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1998-0901_KI/FKLA RANCHO REALTY_D11_Agenda Report ,--,-. ;L3` ,'ice - -, - - _ _ ..- AGENDA ITEM , 1, 1998 TO:_ George Scarborough, City Manager - FROM: William M. Huber, Director of Engineering& Building SUBJECT: Consideration of Resolution Approving the Assignment and Assumption of Subdivision Improvement Agreement as Amended and Substitution of Bonds, KI/FKLA. Rancho Realty (Kemper) and Weseloh-Family Limited'Partnership (Weseloh), PM 85-306 RECOMMENDATION 1. Adopt the Resolution approving -the Assignment and Assumption of Improvement Agreement for off-site improvement requirements associated with Parcel Map 85-306 and authorize the Mayor to execute the Assignment and Assumption of Improvement Agreement. 2. Authorize Staff to accept the Surety from Weseloh for$488,960.00 for off-site improvement requirements. 3. Release Kemper's existing$488,960.00 bond for off-site improvement requirements. SITUATION A. Summary and Recommendation The City conditioned Tentative Parcel Map 85-306 to complete, among other requirements, certain off-site street improvements estimated in 1985 at $764,000.00. Kemper (current name of property owner)sold a portion of the subdivided land to Toyota who was assigned to complete a portion of such off-site improvements fronting the Toyota dealership (prior to occupancy). Toyota substituted a portion of Kemper's bond and Kemper's bond was reduced accordingly to $488,960.00. The City is currently in possession of bonds for such amount from Kemper to guarantee the remaining street improvement work. Kemper is now in the process of selling the remaining portion of its parcel to Weseloh and, therefore, is requesting City approval to assign the remaining portion of its off-site improvement obligation to Weseloh. An Assignment Agreement has been drafted for City Council consideration (attachment 2). Kemper is also requesting the release of its.bond which will be substituted by an equivalent surety from Weseloh in order to secure the completion of improvements as conditioned. FOR CITY COU Cn.Al Eti ... 1 , •- f AGENDA ITEM September 1, 1998 TO: George Scarborough, City Manager FROM: William M. Huber, Director of Engineering & Building SUBJECT: Consideration of Resolution Approving the Assignment and Assumption of Subdivision Improvement Agreement as Amended and Substitution of Bonds, KI/FKLA Rancho Realty (Kemper) and Weseloh Family Limited Partnership (Weseloh), PM 85-306 RECOM1ViENDATION 1. Adopt the Resolution approving the Assignment and Assumption of Improvement Agreement for off-site improvement requirements associated with Parcel Map 85-306 and authorize the Mayor to execute the Assignment and Assumption of Improvement Agreement. 2. Authorize Staff to accept the Surety from Weseloh for$488,960.00 for off-site improvement requirements. 3. Release Kemper's existing $488,960.00 bond for off-site improvement requirements. SITUATION A. Summary and Recommendation. The City conditioned Tentative Par tmong other requirements, certain off-site street improveme 1,000.00. Kemper (current name of property owner)sold a pc.._. ) Toyota who was assigned to complete a portion of such off-site improvements rliiuib ..he Toyota dealership (prior to occupancy). Toyota substituted a portion of Kemper's bond and Kemper's bond was reduced accordingly to $488,960.00. The City is currently in possession of bonds for such amount from Kemper to guarantee the remaining street improvement work. Kemper is now in the process of selling the remaining portion of its parcel to Weseloh and, therefore, is requesting City approval to assign the remaining portion of its off-site improvement obligation to Weseloh. An Assignment Agreement has been drafted for City Council consideration (attachment 2). Kemper is also requesting the release of its bond which will be substituted by an equivalent surety from Weseloh in order to secure the completion of improvements as conditioned. AGENDA ITEM Page 2 September 1, 1998 B. Background On May 6, 1986, the City Council conditionally approved Tentative Parcel Map 85-306 by Resolution 86-5-6-3 (attachment 3). The conditions of approval require the subdivider, among other obligations, to construct Camino Capistrano fronting the entire parcel, to its ultimate width. On July 7, 1987, a Subdivision Improvement Agreement was executed between the subdivider and the City to complete the Camino Capistrano street improvement within a period of two years (attachment 4) and, on May 2nd, 1989, said Subdivision Improvement Agreement was amended to extend the completion date of Camino Capistrano improvements to July 7, 1990 (attachment 5). However, due to the down turn of the economy, the parcel of land has remained undeveloped and consequently, the street improvements had to be postponed. On April 6, 1996,the Subdivision Improvement Agreement was again amended to tie in the completion date of Camino Capistrano improvements to the issuance of Certificate of Occupancy for any proposed development within the subject parcel (attachment 6). Kemper, the principle partner of original subdivider Kaiser/Bedford, is now