HomeMy WebLinkAbout4.09 DubRchTDATr7135
CITY CLERK
File # D~~[Q]-~¡m.
AGENDA STATEMENT
CITY COUNCIL MEETING DATE: October 19,2004
SUBJECT:
Amendment to Tract Developer Agreement and Partial Acceptance
of Landscape Improvements associated with Tract 7135, Dublin
Ranch Area A (Toll CA II, L.P.)
Report Prepared by: Melissa Morton, Public Works Director
ATTACHMENTS:
1)
2)
3)
Resolution, together with attached Exhibits "A" and "Ð"
Original Tract Developer Agreement for Tract 7135
Location Map
:g
Adopt Resolution approving an amendment to the Tract Developer
Agreement to extend the completion date to July 17,2005, to release
Toll from obligations for the completed landscaping work governed
by the original agreement, and to reduce the improvement security
to an amount necessary to assure that the landscaping work within
the Stream Corridor is completed as originally required with Tract
7135, Dublin Ranch Area A.
RECOMMENDATION:
FINANCIAL STATEMENT:
Toll CA II, L.P. (Toll), has provided a Maintenance Bond in the
amount of $488,928 to replace the Performance and Labor and
Materials Bond that guaranteed the landscaping improvements for
the completed work. Said Maintenance Bond will assure the
correction of latent defects for one year following acceptance.
Remaining landscape work to be performed by Toll will continue to
be guaranteed by the original Tract Developer Agreement, as
amended. The amendment will reduce the required security amount
to $1,015,850, sufficient to assure the developer's performance.
Maintenance of the accepted median island landscaping on Fallon
Road will be funded by the City. Maintenance of the accepted
parkstrip landscaping in the public right of way on Antone Way,
Bent Tree Drive, and Fallon Road will be performed by the Dublin
Ranch Golf Club Homeowner's Association.
DESCRIPTION: Toll has asked the City to amend the Tract Developer Agreement
that governs the landscaping improvements within Tract 7135, Dublin Ranch Area A. The amendment
will accomplish the following:
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
COPIES TO: H. Jon Paynter, Toll CA II, L.P. ~. .
I qj- ITEM NO. ,
G:\DEVELOP\Dublin Ranch\Area A \ Tract 713 5\AgstacpUandscape.doc
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· Extend the completion date until July 17, 2005, to allow Toll sufficient time to complete the
landscaping improvements within an area termed the "Stream Corridor". The Stream Corridor is
an open storm water channel that extends along the west side of Fallon Road between the golf
course and Gleason Drive. The required landscaping is intended to mimic the landscaping within
the creek that extends along the west side of Ted Fairfield Neighborhood Park.
· Release Toll :£rom obligations for the completed landscaping work governed by the original Tract
Developer Agreement by accepting these improvements as complete. The completed landscaping
improvements include the median islands on Fallon Road, the parkstrip and storm water quality
swales along the east side Fallon Road, the parkstrips and median islands on Bent Tree Drive, and
the decorative rock facing and landscaping associated with the storm culvert that extends under
Antone Way, just west of Fallon Road.
· Reduce the improvement security to an amount necessary to assure that the work within the
Stream Corridor is completed. Staff is recommending that the existing Performance Bond and
Labor and Materials Bond, each in the amount of$2,971,560, be reduced to $1,105,850.
The original Tract Developer Agreement was one of seven agreements executed on July 17, 2001, per
Resolution No. 126-01 for improvements associated with Tract 7135, Dublin Ranch Area A. The
agreements governed the following:
1) Bulk grading for Phase I, Tract 7135
2) Storm drain through the golf course
3) Street improvements for Fallon Road and Bent Tree Drive
4) Traffic signals on Fallon Road
5) Upgrades to existing Fallon Road
6) Landscaping
7) Rough grading and erosion control for Neighborhoods A-6 (Tract 7141) and A-7 (Tract 7142)
The City has accepted the work governed by six of the seven agreements. The landscaping improvements
governed by the seventh agreement are now complete, with the exception of the landscaping within the
Stream Corridor. In addition, the median island on Fallon Road, immediately north of Gleason Drive,
lacks landscaping within a 300' section that was recently extended by the Un's as part of the Gleason
Drive extension project. This landscaping will be installed when Dublin Ranch Area F is developed in
the future. For now, Toll's obligation for landscaping the remaining median section is complete.
At the time that the City and Toll executed the Tract Developer Agreement governing the landscape
improvements for Tract 7135, Toll provided a Performance Bond and a Labor and Materials Bond each in
the amount of $2,971 ,560 to guarantee performance of the work. Staff is recommending that these bonds
be replaced in accordance with the authority contained in §66499.7 of the Government Code, as follows:
· A Maintenance Bond has been provided in an amount necessary to guarantee the accepted work
for a one-year period following acceptance. The developer has provided said Bond in the amount
of $488,928, which is 25% of the original bond amount for the completed improvements, and
which is sufficient to warranty the improvements for a one-year period after acceptance.
· A Decrease Rider has been provided to assure that the work within the Stream Corridor is
completed. This Rider decreases the bond amounts to $1,105,850.
Staff recommends that the City Council adopt the Resolution approving an amendment to the Tract
Developer Agreement to extend the completion date to July 17, 2005, to release Toll :£rom obligations for
the completed landscaping work governed by the original agreement, and to reduce the improvement
security to an amount necessary to assure that the landscaping work within the Stream Corridor is
completed as originally required with Tract 7135, Dublin Ranch Area A.
