HomeMy WebLinkAboutContract 1704 . 4-3tLf
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. 36747
DATE OF AGREEMENT: J v 4 Q Zv , 2015
NAME OF SUBDIVIDER: JONES CREE VENTURES LLC, a California Limited Liability
Company (hereinafter referred to as "Subdivider").
NAME/NUMBER OF SUBDIVISION: Tract No. 36747 and Planned Unit Development PUD
14-001 (hereinafter referred to as "Subdivision").
TENTATIVE TRACT MAP AND PUD APPROVED ON : JANUARY 7, 2015, BY ACTION OF
THE CATHEDRAL CITY PLANNING COMMISSION (the "Approval Action")
DATE OF FINAL MAP APPROVAL: , 2015
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:
$ 719,900.00 $ 846,200.00 $ 6,800.00
(see Exhibit "B") (see Exhibit "B")
AM FirLIcA fl °aar,z.ncrO2s I nlDC'MNtT'-1 GJ.
SURETY COMPANY: SureTec Insurance Company
BOND NUMBERS: j o o t o 0 (1-7 3 .;-
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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 Jones Cree Ventures 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.
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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 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 on Tract Map No. 36747, as required by the Approval Action
and conditions of approval of the Tentative Map in conformance with the approved Plans and
City Standards, including without limitation, Condition No. 4.33 and 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. Subdivider understands and agrees that
even if the single family residences within the tract are constructed in phases, final building
inspections of any of the residences in any construction phase shall be made only upon the
completion of all the private on-site street improvements, including final pavement capping,
and completion of improved access from such phase to a publicly-maintained street, in
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accordance with Condition of Approval No. 4.33, unless such requirement is amended by the
City Engineer (in his/her sole discretion) and upon Subdivider's posting of an additional
security as a guarantee of the completion of any missing paving or other improvements, in an
amount and form as approved by the City Engineer. Nothing in this subsection (b) shall be
construed or interpreted as extending or permitting extension of the date for completion of the
Improvements beyond the date that is twenty-four (24) months after the date of final map
approval by the City Council.
(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. 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 on the
final map for the Subdivision in accordance with the provisions of the Subdivision Laws and
submit centerline tie sheets to the City Engineer, within thirty (30) days after completion of the
Improvements, or as specified the separate monument agreement with the City, but in any
event prior to their acceptance 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) One Million Five Hundred Sixty Six Thousand One Hundred and 00/100
DOLLARS ($ 1,566,100.00) 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) Seven Hundred Eighty Three Thousand Fifty and 00/100 DOLLARS ($
783,050.00) 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) One Hundred Fifty Six Thousand Six Hundred Ten and 00/100 DOLLARS
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($ 156,610.00) 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) Six Thousand Eight Hundred and 00/100 DOLLARS ($ 6,800.00), in the
form of a cash deposit, which is 100% of the estimated cost of setting final subdivision
monuments ("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 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
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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.
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:
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(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 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
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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 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
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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 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 Subdivider's 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
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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 Subdivider's 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 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.
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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 Subdivider's
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 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. 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
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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 the 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 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.
12
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 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
13
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.
14
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 Lalo Guerrero
Cathedral City, CA 92234
Attn: City Manager
With a Copy to: Charles Green, City Attorney
Green de Bortnowsky, LLP
23801 Calabasas Road, Suite 1015
Calabasas CA91302-1595
Notice to Subdivider: Jones Cree Ventures, LLC
do GHA Enterprises Inc.
Attn: Mario J. Gonzales
30875 Date Palm Drive
Cathedral City CA 92234
Phone: 760-969-1400
With a Copy To:
Notice to surety: American Contractors Indemnity Company
601 S. Figueroa St., Suite 1600
Los Angeles CA 90017
Stephanie Hoang, Attorney-in-Fact
(310)649-0990 aheredia @hccsurety.com
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.
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.
15
25. Insurance.
(a) Subdivider shall, at all times during the term of this Agreement or any extension
thereof, obtain, carry, maintain, and keep in full force and effect, at its sole cost and expense,
policies of insurance of the types and in at least the minimum amounts described below:
(i) Commercial General Liability policy 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 for bodily injury, death, personal injury and property
damage arising out of or in connection with the activities of the Subdivider and its
contractors and subcontractors in performance of the work under this Agreement.