selling the remaining portion of the property to Weseloh who wants to build two auto dealerships and will complete, prior to the issuance of occupancy/use, the remaining portion of Camino Capistrano street improvements fronting its property. It is therefore, Staffs recommendation to approve the transfer of assignment request and substitution of Kemper's bonds with Weseloh's. A draft City Council Resolution is attached (attachment 1). COMMISSION/BOARD REVIEW. RECOMMENDATIONS The Weseloh project was approved by City Council under Ordinance No: 818 on June 2, 1998. FINANCIAL CONSIDERATIONS None. NOTIFICATION Kemper Real Estate Management Company C.B. Weseloh Stephen B. Julian • AGENDA ITEM Page 3 September 1, 1998 ALTERNATE ACTIONS 1. Adopt a Resolution approving the Assignment and Assumption of Subdivision Improvement Agreement and bond substitution. 2. Do not accept above action. 3. Refer to Staff for additional information. RECOMMENDATION 1. Adopt the Resolution approving the Assignment and Assumption of Improvement Agreement for off-site improvement requirements associated with Parcel Map 85-306 and authorize the Mayor to execute the Assignment and Assumption of Improvement Agreement. 2. Authorize Staff to accept the Surety from Weseloh for$488,960.00 for off-site improvement requirements. 3. Release Kemper's existing $488,960.00 bond for off-site improvement requirements. Respectfully submitted, Prepared by: tri �� a� czeo/P66•- ` William M. Huber, P.E. Sam Shoucair Director of Engineering& Building Senior Engineer WMH/SS:ssg Attachments: 1. Resolution 2. Assignment of Improvement and Assumption Agreement, with: Exhibit "A" for the Legal description of property 3. Copy of Resolution 86-5-6-3 listing the conditions of approval 4. Copy of Subdivision Improvement Agreement • 5. Copy of(first) Amendment to Subdivision Improvement Agreement 6. Copy of(2nd) Amendment to Subdivision Improvement Agreement 7. Copies of Kemper's existing bonds posted with the City 8. Location map a:\agendas\hldWeseloh.ss RESOLUTION NO. 98-9-1-4 tr. APPROVAL OF ASSIGNMENT AND ASSUMPTION OF SUBDIVISION IMPROVEMENT AGREEMENT AND BOND SUBSTITUTION FOR PARCEL MAP 85-306 fKI/FKLA RANCHO REALTY, LLC/WESELOH FAMILY LIMITED PARTNERSHIP) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPROVING THE ASSIGNMENT AND ASSUMPTION OF SUBDIVISION IMPROVEMENT AGREEMENT AND SURETY SUBSTITUTION FOR TENTATIVE PARCEL MAP 85-306(KI-FKLA RANCHO REALTY, LLC/WESELOH FAMILY LIMITED PARTNERSHIP) WHEREAS, on July 7, 1986, the City of San Juan Capistrano entered into a Subdivision Improvement Agreement with the applicant,previously known as Kaiser Development Company then Bedford Development Company and now KI/FKLA Rancho Realty,LLC (Kemper) for the construction of certain public and private improvements within a two year period associated with Parcel Map 85-306; and, WHEREAS, on May 2, 1989, said Subdivision Improvement Agreement was amended to extend the completion date of said improvements to July 7, 1990; and, WHEREAS, due to down turn of the economy, the subject property has remained undeveloped and all related improvements had to be postponed. On April 16, 1996,said Subdivision Improvement Agreement was amended again to tie in the completion date of all required improvements to the issuance of Certificate of Occupancy for any proposed developments within the subject parcel; and, WHEREAS, Kemper is selling a portion of the parcel to Weseloh Family Limited Partnership (Weseloh) for the development to two motor vehicle dealerships and has requested to assign its obligations of the above mentioned Subdivision Improvement Agreement to Weseloh;and, WHEREAS,the City of San Juan Capistrano approved Weseloh's development of two motor vehicle dealerships on April 16, 1996, pursuant to Ordinance 818; and, , WHEREAS,the City of San Juan Capistrano is in possession of sufficient sureties from Kemper for the construction of certain required improvements in an amount of$488,960.00; and, WHEREAS,Weseloh has submitted surety bonds to the City of San Juan Capistrano to cover for its assigned improvements in the amount of$488,960.00, as substitution to Kemper's posted sureties; and, -1- WHEREAS, the City Engineer recommends the release of Kemper's sureties of $488,960.00 and acceptance of Weseloh's surety bonds of $488,960.00 as a substitution for its assigned obligations; and, WHEREAS,the City of San Juan Capistrano has no objection to the assignment and sureties substitution associated with Tentative Parcel Map 85-306. NOW,THEREFORE,BE IT RESOLVED,that the City Council of the City of San Juan Capistrano does hereby as follows: SECTION 1. The transfer of assignment of Subdivision Improvement Agreement from Kemper to Weseloh is approved. SECTION 2. The full release of Kemper's surety bonds in the amount of $488,960.00 and substitution with Weseloh surety bonds in the amount of$488,960.00 are approved and accepted. SECTION 3. The two (2) sections indicated above shall not be effective until the transfer of property from Kemper to Weseloh is competed and recorded. PASSED, APPROVED, AND ADOPTED this 1st day of September , 1998. GIL JONES, MAYOR ATTEST: CIT CLERK,'"RIS -2- 1 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss CITY OF SAN JUAN CAPISTRANO ) I,CHERYL JOHNSON,City Clerk of the City of San Juan Capistrano,California, DO HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. 