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HomeMy WebLinkAbout4.8 - 2683 First Amendment to Tract Improvement Agreem Page 1 of 2 STAFF REPORT CITY COUNCIL DATE: June 18, 2019 TO: Honorable Mayor and City Councilmembers FROM: Christopher L. Foss, City Manager SUBJECT: Notice of City Engineer's Pending Decision on Improvement Agreement Amendment for Tract 7713 Neighborhood 3 at Wallis Ranch (Ivy Oak) Prepared by: James Paluck, Senior Civil Engineer EXECUTIVE SUMMARY: The City Council will receive a notification of the City Engineer's pending approval of the Improvement Agreement Amendment for Tract 7713 Neighborhood 3 at Wallis Ranch (Ivy Oak). STAFF RECOMMENDATION: Receive the notification. FINANCIAL IMPACT: There is no impact on the General Fund. DESCRIPTION: Taylor Morrison of California, LLC (Taylor Morrison) and the City previously entered into a Tract Improvement Agreement for Tract 7713 Neighborhood 3 at Wallis Ranch (Ivy Oak), dated December 15, 2015. Taylor Morrison signed a First Amendment to the Tract Improvement Agreement extending the completion time to February 15, 2020. Staff has reviewed the request for an extension submitted by Taylor Morrison and recommends that the City Engineer approve the First Amendment to the Tract Improvement Agreement. In accordance with Chapters 9.24.070.B and 9.24.080 of the City of Dublin Municipal Code, this is notice of the City Engineer's pending approval of the following: Tract Location Developer Type Amendment 7713 North of Wallis Ranch Drive, west of Kenwood Road Taylor Morrison of California, LLC Amendment No. 1 Extension of Time Period Page 2 of 2 STRATEGIC PLAN INITIATIVE: N/A NOTICING REQUIREMENTS/PUBLIC OUTREACH: N/A ATTACHMENTS: 1. First Amendment to Tract Improvement Agreement for Tract 7713 2. Tract Improvement Agreement for Tract 7713 FIRST AMENDMENT TO CITY OF DUBLIN TRACT IMPROVEMENT AGREEMENT (TRACT 7713) This First Amendment is made and entered into this day of 2019, by and between the City of Dublin, a municipal corporation, hereinafter referred to as "CITY," and Taylor Morrison of California, LLC, hereinafter referred to as "DEVELOPER." X =.. 1. CITY and DEVELOPER are parties to that certain Tract Improvement Agreement, Tract 7713 for the Neighborhood 3 at Wallis Ranch Project, dated December 15, 201 5 ("the Agreement"). 2. The Agreement requires DEVELOPER to complete certain Improvements as defined in the Agreement prior to December 15, 2017. 3. DEVELOPER has requested that it be given additional time to commence and complete the construction of the Improvements, and CITY is willing to grant the request. AMENDMENT NOW, THEREFORE, in consideration of the mutual promises, conditions, and covenants herein contained, the parties agree as follows: Section 1. Section 1 of the Agreement is amended to read as follows: "1. Completion Time. Time is of the essence in this Agreement. DEVELOPER shall complete the Improvements no later than February 15, 2020. Upon completion, DEVELOPER shall furnish CITY with a complete and reproducible set of final Record Drawings of the Improvements, including any modifications made during construction." Section 2. All requisite insurance policies to be maintained by the DEVELOPER pursuant to the Agreement, as may have been amended from time to time, shall include coverage for the amended term, as described above. Section 3. The individuals executing this First Amendment and the instruments referenced in it on behalf of DEVELOPER each represent and warrant that they have the legal power, right and actual authority to bind DEVELOPER to the terms and conditions of this First Amendment. —1— Section at. All other provisions of the Agreement shall remain in effect. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the date and year first above written. CITY OF DUBLIN Taylor Morrison of California, LLC By: Laurie L. Sucgang, City Engineer 2937142.1 20180G071s —2— A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. Description of Attached Title or Type of Document: _ Document Date: Signers) Other Than Named Above: Capacity(ies) Claimed by Signers) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Individual ❑ Partner — ❑Limited ❑General ❑ Attomey in Fact ❑ Trustee O Guardian or Conservator ❑ Other: Signer Is Representing: CALIFORNIA ALL=PURPOSE ACKNOWLEDGMENT State of California l County of k(&yvQttb� 1l On L4 23 aO 1 before me, �^ Lod Wit Here'men Nome and This of l ifi ker r personally appeared Names) of S'grrer(s) L I AHLRERG Notary Public -California 3 Alameda County Commission k 2233667 My COmnl. Expires Apr 6, 2022 who proved to me on the basis of satisfactory evidence to be the person(s) whose" name(s) Ware subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by hislher/their signature(s) on the. Instrument the person(s), or the entity upon behalf of which the persons) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official eat. Stgnat4 . Mace Notary Seal 81W" Stamp Above ignalure of Nyl Pubfk OPTIONAL , Though the Information below is not required bylaw, It may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. IJ ah (, . Number of Pages: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Individual ❑ Partner — ❑ Limited ❑ General Top of thumb here ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑Other: Signer Is Representing: •..