Coverage shall be at least as broad as Insurance Services Office Commercial General
Liability coverage (Occurrence Form CG 0001) and shall, in addition to the other
coverages specified in this subsection, include coverage for independent contractors,
ongoing operations, products and completed operations and personal and advertising
injury.
(ii) Commercial Vehicle/Automotive Liability policy 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.
(iii) Workers' Compensation and Employer's Liability policy for all Subdivider's
employees, with Workers' Compensation limits as required by State law and Employer's
Liability coverage of $1,000,000 per accident for bodily injury or disease. In case any
work is sublet, Subdivider shall require any contractor or subcontractor similarly to
provide Workers' Compensation and Employer's Liability Insurance for all contractor's
or subcontractor's employees, unless such employees are covered by the protection
afforded by Subdivider.
(1) In case any class of employees engaged in work under this Agreement at
the work site(s) is not protected under any Workers' Compensation law,
Subdivider shall provide and shall cause each contractor or subcontractor to
provide, adequate insurance for the protection of employees not otherwise
protected.
(2) 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.
(b) Insurer Rating; Acceptability. Except as set forth otherwise herein, the policies
required by this Section shall be issued by a California-admitted insurer 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. Workers' Compensation
coverage issued by the State Compensation Insurance Fund shall be acceptable if no other
16
•
coverage can be obtained by Subdivider, and further provided such insurer remains admitted
in California and is otherwise financially acceptable to City.
(c) Deductibles. Any deductibles or self-insured retentions must be declared in
writing by Subdivider to City and subsequently approved by City prior to its execution of this
Agreement and prior to commencement of any work hereunder. At City's option, 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.
(d) Certificates and Endorsements Verification. At the time Subdivider executes this
Agreement, Subdivider shall submit to the City original certificates of insurance and
endorsements evidencing the coverages required by this Section. The certificates and
endorsements for each insurance policy shall be signed by a person authorized by that insurer
to bind coverage on its behalf. All certificates and endorsements must be approved by City
Attorney prior to the City's approval or execution of this Agreement. The City reserves the
right to require complete, certified copies of all required insurance policies at any time and/or to
require Subdivider to shall provide reports or status updates to evidence compliance of its
contractors and subcontractors with the provisions of this Section.
(e) Required Endorsements.
(i) The Commercial General Liability and Commercial Vehicle/Automotive
Liability policies are to contain or be endorsed to contain the following provisions:
(1) Additional Insureds. The City of Cathedral City, its officials, officers,
employees, agents and independent contractors shall be named as additional
insured with respect to liability arising out of automobiles owned, leased, hired or
borrowed by or on behalf of the Subdivider; and with respect to liability arising out
of work or operations performed by or on behalf of the Subdivider including
materials, parts or equipment furnished in connection with such work or
operations.
(2) Primary Insurance. For any claims related to this project, the Subdivider's
insurance coverage shall be primary insurance as respects the City of Cathedral
City, its officials, officers, employees, agents and independent contractors. Any
insurance or self-insurance maintained by the City of Cathedral City, its officials,
officers, employees, agents and independent contractors shall be excess of the
Subdivider's insurance and shall not contribute with it. This endorsement is not
applicable to the Commercial Vehicle/Automotive Liability Policy.
(3) Waiver of Subroqation. Endorsements waiving all rights of subrogation
against the City of Cathedral City, its officials, officers, employees, agents and
independent contractors shall be provided.
(ii) The Workers' Compensation policy shall be endorsed to waive all rights of
subrogation against the City of Cathedral City, its officials, officers, employees, agents
and independent contractors.
(f) Other Insurance Requirements. 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
17
•
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 issuers or producers of such
policies will endeavor to provide copies of any such notices directly to City.
(g) Commencement of Work. Subdivider shall not commence work under this
Agreement until Subdivider has 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. Certificates, endorsements, and where
applicable, full copies of policies shall be maintained on file with the City Clerk.
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.
(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.
18
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]
19
IN WITNESS WHEREOF, this Agreement is executed by the Parties hereto on the date above
first written.
