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29347 KSL Land 99Accept improvements associated with Tract Map No. 29347, Las Ventanas, California Cove Communities, LLC and authorize staff Ao release performance securities upon receipt of warranty securities. FISCAL' 1MPLICATI ONS None. No public improvements were constructed with this development; therefore, no additional maintenance expenses will be incurred by the City. CHARTER CITY IMPLICATIONS: None. 'ATTACHMENT.2 Exhibit A SECURITY- TRACT MAP 29347 OK-$ITE. IMPROVEMENTS Performance Security' Improvement Description Labor 4 Ongina1. 1 Warranty Security Warranty Security Materials 2 Amount Reduction (Percent) Amount' . ON -SITE IMPROVEMENTS Street/Drainage $2441520 $244,520 60% $24,452 Water $36,214 $36,214 90% $3 621 Sewer $21,457 $21,457 90% $2,146. Underground Electrical $10,725 $10,725 90% > $1.,073 Monumentation $0 $4,940 100% $0 On -Site Construction Sub -Total $312,916 $377,85.6 $31,292 ENTIRE CONSTRUCTION SUB -TOTAL $312,916.$317,856 $31,292 TOTAL $312,916 $317,856 $31292- I . Performance Security shall be released immediately affer City Council acceptance. 2. Labor & Materials Securityto remain it place for 90 days after City Council acceptance. 3. Warranty Security shall be received by City staff prior to being placed on the agenda for City Council. 4 ASSIGNMENT AND ASSUMPTION AGREEMENT �l AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT TRACT 29347 This ASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT ("Assignment & Amendment") is made and entered into as of the � day of {�44i�t , 200 , by and among the CITY OF LA QUINTA, a municipal corporation of the State of California ("City"), SWC Norman 39, LLC, a California Limited Liability Company, ("Assignor"), and California Cove at La Quinta, LLC, a California Limited Liability Company ("Assignee"). RECITALS A. City and Assignor entered into that certain Subdivision Improvement Agreement, dated April 25, 2000 ("SIA"), pursuant to which Assignor, as the "Subdivider" defined in the SIA, agreed to plan for, install, and construct certain public and/or private improvements on Tract No. 29347 ("Tract"), as more fully described in Exhibit "A" of the SIA ("Improvements"). B. Assignor desires to assign the SIA, and all of Assignor's rights and obligations thereunder, to Assignee and Assignee desires to assume Assignor's position with respect to the SIA and of Assignor's rights and obligations under the SIA subject to the terms of this Assignment & Amendment. C. In connection with the foregoing described assignment and assumption, the City and Assignee have agreed to certain modifications to the SIR as set forth herein to be effective upon full execution of this Assignment & Amendment by all the parties hereto. AGREEMENT NOW, THEREFORE, in consideration of the foregoing Recitals and the covenants and promises hereinafter contained, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Assignment and Assumption. Assignor hereby transfers and assigns to Assignee all of the Assignor's rights, title, and interest in and to, and obligations under, the SIA, and Assignee hereby assumes all rights, title, and interest in and to, and obligations under, the SIA. City hereby consents to the foregoing assignment and assumption. F220 2. Replacement of Improvement Security. Pursuant to the SIA, Assignor has furnished the City security for the Improvements in the form of: (a) A Faithful Performance Bond in the amount of $ 349,641 for the following improvements: Streets & Storm Drains, Domestic Water, Sanitary Sewer, Electrical, Monumentation, and General Contingency. (b) A Labor and Material Bond in the amount of $ 312,916 for the following improvements: Streets & Storm Drains, Domestic Water, Sanitary Sewer, and Electrical. For purposes of this Assignment & Assumption, such security in the aggregate shall be hereinafter referred to as "Improvement Security." Assignee hereby warrants that within five (5) days of this executed Assignment and Amendment, it shall replace Assignor's Improvement Security with security of its own in an amount as specified in the Amended Subdivision Improvement Agreement. Assignee's security shall be in full compliance with the terms and conditions stated in the SIA for such security. The City agrees that upon receipt of evidence that Assignee has obtained such new security in a form satisfactory to the City; the City shall release the Original Subdivider's Improvement Security. 3. Incorporation of SIA Provisions. The Amended SIA, and each provision therein, unless otherwise modified in writing, is incorporated in this Assignment & Amendment in its entirety and Assignee agrees and warrants that it assumes and is bound by each obligation found in the Amended SIA in the same manner as Assignor prior to this assignment. F220 _2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ss. County of On before me, Date Name and Title of Officer e. , "Jane Doe, Notary Public") personally appeared -Ct(, �n-�-t- L-1- , Name(s) of Signer(s) personally known to me ❑ proved to me on the basis of satisfactory evidence CAROL S. LONG + Camm"Mon # 12Ti'3i0 't Notay Pubflc - CctitcrrRi .' San & n-sardino Cady W Comm. 5"'s Sep 17, 2UMM4 Place Notary Seal Above to be the person( whose namek is/ace subscribed to the within instrument and acknowledged to me that he/t7ettn9y executed the same in his/hef�thir authorized capacity(i�), and that by his/ham signature(�on the instrument the person(, or the entity upon behalf of which the person(,e) acted, executed the instrument. I NESS my and a d offi " I seal. Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attach Title or Type of Documen Document Date Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: M Number of Pages: RIGHT THUMBPRINT OF SIGNER .p of thumb here 0 1999 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313-2402 • www.nattonalnotary.org Prod. No. 5907 Reorder: Call Toll -Free 1-800-876-6827 c c,. IN WITNESS WHEREOF, the parties hereto have executed this Assignment & Amendment on 1> day of , 2004 CITY: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 (760) 777-7075 Thomas P. Genovese City Manager ATTEST: i Ju reek City Clerk ASSIGNOR: SWC Norman 39, LLC 7119 Indiana Ave Riverside, CA 92504 Title: Date Date ASSIGNEE: California Cove at La Quinta, LLC 8105 Irvine Center Drive, Suite 800 Irvine, CA 92618 L Inc -- Title. �Date F22o -3 IN WITNESS WHEREOF, the parties hereto have executed this Assignment & Amendment on la> day of A��, 2004 CITY: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 (760) 777-7075 1 Thomas P. Genovese City Manager ATTEST: Ju reek City Clerk ASSIGNOR. SWC Norman 39, LLC 7119 Indiana Ave Riverside, CA 92504 f�-, Date ASSIGNEE: California Cove at La Quinta, LLC 8105 Irvine Center Drive, Suite 800 Irvine, CA 92618mL,(� �rt� Title. Date F22o -3 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California SS. County of cko_/-) g� I On �3 & , before me, Date Name and Title of Officer personally appeared �u (S -r 1-L1 Name(s) of Signer(s) Place Notary Seal Above - r kuL "Jane Doe, Notary Public") personally known to me ❑ proved to me on the basis of satisfactory evidence to be the person(/ whose name() is/are subscribed to the within instrument and acknowledged to me that he/Th ttMy executed the same in his/hefftheir authorized capacity(i�), and that by his/hefft rig? signature(�on the instrument the person(' or the entity upon behalf of which the person/ acted, executed the instrument. NESS my a�doffi'I seal. I. Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attache cument:mt t ^^D 11 4 C+ Title or Type of Document: 11����,' .K Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Number of Pages: RIGHT THUMBPRINT OF SIGNER 0 1999 National Notary Association - 9350 De Soto Ave., P.O. Box 2402 - Chatsworth, CA 91313-2402 - www.nalionalnotary.org Prod. No. 5907 Reorder: Call Toll -Free 1-800-876-6827 CrTY OF LA QUINTA AMENDED SUBDIVISION IMPROVEMENT AGREEMENT Tract 29347 THIS SUBDIVISION IMPROVEMENT AGREEMENT (the "Agreement') is made and 20entere„ e d into this day of 421yby �,f>e I'm --- and between California Cove at La Quinta, LLC, a California Limited Liability Company, 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. 29347 (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. E. In addition to the improvements required by the Conditions of Approval for Tract 29347, it is the desire of Subdivider to acquire, by transfer, the obligation to construct certain additional offsite infrastructure improvements which are currently an obligation of underlying Tract 29136. 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 "B", 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 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. B. Improvement security shall conform to 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, bonds and letters of credit as described in Paragraphs 2), 3) and 4) of SECTION 3.13., which require the establishment of evidence of the reliability of the surety or financial institution, the administrative fee shall be One Hundred Fifty Dollars ($150.00). 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 receipt 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 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. Failure by Subdivider to begin or complete construction of the Improvements within the specified time periods shall constitute cause for City, in its sole discretion and when it deems necessary, to declare Subdivider in default of this agreement, to revise improvement security requirements as necessary to ensure completion of the improvements, and/or to require modifications in the standards or sequencing of the Improvements in response to changes in standards or conditions affecting or affected by the Improvements. Said failure shall not otherwise affect the validity of this agreement or Subdivider's obligations hereunder. 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. 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. CITY: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92247 760/777-7075 Thomas P. Genovese, City Manager ATTEST: SUBDIVIDER: By: Title: By: Title: Reviewed and Approved: Cit Engineer r' Approved as to Form: Ci y Att me 19015 Date California Cove at La Quinta, LLC 8105 Irvine Center Drive, Suite 800 Irvine, CA 92618 l � Date I I - Date Date Date Exhibit A SECURITY - TRACT 29347 Except as otherwise provided herein, Subdivider shall furnish performance security and labor & materials security prior to agendization of the Map for approval by the City Council. Improvements designated as "Participatory" have been or will be constructed by others. Security for Participatory Improvements shall remain in place indefinitely until called upon or released by City. 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. The "Engineering & Plans" security will be released when the City has possession of complete, approved, original plans, signed and sealed by a design professional(s), for all required improvements. The "No -Plan Contingency', which may be utilized for any listed item or for other cost found necessary in the design or construction of the required improvements, may be released in whole or part by the City Engineer, at any time after construction plans are complete and the scope and nature of improvements are fully known. These releases shall be separate from and in addition to the reductions discussed below. 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%) of the original amount. 