-•....._..•..�....,, .+„�-..<NaN.e w. a�uio-<rvc nwn.rcewnemotary.or9 eem a59Ur ReerdP.Ca9 To&Free 18a0.976r,g27 CITY OF DUBLIN TRACT IMPROVEMENT AGREEMENT TRACT 7713 This agreement is made and entered into this 15th day of December, 2015, by and between the City of Dublin, a municipal corporation, hereinafter referred to as "CITY", and Taylor Morrison of California, LLC, 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. 7713, desires to improve those improvements (hereafter"The Improvements") required by City of Dublin City Council Resolution No. 68-14 adopted on May 20, 2014 for Tract 7713 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 for said development entitled: Rough Grading Plans— Tract 7713—Neighborhood 3 at Wallis Ranch, prepared by MacKay & Somps, and signed by the City Engineer Improvement Plans— Tract 7713— Neighborhood 3 at Wallis Ranch, prepared by MacKay & Somps, and signed by the City Engineer Joint Trench & Private Street Lighting Plans— Tract 7713— Neighborhood 3 at Wallis Ranch, prepared by Giacalone Design, Inc., and signed by the City Engineer Landscape Plans— Tract 7713—Neighborhood 3 at Wallis Ranch, prepared by Gates & Associates, and signed by the City Engineer and now on file in the office of the City Engineer, which are hereby referred to for a more definite and distinct description of the work to be performed under this Agreement as though set forth at length herein; 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; and WHEREAS, CITY has determined that the portion of The Improvements that will be accepted by the City as Public improvements are a public works subject to California prevailing wage requirements: NOW, THEREFORE, in consideration of the mutual promises, conditions and covenants herein contained, the parties agree as follows: 1. Completion Time. DEVELOPER shall complete said work not later than two years 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 Record Drawings of The Improvements, including any modifications made during construction. 2. Estimated Cost of Improvements. 1 The estimated cost of constructing The Improvements required by this agreement are presented in the Bond Estimate, Wallis Ranch—Neighborhood 3 Improvement & Grading Plans, dated October 1, 2015, prepared by MacKay & Somps: Tract 7713 Improvements 1,010,104.00 Said amount includes costs and reasonable expenses and fees which may be incurred in enforcing the obligation secured. Said amount reflects that the Tract 7713 Improvements are currently 0% complete (bond is for 100% of the full amount). The bond estimate is attached as Exhibit A to this agreement. 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: 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 and sufficient to assure CITY that The Improvements will be satisfactorily completed (collectively, the "Faithful Performance Bond"). Labor and Materials. 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 and sufficient to assure CITY that DEVELOPER'S contractors, subcontractors, and other persons furnishing labor, materials, or equipment shall be paid therefore (collectively, the "Labor and Materials Bond"). 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. 3. Insurance Required. Prior to commencing construction of the improvements, DEVELOPER shall obtain or cause to be obtained and filed with the CITY, all insurance required under this paragraph Prior to the commencement of work under this Agreement, DEVELOPER's general contractor (if different than Developer) shall obtain or cause to be obtained and filed with the Administrative Services Director, all insurance required under this paragraph. DEVELOPER shall not allow any contractor or subcontractor to commence work on this contract or 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 insurance carrier. 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 2 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 Liability, 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 Insurance. 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 required occurrence limit. 2) Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage. 3) Workers' Compensation and Employers Liability: 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. Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the CITY. DEVELOPER hereby declares that the insurance required under Paragraph 3(B)(1) contains (i) a $1,000,000 per occurrence self- insured retention for Bodily Injury and Property Damage Liability, (ii) a $2,000,000 per occurrence self-insured retention for third party action over actions and (iii) a $7,500,000 per occurrence self-insured retention for Home Builder's Limited Warranty Coverage, Construction Damage Liability Coverage and Fungi and Related Medical Payments ("GL SIR's"). The CITY hereby approves the GL SIR's. D. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions: 1) General Liability and Automobile Liability Coverages. 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; or 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 insurance 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. 3 c) Any failure to comply with reporting provisions of the policies shall 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 claim is made or suit is brought, except with respect to the limits of the insurer's liability. 2) Workers' Compensation and Employers Liability Coverage. 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 Coverages. 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. Notwithstanding the foregoing, if an endorsement that would provide for thirty (30) days' prior written notice prior to one or more of the above actions is not commercially available, DEVELOPER shall be excused from providing an endorsement covering said action or actions, provided that in such circumstances, DEVELOPER shall give written notice to the CITY as soon as is practicable if DEVELOPER learns that its coverage has been suspended, voided, cancelled by either party or reduced in coverage or in limits. a) Acceptability of Insurers. Insurance is to be placed with insurers with a Bests' rating of no less than A:VII. b) Verification of Coverage. 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 certify coverage on its behalf. The certificates and endorsements are to be received and approved by the CITY before work commences. The CITY reserves the right to require complete, certified copies of all required insurance policies, at any time provided; however, that if the policies are not yet available, the City will accept copies of the applicable binders. c) Subcontractors. DEVELOPER and/or DEVELOPER's general contractor shall include all subcontractors as insureds under its 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. 4. Work Performance and Guarantee. 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 4 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 for a period of one (1) year after initial acceptance of the entire work by CITY. DEVELOPER shall repair 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 workmanship and materials actually appear during the one-year guarantee period, and have been corrected, the guarantee period for the defected items shall automatically be extended for an additional year from the date of the completion of the repair 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 repair of 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 hazard to the public 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 foregoing 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. 5. Inspection of the Work. DEVELOPER shall guarantee free access to CITY through its City Engineer and 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 the improvement plans and specifications. 6. Agreement Assignment. This Agreement shall not be assigned by DEVELOPER without the written consent of CITY. 7. 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 of the 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 adjudged as bankrupt, or should make a general assignment for the benefit of DEVELOPER's 5 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 City Engineer 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, and DEVELOPER shall have fifteen (15) days after receipt of such written notice to cure such default; provided that, if such cure cannot be reasonably effected within such fifteen (15) day period, such failure shall not be a default hereunder so long as DEVELOPER commences to cure such default in such fifteen (15) day period, and thereafter diligently prosecutes such cure to completion. 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 excess 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 therefore. All notices herein required shall be in writing, and delivered in person or sent by registered mail, postage prepaid. Notices required to be given to CITY shall be addressed as follows: City Engineer City of Dublin 100 Civic Plaza Dublin, CA 94568 Notices required to be given to DEVELOPER shall be addressed as follows: Taylor Morrison of California, LLC 81 Blue Ravine Road Suite 220 Folsom, CA 95630 Attn. Jennifer Besmer Phone: (925) 983-4690 Email: JBesmer @taylormorrison.com Notices required to be given surety of DEVELOPER shall be addressed as follows: 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. 