Bonds - Phase 2 Backbone Improvements — Menifee City Council, December 6, 2023

FAITHFUL PERFORMANCE BOND

MENIFEE CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.1)
FOR: Streets & Drainage $ 1,093,500.00 Tract Map TM37391 Riv. Co. Flood Control $ Other Proj. Ref. IP21-035
Water System Bond No. PB03010409656
Rec. Water $ Premium $5,468.00
Sewer System $
Total $ 1,093,500.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 -
City/State Pasadena CA City/State_ Newport Beach, CA
Zip code 91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Legado, Storm Drain Line F, IP21-035 _, which agreements), dated NOV. 6. 2023 _ is/are hereby referred to and made a part hereof; and, WHEREAS, said principal is required under the terms of said agreements) to furnish bond(s) for the faithful performance of said agreements);
NOW, THEREFORE, we the principal and Philadelphia Indemnity Insurance Company, as surety, are held and firmly bound unto the City of Menifee in the penal sum of One Million Ninety Three Thousand Five Hundred and no/100, Dollars, ($1,093,500.00) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents.

The condition of this obligation is such that if the above bonded principal, his or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and provisions in the said agreements) 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 the City of Menifee, its officers, agents and employees, as therein stipulated, then this obligation shall become null and void; otherwise, it shall remain in full force and effect.

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

FAITHFUL PERFORMANCE BOND

CITY OF

MENIFEE
it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreements) or to the work or to the specifications..

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code and commencement of construction are not conditions precedent to surety's obligations hereunder and are hereby waived by surety.

When the work covered by the agreements) is complete, the City of Menifee will accept the work and thereupon, the amount of the obligation of this bond is reduced by 90% with the remaining 10% held as security for the one-year maintenance period provided for in the agreements).

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See attached
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Company AUTHORIZED SIGNATURE:

Janina Monroe, Attorney-In-Fact
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

FAITHFUL PERFORMANCE BOND
Bond No. PB03010409656
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By: Eric Kof, Senior he President
Barry S. Vici
By:

Barry S. Villines, Chief Financial Officer

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

State of California )
) ss.

County of Orange )
On November 6, 2023, before me, Roselyn Nguyen, Notary Public, personally appeared Eric Koff and Barry S. Villines, who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument.

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

ROSELYN NGUYEN
Notary Public - California
WITNESS my hand and official seal. Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 I notary public or other officer completing this certificate verifies only the identity of the individual who signed the locument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California
County of LOS ANGELES
On 11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
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 Xe/she/*ex executed the same in Kis/her/he* authorized capacityles), and that by X//her/x* signature(a) on the instrument the person (s), or the entity upon behalf of which the persong) 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.

JENNIFER OCHS
Notary Pubiic • Caiifornia WITNESS my hand and official seal.

Los Angeles County
Commission #2358213
My Comm. Expires May 19. 2025
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
• Corporate Officer - Title(s): • Corporate Officer - Title(s):
• Partner - • Limited • General • Partner - • Limited • General • Individual • Attorney in Fact • Individual • Attorney in Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator • Other: • Other:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LI.C, its true and lawful Attorney-in- it with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereot, Issu the course of its business and to bind the Company thereby, in an amount not to exceed S50,000.00 This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14" of November, 2016.

RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorney(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And, be it

FURTHER
RESOLVED:
which it is attached.

Notary Public:

Vanessa mckengie
Montgomery County
My commission expires November 3, 2024
Commission number 1366394
Member, Pannsylvas Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 6TH day of - 2023 El Sar
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY

MATERIAL AND LABOR BOND

MENIFEE

CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.2)
FOR: Streets & Drainage $ 546,750.00 Tract/Parcel Map _TM37391 Riv Co Flood $ ther Proj. Re IP21-035
Water System $ ond No. PB0301040965
Rec. Water $ Premium included in performance bond
Sewer System
Total $ 546,750.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State Pasadena CA City/State Newport Beach, CA
Zip_91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Legado, Storm Drain Line F, IP21-035, which agreements), dated No 6,2023,_is/are hereby referred to and made a part hereof; and, WHEREAS, under the terms of said agreements), principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Menifee to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California; NOW, THEREFORE, said principal and the undersigned, as corporate surety, are firmly bound unto the City of Menifee and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the agreements) and referred to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of Five Hundred Forty Six Thousand Seven Hundred Fifty and no/100 Dollars, ($546.750.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Menifee 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 upon that this bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 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.

MATERIAL AND LABOR BOND
The surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the agreements) or to the specifications accompanying the same shall in anywise affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time, alteration, or addition.

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code are not a condition precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

By: See altached
Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Company. 192
AUTHORIZED SIGNATURE:
danina Monroe, Attorney-In-Fact
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

MATERIAL AND LABOR BOND
Bond No. PB03010409656
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Eric Koff, Senor Vice President
Bangs. Vice
By:

Barry S. Villines, Chief Financial Officer

NOTARY 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 )
y ss.

County of Orange
On November 6, 2023, before me, Roselyn Nguyen, Notary Public, personally appeared Eric Koff and Barry S. Villines, who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument.

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

ROSELYN NGUYEN
WITNESS my hand and official seal. Notary Public - California Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed the locument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that documen State of California )
County of LOS ANGELES )
On 11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person* whose name is/*e subscribed to the within instrument and acknowledged to me that Xe/she/ex executed the same in Kis/her/Xlex authorized capacityles), and that by Kis/her/)e* signature() on the instrument the person (a), 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.

JENNIFER OCHS WITNESS my hand and official seal.

Notary Pubiic • California
Los Angeles County
Commission # 2358213
My Comm. Expires May 19, 2025 Signature permans
Signature of Notary Public
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- in the course of is busines and to bind be Company thereby, man recogn ances anded 50 acts of indemnity and writings obligatory in the nature therof, sued. is Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors HILADELPHIA INDEMNITY INSURANCE COMPANY on the 14" of November, 20l RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Co chal 01) he Company bons and aeratings, the to of den fact a decre writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And, be it

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH, 2021. 1927
(Seal)
Philadelphia Indemnity Insurance Company
Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed.

Notary Public:

Vanessa mckengie
Montgomery County
ty commission expires November 3, 202.

Commission number 136639.

Member. Pannaylva-in Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
6TH 2023
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this. _ day of El Sar
1927 dward Sayago, Corporate Secreta

HILADELPHIA INDEMNITY INSURANCE COMPAN

FAITHFUL PERFORMANCE BOND

MENIFEE CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.1)
FOR: Streets & Drainage $ 340,500.00 Tract Map _TM37391 Riv. Co. Flood Control $ Other Proj. Ref. IP21-037
Water System $ Bond No. PB03010409657
Rec. Water $ Premium $1,703.00
Sewer System $
Total $ 340,500.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 -
City/State Pasadena CA City/State_Newport Beach, CA
Zip code 91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to _TM37391, Legado, Lateral Storm Drain Line H, IP21-037 , which agreements), dated NOV 6,2023 is/are hereby referred to and made a part hereof; WHEREAS, said principal is required under the terms of said agreements) to furnish bond(s) for the faithful performance of said agreements);
NOW, THEREFORE, we the principal and Philadelphia Indemnity Insurance Company, as surety, are held and firmly bound unto the City of Menifee in the penal sum of Three Hundred Forty Thousand Five Hundred and no/100, Dollars, ($340,500.00) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents.

