Agenda packet, first session — Los Gatos City Council, June 20, 2023 (part 2 of 6)

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by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Consultant agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Consultant shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Consultant or is based on allegations of Consultant' s negligent performance or wrongdoing.

2. 11 Conflict of Interest. Consultant understands that its professional responsibilities are solely to the Town. The Consultant has and shall not obtain any holding or interest within the Town of Los Gatos. Consultant has no business holdings or agreements with any individual member of the Staff or management of the Town or its representatives nor shall it enter into any such holdings or agreements. In addition, Consultant warrants that it does not presently and shall not acquire any direct or indirect interest adverse to those of the Town in the subject of this Agreement, and it shall immediately disassociate itself from such an interest, should it discover it has done so and shall, at the Town' s sole discretion, divest itself of such interest. Consultant shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person, Consultant discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant shall promptly notify Town of this employment relationship, and shall, at the Town' s sole discretion, sever any such employment relationship.

2. 12 Equal Employment Cr000rtunity. Consultant warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. Neither Consultant nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act.

III. INSURANCE AND INDEMNIFICATION

3. 1 Minimum Scope of Insurance:
i. Consultant agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/ her and his/ her firm to an amount not less than: one million dollars ($ 1, 000, 000) combined single limit per occurrence for bodily injury, personal injury and property damage. ii. Consultant agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/ her and his/ her staff to an amount not less than one million dollars ($ 1, 000, 000) combined single limit per accident for bodily injury and property damage.

Agreement for Consultant Services — Whitlock & Weinberger Transportation ( W- Trans) Los Gatos Smart Signal Project

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iii. Consultant shall provide to the Town all certificates of insurance, with original endorsements effecting coverage. Consultant agrees that all certificates and endorsements are to be received and approved by the Town before work commences.
iv. Consultant agrees to have and maintain, for the duration of the contract, professional liability insurance in amounts not less than $ 1, 000, 000 which is sufficient to insure Consultant for professional errors or omissions in the performance ofthe particular scope of work under this agreement.

General Liability:
i. The Town, its officers, officials, employees and volunteers are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of Consultant, premises owned or used by the Consultant. This requirement does not apply to the professional liability insurance required for professional errors and omissions.
ii. The Consultant' s insurance coverage shall be primary insurance as respects the Town, its officers, officials, employees and volunteers. Any insurance or self - insurances maintained by the Town, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it.
iii. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town, its officers, officials, employees or volunteers.
iv. The Consultant' s insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer' s liability.

3. 2 All Coverages. Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty ( 30) days' prior written notice by certified mail, return receipt requested, has been given to the Town. Current certification of such insurance shall be kept on file at all times during the term of this agreement with the Town Clerk.

3. 3 Workers' Compensation. In addition to these policies, Consultant shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the Town before beginning services under this Agreement. Further, Consultant shall ensure that all subcontractors employed by Consultant provide the required Workers' Compensation insurance for their respective employees.

3. 4
Indemnification. The Consultant shall save, keep, hold harmless and indemnify and defend the Town its officers, agent, employees and volunteers from all damages, liabilities, Agreement for Consultant Services — Whitlock & Weinberger Transportation ( W- Trans) Los Gatos Smart Signal Project

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penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which may be occasioned by a willful or negligent act or omissions of the Consultant, or any of the Consultant' s officers, employees, or agents or any subconsultant.

IV. GENERAL TERMS

4. 1 Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement.

4. 2 Governing Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of Santa Clara.

4. 3 Termination of Agreement. The Town and the Consultant shall have the right to terminate this agreement with or without cause by giving not less than fifteen days ( 15) written notice of termination. In the event of termination, the Consultant shall deliver to the Town all plans, files, documents, reports, performed to date by the Consultant. In the event of such termination, Town shall pay Consultant an amount that bears the same ratio to the maximum contract price as the work delivered to the Town bears to completed services contemplated under this Agreement, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination.

4. 4 Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Town and the Consultant.

4. 5 Disputes. In any dispute over any aspect of this Agreement, the prevailing party shall be entitled to reasonable attorney' s fees, including costs of appeal.

4. 6 Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to:

Town of Los Gatos Whitlock & Weinberger Transportation, Inc.

Attn: Town Clerk ( W -Trans)
110 E. Main Street 505 17th Street, tad Floor
Los Gatos, CA 95030 Oakland, CA 94612
or personally delivered to Consultant to such address or such other address as Consultant designates in writing to Town.

4. 7 Order of Precedence. In the event of any conflict, contradiction, or ambiguity between the terms and conditions of this Agreement in respect of the Products or Services and any Agreement for Consultant Services— Whitlock & Weinberger Transportation (W- Trans) Los Gatos Smart Signal Project

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attachments to this Agreement, then the terms and conditions of this Agreement shall prevail over attachments or other writings.

4. 8 Entire Agreement. This Agreement, including all Exhibits, constitutes the complete and exclusive statement of the Agreement between the Town and Consultant. No terms, conditions, understandings or agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party.

IN WITNESS WHEREOF, the Town and Consultant have executed this Agreement.

Town of Los Gatos by: Consultant, by:

Laurel Prevettr ' Town Manager Mark E Spencer
I o I nd by
0 L _ Print
fAatt Mort6y, Dfrector of arks nd Pu tc ` • itle
Works
Approved as to Form:

Robert Schultz_ ' o n Attorney
Agreement for Consultant Services - Whitlock & Weinberger Transportation ( W- Trans) Los Gatos Smart Signal Prqject

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Proposal for On - Call Services to serve as Project Manager for the Los Gatos Smart Signals project
Dear Ms. Smith;
W - Trans is pleased to present this proposal for project management services for the system evaluation and engineering phases of the controller upgradeand system purchase projects. Following are the assumptions relied upon in preparing our scope of services and fee proposal.

Project 0 ( PO) replaces controller assemblies and upgrades detection Town - wide. The software in the new controllers might differ from current Town preferences as the adaptive project may need a different solution.

Project 1 ( P1) involves adding adaptive and system performance measures ( SPMs) to the controller capabilities.

Project 2 ( bicycle app) is not to be addressed by the current scope but the " cloud computing' requirements must be understood and addressed.

The focus of the current effort is to coordinate with MTCs System Evaluation and to assist with hiring a consultant to prepare contract documents.

Assistance during the installation and implementation phases, and with all aspects of Project 2, are not addressed in this proposal.

The schedule for this effort is listed in the IDEA grant application as 6 months for design and environmental clearance. Bid, award, and construction / installation activities are to be covered in a supplemental procurement.

Steve Fitzsimons, PE, TE, is our proposed key staff. He has recently completed a similar project for Rohnert Park and gained valuable, relevant insights.

Scope of Services

1. Develop schedule. Starting with the grant schedule requirements and Town expectations, W - Trans will develop a detailed schedule for the PO and Pi efforts, and we will maintain and update the schedule throughout the project as needed.

2. Meetings and progress reports. W - Trans will schedule weekly calls with Town staff and other involved parties, focused on deliverables and due dates. We will provide monthly progress reports. We will attend up to six meetings with the MTC system engineering consultant, and up to two meetings with MTC staff. Following each meeting we will prepare meeting minutes.

3. Visionary Meeting. We will schedule and lead a visioning meeting with Town staff for PO and Pt to include a thorough description of existing conditions on Los Gatos streets and desired performance once the PO and P1 projects are complete. The product of the Visioning meeting will be turned into a performance specification for the adaptive system and a list of ASPMS to be configured for the Town' s use by the system vendor.

4. System evaluation. W - Trans will review the Request for Proposal prepared by the MTC system engineering consultant and the Draft, Pre - Final, and Final levels of completion. We will coordinate with Town staff on 1276 Lincoln Avenue, Suite 204. San Jose, CA 95125 650 - 314 - 8313 w- trans. com SANTA ROSA• OAKLAND• SAN JOSE

EXHIBIT A
April 6, 2018 W -Trans
Ms. Ying Smith
Town of Los Gatos
41 Miles Avenue
Los Gatos, CA 95030
Proposal for On - Call Services to serve as Project Manager for the Los Gatos Smart Signals project
Dear Ms. Smith;
W - Trans is pleased to present this proposal for project management services for the system evaluation and engineering phases of the controller upgradeand system purchase projects. Following are the assumptions relied upon in preparing our scope of services and fee proposal.

Project 1 ( P1) involves adding adaptive and system performance measures ( SPMs) to the controller capabilities.

Project 2 ( bicycle app) is not to be addressed by the current scope but the " cloud computing' requirements must be understood and addressed.

The focus of the current effort is to coordinate with MTCs System Evaluation and to assist with hiring a consultant to prepare contract documents.

Assistance during the installation and implementation phases, and with all aspects of Project 2, are not addressed in this proposal.

Steve Fitzsimons, PE, TE, is our proposed key staff. He has recently completed a similar project for Rohnert Park and gained valuable, relevant insights.

Scope of Services

EXHIBIT A
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Ms. Ying Smith Page 2 April 6, 2018
general conditions and dates, and check to see if performance specification from task 3 is incorporated. We will participate in system vendor interviews and selection, including reference checking. This proposal assumes no more than three vendors will be shortlisted and interviewed.

5. Design Drawing. We will prepare a request for proposal for design consultants. We will review design drawings and specifications at the 30 %, 50 %, 80 %, 100% and Bid Set levels of completion, and provide comments on marked -up paper plots and in an Excel comment matrix. Coordination with Town engineering and inspection staff is assumed in this task.

6. On -Call Services. W -Trans will provide additional services that are not already described in Tasks 1 - 5 on an on -call basis. All on -call work will be documented via an email describing the scope, fee, and schedule before starting work. On -Call service may include, but are not limited to, the following:

Vendor interviews and negotiation meetings
Reference checks
Support with grant coordination
Acceptance testing
Responding to vendor questions
Exclusions: The scope of services does not include items that are not specifically identified above. Any additional services needed would be provided on a time and materials basis after receiving written authorization.

Schedule and Budget
The schedule for services in Tasks 1 - 5 will match the expected six -month schedule stated in the IDEA grant application. On -call services are expected to occur over the following 12 months. A detailed schedule will be prepared and updated by W -Trans throughout the project.

Our services will be conducted on a time and materials basis at the rates indicated on the enclosed sheet. Monthly invoices will be provided electronically unless a hard copy via mail is requested. The estimated maximum fee for Tasks 1 - 5 $ 37,650 and the Task 6 budget is $ 12,350, resulting in a total budget of $50,000.

Steve Fitzsimons will be your primary contact for these service. Please contact him at 650- 3148313 or sfitzsimons() w- trans. com if you have any questions about this proposal.

Please issue a Purchase Order if you wish to initiate services. This proposal will remain a firm offer for 90 days from the date of this letter. Thank you for giving us the opportunity to propose on these services.

Sincerely,
Mark E. Spencer, PEI
Principal
MES / surf / LGA006. P1
Enclosures: 2018 Fee Schedule
Project Fee Estimate
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1. Prepare and Update Schedule

2. Meetings and Progress Reports

3. Visioning Meeting

4. System Evaluation

5. Design drawings

6. On-Call Services
10 8 0 0 18
57 42 0 106 99
8 9 2 38 19
20 14 0 26 34
33 18 9 s0 60
44 29 0 65 73

1. Prepare and Update Schedule 2, 100 840 o 0 2, 940

2. Meetings and Progress Reports 11, 970 4, 410 0 106 16,486

3. Visioning Meeting 1, 680 945 190 38 2, 853

4. System Evaluation 4,200 1, 470 0 26 5,696

5. Design drawings 6,930 1, 890 855 0 9,675

6. On- Call Services S9, 240 3, 045 0 65 12, 350
These rates are valid for work initiated prior to December 31, 2018. Work completed after January 1, 2019, and any subsequent year may be billed at the revised rates established for that year. Mileage charges will be based on the IRS Standard Mileage Rate (set at $0. 545 effective January 1, 2018; subject to change) plus 10 percent.

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W', 4rans
Fee Schedule
2018 Staff Billing Rates
Position Billing Rate (per hour)
Principal 205- $ 290
Associate Principal 185- $ 205
Senior Engineer / Planner 175-$ 200
Engineer / Planner 150-$ 175
Associate Engineer /Planner 130 -$ 150
Assistant Engineer / Planner 100 -$ 130
Technician / Administrative 85 -$ 100
Intern 30 -$ 80
Field Technician 20- $ 40
2018 Expense Charges
Item Charge
Mileage $ 0.60 /mile*
Services and Expenses 10% surcharge
These rates are valid for work initiated prior to December 31, 2018. Work initiated after January 1, 2019, and any subsequent year may be billed at the revised rates established for that year.

Mileage charge will be based on the IRS Standard Mileage Rate set at $0. 545 effective January 1, 2018; subject to change) plus 10 percent.
490 Mendocino Avenue, Suite 201 SANTA ROSA CA 95401 707.542.9500 50517 Ih Street 2nd Floor OAKLAND, CA 94612 510.444.2600 1276 Lincoln Avenue, Suite 204 SAN JOSE, CA 95125 650.314. 8313 w- trans. com
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TK- M
Ms. Ying Smith
Town of Los Gatos
Parks and Public Works Department
41 Miles Avenue
Los Gatos, CA 95030
RE: Project Management Services for Town' s Smart Signals Project Thank you for the opportunity for TJKM to provide project management services to the Town for the Smart Signals Project, which includes Project 0, 1, and 2. TJKM assisted the Town with preparation of MTC' s IDEA grant application and was successful in the Town being awarded the federal funds for Project 1 and 2.

Based on our meeting on March 14, 2018, the Town would like the Consultant to assist in project management of the System Evaluation and Engineering ( PS & E) phases of Project 0 and Project 1. Scope and responsibilities for the future phases, including PO and P1 installation & implementation and P2, will be determined on a future date.

TJKM will assist the Town in the following tasks outlined by the Town in their email dated March 16, 2018:

The Project Manager (PM) shall function on behalf of Town staff and assume full project management role and responsibility, ensuring project success from selection / evaluation of system and equipment, through RFP for design and overseeing the preparation of the bid contract documents. The PM would also assist with final implementation of a functioning system, within the project schedule. The scope and fee for providing project management services during bid and construction support will be a separate contract.

The PM shall be responsible for communications with all parties: Town staff, MTC staff and consultants, Caltrans, and consultants and vendors hired by the Town.

The PM shall submit written updates to designated Town staff on a regular basis and as requested by Town staff. For example, updates upon each meeting with MTC, design consultants, and vendors.

The PM shall participate with the Town' s Traffic Engineer in system evaluation as performed by MTC' s consultant to ensure appropriate selection of system for the Town of Los Gatos.

Based on the system evaluation completed by MTC' s consultant, the PM shall prepare an RFP for a design consultant to prepare PS & E of Project 0 and 1. The Town' s City Traffic Engineer will issue the RFP and the PM will be available to assist with questions that arise during the advertising phase.

The PM shall review PS & E and provide comments to design consultants through redline markups scanned and emailed back to the design consultant.

TJKM estimates the duration of the system evaluation and PS & E phases to be at least 24 months.

PLEASANTON SAN JOSE SANTA ROSA SACRAMENTO FRESNO
Corporate Office: 4305 Hacienda Drive, Suite 550, Pleasanton, CA 94588 Phone: 925. 463.0611 www. TJKM. com DBE # 40772 SBE # 38780
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TJ KM Ms. Ying Smith
March 19, 2018

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The Town' s Traffic Engineer is anticipated to be involved in the system evaluation phase meetings with MTC, review of the system engineering documentation, selection of the central signal system, review of the design RFP prepared by TJKM, and meetings with the Town' s selected design consultant. TJKM will coordinate with the Town' s Traffic Engineer during these instances and provide updates to the Town on other meetings attended without the Town' s Traffic Engineer.

Based on the workscope above, TJKM anticipates a minimum of 10 hours a week of time for the PM or other staff assisting for at least an 18 month timeframe. Based on our experience, we estimate 6 months for the System Engineering Project 0 and 1 phase and 12 months for the PS & E phase. The PM and other staff assisting would invoice the Town on a time and materials basis using the latest rate schedule attached. TJKM will invoice monthly to the Town and inform the Town' s Traffic Engineer once the budget is close to 90% expended.

The estimated fee for the workscope is $ 200 /hr x 10 hrs / week x 78 weeks = $ 156, 000 plus direct expenses ( estimated at $ 10, 000) = $ 166, 000 total.

If the estimated duration is expected to be longer than 18 months, TJKM will revise the proposal accordingly and resubmit to the City for approval.

Please feel free to call me at 925- 264 -5003 or email at al2atelCcDtjkm. com for any questions regarding this proposal.

Sincerely,
A 14
Atul Patel, T. E.

Director of Design & ITS
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TAM
Rate Schedule

VISION THAT MOVES YOUR COMMUNITY
Principal................... ...............................

Director.................... ...............................

Senior Project Manager ..........................

Project Manager ...... ...............................

Senior Transportation Engineer ..............

Transportation Engineer .........................

Assistant Transportation Engineer .........

Transportation Planner ...........................

Assistant Transportation Planner ...........

Graphics Designer .... ...............................

Designer................... ...............................

Technical Staff II ....... ...............................

Administrative Staff . ...............................

Production Staff ....... ...............................

Reimbursable Expenses
250 /hour
230 / hour
210 /hour
180 / hour
165 / hour
145 /hour
125 / hour
120 / hour
115 / hour
110 / hour
100 / hour
90 / hour
80 /hour
55 /hour
Plotting( per sheet) ..................................................................... ............................... $ 18.00 Travel Cost ( per mile, subject to change; based on IRS standard mileage rates) .......... 545 All outside services are billed at cost plus a ten percent marginfor handling.

Expert Witness charges available upon request.

Invoices are due and payable within 30 days. Invoices paid after 30 days will be subject to separate billings of one and one half percent per month of unpaid balance. Late charges are not included in any agreement for maximum charges.

Rates Effective January 1, 2018
Rates Subject to Change

PLEASANTON SAN JOSE SANTA ROSA SACRAMENTO FRESNO
Corporate Office: 4305 Hacienda Drive, Suite 550, Pleasanton., CA 94588 Phone: 925. 463. 0611 Fax: 925. 463. 3690 www. TJKM. com DBE # 40772 SBE # 38780
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First Amendment to Agreement for Consultant Services
W‐Trans for Signal Traffic Signal Modernization Project Management 1 of 2

FIRST AMENDMENT TO AGREEMENT FOR CONSULTANT SERVICES
This AMENDMENT TO AGREEMENT is dated for identification this 19th day of August 2020 and amends that certain Agreement for Consultant Services dated April 18, 2018, made by and between the Town of Los Gatos, ("Town,") and Whitlock & Weinberger Transportation, Inc. (W‐ Trans), ( "Consultant"), whose address is 505 17th Street, 2nd Floor, Oakland, CA94612.

RECITALS
A. Town and Consultant entered into an Agreement for Consultant Services Agreement on April 18, 2018, (“Agreement”), a copy of which is attached hereto and incorporated by reference as Attachment 1 to this Amendment.

B. The Town desires to engage Consultant to provide project management services for the Signal Traffic Signal Modernization (a.k.a. Los Gatos Smart Signals project) based on time and materials (T&M).

C. The Consultant represents and affirms that it is willing to perform the desired work pursuant to this Agreement.

D. Consultant warrants it possesses the distinct professional skills, qualifications, experience, and resources necessary to timely perform the services described in this Agreement. Consultant acknowledges Town has relied upon these warranties to retain Consultant.

AMENDMENT

2.1 Scope of Services. Consultant shall provide services as described in that certain Proposal dated July 30, 2020, which is hereby incorporated by reference and attached as Exhibit A.

2.2 Term and Time of Performance. This contract will remain in effect until June 30, 2023.

2.6 Compensation. Compensation for Consultant's professional services for the additional scope of services shall not exceed $75,000, for a total agreement amount not to exceed $200,000 inclusive of all costs. Payment shall be based upon Town approval of each task.

All other terms and conditions of the Agreement remain in full force and effect.

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First Amendment to Agreement for Consultant Services
W‐Trans for Signal Traffic Signal Modernization Project Management 2 of 2
IN WITNESS WHEREOF, the Town and Consultant have executed this Amendment.

Town of Los Gatos
By: _______________________________
Consultant by:

By: ______________________________
Laurel Prevetti, Town Manager Print Name, Title
Department Approval:
_______________________________________
Matt Morley
Director of Parks and Public Works
Approved as to Form: Attest:
______________________________ ______________________________ Robert Schultz, Town Attorney Shelley Neis, MMC, CPMC
Town Clerk
DocuSign Envelope ID: 3F824A4E-2B1C-4FC8-B7A8-3498F73E45FD 9/8/2020
Mark Spencer, Vice President and Senior
Principal
9/8/2020
9/10/2020
9/11/2020
9/11/2020

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1276 Lincoln Avenue, Suite 204 San Jose, CA 95125 650.314.8313 w-trans.com SANTA ROSA • OAKLAND • SAN JOSE
July 30, 2020
Ms. Ying Smith
Town of Los Gatos
41 Miles Avenue
Los Gatos, CA 95030
Proposal for On-Call Services as Project Manager for Implementation Phase of the Los Gatos Smart Signals project
Dear Ms. Smith;
W-Trans is pleased to present this proposal for continued project management services for the system evaluation and engineering phases of the controller upgrade and system purchase projects. Our original scope, written in April 2018, was prepared in response to the Town’s broad request for on-call services and included our best estimation of work tasks at the time, including:
• Scheduling;
• Conducting meetings and preparing progress reports;
• Facilitating work of the selected System Vendors, Econolite, including providing Town-furnished items, reviewing materials submittals, monitoring schedule, budget, and contract completion status, and system acceptance;
• Facilitating work of the selected design consultant, Iteris, including providing Town-furnished items, coordinating work with system vendor, monitoring schedule, budget, and contract completion status, and reviewing plan submittals;
• Finalizing the Request for Proposals for the System Performance Measure and Virtual Bike Detection contract, reviewing proposals and selecting a vendor, providing Town-furnished items, monitoring schedule, budget, and contract completion status, and system acceptance; and • Various on-call assignments that might become necessary.

Of these tasks, facilitating work and providing Town-furnished items of Econolite and Iteris has already begun, and preparing the first draft of the RFP for SPM and VBD vendor is complete Tasks to be addressed over the next year of project development are described in the following section.

Scope of Services

1. Project management and oversight, including:
a. Maintain schedule: To include tracking funding deadlines and E76 approval status. b. Meetings and progress reports: W-Trans will continue to schedule periodic informal meetings with Town staff and other involved parties with a focus on deliverables and due dates. We will provide monthly progress reports. Following each meeting we will prepare meeting notes. c. Grant funding: Includes coordination with MTC to determine requirements, verifying that the NEPA/ CEQA filing already completed by MTC is adequate, and working with Town staff to submit reimbursement requests to MTC.

2. Facilitating work of the selected System Vendor, Econolite, including:
a. Monitoring schedule, budget, and contract completion status b. Responding to requests for information or clarifications c. Coordinating work with other vendors or consultants
d. Reviewing deliverables and coordinating comments with Town staff e. Review signal timing recommendations
f. Attending or coordinating system training sessions
Exhibit A
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Ms. Ying Smith Page 2 July 30, 2020
g. Attending progress meetings every other week

3. Facilitating work of the selected design consultant, Iteris, including:
a. Monitoring schedule, budget, and contract completion status b. Responding to requests for information or clarifications c. Coordinating work with selected vendors
d. Reviewing deliverables and coordinating comments with Town staff e. Attending progress meetings every other week and monitoring status of action items

4. Finalizing the Request for Proposals for the System Performance Measure and Virtual Bike Detection vendor, reviewing proposals, developing a short list and interviewing firms (if needed), and selecting a vendor.