6 r 8. 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 performed under this Agreement shall be at the sole and exclusive risk of DEVELOPER. The issuance of any building or occupancy permit by 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. 9. Safety Devices. DEVELOPER shall provide and maintain such guards, watchmen, fences, barriers, regulatory signs, warning lights, 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. 10. Acceptance of Work. Upon notice of the completion of The Improvements 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 Improvements without delay, and, if found to be in accordance with said plans and specifications and this Agreement, and upon submittal of a warranty bond in the amount of 25% of the estimated cost of The Improvements that are within the Public right-of-way or Public easements, shall recommend acceptance of the work to the City Council and, upon such acceptance, shall notify DEVELOPER or his designated agents of such acceptance and shall thereafter immediately release the Faithful Performance Bond and the Labor and Materials Bond. The City will not accept the Private Improvements and a warranty bond will not be needed for these Improvements; provided however, the CITY shall examine the Private Improvements as set forth above and shall notify DEVELOPER or his designated agents of their completion and shall thereafter immediately release the Faithful Performance Bond and the Labor and Materials Bond. 11. Patent and Copyright Costs. 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. 12. Alterations in Plans and Specifications. Any alteration or alterations made in the plans and specifications 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 given, and the sureties to said bonds hereby waive the provisions of Section 2819 of the Civil Code of the State of California. 7 13. 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, officers agents and employees, from and against any and all loss, claims, suits, liabilities, actions, damages, or causes of action of every kind, nature and description, directly or indirectly arising from an act or omission of DEVELOPER, its employees, agents, or independent 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. 2) 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 damages or claims for damages. 3) Design Defect. If, in the opinion of the CITY, a design defect in the work of improvement becomes apparent during the course of construction, or within one (1) year following acceptance by the CITY of the improvements, and said design defect, in the opinion of the CITY, may substantially impair the public health and safety, DEVELOPER shall, upon order by the CITY, correct said design defect at his sole cost and expense, and the sureties under the Faithful Performance and Labor and Materials Bonds shall be liable to the CITY for the corrective work required. 4) Litigation Expenses. In the event that legal action is instituted by either party to this Agreement, and said action seeks damages for breach of this Agreement or 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. 14. Recitals. The foregoing Recitals are true and correct and are made a part hereof. 8 IN WITNESS WHEREOF, the parties hereto have executed this Agreement in duplicate at Dublin, California, the day and year first above written. CITY OF DUBLIN By:': - u 1A).-tk, ACAKI G ATTEST: k- it? ecd City Clerk DEVELOPER Taylor Morrison of California, LLC p Authorized -epr= en ative G:IDEVELOPMENT,PRIVATE\Wallis Ranch-N3-Tr 77131Agreements\TIA-Taylor Morrison-Tr 7713.doc 9 i t CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Alameda On October 16, 2015 before me, Terri Lynne Clark, Notary Public Here insert name and title of the officer) personally appeared Jennifer Besmer who proved to me on the basis of satisfactory evidence to be the persons) whose name(s) Is re subscribed to the within instrument and acknowledged to me that he they executed the same in hi ea,their authorized capacity(ies), and that by hi 44120 their signature() on the instrument the person(), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. 