Loading...
09-0428_WHISPERING HILLS , LLC_Assignment & Assumption Subdivision Improvement AgreementC, RECORDING REQUESTED BY FIDELITY NATIONALTrTLE RECORDINO RBQUP„4TED BY AND WHEN RECORDED RETURN TO: Rancho Sem Juan Development LLC 27285 Las Rambles, #210 IVlfsntion Viejo, CA 426912 Attn: Charles OahmM :7 This Document was eleaftnkally recorded bt Fidelity National Major Accounts nwarod h omew ftcrft aawaa a main Tom Ddt6 Clarkniordw a'Imm 21.00 2009000207M 10:40am DOM 110110Aa0 Aa114 am 0.00 0.10 On 11.00 0.00 0.00 0.00 i ASSIGN?An= AND ASSUMMON OF IDIVISION EWPROYEMENT AGREVA[ENT WI ISFEWIG EMS ]dS'I'ATES (V'1TM 16434) This Assignment and AssumpEien of Subdivision Improvement Agreement ("Assumption Agreement') is entered into as of April 22, 2009 by and am* Whispering Hills, LLC, a Delaware limited liability company ("Awisoor') and Rancho San Juan Development LLC, a Delaware limited liability company ("Assize"), with relarvace to the following: Whow s, on July 14, 2005, the City Council ("City Council') of the City of San Juan Capistrano ("City') adopted Ordinance No. 906 *Iopting a Development AVacmant between Assignor and the City ("Ilevelopmact Agrecmeof), involving Assignor's proposed development of a residential subdivision consisting of 155 dwelling unita ("VT1M 16634'). Purawal to State Law, the Development Agreement wa subsequently recorded on August 3, 2005 in the Office of the Otssge County — Clerk Recorder as ItWoment No. 2005000602003; Whereas, on June 22, 2006, conaiatem with the City CouncWs adaption of the Development Agreement. the City Council approved a Subdivision Improvement Agreement between the Assignor and the City ("Subdivision Improvement Agroement'% also involving Assignor's proposed developrow ofthe development of VTTM 16.534, WbemsrA pursuant to State 1.uw, the Subdivision Improvement Agraarnent was recorded dor Ausust 14.2006 in the office of the Orange County Clerk Recorder as b rument Number 20060005404113. Whereas, on November 13, 2008, Assignor and Assignee u (atute i an Assignment and Assumption of Development Agmencent whereby Assignee assumed all of Assignor's rigK tido and Internet in, to and under the Development Agreanent. Said Assignment mod Assumption of Development Agreement was seconded an April 6,. 2009 in the Office of the Orange County — Clark Racmder as Instrument No. 2009000163910. Wherasa, in fortherenee of the development of VTTM 1034 and consis11ent with the assignment of the Development Agreement as refbraroed above, Assignor and Assures desire to provide for the assigmnent by Aaigow and aaamptim by Assignee of all of Assignor's bight, tide and interest in, to and under the Subdivision Improvement Agreement omiuwuw Page 1 of 4 0 1] ARCH INSURANCE COMPANY Bond Number: SU 5018274 ENDORSEMENT 4 To be attached to and form a part of Tract 16634 West Canyon Whispering Hills - Street and Related Appurtenances Bond, issued by the undersigned company, as Surety on behalf of Rancho San Juan Development LLC, a Delaware limited liability company as Principal, in favor of City of San Juan Capistrano as Obligee, Effective 4/07/2009, the Principal and the Surety hereby agree to amend the attached bond as follows: Principal Name Change: From: Whispering Hills. LLC To: Rancho San Juan Development LLC All else remains the same. Provided that the liability under this endorsement shall be part of, and not in addition to, the liability under the attached Bond, and in no event shall be cumulative. Nothing herein contained shall vary, alter or extend any of the provisions, conditions, or other terms of this bond except as above stated. SIGNED, SEALED, DATED: 4/07/2009 RANCHO SAN JUAN DEVELOPMENT LLC, a Delaware limited liability company (Principal) By: Woodbridge Builders, LLC, a Delaware limited liability company Its Manager Member By: Woodbridge Communities II, LLC, a Delaware limited liability company Its Manager By: To unninghat ARCH INSURANCE COMPANY (Surety) L5 DIRECT CORRESPONDENCE TO: ARCH CONTRACTORS & DEVELOPERS GROUP, 135 N. LOS ROBLES AVE., #825, PASADENA, CA 