5. Facilitating work of the selected System Performance Measure and Virtual Bike Detection vendor, including:
a. Monitoring schedule, budget, and contract completion status b. Responding to requests for information or clarifications c. Facilitating requests for information to be furnished by the Town or other contracted parties d. Reviewing deliverables and coordinating comments with Town staff e. Attending progress meetings every other week and monitoring status of action items f. System acceptance

6. On-Call Services: W-Trans will provide additional services that are not already described in Tasks 1 through 5 on an as-needed basis. All on-call work will be documented via an email describing the scope, fee, and schedule before starting work.

Exclusions: The scope of services does not include items that are not specifically identified above. Any additional services needed would be provided on a time and materials basis after receiving written authorization.

Schedule and Budget
The schedule for services in Tasks 1 through 5 will match the schedule submitted to MTC. On-call services are expected to occur over the next 12 months.

Our services will be conducted on a time and materials basis at the rates indicated on the enclosed sheet; note that a new rate schedule will be provided in January 2021 for services that occur next year. Monthly invoices will be provided electronically unless a hard copy via mail is requested. The estimated maximum fee is $75,000.

I will be your primary contact for these services. Please contact me at (650) 314-8313 or [email protected] if you have any questions about this proposal. Please issue a Purchase Order if you wish to initiate services. This proposal will remain a firm offer for 90 days from the date of this letter. Thank you for giving us the opportunity to propose on these services.

Sincerely,
Steve Fitzsimons, PE
Principal
SMF/smf/LGA006.P3
Enclosures: 2020 Fee Schedule, Project Fee Estimate
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490 Mendocino Avenue, Suite 201 SANTA ROSA, CA 95401 707.542.9500 505 17th Street, 2nd Floor OAKLAND, CA 94612 510.444.2600 1276 Lincoln Avenue, Suite 204 SAN JOSE, CA 95125 650.314.8313 w-trans.com
Fee Schedule
2020 Staff Billing Rates
Position Billing Rate (per hour)
Senior Principal $280 – $305
Principal $220 – $260
Senior Engineer/Planner $195 – $210
Engineer/Planner $150 – $160
Associate Engineer/Planner $135 – $150
Assistant Engineer/Planner $115 – $125
Technician/Administrative $95 – $110
Intern $30 – $80
Field Technician $30 – $75
2020 Expense Charges
Item Charge
Mileage $0.63/mile*
Services and Expenses 10% surcharge
These rates are valid for work performed prior to December 31, 2020. Work performed after January 1, 2021, and any
subsequent year may be billed at the revised rates established for that year.
* Mileage charge will be based on the IRS Standard Mileage Rate (set at $0.575 effective January 1, 2020) plus 10 percent.

DocuSign Envelope ID: 3F824A4E-2B1C-4FC8-B7A8-3498F73E45FD

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Task Steve
Fitzsimons
Associate 4 Associate 2 Admin 2 Misc Total Hours

1. Project Management and Oversight 30 0 0 20 $0 50

2. Facilitate Econolite Work 47 0 117 0 $80 164

3. Facilitate Iteris Work 38 0 49 0 $80 87

4. Finalize SPM-VDB Vendor RFP 39 22 0 8 $40 69

5. Facilitate SPM-VBP Vendor Work 17 50 0 0 $60 67
171 72 166 28 $260 437
Task $220 $150 $140 $110 LS TOTAL

1. Project Management and Oversight $6,600 $0 $0 $2,200 $0 $8,800

2. Facilitate Econolite Work $10,340 $0 $16,380 $0 $80 $26,800

3. Facilitate Iteris Work $8,360 $0 $6,860 $0 $80 $15,300

4. Finalize SPM-VDB Vendor RFP $8,580 $3,300 $0 $880 $40 $12,800

5. Facilitate SPM-VBP Vendor Work $3,740 $7,500 $0 $0 $60 $11,300 $37,620 $10,800 $23,240 $3,080 $260 $75,000
Los Gatos ATMS On-Call Support, Phase 3
W-Trans Fee Estimate

HOURS BY STAFF MEMBER

FEE AT HOURLY RATES INDICATED
These rates are valid for work performed prior to December 31, 2020. Work performed after January 1, 2021, and any subsequent year may be billed at the revised rates established for that year. Mileage charges will be based on the IRS Standard Mileage Rate (set at $0.575 effective January 1, 2020; subject to change) plus 10 percent.

DocuSign Envelope ID: 3F824A4E-2B1C-4FC8-B7A8-3498F73E45FD

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PREPARED BY: James Watson
Senior Engineer
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney Finance Director, and Parks and Public Works Director,
110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/20/2023
ITEM NO: 10
DATE: June 9, 2023
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Authorize the Town Manager to Execute a Notice of Completion and Certificate of Acceptance for Specified Improvements Completed by SummerHill N40 LLC for the North 40 Phase 1 Development at Lark Avenue and Los Gatos Boulevard and Authorize the Town Clerk to Submit for Recordation
RECOMMENDATION:

Authorize the Town Manager to execute a Notice of Completion and Certificate of Acceptance (Attachment 1) for specified improvements completed by SummerHill N40 LLC (“SummerHill”) for the North 40 Phase 1 Development at Lark Avenue and Los Gatos Boulevard and authorize the Town Clerk to submit for recordation.

BACKGROUND:

On August 1, 2017, the Town Council adopted Resolution 2017-045 approving the construction of a mixed use development consisting of 320 residential units, approximately 66,800 square feet of commercial space, associated off-site improvements, and a vesting tentative map on property zoned as part of North 40 Specific Plan.

On September 7, 2018, the Town Council approved the final map for Tract 10441 – North 40 Phase 1, accepting the dedications, and authorizing the Town Manager to execute a Subdivision Improvement Agreement (“Agreement”) (Attachment 2), Landscape Maintenance Agreement, Public Storm Drainage Conveyance Agreement, and Agreement for Private Improvements in the Public Right of Way.

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PAGE 2 OF 4
SUBJECT: Authorize the Town Manager to Execute a Notice of Completion and Certificate of Acceptance for Specified Improvements Completed by SummerHill N40 LLC for the North 40 Phase 1 Development at Lark Avenue and Los Gatos Boulevard and Authorize the Town Clerk to Submit for Recordation
DATE: June 9, 2023
BACKGROUND (continued):

On October 4, 2018, the Town executed the Agreement with SummerHill for the construction of certain improvements required by various Conditions of Approval (“Required Improvements”) stipulated in the Architectural and Site Plan Review process. The Agreement stipulated 18 “Plans”, identified as “a” through “r”, to be prepared by SummerHill to complete the Required Improvements, and they complete repaving of certain sections of Lark Avenue and Los Gatos Boulevard.

The Agreement required SummerHill to furnish to the Town security bonds to guarantee their performance in executing the required work. Table 1 defines the plans that have been completed at this time.

Table 1. Bonded Improvements Completed by Summerhill as of May 1, 2023 in Association with the Phase 1 North 40 Project
Plan ID1 Description of Improvement Bond Value
d
Los Gatos North 40 Tract 10441 In tract Rough Grading Plans dated August 14, 2018 by Mackay & Somps $6,430,000
e Los Gatos North 40 Phase 1 Offsite Los Gatos Blvd Phase A Improvement Plans dated July 27, 2018 by Mackay & Somps $710,000
f
Los Gatos Blvd & Walker Street Traffic Signal Plan dated August 2018 by Fehr & Peers
g
Walker Street & Los Gatos Blvd Phase A Signing and Striping Plan dated August 2018 by Fehr & Peers
m
Los Gatos North 40 Offsite Lark Avenue Caltrans Right of Way Improvement Plans dated March 12, 2018 including plans by Mackay & Somps, Finn Design Group, Van Dorn Abed, Fehr & Peers, and Giacalone
$799,000
r Los Gatos North 40 Phase 1 Off Site Storm and Sanitary Sewer Improvement Plans dated September 13, 2017 $401,000
No ID North 40 Phase 1 Offsite Lark and Los Gatos Blvd - Pavement Replacement $3,262,000
Note: As defined in the Subdivision Improvement Agreement between Town of Los Gatos and Summerhill. Plans a through c, h though l, and n through q are not complete at this time and are not presented in this table.

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PAGE 3 OF 4
SUBJECT: Authorize the Town Manager to Execute a Notice of Completion and Certificate of Acceptance for Specified Improvements Completed by SummerHill N40 LLC for the North 40 Phase 1 Development at Lark Avenue and Los Gatos Boulevard and Authorize the Town Clerk to Submit for Recordation
DATE: June 9, 2023
DISCUSSION:

Staff has observed the work associated with the items referenced in Table 1 and has deemed it complete.

At the May 11, 2023 Town Council meeting, there were questions as to why the Town would accept certain improvements, such as the paving of Lark Avenue and Los Gatos Boulevard when construction of site improvements is still ongoing and could damage the new paving.

Following the May Council meeting, SummerHill provided staff two letters supporting their request to release bonds associated with the paving on Lark Avenue and Los Gatos Boulevard.

In a letter dated June 30, 2022 (Attachment 3), SummerHill wrote to the Town affirming an agreement between the staff and the developer to complete the final paving in summer 2022 instead of waiting for the completion of the project. Project Condition No. 82 (as documented in December 2, 2020 Modified Conditions of Approval) requires the developer to construct the final roadway paving improvements, “When the Parks and Public Works Director determines that such work is to be complete at their sole discretion.” On July 6, 2022 (Attachment 4), the Interim Parks and Public Work Director confirmed that the paving improvements be completed prior to other Phase 1 work. The letter from the Town stated, “The Town understands that this is not the typical timing for this final pavement overlay work and agrees that the Town will not look to SummerHill to repair any damage done to this section of roadway that is done by anyone other than SummerHill.” Because of these letters, the staff is recommending the acceptance of the work associated with the paving of Los Gatos Boulevard and Lark Avenue, and the release of the associated security bonds.

The requested Council action would initiate a two-year warranty period for the accepted work.

SummerHill would provide the Town a two-year Guarantee and Warranty Security Bond in the amount of 10 percent of the original value of the bonds. The Guarantee and Warranty Security Bond will provide for the repair and/or replacement of defective materials and workmanship in the completed improvements. This two-year Guarantee and Warranty Security Bond is required to be submitted prior to the Town’s release of the Faithful Performance and Labor and Materials bonds.

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PAGE 4 OF 4
SUBJECT: Authorize the Town Manager to Execute a Notice of Completion and Certificate of Acceptance for Specified Improvements Completed by SummerHill N40 LLC for the North 40 Phase 1 Development at Lark Avenue and Los Gatos Boulevard and Authorize the Town Clerk to Submit for Recordation
DATE: June 9, 2023
CONCLUSION:

Staff is recommending that the Town Manager be authorized to execute a Notice of Completion and Certificate of Acceptance for specified improvements completed for the Phase 1 North 40 Project.

FISCAL IMPACT:

The improvements within the public right-of-way are dedicated to and accepted by the Town through the subdivision process and the approval of the final map. These improvements become part of the Town’s infrastructure to be maintained after the expiration of the two-year warranty period.

ENVIRONMENTAL ASSESSMENT:

An Environmental Impact Report (EIR) for the project was certified by Town Council on January 20, 2015.

Attachments:

1. Certificate of Acceptance and Notice of Completion

2. Subdivision Improvement Agreement

3. SummerHill Letter dated June 30, 2022

4. Town of Los Gatos Letter dated July 6, 2022

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Recording Requested by:

TOWN OF LOS GATOS
WHEN RECORDED MAIL TO:

TOWN CLERK

TOWN OF LOS GATOS
110 E MAIN ST
LOS GATOS, CA 95030
______________________________________________________________________________ (SPACE ABOVE BAR FOR RECORDER’S USE)
(RECORD WITHOUT FEE UNDER GOVERNMENT CODE SECTIONS 27383 AND 6103)

TYPE OF RECORDING

NOTICE OF COMPLETION AND CERTIFICATE OF ACCEPTANCE
NORTH 40 – PHASE 1

LARK AVENUE AND LOS GATOS BOULEVARD, LOS GATOS, CA
TO WHOM IT MAY CONCERN:

I do hereby certify that SummerHill N40 LLC completed the work secured with Improvement Securities (2), (3), (5), (6), (8), and (9) as defined in the Subdivision Improvement Agreement Section 6.a., specifically located in the TOWN OF LOS GATOS, County of Santa Clara, State of California executed October 4, 2018. The work was completed in May 2023, and approved and accepted on June 20, 2023.

Bond No.: 748728, 748729, 748731, 748732, 748734, and 748735 Date: October 11, 2018

INTERNATION FIDELITY INDEMNITY COMPANY
One Network Center, 20th Floor, Newark, New Jersey 07102-5207

TOWN OF LOS GATOS
By: __________________________________
Laurel Prevetti, Town Manager
Acknowledgement Required

ATTACHMENT 1

Page 175 ends

Recording Requested by:

TOWN OF LOS GATOS
WHEN RECORDED MAIL TO:

CLERK ADMINISTRATOR

TOWN OF LOS GATOS
110 E MAIN ST
LOS GATOS, CA 95030
24041269
Regina Alcomendras
Santa Clara County - Clerk-Recorder
10/11/2018 01:23 PM

CONFORMED COPY
Copy of document recorded.

Has not been compared with original.
{SPACE ABOVE BAR FOR RECORDER'S USE)
(RECORD WITHOUT FEE UNDER GOVERNMENT CODE SECTIONS 27383 and 6103)

SUBDIVISION IMPROVEMENT AGREEMENT
North 40 Phase 1
Los Gatos, CA 95032
APNs: 424-07-024 through 424-07-027, 424-07-031 through 424-07-035, 424-07-070, 424-07-084 through 424-07-086, 424-07-090, and 424-07-113 through 424-07-114

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SUBDIVISION IMPROVEMENT AGREEMENT

BETWEEN

THE TOWN OF LOS GATOS
AND
SUMMERHILL N40 LLC

LOS GATOS, CALIFORNIA

EXECUTION COPY
This agreement, made and entered into effective upon the last date this document is signed by the parties hereto, by and between the TOWN OF LOS GATOS, a municipal corporation of the State of California, hereinafter "Town," and SUMMERHILL N40 LLC, after this called "Subdivider," whose principal place of business is 3000 Executive Parkway, Suite 450, San Ramon, CA 94583.

WITNESSETH
WHEREAS, a Final Map (hereinafter "Map") of Tract 10441 (the "Subdivision") owned by Subdivider and commonly known as "North 40 Phase 1," has been filed with the Town, which Map is incorporated herein by reference;
WHEREAS, the Conditions of Approval of the Subdivision Application (A&S Cond. 163) require the Subdivider to construct and complete certain improvements according to the following plans and specifications ("Improvement Plans" or "Plans"):
a. Los Gatos North 40 - Phase I Tract 10441 Improvement Plans dated August 24, 2018 by Mackay & Somps
b. North 40- Onsite Private Street Lighting Plans dated August 23, 2018 byGiacalone c. North 40 lntract/Phase One Landscape Construction Plans dated August 24, 2018 by Van Dorn Abed
d. Los Gatos North 40 Tract 10441 In tract Rough Grading Plans dated August 14, 2018 by Mackay & Somps
e. Los Gatos North 40 Phase 1 Offsite Los Gatos Blvd Phase A Improvement Plans dated July 27, 2018 by Mackay & Somps
f. Los Gatos Blvd & Walker Street Traffic Signal Plan dated August 2018 by Fehr & Peers g. Walker Street & Los Gatos Blvd Phase A Signing and Striping Plan dated August 2018 by Fehr & Peers
h. Los Gatos North 40 Phase 1 Offsite Lark Avenue and Los Gatos Boulevard Improvement Plans dated June 4, 2018 by Mackay & Somps
i. North 40 Phase 1 Public Street Lighting Plans dated June 2018 byGiacalone j. North 40 Offsite Lark Avenue and Los Gatos Blvd Landscaping plans dated June 1, 2018 by Van Dorn Abed
k. Lark Ave & Los Gatos Blvd Traffic Signal plans dated June 2018 by Fehr & Peers I. Lark Ave & Los Gatos Blvd Signing and Striping Plans dated June 2018 by Fehr & Peers SMHH\54443\1441213.12 1

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m. Los Gatos North 40 Offsite Lark Avenue Caltrans Right of Way Improvement Plans dated March 12, 2018 including plans by Mackay & Somps, Finn Design Group, Van Dorn Abed, Fehr & Peers, and Giacalone
n. Los Gatos North 40 Phase 1 Lark Avenue Bike Lane Improvement Plans dated March 15, 2018 by Mackay & Somps
o. North 40 Offsite Lark Avenue Landscape Construction Drawings dated June 6, 2018 by Van Dorn Abed
p. Lark Ave & Oka Road Traffic Signal Plans dated June 2018 by Fehr & Peers q. Lark Avenue Signing and Striping Plans dated June 2018 by Fehr & Peers r. Los Gatos North 40 Phase 1 Off Site Storm and Sanitary Sewer Improvement Plans dated September 13, 2017
The foregoing improvements are hereinafter referred to as "Required Improvements"; WHEREAS, the Subdivider has prepared, and the Town Engineer has substantially approved, Improvement Plans for the completion of the Required Improvements in connection with the Subdivision. The Plans are on file in the Office of the Town Engineer and are incorporated into this agreement by this reference, along with any changes or modifications as may be required by the Town Engineer or designee due to errors, omissions, or changes in conditions;
WHEREAS, Subdividerrecognizes that, by approval of the Map for Subdivision, Town has conferred substantial rights upon Subdivider, including the right to sell, lease, or finance lots and/or condominiums within the Subdivision. As a result, Town will be damaged to the extent of the cost of installation of these Required Improvements by Subdivider's failure to perform its obligations to commence construction of the Required Improvements by the lime established in this agreement. The Town shall be entitled to all remedies available to it pursuant to this agreement and law in the event of default by Subdivider; and WHEREAS, Subdivider has asked Town to review and approve the Map and accept the dedications therein offered, subject to and on condition that the Subdivider, prior to issuance of a building permit for the Required Improvements, enter into this agreement with the Town, and provide the Town with such security for performance and insurance and all other things as required by this agreement; NOW, THEREFORE, to insure satisfactory performance by Subdivider of these obligations, and in consideration of the approval of the Map, the parties now agree as follows:

1. PERFORMANCE OF WORK
Subdivider agrees to furnish, construct and install at Subdivider's own expense the Required Improvements. The Plans and specification of the Required Improvements may be modified by the Subdivider as th.e Subdivision progresses, subject to prior written approval of the Town Engineer.

SMHH\54443\1441213.12 2

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2. WORK; SATISFACTION OF TOWN ENGINEER
All the work on the Required Improvements is lo be done at the places, of the materials, and in the manner and at the grades, shown upon approved Plans and specifications and the Town's Ordinances, Improvement Standards and Specifications, to the satisfaction of the Town Engineer.

Work shall be completed within two (2) years from the date of this agreement, subject to extension due to force majeure event under Section 1 0(a).

3. INSPECTION BY TOWN
Subdivider shall at all times provide safe access for inspection by the Town to all parts of the Required Improvements and to all places where the Required Improvements are in preparation.

4. SURVEY MONUMENTS
Subdivider shall install all Subdivision monuments required by law prior to recordation of the Notice of Acceptance.

5. DEDICATION OF EASEMENTS OR RIGHT-OF-WAY
The Town acknowledges that Subdivider has offered lo the Town lo dedicate fee title to all streets subject to public access easement (PAE) shown on the Map.

6. IMPROVEMENT SECURITY
Concurrently with the execution of this agreement, the Subdivider shall furnish the Town:
a. Faithful Performance Security: Pursuant to California Government Code section 66499.3(a) Subdivider shall, before the release of the Map by the Town for filing for record and as a condition precedent to the recordation of it, furnish to the Town and file with the Town Clerk cash, an instrument of credit, or a bond as provided by the Subdivision Map Act, in a form approved by the Town Attorney, securing performance by Subdivider of all work shown on the Plans and completion within the agreed lime. The security shall be in the amount of one hundred percent (100%) of the total estimated cost of the Required Improvements, as determined by the Director. The amount of cash, instrument of creditor bond shall be $20,585,000 based on individual bonds as follows:
(1) North 40 Phase 1 Tract 10441 In tract Private Improvements ($6,655,000)- based on improvement plans (a), (b) and (c) noted on page 1.
(2) North 40 In tract Tract 10441 Rough Grading ($6,430,000)-based on improvement plans (d) noted on page 1.
(3) North 40 Phase 1 Offsite Los Gatos Blvd Phase A Improvements ($710,000) - based on improvement plans (e), (f) and (g) noted on page 1. (4) North 40 Phase 1 Offsite Lark and Los Gatos Blvd Improvements ($1,938,000) - based on improvement plans (h), (i), OJ, (k) and (0 noted on page 1. (5) North 40 Phase 1 Offsite Lark and Los Gatos Blvd - Pavement Replacement ($3,262,000)
(6) North 40 Offsite Lark Avenue Improvements within Caltrans Right-of-Way ($799,000) - based on improvement plans (m) noted on page 1.

SMHH\54443\1441213.12 3

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(7) North 40 Offsite Lark Avenue Bike Lane Improvements ($390,000) - based on improvement plans (n}, (o}, (p) and (q) noted on page 1. (8) North 40 Offsite Storm and Sanitary Sewer Improvement Plans ($94,000) - based on improvement plans (r) noted on page 1.
(9) North 40 Offsite Storm and Sanitary Sewer Improvement Plans ($307,000)- based on improvement plans (r) noted on page 1.
b. Payment Security: Subdivider shall furnish to the Town and file with the Town Clerk cash, an instrument of credit, or a bond as provided by the Subdivision Map Act, in a form approved by the Town Attorney, securing the obligations for payment to the contractor, subcontractors and to persons renting equipment or furnishing labor or materials for the completion of the Required Improvements. The security shall be in the amount of one hundred percent (100%) of the total estimated cost of the Required Improvements, as determined by the Director. The amount of cash, instrument of credit or bond shall be $20,585,000 based on the individual bonds described in Section 6(a). c. Guarantee and Warranty Security: It is further agreed that a "guarantee and warranty security" in the amount of ten (10%) percent of the total estimated cost of the Required Improvements for a period of two (2) years following their completion and acceptance by the Town against any defective work or labor done, or defective materials furnished, by the Subdivider. This limitation on the security does not shorten any time during which the Town may act to enforce the Subdivider's obligations under the terms of this agreement, nor shorten any time during which Town may bring an action in an appropriate court regarding the subject or performance of this agreement.
d. Monument Security: It is further agreed that a "monument security" in the amount of one hundred percent ( 100%) of the total estimated cost of the installation of survey monuments in the Subdivision within the period of time specified in the Surveyor's Statement on the approved Final Map. The Monument Bond is included in various other line items within the distributed bonds.
e. Any bonds submitted as security pursuant to this section shall be executed by a surety company authorized to transact a surety business in the State of California. f. No change, alteration, or addition to the terms of this agreement or the Plans and specifications incorporated herein shall in any manner affect the obligation of the sureties, except as otherwise provided by the Subdivision Map Act. g. The securities shall be irrevocable, shall not be limited as to time except as to the two (2) year guarantee and warranty period) and shall provide that they may be released, in whole or part, only upon the written approval of the Director and as provided in Section 7-Release of Security. All securities provided pursuant to this agreement shall expressly obligate the surety for any extension authorized by the Town for Subdivider's completion of the Required Improvements, whether or not the surety is given notice of such an extension by the Town.

