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APNs: 047-061-043, 047-059-013, 047-059-010
SUBDIVISION IMPROVEMENT AGREEMENT
City of Patterson
NAME OF PROJECT: STONEGATE SHIRE – PHASE 3
(referred to as the “Project”)
NAME OF SUBDIVIDER: SELF-HELP ENTERPRISES,
a California non-profit public benefit corporation
(referred to as “Subdivider”)
PARCEL OR TENTATIVE MAP APPROVAL(S): THE VILLAGES OF PATTERSON VESTING
TENTATIVE SUBDIVISION MAPS
– “A” and “B” MAPS
IMPROVEMENT PLANS: __________________________________
(referred to as “Improvement Plans”)
ESTIMATED COST OF IMPROVEMENTS: $3,365,198.90
COMPLETION PERIOD
FORM OF SECURITY:
TWELVE (12) MONTHS
[X] Surety bond
[ ] Letter of Credit
[ ] Cash deposit
[ ] Other
NAME AND ADDRESS OF SURETY (if applicable):
_________________________________
(Name of Corporate Entity)
_________________________________
_________________________________
SURETY BOND NUMBERS (if applicable): __________________________________
RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
City of Patterson
280 N. Third Avenue
Patterson, CA 95361
Attn: City Clerk
Exempt from recording fees
(Gov. Code §§ 6103 and 27383)
(Space above this line for Recorder’s use)
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This Subdivision Improvement Agreement (“Agreement”) is made and entered into by CITY OF PATTERSON, a California municipality (the “City”), and SELF-HELP ENTERPRISES, a California non-profit public benefit corporation (“Subdivider”). City and Subdivider may individually be referred to herein as a “Party” or collectively as the “Parties.” There are no other parties to this Agreement.
RECITALS
A. Subdivider owns a tract of land consisting of approximately 30.5 gross acres, lying in the City of Patterson, County of Stanislaus, California, known as the “Stonegate Shire” project, to be built in three (3) phases. This Agreement pertains to Phase 3 of Stonegate Shire (approximately 12.30 acres), as further described in Exhibit A attached hereto (the “Subdivision” or the “Property”).
B. On December 12, 2006, Patterson City Council (“City Council”) adopted Resolution 2006-122, approving a number of entitlements related to the Villages of Patterson (“VOP”) Development Plan, which encompasses the Subdivision, including, but not limited to:
(1) the VOP Development Plan; (2) Vesting Tentative Subdivision “A” and “B” Maps (together, the “Tentative Map”); (3) the VOP Conditions of Approval; and (4) an environmental impact report, statement of overriding considerations and mitigation monitoring plan in accordance with CEQA for the VOP Development Plan.
C. On December 19, 2006, the City Council adopted Ordinance No. 681, approving a Development Agreement by and between the City of Patterson and Northeast Territories, LP and Relating to the Development known as “The Villages of Patterson” at Patterson, California (the “Development Agreement”), as amended by that certain Operating Memorandum (dated October 15, 2018, and recorded on December 17, 2018 as Document No. 2018-0086098-00 in the official records of Stanislaus County).
D. The Tentative Map is subject to the Subdivision Map Act (Gov. Code § 66410 et seq.), City’s ordinances and regulations related to the filing, approval, and recordation of subdivision maps, the VOP Conditions of Approval, and other relevant conditions contained in Resolution 2006-122 (and any amendments thereto) (together, the “Subdivision Laws”). The Tentative Map is also subject to the terms, conditions and obligations contained in the Development Agreement, and development within the Subdivision must be in accordance with the VOP Development Plan.
E. Pursuant to the provisions of the Subdivision Laws, Subdivider has presented to City a proposed final map for the Subdivision (“Final Map”) for approval and recordation, a copy of which is attached hereto as Exhibit B.
F. In order for City to approve and record a Final Map for the Subdivision, the Subdivider must either complete all of the improvements required for the Project by the Subdivision Laws, the Development Agreement, VOP Development Plan and Tentative Map (“Improvements”), or execute an agreement with City to complete the Improvements within a specified period.
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G. Complete improvement plans for the construction, installation, and completion of certain public improvements, including, but not limited to, improvements in streets, alleys, water mains, sanitary sewers, storm drain systems, sidewalks, bike paths, easements and other rights-ofway have been prepared by Subdivider and approved by the City Engineer or his designee (“Improvement Plans”).
H. The Parties desire to enter into this Agreement in order to facilitate completion of all Improvements required for the Project (“Improvements”).
I. The Improvements shall conform to the Subdivision Laws, and all applicable City standards and policies related to the Improvements (collectively, the “Improvement Standards”).
NOW, THEREFORE, in consideration of the mutual covenants and benefits that accrue to each, the Parties agree as follows:
AGREEMENT
Section 1. Effective Date. This Agreement shall become effective on the date that all of the following have occurred: (i) City approves Improvement Plans provided by Subdivider; (ii) Subdivider provides securities to City to guarantee completion of the Improvements; and (iii) both Subdivider and City have executed this Agreement (the “Effective Date”).
Section 2. Term. This Agreement shall terminate after (i) City records a Certificate of Completion for the Improvements, and (ii) City releases the securities required for the Improvements. Any provisions in this Agreement that are intended to survive such termination, by their express terms or nature of the obligation, shall survive such termination.
Section 3. Estimated Cost of Improvements. The total estimated cost of the Improvements, as provided by Subdivider and reviewed and confirmed by City, is attached hereto as Exhibit C (“Cost Estimate”).
Section 4. Dedication. Except as otherwise provided in this Agreement or in the action of the City Council approving the Final Map, City hereby rejects all lands, rights-of-way and easements offered for dedication on the Final Map or by separate instrument. Such offers, however, shall remain open and constitute irrevocable offers of dedication in accordance with Government Code § 66477.2.
Section 5. Subdivider Obligations. Subdivider shall perform each of the following obligations throughout the term of this Agreement, as conditions precedent to City’s issuance of a building permit for any lot within the Subdivision:
A. Construct and install at Subdivider’s own expense all the Improvements, as shown on the Improvement Plans. The Improvement Plans may only be modified by Subdivider subject to prior written approval by City.
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B. Commence construction of the Improvements within six (6) months from the Effective Date. Subdivider shall notify City in writing three (3) days before the commencement of construction of the Improvements.
