HomeMy WebLinkAboutE-08 Staff Report - Agreements for Completion of Public Improvements for Tracts 54057-4 & 54057-6 - 6-4-18APPROVED
COUNCIL MEETING
CONSENT ITEM
E-8
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
VIA: SERGIO GONZALEZ, CITY MANAGER
FROM: DANIEL BOBADILLA, P.E., DIRECTOR OF PUBLIC WORKS/CITY ENGINEER
DATE: JUNE 4, 2018
SUBJECT: APPROVE THE
IMPROVEMENTS
COMMUNITY
BACKGROUND:
AGREEMENTS FOR COMPLETION OF PUBLIC
FOR TRACTS 54057-4 AND 54057-6 IN THE ROSEDALE
The City Council approved Agreements for Completion of Public Improvements for Tracts 54057-4 and
54057-6, located in the Rosedale Community, with Rosedale Land Partners in December 2014. Tracts
54057-4 and 54057-6 have been sold to Tri Pointe Homes, Inc., who is now responsible for completing
the remaining public improvements within the respective tracts. The proposed actions exonerate the
existing Agreements for Completion of Public Improvements with Rosedale Land Partners and approve
the Agreements for Completion of Public Improvements with Tri Pointe Homes, Inc.
RECOMMENDATION:
It is recommended the City Council take the following actions:
1) Exonerate the Agreements for Completion of Public Improvements for Tracts 54057-4 and
54057-6 with Rosedale Land Partners; and
2) Approve and authorize the Director of Public Works/City Engineer to execute the attached
Agreements for Completion of Public Improvements for Tracts 54057-4 and 54057-6 with Tri
Pointe Homes, Inc.
ANALYSIS:
Tracts 54057-4 and 54057-6 are located in the Rosedale Community. Tract 54057-4 pertains to the
subdivision of 45 residential lots on Orange Blossom Way, bounded by Sierra Madre Avenue and Azusa
Veterans Way. Tract 54057-6 involves the subdivision of 7 residential lots on Juniper Ridge, north of
Sierra Madre Avenue. The original developer of both tracts was Rosedale Land Partners and has
conveyed them to a new developer, Tri Pointe Homes, Inc.
Agreements for Completion of Public Improvements — Tracts 54057-4 & 54057-6
June 4, 2018
Page 2
Agreements for the Completion of Public Improvements for Tracts 54057-4 and 54057-6 to construct
the required public improvements have been submitted by Tri Pointe Homes, Inc. The improvements are
expected to be completed in the near future and will be offered to the City for acceptance when
completed.
FISCAL IMPACT:
There is no fiscal impact associated with the recommended actions.
Prepared by:
Reviewed and Approved:
Daniel Bobadilla, P.E. Sergio Gonzalez
Director of Public Works/City Engineer City Manager
Attachment:
1) Agreement for Completion of Public Improvements — Tract 54057-4
2) Agreement for Completion of Public Improvements — Tract 54057-6
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CITY OF AZUSA, CALIFORNIA
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City Clerk
AGREEMENT FOR COMPLETION OF PUBLIC IMPROVEMENTS
PARCEL/TRACT NO. 54057-4
between
CITY OF AZUSA
a California municipal corporation
and
TRI POINTE HOMES, INC.
a Delaware corporation
A ,
AGREEMENT FOR COMPLETION OF PUBLIC IMPROVEMENTS
PARCEL/TRACT MAP NO. 54057-4 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 24th day of April, 2018 by and between the City of Azusa, a California municipal
corporation ("City") and TRI Pointe Homes, Inc, a Delaware corporation, with its principal
office located at 5 Peters Canyon, Suite 100, Irvine, CA 92606 ("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 SeMc .), 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
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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.
2.0 Public hn vements. 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
Parcel/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 -approval 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 Oualily 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
3
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.
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.
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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 providing the security required under Section 13.0 et SeMc . 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 Gradin. Developer agrees that any and all grading done or to be done in
conjunction with construction of the Public Improvements or development of Parcel/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 sec . 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 Parcel/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
5
any impact or connection fees established by City ordinance, resolution, regulation, or policy, or
as established by City relative to Parcel/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.
