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HomeMy WebLinkAbout2003-004 Castlerock Develop. Meadows Performance Agmt. AGREEMENT FOR ADVANCE OF FUNDS (City Staff and Consultant Services) Oak Ridge Estates at 3F Meadows Resolution No. Planning Project No. -_- Project Name: Oak Ridge Estates at 3F Meadows Castlerock Development, a California Corporation (hereafter the "Developer"), has requested the assistance of the City of Atascadero, a municipal corporation ("the City"), in the formation of a road maintenance assessment district for the Oak Ridge Estates at 3F Meadows project within the City, more particularly described in Exhibit "A". The proposed assessment district is referred to herein as the "Oak Ridge Estates Road Maintenance Assessment District No. 1" or the "District." The purpose of the proposed District is for the maintenance, repair and replacement of"public improvements" related to the roadways within the project as defined in Exhibit`B." In order to proceed with the implementation of the District, the City requires the Developer to provide funds to pay the cost of City staff time and consultants' fees and expenses incurred in implementing the identified Scope of Services ("Scope") required to achieve formation of the District as defined in Exhibit "C." To that end, the Developer and the City hereby agree as follows: 1. Advance of Funds; Deposit of Funds. The Developer shall, upon execution of this Agreement by all parties, advance to the City the sum of$12,000 (Twelve Thousand dollars) to fund the work, as estimated within the Scope. The City shall deposit the advanced funds into a segregated account. 2. Disbursement of Funds. The City shall have sole discretion as to the disbursement of the funds, limited only to the provisions of this Agreement. The Developer shall have access at all times,with reasonable notice,to accounting records related to billable costs. 3. Additional Amounts. The City shall give the Developer thirty (30) days' written notice of estimated funding requirements, or additional funds required to pay the City's costs and expenses exceeding the total amount set forth in Section 1, but which are still within the Scope. Prior to such notice, the City shall be available to meet with the Developer to discuss the need for additional advances, including amounts and timing. At that time, the City shall provide the Developer with an estimate of additional costs and expenses to be incurred by the City. The Developer shall advance additional funds to pay said estimated costs and expenditures. If the City does not receive the additional funds by the required time, the City shall cease all work and effort related to the District until such time as the additional funds are received. 814585.3 1 Agreement for Advance of°maids ' Page 2 4. Return of Funds upon Abandonment of District. If the City decides not to establish Oak Ridge Estates Road Maintenance Assessment District No. 1, the City shall return to the Developer any portion of the advanced funds that have not been expended or committed for expenditure. 5. Selection and Compensation of Personnel/Consultant. The City's use of advanced funds and the requirement for the Developer to advance funds hereunder shall not be contingent on the hiring of any specific employee or consultant. The City reserves absolute discretion as to the selection, hiring, assignment, supervision and evaluation of any and all employees, contractors, or consultants that may be necessary to assist the City in implementing the District. The City has initially selected and entered into an Agreement for Professional Services with Munifinancial ("Consultant") to analyze the financial requirements for the operation, maintenance, repair and replacement of the public improvements, preparation of related documents and the formation of the District. The City shall have the sole discretion to establish the amount of compensation paid to the employees and the amount of fees paid to the consultants or the consultants' firms that are hired by the City in connection with the District. 6. City's Control of Decisions. The City's use of advanced funds and the requirement for the Developer to advance funds hereunder shall not be dependent upon the City's approval of any action requested by the Developer and shall in no way influence the City's decisions with respect to the District. 7. Supervision and Control of Personnel. The Developer is expressly prohibited from directly or indirectly exercising any supervision or control over any employee, agent or consultant of the City engaged in the District formation. Violation of this provision is cause for the City to cease proceedings for District formation, either of which may be done at the sole and exclusive direction of City. This prohibition shall not be construed to preclude the Developer, their agents or representatives from consulting with the City regarding formation and implementation of the District nor from providing information to the City or any employee, agent or consultant of the City in connection therewith, or from seeking information from the City, or any employee, agent or consultant of the City with respect thereto. 8. Contributions. a) Developer will provide to the City current project data required for completion of the District. b) Developer will not be liable for any alterations or interpretations made by either the City or Consultant in the process of completing the Scope. C) Developer will be given the opportunity to provide input relative to the formation of the District, which input shall be taken into consideration by the City in providing input and direction to Consultant, City staff, agents of consultants in its implementation of the formation process. 814585.3 2 Agreement for Advance of ids ' Page 3 d) Developer will not be required to reimburse the City for fees and costs billed for any additional services not identified in the approved Scope or otherwise approved by prior written consent of Developer pursuant to Section 3 above. 9. Participation in Meetings. City shall provide Developer the opportunity to attend and participate in all meetings or conference calls relative to the District formation, processes, identification and/or inclusion of public improvements, maintenance activities and associated costs, financial matters,timing of assessments, etc. 10. Complete Agreement. Each party acknowledges that this Agreement sets forth all covenants, promises, conditions and understandings between the parties regarding the advance of funds and the uses thereof, and there are no promises, conditions or understandings either oral or in writing between the parties other than as set forth herein. No subsequent alteration, amendment, change or addition to this Agreement shall be binding upon the parties unless reduced to writing and signed by a principal of each party. No course of conduct shall be binding upon the City and waiver of one or more provisions or violations shall not be construed as a course of conduct to be relied upon and may not be the basis for any expectation of future waiver or estoppel. 11. Document Sharing. Documents from one party which are made available to the other party are intended to be accessible on equal terms by all principals, employees or agents of the other party,provided such access relates to the formation of the District. 12. Public Record. This Agreement shall be a public record of the City. 13. Governing Law; Venue. This Agreement is made under, and shall in all respects be interpreted, enforced, and governed by, the laws of the State of California. In the event of a dispute concerning the terms of this Agreement, the venue for any legal action shall be with the appropriate court in the County of San Luis Obispo, State of California. 14. Waiver. The failure of Developer or the City to enforce any of the provisions hereof shall not be construed to be a waiver of the right to enforce any such provisions. 15. Severability. If any provision of this Agreement is declared or determined by any court of competent jurisdiction to be illegal, invalid or unenforceable, the legality, validity or enforceability of the remaining portions hereof shall not, in any way, be affected or impaired thereby. 16. Modification. No modification or waiver of any of the terms or conditions of this Agreement shall be effective unless such modification or waiver is expressed in writing and executed by the party to be charged with performance. 17. Counterparts. This Agreement may be executed in any number of counter parts, each of which shall be deemed an original, but all of which taken together shall constitute one in the same agreement. 