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2016/10/19 Rich Development, LLC Payment in lieu of construction RE: TPM 36299AGREEMENT FOR PAYMENT IN LIEU OF CONSTRUCTION This Agreement for Payment In Lieu of Construction ("Agreement") is entered into, effective as of _ _Lt, 2016, by and between the CITY OF MENIFEE, a municipal corporation, on the one hand (the "City"), and RICH DEVELOPMENT, LLC, a California limited company, SANDTREE MENIFEE, LLC, a California limited liability company, JFT MANAGEMENT, LLC, a California limited liability company, HLH PROPERTIES, LLC, a California limited liability company, All as tenants -in -common, dba MENIFEE CO -TENANTS, ("Developer"), on the other. The City and Developer are herein referred to collectively as the "Parties" and individually as a "Party." RECITALS Whereas, on or about October 9, 2012, the City of Menifee Planning Commission adopted Resolution PC 12-117, approving Tentative Parcel Map No. 36299 ("TPM No. 36299"), a subdivision of 142.93 gross acres south of Newport Road and west of Haun Road for purposes of a mixed use development. Whereas, TPM No. 36299, consisting of thirty-four (34) parcels, is approved to be developed into two map phases, Phase I consists of parcels 1 through 26 ("Phase I Parcels"), and Phase II consists of parcels 27 through 34 ("Phase 11 Parcels"); Whereas, the Developer acquired Phase II Parcels and has submitted to the City for approval and recordation of the final parcel map for Phase 11 Parcels, Final Parcel Map No. 36299 ("Final PM No. 36299); and Whereas, as part of the processing of TPM No. 36299 and Final PM No. 36299, the Engineering Department drafted Street Improvement Plans (the "Plans") that conditioned Developer to build a bus shelter on Haun Road prior to parcel map recordation as part of the approval of the Haun Road Street Improvement Plan No. IP15-012 (a true and correct copy of the Plans is attached hereto as Exhibit "A"); and Whereas, the Riverside Transit Agency ("RTA") recently informed the City that bus service will not be available at the location for the proposed bus shelter in the near future; and Whereas, constructing a bus shelter when bus service is not available will create a maintenance problem for the City and is undesirable; and shelter. Whereas, Developer has requested to make a payment to the City in lieu of constructing a bus AGREEMENT NOW, THEREFORE, for full and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and based upon the foregoing recitals, and the terms, conditions, covenants, and agreements contained herein, the Parties hereto agree as follows: 2465/031858-0003 9815161.3 a08/30/16 1 1. The Recitals are incorporated as if fully set forth herein. 2. The City agrees to accept a payment of fifteen thousand dollars and zero cents ($15,000) from the Developer in lieu and in satisfaction of the construction of a bus shelter as described in the Plans. 3. Developer agrees to make this payment to the City within fourteen (14) days of the execution of this Agreement. 4. To the fullest extent permitted by law (including, without limitation, California Civil Code Sections 2782 and 2782.6), Developer shall defend (with legal counsel reasonably acceptable to City), indemnify, and hold free and harmless the City of Menifee and the City's agents, officers, and employees, (each, an "Indemnitee") from and against any and all claims, loss, cost, damage, injury, expense, and liability of every kind, nature, and description (including, without limitation, incidental and consequential damages, court costs, attorneys' fees, litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation) that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, the negligence, recklessness, or willful misconduct of Developer, any of the Developer entities, anyone directly or indirectly employed by any of them, or anyone that they control (collectively, the "Liabilities"), with regard to the actions described in this Agreement and will defend any action challenging the validity of this Agreement. 5. Developer agrees to pay all costs incurred by the City for the drafting, implementation and enforcement of this Agreement, including, without limitation all attorney's fees. 6. This Agreement may be amended or modified only by a written agreement executed by both Parties. No waiver of any of the terms of this Agreement shall be effective or binding unless in writing and executed by an authorized representative of the Party waiving its rights hereunder. 7. In the event any party to this Agreement brings an action to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to recover reasonable attorney's fees and costs from the other party. 8. The waiver by either party of any breach of any condition or covenant of this Agreement by the other party must be in writing. No waiver shall be deemed as a waiver of any subsequent breach of the same or any other condition or covenant. 9. This Agreement shall be binding upon the heirs, executors, administrators, successors, transferees, and assigns of the Parties. 10. This Agreement may be executed in one or more counterparts, each of which shall, for all purposes, be deemed an original and all such counterparts, taken together, shall constitute one and the same instrument. 11. Each person executing this Agreement on behalf of a Party represents that he or she has actual authority to do so and to bind the Party upon whose behalf he or she purports to be signing. 2465/031858-0003 9815161.3 a08/30/16 -2- IN WITNESS WHEREOF, the parties hereto have entered into this Agreement to be effective as of the date first written above. Dated: /�, 2016 Attest: r4s4rah A. Manwarin , _ty Clerk APPROVED AS TO FORM RU TUCKER, LLP o s for the Cityg fee Dated: August 30 , 2016 2465/031858-0003 9815161.3 a08/30/16 -3- "CITY" CITY OF MEN C if rnyia unicipal Cai'�701'c7t1 r By: r// Its: "DEVELOPER" RICH DEVELOPMENT, LLC, a California limited company, SANDTREE MENIFEE, LLC, a California limited liability company, JFT MANAGEMENT, LLC, a California limited liability company, HLH PROPERTIES, LLC, a California limited liability company, All as tenants -in -common, dba MENIFEE CO -TENANTS BY: RICH DEVELOPMENT, LLC, a California limited liability company as Managing Co -tenant 13y. 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