Page 2062.-
I "/J?D
RESOLUTION NO. - 04
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
*********
AMENDMENT TO TRACT DEVELOPER AGREEMENT FOR FALLON ROAD LANDSCAPING
ASSOCIATED WITH TRACT 7135, DUBLIN RANCH AREA A
(TOLL CA II, L.P., A CALIFORNIA LIMITED PARTNERSHIP)
WHEREAS, the City of Dublin (hereinafter referred to as "CITY") and Toll CA II, L.P., a California
Limited Partnership (hereinafter referred to as "DEVELOPER"), entered into seven Tract Developer
Agreements that govern the Bulk Grading for Phase I, the Storm Drain through the Golf Course, Fallon Road
and Bent Tree Drive Improvements, Traffic Signals at the intersections of Fallon Road/Antone Way and
Fallon Road/Bent Tree Drive, Upgrading Existing Fallon Road, Fallon Road Landscaping, and the Rough
Grading/Erosion Control for Tracts 7141 and 7142 (Tract Developer Agreements 1 through 7) on July 17,
2001; and
WHEREAS, the Bulk Grading for Phase I of Tract 7135 and the Rough Grading and Erosion Control
improvements for Neighborhoods A-6 and A-7 (Tract Developer Agreements 1 and 2 of 7) were completed
and accepted by the City Council via Resolution No. 85-03 on May 20,2003; and
WHEREAS, the Storm Drain through the Golf Course and the Upgrades to Existing Fallon Road
(Tract Developer Agreements 3 and 4 of 7) were completed and accepted by the City Council via Resolution
No. 109-03 on June 3, 2003; and
WHEREAS, the Traffic Signals at the intersections of Fallon Road/Bent Tree Drive and Fallon
Road/Antone Way (Tract Developer Agreement 5 of7) were completed and accepted by the City Council via
Resolution No. 182-03 on September 2,2003; and
WHEREAS, the Street Improvements for Fallon Road and Bent Tree Drive (Tract Developer
Agreement 6 of 7) were completed and accepted by the City Council via Resolution No. 224-03 on November
18,2003; and
WHEREAS, the Fallon Road Landscape Improvements (Tract Developer Agreement 7 of 7) as
guaranteed by a Performance Bond and a Labor and Materials Bond each in the amount of$2,971,560.00, are
complete in accordance with said plans and specifications, and any approved modifications thereto, to the
satisfaction of the Director of Public Works with one exception as follows:
Landscaping within the Stream Corridor (Parcel D of Tract 7135 and Parcel B of Tract 7252) as
shown on those plans entitled, "Landscape Architecture Drawings, Tract 7136 - Stream Corridor",
Sheets 1 thorough 19, prepared by Nuvis Landscaping Architecture and Planning, is not complete; and
WHEREAS, DEVELOPER has requested that Section 1 of the governing Tract Developer Agreement
be amended to extend the completion date until July 17,2005, to allow time to complete the Stream Corridor
landscaping; and
WHEREAS, DEVELOPER has also requested that Section 2 of the governing Tract Developer
Agreement be amended to reflect a reduced total security amount of $1,015,850.00 which is sufficient to
guarantee the remaining Stream Corridor; and
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AlTACHMENT
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WHEREAS, it is in the best interest of the CITY to amend the governing Tract Developer Agreement
as proposed; and
WHEREAS, the agreement amendment (Exhibit "A" of this Resolution) hereby incorporates by
reference all terms and conditions set forth in the original Tract Developer Agreement, and all terms and
conditions that are not specifically modified by the amendment shall remain in full force and effect.
WHEREAS, the Decrease Rider (Exhibit "B" of this Resolution) hereby reduces the total security
amount to $1,015,850.00; and
WHEREAS, a Maintenance Bond in the amount of $488,928.00 has been submitted to replace the
original Performance Bond and Labor and Materials Bond in accordance with the authority contained in
§66499.7 of the Government Code to guarantee the completed work for a one-year warranty period following
acceptance.
NOW, THEREFORE, BE IT RESOLVED that the amendment (attached hereto as Exhibit "A") to
the Tract Development Agreement for Tract 7135, Dublin Ranch Area A, is hereby approved.
BE IT FURTHER RESOLVED that the Mayor is hereby authorized to execute Exhibit "A".
BE IT FURTHER RESOLVED that the Mayor is hereby authorized to execute the Decrease Rider
(attached hereto as Exhibit "B") for Bond No. 929208209 in the amount of $1,105,850.00 issued by The
Continental Insurance Company on behalf of Toll-Dublin LLC, a California Limited Liability Company in
favor of the City of Dublin in duplicate.
BE IT FURTHER RESOLVED that:
1. The Landscape Improvements including the median islands on Fallon Road, the parkstrip and
storm water quality swales along the east side Fallon Road, the parkstrips and median islands on Bent Tree
Drive, and the decorative rock facing and landscaping associated with the storm culvert that extends under
Antone Way, just west of Fallon Road are hereby approved and accepted subject to a one-year guarantee
period; and
2. The submitted Maintenance Bond issued by The Continental Insurance Company in the
amount of $488,928.00 (Bond No. 92932728) be accepted as security for the aforesaid one-year warranty
period, said period to commence on this date and terminate on the 19th day of October, 2005.
PASSED, APPROVED AND ADOPTED this 19th day of October, 2004.
