2022/05/10 Riverside County Flood Control and Water Conservation District COOPERATIVE AGREEMENT - Romoland MDP Line A-10, Stage I - Romoland MDP Line A-8, Stage 2 - Project Nos. 4-0-00197 and 4-0-0043 8 - Tract Map No. 37400t4AY 10
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COOPERATIVII AGREEMENT
Romoland MDP Line A-10, Stage I
Romoland MDP Line A-8, Stage 2
Project Nos. 4-0-00197 and 4-0-0043 8
Tracl Map No. 37400
This Cooperativc Agreement ("Agrccmcnt"), dated as of MAY 10 2022
is entered into by and between the Riverside County Flood Control and Water Conservation
District, a body politic ("DISTRICT"), the City of Menifee, a municipal corporation ("CITY"),
and D.R. Horton Los Angeles Holding Company, Inc., a Califomia corporation
("DEVELOPER"), (together, the "Parties").
RECITALS
A. DEVELOPER is the legal owner ofrecord of certain real property located
within the County of Riverside. DEVELOPER has submitted for approval Tract Map No. 37400
located in the city of Menifee. As a condition of approval, DEVELOPER must construct certain
flood control facilities in order to provide flood protection and drainage for DEVELOPER's
planned development; and
B. The legal description of Tract Map No. 37400 is provided in Exhibit "A",
attached hereto and made a part hereof; and
C. The required flood control facilities and drainage improvements are
identified in DISTRICT's Romoland Master Drainage Plan ("MDP"), and are shown on
DISTRICT's Drawing No. 4-1 168, the relevant portions of which are shown in concept on
Exhibit "8" attached hereto and a part hereof, include the construction of:
(D Romoland MDP Line A-8, Stage 2 ('LINE A-8, STAGE 2'),
which is comprised of approximately l,3CC lineal feet of
underground 10'x 6'reinforced concrete box, as shown in blue on
Exhibit its downstream terminus, LINE A-8, STAGE 2
will discharge into the existing Romoland MDP Line A, Stage 3
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Intem Channel (DISTRICT's Drawing No. 4-0856);
(ii) Romoland MDP Line A-10, Stage I (^LINE A-10, STAGE 1"),
which is comprised of approximately 1,130 lineal feet of
underground 4.8' x 4.5' reinforced concrete box, as shov"n in green
on Exhibit "8". At its upstream terminus, LINE A-10, STAGE 1
will discharge into the proposed CITY's maintained water quality
weir;
(iii) All safety devices requested by DISTRICT, including but not
limited to concrete pads, slope protection barriers, signage and
fencing ("SAFETY DEVICES"). SAFETY DEVICES shall be
purchased and installed by DEVELOPER's contractor, and subject
to DISTRICT's inspection and approval. Together, LINE A-8,
STAGE 2, LINE A-10, STAGE 1 and SAFETY DEVICES are
hereinafter called "DISTRICT FACILITIES"; and
D. Associated with the consfiuction of DISTRICT FACILITIES is the
construction of certain catch basins, inlets, connector pipes, emergency spillway crest, water
quality and sloping weir, and various lateral storm drains that are thirty-six inches (36") or less
in diameter that are located within CITY held easements or rights of way, as depicted in
DISTRICT's Drawing No. 4- I 168, hereinafter called "APPURTENANCES"; and
E. Together, DISTRICT FACILITIES and APPURTENANCES are
hereinafter called "PROJECT"; and
F. LINE A-8, STAGE 2 and LIriE A-10, STAGE 1 is located within the
Homeland i Romoland Area Drainage Plan (ADP) Line A Sub-Watershed; and
G. In 2014, CITY delegated all right and authority held under Ordinance
460.144, as amended, to the County of Riverside for the adjustment, collection and disbursement
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of the Homeland / Romoland Area Drainage Plan (ADP) fees; and
H. The ADP Fee obligation for LINE A-8, STAGE 2 and LINE A-10,
STAGE 1 ("OBLIGATION"), are calculated based on the acreage of the proposed subdivision;
and
I. The book value of LNE A-8, STAGE 2 and LINE A-10, STAGE 1 are
referred to as ADP Fee credit ("CREDIT"); and
J. If DISTRICT estimates that upon constructing LINE A-8, STAGE 2 and
LINE A-10, STAGE 1, DEVELOPER will eam CREDIT, the estimated surplus amount between
OBLIGATION and CREDIT will result in an excess ADP Fee credil ("EXCESS CREDIT") to
DEVELOPER; and
K. LINE A-8, STAGE 2 and LINE A-10, STAGE I is an eligible component
("ADP FACILITIES") of the Homeland / Romoland ADP Line A Sub-Watershed; and
L. Pursuant to Section IV.b.l of the "Rules and Regulations for
Administration of Area Drainage Plans", dated June 10, 1980, as amended, ("RULES"), and the
provisions of this Agreement, EXCESS CREDIT eamed by DEVELOPER for the construction
of ADP FACILITIES may be used to satisfr OBLIGATION; and
M. Pursuant to the RULES and this Agreement, EXCESS CREDIT may be
used to satisff the requirement to pay ADP Fees for certain properties located within the
boundaries of the Homeland / Romoland ADP Line A Sub-Watershed, hereinafter called
"ELIGIBLE PROPERTIES"; and
N. DEVELOPER and the owner(s) of other ELIGIBLE PROPERTIES may
desire to transfer some or all of DEVELOPER's EXCESS CREDIT to ELIGIBLE PROPERTIES.
In such event, DEVELOPER and owner(s) will enter into (a) separate agreement(s) conceming
the transfer of DEVELOPER's EXCESS CREDIT from DEVELOPER to said owner(s) as set
forth herein; and
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O. On or about July 12,2018, DISTRICT and DEVELOPER entered into a
Right of Entry and Inspection Agreement that authorizes DEVELOPER to construct DISTRICT
FACILITIES. Pursuant to the Right of Entry and Inspection Agreement, DEVELOPER has
commenced construction of the At-Risk Portion of the project between stations l0+00.00 and
23+99.07 and22+76.15 and 34+06.58: and
P. DEVELOPER and CITY desire DISTRICT to accept ownership and
responsibility for the operation and maintenance of DISTRICT FACILITIES. Therefore,
DISTRICT must review and approve DEVELOPER's plans and specifications for PROJECT and
subsequently inspect the construction of DISTRICT FACILITIES; and
a. DEVELOPER and DISTNCT desire CITY to accept ownership and
responsibility for the operation and maintenance of APPURTENANCES. Therefore, CITY must
review and approve DEVELOPER's plans and specifications for PROJECT and subsequently
inspect and approve the construction of PROJECT; and
R. DISTRICT is willing to (i) review and approve DEVELOPER's plans and
specifications for PROJECT, (ii) inspect the construction of DISTRICT FACILITIES and (iii)
accept ownership and responsibility for the operation and maintenance of DISTRICT
FACILITIES; provided DEVELOPER does all of the following: (a) complies with the terms of
this Agreement, (b) constructs PROJECT in accordance with DISTRICT and CITY approved
plans and specifications, and (c) accepts ownership and responsibility for the operation and
maintenance of PROJECT following completion of PROJECT construction until such time as
DtSTzuCT accepts ownership and responsibility for the operation and maintenance of
DiSTRICT FACILITIES and CITY accepts ownership and responsibility for the operation and
maintenance of APPURTENANCES; and
S. CITY is willing to (i) review and approve DEVELOPER's plans and
specifications for PROJECT, (ii) inspect the construction of PROJECT, (iii) accept and hold
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faithful performance and payment bonds submitted by DEVELOPER for DISTRICT
FACILITIES, (iv) grant DISTRICT the right to inspect, operate and maintain DISTRICT
FACILITIES within CITY rights of way subject to the terms of this Agreement, and (v) accept
ownership and responsibility for the operation and maintenance of APPURTENANCES;
provided DEVELOPER does all of the following: (a) complies with the terms of this Agreement,
(b) constructs PROJECT in accordance with DISTzuCT and CITY approved plans and
specifications, (c) obtains and conveys to CITY all rights of way necessary for the inspection,
operation and maintenance of APPURTENANCES as set forth herein, and (d) accepts ownership
and responsibility for the operation and maintenance of PROJECT lollowing completion of
PROJECT construction until such time as DISTRICT accepts ownership and responsibility for
the operation and maintenance of DISTRICT FACILITIES and CITY accepts ownership and
responsibility for the operation and maintenance of APPURTENANCES; and
T. Pursuant to Water Code Appendix Section 10, the Board of Supervisors
ofthe County of Riverside is designated as, and is empowered to act as, ex officio the Board of
Supervisors ofDISTRICT therefore the County ofRiverside is included as an indemnified party;
and
U. For the purposes of this Agreement, the term "CITY" shall mean and refer
to the City of Menifee, including its governing bodies, agencies, districts, special districts and
departments, their respective directors, councilmembers, offtcers, elected and appointed officials,
employees, agents and representatives.