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. Labor & materials security shall remain in place until 90 days after all required tract improvements are complete and accepted by the City Council. Improvement Description Performance Labor & Materials Streets & Storm Drainage 244,520 244,520 Domestic Water 36,214 36,214 Sanitary Sewer 21,457 21,457 Electrical 10,725 10,725 Monumentation 4,940 0 Construction Subtotal: $317,856 $312,916 General Contingency (10% of Construction) 31,785 Total: $349,641 $312,916 OUTSTANDING BOND REPORT Name: California Cove at La Quinta (Las Ventanas) Tract No. 29347 Date of Contract: 10/21 /04 Required Bond Amounts: Streets/Drainage Water Sewer Electrical Monumentation Dates of Bond Reductions: $244,520 performance/labor & materials $ 36,214 same $ 21,457 same $ 10,725 same $ 4,940 performance only Outstanding Bonds and Bond Company: Arch Insurance Company Amount: Bond No. Date Cancelled/Released: $349,641 SU5010235 Replaced w/warranty 9/19/06 $ 31,292 SU5010235 Released 5/31 /07 $312,916 same Released 9/19/06 EXECUTED IN TWO COUNTERPARTS BOND;' SU5010235 PREMIUM: $6,993 SUBDIVISION IMPROVEMENTS Tract Map No. 29347 PERFORMANCE BOND KNOW ALL MEN BY THESE PRESENTS: THAT, the City Council of the City of La Quinta has approved the final map for Tract Map No. 29347 , prior to installation of certain designated public improvements required by the Conditions of Approval for the subject map, in accordance with the California Map Act (Government Code Section 66462) WHEREAS the City Council of the (itv of I_a Quinta. Stag of California, and CALIFORNIA COVE AT LA QUINT^ . C hereinafter designated as ("principal") have entered into an agreement whereby principal agrees to install and complete certain designated public improvements, which said agreement, dated , 2004 , and identified as Tract Map No. 29347 , is hereby referred to and made a part hereof; and WHEREAS, said principal is required under the terms of said agreement to furnish a bond for the faithful performance of said agreement. NOW, THEREFORE, we, the principal and ARCH INSURANCE COMPANY as surety, are held and firmly bound unto the City of La Quinta hereinafter called ("City"), in the penal sum of ** DOLLARS ($ 349 , 641.00 _) 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 the 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 a 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 City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. ** THREE HUNDRED FORTY—NINE THOUSAND SIX HUNDRED FORTY—ONE & NO1100 DOLLARS F201 - Performance Bond Page 1 of 2 EXECUTED IN TWO COUNTERPARTS SUBDIVISION IMPROVEMENTS Tract Map No. 29347 BOND# SU5010235 PREMIUM: INCLUDED IN PERFORMANCE BOND LABOR AND MATERIAL BOND KNOW ALL MEN BY THESE PRESENTS: THAT, the City Council of the City of La Quinta has approved the final map for Tract Map No. 29347 , prior to installation of certain designated public improvements required by the Conditions of Approval for the subject map, in accordance with the California Map Act (Government Code Section 66462) WHEREAS, the City Council of the City of La Quinta, State of California, and CALIFORNIA COVE AT LA QUINTA, LL% hereinafter designated as "the principal" have entered into an agreement whereby the principal agrees to install and complete certain designated public improvements, which agreement, dated 20CVi_, and identified as Tract Map No. 29347 , 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 La Quinta to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California. NOW, THEREFORE, the principal and the undersigned as corporate surety, are held firmly bound unto the City of La Quinta and all contractors, subcontractors, laborers, materialmen, and other persons employed in the performance of the agreement and referred to in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code in the sum of ** DOLLARS ($ 312,916.00 ), 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 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 15 (commencing with Section 3082) of Part 4 of Division 3 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. ** THREE HUNDRED TWELVE THOUSAND NINE HUNDRED SIXTEEN & N0/100 DOLLARS. F202 - Labor and Material Bond Page 1 of 2 CITY OF LA QUINTA SUBDIVISION IMPROVEMENT AGREEMENT Tract 29347 THIS SUBDIVISION IMPROVEMENT AGREEMENT (the "Agreement") is made and entered into this 25th dayof September , 1999 , 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 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. 29347 (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. E. In addition to the improvements required by the Conditions of Approval for Tract 29347, it is the desire of Subdivider to acquire, by transfer, the obligation to construct certain additional offsite infrastructure improvements which are currently an obligation of underlying Tract 29136. The location of these additional improvements is depicted on Exhibit "B". 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 "B", 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 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. T:\PWDEPT\STAFF\GUZMAN\TRACTS\AGREEMEN.TS\29347.wpd Page 1 of 6 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, bonds and letters of credit as described in Paragraphs 2), 3) and 4) of SECTION 3.13., which require the establishment of evidence of the reliability of the surety or financial institution, the administrative fee shall be One Hundred Fifty Dollars ($150.00). T:\PWDEPT\STAFF\GUZMAN\TRACTS\AGREEMEN.TS\29347.wpd Page 2 of 6 2 For liens on real roe as described in Paragraph 5 of SECTION 3.B., for which City will property rty 9 P ) ty 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 receipt 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 to the City Attorney. Said separate agreement shall provide that Subdivider advance to City One Hundred Fifty T:\PWDEPT\STAFF\GUZMAN\TRACTS\AGREEMEN.TS\29347.wpd Page 3 of 6 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. Failure by Subdivider to begin or complete construction of the Improvements within the specified time periods shall constitute cause for City, in its sole discretion and when it deems necessary, to declare Subdivider in default of this agreement, to revise improvement security requirements as necessary to ensure completion of the improvements, and/or to require modifications in the standards or sequencing of the Improvements in response to changes in standards or conditions affecting or affected by the Improvements. Said failure shall not otherwise affect the validity of this agreement or Subdivider's obligations hereunder. 7. Force Maieure. 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. T:\PWDEPT\STAFF\GUZMAN\TRACTS\AGREEMEN.TS\29347.wpd Page 4 of 6 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. 