of California. In the event that suit shall be brought by either Party to this contract, the Parties agree that venue shall be exclusively vested in the State courts of the County of Riverside, California or where appropriate, in the United States District Court, Southern District of California, Riverside, California. 30. Runs with the Land; Recordation. (a) The Parties agree that the terms and provisions set forth in this Agreement shall be deemed provisions, terms and/or covenants running with the Property in accordance with applicable law, including without limitation, California Civil Code section 1468, and shall pass to and be binding upon the heirs, successors and assigns of the Parties to this Agreement, and on any successor owner of the Property. (b) The provisions of Subsection 30(a) notwithstanding, Subdivider shall remain jointly and severally liable with its heirs, successors, assigns or successor owners of the Property for the responsibilities and liabilities imposed by this Agreement unless a novation agreement is executed in accordance with the provisions of Section 18 of this Agreement. Page 16 of 18 i Illli 1111111111E 111E 111E liii III III 111111 III IIII ��.`©14 N14981sF 17 of 28 (c) Upon execution, this Agreement shall be recorded in the Official Records of Riverside County, and by such recordation, it is the intention of the Parties to give notice to and bind their successors, heirs and assigns hereto. 31. Miscellaneous. Subdivider further agrees to provide to City, on or before occupancy of first residential structure, a copy of the final Public Report or such other evidence acceptable to the City Attorney, that the construction of any common private improvements is guaranteed with the State of California Bureau of Real Estate. 32. Authority of Executing Parties. Each person executing this Agreement on behalf of a Party represents and warrants that such person is duly and validly authorized to do so all behalf of the entity it purports to bind and that he/she is authorized to enter into contracts on behalf of Subdivider. The undersigned, on behalf of Subdivider, binds Subdivider, its partners, successors, executors, administrators, and assigns with respect to the terms and provisions of this Agreement. [END OF THIS PAGE; SIGNATURES ON FOLLOWING PAGE] Page 17 of 18 III IIIVIII 2014-N14983 111111 IIIVIII 111 11111 VIIVIII1111116P8 IN WITNESS WHEREOF, this Agreement is executed by the Parties hereto on the date above first written. Subdivider: City: DESERT PRINCESS HOLDINGS, LLC CITY OF CATHEDRAL CITY a California Limited Liability Company a Muni ipal Corporation By: BLF LAND, LLC, an Idaho Limited '%...awr .o' ' • • Liability Company, its sole member 'at leen J. de. Rosa, ayor By: =' . .'i •'� Blaine Larsen, Manager ATTES : ity Clerk APPROVED AS TO FORM: City Attorney APPROVED AS TO CONTENT: -TAS, Bill Simons, City Engineer ineer APPROVED: 'C ' •derickJ. A •• . I terim C' Manag- Attachments: Exhibit"A": Legal description of Tract 34322-1 Exhibit "B": Cost Estimate and Bond Amounts (Proper Notarization of Subdivider's Signature is required and must be attached) Page 18 of 18 11111111111111101111111111 11111111111111111 1E111 '31 21T/4;1141 42 8 P CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT STATE OF Cak\- )SS COUNTY OF (t ,ctQ ) 9a‘,Adraer�I I 2 3 before me, n. (e rI 1�aa�`C� , Notary Public, personally appeared �:,(..{ -e 1 a r(se(l who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS • '•nd an icia - Signatur- • .A.A. D. PERRICONE '�•: COMM.•1973741 ; NOTARY PUBLIC•CALIFORNIA 8 f.Qry/ RIVERSIDE COUNTY Comm.Ex..MARCH 30,2016 This area for official notarial seal. OPTIONAL SECTION CAPACITY CLAIMED BY SIGNER Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the documents. INDIVIDUAL CORPORATE OFFICER(S) TITLE(S) I PARTNER(S) I LIMITED I I GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER SIGNER IS REPRESENTING: Name of Person or Entity Name of Person or Entity OPTIONAL SECTION Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW TITLE OR TYPE OF DOCUMENT: NUMBER OF PAGES DATE OF DOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE Reproduced by First American Title Company 11/2007 1E111111 0111 11I31111111111111111111111111 Ali 41 20 4f2Q19F' EXHIBIT "A" TRACT NO. 34322-1 Legal Description of Real Property Subject to this Agreement All that certain real property in the City of Cathedral City, County of Riverside, State of California, described as follows: The Southwest quarter of the Northwest quarter of Section 8, Township 4 South, Range 5 East, San Bernardino Meridian, according to the official plat thereof; EXCEPTING THEREFROM that portion described as follows: Beginning at the Southwest corner of the Southeast quarter of the Northwest quarter of said Section 8, Township 4 South, Range 5 East, San Bernardino Meridian; Thence, North 00° 39' 08" West, 709.50 feet to a point, said point being on a tangent curve concave to the Southwest and having a radial bearing passing through said point which bears North 59° 13' 13" East; Thence, Southeasterly along said curve and having a radius of 43,000 feet and a central angle of 01° 05' 33", a distance of 819.91 feet to a point in the South line of said Southeast quarter of the Northwest quarter of said Section 8; Thence, South 89° 50' 18" West, 404.87 feet to the Point of Beginning. APN; 675-040-055-6 (Source of legal description: First American Title Preliminary Report, Order No. NHSC- 3808265 (tc), Update 2, dated as of June 10, 2013) 1 I IIII 11111111111111111111111111E III 1111111 II 11 01:14 71 $1°P EXHIBIT "B" SUBDIVISION IMPROVEMENT AGREEMENT TRACT 34322-1 