FAITHFUL PERFORMANCE BOND

CITY OR

MENIFEE
-penin companying to an hi no no one on ta bond ang
it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreements) 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 November 6 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See altached
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Com
1927
AUTHORIZED SIGNATURE:
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

FAITHFUL PERFORMANCE BOND
Bond No. PB03010409657
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:
,S. Vici
By:

State of California )
yss.

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

ROSELYN NGUYEN
Notary Public - California
WITNESS my hand and official seal. Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
My
Signature (Seal)
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 LOS ANGELES
On 11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Names) of Signers)
who proved to me on the basis of satisfactory evidence to be the person(* whose names) is/ate subscribed to the within instrument and acknowledged to me that e/she/bey executed the same in Kis/her/Xlex authorized capacityles), and that by Xis/her/X 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.

JENNIFER OCHS WITNESS my hand and official seal.

Notary Public • California
Los Angeles County INA 1
Commission # 2358213
My Comm. Expires May 19, 2025 signature Jennano
Signature of Notary Public
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 :

PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Plaza, Suite 100
Bala Cynwyd, PA 19004-0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS: That PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized anc existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LL.C, its true and lawful Attorney-in- in the ourse of is busines and to is the Company nety, in recogn ances and ete contras of indemnity and wings obligar in the nature hes, sue. is Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors IILADELPHIA INDEMNITY INSURANCE COMPANY on the 14° of November, 20 RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the company: (1) Appoint Attorney(s) in Fact and authorize the Attorney(s) in Fact to execut on behalf of the Company bonds and undertakings, contracts of indemnity and othe writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And, be it

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any which it is attached.

Notary Public:

Vanessa McKengie
Montgomery County
My commission expires November 3, 2024
Commission number 1366394
Member. Pannsylva-is Association of Notaries Bala Cynwyd, PA residing at:

My commission expires: November 3, 2024
1, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do hereby certify that the foregoing resolution of the Board of Directors and the Power of Attorney issued pursuant thereto on the S day March, 2021 are true and correct and are still in full force and effect. I do further certify tha PHILADELPHIA SURE President, was on the date of execution of the attached Power of Attorey the duly elected President o In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this _ 6TH _ day of _ NOVEMBER - 2023 El Sa
1927 dward Sayago, Corporate Secreta

HILADELPHIA INDEMNITY INSURANCE COMPAN

MENIFES MATERIAL AND LABOR BOND

CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.2)
FOR: Streets & Drainage 170,250.00 Tract/Parcel Map TM37391 Riv Co Flood $ IP21-037
Bond No. PBRS010A0P2
Water System $
Rec. Water Premium Sincluded in performance bond
Sewer System
Total $ 170,250.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC -
Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State_Pasadena CA City/State _Newport Beach, CA
Zip_91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Legado, Lateral Storm Drain Line H, IP21-037 which agreements), dated NOV 6,2023 is/are hereby referred to and made a part hereof; and,
WHEREAS, under the terms of said agreements), principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Menifee to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California; NOW, THEREFORE, said principal and the undersigned, as corporate surety, are firmly bound unto the City of Menifee and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the agreements) and referred to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of One Hundred Seventy Thousand Two Hundred Fifty and no/100 - Dollars, ($170.250.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Menifee 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.

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.

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code are not a condition precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

By: See attached
Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: _Philadelphia Indemnity Insurance Company AUTHORIZED SIGNATURE:

Janina Monroe, Attorney-In-Fact
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

MATERIAL AND LABOR BOND
Bond No. PB03010409657
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:
ric Koff, Sentor Vice Presider
Bangs. Unce
By:

Barry S. Villines, Chief Financial Officer

State of California
) SS.

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

ROSELYN NGUYEN
WITNESS my hand and official seal. Notary Public - California Orange County NNA
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
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 LOS ANGELES
On 11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person* whose names is/ad subscribed to the within instrument and acknowledged to me that Xe/she/*ex executed the same in Kis/her/X*e* authorized capacityxes), and that by Xis/her/)e signature(s) on the instrument the person(s), or the entity upon behalf of which the persong) 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.

JENNIFER OCHS
Notary Public - California
Los Angeles County
Commission # 2358213 Signature
My Comm. Expires May 19, 2025 Signaturelof Notary Publi Place Notary Seal Above

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: _ _ Signers) Other Than Named Above:

Capacity(ies) Claimed by Signers)
Signer's Name: Signer's Name:
• Corporate Officer - Title(s): • Corporate Officer - Title(s):
• Partner - • Limited • General • Partner - • Limited • General • Individual • Attorney in Fact • Individual [ Attorney in Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator 7 Other: • Other:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 :

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- act with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issue n the course of its business and to bind the Company thereby, in an amount not to exceed $50.000.000 This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14t of November, 2016.

RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (I) Appoint Attorney(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And, be it

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be atlixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached.

Philadelphia Indemnity Insurance Company
On this 5" day of March, 2021 before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that h s the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is th Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed Notary Public:

Vanessa Mckengie
ommonwealth of Pennsylvania - Notary Sea
/anessa Mckenzie, Notary Publi
Montgomery County
My commission expires November 3, 2024
Commission number 1366394
Member, Pannsylva * Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
6TH day of - 2023
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this El Sar
1927 Edward Sayago, Corporate Secretar

PHILADELPHIA INDEMNITY INSURANCE COMPAN

FAITHFUL PERFORMANCE BOND

MENIFEE CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.1)
FOR: Streets & Drainage $ 67,000.00 Tract Map TM37391
Riv. Co. Flood Control $ Other Proj. Ref. IP21-070SD
Water System $ Bond No. PB03010409658
Rec. Water $ Premium $335.00
Sewer System
Total $ 67,000.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address _100 Bayview Circle, Suite 240 City/State Pasadena CA City/State_Newport Beach, CA
Zip code 91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to - TM37391, Legado, Storm Drain Stub Basin A, IP21- 070SD, which agreements), dated Nov (0, 202- 2, is/are hereby referred to and made a part hereof; and,
WHEREAS, said principal is required under the terms of said agreements) to furnish bonds) for the faithful performance of said agreements);
NOW, THEREFORE, we the principal and Philadelphia Indemnity Insurance Company, as surety, are held and firmly bound unto the City of Menifee in the penal sum of Sixty Seven Thousand and no/100, Dollars, ($67,000.00) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents.