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
Mayor
City Clerk
2
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EXHIBIT "A" OF RESOLUTION NO. -04
AMENDMENT TO TRACT DEVELOPER AGREEMENT
FOR FALLON ROAD LANDSCAPING ASSOCIATED
WITH TRACT 7135, DUBLIN RANCH AREA A
(TOLL CA II, L.P., A CALIFORNIA LIMITED P ARTNERSIDP)
WHEREAS, the City of Dublin (hereinafter referred to as "CITY") and Toll CA II, L.P., a California
Limited Partnership (hereinafter referred to as "DEVELOPER"), entered into seven Tract Developer Agreements
that govern the Bulk Grading for Phase I, the Storm Drain through the Golf Course, Fallon Road and Bent Tree
Drive improvements, Traffic Signals at the intersections of Fallon Road/Antone Way and Fallon Road/Bent Tree
Drive, Upgrading existing Fallon Road, Fallon Road Landscaping, and the Rough GradingÆrosion Control for
Tracts 7141 and 7142 (Tract Developer Agreements 1 through 7) on July 17,2001; and
WHEREAS, the Bulk Grading for Phase I of Tract 7135 and the Rough Grading and Erosion Control
improvements for Neighborhoods A-6 and A-7 (Tract Developer Agreements 1 and 2 of 7) were completed and
accepted by the City Council via Resolution No. 85-03 on May 20,2003; and
WHEREAS, the Storm Drain through the Golf Course and the Upgrades to Existing Fallon Road (Tract
Developer Agreements 3 and 4 of 7) were completed and accepted by the City Council via Resolution No. 109-03
on June 3, 2003; and
WHEREAS, the Traffic Signals at the intersections of Fallon RoadlBent Tree Drive and Fallon
Road/Antone Way (Tract Developer Agreement 5 of 7) were completed and accepted by the City Council via
Resolution No. 182-03 on September 2,2003; and
WHEREAS, the Street Improvements for Fallon Road and Bent Tree Drive (Tract Developer Agreement 6
of7) were completed and accepted by the City Council via Resolution No. 224-03 on November 18,2003; and
WHEREAS, the Fallon Road Landscape Improvements (Tract Developer Agreement 7 of 7) as guaranteed
by a Performance Bond and a Labor and Materials Bond each in the amount of $2,971,560, are complete in
accordance with said plans and specifications, and any approved modifications thereto, to the satisfaction of the
Director of Public Works with one exception as follows:
The landscaping within the Stream Corridor (Parcel D of Tract 7135 and Parcel B of Tract 7252) as shown
on those plans titled "Landscape Architecture Drawings, Tract 7136 - Stream Corridor", Sheets 1 thorough
19 prepared by Nuvis Landscaping Architecture and Planning is not complete; and
WHEREAS, the landscaping within the Stream Corridor is not complete, DEVELOPER has requested
that Section 1 of the governing Tract Developer Agreement be amended to extend the completion date until July
17,2005; and
WHEREAS, the landscaping within the Stream Corridor is not complete, DEVELOPER has also
requested that Section 2 of the governing Tract Developer Agreement be amended to reflect a reduced total
security amount of$1,015,850 which is sufficient to guarantee the remaining Stream Corridor work; and
WHEREAS, it is in the best interest of the CITY to amend the governing Tract Developer Agreement as
proposed.
NOW, THEREFORE, the parties hereto agree as follows:
- 1 -
EXHI IT A.
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1. The Completion Time shown in Section 1 of the governing Tract Developer Agreement for the Fallon
Road Landscape Improvements is hereby extended to not later than 1,460 day (four years) following the
original date of execution or not later than July 17, 2005.
2. The Estimated Cost ofImprovements shown in Section 2 of the governing Tract Developer Agreement
for the Fallon Road Landscape Improvements is hereby reduced to $1,015,850 to reflect the cost of the
remaining Stream Corridor landscaping within Parcel D of Tract 7135 and Parcel B of Tract 7252.
3. This Amendment hereby incorporates by reference all terms and conditions set forth in· the original
Tract Developer Agreement, and all terms and conditions which are not specifically modified by this
Amendment shall remain in full force and effect.
CITY OF DUBLIN
TOLL CA II, L.P.
a California Limited Liability Company
Date:
BY~ 9//7/0'(
Its: Assistant ecreta Date' .
Print Name: . ¡J :t10 /j¡.'L/~
, I
Mayor
ATTEST:
By:
Its: Assistant Secretary
City Clerk
Date
Date:
Print Name:
G:\DEVELOP\Dublin Ranch\Area A \Tract 7135\Ex 'A' reso amend tr dev agmt_ T7135.doc
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CALIFORNIA ALL"PURPOSE ACKNOWLEDGMENT
County of
State of California
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to be the personM whose namE$t istare
subscribed to the within instrument and
acknowledged to me that he/sfteAAey executed
the same in his~r authorized
capacity~), and that by his/Rer/tRCÎr
signature(~ on the instrument the personl)r ', or
the entity upon behalf of which the personVtÍ
acted, executed the instrument.
OPTIONAL
Though the information below is not required by law, it may. prove vaiuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: q t1lA í 61" * Pr I
,
ct-\l-OY
c ; tv¡ of llib\ \VÎ~
Document Date:
Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed bý Signer
Signer's Name:
o Individual
o Corporate Officer - Title(s):
o Partner - D Limited 0 General
o Attorney-in-Fact
o Trustee
o Guardian or Conservator
o Other:
Top of thumb here
Signer Is. Representing:
C 1999 N8tiol1s1 Notsry ASsociatlDn II 9350 De Soto Ave.. P.O. Box 2402 . ChatswDrth. CA 91313-2402 .. www.nal.ionalnotary.org
Prod. No. 5907
Roorclo" Call TolI·F_ 1·6OD·878·6827
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RECEIVED
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EXHIBIT "]3" OF
RESOLUTION NO. 04
Continental Casualty Company
National Fire Insurance Company of Hartford
American Casualty Company of Reading, Pennsylvania
The Continental Insurance Company
CNA
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PUBLIC WORKS
CNA Plaza
Chicago, lllinois 60685
A Stock Company
(PERFORMANCE AND LABOR AND MATERIALS BONDS)
DECREASE RIDER
To be attached and made a part of Bond No. 929208209 issued by THE CONTINENTAL INSURANCE
COMPANY, (hereinafter called the Surety), on behalf of TOLL-DUBLIN, LLC, A CALIFORNIA LIMITED
LIABILITY COMPANY (hereinafter called the Principal), in favor of the CITY OF DUBLIN (hereinafter
called the Obligee), and œted the 9 TH Day of illL Y,2001.
In consideration of the premiwn charged for the attached bond and other good and valuable consideration it is
understood and agreed that effective the 6 TH day of OCTOBER, 2004 and subject to all the tenus,
conditions and limitations of the attached bond, the penal sum thereof shall be and the same is hereby
decreased from the sum of TWO MILLION NINE HUNDRED SEVENTY ONE THOUSAND FIVE
HUNDRED SIXTY AND 00/100 DOLLARS ($2,971,560.00) to the sum of ONE MILLION FIFTEEN
THOUSAND EIGHT HUNDRED FIFTY AND 00/100 DOLLARS ($1,015,850.00).