NOW, TIIEREFORE, the Parties hereto mutually agree as follows:
SECTION I
DEVIILOPER shall:
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1. Prepare PROJECT plans and specifications, hereinafler called
"IMPROVEMENT PLANS", in accordance with applicable DISTRICT and CITY standards, and
submit to DISTRICT and CITY for their respective review and approval.
2. Continue to pay DISTRICT and CITY, within thirty (30) days after receipt
of periodic billings from DISTRICT and CITY, any and all such amounts as are deemed
reasonably necessary by DISTRICT and CITY to cover DISTRICT's and CITY's costs associated
with the review and implementation of the IMPROVEMENT PLANS, review and approval of
rights of way and conveyance documents, and with the processing and administration of this
Agreement.
3. Deposit with DISTRICT (Attention: Business Office - Accounts
Receivable), at the time of providing written notice to DISTRICT and CITY of the start of
PROJECT construction as set forth in Section I.8, the estimated cost of providing constmction
inspection for DISTRICT FACILITIES, in an amount as determined and approved by DISTRICT
in accordance with Ordinance Nos. 671 and 749 of the County of Riverside, including any
amendments thereto, based upon the bonded value of DISTRICT FACILITIES. If at any time
the inspection costs exceed the deposit or are anticipated by DISTRICT to exceed the deposit
with DISTRICT, DEVELOPER shall pay such additional amount(s) as deemed reasonably
necessary by DISTRICT to complete inspection of DISTRICT FACILITIES within thifty (30)
days after receipt of billing from DISTRICT.
4. Deposit with CITY, at the time of providing written notice to DISTRICT
and CITY of the start ofPROJECT construction as set forth in Section I.8, the estimated cost of
providing construction inspection for PROJECT, in an amount as determined and approved by
CITY in accordance with CITY's municipal code and regulations. If at any time the inspection
costs exceed the deposit or are anticipated by CITY to exceed the deposit with CITY,
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DEVELOPER shall pay such additional amount(s), as deemed reasonably necessary by CITY to
complete inspection of PROJECT, within thirty (30) days after receipt of billing from CITY.
5. Secure, at its sole cost and expense, all necessary licenses, agreements,
permits and rights of entry as may be needed for the construction, inspection, operation and
maintenance of PROJECT. DEVELOPER shall fumish DISTRICT and CITY wilh sufficient
evidence of DEVELOPER having secured such necessary licenses, agreements, permits, and
rights of entry, as determined and approved by DISTRICT and CITY, at the time of providing
written notice to DISTRICT and CITY of the start of construction as set forth in Section I.8, or
not less than twenty (20) days prior to recordation of the final maps for Tract Map No. 37400 or
any phase thereof, whichever occurs first.
6. Prior to commencing construction, fumish DISTNCT and CITY with
copies of all permits, approvals or agreements required by any Federal, State or local resource
and/or regulatory agency for the constmction, operation and maintenance of PROJECT. Such
documents include but are not limited to those issued by the U.S. Army Corps of Engineers,
Califomia Regional Water Quality Control Board, Califomia State Depaltment of Fish and
Wildlife, State Water Resources Control Board and Westem Riverside County Regional
Conservation Authority ('REGULATORY PERMITS').
7. Provide CITY, at the time of providing written notice to DISTRICT
(Attention: Conlract Services Section) and CITY of the start of construction as set forth in
Section I.8, or not less than twenty (20) days prior to recordation of the final maps for Tract Map
No. 37400 or any phase thereof, whichever occurs first, with faithful performance and payment
bonds, each in the amount ofone hun<ire<i percent (i00%) ofthe estimated cost for construction
oIDISTNCT FACILITIES and APPURTENANCES as determined by DISTRICT and CITY,
respectively. The surety, amount and form of the bonds shall be subject to the approval of
DISTRICT and CITY. The bonds shall remain in full force and effect until DISTRICT
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FACILITIES and APPURTENANCES are accepted by DISTRICT and CITY respectively as
complete; at which time the bond amount may be reduced to ten percent (10%) for a period of
one year to guarantee against any delbctive work, labor or materials.
8. Notify DISTRICT (Attention: Contract Services Section) and CITY in
writing at least twenty (20) days prior to the start of construction of PROJECT. Construction
shall not begin on any element of PROJECT, for any reason whatsoever, until DISTRICT and
CITY have issued to DEVELOPER a written Notice to Proceed authorizing DEVELOPER to
commence construction of PROJECT.
9. Grant DISTRICT and CITY, by execution of this Agreement, the right to
enler upon DEVELOPER's property where necessary and convenient for the purpose ofgaining
access to and performing inspection service for the construction ofPROJECT as set forth herein.
10. If applicable, obtain and provide DISTRICT (Attention: Plan Check
Section) and CITY, at the time of providing written notice to DISTRICT and CITY of the start
of construction as set forth in Section I.8, or not less than twenty (20) days prior to the recordation
of the final maps for Tract Map No. 37400, with duly executed Irrevocable Offers(s) of
Dedication to the public for flood control and drainage purposes, including ingress and egress,
for the rights of way deemed necessary by DISTRICT for the construction, inspection, operation
and maintenance of DISTNCT FACILITIES. The Irrevocable Offer(s) of Dedication shall be
provided to CITY to accept on behalf of DISTRICT, in a form approved by DISTRICT, and shall
be executed by all legal and equitable owners ofthe property described in the offer(s).
11. If applicable, fumish DISTNCT (Attention: Plan Check Section), when
submitting the Irrevocable Offler(s) of Dedication as set forth in Section i.10, with Preiiminary
Reports on Title dated not more than thi(y (30) days prior to dale of submission of all the
property described in the Irrevocable Offer(s) of Dedication.
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12. Furnish DISTRICT (Attention: Contract Services Section) and CITY, at the
lime ofproviding written notice to DISTRICT and CITY ofthe start of construction as set forth
in Section I.8, with a complete list ofall contractors and subcontractors to be performing work
on PROJECT, including the corresponding license number and license classification of each. At
such time, DEVELOPER shall further identifu in writing its designated superintendent for
PROJECT construction.
13. Furnish DISTRICT (Attention: Contract Services Section) and CITY, at the
time of providing written notice to DISTRICT and CITY of the start of construction as set forth
in Section I.8, a construction schedule which shall show the order and dates in which
DEVELOPER or DEVELOPER's contractor proposes to carry out the various parts of work for
the PROJECT, including estimated construction start and completion dates. As construction of
PROJECT progresses, DEVELOPER shall update said construction schedule as requested by
DISTRICT and/or CITY.
14. Fumish DISTRICT with final mylar plans ("RECORD DRAWINGS") for
PROJECT, and assign their ownership to DISTRICT prior to the start of construction on any
portion of PROJECT.
15. Not permit any change to, or modification of, DISTRICT and CITY
approved IMPROVEMENT PLANS without the prior written permission and consent of
DISTRICT and CITY.
16. Comply with all CallOSHA safety regulations including, but not limiled to,
regulations conceming confined space and maintain a safe working environment for
DEVELOPER, DISTRICT and CITY empioyees on the site.
17. Furnish DISTRICT (Attention: Contract Services Section) and CITY, at the
time of providing written notice to DISTRICT and CITY of the start of construction as set forth
in Section I.8, a confined space entry procedure specific to PROJECT. 'fhe procedure shall
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comply with requirements contained in Califomia Code of Regulations, Title 8 Section 51 58,
Other Confined Space Operations, Section 5157, Permit Required Confined Space and District
Confined Space Procedures, SOM-18. The procedure shall be reviewed and approved by
DISTRICT and CITY prior to the issuance of a Notice to Proceed, which shall be given by
DISTRICT to DEVELOPER upon DISTNCT's and CITY's authorization to proceed, as
provided in Section I.8.
18. DEVELOPER shall not commence operations until DISTRICT and CITY
have been furnished with original certificate(s) of insurance and original certified copies of
endorsements and ifrequested, certified original policies ofinsurance including all endorsements
and any and all other attachments. Prior to DISTRICT issuing a Notice to Proceed to
DEVELOPER and/or DEVELOPER's construction contractor(s) to begin construction of
PROJECT, an original certificate of insurance evidencing the required insuralce coverage shall
be provided to DISTRICT (Attention: Contract Services Section) and CITY. At minimum, the
procured insurance coverages should adhere to DISTRICT's and CITY's required insurance
provided in Exhibit "C", attached hereto and made a part hereof.
