Exhibit B - Fully Executed SIA TM 19935 — Chino City Council, July 16, 2024

SUBDIVISION IMPROVEMENT AGREEMENT
between

CITY OF CHINO
and

RICHMOND AMERICAN HOMES
01225. 0006/ 369377. 1 Updated 11- 2017

SUBDIVISIONIMPROVEMENTAGREEMENTBETWEEN

THE CITY OF CHINO
AND

RICHMOND AMERICAN HOMES
Agreement Date: March 5th, 2019
Subdivider Name: Richmond American Homes (hereinafter" Subdivider) Subdivision Description: Tract Map No. 19935 — 73 residential lots on approximately 10.3 acres located near the northwest corner of Bickmore and Hellman Avenues ( hereinafter Subdivision")
Tentative Map No.: 19935 - Approval Date: June 30th, 2015 hereinafter" Approved Tentative Map")
Estimated Total Cost of Improvements: $ 740, 220. 00
Estimated Total Cost of Monumentation: $ 19, 040. 00 ( based upon the plans, including individual lots, subdivision boundary and public improvements).

Security:

Bond No.: 1074987
Surety: The Hanover Insurance Company
01225. 0006/ 369377. 1
Designees for the Service of Written Notice:

CITY: SUBDIVIDER:

Christopher L. Magdosku Richmond American Homes
City Engineer
Rola A. Nicasio
13220 Central Avenue Senior Project Manager
Chino, CA 91710 5171 California Avenue, Ste. 106
Irvine, CA 92617
909) 334- 3417 rola. nicasio@mdch. com
949) 279- 0398

CITY PROJECT INSPECTOR SURETY
Ronnie Hernandez
Permit & Inspection Supervisor The Hanover Insurance Company 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
OtherObligationsReferencedinConditionsofTentativeMapApproval

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 DocumentsAvailable 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 Obligationto Warn Public DuringConstruction

1. 18 Injuryto Public Improvements, PublicPropertyor 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
PaymenttoCityforCostofRelatedInspectionandEngineeringServices5. 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

SUBDIVISION IMPROVEMENT AGREEMENT
THIS SUBDIVISION IMPROVEMENT AGREEMENT ( this " Agreement") is enteredintothis5thdayof March, 2019, byandbetweentheCITYOFCHINO, a municipal corporation, organizedandexistingintheCountyofSanBernardino, underandbyvirtueofthelaws of the State of California, (" CITY"), and RICHMOND AMERICAN HOMES (Subdivider").

RECITALS
A.

Subdivideristheownerof, andhasobtainedapprovalof a subdivisionmapidentified as Tentative Tract Map No. 19935, ( the " Map"), locatedin the City of Chino, Countyof San Bernardino, State of California ( the " Property"), as described on Exhibit " A". The Map requiresSubdividerto complywith certainconditionsof approvalfor the developmentof the Property ( the " Conditions") as described on Exhibit " B".

B. Pursuantto the Conditions, Subdivider, by the Map, has offeredfor dedicationto Cityfor publicuseof thestreetsandeasementsshownonthe Map. Citydesiresto acceptthe streets and easements shown on the Map for public use, and certain other improvements described in this Agreement.

C. Subdividerhas deliveredto City, and City has approved, plansand 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. 19935 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 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 $ 740, 220. 00.
01225. 0006/ 369377. 1 1 of 19

1. 2. Other Obligations Referenced in Conditions of Tentative Map Approval. Inaddition to the foregoing, SubdividershallsatisfyalloftheConditionsontheMapfortheProperty. TheConditionsassociatedwiththeMapareincludedinExhibit "B" attachedhereto.

1. 3. Intent of Plans.

TheintentofthePlansreferencedinSection1.1istoprescribea completeworkofimprovementwhichSubdividershallperformorcausetobeperformedinamanner acceptable to the City Engineer, ( or designee), and in full compliance with all codesand the terms of this Agreement. Subdividershall completea functionalor operable improvementorfacility, eventhoughthePlansmaynotspecificallycalloutallitemsofwork requiredforSubdivider'scontractortocompleteitstasks, incidentalappurtenances, materials,and the like.

Ifanyomissionsaremadeorinformationnecessarytocarryoutthefullintent andmeaningofthePlans, Subdivideroritscontractorshallimmediatelynotifyitsdesign engineer who will seek approval of the City Engineer for furnishing of detailed instructions. In theeventofanydoubtorquestionarisingregardingthetruemeaningof anyofthePlans, referenceshallbe madetothe CityEngineerwhosedecisionthereonshallbefinal.

Subdivider recognizes that the Plans consist of general drawings. All authorized alterationsaffectingtherequirementsandinformationgivenonthePlansshallbeinwriting andapprovedbytheCityEngineer. ThePlansshallbesupplementedbysuchworkingorshopdrawings as are necessary to adequately control the work. Withoutthe City Engineer's prior written approval,
no changeshall be madeby Subdivideror its contractorto 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. 19935 in accordance with the provisionsof theStateSubdivisionMapActandtheSubdivisionOrdinanceof theCityofChino. Subdividershall providesecurityfor suchobligationas providedin Section4.1(a)(iii) and, aftersettingthe monuments, Subdividershallfurnishthe City Engineerwrittennoticeof thesettingof saidmonumentsandwrittenproofof havingpaidtheengineeror surveyorfor 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, andincidentalsrequiredto perform Subdivider' s obligations under this Agreement.

1. 6. Changes in the Work. The City Engineer, without invalidatingthis 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 Improvementasspecifiedhereinor as deemednecessaryor desirablebythe CityEngineeras determinednecessarytoaccomplishthepurposesofthisAgreementandto protectthepublic health, safety, orwelfare. TheCityEngineershallnotifySubdivideror itscontractorinwriting by CorrectionNotice) at the time a determinationhas beenmadeto requirechangesin the work.

NofieldchangesperformedorproposedbySubdivideroritscontractorshallbebinding onCityunlessapprovedinwritingbytheCityEngineer. TheCityandSubdividermaymutually 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. ThePlansfor the Worksof Improvementhavebeen preparedbyoronbehalfofSubdivideroritsconsultantsorcontractors, andCitymakesno representationorwarranty, expressorimplied, toSubdividerortoanyotherpersonregardingthe adequacyof the Plans or relateddocuments.

1. 9.

AuthorityoftheCityEngineer. InadditiontotheauthoritygrantedtotheCityEngineerelsewhereinthisAgreement, theCityEngineershallhavetheauthoritytodecideall questionswhichmayariseastothequalityandacceptabilityofmaterialsfurnishedandwork performed, andallquestionsastothesatisfactoryandacceptablefulfillmentofthetermsofthis Agreement by Subdivider and its contractor.

1. 10. Documents Available at the Site.

Subdividershallcauseitscontractortokeepa
copyofallapprovedPlansatthejobsiteandshallgiveaccesstheretototheCity'sinspectorsand engineers at all times.

1. 11.

Inspection. Subdividershallhaveanauthorizedrepresentativeonthejobsiteatalltimesduringwhichworkis beingdonewhohasfullauthorityto actforSubdivider, orits design engineer, and Subdivider' s contractor( s) regarding the Works of Improvement.

SubdividershallcauseitscontractortofurnishtheCitywitheveryreasonablefacilityfor ascertainingwhetheror not the Worksof Improvementas performedare in accordancewith 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, shallremoveoruncoversuchportionsofthefinishedworkasmaybedirectedwhich 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 supervisionby the City Engineer (or designee) shallnot be consideredas directcontrolof the individual workmen on the job site.

City's inspectorsshallhavetheauthorityto stopanyand
allworknotinaccordancewiththe requirementscontainedor referencedin thisAgreement.

TheinspectionoftheworkbyCityshallnotrelieveSubdivideror itscontractorofany obligationstofulfillthisAgreementashereinprovided, andunsuitablematerialsorworkmay berejectednotwithstandingthatsuchmaterialsorworkmayhavebeenpreviouslyoverlooked or accepted.

