Item 9 - Acceptance of Public Improvements for the Fairfield Project, Street Improvement Plan 21-002

September 16, 2025, Item #9
DATE:

TO:

FROM:

CONTACT:

September 16, 2025
Honorable Mayor and Members of the City Council
Julie Procopio, Director of Development Services~·
Sara Trunzo, Senior Civil Engineer
(858) 668-4622 or [email protected]
City of Povvay
ClTY COUNCIL
SUBJECT: Acceptance of Public Improvements for the Fairfield Project, Street Improvement Plan 21-002
Summary:

Street Improvement Plan (STI) 21-002 for the Fairfield Project included the installation of a traffic signal, streetlights, sewer main extensions, curb, gutter, sidewalk, raised median, curb ramps, and a bus shelter. The improvements are complete and ready for acceptance.

Recommended Action:

It is recommended the City Council:
1) Accept the improvements shown on the plans for STI 21-002 as complete; 2) Release the Performance Bond in the amount of $540,400; 3) Release the Payment Bond in the amount of $270,200; and 4) Retain the Warranty Bond in the amount of $54,040 for a period of one (1) year.

Discussion:

City Council approved the Tentative Tract Map (TTM) 20-003 and Development Review (DR) 20-002 for the Fairfield mixed-use development on Poway Road at Carriage Heights Way on December 1, 2020.

As a condition of approval for the development, the project was required to install public improvements to front and serve the project. Required improvements included sewer main extensions, a new traffic signal at Poway Road and Carriage Heights Way, streetlights, curb, gutter, sidewalk, curb ramps, a bus shelter and a raised center median fronting the property on Poway Road.

The improvements have been completed in accordance with the project plans, the Standard Agreement for Construction of Public Improvements (Attachment A), and have been accepted by the Development Services Department. Poway Municipal Code 16.20.11 0 requires that any and all securities for work estimated to cost over $100,000, or securities required to be posted in conjunction with any subdivision or parcel map, be released by City Council. Since these improvements were in conjunction with a subdivision, and were valued over $100,000, City Council approval is required for 1 of 14
September 16, 2025, Item #9
the
release
of
the
securities
associated
with
this
project.

Environmental
Review:

On
December
1,
2020,
the
City
Council
approved
TTM
20-003
and
DR
20-002
for
the
Fairfield
mixed
use
project
,
finding
it
consistent
with
the
certified
Final
Environmental
Impact
Report
(SCH#:
2017031035)
for
the
Poway
Road
Corridor
Specific
Plan.

The
forementioned
improvements
have
been
completed
in
accordance
with
the
Conditions
of
Approval.

Therefore,
no
further
environmental
review
is
required
for
the
acceptance
of
the
improvements.

Fiscal
Impact:

There
is
no
Fiscal
Impact
as
a
result
of
the
requested
action.

Public
Notification:

None
.

Attachments: A.

Standard
Agreement
Reviewed/Approved
By:

Assistant
City
Manager
2 of
14 Reviewed
By
:

Alan
Fenstermacher
City
Attorney
Approved
By
:

Ch
~) ns
aze
tine
City
Manager
September 16, 2025, Item #9
Poway,
California
Agreement
Date

STANDARD

AGREEMENT
FOR

CONSTRUCT/ON
OF
PUBLIC

IMPROVEMENTS
(STI21-002
Fairfield
Improvements)
The
CITY
OF
POWAY
("CITY")
and

FAIRFIELD
POWAY
LLC,
A

DELAWARE

LIMIMTED

LIABILITY

COMPANY
("OWNER")
agree
as
follows:

OWNER
is
required
to
construct
the
following
public
improvements
("work")
for
the
above
referenced
project:
a.

Water
connections
to
the
site
and
associated
appurtenances.
b.

Sewer
connections
and
associated
appurtenances.
c.

Sidewalk,
landscaping,
and
street
lights
fronting
the
project
on
Poway
Road.
d.

Traffic
signal
improvements.
e.

Installation
of
12 monuments.
f.

All
other
improvements
as
shown
on
the
improvement
plans,
STl21-002.

CITY
approved
plans
and
specifications
for
the
construction
of
the
work,
which
are
incorporated
herein
by
reference,
and
identified
as
STl21-002.

The
following
are
attached
hereto
and
made
a
part
hereof:

Schedule
A
Schedule
B
Public
Improvements
Monument
Setting

1. IMPROVEMENTS:

TIME
TO
PERFORM:

For
valuable
consideration
OWNER
agrees
to
do,
or cause
to
be
done,
at
OWNER's
expense
and
without
any
cost
or
liability
to
the
CITY,
all
of
the
work
described
herein
by
the
date
specified
on
Schedule
A.

OWNER
warrants
that
all
of
the
materials
supplied
and
work
to
be
done
will
be
of
good
quality
and
workmanship.