814585.3 3 Agreement for Advance of ids Page 4 18. Legal Costs. Should legal proceedings of any type arise out of this Agreement, the prevailing party shall be entitled to costs, attorney's fees, and legal expenses, including but not limited to expert fees. CITY OF ATASCADERO a Dated: I/r. By: t WADE McKINNEY, City Manag r Approv as to Form: Patrick ity Attorney DEVELOPER Castlerock Development a California Corporation Dated: \ - -( By: 12-11---" Darren Shetler,President 814585.3 4 Agreement for Advance oflds Page 5 EXHIBIT "A" Legal Description Parcel A Lots 1 through 10, inclusive, and Lots 12 through 108, inclusive, of Parcel Map ATAL 00-192 in the City of Atascadero, County of San Luis Obispo, State of California, according to map recorded February 27, 2003 in Book 58, Pages 1-22 of Parcel Maps, in the Office of the Recorder of said County. Parcel B Lot 32 in Block 81 of Atascadero Colony, in the City of Atascadero, County of San Luis Obispo, State of California, according to map recorded October 21, 1914 in Book 3, Page 119 of Maps, in the Office of the County Recorder of said County. APN: 055-171-004 Parcel C Lot 33 in Block 81 of Atascadero Colony, in the City of Atascadero, County of San Luis Obispo, State of California, according to map recorded October 21, 1914 in Book 3, Page 119 of Maps, in the Office of the County Recorder of said County. APN: 055-171-016 814585.3 5 Agreement for Advance of;maids ""w' Page 6 EXHIBIT "B" Description of"public improvements" The term"public improvements" as used in this Agreement shall mean the following: 1. Streets: a. Asphalt or concrete b. Street sweeping C. Vegetation Management/Fuel Modification d. Pothole and crack repair e. Shoulders and curbs f. Pavement sealing g. Asphalt overlay h. Traffic structures including, but not limited to, signage, guardrails and railings. i. Pavement markings 2. Drainage a. Slopes b Culverts C. Drainage inlets d. Earth/concrete swales e. Bench drains f. Overside drains 814585.3 6 Agreement for Advance of Fids Page 7 EXHIBIT "C" Scope of Services Project Understanding The City and the Developer for the Project have decided to form a Benefit Assessment Act of 1982 maintenance District for the purpose of maintaining the public improvements and storm drainage improvements installed for the benefit of the roadways within the Project. Upon receipt of the deposit identified in Section 1, Advance of Funds; Deposit of Funds, it is the City's intention to enter into an agreement with Consultant for consulting services relative to formation of the District. Based on the public improvements defined in Exhibit `B", detailed specifications will be provided by the City and the Developer for utilization in preparing the necessary documents for forming the District and levying assessments that are consistent with the "First Amended and Restated Declaration of Covenants Establishing Maintenance, Repair and Improvement Obligations for Oak Ridge Estates at 3F Meadows" ("Maintenance Covenants"), and with the level of service and maintenance costs currently applied to such districts (of similar size and scope)previously established by the City of Atascadero. The Developer has already completed construction and sale of some of the individual residential units within the proposed District and additional sales may be completed prior to the assessment ballot proceedings, but the Developer will retain ownership of properties representing more than fifty percent (50%) of the total proposed assessment at the time the ballots are scheduled to be mailed. For this reason, every effort will be made to expedite the formation process; however, it shall be the Developer's responsibility to provide the City with any updated ownership and mailing information for the individual parcels that are sold prior to the ballots being mailed. This updated ownership and mailing information must be provided to the City in writing or by e-mail at least three (3) weeks prior to the date scheduled for mailing the ballots and must reference the individual Assessor's Parcel Number associated with each corresponding owner and mailing address, otherwise it will be assumed that the Developer or owner of record currently shown on the County Assessor's role is the owner of record for balloting purposes. Scope of Work Based on the project understanding as described above, 1982 Act Benefit Assessment District Formation services will be provided based upon the following tasks. 814585.3 7 Agreement for Advance of iids Page 8 1982 Act Benefit Assessment District Formation Upon receipt of a full executed agreement or a notice to proceed, the following tasks will be performed for a 1982 Act benefit assessment district formation for the Project: Task 1: Review Proposed District Documents Objectives: To ensure accuracy and completeness of submittal documents for a 1982 benefit assessment District. Description: Upon receipt of relevant information regarding the District, Consultant shall review documents provided by City and Developer for completeness of the information and accuracy of the maps and description of the proposed improvements.Necessary information includes: • Project location, tract number, Developer name, and Assessor Parcel Number(s). • Budget for first year's maintenance. • Full and complete description of the proposed District's public improvements, including street names, location and type of facilities to be maintained by the District. The description of the improvements must be sufficiently detailed to develop an accurate maintenance budget including applicable square footage, linear feet, construction materials, etc. • District map for City Council and reports. • Owner's name, address and phone number. Meetings: None Deliverables: None Task 2: Review Proposed Improvements Objectives: To ensure that the proposed improvements fit into the City's long-term infrastructure maintenance program and to develop a time-line for the formation process. Description: After review of the development plans and specifications, City staff shall make recommendations to Consultant for the proposed improvements and maintenance frequencies anticipated for the various improvements to be incorporated into the District budget. Meetings: One (1) conference call. 814585.3 8 Agreement for Advance of ids Page 9 Deliverables: Based on City recommendations, a timeline for the formation process and a list of additional information required to complete the formation (if necessary) will be completed by Consultant and will be forwarded to City and Developer. Task 3: Prepare Engineer's Report Objectives: The purpose of this task is the preparation of a comprehensive Engineer's Report based on information gathered in previous tasks. Description: Consultant shall review data gathered in previous tasks to assemble a comprehensive Engineer's Report that reflects the current property data as well as the District's methodology for determining assessments. This report will include the following items: • An introduction,providing an overview of the District. • A general description of the plans and specifications for the improvements within the District with reference to the improvement details on file in the City's Public Works Department. • The proposed annual budget(s) necessary to establish the assessments. This budget will summarize the estimated costs to maintain the improvements including estimated annual expenditures and collection of installments for periodic maintenance functions. The budget will generally identify anticipated expenses and revenue used to determine the annual assessments for the District, including identification of direct maintenance costs, incidental expenses, fund balances, and available revenues. The budget developed for this District will be based on the proposed improvements and the applicable maintenance rates and service levels currently utilized by the City for Districts previously formed(of similar size and scope). • A description of the boundaries and/or reproduction of relevant project boundaries. • A description of the method of assessment (assessment calculation), including identification and discussion of benefit findings. • An assessment of the estimated costs to each parcel (proposed assessments) as an appendix to the report or as a separate exhibit, listing each parcel, and proposed assessment for the fiscal year. • An affidavit stating that the report has been prepared by a professional engineer. Meetings: None Deliverables: Draft Engineer's report shall be provided to City (two (2) bound copies and one (1)un-bound copy). 