1. 12. Compliance with Law; Applicable Standards for Improvements. In addition to the expressprovisions of this Agreement and the Plans, Subdividershall cause construction of the Works of Improvementto be completed in accordancewith all other applicable federal, state, andlocallaws, ordinances, rulesandregulations. Inaddition, withoutlimitingtheforegoing, the Subdividershall, atitsexpense, obtainandcomplywiththeconditionsofallnecessarypermits andlicensesfortheconstructionoftheWorksofImprovement. TheSubdividershallalsogive all necessarynotices and pay all fees and taxes as required by law.

Subdividershallconstructthe improvementsin accordancewiththe Citystandardsin effectat the time of the adoptionof the ApprovedTentativeMap. City reservesthe rightto protectthe publicsafetyor welfareor complywithapplicableFederalor Statelawor City zoning ordinances.

1.13. Suspensionof Work. The CityEngineershallhaveauthorityto ordersuspension of the workfor failureof the Subdivider's contractorto complywith law pursuantto Section 01225. 0006/ 369377. 1 3 of 19

1. 12.

Incaseofsuspensionofworkforanycausewhatsoever, Subdivideranditscontractor shallberesponsibleforallmaterialsandshallstorethemproperlyif necessary, andshall providesuitableinterimdrainageand/ordustcontrolmeasures, anderecttemporarystructures where necessary.

1. 14. Erosion and Dust Control and Environmental Mitigation. All grading, landscaping, andconstructionactivitiesshallbeperformedina mannerto controlerosionandpreventflooding problems. TheCityEngineershallhavetheauthorityto requireerosionplansto prescribereasonablecontrolsonthemethod, manner, andtimeof 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 Acceptanceof Works of Improvement. After Subdivider's contractorhas completedall of the Worksof Improvement, Subdividershallthenrequesta final inspectionof the work. If itemsarefoundbythe City's inspectorsto be incompleteor not in compliancewith thisAgreementoranyoftherequirementscontainedor referencedherein, Citywill informthe Subdivideror its contractorof such items. After the Subdivider's contractorhas 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 performingfurther field inspections, to submit in writinga detailedstatementof the work performedsubsequentto 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 coverthe City's costsfor additionalfinal inspections, as determinedby the City Engineer.

No inspection or acceptance pertaining to specific parts of the Works of Improvement shallbe construedasfinalacceptanceof anypartuntilthe overallfinalacceptanceby the City Engineer is made. The City Engineer shall make a certification of completion and acceptance on theWorksof Improvementby recordationof a Noticeof Acceptanceon behalfof 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. Vestingof Ownership. Uponrecordationof the Noticeof 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
neighboringpropertyownersandtenantsaffectedby Subdivider's operationsor constructionof the hours, dates and duration of any plannedconstructionactivities.

1. 18. Injuryto PublicImprovements, PublicPropertyor PublicUtility. Untilrecordation oftheNoticeofAcceptanceoftheWorksofImprovement, Subdividerassumesresponsibilityforthecareandmaintenanceof, andanydamageto, theWorksofImprovements. Subdivider shallreplaceorrepairallWorksof 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 repairsregardlessof whatentityownsthe underlyingproperty. Anyrepairor replacementshallbeto thesatisfaction, andsubjectto the approval, of the CityEngineer.

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 Improvementsprior to recordationof the Noticeof 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 hereundermay be extended by up to three (3) additionalone-year periods. Extensionsshall 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 conditionof suchextension, the CityEngineermayrequireSubdividerto 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 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 remediesthe 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 rightto withholdthe issuanceof furtherbuildingpermitson the Propertyuntil 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 Occupancymay be withheld from the Subdividerby 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. Notwithstandingthe provisionsof Section2.1, Subdivider's time forcommencementandcompletionoftheWorksof Improvementshallbeextendedforthe periodofanyenforceddelaycausedduetocircumstancesbeyondthecontrolandwithoutthe 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, thattheperiodofanyenforceddelayhereundershallnotincludeanyperiodlongerthanfive (5) dayspriorto City's receiptofa writtennoticefromSubdivideror itscontractor detailingthegroundsfor Subdivider's claimto a rightto extendits timefor performance hereunder.

TheCityEngineershallevaluateall claimsto ForceMajeureandtheCityEngineer' s decision shall be final.

2. 4. Continuous Work. After commencement of construction of the Works of Improvement ( or separate portion thereof), Subdividershall causesuchwork to be diligently pursuedto completion, andshallnot abandonthe workfor a consecutiveperiodor morethan thirty (30) days, events of Force Majeure excepted.

2. 5. Reversion to Acreage. In additionto whateverotherrightsCitymayhavedueto Subdivider's failuretotimelyperformitsobligationshereunder, SubdividerrecognizesthatCity 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, whicheveristhelater, andif Citythereafterinitiatesproceedingsto reverttheProperty 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 Subdividershall not be consideredin determiningCity's authorityto revert the Propertyto acreage.

3. Labor.

3. 1. Labor Standards. ThisAgreementissubjectto, andSubdivideragreesto 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. 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 subcontractor performing any of the Works of Improvement shall not discriminate, in any way, against any person on the basis of race, ethnicity, religious creed, 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. 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

3. 3. Licensed Contractors. SubdividershallcausealloftheWorksof Improvementto beconstructedbycontractorsandsubcontractorswithvalidCaliforniaContractors' licensesforthe type of work being performed. All of Subdivider's contractorsand subcontractorsshall obtaina validCityof Chinobusinesslicensepriorto performinganyworkpursuantto this Agreement. SubdividershallprovidetheCityEngineerwitha listofallofitscontractorsand subcontractorsprior to initiatingany work, and all valid Contractor's licensesand business licensesissuedtheretoasa conditionof constructingtheWorksof Improvements.

3. 4. Worker' s Compensation. Subdivider shall cause every contractor and subcontractorperforming any of the Works of Improvementto carry Workers' Compensation Insuranceas requiredby the LaborCodeof theStateof Californiaand shallcauseeachsuch contractorandsubcontractorto submitto Citya Certificateof Insuranceverifyingsuch coveragepriorto suchcontractororsubcontractorenteringontothejob 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 discretionand satisfyingthe requirementsof the applicableprovisionsof this Section4 below (hereinafter "SecurityInstruments"):
i) A Security Instrumentsecuring Subdivider's faithful performance of all of the Works of Improvement (" Faithful Performance Security Instrument"), in the amount of $ 740, 220. 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 370, 110. 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 19, 040. 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 $ 74, 022. 00 01225. 0006/ 369377. 1 7 of 19
equal to 10%
of theestimatedconstructioncostsetforthin Section1.1 or a suitable amountdetermined by the City Engineer.

4. 2. Form of Security Instruments. All SecurityInstrumentsshall be in the amountsrequired under Section 4. 1 ( a) or 4. 1( b), as applicable, shall meet the following minimum requirementsandotherwiseshallbeinaformprovidedbyCityorotherwiseapprovedbytheCity Attorney:
a) Bonds.

ForSecurityInstrumentsprovidedintheformofbonds, anysuch bondmustbeissuedandexecutedbyaninsurancecompanyorbankauthorized totransactsuretybusinessintheStateofCalifornia. Anyinsurancecompany actingas suretyshallhavea minimumratingof A-IX, as ratedby the current editionofBest's KeyRatingGuidepublishedbyA.M. Best's Company, Oldwick, NewJersey, 08858. Anybankactingassuretyshallhavea minimumratingofAA, as rated by Moody' s or Standard & Poor' s. b) Letters of Credit.

ForSecurityInstrumentswhicharelettersofcredit, any
letterof creditshallbe an originalseparateunconditional, irrevocable, negotiable and transferablecommercialletterof creditissuedby a financialinstitutionwith offices in the State of California acceptable to City. Any such letter of credit shall specificallypermitCityto drawon sameby unilateralcertificationof 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 expirationof anysuchletterof creditandshallfurtherbesubjectto 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 accountswith financial institutionsacceptableto 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 Instrumentshall 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
iv)
If the Subdividerseeksto replaceany securitywith another security, the replacement shall: ( 1) comply with all the requirements for security in this Agreement; ( 2) be provided by the Subdivider to theCityEngineer; and (3) uponitswrittenacceptancebytheCityEngineer, be deemed a part of this Agreement. Upon the CityEngineer' s acceptance of a replacement security, the former security may be releasedby the City.