Failure to maintain the insurance required by the above paragraph shall be deemed
a material breach of this Agreement and shall authorize and constitute authority for DISTRICT
or CITY, at their sole discretion, to provide written notice to DEVELOPER that either DISTRICT
or CITY will no longer be required to perform their obligations of this Agreement, nor accept
responsibility for ownership, operation and maintenance of DISTRICT FACILITIES or
APPURTENANCES due, either in whole or in part, to DEVELOPER s said breach of this
Agreement.
19. Construct or cause to be constructed, PROJECT at DEVELOPER's sole cost
and expense in accordance with DISTRICT and CITY approved IMPROVEMENT PLANS and
all terms of this Agreement.
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20. Within two (2) weeks of completing PROJECT construction, provide
DISTRICT (Attention: Construction Management Section) and CITY with written notice that
PROJECT construction is substantially complete and requesting that DISTRICT conduct a final
inspection of DISTRICT FACILITIES and CITY conduct a final inspection ofPROJECT.
21. If right of way conveyance to DISTRICT is required, upon completion of
PROJECT construction, and upon acceptance by CITY ofall rights ofway deemed necessary by
DISTRICT and CITY for the operation and maintenance of PROJECT, but prior to DISTRICT
acceptance of DISTNCT FACILITIES for ownership, operation and maintenance, convey, or
cause to be conveyed to DISTRICT the flood control easement(s) and/or grant deeds, including
ingress and egress, for the rights of way, as shown in concept in hatching on Exhibit "D",
attached hereto and made a part hereof.
22. At the time of recordation of the conveyance document(s) as set forth in
Section I.21, fumish DISTRICT (Attention: Plan Check Section) with policies of title insurance,
each in the amount of not less than (i) fifty percent (50%) of the estimated lee value, as
determined by DISTRICT, for each easement parcel to be conveyed to DISTNCT, or (ii) one
hundred percent (100%) ofthe estimated value, as determined by DISTRICT, for each fee parcel
to be conveyed to DISTRICT, guaranteeing DISTRICT's interest in said properfy as being free
and clear of all liens, encumbrances, assessments, easements, taxes and leases (recorded or
unrecorded), and except those which, in the sole discretion of DISTRICT, are acceptable.
23. Accept ownership and sole responsibility for the operation and maintenance
of PROJECT, and all liability whatsoever associated with such ownership, operation and
maintenance of PROJECT until such time as (i) DISTRICT FACILITIES are formally accepted
by DISTRICT for ownership, operation and maintenance, and (ii) APPURTENANCES are
formally accepted by CITY for ownership, operation and maintenance.
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24. Pay, if suit is brought upon this Agreement or any bond guaranteeing the
completion of PROJECT, all costs and reasonable expenses and fees of all Parties, including
reasonable attomeys'fees ofall Parties, and acknowledge that, upon entry ofjudgment, all such
Parties' costs, expenses and fees shall be computed as costs and included in any judgment
rendered.
25. Upon completion of PROJECT construction, but prior to DISTRICT
acceptance of DISTRICT FACILITIES for ownership, operation and maintenance, and CITY
acceptance ofAPPURTENANCES for ownership, operation and maintenance, provide or cause
its civil engineer ofrecord or construction civil engineer of record, duly registered in the State of
Califomia, to provide DISTRICT and CITY with a redlined RECORD DRAWINGS copy of
PROJECT plans. After DISTRICT and CITY approval of the redlined RECORD DRAWINGS,
DEVELOPER's engineer shall schedule with DISTRICT a time to transfer the redlined changes
onto DISTRICT's original RECORD DRAWINGS at DISTRICT's office, after which the
engineer shall review, stamp and sign the original PROJECT engineering plans RECORD
DRAWINGS.
26. Ensure that all work performed pursuant to this Agreement by
DEVELOPER, its agents or contractors is done in accordance with all applicable laws and
regulations, including but not limited to all applicable provisions of the Labor Code, Business
and Professions Code, and Water Code. DEVELOPER shall be solely responsible for all costs
associated with compliance with applicable laws and regulations.
SECTION II
DlSl'RIC'l'shall:
l. Revicw IMPROVIIMENT PI-ANS atid approve rvlrcn DISTRICT lras
delermined that suclr plans nrcct DlSlltlCl f slandarcls and are lound acceplable to DISI'RIC'f
prirrr to thc start rrf PRO.ll:CT construction.
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2. Provide CITY an opportunity to review and, if CITY deems appropriate in
its sole and absolute discretion, approve IMPROVEMENT PLANS prior to DISTRICT's final
approval. DISTRICT shall not approve IMPROVEMENT PLANS until CITY has provided its
approval pursuant to this Section.
3. Upon execution of this Agreement, record or cause to be recorded, a copy
of this Agreement on the property through the Official Records of the Riverside County
Recorder.
4. If applicable, DISTRICT shall request CITY review any requested
Irrevocable Offer(s) of Dedication in connection with the PROJECT and accept any such
Irrevocable Offers of Dedication on behalf of DISTRICT. In the same action, CITY shall
immediately convey the property interest(s) associated with the requested Irrevocable Offer(s)
of Dedication to DISTRICT via quitclaim or other similar conveyance document, which shall be
prepared by DISTRICT. DISTRICT shall be deemed to have accepted the property interest(s)
associated with the requested Irrevocable Offer(s) of Dedication upon the recordation of the
conveyance docurnent. If applicable, DISTRICT shall then record or cause to be recorded, the
Irrevocable Offer(s) of Dedication pursuant to Section I.1 0. Neither this section nor Section I.10
restricts CITY's ability to require any other lawful Irrevocable Offer(s) of Dedication from
DEVELOPER.
5. Inspect construction of DISTRICT FACILITIES.
6. Keep an accurate accounting of all DISTRICT costs associated with the
review and approval of IMPROVEMENT PLANS, the review and approval of right of way and
conveyance documents, and the processirrg and administration ofthis Agreemeni.
7. Keep an accurate accounting ofall DISTRICT construction inspection costs,
and within forty-five (45) days after DISTRICT acceptance of DISTRICT FACILITIES as being
complcte, submit a final cost statement to DEVELOPER. If the deposit, as set forth in Section
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I.3, exceeds such costs, DISTRICT shall reimburse DEVELOPER the excess amount within sixty
(60) days after DISTRICT acceptance of DISTRICT FACILITIES as being complete.
8. Prior to DISTRICT acceptance of ownership and responsibility for the
operation and maintenance of DISTRICT FACILITIES, DISTRICT FACILITIES shall be in a
satisfactorily maintained condition as solely determined by DISTRICT. lf, subsequent to the
inspection and, in the sole discretion of DISTRICT, DISTRICT FACILITIES or the PROJECT
are not in an acceptable condition, corrections shall be made at sole expense ofDEVELOPER.
9. Accept ownership and sole responsibility for the operation and maintenance
of DISTRICT FACILITIES from DEVELOPER upon (D DISTRICT inspection of DISTRICT
FACILITIES in accordance with Section I.20, (i0 DISTRICT acceptance of DISTRICT
FACILITIES construction as being complete in accordance with DISTRICT and CITY approved
IMPROVEMENT PLANS, (iii) DISTRICT receipt of stamped and signed RECORD
DRAWINGS of PROJECT plans, as set forth in Section 1.26, (iv) DISTRICT acceptance of all
rights of way as deemed necessary by DISTRICT and CITY for the ownership, operation, and
maintenance of DISTRICT FACILITIES and APPURTENANCES, (v) DISTRICT receipt of the
related policies of title insurance, as set forth in Section I.22, (vi) CITY acceptance of
APPURTENANCES for ownership, operation, and maintenance, and (vii) DISTRICT's sole
determination that DISTNCT FACILITIES are in a satisfactorily maintained condition. If,
subsequent to the inspection and, in the sole discretion of DISTRICT, DISTzuCT FACILITIES
are not in an acceptable condition, corrections shall be made at sole expense ofDEVELOPER.
10. Provide CITY with a reproducible duplicate copy of the RECORD
DRAWINGS cf PROJECT plans within ten ( 10) Cays of receipt.
