28470-1 Tradition Club 97CITY OF LA QUINTA
SUBDIVISION IMPROVEMENT AGREEMENT
TItACT 28470-1
THIS SUBDIVISION IMPROVEMENT AGREEMENT (the "Agreement") is made and entered into this
572±- day of jr m , 19 , by and between
Tradition Club, L.L.C., a California Limited Liability 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 or parcel map (the "Map") of a unit of land in the City of La
Quinta, County of Riverside, which unit of land is known as Tract No. 28470-1 (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 Map, Subdivider is required to install or agree to install certain public and private
improvements (the "Improvements").
C. The 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. Improvement Plans. Prior to submittal of the Map for approval by the City Council, Subdivider shall furnish
original improvement 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 in Exhibit
"A", and shall bear the full cost thereof. The methods, standards, specifications, sequence, and scheduling of
construction shall be as approved by the City Engineer.
I Improvement Security.
A. One class of security to be provided by Subdivider, hereinafter referred to as "performance security,"
shall assure the faithful performance of this Agreement including construction of the Improvements, payment of
Subdivider's fair share of Improvements which have been or will be constructed by others ("Participatory
Improvements"), and payment of 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 "warranty 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. Subdivider shall furnish
performance and payment security prior to and as a condition of City Council approval of the Map. Subdivider shall
provide warranty security after Improvements are complete and accepted by the City Council and prior to or
concurrently with the final release of performance security. Warranty security shall not be required for
Monumentation or Participatory Improvements. However, the City may utilize Monumentation Security for
performance of or.payment for the work in accordance with the Subdivision Map Act.
As part of the obligation secured by each of the performance security, payment security and warranty
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 City in
successfully enforcing the obligations thereby secured.
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B. Improvement security shall conform with Section 66499 of the California Government Code and one
or more of the following:
1) A cash deposit with City or a responsible escrow agent or trust company, at City's option.
2) Surety bonds, of the form specified in subsection 66499.2 of the California Government Code,
issued by a surety or sureties listed in the U.S. Department of Treasury Circular 570 (latest version).
3) Certificates of deposit, in City's name, from one or more financial institutions subject to
regulation by the state or federal government and having a financial quality rating of "A" or better and a commitment
reliability rating of "R-2" or better on the Investment Data Exchange (of the Los Angeles County Treasurer's office).
4) Irrevocable letters of credit, issued by one or more financial institutions meeting the requirements
of Paragraph (3), pledging that the funds necessary to carry out the completion of the Improvements 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 City. Letters of credit shall guarantee that all or any portion of the funds available
pursuant to the letters of credit will be paid upon the written demand of City and that such written demand need
not present documentation of any type as a condition of payment, including proof of loss. The duration of any such
letter of credit shall be for a period of not less than one year from the execution of the agreement with which it is
provided and shall state, on its face, that the letter of credit will be automatically renewed until such time that City
authorizes its expiration or until sixty (60) days after City receives notice from the financial institution of intent to
allow expiration of the letter of credit.
5) A lien upon the subdivided property, if City finds that it would not be in the public interest to
require the installation of the Improvements sooner than two (2) years after recordation of the final map or parcel
map for which the Improvements are required. The lien shall provide a collateral value of three (3) times the
estimated cost of the Improvements and shall include the power of sale of the real property, all buildings and
improvements thereon, or that may be erected upon or made thereto, together with all hereditaments and
appurtenances thereunto belonging, or in any wise appertaining, and the reservations, remainders, rents, issues, and
profits thereof. The collateral value of the property shall be established at Subdivider's expense through an appraisal
approved by City.
6) 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.
7) When Subdivider is a non-profit organization, security may be negotiable bonds, of the kind
approved for securing deposits of public moneys with City or in favor of City, as specified in Section 16430 of the
California Government Code, deposited, at City's option, with City or a responsible escrow agent or trust company.
C. All securities shall be furnished in accordance with the provisions of Exhibit A. 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. The amount of Payment security shall equal the amount of the
amount of performance security, except as otherwise set forth in Exhibit A, and shall be furnished as a separate
security. Warranty security shall equal Ten Percent (10%) of the amount of performance security except as
otherwise set forth in Exhibit A.
