Attachment C
New Subdivision Improvement
Agreement for Master Map 17110
1 RECORDING REQUESTED BY
CITY OF VICTORVILLE
WHEN RECORDED RETURN TO:
CITY OF VICTORVILLE
ENGINEERING DEPT.
14343 CIVIC DR.
VICTORVILLE, CA 92392
APN’s 0455-931-01 through 82, 0455-932-01 through 87, 0455-941-01 through 74, 0455-951-01 through 53, 0455-951-54 through 58, 0455- 015-01 through 92, 0455-043-01 through 11, 0455-065-01 through 61, 0455-043-12 through 22 SPACE ABOVE FOR RECORDER’S USE
RECORDING OF THIS DOCUMENT IS FEE-EXEMPT
GOVERNMENT CODE SECTIONS 6103, 27383, AND 27388.1(2)(D)
SUBDIVISION IMPROVEMENT AGREEMENT
for
Master Tract Map No. 17110
and
Constituent Tract Map Nos. 17111, 17112, 17113, 17114, 17115, 17116, 17986-1 and 17986-2 (Superseding SIA secured by Bonds for Phase 1 Improvements and a Lien Agreement for Phase 2 Improvements)
CASE NOS. ESUB18-00037, ESUB18-00019, ESUB18-00020, ESUB18-00024, ESUB18-00025, ESUB18-00031, ESUB18-00026, ESUB18-00030
THIS SUBDIVISION IM PROVEMENT AGREEMENT (“ Agreement”), dated _______________________ for reference purposes only, is made and entered into by and among the City of Victorville, a California municipal corporation and charter City (“City”); WALTON CALIFORNIA, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY (“Walton California”) acting in its own capacity as an owner of the Subdivision, and as manager, operator, or agent, as applicable, for and on behalf of various individual owners of undivided interests in the Subdivision (the “ UDI Owners”); WUSF 4 WEST CREEK, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY (“WUSF 4”); and D.R. HORTON LOS ANGELES HOLDING COMPANY, INC., a California corporation (“ D.R. Horton”). Walton California, acting in its own capacity and as manager, operator, or agent, as applicable, for and on behalf of the UDI Owners, WUSF 4, and D.R.
Horton are collectively hereinafter referred to as “ Subdivider”. City and Subdivider are also sometimes hereinafter referred to individually as a “Party” and collectively referred to as the “Parties.”
RECITALS
WHEREAS, this Agreement is executed pursuant to the pr ovisions of the California Subdivision Map Act, Government Code section 66410 et seq. (the “Map Act”); the ordinances and regulations of the City relating to the filing, approval, and recordatio n of subdivision maps, including without limitation, Title 17 and the applicable provisions of Title 16 of the Victorville Municipal Code (the “VMC”); and the West Creek Specific Plan (collectively, hereinafter the “ Subdivision Laws ”). Subdivider acknowledges familiarity with said Subdivision Laws and hereby agrees to comply therewith; and WHEREAS, Subdivider is currently the owner and/or the developer of that certain real property situated in the West Creek Specific Plan area of the City of Victorville, County of San Bernardino, State of California, as more particularly described in the attached Exhibit A (hereinafter the “Subdivision”); and 2 WHEREAS, Subdivider is also the successor-in-interest to : (1) that certain final master Tract Map No. 17110 (the “Initial Master Subdivision Map”) originally recorded in the office of the San Bernardino County Recorder (“County Recorder’s Office”) by LB/L SunCal West Creek, LLC on November 8, 2007 as Document No. 2007-0623909; and (2) those certain final Tract Map Nos. 17111, 17112, 17113, 17114, 17115, 17116, 17986-1 and 17986-2 recorded in the County Recorder’s Office by Walton California and WUSF 4 in the final quarter of 2020 (collectively hereinafter the “Tract 17110 Constituent Maps”), as such final tract maps further subdivided the real property wi thin the boundaries of the Initial Master Subdivision Map (Tract Map No. 17110). Copies of record ed Tract Map Nos. 17110, 17111, 17112, 17113, 17114, 17115, 17116, 17986-1 and 17986-2 are attached hereto as Exhibit B; and WHEREAS, since January 13, 2014 and until recently, Walton California as to an undivided 5% and WUSF 4 as to an undivided 95% as tenants in common (collectively “ Original Subdivider”) were the record fee owners of all the real property associated with the Initial Master Subdivi sion Map, the Tract 17110 Constituent Maps, and final Tract Map Nos. 17308, 17309, 17310, and 17311, which final tract maps were recorded in the County Recorder’s Office by Original Subdivider as follows:
Tract Map No. 17308 - Document No. 2020-0372961 recorded on October 1, 2020; Tract Map No. 17309 - Document No. 2020-0509176 recorded on December 15, 2020; Tract Map No. 17310 - Document No. 2020-0509252 recorded on December 15, 2020; and Tract Map No. 17311 - Document No. 2020-0516091 recorded on December 18, 2020; and WHEREAS, on or about April 8, 2020, City and Original Subdivider entered into a subdivision improvement agreement (“SIA”) to obtain the City’s final approval for re cordation of the above-referenced tract maps (excluding the Initial Master Subdivision Map) and provide for the completion/installation of the public improvements required by said maps pursuant to the Subdivision Laws and conditions of approval imposed thereon by duly adopted resolu tions of the City of Victor ville Planning Commission (the “Commission”).