C. Complete all Improvements within twelve (12) months from the Effective Date, unless otherwise approved or extended in writing by City, after written application by Subdivider. Such written request for extension shall state in reasonable detail the grounds for such extension. In granting any extension of time, City may require new Securities to reflect increases in the costs of constructing the Improvements or any other conditions related to the extension of time.
D. Furnish and pay for all necessary equipment, labor and materials to complete the Improvements in conformity with the Improvement Standards.
E. Replace or repair all public improvements, private property, public utility facilities, and surveying or subdivision monuments that are destroyed or damaged in the performance of the work. Subdivider shall bear the entire cost of any such replacements or repairs.
Any repair or replacement work shall be to the satisfaction of City.
F. Provide safe access for inspection of the Improvements by City.
G. Give good and adequate warning to the public of each and every dangerous condition existing on or near the Improvements, and take reasonable action to protect the public from any such dangerous condition.
H. Perform all construction work for the Improvements between 6:00 a.m. and 7:00 p.m. on weekdays (Monday through Friday), and between 8:00 a.m. and 5:00 p.m. on weekends and legal holidays, unless otherwise approved in writing by City.
I. Require each contractor and subcontractor to have a competent foreman on the job at all times when that contractor or subcontractor, or any employee or agent thereof, is performing any work for the Improvements. Subdivider or its contractor shall maintain an office with a telephone on the Property or provide a 24-hour contact number for an authorized Project representative. While construction work is being performed on the Improvements, Subdivider or an agent of Subdivider shall be available at the Property within three (3) hours of being called by City.
J. Assume all costs for utility and cable television undergrounding or relocation which is not the responsibility of the cable television, gas, electric, telephone or other utility company under the terms of any franchises with City or otherwise imposed upon the utility companies by law.
K. Obtain and comply with all necessary permits and licenses for the construction and installation of the Improvements, give all necessary notices, and pay all fees and taxes required by law.
Section 6. Inspections. All Improvements shall be constructed under the inspection of City employees or contractors (collectively “City Inspectors”). Upon completion of the Improvements, {CW143350.4}
Subdivider may request a final inspection by City Inspectors. City shall not record the Certificate of Completion unless Subdivider has completed all work in accordance with the Improvement Plans and Improvement Standards. If City Inspectors determine that the Improvements have been completed in accordance with the Improvement Plans and Improvement Standards, certification of the completion of the Improvements shall be presented to the City Council, to accept or reject in its sole discretion, and City shall thereafter record a Certificate of Completion for the Improvements. City Inspectors shall have the right to inspect the Improvements for a period of twelve (12) months after the Certificate of Completion has been recorded. Subdivider shall bear all costs of inspection, including but not limited to the costs of all third-party inspectors used for the Project.
Section 7. Title to Improvements. City shall not accept any property to be dedicated, or title to the Improvements, unless they are constructed in conformity with the Improvement Plans and Improvement Standards to the satisfaction of City. Subdivider shall retain title to, shall be responsible for, and shall bear the risk of loss to, any of the Improvements constructed or installed, until such time that City accepts the Improvements. Title to and ownership of the Improvements and any real property to be dedicated shall vest absolutely in City upon completion and acceptance of such Improvements. The Improvements shall be entirely free from all liens prior to City’s acceptance. Prior to acceptance, at City’s request, Subdivider shall supply City with appropriate lien releases, at no cost to and in a form acceptable to City.
Section 8. Acceptance of Improvements. The Improvements shall be deemed accepted only after: (A) acceptance by the City Council upon recommendation of the City Engineer, after satisfactory completion and inspection of all Improvements, and (B) issuance of a Certificate of Completion by the City Engineer. Such acceptance shall not constitute a waiver by City of any defects or deficiencies in the Improvements.
Section 9. Damage to Improvements. Subdivider is solely responsible for the care and maintenance of, and any damage to, the Improvements, prior to final acceptance by City.
Subdivider shall replace or repair all Improvements, utility facilities, and monuments that are damaged or destroyed for any reason, regardless of the cause of damage or the ownership of the underlying property. Any repair or replacement shall be to the satisfaction of City.
Section 10. Acquisition and Dedication of Easements or Rights-of-Way. If any of the Improvements are to be constructed or installed on land not within the Subdivision or an already existing public right-of-way, no construction or installation shall commence before:
A. The irrevocable offer of dedication or conveyance to City by Subdivider of appropriate rights-of-way, easements or other interests in real property, as determined by City; or B. Authorization from the affected property owner to allow construction or installation of the Improvements; or
C. The issuance of an order of possession by a court of competent jurisdiction pursuant to the State Eminent Domain Law (Code Civ. Proc., § 1230.010 et seq.). Subdivider shall comply in all respects with any such order of possession. {CW143350.4}
Section 11. Repair of Defective Work After Acceptance of Improvements. If, within a period of one (1) year after final acceptance of the Improvements, any portion of the Improvements or any work done under this Agreement fails to fulfill any of the requirements of this Agreement or conform to the Improvement Plans or Improvement Standards, Subdivider shall without delay and without any cost to City, repair, replace or reconstruct any defective or otherwise unsatisfactory part of the Improvements. If Subdivider fails to act promptly in accordance with this requirement, or if the exigencies of the situation require repairs or replacements to be made before Subdivider can be notified or correct the situation, then City may, at its option, make the necessary repairs or replacements or perform the necessary work. In such event, City shall first call on the Warranty Security (as defined herein) to pay the costs of the work. Subdivider shall remain responsible for the actual cost of the work performed by City plus fifteen percent (15%), excluding the amount received by City under the Warranty Security.
Section 12. Securities.
A. Types of Security. Subdivider shall secure completion of the Improvements by providing the following securities (collectively, the “Securities”):
i. Performance Security. A performance security that is one hundred percent (100%) of the total Cost Estimate, securing the Subdivider’s faithful performance and completion of the Improvements (“Performance Security”). ii. Payment Security. An additional amount that is one hundred percent (100%) of the total Cost Estimate, securing Subdivider’s payment to any contractor, subcontractor, person renting or supplying equipment, or furnishing labor and materials for the Improvements (“Payment Security”).
iii. Warranty. An additional amount of ten percent (10%) of the total Cost Estimate, for the guarantee and warranty of the Improvements against any defective work or labor done, or defective materials, for a period of one (1) year following their completion and acceptance by City (“Warranty Security”). Upon Subdivider’s reasonable request, the Warranty Security may be posted after the Final Map is accepted but immediately prior to all public improvements being deemed complete and accepted by City.