98-9-1-4 adopted by the City Council of the City of San Juan Capistrano,California, at a regular meeting thereof held on the 1st day of September , 1998, by the following vote: AYES: Council Members Swerdlin, Greiner, Hart, Campbell and Mayor Jones NOES: None ABSTAIN: None ABSENT: None (SEAL) CHERYL JOHNSO , CITY CLERK -3- TENTATIVE PARCEL MAPL ?306 ' `,ROSAN/RAISER DEVELOPMENT cel PANY) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPROVING TENTATIVE PARCEL MAP 85-306 (ROSAN/KAISER DEVELOPMENT COMPANY) WHEREAS, the applicant; Kaiser Development Company, 2121 Palomar Airport Road , Suite 201 , Carlsbad, California, has submitted Tentative Parcel Map 85-306 , proposing to subdivide approximately 17 . 32 acres of land into 5 commercial lots , located on Assessor' s Parcels Nos. 121-240-19, 121-240-24 , and 121-240-25 ; and, WHEREAS, the City' s Environmental Review Board has determined that the proposed project will have a significant effect on the environment, has required the preparation of an Environmental Impact Report, which report has been certified as final by the City Council, and has otherwise carried out all requirements of the California Environmental Quality Act; and, WHEREAS, the City Planning Commission has forwarded the proposal to the City Council recommending approval; and, WHEREAS, a public hearing has been duly advertised and held to review and receive public testimony on the application; and, WHEREAS, the City Council of the City of San Juan Capistrano finds and determines as follows: 1 . The proposed project, as conditioned, and its design and improvements are consistent with the 4. 1 (Quasi-Industrial) designation on the General Plan Map and are otherwise consistent with all other Elements of the General Plan. 2. The proposed project, as conditioned, conforms to all applicable requirements of Title 9 of the City' s Municipal Code (Land Use) and is consistent with the approved Comprehensive Development Plan. 3. The project site is physically suitable for the type and density of the proposed development. 4 . The design and improvements of the proposed project will not cause substantial environmental damage; nor will said design or improvements avoidably injure wildlife or their habitat. 5 . The design or improvements of the proposed project • will not cause serious public health problems. -1- ATTACHMENT 3 0„40. 6. _ , a- design or improvement . the proposed project =i1 not conflict with ea. _,ants acquired by the ,,ublic at large for access through or use of property within the proposed project. 7. The design or improvements of the proposed project will not interfere with the maintenance or preservation of an historical site. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of San Juan Capistrano does hereby approve Tentative Parcel Map 85-306 , subject to the following conditions: 1 . CC&Rs: A set of conditions, covenants and restrictions (CC&Rs) shall be prepared and implemented for the project. The CC&Rs shall include at a minimum: (a) Provisions on the use and maintenance by the owners' association of parking areas, private drives, landscaping, other common areas, and slopes. (b) The prohibition of radio or television antennas projecting above any roof eaves (pursuant to Section 9-3.609 of the Municipal Code) . The CC&Rs shall be approved by the City Engineer and Director of Community Planning and Development prior to approval of a final map. 2. Grading Plan: A preliminary grading plan for the project shall be approved by the Planning Commission prior to approval of a final map. 3 . Architecture: Architectural elevations shall be approved by the Planning Commission prior to issuance of a building permit. 4. Landscape and Wall Plans: Landscape, street tree, and fence/wall plans shall be prepared and implemented for the entire project. Preliminary landscaping, street tree, and fence/wall plans shall be approved by the Planning Commission prior to issuance of building permit. Following such plan approval, final working drawings shall be approved by the Director of Community Planning and Development. 5 . Landscaping Installation: Landscaping shall be installed as follows: (a) Erosion-control landscaping for all manufactured slopes shall be installed immediately after the certification of rough grading by the City. -2- czee9 dna all er non-erosion- control landscaping <' 11 be installed in ' accordance with a la _cape phasing plan approved by the Director of Community Planning and Development. No final building inspection shall be conducted until all landscaping has been installed and approved by the Department of Community Planning and Development. 6. Landscape Maintenance and Maintenance Easements : The developer shall be responsible or adequately installing and maintaining all landscaping until such maintenance may be assumed by the property owners' association. The developer shall enter into a license agreement with the City for maintenance of landscaping within public rights-of-way and medians adjacent to the project. 