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 Remed • QLty 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 secl. 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.
0
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,
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 Parcel/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
7
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.
Developer's compliance with this provision (Section 13.0 et se 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 Twenty-Eight Thousand Nine Hundred
Seventy and 74/100 Dollars ($428,970.74), 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 Parcel/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 Twenty-Eight Thousand
Nine Hundred Seventy and 74/100 Dollars ($428,970.74), 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 Requirements. The surety for any surety bonds provided as
Security shall have a current A.M. Best's rating of no less than A:VIII, 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
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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 tune, alteration, or addition to the terns 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 Inco oration 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.
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 Parcel/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 Five Thousand Dollars ($5,000.00),
which sum shall not be less than one hundred percent (100"/x) 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 Parcel/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 M. 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 Iienholder 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, Ones, judgments, awards, decrees, attorneys fees, and related costs or expenses,
and the reimbursement of City, its elected officials, officers, employees, and/car 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
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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 Wipes; 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.
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 Liabil�. 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
10
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 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 Ratio . 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 Advertising. 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 Parcel/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 Authorit to Enter Aggeement. 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.
11
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.
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: Director of Public Works
DEVELOPER:
TRI Pointe Homes, Inc.
5 Peters Canyon, Suite 100
Irvine, CA 92606
Attn: Brian Ortwein
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 Assi_ vent 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
12
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 Invalid_ ity; 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.
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 Costs. 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.
13
CITY OF AZUSA
75
B ._..
Y'
(signature)
(print name)
Director of Public Works
City of Azusa
ATTE .
By:
gnature)
jj
(print name) �S
City Clerk
City of Azusa
TRI POINTE HOMES, INC.
By:
(signature)
Winn sirs
4ih��cretary
(title)
TRI POINTE HOMES, INC
BY
7, Z'
(signature}
(print name)
Rick M. Wood
Vice President - Project Manager
(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.
14
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed.the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of
Onli�I' 163 � ) i 210 M before me, �u 0- iL(A
(Insert Name of Notary Puh ir, and Title)
personally appeared
)AVI—VA'_.} , 0� I (J[ t �� � _... ._ _.
who proved to me on the basis of satisfactory evidence to be the person(s) whose
name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
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
(Seal)
NLTYs JUAREE
COMM.0 211982x2
N TNtr pU9i �c CAIiF
Los A4 ELto.FS�CO[1y11HT�
B001 rev 20160518
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Orange
On April 24, 2018
before me, _ Liz Bauer, Notary Public
(insert name and title of the officer)
personally appeared Brian Ortwein and Rick M. Wood
who proved to me on the basis of satisfactory evidence to he the person(s) whose name(s) Aare
subscribed to the within instrument and acknowledged to me that.P�/they executed the same in
bisiaer/their authorized capacity(ies), and that byJ}isi4er/their 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 my hand and official seal.
LIZ BAUER
ig MCtARY PUBLIC • CALIFORNIA
COMMISSION / 2145212 l
GRAN@E COUNTY
My Comm. Exp. March 6, 2020 ~
Signature (Seal)
EXHIBIT "A"
LEGAL DESCRIPTION OF PROPERTY
PARCEL/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 BOOOK 1311,
PAGES 28 THROUGH 50, INCLUSIVE OF MAPS IN THE OFFICE OF THE COUNTY
RECORDER OF SAID COUNTY.
