2011 30092 Cado La Quinta, LLC - SIA On-Site & Off-Site Assignment & Assumption & AmendmentASSIGNMENT AND ASSUMPTION AGREEMENT
AND
AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT
TRACT MAP NO. 30092 ON -SITE IMPROVEMENTS
This ASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO
SUBDIVISION IMPROVEMENT AGRE MENT ("Assignment & Amendment") is made
and entered into as of the J!?�- day of , 20It, by and among the CITY OF LA
QUINTA, a municipal corporation of the State of California ("City"), K. Hovnanian
Communities, Inc., a California Corporation, formerly known as K. Hovnanian Forecast
Homes Southern, Inc., a California Corporation, formerly known as K. Hovnanian
Forecast Homes, Inc., a California Corporation ("Assignor"), and Cado La Quinta, LLC,
a California limited liability company ("Assignee").
RECITALS
A. City and Assignor entered into that certain Subdivision Improvement
Agreement, dated February 3, 2005 ("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. 30092 ("Tract"), as more fully described in
Exhibit "A" of the SIA ("Improvements").
B. K. Hovnanian at Piazza Serena, LLC, as successor to Assignor, sold its
interest in the Tract to Assignee. In conjunction with such transfer, 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 $721,621 for the following
improvements:
ON -SITE IMPROVEMENTS
Performance Security
Improvement Description
Original
Amount
1" Partial
Reduction
(Percent)
1",Partial
Reduced Amount
Grading
$153,538
90%
$15,354
Drainage
$59,600
0%
$59,600
Street Improvments
$683,633
70%
$205,090
Domestic Water
$546,896
90%
$54,690
Sanitary Sewer
$225,130
90%
$22,513
Dry Utilities
$819,000
90%
$81,900
Perimeter Walls
$328,050
90%
$32,805
Monumentation
$21,280
0%
$21,280
Standard 10% Contingency
$283,700
80%
$56,740
Professional Fees, Design 10%
$312,100
90%
$31,210
Professional Fees, Construction 10%
$312,100
80%
$62,420
No Plans Contingency 25%
$780,200
90%
$78,020
TOTAL
54,525,227
$721,621
(b) Other (Specify type and amount):
1. Faithful Performance Bond for Fugitive Dust Control = $57 750
2. Cash Deposit for Fugitive Dust Control = $19,250
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 ofthe Assignment& Assumption.
F22o -2-
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 -3
IN WITNESS WHEREOF, the parties hereto have executed this Assignment &
Amendment on qq � day of , 20_LL.
CITY: City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
(760)777-7075
Thomas P. Genovese Date
City Manager
VERONICA J,AONTECINO,
City of La Quinta, California
ASSIGNOR: K. Hovnanian Communities, Inc., a California Corporation, formerly known
as K. Hovnanian Forecast Homes Southern, Inc., a California Corporation,
formerly known as K. Hovnanian Forecast Homes, Inc., a California
Corporation
1500 S. Haven Avenue, Suite 100
IL Ontario, gA91761
Its: - rc 0 S• Da e
Its: I I Date
ASSIGNEE: Cado La Quinta, LLC
1545 Faraday Avenue
Carlsbad, CA 92008
Its: Date.
Its:
F220
ME
Date
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
Thomas P. Genovese
City Manager
ATTEST:
VERONICA J. MONTECINO, CMC, CITY CLERK
City of La Quinta, California
Date
ASSIGNOR: K. Hovnanian Forecast Homes, Inc./ K. Hovnanian Communities, Inc.
1500 S. Haven Avenue, Suite 100
Ontario, CA 91761
Its:
Its:
ASSIGNEE: Cado La Quinta, LLC
1545 Faraday Avenue
Carlsbad, CA 92008
(itiCrt� �---
Its:
Its:
F220
Date
Date
"See attached certificate'
Date
Date
State of California )
County of Riverside 1
On i, R 20i( , before me, SUSAN MAYSELS, Notary Public, personally
appeared THOMAS P. GENOVESE who proved to me on the basis of
satisfactory evidence to be the person whose name is subscribed to the
within instrument, and acknowledged to me that he executed the same in his
authorized capacity, and that by his signature on the instrument the person,
or the entity upon behalf of which the person acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of.
California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal. gpgANMI►Y8�
coM�.mestae
�t W And 1
Signature camnE, teaAM taJ2ota
(seal)
DOCUMENT:
Assignment and Assumption Agreement and Amendment to Subdivision
Improvement Agreement between the City of La Quinta and K. Hovnanian
Communities, Inca (Assignor) and Cado La Quinta, LLC (Assignee) for Tract
Map no. 30092 — Onsite Improvements.