7. Vehicular Access Rights: Vehicular access rights to all primary, secondary, and commuter highways shall be released and relinquished to the City except at street intersections. 8 . Public Streets: Camino Capistrano shall be designed, constructed, and dedicated in accordance with Section 9-4. 103 of the Municipal Code. • 9. Traffic Signal: Developer shall design and install a traffic signal at the intersection of Camino Capistrano and Avenida Aeropuerto in accordance with Article 9-4. 1 of the Municipal Code and adopted City policy upon issuance of first building permit. 10. Geotechnical Study: A geotechnical feasibility study shall be completed to determine the seismic safety and soils stability of all proposed grading and development within the project. The report shall be reviewed and approved by the Building Official prior to approval of any building permits. 11. Fees: All required fees shall be paid prior to approval of a final map. • 12. Stonehill Drive: Developer shall dedicate right-of-way for the Stonehill extension off-ramp of the Interstate 5 Freeway as determined by the California Department of Transportation, County of Orange, and the City Engineer. -3- ■ 13. _ .erim Road Improvements t. . :amino Capistrano : �+ "developer shall provid. iterim road ` r provements to Camino Cap_ rano until the Stonehill extension off-ramp has been completed , at which time the developer shall be required to install permanent improvements. Level of interim improvements to be determined by City Engineer. 14 . Pro-rata Share of Improvements: The developer sha be required to contribute a pro-rata share for permanent improvements to Camino Capistrano as determined by the City Engineer. PASSED, APPROVED AND ADOPTED this 6th day of May , 1986 . KENNETH E. FRIESS, MAYOR ATTEST: 7/71 CITY CLE: ' STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF SAN JUAN CAPISTRANO ) I, MARY ANN HANOVER, City Clerk of the City of San Juan Capistrano, California, DO HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. 86-5-6-3 , adopted by the City Council of the City of San Juan Capistrano, California, at a regular meeting thereof held on the 6th day of May , 1986 , by the following vote: AYES: Councilmen Bland, Buchheim, Hausdorfer, and Mayor Friess NOES: None ABSENT: Councilman Schwartze (SEAL) / dif MARY ANN . 0 - , CITY CLERK -4- 'l' J%.)I �V V ,_ 4ECOA0E0 IN OFF°CA4 RECCPCS 1 OF ORANGE COUNTY CALIFORNIA C 0 D .345 PM JUL 13 '87 RECORDING REQUESTED BY AND EXEMPT RECORDING FEES EXEMPT DUE TO WHEN RECORDED RETURN TO : C14 GOVERNMENT CODE SECTION 6103 City of San Juan Capistrano Office of the City Clerk 32400 Paseo Adelanto San Juan Capistrano , CA 92675 ARY AN • ANOVER, City Clerk San Juaif Capistrano , CA PROJECT : Final Parcel Map No . 85 - 306 si Rogan Ranch OA if: t" a SUBDIVISION_ IMPROVEMENT AGREEMENT i1 am. aA. U-) HIS AGREEMENT, made pursuant to the provisions of Division 2 Sif Title 7 of the Government Code of the State of California, by ai between the CITY OF SAN JUAN CAPISTRANO, a Municipal Corporation, hereinafter called the "CITY" and KAISER DEVELOPMENT COMPANY, a California Corporation, c/o Bedford Properties , Inc . , 2011 Palomar Airport Road, _ Carlsbad, California 92008 , hereinafter called the "DEVELOPER" . WITNESSETH : WHEREAS , the CITY has conditionally approved Tentative Parcel Map 85 - 306 pursuant to Resolution No . 86- 5-6 -3 ; WHEREAS , DEVELOPER desires to postpone the completion of the public and/or private improvements for two (2) years from the date of CITY' s approval of the Final Parcel Map No. 85-306 ; and WHEREAS , in consideration of the CITY' s approval of the request for postponement , DEVELOPER has agreed to provide such security/surety as may be required by CITY to guarantee that all work and improvements for Final Parcel Map No . 85-306 will be completed in a timely manner . NOW, THEREFORE, in consideration of the premises and promises hereinafter contained, CITY and DEVELOPER agree as follows : 1 . DEVELOPER shall , at its sole cost and expense , provide and furnish all labor , materials and equipment for the completion of improvements for Final Parcel Map No . 85- 306 shown on the Improvement Plans and Specifications approved by the CITY; all such plans and specifications are on file in the office of the City Engineer and are incorporated herein by reference . "Improvements" include : all off-site grading work; paving of all streets and public service easements ; construction of concrete curbs , gutters , ATTACHMENT 4 01 �Ji qui 416 / PROJECT : Final Parcel Map No . 85 - 306 Rosan Ranch Otte cross gutters and sidewalks ; installation of storm drainage and sanitary sewerage facilities ; installation of underground conduit and street lighting system; installation of traffic signal at Avenida Aeropuerto/Camino Capistrano ; installation of all street signs ; the supplying and planting of all parkway landscaping and i irrigation; the installation of all appurtenances ; the furnishing of all engineering costs and services to do and complete said work and improvements ; and to do and complete all other acts and obligations required by the CITY as conditions of - the approval for Tentative Parcel Map No . 