7. RELEASE OF SECURITY
a. Guarantee and Warranty Security: Any unused portion of the guarantee and warranty security shall be released two (2) years after acceptance of the Required Improvements by the Town Council. The amount to be released shall first be reduced by the amount deemed necessary by the Town to correct any defects in the Required Improvements that are known or believed by the Town to exist at the end of the guarantee and warranty period.

SMHH\54443\1441213.12 4

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b. Payment Security: Security securing the payment to the contractor, his or her subcontractors, and to persons furnishing labor, materials or equipment shall, after acceptance of the work, be reduced to an amount equal to the total timely claimed by all claimants for whom claims of lien have been recorded and notice thereof given in writing to the legislative body (with the balance of the Payment Security being released) and, if no such claims have been timely recorded, the security shall be release in full. c. Faithful Performance Security: The faithful performance security shall be released upon acceptance of the Required Improvements by the Town Council. d. Monument Security: The monument security may be released upon acceptance of the required monument installation by the Director.

8. HOLD HARMLESS
Subdivider does expressly agree to protect, defend, indemnify and hold harmless {hereinafter, "hold harmless") the Town, its Town Council Members, Boards, Commissions, employees and agents (hereinafter, the "Town"), from any and all loss or damage, and from any and all liability, including cost of defense, for any and all loss or damage, and from any and all suits, actions or claims filed or brought by any or all persons or person (hereinafter, "Claim") because of or resulting from the acts by Subdivider of any and all things required of Subdivider by this agreement, or because of or arising or resulting from the failure or omission by Subdivider to do any and all things necessary to and required by this agreement or by law, or arising or resulting from the negligent acts by Subdivider, Subdivider's agents, employees or subcontractors of any and all things required to be done by this agreement, or arising or resulting from any dangerous or defective condition arising or resulting from any of the above said acts or omissions of Subdivider, Subdivider's agents or employees. Subdivider shall not be required to hold harmless (as described above) the Town for Claims caused or arising out of the sole negligence or willful misconduct of the Town.

9. INSURANCE
Subdivider shall furnish to the Town and file with the Town Clerk evidence of, and at all times during the performance of its obligations under this agreement maintain, the insurance described in Exhibit A.

10. TIME EXTENSIONS
a. If performance of this agreement actually should be delayed by inclement weather, riots, strikes, lockouts, fires, earthquakes, floods and conditions resulting therefrom, subcontractor delays, labor shortages, material shortages or delays, Town delays, or for other reasons beyond the control of the Subdivider, the time for the construction of same may be extended by the Town Engineer for such period of time as is reasonable. b. Requests for extension of the commencement and/or completion date shall be in writing and delivered to the Town in the manner hereinafter specified for service of notices. An extension of time, if any, shall be granted only in writing. · c.

In the event the Town extends the time of commencement and/or completion of the Required Improvements, such extension shall be granted in writing by the Town to the Subdivider pursuant to this agreement, and/or without relieving or releasing those providing an improvement security pursuant to this agreement. The surety or sureties, if any, in executing the securities shall be deemed to have expressly agreed to any such extension of time.

SMHH\54443\1441213.12 5

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d. In granting any extension of time, the Town may require new or amended improvement security in amounts increased to reflect increases in the costs of constructing the incomplete Required Improvements, taking into account all Required Improvements that have been completed.

11. MAINTENANCE OF PUBLIC INFRASTRUCTURE
The Subdivider shall maintain all Required Improvements (streets, sidewalks, right-of-way, street light, storm drainage facility, sanitary sewer, etc.) in a safe and usable condition at all times during construction. Should any Required Improvements become unsafe, unusable or inoperable because of the Subdivider's activities, the Subdivider shall immediately cease all work on the Subdivision until the public infrastructure is made safe and usable, for which the Subdivider shall be solely responsible. Additionally, notwithstanding acceptance by Town, Subdivider shall maintain and perform or cause to be performed repairs, additions, or corrective work necessitated by Subdivider's omission or deficient performance for one (1) year after acceptance. If the Subdivider fails to act promptly or in accordance with this agreement, or if the exigencies of the situation require repairs or replacements to be made before the Subdivider can be notified, then the Town may, at its option, make the necessary repairs or replacements or perform the necessary work, and Subdivider shall pay the Town the actual cost of such repairs plus fifteen percent ( 15%) within thirty (30) days of the date of billing for such work by Town.

12. DEFAULT BY SUBDIVIDER
a. Default of Subdivider shall include, but not be limited to:
(1) Subdivider's failure to timely commence construction of Required Improvements under this agreement;
(2) Subdivider's failure to complete construction of the Required Improvements within the lime period provided by this agreement or any extensions thereof; (3) Subdivider's failure to timely cure any defect in the Required Improvements during the two (2) year guaranty and warranty period where such failure continues beyond thirty (30) days after written notice thereof from the Town, or if such failure is not susceptible to cure within such thirty (30) day period, Subdivider has not commenced to cure within such thirty (30) day period and does not thereafter continue to diligently proceed to cure; (4) Subdivider's failure to perform substantial construction work for a period of 30 consecutive calendar days after commencement of the work, for reasons other than force majeure events;
(5) 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;
(6) The commencement of a foreclosure action against the subdivision or a portion thereof, or any conveyance in lieu or in avoidance of foreclosure; or (7) Subdivider's failure to perform any other obligation under this agreement within thirty (30) days after written notice thereof from the Town, or if such failure is not susceptible to cure within such 30-day period, Subdivider has not commenced to cure within such 30-day period and does not thereafter continue to diligently proceed to cure. b. The Town reserves all remedies available to ii at law or in equity for breach of Subdivider's obligations under this agreement. The Town shall have the right, subject to this Section, to SMHH\54443\1441213.12 6

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draw upon or use the appropriate security to mitigate the Town's damages in the event of default by Subdivider. The Town's right to draw upon or use the security is in addition to any other remedy available to Town. The parties acknowledge that the estimated costs and security amounts may not reflect the actual cost of construction of the Improvements and, therefore, Town's damages for Subdivider's default shall be measured by the cost of completing the Required Improvements. The Town may use the sums provided by the securities for the completion of the Required Improvements in accordance with the Plans and specifications contained herein. In the event Subdivider fails to cure any default under this agreement within thirty (30) days after the Town mails written notice of such default to the Subdivider and the Subdivider's surety, Subdivider authorizes Town to perform the obligation for which Subdivider is in default and agrees to pay the entire cost of such performance by the Town. The Town may take over the work and complete the Required Improvements, by contract or by any other method the Town deems appropriate, at the expense of Subdivider.

In such event, the Town, without liability for so doing, may complete the Required Improvements using any of Subdivider's materials, appliances, Plans and other property that are at the work site and that are necessary to complete the Required Improvements.

13. NOTICES
Notices regarding this agreement shall be given as follows and shall be considered effective upon either personal delivery or five (5) days following deposit in the U.S. Mail:

To SUBDIVIDER:

To TOWN:

SummerHill N40 LLC
3000 Executive Parkway, Suite 450
San Ramon, CA 94583
Parks and Public Works Department
Town of Los Gatos
41 Miles Avenue
Los Gatos, California 95030
Any party may change such address by notice in writing to the other party and thereafter notices shall be addressed and transmitted to the new address.

14. WAIVER
Waiver of a breach of default under this agreement shall not form a continuing waiver or a waiver of a subsequent breach of the same or any other provision of the agreement.

15. SEVERABILITY
If any term of this agreement is held invalid by a court of competent jurisdiction, the remainder of this agreement shall remain in effect.

16. ENTIRE AGREEMENT AND AMENDMENT
This agreement constitutes the complete and exclusive statement of the agreement between the Town and Subdivider. No verbal agreement or conversation with any officer, agent, or employee of the Town, either before, during or after the execution of this agreement, shall affect or modify any of the terms or obligations contained in the agreement. There are no intended third party beneficiaries to this Agreement.

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17. PAYMENT OF OUTSTANDING FEES
Prior to acceptance of Required Improvements for permanent maintenance by the Town. Subdivider shall pay all outstanding fees that are due in accordance with this agreement and the Town Code of the Town of Los Gatos.

18. ACTIONS TO ENFORCE
If any action at law or equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this agreement, the prevailing party shall be entitled to reasonable attorneys' fees, expert witness fees and costs, in addition to any other relief to which they may be entitled.

19. REIMBURSEMENT OF ATTORNEYS FEES
In the event of any third party claim or legal challenge to any action taken by the Town with regard to any procedure or aspect of this agreement, including approval or environmental review process, the Town may choose to defend the claim or action with the prior written approval of the Subdivider, the Subdivider, if it has consented to the defense of the claim or action, agrees to reimburse the Town for attorneys' fees, expert witness fees, and any other costs the Town may incur in connection with iis retention of legal counsel, and for any award of court costs and fees against the Town.

20. AGREEMENT BINDS SUCCESSORS
This agreement pertains to and runs with the land benefited by the privileges it grants and binds the successors in interest of the parties to this agreement.

21. MORTGAGE PROTECTION
No breach of this agreement shall defeat or render invalid the lien of any deed of trust or mortgage recorded against all or any portion of the Subdivision. No lender taking title to all or any portion of the Subdivision through foreclosure or deed in-lieu of foreclosure shall be liable for any defaults or monetary obligations of Subdivider arising prior to acquisition of possession of such property by such lender. The foreclosing lender shall have the right to find a substitute developer to assume the obligation of Subdivider, which substitute shall be considered for approval by Town pursuant to this agreement, which approval shall not be unreasonably withheld, conditioned or delayed. Town agrees to provide any lender who has recorded a deed of trust or mortgage against all or any portion of North 40 Phase 1 of which Town has been given notice (each, a "Lender'') with written notice of any default relating to the Subdivider and/or North 40 Phase 1 given by Town to Subdivider. Town agrees that, notwithstanding anything to the contrary contained in this Agreement, Lender shall have an additional sixty (60) days from the date Lender receives notice of a default to cure any such default, provided that Lender shall not have any obligation to cure any such default.

If a Lender or an affiliate of such Lender succeeds to the interest of Subdivider through foreclosure or deed in-lieu of foreclosure, then the time periods for performance of Subdivider's obligations set forth in this agreement (if any) shall be extended for a period of time reasonable under the circumstances to permit such Lender or such affiliate to perform Subdivider's obligations under this agreement.

SMHH\54443\1441213.12 8

Page 184 ends

TOWN Of LOS GATOS
TOWN Ml1i.NAGER .,
ATTEST:

APPROVED AS TO FORM:
/
DATE: /O- '-f- /J
RECOMMENDED BY:

DATE: _______ _
SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
Laurel Prevetti

CLERK ADMINJST TOR
She 11 ey Neis

SUBQIYIPEB
By: f@;nc //tu
Its: Executive Vice� -� DATE: _'1--1/�1t-1---;-/ \_'o_
By: DATE: _q�{_a-_=t-�f (_B _ Jason Bigs
Secretary Its: ____ _
SMHH\54443\1441213.12 9

LICWORKS

Page 185 ends

CALIFORNIA ALLm PURPOSE

CERTIFICATE OF 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 �n +u C Ltu ,� }
)-ti t 8' before me s\., \ 11 L£._, ko,A ss-cl l()ultff p_, 6 I,� '-��+,---,H"-e�ce�lc�s�srthc�,m�e�a�c"d!;frr;,e�o�t�e�o�,�ecrt--'--::....:--, personally appeared __ L_l_L_�l_l' 1':_-_l __ P_re_. _v_e._t-h_· _· ____________ _ who proved to me on the basis of satisfactory evidence to be the person(s) whose name($') is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in-flis/her/their authorized capacity(ie5t, and that by his/her/t+teir 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 PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
:g,;t"J@--:-:: ___ ,,.
:::-"··_-_-. --::S::::-YL:-:::VIE:-::R::::OU�SS::,EL,---,[ = COMM.# 2106517 � NOTARYPUBUNALIFORNIA �
I · _
, SANTA CLARA COUNTY
_
My Comm. Exp. April 11, 2019 j
INSTRUCTIONS FOR COMPLETING THIS FORM ADDITIONAL OPTIONAL I Ill F O RMA Tf O Ill Th;s form comp hes whh current Californ;a statutes regard;ng not a')• wo,d;ng and, DESCRIPTION OF THE ATTACHED DOCUMENT if needed, should be completed and attached to the document. Acknowledgments from other states may be completed for documents being sent to that state so long as the wording does not require the California notmy to violate California notary law.
(Title or description of attached document)
(Title or description of attached document continued)
Number of Pages __ Document Date ___ _

CAPACITY CLAIMED BY THE SIGNER
□ Individual (s
)
□ Corporate Officer
{Title)
□ Partner(s)
□ Attorney-in-Fact
□ Trustee(s)
0 Other _________ _
2015 Version W'<>'W NotaryC!2-ssm\ccrr: BOD-873-9865
• State and County information must be the State and County where the document signer(s) personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed.

The notary public must print his or her name as it appears within his or her commission followed by a comma and then your title (notary public).

Print the name(s) of document signer(s) who personally appear at the time of notarization.
• Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. he/she/they, is /are) or circling the correct fonns. Failure to correctly indicate this infonnation may lead to rejection of document recording. • The notary seal impression must be clear and photographically reproducible.

Impression must not cover text or lines. If seal impression smudges, re-seal if a sufficient area pennits, otherwise complete a different acknowledgment form. o Signature of the notaiy public must match the signature on file with the office of the county clerk.
❖ Additional information is not required but could help to ensure this acknowledgment is not misused or attached to a different document. ❖ Indicate title or type of attached document, number of pages and date. ❖ Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO, CFO, Secretary). • Securely attach this document to the signed document with a staple.

Page 186 ends

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 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 Stv\,t\_, � )
On � i 1-, Ull't before rne, � Pelici,r'\.";;,, �� PvJJtf.c.- Date Here Insert Narng_ � of the Officer
personally appeared ��AY tv1)_ J� �"2
Name(s) of S1gner(s)
who proved to rne 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.

BRIANA PERKINS
Notary Pubtic • California z.

Santa Clara County !
Commission# 2245007
My Comm, Expires Jun 30, 2022
Place Notary Seal Above
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph is true and correct.

WITNESS rny hand and official seal.

Signatur�M Vo
Signature of Notary Public
---------------OPTIONAL---------------
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: _____________ Document Date: _______ _ Number of Pages: Signer(s) Other Than Named Above: ____________ _ Capacity{ies) Claimed by Signer{s)
Signer's Name: ____________ _
□ Corporate Officer - Title(s): ______ _
□ Partner - □ Limited □ General
□ Individual □ Attorney in Fact
□ Trustee □ Guardian or Conservator
□ Other: ______________ _
Signer Is Representing: __ _______ _
Signer's Name:
.
::---c=-:-.,---------
□ Corporate Officer - Title(s): ______ _ □ Partner - □ Limited □ General □ Individual □ Attorney in Fact
□ Trustee □ Guardian or Conservator
□ Other:=----,-----------
Signer Is Representing: _________ _
©2014 National Notary Association· www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

Page 187 ends

CALIFORNIA ACKNOWLEDGMENT CIVIL CODE § 1189
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 ___ S_a_n_ta_C_la_r_a _______ _ }
On ----"O'--'C1b=YW=_1-"--'- _7J)�\ s�-- before me, __ S_te_f_a_ni_e_D_._H_o_c_k_em_e�ye_r�, _N_o_ta_ry�P_u-'-b-'-lic:_ __ _ Date Here Insert Name and Title of the Officer
personally appeared ____ ___cM=a:c:ttc:M=o-'-'rl-=-eLy _____________________ _ Name(s) of Signer(s)
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 STEFANIE D. HOCKEMEYER
Commission # 2086033
Notary Public � California i
7 Santa Clara County � $J - My Comm. Expires Oct 14, 2016 [, �T?'';.7"'ZP",l''"'B'C"��'w"'"'i' ' �
:m.;_1,'Si;.:�,q;r�:;:;;::,;5-""'✓,;'�.;..,�,
Place Notary Seal and/or Stamp Above
I certify under PENAL TY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.

WITNESS my hand and official seal.

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

Description of Attached Document
Title or Type of Document: ____________________________ _ Document Date: ______ ______________ Number of Pages: ____ _ Signer(s) Other Than Named Above: ________________________ _ Capacity(ies) Claimed by Signer(s)
Signer's Name: ____________ _
D Corporate Officer - Title(s): _______ _
D Partner - □ Limited D General
D Individual
D Trustee
D Attorney in Fact
□ Guardian or Conservator
D Other: ______________ _
Signer is Representing: _________ _
Signer's Name: ____________ _
D Corporate Officer - Title(s): ______ _
□ Partner - □ Limited D General
D Individual □ Attorney in Fact
□ Trustee □ Guardian or Conservator
□ Other: ______________ _
Signer is Representing: _________ _
�;":��.:.�.J[��:®._��.®��:_�
©2018 National Notary Association

Page 188 ends

FAITHFUL PERFORMANCE BOND

EXECUTION COPY
BOND NUMBER: 0728666
PREMIUM: $63,223
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SUMMERHILL N40 LLC (herein designated as "Principal") have entered an agreement by which Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of the Subdivision Improvement Agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INDEMNITY COMPANY, as Surety, are held and firmly bound unto the Town, in the penal sum of six million, six hundred and fiftyfive thousand ($6,655,000) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, formally by these presents.

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

Principal and Surety further agree that, upon Town's final approval of the work, ten percent (10%) of this bond shall remain in effect to guarantee the repair and/or replacement of defective materials and/or construction, one (1) year after Town's final acceptance of the work, unless Principal posts a separate warranty bond instead.

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

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\5444311441213.9 1

Page 189 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By:

By:

Its·
{/ /---,'-l-<4-------- .,
// ------
Its 00
SMHH\54443\1441213.9 2
SURETY:

IN�DELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 190 ends

EXECUTION COPY
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 CaliforlJ,\,'l ,1 ~ /. County of a a--fn;_.- L..JJ�7?<._• On :5epf /,J 1 2,.t}I) , before me /Yl · fCn,,el/i · a Notary Public, personally appeared ' ��,; C SZ-1-D , who proved to me on the basis of satisfactory evidence to be the person(sj-whos �ame(.s) is/ai:e subscribed to the within instrument and acknowledged to me that Re/she/tl:le.y executed the same in Ri5/her/tl:le-ir authorized capacity(ies).,_ and that by l,j,;/her/tbeir signature(s� on the instrument the person(,+,- or the entity upon behalf of which the person(.s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature
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 CaliforlJi
a
County /JJ ��-'- _ of (,_b�� c,.,...,, o-----
On =��.:..!.��'?t-.9--�· before m , /J?-�, he-6{ · , a Notary Public, personally appeared n •){ v , who proved to me on the basis of satisfactory evidence to be the personis) whose name( is/afe subscribed to the within instrument and acknowledged to me that he.'sh@{lhey executed the same in his/heri'tRsir authorized capacity(is&}, and that by his/hei:LllJgir signature(sl, on the instrument the person(sr, or the entity upon behalf of which the person(s.) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature '--Jn · �
SMHH\54443\1441213.9 1
j'®®eeeemeeee @ M. RINETTI f
<
Notsry PubNc - California
� Coritra Ccsta County j Commission# 2220824 -

1.1� Comm. E.xpires Nov 5. 2021

Page 191 ends

LABOR AND MATERIALS BOND

EXECUTION COPY
BOND NUMBER: 0728666
PREMIUM: Included
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SummerHill N40 LLC (hereinafter designated as "Principal") have entered an agreement whereby Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, under the terms of the Subdivision Improvement Agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the Town to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the undersigned as Corporate Surety are held firmly bound unto the Town and all contractors, subcontractors, laborers, material suppliers and other persons employed in the performance of the Subdivision Improvement Agreement and referred to in the aforesaid Civil Code in the sum of six million, six hundred and fifty-five thousand ($6,655,000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount herein above set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the Town in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

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

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

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9 1

Page 192 ends

PRINCIPAL: SURETY:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
By: Rachel A Portger
Its: Attorney-In-Fact
B
lts
y
:

Manager
( �-
1'frorie L. Szto 2999 Oak Rd. #820
By:

Its: / sz;r.�
r Vice President [;';A"'d�d�re
S<
s
�
s';-] '-"'""--""'="---------
/ / Walnut Creek CA 94597 f .1 ' [City, State, ZIP]
J I ' �1v�--
1JJ UJ0
SMHH\54443\1441213.9 2

Page 193 ends

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the docwnent to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of Califo�
a
County of l'vfrtiOn � /{), ?£;/°j , before me, fn • f<:',nc-1/, · a Notary _
Public, personally
appeared 7 ma...p ,r C :52 +tJ , who proved to me on the basis of satisfactory evidence to be the person(sl-whose name(st is/ai.. subscribed to the within instrument and acknowledged to me that �he/lRe'f executed the same in his/her/tl.eir authorized capacity(i&s}, and that by hisfher/theirsignaturefs) on the instrument the person{&r, or the entity upon behalf of which the person(&) 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.

Signature �' � ·
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 docwnent.

State of Califon}ijl ..47
�,J County of r2__nfr,c_ C:.bo:!.!J!c
On��_!_��L_, befor7,m , rrl · K.,ht:..,/4; , a
_
Notary Public, personally
appea d ----'-='.!l..L-L.£.&<...JL'/1.-""',1;"""--� who proved to me on the basis of satisfactory evidence to be the person(s) whose name( is/= subscribed to the within instrument and acknowledged to me that he.'sh.i'lhey executed the same in his/h� authorized capacity(ies-), and that by his/h� 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 PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature
SMHH\54443\1441213.9
eeeeeeeeeef M. RINETTI
Notary Public - California 2
Contra Ccs:a County �
Commission# 2220824 -
My Comm, Expires Nov 5. 2021
September 7, 2018

Page 194 ends

POWER OF ATTORNEY

INTERNATIONAL FIDELITY INSURANCE COMPANY

ALLEGHENY CASUAL TY COMPANY
Bond#
One Newark Center, 20th Floor, Newark, New Jersey 07102-5207 PHONE: (973) 624-7200 0728666
KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY, a corporation organized and existing under the laws of the State of New Jersey, and ALLEGHENY CASUALTY COMPANY a corporation organized and existing under the laws of the State of New Jersey, having their principal office in the City of Newark, New Jersey, do hereby constitute and appoint IVAN M. MAROEVICH, JR., RACHEL A. PORTER, WILLIAM R. GRINDELL, VALERIE D. WILLIAMS-COLE PAUL F. PERLITE.

San Francisco, CA.
their true and la\Nfu! attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, ru!e, regulation, contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY, as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices.

