Loading...
2004 - 29125 Riviera Villas, LLC Assignment & Assumption & Amended SIAASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT TRACT 29125 This ASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT ("Assignment & Amendment") is made and entered into as of the .f' day of 20J0, by and among the CITY OF LA QUINTA, a municipal corporation of the State of California ("City"), Riviera Villas, LLC, a California Limited Liability Company, ("Assignor'), and Riviera Villas, LLC, a California Limited Liability Company ("Assignee"). RECITALS A. City and Assignor entered into that certain Subdivision Improvement Agreement,dated May 24, 2001 ("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. 29125 ("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 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) A Faithful Performance Bond in the amount of $270,640.00 for the following improvements: Street Improvements, Grading, Site Wall, Domestic Water, Sanitation Sewer, and Monumentation plus 25% Contingency. (b) A Labor and Material Bond in the amount of $205.688.00 for the following improvements: Street Improvements, Grading, Site Wall, Domestic Water, and Sanitation Sewer. 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 IN WITNESS WHEREOF, the parties hereto have executed this Assignment & Amendment on 11 day of M Q hs L , 2061• CITY: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 (760) 777-7075 /Thomas P. Genovese Da e City Manager ATTEST: June S. e City Clerk ASSIGNOR: Riviera Villas, LLC a C A 1- L C 1651 East Fourth Sit., Ste. 228 Santa Ana, CA 92701 -P'�-3 0 'I Title r Date ASSIGNEE: Riviera Villas, LLCI o- C A LLC 300 E. State Street, Ste. 100 Redlands, CA 92373 By: First Pacifica Development Corp. a CA Corporation, Manager Title: ?,,, 4 Date orn F220 -3- T AMERI 4� C } STATE OF CALIFORNIA }ss. COUNTY OF Riverside } On March 5, 2004 , before me, Constance Gorsuch personally appeared Bo Kuo and John L. Rainaldi 1 personally known to me . (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. WITNES; Signature rwlNon I 1Ji761017 p4pw CCONothir, "tv0rak1e County Con t►l t. E4*Wun 2o. h 1 (This area for official notarial sea[) Title of Document Assignment and Assumption Agreement and Amendment to Subdivision _ Date of Document Improvement Agreement 3/5 ,I No. of Pages 3 Other signatures not acknowledged Norge 3008 (1/94) (General) First American Title Insurance Company CITY OF LA QUINTA AMENDED SUBDIVISION IMPROVEMENT AGREEMENT TRACT 29125 THIS SUBDIVISION,IMPROVEMENT AGREEMENT (the Bement") is made and entered into 2004, by and between day of �X 9 Riviera Villas, LLC , a California Limited Liability Company, hereinafter referred to as" Slubdivider," and the City of La Quinta, a municipal corporation of the State of California, hereinafter referred to as Cty 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. 29125 (the "Tract") pursuant to the provisions of Section 66410, et_ se_c• of the California Government Code (the Subdivision Map Act"). B. Prior to approval of the Map, Subdivider is required to install or agree to install certain public and private improvements (the "Improvements"). C. The Improvements have not been installed and accepted at this time. D. it is therefore necessary that Subdivider and City enter into an agreement for the installation of the Improvements as provided in Section 66462 of the Subdivision Map Act. NOW, THEREFORE, it is agreed by and between the parties hereto as follows: 1. Improvement Plans. Prior to submittal of the Map for approval by the City Council, Subdivider shall furnish original improvement plans meeting the requirements of the City Engineer. 2. Improvements. Subdivider shall construct the public and private street, drainage, Agreement , landscaI sted n pingExhibd other improvements required to be constructed or agreed to be constructed under this "A", and shall bear the full cost thereof. The methods, standards, specifications, sequence, and scheduling of construction shall be as approved by the City Engineer. 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, b ("Participatory payment f Subdivider's fair share of Improvements which have been or will be construe y by Improvements"), and payment of plan check and permit fees. A second class of security labor,equipment provided and materials hereinafter referred to as "payment security, shall assure the payment of the cos hereinafter referred to supplied to construct the Improvements. A third class of security to be provided by Subdivider, as "warranty security, shall serve as a guarantee and warranty of the Improvementsfor a perioand d a f one ent year Pori lopr or the completion and acceptance of the Improvements. Subdivider shall furnish performancep ym to and as a condition of City Council approval of the Map. Subdivider shall provide with the (final release of y security after Improvements are complete and accepted by the City Council and prior to or concurrently performance security. Warranty security shall not be required for Monumentation or Pthe'work in accordance with cipatory Improvements. However, the City may utilize Monumentation Security for performance of or payment forthe 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 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. Page 1 of 6 T:\\29125\sia 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�financi l in titutions and a commitmto eguabion by the state or federal government and having a