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HomeMy WebLinkAboutPM 2006-27 - Agreement/Covenant - Subdivision Agreement - Assignment, Delegation and Assumption - 6/18/2018 9 11111111 IN 11111111111111111111111111111 RECORDING REQUESTED BY AND FRESNO County Recorder WHEN RECORDED MAIL TO: Paul D1ctos, C.P.A. City clerk DOC— 2018-0071678 City of Fresno Monday, JUN 18, 2018 11:55:35 2600 Fresno street Tt 1 Pd $0.00 Rcpt # 0@05016352 Fresno, CA 93721-3603 ARG/R 3/1-9 NO FEE-GOVERNMENTCODE 610 and 27383 4,V4) 273$$. 1 a)%6)1 Z 0 City of Fresno Public Works Department P.W. File No. 5494-2006-27 ASSIGNMENT, DELEGATION, AND ASSUMPTION OF SUBDIVISION AGREEMENT PARCEL MAP NO. 2006-27 Assignment of Subdivision Agreement Parcel Map No.2006-27 Page 2 This Assignment, Delegation and Assumption of Subdivision Agreement Parcel Map No. 2006-27 ("Assignment') is entered into as of this I day of __�(f N C , 2018, by and between 1240 PALMETTO, LLC, a Nevada Limited Liability Company ("Owner-Assignor"), CINTAS CORPORATION NO. 3, a Nevada Corporation ("Owner-Assignee"), and the City of Fresno,a Municipal Corporation("City")without regard to number or gender. RECITALS WHEREAS, Owner-Assignor 1240 PALMETTO, LLC, a Nevada Limited Liability Company and City are parties to that certain Subdivision Agreement Parcel Map No.2006- 27 dated August 2, 2007, recorded August 20, 2007 as Document No. 2007-0156946 in the Official Records of Fresno County, California (collectively, the "Agreement"); and WHEREAS, Owner-Assignor agreed to complete certain improvements defined in said Agreement; and WHEREAS, Owner-Assignor desires to assign the Agreement, including all rights, obligations, and liabilities thereunder to Owner-Assignee and Owner-Assignee desires to assume such from Owner-Assignor, upon the terms and conditions hereunder; and WHEREAS, Owner-Assignee understands that upon assignment of the Agreement hereunder, Owner-Assignee will be responsible for the faithful performance and completion of all improvements required by the Agreement; and WHEREAS, the City is willing to consent to such assignment, delegation, and assumption in the public interest and upon the terms and conditions herein. ASSIGNMENT, DELEGATION, AND ASSUMPTION NOW, THEREFORE, Owner-Assignor, Owner-Assignee and the City mutually agree as follows: 1. Owner-Assignor hereby assigns and delegates all of its rights and responsibilities under the Agreement to Owner-Assignee and Owner-Assignee hereby accepts said assignment and delegation of rights and responsibilities under the Agreement. 2. Owner-Assignee shall provide adequate Performance Security for the completion of the improvements required and defined in the Agreement, in a form and amount set forth on Exhibit A attached hereto, as a substitute for the security provided by Owner-Assignor. The Performance Security shall be maintained in full effect until all requirements of said Subdivision Agreement have been met. 3. The City shall, as soon as possible, but in no event more than thirty(30)days after receipt of satisfactory substitute security in the amount and form described above, release all security submitted by Owner-Assignor for the Agreement and accept in its place the security posted by Owner-Assignee, thus allowing Owner-Assignor to terminate their bonds related to the Agreement. The City shall not be obligated to release any security submitted until such substitute security is received and determined to be in a form reasonably acceptable to the City. 4. The parties agree that this is not a novation with respect to the ultimate responsibility of the Owner-Assignor. As such Owner-Assignee hereby agrees to 1 Assignment of Subdivision Agreement Parcel Map No. 2006-27 Page 3 defend, indemnify and hold harmless Owner-Assignor from and against(1)any and all liability that may be asserted by the City of Fresno, the Original Owners or anyone else against, arising out of, or in any way related to the Agreement, and (2) any and all liability that may be asserted by the surety on the performance bond referred to in Paragraph 2 arising out of or in any way related to the Agreement against bond and/or said Agreement. This indemnity and hold harmless agreement shall include any damages, attorneys'fees and costs arising out of the indemnified claims. This indemnity obligation shall remain in place until all obligations under the Agreement have been complied with and all potential claims related thereto have been fully and finally resolved. 5. Nothing in this Assignment shall be construed to grant authority for further assignment of the Agreement without written consent of the City. 6. All other terms and conditions of the Agreement shall remain in full force and effect and nothing in this Assignment shall be construed to constitute a novation of the Agreement. 