2022/04/06 Riverside County Flood Control and Water Conservation District Assignment and Assumption Agreement242692
ASSIGNMENT AND ASSUMPTION AGREEMENT
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 36658-1 and 36658-2
This Assignment and Assumption Agreement ("ASSIGNMENT") is made by and between
(i) the Riverside County Flood Control and Water Conservation District, a body politic
("DISTRICT"); (ii) the City of Menifee, a California municipal corporation ("CITY"); (iii)
Cimarron Ridge, LLC, a California limited liability company ("ASSIGNOR"); and (iv) Pulte Home
Company, LLC, a Michigan limited liability company ("ASSIGNEE"), together, referred to as the
"Parties" and individually as "Party". The Parties hereto agree as follows:
RECITALS
A. DISTRICT, CITY and ASSIGNOR have previously entered into that certain
Agreement which was executed on March 2, 2021 (DISTRICT Board Agenda Item No. 11.3) and
recorded as Document No. 2021-0177976 in the Official Records of the County of Riverside
("AGREEMENT"), setting forth the Parties' respective rights and obligations concerning
ASSIGNOR's proposed design and construction of certain flood control and drainage facilities
required as a condition of approval for Tract Nos. 36658-1 and 36658-2 located in the city of
Menifee, in the State of California, hereinafter called "PROPERTY"; and
B. Subsequent to the execution of said AGREEMENT, ASSIGNEE has acquired fee
title to PROPERTY pursuant to a certain Grant Deed dated July 9, 2021 and plans to proceed in
accordance with AGREEMENT; and
C. A true and correct copy of AGREEMENT has been provided to ASSIGNEE.
AGREEMENT describes the terms and conditions by which those certain flood control and
drainage improvements that are required in connection with the development of Tract Nos. 36658-
1 and 36658-2 are to be designed and constructed by ASSIGNOR and inspected and accepted for
operation and maintenance by DISTRICT, CITY and ASSIGNOR; and
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D. Section IV.15 of AGREEMENT stipulates that ASSIGNOR may assign its rights
and responsibilities as set forth therein subject to the written consent of the Parties thereto; and
E. The totality of ASSIGNOR's rights, title, interests, benefits and privileges pursuant
u to AGREEMENT are hereinafter collectively called "ASSIGNOR RIGHTS", and the totality of
ASSIGNOR's obligations or responsibilities pursuant to AGREEMENT are hereinafter collectively
called "ASSIGNOR OBLIGATIONS"; and
F. ASSIGNOR RIGHTS and ASSIGNOR OBLIGATIONS are hereinafter altogether
called "RIGHTS AND OBLIGATIONS"; and
G. ASSIGNOR, ASSIGNEE, CITY and DISTRICT intend that, by execution of this
ASSIGNMENT, ASSIGNEE shall assume and agrees to perform all RIGHTS AND
OBLIGATIONS as stated in AGREEMENT; and
H. Section IV.17 of AGREEMENT specify that AGREEMENT may be changed or
modified subject to the written consent of the Parties thereto; and
NOW, THEREFORE, in consideration of the preceding Recitals and the mutual covenants
hereinafter contained, the Parties hereto do hereby mutually agree as follows:
1. The above Recitals are true and correct and are incorporated into the terms of this
ASSIGNMENT in their entirety.
2. By execution of this ASSIGNMENT, ASSIGNOR hereby assigns all of its RIGHTS
AND OBLIGATIONS to ASSIGNEE and ASSIGNEE accepts the RIGHTS AND
OBLIGATIONS.
3. For the benefit of DISTRICT and COUNTY, ASSIGNEE hereby agrees to be fully
bound by the terms of AGREEMENT that are stated and imposed on ASSIGNOR in
AGREEMENT. ASSIGNOR is referred to as DEVELOPER in AGREEMENT. As such, upon
execution of this ASSIGNMENT, ASSIGNEE will become the new "DEVELOPER" under the
terms of AGREEMENT.
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4. In regard to the assignment of RIGHTS AND OBLIGATIONS set forth herein,
DISTRICT and CITY hereby consent and agree to (i) the assignment of RIGHTS AND
OBLIGATIONS in favor of ASSIGNEE, and (ii) the assumption by ASSIGNEE of said RIGHTS
AND OBLIGATIONS. In further clarification of the intent of the Parties, ASSIGNEE and
ASSIGNOR specifically agree with DISTRICT and CITY that access and/or grant of real property
interests required by DISTRICT and CITY pursuant to AGREEMENT, if any, shall be satisfied by
ASSIGNEE, and in regard to all financial obligations, DISTRICT and/or CITY shall invoice
ASSIGNEE for all charges incurred pursuant to AGREEMENT. Further, in executing this
ASSIGNMENT, neither DISTRICT or CITY are waiving their rights to seek redress or relief from
ASSIGNOR, in addition to ASSIGNEE, for any breach of AGREEMENT that may have accrued
prior to the effective date of this ASSIGNMENT.
5. The assignment and assumption of RIGHTS AND OBLIGATIONS pursuant to this
ASSIGNMENT shall be binding upon and inure to the benefit of the successors, assigns, personal
representatives, heirs and legatees of the respective Parties hereto.
6. In the event that any action or suit by the Party hereto is brought against another
Party hereunder by reason of any breach of any of the covenants, conditions, agreements or
provisions on the part of the other Party arising out of this ASSIGNMENT, the prevailing Party
shall be entitled to have and recover of and from the other Party all costs and expenses of the action
or suit, including reasonable attorneys' fees.
7. This ASSIGNMENT is to be construed in accordance with the laws of the State of
California.