4. 3. Subdivider' s Liability. Whilenoactionof Subdividershall be requiredin orderfor Cityto realizeon itssecurityunderanySecurityInstrument, Subdivideragreesto cooperate withCityto facilitateCity's realizationunderanySecurityInstrument, andtotakenoactionto preventCityfromsuchrealizationofanySecurityInstrument. Notwithstandingthegivingofany SecurityInstrumentorthesubsequentexpirationofanySecurityInstrumentoranyfailureby any surety or financial institution to perform its obligations with respect thereto, Subdivider shallbe personallyliablefor performanceunderthisAgreementandfor paymentof thecostof thelaborandmaterialsfortheimprovementsrequiredto beconstructedor installedhereby and shall, within ten ( 10) days after writtendemandtherefor, deliverto City such substitute securityas City shall requiresatisfying the requirementsin 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 soleand absolutediscretion) is not deliverednot lessthanthirty (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 creditdeliveredhereunder, issuedby a financialinstitutionacceptableto 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 PerformanceSecurity Instrument and Labor and Materials Security Instrument when all of the following have occurred:
01225. 0006/ 369377. 1 9 of 19
i)
Subdividerhasmadewrittenrequestforreleaseandprovided
evidenceof satisfactionofall otherrequirementsinthisSection4.5; ii) the Works of Improvementhave been accepted;
iii)
Subdividerhasdeliveredthe MaintenanceandWarrantySecurity Instrument; and iv) after passageof the time within which lien claims are required to bemadepursuantto Title3 (commencingwithSection9000) of Part6 of Division4 of theCivilCodeof theStateof California. If lien claims have been timely filed, City shall hold the Labor and Materials Security Instrumentuntil such claims have been resolved, Subdividerhasprovideda statutorybond, or otherwiseas required by applicable law.
b) CityshallreleasetheMaintenanceandWarrantySecurityInstrumentupon Subdivider' s written request upon the expiration of the warranty period, and settlementof any claims filed duringthe warranty period. c) The City may retain from any security released, an amount sufficient to covercostsand reasonableexpensesandfees, includingreasonableattorney's fees.

5. Cost of Construction and Provision of Inspection Service.

5. 1. Subdivider Responsible for All Costs of Construction. Subdivider shall be responsiblefor payment of all costs incurred for construction and installation of the Works of Improvement. In the eventSubdivideris entitledto reimbursementfrom City for any of the Works of Improvement, such reimbursement shall be subject to a separate Reimbursement Agreement to be entered into between Subdividerand City prior to construction of the Works of Improvement.

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

Subdividershall compensateCity for all of City's costs reasonablyincurredin 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 inspectionand acceptance of any of the Works of Improvementuntil all City fees and charges have been fully paid, including without limitation, charges for applicable penalties and additional required inspections.

5. 3. Paymentof Development Impact Fees. Subdividershall 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 resolutionsaccepting all offers of dedication shown on the Map for the Property, with acceptanceto become effective upon completionand acceptance by City of the Works of 01225. 0006/ 369377. 1 10 of 19
Improvement. Suchresolution(s) shallauthorizetheCityClerktoexecutetheCertificatemade a part of the Map regardingsaid acceptanceof the offer of dedication.

7. Warranty of Work. Subdividershall guaranteeall Works of Improvementagainst defective materials and workmanship for a period of one ( 1) year from the date of final acceptance.

IfanyoftheWorksof Improvementshouldfailor provedefectivewithinsaidone 1) yearperiodduetoanyreasonotherthanimpropermaintenance, orifanysettlementoffill or backfill occurs,
or shouldanyportionof theWorksof Improvementfail to fulfillany requirements of the Plans, Subdivider, within fifteen ( 15) days after written notice of such defects, orwithinsuchshortertimeasmayreasonablybedeterminedbytheCityintheevent ofemergency, shallcommenceto repairorreplacethesametogetherwithanyotherwork which may be damaged or displaced in so doing. ShouldSubdividerfail to remedydefective materialand/or workmanshipor makereplacementsor repairswithinthe periodof timeset forthabove, Citymaymakesuchrepairsandreplacementsandthe actualcostof the required laborandmaterialsshallbechargeabletoandpayablebySubdivider. Thewarrantyprovided hereinshall not be in lieu of, but shall be in additionto, any warrantiesor 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 performsubstantial constructionwork 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 reservesall remediesavailableto it at law or in equityfor a default or breach of Subdivider's obligations under this Agreement. The City shall have the right, subjectto thisSection, to drawuponor usetheappropriatesecurityto 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 availableto 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 damagesforSubdivider's defaultshallbemeasuredby the costof completingthe requiredimprovements. TheCitymayusethe sumsprovidedby the securitiesfor the completion of the Works of Improvementin accordance with the plans. In the 01225. 0006/ 369377. 1 11 of 19
eventtheSubdividerfailsto cureanydefaultunderthisAgreementwithin20daysafterthe Citymailsa noticeofsuchdefaulttotheSubdividerandtheSubdivider's surety, Subdivider authorizestheCityto performtheobligationforwhichSubdivideris in defaultandagreesto paytheentirecostof suchperformancebytheCity. TheCitymaytakeovertheworkand complete the Works of Improvement, by contractor by any other methodCity deems appropriate, attheexpenseoftheSubdivider. Insuchevent, City, withoutliabilityfordoingso, may complete the Works of Improvement using any of Subdivider' s materials, appliances, plansandotherpropertythat are at theworksite andthatare necessaryto completethe Works of Improvement.

8. 3. Notice of Violation. The Subdivider's failure to comply with the terms of this AgreementconstitutesSubdivider's consentfor the Cityto file a noticeof violationagainstall the lots in the Subdivision, or to rescind or otherwise revert the Subdivision to acreage.

Subdividerspecificallyrecognizesthat the determinationof whethera reversionto acreageor rescissionof the Subdivisionconstitutesan adequateremedyfor 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 remedyto City for a default by Subdivider hereunder, the Subdivideragrees that the choice of remedyor remediesforSubdivider's breachshallbeinthediscretionof theCity. Additionally, any remedy specifically provided in this Agreement shall be in addition to, and not exclusive of, City's rightto pursueanyotheradministrative, legal, or equitableremedyto whichit mayby entitled.

8. 5. Attorney' s Fees and Costs. In the eventthat Subdividerfails to performany obligationunderthisAgreement, Subdivideragreesto payall costsandexpensesincurredby 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 reasonablecosts 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. Subdividerfurther 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
intheperformanceofthisAgreement, exceptforsuchclaims, demands, causesof 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, causesofaction, liabilityorlossbecauseoforarisingoutof, inwholeorinpart, thedesignor constructionoftheimprovements. Thisindemnificationandagreementto holdharmlessshall extendto injuriestopersonsanddamagesortakingofpropertyresultingfromthedesignor construction of said Subdivision, and the public improvements as provided herein, and in addition, to adjacentpropertyownersas a consequenceof the diversionof watersfrom the design and construction of public drainage systems, streets and other improvements.