Subdivider: City:
JONES CREE VENTURES LLC, CITY OF CATHEDRAL CITY
A California Limited Liability Company a Municipal Corporation
By: Gonzales Inves • : qts, LLC
A California mited iability Company, Stanley E. Henry, Ma sr
Its Maria.. g Mem►er City of Cathedral City
By:
M.rio J. onzales, its Managing Member ATTEST:
• y Clerk"Ci y of Ca' edral City
By: Bilt-Mor Developments LLC,
A California Limited Liability Company,
Its Managing Member
APPROVED AS TO FORM:
By: 6_._e_p K (L)
Bill R. Waddle, its Managing Member 1,�,
City Attorney
APPROV e AS TO CONTENT:
Jo iro ella, City ngineer
APP' IVED:
Charles P. McClendon,
City Manager
(Proper Notarization of Subdivider's Signature is required and shall be attached)
\CATH\0007 ENGINEERING\DOC\1880.4.1-TR 36747 DISTRICT SIA(JONES CREE)061015 FIN REVS 061015.DOC
20
EXHIBIT "A"
Legal Description of Real Property Subject to this Agreement
Tract No. 36747, being a subdivision of:
Parcell: (APN 681-310-010)
The West 1/2 of the South 1/2 of Lot 20, in Section 29, Township 4 South, Range 5 East, San
Bernardino Meridian, in the City of Cathedral City, County of Riverside, State of California, as
shown by map of Palm Colony Lands, on file in Book 14, Page 652 of Maps, San Diego County
Records.
Parcel 2: (APN 681-310-011)
The East '/2 of the South 1/2 of Lot 20, in Section 29, Township 4 South, Range 5 east, San
Bernardino Meridian, as shown by map of Palm Valley Lands, on file in Book 14, Page 652 of
Maps, San Diego County Records.
Excepting therefrom the Southerly 330 feet thereof.
(legal description is from First American Title Company Preliminary Report, Update #6, dated
May 28, 2015)
21
EXHIBIT"B"
TRACT NO.36747
CONSTRUCTION ESTIMATE
(Based upon Fomotor Engineers Estimate dated 3-10-2015)
(copy attached)
Item Description Total
PRIVATE IMPROVEMENTS
1 Grading $318,698.00
2 Storm drains $220,840.00
3 On-site streets $229,712.00
Subtotal: $769,250.00
10%contingencies: $76,925.00
Total: $846,175.00
Rounded: $846,200.00
PUBLIC IMPROVEMENTS
1 Off-site streets $372,761.00
2 Water improvements $175,260.00
3 Sewer improvements $106,420.00
Subtotal: $654,441.00
15%contingencies: $65,444.00
Total: $719,885.00
Rounded: $719,900.00
Grand Total: $1,566,100.00
MONUMENTS
1 set monuments per final map $6,800.00
SUMMARY OF REQUIRED SUBDIVISION
SECURITIES:
Performance Bond, at 100%of construction costs: $1,566,100.00
Labor and materials Bond (payment bond), at 50%: $783,050.00
Warranty Bond (10%of performance): $156,610.00
Monument cash bond: $6,800.00
22
�; ALL PURPOSE NOTARY ACKNOWLEDGMENT
.• , A Notary Public or other Officer completing this certificate verifies only the identity of the individual who signed the document,
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I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph
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WITNESS my hand and official seal. i
KAREN HANSEN
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Bond No.: 1001006734 Executed in 3 originals
Bond Fee: listed on performance bond
LABOR AND MATERIAL BOND
SUBDIVISION IMPROVEMENT AGREEMENT
TRACT NO. 36747
(California Government Code § 66499.2)
WHEREAS, the City Council of the City of Cathedral City, State of California, and
Jones Cree Ventures 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
€. 'L'L , 20Lr and identified as "Subdivision Improvement Agreement,
Tract No. 36747" (hereinafter designated as "Agreement"), 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 (hereinafter designated as "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
(hereinafter designated as "Surety"), are held firmly bound unto the 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 Seven Hundred Eighty Three Thousand Fifty
Dollars ($ 783,050.00), 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 the same shall
in any manner affect its obligations on this bond, and it does hereby waive notice of any
1
Bond No.: 1001006734
Bond Fee: listed on performance bond
such change, extension, alteration or addition.
IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and
Surety named herein, on June 18 , 2015
APPROVED AS TO CONTENT: PRINCIPAL:
City of C hedral City Jones Cree Ventures LLC
i
• / A California Limited Liability Company
B,�i!� . j , i 4 _ .1-
Char es P. McClendon By: Gonzales I es ents, LLC
City Manager A Californ.: Limi'-d Liability Company
Its Manag ng Me ber
By:
Mario . Gonz-les
Its Man. •ing Member
APPROVED AS TO FORM:
City of Cathedral City By: Bilt-Mor Developments LLC
A California Limited Liability Company
By C11/2 its Managing Member
City Attorney ,
By. i6 BP)1
ll R. Waddle
APPROVED: Its Managing Member
City of Cat -dral City
/ OP SURETY:
By
C'ty r n• neer American Contractors Indemnity Company
Surety Company
littAWS.
Signature if Authori -• Representative
Stephanie Hoang,Atto •- -in-Fact _
Printed name
601 S. Figueroa Street, 16th Fl., Los Angeles, CA 90017
Surety Address and City
(310)649-0990 aheredia @hccsurety.com
Contact Phone and E-mail
2
Bond No.: 1001006734
Bond Fee: listed on 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. PWPPSI WPDA TAIC'A T1110007 ENGINEERINGIDO411881.1-TM16747 DISTRICT LABORMATERIALBOND.DOC
3
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE 1189
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the
document to which this certificate is attached and not the truthfulness,accuracy,or validity of that document.
State of California )
County ofd Orange )
On yr I ‘% I ‘r/J before me, V. Copeland ,Notary Public,
personally appeared Stephanie Hoang
Name(s)of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s-) is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(-s) on the instrument the person(-s), or the entity upon behalf of
which the person(s)acted,executed the instrument.
I certify under PENALTY OF PERJURY under the
V.COPELAND laws of the State of California that the foregoing
,;.„ . Commission#2046542
paragraph is true and correct.
--F . Notary Public -California
z • �
Orange County D WITNESS v hand and official seal.
My Comm.Expires Oct 24,2017
Signature:
guature of Notary ublic
Place Notary Seal Above
------------------------- OPTIONAL
Though the information below is not required by law,it may prove valuable to persons relying on the document
and could present fraudulent and reattachment of this form to another document.
Description of Attached Document
Type or Title of Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s) Capacity(ies)Claimed by Signer(s)
Signer's Name: Stephanie Hoang Signer's Name:
❑ Individual ❑ Individual
❑ Corporate Officer—Title(s): ❑ Corporate Officer—Title(s):
❑ Partner: ❑Limited ❑ General ❑ Partner: ['Limited ❑General
❑ Attorney in Fact ❑ Attorney in Fact
❑ Trustee ❑ Trustee
❑ Guardian or Conservator ❑ Guardian or Conservator
❑ Other: ❑ Other:
Signer Is Representing: Signer Is Representing:
Rev. 1-15
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ALL PURPOSE NOTARY ACKNOWLEDGMENT
A Notary Public or other Officer completing this certificate verifies only the identity of the individual who signed the document,
to which this certificate is attached, and not the truthfulness, accurocy, or validih of that document. a:
STATE OF CR1t�Utni Cl
COUNTY OF .--R i U e C , ; d e
v
On-3-vn 1`1t_./o-i. before me, G-r�1/41-\_ t AS e. h , a Notary Public,
ili
Appeared Piles-(',r o J C s o n 2-c i.c.L e S a✓la 23; << R L✓apl cl 1 42 y
who proved to me on the basis of satisfactory evidence to be the person whose namely is/ fig subscribed to the
within instrument and acknowledged to me that I fiektia/t1.1sy.executed the same in itsfher/their authorized capacity
(ie), and by btt;{ber/their signature(,on the instrument the person(s). or the entity upon behalf of which the t!:,
x 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.
KAREN HANSEN WITNESS my hand and official seal.
