HomeMy WebLinkAboutAgenda Packet - October 6, 2014 - CC U 41410. • -11'
14ZUS
AGENDA
REGULAR MEETING OF THE CITY COUNCIL,
THE SUCCESSOR AGENCY TO
THE FORMER REDEVELOPMENT AGENCY AND
THE PUBLIC FINANCING AUTHORITY
OF THE CITY OF AZUSA
AZUSA AUDITORIUM MONDAY, OCTOBER 6, 2014
213 EAST FOOTHILL BOULEVARD 6:30 Ceremonial/Closed Session
7:30 P.M. Regular Meeting
AZUSA CITY COUNCIL
JOSEPH R. ROCHA
MAYOR
EDWARD J. ALVAREZ ANGEL CARRILLO
COUNCILMEMBER COUNCILMEMBER
URIEL E. MACIAS ROBERT GONZALES
COUNCILMEMBER MAYOR PRO-TEM
6:30 P.M.
1. Call to Order
2. Roll Call
CEREMONIAL
1. Presentation of Certificates of Appreciation to the contributors to the 2014 "Paws to Read" Summer
Reading Program.
2. Presentation of Certificates to Team Fearless Azusa for their participation and winnings at the
Intercontinental, State and National Taekwondo competitions.
10/6/2014 - 1 -
CLOSED SESSION
NOTICE TO THE PUBLIC FOR CLOSED SESSION
Prior to going into closed session the City Council will convene in the Auditorium serving as Council
Chambers to take public comment on the closed session items only. General public comment will be
provided for during the regular portion of the meeting beginning at 7:30 P.M.
1. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Pursuant to California
Government Code Section 54956.9(d)(1).
Case Name: State of California ex rel. David Sherwin v. Office Depot, Inc., Los Angeles Superior Court
Case No.: BC410135
2. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Pursuant to California
Government Code Section 54956.9(d)(1).
Case Name: Jose Rivera, et al. v. City of Azusa, et al.
Case No: 2:13-cv-01510-DMG-VBK- (USDC, C.D. Cal.) Los Angeles Superior Court
Case No.: BC410135
3. CONFERENCE WITH LABOR NEGOTIATOR Pursuant to California Government Code,
Section 54957.6.
City Negotiator: Theresa St. Peter, Interim Human Resources Director
Organizations: ACEA (Azusa City Employee Association), AMMA (Azusa Middle Management
Association), CAPP (Civilian Association of Police Personnel, SEIU (Service
Employees International Union) and Executive Employees.
4. PUBLIC EMPLOYEE APPOINTMENT Pursuant to California Government Code, Section
54957.
Title: Interim City Manager
7:30 P.M. -REGULAR MEETING.
NOTICE TO THE PUBLIC FOR REGULAR MEETING
In compliance with Government code Section 54957.5, copies of staff reports or other written
documentation relating to each item of business referred to on the Agenda are in file in the Office of the City
Clerk - 213 E. Foothill Blvd.; copies for public view are in the Azusa City Library - 729 N. Dalton Ave.,
Azusa Police Department Lobby - 725 N. Alameda Ave., and the City of Azusa Web Page
www.ci.azusa.ca.us. Persons who wish to speak during the Public Participation portion of the Agenda or
on a Public Hearing item, shall fill out a card requesting to speak and shall submit it to the City Clerk prior
to the start of the City Council meeting. Cards submitted after 7:30 P.M will not be accepted.
1. Call to Order
2. Roll Call
3. Pledge to the Flag
4. Invocation—Tony Rodriguez, Ministerio Internacional
10/6/2014 -2 -
A. PUBLIC PARTICIPATION
This time has been set aside for persons in the audience to make public comments on items within the
subject matter jurisdiction of the council/agency board that are not listed on this agenda or are listed on
this agenda as an item other than a public hearing item. Members of the audience will have the
opportunity to address the city council/agency board about public hearing items at the time the public
hearing is held. Under the provisions of the Brown Act, the council/agency board is prohibited from taking
action on oral requests, but may refer the matter to staff or to a subsequent meeting. The council/agency
board will respond after public comment has been received. Each person or representative of a group
shall be allowed to speak without interruption for up to five (5) continuous minutes, subject to compliance
with applicable meeting rules. Questions to the speaker or responses to the speaker's questions or
comments shall be handled after the speaker has completed his/her comments. Public Participation will be
limited to sixty (60) minutes.
B. REPORTS, UPDATES,AND ANNOUNCEMENTS FROM STAFF/COUNCIL
1. Mayor Rocha: Request for a $100 sponsorship for Gladstone High School student Nathan Nunez to
compete in the 2014 Amateur Athletic Union — Feats of Strength World Championships in Las
Vegas,NV.
2. Mayor Rocha: Request for a proclamation, to be presented November 3, 2014, congratulating the
Alvarez Family for their celebration of the Family's Centennial in the City of Azusa.
3. City Clerk Cornejo: Update concerning dates regarding the General Municipal Election, March 3,
2015.
C. SCHEDULED ITEMS
1. CONTINUED ITEM-AWARD OF CONTRACT TO TRANSPORTATION CONCEPTS FOR
THE OPERATION OF AZUSA TRANSIT.
RECOMMENDED ACTION:
Consider the following options: 1) Award a contract to Transportation Concepts, 2) Continue operating
Azusa Transit in-house, 3) Consider other alternatives as directed by the City Council.
D. CONSENT CALENDAR
The Consent Calendar adopting the printed recommended actions will be enacted with one vote. If
Councilmembers or Staff wish to address any item on the Consent Calendar individually, it will be
considered under SPECIAL CALL ITEMS.
10/6/2014 - 3 -
1. MINUTES OF THE SPECIAL MEETINGS OF AUGUST 20, 2014. SEPTEMBER 8. 2014 &
SEPTEMBER 30, 2014.AND THE REGULAR MEETING OF SEPTEMBER 15.2014.
RECOMMENDED ACTION:
Approve Minutes as written.
2. RESOLUTION AUTHORIZING PAYMENT OF WARRANTS BY THE CITY.
RECOMMENDED ACTION:
Adopt Resolution No. 14-C67 allowing certain claims and demands and specifying the fund out of
which the same are to be paid.
3. HUMAN RESOURCES ACTION ITEMS.
RECOMMENDED ACTION:
Approve Personnel Action Requests in accordance with the City of Azusa Civil Service Rules and
applicable Memorandum of Understanding(s).
4. RIGHT OF ENTRY PERMIT WITH MOTOROLA SOLUTIONS,INC.
RECOMMENDED ACTION:
Authorize the Acting City Manager to execute the Right of Entry Permit with Motorola Solutions, Inc.
5. RESOLUTIONS CALLING FOR ELECTION; REQUESTING SERVICES FROM THE
BOARD OF SUPERVISORS OF LOS ANGELES COUNTY; ADOPTING REGULATIONS
FOR CANDIDATES STATEMENTS RELATING TO THE GENERAL MUNICIPAL
ELECTION TO BE HELD ON MARCH 3,2015.
RECOMMENDED ACTION:
Adopt Resolution No. 14-C68, calling for the holding of a General Municipal Election to be held on
Tuesday, March 3, 2015, for the election of certain officers as required by the provisions of the laws of
the state of California relating to general law cities; Adopt Resolution No. 14-C69, requesting the
Board of Supervisors of Los Angeles County to render specified services to the City relating to the
conduct of a General Municipal Election to be held on Tuesday, March 3, 2015; Adopt Resolution No.
14-C70, adopting regulations for candidates for elective office pertaining to candidates statements
submitted to the voters at the General Municipal Election to be held on Tuesday, March 3, 2015.
6. BLANKET PURCHASE ORDER FOR AT&T IN THE AMOUNT OF$20,000.00.
RECOMMENDED ACTION:
Approve the issuance of a Blanket Purchase Order, in an amount of$20,000.00 in accordance with
Section 2-523(b),under Article VII, Bidding and Contracting, of the Azusa Municipal Code.
10/6/2014 -4-
7. CIP 66114A — FOOTHILL AND PALM TRAFFIC SIGNAL - PROFESSIONAL SERVICE
AGREEMENT- TRAFFIC ENGINEERING SERVICES FOR THE INTERSECTION OF
FOOTHILL BOULEVARD AND PALM DRIVE TRAFFIC SIGNAL.
RECOMMENDED ACTION:
Authorize the Acting City Manager to enter into a professional services agreement with Transportation
& Energy Solutions, Inc. for a not to exceed fee of$14,916.00 to provide traffic engineering services
for CIP 66114A—Foothill Boulevard and Palm Drive Traffic Signal.
8. FINAL TRACT MAP NO. 72405.
RECOMMENDED ACTION:
Find that this project complies with the General Plan and is consistent with the approved tentative map
and any amendments; find that this project is in compliance with the provisions of the Subdivision
Map Act; approve Final Tract Map No. 72405; authorize the City Clerk and City Treasurer to endorse
the certificates on the face of the map, which embodies the approval of Final Tract Map No. 72405.
9. REPLACEMENT PURCHASE OF 911 EMERGENCY PHONE SYSTEM.
RECOMMENDED ACTION:
Approve the purchase of the AT&T VESTA 4.0 911 Emergency Phone System from AT&T
California, in an amount not to exceed $142,974.57, and approve the purchase based on AT&T
California satisfying Azusa Municipal Code 2-522 (c), competitive bidding already completed under
the State of California Master Purchase Agreement(MPA) Contract#5-12-58-01.
10. FINAL TRACT MAP NO. 54057-4, ROSEDALE.
RECOMMENDED ACTION:
Find that this project complies with the General Plan and is consistent with the approved tentative map
and any amendments thereto; find that this project will not violate any of the provisions of Sections
66473.5, 66474.1, and 66474.6 of the Subdivision Map Act; approve and authorize the Acting City
Manager to execute the Agreement for Completion of Public Improvements for Tract No. 54057-04 to
construct the required public improvements, and accept the attached Faithful Performance Bond in the
amount of $430,000, the attached Labor and Materials Bond for $430,000 as guaranteed by
Philadelphia Indemnity Insurance Company; Accept the Monument Bond of$15,000 as established by
RBF Consulting in a letter dated August 18, 2014; approve the map and accept the Offers of
dedication shown on said map; find that pursuant to Section 66436(a)(3)(A)(i-vii) of the Subdivision
Map Act, the City Council finds that the development of the property, in the manner set forth on the
subject division of land, will not unreasonably interfere with the free and complete exercise of the
easements held by Azusa Water Development and Irrigation Company, Monrovia Nursery Co., and
Southern California Gas Company and accept the map without the signatures of said easement
holders; approve Final Tract Map No. 54057-4; and authorize the City Clerk to endorse on the face of
the maps the certificates, which embodies the approval of said map and acceptance of grants and
dedications.
10/6/2014 - 5 -
•
E. SUCCESSOR AGENCY RELATED BUSINESS.
1. RESOLUTION AUTHORIZING PAYMENT OF WARRANTS BY THE SUCCESSOR
AGENCY.
RECOMMENDED ACTION:
Adopt Resolution No. 14-R15.
2. RESOLUTION APPROVING A FIRST AMENDMENT TO DECLARATION OF
COMMUNITY REDEVELOPMENT AFFORDABLE HOUSING COVENANTS,
CONDITIONS AND RESTRICTIONS (9TH &ALAMEDA).
RECOMMENDED ACTION:
Adopt Resolution No. 14-R16 approving a First Amendment to Declaration of Community
Redevelopment Affordable Housing Covenants, Conditions and Restrictions (9th &Alameda).