Recordationof the Noticeof Acceptanceby the Cityof the Worksof Improvementsshall not constituteanassumptionbytheCityofanyresponsibilityforanydamageortakingcoveredby thisSection. Cityshallnotberesponsibleforthedesignorconstructionofthepropertytobe dedicatedor the improvementspursuantto theapprovedimprovementplansor map, regardlessofanynegligentactionorinactiontakenbytheCityinapprovingtheplansormap, unless the particularimprovementdesign was specificallyrequired by City over written objectionby Subdividersubmittedto the City Engineerbeforeapprovalof 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 eliminateany latent defect in design or dangerouscondition caused by the design or construction defect; however, Subdivider shall not be responsible for routine maintenance. The provisionsof thisparagraphshallremainin fullforceandeffectforten (10) yearsfollowingthe 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 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 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 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 proceedingand 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 participatingin 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 requiredto pay or perform any settlement unless the settlement is approved by the Subdivider. 01225. 0006/ 369377. 1 13 of 19

11. InsuranceRequirements. Subdivider, atSubdivider's solecostandexpenseandforthe fulltermofthisAgreementandanyextensionsthereto, shallobtainandmaintainallofthe followingminimuminsurancerequirementsin a formapprovedby theCity's authorizeddesigneeforRiskManagementpriortocommencinganywork:
a) Commercial General Liability policy with a minimum $ 1 million combined singlelimitforbodilyinjuryandpropertydamageprovidingallofthefollowingminimum 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 Compensation and Employers' Liability policy in accordance with the laws of the State of California and providing coverage for 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) Pursuant to Labor Code section 1861, Subdivider by executing this 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
iii)
Priorto commencementof work, theSubdividershallfilewiththe City's RiskManagera Certificateof Insuranceor certificationof permissiontoself-insureworkers' compensationconformingtothe requirements of the Labor Code.
d)
Endorsements. Allofthefollowingendorsementsarerequiredtobemade a part of each of the above-requiredpolicies as stipulated below:
i) "
TheCityofChino, itsofficers, employeesandagentsarehereby added as additional insureds."
ii) " This policyshall be consideredprimaryinsurancewith respectto any othervalidandcollectibleinsurancethe City may possess, includinganyself- insuredretentiontheCitymayhaveandany
other insurance the City does possess shall be considered excess insurance only."
iii) " This insuranceshall act for each insured and additional insured as though a separate policy has been written for each. This, however, will notactto increasethelimitof the insuringcompany."
iv) " Thirty (30) dayspriorwrittennoticeof cancellationshallbe givento the City of Chino in the event of cancellation and/or reduction in coverage, except that ten ( 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' 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

12. Environmental Warranty.

12. 1.

PriortotheacceptanceofanydedicationsorWorksofImprovementbyCity,SubdividershallprovideCitywithawrittenwarrantyinaformsubstantiallysimilartoExhibit C" attachedheretoandincorporatedhereinbyreference, that:
a)
NeitherthepropertytobededicatednorSubdividerareinviolationofany environmentallaw, andneitherthepropertyto bededicatednortheSubdivider aresubjectto anyexisting, pendingor threatenedinvestigationby anyfederal, state or local governmental authority under or in connection with the environmentallaws relatingto the propertyto be dedicated. b) NeitherSubdividernoranyotherpersonwithSubdivider's permissionto be uponthepropertyto bededicatedshalluse, generate, manufacture, produce, or release, on, under, or about the property to be dedicated, any Hazardous Substanceexceptin compliancewith all applicableenvironmentallaws. For the purposes of this Agreement, the term " HazardousSubstances" shall meanany substanceormaterialwhichiscapableof posinga riskof injuryto 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, regulationsor 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 proceedingor investigationby any federal, state or local governmental b) authority with respect to the presence of any hazardous substance on the propertyto be dedicatedor the migrationthereoffrom or to any otherproperty 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 propertyto be dedicated relating to any loss or injury resulting from any hazardous substance; and
d) Subdivider's discoveryof any occurrenceor 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
propertytobededicatedoranypartthereoftobesubjecttoanyrestrictionsonits ownership, occupancy, useforthepurposeforwhichitisintended, transferabilityor suit under any environmental law.

13. General Provisions.

13. 1. SuccessorsandAssigns. ThisAgreementshallbe bindinguponall successors andassignsto Subdivider's right, title, andinterestin andto thePropertyandanyportionthereof. Subdividerherebyconsentsto City recordingthis Agreementas officialrecordsof SanBernardinoCounty, affectingfeetitleinteresttothePropertyto provideconstructivenotice of the rights and obligations incurred by Subdivider in the City' s approval of this Agreement. In the eventthe Propertyis subsequentlyconveyedby Subdividerto a third partypriorto completionof the Works of Improvement, wherebythe third party is intendedto 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 responsibilityto furnishreplacementSecurityInstrumentsmeetingthe City's approvalpursuant to Section 4 of this Agreement. Untilsuchtimeas a TransferAgreement, meetingthe 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, Subdividerretains sole responsibilityfor maintainingall 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 construedto vest Subdivider's rights with respectto any change in any zoning or building law or ordinance.

13. 4. Subdivider is Not Agent of City. Neither Subdivider nor Subdivider' s agents, contractors, or subcontractors are agents or contractors of the City in connection with the performance of Subdivider' s obligations under this Agreement.

13.5. Time of the Essence. Time is of the essence of Subdivider's performanceof 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
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 portion of this Agreementis held invalid by a court of competentjurisdiction, the remainderof the Agreementshall remainin full force and effect unlessamendedor modifiedby mutualwrittenconsentofthe parties.

13.9. Captions. ThecaptionsofthisAgreementareforconvenienceandreferenceonly and shall not be used in the interpretationof any provisionof this Agreement.

13.10. Incorporationof Recitals. TherecitalstothisAgreementareherebyincorporated into the terms of this Agreement.

13.11. Interpretation. This Agreement shall be interpreted in accordancewith 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 partyto be charged, and all amendmentsheretomust 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 notviolate any provisionsof any other agreementto which said party is bound.

SIGNATURES ON NEXT PAGE]
01225. 0006/ 369377. 1 18 of 19
INWITNESSWHEREOF, theCityandtheSubdividerhavecausedthisAgreementto be executed the day and year first above written.

APPROV D S TO FOR : APPRSVED AS TO CONTENT:

Fred alante, City Attorney Nicholas S.

Iri
ori, AICP
Director of Development Services

RICHMOND - ERIC
8 HOMES:

BY: i14 4V/2I 31t4 )
nature'. d Date)
Name: SDK1DR E1) 2R1 S
Please type or print name)
Title: VICE. cg_“' Dl N
Please type or print title)

CITY OF CHINO
Ma h w III yne, City Manager
J •
Dated: 37011
ATTEST:

Bya,-- ---C---)2Ar-----
Angela obles, City'Clerk
Dated: c -• ict
01225. 0006/ 369377. 1 19 of 19

CALIFORNIA ALL- PURPOSE ACKNOWLEDGMENT
A notarypublic or otherofficer completingthis
certificate verifies only the identity of the individual who signed the document to which this certificate is attached, andnotthetruthfulness, accuracy, orvalidityof that
document.

State of California
County of Orange
On March 4, 2019, beforeme, T Ris, NotaryPublic, personallyappearedSondraHarris, who provedto meonthebasisof satisfactoryevidenceto betheperson(s) whosename(s) is/are 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 person( s) acted, executed the instrument.

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

WITNESS my hand d official seal.

T. R15
Notary Public- California
z
p
Orange Countyti
Ay Commission
County
22 My Comm. Expires May 5. 2021Signature)
Affix Seal)
EXHIBIT " A"
TRACT MAP 19935 LEGAL DESCRIPTION
Legaldescriptionis pendingthefinalrecordationof TractMapNo. 19935withtheSan Bernardino County Recorder' s Office.
01225. 0006/ 369377. 1 A- 1
EXHIBIT " B"
TRACT MAP 19935WORKS OF IMPROVEMENT
A. Removalof undesirable, dangerousanddeadplantmaterialsandroots.

Relocationof all publicutilitystructuresas necessaryto properlyconstructthe required improvements.

Disposalofallrocksanddebrislocatedwithinanypublicright-of-waywithinsaid developmentor on the boundarystreets thereof.

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

E. Installationof asphaltconcreteor PortlandCementConcretestreetpavementon basematerialasshownonapprovedconstructionplansandinaccordancewithCity Standards.