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of San Diego
MAY 202011
On - before me, Walter E. Pueschel, a Notary Public
personally appeared ACex -N
who proved to me on the basis of satisfactory evidence to be the person('
whose nafneW is/ace-subscribed to the within instrument and acknowledged
to me that he/shaghey executed the same in his/hez&heir authorized capacity(ie4
and that by his/herh+tefr signature(s) on the instrument the person(4 , or the
entity upon behalf of which the person(o) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California
that the foregoing paragraph is true and correct.
WITNESS my hand and seal.
Signature:_
Signature of Notifry Public
aLTER E. PUESCHEI
Commission # 7J95955Notary Public •California £
Son Dlego County
My Comm. Expires Jul 9,2012
Place Notary Seal Above
ACKNOWLEDGMENTCALIFORNIA ALL-PURPOSE
State of California 1
County of LJ4y1 Rerriard i rn0 J}
On Mal ZO, Loll before me, / "ham t� b it
Here in Name and T'le Officer
personally appeared CJk(AMC {tea forte
amnlal M BlnneNsl
CATHIE ZHOU
commission A 1819085
14 Nje�:M"Ex
wy Public - C'litomis
rinCounty
O
Place Notary Seal Above
who proved to me on the basis of satisfactory evidence to
be the person(p) whose namej6)6shre subscribed to the
within instrument and acknowledged to me that
he/sheAhey executed the same in his/hef"r authorized
capacity�14,,and that by histherAheir signature(4 on the
instrument the person(, or the entity upon behalf of
which the persono) acted, executed the instrument.
OPT/_...._
Though the information below is not required by law, # may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph is
Description of Attached Document
Assomp7anf 4 Asswl,'ph'ovl
A 4n-t nd ,,wP? j- -f m
Title or Type of Document: vi n
ocument Date:
Number of Pages: _
Signer(s) Than Named Above:
Capacity(ies) Claimed ner(s)
Signer's Name:
Signer's Name:
❑ Individual
❑ Individual
❑ Corporate Officer—Title(s):
r orate Offic—Title(s):
❑ Partner —❑ Limited ❑ General _
O Perin imited ❑ General
❑ Attorney in Fact
❑ Attor In
❑ Trustee Top of thumb here
❑ T tea
❑ Guardian or Conservator
Guardian or Conservator
❑ Other:
❑ Other:
Signer Is Representing:
Signer Is Representing:
02007Netlonal Notmry AssDcWm�RW Do Bolo Aw.,P.0.9oz 2402•Chalatwrlh,CA 91313-2402-w .NadonaMotwyaM Item B5907
ASSIGNMENT AND ASSUMPTION AGREEMENT
AND
AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT
TRACT MAP NO. 30092 OFF -SITE IMPROVEMENTS
This ASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO
SUBDIVISION IMPROVEMENT AGREEMENT ("Assignment & Amendment") is made
and entered into as of the g0"day of JoAt, , 20 If , by and among the CITY OF LA
QUINTA, a municipal corporation of the State of California ("City"), K. Hovnanian
Communities, Inc., a California Corporation, formerly known as K. Hovnanian Forecast
Homes Southern, Inc., a California Corporation, formerly known as K. Hovnanian
Forecast Homes, Inc., a California Corporation ("Assignor"), and Cado La Quinta, LLC,
a California limited liability company ("Assignee").
.RECITALS
A. City and Assignor entered into that certain Subdivision Improvement
Agreement, dated February 3, 2005 ("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. 30092 ("Tract"), as more fully described in
Exhibit "A" of the SIA ("Improvements").
B. K. Hovnanian at Piazza Serena, LLC, as successor to Assignor, sold its
interest in the Tract to Assignee. In conjunction with such transfer, 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.
Assignee all of the Assignor's rights, title,
the SIA, and Assignee hereby assumes
obligations under, the SIA. City hereby
assumption.