15
EXHIBIT "B"
LIST OF PUBLIC IMPROVEMENTS
PARCEL/TRACT NO. 54057-4
1. Street Improvements
2. Street Lights
3. Storm Drains
4. Sanitary Sewers
5. Domestic Water Supply
6. Monumentation
*Engineer's estimate on following page
16
Tract No 5405704 Bond Estimate Review of Jeff Okamoto`s worksheet
Construction
Total
Note
Item of work
Quantity
Unit Price
Cost
1
4" AC Pavement over 8" AB
603.9
$ 90.00
$
54,351.00
1144.36
$ 30.00
$
34,330.80
2
1.5 AC Pavement Cap
305.61
$ 90.00
$
27,504.90
3
C&G type B
1615
$ 25.00
$
40,375.00
4
Sidewalk 4.5" pcc
13824
$ 3.50
$
48,384.00
5
Sidewalk 5" pcc
3908
$ 3.75
$
14,655.00
6
Driveway Approach
25
$ 2,500.00
$
62,500.00
7
Curb Ramp
9
$ 2,500.00
$
22,500.00
8
Local depression
6
$ 2,000.00
$
12,000.00
9
Street Lights
6
$ 5,800.00
$
34,800.00
Sub Total
$
351,400.70
Contingency 5%
$
17,570.04
Street Bond
$
368,970.74
Storm Drain Engineer States that the Storm Drain is installed. To verify that construction is
Complete per plan and that the construction has not been damaged Storm Drain shall be
Video taped ans the cd or tape shall be delivered to the City.
Contingency $ '20,000,00
Sewer Engineer states that the sewer has been installed per plan. To verify that
construction is complete and to standards and that damage has not occurred since
construction the sewer lines shall be video taped and the cd or tape shall be delivered
to the City.
Contingency
$ 20,000.00
Domestic Water The Engineer states that the Domestic Water has been installed.
To verify that the construction has not been damaged during the years of standby
The contractor shall provide test to prove that the lines are intact and deliver the results
to the City Light and Water Department.
Contingency $ 20,000.00
Total Bond for tract 54057-04 $ 428,970.74
EXHIBIT "C"
SURETY BONDS AND OTHER SECURITY
PARCEL/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: $428,970.74
Surety: Philadelphia Indemnity Insurance Company
Attorney-in-fact: Janina Monroe
Address: One Bala Plaza, Suite 100, Bala Cynwyd, PA 19004-0950
MATERIAL AND LABOR BOND PRINCIPAL AMOUNT: $428,970.74
Surety: Philadelphia Indemnity Insurance Company
Attorney-in-fact: Janina Monroe
Address: One Bala Plaza, Suite 100, Bala Cynwyd, PA 19004-0950
MONUMENT SECURITY: $5,000.00
Surety: Philadelphia Indemnity Insurance Company
Attorney-in-fact: Janina Monroe
Address: One Bala Plaza, Suite 100, Bala Cynwyd, PA 19004-0950
17
UINVi1XoI I L.
BOND NO. PB03010404944
INITIAL PREMIUM: $-1716 / One 1 Year
SUBJECT TO RENEWAL
CITY OF AZUSA
TRACT MAP NO. 54057-4 IMPROVEMENTS
PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS the City of Azusa, California ("City") and TRI Pointe Homes Inc.
("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- fort i in that certain Agreement for Completion of Pubic Improvements dated
2018 ("Improvement Agreement");
WHEREAS, the Improvement Agreement is hereby referred to and incorporated herein
by reference; and
WHEREAS, Principal is required by the hnprovement Agreement to provide a good and
sufficient bond for performance of the hnprovement Agreement, and to guarantee and warranty the
Public Improvements constructed thereunder.
NOW, THEREFORE, Principal and Philadelphia Indemnity Insurance Coln pan
("Surety"), a corporation organized and existing under the laws of the State of Pennsylvania, and duly
authorized to transact business under the laws of the State of California, are held and firmly bound unto
City in the sum of Four Hundred Twenty-Eigbt Thousand Nine Hundred Severity and 74/100 dollars
($428,970.74), 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
adininistrators, 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 hannless . 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.
Performance Bond No. PB03010404944
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 hnprovement 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 M. 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 23rd day of April, 2018.
TRI Pointe Hones Inc.
Principal
By:
Thomas G. Grable
DMIlm Presid"i ir,
Senior Vice President
'Attorney -in -Fact
Janina Monroe Attorne -in-Fact
(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.
CALIFORNIA ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity
of the individual who signed the document to which this certificate is attached,
and not the truthfulness, accuracy, or validity of that document.