F. AZUSA PUBLIC FINANCING AUTHORITY
1. No Business.
G. ADJOURNMENT
UPCOMING MEETINGS:
October 20, 2014, City Council Meeting—6:30 p.m. Closed Session—7:30 p.m. Regular Meeting;
November 3, 2014, City Council Meeting — 6:30 p.m. Closed Session/Ceremonial — 7:30 p.m. Regular
Meeting; November 17, 2014, City Council Meeting — 6:30 p.m. Closed Session — 7:30 p.m. Regular
Meeting.
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in a
city meeting,please contact the City Clerk at 626-812-5229. Notification three (3) working days prior to
the meeting when special services are needed will assist staff in assuring that reasonable arrangements
can be made to provide access to the meeting.
10/6/2014 - 6 -
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DECLARATION OF POSTING CITY COUNCIL,
SUCCESSOR AGENCY TO THE FORMER REDEVELOPMENT AGENCY,
AND PUBLIC FINANCING AUTHORITY AGENDA
I, *//att—attrtito.__J declare that:
I am an employee of the City of Azusa.
On 10 la(I`iI posted copies of the Agenda, as stated above for
the meeting of (CI(et/tf , in the City Clerk's Office, 213 E. Foothill Blvd.;
the lobby of the Police Depailatent, 725 N. Alameda Ave.; the Civic Auditorium, 213 E. Foothill
Blvd.; the City Library, 729 N. Dalton Ave.; and the and the City's Web Page
www.ci.azusa.ca.us. A true, correct and complete copy of the agenda which I posted is attached
hereto.
I completed posting of the agendas as described in Paragraph two, at (1. ) 'Pin on
the date of posting.
Access to the agenda posted in the lobby of the Police Department and the Azusa City Library
reference desk is available to members of the public during their normal business hours.
The foregoing is within my personal knowledge and if called as a witness in a court of law, I
could testify competently thereto.
I declare under penalty of perjury that the forgoing is true and correct.
EXECUTED /C fz/C i , at Azusa, California.
STAFF ` MBER
CITY CLERK'S OFFICE
CITY OF AZUSA
APPROVED
COUNCIL MEETING
Date. A~ 9
rr +� � ,ice
AZUSA
CONSENT ITEM
D-3
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: THERESA ST. PETER, INTERIM DIRECTOR OF HUMAN RESOURCES
VIA: SAM GONZALEZ,ACTING CITY MANAGER
DATE: OCTOBER 6, 2014
SUBJECT: HUMAN RESOURCES ACTION ITEMS
RECOMMENDATION
It is recommended that the City Council approve the following Personnel Action Requests in accordance with the City of Azusa
Civil Service Rules and applicable Memorandum of Understanding(s).
BACKGROUND
On September 23, 2014, the Personnel Board confirmed the following Department Head recommendations regarding the
following Personnel Action requests.
A. MERIT INCREASE AND/OR REGULAR APPOINTMENT:
DEPARTMENT NAME CLASSIFICATION ACTION RANGE/STEP
TEFF DATE BASE MONTHLY
SALARY
Finance Richard Lam Budget Analyst Reg. Appt./Merit Inc/4 4211/4
07/28/2014 $6,650.20
Police Jerry Jarrett Police Corporal Regular Appt 6106/6
08/4/2014 $7,983.97
B. PROMOTION—The following promotion(s)have been requested by the department head pursuant to the Rules of the
Civil Service System.
DEPARTMENT NAME PROMOTION EFFECTIVE RANGE/STEP
FROM/TO DATE BASE MO.
SALARY
Utilities Ruben Lopez Water Distribution Worker II 10/16/2014 5178/5
Water Production Operator I $5,329.96
C. SEPARATION: The following separations are submitted for informational purposes.
DEPARTMENT NAME CLASSIFICATION EFFECTIVE DATE
City Manager James Makshanoff City Manager 9-20-14
Police Cristina Gomez Information Technology Analyst 9-17-14
Utilities Ramon Lomingkit Senior Office Specialist 10-2-14
PW Tito Haes Interim CM/Asst CM/ Public Works 9-29-14
Director
FISCAL IMPACT
There is no fiscal impact, as positions listed are funded in approved department budgets.
APPROVED
COUNCIL MEETING
Date i u tij- ' �.. �
t4 4;7 -,
Zll5
CONSENT ITEM
D-6
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: ERICKA CECCIA, ADMINISTRATIVE ANALYST
VIA: SAM GONZALEZ, ACTING CITY MANAGER
DATE: OCTOBER 6, 2014
SUBJECT: APPROVAL OF A BLANKET PURCHASE ORDER FOR AT&T
IN THE AMOUNT OF $20,000.00
RECOMMENDATION
It is recommended that in accordance with Section 2-523(b), under Article VII, Bidding
and Contracting, of the Azusa Municipal Code, Council approve the issuance of the
above mentioned Blanket Purchase Order, in an amount of$20,000.00.
BACKGROUND
The Police Department is now using AT&T for the operation of their new radio service,
and is therefore requesting that City Council approve a Blanket Purchase Order to AT&T
for the remainder of fiscal year 2014-2015. The amount listed on the Blanket Purchase
Order is an estimate only, and will have no impact on the 2014-15 budget until invoices
are actually processed.
FISCAL IMPACT
Monies for this Blanket Purchase Order have been budgeted for FY 2014-15 by the
Azusa Police Department.
Prepared by:
Ericka Ceccia
Administrative Analyst
APPROVED
COUNCIL MEETING
Date,
X014114.. _
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*.
1
e w
ZUS
CONSENT ITEM
D-8
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: DANIEL BOBADILLA, ACTING DIRECTOR OF PUBLIC WORKS/CITY
ENGINEER
VIA: SAM GONZALEZ, ACTING CITY MANAGER
DATE: OCTOBER 6, 2014
SUBJECT: APPROVAL OF FINAL TRACT MAP NO. 72405
RECOMMENDATION
It is recommended that the City Council act and find as follows:
1. That this project complies with the General Plan and is consistent with the approved
tentative map and any amendments thereto.
2. This project is in compliance with the provisions of the Subdivision Map Act.
3. Approve Final Tract Map No. 72405.
4. Authorize the City Clerk and Treasurer to endorse the certificates on the face of the map,
which embodies the approval of Final Tract Map No. 72405.
BACKGROUND
The proposed project consists of 6 condominium units located on the east side of Azusa Avenue
between 3rd and 4th Streets. The final tract map has been reviewed by staff for compliance with
the State Subdivision Map Act, City ordinances and is in substantial compliance with the
approved tentative tract map.
With the technical review having been completed and the map meeting Subdivision Map Act and
City requirements, the Council's approval would be a ministerial action.
FISCAL IMPACT
There are no fiscal impacts associated with this approval.
APPROVED
COUNCIL MEETING - cr
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JAZUSA
CONSENT ITEM
D-9
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: JOHN MOMOT, CAPTAIN
VIA: SAM GONZALEZ, ACTING CITY MANAGER
DATE: OCTOBER 6, 2014
SUBJECT: REPLACEMENT PURCHASE OF 911 EMERGENCY PHONE SYSTEM
RECOMMENDATIONS
It is recommended that the City Council approve the purchase of the AT&T VESTA 4.0 911
Emergency Phone System from AT&T California, in an amount not to exceed $142,974.57. It is
further recommended that the City Council approve this purchase based on AT&T California
satisfying Azusa Municipal Code 2-522 (c), competitive bidding already completed under the
State of California Master Purchase Agreement(MPA) Contract#5-12-58-01.
BACKGROUND
The City of Azusa Police Department is a primary Public Safety Answering Point (PSAP) in Los
Angeles County. The State of California, Department of General Services, Telecommunications
Division is the agency responsible for establishing system requirements, funding replacement,
and upgrading 9-1-1 equipment for each of the PSAP's in California. Our current 9-1-1 system
was installed in 2008 and is currently scheduled for an upgrade or replacement. Per State
requirements, any replaced or upgraded 9-1-1 system must be supported by a five (5) year
maintenance agreement.
The State of California determines the allotment for the replacement of Azusa's 9-1-1 system.
After an extensive RFP, the State of California has approved nine (9) contractors to provide 9-1-
1 systems. The companies include AT&T California, Carousel Industries of North America,
Cassidian Communications, Colossus Inc., (DBA/ Interact Public Safety Systems), Intrado
(formerly Positron), Tri-Tech Inc., Solacom Technologies, Verizon and Zetron. Due to the
inability to upgrade our system, a replacement was needed and the Police Department's
Communications Supervisor, Tami Patlogar and I.T. Manager, Lysell Wofford, researched an
1
alternative solution for 9-1-1 equipment and selected AT&T California to be our 9-1-1 provider
at a cost of $142,974.57. This will be paid directly to AT&T California by the State of
California, Department of General Services, Telecommunications Division. The purchase price
includes sales tax, installation, training and a five year service contract.
FISCAL IMPACT
This purchase will be made using available State of California 9-1-1 Emergency
Communications Office funding.
No General Fund money will be used.
Prepared by:
John Momot, Captain
2
APPROVED
r'ni 1KIP11 \ACCTIh1l-
CONSENT ITEM
D-10
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: KURT CHRISTIANSEN, DIRECTOR OF ECONOMIC AND COMMUNITY
DEVELOPMENT
VIA: SAM GONZALEZ, ACTING CITY MANAGER
DATE: OCTOBER 6, 2014
SUBJECT: FINAL TRACT MAP NO. 54057-4, ROSEDALE
RECOMMENDED ACTION
It is recommended that the City Council acts and finds as follows:
1. That this project complies with the General Plan and is consistent with the approved tentative map and
any amendments thereto.
2. The City Council hereby finds that this project will not violate any of the provisions of Sections
66473.5, 66474.1, and 66474.6 of the Subdivision Map Act.
3. The City Council approves and authorizes the Acting City Manager to execute the attached
AGREEMENT FOR COMPLETION OF PUBLIC IMPROVEMENTS FOR TRACT NO. 54057-04 to
construct the required public improvements and also accept the attached Faithful Performance Bond in
the amount of $430,000, the attached Labor and Materials Bond for $430,000 as guaranteed by
Philadelphia Indemnity Insurance Company,
4. Accepts the Monument Bond of $15,000 as established by RBF Consulting in a letter dated August 18,
2014.
5. That the City Council approves the map and accepts the Offers of dedication shown on said map.
6. That pursuant to Section 66436(a)(3)(A)(i-vii) of the Subdivision Map Act, the City Council hereby
finds that the development of the property, in the manner set forth on the subject division of land, will
not unreasonably interfere with the free and complete exercise of the easements held by Azusa Water
Development and Irrigation Company, Monrovia Nursery Co., and Southern California Gas Company
and accepts the map without the signatures of said easement holders.
7. Approve Final Tract Map No. 54057-4, and
8. The City Clerk is hereby authorized to endorse on the face of the maps the certificates, which embodies
the approval of said map and acceptance of grants and dedications.
BACKGROUND
This Final Map involves the approval of a final subdivision map of 45 lots designated 54057-4, located in
the Park 5000 Neighborhood of Rosedale, north of Sierra Madre Ave. This subdivision will accommodate
the Park 5000 Neighborhood of Rosedale, north of Sierra Madre Ave. This subdivision will accommodate
a detached single-family residential neighborhood and is located at Orange Blossom Way and Azusa
Veterans Way. The developer is Rosedale Land Partners H, a Delaware Limited Liability Company, and the
Civil Engineer is RBF Consulting.