FAITHFUL PERFORMANCE BOND

CITY OP

MENIFEE
The surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreements) or to the work to be performed there under or the specifications accompanying the same shall in anywise affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreements) 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 November 6 , 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See attached
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Company 1927 1
AUTHORIZED SIGNATURE:

Janina Monroe, Attorney-In-Fact
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

FAITHFUL PERFORMANCE BOND
Bond No. PB03010409658
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Eric Koff, Senio Vice Presiden
By: Bany 5. Vice
Barry S. Villines, Chief Financial Officer

State of California )
County of Orange
On November 6, 2023, before me, Roselyn Nguyen, Notary Public, personally appeared Eric Koff and Barry S. Villines, who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument.

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

ROSELYN NGUYEN
Notary Public - California
WITNESS my hand and official seal. Orange County
Commission #2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
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 th locument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of Califomia
County of LOS ANGELES
On_ 11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person* whose name is/aa subscribed to the within instrument and acknowledged to me that be/she/ex executed the same in Kis/her/**ex authorized capacityes), and that by Ki/her/* signature(s) on the instrument the person(s, or the entity upon behalf of which the persong) 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.

JENNIFER OCHS
Notary Public - California WITNESS my hand and official seal.

Los Angeles County
Commission # 2358213
My Comm. Expires May 19, 2025
so gumber
Place Notary Seal Above
- 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:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, L.LC, its true and lawful Attorney-in- act with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereot, issue n the course of its business and to bind the Company thereby, in an amount not to exceed $50.000.000 This Power of Attorey is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14" of November, 2016.

RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorney(s) in Fact and authorize the Attorney(s) in Fact to execur on behalf of the Company bonds and undertakings, contracts of indemnity and othe writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And be it

FURTHER
RESOLVED:
which it is attached.

Notary Public:
om Vanes Makena Notary Pole al Vanessa mckenie
Montgomery County
My commission expires November 3, 2024
Commission number 1366394
Membar. Pennayivain Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 6TH day of -- 2023 ElSa
1927 dward Sayago, Corporate Secretar

HILADELPHIA INDEMNITY INSURANCE COMPAN

MENIFEE MATERIAL AND LABOR BOND

CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.2)
FOR: Streets & Drainage $ 33,500.00 Tract/Parcel Map _TM37391 Riv Co Flood $ ther Proj. Re IP21-070SD
Water System $ ond No. PB0301040965
Rec. Water $ Premium $ included in performance bond
Sewer System $
Total $ 33,500.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Bivd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State_Pasadena CA City/State. _Newport Beach, CA
Zip_91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Legado, Storm Drain Stub Basin A, IP21-070SD , which agreements), dated NOV 6.2023 is/are hereby referred to and made a part hereof; and,
WHEREAS, under the terms of said agreements), principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Menifee to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California; NOW, THEREFORE, said principal and the undersigned, as corporate surety, are firmly bound unto the City of Menifee and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the agreements) and referred to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of Thirty Three Thousand Five Hundred and no/100 Dollars, ($33,500.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Menifee 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 upon that this bond shall inure to the benefit of any and all persons, companies and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 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.

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code are not a condition precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See attached
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity insurance Company AUTHORIZED SIGNATURE:

Janina Monroe, Attorney-In-Fact
(
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

MATERIAL AND LABOR BOND
Bond No. PB03010409658
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Eric Koff, Senior Vice President
Bang 5. Vice
By:

Barry S. Villines, Chief Financial Officer

State of California )
3 ss.

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

ROSELYN NGUYEN
WITNESS my hand and officia seal. Notary Public - California Orange County
Commission # 2427747
My Comm. Expires Nov 22,2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed tr cument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that documen State of California
County of _ LOS ANGELES )

JENNIFER OCHS, NOTARY PUBLIC
On 11/06/2023 before me,
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(* whose name@» is/& subscribed to the within instrument and acknowledged to me that De/she/ex executed the same in Kis/her/*ext authorized capacitykes), and that by Xis/her/be signature(s) on the instrument the person(a), or the entity upon behalf of which the persong) acted, executed the instrument.

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

Notary Public - Callfornia
Los Angeles County WITNESS my hand and official seal.

Commission # 2358213
My Comm. Expires May 19. 2025
Signature of Notary Publi
Place Notary Seal Above
- 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:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issuec in the course of its business and to bind the Company thereby, in an amount not to exceed $50.000.000.

This Power of Attorey is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14h of November, 2016.

FURTHER
RESOLVED:
which it is attached.

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH, 2021. 1927
(Seal)
Philadelphia Indemnity Insurance Company
In this 5ü day of March, 2021 before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that h the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is th Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed.

Notary Public:

Vanessa makengie
Montgomery County
My co Com son number 138638, 2024)
Member, Pannsylvasa Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this. 6TH _ day of _ 2023 El Sar
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY

CITY OF

FAITHFUL PERFORMANCE BOND

MENIFEE CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.1)
FOR: Streets & Drainage $. 774,000.00 Tract Map TM37391 Riv. Co. Flood Control $
Water System $. 355,000.00
Rec. Water $ 376,500.00
Sewer System $ 16,500.00
Total $1,522,000.00
Surety Philadelphia Indemnity Insurance Company Principal_BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State Pasadena CA City/State_Newport Beach, CA
Zip code 91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Chambers Avenue, IP22-027 which agreements), dated NOV 60, 2023 _ is/are hereby referred to and made a part hereof; and,
WHEREAS, said principal is required under the terms of said agreements) to furnish bond(s) for the faithful performance of said agreements);
NOW, THEREFORE, we the principal and Philadelphia Indemnity Insurance Company, as surety, are held and firmly bound unto the City of Menifee in the penal sum of One Million Five Hundred Twenty Two Thousand and no/100, Dollars, ($1,522,000.00) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents.

FAITHFUL PERFORMANCE BOND

CITY OF

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

By: See attached
Name:

Title:
(IF CORPORATION, AFFIX SEAL:)
NAME OF SURETY: Philadelphia Indemnity insurance Company AUTHORIZED SIGNATURE:
/Janina Monroe, Attorney-In-Fact
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

FAITHFUL PERFORMANCE BOND
Bond No. PB03010409659
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Bangs. Unc
By:

Barry S. Villines, Chief Financial Officer

State of California )
) SS.

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

ROSELYN NGUYEN
Notary Public - California
WITNESS my hand and official seal. Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed th ocument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that documen State of California
County of LOS ANGELES
11/06/2023 before me,. JENNIFER OCHS, NOTARY PUBLIC
On_
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person* whose names) is/*d subscribed to the within instrument and acknowledged to me that De/she/x executed the same in Kis/her/te* authorized capacityles), and that by Xis/her/*** signature(s) on the instrument the person(s), or the entity upon behalf of which the persong) 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.

JENNIFER OCHS WITNESS my hand and official seal.

Notary Public • Callfornia
Los Angeles County
Commission # 2358213 Signature gumbies
My Comm, Expires May 19, 2025
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
• Corporate Officer — Title(s): • Corporate Officer - Title(s):
• Partner - • Limited • General • Partner - • Limited • General • Individual • Attorney in Fact • Individual • Attorney in Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator • Other: • Other:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $50,000.000.

