Exhibit B - Fully Executed Subdivision Improvement Agreement & Bonds Tract Map No.19951

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SUBDIVISION IMPROVEMENT AGREEMENT
between

CITY OF CHINO
and
LENNAR HOMES OF CALIFORNIA, INC.
a California Corporation)
01225. 0006/ 369377. 1 Updated 11- 2017

SUBDIVISION IMPROVEMENT AGREEMENT BETWEEN

THE CITY OF CHINO
AND
LENNAR HOMES OF CALIFORNIA, INC.
a California Corporation)
Agreement Date: December 18th, 2018
Subdivider Name: Lennar Homes of California. Inc., a California Corporation hereinafter" Subdivider)
Subdivision Description: Tract Map No. 19951 - 93- single family detached residential dwelling units on approximately 14. 29 acres located at the northwest corner of Bickmore and Alpine Meadows Avenues ( hereinafter" Subdivision")
Tentative Map No.: 19951 - Approval Date: June 30th, 2015 hereinafter" Approved Tentative Map")
Estimated Total Cost of Improvements: $ 438, 100. 00
Estimated Total Cost of Monumentation: $ 3, 808. 00 ( based upon the plans, including individual lots, subdivision boundary and public improvements) Security:

Bond No.:

Surety:
01225. 0006/ 369377. 1
Designees for the Service of Written Notice:

CITY: SUBDIVIDER:

Christopher L. Magdosku Lennar Homes of California, Inc., a California City Engineer Corporation
13220 Central Avenue Blaine Humbles, Assistant Project Manager Chino, CA 91710 blaine. humbles@lennar. com
909) 334- 3417 951) 817- 3582

CITY PROJECT INSPECTOR SURETY
Ronnie Hernandez
Permit& Inspection Supervisor
13220 Central Avenue
Chino, CA 91710
909) 334- 3433
01225. 0006/ 369377. 1
es (
hereinafter" Subdivision")TentativeMap No.: 19951 -ApprovalDate: June 30th, 2015 hereinafter" Approved
Tentative Map") EstimatedTotal Cost of Improvements: $438, 100. 00 EstimatedTotal Cost of Monumentation: $3, 808. 00 ( based upon the plans, includingindividual lots, subdivisionboundaryand public
improvements)Security:

Bond
No.: Surety: 01225. 0006/

TABLE OF CONTENTS

1. Construction Obligations . 1

1. 1 Works of Improvement

1. 2 Other Obligations Referenced in Conditions of Tentative Map Approval

1. 3 Intent of Plans

1. 4 Survey Monuments

1. 5 Performance of Work

1. 6 Changes in the Work

1. 7 Defective Work

1. 8 No Warranty by City

1. 9 Authority of the City Engineer

1. 10 Documents Available at the Site

1. 11 Inspection

1. 12 Compliance with Law; Applicable Standards for Improvements

1. 13 Suspension of Work

1. 14 Erosion and Dust Control and Environmental Mitigation

1. 15 Final Acceptance of Works of Improvement

1. 16 Vesting of Ownership

1. 17 Subdivider' s Obligation to Warn Public During Construction

1. 18 Injury to Public Improvements, Public Property or Public Utility

2. Time for Performance 5

2. 1 Commencement and Completion Dates

2. 2 Phasing Requirements

2. 3 Force Majeure

2. 4 Continuous Work

2. 5 Reversion to Acreage

3. Labor 6

3. 1 Labor Standards

3. 2 Nondiscrimination

3. 3 Licensed Contractors

3. 4 Workers' Compensation

4. Security 7

4. 1 Required Security

4. 2 Form of Security Instruments

4. 3 Subdivider' s Liability

4. 4 Letters of Credit

4. 5 Release of Security Instruments

5. Cost of Construction and Provision of Inspection Service 10

5. 1 Subdivider Responsible for All Related Costs of Construction 01225. 0006/ 369377. 1
F J.

5. 2 Payment to City for Cost of Related Inspection and Engineering Services

5. 3 Payment of Development Impact Fees

6. Acceptance of Offers of Dedication 10

7. Warranty of Work 11

8. Default 11

8. 1 Default by Subdivider

8. 2 Remedies

8. 3 Notice of Violation

8. 4 Remedies Not Exclusive

8. 5 Attorney' s Fees and Costs

8. 6 Waiver

9. Indemnity/ Hold Harmless 12

10. Subdivider' s Indemnity of Project Approval 13

11. Insurance Requirements 14

12. Environmental Warranty 16

13. General Provisions 17

13. 1 Successors and Assigns

13. 2 No Third- Party Beneficiaries

13. 3 No Vesting Rights

13. 4 Subdivider is Not Agent of City

13. 5 Time of the Essence

13. 6 Notices

13. 7 No Apportionment

13. 8 Severability

13. 9 Captions

13. 10 Incorporation of Recitals

13. 11 Interpretation

13. 12 Entire Agreement; Waivers and Amendments

13. 13 Counterparts

14. Authority 18
01225. 0006/ 369377. 1
LicensedContractors3. 4
Workers' Compensation4.

Security7 4. 1
RequiredSecurity4. 2
Formof Security
Instruments4. 3 Subdivider'
s Liability4. 4 Letters of
Credit4. 5 Releaseof
SecurityInstruments5. Costof
Constructionand Provisionof InspectionService
10 5. 1 Subdivider Responsiblefor All Related Costs of
Construction01225.0006/ 369377. 1

SUBDIVISION IMPROVEMENT AGREEMENT
THIS SUBDIVISION IMPROVEMENT AGREEMENT ( this " Agreement") is entered into this
18th
day of December, 2018, by and between the CITY OF CHINO, a municipal corporation, organized and existing in the County of San Bernardino, under and by virtue of the laws of the State of California, (" CITY"), and LENNAR HOMES OF CALIFORNIA, INC., a California Corporation ( Subdivider").

RECITALS
A. Subdivider is the owner of, and has obtained approval of a subdivision map identified as Tentative Tract Map No. 19951, ( the " Map"), located in the City of Chino, County of San Bernardino, State of California ( the " Property"), as described on Exhibit " A". The Map requires Subdivider to comply with certain conditions of approval for the development of the Property ( the " Conditions") as described on Exhibit " B".

B. Pursuant to the Conditions, Subdivider, by the Map, has offered for dedication to City for public use of the streets and easements shown on the Map. City desires to accept the streets and easements shown on the Map for public use, and certain other improvements described in this Agreement.

C. Subdivider has delivered to City, and City has approved, plans and specifications and related documents for certain " Works of Improvement" ( as hereinafter defined) which are required to be constructed and installed in order to accommodate the development of the Property.

D. Subdivider' s agreement to construct and install the Works of Improvement pursuant to this Agreement and its offer of dedication of the streets, easements and other improvements and facilities, as shown on the Map, are a material consideration to City in approving Tract Map No. 19951 for the Property and permitting development of the Property to proceed.

COVENANTS
Based upon the foregoing Recitals which are incorporated herein by reference and in consideration of City' s approving the Map for the Property and permitting development of the Property to proceed, Subdivider agrees to timely perform all of its obligations as set forth herein.

1. Construction Obligations.

1. 1. Works of Improvement. Subdivider agrees, at its sole cost and expense, to construct or install, or cause to be constructed or installed the street, drainage, domestic water, sanitary sewer, street lighting, landscaping, utility, and other improvements more fully described in Exhibit " B" attached hereto ( the " Works of Improvement"), as the same may be supplemented and revised from time to time as set forth in this Agreement ( said plans and specifications, together with all related documents, the " Plans"). The estimated construction cost for the Works of Improvement is $ 438, 100. 00.
01225. 0006/ 369377. 1 1 of 19

1. 2. Other Obligations Referenced in Conditions of Tentative Map Approval. In addition to the foregoing, Subdivider shall satisfy all of the Conditions on the Map for the Property. The Conditions associated with the Map are included in Exhibit "B" attached hereto.

1. 3. Intent of Plans. The intent of the Plans referenced in Section 1. 1 is to prescribe a complete work of improvement which Subdivider shall perform or cause to be performed in a manner acceptable to the City Engineer, ( or designee), and in full compliance with all codes and the terms of this Agreement. Subdivider shall complete a functional or operable improvement or facility, even though the Plans may not specifically call out all items of work required for Subdivider' s contractor to complete its tasks, incidental appurtenances, materials, and the like. If any omissions are made or information necessary to carry out the full intent and meaning of the Plans, Subdivider or its contractor shall immediately notify its design engineer who will seek approval of the City Engineer for furnishing of detailed instructions. In the event of any doubt or question arising regarding the true meaning of any of the Plans, reference shall be made to the City Engineer whose decision thereon shall be final.

Subdivider recognizes that the Plans consist of general drawings. All authorized alterations affecting the requirements and information given on the Plans shall be in writing and approved by the City Engineer. The Plans shall be supplemented by such working or shop drawings as are necessary to adequately control the work. Without the City Engineer' s prior written approval, no change shall be made by Subdivider or its contractor to any plan, specification, or working or shop drawing after it has been stamped as approved.

1. 4. Survey Monuments. Before final approval of street improvements, Subdivider shall place survey monuments as shown on Tract Map No. 19951 in accordance with the provisions of the State Subdivision Map Act and the Subdivision Ordinance of the City of Chino. Subdivider shall provide security for such obligation as provided in Section 4.1(a)(iii) and, after setting the monuments, Subdivider shall furnish the City Engineer written notice of the setting of said monuments and written proof of having paid the engineer or surveyor for the setting of said monuments.

1. 5. Performance of Work. Subdivider shall furnish or cause to be furnished all materials, labor, tools, equipment, utilities, transportation, and incidentals required to perform Subdivider' s obligations under this Agreement.

1. 6. Changes in the Work. The City Engineer, without invalidating this Agreement and without notification to any of the sureties or financial institutions referenced in Paragraph 4, may order extra work or may make changes by altering or deleting any portion of the Works of Improvement as specified herein or as deemed necessary or desirable by the City Engineer as determined necessary to accomplish the purposes of this Agreement and to protect the public health, safety, or welfare. The City Engineer shall notify Subdivider or its contractor in writing by Correction Notice) at the time a determination has been made to require changes in the work. No field changes performed or proposed by Subdivider or its contractor shall be binding on City unless approved in writing by the City Engineer. The City and Subdivider may mutually agree upon changes to the Works of Improvement, subject to the security requirements in Section 4.

1. 7. Defective Work. Subdivider shall cause its contractor to repair, reconstruct, replace, or otherwise make acceptable any work found by the City Engineer to be defective. 01225. 0006/ 369377. 1 2 of 19

1. 8. No Warranty by City. The Plans for the Works of Improvement have been prepared by or on behalf of Subdivider or its consultants or contractors, and City makes no representation or warranty, express or implied, to Subdivider or to any other person regarding the adequacy of the Plans or related documents.

1. 9. Authority of the City Engineer. In addition to the authority granted to the City Engineer elsewhere in this Agreement, the City Engineer shall have the authority to decide all questions which may arise as to the quality and acceptability of materials furnished and work performed, and all questions as to the satisfactory and acceptable fulfillment of the terms of this Agreement by Subdivider and its contractor.

1. 10. Documents Available at the Site. Subdivider shall cause its contractor to keep a copy of all approved Plans at the job site and shall give access thereto to the City's inspectors and engineers at all times.

1. 11. Inspection. Subdivider shall have an authorized representative on the job site at all times during which work is being done who has full authority to act for Subdivider, or its design engineer, and Subdivider' s contractor( s) regarding the Works of Improvement.

Subdivider shall cause its contractor to furnish the City with every reasonable facility for ascertaining whether or not the Works of Improvement as performed are in accordance with the requirements and intent of this Agreement, including the Plans. If the City inspector requests it, the Subdivider' s contractor, at any time before acceptance of the Works of Improvement, shall remove or uncover such portions of the finished work as may be directed which have not previously been inspected. After examination, the Subdivider' s contractor shall restore said portions of the work to the standards required hereunder. Inspection or supervision by the City Engineer ( or designee) shall not be considered as direct control of the individual workmen on the job site. City's inspectors shall have the authority to stop any and all work not in accordance with the requirements contained or referenced in this Agreement.

The inspection of the work by City shall not relieve Subdivider or its contractor of any obligations to fulfill this Agreement as herein provided, and unsuitable materials or work may be rejected notwithstanding that such materials or work may have been previously overlooked or accepted.

1. 12. Compliance with Law; Applicable Standards for Improvements. In addition to the express provisions of this Agreement and the Plans, Subdivider shall cause construction of the Works of Improvement to be completed in accordance with all other applicable federal, state, and local laws, ordinances, rules and regulations. In addition, without limiting the foregoing, the Subdivider shall, at its expense, obtain and comply with the conditions of all necessary permits and licenses for the construction of the Works of Improvement. The Subdivider shall also give all necessary notices and pay all fees and taxes as required by law.

Subdivider shall construct the improvements in accordance with the City standards in effect at the time of the adoption of the Approved Tentative Map. City reserves the right to protect the public safety or welfare or comply with applicable Federal or State law or City zoning ordinances.

1.13. Suspension of Work. The City Engineer shall have authority to order suspension of the work for failure of the Subdivider' s contractor to comply with law pursuant to Section 01225. 0006/ 369377. 1 3 of 19
e Work. Subdivider shall
cause its contractor to repair, reconstruct,replace, or otherwisemakeacceptableany workfoundby the City Engineer to be defective.01225.

1. 12. In case of suspension of work for any cause whatsoever, Subdivider and its contractor shall be responsible for all materials and shall store them properly if necessary, and shall provide suitable interim drainage and/or dust control measures, and erect temporary structures where necessary.

1. 14. Erosion and Dust Control and Environmental Mitigation. All grading, landscaping, and construction activities shall be performed in a manner to control erosion and prevent flooding problems. The City Engineer shall have the authority to require erosion plans to prescribe reasonable controls on the method, manner, and time of grading, landscaping, and construction activities to prevent nuisances to surrounding properties. Plans shall include without limitation temporary drainage and erosion control requirements, dust control procedures, restrictions on truck and other construction traffic routes, noise abatement procedures, storage of materials and equipment, removal of garbage, trash, and refuse, securing the job site to prevent injury, and similar matters.

1. 15. Final Acceptance of Works of Improvement. After Subdivider' s contractor has completed all of the Works of Improvement, Subdivider shall then request a final inspection of the work. If items are found by the City' s inspectors to be incomplete or not in compliance with this Agreement or any of the requirements contained or referenced herein, City will inform the Subdivider or its contractor of such items. After the Subdivider' s contractor has completed these items, the procedure shall then be the same as specified above for the Subdivider' s contractor' s initial request for final inspection. If items are found by City's inspectors to be incomplete or not in compliance after two ( 2) " final" inspections, the City may require the Subdivider or its contractor, as a condition to performing further field inspections, to submit in writing a detailed statement of the work performed subsequent to the date of the previous inspection which was found to be incomplete or not in compliance at that time. Subdivider shall be responsible for payment to City Engineer of re-inspection fees in the amount necessary to cover the City's costs for additional final inspections, as determined by the City Engineer.

No inspection or acceptance pertaining to specific parts of the Works of Improvement shall be construed as final acceptance of any part until the overall final acceptance by the City Engineer is made. The City Engineer shall make a certification of completion and acceptance on the Works of Improvement by recordation of a Notice of Acceptance on behalf of the City.

Final acceptance shall not constitute a waiver by the City Engineer of defective work subsequently discovered.

The date on which the Works of Improvement will be considered as complete shall be the date of the Notice of Acceptance.

1.16. Vesting of Ownership. Upon recordation of the Notice of Acceptance, ownership of the Works of Improvement shall vest in the City.

1. 17. Subdivider' s Obligation to Warn Public During Construction. Until recordation of the Notice of Acceptance, Subdivider shall give good and adequate warning to the public of any dangerous condition of the Works of Improvements, and shall take reasonable actions to protect the public from such dangerous condition. Until recordation of the Notice of Acceptance, Subdivider shall provide forty- eight ( 48) hours' advance written notice to all 01225. 0006/ 369377. 1 4 of 19
1 3
of 19 e Work. Subdividershallcauseits contractorto repair, reconstruct,replace, or otherwise makeacceptable any work found by theCity Engineer
to be defective. 01225.
0006/ 369377.1 2 of 19
neighboring property owners and tenants affected by Subdivider' s operations or construction of the hours, dates and duration of any planned construction activities.

1.18. Injury to Public Improvements, Public Propertyor Public Utility. Until recordation of the Noticeof Acceptanceof the Works of Improvement, Subdividerassumesresponsibility for the care and maintenance of, and any damage to, the Works of Improvements. Subdivider shall replace or repair all Works of Improvements, public property, public utility facilities, and surveying or subdivision monuments and benchmarks which are destroyed or damaged for any reason, regardless whether resulting from the acts of the Subdivider, prior to the recordation of the Notice of Acceptance. Subdivider shall bear the entire cost of such replacement or repairs regardless of what entity owns the underlying property. Any repair or replacement shall be to the satisfaction, and subject to the approval, of the City Engineer.

Neither the City, nor any officer or employee thereof, shall be liable or responsible for any accident, loss or damage, regardless of cause, occurring to the work or Works of Improvements prior to recordation of the Notice of Acceptance of the work or improvements.

2. Time for Performance.

2. 1. Commencement and Completion Dates. Subject to Sections 2. 2 and 2. 3 below, Subdivider shall ( i) commence with construction and installation of the Works of Improvement thirty ( 30) days following City's approval of the Plans (" Commencement Date"); and ( ii) complete or cause to be completed all of the Works of Improvement within two ( 2) years after the Commencement Date. In the event good cause exists as determined by the City Engineer, the time for commencement of construction or completion of the Works of Improvement hereunder may be extended by up to three ( 3) additional one year periods. Extensions shall be executed in writing by the City Engineer. The City Engineer in his or her sole discretion determines whether or not the Subdivider has established good cause for an extension. As a condition of such extension, the City Engineer may require Subdivider to furnish new security guaranteeing performance of this Agreement, as extended, in an increased amount to compensate for any increase in construction costs as determined by the City Engineer. If Subdivider requests and is granted an extension of time for completion of the improvements, City may apply the standards in effect at the time of the extension.

2. 2. Phasing Requirements. Notwithstanding the provisions of Section 2. 1, the City reserves the right to control and regulate the phasing of completion of specific Works of Improvement as required to comply with applicable City ordinances, regulations, and rules relating to the timely provision of public services and facilities. In addition to whatever other remedies the City may have for Subdivider' s failure to satisfy such phasing requirements, as the same now exist or may be amended from time to time, Subdivider acknowledges City' s right to withhold the issuance of further building permits on the Property until such phasing requirements are satisfied. Prior to issuance of building permits, Subdivider shall provide satisfactory evidence that all applicable requirements that are a condition to issuance of building permits have been satisfied. Such requirements may include the payment of fees, construction of improvements, or both. Final inspections or issuance of Certificates of Occupancy may be withheld from the Subdivider by the City, if, upon a determination by the City Engineer, completion of specific Works of Improvements or other requirements associated with the development of the Property have not been completed to the City Engineer' s satisfaction.
01225. 0006/ 369377. 1 5 of 19

2. 3. Force Majeure. Notwithstanding the provisions of Section 2.1, Subdivider' s time for commencement and completion of the Works of Improvement shall be extended for the period of any enforced delay caused due to circumstances beyond the control and without the fault of Subdivider, including to the extent applicable adverse weather conditions, flood, earthquakes, strikes, lockouts, acts or failures to act of a public agency ( including City), required changes to the scope of work required by City, and similar causes; provided, however, that the period of any enforced delay hereunder shall not include any period longer than five ( 5) days prior to City's receipt of a written notice from Subdivider or its contractor detailing the grounds for Subdivider' s claim to a right to extend its time for performance hereunder. The City Engineer shall evaluate all claims to Force Majeure and the City Engineer' s decision shall be final.

2. 4. Continuous Work. After commencement of construction of the Works of Improvement ( or separate portion thereof), Subdivider shall cause such work to be diligently pursued to completion, and shall not abandon the work for a consecutive period or more than thirty ( 30) days, events of Force Majeure excepted.

2. 5. Reversion to Acreage. In addition to whatever other rights City may have due to Subdivider' s failure to timely perform its obligations hereunder, Subdivider recognizes that City reserves the right to revert the Property to acreage subject to the limitations and requirements set forth in California Government Code Section 66499. 11 through Section 66499. 20. 1. In this regard, Subdivider agrees that if the Works of Improvement have not been completed on or before the later of two ( 2) years from the date of this Agreement or within the time allowed herein, whichever is the later, and if City thereafter initiates proceedings to revert the Property to acreage, pursuant to Government Code Section 66499. 16, Subdivider hereby consents to such reversion to acreage and agrees that any improvements made by or on behalf of Subdivider shall not be considered in determining City' s authority to revert the Property to acreage.

3. Labor.

3. 1. Labor Standards. This Agreement is subject to, and Subdivider agrees to comply with, all of the applicable provisions of the Labor Code including, but not limited to, the wage and hour, prevailing wage, worker compensation, and various other labor requirements in Division 2, Part 7, Chapter 1, including section 1720 to 1740, 1770 to 1780, 1810 to 1815, 1860 to 1861, which provisions are specifically incorporated herein by reference as set forth herein in their entirety. Subdivider shall expressly require compliance with the provisions of this Section in all agreements with contractors and subcontractors for the performance of the Works of Improvement.

3. 3. Licensed Contractors. Subdivider shall cause all of the Works of Improvement to be constructed by contractors and subcontractors with valid California Contractors' licenses for the type of work being performed. All of Subdivider' s contractors and subcontractors shall obtain a valid City of Chino business license prior to performing any work pursuant to this Agreement. Subdivider shall provide the City Engineer with a list of all of its contractors and subcontractors prior to initiating any work, and all valid Contractor' s licenses and business licenses issued thereto as a condition of constructing the Works of Improvements.

3. 4. Worker' s Compensation. Subdivider shall cause every contractor and subcontractor performing any of the Works of Improvement to carry Workers' Compensation Insurance as required by the Labor Code of the State of California and shall cause each such contractor and subcontractor to submit to City a Certificate of Insurance verifying such coverage prior to such contractor or subcontractor entering onto the job site.

4. Security.

4. 1. Required Security.
a) At the time Subdivider executes this Agreement, Subdivider shall furnish to City the following bonds, letters of credit, instruments of credit ( assignment of deposit account) or other security acceptable to City in its sole and absolute discretion and satisfying the requirements of the applicable provisions of this Section 4 below ( hereinafter " Security Instruments"):
i) A Security Instrument securing Subdivider's faithful performance of all of the Works of Improvement (" Faithful Performance Security Instrument"), in the amount of $ 438, 100. 00 equal to 100% of the estimated construction cost referenced in Section 1. 1. ii) A Security Instrument guaranteeing the payment to contractors, subcontractors, and other persons furnishing labor, materials, and/ or equipment (" Labor and Materials Security Instrument") with respect to the Works of Improvement in an amount equal to 219, 000. 00 equal to 50% of the estimated construction cost referenced in Section 1. 1.
iii) A Security Instrument guaranteeing the payment of the cost of setting monuments as required in Section 1.4 in the amount of 3, 808. 00 equal to 100% of the cost thereof.

This Agreement shall not be effective for any purpose until such Security Instruments are supplied to and approved by City in accordance herewith. b) Required Security Instrument for Maintenance and Warranty. Prior to the City Council' s acceptance of the Works of Improvement and recordation of a Notice of Completion, Subdivider shall deliver a Security Instrument warranting the work accepted for a period of one ( 1) year following said acceptance Maintenance and Warranty Security Instrument"), in the amount of $ 43, 800. 00 01225. 0006/ 369377. 1 7 of 19
ousing Act ("FEHA"), California GovernmentCode
Section 12940et seq., Subdivideragrees that Subdivider, its agents, employees, contractors, and subcontractorperformingany
of the Works of Improvement shall not discriminate, in any way, against any person on the basis of race, ethnicity, religiouscreed, color, nationalorigin, ancestry, physical disability, mental disability, medical condition, geneticinformation, marital status, sex, gender, genderidentity,gender expression, age, sexualorientation, or military andveteranstatus. Subdivider shall expressly require compliance with the provisions of this Section in all agreementswith contractorsand subcontractorsfor the performanceof this Agreement. 01225. 0006/ 369377. 1 6 of 19 have not been completed to the City Engineer's satisfaction. 01225.0006/369377. 1 5 of 19 equal to 10% of the estimated construction cost set forth in Section 1. 1 or a suitable amount determined by the City Engineer.

4. 2. Form of Security Instruments. All Security Instruments shall be in the amounts required under Section 4. 1 ( a) or 4. 1( b), as applicable, shall meet the following minimum requirements and otherwise shall be in a form provided by City or otherwise approved by the City Attorney:
a) Bonds. For Security Instruments provided in the form of bonds, any such bond must be issued and executed by an insurance company or bank authorized to transact surety business in the State of California. Any insurance company acting as surety shall have a minimum rating of A- IX, as rated by the current edition of Best's Key Rating Guide published by A.M. Best's Company, Oldwick, New Jersey, 08858. Any bank acting as surety shall have a minimum rating of AA, as rated by Moody' s or Standard & Poor' s.
b) Letters of Credit. For Security Instruments which are letters of credit, any letter of credit shall be an original separate unconditional, irrevocable, negotiable and transferable commercial letter of credit issued by a financial institution with offices in the State of California acceptable to City. Any such letter of credit shall specifically permit City to draw on same by unilateral certification of the City Engineer of the City that Subdivider is in default under its payment or performance obligations hereunder or in the event Subdivider fails to deliver a replacement letter of credit not less than thirty ( 30) days prior to the date of expiration of any such letter of credit and shall further be subject to the provisions of Section 4. 4.
c) Instrument of Credit. For Security Instruments which are Instruments of Credit, any Instrument of Credit shall be an assignment of deposit account assigning as security to City all of Subdivider's interest in funds on deposit in one or more bank accounts with financial institutions acceptable to City. d) General Requirements for all Security Instruments. i) Payments under any Security Instruments shall be required to be made ( and, with respect to bonds, litigation shall be required to be instituted and maintained) in the City of Chino, State of California and the Security Instrument shall so provide).
ii) Each Security Instrument shall have a minimum term of one ( 1) year after the deadline for Subdivider' s completing the Works of Improvement, in accordance with Section 2. 1 ( other than Instruments of Credit, which shall have no defined term or expiration date).
iii) Each Security Instrument shall provide that changes may be made in the Works of Improvement pursuant to the terms of this Agreement without notice to any issuer or surety and without affecting the obligations under such Security Instrument. 01225. 0006/ 369377. 1 8 of 19
er agrees that Subdivider, its agents, employees,
contractors, and subcontractorperformingany of the Works of Improvementshallnot discriminate, in any way, againstany personon the basis of race, ethnicity, religiouscreed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Subdividershall expresslyrequire compliancewith the provisions of this Sectionin all agreementswith contractorsandsubcontractorsfor the performance of this Agreement.01225.0006/ 369377.1 6
of 19 have not beencompletedto
the City
Engineer's satisfaction. 01225.0006/369377. 1 5 of 19
viimmigiow
iv) If the Subdivider seeks to replace any security with another security, the replacement shall: ( 1) comply with all the requirements for security in this Agreement; ( 2) be provided by the Subdivider to the City Engineer; and (3) upon its written acceptanceby the City Engineer, be deemed a part of this Agreement. Upon the City Engineer' s acceptance of a replacement security, the former security may be released by the City.

