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25500-4 Sunrise Desert Part 91
CITY OF LA QUINTA SUBDIVISION IMPROVEMENT AGREEMENT THIS AGREEMENT, made and entered into this day of 60-10�4 19 i1 by and between SUNRISE DESERT PARTNERS, hereinafter.l referred to as "SUBDIVIDER" AND CITY OF LA QUINTA, a municipal corporation of the State of California, hereinafter referred to as "CITY". WITNESSETH: WHEREAS, the Subdivider has prepared and filed a final subdivision map of Tract No. 25500-4 in the City of La Quinta, County of Riverside, for approval by the City; and WHEREAS, as a condition precedent to the approval of said map by City, Subdivider is required to offer dedication of those parcels of land intended for streets, highways and other public use, and also to construct and install or agree to construct and install certain improvements on said dedicated parcels; and WHEREAS, Subdivider, by said map, has offered for dedication to City for public use certain streets and easements shown on said map; and WHEREAS, City desires to accept the streets and easements shown on said map for public use, and certain other such improvements, and WHEREAS, as a condition precedent to the acceptance of the dedication of such streets and easements by City, Subdivider is required to enter into an agreement with the City to construct certain improvements; and WHEREAS, the total cost of such improvements has been estimated by the City Engineer to be approximately -0- Dollars; and WHEREAS, Subdivider, by said map, has proposed to utilize certain parcels of land for private streets, and also to construct and install or agree to construct and install certain improvements; and WHEREAS, Subdivider, by said map, has not offered for dedication to the City for public use the aforementioned private streets; and WHEREAS, even though said private streets shall not be dedicated to City for public use, City desires to insure that said streets are constructed to the same standards and specifications required by City for public streets; and WHEREAS, the total cost of such improvements has been estimated by the City Engineer to be approximately $35,090.00 Dollars; NOW, THEREFORE, IT IS AGREED by and between the parties thereto as follows: 1. Subdivider, at his sole cost and expense, shall construct and install the street, drainage, domestic water, sanitary sewer and other improvements required to be constructed or agreed to be constructed as a condition precedent to the approval of said final map and acceptance of such streets and easements, as shown on the "Improvement Plans for Tract No. 25500-411; a copy of which is now on file in the office of the City Engineer of the City and which is referred to and incorporated herein as though set forth in full. 2. Subdivider shall furnish to City a security satisfactory in form and substance to City Attorney executed by a corporation authorized to transact surety business in the State of California on forms approved by the City, one security to be in the sum of $188,518.00 Dollars to assure the faithful performance of this Agreement and to assure payment of the cost of the labor and materials for the improvements required to be constructed or installed hereby. SUBDIVISION IMPROVEMENT AGREEMENT - TR 25500-4 Page 2 3. Before final approval of the street improvements, the Subdivider will place survey monuments in accordance with the provisions of the State Subdivision Map Act and the Subdivision Ordinance of the City of La Quinta as shown on the Tract Map. The Subdivider, after setting the monuments, shall furnish the City Engineer of the City of La Quinta, written notice of the setting of said monuments and written proof of having paid the engineer or surveyor for the setting of said monuments, or as provided for in the Subdivision Map Act. 4. In accordance with the terms of said subdivision regulation aforesaid, the Subdivider does hereby agree to furnish a security satisfactory in form and substance to the City Attorney in the amount included in $188,518.00 to guarantee payment of the cost of setting monuments as stated in Item No. 3 of this agreement. 5. DELETED (Recommendation for City Acceptance) 6. Subdivider shall complete such improvement plans including any corrections and revisions thereto necessary to comply with the applicable City standards as determined by the City Engineer, within thirty (30) days after approval of the final map. 7. DELETED (1-year guarantee of City accepted improvements) 8. DELETED (Construction to commense within 90 days and completed within 180 days) 9. DELETED (City to retain payment securities for 1 year as guarantee) 10. DELETED (City to retain 10% of performance security for 1 year) 11. Subdivider also agrees, at his sole cost and expense, to construct and install to the standards and specifications required by the City, the Private Streets and utilities as shown on the aforementioned "Improvement Plans" for Tract No. 25500-4. 