The designated City Engineer has completed final checking procedures for the final map, reviewing for
mathematical accuracy, survey analysis, title information, and compliance with the State Subdivision Map
Act, City ordinances and conditions of approval. The Applicant has submitted the checked Final Map, the
subdivision agreement, posted necessary bonds, and paid the applicable fees.
The Agreement for Completion of Public Improvements for Tract No. 54057-4 to construct the required
public improvements is attached, as well as a Faithful Performance Bond in the amount of $430,000, and a
Labor and Materials Bond also in the amount of $430,000 as guaranteed by Philadelphia Indemnity
Insurance Company. A $15,000 Monument Bond has also been posted. The improvements are expected to
be completed in the near future, and will be offered to the City for acceptance as they are completed.
With the technical review having been completed, and the map meeting State and City requirements, the
Council's approval would be a ministerial action.
FISCAL IMPACT
The fiscal impact of the Rosedale project was analyzed in a Fiscal Impact Study at the time of entitlement
approval in 2003.
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This page is part of your document - DO NOT DISCARD',a
20141185884
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Recorded/Filed in Official Records
Recorder's Office, Los Angeles County,
California
10/20/14 AT 03:39PM
Pages:
0038
FEES:
0.00
TAXES:
0.00
OTHER:
0.00
PAID:
0.00
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LEADSHEET
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201410202840130
00009751346
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006454164
SEQ:
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DAR - Mail (Hard Copy)
THIS FORM IS NOT TO BE DUPLICATED
E168246
RECORDING REQUESTED BY
WHEN RECORDED MAIL TO
3effrey Lawrence Cornejo, 3r.
City Clerk
City of Azusa
213 E. Foothill Blvd.
Azusa, CA 91702
91111111n!��II=YAI�������III
20141105884*
SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE
�7
TITLES)
Agreement for Completion of Public Improvements, Tract No. 54057-4 between the City of Azusa and Rosedale
Land Partners II, LLC
N
RECORDING REQUESTED BY:
WHEN RECORDED RETURN TO:
CITY OF AZUSA
213 E. Foothill Boulevard
PO Box 1395
Azusa, CA 91702-1395
ATTN: City Clerk
SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt z recording fee, per Govemm
Section 6103
CITY OF AZUSA, CALIFORNIA
AGREEMENT FOR COMPLETION OF PUBLIC IMPROVEMENTS
TRACT NO. 54057-4
between
CITY OF AZUSA
a California municipal corporation
and
ROSEDALE LAND PARTNERS II, LLC
a Delaware limited liability company
ORANGE\MMARTINEZ\33457.1 03-04-14
AGREEMENT FOR COMPLETION OF PUBLIC IMPROVEMENTS
TRACT MAP NO. 54057-4
I. PARTIES AND DATE.
This Agreement for the Completion of Public Improvements ("Agreement") is entered into as of
this 15th day of September, 2014 by and between the City of Azusa, a California municipal
corporation ("City") and Rosedale Land Partners II, LLC, a Delaware limited liability company
with its principal office located at 23 Corporate Plaza Drive, Suite 246, Newport Beach, CA 92660
("Developer"). City and Developer are sometimes hereinafter individually referred to as "Party"
and hereinafter collectively referred to as the "Parties."
II. RECITALS.
A. Developer has heretofore submitted to City an application for approval of a tract
map for real property located within City, a legal description of which is attached hereto as Exhibit
"A" ("Property"), and which is identified in City records Tract Map No. 54057-4.
B. Developer's application for a tentative tract map for Tentative Tract No. 54057 was
conditionally approved by the City Council on February 3, 2003.
C. Developer has not completed all of the work or made all of the public improvements
required by Chapter 66, Article V of the Azusa Municipal Code, the Subdivision Map Act
(Government Code sections 66410 et sec .), the conditions of approval for Tract No. 54057-4 or
other ordinances, resolutions, or policies of City requiring construction of improvements in
conjunction with the subdivision of land.
D. Pursuant to Section 66-4650) and the applicable provisions of the Map Act,
Developer and City enter into this Agreement for the timely construction and completion of the
public improvements and the furnishing of the security therefor, acceptable to the City Engineer
and City Attorney, for Tract No. 54057-4.
E. Developer's execution of this Agreement and the provision of the security are made
in consideration of City's approval of the final map for Tract No. 54057-4.
III. TERMS.
1.0 Effectiveness. This Agreement shall not be effective unless and until all three of
the following conditions are satisfied: (a) Developer provides City with security of the type and
in the amounts required by this Agreement; (b) Developer executes and records this Agreement
in the Recorder's Office of the County of Los Angeles; (c) the City Council of the City ("City
Council") approves the final map for Tract No. 54057-4 and (d) Developer records the final map
for Tract No. 54057-4 in the Recorder's Office of the County of Los Angeles. If the above
described conditions are not satisfied, this Agreement shall automatically terminate without need.
of further action by either City or Developer, and Developer may not thereafter record the final
map for Parcel/Tract No. 54057-4.
ORANGE\MMARTINEZ03457. ] 2
2.0 Public Lnptovements. Developer shall construct or have constructed at its own
cost, expense, and liability all improvements required by City as part of the approval of
Parcel/Tract No. 54057-4, including, but not limited to, all grading, roads, paving, curbs and
gutters, pathways, storm drains, sanitary sewers, utilities, drainage facilities, traffic controls,
landscaping, street lights, and all other required facilities as shown in detail on the plans, profiles,
and specifications which have been prepared by or on behalf of Developer for Tract Map No.
54057-4 ("Public Improvements"). The Public Improvements are more specifically described in
Exhibit "B," which is attached hereto and incorporated herein by this reference. Construction of
the Public Improvements shall include any transitions and/or other incidental work deemed
necessary for drainage or public safety. The Developer shall be responsible for the replacement,
relocation, or removal of any component of any irrigation water system in conflict with the
construction or installation of the Public Improvements. Such replacement, relocation, or removal
shall be performed to the complete satisfaction of the City Engineer and the owner of such water
system. Developer further promises and agrees to provide all equipment, tools, materials, labor,
tests, design work, and engineering services necessary or required by City to fully and adequately
complete the Public Improvements.
2.1 Prior Partial Construction of Public Improvements. Where construction of
any Public Improvements has been partially completed prior to this Agreement, Developer agrees
to complete such Public Improvements or assure their completion in accordance with this.
Agreement.
2.2 Permits- Notices, Utility Statements. Prior to commencing any work,
Developer shall, at its sole cost, expense, and liability, obtain all necessary permits and licenses
and give all necessary and incidental notices required for the lawful construction of the Public
Improvements and performance of Developer's obligations under this Agreement. Developer shall
conduct the work in full compliance with the regulations, rules, and other requirements contained
in any permit or license issued to Developer. Prior to commencing any work, Developer shall file
a written statement with the City Clerk and the City Engineer, signed by Developer and each utility
which will provide utility service to the Property, attesting that Developer has made all deposits
legally required by the utility for the extension and provision of utility service to the Property.
2.3 Pre -a royal of Plans and Specifications. Developer is prohibited from
commencing work on any Public Improvement until all plans and specifications for such Public
Improvement have been submitted to and approved by the City Engineer, or his or her designee.
Approval by the City Engineer shall not relieve Developer from ensuring that all Public
Improvements conform with all other requirements and standards set forth in this Agreement.
2.4 Ouality of Work; Compliance With Laws and Codes. The construction
plans and specifications for the Public Improvements shall be prepared in accordance with all
applicable federal, state and local laws, ordinances, regulations, codes, standards, and other
requirements. The Public Improvements shall be completed in accordance with all approved maps,
plans, specifications, standard drawings, and special amendments thereto on file with City, as well
as all applicable federal, state, and local laws, ordinances, regulations, codes, standards, and other
requirements applicable at the time work is actually commenced.
ORANGEWMARTINEZ03457. ] 3
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2.5 Standard of Performance. Developer and its contractors, if any, shall
perform all work required to construct the Public Improvements under this Agreement in a skillful
and workmanlike manner, and consistent with the standards generally recognized as being
employed by professionals in the same discipline in the State of California. Developer represents
and maintains that it or its contractors shall be skilled in the professional calling necessary to
perform the work. Developer warrants that all of its employees and contractors shall have
sufficient skill and experience to perform the work assigned to them, and that they shall have all
licenses, permits, qualifications and approvals of whatever nature that are legally required to
perform the work, and that such licenses, permits, qualifications and approvals shall be maintained
throughout the term of this Agreement.
2.6 Alterations to Improvements. The Public Improvements in Exhibit "B" are
understood to be only a general designation of the work and improvements to be done, and not a
binding description thereof. All work shall be done and improvements made and completed as
shown on approved plans and specifications, and any subsequent alterations thereto. If during the
course of construction and installation of the Public Improvements it is determined that the public
interest requires alterations in the Public Improvements, Developer shall undertake such design
and construction changes as may be reasonably required by City. Any and all alterations in the
plans and specifications and the Public Improvements to be completed may be accomplished
without giving prior notice thereof to Developer's surety for this Agreement.
3.0 Maintenance of Public Improvements and Landscaping. City shall not be
responsible or liable for the maintenance or care of the Public Improvements until City approves
and accepts them. City shall exercise no control over the Public Improvements until accepted.
Any use by any person of the Public Improvements, or any portion thereof, shall be at the sole and
exclusive risk of the Developer at all times prior to City's acceptance of the Public Improvements.
Developer shall maintain all the Public Improvements in a state of good repair until they are
completed by Developer and approved and accepted by City, and until the security for the
performance of this Agreement is released. Maintenance shall include, but shall not be limited to,
repair of pavement, curbs, gutters, sidewalks, signals, parkways, water mains, and sewers;
maintaining all landscaping in a vigorous and thriving condition reasonably acceptable to City;
removal of debris from sewers and storm drains; and sweeping, repairing, and maintaining in good
and safe condition all streets and street improvements. It shall be Developer's responsibility to
initiate all maintenance work, but if it shall fail to do so, it shall promptly perform such
maintenance work when notified to do so by City. If Developer fails to properly prosecute its
maintenance obligation under this section, City may do all work necessary for such maintenance
and the cost thereof shall be the responsibility of Developer and its surety under this Agreement.
City shall not be responsible or liable for any damages or injury of any nature in any way related
to or caused by the Public Improvements or their condition prior to acceptance.
4.0 Construction Schedule. Unless extended pursuant to this Section 4.1 of this
Agreement, Developer shall fully and adequately complete or have completed the Public
Improvements within twelve (12) months following approval of the final map for Tract No. 54057-
4.
4.1 Extensions. City may, in its sole and absolute discretion, provide Developer
with additional time within which to complete the Public Improvements. It is understood that by
ORANGE MMARTINEZ03457. 14
providing the security required under Section 13.0 et seq. of this Agreement, Developer and its
surety consent in advance to any extension of time as may be given by City to Developer, and
waives any and all right to notice of such extension(s). Developer's acceptance of an extension of
time granted by City shall constitute a waiver by Developer and its surety of all defense of laches,
estoppel, statutes of limitations, and other limitations of action in any action or proceeding filed
by City following the date on which the Public Improvements were to have been completed
hereunder. In addition, as consideration for granting such extension to Developer, City reserves
the right to review the provisions of this Agreement, including, but not limited to, the construction
standards, the cost estimates established by City, and the sufficiency of the improvement security
provided by Developer, and to require adjustments thereto when warranted according to City's
reasonable discretion.
4.2 Accrual of Limitations Period. Any limitations period provided by law
related to breach of this Agreement or the terms thereof shall not accrue until Developer has
provided the City Engineer with written notice of Developer's intent to abandon or otherwise not
complete required or agreed upon Public Improvements.