The SIA and said maps as conditioned provided for the development of a mast er-planned residential community consisting of approximately 827 single family homes and related infrastructure and amenities on the real property covered by said maps (the “Project”). The SIA was recorded in the County Recorder’s Office as Document No. 2021-0174652 on April 15, 2021 (the “Original SIA”); and WHEREAS, because the Original SIA contemplated that the construction/installation of the public improvements required for the Project would not occur for at least two (2) years (and the City Council made the required public interest finding) , as permitted by Section 66499(a)(4) of the Map Act and VMC Section
17.64.065, the Original SIA was secured by a lien agr eement (instead of bonds or cash securities) encumbering all the real property associated with the Project with a lien in an amount equal to the Victorville City Engineer’s estimated cost of constructing/installing the required public improvements (approximately Fifty-Five Million Dollars). Said lien agreement was al so entered into by the City and Original Subdivider on or about April 8, 2020, and was recorded in the County Recorder’s office as Document No. 2021- 0169445 on April 14, 2021 (the “Original Lien Agreement”); and WHEREAS, final Tract Map No. 17308 (a master tract map which was deemed by the Original SIA and the Original Lien Agreement to be an underlying preceding map for which construction/installation of certain required public improvements remain outstanding) and Tract Map Nos. 17309, 17310, and 17311 (which tract maps further subdivided most, but not all, of the real property encompassed by master Tract Map No. 17308), are not covered by or subject to this Agreement and are being addressed by a separate SIA and lien agreement to be executed by and between Original Subdivider and the City contemporaneously with this Agreement, contingent upon approval of said separate agreements and this Agreement by the Victorville City Council; and
WHEREAS, as set forth in the Original SIA and Original Lien Agreement, the Initial Master Subdivision Map is also an underlying preceding map for which construction/installation of certain required public improvements remain outstanding. The Tract 17110 Co nstituent Maps require the installation and/or construction of certain public improvements, which publ ic improvements are inextricably intertwined with those required by the Initial Master Subdivision Map as evidenced by the conditions of approval imposed on the Initial Master Subdivision Map and the Tract 17110 Constituent Maps, as set forth on said final 3 recorded maps and in Commission Resolution Nos. P-17-039, P-17-040, P-17-041 P-17-042, P-17-043, P- 17-044, and P-17-049 (hereinafter collectively the “Conditions of Approval”); and WHEREAS, to facilitate the building/development of the Project on the land encompassed and the parcels created by all of the above-referenced tract maps, and to ensure the orderly, timely, and financially feasible construction/installation of the associated required public improvements, Original Subdivider recently sold/transferred ownership of certain portions of the real pr operty subject to the Original SIA and Original Lien Agreement to D.R. Horton, while retaining ownership (for the time being) of the remaining portions of said real property; and
WHEREAS, the changes in ownership and phased acquisit ion/development plans of Subdivider for the Project, as well as certain provisions of the VMC regulating the use of lien agreements as security for certain types of tract maps, now require the Original SIA a nd Original Lien Agreement to be replaced by this Agreement (for the real property and entitlements as sociated with the Initial Master Subdivision Map and the Tract 17110 Constituent Maps), a lien agreement securing the Phase 2 Improvements (as defined below), and a separate SIA secured by lien agreement (f or the real property and entitlements associated with master Tract Map No. 17308 and its constituent Tract Map Nos. 17309, 17310, and 17311 as set forth above); and
WHEREAS, as required by the Original SIA and the Original Lien Agreement, this Agreement provides for the posting of securities to secure the Subdivider’s obligation to construct/install the public improvements required by the Subdivision Laws and the Conditions of Approval for the Initial Master Subdivision Map and final Tract Map Nos. 17111. 17112, 17114, 17986 -1 and 17986-2 (hereinafter collectively the “ Phase 1 Improvements”) and further provides through the lien agreement attached as Exhibit E (the “Phase 2 Lien Agreement”) for the establishment of a lien in favor of the City on that portion of the real property described in Exhibit A as Tract 17113, Tract 17115, and Trac t 17116 to secure the Subdivider’s obligation to construct/install the public improvements required by the Subdivision Laws and the Conditions of Approval for final Tract Map Nos. 17113, 17115, and 17116 (hereinafter collectively the “Phase 2 Improvements”).
Following the posting of sufficient bonds by Subdivider for the Phase 1 Improvements in accordance with the requirements of Section 10(a)(1 ) of this Agreement, the recording of the Phase 2 Lien Agreement securing the Phase 2 Improvements as set forth in Se ction 10(b)(2) of this Agreement, and completion of all the other actions detailed in Section 29 of this Agreement, the currently existing lien created by the recording of the Original Lien Agreement will be released by the City; and WHEREAS, although Original Subdivider currently retains ownership of the that portion of the real property described in Exhibit A as Tract 17113, Trac t 17115, and Tract 17116 (collectively the “Phase 2 Tracts”), Original Subdivider and D.R. Horton have entered into certain Option and Purchase and Sale Agreements which contemplate the eventual transfer of ownership of the Phase 2 Tracts to D.R. Horton. The foregoing notwithstanding, regardless of the outcome of said proposed eventual transfer, this Agreement jointly and severally obligates Subdivider (Walton California, WU SF 4, and D.R. Horton, but not the individual UDI Owners) to complete or cause to be completed the Phase 1 Improvements and the Phase 2 Improvements (collectively hereinafter the “ Required Improvements ”) for this Subdivision in accordance with the provisions of this Agreement; and
WHEREAS, the Required Improvements shall be constructed and installed in accordance with the plans and specifications for said Required Improvements, which plans and specifications, to the extent not on file with the office of the Engineer of the City (“City Engineer”) at the time this Agreement is executed, shall be submitted to the City Engineer and/or the City’s Development Department for review and approval in accordance with the provisions of Section 2 of this Agreement.
NOW THEREFORE , for and in consideration of the promises contained herein and in order to ensure satisfactory construction and installation by Subdivider of the Required Improvements, the current costs of which have been estimated and included in the attached Exhibit C (the “ Engineer’s Cost Estimate”) and will be secured by bonds and a lien agreement as set forth herein, the Parties hereto hereby agree as follows:
4 1. Performance of Work; Cons truction of Required Improvements Subdivider agrees to construct and install, or ca use to be constructed and installed, in a good and workmanlike manner, and furnish all required materials, all under the direction and to the satisfaction of the City Engineer, all of the work necessary to complete the Required Improvements specified in the Conditions of Approval (as heretofore defined) for this Subdivision in accordance with the plans and specifications on file or to be filed as herein specified, or with any changes required or ordered by said City Engineer, which in his opinion are necessary or required to complete the work. All such construction, installation and other related work shall be performed at Subdivider's sole expense.
2. Work: Places and Grades to be Appr oved by Engineer; Improvement Plans (a) All work for said Required Improvements is to be done to the satisfaction of the City Engineer, and at the places, with the materials, in the manner, and at the grades, all as shown upon the plans and specifications therefor, heretofore approved by the City Engineer and which are now on file in his office, or which are to be submitted by Subdivider to the City’s Development Department for approval and then filing with the City Engineer in accordance wi th the schedule set forth in subsection (b) of this Section (hereinafter collectively the “Approved Plans”). Any actual work of surveying shall be performed by the Subdivider’s engineer.
(b) Improvement plans for the amenities and public improvements listed in the Engineer’s Cost Estimate Summary in Exhibit C shall be submitted to and approved by the City and placed on file with the City Engineer in accordance with the schedule in Exhibit D.