This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14" of November, 2016.

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH, 2021, 1927
(Seal)
Philadelphia Indemnity Insurance Company
1 this 5ü day of March, 2021 before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is 1 Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed.

Notary Public:

Vanessa mckenzie
Membor. Pannaylvasin Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this. 6TH day of _ _2023 El Sar
1927 Edward Sayago, Corporate Secretar

PHILADELPHIA INDEMNITY INSURANCE COMPAN

MATERIAL AND LABOR BOND

MENIFEE

CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.2)
FOR: Streets & Drainage $ 387,000.00 Tract/Parcel Map _TM37391 Riv Co Flood $ Other Proj. Ref. IP22-027
Water System $ 177,500.00 Bond No. PB03010409659
Rec. Water $ 188,250.00 Premium $ included in performance bond Sewer System 8,250.00
Total $ 761,000.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State_Pasadena CA City/State Newport Beach, CA
Zip 91101 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated ublic improvements relating _TM37391, Chambers Avenue, IP22-027 _ which agreements), dated NOV le, 2023, is/are hereby referred to and made a part hereof; anc WHEREAS, under the terms of said agreements), principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Menifee to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California; NOW, THEREFORE, said principal and the undersigned, as corporate surety, are firmly bound unto the City of Menifee and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the agreements) and referred to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of Seven Hundred Sixty One Thousand and no/100 Dollars, ($761.000.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Menifee 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.

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.

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code are not a condition precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See attacked
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Company AUTHORIZED SIGNATURE:
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

MATERIAL AND LABOR BOND
Bond No. PB03010409659
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:
ric Koff. Senic
Bany • 5. Vei
By:

Barry S. Villines, Chief Financial Officer

State of California
County of Orange
On November 6, 2023, before me, Roselyn Nguyen, Notary Public, personally appeared Eric Koff and Barry S. Villines, who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument.

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

ROSELYN NGUYEN
WITNESS my hand and official seal. Notary Public - California Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed th ocument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that documen State of California
County of LOS ANGELES
11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
On _
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person(x) whose name@) is/*e subscribed to the within instrument and acknowledged to me that De/she/ex executed the same in Kis/her//dex authorized capacityes), and that by K/her/*** 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.

JENNIFER OCHS WITNESS my hand and official seal.

Notary Pubiic • Caiifornia
Los Angeles County
Commission # 2358213
My Comm, Expires May 19, 2025 so gumbans
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, L.LC, its true and lawful Attorney-in- fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $50.000.000.

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH, 2021. 1927
I WAIT.
(Seal)
Philadelphia Indemnity Insurance Company
orporate seal of said Company; that the said Corporate Seal and his signature were duly affixer Notary Public:

Vanessa Mckenzie
Member, Parnaywas Association of Notaries Bala Cynwyd, PA residing at:

My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this. 6TH _day of - 2023 -
El Sor
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY

FAITHFUL PERFORMANCE BOND

MENIFEE CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.1)
FOR: Landscape $. 1.221.500.00 Tract Map TM37391
Contingency 183,000.00 Other Proj. Ref._IP22-033L
$ Bond No. PB03010409660
Total $ 1.404,500.00 Premium $ 7.023.00
Surety Philadelphia Indemnity Insurance Company Principal_BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 -
City/State Pasadena CA City/State_ Newport Beach, CA
Zip code 91101 Zip. 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to _TM37391, Streetscape Phase 3, which agreements), dated NOW le, 20223 is/are hereby referred to and made a part hereof, and, WHEREAS, said principal is required under the terms of said agreements) to furnish bond(s) for the faithful performance of said agreements);
NOW, THEREFORE, we the principal and Philadelphia Indemnity Insurance Company, as surety, are held and firmly bound unto the City of Menifee in the penal sum of One Million Four Hundred Four Thousand Five Hundred and no/100, Dollars, ($1,404,500.00) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents.

FAITHFUL PERFORMANCE BOND

CITY OF

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

By: See attached
Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Compan AUTHORIZED SIGNATURE:

Janina Monroe, Attorney-In-Fact
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

FAITHFUL PERFORMANCE BOND
Bond No. PB03010409660
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Eric Koff, Senior Vice President
Bany r. Vice:

By:

Barry S. Villines, Chief Financial Officer

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. ROSELYN NGUYEN Notary Public - California
Orange County
WITNESS my hand and official seal. Commission # 2427747 My Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed th ocument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that documen State of California
County of — •LOS ANGELES
11/06/2023 JENNIFER OCHS, NOTARY PUBLIC
On before me,_
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(*) whose name(x) is/ace subscribed to the within instrument and acknowledged to me that Xe/she/bex executed the same in Kis/her/Nhet authorized capacityxes), and that by Kl/her/X)e* signature(&) on the instrument the person(a), or the entity upon behalf of which the person(g) 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.

JENNIFER OCHS
Notary Public - California WITNESS my hand and official seal.

Los Angeles County
Commission # 2358213
My Comm. Expires May 19, 2025 Signature _ gump ans
Signature ot Notary Public
Place Notary Seal Above
- 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:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LL.C, its true and lawful Attorney-in- ct with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issue the course of its business and to bind the Company thereby, in an amount not to exceed $50.000.00 This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14% of November, 2016.

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any which it is attached.

Notary Public:

Com Vanes Meerai, Notary Pale al Vanessa mcKenzie
Montgomery County
ly commission expires November 3, 202
ommission number 136639
Member, Pennaylva: * Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 6TH day of → 2023_.

ElSa
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY

MENIFEE MATERIAL AND LABOR BOND

CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.2)
FOR: Landscape $ 610.750.00 Tract Map TM37391
Contingency $ 91,500.00 Other Proj. Ref. _IP22-033L
$ Bond No. PB03010409660
Total $ 702,250.00 Premium included in performance bond Surety Philadelphia Indemnity Insurance Company Principal_BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State_Pasadena CA City/State Newport Beach, CA
Zip_91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Streetscape Phase 3, which agreements), dated Nov 102023s/are hereby referred to and made a part hereof; and, WHEREAS, under the terms of said agreements), principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Menifee to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California; NOW, THEREFORE, said principal and the undersigned, as corporate surety, are firmly bound unto the City of Menifee and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the agreements) and referred to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of Seven Hundred Two Thousand Two Hundred Fifty and no/100 Dollars, ($702,250.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Menifee 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.

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. 10/26/20

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code are not a condition precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on _November 6 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See attached
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY:Philadelphia Indemnity Insurance Company 1927
AUTHORIZED SIGNATURE:
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.
10/26/20

SIGNATURE PAGE TO

MATERIAL AND LABOR BOND
Bond No. PB03010409660
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Eric Koff, Senior Nyce President
Bany 5. Vice
By:

Barry S. Villines, Chief Financial Officer

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. ROSELYN NGUYEN Notary Public - California
Orange County
WITNESS my hand and official seal. Commission: 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed th ocument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that documen State of California
County of LOS ANGELES

JENNIFER OCHS, NOTARY PUBLIC
On_ 11/06/2023 before me,
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person* whose names) is/ate subscribed to the within instrument and acknowledged to me that Xe/she/ex executed the same in Kis/her/Xlex authorized capacityles), and that by Kis/her/be* signature(x) on the instrument the person (, or the entity upon behalf of which the persong) 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.