11. In the event CITY wishes to utilize DISTRICT's construction inspection,
materials testing and construction survey services, and CITY provides DISTRICT with a written
request for such services under Section III-3, DISTRICT shall provide a timely response whether
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or not they have the resources to perform such services. If DISTRICT wishes to provide such
services, DISTRICT shall provide all necessary construction inspection, materials testing and
construction survey services for PROJECT and assist CITY as needed wilh the administration of
PROJECT's construction contract. DISTRICT hereby agrees to pay all DISTRICT costs
associated with the inspection of PROJECT construction, as set forth herein.
SECTION III
CITY shall:
l Review and approve IMPROVEMENT PLANS prior to the start of
PROJECT construction.
2. Accept CITY and DISTRICT approved faithful performance and payment
bonds submitted by DEVELOPER as set forth in Section I.7, and hold said bonds as provided
herein.
3. Inspect PROJECT construction or cause PROJECT's construction to be
inspected by its construction manager, to be reimbursed by DEVELOPER. In the event CITY
wishes to utilize DISTRICT's construction inspection, materials testing and construction survey
services, CITY shall provide DISTRICT with a written request (Attn: Construction Management
Section) for such services pursuant to Section IL I I .
4. Upon request by DISTRICT, CITY shall review any requested Irrevocable
Offer(s) of Dedication in connection with PROJECT, and accept any such Inevocable Offers of
Dedication on behalf of DISTRICT. In the same action, CITY shall immediately convey the
property interest(s) associated with the requested Irrevocable Offer(s) of Dedication to
DISTRICT via quitclaim or other similar conveyance document, which shall be prepared by
DISTRICT. DISTRICT shall be deemed to have accepted the property interest(s) associated with
the requested Irrevocable Offer(s) of Dedication upon the recordation of the conveyance
document.
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5. Grant DISTRICT, by execution of this Agreement, the right to inspect,
operate and maintain DISTRICT FACILITIES within CITY rights of way, provided DISTRICT
(including its employees, supervisors, agents, contractors, and anyone else operating under their
direction) exercises such right(s) in a safe and reasonable manner that does not adversely impact
the public health and safety.
6. Accept ownership and sole responsibility for the operation and maintenance
of APPURTENANCES upon (i) DISTRICT acceptance of DISTRICT FACILITIES for
ownership, operation and maintenance, (ii) CITY inspection of PROJECT in accordance with
Section I.20, (iii) CITY and DISTRICT acceptance of PROJECT construction as being complete
in accordance with DISTRICT and CITY approved IMPROVEMENT PLANS, (iv) CITY receipt
of signed reproducible duplicate copy of RECORD DRAWINGS of PROJECT plans, as set forth
in Section II.l0, (v) CITY acceptance of all rights of way as deemed necessary by DISTRICT
and CITY for the ownership, operation, and maintenance of DISTRICT FACILITIES and
APPURTENANCES, and the (vi) CITY's sole determination that PROJECT is in a satisfactorily
maintained condition. In addition 1o the foregoing, CITY's acceptance under this section shall
not be effective until DISTRICT's acceptance of DISTRICT FACILITIES under Section II,
above. As such, until DISTRICT accepts DISTRICT FACILITIES, the ownership and
maintenance obligations regarding APPURTENANCES shall be the sole responsibility of
DEVELOPER.
7. Release occupancy permits in accordance with the approved conditions of
approval.
8. Notlvithstanding any of the foregoing, prior to accepting ownership of
APPURTENANCES, PROJECT shall be in a satisfactorily maintained condition as solely
determined by CITY. If, subsequent to the inspection and, in the sole discretion of CITY,
APPURTENANCES are not in an acceptable condition, corrections shall be made at sole cxpense
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OfDEVELOPER.
9. Upon DISTRICT and CITY acceptance of PROJECT construction as being
complete, accept sole responsibility for the adjustment ofall PROJECT manhole rings and covers
located within CITY rights of way which must be performed at such time(s) that the finished
grade along and above the underground portion of DISTRICT FACILITIES is improved,
repaired, replaced or changed. It being further understood and agreed that any such adjustments
shall be performed at no cost to DISTRICT.
SECTION IV
It is further mutually agreed by the Parties hereto that:
I . All work involved with PROJECT shall be inspected by DISTRICT and
CITY, and shall not be deemed complete until DISTRICT and CITY mutually agree in writing
that construction of the PROJECT is completed in accordance with DISTRICT and CITY
approved IMPROVEMENT PLANS.
2. CITY and DEVELOPER personnel may observe and inspect all work being
done on PROJECT, but shall provide any comments to DISTRICT personnel who shall be solely
responsible for all quality control communications with DEVELOPER's contracto(s) during the
construction of PROJECT. Prior to any communication with DEVELOPER urder this section,
DISTRICT and CITY personnel shall meet and confer, and agree to all communications
conveyed to DEVELOPER. If DISTRICT and CITY should disagree as to the content of any
particular communication, DISTRICT personnel agree to communicate CITY comments to
DEVELOPER in addition to DISTRICT comments.
3. DEVELOPER shall complete construction'of PROJECT within twelve (12)
consecutive months after execution of this Agreement and within one hundred twenty (120)
consecutive calendar days after commencing work on PROJECT. It is expressly understood that
since time is of the essence in this Agreemenl, lailure of DEVELOPER to perform the work
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within the agreed upon time shall constitute authority for DISTRICT to perform the remaining
work and require DEVELOPER's surety to pay to CITY the penal sum ofany and all bonds. In
which case, CITY shall subsequently reimburse DISTRICT for DISTRICT costs incurred from
the proceeds of any funds received from DEVELOPER's surety, to the extent any are received.
4. If DEVELOPER fails to commence construction of PROJECT within nine
(9) months after execution of this Agreement, then DISTRICT and CITY reserve the right to
withhold issuance of the Notice to Proceed pending a review of the existing site conditions as
they exist at the time DEVELOPER provides written notification to DISTRICT and CITY of the
start of construction as set forth in Section I.8. In the event of a change in the existing site
conditions that materially affects PROJECT function or DISTRICT's ability to operate and
maintain DISTRICT FACILITIES or CITY's ability to operate and maintain
APPURTENANCES, DISTRICT or CITY may require DEVELOPER to modiff
IMPROVEMENT PLANS as deemed necessary by DISTRICT or CITY. Under no
circumstances shall either DISTRICT or CITY be allowed to modifu the IMPROVEMENT
PLANS without the consent of the other.
5. DISTRICT and CITY shall endeavor to issue DEVELOPER a Notice to
Proceed within twenty (20) days of receipt of DEVELOPER's complete written notice, as set
forth in Section I.8; however, DISTRICT's and CITY's construction inspection staff is limited
and, therefore, the issuance ofa Notice to Proceed is subject to staff availability.
In the event DEVELOPER wishes to expedite issuance of the Notice(s) to
Proceed, DEVELOPER may elect to furnish an independent qualified construction inspector at
DEVELOPER's sole cost and expense. DEVELOPER shall fumish appropriate documentation
of the individual's credentials and experience to DISTRICT and CITY for review and if
appropriate, approval as determined by DISTRICT and CITY in their reasonable discretion.
DISTRICT and CITY shall review the individual's qualifications and experiencc and, upon
- l8 -
approval by DISTRICT and CITY, said individual, hereinafter called "DEPUTY INSPECTOR",
shall be authorized to act on DISTRICT's and CITY's behalf on all PROJECT construction and
quality control matters. If DEVELOPER's initial construction inspection deposit fumished
pursuant to Section I.3. exceeds Ten Thousand Dollars ($10,000), DISTRICT shall refund to
DEVELOPER up to eighty percent (80%) of DEVELOPERs initial inspection deposit within
forty-five (45) days of DISTRICT's approval of DEPUTY INSPECTOR; however, a minimum
balance ofTen Thousand Dollars ($10,000) shall be retained on account.
6. PROJECT construction work shall be ona five (5) day, forty (40) hour work
week with no work on Saturdays, Sundays or DISTRICT or CITY designated legal holidays,
unless otherwise approved in writing by DISTRICT and CITY. If DEVELOPER feels it is
necessary to work more than the normal forty (40) hour work week or on holidays, DEVELOPER
shall make a written request for permission to DISTRICT and CITY to work the additional hours.