3. Specifications
(a) The Required Improvements and work embraced herein shall be done in accordance with the provisions of the Greenbook Standard Specificati ons for Public Works Construction, as written and promulgated by Public Works Standards, Inc., 2021 edi tion, insofar as they may apply (hereinafter the “Greenbook Specifications”), and the City of Victorville Standard Specifications for Public Improvements (hereinafter the “City Standard Specifications”). Whenever in the Greenbook Specifications the following terms are used, they shall be understood to mean the following:
(1) Agency: City of Victorville, California.
(2) Board: Victorville City Council
(3) Engineer: Whenever the term is not qualified, shall mean the City Engineer of the City of Victorville, California acting either directly or through his properly authorized agents, each agent acting only within the scope of the authority delegated to him. (4) Laboratory: The laboratory to be approved by th e City of Victorville to test materials and work involved in the construction provided for under this Agreement. (b) In case of conflict between the Gre enbook Specifications and the City Standard Specifications, the City Standard Specifications shall prevail. (c) In case of conflict between the Greenbook Sp ecifications, the City Standard Specifications, and the Approved Plans and this Agreement, the Appr oved Plans and this Agreement shall take precedence over and be used in lieu of such conflicti ng portions of the Greenbook Specifications or City Standard Specifications.
5 4. Work: Commencement and Time for Completion
(a) This Agreement shall commence on the date it has been duly approved and executed by all Parties and recorded by the City, together with the Phase 2 Lien Agreement, in the County Recorder’s office (the “Commencement Date”). Subject to Subdivider’s satisfaction of all the requirements of this Agreement, including without limitation, obtaining approval of Improvement Plans, securing required permits, and complying with the insurance requirement in Section 12 of this Agreement, the work of installing/constructing the Phase 1 Improvements may begin at any time after the Commencement Date.
The work of installing/constructing the Phase 2 Improvements shall begin after Subdivider provides replacement security to the City as set forth in Section 10(b)(3) of this Agreement, but in no event later than the date that is six (6) years (ten (10) years in the event of an extension under VMC Section 17.64.065(h)) after the date that the last of the final maps in t he Phase 2 Tracts was recorded in the County Recorder’s Office.
(b) The City hereby fixes the time for the comp letion of the work of installing/constructing the Phase 1 Improvements for the Subdivision to be with in three (3) years of the Commencement Date (the “Phase 1 Improvements Completion Date”). The City further fixes the time for the completion of the work of installing/constructing the Phase 2 Improvements for the Subdivision to be within eight (8) years of the Commencement Date (the “Phase 2 Improvements Completion Date ”). Exhibit C contains a summary of the Required Improvements for each phase. At least two (2) calendar days prior to the commencement of any work hereunder, Subdivider shall notify City Engineer of the date fixed by Subdivider for commencement thereof, so that City Engineer shall be able to provide services of inspection.
5. Time of Essence - Extension
Time is of the essence in this Agreement; provided, that in the event good cause is shown therefor, the City Manager (or his/her duly authorized designees) or the City Council may extend the completion dates specified in Section 4. Any such extensions may be granted without notice to the Subdivider’s surety, and extensions so granted shall not relieve the surety’s liability on the bond to secure the faithful performance of this Agreement. The City Manager or the City Council shall be the sole and final judge as to whether or not good cause has been shown to entitle Subdivider to an extension. Subdivider’s failure to diligently and in good faith seek and obtain all required permits, approvals, insurance, and other prerequisites needed to commence the work required by this Agreement s hall not constitute good cause for extension of the completion dates. Note: All references to the City Manager in this Agreement shall be deemed to include his/her duly authorized designees.
6. Repairs and Replacements
Subdivider shall replace or repair, or have replaced or repaired, as the case may be, all pipes and monuments shown on the Initial Mast er Subdivision Map and the Tract 11710 Constituent Maps for the Subdivision which have been destroyed or damaged. Subdivider shall also replace or repair, or have replaced or repaired, all public improvements, pub lic utility facilities, and surveying or subdivision monuments which are destroyed or damaged in the performance of any work under this Agreement.
Subdivider shall bear the entire cost of replacement or repairs of any and all public or private utility property damaged or destroyed in the performance of any work done under this Agreement, whether such property is owned by the United States or any agency thereof, or the State of California, or any agency or political subdivision thereof, or by the City, or any public or private utility corporation, or by any combination of such owners. Any such repair or replacement shall be to the satisfaction, and subject to the approval, of the City Engineer. In lieu of making the aforementioned replacements and repairs to any property damaged or destroyed by the work, Subdivider may pay to the owne r(s) of said property, the entire cost of such replacement or repair.
7. Permits: Compliance with Law
Subdivider shall, at Subdivider’s expense, obtain all necessary permits and licenses for the construction of the Required Improvements, give all necessary notic es, and pay all fees and taxes required by law. 6 Subdivider agrees to procure, at its expense, any necessary permits required for the opening of any State or county roads or easements outside the jurisdiction of City. Subdivider shall comply with all applicable local, state, and federal laws, whether or not said laws are expressly stated in this Agreement.
8. Superintendence by Subdivider
Subdivider shall give personal superintendence to t he work on said Required Improvements, or have a competent foreman or superintendent, satisfactory to the City Engineer, on the work at all times during progress, with authority to act for Subdivider.
9. Inspection by City
Subdivider shall at all times maintain proper facilities, and provide safe access for inspection by City, to all parts of the work, and to the shops wherein the work is in preparation.
10. Contract Security
(a) Phase 1 Improvements
(1) Concurrently with the execution hereof, Subdivi der shall furnish to City securities (bonds) in the types and amounts specified below, which are based upon the approved Engineer’s Cost Estimate for completion of the Phase 1 Improvements, as more particularly described in Exhibit C attached hereto:
(A) Performance security in an amount equal to at least one hundred percent (100%) of the approved Engineer’s Cost Estimate as security for the faithful performance of the Phase 1 Improvements required by this Agreement, which total bond amount for the avoidance of doubt shall be: THIRTY MILLION FOUR HUNDRED SIXTY- FOUR THOUSAND THR EE HUNDRED ELEVEN AND 65/100 DOLLARS
($30,464,311.65).
(B) Labor and materials security in an amount equal to at least fifty percent (50%) of the Engineer’s Cost Estimate as security for the payment of all persons performing labor and furnishing materials in the construction of the Phase 1 Improvements, including any claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the California Civil Code, which total bond amount for the avoidance of doubt shall be: FIFTEEN MILLION TWO HUNDRED THIRTY-TWO THOUSAND ONE HUNDRED FIFTY-FIVE AND 83/100 DOLLARS ($15,232,155.83).