5.0 Grading. Developer agrees that any and all grading done or to be done in
conjunction with construction of the Public Improvements or development of Tract No. 54057-4
shall conform to all federal, state, and local laws, ordinances, regulations, and other requirements,
including City's grading regulations. In order to prevent damage to the Public Improvements by
improper drainage or other hazards, the grading shall be completed in accordance with the time
schedule for completion of the Public Improvements established by this Agreement, and prior to
City's approval and acceptance of the Public Improvements and release of the Security as set forth
in Section 13.0 et seq. of this Agreement.
6.0 Utilities. Developer shall provide utility services, including water, power, gas, and
telephone service to serve each parcel, lot, or unit of land within Tract No. 54057-4 in accordance
with all applicable federal, state, and local laws, rules, and regulations, including, but not limited
to, the regulations, schedules and fees of the utilities or agencies providing such services. Except
for commercial or industrial properties, Developer shall also provide cable television facilities to
serve each parcel, lot, or unit of land in accordance with all applicable federal, state, and local
laws, rules, and regulations, including, but not limited to, the requirements of the cable company
possessing a valid franchise with City to provide such service within City's jurisdictional limits.
All utilities shall be installed underground.
7.0 Fees and Charges. Developer shall, at its sole cost, expense, and liability, pay all
fees, charges, and taxes arising out of construction of the Public Improvements, including, but not
limited to, all plan check, design review, engineering, inspection, and other service fees, and any
impact or connection fees established by City ordinance, resolution, regulation, or policy, or as
established by City relative to Tract No. 54057-4.
8.0 City_ Inspection of Public Improvements. Developer shall, at its sole cost, expense,
and liability, and at all times during construction of the Public Improvements, maintain reasonable
and safe facilities and provide safe access for inspection by City of the Public Improvements and
areas where construction of the Public Improvements is occurring or will occur.
ORANGE\MMARTINEZ\33457. 15
9.0 Default, Notice. Remedies.
9.1 Notice. If Developer neglects, refuses, or fails to fulfill or timely complete
any obligation, term, or condition of this Agreement, or if City determines there is a violation of
any federal, state, or local law, ordinance, regulation, code, standard, or other requirement, City
may at any time thereafter declare Developer to be in default or violation of this Agreement and
make written demand upon Developer or its surety, or both, to immediately remedy the default or
violation ("Notice"). Developer shall substantially commence the work required to remedy the
default or violation within ten (10) days of the Notice. If the default or violation constitutes an
immediate threat to the public health, safety, or welfare, City may provide the Notice verbally, and
Developer shall substantially commence the required work within twenty-four (24) hours thereof.
Immediately upon City's issuance of the Notice, Developer and its surety shall be liable to City
for all costs of construction and installation of the Public Improvements and all other
administrative costs expenses as provided for in Section 10.0 of this Agreement.
9.2 Failure to Remedy; Cily Action. If the work required to remedy the noticed
default or violation is not diligently prosecuted to a completion acceptable to City within the time
frame contained in the Notice, City may complete all remaining work, arrange for the completion
of all remaining work, and/or conduct such remedial activity as in its sole and absolute discretion
it believes is required to remedy the default or violation. All such work or remedial activity shall
be at the sole and absolute cost, expense, and liability of Developer and its surety, without the
necessity of giving any further notice to Developer or surety. City's right to take such actions shall
in no way be limited by the fact that Developer or its surety may have constructed any, or none of
the required or agreed upon Public Improvements at the time of City's demand for performance.
In the event City elects to complete or arrange for completion of the remaining work and
improvements, City may require all work by Developer or its surety to cease in order to allow
adequate coordination by City. Notwithstanding the foregoing, if conditions precedent for
reversion to acreage can be met and if the interests of City will not be prejudiced thereby, City
may also process a reversion to acreage and thereafter recover from Developer or its surety the full
cost and expense incurred.
9.3 Other Remedies. No action by City pursuant to Section 9.0 et sec . of this
Agreement shall prohibit City from exercising any other right or pursuing any other legal or
equitable remedy available under this Agreement or any federal, state, or local law. City may
exercise it rights and remedies independently or cumulatively, and City may pursue inconsistent
remedies. City may institute an action for damages, injunctive relief, or specific performance.
10.0 Administrative Costs. If Developer fails to construct and install all or any part of
the Public Improvements within the time required by this Agreement, or if Developer fails to
comply with any other obligation contained herein, Developer and its surety shall be jointly and
severally liable to City for all administrative expenses, fees, and costs, including reasonable
attorney's fees and costs, incurred in obtaining compliance with this Agreement or in processing
any legal action or for any other remedies permitted by law.
11.0 Acceptance of Improvements: As -Built or Record Drawings. If the Public
Improvements are properly completed by Developer and approved by the City Engineer, and if
they comply with all applicable federal, state and local laws, ordinances, regulations, codes,
ORANGE\MMARTINEZ\33457. ] 6
standards, and other requirements, the City Council shall be authorized to accept the Public
Improvements. The City Council may, in its sole and absolute discretion, accept fully completed
portions of the Public Improvements prior to such time as all of the Public Improvements are
complete, which shall not release or modify Developer's obligation to complete the remainder of
the Public Improvements within the time required by this Agreement. Upon the total or partial
acceptance of the Public Improvements by City, Developer shall file with the Recorder's Office
of the County of Los Angeles a notice of completion for the accepted Public Improvements in
accordance with California Civil Code section 3093, at which time the accepted Public
Improvements shall become the sole and exclusive property of City without payment therefore. If
Tract No. 54057-4 was approved and recorded as a single phase map, City shall not accept any
one or more of the improvements until all of the Public Improvements are completed by Developer
and approved by City. Issuance by City of occupancy permits for any buildings or structures
located on the Property shall not be construed in any manner to constitute City's acceptance or
approval of any Public Improvements. Notwithstanding the foregoing, City may not accept any
Public Improvements unless and until Developer provides one (1) set of "as -built" or record
drawings or plans to the City Engineer for all such Public Improvements. The drawings shall be
certified and shall reflect the condition of the Public Improvements as constructed, with all changes
incorporated therein.
12.0 Warranty and Guarantee. Developer hereby warrants and guarantees all Public
Improvements against any defective work or labor done, or defective materials furnished in the
performance of this Agreement, including a warranty and guarantee that all trees, shrubs and
irrigation within the Property shall survive, with reasonable maintenance, in a vigorous and
thriving condition reasonably acceptable to City, for a period of one (1) year following completion
of the work and acceptance by City ("Warranty"). During the Warranty period, Developer shall
repair, replace, or reconstruct any defective or otherwise unsatisfactory portion of the Public
Improvements, including irrigation, shrubs, trees and/or transplanted trees that have died despite
reasonable maintenance, in accordance with the current ordinances, resolutions, regulations, codes,
standards, tree preservation plans or other requirements of City, and to the approval of the City
Engineer. All repairs, replacements, or reconstruction during the Warranty periods shall be at the
sole cost, expense, and liability of Developer and its surety. As to any Public Improvements which
have been repaired, replaced, or reconstructed during the Warranty period, Developer and its
surety hereby agree to extend the Warranty for an additional one (1) year period following City's
acceptance of the repaired, replaced, or reconstructed Public Improvements. Nothing herein shall
relieve Developer from any other liability it may have under federal, state, or local law to repair,
replace, or reconstruct any Public Improvement following expiration of the Warranty or any
extension thereof. Developer's warranty obligation under this section shall survive the expiration
or termination of this Agreement. In addition, nothing contained herein shall impose upon
Developer additional maintenance obligations for any Public Improvements that are repaired,
replaced or reconstructed once these are accepted by City.
13.0 Security, Surety Bonds. Prior to execution of this Agreement, Developer shall
provide City with surety bonds in the amounts and under the terms set forth below ("Security").
The amount of the Security shall be based on the City Engineer's approximation of the actual cost
to construct the Public Improvements, including the replacement cost for all landscaping
("Estimated Costs"). If City determines, in its sole and absolute discretion, that the Estimated
Costs have changed, Developer shall adjust the Security in the amount requested by City.
ORAN GE\MMAR TINEZ\33457. 17
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Developer's compliance with this provision (Section 13.0 et seq.) shall in no way limit or modify
Developer's indemnification obligation provided in Section 16.0 of this Agreement.
13.1 Performance Bond. To guarantee the faithful performance of the Public
Improvements and all the provisions of this Agreement, to protect City if Developer is in default
as set forth in Section 8.0 et seq. of this Agreement, and to secure Developer's one-year guarantee
and warranty of the Public Improvements, including the maintenance of all landscaping in a
vigorous and thriving condition, Developer shall provide City a faithful performance bond in the
amount of Four Hundred Thirty Thousand Dollars ($430,000.00), which sum shall be not less
than one hundred percent (100%) of the Estimated Costs. The City Council may, in its sole and
absolute discretion and upon recommendation of the City Engineer, partially release a portion or
portions of the security provided under this section as the Public Improvements are accepted by
City, provided that Developer is not in default on any provision of this Agreement or condition of
approval for Tract No. 54057-4, and the total remaining security is not less than twenty-five
percent (25%) of the Estimated Costs. All security provided under this section shall be released
at the end of the Warranty period, or any extension thereof as provided in Section 12 of this
Agreement, provided that Developer is not in default on any provision of this Agreement or
condition of approval for Parcel/Tract No. 54057-4.
13.2 Labor & Material Bond. To secure payment to the contractors,
subcontractors, laborers, material men, and other persons furnishing labor, materials, or equipment
for performance of the Public Improvements and this Agreement, Developer shall provide City a
labor and materials bond in the amount of Four Hundred Thirty Thousand Dollars
($430,000.00), which sum shall not be less than one hundred percent (100%) of the Estimated
Costs. The security provided under this section may be released by written authorization of the
City Engineer after six (6) months from the date City accepts the final Public Improvements. The
amount of such security shall be reduced by the total of all stop notice or mechanic's lien claims
of which City is aware, plus an amount equal to twenty percent (20%) of such claims for
reimbursement of City's anticipated administrative and legal expenses arising out of such claims.
13.3 Additional Reggirements. The surety for any surety bonds provided as
Security shall have a current A.M. Best's rating of no less than A:VHI, shall be licensed to do
business in California, and shall be satisfactory to City. As part of the obligation secured by the
Security and in addition to the face amount of the Security, the Developer or its surety shall secure
the costs and reasonable expenses and fees, including reasonable attorney's fees and costs, incurred
by City in enforcing the obligations of this Agreement. The Developer and its surety stipulate and
agree that no change, extension of time, alteration, or addition to the terms of this Agreement, the
Public Improvements, or the plans and specifications for the Public Improvements shall in any
way affect its obligation on the Security.
13.4 Evidence and Incoiparation of Security. Evidence of the Security shall be
provided on the forms set forth in Exhibit "C," unless other forms are deemed acceptable by the
City Engineer and the City Attorney, and when such forms are completed to the satisfaction of
City, the forms and evidence of the Security shall be attached hereto as Exhibit "C" and
incorporated herein by this reference.
ORAN GE\MMARTINEZ\33457. 18
14.0 Monument Security. Prior to City's execution of this Agreement, to guarantee
payment to the engineer or surveyor for the setting of all subdivision boundaries, lot corners, and
street centerline monuments for Tract No. 54057-4 in compliance with the applicable provisions
of City's Municipal and/or Development Code ("Subdivision Monuments"), Developer shall
deposit cash with City in the amount of Fifteen Thousand Dollars ($15,000.00), which sum shall
not be less than one hundred percent (100%) of the costs of setting the Subdivision Monuments as
determined by the City Engineer. Said cash deposit may be released by written authorization of
the City Engineer after all required Subdivision Monuments are accepted by the City Engineer,
City has received written acknowledgment of payment in full from the engineer or surveyor who
set the Subdivision Monuments, and provided Developer is not in default of any provision of this
Agreement or condition of approval for Tract No. 54057-4.
