2015 - 31910 Capistrano Lots LP - Assignment & Assumption & Amended Dev. Improv. AgrASSIGNMENT AND ASSUMPTION AGREEMENT
r
=u 11UN V, I's COB1,11r • •.• - 1
TRACT MAP NO.31910 ON -SITE IMPROVEMENTS
This ASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO
SUBDIVISION IMPROVEMENT AGREEMENT ("Assignment & Amendment") is made and
entered into as of the 9th day of Orua UP, , 20 (5 , by and among the CITY OF LA
QUINTA, a municipal corporation of the State of California ("City"), La Quinta 57
Estates, Inc., a California corporation ("Assignor"), and Capistrano Lots, LP, a California
limited partnership ("Assignee").
RECITALS
A. City and Assignor entered into that certain Subdivision Improvement
Agreement, dated December 6, 2006 ("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. 31910 ("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 desire 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 SIA 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) Faithful Performance Bond in the amount of $1,254,277 for the following
improvements:
ON -SITE IMPROVEMENTS
Performance Security
Improvement Description
Original
Amount
1" Partial
Reduction
(Percent)
15t Partial
Reduction
Amount
Grading
$286,226
75%
$71,557
Street
$797,543
20%
$638,034
Domestic Water
$69,785
70%
$20,936
Storm Drain
$46,648
70%
$13,994
Dry Utilities
$362,970
70%
$108,891
Sewer
$59,469
70%
$17,841
Monumentation
$20,000
0%
$20,000
Standard 10% Contingency
$164,264
0%
$164,264
Professional Fees, Design 10%
$180,691
90%
$18,069
Professional Fees, Construction 10%
$180,691
0%
$180;691
TOTALI
$2,168,287
$1,25.4,277
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 equal to the
Improvement Security, unless the City otherwise determines at its discretion and in
writing that such security can be issued at a lesser amount. 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 Assignor's
Improvement Security.
3. Solvency. As a material inducement to the City to enter into the
Assignment & Assumption, Assignee hereby represents and warrants to City, and City
hereby relies on Assignee's representation and warranty, that Assignee is solvent and
has the financial capability of fulfilling each and every obligation and duty it takes on
by way of the Assignment & Assumption.
4. Incorporation of SIA Provisions. The 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 SIA in the same manner as Assignor prior to this assignment.
F220 -2-
IN WITNESS WHEREOF, the parties hereto have executed this Assignment &
Amendment on day of .20
CITY: City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
(760) 777-7075
Digitally signed by Frank).Spevacek
� DNaerialNumber=1n615nh01202cvmj,
/' -US, st=Califomia, l=La Quinta, o=Frank
.),Spevacek cn=Frank J. Spevacek
Date: 2015.10.0815:06:49 -07'00'
FRANK J. SPEVACEK Date
City Manager, City of La Quinta
ATTEST: APPROVED AS To FORM:
Digitally signed try Cltyaf la Quinta
DN: s lty s[ umd by Cimhzhdh .i.t.n, -US,
—Calffmnia,"Qulnta,—City of La Quinta, T'-cn=Cityaf to Quinta
Date: 2015.10.08151U"7'00'
SUSAN MAYSELS William R. Ihrke, City Attorney
City Clerk, City of La Quinta
ASSIGNOR: La Quinta 57 Estates, Inc., a California corporation
78401 Highway 111, Suite X
La Quinta, CA 92253
John edalino
Its: President Its:
ASSIGNEE: Capistrano Lots, LP, a California limited partnership
940 Emmett Avenue, Suite 200
Belmont, CA 94002
By: VPI 2004, Inc., a California corporation
Its: General Partner 4'----j
10
, -- S L-AA ee'r
Its: <e",U- VIts:
F220 -3-
IN WITNESS WHEREOF, the parties hereto have executed this Assignment &
Amendment on day of , 20_
CITY: City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
(760) 777-7075
SIGNED IN COUNTERPART
FRANK J. SPEVACEK
City Manager, City of La Quinta
ATTEST:
SIGNED IN COUNTERPART
SUSAN MAYSELS
City Clerk, City of La Quinta
Date
APPROVED AS TO FORM:
SIGNED IN COUNTERPART
William H. Ihrke, City Attorney
ASSIGNOR: La Quints 57 Estates, Inc., a California corporation
78401 Highway 111, Suite X
La Quinta, CA 92253
V�
John , edalino
Its: President
Its:
ASSIGNEE: Capistrano Lots, LP, a California limited partnership
940 Emmett Avenue, Suite 200
Belmont, CA 94002
By: VPI 2004, Inc., a California corporation
Its: General Partner
10'
' 4"--�
Scots �C�
Its: ,;v- VIPA, m-Its:
F220 -3-