(C) Monument security in the amount of one hundred percent (100%) of the total Engineer’s Cost Estimate for the installation of survey monuments, to guarantee and secure the placement of such monum ents in the tracts associated with the Phase 1 Improvements.
(2) The securities specified above shall be in the form of bonds provided by a corporate surety admitted by the California Department of Insurance to transact surety insurance business in California (with a Best’s Insurance Guide rating of no less than A-) and written on such forms as may be provided by State statute (Map Act Sections 66499.1 and 66499.2) for such purposes and approved by the City, or in such other form as may be provided for by law and satisfactory to City.
(3) Release of securities upon completion of the Phase 1 Improvements (less a portion thereof to be retained for a one-year period to guaranty the performance of any necessary repairs 7 as set forth in Section 14 hereof) shall be in accordance with the provisions of Section 19 of this Agreement.
(b) Phase 2 Improvements
(1) As construction/installation of the Phase 2 Improvements will not begin for at least two (2) years after the Commencement Date, Subdivider’s obligation to construct/install the Phase 2 Improvements will initially be secu red by a lien in the amount of FOURTEEN MILLION THREE HUNDRED TEN THOUSAND ONE HUNDRED NINETY-ONE AND 98/100 DOLLARS ( $ 14,310,191.98 ) as set forth in the Phase 2 Lien Agreement attached as Exhibit E.
(2) Following City Council approval and full exec ution by the Parties of the Phase 2 Lien Agreement, said lien agreement shall be record ed by the City concurrently with this Agreement; however, unlike this Agreement, the Phase 2 Lien Agreement shall only be recorded against the Phase 2 Tracts.
(3) In accordance with the provisions of said Phase 2 Lien Agreement, including but not limited to Sections I.E and I.F thereof, Subdivider shall, prior to obtaining any construction or other permits required hereunder, and prior to commencing any work on the Phase 2 Improvements, substitute bonds satisfactory to the City in place of said Lien Agreement.
The substitute securities shall be in the amounts and for the purposes set forth below, except that the amounts shall be calculated using the estimated cost of the Phase 2 Improvements at the time of said substitution, as ascertained by the City Engineer:
(A) Performance security in an amount equal to at least one hundred percent (100%) of the approved Engineer’s Cost Estimate as security for the faithful performance of the Phase 2 Improvements required by this Agreement. (B) Labor and materials security in an amount equal to at least fifty percent (50%) of the Engineer’s Cost Estimate as security for the payment of all persons performing labor and furnishing materials in the construction of the Phase 2 Improvements, including any claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the California Civil Code. (C) Monument security in the amount of one hundred percent (100%) of the total Engineer’s Cost Estimate for the installation of survey monuments, to guarantee and secure the placement of such monuments in the Phase 2 Tracts. (4) The securities specified above shall be in the form of bonds provided by a corporate surety admitted by the California Department of Insurance to transact surety insurance business in California (with a Best’s Insurance Guide rating of no less than A-) and written on such forms as may be provided by State statute (Map Act Sections 66499.1 and 66499.2) for such purposes and approved by the City, or in such other form as may be provided for by law and satisfactory to City..
(5) Release of the lien following the provision of substitute securities by the Subdivider shall be as set forth in the Phase 2 Lien Agreement.
(6) Release of the substituted securities upon completion of the Phase 2 Improvements (less a portion thereof to be retained for a one-year period to guaranty the performance of any necessary repairs as set forth in Section 14 hereof) shall be in accordance with the provisions of Section 19 of this Agreement.
8 11. Defense, Indemnification, and Hold-Harmless Agreement (a) To the fullest extent permitted by law, Subdivider agrees to and shall defend, indemnify, and hold harmless the City, its office rs, employees, agents, and its and el ected or appointed officials or boards from and against any and all claims, losses, damages, including property damage, personal injury, including death, costs, including attorney fees, and liability of any kind or nature directly or indirectly arising out of or in any way connected with performance u nder this Agreement and/or the construction of the Required Improvements by the Subdivider, its contract ors or subcontractors, or of any person directly or indirectly employed by, or acting as agent for the Subdivider, its contra ctors or subcontractors, save and except those matters arising from the active negligence, sole negligence, or willful misconduct of the City, its officers, employees, agents, and its elected or appointed officials or boards. (b) This defense, indemnification, and hold harmless provision shall extend to claims, losses, damage, injury, costs, including attorney fees, and liab ility for injuries occurring after completion of the construction of the Required Improvements as well as du ring construction, and shall apply regardless of whether or not the City has prepared, supplied or approved the plans and/or specifications for the Required Improvements or has inspected or accepted the same.
(c) Acceptance of insurance required under this Agreement shall not relieve Subdivider from liability under this defense, indemnification, and hold harmless provision. Subdivider’s obligation to indemnify shall survive the expiration or terminatio n of this Agreement, and shall not be restricted to insurance proceeds, if any, received by City.
(d) The Parties intend that this Section 11 sha ll be broadly construed to effectuate its purpose.
12. Subdivider’s Insurance
(a) Subdivider and any of cont ractors or subcont ractors performing work hereunder on Subdivider’s behalf shall procure and maintain at its own expense, during the term of this Agreement (and during any extensions thereof) the following minimum policies of insurance and comply with all other provisions of this Section 12:
(1) Commercial General Liability Insurance (“CGL”): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury, and personal & advertising injury with limits no less than Five Million Dollars ( $5,000,000) per occurrence. If a general aggregate limit applies, either the general aggregate limit sha ll apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
(2) Commercial Vehicle (Autom obile) Liability Insurance : ISO Form Number CA 00 01 covering any auto (Code 1), with a combined single limit of not less than Two Million Dollars ($2,000,000) per accident for bodily injury and property damage. (3) Workers’ Compensation Insurance: As required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than One Million Dollars ($1,000,000) per accident for bodily injury or disease. (b) Additional Insurance Requirements. With respect to the policies of insurance set forth above, compliance with the following is also required:
(1) Additional Named Insured. Notwithstanding any inconsistent statement in any required insurance policies or any subsequent endorsements attached thereto, the CGL policy, shall be endorsed to name the City and its officers, officials, employees, servants, volunteers, agents and independent contractors, including, wi thout limitation, the City Attorney, as 9 Additional Insureds with respect to liability aris ing out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Subdivider’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through t he addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). (2) Waiver of Subrogation Rights . Subdivider shall require the carriers of all required insurance policies to waive all rights of s ubrogation against the City and its officers, officials, employees, servants, volunteer s, agents, and indepe ndent contractors and subcontractors which any insurer of said Subdivider may acquire against the City by virtue of the payment of any loss under such in surance. Subdivider agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.
