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2022/03/09 Riverside County Flood Control and Water Conservation District ASSIGNMENT AND ASSUMPTION AGREEMENT - Sun City - Hillman Street Storm Drain, Stage 3 - Project No. 4-0-00304 - Tract Nos. 36658-l and 36658-2242692 ASSIGNMENT AND ASSUMPTION AGREEMENT Sun City - Hillman Street Storm Drain, Stage 3 Project No. 4-0-00304 Tract Nos. 36658-l and 36658-2 This Assignment and Assumption Agreement ('ASSIGNMENT") is made by and between (i) the fuverside County Flood Control and Water Conservation District, a body politic ("DISTRICT"); (ii) the City of Menifee, a Califomia municipal corporation ("CITY"); (iii) Cimanon Ridge, LLC, a Califomia 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. I1.3) 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 conceming ASSIGNOR's proposed design and construction of certain flood control and drainage facilities required as a condition of approval for Tract Nos. 36658-l and 36658-2 located in the city of Menifee, in the State of Califomia, 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 ofTract Nos. 36658- I 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 -t- 242692 D. Section IV.l5 of AGREEMENT stipulates that ASSIGNOR may assign its rights and responsibilities as set forth therein subject to the written consent ofthe Parties thereto; and E. The totality of ASSIGNOR's rights, title, interests, benefits and privileges pursuant 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.l7 of AGREEMENT specify that AGREEMENT may be changed or modified subject to the written consent ofthe 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: l. The above Recitals are true and correct and are incorporated into the terms ofthis 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. -2- 242692 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 andior 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 ofthe successors, assigns, personal representatives, heirs and legatees ofthe 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 ofand from the other Party all costs and expenses ofthe action or suit, including reasonable attomeys' fees. 7. This ASSIGNMENT is to be construed in accordance with the laws of the State of Califomia. 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. 3- 242692 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. I l. 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: zuVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT 1995 Market Street Riverside, CA 92501 Attn: Contract Services Section CIMARRON RIDGE. LLC 2900 Adams Street, Suite C25 Riverside, CA 92504 Attn: Craig Mazzara CITY OF MENIFEE 29844 Haun Road Menifee. CA 92586 Attn: Daniel Padilla City Engineer, Land Development Section 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 ASSICNEE and ASSIGNOR hereby certifo 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 ASSICNMENT. 13. This ASSICNMENT 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. -4- l.1l69l IN WITNESS WHEREOF, the Parties hereto have executed this ASSIGNMENT on I AL (to be filled in by General hief Engineer) RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT By E. UHLEY al Manager ef Engineer APPROVED AS TO FORM COUNTY COUNSEL By H . MOOR,E Deputy County Counsel .t Assignment and Assumption Agreement: Sun City - Hillman Street Storm Drain, Stage 3 Project No. 4-0-00304 Tract Nos. 36658-l and 36658-2 AMR:blm 03t09t22 5- 242692 By RECOMMENDED FOR APPROVAL:CITY OF MENIFE,E By t)PADII,I,A ARMANDO I,t,A City Engineer City Manager APPROVED AS TO FORM:ATTEST: B Bv T. MEI,CTIINC City Attomey Assignment and Assumption Agreement: Sun City - Hillman Street Storm Drain, Stage 3 Project No. 4-0-00304 Tract Nos. 36658-l and 36658-2 AMR:blm 03t09/22 MANWARING Citv Clerk (SEAL) -6- 242692 ASSIGNOR CIMARRON RIDGE, LLC, a Calitbmia limited liability company Bv: Van Daelc lnvcs t Properties, LLC Its Manag By . HACK (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-l and 36658-2 AMR:blm 03109122 -7 CALIFORNIA ACKNOWLEDGMENT CIVIL CODE 5 1189 A notary public or other officer completing this cedificate verifies only the identity of the individualwho signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of Ca ia County of M.v ll. &oLz before me 0Jt.r6i eft Nome ond Title f the Oflicer personally appeared Nome(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 capaciMies), 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. KA]HRYN SVOEODA Notary Public . Californin [o! Angeles County Commiseion , 2 I28508 ,ry Comm. Elpir6 Jun ,1, 2024 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 oture of Notory PublicPloce Notory Seol ond/ot Stqmp Above OPTIONAL Completing this informotion con deter olterction of the document or froudulent reottochment of this form lo on unintended document. Description of Attached Oocument Title or Type of Documenti s Document Date Number of Paoes: Signe(s) Other Than Named Above: Capacity(ies) claimed by Signer(s) Signer's Name o Partner- tr Limited tr General E Individual tr Attorney in Fact tr Trustee o Guardian or Conservator Signer's Name: tr Corporate Officer - Title(s) tr Partner - tr Limited B General tr lndlvidual o Attorney in Fact D Trustee o Guardian or Conservator D Other: Signer is Representing:Signer is Representing --Erf-T -I--rra1IrrrrllIr-Tfirrrrrr=Ullal'llll,llrrallrru fiIffi*rrtrlnrl c)2O'19 National Notary Association On o Corporate Officer - Title(s): E Other: 212692 By Assignment and Assumption Agreement: Sun City - Hillman Street Storm Drain, Stage 3 Project No. 4-0-00304 Tract Nos. 36658-l and 36658-2 AMR:blm 03/09122 ASSIGNEE PULTE HONIE CONIPANY, LLC, a Michigan limited liability company Division Vice President of Land Acquisition and Development (ATTACH NOTARY WITH CAPACITY STATEMENT) -8- ACKNOWLEDGMENT State of California County of ORANGE ) on Match23,2022 before me.GUNEET KAUR, NOTARY PUBLIC (insert name and title of the officer) personally appeared DARREN WARREN who proved to me on the basis of satisfactory evidence to be the person(e) whose name(s) islare subscribed to the within instrument and acknowledged to me that helshelthey executed the same in his/herltt+eir authorized capacity€e€), and that by his#rerlthei+ signature(sfon the instrument the person(€), 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. GUNEET KAUR Itotrry Public . C.lifornia 0ranl. County Connlrrlon, 2165191 Signature (Seal)Ity Comm. Erplre, Jll 12, 2025 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 valid of that document WTNESS my hand and official seal.