F220
Assignor hereby transfers and assigns to
and interest in and to, and obligations under,
all rights, title, and interest in and to, and
consents to the foregoing assignment and
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 $534,992 for the following
improvements:
OFFSITE IMPROVEMENTS
Performance Security
Improvement Description
Original
Amount
1' Partial
Reduction
(Percent)
1" Partial
Reduced Amount
Street with Median (Monroe Street)
0192,570
90%
$19,257
Street Improvements (Ave 58)
$188,600
90%
$18,860
Sewer Improvements (Monroe Street)
$126,870
90%
$12,687
Water Improvements
$213,400
90%
$21,340
Storm Drain
$8,910
90%
1 $891
8 FT Wide Meandering Sidewalk
$61,630
90%
$6,163
Landscaping (Parkway)
$394,170
90%
$39,417
Landscaping (Median)
$53,650
0%
$53,650
Traffic Signal at Entrance'
$120,000
0%
$120,000
Standard 10% Contingency
$135,980
70%
$40,794
Professional Fees, Design 10%
$149,580
70%
$44,874
Professional Fees, Construction 10%
$149,580
70%
$44,874
No Plans Contingency 25%
$37,3,950
70%
$112,185
TOTAL
$2,168,890
$534,992
(b) Labor and Material Bond in the amount of $2,168,890 for the following
improvements:
OFFSITE IMPROVEMENTS
Labor & Material Secuirty
Improvement Description
Original Amount
Street with Median (Monroe Street)
$192,570
Street Improvements (Ave 58)
$188,600
Sewer Improvements (Monroe Street)
$126,870
Water Improvements
$213,400
Storm Drain
$8,910
8 FT Wide Meandering Sidewalk
$61,630
Landscaping (Parkway)
$394,170
Landscaping (Median)
$53,650
Traffic Signal at Entrance
$120,000
Standard .10% Contingency
$135,980
Professional Fees, Design 10%
$149,580
Professional Fees, Construction 10%
$149,580
No Plans Contingency 25%
$373,950
TOTAL
$2,168,890
F220 -2-
(c) Other (Specify type and amount):
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 3
IN WITNESS WHEREOF, the parties hereto have executed this Assignment &
Amendment on q t�- day of , 20 f L.
CITY: City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
(760) 777-7075
IZW4'�t 41-15�111 -
Thomas P. Genovese Date
City Manager
VERONICA JAONTECINO
City of La Quinta, California
ASSIGNOR: K. Hovnanian Communities, Inc., a California Corporation, formerly known
as K. Hovnanian Forecast Homes Southern, Inc., a California Corporation,
formerly known as K. Hovnanian Forecast Homes, Inc., a California
Corporation
1500 S. Haven Avenue, Suite 100
Ontario, CA 91761
4ar'¢ lV�q(ona� S l� 20l/
Its: c&e?+ �g , Date
Its:
ASSIGNEE: Cado La Quinta, LLC
1545 Faraday Avenue
Carlsbad, CA 92008
L At -
Its:
Its:
F220 -4-
Date
Date
Date
IN WITNESS WHEREOF, the parties hereto have executed this Assignment &
Amendment on day of 20_
CITY: City of La Quinta
78495 Calle Tampico
La Quinta, CA 92253
(760) 777-7075
Thomas P. Genovese
City Manager
ATTEST:
VERONICA J. MONTECINO, CMC, CITY CLERK
City of La Quinta, California
Date
ASSIGNOR: K. Hovnanian Forecast Homes, Inc./ K. Hovnanian Communities, Inc.
1500 S. Haven Avenue, Suite 100
Ontario, CA 91761
Its:
Its:
ASSIGNEE: Cado La Quinta, LLC
1545 Faraday Avenue
CarlsbacL CA 92008
QP�e_ OA-- I -
Its: S: *t&
Its:
F220 4
Date
Date
"See attached certificate"
r- 2D
Date
Date
State of California 1
1
County of Riverside 1
On 4 q 20il , before me, SUSAN MAYSELS, Notary Public, personally
appear d THOMAS P. GENOVESE who proved to me on the basis of
satisfactory evidence to be the person whose name is subscribed to the
within. instrument, and acknowledged to me that he.executed the same in his
authorized capacity, and that by his signature on the instrument the person,
or the entity upon behalf of which the person acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of
California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
'a SUSAN MAYSELS
comm. PUBLIC e CAL78.