814585.3 9 Agreement for Advance of 'hds Page 10 Task 4: Prepare City Council Resolutions Objectives: To prepare necessary City Council resolutions. Description: Consultant and / or City shall prepare the necessary City Council resolutions for presenting the Engineer's Report to the City Council. These resolutions shall include the following items for both the Intent Meeting and Public Hearing: • Resolutions initiating proceedings; preliminarily approving the engineer's report' and resolution of intention calling for the property owner ballot proceeding and public hearing (Intent Meeting); and • Resolutions confirming the results the property owner balloting; approving the Engineer's Report; and approving the formation of the District and levy of assessments (Public Hearing). Meetings: None Deliverables: Resolutions (e-mail) Task 5: Prepare and Deliver Property Owner Documents Objectives: To prepare and mail necessary property owner documents. Description: Consultant shall prepare and mail necessary property owner documents for presentation of the levy to the property owners of record. These documents shall include the following items for the public hearing: • Proposition 218 required notice of Public Hearing and assessment. • Proposition 218 required Assessment Ballot. Meetings: None Deliverables: Above-mentioned documents mailed to the property owners. Note: Transmittal of these documents will be by first class mail and will include an envelope addressed to the City Clerk that the property owner may use to return their ballot. All documents will be mailed to the owner of record as they are identified on the current County Assessor's roll, unless updated ownership and mailing information is provided by the Developer at least three (3) weeks prior to the scheduled mailing date. 814585.3 10 Agreement for Advance of'1nds y"■ Page 11 Task 6: Attend City Council Sessions Objectives: To be available for questions during the necessary City Council sessions. Description: Consultant, City and Developer will attend and be available to answer questions at two (2) scheduled City Council meetings for the adoption of the resolutions associated with the formation of the District. (Intent Meeting and Public Hearing) Meetings: Two (2) City Council sessions. Deliverables: None Note: The City shall submit assessments for the new District to the County following acceptance of the public improvements. The submittal of the first year's assessments will likely occur at the County's next levy submittal date (typically in July). Developer Responsibilities: Developer shall: • Provide the City with the following information: ■ A full and complete description of the improvements to be maintained by the District. ■ Developer contact information, name and phone number. ■ Updated ownership and mailing information for all properties within the proposed District that have been sold or will close escrow prior to the mailing of the property owner ballots. ■ Reproducible Boundary map (8 '/2 x 11 inch format) or an electronic map that can be edited to produce an assessment diagram for the engineer's report. ■ Copy of the tract map, parcel map or other tentative development plan indicating the following: o Development identification o Location o Assessor Parcel Number o Developer's name of record o Any additional information deemed necessary for the annexation. o Complete list of improvements to be provided for and maintained within each development. o Updated boundary diagrams as required. ■ Review the draft Engineer's Report, providing the City and/or the Consultant with any requested changes at least three weeks prior to Department's due date for finalization of the report. 814585.3 11 Agreement for Advance ofds Page 12 City Responsibilities: City shall: • Publish the Resolution of Intention prior to any public hearing. • Publish the public hearing notices in the local newspaper of record. • Prepare all internal memos, staff reports, and other supporting documents necessary for City Council agendas (resolutions are covered under Task 4). • Provide Developer with maintenance rates and service frequencies that can be used to arrive at an annual budget. • Review the draft Engineer's Report before the final report is prepared. This review is typically performed by Department Staff and County Counsel. Requested changes shall be submitted at least two weeks prior to the Department's due date for finalization of the report. Legal Opinions It is recommended that Developer and City legal counsel review the documents prior to finalizing to identify any pertinent legal issues. Meetings and Contact It is anticipated that two (2)meetings will be required during the course of the formation process. This total includes one (1) Intent Meeting and one (1) Public Hearing. Telephone conference calls between the City and Consultant are included within the Scope,without limitation. Public Awareness It is not anticipated that there will be a need for additional public meetings other than the required City Council sessions. Should there be a need for meetings with the public, these services may be provided based upon the rate schedule identified in Exhibit "D", attached and made a part hereto. 814585.3 12 Agreement for Advance of ids Page 13 EXHIBIT "D" Estimated Costs 1. Services for the 1982 Act Benefit Assessment District formation, as outlined in Exhibit "C"- Scope of Services, shall be provided for an amount of Twelve Thousand Dollars ($12,000.00). a. City of Atascadero $ 3,500 b. Consultant $ 8,500 Total $12,000 2. Reimbursement to the City for Consultant costs will be based upon monthly invoices, and shall be deducted from the deposit, to be billed hourly per the identified rate schedule below, along with direct expenses incurred during the course of work. Rate Schedule Title Hourly Rate Division Manager $190.00 Principal Consultant $170.00 Senior Project Manager $150.00 Project Manager $125.00 Senior Analyst $100.00 Analyst $ 80.00 Analyst Assistant $ 65.00 Property Owner Services Re $ 50.00 Support Staff $ 45.00 814585.3 13 JULIE RODEWALD LQ San Luis Obispo County—Clerk/Recorder 2/27/2003 Recorded at the request of 8:00 AM Fidelity Title Company FOR RECORDER USE ONLY D 0 C#: 2003019457 Tines: 1 Pages: 11 Fees 37.00 RECORDING REQUESTED BY: Taxes 0.00 City of Atascaderc�,, Others 0.00 $37.00 WHEN RECORDED MAIL TO: City Clerk RECEIVED City of Atascadero 6500 Palma Avenue MAR 2 0 200331 Atascadero, CA. 93422 CITY OF AT,A ADE R CIT`'C:..1:'--n"K' CITY OF ATASCADERO PERFORMANCE AGREEMENT DATE OF AGREEMENT: O 3 NAME OF DEVELOPER: Castlerock Development, a Califomia Corporation DEVELOPMENT: 3F Meadows ESTIMATED TOTAL COST OF IMPROVEMENTS: $ 1,500,306.00 This Agreement made and entered into by and between the City of Atascadero, a municipal corporation of the State of California (hereinafter referred to as "City"), and Castlerock Development, a California Corporation (hereinafter referred to as "Developer"). RECITALS A. Developer has requested development of the property know as 3-F Meadows (hereinafter referred to as "Project') in the City of Atascadero. A Master Development Plan for the Project is attached hereto as Exhibit 'Wo this Agreement. This property is shown on the City Zoning Map and is designated as Planned Development Overlay Zone No. 11. The conditions of development for Planned Development Overlay Zone No. 11 are described in the Atascadaro Municipal Code Section 9-3.656 (hereinafter referred to as "PD-11 Conditions'). B. Developer has requested that the City approve and record final Lot Line Adjustment 2000-0005 (aka ATAL 00-192�and approve the related Master Development Plan prior to the completion of improvements required by PD-11 Conditions. -6001-- 58 PAGr-S c- as a� t��rc:�,( KWS C. In consideration of approval of final Lot Line Adjustment 2000-0005 (aka ATAL 00- 192) and the Master Development Plan, Developer desires to enter into this Agreement, whereby Developer promises to install and complete, at Developer's own expense, certain public improvements required by City in connection with the Project. D. The Master Development Plan attached hereto as Exhibit W depicts specified collector roads that are to be constructed as a condition to approval by the City of the Master 3F Meadows Agreement Page 1 of 4 t . Development Plan. These collector roads are referred to hereinafter as "the Onsite Public Improvements". E. In addition to the Onsite Public Improvements, there are certain offsite public improvements that must be constructed by Developer in connection with the Project pursuant to Atascadero Municipal Code Section 9-3.656(c)(3). These offsite public improvements are described in Exhibit "B" attached to this Agreement. The offsite public improvements described in Exhibit B are hereinafter referred to as the "Offsite Public Improvements". F. An estimate of the cost for construction of the Onsite and Offsite Public Improvements has been made, approved by the City Engineer and is referred to hereinafter as the "Estimated Total Cost of Improvements". The Estimated Total Cost of Improvements is stated on Page 1 of this Agreement. The basis for the estimate is attached as Exhibit "C" to this Agreement. G. Developer recognizes that by approval of final Lot Line Adjustment 2000-0005 (aka ATAL 00-192) and the Master Development Plan, City will conferred substantial rights upon Developer, including the right to sell, lease, or finance lots within the Project. City will be damaged to the extent of the cost of installation of the Onsite and Offsite Public Improvements should Developer fail to perform its obligations under this Agreement. City shall be entitled to all remedies available to it pursuant to this Agreement and law in event of default by Developer. NOW, THEREFORE, pursuant to the provisions contained in PD-11, and in consideration of the approval of the final Lot Line Adjustment 2000-0005 (aka ATAL 00-192) and the Master Development Plan, the parties hereto do promise and agree one with the other as follows: 1. Developer is to make and complete the Onsite and Offsite Public Improvements within three years from the date of issuance of the first residential building permit. 