It is further understood and agreed that subject to all the tenus, conditions and limitations of the attached
bond, the aggregate liability of the Surety for any loss occurring prior to said œte shall not exceed the sum of
TWO MILLION NINE HUNDRED SEVENTY ONE THOUSAND FIVE HUNDRED SIXTY AND 00/100
DOLLARS ($2,971,560.00), or for any loss occurring subsequent to said date shall not exceed the sum of
ONE MILLION FIFTEEN THOUSAND EIGHT HUNDRED FIFTY AND 00/100 DOLLARS
($1,015,850,00). In no event, however, shall the aggregate liability of the Surety exceed the larger of the
aforementioned sums, it being the intent hereof to preclude cumulative liability.
Signed, sealed and dated this 6 TH day of OCTOBER, 2004.
ATTEST:
TOLL-DUBLIN, LLC, A CALIFORNIA
LIMITED LIABILITY COMPANY
~
BY~
THE ABOVE IS HEREBY AGREED TO
AND ACCEPTED BY:
THE CONTINENTAL INSURANCE COMPANY
CITY OF DUBLIN
BY:
BY
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(TITLE)
EX HI IT B.
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CALIFORNIA ALL·PURPOSE ACKNOWLEDGMENT
1*, :;0
No. 5907
State of PENNSYLVANIA
County of CHR~TER
On OCTOBER 6 ,. 2004
before me,
ARLENE OSTROFF
NOTARY PUBLIC
NAME, TIn.E Of OFFICER - E.G., 'JANE DOE, NOTARY PUBLIC"
DATE
personally appeared
DANIEL p, DUNIGAN
NAME(S) OF SIGNER(S)
ill personally known to me - OR - 0 proved to me on the basis of satisfactory evidence
to be the persorx(¡sQxwhose name~ isiam:
subscribed to the within instrument and ac-
knowledged to me that he/~ executed
the same in hi~ authorized
capacit~. and that by hi~
signature(sj on the instrument the person(s),
or the entity upon behalf of which the
person(s) acted, executed the instrument.
Ninl\i'\IÞ,L 5E4.L
AAI.EN~ ~Hn rwrf:. N·)t.¡ry P'¡¡bl!c
""'')Ó\. CiW,!itl1 C.t.I\I#Iy. P."
lIty U4Nni1iQ' (¡.ß EJqIi~.~NI.IIftIIW( 2£,2004
WITNESS my hand and official seal.
-/~~
OPTIONAL
-
Though the data below Is not required by law, It may prove valuable to persons relying on the document and could prevent
fraudulent reattachment of this form.
CAPACITY CLAIMED BY SIGNER
-
o INDIVIDUAL
. 0 CORPORATE OFFICER
DESCRIPTION OF ATTACHED DOCUMENT
¿
D' PARTNER(S)
11TlE(S)
o UMITED
o GENERAL
. TITLE OR TYPE OF DOCUMENT
[1 ATIORNEY-IN-FACT
o mUSTEE(S)
D GUARDIAN/CONSERVATOR
o OTHER:
NUMBER OF PAGES
DATE OF DOCUMENT
SIGNER IS REPRESENTING:
NAME or PSRSON(S) OR ENT1TY(lEB)
THE CONTINENTAL INSURANCE COMPANY
SIGNER(S) OTHER THAN NAMED ABOVE
01993 NAT10NAl NOTARY ASSOCIATION. 8236 Remmet Ave.. P.O. Box 7184. Canoga Pari<. CA 91309-7184
, . POWER OF ATTORNEY APPOINTING INDIVIDUAL ATIORNEY-IN~FACT S ðfJ';i1O
Know All Men By These Presents, That The Continental Insurance Company. a South Carolina corpoomon. and Firemen's Insurance Company of
Newark, New Jersey, a New Jersey corporation (herein called "the CIC Companies"), are duly organized and existing corporations having their principal
offices in the City of Chicago, and State of Dlinois, and that they do by virtue of the signatures and seals herein affixed hereby make. constitute and
appoint
William F Simkiss, Daniel P Dunigan, Richard J Decker, Joseph Kolok, Brian Block, Individually
ofPaoIi, P A, their true and lawful AttomeY(sHn-Fact with full power and authority hereby conferred to sign, seal and execute for and on their behalf
bonds, undertakings and other obligatory instruments of sinùlar nature
- In Unlimited Amounts -
and to bind them thereby as fully and to the same extent as if such instruments were signed by a duly authorized officer of their corporations and all the
acts of said Attorney, pursuant to the authority hereby given is hereby ratified and confirmed.
This Power of Attorney is made and executed pursuant to and by authority of the By-Law and Resolutions, printed on the reverse hereof, duly
adopted, as indicated, by the Boards of Directors of the corporations.
In Witness Whereof, the CIC Companies have caused these presents to be signed by their Senior Vice President and tbeir corporate seals to be
hereto affixed on this 2nd day of March, 2004.
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The Continen1al Insurance Company
Firemen's Insurance Company of Newark, New Jersey
State of Illinois, County of Cook, ss:
On this 2nd day of March, 2004, before me personally came Michael Gengler to me known, who, being by me duly sworn, did depose and say: tha1
he resides in the City of Chicago, Ståte ofntinois; that he is a Senior Vice President of The Continental InsuranCe Company, a South Carolina
corporation, and Firemen's Insurance Company of Newark, New Jersey, a New Jersey corporation described in and whiCh executed the above
instrument; that he knows the seals ofsaid corporations; that the seals affixed to the said instruinent are sucb corporate seats; that they were so affixed
pursuant to authority given by the Boards of Directors of said corporations and that be signed his name thereto pursuant to like authority, and
acknowledges same to be the act and deed of said corporations.
