CITY OF FULLERTON
COMMUNITY FACILITIES DISTRICT NO. 3
(THE PINES AT SUNRISE VILLAGE)
ASSIGNMENT AND ASSUMPTION AGREEMENT
This Assignment and Assumption Agreement (this "Assignment") is entered into by and among Sunrise Village Owner, LLC, a Delaware limited liability company ("Assignor") and Lennar Homes of California, LLC, a California limited liability company ("Assignee") with respect to the Improvement and Reimbursement Agreement dated as of August 1, 2023 (the "Improvement Agreement"), by and between the City of Fullerton ("City") for itself and on behalf of the City of Fullerton Community Facilities District No. 3 (The Pines at Sunrise Village) (the "CFD), and Assignor.
1. Assignee is acquiring initially from Assignor the portion of the property within the CFD described as Lot A of Lot Line Adjustment No. 219 recorded in the Official Records of Orange County on September 14_, 2023, as Instrument No.202300022400le ("LLA 219"'), but intends only to develop the residential portion of such property, which residential property shall consist of future Lots 1 and 2 of the final tract map for approved Tentative Tract No. 19148 (the "Residential Property"). Assignee shall transfer fee ownership of future Lots 3, 4 and 5 of Tentative Tract No. 19148 (the "Non-Residential Property") within the CFD back to Assignor upon the recordation of Final Tract No. 19148.
2. Subject to and upon Assignee's acquisition of the Residential Property in the CFD, Assignor hereby grants, sells, transfers, conveys, assigns, and delegates to Assignee, all of Assignor's rights, title, interest, benefits, privileges, duties, and obligations arising under or from the Improvement Agreement with respect to the Residential Property (the "Assignment").
Assignor shall retain only the right with respect to the Non-Residential Property pursuant to Section 12 of the Improvement Agreement to request of the City, upon the recordation of the final tract map creating Lots 3, 4 and 5 of Tract No. 19148, that a notice of cancellation and extinguishment of the lien of the special taxes of the CFD be recorded with respect to such lots.
3. Subject to and upon Assignee's acquisition of the Residential Property, Assignee hereby accepts the foregoing Assignment and unconditionally assumes and agrees to perform all associated duties and obligations of Assignor arising under the Improvement Agreement from and after Assignee's acquisition of the Residential Property. As of the date of Assignee's acquisition of the Residential Property, Assignor is hereby released from all such duties and obligations.
4. For purposes of Section 18 of the Improvement Agreement, from and after Assignee's acquisition of the Residential Property, any notice, payment, or instrument required or permitted by the Improvement Agreement to be given or delivered to "Developer" shall be given or delivered to the following address:
Developer: Lennar Homes of California, LLC
2000 FivePoint, 3rd Floor
Irvine, CA 92618
Attention: JR Jones
Email: [email protected]
This Assignment may be the subject of additional agreements between Assignor and Assignee. Notwithstanding any term, condition, or provision of such additional agreements, the rights of the City, arising under or from the Improvement Agreement and this Assignment shall not be affected, diminished, or defeated in any way except upon the express written agreement of the City.
6. Assignor and Assignee execute this Assignment pursuant to Section 20 of the Improvement Agreement.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the parties have executed this Assignment on September _ 2023.
ASSIGNOR
SUNRISE VILLAGE OWNER, LLC,
a Delaware limited liability company
By: Sunrise Village Investments, LLC,
a Delaware limited liability company,
Sole Member
By: SOF-Sunrise Village, LLC,
a Delaware limited liability company,
Administrative Member
By: SRI Managing Member 2, LLC
a Delaware limited liability
company, Manager
By: _
Brian G. Rupp
Executive Vice President
Real Estate
ASSIGNEE:
LENNAR HOMES OF CALIFORNIA, LLC,
a California limited liability company
By:_ seines
Name:
Title:
The City, on behalf of itself and the CFD, hereby
consents to this Assignment.
CITY OF FULLERTON, for itself and on behalf of
CITY OF FULLERTON COMMUNITY FACILITIES
DISTRICT NO. 3 (THE PINES AT SUNRISE VILLAGE)
By:
Name:
Title:
ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA
COUNTY OF ORANGE
On September 1L 2023, before me, Jessica Lare
→ Notary Public,
personally appeared Brian G. Rupp
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
JESSICA CARO
Commission # 2428791
Notary Public - California
ORANGE County
My Comm. Expires DEC 2, 2026
some Jessica Caro _ (Seal)
ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA
COUNTY OF ORANGE
On September (S, 2023, before me, TenEsA M. WILKINSON , Notary Public,
JR JONES
who proved to me on the basis of satistactory evidence to be the person(s) whose name‹s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Trua h. Wlkinm TERESA M. WILKINSON
Signature (Seal) COMM. #2394778
Notary Public • California
Orange County
My Comm. Expires Feb. 23, 2026