4. 3. Subdivider' s Liability. While no action of Subdivider shall be required in order for City to realize on its security under any Security Instrument, Subdivider agrees to cooperate with City to facilitate City's realization under any Security Instrument, and to take no action to preventCityfrom such realizationof anySecurityInstrument. Notwithstandingthe givingof any Security Instrumentor the subsequentexpirationof any Security Instrumentor any failure by any surety or financial institution to perform its obligations with respect thereto, Subdivider shall be personally liable for performance under this Agreement and for payment of the cost of the labor and materials for the improvementsrequired to be constructedor installed hereby and shall, within ten ( 10) days after written demand therefor, deliver to City such substitute security as City shall require satisfying the requirements in this Section 4.

4. 4. Letters of Credit.
a) In the event a letter of credit is given pursuant to Section 4. 2( b), City shall be entitled to draw on any such letter of credit if a replacement letter of credit expiring in not less than one ( 1) year, unless City agrees to a lesser term in City's sole and absolute discretion) is not delivered not less than thirty ( 30) days prior to the expiration of the original letter of credit, such substitute letter of credit being in the same amount and having the terms and conditions as the initial letter of credit delivered hereunder, issued by a financial institution acceptable to City as of the date of delivery of the replacement letter of credit. b) In the event of draw by the City on a letter of credit, the City may elect, in its sole and absolute discretion, to apply any such funds drawn to the obligations secured by such letter of credit or to hold such funds in an account under the control of the City, with no interest accruing thereon for the benefit of the Subdivider. If the City elects to hold the funds in an account pursuant to the foregoing, City may thereafter at any time elect instead to apply such funds as provided in the foregoing. Subdivider agrees and hereby grants City a security interest in such account to the extent required for City to realize on its interests therein, and agrees to execute and deliver to City any other documents requested by City in order to evidence the creation and perfection of City's security interest in such account.

4. 5. Release of Security Instruments. The City shall release all Security Instruments consistent with Government Code Sections 66499. 7 and 66499. 8, Section 19. 09. 010 of the Chino Municipal Code, and as follows:
a) City shall release the Faithful Performance Security Instrument and Labor and Materials Security Instrument when all of the following have occurred:
01225. 0006/ 369377. 1 9 of 19
identity,
gender expression, age, sexualorientation, or militaryand veteran status. Subdividershall expressly requirecompliancewith the provisions
of this Section in all agreementswith contractorsand subcontractorsfor the performanceof this Agreement.
01225. 0006/ 369377. 1 6 of 19have not beencompletedto
i) Subdivider has made written request for release and provided evidence of satisfaction of all other requirements in this Section 4. 5; ii) the Works of Improvement have been accepted;
iii) Subdivider has delivered the Maintenance and Warranty Security Instrument; and
iv) after passage of the time within which lien claims are required to be made pursuant to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California. If lien claims have been timely filed, City shall hold the Labor and Materials Security Instrument until such claims have been resolved, Subdivider has provided a statutory bond, or otherwise as required by applicable law.
b) City shall release the Maintenance and Warranty Security Instrument upon Subdivider' s written request upon the expiration of the warranty period, and settlement of any claims filed during the warranty period. c) The City may retain from any security released, an amount sufficient to cover costs and reasonable expenses and fees, including reasonable attorney' s fees.

5. Cost of Construction and Provision of Inspection Service.

5. 1. Subdivider Responsible for All Costs of Construction. Subdivider shall be responsible for payment of all costs incurred for construction and installation of the Works of Improvement. In the event Subdivider is entitled to reimbursement from City for any of the Works of Improvement, such reimbursement shall be subject to a separate Reimbursement Agreement to be entered into between Subdivider and City prior to construction of the Works of Improvement.

5. 2. Payment to City for Cost of Related Inspection and Engineering Services.

Subdivider shall compensate City for all of City' s costs reasonably incurred in having its authorized representative make the usual and customary inspections of the Works of Improvement. In addition, Subdivider shall compensate City for all design, plan check, evaluating any proposed or agreed- upon changes in the work. The procedures for deposit and payment of such fees shall be as established by the City. In no event shall Subdivider be entitled to additional inspections or a final inspection and acceptance of any of the Works of Improvement until all City fees and charges have been fully paid, including without limitation, charges for applicable penalties and additional required inspections.

5. 3. Payment of Development Impact Fees. Subdivider shall pay Development Impact Fees pursuant to and in accordance with Chino Municipal Code Chapters 3. 40 and 3. 45.

The City shall releaseall SecurityInstrumentsconsistentwith GovernmentCode Sections 66499. 7 and 66499.8, Section19. 09. 010 of the ChinoMunicipalCode, and as follows:a) City
shallreleasethe FaithfulPerformanceSecurity Instrumentand Laborand MaterialsSecurity Instrument when all of the following have occurred:01225.0006/ 369377.1 9 of 19 identity,gender expression, age, sexual orientation, or military
and veteranstatus. Subdividershallexpresslyrequire compliancewith the provisions of this Section in all agreementswithcontractorsand subcontractorsfor the performanceof this Agreement.01225.0006/
369377.
1 6 of 19 have not beencompletedto
the City Engineer' s satisfaction.01225.0006/
369377. 1
5 of 19
Improvement. Such resolution(s) shall authorize the City Clerk to execute the Certificate made a part of the Map regarding said acceptance of the offer of dedication.

7. Warranty of Work. Subdivider shall guarantee all Works of Improvement against defective materials and workmanship for a period of one ( 1) year from the date of final acceptance. If any of the Works of Improvement should fail or prove defective within said one 1) year period due to any reason other than improper maintenance, or if any settlement of fill or backfill occurs, or should any portion of the Works of Improvement fail to fulfill any requirements of the Plans, Subdivider, within fifteen ( 15) days after written notice of such defects, or within such shorter time as may reasonably be determined by the City in the event of emergency, shall commence to repair or replace the same together with any other work which may be damaged or displaced in so doing. Should Subdivider fail to remedy defective material and/ or workmanship or make replacements or repairs within the period of time set forth above, City may make such repairs and replacements and the actual cost of the required labor and materials shall be chargeable to and payable by Subdivider. The warranty provided herein shall not be in lieu of, but shall be in addition to, any warranties or other obligations otherwise imposed by law.

8. Default.

8. 1. Default by Subdivider. Default by Subdivider shall include, but not be limited to:
a) Subdivider' s failure to timely commence construction of Works of Improvement under this Agreement;
b) Subdivider' s failure to timely complete construction of the Works of Improvement;
c) Subdivider' s failure to perform substantial construction work for a period for 20 consecutive calendar days after commencement of the work; d) Subdivider' s insolvency, appointment of a receiver, or the filing of any petition in bankruptcy, either voluntary or involuntary, which Subdivider fails to discharge within 30 days;
e) The commencement of a foreclosure action against the subdivision or a portion thereof, or any conveyance in lieu or in avoidance of foreclosure; or f) Subdivider' s failure to perform any other obligation under this Agreement.

8. 2. Remedies. The City reserves all remedies available to it at law or in equity for a default or breach of Subdivider' s obligations under this Agreement. The City shall have the right, subject to this Section, to draw upon or use the appropriate security to mitigate the City' s damages in the event of default by Subdivider. The City' s right to draw upon or use the security is in addition to any other remedy available to City. The parties acknowledge that the estimated costs and security amounts may not reflect the actual cost of construction of the improvements and, therefore, City' s damages for Subdivider' s default shall be measured by the cost of completing the required improvements. The City may use the sums provided by the securities for the completion of the Works of Improvement in accordance with the plans. In the 01225. 0006/ 369377. 1 11 of 19
MunicipalCode, andas
follows: a) City shall releasethe
Faithful PerformanceSecurityInstrumentand Labor and MaterialsSecurity Instrumentwhen all of the following have occurred:01225.0006/369377. 1 9 of 19 identity, gender expression, age, sexual
orientation,
or militaryand veteranstatus. Subdivider shallexpresslyrequire compliancewith the provisions of this Section
in all
agreementswith contractors andsubcontractorsfor the performanceof this Agreement.01225.0006/ 369377. 1 6 of 19 have not beencompletedtothe City Engineer's satisfaction. event the Subdivider fails to cure any default under this Agreement within 20 days after the City mails a notice of such default to the Subdividerand the Subdivider's surety, Subdivider authorizes the City to perform the obligation for which Subdivider is in default and agrees to pay the entire cost of such performance by the City. The City may take over the work and complete the Works of Improvement, by contract or by any other method City deems appropriate, at the expenseof the Subdivider. In such event, City, without liabilityfor doing so, may complete the Works of Improvement using any of Subdivider' s materials, appliances, plans and other property that are at the work site and that are necessary to complete the Works of Improvement.

8. 3. Notice of Violation. The Subdivider's failure to comply with the terms of this Agreement constitutes Subdivider' s consent for the City to file a notice of violation against all the lots in the Subdivision, or to rescind or otherwise revert the Subdivision to acreage.

Subdivider specifically recognizes that the determination of whether a reversion to acreage or rescission of the Subdivision constitutes an adequate remedy for default by the Subdivider shall be within the sole discretion of the City.

8. 4. Remedies Not Exclusive. In any case where this Agreement provides a specific remedy to City for a default by Subdivider hereunder, the Subdivider agrees that the choice of remedy or remedies for Subdivider' s breach shall be in the discretion of the City. Additionally, any remedy specifically provided in this Agreement shall be in addition to, and not exclusive of, City's right to pursue any other administrative, legal, or equitable remedy to which it may by entitled.

8. 5. Attorney' s Fees and Costs. In the event that Subdivider fails to perform any obligation under this Agreement, Subdivider agrees to pay all costs and expenses incurred by City in securing performance of such obligations, including costs of suit and reasonable attorney' s fees. In the event of any dispute arising out of Subdivider' s performance of its obligations under this Agreement or under any of the Security Instruments referenced herein, the prevailing party in such action, in addition to any other relief which may be granted, shall be entitled to recover its reasonable attorney' s fees and costs. Such attorney' s fees and cost shall include fees and costs on any appeal, and in addition a party entitled to attorney' s fees and costs shall be entitled to all other reasonable costs incurred in investigating such action, taking depositions and discovery, retaining expert witnesses, and all other necessary and related costs with respect to the litigation. All such fees and costs shall be deemed to have accrued on commencement of the action and shall be enforceable whether or not the action is prosecuted to judgment.

8. 6. Waiver. No waiver by the City of any breach or default by the Subdivider shall be considered valid unless in writing, and no such waiver by the City shall be deemed a waiver of any subsequent breach or default by the Subdivider.

9. Indemnity/ Hold Harmless. City or any officer, employee or agent thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of Subdivider, its agents, employees, contractors and subcontractors in the performance of this Agreement. Subdivider further agrees to protect, defend, indemnify and hold harmless City, its officials, boards and commissions, and members thereof, agents, and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of Subdivider, its agents, employees, contractors and subcontractors 01225. 0006/ 369377. 1 12 of 19
in the performance of this Agreement, except for such claims, demands, causes of action, liability or loss arising out of the sole active negligence of the City, its officials, boards, commissions, the members thereof, agents and employees, including all claims, demands, causes of action, liability or loss because of or arising out of, in whole or in part, the design or construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said Subdivision, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other improvements.

Recordation of the Notice of Acceptance by the City of the Works of Improvements shall not constitute an assumption by the City of any responsibility for any damage or taking covered by this Section. City shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans or map, regardless of any negligent action or inaction taken by the City in approving the plans or map, unless the particular improvement design was specifically required by City over written objection by Subdivider submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design.

After recordation of the Notice of Acceptance, the Subdivider shall remain obligated to eliminate any latent defect in design or dangerous condition caused by the design or construction defect; however, Subdivider shall not be responsible for routine maintenance. The provisions of this paragraph shall remain in full force and effect for ten ( 10) years following the recordation of the Notice of Acceptance by the City of the Works of Improvements. It is the intent of this section that Subdivider shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that City shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving or reviewing any work or construction. The improvement security shall not be required to cover the provisions of this Paragraph.

Subdivider shall reimburse the City for all costs and expenses, including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs, incurred by City in enforcing this Section.

10. Subdivider' s Indemnity of Project Approval. Subdivider shall defend, indemnify, and hold harmless the City and its agents, officers, and employees from any claim, action, or proceeding against the City or its agents, officers, or employees to attack, set aside, void, or annul, an approval of the City, advisory agency, appeal board, or legislative body concerning the Subdivision. The City shall promptly notify the Subdivider of any claim, action, or proceeding and cooperate fully in the defense of any such claim, action, or proceeding. In the event City fails to promptly notify the Subdivider of any claim, action, or proceeding, or if the City fails to cooperate in the defense, the Subdivider shall not thereafter be responsible to defend, indemnify, or hold harmless the City. Nothing in this Section prohibits the City from participating in the defense of any claim, action, or proceeding if City bears its own attorney' s fees and costs and defends the action in good faith. Subdivider shall not be required to pay or perform any settlement unless the settlement is approved by the Subdivider. 01225. 0006/ 369377. 1 13 of 19

Nothingin this Sectionprohibits the City from participatingin the defense of any claim, action, or proceedingif Citybears its own attorney' s fees and costsand defendsthe action in good faith. Subdividershall not be required to pay or perform any settlementunless the settlementis approved by the Subdivider.01225. 0006/369377. 1 13 of 19 iii) Prior to commencement of work, the Subdivider shall file with the City's Risk Manager a Certificate of Insurance or certification of permission to self-insure workers' compensation conforming to the requirements of the Labor Code.
d) Endorsements. All of the following endorsements are required to be made a part of each of the above- required policies as stipulated below:
i) " The City of Chino, its officers, employees and agents are hereby added as additional insureds."
ii) " This policy shall be considered primary insurance with respect to any other valid and collectible insurance the City may possess, including any self- insured retention the City may have and any other insurance the City does possess shall be considered excess insurance only."
iii) " This insurance shall act for each insured and additional insured as though a separate policy has been written for each. This, however, will not act to increase the limit of the insuring company." iv) " Thirty ( 30) days prior written notice of cancellation shall be given to the City of Chino in the event of cancellation and/ or reduction in coverage, except that ten ( 10) days prior written notice shall apply in the event of cancellation for non- payment of premium." Such notice shall be sent to the Risk Manager at the address indicated in Subsection f below.
v) Subsection d( iv) hereinabove " Cancellation Notice" is the only endorsement required of the Workers' Compensation and Employers' Liability policy.
e) Admitted Insurers. All insurance companies providing insurance to the Subdivider under this Agreement shall be admitted to transact the business of insurance by the California Insurance Commissioner.
f) Proof of Coverage. Copies of all required endorsements shall be attached to the Certificate of Insurance which shall be provided by the Subdivider' s insurance company as evidence of the coverage required herein and shall be mailed to:

City of Chino
Risk Management
13220 Central Avenue
Chino, CA 91710
01225. 0006/ 369377. 1 15 of 19
rk of
this contract."01225.0006/ 369377.1 14 of 19 not be liable for any negligence, nonfeasance, misfeasanceor malfeasance in approvingor reviewingany workor construction. The improvement securityshall not be required to cover the provisions of this Paragraph. Subdivider shall reimbursethe City for all costs and expenses, including but not limited to feesand chargesof architects, engineers, attorneys,
and other professionals, andcourtcosts, incurredby City in enforcing this Section.10.

Subdivider's Indemnityof ProjectApproval. Subdivider shall defend, indemnify, and hold harmless the City andits agents, officers, and employees
from any claim, action, or proceedingagainst the City or its agents, officers, or employeesto attack, set aside, void, or annul, an approvalof the City, advisory agency, appealboard, or legislativebody concerningthe Subdivision. TheCity shallpromptlynotify the Subdividerof any claim, action, or proceedingand cooperatefully in the defenseof any such claim, action, or proceeding. In the event City fails to promptly notify the Subdividerof any claim, action, or proceeding, or if the City failsto cooperatein the defense, the Subdividershall not thereafterbe responsibleto defend, indemnify, or hold harmlesstheCity.

12. Environmental Warranty.

12. 1. Prior to the acceptance of any dedications or Works of Improvement by City, Subdividershall provide City with a written warranty in a form substantiallysimilar to Exhibit C" attached hereto and incorporated herein by reference, that:
a) Neither the property to be dedicated nor Subdivider are in violation of any environmental law, and neither the property to be dedicated nor the Subdivider are subject to any existing, pending or threatened investigation by any federal, state or local governmental authority under or in connection with the environmental laws relating to the property to be dedicated. b) Neither Subdivider nor any other person with Subdivider' s permission to be upon the property to be dedicated shall use, generate, manufacture, produce, or release, on, under, or about the property to be dedicated, any Hazardous Substance except in compliance with all applicable environmental laws. For the purposes of this Agreement, the term " Hazardous Substances" shall mean any substance or material which is capable of posing a risk of injury to health, safety or property, including all those materials and substances designated as hazardous or toxic by any federal, state or local law, ordinance, rule, regulation or policy, including but not limited to, all of those materials and substances defined as " Toxic Materials" in Sections 66680 through 66685 of Title 22 of the California Code of Regulations, Division 4, Chapter 30, as the same shall be amended from time to time, or any other materials requiring remediation under federal, state or local laws, ordinances, rules, regulations or policies. c) Subdivider has not caused or permitted the release of, and has no knowledge of the release or presence of, any Hazardous Substance on the property to be dedicated or the migration of any hazardous substance from or to any other property adjacent to, or in the vicinity of, the property to be dedicated. d) Subdivider' s prior and present use of the property to be dedicated has not resulted in the release of any hazardous substance on the property to be dedicated.

12.2. Subdivider shall give prompt written notice to City of:
a) Any proceeding or investigation by any federal, state or local governmental b) authority with respect to the presence of any hazardous substance on the property to be dedicated or the migration thereof from or to any other property adjacent to, or in the vicinity of, the property to be dedicated. c) Any claims made or threatened by any third party against City or the property to be dedicated relating to any loss or injury resulting from any hazardous substance; and
d) Subdivider' s discovery of any occurrence or condition on any property adjoining or in the vicinity of the property to be dedicated that could cause the 01225. 0006/ 369377. 1 16 of 19
the Subdivision. TheCity shall promptly notify the Subdividerof any claim, action, or proceeding and cooperatefully in the defenseof any such claim, action, or proceeding. In the eventCityfails to promptlynotifythe Subdividerof anyclaim, action, or proceeding, or if theCity fails to cooperate in the defense, the Subdividershall notthereafterbe responsibleto defend, indemnify, or hold harmless the City. Nothingin this Sectionprohibits the City from participatingin the defenseof any claim, action, or proceedingif City bears its ownattorney's feesand costs and defendsthe actionin good faith. Subdividershall not be requiredto pay or performany settlementunlessthe settlement is approvedby the Subdivider.01225.0006/ 369377. 1 13 of 19
property to be dedicated or any part thereof to be subject to any restrictions on its ownership, occupancy, use for the purpose for which it is intended, transferability or suit under any environmental law.

13. General Provisions.

13. 1. Successors and Assigns. This Agreement shall be binding upon all successors and assigns to Subdivider's right, title, and interest in and to the Property and any portion thereof. Subdivider hereby consents to City recording this Agreement as official records of San Bernardino County, affecting fee title interest to the Property to provide constructive notice of the rights and obligations incurred by Subdivider in the City' s approval of this Agreement. In the event the Property is subsequently conveyed by Subdivider to a third party prior to completion of the Works of Improvement, whereby the third party is intended to assume Subdivider' s responsibilities with regard to this Agreement, ( the " Replacement Subdivider"), the rights and obligations of this Agreement shall transfer to the Replacement Subdivider; however, the Security Instruments required pursuant to Section 4 of this Agreement, and furnished by Subdivider as a condition of the City' s approval of this Agreement, shall remain Subdivider' s responsibility to maintain until such time as Subdivider and its Replacement Subdivider enter into a Transfer and Assignment of Subdivision Agreement, ( the " Transfer Agreement"), to acknowledge the transfer of fee title to the Property from the Subdivider to its Replacement Subdivider, and to acknowledge the rights and obligations associated with this Agreement upon the Replacement Subdivider, including Replacement Subdivider' s responsibility to furnish replacement Security Instruments meeting the City's approval pursuant to Section 4 of this Agreement. Until such time as a Transfer Agreement, meeting the City's approval, is executed by Subdivider and its Replacement Subdivider, and replacement Security Instruments meeting City's approval are furnished by the Replacement Subdivider, Subdivider retains sole responsibility for maintaining all Security Instruments required pursuant to Section 4 of this Agreement.

13. 2. No Third- Party Beneficiaries. This Agreement is intended to benefit only the parties hereto and their respective successors and assigns. Neither City nor Subdivider intend to create any third- party beneficiary rights in this Agreement in any contractor, subcontractor, member of the general public, or other person or entity.

13.3. No Vesting Rights. Performance by the Subdivider of this Agreement shall not be construed to vest Subdivider' s rights with respect to any change in any zoning or building law or ordinance.

13. 5. Time of the Essence. Time is of the essence of Subdivider' s performance of all of its obligations under this Agreement.

13. 6. Notices. Unless otherwise specified in this Agreement, all notices required or provided for under this Agreement shall be in writing and delivered in person or sent by mail, postage prepaid and addressed as provided in this Section. Notice shall be effective on the date is delivered in person, or, if mailed, on the date of deposit in the United States Mail. 01225. 0006/ 369377. 1 17 of 19
o defend, indemnify, or hold
harmless the City. Nothingin this Sectionprohibits theCity from participatingin the defense of anyclaim, action, or proceedingif City bearsits ownattorney's feesand costs and defendsthe action in good faith. Subdividershallnot be required to pay or perform anysettlementunless the settlementis approvedby the Subdivider.01225. 0006/369377.1 13 of 19
Notice shall be provided to the persons listed on Pages 1 and 2 of this Agreement by the parties for this purpose.

Either party may provide a new designated representativeand/or address by written notice as provided in this Section.

13.7. No Apportionment. Nothing contained in this Agreement shall preclude City from expending monies pursuant to agreements concurrently or previously executed between the parties, or from entering into agreements with other subdividers for the apportionment of costs of water and sewer mains, or other improvements pursuant to the provisions of the City ordinances providing therefore. Nor shall anything in the Agreement commit City to any such apportionment.

13. 8. Severability. If any portion of this Agreement is held invalid by a court of competent jurisdiction, the remainder of the Agreement shall remain in full force and effect unless amended or modified by mutual written consent of the parties.

13.9. Captions. The captionsof this Agreementare for convenienceand referenceonly and shall not be used in the interpretation of any provision of this Agreement.

13.10. Incorporation of Recitals. The recitals to this Agreement are hereby incorporated into the terms of this Agreement.

13. 11. Interpretation. This Agreement shall be interpreted in accordance with the laws of the State of California.

13. 12. Entire Agreement; Waivers and Amendments. This Agreement integrates all of the terms and conditions mentioned herein, or incidental hereto, and supersedes all negotiations and previous agreements between the parties with respect to all or part of the subject matter hereof, except as may be expressly provided herein. All waivers of the provisions of this Agreement must be in writing and signed by an authorized representative of the party to be charged, and all amendments hereto must be in writing and signed by the appropriate representatives of both parties.

13.13. Counterparts. This Agreement may be executed in one or more counterparts, all of which taken together shall be deemed one original.

14. Authority. The persons executing this Agreement on behalf of the parties warrant the ( I) party is duly organized and existing, ( ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, ( iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and ( iv) the entering into of this Agreement does not violate any provisions of any other agreement to which said party is bound.

SIGNATURES ON NEXT PAGE]
01225. 0006/ 369377. 1 18 of 19
construedto vest Subdivider's rightswith
respect to any changein anyzoning or buildinglaw or ordinance. 13. 4.

Subdivider is Not Agentof City. NeitherSubdivider
nor Subdivider's agents,contractors, or subcontractorsareagentsor contractors of the Cityin connectionwiththe performanceof Subdivider's obligations
underthis Agreement. 13. 5. Time of the Essence. Timeis of the essence of Subdivider's performance of all of its obligationsunder thisAgreement.13.6. Notices. Unless otherwise specified in this Agreement, all noticesrequiredor provided for underthis Agreementshall be in writing anddelivered in personor sent by mail, postageprepaid andaddressedas provided in this Section. Notice shall be effectiveon
the date is delivered in
person, or, if mailed, on the date of depositin the United StatesMail. 01225. 0006/ 369377.1 17 of 19 o defend, indemnify, or holdharmlessthe City. Nothingin this Sectionprohibitsthe City from participatingin thedefenseof any claim, action, or proceedingif City bears its own attorney' s feesand costsand defendsthe action
in good faith. Subdivider shallnot be
requiredto pay or perform any settlement unless the settlementis approved by the Subdivider. 01225.0006/ 369377.

IN WITNESS WHEREOF, the City and the Subdivider have caused this Agreement to be executed the day and year first above written.