14. Cily 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. T:\PWDEPT\STAFF\GUZMAN\TRACTS\AGREEMEN.TS\29347.wpd Page 5 of 6 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. CITY: oe 00 r Thomas P. Genovese, City Manager ATTEST: SUBDIVIDER: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 760/777-7075 ah 9 Date KSL Land Corporation, a Delaware Corporation 55-920 PGA Blvd La Quinta, CA 92253 (760)564-7166 BY: Date Title: By: Title: dl - Reviewed and Approved: — //Z 7 City ngineer Approved as to Form: e City Attorney Date t/®//'0/r5 Date / 0 Z �16z� e7 Date T:\PWDEPT\STAFF\GUZMAN\TRACTS\AGREEMEN.TS\29347.wpd Page 6 of 6 Exhibit A SECURITY - TRACT 29347 Except as otherwise provided herein, Subdivider shall furnish performance security and labor & materials security prior to agendization of the Map for approval by the City Council. Improvements designated as "Participatory" have been or will be constructed by others. Security for Participatory Improvements shall remain in place indefinitely until called upon or released by City. 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. The "Engineering & Plans" security will be released when the City has possession of complete, approved, original plans, signed and sealed by a design professional(s), for all required improvements. The "No -Plan Contingency", which may be utilized for any listed item or for other cost found necessary in the design or construction of the required improvements, may be released in whole or part by the City Engineer, at any time after construction plans are complete and the scope and nature of improvements are fully known. These releases shall be separate from and in addition to the reductions discussed below. 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%) of the original amount. 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. Labor & materials security shall remain in place until 90 days after all required tract improvements are complete and accepted by the City Council. Improvement Description Performance Labor & Materials Streets & Storm Drainage 462,780 462,780 Domestic Water 362,142 362,142 Sanitary Sewer 214,572 214,572 Electrical 107,250 107,250 Monumentation 4,940 0 Construction Subtotal: $1,151,684 $1,146,744 Engineering & Plans (20% of Construction) 230,336 No -Plans Contingency (25% of Project) 345,505 Total: $1,727,526 ►ie ip_ P, FA It A )w im �40. c f-A 11 ON KSL 0 a mmolt le JfA I CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ss. County of �' i e__ On - �. a� — / , before me, 441cl.-Mf 141 , Date Name and Title of Officer (e.g., "Jane Doe, Notary Public") personally appeared d- Y Y' / Name(s) of Signer(s) personally known to me proved to me on the basis of satisfactory evidence JUDmi A. MC NALLY Commission # 1213= i1 KIM Notcry RAft — C 00MIC Riverside Camay 1q0 My Cornm. Expires Apr 11, � 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. (WkTNESS my hand and official seal. fq Place Notary Seal Above Signature of Notary Pub is OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Number of Pages: RIGHT THUMBPRINT OF SIGNER op of thumb here © 1997 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313-2402 Prod. No. 5907 Reorder: Call Toll -Free 1-800-876-6827 BOND NO: SD00090471 PERFORMANCE BOND PREMIUM: $ 6 , 9 4 2. 0 0 Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25. 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement'); and Whereas, pursuant to the Agreement, Original Obligor has agreed to install and complete certain designated public improvements on the Project ("Original Obligor's Obligations"); and Whereas, pursuant to the Agreement, Original Obligor has furnished a performance bond for the faithful performance of Original Obligor's Obligations; and Whereas, Original Obligor has sold the Project to SWC Norman 39. LLC, a California Limited Liability Company ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to assume Original Obligor's Obligations and to provide a substitute bond for New Obligor's faithful performance of Original Obligor's Obligation (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square Suite 200. La Jolla. CA 92037), as Surety, are held and firmly bound unto Obligee, in the penal sum of Four Hundred Sixty -Two Thousand, Seven Hundred Eighty and 00/100 Dollars ($462.780.00) lawful money of the United States (the "Bond Penalty"), 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 New Obligor, 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 the 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 and intent and meaning, and shall indemnify and save harmless Obligee, its officers, agents and employees, and 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, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by Obligee in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceeds the Bond Penalty as stated above. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. In witness whereof, this instrument has been duly executed by the New Obligor and Surety on ,_day of Agril , 2000. SWC NORMAN 39,LLC Principal FRONTIER PACIFIC INSURANCE COMPANY By nARnT.TNF. T. _ RRnw=N , Attorney -in -Fact M.0101.4 Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square, Suite 200 La Jolla. CA 92037 (619) 642-5010 BOND NO: SD00090471 LABOR AND MATERIAL BOND PREMIUM: N/A Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25, 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement); and Whereas, pursuant to the Agreement, Original Obligor has filed a good and sufficient payment bond with Obligee to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California (the "Labor and Material Bond"); and Whereas, Original Obligor has sold the Project to SWC Norman 39, LLC, a California Limited Liability Company. ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to provide a substitute Labor and Material Bond (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square, Suite 200, La Jolla. CA 92037), as Surety, are held and firmly bound unto Obligee and all contractors, subcontractors, laborers, materialmen and other persons employed in the performance of the Agreement and referred to in the California Code of Civil Procedure, in the sum of Four Hundred Sixty -Two Thousand, Seven Hundred Eighty and 00/100 Dollars ($462,780.00) lawful money of the United States (the "Bond Penalty") for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that Surety will pay the same in an amount not exceeding the Bond Penalty, and also, in case suit is brought upon the Substitute Bond, will pay, costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by the 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. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceed the Bond Penalty. It is hereby expressly stipulated and agreed that the Substitute Bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon the Substitute Bond. Should the condition of the Substitute Bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement or the specifications accompanying the same shall in any manner affect its obligations on the Substitute Bond, and it does hereby waive notice of any such change, extension, alteration or addition. In witness whereof, this instrument has been duly executed by New Obligor and Surety on 2 5TH day of April, 2000. SWC NORAMN 3901,r.r FRONTIER PACIFIC INSURANCE COMPANY Principal By �& ,_,_ ---- CAROLINE L _ BROWN. Attrnay-in-Fact 321 ROSE PETAL COJIRT Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square. Suite 200 La Jolla. CA 92037 (619) 642-5010 PERFORMANCE BOND BOND NO: SDO 0 0 9 0 4 7 2 PREMIUM: $5,342.00 Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25. 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement"); and Whereas, pursuant to the Agreement, Original Obligor has agreed to install and complete certain designated public improvements on the Project ("Original Obligor's Obligations"); and Whereas, pursuant to the Agreement, Original Obligor has furnished a performance bond for the faithful performance of Original Obligor's Obligations; and Whereas, Original Obligor has sold the Project to SWC Norman 39. LLC, a California Limited Liability Company ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to assume Original Obligor's Obligations and to provide a substitute bond for New Obligor's faithful performance of Original Obligor's Obligation (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square Suite 200, La Jolla. CA 92037), as Surety, are held and firmly bound unto Obligee, in the penal sum of Three Hundred Sixty -Two Thousand. One Hundred Forty -Two and 00/100 Dollars ($362.142.00) lawful money of the United States (the "Bond Penalty"), 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 New Obligor, 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 the 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 and intent and meaning, and shall indemnify and save harmless Obligee, its officers, agents and employees, and 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, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by Obligee in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceeds the Bond Penalty as stated above. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. In witness whereof, this instrument has been duly executed by the New Obligor and Surety on _day of April , 2000. SWC NORMAN 39l LLC FRONTIER PACIFIC INSURANCE COMPANY Principal By ;?'-'- 4-4z,,4_ CAROLINE L _ BROWN, Attorney -in -Fact 21 ROS . 1FTAJ COURT HENDERSON, NEVA12A 89012 Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square, Suite 200 La Jolla. CA 92037 (619) 642-5010 BOND NO: SDO0090472 LABOR AND MATERIAL BOND PREMIUM: N/A Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25. 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement"); and Whereas, pursuant to the Agreement, Original Obligor has filed a good and sufficient payment bond with Obligee to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California (the "Labor and Material Bond"); and Whereas, Original Obligor has sold the Project to SWC Norman 39. LLC, a California Limited Liability om an ("New Obligor"); and Whereas, New Obligor is obligated to Original -Obligor to provide a substitute Labor and Material Bond (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square, Suite 200, La Jolla. CA 92037), as Surety, are held and firmly bound unto Obligee and all contractors, subcontractors, laborers, materialmen and other persons employed in the performance of the Agreement and referred to in the California Code of Civil Procedure, in the sum of Three Hundred Sixty -Two Thousand, One Hundred Forty -Two and 00/100 Dollars ($362.142.00) lawful money of the United States (the "Bond Penalty") for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that Surety will pay the same in an amount not exceeding the Bond Penalty, and also, in case suit is brought upon the Substitute Bond, will pay, costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by the 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. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceed the Bond Penalty. It is hereby expressly stipulated and agreed that the Substitute Bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon the Substitute Bond. Should the condition of the Substitute Bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement or the specifications accompanying the same shall in any manner affect its obligations on the Substitute Bond, and it does hereby waive notice of any such change, extension, alteration or addition. In witness whereof, this instrument has been duly executed by New Obligor and Surety on 2 5TH day of 62ril, 2000. SWC NORMAN 3 9 6 LLC Principal FRONTIER PACIFIC INSURANCE COMPANY By C_ARnT.TNF. T._ BROWN . Attorney -in -Fact Agent's Address; FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square, Suite 200 La Jolla. CA 92037 (619) 642-5010 PERFORMANCE BOND BOND NO: SDO 0 0 9 0 4 7 3 PREMIUM:�$3,-21'8.00 Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25, 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement"); and Whereas, pursuant to the Agreement, Original Obligor has agreed to install and complete certain designated public improvements on the Project ("Original Obligor's Obligations"); and Whereas, pursuant to the Agreement, Original Obligor has furnished a performance bond for the faithful performance of Original Obligor's