(3) Proof of Insurance Coverage; Required Additional Endorsements . Subdivider shall secure from a good and responsible company or companies authorized to transact insurance business in the State of California , the policies of insurance required by this Agreement and furnish to the City Clerk cert ificates of insurance evidencing the required coverage, and the following policy endorsements, at least ten (10) business days prior to commencement of any work required under this Agreement. (A) Each insurance policy required by this Agreement shall provide that coverage shall not be canceled, except with written notice to the City. (B) For any claims related to this Agreement, the Subdivider’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City, it’s officers, of ficials, employees, servants, volunteers, agents and independent contractors and subcontractors. Any insurance or self- insurance maintained by the City, its officers, officials, employees, servants, volunteers, agents and indepe ndent contractors and su bcontractors shall be excess on the Subdivider’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies. (4) The Subdivider may use Umbrella or Excess Policies to provide the liability limits as required in this Agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies s hall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs) , indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Subdivider’s primary and excess liability policies are exhausted.
(c) All insurance requirements contained in this Agreement are applicable to any contract for completion of the work entered into by Subdivider and/ or any of Subdivider’s contractors, subcontractors, agents, and/or employees. Subdivider shall not commence any work under this Agreement until Subdivider has obtained all insurance required under this Section, nor shall Subdivider allow any contractor or subcontractor to commence work on any contract or subcontract until all insurance required to be obtained by Subdivider has been obtained by such contractor or subcontractor and approved by the City. Subdivider and its contractors or subcont ractors shall provide the City with not less than thirty (30) days’ notice prior to the cancellation, reduction or termination of any insurance coverages required by this section and shall 10 provide replacement policies acceptable to the City prior to any such cancellation, reduction, or termination of coverage.
(d) All requirements set forth in this Section s hall appear either in the body of the insurance policies or as endorsements and shall specifically bind the insurance carrier.
13. Title to Required Improvements; Risk of Loss
Title to, and ownership of all Required Improvements constructed hereunder by Subdivider shall vest absolutely in City upon completion and acceptance of such Required Improvements by City. Until such time as the Required Improvements are accepted by City, Subdivider shall be responsible for and bear the risk of loss to any of the Requir ed Improvements constructed or installed and shall be responsible for the care, maintenance of, and any damage to such Required Improvements. Neither City, nor any of its agents, officers, or employees shall be liable or responsible for any accident, loss, or damage, regardless of cause, happening or occurring to the Required Improvements prior to the completion by Subdivider and acceptance of same by City.
14. Repair or Reconstruction of Defective Work
If, within a period of one year after final acceptance of the work performed u nder this Agreement, any structure or part of any structure furnished and/or installed or cons tructed, or caused to be installed or constructed by Subdiv ider, or any of the work done under this Agreement, fails to fulfill any of the requirements of this Agreement or the specifications referred to herein, Subdivider shall without delay and without any cost to City, repair or replace or reconstr uct any defective or otherwis e unsatisfactory part or parts of the work or structure. Should Subdivider fail to act promptly or in accordance with this requirement, or should the exigencies of the case require repairs or replacements to be made before Subdivider can be notified, City may, at its option, make the necessary repairs or replacements or perform the necessary work and Subdivider shall pay to City the actual cost of such repairs plus fifteen percent (15%).
15. Subdivider not Agent of City
Neither Subdivider nor any of Subdivider’s agents or contractors are or shall be considered to be agents of City in connection with the performance of Subdivider’s obligations under this Agreement.
16. Cost of Engineering and Inspection
Subdivider shall pay City in accordance with Title 17 of the VMC, for all engineering, inspection, and other services furnished by City in connection with the Subdivision.
17. Events of Default; Notice and Cure Opportunity
(a) Events of Default Not Requiring Previous Notice or Cure Opportunity. Each of the following shall constitute an Event of Default by the Subdivide r for which the City may immediately exercise its remedies under this Agreement without any requirement of the City having given notice previously or of providing any cure opportunity:
(1) Subdivider’s failure to timely complete construction of the Required Improvements in accordance with this Agreement;
(2) Subdivider’s assignment or transfer, or attempted assignment or transfer, of this Agreement or any right or interest therein without the City’s prior written consent; (3) Subdivider’s failure to obtain and maintain in full force and effect any contract security or required insurance in accordance with this Agreement;
11 (4) The commencement of a foreclosure action or the recording of a notice of default against the Subdivision or any portion thereof, or any conveyance in lieu or in avoidance of foreclosure; (5) Subdivider’s insolvency, as determined under the U.S. Bankruptcy Code; (6) Subdivider’s filing, or Subdivider’s consent to the filing against it, of any petition in bankruptcy; or
(7) The issuance of an order of a court of competent jurisdiction appointing a receiver, liquidator, custodian or trustee of the Subdivi der, or the filing of any petition against the Subdivider, which order has not been discharged or which filing has not been dismissed within sixty (60) days after such issuance or filing.
(b) Events of Default Requiring Previous Notice or Cure Opportunity. Subdivider’s breach of any obligation under this Agreement that is not listed in Section 17(a) above shall constitute an Event of Default if not cured in accordance with Section 17(c) below. (c) Notice and Cure Opportunity. For the breac h of any obligation under this Agreement that is not listed in Section 17(a), Subdivider shall ha ve the following notice and cure opportunity before the breach constitutes an Event of Default and the City may exercise its remedies under this Agreement. The City shall mail written notice of the breach to the Subdivider and the Surety. The Subdivider shall have thirty (30) calendar days following the City’s notice in which to complete a cure of the breach and carry out all actions necessary to prevent its r eoccurrence. If Subdivider has not cur ed the breach by the thirty-first (31st) consecutive calendar day following the City’s notice, the uncured breach shall constitute an Event of Default and the Subdivider shall have no further right to notice or cure before the City is entitled to exercise its rights under Section 18.
