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CITY OF LA QUINTA
SUBDIVISION IMPROVEMENT AGREEMENT
THIS S BDIVISION IMPROV MENT AGREEMENT (the "Agreement") is made and entered into this
day of C� u ST 19 by and between KSL Land
Corporation, a Delaware Corporation hereinafter referred to as "Subdivider," and the City of La Quinta, a
municipal corporation of the State of California, hereinafter referred to as "City."
RECITALS:
A. Subdivider has prepared and filed a final map (the "Tract Map") of a tract of land in the City of La
Quinta, County of Riverside, which tract is known as Tract No. 28118 (the "Tract") pursuant to the provisions
of Section 66410, et sec. of the California Government Code (the "Subdivision Map Act").
B. Prior to approval of the Tract Map, Subdivider is required to install or agree to install certain public
and private improvements (the "Improvements")
C. The requisite improvements have not been installed and accepted at this time.
D. It is therefore necessary that Subdivider and City enter into an agreement for the installation of the
improvements as provided in Section 66462 of the Subdivision Map Act.
NOW, THEREFORE, it is agreed by and between the parties hereto as follows:
1. Revision of Plans. Subdivider shall, within thirty (30) days of City Council approval of the Tract Map,
complete final corrections and revisions to improvement plans and submit for approval original plans meeting
the requirements of the City Engineer.
2. Improvements. Subdivider shall construct the public and private street, drainage, utility, landscaping,
and other improvements required to be constructed or agreed to be constructed under this Agreement as listed
and described in the List of Improvements attached hereto as Exhibit "A" and incorporated herein (the
"Improvements"), and shall bear the full cost thereof. The methods, standards, specifications, sequence, and
scheduling of construction shall be as approved by the City Engineer.
3. Improvement SecujU.
A. As a condition of City Council approval of the Tract Map, Subdivider shall have furnished
performance and payment securities to City as a guarantee of the completion of the Improvements, as set forth
in Government Code Section 66499 et sec. One class of security to be provided by Subdivider, hereinafter
referred to as "performance security," shall assure the faithful performance of this Agreement including
payment of associated plan check and permit fees. A second class of security to be provided by Subdivider,
hereinafter referred to as "payment security," shall assure the payment of the cost of labor, equipment and
materials supplied to construct the Improvements. A third class of security to be provided by Subdivider,
hereinafter referred to as "guarantee security," shall serve as a guarantee and warranty of the Improvements
for a period of one year following the completion and acceptance of the Improvements.
B. Subject to the approval of the City Engineer, security may be furnished in the form of (1) a
deposit of cash or negotiable bonds, of the kind approved for securing deposits of public moneys with City or
in favor of City, with a responsible escrow agent or trust company, (2) bonds which are of the form specified
in Section 66499.2 of the Subdivision Map Act and satisfactory in form and substance to the City Attorney
and are executed by a corporation authorized to transact surety business in the State of California, (3) an
instrument of credit from an agency of the state, federal, or local government when any agency of the state,
federal, or local government provides at least twenty percent (20%) of the financing for the Improvements to
be completed, or from one or more financial institutions subject to regulation by the state or federal government
and pledging that the funds necessary to carry out the completion of the Improvements are on deposit and
guaranteed for payment, or a letter of credit issued by such a financial institution, (4) a lien upon the Tract,
created by contract between City and Subdivider, if City finds that it would not be in the public interest to
require the installation of the Improvements sooner that two (2) years after the recordation of the Tract Map,
(5) an irrevocable instrument of credit from one or more financial institutions subject to regulation by the state
or federal government pledging that the funds necessary to carry out the agreements are on deposit,
guaranteed for payment, and constitute a trust fund which is not subject to levy or attachment by any creditor
of the depositor until released by the City, and/or (6) an irrevocable instrument of credit issued by a financial
institution subject to regulation by the state or federal government guaranteeing that all or any portion of the
funds available pursuant to the letter of credit will be paid upon the written demand of the City Engineer, and
that such written demand need not present documentation of any type as a condition of payment, including
proof of loss. Irrevocable instruments of credit specified in (5) and (6) hereinabove shall be issued by financial
institutions having a Moody's Financial Service rating of "A" or better and evidence of such rating shall
accompany the instruments when submitted to the City for approval. The duration of any such bond or letter
of credit shall be for a period of not less than one year from the execution of the Agreement or such longer
period for completion of the Improvements, whichever is greater; further provided that the duration of such
bond or letter of credit shall be extended to provide the performance security holdback provided in Section 13
hereof.