ESTIMATE OF IMPROVEMENT COSTS AND BOND REQUIREMENTS Street Improvements, per Heitec estimate dated 9-30-2013 (attached): Total street Improvements: $401,376 15% contingencies: $ 60,206 Total: $461,582 Rounded Total: $461,600 Sewer & Water Improvements, per Heitec estimate dated 8-21-2013 (attached): Total sewer work: $ 90.605 Total water: 208,709 Total: $299,314 15% contingencies: $ 44,897 (note-Heitec used 10% for contingencies. The City uses 15%) Total: $344,211 Rounded total: $344,200 5% of sewer/water is bonded for by CVWD by separate agreement. The remaining 95% to be bonded by City 95% x $344,200 = $327,000 Total street: $461,600 Total sewer/water (reduced) $327,000 Final Total: $788,600 Summary: Performance bond amount @ 100%: $788,600 Labor& Material bond @ 50%: $394,300 Monument cash bond: $ 14,850 (cash bond) //// Exhibit B Sheet 1. of 3 VIII VIII VIII II IIII 11©e1I IW 11113 LIII VIII III III a1/4 t818P 0 0 0 0 0 0 0 0 0 0 0 O 0 0 0 Co 0 0 N 0 0 0 In 0 0 0 0 0 0 0 0 0 0 0 o a v, o °o ccoo c`oo 000 v °tt co 0 0 0 00 00 00 °v ti N co CCOO a O CO CO O I- CO N Cn O OD 0 V cn M N OA N C Ni f:9 R O r C9 CO ti O Cl) .- Cl) •- « O T- Ofo CD 49 E 69 (fl V ffl CA EA 0 1 49 . J EA 1 404 (0 N Q r In .- r 0 0 j N 0 co Q L '0 O O O O On O O O O O O O O O L. 07 07 O O O (n O� O LO In O On O O O O C Op O N O C') Cl) O C') N V N O O O CV O .D �' 0 to be 69 EA ER EA 69 El) O to O°n EA CO EA = 0 Ni L V e 0 to co O N N to d d Cl) • M a` w = F- Q LL LL LL LL. Li LL Li LL LL. 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N 2 0 » '' i» te r t9 i9 u� O N ° O N m in- 4- M 8 O d et c U) �' M a 2 ~ ¢ ¢ u Q ¢ LL ¢ ¢ Q ¢ LL Q ¢ H O N ' J W W J W W J W W W W J W W OJ Z O U) N U) N N 0) N V r r C.) V" O V us in 0) 6 0 3c >- N- .- CO M U U z c I` j a) O cr a)E U Ca II P IC = c. N M 7 O •E U) N to ° O y IL� Y. CO O ui ,a N Z I6 a) ' U c cn as , x O d W C U i a) E U a P. U) u) E C F_ :! Ng o. c CO Q) Nm Oa a 5 as < C p M a ° $ O u) N O ay+ _M d m A CO N C d a) y O m c m E rn ur L d 0 c _o O 7 7 C tr CO N m 'Is fa 1) -) m ^ U tV O. y y g > 3 CO c > _ +. sh c0 a) a) O o m O N C4 , -o p ,F6 n -0 C C7 v a o) d) e a _ Ur 0 ., N Z N to (V C Q 0 u. C W (0 V J r @ v z T 3 U m a 3 x to O a) F- x W W w 2 a`) a) Zo `� d a zr)J d W a o �' :, a_ o U E U CO m a) m r. m W C_ W v it ° 2 U Z H y 7 H > C C > C E Y Z W W c U RI U — W 0 o o c a) To a) it a) U a) C Q C o m 3 U w m °° Q m Jz 0 m m o W Z m a a o o U m u) `CO N co ri ar rm U N X o z 2 c m a) 2 y U O v m O c a) 'E O d >, w O O — °? 0 - a a a m o o _ r z J c c a O W F. I0 a ct I- _i c > a LL to a s ° > m a N 00Jw � o o d rn ' a CSI 0 3 2 = = W 2i m 8o co iD co 2 r Q F u c c ••• a■ 0 co W W O n (!) U) p Q y y W U) y W U) O N U) p O O O 7 O O C i G 0 (n U c c c r 5 5 c C c c c 0 c c r to ,-1- 00. 0 O ■ i' I I �12014a014983 24 of 28 AMENDMENT NO. 1 TO SUBDIVISION IMPROVEMENT AGREEMENT FOR TRACT NO. 34322-1 THIS FIRST AMENDMENT to the Subdivision Improvement Agreement for Tract No. 34322-1, and Planned Unit Development and Planned Unit Development No. PUD 2007-001 ("Amendment No. 1") is entered into this 4 - day of ]7 c I ''-'2013, by and between DESERT PRINCESS HOLDINGS, LLC, a California Limited Liability Company ("Subdivider"), and the CITY OF CATHEDRAL CITY, a Municipal Corporation ("City"). Subdivider and the City are from time to time collectively referred to hereinafter as the "Parties". RECITALS WHEREAS, City and Subdivider previously entered into that certain Subdivision Agreement for Tract No. 34322-1, and Planned Unit Development No. PUD 2007-001, dated November 13, 2013 (the "Original Agreement"), in connection with the development of said Tract and PUD; and WHEREAS, prior to Subdivider commencing work on said Tract and PUD, City and Subdivider have found it necessary to amend certain provisions of the Original Agreement to reflect adjustments to the insurance requirements set forth in Section 25 of the Original Agreement. NOW THEREFORE, in consideration of the foregoing Recitals, which are hereby incorporated into the operative provisions of this Amendment No. 1 by this reference, and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Parties hereby agree as follows: 1. Subdivisions (d), (e), (f) and (h) of Section 25 of the Original Agreement ("Insurance") are revised in their entirety to read as follows: (d) Except as set forth otherwise herein, the policy or policies required by this Section shall be issued by an insurer admitted in the State of California and with a rating of at least a B+;VII in the latest edition of Best's Insurance Guide. A Commercial General Liability policy issued by an insurer that is on the California Department of Insurance's List of Approved Surplus Line Insurers ("LASLI") will be acceptable, if no coverage from an admitted insurer can be obtained by Subdivider, and further provided that such insurer maintains a Best's rating of at least "A-; X" and remains on the LASLI during the term hereof. Worker's Compensation coverage issued by the State Compensation Insurance Fund shall be acceptable if no other coverage can be obtained by Subdivider, and further provided such insurer remains admitted in the State of California and is otherwise financially acceptable to City. Page 1 of 3 111111111111 mu iii 1111 LIII LIII III 1111111111111 91'21041/4g-0 10041f4992883 1 8P (e) At all times during the term of this Agreement, Subdivider shall maintain on file with the City Clerk a certificate or certificates of insurance in a form acceptable to the City Attorney, showing that the aforesaid policies are in effect in the required amounts. Subdivider shall, prior to commencement of work under this