Toll Brothers/Reimb Agree Ave 50 & 52 Medians 08City of La Quinta
REIMBURSEMENT AGREEMENT
AVENUE 50 & 52 IMPROVEMENTS
Boundary of Tract Map No. 30357
, THIS REIMBURSEMENT AGREEMENT (the "Agreement") is made and entered into this
-_day of 2008, by and between TOLL BROTHERS, INC.
("Developer"), and the City of La Qui ta, California, a California Municipal Corporation (the "City").
RECITALS
A. Developer is the subdivider and developer of Tract Map No. 30357 (the "Project") located in
the City of La Quinta subject to the conditions of approval found in City Council Resolution
2002-17 ("Conditions of Approval").
B. The Conditions of Approval obligate Developer to construct certain improvements on Avenue
50 and Avenue 52, generally described as follows, and more specifically described in the
Conditions of Approval.
#72.A 1. Avenue 50 (Primary Arterial; 100' RAN option):
Widen the south side of the street along all frontage adjacent to the related tract boundary.
Rehabilitate and/or reconstruct existing roadway pavement as necessary tro augment and
convert it from a rural country -road design standard to La Quinta's urban arterial design
standard.
The Pavement rehabilitation/reconstruction, and landscape median improvements, are
eligible for reimbursement from the City's Development Impact Fee fund in accordance with
policies established for that program.
#72, A.3. Avenue 52 (Primary Arterial; 110'R/W option:
Widen the north side of the street along all frontage adjacent to the related tract boundary,
and to rehabilitate and/or reconstruct existing roadway pavement as necessary to augment
and convert it from a rural county -road design standard to La Quinta's urban arterial design
standard, respectively.
The Pavement rehabilitation/reconstruction, and landscape median improvements, are
eligible for reimbursement from the City's Development Impact Fee fund in accordance with
policies established for that program.
C. The City has identified source of funds from which it desires to reimburse Developer for the
Required Improvements at a point in the future to be determined by the City. The time and
form of reimbursement payments shall be as set forth in the Agreement. The funds source is
the Transportation Component of the Development Impact Fee. All land developments in the
City are required to pay Development Impact Fees ("Fees") pursuant to the Development
Impact Fee Program ("Program"), adopted by the City on June 15, 1999 and revised July 5,
2006. A portion of Development Impact Fee known cis the "Transportation Component"
provides future funding for specific arterial street improvements located throughout the City
(Exhibit C).
D. Currently, the Transportation Component of the 2006 DIIF Program contains cost details for
Avenue 50 (Washington Street to Madison Street) and for Avenue 52 (Jefferson Street to''/2
mile east of Madison). The cost details (Exhibit B) reflect a DIF totaling $1,684,194.50 for
Avenue 50 (Washington Street to Madison Street) and $3,244,108.88 for Avenue 52
(Jefferson Street to''/2 mile east of Madison). The Required Improvements are estimated to
be $627,972.00 for Avenue 50 and to be $112,723.00 for Avenue 52. The aforementioned
amounts shall be referred to hereinafter as the "Budget: Amounts". However, this estimate
including the pro rata distribution percentage is subject to change as the DIF is updated in
the future prior to the completion of the work.
E. The City Engineer has reviewed the scope and cost associated with the Required
Improvements and has determined that the Required Improvements are covered by the
Program and are eligible for certain reimbursements, subject to certain limitations and
availability of funds discussed herein.
F. The parties hereto desire to enter into this Agreement to effectuate the terms of the City's
reimbursement to Developer of certain costs incurred) by Developer in constructing the
Required Improvements to the extent they are determined to be eligible for reimbursement.
AGREEMENT
NOW, THEREFORE, it is agreed by and between the parties hereto as follows:
1. Responsibilities of Developer: Developer has constructed the Required Improvements
described in the Conditions of Approval as follows:
a) #72.A 1. Avenue 50 (Primary Arterial; 100' R/W option): Widen the south side of the
street along all frontage adjacent to the related tract boundary. Rehabilitate and/or reconstruct
existing roadway pavement as necessary tro augment and convert it from a rural country -road
design standard to La Quinta's urban arterial design standard. The Pavement
rehabilitation/reconstruction, and landscape median improvements, are eligible for
reimbursement from the City's Development Impact Fee fund in accordance with policies
established for that program.
b) #72, A.3. Avenue 52 (Primary Arterial; 110'R/W option:Widen the north side of the
street along all frontage adjacent to the related tract boundary. Rehabilitate and/or reconstruct
existing roadway pavement as necessary tro augment and convert it from a rural country -road
design standard to La Quinta's urban arterial design standard. The Pavement
rehabilitation/reconstruction, and landscape median improvements, are eligible for
reimbursement from the City's Development Impact Fee fund in accordance with policies
established for that program.