The request shall be submitted to DISTRICT and CITY at least seventy-two (12) hours prior 1o
the requested additional work hours and state the reasons for the overtime and the specific time
frames required. The decision of granting permission for overtime work shall be made by
DISTRICT and CITY, whose respective decisions can be given in at tleir sole discretion and
shall be final. If permission is granted by DISTNCT and CITY, DEVELOPER will be charged
the cost incurred at the overtime rates for additional inspection time required in connection with
the overtime work in accordance with Ordinance Nos. 671 and 749, including any amendments
thereto, ofthe County of fuverside, as well as CITY's applicable fee schedule and/or other related
ordinance or regulation. Notwithstanding the foregoing, should DISTRICT agree to provide
inspection and management services to CITY pursuant to a request by CITY under Section II.l 1
and Section lII.3, above, CITY can also agree to not require its consent under this seclion'
7. INDEMNIFICATION OBLIGATIONS:
-t9-
DEVELOPER INDEMNIFICATION OF DISTRICT AND THE
COUNTY OF RIVERSIDE. DEVELOPER shall indemnify and hold
harmless DISTRICT and the County of fuverside (including their,
Agencies, Districts, Special Districts and Departments, their
respeclive directors, officers, Board of Supervisors, elected and
appointed officials, employees, agents and representatives)
(individually and collectively hereinafter referred to as "DISTRICT
INDEMNITEES") from any liability whatsoever, claim, damage,
proceeding or action, present or future, based upon, arising out of or
in any way relating to DEVELOPER's (including its officers,
employees, contractors, subcontractors and agents) actual or alleged
acts or omissions related to this Agreement, performance under this
Agreement, or failure to comply \ /ith the requirements of this
Agreement, including but not limited to: (a) property damage; (b)
bodily injury or death; (c) liability or damage pusuant to Article I,
Section l9 of the California Constitution, the Fifth Amendment of the
United States Constitution or any other law, ordinance or regulation
caused by the diversion ofwaters from the natural drainage pattems or
the discharge of drainage within or from PROJECT; or (d) any other
element of any kind or nature whatsoever arising from the
performance of DEVELOPER, its ofhcers, employees, contractors,
subcontractors, agents or representatives ("INDEMNITORS") from
this Agreement.
DEVELOPER shall defend, at its sole expense, including all costs and
fees (including but not limited to attomey fees, cost of investigation,
-20 -
defense and settlements or awards), DISTRICT INDEMNITEES in
any claim, proceeding or action for which indemnification is required.
With respect to any action or claim subject to indemnification herein
by DEVELOPER, DEVELOPER shall, at its sole cost, have the right
to use counsel of their own choice and shall have the right to adjust,
settle, compromise any such claim, proceeding or action without the
prior consent of DISTRICT and the County of Riverside; provided,
however, that any such adjustment, settlement or compromise in no
manner whatsoever limits or circumscribes DEVELOPER's
indemnification obligations to DISTRICT INDEMNITEES as set
forth herein.
DEVELOPER's indemnification obligations hereunder shall be
satisfied when DEVELOPER has provided to DISTRICT and the
County of Riverside the appropriate form of dismissal (or similar
document) relieving DISTRICT and the County ofRiverside from any
liability for the claim, proceeding or action involved.
DEVELOPER INDEMNIFICATION OF CITY. DEVELOPER shall
indemniff and hold harmless CITY, including its goveming bodies,
agencies, districts, councilmembers, special districts and departments,
their respective directors, officers, elected and appointed ofl'icials,
employees, agents and representatives, (individually and collectively
'CITY INDEMNITEES") from any liability, claim, damage,
proceeding or action, present or future, based upon, arising out of or
in any way relating to this Agreement, or DEVELOPER's (including
its officers. employees, subcontractors, agents or representatives)
-21 -
242298
actual or alleged acts or omissions related to this Agreement,
DEVELOPER's performance under this Agreement, or
DEVELOPER's failure to comply with the requirements of this
Agreement, including, but not limited to: (a) property damage; (b)
bodily injury or death; (c) liability or damage pursuant to Article I,
Section 19 of the California Constitution, the Fifth Amendment of the
United States Constitution or any other law, ordinance or regulation
caused by the diversion of waters from the natural drainage pattems or
the discharge of drainage within or from PROJECT; or (d) any other
element of any kind or nature whatsoever.
DEVELOPER shall defend, at its sole expense, including all costs and
fees (including but not limited to attomey fees, cost of investigation,
defense and settlements or awards), CITY INDEMNITEES with legal
counsel reasonably satisfactory to CITY in any claim proceeding or
action for which indemnification is required. If DEVELOPER fails to
meet its indemnification obligation, CITY shall have the right, but not
the obligation, to do so with counsel of their own choosing, with no
right ofapproval by DEVELOPER and, ifit does, DEVELOPER shall
promptly pay CITY's full cost thereof, with payments made at least on
a monthly basis.
DEVELOPER's indemnification obligations as to CITY
INDEMNITEES shall be satisfied rvhen DEVELOPER has provided
to CITY a form of dismissal regarding any liability for the claim,
proceeding or action involved, and CITY determines that the form of
dismissal is adequate in their sole and absolute discretion.
-ZZ-
242298
Notwithstanding the foregoing, DEVELOPER shall enler into no
settlement agreement or final resolution ofany pending claim covered
under this subsection, without CITY's prior written approval.
iii. Should DISTRICT and CITY fail to agree with the implementation of
this section, or if a pending claim pertains to only one of the two
Parties, DEVELOPER shall be required to comply with this section as
to DISTRICT and CITY individually.
iv. The specified insurance limits required in this Agreement shall in no
way limit or circumscribe DEVELOPER s obligations to indemnifu
and hold harmless DISTRICT INDEMNITEES and/or CITY
INDEMNITEES from third party claims.
v. In the event there is conflict between this section and Califomia Civil
Code Section 2782, this section shall be interpreted to comply with
Califomia Civil Code Section 2782. Such interpretation shall not
relieve DEVELOPER from indemniffing DISTRICT
INDEMNITEES or CITY INDEMNITEES to the tullest extent
allowed by law.
8. DEVELOPER for itself, its successors and assigns hereby releases
DISTRICT, the County of Riverside and CITY (including their agencies, districts, special
districts and departments, their respective directors, officer, Board of Supervisors, elected and
appointed officials, employees, agents and representatives) from any and all claims, demands,
actions, or suits of any kind arising out of any liability, known or unl<nown, present or future,
including but not limited to any claim or liability, based or asserted, pursuant to Article I, Section
19 of the Califomia Constitution, the Fifth Amendment of the United States Constitution, or any
other law or ordinance which seeks to impose any other liability or damage, whatsoever, for
-23 -
24i7eE
damage caused by the discharge of drainage within or from PROJECT. Nothing contained herein
shall constitute a release by DEVELOPER of DISTRICT, or the County of Riverside, or their
officers, agents and employees from any and all claims, demands, actions or suits of any kind
arising out ofany liability, known or unknown, present or future, for the negligent maintenance
of DISTRICT FACILITIES, after the acceptance of ownership, operation and maintenance of
DISTRICT FACILITIES by DISTRICT.
9. Any waiver by any Party of any breach of any one or more of the terms of
this Agreement shall not be construed to be a waiver of any subsequent or other breach of the
same or of any other term hereof. Failure on the part of any Party to require exact, full and
complete compliance with any terms of this Agreement shall not be construed as in any manner
changing the terms hereof, or estopping any Party from enforcement hereof.
10. This Agreement is to be construed in accordance with the laws of the State
of California. If any provision in this Agreement is held by a court of competent jurisdiction to
be invalid, void, or unenforceable, the remaining provisions shall remain in full force and effect
without being impaired or invalidated in any way.
11. Any and all notices sent or required to be sent to the Parties of this
Agreement will be mailed by first class mail, postage prepaid, to the following addresses:
To DISTRICT: RTVERSIDE COUNTY FLOOD CONTROL AND WATER
CONSERVATION DISTRICT
1995 Market Street
Riverside, CA 92501
Att!1: Contract Services Section
To CITY:CITY OF MENIFEE
29844 Haun Road
Menifee, CA 92586
Attn: Daniel Padilla
City Engineer, Land Development Section
-24 -
24229E
To DEVELOPER: D.R. IIORTON LOS ANGELES HOLDING COMPANY, lNC.
2280 Wardlow Circle, Suite 100
Corona, CA 92880
Attn: Dean Pemicone
12. Any action at law or in equity brought by any ofthe Parties hereto for the
purpose of enforcing a right or rights provided for by the Agreement, shall be tried in a court of
competent jurisdiction in the County of Riverside, State of Califomia, and the Parties hereto
waive all provisions of law providing for a change of venue in such proceedings to any other
county.
13. This Agreement is the result ofnegotiations between the Parties hereto, and
the advice and assistance of their respective counsel, as such the authorship of this Agreement
shall have no import or significance. Any uncertainty or ambiguity in this Agreement shall not
be construed against DISTRICT because DISTRICT prepared this Agreement in its final form.