12. DELETED ( Post construction securities) 13. The City Engineer or his duly authorized representative, upon written request of Subdivider, shall inspect the Private Streets herein agreed to be constructed by Subdivider, and determine if said Private Streets have been constructed in compliance with the standards and specifications required by City for public streets. 14. Subdivider hereby guarantees said Private Streets for a period of one year following the completion by Subdivider, and approval by City Engineer, against any defective work or labor done, or defective materials furnished, in the performance of this Subdivision Improvement Agreement by Subdivider and shall repair or replace any such defective work or materials subsequently discovered. Subdivision Improvement Agreement - Tr 25500-4 Page 3 15. Subdivider shall commence the construction and installation of said Private Streets and utilities within ninety (90) days from the approval of such "Improvement Plans" for Tract No. 25500-4 by the City Engineer, and shall complete such construction and installations within eighteen (18) month from such date of commencement; provided, however, that Subdivider shall have the option at its sole discretion to extend the completion period described herein past the eighteen (18) month time period to any future date said Subdivider may select. It is understood, however, that as a condition precedent to extending the aforementioned completion period, Subdivider shall furnish the City the securities described in Item No. 2 herein covering any extended completion period selected by Subdivider pursuant to this paragraph. The amount of said securities to be furnished to City pursuant to this paragraph shall be sufficient to insure the performance of additional work to complete, after taking into account work already performed, the aforementioned Private Streets and utilities. Said securities amount to insure completion shall be determined by City's engineer. 16. Fifty percent of the security required herein at Item No. 2 shall be retained to secure payment to the contractor, his subcontractors, and to persons renting equipment or furnishing labor or materials for six (6) months after completion and approval of the work provided at Item No. 11 herein by the City Engineer. 17. Ten percent of the estimated cost of street improvements shall be retained by the City from the security required by Item No. 2 herein for one (1) year after completion and approval of the work by the City Engineer to support the guarantee of the improvements by the Subdivider as required by Item No. 15 herein. 18. In the event that Subdivider fails to perform any obligation hereunder, Subdivider authorizes City to perform such obligation sixty (60) days after mailing written Notice of Default to Subdivider at the address given below, and agrees to pay the entire cost of such performance by City. 19. In the event that Subdivider fails to perform any obligation hereunder, Subdivider agrees to pay all costs and expenses incurred by City in securing performance of such obligations, including costs of suit and reasonable attorney's fees. In the event that Subdivider is unable to perform within the time limits herein due to causes beyond his control, such as strikes, acts of God, etc., all time limits will be extended by the same amount of time as caused by such delay. 20. Subdivider hereby binds itself, its executors, administrators and assigns, and agrees to indemnify, defend and hold the City harmless from any losses, claims, demands, actions or causes of action of any nature whatsoever, arising out of or in any way connected with the improvements agreed to be constructed and installed hereunder by the Subdivider, including costs of suit and reasonable attorney's fees. Subdivision Improvement Agreement - Tract No. 25500-4 Page 4. IN WITNESS WHEREOF, zhe parties hereto have executed this Agreement as of the day and year first written above. CITY OF LA QUINTA By: c �. Ronaid L. kiedrowsxi City Manager ATTEST: /=- - �, NO I war/lNO iCity Clerk SUBDIVIDER: Sunrise Desert Partners A California Limited Partnership BY: Sunrise Corporation A California Corporation General Partner BY: Phillip K. Smith Executive Vice President CAT. NO, NNO0636 TO 1954 CA (9-84) (Corporation as a Partner of a Partnership) ON TICOR TITLE INSURANCE STATE OF CALIFORNIA COUNTY OF Riverside SS. On _r)FC�VAeV—D_ r-1-0, j�!