91101 PHONE (626) 639-5200 • FAX (626) 639-5210 0 10 CALIFORNIA ALL-PURPOSE• • v' a`" `"�Jd" - � `N ,v'" aT �Y' J{'U'a�" -N,y N y • -B e% y� 'a9 N e9' .9' a" e3' STATE OF CALIFORNIA County of Orange On APR 0 7 2009 before me, Michelle Haase Notary Public Date Here Insert a! end Title of the Officer personally appeared Janina Monroe Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Individual ❑ Corporate Officer—Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Signer's Name: ❑ Individual ❑ Corporate Officer— Title(s)_ ❑ Partner— ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: 02007 Natioral NotaryAmoclation • 9350 De Soto Ave.. P.O. Box 2402 • ChatlwoM, CA 913132402 • a .NationalNotaryorg Item 45907 Reorder: Cell ToA-Free 1-800.878-8827 who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/aAi-subscribed to the within instrument and acknowledged to me that he/she/they executed the same in+ais/her/their authorized capacity(ies1. Sit and that by-his/her/tlteic Signature* on the instrument the MICHELLE HAASE I Cotmnlsslon • 1610438 16 persona} or the entity upon behalf of which the persor>Ee)- acted, executed the instrument. Notary Public - California I under PENALTY OF PERJURY the laws Orange county certify under of Comm. Expires Aug 22 2012 the State of California that the foregoing paragraph is true and correct. Witness my handand official seal. Signature Place Notary Seal Above Signatur of Notary Public OPTIONAL 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 Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Individual ❑ Corporate Officer—Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Signer's Name: ❑ Individual ❑ Corporate Officer— Title(s)_ ❑ Partner— ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: 02007 Natioral NotaryAmoclation • 9350 De Soto Ave.. P.O. Box 2402 • ChatlwoM, CA 913132402 • a .NationalNotaryorg Item 45907 Reorder: Cell ToA-Free 1-800.878-8827 0 STATE OF CALIFORNIA 0 COUNTY OF q p, On ATf% ( 0?, 9009 before me, katyct, '.i i�rdrn a Notary Public, personally a who proved to me on the basis of satisfactory evidence to be the person(e) whose name(6j is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/JwMieir authorized capacity0es), and that by his/leer/t+�signature(eton the instrument the person(sj; or the entity upon behalf of which the person(e 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. LAUREN EITTREIM COMM.# 1716475 rn N NOTARY PUBLIC � CALIFORNIA N ORANGE COUNTY MY COMM. EXP. JAN. 13, 2011 " Signature _-- //�.,�,'�y�i�✓C� (Seal) Capacity Claimed by Signer ❑ Individual ❑ Corporate Officer Title ❑ Partner(s) ❑ Attorney -in -Fact ❑ Trustee(s) ❑ Guardian/Conservator 0 Other: OPTIONAL INFORMATION Description of Attached Document Title or Type of Document Date of Document Number of Pages • POWER OF ATTORNEI+ Know All Men By These Presents: That the Arch Insurance Company, a corporation organized and existing under the laws of the State of Missouri, having its principal office in Kansas City, Missouri (hereinafter referred to as the "Company") does hereby appoint Paul Boucher, Susan Thurston, Janina Monroe, Timothy J. Noonan, Leonard G. Fodemski and Mark Zwickel of Los Angeles, CA (EACH) its true and lawful Attomey(s)-in-Fact, to make, execute, seal, and deliver from the date of issuance of this power for and on its behalf as surety, and as its act and deed: Any and all bonds and undertakings EXCEPTION: NO AUTHORITY is granted to make, execute, seal and deliver bonds or undertakings that guarantee the payment or collection of any promissory note, check, draft or letter of credit. This authority does not permit the same obligation to be split into two or more bonds in order to bring each such bond within the dollar limit of authority as set forth herein. The Company may revoke this appointment at any time. The execution of such bonds and undertakings in pursuance of these presents shall be as binding upon the said Company as fully and amply to all intents and purposes, as if the same had been duly executed and acknowledged