This Power of Attorney is executed, and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 20th day of July, 2010 and by the Board of Directors of ALLEGHENY CASUALTY COMPANY at a meeting du!y held on the 1oth day of July, 2015 "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint, and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and (3) the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond, undertaking, recognizance, contract of indemnity or other written obligation in the nature thereof or related thereto, such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation, to be valid and binding upon the Corporation with the same force and effect as though manually affixed."
IN WITNESS WHEREOF. INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY have each executed and attested these presents on this 31st day of December, 2016

STATE OF NEW JERSEY
County of Essex
cJXSUA(J-y
"a
George R. James
Executive Vice President (International Fidelity Insurance Company) and Vice President (Allegheny Casualty Company)
1936 !
*
<l,j, JE\lslc--\
On this 31st day of December, 2016 , before me came the individual who executed the preceding instrument, to me personally known, and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. !N TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark, New Jersey the day and year first above written.

CERTIFICATION
Cathy Cruz a Notary Public of New Jersey
My Commission Expires April 16, 2019
I, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that [ have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home of said companies, and that the same are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in full force and effect.

IN TESTIMONY WHEREOF, I have hereunto set my hand on this day, A00436/MOC Insurance Services.

Page 195 ends

ACKNOWLEDGMENT
A notary public or ot her officer completing this
certificate verifies only the identity of t he individual who signed t he document to which this certificate is
attac hed, and not the truthfulness, accuracy, or
validity of that document.

State of California
County of_
San Francisco
On September 07 , 2018 before me , -�□
;,--=
a�ra�T-:---co=uc=h�,�N�o=t
;"'
a
:::
ry�P�u
:=
b
,;-
lic"---=--,----- (insert name and title of the officer )
personally appeared ---'-R
:"
a�c
':'
h�e�l
:-'-
P�o
'-:
rt�e�r
-:-:--;--:---:-:-----,----,-------,;--------,---,----,-------- who proved to me on the basis of satisfactory evidence to be the personfst whose namefst isi'afe subscribed to the within instrument and acknowledg ed to me th at RelsheAAey executed the same in flis,,'herltlleif aut horized capacityfiest, and that by--A-is,lhefl#leif signaturefst on the instrument the person{s},-or the entity upon behalf of which the personfst acted, executed the instrume nt.

I c ertify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature _ ___:/j=---_,.,,.,_�--+--:::.""c::..__,l,c::__:::,_� __ _ (Seal)

DARA TOUCH
Notary Public -'cau.tornia
!fl San Francis.co County j Commission# 2159426 !: My Comm. Expires Jul 9, 2020

Page 196 ends

FAITHFUL PERFORMANCE BOND

EXECUTION COPY
BOND NUMBER: 0748728
PREMIUM: $61,085
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SUMMERHILL N40 LLC (herein designated as "Principal") have entered an agreement by which Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of the Subdivision Improvement Agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INDEMNITY COMPANY, as Surety, are held and firmly bound unto the Town, in the penal sum of six million, four hundred and thirty thousand ($6,430,000) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, formally by these presents.

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9

Page 197 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By: C ;; . /. jorie L. s�
By:

Its: /2t)() ----
SMHH\54443\1441213.9 2
SURETY:

INTERNATIONAL FIDELITY INDEMNITY

COMPANY
By:

Its:

Rachel A Portger
Attorney-In-Fact
2999 Oak Rd. #820
(Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 198 ends

State of CaliforniaA ..1-.r /I -LCounty of { IJn; ru_.t. t).5 I t:A-- On !:/epl-: JI)/ ZlJ J) , before me, d'.1 - te, neg{ · , a _
Notary
_
Public, personally
appeared /1'Uw-7Pr r C $:t,. !z> , who proved to me on the basis of satisfactory evidence to be the person(� whose name(-s) is/= subscribed to the within instrument and acknowledged to me that be/she/!Aey executed the same in �/her/tlaeir authorized capacity(-i@sj, and that by Ris/her/tl..lir signature(.;.) on the instrument the person(.:.), or the entity upon behalf of which the person(sr 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.

Signature
lmeeczeeeeeeeef M. RINETTI _ __ .... ,
..
.

Not,1ry P. ub. lic - California 2
:2 �� Contra Cost• County �
-" � · .. :· Comm1ss1cn :r/. 2220824 -
My Comm. Expires Nov 5. 2021
A notary public or other officer completing this ce1tificate 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// -"'-�- A. .L County of L1n1 • p(__ LO.ST"<-- ,(/1 · ,e,, nell,
On Zell 1 , before me, 7J\Ud 1� ,6.,., f!>'C.,. , a Notary Public, personally appeared ' '"),/,g,- who pro d to me on the basis of satisfactory evidence to be the person(s}whose name( is/ai:e subscribed to the within instrument and acknowledged to me that he/sl:le/tl'ley executed the same in his/her41:leiF authorized capacity(ies), and that by hi�lherttheir signature(s.) on the instrument the person(sl, or the entity upon behalf of which the person(s1--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.

Signature '-7r; -¥�
SMHH\54443\1441213.9 1

Page 199 ends

LABOR AND MATERIALS BOND

EXECUTION COPY
BOND NUMBER: 0748728
PREMIUM: Included
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SummerHill N40 LLC (hereinafter designated as "Principal") have entered an agreement whereby Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, under the terms of the Subdivision Improvement Agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the Town to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the undersigned as Corporate Surety are held firmly bound unto the Town and all contractors, subcontractors, laborers, material suppliers and other persons employed in the performance of the Subdivision Improvement Agreement and referred to in the aforesaid Civil Code in the sum of six million, four hundred and thirty thousand ($6,430,000) for materials-.furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount herein above set forth and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the Town in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

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

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\5444311441213.9 1

Page 200 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
( 4.:f&,s.o By:

Senior Vice President
By:
f��
I � Ji
SMHH\54443\1441213.9
SURETY:

IN,�ELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
.[City, State, ZIP]
2

Page 201 ends

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 Califo3
a (j _J. Gou nty of 1>ftc., tz.SfA.___,.

On �h lo / 2o JJ , before me, )YI • ;€, ,,, e lh . a Notary Public, personally appeare /12/4 �, c.. who proved to me on the basis of satisfactory evidence to be the person(.& hose name(&) is/a... subscribed to the within instrument and acknowledged to me that be/she/tl:+@y executed the same in hl£/her/t�ir authorized capacity(.ieaj,. and that by l:!i!;/her/tl¾,.j; signature(s-) on the instrument the person(&), or the entity upon behalf of which the person(s.). acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature�•�
J:reeeer-eeereem: .. .... M. RINETTI •@"�'. · NotaN Public - California � i i�< �? Co�tra Costa County i
� ... , . Commission # 2220824 �
My Comm. Expires Nov 5, 2021
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 Californn -1 _
. A _,. County of 11·rr<'L CdS ,.....__
On --"'""c:i�-'--'-"'+<"""�i'-' before me, /rl .;e_, �e_ /4 , a Notary Public, personally appearea ,.s /l. 6,.,.- , who proved to rne on the basis of satisfactory evidence to be the person(st whose name(.;;) is/ subscribed to the within instrument and acknowledged to me that he/sl,e,'lhey executed the same in his/�ir authorized capacity(ies), and that by his/h�r signature(-&) on the instrument the person(s), or the entity upon behalf of which the person(&) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature
SMHH\54443\1441213.9
e e e e e r O e 0
M. RINETTI f Notary Public -Caiifornia
Contra Costa Coumv f Commissior: � 22208.24 My Comm. Expires Nov 5. 2021 September 7, 2018

Page 202 ends

POWER OF ATTORNEY

INTERNATIONAL FIDELITY INSURANCE COMPANY

ALLEGHENY CASUAL TY COMPANY
Bond#
One Newark Center, 20th Floor, Newark, New Jersey 07102-5207 PHONE: (973) 624-7200 0748728
KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY, a corporation organized and existing under the raws of the State of New Jersey, and ALLEGHENY CASUAL TY COMPANY a corporation organized and existing under the laws of the State of New Jersey, having their principal office in the City of Newark, New Jersey, do hereby constitute and appoint IVAN M. MAROEVICH, JR., RACHEL A. PORTER, WILLIAM R. GRINDELL, VALERIE D. WILLIAMS-COLE PAUL F. PERLITE.

San Francisco, CA.
their true and lawful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, rule, regulation, contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY, as fully and amply, to all lntents and purposes, as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices.

This Power of Attorney is executed, and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 2oth day of July, 2010 and by the Board of Directors of ALLEGHENY CASUAL TY COMPANY at a meeting duly held on the 10th day of July, 2015 "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint, and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or re!ated thereto; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and (3) the signature of any such Officer of the Corporation and the Corporation's seal may be Elffixed by facsimile t0 any power of attorney or certification given for the execution of any bond, undertaking, recognizance, contract of indemnity or other written obligation in the nature thereof or related thereto, such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seat of the Corporation, to be valid and binding upon the Corporation with the same force and effect as though manually affixed."
IN WITNESS WHEREOF, INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY have each executed and attested these presents on this 31st day of December, 2016

STATE OF NEW JERSEY
County of Essex
George R. James
Executive Vice President (International Fidelity Insurance Company) and Vice President (Allegheny Casualty Company)
On this 31st day of December, 2016 , before me.came the individual who executed the preceding instrument, to me personally known, and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies.

IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark, New Jersey the day and year first above written.

CERTIFICATION
Cathy Cruz a Notary Public of New Jersey
My Commission Expires April 1.6, 2019
I, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home of said companies, and that the same are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in full force and effect.

IN TESTIMONY WHEREOF,! have hereunto set my hand on this day, A00436/MOC Insurance Services.

Page 203 ends

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_ San Francisco
On September 07 • 2018 before rne , ------;D
c--
a=r=a
'-c
T�o=u=c=h=·�N�o�t
c"
a�ryc..c...P
c;
u"':blc-'
ic"----=--,----
(insert name and title of the officer)
personally appeared ...,
R
:"
a=c
':'
h�e�l
:-'
P_,o
'-:
rt�e�r
-::---:--:---:---:-----,------,--cc-------,---,--,-------- who proved to m e on the basis of satisfac tory evidence to be the personw whose namew ist'afe subscribed to the within instrument and acknowledged to me that fl6i'shel#\ey executed the same in flislherl#leif authorized capacityfiesh and that by-hls!hefltRe.if signaturew on the instrument the personfst, or the entity upon behalf of whi c h the personw acted, executed the instrument.

I certify under PENAL TY OF PER JU R Y under the laws of the State of California that the foregoing paragraph is true and correct.

WITN ESS my hand and official seal.

Signature __ J_.....-_L-+--u�.J.--�------ (Seal)

Page 204 ends

FAITHFUL PERFORMANCE BOND

EXECUTION COPY
BOND NUMBER: 0748729
PREMIUM: $6,745
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SUMMERHILL N40 LLC (herein designated as "Principal") have entered an agreement by which Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and m.,de a part hereof; and
WHEREAS, said Principal is required under the terms of the Subdivision Improvement Agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INDEMNITY COMPANY, as Surety, are held and firmly bound unto the Town, in the penal sum of seven hundred and ten thousand ($710,000) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, formally by these presents.

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9

Page 205 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By:
ar orie L. Szto
/
lts:+-
/--H--ll---------
By:

SMHH\54443\1441213.9 2
SURETY:

IN�IDELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 206 ends

State of California/?
County of U ,ir'r--,._.

On W /tJ Vlj , before rne, ,41, K,ke/1..,; ·
. a Notary Public, personally
appeared ¼;;-; T?Jrn:: $2.-1--,;, , who proved to me on the basis of satisfactory evidence to be the person(s) whk name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/tRey executed the same in his/her/tooir authorized capacity(i06}-, and that by hislher/tli-eir signature(s) on the instrument the personfs), or the entity upon behalf of which the person(-st 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.

Signature
M. RINETTI
Ncrarv Public - California z ., � Contra Cost� County
Commission � 2220S24
My Comm, E�pires Nov 5. 2021
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 Californi?, A -L County of l.On-frtL LlJ,£,lt:,<._.., On -=cc..e'----'--'-'-h-F=�-· beforp vie, f>1 • '1!:, ·.,chi· , a Notary Public, personally appeared YI S rt-el h.6 ,Ir who proved to me on the basis of satisfactory evidence to be the person(-s) whose name s-) is/ai:,, subscribed to the within instrument and acknowledged to me that heh,l:i@ltl:l"'-1/ executed the same in his/h�ir authorized capacity(iest, and that by his/�r signaturet,s) on the instrument the person(sj', or the entity upon behalf of which the person(sl-,acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature
SMHH\5444311441213.9
�oeeeeeeeeeee� M. RINETTI : . - Notary Public- California , f · Contra Costa Cou�ty �
J <e,-,.,:;-,v I Commission : 2220824 -
't My Comm. Expires Nov 5. 2021

Page 207 ends

LABOR AND MATERIALS BOND

EXECUTION COPY
BOND NUMBER: 0748729
PREMIUM: Included
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SummerHill N40 LLC (hereinafter designated as "Principal") have entered an agreement whereby Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, under the terms of the Subdivision Improvement Agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the Town to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the undersigned as Corporate Surety are held firmly bound unto the Town and all contractors, subcontractors, laborers, material suppliers and other persons employed in the performance of the Subdivision Improvement Agreement and referred to in the aforesaid Civil Code in the sum of seven hundred and ten thousand ($710,000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount herein above set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the Town in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

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

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9

Page 208 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By:

By:

SMHH\54443\1441213.9 2
SURETY:

INTERI\JATIONAL FIDELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 209 ends

State of California AJ -�-' County of l'.'.}n-'fy--,;. CO� )
)
On __;,��C4pe&'.!...1.__ /h. • K:..rrJ.ct/2 • , a Notary Public, personally appearea r c who proved to me on the basis of satisfactory evidence to be the person(s) hose name(.&) is/o!f6 subscribed to the within instrument and acknowledged to me that he-lshe/tb.ey executed the same in Ris/her/toor authorized capacityfiesh-and that by h-ie/her/tl.w signature(st on the instrument the person(st, or the entity upon behalf of which the person{&) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature�- �
e :e e e e e e e *l M. RINETTI
Notary Public - California :

Contra Ccs!.s Courity §;
Commission '1 2220824 -
My Comm, E�pires Nov 5. 2021
A notary public or other officer completing this ce11ificate verifies only the identity of the individual who signed the document to which this certificate is attached, aod not the truthfulness, accuracy, or validity of that document.

County
State of
of
Califort'.3nfr�
On �./. 1(), 2JtJ , beforJ;l me, /71 · /-(,h c. /1, · , a Notary Public, personally appearei:i ZVAn:s: t1e:Ji,/2 bc,c/ , who proved to me on the basis of satisfactory evidence to be the person(-&) whose na(.-) is/are subscribed to the within instrument and acknowledged to me that he/sbelthey executed the same in his/R-9-Fltl:leir authorized capacity(ieaj,. and that by his/�ir signaturefs) on the instrument the personfs), 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.

Signature '----Jn · fd6=
SMHH\54443\1441213.9 September 7, 2018

Page 210 ends

POWER OF ATTORNEY

INTERNATIONAL FIDELITY INSURANCE COMPANY

ALLEGHENY CASUAL TY COMPANY
Bond#
One Newark Center, 20th Floor, Newark, New Jersey 07102-5207 PHONE: (973) 624-7200 0748729
KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY, a corporation organized and existing under the Jaws of the State of New Jersey, and ALLEGHENY CASUAL TY COMPANY a corporation organized and existing under the laws of the State of New Jersey, having their principal office in the City of Newark, New Jersey, do hereby constitute and appoint IVAN M. MAROEVICH, JR., RACHEL A. PORTER, WILLIAM R. GRINDELL, VALERIE D. WILLIAMS-COLE PAUL F. PERLITE.

San Francisco, CA
their true and lawful attomey(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, rule, regulation, contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY, as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices.

This Power of Attorney is executed, and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 20th day of July, 2010 and by t he Board of
Directors of ALLEGHENY CASUAL TY COMPANY at a meeting duly held on the 10th day of July, 2015 "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Vice President, or Secretary of the Corporation shall have t he
power to appoint, and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and (3) the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond, undertaking, recognizance, contract of indemnity or other written obligation in the nature thereof or related thereto, such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation, to be valid and binding upon the Corporation with the same force and effect as though manually affixed."
IN WITNESS WHEREOF. INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY have each executed and attested these presents on this 31st day of December, 2016

STATE OF NEW JERSEY
County of Essex
George R. James
Executive Vice President (International Fidelity Insurance Company) and Vice President (Allegheny Casualty Company)
On this 31st day of December, 2016 , before me came the individual who executed the preceding instrument, to me personally known, and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies.

IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark, New Jersey the day and year first above written.

CERTIFICATION
Cathy Cruz a Notary Public of New Jersey
My Commission Expires April 16, 2019
I, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home of said companies, and that the same are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in full force and effect.

IN TESTIMONY WHEREOF, I have hereunto set my hand on this day, A00436/MOC Insurance Services.

Page 211 ends

ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the docum ent to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that docum ent.

State of California
County of_ San Francisco
On September 07 , 2018 before me, _ _,D""'a"'r--"a
'-c
T'--'o"-'u"-'c�h'", _,_N"o,.,t"'a
':'rye
._P'--"cub""
l"°ic'----------
(insert name and title of the officer)
personally appeared _,_R-"a"-'c'-'-h'-'e'-'-I ..,_P_,o'-'-rt-"'e'-'-r---,----,------------,------------,---,----------- who proved to me on the basis of satisfactory evidence to be the personw whose namew isi'afe subscribed to the within instrument and acknowledged to me that Retshel#ley executed the same in flistherl#leif authorized capacityfies}, and that by--Ais,'hefAAB.if signaturew on the instrument the person{s), or the entity upon behalf of which the personw acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature __ ____::(j:::._,..__j../..:!..:.J�=�-=---- (Seal) ·. DARA TOUCH
� ;) .. ·.
. Notary Pu.blic. California
i '! .
,;) San Francisco County �
z r::omm1ss1on # 2159426 � � "c•. •·1: :r,,,.,.,., ri<p1res Jul 9, 2020 � O©OY�,..,,�4 t 4@&$

Page 212 ends

FAITHFUL PERFORMANCE BOND

EXECUTION COPY
BOND NUMBER: 0748730
PREMIUM: $18,411
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SUMMERHILL N40 LLC (herein designated as "Principal") have entered an agreement by which Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of the Subdivision Improvement Agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INDEMNITY COMPANY, as Surety, are held and firmly bound unto the Town, in the penal sum of one million, nine hundred and thirty-eight thousand ($1,938,000) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, formally by these presents.

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9 1

Page 213 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Hornes LLC,
a California limited liability company
Its Manager
By:

By:

Its: C:elO
SMHH\54443\1441213.9 2
SURETY:
/lddi INTERNATIONAt FIDELITY INDEMNITY

COMPANY
By:

Its:

Rachel A Portger
Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 214 ends

State of California
County of tb� Las•� /P -IOn I) /11-�,;.,,_;;;. a Notary Public, personally appeare ,,..,· , who proved to me on the basis of satisfactory evidence to be the person(,stwho e name(,;) is/ai:., subscribed to the within instrument and acknowledged to me that b,,,lshe/tl.ey executed the same in Ftis/her/tt;i,.ir authorized capacity(i.;aj,. and that by hislher/their signature(s-) on the instrument the person('3), or the entity upon behalf of which the person(,8 acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature ��
J •
c e e e @ e e e o e e e � M.RINETTI : Notary Public -California 2 � Contra Ccsia Cou.--:?.t �
z '
. -
Comm1ssron # 2220824
MY Comm. Expires Nov 5. 2021
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 /l _ County of tJ ,.,-fr,._, UJ'6 _, On :Q-p& Jq. UI j , befor1; me, /i'1. r<,h e/1, , a
_
Notary Public, personally
appeared zi,t,,.,;r ne..rrkhe!✓ , who proved to me on the basis of satisfactory evidence to be the person(aj-whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/sAe/1I,ey executed the same in his/�ir authorized capacity(�). and that by his/b.e.c.fili.eir signature(s) on the instrument the person(sl, or the entity upon behalf of which the person(.:,) 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.

Signature � · � ,
SMHH\54443\1441213.9

Page 215 ends

LABOR AND MATERIALS BOND

EXECUTION COPY
BOND NUMBER: 0748730
PREMIUM: Included
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SummerHill N40 LLC (hereinafter designated as "Principal") have entered an agreement whereby Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, under the terms of the Subdivision Improvement Agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the Town to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the undersigned as Corporate Surety are held firmly bound unto the Town and all contractors, subcontractors, laborers, material suppliers and other persons employed in the performance of the Subdivision Improvement Agreement and referred to in the aforesaid Civil Code in the sum of one million, nine hundred and thirty-eight thousand ($1,938,000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount herein above set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the Town in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

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

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9 1

Page 216 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
:Maoage, cJ!l
Marjorie L. Szto
By:

SMHH\54443\1441213.9
. . .
2 SURETY:

IN�DELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 217 ends

State of California �r
f
County of (b,,,-ti--,,___ �n.-
)
)
On � 10, 2.DI� , before me, fJ-1' K-, hz::/1. · , a
_
Notary
_
Public, personally
appearea ;?l,uer• C ::52,:h:, , who proved to me on the basrs of satisfactory evidence to be the person(97 hose name(sl is/are subscribed to the within instrument and acknowledged to me that RB/she/tl>e3/ executed the same in ftis/her/tb€ir authorized capacity(J@s}, and that by hi&lher/tooir signature(,.) on the instrument the person{sj, or the entity upon behalf of which the person(sJ. acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature � · �
eeeeeee?:

M. RINETTI �
Nola� Pcblic- California z
Contra Costa County �
Commission# 2220824 -
My Comm. Expires Nov 5. 2021
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 Califowia ,, -I, County of {.�,-,-f-r---1<- cos "'---, On �f 10, C-()f'j , before mi,, 111 -�>?Ll54 · a Notary Public, personally appeared r ('.'A.,.-,-s /?e I f;A-htl✓ , who proved to me on the basis of satisfactory evidence to be the person(-srwhose name(&) is/are subscribed to the within instrument and acknowledged to me that he/s4e.l1Aey executed the same in his/�ir authorized capacity(i....J-, and that by his/�eir signature(sj- on the instrument the personfs-), or the entity upon behalf of which the person{;,) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature '---?'J?. �
SMHH\54443\1441213.9
,•eeeeeeeeeeee-�
• M. RINETTI " .... :
....
. Notary Public- Caliiomia z
i] :·- Contra Costa County f
. Commission # 2220824 ....

My Comm. Expires Nov 5, 2021
September 7, 2018

Page 218 ends

POWER OF ATTORNEY

INTERNATIONAL FIDELITY INSURANCE COMPANY

ALLEGHENY CASUALTY COMPANY
Bond# 0748730 --------
One Newark Center, 20th Floor, Newark, New Jersey 07102-5207 PHONE: (973) 624-7200 KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY, a corporation organized and existing under the laws of the State of New Jersey, and ALLEGHENY CASUAL TY COMPANY a corporation organized and existing under the laws of the State of New Jersey, having their principal office in the City of Newark, New Jersey, do hereby constitute and appoint IVAN M. MAROEVICH, JR., RACHEL A. PORTER, WILLIAM R. GRINDELL, VALERIE D. WILLIAMS-COLE PAUL F. PERLITE.

San Francisco, CA.
their true and lawful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, rule, regulation, contract or other.vise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY, as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices.