Likewise, any uncertainty or ambiguity in this Agreement shall not be construed against CITY
because CITY participated in the preparation of this Agreement.
14. The rights, obligations, and releases (including the indemnification
obligations) of DEVELOPER shall inure to and be binding upon all heirs, successors and
assignees.
15. DEVELOPER shall not assign or otherwise transfer any ofits rights, duties
or obligations hereunder to any person or entity without the written consent ofthe other Parties
hereto being first obtained. In the event of any such transfer or assignment, DEVELOPER
expressly understands and agrees that it shall remain liable with respect to any and all of the
obligations and duties contained in this Agreement.
16. The individual(s) executing this Agreement on behalf of DEVELOPER
hereby certiff that they have the authority within their company to enter into and execute this
Agreement, and have been authorized to do so by any and all boards ofdirectors, legal counsel,
-25 -
2.42298
and/or any other board, committee or other entity within their company which have t[e authority
to aulhorize or deny entering this Agreement.
17. This Agreement is intended by the Parties hereto as a final expression of
their understanding with respect to the subject matters hereof and as a complete and exclusive
statement of the terms and conditions thereof and supersedes any and all prior and
contemporaneous agreements and urderstandings, oral or written, in comection therewith. This
Agreement may be changed or modified only upon the written consent ofthe Parties hereto.
19. This Agreement may be executed inone or more counterparts, each ofwhich
shall be deemed an original, but all of which taken together shall constitute one and the same
instrument.
-26-
oltolutz
(to be filled in by Clerk ofthe Board)
RIVERSIDE COUNTY FLOOD CONTROL
AND WATER CONSERVATION DISTRICTRECOMMENDED FOR APPROVAL:
By
N E. UI:ILEY
eral Manager ef Engineer
By (or,-n-,J.-%q,q-
ilRrx sprpcst,, chhir o
Riverside County Flood Conlrol and Water
Conservation District Board of Supervisors
J
APPROVED AS TO FORM:ATTDST:
KECIA HARPER
Clerk of the Board
By By
SARAH K. MOORE
Deputy County Counsel
(sEAr-)
ISIGNED IN COL'IITERPARTI
Cooperative Agreement w/ City of Menifee and D.R. Ilorton Los Angeles Holding Company, Inc.
Romoland MDP Line A-10, Stage I
Romoland MDP Line A-8, Stage 2
Project Nos. 4-0-00197 and 4-0-00438
Tract Map No. 37400
AMR:blm
02t10t22
-27 -
IN WITNESS WIIEREOF, the Pa(ies hereto have executed this Agreement on
County Counsel
242298
RECOMMENDED FOR APPROVAL: CITY OF MENIFEE
By By
D ILLA LA
City Engineer
APPROVED AS TO FORM:ATTEST:
By
JEFF LCHING MANWARING
City Attomey Citv Clerk
(sEAL)
Cooperative Agreement w/ City of Menifee and D.R. Horton Los Angeles Holding Company, Inc.:
Romoland MDP Line A-10, Stage I
Romoland MDP Line A-8, Stage 2
Project Nos. 4-0-00197 and 4-0-00438
Tract Map No. 37400
AMR:blm
02/t0122
ARMANDO G.
City Manager
-28-
By
(
242298
D.R. HORTON LOS AIIGELES HOLDING
COMPANY, INC.,
a Califomia corporation
By
BARB M. SCULL
Division President
B
Y
Auth Signatory
(ATTACH NOTARY WITH CAPACITY
STATEMENT)
Cooperative Agreement City ofMenifee and D.R. Horton Los Angeles Holding Compary, Inc.:
Romoland MDP Line A-10, Stage I
Romoland MDP Line A-8, Stage 2
Project Nos. 4-0-00197 and 4-0-00438
Tract Map No. 37400
AMR:blm
02/ 10t22
-29 -
Gallfornla All-Purpose Gertlflcate of 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 California
County of Riverside
On February 15,2022 before me,Angelyn Hale, Notary Public
Barbara [Vl Scull & .lennifer I Learv
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.i rr.r..y PUU'. - C.liloftia
Commtrri@ . t2!29r6Myaom Era6u.it ror)SS my d and seal
OPTIONAL INFORMATION
Description of Attached Document
The preceding Certilicate of Acknowledgment is attached to a Method of Signer ldentific€tion
Proved lo me on the basis of salisfactory evidence:
iom(s) of identification . credible witness(es)
Notanalevent 13 delailed in notaryioumalonl
Page # _ Entry*_
document ed/for the purpose of
containing _ pages, an d
The signe(s) capacity or authority is/are
lndividual(s)
Attorney-inJacl
corporate Oflice(s)
Notary contact
othe.
Add[onalSEner Srgne(s)Thumbpnnls(s)
Guardian/Conseryator
Parlner - Limiled/General
Trustee(s)
Other:
Addltlo,lal lntomation
representing
S. S,
personally appeared
@
Real property in the City of Menifee, County of Riverside, State of California, described as follows
PARCEL ONE: (APNS: 331-080-005 AND 331-080-006)
LOT 1238 OF ROMOLA FARMS NO. 12, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS
SHOWN BYTHE MAP RECORDED IN BOOK 15 OF MAPS, PAGES 77AND 78, RIVEHSIDE COUNTY
RECORDS AND THAT PORTION OF LOT 1237 OF SAID MAP WHICH LIES SOUTHERLY OF THE WESTERLY
PROLONGATION OF THE NORTH LINE OF LOT 1238, TOGETHER WITH THAT PORTION OF LOT "P" OF
SAID MAP WHICH LIES SOUTHERLY OF THE WESTERLY PROLONGATION OF THE NORTHERLY LINE OF
SAID LOT 1238 AND LIES NORTHERLY OF THE WESTERLY PROLONGATION OF THE SOUTHERLY LINE
OF SAID LOT 1238.
EXCEPTING THEREFROM ALL WATER OR INTFIEST IN WATEB AS RESERVED BY TEMESCAL WATER
COMPANY, A COBPORATION IN THE DOCUMENT RECORDED APRIL 23, 1928 IN BOOK 760. PAGE 221
OF DEEDS.
EXCEPTING THEBEFBOM ALL WATER OR INTREST IN WATER AS RESERVED BY TEMESCAL WATER
COMPANY, A CORPORATION IN THE DOCUMENT RECORDED APRIL 23, 1928 IN BOOK 760, P AGE 221
OF DEEDS.
PARcEL THREE: (APNS: 331-080-024 AND 331-080-025 AND 331-080-027 AND 331-080-028)
PARCELS 1, 2, 3 AND 4 AND LETTERED LOTS C, D AND E OF PARCEL MAP NO. 15194, INTHECOUNTY
OF RIVERSIDE, STATE OF CALIFORNIA, AS SHOWN BY THE MAP ON FILE IN BOOK 86 OF PARCELMAPS, PAGE 2, RECORDS OF RIVERSIDE COUNTY.
EXCEPTING THEREFROM ALL WATER OR INTREST IN WATER AS RESERVED BY TEMESCAL WATERCOMPANY, A CORPORATION IN THE DOCUMENT RECORDED APRIL 23, 1928 IN BOOK 760, PAGE 221OF DEEDS.
ooP RATIVE A RE EMENT
Romoland MDP Line A-10, Stage I
Romoland MDP Linc A-8. Srage 2
Project Nos. 4-0-001 97 and 4-0-00418
Tract Map No, 37400
Page I of 2
LEGAL DESCBIPTION
PABCEL TWO: (APNS: 331 -O8O-007 AND 331 -080-009 AND 331-O8O-01 0 AND 331 -O8O-01 1 AND 331 -O8O-O 1 2-8)
LOTS 1240, 1241,1247,1248 AND 1249 OF ROIVIOLA FARMS NO, 12, IN THE COUNTY OF RIVERSIDE,
STATE OF CALIFOBNIA, AS SHOWN BY THE MAP RECORDED IN BOOK 15 OF MAPS PAGES 77 AND 78,
RIVEBSIDE COUNTY RECORDS,
Exhibit A
PARCEL FOUR: (APNS: 331-080-018 AND 33i-O8O-0j9 AND 331-O8O-O2O AND 331-O8O-021)
PARCELS 1,2,3,4, A, B, C AND D OF PARCEL MAP 13723,IN THE COUNry OF RIVERSIDE, STATE OFCALIFORNIA, AS PER MAP FILED IN BOOK 55 PAGES 33 AND 34 OF PARCEL MAPS, IN THE OFFICE OFTHE COUNry RECORDER OF SAID COUNTY.