B. Conditions of Security.
i. Bonds. Any bonds submitted as the Securities shall be executed by a surety company authorized to conduct a surety business in California and shall be in a form as specified by the Subdivision Laws.
ii. Irrevocable. All Securities deposited as bonds under this Agreement shall be irrevocable, shall not be limited as to time (except as to the guarantee and warranty period), and shall provide that they may be released, in whole or part, only upon the written approval of City, as provided under the Subdivision Laws and subdivision C below. All Securities shall expressly obligate the surety for any extension of time authorized by City for Subdivider’s {CW143350.4}
completion of the Improvements, whether or not the surety is given notice of such an extension by City.
iii. Replacement. If Subdivider seeks to replace any of the Securities, such replacement security shall: (1) comply with all requirements of this Agreement; (2) be provided by Subdivider to City; and (3) upon written acceptance by City, be deemed to be a part of this Agreement. Upon City’s acceptance of a replacement security, the earlier provided Security may be released.
C. Release of Securities. The Securities required by this Agreement shall be released in accordance with the Subdivision Laws and the following provisions:
i. Performance Security. City shall release the Performance Security after recording a Certificate of Completion for all the Improvements, or as may otherwise be authorized in accordance with the Subdivision Laws.
ii. Payment Security. The Payment Security may, six (6) months after the Certificate of Completion is recorded by City, be reduced to an amount equal to the amount of all claims filed related to the Improvements and for which notice has been given to City. The balance of the Payment Security shall be released upon the settlement of all claims and obligations for which the Payment Security was given.
iii. Warranty. The Securities provided for guarantee and warranty of workmanship shall be released after one (1) year following recordation of a Certificate of Completion for the Improvements. If, however, City determines there are defects in the Improvements that require correction pursuant to Section 11 above, and Subdivider fails to correct such defects within a reasonable time, City may utilize the Securities to make all necessary corrections, including payment of reasonable expenses and attorney’s fees in connection with enforcement of any provision of this Agreement.
D. Records. Evidence of the Securities required by this Agreement shall be kept on file with City.
Section 13. Default of Subdivider.
A. Breach. Subdivider shall be deemed to have materially breached this Agreement based on, but not limited to, any of the following occurrences: (i) failure to timely complete construction of the Improvements; (ii) failure to timely cure any defect in the Improvements to the satisfaction of City; (iii) failure to timely deposit additional Securities as may be required by this Agreement; (iv) Subdivider’s insolvency, appointment of a receiver, or the filing of any petition in bankruptcy either voluntary or involuntary which Subdivider fails to discharge within thirty (30) days; (v) the commencement of a foreclosure action against the Project or a portion thereof, or any conveyance in-lieu or in avoidance of foreclosure; or (vi) failure to perform any other material obligation under this Agreement, as determined by the Engineer.
B. Notice of Breach; Default. In the event of any material breach of this Agreement, City shall serve written notice upon Subdivider and Subdivider’s surety, if any, {CW143350.4}
informing Subdivider and its surety of the breach. Subdivider shall have twenty (20) days from receipt of written notice by City to cure any breach. If the breach is not cured, or significant progress towards curing the breach is not made, Subdivider shall be considered in default.
C. Remedies; Performance by City.
i. In the event of Subdivider’s default under this Agreement, and the twenty (20)-day cure period has expired without such default having been cured, Subdivider authorizes City to complete all work on the Improvements at the sole expense of Subdivider, and Subdivider authorizes City to utilize the Securities to complete all work on the Improvements and to pay all labor costs of contractors, subcontractors and workers related to the Improvements. In the event of a default by Subdivider, City may (a) take over and complete the Improvements, by contract or by any other method chosen by City, at the expense of Subdivider, (b) Subdivider shall be liable to City for any excess cost or damages incurred by City, including but not limited to costs of suit and attorney’s fees, and (c) City may take possession of, and utilize such materials, appliances, equipment, plant and other property belonging to Subdivider as may be necessary for completion of the Improvements.
ii. Failure of Subdivider to comply with the terms of this Agreement shall constitute consent to the filing by City of a notice of violation against all lots within the Project, or to rescind the approval or otherwise revert the Project to acreage. iii. The failure of City to take an enforcement action with respect to a default or breach, or to declare a default or breach, shall not be construed as a waiver of that default or breach or any subsequent default or breach of Subdivider. iv. In addition to the remedies described in this Section, City reserves to itself all remedies available to it at law or in equity for breach of Subdivider’s obligations under this Agreement. The right of City to draw upon or utilize the Securities is additional to and not inlieu of any other remedy available to City. Subdivider agrees that the choice of remedy or remedies for Subdivider’s default shall be at the discretion of City.
D. Lien. In accordance with the Subdivision Laws (Gov. Code, § 66499), the recordation of this Agreement creates a lien attached to the Property underlying the Project and has the priority of a judgment lien in the amount necessary to complete the Improvements.
Section 14. Other Agreements for Improvements. Nothing contained in this Agreement shall preclude City from entering into agreements with Subdivider or other parties for the apportionment of costs of water or sewer mains, or other improvements, pursuant to the provisions of City ordinances providing therefore, nor shall anything in this Agreement commit City to any such apportionment.
Section 15. Indemnity.
A. No Liability. City elected and appointed councils, commissions, officers, agents, employees and representatives (“City Agents”) shall not be liable or responsible for any {CW143350.4}
accident, loss or damage relating to the Improvements prior to completion of the Improvements.
All such risks shall be the responsibility of and are hereby expressly assumed by Subdivider.
B. Indemnity/Hold Harmless. City and City Agents shall not be liable, and Subdivider agrees to indemnify, hold harmless, and defend City and City Agents from any and all liability for claims of damage which may arise as a result of any negligent acts or omissions by Subdivider or its agents, contractors, or employeesin connection with the construction or operation of the Improvements. This indemnification and agreement to hold harmless shall extend to (i) injuries to persons and property, (ii) the taking of property resulting from the design or construction of the Project and the Improvements, (iii) the release or discharge of hazardous or toxic substances in the vicinity of the Property and the Improvements to be dedicated, and (iv) injuries to adjacent property owners as a consequence of the construction of the Project and the Improvements.