18. City Rights Upon Event of Default
(a) In addition to all other remedies available at law or in equity for breach of Subdivider’s obligations under this Agreement, the City shall have the following rights upon the occurrence of an Event of Default:
(1) Draw upon and utilize the contract security to mitigate the City’s damages and complete the Required Improvements regardless of w hether the actual cost of completing the Required Improvements exceeds the Engineer’s Estimate;
(2) Take over the work and complete the Requi red Improvements by contract or by any other method the City deems appropriate. In such ev ent, the City, without liability for so doing, may complete the Required Improvements using any of Subdivider’s materials, appliances, plans and other property that are at the work site and that are necessary to complete the Required Improvements; and
(3) File a notice of violation against all lots in the Subdivision, resc ind the Subdivision, or otherwise revert the Subdivision to acreage.
(b) The Subdivider hereby grants the City all right s or authorizations necessary in order for the City to exercise the foregoing remedies without t he need for the City to obtain any additional rights or authorizations at the time it exercises its remedies.
(c) The Subdivider shall promptly reimburse the City upon demand for all costs and expenses incurred by the City in constructing the Required Im provements, enforcing this Agreement and otherwise seeking to remedy an Event of Default. Such costs and expenses may include, without limitation: City staff time; fees and charges of architects, engineers, attorneys, and other professionals; and court costs. 12 (d) The City’s choice of remedy for an Event of Default shall be in the City’s sole discretion.
The City’s failure to declare Subdivider in default under this Agreement or take action with respect to an Event of Default shall not be construed as the City’s waiver of any breach of the Agreement.
19. Completion; Release of Securities; Warranty
(a) Subject to the provisions of subdivision (b ) of this Section, upon completion of all the Required Improvements, and upon the City Council authorizing a written Notice of Completion and acceptance of said work, the City will release all hold and any claims to eighty percent (80%) of the amount of bonds posted for faithful performance as specified in Section 10(a)(1)(A) for the Phase 1 Improvements, and Section 10(b)(3)(A) for the Phase 2 Improvements, respectively. The remaining twenty percent (20%) shall be held by the City for a period of one (1) year after the date of the Notice of Completion as a guarantee (warranty) bond to secure the performance of Section 14 of this Agreement and shall thereafter be released. (b) The provisions of subdivision (a) of this Section notwithstanding, if the any part of Subdivision is part of any City maintenance assessment district, the faithful performance security shall not be released, and no Required Improvements shall be accepted by the City unless and until Subdivider has paid to City any fees required to operate and mainta in the Required Improvements and until such time as the City has received the first maintenance assessment disbursement from the County. (c) The amount specified in Section 10(a)(1)(B) for labor and materials security for the Phase 1 Improvements, and the amount specified in Section 10(b)(3)(B) for the for labor and materials security for the Phase 2 Improvements shall be reduced or released pursuant to the provisions of Section 66499.7(h) of the Map Act.
20. Notices
All notices required by or provided for under this Ag reement shall be in writing and delivered in person or sent by certified or registered mail, postage prepaid and addressed as provided in this Section. Notice shall be effective on the date it is delivered in person, or, if mailed, on the date of de posit in the United States Mail. Notices shall be addressed as follows:
If to City: City of Victorville
Attention: City Engineer
P.O. Box 5001
14343 Civic Drive
Victorville, CA 92393-5001
With a copy to: Green de Bortnowsky, LLP
30077 Agoura Court, Suite 210
Agoura Hills, CA 91301-2713
Attn: Andre de Bortnowsky, City Attorney
If to Subdivider:
Walton California Walton California, LLC
8800 N. Gainey Center Dr., Suite 345
Scottsdale, AZ 85258
A t t n : Legal Department
and
13 WUSF 4 WUSF 4 West Creek, LLC
8800 N. Gainey Center Dr., Suite 345
Scottsdale, AZ 85258
Attn: Legal Department
a n d
D.R. Horton D.R. Horton Los Angeles Holding Company, Inc. 980 Montecito Drive, Suite 300
Corona, CA 92879
Attn: Todd Funk, Douglas Stowell and Marianne F. Adriatico, Esq.
If to surety:
Any Party or the surety may change such address by providing notice in writing to the other Party and thereafter notices shall be addressed and transmitted to such new address.
21. Recordation
This Agreement shall be recorded in the County Record er’s Office following the full execution thereof by the Parties, provided that Subdivider has posted bonds wi th the City in accordance with the provisions of Section 10(a) and executed the Phase 2 Lien Agreem ent described in Section 10(b)(2) and attached as Exhibit E.
22. Sale or Disposition of Subdivision; Assignment.
(a) The Subdivider’s obligations under this Agreement are personal obligations of the Subdivider and shall remain so notwithstanding the Subdivi der’s sale or transfer of all or any part of the Subdivision to D.R. Horton. The foregoing notwithstanding, if and when ownership of all the real property and entitlements associated with t he Subdivision have been transferred to D.R. Horton and confirmed by the City, the obligations hereunder will become the personal obligations of D.R. Horton, and the Parties shall work in good faith to amend (or replace) this Agreement accordingly. (b) Subdivider shall not assign this Agreement to other than D.R. Horton without the City’s prior written consent. The City shall consider a re quest for an assignment or novation on a case-by-case basis where unusual circumstances render the Subdivi der’s performance of the Agreement impossible or impracticable. The sale or transfer of all or any part of the Subdivision shall not, standing alone, constitute good cause for assignment of this Agreement. If th e City approves an assignment or novation of this Agreement, the assignee shall assume the performance of and observe all obligations, representations, and warranties of the Subdivider under the Agreement. The City’s approval of any assignment or novation shall not operate to release the Subdivider from any of its obligations under this Agreement for work previously performed by the Subdivider unless such approval specifically provides otherwise. (c) The obligations of the Subdivider under this Agreement shall be the joint and several obligations of each and all of the entities comprising Subdivider (but not the individual UDI Owners) unless and until such time as ownership of all the real pr operty and entitlements associated with the Subdivision have been transferred to D.R. Horton and confirmed by the City. Upon said confirmation, the City shall provide any required releases to Walton Californi a and WUSF 4 provided th is Agreement has been appropriately amended (or replaced) to ensure that D.R. Horton will complete all the Required Improvements for the Subdivision as required by the Conditions of Approval, this Agreement, and any amendments thereto.
14 23. Severability; Entire Agreement
The provisions of this Agreement are severable. If any portion of this Agreement is held invalid by a court of competent jurisdiction, the remainder of the Ag reement shall remain in full force and effect unless amended or modified in writing by the mutual consent of the Parties. This Agreement, together with all exhibits, the Conditions of Approval, and the Subdivision expressly referred to herein, constitutes the entire agreement of the Parties and supersedes any prior written or oral agreements between them with respect to the subject matter hereof.