Subdivision Improvement Agreement - Tract 28118 Page 1 of 4
C. All securities shall be furnished in accordance with the provisions of Exhibit A. Separate
security shall be furnished for performance security and payment security. The amount of the performance
security shall equal One Hundred Percent (100%) of the estimated cost of constructing the Improvements,
including payment of plan check and permit fees, as estimated by the City Engineer or a duly authorized
representative of the City Engineer. Payment security shall equal Fifty Percent (50%) of the amount of
performance security except as otherwise set forth in Exhibit A. Guarantee security shall equal Ten Percent
(10%) of the amount of performance security except as otherwise set forth in Exhibit A. In lieu of providing
guarantee security of a separate class, Subdivider may provide "extended -duration performance security" in
the amount required of performance security hereinabove which, with language acceptable to City, is expressly
extended beyond final acceptance/approval of improvements to provide the required warranty security
coverage.
D. City shall retain guarantee security or Ten Percent (10%) of extended -duration performance
security for one (1) year following acceptance or approval of the Improvements to support the guarantee of
the Improvements pursuant to Section 12 hereof. As part of the obligation secured by each of the performance
security, payment security and guarantee security, and in addition to the face amount of each such security,
each such security shall include and assure the payment of costs and reasonable expenses and fees, including
reasonable attorney's fees, incurred by the City in successfully enforcing the obligations thereby secured.
E. Certain Improvements required herein may be deferred for construction by others at a later date.
Deferred improvements, if any, are identified in Exhibit A. Performance ecurity furnished for deferred
improvements shall remain in place until the deferred improvements are constructed and costs are known and
shall guarantee the reimbursement by Developer of Developer's share of the cost of the deferred
improvements. Payment security and guarantee security shall not be required for improvements deferred for
construction by others.
Upon written demand from City, Developer shall deposit cash with City in lieu of or in replacement of
securities guaranteeing deferred improvements.
4. Permits Required. Prior to commencing any phase of work, Subdivider shall obtain all permits required
for that phase of work and pay all required fees. Work performed under a permit or permits shall comply with
all provisions of the required permits.
5. Off -site Improvements. When the construction of one or more of the Improvements required or
necessitates the acquisition of real property not owned by Subdivider or City, Subdivider shall use its best
efforts to purchase such real property at a reasonable price. In the event that Subdivider is unsuccessful,
despite its best efforts, to acquire such real property at a reasonable price, Subdivider may request in writing
that City attempt to acquire such real property. City may, but is not required to, agree to attempt to acquire
such real property on behalf of Subdivider. If City so agrees, City and Subdivider shall enter a separate written
agreement therefor in a form acceptable to the City Attorney. Such agreement shall provide that Subdivider
will advance City One Hundred Fifty Percent (150%) of the appraised fair market value of the real property,
with any unexpended funds refunded to Subdivider and any additional funds required for City's acquisition paid
by Subdivider upon the conveyance of such real property to Subdivider. In no event shall the failure of
Subdivider or City to acquire such real property excuse, waive, or otherwise terminate Subdivider's obligation
to construct the applicable Improvement pursuant to this Agreement or the conditions to approval of the Tract
Map,
6. Completion of Improvements. Subdivider shall begin construction of the Improvements within ninety
(90) days and shall complete construction within twelve (12) months after the approval of this Agreement.
Portions of the Improvements may be completed at a later date, as determined by the City Engineer as set forth
in Exhibit A.
7. Force Majeure. In the event that Subdivider is unable to perform within the time limits herein due to
strikes, act of God, or other events beyond Subdivider's control, the time limits for obligations affected by such
events will be extended by the period of such events.
8. Time Extension. Subdivider may make application in writing to the City Council for an extension of
time for completion of the Improvements. The City Council, in its sole and absolute discretion, may approve
or deny the request or conditionally approve the extension with additions or revisions to the terms and
conditions of this Agreement.
As a condition of the time extension, Subdivider shall furnish to City securities, similar in form and
substance to those required in Article 3 hereinabove, to cover the period of extension. The value of the
securities shall be sufficient to insure the performance of and payment for improvement work that remains
incomplete at the time of the extension, and to provide guarantee security on completed improvements.
9. Survey Monuments. Before final approval of street improvements, Subdivider shall place survey
monuments in accordance with the provisions of Sections 66495, et sec. of the Subdivision Map Act and
Section 13.20.100 of the City Subdivision Ordinance. Subdivider shall provide the City Engineer written proof
that the monuments have been set and evidence of payment and receipt thereof by the engineer or surveyor
setting of the monuments.