2. Developer promises and agrees to complete all Onsite and Offsite Public Improvements to the satisfaction of the City Engineer. 3. If said improvement work is not completed within three years of the date of issuance of the first residential building permit, Developer agrees that City may elect to complete the same. 4. In the event City elects to complete the Onsite or Offsite Public Improvements, Developer agrees that City may exercise it's option to declare the bond or deposit, as hereinafter described, forfeited and utilize the proceeds, including any interest, to complete said improvements or that City may complete said improvements and recover full cost and expense thereof including reasonable attorney fees from Developer and his surety. 5. Developer shall, prior to or concurrent with receiving approval of the Final Lot Line Adjustment Map, file improvement securities with City, in a form acceptable to the City Attorney;(1) Performance Guarantee in the amount of one hundred percent (100%) of the Estimated Total Cost of Improvements, which is the amount deemed sufficient by the City Engineer; and (2) Labor and Materials Guarantee in the amount of fifty percent (50%) of the Estimated Total Cost of Improvements. 3F Meadows Agreement Page 2 of 4 6. The Labor and Materials Guarantee_will be released when the improvements are deemed substantially complete by the City Engineer. Developer hereby agrees that after the completion and acceptance of the Onsite and Offsite Public Improvement, ten percent(10%) of the Performance Guarantee shall be retained for the guarantee and warranty of the work for a period of one year. The remaining ninety percent (90%) shall be released and returned to Developer. 7. It is understood and agreed by and between the parties hereto that this Agreement shall bind the heirs, executors, administrators, successors, and assigns of the respective parties to this agreement. 8. In the event legal action is taken to enforce the provisions of this Agreement, the prevailing party shall be entitled to recover costs to enforce the Agreement, including reasonable attorney fees. 9. Developer shall, defend, indemnify and save harmless City, its officers, agents and employees from any and all claims, demands, damages, costs, expenses, or liability occasioned by the performance and attempted performance of the provisions hereof, or in any way arising out of this Agreement, including, but not limited to, inverse condemnation, equitable relief, or any wrongful act or any negligent act or omission to act on the part of Developer or of agents, employees, or independent contractors directly responsible to Developer, unless a particular improvement was specifically required by City over written objection by Developer submitted to the City Engineer, providing further that the foregoing shall apply to any wrongful acts, or any actively or passively negligent acts or omissions to act, committed jointly or concurrently by Developer, Developer's agents, employees, or independent contractors. Nothing contained in the foregoing indemnity provisions shall be construed to require Developer to indemnify City against any responsibility or liability in contravention of Section 2782 of the Civil Code. 10. Upon acceptance of the work on behalf of City and recordation of the Notice of Completion, ownership of the improvements constructed pursuant to this Agreement shall vest in City or any other municipal or state jurisdiction that owns the land that has been improved. 13. Sale or other disposition of this property will not relieve Developer from the obligations set forth herein. Developer agrees to notify City in writing at least 30 days in advance of any actual or pending sale or other disposition of the property. If Developer sells the property or any portion of the property within the Subdivision to any other person, Developer may request a novation of this Agreement and a substitution of security. Upon approval of the novation and substitution of securities, Developer may request a release or reduction of the securities required by this Agreement. Nothing in the novation shall relieve Developer of the obligations under Paragraph 2 for the work or improvement done by Developer. 14. The provisions of this Agreement are severable. If any portion of this Agreement is held invalid by a court of competent jurisdiction, the remainder of the Agreement shall remain in full force and effect unless amended or modified by the mutual consent of the parties. 15. The Recitals to this Agreement are hereby incorporated into the terms of this Agreement. 3F Meadows Agreement Page 3 of 4 16. All notices required or provided for under this Agreement shall be in writing and delivered in person or sent by mail, postage prepaid and addressed as provided in this section. Notice shall be effective on the date it is delivered in person, or, if mailed, on the date of deposit in the United States Mail. Notices shall be addressed as follows unless a written change of address is filed with City: City: City of Atascadero 6500 Palma Avenue Atascadero, CA 93422 Developer: Castlerock Development, a California Corporation 202 H-3 Tank Farm Road San Luis Obispo, CA 93401 17. This Agreement constitutes the entire, Agreement of the parties with respect to the subject matter. All modifications, amendments, or waivers of the terms of this Agreement must be in writing and signed by the appropriate representatives of the parties. In the case of City, the appropriate party shall be its City Manager. IN WITNESS WHEREOF Developer has hereunto set his hand and City has caused these presents to be signed by its duly sworn and authorized officers the day and year first hereinabove written. CITY OF ATASCADERO DEVELOPER L Wade G. N cKinney, City anager 1353rren Shetler, President Castlerock Development, a California Corporation (notarize signature) Attest: Lida Marcia M. Torgerson, Cit lerk App ed as to co tent: Steven B. Kahn, City Engineer Agwoved as to f rm- Hanley, City ney 3F Meadows Agreement Page 4 of 4 EXHIBIT — "B" 3F Meadows Offsite Public Improvements Certain offsite public improvements must be constructed by Developer in connection with the 3F Meadows Project pursuant to Atascadero Municipal Code Section 9-3.656(c)(3). These offsite public improvements are described as follows: (3) Road Improvements--Off-Site. (i) Curve widening shall be constructed on Los Altos Road from Highway 41 to San Marcos Road where curve radii is less than two hundred (200)feet. Curve widening shall be constructed in conformance with Section 4, Paragraph F of the City Standard Specifications, or as approved by the City Engineer. Plans for the curve widening shall be submitted for review and approval by the City Engineer prior to the approval of the Master Development Plan. The curve widening on Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500)vehic!es per day, with the development of the twenty- seventh lot in Phase 1, or within three (3) years of the issuance of building permits for Phase 1, whichever is earlier. (ii) A "Stop" sign and stop bar shall be constructed at the intersection of Los Altos Road and San Marcos Road and shall be constructed with the development of Phase 1 of the project and prior to the issuance of building permits. (Note: This requirement has been satisfactorily completed by Developer.) (iii) San Marcos Road between Los Altos Road and the project boundary shall be improved preparatory to acceptance of this portion of road into the City maintained system. Curve widening shall be constructed where curve radii is less than two hundred (200) feet. Curve widening shall be constructed in conformance with Section 4, Paragraph F of the City Standard Specifications, or as approved by the City Engineer. Improvement plans for the curve widening shall be submitted for review and approval by the City Engineer prior to approval of the Master Development Plan. San Marcos Road between Los Altos Road and the project boundary shall be improved prior to the development of Phase 1 of the project and prior to the issuance of building permits. (Note: This requirement has been satisfactorily completed by Developer.) (iv) The applicant shall enter into a maintenance agreement with the City for the portion of San Marcos Road between Los Altos Road and the project boundary. The agreement shall guarantee that damage to the road which results from construction traffic generated by the development of the project is properly repaired. The agreement shall be reviewed and approved by the City Engineer and the City Attorney. The agreement shall remain in-force throughout construction of Phase 1 and Phase 2 of the project. A maintenance security in a form acceptable to the City Attorney and the City Engineer shall be posted for the portion of San Marcos Road between Los Altos Road and the project boundary. The maintenance security shall remain effective until final acceptance of both Phase 1 and Phase 2 of the project. (Note: This requirement has been satisfactorily completed by Developer.) (v) Left-turn lanes shall be constructed on State Highway 41 for eastbound traffic entering both Los Altos Road and the driveway serving Lots 109-112. Improvement plans for the left-turn lanes shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. 