OFFICIAL SEAL
EUZA PRICE
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My Commission Expires September 17, 2006
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CERTIFICATE
I. M8Iy A. Ribikawskis, Assistant Secretary of The Continental Insurance Company, a Soa1h Carolina corporation. end Firemen's Insurance
Company of Newark. New Jersey, a New Jersey corporation do hereby certify that the Power of Attorney berein above set forth is still in force, end
further certify that the By~Law and Resoluûon of the Board ofDirectofS of the corporations prùdcd on therevene hereofis still in force. In testimony
whereon have hereunto subscribed my name and affixed the seal of the said corporations this 6TH day of OCTOBER
2004 .
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Form F6850-111200l
The Con1incntal Insurance Company
Firemen's Insurance Company of Newark, New Jersey
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CNA
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THE CONTINENTAL INSURANCE COMPANY
STATEMENT OF ASSETS AND LIABILITIES
December 31,2003
ASsm:
Cash
Short-term investments (principally U.S. Government Obligations)
United States GoIIemment obligations
Other public bonds
Industrial and miscellaneous bonds
Preferred stoeks
Common stocks of affiliated companies
Other common stocks
Real Estate
Premiums and agents' ba\.¡nœs In murse of collection
Premiums, agents balances and Installments booked but
deferred and not yet due
h:aued retroSpeCtive premiums
Acaued Interest dividends and rents
Other Assets
Admitted Assets
LIABILITIES:
Unearned premium reserve
Reserve for loss and loss adjustment expense
Reserve for taxes,.liœnses and fees (indudlng federa\lncome taxes)
Qlher Liabilities
Total liabilities
SlMPLUS:
CapItal paid up ($5.00 par value)
Shares authorized: 10,713,272
Surpius
issued:
10,713,272
Surplus as Reprds PoIiqhoIders
Total
F.ture of Iœms tD.&i to totals shown Is due Co rounding.
$ 9,295,024
362,020,144
431,354,815
1,424,003,985
275.913,549
o
208,330,110
28,582,483
37,333,837
141,607;676
23,172,969
o
21,974,583
401,856,225
$ 3,365,445,399
$ 0
113,171,194
44,279,370
2,474,951,046
$ 2,632;401,610
$ 1,111,535,227
D78,491,439)
733,043,788
$ 3,365,445,399
StIle ofdnnols )
)ss
County of Coo,",
On dis 14th day of May, 2004, befoce me came Lawrence J. Boysen and Amy Adams, known
10 me personaDy to be the SenIor VICe President and the VICe President, respectively, of the
Cøntinentaltnsuranœ Company being fully sworn, œrtIry end attest that the foce¡olng
sIIiImIent Is a true and correct statetnent of the assets and Kabt1lties of the said company as of the date
shown In the stIIenIent.
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OFFICIAL SEAL
NEIRA 0 DORITY
NOTMY' 1'œUC. STATE Of IU.ItOII
1ft' ca....ION E~t0m5.04
· .
NOTICE
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In accordance with the Terrorism Risk Insurance Act of 2002. we are providing this disclosure
notice for bonds and certain insurance policies on which one or more of the Writing Companies
identified below is the surety or insurer.
To principals on bonds and insureds (m certain insurance policies written by anyone or more of
the following companies (collectively the "Writing Companies") as surety or insurer: Western
Surety Company. Universal Surety of America, Surety Bonding Company of America,
Continental Casualty Company, National Fire Insurance Company of Hartford, American
Casualty Company of Reading, PA, The Firemen's Insurance Company of Newark, NJ, and The
Continental Insurance Company.
DISCLOSURE OF PREMIUM
The premium attributable to coverage for terrorist acts certified under the Act was Zero Dollars
($0.00).
DISCLOSURE OF FEDERAL PARTICIPATION IN PAYMENT OF TERRORISM
LOSSES
The United States will pay ninety percent (90%) of covered terrorism losses exceeding the
applicable surety/insurer deductible.
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CITY OF DUBLIN
TRACT DEVELOPER AGREEMENT
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This agreement is made and entered into this 17th day of July, 2001, by and between
the CITY of Dublin, a municipal corporation, hereinafter referred to as "CITY", and TOLL CA
II, L.P., a California Limited Partnership, hereinafter referred to as "DEVELOPER".
RECITALS
WHEREAS, it has been determined by the CITY Council of the CITY 'of Dublin, State
of California, that DEVELOPER, the subdivider of Tract No. 7135, desires to improve and
dedicate those Landscape public street improvements (hereafter "The Improvements")
required by City of Dublin Planning Commission Resolution No. 00-36 adopted on 25th day of
July, 2000 in accordance with the requirements and conditions set forth in said resolution, the
requirements of the Subdivision Map Act of the State of California, the Subdivision Ordinance
of the CITY, and those certain plans and specifications for said development approved by
CITY on 18th day of December, 2000, prepared by MacKay & Somps, titled, Area A - Tract
7135, and now on file in the office of the Public Works Director/City Engineer, which are
hereby referred to for a more definite and distinct description of the work to be performed
under this Agrèement as though set forth at length herein; and
WHEREAS, DEVELOPER intends to' satisfactorily complete The Improvements within
the time hereinafter specified, and CITY intends to accept DEVELOPER's offer(s) of
) dedication of The Improvements in consideration for DEVELOPER's satisfactory performance
of the terms and conditions of this Agreement:
NOW, THEREFORE, in consideration of the mutual promises, conditions and
covenants herein contained, the parties agree as follows: '
1. Completion Time.
DEVELOPER will commence construction of The Improvements within thirty (30) days
following the date on which CITY executes this Agreement. DEVELOPER shall complete
said work not later than three hundred sixty-five (365) days following said date. of execution.
Time is of the essence in this Agreement. Upon completion, DEVELOPER shall furnish CITY
with a complete and reproducible set of final as~built plans of The Improvements, including
any authorized modifications.