Agreement, file with the City Clerk such certificate or certificates. With the exception of Workers Compensation, the policies of insurance required by this Agreement shall contain an endorsement naming City, its officials, officers, employees, agents and independent contractors as additional insureds. All policies required under this Agreement shall contain provisions stating that such policies cannot be canceled or reduced except on at least thirty (30) days prior written notice to Subdivider (ten (10) days notice for cancellation due to non- payment). Subdivider further agrees to: (1) provide to City copies of any notices relating to cancellation or reduction of insurance within two (2) days of receipt; and (2) cause all certificates of insurance to include language indicating that the producers of such policies will endeavor to provide copies of any such notices directly to City. (f) The Commercial General Liability insurance policy provided by Subdivider shall be endorsed to reflect that coverage is primary with respect to the City and shall not contribute with it. Subdivider shall require that the carriers of all insurance policies required by this Agreement waive all rights of subrogation against the City, its officials, officers, employees, agents, and independent contractors Each policy of insurance shall be endorsed to reflect such waiver. (h) Subdivider shall not commence work under this Agreement until Subdivider shall have obtained all insurance required pursuant to this Section, and such insurance has been approved by City, nor shall Subdivider allow any contractor or subcontractor to commence work on the Improvements until all similar insurance required of the contractor or subcontractor has been obtained. Upon request by the City, Subdivider shall provide reports or status updates to evidence compliance of its contractors and subcontractors with the provisions of this Section. 2. Except as set forth herein, all provisions of the Original Agreement shall remain in full force and effect. //// //// [SIGNATURES ON FOLLOWING PAGE] Page 2 of 3 limiliMillicincomitu 01.�111a 78p IN WITNESS WHEREOF, this Agreement is executed by the Parties hereto on the date above first written. Subdivider: City: DESERT PRINCESS HOLDINGS, LLC CITY OF CATHEDRAL CITY a California Limited Liability Company a Municipal Corporation By: BLF LAND, LLC, an Idaho Limited Liability Company, its sole member R erick J. A •o•, Iteri City Manager By. / __ �.•..� Blaine Laren, Manager ATTE T: ity‘ ler APPROVED AS TO FORM: City Attorney APPROVED AS TO CONTENT: Bill Simons, City Engineer (Proper Notarization of Subdivider's Signature is required and must be attached) CATH\0007 ENGINEERING\DOC\1844 4-DRAFT AMENDMENT NO.1 TO DESERT PRINCESS SIA 120413 FINAL CHANGES DOC Page 3 of 3 1111111111111111111 1001 III 01. 1412-149 3 CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT STATE OF l_A(- civ' )SS COUNTY OF v UQ, i-k On p c{ r 9-0 1,3 before me, b i((I C c , Notary Public, personally appeared PJic�. t a.lSP—n who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY - -- laws of the State of California that the foregoing paragraph is true and correct. WITNESS m •a = "' D. PERRICONE 1` COMM.#1973741 Signature ' • � ,` i,�'' NOTARY PUBLIC•CALIFORNIA n ` • 7 RIVERSIDE COUNTY Comm.Exp.MARCH 30,2016 This area for official notarial seal. OPTIONAL SECTION CAPACITY CLAIMED BY SIGNER Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the documents. INDIVIDUAL CORPORATE OFFICER(S) 111-LE(S) PARTNER(S) ❑ LIMITED I GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER SIGNER IS REPRESENTING: Name of Person or Entity Name of Person or Entity OPTIONAL SECTION Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW TITLE OR TYPE OF DOCUMENT: NUMBER OF PAGES DATE OF DOCUMENT SIGNERS) OTHER THAN NAMED ABOVE Reproduced by First American Tide Company 11/2007 2014-9914993 111111111111111111111111111111111111111111111111111 01114!2014 2$18P EXECUTED IN 3 ORIGINAL COUNTERPARTS Bond No.: 0638647 Bond Fee: $500.00 SELF INSURED RETENTION PAYMENT GUARANTY BOND Tract No. 34322-1 WHEREAS, the City Council of the City of Cathedral City, a California municipal corporation ("City") and Desert Princess Holdings, LLC, a California Limited Liability Company ("Principal"), entered into a Subdivision Improvement Agreement dated November 13, 2013 for the installation and completion of certain designated public and private improvements in Tract No. 34322-1 ("Agreement"), which is incorporated into this bond by this reference; and WHEREAS, Section 25(g) of said Agreement provides that: (1) all deductibles or self- insured retentions contained in insurance policies to be obtained by Principal prior to the commencement of work must be declared to and approved by the City; and (2) City has the option of requiring Principal to reduce or eliminate such deductibles or self-insured retentions with respect to the City or to procure a bond guaranteeing payment of losses and expenses resulting therefrom; and WHEREAS, City has requested and Principal has agreed to provide for the term of the Agreement, a bond guaranteeing payment of losses and expenses arising out of Principal's failure to pay its self insured retention obligation under Commercial General Liability Insurance Policy No. FMPN 100038 ("Policy"), which Policy is incorporated into this bond by this reference, in the event of a claim against the City; and WHEREAS, INTERNATIONAL FIDELITY INSURANCE COMPANY , ("Surety"), is a corporation organized and doing business under and by virtue of the laws of the State of California and duly licensed to conduct general surety