EXCEPTING THEREFROM ALL WATER OR INTREST IN WATER AS RESERVED BY TEMESCAL WATERCOMPANY, A CORPORATION IN THE DOCUMENT RECORDED APRIL 23, 1928 IN BOOK 760, PAGE 221OF DEEDS.
PARCEL FIVE: (APN: 331-080-008)
LOT 1239 OF ROMOLA FARMS NO. 12, IN THE COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PERMAP BECORDED IN BOOK 15, PAGES 77-78OF MAPS, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA.
EXCEPTING THEREFROM ALL WATER OR INTREST IN WATER AS RESERVED BY TEMESCAL WATERCOMPANY, A CORPORATION IN THE DOCUMENT RECORDED APRIL 23, 1928 IN BOOK 760, PAGE 221OF DEEDS.
ALSO EXCEPTING FROM PARC.EIS ONE THROUGH FIVE, ANY AND ALL (I) OIL RIGHTS, (II) MINERALRIGHTS, (III) NATURAL GAS RIGHTS, (IV) RIGHTS TO ALL OTHER HYDROCARBONS BY WHATSOEVERNAME KNOWN, (V) GEOTHERNIAL HEAT HIGHTS OR GEOTHERMAL SUBSTANCES THAT MAY BEPRODUCED FROM THE PROPERTY, (VI) WATER RIGHTS AND CLAIMS OR RIGHTS TO WATER AND (VII)ALL PRODUCTS DEBIVED FROM ANY OF THE FOREGOING (COLLECTIVELY, "SUBSUHFACE
RESOUBCES) LOCATED IN OR UNDER THAT CERTAIN REAL PROPEBTY SITUATED IN THE COUNTY OFRIVERSIDE, STATE OF CALIFORNIA DESCRIBED IN EXHIBIT "A" ATTACHED HERETO ANDIN-C_OFPORATED HEBEIN (THE "PROPERTY"), TO THE EXTENT SUCH SUBSURFACE RESOURCES HAVENOT BEEN PREVIOUSLY RESERVED AS CONVEYED TO DRH ENERGY, INC., A COLORADOCORPORATION BY DEED RECORDED MARCH 08,2021 AS INSTRUMENT NO. 2021-0148702 O F OFFICIALRECOBDS.
ALSO EXCEPTING FBOM PARCELS ONE THROUGH FIVE, THE PERPETUAL RIGHT TO DRILL, MINE,EXPLORE AND OPERATE FOR AND PRODUCE, STORE AND REMOVE ANY OF THE SUBSURFACERESoURcES oN oR FRo[it rHE PRopERTy, tNcLUDtNG wtrHour LtMtrATtoN THE RtGHr roWHIPSTOCK OR DIRECTIONAILY DRILL AND MINE, FROM LANDS OTHER THAN THE PCOPCNTY,WELLS, TUNNELS AND SHAFTS INTO, THROUGH OR ACROSS THE SUBSURFACE OF THE PHOPERTY,AND TO BOTTOM SUCH WHIPSTOCKED OR DIBECTIONALLY DRILLED WELLS, TUNNELS AruO SHNTTSwlrHlN oR BEYOND THE EXTERtoR LtMtrs oF THE pRopERTy, AND To neonlir_, nEiur.rNEL, Eoutp,NTAINTAIN, REPAIR, DEEPEN AND OPEHATE ANY SUCH WELLS OR rrlrr.rCS, EUr WIiHOUi rHr NIOHI]9-DII!L. MINE, EXPLORE, OPERATE, PRODUCE, STORE OR REMOVE AT.iY OF THE S-UBSURFACERESOURCES THROUGH OR IN THE SUBFACE OF THE PHOPERTY OR THE UPPCN FIVE HUNDRED (5OO)
FEET OF THE SUBSURFACE OF THE PROPERTY AS CONVEYED TO DRH ENERGY, INC., A COLORADOCORPORATION BY DEED RECORDED MARCH 08, 2021 AS INSTRUMENT NO. 2021-0148702OF OFFICIALRECORDS.
Exhibit A
qOOPERATTVE AGREEMENT
Romoland MDP Line a- tOSrage t
Romoland MDP Line A-8, Srage 2
Project Nos. 4-0-00 t 97 and 4-0-00438
Tract Map No. 3 7400
page 2 of 2
EXHIBIT B
PLUM DRIVE
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Cooperative Aqreement
Romoland MDP Line A-10, Stage 1
Romoland MDP Line A-8, Stage 2
Proiect Nos. 4-0-00197 and 4-0-00438
Tracl Map No. 37400
Page 'l ol 1
i--\
Exhibit C
DISTRICT's and CITY's Reouired lnsurance are follows:
Without limiting or diminishing DEVELOPER's obligation to indemnifl, or hold
DISTRICT or clrY harmless, DEVELOPER shall procure and maintain or cause to be
maintained, at its sole cost and expense, the following insurance coverages during the term of this
Agreement. As respects to the insurance section only, the DISTRICT herein refers to the Riverside
County Flood Control and Water Conservation District. the County of Riverside, its Agencies.
Districts, Special Districts, and Departments, their respective directors, officers, Board of
Supervisors, employees, elected or appointed officials, agents or representatives as Additional
lnsureds.
A. Workers'Compensation:
lf DEVELOPER has employees as defined by the State of Califomia,
DEVELOPER shall maintain statutory workers' Compensation Insurance
(coverage A) as prescribed by the laws of the state of Califomia. poricy shall
include Employers' Liability (Coverage B) including occupational Disease with
limits not less than $1,000,000 per person per accident. policy shall be endorsed
to waive subrogation in favor of the Riverside County Flood Control and Water
Conservation District, the County of Riverside, and CITy.
B ercial eral Lia it
Commercial General Liability insurance coverage, including but not limited to,
premises liability, unmodified contractual liability, products and completed
operations liability, personal and advertising injury and cross liability coverage,
covering clairns which may arise from or out of DEVELOpER's perfbmrance of
its obligations hereunder. Additionally, Commercial General Liability insurance
no less broad than ISO fonn CG 00 01. policy shall name DISTRICT and CITy
and its agencies, districts, special districts and departments, their respective
directors, officers, Board of Supervisors, employees, elected or appointed
officials, agents or representatives as additional insureds. policy's limit of
liabitity shall not be less than $5,000,000 per occwrence combined single timit.If such insurance contains a general aggregate limit, it shall apply separately to
this Agreement or be no less than trvo (2) times the occurrence limit. DISTRICT
and CITY must be an additional insured for liability arising out of ongoing and
complcted operations by or on behalf of DEVELOPER. DISTRICT and CITy
shall continue to be an additionar insured for completcd operations for two years
after completion of the work. If DEVELOPER maintains higher limits than thcspccified minimum limits, DISTRICT and crry rcquire and shalr bc cntitrcd to
coverage for the higher limits maintained by DEVELOpER.
COOPERATIVE AGREEMENT
Romoland MDp Line A-10, Stasc I
Romoland MDp Line A-g, Srae-e 2
Projcct Nos, 4-0-00 t97 and a-O-60+3S
Page I of5
C Vehicle Liabilitv
If vehicles or mobile equipment are used in the performance of the obligations
under this Agreement, then DEVELOPER shall maintain liability insurance for
all owned, non-owned or hired vehicles so used in an amount not less than
$1,000,000 per occurrence combined single limit. If such insurance contains a
general aggregate limit, it shall apply separately to this Agreement or be no less
than two (2) times the occurrence limit. Policy shall name DISTRICT and CITy
and its agencies, districts, special districts and departments, their respective
directors, officers, Board of Supervisors, employees, elected or appointed
officials, agents or representatives as additional insureds.D. Profes Liabili
DEVELOPER shall cause any architect or engineer retained by DEVELOpER in
connection with the performance of DEVELOPER's obligations under this
Agreement to maintain Professional Liability Insurance providing coverage for
the performance of their work included within this Agreement, with a limit of
liability of not less than $2,000,000 per occurrence and $4,000,000 annual
ag$egate. DEVELOPER shall require that, if such Professional Liability
lnsurance is written on a claims made basis rather than an occurrence basis, such
insurance shall continue through the term of this Agreement and that such
architect or engineer shall purchase at such architect or engineer's sole expense
either l) an Extended Reporting Endorsement (also known as Tail Coverage); or
2) Prior Dates Coverage from a new insurer with a retroactive date back to the
date of, or prior to the inception of this Agreement; or 3) demonstrate through
Certificates of Insurance that such architect or engineer has maintained
continuous coverage with the same or original insurer. Coverage provided under
iterns: l), 2) or 3) shall continue for the term specified in the insurance policy,
which shatl be reasonably acceptable to DISTRICT and CITy.E. Pollution and Asbestos Liability
DEVELOPER or its construction contracto(s) shall obtain, at its sole expense
and keep in effect during the tenn ofthe contract, pollution Legal Liability and/or
Asbestos Legal Liability and./or Errors and Omissions (if project involves
environmental hazards) covering DEVELopER's or its construction contractor(s)
liability for a third party bodily injury and property damage arising from pollution
conditions caused by the DEVELopER or its construction contractor(s) while
performing their operations under the contract. The insurance coveragc shalr
apply to sudden and accidental pollution events. Any coverage restriction as to
lscovc ofa ll tion incident and/otimc linrit for r a time limit for notlcc to
Exhibit C
COOPERATI\,E AGREEMENT
Romoland MDP Lin" a- tO, Sr-iue" I
Romoland MDP Linc A-8. Stagi 2
Projecr Nos. 4-0-00 t97 and 4-0-00438
page 2 of5
the insurer must be accepted by the DISTRICT and CITY. The insurance
coverage shall also respond to cleanup cost. This coverage may be written in
combination with the commercial general liability insurance or professional
liability insurance.
