Exhibit D - Fully Executed Credit Reimbursement Agreement

Contract No.: 2020-136
Approval Date: 10/1|20/9 # 5
S. Ramos/l. Abreo
Development Services Department

CREDIT & REIMBURSEMENT AGREEMENT

MASTER-PLANNED STORM DRAIN
TRACT MAP NO. 18903
This CONSTRUCTION CREDIT AND REIMBURSEMENT AGREEMENT ("Agreement") is entered into this 1 day of October 2019 ("Effective Date"), by and between CITY OF CHINO, California municipal corporation ("City"), and Meritage Homes of California, Inc. ("Developer"). Cit and Developer are sometimes hereinafter referred to individually as "Party" and jointly as "Parties".

RECITALS
Developer owns that certain real property consisting of approximately 12.04 acres located north of Chino Avenue between Pipeline and Norton Avenues in the City of Chino, County of San Bernardino, California ("Property"). Developer intends to develop the Property as a Residential, 4.5 dwelling units/acre zoning district into 38 single-family lots as depicted on Exhibit A ("Project").

Developer has requested from City certain entitlements and/or permits for the Project, and City has granted the entitlements and/or permits subject to certain conditions of approval provided on Exhibit B which will require certain public improvements to be constructed in excess of those applicable to the Project ("Conditions of Approval").

C. The Conditions of Approval also require Developer to pay Development Impact Fees ("DIFs"), as established in Chapter 3.40 of the Chino Municipal Code ("DIF Ordinance"). The DIFs have been established by City to finance public facilities in furtherance of the goals and objectives of City's general plan, various facility master plans, capital improvement plans, and the nexus reports described in the DIF Ordinance ("Nexus Reports").

D. Pursuant to the DIF Ordinance and the Conditions of Approval, Developer owes DIFs for the Project.

Developer is specifically required by the Conditions of Approval to construct storm drain improvements to direct street drainage north of the project site (on Preciado Avenue) to the proposed master-planned storm drain on Pipeline Avenue. The master-planned storm drain is included in the City's Master Plan of Drainage specifically referenced as Line 43-1 located in City's sphere of influence. The Project was officially annexed into the City on November 29, 2017 ("Public Improvements").

The DIF Ordinance provides that if, as a condition of approval of a development project, a developer constructs a public facility identified in the Nexus Reports, for which a development impact fee is imposed, Developer shall be eligible to receive a fee credit toward the DIFs imposed on the Project for the same type of public facility so constructed, and shall be entitled to reimbursement for eligible costs of constructing the public facility, provided that developer complies with the requirements of the DIF Ordinance as it may be amended from time to time. The DIF Ordinance specifically requires that the developer and City enter into a credit and reimbursement agreement.

G. City provided to the Developer a Letter of Commitment dated March 20, 2019 stating that the Public Improvements are DIF eligible and that the Nexus Report would be updated to include the Public Improvements in Fiscal Year 2019-20.

H. City and Developer desire to enter into this Agreement for the following purposes: (i) to provide for the timely construction and completion of the Public Improvements, (ii) to ensure that construction of the Public Improvements is undertaken in accordance with the Plans and Specifications, and the laws and ordinances pertaining to the construction of public improvements, (iii) to provide the methodology for establishing the reimbursement amounts and/or DIF credits to which Developer may be entitled after completion of the Public Improvements ("Reimbursement/Credits"); and (iv) to provide the requirements for Developer's transfer or application of all or any portion of the Reimbursement/Credits to third party.

NOW, THEREFORE, for the purposes set forth herein, Developer and City hereby agree as follows:

AGREEMENT:

Incorporation of Recitals. The Parties hereby affirm the facts set forth in the Recitals above and agree to the incorporation of the Recitals as though fully set forth herein.

Construction of Public Improvements. Unless extended by a written extension executed by the Parties, within one (1) year of the issuance of a building permit for the Project, or such other time as approved by City Manager in writing, Developer shall construct or have constructed, at its own cost and expense, the Public Improvements in accordance with the Plans and Specifications and the provisions of this Agreement. Developer shall provide all equipment, tools, materials, labor, tests, design work, and engineering services necessary to fully and adequately complete the Public Improvements.

Pre-approval of Plans and Specifications. Developer is prohibited from commencing work on any portion of the Public Improvements until all plans and specifications for the Public Improvements have been submitted to and approved in writing by City ("Plans and Specifications"). Approval by City shall not relieve Developer from ensuring that all Public Improvements conform to all applicable laws, ordinances and regulation under California and federal law.

Permits and Notices. Prior to commencing any work, Developer (through its contractors) shall, at its sole cost and expense, obtain all necessary permits and licenses and give all necessary and incidental notices required for the lawful construction of the Public Improvements and performance of Developer's obligations under this Agreement. Developer shall conduct the work in full compliance with the regulations, rules, and other requirements contained in this Agreement, any applicable law, and any permit or license issued to Developer.

2.3 Public Works Requirements. Developer shall ensure that the bidding, awarding, and construction of the Public Improvements are undertaken as if such Public Improvements were constructed as a public works project under the direction and authority of City, pursuant to all provisions of law applicable to governmental entities. Developer shall also comply with the requirements of City's Bidding and Contract Requirements for Public Improvements Policy, as adopted by City Council, hereby incorporated by reference and made a part of hereof (as may be amended from time to time).
(a) Prior to soliciting or awarding the bid for any portion of the Public Improvements, Developer shall submit the bid packet and a set of construction drawings signed by Developer or another authorized representative designated by Developer for the work being bid to City Engineer or his or her designee for review and approval, which approval shall be granted or denied within ten (10) calendar days after submission of such bid packet. If City Engineer denies approval of such bid packet and construction drawings, City Engineer shall specify the reasons for such disapproval and Developer shall resubmit a revised bid packet for review and approval until such approval is obtained. 2 Developer shall obtain bids for the construction of the Public Improvements in a manner which has been approved by City Engineer. Developer shall provide City Engineer with copies of all bids received from California licensed contractors and a bid summary in a form approved by City Engineer to assure that the contractor/subcontractors adhere to the applicable legal requirements for public works projects. The contract or contracts for the construction of the Public Improvements shall be awarded to the responsible bidders) submitting the lowest responsive bid(s) for the construction of the Public Improvements. Developer shall enter into a construction contract with each contractor selected to perform work on the Public Improvements (after competitive bidding as set forth above), (each, a "Construction Contract") for the performance of the work set forth in the selected bid, and the terms of each Construction Contract entered into by Developer and each contractor/subcontractor shall be reasonably acceptable to City Engineer. Developer shall submit to City a copy of each executed Construction Contract for the Public Improvements within fifteen (15) days after execution thereof.

Developer's general contractor for the construction of the Public Improvement ("General Contractor") shall pay prevailing wages (in accordance with Articles 1 and 2 of Chapter 1, Part 7, Division 2 of the Labor Code) and otherwise comply with applicable provisions of the Labor Code, the Government Code, the Civil Code, and the Public Contract Code relating to public works projects of cities and as required by the procedures and standards of City with respect to the construction of its public works projects or as otherwise directed by City Engineer. (d) All contractors shall be required to provide proof of insurance coverage throughout the term of the construction of the Public Improvements which they will construct in conformance with Section 5 of this Agreement.

Schedule of Performance. Developer shall commence construction of the Public Improvements in accordance with the Schedule of Performance attached as Exhibit D.

2.5 Standard of Performance. Developer and its contractors shall perform all work required, constructing the Public Improvements in a skillful and workmanlike manner, and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Developer represents and maintains that it or its contractors shall be skilled in the professional calling necessary to perform the work. Developer warrants that all of its employees and contractors shall have sufficient skill and experience to perform the work assigned to them, and that they shall have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the work, and that such licenses, permits, qualifications and approvals shall be maintained throughout the term of this Agreement.

2.6 Alterations to Public Improvements. All work shall be done and the Public Improvements completed as shown on the Plans and Specifications, and any subsequent alterations thereto mutually agreed upon by City and Developer. If Developer desires to make any alterations to the Plans and Specifications, it shall provide written notice to City of such proposed alterations. City shall have ten (10) business days after receipt of such written notice to administratively approve or disapprove such alterations, which approval shall not be unreasonably withheld, conditioned or delayed. If City fails to provide written notice to Developer of its approval or disapproval of the alterations within such ten (10) business day period, City will be deemed to have disapproved such alterations to the Plans and Specifications. Any and all alterations in the Plans and Specifications and the Public Improvements to be completed may be accomplished without first giving prior notice thereof to Developer's surety for this Agreement.

2.7 Force Majeure. Developer agrees that the time within which it shall be required to perform any act under this Agreement shall not be extended except as follows: (i) Developer is delayed by City (including, without limitation, restrictions on priority, initiative or referendum, or 3 moratoria), in which case Developer shall provide written notice to City specifically describing the nature and extent of the delay caused by City and Developer's detailed efforts to avoid such delay, which references this Section and deliver such notice within twenty (20) days of discovering such delay, and Developer's obligations shall be extended for such time as City deems reasonable as a result of the delay if and only if Developer provides such written notice to City within such time; or (ii) Developer is delayed due to war, insurrection, strikes, lock-outs, riots, floods, earthquakes, fires, casualties, natural disasters, acts of God, acts of the public enemy, terrorism, epidemics, quarantine restrictions, freight embargoes, unusually severe shortages in labor, materials, or equipment, processing with any governmental agencies, unusually severe weather, or any other similar causes beyond the control of Developer or without the fault of Developer. An extension of time for any such cause shall be for the period of the enforced delay equal to the number of days during which Developer's performance was delayed and shall commence to run from the time of the commencement of the cause, if written notice by Developer claiming such extension is sent to City within twenty (20) days of knowledge of the commencement of the cause.

Security: Surety Bonds. Prior to the commencement of any work on the Public Improvements, Developer or its contractor shall provide City with surety bonds in the amounts and under the terms set forth below or, at City's request, in lieu of surety bonds, a letter of credit or letters of credit issued by a banking institution with a rating to be approved by City and in the form and upon terms approved by City ("Security"). The amount of the Security shall be based on the estimated actual costs (Estimated Costs") to construct the Public Improvements, as determined by City after Developer has Estimated Costs have changed, Developer or its contractor shall adjust the Security in the amount requested by City. Providing the Security shall not release Developer of its indemnification obligation in Section 4.

3.1 Performance Bond. To guarantee the construction of the Public Improvements and faithful performance of all the provisions of this Agreement, to protect City if Developer is in default as defined in Section 14, and to secure the Warranty of the Public Improvements pursuant to Section 10, Developer or its contractor shall provide City a faithful performance bond in an amount which sum shall be not less than one hundred percent (100%) of the Estimated Costs. City may, in its reasonable discretion, partially release a portion or portions of the security provided under this section as the Public Improvements are accepted by City, provided that Developer is not in default on any provision of this Agreement and the total remaining security is not less than twenty percent (20%) of the Estimated Costs.

All security provided under this section shall be released at the end of the Warranty period, provided that Developer is not in default of this Agreement.
laborers, materialmen, and other persons furnishing labor, materials, or equipment for performance of the Public Improvements and this Agreement, Developer or its contractor shall provide City a labor and materials bond in an amount which sum shall not be less than one hundred percent (100%) of the Estimated Costs. The security provided under this section shall be released by City six (6) months after the date City accepts the Public Improvements, provided there are no outstanding stop payment notices.

3.3 Additional Requirements. The surety for any surety bonds provided as Security shall have a current A.M. Best rating of at least "A" and FSC-VIII, shall be licensed to do business in California. As part of the obligation secured by the Security and in addition to the face amount of the Security, Developer and its contractor or the surety shall secure the costs and reasonable expenses and fees, including reasonable attorneys' fees and costs, incurred by City in enforcing the obligations of this Agreement. Developer and its contractor and the surety shall stipulate and agree that no change, 4 extension of time, alteration, or addition to the terms of this Agreement, the Public Improvements, or the Plans and Specifications shall in any way affect its obligation on the Security.