Said
work
shall
be
in
strict
conformity
with
the
plans
and
specifications
of
the
work,
the
standard
specifications
and
drawings
for
public
improvements
adopted
by
CITY,
and
this
agreement.

OWNER
shall
furnish
all
transportation,
equipment,
labor,
services,
permits,
utilities,
and
all
other
items
necessary
to
complete
the
work.

OWNER
shall
pay
all
claims,
demands,
and
liability
arising
out
of
or
resulting
from
or
in
connection
with
the
performance
of
the
work.

OWNER
shall
furnish
accurate
"as
constructed"
plans.

In
addition,
Owner
shall,
prior
to
acceptance
of
the
work
by
City
Council,
set
all
final
monuments
and
stakes.

OWNER's
obligations
herein
are
not
limited
by
any
cost
estimates,
nor
will
any
estimate
be
a
measure
of
damages.

CITY,
in
its
sole
discretion
and
without
liability
to
CITY,
City
Council
Members,
CITY's
Engineer
and
their
consultants,
and
each
of
their
officials,
directors,
officers,
employees
and
agents,
may
require
changes,
alterations,
or
additions
in
addition
to
said
ten
percent
( 10%)
limitation
if required
to
correct
errors
or
omissions
in
the
approved
plans
and
specifications,
and
for
unforeseen
conditions
such
as,
but
not
limited
to,
rock
excavation,
unstable
soil
conditions,
or
high
water
3 of
14 ATTACHMENT
A
Agreement
-1 of
8 September 16, 2025, Item #9
tables requiring de-watering.

2. INSURANCE: OWNER shall not commence or continue to perform any work unless OWNER has in full force and effect all required insurance with companies satisfactory to CITY. To be acceptable, insurers must be authorized to do business and have an agent for service of process in California, and have an "A" policyholder's rating and a financial rating of at least Class XI in accordance with the current Best's Ratings. OWNER shall not permit any contractor or subcontractor to perform any work unless the worker's compensation insurance requirements have been complied with by each of them. All insurance policies shall be maintained until the work is accepted by the CITY and provide for coverage of all causes of action or disputes arising out of acts in performance of the construction of the public improvement herein whether said causes or disputes are filed or brought to the attention of the CITY before or after the CITY acceptance of work.

With approval of the CITY's Attorney, insurance coverage required by this section may be satisfied by insurance held in name of prime contractor of OWNER, provided that prime contractor coverage is sufficiently broad to include all losses on job site.

As evidence of coverage, OWNER shall provide certificates of insurance and endorsement of CITY forms. Each certificate shall bear an endorsement waiving right of cancellation or change in coverage without forty-five (45) days notice in writing delivered to CITY.

Before issuance of construction permit, OWNER shall provide certificate(s) of insurance, satisfactory to CITY, certifying that OWNER, and each of OWNER'S contractors, has for the agreement period, full worker's compensation insurance coverage for all persons who are or may be employed in carrying out the work.

Before issuance of construction permit, OWNER shall provide to CITY, certificates of insurance and endorsements that OWNER has liability insurance coverage naming CITY as additional insured for both bodily injury and property damage in a single limit of not less than that specified on Schedule A for any one occurrence.

Liability insurance coverage shall include each of the following types of insurance as required by the CITY to carry out this agreement.

A. General Liability

1. Comprehensive Form

2. Premises-Operations

3. Explosion and Collapse Hazard

4. Underground Hazard

5. Products/Completed Operations
Hazard

6. Contractual Insurance

7. Broad Form Property Damage
Including Completed Operations

8. Independent Contractors

9. Personal Injury
B.

1. 2.

3. 4.

Automobile Liability
Comprehensive Form,
Including Loading and Unloading
Owned
Hired
Non-Owned
Contractual insurance shall be sufficiently broad to indemnify CITY as set forth in Paragraph 4.

Any liability insurance naming the CITY insured, shall include as additional insured City Council Members, CITY's Engineer and their consultants, officials, directors, officers, agents, and employees. Insurance afforded them shall be primary insurance and the amount provided shall 4 of 14 Agreement -2 of 8
September 16, 2025, Item #9
not
be
reduced
or
prorated
by
reason
of
any
other
insurance
they
might
have
.

Nothing
contained
in
these
insurance
requirements
shall
limit
the
liability
of
OWNER
or
OWNER's
insurance
companies
.

Review
and
acceptance
of
insurance
certificates
shall
not
constitute
any
representation
by
CITY
or
its
representative
that
any
required
insurance
has
been
issued;
provided,
however,
that
issuance
of
a
construction
permit
shall
be
deemed
acceptance
by
the
CITY
that
the
insurance
certificates
provided
by
OWNER
satisfy
the
requirements
of
this
agreement.