APPROVED AS TO FORM: APPROVED AS TO CONTENT:

OPP-
Yr{
Fred t : lante, City Attorney Nichola ' S. Liguori, AICP Director of Development Services
LENNAR HOMES OF CALIFORNIA, INC.
a California Corporation)
Weg
Signature and Date)
Name: 14fi' 2 ,' 5,,.,•(
Please tye or print name)
Title: Via t , 6-, vr
Please type or print title)

CITY OF CHINO
Matt e ne, City Manager
Dated: 3.1h
ATTEST:

By
ng Robles, City Clerk
Dated: t' 7 If'
01225. 0006/ 369377. 1 19 of 19
ond No.:

Surety:01225.0006/ 369377.1
CALIFORNIA ALL- PURPOSE ACKNOWLEDGMENT TIL CODE § 1189
Anotarypublicorotherofficercompletingthiscertificateverifiesonlytheidentityoftheindividualwhosignedthedocument to whichthiscertificateisattached,andnotthetruthfulness,accuracy,orvalidityofthatdocument.

State of California
sick
1 County of j/nlnil, J}
On GICPrn t1 2D1U before me, JOte 1\\rarti LC1
Date ( Her Insert Name and Title of the Officer personally appeared
61tOc1L1/
All
Name( s) of Signer( s)
who proved to me on the basis of satisfactory evidence to be the personwhose name
is/ subscribed
to the within instrumentand acknowledged to e that he/ s / thexecuted the same in his/ r/ tr authorized capacity' s), and that b his/ / tiy r signature( on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument.

I certify under PENALTY OF PERJURY under the
lawsof the Stateof Californiathat the foregoing

JODIEATHA
paragraph is true and correct.

NotaryPublic- California
Riverside County
Commission 2230896 - WITNESS my hand and official seal.Iv! My Comm. ExpiresFeb 11,2022
Signature
I
Cb1110
Place Notary Seal and/ or Stamp Above nature of Notary Public

OPTIONAL
Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document:

Document Date: Number ofPages:

Signer( s) Other Than Named Above:

Capacity( ies) Claimed by Signer( s)
Signer' s Name: Signer' s Name:

Corporate Officer— Title( s): 0 Corporate Officer. Title( s):

O Partner— Limited 0 General 0 Partner-- Limited.- General _.

V
O Individual 0 Attorney in Fact 0 Individual 0 Attorney in Fact V
Trustee Guardian of Conservator. 0 Trustee 0 Guardian of Conservator O Other: 0 Other:

V
Signer is Representing: Signer is Representing:
2017 National Notary Association
izedto executeand deliverthis Agreement on
behalfof said party, ( iii) by so executingthis
Agreement, such partyis formally boundto the provisionsof this Agreement, and ( iv) the enteringintoof this Agreementdoes notviolateany provisionsof anyother agreementto which said party is bound.SIGNATURESON NEXTPAGE]01225.0006/ 369377.1 18 of 19construed to vestSubdivider's rightswith respect to anychangein any zoningor building law or ordinance.13. 4. Subdivideris Not Agent of City. NeitherSubdividernorSubdivider' s agents,contractors, or
subcontractorsare agents or contractorsof the
City in connection with the performanceof
Subdivider' s obligations underthis Agreement.13. 5. Timeof theEssence. Time is of the essence of Subdivider' s performanceof
all of its obligationsunderthis Agreement.13.6. Notices. Unless otherwisespecified in this Agreement, all notices requiredor providedfor under
this Agreementshall be in writing anddeliveredin personor sent by mail, postageprepaidand addressed as providedin this Section. Notice shallbe effectiveon the date is delivered in person, or, if mailed, on the date of depositin the United States Mail.01225. 0006/369377. 1 17 of 19 o defend, indemnify, or holdharmlessthe City. Nothing in this Section prohibits the City from
participatingin the defense of
any claim, action, or proceedingif City bears its own attorney' s fees and costs and defendsthe action in goodfaith. Subdividershallnot berequiredto payor perform any settlementunlessthe settlementis approvedby theSubdivider.01225.0006/ 369377.1 13 of 19 EXHIBIT " A"
TRACT MAP 19951 LEGAL DESCRIPTION
Legal description is pending the final recordation of Tract Map No. 19951 with the San Bernardino County Recorder' s Office.
01225. 0006/ 369377. 1 A- 1
Fred t : lante, City Attorney Nichola 'S. Liguori,
AICP Directorof Development
Services LENNAR HOMESOF CALIFORNIA,
INC.a California
Corporation)
Weg Signatureand
Date) Name: 14fi' 2 ,'
5,,.,•( Pleasetye or print
name) Title: Via t , 6-,
vr Pleasetypeor print
title) CITYOF
CHINO Matt e ne, City
Manager Dated: 3.
1h
ATTEST:

By ng Robles, City
Clerk Dated: t' 7
If' 01225. 0006/ 369377. 1 19 of
19 ond
No.:Surety:01225. 0006/369377.1
EXHIBIT " B"
TRACT MAP 19951 WORKS OF IMPROVEMENT
A. Removal of undesirable, dangerous and dead plant materials and roots.

B. Relocation of all public utility structures as necessary to properly construct the required improvements.

C. Water mains, valves, hydrants, services, meters and appurtenances to serve each lot as shown on the approved construction plans and in accordance with City Standards.

D. Disposal of all rocks and debris located within any public right-of-way within said development or on the boundary streets thereof.

The Subdivider shall also perform all work and furnish all materials necessary, in the opinion of the Assistant City Manager/ Director of Public Works or his designee and on his order, to complete the improvements in accordance with the plans and specifications on file as hereinbefore specified, or any changes required or ordered by said Engineer which, in his opinion, are necessary or required to complete this work. 01225. 0006/ 369377. 1 B- 1ERJURY
underthe laws of
theState of
Californiathat the foregoing
JODIEATHAparagraphis true
and correct. NotaryPublic-
CaliforniaRiversideCounty Commission
2230896 - WITNESSmy handand official
seal.Iv! My Comm.Expires
Feb11, 2022 SignatureI
Cb1110Place Notary Sealand/ or
StampAbove natureof Notary Public OPTIONALCompleting this information candeter alteration of the documentor fraudulentreattachmentof this form to an
EXHIBIT " C"
TRACT NO. 19951

LENNAR HOMES OF CALIFORNIA
a California Corporation)

ENVIRONMENTAL WARRANTY
As a condition precedent to acceptance of the dedications and public improvements to be conveyed by the above-named Subdivider to the City of Chino for the above-referenced Subdivision, Subdivider hereby warrants to the City of Chino that:

1. Neither the property to be dedicated nor Subdivider are in violation of any environmental law, and neither the property to be dedicated nor the Subdivider are subject to any existing, pending or threatened investigation by any federal, state or local governmental authority under or in connection with the environmental laws relating to the property to be dedicated.

2. Neither Subdivider nor any other person with Subdivider' s permission to be upon the property to be dedicated has used, generated, manufactured, produced, or released, on, under, or about the property to be dedicated, any Hazardous Substance except in compliance with all applicable environmental laws. For the purposes of this warranty, the term " Hazardous Substances" shall mean any substance or material which is capable of posing a risk of injury to health, safety or property, including all those materials and substances designated as hazardous or toxic by any federal, state or local law, ordinance, rule, regulation or policy, including but not limited to, all of those materials and substances defined as " Toxic Materials" in Sections 66680 through 66685 of Title 22 of the California Code of Regulations, Division 4, Chapter 30, as the same shall be amended from time to time, or any other materials requiring remediation under federal, state or local laws, ordinances, rules, regulations or policies.

3. Subdivider has not caused or permitted the release of, and has no knowledge of the release or presence of, any Hazardous Substance on the property to be dedicated or the migration of any hazardous substance from or to any other property adjacent to, or in the vicinity of, the property to be dedicated.

4. Subdivider' s prior and present use of the property to be dedicated has not resulted in the release of any Hazardous Substance on the property to be dedicated.

5. All persons executing this warranty hereby represent and warrant to the City of Chino, and Subdivider hereby represents and warrants, that the signators hereto have the legal power, right and authority to execute this warranty on behalf of the Subdivider and that the signators hereto have sufficient knowledge or expertise, either personally, through reasonable inspection and investigation of the property, or through reasonable reliance upon the investigation and professional opinion of Subdivider' s environmental 01225. 0006/ 369377. 1 C- 1

13. 4. Subdivider
is NotAgent of City. Neither Subdividernor
Subdivider's agents, contractors, or subcontractorsare agentsor contractorsof the City in connection withthe performance of Subdivider' s obligationsunder
this Agreement.13. 5. Time of the Essence. Time is of the essence of Subdivider's performanceof all of its obligationsunderthis Agreement.13. 6. Notices. Unlessotherwise specified in this Agreement, all notices requiredor provided for under this Agreement shallbe in writingand deliveredin personor sent by mail, postageprepaidand addressedas provided in this Section. Notice shall be effectiveon the
dateis deliveredin person,
or, if mailed, on the dateof deposit in the United States Mail.01225.0006/ 369377. 1 17 of 19 o defend, indemnify, or hold harmlessthe City. Nothingin this Section prohibitsthe City from participatingin the defenseof any claim, action, or proceedingif Citybearsits own attorney's fees and costs anddefends theactionin
good faith. Subdivider shall not be required
to payor performany settlementunless the settlement is approved by the Subdivider. 01225. 0006/369377.1
experts, to make the representations herein, and that no consent of any other party is required to execute this warranty and make the representations herein on behalf of the Subdivider to the City of Chino.

Each of the undersigned persons declares under penalty of perjury that the foregoing is true and correct.

Dated: / / // c
SUBDIVIDER*
By:

LENNAR HOMES OF CALIFORNIA
a California Corporation)
Proof of authorization for Subdivider' s signatures is required to be submitted concurrently with this environmental warranty.
01225. 0006/ 369377. 1 C- 2
Pleasetype or print title) CITY OFCHINO Matt e ne,
City ManagerDated: 3. 1h ATTEST: By ng Robles, City ClerkDated: t' 7 If' 01225.0006/ 369377.1 19 of 19 ond No.: Surety:01225. 0006/ 369377. 1 CALIFORNIA ALL- PURPOSE ACKNOWLEDGMENT CML CODE § 1189 Anotarypublicorotherofficercompletingthiscertificateverifiesonlytheidentityoftheindividualwhosignedthedocument to whichthiscertificateisattached,andnotthetruthfulness,accuracy,orvalidityofthatdocument.

State of California '
II'/n/
Count of YJV' 61L
On ! 4, OV before me, JOCII oriv,
Date fHere l sert Name and Title df the Officer
personally appeared d () 1) til
l\ ame( s) of Signer( s)
who proved to me on the basis of satisfactory evidence to be the erson, sswhose name is/ subscribed
to the within instrumen and acknowledged to me that he/ kIe/ t y exe uted the same in his/ r/ t lr authorized capacity' s), and that b his/) f/ thifr signatur) on the instrument the person , or the entity upon behalf of whi the person acted, ex cuted the instrument.

I certify under PENALTY OF PERJURY under the

JODIEATHA
lawsof the Stateof Californiathat the foregoing
Notary Public- California
Z paragraph is true and correct.

Riverside County >_
Commission» 2230896
My Comm. Expires Feb 11, 2022 WITNESS my hand and official seal.

Signature
Place Notary Seal and/ or Stamp Above S nature of Notary Public

OPTIONAL
Completing this information can deter alteration of, the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document:

Document Date: - Number of Pages:

Signer( s) Other Than Named Above:

Capacity( ies) Claimed by Signer( s)
Signer' s Name: Signer' s Name:
o Corporate Officer— Title( s): 0 Corporate Officer. Title( s):

O Partner— 0 Limited 0 General 0 Partner 0 Limited.- General Individual 0 Attorney in Fact 0 Individual Attorney in Fact - Trustee 0 Guardian of Conservator. 0 Trustee 0 Guardian of Conservator Other: Other:

Signer is Representing: Signer is Representing:
2017 National Notary Association

5. All personsexecutingthis warrantyherebyrepresent andwarrantto theCity of Chino, and Subdividerherebyrepresentsand warrants, thatthe signators heretohave the legalpower, right andauthorityto execute thiswarrantyon behalfof the Subdividerandthat the signatorshereto have sufficient knowledgeor expertise, eitherpersonally,through reasonableinspectionand investigationof the property, or throughreasonablerelianceupon the investigationand professionalopinionof Subdivider's environmental01225. 0006/369377.1 C- 1

Approved:

Premium $ 1, 183. 00/ annum

FAITHFUL PERFORMANCE BOND
Tract Map No. 19951
WHEREAS, the City Council of the City of Chino, State of California, hereinafter designated as "CITY" and LENNAR HOMES OF CALIFORNIA, INC. a California Corporation, hereinafter designated as " PRINCIPAL," have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated December 18th, 2018, and identified as Project No. Tract Map No. 19951, is hereby referred to and made a part hereof; and WHEREAS, said Principal is required under the terms of said agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and Fidelity and Deposit Company of Maryland , as surety, are held and firmly bound unto the City of Chino in the penal sum of Four Hundred Thirty- Eight Thousand One Hundred Dollars ($ 438, 100.00) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors, and administrators, jointly and severally, firmly by these presents.

The condition of this obligation is such that if the above- bound Principal, his or its heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions, and provisions in said agreement and any alteration thereof made as therein provided, on his or its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless City, its officers, agents, and employees, as therein stipulated, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.

As part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees including reasonable attorneys' fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered.

The surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration, or addition to the terms of the agreement or to the work or to the specifications.

IN WITNESS WHEREOF, this instrument has been duly executed by Principal and Surety above named, on December 3, 2018
Lennar Homes of California, Inc.,
a California corporation Fidelity and Deposit Company of Maryland

PRINCIPAL SURETY
By: 2r- By:

Mechelle Larkin, Attorney- in- Fact

SIGNATURES MUST BE NOTARIZED
Document No. 16353( PWFORMS\ BONDS- faithful performance\ rev. 04/ 2017) Page 1 of 1 ces required or provided for under this Agreementshall be in writingand deliveredin person or sent by mail,postage prepaidand addressedas provided in this Section. Notice shall be effectiveon the date is delivered
in person, or, if mailed,
on the dateof deposit in the United StatesMail.01225. 0006/ 369377.1 17 of 19o defend, indemnify, or hold harmlesstheCity. Nothingin this Sectionprohibitsthe City from participatingin the defense of any claim, action, or proceeding if City bearsits ownattorney's fees and costs and defendsthe actionin goodfaith. Subdivider shall not be required to pay or
performanysettlement unlessthe settlementis approved by the Subdivider. 01225. 0006/ 369377. 1 13 of 19

CALIFORNIAALL-PURPOSEACKNOWLEDGMENT
Anotarypublicorotherofficercompletingthiscertificateverifiesonlytheidentityoftheindividualwhosignedthedocumenttowhichthiscertificateisattached, andnotthetruthfulness, accuracy, orvalidityofthatdocument.

State of California
County of Orange
On DEC0 3 1018 before me, Kathy R. Mair, Notary Public DATE
NameofNotaryPublicandTitle"NotaryPublic"]
personally appeared Mechelle Larkin
Name( s) of Signer( s)]
whoprovedtomeonthebasisofsatisfactoryevidencetobetheperson(s) whosename(s) is/are subscribedtothewithininstrumentandacknowledgedtomethathe/she/theyexecutedthesamein he/ her/ their authorized capacity(, and that by his/her/their signature(s) on the instrumentthe person( s), ortheentityuponbehalfofwhichtheperson(s) acted, executedtheinstrument.

I certifyunderPENALTYOFPERJURYunderthelawsof theStateof Californiathatthe foregoing paragraph is true and correct.

KATHY R. MAIR WITNESS my hand and official seal.

Notary Public - California
iOrange County
Commission # 2193966
a) 22
6 11_ _v My Comm. Expires May 22, 2021
t AAY\ 610...—E_A-
Signature ta , Public
Place Notary Seal Above

OPTIONAL
Thoughthissectionisoptional, completingthisinformationcandeteralterationofthedocumentor fraudulentreattachmentof this formto an unintendeddocument.

Description of Attached Document
Title or Type of Document:

Document Date: Number of Pages:

Signer( s) Other Than Named Above:

Capacity( ies) Claimed by Signer( s)
Signer' s Name: Mechelle Larkin Signer' s Name:

Corporate Officer— Title( s): Corporate Officer— Title( s):

Partner— Limited General Partner— Limited General Individual Attorney- in- Fact Individual Attorney- in-Fact Trustee Guardian or Conservator Trustee Guardian or Conservator Other: Other:

Signer Is Representing: Signer is Representing:
edas costsand included
in any judgmentrendered.The
suretyherebystipulatesand agrees that no change, extensionof time, alteration, or addition to the terms of the agreementor to the work to be performedthereunder or the specificationsaccompanyingthe same shall in any way affectits obligationson thisbond, and it doesherebywaive notice of any such change, extensionof time, alteration, or addition to the terms of the agreementor to theworkor to thespecifications.IN WITNESSWHEREOF, this instrument hasbeenduly executed by Principal and Suretyabovenamed,on December3, 2018LennarHomesof California, Inc., a CaliforniacorporationFidelityand DepositCompanyof MarylandPRINCIPALSURETY By: 2r- By: MechelleLarkin, Attorney-in- Fact SIGNATURESMUSTBE NOTARIZEDDocumentNo. 16353(PWFORMS\ BONDS-faithful performance\ rev. 04/ 2017) Page 1 of 1 ces requiredor providedfor under this Agreementshall
be in writingand delivered
in person or sent by mail, postage prepaidand
addressed as
provided in this
Section. Notice shall be effective
on the date is
delivered in person, or, if mailed, on the date of deposit in the United StatesMail. 01225.0006/ 369377.1 17 of 19 o defend, indemnify, or hold harmlessthe City. Nothing in thisSection prohibitsthe City fromparticipatingin the defense of any claim, action, or proceeding if City bears
its own attorney's fees
and costs anddefendsthe actionin good faith. Subdividershall not be requiredto pay or performany settlementunlessthe settlementis approved bythe Subdivider.01225.0006/369377. 1 13 of 19

ZURICH AMERICAN INSURANCE COMPANY

COLONIAL AMERICAN CASUALTY AND SURETY COMPANY

FIDELITY AND DEPOSIT COMPANY OF MARYLAND

POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, a corporation of the State of Maryland, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Maryland ( herein collectively called the " Companies"), by MICHAEL BOND, Vice President, in pursuance of authority granted by Article V, Section 8, of the By- Laws of said Companies, which are set forth on the reverseside hereofand are herebycertified to be in full force and effect on the date hereof, do herebynominate, constitute, and appoint Mechelle LARKIN, of IRVINE, California, its true and lawful agent and Attorney- in-Fact, to make, execute, seal and deliver, for, and on its behalf as surety, and as its act and deed: any and all bonds and undertakings, and the execution of such bonds or undertakings in pursuance of thesepresents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons.

The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8, of the By- Laws of said Companies, and is now in force.

IN WITNESS WHEREOF, the said Vice- President has hereunto subscribed his/ her names and affixed the Corporate Seals of the said ZURICH AMERICAN INSURANCE COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and FIDELITY AND DEPOSIT COMPANY OF MARYLAND, this 12th day of September, A. D. 2018.

ATTEST:

ZURICH AMERICAN INSURANCE COMPANY

COLONIAL AMERICAN CASUALTY AND SURETY COMPANY

FIDELITY AND DEPOSIT COMPANY OF MARYLAND
v ocroa
a' 4IN",,,.

Asesutikfie.

SEAL I i _,_ o to:
04 V?, 068+ '
ti
AL°
BY:

Assistant Secretary Vice President
Daniel Lutes Michael Bond
State of Maryland
County of Baltimore
On this 12th day of September, A. D. 2018, before the subscriber, a Notary Public of the State of Maryland, duly commissioned and qualified, MICHAEL BOND, Vice President, and DANIEL LUTES, Assistant Secretary, of the Companies, to me personally known to be the individuals and officers described in and who executed the preceding instrument, and acknowledged the execution of same, and being by me duly sworn, deposeth and saith, that he/she is the said officer of the Company aforesaid, and that the seals affixed to the preceding instrument are the Corporate Seals of said Companies, and that the said Corporate Seals and the signature as such officer were duly affixed and subscribed to the said instrument by the authority and direction of the said Corporations.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written.

Constance A. Dunn, Notary Public
My Commission Expires: July 9, 2019
POA- F 012- 4451 L
essthe City. Nothingin this Section prohibitsthe Cityfrom participatingin the defense of any claim, action, or proceedingif City bearsits own attorney' s feesandcosts anddefendsthe action in good faith. Subdividershall notbe requiredto pay or perform any settlement unlessthe settlement
is approvedby the Subdivider. 01225.0006/ 369377. 1 13 of 19 ACKNOWLEDGMENT
A notarypublic or otherofficer completingthis certificateverifiesonly the identityof 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 RIVERSIDE
On December18, 2018, beforeme, AndreaDeFrancesco, Notary Public, personallyappeared Geoff Smith, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/afe subscribedto the within instrumentand acknowledgedto 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 paragraphis true and correct.

ANDREADEFRANCESCOWITNESS my hand and official seal. rfii`_ Commission# 2115022 Notary Public- California
RiversideCounty
Comm. Jun 12, 2019
Signature: Seal)
Andrea DeFrancesco, Notary Public

ZURICHAMERICANINSURANCECOMPANY
at its office in New York,
NewYork., the regularlyelected
officersof the COLONIALAMERICAN
CASUALTYAND SURETYCOMPANYat its
officein OwingsMills, Maryland.,and the regularly elected officers of the FIDELITY AND DEPOSITCOMPANYOF MARYLANDat its
office in Owings Mills,
Executed in Triplicate
Olive Grove II ( Harvest at Preserve) Bond No.: 9305235 Water Improvements Contract No.:

Approved:

Premium: Included in Performance Bond

LABOR AND MATERIAL BOND
Tract Map No. 19951
WHEREAS, the City Council of the City of Chino, State of California, hereinafter designated as " CITY" and LENNAR HOMES OF CALIFORNIA, INC. a California Corporation, hereinafter designated as " PRINCIPAL," have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated December 18th, 2018, and identified as Project No. Tract Map No. 19951, is hereby referred to and made a part hereof; and WHEREAS, under the terms of said agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Chino to secure the claims to which reference is made in Title 15( commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California.

NOW, THEREFORE, said Principal and the undersigned, as corporate surety, are held and firmly bound unto the City of Chino, and all contractors, subcontractors, laborers, material, men, and other persons employed in the performance of the aforesaid agreement and referred to in the aforesaid Code of Civil Procedure in the sum of Two Hundred Nineteen Thousand Dollars ($ 219, 000.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorneys' fees, incurred by City in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

It is hereby expressly stipulated and agreed that this bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 15 ( commencing with Section 3082) of Part 4 of Division 3 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this bond.

Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect.

The surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the agreement or the specifications accompanying the same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration, or addition.

PRINCIPAL SURETY
By: By: f
Mechelle Larkin, A torney- in- Fact

SIGNATURE( S) MUST BE NOTARIZED
Document No. 16354( PWFORMS\ BONDS- L& M\ rev. 04/ 2017) Page 1 of 1 umentby the authorityand directionof the said Corporations.

IN TESTIMONYWHEREOF,I have
hereuntoset my handandaffixed
my OfficialSeal the day
andyearfirst abovewritten.ConstanceA. Dunn,Notary PublicMy CommissionExpires:July 9, 2019 POA-F 012- 4451L ess the City. Nothingin this Sectionprohibitsthe City fromparticipatingin the defenseof any claim, action, or proceedingif City bears its own attorney' s feesand costs
and defendsthe actionin goodfaith. Subdivider shall not be required to pay or performany settlement

State of California
County of Orange
On DECn 3 2018 before me, Kathy R. Mair, Notary PublicDATE Nameof NotaryPublicandTitle"NotaryPublic"]
personally appeared Mechelle Larkin
Name( s) of Signer( s)]
whoprovedtomeonthebasisofsatisfactoryevidencetobetheperson(s) whosename(s) is/ace subscribedtothewithininstrumentandacknowledgedtomethathe/she/theyexecutedthesamein hos/ her/ their authorized capacity{ ies}, and that by h-is/her/their signature(s) on the instrumentthe person( s}, ortheentityuponbehalfofwhichtheperson(-e} acted, executedtheinstrument.

I certifyunderPENALTYOFPERJURYunderthelawsof theStateof Californiathattheforegoing paragraph is true and correct.

KATHY R. MAIR WITNESS my hand and official seal.
ti Notary Public - California
i
Orange County vCommission # 2193966
My Comm. Expires May 22, 2021
C IVtirTIF

I '
ure of •• tary Public
Place Notary Seal Above

OPTIONAL
Thoughthissectionisoptional, completingthisinformationcandeteralterationofthedocumentor fraudulentreattachmentofthisformtoanunintendeddocument.

Description of Attached Document
Title or Type of Document:

Document Date: Number of Pages:

Signer( s) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer' s Name: Mechelle Larkin Signer' s Name:

Corporate Officer— Title( s): Corporate Officer— Title( s):

Partner— Limited General Li Partner— Limited General Individual Attorney-in- Fact Individual El Attorney-in-FactTrustee Guardian or Conservator Trustee Guardian or Conservator Other: Other:

Signer Is Representing: Signer is Representing:
so as
to give a rightof action to them or theirassignsin anysuit brought upon this bond.Shouldthe condition of this bond be fully performed, then this obligationshallbecomenulland void,otherwiseit shall be and remain in full force and effect.The surety herebystipulatesand agreesthat nochange, extensionoftime, alteration, or additionto thetermsof theagreementor the specificationsaccompanyingthesameshall in any way affect its obligations on
this bond, and it doesherebywaivenoticeof any suchchange, extensionof time, alteration, or addition. INWITNESSWHEREOF, this instrumenthasbeenduly executedby Principaland Surety above named,on December3, 2018 Lennar Homesof California, Inc.,a Californiacorporation Fidelity andDepositCompany of MarylandPRINCIPAL SURETY By: By: f MechelleLarkin, A torney- in- Fact SIGNATURE(S) MUSTBE NOTARIZEDDocumentNo. 16354(PWFORMS\BONDS-L& M\ rev. 04/ 2017)Page 1 of 1 umentby the authorityand directionof the said Corporations.IN TESTIMONYWHEREOF,I have hereunto set my hand
and affixed my Official Seal
the day and year first above written. ConstanceA.