JENNIFER OCHS
Notary Public - California WITNESS my hand and official seal.

Los Angeles County
Commission # 2358213
My Comm. Expires May 19, 2025
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
• Corporate Officer - Title(s): • Corporate Officer - Title(s):
7 Partner - D Limited • General • Partner - • Limited • General • Individual • Attorney in Fact • Individual • Attorney in Fact • Guardian or Conservator • Trustee • Guardian or Conservator • Trustee
• Other: • Other:

Signer Is Representing: _ Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Plaza, Suite 100
Bala Cynwyd, PA 19004-0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS: That PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J. NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- act with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued n the course of its business and to bind the Company thereby, in an amount not to exceed $50,000,000 This Power of Attorey is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14% of November, 2016.

RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorneys) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And, be it

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any which it is attached.

Vanessa makergie
Montgomery County
My co Commision number 1388354 024
Member. Pannaylva: Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 6TH _ day of - 2023 El Sar
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANI

CITY OF

FAITHFUL PERFORMANCE BOND

MENIFEE CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.1)
FOR: Landscape 1.421,000.00 Tract Map TM37391
Contingency $ 213,000.00 Other Proj. Ret. _P22-034L
$ Bond No. PB03010409661
Total $ 1,634,000.00 Premium $8,170.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E Colorado Bivd. 6th Floor Address 100 Bayview Circle, Suite 240 -
City/State Pasadena CA City/State Newport Beach, CA
Zip code 91101 Zip_ 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Streetscape Phase 2, which agreements), dated Nov 6,20% _ is/are hereby referred to and made a part hereof; and, WHEREAS, said principal is required under the terms of said agreements) to furnish bond(s) for the faithful performance of said agreements);
NOW, THEREFORE, we the principal and Philadelphia Indemnity Insurance Company, as surety, are held and firmly bound unto the City of Menifee in the penal sum of One Million Six Hundred Thirty Four Thousand and no/100, Dollars, ($1,634,000.00) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents.

FAITHFUL PERFORMANCE BOND

CITY OF

MENIFEE
The surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreements) or to the work to be performed there under or the specifications accompanying the same shall in anywise affect its obligation on this bond, anc it does hereby waive notice of any such change, extension of time, alteration or addition to the Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code and commencement of construction are not conditions precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 , 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

By: See attached
Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indempity Insurance Company AUTHORIZED SIGNATURE:
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

FAITHFUL PERFORMANCE BOND
Bond No. PB03010409661
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Bany's Vice:

By:

Barry S. Villines, Chief Financial Officer

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

ROSELYN NGUYEN
WITNESS my hand and official seal. Notary Public • California Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
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 locument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California )
County of LOS ANGELES
On 11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person (a) whose names) is/ate subscribed to the within instrument and acknowledged to me that De/she/ex executed the same in Kis/her/tex authorized capacitypes), and that by Ki/her/*** signature(s) on the instrument the person (s), or the entity upon behalf of which the persong) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the law:
of the State of California that the foregoing paragrapl is true and correct.

JENNIFER OCHS WITNESS my hand and official seal.

Notary Public • California
Los Angeles County
Commission # 2358213
My Comm. Expires May 19, 2025 signature jeman
Signature of Notary Public
Place Notary Seal Above
- 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: _ Signers) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
• Corporate Officer - Title(s): • Corporate Officer - Title(s):
• Partner - • Limited • General • Partner - O Limited O General • Individual • Attorney in Fact • Individual • Attorney in Fact • Trustee • Guardian or Conservator O Trustee • Guardian or Conservator • Other: - Other:

Signer Is Representing: Signer Is Representing: _
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $50.000.000.

RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorney(s) in Fact and authorize the Attomey(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And, be it

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH, 2021. 1927
(Seal)
Glomb, President & CEO
Philadelphia Indemnity Insurance Company
On this 5th day of March, 2021 before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed.

Notary Public:

Com Venes Makenate. Nolary Play al Vanessa mckengie
Montgomery County
My commission expires November 3, 2024
Commissionnumber 1366394
Member, Pannsyiva= 4 Association of Notaries Bala Cynwyd, PA residing at:

My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 6TH day of - 2023 1927 Edward Sayago, Corporate Secretar

HILADELPHIA INDEMNITY INSURANCE COMPANI

CATT ON

MENIFEE MATERIAL AND LABOR BOND

CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.2)
FOR: Landscape 710,500.00 TM37391
Contingency $. 106,500.00 Other Proj. Ref. _IP22-034L
$. Bond No. PB03010409661
Total $ 817,000.00 Premium included in performance bond Surety Philadelphia Indemnity Insurance Company Principal_BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State Pasadena CA City/State_Newport Beach, CA
Zip_91101 Zip. 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Streetscape Phase 2, which agreements), dated NOV 4,2023, is/are hereby referred to and made a part hereof; and, WHEREAS, under the terms of said agreements), principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Menifee to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California; NOW, THEREFORE, said principal and the undersigned, as corporate surety, are firmly bound unto the City of Menifee and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the agreements) and referred to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of Eight Hundred Seventeen Thousand and no/100 Dollars, ($817,000.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Menifee 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.

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. 10/26/20

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code are not a condition precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 2023
NAME OF PRINCIPAL: . BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See attached
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Company AUTHORIZED SIGNATURE:

Janina Monroe, Attorney-In-Fact
(IF CORPORATION, AFFIX SEAL.)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.
10/26/20

SIGNATURE PAGE TO

MATERIAL AND LABOR BOND
Bond No. PB03010409661
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

President
Bany 5. Une
By:

Barry S. Villines, Chief Financial Officer

State of California )
'ss.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. ROSELYN NGUYEN Notary Public - California
WITNESS my hand and official seal. Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed th ocument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that documen State of California
County of LOS ANGELES
11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
On
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person(x) whose name@s is/*e subscribed to the within instrument and acknowledged to me that Xe/she/Xxx executed the same in Kis/her/dex authorized capacityles), and that by Xis/her/)e* signature(s) on the instrument the person (so, or the entity upon behalf of which the person(g) 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.

JENNIFER OCHS WITNESS my hand and official seal.

Notary Public - Caiifornia
Los Angeles County
Commission# 2358213
My Comm. Expires May 19,2025
Signature of Notary Publ
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- in the course of is but ines and to bid the lompany, they, in an recogn ances aded to racis of indemnity and writings obligatory in the nature thereos, isued This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14" of November, 2016.

RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorney(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto, and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And, be it

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power o Attorney so executed and certified by facsimile signatures and facsimile seal shall be vali and binding upon the Company in the future with respect to any bond or undertaking to which it is attached.