3. OWNER'S
LIABILITY:

OWNER
shall,
at
OWNER's
sole
cost
and
expense,
be
solely
and
completely
responsible
for
all
matters
affecting
the
design,
prosecution,
progress
and
completion
of
the
work,
(both
on
and
off
the
job
site).

OWNER
shall
be
responsible
for
observing
all
applicable
laws.

OWNER
shall
provide
for
public
convenience
and
safety,
and
safety
of
workers, including
OWNER's
workers
and
those
of
OWNER's
contractors,
subcontractors
and
suppliers,
and
others
contributing
to
the
work.

OWNER
shall
protect
CITY
property
and
property
rights
of
others,
including
the
location,
maintenance
and
replacement
of
utilities,
whether
shown
on
the
plans
or
not.

OWNER
shall
give
prior
notification
to
utility owners
. OWNER
shall
protect
against
and
prevent
drainage
from
storm
runoff.

OWNER
shall
not
unreasonably
interfere
with
the
lawful
use
by
others
of
easements
and
rights-of-way.

Nothing
in
this
agreement,
the
specification,
or
other
contract
documents,
or
CITY's
approval
of
the
plans
and
specifications
or
inspection
of
the
work,
shall
relieve
the
OWNER
or
contractor
of
full
responsibility
for
all
aspects
of
the
work.

CITY,
City
Council
Members,
CITY's
Engineer,
and
their
consultants,
and
each
of
their
officials,
directors,
officers,
employees,
and
agents
shall
have
liability
for
any
aspect
of
the
work.

4. OWNER'S
INDEMNIFICATION:

For
Claims
(as
defined
herein)
arising
out
of
the
work
contemplated
to
be
performed
by
OWNER
under
this
agreement,
CITY
and
its
elected
and
appointed
boards,
officials,
officers,
agents,
employees
and
volunteers
(individually
and
collectively,
"lndemnitees")
shall
have
no
liability
to
OWNER
or
any
other
person
for,
and
OWNER
shall
indemnify,
protect
and
hold
harmless
lndemnitees
from
and
against,
any
and
all
liabilities,
claims,
actions,
causes
of
action,
proceedings,
suits,
damages,
judgments,
liens,
levies,
costs
and
expenses,
including
reasonable
attorneys'
fees
and
disbursements
(collectively
"Claims"),
which
lndemnitees
may
suffer or
incur
or
to
which
lndemnitees
may
become
subject
by
reason
of
or
arising
out
of
any
injury
to
or
death
of
any
person(s),
damage
to
property,
loss
of
use
of
property,
economic
loss
or
otherwise
occurring
as
a
result
of
OWNER's
negligent
performance
under
this
agreement,
or
by
the
negligent
or
willful
acts
or
omissions
of
OWNER,
its
agents,
officers,
directors,
contractors,
or
employees.

The
foregoing
obligations
of
OWNER
shall
not
apply
to
the
extent
that
the
Claims
arise
from
the
negligence
or
willful
misconduct
of
CITY
or
its
elected
and
appointed
boards,
officials,
officers,
agents,
employees
and
volunteers.

In
any
and
all
Claims
against
CITY
by
any
employees
of
the
OWNER,
anyone
directly
or
indirectly
employed
by
OWNER,
or
anyone
for
whose
acts
OWNER
may
be
liable,
the
indemnification
obligation
under
this
Section
4 shall
not
be
limited
in
any
way
by
any
limitation
on
the
amount
or
type
of damages,
compensation
or
benefits
payable
by
or
for
the
OWNER
under
worker's
compensation
acts,
disability
benefit
acts
or
other
employee
benefit
acts
.

OWNER
shall
also
indemnify
and
hold
harmless
CITY,
City
Council
Members,
CITY's
Engineer,
and
their
consultants,
and
each
of
their
officials,
directors,
officers,
employees
and
agents
from
and
against
all
losses,
expenses,
damages
(including
damages
to
the
work
itself),
actual
attorneys
fees,
and
other
actually
incurred
costs,
including
costs
of
defense,
which
any
of
them
may
incur
both
during
and
after
completion
with
respect
to
any
latent
deficiency
in
the
design,
5 of
14 Agreement
-3
of
8 September 16, 2025, Item #9
specifications, surveying, planning, supervIsIon, observation of or construction of the improvements referred to herein or any injury to a person or property, real or personal, as a result of any such latent deficiency. CITY's costs shall include the cost of inspecting and restoring other portions of the work which CITY reasonably suspects may also be defective by reason of known defects in the work or other work performed by OWNER or OWNER's contractors, subcontractors, or suppliers or designed by their representatives.

Provisions of this Paragraph 4 shall remain in effect ten (10) years following acceptance of improvements by the CITY.