54•• TERRI LYNNE CLARK WITNESS my hand and official seal. Commission No 2088736 r NOTARY PUBLIC-CALIFORNIA P. 1J-`ALAMEDA COUNTY r' '- My Comm.Expires/ y NOVEMBER 3,2016 AMU! • i . . .. tary Publi.fg a`o re Notary Public Seal) ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM This form complies with current California statutes regarding notary wording and, DESCRIPTION OF THE ATTACHED DOCUMENT if needed,should be completed and attached to the document.Acknowledgments from other states may be completed for documents being sent to that state so long Tract Improvement Agreement as the wording does not require the California notary to violate California notary late. Title or description of attached document) State and County information must be the State and County where the document Wallis Ranch signer(s)personally appeared before the notary public for acknowledgment. Date of notarization must be the date that the signer(s)personally appeared whichTitleordescriptionofattacheddocumentcontinued) must also be the same date the acknowledgment is completed. The notary public must print his or her name as it appears within his or her Number of Pages Document Date commission followed by a comma and then your title(notary public). Print the name(s) of document signer(s) who personally appear at the time of notarization. CAPACITY CLAIMED BY THE SIGNER Indicate the correct singular or plural forms by crossing off incorrect forms(i.e. lie/she/they, is/are)or circling the correct forms.Failure to correctly indicate thisIndividual (s)information may lead to rejection of document recording. Corporate Officer The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges,re-seal if a Title) sufficient area permits,otherwise complete a different acknowledgment form. Partner(s)Signature of the notary public must match the signature on file with the office of the county clerk. Attorney-in-Fact Additional information is not required but could help to ensure this Trustee(s) acknowledgment is not misused or attached to a different document. Other Indicate title or type of attached document,number of pages and date. Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer,indicate the title(i.e.CEO,CFO,Secretary). 29-3 a- f,„ t r ,3 c;?, Securely attach this document to the signed document with a staple. 19604-030 Revised 10/1/2015 BOND ESTIMATE WALLIS RANCH -NEIGHBORHOOD 3 IMPROVEMENT&GRADING PLANS DATED SEPTEMBER 2015 City of Dublin ITEM QUANTITY UNIT DESCRIPTION UNIT PRICE AMOUNT A. STREETWORK 1. 60,625 SF Finish grading street 0.40 $24,250 2. 60,625 SF Pavement Section (3"AC/12"AB)3.50 212,190 3. 10,715 SF 4"AB under Driveway 0.72 7,710 4. 5,600 SF 4"AB under rolled curb &gutter 0.72 4,030 5. 608 SF 4"AB under standard 6" curb&gutter 0.72 440 6. 940 SF 4"AB under 6" concrete band 0.72 680 7. LUMP SUM Signing & Striping 5,000 8. 2,240 LF 4" PVC Gutter sub drain (under rolled curb only) 9.50 21,280 9. 6 EA Pavement Reflectors at Fire hydrants 3.00 20 10. 3,700 SF Paved multi-use trail (3"AC on 9"AB) 3.00 11,100 11. 8 EA Street Name Sign 250.00 2,000 12. 4 EA Stop sign, stop bar and legend 500.00 2,000 13. 4 EA Traffic signs 250.00 1,000 ESTIMATED TOTAL STREET WORK: 291,700 B. CONCRETE WORK 1. 2,175 LF Rolled curb &Gutter 15.00 $32,630 2. 355 LF Standard 6" curb &gutter 15.00 5,330 3. 2,000 LF 6"wide concrete band 10.00 $20,000 4. 18 EA Curb Inlet 4,200.00 75,600 5. 7 EA Field Inlet 2,000.00 14,000 6. 4,136 SF 4" Concrete walkway 4.00 16,540 7. 4,136 SF 4"AB under concrete walkway 0.72 2,980 ESTIMATED TOTAL CONCRETE WORK:167,080 C. STORM DRAIN WORK 1. 1,785 LF 18" HDPE Storm drain pipe 45.00 80,330 2. 850 LF 6" HDPE Storm drain pipe 10.00 8,500 3. 517 LF 8" HDPE Storm drain pipe 30.00 15,510 4. 3 EA Connect to Existing 2,000.00 6,000 5. 74 EA 4"SD stub (Lot Drainage)500.00 37,000 ESTIMATED TOTAL STORM DRAIN WORK: 147,340 19604-Neighborhood 3 Bond est-Dublin-20150923.xls Page 1 of 3 19604-030 Revised 10/1/2015 D. ELECTRICAL/JOINT TRENCH 1. 16 EA Single arm "Decorative" electrolier including 3,500.00 $56,000 conduit& boxes 2. 2,220 LF Joint Trench (length of improvements) 60.00 133,200 ESTIMATED TOTAL ELECTRICAL WORK: 189,200 E. ROUGH GRADING 1. 17 EA Survey Monuments 300.00 5,100 ESTIMATED TOTAL ROUGH GRADING WORK: 5,100 F. EROSION CONTROL 1. LUMP SUM Erosion Control 50,000 ESTIMATED TOTAL EROSION CONTROL:50,000 G. MISCELLANEOUS CONSTRUCTION 1. 200 LF 6" irrigation sleeves 12.00 2,400 2. 2 EA Removable bollard 250.00 500 3. 27 EA Wheel Stop 100.00 2,700 ESTIMATED TOTAL MISC. CONSTRUCTION: 5,600 SUMMARY A STREETWORK 291,700 B CONCRETE WORK 167,080 C STORM DRAIN WORK 147,340 D ELECTRICAL/JOINT TRENCH 189,200 E ROUGH GRADING 5,100 F EROSION CONTROL 50,000 G MISCELLANEOUS CONSTRUCTION 5,600 ESTIMATED IMPROVEMENT COST: 856,020 CONTINGENCY (10%) 85,602 ENGINEERING FEES (8%) 68,482 TOTAL BOND ESTIMATE: 1,010,104 19604-Neighborhood 3 Bond est-Dublin-20150923.xls Page 2 of 3 19604-030 Revised 10/1/2015 NOTE 1.This estimate is prepared as a guide only and is subject to possible change. It has been prepared to a standard of accuracy which, to the best of our knowledge and judgment, is sufficient to satisfy our understanding of the purposes of this estimate. MacKay & Somps makes no warranty, either expressed or implied, as to the accuracy of this estimate. Prepared by the firm of MACKAY &SOMPS 19604-Neighborhood 3 Bond est-Dublin-20150923.xls Page 3 of 3 TAYLMOR-01 PATELVS ACORO CERTIFICATE OF LIABILITY INSURANCE