by its regularly elected officers at its principal office in Kansas City, Missouri. This Power of Attorney is executed by authority of resolutions adopted by unanimous consent of the Board of Directors of the. Company on March 3, 2003, true and accurate copies of which are hereinafter set forth and are hereby certified to by the undersigned Secretary as being in full force and effect: "VOTED, That the Chairman of the Board, the President, or any Vice President, or their appointees designated in writing and filed with the Secretary, or the Secretary shall have the power and authority to appoint agents and attomeys-in-fad, and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings, recognizances, contracts of indemnity and other writings, obligatory in the nature thereof, and any such officers of the Company may appoint agents for acceptance of process." This Power of Attorney is signed, sealed and certified by facsimile under and by authority of the following resolution adopted by the unanimous consent of the Board of Directors of the Company on March 3, 2003: VOTED, That the signature of the Chairman of the Board, the President, or any Vice President, or their appointees designated in writing and filed with the Secretary, and the signature of the Secretary, the seal of the Company, and certifications by the Secretary, may be affixed by facsimile on any power of attorney or bond executed pursuant to the resolution adopted by the Board of Directors on March 3, 2003, and any such power so executed, sealed and certified with respect to any bond or undertaking to which it Is attached, shall continue to be valid and binding upon the Company. OOMLOO13 00 03 03 Page 1 of 2 Printed in U.S.A. In Testimony Whereof, the Company has caused this instrument to be signed and its corporate seal to be affixed by their authorized officers, this 1st day of May 2008 . Attested and Certified CeF�4y SELL C YY4 19]1 `i Ibreirci Martin J. Nil , Secretary STATE OF PENNSYLVANIA SS COUNTY OF PHILADELPHIA SS Arch Insurance Company 1 .i..! J�: I, Brian C. Kuhn, a Notary Public, do hereby certify that Martin J. Nilsen and J. Michael Pete personally known to me to be the same persons whose names are respectively as Secretary and Vice President of the Arch Insurance Company, a Corporation organized and existing under the laws of the State of Missouri, subscribed to the foregoing instrument, appeared before me this day in person and severally acknowledged that they being thereunto duly authorized signed, sealed with the corporate seal and delivered the said instrument as the free and voluntary act of said corporation and as their own free and voluntary acts for the uses and purposes therein set COAA40NWFALIHOPPffiVN YANIA NOT ,PN SRAL Brian C. ICuTrr, Notary Public Brian C. Kuhn; Notary Public CityofPhiladelPhia, PhiladelphiaCounty My commission expires 12-06-2011 CERTIFICATION M commisaonez ires0eamber06,2011 I, Martin J. Nilsen, Secretary of the Arch Insurance Company; do hereby certify that the attached Power of Attorney dated May 1, 2008 on behalf of the person(s) as listed above is a true and correct copy and that the same has been in full force and effect since the date thereof and is in full force and effect on the date of this certificate; and I do further certify that the said J. Michael Pete, who executed the Power of Attorney as Vice President, was on the date of execution of the attached Power of Attorney the duly elected Vice President of the Arch Insurance Company. IN TESTIMONY WHEREOF, I have hereunto subscribed my name and afN corpofcorpoo I of the Arch Insurance the Arch Insurance Company on this day of -A oo��nn_nf, 20_ Martin J. NiNil Secretary This Power of Attorney limits the acts of those named therein to the bonds and undertakings specifically named therein and they have no authority to bind the Company except in the manner and to the extent herein stated. PLEASE SEND ALL CLAIM INQUIRIES RELATING TO THIS BOND TO THE FOLLOWING ADDRESS: Arch Contractors & Developers Group 135 N. Robles Ave., Ste. 825 