IpTA..IC a CALffORNIAS
Signature ��"'�Y cmm cOL
n 2013
(seal)
DOCUMENT:
Assignment and Assumption Agreement and Amendment to Subdivision
Improvement Agreement between the City of La Quinta and K. Hovnanian
Communities, Inc. (Assignor) and Cado La Quinta, LLC (Assignee) for Tract
Map no. 30092 - Offsite Improvements
J��s dam/` t �I— P-C P r,Js_r .tip 014 � � 14f CS T
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of San Diego
On MAY 2 0 2011 before me, Walter E. Pueschel, a Notary Public
personally appeared G 45— X /%
who proved to me on the basis of satisfactory evidence to be the person(o
whose name(0 is/are- subscribed to the within instrument and acknowledged
to me that he/she/they executed the same in his/hesliheir authorized capacity(ies)
and that by-His/her./thetrsignature(s)�on the Gnstrument the person(io , or the
entity upon half of which the persono�acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California
that the foregoing paragraph is true and correct.
WITNESS my hand and seal.
Signature:
Signature of Not ublic
WALTER E. PUESCHEL
Commission # 1795955
-r Notary Public - California £
San Diego County
Comm. tresJul9.2012
Place Notary Seal Above
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
Countyof `2'4n kerrmrzii'?
On a Zo 2W// before me, Aloj-ar—ej PubIfL .
pale ere In rt Name ardTlse o M m
it ..rn I
personally appeared
181 Ci
ComtMssaston r► t818063 =
Notery Public - California z
San Berrien" County
Comm. Ex n Oct 21, 20t 2
Place Notary Seal Above
who proved to me on the basis of satisfactory evidence to
be the person(s) whose namef.subscribed to the
within instrument and acknowledged to me that
he/sh@Ah y executed the same in hisA*m4heir authorized
capacity(ies), and that; by histhen4heir signaturelg) on the
instrument the person�)or the entity upon behalf of
which the person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph is
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
Assigl'" t # AS64r"pM6Yt
Title or Type of Document: ;rnppfny'Lrrrerl! Ayryomorrl-
Date: Number of Pages:
Signer(s) Oth an Named Above:
Capacity(ies) Claimed b ne
Signer's Name:
❑ Individual
❑ Corporate Officer—Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Attorney in Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other:
Signer is Representing:
Signer's Net
❑ Individual
W— Title(s):
Limited ❑ General
■
❑ Guardian or
❑ Other:_
Signer Is Representing:
iv 5AWAvisiort
of thumb here
Assoaallon•93W Do Soto Ave.. PQeox 2402•Chakmorlh.CA 91313-2402-w ..NatbneWomryorg Ilam#5907 Reorder.Cell Toll-neel4l00676MV
COUNCIL/RDA MEETING DATE: June 7, 2011
ITEM TITLE: Approval of Assignment and Assumption
Agreements for Tract Map No. 30092, Piazza Serena,
K. Hovnanian Forecast Homes, Inc.
RECOMMENDATION:
AGENDA CATEGORY:
BUSINESS SESSION:
CONSENT CALENDAR: 10
STUDY SESSION:
PUBLIC HEARING:
Approve the assignment and assumption agreements for Tract Map No. 30092, Piazza
Serena, K. Hovnanian Forecast Homes, Inc., and authorize the City Manager to
approve the agreements.
FISCAL IMPLICATIONS:
None.
CHARTER CITY IMPLICATIONS:
None.
BACKGROUND AND OVERVIEW:
Piazza Serena (Tract Map No. 30092) is located north of Avenue 58 and west of
Monroe Street (Attachment 1).
On February 3, 2005, the City and K. Hovnanian Forecast Homes, Inc. entered into
subdivision improvement agreements for Piazza Serena (Attachment 2). K. Hovnanian
has sold its interest in this tract to Cado La Quinta, LLC and desires to assign the
subdivision improvement obligations to Cado La Quinta, LLC.
The developer has requested the City Council's approval of the assignment and
assumption agreements. To date, the assignment and assumption agreements
(Attachment 3) have been executed by the developers (assignor and assignee) and the
associated securities have been submitted.
147
FINDINGS AND ALTERNATIVES:
The alternatives available to the City Council include:
1. Approve the assignment and assumption agreements for Tract Map No. 30092,
Piazza Serena, K. Hovnanian Forecast Homes, Inc. and authorize the City
Manager to approve the agreements; or
2. Do not approve the assignment and assumption agreements for Tract Map No.
30092, Piazza Serena, K. Hovnanian Forecast Homes, Inc.; or
3. Provide staff with alternative direction.
Respectfully submitted,
4othy R. na so .E.
Public Works ect ity Engineer
Approved for submission by:
Thomas P. Genovese, City Manager
Attachments: 1. Vicinity Map
2. Subdivision Improvement Agreements
3. Assignment and Assumption Agreements
JAB
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149