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Coral Canyon/Jefferson Realignment/Reimburse 08City of La Quinta REIMBURSEMENT AGREEMENT JEFFERSON STREET REALIGNMENT/IMPROVEMENTS (STREET TO BE RENAMED BY CITY OF LA QUINTA) (From the Realigned Northerly Terminus on Avenue 58 to the Northerly Boundary of Tentative Map No. 33444) THIS REIMBURSEMENT AGREEMENT (the "Agreement') is made and entered into this day of January, 2008, by and between Coral Canyon, LLC, a Delaware Limited Liability .Company ("Developer"), and the City of La Quinta, California, a California Municipal Corporation (the "City"). RECITALS A. Developer ,is the subdivider and developer of Tentative Map No. 33444 (the "Project") located in the City of La Quinta subject to the conditions of approval found in City Council Resolution 2005-082 ("Conditions of Approval"), which Conditions of Approval were carried forward when an extension of the Project was granted in 2007. B. The Conditions of Approval obligate Developer to construct certain improvements on Jefferson Street, generally described as follows, and more specifically described in the Conditions of Approval, #62, A 2) & A 3) as follows: (a) realign and widen Jefferson Street from its northerly terminus on Avenue 58 to Cahuilla Park Road, (b) realign and widen Jefferson Street from Cahuilla Park Road to the northerly boundary of Tentative Map No. 33444, herein referred to as (the "Required Improvements"). . Four separate road segments and funding mechanisms are identified and documented in Exhibits A and B. C. The City has fund sources from which it desires to partially 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 sources are: Funding Source #1 — Other Developers. Certain obligations were imposed by the City on the developers of PGA West Tract Map No. 28960 with regard to improvements to portions of Jefferson Street. A deposit in the amount of $390541.81 is currently held by the City from the developers for this purpose. Certain obligations were imposed by the City on the developers of the Quarry Ranch Tract Map No. 30651 for improvements to Jefferson Street. A deposit in the amount of $273,619.18 is currently held by the City from the developers for this purpose. 05 Funding Source #2 - 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 as the "Transportation Component" provides future funding for spedific arterial street improvements located throughout the City. .D. Based upon the current level of the Transportation Component of the Fee, it is anticipated that. the -Project wil1,generate, at the:time building permits are issued, up to $422,670 in Transportation Component Fees. This is calculated from the $1,936 per dwelling unit 2006 DIF transportation fee (Exhibit D) multiplied by 219 dwelling units planned for. Project. Assuming that. Developer has completed the Required Improvements to the City's satisfaction when Developer seeks the issuance of the building permits for the units in the Project, Developer or Developer's success or interest shall be issued a credit against the Transportation Component of DIF which would otherwise be due and payable for the;Project. ..The credit would<be,based on the actual number of dwelling units constructed under the Project -utilizing • the then current Transportation Component of the Fee. Thus, if the: per unit fee, is increased above the current level of $1,930 per dwelling unit, the maximum reimbursement possible through the credit could exceed the currently estimated maximum credit of $422,670.00. E..C,urrently, the *Transportation. Component of the 2006 DIF Program contains cost details,for Avenue 58 (Lake_Cahuilla Access.Road to Madison Street). The cost details . (Exhibit C) reflect a blF totaling ,$5,569,743.26 for Avenue 58 (Lake , Cahuilla Access Road•.to Madison Street). The ultimate Required Improvements are -estimated to be 39.8099615%,of-1he total available 2006 DIF budget of $5,569,743.26 or $2,217,312.65 . However, this estimate ,including the pro rata distribution percentage is,subject to change as tne,DIF is -updated in the future prior to the completion of the. work. F: The City Engineer, has,reviewed, the scope and associated with the Required _cost Improvements, and.hasdetermined 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. The current, unapproved draft•of the street plans ;for .the eReauired. _Improvements are attached as Exhibit E. G. The parties.hereto desire to enter into -thisAgreement 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 )6 AGREEMENT NOW, THEREFORE, it is agreed by and between the parties hereto as follows: 1. Responsibilities of Developer: Developer shall construct the Required Improvements described in the Conditions of Approval, #62, A 2) & A 3) as follows: (a) realign and widen Jefferson Street from its northerly terminus on Avenue 58 to Cahuilla Park Road, (b) realign and widen Jefferson Street from Cahuilla Park Road to the northerly boundary of Tentative Map No. 33444 (c) construct all improvements as shown on the City -approved street improvement plans that are currently under review by the City Engineer and are attached for reference purposes as Exhibit E. The Developer shall bear 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 comply with 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. 2. 