3F Meadows Agreement-Exhibit"B" Page 1 of 3 The left-turn lanes for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500)vehicles per day, with the development of the twenty- seventh lot in Phase 1, or within three (3)years of the issuance of building permits for Phase 1, whichever is earlier. The left-turn lanes for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (vi) Vehicle refuge lanes shall be constructed for vehicles turning left onto State Highway 41 from both Los Altos Road and the driveway serving Lots 109-112. Improvement plans for the refuge lanes shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. The vehicle refuge lane for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500) vehicles per day, with the development of the twenty- seventh lot in Phase 1, or within three (3) years of the issuance of building permits for Phase 1, whichever is earlier. The vehicle refuge lane for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (vii) The improvements required to achieve a minimum of five hundred fifty (550) feet of sight distance shall be constructed at the intersection of Los Altos Road and State Highway 41 and at the intersection of the driveway serving Lots 109-112 and State Highway 41. Improvement plans for the site distance improvements shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. The site distance improvements for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500) vehicles per day, with the development of the twenty-seventh lot in Phase 1, or within three (3) years of the issuance of building permits for Phase 1, whichever is earlier. The site distance improvements for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (viii) Advisory and warning signage shall be installed along State Highway 41 to advise drivers of the approaching intersection with Los Altos Road and the driveway serving Lots 109-112. Signage shall be installed which indicates a left-turn lane ahead. Improvement plans for the signage improvements shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. The signage improvements for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500) vehicles per day, with the development of the twenty-seventh lot in Phase 1, or within three (3)years of the issuance of building permits for Phase 1, whichever is earlier. The signage improvements for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (ix) Designated right-turn lanes shall be constructed on State Highway 41 for westbound traffic entering both Los Altos Road and the driveway serving Lots 109-112. Improvement plans for the right-turn lanes shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. 3F Meadows Agreement-Exhibit`B„ Page 2 of 3 The right-turn lane for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500)vehicles per day, with the development of the twenty- seventh lot in Phase 1, or within three (3)years of the issuance of building permits for Phase 1, whichever is earlier. The right-turn lane for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (x) Curve widening shall be constructed on the following roads where curve radii is less than two hundred (200) feet. Curve widening shall be constructed in conformance with Section 4, Paragraph F of the City Standard Specifications, or as approved by the City Engineer. Plans for the curve widening shall be submitted for review and approval by the City Engineer prior to the approval of the Master Development Plan. a. Laurel Avenue from Santa Lucia Road to Cenegal Road. b. Cenegal Road from Laurel Avenue to the project boundary. The curve widening shall be constructed when the ADT on Laurel Avenue reaches five hundred (500) vehicles per day, with the development of the thirty-eighth lot in Phase 2, or within three (3)years of the issuance of building permits for Phase 2, whichever is earlier. (xi) A three-foot wide Class II base or other all weather surface walkway shall be provided along one side Cenegal Road from the project boundary to Laurel Avenue and along Laurel Avenue from Cenegal Road to Santa Lucia Road, or as approved by the City Engineer. Improvement plans for the walkways shall be submitted for review and approval by the City Engineer and Community Development Director prior to approval of the Master Development Plan. The three-foot-wide pedestrian walkway shall be constructed when the ADT on Laurel Avenue reaches five hundred (500) vehicles per day, with the development of the thirty-eighth lot in Phase 2, or within three (3) years of the issuance of building permits for Phase 2, whichever is earlier. 3F Meadows Agreement-Exhibit"B„ Page 3 of 3 EXHIBIT "C" ESTIMATED COST OF IMPROVEMENTS San Marcos and Cenegal Road Improvements Item Quantity Unit Cost/Unit Cost EARTHWORK CLEAR AND GRUB 1.00 LS 7,500.00 7,500.00 EARTHWORK CUT AND FILL 119,157.00 CY 1.50 178,735.50 RETAINING WALLS COMPLETE 875.00 LF 56.00 49,000.00 HYDROSEED&RE-VEGETATE SLOPES 35.00 AC 1,040.00 36,400.00 STRAW BALES 520.80 EA 5.61 2,921.69 TOTAL EARTHWORK 274,557.19 PAVING AND SURFACING CLASS 2 BASE UNDER ASPHALT-7.5" 8,990.87 TONS 10.41 93,594.95 ASPHALT PAVING-2.5" 3,182.00 TONS 43.72 139,117.04 ASPHALT DRIVEWAY APRONS-18'WIDE 15.00 EA 50.08 751.20 STRIPING&PAINTING 9,913.00 LF 0.44 4,361.72 TOTAL PAVING AND SURFACING 237,824.91 WATER WATER LINES, 10"PVC MAIN 9,913.00 LF 17.00 168,521.00 WATER SERVICE ASMBLY, 1"- INCLUDES PIPING 15.00 LS 325.00 4,875.00 WATER VALVE, 10" VALVE ASSEMBLY 10.00 EA 1,126.74 11,267.40 FIRE HYDRANT ASSEMBLIES W/GATE VALVE 20.00 EA 1,224.00 24,480.00 BLOW OFF ASSEMBLIES 3.00 EA 475.00 1,425.00 AIR&VAC RELIEF ASSEMBLIES 3.00 EA 250.00 750.00 TOTAL WATER 211,318.40 STORM SEWER SINGLE DROP O.S. DRAIN WITH A.C. DIKE 35.00 EA 236.00 8,260.00 24"CMP STORM DRAIN 2,008.00 LF 11.89 23,880.67 36"CMP STORM DRAIN 425.60 LF 17.15 7,299.57 HEADWALL STRUCTURE 2.00 EA 1,438.00 2,876.00 BENCH DRAIN 372.00 LF 15.00 5,580.00 V-BROW DITCH 189.00 LF 1.72 325.08 300 LBS. ROCK RIP-RAP @ FLARED END 26.00 TN 40.00 1,040.00 GEOTEXTILE FILTER FABRIC UNDER RIP-RAP 208.00 SF 3.82 794.56 TOTAL STORM SEWER 50,055.88 UNDERGROUND UTILITIES TRENCHING&BACKFILL 9,913.00 LF 7.78 77,123.14 VAULTS/BOXES 1.00 LS 23,800.13 23,800.13 CONDUIT 7,383.20 LF 2.52 18,605.66 TOTAL UNDERGROUND UTILITIES 119,528.93 TRAFFIC APPURTANCES SIGNS(stop,no parking) 2.00 EA 130.00 260.00 SURVEY MONUMENT WELLS 68.00 EA 250.00 17,000.00 TOTAL TRAFFIC APPURTANCES 17,260.00 SUBTOTAL: $ 910,545 3F Meadows Agreement-Exhibit"C" Page 1 of 3 EXHIBIT"C" ESTIMATED COST OF IMPROVEMENTS Left & Right Tum, Vehicle Refuge Lanes, Advisory &Warning Signs and Sight Distance Improvements at Highway 41 and Lots 109 - 112 Item Quantity Unit Cost/Unit Cost Sawcut Existing Asphalt 1,300 LF 0.80 $ 1,040 Remove Existing Asphalt 47 CUYD 25.00 $ 1,175 Slope Grading 15 CUYD 3.50 $ 53 5"Type"B"Asphalt 95 TN 44.72 $ 4,248 6"Asphalt Dike 45 LF 3.25 $ 146 Class II Base 150 TN 11.41 $ 1,712 Add New Striping 2,312 LF 0.44 $ 1,017 Add Painted"Stop"&Stop Bar 1 LS 150.00 $ 150 Add Stop Sign at corner 1 LS 130.00 $ 130 Add Warning &Advisory Signage 1 LS 1,120.00 $ 1,120 Subtotal: $ 10,791 Curve Widening and Y DG Walkway on Laurel & Cenegal Item Quantity Unit Cost/Unit Cost Sawcut Existing Asphalt 1,755 LF 0.80 $ 1,404 Remove Existing Asphalt 39 CUYD 25.00 $ 978 2.5"Type"B"Asphalt 38 TN 44.72 $ 1,693 Class 11 Base 96 TN 11.41 $ 1,101 Add New Striping 3,600 LF 0.40 $ 1,440 Add Painted"Stop"&Stop Bar 1 LS 150.00 $ 150 Stop Sign at Laurel/Santa Lucia 1 LS 130.00 $ 130 Street Name Sign at Laurel/Santa Lucia 1 LS 130.00 $ 130 3"DG Walkway, T Wide 420 TN 8.00 $ 3,364 Subtotal: $ 10,390 Curve Widening at Los Altos Item Quantity Unit Cost/Unit Cost Sawcut Existing Asphalt 1,305 LF 0.80 $ 1,044 Remove Existing Asphalt 10 CUYD 25.00 $ 250 Add 2.5"Type"B"Asphalt 46 TN 44.72 $ 2,068 Add 6"Class II Base 118 TN 11.41 $ 1,345 Add 6"AC Dike 405 LF 3.25 $ 1,316 Add Striping 3,200 LF 0.44 $ 