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AlTACHMENT
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?age 2 of 9
2. Estimated Cost of Improvements.
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The estimated cost of constructing The Improvements required by this agreement as
adjusted for inflation is agreed to be $2,971,560. Said amount includes costs and reasonable
expenses and fees which may be incurred in enforcing the obligation secured.
3. Bonds Furnished.
Concurrently with the execution of this Agreement, DEVELOPER shall 'furnish CITY
with the following security in a form satisfactory to the CITY Attorney:
A. Faithful.Performance. Either a cash deposit, a corporate'surety bond issued
by a company duly and legally licensed to conduct a general surety business in the State of
California, or an instrument of credit'equivalent to one hundred per cent (100%) of the
estimate set forth in Paragraph 2 ~nd sufficient to assure CITY that The Improvements will be
satisfactorily completed.
B. Labor and Materials. Either a cash deposit, a corporate surety bond issued
bya company duly and legally licensed to conduct a general surety business in the State of
California, or an, instrument of credit equivalent to one hundred per cent (100%) of the
estimate set forth in Paragraph 2 and sufficient to assure CITY that DEVELOPER'S
contractors, subcontractors, and other persons furnishing labor, materials, or equipment
shall'be paid therefore.
) C. If required by CITY, a cash deposit, corporate surety bond, or instrument of
credit sufficient to assure CITY thatthe surface water drainage of the subdivision shall not
interfere with the use of ne'ighboring property, including public streets and highways. ,
CITY shall be the sole indemnitee named on any instrument required by this
Agreement. Any instrument or deposit required herein shall conform with the provisions of
Chapter 5 of the Subdivision Map Act. .
4. Insurance Required.
Concurrently with the execution hereof, DEVELOPER shall obtain or cause to be
obtained and filed with the CITY, all insurance required under this paragraph, and such
insurance shall have been approved by the Administrative Services Director of CITY, or his
designee, as to form, amount and carrier. Prior to the commencement of work under this
Agreement, DEVELOPER's general contractor shall obtain or cause to be obtained and filed
with the Administrative Services Director, all insurance required under this paragraph, and
such insurance shall have been approved by the Adm,inistrative Services Director of CITY, as
to form, amount and carrier. DEVELOPER shall not allow any contractor or subcontractor to
commence work on this contractor'subcontract until all insurance required for DEVELOPER
and DEVELOPER's general contractor shall have been so obtained and approved. Said
insurance shall be maintained in full force and effect until the completion of work under this
Agreement and the final acceptance thereof by CITY. All requirements herein provided shall
) appear either in the body of the insurance policies or as endorsements and shall specifically
bind the in,surance carrier.
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A. Minimum Scope of Insurance. Coverage shall be at least as broad as:
1) Insurance Services Office form number GL 0002 (Ed. 1/73) covering
comprehensive General Liability and Insurance Services Office form number
GL 0404 covering Broad Form Comprehensive General Liability; or Insurance
Services Office Commercial General Liability coverage ("occurrence" form
CG 0001.) .
2) Insurance Services Office form number CA 0001 ·(Ed. 1/78) covering
Automobile LiabWty, code 1 "any auto" and endorsement CA 0025.
3) Workers' Compensation insurance as required by the Labor Code of the
State of California and Employers Liability In.surance.
B. Minimum Limits of Insurance. DEVELOPER shall maintain limits no less
than:
1) General Liability: $1 ,000,000 combined single limit per occurrence for
bodily injury, personal injury and property damage. If commercial General
Liability Insurance or other form with a general aggregate limit is used, either
the general aggregate limit shall apply separately to this project/location or the
general aggregate limit shall be twice the Tequired occurrence limit.
)
2)· Automobile Liability: $1,000,000 combined single limit per accident for
bodily injury and property dan:age.
3) Workers' Compensation and Employers Liabilitv: Workers'
compensation limits as required by the Labor Code of the State of California
and Employers Liability limits of $1,000,000 per accident.
C. Deductiblesand Self-Insurance Retentions. Any deductibles or self-
.insured retentions must be declared to and approved by the CITY. At the option of the
CITY, either the insurer shall reduce or eliminate such deductibles or self-insured
retentions as respects the CITY, its offièers, officials and employees; orthe
DEVELOPER shall procure a bond guaranteeing payment of losses and related
investigations, claim administration and defense expenses.
D.Other Insurance Provisions. The policies are to contain, or be endorsed to
contain, the following provisions: . .
1) General Liability· and Automobile Liability COVeraQ8s.
)
a) The CITY, its officers, agents, officials, employees and· volunteers
shall be named as additional insureds as respects: liability arising
out of activities performed by or on behalf of the DEVELOPER;
products and completed operations of the DEVELOPER;
premises owned, occupied or used by the DEVELOPER; OJ
,
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automobiles owned, leased, hired or borrowed by the
DEVELOPER. The coverage shall contain no special limitations
on the scope of the protection afforded to the CITY, its officers,
officials, employees or volunteers.
b) The DEVELOPER's insurance coverage shall be. primary
il'lsurance as respects the CITY, its officers, officials, employees
and volunteers. Any insurance or self..insurance maintained by
the CITY, its officers, officials, employees or volunteers shall be
excess of the DEVELOPER's insurance and shall not contribute
with it .
c) Any failure to comply with reporting provisions of the' policies shaH
not affect coverage 'provided to the CITY, its officers, officials,
employees or volunteers.
)
d) The DEVELOPER's insurance shall apply separately to each .
insured against whom clàim is made or suit is brought, except with
respect to the limits of the insurer's liability.
2) Workers' Compensation and Employers Liabilitv CoveraQe.
The insurer shall agree to waive all rights of subrogation against the
CITY, its officers', officials, employees and volunteers for losses arising from
work performed by the DEVELOPER for the CITY.
3) All Coveraqes.