F. Street signs at intersectionsper the City Standards.

G. Installationof approved landscaping (plantsand materials).

H. Setting monumentsas required by the State Code.

The Subdividershall also performall work and furnishall materialsnecessary, in the opinion of the Assistant City Manager/Director of Public Works or his designee and on his order, to completethe improvementsin accordancewith the plans and specifications on file as hereinbeforespecified, or anychangesrequiredor orderedby said Engineer which, in his opinion, are necessary or required to complete this work. 01225. 0006/ 369377. 1 B- 1
EXHIBIT " C"
TRACT NO. 19935

RICHMOND AMERICAN HOMES

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

1. NeitherthepropertytobededicatednorSubdividerareinviolationofany environmentallaw, andneitherthe propertyto be dedicatednorthe Subdividerare subjecttoanyexisting, pendingorthreatenedinvestigationbyanyfederal, stateorlocal governmentalauthorityunderorinconnectionwiththeenvironmentallawsrelatingtothe property to be dedicated.

2. NeitherSubdividernoranyotherpersonwithSubdivider's permissionto be upon the property to be dedicated has used, generated, manufactured, produced, or released, on, under, or aboutthe propertyto be dedicated, any HazardousSubstance 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 thosematerialsandsubstancesdesignatedashazardousortoxicbyanyfederal, state or locallaw, ordinance, rule, regulationor policy, includingbutnot limitedto, all ofthose 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 shallbe amendedfromtimeto time, or anyothermaterialsrequiringremediationunder federal, state or local laws, ordinances, rules, regulationsor policies.

3. Subdivider has not caused or permittedthe release of, and has no knowledge of the release or presence of, any Hazardous Substance on the property to be dedicatedor themigrationof anyhazardoussubstancefromor to anyotherproperty 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 resultedinthe releaseof anyHazardousSubstanceonthe propertyto be dedicated.

5. AllpersonsexecutingthiswarrantyherebyrepresentandwarranttotheCityof 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 andthatthesignatorsheretohavesufficientknowledgeor expertise, eitherpersonally, through reasonable inspectionand investigationof the property, or through reasonable reliance upon the investigation and professionalopinion of Subdivider's environmental experts, to maketherepresentationsherein, andthatnoconsentof anyotherpartyis 01225. 0006/ 369377. 1 C- 1
requiredto executethiswarrantyandmakethe representationshereinon behalfof the Subdivider to the City of Chino.

Eachof the undersignedpersonsdeclaresunderpenaltyof perjurythat the foregoing is true and correct.

Dated: 3 11
SUBDIVIDER*
By:

OND AMERICAN HOMES
ProofofauthorizationforSubdivider'ssignaturesisrequiredtobesubmittedconcurrentlywiththis environmentalwarranty. 01225. 0006/ 369377. 1 C- 2

EXECUTEDIN TRIPLICATE)
Bond No.: 1074987
Contract No.: Z5/
Approved: .?,) 61/cl 1112.

FAITHFUL PERFORMANCE BOND
Tract Map No. 19935
WHEREAS,theCityCounciloftheCityofChino, StateofCalifornia, hereinafterdesignatedas"CITY"andRICHMOND AMERICAN HOMES,* hereinafter designated as " PRINCIPAL," have entered into an agreement wherebyPrincipalagreestoinstallandcompletecertaindesignatedpublicimprovements, whichsaidagreement, datedFebruary5th,2019, andidentifiedasProjectNo. TractMapNo. 19935, isherebyreferredtoandmadeaparthereof; and of Maryland, Inc.

WHEREAS, saidPrincipalisrequiredunderthetermsofsaidagreementtofurnishabondforthefaithfulperformance of said agreement.

NOW, THEREFORE, we, the Principal and The Hanover Insurance Company as surety, are heldandfirmlybounduntotheCityofChinointhepenalsumofSevenHundredFortyThousandTwoHundredTwenty Dollars($ 740,220.00)lawfulmoneyoftheUnitedStates,forthepaymentofwhichsumwellandtrulytobemade,webindourselves,ourheirs, successors,executors,andadministrators,jointlyandseverally,firmlybythesepresents.

Theconditionof thisobligationis suchthatif theabove-boundPrincipal, hisor its heirs, executors, administrators,successors,orassigns,shallinallthingsstandtoandabideby,andwellandtrulykeepandperform thecovenants, conditions, andprovisionsinsaidagreementandanyalterationthereofmadeasthereinprovided,onhisor itspart, to bekeptandperformedatthetimeandinthemannerthereinspecified, andinallrespects accordingtotheirtrueintentandmeaning, andshallindemnifyandsaveharmlessCity, itsofficers, agents, and employees, asthereinstipulated, thenthisobligationshallbecomenullandvoid; otherwiseit shallbeandremain in full force and effect.

Aspartoftheobligationsecuredherebyandinadditionto thefaceamountspecifiedtherefor, thereshall beincludedcostsandreasonableexpensesandfeesincludingreasonableattorneys' fees, incurredbyCityin successfullyenforcingsuchobligation, allto betaxedascostsandincludedinanyjudgmentrendered.

Thesuretyherebystipulatesandagreesthatnochange, extensionof time, alteration, or additionto the termsoftheagreementortotheworktobeperformedthereunderorthespecificationsaccompanyingthesame shallinanywayaffectitsobligationsonthisbond, anditdoesherebywaivenoticeofanysuchchange, extension of time,alteration, or additionto the terms of the agreementor to the work or to the specifications.

INWITNESSWHEREOF, thisinstrumenthasbeendulyexecutedbyPrincipalandSuretyabovenamed, on March 5 . 2019
Richmon;, American Homes of Ma I- d Inc. The Hanover Insurance Company P- 1 CIPAL SURETY
I
By: - A, I''
Ud/ lAI><1/A By:

Kathleen K. Freund, Attorney-in-Fact

SIGNATURES MUST BE NOTARIZED
Document No. 16353( PWFORMS\ BONDS- faithful performance\ rev. 04/ 2017) Page 1 of 1

State of California
County of Orange
On March6, 2019, beforeme, RhondaHarper, NotaryPublic, personallyappeared SondraHarris, who provedto meonthebasisof satisfactoryevidenceto bethe person(s) 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 person( s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. RHONOA HARPER i`_, Notary Public- California =
WITNESS my hand and official seal. 3,1 Orange County
r Commission# f 2151999
M Comm. Ex fires Ma 30, 2020
Signature) Affix Seal)

NOTARY ACKNOWLEDGMENT

STATE OF COLORADO
ss.

COUNTY OF DENVER
Theforgoinginstrumentwasacknowledgedbeforemethis5thdayofMarch, 2019byKathleenK. Freund, Attorney-in-FactforTheHanoverInsuranceCompany, aNewHampshire corporation, on behalfof thecorporation.

NATHAN MULHAUSER
Notary Public
State of Colorado
Notary ID M20064038639
L)/
f4 a, -
MyCommissionExpires09-22-2022
Notary Public
My Commission Expires:

September 22, 2022

THEHANOVERINSURANCECOMPANY

MASSACHUSETTSBAYINSURANCECOMPANY

CITIZENSINSURANCECOMPANYOFAMERICA

POWERS OF ATTORNEY

CERTIFIED COPY
KNOWALLMENBYTHESEPRESENTS: ThatTHEHANOVERINSURANCECOMPANYandMASSACHUSETTSBAYINSURANCECOMPANY,bothbeingcorporationsorganizedandexistingunderthelawsoftheStateofNewHampshire,andCITIZENSINSURANCECOMPANYOFAMERICA,acorporationorganizedandexistingunderthelawsoftheStateofMichigan,doherebyconstituteandappoint JosephR.Poplawski,KathleenK.Freund,MargaritaHolguinand/orStacyKillebrew ofDenver,COandeachisatrueandlawfulAttorney(s)-in-facttosign,execute,seal,acknowledgeanddeliverfor,andonitsbehalf,andasitsactanddeedanyplacewithintheUnitedStates,or,ifthefollowinglinebefilledin,onlywithintheareathereindesignatedanyandallbonds,recognizances,undertakings,contractsofindemnityorotherwritingsobligatoryinthenaturethereof,asfollows:

Any such obligations in the United States, not to exceed Twenty Million and No/ 100($ 20,000,000) in any single instance andsaidcompaniesherebyratifyandconfirmallandwhatsoeversaidAttorney(s)-in-factmaylawfullydointhepremisesbyvirtueofthesepresents.TheseappointmentsaremadeunderandbyauthorityofthefollowingResolutionpassedbytheBoardofDirectorsofsaidCompanieswhichresolutionsare still in effect:

RESOLVED,ThatthePresidentoranyVicePresident,inconjunctionwithanyVicePresident,beandtheyareherebyauthorizedandempoweredtoappointAttorneys-in-factoftheCompany,initsnameandasitsacts,toexecuteandacknowledgeforandonitsbehalfasSuretyanyandallbonds,recognizances,contractsofindemnity,waiversofcitationandallotherwritingsobligatoryinthenaturethereof,withpowertoattachtheretothesealoftheCompany.AnysuchwritingssoexecutedbysuchAttorneys-in-factshallbeasbindingupontheCompanyasiftheyhadbeendulyexecutedandacknowledgedbytheregularlyelectedofficersoftheCompanyintheirownproperpersons."(AdoptedOctober7, 1981 -TheHanoverInsuranceCompany;AdoptedApril14, 1982-MassachusettsBayInsuranceCompany;AdoptedSeptember7,2001-CitizensInsuranceCompanyofAmerica) INWITNESSWHEREOF, THEHANOVERINSURANCECOMPANY, MASSACHUSETTSBAYINSURANCECOMPANYandCITIZENSINSURANCECOMPANYOFAMERICAhavecausedthesepresentstobesealedwiththeirrespectivecorporateseals,dulyattestedbytwoVicePresidents,this 3rd day of April 2012. s,,,,,,,, u,, µywa, THEHANOVERINSURANCECOMPANY
y. >
MASSACHUSETTSBAYINSURANCECOMPANYy;
4 A, CITIZENS, 4URANCEOMPANYOFAMERICA
i. t , tors
RobertThomas,Vice President

THE COMMONWEALTHCOMMONWEALTHOF MASSACHUSETTS )
COUNTY OF WORCESTER ss. Joe rBensom, V ie'71;'resident Onthis3rddayofApril2012beforemecametheabovenamedVicePresidentsofTheHanoverInsuranceCompany, MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica,tomepersonallyknowntobetheindividualsandofficersdescribedherein,andacknowledgedthatthesealsaffixedtotheprecedinginstrumentarethecorporatesealsofTheHanoverInsuranceCompany,MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica, respectively, andthatthesaidcorporatesealsandtheirsignaturesasofficersweredulyaffixedandsubscribedtosaidinstrumentby the authority and direction of said Corporations. 0"'
BARBARA A. GARLICK
fi1 Notary Publle
u Conaranwea0h of Naandx salts
wad 4
4 canmuion Explria Sept 21, MO T .

Barbara A. Garlick, Notary Public
My Commission Expires September 21, 2018
I,theundersignedVicePresidentofTheHanoverInsuranceCompany,MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica,herebycertifythattheaboveandforegoingisafull,trueandcorrectcopyoftheOriginalPowerofAttorneyissuedbysaidCompanies,anddoherebyfurthercertifythat the said Powers of Attorney are still in force and effect.

ThisCertificatemaybesignedbyfacsimileunderandbyauthorityofthefollowingresolutionoftheBoardofDirectorsofTheHanoverInsuranceCompany,MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica.

RESOLVED,ThatanyandallPowersofAttorneyandCertifiedCopiesofsuchPowersofAttorneyandcertificationinrespectthereto,grantedandexecutedbythePresidentoranyVicePresidentinconjunctionwithanyVicePresidentoftheCompany,shallbebindingontheCompanytothesameextentasifallsignatures therein were manually affixed, even though one or more of any such signatures thereon may be facsimile." ( Adopted October 7, 1981 - The HanoverInsuranceCompany;AdoptedApril14,1982-MassachusettsBayInsuranceCompany;AdoptedSeptember7,2001-CitizensInsuranceCompanyofAmerica) GIVEN under my hand and the seals of said Companies, at Worcester, Massachusetts, this 5` h
day of March 2019.

THEHANOVERINSURANCECOMPANY

MASSACHUSETTSBAYINSURANCECOMPANYCITIZENSINSURANCECOMPANYOFAMERICA 6n&
144- 1
Air;
att—
Margosian, Vice President

EXECUTEDIN TRIPLICATE)
Bond No.: 1074987
Contract No.: Zalci- 25/
Approved: 5/ 51/ c1 ? I/ Z

LABOR AND MATERIAL BOND
Tract Map No. 19935
WHEREAS,theCityCounciloftheCityofChino, StateofCalifornia, hereinafterdesignatedas"CITY"andRICHMOND AMERICAN HOMES,* hereinafter designated as " PRINCIPAL," have entered into an agreement wherebyPrincipalagreestoinstallandcompletecertaindesignatedpublicimprovements, whichsaidagreement, datedFebruary5th.2019, andidentifiedasProjectNo. TractMapNo. 19935, isherebyreferredtoandmadeaparthereof; and of Maryland, Inc.

WHEREAS,underthetermsofsaidagreement,Principalisrequired,beforeenteringupontheperformanceofthework,tofileagoodandsufficientpaymentbondwiththeCityofChinotosecuretheclaimstowhichreferenceismadeinTitle15(commencingwithSection3082)ofPart4ofDivision3oftheCivilCodeoftheStateofCalifornia.

NOW, THEREFORE, saidPrincipalandtheundersigned, ascorporatesurety, areheldandfirmlybounduntotheCityofChino, andallcontractors,subcontractors, laborers,material, men, andotherpersonsemployedintheperformanceoftheaforesaidagreementandreferredtointheaforesaidCodeofCivilProcedureinthesumofThree Hundred Seventy Thousand One Hundred Ten Dollars($ 370,110.00)for materialsfurnishedor laborthereon ofanykind, orforamountsdueundertheUnemploymentInsuranceActwithrespecttosuchworkorlabor, thatsaidsuretywillpaythesameinanamountnotexceedingtheamounthereinabovesetforth, andalsoincasesuit isbroughtuponthisbond,willpay, inadditiontothefaceamountthereof,costsandreasonableexpensesandfees, includingreasonableattorneys'fees, incurredbyCityinsuccessfullyenforcingsuchobligation,tobeawardedandfixedbythecourt, andtobetaxedascostsandtobeincludedinthejudgmentthereinrendered.

Itisherebyexpresslystipulatedandagreedthatthisbondshallinuretothebenefitofanyandallpersons, companies, andcorporationsentitledtofileclaimsunderTitle15 (commencingwithSection3082) of Part4 of Division3oftheCivilCode, soastogivea rightofactiontothemortheirassignsinanysuitbroughtuponthisbond.

Shouldtheconditionof thisbondbefullyperformed, thenthisobligationshallbecomenullandvoid, otherwise it shall be and remain in full force and effect.

Thesuretyherebystipulatesandagreesthatnochange, extensionof time, alteration, or additionto the termsoftheagreementorthespecificationsaccompanyingthesameshallinanywayaffectitsobligationsonthis bond, and it doesherebywaive noticeof any suchchange, extensionof time, alteration, or addition.

INWITNESSWHEREOF, thisinstrumenthasbeendulyexecutedbyPrincipalandSuretyabovenamed, on March 5 , 2019
Richmon American Homes of Mar and Inc. The Hanover Insurance Company

P NCIPAL SURETY
By: By: r
Kathleen K. Freund,Attorney-in-Fact

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

State of California
County of Orange
On March6, 2019, beforeme, RhondaHarper, NotaryPublic, personallyappeared SondraHarris, whoprovedto meonthebasisof satisfactoryevidenceto betheperson(s) whose name(s) is/afe subscribed to the within instrument and acknowledged to me that lie/ 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 Stateof California that the foregoing paragraph is true and correct.
cr.., RHONDA HARPER
Notary Public- California
WITNESS my hand and official seal.
z
r ' j'
I '
i Orange County ZR9 Commission# 2151999
M/r Comm.Extres May 30_2020
Sit•. ture) Affix Seal)

NOTARY ACKNOWLEDGMENT

STATE OF COLORADO
ss.