2. The cost of improvements expended by the Developer for improvements south of the
centerline of Avenue 50 and north of the centerline of Avenue 52 along the tract boundary as
specified in the DIF Study is eligible for reimbursement, herein referred to as (the "Required
Reimbursement Agreement—Avenue50 AND 52 DIFagreemt Toll Bros DOC Page 2 of 9
Improvements") identified and documented in Exhibit A. The Developer has borne the cost of
constructing the Required Improvements, subject to the limited credit and right of ultimate future
reimbursement provided herein. The Required Improvements shall be constructed in accordance
with all applicable City and State codes and regulations, including the obligation to secure bonds
and guarantees pursuant to Section 14.16.180 of the Municipal Code of the City of La Quinta, and
shall complywith each of the applicable provisions in the Conditions of Approval, incorporated in full
herein by this reference. Upon completion and acceptance of said Required Improvements by the
City, Developer shall submit to the City invoices and supporting documentation for those costs.
3. Responsibilities of City:
a) Approval or Disapproval of Expenses. The City Engineer shall either approve or
disapprove the invoices and submit the approved invoices for credit and/or reimbursement in
accordance with this Agreement. The City Engineer shall provide Developer with a written
explanation for any portion of an invoice that is disapproved. Developer recognizes that the City
Engineer's approval of the costs does not guarantee that the costs will be reimbursed. Instead,
the City Engineer approval is a condition precedent necessary for the costs to be processed for
credit or reimbursement.
b) Reimbursement from the DIF. Developer is eligible for reimbursement at some point in
the future from the Transportation Components Fees collected on other projects. Developer
recognizes that at this point in time, the City cannot commit to a time certain for reimbursement,
in as much as the City is entitled to establish the priority of spending for the Transportation
Component Fees. Developer further recognizes that the City Council has indicated that itwill be
considering a policy regarding the priority of reimbursement„ and that this reimbursement will be
subject to the policy. In no event will the amount of reimbursement exceed the Budget Amount
($627,972.00 for Avenue 50 and to be $112,723.00 for Avenue 52).
4. Disputes. In the event of any dispute arising under this Agreement, the injured party shall
notify the injuring party of its contentions by submitting a claim therefore. The injured party shall
continue performing its obligations incurred herein so long as the injuring party commences to cure
such injuring action within ten (10) days of service of such notice and completes the cure within
forty-five (45) days after the notification, or such longer period as may be agreed upon by both
parties to this Agreement.
5. Attorney's Fees. If either party commences an action against the other arising out of or in
connection with this Agreement, including the filing of a lien or other legal action to compel payment
of the Reimbursement, the prevailing party shall be entitled to recover reasonable attorney's fees
and legal costs from the losing party.
6. Indemnification. Developer shall defend, indemnify and hold harmless City, its officers,
employees, representatives and agents ("Indemnified Parties"), from and against those actions,
suits, proceedings, claims, demands, losses, costs, and expenses, including legal costs and
attorneys' fees, arising out of any liability or claim for liability, for injury to or death of person(s), for
damage to property (including property owned by City) and for errors and omissions committed by
Developer, its officers, employees representatives, and agents, which arise out of acts or activities
of Developer's or Developer's Officers, employees, agents or representatives ("Claims'), whether or
not such act or activity is authorized by this Agreement, except to the extent of such loss as may be
Reimbursement Agreement— Avenue50 AND 52 DlFagreemt Toll Bros DOC Page 3 of 9
caused by City's own negligence or that of its officers or employees. In the event the Indemnified
Parties are made a party to any action, lawsuit, or other adversarial proceeding in any way involving
such Claims, Developer shall provide a defense to the Indemnified Parties, or at the City's option,
reimburse the Indemnified Parties their costs of defense, including reasonable attorneys' fees,
incurred in defense of such Claims. In addition, Developer shall be obligated to promptly pay any
final judgment or portion thereof rendered against the Indemnified Parities.
7. City Officers and Employees: Non -Discrimination. No officer or employee of City shall be
personally liable to Developer or any successor in interest in the event of any default or breach by
City or for any amount which may become due to Developer or to its successor or for breach of any
obligation of the terms of this Agreement.
8. Term of Agreement. This Agreement shall remain in full force following the date it has been
executed by both parties and until the listed Funding Source has paid the allowable Developer
claims.
9. Notice. Any notice, demand, request, consent, approval, or communication either party
desires or is required to give to the other party or any person shall be in writing and either served
personally or sent by prepaid, first-class mail to the address set forth below. Notice shall be
deemed communicated forty-eight (48) hours from the time of mailing if mailed as provided in this
Section.
To City: City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
760/777-7075
Attn: City Engineer
To Developer: TOLL BROTHERS LAND DEVELOPMENT
14350 N. 87TH STREET, SUITE 310
SCOTTSDALE, AZ 85260
Attn: Terry R. Hodge
Regional Vice President
(480) 951-0782
10. Assignment of Agreement. The Developer may not assign, sublet, hypothecate, encumber,
or transfer (whether voluntarily or involuntarily) its obligations hereunder to any party without the
prior written consent of the City, which consent may be withheld in the City's sole and absolute
discretion.