D. At the time of submittal of security, Subdivider shall pay to City administrative fees applicable to the
form of security provided. Administrative fees shall apply to the subdivision (final map, parcel map or waiver of
parcel map) rather than to individual security instruments. The fees shall be paid separately for each different form
and/or source (surety or financial institution) of security initially submitted and for substitution of securities but shall
not be required for submittal of warranty security if the warranty security is of the same form and from the same
source as the performance security it replaces. Administrative fees for security shall be as follows:
1) For certificates of deposit and letters of credit as described in Paragraphs 3) and 4► of SECTION
3.B., for which establishment of evidence of reliability of the financial institution requires City's membership in the
Investment Data Exchange, the administrative fee shall be One Hundred Fifty Dollars ($150.00).
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2) For liens on real property as described in Paragraph 5) of SECTION 3.B., for which City will
prepare lien agreements and subordination agreements, administer valuation of the real property and administer the
agreements over the life of the lien, all of which require legal assistance and financial advice, Subdivider shall pay
to City an administration fee of One Half of One Percent (0.5%) of the estimated cost of the improvements secured
but not less than Five Hundred Dollars ($500.00) nor more than Five Thousand Dollars ($5,000.00).
3) For other forms of security listed in Section 3 B, above, there will be no administrative fee.
E. Participatory Improvements, if any, are identified in Exhibit A. Security for Participatory Improvements
shall remain in place until the Participatory Improvements are constructed and actual costs are known and paid by
Subdivider, or until Subdivider pays to City the estimated cost of the Participatory Improvements, and shall guarantee
the reimbursement by Subdivider of Subdivider's share of the cost of the Participatory Improvements. Payment
security and warranty security shall not be required for Participatory Improvements.
Upon written demand from City, Subdivider shall deposit cash with City in lieu of or in replacement of security
guaranteeing Participatory Improvements. If Subdivider fails to deposit said cash within 30 days of the date of the
written demand from City, City may present a written demand to Subdivider's Surety for payment of said cash and
Subdivider's Surety shall pay to City the lesser of: 1) the amount demanded, or 2) the amount of the security.
F. Security shall not expire, be reduced or become wholly or partially invalid for any reason, including
non-payment of premiums, modifications of this Agreement and/or expiration of the time for performance stated in
this Agreement, without express authorization from City unless the surety provides City with sixty (60) days written
notice by registered or certified mail, return notice requested.
G. Security shall be released in the following manner:
1) Performance security shall be released upon the final completion and acceptance or approval,
by the City Council of the Improvements subject to the provisions of paragraph B.
2) The City Engineer may authorize partial reduction of performance security as work progresses,
upon application by Subdivider. However, no such reduction shall be for an amount less than Ten Percent (10%)
of the total performance security provided for the faithful performance of the act or work. In no event shall security
be reduced below that required to guarantee the completion of the act or work or obligation secured, plus Ten
Percent (10%). The City Engineer shall not allow more than two partial reductions of security furnished for any
improvement agreement.
3) Participatory Improvement security shall be released upon payment by Subdivider of Subdivider's
share of the cost or estimated cost of the Participatory Improvements.
4) If City receives no notice of recorded claims of lien, labor and materials security shall be released
in full 90 days after final acceptance and/or approval by the City Council, of the Improvements. If City receives
notice of any recorded lien, the provisions of the Subdivision Map Act shall apply.
5) Warranty security not utilized during the warranty period shall be released one year after final
acceptance or approval by the City Council of all Tract Improvements. However, if at the end of the one-year
warranty period, there are one or more outstanding requests by City for performance of work or provision of materials
under the terms of the warranty, warranty security shall be retained until the outstanding requests are satisfied or
until Subdivider has made other arrangements satisfactory to the City Engineer.
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 requires or
necessitates the acquisition of real property not owned by Subdivider or City, Subdivider shall use its best efforts
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 in a form acceptable
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to the City Attorney. Said separate agreement shall provide that Subdivider advance to City One Hundred Fifty
Percent (150%) of the appraised fair market value of the real property. Any unexpended portion of said advance
shall be refunded to Subdivider. Any additional funds required for acquisition of the real property shall be paid by
Subdivider to City upon the conveyance of said 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 of Approval.
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 or 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 securities, similar in form and substance to those
required in SECTION 3 hereinabove, to cover the period of extension. The value of the securities shall be sufficient
to ensure the performance of and payment for Improvements that remain incomplete at the time of the extension,
and to provide warranty 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 of the La Quinta
Municipal Code. Subdivider shall provide the City Engineer written proof that the monuments have been set,
evidence of payment and receipt thereof by the engineer or surveyor setting the monuments, and intersection
monument tie -outs for monuments set in public streets.