85 - 306 (Resolution No . 86- 5- 6 - 3) . 2 . DEVELOPER shall , at its sole cost and expense , provide and install all on-site water mains and appurtenances and shall provide all labor and materials to connect the same to existing mains and facilities of the Capistrano Valley Water District , in accordance with all of the requirements of said District . 3 . DEVELOPER agrees to pay all applicable fees imposed by • CITY' s ordinance and resolutions as conditions of approval for Tentative Parcel Map No . 85- 306 and the improvements therefor . 4 . DEVELOPER shall , prior to the City Council approval of Final Parcel MapNo . 85306 - , provide the following surety, all of which shall meet the requirements of Chapter 5 , Division 2 , Title 7 - of the Government Code : (a) a faithful performance surety in an amount equal to the total estimated cost of work for improvements not to be dedicated to the CITY but inspected by CITY personnel ; (b) a faithful performance surety equal to the total estimated cost of the work and improvements to be dedicated to the CITY;' (c) a labor and materials surety, equal to the total estimated cost, of the work and improvements to be dedicated to the CITY securing payment to the contractor , any sub-contractors and persons providing equipment , labor and/or materials for and/or account of such improvements ; and (d) with the said security. DEVELOPER guarantees performance under this Agreement and maintenance of the work and improvements for one (1) year after its completion and acceptance against any defective workmanship, materials , or any unsatisfactory performance . 5 . DEVELOPER guarantees that work and improvements shall be free from defects in material or workmanship and shall perform satisfactorily for a period of one (1) year from the CITY' s acceptance of the work and improvements as completed in accordance with the Municipal Code . DEVELOPER agrees to correct , repair or replace at his sole cost and expense any defects in said work and improvements . 6 . Inspection of the work and improvements and/or materials , or approval of work and improvements and/or materials , or ROSAN . AGR 2 PROJECT : FRosen anchinal PRarcel Map No . 85 - 306 ' statement by any officer , agent or employee of the CITY that the work and improvements or any part thereof indicating s requirements of this Agreement , or acceptance of thePlies with the whole or any part of the said work and improvements and/or materials , or payments therefor , or any combination of all or these acts , shall not relieve the DEVELOPER of his obligation to fulfill this Agreement as prescribed; nor shall the CITY be thereby estopped from bringing aay action for damages arising from failure to comply with any of the terms and conditions hereof. 7 . DEVELOPER hereby consents. to entry on the subdivision property by the CITY and its forces including contractors in the event the CITY proceeds to complete and/or maintain the work and improvements . 8 . The City Engineer for the CITY may make such changes , • alterations or additions to the plans and specifications for said work and improvements which do not exceed ten percent (10X) of the total estimated cost set forth in paragraph 4 above , as may be determined necessary and desirable by the City Engineer forthe proper completion of said work and improvements or as required for the safety and welfare of the public and no such changes , alterations or additions shall relieve the DEVELOPER from the faithful performance of this Agreement . 9 , DEVELOPER agrees to complete all of said work and improvements and to pay all costs specified herein within a period of two (2) years .from the date of this Agreement . DEVELOPER may be granted an extension of time due to delay in completion of the work and improvements beyond the time named in this Agreement for completion of said work and. improvements caused by acts of God or by the public enemy, fire or flood not caused or preventable by DEVELOPER , epidemics , quarantine restrictions , strikes , labor disputes , shortage of materials and freight embargoes , provided that the DEVELOPER shall notify the City Engineer of the causes of the delay within ten (10) calendar days from the beginning of any such delay. The City Engineer shall ascertain the facts and the extent _of the delay and his findings thereon shall be final and conclusive . Any such extension of time due to delay shall , however , be subject to all of the terms and conditions of this Agreement , and any surety or other security shall continue in full force and effect until the work and improvements have been accepted by the CITY. 10 . DEVELOPER agrees that CITY may , upon thirty ( 30) calendar days written notice to DEVELOPER, and at its sole option , at any time after the time for completion has passed , complete , or cause to be completed, all or any part of the said work and improvements , and DEVELOPER shall pay to said CITY, upon demand , all ROSAN . AGR 3 Oi i; )0 ;. PROJECT : Final Parcel Map No . 