5. SECURITY: With the execution of this agreement, OWNER shall furnish and deliver to CITY, at no expense to CITY, a payment bond and a performance bond. Each shall be in the amount of the CITY-approved estimate specified on Schedule A. Bonds shall be furnished by surety companies satisfactory to the CITY on the forms provided by CITY. No alterations or substitution of said forms will be allowed. To be acceptable, surety companies must be authorized to do business and have an agent for service of process in California, be on the accredited list of the United States Treasury Department, and/or have an "A" policy holders rating and a financial rating of Class XI or better in accordance with the current "Best's Rating." The bonds will be limited to amounts acceptable to the Treasury Department.

None of the following shall in anywise affect the obligations of any surety. Each surety waives notice thereof: (a) any change, extension of time, alteration, or additions to the terms of the agreement, or the work to be performed, or the plans and specifications therefore; (b) any matters unknown to surety which might affect surety's risk except that CITY will advise surety upon request of the following: (1) any written claims it receives from unpaid subcontractors or suppliers, and (2) any written orders received from other public authorities charging violations of laws, ordinances or regulations, and (3) failure of OWNER to comply with any written notice to correct defective work. The obligations of OWNER shall not be limited by the amount of such bonds.

6. TYPES/AMOUNT OF SECURITY: In lieu of payment and performance bonds, OWNER may furnish CITY either cash, a Letter of Credit, or an Agreement of Deposit as security for performance. Said security shall be in amount no less than one hundred percent (100%) of the cost estimate and, in addition, for payment of those furnishing materials, labor or equipment in amount not less than fifty percent (50%) of the cost estimate. Said security agreements shall be on forms furnished by CITY. No alterations or substitution of said forms will be allowed. The obligations of OWNER shall not be limited by the amount of the security required.

7. COSTS AND DEPOSITS: OWNER agrees to pay CITY, on demand, the full amount of all of CITY's documented out of pocket costs incurred in connection with the work and this agreement.

These costs include, but are not limited to, plan checking, inspection, materials furnished, attorneys fees incurred in connection with preparing and negotiating this agreement, and all other expenses, including engineers and attorneys' fees of CITY, directly attributable to the work and this agreement. These costs shall include a reasonable amount for CITY's overhead in connection therewith, plus any applicable fees of CITY. CITY's costs shall include the cost of inspecting and restoring other portions of the work both during and after acceptance, which CITY reasonably suspects may also be defective by reason of known defects in the work or other work performed by OWNER or OWNER's contractors, subcontractors, or suppliers or designed by their representatives. OWNER shall deposit with CITY concurrently with the execution of this agreement, such sums as the CITY reasonably establishes as deposits set forth on Schedule A. Should the actual expenses be in excess of the deposit set forth on Schedule A, OWNER shall pay the amount of such excess on demand. Should the actual expenses be less than the estimated deposit on Schedule A, the difference, without interest, 6 of 14 Agreement -4 of 8
September 16, 2025, Item #9
shall be refunded to OWNER within ninety (90) days of acceptance of work by CITY; provided, however, the CITY shall have the right first to apply any excess monies to any other obligation which OWNER might have to CITY. Said deposit is not a trust fund and said deposit may be co-mingled with other similar deposits.

8. PARTIAL UTILIZATION: Until all work has been completed and accepted by CITY and all other public authorities having jurisdiction, OWNER shall be responsible for the care, maintenance of, and any damage to the work.

When the work or any portion of it is sufficiently complete to be utilized or placed into service, CITY shall have the right upon written notification to OWNER to utilize such portions of the work and to place the operable portions into service. With this notice and commencement of utilization or operation by the CITY, OWNER shall be relieved of the duty of maintaining the portions so utilized or placed into operation. However, such use and operation shall not relieve OWNER of the full responsibility for completing the work in its entirety, for making good defective work and materials, for protecting the work from damage, and for being responsible for damage and for the work to the extent required in this agreement. Nor shall such action by CITY be deemed completion and acceptance. Further, such action shall not relieve OWNER, or OWNER's sureties and insurers, of the provisions hereof relating to indemnity and guarantees.

9. ACCEPTANCE OF PROJECT/WARRANTY: Acceptance of the work shall only be by action of the City Council. Neither the acceptance nor any prior inspections or failure to inspect shall constitute a waiver by CITY of any defects in the work. From and after acceptance, the work shall be owned and operated by CITY. As a condition to acceptance, OWNER and OWNER's contractor shall each certify to CITY in writing that all of the work has been performed in strict conformity with the agreement and that all costs have been paid or supply to CITY security, satisfactory to CITY, guaranteeing such performance.