financial quality orLolng ofs Angeles County Treasurer's office). rating of "R-2" or better on the Investment Data Exchange (of the req ements 4) Irrevocable letters of credit, issued by one or more financial institutions meeting the areuir dents t, of Paragraph (3), pledging that the funds necessary to carry out the completion of theImprovements guaranteed for payment, and constitute a trust fund which is not subject to levy or attachment of he funds any crede' or pursuant of the depositor until released by City. Letters of credit shall guarantee that all or any portion to the letters of credit will be paid upon the written demand of City and that such written ion of an d need not present documentation of any type as a condition of payment, including proof of loss. The d Y 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 r zes provided expiration and shall state, on its face, that the letter of credit will be automatically renewed until such time thatCity authoor 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) tiand me the improvements t ereoncost or of the Improvements and shall include the power of sale of thereal hntalnd l buildings appurtenances hereunto belonging, or that may be erected upon or made thereto, together with allereditames in an wise appertaining, and the reservations, remainders, rents, issues, and profits thereof. The collateral value of Y appraisal approved b Ci the property shall be established at Subdivider's expense through an app PP Y 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 anon -profit organization, security may be n specifiedinof the , of the kind approved for securing deposits.of public moneys with City or in favor of City, as spec California Government Code, deposited, at City's option, with City or a responsible escrow agent or trust company. C. Al l securities shall be furnished in accordance with the provisions of Exhibit A. The amount tof the estimated b performance security shall equal One Hundred Percent (100%) of estimated oEng Weer or a duly Improvements, including payment of plan check and permit fees, as Y he City authorized representative of the City Engineer. The amount of Payment security shall roustsepofate h security of performance security, except as otherwise set forth in Exhibit A, and shall be furnished as a r. Warranty security shall equal Ten Percent (10 /o) 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 d different form and/or sr rather than to individual security instruments. The fees shall be paid separately for each (Y suret or financial institution) of security initially submitted and for substitution of securities but the same t be required equ redh foe submittal of warranty security if the warranty security is of the same form and from 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 3.13., 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, h v, Subdivider securl pay ed but City an administration fee of One Half of One Percent (0.5 /°) of the estimated cosimprovements 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. Page 2 of 6 T:\\29125\sia E. Participatory Improvements, if any, are identified in Exhibit A. Security for ctual costsparticipatory re improvements and paidby shall remain in place until the Participatory improvements me r�ma ed cost rof the participatory e constructed and aImprovements, and shall guarantee Subdivider, or until Subdivider pays to City th 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 hor in in repdal s of the date of the ement of security guaranteeing Participatory Improvements. If Sub divider 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 erfo aeon, inc stated 9 this on payment of premiums, modifications of this Agreement and/or expiration of the p 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, PPll upon application by Subdivider. However, no such reduction shall be for an amount less an Ten Persheen (10% b f P the total performance security provided for the faithful performance of the act or work.n reduced below that required to guarantee the completion of the act or work or obligation (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 materialsIf security sreceiv released notice of in full 90 days after final acceptance and/or approval by the City Council, of the Improvements.Y any recorded lien, the provisions of the Subdivision Map Act shall apply. 5) Warranty security not utilized during the warranty period shall be released the onee eaawa wanal rranty nay acceptance or approval by the City Council of all Tract Imp fo a erefnts. However, if of workat thor peovision of materials under the period, there are one or more outstanding requests by City performance 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 permits all shal its re comply all that phase of work and pay all required fees. Work performed under a permit • provisions of the required permits. 