This Power of Attorney is executed, and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 20th day of July, 2010 and by the Board of Directors of ALLEGHENY CASUAL TY COMPANY at a meeting duly held on the 10th day of July, 2015 "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint, and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and (3) the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond, undertaking, recognizance, contract of indemnity or other written obligation in the nature thereof or related thereto, such signature and seats when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation, to be valid and binding upon the Corporation With the same force and effect as though manually affixed."
IN WITNESS WHEREOF, INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY have each executed and attested these presents on this 31st day of December, 2016

STATE OF NEW JERSEY
County of Essex
George R. James
Executive Vice President (International Fidelity Insurance Company) and Vice President (Allegheny Casualty Company)
On this 31st day of December,. 2016 , before me came .the individual who executed the preceding instrument, to me personally known, and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies.

IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark, New Jersey the day and year first above written.

CERTIFICATION
Cathy Cruz a Notary Public of New Jersey
My Commission Expires April 16, 2019
I, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home of said companies, and that the same are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in full force and effect.

IN TESTIMONY WHEREOF, I have hereunto set my hand on this day, A00436/MOC Insurance Services.

Page 219 ends

ACKNOWLEDGMENT
A nota ry public or other office r completing this
certificate verifies only the identity of the individua l who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.

State o f California
County of_ San Francisco
On September 07 , 2018
)
before me, _ ___,D=ara'--"'--T_,_o,,_u,,_c"'h-'-',----'N_,_o""t"'a ":-
ryL.!...P_,,u""
b"'-lic"'---------
(insert name a nd title of the officer)
persona lly appea red __,R-'a,,_c,,,hc.,e"'l-'P-'o"'r-"te"'r'-------------:-------,----------- who proved to me on the basis o f satisfactory evidence to be the personfsj whose namefsj istafe subscribed to the within instrument and acknowledged to me that he,lshelthey executed the same in 11iB+herl#ieif authorized capa cityfies), and tha t by-flis.Jhefi.ll'leif signa turefsj on the instrument the personfst, or the entity upon behalf of which the personfsj a cted, executed the instrument.

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

WITNESS my ha nd and official seal.

Signature ___ L)_._ __ -(:--"----.,_J__---=-------- (Seal)

Page 220 ends

FAITHFUL PERFORMANCE BOND

EXECUTION COPY
BOND NUMBER: 0748731
PREMIUM: $30,989
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SUMMERHILL N40 LLC (herein designated as "Principal") have entered an agreement by which Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of the Subdivision Improvement Agreement to furnish a bond for the faithful performance of said agreement NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INDEMNITY COMPANY, as Surety, are held and firmly bound unto the Town, in the penal sum of three million, two hundred and sixty-two thousand ($3,262,000) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, formally by these presents.

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9 1

Page 221 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By:
fJOflC L. Szto
t Vice P1 esident
By:

SMHH\54443\1441213.9 2
SURETY:

By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 222 ends

State of Californi51
County of {.fJ /l-rl?:-
On � -fJ, ZtJ fP . before me, /J7 · �hul/2 ' , a
_
Notary Public, personally
appeared ,,-n,.,,..p ,r 17:, 5�7il , who proved to me on the bas rs of satisfactory evidence to be the person(31 whose name(-s) is/are subscribed to the within instrument and acknowledged to me that ke/she/ti:u,y executed the same in h+s/her/tlreir authorized capacit�). and that by ftis/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(�) 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.

Signature � · � ·
� @ e e e e e e e e e e: a1 __ M RINETTI "-·�-. NotaryPubiic-Califomia : :f �}-(// Contra Cos� Count'j � z
:, __ �-
Commission� 2220824 �
My Comm. Expires f'lov 5, 2021
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 Californ_iij -L-- /1 _ .I
County of Cd"7' � L�
On . ;i) m. K, he fl-z' ' a Notary Public, personally
appear d _ _j��__.!.f,,,;!:l-\.il'=l�----,--� who proved to me on the basis of satisfactory evidence to be the person{s) whose na (s) is/are subscribed to the within instrument and acknowledged to me that hc/sl:lellhey executed the same in his/herAReir authorized capacity(.J.l&}, and that by his/oor:AAeir signaturets) on the instrument the persort{s), or the entity upon behalf of which the person(s+ acted, executed the instrument.

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

WITNESS my hand and official seal.
(
Signature A- �..&'
SMHH\54443\1441213.9 1
M. RINETTI
Notary Public- California z
Contra Ccsta Coun� �
Commission# 2220824
My Comm. E.xpir�s No11 5. 2021

Page 223 ends

LABOR AND MATERIALS BOND

EXECUTION COPY
BOND NUMBER: 0748731
PREMIUM: Included
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SummerHill N40 LLC (hereinafter designated as "Principal") have entered an agreement whereby Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, under the terms of the Subdivision Improvement Agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the Town to secure the'claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the undersigned as Corporate Surety are held firmly bound unto the Town and all contractors, subcontractors, laborers, material suppliers and other persons employed in the performance of the Subdivision Improvement Agreement and referred lo in the aforesaid Civil Code in the sum of three million, two hundred and sixty-two thousand ($3,262,000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the sarne in an amount not exceeding the amount _herein above set forth, and also in case suit is brought upon this bond, will pay, in addition lo the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the Town in successfully enforcing such obligation, to be awarded and fixed by the court, and lo be taxed as costs and to be included in the judgment therein rendered.

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

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\5444311441213.9 1

Page 224 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By: ('
Its:

By:

Its:

SMHH\54443\1441213.9 2
SURETY:

INT ATIONAL FIDELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
(Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 225 ends

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which !bis certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of Californ!f
County of t� efrCL,,
On 3epi-:lrJ / 21;1) , before me, [YI· �nc#c · , a
_
Notary Public, personally
appeared �,.,./ -e 52.
,,'fe , who proved to me on the basis of satisfactory evidence to be the person(-s)whse name(-stis/ar-e--subscribed to the within instrument and acknowledged to me that i'te/she/tl:iey executed the same in Ai&/her/tAeif authorized capacity(ies), and that by his/her/theifsignature,_(s) on the instrument the person(s), or the entity upon behalf of which the person\S) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature
eeeeeeeel M. RINETTI
Neta� Public- Calilornia z
Col"lir2 Ccsta County $
Commission ;; 2220824 -
My Comm. Expires Nov 5, 2021
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 CaliforQia +, County of {J)r, r,z
On �//), �i'y , before. m,e, /?1 · !Ci:O e ¢_ · , a Notary Public, personally appeared '½/4id �,{ W;/' , who proved to me on the basis of satisfactory evidence to be the person('S) whose name(s)i7are-subscribed to the within instrument and acknowledged to me that hB/she/U,ey executed the same in +,is/her/their authorized capacit� and that by ms/her/t/-;eifsignature\S) on the instrument the person(BJ, or the entity upon behalf of which the person(sj- acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature � ' �)--'
SMHH\54443\1441213.9
eneeeeeeeeeef M. RINETTI � -- · · _ .. _ _ Nola� Public- California :
� _ · _:·- Contra Costa (;ounty ::
:z · .. Commission# 2220824
· My Comm. Expires Nov 5. 2021
September 7, 2018

Page 226 ends

POWER OF ATTORNEY

INTERNATIONAL FIDELITY INSURANCE COMPANY

ALLEGHENY CASUAL TY COMPANY
Bond#
One Newark Center, 20th Floor, Newark, New Jersey 07102-5207 PHONE: (973) 624-7200 0748731
KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY, a corporation organized and existing under the !aws of the State of New Jersey, and ALLEGHENY CASUAL TY COMPANY a corporation organized and existing under the laws of the State of New Jersey, having their principal office in the City of Newark, New Jersey, do hereby constitute and appoint IVAN M. MAROEVICH, JR., RACHEL A. PORTER, WILLIAM R. GRINDELL, VALERIE D. WILLIAMS-COLE PAUL F. PERLITE.

San Francisco, CA.
their true and lawful attomey{s)-in-fact to execute, seat and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, rule, regulation, contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY, as fully and amply, to all intents and purposes, as if the same had been du!y executed and acknowledged by their regularly elected officers at their principal offices.

This Power of Attorney is executed, and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY and is granted under and by authority of the foHowing resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 2oth day of July, 2010 and by the Board of Directors of ALLEGHENY CASUALTY COMPANY at a meeting duly held on the 10th day of July, 2015 "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint, and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and (3) the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond, undertaking, recognizance, contract of indemnity or other written obligation in the nature thereof or related thereto, such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation, to be valid and binding upon the Corporation with the same force and effect as though manually affixed."
IN WITNESS WHEREOF, INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY have each executed and attested these presents on this 31st day of December, 2016

STATE OF NEW JERSEY
County of Essex
George R. James
Executive Vice President (International Fidelity Insurance Company) and Vlce President (Allegheny Casualty Company)
On this 31st day of December, 2016 , before me came the individual who executed the preceding instrument, to me personally known, and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies.

IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark, New Jersey the day and year first above written.

CERTIFICATION
Cathy Cruz a Notary Public of New Jersey
My Commission Expires April 16, 2019
I, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that 1 have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home of said companies, and that the same are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in full force and effect.

IN TESTIMONY WHEREOF, I have hereunto set my hand on this day, A00436/MOC Insurance Services.

Page 227 ends

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_ San Francisco )
On September 07 , 2018 before me, -�D=a�ra�T=o�uc�h�.---'N�o� ta��rv�P--=u,,,b"'li"-c _______ _
(insert name and title of the officer)
personally appeared ...R,c-'a""c,,,hcce,,,1-:--'
P---'o"-'rt
:-"
e"'r-,-----:---,----------:---,-------,---,---::--------,----,---,--------� who proved to me on the basis of satisfactory evidence to be the personfsj whose namefs} istare subscribed to the within instrument and acknowledged to me that he.lsheltAey executed the same in Rislherl#leif a uthorized capacityfjest,-and that by-his,'hefl#!eiF signaturefsj on the instrument the personfst, or the entity upon behalf of which the pe rsonfsj acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature __ {)_.,___�----'-----•J(_ ______ _ (Seal)

DARA TOUCH
_
Notary Public • California
� San Francisco County I
z Commission# 2159426 :':: )4 0 i;@ ;·,.JMJ 20;''''7 txpi:es Jgl ;, JD}D, l

Page 228 ends

FAITHFUL PERFORMANCE BOND

EXECUTION COPY
BOND NUMBER: 0748732
PREMIUM: $7,591
WHEREAS, the Town of Los Gatos, State of California (hereinafter called 'Town"), and SUMMERHILL N40 LLC (herein designated as "Principal") have entered an agreement by which Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of the Subdivision Improvement Agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INDEMNITY COMPANY, as Surety, are held and firmly bound unto the Town, in the penal sum of seven hundred and ninety-nine thousand ($799,000) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, formally by these presents.

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\5444311441213.9 1

Page 229 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SurnmerHill Homes LLC,
a California limited liability company
:: M,aa9
ec
ct:t
Its:

Senior Vice President
-
SURETY:
l��IDELITY INDEMNITY

COMPANY
By: Rachel A Portqer
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
By: [City, State, ZIP]
/Jti vii;y,,
Its:

SMHH\54443\1441213.9 2

Page 230 ends

State of Californja
County of l-/ .-rfru
On $$1-,1� Zo1} , before me, /YI· K, h(' fl, ·
, a
_
Notary Public, personally
appeared /YI.Itri!;✓' e, SZ:.--n> , who proved to me on the basrs of satisfactory evidence to be the perso$) who ename(&) is/are.subscribed to the within instrument and acknowledged to me that Aeishe/tl:!€y executed the same in Ais/her/tl'leir authorized capacityfies7, and that by AA;/her/tA<.ir signatureµ;) on the instrument the person(97, or the entity upon behalf of which the person{.;-) 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.

Signature
eeeee-eee:l M. R!NETTI
Notary Public - California z
Contra Costa County $
Commission : 2220824 �
My Comm. Expires Nov 5. 2021
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 Californjij
County of O ,,-fr-c,
On � JO 1 � , before me, fl'i· fe..,'11.c.4 · a Notary Public, personally appea� ' �- l?,t,1.Jhbbr , who proved to me on the basis of satisfactory evidence to be the person Ea) whose name(-s) rs/a.e subscribed to the within instrument and acknowledged to me that hel,hetthey executed the same in his/1:lsF,l!J:ieir authorized capacity{iesj, and that by his/Aefl.ll¾lir signaturefs) on the instrument the person(s-l, 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.

Signature
SMHH\54443\1441213.9
eeeeeeeee� M. RINETTl
Notary Public- Callfomia z
Contra Costa County �
Commiss:on # 2220824 �
� C!mm, Ex:es No:,;, 2,51 w

Page 231 ends

LABOR AND MATERIALS BOND

EXECUTION COPY
BOND NUMBER: 0748732
PREMIUM: Included
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SurnmerHill N40 LLC (hereinafter designated as "Principal") have entered an agreement whereby Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, under the terms of the Subdivision Improvement Agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the Town to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the undersigned as Corporate Surety are held firmly bound unto the Town and all contractors, subcontractors, laborers, material suppliers and other persons employed in the performance of the Subdivision Improvement Agreement and referred to in the aforesaid Civil Code in the sum of seven hundred and ninety-nine thousand ($799,000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount herein above set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the Town in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

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

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th; 2018.

SMHH\54443\1441213.9 1

Page 232 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager �;;:=. By.

By:
(1wi�_tJei:yiJvw
SMHH\54443\1441213.9 2
SURETY:

INT�DELITY INDEMNITY

COMPANY
By:

Its:

Rachel A Portger
Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 233 ends

State of Califord /!l ·• .1
County of � ��
On ¥ J(J i/_j) /p _, bef9re IJlE!, /JJ · j((,i,e, f/2 · , a Notary Public, personally appeared //4 ;']? .,., G ;;,;:, --rzJ , who proved to me on the basis of satisfactory evidence to be the person(stwhose namet5) isl.are subscribed to the within instrument and acknowledged to me that l:le/she/tt-ley executed the same in his/her/tli-eir authorized capacity�), and that by A-is/her/their signature�) on the instrument the person(:;,), or the entity upon behalf of which the person(,sJ 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.

Signature
M. RINETTI
Notary Public- California
Contra Costa County
Commission# 2220624
My Comm, !hpirl'li Nov 5. 2021
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 Californi?-;J
County of c ·1rrf-rt1.

On � 1(), � , before me, /rl · K-1ne 1/-, , a Notary Public, personally appe� I � �a--- ' who proved to me on the basis of satisfactory evidence to be the personfs) whose n�) is/are-subscribed to the within instrument and acknowledged to me that hc/sfw/11,e)' executed the same in his/t-lerlll,eir authorized capacity(ies), and that by his/i<Arffbr-ic.. signature(� on the instrument the personfs1, or the entity upon behalf of which the person(,sj acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature
SMHH\54443\1441213.9
M. RINETTI.

Notary Public- Ca\ifom1a
contra Costa County
Commission# 2220824
My Comm, E.xpire\. Nev 5. 2021
September 7, 2018

Page 234 ends

POWER OF ATTORNEY

INTERNATIONAL FIDELITY INSURANCE COMPANY

ALLEGHENY CASUAL TY COMPANY
Bond#
One Newark Center, 20th Floor, Newark, New Jersey 07102-5207 PHONE: (973) 624-7200 0748732
KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY I _
NSURANCE COMPANY, a corporation organized and existing under the laws of the State of New Jersey, and ALLEGHENY CASUAL TY COMPANY a corporation organized and existing under the !aws of the State of New Jersey, having their principal office in the City of Newark, New Jersey, do hereby constitute and appoint IVAN M. MAROEVICH, JR., RACHEL A. PORTER, WILLIAM R. GRINDELL, VALERIE D. WILLIAMS-COLE PAUL F. PERLITE.

San Francisco, CA.
their true and lawful attorney(s)-ln-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be a!fowed, required or permitted by law, statute, rule, regulation, contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY, as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices.

This Power of Attorney is executed, and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 2oth day of July, 2010 and by the Board of Directors of ALLEGHENY CASUALTY COMPANY at a meeting duly held on the 10th day of July, 2015 "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint, and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporatlon's seal thereto, bonds, undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and (3) the signature.of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond, undertaking, recognizance, contract of indemnity or other written obligation in the nature thereof or related thereto, such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation, to be valid and binding upon the Corporation with the same force and effect as though manually affixed."
IN WITNESS WHEREOF. INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY have each executed and attested these presents on this 31st day of December, 2016

STATE OF NEW JERSEY
County of Essex
George R. James
Executive Vice President (International Fidelity Insurance Company) and Vice President (Allegheny Casualty Company)
On this 31st day of December, 2016 , before me came the individual who executed the preceding instrument, to me personally known, and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUALTY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies.

IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark, New Jersey the day and year first above written.

CERTIFICATION
Cathy Cruz a Notary Public of New Jersey
My Commission Expires April 16, 2019
1, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home of said companies, and that the same are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in full force and effect.

IN TESTIMONY WHEREOF, I have hereunto set my hand on this day, A00436/MOC Insurance Services.

Page 235 ends

ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity o f 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_ San Francisco
On September 07, 2018 before me, -�D;:-=
a�ra�T
-:-
o�u=c=h�,�N�o=t
;=
a
c-;
ry';--'-P�u
:':
b':'lice.._-=-c----
(insert name and title of the officer)
personally appeared ---,
R
-;'-
a�c
':'
h�e=l�P�o
'-:
rt:'-'
e=r
-::-:---:------:--:------,-------,------,-,-------,--:----,---------- who proved to me o n the basis o f satisfactory evidence to be the personfst whose namefst isl'afe subscribed to the within instrument a nd acknowledged to me that Ret'shel#ley executed the same in Jcii&lherl#leiF a uthorized capacityfies},-and that by-.ruslhefltReif signaturefst on the instrument the personfsh or the entity upo n behalf of which the personfst acted, executed the inst rument.

I certify under PENAL TY OF PERJURY unde r the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature _ ____./1,,_
,,;., __ £,..,,_...__,.,/L..��---- (Seal)
'"'"'''""""-��- DARA TOUCH ...
:,,,
Notary Public - California
, l
San �rancis.co County I
· Comm1Ssion # 2159426 ':':

My Comm. E,, ires Jul 9, 2020

Page 236 ends

FAITHFUL PERFORMANCE BOND

EXECUTION COPY
BOND NUMBER: 0748733
PREMIUM: $3,705
WHEREAS, the Town of Los Gatos, State of California (hereinafter called 'Town"), and SUMMERHILL N40 LLC (herein designated as "Principal") have entered an agreement by which Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of the Subdivision Improvement Agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INDEMNITY COMPANY, as Surety, are held and firmly bound unto the Town, in the penal sum of three hundred and ninety thousand ($390,000) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, formally by these presents.

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9 1

Page 237 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By:

By:

SMHH\54443\1441213.9 2
SURETY:

IN�IDELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 238 ends

State of California //} .nJ Countyof Off/rtt., C{)�
On :fkpf;/&, ZtJ IV , before ri,e, th · /c1 >ie-./l..., · a Notary Public, personally appeared r �,, -r:' S.;z 7V , who proved to me on the basis of satisfactory evidence to be the person(&) whose name(;i-) is/are subscribed to the within instrument and acknowledged to me that 1<1€/she/thsy executed the same in Ris/her/!A€ir authorized capacity� and that by hlslher/ti,e.ir signature(&) on the instrument the person(s), or the entity upon behalf of which the person(aj 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.

Signature '--Ji,,, · �
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 Califor9}a A_ County of (,»,p-r;,... 1.-D�
On • /I} , before1
mi,, f11.-· IC, he_(-/4.' , a Notary Public, personally appeared e f A. l:Jcl✓ who proved to me on the basis of satisfactory evidence to be the person�) whose name(s is/..re subscribed to the within instrument and acknowledged to me that he.1sh@1lhey executed the same in his/her'lhsiF authorized capacity�, and that by his/heFIHrnir signaturef,s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.
� . /, ___ .. �___, Signature �
SMHH\54443\1441213.9 1
M. RINETTI
Notary Public - California Contra Costa County f Commission# 2220824 My Comm. Expires No� !L 2021

Page 239 ends

LABOR AND MATERIALS BOND

EXECUTION COPY
BOND NUMBER: 0748733
PREMIUM: Included
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SurnmerHill N40 LLC (hereinafter designated as "Principal") have entered an agreement whereby Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, under the terms of the Subdivision Improvement Agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the Town to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the undersigned as Corporate Surety are held firmly bound unto the Town and all contractors, subcontractors, laborers, material suppliers and other persons employed in the performance of the Subdivision Improvement Agreement and referred to in the aforesaid Civil Code in the sum of three hundred and ninety thousand ($390,000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount herein above set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the Town in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

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

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9

Page 240 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By:

By:
lts: __ �_0 _____ _
SMHH\54443\1441213.9 2
SURETY:
l��IDELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 241 ends

A notary public or otber officer completing this certificate verifies only the identity of tbe individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of Califo/la
County of �,.+,,-/4-
On < s'� //, OI) , before me, /11 · l'<':,hr::__J/..., · a Notary Public, personally appeared ' /72�; i C ::{?-"70 , who proved to me on the basis of satisfactory evidence to be the person(s, whoname(.,.) is/are subscribed to the within instrument and acknowledged to me that be/she/th.e.y executed the same in lais/her/tll€ir authorized capacityµesL and that by his/her/I� signature(s} on the instrument the person(,;}, or the entity upon behalf of which the person(� acted, executed the instrument.

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

WITNESS my hand and official seal.

A notary public or other officer completing this certificate verifies only tbe 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 Californj? ,,p .1_ . County of {3 nir/4_ CO £,r--e;,____;, )
)
On . /I} /J1 · /f:,'7 �/4 · , a Notary Public, personally appeare ,r , who proved to me on the basis of satisfactory evidence to be the person(,;) whose name(s) i am subscribed to the within instrument and acknowledged to me that he/she{[email protected] executed the same in his/l:leJ:ltooir authorized capacity(ies.), and that by his/� signature(.;) on the instrument the person(,;), 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.

Signature
SMHH\54443\1441213.9
• M.RINETTI neeeeeeeeeeel l - Notary Public- California z i Coritra Costa Courtly !
z Commission# 2220824
My Cmnm, t,:piiU N(IV 5. 2021
September 7, 2018

Page 242 ends

POWER OF ATTORNEY

INTERNATIONAL FIDELITY INSURANCE COMPANY

ALLEGHENY CASUAL TY COMPANY
Bond#
One Newark Center, 20th Floor, Newark, New Jersey 07102-5207 PHONE: (973) 624-7200 0748733
KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY, a corporation organized and existing under the laws of the State of New Jersey, and ALLEGHENY CASUAL TY COMPANY a corporation organized and existing under the laws of the State of New Jersey, having their princlpal office in the City of Newark, New Jersey, do hereby constitute and appoint IVAN M. MAROEVICH, JR., RACHEL A. PORTER, WILLIAM R. GRINDELL, VALERIE D. WILLIAMS-COLE PAUL F. PERLITE.

San Francisco, CA.
their true and lawful attomey(sHn-fact to execute, seal and deliver for and on its behalf as surety, any and al! bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, rule, regulation, contract or otherwise, and the execution of such instrument{s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY, as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices.