85 . 306 R°sen Ranch o i of the cost of any of said work done by the CITY contractors , or any of them, to complete all or any tpartentssaid work and improvements . 11 . DEVELOPER agrees to pay CITY such sum as adjudge as reasonable for the legal services of the Court may representing the CITY in any action brought to enforce any attorney the obligations of this Agreement , and such sum shall be interpret of any judgment in such action against the DEVELOPER made part is determined in favor of the CITY. if such action 12 . CITY, its officers and employees , except fortheir own acts , shall not be liable or responsible for any accident, loss or damage happening or occurring to the improvements specified in this Agreement prior to the completion and acceptance of said improvements by the CITY. 13 . DEVELOPER shall perform all work in a safe workmanlike manner and shall take such precautions as may be necessary to warn and protect the public from any dangerous condition caused by the construction of said improvements . 14 . DEVELOPER shall hold CITY, its officers and employees , harmless from any and all claims , demands , causes of action, liability or loss of any sort because of, or arising out of, the acts or omissions of the DEVELOPER, his contractor(s) , sub- contractor( s) , agent(s) or employee (s) in the performance of this Agreement . 15 . DEVELOPER shall maintain liability insurance in the amount of $1 , 000 , 000 combined single limit during the course of any construction related to this Agreement, naming the CITY as a co- insured. 16 . DEVELOPER may assign this Agreement to a third party provided that prior written approval by the CITY is granted. Said CITY approval shall not be unreasonably withheld. In the event of an assignment. all terms and conditions of this Agreement shall be binding upon all assignees or successors in interest . ROSAN . AGR 4 10 PROJECT : Final Parcel Map No . 85 - 306 Rosan Ranch IN WITNESS WHEREOF , the parties have executed this Agreement this day 7 of Ju1Y 1987 . ATTEST : CITY OF SAN JUAN CAPISTRANO B : � By.:: MARY ANNVER, City Clerk ANTHONY L LAND, Mayo:: "CITY" APPROVED AS TO FORM: By: tt/ JOH . SHAW, City Attorney KAISER DEVELOPMENT COMPANY, \„/ a California Corporation CB_)-ef-"Ad' RANK W. RICE, JR. Vice President "DEVELOPER" ROSAN .AGR 5 s-- -44 Romeo IN CFPCIAL FaCCOS OF ORANGE COUNTY,CAUFORNIA o • 89-231888 4110 4:00 O pm MAY 41989 EXEMPT C 4 acv er 'W RECORDED AT THE REQUEST OF RECORDING FEES EXEMPT DUE TO AND RETURN TO: GOVERNMENT CODE SECTION 6103 City of San Juan Capistrano City Clerk's Department +� - - 32400 Paseo Adelanto Mary ,,' anov r, City Clerk San Juan Capistrano. CA 92675 City •' San Juan Capistrano, CA • AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT (Parcel Map 85-306) Rosan Ranch. San Juan Capistrano, California This amendatory agreement is made this 2nd day of May . 1989, by and between the City of San Juan Capistrano (hereinafter referred to as "CITY"). and Bedford Development Company, a California Corporation, formerly known as Kaiser Development Company, a California Corporation (hereinafter referred to as "DEVELOPER"), located at 3002 Dow Avenue, #502, Tustin, California 92680. WHEREAS. CITY and DEVELOPER entered into a Subdivision Improvement Agreement dated July 7, 1987, pursuant to CITY's approval of Parcel Map 75-306; and WHEREAS, said improvement agreement provides for installation of public improvements by DEVELOPER within a period of two years; and WHEREAS, the Rights and Obligations under the July 7, 1987 Agreement were assigned to Bedford Development Company; and WHEREAS. DEVELOPER desires an additional one-year period within which to complete the public improvements. NOW. THEREFORE, BE IT RESOLVED BETWEEN CITY AND DEVELOPER that Paragraph 9 of said Subdivision Improvement Agreement be hereby amended to read as follows: "9. DEVELOPER agrees to complete all of said work and improvement and to pay all costs specified herein by July 7. 1990. DEVELOPER may be granted an extension of time due to delay in completion of the work and improvements beyond the time named in this agreement for completion of said work and improvements caused by acts of God or by the public enemy, fire or flood not caused or preventable by DEVELOPER, epidemics. quarantine restrictions. strikes. labor disputes. shortage of materials and freight embargoes. provided that the DEVELOPER shall notify the City Engineer of cause of the delay within ten (10) calendar days from the beginning of any such delay. The City Engineer shall ascertain the facts and the extent of the delay and his findings thereon shall be final and conclusive. Any such extension of time due to delay • ATTACHMENT 5 . • . �,,,,.,�•,. .� �u.:u improvement agreementID 89=23188 - , "dreel flap 83-306 Page Two 0# shall. however. be subject to all of the terms and conditions of this Agreement. and any surety or other security shall continue in full force and effect until the work and improvements have been accepted by the CITY." ATTEST: CITY OF SAN JUAN CAPISTRANO 1 0 /�1yc1 4BY r" k ; GARY L- HAUSDORFER. M OR STATE OF CALIFORNIA) ) ss. County of Orange ) On this nd__ day of A/0 y . 