Pasadena, CA 91101 OOML0013 00 03 03 Page 2 of 2 Printed in U.S.A. • • Bond No.SU5018274 Premium: $4,760.00 PERFORMANCE BOND KNOW ALL MEN BY THESE PRESENTS: That Wbisperine Hills, LLC, a Delaware Limited Liability Company. as Principal, hereinafter called CONTRACTOR, and Arch Insurance Company as Surety, hereinafter called SURETY, are held and firmly bound unto the City of San Juan Capistrano, as Obligee, hereinafter called CITY, in the amount of Four Hundred Seventy Six Thousand and 00/100 ($476,000.00) Dollars for payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors, and assigns, jointly and severally, fairly by these presents.. WHEREAS, Contractor has by written agreement dated entered into a (describe agreement): _ Tract 16634 West Canyon Whispering Hills - Street and Related Appurtenances which contract is by reference made a part hereof, NOW THEREFORE, the condition of this obligation is such that, if Principal shall promptly and faithfully perform said agreement, then this obligation shall be null and void; otherwise it shall remain in full force and effect Surety waives whatever legal right it may have to require that a demand be made first against the principal in the event of default- BE efault BE IT FURTHER RESOLVED, that: As a part of the obligation secured hereby, and in addition to the face amount specified, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. rIL U 2_ Said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration, or modification of the contract documents or of the work to be performed thereunder, shall in any way affect its obligations or this bond, and it does hereby waive notice of any such change, extension of time, alterations, or modifications of the contract documents or of work to be performed thereunder. Executed this 12th _ day of January 2006 at Irvine . California. APPROVED AS TO FORM Ak--= — JO R. SHAW, CITY ATTORNEY PRINCIPAL Whispering Hills, LLC, a Delawarg Limited Liability Company (NOTARIZATION AND SEAL) Insurance Company AND SEAL) CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA ss. COUNTY OF ORANGE On January 27, 2006, before me, D Harvey, a Notary Public in and for said State, personally appeared Dennis Gage, personally known to me to be the person whose name is subchbed 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. a-simy cast o I I seal. _ Commbslon M 1516985 Notary Public • CalNomla TkW Orange County My Comm. Expires Oct 1, 2008 Signature CY ry Public (seal) 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 Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(les) Claimed by Signer(s) Signer's Name: ❑ Individual ❑Corporate Officer ❑Title(s):. ❑ Partner -- El Limited —❑ General ❑ Attorney -in -Fact ❑Trustee ❑Guardian or Conservator ❑ Other: Signer is Representing: Number of Pages Capacity(les) Claimed by Signer(s) Signer's Name: ❑ Individual ❑Corporate Officer ❑Title(s): ❑Partner-- []Limited --❑ General ❑Attorney -in -Fact []Trustee ❑Guardian or Conservator ❑Other: Signer is Representing: CALIFORNIA ALL-PURPOSEI&KNOWLEDGMENT 0 State of Cal i fornia County On JAN 12 2606 before me, Paris Shahabi, Notary Public Name and Title of Ofiur (e.g.. *Jane Doe. Notary Pudic') personally appeared Janina Monroe Names) of Signer(.) xQ 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 PAW SlWfAM his/herRheir signature(s) on the instrument the person(s), ConrrWNaf s 1471,Oi or the entity upon behalf of which the person(s) acted, Idolay Nac �� executed the instrument. Carni � fury WITNESS my hand and official seal. ��a Nobiy r OPTIONAL 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 Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Individual ❑ Corporate Officer ❑ Title(s): ❑ Partner — ❑ Limited ❑ General M Attorney -in -Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: BD -1133 9/97 RIGHT THUMBPRINT OF SIGNER Number of Pages: Signer's Name: ❑ Individual ❑ Corporate Officer ❑ Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney -in -Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: RIGHT THUMBPRINT OF SIGNER