business in the State of California. NOW, THEREFORE, we, as Principal and the undersigned as Surety, are held firmly bound unto the City, its officials, officers, employees and independent contractors in the sum of TWENTY FIVE THOUSAND AND NO/100 DOLLARS ($25,000.00) per occurrence as defined in the Policy, for which payment well and truly to be made we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents. The Surety's liability shall be limited to no more than FIFTY THOUSAND AND NO/100 DOLLARS ($50,000), or two occurrences at TWENTY FIVE THOUSAND AND NO/100 DOLLARS ($25,000.00) as defined in the Policy. The condition of this obligation is such that: If during the term of the Agreement or any extension thereof, Principal, its heirs, executors, administrators, successors or assigns, or subcontractors fail to pay any self insured retention amounts required under the Policy with respect to claims against the City, its officials, officers, employees and independent contractors, that said Surety will pay for such losses and expenses in the amount specified above and indemnify and save harmless City from any claims arising from Principal's failure to pay. As part of the obligation secured hereby and in addition to the face amount specified in this bond, there shall be included costs and reasonable expenses and fees, including reasonable attorney's 1 , Bond No.: 0638647 Bond Fee: $500.00 fees, incurred by the City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Policy, the Agreement or the work to be performed under the Agreement shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Policy, the Agreement or to the work to be performed under the Agreement. IN WITNESS WHEREOF, this instrument has been duly executed by Principal and Surety named herein, on December 11TH , 2013. APPROVED AS TO CONTENT: PRINCIPAL: City of Cathedral City Desert Princess Holdings, LLC a California Limited Liability Company B}• ��� i. By: BLF Land, LLC R derick J. o An Idaho Limited Liability Company, I terim ty Manager Its sole member; .■ Blaine Larsen, Manager APPROVED AS TO FORM: SURETY: City of Cathedral City d,., INTERNATIONAL FIDELITY INSURANCE COMPANY By: , j - —• • Surety Company Name _VW, City Attorney _ --- r Signature of Authorized Representative APPROVED: KEVIN E. VEGA, ATTORNEY-in-FACT City of Cathedral City Printed Name & Title of Authorized Representative By-1. --- — City Engineer 534 E. BADILLO ST. COVINA, CA 91723 Surety Address and City 626-859-1000 PHIL @CNDBONDING.COM Surety Phone and E-mail PHILIP VEGA Contact Person for Surety 2 Bond No.: 0638647 Bond Fee: $500.00 Principal and Surety's signatures must be notarized and Acknowledgement of Authorized Representative/Attorney in Fact must be attached for both Principal and Surety. Three(3)originals must be executed. CATH\0007 Engineering\DOC\1545.6-SIR Payment Bond Tract No.34322-1 120613.doc 3 Tel (973)6i4-7200 POWER OF ATTORNEY INTERNATIONAL FIDELITY INSURANCE COMPANY ALLEGHENY CASUALTY COMPANY ONE NEWARK CENTER, 20TH FLOOR NEWARK, NEW JERSEY 07102-5207 KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY , a ccipc ation e'•.isti o the laws of the State of Nev,:Jersey, and ALLEGHENY CASUALTY COMPANY a corporation organized and e*tmg unaer Ina :.'.r of the Staie of Pennnwwsylvci.ia,having heir princ pa.office in the City of Newun:,Nea .ersey,do heiebti constitute and appoint KEVIN E. VEGA, BRIT T ON CHRISTIANSEN, MYRNA SMITH. PHILIP E. VEGA Covina, CA. their true and lawful attorney(s)-in-fact to execute,seal and deliver for and on its behalf as surety,any and all bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed,required or permitted by law,statute, rule, regulation,contract or otherwise, and the execution of such instruments in pursuance of these presents,shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY, as fully and amply, to all intents and purposes,as if the some had been duly executed and acknowledged by their regularly elected officers at their principal offices. This Power of Attorney is executed,and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting dully held on the 20th day of July,2010 and by the Board of Directors of ALLEGHENY CASUALTY COMPANY at a meeting duly held on the 15th day of August,'2000: "RESOLVED,that (1)the President, Vice President, or Secretary of the Corporation shall have the power to appoint,and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney,and to execute on behalf of the Corporation and affix the Corporation's seal thereto,bonds,undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and(2)any such Officers of the Corporation may appoint and revoke the appointments of joint•cantrol custodians,agents for acceptance of process,and Attoreys-in-fact with authority to execute waivers and consents on behalf of the Corporation:and (3)the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond,undertaking, recognizance contract of indemnity or other written obligation in the nature thereof or related thereto,such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation,to be valid and binding upon the Corporation with the same force and effect as though manually affixed." IN WITNESS WHEREOF, INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY have each executed and attested these presents on this 12th day of March,2012. I. f GRSLIRZ? SE O JERSEY :7tT c4 SEM "(6 15; ( elk c; CTATounty of F Essex NEW MI5 ` `�\�`.4 ROBERT W.MINSTER President/Chief Operating Officcr (International Fidetylsu anceCom ny and President(Allegheny Casualty Company) On this 12th day of March 2012, before me came the individual who executed the preceding instrument,to me personally known,and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies;that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark,New Jersey the day and year first above written. \k• V V'4? #GP�pTARQ cc,� /� s ��'•.'O(� �G,, w$ A NOTARY PUBLIC OF NEW JERSEY =,r • •.,," .