1,408 Add Rip-Rap at Existing 36"CMP 3 TN 42.00 $ 126 Grading at Existing 36"CMP 100 SF 2.50 $ 250 Repair 4'x4' Pothole 1 LS 198.00 $ 198 Subtotal: $ 8,005 3F Meadows Agreement-Exhibit"C" Page 2 of 3 EXHIBIT"C" ESTIMATED COST OF IMPROVEMENTS Left & Right Tum, Vehicle Refuge Lanes, Advisory &Warning Signs and Sight Distance Improvements at Highway 41 and Los Altos Item Quantity Unit Cost/Unit Cost Sawcut Existing Asphalt 880 LF 0.80 $ 704 Remove Existing Asphalt 39 CUYD 25.00 $ 978 Slope Grading 49 CUYD 3.50 $ 172 5"Type"B"Asphalt 123 TN 44.72 $ 5,498 6"Asphalt Dike LF 3.25 $ - Class II Base 209 TN 11.41 $ 2,385 Extend Existing 24"CMP 3 LF 35.03 $ 105 Add 4'x4'x2'deep Rock Rip-Rap(25#Rock) 0.40 TN 177.00 $ 71 Remove Existing Striping 1,140 LF 0.10 $ 114 Add New Striping 1,360 LF 0.44 $ 598 Add Painted"Stop"&Stop Bar 1 LS 150.00 $ 150 Add Stop Sign at corner 1 LS 130.00 $ 130 Add"Los Altos"Street Name Sign at corner 1 LS 142.00 $ 142 Add Warning &Advisory Signage 1 LS 816.00 $ 816 Subtotal: $ 11,863 Summary of Estimated Costs San Marcos and Cenegal Road Improvements $ 910,545 Left&Right Turn, Vehicle Refuge Lanes,Advisory&Warning Signs and Sight Distance Improvements at Highway 41 and Lots 109-112 $ 10,791 Curve Widening at Los Altos $ 10,390 Left&Right Turn, Vehicle Refuge Lanes, Advisory&Warning Signs and Sight Distance Improvements at Highway 41 and Los Altos $ 11,863 Subtotal $ 943,589 Contingency @ 3% $ 28,308 Supervision @ 3% $ 28,308 Total Estimated Cost $ 1,000,204 100% Performance Guarantee: $ 1,000,204 50°x6 Labor&Materials Guarantee: $ 500,102 Total Guarantee Amount: $ 1,500,306 3F Meadows Agreement-Exhibit"C" Page 3 of 3 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT No.5907 State of ;f�� . Ts County of .�X I Sa � On v-, \. �rx� 3before me, DATE NAME,TITLE OF OFFICER-E.G.,"JANE,NOTARY PUBLIC' personally appeared y 2V­1 �^ �f NAME(S)OF SIGNER(S) personally known to me - OR - ❑ 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 ac- knowledged to me that he/she/they executed the same in his/her/their authorized U PAMELA VENTRESCAcapacity(ies), and that by his/her/their UI - NOTARYPu C-CA�LI3FORN1A L SAN LUISOBISPOCOUNTYn signature(s) on the instrument the person(s), COMM.EXP.FEB.6,2W6_& or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. L ` SIGN TUBE OF NOTARY OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ❑ INDIVIDUAL ❑ CORPORATE OFFICER TITLE OR TYPE OF DOCUMENT TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT NUMBER OF PAGES ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR ❑ OTHER: DATE OF DOCUMENT SIGNER IS REPRESENTING: NAME OF PERSON(S)OR ENTITY(IES) SIGNER(S)OTHER THAN NAMED ABOVE 01993 NATIONAL NOTARY ASSOCIATION-8236 Remmet Ave.,P.O.Box 7184-Canoga Park,CA 91309-7184 TEND OF DOCUMENT CITY OF ATASCADERO r COSVTRACT#t FOR RECORDER USE ONLY RECORDING REQUESTED BY: City of Atascadero WHEN RECORDED MAIL TO: City Clerk City of Atascadero 6500 Palma Avenue Atascadero, CA. 93422 CITY OF ATASCADERO PERFORMANCE AGREEMENT DATE OF AGREEMENT: fJ ) / _ O 2 NAME OF DEVELOPER: Castlerock Development a California Corporation DEVELOPMENT: 3F Meadows ESTIMATED TOTAL COST OF IMPROVEMENTS: $ 1,500,306.00 This Agreement made and entered into by and between the City of Atascadero, a municipal corporation of the State of California (hereinafter referred to as"City"), and Castlerock Development, a California Corporation (hereinafter referred to as"Developer"). RECITALS A. Developer has requested development of the property know as 3-F Meadows (hereinafter referred to as "Project') in the City of Atascadero. A Master Development Plan for the Project is attached hereto as Exhibit A to this Agreement. This property is shown on the City Zoning Map and is designated as Planned Development Overlay Zone No. 11. The conditions of development for Planned Development Overlay Zone No. 11 are described in the Atascadero Municipal Code Section 9-3.656 (hereinafter referred to as "PD-11 Conditions'). B. Developer has requested that the City approve and record final Lot Line Adjustment 2000-0005 (aka ATAL 00-192) and approve the related Master Development Plan prior to the completion of improvements required by PD-11 Conditions. C. In consideration of approval of final Lot Line Adjustment 2000-0005 (aka ATAL 00- 192) and the Master Development Plan, Developer desires to enter into this Agreement, whereby Developer promises to install and complete, at Developer's own expense, certain public improvements required by City in connection with the Project. D. The Master Development Plan attached hereto as Exhibit "A" depicts specified collector roads that are to be constructed as a condition to approval by the City of the 11aster 3F Meadows Agreement Page 1 of 4 Development Plan. These collector roads are referred to hereinafter as "the Onsite Public Improvements". E. In addition to the Onsite Public Improvements, there are certain offsite public improvements that must be constructed by Developer in connection with the Project pursuant to Atascadero Municipal Code Section 9-3.656(c)(3). These offsite public improvements are described in Exhibit "B" attached to this Agreement. The offsite public improvements described in Exhibit B are hereinafter referred to as the "Offsite Fublic Improvements". F. An estimate of the cost for construction of the Onsite and Offsite Public Improvements has been made, approved by the City Engineer and is referred to hereinafter as the "Estimated Total Cost of Improvements". The Estimated Total Cost of Improvements is stated on Page 1 of this Agreement. The basis for the estimate is attached as Exhibit "C" to this Agreement. G. Developer recognizes that by approval of final Lot Line Adjustment 2000-0005 (aka ATAL 00-192) and the Master Development Plan, City will conferred substantial rights upon Developer, including the right to sell, lease, or finance lots within the Project. City will be damaged to the extent of the cost of installation of the Onsite and Offsite Public Improvements should Developer fail to perform its obligations under this Agreement. City shall be entitled to all remedies available to it pursuant to this Agreement and law in event of default by Developer. NOW, THEREFORE, pursuant to the provisions contained in PD-11, and in consideration of the approval of the final Lot Line Adjustment 2000-0005 (aka ATAL 00-192) and the Master Development Plan, the parties hereto do promise and agree one with the other as follows: 1. Developer is to make and complete the Onsite and Offsite Public Improvements within three years from the date of issuance of the first residential building permit. 2. Developer promises and agrees to complete all Onsite and Offsite Public Improvements to the satisfaction of the City Engineer. 3. If said improvement work is not completed within three years of the date of issuance of the first residential building permit, Developer agrees that City may elect to complete the same. 4. In the event City elects to complete the Onsite or Offsite Public Improvements, Developer agrees that City may exercise it's option to declare the bond or deposit, as hereinafter described, forfeited and utilize the proceeds, including any interest, to corr-)lete said improvements or that City may complete said improvements and recover full cosi: and expense thereof including reasonable attorney fees from Developer and his surety. 5. Developer shall, prior to or concurrent with receiving approval of the Final Lot Line Adjustment Map, file improvement securities with City, in a form acceptable to the City Attorney;(1) Performance Guarantee in the amount of one hundred percent (100%) of the Estimated Total Cost of Improvements, which is the amount deemed sufficient by the City Engineer; and (2) Labor and Materials Guarantee in the amount of fifty percent (50%) of the Estimated Total Cost of Improvements. 3F Meadows Agreement Page 2 of 4 g, The Labor and Materials Guarantee_will be released when the improvements are deemed substantially complete by the City Engineer. Developer hereby agrees that after the completion and acceptance of the Onsite and Offsite Public Improvement, ten percent(10%) of the Performance Guarantee shall be retained for the guarantee and warranty of the work for a period of one year. The remaining ninety percent (90%) shall be released and returned to Developer. 7. It is understood and agreed by and between the parties hereto that this Agreement shall bind the heirs, executors, administrators, successors, and assigns of the respective parties to this agreement. 