Dunn, Notary
Public My Commission
Expires: July 9, 2019 POA-F
012- 4451L ess the
City. Nothingin this Section prohibitstheCity from participating in thedefenseof anyclaim, action, or proceedingif City bearsits own
attorney' s fees and costs
and defends the actionin good
faith. Subdividershall not be
requiredto pay or performany settlementunlessthe settlementis approvedby the Subdivider.01225. 0006/369377.1 13 of 19

ZURICH AMERICAN INSURANCE COMPANY

COLONIAL AMERICAN CASUALTY AND SURETY COMPANY

FIDELITY AND DEPOSIT COMPANY OF MARYLAND

POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, a corporation of the State of Maryland, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Maryland ( herein collectively called the " Companies"), by MICHAEL BOND, Vice President, in pursuance of authority granted by Article V, Section 8, of the By- Laws of said Companies, which are set forth on the reverse side hereof and are hereby certified to be in full force and effect on the date hereof, do hereby nominate, constitute, and appoint Mechelle LARKIN, of IRVINE, California, its true and lawful agent and Attorney- in-Fact, to make, execute, seal and deliver, for, and on its behalf as surety, and as its act and deed: any and all bonds and undertakings, and the execution of such bonds or undertakings in pursuance of these presents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons.

The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8, of the By- Laws of said Companies, and is now in force.

ATTEST:

ZURICH AMERICAN INSURANCE COMPANY

COLONIAL AMERICAN CASUALTY AND SURETY COMPANY

FIDELITY AND DEPOSIT COMPANY OF MARYLAND
Ynn.... f
o,
pD.
rrps'
tea
n» 3,
tees
h.. t;thenthis obligationshall become nulland void,otherwiseit shall be
and remainin fullforceand effect.The surety herebystipulatesand agreesthat no change, extension of time, alteration, or additionto thetermsof the agreement or the specificationsaccompanyingthe same shall in any way affectits obligations on this bond, and it doesherebywaive noticeof any such change, extensionof time, alteration, or addition.IN WITNESS WHEREOF, this instrumenthas beenduly executedby PrincipalandSuretyabovenamed, on December3, 2018 LennarHomes of California, Inc., a California corporationFidelityand Deposit Companyof MarylandPRINCIPALSURETYBy:

By: f MechelleLarkin,
A torney- in- Fact SIGNATURE(
S) MUST BE NOTARIZEDDocumentNo. 16354( PWFORMS\BONDS-
L& M\
rev. 04/ 2017)

Page 1 of 1 ends

the authorityand directionof
the said Corporations.IN TESTIMONYWHEREOF,I have hereuntoset my handand affixed my Official Seal the day and year first above written.

Constance A. Dunn, Notary Public
My Commission Expires: July 9, 2019
POA- F 012- 4451 L
essthe City. Nothingin this Section prohibitsthe Cityfrom participatingin the defense of any claim, action, or proceedingif City bearsits own attorney' s feesandcosts anddefendsthe action in good faith. Subdividershall notbe requiredto pay or perform any settlement unlessthe settlement
is approvedby the Subdivider. 01225.0006/ 369377. 1 13 of 19 ACKNOWLEDGMENT
A notarypublic or otherofficer completingthis certificateverifiesonly theidentity 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 RIVERSIDE
On December18, 2018, beforeme, AndreaDeFrancesco, Notary Public, personallyappeared Geoff Smith, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribedto the within instrumentand acknowledgedto me that he/she/they executed the same in his/ her/ their authorized capacity( ies), and that by hisyLher/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 paragraphis true and correct.

WITNESS my hand and official seal.
rd", 161644664411. 4"""" 6"
1—. .

ANDREA
sNCEfCommission#
2115NotaryPublic- Calif

1.-',"%
RiversideCounty
Comm. E ' esJun12,201gf
Signature: 4it Seal)
Andrea DeFrancesco, Notary Public
of theZURICH AMERICAN
INSURANCECOMPANYat itsoffice
in New York, NewYork.,
theregularlyelected officersof the
COLONIALAMERICANCASUALTYAND SURETYCOMPANY at its office in OwingsMills, Maryland., and the regularlyelected officers of the

FIDELITYAND DEPOSIT COMPANY
Executed in Triplicate
Olive Grove II ( Harvest at Preserve)
Water Improvements Bond No.: 9305235- M
Contract No.:

Approved:

WARRANTY BOND Premium: Included in Performance Bond
Tract Map No. 19951
WHEREAS, the City Council of the City of Chino, State of California, hereinafterdesignated as CITY" and LENNAR HOMES OF CALIFORNIA, INC. a California Corporation, hereinafter designated as " PRINCIPAL," have entered into an agreement whereby Principal has agreed to warrant and guarantee the installation, completion, and maintenance of certain designated public improvements, which said agreement, dated December 18th, 2018, and identified as Project No. Tract Map No. 19951, is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of said agreement to furnish a bond for the warranty of said improvements.

NOW, THEREFORE, we, the Principal, and Fidelity and Deposit Company of Maryland , as surety, are held and firmly bound unto the City of Chino in the penal sum of Forty-Three Thousand Eight Hundred Dollars ($ 43,800. 00) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors, and administrators, jointly and severally, firmly by these presents.

The condition of this obligation is such that if the above bound Principal, his or its heirs, executors, administrators, successors, or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions, and provisions in said agreement and any alteration thereof made as therein provided, on his or their part, to be kept and performed thereof made as therein provided, on his or its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless City, its officers, agents, and employees, as therein stipulated, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.

IN Wcfg§§.) ptigREOF, this instrument has been duly executed by Principal and Surety above named, on
Lennar Homes of California, Inc.,
a California corporation Fidelity and Deposit Company of Maryland

PRINCIPAL S R TY
By: By:

Mechelle Larkin, Attorney- in-Fact

SIGNATURE( S) MUST BE NOTARIZED
Document No. 19808( PWFORMS\ BONDS- Warranty\ rev. 04/ 2017) Page 1 of 1the said Corporations.IN TESTIMONYWHEREOF,I have hereuntoset my handand affixed my Official Seal the day and year first above written.

Constance A. Dunn, Notary Public
My Commission Expires: July 9, 2019
POA- F 012- 4451 L
essthe City. Nothingin this Section prohibitsthe Cityfrom participatingin the defense of any claim, action, or proceedingif City bearsits own attorney' s feesandcosts anddefendsthe action in good faith. Subdividershall notbe requiredto pay or perform any settlement unlessthe settlement
is approvedby the Subdivider. 01225.0006/ 369377. 1 13 of 19 CALIFORNIAALL-PURPOSEACKNOWLEDGMENT
Anotarypublicorotherofficercompletingthiscertificateverifiesonlytheidentityoftheindividualwhosignedthedocumenttowhichthiscertificateisattached, andnotthetruthfulness, accuracy, orvalidityofthatdocument.

State of California
County of Orange
On DEC0 3 2018 before me, Kathy R. Mair, Notary Public DATE
Nameof NotaryPublicandTitle"NotaryPublic"]
personally appeared Mechelle Larkin
Name( s) of Signer( s)]
whoprovedtomeonthebasisofsatisfactoryevidencetobetheperson(s) whosename(s) is/ace subscribedtothewithininstrumentandacknowledgedtomethathe/she/theyexecutedthesamein his/ her/ their authorized capacity( ics), and that by hie/her/their signature(s) on the instrument the person( s),
ortheentityuponbehalfofwhichtheperson(s) acted, executedtheinstrument.

I certifyunderPENALTYOFPERJURYunderthelawsof theStateof Californiathattheforegoing paragraph is true and correct.

KATHY R. MAIR WITNESS my hand and official seal.

Notary Public - California
OrangeCountyZ
Commission # 2193966
Comm. Expires May 2_
22021
Signature . Nota Public
Place Notary Seal Above

OPTIONAL
Thoughthissectionisoptional, completingthisinformationcandeteralterationofthedocumentor fraudulentreattachmentof thisformto an unintendeddocument.

Description of Attached Document
Title or Type of Document:

Document Date: Number of Pages:

Signer( s) Other Than Named Above:

Capacity( ies) Claimed by Signer( s)
Signer' s Name: Mechelle Larkin Signer' s Name:

Corporate Officer— Title( s): Corporate Officer— Title( s):

Partner— Limited General Partner—
Individual
111Limited El General
Attorney- in- Fact Individual Attorney- in-Fact
Trustee Guardian or Conservator Trustee
Other:

Guardian or Conservator
Other:

Signer Is Representing: Signer is Representing:
thereshall be includedcosts and reasonableexpenses and feesincluding reasonableattorneys' fees, incurredby the City in successfully enforcingsuch obligation, all to be taxedas costsand included in any judgmentrendered.The
suretyherebystipulatesandagreesthat no change, extensionof time, alteration, or additionto the terms of the agreementor to the work to be performedthereunderor the specifications accompanyingthesameshallin any way affectits obligationsonthisbond, andit doeshereby waivenotice of any
such change, extensionof time, alteration, or additionto the termsof the agreementor to the work or to the specifications.IN Wcfg§§.)ptigREOF, this instrumenthas been duly executedby Principal and Surety abovenamed, on LennarHomes of California, Inc.,a CaliforniacorporationFidelityand Deposit Company of MarylandPRINCIPALS R TY By: By: Mechelle Larkin, Attorney- in- FactSIGNATURE(S) MUSTBE NOTARIZEDDocument No. 19808( PWFORMS\BONDS-Warranty\rev.
04/ 2017) Page 1 of 1 the said Corporations.IN TESTIMONYWHEREOF,I have hereunto set
my hand andaffixed my
OfficialSeal the day and year first abovewritten.

ZURICH AMERICAN INSURANCE COMPANY

COLONIAL AMERICAN CASUALTY AND SURETY COMPANY

FIDELITY AND DEPOSIT COMPANY OF MARYLAND

POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, a corporation of the State of Maryland, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Maryland ( herein collectively called the " Companies"), by MICHAEL BOND, Vice President, in pursuance of authority granted by Article V, Section 8, of the By- Laws of said Companies, which are set forth on the reverse side hereof and are hereby certified to be in full force and effect on the date hereof, do hereby nominate, constitute, and appoint Mechelle LARKIN, of IRVINE, California, its true and lawful agent and Attorney- in-Fact, to make, execute, seal and deliver, for, and on its behalf as surety, and as its act and deed: any and all bonds and undertakings, and the execution of such bonds or undertakings in pursuance of thesepresents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons.

The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8, of the By- Laws of said Companies, and is now in force.

ATTEST:

ZURICH AMERICAN INSURANCE COMPANY

COLONIAL AMERICAN CASUALTY AND SURETY COMPANY

FIDELITY AND DEPOSIT COMPANY OF MARYLAND
o/ twsp' h

14. TsEC
IA0 21
t.
71••.........:*`ids'
BY:

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written. rpt, _ x. vr-"'—
Constance A. Dunn, Notary Public
My Commission Expires: July 9, 2019
POA- F 012- 4451LF 012- 4451
L ess the City. Nothingin this Sectionprohibits theCity from participatingin the defense of any claim, action, or proceedingif Citybears its own attorney's feesand costsand defends the actionin good faith. Subdivider shallnot be requiredto pay or perform any settlementunlessthe
settlementis approved by the Subdivider.01225. 0006/ 369377. 1 13 of 19

ACKNOWLEDGMENT
A notarypublic or otherofficercompletingthis certificateverifiesonly theidentityof the individual who signedthe document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA

COUNTY OF RIVERSIDE
On December18, 2018, beforeme, AndreaDeFrancesco, Notary Public, personallyappeared Geoff Smith, who provedto me on thebasisof satisfactoryevidenceto be the person(s) whose name(s) is/arc subscribedto the within instrumentandacknowledgedto 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 persons) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraphis true and correct.

WITNESS my hand and official seal. r. ANDREADESiMNCEBCo Cornndssion# 2115022
Notary Public- California
RiversideCounty
Comm. E Jun 12, 2019
Signature: -// Seal)
Andrea DeFrancesco, Notary Public

SURANCE COMPANY
at its office in
New York,New York.,
theregularlyelected officersof
theCOLONIALAMERICANCASUALTYAND
SURETYCOMPANYat its office in
OwingsMills, Maryland.,and the regularly electedofficers of the FIDELITYAND DEPOSIT COMPANY OF MARYLANDat its officein
Owings Mills, Maryland., in

SUBDIVISION IMPROVEMENT AGREEMENT
between

CITY OF CHINO
and
LENNAR HOMES OF CALIFORNIA, INC.
a California Corporation)
01225. 0006/ 369377. 1 Updated 11- 2017
111.

SUBDIVISION IMPROVEMENT AGREEMENT BETWEEN

THE CITY OF CHINO
AND
LENNAR HOMES OF CALIFORNIA, INC.
a California Corporation)
Agreement Date: December 18th, 2018
Subdivider Name: Lennar Homes of California, Inc., a California Corporation hereinafter" Subdivider)
Subdivision Description: Tract Map No. 19951 - 93- single family detached residential dwelling units on approximately 14.29 acres located at the northwest corner of Bickmore and Alpine Meadows Avenues ( hereinafter" Subdivision")
Tentative Map No.: 19951 - Approval Date: June 30th, 2015 hereinafter" Approved Tentative Map")
Estimated Total Cost of Improvements: $ 383, 400. 00
Estimated Total Cost of Monumentation: $ 3, 808. 00 ( based upon the plans, including individual lots, subdivision boundary and public improvements).

Security:

Bond No.: Qo?y.23Ss If
Surety: 1-11A(
id.
vL„ a Sv Gr) C CI6nripCthl
01225. 0006/ 369377. 1
Designees for the Service of Written Notice:

CITY: SUBDIVIDER:

CITY PROJECT INSPECTOR SURETY
Ronnie Hernandez Ji' ;\ in i040d s' it > Ii _ c Permit& Inspection Supervisor
Nrripeiti
13220 Central Avenue
Chino, CA 91710
909) 334- 3433
01225. 0006/ 369377. 1

TABLE OF CONTENTS

1. Construction Obligations . . 1

1. 1 Works of Improvement

1. 2 Other Obligations Referenced in Conditions of Tentative Map Approval

1. 3 Intent of Plans

1. 4 Survey Monuments

1. 5 Performance of Work

1. 6 Changes in the Work

1. 7 Defective Work

1. 8 No Warranty by City

1. 9 Authority of the City Engineer

1. 10 Documents Available at the Site

1. 11 Inspection

1. 12 Compliance with Law; Applicable Standards for Improvements

1. 13 Suspension of Work

1. 14 Erosion and Dust Control and Environmental Mitigation

1. 15 Final Acceptance of Works of Improvement

1. 16 Vesting of Ownership

1. 17 Subdivider' s Obligation to Warn Public During Construction

1. 18 Injury to Public Improvements, Public Property or Public Utility

2. Time for Performance 5

2. 1 Commencement and Completion Dates

2. 2 Phasing Requirements

2. 3 Force Majeure

2. 4 Continuous Work

2. 5 Reversion to Acreage

3. Labor 6

3. 1 Labor Standards

3. 2 Nondiscrimination

3. 3 Licensed Contractors

3. 4 Workers' Compensation

4. Security 7

4. 1 Required Security

4. 2 Form of Security Instruments

4. 3 Subdivider' s Liability

4. 4 Letters of Credit

4. 5 Release of Security Instruments

5. Cost of Construction and Provision of Inspection Service 10

5. 1 Subdivider Responsible for All Related Costs of Construction 01225. 0006/ 369377. 1

5. 2 Payment to City for Cost of Related Inspection and Engineering Services

5. 3 Payment of Development Impact Fees

6. Acceptance of Offers of Dedication 10

7. Warranty of Work 11

8. Default 11

8. 1 Default by Subdivider

8. 2 Remedies

8. 3 Notice of Violation

8. 4 Remedies Not Exclusive

8. 5 Attorney' s Fees and Costs

8. 6 Waiver

9. Indemnity/Hold Harmless 12

10. Subdivider' s Indemnity of Project Approval 13

11. Insurance Requirements 14

12. Environmental Warranty 16

13. General Provisions 17

13. 1 Successors and Assigns

13. 2 No Third- Party Beneficiaries

13. 3 No Vesting Rights

13. 4 Subdivider is Not Agent of City

13. 5 Time of the Essence

13. 6 Notices

13. 7 No Apportionment

13. 8 Severability

13. 9 Captions

13. 10 Incorporation of Recitals

13. 11 Interpretation

13. 12 Entire Agreement; Waivers and Amendments

13. 13 Counterparts

14. Authority 18
01225. 0006/ 369377. 1
2 Nondiscrimination

3. 3 LicensedContractors

3. 4 Workers'
Compensation4. Security 7

4. 1 Required Security

4. 2 Form
of SecurityInstruments4.
3 Subdivider's Liability4. 4
Lettersof Credit 4.5
Releaseof Security Instruments5.

Costof ConstructionandProvision of
InspectionService10 5. 1 Subdivider Responsiblefor All Related Costsof Construction 01225. 0006/369377.1

B. Pursuant to the Conditions, Subdivider, by the Map, has offered for dedication to City for publicuse of the streetsand easementsshownon the Map. City desiresto acceptthe streets and easements shown on the Map for public use, and certain other improvements described in this Agreement.

D. Subdivider' s agreement to construct and install the Works of Improvement pursuant to this Agreement and its offer of dedication of the streets, easements and other improvementsand facilities, as shown on the Map, are a material considerationto City in approvingTract Map No. 19951for the Propertyand permittingdevelopmentof the Propertyto proceed.

COVENANTS
Based upon the foregoing Recitals which are incorporated herein by reference and in consideration of City's approving the Map for the Property and permitting development of the Property to proceed, Subdivider agrees to timely perform all of its obligations as set forth herein.

1. Construction Obligations.

1. 3. Intent of Plans. The intent of the Plans referenced in Section 1.1 is to prescribe a complete work of improvement which Subdivider shall perform or cause to be performed in a manner acceptable to the City Engineer, ( or designee), and in full compliance with all codes and the terms of this Agreement. Subdivider shall complete a functional or operable improvement or facility, even though the Plans may not specifically call out all items of work required for Subdivider' s contractor to complete its tasks, incidental appurtenances, materials, and the like. If any omissionsare made or informationnecessaryto carry out the full intent and meaning of the Plans, Subdivider or its contractor shall immediately notify its design engineer who will seek approval of the City Engineer for furnishing of detailed instructions. In the event of any doubt or question arising regardingthe true meaning of any of the Plans, reference shall be made to the City Engineer whose decision thereon shall be final.

Subdivider recognizes that the Plans consist of general drawings. All authorized alterations affectingthe requirementsand informationgiven on the Plans shall be in writing and approvedby the City Engineer. The Plansshall be supplementedby such workingor shop drawings as are necessary to adequately control the work. Without the City Engineer' s prior written approval, no change shall be made by Subdivider or its contractor to any plan, specification, or working or shop drawing after it has been stamped as approved.

1. 6. Changes in the Work. The City Engineer, without invalidating this Agreement and without notification to any of the sureties or financial institutions referenced in Paragraph 4, may order extra work or may make changes by altering or deleting any portion of the Works of Improvement as specified herein or as deemed necessary or desirable by the City Engineer as determined necessary to accomplish the purposes of this Agreement and to protect the public health, safety, or welfare. The City Engineershall notify Subdivideror its contractorin writing by Correction Notice) at the time a determination has been made to require changes in the work. No field changesperformedor proposedby Subdivideror its contractorshall be binding on City unlessapprovedin writing by the City Engineer. The City and Subdividermay mutually agree upon changes to the Works of Improvement, subject to the security requirements in Section 4.

1. 8. No Warranty by City. The Plans for the Works of Improvement have been prepared by or on behalf of Subdivideror its consultantsor contractors, and City makes no representationor warranty, expressor implied, to Subdivideror to anyotherpersonregarding the adequacy of the Plans or related documents.

1. 9. Authority of the City Engineer. In addition to the authority granted to the City Engineerelsewherein this Agreement, the City Engineershall havethe authorityto decide all questions which may arise as to the quality and acceptability of materials furnished and work performed, and all questions as to the satisfactory and acceptable fulfillment of the terms of this Agreement by Subdivider and its contractor.

1. 10. Documents Available at the Site. Subdividershall cause its contractorto keep a copy of all approvedPlansat thejob site and shall give accesstheretoto the City's inspectors and engineers at all times.

Subdividershall causeits contractorto furnishthe City with every reasonablefacilityfor ascertaining whether or not the Works of Improvement as performed are in accordance with the requirements and intent of this Agreement, including the Plans. If the City inspector requests it, the Subdivider' s contractor, at any time before acceptance of the Works of Improvement, shall removeor uncoversuch portionsof the finishedwork as may be directed which have not previously been inspected. After examination, the Subdivider' s contractor shall restore said portions of the work to the standards required hereunder. Inspection or supervision by the City Engineer ( or designee) shall not be considered as direct control of the individual workmen on the job site. City's inspectorsshall have the authorityto stop any and all work not in accordance with the requirements contained or referenced in this Agreement.

The inspectionof the work by City shall not relieve Subdivideror its contractorof any obligationsto fulfill this Agreementas herein provided, and unsuitablematerialsor work may be rejectednotwithstandingthat such materialsor work may have been previouslyoverlooked or accepted.

1. 12. Compliance with Law; Applicable Standards for Improvements. In addition to the express provisions of this Agreement and the Plans, Subdivider shall cause construction of the Works of Improvement to be completed in accordance with all other applicable federal, state, and local laws, ordinances, rulesand regulations. In addition, without limitingthe foregoing, the Subdividershall, at its expense, obtainand complywith the conditionsof all necessarypermits and licenses for the construction of the Works of Improvement. The Subdivider shall also give all necessary notices and pay all fees and taxes as required by law.

1.13. Suspensionof Work. The City Engineershall have authorityto order suspension of the work for failure of the Subdivider's contractorto comply with law pursuantto Section 01225. 0006/ 369377. 1 3 of 19
Work. Subdividershall cause
its contractorto repair, reconstruct, replace, or otherwisemakeacceptableany work foundby the City Engineerto be defective.01225.0006/

1. 12. In case of suspension of work for any cause whatsoever, Subdivider and its contractor shall be responsible for all materials and shall store them properly if necessary, and shall providesuitableinterimdrainageand/ordustcontrolmeasures, anderecttemporarystructures where necessary.

1. 14. Erosion and Dust Control and Environmental Mitigation. All grading, landscaping, and construction activities shall be performed in a manner to control erosion and prevent flooding problems. The City Engineer shall have the authority to require erosion plans to prescribereasonablecontrols on the method, manner, and time of grading, landscaping, and construction activities to prevent nuisances to surrounding properties. Plans shall include without limitation temporary drainage and erosion control requirements, dust control procedures, restrictions on truck and other construction traffic routes, noise abatement procedures, storage of materials and equipment, removal of garbage, trash, and refuse, securing the job site to prevent injury, and similar matters.

1.15. Final Acceptance of Works of Improvement. After Subdivider' s contractor has completed all of the Works of Improvement, Subdivider shall then request a final inspection of the work. If items are found by the City's inspectors to be incomplete or not in compliance with this Agreementor any of the requirementscontainedor referencedherein, City will informthe Subdivider or its contractor of such items. After the Subdivider' s contractor has completed these items, the procedure shall then be the same as specified above for the Subdivider' s contractor' s initial request for final inspection. If items are found by City's inspectors to be incomplete or not in compliance after two ( 2) " final" inspections, the City may require the Subdivideror its contractor, as a conditionto performingfurther field inspections, to submit in writing a detailed statement of the work performed subsequent to the date of the previous inspection which was found to be incomplete or not in compliance at that time. Subdivider shall be responsible for payment to City Engineer of re-inspection fees in the amount necessaryto cover the City's costs for additionalfinal inspections, as determinedby the City Engineer.

No inspection or acceptance pertaining to specific parts of the Works of Improvement shall be construedas final acceptanceof any part untilthe overallfinal acceptanceby the City Engineer is made. The City Engineer shall make a certification of completion and acceptance on the Works of Improvementby recordationof a Noticeof Acceptanceon behalf of the City.

Final acceptance shall not constitute a waiver by the City Engineer of defective work subsequently discovered.

The date on which the Works of Improvement will be considered as complete shall be the date of the Notice of Acceptance.

1.16. Vesting of Ownership. Upon recordationof the Notice of Acceptance, ownership of the Works of Improvement shall vest in the City.

1. 17. Subdivider' s Obligation to Warn Public During Construction. Until recordation of the Notice of Acceptance, Subdividershall give good and adequatewarning to the public of any dangerous condition of the Works of Improvements, and shall take reasonable actions to protect the public from such dangerous condition. Until recordation of the Notice of Acceptance, Subdivider shall provide forty- eight ( 48) hours' advance written notice to all 01225. 0006/ 369377. 1 4 of 19
369377.1
3 of 19 Work. Subdividershallcauseits contractorto repair, reconstruct,replace, or otherwisemakeacceptable any work found by theCity Engineer
to be defective. 01225.
0006/ 369377.1 2 of 19
neighboringpropertyownersandtenantsaffectedby Subdivider's operationsor constructionof the hours, dates and durationof any plannedconstructionactivities.

1.18. Injuryto PublicImprovements, PublicPropertyor PublicUtility. Untilrecordation oftheNoticeofAcceptanceoftheWorksofImprovement, Subdividerassumesresponsibility forthe careandmaintenanceof, andanydamageto, theWorksof Improvements. Subdivider shallreplaceor repairall Worksof Improvements, publicproperty, publicutilityfacilities, and surveying or subdivision monuments and benchmarks which are destroyed or damaged for any reason, regardless whether resulting from the acts of the Subdivider, prior to the recordation of the Notice of Acceptance. Subdivider shall bear the entire cost of such replacementor repairs regardlessof what entity owns the underlyingproperty. Any repair or replacementshallbeto thesatisfaction, andsubjectto theapproval, oftheCityEngineer.

Neitherthe City, noranyofficeror employeethereof, shallbe liableor responsiblefor any accident, loss or damage, regardless of cause, occurring to the work or Works of Improvementspriorto recordationof the Noticeof Acceptanceof the work or improvements.