• <ciQ �,� My Commission Expires Mar.27,2014 '',„ Op New `,,,. " CERTIFICATION 1,the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit,and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home office of said companies, and that the same are correct transcripts thereof,and of the whole of the sold originals,and that the said Power of Attorney has not been revoked and is now in full force and effect. IN TESTIMONY WHEREOF. I have hereunto set my hand this 11TH day of DECEMBER, 2013 MARIA BRANCO,Assistant Secretary CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT 'K47015:NVStCiS✓siS 4i9ALSGS 9S LCW:W-16: :•_-'. .i.L•»tfv�LT' �F:+L le..+L'+ w- • W•: v.SCcs•ci. ••O: •c)SLn' State of California County of Los Angeles On 12/11/2013 before me, Philip Vega, Notary-public Date Here heart Name and Title of tho Officer personally appeared KEVIN E.VEGA p Y r Namo(s)of Slgnor(c) who proved to me on the basis of satisfactory evidence to be the person(') whose name) is/are subscribed to the within instrument and acknowled to me that he/ �i6ftI/t� executed the same in hih//b/4l4eir authorized Iir PHILIP VEGA capaclty(� s), and that by hid/WWer1/tl eir signatur�(s) on the y . COMM.w 1977088 instrument the person(), or the entity upon behalf of `r"/ NOTARY ES COUNTY which the person(/) acted, executed the instrument- My Comm E1rplrp MAY 31.2016 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' al seal. Signature Place Notary Seal Aoove -Igneture of Notary Public OPTIONAL ----� - Though the information below is not required by law, It may prove valufrble 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(s) Signer's Name: Signer's Name: ,. ❑ Individual ❑Individual ❑ Corporate Officer--Title(s): ❑Corporate Officer--Title(s): ❑ Partner—Li Limited ❑ General RfGwTTNUMBPRINT ❑ Partner-�❑Limited ❑General RIG TTHUMBPRINT ❑ Attorney in Fact OF SIGNER , ❑ Attorney in Fact OFEIGNER Top of thumb Pere C)Trustee Top of thumb here fl Trustee ❑ Guardian or Conservator ❑Guardian or Conservator ❑ Other: ❑Other: Signer Is Representing: Signer Is Representing: -+�cti,cti,''w ,•,`..r.�: •e;,iie'Kc/.1:a a;w.• •a. a. _mow. ..'u•w:,«� .v.c: ..�.-. ,�v.�.v •C4VZ.•.w,,..Jr.�v v,.�v'°v'.t,wai'�arG.m4 ®2007 National Notary Aeaocietlon•9350 Do Soto Avo,,P,0,9ox 2402•Chatsworth,CA 91313.2402+www,NaflonalNotaryorg Item it5907 noorder.CaBTot1-Free 1-800-07B-8827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT STATE OF C lk j(1\kic� )SS COUNTY OF i t 2 Q On her 13, ?OI3 before me, Q. -it I(CYO_ - , Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS a hand a fiffici. Signature 111110■.— ,. D. PERRICONE COMM.#1973741 3 i ik NOTARY PUBLIC•CALIFORNIA n l", RIVERSIDE COUNTY Comm.Exp.MARCH 30,2016 This area for official notarial seal. OPTIONAL SECTION CAPACITY CLAIMED BY SIGNER Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the documents. INDIVIDUAL CORPORATE OFFICER(S) TITLE(S) PARTNER(S) I LIMITED I I GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER SIGNER IS REPRESENTING: Name of Person or Entity Name of Person or Entity OPTIONAL SECTION Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW TITLE OR TYPE OF DOCUMENT: NUMBER OF PAGES DATE OF DOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE Reproduced by First American Title Company 11/2007 EXECUTED IN 3 ORIGINAL COUNTERPARTS Bond No.: 0638642 Bond Fee: $19,715.00 FAITHFUL PERFORMANCE BOND SUBDIVISION IMPROVEMENT AGREEMENT TRACT NO. 34322-1 (California Government Code § 66499.1) WHEREAS, the City Council of the City of Cathedral City, State of California, and Desert Princess Holdings, LLC, a California Limited Liability Company (hereinafter designated as "Principal"), have entered into an agreement pursuant to California Government Code Section 66462 whereby Principal agrees to install and complete certain designated public and private improvements, which said agreement, dated NOVEMBER 13TH , 2013, and identified as "Subdivision Improvement Agreement, Tract No. 34322-1", hereinafter designated as "Agreement"), is hereby referred to and made a part hereof; and WHEREAS, said Principal is required under the terms of said agreement, to furnish a good and sufficient bond for the faithful performance of said Agreement; and NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INSURANCE COMPANY , (hereinafter designated as "Surety"), a corporation organized and doing business under and by virtue of the laws of California and duly licensed to transact surety business in the State of California are held firmly bound unto the City of Cathedral City (hereinafter designated as "City") in the penal sum of Seven Hundred Eighty Eight Thousand Six Hundred Dollars ($ 788,600.00), lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents. The condition of this obligation is such that if the above bounded Principal, his or its heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and provisions in said Agreement and any alteration thereof made as therein provided, on his or their part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless the City, its officers, agents and employees, as therein stipulated, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect. As part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. 