In addition to OWNER's other obligations under the agreement, OWNER warrants all work and materials to be of good quality and fit for the purpose and intended use. OWNER shall repair, replace, and restore any and all such work which may prove defective in workmanship and/or materials, without expense whatsoever to CITY; ordinary wear and tear and unusual abuse or neglect excepted. OWNER shall also repair, replace, and restore any other work which is displaced in correcting defective work, as well as other portions of the work which CITY by reason of such defects reasonably suspects may also be defective. OWNER shall provide a warranty bond or other security satisfactory to CITY for a period of one (1) year. Said bond or other security shall be in an amount satisfactory to CITY, but in no case less than ten (10) percent of project cost. Said bond or other security shall in no way limit the time within which CITY may bring action for breach of this warranty (CCP 337) or action for latent defects (CCP 337 .15) nor the amount of such claim or judgment.

In the event of a failure to commence with the compliance of above-mentioned conditions within thirty (30) calendar days after being notified in writing or failure to diligently pursue such compliance to completion, CITY is hereby authorized to proceed to have the defects repaired and made good at the expense of OWNER who hereby agrees to pay the cost and charges therefor immediately on demand.

If, in the reasonable opinion of CITY, nonconforming work creates a dangerous condition or requires immediate correction or repair to prevent further loss to CITY or to prevent interruption of operations, CITY will attempt to give the OWNER notice. If OWNER cannot be contacted or does not comply with CITY's request for correction within a reasonable time as determined by CITY, CITY may proceed to make such correction or provide such repair. The costs of such correction or repair shall be charged against OWNER, who agrees to make payment for said 7 of 14 Agreement - 5 of 8
September 16, 2025, Item #9
costs upon demand.

Corrective action by CITY will not relieve OWNER or OWNER's sureties or insurers of the guarantees and indemnities of this agreement.

This paragraph does not in any way limit CITY's remedies pursuant to Code of Civil Procedure, Section 337 and 337.15, or the guarantee on any items for which a longer guarantee is specified or on any items for which a manufacturer or supplier gives a longer guarantee period. OWNER agrees to act as a co-guarantor with such manufacturer or supplier, and shall furnish CITY all appropriate guarantee or warranty certificates provided by any third party manufacturer or supplier upon completion of the project. No manufacturers guarantee period shall in any way limit the liability of OWNER or OWNER's sureties and insurers under the indemnity or insurance provisions of this agreement.

10. EASEMENTS AND FEE INTERESTS: OWNER shall at OWNER's sole cost and expense, furnish CITY with appropriate easements and fee title to required facilities sites for the entire work, free and clear of all liens, encumbrances, restrictions, and covenants, other than current real property taxes then a lien but not yet payable. At OWNER's cost and expense, OWNER shall furnish CITY with an acceptable title insurance policy insuring CITY has title as required above with an endorsement insuring CITY against mechanic's lien claims arising out of the performance of the work. Easements shall be in standard form acceptable to CITY, shall be not less than the width CITY determines necessary to maintain the work and shall be executed and delivered to CITY concurrent with execution of this agreement. Easements shall be recorded prior to CITY accepting the work or furnishing services to any portions of the property under development ( other than those as may be delivered under a temporary service agreement with OWNER).

11. CONTRACTORS AND AGENTS: OWNER shall be as fully responsible to CITY for the acts and omissions of OWNER's contractor and of the persons directly or indirectly employed by OWNER's contractor as OWNER is for the acts and omissions of persons directly or indirectly employed by OWNER. Nothing contained in the agreement shall create any contractual relationship between any contractor or others and CITY. OWNER shall bind every contractor to be bound by the terms of this agreement.

12. DEFAULT BY OWNER: OWNER shall be in default of this agreement if OWNER refuses or fails to construct the improvements required hereby in a workmanlike manner, or OWNER refuses or fails to prosecute the work or any separable part thereof with such diligence as will ensure its completion within two years from the agreement date, or any written extension thereof, or fails to complete such work within such time, or if OWNER should be adjudged bankrupt, make a general assignment for the benefit of creditors, or if a receiver should be appointed on account of OWNER's insolvency or if OWNER or the contractor, or any of their subcontractors violate any of the provisions of this agreement, or if OWNER fails to make prompt payment for materials or labor or if OWNER disregards laws, ordinances, or instructions of CITY given in accordance with this agreement. CITY shall serve written notice upon the OWNER and OWNER's surety of its intention to declare this agreement in default. Said notice will contain the reasons for such intention to declare a default. Unless, within thirty (30) days after the service of such notice, such violations shall cease and satisfactory arrangements for the corrections thereof be made, this agreement shall upon the expiration of said time be in default.