DEVELOPER or its construction contractor(s) shall maintain Pollution Legal
Liability and/or Asbestos Legal Liability and/or Errors and Omissions with limits
no less than $1,000,000 per occurrence or claim, and $2,000,000 policy
aggregate. The policy shall be endorsed to state that the general aggregate limitof liability shall apply separately to this contract. Any self-insured
retention/deductible amount shall be submitted to the DISTRICT and CITy for
review and approval. lf DEVELOPER or its construction contractor(s) maintains
broader coverage and/or higher limits than the minimums shown above, the
DISTRICT and CITY require and shall be entitled to the broader coverage and/or
higher limits maintained by DEVELOPER or its construction contractor(s). Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the DISTRICT and CITy.
In the event, DEVELOPER or its construction contractor(s) encounters materials
on the site that is believed to be asbestos or polychlorinated biphenyl (pCB)
which has not been rendered harmless, DEVELOPER or its construction
contractor(s) shall immediately stop work in the area affected and report the
condition to the DISTRICT and CITY in writing. The work in the affected area
shall not thereafter be resumed except by written agreement of the DISTRICT,
CITY, and DEVELOPER, if in fact the material is asbestos or polychlorinated
biphenyl (PCB) and has not been rendered harmless. The work in the affected
area shall be resumed in the absence of asbestos or polychlorinated biphenyl
(PCB), or when it has been rendered harmless, by written agreement of the
DISTRICT, CITY. and DEVELOPER.
DEVELOPER or its construction contractor(s) shall not be required to perfomr
without consent any work relating to asbestos or polychlorinated biphenyl (pCB).F. General Insurance Provi sions - All Lines
Any insurance canier providing insurance coverage hereunder shall be
admitted to the State of Califomia and havc an A.M. BEST rating of not
less than an A: VIII (A: 8) unless such requirements are waived, in writing,
by the DISTRICT Risk Manager and CITy. If the DISTRICT,s Risk
Manager and CITY waivc a requirement for a particular insurer such waiver
is only valid for that specific insurer and only for one policy term.
cooPERATI AGREE ENT
Romoland MDP Line A-10, Stage I
Romoland MDP Line A-8. Stage 2
Project Nos. 4-0-00 I 97 and 4-0-00438
Page 3 of5
Exhibit C
ll DEVELOPER must declare its insurance self-insured retention for each
coverage required herein. If any such self-insured retention exceeds
$500,000 per occurence each such retention shall have the prior written
consent of the DISTRICT Risk Manager and CITy before the
commencement of operations under this Agreement. Upon notification of
self-insured retention deemed unacceptable to DISTRICT or CITy and at
the election of CITY or the DISTRICT's Risk Manager, DEVELOpER,s
carriers shall either: 1) reduce or eliminate such self-insured retention with
respect to this Agreement with DISTRICT; or 2) procure a bond which
guarantees payment of losses and related investigations, claims
administration, and defense costs and expenses.
DEVELOPER shall cause their insurance carrier(s) or its contractor's
insurance carrier(s), to fumish DISTRICT and CITY with 1) a properly
executed original certificate(s) of insurance and certified original copies of
endorsements effecting coverage as required herein; and 2) if requested to
do so orally or in writing by CITY or the DISTRICT Risk Manager, provide
original certified copies of policies including all endorsements and all
attachments thereto, showing such insurance is in fuIl fbrce and effect.
Further, said certificate(s) and policies of insurance shall contain the
covenant of the insurance carrier(s) that a minimum of thirty (30) days
written notice shall be given to DISTRICT and ClTy prior to any material
modification, cancellation, expiration or reduction in coverage of such
insurance. If DEVELOPER insurance carrier(s) policies does not meet the
minimum notice requirement found herein, DEVELOpER shall cause
DEVELOPER's insurance carrier(s) to furnish a 30 day Notice of
Cancellation Endorsement.
In the event ofa material modification, cancellation, expiration or reduction
in coverage, this Agreement shall tenninate forthwith, unless DISTRICT
and CITY receive, prior to such elfective date, another properly execute<l
original certificate of insurance and original copies of endorsements or
certified original policies, including all endorsements and attachments
thereto, evidencing coverages set forth herein and thc insurancc required
hercin is in full forcc and effect. An individual authorized by thc insurance
carrier to do so on its behalf shall sign the original endorsements for each
policy and the certificate of insurance.
It is understood and agreed by the parties hereto that DEVELOpER,s
t1l.
lv.
insurancc shall be construed as lm lnsurance and DISTRICT's and
COOPERATIVE AGREEMENT
Romoland MDP Line A- IO. Stase I
Romoland MDP Linc A-8, Srag'e 2
ProJect Nos. 4-0-00197 and 4-0-0043g
Page 4 of5
Exhibit C
Exhibit C
coo PERA TIVE AGREEMENT
Romoland MDP Lire A- 10, Stage I
Romoland MDP Line A-8, Stage 2
Project Nos. 4-0-00 197 and 4-0-00438
Page 5 of5
CITY's insurance and/or deductibles and,/or self-insured retentions or self-
insured programs shall not be construed as contributory.vi. If, during the term of this Agreement or any extension thereof, there is a
material change in the scope of services or there is a material change in the
equipment to be used in the performance of the scope of work which will
add additional exposures (such as the use of aircraft, watercraft, cranes,
etc.); or the term of this Agreement, including any extensions thereof,
exceeds five (5) years, DISTRICT and CITY reserve the right to adjust the
types of insurance required under this Agreement and the monetary limits
of liability for the insurance coverages currently required herein. if, in
CITY's or the DISTRICT Risk Manager's reasonable judgment, the amount
or type of insurance carried by DEVELOPER has become inadequate.
vii. DEVELOPER shall pass down the insurance obligations contained herein
to all tiers ofcontractors and subcontractors working under this Agreement.viii. The insurance requirements contained in this Agreement may be met with
a program(s) of self-insurance acceptable to DISTRICT and CITY.
ix. DEVELOPER agrees to notifu DISTRICT and CITY of any claim by a third
party or any incident or event that may give rise to a claim arising from the
performance of this Agreement.
DEVELOPER hereby agrees to waive rights of subrogation which any insurer of
DEVELOPER may acquire from DEVELOPER by virtue of the payment of any loss.
DEVELOPER agrees to obtain any endorsement that may be necessary to affect this waiver of
subrogation, but this provision applies regardless of whether or not the CITY or DISTRICT has
received a waiver of subrogation endorsement from the insurer. However, the Workers'
Compensation policy shall be endorsed with a waiver of subrogation in favor of the County of
Riverside, CITY, and the Riverside County Flood Control and Water Conservation District for all
work performed by the DEVELoPER, its employees, agents, contractors and subcontractors.
The insurance required by this section must be maintained and evidence of insurance
must be provided for at least five (5) years after completion of contract work. If coverage is
canceled or non-renewed, and not replaced with another claims-made poticy form with a
retroactive date prior to the contract effective, or start of work date, the DEVELopER must
purchase cxtended rcporting period coverage for a minimum offive (5) years after completion of
contract work.
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CooDerative Aoreement
Romoland MDP Line A-10, Slage 1
Romoland MDP Line A-8, Stage 2
Project Nos. 4"0-00197 and 4'0-00438
Tract Map No. 37400
Page 1 ol 1
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