15.0 Lien. To secure the timely performance of Developer's obligations under this
Agreement, including those obligations for which security has been provided pursuant to Sections
13 et seq. and 14 of this Agreement, Developer hereby creates in favor of City a lien against all
portions of the Property not dedicated to City or some other governmental agency for a public
purpose. As to Developer's default on those obligations for which security has been provided
pursuant to Sections 13 et sec . and 14 of this Agreement, City shall first attempt to collect against
such security prior to exercising its rights as a contract lienholder under this section.
16.0 Indemnification. Developer shall defend, indemnify, and hold harmless City, its
elected officials, officers, employees, and agents from any and all actual or alleged claims,
demands, causes of action, liability, loss, damage, or injury, to property or persons, including
wrongful death, whether imposed by a court of law or by administrative action of any federal,
state, or local governmental body or agency, arising out of or incident to any acts, omissions,
negligence, or willful misconduct of Developer, its personnel, employees, agents, or contractors
in connection with or arising out of construction or maintenance of the Public Improvements, or
performance of this Agreement. This indemnification includes, without limitation, the payment
of all penalties, fines, judgments, awards, decrees, attorneys fees, and related costs or expenses,
and the reimbursement of City, its elected officials, officers, employees, and/or agents for all legal
expenses and costs incurred by each of them. This indemnification excludes only such portion of
any claim, demand, cause of action, liability, loss, damage, penalty, fine, or injury, to property or
persons, including wrongful death, which is caused solely and exclusively by the negligence or
willful misconduct of Agency as determined by a court or administrative body of competent
jurisdiction. Developer's obligation to indemnify shall survive the expiration or termination of
this Agreement, and shall not be restricted to insurance proceeds, if any, received by City, its
elected officials, officers, employees, or agents.
17.0 Insurance.
17.1 Types, Amounts. Developer shall procure and maintain, and shall require
its contractors to procure and maintain, during construction of any Public Improvement pursuant
to this Agreement, insurance of the types and in the amounts described below ("Required
Insurance"). If any of the Required Insurance contains a general aggregate limit, such insurance
shall apply separately to this Agreement or be no less than two times the specified occurrence
limit.
ORANGE\MMARTINEZ\33457. ] 9
17. 1.1 General Liability. Developer and its contractors shall procure and
maintain occurrence version general liability insurance, or equivalent form, with a combined single
limit of not less than $1,000,000 per occurrence for bodily injury, personal injury, and property
damage.
17.1.2 Business Automobile Liability. Developer and its contractors shall
procure and maintain business automobile liability insurance, or equivalent form, with a combined
single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for
the ownership, operation, maintenance, use, loading, or unloading of any vehicle owned, leased,
hired, or borrowed by the insured or for which the insured is responsible.
17.1.3 Workers' Compensation. Developer and its contractors shall
procure and maintain workers' compensation insurance with limits as required by the Labor Code
of the State of California and employers' liability insurance with limits of not less than $1,000,000
per occurrence, at all times during which insured retains employees.
17.1.4 Professional Liabili1y. For any consultant or other professional who
will engineer or design the Public Improvements, liability insurance for errors and omissions with
limits not less than $1,000,000 per occurrence, shall be procured and maintained for a period of
five (5) years following completion of the Public Improvements. Such insurance shall be endorsed
to include contractual liability.
17.2 Deductibles. Any deductibles or self-insured retentions must be declared to
and approved by City. At the option of City, either: (a) the insurer shall reduce or eliminate such
deductibles or self-insured retentions as respects City, its elected officials, officers, employees,
agents, and volunteers; or (b) Developer and its contractors shall provide a financial guarantee
satisfactory to City guaranteeing payment of losses and related investigation costs, claims, and
administrative and defense expenses.
17.3 Additional Insured; Separation of Insureds. The Required Insurance shall
name City, its elected officials, officers, employees, agents, and volunteers as additional insureds
with respect to work performed by or on behalf of Developer or its contractors, including materials,
parts, or equipment furnished in connection therewith. The Required Insurance shall contain
standard separation of insureds provisions, and shall contain no special limitations on the scope of
its protection to City, its elected officials, officers, employees, agents, and volunteers.
17.4 Primary Insurance; Waiver of Subrogation. The Required Insurance shall
be primary with respect to any insurance or self-insurance programs covering City, its elected
officials, officers, employees, agents, and volunteers. All policies for the Required Insurance shall
provide that the insurance company waives all right of recovery by way of subrogation against
City in connection with any damage or harm covered by such policy.
17.5 Certificates, Verification. Developer and its contractors shall furnish City
with original certificates of insurance and endorsements effecting coverage for the Required
Insurance. The certificates and endorsements for each insurance policy shall be signed by a person
authorized by that insurer to bind coverage on its behalf. All certificates and endorsements must
ORANGE\MMARTINEZ\33457. 110
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be received and approved by City before work pursuant to this Agreement can begin. City reserves
the right to require complete, certified copies of all required insurance policies, at any time.
17.6 Term-, Cancellation Notice. Developer and its contractors shall maintain the
Required Insurance for the term of this Agreement and shall replace any certificate, policy, or
endorsement which will expire prior to that date. All policies shall be endorsed to provide that the
Required Insurance shall not be suspended, voided, reduced, canceled, or allowed to expire except
on 30 days prior written notice to City.
17.7 Insurer Rating. Unless approved in writing by City, all Required Insurance
shall placed with insurers licensed to do business in the State of California and with a current A.M.
Best rating of at least A: VIII.
18.0 Signs and Advertisin . Developer understands and agrees to City's ordinances,
regulations, and requirements governing signs and advertising structures. Developer hereby agrees
with and consents to the removal by City of all signs or other advertising structures erected, placed,
or situated in violation of any City ordinance, regulation, or other requirement. Removal shall be
at the expense of Developer and its surety. Developer and its surety shall indemnify and hold City
free and harmless from any claim or demand arising out of or incident to signs, advertising
structures, or their removal.
19.0 _Relationship Between the Parties. The Parties hereby mutually agree that neither
this Agreement, any map related to Tract No. 54057-4, nor any other related entitlement, permit,
or approval issued by City for the Property shall operate to create the relationship of partnership,
joint venture, or agency between City and Developer. Developer's contractors and subcontractors
are exclusively and solely under the control and dominion of Developer. Nothing herein shall be
deemed to make Developer or its contractors an agent or contractor of City.
20.0 General Provisions.
20.1 Authority to Enter Agreement. Each Party warrants that the individuals
who have signed this Agreement have the legal power, right, and authority make this Agreement
and bind each respective Party.
20.2 Cooperation: Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be necessary,
appropriate, or convenient to attain the purposes of this Agreement.
20.3 Construction; References; Captions. It being agreed the Parties or their
agents have participated in the preparation of this Agreement, the language of this Agreement shall
be construed simply, according to its fair meaning, and not strictly for or against any Party. Any
term referencing time, days, or period for performance shall be deemed calendar days and not work
days. All references to Developer include all personnel, employees, agents, and subcontractors of
Developer, except as otherwise specified in this Agreement. All references to City include its
elected officials, officers, employees, agents, and volunteers except as otherwise specified in this
Agreement. The captions of the various articles and paragraphs are for convenience and ease of
reference only, and do not define, limit, augment, or describe the scope, content, or intent of this
Agreement.
ORANGE\MMARTINEZ\33457. 1 1 1
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20.4 Notices. All notices, demands, invoices, and written communications shall
be in writing and delivered to the following addresses or such other addresses as the Parties may
designate by written notice:
CITY:
City of Azusa_
P.O. Box 1395
213 E. Foothill Blvd.
Azusa, Ca. 91702
Attn: City,, Manager
DEVELOPER:
Rosedale Land Partners II, LLC
23 Corporate Plaza Drive, Suite 245
Newport Beach, CA 92660
Attn: Dan O'Bannon
Depending upon the method of transmittal, notice shall be deemed received as follows: by
facsimile, as of the date and time sent; by messenger, as of the date delivered; and by U.S. Mail
first class postage prepaid, as of 72 hours after deposit in the U.S. Mail.
20.5 Amendment; Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
20.6 Waiver. City's failure to insist upon strict compliance with any provision
of this Agreement or to exercise any right or privilege provided herein, or City's waiver of any
breach of this Agreement, shall not relieve Developer of any of its obligations under this
Agreement, whether of the same or similar type. The foregoing shall be true whether City's actions
are intentional or unintentional. Developer agrees to waive, as a defense, counterclaim or set off,
any and all defects, irregularities or deficiencies in the authorization, execution or performance of
the Public Improvements or this Agreement, as well as the laws, rules, regulations, ordinances or
resolutions of City with regards to the authorization, execution or performance of the Public
Improvements or this Agreement.
20.7 Assignment or Transfer of Agreement. Developer shall not assign,
hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest
herein without prior written consent of City. Any attempt to do so shall be null and void, and any
assignee, hypothecatee, or transferee shall acquire no right or interest by reason of such attempted
assignment, hypothecation, or transfer. Unless specifically stated to the contrary in City's written
consent, any assignment, hypothecation, or transfer shall not release or discharge Developer from
any duty or responsibility under this Agreement.
20.8 Binding,Effect. Each and all of the covenants and conditions shall be
binding on and shall inure to the benefit of the Parties, and their successors, heirs, personal
representatives, or assigns. This section shall not be construed as an authorization for any Party
to assign any right or obligation.
20.9 No Third Party Beneficiaries. There are no intended third party
beneficiaries of any right or obligation assumed by the Parties.
20.10 Invalidity: Severability. If any portion of this Agreement is declared
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
ORANGEWMARTINEW3457. ] 12
9
20.11 Consent to Jurisdiction and Venue. This Agreement shall be construed in
accordance with and governed by the laws of the State of California. Any legal action or
proceeding brought to interpret or enforce this Agreement, or which in any way arises out of the
Parties' activities undertaken pursuant to this Agreement, shall be filed and prosecuted in the
appropriate California State Court in the County of Los Angeles, California. Each Party waives
the benefit of any provision of state or federal law providing for a change of venue to any other
court or jurisdiction including, without limitation, a change of venue based on the fact that a
governmental entity is a party to the action or proceeding, or that a federal right or question is
involved or alleged to be involved in the action or proceeding. Without limiting the generality of
the foregoing waiver, Developer expressly waives any right to have venue transferred pursuant to
California Code of Civil Procedure Section 394.
20.12 Attorneys' Fees and Casts. If any arbitration, lawsuit, or other legal action
or proceeding is brought by one Party against the other Party in connection with this Agreement
or the Property, the prevailing party, whether by final judgment or arbitration award, shall be
entitled to and recover from the other party all costs and expenses incurred by the prevailing party,
including actual attorneys' fees ("Costs"). Any judgment, order, or award entered in such legal
action or proceeding shall contain a specific provision providing for the recovery of Costs, which
shall include, without limitation, attorneys' and experts' fees, costs and expenses incurred in the
following: (a) post judgment motions and appeals, (b) contempt proceedings, (c) garnishment,
levy, and debtor and third party examination, (d) discovery, and (e) bankruptcy litigation. This
section shall survive the termination or expiration of this Agreement.