This Power of Attorney is executed, and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 20th day of July, 2010 and by the Board of Directors of ALLEGHENY CASUAL TY COMPANY at a meeting duly held on the 10th day of July, 2015 "RESOLVED, that {1) the Chief Executive Officer, President, Executive Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint, and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and {2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and {3) the signature of any such Officer of the Corporation and the Corporation's sea! may be affixed by facsimile to any power of attorney or certification given for the execution of any bond, undertaking, recognizance, contract of indemnity or other written obligation in the nature thereof or related thereto, such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation, to be valid and binding upon the Corporation with the same force and effect as though manually affixed."
IN WITNESS WHEREOF, INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY have each executed and attested these presents on this 31st day of December, 2016

STATE OF NEW JERSEY
County of Essex
c�SUA()) ...
"o
1936 !
George R. James
Executive Vice President {International Fidelity Insurance Company) and Vice President (Allegheny Casualty Company) WJEflS,,:(
On. this 31st day of- December, 2016 , before me came the individual who executed the preceding instrument, to me personally known, and, being by me duly sworn, said he ls the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies.

IN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark, New Jersey the day and year first above written.

CERTIFICATION
Cathy Cruz a Notary Public of New Jersey
My Commission Expires April 16, 201 g
I, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home of said companies, and that the same are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in full force and effect.

IN TESTIMONY WHEREOF, I have hereunto set my hand on this day, A00436/MOC Insurance Services.

Maria H. Branco, Assistant Secretary
..

Page 243 ends

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_ San Francisco
On September 07 , 2018
)
before me, -��~��~� Dara Touch. Notary Public ==-------- (insert name and title of the officer)
personally appeared ---;
R
;"
a=c
c'
h�e=l
:-'-
P�o
'--;
rt�e=r
-:-:--;---;------,--,-----:--;----;;--------,--,------,---------,--,------ who proved to me on the basis of satisfactory evidence to be the personfst whose namefst isl'are subscribed to the within instrument and acknowledged to me that Relsheltlley executed the same in fli&'her/#Jeif authorized capacityfiest, and that by-Ris/heflttleif signaturefst on the instrument the person{sh or the entity upon behalf of which the personfst acted, exec uted the instrument.

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

WITNESS my hand and official seal.
(Seal)

Page 244 ends

FAITHFUL PERFORMANCE BOND

EXECUTION COPY
BOND NUMBER: 0748734
PREMIUM: $893
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SUMMERHILL N40 LLC (herein designated as "Principal") have entered an agreement by which Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of the Subdivision Improvement Agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INDEMNITY COMPANY, as Surety, are held and firmly bound unto the Town, in the penal sum of ninety-four thousand ($94,000) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, formally by these presents.

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9 1

Page 245 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By:

By:

SMHH\5444311441213.9 2
SURETY:
,�,rr'"DCMN,>Y

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 246 ends

EXECUTION COPY
A notary public or otber 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 CaliforlJ)a 4 __ _; County of t� $Ni.- (_, �
On St,,J-:-;r! � , before m\l, . /1? · /CJ il C /4 . a Notary Public, personally appeared J·J C:. > 2,, 'rT> , who proved to me on the basis of satisfactory evidence to be the person� whose name(s) is/.:.Fe subscribed to the within instrument and acknowledged to me that Ail/she/they executed the same in A-is/her/ti,eir authorized capacity(ies), and that by 11.i,;/her/their signature(s, on the instrument the person(,}, or the entity upon behalf of which the person(aj 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.

Signature �.,, �
�eeeeeeeeeeeel M. RINETTI • Nola� Poblic - California z � Conira Costa County '$
>!: Commission# 2220824 -
My Comm. Exoires Nov 5. 2021
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 CalifoJJili':.L /v County of (,t!Jo tr&- LO�
On � /� , bel,>r\l me, /11 · K1 ;,,e � · a Notary Public, personally appea� IZt(,/fu:,lv , who proved to me on the basis of satisfactory evidence to be the person(-s) whose nam�(s) is/are subscribed to the within instrument and acknowledged to me that oo/she/tl:ley executed the same in r-tis/her/ti'teir authorized capacity(ies), and that by his/her/their signature( .. ) on the instrument the person{S), or the entity upon behalf of which the person(..) acted, executed the instrument.

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

WITNESS my hand and official seal.
�,,� Signature -- --'�-=---=====---------
SMHH\54443\1441213.9 1

Page 247 ends

LABOR AND MATERIALS BOND

EXECUTION COPY
BOND NUMBER: 0748734
PREMIUM: Included
WHEREAS, the Town of Los Gatos, State of California (hereinafter called 'Town"), and SurnrnerHill N40 LLC (hereinafter designated as "Principal") have entered an agreement whereby Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, under the terms of the Subdivision Improvement Agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the Town to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the undersigned as Corporate Surety are held firmly bound unto the Town and all contractors, subcontractors, laborers, material suppliers and other persons employed in the performance of the Subdivision Improvement Agreement and referred to in the aforesaid Civil Code in the sum of ninety-four thousand ($94,000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount herein above set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the Town in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

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

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9

Page 248 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
:."'"�"\� arjorie L. Szto
SURETY:

By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address] Its:_,__+-+-------
/, i Walnut Creek CA 94597
_767
/
7 '7--t-/!
----::::====
By: ·---[_Cit)l,-State, ZIP]
V1¼ \ruw0w
Its: C))Q
SMHH\5444311441213.9 2

Page 249 ends

State of Californ(k County of �
On � /�/ 2t)IY ,,before me, m. l<:J.;, C: 14 . ' a Notary Public, personally appe� /71,:tr fc)I"'' t: :S.v::§ , 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 Wshe/ti:l@y executed the same in -1:lis/her/tlaeir authorized capacity(-iss), and that by his/her/tlTeir signature(.;) on the instrument the person(,+, or the entity upon behalf of which the person(aj acted, executed the instrument.

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

WITNESS rny hand and official seal.

Signature
M. RINETTI Notary Public- California ConU"a Costa County Com f mission ; 2220824 My Comm. Expires Nov 5. 2021 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 Califrn;qia
Co u nty of 0 ,;'-/-r ,,,_
On ---==-=.=-'-'-"--r,.',;�'!--' before ;nk, fh · -C ;nc It, · a Notary Public, personally appeared 'tJJ r,v , who proved to me on the basis of satisfactory evidence to be the person(,;) whose name( s/are subscribed to the within instrument and acknowledged to me that he/.helth
signaturet0
ey
on
execute
the instrument
d the same
the
in
person(sj,
hiE/he�'thoir
or the
authorized
entity upon
capacity(iesj.,.
behalf of whic
and
h
that
the person(
by his/
st-
�
acted,
executed the instrument.

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

WITNESS my hand and official seal.

Signature
SMHH\54443\1441213.9
� e e en ce e :.R%E;, e e e f
� Notary Public - California
i Coni:a Costa County J
Commission# 2220824 �
My Comm. Expires Nov 5. 2021
September 7, 2018

Page 250 ends

POWER OF ATTORNEY

INTERNATIONAL FIDELITY INSURANCE COMPANY

ALLEGHENY CASUAL TY COMPANY
Bond#
One Newark Center, 20th Floor, Newark, New Jersey 07102-5207 PHONE: (973) 624-7200 0748734
KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY, a corporation organized and existing under the laws of the State of New Jersey, and ALLEGHENY CASUALTY COMPANY a corporation organized and existing under the laws of the State of New Jersey, having their principal office in the City of Newark, New Jersey, do hereby constitute and appoint IVAN M. MAROEVICH, JR., RACHEL A. PORTER, WILLIAM R. GRINDELL, VALERIE D. WILLIAMS-COLE PAUL F. PERLITE.

San Francisco, CA.
their true and !awful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, rule, regulation, contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY, as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices.

This Power of Attorney is executed, and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 20th day of July, 2010 and by the Board of Directors of ALLEGHENY CASUAL TY COMPANY at a meeting duly held on the 1 oth day of July, 2015 "RES_OLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint, and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's sea! thereto, bonds, undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and (3) the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond, undertaking, recognizance, contract of indemnity or other written obllgation in the nature thereof or related thereto, such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation, to be valid and binding upon the Corporation with the same force and effect as though manually affixed."
IN WITNESS WHEREOF, INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY have each executed and attested these presents on this 31st day of December, 2016

STATE OF NEW JERSEY
County of Essex
cP..SUA.£.7) ...
"'o
George R. James
Executive Vice President (International Fidelity Insurance Company) and Vice President (Allegheny Casualty Company)
1936 �
*
JERs'c:-."'"'-
On this 31st day of December, 2016 , before me came the individual who executed the preceding instrument, to me personally known, and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the sea!s affixed to said instrument are the Corporate Seals of said Companies; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies. lN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark, New Jersey the day and year first above written.

CERTIFICATION
Cathy Cruz a Notary Public of New Jersey
My Commission Expires April 16, 2019
I, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By-Laws of sald Companies as set forth in said Power of Attorney, with the originals on file in the home of said companies, and that the same are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in full force and effect. !N TESTIMONY WHEREOF, I have hereunto set my hand on this day, A00436/MOC Insurance Services.

Page 251 ends

ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this c ertificate is
attached, and not the truthfulness, accuracy, or
validity of that document.

State of California
County of_ San Francisco
On September 07, 2018 before me, -�D
cc._
a=r�a�T�ou=c=h�,�N�o�t=a�ry�P=ub�=lic�------
(insert name and title of the officer)
personally appeared _,
R
c'
�ac
':'
h�e�l
c"
P�o
'-:
r
:"
te�r
-c-::-c-----cc----,----,---;:-----,----,-----,-----,-.,----- who proved to me on the basis of satisfactory evidence to be the personfs} whose namefs} istaFe subscribed to the within instrument and acknowledged to me that lielsheAAey executed the same in Hi&lhert'#leif authorized capacityfiest, and that by-lw.,,lhefl#leif signaturefs} on the instrument the personfs}, or the entity upon behalf of which the personfs} acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature --�/)�k--tch-"'-��-==---- (Seal)

DARA TOUCH
Notary Public - California
San Francisco County �
Cpmmission # 2159426 ::

M Comm. E,xpires Jul 9, 2020

Page 252 ends

FAITHFUL PERFORMANCE BOND

EXECUTION COPY
BOND NUMBER: 0748735
PREMIUM: $2,917
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SUMMERHILL N40 LLC (herein designated as "Principal") have entered an agreement by which Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, said Principal is required under the terms of the Subdivision Improvement Agreement to furnish a bond for the faithful performance of said agreement.

NOW, THEREFORE, we, the Principal and INTERNATIONAL FIDELITY INDEMNITY COMPANY, as Surety, are held and firmly bound unto the Town, in the penal sum of three hundred and seven thousand ($307,000) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, formally by these presents.

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

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\54443\1441213.9 1

Page 253 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By:

By:
l:dr{aio�ie L. Szto
SMHH\54443\1441213.9 2
SURETY:

INTERNATioriii:L FIDELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
[City, State, ZIP]

Page 254 ends

State of CaliforJJia /v __ ,
County of __ t.Mf,-c..,=�--��=-
)
)
On 3/ Jo, 2d l'Y . . before me. f"l · 4e-fh · a
_
Notary
_
Public. personally
appeared /l2""".Jpr• e Sl,,-1-<> . who proved to me on the basis of satisfactory evidence to be the person(<>1 whose namefs) is/are subscribed to the within instrument and acknowledged to me that 19e/she/tooy executed the same in Ris/her/tA-eir authorized capacityfi,,s), and that by A-is/her/their signature(s, on the instrument the person(s-). or the entity upon behalf of which the person(-&) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature
e e e e e e e e e
M. RINETTI l Notary PubHc - California
Contra Ccsta County f Commission# 2220824 �
My Comm, Expires Nov 5. 2021
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 Califor
County of 6 n1n ...
)
)
On fJ:f � /() 2()1)> , before me, /VI · fGhe_l/2 · , a Notary Public, personally appe� �Vh r,::, 11n� 1../:,lf , who proved to me on the basis of satisfactory evidence to be the person(&) whose name�) is/are subscribed to the within instrument and acknowledged to me that he/shedh'-Y executed the same in his/19-efAAeir authorized capacity(ies), and that by his/herfll%lir signature(s) on the instrument the person(s). or the entity upon behalf of which the personEs) 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.

Signature
SMHH\54443\1441213.9 1
M. RINETTI �
Notary Public - California
Contra Costa COtJnty f
Commiuion f 2220824
My Comm� !:!1::pirea Nov 5. 2021

Page 255 ends

LABOR AND MATERIALS BOND

EXECUTION COPY
BOND NUMBER: 0748735
PREMIUM: included
WHEREAS, the Town of Los Gatos, State of California (hereinafter called "Town"), and SummerHill N40 LLC (hereinafter designated as "Principal") have entered an agreement whereby Principal agrees to install and complete certain designated public improvements, which agreement, dated September [DAY], 2018, and identified as the "Subdivision Improvement Agreement" is hereby referred to and made a part hereof; and
WHEREAS, under the terms of the Subdivision Improvement Agreement, Principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the Town to secure the claims to which reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the undersigned as Corporate Surety are held firmly bound unto the Town and all contractors, subcontractors, laborers, material suppliers and other persons employed in the performance of the Subdivision Improvement Agreement and referred to in the aforesaid Civil Code in the sum of three hundred and seven thousand ($307,000) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount herein above set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the Town in successfully enforcing such obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

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

Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect The Surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Subdivision Improvement Agreement or the specifications accompanying the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension, alteration or addition.

In witness whereof, this instrument has been duly executed by the Principal and Surety above named, on September 7th, 2018.

SMHH\5444311441213.9

Page 256 ends

PRINCIPAL:

SUMMERHILL N40 LLC,
a California limited liability company
By: SummerHill Homes LLC,
a California limited liability company
Its Manager
By: (
By:
__J_.JD4ru____,1�� .......... ==-
SMHH\54443\1441213.9
SURETY:

NTEI�ilrr ATINALFIDELITY INDEMNITY

COMPANY
By: Rachel A Portger
Its: Attorney-In-Fact
2999 Oak Rd. #820
[Address]
Walnut Creek CA 94597
------·
[City, State, ZIP]
2

Page 257 ends

State of Califoq;)ja
County of �,rlr-,.,,
On � Jr}. 0 IY , before me, /J1 · K.!Y?e·/h · , a Notary Public, personally appe� /?J,t,:;t7-Yi C 52---17) , who proved to me on the basis of satisfactory evidence to be the person(s)-whose name(-s) is/a.., subscribed to the within instrument and acknowledged to me that helshe/tooy executed the same in �/her/their authorized capacity(ie&), and that by Ais/her/tReif signature(,;) on the instrument the person(s,, or the entity upon behalf of which the person(st acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature '--Jn · �/$�
eeeeeeeeA� M. RINETTl
Notary Pcabiic - California z
Co11tra Costa Couniy �
Commissiori # 2220824 �
My Comm. Expires Nov 5, 2021
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 CalifortJJ? 4 , .1._ County of QrJt/',<_, Co.Jv' ""-- On � Id � , before me, /7'1 ·Kr'nc,/,t, ·
, a
_
Notary Public, personally
appeared z �rh.6tJ,-- 'who proved to me on the basis of satisfactory evidence to be the person(,;;.) whose name(& is/a.e-subscribed to the within instrument and acknowledged to me that hc/.he/lh@y executed the same in his/-Me1/ll1eir authorized capacity(ies), and that by his/h� signature(%) on the instrument the person(st, or the entity upon behalf of which the person(s.) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature
SMHH\54443\1441213.9
M. RINETTI Notary Public- California
Cont�a �Os!B County Comm1ss1on # 222oa24 hly Comm. Expires Nov 5. 2021 September 7, 2018

Page 258 ends

POWER OF ATTORNEY

INTERNATIONAL FIDELITY INSURANCE COMPANY

ALLEGHENY CASUAL TY COMPANY
Bond#
One Newark Center, 20th Floor, Newark, New Jersey 07102-5207 PHONE: (973) 624-7200 0748735
KNOW ALL MEN BY THESE PRESENTS: That INTERNATIONAL FIDELITY INSURANCE COMPANY, a corporation organized and existing under the laws of the State of New Jersey, and ALLEGHENY CASUALTY COMPANY a corporation organized and existing under the laws of the State of New Jersey, having their principal office in the City of Newark, New Jersey, do hereby constitute and appoint IVAN M. MAROEVICH, JR., RACHEL A. PORTER, WILLIAM R. GRINDELL, VALERIE D. WILLIAMS-COLE PAUL F. PERLITE.

San Francisco, CA.
their true and lawful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, rule, regulation, contract or otherwise, and the execution of such instrument(s) in pursuance of these presents, shall be as binding upon the said INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY, as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by their regularly elected officers at their principal offices.

This Power of Attorney is executed, and may be revoked, pursuant to and by authority of the By-Laws of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUALTY COMPANY and is granted under and by authority of the following resolution adopted by the Board of Directors of INTERNATIONAL FIDELITY INSURANCE COMPANY at a meeting duly held on the 2oth day of July, 2010 and by the Board of Directors of ALLEGHENY CASUALTY COMPANY at a meeting duly held on the 1oth day of July, 2015 "RESOLVED, that (1) the Chief Executive Officer, President, Executive Vice President, Vice President, or Secretary of the Corporation shall have the power to appoint, and to revoke the appointments of, Attorneys-in-Fact or agents with power and authority as defined or limited in their respective powers of attorney, and to execute on behalf of the Corporation and affix the Corporation's seal thereto, bonds, undertakings, recognizances, contracts of indemnity and other written obligations in the nature thereof or related thereto; and (2) any such Officers of the Corporation may appoint and revoke the appointments of joint-control custodians, agents for acceptance of process, and Attorneys-in-fact with authority to execute waivers and consents on behalf of the Corporation; and (3) the signature of any such Officer of the Corporation and the Corporation's seal may be affixed by facsimile to any power of attorney or certification given for the execution of any bond, undertaking, recognizance, contract of indemnity or other written obligation in the nature thereof or related thereto, such signature and seals when so used whether heretofore or hereafter, being hereby adopted by the Corporation as the original signature of such officer and the original seal of the Corporation, to be valid and binding upon the Corporation with the same force and effect as though manually affixed."
IN WITNESS WHEREOF, INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY have each executed and attested these presents on this 31st day of December, 2016

STATE OF NEW JERSEY
County of Essex
George R. James
Executive Vice President (International Fidelity Insurance Company) and Vice President (Allegheny Casualty Company)
On this 31st day of December, 2016 , before me came the individual who executed the preceding instrument, to me personally known, and, being by me duly sworn, said he is the therein described and authorized officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and of ALLEGHENY CASUAL TY COMPANY; that the seals affixed to said instrument are the Corporate Seals of said Companies; that the said Corporate Seals and his signature were duly affixed by order of the Boards of Directors of said Companies.

JN TESTIMONY WHEREOF, I have hereunto set my hand affixed my Official Seal, at the City of Newark, New Jersey the day and year first above written.

CERTIFICATION
Cathy Cruz a Notary Public of New Jersey
My Commission Expires April 16, 2019
l, the undersigned officer of INTERNATIONAL FIDELITY INSURANCE COMPANY and ALLEGHENY CASUAL TY COMPANY do hereby certify that I have compared the foregoing copy of the Power of Attorney and affidavit, and the copy of the Sections of the By-Laws of said Companies as set forth in said Power of Attorney, with the originals on file in the home of said companies, and that the same are correct transcripts thereof, and of the whole of the said originals, and that the said Power of Attorney has not been revoked and is now in full force and effect.

IN TESTIMONY WHEREOF, I have hereunto set my hand on this day, A00436/MOC Insurance Services.

Page 259 ends

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_ San Francisco
On September 07 , 2018
)
before me, _ ____,D':'
a�r�a�T
;---
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bl"'ic"---------c::---,--------
(insert name and title of the officer)
personally appeared �R�ac":'
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e�r'-:--:----:--:----:----:------:-:------,---:----,-------- who proved to me on the basis of satisfactory evidence to be the personfs} whose namefs} istare subscribe d to the within instrument and acknowledged to me that lle/sheltRey executed the same in Ri&lherAAeif authorized capacityfiest, and that by-il-i&lhefl#le+F signaturefs} on the instrument the personfst, or the entity upon behalf of which the personfs} acted, executed the instrument.

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

WITNESS my hand and official seal.
(Seal)

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ATTACHMENT 3

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TOWN OF LOS GATOS

PARKS AND PUBLIC WORKS DEPT
408-399-5770
July 6, 2022
Kevin Ebrahimi
SummerHill N40 LLC
777 California Avenue
Palo Alto, CA 94304
RE: Condition of Approval 82 – Final Grind and Overlay
Dear Mr. Ebrahimi,
This is in response to your letter of June 30, 2022 regarding the timing for the implementation of Condition of Approval (COA) 82 within the December 1, 2020 agreement between North 40 and the Town. This COA requires the grind and overlay along Los Gatos Boulevard between Lark Avenue and Burton Road, and along Lark Avenue form the Highway 17 northbound on-ramp to Los Gatos Boulevard.

With Summerhill’s suggestion to complete the grind and overlay work now rather than at the end of the work, the Town has agreed that there are benefits to expediting this work. The Town understands that this is not the typical timing for this final pavement overlay work and agrees that the Town will not look to SummerHill to repair any damage done to this section of roadway that is done by anyone other than SummerHill.

Respectfully yours,
Timm Borden
Interim Director of Parks and Public Works
Town of Los Gatos
ATTACHMENT 4

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PREPARED BY: Gitta Ungvari
Finance Director
Reviewed by: Town Manager, Assistant Town Manager, and Town Attorney 110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/20/2023
ITEM NO: 11
DATE: June 6, 2023
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Adopt a Resolution Establishing the Fiscal Year 2023/24 Gann Appropriation Limit for the Town of Los Gatos
RECOMMENDATION:

Adopt a resolution establishing the Fiscal Year (FY) 2023/24 Gann Appropriation Limit for the Town of Los Gatos.

BACKGROUND:

On November 6, 1979, California voters approved Proposition 4, commonly known as the Gann Spending Limitation Initiative, establishing Article XIIIB of the California State Constitution. This Proposition, which became effective in FY 1980/81, mandated an appropriation (spending) limit on the amount of tax proceeds that the State and most local government jurisdictions may appropriate within a fiscal year. Charges for services, fees, grants, loans, donations, and other non-tax proceeds are excluded from the spending limitation. Exemptions are also made for voter-approved debt prior to January 1, 1979 and the cost of court-related or Federal government mandates.

The Initiative was later modified by two propositions: Proposition 98 in 1988 and Proposition 111 in 1990. Proposition 98 established the return of tax revenues exceeding appropriation limit levels to the State or citizens through a process of refunds, rebates, or other means.

Proposition 111 allowed more flexibility in the appropriation calculation factors.

In December 2022, the State issued a list of subventions that included $7 million in passthrough wildfire grants that were received and distributed by the Town of Los Gatos. Since this $7 million was not secured until after the FY 2021/22 Gann Appropriation Limit was adopted, it was not included in the original tax revenue estimates. The Town was still under the FY 2021/22 Gann Appropriations Limit with the additional $7 million in tax revenues.

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PAGE 2 OF 2
SUBJECT: Adopt a Resolution Establishing the FY 2023/24 Gann Appropriations Limit for the Town of Los Gatos
DATE: June 6, 2023
DISCUSSION:

Attachment 1 for Council consideration is a resolution establishing an appropriation limit for FY 2023/24. The appropriation limit is based on population and per capita income data provided by the State of California Department of Finance. In alignment with State guidelines, the appropriation limit for FY 2023/24 was calculated using inflation and population factors comprised of the change in County or Town population (whichever is higher) and the change in California per capita personal income.