State of California
County of
Orange
On 8PR before me, Mariana Lopez, Notary Public
ars na• nomoa ao o icer
personally appeared Janina Monroe
who proved to me on the basis of satisfactory evidence to be the persons whose
nameo) is/am subscribed to the within instrument and acknowledged to me that
im/she/thecyrexecuted the same in /her/Wx authorized capacityW), and that by
his/her/tiheiRsignature(* on the instrument the person(*, or the entity upon behalf of
which the person4) 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.
� MARIANA LOPEZ
WITNESS my hand and�0€fic l seal. NotaryPublit- California z
II r - Orange County x
Commission k 2213241
My Comm, Expires Sep 9, 2021
Lary ubll bnatura (Notary Public Seal)
ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM
—.. This form complies with current California statutes regarding notary wording and,
DESCRIPTION OF THE ATTACHED DOCUMENT f needed, should be completed and attached to the document. Acknowledgments
from other states may be completed for documents being sent to that state so long
as the wording does not require the California notary to violate California notary
law.
( i9 deechpfi n of affeehad document) . / • State and County information must be the State and County where the document
7--'t�� f ] 1 f j j �C,L a ,�%� sigocr(e) personally appeared before the notary public far acknowledgment.
JJ tS l tJ I tJ ' �, .(,1 .l [ 77 • Date of notarization must be the date that the signer(s) personally appeared which
(Tills ordesuiptfon of attached document continued) must also be the same date the acknowledgment is completed.
• The notary public must print his or her name as it appears within his or her
Number of Pages � Document Date * commission followed by a comma and thea your title (notary public).
• Print the name(s) of document signer(s) who personally appear at the time of
notarization.
CAPACITY CLAIMED BY THE SIGNER o indicate the correct singular or phral forms by crossing off incorrect forms (i.e.
El Individual (s) lie/she/t§ey- is /are ) or circling the correct forms. Failure to correctly indicate this
information may lead to rejection of document recording.
❑ Corporate Officer • The notary seal impression must be clear and photographically reproducible.
Impression must not cover text or lines. If seal impression smudges, re -seal if a
Tlt e) sufficient area permits, otherwise complete a different acknowledgment form.
❑ Partner(s) • Signature of the notary public must match the signature on file with the office of
the county clerk.
❑ Attorney -in -Fact 4• Additional. information is not required but could help to ensure this
❑ Trustee(s) acknowledgment is not misused or attached to a different document.
Other 4- Indicate title or type of attached document, number of pages and date.
❑ 0 Indicate the capacity claimed by the signer. If the claimed capacity is a
corporate officer, indicate the title (i.e. CEO, CFO, Secretary).
2015 Version www.NotaryClasses.com 800-873-9865 • Securely attach this document to the signed document with a staple.
6845
PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Plaza, 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, MICHELLE HAASE AND MARTHA BARRERAS OF LOCKTON COMPANIES, LLC its true and lawful Attorney-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 $25.000.000.00.
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 on the 140i of November, 2016.
RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the
Company: (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 binding upon the Company in the future with 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 27TH DAY OF OCTOBER, 2017.
M4kSi N+I1 lM�R
aq it.:x�
(Seal) .....
Robert D. O'Leary Jr., President & CEO
Philadelphia Indemnity Insurance Company
On this 27s day of October, 2017, 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.
N
Mo�qu, Kepp.Idp�pyp,py Notary Public:
+e.errnnncnl.p., ue�xpon,erycvr+h
F�YCvnmu be�F..ry'.. 5.1071
residing at:
(Notary Seal)
My commission expires:
e! I1F'LrP11,E'''�
25 2021
I, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do hereby certify that the foregoing resolution of the Board of
Directors and the Power. of Attorney issued pursuant thereto on the 27h day of October, 2017 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 Ay the duly elected President
of PHILADELPHIA INDEMNITY INSURANCE COMPANY. APR� o � x_61.8
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this day of
,p� 4��rl�iti��"•,s
j _ �sM�• ••'.rp i
Edward Sayago, Corporate Secretary
PHILADELPHIA INDEMNITY INSURANCE COMPANY
20
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Orange
On April 24, 2018
before me Liz Bauer, Notary Public
(insert name and title of the officer)
personally appeared Thomas G. Grable
who proved to me on the basis of satisfactory evidence to be the persons) whose name(&) is/ate-
subscribed to the within instrument and acknowledged to me that he/shefthey executed the same in
hisjbvsr/their authorized capacity�ietsdf, and that by his/her/thcq signaturets)-on the instrument the
person,K,, 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 my hand and official seal
Signature
6R"'o
LiZ 9AUER
NOTARY PUBLIC - CALIFORNIACOMMISSION 0 V46212ORANGE CauNTY My Comm. Exp. Marsh a, 2040
(Seal)
I'Y.I lila 1-1
BOND NO. PB03010404944
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 City of Azusa, California ("City") and TRI Pointe Hones Inc.