Indemnification. Developer shall defend, indemnify, and hold harmless City, its elected officials, employees, and agents from any and all actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state, or local governmental agency, arising out of or incident to any acts, omissions, negligence or willful misconduct of Developer in connection with the performance of this Agreement ("Claims"). This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys" fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. This indemnification excludes only such portion of any Claim which is caused by the active negligence or willful misconduct of City, as determined by a court or administrative body of competent jurisdiction. Developer's obligation to indemnify shall survive the expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by City, its elected officials, employees, or agents.

5. Insurance.

Types; Amounts. Developer shall procure and maintain, and shall require its contractors to procure and maintain, during performance of this Agreement, insurance of the types and in the amounts described below ("Required Insurance"). If any of the Required Insurance contains a general aggregate limit, such insurance shall apply separately to this Agreement or be no less than two times the specified occurrence limit.

General Liability. Occurrence version general liability insurance, or equivalent form, with a combined single limit of not less than Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury, and property damage.

5.1.2 Business Automobile Liability. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than One Million Dollars ($1,000,000) per occurrence. Such insurance shall include coverage for the ownership, operation, maintenance, use, loading, or unloading of any auto owned, leased, hired, or borrowed by the insured or for which the insured is responsible.

5.1.3 Workers' Compensation. Workers' compensation insurance with limits as required by the Labor Code of the State of California and employers' liability insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence, at all times during which insured retains employees.

5.1.4 Professional Liability. For any consultant or other professional who will engineer or design the Public Improvements, liability insurance for errors and omissions with limits not less than Two Million Dollars ($2,000,000) per occurrence, shall be procured and maintained for a period of five (5) years following completion of the Improvements. Such insurance shall be endorsed to include contractual liability.

Deductibles. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either: (a) the insurer shall reduce or eliminate such deductibles or sell-insured retentions as respects City, its elected officials, officers, employees, agents, and volunteers; or (b) Developer and its contractors shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigation costs, claims, and administrative and defense 5 Additional Insured; Separation of Insureds. The Required Insurance, except for the professional liability and workers' compensation insurance, shall name City as an additional with respect to work performed by or on behalf of Developer or its contractors, including any materials, parts, or equipment furnished in connection therewith. The Required Insurance shall contain standard separation of insureds provisions, and shall contain no special limitations on the scope of its protection to City, its elected officials, officers, employees, or agents.

5.4 Primary Insurance; Waiver of Subrogation. The Required Insurance shall be primary with respect to any insurance or self-insurance programs covering City, its elected officials, officers, employees, or agents. The policy required for workers' compensation insurance shall provide that the insurance company waives all right of recovery by way of subrogation against City in connection with any damage or harm covered by such policy.

5.5 Certificates: Verification. Developer and its contractors shall furnish City with original certificates of insurance and endorsements effecting coverage for the Required Insurance. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and endorsements must be received and approved by City before work pursuant to this Agreement can begin. City reserves the right to require complete, certified copies of all required insurance policies, at any time.

Term; Cancellation Notice. Developer and its contractors shall maintain the Required Insurance for the term of this Agreement and shall replace any certificate, policy, or endorsement which will expire prior to that date. All policies shall, to the extent available from commercially reasonable insurance providers, be endorsed to provide that the Required Insurance shall not be suspended, voided, reduced, canceled, or allowed to expire except on thirty (30) days' prior written notice to City.

5.7 Insurer Rating. Unless approved in writing by City, all Required Insurance shall be placed with insurers licensed to do business in the State of California and with a current A.M.

Best rating of at least "A-" and FSC-VIII.

6. Maintenance of Improvements. City shall not be responsible or liable for the maintenance or care of, and shall exercise no control over, the Public Improvements until such Public Improvements are accepted by City. Developer shall have no obligation to make the Public Improvements available for public use at any time before the Public Improvements are accepted by City.

Any use by any person of the Public Improvements, or any portion thereof, shall be at the sole and exclusive risk of Developer at all times prior to City's acceptance of the Improvements. Developer shall maintain all of the Public Improvements in a state of good repair until they are completed by Developer and accepted by City. It shall be Developer's responsibility to initiate all maintenance work, but if it shall fail to do so, it shall promptly perform such maintenance work when notified to do so by City. If Developer fails to properly prosecute its maintenance obligation under this section, City may, upon written notice and Developer's failure to remedy as provided in Section 14, do all work necessary for such maintenance, and the cost thereof shall be the responsibility of Developer and its surety under this officials, employees, and/or agents.

City Inspection of Public Improvements. Developer shall, at its sole cost and expense, and at all times during construction of the Public Improvements, maintain reasonable and safe facilities and provide safe access for inspection by City of the Public Improvements and areas where construction of the Public Improvements is occurring or will occur. Developer shall give notice to City when the 6 construction of all or a portion of the Public Improvements is complete. Upon receiving such notice, City may inspect the Public Improvements and request any modifications or corrections as may be deemed reasonably necessary by City Engineer, in his or her discretion, to bring the Public Improvements into conformity with the Plans and Specifications, including any approved revisions thereto. Developer or Developer's contractors shall make all such modifications and corrections requested by City Engineer.

Liens. Developer shall not permit any liens to be filed against the Public Improvements and indemnifies City with respect to any such liens. Upon the expiration of the time for the recording of claims of liens as prescribed by Sections 8412 and 8414 of the Civil Code with respect to the Public Improvements, Developer shall provide to City such evidence or proof as City shall reasonably require that all persons, firms, and corporations supplying work, labor, materials, supplies, and equipment to the construction of the Public Improvements have been paid, and that no claims of liens have been recorded by or on behalf of any such person, firm, or corporation. Rather than await the expiration of the said time for the recording of claims of liens, Developer may elect to provide to City a title insurance policy or other security acceptable to City guaranteeing that no such claims of liens will be recorded or become a lien upon any of the Property.

Acceptance of Improvements: As-Built or Record Drawings. If the Public Improvements are completed by Developer in accordance with the Plans and Specifications, as determined by City Engineer, City shall be authorized to accept the Public Improvements. City may, in its reasonable discretion, accept fully completed portions of the Public Improvements prior to such time as all of the Public Improvements are complete, which shall not release or modify Developer's obligation to complete the remainder of the Public Improvements. Upon the total or partial acceptance of the Public Improvements by City, Developer shall file with the Recorder's Office of the County of San Bernardino a notice of completion for the accepted Improvements in accordance with California Civil Code Section 9204 ("Notice of Completion"), at which time the accepted Public Improvements shall become the sole and exclusive property of City without any payment therefor. Notwithstanding the foregoing, City may not accept any Public Improvements (or the applicable portion thereof) unless and until Developer provides two (2) sets of "as-built" or record drawings or plans to City for all such Public Improvements (or the applicable portion thereof). The drawings shall be certified and shall reflect the condition of the Public Improvements as constructed, with all changes incorporated therein.

10. Warranty and Guaranty. Developer warrants and guarantees all the Public Improvements against any defective work or labor done, or defective materials furnished in the performance of this Agreement, including the maintenance of the Public Improvements, for a period of one (1) year following completion of the work and acceptance by City ("Warranty"). During the Warranty, Developer shall repair, replace, or reconstruct any defective or otherwise materially unsatisfactory portion of the Improvements, in accordance with the Plans and Specifications. All repairs, replacements, or reconstruction during the Warranty period shall be at the sole cost and expense of Developer, and shall not be eligible for credits or reimbursements. As to any Public Improvements which have been repaired, replaced, or reconstructed during the Warranty, Developer hereby agree to provide a warranty for a one (1) year period following City acceptance of the repaired, replaced, or reconstructed Public Improvements. Nothing herein shall relieve Developer from any other liability it may have under federal, state, or local law to repair, replace, or reconstruct any Public Improvement following expiration of the Warranty or any extension thereof. Developer's warranty obligation under this section shall survive the expiration or termination of this Agreement.

11. DIF Credit and Reimbursement.

11.1 Calculation of Eligible Costs. Upon or prior to completion of the Public Improvements by Developer, Developer shall submit to City Engineer such information as City Engineer 7 may require to calculate the actual costs incurred by Developer to construct the Public Improvements ("Actual Costs").

11.2 Credit/Reimbursement Limits. The credit and, if applicable, reimbursement amount owed to Developer for construction of the Public Improvements ("Credit/Reimbursement Amount) shall be equal to the Actual Costs, subject to the following limitations:

11.2.1 Reasonable Soft Costs. City Engineer shall, in his or her reasonable discretion, determine the amount of reasonable soft costs eligible for credit and reimbursement under the DIF Ordinance. Such amounts may include, but are not limited to, professional engineering and design services, construction management, soils testing, permits, plan check fees, inspections, construction staking, and the cost of bonding and insurance required by this Agreement, but shall not include interest be able to verify that such soft costs are specifically attributable to the specified Public Improvements for approved by City in writing. City_ Engineer may, in his or her reasonable discretion, reduce or disallow credit/ reimbursement for any costs he or she finds excessive or unreasonable.

11.2.2 Nexus Report. The Nexus Report will be updated to include said Public Improvements based on the estimated costs outlined in Exhibit C. Upon the final acceptance of the Public Improvements by the City Council, the Nexus Reports shall be updated to the Actual Costs approved by the City Engineer, which may exceed the cost estimate for said Public Improvements included in Exhibit C.

11.2.3 DIF Categories. Developer acknowledges that DIFs are imposed in various separate categories to fund specific public facilities. Credit against DIFs may only be applied for eligible improvements identified in the specific DIF category.

11.3 Conditions Precedent to Final Credit or Reimbursement. City's obligation to provide fee credits or reimbursements for the Public Improvements pursuant to this Agreement is conditioned upon the prior satisfaction by Developer or written waiver by City Manager of each of the following Conditions Precedent within the times designated below:

11.3.1 Completion of Construction. Developer shall have completed the construction of the Public Improvements acceptable to City, and thirty (30) days have elapsed since notices of completion have been recorded in relation to the Public Improvements, in accordance with California Civil Code Sections 9204 and/or 8182 (as applicable). The purpose of this provision is to ensure that the Public Improvements will be independently functional and to maintain consistency with vesting rights, and nothing herein shall be deemed to make any part of the Project a public work other than the Public Improvements.

11.3.2 Submission of Documents. Developer shall have made full and complete payment of all undisputed claims for work performed on the Public Improvements, or in the event of a dispute between Developer and the General Contractor or a subcontractor, Developer shall have obtained a commercially reasonable bond reasonably satisfactory to City to release any applicable mechanics' lien or stop notice, and Developer shall have submitted and City shall have approved a written request for the credit/reimbursement, including copies of all bills and/or invoices evidencing the costs of constructing the Public Improvements actually incurred by Developer and any other documents reasonably required by City.

11.3.3 As-Built Drawings. Pursuant to Section 9, Developer shall have submitted two (2) sets of final as-built drawings for the Public Improvements to City Engineer. 8 11.3.4 Acceptance of Required Public Improvements by City. The City Council shall have accepted title to the Public Improvements.

11.3.5 No Default. Developer shall not be in material default in any of its obligations under the terms of this Agreement, and all representations and warranties of Developer contained herein shall be true and correct in all material respects.

11.3.6 Compliance with DIF Ordinance and Conditions of Approval.

Developer shall be in compliance with all requirements of the DIF Ordinance and the Conditions of Approval.

12. DIF Addendum.

12.1 DIF Addendum. If Developer is entitled to a Credit/Reimbursement Amount, the Parties shall execute a Credit/Reimbursement Addendum in the form attached as Exhibit E ("DIF Addendum").

12.2 DIF Fees. For purposes of the DIF Addendum, the amount of the DIF owed by Developer shall be calculated as of the date the fees are due pursuant to the DIF Ordinance.

12.3 Payment. If Developer's credit is less than the DIF owed, then Developer shall pay the remaining balance to City to fully satisfy Developer's DIF obligation within thirty (30) days of the execution of the DIF Addendum.

12.4 Reimbursement. If Developer is entitled to a reimbursement, City shall reimburse the balance to Developer in accordance with the provisions of the DIF Ordinance.