7. The City of Fresno hereby approves and accepts this delegation and assignment. 8. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all of which together shall be deemed one and the same document. Assignment of Subdivision Agreement Parcel Map No. 2006-27 Page 4 The parties have executed this Assignment on the day and year first written above. CITY OF FRESNO, OWNER-ASSIGNOR a Municipal Corporation 1240 PALMETTO, LLC Public Works Department A Nevada Limited Liability Company Scott Mozier, P.E., Director By: By. Andrew J. Benet ' P. ., Assistant Director !"Ste*phM erman, Manager OWNER-ASSIGNEE CINTAS CORPORATION NO. 3 APPROVED AS TO FORM: A Nevada Corporation DOUGLAS T. SLOAN City Attorney By: By: aryterman-Doidge Glenn Larsen, Vice-President puty City Attorney Date: C/ Ag (Attach Notary Acknowledgments) CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 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 LOS On �pri l 23, ?•fll$ before me, Date Here Insert Name and Title of the Officer personally appeared S -PhU'1 Zi rn r*ma*i Name(s) of Signer(s) 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 NotaryPubliclic-C D.LARK -CENSENalifornia is true and correct. Z Los Angeles County D WITNES m hand and ffi ial seal. Commission N 2105191 y My Comm.Expires Mar 29,2019 Signature Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: A-Agnvvwn{, Pkkgakiori 4 ku*onDocument Date: Number of Pages: (,,— Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: SLCQhcn Ztmnw-r#"4-r, Signer's Name: ❑Corporate Officer — Title(s): ❑Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Partner — ❑ Limited [I General ❑ Individual ❑Attorney in Fact ❑ Individual ❑Attorney in Fact ❑Trustee ❑ Guardian or Conservator ❑Trustee ❑Guardian or Conservator M'Other: Gv/1240 Rq,Irnctb "C-- ❑ Other: Signer Is Repres nting: Signer Is Representing: ©2014 National Notary Association •www.NationaiNotary.org • 1-800-US NOTARY(1-800-876-6827) Item #5907 S Assignment of Subdivision Agreement Parcel Map No. 2006-27 Page 4 The parties have executed this Assignment on the day and year first written above. CITY OF FRESNO, OWNER-ASSIGNOR a Municipal Corporation 1240 PALMETTO, LLC Public Works Department A Nevada Limited Liability Company Scott Mozier, P.E., Director By: By: Andrew J. Benelli, P.E., Assistant Director . Stephen Zimmerman, Manager OWNER-ASSIGNEE CINTAS CORPORATION NO. 3 APPROVED AS TO FORM: A Nevada Corporation DOUGLAS T. SLOAN City Attorney By. By: Mary Raterman-Doidge n Larsen, Vice-President Deputy City Attorney Date: (Attach Notary Acknowledgments) CALIFORNIA ALL-PURPOSE 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 Ohio County of Clermont On April 26, 2018before me, Nancy Feds, Notary Public, personally appeared Glenn Larsen 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 Z Signature of&tary Public R I A( S ����i .\•O-4PNANCY FEDS NOTARY PUBLIC STATE OF OHIO Comm. Expires May 03. 2019 '« Recorded in _JrClermont County 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 CLERK'S CERTIFICATION State of California ) County of Fresno ) On June 1, 2018 before me, Cherisea Bames, personally appeared, Andrew J. Benelli, P.E., Assistant Director of Public Works of the City of Fresno, 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 confect. WITNESS my hand and official seal YVONNE SPENCE, CMC City Clerk, City of Fresno pf FR Sy � o �R�ren oct.� By " : Deputy. EXHIBIT A Parcel Map No. 2006-27 A. ESTIMATE OF DESCRIPTION AND COST OF THE WORK AND IMPROVEMENTS DESCRIPTION COST Sewer System Construction Cost Estimate $11,500.00 Street&Storm Drain Construction Cost Estimate $84,000.00 SUB-TOTAL $95,500.00 10%CONTINGENCY-1 $9,600.00 FINAL COST ESTIMATE*j $105,000.00 Amounts rounded to nearest$1000 The work and improvements,quantities and costs are estimates. The actual extent of the work and improvements shall be established by the construction plans approved by the City Engineer. B. IMPROVEMENT SECURITY REQUIREMENTS(due with subdivision agreement) **Amounts rounded to nearest$100 Performance Security (100%of Final Cost Estimate)*" $100,000.00 95%of amount shall be in the form of a Bond by duly authorized corporate sureties 5%of amount shall be in Cash or a Certificate of Deposit $5,000.00 Payment Security (50%of Final Cost Estimate)** $52,500.00 100%of amount shall be in the form of a Bond by duly authorized corporate sureties C. WARRANTY SECURITY(due as condition of acceptance of the work)'* 5%of first$50,000 of the Final Cost Estimate $3,000.00 3%of next$50,000 $2,000.00 1%of next$400,000 $0.00 0.5%of amount over$500,000 $0.00 Minimum Amount $5,000.00 L