Vanessa MaKergie
mmonwealth of Pennsylvania - Notary Si
nessa Mckenzie, Notary Pub
Montgomery County
My commission expires November 3,2024
Commission number 1366394
Member, Pannsylvas a Association of Notaries Bala Cynwyd, PA residing at:

My commission expires: November 3, 2024
6TH _ day of - 2023
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this -
El Sar
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY

CITY OF

FAITHFUL PERFORMANCE BOND

MENIFEE CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.1)
FOR: Landscape $. 3,415,500.00 Tract Map IM37391
Contingency $. 512,500.00 ther Proj. Ref._IP22-035
$. bond No. PB0301040966
Total $ 3.928.000.00 Premium $ 19,640.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 -
City/State Pasadena CA City/State Newport Beach, CA
Zip code 91101 Zip_ 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Community Park, which agreements), dated NOV 6,2023 _, is/are hereby referred to and made a part hereof; and, WHEREAS, said principal is required under the terms of said agreements) to furnish bond(s) for the faithful performance of said agreements);
NOW, THEREFORE, we the principal and Philadelphia Indemnity Insurance Company, as surety, are held and firmly bound unto the City of Menifee in the penal sum of Three Million Nine Hundred Twenty Eight Thousand and no/100, Dollars, ($3,928,000.00) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents.

FAITHFUL PERFORMANCE BOND

CITY OF

MENIFEE
The surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreements) or to the work to be performed there under or the specifications accompanying the same shall in anywise affect its obligation on this bond, anc it does hereby waive notice of any such change, extension of time, alteration or addition to the Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code and commencement of construction are not conditions precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See attached
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Company AUTHORIZED SIGNATURE:
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

FAITHFUL PERFORMANCE BOND
Bond No. PB03010409662
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Eric Koff, Senior 1
Bangs. Veec
By:

Barry S. Villines, Chief Financial Officer

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

ROSELYN NGUYEN
WITNESS my hand and official seal. Notary Public - California Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
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 LOS ANGELES
On _ 11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person whose name@ is/ate subscribed to the within instrument and acknowledged to me that Xe/she/*ex executed the same in K/her/Xlex authorized capacitykes), and that by Kis/her/be signature(s) on the instrument the personto, or the entity upon behalf of which the persong) 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.

JENNIFER OCHS WITNESS my hand and official seal.

Notary Public - California
Los Angeles County
Commission # 2358213
My Comm. Expires May 19, 2025 Sanature germans
Signatureof Notary Public
Place Notary Seal Above
- 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:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Plaza, Suite 100
Bala Cynwyd, PA 19004-0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS: That PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- inters or is lustes and to is bet load, hari an acon ace and die oract fidenly and wings obligatory in the nature throt, sued. is Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors HILADELPHIA INDEMNITY INSURANCE COMPANY on the 144 of November, 20 RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorneys) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And, be it

FURTHER
RESOLVED:

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS STH DAY OF MARCH, 2021. 1927
(Seal)
Philadelphia Indemnity Insurance Company
Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixec Notary Public: Vanessa mcKengie
Sommonwealth of Pennsylvania - Notary Seal
/anessa Mckenzie, Notary Publi
Montgomery County
My commission expires November 3, 2024
Commission number 1366394
Member, Pannsylva-in Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
1, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do hereby certify that the foregoing resolution of the Board o Directors and the Power of Attorney issued pursuant thereto on the 5th day March, 2021 are true and correct and are still in full force and effect. I do further certify tha John Comb, Who AXEd TY INSURANCE COMPANIesident, was on the date of execution of the attached Power of Attorney the duly dected President of In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 6TH day of _ NOVEMBER , 2023 ElSa
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY

MATERIAL AND LABOR BOND

MENIFEE

CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.2)
FOR: Landscape $. 1,707,750.00 Tract Map _ TM37391
Contingency $. 256,250.00 Other Proj. Ret. IP22-035l
$ Bond No. PB03010409662
Total $ 1,964,000.00 Premium included in performance bond Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State_Pasadena CA City/State _Newport Beach, CA
Zip_91101 Zip. 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to Community Community Park, which agreements), dated NOV 6,0023 is/are hereby referred to and made a part hereof; and, WHEREAS, under the terms of said agreements), principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Menifee to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California; NOW, THEREFORE, said principal and the undersigned, as corporate surety, are firmly bound unto the City of Menifee and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the agreements) and referred to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of One Million, Nine Hundred Sixty Four Thousand and no/100 Dollars, ($1,964,000.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Menifee 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.

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. 10/26/20

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code are not a condition precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

By: See attached
Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity insurance Company 1927 AUTHORIZED SIGNATURE:
(IF CORPORATION, AFFIX SEAL

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.
10/26/20

SIGNATURE PAGE TO

MATERIAL AND LABOR BOND
Bond No. PB03010409662
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Eric Koff/Senionice President
Bany 5. Vice
By:

Barry S. Villines, Chief Financial Officer

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

ROSELYN NGUYEN
WITNESS my hand and official seal. Notary Public - California Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
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 ofLOS ANGELES
On 11/06/2023 before me,.. JENNIFER OCHS, NOTARY PUBLIC Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person whose name is/at subscribed to the within instrument and acknowledged to me that De/she/ex executed the same in Kis/her/dex authorized capacitykes), and that by Kis/her/be signature(a) on the instrument the person(a), or the entity upon behalf of which the person(8) 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.

JENNIFER OCHS WITNESS my hand and official seal.

Notary Public - California
Los Angeles County
Commission #2358213
My Comm. Expires May 19, 2025 signature pennans
Signature of Notary Public
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
• Corporate Officer - Title(s): • Corporate Officer - Title(s):
• Partner - • Limited • General • Partner - • Limited • General • Individual • Attorney in Fact C Individual • Attorney in Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator • Other: • Other:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorey-in- ict with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, Issue the course of its business and to bind the Company thereby, in an amount not to exceed $50.000.00 This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14 of November, 2016 RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorney(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And. be it

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be vali nd binding upon the Company in the future with respect to any bond or undertaking t which it is attached.

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH, 2021. 1927
(Seal)
Philadelphia Indemnity Insurance Company
On this 5' day of March, 2021 before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed.

Notary Public:

Vanessa Mckenzie
Montgomery County
My commission expires November 3, 2024
Commission number 1368394
Member. Pannsylvania Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 6TH _day of_ NOVEMBER - 2023 El Sar
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY
Cary. or

FAITHFUL PERFORMANCE BOND

MENIFEE CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.1)
FOR: Streets & Drainage $ 891,500.00 Tract Map TM37391
Riv. Co. Flood Control $. Other Proj. Ref. IP22-03]
Water System Bond No. PB03010409663
Rec. Water $ Premium $4,458.00
Sewer System $
Total $ 891,500.00
Surety Philadelphia Indemnity Insurance Company Principal_ BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State Pasadena CA City/State _Newport Beach, CA
Zip code 91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to_TM37391, Antelope Road, IP22-037, which agreements), dated_ Nov 6, 2023 _ is/are hereby referred to and made a part hereof; and, WHEREAS, said principal is required under the terms of said agreements) to furnish bond(s) for the faithful performance of said agreements);
NOW, THEREFORE, we the principal and Philadelphia Indemnity Insurance Company, as surety, are held and firmly bound unto the City of Menifee in the penal sum of Eight Hundred Ninety One Thousand Five Hundred and no/100, Dollars, ($891,500.00) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents.