("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
2 , 2018 ("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 Indemnity Insurance Company
("Surety"), a corporation organized and existing under the laws of the State of Pennsylvania, and duly
authorized to transact business under the laws 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 all persons supplying both work and materials as aforesaid excepting the Principal, the sum of
Four Hundred Twent -Ei ht Thousand Nine Hundred Sevenly and 74/100 DOLLARS, ($428,970.74),
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, finnly by these presents.
Payment Bond No. PB03010404944
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 mined 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 M. 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 thein
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.
Payment Bond No. PB03010404944
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 Irviat,, California, this 23rd day of April, 2018.
TRI Pointe Homes, Inc. PhiladeI hi nden-m nsurance Comp'-111
Principal Su OL
By:
iia esiderrt Attorney -in -Fact
Th0Mg*-G_GraWe _ Janina Monroe, Attorney -in -Fact
DivW rt Presjd6Mut8mwWern CaRkwoli/ (print name)
Senior Vies President
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.
CALIFORNIA ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity
of the individual who signed the document to which this certificate is attached,
and not the truthfulness, accuracy, or validity of that document.
State of California
County of Orange
On APR 2 3 2018 before me, Mariana Lopez, Notary Public
via Infmr name tind tino or e ❑ cvr
personally appeared Janina Monroe r
who proved to me on the basis of satisfactory evidence to be the persons whose
name is/arc subscribed to the within instrument and acknowledged to me that
JW/she/ttx*executed the same in her/it &authorized capacityW), and that by
his/her/RwAKsignature(e) on the instrument the person(*, or the entity upon behalf of
which the persono) 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.
LryublISKISIgn
my h nd andofficial seal. _ MARIANA LOPEZ
NotaryPublic-untFornia >
Z 's!;•.`! y Orange County >
• 4 Commission S 2213241
My Comm. Expires Sep 9, 2021
Nature(Nota ublfc Seal)
ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM
This form complier with current California statures regarding notary wording and,
DESCRIPTION OF THE ATTACHED DOCUMENT if needed should be completed and attached to the document. Acknowledgments
- from other states may be completed for documena being sent to rharstate so long
1� as she wording does not require the California notary to vlalare Callfarnia notary
law,
(me �rd � of dW dowm eno � • State and County information must be the State and County where the document
Ysiper(s) personally appeared before the notary public for acknowledgment.
• Date of notarization must be the date that the signer(s) personally appamd which
(Title or desaiptlon of ottsidied domment wdnued) must also be the same date the acknowledgment is completed.
g -�7 Dtxument Dafe to23The notary public must print his or her name as it appears within his or her
Number of Pa esoomrniseion followed by a comma and then your title (notary public).
• Print the names) of document signer(s) who personally appear at the time of
notarization.
CAPACITY CLAIMED BY THE SIGNER • lodieste the correct singular or plural forms by crossing off incorrect fbrms (i.e.
❑ Individual(a)WshddwA- is fere ) or circling the correct forms. Failure to correctly indicate this
information may lead to rejection of document recording.
❑ Corporate Officer e The notary seal impression must be clear and photographically reproducible,
Impression must not cover text or lines. If sea[ impression smudges, te•sed if a
(Title) sufficient arca permits, otherwise complete a dif€erent admowledgment form.
❑ Partner(s) • Signature of the notary public must match the signature on file with the office of
the county clerk.
❑ Attorney -in -Fact & Additional information is not required but could kelp to ensure this
❑ Trustee(s) acknowledgment is net misused or attached to a different document.