�Q before me, the undersigned, a Notary Public in and for said State, personally appeared Ph i l l i n K _ Smith . Jr. personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as the Executive Vice President, wnd Sedrefellf Sunrise Corporation of the corporation that executed the within instrument on behalf of Sunrise Desert Partners the partnership that executed OFF OAL SEAT, the within instrument, and acknowledged to me that such OP R. LEVIN corporation executed the same as such partner and that NTAFN K*lJC�IIiIF NIA such partnership executed the same. PRNO , pFFIM IN I 4 WITNESS my hand and official seal. R1VEI0M COUNTY My Canmissim Exp. Aug. 21, 1992 Signature REVIEWED AND APPROVED 11/86 (This area for official notarial seal) ty Engine 6-3 — 91 Date Subdivision Bond Labor & Material/Payment Bond Number 3SM 776 140 00 AMERICAN MOTORISTS INSURANCE COMPANY SUBDIVISION BOND KNOW ALL MEN BY THESE PRESENTS: That we,SUNRISE DESERT PARTNERS as Principal, and AMERICAN MOTORISTS INSURANCE COMPANY, as Surety, are held and firmly bound unto CITY OF LA QUINTA as Obligee, in the sum of NINETY FOUR THOUSAND, TWO HUNDRED FIFTY NINE AND 50/100 ($ 94,259.50), lawful money of the United States, for the payment of which sum well and truly to be made, We bind ourselves jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH, That, Whereas, said Principal has entered into a Subdivision Agreement with the Obligee, dated XX/XX/19XX, in which said Principal agrees to construct designated public improvements, as follows: IMPROVEMENTS TRACT 25500-4 and, as a condition of approving said Subdivision, the Principal is required to give a Labor and Material Payment Bond as herein provided. NOW, THEREFORE, if said Principal or and contractor or subcontractor fails to pay for any materials, provisions, or rented equipment used in, upon, or for or about the construction of the public improvements or performance of the work to be done, or any work or labor done of any kind, in or on such improvements, said Surety will pay the same in an amount not exceeding the sum set forth above. This bond shall inure to the benefit of the contractor, his subcontractors, and to persons renting equipment or furnishing labor & materials to them for the improvements. Signed and sealed on JUNE 29TH 1992. SUNSET DESERT PARTNERS if By: AMERICAN MOTORISTS INSURANCE COMPANY By. WILLIAM 4iact PER Attorney Please direct all correspondence to: Lou Jones & Associates P.O. Box 41375 Los Angeles, Ca 90041 213-257-8291 ilh4Tb nAl" FIRSTBANK, N.A. 734= Highway 111 Palm Desert, CA 92260 (619) 341-7000 "LENDER" G�lSTi KSL Land Corporation BENEF#CU4RY City Of La Quinta IRREVOCABLE LETTER OF CREDIT ................................................... ADDRESS 78495 Calle Tampico La Quinta, CA 92253 NO.:. 9309969 '1"Ei.EWHONE NO 1riEN7tFATttfM (619) 777-7012 A ibRESS 56140 PGA Blvd La Quinta, CA 92253 TELEPHONE No ID�N Fif1CA7ION Nt?. (619) 564-1088 1TE This Letter of Credit shall expire upon the earlier of: 1. the close of business on July 24, 1996 and all drafts and accompanying statements or documents must be presented to Lender on or before that time; or 2. the day that Lender honors a draw under which the full amount of this Letter of Credit is drawn. Lender indicated above ("Lender") hereby establishes at the request and for the account of Customer an Irrevocable Letter of Credit in favor of Beneficiary for a sum of One Hundred Eighty Eight Thousand Five Hundred Nineteen and no/100 Dollars ($ 188, 519.00 ) These funds shall be made available to Beneficiary against Lender's receipt from Beneficiary of drafts drawn at sight on Lender at its address indicated above (or such other address that Lender may provide Beneficiary with written notice of in the future) during regular business hours and accompanied by the signed written statements or documents indicated below. WARNING TO BENEFICIARY: PLEASE EXAMINE THIS LETTER OF CREDIT AT ONCE. IF YOU FEEL UNABLE TO MEET ANY OF ITS REQUIREMENTS, EITHER SINGLY OR TOGETHER, YOU SHOULD CONTACT YOUR CUSTOMER IMMEDIATELY TO SEE IF THE LETTER OF CREDIT CAN BE AMENDED. OTHERWISE, YOU WILL RISK LOSING PAYMENT UNDER THIS LETTER OF CREDIT FOR FAILURE TO COMPLY STRICTLY WITH ITS TERMS AS WRITTEN. 