Obligations; and Whereas, Original Obligor has sold the Project to SWC Norman 39, LLC, a California Limited Liability Cornaanny ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to assume Original Obligor's Obligations and to provide a substitute bond for New Obligors faithful performance of Original Obligors Obligation (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square, Suite 200, La Jolla, CA 92037), as Surety, are held and firmly bound unto Obligee,. in the penal sum of Two Hundred Fourteen Thousand Five Hundred Seventy -Two and 00/100 Dollars ($214.52Z.00) lawful money of the United States (the "Bond Penalty"), 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 New Obligor, 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 the 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 and intent and meaning, and shall indemnify and save harmless Obligee, its officers, agents and employees, and 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, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by Obligee in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceeds the Bond Penalty as stated above. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. In witness whereof, this instrument has been duly executed by the New Obligor and Surety on _day of April, 2000. SWC NORMAN 39RLLC Principal FRONTIER PACIFIC INSURANCE COMPNAY ByX-1dWW60-W--- CAROLINE4T. RROWAi, Attorney -in -Fact Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square Suite 290 La Jolla CA 92037 (619) 642-5010 BOND NO: SD00090473 LABOR AND MATERIAL BOND PREMIUM: N/A Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor») have entered into an agreement, dated September 25, 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement"); and Whereas, pursuant to the Agreement, Original Obligor has filed a good and sufficient payment bond with Obligee to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California (the "Labor and Material Bond"); and Whereas, Original Obligor has sold the Project to SWC Norman 39, LLC, a California Limited Liability om n ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to provide a substitute Labor and Material Bond (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square, Suite 200, La Jolla, CA 92037), as Surety, are held and firmly bound unto Obligee and all contractors, subcontractors, laborers, materialmen and other persons employed in the performance of the Agreement and referred to in the California Code of Civil Procedure, in the sum of Two Hundred Fourteen Thousand, Five Hundred Seventy -Two and 00/100 Dollars ($214,572.00) lawful money of the United States (the "Bond Penalty") for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that Surety will pay the same in an amount not exceeding the Bond Penalty, and also, in case suit is brought upon the Substitute Bond, will pay, costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by the 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. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceed the Bond Penalty. It is hereby expressly stipulated and agreed that the Substitute Bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon the Substitute Bond. Should the condition of the Substitute Bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement or the specifications accompanying the same shall in any manner affect its obligations on the Substitute Bond, and it does hereby waive notice of any such change, extension, alteration or addition. In witness whereof, this instrument has been duly executed by New Obligor and Surety on 25TH day of Aril, 2000. SWC NORMAN 3 9 , LLC Principal FRONTIER PACIFIC INSURANCE COMPANY B �4_ Y CAROLINE L . BROWN, Attorney -in -Fact Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square Suite 200 La Jolla CA 92037 (619) 642-5010 BOND NO: SD00090474 PERFORMANCE BOND PREMIUM: $1 , 6 0 9.0 0 Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25. 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement"); and Whereas, pursuant to the Agreement, Original Obligor has agreed to install and complete certain designated public improvements on the Project ("Original Obligor's Obligations"); and Whereas, pursuant to the Agreement, Original Obligor has furnished a performance bond for the faithful performance of Original Obligor's Obligations; and Whereas, Original Obligor has sold the Project to SWC Norman 39. LLC, a California Limited Liability om an ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to assume Original Obligors Obligations and to provide a substitute bond for New Obligors faithful performance of Original Obligors Obligation (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square Suite 200. La Jolla. CA 92037), as Surety, are held and firmly bound unto Obligee, in the penal sum of One Hundred Seven Thousand Two Hundred Fifty and 00/100 Dollars ($107.250.00) lawful money of the United States (the "Bond Penalty"), 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 New Obligor, 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 the 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 and intent and meaning, and shall indemnify and save harmless Obligee, its officers,. agents and employees, and 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, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by Obligee in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceeds the Bond Penalty as stated above. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. In witness whereof, this instrument has been duly executed by the New Obligor and Surety on ,,,Lday of April, 2000. FRONTIER PACIFIC INSURANCE COMPANY By CAROLINE L . BROWN, Attorney -in -Fact Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square, Suite 200 La Jolla. CA 92037 (619) 642-5010 BOND NO: SD00090474 LABOR AND MATERIAL BOND PREMIUM: 'N/A _ Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25. 