2023 - 37891 MMHP 2023, LLC - SIA Amend. & Assignment & Assumption AgrmtMEMORANDUM
CALIFORNIA
DATE: July 20, 2023
TO: Monika Radeva, City Clerk
FROM: Amy Yu, Associate Engineer
RE: Assignment and Assumption Agreement and Amendment to Subdivision Improvement
Agreement for Parcel Map 37891, Jefferson Street Apartments
Please list the Contracting Party / Vendor Name, type of agreement to be executed, including any change orders or
amendments, and the type of services to be provided. Make sure to list any related Project No. and Project Name.
Authority to execute this agreement is based upon:
Approved by City Council on .June 20, 2023 Consent 4
Q City Manager's signing authority provided under the City's Purchasing Police
[Resolution No. 2019-021] for budget expenditures of $50,000 or less.
LlDepartment Director's or Manager's signing authority provided under the City's
Purchasing Policy [Resolution No. 2019-021] for budget expenditures of $15,000 and
$5,000, respectively, or less.
Procurement Method (one must aAAIy):
L1 Bid RFP Q RFQ II 3 written informal bids
QSole Source F-1 Select Source El Cooperative Procurement
Reauestina department shall check and attach the iterns below as avorooriate:
❑. Agreement payment will be charged to Account No.:
7 Agreement term: Start Date July 20, 2023 End Date N/A
Amount of Agreement, Amendment, Change Order, etc.: $
REMINDER: Signing authorities listed above are applicable on the aggregate Agreement amount,
not individual Amendments or Change Orders!
Insurance certificates as required by the Agreement for Risk Manager approval
Approved by: Date:
Cash security submitted
✓n Bonds (originals, as required by the Agreement (Performance, Payment, etc.)
Conflict of Interest Form 700 Statement of Economic Interests from Consultant(s)
NOTE: Review the "Form 700 Disclosure for Consultants" guidance to determine if a Form 700 is
required pursuant FPPC regulation 18701(2)
Business License No.
Expires:
Requisition for a Purchase Order has been prepared (Agreements over $5,000)
ASSIGNMENT AND ASSUMPTION AGREEMENT
► 91
AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT
PARCEL MAP NO. 37891 OFF -SITE AND ON -SITE IMPROVEMENTS
This ASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO
SUBDIVISION IMPROVEMENT AGREEMENT ("Assignment & Amendment") is made
and entered into as of the 204�D day of 1A , 2025, by and among the
CITY OF LA QUINTA, a municipal corporation of the State of California ("City"), Global
Development and Building, LLC, a California limited liability company ("Assignor"), and
MMHP 2023, LLC, a California limited liability company ("Assignee").
RFCITA►I R
A. City and Assignor entered into that certain Subdivision Improvement
Agreement, dated October 31, 2022 ("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 Parcel Map No. 37891 ("Tract"), as more fully
described in Exhibit "A" of the SIA ("Improvements").
B. Assignor has sold its interest in the Tract. Assignee is the current owner of
the Tract. 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 $418,676 and Labor & Materials
Bond in the amount of $418,676 for the following improvements:
IMPROVEMENTS
Performance Security
Amount
Labor & Materials Security
Amount
Improvement Description
Grading
$ 62,780
$ 62,780
Off -Site Entry Improvements
$ 42,728
$ 42,728
Off -Site Landscaping
$ 27,500
$ 27,500
Off -Site Water and Sewer
$ 184,050
$ 184,050
Monumentation
$ 5,000
$ 5,000
Standard 10% Contingency
$ 32,206
$ 32,206
Professional Fees, Design 10%
$ 32,206
$ 32,206
Professional Fees, Construction 10%
$ 32,206
$ 32,206
TOTALI
$418,676
$418,676
(b) Other (Specify type and amount): No other security.
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 201"day of AWU, , 2023 .
CITY: City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
(760) 777-7075
JON MCMILL , CITY MANAGER
City of Uinta, California
ATTEST:
MONIKA RADEVA, CITY tLERK
City of La Quinta, California
APPROVED AS TO FORM:
WILLIAM H. IHRKE, City Attorney
City of La Quinta, California
ASSIGNOR: Global Development and Building, LLC
77622 Country Club Drive, Suite N
Its:
ASSIGNEE: MMHP 2023, LLC
136 N. Grand Ave., #262
West Covina, C 91791
Ct
Print Name / TKT7 D WN CsL
K11N YA-
Print Name / Title:
/257-/ ZvZ-5
Da
Date
Date
Date
Date
F220 -3-
CASH DEPOSIT STATUS SHEET*
Budget Account No. Assign by Finance
DIN:PM 37891 Jefferson Street Apartments Project Location:Jefferson St South of Palm Circle Dr
Developer:MMHP 2023, LLC; 136 N. GRAND AVE #262, WEST COVINA, CA 91791; KIN YU 626-831-7568
CASH SECURITY - DESCRIPTION OF OBLIGATION PROMPTING DEPOSIT
Dust control; [:]As -built plans;Removal of temporary improvements
Other ASSIGNMENT AND ASSUMPTION AGREEMENT AND AMENDMENT TO
SUBDIVISION IMPROVEMENT AGREEMENT FOR PARCEL MAP 37891
❑CASH PAYMENT - DESCRIPTION OF OBLIGATION PROMPTING DEPOSIT
DATL
D17POSI f
DiEBIT
BAIA'JCF
Amount
"2eceipl ll
7/20/23
$418,676.00
$418,676.00
7/20/23
$418,676.00
$418,676.00
COMMENTS CASH SECURITY FOR SUBDIVISION IMPROVEMENT AGREEMENT FOR PM 37891
Ca:;h deposals ploced in City odrmnislered trust ❑ccounts are typically ee;.ived for two h:rsic rnaso(i:,: 1) C,iSH SECURITY to provide d: souae of l:rids 4a •Ia- I.