1. DRAFT TERMS AND CONDITIONS Lender shall honor the drafts submitted by Beneficiary under the following terms and conditions: Drafts drawn against this Irrevocable Letter of Credit will be honored when referenced to specific performance or non-performance regarding the property described as Tract 25500-4 (Big Springs Loop). This Letter of Credit is automatically renewable. FirstBank, N.A. reserves the right to cancel this Letter of Credit with 60 days written notice prior to the expiration of any extended term. Written notice will be given to KSL Land Corporation and the Beneficiary. Upon Lender's honor of such drafts hereinafter, Lender, once the full amount of credit available under this Letter of Credit has been drawn, shall be fully discharged of its obligations under this Letter of Credit and shall not thereafter be obligated to make any further payments under this Letter of Credit in respect of such demand for payments to Beneficiary or any other person. If a non -conforming demand is made, Lender shall notify Beneficiary of its dishonor on or before the time mentioned in Section 5 below. Beneficiary shall have no recourse against Lender for any amount paid under this Letter of Credit after Lender honors any draft or other document which complies strictly with this Letter of Credit, and which on its face appears otherwise in order but which is signed, issued, or presented by any party or under the name of any party purporting to act for Beneficiary, purporting to claim through Beneficiary, or posing as Beneficiary. By paying to Beneficiary an amount demanded in accordance with this Letter of Credit, Lender makes no representation as to the correctness of the amount demanded and Lender shall not be liable to Beneficiary or any other person for or in respect to any amount so paid or disbursed for any reason whatsoever, including, without limitation, any nonapplication or misapplication by Beneficiary of the proceeds of such payment. By presenting upon Lender or a confirming bank, Beneficiary certifies that Beneficiary has not and will not present upon the other, unless and until Beneficiary meets with dishonor. Beneficiary promises to return to Lender and confirm any funds received by Beneficiary in excess of the Letter of Credit's maximum drawing amount. 2. USE RESTRICTIONS All drafts must be marked "DRAWN UNDER FirstBank N.A. IRREVOCABLE LETTER OF CREDIT NO. 9309969 DATED July 24, 1995 ", and the amount of each draft shall be marked on the draft. Only Beneficiary or Beneficiary's Transferee (only if transferable) may complete a draft and accompanying statements or documents required by this Letter of Credit and make a draw under this Letter of Credit. This original Letter of. Credit must accompany any draft drawn hereunder. Partial draws ® are permitted ❑ are not permitted under this Letter of Credit. Lender's honor of a partial draw shall correspondingly reduce the amount of credit available under this Letter of Credit. Following a partial draw, Lender shall return this original Letter of Credit to Beneficiary with the partial draw noted thereon; in the alternative, and in its sole discretion, Lender may issue a substitute Letter of Credit to Beneficiary in the amount shown above less any partial draw(s). 3. PERMITTED TRANSFEREES ❑ This Letter of Credit may be transferred by Beneficiary upon providing Lender with prior written notice of the transfer. The Transferee shall be deemed the new Beneficiary of this Letter of Credit and the documents of the Transferee, including drafts required under this Letter of Credit, are to be processed by Lender (or any intermediary) without the original Beneficiary's intervention and without any further responsibility on Lender's part to the original Beneficiary. ® The right to draw under this Letter of Credit shall be nontransferable, except for: A. A transfer (in its entirety, but not in part) by direct operation of law to the original Beneficiary's administrator, executor, bankruptcy trustee, receiver, liquidator, successor, or other representatives at law; and B. The first immediate transfer (in its entirety, but not in part) by such legal representative to a third parry after express approval of a governmental body (judicial, administrative, or executive). MASTS02 © FormAtion Technologies, Inc. (3/2/941 (8001 937-37AQ 4. TRANSFEREE'S REQUIRED DOCUMENTS When the presenter is a permitted Transferee under paragraph 3 above, the documents required for a draw shall include: A. All documents required elsewhere in this Letter of Credit, except that such documents may be in the name of and executed by either the original Beneficiary or the presenter permitted by paragraph 3; and B. When the presenter is a permitted Transferee under paragraph &A or a third party under 3.13, a certified copy of the one or more documents which show the presenter's authority to claim through or to act with authority for the original Beneficiary. 