20.13 Counterparts. This Agreement may be executed in counterpart originals,
which taken together, shall constitute one and the same instrument.
ORANGE\MMARTINEZ\33457. ] 13
N
CITY OF AZUSA
�ff
By: 'y--
(signat •e)
(print name)
Acting City Manager
City of Azusa
ATTEST:_
By:
grnature)
I �W r�, rc
r print name) `
City Clerk
City of Azusa
ROSEDALE LAND PARTNERS II, LLC
a Delaware limited liability company
By: CDG ROSEDALE INVESTMENT, LLC
A Delaware limited liability company
Its Administrative Member
By: b
(signature
(print name)
C49=O
(title)
By: 9s
signature}f
4L-' - �V
(print name)
(title)
NOTE: DEVELOPER'S SIGNATURES SHALL BE DULY NOTARIZED, AND
APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE
REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR
OTHER RULES OR REGULATIONS APPLICABLE TO DEVELOPER'S
BUSINESS ENTITY.
ORANGE\MMARTNEZ\33457. 114
ACKNOWLEDGMENT
CAPACITY CLAIMED BY SIGNER:
V I dividual(s,
— Corporate
Officer(s)
-- Partner(s)
— Attorney -in -Fact
— Trustee(s)
— Subscribing Witness
— Guardian/Conservator
SIGNER IS REPRESENTING:
NAME OF PERSON(S) OR ENTITY(IES)
STATE OF CALIFORNIA
COUNTY OF L os A-vL q /, s
On 0 -obey- 'I 201.1 , 2014, before me,
fi, V, �k 2r ria-. i--& V Z- , the undersigned notary public, personally
appeared SGL wtLcc--- e- +. 2r,A-I -- peNefia4y
OR -- proved to me on the basis of satisfactory evidence to be the person() whose
name(X) is/ate subscribed to the within instrument and acknowledged to me that he/may
executed the same in his/ber4tbe r authorized capacity(io4, and that by his/lair signature(&)
on the instrument the personal, or the entity upon behalf of which the person.( -acted, executed
the instrument.
W, S my hand and official seal.
Sign re of Notary
J. V. HERNANDEZ
Commission # 1998874
a Notary Public - Cs;itornia i
Los Angeles County
a
My Comm. Expires Nov 22, 2016
ORANGE\MMARTIN EZ\33457. 115
CAPACITY CLAIMED BY SIGNER:
— Individual(s)
— Corporate
Officer(s)
— Partner(s)
— Attorney -in -Fact
— Trustee(s)
— Subscribing Witness
— Guardian/Conservator
— other
SIGNER IS REPRESENTING:
NAME OF PERSON(S) OR ENTITY(IES)
STATE OF CALIFORNIA }
}
COUNTY OF }
On
/2014, before me,
the undersigned notary public, personally
appeared , -- personally
known to me OR -- proved to mea e basis of satisfactory evidence to be the person(s) whose
name(s) is/are subscribed to the Ithin instrument and acknowledged to me that he/she/they
executed the same in his/herlt it authorized capacity(ies), and that by his/her/their signature(s)
on the instrument the pei s 1'(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
WITNESS my harXand official seal.
Signature,fif Notary
ORANGE\MMARTINEZ\33457. 1 16
a
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
CIVIL CODE § 1189
State of California
County of
On before me, v •�
Date T Name and Title of the Officer
personally appeared _ )Ajl FL- C�,4,wo J J t5 etr!-e J
Name(s) of Signer(s)
PATRICIA ALEXIS HANSON
Commission # 2063319
-: Notary Public - California
x Orange County
My Comm. Expires May 2.2018
who proved to me on the basis of satisfactory
evidence to be the person(s) whose name(s)-4&/are
subscribed to the within instrument and acknowledged
to me that ha/,"/they executed the same in
his�their authorized capacity(ies), and that by
hi&A4eg4their signature(s) on the instrument the
person(s), 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.
WITNESS myhandand official seal.
Place Notary Seal Above Signature:�Gc�_�,1��iJ�ey�/
Signature of Notary Public
OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document
Title or Type of Document:
Document Date:
Number of Pages: Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
0 2013 National Notary Association • www.NationalNotary.org • 1 -800 -US NOTARY (1-800-876-6827) Item #5907
EXHIBIT "A"
LEGAL DESCRIPTION OF PROPERTY
TRACT NO. 54057-4
A PORTION OF LOT 6 OF TRACT NO. 62150, IN THE CITY OF AZUSA, COUNTY
OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK
1311, PAGES 28 THROUGH 50, INCLUSIVE, OF MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY.
ORANGEMMARTMEZ03457. ] 17
EXHIBIT "B"
LIST OF PUBLIC IMPROVEMENTS
TRACT NO. 54057-4
ORANGEWMARTINEZ\33457. ] 18
I
Tract 54057-04 Rosedale Magnolia
Sewers
House laterals
Total
Unit
If
Units
Bond
8" VCP
Streets
Quantites
Price
$
90,345.00
Estimate
$
AC
1326
$
55.00
Tons
$
72,930.00
Base
2456
$
40.00
Tons
$
98,240.00
C&G
3635
$.
25.00
LF
$
90,875.00
Street Lights
13
$
1,500.00
EACH
$
19,500.00
Concrete Pavement
3935
$
5.00
SQ FT
$
19,675.00
Curb Ramps
9
$
1,500.00
each
$
13,500.00
Sidewalk
17800
$
3.50
sq ft
$
62,300.00
Misc items
10%
$ 80,569.25
Bond amount
10%
$
41,891 11
total
$ 886,261.77
$
418,911.11
Storm Drains
If
18" RCP
117
$
58.00
If
$
6,786.00
24" RCP
764
$
82.00
If
$
62,648.00
30' RCP
$
110.00
If
$
-
36' RCP
$
140.00
If
$
42" RCP
$
156.00
If
$
-
54" RCP
$
250.00
If
$
-
60" RCP
$
300.00
If
$
-
Other RCP
$
320.00
If
$
-
Manholes
4
$
3,000.00
each
$
12,000.00
Junction Structures
$
1,000.00
each
$
-
Catch Basins
5
$
3,500.00
each
$
17,500.00
Catch Basins/grates
$
4,000.00
each
$
-
Misc items
10%
$
10,992.67
$
109,926.67
Sewers
House laterals
1221 $
30.00
If
$
36,630.00
8" VCP
1585 $
57.00
If
$
90,345.00
10" VCP
$
61.00
If
$
-
12" VCP
$
70.00
If
$
-
Manholes
9 $
3,000.00
each
$
27,000.00
Misc items
4
$
1.000.00
5% $
8,103.95
Fire Hydrants
$
2.000.00
$
162,078.95
Water
8" DIP
799
$
43.00
If
$ 34,357.00
12" DIP
928
$
60.00
If
$ 55,680.00
16" DIP
$
70.00
If
$ -
12" Valves
3
$
3.000.00
each
$ 9,000.00
8" Valves
2
$
3.000.00
each
$ 6,000.00
Thrust Blocks
4
$
1.000.00
each
$ 4,000.00
Fire Hydrants
$
2.000.00
each
$ -
Misc items
5%
$ 5,738.79
$ 114,775.79
Grand Total est
$ 805,692.51
Contingency
10%
$ 80,569.25
Bond amount
$ 886,261.77
2J
EXHIBIT "C"
SURETY BONDS AND OTHER SECURITY
TRACT NO. 54057-4
As evidence of understanding the provisions contained in this Agreement, and of the Developer's
intent to comply with same, the Developer has submitted the below described security in the
amounts required by this Agreement, and has affixed the appropriate signatures thereto:
PERFORMANCE BOND PRINCIPAL AMOUNT: $i_430,000.00
Surety:
Attorney-in-fact:
Address:
MATERIAL AND LABOR BOND PRINCIPAL AMOUNT: $ 430 000.00
Surety:
Attorney-in-fact:
Address:
CASH MONUMENT SECURITY: $ ] 5x000.00
Amount deposited per Cash Receipt No. Date:
ORANGEWMARTINEZU 3457. 1 19
21
BOND NO. PB03010401550
INITIAL PREMIUM: $8.6001 Two (2) Years
SUBJECT TO RENEWAL
CITY OF AZUSA
TRACT MAP NO. 54057-4 IMPROVEMENTS
PERFORMANCE BOND
KNOW ALL MEDT BY THESE PRESENTS:
WHEREAS the City of Azusa, California ("City") and Rosedale Land Partners XX_ LLC
("Principal"), have executed an agreement for work consisting of, but not limited to, the furnishing all
labor, materials, tools, equipment, services, and incidentals for all grading, roads, paving, curbs and
gutters, pathways, storm drains, sanitary sewers, utilities, drainage facilities, traffic controls,
landscaping, street lights, and all other required facilities for Tract Map No. 54057-4 ("Public
Improvements");
WHEREAS, the Public Improvements to be performed by Principal are more
particularly set forth in that certain Agreement for Completion of Pubic Improvements dated
, 2014 ("Improvement Agreement");
WHEREAS, the Improvement Agreement is hereby referred to and incorporated herein
by reference; and
WHEREAS. Principal is required by the Improvement Agreement to provide a good and
sufficient bond for performance of the Improvement Agreement, and to guarantee and warranty the
Public Improvements constructed thereunder.
NOW, THEREFORE, Principal and Philadelphia Indezj ? Insurance Com any
("Surety"), a corporation organized and existing under the laws of the State of Pennsylvania, and duly
authorized to transact business under the lam=s of the State of California, are held and firmly bound unto
City in the sum of Four Hundred Thirty Thousand and no/100 dollars ($430.000.:00), said sum being
not less than one hundred percent (100%) of the total cost of the Public Improvements as set forth in
the Improvement Agreement, we bind ourselves, our heirs, executors and administrators, successors
and assigns, jointly and severally, firmly by these presents.
THE CONDITION OF THIS OBLIGATION is such, that if Principal, his or its heirs,
executors, administrators; successors or assigns, shall in all things stand to and abide by, and well and
truly keep and perform the covenants, conditions, agreements, guarantees, and warranties in the
Improvement Agreement and any alteration thereof made as therein provided, to be kept and performed
at the time and in the manner therein specified and in all respects according to their intent and meaning,
and to indemnify and save harmless City; its officers, employees, and agents, as stipulated in the
Improvement Agreement, then this obligation shall become null and void; otherwise it shall be and
remain in full force and effect.
ORANGE\MMARTINED3 3457. 11
Performance Bond No. PB03010401550
Page Two (2)
As part of the obligation secured hereby, and in addition to the face amount specified
therefore, there shall be included costs and reasonable expenses and fees, including reasonable
attorney's fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and
included in any judgment rendered.
Surety, for value received, hereby stipulates and agrees that no change, extension of
time, alteration, or addition to the terms of the Improvement Agreement, or to any plans, profiles, and
specifications related thereto, or to the Public Improvements to be constructed thereunder, shall in any
way affect its obligations on this bond, and it does hereby waive notice of any such change, extension
of time, alteration, or addition.
This bond is executed and filed to comply with Section 66499 et seg. of the Government
Code of California as security for performance of the Improvement Agreement and security for the one-
year guarantee and warranty of the Public Improvements.
IN WITNESS WHEREOF, the seal and signature of the Principal is hereto affixed, and
the corporate seal and the name of the Surety is hereto affixed and attested by its duly authorized
Attorney -in -Fact at Irvine. California, this l 0th day of September, 2014.