2. Time for Performance.

2. 1. Commencement and Completion Dates. Subject to Sections 2.2 and 2.3 below, Subdividershall (i) commencewithconstructionandinstallationof theWorksof Improvement thirty ( 30) days following City' s approval of the Plans (" Commencement Date"); and ( ii) completeor causeto be completedall of the Works of Improvementwithin two (2) years after the Commencement Date. IntheeventgoodcauseexistsasdeterminedbytheCityEngineer, the time for commencementof construction or completion of the Works of Improvement hereundermaybeextendedbyupto three (3) additionaloneyearperiods. Extensionsshallbe executed in writing by the City Engineer. The City Engineer in his or her sole discretion determineswhetheror nottheSubdividerhasestablishedgoodcausefor an extension. As a conditionof suchextension, theCityEngineermayrequireSubdividerto furnishnewsecurity guaranteeing performance of this Agreement, as extended, in an increased amount to compensate for any increase in construction costs as determined by the City Engineer. If Subdividerrequestsandis grantedan extensionof timefor completionof the improvements, City may apply the standards in effect at the time of the extension.

2. 2. Phasing Requirements. Notwithstanding the provisions of Section 2. 1, the City reserves the right to control and regulate the phasing of completion of specific Works of Improvement as required to comply with applicable City ordinances, regulations, and rules relating to the timely provision of public services and facilities. In addition to whatever other remediesthe Citymayhavefor Subdivider's failureto satisfysuchphasingrequirements, as thesamenowexistor maybeamendedfromtimeto time, SubdivideracknowledgesCity's rightto withholdtheissuanceof furtherbuildingpermitsonthePropertyuntilsuchphasing requirements are satisfied. Prior to issuance of building permits, Subdivider shall provide satisfactory evidence that all applicable requirements that are a condition to issuance of buildingpermitshavebeensatisfied. Suchrequirementsmay includethe paymentof fees, construction of improvements, or both. Final inspections or issuance of Certificates of OccupancymaybewithheldfromtheSubdividerbytheCity, if, uponadeterminationbythe City Engineer, completionof specificWorks of Improvementsor other requirementsassociated with the developmentof the Propertyhave not been completedto the City Engineer's satisfaction.
01225. 0006/ 369377. 1 5 of 19

2. 3. Force Majeure. Notwithstandingthe provisionsof Section2.1, Subdivider's time for commencementand completionof the Worksof Improvementshall be extendedfor the periodof any enforceddelay causeddue to circumstancesbeyondthe controland withoutthe fault of Subdivider, including to the extent applicable adverse weather conditions, flood, earthquakes, strikes, lockouts, acts or failures to act of a public agency ( including City), required changes to the scope of work required by City, and similar causes; provided, however, thattheperiodof anyenforceddelayhereundershallnotincludeanyperiodlonger than five (5) days prior to City's receipt of a written notice from Subdivideror its contractor detailing the grounds for Subdivider's claim to a right to extend its time for performance hereunder. The City Engineershallevaluateall claimsto ForceMajeureand the City Engineer' s decision shall be final.

2. 4. Continuous Work. After commencement of construction of the Works of Improvement ( or separate portion thereof), Subdividershallcausesuchworkto be diligently pursuedto completion, and shall not abandonthe work for a consecutiveperiodor more than thirty ( 30) days, events of Force Majeure excepted.

2. 5. Reversion to Acreage. In additionto whateverother rightsCity may have due to Subdivider's failuretotimelyperformitsobligationshereunder, SubdividerrecognizesthatCity reservesthe right to revertthe Propertyto acreagesubjectto the limitationsand requirements set forth in California Government Code Section 66499. 11 through Section 66499. 20. 1. In this regard, Subdivideragrees that if the Works of Improvementhave not been completedon or before the later of two (2) years from the date of this Agreementor within the time allowed herein, whicheveristhelater, andif Citythereafterinitiatesproceedingsto reverttheProperty to acreage, pursuantto GovernmentCodeSection66499.16, Subdividerherebyconsentsto such reversion to acreage and agrees that any improvements made by or on behalf of Subdividershallnotbeconsideredin determiningCity's authorityto revertthe Propertyto acreage.

3. Labor.

3. 1. Labor Standards. ThisAgreementissubjectto, andSubdivideragreesto comply with, all of the applicableprovisionsof the Labor Code including, but not limitedto, the wage and hour, prevailing wage, worker compensation, and various other labor requirements in Division 2, Part 7, Chapter 1, including section 1720 to 1740, 1770 to 1780, 1810 to 1815, 1860to 1861, whichprovisionsare specificallyincorporatedhereinby referenceas set forth hereinin theirentirety. Subdividershall expresslyrequirecompliancewith the provisionsof this Section in all agreements with contractors and subcontractorsfor the performance of the Works of Improvement.

3. 2. Nondiscrimination. In accordance with the California Fair Employment and Housing Act (" FEHA"), California Government Code Section 12940 et seq., Subdivider agrees that Subdivider, its agents, employees, contractors, and subcontractorperforminganyof the Worksof Improvementshallnotdiscriminate, in anyway, againstanypersonon the basisof race, ethnicity, religious creed, color, national origin, ancestry, physical disability, mental disability, medicalcondition, geneticinformation, maritalstatus, sex, gender, genderidentity, gender expression, age, sexual orientation, or military and veteran status. Subdivider shall expressly require compliance with the provisions of this Section in all agreements with contractors and subcontractors for the performance of this Agreement. 01225. 0006/ 369377. 1 6 of 19
roperty have
not beencompleted to the City Engineer's satisfaction.01225. 0006/369377.1 5 of 19 3. 3. Licensed Contractors. Subdivider shall cause all of the Works of Improvement to be constructed by contractors and subcontractors with valid California Contractors' licenses for the type of work being performed. All of Subdivider' s contractors and subcontractors shall obtain a valid City of Chino business license prior to performingany work pursuant to this Agreement. Subdividershall provide the City Engineerwith a list of all of its contractorsand subcontractors prior to initiating any work, and all valid Contractor' s licenses and business licensesissuedtheretoas a conditionof constructingthe Worksof Improvements.

4. Security.

4. 1. Required Security.
a) At the time Subdivider executes this Agreement, Subdivider shall furnish to City the following bonds, letters of credit, instruments of credit ( assignment of deposit account) or other security acceptable to City in its sole and absolute discretion and satisfying the requirements of the applicable provisions of this Section 4 below (hereinafter "Security Instruments"):
i) A Security Instrument securing Subdivider' s faithful performance of all of the Works of Improvement (" Faithful Performance Security Instrument"), in the amount of $ 383, 400. 00 equal to 100% of the estimated construction cost referenced in Section 1. 1. ii) A Security Instrument guaranteeing the payment to contractors, subcontractors, and other persons furnishing labor, materials, and/ or equipment (" Labor and Materials Security Instrument") with respect to the Works of Improvement in an amount equal to 191, 700. 00 equal to 50% of the estimated construction cost referenced in Section 1. 1.
iii) A Security Instrument guaranteeing the payment of the cost of setting monuments as required in Section 1.4 in the amount of 3, 808. 00 equal to 100% of the cost thereof.

This Agreement shall not be effective for any purpose until such Security Instruments are supplied to and approved by City in accordance herewith. b) Required Security Instrument for Maintenance and Warranty. Prior to the City Council's acceptance of the Works of Improvement and recordation of a Notice of Completion, Subdividershall deliver a Security Instrumentwarranting the work accepted for a period of one ( 1) year following said acceptance Maintenance and Warranty Security Instrument"), in the amount of $ 38, 300. 00 01225. 0006/ 369377. 1 7 of 19
nment CodeSection12940 et seq.,
SubdivideragreesthatSubdivider, its agents, employees, contractors, andsubcontractorperforming anyof the Worksof
Improvementshall not discriminate, in any way, against any person on the basis of race, ethnicity, religiouscreed, color, nationalorigin, ancestry, physical disability, mental disability, medicalcondition, genetic information, marital status, sex, gender, gender identity,genderexpression, age, sexualorientation, ormilitaryand veteranstatus. Subdividershallexpresslyrequirecompliance with the provisions of this Section in all agreements with contractors and subcontractorsfor the performanceof this Agreement.01225.0006/ 369377. 1 6 of 19 roperty havenot been completedto the City
Engineer' s satisfaction. 01225.0006/369377. 1 5 of 19
equal to 10% of the estimated construction cost set forth in Section 1. 1 or a suitable amount determined by the City Engineer.

4. 2. Form of Security Instruments. All Security Instruments shall be in the amounts required under Section 4. 1 ( a) or 4. 1( b), as applicable, shall meet the following minimum requirements and otherwise shall be in a form provided by City or otherwise approved by the City Attorney:
a) Bonds. For Security Instruments provided in the form of bonds, any such bond must be issued and executed by an insurance company or bank authorized to transact surety business in the State of California. Any insurance company acting as surety shall have a minimum rating of A-IX, as rated by the current edition of Best's Key Rating Guide published by A.M. Best's Company, Oldwick, New Jersey, 08858. Any bank acting as surety shall have a minimum rating of AA, as rated by Moody' s or Standard & Poor' s.
b) Letters of Credit. For Security Instrumentswhich are letters of credit, any letter of credit shall be an original separate unconditional, irrevocable, negotiable and transferable commercial letter of credit issued by a financial institution with offices in the State of California acceptable to City. Any such letter of credit shall specifically permit City to draw on same by unilateral certification of the City Engineer of the City that Subdivider is in default under its payment or performance obligations hereunder or in the event Subdivider fails to deliver a replacement letter of credit not less than thirty ( 30) days prior to the date of expiration of any such letter of credit and shall further be subject to the provisions of Section 4. 4.
c) Instrument of Credit. For Security Instruments which are Instruments of Credit, any Instrument of Credit shall be an assignment of deposit account assigning as security to City all of Subdivider' s interest in funds on deposit in one or more bank accounts with financial institutions acceptable to City. d) General Requirements for all Security Instruments. i) Payments under any Security Instruments shall be required to be made ( and, with respect to bonds, litigation shall be required to be instituted and maintained) in the City of Chino, State of California and the Security Instrument shall so provide).
ii) Each Security Instrument shall have a minimum term of one ( 1) year after the deadline for Subdivider' s completing the Works of Improvement, in accordance with Section 2. 1 ( other than Instruments of Credit, which shall have no defined term or expiration date).
iii) Each Security Instrument shall provide that changes may be made in the Works of Improvement pursuant to the terms of this Agreement without notice to any issuer or surety and without affecting the obligations under such Security Instrument. 01225. 0006/ 369377. 1 8 of 19
agents, employees, contractors, and subcontractorperforming any of the Worksof Improvementshall not discriminate, in anyway, against any personon the basisof race, ethnicity, religiouscreed, color, nationalorigin, ancestry, physicaldisability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, genderexpression, age, sexual orientation, or militaryand veteranstatus.

Subdividershall expresslyrequire compliance withthe provisionsof this Section in all agreementswith contractorsand subcontractorsfor the performanceof this Agreement. 01225. 0006/ 369377.1 6 of 19 ropertyhavenot
been completedto the CityEngineer's
satisfaction. 01225.
0006/369377.1 5 of 19
iv) If the Subdivider seeks to replace any security with another security, the replacement shall: ( 1) comply with all the requirements for security in this Agreement; ( 2) be provided by the Subdivider to the City Engineer; and (3) upon its written acceptanceby the City Engineer, be deemed a part of this Agreement. Upon the City Engineer' s acceptance of a replacement security, the former security may be released by the City.

4. 3. Subdivider' s Liability. While no action of Subdivider shall be required in order for City to realize on its security under any Security Instrument, Subdivider agrees to cooperate with City to facilitate City's realization under any Security Instrument, and to take no action to preventCityfrom such realizationof anySecurityInstrument. Notwithstandingthe givingof any Security Instrumentor the subsequentexpirationof any Security Instrumentor any failure by any surety or financial institution to perform its obligations with respect thereto, Subdivider shall be personally liable for performance under this Agreement and for payment of the cost of the labor and materialsfor the improvementsrequired to be constructedor installed hereby and shall, within ten ( 10) days after written demand therefor, deliver to City such substitute security as City shall require satisfying the requirements in this Section 4.

Subdividershall expressly require compliancewith the
provisions of
this Sectionin all agreementswith contractorsandsubcontractorsfor theperformanceof this Agreement. 01225.
0006/ 369377.1 6 of 19 ropertyhave not beencompletedto
i) Subdivider has made written request for release and provided evidence of satisfaction of all other requirements in this Section 4. 5; ii) the Works of Improvement have been accepted;
iii) Subdivider has delivered the Maintenance and Warranty Security Instrument; and
iv) after passage of the time within which lien claims are required to be made pursuantto Title 3 (commencingwith Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California. If lien claims have been timely filed, City shall hold the Labor and Materials Security Instrument until such claims have been resolved, Subdivider has provided a statutory bond, or otherwise as required by applicable law.
b) City shall releasethe MaintenanceandWarrantySecurity Instrumentupon Subdivider' s written request upon the expiration of the warranty period, and settlement of any claims filed during the warranty period. c) The City may retain from any security released, an amount sufficient to cover costs and reasonable expenses and fees, including reasonable attorney' s fees.

5. Cost of Construction and Provision of Inspection Service.

5. 1. Subdivider Responsible for All Costs of Construction. Subdivider shall be responsible for payment of all costs incurred for construction and installation of the Works of Improvement. In the event Subdivideris entitled to reimbursementfrom City for any of the Works of Improvement, such reimbursement shall be subject to a separate Reimbursement Agreementto be enteredinto betweenSubdividerand City prior to constructionof the Works of Improvement.

5. 2. Payment to City for Cost of Related Inspection and Engineering Services.

Subdivider shall compensate City for all of City's costs reasonably incurred in having its authorized representative make the usual and customary inspections of the Works of Improvement. In addition, Subdivider shall compensate City for all design, plan check, evaluating any proposed or agreed- upon changes in the work. The procedures for deposit and payment of such fees shall be as established by the City. In no event shall Subdivider be entitled to additional inspections or a final inspection and acceptance of any of the Works of Improvement until all City fees and charges have been fully paid, including without limitation, charges for applicable penalties and additional required inspections.

5. 3. Payment of Development Impact Fees. Subdivider shall pay Development Impact Fees pursuant to and in accordance with Chino Municipal Code Chapters 3. 40 and 3. 45.

6. Acceptance of Offers of Dedication. The City Council shall pass as appropriate resolution or resolutions accepting all offers of dedication shown on the Map for the Property, with acceptance to become effective upon completion and acceptance by City of the Works of 01225. 0006/ 369377. 1 10 of 19
lease of SecurityInstruments. TheCity shallreleaseall
Security InstrumentsconsistentwithGovernmentCode Sections 66499.7 and 66499. 8, Section 19. 09. 010of theChino MunicipalCode, and as follows:a) City shall release theFaithfulPerformance
SecurityInstrumentand Laborand Materials SecurityInstrumentwhen all of the following have occurred:01225. 0006/ 369377. 1 9 of 19 ntity,gender expression, age, sexualorientation, or military and veteran status. Subdividershall
expressly requirecompliancewith the provisionsof this Section in all agreementswith contractorsand subcontractorsfor theperformanceof this Agreement. 01225. 0006/ 369377. 1 6 of 19
roperty have
not been completed to the City Engineer's satisfaction. 01225. 0006/ 369377. 1 5 of 19
Improvement. Such resolution(s) shall authorizethe City Clerkto executethe Certificatemade a part of the Map regarding said acceptance of the offer of dedication.

7. Warranty of Work. Subdivider shall guarantee all Works of Improvement against defective materials and workmanship for a period of one ( 1) year from the date of final acceptance. If any of the Works of Improvement should fail or prove defective within said one 1) year perioddue to any reasonother than impropermaintenance, or if any settlementof fill or backfill occurs,
or should any portion of the Works of Improvement fail to fulfill any requirements of the Plans, Subdivider, within fifteen ( 15) days after written notice of such defects, orwithinsuchshortertimeas mayreasonablybedeterminedbythe Cityin the event of emergency, shall commenceto repair or replace the same together with any other work which may be damaged or displaced in so doing. ShouldSubdividerfail to remedy defective material and/ or workmanship or make replacements or repairs within the period of time set forth above, City may make such repairs and replacements and the actual cost of the required laborandmaterialsshallbe chargeableto andpayablebySubdivider. Thewarrantyprovided herein shall not be in lieu of, but shall be in addition to, any warranties or other obligations otherwise imposed by law.

8. Default.

8. 1. Default by Subdivider. Default by Subdivider shall include, but not be limited to:
a) Subdivider' s failure to timely commence construction of Works of Improvement under this Agreement;
b) Subdivider' s failure to timely complete construction of the Works of Improvement;
c) Subdivider' s failure to perform substantial construction work for a period for 20 consecutive calendar days after commencement of the work; d) Subdivider' s insolvency, appointment of a receiver, or the filing of any petition in bankruptcy, either voluntary or involuntary, which Subdividerfails to discharge within 30 days;
e) The commencement of a foreclosure action against the subdivision or a portion thereof, or any conveyance in lieu or in avoidance of foreclosure; or f) Subdivider' s failure to perform any other obligation under this Agreement.

8. 2. Remedies. The City reservesall remediesavailableto it at law or in equity for a default or breach of Subdivider's obligations under this Agreement. The City shall have the right, subjectto this Section, to draw upon or use the appropriatesecurityto mitigatethe City's damages in the event of default by Subdivider. The City's right to draw upon or use the security is in addition to any other remedy available to City. The parties acknowledge that the estimated costs and security amounts may not reflect the actual cost of construction of the improvementsand, therefore, City's damagesfor Subdivider's defaultshallbe measuredby the cost of completingthe requiredimprovements. The City may use the sums providedby the securities for the completion of the Works of Improvement in accordance with the plans. In the 01225. 0006/ 369377. 1 11 of 19
pal Code, and
as follows: a) City shallrelease
the FaithfulPerformanceSecurityInstrumentand Labor and Materials SecurityInstrument whenall of the followinghaveoccurred:01225.0006/ 369377.1 9 of 19 ntity, genderexpression, age,
sexual orientation,
or militaryand veteranstatus. Subdivider shallexpresslyrequire compliancewith the provisions of this Section
in all
agreementswithcontractors andsubcontractorsfor the performanceof this Agreement.01225.0006/369377.1 6 of 19 roperty have notbeencompletedto the CityEngineer's event the Subdivider fails to cure any default under this Agreement within 20 days after the Citymailsa noticeof suchdefaultto the Subdividerandthe Subdivider's surety, Subdivider authorizes the City to perform the obligation for which Subdivider is in default and agrees to pay the entire cost of such performanceby the City. The City may take over the work and complete the Works of Improvement, by contract or by any other method City deems appropriate, at theexpenseof theSubdivider. In suchevent, City, withoutliabilityfor doingso, may complete the Works of Improvement using any of Subdivider' s materials, appliances, plans and other property that are at the work site and that are necessary to complete the Works of Improvement.

8. 3. Notice of Violation. The Subdivider's failure to comply with the terms of this AgreementconstitutesSubdivider's consentfor the City to file a notice of violation against all the lots in the Subdivision, or to rescind or otherwise revert the Subdivision to acreage.

Subdivider specifically recognizes that the determination of whether a reversion to acreage or rescission of the Subdivisionconstitutes an adequate remedy for default by the Subdivider shall be within the sole discretion of the City.

8. 4. Remedies Not Exclusive. In any case where this Agreement provides a specific remedy to City for a default by Subdivider hereunder, the Subdivider agrees that the choice of remedyor remediesfor Subdivider's breachshall be in the discretionof the City. Additionally, any remedy specifically provided in this Agreement shall be in addition to, and not exclusive of, City's rightto pursueany otheradministrative, legal, or equitableremedyto whichit mayby entitled.

8. 5. Attorney' s Fees and Costs. In the event that Subdividerfails to perform any obligationunder this Agreement, Subdivideragreesto pay all costs and expensesincurredby City in securing performance of such obligations, including costs of suit and reasonable attorney's fees. In the event of any dispute arising out of Subdivider' s performance of its obligationsunder this Agreementor under any of the SecurityInstrumentsreferencedherein, the prevailingparty in such action, in additionto any other relief which may be granted, shall be entitled to recover its reasonable attorney' s fees and costs. Such attorney' s fees and cost shall includefees and costs on any appeal, and in additiona party entitled to attorney's fees and costs shall be entitledto all other reasonablecosts incurred in investigatingsuch action, taking depositions and discovery, retaining expert witnesses, and all other necessary and related costs with respect to the litigation. All such fees and costs shall be deemed to have accrued on commencement of the action and shall be enforceable whether or not the action is prosecuted to judgment.

9. Indemnity/Hold Harmless. City or any officer, employee or agent thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of Subdivider, its agents, employees, contractors and subcontractors in the performance of this Agreement. Subdividerfurther agreesto protect, defend, indemnifyand hold harmlessCity, its officials, boards and commissions, and membersthereof, agents, and employees from any and all claims, demands, causes of action, liability or loss of any sort, becauseof, or arising out of, acts or omissions of Subdivider, its agents, employees, contractors and subcontractors 01225. 0006/ 369377. 1 12 of 19
in the performance of this Agreement, except for such claims, demands, causes of action, liability or loss arising out of the sole active negligence of the City, its officials, boards, commissions, the members thereof, agents and employees, including all claims, demands, causesof action, liabilityor loss becauseof or arisingout of, in whole or in part, the designor construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said Subdivision, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other improvements.

Recordation of the Notice of Acceptance by the City of the Works of Improvements shall not constitutean assumptionby the City of any responsibilityfor any damageor taking coveredby this Section. City shall not be responsiblefor the design or constructionof the propertyto be dedicated or the improvements pursuant to the approved improvement plans or map, regardlessof any negligentactionor inactiontaken by the City in approvingthe plans or map, unless the particular improvement design was specifically required by City over written objection by Subdivider submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design.

After recordation of the Notice of Acceptance, the Subdivider shall remain obligated to eliminate any latent defect in design or dangerous condition caused by the design or construction defect; however, Subdivider shall not be responsible for routine maintenance. The provisionsof this paragraphshall remainin full force and effectfor ten (10) years followingthe recordation of the Notice of Acceptance by the City of the Works of Improvements. It is the intent of this section that Subdivider shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that City shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving or reviewing any work or construction. The improvement security shall not be required to cover the provisions of this Paragraph.

Subdividershall reimbursethe City for all costs and expenses, includingbut not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs, incurred by City in enforcing this Section.

10. Subdivider's Indemnityof ProjectApproval. Subdividershall defend, indemnify, and hold harmless the City and its agents, officers, and employees from any claim, action, or proceeding against the City or its agents, officers, or employees to attack, set aside, void, or annul, an approvalof the City, advisoryagency, appeal board, or legislativebody concerning the Subdivision. The City shall promptly notify the Subdivider of any claim, action, or proceedingand cooperatefully in the defenseof any such claim, action, or proceeding. In the event City fails to promptly notifythe Subdividerof any claim, action, or proceeding, or if the City fails to cooperate in the defense, the Subdivider shall not thereafter be responsible to defend, indemnify, or hold harmlessthe City. Nothing in this Section prohibits the City from participatingin the defenseof any claim, action, or proceedingif City bears its own attorney's fees and costs and defendsthe action in good faith. Subdividershall not be requiredto pay or perform any settlement unless the settlement is approved by the Subdivider. 01225. 0006/ 369377. 1 13 of 19

11. InsuranceRequirements. Subdivider, at Subdivider's sole cost and expenseand for the full term of this Agreementand any extensionsthereto, shall obtainand maintainall of the followingminimuminsurancerequirementsin a form approvedby the City's authorized designeefor RiskManagementpriorto commencinganywork:
a) Commercial General Liability policy with a minimum $ 1 million combined singlelimitfor bodilyinjuryandpropertydamageprovidingall of thefollowing minimum coverage without deductibles:
i) Premisesoperations; includingX, C, and U coverage; ii) Owners' and contractors' protection;
iii) Blanket contractual;
iv) Completed operations; and
v) Products.
b) Commercial Business Auto policy with a minimum $ 1 million combined singlelimitfor bodilyinjuryandpropertydamage, providingall of thefollowing minimum coverage without deductibles:
i) Coverage shall apply to any and all leased, owned, hired, or non- owned vehicles used in pursuit of any of the activities associated with this Agreement; and
ii) Any and all mobile equipment including cranes which are not covered under the above Commercial Business Auto policy shall have said coverage provided under the Commercial General Liability policy.
c) Workers Compensationand Employers' Liability policy in accordancewith the laws of the State of Californiaand providingcoveragefor any and all employees of the Subdivider:
i) This policy shall provide coverage for Workers' Compensation Coverage A); and
i) This policy shall provide coverage for $ 1,000, 000 Employers' Liability ( Coverage B).
ii) Pursuantto LaborCodesection1861, Subdividerbyexecutingthis Agreement certifies: " I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers' Compensation or to undertake self- insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work of this contract."
01225. 0006/ 369377. 1 14 of 19
asance, misfeasanceor malfeasancein approvingor reviewing any workor construction. The improvementsecurityshallnot be requiredto coverthe provisions of thisParagraph.Subdivider shall reimbursethe City for all costsand expenses, including but not limited to fees and chargesof architects, engineers, attorneys, and other professionals, and court costs, incurred by City in enforcing this Section.10. Subdivider' s Indemnityof ProjectApproval. Subdividershall defend,
indemnify, and hold harmlessthe Cityandits agents, officers, and employeesfromany claim, action, or proceedingagainstthe City or its agents, officers, or employees to attack, setaside, void, or annul, an
approval of theCity, advisoryagency, appeal board, or legislativebody concerningthe Subdivision. The City shall promptlynotify the Subdividerof any claim, action, or proceeding and cooperatefully in thedefenseof any suchclaim, action, or proceeding. In the event City failsto promptlynotifythe Subdividerof any claim, action, or proceeding, or if the City fails to cooperate in the defense, the Subdividershall not thereafter be responsibleto defend, indemnify, or hold harmlessthe City. Nothingin thisSection prohibitsthe City fromparticipatingin the defenseof any claim, action, or proceedingif City bearsitsown attorney's feesand costsand defends the action in goodfaith. Subdividershall not be required to pay or performany settlementunlessthe settlementis approvedby the Subdivider. 01225.0006/369377.1 13 of 19
iii) Prior to commencementof work, the Subdividershall file with the City's Risk Manager a Certificate of Insurance or certification of permissionto self-insureworkers' compensationconformingto the requirements of the Labor Code.
d) Endorsements. All of the followingendorsementsare requiredto be made a part of each of the above- required policies as stipulated below:
i) "
TheCityof Chino, itsofficers, employeesandagentsarehereby added as additional insureds."
ii) " This policy shall be consideredprimary insurancewith respect to any other valid and collectible insurance the City may possess, includinganyself- insuredretentiontheCitymayhaveandany
other insurance the City does possess shall be considered excess insurance only."
iii) " This insuranceshall act for each insuredand additionalinsuredas though a separate policy has been written for each. This, however, will not act to increasethe limitof the insuringcompany." iv) " Thirty (30) days priorwritten noticeof cancellationshall be givento the City of Chino in the event of cancellation and/or reduction in coverage, exceptthatten (10) dayspriorwrittennoticeshallapply in the event of cancellation for non- payment of premium." Such notice shall be sent to the Risk Manager at the address indicated in Subsection f below.
v) Subsection d( iv) hereinabove " Cancellation Notice" is the only endorsement required of the Workers' Compensation and Employers' Liabilitypolicy.
e)
AdmittedInsurers. All insurancecompaniesprovidinginsuranceto the Subdivider under this Agreement shall be admitted to transact the business of insurance by the California Insurance Commissioner.
f) Proof of Coverage. Copies of all requiredendorsementsshall be attached to the Certificate of Insurance which shall be provided by the Subdivider's insurance company as evidence of the coverage required herein and shall be mailed to:

City of Chino
Risk Management
13220 Central Avenue
Chino, CA 91710
01225. 0006/ 369377. 1 15 of 19
of this
contract."01225.0006/369377.1 14 of 19 asance, misfeasanceor malfeasancein approvingor reviewing anyworkor construction. Theimprovementsecurityshall notbe required to cover the provisions of this Paragraph.Subdividershall reimburse the City for all costs and expenses, including but not limitedto fees and charges of architects, engineers, attorneys, andother professionals, and courtcosts, incurred by City in enforcingthis Section.10. Subdivider's Indemnity of ProjectApproval. Subdivider shalldefend, indemnify, and holdharmless the City and its agents, officers, and employeesfrom anyclaim, action, or proceedingagainst
the City orits agents, officers, or employeesto attack, set aside, void, or annul, an approval of the City, advisory agency, appeal board, or legislative body concerning the Subdivision. The Cityshallpromptly notify theSubdivider of any claim, action, or proceeding and cooperatefully in the defenseof any such claim, action, or proceeding. In the event City fails to promptly notify the Subdivider of any claim, action, or proceeding, or if the Cityfailsto cooperatein the defense, the Subdividershall notthereafter be responsibleto defend, indemnify, or holdharmless theCity. Nothingin thisSection prohibitstheCity from participatingin the defenseof any claim, action, or proceedingif Citybears its own attorney' s fees and costsand defendstheactionin good faith. Subdividershall not berequiredto payor performany settlementunless thesettlementis approvedby the Subdivider. 01225.0006/369377.1 13 of 19

12. Environmental Warranty.

12. 1.