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement"); and Whereas, pursuant to the Agreement, Original Obligor has filed a good and sufficient payment bond with Obligee to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California (the "Labor and Material Bond"); and Whereas, Original Obligor has sold the Project to SWC Norman 39. LLC, a California Limited Liability om an ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to provide a substitute Labor and Material Bond (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square, Suite 200, La Jolla. CA 92037), as Surety, are held and firmly bound unto Obligee and all contractors, subcontractors, laborers, materialmen and other persons employed in the performance of the Agreement and referred to in the California Code of Civil Procedure, in the sum of One Hundred Seven Thousand, Two Hundred Fifi y and 00/100 Dollars ($107.250.00) lawful money of the United States (the "Bond Penalty") for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that Surety will pay the same in an amount not exceeding the Bond Penalty, and also, in case suit is brought upon the Substitute Bond, will pay, costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by the 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. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceed the Bond Penalty. It is hereby expressly stipulated and agreed that the Substitute Bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon the Substitute Bond. Should the condition of the Substitute Bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement or the specifications accompanying the same shall in any manner affect its obligations on the Substitute Bond, and it does hereby waive notice of any such change, extension, alteration or addition. In witness whereof, this instrument has been duly executed by New Obligor and Surety on 2 5TH day of A2n 2000. S_WC NORMAN 39, LLC Principal FRONTIER PACIFIC INSURANCE COMPANY BY -4X4.." CAROLINE L . BROWN, Aktorney-in-Fact 321 ROSE PETAL COURT HENDERSONR NEVADA 89012_ Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square, Suite 200 La Jolla. CA 92037 (619) 642-5010 BOND NO: SD00090476 PERFORMANCE BOND PREMIUM: $3, 455.00 Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25. 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement"); and Whereas, pursuant to the Agreement, Original Obligor has agreed to install and complete certain designated public improvements on the Project ("Original Obligor's Obligations"); and Whereas, pursuant to the Agreement, Original Obligor has furnished a performance bond for the faithful performance of Original Obligor's Obligations; and Whereas, Original Obligor has sold the Project to SWC Norman 39. LLC, a California Limited Liability m an ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to assume Original Obligor's Obligations and to provide a substitute bond for New Obligor's faithful performance of Original Obligor's Obligation (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square. Suite 200, La Jolla. CA 92037), as Surety, are held and firmly bound unto Obligee, in the penal sum of Two Hundred Thirty Thousand, Three Hundred Thirty -Six and 00/100 Dollars ($23U.336.00) lawful money of the United States (the "Bond Penalty"), 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 New Obligor, 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 the 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 and intent and meaning, and shall indemnify and save harmless Obiigee, its officers, agents and employees, and 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, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by Obligee in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceeds the Bond Penalty as stated above. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. In witness whereof, this instrument has been duly executed by the New Obligor and Sureiy on 2 5 day of Agril , 2000. SWC NORMAN 39a LLC.._ Principal FRONTIER PACIFIC INSURANCE COMPANY B z- _CARQT.TNF T. nHOWN, Attorney-ifl-Fact Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Sguare, Suite 200 La Jolla. CA 92037 (619) 642-5010 BOND NO: $D00090477 PERFORMANCE BOND PREMIUM : $ 5 ,18 2.0 0 Whereas, The City of La Quinta, State of California ("Obligee°) and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25. 1999 and identified as Project PGA WEST Tract 29347, attached'hereto and by this reference made a part hereof (the "Agreement"); and Whereas, pursuant to the Agreement, Original Obligor has agreed to install and complete certain designated public improvements on the Project ("Original Obligor's Obligations"); and Whereas, pursuant to the Agreement, Original Obligor has furnished a performance bond for the faithful performance of Original Obligor's Obligations; and Whereas, Original Obligor has sold the Project to SWC Norman 39. LLC, a California Limited Liability m an ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to assume Original Obligor's Obligations and to provide a substitute bond for New Obligor's faithful performance of Original Obligor's Obligation (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor an<.: FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square, Suite 200, La Jolla. CA 92037), as Suety, are held and firmly bound unto Obligee, in the penal sum of Three Hundred Forty Five Thousand, Five HurAred Five and 00/100 Dollars ($345.505.00) lawful money of the United States (the "Bond Penalty"), for the payrizant 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 New Obligor, 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 the 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 and intent and meaning, and shall indemnify and save harmless Obligee, its officers, agents and employees, and 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, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by Obligee in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceeds the Bond Penalty as stated above. Surety hereby stipulates and agrees that no change, extension of time, alteration- or addition to the terms of the agreement or to the work performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. In witness whereof, this instrument has been duly executed by the New Obligor and Surety on 2 5 day of April, 2000. SWC NORMAN 3 9, LLC Principal FRONTIER PACIFIC INSURANCE COMPANY By &Z_94z� vz� 4�44� CAROLINE L . BROWN . Attorney -in -Fact 321 ROSE. PETAL [_QITRT° HENDERSON. NEVADA 89Q3-2 Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square. Suite 200 La Jolla. CA 92037 (619) 642-5010 PERFORMANCE BOND BOND NO: SDO 0 a9 0 4 7 5 PREMIUM: $741.00 Whereas, The City of La Quinta, State of California ("Obligee") and KSL Land Corporation, a Delaware corporation ("Original Obligor") have entered into an agreement, dated September 25. 