1 Bond No.: 0638642 Bond Fee: $19,715.00 Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of said Agreement or the work to be performed thereunder or the specifications accompanying the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of said Agreement or to the work or to the specifications. IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety named herein, on NOVEMBER 5TH , 2013 APPROVED AS TO CONTENT: PRINCIPAL: City of Cathedral City Desert Princess Holdings, LLC a California Limited Liability Company By A! Rode ick J. Wo.. By: BLF Land, LLC Interi- City ► 'anager An Idaho Limited Liability Company, Its sole member; By: . Blaine Larsen, Manager APPROVED AS TO FORM: SURETY: City of Cathedral City INTERNATIONAL FIDELITY INSURANCE COMPANY By Surety Com•any �-i City Attorney Signature of Authorized Representative APPROVED: City of Cathedral City KEVIN E. VEGA, ATTORNEY-in-FACT Printed Name and Title of Authorized Representative City Engineer 534 E. BADILLO ST. COVINA, CA 91723 Surety Address and City 626-859-1000 Surety Phone and E-mail KEVIN OR PHILIP VEGA Contact Person for Surety 2 Bond No.: 0638642 Bond Fee: $19,715.00 Principal and Surety signatures must be notarized and Acknowledgment of Authorized Representative/Attorney in Fact must be attached for both Principal and Surety. Three (3) originals must be executed. 3 Tel (973) 62-1-7200 POWER OF ATTORNEY INTERNATIONAL FIDELITY INSURANCE COMPANY ALLEGHENY CASUALTY COMPANY ONE NEWARK CENTER, 20TH FLOOR NEWARK, NEW JERSEY 07102.-5207 KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY , a cape. atk n cruanize•: and the la,vs of the State of Nov;Jersey, and ALLEGHENY CASUALTY COMPANY a corporation organized and e under Inc i:,n' of the ;tote Pennnysylvcnia,having tncir orincipa.office in the City of Ne`.\arK, Ne,, .ersey,dc hereby constitute and appoint KEVIN E. VEGA, BRIT T ON ChiRISTIANSEN, MYRNA SMITH. PHILIP E. VEGA Covina, CA. their true and lawful attorney(s)-in-fact to execute,seal and deliver for and on its behalf as surety,any and all bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed,required or permitted by law,statute, rule, regulation,contract or otherwise, and the execution of such instruments in pursuance of these presents,shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY, as fully and amply, to all intents and purposes,as if the some had been duly executed and acknowledged by their regularly elected officers at their principal offices. This Power of Attorney is executed,and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 20th day of Juy,2010 and by the Board of Directors of ALLEGHENY CASUALTY COMPANY at a meeting duly held on the 15th day of August,2000: "RESOLVED,that (1)the President, Vice President, or Secretary of the Corporation shall have the power to appoint,and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney,and to execute of behalf of the Corporation and affix the Corporation's seal thereto,bonds,undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and(2)any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians,agents for acceptance of process,arid Attol neys-in-fact with authority to execute waivers and consents on behalf of the Corporation;and (3)the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond,undertaking, recognizance contract of indemnity or other written obligation in the nature thereof or related thereto,such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation,to be valid and binding upon the Corporation with the same force and effect as though manually affixed." IN WITNESS WHEREOF, INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY have each executed and attested these presents on this 12th day of March,2012. , ' ' I STATE OF NEW JERSEY � G � Qa County of Essex 'a""' I 0 1936 .4/2-7-4%>)) • 'el , 19044.. v., 1 � JE t\�`� * ROBERT W. MINSTER .'"'?i vF,',1�� Executive Vice President/Chief Operating Officer SY�� (International Fidelity Inswonce Company) and President(Allegheny Casualty Company) On this 12th day of March 2012, before me came the individual who executed the preceding instrument,to me personally known,and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies;that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, `,y ,,,,,,,,,, /'r at the City of Newark, New Jersey the day and year first above written. • `ry ,,a7gezi,(7 G ,' &Bt.\ :'�� A NOTARY PUBLIC OF NEW JERSEY TF' ••...• ,q• My Commission Expires Mar.27,2014 , Or'NEW ,,`�� ',''•••••,•,�`'" CERTIFICATION 1,the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit,and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home office of said companies, and that the same are correct transcripts thereof,and of the whole of the said originals,and that the said Power of Attorney has not been revoked and is now in full force and effect. IN TESTIMONY WHEREOF. I have hereunto set my hand this 5TH day of NOVEMBER, 2013 MARIA BRANCO,Assistant Secretary CALIFORNIA ALL-PURPOSE ACKNOWLE GMeNT n x.,,._, ,v��:•.a,�xev.xo r_�eee r_e a w_v spar c a c c a -•_ .La t-, 4st �: + ••�•• "•m •cistA• State of California County of Los Angeles On 11/05/2013 before me, Philip Vega, Notary-public . , Dale here Insert Name end Tine of the 011lcer personally appeared KEVIN VEGA Nsmo(s)olSlgnor(S) who proved to me on the basis of satisfactory evidence to be the person(') whose name /S) is/Hre subscribed to the within instrument and acknewled Ie //to me that g PHILIP VEGA he/W,6/t�i� executed the same in hi /he/their authorized 1977088 c y`• comm.u 1988 capacity s), and that by hid/h'er'd'eir signatA(s) on the NOTARYPUBLIC-CALIFORNIA instrument the person(g), or the entity upon behalf of t "t Ili' LOS ANGELES COUNTY My Comm.Expires MAY 31,2016 which the personO 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 a'.' icial seal. Signature ��� Place Notary Seal Above r 6lneture of Notary Public OPTIONAL — r - 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: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: _. ❑ Individual ❑ Individual ❑ Corporate Officer---Title(s): ❑Corporate Officer--Title(s): ❑ Partner---LJ Limited ❑ General ❑ Partner ❑Limited ❑General RIGHTTHUMBPRINT RIGHTTHUMOPRINT ❑ Attorney in Fact OF SIGNER ❑ Attorney in Fact OF SIGNER 1-1 Trustee Top of thumb nate C1 Trustee Top of thumb here ❑ Guardian or Conservator ❑Guardian or Conservator ❑ Other: D Other: Signer Is Representing: Signer Is Representing: -rcti;,r:,�•-,,.. ctir'- -e;•.:<aaa:a c.:c�a:o;.. -...w --M:.