10. Final Acceptance of Improvements. At the completion of construction and prior to acceptance of the
Improvements by City, Subdivider shall submit a request for final approval by City. The request shall be accompanied
by any required certifications from Subdivider's engineers or surveyors, approval letters from other agencies having
jurisdiction over and approval authority for improvements required by this Agreement or the Conditions of Approval,
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 required
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, obligations required by the Conditions of
Approval and this Agreement have been satisfied, and Subdivider has provided revised plans as required in Paragraph
11, hereinafter, the City Engineer shall recommend acceptance of the 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," "As -Constructed," or "Record Drawing," 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 shall be resubmitted to the City Engineer.
12. Improvement Warranty. Subdivider hereby guarantees the Improvements to City for a period of one (1)
year, beginning on the date of final acceptance of the 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
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.
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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
herein under, 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 Conditions of Approval. In the event that any requirement or condition of this Agreement is inconsistent with
or fails to include one or more provisions of the Conditions of Approval, which document(s) is (are) incorporated
herein by reference, the provisions in the 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 hereon.
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.
(This space intentionally left blank.)
C:\WP\TRACTS\Agreements\28470-1.sia Page 5 of 6
Exhibit A
SECURITY - TRACT 28470-1
Except as otherwise provided herein, Subdivider shall furnish performance security and payment security
prior to agendization of the Map for approval by the City Council.
Monumentation security shall guarantee performance of or payment for the work and shall be utilized or
released as specified in Chapter 4, Article 9 of the Subdivision Map Act.
As elements of the work are completed, Subdivider may request a maximum of two partial releases of
performance security. Partial releases shall be for not less than Ten Percent (10%) of the total performance
security for the tract and shall not reduce total performance security below the amount necessary to
complete the Improvements plus Ten Percent (10%). 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.
Payment security for Water, Sewer and Electrical improvements is subject to release if authorized by the
appropriate utility authority. Otherwise, all payment security shall remain in place until all required tract
improvements are complete and accepted by the City Council.
Improvement Description
Ave 52 Street, Drainage & Traffic Signal
On -site Streets & Drai
Reimbursement for Ave Bermudas (50%)
Performance Payment
$804,270 $804,270
1,027,525 1,027,525
Traffic Signal at Ave 52 & Washington (50%) 75,000
Off -site Water
On -site Water
Sanitary Sewer
Electrical
Monumentation
134,206
913,744
464,686
237,500
11,000
Totals: $3,592,931
Secured for $395,800 under a separate reimbursement agreement.
75,000
134,206
913,744
464,686
237,500
$3,581,931
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above.
CITY:
Thomas P. Genovese, City Manager
ATTES .
i Clerk
SUBDIVIDER:
By: X4 �r W 4 &
Title: (-
By:
Title:
City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
760/777-7075
Tradition Club L.L.C.
P.O. Box 1120
La Quinta, CA 92253
760/564-7009
7
Date
Date
Reviewed and Approved: 7 /7 if 7
City Engineer Date
Approved as to Form: (� j% — —�
City Attorney Date
C:\WP\TRACTS\Agreements\28470-1.sia Page 6 of 6
STATE OF Yh ► Yl Y\ I S uT A )
ss.
COUNTY OF 4 I , tX L? , v`. 1
On (p j g ,before me, C,,$'Th291K*.
Name, Title, e.g., "Jane Doe, Notary Public"
personally appeared o t4N Ay\,v,-,t&& UY�,,
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.
Witness my hand and official seal.
CATHERINE M. THORNHILL
0NOTARY PUBLIC - MINNESOTA
my HENNEPIN COUNTY Comm. E Jan. 31, 2M ■ (y`
■ AOS Signature of N tary
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) Title or Type of Document
❑ Partner(s): ❑ Limited
❑ General
❑ Attorney -in -Fact
Number of Pages
❑ Trustee(s)
❑ Guardian/Conservator
❑ Other:
Date of Document
SIGNER IS REPRESENTING SIGNERS
Name of Person(s) or Entity(ies) (Other than named above)
VERIFICATION CERTIFICATE
SURETY: Frontier Pacific Insurance Company
PRINCIPAL: Sienna Corporation
OBLIGEE: City Council of the City of La Quinta, State of California
DESCRIPTION: The Tradition Club Tract No. 28470-1
BOND NO.: 3901-FP
BOND AMOUNT: $3,592,931, subsequently reduced to $1,680,296.10
CURRENT REDUCTION AMOUNT: $483,908.00
This is to certify that this company has not terminated its suretyship under the above
described bond and that such bond according to its records is still in full force and effect.