12.5 Assignment of Credit/Reimbursement Amount. Developer shall have the right to assign all or portions of the Credit/Reimbursement Amount in accordance with the requirements specified in the DIF Addendum, which assignment will require City's written acknowledgement.

Developer understands that strict compliance with the assignment restrictions is critical to allow City to track the total Credit/Reimbursement Amount and Developer's failure to comply with the assignment requirements in the DIF Addendum may result in delays in the processing of credit/reimbursement assignments by the City.

13. Assignment. Prior to completion of the Public Improvements, Developer may assign this Agreement to a third party ("Assignment"), subject to the approval of City's Director of Development Services ("Director") in his/her reasonable discretion. If Developer desires to assign this Agreement, Developer shall provide detailed information as to the proposed assignee ("Assignee") as requested by City including but not limited, evidence of Assignee's right to acquire the Property, its background and financial information evidencing the ability of Assignee to complete the Public Improvements. Any assignment of this Agreement shall not release Assignor.

14. Default: Notice: Remedies.

Notice. If Developer neglects, refuses, or fails to fulfill or timely complete any obligation, term, or condition of this Agreement, or if City determines there is a violation of any federal, state, or local law, ordinance, regulation or code, City may at any time thereafter declare Developer to be in default or violation of this Agreement and make written demand upon Developer or its surety, or both, to immediately remedy the default or violation ("Notice of Default"). Developer shall substantially commence the work required to remedy the default or violation within five (5) business days of the Notice of Default. If the default or violation constitutes an immediate threat to the public health, safety, or welfare, City may provide the Notice of Default verbally, and Developer shall substantially commence 9 the required work within twenty-four (24) hours thereof. Immediately upon City's issuance of the Notice of Default, Developer and its surety shall be liable to City for all costs of construction and installation of the Public Improvements and all other administrative costs or expenses, as provided for in Section 15 of this Agreement.

14.2 Failure to Remedy; City Action. If the work required to remedy the noticed default or violation is not commenced within the time required under Section 14.1 of this Agreement and diligently prosecuted to completion, City may complete all remaining work, arrange for the completion of all remaining work, and/or conduct such remedial activity as in its reasonable discretion it believes is required to remedy the default or violation. All such work or remedial activity shall be at the sole and absolute cost and expense of Developer and its surety, without the necessity of giving any further notice to Developer or surety. In the event City elects to complete or arrange for completion of the remaining work and the Public Improvements, City may require all work by Developer or its surety to cease in order to allow adequate coordination by City.

14.3 Other Remedies. No action by City pursuant to this Section 14 shall prohibit City from exercising any other right or pursuing any other legal or equitable remedy available under this Agreement or any federal, state, or local law. City may exercise its rights and remedies independently or cumulatively, and City may pursue inconsistent remedies. City may institute an action for damages, injunctive relief, or specific performance.

Administrative Costs. If Developer fails to construct and install all or any part of the Public Improvements, or if Developer fails to comply with any other obligation contained herein, Developer and its surety shall be jointly and severally liable to City for all administrative expenses, fees, and costs, including reasonable attorneys' fees and costs, incurred in obtaining compliance with this Agreement or in processing any legal action or for any other remedies permitted by law.

16. Miscellaneous.

16.1 Relationship between the Parties. The Parties hereby mutually agree that this Agreement shall not operate to create the relationship of partnership, joint venture, or agency between City and Developer. Developer's contractors are exclusively and solely under the control and dominion of Developer. Nothing herein shall be deemed to make Developer or its contractors an agent or contractor of City.

16.2 Authority to Enter Agreement. Each person executing this Agreement on behalf of Developer represents and warrants that he or she has the legal power, right and authority to execute this Agreement on behalf of Developer and that this Agreement is binding upon Developer.

Notices. Any notice, demand, request, consent, approval, or communication either Party desires or is required to give to the other Party or any person shall be in writing and either served personally, communicated electronic mail (with a receipt requested), or sent by prepaid, first-class mail to the address set forth below. Notice shall be deemed communicated immediately upon personal delivery, fax or email receipt, or forty-eight (48) hours from the time of mailing if mailed as provided in this Section:

To City: City of Chino
13220 Central Ave.

Chino, CA 91710
Attn: Director of Development Services
Email: [email protected]
10 With Copy to: Aleshire & Wynder, LLP
188881 Von Karman Ave., Suite 1700
Irvine, CA 92612
Attn: Fred Galante, Esq.

Email: [email protected]
To Developer: Meritage Homes of California, Inc.

Attn: Elliot Mann
5 Peters Canyon Rd., Ste. 310
Irvine, CA 92606
Meritage Homes
Attn: Tim Clemens
8800 E. Raintree
Scottsdale, AZ 85260

16.4 Cooperation: Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate, or convenient to attain the purposes of this Agreement.

16.5 Construction; References; Captions. The Parties agree that the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days, or period for performance shall be deemed calendar days and not work days, unless specified therein. All references to Developer include all personnel, employees, agents, and contractors of Developer, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

16.6 Amendment: Modification. No supplement, modification, or amend-mint of this Agreement shall be binding unless executed in writing and executed by both Parties.

16.7 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual right by custom, estoppel, or otherwise.

Binding Effect. Each and all of the covenants and conditions shall be binding on and shall inure to the benefit of the Parties, and their successors, heirs, personal representatives, or assigns. This section shall not be construed as an authorization for any Party to assign any right or obligation.

16.9 No Third-Party Beneficiaries. There are no intended third-party beneficiaries of any right or obligation assumed by the Parties.

16.10 Invalidity: Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
11 16.11 Governing Law; Consent to Jurisdiction and Venue. This Agreement shall be construed in accordance with and governed by the laws of the State of California. Any legal action or proceeding brought to interpret or enforce this Agreement, or which in any way arises out of the Parties' activities undertaken pursuant to this Agreement, shall be filed and prosecuted in the appropriate California State Court in the County of San Bernardino, California.

Parties agree to execut in do of the frence me i of thigessen to in thie at move, and the conditions.

6.13 Counterparts. This Agreement may be signed in counterparts, each of whic all constitute an original and which collectively shall constitute one instrumen

16.14 City Officers and Employees. No officer or employee of City shall be personally liable to Developer or any successors in interest in the event of any default or breach by City or for any amount that may become due to Developer or any successors) in interest or for breach of any oblity or of tea of i get he fict of any det or rege y l beer or or my amount that may become due to City or their successors in interest or for breach of any obligation of the

16.15 Entire Agreement. This Agreement contains the entire agreement between City and Developer and supersedes any prior oral or written statements or agreements between City and Developer.

16.16 Exhibits. The following exhibits are attached hereto and incorporated herein by reference:

Exhibit A Site Map
Exhibit B Conditions of Approval
Exhibit C Public Improvements Cost Estimate
Exhibit D Schedule of Performance
Exhibit E DIF Credit/Reimbursement Addendum
[SIGNATURES ON FOLLOWING PAGE]
12 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written.

MERITAGE HOMES OF CALIFORNIA, CITY:

INC.:

CITY OF CHINO, a municipal corporation
I haver
By: By:

Its: Matthew C Balat
By:
vision Resplent DATED: 041. 7,2019
ATTEST:

Oel Qobl
Angela Robles, City Clerk
APPROVED AS TO CONTENT:

Nicholas L gubri
Director
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
By:

Fred Galante, City Attorney
DEVELOPER: TWO PERSONS AUTHORIZED BY THE APPLICABLE ENTITY FORMATION DOCUMENTS SHALL EXECUTE THIS AGREEMENT. COPIES OF

APPLICABLE DOCUMENTS EVIDENCING SUCH AUTHORITY SHALL BE PROVIDED TO CITY. DEVELOPER SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE

ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE APPLICABLE FORMATION DOCUMENTS FOR THE ENTITY.
13 DocuSign Envelope ID: 4724D152-133E-4C6B-87CA-5D4D0E4BED88 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written.

MERITAGE HOMES OF CALIFORNIA, CITY:

INC.:

CITY OF CHINO, a municipal corporation
By: 112M By: _
Its: Matthew C. Ballantyne
City Manager
By:

DATED: , 2019
ATTEST:

Angela Robles, City Clerk
APPROVED AS TO CONTENT:

Nicholas Leudri
Director
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
- DocuSigned by:

By: _
Fred Galante, City Attorney
DEVELOPER: TWO PERSONS AUTHORIZED BY THE APPLICABLE ENTITY FORMATION DOCUMENTS SHALL EXECUTE THIS AGREEMENT. COPIES OF

APPLICABLE DOCUMENTS EVIDENCING SUCH AUTHORITY SHALL BE PROVIDED TO CITY. DEVELOPER SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE

ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE APPLICABLE FORMATION DOCUMENTS FOR THE ENTITY.
13 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
(In accordance with Section 1189 of the California Civil Code) A Notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached and not the truthfulness, accuracy, or validity of that document.

State of California
County of Orange} ss.

On September 12, 2019, before me, Tracey Curioso, Notary Public, personally appeared Lester Tucker, who 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 his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) 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.

TRACEY CURIOSO
Notary Public - California
Orange County
Commission# 2227667
My Comm. Expires Jan 6, 2022
Signature. (seal)
Tracey Curioso, Notary Public, #2227667
(Commission Expires Jan 6, 2022)

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
(In accordance with Section 1189 of the California Civil Code) A Notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached and not the truthfulness, accuracy, or validity of that document.

State of California
County of Orange) ss.

On September 12, 2019, before me, Tracey Curioso, Notary Public, personally appeared Elliot Mann, who 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 his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) 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.

TRACEY CURIOSO
Notary Public - California
Orange County
Commission # 2227667
My Comm. Expires Jan 6, 2022
Signature (seal)
Tracey Curioso, Notary Public, #2227667
(Commission Expires Jan 6, 2022)

EXHIBIT A

SITE MAP
EXHIBIT "A" - TM 18903

SITE PLAN

RUSHMORE COURT (PUBLIC) HUSHIRE
(EXISTEN)

RYAN WAY (PLEBLIC)
SHITEY
COURT:
(EXIST:NG)

DENALI LANE (PUBLIO)
BASING
PAEZ

HUIT ZOLARS
e/9001538 Fax (549) 829-3620

EXHIBIT B

CONDITIONS OF APPROVAL

JA JP MB

DH IA DC
AC
-Mall Sent: 4/13/1
0: Mike Hi

PUBLIC WORKS DEPARTMENT CONDITIONS OF APPROVAL
PL 16-0529 (TRACT MAP NO. 18903)

CITY COUNCIL
DATE: April 13, 2017 MEETING DATE: April 18, 2017
PROJECT DESCRIPTION: Single-family residential (38 lots) PROJECT LOCATION: SWC Norton Ave & Rushmore Ct
APPLICANT: MLC Holdings, Inc. PROJECT ENGINEER: Michael Bhatanawin

PRIOR TO THE THREE MAJOR DEVELOPMENT EVENTS, THE APPLICANT SHALL SATISFY AND FULFILL ALL CONDITIONS OUTLINED BELOW. FAILURE TO COMPLY WITH ANY CONDITIONS OF

APPROVAL SHALL BE DEEMED JUST CAUSE FOR REVOCATION OF PROJECT APPROVAL BY THE PLANNING COMMISSION. HOWEVER, THE DIRECTOR OF COMMUNITY DEVELOPMENT. THE

ASSISTANT CITY MANAGER, AND/OR THE DIRECTOR OF PUBLIC WORKS SHALL HAVE THE

AUTHORITY TO APPROVE MINOR DEVIATIONS IN THE CONDITIONS OF APPROVAL, AND ALL PLANS INCLUDING THE CONSTRUCTION DRAWINGS.

1.0 PRIOR TO MAP RECORDATION:

1.1 Provide a preliminary Title Report no older than 60 days.

1.2 Submit a preliminary soils report to the project engineer for review and approval in accordance with Government Code, Section 66434.5.

1.3 Make the following dedications:

Street Name Distance Direction From C/L
Pipeline Ave 44-ft East
Norton Ave 30-ft West
Rushmore Ct 30-ft North, South
"A" St 30-ft North, South
"B" St 30-ft West, East
Prepare and record necessary drainage easements to implement the project in accordance with drainage law.