< s,,.,. Commission #2052600 z ,
i +��11 Notary Public -California z / ,
z �qs ' Riverside County Y
I___ it Comm.Exeres Jar,16,2018i Signature of Notary Public
OPTIONAL
', DESCRIPTION OF ATTACHED DOCUMENT
• Type or Title of Document: .____.___--_
Document Date: Number of Pages
?; Sianerts)other than abme: f,
L.
: CAPACITY(IES)OF SIGNER(S) .-
s; Signers Name: — -- Si-mer's Name:
❑ Indio idual J Ind::idea's
4 ❑Corporate Offi,:,°r LU Corporate Officer
41 is
si Title: --- — Title: -_ — -- -- __.._..-..
si
U Par[rership/LLC ❑Partnership/LLC '4,
❑ Attorney in Fact U Attorney in Fact
❑ Trustee U Trustee
❑Guardian/Con,er.ator U Guardian I Consery ator
s:
❑Other ❑Other
c.
e
Signer is Representing: —.-- Signer is Representing. ''
Right Thumbprint of Signer: Right Thumbprint of Signer:
". .:i;r..v1,rrs..sC!iK--?_=a-g∎—M—CAebv 45i.'.:=°.-r.1..:,C .+"<x.:-,,,`'"74..-,7,,,,A7--7-:..:.c. ti747,.1',r:.7e���_::-F.,,,,V-C r,.err-S-K-•<,K.,,,,--.,-.-�..,.c.-:^i-S•S-4<4n, -S"f..r« -
1
•
POWER OF ATTORNEY
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY
UNITED STATES SURETY COMPANY U.S.SPECIALTY INSURANCE COMPANY
KNOW ALL MEN BY THESE PRESENTS: That American Contractors Indemnity Company, a California corporation, Texas
Bonding Company, an assumed name of American Contractors Indemnity Company, United States Surety Company, a Maryland
corporation and U.S. Specialty Insurance Company, a Texas corporation(collectively,the"Companies"), do by these presents make,
constitute and appoint:
Eric Lowey,Stephanie Hoang,Mark Richardson,Shawn Blume or Kevin Cathcart of Costa Mesa,California
its true and lawful Attorney(s)-in-fact,each in their separate capacity if more than one is named above,with full power and authority
hereby conferred in its name,place and stead,to execute, acknowledge and deliver any and all bonds,recognizances,undertakings
or other instruments or contracts of suretyship to include riders, amendments, and consents of surety, providing the bond
-penalty does not exceed *****Ten Million***** Dollars ($ **10,000,000.00** ).
This Power of Attorney shall expire without further action on December 20,2017. This Power of Attorney is granted under and by
authority of the following resolutions adopted by the Boards of Directors of the Companies:
Be it Resolved,that the President,any Vice-President,any Assistant Vice-President,any Secretary or any Assistant Secretary shall be and is hereby vested with full
power and authority to appoint any one or more suitable persons as Attorney(s)-in-Fact to represent and act for and on behalf of the Company subject to the following
provisions:
Attorney-in-Fact may be given full power and authority for and in the name of and on behalf of the Company,to execute,acknowledge and deliver,any and all bonds,
recognizances, contracts, agreements or indemnity and other conditional or obligatory undertakings, including any and all consents for the release of retained
percentages and/or final estimates on engineering and construction contracts,and any and all notices and documents canceling or terminating the Company's liability
thereunder,and any such instruments so executed by any such Attorney-in-Fact shall be binding upon the Company as if signed by the President and sealed and effected
by the Corporate Secretary.
Be it Resolved,that the signature of any authorized officer and seal of the Company heretofore or hereafter affixed to any power of attorney or any certificate relating
thereto by facsimile,and any power of attorney or certificate bearing facsimile signature or facsimile seal shall be valid and binding upon the Company with respect to
any bond or undertaking to which it is attached.
IN WITNESS WHEREOF,The Companies have caused this instrument to be signed and their corporate seals to be hereto affixed,this
1st day of December,2014.
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY
Corporate Seals UNITED STATES SURETY COMPANY U.S.SPECIALTY INSURANCE COMPANY
a
',l.... A.4., `�SrSUR r •`pC)N'�"''.y s'tnzo'a°,.,
=_: FCd190RAMO `z= ., "'�j f' ?33 =x: > _ : `� y�K: BER.is,1990 = W. ••p� =W:.