Rosedale Land Partners II. LLC
Principa
By. - -
T*Mwpd�= G.f=6
(print name)
Philadelphia indemnity Insurance Comnanv
NOTE: APPROPRIATE NOTARIAL ACKNOWLEDGMENTS OF EXECUTION BY
PRINCIPAL AND SURETY, AND A COPY OF THE POWER OF ATTORNEY
TO LOCAL REPRESENTATIVES OF THE BONDING COMPANY MUST BE
ATTACHED TO THIS BOND.
oRANGE%o,. A TINEz',33457. 12
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
CIVIL CODE § 1189
State of California
County of
On AvrdUl,j,before me, T r�t�}C► r.,CS�� �DTeQy �7C�IE�
Date Name and Title of the Officer
personally appeared 0_;,6A` W0,d
Name(s) of Signer(s)
PATRICIA ALEXIS HANSON
"- Commission # 2063319
tea: N Notary Public - California
Orange County r
My Comm. Expires May 2, 2018
who proved to me on the asis of satisfactory
evidence to be the personX whose name�aris/are-
subscribed to the within instrument and acknowledged
to me that he/sfheAhey executed the same in
his/;c"'�rr`[;& authorized capacity(tes�- and that by
his/her 4hei•K signature(.%" on the instrument the
person( or the entity upon behalf of which the
personacted, 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 seal.
Place Notary Seal Above Signature:
Signature of Notary Public
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fraudulent reattachment of this form to an unintended document.
Description of Attached Document
Title or Type of Document:
Number of Pages:
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Signer's Name:
❑ Corporate Officer — Title(s):
[]Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
6 •a✓ •ev •:� •r [•use. •��y -+/:•+�:�y.5'r/9:r/4•�.' _r;tiv •ai •:i •e. •vi �; v..-:f:-:r�.:ua::i •H�
NationalC 2013 •tary Associationwww.NationalNotary.org i --800-876-6827)
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of Orange
On—SEP 1 0 2014 before me, Michelle Haase, Notary, Public
Date ' Here Inserl Name ang Tice of the Plrwer
personally appeared Janina Monroe
MICHELLEHAASE
Commission # 19f36148
Notary Public - California s
Z • Orange County
M Comm. Ex m& Au 22, 2016
Name(s) of
who proved to me on the basis of satisfactory evidence to
be the personN whose name% is/NX subscribed to the
within instrument and acknowledged to me that
WsheAft executed the same in tiUVherlijEkr authorized
capacityXK), and that by */her/M4 signature{ on the
instrument the personN, or the entity upon behalf of
which the person% 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 seal.
Signature ell" 1
Place Notary seal Above �p p 60,01ure of Ift Public
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and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date:
Signer(s) Other Than Named Above:
Capacityfies) Claimed by Signer(s)
Signer's Name:
Individual
❑ Corporate Officer — Title(s): _
❑ Partner — ❑ Limited ❑ General
❑ Attorney in Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
AIG4TT+4UfdBPii1NT
OF s •ri;=Ft
lop ol • here
Number of Pages:
Signer's Name,
❑ Individual
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Attorney in Fact
❑ Trustee
D. Guardian or Conservator
Other
Signer Is Representing:
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02007 National Notary Association- 5350 De Soto Ave., P.O-Bax 2402 • Chatsworth, CA 91 31 3-2402 • www.NatonaiNctaryore Item 46907 Reorder. Cal]Toll-Free 1-8OD-876$6_7
1571
PHILADELPHIA INDEMNITY INSURANCE COMPANY
231 St. Asaph's Rd., Suite 100
Bala Cynwyd, PA 19004-0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS: that PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and
existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint: JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J.
NOONAN AND MICHELLE HAASE OF LOCKTON COMPANIES, LLC
Its true and lawful Attorney(s) in fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings
obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed 325,000,000.0
This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of
PHILADELPHIA INDEMNITY INSURANCE COMPANY at a meeting duly called the 1" day of July, 2011,
RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the
Company to: (1) Appoint Attomey(s) in Fact and authorize the Attorney(s) in Fact to
execute on behalf of the Company bonds and undertakings, contracts of indemnity and
other writings obligatory in the nature thereof and to attach the seal of the Company
thereto; and (2) to remove, at any time, any such Attorney -in -Fact and revoke the
authority given. And, be it
FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any
such Power of Attorney or certificate relating thereto by facsimile, and any such Power of
Attorney so executed and certified by facsimile signatures and facsimile seal shall be
valid and biding upon the Company in the future with the respect to any bond or
undertaking to which it is attached,
IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND
ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 7TH DAY OF FEBRUARY 2013.
if, .. .//yKerr • =G=fy
(Seal)
etr-ll`�09
Robert D. O'Leary Jr_, President & CEO
Philadelphia Indemnity Insurance Company
On this 7" day of February 2013, before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that
he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the
Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed,
NOTA ifA15EAL
DAN ELLEPORATH. Nafwy PubLC
1 -o -W F, 7 Monlgo. Col
kAy Canr+&W Eym' Matth 243
Notary Public:
residing at:
(Notary Seal)
My commission expires:
Bala Cynwyd_ PA
March 22 2016
I, Craig P, Keller, Executive Vice President, Chief Financial Officer and Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do herby certify that
the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto are true and correct and are still in full force and effect, I do
further certify that Robert D. O'Leary Jr., who executed the Power of Attorney as President, was on the date of execution of the attached Power of Attorney the duly
elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY,
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this day of SEP I_ 0-_2014 20
Y .ti y Craig P, Keller, Executive Vice President, Chief Financial Officer & Secretary
i:r.' i •' s:' PHILADELPHIA INDEMNITY INSURANCE COMPANY
51,
.n1.H
BOND NO. PB03010401550
INITIAL PREMIUM: is included in Performance Bond
CITY OF AZUSA
TRACT MAP IMPROVEMENTS
LABOR AND MATERIAL BOND
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS the Ci-hy of Azusa, California ("City") and Rosedale Land Partners Il. LLC
("Principal"), have executed an agreement for work consisting of, but not limited to, the furnishing all
labor, materials, tools, equipment, services, and incidentals for all grading, roads, paving, curbs and
gutters, pathways, storm drains, sanitary sewers, utilities, drainage facilities, traffic controls,
landscaping, street lights, and all other required facilities for Tract Map No. 54057-4 ("Public
Improvements");
WHEREAS, the Public Improvements to be performed by Principal are more
particularly set forth in that certain Agreement for Completion of Pubic Improvements dated
, 2013 ("Improvement Agreement");
WHEREAS, the Improvement Agreement is hereby referred to and incorporated herein
by reference; and
WHEREAS, Principal is required to furnish a bond in connection with the Improvement
Agreement providing that if Principal or any of its subcontractors shall fail to pay for any materials,
provisions, or other supplies, or terms used in, upon, for, or about the performance of the Public
Improvements, or for any work or labor done thereon of any kind, or for amounts due under the
provisions of Title 15 (commencing with section 3082) of Part 4 of Division 3 of the California Civil
Code, with respect to such work or labor, that the Surety on this bond will pay the same together with a
reasonable attorney's fee in case suit is brought on the bond.
NOW, THEREFORE, Principal and Philadelphia Indemmh.- Insurance Company
("Surety"), a corporation organized and existing under the laves of the State of Pennsylvania. and duly
authorized to transact business under the laves of the State of California, are held and firmly bound unto
City and to any and all material men, persons, companies or corporations furnishing materials,
provisions, and other supplies used in, upon, for or about the performance of the Public Improvements,
and all persons, companies or corporations renting or hiring teams, or implements or machinery, for or
contributing to the Public Improvements to be done, and all persons performing work or labor upon the
same and allpersons supplying both work and materials as aforesaid excepting the Principal, the sum
of Four Hundred. Thirty Thousand and noll00 DOLLARS,(�430A00.00�, said sum being not less than
100% of the total cost of the Public Improvements under the terms of the Improvement Agreement, we
bind ourselves, our heirs, executors and administrators, successors and assigns jointly and severally,
firmly by these presents.
ORAN GE\MMARTINED3 34 5 7. 13
Payment Bond No. PB03010401550 3
Page Two (2)
THE CONDITION OF THIS OBLIGATION IS SUCH that if the Principal, his or its
subcontractors, heirs, executors, administrators, successors, or assigns, shall fail to pay for any
materials, provisions, or other supplies or machinery used in, upon, for or about the performance of the
Public Improvements, or for work or labor thereon of any kind, or fail to pay any of the persons named
in California Civil Code Section 3181, or amounts due under the Unemployment Insurance Code with
respect to work or labor performed by any such claimant, or for any amounts required to be deducted,
withheld, and paid over to the Employment Development Department from the wages of employees of
the contractor and his subcontractors pursuant to Section 13020 of the Unemployment Insurance Code
with respect to such work and labor, and all other applicable laws of the State of California and rules
and regulations of its agencies, then said Surety will pay the same in or to an amount not exceeding the
sum specified herein.
As part of the obligation secured hereby, and in addition to the face amount specified
therefore, there shall be included costs and reasonable expenses and fees, including reasonable
attorney's fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and
included in any judgment rendered.
This bond is executed and filed to comply with Section 66499 et sem. of the California
Government Code as security for payment to contractors, subcontractors, and persons furnishing labor,
materials, or equipment for construction of the Public Improvements or performance of the
Improvement Agreement. It is hereby expressly stipulated and agreed that this bond shall inure to the
benefit of any and all persons, companies, and corporations entitled to file claims under Title 15
(commencing with Section 3082) of Part 4 of Division 3 of the California Civil Code, so as to give a
right of action to them or their assigns in any suit brought upon this bond.
Surety, for value received, hereby stipulates and agrees that no change, extension of
time, alteration, or addition to the terms of the Improvement Agreement, or to any plans, profiles; and
specifications related thereto, or to the Public Improvements to be constructed thereunder, shall in any
way affect its obligations on this bond, and it does hereby waive notice of any such change, extension
of time, alteration, or addition.
ORANGE\MMARTDNED3 34 57. 14
31
Payment Bond No. PB03010401550
Page Three (3)
IN WITNESS WHEREOF, the seal and signature of the Principal is hereto affixed, and
the corporate seal and the name of the Surety is hereto affixed and attested by its duly authorized
Attorney -in -Fact at Irvine. California. this 10th day of September, 2014.
Rosedale Land Partners II, LLC PHIadel.Dhia Lndenuiity Insurance
Prinei alb Sure i
By: By:
RN
3>^-4%Vg - c; ewj4NdJ 7 Monroe, Attoi
(print name) (print name)
NOTE: APPROPRIATE NOTARIAL ACKNOWLEDGMENTS OF EXECUTION BY
PRINCIPAL AND SURETY, AND A COPY OF THE POWER OF ATTORNEY
TO LOCAL REPRESENTATIVES OF THE BONDING COMPANY MUST BE
ATTACHED TO THIS BOND.
ORANGEVvDv TINEZ\3 34 57. 15
M
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
CIVIL CODE § 1159
State of California
County of 6°�
On -/),.,der q_. before me, ._.. • dzX t- J IVDA. "o&rte ,
Date Name and Title of the Officer
r
personally appeared
Name(s) of Signer(s)
PATRICIA ALEXIS HANsoN
Commission # 2063319
Notary Public -California b
s Orange County
My Comm. Expires May 2. 2018
who proved to me on the basis of satisfactory
evidence to be the personWwhose name(s)- is/are
subscribed to the within instrument and acl�nowledged
to me that he/sige/they executed the same in
his/heraheir- authorized capacity(ieo, and that by
his/4er,Lt# signature on the instrument the
person(;3 , or the entity upon behalf of which the
person 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 band and official seal. �f
Place Notary Seal Above Signature: �JJ'
Signature of Notary Public
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fraudulent reattachment of this form to an unintended document.