5. TIMING OF DISHONOR Under no circumstances shall Lender be precluded from relying upon any reason for dishonor given in a communication which Beneficiary or the presenter receives within three (3) Banking Days after Lender has received the last document forming part of Beneficiary's presentment (the "Three -Day Period"). Lender shall be entitled to rely upon any such reason without regard to either (i) the timing of any presentment made before the Expiration Date, or (ii) the timing inside the Three -Day Period of any preliminary communication(s) from Lender concerning the dishonor decision itself or any reason for dishonor. For any such reason so given during the Three -Day Period, Lender shall be conclusively deemed to have met the "reasonable time", "without delay", and other timing requirements as the Uniform Customs and Practice for Documentary Credits, 1993 Revision, ICC Publication No 500, as most recently published by the International Chamber of Commerce (hereinafter called the "UCP") may impose. The Expiration Date shall not be extended to accommodate a presentment made with less than three (3) Banking Days to go before the Expiration Date, and Beneficiary shall not be entitled to submit a draw request or provide Lender with any documents in support of a draw after the Expiration Date hereof. Nor shall Lender ever be required to communicate a dishonor decision or its reasons within a time less than the Three -Day Period. "Banking Day" shall mean any day, except Saturday, on which commercial banks located in the state of Lender's address are either not authorized or are not required to close. 6. COMPLIANCE BURDEN Under no circumstances shall Lender be held responsible for any impossibility or other difficulty in achieving strict compliance with the requirements of this Letter of Credit precisely as written. Beneficiary understands and acknowledges: (1) that unless and until the present wording of this Letter of Credit is amended with Lender's prior written consent, the burden of complying strictly with such wording remains solely upon Beneficiary; and (ii) that Lender is relying upon the lack of such amendment as constituting Beneficiary's initial and continued approval of such wording. 7. NON-SEVERABILITY If any aspect of this Letter of Credit is ever declared unenforceable for any reason by any court or governmental body having jurisdiction, Lender's entire engagement under this Letter of Credit shall be deemed null and void ab initio, and both Lender and Beneficiary shall be restored to the position each would have occupied with all rights available as though this Letter of Credit had never occurred. This non-severability provision shall override all other provisions in this Letter of Credit, no matter where such provision appears within the Letter's body. S. CHOICE OF LAW/JURISDICTION The UCP shall in all respects be deemed a part hereof as fully as if incorporated herein and shall apply to this Letter of Credit. This Agreement shall be governed by and construed in accordance with the laws of the State of California , United States of America, except to the extent such laws are inconsistent with the UCP. Lender and Beneficiary consent to the jurisdiction and venue of any court selected by Lender in its discretion located in the State of California in the event of any legal proceeding under this Letter of Credit. 9. EXPIRATION Lender hereby agrees with Beneficiary that drafts drawn under and in compliance with the terms of this Letter of Credit will be duly honored if presented to the Lender on or before the Expiration Date. Dated: July 24, 1995 LENDER: FirstBank, N.A. C By: James McCaughey Execut ve Vice President ENDORSEMENT OF DRAFTS DRAWN: Amount Amount Date Negotiated By In Words In Figures MAST602B © FormAtion Technologies, Inc. (3/2/94) (800) 937-3799 M OUTSTANDING BOND REPORT Name: Sunrise Desert Partners Tract No. 25500-4 Date of Contract: February 5, 1991 Required Bond Amounts: $188,518 - Performance/Labor/Monument inclusive Dates of Bond Reductions: Outstanding Bonds: Amount: Bond No. Date Cancelled/Released: $188,519 3SM 776 14000 Replaced by LOC#9309969 $ 94,259.50 3SM 776 14000 $188,549 LOC #9309969