REIMBURSEMENT AGREEMENT
RE PROPOSED COMMUNITY FACILITIES DISTRICT NO. 2026-1
(Victoria Grove/Pinnacle Pointe/The Ranch)
OF THE CITY OF RIVERSIDE
THIS REIMBURSEMENT AGREEMENT RE PROPOSED Community Facilities District No. 2026-1 (Victoria Grove/Pinnacle Pointe/The Ranch) of the City of Riverside (the “Agreement”) dated as of September 15, 2026 is entered into by and between the City of Riverside, a charter city and municipal organization organized and existing under the laws and constitution of the State of California (the “City”), and Century Communities of California LLC, a Delaware limited liability company (the “Owner”).
R E C I T A L S :
A. The Owner owns the land described in Exhibit A attached hereto (the “Property”), and the Owner desires to include the Property within the proposed Community Facilities District No. 2026-1 (Victoria Grove/Pinnacle Pointe/The Ranch) of the City of Riverside (the “District”) to be established by the City pursuant to the Mello-Roos Community Facilities Act of 1982 (Government Code Section 53311 et seq.) (the “Act”).
B. Section 53314.9 of the Act provides that, at any time either before or after the formation of a community facilities district, the legislative body may accept advances of funds from any source, including, but not limited to, private persons or private entities and may provide, by resolution, for the use of those funds for any authorized purpose, including, but not limited to, paying any cost incurred by the local agency in creating a community facilities district (including the formation of the community facilities district, and the issuance of bonds thereby).
C. Section 53314.9 of the Act further provides that the legislative body may enter into an agreement, by resolution, with the person or entity advancing the funds, to repay all or a portion of the funds advanced, as determined by the legislative body, with or without interest under all of the following conditions: (a) the proposal to repay the funds is included in both the resolution of intention to establish a community facilities district adopted pursuant to Section 53321 of the Act and in the resolution of formation to establish the community facilities district pursuant to Section 53325.1 of the Act (including the issuance of bonds thereby), (b) any proposed special tax is approved by the qualified electors of the applicable community facilities district pursuant to the Act, and (c) any agreement shall specify that if the qualified electors of the applicable community facilities district do not approve the proposed special tax, the local agency shall return or pay any funds which have not been committed for any authorized purpose by the time of the election to the person or entity advancing the funds.
D. The City and the Owner desire to enter into this Agreement in order to provide a mechanism by which the Owner may advance certain costs related to the cost of formation of the District and the issuance of special tax bonds for the District (the “Bonds”), and to provide that the District, if such District is formed, will reimburse the Owner for the amounts advanced hereunder.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein, the parties hereto agree as follows:
Recitals. Each of the above recitals is incorporated herein and is true and correct.
Potential Formation of the District and Issuance of Bonds.
At the request of the Owner, the City will undertake to form the District. The City will retain, at the Owner’s expense, the necessary consultants to analyze the proposed formation of the District and issuance of Bonds, including an engineer, special tax consultant, financial advisor, bond counsel, market absorption consultant, appraiser and other consultants deemed necessary by the City. In addition, City staff time spent in connection with the formation of the District and the issuance of Bonds shall be at Owner’s expense.
In order to begin the process of analyzing the potential formation of the District, the Owner has provided to the City the deposit in the amount of $49,000. From time to time, the Owner shall make additional advances to the City within 15 days following receipt from the City of a request for an additional advance to cover the costs of forming the District and/or issuing Bonds. In the event the Owner does not deliver the requested amount to the City within such 15-day period, the City will have no obligation to proceed with the analysis or Bond issue unless and until such additional advance is received. The Owner shall have the right to notify the City at any time, in writing, of its intention to abandon the formation of the District or the issuance of Bonds. Upon receipt of such notice, the City shall instruct its consultants to cease work as soon as practicable. The Owner shall be responsible to pay all costs and expenses incurred by the City or any City consultant or advisor prior to the date on which the City’s consultants are notified of the Owner’s notice of abandonment. Notwithstanding a decision of the Owner to abandon the formation of the District or the issuance of Bonds, the City may, in its sole discretion, elect to proceed with formation of the District and/or the issuance of Bonds on behalf of the District with funds other than those of the Owner; provided, however, that, in executing this Agreement, the Owner shall not be deemed to have waived their right to object to the formation of the District or the issuance of Bonds.
The City shall at all times maintain records as to the expenditure of the advances and shall provide to the Owner on request a summary of how the advances have been spent and the unexpended balance remaining.
Return of Advances; Reimbursement Procedure.
As provided in Section 53314.9 of the Act, the approval by the qualified electors of the District of the proposed special tax to be levied therein is a condition to the payment to the Owner of the funds advanced by the Owner and expended by the City pursuant hereto.
If for any reason proceedings for the formation of the District or the issuance of the Bonds are terminated, the City shall, within sixty (60) calendar days after official action by the City or the District to terminate said proceedings, cause the then unexpended and unencumbered portion of the advances to be paid to the Owner, without interest, such payment based on repayment of the most recent advances being reimbursed first, until all unencumbered amounts of the unexpended balance are paid to the Owner. In the event that Bonds are not issued to provide a source of reimbursement to the Owner, the City shall have no liability to the Owner to reimburse them for any of the amounts previously advanced by the Owner and expended by the City in accordance with this Agreement.