Subdivision Improvement Agreement - Tract 28118 Page 2 of 4
10. Approval of Improvements. At the completion of construction and prior to acceptance of the
improvements by the city, Subdivider shall submit a request for final approval by the city. The request shall
be accompanied by any required certifications from Subdivider's engineers or surveyors and any required
construction quality documentation not previously submitted.
Upon receipt of said request, the City Engineer or a duly authorized representative will review the
construction quality documentation and will inspect the Improvements. If the Improvements are determined
to be in accordance with applicable city standards and specifications, and as provided herein, the City Engineer
shall recommend approval of private improvements and acceptance of public improvements by the City Council.
11. Revisions to Plans. When the Improvements have been inspected and approved by the City
Engineer, Subdivider shall make any necessary revisions to the original plans held by City so the plans depict
the actual Improvements constructed. When necessary revisions have been made, each separate sheet of the
plans shall be clearly marked with the words "As -Built" or "As -Constructed," the marking shall be stamped by
an engineer or surveyor, as appropriate for the improvements thereon, who is licensed to practice in California,
and the plans resubmitted to the City Engineer.
12. Improvement Guarantee. Subdivider hereby guarantees the improvements to City for a period of one
(1) year, beginning on the date of final acceptance of all tract Improvements by the City Council, against any
defective work or labor done, or defective materials furnished, and shall repair or replace such defective work
or materials.
13. Release of Security. City shall retain and release securities in accordance with the provisions of
Section 66499.7 of the Subdivision Map Act and of Section 3 of this agreement. Prior to the release of
payment security, the City Engineer may require Subdivider to provide a title report or other evidence sufficient
to show claims of lien, if any, that may affect the amount of payment security released.
14. City Right to Cure. If Subdivider fails to perform any obligation hereunder and such obligation has
not been performed within sixty (60) days after written notice of default from City, then City may perform the
obligation, and Subdivider shall pay the entire cost of such performance by City including costs of suit and
reasonable attorney's fees incurred by City in enforcing such obligation. In cases of emergency or compelling
public interest, as determined by the City Engineer, the requirement for written notice of default and/or the
passage of sixty (60) days shall be deemed waived and all other provisions of this Article shall remain in effect.
15. Indemnification. Subdivider hereby binds itself, its officers, employees, agents, representatives,
executors, administrators, guarantors, heirs, and assigns, and agrees to indemnify, defend and hold City and
its officers, employees, agents, representatives, and assigns harmless from and against any losses, claims,
demands, actions, or causes of action of any nature whatsoever, arising out of or in any way connected with
Subdivider's performance hereinunder, including costs of suit and reasonable attorneys' fees.
16. No Modification of Conditions. This Agreement shall in no respect act to modify or amend any
provision of the Tentative Tract Map Conditions of Approval for the Tract. In the event that any requirement
or condition of this Agreement is inconsistent with or fails to include conditions of the Tentative Tract Map
Conditions of Approval for the Tract, which document is incorporated herein by reference, the provisions in
the Tentative Tract Map Conditions of Approval shall remain in effect and shall control.
17. Severability. In the event that any provision or provisions of this Agreement are held unenforceable,
all provisions not so held shall remain in full force and effect.
18. General Provisions
A. All notices pursuant to this Agreement shall be in writing and shall be personally delivered or
sent by registered or certified mail, return receipt requested, to the parties at their respective addresses
indicated below their respective signatures. Notices personally delivered shall be effective upon delivery.
Notices mailed as provided herein and sent postage prepaid shall be effective upon the date of delivery or
refusal indicated on the return receipt. Either party may change its address for notices hereunder by notice
to the other given in the manner provided in this subparagraph.
B. The terms, conditions, covenants, and agreements set forth herein shall apply to and bind the
heirs, executors, administrators, assigns, and successors of the parties hereto.
C. Neither party to this Agreement relies upon any warranty or representation not contained in this
Agreement.
D. This Agreement shall be governed by and interpreted with respect to the laws of the State of
California.
E. In the event of any dispute between the parties with respect to this Agreement, the prevailing
party shall be entitled to prompt payment of its reasonable attorneys' fees from the non -prevailing party.
F. Any failure or delay by either party in asserting any of its rights and remedies as to any default
shall not operate as a waiver of any default or of any such rights or remedies provided for hereunder.
Subdivision Improvement Agreement - Tract 28118 Page 3 of 4
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written
above.
CITY OF LA QUINTA:
ATTQST:
y Clerk
SUBDIVIDER: KSL Land Corporation
By:
Title: EXECUTIVE VICE PRESIDENT
By:
Title:
Tom Genovese
City Manager
ADDRESS:
56-140 PGA BLVD.