. Each insurance policy required by this clause shall be endorsed to state
that coverage shall not be suspended, voided, cancelled by either party, reduced in
coverage or in limits except after thirty (30) days' prior written notice by certified mail,
return receipt requested, has been given to the CITY,
a) Acceptabilitv of Insurers. Insurance is to be placed with insurers
with a Bests' rating of no less than A:VII.
b) Verification of CoveraQe. DEVELOPER shall furnish CITY with
certificates of insurance and with original endorsements effecting
coverage required by this clause. The certificates and .
endorsements for each insurance policy are to be signed by a
person authorized by that insurer to bind coverage on its behalf.
The certificates and endorsements are to be rèceived and
app'roved by the CITY before work commences. The CITY
reserves the right to require complete, certified copies of all
required insurance policies, at anytime.
)
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c) Subcontractors. DEVELOPER and/or DEVELOPER's general
contractor shal· include all subcontractors as insureds under its
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policies or shall obtain separate certificates and endorsements for
each subcontractor. All coverages for subcontractors shall be
subject to all of the requirements stated herein.
5. Work Performance and Guaranteè.
Except as otherwise expressly provided in this Agreement, and excepting only items of
routine maintenance, ordinary wear and tear and unusual abuse or neglect, DEVELOPER
guarantees all work executed by DEVELOPER and/or DEVELOPER's agents, and all
supplies, materials and devices of whatsoever nature incorporated in, or attached to the
work, or otherwise delivered to CITY as a part of the work pursuant to the Agreement, to be
free of all defects of workmanship and materials fora period of one (1) year after initial
acceptance of the entire work by CITY. DEVELOPER shall repåir or replace any or all such
work or material, together with all or any other work or materials which may be displaced or
damaged in so doing, that may prove defective in workmanship or material within said one-
year guarantee period without expense or charge of any nature whatsoever to CITY.
DEVELOPER further covenants and agrees that when defects in design, workmanship and
materials actually appear duringthe one-year guarantee period, and have been corrected,
the guarantee period shall automatically be extended for an additionaLyear to insure that
such defects have actually been corrected.
In the event the DEVELOPER shall fail to comply with the conditions of the foregoing
guarantee within thirty (30) days time,' after being notified of the defect in writing, CITY shall
have the right, but 'Shall not be obligated, to repair or obtain the repairof the defect, and
) DEVELOPER shall pay to CITY on demand all costs..and expense of such repair.
Notwithstanding anything herein to the contrary, in the event that any defect in workmanship
or material covered by the foregoing guarantee results in a condition which constitutes an
immediate haza~d to the puþlic health, safety, or welfare, CITY shall have the right to
immediately repair, or cause to be repaired, such defect, and DEVELOPER shall pay to CITY
on demand all costs and expense of such repair. The foreg,oing statement relating to
hazards to health and safety, shall, be deemed to include either temporary or permanent
repairs'which may be required as determined in the sole discretion and judgment of CITY.
If CITY, at its sole option, makes or causes to be made the necessary repairs or
replacements or performs the necessary work, DEVELOPER shall pay, in addition to actual
costs and expenses of such repair or work, fifty percent (50%) of such costs and expenses
for overhead and -interest at the maximum rate of interest permitted by law accruing thirty (30)
days from the date of billing for such work or repairs.
6. Inspection of the Work.
)
DEVELOPER shall guarantee free access to CITY through its Public Works
Director/City Engineer and his designated representative for the safe and convenient
inspection of the work throughout its construction. Said CITY representative shall have the -
authority to reject all materials and workmanship which are not in accordance with the plans
and specifications, and all such materials and, or work shall be removed promptly by
DEVELOPER and replaced to the satisfaction of CITY without any expense to CITY'in strict
accordance with theimprovemerlt plans and specifications.
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7. AQreement AssiQnment.
ThÎs Agreèment shall not be assigned by DEVELOPER without the written consent of
CITY.
8. Abandonment of Work.
Neither DEVELOPER nor any of DEVELOPER's agents or contractors are or shall be
considered to be agents of CITY in connection with the performance of DEVELOPER's
obligations under this Agreement.
If DEVELOPER refuses or fails to obtain prosecution ofthe work, or any severable
part thereof, with such. diligence as will insure its completion within the time specified, or any
extension thereof, or fails to obtain completion of said work within such time, or if
DEVELOPER should be adjùdged as bankrupt, or should make a general assignment for the
benefit of DEVELOPER's creditors, or if a receiver should be appointed, or if DEVELOPER,
. or any of DEVELOPER's contractors, subcontractors, agents or employees should violate
any of the provisions of this Agreement, the CITY through its Public Works Director may
serve written notice on DEVELOPER and DEVELOPER's surety or holder of other security of
breach of this Agreement, or of any portion, thereof, and default. of DEVELOPER.
In the event of any such notice of breach of this Agreement, DEVELOPER's surety
shall have the duty to take over and complete The Improvements herein specified; provided,
) however, that if the surety, within thirty (30) days after the serving upon it of such notice of
breach, does not give CITY written notice of its intention to take over the performance of the
contract, and does not commence performance thereof within thirty (30) days after notice to
CITY of such election, CITY may take over the work and prosecute the same to completion,
by contract or by any other method CITY may deem advisable, for the account and at the
.expense of DEVELOPER and DEVELOPER's surety shall be liable to CITY for any damages,
and/or reasonable and documented ex.ceSs costs occasioned by CITY thereby; and, in such
event, CITY, without liability for so doing, may take possession of, and utilize in completing
the work, such materials, appliances, plant and other property belonging to DEVELOPER as
may be on the site of the work and necessary therefor.
)
All nötices herein required shall be in writing, and delìveredin person or sent by
registered mail, postage prepaid.
Notices required to be given to CITY shall be addressed as follows:
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Attn: Lee Thompson
Notices required to be given to DEVELOPER shall be addressed as follows:
Toll Brothers, Inc.