8. If any provision in this ASSIGNMENT is held by a court of competent jurisdiction
to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full
force without being impaired or invalidated in any way.
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9. Nothing in the provisions of this ASSIGNMENT is intended to create duties or
obligations to or rights in third parties not Parties to this ASSIGNMENT.
10. This ASSIGNMENT may be changed or modified only upon the written consent of
the Parties hereto.
11. Any and all notices sent or required to be sent to ASSIGNEE arising from either this
ASSIGNMENT or the obligations contained in AGREEMENT will be mailed by first class mail,
postage prepaid, to the following addresses:
RIVERSIDE COUNTY FLOOD CONTROL CITY OF MENIFEE
AND WATER CONSERVATION DISTRICT 29844 Haun Road
1995 Market Street Menifee, CA 92586
Riverside, CA 92501 Attn: Daniel Padilla
Attn: Contract Services Section City Engineer,
Land Development Section
CIMARRON RIDGE, LLC
2900 Adams Street, Suite C25
Riverside, CA 92504
Attn: Craig Mazzara
PULTE HOME COMPANY, LLC
27401 Los Altos, Suite 400
Mission Viejo, CA 92691
Attn: Steven J. Ford
12. The individuals executing this ASSIGNMENT on behalf of ASSIGNEE and
ASSIGNOR hereby certify that they have the authority within their respective companies to enter
into and execute this ASSIGNMENT, and have been authorized to do so by any and all boards of
directors, legal counsel and/or any other board, committee or other entity within their respective
companies which have the authority to authorize or deny entering into this ASSIGNMENT.
13. This ASSIGNMENT may be executed in multiple counterparts, each of which shall
be deemed an original but all of which together shall constitute but one and the same instrument.
//
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IN WITNESS WHEREOF, the Parties hereto have executed this ASSIGNMENT on
(to be filled in by General Manager -Chief Engineer)
RIVERSIDE COUNTY FLOOD CONTROL
AND WATER CONSERVATION DISTRICT
LIM
JASON E. UHLEY
General Manager -Chief Engineer
APPROVED AS TO FORM:
COUNTY COUNSEL
SARAH K. MOORE
Deputy County Counsel
Assignment and Assumption Agreement:
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 36658-1 and 36658-2
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ASSIGNOR
CIMARRON RIDGE, LLC,
a California limited liability company
By: Van Deale Investment Properties, LLC
Its Managing Member
JEFFREY M. HACK
President
(ATTACH NOTARY WITH CAPACITY
STATEMENT)
Assignment and Assumption Agreement:
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 36658-1 and 36658-2
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ASSIGNEE
PULTE HOME COMPANY, LLC,
a Michigan limited liability company
M.
DARREN WARREN
Division Vice President of Land
Acquisition and Development
(ATTACH NOTARY WITH CAPACITY
STATEMENT)
Assignment and Assumption Agreement:
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 36658-1 and 36658-2
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03/09/22
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RECOMMENDED FOR APPROVAL:
B ,4
DANIEL PAD111A
City Engineer
APPROVED AS TO FORM:
By - '. �—J ) ;,--- ��C r
]E T. MELCHING
City Attorney
►ZPTI19A
CITY OF MENIFEE
By
ARMANDO 6. q1LLA
City Manager
ATTEST:
y U
4 VAH MANWARING
City Clerk
(SEAL)
Assignment and Assumption Agreement:
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 36658-1 and 36658-2
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RECOMMENDED FOR APPROVAL:
BY 01 PJ9
DANIEL PADI I..A
City Engineer
APPROVED AS TO FORM:
CITY OF MENIFEE
c
By
ARMANDO d OLLA
City Manager
ATTEST:
By�
JE - T. MELCHING &A RAl MANWARING
City Attorney
City Clerk
(SEAL)
Assignment and Assumption Agreement:
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 36658-1 and 36658-2
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RECOMMENDED FOR APPROVAL:
By t;J L4
DANIEL PADILLA
City Engineer
APPROVED AS TO FORM:
By
JEFFREY T. MELCHING
City Attorney
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CITY OF MENIFEE
By
ATZMA W G. V l.l.,A
City Manager
ATTEST:
MANWARING
City Clerk
(SEAL)
Assignment and Assumption Agreement:
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 36658-1 and 36658-2
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RECOMMENDED FOR APPROVAL:
By VJ 1WW
DANIEL PADILLA
City Engineer
APPROVED AS TO FORM:
B
JE Y T. MELCHING
City Attorney
CITY OF MENIFEE
Iz-
By GU4
ARMANDO G. WLA
City Manager
ATTEST:
B ► f
ARMANWARING
City Clerk
(SEAL)
Assignment and Assumption Agreement:
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 36658-1 and 36658-2
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RECOMMENDED FOR APPROVAL:
By W �4 -
DnNIEL PADILLA
City Engineer
APPROVED AS TO FORM:
By
JE REY T. MELCHING
City Attorney
CITY OF MENIFEE
By —"A �
ARMANDO Gi V_ 1.1-A
City Manager
ATTEST:
B �'
R H MANWARING
City Clerk
(SEAL)
Assignment and Assumption Agreement:
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 36658-1 and 36658-2
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RECOMMENDED FOR APPROVAL:
By j2difa
DANIEL PADILLA
City Engineer
APPROVED AS TO FORM:
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CITY OF MENIFEE
By r
ARMANDO G. V I . [ ,A
City Manager
ATTEST:
i
By Z
�' . �•,
City Attorney
City Clerk
(SEAL)
Assignment and Assumption Agreement:
Sun City — Hillman Street Storm Drain, Stage 3
Project No. 4-0-00304
Tract Nos. 3 665 8-1 and 3 665 8-2
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