If the District is formed, the Owner shall have the right to reimbursement of the advances, and the City shall pay the reimbursement to the Owner, without interest, for the portion of the advances that has been expended or encumbered, said reimbursement to be made within thirty (30) calendar days after the issuance of the Bonds, solely from the proceeds of such Bonds and only to the extent otherwise permitted under the Act. The City shall, within sixty (60) calendar days after the issuance of such Bonds, pay the then unexpended and unencumbered portion of the advances to the Owner, without interest.
Abandonment of District Formation Process. The Owner understands that any formation of the District shall be in the sole discretion of the City. No provision of this Agreement shall be construed as a promise, warranty or agreement by the City to form the District, to annex the Property to any other district or improvement area of the City or to issue any Bonds. The City shall have no liability to Owner for its decision not to form the District or issue Bonds on behalf of the District by way of this Agreement.
Indemnification and Hold Harmless. The Owner hereby assumes the defense of, and indemnifies and saves harmless, jointly and severally, the City and each of its officers, directors, employees and agents, from and against all actions, damages, claims, losses or expenses of every type and description to which they may be subjected or put, by reason of, or arising out of any acts or omissions taken by the Owner or any of the Owner’s officers, employees, contractors and agents with respect to the formation of the District; provided, however, that the Owner shall not be required to indemnify, save harmless or defend any of the indemnified parties listed above if the action, damage, claim, loss, or expense is due to the gross negligence or willful misconduct of the indemnified parties.
Notices. Any notice, request, demand or other communication to be provided pursuant to this Agreement may be personally delivered or deposited with the United States Postal Service for mailing, postage prepaid, or sent by electronic communication, to the address of the other party as stated in this Section. Notices shall be delivered to the following addresses:
Owner: Century Communities of California, LLC
4695 MacArthur Court, Suite 300
Newport Beach, CA 92660
Attn: Justin Brewer
Email: [email protected]
Phone: (949) 316-3801
With a copy to: O’Neil LLP
19800 MacArthur Blvd, Suite 650
Irvine, CA 92612
Attention: John Yeager
Email: [email protected]
Phone: (949) 798-0725
City: City of Riverside
3900 Main Street, 6th Floor
Riverside, CA 92522
Attention: Assistant City Manager/Chief Financial Officer/Treasurer Email: [email protected]
Phone: (951) 826-5553
With a copy to: Stradling Yocca Carlson & Rauth LLP
660 Newport Center Drive, Suite 1600
Newport Beach, CA 92660
Attention: Brian P. Forbath, Esq.
Email: [email protected]
Phone: (949) 725-4193
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party in the manner provided herein. Each such notice, request, demand or other communication hereunder shall be deemed delivered to the party to whom it is addressed (a) if personally served or delivered, upon delivery, (b) if given by email, upon the sender’s receipt of an appropriate answer back or other written acknowledgement from the addressee of successful transmission, (c) if given by registered or certified mail, return receipt requested, deposited with the United States mail postage prepaid, 72 hours after such notice is deposited with the United States mail, (d) if given by overnight courier, with courier charges prepaid, 24 hours after delivery to said overnight courier, or (e) if given by any other means, upon delivery at the address specified in this Section.
Assignment. The Owner may not assign its interest in this Agreement without the prior written consent of the City.
Severability. If any part of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent permitted by law.
Entire Agreement. This Agreement contains the entire agreement between the parties with respect to the matters provided for herein.
Amendments. This Agreement may be amended or modified only by written instrument signed by all parties.
Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original.
Governing Law. This Agreement and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California.
No Third Party Beneficiaries. No person or entity shall be deemed to be a third party beneficiary hereof, and nothing in this Agreement (either express or implied) is intended to confer upon any person or entity, other than the City and the Owner, any rights, remedies, obligations or liabilities under or by reason of this Agreement.
Singular and Plural; Gender. As used herein, the singular of any word includes the plural, and terms in the masculine gender shall include the feminine. [SIGNATURES ON FOLLOWING PAGE.]
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first-above written.
CITY OF RIVERSIDE
By:
Name: Edward Enriquez
Title Assistant City Manager/Chief Financial Officer/
Treasurer
ATTEST:
By:
Donesia Gause
City Clerk of the City of Riverside
APPROVED AS TO FORM:
By:
City Attorney
Century Communities of California, LLC,
A Delaware limited liability company
By:___________________________
Name: ________________________
Its: ___________________________
EXHIBIT A
LANDOWNER PROPERTY WITHIN PROPOSED
COMMUNITY FACILITIES DISTRICT NO. 2026-1
(VICTORIA GROVE/PINNACLE POINTE/THE RANCH)
OF CITY OF RIVERSIDE
Assessor’s Parcel Number 136-220-016
4899-6976-5060v3/022025-0108 2
4899-6976-5060v3/022025-0108
4899-6976-5060v3/022025-0108 S-2
4899-6976-5060v3/022025-0108 S-1
4899-6976-5060v3/022025-0108 A-2
A-1
4899-6976-5060v3/022025-0108
Stradling Yocca Carlson & Rauth
Draft of 8/17/26