5. Off -site Improvements. When the construction of one or more of the Improvements requiresorts or secsucha es the acquisition of real property not owned by Subdivider or City, Subdivider shall u al property at a reasonable price. In the event that Subdivider is unsuccessful, despite its best efforts, h real acquire ro arty. real property at a reasonable price, Subdivider may request in wrihn eaha atteon behalf of Subdivider. f City so City may, but is not required to, agree to attempt to acquire such property ttorney. Said agrees, City and Subdivider shall enter a separate written agreement in a form acceptablen{ 50% oe Cityf the appraised separate agreement shall provide that Subdivider advance to City Onddvance e andred Fife be refunded to Subdivider. Any fair market value of the real property. Any unexpended portion o 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. Page 3 of 6 T:\\29125\sia 6. Completion of Im rovements. Subdivider shall begin construction of the ImprovementswithinPortions ninety of the days and shall complete construction Improvements may be completed at a later twelve (12) months by theer approval City lEngineer orasset forth in Exhibit A. econsttructionof the improvements within the specified time periods shall Failure by Subdivider to begin or comple default of this Subd er co nstitute cause for City, in its sole discretion and when �t deems necessary, to declareetionlofthe in agreement, to revise improvement security dards or sequencing se uencing of thetlmprovements in response to changes in ents as necessary and/or to require modifications m the standards q stan dards 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 withinthe time affected by rein du events will stries, act of God, or other events beyond Subdividers control, the time limits for obligations 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 terms and approve Condit r d ny the his request or conditionally approve the extension with additions or revisions tot e Agreement. , Subdivider shall furnish securities, similar in form and substance to those As a condition of the time extensionies re uired in SECTION 3 hereinabove, to cover the period of extension. The value of the he time tof the elxtens on, and to q ensure the performance of and payment forimprovementsthat remain incomplete a provide warranty security on completedimprovements. 9. Survey Monuments. Before final approval of street improvements, Subdivider and shall pla a La Qu Cta Muments pal in accordance with the provisions of Sections 66495, etsec. of the Subdivision Map Ac Code. Subdivider shall provide the City Engineer written proof that the monuments have on monument tie outs n set, evidence of payment and receipt thereof by the engineer or surveyor setting the monuments, and ect for monuments set in public streets. 10. Final Acceptance of Improvements. At the completion of construction and reprior to uesshall beptanceaccomf the Improvements by City, Subdivider shall submit a request for final approval byCity. The letters loin other agencies having ied by any required certifications from Subdividers engineers or surveyors, approval 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 to bewill r n accoview he requwth documentation and will inspect the Improvements• ein, obligations rovements are determinedrequired by the Conditions of Approval nce applicable City standards and specifications, and as provided hre as and this Agreement have been satisfied, and Subdivider has provided revised plansrequired in Council. 11, hereinafter, the City Engineer shall recommend acceptance of the Improvements by the City 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 sheet of the plans shall be Impo the plans depict the actual rovements constructed. When necessary revisions have been made, each separate clearly marked with the words As -Built, As -Constructed," or "Record Drawing," toa1inshallbe stamped by an California, and the engineer or surveyor, as appropriate for the improvements thereon, who is licensedpractice plans shall be resubmitted to the City Engineer. 12. Improvement Warranty. Subdivider hereby guarantees the Improvements to ity any defective work or year, beginning on the date of final acceptance of the Improvements by the City Council, againsty labor done, or defective materials furnished, and shall repair or replace such defective work or materials. � yY 13. Release of Security. City shall retain and release securities in accordance with the provisions of Section title o this agreement. Prior to the release of payment security, the City Engineer the amouuire nt'der to provide a of payment security report or other evidence sufficient to show claims of lien, if any, that may affect 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 Page 4 of 6 T:\\29125\sia ees Subdivider shall pay the entire cost of such performance by City including costs of suit a I reasonable ale attorneys ttorne sdeterminf by incurred by City in enforcing such obligation. In cases of emergency or compelling public , 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, rholdsent City and ,its officers, s, and agrees to indemnify, employees, agents, representatives, and assigns administrators, guarantors, heirs, and assignns 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 ofcthiAgreement is inconsistent with or fails incorporated herein by to include one or more provisions of the Conditions of Approval, which do () s 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. Y E. In the event of an 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. Page 5 of 6 T:\\29125\sia IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. CITY: City of La Quinta Thomas P. Genovese, City Manager ATTEST: City Cler - SUBDIVIDER: RIVIERA VILLAS, LLC f a C A %-1- C Local Address 78-371 Highway 111 La Quinta, CA 92253 First Pacifica Development Corp. a California Corp., Manager By: Title: By: Title: Reviewed and Approve Approved as to Form: 78-495 Calle Tampico La Quinta, CA 92253 760/777-7075 k- Date Principal Address. 