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) Issuance of Credit. Upon the completion of the Required Improvements, and approval of costs and the Required Improvements by the City Engineer, the City will issue a credit for eligible costs to Developer or Developer's successor in interest which credit can be applied against the Transportation Component of the DIF fees otherwise due and payable for building permits within the Project. By way of example, based upon the current level of the Transportation Component of the DIF and the maximum number of dwelling units authorized for the Project, the Developer or its successor in interest would be issued a credit of up to $422,670. (c) Use of Funding Source #1. The funds on deposit, described .in Recital C, above, shall be used by the City to reimburse Developer for the Required Improvements upon their completion and approval by the City Engineer. 07 (d) Additional Reimbursement from the City's Future Transportation Component Fees. To the extent that Developer's eligible costs for the Required Improvements are not credited or reimbursed pursuant to. Section 2(b) and 2(c), Developer is eligible for reimbursement at some point in the future from the Transportation Component Fees collected on other projects. Developer recognizes that at this point in time, the City cannot commit to a time certain for reimbursement, inasmuch 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 they will be considering a policy regarding the priority of reimbursement, and that if adopted, the timing of its reimbursement will be subject to the policy. In no event will the amount of reimbursement (including credit) exceed the amount designated , in the DIF Program for the portion or percentage of roadway improvements comprising the Required Improvements.. By way of example, the Transportation Component of the 2006 DIF Program contains cost details for Avenue 58 (Lake Cahuilla Access Road to Madison Street). The cost details (Exhibit C) reflects a DIF totaling $5,569,743.26 for Avenue 58 (Lake Cahuilla Access Road to Madison Street). The ultimate Required Improvements are estimated, to be 39.8099615% of the total available 2006 DIF budget of $5,569,743.26.or $2,217,312.65. Thus, upon completion and acceptance of the ultimate Required Improvements, the maximum that the Developer could receive, via DIF credits and DIF reimbursement, not including Funding Source 1, would be $2,217.312.65 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 or if the scope of work performed by Developer changes. 3. Warranty. Developer agrees to obtain from each.contractor performing any aspect of the Required Improvements a warranty in the City's .favor for the -repair or replacement of faulty work or materials for a period of one year following completion of the Required Improvements and the City's acceptance thereof, which acceptance shall not be subject to completion of all improvements for the Tract. 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 therefor. 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 necessary or agreed upon by both parties to this Agreement. 5. Attorneys'.. 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 attorneys' fees and legal costs from the losing party related to enforcement of the provisions of this Agreement. Im 6. Indemnification. Developer agrees to indemnify, defend, and hold City and its officers, employees, agents, representatives, and assigns ("Indemnified Parties") harmless from and against any losses, claims, demands, actions, or causes of action ("Claims"), of any nature whatsoever, arising out of or in any way connected with the performance of Developer, its officers, employees, agents, or representatives under this Agreement, including costs of suit and reasonable attorneys' fees. 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 claim. In addition, Developer shall be obligated to promptly pay any final judgment or portion thereof rendered against the Indemnified Parties. 7. City Officers and Employees. 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 and effect following the date it has been executed by both parties, until the City Council has formally accepted the Required Improvements and the City has approved and issued the reimbursements and/or credits required herein. With respect to Developer's and Guarantor's obligations under Paragraph 6, the obligation to provide indemnification for any Claims based upon any act or omission that occurred prior to the City. Council's formal acceptance of the Required Improvement, those obligations shall survive until fully performed. 9. Insurance. Developer shall concurrently with the execution of this Agreement, furnish the City satisfactory evidence of insurance of the kinds and in the amounts specified below. This insurance shall be kept in full force and effect by Developer during the term of this Agreement and all premiums thereon shall be promptly paid by it. Each policy shall further state that it cannot be canceled without 30 days unconditional written notice to the City and shall name the City as an additional insured. Developer shall furnish evidence of -having in effect, and shall maintain Workers Compensation Insurance coverage of not less than the statutory amount or otherwise show a certificate of self-insurance, in accordance with the Workers Compensation laws of the State of California. Failure to maintain the required amounts and types of coverage throughout the duration of this Contract shall constitute a material breach of this Contract. 