11. General Provisions.
Reimbursement Agreement-Avenue50 AND 52 DlFagreemt Toll Bms.DOC Page 4 of 9
A. Except as otherwise provided herein, 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.
B. Neither party to this Agreement relies upon any warranty or representation not contained
in this Agreement.
C. This Agreement shall be governed by and interpreted with respect to the laws of the
State of Cahfornia.
D. 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 rights or remedies provided for herein.
E. This Agreement maybe amended at anytime by the mutual consent of the parties by an
instrument in writing signed by both parties.
F. This Agreement may be executed in counterparts, which when taken together, shall
constitute one fully executed document.
12. Severabilit . 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.
13. Authority of Signatories. The persons executing this ,Agreement on behalf of the parties
hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and
that by so executing this Agreement the parties are formally bound to the provisions of this
Agreement.
Reimbursement Agreement— AvenueK AND 52 DlFagreemt Toll Bros DOC Page 5 of 9
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year
first written above.
CITY OF LA QUINTA:
(��tllyt ems! �•� ��,P/l�*✓✓�"(sL�
Thomas P. Genovese, City Manager
Date
ATTEST:
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Veronica Monte mo, City Clerk
City of La Quinta
aG�5p,
D to
Developer: TOLL BROTHERS, INC.
14350 N. 87TH STREET, SUITE 310
SCOTTSDALE, AZ 85260
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Title
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Title
Approved as to Form:
lye
M. Kathehd a Jenson, Vity Attorney
City of La Quinta
Date
Reimbursement Agreement-Avenue50 AND 52 DIFagreemt Toll Bros DOC Page 6 of 9
NOTARY ACKNOWLEDGEMENT
State of Arizona )
) ss
County of Maricopa )
On January 7, 2008 before me, Madeline M. Bennett, Notary Public, personally appeared Kevin
D. Duermit, Group President, Toll Brothers Inc., personally known to me to be the person whose
name is subscribed to within this instrument and acknowledged to me that he executed the same
in his authorized capacity, and that by his signature on this instrument the entity upon behalf of
which the person acted, executed the instrument.
WITNESS my hand and official seal.
Madeline M. Bennett, Notary Public
OFFICIAL SEAL
MADELINE M. BENNETT
NOTARY PUBLIC - ARODNA
MARICOPA COUNTY
My OundWw EXOMS Sept 11. 2008
September 11, 2009
My Commission Expires
1.UdADELMAword\F0RMS\Notary Acknowledgement doc
NOTARY ACKNOWLEDGEMENT
State of Arizona )
) ss
County of Maricopa )
On January 7, 2008 before me, Madeline M. Bennett, Notary Public, personally appeared Alan
Euvrard, Senior Vice President, Toll Brothers Inc., personally known to me to be the person
whose name is subscribed to within this instrument and acknowledged to me that he executed the
same in his authorized capacity, and that by his signature on this instrument the entity upon
behalf of which the person acted, executed the instrument.
EC;-,,-0"Av
OFFICIAL SEAL
WITNESS my hand and official seal. MADELINE M. BENNETT
NOTARY PUBLIC • ARIZONA
MARICOPACOUNTY
Commission EzpUes Sept. tt, M09
Madeline M. Bennett, Notary Public
September 11, 2009
My Commission Expires
1.4W+DELINE\word\F0RMS\Nowry Acknowledgement doc
Exhibit A
REQUIRED IMPROVEMENTS —TRACT No. 30357
REQUIRED IMPROVEMENTS
AVENUE 50 AND AVENUE 52
STREET IMPROVEMENTS FRONTING
TRACT NO. 30357
Item # Description Units Unit Cost Quantity Total Cost
AVENUE 50 STREET
IMPROVEMENTS FRONTING
TRACT NO. 30357
1 Avenue 50 (South Side) L.S. $627,972.00 1 $627,972.00
- Required Off -Site Street (not to exceed)
Improvements Eligible
for Reimbursements
From Development Impact
Fee Fund
Total Cost for Required Improvements, not to exceedl:$627,972.00
2 Avenue 52 (North Side) L.S. $112,72:3.00 1 $112,723.00
- Required Off -Site Street (not to exceed)
Improvements Eligible
for Reimbursements
From Development Impact
Fee Fund
Total Cost for Required Improvements, not to exceecl:$112,723.00
Reimbursement Agreement—Avenue5g AND 52 DIFagreemt Toll Bros DOC Page 7 of 9
Exhibit B
July 5, 2006 DIF Cost Detail
Avenue 50 (Washington Street to Madison Street)
AND
Avenue 52(Jefferson Street to'/2 mile east of Madison)
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Exhibit C
July 5, 2006 DIF Fee by
Category
Reimbursement Agreement—Avenue5g AND 52 DlFagreemt Toll Bros DOC I Page 9 of 9