*•..:..v..:... .•..� vvv OP 2007 National Notary Aeaociatlon•9350 Do Solo Avo„P,O,Ban NO2•Chateworih,CA 81313.2402•www,NellonalNolery.org Item 16907 Reorder.Call Toll-Free 1-500.878.8027 CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT STATE OF Cr, (A- )SS COUNTY OF Q ' . / \0Q JS a %O ) On �(j,Le(J 7l 9-n3 before me, 0 e ((' (C(\C— — , Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand an fficial - • � D. PERRICONE ; COMM.*1973741 Signature lam(, , r pue uc•CAUFORNIA RNERSIDE COUNTY MARCH 30,2016 This area for official notarial seal. OPTIONAL SECTION CAPACITY CLAIMED BY SIGNER Though statute does not require the Notary to fill in the data below,doing so may prove invaluable to persons relying on the documents. INDIVIDUAL CORPORATE OFFICER(S) TITLE(S) PARTNER(S) fI LIMITED I I GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER SIGNER IS REPRESENTING: Name of Person or Entity Name of Person or Entity OPTIONAL SECTION Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW TITLE OR TYPE OF DOCUMENT: NUMBER OF PAGES DATE OF DOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE Reproduced by First American Title Company 11/2007 EXECUTED IN 3 ORIGINAL COUNTERPARTS Bond No.: 0638642 Bond Fee: INCLUDED IN THE PERFORMANCE BOND LABOR AND MATERIAL BOND SUBDIVISION IMPROVEMENT AGREEMENT TRACT NO. 34322-1 (California Government Code § 66499.2) WHEREAS, the City Council of the City of Cathedral City, State of California, and Desert Princess holdings, LLC, a California Limited Liability Company (hereinafter designated as "Principal") have entered into an agreement whereby the Principal agrees to install and complete certain designated public and private improvements, which agreement, dated NOVEMBER 13TH , 2013, and identified as "Subdivision Improvement Agreement, Tract No. 34322-1", is hereby referred to and made a part hereof; and WHEREAS, under the terms of the agreement, the Principal is required before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Cathedral City to secure the claims to which reference is made in Title 3, (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code. NOW, THEREFORE, the Principal and the undersigned as corporate surety, are held firmly bound unto the City of Cathedral City and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the Agreement and referred to in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of Three Hundred Ninety Four Thousand, Three Hundred dollars ($ 394,300.00), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to this work or labor, that the surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City in successfully enforcing this obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond. Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. The Surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Agreement or the specifications accompanying 1 Bond No.: 0638642 Bond Fee: INCLUDED IN THE PERFORMANCE BOND the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension, alteration or addition. IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety above named herein, on NOVEMBER 5TH 2013 APPROVED AS TO CONTENT: PRINCIPAL: City of Cathedral City Desert Princess Holdings, LLC a California Limited Liability Company Ro"erick J. Woo By: BLF Land, LLC Intrrim City ► .na•-r An Idaho Limited Liability Company, Its sole member; By: Blaine Larsen, Manager APPROVED AS TO FORM: SURETY: City of Cathedral City INTERNATIONAL FIDELITY INSURANCE COMPANY Surety .�. .a By _ C City Attorney Signature of Authorized Representative APPROVED: City of Cathedral City KEVIN E. VEGA, ATTORNEY-in-FACT Printed Name and Title of Authorized By� Representative City Engineer 534 E. BADILLO ST. COVINA, CA 91723 Surety Address and City 626-859-1000 Surety Phone and E-mail KEVIN OR PHILIP VEGA Contact Person for Surety 2 Bond No.: 0638642 Bond Fee: INCLUDED IN PERFORMANCE BOND Principal and Surety signatures must be notarized and Acknowledgment of Authorized Representative/Attorney in Fact must be attached for both Principal and Surety. Three (3) originals must be executed. 3 Tel (973) 624-7200 • POWER OF A 4 ORN.EY INTERNATIONAL FIDELITY INSURANCE COMPANY ALLEGHENY CASUALTY COMPANY ONE NEVVARK CENTER, 20TH FLOOR NEWARK, NEW JERSEY 07102-5207 KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY , a cJipo■auon organi:e and e.istirg ir•;'er the:anus of the State of Nev,,Jersey, and ALLEGHENY CASUALTY COMPANY a corporation organized and e*ring under toe :.. s of the State„f F ennnvsylvct:ia,having heir prinapa.office in the City of Newark, Ne',v• ersey,Jo hereby constitute and appoint KEVIN E. VEGA, BRIT T ON CHRISTIANSEN, MYRNA SMITH. PHILIP E. VEGA Covina, CA. their true and lawful attorneys)-in-fact to execute,seal and deliver for and on its behalf as surety,any and all bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed,required or permitted by law,statute, rule, regulation,contract or otherwise, and