Acceptance by City of the Improvements shall not constitute an assumption by City of any responsibility for any damage covered by this Section.
C. Indemnity of Project Approval. Subdivider shall defend, indemnify, and hold harmless City and City Agents from any claim, action, or proceeding to attack, set aside, void, or annul, any approval by City concerning the Project. Subdivider shall not be required to pay or perform any settlement unless the settlement is approved by Subdivider. City shall not be liable for approving, reviewing, checking, or correcting any plans or specifications or for approving, reviewing or inspecting any Improvements.
D. Design Defects. After acceptance of the Improvements, the Subdivider shall remain obligated to eliminate any defect in design or dangerous condition caused by a latent design or construction defect. Provisions of this paragraph shall remain in full force and effect for ten (10) years following acceptance by City of the Improvements. It is the intent of this Section that Subdivider shall be responsible for all liability for design and construction of the Improvements pursuant to this Agreement and that City shall not be liable for any negligence, nonfeasance, misfeasance, or malfeasance in approving, reviewing, checking, or correcting any plans or specifications or in approving, reviewing, or inspecting the Improvements.
Section 16. Insurance. Prior to commencing work on the Improvements, Subdivider shall present to City proof of insurance for the following policies, in a form acceptable to City.
A. Commercial General Liability. No less than Two Million Dollars ($2,000,000.00) per occurrence and an aggregate limit of not less than Four Million Dollars ($4,000,000.00). Such insurance shall also:
i. Name City and City Agents as insured by endorsement with respect to performance of this Agreement. The coverage shall contain no special limitation on the scope of its protection afforded to City and City Agents.
ii. Be primary with respect to any insurance or self-insurance programs covering City and City Agents.
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B. Automotive Liability Insurance. No less than Two Million Dollars ($2,000,000.00) for each occurrence. Such insurance shall also:
i. Name City and City Agents as insured by endorsement with respect to performance of this Agreement. The coverage shall contain no special limitation on the scope of its protection afforded to City and City Agents.
ii. Be primary with respect to any insurance or self-insurance programs covering City and City Agents; and
iii. Workers’ Compensation and Employers’ Liability Insurance.
Subdivider and its subcontractors shall, to the extent required by California law, maintain workers’ compensation insurance and, to the extent applicable, Employer’s Liability Insurance. The Employer’s Liability Insurance shall be no less than One Million Dollars ($1,000,000) per accident for bodily injury or disease.
Section 17. Administration. The department director primarily responsible for the Project shall interpret and administer this Agreement on behalf of City (“Director”). Any decision by the Director may be appealed to the City Manager. Should a disagreement arise between the Parties with respect to the City Manager’s interpretation or administration of any provision of this Agreement, such decision may be appealed to the City Council within fifteen (15) days of the City Manager's decision.
Section 18. Notices. Any notice or communication required hereunder between City and Subdivider must be in writing, and may be given either personally, by registered or certified mail, or by Federal Express, UPS or other similar couriers providing overnight delivery, or by email (provided that in the event of a notice of default, such email shall be promptly followed by delivery of such notice by another method as provided herein). If personally delivered, a notice shall be deemed to have been given when delivered to the Party to whom it is addressed. If given by registered or certified mail, such notice or communication shall be deemed to have been received on the first to occur of (a) actual receipt by any of the addressees specified below, or (b) three (3) days after a registered or certified letter containing such notice, properly addressed, is deposited in the United States mail. If given by Federal Express or similar courier, a notice or communication shall be deemed to have been received on the date delivered as shown on a receipt issued by the courier. If given by email, such notice or communication shall be deemed to have been received based on the date delivered as shown on the sent email. Any Party hereto may at any time, by giving ten (10) days written notice to the other Party hereto, designate any other address to which such notice or communication shall be given. Notices or communications shall be given to the Parties at their addresses set forth below:
If to City: City of Patterson
1 Plaza Cir.
Patterson, CA 95363
Attn: City Manager
Email: [email protected]
with copy to: White Brenner LLP
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1608 T Street
Sacramento, CA 95811
Attn: Nubia I. Goldstein
Email: [email protected]
If to Subdivider: Self-Help Enterprises
8445 W. Elowin Ct.
Visalia, CA 93291
Email: [email protected]
with copy to: Gubb & Barshay
235 Montgomery Street, Suite 1110
San Francisco, CA 94104
Attn: Patrick Sukeforth
Email: [email protected]
Section 19. General Provisions:
A. Recitals. The recitals above (“Recitals”) are true and correct and are hereby incorporated into and made part of this Agreement. In the event of any inconsistency between the Recitals and the Sections contained in this Agreement, the Sections shall prevail.
B. Governing Law; Venue. The validity, interpretation and performance of this Agreement shall be controlled by and construed pursuant to the laws of the State of California.
Venue for any legal proceedings initiated in connection with this Agreement shall be in the Superior Court for Stanislaus County.
C. Compliance with Laws. Subdivider, its agents, employees, contractors, and subcontractors shall comply with all federal, state and local laws in the performance of the work required by this Agreement, including but not limited to all Subdivision Laws, Improvement Standards, and all federal, state and local labor laws. Subdivider shall, at its expense, be responsible for obtaining all applicable licenses and permits.
D. Severability. If any provision of this Agreement is held invalid by a court of competent jurisdiction, or if any provision of this Agreement is rendered invalid or unenforceable according to the terms of any federal or state statute, the remaining provisions shall continue in full force and effect and shall be construed to give effect to the intent of this Agreement.
E. Waiver. The waiver by either Party of a breach by the other of any provision of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach of the same or a different provision of this Agreement. No Party shall be deemed to have made any such waiver unless it is in writing and signed by the Party so waiving.
F. Integration. It is the intention of the Parties that this Agreement shall supersede any prior agreements, discussions, commitments, representations or agreements, written, electronic or oral, between the Parties with respect to the subject matter contained herein. {CW143350.4}
G. Mandatory and Permissive. “Shall” and “will” and “agrees” are mandatory. “May” or “can” are permissive.
H. No Agency Relationship. Neither Subdivider nor any of Subdivider’s agents, contractors, or employees are or shall be considered to be agents of City in connection with the performance of Subdivider’s obligations under this Agreement.