1.5 Provide and record a reciprocal use agreement to assure common ingress and egress an oint maintenance of all common access, parking areas and drives it is submitted to any other governmental entity.

PL 16-0529 (TM 18903) 2 April 18, 2017

1.7 Execute a Subdivision Agreement and submit security in an amount acceptable to the City

1.8 Provide a Monumentation Bond in an amount specified in writing by a Registered Engineer or Licensed Land Surveyor of Record.

1.9 Submit a list of proposed street names for the interior streets to the Street Naming Committee for name(s) selection.

1.10 Comply with all applicable requirements of the City Code.

1.11 Pay all applicable fees pursuant to City Code including, but not limited to, plan check fees.

1.12 NOT USED

1.13 Obtain all rights and interests to the existing groundwater well facility located at the northeast corner of the project site (APN #1019231080000).

1.14 Dedicate an easement (a total of 20-ft) to the City of Chino for storm drain purposes on the westerly side of Lot 29. No permanent structures are to be constructed within this easement.

See COA 2.23.

2.0 PRIOR TO ISSUANCE OF BUILDING PERMITS FOR ANY LOT WITHIN THE SUBDIVISION! PRIOR TO ISSUANCE OF CONSTRUCTION PERMITS:

2.1 Record Tract Map No. 18903 pursuant to the Subdivision Map Act and in accordance with City Code. Provide a duplicate photo mylar of the recorded map to the City Engineer's office.

2.2 All required plans and studies shall be prepared by a Registered Professional Engineer and submitted to the project engineer for review and approval. All project plans must be approved by the City Engineer's office before a Building Permit will be issued. All maps, studies, calculation sheets, reports, etc. must be on and/or folded in an 11-inch x 8 1/2-inch standard format.

2.3 Prepare and submit a drainage study, including supporting hydraulic and hydrological data to the project engineer for approval. The study shall confirm or recommend changes to the City's adopted Master Drainage Plan by identifying off-site and on-site storm water runoff impacts resulting from build-out of permitted General Plan land uses. In addition, the study shall identify the project's contribution and shall provide locations and sizes of catchments and system connection points and all downstream drainage-mitigating measures.

2.4 Prepare and submit a final grading plan showing building footprints, pad elevations, finished grades, drainage routes, retaining walls, erosion control, slope easements and other pertinent information in accordance with Appendix J of the California Building Code, latest edition.

2.5 Provide a certificate, from a Registered Civil Engineer, certifying that the finished grading has been completed in accordance with the City approved grading plan.

PL 16-0529 (TM 18903) 3 April 18, 2017

2.6 Design per City Standards full public improvements for all exterior and interior streets/facilities with the project engineer.) 18.19.20
Street Names
Pipeline Norton Rushmore
Ave (2,8) Ave(8) Ct(25)
20-32
Curb & Gutter (Offset from Centerline) (varies)!") 18(9) 18' Sidewalk (Width) 5(1) 5°95 5
Asphalt Concrete Pavement on Aggregate Base
18-30'
_(Width from Centerline) (varies)('.22) 16'(9,22) 16'
Asphalt Concrete Overlay
Street Lights(3) X
Median Island and Landscaping
Parkway Landscaping(4)
Striping and Traffic Controls
Traffic Signal Interconnect
Conduit System for CATV
Sewer Main X(10)
Sewer Lateral X(5)
Storm Drain X(6) X(23)
Domestic Water X(11)
Recycled Water
Fire Hydrants as required by CVIFD
Driveway Approach X(7)
Street Names
"A" "B"
St St
Curb & Gutter (Offset from Centerline) 18' 18'
Sidewalk (Width) 5'
Asphalt Concrete Pavement on Aggregate Bası
(Width from Centerline) 16' 16'
Asphalt Concrete Overlay
Street Lights(3) X
Median Island and Landscaping
Parkway Landscaping(4) X
Striping and Traffic Controls
Traffic Signal Interconnect
Conduit System for CATV
Sewer Main X(12) X(15)
Sewer Lateral
Storm Drain X(13) X(24)
Domestic Water X(14) X(16)
Recycled Water
Fire Hydrants as required by CVIFD X X
Driveway Approach
2 PL 16-0529 (TM 18903) 4 April 18, 2017
1 From Biscayne St to Chino Ave.

2. ay an in-lieu fee for the removal of interim street improvements and construction of ultimate stree mprovements on Pipeline Avenue along the project frontage. The fee shall be based on a Civil Engineer':
cost estimate to be reviewed and approved by the City.

3. See COA 2.16.

See COA 2.17.

5. Laterals are to be constructed and capped at the property line or as determined by City staff. Property owner is responsible for making future connection to the building.

6. Construct a 45" storm drain line from "A" St to Chino Ave. This includes construction of catch basins as may be needed to capture street flow.

7. Remove and replace existing driveway approaches per City Std. No. 240 to accommodate street improvements as necessary.

8. Coordinate with adjacent property owners to construct public improvements including, but not limited to, sidewalk and residential driveways.

9. From northerly project limit to Heritage Park.

10. Construct an 8" sewer line from cul-de-sac terminus to Norton Ave.

11. Construct an 8" domestic water line from cul-de-sac terminus to Norton Ave.

12. Construct an 8" sewer line from Pipeline Ave to "B" St.

13. Construct a 45" storm drain line from Pipeline Ave to "B" St.

14. Construct an 8" domestic water line from Pipeline Ave to "B" St.

15. Construct an 8" sewer line from Rushmore Ct to "A" St.

16. Construct an 8" domestic water line from Rushmore Ct to "A" St.

17. NOT USED

18. Final pipe sizes are subject to change based on the approved technical studies.

19. Public improvements (e.g. sidewalk, curb ramps) must comply with ADA regulations

20. These improvements are NOT eligible for DIF credit per the City Code.

21. NOT USED
. In correlation with offsite improvements, grind and/or overlay may be acceptable based upon the R-valu nd existing pavement condition of said streets as determined by core samples, at the discretion of the Ci Engineer.

23. Construct a storm drain line from the cul-de-sac terminus to "B" St.

24. Construct a storm drain line from Rushmore Ct to "A" St.

25. Construct cul-de-sac per City Std. No. 105.
accordance with City Code, Chapter 13.32.

Pay all applicable fees including, but not limited to, Development Impact Fees (DIF), Sewage Facilities Development Fee (SFF), and water meter connection fees not previously paid under Item 1.0 above, in accordance with the City Code.

2.9 All projects developing one (1) acre or more of total land area, or which are part of a larger phased development that will disturb one acre of land, are required to obtain coverage under the State Water Resources Control Board's (SWRCB) General Permit for storm water discharges associated with construction activity. Proof of filing a Notice of Intent (NOI) with the SWRCB for coverage under this permit is required. A copy of the Waste Discharger's Identification Number (WDID), issued by the SWRCB, must be submitted to the Project Engineer prior to issuance of grading permits. More detailed information regarding this General Permit, applicable fee information and the necessary forms to complete the NOl are available SWRCB web site at
http://www.swrcb.ca.gov/water_issues/programs/stormwater/constpermits.shtml.

PL 16-0529 (TM 18903) 5 April 18, 2017
Pursuant to Santa Ana Regional Water Quality Control Board Order Number R8-2010-0036, NDES Permit No. CAS618036, prepare a project-specific Water Quality Management Plan (WQMP) and submit to the project engineer for review and approval. To address NPDES Permit requirements to the maximum extent practicable, the project shall be designed to specify preferential use of Low Impact Development Best Management Practices that reduce pollutants and runoff volume through structural measures (e.g. infiltration, harvesting, and bio-treatment) and non-structural measures (e.g. preserving natural areas, clustering development, and reducing impervious areas). The WQMP shall conform to the requirements of the San Bernardino County Stormwater Program, 2013 WQMP Technical Guidance Document.

2.11 Any future maintenance and repair of fire service and sewer laterals to the project site shall be the sole responsibility of the applicant/property owner in accordance with City Code, Chapter 13.04.175 and 13.12.150.

2.12 Convey ownership of all existing onsite water wells to the City and convert to monitoring wells as directed by the City's Water Utilities Supervisor. Prepare and record any necessary easements to provide the City with access to the monitoring wells. Any existing water wells that cannot be feasibly converted to monitoring wells shall be destroyed per City Standard

2.13 All public street corners shall have a minimum curb radii per City Code, Chapter 19.06 and City Standards and Specifications.

2.14 Provide adequate sight distance per City Standard No. 1025 for all intersections.

Landscaping type and height shall be maintained to ensure sight distance requirements are perpetuated.

2.15 Submit to the City electronic files, in Adobe Acrobat PDF format, of all submittals, including reports, studies, improvement plans and City redlines of previous submittals.

2.16 Complete and file the petition for annexation of your project property to the City's Landscape and Street Lighting Maintenance District MD 2002-1 for street light maintenance and energ) charges.

The developer is responsible for the continued maintenance of common area landscaping and parkway landscape areas. The project is required to establish an association for the continued operation and maintenance of the above improvements.

2.18 The Homeowner's Association (HOA) shall be responsible for repairing or replacing any decorative paving that is damaged as a result of any future maintenance or repair of public utilities located within public and private streets. Decorative paving shall not be located within a crosswalk of a street intersection.

2.19 Comply with all requirements of the Traffic Impact Analysis (TIA) dated February 14, 2017 including participation in fair share contributions and construction of required improvements and mitigation measures as shown on the Mitigation Monitoring and Reporting Program, to mitigate impacts. Signing/striping should be implemented in. accordance with the approved TIA.

2.20 Pay fair share contribution for improvements at the intersection of Norton Avenue at Riverside Drive ($17,225) as described in Section 12 of the TIA dated February 14, 2017.

PL 16-0529 (TM 18903) 6 April 18, 2017

2.21 Prior to installation of underground utilities, CCTV inspection of existing sewer and storm drain conduits that may be impacted by the construction shall be performed and recordings submitted to the City for comparison to post-construction inspection. After installation of underground utilities, perform CCTV inspection of the existing conduits that were CCTV inspected prior to construction and all new storm drain and sewer conduits that are less than 48-inch in diameter. Submit recordings to the City for acceptance of work and permanent record keeping.

2.22 Quitclaim the following:
10-ft drainage easement through Lots B, C, and 28, and "A" St • Waterline easement from the northerly project limit to its terminus in Lot 12 (this affects "A" St and Lots 5 and 12).

2.23 Construct storm drain improvements through the westerly side of Lot 29 to direct street drainage north of the project site (on Preciado Avenue) to the proposed storm drain on Rushmore Court. These storm drain improvements shall be constructed within the 20-ft storm drain easement (see COA 1.14) and the Preciado Ave right-of-way. Offsite street drainage north of the project site is not required to be captured and treated by this project. These flows will be conveyed directly into the proposed storm drain pipe. Above ground improvements within the easement area and the Preciado Ave right-of-way are to be reviewed and approved by City staff.

3.0 PRIOR TO REQUEST AND RELEASE OF ANY OCCUPANCY PERMITS:

3.1 Construct and secure Public Works Department approval of all required improvements and public facilities enumerated under Section 2.0 above (per Resolution No. 88-23).

3.2 Underground all utility lines adjoining and interior to the project, including power lines of

34.5kV or less in accordance with City Code, Chapter 13.32.

Distribute for signature of all buyers the information and disclosure notice announcing that the development is annexed to the City's Landscape and Street Lighting Maintenance Assessment District before transfer of property title and completion and approval of all public improvements.

3.4 The applicant's Civil Engineer shall field verify that all BMPs are designed, constructed, and functional in accordance with the approved WQMP. Submit a completed City of Chino BMP field verification form to the project engineer for review and approval.

3.5 Slurry seal along all streets impacted by the development as directed by City staff. Install signing and striping per approved plans.

3.6 Submit to the City, electronic files of Tract/Parcel Map and "as-built" improvement plans in AUTOCAD format and Adobe Acrobat PDF format. AUTOCAD files shall be submitted as an archived zip file of the CAD drawings with all base files attached.