8. In the event legal action is taken to enforce the provisions of this Agreement, the prevailing party shall be entitled to recover costs to enforce the Agreement, including reasonable attorney fees. 9. Developer shall, defend, indemnify and save harmless City, its officers, agents and employees from any and all claims, demands, damages, costs, expenses, or liability occasioned by the performance and attempted performance of the provisions hereof, or in any way arising out of this Agreement, including, but not limited to, inverse condemnation, equitable relief, or any wrongful act or any negligent act or omission to act on the part of Developer or of agents, employees, or independent contractors directly responsible to Developer, unless a particular improvement was specifically required by City over written objection by Developer submitted to the City Engineer, providing further that the foregoing shall apply to any wrongful acts, or any actively or passively negligent acts or omissions to act, committed jointly or concurrently by Developer, Developer's agents, employees, or independent contractors. Nothing contained in the foregoing indemnity provisions shall be construed to require Developer to indemnify City against any responsibility or liability in contravention of Section 2782 of the Civil Code. 10. Upon acceptance of the work on behalf of City and recordation of the Notice of Completion, ownership of the improvements constructed pursuant to this Agreement shall vest in City or any other municipal or state jurisdiction that owns the land that has E')een improved. 13. Sale or other disposition of this property will not relieve Developer from the obligations set forth herein. Developer agrees to notify City in writing at least 30 days in advance of any actual or pending sale or other disposition of the property. If Developer sells the property or any portion of the property within the Subdivision to any other person, Developer may request a novation of this Agreement and a substitution of security. Upon approval of the novation and substitution of securities, Developer may request a release or reduction of the securities required by this Agreement. Nothing in the novation shall relieve Developer of the obligations under Paragraph 2 for the work or improvement done by Developer. 14. The provisions of this Agreement are severable. If any portion of this Agreement is held invalid by a court of competent jurisdiction, the remainder of the Agreement shall remain in full force and effect unless amended or modified by the mutual consent of the parties. 15. The Recitals to this Agreement are hereby incorporated into the terms of this Agreement. 3F Meadows Agreement Page 3 of 4 16. All notices required or provided for under this Agreement shall be in writing and delivered in person or sent by mail, postage prepaid and addressed as provided in this section. Notice shall be effective on the date it is delivered in person, or, if mailed, on the date of deposit in the United States Mail. Notices shall be addressed as follows unless a written change of address is filed with City: City: City of Atascadero 6500 Palma Avenue Atascadero, CA 93422 Developer: Castlerock Development, a California Corporation 202 H-3 Tank Farm Road San Luis Obispo, CA 93401 17. This Agreement constitutes the entire Agreement of the parties with respect to the subject matter. All modifications, amendments, or waivers of the terms of this Agreement must be in writing and signed by the appropriate representatives of the parties. In the case of City, the appropriate party shall be its City Manager. IN WITNESS WHEREOF Developer has hereunto set his hand and City has caused tihese presents to be signed by its duly sworn and authorized officers the day and year first hereinabove written. CITY OF ATASCADERO DEVELOPER Wade G. McKinney, City anager 136rren Shetler, President Castlerock Development, a California Corporation (notarize signature) Attest: I f y �� Marcia M. Torgers�n, Cit lerk App ed as to co tent: Steven B. Kahn, City Engineer A ovedd as to f rm- Hanley, City ney F 3F Meadows Agreement Page 4 of 4 i%00* EXHIBIT — "B" VAOW 3F Meadows Offsite Public Improvements Certain offsite public improvements must be constructed by Developer in connection with the 3F Meadows Project pursuant to Atascadero Municipal Code Section 9-3.656(c)(3). These offsite public improvements are described as follows: (3) Road Improvements--Off-Site. (i) Curve widening shall be constructed on Los Altos Road from Highway 41 to San Marcos Road where curve radii is less than two hundred (200) feet. Curve widening shall be constructed in conformance with Section 4, Paragraph F of the City Standard Specifications, or as approved by the City Engineer. Plans for the curve widening shall be submitted for review and approval by the City Engineer prior to the approval of the Master Development Plan. The curve widening on Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500) vehicles per day, with the development of the twenty- seventh lot in Phase 1, or within three (3) years of the issuance of building permits for Phase 1, whichever is earlier. (ii) A "Stop" sign and stop bar shall be constructed at the intersection of Los Altos Road and San Marcos Road and shall be constructed with the development of Phase 1 of the project and prior to the issuance of building permits. (Note: This requirement has been satisfactorily completed by Developer.) (iii) San Marcos Road between Los Altos Road and the project boundary shall be improved preparatory to acceptance of this portion of road into the City maintained system. Curve widening shall be constructed where curve radii is less than two hundred (200) feet. Curve widening shall be constructed in conformance with Section 4, Paragraph F of the City Standard Specifications, or as approved by the City Engineer. Improvement plans for the curve widening shall be submitted for review and approval by the City Engineer pr,Dr to approval of the Master Development Plan. San Marcos Road between Los Altos Road and the project boundary shall be improved prior to the development of Phase 1 of the project and prior to the issuance of building permits. (Note: This requirement has been satisfactorily completed by Developer.) (iv) The applicant shall enter into a maintenance agreement with the City for the portion of San Marcos Road between Los Altos Road and the project boundary. The agreement shall guarantee that damage to the road which results from construction traffic generated by the development of the project is properly repaired. The agreement shall be reviewed and approved by the City Engineer and the City Attorney. The agreement shall remain in-force throughout construction of Phase 1 and Phase 2 of the project. A maintenance security in a form acceptable to the City Attorney and the City Engineer shall be posted for the portion of San Marcos Road between Los Altos Road and the project boundary. The maintenance security shall remain effective until final acceptance of both Phase 1 and Phase 2 of the project. (Note: This requirement has been satisfactorily completed by Developer.) (v) Left-turn lanes shall be constructed on State Highway 41 for eastbound traffic entering both Los Altos Road and the driveway serving Lots 109-112. Improvement plans for the left-turn lanes shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. 3F Meadows Agreement-Exhibit"B" Page 1 of 3 NOW N"O" The left-turn lanes for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500)vehicles per day, with the development of the twenty- seventh lot in Phase 1, or within three (3) years of the issuance of building permits for Phase 1, whichever is earlier. The left-turn lanes for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (vi) Vehicle refuge lanes shall be constructed for vehicles turning left onto State Highway 41 from both Los Altos Road and the driveway serving Lots 109-112. Improvement plans for the refuge lanes shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. The vehicle refuge lane for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500) vehicles per day, with the development of the twenty- seventh lot in Phase 1, or within three (3) years of the issuance of building permits for Phase 1, whichever is earlier. The vehicle refuge lane for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (vii) The improvements required to achieve a minimum of five hundred fifty (550) feet of sight distance shall be constructed at the intersection of Los Altos Road and State Highway 41 and at the intersection of the driveway serving Lots 109-112 and State Highway 41. Improvement plans for the site distance improvements shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. The site distance improvements for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500) vehicles per day, with the development of the twenty-seventh lot in Phase 1, or within three (3) years of the issuance of building permits for Phase 1, whichever is earlier. The site distance improvements for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (viii) Advisory and warning signage shall be installed along State Highway 41 to advise drivers of the approaching intersection with Los Altos Road and the driveway serving Lots 109-112. Signage