Priorto theacceptanceof anydedicationsorWorksof ImprovementbyCity, SubdividershallprovideCitywitha writtenwarrantyin a formsubstantiallysimilarto Exhibit C" attachedheretoandincorporatedhereinbyreference, that:
a)
NeitherthepropertytobededicatednorSubdividerareinviolationofany environmentallaw, and neither the propertyto be dedicated nor the Subdivider are subjectto anyexisting, pendingor threatenedinvestigationby any federal, state or local governmental authority under or in connection with the environmental laws relating to the property to be dedicated. b) NeitherSubdividernor any otherpersonwith Subdivider's permissionto be uponthe propertyto be dedicatedshall use, generate, manufacture, produce, or release, on, under, or about the property to be dedicated, any Hazardous Substanceexcept in compliancewith all applicableenvironmentallaws. For the purposes of this Agreement, the term " HazardousSubstances" shallmeanany substanceor materialwhichis capableof posinga riskof injuryto health, safety or property, including all those materials and substances designated as hazardousor toxic by any federal, state or local law, ordinance, rule, regulation or policy, including but not limited to, all of those materials and substances defined as "Toxic Materials" in Sections 66680 through 66685 of Title 22 of the California Code of Regulations, Division 4, Chapter 30, as the same shall be amendedfromtimeto time, or any othermaterialsrequiringremediationunder federal, state or local laws, ordinances, rules, regulations or policies. c) Subdivider has not caused or permitted the release of, and has no knowledgeof the releaseor presenceof, any HazardousSubstanceon the propertyto be dedicatedor the migrationof any hazardoussubstancefrom or to any otherpropertyadjacentto, or in the vicinityof, the propertyto be dedicated. d) Subdivider's priorandpresentuseof thepropertyto be dedicatedhasnot resultedin the releaseof any hazardoussubstanceon the propertyto be dedicated.

12.2. Subdividershallgivepromptwrittennoticeto Cityof:
a) Any proceeding or investigation by any federal, state or local governmental b) authority with respect to the presence of any hazardous substance on the propertyto be dedicatedor the migrationthereoffromor to anyotherproperty adjacent to, or in the vicinity of, the property to be dedicated. c)
Any claimsmade or threatenedby any third party againstCity or the propertyto be dedicatedrelatingto any loss or injury resultingfrom any hazardous substance; and
d) Subdivider's discoveryof anyoccurrenceor conditionon any property adjoining or in the vicinity of the propertyto be dedicated that could cause the 01225. 0006/ 369377. 1 16 of 19
ativebody concerningthe Subdivision. The City shall promptlynotifythe Subdividerof any claim, action, or proceedingand cooperatefully in the defenseof any such claim, action, or proceeding. In the event Cityfailsto promptlynotify theSubdivider of any claim, action, or proceeding, or if the City failsto cooperatein thedefense, theSubdividershall not thereafterbe responsible to defend, indemnify, or hold harmlessthe City. Nothingin this Section prohibits theCity from participatingin the defenseof any claim, action, or proceeding if Citybearsits ownattorney's fees andcosts anddefendsthe actionin good faith.

Subdividershallnot be requiredto pay orperformany settlementunlessthe settlementis approvedby the Subdivider.01225.0006/ 369377.1 13 of 19
propertytobededicatedoranypartthereoftobesubjecttoanyrestrictionsonits ownership, occupancy, useforthepurposeforwhichitisintended, transferabilityor suit under any environmental law.

13. General Provisions.

13. 1.

SuccessorsandAssigns. ThisAgreementshallbebindinguponallsuccessors andassignstoSubdivider's right, title, andinterestinandtothePropertyandanyportionthereof.

SubdividerherebyconsentstoCityrecordingthisAgreementasofficialrecordsof SanBernardinoCounty, affectingfeetitleinteresttothePropertytoprovideconstructivenotice of the rights and obligations incurred by Subdivider in the City' s approval of this Agreement. In theeventthePropertyissubsequentlyconveyedbySubdividertoa thirdpartypriorto completionof the Worksof Improvement, wherebythe thirdpartyis intendedto assumeSubdivider' s responsibilities with regard to this Agreement, ( the " Replacement Subdivider"), therightsandobligationsofthisAgreementshalltransferto theReplacementSubdivider; however, theSecurityInstrumentsrequiredpursuantto Section4 of thisAgreement, and furnishedbySubdividerasa conditionoftheCity's approvalofthisAgreement, shallremain Subdivider's responsibilityto maintainuntilsuchtimeas Subdividerandits ReplacementSubdivider enter into a Transfer and Assignment of Subdivision Agreement, ( the " Transfer Agreement"), toacknowledgethetransferoffeetitletothePropertyfromtheSubdividertoits ReplacementSubdivider, andtoacknowledgetherightsandobligationsassociatedwiththisAgreement upon the Replacement Subdivider, including Replacement Subdivider' s responsibilitytofurnishreplacementSecurityInstrumentsmeetingtheCity's approvalpursuant to Section 4 of this Agreement. UntilsuchtimeasaTransferAgreement, meetingtheCity'sapproval, is executed by Subdivider and its Replacement Subdivider, and replacement SecurityInstrumentsmeetingCity's approvalarefurnishedbytheReplacementSubdivider, SubdividerretainssoleresponsibilityformaintainingallSecurityInstrumentsrequiredpursuant to Section 4 of this Agreement.

13. 2. No Third- Party Beneficiaries. ThisAgreementis intendedto benefitonlythe partiesheretoandtheirrespectivesuccessorsandassigns. NeitherCitynorSubdividerintend to createanythird-partybeneficiaryrightsinthisAgreementinanycontractor, subcontractor, memberof thegeneralpublic, orotherpersonorentity.

13.3. NoVestingRights. PerformancebytheSubdividerofthisAgreementshallnotbe construedtovestSubdivider's rightswithrespecttoanychangeinanyzoningorbuildinglaw or ordinance.

13.5. TimeoftheEssence. Timeis of theessenceof Subdivider's performanceof allof its obligations under this Agreement.

13. 6. Notices. Unless otherwise specified in this Agreement, all notices required or providedforunderthisAgreementshallbeinwritinganddeliveredinpersonorsentbymail, postage prepaid and addressedas provided in this Section. Notice shall be effective on the dateis deliveredin person, or, if mailed, on thedateof depositin the UnitedStatesMail. 01225. 0006/ 369377. 1 17 of 19
ot thereafter be responsible to
defend, indemnify, or hold harmlessthe City. Nothing in this Section prohibits the City from participatingin the defenseof any claim, action, or proceedingif City bears its own attorney's fees and costs and defendsthe action in good faith. Subdividershall not be requiredto pay or perform any settlement unless the settlement is approved by the Subdivider. 01225. 0006/ 369377. 1 13 of 19
NoticeshallbeprovidedtothepersonslistedonPages1and2ofthisAgreementbytheparties for this purpose.

Eitherpartymayprovidea newdesignatedrepresentativeand/oraddressbywrittennotice as provided in this Section.

13.7. NoApportionment. NothingcontainedinthisAgreementshallprecludeCityfrom expendingmoniespursuantto agreementsconcurrentlyor previouslyexecutedbetweenthe parties, orfromenteringintoagreementswithothersubdividersfortheapportionmentofcosts of water and sewer mains,
or otherimprovementspursuantto the provisionsof the City ordinancesprovidingtherefore. NorshallanythingintheAgreementcommitCitytoanysuch apportionment.

13. 8. Severability. If any portionof this Agreementis held invalidby a courtof competentjurisdiction, the remainderof theAgreementshallremainin fullforceandeffect unless amended or modified by mutual written consent of the parties.

13.9. Captions. ThecaptionsofthisAgreementareforconvenienceandreferenceonlyand shall not be usedin the interpretationof any provisionof this Agreement.

13.10. IncorporationofRecitals. TherecitalstothisAgreementareherebyincorporatedinto the terms of this Agreement.

13.11. Interpretation. ThisAgreementshallbeinterpretedinaccordancewiththelawsof the State of California.

13. 12. Entire Agreement; Waivers and Amendments. This Agreement integrates all of the terms and conditions mentioned herein, or incidental hereto, and supersedes all negotiationsand previous agreementsbetween the parties with respect to all or part of the subject matter hereof, except as may be expressly provided herein. All waivers of the provisionsof thisAgreementmustbe inwritingandsignedbyan authorizedrepresentativeof thepartytobecharged, andallamendmentsheretomustbeinwritingandsignedbythe appropriate representatives of both parties.

13.13. Counterparts. ThisAgreementmaybeexecutedinoneormorecounterparts, all of which taken together shall be deemed one original.

14. Authority. ThepersonsexecutingthisAgreementon behalfof thepartieswarrantthe (I) party is duly organized and existing, ( ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, ( iii) byso executingthisAgreement, suchpartyis formally boundtotheprovisionsof thisAgreement, and (iv) theenteringintoof thisAgreementdoes notviolateany provisionsof any otheragreementto whichsaid partyis bound.

SIGNATURES ON NEXT PAGE]
01225. 0006/ 369377. 1 18 of 19
hall not be construedto vestSubdivider'
s rightswith respectto anychange in any zoningor building law or ordinance. 13.4. Subdivideris Not Agentof
City. NeitherSubdividernorSubdivider's agents,contractors, orsubcontractorsare agentsor contractorsof theCityin connectionwith the performanceof
Subdivider's obligations under this Agreement.13.5. Time of the Essence. Time is of the essenceof Subdivider's performanceof all of itsobligationsunderthis Agreement.13.

6. Notices. Unlessotherwise specifiedin thisAgreement, all noticesrequiredor providedfor under this Agreementshall bein writinganddeliveredin personor sentby mail,postageprepaidand addressed as providedin this Section. Noticeshall
be effective on the date
is delivered in person, or, if mailed, on thedateof deposit in the United States Mail.01225.0006/ 369377.1 17 of 19ot thereafterbe responsibleto defend, indemnify, or hold harmlessthe City. Nothing in this Sectionprohibitsthe City from participatingin the defenseof any claim, action, or proceedingif City bearsits ownattorney's fees and costs and defendsthe action
in goodfaith. Subdividershall not be required to pay or perform any settlement unless the settlementis
INWITNESSWHEREOF, theCityandtheSubdividerhavecausedthisAgreementtobe executed the day and year first above written.

APPROVED AS TO FORM: APPROVED AS TO CONTENT:

N(..LIkrefFred Galante, City Attorney Nicholas S. Li ri, AICP Director of Development Services
LENNAR HOMES OF CALIFORNIA, INC.
a California Corporation)
By: 8
Signature and Date)
Name: 4' F% y5) 7/ 14(
Please tye or print name)
Title: V/ cz g, ,
Please type or print title)

CITY OF CHINO
111
Mattire B. e, City Manager
Dated: ( TPA• 1$
ATTEST:

By'
ngelaiobles, CityClerk
Dated: 12-. 2,c • Y
01225. 0006/ 369377. 1 19 of 19
CALIFORNIA ALL- PURPOSE ACKNOWLEDGMENT CML COP E § 1189 Anotarypublicorotherofficercompletingthiscertificateverifiesonlytheidentityoftheindividualwhosignedthedocumenttowhichthiscertificateisattached,andnotthetruthfulness,accuracy,orvalidityofthatdocument.

State of California
County of lvu9cz
On CecemixrLU bl& before me, JCCIlf1/4k16 ,_ 1\10-1[4PDate GihftQ
elq rt Nanle and Title o the
Ofcerpersonallyappeared4 q
Narrie( s) of Signer( s)
who proved to me on the basis of satisfactory evidence to be the personigfr whose name ) Is/ subscribedto the within instrumen nd acknowledged to me that he/ s / ty executed the same iii his/ f itauthorized capacity• ), and that by his/ tl r signature on the instrument the person , or the entityupon behalf of whi the person acted, executed the instrument.

I certifyunderPENALTYOFPERJURYunderthe
t v. 0.,„'

JODIE ATHA
lawsoftheStateofCaliforniathattheforegoingNotary Public- California Z o
Riverside County >_ paragraph is true and correct.

Commission# 2230896
My Comm. Expires Feb 11, 2022
WITNESSmy hand and official seal.

Signature • / , fPlace Notary Seal and/ or Stamp Above gnatüre of Notary Public

OPTIONAL ---
Completingthisinformationcandeteralterationof,thedocumentor fraudulentreattachmentof thisformto anunintendeddocument.

Description of Attached Document
Title or Type of Document:

Document Date:

Number of Pages:

Signer( s) Other Than Named Above:

Capacity( ies) Claimed by Signer( s)
Signer' s Name: Signer' s Name:

Corporate Officer— Title( s): Corporate Officer. Title( s):

Partner— Limited 0 General 0 Partner- 0 Limited.- 0 General 0 Individual 0 Attorney in Fact 0 Individual 0 AttorneyinFactTrustee 0 Guardian of Conservator. Trustee - 0 Guardian of Conservator0 Other: 0 Other: - Signer is Representing: Signer is Representing:
2017 National Notary Association
they aredulyauthorizedto execute and
deliverthis Agreementon behalfof said party, (iii)
by so executingthis Agreement, suchparty is formallyboundto the provisionsof this Agreement, and (iv) the entering into of this Agreementdoes not violateany provisionsof any other agreementto whichsaid party is bound.SIGNATURESON NEXTPAGE] 01225.0006/369377.1 18 of19 hall notbe construedto vestSubdivider's rightswithrespectto any changein any zoning or buildinglaw or ordinance.13. 4. Subdivideris Not Agent of City. Neither
Subdividernor Subdivider' s agents,contractors, or
subcontractorsare agents or contractors of the
City in connection withthe performanceof Subdivider's obligationsunderthis Agreement.13.

5. Timeof theEssence. Time is of
theessenceof Subdivider's performanceof allof its obligationsunderthis Agreement.13. 6. Notices. Unless otherwisespecified in this Agreement,
all noticesrequired or provided for underthis Agreement shallbe in writing and deliveredin personor sentbymail,postageprepaidand addressedas providedin thisSection.

Notice shall be effective on the dateis deliveredin person, or, if mailed, on the dateof depositin theUnitedStatesMail.01225.0006/369377.1 17of 19 ot thereafter be responsibleto defend, indemnify, or hold
harmlessthe City. Nothing in
this Section prohibitsthe City fromparticipatingin thedefenseof any claim, action, or proceeding if Citybears itsownattorney's feesand costsand defendstheactionin good faith. Subdividershall not be requiredto payor performany settlementunlessthesettlementis approvedby the Subdivider.01225. 0006/ 369377.1 13of 19
EXHIBIT " A"
TRACT MAP 19951 LEGAL DESCRIPTION
LegaldescriptionispendingthefinalrecordationofTractMapNo. 19951withtheSan BernardinoCountyRecorder's Office.
01225. 0006/ 369377. 1 A- 1
Nicholas S. Li ri, AICPDirectorof Development
Services LENNARHOMES OF
CALIFORNIA, INC. a California Corporation)
By: 8 Signature
and Date)
Name: 4' F%
y5) 7/ 14( Please tyeor
print name)Title: V/ cz
g, , Pleasetype or
print title) CITYOF CHINO
111 MattireB.
e,
City Manager Dated: (TPA•1$
ATTEST: By' ngela
iobles,
City
ClerkDated: 12-. 2,
c • Y 01225.0006/ 369377.
1 19 of 19
EXHIBIT " B"
TRACT MAP 19951WORKS OF IMPROVEMENT
A. Removalofundesirable, dangerousanddeadplantmaterialsandroots.

Relocationof allpublicutilitystructuresasnecessaryto properlyconstructthe required improvements.

Disposalofallrocksanddebrislocatedwithinanypublicright-of-waywithinsaiddevelopmentor on the boundarystreetsthereof.

D. Installation of concrete curbs, gutters, sidewalks, cross gutters, driveways and intersectionsasshownonapprovedconstructionplansandinaccordancewithCityStandards.

Installationof asphaltconcreteor PortlandCementConcretestreetpavementon basematerialasshownonapprovedconstructionplansandinaccordancewithCityStandards.

F. Streetsignsat intersectionspertheCityStandards.

G. Installationof approvedlandscaping (plantsandmaterials).

H. Settingmonumentsas requiredby the StateCode.

LENNAR HOMES OF CALIFORNIA
a California Corporation)

ENVIRONMENTAL WARRANTY
As a condition precedent to acceptance of the dedications and public improvementstobeconveyedbytheabove-namedSubdividertotheCityofChinofor theabove-referencedSubdivision, SubdividerherebywarrantstotheCityofChinothat:

1. NeitherthepropertytobededicatednorSubdividerareinviolationofany environmentallaw, and neitherthe propertyto be dedicatednor the Subdividerare subjecttoanyexisting, pendingorthreatenedinvestigationbyanyfederal, stateorlocal governmentalauthorityunderor in connectionwiththeenvironmentallawsrelatingtothe property to be dedicated.

2. NeitherSubdividernoranyotherpersonwithSubdivider's permissionto be uponthepropertyto bededicatedhasused, generated, manufactured, produced, or released, on, under, or about the propertyto be dedicated, any HazardousSubstance exceptin compliancewith all applicableenvironmentallaws. Forthe purposesof this warranty, the term " Hazardous Substances" shall mean any substance or material whichiscapableofposinga riskofinjurytohealth, safetyorproperty, includingall thosematerialsandsubstancesdesignatedashazardousortoxicbyanyfederal, state orlocallaw, ordinance, rule, regulationorpolicy, includingbutnotlimitedto, allofthose materialsand substancesdefinedas "Toxic Materials" in Sections66680through66685 of Title22of theCaliforniaCodeof Regulations, Division4, Chapter30, asthesame shallbeamendedfromtimetotime, oranyothermaterialsrequiringremediationunder federal, stateorlocallaws, ordinances, rules, regulationsorpolicies.

3. Subdividerhasnotcausedorpermittedthereleaseof, andhasnoknowledge of the release or presence of,
any HazardousSubstanceon the propertyto be
dedicatedorthemigrationofanyhazardoussubstancefromortoanyotherproperty adjacentto, or in the vicinityof, the propertyto be dedicated.

4. Subdivider's priorand presentuse of the propertyto be dedicatedhas not resultedinthereleaseofanyHazardousSubstanceonthepropertytobededicated.

5. AllpersonsexecutingthiswarrantyherebyrepresentandwarranttotheCityofChino, andSubdividerherebyrepresentsandwarrants, thatthesignatorsheretohave thelegalpower, rightandauthoritytoexecutethiswarrantyonbehalfoftheSubdivider andthatthesignatorsheretohavesufficientknowledgeorexpertise, eitherpersonally, throughreasonableinspectionandinvestigationoftheproperty, orthroughreasonable relianceuponthe investigationand professionalopinionof Subdivider's environmental 01225. 0006/ 369377. 1 C- 1
nce of Subdivider'
s obligationsunder thisAgreement.13. 5. Time
of theEssence. Timeis of the essenceof Subdivider's performanceof allof itsobligationsunder thisAgreement. 13. 6. Notices.

Unlessotherwisespecified in this Agreement, all noticesrequired or providedfor under this Agreementshallbe in writinganddeliveredin personor sentby mail,postageprepaidand addressedas providedin thisSection. Noticeshallbe effectiveon thedate is delivered in person, or, if mailed, on thedate of depositin theUnitedStatesMail.01225.0006/ 369377. 1 17 of 19 ot thereafterbe
responsibleto defend, indemnify, or
hold harmless theCity. Nothing in this Section prohibitsthe City from participatingin the defense of anyclaim, action, or proceedingif Citybears itsownattorney's fees and costs and defendsthe actionin goodfaith. Subdividershall not be requiredto payor performany settlement unless the settlement is approvedby theSubdivider.01225.0006/369377. 1 13 of 19
experts, tomaketherepresentationsherein, andthatnoconsentofanyotherpartyisrequiredtoexecutethiswarrantyandmaketherepresentationshereinonbehalfofthe Subdividerto the City of Chino.

Eachoftheundersignedpersonsdeclaresunderpenaltyof perjurythattheforegoing is true and correct.

Dated: /.. 4/ e
SUBDIVIDER*
By:

LENNAR HOMES OF CALIFORNIA
a California Corporation)
ProofofauthorizationforSubdivider'ssignaturesisrequiredtobesubmittedconcurrentlywiththis environmentalwarranty. 01225. 0006/ 369377. 1 C- 2
111 MattireB. e, City Manager
Dated: (TPA•1$ATTEST:By' ngela iobles, CityClerkDated: 12-. 2, c • Y 01225.0006/369377.1 19 of 19
CALIFORNIA ALL- PURPOSE ACKNOWLEDGMENT CML CODE § 1189
Anotarypublicorotherofficercompletingthiscertificateverifiesonlytheidentityoftheindividualwhosignedthedocument towhichthiscertificateisattached,andnotthetruthfulness,accuracy,orvalidityofthatdocument.

State of California )
2:'Count of
On VeIm OVlI 1 C7 before me, `_
Ale kl' Ji. i\o-
s-
firkITIA191(c,Date re Insert Naine and Title he Officer personally appeared 64/k k 501).

Name( s) of Signer( s)
who proved to me on the basis of satisfactory evidence to be the person whose name' is/ subscribedto the within instrume t and acknowledged to me that he/ s / t, y executed the same ih his/*-/ Keirauthorized capacity(), and that by his/ Vitt- 30k signature on the instrument the person(,$); or the entityupon behalf of which the person(" acted, executed the in trument.

I certify under PENALTYOF PERJURYunder the
of 10DIE ATHA lawsoftheStateofCaliforniathattheforegoing NotaryPublic— California
Z paragraph is true and correct.r
RiversideCounty
4n, !^ Commission# 2230896 —
WITNESS my hand and official seal.My Comm. ExpiresFeb 11,2022 I
Signature
Place Notary Seal and/ or Stamp Above
Sig attire of Notary Public

OPTIONAL
Completingthisinformationcandeteralterationof the documentor fraudulentreattachmentof thisformto an unintendeddocument.

Description of Attached Document
Title or Type of Document:

Document Date: • Number of Pages:

Signer( s) Other Than Named Above:

Capacity(ies) Claimed by Signer( s)
Signer' s Name: Signer' s Name:

Corporate Officer— Title( s): 0 Corporate Officer. Title( s):

Partner— 0 Limited 0 General 0 Partner Limited. General • Individual 0 Attorney in Fact 0 Individual Attorney in FactTrustee 0 Guardian of Conservator. Trustee Guardian of Conservator Other: 0 Other: •
Signer is Representing: Signer is Representing:
2017 National Notary Association
elease of anyHazardousSubstanceon thepropertyto bededicated.5.

Allpersons executingthis warrantyhereby representandwarrantto theCityof Chino, and Subdividerherebyrepresentsand warrants, thatthe signatorsheretohavethe legalpower, right andauthorityto executethiswarrantyon behalf of the Subdividerandthatthesignatorsheretohave sufficientknowledgeor expertise, eitherpersonally,through reasonableinspection andinvestigationof the property, or throughreasonablerelianceupon theinvestigationandprofessionalopinion of Subdivider's environmental01225.0006/369377.1 C-1 nce of Subdivider's obligationsunderthis Agreement.13.5. Timeof the Essence. Timeis of the essence of Subdivider's performanceof all of its obligations underthis
Agreement.13. 6.