COUNTY OF DENVER
Theforgoinginstrumentwasacknowledgedbeforemethis5thdayofMarch,2019byKathleenK. Freund, Attorney-in-FactforTheHanoverInsuranceCompany, aNewHampshire corporation,on behalfof thecorporation.

NATHAN MULHAUSER
Notary Public
State of Colorado
Notary
i
N 20
fires 09639My Commission Expires 09- 22 2022
At-eeL
Notary Public
My Commission Expires:

September 22, 2022

THEHANOVERINSURANCECOMPANY

MASSACHUSETTSBAYINSURANCECOMPANY

CITIZENSINSURANCECOMPANYOFAMERICA

POWERS OF ATTORNEY

MASSACHUSETTSBAYINSURANCECOMPANY
SEAL
e, CITIZENS URANCE OMPANYOFAMERICA
1111:11:10
Robert Thomas, Vice President

THE COMMONWEALTH OF MASSACHUSETTS )
s
COUNTY OF WORCESTER ss. Joe renstrom, ic President
Onthis3rddayofApril2012beforemecametheabovenamedVicePresidentsofTheHanoverInsuranceCompany, MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica,tomepersonallyknowntobetheindividualsandofficersdescribedherein,andacknowledgedthatthe sealsaffixedtotheprecedinginstrumentarethecorporatesealsofTheHanoverInsuranceCompany,MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica, respectively, andthatthesaidcorporatesealsandtheirsignaturesasofficersweredulyaffixedandsubscribedtosaidinstrument by the authority and direction of said Corporations.

Cj
BARBARA A. GARUCK
Nry
Publiccommonweahhof Massadrmalts Imo/,,./?
MyCorninuon Ezp i s Sept. 21, 2018 a.,
Barbara A. Garlick, Notary Public
My Commission Expires September 21, 2018
I,theundersignedVicePresidentofTheHanoverInsuranceCompany,MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica,herebycertifythattheaboveandforegoingisafull,trueandcorrectcopyoftheOriginalPowerofAttorneyissuedbysaidCompanies,anddoherebyfurthercertifythat the said Powers of Attorney are still in force and effect.

ThisCertificatemaybesignedbyfacsimileunderandbyauthorityofthefollowingresolutionoftheBoardofDirectorsofTheHanoverInsuranceCompany,MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica.

RESOLVED,ThatanyandallPowersofAttorneyandCertifiedCopiesofsuchPowersofAttorneyandcertificationinrespectthereto,grantedandexecutedbythePresidentoranyVicePresidentinconjunctionwithanyVicePresidentoftheCompany,shallbebindingontheCompanytothesameextentasifall signatures therein were manually affixed, even though one or more of any such signatures thereon may be facsimile." ( Adopted October 7, 1981 - The HanoverInsuranceCompany;AdoptedApril14,1982-MassachusettsBayInsuranceCompany;AdoptedSeptember7,2001-CitizensInsuranceCompanyofAmerica) GIVEN under my hand and the seals of said Companies, at Worcester, Massachusetts, this 5th day of March 2019.

THE HANOVER INSURANCE COMPANY

MASSACHUSETTSBAY INSURANCECOMPANY

CITIZENSINSURANCECOMPANYOF AMERICA
6n AtAr
I
Margosian, Vice President

EXECUTEDIN TRIPLICATE)
Bond No.: 1074987
Contract No.: toiq- Q- S I
Approved: 3/ 51 z

WARRANTY BOND
Tract Map No, 19935
WHEREAS, theCityCounciloftheCityofChino, StateofCalifornia, hereinafterdesignatedasCITY" and RICHMOND AMERICAN HOMES, hereinafter designated as " PRINCIPAL," have entered intoanagreementwherebyPrincipalhasagreedtowarrantandguaranteetheinstallation, completion,andmaintenanceofcertaindesignatedpublicimprovements, whichsaidagreement, datedFebruary5th,2019, andidentifiedasProjectNo. TractMapNo. 19935, isherebyreferredtoandmadeaparthereof;and of Maryland, Inc.

WHEREAS, saidPrincipalisrequiredunderthetermsofsaidagreementtofurnishabondforthewarranty of said improvements.

NOW, THEREFORE, we, the Principal, and The Hanover Insurance Company , as surety, are heldandfirmlybounduntotheCityofChinointhepenalsumofSeventy-FourThousandTwenty-TwoDollars ($ 74,022.00) lawfulmoneyoftheUnitedStates, forthepaymentofwhichsumwellandtrulytobemade, webindourselves, ourheirs, successors, executors, andadministrators,jointlyandseverally,firmly by these presents.

TheconditionofthisobligationissuchthatiftheaboveboundPrincipal, hisoritsheirs, executors, administrators, successors, orassigns, shallinallthingsstandtoandabideby, andwellandtrulykeepandperformthecovenants,conditions,andprovisionsinsaidagreementandanyalterationthereofmade asthereinprovided, onhisortheirpart, tobekeptandperformedthereofmadeasthereinprovided, on hisoritspart,tobekeptandperformedatthetimeandinthemannerthereinspecified,andinallrespects accordingtotheirtrueintentandmeaning, andshallindemnifyandsaveharmlessCity, itsofficers, agents, andemployees, asthereinstipulated, thenthisobligationshallbecomenullandvoid; otherwise it shall be and remain in full force and effect.

Asa partoftheobligationsecuredhereby, andinadditionto thefaceamountspecifiedtherefor, thereshallbeincludedcostsandreasonableexpensesandfeesincludingreasonableattorneys' fees, incurredbytheCityinsuccessfullyenforcingsuchobligation, alltobetaxedascostsandincludedinany judgment rendered.

Thesuretyherebystipulatesand agreesthat nochange, extensionof time, alteration, or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanyingthesameshallin anywayaffectitsobligationsonthis bond, andit doesherebywaive noticeof any suchchange, extensionof time, alteration, or additionto the terms of the agreementor to the work or to the specifications.

INWITNESSWHEREOF, thisinstrumenthasbeendulyexecutedbyPrincipalandSuretyabove named, on March 5 , 2019
Richmo Americ Homes of land. Inc. The HanoverInsuranceCompanyCIPA SURETY By: By:

Kathleen K. Freund,Attorney-in-Fact

SIGNATURE( S) MUST BE NOTARIZED
Document No. 19808( PWFORMS\ BONDS- Warrantylrev. 04/ 2017) Page 1 of 1

CALIFORNIAALL-PURPOSEACKNOWLEDGMENT
A notarypublicorotherofficercompletingthis
certificate verifies only the identity of the individual who signedthedocumentto which this certificateis attached,
andnotthetruthfulness, accuracy, orvalidityofthat
document.

State of California
County of Orange
On
March6, 2019, beforeme, RhondaHarper, NotaryPublic, personallyappeared SondraHarris, whoprovedtomeonthebasisofsatisfactoryevidencetobetheperson(s) whosename(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 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 Stateof California that the foregoing paragraph is true and correct.

RHONDA HARPER
1111 y Public - California
F
Notar
WITNESS my hand and official seal. i€ ::;-, a OrangeCounty C'° 1w9 Commission # 2151999 1.

My Comm. Expires Ma 30_2020
Signature) Affix Seal)

NOTARY ACKNOWLEDGMENT

STATE OF COLORADO
ss.

COUNTY OF DENVER
Theforgoinginstrumentwasacknowledgedbeforemethis5thdayofMarch, 2019byKathleenK. Freund,Attorney-in-FactforTheHanoverInsuranceCompany, aNewHampshire corporation, onbehalfof thecorporation.