3.7 Submit a report certifying that all public improvements constructed as part of the project are compliant with applicable ADA regulations. The report shall be prepared and submitted by a Certified Access Specialist (CASp). The report must be reviewed and approved prior to the City Council's acceptance of public improvements. The proposed public improvements ma cause existing public improvements adjacent to or within the project area to be reconstructed in order to comply with ADA regulations.

PL 16-0529 (TM 18903) 7 April 18, 2017
MB
Attachment

CITY OF CHINO

PUBLIC WORKS DEPARTMENT

ENGINEERING DIVISION

ITEMS REQUIRED FOR FIRST PLAN CHECK SUBMITTAL
TRACT MAP NO. 18903 (PL 16-0529)
PROJECT ENGINEER: Michael Bhatanawin

A COPY OF THIS CHECK LIST MUST BE SUBMITTED WITH THE FIRST PLAN CHECK 1 Copy of Public Works Department Conditions of Approval Sets of Maps (Subdivision Only)
2 Copies of preliminary Title Report (no older than six months) (Subdivision Only) 2 Copies of Closure Calculations (Subdivision Only)
1 Set of Referenced Maps (Subdivision Only)
Copies of Preliminary Soils Report (no older than sixty days) 2 Copies of lot line adjustment certificate
2 Copies of lot merger
2 Copies of right-of-way dedication
4 Sets of Rough Grading Plans
5 Sets of Precise Grading Plans
4 Sets of Storm Drain Plans
2 Copies of Hydrology and Hydraulic Calculations with Backup Data (Signed and Sealed by a Registered Civil Engineer)
2 Copies of Engineering Cost Estimate (On City Forms) with Engineer's Wet Signature and Stamp 2 Sets of Street Improvements Plans
2 Copies of Cross-Sections (if street plans are required) at 50' intervals and extended a minimum of 100' beyond limits of improvements
X 3 Sets of Sewer Plans
3 Sets of Domestic Water Plans
3 Sets of Recycled Water Plans
2 Sets of Street Light Plans
2 Copies of Voltage Drop Calculations (Signed and Sealed by a Registered Engineer) 2 Sets of Signing and Striping Plans
• 2 Sets of Traffic Signal Interconnect Plans
2 Sets of Traffic Signal Plans
X 1 Water Quality Management Plan
Rev. 2/27/17 MB

EXHIBIT C

PUBLIC IMPROVEMENTS COST ESTIMATE
Estimated Costs
Construction $1,007,265.00
Contingencies $100,726.50
Soft Costs $80,581.20
Total $1,188,572.70
Estimated Credits
# of Units Cost per Unit Credits
10 $1,241.00 $(12,410.00) *FY 2018-19 Fees
18 $1,422.00 $(25,596.00) *FY 2019-20 Fees
Estimated Credits $(38,006.00)
Estimated Cash Payment $1,150, 566.70

EXHIBIT D

SCHEDULE OF PERFORMANCE
Task Task Name Duration Start Finish WT ESWS TW ESMS SM2W3 ES SM WT R S JN 7W0 F S SM .WT F Mode
1 * CONTRACT TIME 50 days Mon 10/28/1Fri 1/3/20
* NOTICE OF AWARD O days Mon 8/19/15 Mon 8/19/19
* SUBMIT SUBMITTALS O days Wed 8/21/19 Wed 8/21/19
4 * APPROVED SUBMITTALS O days Mon 9/16/19 Mon 9/16/19
5 2 LONG LEAD ITEMS 7'X4'RCB & 66" RCP 30 days Mon 9/16/19 Fri 10/25/19 6 * MOBILIZATION 1 day Mon 10/28/1 Mon 10/28/15
7 * POTHOLING 3 days Tue 10/29/15 Thu 10/31/19
на 12/3
8 * TRAFFIC CONTROL 26 days Tue 10/29/15Tue 12/3/19
9 * 7'X4' RCB 6 days Fri 11/1/19 Fri 11/8/19
10 * TRANSITION STRUCTURE 45" RCP - 4 days Sat 11/2/19 Wed 12/6/19 7'X4'RCB
11* 66° RCP 13 days Mon 11/11/1 Wed 11/27/1!
RCB -66" RCP
12 # TRANSITION STRUCTURE 7' X4' RCB 2.5 days Tue Thu 11/14/19 66" RCP 11/12/19
48" RCP
13 * 48" RCP 6 days Thu 11/28/15 Thu 12/5/19
Fr126/19 Thu 22/12/ 12/6 792/12. 1 42* RCP
14 * 42" RCP 4.5 days
12/12 712/20 36" RCP
15 # 36" RCP 6 days Thu 12/12/1: Fri 12/20/19
CP
16 24" RCP 0.5 days Thu 11/28/15 Thu 11/28/15
, CONCRETE STRUCTURES MH,CB,JS, COLLARS & BULKHEADS
17 #* CONCRETE STRUCTURES MH, CB,IS, 22 days Thu Mon
COLLARS & BULKHEADS 11/14/19 12/16/19
12/20 212/31 → HEADWALL WING TYPE WTRASH RACK
18 HEADWALL WING TYPE WITRASH RACK 7 days Frl 12/20/19 Tue 12/31/1!

ELEANOUT
19 4" SEWER CHIMNEY LATERAL 6 days Tue 11/5/19 Tue 11/12/1!

WICLEANOUT

CLEANOUT
20 4" SEWER LATERAL WICLEANOUT 4 days Wed 11/13/1 Mon 11/18/:

Deadine Manual Progress
Project: LANDMARK TRACT 189 Task Minstene
Progress
Date: Mon 9/16/19 Split Summary

EXHIBIT E
ADDENDUM NO <> - CONTRACT NO. «>
(Assignment of Credit)
* Contract No.
* Assignor:
* Project Name:
* Credit Reimbursement Amount:

Total Approved Costs $.

Estimated Credits $.

Assigned Credits
Balance Forward $.

Meritage Homes of California, Inc. is hereby transferring credits in the amount of $<>> to:
* Assignee:

Attn:
* Credit Transfer Amount:
* Remaining Balance: $_
Any transfer or assignment of credits or reimbursement rights acknowledged in this Addendum shall be made in accordance with City procedures, on a form approved by and acknowledged by the City. All parties to this Addendum agree that City will have no obligation to recognize or honor an assignment or transfer that does not comply with the terms of this Addendum." [SIGNATURES ON FOLLOWING PAGE]
MERITAGE HOMES OF CALIFORNIA, INC.:

Signature, Title
Date:
<ASSIGNEE>>:

Signature, Title
Date:

CITY OF CHINO ACKNOWLEDGEMENT:

Signature, Title
Date:

Contract No.: 2020-136
Approval Date: 10/1/2019 #5
S. Ramos/l. Abreo
Development Services Department

CREDIT & REIMBURSEMENT AGREEMENT

MASTER-PLANNED STORM DRAIN
TRACT MAP NO. 18903
This CONSTRUCTION CREDIT AND REIMBURSEMENT AGREEMENT ("Agreement") is entered into this 1 day of October 2019 ("Effective Date"), by and between CITY OF CHINO, a California municipal corporation ("City"), and Meritage Homes of California, Inc. ("Developer"). City and Developer are sometimes hereinafter referred to individually as "Party" and jointly as "Parties".

RECITALS
A. Developer owns that certain real property consisting of approximately 12.04 acres located north of Chino Avenue between Pipeline and Norton Avenues in the City of Chino, County of San Bematino, cal Bernardino, California ("Property"). Developer intends to develop the Property as a Residential, 4.5 dwelling units/acre zoning district into 38 single-family lots as depicted on Exhibit A ("Project").

D. Pursuant to the DIF Ordinance and the Conditions of Approval, Developer owes DIFs for the Project.

City and Developer desire to enter into this Agreement for the following purposes: (i) to provide for the timely construction and completion of the Public Improvements, (ii) to ensure that construction of the Public Improvements is undertaken in accordance with the Plans and Specifications, and the laws and ordinances pertaining to the construction of public improvements, (iii) to provide the methodology for establishing the reimbursement amounts and/or DIF credits to which Developer may be entitled after completion of the Public Improvements ("Reimbursement/Credits"); and (iv) to provide the requirements for Developer's transfer or application of all or any portion of the Reimbursement/Credits to third party.

NOW, THEREFORE, for the purposes set forth herein, Developer and City hereby agree as follows:

AGREEMENT:

Incorporation of Recitals. The Parties hereby affirm the facts set forth in the Recitals above and agree to the incorporation of the Recitals as though fully set forth herein.

2.1 Pre-approval of Plans and Specifications. Developer is prohibited from commencing work on any portion of the Public Improvements until all plans and specifications for the Public Improvements have been submitted to and approved in writing by City ("Plans and Specifications"). Approval by City shall not relieve Developer from ensuring that all Public Improvements conform to all applicable laws, ordinances and regulation under California and federal law.

Public Works Requirements, Developer shall ensure that the bidding, awarding, and construction of the Public Improvements are undertaken as if such Public Improvements were constructed as a public works project under the direction and authority of City, pursuant to all provisions of law applicable to governmental entities. Developer shall also comply with the requirements of City's Bidding and Contract Requirements for Public Improvements Policy, as adopted by City Council, hereby incorporated by reference and made a part of hereof (as may be amended from time to time).

Prior to soliciting or awarding the bid for any portion of the Public Improvements, Developer shall submit the bid packet and a set of construction drawings signed by Developer or another authorized representative designated by Developer for the work being bid to City Engineer or his or her designee for review and approval, which approval shall be granted or denied within ten (10) calendar days after submission of such bid packet. If City Engineer denies approval of such bid packet and construction drawings, City Engineer shall specify the reasons for such disapproval and Developer shall resubmit a revised bid packet for review and approval until such approval is obtained. 2 (b) Developer shall obtain bids for the construction of the Public Improvements in a manner which has been approved by City Engineer. Developer shall provide City Engineer with copies of all bids received from California licensed contractors and a bid summary in a form approved by City Engineer to assure that the contractor/subcontractors adhere to the applicable legal requirements for public works projects. The contract or contracts for the construction of the Public Improvements shall be awarded to the responsible bidders) submitting the lowest responsive bids) for the construction of the Public Improvements. Developer shall enter into a construction contract with each contractor selected to perform work on the Public Improvements (after competitive bidding as set forth above), (each, a "Construction Contract"') for the performance of the work set forth in the selected bid, and the terms of each Construction Contract entered into by Developer and each contractor/subcontractor shall be reasonably acceptable to City Engineer. Developer shall submit to City a copy of each executed Construction Contract for the Public Improvements within fifteen (15) days after execution thereof. (c) Developer's general contractor for the construction of the Public Improvement ("General Contractor") shall pay prevailing wages (in accordance with Articles 1 and 2 of Chapter 1, Part 7, Division 2 of the Labor Code) and otherwise comply with applicable provisions of the Labor Code, the Government Code, the Civil Code, and the Public Contract Code relating to public works projects of cities and as required by the procedures and standards of City with respect to the construction of its public works projects or as otherwise directed by City Engineer.

All contractors shall be required to provide proof of insurance coverage throughout the term of the construction of the Public Improvements which they will construct in conformance with Section 5 of this Agreement.

2.4 Schedule of Performance. Developer shall commence construction of the Public Improvements in accordance with the Schedule of Performance attached as Exhibit D

Alterations to Public Improvements. All work shall be done and the Public Improvements completed as shown on the Plans and Specifications, and any subsequent alterations thereto mutually agreed upon by City and Developer. If Developer desires to make any alterations to the Plans and Specifications, it shall provide written notice to City of such proposed alterations. City shall have ten (10) business days after receipt of such written notice to administratively approve or disapprove such alterations, which approval shall not be unreasonably withheld, conditioned or delayed. If City fails to provide written notice to Developer of its approval or disapproval of the alterations within such ten (10) business day period, City will be deemed to have disapproved such alterations to the Plans and Specifications. Any and all alterations in the Plans and Specifications and the Public Improvements to be completed may be accomplished without first giving prior notice thereof to Developer's surety for this Agreement.