Notices. Unlessotherwise specifiedin this Agreement, all noticesrequiredor providedfor under this Agreementshallbe in writingand deliveredin personor sent by mail, postageprepaidand
addressedas provided in this Section. Noticeshallbe effectiveon the date is deliveredin person, or, if mailed, onthe dateof depositin theUnitedStatesMail. 01225. 0006/ 369377.1 17 of 19ot thereafterbe responsibleto defend, indemnify, or holdharmlessthe City. Nothingin thisSectionprohibitstheCity fromparticipatingin the defenseof any claim, action, or proceeding if City bears
its own attorney's fees
and costs anddefendsthe actionin good faith. Subdividershall not be requiredto pay orperformany settlementunlessthe settlementis approved bythe Subdivider.01225.0006/369377.1 13 of 19
Executed in Triplicate
Olive Grove II ( Harvest at Preserve) Bond No,: 024235810 Street Improvements Contract
Approved: g
Premium $ 1, 150. 00/ annum

FAITHFUL PERFORMANCE BOND
Tract Map No. 19951
WHEREAS, the City Council of the City of Chino, Slate of California, hereinafter designated as " CITY" and LENNAR HOMES OF CALIFORNIA, INC. a California CorpnmUmn, hereinafter designated as ' PRINCIPAL," have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated December 18m. 2018, and identified as Project No Tract Map No. 19951, is hereby referred to and made a part hereof; and WHEREAS, said Principal is required under the terms of said agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and Liberty Mutual Insurance Company as ounety, are held and firmly bound unto the City of Chino in the penal sum of Three Hundred Eigh1y'Throe' Thousond Four Hundred Dollars ($ 388.400.00) lawful money of the United EXetos, for the payment of which sum well and truly to bemade, we bindourna|ven, our heiro, successors, exeuutura, andadministrators. jointlyandnavooaUy, firmlyby these presents.

The condition of this obligation is such that if the above- bound Pdndpa|, his or its heirs, exeou| oru, administrators, successors,or assigns, shallin all things standto and abide by, and well and truly keepand perform the covenants, conditions, and provisions in said agreement and any alteration thereof made as therein provided, on his or its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify and save harmless City, its o@oem, agento, and ampbyoeo, as therein obpu| otad, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.

As part of the obligation secured hereby and in addition to the face amount specified thenehur, there shall be included costs and reasonable expenses and fees including reasonable attorneys' fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and included in any judgment rendered.

The surety hereby stipulates and agrees that no ohonga, extension of time, a|heruUon, or addition to the terms of the agreement or to the work to be performedthereunderor the specificationsaccompanyingthe same shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration, or addition to the terms of the agreement or to the work or to the specifications.

IN WITNESS WHEREOF, this instrument has been duly executed by Principal and Surety above named, on December 17. 2O1O
Lennar Homes of California, Inc.,
a a| omiaoorponation Libe yP u ua| | nouranoeCompany

PRINCIPAL SURETYSURETY
By: biALL8y
Mechelle Larkin, Attorney- in-Fact

SIGNATURES MUST BE NOTARIZED
Document No. 1osx( pwFonmSTouuafuxhfu/ performance\ r°.. owo 17) Page of 1 ection. Noticeshall be effective onthe date is deliveredin person, or, if mailed, onthe dateof depositinthe UnitedStatesMail.01225.0006/ 369377.1 17 of 19 ot thereafterbe responsible to defend, indemnify,
or hold harmlessthe City.

State of California
County of Orange
On DEC17 2018 before me, Kathy R. Mair, Notary PublicDATE NameofNotaryPublicandTitle"NotaryPublic"]
personally appeared Mechelle Larkin
Name( s) of Signer( s)]
whoprovedtomeonthebasisofsatisfactoryevidencetobetheperson(s) whosename(s) is/acesubscribedtothewithininstrumentandacknowledgedtomethathe/she/theyexecutedthesamein his/ her/ their authorized capacity( ies), andthatbyhis/her/theirsignature(s) ontheinstrumentthe person( s), ortheentityuponbehalfofwhichtheperson(s) acted, executedtheinstrument.

I certifyunderPENALTYOFPERJURYunderthelawsoftheStateofCaliforniathattheforegoingparagraphis true and correct.

KATHY R. MMR - WITNESS my hand and official seal.Notary Public - Californiatc:

Orange County z
Commission # 2193966
D
My Comm. Expires May22, 2021 dr A '
a- VI
Signature of Nota Public
Place Notary Seal Above

OPTIONAL
Thoughthissectionisoptional, completingthisinformationcandeteralterationofthedocumentorfraudulentreattachmentofthisformtoanunintendeddocument.

Description of Attached Document
Title or Type of Document:

Document Date:

Number of Pages:

Signer(s) Other Than Named Above:

Capacity(ies) ClaimedbySigner(s)
Signer' s Name: Mechelle Larkin Signer' s Name:

Corporate Officer— Title( s):

Corporate Officer— Title( s):Partner— Limited General 111 Individual
Partner— [ 11 Limited General
Attorney-in- Fact Individual
Trustee EI Guardian or Conservator
Attorney-in- Fact
Other:

Trustee 1 GuardianorConservator
Other:

Signer Is Representing: Signer is Representing:
costsand reasonableexpensesand
feesincludingreasonableattorneys' fees,
incurredby Cityin successfullyenforcingsuch obligation, allto betaxedas costs and included in any judgmentrendered.The suretyhereby stipulates and agreesthat no ohonga, extensionof time, a| heruUon, or addition to the termsof theagreementor to the work to be performed thereunder or the specificationsaccompanyingthe same shallin any way affectits obligationson thisbond, andit does herebywaivenotice of anysuchchange, extensionof time, alteration, or additionto the termsof the agreementor to the workor to the specifications.IN WITNESSWHEREOF, this instrumenthas beenduly executedby Principal andSurety above named,on December17. 2O1O LennarHomesof California, Inc.,a a| omiaoorponationLibeyP u ua| |nouranoeCompanyPRINCIPAL SURETYSURETY By: biALL8y Mechelle Larkin, Attorney- in- Fact SIGNATURESMUST BE NOTARIZED DocumentNo.
1osx( pwFonmSTouuafuxhfu/performance\r°.. owo
17) Pageof 1 ection. Noticeshall be
effective on the
date isdelivered
in person, or, if mailed,
on the date of
deposit in the United States Mail. 01225. 0006/ 369377. 1 17 of 19 ot thereafterbe responsibleto defend, indemnify, or holdharmlesstheCity.

Cunningham;KariDavis;MarthaGonzales;MyHua;MechelleLarkin;KathyR.Mair;JoaquinPerez;BrendaWong all of the city of Los Angeles state of CA
eachindividuallyiftherebemorethanonenamed,itstrueandlawfulattorney-in-facttomake, execute,seal,acknowledgeanddeliver,forandonitsbehalfassuretyandasitsactanddeed,anyandallundertakings,bonds,recognizancesandothersuretyobligations,inpursuance ofthesepresentsandshallbeasbindingupontheCompaniesasiftheyhavebeendulysignedbythepresidentandattestedbythesecretaryoftheCompaniesintheirownproper persons.

INWITNESSWHEREOF,thisPowerofAttorneyhasbeensubscribedbyanauthorizedofficerorofficialoftheCompaniesandthecorporatesealsoftheCompanieshavebeenaffixedthereto this 23rd day of October , 2018 .

LibertyMutualInsuranceCompany
P'
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pq
PcrY
INSoR
1N5U,
q TheOhioCasualtyInsuranceCompanyJ oneoa4r ' b .. oa0oa4r 9 VP 0c p0k t9
S. co c r° Foyn ¢ i'
4' West American Insurance Company 4,IE
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DavidM.Carey,AssistantSecretaryco StateofPENNSYLVANIA
a
ss=
Countyof MONTGOMERY c
v a) m
Oa) On this 23rd day of October , 2018 before me personally appeared David M. Carey, who acknowledged himself to be the Assistant Secretaryof LibertyMutual Insurance oo 2 Company,The Ohio CasualtyCompany,and West American Insurance Company,and that he, as such, being authorized so to do, execute the foregoinginstrument for the purposes= l— astherein contained by signing on behalf of the corporations by himself as a duly authorized officer. 0 w
g IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at King of Prussia, Pennsylvania, on the day and year first above written. c n10
PAS ,
CO
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4 `^', y', ` COMMONWEALTH OF PENNSYLVANIA
Q
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X15
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Teresa
PTwp, ,
Notary Public
idHyi ,- t.
0 O Upper fifer ono Twp., Montgomenr Coun y By vs 1 iiiit f0 C N e' My Commission Expires Mart: h 28. 2025
3 Everesa Pastella, NotaryPublic
7 - `;
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T Member. PennFyt ansa As5ocla• k, c of Notaries O < 0
Pr`' Cl- o
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N 6±6ThisPowerofAttorneyismadeandexecutedpursuanttoandbyauthorityofthefollowingBy-lawsandAuthorizationsofTheOhioCasualtyInsuranceCompany, LibertyMutualo. c Insurance Company,and West American Insurance Companywhich resolutions are now in full force and effect reading as follows: o m aS
ARTICLEIV- OFFICERS:Section12.PowerofAttorney.

AnyofficerorotherofficialoftheCorporationauthorizedforthatpurposeinwritingbytheChairmanorthePresident, andsubjecttosuchlimitationastheChairmanorthe g 6
President may prescribe, shall appoint such attorneys- in- fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety > o as
N Nanyandallundertakings,bonds,recognizancesandothersuretyobligations.Suchattorneys-in-fact,subjecttothelimitationssetforthintheirrespectivepowersofattorney,shall,,have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such }° pZinstruments shall be as bindingas if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or attorney- in- fact under the ,- M provisions of this article may be revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. c° O ARTICLE XIII- Execution of Contracts: Section 5. Surety Bonds and Undertakings. 0 0
AnyofficeroftheCompanyauthorizedforthatpurposeinwritingbythechairmanorthepresident,andsubjecttosuchlimitationsasthechairmanorthepresidentmayprescribe,1-. '- shallappointsuchattorneys-in-fact,asmaybenecessarytoactinbehalfoftheCompanytomake,execute,seal,acknowledgeanddeliverassuretyanyandallundertakings, bonds,recognizancesandothersuretyobligations.Suchattorneys-in-factsubjecttothelimitationssetforthintheirrespectivepowersofattorney,shallhavefullpowertobindthe CompanybytheirsignatureandexecutionofanysuchinstrumentsandtoattachtheretothesealoftheCompany.Whensoexecutedsuchinstrumentsshallbeasbindingasifsignedbythepresidentandattestedbythesecretary.

CertificateofDesignation-ThePresidentoftheCompany,actingpursuanttotheBylawsoftheCompany,authorizesDavidM.Carey,AssistantSecretarytoappointsuchattorneys-in- factasmaybenecessarytoactonbehalfoftheCompanytomake,execute,seal,acknowledgeanddeliverassuretyanyandallundertakings,bonds,recognizancesandothersuretyobligations.

Authorization-ByunanimousconsentoftheCompany'sBoardofDirectors,theCompanyconsentsthatfacsimileormechanicallyreproducedsignatureofanyassistantsecretaryofthe Company,whereverappearinguponacertifiedcopyofanypowerofattorneyissuedbytheCompanyinconnectionwithsuretybonds,shallbevalidandbindingupontheCompanywiththesameforceandeffectas thoughmanuallyaffixed.

I,ReneeC.Llewellyn,theundersigned,AssistantSecretary,TheOhioCasualtyInsuranceCompany,LibertyMutualInsuranceCompany,andWestAmericanInsuranceCompanydoherebycertifythattheoriginalpowerofattorneyofwhichtheforegoingisafull,trueandcorrectcopyofthePowerofAttorneyexecutedbysaidCompanies,isinfullforceandeffectand has not been revoked.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this day of DEC 17 2018 .

Py
1NSU op IMSU NSU,
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ReneeC.Llewellyn,AssistantSecretary
r
LMS- 12873 LMIC OCIC WAIC Multi Co 062018

ACKNOWLEDGMENT
Anotarypublicorotherofficercompletingthiscertificateverifiesonlytheidentityofthe individualwho signedthedocumentto whichthis certificateis attached, andnotthetruthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA

COUNTY OF RIVERSIDE
On December 18, 2018, before me, Sarah Williams, Notary Public, personally appeared GeoffreySmith, whoprovedto me on the basisof satisfactoryevidenceto be theperson() whose name( s) is/arc 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 personEs), or the entity upon behalf of which the person( s) acted, executed the instrument.

I certify underPENALTY OF PERJURYunder the laws of the Stateof California that the foregoing paragraphis true and correct.

WITNESS my hand and official seal.
a, SARAH WILLIAMS
Notary Public• California
ZT An) RiversideCounty
1 z `," ' " Commission# 2149082
Signature: ' . 9.\_\/\ W MY
Comm._ Etre!_
At?.2020i
Sarah Williams, Notary Public
recognizancesand other suretyobligations,in pursuanceof these presentsandshall be as bindingupon theCompaniesas if they have been duly signed
by the presidentand attested by
thesecretaryof the Companiesin their own properpersons.

IN WITNESSWHEREOF,this
Executed in Triplicate
Olive Grove Il ( Harvest at Preserve) Bond No.: 024235810 Street Improvements Contract No.:

Approved: ft// et / g
Premium included in Performance Bond

LABOR AND MATERIAL BOND
Tract Map No. 19951
WHEREAS, theCityCounciloftheCityofChino, StateofCalifornia, hereinafterdesignatedas "CITY" and LENNARHOMESOFCALIFORNIA, INC. a CaliforniaCorpona{inn, hereinafterdesignatedas "PRINCIPAL," have entered into an agreementwhereby Principalagrees to install and completecertain designatedpublic improvements, whichsaidagreement, datedDecember181h. 2018, andidentifiedasProjectNo. TractMapNo. 19951, is hereby referred to and made a part hereof; and WHEREAS, underthetermsofsaidagreement, Principalisrequired, beforeenteringupontheperformance ofthework, tofilea goodandsufficientpaymentbondwiththeCityof Chinoto securetheclaimstowhichreference ismadeinTitle15(commencingwithSection3082)ofPart4ofDivision3oftheCivilCodeoftheStateofCalifornia.

NOW, THEREFORE, saidPrincipalandtheundomignod, ascorporateounaty, areheldandfirmlybound untotheCityof Chino, andallcontractors, subcontractors, |aburena. material, men, andotherpersonsemployedin theperformanceof theaforesaidagreementandreferredtointheaforesaidCodeof CivilProcedurein thesumof One Hundred Ninety- One Thousand Seven Hundred Dollars($ 191,700.00) for materials furnished or labor thereon of anykind, or for amountsdueunderthe UnemploymentInsuranceActwith respectto suchworkor |abor, that said surety will pay the same in an amount not exceedingthe amount hereinaboveset forth, and also in case suit isbroughtuponthisbond, willpay, inadditiontothefaceamountthereof, costsandreasonableexpensesandfees, includingreasonableattorneys' fees, incurredby Cityinsuccessfullyenforcingsuchobligation, to be awardedand fixed by the court, and to be taxed as costs and to be included in the judgment thereinrendered.

Itisherebyexpresslystipulatedandagreedthatthisbondshallinuretothebenefitofanyandallpersons, companies, andcorporationsentitledto file claimsunderTitle 15 (commencingwithSection3082) of Part4 of Division3 oftheCivilCode, soastogivea rightofactiontothemortheirassignsinanysuitbroughtuponthis bond.

Shouldthe conditionof this bondbe fully perfunned. then this obligationshall becomenull and void, otherwise it shall be and remain in full force and effect.

Thesuretyherebystipulatesandagreesthatno chunge, extensionof time, alteration, or additionto the termsof theagreementorthespecificationsaccompanyingthesameshallinanywayaffectitsobligationsonthis bond, and it does hereby waive noticeof any such change, extensionof time, alteration, or addition.

INWITNESSWHEREOF, thisinstrumenthasbeendulyexecutedbyPrincipalandSuretyabovenamed, on December 17. 201D
Lennar Homes of California, Inc.,
a California corporation Liberty Mutual Insurance Company

PRINCIPAL SURETY
By: By:

Mechelle Larkin, Attorney- in-Fac

SIGNATURE( S) MUST BE NOTARIZED
Document wu1aum,( PwronMamowou- Luw\ r° 04/ 2 017) 1m Pr`' Cl- o mN v, o
N 6± 6
This
Powerof
Attorney ismadeandexecutedpursuantto andby authorityof the followingBy-lawsand AuthorizationsofThe OhioCasualtyInsuranceCompany, LibertyMutualo. c InsuranceCompany,and WestAmericanInsuranceCompany which resolutionsare now in full force and effect readingas follows: o m aS ARTICLE IV- OFFICERS: Section12.

Power
of Attorney.Any officer or otherofficialof
theCorporationauthorizedfor that purposein writing by theChairmanor thePresident, andsubjectto suchlimitationas theChairmanorthe g 6 Presidentmay prescribe,shall appointsuch
attorneys- in- fact, as may be necessary to act in behalfof the Corporationto make,execute,seal,acknowledgeand deliveras surety > o as N N any and all undertakings,
bonds, recognizancesandothersuretyobligations.Suchattorneys-in-fact,subjectto thelimitationssetforthin theirrespectivepowersofattorney,shall,,havefull powertobind theCorporationby their signatureand executionof anysuch instruments and to attachtheretothe seal of the Corporation.When so executed, such }°p Zinstruments shall be as binding asif signed by the Presidentand attestedto by the Secretary. Any power or authoritygrantedto any representativeor attorney- in- factunderthe ,- M provisions of this article may be revoked at any time by the Board, the Chairman,the Presidentor by the officer or officers grantingsuchpoweror authority. c° O ARTICLEXIII- Executionof Contracts:Section

5. Surety Bonds and Undertakings. 0 0 Any officer of the Companyauthorized
forthatpurposein writingby thechairmanor thepresident,andsubjectto suchlimitationsas thechairmanorthepresidentmayprescribe,1-. '- shallappointsuch attorneys-in- fact, as may be necessarytoactinbehalfofthe Companyto make,execute,seal,acknowledgeand deliveras suretyanyand all undertakings,bonds,recognizancesandothersuretyobligations.

Suchattorneys-in-factsubjectto the limitationssetforthin theirrespectivepowersof attorney,shallhavefull powertobind theCompanybytheirsignatureandexecution of anysuchinstrumentsandto attachtheretotheseal of theCompany.Whensoexecutedsuchinstrumentsshall be asbindingas if signedbythepresidentandattestedby thesecretary.Certificateof Designation-ThePresidentof the Company,acting pursuantto theBylawsof the Company,authorizesDavidM. Carey,AssistantSecretaryto appointsuchattorneys-in- fact asmay be necessaryto actonbehalfofthe Companytomake,execute,seal,acknowledgeand deliveras suretyanyand allundertakings,bonds,recognizancesandothersuretyobligations.Authorization-By unanimousconsentofthe Company's Board of Directors,theCompanyconsentsthatfacsimileor mechanicallyreproducedsignatureof any assistantsecretaryof the Company,whereverappearingupon acertified copy of any powerofattorneyissuedbytheCompanyinconnectionwithsuretybonds,shall bevalid andbindingupontheCompanywiththesameforceandeffectasthoughmanuallyaffixed.I, ReneeC. Llewellyn,the undersigned, AssistantSecretary,TheOhio CasualtyInsuranceCompany,LibertyMutualInsuranceCompany,and West AmericanInsuranceCompanydo herebycertifythat the originalpowerof attorneyof whichthe foregoingisa full,trueandcorrectcopyofthePowerof AttorneyexecutedbysaidCompanies,isin full forceandeffect andhasnotbeenrevoked.IN TESTIMONY WHEREOF,I have hereunto
set my hand andaffixedthe seals of said Companiesthis day of DEC17 2018 . Py 1NSU op IMSUNSU,J cp,-,
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4. Renee
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Llewellyn,
AssistantSecretary r
LMS-12873LMIC OCIC WAIC
Multi
Co 062018

State of California
County of Orange
On DEC17 2018 before me,
KathyR. Mair, NotaryPublicDATE
Nameof NotaryPublicandTitle"NotaryPublic"]
personally appeared Mechelle Larkin
Name( s) of Signer( s)]
whoprovedtomeonthebasisofsatisfactoryevidencetobetheperson(s) whosename(s) is/are subscribedtothewithininstrumentandacknowledgedtomethathie/she/theyexecutedthesamein his/ her/ their authorized capacity( ies), andthat by his/her/theirsignature(s) on the instrument theperson(s), ortheentityuponbehalfofwhichtheperson(s) acted, executedtheinstrument.

I certifyunderPENALTYOFPERJURYunderthelawsoftheStateofCaliforniathattheforegoing paragraph is true and correct.

KATHY R. MAIR WITNESS my hand and official seal.
a -. .
e, '; NotaryPublic-California
z htitra-^,1; Orange County zZ ;
Commission # 2193966
My Comm. Expires May 22, 2021i ,
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Signat e of Nota , Public
Place Notary Seal Above

OPTIONAL
Thoughthissectionisoptional, completingthisinformationcandeteralterationofthedocumentor fraudulentreattachmentofthisformtoanunintendeddocument.

Description of Attached Document
Title or Type of Document:

Document Date:

Number of Pages:

Signer(s) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer' s Name: Mechelle Larkin Signer' s Name:

Corporate Officer— Title( s): Corporate Officer— Title( s):

Partner— Limited General Partner— Limited General Individual Attorney-in- Fact Individual
Trustee Guardian or Conservator
Attorney- in-Fact
Other:

Trustee Guardian or Conservator
Other:

Signer Is Representing: Signer is Representing:
l inure
to thebenefitof any andall persons,companies, and corporationsentitledto file claimsunderTitle 15 ( commencing withSection3082) of Part 4 of Division3 of the CivilCode, so as togivea rightof action to them or theirassignsin any suit broughtupon this bond. Shouldtheconditionofthis bond befullyperfunned. thenthis obligationshallbecomenull andvoid,otherwiseit shallbe andremainin fullforceandeffect. The surety hereby
stipulatesandagrees thatno chunge, extensionof time, alteration, or addition to the termsof the agreement orthe specificationsaccompanyingthe sameshallin any way affectits obligationson this bond, andit does hereby waivenoticeof anysuch change, extension of time, alteration, or addition.IN WITNESS WHEREOF, thisinstrumenthas beendulyexecutedby Principaland Suretyabove named,on December17. 201D LennarHomesof California, Inc., a California corporationLibertyMutual InsuranceCompany PRINCIPALSURETYBy: By:MechelleLarkin, Attorney-in- Fac SIGNATURE(S) MUSTBE NOTARIZEDDocument wu1aum,(PwronMamowou- Luw\ r°
04/ 2 017) 1m Pr`'
Cl- o mN v, o N 6±
6 This
Power of
Attorney is made andexecuted
pursuant to and by authority
of the following By- laws and Authorizationsof The
OhioCasualtyInsuranceCompany, LibertyMutual
o. c Insurance
Company,
andWest
American InsuranceCompanywhichresolutionsarenow infull forceand effectreadingasfollows: o maSARTICLEIV-OFFICERS:Section12. Powerof Attorney.Any officeror otherofficialof the Corporation authorizedfor that purpose in writing by the Chairmanor thePresident, and subjectto such limitationas theChairman or
the g 6 Presidentmayprescribe,shallappoint
suchattorneys-in-fact,as maybenecessaryto actin behalfofthe Corporationto make, execute,seal,acknowledgeanddeliverassurety >o asN N anyand all undertakings,
bonds, recognizancesand other surety obligations.Such attorneys-in- fact, subjectto the limitationsset forthin theirrespectivepowers of attorney, shall,, have full power to bind the Corporation by
their signatureandexecutionofany suchinstrumentsandto attachtheretotheseal oftheCorporation.Whensoexecuted, such }°p Zinstrumentsshallbe as bindingas ifsigned by the Presidentand attestedto by the Secretary. Any power or authoritygranted to any representativeor attorney- in- fact underthe ,-M provisionsof this article maybe revoked at any time by theBoard, theChairman,the Presidentor by theofficeror officersgranting suchpower or authority. c° O ARTICLEXIII- Executionof Contracts:Section 5.

Surety Bondsand Undertakings. 0 0 Any officerof the Companyauthorizedfor that purpose in writing by thechairmanor the president, and subject to suchlimitations as the chairman or the presidentmay prescribe, 1-. '-shall appoint such attorneys- in- fact,
asmaybenecessaryto act inbehalfof theCompanytomake,execute,seal,acknowledgeand deliveras suretyanyand allundertakings,bonds,recognizancesandother suretyobligations.Such attorneys-in- factsubjecttothelimitationssetforthin theirrespectivepowersof attorney,shallhave fullpowerto bindthe Companyby theirsignatureandexecutionofany suchinstrumentsandto attachthereto the seal oftheCompany.Whensoexecutedsuchinstrumentsshallbe as bindingasif signedby thepresidentandattestedby the secretary.Certificateof Designation-The Presidentof theCompany,actingpursuantto the Bylawsof theCompany,authorizesDavidM.Carey,AssistantSecretaryto appointsuchattorneys-in-factas maybe necessaryto act onbehalfof the Companyto make,execute,seal,acknowledgeand deliveras suretyanyand allundertakings,bonds,recognizancesandothersuretyobligations.Authorization-Byunanimousconsentof the Company's BoardofDirectors,theCompanyconsentsthatfacsimileormechanicallyreproducedsignatureof anyassistantsecretaryof theCompany,whereverappearingupona certifiedcopy of anypowerof attorney issuedby the Companyin connectionwithsuretybonds,shall bevalid and bindingupon theCompanywith the sameforceand effectasthough manuallyaffixed.I, ReneeC.Llewellyn,theundersigned,AssistantSecretary,TheOhioCasualtyInsuranceCompany,LibertyMutualInsuranceCompany,andWestAmericanInsuranceCompanydoherebycertifythatthe originalpowerof attorneyof whichtheforegoingis a full,trueandcorrectcopyof the Powerof Attorneyexecutedby said Companies,is in full forceandeffectand has notbeenrevoked.IN TESTIMONYWHEREOF,I havehereuntosetmy handand affixedthesealsof saidCompaniesthisdayof DEC172018 .Py 1NSU op IMSU NSU,Jcp,-,4r ti hJ` o5' oa4j0. oavoa', 4,
S 3 % to 4 4. 1) Ci",,, it ? t C 1912 a c = 1919w e a 19910 d* 84cHrts¢y L
yo ,+ N she ; h
By:
def? * 3y1""4 ria
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Llewellyn,Assistant Secretary r LMS- 12873LMIC OCIC WAICMulti Co 062018
NW
ThisPowerofAttorneylimitstheactsofthosenamedherein,andtheyhavenoauthorityto bindtheCompanyexceptinthemannerandtotheextenthereinstated. 1„,.