'"' _ Daniel P Aguilar,Vice President
IV...
:`2: 'cr �9�
u m r mm,aoo m w
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the
document to-which this certificate is attached,and not the truthfulness,accuracy,or validity of that document.
State of California
County of Los Angeles SS:
On this 1st day of December,2014, before me,Maria G.Rodriguez-Wong,a notary public, personally appeared Dan P.Aguilar,Vice President of American
Contractors Indemnity Company,Texas Bonding Company,United States Surety Company and U.S.Specialty Insurance Company who proved to me on
the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in
his authorized capacity,and that by his signature on the instrument the person,or the entity upon behalf of which the person acted,executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
.� MARIA G.R00RIGUEZ-WONG
�z Commission#t 2019711 Z
Signature ( (Seal) =,s..� Notary Public-California
Z 1'l/ Los Angeles County
Mz Comm.Eta Dec 20,2017
I,Michael Chalekson,Assistant Secretary of American Contractors Indemnity Company,Texas Bonding Company,United States Surety Company
and U.S.Specialty Insurance Company,do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney,executed by
said Companies,which is still in full force and effect;furthermore,the resolutions of the Boards of Directors,set out in the Power of Attorney are in
full force and effect.
In Witness Whereof,I have hereun o set my hand and affixed the seals of said Companies at Los Angeles,California this day
of
Corporate Seals o`tpcS: uR �' WY,"
SOi
`oO'V V Y.1 V =a: uGptPauiEO : _ =W: 4 • =w. Z¢ �.! :o_
9FAi 19.1998:<_ y - _ y _ Michael Chalekson,Assistant Secretary
Bond No. =W a _ �
Agency No. 18200 hgGiFO „,-,' ................... „„„?,%T........ *,,,
Bond No.: 1001006734 Executed in 3 originals
Bond Fee: $31,322.00
FAITHFUL PERFORMANCE BOND SUBDIVISION,
IMPROVEMENT AGREEMENT
TRACT NO. 36747
(California Government Code § 66499.1)
WHEREAS, the City Council of the City of Cathedral City, State of California, and
Jones Cree Ventures LLC, a California Limited Liability Company (hereinafter designated as
"Principal"), have entered into an agreement pursuant to California Government Code section
66462 whereby Principal agrees to install and complete certain designated public and private
improvements, which said agreement, dated J v i 2 22 , 2015, and identified as
"Subdivision Improvement Agreement, Tract No. 36747" (hereinafter designated as
"Agreement"), is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of said Agreement, to furnish a
good and sufficient bond for the faithful performance of said Agreement; and
NOW, THEREFORE, we, the Principal and American Contractors Indemnity Company
, (hereinafter designated as "Surety"),
a corporation organized and doing business under and by virtue of the laws of California and
duly licensed to transact surety business in the State of California, are held firmly bound unto
the City of Cathedral City (hereinafter designated as "City") in the penal sum of One Million,
Five Hundred Sixty Six Thousand, One Hundred Dollars ($ 1,566,100.00), 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.
Surety hereby stipulates and agrees that no change, extension of time, alteration or
addition to the terms of said Agreement or to 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.
1
Bond No.: 1001006734
Bond Fee: $31,322.00
IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and
Surety named herein, on June 18 , 2015 .
APPROVED AS TO CONTENT: PRINCIPAL:
City •f " hedral ity Jones Cree Ventures, LLC
' A California Limited Liability Company
Charles P. McClendon By: Gonzales In stme ts, LLC
City Manager A Califor Limite• Liability Company
Its Ma :ging Me - •er
By:
ario . onzales
Its Managing Member
APPROVED AS TO FORM:
City of Cathedral City By: Bilt-Mor Developments, LLC
�/ A California Limited Liability Company
By « — its Managing Member
City Attorney
By: t ! '�_y! a
Bill R. Waddle
APPROVED: Its Managing Member
City of Cat -dral City
4 /By SURETY:
��
Clyne - American Contractors Indemnity Company
S - y C•mpany
Iil
Signature if Author' .d Representative
Stephanie Hoang,Atto •- in-Fact
Printed name
601 S. Figueroa Street, 16th Fl., Los Angeles, CA 90017
Surety Address and City
(310)649-0990 aheredia @hccsurety.com
Contact Phone and E-mail
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. PAAPPSIWPDATAICA TH10007 ENGINEERINGIDO0I882.2-TM36747 DISTRICT PERFORMANCEBOND.DOC
2
•
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE 1189
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the
document to which this certificate is attached and not the truthfulness,accuracy,or validity of that document.