I. Assignment. Subdivider shall not assign any of its obligations under this Agreement without the prior written consent of City. City shall not release any Security given to secure the performance of any Improvements not assigned.
J. Covenant Running With the Land. All representations, covenants and warranties specifically set forth in this Agreement, by or on behalf of or for the benefit of any or all of the Parties, shall be binding upon and inure to the benefit of such Party, its successors and assigns.
K. Counterparts. This Agreement may be executed simultaneously and in several counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.
L. Further Acts. Parties agree that they shall cooperate in good faith to accomplish the objectives of this Agreement and to that end, agree to execute and deliver such other instruments or documents as may be necessary and convenient to fulfill the purposes and intentions of this Agreement.
M. Time is of the Essence. Time is of the essence in this Agreement in each covenant and term and condition herein.
N. Authority. Each Party executing this Agreement certifies, in their individual or corporate capacity that (i) they have legal or equitable title to the applicable parcels subject to this Agreement; (ii) they are authorized to enter into this Agreement, and (iii) they have complied with all requirements under state or federal law for such person or entity to execute this Agreement.
O. Construction and Interpretation. It is agreed and acknowledged by Subdivider that the provisions of this Agreement have been arrived at through negotiation, and that Subdivider has had a full and fair opportunity to review this Agreement and to have such provisions reviewed by legal counsel. Therefore, any rule of construction that any ambiguities are to be resolved against the drafting Party shall not apply in construing this Agreement.
P. Attorney Fees and Costs. If any action at law or in equity, including action for declaratory relief, is brought to enforce or interpret any provision of this Agreement, the prevailing Party shall be entitled to an award of reasonable attorney fees and costs, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which such Party may be entitled.
Q. Modification; Approvals. This Agreement may be amended only by a written instrument signed by the Parties. Any approval or consent that is to be given by City {CW143350.4}
pursuant to this Agreement shall be in writing, and any approval or consent that is not in writing shall not be binding on City.
R. Exhibits. All exhibits attached hereto are incorporated into and made part of this Agreement:
Exhibit A: Legal Description of Property
Exhibit B: Copy of Final Map
Exhibit C: Cost Estimate for Improvements
Exhibit D: Performance Bond
Exhibit E: Payment Bond
Exhibit F: Warranty Bond
[Signatures on following page]
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IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates signed below.
CITY:
CITY OF PATTERSON,
a California municipality
By:
Print:
City Manager
Date:
ATTEST:
By:
Print: ______
City Clerk
SUBDIVIDER:
SELF-HELP ENTERPRISES,
A California Non-Profit Benefit Corporation
By:
Print:
Title:
Date: __________________
APPROVED AS TO FORM:
By:
Print: ______
City Attorney
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STATE OF CALIFORNIA
COUNTY OF ________________
On ______________________before me, ______________________________, a notary public, personally appeared __________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person9s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
STATE OF CALIFORNIA
COUNTY OF ________________
On ______________________before me, ______________________________, a notary public, personally appeared __________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person9s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
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EXHIBIT A
Legal Description of Property
ORDER NO. : 1117027881
EXHIBIT A
The land referred to is situated in the unincorporated area of the County of Stanislaus, State of California, and is described as follows:
Parcel One:
Parcel D, as shown on that certain map, entitled ‘Villages of Patterson Stonegate Shire Unit 1 – Final “B” Map’, filed December 28, 2017 in Book 44 of Maps, at Page 58, Stanislaus County Records.
EXCEPTING THEREFROM an undivided one-half interest in and to all oil, gas, petroleum, naphtha, other hydrocarbon substances and minerals of whatsoever kind and nature in, upon or beneath the property hereinafter described, together with the right of entry and all other rights, including all rights of way with easements, which may be necessary for the development, production and removal of all such substances and minerals, as reserved in the deed from the Federal Home Loan Mortgage Corporation recorded March 25, 1941, in Book 730, at Page 123, Stanislaus County Official Records.
APN: 047-061-043-000
Parcel Two:
Remainder 1, as shown on the Map, entitled "Villages of Patterson- Stonegate Shire Unit 1- Final "B" Map", filed for record December 28, 2017, in Book 44 of Maps, at Page 58, Stanislaus County Records.
EXCEPT THEREFROM that portion of Remainder 1 of said "Villages of Patterson- Stonegate Shire Unit 1- Final "B" Map", described as follows:
COMMENCING at the Southeasterly corner of said Parcel "A"; thence along the Southwesterly line of 64.00 foot wide Logan Way, North 30° 00' 00" West, a distance of 405.28 feet to the most Easterly corner common to said Parcel "A" and said Remainder 1 and the POINT OF BEGINNING; thence continuing along said line, North 30° 00' 00" West, a distance of 17.74 feet to the beginning of a curve concave Northeasterly having a radius of 532.00 feet; thence Northwesterly along said curve through a central angle of 09° 59' 12", a distance of 92.73 feet; thence leaving said Southwesterly line, South 59° 59' 48" West a distance of 98.06 feet to the most Northerly corner of said Parcel "A"; thence along a line common to said Parcel "A" and said Remainder 1, South 30° 00' 00" East, a distance of 110.00 feet; thence along a line common to said Parcel "A" and said Remainder 1, North 59° 59' 48" East, a distance of 90.00 feet to the POINT OF BEGINNING.
FURTHER EXCEPTING THEREFROM an undivided one-half interest in and to all oil, gas, petroleum, naphtha, other hydrocarbon substances and minerals of whatsoever kind and nature in, upon or beneath the property hereinafter described, together with the right of entry and all other rights, including all rights of way with easements, which may be necessary for the development, production and removal of all such substances and minerals, as reserved in the
deed from the Federal Home Loan Mortgage Corporation recorded March 25, 1941, in Book 730, at Page 123, Stanislaus County Official Records.
Being Parcel 3 on the Certificate of Compliance for Lot Line Adjustment No. 19-03, recorded September 9, 2019, Instrument No. 2019-0060594, Stanislaus County Official Records.