Upon such default, CITY shall serve written notice thereof upon the surety and OWNER, and the surety shall have the right to take over and perform this agreement. If the surety does not, within thirty (30) days after the serving upon it of a notice of default, give CITY written notice of its intention to take over and perform this agreement or does not commence performance 8 of 14 Agreement - 6 of 8
September 16, 2025, Item #9
thereof within thirty (30) days from the date of CITY's notice, CITY may take over the work and prosecute the same to the extent of completion it deems necessary by contract or by any other method it may deem advisable for the account and at the expense of OWNER, and the surety shall be liable to CITY for any cost or other damage occasioned CITY thereby. In such event, CITY may, without liability for so doing, take possession of and utilize in completing such work, such materials, appliances, plants, and other property belonging to OWNER that may be on the site of the work and be necessary therefore. Should surety fail to take over and diligently perform the agreement upon Principal's default, surety agrees to promptly, on demand, deposit with CITY such amount as CITY may reasonably estimate as the cost of completing all of OWNER's obligations. For any such work that CITY elects to complete by furnishing its own employees, materials, tools, and equipment, CITY shall receive reasonable compensation therefore, including costs of supervision and overhead.

CITY may, at its option, elect not to complete any or all of the work and may elect not to accept any of the work already completed. If CITY elects not to accept any of the work, then all CITY's obligations to OWNER and the lands to be served shall terminate. CITY's obligations to OWNER and the lands to be served shall continue to the extent of any acceptance, subject to CITY's right to offset any sums due it.

The foregoing provisions are in addition to, and not in limitation of, any other rights or remedies available to CITY.

13. REMOVAL OF IMPROVEMENTS: If the work is suspended or otherwise not continuously prosecuted for any cause whatsoever for a period of more than 30 consecutive days, within or without the time for completion, OWNER shall, at OWNER's sole cost and expense, remove and replace all or any portion of the work already completed and inspected which CITY, in its sole discretion, determines is substandard, damaged, or may constitute danger to the public.

14. ATTORNEY FEES AND COSTS: Should CITY engage an attorney to enforce any provision of this agreement or to defend any claim brought by anyone arising out of the failure of OWNER to perform any of OWNER's obligations under this agreement, OWNER shall pay all of CITY's attorney's fees incurred in connection therewith, with or without suit, whether or not said attorney is in the regular employ of the CITY if the CITY is determined to be the prevailing party in any final judicial determination by a court of competent jurisdiction.

15. FUTURE CHARGES: Nothing in this agreement shall relieve OWNER or OWNER's successors or assigns of any obligation to pay any connection, installation, expansion or other fees, charges, or other expenses, including operation and maintenance expenses, required under any present or future established ordinances, rules, regulations, and policies of CITY.

16. ASSIGNMENT: The performance of the agreement may not be assigned, by OWNER except to (i) an affiliate, (ii) to any entity acquiring title to OWNER's property or (iii) or upon the written consent of CITY which will not be unreasonably withheld, conditioned or delayed. In the event the Agreement i assigned under conditions (i) or (ii), OWNER shall provide written notification to the City. Consent will not be given to any proposed assignment which would relieve OWNER or OWNER's sureties of their responsibilities under the agreement, unless CITY finds that assignee can perform this agreement and provide security comparable to that provided by OWNER.

NOTICE: All notices required hereunder shall be deemed served or given upon the earlier of actual receipt or deposit in the United States Mail, first class postage prepaid, addressed to OWNER at the address set forth below, to the surety at the address in the security instrument, and to CITY at P.O. Box 789, Poway, California 92074-0789.
9 of 14
Agreement -7 of 8
September 16, 2025, Item #9
CITY
OF
POWAY
,
ity
Manager
OWNER:

FAIRFIELD
POWAY
LLC,
A

DELAWARE

LIMITED

LIABILITY

COMPANY

ADDRESS
:
5355
Mira
Sorrento
Place,
Suite
100,
San
Diego,
CA
92121
PHONE:
(858)
628-8341

FAIRFIELD
POWAY
LLC,
a Delaware
limited
liability
company
By:

FRH
CC

MANAGER
LLC,
a Delaware
limite
iabjlity
company
its
Non-Mei
~a'~~
-
'k
(Signatures
Must
Be
Notarized)
Approved
as
to
Form:

Office
of
the
City
Attorney
d#~
Alan
Fenstermacher,
City
Attorney
Date
10 of
14 Agreement
-8
of
8 September 16, 2025, Item #9

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
cert
ificate
is
attached,
and
not
the
truthfulness,
accuracy,
or
validity
of
that
document.

State
of
California
County
of
San
Diego
on
June
27,
2022
before
me
, __
Y_vo_n_n_e_M_a_n_n_io_n~,_N_o_t_a~ry~P_u_b_lic
____
_
Date
Here
Insert
Name
and
Title
of
the
Officer
personally
appeared
________
C.c....;_;h....;ri=s....;H....;.c_;a..;;;z..;;.e....;lt_;_:_in-'-'e'-- ____________
_
Name(s)
of
Signer(s)
who
proved
to
me
on
the
basis
of
satisfactory
evidence
to
be
the
person(s)
whose
name(s)
is/are
subscribed
to
the
within
instrument
and
acknowledged
to
me
that
he/she/they
executed
the
same
in
his/her/their
authorized
capacity(ies),
and
that
by
his/her/their
signature(s)
on
the
instrument
the
person(s),
or
the
entity
upon
behalf
of
which
the
person(s)
acted,
executed
the
instrument.