100 Park Plaza #140
San Ramon, CA 94583
Attn: Jon Paynter
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Notices required to be given surety of DEVELOPER shall be addressed as follows:
Continental
1101 Market Street P. O. Box 8206
Philadelphia, Pennsylvania 19101
Any party or the surety may change such address by notice in writing to the other party
and thereafter notices shall be addressed and transmitted to the new address.
Concurrently with the execution of this Agreement, DEVELOPER has executed and
has caused to be acknowledged an abstract ofthis Agreement. DEVELOPER agrees CITY
may record said abstract in the Official Records of Alameda County.
9, Use of Streets or Improvements.
At all times prior to the final acceptance of the work by CITY, the use of any or all
streets and improvements within the work to be pertormed under this Agreement shall be at
the sole and exclusive risk of DEVELOPER. The issuance of any building or occupancy
permit .þy CITY for dwellings located within the tract shall not be construed in any manner to
constitute a-partial'or final acceptance or approval of any or all such improvements by CITY.
DEVELOPER agrees that CITY's Building Official may withhold the issuance of building or
occupancy permits when the work or its progress may substantially and/or detrimentally
affect public health and safety.
)
10. Safety Devices.
DEVELOPER shall provide and maintain such guards, watchmen, fences, barriers,
regulatory signs, warning Hghts, and other safety devices adjacent to and on the tract site as
may be necessary to prevent accidents to the public and damage to the property.
DEVELOPER shall furnish, place, and maintain such lights as may be necessary for
illuminating the said fences, barriers, signs, and other safety devices. At the end of all work
to be performed under this Agreement,. all fences, barriers, regulatory signs., warning lights,
and other safety devices (except such safety items as may be shown on the plans and
included in the· items of work) shall be removed from site·of the work by the DEVELOPER,
and the entire site left clean and orderly.
11. Acceptance of Work.
Upon notice of the completion of al/'tract work and the delivery of a set of final as-built
plans to CITY by DEVELOPER, CITY¡ through its City Engineer or his designated
representative, shall examine the tract work without delay,· and, if found to be in accordance
with said pl.ans and specifications and this Agreement, shall recommend acceptance of the
work. to the City Council and, upon such acceptance, shall notify DEVELOPER or his
designated a·gents of such acceptance.
)
12. Patent and Copyriç¡ht Costs.
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In the event that said plans and specifications require the use of any material, process
or publication which is subject to a duly registered patent or copyright, DEVELOPER shall be
liable for, and shall indemnify CITY from any fees, costs or litigation expenses, including
attorneys' fees and court costs, which may result from the use of said patented or copyrighted
material, process or publication.
13. Alterations in Plans and Specifications.
')
Any alteration or alterations made in the plans and specifiçations which are a part of
this Agreement or any provision of this Agreement shall not operate to release any surety or
sureties from liability on any bond or bonds attached hereto and made a part hereof, and
consent to make such alterations is hereby giyen, and the sureties to said bonds hereby
waive the provisions of Section 2819 of the Civil Code of the State of California.
14. Liability.
)
A. DEVELOPER Primarily Liable. DEVELOPER hereby warrants that the
design and construction of The Improvements will not adversely affect any portion of
adjacent properties and that all work will be performed in a proper manner.
DEVELOPER agrees to ,indemnify, defend, release, and save harmless CITY, and
each of its elective and appointive boards, commissions, ófficers agents and '
employees, from and against any and all loss, claims, suits, liabilities, actions,
damages, or causes of action of every kind, nature ançJ description, directly or
indirectly arising from an act or omission of DEVELOPER, its employees, agents, or
inçiependent contractors in connection with DEVELOPER'S actions and obligations
hereunder; provided as follows: '
1) That CITY does not, and shall not, waive any rights against,
DEVELOPER which it may have by reason of the aforesaid hold harmless
agreement, because of the acceptance by CITY, or the deposit with CITY by
DEVELOPER, of any of the insurance policies described in Paragraph 4 hereof.
g) That the aforesaid hold harmless agreement by DEVELOPER shall
apply to all damages and Claims for damages of every kind suffered, or alleged
to have been- suffered, by reason of any of the aforesaid operations referred to
in this paragraph, regardless of whether or not CITY has prepared, supplied, or
approved of plans and/or specifications for the subdivision, or regardless of
whether or not such insurance policies shall have been determined to be
applicable to any of such dar:nages or claims for damages.
)
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3) Desion Defect. If, in the opinion of the CITY, a design defect in the
work of impròvement becomes apparent during the course bf construction, or
wit~in one (1) year following acc~ptance by the CITY of the improvements, and
- said design defect, in the opinion of the CITY, may substantially impairthe
public health and safety, DEVELOPER shaH, upon order by the CITY, correct
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said design defect at his sole cost and expen$e, and the sureties under the
Faithful Performance and Labor and Materia1s Bonds shall be liable to the CITY
for the corrective work required.
4) . LitiQation Expenses. In the event that legal action is instituted by
either party to this Agreement, and said action seeks damages for breach of
this Agreemenfor seeks to specifically enforce the terms of this Agreement,
and, in the event judgment is entered in said action,. the prevailing party shall be
entitled to recover its attorneys' fees,and court costs. If CITY is the prevailing
party, CITY shall also be entitled to recover its attorney's fees and costs in any
action against DEVELOPER's surety on the bonds provided under paragraph 3.
15. Recitals.
The foregoil1g Recitals··are true and correct and are made a part hereof.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in
duplicate at Dublin, California, the day and year first above written.
CITY O~~ DUBLIN . . _
By: ~f1 L --
) May O-~
ATTEST:
DEVELOPER:
AS OWNER: TOLL CA, LP., A CALIFORNIA LIMITED PARTNERSHIP
BY: TOLL CA GP CORP., A CALIFORNIA CORPORATION, GENERAL PARTNER
By: . 1/ J-: N A..1¡l.Arru? _
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.TRACT7135
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LANDSCAPE IMPROVEMENTS TO BE ACCEPTED
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ATTACHMENT 3.