State of California )
County of Orange )
On 10 l 1 a L 16 before me, V. Copeland ,Notary Public,
personally appeared Stephanie Hoang
Name(s)of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s)acted, executed the instrument.
I certify under PENALTY OF PERJURY under the
V. COPELAND laws of the State of California that the foregoing
� � Commission 2046542 z paragraph is true and correct.
i
,..-.-a=.4.:-. .rr-.. ..v_._--.... %tR S'i'�ta't�YS:-�-.aLi.... .,,,,,„...-+...:„...,.. ..„„, � K.„,,,....„...;,,,,',..„,.r Y,,:.:.„,„.„.,.:y ,,,:w' ./17v-
ii i
ALL PURPOSE NOTARY ACKNOWLEDGMENT
A Notary Public or other Officer completing this certificate verfies only the identity of the individual who signed the document,
�' ff P 8 verifies only h' f 4
to which this certificate is attached, and not the truthfulness, accuracy, nr validity of that document. ___
' STATE C0.1t-C�rni CA
i
COUNTY OFCstve , s,* c� ..
On-3-c-,n 'Q. lit a 0 L before me, K G-r�V\ licAse e n , a Notary Public,
I
Appeared (�'1G it J Cron za�e S Q✓lc� R V✓c c1 -- --
,
who proved to me on the basis of satisfactory evidence to be the person whose name}is/A subscribed to the
• within instrument and acknowledged to me that heAsl}o/thexecuted the same in frisfiher/their authorized capacity
(ies), and by kts{ber/thheir signature(_on the instrument the person(s). or the entity upon behalf of which the t
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. ,
KAREN HANSEN WITNESS my hand and official seal.
, Commission #2052600
s
• a : -Kt:
Notary Public -California 1 ;
• z "'_9 ''r Riverside County - - �I I
• 3_ _ Ml Comm.Exres Jan 16_2018 Signature of Notary Public
OPTIONAL
• DESCRIPTION OF ATTACHED DOCUMENT
;
,
• Type or Title of Document:
4,
Document Date: . __ Number of Pages
Signer(s)other than abrxe: fi
• CAPACITY(IES)OF SIGNER(S)
4 ,
• Signer's Narnr: — . ... Simer's Name:
❑ Indis iduai J I:,di-,id:lai
J Corporate Officer LI Corporate Officer
_
Title: title:
4.
U Partnership/Ilk ❑ Partnership/LC — u
❑ Attorney in Fact 0 Attorney in Fact
❑Trustee ❑Trustee _
❑Guardian/Con;er.ator U Guardian/Consersator
E ❑Other ❑Other
4 3
;
c.
a.
Signer is Representing: __-- Signer is Repre}enting: r'
4
Right Thumbprint of Signer: Right Thumbprint of Signer:
'.�.e:_:-a_.:cz.. i�•...1a-.,--g`Y-2ti+._A1t� °lrp.•rrtiRti---xr .--;_r,,.-. :w�;^;.J..--.:..-,r.-r,-�,... :r_'= -:.�.r 24..e.-r!+i-q r:-r...-.,Y«.-ti-+.rte^'-vS r43n, -4' $G'
i
POWER OF ATTORNEY
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY
UNITED STATES SURETY COMPANY U.S.SPECIALTY INSURANCE COMPANY
KNOW ALL MEN BY THESE PRESENTS: That American Contractors Indemnity Company, a California corporation, Texas
Bonding Company, an assumed name of American Contractors Indemnity Company, United States Surety Company, a Maryland
corporation and U.S. Specialty Insurance Company,a Texas corporation (collectively,the"Companies"),do by these presents make,
constitute and appoint:
Eric Lowey,Stephanie Hoang,Mark Richardson,Shawn Blume or Kevin Cathcart of Costa Mesa,California
its true and lawful Attorney(s)-in-fact,each in their separate capacity if more than one is named above,with full power and authority
hereby conferred in its name,place and stead,to execute,acknowledge and deliver any and all bonds,recognizances,undertakings
-or other instruments or contracts of suretyship to include riders, amendments, and consents of surety, providing the bond
penalty does not exceed *****Ten Million***** Dollars ($ **10,000,000.00** ).