LA QUINTA, CA 92253
0Reviewed and Approved: 000'/�c�Gy�T 16, 1996-
City Engineer Date
Approved as to Form: C . kf a 315.
City Attorney Date
Subdivision Improvement Agreement - Tract 28118 Page 4 of 4
Exhibit A
LIST OF IMPROVEMENTS AND SECURITY AMOUNTS - TRACT 28118
Except as otherwise provided herein, Subdivider shall furnish performance security and payment
security prior to City Council approval of the final map.
Improvements designated as "deferred" will be constructed by others at a later date as determined
by City. Security shall remain in place until such later date to guarantee Subdivider's payment for
the cost of the deferred improvements.
As elements of the work are completed, Subdivider may request a maximum of three partial releases
of performance security. Payment (labor & materials) security may be released only after final
acceptance/approval by the La auinta City Council of all tract improvements.
Partial releases of performance security will be evaluated and may be granted, in whole or in part, by
the City Engineer. Requests for partial releases, setting forth in detail the amount of work completed
and the value thereof, shall be made in writing to the City Engineer.
Improvement Description Performance Payment
Domestic Water $247,800 $123,900
Sanitary Sewer 144,600 72,300
Underground Electric 111,000 55,500
Underground Telephone 42,800 21,400
Grading, Streets, Drainage 415,400 207,700
Perimeter Landscaping (Deferred) 20,000 0
Survey Monumentation 7,500 0
Totals: $989,100 $480,800
s
STATE OF CALIFORNIA 1
ss.
COUNTY OF �jVtrS 1
On 4j , before me,
Name, Title, e.g., "Jane Doe, Alotary Public"
personally appeared
Name(s) of Signer(s)
personally known to me -- OR -- ❑ 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.
QARBARAyTp. lA`RQSH Witness my hand and official seal.
COMM. 0978568
Notary Public -California Z
RIVERSIDE COUNTY o
_ My Commission Exxppires
November 22, 1996
Signature of Notary
OPTIONAL
Though the data below are not required by law, the information may prove valuable to persons relying on the
document and could prevent fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER: DESCRIPTION OF ATTACHED DOCUMENT
❑ Individual
❑ Corporate Officer:
Title(s)
❑ Partner(s): ❑ Limited
❑ General
❑ Attorney -in -Fact
❑ Trustee(s)
❑ Guardian/Conservator
❑ Other:
SIGNER IS REPRESENTING
Name of Person(s) or Entity(ies)
Title or Type of Document
Number of Pages
Date of Document
Signer(s) Other than Named Above
ONWER
INSURANCE COMPANY
(a C011fornia Company)
6404 Wilshire Blvd., Suite 850, Los Angeles, California 90048-5510
BOND RIDER
Subdivision Performance
To be attached to and form a part of
Bond No. 3911-FP Dated April 3, 1996, of
KSL LAND CORPORATION AND/OR KSL LAND II CORPORATION
as Principal, and
FRONTIER INSURANCE COMPANY, as Surety, in favor of City of LaQuinta, California
P.O. Box 1504, 78495 Calle Tampico, LaQuinta, CA 92253
as Obligee.
It is understood and agreed that the Bond is changed or revised in the particulars as indicated below:
The penal sum of the Performance Bond is reduced from:
Seventy -Six Thousand, Nine Hundred Twenty and No/100 Dollars (*76,920.00)
To: Twenty Thousand and No/100 Dollars t*20,000.00)
Said Bond shall be subject to all its terms, conditions, and limitations, except as herein expressly modified.
This Bond Rider shall become effective: December 15, 1999
IN WITNESS WHEREOF, FRONTIER' INSURANCE COMPANY has caused its corporate seal to be hereunto affixed
February 24, 2000
this:
FRONTIER PACIFIC INSURANCE COMPANY
tt e J_ rown �~
Attorney —In —Fact
W7028-9/93-2ht
F-8/BR (9/93)
SUODIVISION IMPROVEMGNT
BOND LABOR AND MATERIAL
(CALIFORNIA)
Bond #3911-FP
KNOW ALL BY THESE PRESEM, That KSL LAND CORPORATION AND/OR KSL LAND II CORPORATION
56-140 PG Boulevard LaQuinta California 92253 as rLncipal, and t c
FRONTIER PACIFIC INSURANCE C01`1PANY g , e Corporation organized and existing
under the laws of the State of California and authorized to transact surety business in the Statc
of California, as Surety, are held and firmly bound unto City of LaQuinta, California
P .0•.. Bpx 1504, 78495 Calle Tam ico LaQujAta. LA 922
or the use and benetit of any and all parsons ontitled to file claim under Titlo 15 commencing with tion 3 82 of art Q
of Division 3 of the Civil Codc of tho State of California, in the sum of Four Hundred Eighty Thousand,
Eight Hundred and No/100------------------------------------- 480,800.00 ,
for the paymont whereof, well and truly to be made, sal rineipal and Surety bind themselves. their heirs, admuustrators,
successors and assigns. jointly and severally. firmly by these presents.