Force Majeure. Developer agrees that the time within which it shall be required to perform any act under this Agreement shall not be extended except as follows: (i) Developer is delayed by City (including, without limitation, restrictions on priority, initiative or referendum, or 3 moratoria), in which case Developer shall provide written notice to City specifically describing the nature extent of the delay caused by City and Developer's detailed efforts to avoid such delay, which references this Section and deliver such notice within twenty (20) days of discovering such delay, and Developer's obligations shall be extended for such time as City deems reasonable as a result of the delay if and only if Developer provides such written notice to City within such time; or (il) Developer is delayed due to war, insurrection, strikes, lock-outs, riots, floods, earthquakes, fires, casualties, natural disasters, acts of God, acts of the public enemy, terrorism, epidemics, quarantine restrictions, freight embargoes, unusually severe shortages in labor, materials, or equipment, processing with any governmental agencies, unusually severe weather, or any other similar causes beyond the control of Developer or without the fault of Developer. An extension of time for any such cause shall be for the period of the enforced delay equal to the number of days during which Developer's performance was delayed and shall commence to run from the time of the commencement of the cause, if written notice by Developer claiming such extension is sent to City within twenty (20) days of knowledge of the commencement of the cause.

Security: Surety Bonds. Prior to the commencement of any work on the Public Improvements, Developer or its contractor shall provide City with surety bonds in the amounts and under the terms set forth below or, at City's request, in lieu of surety bonds, a letter of credit or letters of credit issued by a banking institution with a rating to be approved by City and in the form and upon terms approved by City ("Security"). The amount of the Security shall be based on the estimated actual costs ("Estimated Costs") to construct the Public Improvements, as determined by City after Developer has awarded a contract for construction of the Public Improvements to the lowest responsive and responsible bidder in accordance with this Agreement. If City determines, in its reasonable discretion, that the Estimated Costs have changed, Developer or its contractor shall adjust the Security in the amount requested by City. Providing the Security shall not release Developer of its indemnification obligation in Section 4.

Performance Bond. To guarantee the construction of the Public Improvements and faithful performance of all the provisions of this Agreement, to protect City if Developer is in default as defined in Section 14, and to secure the Warranty of the Public Improvements pursuant to Section 10, Developer or its contractor shall provide City a faithful performance bond in an amount which sum shall be not less than one hundred percent (100%) of the Estimated Costs. City may, in its reasonable discretion, partially release a portion or portions of the security provided under this section as the Public Improvements are accepted by City, provided that Developer is not in default on any provision of this Agreement and the total remaining security is not less than twenty percent (20%) of the Estimated Costs.

All security provided under this section shall be released at the end of the Warranty period, provided that Developer is not in default of this Agreement.

3.2 Labor & Material Bond. To secure payment to the contractors, subcontractors, laborers, materialmen, and other persons furnishing labor, materials, or equipment for performance of the Public Improvements and this Agreement, Developer or its contractor shall provide City a labor and materials bond in an amount which sum shall not be less than one hundred percent (100%) of the Estimated Costs. The security provided under this section shall be released by City six (6) months after the date City accepts the Public Improvements, provided there are no outstanding stop payment notices.

Additional Requirements. The surety for any surety bonds provided as Security shall have a current A.M. Best rating of at least "A" and FSC-VIII, shall be licensed to do business in California. As part of the obligation secured by the Security and in addition to the face amount of the Security, Developer and its contractor or the surety shall secure the costs and reasonable expenses and fees, including reasonable attorneys' fees and costs, incurred by City in enforcing the obligations of this Agreement. Developer and its contractor and the surety shall stipulate and agree that no change, extension of time, alteration, or addition to the terms of this Agreement, the Public Improvements, or the Plans and Specifications shall in any way affect its obligation on the Security.

Indemnification. Developer shall defend, indemnify, and hold harmless City, its elected officials, employees, and agents from any and all actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state, or local governmental agency, arising out of or incident to any acts, omissions, negligence or willful misconduct of Developer in connection with the performance of this Agreement ("Claims"). This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. This indemnification excludes only such portion of any Claim which is caused by the active negligence or willful misconduct of City, as determined by a court or administrative body of competent jurisdiction. Developer's obligation to indemnify shall survive the expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by City, its elected officials, employees, or agents.

5. Insurance.

Business Automobile Liability.
surance. or equivalent form. with a combined single limit of not less than One Million Dolla ste tito no les in one in bail! ($1,000,000) per occurrence. Such insurance shall include coverage for the ownership, operation, maintenance, use, loading, or unloading of any auto owned, leased, hired, or borrowed by the insured or for which the insured is responsible.

5.1.4 Professional Liability. For any consultant or other professional who will engineer or design the Public Improvements, liability insurance for errors and omissions with limits not less than Iwo Million Dollars ($2,000,000) per occurrence, shall be procured and maintained for a period of five (5) years following completion of the Improvements. Such insurance shall be endorsed to include contractual liability.

5.2 Deductibles. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either: (a) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected officials, officers, employees, agents, and volunteers; or (b) Developer and its contractors shall provide a financial guarantee satisfactory to City guaranteeing payment of losses and related investigation costs, claims, and administrative and defense 5 Additional Insured; Separation of Insureds. The Required Insurance, except for the professional liability and workers' compensation insurance, shall name City as an additional insured with respect to work performed by or on behalf of Developer or its contractors, including any materials, parts, or equipment furnished in connection therewith. The Required Insurance shall contain standard separation of insureds provisions, and shall contain no special limitations on the scope of its protection to City, its elected officials, officers, employees, or agents.

5.5 Certificates; Verification. Developer and its contractors shall furnish City with original certificates of insurance and endorsements effecting coverage for the Required Insurance. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and endorsements must be received and approved by City before work pursuant to this Agreement can begin. City reserves the right to require complete, certified copies of all required insurance policies, at any time.

Term: Cancellation Notice. Developer and its contractors shall maintain the Required Insurance for the term of this Agreement and shall replace any certificate, policy, or endorsement which will expire prior to that date. All policies shall, to the extent available from commercially reasonable insurance providers, be endorsed to provide that the Required Insurance shall not be suspended, voided, reduced, canceled, or allowed to expire except on thirty (30) days' prior written notice to City.

5.7 Insurer Rating. Unless approved in writing by City, all Required Insurance shall be placed with insurers licensed to do business in the State of California and with a current A.M.

Best rating of at least "A-" and FSC-VIII.

Maintenance of Improvements. City shall not be responsible or liable for the maintenance or care of, and shall exercise no control over, the Public Improvements until such Public Improvements are accepted by City. Developer shall have no obligation to make the Public Improvements available for public use at any time before the Public Improvements are accepted by City.

9. Acceptance of Improvements; As-Built or Record Drawings. If the Public Improvements are completed by Developer in accordance with the Plans and Specifications, as determined by City Engineer, City shall be authorized to accept the Public Improvements. City may, in its reasonable discretion, accept fully completed portions of the Public Improvements prior to such time as all of the Public Improvements are complete, which shall not release or modify Developer's obligation to complete the remainder of the Public Improvements. Upon the total or partial acceptance of the Public Improvements by City, Developer shall file with the Recorder's Office of the County of San Bernardino a and exclusive property of City without any payment therefor. Notwithstanding the foregoing, City may not accept any Public Improvements (or the applicable portion thereof) unless and until Developer provides two (2) sets of "as-built" or record drawings or plans to City for all such Public Improvements (or the applicable portion thereof). The drawings shall be certified and shall reflect the condition of the Public Improvements as constructed, with all changes incorporated therein.

Warranty and Guaranty. Developer warrants and guarantees all the Public Improvements against any defective work or labor done, or defective materials furnished in the performance of this Agreement, including the maintenance of the Public Improvements, for a period of one (1) year following completion of the work and acceptance by City ("Warranty"). During the Warranty, Developer shall repair, replace, or reconstruct any defective or otherwise materially unsatisfactory portion of the Improvements, in accordance with the Plans and Specifications. All repairs, replacements, or reconstruction during the Warranty period shall be at the sole cost and expense of Developer, and shall not be eligible for credits or reimbursements. As to any Public Improvements which have been repaired, replaced, or reconstructed during the Warranty, Developer hereby agree to provide a warranty for a one (1) year period following City acceptance of the repaired, replaced, or reconstructed Public Improvements. Nothing herein shall relieve Developer from any other liability it may have under federal, state, or local law to repair, replace, or reconstruct any Public Improvement following expiration of the Warranty or any extension thereof. Developer's warranty obligation under this section shall survive the expiration or termination of this Agreement.

11. DIF Credit and Reimbursement.

11.2.1 Reasonable Soft Costs. City Engineer shall, in his or her reasonable discretion, determine the amount of reasonable soft costs eligible for credit and reimbursement under the DIF Ordinance. Such amounts may include, but are not limited to, professional engineering and design services, construction management, soils testing, permits, plan check fees, inspections, construction staking, and the cost of bonding and insurance required by this Agreement, but shall not include interest or attorneys' fees. For soft costs to be reimbursable to Developer pursuant to this Agreement, City must be able to verify that such soft costs are specifically attributable to the specified Public Improvements for which reimbursement is being made, by reference to separate subcontracts) or by another means approved by City in writing. City_ Engineer may, in his or her reasonable discretion, reduce or disallow credit/ reimbursement for any costs he or she finds excessive or unreasonable.

11.3.3 As-Built Drawings. ursuant to Section 9, Developer shall have submitted two (2) sets of final as-built drawings for the Public Improvements to City Engineer. 8 11.3.4 Acceptance of Required Public Improvements by City. The City Council shall have accepted title to the Public Improvements.

11.3.6 Compliance with DIF Ordinance and Conditions of Approval.

Developer shall be in compliance with all requirements of the DIF Ordinance and the Conditions of Approval.

12. DIF Addendum.

12.1 DIF Addendum. If Developer is entitled to a Credit/Reimbursement Amount, the Parties shall execute a Credit/Reimbursement Addendum in the form attached as Exhibit E ("DIF Addendum").

DIF Fees. • For purposes of the DIF Addendum, the amount of the DIF owed by Developer shall be calculated as of the date the fees are due pursuant to the DIF Ordinance.

Payment. If Developer's credit is less than the DIF owed, then Developer shall pay the remaining balance to City to fully satisfy Developer's DIF obligation within thirty (30) days of the execution of the DIF Addendum.

Reimbursement. If Developer is entitled to a reimbursement, City shall reimburse the balance to Developer in accordance with the provisions of the DIF Ordinance.

Assignment. Prior to completion of the Public Improvements, Developer may assign this Agreement to a third party ("Assignment"), subject to the approval of City's Director of Development Services ("Director") in his/her reasonable discretion. If Developer desires to assign this Agreement, Developer shall provide detailed information as to the proposed assignee ("Assignee") as requested by City including but not limited, evidence of Assignee's right to acquire the Property, its background and financial information evidencing the ability of Assignee to complete the Public Improvements. Any assignment of this Agreement shall not release Assignor.

14. Default: Notice: Remedies.

14.1 Notice. If Developer neglects, refuses, or fails to fulfill or timely complete any obligation, term, or condition of this Agreement, or if City determines there is a violation of any federal, state, or local law, ordinance, regulation or code, City may at any time thereafter declare Developer to be in default or violation of this Agreement and make written demand upon Developer or its surety, or both, to immediately remedy the default or violation ("Notice of Default"). Developer shall substantially commence the work required to remedy the default or violation within five (5) business days of the Notice of Default. If the default or violation constitutes an immediate threat to the public health, safety, or welfare, City may provide the Notice of Default verbally, and Developer shall substantially commence 9 the required work within twenty-four (24) hours thereof. Immediately upon City's issuance of the Notice of Default, Developer and its surety shall be liable to City for all costs of construction and installation of the Public Improvements and all other administrative costs or expenses, as provided for in Section 15 of this Agreement.