Description of Attached Document
Title or Type of Document.
Document Date:
Number of Pages: Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
❑ Corporate Officer — Title(s):
[]Partner — []Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of Orange
On. _ SLP 1 0 before me, Michelle Plaase, N2mD, Public
Date He* Irserl Name ano Me of irie of€ick
personally appeared Janina Monroe
MICHELLE HAASE
Commission # 1986148
aNotary Public - California z
Z w -
Z ' Orange County
M Comm. Ex irss Aug22, 2016 �.
Name(s) of
who proved to me on the basis of satisfactory evidence to
be the person(N whose name% is/.W subscribed to the
within instrument and acknowledged to me that
i*/she/ter ,y executed the same in it `her/tkkr authorized
capacity! ), and that by */her/% it signature( on the
instrument the personX, or the entity upon behalf of
which the personoo acted, executed the instrument.
1 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 seal.
Signature
Place Notary Seal Above SIQneMa of i401Rry Public.
OPTIONAL
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and could prevent fraudulent removal and reattachment of this form to another document -
Description of Attached Document
Title or Type of Document:
Document Date:
Signer(s) Other Than Named Above:
Capacityfies) Claimed by Signer(s)
Signer's Name:
❑ individual
❑ Corporate Officer — Title(s): _
❑ Partner — ❑ Limited ❑ General
❑ Attorney in Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
lit WTHuMBPRINT
DFsx;NER
lop al thumb her
Number of Pages:
Signer's Name:
❑ Individual
❑ Corporate Officer — T-itle(s):
❑ Partner — ❑ Limited ❑ General
❑ Attorney in Fact
❑ Trustee
D. Guardian or Conservator
❑ Other:
Signer Is Representing:
l-
�:T- of thumb here
I
02007 National Notary Association • 9350 De Soto Ave_, P.O. Box 2402 •Chatsworth, CA 91313-24022 -Wry .NationalNotaryorg Item 45907 Reorder -calf Toll -Ree 1-EIOD-876-MV
1572
PHILADELPHIA INDEMNITY INSURANCE COMPANY
231 St, Asaph's Rd., Suite 100
Bala Cynwyd, PA 19004-0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS: that PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and
existing under the laws of the Commonwealth of Pemisylvania, does hereby constitute and appoint: JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J_
NOONAN AND MICHELLE HAASE OF LOCKTON COMPANIES, LLC
Its true and lawful Attorney(s) in fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings
obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed S25 000 000.00
This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of
PHILADELPHIA INDEMNITY INSURANCE COMPANY at a meeting duly called the I s` day of July, 201 I..
RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the
Company to: (1) Appoint Attorney(s) in Fact and authorize the Attorney(s) in Fact to
execute on behalf of the Company bonds and undertakings, contracts of indemnity and
other writings obligatory in the nature thereof and to attach the seal of the Company
thereto; and (2) to remove, at any time, any such Attorney -in -Fact and revoke the
authority given. And, be it
FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any
such Power of Attorney or certificate relating thereto by facsimile, and any such Power of
Attorney so executed and certified by facsimile signatures and facsimile seal shall be
valid and biding upon the Company in the future with the respect to any bond or
undertaking to which it is attached.
IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND
ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 7 T1 DAY OF FEBRUARY 2013.
V ••Y
(Seal)
Robert D. O'Leary Jr., President & CEO
Philadelphia Indemnity Insurance Company
6
On this 7b day of February 2013, before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that
he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the
Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed,.
"'" YL
tQQTARIAL S AL
DANIFiLE PQ1IATH, Notary PW&
Levu Mctltn Twp., WntgD C
Cttrarn6sim Madi201
Notary Public;
residing at:
(Notary Seal)
My commission expires:
AA/�& fL-
Bala Cvnwvd, PA
March 22, 2016
I, Craig P. Keller, Executive Vice President, Chief Financial Officer and Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do herby certify that
the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto are true and correct and are still in full force and effect. I do
further certify that Robert D. O'Leary Jr., who executed the Power of Attomey as President, was on the date of execution of the attached Power of Attorney the duly
elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, SEP 1 4 2014
In Testimony Whereof 1 have subscribed my name and affixed the facsimile seal of each Company this day of 20
.rte.•, •1 �•'N•. Lr^�
T' _ � .,.:�Y $ Craig P. Keller, Executive Vice President, Chief Financial Officer &Secretary
�''�•, r- i PHILADELPHIA INDEMNITY INSURANCE COMPANY
Bond No. PB03010401551
Premium 53001 Two (2) Years
IINGI IJIB HNa. axu
KNOW ALL MEN BY TBESE PRESENTS:
That Rosedale Land Partners H. LLC, Subdivider, as Principal, and Philadelphia Indemnity
Insurance Company, a Corporation, as Surety, are hereby jointly and severally bound to pay to
the Cin, of Azusa. California in the sum of Fifteen Thousand and no/ 100 Dollars ($15. 000. 00).
The condition of this obligation is that whereas the Subdivider, as a condition of the filing of the
final subdivision map of City of Azusa Tract No. 54057-04, entered into an agreement with said
City, to set Survey Monuments in said tract and to pay the engineer or surveyor performing the
work, in full within 30 days after completion.
NOW. THEREFORE, if the Subdivider shall well and truly perform said agreement during the
original term thereof or any extension of said term that may be granted by the Council of the C
of Azusa, with or without notice to the Surety, this obligation shall be void, otherwise it shall
remain in full force and effect.
As a part of the obligation secured hereby and in addition to the face amount specified therefore,
there shall be included costs and reasonable expenses and fees, including reasonable attorney's
fees, incurred by City in successfully enforcing such obligation, all to be taxed as costs and
included in any judgment rendered.
The Surety hereby stipulates and agrees that no change, extension of time, alteration or addition
to the terms of the agreement or to the work to be performed thereunder or the specifications
accompanying the same shall in anywise affect its obligations on this bond, and it does hereby
waive notice of any such change, extension of time, alteration or addition to the terms of the
agreement or to the work or to the specifications.
SIGNED and SEALED this .10th day of September, 2014.
Rosedale Land Partners 11, LLC
87 : C -D(- U-05CA Q. :rnrts4w 44, L4&
VAc•+U4.. ddA+++N7n y t;FO
I�
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
CIVIL CODE § 1189
State of California
County of /�
On ��:�=rpt N� /.� .�Lr7� � before me, i'-!_+•'!� I�u�q t + , �T1 4ky Add
Date Name and Title of the Officer
personally appeared 1)422r4ZL._ 0 .9AAW&)
Name(s) of Signer(s)
PATRICIA ALEXIS HANSON
Commission # 2063319 iZ
Notary Public - California z
x Orange County
My Comm- Expires Nay 2, 2018'.
who proved to me on the basis of satisfactory
evidence to be the person(z)" whose name(s)' is/are,
subscribed to the within instrument and acknowledged
to me that he/&heA49ey executed the same in
his/he+Jtt;eir_ authorized capacity(4o4 and that by
his/ha+/#4r signatur59 on the instrument the
person4,s< or the entity upon behalf of which the
personp) 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 seal.
Place Notary Seal Above Signature: /�y-r�-A'�
Signature of Notary Public
OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document
Title or Type of Document:
Number of Pages:
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name:
❑ Corporate Officer — Title(s):
—.--
[]Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing.
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Individual ❑ Attorney in Fact
❑ Trustee ❑ Guardian or Conservator
❑ Other:
Signer Is Representing: -. _
0 2013 National Notary Association • www.NationalNotary.org • 1 -800 -US NOTARY (1-800-876-6827) Item #5907
7
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of Orange i
On SEP i. 0 2014 before me, Michelle Haase. Notary Public
Date - Ware Insert Name and'Mo of trig 60bi pr
personally appeared Janina Monroe
MICHELLE HAASE
Commission # 1986148
z Notary Public - California z.
2 Orange County
M comm. is iris Aug22, 2016'
01
who proved to me on the basis of satisfactory evidence to
be the personX whose name% is/N! subscribed to the
within instrument and acknowledged to me that
M,/she/OW executed the same in iA�ll`her/ttr authorized
capacity( ), and that by Ib/her/% it signature(* on the
instrument the personX, or the entity upon behalf of
which the person(* acted, executed the instrument.
1 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 seal.
Signature
Place Notary Seal Above alprlature of Wary Plsbric
OPrIONA]
Though the information below is not required by fate, it may prove valuable 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:
Document Date:
Signer(s) Other Than Named Above: ..
Capacity(ies) Claimed by Signer(s)
Signer's Name:
Individual
❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
❑ Attorney in Fact
❑ Trustee
Top of thumb here
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Number of Pages:
Signers Nal
❑ Individual
❑ Corporate Officer — Title(s): _
❑ Partner — ❑ Limited ❑ General
❑ Attorney in Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other:
Signer is Representing:
NMI
091 r
Top of thumb here
02007 National Notary AssombDn- 9350 De Soto Ave-, P0_ Box 2402 • Chatsvwrth, CA 91313-2402-www.NabonaiNoiary org Item 016907 ReorcL—. CallToll-Free 1AOD-676.6
1573
PHILADELPHIA INDEMNITY INSURANCE COMPANY
231 St, Asaph's Rd., Suite 100
Bala Cynwyd, PA 19004-0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS: that PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and
existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint: JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J.
NOONAN AND MICHELLE HAASE OF LOCKTON COMPANIES, LLC
Its true and lawful Attorney(s) in fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings
obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $25,000,000.0
This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of
PHILADELPHIA INDEMNITY INSURANCE COMPANY at a meeting duly called the 1" day of July, 2011.
RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the
Company to: (I) Appoint Attorney(s) in Fact and authorize the Attorney(s) in Fact to
execute on behalf of the Company bonds and undertakings, contracts of indemnity and
other writings obligatory in the nature thereof and to attach the seal of the Company
thereto; and (2) to remove, at any time, any such Attorney- in -Fact and revoke the
authority given. And, be it
FURTHER
RESOLVED. That the signatures of such officers and the seal of the Company may be affixed to any
such Power of Attorney or certificate relating thereto by facsimile, and any such Power of
Attorney so executed and certified by facsimile signatures and facsimile seal shall be
valid and biding upon the Company in the future with the respect to any bond or
undertaking to which it is attached.
IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND
ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 7TH DAY OF FEBRUARY 2013.
• � f4!,� Ott ` 1' . •N
(Seal) ,...••.
e0
Robert D. O'Leary Jr., President & CEO
Philadelphia Indemnity Insurance Company
On this 7°i day of February 2013, before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that
he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seat affixed to said instrument is the
Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed.
1yGL PPEN"VLVANA
NOTARiALRAL
DANIELLE RDRATH, Kdfary Pao
low MuW Tw ., Moti!qowy COMY
C+xrit�alnn MatCM 201
Notary Public:
residing at:
(Notary Seal)
My commission expires:
Bala Cynwyd_ PA
March 22. 2016
I, Craig P. Keller, Executive Vice President, Chief Financial Officer and Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do herby certify that
the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto are true and correct and are still in full force and effect I do
further certify that Robert D. O'Leary Jr., who executed the Power ofAttorney as President, was on the date of execution of the attached Power of Attomey the duly
elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY,
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this day of�� 2014 20
r� = Craig P. Keller, Executive Vice President, Chief Financial Officer & Secretarys { ry`� s = PHILADELPHIA INDEMNITY INSURANCE COMPANY
''•; ��'. F -71.x'.' :.• � 2�.