This Power of Attorney shall expire without further action on December 20,2017. This Power of Attorney is granted under and by
authority of the following resolutions adopted by the Boards of Directors of the Companies:
Be it Resolved,that the President,any Vice-President,any Assistant Vice-President,any Secretary or any Assistant Secretary shall be and is hereby vested with full
power and authority to appoint any one or more suitable persons as Attornev(s)-sn-Fact to represent and act for and on behalf of the Company subject to the following
provisions:
Attorney-in-Fact may be given full power and authority for and in the name of and on behalf of the Company,to execute,acknowledge and deliver,any and all bonds,
recognizances, contracts, agreements or indemnity and other conditional or obligatory undertakings, including any and all consents for the release of retained
percentages and/or final estimates on engineering and construction contracts,and any and all notices and documents canceling or terminating the Company's liability
thereunder,and any such instruments so executed by any such Attorney-In-Fact shall be binding upon the Company as if signed by the President and sealed and effected
by the Corporate Secretary.
Be it Resolved,that the signature of any authorized officer and seal of the Company heretofore or hereafter affixed to any power of attorney or any certificate relating
thereto by facsimile,and any power of attomey or certificate bearing facsimile signature or facsimile seal shall be valid and binding upon the Company with respect to
any bond or undertaking to which it is attached.
IN WITNESS WHEREOF,The Companies have caused this instrument to be signed and their corporate seals to be hereto affixed,this
1st day of December,2014.
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY
Corporate Seals UNITED STATES SURETY COMPANY U.S.SPECIALTY INSURANCE COMPANY
�'4oaF 0:gg,, `.•cL 1 W4% NR.vr 1",
.a
......
'6a #Q::
_ i lyrrnry i
IILORPOPATER i = =_o: •ll�''t ;t= w Zc _v �� = y• ,
`_ s Daniel Aguilar,r V ice President
um a nnn11 umm�`a noon
A notary public orother officer completing this certificate verifies only the identity of the individual who signed the
document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document.
State of California
County of Los Angeles SS:
On this 1st day of December,2014, before me,Maria G.Rodriguez-Wong,a notary public, personally appeared Dan P.Aguilar,Vice President of American
Contractors Indemnity Company,Texas Bonding Company,United States Surety Company and U.S.Specialty Insurance Company who proved to me on
the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in
his authorized capacity,and that by his signature on the instrument the person,or the entity upon behalf of which the person acted,executed the instrument.
I certify under PENALTY OF PERJURY-under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
MARIA G.RODRIGUEZ-WONG
_ _, Commission#t 20 49771
Signature ( (Seal) i "-A41 Notary Public-California
2 '1'!) Los Angeles County
Comm. Dec 20,2017
I,Michael Chalekson,Assistant Secretary of American Contractors Indemnity Company,Texas Bonding Company,United States Surety Company
and U.S.Specialty Insurance Company,do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney,executed by
said Companies,which is still in full force and effect;furthermore,the resolutions of the Boards of Directors,set out in the Power of Attorney are in
full force and effect. (j
In Witless Whereof,I have h^erreunt set my hand and affixed the seals of said Companies at Los Angeles,California this I D day
of �'Y\1J '!v
Corporate Seals ;y, .times suRr, ,
loO o0'0 31� . _ t= _x: a_ Secretary
Bond No 1 WP..H• � a; Michael Chalekson,Assistant
18200 ' ;'. ,'�,- ?� yPy,,.' S
Agency No �qL ..ryP `
*„ ;FoF;�E•,. ,*1