the execution of such instruments in pursuance of these presents,shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY, as fully and amply, to all intents and purposes,as if the some had been duly executed and acknowledged by their regularly elected officers at their principal offices. This Power of Attorney is executed,and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 20th day of July,2010 and by the Board of Directors of ALLEGHENY CASUALTY COMPANY eta meeting duly held on the 15th day of August,'2000: "RESOLVED,that (1)the President, Vice President, or Secretary of the Corporation shall have the power to appoint,and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney,and to execute on behalf of the Corporation and affix the Corporation's seal thereto,bonds,undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and(2)any such Officers of the Corporation may appoint and revoke the appointments of joint.centrol custodians,agents for acceptance of process,and Attoi neys-in-fact with authority to execute waivers and consents on behalf of the Corporation;and (3)the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond,undertaking, recognizance contract of indemnity or other written obligation in the nature thereof or related thereto,such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation,to be valid and binding upon the Corporation with the same force and effect as though manually affixed." IN WITNESS WHEREOF, INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY have each executed and attested these presents on this 12th day of March,2012. 4Z1 Y Id f s G LEA ` STATE OF NEW JERSEY p a G� C? County of Essex ,� r �'" art ('' SEA `" mac, � r% ." �r�si/�-- 1 co • rot 41, 1936 pry, `}'J � ROBERT W, MINSTER Executive Vice President/Chief Operating Officer ��'�1 � �?,SYLVP�"Y (International Fidelity Insuiance Company) and President(Allegheny Casually Company) On this 12th day of March 2012, before me cane the individual who executed the preceding instrument,to me personally known,and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies;that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, +"� at the City of Newark, New Jersey the day and year first above written. `�,C�'``f VA? 6,„(7::::zeet) %,Hge.42 tiv '•.. G i A NOTARY PUBLIC OF NEW JERSEY � �;� 4� My Commission Expires Mar.27,2014 N ��`.•s`' CERTIFICATION I,the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit,and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home office of said companies, and that the same are correct transcripts thereof,and of the whole of the said originals,and that the said Power of Attorney has not been revoked and is now in full force and effect. IN TESTIMONY WHEREOF. I have Hereunto set my hand this 5TH day of NOVEMBER, 2013 MARIA BRANCO,Assistant Secretary CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT :ei��: 'i ra��. �L.° .:�<a ''KW7•c�NV�KiiKCi9 asd_¢SGCi9:v ciL�c�vG�i!' vim.v�ifhLF• ivLTa�.a+L'+�Vati-'.� • W•: -m=ss•�.• -•m: •••4s9Gn' State of California County of Los Angeles On 11/05/2013 before me, Philip Vega, Notary•public • Date Nete Insert Name and Two of rho Officer personally appeared KEVIN VEGA Nsmo(s)olSlg or(s) who proved to me on the basis of satisfactory evidence to be the person(') whose name /S) is/Nre subscribed to the within instrument and acknowled90 to me that he/ f,W/t executed the same in hidthe/&eir authorized PHILIP VEGA capacity( s), and that by hid/h/et//tllieir signatur*i(s) on the • comm.*pue,19cmooRNtA ° instrument the person(), or the entity upon behalf of NOTE TY GELESCO 12p1s which the person(4) acted, executed the instrument. N `;(- �� MYcommNExpres I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hart• ;;s': official seal. Signature Place Notary Seal Above / Signature of Notary Public OPTIONAL ----� - Though the information below is not required by law, If may prove valuable to persons relying on the document end 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(s) Signer's Name: Signer's Name: ❑ Individual ❑Individual ❑ Corporate Officer—Title(s): ❑Corporate Officer—Title(s): ❑ Partner---IJ Limited ❑ General RIGwTTwUM9PAINT ❑ Partner—0 Limited ❑General RIGHTTHUMOPRINT ❑ Attorney in Fact OF SIGNER • ❑ Attorney in Fact OF SIGNER El Trustee Top of thumb nere [)Trustee Top of thumb Here ❑ Guardian or Conservator 0 Guardian or Conservator ❑ Other: ❑Other: Signer Is Representing: Signer Is Representing: -arc�/ir,'-ter'.K�o 'dw GCcI,c<a uwai ai ,..•5 -��� .M�'iv:.�.z .ks -cw 'Ww�v.�1�' �v��.'. •- 02007 National Notary AaaociatlOr, 9350 Do Soto Am,P.O,Box 2402*Chatsworth,CA B1313.2402.www,NallcnalNolaryorg Item 115907 Roorder.CallYoO-Free 1-800-878-8027 CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT STATE OF C C' \rt17C ��- )SS COUNTY OF II _� �1�( On t k/,Q.I�sec ?-O I before me, - Pei i C C , Notary Public, personally appeared EL.(cc-n who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. ::::my ha and cia - ►- : COMM.X1973741 3 " S•` NOTARY PUBLIC*CALIFORNIA - `< �'."/ RIVERSIDE COUNTY ` .` .Comm. 4,.MARCH 30,2016 This area for official notarial seal. OPTIONAL SECTION CAPACITY CLAIMED BY SIGNER Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the documents. INDIVIDUAL 1 CORPORATE OFFICER(S) TITLE(S) PARTNER(S) I LIMITED ❑ GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER SIGNER IS REPRESENTING: Name of Person or Entity Name of Person or Entity OPTIONAL SECTION Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW TITLE OR TYPE OF DOCUMENT: NUMBER OF PAGES DATE OF DOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE Reproduced by First American Title Company 11/2007