FAITHFUL PERFORMANCE BOND

CITY OF

MENIFEE
The surety hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the agreements) or to the work to be performed there under or the specitications accompanying the same shall in anywise affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the agreements) 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 November 6 - 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

By: Serattached
Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Compar AUTHORIZED SIGNATURE:

Janina Monroe, Attorney-in-Fact
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

FAITHFUL PERFORMANCE BOND
Bond No. PB03010409663
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:
ic Koff, Senfor Vice Presider
Bang 5. Veee
By:

Barry S. Villines, Chief Financial Officer

State of California )
) SS.

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

ROSELYN NGUYEN
WITNESS my hand and official seal. Notary Public - California Orange County INA 1
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMIENT CIVIL CODE § 1189 S0EC0605060805020205000006000c020000160220000a20
\ notary public or other officer completing this certificate verifies only the, identity of the individual who signed the locument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California
County of LOS ANGELES
11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person(x) whose names) is/ad subscribed to the within instrument and acknowledged to me that Xe/she/Xxx executed the same in Kis/her/te* authorized capacityles), and that by Xis/her/*e* signature(s) on the instrument the person (s), or the entity upon behalf of which the persong) 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.

JENNIFER OCHS
WITNESS my hand and official seal.

Notary Public - California
Los Angeles County
Commission # 2358213
My Comm. Expires May 19, 2025 signature Feminan
Signature of Notary Public
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LL.C, its true and lawful Attorney-in- fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $50.000.000.

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney so executed and certified by facsimile signatures and faesimile seal shall be valic and binding upon the Company in the future with respect to any bond or undertaking to which it is attached.

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH, 2021 1927
(Seal)
Glomb, President & CEO
Philadelphia Indemnity Insurance Company
n this S" day of March, 2021 before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed.

Notary Public:

Commonwealth of Pennsylvania - Notary Seal Vanessa maKerie Vanessa Mckenzie, Notary Public
Montgomery County
My commission expires November 3,2024
Commission number 1366394
Member, Pannsylva-in Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do hereby certify that the foregoing resolution of the Board rectors and the Power of Attorney issued pursuant thereto on the 5th day March, 2021 are true and correct and are still in full force and effect. I do further certify th John Comb Who exeed Ty RURANCE COMPANyident, was on the date of execution of the attached Power of Atomey the duly dlected President of In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this. 6TH day of. NOVEMBER - 2023 El Sar
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY
CITOR

MATERIAL AND LABOR BOND

MENIFEE

CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.2)
FOR: Streets & Drainage $ 445.750.00 Tract/Parcel Map _TM37391 Riv Co Flood $ Other Proj. Ref. _ IP22-037
Water System $ Bond No. PB03010409663
Rec. Water $ Premium Sincluded in performance bend
Sewer System $
Total $ 445,750.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State Pasadena CA City/State Newport Beach, CA
Zip 91101 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC. (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, Antelope Road, IP22-037, which agreements), dated NOV 6,2023, is/are hereby referred to and made a part hereof; and, WHEREAS, under the terms of said agreements), principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Menifee to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California; NOW, THEREFORE, said principal and the undersigned, as corporate surety, are firmly bound unto the City of Menifee and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the agreements) and referred to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of Four Hundred Forty Five Thousand Seven Hundred Fifty and no/100 _ Dollars, ($445,750.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Menifee 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.

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.

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code are not a condition precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

By: See attached
Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indemnity Insurance Company M L
AUTHORIZED SIGNATURE:

Janina Monroe, Attorney-In-Fact
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

MATERIAL AND LABOR BOND
Bond No. PB03010409663
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
1 K1
By:

Vice President
Bangs. Vei
By:

Barry S. Villines, Chief Financial Officer

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

ROSELYN NGUYEN
WITNESS my hand and official seal. Notary Public - California Orange County
Commission # 2427747
Mu Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed th locument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California
County of LOS ANGELES
-
11/06/2023 before me,. JENNIFER OCHS, NOTARY PUBLIC
On_
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person whose name is/*e subscribed to the within instrument and acknowledged to me that e/she/ex executed the same in Kis/her/X*ex authorized capacitykes), and that by X/her/*x* signature(x) on the instrument the person(s), or the entity upon behalf of which the persong) 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.

JENNIFER OCHS
Notary Pubiie • California WITNESS my hand and official seal.

Los Angeles County
Commission # 2358213
My Comm. Expires May 19, 2025 signature germans
Signature of Notary Public
Place Notary Seal Above
- 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: _ Signers) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
] Corporate Officer - Title(s): • Corporate Officer - Title(s):
• Partner - • Limited • General • Partner - • Limited • General • Individual • Attornev in Fact • Individual • Attorney in Fact Trustee • Guardian or Conservator • Trustee • Guardian or Conservator • Other: • Other:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $50.000.000.

RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorey(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And, be it

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any

Com Venes Mena, Nay one al Vanessa Mckenzie
Member. Pannsyiva-in Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this - 6TH _day of. NOVEMBER - 2023 El Sar
1927 PHILA SEE INDEMN INSURANCE COMPANY

FAITHFUL PERFORMANCE BOND

MENIFEE CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.1)
FOR: Streets & Drainage $ Tract Map TM37391
Riv. Co. Flood Control $ Other Proj. Ref. IP22-052U
Water System 627,500.00 Bond No. PB03010409664
Rec. Water $ Premium $5,328.00
Sewer System $ 438,000.00
Total $ 1,065,500.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State Pasadena CA City/State_Newport Beach, CA
Zip code 91101 Zip _ 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to - TM37391, Backbone Phase 2B Onsite Sewer & Water.

IP22-052U which agreements), dated NOV (;2022, is/are hereby referred to and made a part hereof; and,
WHEREAS, said principal is required under the terms of said agreements) to furnish bond(s) for the faithful performance of said agreements);
NOW, THEREFORE, we the principal and Philadelphia Indemnity Insurance Company, as surety, are held and firmly bound unto the City of Menifee in the penal sum of One Million Sixty Five Thousand Five Hundred and no/100, Dollars, ($1,065,500.00) lawful money of the United States, for the payment of which sum will and truly be made, we bind ourselves, our heirs, successors, executors and administrators, jointly and severally, firmly by these presents.

FAITHFUL PERFORMANCE BOND

CITY OF

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 , 2023
NAME OF PRINCIPAL: BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See attached
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
AUTHORIZED SIGNATURE:
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

FAITHFUL PERFORMANCE BOND
Bond No. PB03010409664
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Eric Koff, Senio
BangS. Vice
By:

Barry S. Villines, Chief Financial Officer

State of California )
) ss.