1999 and identified as Project PGA WEST Tract 29347, attached hereto and by this reference made a part hereof (the "Agreement"); and Whereas, pursuant to the Agreement, Original Obligor has agreed to install and complete certain designated public improvements on the Project ("Original Obligor's Obligations"); and Whereas, pursuant to the Agreement, Original Obligor has furnished a performance bond for the faithful performance of Original Obligor's Obligations; and Whereas, Original Obligor has sold the Project to SWC Norman 39. LLC, a California Limited Liability Company ("New Obligor"); and Whereas, New Obligor is obligated to Original Obligor to assume Original Obligor's Obligations and to provide a substitute bond for New Obligor's faithful performance of Original Obligor's Obligation (the "Substitute Bond"); and Whereas, Obligee is willing to accept the Substitute Bond on the terms set forth in this Agreement. Now, therefore, New Obligor and FRONTIER PACIFIC INSURANCE COMPANY (4250 Executive Square, Suite 200, La Jolla. CA 92037), as Surety, are held and firmly bound unto Obligee, in the penal sum of Four Thousand. Nine Hundred Forty and 00/100 Dollars ($4.940.00) lawful money of the United States (the "Bond Penalty"), 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 New Obligor, 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 the 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 and intent and meaning, and shall indemnify and save harmless Obligee, its officers, agents and employees, and 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, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees (collectively, "Enforcement Costs"), incurred by Obligee in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. Notwithstanding anything contained herein to the contrary, unless Obligee incurs Enforcement Costs, in no event shall Surety's aggregate liability under the Substitute Bond exceeds the Bond Penalty as stated above. Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreement or to the work performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. In witness whereof, this instrument has been duly executed by the New Obligor and Surety on 2_9—day of April , 2000. SWC NORMAN 39,.LLC Principal FRONTIER PACIFIC INSURANCE COMPANY B- - Y &4, _AROLTNR L ., Attorney -in -Fact Agent's Address: FRONTIER PACIFIC INSURANCE COMPANY 4250 Executive Square, Suite 200 La Jolla. CA 92037 (619) 642-5010 r OUTSTANDING BOND REPORT Name: KSL Land Corporation Tract No. 29347 Date of Contract: September 25, 1999 Initial Required Bond Amounts: $1,727,526 - $1,146,744 - Dates of Bond Reductions: Outstanding Bonds: Performance Labor & Materials Amount: Bond No. Date Cancelled/Released: $1,727,526 814948S Replaced 5/5/2000 $1,146,744 814948S Replaced 5/5/2000 $ 462,780 SD00090471 $ 462,780 same $ 362,142 SD00090472 $ 362,142 same $ 214,572 SD00090473 $ 214,572 same $ 107,250 SD0009047 $ 107,250 same $ 230,336 SD00090476 $ 345,505 SD00090477 $ 4,940 SD00090475 • ~—Z go WW �C G Qdc D 28F- U. m aqWUj gt7cc • PLEASE COMPLETE THIS INFORMATION RECORDING REQUESTED BY: FIDELITY NATIONAL TITLE AND WHEN RECORDED MAIL TO:. CITY OF LAsQUINTA P.O. BOX 1504 LA QUINTA, CA 92253 ATTN: PUBLIC WORKS DEPARTMENT — --- --- _ _ cDOC -- -- . is 2000-2884e307/26/2000 08:00R Fee:NCPage I of 3 Recorded In Official Records LU) County of Riverside Gary L. OrsoAssessor, County Clark & ecorder 11l 1111111 lllll I II11111111 RI II 11111 I M S U YAGE 6IIE m P R N R w .RUC. ,/ V& A RH rAVY LCNG PFiURO NCHC E%MI Lei 1.1 A: p DTT: VOA CERTIFICATE OF CORRECTION Title of Document THIS AREA F"Olot RECIOR�DJ -RAJ UsErly ONLY THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION ($3.00 Additional Recording Fee Applies) smscso 9q& (Rw amn Recording Requested By and When Recorded Mail to: City of La Quinta • P.O. BOX 1504 La Quinta, CA 92253 Attn: Public Works Department CERTIFICATE OF CORRECTION I, Gary W. Dokich, certify that I am a Licensed Land Surveyor of the State of California. That a survey was prepared under my supervision and direction in Tract Map No. 29347. That said Tract Map was filed October 20, 1999 in Book 295 of Maps, Pages 60-64, in the office of the Recorder of Riverside County, California. That the following data shown on said Subdivision Map is incorrect as: 1. SHEET 3: LOT D and is corrected as follows: 1. SHEET 3: LOT K The present �f7ee Owners of the propertyCenotffect d.- t e _ ion. Dated: I Gary W. Doki L.S 4693, Ex 9/30/03 State of California) • s.s. County of Riverside) On 'DQ17 before me t undersig[(�7ed, a Notary Public in and for aid Sta e, personally appeared ��� I,J Yt7 �IL & , personally known to me to be the person whose name is subscribed to the within instrument and acknowledged that he executed the same. • Witness my ha d and official seal. CMOLA.MENAM 00�7nt 1� My Commissio xpires NftVN o'odO ft - omnw Signature MYCAmT'6�iesNOviY• Notary Pu c - State of alifornia CITY ENGINEER'S CERTIFICATE This Certificate of Correction has been examined by the undersigned and discloses that the changes are authorized by and comply with Government Code Section 66469 of the Subdivision Map Act. Date: 7/1BLo0 Chris A. Vogt, R.C.E. 44250 City Engineer, City of La Quinta II II III I II II I I I II II I I II 0. 6 0 0 6 38fi 09G:\513\1O\LEGALS\347C0FC.d0C • • 4 Under the provisions of Government Code 27361.7, I certify under the penalty of perjury that the notary seal on the document to which this statement is attached reads as follows: Name of Notary: Commission #: L a, � ti Place of Execution: O-CE:mo - Cc, ,n�L_ n _ Date Commission Expires: Date: _ 72 (o + v D Signature: Q�QP�1 IIIIII IIII I I I IIIIIIII 11111111111111111111111111111111 A00 07�26/20f 3s6e6R