The calculation of the FY 2023/24 Gann Appropriation Limit is as follows:

The appropriation limit is the total amount of tax money that can be appropriated by the Town in FY 2023/24. The proposed FY 2023/24 budget anticipates $36,222,240 in taxes, which is $17,583,9871 less than the appropriation limit of $53,806,227.

FISCAL IMPACT:

There is not direct identifiable fiscal impact from this action.

ENVIRONMENTAL ASSESSMENT:

This is not a project defined under CEQA, and no further action is required.

Attachment:

1. Resolution establishing the Gann Appropriation Limit for FY 2023/24 Town Per Capita 2022/23 2023/24
Population Income Appropriation Appropriation Appropriation Factor Factor Factor Limit Limit

0.9980 X 1.0444 = 1.042311 X $ 51,622,037 = $ 53,806,227 FY 2023/24 Calculation

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1 of 3
Resolution 2023- June 20, 2023
DRAFT RESOLUTION 2023-

RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS ESTABLISHING THE FY 2023/24 APPROPRIATIONS LIMIT

FOR THE TOWN OF LOS GATOS
WHEREAS, Article XIIIB of the California Constitution (Limitation of Government Appropriations) was passed by the California electorate on November 6, 1979, and became effective on July 1, 1980; and
WHEREAS, Chapter 1205, Statute of 1980, Section 7900 of the California Government Code formally implements methods for governmental entities to establish and define annual appropriations limits; and
WHEREAS, the growth factors used to calculate the Annual Appropriations Limit are County or Town population change and the increase in the California per capita income; WHEREAS, in addition to the annual inflation and population adjustments, state law requires the Appropriations Limit to be adjusted in the event that the financial responsibility for providing services is transferred in whole or in part from one entity of government to another; and
THEREFORE, BE IT RESOLVED: that the Annual Appropriations Limit for the Town of Los Gatos for FY 2023/24 is $53,806,227 as reflected in Exhibit A.

ATTACHMENT 1

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2 of 3
Resolution 2023- June 20, 2023
PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos, California, held on the 20th day of June 2023 by the following vote:

COUNCIL MEMBERS:

AYES:

NAYS:

ABSENT:

ABSTAIN:

SIGNED:

MAYOR OF THE TOWN OF LOS GATOS

LOS GATOS, CALIFORNIA
DATE: __________________
ATTEST:

TOWN CLERK OF THE TOWN OF LOS GATOS

LOS GATOS, CALIFORNIA
DATE: __________________

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3 of
3 Resolution 2023- June 20, 2023

EXHIBIT A
For Beginning County Town Per Capita Ending %
YE Population Population Income Limit
Limit Factor Factor Factor Limit Increase
2010 28,426,367 1.0156 1.0108 1.0062 29,048,811 2.19%
2011 29,048,811 1.0126 1.0101 0.9746 28,667,689 -1.31%
2012 28,667,689 1.0089 1.0096 1.0251 29,669,366 3.49%
2013 29,669,366 1.0124 1.0081 1.0377 31,169,671 5.06%
2014 31,169,671 1.0157 1.0147 1.0512 33,279,977 6.77%
2015 33,279,977 1.0150 1.0102 0.9977 33,701,485 1.27%
2016 33,701,485 1.0113 1.0020 1.0382 35,384,256 4.99%
2017 35,384,256 1.0126 1.0070 1.0537 37,754,174 6.70%
2018 37,754,174 1.0081 1.0040 1.0369 39,464,396 4.53%
2019 39,464,396 1.0099 1.0050 1.0367 41,317,775 4.70%
2020 41,317,775 1.0033 0.9998 1.0385 43,050,108 4.19%
2021 43,050,108 1.0037 1.0234 1.0373 45,831,327 * 6.46% 2022 45,831,327 0.9944 0.9919 1.0573 48,186,101 ** 5.14% 2023 48,186,101 0.9931 0.9961 1.0755 51,622,037 7.13%
2024 51,622,037 0.9975 0.9980 1.0444 53,806,227 4.23%
Town Per Capita 2022/23 2023/24
Population Income Appropriation Appropriation Appropriation Factor Factor Factor Limit Limit

0.9980 X 1.0444 = 1.042311 X $ 51,622,037 = $ 53,806,227 2023/24 2023/24 Percentage
Tax Appropriation of
Revenues Limit Limit
36,222,240 / $ 53,806,227 = 67%
**The State issued a list in December 2022 per State Subventions Pursuant to Government Code Section 7903(AN) that listed the Town of Los Gatos needing to report $7 million State Subvention pass through grant. The Town is still under the Gann Appropriation Limit with the additional $7 million pass through grant from FY 2021/22.

APPROPRIATION LIMIT FACTORS
Appropriation Appropriation
June 30
FY 2023/24 Calculation
Percentage of Appropriation
*FY 2020/21 ending and FY 2021/22 beginning Appropriation Limit includes an adjustment of $130,503 to address the annexed parcels from Santa Clara County. The Town of Los Gatos increased its base by $130,503 while the County of Santa Clara decreased its base with the same amount.

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PREPARED BY: Gitta Ungvari
Finance Director
Reviewed by: Town Manager, Assistant Town Manager, and Town Attorney 110 E. Main Street Los Gatos, CA 95030 ● 406-354-6832
www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/20/2023
ITEM NO: 12
DATE: June 12, 2023
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Receive the Monthly Financial and Investment Report (April 2023).

RECOMMENDATION:

Receive the Monthly Financial and Investment Report (June 2023).

DISCUSSION:

California Government Code Section 41004 requires that the Town Treasurer submit to the Town Clerk and the legislative body a written report and accounting of all receipts, disbursement, and fund balances. The Finance Director assumes the Town Treasurer role.

Attachment 1 contains the April 2023 Monthly Financial and Investment Report which fulfills this requirement.

The Finance Commission will receive this report on June 22, 2023 at a special meeting as its regular meeting was cancelled due to lack of a quorum.

Attachment 1 includes a Fund Balance Schedule, representing estimated funding available for all funds at the end of the April 2023. The fund balances are estimated at a point in time and will be finalized at the final close of the fiscal year.

Please note that the amount in the Fund Schedule differs from the Portfolio Allocation and Treasurer’s Cash Fund Balances Summary schedule because assets and liabilities are components of the fund balance. As illustrated in the summary below, Total Cash is adjusted by the addition of Total Assets less the amount of Total Liabilities to arrive at the Ending Fund Balance – which represents the actual amount of funds available.

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PAGE 2 OF 3
SUBJECT: Monthly Financial and Investment Report (April 2023) for Fiscal Year 2022/23 DATE: June 12, 2023
DISCUSSION (continued):

As of April 30, 2023, the Town’s financial position (Assets $84.3M, Liabilities $27.0M and Fund Equity $57.3M) remains strong and there are no issues meeting financial obligations in the near future.

As of April 30, 2023, the Town’s weighted portfolio yield for investments under management was 2.77% which was below by 10 basis points the Local Agency Investment Fund (LAIF) yield of

2.87% for the same reporting period. Currently the LAIF portfolio’s weighted average maturity (WAM) is 268 days versus the Town’s longer WAM of 385 days. The longer maturity (WAM) for Town assets under management reflects the Town’s strategy to take advantage of higher yields associated with longer maturities balanced with shorter term yields available on investments held with the State’s LAIF. The Town’s weighted average rate of return on investments under management of 2.77% at the close of April was 6 basis points higher when compared to the prior months return of 2.71% reported as of March 31, 2023.

Since December 31, 2022, LAIF yields had climbed from 217 basis points (2.17%) to 2.87 basis points (2.87%) through the end of April 2023.

Staff, in coordination with the Town’s investment advisor, continued primarily replacing maturing investments with shorter to medium term maturities in the two- to three-year maturity range. These investments capture current yields that exceed the rates expected to be earned in the LAIF pool during that same time period. The State LAIF pool typically lags the market when current market yields are either increasing or decreasing.

On March 22, 2023, the Federal Reserve voted to approve a ¼ percentage basis point increase from 4.75% to 5.00%. This action was followed with an additional hike in May 2023 from 5.00% to 5.25%. Through these actions over time, the Federal Open Market Committee’s (FOMC) goal is to bring year to year inflation to its targeted level of 2%. The labor market showed signs of loosening. Job openings fell to the lowest level since March 2021, albeit they remained well above pre-pandemic levels. Temporary workers saw the most job losses (and are considered the first to lose their jobs when the labor market turns). Wage growth fell from 4.6% to 4.2%, the lowest since June 2021, however, the unemployment rate fell from 3.6% to 3.5%, despite an uptick in the participation rate.

Total Cash $ 74,868,304
Plus: Assets $ 9,451,020
Less: Liabilities $ (26,974,112)
Estimated Fund Balance $ 57,345,212
Reconciling Cash to Fund Balance

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PAGE 3 OF 3
SUBJECT: Monthly Financial and Investment Report (April 2023) for Fiscal Year 2022/23 DATE: June 12, 2023
DISCUSSION (continued):

The Town's investments are in compliance with the Town's Investment Policy dated February 21, 2023 and also in compliance with the requirements of Section 53600 at seq. of the California State Code. Based on the information available, the Town has sufficient funds to meet the cash demands for the next six months.

CONCLUSION:

Receive the Monthly Financial and Investment Report (April 2023).

Attachment:

1. Financial and Investment Report (April 2023)

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Weighted Average YTM Portfolio Yield on Investments
under Management 2.77%
Weighted Average Maturity (days) 385
This Month Last Month One year ago
Portfolio Allocation & Treasurer's Cash Balances $71,050,021 $69,108,644 $76,134,869 Managed Investments $47,121,309
Local Agency Investment Fund $12,034,229
Reconciled Demand Deposit Balances $11,894,483
Portfolio Allocation & Treasurer's Cash Balances $71,050,021 Benchmarks/ References:

Town's Average Yield 2.77% 2.71% 1.27%
LAIF Yield for month 2.87% 2.83% 0.52%
3 mo. Treasury 5.08% 4.80% 0.85%
6 mo. Treasury 5.04% 4.91% 1.41%
2 yr. Treasury 4.01% 4.03% 2.72%
5 yr. Treasury (most recent) 3.49% 3.58% 2.96%
10 Yr. Treasury 3.43% 3.47% 2.94%
Town of Los Gatos
Summary Investment Information
April 30, 2023
0 - 1 year
63%
1 - 2 years
18%
2 - 3 years
10%
3 - 5 years
9%
Portfolio Maturity Profile
Compliance: The Town's investments are in compliance with the Town's investment policy dated February 21, 2023 and also in compliance with the requirements of Section 53600 at seq. of the California State Code. Based on the information available, the Town has sufficient funds to meet the cash demands for the next six months.

Page 1 ends

ATTACHMENT 1

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Month YTD
Cash & Investment Balances - Beginning of Month/Period $ 70,079,332.41 $72,886,942.83 Receipts 10,573,784.09 56,051,425.66
Disbursements (9,603,095.73) (54,070,064.86)
Cash & Investment Balances - End of Month/Period $71,050,020.77 $74,868,303.63 Portfolio Allocation Amount % of Portfolio
Max. % or $ Allowed
per State Law or Policy
BNY MM $188,410.77 0.32% 20% of Town Portfolio
US Treasury Notes $14,388,386.25 24.32% No Max. on US Treasuries Government Agency Debenture Notes $18,871,374.65 31.90% No Max. on Non-Mortgage Backed Corporate Medium Term Bonds $13,673,137.01 23.11% 30% of Town Portfolio Local Agency Investment Fund $12,034,228.67 20.34% $75 M per State Law Subtotal - Investments 59,155,537.35 100.00%
Reconciled Demand Deposit Balances 11,894,483.42
Total Portfolio Allocation & Treasurer's Cash Balances $71,050,020.77 Town of Los Gatos
Portfolio Allocation & Treasurer's Cash Balances
April 30, 2023
BNY MM

0.32% US Treasury Notes

24.32%
Government Agency Debenture
Notes

31.90%
Corporate Medium Term Bonds

23.1%
Local Agency Investment Fund

20.3%
Portfolio Investment Allocation
$70.1 M
$0.0 M
$10.0 M
$20.0 M
$30.0 M
$40.0 M
$50.0 M
$60.0 M
$70.0 M
$80.0 M
$90.0 M
Apr-22 May-22 Jun-22 Jul-22 Aug-22 Sep-22 Oct-22 Nov-22 Dec-22 Jan-23 Feb-23 Mar-23 Apr-23 Treasurer's Fund Balances

Page 2 ends

Apr. 2023 Apr. 2023 Apr. 2023
Beginning Deposits Interest/ Ending
Balance Realized Gain/Adj. Earnings Withdrawals Balance Non-Treasury Funds:

Cert. of Participation 2002 Series A Reserve Fund $ 688,345.29 $ 2,368.18 $ 690,713.47 Note 1 Cert. Of Participation 2010 Ser A Lease Pymt Fund 31.65 0.04 31.69 Note 1 Cert. of Participation 2002 Lease Payment Fund 8,524.81 29.28 8,554.09 Note 1 Cert. of Participation 2010 Series Reserve Fund 1,304,109.92 4,927.08 1,309,037.00 Note 2 Total Restricted Funds: $ 2,001,011.67 $ - $ 7,324.58 $ - $ 2,008,336.25 CEPPT IRS Section 115 Trust 1,392,175.23 11,137.56 $ 1,403,312.79 Grand Total COP's and CEPPT Trust $ 3,393,186.90 $ - $ 18,462.14 $ - $ 3,411,649.04 These accounts are not part of the Treasurer's fund balances reported elsewhere in this report, as they are for separate and distinct entities.

Note 1: The three original funds for the Certificates of Participation 2002 Series A consist of construction funds which will be expended over the next few years, reserve funds which will guarantee the payment of lease payments, and a third fund for the disbursement of lease payments and initial delivery costs.

Note 2: The 2010 COP Funds are all for the Library construction, reserves to guarantee lease payments, and a lease payment fund for the life of the COP issue. The COI fund was closed in September 2010.

Note 3: The CEPPT Section IRS Section 115 Trust was established as an irrevocable trust dedicated to accumulate resources to fund the Town's unfunded liabilities related to pension and other p Town of Los Gatos
Non-Treasury Restricted Fund Balances
April 30, 2023

Page 3 ends

Page 273 ends

July 2022 $ 60,107.76
August 2022 61,456.65
September 2022 60,153.38
October 2022 68,965.25
November 2022 68,430.71
December 2022 77,485.61
January 2023 80,998.58
February 2023 79,760.25
March 2023 96,693.30
April 2023 97,627.16
May 2023
June 2023
$ 751,678.65
Interest by Month
Town of Los Gatos
Statement of Interest Earned
April 30, 2023

Page 4 ends

Town of Los Gatos Investment Schedule
April 30, 2023
Market Value Maturity Yield to Interest Interest Interest Days Deposit Par Original Market Above (Under) Purchased Date or Maturity Received Earned Earned to Institution CUSIP # Security Coupon Date Value Cost Value Cost Interest Call Date or Call to Date Prior Yrs. Current FY Maturity US Treasury 91282CAP6 US Treasury Note 0.13% 6/30/2021 1,000,000.00 995,390.63 978,670.00 (16,720.63) 10/15/2023 0.33% $ 2,240.44 $ 3,260.06 $ 2,715.23 168 Toyota Motor Credit 89236THA6_1 Corporate Bond 1.35% 04/12/21 500,000.00 510,580.00 494,180.00 (16,400.00) 8/25/2023 0.45% $ 12,618.75 $ 2,780.30 $ 1,903.63 117 Toyota Motor Credit 89236THA6 Corporate Bond 1.35% 1/11/2022 1,100,000.00 1,107,315.00 1,087,196.00 (20,119.00) 8/25/2023 0.94% $ 16,665.00 $ 4,812.29 $ 8,605.51 117 US Treasury 91282CDD0 US Treasury Note 0.38% 1/13/2022 1,100,000.00 1,090,675.78 1,075,547.00 (15,128.78) 10/31/2023 0.85% $ 5,344.27 $ 4,286.54 $ 7,756.60 184 US Treasury 91282CCN9 US Treasury Note 0.13% 1/13/2022 1,200,000.00 1,188,375.00 1,185,192.00 (3,183.00) 7/31/2023 0.75% $ 1,573.37 $ 4,153.18 $ 7,515.27 92 FFCB 3133EKMX1 Gov. Agency Debenture 2.23% 8/2/2019 1,000,000.00 1,014,400.00 978,810.00 (35,590.00) 2/23/2024 1.90% $ 84,925.83 $ 55,756.94 $ 15,945.54 299 FFCB 3133EMBE1 Gov. Agency Debenture 0.30% 10/8/2020 1,600,000.00 1,598,000.00 1,530,960.00 (67,040.00) 3/28/2024 0.34% $ 11,853.34 $ 9,279.41 $ 4,477.68 333 FFCB 3133EMCQ3 Gov. Agency Debenture 0.28% 10/16/2020 2,000,000.00 1,998,000.00 1,956,080.00 (41,920.00) 10/13/2024 0.31% $ 13,953.33 $ 10,396.24 $ 5,081.12 532 Apple 037833DB3 Corporate Bond 2.90% 12/20/2022 1,300,000.00 1,228,591.00 1,246,674.00 18,083.00 6/21/2027 4.19% $ 8,587.22 $ - $ 19,220.82 1513 Home Depot 437076BM3 Corporate Bond 3.00% 8/4/2022 1,000,000.00 991,960.00 971,450.00 (20,510.00) 1/1/2026 3.04% $ 19,750.00 $ - $ 23,845.35 977 US Treasury 912828ZW3 US Treasury Note 0.25% 8/9/2022 350,000.00 322,096.88 323,218.00 1,121.12 6/30/2025 3.16% $ 342.39 $ - $ 7,608.66 792 IBM 459200JY8 Corporate Bond 3.00% 3/25/2021 1,000,000.00 1,071,040.00 979,470.00 (91,570.00) 5/15/2024 0.71% $ 49,166.67 $ 9,358.41 $ 6,157.91 381 US Treasury 912828R28 US Treasury Note 1.63% 7/2/2019 500,000.00 497,246.09 500,000.00 2,753.91 4/30/2023 1.77% $ 31,109.04 $ 26,507.80 $ 7,365.97 0 Freddie Mac 3137EAEN5 Gov. Agency Debenture 2.75% 7/19/2019 2,000,000.00 2,072,358.00 1,993,760.00 (78,598.00) 6/19/2023 1.79% $ 187,916.67 $ 107,829.55 $ 30,436.57 50 FFCB 3133EN5V8 Gov. Agency Debenture 4.13% 1/17/2023 236,000.00 239,174.20 238,331.68 (842.52) 162.25 1/11/2027 3.76% $ (162.25) $ - $ 2,522.43 1352 US Treasury 91282CBT7 US Treasury Note 0.75% 9/30/2022 800,000.00 712,565.18 734,376.00 21,810.82 3/31/2026 4.14% $ 3,000.00 $ - $ 17,988.99 1066 FFCB 3133ENP95 Gov. Agency Debenture 4.25% 9/30/2022 900,000.00 900,939.60 903,636.00 2,696.40 9/30/2025 4.14% $ 19,125.00 $ - $ 22,034.69 884 US Treasury 91282CDA6 US Treasury Note 0.25% 1/31/2022 1,100,000.00 1,085,222.44 1,079,199.00 (6,023.44) 9/30/2023 1.07% $ 3,195.74 $ 4,781.92 $ 9,691.36 153 US Treasury 91282CAW1 US Treasury Note 0.25% 7/15/2021 1,200,000.00 1,199,437.50 1,170,048.00 (29,389.50) 11/15/2023 0.27% $ 4,002.72 $ 3,107.52 $ 2,699.10 199 American Honda 02665WCZ2 Corporate Bond 2.40% 11/27/2019 1,000,000.00 1,012,410.01 971,400.00 (41,010.01) 6/27/2024 2.12% $ 84,733.34 $ 55,189.68 $ 17,735.37 424 JP Morgan Chase 46625HRS1 Corporate Bond 3.20% 9/23/2022 500,000.00 474,660.00 482,810.00 8,150.00 3/15/2026 4.70% $ 3,644.44 $ - $ 13,973.10 1050 Honeywell Int'l. 438516BW5 Corporate Bond 2.30% 11/20/2019 1,000,000.00 1,014,660.00 970,360.00 (44,300.00) 7/15/2024 1.64% $ 73,983.33 $ 51,828.99 $ 16,533.07 442 Caterpillar Financial Serv 14913Q2V0 Corporate Bond 2.85% 2/23/2021 1,000,000.00 1,077,370.00 978,800.00 (98,570.00) 5/17/2024 0.44% $ 49,400.00 $ 6,129.72 $ 3,787.47 383 FNMA 3135G0V75 Gov. Agency Debenture 1.75% 10/17/2019 1,100,000.00 1,105,833.30 1,064,327.00 (41,506.30) 7/2/2024 1.63% $ 62,081.25 $ 48,706.74 $ 15,001.87 429 US Bancorp 91159HHV5 Corporate Bond 3.38% 12/24/2019 1,000,000.00 1,049,040.00 983,880.00 (65,160.00) 1/5/2024 2.12% $ 105,093.75 $ 54,380.13 $ 17,988.64 250 FHLB 3133834G3 Gov. Agency Debenture 2.13% 3/11/2021 1,400,000.00 1,460,522.00 1,395,702.00 (64,820.00) 6/9/2023 0.19% $ 51,897.22 $ 3,664.98 $ 2,340.66 40 FFCB 3133EKQA7 Gov. Agency Debenture 2.08% 10/21/2019 1,000,000.00 1,019,780.00 966,600.00 (53,180.00) 9/10/2024 1.66% $ 70,431.11 $ 45,130.78 $ 13,957.03 499 PNC Financial 69349LAM0 Corporate Bond 3.80% 2/7/2022 1,000,000.00 1,033,470.00 994,760.00 (38,710.00) 6/25/2023 1.49% $ 36,733.33 $ 5,372.34 $ 11,420.93 56 FHLB 3135G05X7 Gov. Agency Debenture 0.38% 6/10/2022 1,200,000.00 1,102,952.40 1,102,452.00 (500.40) 8/25/2025 3.04% $ 3,187.50 $ 1,902.68 $ 28,920.70 848 US Treasury 912828ZL7 US Treasury Note 0.38% 4/12/2022 1,700,000.00 1,583,927.57 1,579,878.00 (4,049.57) 4/30/2025 2.72% $ 6,691.99 $ 9,611.14 $ 36,984.65 731 JP Morgan Chase 46625HJT8 Corporate Bond 3.88% 9/23/2019 1,400,000.00 1,485,414.00 1,387,008.00 (98,406.00) 2/1/2024 2.39% $ 182,038.89 $ 96,022.89 $ 28,873.35 277 American Honda 02665WDH1 Corporate Bond 1.95% 2/14/2020 600,000.00 603,756.00 599,604.00 (4,152.00) 5/10/2023 1.75% $ 33,995.00 $ 25,034.14 $ 8,777.83 10 US Treasury 912828V23 US Treasury Note 2.25% 11/29/2021 1,000,000.00 1,032,933.04 982,660.00 (50,273.04) 12/31/2023 0.66% $ 24,456.52 $ 3,924.44 $ 5,601.09 245 US Treasury 91282CBE0 2 US Treasury Note 0.13% 10/7/2021 1,000,000.00 994,768.98 966,910.00 (27,858.98) 1/15/2024 0.36% $ 1,589.67 $ 2,587.41 $ 2,957.04 260 FHLB 3130ALH98 Gov. Agency Debenture 0.25% 2/26/2021 1,000,000.00 997,610.00 960,100.00 (37,510.00) 2/26/2024 0.33% $ 5,000.00 $ 4,416.63 $ 2,745.72 302 FHLB 3130AQF65 Gov. Agency Debenture 1.25% 11/30/2022 1,300,000.00 1,160,559.40 1,189,396.00 28,836.60 12/21/2026 4.15% $ 947.92 $ - $ 20,930.11 1331 US Treasury 912828U57 US Treasury Note 2.13% 7/31/2019 1,000,000.00 1,011,875.00 983,870.00 (28,005.00) 11/30/2023 1.84% $ 70,833.33 $ 54,014.24 $ 15,418.15 214 US Treasury 912828X70 US Treasury Note 2.20% 12/30/2019 1,000,000.00 1,010,589.29 972,270.00 (38,319.29) 4/30/2024 1.75% $ 73,703.30 $ 48,922.73 $ 16,289.72 366 US Treasury 912828XT2 US Treasury Note 2.00% 10/31/2019 1,000,000.00 1,015,667.41 970,470.00 (45,197.41) 5/31/2024 1.64% $ 61,639.34 $ 44,208.50 $ 13,812.32 397 American Honda 02665WCQ2 Corporate Bond 3.63% 9/14/2021 950,000.00 1,012,871.00 943,578.00 (69,293.00) 10/10/2023 0.41% $ 54,143.40 $ 3,232.93 $ 3,400.73 163 FFCB 3133EJ3Q0 Gov. Agency Debenture 2.88% 8/28/2019 1,500,000.00 1,587,503.75 1,478,010.00 (109,493.75) 12/21/2023 2.12% $ 142,911.46 $ 64,945.24 $ 19,038.91 235 US Treasury 91282CBE0 US Treasury Note 0.13% 9/15/2021 650,000.00 647,615.46 628,491.50 (19,123.96) 1/15/2024 0.28% $ 1,081.87 $ 1,447.14 $ 1,527.53 260 FHLB 3130APJH9 Gov. Agency Debenture 0.75% 1/17/2023 1,000,000.00 907,010.00 913,210.00 6,200.00 10/28/2026 4.17% $ 2,104.17 $ - $ 9,057.00 1277 FFCB 3133EN5N6 Gov. Agency Debenture 4.00% 2/8/2023 1,700,000.00 1,706,732.00 1,721,029.00 14,297.00 6,044.44 1/6/2028 3.91% $ (6,044.44) $ - $ 14,786.29 1712 Subtotal $ 46,886,000.00 $ 46,932,897.91 $ 45,614,373.18 $ (1,318,524.73) $ 6,206.69 $ 1,671,485.22 $ 876,983.63 $ 545,431.69 BNY MM Money Market 188,410.77 188,410.77 0.00 0.00% 1
LAIF State Investment Pool 12,034,228.67 11,871,890.88 (162,337.79) 2.87% 144,611.64 1 $59,155,537.35 $57,674,674.83 ($1,480,862.52) $6,206.69 $ 1,671,485.22 $ 876,983.63 $ 690,043.33 Matured Assets
IBM 459200HG9 Corporate Bond 8/8/2019 1,000,000.00 995,010.00 8/1/2022 2.05% $ 55,885.42 $ 59,141.32 $ 1,790.47 JP Morgan Chase 46625HJE1 Gov. Agency Debenture 2/11/2020 900,000.00 934,587.00 9/23/2022 1.74% $ 76,537.50 $ 38,210.60 $ 3,733.22 Treasury 912828L57 US Treasury Note 7/22/2019 1,200,000.00 1,197,988.40 9/30/2022 2.09% $ 67,016.39 $ 63,644.66 $ 5,451.87 Treasury 912828M80 US Treasury Note 7/22/2019 1,000,000.00 1,006,175.23 11/30/2022 1.81% $ 67,158.47 $ 53,444.10 $ 7,613.55 BankAmerica Corp 06051GHC6 Corporate Bond 10/9/2020 1,300,000.00 1,366,287.00 12/20/2023 0.66% $ 85,805.92 $ 31,569.88 $ 15,257.94 FFCB 3133EKVF0 Gov. Agency Debenture 1.88% 7/22/2019 1,000,000.00 999,630.00 1/17/2023 1.89% $ 65,364.58 $ 55,482.90 $ 10,383.67 Freddie Mac 3133EKKT2 Gov. Agency Debenture 2.25% 6/24/2019 1,550,000.00 1,573,188.00 2/8/2023 1.82% $ 135,043.75 $ 86,008.42 $ 17,404.61 Total Investments "Matured" $ 61,635.32
Total Interest FY 22_23 Matured and Current $ 751,678.65 Maturity Profile Amount Percent
0-1 year $ 37,001,773.02 63%
1-2 years $10,325,350.01 18%
2-3 years $6,089,101.63 10%
3-5 years $ 5,242,066.60 9%
$58,658,291.26