drew upon if the City incurs casts Bali ;lying obllyahans of the dovelopei, ei Z) CASH l'AYAIENF to provide ,i sourr e or funding for mcrcv(:uiunls. picpei!y. er sang e—
to be, acquired, or adminisle:icd, by the City 8t Ilir d�-rvulo;x�i's �apenso, the City :III releaco he, fund [)akin'';(' cn the dewwper a: Iwl labors that yron.:Aisi Inn - ..
dopa_il are fully salistied, Tho rcl•_oso function is m1wh d via the Ilequra;[]einanrl fix Release of Cusli I)opnsil (F011TI4_058)
4�40 fJ -F
`AA�A or -ajr- �GESCP�4�1,9 0AD
-TH [Si hi t I L'I'li .70 N C UA0,_Nr ANI) EV EV W�DART-:TdtIG"T:
77
CkHl EW�:CH'rECK .
EASTWES-1 BANII., - 4 :A
I I j 11 'k 1! 86200694, 7
Member FDIC
135 N LDSMBLES AVE, PASAV.-% 0, ql IC t 16. i Q .-'ib 13 _!:e 0
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PAN roTH)lul)F:14 E
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4-4
F l:A_'N~:L_Tl F_ 11',!-; TFEIN �L
'TWEST 9*11f-I
CASHIER'S CHECK
11' 8 P3 200C,91,7iill 4: 3 2 20 70 36 11: 45931,000L51
THE ORIGINAL DOCUMENT HAS.A REFLFC-FIVE WATF.'IRNiAHK AND TOUCH SENSITIVE INK ON THE BACK. HOLD AT AN AN(_,U_l TO Vir-.m
THE ORIGINAL DOCUMENT HAS A WHITE REFLECTIVE WATERMARK ON THE SACK. HOLD AT AN ANGLE TO VIEW DIE) NOT CASH IF NOT PRESENT.
167391 CASHIER'S
t.amay 1212 CHECK NO. 202,800075
to Bank
2672 East Garvey Ave,' West Covina, CA 91791 N I.
DATE: June 05, 2023, AMOUNT: *****$418,67'6.0.0
PAY 0 FOUR HUNDRED EIGHTEEN THOUSAND SIX HUNDRED SEVENTY-SIX DOLLARS AND ZERO CENTS
TO CITY OF LA QUINTA
THE
ORDER
OF
CASHIER'S CHECK
REMITTER: Mmhp 2023 LLC
AUTHORIZED SIGNATURE
E:
Void Over $418,676.00
111 20 2800 I 9 7 Sim: 1 2 2 203IISD: lie 7 100 300 311,
CONSENT CALENDAR ITEM NO. 4
City of La Quinta
CITY COUNCIL MEETING: June 20, 2023
STAFF REPORT
AGENDA TITLE: APPROVE ASSIGNMENT AND ASSUMPTION AGREEMENT AND
AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT FOR PARCEL MAP
NO. 37891 FOR THE JEFFERSON STREET RESIDENTIAL APARTMENT
DEVELOPMENT LOCATED AT THE SOUTHEAST CORNER OF JEFFERSON STREET
AND PALM CIRCLE DRIVE
'FCOMMENDATION
Approve Assignment and Assumption Agreement and Amendment to Subdivision
Improvement Agreement for Parcel Map 37891 for the Jefferson Street residential
apartment development; and authorize the City Manager to execute said agreement upon
receipt of a replacement security.
EXECUTIVE SUMMAKY
• Parcel Map 37891 with associated Subdivision Improvement Agreement were
approved by City Council on September 20, 2022.
• Global Development and Building, LLC has sold its interest in this parcel map and
desires to assign the subdivision improvement obligations to MMHP 2023, LLC.
MMHP 2023, LLC (New Developer) is the current owner of this parcel map.
• New Developer requests approval of Assignment and Assumption Agreement and
Amendment to Subdivision Improvement Agreement (Agreement) for Parcel Map
37891.
FISCAL IMPACT
There is no fiscal impact to the City. New Developer will be submitting a replacement
security to guarantee construction of the improvements.
BACKGROUND/ANALYSIS
Parcel Map 37891 is an approximately 5.4 acre project site located in the southeast corner
of Jefferson Street and Palm Circle Drive (Attachment 1). The project proposes a total of
five buildings with 40-unit multifamily residential apartments.
25
In October 2022, Global Development and Building, LLC entered into a Subdivision
Improvement Agreement for the Jefferson Street Apartments project. Global
Development and Building, LLC recently sold its interest in this parcel map. New
Developer is the current owner. The City will execute the Agreement (Attachment 2) and
release Global Development and Building's security upon receipt of the replacement
security for the Jefferson Street Apartments from New Developer.
ALTERNATIVES
Staff does not recommend an alternative.
Prepared by: Amy Yu, Associate Engineer
Approved by: Bryan McKinney, P.E., Public Works Director / City Engineer
Attachments: 1. Vicinity Map
2. Assignment and Assumption Agreement and Amendment
to Subdivision Improvement Agreement
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ATTACHMENT 1
PARCEL MAP NO. 37891
VICINITY MAP
NOT TO SCALE
27