300 E. State Street, Suite 100 Redlands, CA 92373 2 � �, I d 4 C.� d: City E gine Date i A orney Date Date Date Page 6 of 6 T:\\29125\sia Exhibit A Security - Tract 29125 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 and consists of infrastructure improvements located around the perimeter of the PGA West Specific Plan area required by the Specific meter including: street, landscaped median, water, sewer, electric power, storm drain, perimeter landscaping, P sound attenuation wall installed after January 1992. Subdivider will not be held responsible for participatory improvements other than cost participation as outlined in the Conditions of Approval and herein. Monumentation security shall guarantee performance of or payment for the work and shall be utilized or released as specified in Chapter 4, Article 9 of the Subdivision Map Act. As elements of the work are completed, Subdivider may request a maximum of two partial releases of performance security. Partial releases shall be for not less than ten percent (10 /o) 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 Improvements 48,778 48,778 43,950 43,950 Grading Site Perimeter Wall 32,000 32,000 Domestic Water 66,700 66,700 Sanitation Sewer 14,260 14,260 Monumentation 5.000 0 Construction Subtotal: $210,688 $205,688 Contingency (25% of Project) 59,952 TOTAL: 270,640 Offsite Participatory Improvements 2 $29,120 0 This improvement item shall be constructed/installed within six (6) months after recordation of the Tract Map. This improvement item will be paid in cash, to the City for redistribution to the party who constructs the offsite improvements, prior to final acceptance of the tract improvements. The actual amount will not exceed $29,120 ($16,000/gross acre subdivided), but may be reduced to a lower amount if actual costs confirm a lower participation amount. -k 45 ,� A M E R I C,9 } STATE OF CALIFORNIA Iss. COUNTY OF gj,,,,j cip } On March 5, 2004 before me Constance Gorsuch , personally appeared Bo Kuo personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. Signature (This area for official notarial seal) Title of Document Date of Document No. of Pages �p Other signatures not acknowledged 3008 (1/94) (General) First American Title Insurance Company ASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT TRACT 29125 This ASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT ("Assignment & Amendment) is made and entered into as of the . day of 777 120J0, by and among the CITY OF LA QUINTA, a municipal corporation of the State of California ("City"), Riviera Villas, LLC, a California Limited Liability Company, ("Assignor"), and Riviera Villas, LLC, a California Limited Liability Company ("Assignee"). RECITALS A. City and Assignor entered into that certain Subdivision Improvement Agreement, dated May 24, 2001 ("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. 29125 ("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 SIA as set forth herein to be effective upon full execution of this Assignment & Amendment by all t he 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 $270,640.00 for the following improvements: Street Improvements, Grading, Site Wall, Domestic Water, Sanitation Sewer, and Monumentation plus 25% Contingency. b A Labor and Material Bond in the amount of $205.688.00 for the following improvements: Street Improvements, Grading, Site Wall, Domestic Water, and Sanitation Sewer. For purpos es 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. Assignees 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 Subdividers 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. -2- F220 IN WITNESS WHEREOF, the parties hereto have executed this Assignment & Amendment on ( *"-' day of Mom •. , 248_1• CITY: City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 (760) 777-7075 3 // 9 /O:f Thomas P. Genovese Da e City Manager ATTEST: June S. e City Clerk ASSIGNOR: Riviera Villas, LLC a C A L L C 1651 East Fourth Sit., Ste. 228 Santa Ana, CA 92701 J L 3 Q � Title r Date ASSIGNEE: Riviera Villas, LLC1 0- C A LLC 300 E. State Street, Ste. 100 Redlands, CA 92373 By: Firat Pacifica Development Corp. a CA Corporation, Manager My; 23A"'41- 3 - 5--0 Title: L 04L-I&J Date F220 -3- 45.E nMER jc e } STATE OF CALIFORNIA }ss. .COUNTY OF Riverside } On March 5, 2004 , before me, Constance Gorsuch personally appeared so xuo and John L . Rainaldi personally known to me . (or proved to me on the basis of satisfactory evidence) to be the persons) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or, the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS m/h;d and off#al seal--� .,7 .Signature C. QH . Oran 0 1357687 Ndtry PLtk ..CC*fotnicr ode County a1m. E esJun 20.2i (This area for official notarial seal) Title of Document Assignment and Assumption Agreement and Amendment to Subdivision Date of Document Improvement Agreement No. of Pages 3 Other signatures not acknowledged None 3008 (1/94) (General) First American Title Insurance Company NOTE Regarding the Amendments to SIA 29125: This property has been purchased by a new owner. The new owner also purchased the "name Riviera Villas." In addition to this Tract, Tracts 29121 & 29122 which were under the name MSG La Quinta Homes have been purchased by the same buyer and renamed "Riviera Villas." Therefore, because there is a new owner, new bonds have been required in addition to the Assignment & Assumption Agreements and Amendments to the SIA's for all three Tracts.