DATE(t1AMIDD/YYYY) 10/5/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,the pollcy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Willis Certificate Center Willis of Florida Inc. PHONE FAX c o 26 Century Blvd wc.Ne.EXt):(877)945-7378 AK,No):(888)467-2378 P.O.Box 305191 E-MAIL Nashville,TN 37230-5191 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIL N INSURER A:Greenwich Insurance Company 22322 INSURED INSURER B XL Specialty insurance Company 37885 Taylor Morrison,Inc. INSURER C: 4900 N Scottsdale Road Suite 2000 INSURER D: Scottsdale,AZ 85251 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADOL SUER POLICY EFF POLICY EXP LIMBSLTRINSDwvoPOLICYNUMBERMMIDD/YYYY) (MMIDDIYYYY) A X COMMERCIAL GENERAL UABWTY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR X RGD943729201 03/01/2015 03/01/2016 REMSES Eaoccl,renoel $ 300,000 MED EXP(Any one person) _ $ 10,000 PERSONAL&ADVINJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 1,000,000 X POLICY ZS- LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: 1 AUTOMOBILE LIABILITY CEOeBBIINEED SINGLE UMIT $ 1,000,000 A ANY AUTO X CAH740906603 03/01/2015 03/01/2016 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS X HIREDSAUTOS X f AISNEIMINED Per PROPERTY UMBRELLA LIAB _ OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE DED RETENTION$ WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER B ANY PROPRIETORIPARTNER/EXECUTIVE YIN X CWD7409217 02 03/01/2015 03/01/2016 E.L EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? N N/A Mandatory In NH)E.L DISEASE-EA EMPLOYEE $ 1,000,000 If yaB descrts under DESG RIPTION OF OPERATIONS below E.L.DISEASE-POLICY UMIT $ 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may he attached If mom space Is squired) Re:Developments within the City of Dublin—6582 Tassajara Rd,Dublin. Additional Named Insured:Taylor Morrison of California,LLC,81 Blue Ravine Rd.Suite 200,Folsom,CA 95630. The City of Dublin,Its officers,agents,officials,employees and volunteers are named as Additional Insureds as respects General Liability Including products and completed operations and Automobile Liability If required by written contract. SEE ATTACHED ACORD 101 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE City of Dublin 100 Civic Plaza 4f- Dublin,CA 94568 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID:TAYLMOR-01 PATELVS LOC t: 1 ACORD ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NAMED INSURED Willis of Florida,Inc. Taylor Morrison,Inc. 4900 N Scottsdale Road POLICY NUMBER Suite 2000 SEE PAGE 1 Scottsdale,AZ 85251 CARRER NAIC CODE SEE PAGE 1 SEEP 1 EFFECTIVE DATE:SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Description of Operations/LocationsNehicies: General Liability policy shall be Primary and Non-contributory with any other insurance in force for or which may be purchased by Additional Insureds. Waiver of Subrogation applies in favor of Additional Insureds with respects to Workers Compensation as permitted by law. ACORD 101(2008101) 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: RGD943729201 COMMERCIAL GENERAL LIABILITY CG 2010 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s)Location(s)Of Covered Operations Any person or organization with whom you Various as required by written contract have agreed,through written contract, agreement or permit, executed prior to the loss. Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but only exclusions apply: with respect to liability for"bodily injury", "property This insurance does not apply to "bodily injury" ordamage" or "personal and advertising injury" property y y caused, in whole or in part, by: property damage occurring after: 1. Your acts or omissions; or 1. All work, including materials, parts or equipment furnished in connection with such 2. The acts or omissions of those acting on your work, on the project (other than service, behalf; maintenance or repairs) to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) location of the covered operations has been designated above. completed;or However: 2. That portion of "your work" out of which the injury or damage arises has been put to its 1. The insurance afforded to such additional intended use by any person or organizationinsuredonlyappliestotheextentpermittedbyotherthananothercontractororsubcontractor law;and engaged in performing operations for a 2. If coverage provided to the additional insured is principal as a part of the same project. required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 2010 0413 Insurance Services Office, Inc.,2012 Page 1 of 2 C. With respect to the insurance afforded to these 2. Available under the applicable Limits of additional insureds, the following is added to Insurance shown in the Declarations; Section III—Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement, the most we applicable Limits of