TIM DONDMOII OF THIS OBLIGATION IS SUCK That. VIDERBAS, KSL Land Corporation entered into a
eertnio Agreement oc Contract with the Obligee. dated the 4 tii day of ugus t 19 95 wherein
KSL Land Corporation has agreed to complete tho following immprovementr.
Domestic Water; Sanitary Sewer, Underground Electric
Underground Telephone, Grading, Streets, Drainage;
Tract No. 28118, City of LaQuinta, Riverside County, CA
as more fully set forth in raid agreement.
N'OW TMEPORB, if the Principal shall pay all contractors, subcontractors, laboror6, matorialmen and other persons
cmptoyod in the performance of tho Agreement. for materials furnished or labor thereon of any kind. or for amounts due
under tha Unemployment Insurance Act with respect to each work or labor, then this obligation shall bo null and void;
othecwiso, to remain in full force and effect. Provided, howevor:
(1) That said Surety will pay the same in an amount not exceeding the amount hereinafter sot forth. and also in case
suit is brought upon this bond, will pay, in addition to the face amount thcrcof, costa and rc usomble expenses and
foes, including attorney's fees, incurred by County (or City) in successfully 'enforcing such obligation, to be
awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered;
(2) That the Surety horaby stipulates and agrees that no change, extension of time, alteration or addition to the terms
of said Agreement or tho 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, alteration or addition.
(3) That the time for filing cult on 6:= bond chill bo liaaitod to ray (6) moaths from dato of complotioa of wid
improvements as "completion" is defined under applicable sections of tho Civil Code of The State of California.
Signed and coaled this
3rd day of April . i9 96
KSL LAND CORPORATION AND/OR
KSL LAND II CORPORATION
---- Principal
BY:
56-140 PGA Boulevard
LaQuinta, California 92253
Agent 's• Address:
FRONTIER PACIFIC INSURANCE COMPA-f
St;rci y
By ,vr•-%
Betty7J. 61Brown Attorney -in -Pact
6404 Wilshire Boulevard
Los Angeles, CA 90048 S1irei-v
Address
Betty J. Brown
Willis Corroon Corporation of Tennessee
Nashville Office
26 Century Boulevard, P-O- Box 305025
Mnchvi11n Tnnnnccnn 17)1n_Sn7S
SG-G221EP 12192 PRINTED IN U.S.A.
eac4 oA8u P - ksL am,+
PGA Wcs+
L+eo of ceed��F
I.wTe. off` credo
8
Pmoo
OUTSTANDING BOND REPORT
Name: KSL Land Corporation
Tract No. 28118
Date of Contract: August 4, 1995
Initial Required Bond Amounts:
Water
- $ 247,800 / $123,900
Sewer
- $144,600 / $ 72,300
Electric
- $111,000 / $ 55,500
Telephone
- $ 42,800 / $ 21,400
Grading/Streets/Drainage
- $415,400 / $207,700
Perimeter Landscaping
- $ 20,000
Monument
- $ 7,500
Dates of Bond Reductions:
On 12/15/98, water, sewer, and monumentation released; performance for electric, telephone,
grading, streets, and drainage
reduced to warranty of $56,920 with warranty to be released
12/15/99; labor/materials to be
released 3/15/99.
Outstanding Bonds:
Amount:
Bond No.
Date Cancelled/Released:
$371,700
9310657
Replaced on 4/11 /96
$216,900
9310665
Replaced on 4/11 /96
$166,500
9310673
Replaced on 4/11 /96
$ 64,200
9310681
Replaced on 4/11 /96
$623,100
9310703
Replaced on 4/11 /96
$ 20,000
9310738
Replaced on 4/11 /96
$ 7,500
9310746
Replaced on 4/11 /96
$989,100
3911-FP
Replaced on 2/29/00
$480,800
3911-FP
$ 76,920 (rider)
3911-FP
Replaced on 2/29/00
$ 20,000 (rider)
3911-FP
qa io %o)
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