❑ Other Indicate title or type of attached document, number of pages and date.
Indicate the capacity claimed by the signer. If the claimed capacity is a
corporate officer, indicate the title (i.e. CEO, CFO, Secretary).
2015 Version www.NotaryClasses.com 800-873-9865 • Securely attach this document to the signed document with a staple.
6846
PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Plaza, 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 or Pennsylvania, does hereby constitute and appoint 3ANINA MONROE, 'THOMAS G. MCCALL. TIMOTHY J.
NOONAN, MICHELLE HAASE AND MARTHA BARRE-RAS OF LOCKTON COMPANIES. LLC its true and lawful Attorney-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 525.000.000.00.
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 on the 14'h of November, 2016.
RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the
Company: (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 of7ieers 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 binding upon the Company in the future with 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 27TH DAY OF OCTOBER, 2017.
.i>:..v n
WTI 1,
f ...............
p
"'-
g3,
Edward Sayago, Corporate Secretary
Fk. �yF r�r
.
PHILADELPHIA INDEMNITY INSURANCE COMPANY
s q a �4
(Seal) "^""
Robert D. O'Leary Jr., President & CEO
Philadelphia Indemnity Insurance Company
On this 27s day of October, 2017, 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.
Nar�nursu
LenMc-�W1nr.en� Nota Public:
F1 CeTmHlpn2Eo
�"1111411
v�y Ceunry Notary
Y n ptrEi Syq }d,1Q71
residing at:
(Notary Seal)
My commission expires:
Bale �ci< PA
Septqmbei-25-202j-
I, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do hereby certify that the foregoing resolution of the Board of
Directors and the Power of Attorney issued pursuant thereto on the 27h day of October, 2017 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,
APR 2 3 2018
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this day of , 20
WTI 1,
"'-
g3,
Edward Sayago, Corporate Secretary
Fk. �yF r�r
.
PHILADELPHIA INDEMNITY INSURANCE COMPANY
s q a �4
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Orange
On April 24, 2018 before me, Liz Bauer, Notary Public
(insert name and title of the officer)
personally appeared Thomas G. Grable
who proved to me on the basis of satisfactory evidence to be the person(( whose name(&) is/ar-e-
subscribed to the within instrument and acknowledged to me that he/s#e/lhey executed the same in
his/herLth& authorized capacitykes`)', and that by his/I/ttleirsignature(*on the instrument the
person,(, 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.
'LI; BAUER
NOTARY PUBLIC - CALIFORNIA
a COMMISSION * 2145212
ORANGE COUNTY
My Comm. Exp. March 5, 4020
Signature (Seal)
'['nY111(!I I V
Bond No. PB03010404945
Premium $1001 One (1) Year
MONUMENT BOND
KNOW ALL MEN BY THESE PRESENTS:
That TRI Pointe: Homes, Inc., Subdivider, as Principal, and Philadelphia Indemnity_ Insurance
Company, a Corporation, as Surety, are hereby jointly and severally bound to pay to the City 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. 54057-4, 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 City
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 23rd day of April, 2018.
TRI Pointe Homes, Inc.
BY:
Brian Ortwein
Assistant Secretary
Philadelphia Indemnity Insurance Company
CALIFORNIA ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity
of the individual who signed the document to which this certificate is attached,
and not the truthfulness, accuracy, or validity of that document.
State of California
County of Orange }
On APR 2 3 2018
before me, Mariana Lopez, Notary Public
(11 r
Of0 I rpawt naRW B rkd tAle of 1ho 8 C6f
personally appeared Janina Monroe
who proved to me on the basis of satisfactory evidence to be the personm) whose
name(o is/an subscribed to the within instrument and acknowledged to me that
lm/she/fliecyrexecuted the same in */her/##&authorized capacity"tf), and that by
lois/her/tiheixsignature(e) on the instrument the person(*, or the entity upon behalf of
which the persons) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITN SS hand and offlCla seal. MARIANA LOPEZ
m
a y Notary Public - California
� � '�'i,.�• Orange County
Commission B 2213241
My Comm. Expires Sep 9, 2021
Notary ublf gnature � (Notary Public Seel)
ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM
Thls farm complies with current California statures regarding notary wording and
DESCRIPTION OF THE ATTACHED DOCUMENT lfneeded..should he conrplered and attachedrn the document. Acknowledgments
from oilier stares may be completed for documenCr being Beni to shot .state so fang
�] as the mvrding does not require the California notary to violate California norory
t law
(ft ordemAptlon of attached document • State and County information must he tate Stato and County where the document
f�}��% ��� �f� signsr(s) personal 1Y appeared before fiat notary public for aakaowfodgment.