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

ROSELYN NGUYEN
Notary Public - California
WITNESS my hand and official seal. Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed ti cument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that documer State of California
County of LOS ANGELES
On 11/06/2023 before me, JENNIFER OCHS, NOTARY PUBLIC
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(x) whose name is/ate subscribed to the within instrument and acknowledged to me that Xe/she/ex executed the same in Kis/her/*ex authorized capacitykes), and that by Xis/her/*e* signature(s) on the instrument the person(s, or the entity upon behalf of which the persong) 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.

JENNIFER OCHS WITNESS my hand and official seal.

Notary Pubiic • California
Cons ision 2358213
My Comm. Expires May 19, 2025
Signature of Notary Public
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Capacity(ies) Claimed by Signers)
Signer's Name: Signer's Name:
• Corporate Officer - Title(s): • Corporate Officer - Title(s):
• Partner - • Limited • General • Partner - • Limited • General • Individual • Attorney in Fact • Individual • Attorney in Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator • Other: • Other:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attorney-in- fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $50,000.000.

FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to an such Power of Attorney or certificate relating thereto by facsimile, and any such Power o Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS STH DAY OF MARCH, 2021. 1927
(Seal)
Glomb. President & CEO
Philadelphia Indemnity Insurance Company
On this 5'h day of March, 2021 before me came the individual who executed the preceding instrument, to me personally known, and being by me duly swor said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is th Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed Notary Public:
ommonwealth of Pennsyivania - Notary Sea Vanessa makengie anessa Mckenzie. Notary Publ
Montgomery County
My commission expires November 3,2024
Commission number 1366394
Mombor, Pannsylvan n Association of Notaries residing at: Bala Cynwyd, PA My commission expires: November 3, 2024
Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do hereby certify that the foregoing resolution of the Board irectors and the Power of Attorney issued pursuant thereto on the 5'h day March, 2021 are true and correct and are still in full force and effect. I do further certify th Perm. COmb, WA NDENTY INSURANCE COMPANiesident, was on the date of execution of the attached Power of Attory the duly lected President of In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this - 6TH day of _ NOVEMZER._ 2023 El Sar
1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY

MATERIAL AND LABOR BOND

MENIFEE

CITY OF MENIFEE, STATE OF CALIFORNIA
(Government Code Section 66499.2)
FOR: Streets & Drainage $ Tract/Parcel Map_TM37391
Riv Co Flood $ IP22-052U
Water System $ 313.750.00
Rec. Water $ Premium $ included in performance bond
Sewer System 219,000.00
Total $ 532,750.00
Surety Philadelphia Indemnity Insurance Company Principal BLC Fleming LLC Address 800 E. Colorado Blvd. 6th Floor Address 100 Bayview Circle, Suite 240 City/State_Pasadena CA City/State Newport Beach, CA
Zip_91101 Zip 92660
Phone 626-639-1323 Phone (949) 945-2595
WHEREAS, the City Council of the City of Menifee, State of California, and BLC Fleming LLC (hereinafter designated as "principal") have entered into, or are about to enter into, the attached agreements) whereby principal agrees to install and complete the above designated public improvements relating to TM37391, , Backbone Phase 2B Onsite Sewer & Water, IP22-052U, which agreements), dated NOV l,2073, islare hereby referred to and made a part hereof; and,
WHEREAS, under the terms of said agreements), principal is required, before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Menifee to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code of the State of California; NOW, THEREFORE, said principal and the undersigned, as corporate surety, are firmly bound unto the City of Menifee and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the agreements) and referred to Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the sum of Five Hundred Thirty Two Thousand Seven Hundred Fifty and no/100 Dollars, ($532,750.00) for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Menifee 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.

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.

Surety further stipulates and agrees that the provisions of Section 2845 of the Civil Code are not a condition precedent to surety's obligations hereunder and are hereby waived by surety.

IN WITNESS WHEREOF, this instrument has been duly executed by the principal and surety above named, on November 6 2023
NAME OF PRINCIPAL:BLC Fleming LLC
AUTHORIZED SIGNATURE(S):

See attached
By:

Name:

Title:
(IF CORPORATION, AFFIX SEAL)
NAME OF SURETY: Philadelphia Indematty Insurande Compa
AUTHORIZED SIGNATURE:

Janina Monroe, Attorney-In-Fact
(IF CORPORATION, AFFIX SEAL)

ATTACH NOTARIAL ACKNOWLEDGMENT OF SIGNATURES OF PRINCIPAL AND ATTORNEY-IN-FACT.

SIGNATURE PAGE TO

MATERIAL AND LABOR BOND
Bond No. PB03010409664
Principal:

Date: November 6, 2023 BLC FLEMING LLC,
a Delaware limited liability company
By:

Eric Koff, Senior Xice President
Bany 5. Vie
By:

Barry S. Villines, Chief Financial Officer

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

ROSELYN NGUYEN
WITNESS my hand and official seal. Notary Public - California Orange County
Commission # 2427747
My Comm. Expires Nov 22, 2026
Signature (Seal)
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 LOS ANGELES
On 11/06/2023 before me,_ JENNIFER OCHS, NOTARY PUBLIC
Date Here Insert Name and Title of the Officer

JANINA MONROE
personally appeared
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person* whose name is/*e subscribed to the within instrument and acknowledged to me that Xe/she/ex executed the same in Kis/her/Nex authorized capacityles), and that by Ks/her/)e signature(a) 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 JENNIFER OCHS is true and correct.

Notary Public • Cailfornia WITNESS my hand and official seal.

Los Angeles County
Commission # 2358213
My Comm. Expires May 19, 2025
signature jennam
Signature of Notary Public
Place Notary Seal Above
- 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: Signers) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
• Corporate Officer - Title(s): • Corporate Officer — Title(s):
• Partner - • Limited • General • Partner - [ Limited • General • Individual • Attorney in Fact • Individual • Attorney in Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator • Other: • Other:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Piaza, Suite 100
Bala Cynwyd, PA 19004-0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS: That PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J.

NOONAN, MICHELLE HAASE, MARTHA BARRERAS AND RACHEL A. MULLEN OF LOCKTON COMPANIES, LLC, its true and lawful Attomey-in- fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $50,000.000.

FURTHER
RESOLVED:
which it is attached.

IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 5TH DAY OF MARCH, 2021. 1927
(Seal)
Glomb, President & CEO
Philadelphia Indemnity Insurance Company
On this 5i day of March, 2021 before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed.

Notary Public:

Vanessa mckengie
Montgomery County
My commission expires November 3, 2024
Commission number 1366394
Member, Pannsylva: * Association of Notaries Bala Cynwyd, PA residing at:

My commission expires: November 3, 2024
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 6TH _day of NOVEMBER - 2023 1927 Edward Sayago, Corporate Secretary

PHILADELPHIA INDEMNITY INSURANCE COMPANY

Menifee City CouncilDecember 6, 2023

Menifee City Council
December 6, 2023