Signed and Sealed this 51h day of January, 2001.
FRONTIER P C INSURANCE COMPANY
By:
Attorney -in -Fact, Pe u
STATE OF ILLINOIS
COUNTY OF COOK
T3foreing ins ent was acknowledged before me this 5th day of January, 2001.
B
Not Public [My
FICIAL SEAL"ONNIE KRUSEIS
Y PU IC SEXPIS
IREATE TATE OSE3/1/2�01SEAL
My commission expires on: March 1, 2001.
VERIFICATION CERTIFICATE
SURETY: Frontier Pacific Insurance Company
PRINCIPAL: Sienna Corporation
OBLIGEE: City of La Quinta
DESCRIPTION: Reimbursement for the cost of improvements previously made by
Owner to portions of Avenida Bermudas and Avenue 52 (Tradition Subdivision)
BOND NO.: 3902-FP
BOND AMOUNT: $147,165.06, subsequently increased to $395,800.00
CURRENT REDUCTION AMOUNT: $39,500.00
EFFECTIVE DATE: We consent to the extension of the agreement secured by this bond
at the current reduction amount.
This is to certify that this company has not terminated its suretyship under the above
desc- ibed bond and that such bond according to its records is still in full force and effect.
Signed and Sealed this 23rd day of June, 2000.
FRO PACIFIC INSURANCE COMPANY
::!LBy:
Attorney -in -Fact, eggy Faust
STATE OF ILLINOIS
COUNTY OF COOK
The foregoing inst ment was acknowledged before me this 23rd day of June, 2000.
B 4Notary "OFFICIAL SEAL"
Public BONNIE KRUSE
NOTARY PUBLIC, STATE OF ILLINOIS
SEAL MY COMMISSION EXPIRES 3/1/2001
My commission expires on: March 1, 2001
cc: Sienna Corporation
VERIFICATION CERTIFICATE
SURETY: Frontier Pacific Insurance Company
PRINCIPAL: Sienna Corporation
OBLIGEE: City Council of the City of La Quinta, State of California
DESCRIPTION: Tradition Club Associates, LLC
BOND NO.: 3865-FP
BOND AMOUNT: $1829000.00
CURRENT REDUCTION AMOUNT: $279300.00
This is to certify that this company has not terminated its suretyship under the above
described bond and that such bond according to its records is still in full force and effect.
Signed and Sealed this 5th day of January, 2001.
FRONTIER A IC INSURANCE COMPANY
By:
Attorney -in -Fact, a aust
STATE OF ILLINOIS
COUNTY OF COOK
The fore oing instrument was acknowledged before me this 5ch day of January,2001
By.
Not
Public E
=EXPIRES
L"SEAL INOIS 2001
My commission expires on: March 1, 2001.
4
OUTSTANDING BOND REPORT
Name: Tradition Club
Tract No. 28470-1
Date of Contract: June 5, 1997
Required Bond Amounts:
Ave 52 Street/Drainage/Signal -
$
804,270
performance/labor
On -site streets/drainage . -
$1,027,525
performance/labor
Ave. Bermudas Reimbursement -
$
395,800 (under separate agreement)
Ave 52/Washington Signal -
$
75,000
performance/labor
Off -site Water -
$
134,206
performance/labor
On -site Water -
$
913,744
performance/labor
Sewer -
$
464,686
performance/labor
Electrical -
$
237,500
performance/labor
Monumentation -
$
11,000
performance only
Dates of Bond Reductions:
Performance bond was reduced to $1,680,296.10 on 6/2/98.
Performance bond was reduced to $483,908 on 12/4/00 by P.W. Dept.
Dust Control bond was reduced to $27,300 on 12/4/00 by P.W. Dept.
Reimbursement bond was reduced to $39,500 on 1 /23/01 by P.W. Dept.
Outstanding Bonds:
Amount: Bond No. Date Cancelled/Released:
$3,592,931 3901-FP Reduced with rider on 6/2/98
$1,680,296.10 3901=FP (rider) Reduced with rider on 1 /23/01
$ 483,908 3901-FP (rider)
$3,581,931 3901-FP
$ 395,800 3902-FP (rider) Reduced with rider on 1 /23/01
$ 39,500 3902-FP (rider)
$ 50,000 CD
$ 182,000
3865-FP
$ 27,300 3865-FP (rider)
Reduced with rider on 1 /23/01