1' a. Commercial General Liability Policy The Contractor shall take out and maintain during the term of this Agreement, a Commercial General Liability Policy, on an occurrence basis, with a minimum limit of not less than One Million Dollars ($1,000,000) combined single limit for bodily injury and property damage for any one occurrence and a Two Million Dollar ($2,000,000) annual project aggregate, for all of the following: i) Premises Operations, including Explosion, Collapse and Underground (X, C, and U) Coverage. ii) Completed Operations/Products, including X, C, and U Coverage. iii) Independent Contractors. iv) Blanket Contractual. v) Deductible shall not exceed One Thousand Dollars ($1,000). b. Commercial Business Auto Policy The Contractor shall take out and maintain during the term of this Agreement, a Commercial Business Auto Policy, on an occurrence basis, with a minimum amount of not -less .than One Million Dollars ($1,000,000) combined single limit for bodily injury and property damage, providing at least all of the following coverage: i) Coverage shall be applicable, to any and all leased, owned, hired, or non - owned vehicles used in pursuit of any of the activities associated with this Contract. ii) Any and all mobile equipment,; including cranes, which is not covered under said Commercial Business,Auto Policy, shall have said coverage provided for under the Commercial General Liability Policy. iii) Deductible shall not exceed One Thousand Dollars L0 10. 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, California 92253 Attn: City Engineer (760)777-7075 To Developer: Coral Canyon, LLC 74-785 Highway 111, Suite 105 Indian Wells, CA 92210 Attn: Pat Hall (760) 771-1941 With Copy To: Wayne Guralnick, Esq. Guralnick & Gilliland,'LLP 74-399 Highway 111, Suite M Palm Desert, CA 92201 (760) 340-1515 11, Assignment of Agreement. Neither party may assign its obligations hereunder to any assignee without the knowledge and with written consent of the other party hereto which other party shall not unreasonably withhold consent. Assignment may be made only to an assignee willing, financially capable, and competent to carry out the assignor's obligations. 12. General Provisions. 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 California. 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. 11 E. This Agreement may be amended at any time by the mutual consent of the parties by an -instrument in writing signed by both parties. F. 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. G. 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. [SIGNATURES ON FOLLOWING PAGE] L2 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. CITY OF LA QUINTA: Tom Genovese, City Manager Date ATTEST: Veronica Montecino, City City of La Quinta Date CORAL CANYON, LLC Date Title: Approved as to Form: M. Katherine Jenson, City Attorney City of La Quinta Date 13 EXH I BIT A 00 1In w �z �x a X s z w 5g 0 [t o 0 -- a wt r — LJ LL �wLL OQ vq Ze Z O a Z \ rc w } gg Of a o J a Q O o W v� LL w `\\ Ea E{i z o j J o (1 LJ — U 4 i 03 W i O �o n Q n_ w w eggs` amE; LL o f . p F w pi Zw •' �' g o.N i I a Q _ e CiC66CC 6COCYCCi6C6606i66Y ¢ � V O < Q j(,'"�� o a o ill 15 EXHIBIT B \.�.�,..,:..,.u.l;,-..;�jEE/;;;;_;!}!_. r T! ! 4tu;;..`-);!;§:,:}§:;;§!!§\})\°� ` !\ �,,K�rl�;-� -1.'10 2 EXHIBIT C City of La Quinta — Development Impact Fee Study F. SUMMARY OF IMPACT FEES Table S-1 summarizes the recommended impact fees by development category and facility type The amounts shown in that table based on the analysis in subsequent sections of this report. 3 —' 1 a[ fe,:Sav�..�.. G. PROJECTED REVENUE Table S-2 shows projected total revenue from impact fees, from now to build out, assuming that the fees are adopted as recommended and that all development anticipated in this report actually occurs. Note that projected revenue is given in current dollars. Table S-2 Proiected Imngct Fee Revenue Tian rtation $44 509 035 Parks ' S12 058 823 Civic` Center $12 971484 Fire Station _. $1817,542 Libraries $4 790 615 ' Comnauo Centers $1 005 791 Street and Park Maintenance $1 492 195 .TOTAL $78,645 484 5 Rcndental- Single Family Detacbed 2 Dwelling Unit. - r Residential- Single Family Aumbed 4 Residential —Multi family and other 5 I,000,Sgmm Feet ofCitum Building Anm 6 Pmject Revenuc in cunent dollars July 5, 2006 Update Page 4 1C EXHIBIT D CITY OF LA QUINTA: DEVELOPMENT IMPACT FEE (DIF) COST DETAIL Project Type: Primary Arterial Project: Avenue 58 (Lake Cahuilla Access Road to Madison Street) Descrintion This project proposes to reconstruct the existing Avenue 58 roadway between the Lake Cahuilla Access Road and Madison Street with a new centerline profile and enhance the structural section of the existing roadway, as needed, to mitigate the impact of converting a former county road to an urban arterial street- The street segment will. be realigned at its westerly end and cross the flood control levee at a new location. ITEM DESCRIPTION UNITS I QUANTITY UNIT COST ELIGIBLE DIF COST 1 UNCLASSIFIED FILL CY 68000 $5.00 $340,000.00 2 UNCLASSIFIED EXCAVATION CY 27937 $2.50 $69,842.50 3 8" CURB AND GUTTER LF 35528 $18.75 $666,150.00 4 6" CURB AND GUTTER LF 1630 $18.75 $30,562.50 5 4.5" AC OVER 7" AB SF 748076 $3.30 $2.468,650.80 6 4" AC OVER 6" AB SF 63543 $3.15 $200,160.45 7 8 FT SIDEWALK 4" THICK SF 257208. $3.50 $900,228.00 8 4 48" RCP CULVERTS - 400 FT EA LF 1600 $200.00 $320,000.00 9 78" IRRIGATION LINE LF 200 $350.00 $70,000.00 1U 10 FT MULTI -PURPOSE TRAIL LF 3250 $14.00 $45,500.06 11 SIGNING AND 1 RI PING LS 1 . 25,000.00 25,000.00 - SUB TOTAL $5,136,094.25 Jun-05 Estimated Soft Costs: Design; 513,609.43 I ns pection/Te s tin g/Survey: 398.047.30 City Admin: $256,804.71 Contingency: $630,455.57 Total Estimate: $6,935,011.26 11 DeveloperContribulion/Bonds: $1,365,268.00 Development Impact Fee: 5;569,743.26 Total Fundin : 6,935,01 L26 1. 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