APN: 047-059-013-000
Parcel Three:
Parcel C as shown on a Parcel Map filed October 1, 2007 in Book 55, Page 56 of Parcel Maps in the Office of the Recorder of Stanislaus County, California EXCEPTING THEREFROM that portion of Parcel D and that portion of Logan Way lying within that certain Map entitled “Villages of Patterson Stonegate Shire Unit 1 – Final “B” Map”, which Map was filed in the Office of the Recorder of the County of Stanislaus, State of California, on December 28, 2017 in Book 44 of Maps, at Page 58.
FURTHER EXCEPTING THEREFROM an undivided one-half interest in and to all oil, gas, petroleum, naphtha, other hydrocarbon substances and minerals of whatsoever kind and nature in, upon or beneath the property hereinafter described, together with the right of entry and all other rights, including all rights of way with easements, which may be necessary for the development, production and removal of all such substances and minerals, as reserved in the deed from the Federal Home Loan Mortgage Corporation recorded March 25, 1941, in Book 730, at Page 123, Stanislaus County Official Records.
The above legal description is also known as Remainder 2, on that certain Map entitled “Villages of Patterson Stonegate Shire Unit 1 – Final “B” Map”, which Map was filed on December 28, 2017 in Book 44 of Maps, at Page 58, Stanislaus County Records.
APN: 047-059-010-000
NOTE: It is anticipated that the use of the Parcel Three legal description will not be in violation of the Subdivision Map Act by reason of common ownership of contiguous land or otherwise with the approval by the City of Patterson/County of Stanislaus.
Any use of this legal description prior to such approval or without satisfactory evidence of compliance with or non-violation of the Act, shall be deemed to be without the consent of Old Republic Title Company and/or its underwriters.
{CW143350.4}
EXHIBIT B
Copy of Final Map
STONEGATE SHIRE UNIT 2 - FINAL "B" MAP Vil ages of Patterson R D OWNER'S STATEMENT G GDR ENGINEERING, Inc. NOTARY STATEMENT CLERK OF THE BOARD OF SUPERVISOR'S CERTIFICATE CITY CLERK'S STATEMENT TAX COLLECTOR'S STATEMENT PLANNING COMMISSION'S STATEMENT SURVEYOR'S STATEMENT CITY ENGINEER'S STATEMENT COUNTY RECORDER'S STATEMENT CITY'S SURVEYOR'S STATEMENT OMITTED SIGNATURES STATEMENT DO NOT STAMP FEE TITLE DEDICATION BEING A SUBDIVISION OF PARCEL "D", REMAINDER 2, AND A PORTION OF REMAINDER 1 AS SHOWN ON THE MAP RECORDED IN BOOK 44 OF MAPS, PAGE 58, STANISLAUS COUNTY RECORDS, LYING IN SECTION 19, T.5 S., R.8 E., MOUNT DIABLO MERIDIAN
BENNETT
DRIVE
LOGAN
WAY TEMPORARY STORM DRAIN BASIN AND FACILITIES EASEMENT (A) DOC. NO. 1993-0022242 PARCEL "A" (55 - PM - 56) PARCEL "B" (55 - PM - 56) PARCEL "C" (44 - M - 58) PARCEL 2 (DOC. NO. 2019-0060594) PARCEL 1 (DOC. NO. 2019-0060594) PARCEL 3 (DOC. NO. 2019-0060594) REMAINDER 2 (44 - M - 58) VILLAGES OF PATTERSON STONEGATE SHIRE UNIT 1 (44 - M - 58) NORTH FIRST STREET WALNUT AVENUE 22 21 20 19 18 17 161514 13121110987 5 1 2 3 4 41 40 39 38 33 34 35 36 37 32 30 29 28 23 24 25 26 27 6 PARCEL "D"
(44 - M - 58) 31
WESTBURY LANE YORKSHIRE DRIVE LITTLETON DRIVE STONEGATE DRIVE 103 9899 114 110 113 111 100 96 7879 807677 81 82 83 84 85 86 87 88 89 90 91 93 94 95 54 52 59585756556061 67 65 64 66686970727371 112 115 116 117 118 109 108 107 106 105 102 101 104 97 53 51 50 49 48 47 46 45 44 43 6263 7574 92 42 REMAINDER 119
LOGAN WAY R DG GDR ENGINEERING, Inc. R GD BEING A SUBDIVISION OF PARCEL "D", REMAINDER 2, AND A PORTION OF REMAINDER 1 AS SHOWN ON THE MAP RECORDED IN BOOK 44 OF MAPS, PAGE 58, STANISLAUS COUNTY RECORDS, LYING IN SECTION 19, T.5 S., R.8 E., MOUNT DIABLO MERIDIAN STONEGATE SHIRE UNIT 2 - FINAL "B" MAP LEGEND BASIS OF BEARINGS OLIVE AVENUE Vil ages of Patterson GENERAL NOTES MONUMENTATION NOTE PARCEL "A" (55 - PM - 56) PARCEL 2 (DOC. NO. 2019-0060594) PARCEL 1 (DOC. NO. 2019-0060594) NORTH FIRST STREET WALNUT AVENUE 22333223
LOGAN
WAY
BENNETT
DRIVE STONEGATE DRIVE
LOGAN WAY
CRAVEN COURT 101 102
115
116
117
118 113
114 112
49 48
47 46
42 50
43 52
51 45
44 545556576364 6158626059 657172737467686970 6675 7677 99 100