t/ ! I • Date of notarization must be the date that the signers) personally appeared which
Mile or description of attedred document continued) must also be the same date the acknowledgment ie completed.
% • The notary public must print his or her name as it appears within his or her
Number of Pages Document pate a,_i R commission followed by a comma and then your title (notary public).
• Print the nome(s) of document signer(s) who personally appear at the time of
notarization.
CAPACITY CLAIMED BY THE SIGNER • indicale the correct aingtdar or plural forms by crossing off incorrect forms (i. c.
laeJahettltey is lane ) or circling the correct forms. Failure to correctly indicate this
❑ Individual (s) information may lead to rejection of document recording.
❑ Corporate Officer • The notary seal impression must be clear and photographically reproducible.
impression mitst not cover text or Iincs. If seat impression smudges, re -seal if a
(Title) sufficient area permits, otherwise complete a different acknowledgment form.
❑ Partner(s) • Signature of the notary public must match the signature on file with the office of
❑ Attorney -Int -Fact the county clerk.
y Additional information is not required but could help to ensure this
❑ Trustee(s) acl nawiedgncot is not misused or attached to a different document.
Other C Indicate tit le. or type of attached document, number of pages and date.
❑ �:• Indicate the rapacity claimed by the, signer. If the claimed capacity is a
corporate officer, indicate the tale (i.e. CEO, CFO, Secretary).
2015 Version www.NotaryC[asses.com 800-873-9865 • Securely attach this document to the signed document with a staple.
6847
PHILADELPHIA INDEMNITY INSURANCE COMPANY
One Bala Plaza, 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, MICHELLE HAASE AND MARTHA BARRERAS OF LOCKTON COMPANIES, LLC its true and lawful Attomey-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 MA00.000.00.
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 on the 14'h of November, 2016.
RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the
Company: (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 binding upon the Company in the future with 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 2f" DAY OF OCTOBER, 2017.
c V mi i , a
(Seal)
Robert D. O'Leary Jr., President & CEO
Philadelphia Indemnity Insurance Company
On this 270i day of October, 2017, 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.
u
rror �
Nota Public:
n'
e�rcaMm�..a�e�pa., srot ra�ar
residing at:
(Notary Seal)
My commission expires:
Scntcntker 25. 2021
I, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do hereby certify that the foregoing resolution of the Board of
Directors and the Power of Attorney issued pursuant thereto on the 27h day of October, 2017 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. APR R p p 01
p
D 2 3 2
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this day of �L 10, 20
_ � r'drrcr�rr ' •. p s
: VSs{
n ` 927 ! " Edward Sayago, Corporate Secretary
`?'.�'ti}•,+r:' t PHILADELPHIA INDEMNITY INSURANCE COMPANY
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of California
County of Orange
On April 24, 2018
before me, Liz Bauer, Notary Public
(insert name and title of the officer)
personally appeared Brian Ortwein
who proved tome on the basis of satisfactory evidence to be the person (sywhose name( is/ere
subscribed to the within instrument and acknowledged to me that he/sem/they-executed the same in
his/.be1'/th& authorized capacityW, and that by his/hw/tbeir signature.(E jFon the instrument the
person,(, or the entity upon behalf of which the person-"cted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
Daraaraoh is true and correct.
WITNESS my hand and official seal
Signature
LIZ SAUER
XiDTARY PUBLIC • CALIPOHHIA
CommIsSION * 2145211
ORANGE COUNTY
4 ' My Comm. Exp. Merch 6, 2020
(Seal)