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Security Description Maturity Date Par/Shares Moody Rating S&P Rating Insight ESG Rating Environment Social Governance AMERICAN HONDA FINANCE 1.95% 10MAY2023 5/10/2023 $ 600,000 A3 A- 2 1 3 3 PNC BANK NA 3.8% 25JUL2023 (CALLABLE 25JUN23) 7/25/2023 $ 1,000,000 A3 A- 3 2 4 3 TOYOTA MOTOR CREDIT CORP 1.35% 25AUG2023 8/25/2023 $ 1,600,000 A1 A+ 3 1 3 4 AMERICAN HONDA FINANCE 3.625% 10OCT2023 10/10/2023 $ 950,000 A3 A- 2 1 3 3 JPMORGAN CHASE & CO 3.875% 01FEB2024 2/1/2024 $ 1,400,000 A1 A- 3 1 3 4 US BANCORP 3.375% 05FEB2024 (CALLABLE 05JAN24) 2/5/2024 $ 1,000,000 A2 A+ 3 3 4 3 IBM CORP 3.0% 15MAY2024 5/15/2024 $ 1,000,000 A3 A- 2 1 2 3 CATERPILLAR FIN SERVICES 2.85% 17MAY24 5/17/2024 $ 1,000,000 A2 A 4 4 3 4 AMERICAN HONDA FINANCE 2.4% 27JUN2024 6/27/2024 $ 1,000,000 A3 A- 2 1 3 3 HONEYWELL INTERNATIONAL 2.3% 15AUG2024 (CALLABLE 15JUL24) 8/15/2024 $ 1,000,000 A2 A 4 4 5 4 HOME DEPOT INC. 3% 01APR2026 (CALLABLE 01JAN2026) 4/1/2026 $ 1,000,000 A2 A 2 2 2 2 JPMORGAN CHASE & CO 3.2 15JUN2026 (CALLABLE 15MAR2026) 6/15/2026 $ 500,000 A1 A- 3 1 3 4 APPLE INC. 2.9% 12SEP2027 (CALLABLE 12JUN2027) 9/12/2027 $ 1,300,000 Aaa AA+ 4 1 4 5 Total/Average $ 13,350,000 2.8 1.8 3.2 3.5
*ESG ratings are from 1 to 5, with 1 as the highest rating and 5 as the lowest. All ratings are weighted by industry rankings, based on the importance of the category within the individual industry.

Town of Los Gatos
Insight ESG Ratings as of April 30, 2023

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Fund Schedule
Fund
Number Fund Description
Current
Revenue
Current
Expenditure Transfer In
Transfer
Out

GENERAL FUND
Non-Spendable:

Loans Receivable 159,000 - - - - - 159,000
Restricted Fund Balances:

Pension 690,000 - - - - - 690,000
Committed Fund Balances:

Budget Stablization 5,991,566 - - - - - 5,991,566
Catastrphic 5,991,566 - - - - - 5,991,566
Pension/OPEB 300,000 - - - - - 300,000
Assigned Fund Balances:

Open Space 410,000 - - - - - 410,000
Sustainability 140,553 - - - - - 140,553
Capital/Special Projects 11,071,231 (15,498) - - - - 11,055,733 Carryover Encumbrances 33,145 - - - - - 33,145
Compensated Absences 1,519,147 - - - - - 1,519,147
Measure G District Sales Tax 590,581 - - - - - 590,581
Unassigned Fund Balances:
111 Other Unassigned Fund Balance Reserve (Pre YE distribution - 803,092 7,102,596 (3,390,763) - - 4,514,925 General Fund Total 26,896,789 787,594 7,102,596 (3,390,763) - - 31,396,216 April 2023 Prior Year
Carryforward
7/1/2022
Increase/
(Decrease)
July-March
Estimated Fund
Balance
4/30/2023*

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Fund Schedule
Fund
Number Fund Description
Current
Revenue
Current
Expenditure Transfer In
Transfer
Out

SPECIAL REVENUE
211/212 CDBG 166,654 - - - - - 166,654
222 Urban Runoff (NPDES) 451,558 111,854 29,996 (13,214) - - 580,194 231-236 Landscape & Lighting Districts 174,236 4,174 - (2,333) - - 176,077 241 ARPA - 3,614,872 - - - - 3,614,872
251 Los Gatos Theatre 19,500 4,090 14,350 (12,184) - - 25,756 711-716 Library Trusts 555,254 (20,208) 92 (2,374) - - 532,764 Special Revenue Total 1,367,202 3,714,782 44,438 (30,105) - - 5,096,317

CAPITAL PROJECTS
411 GFAR - General Fund Appropriated Reserve 14,783,787 (90,422) 74,058 (290,071) - - 14,477,352 421 Grant Funded Projects (948,603) 647,205 - (6,912) - - (308,310) 461-463 Storm Basin Projects 3,218,811 (114,977) 4,500 (1,265) - - 3,107,069 471 Traffic Mitigation Projects 405,570 - 109 (109) - - 405,570 472 Utility Undergrounding Projects 3,302,514 68,041 - - - - 3,370,555 481 Gas Tax Projects 1,836,068 (654,662) 121,175 - - - 1,302,581 Capital Projects Total 22,598,147 (144,815) 199,842 (298,357) - - 22,354,817

INTERNAL SERVICE FUNDS
611 Town General Liability 803,292 (494,474) - (14,313) - - 294,505 612 Workers Compensation 1,295,185 (15,866) 15,469 - - - 1,294,788 621 Information Technology 2,990,932 104,316 2,853 (34,116) - - 3,063,985 631 Vehicle & Equipment Replacement 2,222,395 119,565 52,939 (80,150) - - 2,314,749 633 Facility Maintenance 928,481 (43,338) - (112,437) - - 772,706 Internal Service Funds Total 8,240,285 (329,797) 71,261 (241,016) - - 7,740,733 Trust/Agency
942 RDA Successor Agency (7,607,527) (1,635,203) - (141) - - (9,242,871) Trust/Agency Fund Total (7,607,527) (1,635,203) - (141) - - (9,242,871) Total Town 51,494,896 2,392,561 7,418,137 (3,960,382) - - 57,345,212 * Interfund transfers and ARPA funding allocation to be performed as part of the fiscal year end closing entries.

Deposit Accounts of Interest:
111-23541 General Plan Update deposit account balance $966,070 111-23521 BMP Housing deposit account balance $3,887,661 Prior Year
Carryforward
7/1/2022
Increase/
(Decrease)
July-March
April 2023 Estimated Fund
Balance
4/30/2023*

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Item #13 has been removed

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PREPARED BY: James Watson
Senior Civil Engineer
Reviewed by: Town Manager, Assistant Town Manager, Town Attorney, Finance Director, Community Development Director, and Parks and Public Works Director 110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832 www.losgatosca.gov

TOWN OF LOS GATOS

COUNCIL AGENDA REPORT
MEETING DATE: 06/20/2023
ITEM NO: 14
DATE: June 2, 2023
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Authorize the Town Manager to Execute a Second Amendment to the Agreement for Consultant Services with CSG Consultants, Inc. to Extend the Term and Time of Performance to June 30, 2025, Revise the Compensation Approach, and Increase the Minimum Scope of Insurance of the Agreement RECOMMENDATION:

Authorize the Town Manager to execute a Second Amendment to the Agreement for consultant services with CSG Consultants, Inc. (Attachment 1) to extend the term and time of performance to June 30, 2025, revise the compensation approach, and increase the minimum scope of insurance of the Agreement.

BACKGROUND:

The Town of Los Gatos contracts with CSG Consultants, Inc. to augment staff capacity for plan review and construction inspection services on the North 40 Phase 1 project. On April 17, 2018, the Town Manager executed an Agreement for Consultant Services for engineering, inspection, and project management services with CSG Consultants, Inc., in an amount not to exceed $500,000 with a term and time of performance through June 30, 2023.

On March 19, 2019, the Town Council authorized a budget adjustment in the amount of $600,000 to recognize developer fees collected in Fiscal Year 2017/18 for the North 40 Project to allow for project review and inspection costs. On September 3, 2019, the Town Council authorized the Town Manager to execute a First Amendment to Agreement for Consultant Services with CSG Consultants, Inc. (Exhibit A) for engineering, inspection, and project management services in the amount not to exceed $600,000 and no change to the term.

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PAGE 2 OF 3
SUBJECT: Authorize the Town Manager to Execute a Second Amendment to the Agreement for Consultant Services with CSG Consultants, Inc. to Provide Services for Phase 2 of the North 40 Project, Extending the Term to June 30, 2025 DATE: June 2, 2023
DISCUSSION:

The North 40 project construction continues. Although residential construction is largely complete, several commercial structures remain to be completed. Staff recommends CSG Consultants continue to provide engineering, inspection, and project management services leveraging the in-depth knowledge of the project's complexities gained over the past several years assisting the Town.

Payment to the consultant is funded as a pass through, with developer contributions being used as the basis for compensation to the Consultant payment. The original Agreement and First Amendment were written with a specified ‘not to exceed’ amount. The Second Amendment proposes to modify Contract Item 2.6 Compensation to read Compensation for Consultant’s professional services shall be paid at the established hourly rates, as set forth in the Fee Schedule (Exhibit B), which is attached hereto.

Payment shall be based upon Town approval of the Scope and Fee for each task.

This proposed change in the Compensation language more accurately reflects how work is completed under this contract and provides flexibility in the assignment of tasks and associated billing.

Based on a “best practice” recommendation from the Town’s insurance pool, the Town’s commercial general liability insurance requirement has increased from $1,000,000 to $2,000,000. This amendment raises the Agreement’s general liability insurance to meet the new requirement.

The recommended contract extension to June 30, 2025 would allow CSG to continue providing services through what is currently anticipated to be the end of North 40 Phase 1 construction.

CONCLUSION:

Staff is requesting that Town Council authorize the Town Manager to execute a Second Amendment to the Agreement for consultant services with CSG Consultants, Inc. to allow the firm to continue providing ongoing assistance to Phase I of the North 40 project.

FISCAL IMPACT:

This agreement is funded on a cost recovery basis in which the Town uses fees and deposits collected from the North 40 developers to pay for these services (also known as pass through).

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PAGE 3 OF 3
SUBJECT: Authorize the Town Manager to Execute a Second Amendment to the Agreement for Consultant Services with CSG Consultants, Inc. to Provide Services for Phase 2 of the North 40 Project, Extending the Term to June 30, 2025 DATE: June 2, 2023
ENVIRONMENTAL ASSESSMENT:

The proposed agreement and related services are not a project defined under CEQA, and no further action is required.

Attachments:

1. Second Amendment with Exhibit A - Agreement for Consultant Services with CSG Consultants, Inc. and Exhibit B - Rate Sheet

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1 of 2
CSG Consultants, Inc.

Second Amendment to Agreement for Consultant Services

SECOND AMENDMENT TO AGREEMENT
This SECOND AMENDMENT TO AGREEMENT FOR CONSULTANT SERVICES is dated for identification this 20th day of June 2023 and amends that certain First Amendment to AGREEMENT FOR CONSULTANT SERVICES dated September 3, 2019, made by and between the Town of Los Gatos, ("Town,") and CSG Consultants, Inc. (“Consultant”) identified as a C Corporation and whose address is 550 Pilgrim Drive, Foster City, CA 94404.

RECITALS
A. Town and Consultant entered into a Consultant Services Agreement on April 17, 2018 (“Agreement”) and a First Amendment for Consultant Services Agreement on September 3, 2019, copies of which are attached hereto and incorporated by reference as “Exhibit A” to this Amendment.

B. Town desires to amend the Agreement for Consultant Services to extend the term, revise the compensation approach, and increase the Minimum Scope of Insurance.

AMENDMENT

1. Section 2.2 Term and Time of Performance is amended to read:

This contract will remain in effect from April 17, 2018 to June 30, 2025.

2. Section 2.6 Compensation is amended to read:

Compensation for the Consultant’s professional services shall be paid at the established hourly rates, as set forth in the Fee Schedule (Exhibit B), which is attached hereto.

Payment shall be based upon Town approval of the Scope and Fee for each task.

3. Section 3.1 Minimum Scope of Insurance subsection i. is amended to read as follows:

Service Provider agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than:
two million dollars ($2,000,000) combined single limit per occurrence for bodily injury, personal injury and property damage.

4. All other terms and conditions of the Agreement remain in full force and effect.

ATTACHMENT 1

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2 of 2
CSG Consultants, Inc.

Second Amendment to Agreement for Consultant Services
IN WITNESS WHEREOF, the Town and Consultant have executed this Amendment.

Town of Los Gatos
Approved as to Consent:

By: _______________________________ By:
________________________
______
Laurel Prevetti, Town Manager Cyrus Kianpour,
President
Department Approval:
_______________________________________
Nicolle Burnham
Parks and Public Works Director
Approved as to Form: Attest:
______________________________ ______________________________ Gabrielle Whelan, Town Attorney Wendy Wood, CMC, Town Clerk

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AGR Q. 13
IHH

FIRST AMENDMENT TO AGREEMENT FOR CONSULTANT SERVICES
This FIRST AMENDMENT TO AGREEMENT is dated for identification this 3r1 day of September 2019 and amends that certain agreement for Agreement for Services dated April 17, 2018, made by and between the Town of Los Gatos, (" Town,") and the CSG Consultants, Inc.

Consultant").

RECITALS
A. Town and Consultant entered into an Agreement for Services on April 17, 2018, Agreement"), a copy of which is attached hereto and incorporated by reference as Attachment 1 to this Amendment.

B. Town desires to amend the Agreement for Services to increase compensation for the Scope of Services.

AMFNnmFNT

1. 2. 6 Compensation: Is amended to read:

Compensation for Consultant' s professional services shall not exceed $600,000, inclusive of all costs. Payment shall be based upon Town approval of each task.

2. All other terms and conditions of the Agreement remain in full force and effect.

Page 1 of 2 ends

CSG Consultants, Inc. —First Amendment to Agreement for Consultant Services North Forty Phase 1 Project Page 285 EXHIBIT A
IN WITNESS WHEREOF, the Town and Consultant have executed this Amendment.

Town of Los Gatos
By: 0/ z,w
Laurel Prevetti, Town Manager
Department Approval:

M Morley
Director of Parks and Public Works
Approved as to Form:

Robert Schultz, To n ttorney

Page 2 of 2 ends

CSG Consultants, Inc. — First Amendment to Agreement for Consultant services North Forty Phase 1 Project
Consultant by:

Cyrus Kianoour, President
Name/ Title
Attest:

A-yu r,
Shelley Neis, CMC, TA& Clerk

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AG R 1 K- 0E' 1
AGREEMENT FOR CONSULTANT SERVICES lHH
THIS AGREEMENT is made and entered into on April 17, 2018 by and between TOWN OF LOS GATOS, a California municipal corporation, (" Town") and CSG CONSULTANTS, INC., Consultant"), whose address is 3150 Almaden Expressway # 255, San Jose, CA 95118. This Agreement is made with reference to the following facts.

I. RECITALS

1. 1 The Town desires to engage Consultant to provide professional services for engineering, inspection, and project management based on time and materials ( T& M) to assist the Parks and Public Works Department and Building Division for the Town' s North Forty Phase 1 project.

1. 2
The Consultant represents and affirms that it is willing to perform the desired work pursuant to this Agreement.

1. 3 Consultant warrants it possesses the distinct professional skills, qualifications, experience, and resources necessary to timely perform the services described in this Agreement.

Consultant acknowledges Town has relied upon these warranties to retain Consultant.

II. AGREEMENTS

2. 1 Scope of Services. Consultant shall provide services as described in that certain Statement of Qualifications sent to the Town on April 9, 2018, which is hereby incorporated by reference and attached as Exhibit A. The services include:

Project oversite and management of engineering and infrastructure improvements
Project inspection of both on -site and off -site improvements Engineering assistance
Review and management oftraffic control
Project schedule coordination
Building construction inspection

2.2 Term and Time of Performance. This contract will remain in effect from April 17, 2018 to June 30, 2023.

2. 3 Compliance with Laws. The Consultant shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws. Consultant represents and warrants to Town that it has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Consultant to practice its profession. Consultant shall maintain a Town of Los Gatos business license pursuant to Chapter 14 ofthe Code ofthe Town of Los Gatos.

Agreement for Consultant Services — CSG Consultants, Inc. — North 40 Phase 1 Project Pagel of 6

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2. 4 Sole Responsibility. Consultant shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement.

2. 5 Information/ Report Handling. All documents furnished to Consultant by the Town and all reports and supportive data prepared by the Consultant under this Agreement are the Town' s property and shall be delivered to the Town upon the completion of Consultant' s services or at the Town's written request. All reports, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential until released by the Town to the public, and the Consultant shall not make any of the these documents or information available to any individual or organization not employed by the Consultant or the Town without the written consent of the Town before such release. The Town acknowledges that the reports to be prepared by the Consultant pursuant to this Agreement are for the purpose of evaluating a defined project, and Town' s use of the information contained in the reports prepared by the Consultant in connection with other projects shall be solely at Town' s risk, unless Consultant expressly consents to such use in writing. Town further agrees that it will not appropriate any methodology or technique of Consultant which is and has been confirmed in writing by Consultant to be a trade secret of Consultant.

2. 6 Compensation. Compensation for Consultant' s professional services shall not exceed 500, 000, inclusive of all costs. Payment shall be based upon Town approval of each task.

2. 7 Billing. Billing shall be monthly by invoice within thirty ( 30) days of the rendering of the service and shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date. Also, plans, specifications, documents or other pertinent materials shall be submitted for Town review, even if only in partial or draft form.

Payment shall be net thirty ( 30) days. All invoices and statements to the Town shall be addressed as follows:

Invoices:

Town of Los Gatos
Attn: Accounts Payable
P. O. Box 655
Los Gatos, CA 95031- 0655

2. 8 Availability of Records. Consultant shall maintain the records supporting this billing for not less than three years following completion of the work under this Agreement.

Consultant shall make these records available to authorized personnel of the Town at the Consultant' s offices during business hours upon written request of the Town.

2. 9 Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Consultant. No portion of these services shall be assigned or subcontracted without the written consent of the Town.

2. 10 Independent Contractor. It is understood that the Consultant, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and Agreement for Consultant Services— CSG Consultants, Inc. — North 40 Phase I Project

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Los Gatos City CouncilJune 20, 2023

Los Gatos City Council
June 20, 2023