CLIFTON
LANE
INGLETON
LANE
53 R DG GDR ENGINEERING, Inc. R GD STONEGATE SHIRE UNIT 2 - FINAL "B" MAP LEGEND Vil ages of Patterson GENERAL NOTES 53 55 PARCEL 2 (DOC. NO. 2019-0060594) DETAIL ''E'' BEING A SUBDIVISION OF PARCEL "D", REMAINDER 2, AND A PORTION OF REMAINDER 1 AS SHOWN ON THE MAP RECORDED IN BOOK 44 OF MAPS, PAGE 58, STANISLAUS COUNTY RECORDS, LYING IN SECTION 19, T.5 S., R.8 E., MOUNT DIABLO MERIDIAN SEE SHEET 4 TEMPORARY STORM DRAIN BASIN AND FACILITIES EASEMENT (A) STONEGATE DRIVE DOC. NO. 1993-0022242 PARCEL "A" (55 - PM - 56) PARCEL "B" (55 - PM - 56) PARCEL "C" (44 - M - 58) VILLAGES OF PATTERSON STONEGATE SHIRE UNIT 1 (44 - M - 58) LOGAN WAY 1 2 3 41 40 39 38
CLIFTON LANE SCARBOROUGH DRIVE STONEGATE DRIVE
CRAVEN
COURT 110 103 104 101 102
115
118 105
117 106
116
108
107 113
114 111
109 112 75 54 53 52 51 50 49 48 47 46 45 44 43 42
84 85
92 93
86 94
87 95
88 89
82 83
90 91 8076777879 81 97 96 98 99 100
INGLETON LANE
REMAINDER 119 PICKERING COURT R DG GDR ENGINEERING, Inc. STONEGATE SHIRE UNIT 2 - FINAL "B" MAP Vil ages of Patterson R GD LEGEND GENERAL NOTESOLIVE AVENUE WALNUT AVENUE BEING A SUBDIVISION OF PARCEL "D", REMAINDER 2, AND A PORTION OF REMAINDER 1 AS SHOWN ON THE MAP RECORDED IN BOOK 44 OF MAPS, PAGE 58, STANISLAUS COUNTY RECORDS, LYING IN SECTION 19, T.5 S., R.8 E., MOUNT DIABLO MERIDIAN SEE SHEET 3 LINE TABLE LINE DIRECTION LENGTH LINE TABLE LINE DIRECTION LENGTH LINE TABLE LINE DIRECTION LENGTH CURVE TABLE CURVE RADIUS DELTA LENGTH CHORD CURVE TABLE CURVE RADIUS DELTA LENGTH CHORD LINE TABLE LINE DIRECTION 41 R DG GDR ENGINEERING, Inc. STONEGATE SHIRE UNIT 2 - FINAL "B" MAP PARCEL "A" 75
NORTH FIRST STREET DETAIL ''A'' DETAIL ''C'' DETAIL ''D'' 95 NORTH FIRST STREET DOC. NO. 1993-0022242 119 DETAIL ''B'' 42 100
43 LOGAN WAY
REMAINDER Vil ages of Patterson BEING A SUBDIVISION OF PARCEL "D", REMAINDER 2, AND A PORTION OF REMAINDER 1 AS SHOWN ON THE MAP RECORDED IN BOOK 44 OF MAPS, PAGE 58, STANISLAUS COUNTY RECORDS, LYING IN SECTION 19, T.5 S., R.8 E., MOUNT DIABLO MERIDIAN {CW143350.4}
EXHIBIT C
Cost Estimate for Improvements
ITEM UNIT PRICE TOTAL
LS 1
$
GDR Engineering, Inc. Sheet 1 of 3 full BOND EST
THE VILLAGES OF PATTERSON: STONEGATE VILLAGES PHASE 3
PRELIMINARY OPINION OF PROBABLE CONSTRUCTION BONDING COST
PROJECT IMPROVEMENTS
August 2, 2024
THE FOLLOWING ESTIMATE OF THE QUANTITIES AND COSTS ARE APPROXIMATE ONLY. THE OPINION OF PROBABLE
CONSTRUCTION COST IS MADE ON THE BASIS OF EXPERIENCE AND BY COMPARISON WITH COST FOR SIMILAR PROJECTS. THE OPINION OF COST IS BASED UPON AN UNAPPROVED IMPROVEMENT PLAN DATED OCTOBER 2023.
BECAUSE WE HAVE NO CONTROL OVER THE COST OF LABOR, MATERIALS, EQUIPMENT, OR ON THE CONTRACTORS
METHOD OF DETERMINING PRICES, OVER COMPETITIVE BIDDING, OR MARKET CONDITIONS, WE DO NOT
GUARANTEE THAT PROPOSALS, BIDS, OR CONSTRUCTION COSTS WILL NOT VARY FROM THE OPINION OF PROBABLE COSTS AS SHOWN.
UNIT OF
MEASURE
ESTIMATED
QUANTITY
SITE PREPARATION
Preserve Monument
Sawcut
2' Grind Area
Adjust Water Valve Frame & Lid to GradeAdjust Manhole Frame & Lid to Grade Remove & Dispose AsphaltRemove & Dispose ConcreteRemove & Dispose Curb & Gutter Remove & Dispose Gravel RoadRemove & Dispose CleanoutRemove & Dispose BlowoffRemove & Dispose Air Release Valve Remove & Dispose Catch BasinRemove & Dispose Drain InletRemove & Dispose Storm Drain Manhole ConeRemove & Dispose 12" Storm Drain Pipe Remove & Dispose Irrigation ValveRemove & Dispose Irrigation PipeRemove & Dispose BarricadeRemove & Dispose 5' Wood Fence Remove & Dispose Chain Link Fence & GateRemove & Dispose Block Wall Slurry Fill Pipe
Abandon Well
Plug Irrigation PipePlug SDMH Pipe
GRADING & EARTHWORKS (LIME SECTION)Street Cut/Fill (262CY (F)) (8,31 7CY (Q) 810.00
2.302.10
1,125.001,125.00
0.508.60
8.600.60
472,00
270.00270,00
1,530.00
1,530.00
2,700.00
148.00
1,260.00
19.30 54.00
2.702.70
32.40 9.90
6,300.00
594.00540.00
SUBTOTAL
11A11AAAAAAAAAAAAAAAAAAAA
$
$4,050.00
$2,861.20$4,636.80$9,000.00$4,500.00
$2,601.00$6,579.00
$705.20
$2,800.20
$472.00$270.00$270.00
$1,530.00$3,060.00$2,700.00
$5,328.00
$15,120.00