24. Authority of Executing Parties
The persons executing this Agreement warrant and represent that they are duly authorized to execute this Agreement on behalf of and bind the Party each purports to represent.
25. Incorporation of Recitals and Exhibits
The Recitals to this Agreement, and any definitions set forth therein, are hereby incorporated into the terms of this Agreement by this reference. The following exhibits are attached to this Agreement and incorporated into this Agreement by this reference:
Exhibit A – Legal Description of Subdivision
Exhibit B – Recorded Tract Maps for Subdivision
Exhibit C – Engineer’s Cost Estimate Summary
Exhibit D – Improvement Plans Detail and Submittal Schedule Exhibit E – Phase 2 Lien Agreement
26. Headings
The captions and Section headings used in this Agreement are inserted for convenience of reference only and are not intended to define, limit, or affect the constr uction or interpretation of any term or provision hereof.
27. Waiver; Amendment; Modification
No breach of this Agreement or of any provision herein may be waived except by an express written waiver executed by the Party waiving such breach. Waiv er of any one breach shall not be deemed a waiver of any other breach or provision of this Agreement. This Agreement may be amended, altered, modified, or otherwise changed only by a writing duly executed by the Parties hereto or their authorized representatives.
No modification, waiver, amendment, or discharge of th is Agreement shall be valid unless the same is in writing and signed by all Parties.
28. Governing Law
This Agreement shall be governed, interpreted, construed, and enforced in accordance with the laws of the State of California. The Parties agree that all ac tions or proceedings arising in connection with this Agreement shall be tried and litigated only in the state courts located in the County of San Bernardino, State of California, or federal courts located in the Central District of California.
29. Termination of Original SIA and Release of Lien
Following: (1) the posting of bonds in favor of the City securing the Phase 1 Improvements as specified in Section 10(a)(1) of this Agreement; (2) City Council approval and full execution of this Agreement and the Phase 2 Lien Agreement attached hereto as Exhibit E; (3) City Council approval and full execution of the Tract 17308 Maps SIA and Tract 17308 Maps Lien Agreement; and (4) recordation by the City of all four (4) of the aforementioned agreements in the County Recorder’s Office, the Original SIA will be terminated 15 and superseded by the four (4) aforementioned agreem ents and the City will release the lien created by the recording of the Original Lien Agreement.
[END OF THIS PAGE – SIGNATURE PAGES FOLLOW]
IN WITNESS WHEREOF, the Parties hereto have executed this Subdivision Improvement Agreement.
SUBDIVIDER CITY
WALTON CALIFORNIA, LLC, A CALIFORNIA CityofVictorville LIMITED LIABILITY COMPANY, on behalf of itself and on behalf of the UDI Owners in its capacity as manager, operator or agent, as applicable
By: Walton International Group, Inc., a Nevada
Corporation
Its: Manager
Sa
%- /z-z4
Date
WUSF 4 WEST CREEK, LLC, A CALIFORNIA
LIMITED LIABILITY COMPANY
By: Walton u.s. Land Fund 4, LP, a Delaware
limited partnership
Its: Manager
By: WUSF 4 GP, LLC, a Delaware limited
liability company
Its: General Partner
By: Walton Land Management (USA), Inc.,
a Delaware corporation
Its: Manager
Sa
Arhm>m Yawn
Date
By:
Elizabeth Becerra, Mayor
Date:
(Notarization of Mayor 's signature is
required and shall be attached)
ATTEST:
BY:
Jennifer Thompson, City Clerk
APPROVED AS TO FORM:
Andre de Bortnowsky, City Attorney
VICTORVILLE RISK MANAGEMENT
Sandra Bostick, Risk Manager
[SIGNATURES CONTINUED ON FOLLOWING PAGE]
16 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to wliidi tliis certificate is attached and not tlie truthfulness, accuracy, or validity of that document.
STATE OF /)@4za0
COUNTY OF u4ais4k
personally appeared a"%m'j YMtUt who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instnument 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.
IcertifyunderpenaltyofperjuryunderthelawsoftheStateof 0IA is tnie and correct.
that the foregoing paragraph
WITNESS my hand and official seal.
Signature (Seal) HECTOR MEZA
MARICOPA COUNTY
ffi Commission # 668738
Expires July 06,
11025051 61lllAMERlCAS
A notary public or other officer completing this certificate verifies only the identity of the individual who stgned the document to wliidi tliis certificate is attached and not the truthfulness, accuracy, or validity of that document.
STATE OF 4stm*
COUNTY OF ?44RKafA
personallyappeared 4s-ny '(8@g@A whoprovedtomeonthebasisof satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instniment 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.
IcertifyunderpenaltyofperjuryunderthelawsoftheStateof hsr thattheforegoingparagraph is tnue and correct.
WITNESS my haqd and official seal.
(Seal)
HEC,TOR MEZA
"§ Commission # 668738
Expires July 06, 2028
1102505161lllAMERICAS
18 EXHIBIT A
LEGAL DESCRIPTION OF SUBDIVISION
Tract 17111
IN THE CITY OF VICTORVILLE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, BEING A SUBDIVISION OF LOT 1 AND LOT 4 OF TRACT NO. 17110, AS RECORDED IN BOOK 330 OF MAPS, PAGES 83 THROUGH 93, RECORDS OF SAID COUNTY, WITHIN THE SOUTHEAST ¼ OF SECTION 11, TOWNSHIP 5 NORTH, RANGE 5 WEST, S.B.M.
APN(s): 0455-931-01 through 82 (Lots 1-82)
APN(s): 0455-932-01 through 86 (Lots 83-168)
APN(s): 0455-932-87 (Lot “A”)
Tract 17112
IN THE CITY OF VICTORVILLE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, BEING A SUBDIVISION OF LOT 2 AND LOT 3 OF TRACT MAP NO. 17110 RECORDED IN BOOK 330 OF MAPS, PAGES 83 THROUGH 93, RECORDS OF SAID COUNTY, WITHIN THE SOUTHEAST ¼ OF SECTION 11, TOWNSHIP 5 NORTH, RANGE 5 WEST, S.B.M.
APN(s): 0455-941-01 through 70 (Lots 1-70)
APN(s): 0455-941-71 through 74 (Lots A-D)
Tract 17113
IN THE CITY OF VICTORVILLE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, BEING A SUBDIVISION OF LOT 7 OF TRACT MAP NO. 17110 RECORDED IN THE BOOK 330 OF MAPS, PAGES 83 THROUGH 93, RECORDS OF SAID COUNTY, WITHIN THE WEST ½ OF THE SOUTHEAST ¼ OF SECTION 11, TOWNSHIP 5 NORTH, RANGE 5 WEST, S.B.M.