14.2 Failure to Remedy: City Action. If the work required to remedy the noticed default or violation is not commenced within the time required under Section 14.1 of this Agreement and diligently prosecuted to completion, City may complete all remaining work, arrange for the completion of all remaining work, and/or conduct such remedial activity as in its reasonable discretion it believes is required to remedy the default or violation. All such work or remedial activity shall be at the sole and absolute cost and expense of Developer and its surety, without the necessity of giving any further notice to Developer or surety. In the event City elects to complete or arrange for completion of the remaining work and the Public Improvements, City may require all work by Developer or its surety to cease in order to allow adequate coordination by City.

15. Administrative Costs. If Developer fails to construct and install all or any part of the Public Improvements, or if Developer fails to comply with any other obligation contained herein, Developer and its surety shall be jointly and severally liable to City for all administrative expenses, fees, and costs, including reasonable attorneys' fees and costs, incurred in obtaining compliance with this Agreement or in processing any legal action or for any other remedies permitted by law.

16. Miscellaneous.

To City: City of Chino
13220 Central Ave.

Chino, CA 91710
Attn: Director of Development Services
Email: [email protected]
10 With Copy to: Aleshire & Wynder, LLP
188881 Von Karman Ave., Suite 1700
Irvine, CA 92612
Attn: Fred Galante, Esq.

Email: [email protected]
To Developer: Meritage Homes of California, Inc.

Attn: Elliot Mann
5 Peters Canyon Rd., Ste. 310
Irvine, CA 92606
Meritage Homes
Attn: Tim Clemens
8800 E. Raintree
Scottsdale, AZ 85260

16.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate, or convenient to attain the purposes of this Agreement.

16.5 Construction; References: Captions. The Parties agree that the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days, or period for performance shall be deemed calendar days and not work days, unless specified therein. All references to Developer include all personnel, employees, agents, and contractors of Developer, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this

16.6 Amendment; Modification. No supplement, modification, or amend-mint of this Agreement shall be binding unless executed in writing and executed by both Parties.

Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual right by custom, estoppel, or otherwise.

16.8 Binding Effect. Each and all of the covenants and conditions shall be binding on and shall inure to the benefit of the Parties, and their successors, heirs, personal representatives, or assigns. This section shall not be construed as an authorization for any Party to assign any right or obligation.

16.9 No Third-Party Beneficiaries. There are no intended third-party beneficiaries of any right or obligation assumed by the Parties.

16.10 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
11 16.11 Governing Law; Consent to Jurisdiction and Venue. This Agreement shall be activities undertaken pursuant to this Agreement, shall be filed and prosecuted in the appropriate California State Court in the County of San Bernardino, California. arties agree to execute all documents and proceed with dne diligence to complete all covenants and Time is of the essence in this Agreement, and th conditions.
shal osite a re oles tie Agree may be nined in comerpans, each or which City Officers and Employees. No officer or employee of City shall b ersonally liable to Developer or any successors in interest in the event of any default or breach by Ci or for any amount that may become due to Developer or any successors) in interest or for breach of any bligation of the terms of this Agreement. No officer or employee of Developer shall be personally liabl to City or any successor(s) in interest in the event of any default or breach by Developer or for an amount that may become due to City or their successors in interest or for breach of any obligation of the terms of this Agreement.
and Developer and 5 petite are in this em stonen or nice ere meety and

16.16 Exhibits. The following exhibits are attached hereto and incorporated herein by reference:

MERITAGE HOMES OF CALIFORNIA, CITY:

INC.:

CITY OF CHINO, a municipal corporation
By: 416 M
Its: Tantyne
DATED: Our 7,2019
ATTEST:

Angel Robles, City Clerk
APPROVED AS TO CONTENT:

N. C
Nicholas Ligueri
Director
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
By:

Fred Galante, City Attorney
DEVELOPER: TWO PERSONS AUTHORIZED BY THE APPLICABLE ENTITY FORMATION DOCUMENTS SHALL EXECUTE THIS AGREEMENT. COPIES OF

APPLICABLE DOCUMENTS EVIDENCING SUCH AUTHORITY SHALL BE PROVIDED TO CITY. DEVELOPER SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE

ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE APPLICABLE FORMATION DOCUMENTS FOR THE ENTITY.

DocuSign Envelope ID: 4724D152-133E-4C6B-87CA-5D4D0E4BED88 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and year first above written.

MERITAGE HOMES OF CALIFORNIA, CITY:

INC.:

CITY OF CHINO, a municipal corporation
By: 4k1M1 By: _
Its: Matthew C. Ballantyne
City Manager
By:
ivişim Resple n DATED: _, 2019
ATTEST:

Angela Robles, City Clerk
APPROVED AS TO CONTENT:

Nicholas Ligueri
Director
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
- DocuSigned by:

By:

Fred Galanie, City Attorney
DEVELOPER: PERSONS AUTHORIZED BY THE APPLICABLE ENTITY
FORMATION DOCUMENTS SHALL EXECUTE THIS AGREEMENT. COPIES OF

APPLICABLE DOCUMENTS EVIDENCING SUCH AUTHORITY SHALL BE PROVIDED TO CITY. DEVELOPER SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE

State of California
County of Orange) ss.

On September 12, 2019, before me, Tracey Curioso, Notary Public, personally appeared Lester Tucker, who proved to me on the basis of satisfactory evidence to be the person(s) whose names) 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 his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) 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.

TRACEY CURIOSO
Notary Public - California
Orange Counly
Commission #2227667
My Comm. Expires Jan 6, 2022
Жистиного
Signature (seal)
Tracey Curjoso, Notary Public, #2227667
(Commission Expires Jan 6, 2022)

State of California
County of Orange} ss.

On September 12, 2019, before me, Tracey Curioso, Notary Public, personally appeared Elliot Mann, who proved to me on the basis of satisfactory evidence to be the person(s) whose names) 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 his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) 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.

TRACEY CURIOSO
Notary Public - California
Orange County
Commission # 2227667
My Comm. Expires Jan 6, 2022
Signature (seal)
Tracey Curioso, Notary Public, #2227667
(Commission Expires Jan 6, 2022)

EXHIBIT A

SITE MAP
EXHIBIT "A" - TM 18903

SITE PLAN
---

RUSHMORE COURT (PUBLIC) RUSHMORE
(ExISTINE)

AIRELANE AVENUE (SXISTNG) RYAN WAY (PUBLIC)
.. WHITNEY

EXISTING)

DENALI LANE (UBLIO)

HUTT-ZOUARS
2603 Man
CATE: 06/:3/2G19

EXHIBIT B

CONDITIONS OF APPROVAL
JA JP x MB

DH IA DC
AC
Mall Sent: 4/13/
: Mike h

PUBLIC WORKS DEPARTMENT CONDITIONS OF APPROVAL
PL 16-0529 (TRACT MAP NO. 18903)

CITY COUNCIL
DATE: April 13, 2017 MEETING DATE: April 18, 2017
PROJECT DESCRIPTION: Single-family residential (38 lots) PROJECT LOCATION: SWC Norton Ave & Rushmore Ct
APPLICANT: _MLC Holdings, Inc. PROJECT ENGINEER: Michael Bhatanawin

PRIOR TO THE THREE MAJOR DEVELOPMENT EVENTS, THE APPLICANT SHALL SATISFY AND FULFILL ALL CONDITIONS OUTLINED BELOW. FAILURE TO COMPLY WITH ANY CONDITIONS OF

APPROVAL SHALL BE DEEMED JUST CAUSE FOR REVOCATION OF PROJECT APPROVAL BY THE PLANNING COMMISSION. HOWEVER, THE DIRECTOR OF COMMUNITY DEVELOPMENT, THE

ASSISTANT CITY MANAGER, AND/OR THE DIRECTOR OF PUBLIC WORKS SHALL HAVE THE

AUTHORITY TO APPROVE MINOR DEVIATIONS IN THE CONDITIONS OF APPROVAL, AND ALL PLANS INCLUDING THE CONSTRUCTION DRAWINGS.

1.0 PRIOR TO MAP RECORDATION:

1.1 Provide a preliminary Title Report no older than 60 days.

1.2 Submit a preliminary soils report to the project engineer for review and approval in accordance with Government Code, Section 66434.5.

1.3 Make the following dedications:

Street Name Distance Direction From C/L
Pipeline Ave 44-ft East
Norton Ave 30-ft West
Rushmore Ct 30-ft North, South
"A" St 30-ft North, South
"B" St 30-ft West, East
4 Prepare and record necessary drainage easements to implement the project in accordanc ith drainage lav
15 Point inate ano at cocal a dogs, pren as a contin ingress and egress and PL 16-0529 (TM 18903) 2 April 18, 2017

1.7 Execute a Subdivision Agreement and submit security in an amount acceptable to the City Engineer to guarantee construction of the public improvements listed in 2.6. All security must be accessible to the City at any time and in a form acceptable to the Assistant City Manager, pursuant to Government Code, Section 66499.

1.8 Provide a Monumentation Bond in an amount specified in writing by a Registered Engineer or Licensed Land Surveyor of Record.

1.9 Submit a list of proposed street names for the interior streets to the Street Naming Committee for name(s) selection.

1.10 Comply with all applicable requirements of the City Code.

1.11 Pay all applicable fees pursuant to City Code including, but not limited to, plan check fees.

1.12 NOT USED

1.13 Obtain all rights and interests to the existing groundwater well facility located at the northeast corner of the project site (APN #1019231080000).

1.14 Dedicate an easement (a total of 20-ft) to the City of Chino for storm drain purposes on the westerly side of Lot 29. No permanent structures are to be constructed within this easement.

See COA 2.23.

2.0 PRIOR TO ISSUANCE OF BUILDING PERMITS FOR ANY LOT WITHIN THE SUBDIVISION! PRIOR TO ISSUANCE OF CONSTRUCTION PERMITS:

2.1 Record Tract Map No. 18903 pursuant to the Subdivision Map Act and in accordance with City Code. Provide a duplicate photo mylar of the recorded map to the City Engineer's office.

Prepare and submit a drainage study, including supporting hydraulic and hydrological data to the project engineer for approval. The study shall confirm or recommend changes to the City's adopted Master Drainage Plan by identifying off-site and on-site storm water runoff impacts resulting from build-out of permitted General Plan land uses. In addition, the study shall identify the project's contribution and shall provide locations and sizes of catchments and system connection points and all downstream drainage-mitigating measures

2.5 Provide a certificate, from a Registered Civil Engineer, certifying that the finished grading has been completed in accordance with the City approved grading plan.

PL 16-0529 (TM 18903) 3 April 18, 2017

2.6 Design per City Standards full public improvements for all exterior and interior streets/facilities in accordance with City Code, Standards and Specifications. Such public improvements ma niu the but not be liner of to the following: (Please coordinate and verify all requirement Street Names
Pipeline Norton Rushmore
Ave (28) Ave(8) Ct(25)
20-32
Curb & Gutter (Offset from Centerline) (varies)!" 18(9) - 18° Sidewalk (Width) 500) 5(9)
Asphalt Concrete Pavement on Aggregate Base
18-30
(Width from Centerline) (varies) (122) 16'(9.22) 16'
Asphalt Concrete Overlay
Median Island and Landscaping
Parkway Landscaping(4)
Striping and Traffic Controls xx
Traffic Signal Interconnect
Conduit System for CATV
Sewer Main X(10)
Sewer Lateral X(5)
X(6) X(23)
Domestic Water X(11)
Recycled Water
Fire Hydrants as required by CVIFD
Driveway Approach XI7) XI7)
Street Names
"A" "B"
St St
Curb & Gutter (Offset from Centerline) 18'
5'
16'
Asphalt Concrete Overlay
Street Lights(3) X
Median Island and Landscaping
Parkway Landscaping(4) X
Striping and Traffic Controls
Traffic Signal Interconnect
Conduit System for CATV
Sewer Main X(12) X(15)
Sewer Lateral
Storm Drain X(13) X(24)
Domestic Water X(14) X(16)
Recycled Water
Fire Hydrants as required by CVID X
Driveway Approach
2 PL 16-0529 (TM 18903) April 18, 2017

1. From Biscayne St to Chino Ave.

2. Pay an in-lieu fee for the removal of interim street improvements and construction of ultimate street improvements on Pipeline Avenue along the project frontage. The fee shall be based on a Civil Engineer's cost estimate to be reviewed and approved by the City.