41. 1
LibertyyLiberty MutualInsuranceCompanyr. Mutual, The Ohio Casualty Insurance Company CertificateNo:8197170- 024017 SURETY WestAmericanInsuranceCompany

POWER OF ATTORNEY
KNOWNALLPERSONSBYTHESEPRESENTS:ThatTheOhioCasualtyInsuranceCompanyisacorporationdulyorganizedunderthelawsoftheStateofNewHampshire, thatLibertyMutualInsuranceCompanyisacorporationdulyorganizedunderthelawsoftheStateofMassachusetts,andWestAmericanInsuranceCompanyisacorporationdulyorganizedunderthelawsoftheStateofIndiana(hereincollectivelycalledthe"Companies"),pursuanttoandbyauthorityhereinsetforth,doesherebyname,constituteandappoint, TenzerV.Cunningham,KariDavis;MarthaGonzales;MyHua;MechelleLarkin;KathyR.Mair;JoaquinPerez;BrendaWong all of the city of Los Angeles state of CA
eachindividuallyiftherebemorethanonenamed,itstrueandlawfulattorney-in-facttomake, execute,seal,acknowledgeanddeliver,forandonitsbehalfassuretyandasitsactanddeed,anyandallundertakings,bonds,recognizancesandothersuretyobligations,inpursuanceofthesepresentsandshallbeasbindingupontheCompaniesasiftheyhavebeendulysignedbythepresidentandattestedbythesecretaryoftheCompaniesintheirownproperpersons.

INWITNESSWHEREOF,thisPowerofAttorneyhasbeensubscribedbyanauthorizedofficerorofficialoftheCompaniesandthecorporatesealsoftheCompanieshavebeenaffixedthereto this 23rd day of October , 2018 .

LibertyMutualInsuranceCompany
PL%
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INS4,P d OISUR TheOhioCasualtyInsuranceCompany
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m DavidM.Carey,AssistantSecretaryL State of PENNSYLVANIA a =
CountyofMONTGOMERYSS2m m
O a) On this 23rd day of October , 2018 before me personally appeared David M. Carey,who acknowledged himself to be the Assistant Secretaryof LibertyMutual Insurance 0I:52 Company,The Ohio CasualtyCompany,and West American Insurance Company,and that he, as such, beingauthorized so to do, execute the foregoinginstrument for the purposes= l— astherein contained by signing on behalf of the corporations by himself as a duly authorized officer. CO chi W
3 IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at Kingof Prussia, Pennsylvania, on the day and year first above written. e aC• i-LS
a) PAS? pMO
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COMMONWEALTH OF PENNSYLVANIA
q.' z'
Notarial Seat
i,,,,,O
OF- Teresa Pastella, Notary PUbec
TS
Upper MenonTwp., Montgomery County By: idIi ( 0O
1, .a ",";
Myr Commission Expires March 28 202i N

1. Teresa Pastella, NotaryPublic 3
i FL° s
rt^=^'„''
Member, PEnr,. rylvana7 Agnpr; ia: ion of NnSanes O ea
f0 N Cl—O
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c N TThis Power of Attorneyis made and executed pursuant to and by authority of the followingBy-laws and Authorizations of The Ohio CasualtyInsurance Company, Liberty Mutual 65 o. c Insurance Company,and West American Insurance Companywhich resolutions are now in full force and effect reading as follows: o amiai
ARTICLEIV- OFFICERS:Section12.PowerofAttorney.
o as
ciAny
officerorotherofficialoftheCorporationauthorizedforthatpurposeinwritingbytheChairmanorthePresident, andsubjecttosuchlimitationastheChairmanorthe-72 (>3.

President may prescribe, shall appoint such attorneys- in- fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety > OSS a anyandallundertakings,bonds,recognizancesandothersuretyobligations.Suchattorneys-in-fact,subjecttothelimitationssetforthintheirrespectivepowersofattorney,shallt Ahave full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such + C? Z instruments shall be as bindingas if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or attorney- in- fact under the Mprovisions of this article may be revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. c CO may prescribe,
ARTICLE XIII- Execution of Contracts: Section 5. Surety Bonds and Undertakings. o o
AnyofficeroftheCompanyauthorizedforthatpurposeinwritingbythechairmanorthepresident,andsubjecttosuchlimitationsasthechairmanorthepresident shallappointsuchattorneys-in-fact,asmaybenecessarytoactinbehalfoftheCompanytomake,execute,seal,acknowledgeanddeliverassuretyanyandallundertakings,bonds,recognizancesandothersuretyobligations.Suchattorneys-in-factsubjecttothelimitationssetforthintheirrespectivepowersofattorney,shallhavefullpowertobindthe CompanybytheirsignatureandexecutionofanysuchinstrumentsandtoattachtheretothesealoftheCompany.Whensoexecutedsuchinstrumentsshallbeasbindingasifsignedbythepresidentandattestedbythesecretary.

Authorization-ByunanimousconsentoftheCompany'sBoardofDirectors,theCompanyconsentsthatfacsimileormechanicallyreproducedsignatureofanyassistantsecretaryoftheCompany,whereverappearinguponacertifiedcopyofanypowerofattorneyissuedbytheCompanyinconnectionwithsuretybonds,shallbevalidandbindingupontheCompanywiththesameforceandeffectasthoughmanuallyaffixed.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this day of DEC17 2018 Py tNsuk 0V INS4 is 1NSU,p
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ReneeC.Llewellyn,AssistantSecretaryr
LMS- 12873 LMIC OCIC WAIC Multi Co 062018

ACKNOWLEDGMENT
A notarypublicorotherofficercompletingthiscertificateverifiesonlytheidentityofthe individualwho signedthe documentto whichthis certificateis attached, andnotthetruthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA

COUNTY OF RIVERSIDE
On December 18, 2018, before me, Sarah Williams, Notary Public, personally appeared GeoffreySmith, whoprovedto me on the basisof satisfactoryevidenceto bethe 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 PERJURYunder the laws of the Stateof California that the foregoing paragraphis true and correct.

WITNESS my hand and official seal.

SALLIAMS
1NoiaZCaorffla
i j Riverside County
z ' ` Commission# 2149082
Signature: \ . i al) M Comm. Extires Atr 15, 0_20. 1 Sara Williams, Notary Publicny
andall undertakings,bonds,recognizancesandothersurety
obligations,in pursuanceof thesepresents andshall beas bindingupon the Companiesas if they
have been duly signed by the
presidentand attested by the secretaryof the Companiesin their own proper persons.

Executed in Triplicate
Olive Grove II ( Harvest at Preserve) Bond No.: 024235810- N Street Improvements Contract No.:

Approved: / z/[ g// g vg
WARRANTY BOND Premium included in Performance Bond
Tract Map No. 19951
WHEREAS, the CityCouncilof the Cityof Chino, Stateof California, hereinafterdesignatedas CITY" andLENNARHOMESOFCALIFORNIA, INC. a CaliforniaCorporation, hereinafterdesignated as " PRINCIPAL," have enteredinto an agreementwherebyPrincipalhas agreedto warrantand guarantee the |nct8UaUon. completion, and maintenance of certain designated public inlproV8rnmnts, whichsaidagreement, datedDecember18m, 2018, andidentifiedas ProjectNo. Tr8ctMep No. 19951' is herebyreferredto@Ddmadeopa[ ihn, 00t8Od
WHEREAS, said Principalis requiredunderthe terms of said agreementto furnish a bondfor the warranty of said improvements.

NOW, THEREFORE, we, the Principal, and Liberty Mutual Insurance Company ` as surety, are heldandfirmlybounduntotheCityof Chinoin thepenalsumof Thirty-EiqhtThousandThreeHundred Dollars ($

38.300.00) lawfulmoneyoftheUnitedStates, forthepaymentofwhichsumwellandtrulyto bern@de. webindourselves, ourheirs, sUoCeonoro, executors, andadministrators, jointlyandseverally, firmly by these presents.

The conditionof this obligationis such thatif theabovebound Principal, his or Is heirs, executors, administrators, successors, or assigns, shallinall things t ndto andabideby, andwellandtrulykeep and performthe covenants, conditions, and provisionsin said agreementand any alterationthereof made as therein provided, on his or their part, to be kept and performedthereof made as therein pr0vided, on hisoritspart, to bekeptandperformedatthetimeandinthemannerthereinspecified, andinallrespects accordingto their true intentand meaning, and shall indemnifyand saveharmlessCity, its officers, agents, and employees, as therein stipulated, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.

As a part of the obligationsecured hereby, and in addition to the face amount specified therefor, there shall be included costs and reasonableexpenses and fees including reasonable attorneys' fees, incurredbytheCityinsuccessfullyenforcingsuchobligation, alltobetaxedascostsandincludedinany judgment rendered,
The surety herebystipulatesand agreesthat no change, extensionof time, alteration, or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanyingthe sameshallin anywayaffectits obligationson this bond, and it doesherebywaive notice of any such change, extension of time, a|barntiun, or addition to the terms of the agreement or to the work or to the specifications.

INWITNESSWHEREOF, thisinstrumenthasbeendulyexecutedbyPrincipalandSuretyabove named, on December 17, 2018
Lennar Homes of California, Inc.,
a California corporation Liberty Mutual Insurance Company

PRINCIPAL
tuit
8 Y
By: By:

Mechelle Larkin, Attorney- in-Fact
S1GNAMUST BE NOTARIZED
Document No. 10808( pWroeMo1Rowna+ v". famyl, r, 04+ 2017) Page/ o/ 1 rylvana7
Agnpr; ia: ion
of
NnSanes O ea f0 N Cl— O O O c
N TThis Powerof
Attorneyis
madeandexecutedpursuant to and by authority of the following By- laws andAuthorizationsof The Ohio CasualtyInsuranceCompany, Liberty Mutual65 o. c Insurance Company,and West American InsuranceCompanywhich resolutionsare now in full force and effect readingas follows: o ami ai ARTICLE IV- OFFICERS:Section 12.

Powerof
Attorney. o as ciAny officeror otherofficial
of the
Corporation
authorizedforthatpurposeinwritingby the Chairmanor the President, and subjectto such limitationasthe Chairmanor the-72 (>3. Presidentmayprescribe,shallappointsuchattorneys- in- fact, as may be necessaryto actin behalf of the Corporation to make,execute,seal, acknowledgeand deliver as surety > O SS a any and all undertakings,bonds,recognizancesand othersuretyobligations.Such attorneys-in- fact,subjectto the limitationsset forthin theirrespectivepowersof attorney,shallt A havefull powerto bindtheCorporationby their signature andexecutionof any suchinstrumentsand to attach theretothe seal of the Corporation.When so executed, such + C? Z instruments shall be as binding as if signed by the Presidentand attestedto by theSecretary.Any power or authoritygrantedto any representativeor attorney-in- fact underthe M provisionsof thisarticlemay be revokedat anytime by the Board,the Chairman,the Presidentor by the officeror officersgranting such poweror authority. c CO may prescribe,ARTICLE XIII-Execution of Contracts:

Section5.

Surety Bonds and Undertakings. o o Anyofficer of the Company authorizedfor
thatpurposeinwritingby the chairmanor the president,and subjectto such limitationsasthe chairmanor thepresidentshall appointsuchattorneys-in-fact,as maybe necessaryto actin behalfof theCompanytomake,execute,seal,acknowledgeanddeliverassuretyany andall undertakings,bonds,recognizancesandothersuretyobligations.Suchattorneys-in- factsubjectto the limitationsset forthin theirrespectivepowersof attorney,shallhavefullpowerto bindthe Companyby theirsignatureandexecutionof any suchinstrumentsand to attachtheretothesealof theCompany.Whenso executedsuchinstrumentsshallbe as bindingas if signedby thepresidentand attestedbythe secretary.Certificateof Designation-The Presidentof the Company,actingpursuantto the Bylawsofthe Company,authorizesDavidM.Carey,AssistantSecretaryto appointsuchattorneys-in- fact as maybe necessaryto act onbehalfof theCompanytomake,execute,seal,acknowledgeanddeliverassuretyany andall undertakings,bonds,recognizancesandothersuretyobligations.Authorization-By unanimousconsentof theCompany' s Boardof Directors,theCompanyconsentsthatfacsimileormechanicallyreproducedsignatureof anyassistantsecretaryof the Company,whereverappearingupona certifiedcopyof any powerof attorneyissuedbytheCompanyin connectionwith suretybonds,shallbe validand bindinguponthe Companywiththesameforceandeffectas thoughmanuallyaffixed.I, ReneeC. Llewellyn,the undersigned,Assistant Secretary,TheOhioCasualtyInsuranceCompany,LibertyMutualInsuranceCompany,and WestAmericanInsuranceCompanydo herebycertifythatthe originalpowerofattorneyof whichtheforegoingis afull, trueandcorrectcopy ofthePowerof Attorneyexecutedby saidCompanies,is infull forceandeffectand hasnotbeenrevoked.INTESTIMONYWHEREOF,I havehereuntoset my hand and affixedthe seals of saidCompaniesthis day of DEC 1 7 2018 Py tNsuk0V INS4is1NSU,p JaGaero,? 4,, ot cJ• aGoaPoagr'Pgy UPGonpa,
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Renee C. Llewellyn,
Assistant Secretary
r
LMS-
12873LMICOCIC WAIC MultiCo
062018

State of California
County of Orange
On DEC17 2018
before me, Kathy R. Mair, Notary PublicDATE
NameofNotaryPublicandTitle"NotaryPublic"]
personally appeared Mechelle Larkin
Name( s) of Signer( s)]
whoprovedtomeonthebasisofsatisfactoryevidencetobetheperson(s) whosename(s) is/acesubscribedtothewithininstrumentandacknowledgedtomethathe/she/theyexecutedthesamein h+s/ her/ their authorized capacity( ies), andthatby14-is/her/theirsignature(s) ontheinstrumentthe person( s), ortheentityuponbehalfofwhichtheperson(s) acted, executedtheinstrument.

I certifyunderPENALTYOFPERJURYunderthelawsoftheStateofCaliforniathattheforegoingparagraphistrueandcorrect.

KATHY R. MAIR WITNESSmy handand officialseal.

OX,'
NotaryPublic-California
Orange County zZ c`" .".

Commission # 2193966 '
MyComm.ExpiresMay22,2021
Signatureof NotaryP lic
Place Notary Seal Above

OPTIONAL
Thoughthissectionisoptional, completingthisinformationcandeteralterationofthedocumentorfraudulentreattachmentofthisformtoanunintendeddocument.

Description of Attached Document
Title or Type of Document:

Document Date:

Number of Pages:

Signer(s) Other Than Named Above:

Capacity(ies) ClaimedbySigner(s)
Signer' s Name: Mechelle Larkin Signer' s Name:

Corporate Officer— Title( s):

Corporate Officer— Title( s):Partner— Limited General El Individual
Partner— Limited General
Attorney- in- Fact Individual
Trustee Guardian or Conservator Attorney-in-Fact
El Other:

Trustee 11 GuardianorConservator
Other:

Signer Is Representing: Signer is Representing:
reby, and in additionto the faceamount specifiedtherefor, thereshallbe included costsand reasonableexpensesand feesincludingreasonableattorneys' fees, incurredbythe Cityin successfullyenforcingsuch obligation, allto betaxedas costs and included in any judgmentrendered,The suretyhereby stipulates and agreesthat no change, extension of time, alteration, or additionto the termsof theagreementor to theworkto be performedthereunder or the
specificationsaccompanyingthe same shallin any wayaffect its obligationson this bond, and it doeshereby waivenoticeof anysuchchange, extensionof time, a| barntiun, or additionto the termsof the agreementor to the workor to the specifications.IN WITNESSWHEREOF, this instrument has beenduly executedby Principal andSuretyabovenamed, on December17, 2018Lennar Homesof California, Inc.,a CaliforniacorporationLibertyMutualInsuranceCompany
PRINCIPALtuit 8 Y By: By:MechelleLarkin, Attorney-in-Fact S1GNAMUSTBE NOTARIZED Document No. 10808( pWroeMo1Rowna+v".
famyl, r, 04+2017) Page/
o/ 1 rylvana7 Agnpr; ia: ion of
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TThis Powerof
Attorney is made and executedpursuant to and by authority of the following
By- lawsand
Authorizations
of The Ohio Casualty InsuranceCompany, LibertyMutual 65 o. c Insurance Company,and
WestAmerican
InsuranceCompanywhich resolutionsare now in full force and effect readingas follows: o ami ai ARTICLEIV- OFFICERS:Section12. Powerof Attorney. o as ciAny officer or other officialof the Corporationauthorizedfor that purpose in writing by the Chairmanor the President, and subject to suchlimitation as theChairman
or the-72 (> 3. Presidentmay prescribe,shall
appointsuch
attorneys-
in- fact,as maybenecessaryto act inbehalfof theCorporationtomake,execute,seal,acknowledgeand deliveras surety >O SS a anyand allundertakings,bonds,recognizances and other surety obligations.Such attorneys-in- fact,subjectto the limitationsset forthin theirrespectivepowersof attorney, shallt A have full power to bind the Corporationby their signatureandexecutionof anysuch instrumentsandto attachtheretothe sealof the Corporation.Whenso executed, such +C?Z instrumentsshallbeas bindingasifsigned by the Presidentand attestedto by the Secretary. Any power or authoritygranted to any representativeor attorney- in- fact underthe M provisionsof this article may be revoked at any time by the Board,the Chairman,the President or by theofficeror officers grantingsuch poweror authority. c CO may prescribe,ARTICLE XIII-Executionof Contracts:Section5. SuretyBondsand Undertakings. o o Anyofficerof theCompanyauthorizedfor that purposein writingby the chairman or the president, and subject to such limitationsas the chairman
or the president shall appoint such attorneys-in- fact, as may be necessary
to act inbehalfof the Companyto make,execute,seal,acknowledgeanddeliverassuretyany andall undertakings,bonds,recognizancesandothersuretyobligations.Suchattorneys- in- fact subjectto thelimitationssetforthintheir respectivepowersofattorney,shallhavefull powerto bind theCompanybytheirsignatureandexecutionof anysuchinstrumentsand to attachtheretothe sealof theCompany.Whensoexecutedsuch instrumentsshallbeas bindingas ifsignedby thepresidentandattestedbythe secretary.Certificateof Designation-ThePresidentoftheCompany,acting pursuanttothe BylawsoftheCompany,authorizesDavidM. Carey,AssistantSecretaryto appointsuchattorneys-in- factasmay benecessaryto act on behalfof the Companytomake, execute,seal, acknowledgeanddeliveras suretyanyandall undertakings,bonds,recognizancesand othersuretyobligations.Authorization-By unanimousconsentof the Company' s Boardof Directors,the Companyconsentsthatfacsimileormechanicallyreproducedsignatureof any assistantsecretaryof the Company,whereverappearinguponacertifiedcopyof anypowerofattorney issued bythe Companyinconnectionwith suretybonds,shallbe validand bindinguponthe Companywith the sameforceandeffectas thoughmanuallyaffixed.I, ReneeC. Llewellyn,the undersigned,AssistantSecretary,TheOhioCasualtyInsuranceCompany,LibertyMutualInsuranceCompany,andWestAmericanInsuranceCompanydoherebycertifythattheoriginalpowerof attorneyof whichthe foregoingis a full, trueandcorrectcopy ofthe Powerof Attorneyexecutedby said Companies,is in full force andeffectand has not beenrevoked.IN TESTIMONYWHEREOF,I havehereuntoset myhandandaffixedthesealsof saidCompaniesthis dayofDEC1 72018Py tNsuk0VINS4 is1NSU,p JaGaero,?4,,ot cJ•aGoaPoagr'PgyUPGonpa,ycrF• Jr 4 In u 00 m .• ' o fi 1912 0 1919 n 1991 ry 1SB LHU'°+/ 30' ssMgMPg4) b NOIAN#' a* By:
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ThisPowerofAttorneylimitstheactsofthosenamedherein,andtheyhavenoauthoritytobindtheCompanyexceptinthemannerandtotheextenthereinstated.

Liberty LibertyMutualInsuranceCompanyrot
Mutual,, The Ohio Casualty Insurance Company Certificate No: 8197170- 024017 SURETY WestAmericanInsuranceCompany

POWER OF ATTORNEY
KNOWNALLPERSONSBYTHESEPRESENTS:ThatTheOhioCasualtyInsuranceCompanyisacorporationdulyorganizedunderthelawsoftheStateofNewHampshire, thatLibertyMutualInsuranceCompanyisacorporationdulyorganizedunderthelawsoftheStateofMassachusetts,andWestAmericanInsuranceCompanyisacorporationdulyorganizedunderthelawsoftheStateofIndiana(hereincollectivelycalledthe"Companies"),pursuanttoandbyauthorityhereinsetforth,doesherebyname,constituteandappoint, TenzerV.Cunningham;KariDavis,MarthaGonzales;MyHua;MechelleLarkin;KathyR.Mair;JoaquinPerez;BrendaWong all of the city of Los Angeles state of CA
eachindividuallyiftherebemorethanonenamed,itstrueandlawfulattorney-in-facttomake, execute,seal,acknowledgeanddeliver,forandonitsbehalfassuretyandasitsactanddeed,anyandallundertakings,bonds,recognizancesandothersuretyobligations,inpursuanceofthesepresentsandshallbeasbindingupontheCompaniesasiftheyhavebeendulysignedbythepresidentandattestedbythesecretaryoftheCompaniesintheirownproperpersons.

INWITNESSWHEREOF,thisPowerofAttorneyhasbeensubscribedbyanauthorizedofficerorofficialoftheCompaniesandthecorporatesealsoftheCompanieshavebeenaffixedthereto this 23rd day of October , 2018 .

LibertyMutualInsuranceCompany
INStiq0. 1 Ws& lNSUR TheOhioCasualtyInsuranceCompany00094,- r+.,_ 42 t..° 1' c. P
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DavidM.Carey,AssistantSecretary2 State of PENNSYLVANIAsa 0 = CountyofMONTGOMERYssm m
o a) On this 23rd day of October , 2018 before me personally appeared David M. Carey,who acknowledged himself to be the Assistant Secretaryof LibertyMutual Insurance 0 ocuCompany,The Ohio CasualtyCompany,and West American Insurance Company,and that he, as such, beingauthorized so to do, execute the foregoinginstrument for the purposes— I— therein contained by signing on behalf of the corporations by himself as a duly authorized officer. 0 CON
a) 3IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at Kingof Prussia, Pennsylvania, on the day and year first above written. c a
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11 COMMONWEALTH OF PENNSYLVANIA M
N O f. ; ; Notanal Seai Q
Teresa Pasteka, Notary PUbiic
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0 O Upper MerioeTwp., Montgomery County By: L[.(,/. 1C f
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i& My Commission Expires March 28; 2221 Zr)
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Member, Pens TeresaPastella,NotaryPublic
as N riy v.,.\.),,,
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c NThisPowerofAttorneyismadeandexecutedpursuanttoandbyauthorityofthefollowingBy-lawsandAuthorizationsofTheOhioCasualtyInsuranceCompany, LibertyMutualw6o. S Insurance Company,and West American Insurance Companywhich resolutions are now in full force and effect reading as follows: o aa) ai
ARTICLEIV- OFFICERS:Section12.PowerofAttorney.o CO
AAnyofficerorotherofficialoftheCorporationauthorizedforthatpurposeinwritingbytheChairmanorthePresident, andsubjecttosuchlimitationastheChairmanorthen President may prescribe, shall appoint such attorneys- in- fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety > Ocaa anyandallundertakings,bonds,recognizancesandothersuretyobligations.Suchattorneys-in-fact,subjecttothelimitationssetforthintheirrespectivepowersofattorney,shallL Nhave full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such }'° PZinstruments shall be as bindingas if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or attorney- in- fact under the cNprovisions of this article may be revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. C° D ARTICLE XIII- Execution of Contracts: Section 5. Surety Bonds and Undertakings. 0 O Any officer of the Companyauthorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or thepresident maycfl
prescribe, r
shallappointsuchattorneys-in-fact,asmaybenecessarytoactinbehalfoftheCompanytomake,execute,seal,acknowledgeanddeliverassuretyanyandallundertakings,bonds,recognizancesandothersuretyobligations.Suchattorneys-in-factsubjecttothelimitationssetforthintheirrespectivepowersofattorney,shallhavefullpowertobindthe CompanybytheirsignatureandexecutionofanysuchinstrumentsandtoattachtheretothesealoftheCompany.Whensoexecutedsuchinstrumentsshallbeasbindingasifsignedbythepresidentandattestedbythesecretary.

Authorization-ByunanimousconsentoftheCompany'sBoardofDirectors,theCompanyconsentsthatfacsimileormechanicallyreproducedsignatureofanyassistantsecretaryoftheCompany,whereverappearinguponacertifiedcopyofanypowerofattorneyissuedbytheCompanyinconnectionwithsuretybonds,shallbevalidandbindingupontheCompanywiththesameforceandeffectasthoughmanuallyaffixed.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this dayof DEC172018 Py
tNSu SY iN, , 11494
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By
ReneeC.Llewellyn,AssistantSecretary
LMS- 12873 LMIC OCIC WAIC Multi Co 062018
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NOIAN#' a* By: r mid t k1 Ma'' M Baa Renee C. Llewellyn,AssistantSecretary

ACKNOWLEDGMENT
A notarypublic or otherofficer completingthis certificateverifiesonly theidentity of the individual who signedthe documentto which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA

COUNTY OF RIVERSIDE
On December 18, 2018, before me, Sarah Williams, Notary Public, personally appeared Geoffrey Smith, who proved to me on the basisof satisfactoryevidenceto be the person(s) whose name( 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 paragraphis true and correct.

WITNESS my hand and official seal.

SARAH
WILLIAMSCaliforniawNotary Public- elilo
a u:'.- w r
r' Riverside County g
Si natureY. Seal z ' ' commission $ 2149002 g
Sarah Williams, Notary Public
1410.. C.=„
444.1.044= 11).
bonds,recognizancesandother
surety obligations,in pursuanceof these presentsand shallbe as binding upon the Companies as if
they have beenduly signed by
thepresidentand attested by the secretary of the Companies in their own proper

Chino City CouncilApril 16, 2024

Chino City Council
April 16, 2024