1919 , before me. } /7 hiSrLy L. 4 L I DHti-5 ti' , the undersigned Notary Public. personally appeared GARY L. HAUSDORFER. personally known to me to be the person who executed the within instrument as Mayor of the City of San Juan Capistrano and acknowledged to me that the corporation executed it. Witness my hand and official seal. i �-- OFFICIAL SEAL �'r � ' • /� ' CHERYL A JOHNSON --et,.?i, (2NOTAR/ PUBLIC -CALIFORNIA .4t ' a - • , ,....,...„.___ .Flek ORANGE COUNTY -• Ary comm apira NGY Ii, i989 Notary's S :nature Approved as to Form BEDFORD DEVELOPMENT COMPANY, a California Corporation 1 iiii .\ r Cit Attorney By `"bL 1/4--,:1 1_ .,_, l e* Mohan Vachani. Vice President - • Recorded in the County of Orange, California Gary L. Granville, Clerk/Recorder III II IPI 11llll111111IIII111I1111IIIIIIIIIIIII 19.00 19960264701 2:02pm @5/28/96 005 8005621 08 28 RECORDED AT THE REQUEST OF A17 5 7.00 12.00 0.00 0.00 0.00 0.00 AND RETURN TO: City of San Juan Capistrano City Clerk's Department 32400 Paseo Adelanto San Juan Capistrano, CA 92675 AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT (Parcel Map 85-306) Rosan Ranch, San Juan Capistrano, California This amendatory agreement is made this 16th day of April, 1996, by and between the City of San Juan Capistrano(hereinafter referred to as"CITY"), KI/FKLA Rancho Realty, LLC, a Delaware limited liability company successor in interest to Bedford Development Company, a California Corporation, formerly known as Kaiser Development Company, a California Corporation(hereinafter referred to as "DEVELOPER") do Kemper Real Estate Management Company, 3697 Mt. Diablo Blvd., Ste 100, LaFayette, CA 94549; and, Toyota Motor Sales, USA, Inc., a California Corporation (hereinafter referred to as Toyota), located at 19001 South Western Avenue, Torrance, CA 90509. Doc #87-397561, recorded 7/13/1987 WHEREAS, CITY and DEVELOPER entered into a Subdivision Improvement Agreement// dated July 7, 1987,pursuant to CITY's approval of Parcel Map 85-306; and, WHEREAS,said improvement agreement provides for construction of public improvements by DEVELOPER within a period of two years; and, WHEREAS,an amendment to said agreement extending the completion of said public work improvements until July 7, 1990, was approved by the City of San Juan Capistrano on May 2nd, 1989; and, WHEREAS, Toyota has purchased a portion of said parcel covered by said Subdivision Improvement Agreement; and, WHEREAS,each of DEVELOPER and Toyota desires to complete said public improvement prior to occupancy of its portion of the property covered by the Subdivision Improvement Agreement NOW,THEREFORE, BE IT RESOLVED,between CITY and DEVELOPER and Toyota that Paragraph 9 of said Subdivision Improvement Agreement beihereby amended to read as follows: "9. Each of DEVELOPER and Toyota agrees to complete all of said work and improvement and to pay all costs specified herein for its portion of the property covered by the Subdivision Improvement Agreement prior to occupancy of its ATTACHMENT 6 • • .-a i portion. DEVELOPER or Toyota may be granted an extension of time due to delay in completion of the work and improvements beyond the time named in this agreement for completion of said work and improvements caused by acts of God or by the public enemy, fire or flood not caused or preventable by DEVELOPER or Toyota, epidemics, quarantine restrictions, strikes, labor disputes, shortage of materials and freight embargoes, provided that the DEVELOPER or Toyota shall notify the City Engineer of cause of the delay within ten(10) calendar days from the beginning of any such delay. The City Engineer shall ascertain the facts and the extent of the delay and his findings thereon shall be final and conclusive. Any such extension of time due to delay shall, however, be subject to all the terms and conditions of this agreement, and any surety or other security shall continue in full force and effect until the work and improvements have been accepted by the CITY." ATTEST: CITY OF SAN JUAN CAPISTRANO City Clerk WYA4 HART, MAYOR Approved as to Form opl KI/FKLA RANCHO REALTY, L.L.0 a Delaware limited liability company deitti id2tiA By: Kemper Real Estate Management City Attorney ? Company, its attorney in fact By: l DenAis 1,.4int.421c- rmlipielsVice President TOYOTA MOTOR SALES, U.S.A., INC. a California Corporation By: tea. Robert Pitts, Group Vice President Finance and Administration F NO. 100869980-95-100 LtCCe-C . STATUTORY PLPFORMANC�'* BOND CDWyi eti � L1//6/96 fo ikli88j g6e KNOW ALL MEN BY THESE PRESENTS, thatK_I/FICLA Rancho Realty, LLC a Delaware Limited Liability Company as Principal, hereinaf ter called CONTRACTOR, and The Aetna Casualty and Surety 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*Seven Hundred Sixty Four Thousand and 00/100 Dollars ($ 764,000.00 ) for payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors, and assigns, jointly and severally, fairly by these presents. WHEREAS, Contractor is required to provide a faithful performance bond pursuant to the statutory requirements of the San Juan Capistrano