3. See COA 2.16

4. See COA 2.17.

5. Laterals are to be constructed and capped at the property line or as determined by City staff. Property owner is responsible for making future connection to the building.

6. Construct a 45" storm drain line from "A" St to Chino Ave. This includes construction of catch basins as may be needed to capture street flow.

7. Remove and replace existing driveway approaches per City Std. No. 240 to accommodate street improvements as necessary.

8. Coordinate with adjacent property owners to construct public improvements including, but not limited to, sidewalk and residential driveways.

9. From northerly project limit to Heritage Park.

10. Construct an 8" sewer line from cul-de-sac terminus to Norton Ave.

11. Construct an 8" domestic water line from cul-de-sac terminus to Norton Ave.

12. Construct an 8" sewer line from Pipeline Ave to "B" St.

13. Construct a 45" storm drain line from Pipeline Ave to "B" St.

14. Construct an 8" domestic water line from Pipeline Ave to "B" St.

15. Construct an 8" sewer line from Rushmore Ct to "A" St.

16. Construct an 8" domestic water line from Rushmore Ct to "A" St.

17. NOT USED

18. Final pipe sizes are subject to change based on the approved technical studies.

19. Public improvements (e.g. sidewalk, curb ramps) must comply with ADA regulations.

20. These improvements are NOT eligible for DIF credit per the City Code.

21. NOT USED
22 Incordain with rie renai read of relay may be samples a fed porn ton or ne ity

23. Construct a storm drain line from the cul-de-sac terminus to "B" St.

24. Construct a storm drain line from Rushmore Ct to "A" St.

25. Construct cul-de-sac per City Std. No. 105.

2.7 Obtain design and plan approval from appropriate utility companies for undergrounding all utility lines adjoining and interior to the project, including power lines of 34.5 kV or less, in accordance with City Code, Chapter 13.32.

2.9 All projects developing one (1) acre or more of total land area, or which are part of a larger phased development that will disturb one acre of land, are required to obtain coverage under the State Water Resources Control Board's (SWRCB) General Permit for storm water discharges associated with construction activity. Proof of filing a Notice of Intent (NOI) with the SWRCB for coverage under this permit is required. A copy of the Waste Discharger's Identification Number (WDID), issued by the SWRCB, must be submitted to the Project Engineer prior to issuance of grading permits. More detailed information regarding this General Permit, applicable fee information and the necessary forms to complete the NOl are available by calling 916) 341-5537 or on the SWRCB web site at http://www.swrcb.ca.gov/water_issues/programs/stormwater/constpermits.shtml.

PL 16-0529 (TM 18903) 5 April 18, 2017
Pursuant to Santa Ana Regional Water Quality Control Board Order Number R8-2010-0036, NDES Permit No. CAS618036, prepare a project-specific Water Quality Management Plan (WQMP) and submit to the project engineer for review and approval. To address NPDES to specify preferential use of Low Impact Development Best Management Practices that reduce pollutants and runoff volume through structural measures (e.g. infiltration, harvesting, and bio-treatment) and non-structural measures (e.g. preserving natural areas, clustering development, and reducing impervious areas. The WQMP shall conform to the requirements of the San Bernardino County Stormwater Program, 2013 WQMP Technical Guidance Document.

2.12 Convey ownership of all existing onsite water wells to the City and convert to monitoring wells as directed by the City's Water Utilities Supervisor. Prepare and record any necessar easements to provide the City with access to the monitoring wells. Any existing water well that cannot be feasibly converted to monitoring wells shall be destroyed per City Standard No. 465.

2.13 All public street corners shall have a minimum curb radii per City Code, Chapter 19.06 and City Standards and Specifications.

Provide adequate sight distance per City Standard No. 1025 for all intersections.

Landscaping type and height shall be maintained to ensure sight distance requirements are perpetuated.

Submit to the City electronic files, in Adobe Acrobat PDF format, of all submittals, including reports, studies, improvement plans and City redlines of previous submittals.

2.16 Complete and file the petition for annexation of your project property to the City's Landscape and Street Lighting Maintenance District MD 2002-1 for street light maintenance and energy

2.17 The developer is responsible for the continued maintenance of common area landscaping and parkway landscape areas. The project is required to establish an association for the continued operation and maintenance of the above improvements.

2.18 The Homeowner's Association (HOA) shall be responsible for repairing or replacing any

2.19 Comply with all requirements of the Traffic Impact Analysis (TIA) dated February 14, 2017 cluding participation in fair share contributions and construction of required improvemer d mitigation measures as shown on the Mitigation Monitoring and Reporting Program, mitigate impacts. Signing/striping should be implemented in accordance with the approved

2.20 Pay fair share contribution for improvements at the intersection of Norton Avenue at Riverside Drive ($17,225) as described in Section 12 of the TIA dated February 14, 2017.

PL 16-0529 (TM 18903) 6 April 18, 2017

2.22 Quitclaim the following:
10-ft drainage easement through Lots B, C, and 28, and "A" St Waterline easement from the northerly project limit to its terminus in Lot 12 (this affects "A" St and Lots 5 and 12).

2.23 • Construct storm drain improvements through the westerly side of Lot 29 to direct street drainage north of the project site (on Preciado Avenue) to the proposed storm drain on Rushmore Court. These storm drain improvements shall be constructed within the 20-ft storm drain easement (see COA 1.14) and the Preciado Ave right-of-way. Offsite street drainage north of the project site is not required to be captured and treated by this project. These flows will be conveyed directly into the proposed storm drain pipe. Above ground improvements within the easement area and the Preciado Ave right-of-way are to be reviewed and approved

3.0 PRIOR TO REQUEST AND RELEASE OF ANY OCCUPANCY PERMITS:

3.1 Construct and secure Public Works Department approval of all required improvements and public facilities enumerated under Section 2.0 above (per Resolution No. 88-23).

3.2 Underground all utility lines adjoining and interior to the project, including power lines of

34.5kV or less in accordance with City Code, Chapter 13.32.

3.5 Slurry seal along all streets impacted by the development as directed by City staff. Install signing and striping per approved plans.

3.7 Submit a report certifying that all public improvements constructed as part of the project are cause existing public improvements adjacent to or within the project area to be reconstructed in order to comply with ADA regulations.

PL 16-0529 (TM 18903) 7 April 18, 2017
MB
Attachment

CITY OF CHINO

PUBLIC WORKS DEPARTMENT

ENGINEERING DIVISION

ITEMS REQUIRED FOR FIRST PLAN CHECK SUBMITTAL
TRACT MAP NO. 18903 (PL 16-0529)
PROJECT ENGINEER: Michael Bhatanawin
DATE:

A COPY OF THIS CHECK LIST MUST BE SUBMITTED WITH THE FIRST PLAN CHECK 1 Copy of Public Works Department Conditions of Approval 2 Sets of Maps (Subdivision Only)
2 Copies of preliminary Title Report (no older than six months) (Subdivision Only) 2 Copies of Closure Calculations (Subdivision Only)
1 Set of Referenced Maps (Subdivision Only)
2 Copies of Preliminary Soils Report (no older than sixty days) 2 Copies of lot line adjustment certificate
2 Copies of lot merger
2 Copies of right-of-way dedication
4 Sets of Rough Grading Plans
X 5 Sets of Precise Grading Plans
4 Sets of Storm Drain Plans
X 2 Copies of Hydrology and Hydraulic Calculations with Backup Data (Signed and Sealed by a Registered Civil Engineer
2 Copies of Engineering Cost Estimate (On City Forms) with Engineer's Wet Signature and Stamp Sets of Street Improvements Plans
2 Copies of Cross-Sections (if street plans are required) at 50' intervals and extended a minimum of 100' beyond limits of improvements
3 Sets of Sewer Plans
3 Sets of Domestic Water Plans
3 Sets of Recycled Water Plans
2 Sets of Street Light Plans
X 2 Copies of Voltage Drop Calculations (Signed and Sealed by a Registered Engineer) 2 Sets of Signing and Striping Plans
2 Sets of Traffic Signal Interconnect Plans
2 Sets of Traffic Signal Plans
X 1 Water Quality Management Plan
Rev. 2/27/17 MB

EXHIBIT C

EXHIBIT D

SCHEDULE OF PERFORMANCE
Task Task Name Duration Start Finish
Mode
1 * CONTRACT TIME 50 days Mon 10/28/1 Fri 1/3/20
2 * NOTICE OF AWARD 0 days Mon 8/19/15Mon 8/19/19
* SUBMIT SUBMITTALS O days Wed 8/21/19 Wed 8/21/19
4 * APPROVED SUBMITTALS 0 days Mon 9/16/19 Mon 9/16/19
LONG LEAD ITEMS 7X4'RCB & 66" RCP 30 days Mon 9/16/19 Fri 10/25/19 6 * MOBILIZATION 1 day Mon 10/28/1 Mon 10/28/15
7 * POTHOLING 3 days Tue 10/29/15 Thu 10/31/19
8 * TRAFFIC CONTROL 26 days Tue 10/29/15 Tue 12/3/19 my 12/3 9 * T' X 4' RCB 6 days Fri 11/1/19 Fri 11/8/19
10 * TRANSITION STRUCTURE 45" RCP . 4 days Sat 11/2/19 Wed 11/6/19 7'X4'RCB
11 * 66" RCP 13 days Mon 11/11/1 Wed 11/27/15 CP
12* TRANSITION STRUCTURE 7' X4' RCB 2.5 days Tue Thu 11/14/19 " RCB-66 RCP -66" RCP 11/12/19
13 * 4g" RCP 6 days Thu 11/28/1: Thu 12/5/19 i, 48" RCP 14 # 42" RCP 4.5 days Fri 12/6/19 Thu 12/12/19 12/6 712/12 ng 42° RCP 15 * 36" RCP 6 days Thu 12/12/19 Fri 12/20/19 12/12 012/20 , 36" RCP ÷ RCP
16 24" RCP 0,5 days Thu 11/28/15 Thu 11/28/19
17 * CONCRETE STRUCTURES MH,CB,JS, , CONCRETE STRUCTURES MH,CB,JS, COLLARS & BULKHEADS 22 days Thu Mon
COLLARS & BULKHEADS 11/14/19 12/16/19
18 * HEADWALL WING TYPE W\TRASH RACK 7 days Fri 12/20/19 Tue 12/31/19 12/20 1792/31 I HEADWALL WING TYPE WTRASH RACK 19 * 4" SEWER CHIMNEY LATERAL 6 days Tue 11/5/19 Tue 11/12/19 CLEANOUT

WICLEANOUT
20 * 4" SEWER LATERAL WACLEANOUT 4 days Wed 11/13/1 Mon 11/18/15 ELEANOUT Project: LANDMARK TRACT 189| Task Deadline Manual Progress Miestone
Date: Mon 9/16/19 Split Progress
Summary

EXHIBIT E
ADDENDUM NO <>> - CONTRACT NO. «>
(Assignment of Credit)
* Contract No.
* Assignor:

Project Name:
* Credit Reimbursement Amount:

Total Approved Costs $.

Estimated Credits
Assigned Credits
Balance Forward $.

Meritage Homes of California, Inc. is hereby transferring credits in the amount of $<<> to:
in Assignee:

Attn:
* Credit Transfer Amount: $. -
* Remaining Balance: $_
Any transfer or assignment of credits or reimbursement rights acknowledged in this Addendum shall be made in accordance with City procedures, on a form approved by and acknowledged by the City. All parties to this Addendum agree that City will have no obligation to recognize or honor an assignment or transfer that does not comply with the terms of this Addendum." [SIGNATURES ON FOLLOWING PAGE]
MERITAGE HOMES OF CALIFORNIA, INC.:

Signature, Title
Date:
<<ASSIGNEE>>:

Signature, Title
Date:

CITY OF CHINO ACKNOWLEDGEMENT:

Signature, Title
Date:

Chino City CouncilMarch 19, 2024

Chino City Council
March 19, 2024