NATHAN MULHAUSER
Notary Public
State of Colorado
Notary ID# 20064038639
e----d —My Commission Expires 09 22 2022
4Y4W1. _
Notary Public
My Commission Expires:

September 22, 2022

THE HANOVER INSURANCE COMPANY

MASSACHUSETTSBAYINSURANCECOMPANY

CITIZENSINSURANCECOMPANYOFAMERICA

POWERS OF ATTORNEY

CERTIFIED COPY
KNOWALLMENBYTHESEPRESENTS: ThatTHEHANOVERINSURANCECOMPANYandMASSACHUSETTSBAYINSURANCECOMPANY,bothbeingcorporationsorganizedandexistingunderthelawsoftheStateofNewHampshire,andCITIZENSINSURANCECOMPANYOFAMERICA,acorporationorganizedandexistingunderthelawsoftheStateofMichigan,doherebyconstituteandappoint JosephR.Poplawski,KathleenK.Freund,MargaritaHolguinand/orStacyKillebrew ofDenver,COandeachisatrueandlawfulAttorney(s)-in-facttosign,execute,seal,acknowledgeanddeliverfor,andonitsbehalf,andasitsactanddeedanyplacewithintheUnitedStates,or,ifthefollowinglinebefilledin,onlywithintheareathereindesignatedanyandallbonds,recognizances,undertakings,contractsof indemnityor otherwritingsobligatoryinthenaturethereof,asfollows:

RESOLVED,ThatthePresidentoranyVicePresident,inconjunctionwithanyVicePresident,beandtheyareherebyauthorizedandempoweredtoappointAttorneys-in-factoftheCompany,initsnameandasitsacts,toexecuteandacknowledgeforandonitsbehalfasSuretyanyandallbonds,recognizances, contractsofindemnity,waiversofcitationandallotherwritingsobligatoryinthenaturethereof,withpowertoattachtheretothesealoftheCompany.AnysuchwritingssoexecutedbysuchAttorneys-in-factshallbeasbindingupontheCompanyasiftheyhadbeendulyexecutedandacknowledgedbytheregularlyelectedofficersoftheCompanyintheirownproperpersons."(AdoptedOctober7, 1981 -TheHanoverInsuranceCompany;AdoptedApril14, 1982-MassachusettsBayInsuranceCompany;AdoptedSeptember7,2001-CitizensInsuranceCompanyofAmerica) INWITNESSWHEREOF, THEHANOVERINSURANCECOMPANY, MASSACHUSETTSBAYINSURANCECOMPANYandCITIZENSINSURANCECOMPANYOFAMERICAhavecausedthesepresentstobesealedwiththeirrespectivecorporateseals,dulyattestedbytwoVicePresidents,this 3rd day of April 2012. 8 ,
THEHANOVERINSURANCECOMPANYW w,„„
i
t rnryk MASSACHUSETTSBAYINSURANCECOMPANY
14zrSEAL
ja CITIZENS URANCE OMPANYOF AMERICA
1971
0,.._,_,_,t.:„.
e
Robert Thomas,Vice President

THE COMMONWEALTH OF MASSACHUSETTS )
8COUNTY OF WORCESTER ss. Joe renstrom, is President
Onthis3rddayofApril2012beforemecametheabovenamedVicePresidentsofTheHanoverInsuranceCompany, MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica,tomepersonallyknowntobetheindividualsandofficersdescribedherein,andacknowledgedthatthe sealsaffixedtotheprecedinginstrumentarethecorporatesealsofTheHanoverInsuranceCompany,MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica, respectively, andthatthesaidcorporatesealsandtheirsignaturesasofficersweredulyaffixedandsubscribedtosaidinstrument by the authority and direction of said Corporations. 0 BARBARA A. GARUCK
FI Notary Public
t1ccri. weaMh of Massachusetts 7a
JjMyGomnmui0n Expri3 Sept. 21, 2018 f C. LSE./{ dam
Barbara A. Garlick, Notary Public
My Commission Expires September 21, 2018
I,theundersignedVicePresidentofTheHanoverInsuranceCompany,MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica,herebycertifythattheaboveandforegoingisafull,trueandcorrectcopyoftheOriginalPowerofAttorneyissuedbysaidCompanies,anddoherebyfurthercertify that the said Powers of Attorney are still in force and effect.

ThisCertificatemaybesignedbyfacsimileunderandbyauthorityofthefollowingresolutionoftheBoardofDirectorsofTheHanoverInsuranceCompany,MassachusettsBayInsuranceCompanyandCitizensInsuranceCompanyofAmerica.

THE HANOVER INSURANCE COMPANY

MASSACHUSETTSBAY INSURANCECOMPANY

CITIZENSINSURANCECOMPANYOF AMERICA
6nMargosian,Vice President

9. 12

MEMORANDUM

CITY OF CHINO

DEVELOPMENT SERVICES DEPARTMENT
COUNCIL MEETING DATE: MARCH 5, 2019
TO: MATTHEW C. BALLANTYNE, CITY MANAGER
FROM: NICHOLASS. LIGUORI, AICP, DEVELOPMENTSERVICESDIRECTOR SUBJECT: FINAL TRACT MAP NO. 19935.

RECOMMENDATION
1) ApproveTractMapNo. 19935includingacceptingdedicationofrightofwayforinterior streets; 2) approve the SubdivisionImprovementAgreementand securities; and 3) authorize theCityManagerto executethe necessarydocumentsonbehalfofthe City.

FISCAL IMPACT
There is no direct fiscal impactto the City.

Revenue: Expenditure:

Transfer In: Transfer Out:

CONSENT CALENDAR Packet Pg., 159

9. 12
COUNCIL MEETING DATE: MARCH 5, 2019
SUBJECT: FINAL TRACT MAP NO. 19935
PAGE 2

BACKGROUND
Tract Map No. 19935, as presented by RichmondAmerican Homes, consists of 73 residential lots on approximately 10.3 acres located near the northwest corner of Bickmore and Hellman Avenues ( Exhibit A). Tentative Tract Map No. 19935, processed by Lewis Communities, was conditionallyapprovedbytheCityof ChinoPlanningCommissionon June30, 2015, as a partof the Harvest at The Preserve development.

ISSUES/ ANALYSIS
Duringthe publictestimonyat the December3, 2018PlanningCommissionmeetingfor Site Approval PL18-0075, which is an applicationfor the development of homes within the tract, a discrepancywas discoveredon the map regardingthe Map's privatestreets and sidewalk widths. Additionally, it was pointed out that the City's current Subdivision Ordinance, adopted in 2010, does not allow private streets in single-family home developments. The Preserve DevelopmentAgreement, adoptedin 2004, allowsmapsprocessedby LewisCommunitiesto conform to the subdivision ordinance that was in effect at the time of the Agreement, which had no suchprohibitionon privatestreets. Dueto the potentialissuesthatarisefrom privatestreets andinfrastructureduringtheconstruction/acceptanceprocess, aswellas potentialmaintenance issuesinthelongterm, thePlanningCommissionconditionedtheprojectsto converttheprivate streets to public.

Staff collaborated with the City Attorney, Richmond American, and Lewis Communities to resolvethe discrepanciesof convertingthe privatestreetsto public, wideningthe sidewalks fromfourfeetto fivefeet in width, andaddressingthe infrastructurethat has beenconstructed.

Followingdiscussion, the PlanningCommissionunanimouslyapprovedthesemajorrevisionsto the Site Approval.

TheCityEngineerdeterminedthattheinternalroadsneededto bepublicright-of-wayandthat the sidewalkneededto be fivefeet in widthto bein conformancewiththe MunicipalCodeand CityStandards, respectively. Therevisedmapshavebeenreviewedandit is readyforCouncil's consideration. It shouldbe notedthatapprovalofthischangewouldalso requirean adjustment to the SubdivisionImprovementAgreementsand amountof the necessarysecuritiesto guarantee the construction of public improvements as the roads, sidewalk and water improvementsarepublic. TheCityAttorneywillreviewandapprovethesecuritiesto beposted.

Attachments: Subdivision Improvement Agreement( Water Improvements) SubdivisionImprovementAgreement (Street Improvements)
Exhibit A- Tract Map No. 19935
CONSENT CALENDAR Packet Pg: 1 .,

Chino City CouncilJuly 16, 2024

Chino City Council
July 16, 2024