YVONNE

MANNION
Notary
Public
• California
San
Diego
County
Commission#
2363699
Y Comm
. Expires
Jul
1,
2025
Place
Notary
Sea/
Above
I certify
under
PENAL
TY
OF

PERJURY
under
the
laws
of
the
State
of
California
that
the
foregoing
paragraph
is
true
and
correct.

WITNESS
my
hand
and
official
seal.
f--i
.

I
Signature_....,
/_
!i,_'(_);--'~:_4.:..---'-'----'-
li.,_t ""'./""'1u=''·-v-=-=-
'--'rJ_..,__-=) _____
_
I
/
~,
Signature
of
Notary Public
u
----------------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:

STl21-002
Standard
Agreement
for
Construction
of
Public
Improvements
Document
Date:
___________________
Number
of
Pages
: _____
_
Signer(s)
Other
Than
Named
Above:
________
_
_____________
_
Capacity(ies)
Claimed
by
Signer{s)
Signer's
Name:
____________
_
Signer's
Name:
____________
_
D
Corporate
Officer
-
Title(s):
______
_
D
Corporate
Officer
- T
itle(s)
: ______
_
D
Partner
-
D
Limited
D
General
D
Partner
-
D
Limited
D
General
D
Individual
D
Attorney
in
Fact
D
Individual
D
Attorney
in
Fact
D
Trustee
D
Guardian
or
Conservator
D
Trustee
D
Guardian
or
Conservator
D
Other
: ______________
_
0 Other
: _____________
_
Signer
Is
Representing
: _________
_
Signer
Is
Representing
: ________
_
©2016
National
Notary
Association•
www.NationalNotary.org
• 1-800-US
NOTARY
(1-800-876-6827)
Item
#5907
11 of
14 September 16, 2025, Item #9

CALIFORNIA
ALL
-PURPO
SE

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
.::1-t
~ \,
P
'I-.:::-'
•{t
on·
.:T
L-\.V\
?
t\
·1,-0
t-2.
before
me,
Date
Here
Insert
Name
and
Title
of
the
Officer
personally
appeared
______
f_;-_J __
\-'-t_1\_i_~c_·~-C_"-+/ ______________
_
Name(s)
of
Signer(s)
who
proved
to
me
on
the
basis
of
sat
isfactory
evidence
to
be
the
person(s)
whose
name(s)
is/are
subscribed
to
the
within
instrument
and
acknowledged
to
me
that
he/she/they
executed
the
same
in
his/her/their
authorized
capacity(ies),
and
that
by
his/her/their
signature(s)
on
the
instrument
the
person(s),
or
the
entity
upon
behalf
of
which
the
person(s)
acted
, executed
the
instrument.
...........
,
LI Ni
A L.

Ai80TT
Notary
l"ublic
-C•lif
■rnii
S•n
Di~•
C1unty
i
C1mmissi1n
It
230'71'4
-
y (1mm
. Ex
11ir!!s
Oct
22,
2023
Place
Notary
Seal
Above
I certify
under
PENAL
TY
OF

PERJURY
under
the
laws
of
the
State
of
California
that
the
foregoing
paragraph
is
true
and
correct.

WITNESS
my
hand
and
official
seal.

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

Description
of
Attached
Document
Title
or
Type
of
Document:
_____________
Document
Date:
_______
_
Number
of
Pages:
___
Signer(s)
Other
Than
Named
Above:
____________
_
Capacity(ies)
Claimed
by
Signer(s)
Signer's
Name:
____________
_
Signer's
Name:
____________
_
D
Corporate
Officer
-
Title(s):
______
_
□
Corporate
Officer
-
Title(s)
: ______
_
D
Partner
-
□
Limited
□
General
□
Partner
-
□
Limited
D
General
D
Individual
□
Attorney
in
Fact
D
Individual
□
Attorney
in
Fact
D
Trustee
□
Guardian
or
Conservator
D
Trustee
D
Guardian
or
Conservator
D
Other
: _____________
_
0 Other:
_____________
_
Signer
Is
Representing:
_________
_
Signer
Is
Representing
: _________
_
<K,~~~~'g;(;,'§.<;~'§.<;'g;~~'g:,~~~'§.<;'g:,~'g;.~~~'g;.'g;(;,'§i(;/g(;)g;.'g;.~ ©2014 National
Notary
Association·
www.NationalNotary
.org
• 1-800-US
NOTARY
(1-800-876-6827)
Item
#5907
12 of
14 September 16, 2025, Item #9
OWNER:

FAIRFIELD
POWAY
LLC
Agreement
Date

SCHEDULE
A
TO

STANDARD

AGREEMENT
FOR

CONSTRUCTION
OF
PUBLIC

IMPROVEMENTS
(STl21-002

FAIRFIELD)
This
schedule
is
attached
to
and
made
a
part
of
the
Standard
Agreement
for
Construction
of
Public
Improvements between
CITY
and
OWNER
for
the
above-referenced
project.