Municipal Code TO guarantee certain work, more particularly described as follows: Camilo Capistrano — Street Improvements as required by a Subdivision.Improvement Agreement recorded with the Orange County (Calif.) Recorder's Office as Document No. 87-397561. • - NOW, THEREFORE, the condition of this obligation is such that, if Principal shall promptly and faithfully perform said statutory obligation, 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 IT FURTHER RESOLVED, that: i. As a part of the obligation secured hereby, and in addition to the lace 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 cosh and included in any judgment rendered. ATTACHMENT 7 2. Said Surety, for value received, hereby stipulates Grid agrees that no change, extension of time, alteration, or modification of statutory obligation, or of the work to be performed thereunder, shall In any way affect its vbllgatiuns or this bond, and it does hereby waive notice of any such change, extension of time, alteration, Or modification, or of the work to be performed thereunder. Executed this 21st _ day of December 19 95 , at 'Chicago, Illinois , California. A ler Ad a p! AFPROVE.D AS To FORM; (NOTARIZATION AND SEAL) , , City ' ttorney The Aetna Casualty and Surety Company Cj .-4.____ t - .. . .., • Theresan E. Rowedder, Attorney-in-Fact (NOTARIZATION AND SEAL) Page 2 - STATUTORY PERFORMANCE BOND . :^ ) NO. 100869980-95-100 LABOR AND MATERIALS BOND /fLeutekaliciath) I//h Leu n' ' & / ed 1/6/96 'ea KNOWALBYT / i. MEN NESE PRESENTS: That �8�� X60 WHEREAS, the City of San Juan Capistrano, a municipal Corporation of Orange County, California, has awarded to KI/FK A Rancho Realty, LLC a Delaware Limited Liability Company , License No. hereinaf ter designated as "Principal", a contract for _Camino Capistrano Street_ - Improvements as required by a Subdivision Improvement Agreement recorded with the Orange County (Calif.) Recorder's Office as Document No. 87-397561. WHEREAS, said Principal is required to furnish a bond in connection with the said contract providing that if said Principal, or any of his or its sub-contractors, shall fail to pay for any materials, provisions, provender or other supplies or teams used in, upon, for or about the performance of the work contracted to be done, or for any work or labor done thereon of any kind, the Surety or this bond will pay the same. • NOW, THEREFORE, we KI/FKLA Rancho Realty, LLC a Delaware Limited Liabiliyi� ny The Aetna Casualty and Surety Company as Surety are held firmly bound unto the City of San Juan Capistrano, a municipal corporation, in the penal sum of Seven Hundred Sixty Four Thousand and 00/100 DOLLARS ($ 764/000.00 ), lawful money of the United States of America, for payment of which sum well and truly to be made we bind ourselves, our heirs, executors, administrators and successors, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION is such that, if said Principal, his or its heirs, executors, administrators, successors or assigns, or sub-contractors, shall fail to pay for any materials, provisions, provender, or teams, or other supplies or equipment used in, upon, for or about the performance of the work contracted to be done, or for any work or labor done thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor as required by the provisions of Title I, Division 5, Chapter 3 of the Government Code of California as amended, that the Surety will pay for the same in an amount not exceeding the sum specified in this bond and also in case suit is brought upon the bond, a reasonable attorney's fee to be fixed by the court. This bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under said act, so as to give a right of action to them or their assigns in any suit brought upon this bond. FURTHER, the 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 snail In any way affect its obligation on this bond and it does hereby waive notice of any such change, extension of time, alteration or modification of the contract documents or of work to be performed thereunder. As a part of the obligation secured .heresy, and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, includin6 reasonable attorney's fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered. IN WITNESS WHEREOF three (3) identical counterparts cf this instrument, each of which shall for ail purposes be deemed an original thereof, have been duly executed by the Principal and Suety herein named on the 21st. __. day of December , 19 95 . The name and corporate seal of each corporate party being hereto affixed and these presents duly signed by its undersigned representatives pursuant to authority of its governing body. PRINCIP- j -401"W, By ,e/(74" .11 Th: Aetna Casualty and Surety Company URETY Theresan E. Rowedder, Attorney-in-Fact APPROVED AS TO FOR • .111 f . . A. . ... CITY ATTORNEY Page 2 - Labor c&t Materials Bond - • SAN JUAN CREEK ROAD C SVd . ..5►'- VALLE ROAD f AVENIDA ,y -.PUERTOr c Cry?, 4 \or 'Aps p Ct` CO p• q 0 PROJECT SITE •• STONEHILL DRIVE /1/4;" or LAS RAMBLAS C): DOHENY --PARK )110, ROAD s-� CAIAINO CAPISTRANO PACIFIC COAST HIGHWAY • PROJECT LOCATION ATTACHMENT 8