Insurance shown in the will pay on behalf of the additional insured is the Declarations. amount of insurance: 1. Required by the contract or agreement;or Page 2 of 2 Insurance Services Office, Inc.,2012 CG 2010 0413 POLICY NUMBER: RGD943729201 COMMERCIAL GENERAL LIABILITY CG 20 37 0413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Any person or organization with whom you have agreed, Various as required per written contract through written contract,agreement or permit,executed prior to the loss Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II —Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is property damage"caused, in whole or in part, by required by a contract or agreement, the most we your work" at the location designated and will pay on behalf of the additional insured is thedescribedintheScheduleofthisendorsementamountofinsurance: performed for that additional insured and included in the "products-completed operations 1. Required by the contract or agreement;or hazard". 2. Available under the applicable Limits of However: Insurance shown in the Declarations; 1. The insurance afforded to such additional whichever is less. insured only applies to the extent permitted This endorsement shall not increase the applicable by law; and Limits of Insurance shown in the Declarations. 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 0413 Insurance Services Office, Inc.,2012 Page 1 of 1 ENDORSEMENT This endorsement,effective 12:01 a.m.,March 01,2015,forms a part of Policy No.RGD943729201 issued to TAYLOR MORRISON,INC. by Greenwich Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY INSURANCE CLAUSE ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS COVERAGE PART It is agreed that to the extent that insurance is afforded to any Additional Insured under this policy,this insurance shall apply as primary and not contributing with any insurance carried by such Additional Insured,as required by written contract. All other terms and conditions of this policy remain unchanged. XIL 424 0605 2005,XL America, Inc. POLICY NUMBER:CAH740906603 XIC 411 1013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTOMATIC ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM AUTO DEALERS COVERAGE FORM A. COVERED AUTOS LIABILITY COVERAGE,Who Is An Insured, is amended to include as an "insured" any person or organization you are required in a written contract to name as an additional insured, but only for"bodily injury" or"property damage" otherwise covered under this policy caused, in whole or in part, by the negligent acts or omissions of: 1. You,while using a covered"auto";or 2. Any other person, except the additional insured or any employee or agent of the additional insured, operating a covered"auto"with your permission; Provided that: a. The written contract is in effect during the policy period of this policy; b. The written contract was signed by you and executed prior to the"accident"causing "bodily injury" or"property damage"for which liability coverage is sought; and c. Such person or organization is an "insured" solely to the extent required by the contract, but in no event if such person or organization is solely negligent. B. The Limits of Insurance provided for the Additional Insured shall not be greater than those required by contract and, in no event shall the Limits of Insurance set forth in this policy be increased by the contract. C. General Conditions,Other Insurance is amended as follows: Any coverage provided hereunder shall be excess over any other valid and collectible insurance available to the additional insured whether such insurance is primary, excess, contingent or on any other basis unless the contract specifically requires that this policy be primary. All terms, conditions, exclusions and limitations of this policy shall apply to the liability coverage provided to any additional insured, and in no event shall such coverage be enlarged or expanded by reason of the contract. All other terms and conditions of this policy remain unchanged. XIC 411 1013 2013 X.L.America, Inc. All Rights Reserved. Page 1 of 1 May not be copied without permission. Includes copyrighted material of Insurance Services Office,Inc.,with its permission. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 0313 Ed.4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Schedule WHERE REQUIRED BY WRITTEN AGREEMENT SIGNED PRIOR TO LOSS. This endorsement changes the policy to which it is attached and is effective on the date Issued unless otherwise stated, The information below is required only when this endorsement Is issued subsequent to preparation of the policy.) Endorsement Effective Policy No Endorsement No. CWD7409217-02 Insured Taylor Morrison,Inc. Insurance Company Countersigned by XL Specialty Insurance Company WC 00 03 13 Ed.4-84) 0 1883 National Council on Compensation Insurance.