APN(s): 0455-951-01 through 53 (Lots 1-53)
APN(s): 0455-951-54 through 58 (Lots A-E)
Tract 17114
IN THE CITY OF VICTORVILLE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, BEING A SUBDIVISION OF LOT 5 AND LOT 6 OF TRACT MAP NO. 17110, RECORDED IN BOOK 330 OF MAPS, PAGES 83 THROUGH 93, RECORDS OF SAID COUNTY, WITHIN THE SOUTHEAST ¼ OF SECTION 11, TOWNSHIP 5 NORTH, RANGE 5 WEST, S.B.M.
APN(s): 0455-015-01 through 18 (Lots 1-18)
APN(s): 0455-015-19 through 92 (Lots 29-102)
APN(s): 0455-043-01 through 11 & Lot “A” (Lots 19-28)
Tract 17115
IN THE CITY OF VICTORVILLE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, BEING A SUBDIVISION OF LOT 8, LOT 9, AND LOT 10 OF TRACT MAP NO. 17110 RECORDED IN BOOK 330 OF MAPS, PAGES 83 THROUGH 93, RECORDS OF SAID COUNTY, WITHIN THE SOUTHEAST ¼ OF SECTION 11, TOWNSHIP 5 NORTH, RANGE 5 WEST, S.B.M.
APN(s): 0455-065-01 through 09 (Lots 1-9)
APN(s): 0455-065-10 through 57 (Lots 20-67)
APN(s): 0455-065-58 through 61 (Lots A-D)
APN(s): 0455-043-12 through 22 (Lots 10-19 & Lot “E”)
19 EXHIBIT A
(CONTINUED)
Tract 17116
IN THE CITY OF VICTORVILLE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, BEING A SUBDIVISION OF LOT 11 OF TRACT MAP NO. 17110 RECORDED IN BOOK 330 OF MAPS, PAGES 83 THROUGH 93, RECORDS OF SAID COUNTY, WITHIN THE SOUTHEAST ¼ OF SECTION 11, TOWNSHIP 5 NORTH, RANGE 5 WEST, S.B.M.
APN(s): 0455-079-01 through 03 (Lots 1-3)
APN(s): 0455-079-04 through 17 (Lots 42-55)
APN(s): 0455-079-18 through 34 (Lots 77-93)
APN(s): 0455-079-35 (Lot “A”)
APN(s): 0455-951-62 through 75 (Lots 28-41)
APN(s): 0455-085-01 through 24 (Lots 4-27)
APN(s): 0455-085-25 through 45 (Lots 56-76)
APN(s): 0455-085-46 (Lot “B”)
Tract 17986-1
IN THE CITY OF VICTORVILLE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, BEING A SUBDIVISION OF A PORTION OF THE NORTH ½ OF THE NORTH ½ OF THE WEST ½ OF THE WEST ½ OF THE SOUTHEAST ¼ OF THE SOUTHEAST ¼ OF SECTION 11, TOWNSHIP 5 NORTH, RANGE 5 WEST, S.B.M.
APN(s): 0455-941-79 through 82 (Lots 1-4)
Tract 17986-2
IN THE CITY OF VICTORVILLE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, BEING A SUBDIVISION OF A PORTION OF THE NORTH ½ OF THE NORTH ½ OF THE WEST ½ OF THE WEST ½ OF THE SOUTHEAST ¼ OF THE SOUTHEAST ¼ OF SECTION 11, TOWNSHIP 5 NORTH, RANGE 5 WEST, S.B.M.
APN(s): 0455-941-84 through 88 (Lots 5-9)
20 EXHIBIT B
RECORDED TRACT MAPS FOR THE SUBDIVISION
Tract Map Nos. 17110, 17111, 17112, 17113, 17114, 17115, 17116 17986-1 and 17986-2
21 EXHIBIT C
ENGINEER’S COST ESTIMATE SUMMARY
Phase 1 Phase 2 Phase 3
Tract No. Amount Tract No. Amount Tract No. Amount
17110 $15,130,790 17113 $3,142,559 17308 $3,656,113
17111 $5,955,780 17115 $3,388,797 17309 $2,834,639
17112 $2,988,707 17116 $4,907,427 17310 $4,430,739
17114 $3,279,920 Bridge 2 $163,193 17311 $5,042,551
17986 $590,244 Greenbelt Trail
& Access Trails $2,050,190 Park D $396,368
Bridge 1 $231,179 SCE Corridor $658,026
Park A $159,291
Park B & C $2,128,401
Total
Total FP Bond for Phase 1 $30,464,311.65 Phase 2 FP $14,310,191.98 Phase 3 FP $16,360,408.82 $61,134,912.45 Total L&M Bond for Phase 1 $15,232,155.83 Phase 2 L&M $7,155,095.99 Phase 3 L&M $8,180,204.41 22 EXHIBIT D
IMPROVEMENT PLANS DETAIL AND SUBMITTAL SCHEDULE
Subdivider(s) shall be required to complete the following:
Minor Site Plan (ADMN) case for the review and approval of the Park Improvement Plans for the required park sites, pedestrian bridges, pedest rian trails, and paseo improvements within the Southern California Edison easement shall be s ubmitted to the City’s Development Department within six (6) months of the Commencement Date (Phase 1 and Phase 2 Improvements). Traffic Signal Modification Plans for the intersec tion of Amethyst Drive and Mojave Drive shall be submitted to the City’s Engineering Department for review and approval within six (6) months of the Commencement Date. (Phase 1 Improvements)
Landscaping Improvement Plans for the requir ed LMAD perimeter streetscape improvements on Amethyst Road and Mojave Drive (c ollectively, hereinafter the “LMAD Improvements”) shall be submitted to the City’s Development Department for review and approval within six (6) months of the Commencement Date. Under no circumstances shall occupancies be granted until the required LMAD Improvements have been completed in Phase 1 and then for Phase 2. (Phase 1 and Phase 2 Improvements)
Drainage Facilities Improvement Plans for the r equired DFAD Improvements shall be submitted to the City’s Development Department for review and approval within six (6) months of the Commencement Date. The final completion of the required channel improvements shall be required on or about the 168th occupancy of homes in Phase 1. (Phase 1 Improvements)