$3,860.00$1,944.00$1,495.80
$162,00$356.40
$1,791.90$6,300.00
$594.00
$1,080.00
$84,067.50
36,000.00
36,000.00
EA
LF
SFEA
EA
SF
SFSFSF
EAEAEAEA
EAEA
LF
EA
LFLFLFLF
LFLF
EAEAEA
5 1,244
2,208
8 4
5,202
765
82 4,667
11 11
2 1
36 12
200
36 554
60 11
181
11 2
$ 36,000.00 $SUBTOTAL
ITEM UNIT PRICE TOTAL
GDR Engineering, Inc. Sheet 2 of 3 full BOND EST
UNIT OF
MEASURE
ESTIMATED
QUANTITY
PAVING
Hot-Mix Asphalt
Aggregate Base (Under AC Only)Aggregate Base (Under Concrete Only) 2' Shoulder Backing
CONCRETESidewalk/DrivewayCurb & Gutter
Curb Ramp (Labor Only)
Moisture Barrier @ Back of Curb & Back of Sidewalk
DOMESTIC WATER8" PVC DR 18 Pipe
10" PVC DR 18 Pipe
8" Water Valve
10" Water Valve
2" Air Release Valve
Blowoff
1" Domestic Service
1" Domestic Service wZ Connect to Existing Saddle
Fire Hydrant & AssemblyFire Hydrant wZ Connect to Existing Assembly Connect to Existing Water StubNON-POTABLE WATER
12" PVC DR 18 Pipe
Blind Flange
Blowoff
SANITARY SEWER8" PVC SDR 26 Pipe
Plug End of Pipe
Manhole
4" Sewer Service
CleanoutConnect to Existing SewerConnect to Existing Sewer Stub
STORM DRAIN
12" PVC DR 35 Pipe18" PVC DR 35 Pipe
30" RCP Class III PipeDrain Inlet
ManholeConnect to ExistingConnect to Existing Stub
Plug End of Pipe
TONTONTON
CY
SF
LF
EA
LF
LF
EA
EA
LFLF
EAEAEAEAEA
EAEAEAEA
LF
LFLF
EAEAEA
EAEA
31,383
8,232
16 8,232
1,343
439
6 1
4 2
65 14
7 1
4 311
2 1
5.40 18.00
1,775.00
6.90 SUBTOTAL
1 $
1 $
36.9050.40
1,755.00
2,520.004,500.00
1,080.00
810.00
558.00
7,875.00
7,875.00
4,050.00
SUBTOTAL
$$
56.00 1,440.001,080.00
SUBTOTAL
$$
i
$
$$
i
$
i
$$
$$
i
$$
41.40 270.00
4,410.00
702.00
135.00
2,070.002,070.00
SUBTOTAL
$$$$$$$
48.60 72.00
121.50
3,240.003,915.00
1,170.001,170.00
405.00
SUBTOTAL
$$$$$
1 $$$$
$
$
i
$
$
i
$$$$
$$$$$$
$$$$$$$
$
$$
i
$$$$.
$
$
169,468.20148,176.00
28,400.00
56,800.80
402,845.00
190,237.50
285,030.90
22,453.20
185.40
497,907.00
49,556.70
22,125.60
10,530.00
2,520.00
18,000.00
2,160.00
52,650.00
7,812.00
55,125.00
7,875.00
16,200.00
244,554.30
122,088.60
270.00
57,330.0055,458.00
135.00
2,070.00
4,140.00
241,491.60
11,566.80
123,552.00
18,711.00
29,160.00
35,235.00
2,340.002,340.00
405.00
223,309.80
17,416.00
2,880.00
1,080.00
21,376.00
LF
EAEAEA
EAEAEA
2,2259,597
756
1 2,949
1 13
79 11
2 238
1,716
154
99 22
1 $ 85.50$ 29.70$ 29.70
$ 185.40SUBTOTAL
ITEM UNIT PRICE TOTAL
GDR Engineering, Inc. Sheets of 3 full BOND EST
ESTIMATED
QUANTITY
UNIT OF
MEASURE
EA
EA
EAEA
EAEAEA
LFLFLFLFLFLFLFLF
LFLF
LF
LFLF
EA
LFLFLF
SFSFEA
EA
EA
EA
LF
EAEAEAEA
12,015.0012,015.0012,015.0013,185.00
549.00
43.20 324.00
44.00 57.60
70.00 83.0095.00
108.00134.00159.00185.00
211.00239.00
3.00 1.40
10.80 1.90
2.60 1.90
175.00131.00
98.00 333.00333.00
423.00
3.00 90.00
810.00
4,050.00
540.00
SUBTOTAL
GRAND BONDING TOTAL
1 $
$$$$
i
$$$
$
$
$
i
$
$$
i
$$
i
$$$$$$$
1 $$$$$$$
i
$$$$$$$$$$
i
$$
i
$$$$$
$
36,045.00
60,075.00
36,045.00
13,185.00
4,941.00
1,598.40
972.00
28,820.00
9,792,007,210.00
22,410.00
55,860.00
57,348.00
155,172.00
3,180.00
59,200.00
168,378.00
823,594.00
390.00
277.20
86.40 1,316.70
2,896.40
140.60
30,800.00
655.00
980.00
2,664.00
1,332.00
2,538.00
19,446.00
900.00810.00
4,050.00
540.00
$ 1,613,647.70
$3,365,198.90
MISCELLANEOUS
Decorative Electrolier A(ll)Decorative Electrolier B(ll)Decorative Electrolier C(ll) Standard Electrolier D(ll-4)Monument Well
BarricadeLockable Bollard
T Wood Retaining Wall
0.67' Masonry Retaining Wall
T Masonry Retaining Wall1.33' Masonry Retaining Wall1.67' Masonry Retaining Wall 2' Masonry Retaining Wall
2.67' Masonry Retaining Wall
3.33' Masonry Retaining Wall3.67' Masonry Retaining Wall 6' Block Wall
Joint Trench
Limit Line
Red CurbBlue Marker
Stripe Detail #21Stripe Detail #39
4" White Stripe
Stop Legend
Bike SymbolBike Lane ArrowR1-1 SignR26 No Parking Sign
Street Name Sign
Fiber RollInlet Protection
Wash Down Area
Concrete EntranceSWPPP Sign
353
1 9
37 3
655
170103
270
588
531
1,158
20 320798
3,446
130198
8 693
1,114
74 176
5 10
8 4
6 6,482
10 111
JASON
5;’ CHAPMAN
No. 66134 :
/J
DATE SIGNED:
{CW143350.4}
EXHIBIT D
Performance Bond
{CW143350.4}
EXHIBIT E
Payment Bond
{CW143350.4}
EXHIBIT F
Warranty Bond