The
following
correspond
to
the
paragraph
numbers
of
the
agreement.

1. Completion
Date:

2. Liability Insurance
Limits:

3. a.

Approved
Cost
Estimate:
b.

Approved
Security
Amount:

Performance Payment (Labor
&
Materials)

4. Deposit/Fee
Amount:

Prior
to
issuance
of
first
Building
Permit
or
two
(2)
years
from
the
date
of
this
agreement,
whichever
comes
first.
$2,000,000.00,
combined
limit
each
occurrence
$491,188.00
($540,400.00
with
10%
contingency) $540.400.00 $270,200
.00
See
Note
Below

5. Warranty
Security
Amount:
..... $""'"54-'-',"""0-'-4-"-0.'---0"""0
_________
_
(To
be
posted
prior
to
acceptance
of
work)
Note:

Prior
to
start
of
construction,
a
deposit
shall
be
paid
to
the
City
to
cover
inspection
fees
and
related
post-plan
approval
tasks.

The
minimum
deposit
shall
be
based
on
the
City's
fee
rate
at
the
time
of
payment.

Schedule
A
to
Standard
Agreement
-
1 of
1 13
of
14 September 16, 2025, Item #9
OWNER

FAIRFIELD
POWAY
LLC
Agreement
Date

SCHEDULE
8 (MONUMENT

SETTING)
TO

STANDARD

AGREEMENT
FOR

CONSTRUCTION
OF
PUBLIC

IMPROVEMENTS
(STl21-002
Fairfield
Improvements)
This
schedule
is
attached
to
and
made
a part
of
the
Standard
Agreement
for
Construction
of
Public
Improvements
between
CITY
and
OWNER
for
the
above-referenced
property.

Security
Amount:
$ ~5~1~0
.... 0 _________
_

1. Monument
Setting.

OWNER
at
OWNER's
sole
cost
and
expense
shall
within
thirty
(30)
days
of
acceptance
of
the
work,
cause
a
licensed
surveyor
engineer
to
set
all
monuments
and
stakes
not
installed
on
the
date
of
recording
of
the
Final
Map
for
the
above
reference
property,
or
which
having
been
set
were
removed,
altered
or
destroyed
before
acceptance
.

2. Security
Deposit.

OWNER
concurrently
herewith
shall
deposit
the
amount
specified
above
in
a
form
approved
by
the
City
engineer,
as
additional
and
independent
security
for
the
performance
of
the
setting
and
payment
of
the
engineer
or
surveyor.

3. Notice
of
Setting.

Within
five
(5)
days
after
the
final
setting
of
all
monuments
has
been
completed,
the
engineer
or
surveyor
shall
give
written
notice
thereof
to
OWNER
and
the
CITY.

4. Payment
of
Engineer.

Upon
completion
of
setting
to
CITY's
satisfaction
and
payment
to
the
engineer
or
surveyor,
OWNER
shall
present
to
CITY
evidence
of
such
payment
and
receipt
thereof
by
the
engineer
or
surveyor
and
the
deposit
will
then
be
refunded
to
OWNER.

5. Nonpayment.

If OWNER
does
not
present
evidence
of
payment
and
if the
engineer
or
surveyor
notifies
the
CITY
of
nonpayment,
the
CITY
may,
within
three
(3)
months
from
the
date
of
said
notification,
pay
the
engineer
or
surveyor
the
amount
due
from
any
deposit
or
security
therefor.

6. Death
or
Disability
of
Engineer.

Upon
the
death,
disability
or
retirement
from
practice
of
or
refusal
to
act
by
the
engineer
or
surveyor
charged
with
the
responsibility
for
setting
monuments,
CITY
may
direct
its
engineer
or
such
engineer
or
surveyor
as
it
may
select,
to
set
the
monuments.

If
the
original
engineer
or
surveyor
is
replaced
by
another,
the
former
may,
by
letter
to
CITY,
release
the
right
to
set
the
final
monuments
to
the
substitute
surveyor
or
engineer.

When
the
monuments
are
so
set,
the
substitute
engineer
shall
amend
any
Final
Map
in
accordance
with
the
correction
and
amendment
provisions
of
Sections
66469
through
66472
of
the
Subdivision
Map
Act.

All
provisions
of
this
agreement
relating
to
payment
shall
apply
to
the
service
performed
by
the
substitute
engineer
or
surveyor.
14 of
14

Poway City CouncilSeptember 16, 2025

Poway City Council
September 16, 2025