shall be installed which indicates a left-turn lane ahead. Improvement plans for the signage improvements shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. The signage improvements for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches five hundred (500) vehicles per day, with the development of the twenty-seventh lot in Phase 1, or within three (3)years of the issuance of building permits for Phase 1, whichever is earlier. The signage improvements for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (ix) Designated right-turn lanes shall be constructed on State Highway 41 for westbound traffic entering both Los Altos Road and the driveway serving Lots 109-112. Improvement plans for the right-turn lanes shall be submitted for review and approval by Caltrans and the City Engineer prior to approval of the Master Development Plan. Page 2 of 3 3F Meadows Agreement-Exhibit"B" The right-turn lane for Los Altos Road shall be constructed when the ADT on Los Altos Road reaches n Phasef'1 eor withinhundred vehicls per years of theday, issuance off builp twenty- seventh to ding permits for Phase 1, whichever is earlier. The right-turn lane for the driveways accessing Lots 109-112 shall be constructed with the development of any portion of Lots 109-112. (x) Curve widening shall be constructed on the following roads where curve radii is less than two hundred (200) feet. Curve widening shall be constructed in conformance with Section 4, Paragraph F of the City Standard Specifications, or as approved by the City Engineer. Plans for the curve widening shall be submitted for review and approval by the City Engineer prior to the approval of the Master Development Plan. a. Laurel Avenue from Santa Lucia Road to Cenegal Road. b. Cenegal Road from Laurel Avenue to the project boundary. The curve widening shall be constructed when the ADT on Laurel Avenue reaches five hundred (500) vehicles per day, with the development of the thirty-eighth lot in Phase 2, or within three (3)years of the issuance of building permits for Phase 2, whichever is earlier. (xi) A three-foot wide Class II base or other all weather surface walkway shall be provided along one side Cenegal Road from the project boundary to Laurel Avenue and along Laurel Avenue from Cenegal Road to Santa Lucia Road, or as approved by the City Engineer. Improvement plans for the walkways shall be submitted for review and approval by the City Engineer and Community Development Director prior to approval of the Master Development Plan. The three-foot-wide pedestrian walkway shall be constructed when the ADT on Laurel Avenue reaches five hundred (500) vehicles per day, with the development of the thirty-eighth lot in Phase 2, or within three (3) years of the issuance of building permits for Phase 2,whichever is earlier. Page 3 of 3 3F Meadows Agreement-Exhibit"B" Now EXHIBIT "C" ESTIMATED COST OF IMPROVEMENTS San Marcos and Cenegal Road Improvements Item Quantity Unit cost/Unit Cost EARTHWORK 1.00 LS 7,500.00 7,500.00 CLEAR AND GRUB 1.50 178,735.50 EARTHWORK CUT AND FILL 119,157.00 CY R 875.00 LF 56.00 49,000.00 RETAINING WALLS COMPLETE HYDROSEED&RE-VEGETATE SLOPES 35.00 AC 1,040. 36,400.00 520.80 EA 5.6611 2,921.69 STRAW BALES 274,557.19 TOTAL EARTHWORK PAVING AND SURFACING CLASS 2 BASE UNDER ASPHALT-7.5" 8,990.87 TONS 10.41 93,594.95 3,182.00 TONS 43.72 139,117.04 ASPHALT PAVING-2.5" 15.00 50.08 751.20 ASPHALT DRIVEWAY APRONS- 18'WIDE LF 044 4,361.72 STRIPING&PAINTING 9,913.00 LF . TOTAL PAVING AND SURFACING 237,824.91 WATER WATER LINES, 10" PVC MAIN 9,913.00 LF 17.00 168,521.00 WATER SERVICE ASMBLY, 1"-INCLUDES PIPING 15.00 LS 325.00 4,875.00 WATER VALVE, 10" VALVE ASSEMBLY 10.00 EA 1,126.74 11,267.40 FIRE HYDRANT ASSEMBLIES W/GATE VALVE 20.00 EA 1,224.00 24,480.00 BLOW OFF ASSEMBLIES 3.00 EA 475.00 1,425.00 AIR &VAC RELIEF ASSEMBLIES 3.00 EA 250.00 750.00 TOTAL WATER 211,318.40 STORM SEWER SINGLE DROP O.S. DRAIN WITH A.C. DIKE 35.00 EA 236.00 8,260.00 24"CMP STORM DRAIN 2,008.00 LF 11.89 23,880.67 36"CMP STORM DRAIN 425.60 LF 17.15 7,299.57 HEADWALL STRUCTURE 2.00 EA 1,438.00 2,876.00 BENCH DRAIN 372.00 LF 15.00 5,580.00 V-BROW DITCH 189.00 LF 1.72 325.08 300 LBS. ROCK RIP-RAP @ FLARED END 26.00 TN 40.00 1,040.00 GEOTEXTILE FILTER FABRIC UNDER RIP-RAP 208.00 SF 3.82 794.56 TOTAL STORM SEWER 50,055.88 UNDERGROUND UTILITIES TRENCHING&BACKFILL 9,913.00 LF 7.78 77,123.14 VAULTS/BOXES 1.00 LS 23,800.13 23,800.13 CONDUIT 7,383.20 LF 2.52 18,605.66 TOTAL UNDERGROUND UTILITIES 119,528.93 TRAFFIC APPURTANCES SIGNS(stop,no parking) 2.00 EA 130.00 260.00 50 SURVEY MONUMENT WELLS 68.00 EA 2 .00 17,000.00 17,260.00 TOTAL TRAFFIC APPURTANCES SUBTOTAL: $ 910,545 Pape 1 of 3 3F Meadows Agreement-Exhibit"C" EXHIBIT"C" ESTIMATED COST OF IMPROVEMENTS Left & Right Tum, Vehicle Refuge Lanes, Advisory &Warning Signs and Sight Distance Improvements at Highway 41 and Lots 109 - 112 Item Quantity Unit Cost/Unit Cost Sawcut Existing Asphalt 1,300 LF 0.80 $ 1,040 Remove Existing Asphalt 47 CUYD 25.00 $ 1,175 Slope Grading 15 CUYD 3.50 $ 53 5"Type"B"Asphalt 95 TN 44.72 $ 4,248 6"Asphalt Dike 45 LF 3.25 $ 146 Class II Base 150 TN 11.41 $ 1,712 Add New Striping 2,312 LF 0.44 $ 1,017 Add Painted Stop &Stop Bar 1 LS 150.00 $ 150 Add Stop Sign at corner 1 LS 130.00 $ 130 Add Warning &Advisory Signage 1 LS 1,120.00 $ 1,120 Subtotal: $ 10,791 Curve Widening and Y DG Walkway on Laurel & Cenegal Item Quantity Unit Cost/Unit Cost Sawcut Existing Asphalt 1,755 LF 0.80 $ 1,404 Remove Existing Asphalt 39 CUYD 25.00 $ 978 2.5"Type"B"Asphalt 38 TN 44.72 $ 1,693 Class II Base 96 TN 11.41 $ 1,101 Add New Striping 3,600 LF 0.40 $ 1,440 Add Painted"Stop"&Stop Bar 1 LS 150.00 $ 150 Stop Sign at Laurel/Santa Lucia 1 LS 130.00 $ 130 Street Name Sign at Laurel/Santa Lucia 1 LS 130.00 $ 130 3"DG Walkway, T Wide 420 TN 8.00 $ 3,364 Subtotal: $ 10,390 Curve Widening at Los Altos Item Quantity Unit Cost/Unit Cost Sawcut Existing Asphalt 1,305 LF 0.80 $ 1,044 Remove Existing Asphalt 10 CUYD 25.00 $ 250 Add 2.5"Type"B"Asphalt 46 TN 44.72 $ 2,068 Add 6"Class II Base 118 TN 11.41 $ 1,345 Add 6"AC Dike 405 LF 3.25 $ 1,316 Add Striping 3,200 LF 0.44 $ 1,408 Add Rip-Rap at Existing 36"CMP 3 TN 42.00 $ 126 Grading at Existing 36"CMP 100 SF 2.50 $ 250 Repair 4'x4' Pothole 1 LS 198.00 $ 198 Subtotal: $ 8,005 3F Meadows Agreement-Exhibit"C" Page 2 of 3 EXHIBIT"C" ESTIMATED COST OF IMPROVEMENTS Left & Right Turn, Vehicle Refuge Lanes, Advisory &Warning Signs and Sight Distance Improvements at Highway 41 and Los Altos Item Quantity Unit Cost/Unit Cost Sawcut Existing Asphalt 880 LF 0.80 $ 704 Remove Existing Asphalt 39 CUYD 25.00 $ 978 Slope Grading 49 CUYD 3.50 $ 172 5"Type"B"Asphalt 123 TN 44.72 $ 5,498 6"Asphalt Dike LF 3.25 $ - Class II Base 209 TN 11.41 $ 2,385 Extend Existing 24"CMP 3 LF 35.03 $ 105 Add 4'x4'x2'deep Rock Rip-Rap(25#Rock) 0.40 TN 177.00 $ 71 Remove Existing Striping 1,140 LF 0.10 $ 114 Add New Striping 1,360 LF 0.44 $ 598 Add Painted"Stop"&Stop Bar 1 LS 150.00 $ 150 Add Stop Sign at corner 1 LS 130.00 $ 130 Add"Los Altos"Street Name Sign at corner 1 LS 142.00 $ 142 Add Warning &Advisory Signage 1 LS 816.00 $ 816 Subtotal: $ 11,863 Summary of Estimated Costs San Marcos and Cenegal Road Improvements $ 910,545 Left&Right Turn, Vehicle Refuge Lanes, Advisory&Warning Signs and Sight Distance Improvements at Highway 41 and Lots 109- 112 $ 10,791 Curve Widening at Los Altos $ 10,390 Left&Right Turn, Vehicle Refuge Lanes,Advisory&Warning Signs and Sight Distance Improvements at Highway 41 and Los Altos $ 11,863 Subtotal $ 943,589 Contingency @ 3% $ 28,308 Supervision @ 3% $ 28,308 Total Estimated Cost $ 1,000,204 100% Performance Guarantee: $ 1,000,204 50°x6 Labor&Materials Guarantee: $ 500,102 Total Guarantee Amount: $ 1,500,306 3F Meadows Agreement-Exhibit"C" Page 3 of 3 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT No.5907 State of _ 1'�\ r`. r C�� County of On _7\_r1 -y, t '�� �C�u . before me, DATE NAME,TITLE OF OFFICER E.G.,JkNk DOE,NOTARY PUBLIC" personally appeared NAME(S)OF SIGNER(S) personally known to me - OR - ❑ 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 ac- knowledged to me that he/she/they executed the same in his/her/their authorized *' PAMELA VENTRESCA y o COMM.#,338343 capacity(ies), and that by his/her/their (7 NOTARY PUBLIC-CAUFORMAL� signature(s) on the instrument the person(s), SAN LUIS OBISPO COUNTY ), COMM.EXP,FEB,6,2006-' or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. SIGN�7URE OF NOTARY OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ❑ INDIVIDUAL ❑ CORPORATE OFFICER TITLE OR TYPE OF DOCUMENT TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL ❑ ATTORNEY-IN-FACT NUMBER OF PAGES ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR ❑ OTHER: DATE OF DOCUMENT SIGNER IS REPRESENTING: NAME OF PERSON(S)OR ENTITY(IES) SIGNER(S)OTHER THAN NAMED ABOVE 1 01993 NATIONAL NOTARY ASSOCIATION-8236 Remmet Ave.,P.O.Box 7184-Canoga Park,CA 91309-7184