Image_544AGREEMENT
FOR THE CONSTRUCTION OF ROAD/DRAINAGE IMPROVEMENTS
This Agreement for Construction of Road and Drainage lmprovements ("Agreement") is made and
entered into by and between the City of Menifee, State of California, hereinafter called City, and
Ridgemore lnvestmeots, LLC, a Limited Liability Company, hereinafter called Developer
WITNESSETH:
FIRST Develope( as parl of the City's consideration of the final map for that certain land division known
as TR 28859-2 hereby agrees, at Developer's own cost and expense, to furnish all labol equipment and
materialsnecessarytoperformandcomplete,within@fromthedatethis
Agreement is executed, in a good and workmanlike mannel all road and drainage improvements in
accordance with those Road Plans for said land division which have been approved by the City Engineer, a
copy of which are on file in the office of the City of Menifee Engineering Department, and do all work incidental
thereto in accordance with the standards set forth in Riverside County Ordinance No, 460 and City Standards
and Specifications, as amended, or its successor, which are hereby expressly made a part of this Agreement.
All the above required work shall be done under the inspection of and to the satisfaction of the City Engineer,
and shall not be deemed complete until approved and accepted in writing as complete by the City Engineer
Developer further agrees to maintain the above required improvements for a period of one year following
acceptance by the City, and during this one year period to repair or replace, to the satisfaction of the City
Engineer, any defective work or labor done or defective materials furnished. Developer furlher agrees that all
underground improvements covered by this Agreement shall be completed prior to the paving of any roadway,
The estimated cost of said work and improveme nts is the sum of Ninetv Six Thousand and no/100
Dollars, $ 96,000.00, ('Estimated Cost'). Prior to commencing any work, Developer shall, at its sole cost,
expense, and liability, obtain all necessary permits and licenses and give all necessary and incidental notices
required for the lawful construction of the work and performance of Developer's obligations under this
Agreement. Developer shall conduct the work in full compliance with the regulations, rules, and other
requirements contained in any permit or license issued to Developer.
SECOND: Developer agrees to pay to City the actual cost of such inspections of the work and
improvements as may be required by the City Engineer. Developer shall, at its sole cost, expense. and liability,
pay all fees, charges, and taxes arising out of construction of the work performed pursuanl to this Agreement,
including, but not limited to fees for checking, filing, and processing of improvement plans and specifications
and for inspecting the construction of said work. These fees must be paid in full prior to approval of the final
map and improvement plans, unless such fees have not yet been assessed and are not yet due and payable.
The fees referred to the above are not necessarily the only City fees, charges, or other cost that have been or
will be imposed on the suMivision and its development, and this Agreement shall in no way exonerale or
relieve Developer from paying such other applicable fees, charges and/or cost. Developer furlher agrees that,
if suit is brought upon this Agreement or any bond guaranteeing the completion of the road and drainage
improvements, all cosls and reasonable expenses and fees incurred by City in successfully enforcing such
obligations shall be paid by Developer, including reasonable attorney's fees, and that, upon entry of judgment,
all such costs, expenses and fees shall be taxed as costs and included in any judgment rendered. Developer,
not the City, shall be legally responsible for making any payment and/or taking any action required by any such
judgment.
THIRD: City shall nol, nor shall any officer or employee of City, be liable or responsible for any accident,
loss, injury, or damage happening or occurring to the works specified in this agreement prior to the completion
and acceptance thereof, nor shall City or any ofiicer or employee thereof, be liable for any persons or property
injured or damage by reason of the nature of the work, or by reason of the ac{s or omissions of Developer, its
agents or employees, in the performance of the work, and all or said liabilities are assumed by Developer.
Developer shall defend, indemnify, and hold harmless City, its elected officials, ofiicers, employees, agents,
and volunteers from any and all actual or alleged claims, demands, causes of action, liability, loss,
administrative action of any federal, state, or local government body or agency, arising out of or incident to any
acts, omissions, negligence, or willful misconduct of Developer, its personnel, employees, agents, or
contractors in connection with or arising out of construction or maintenance of the wo* contemplated under
this Agreement, or performance of this Agreement. This indemnification includes, without limitation, the
payment of all penalties, fines, iudgments, awards, decrees, attorneys'fees, and related costs or expenses,
and the reimbursement of City, its elected ofiicials, officers, employees, and/or agents for all legal expenses,
and cost incurred by each of them. This indemnification excludes only such portion of any claim, demand,
cause of aclion, liability, loss, damage, penahy, fine, or injury, to property or persons, including wrongful death,
which is caused by the negligence or willful misconducl of City as determined by a court or administration body
of competent jurisdiction. Developer's obligation to indemnify shall survive the expiration or termination of this
Agreement, and shall not be restricted to insurance proceeds, if any, received by City, its elected officials,
officers, employees, agents, or volunteers.
FIFTH: The Developer shall provide adequate notice and warning to the traveling public of each and
every hazardous or dangerous condition caused or created by the construction of the works of improvement at
all times up to the completion and formal acceptance of the works of improvement. The Developer shall protect
all persons from such hazardous or dangerous conditions in compliance with State law regulations and
standards for lratlic regulatory control methods, including, but not limited to, stop signs, regulatory signs or
signals, barriers, or detours.
SIXTH: Developer, its agents and employees, shall give writlen notice to the City Engineer at least forty
eight (48) hours before beginning any work. Developer shall provide the City Engineer or his designee
reasonable access to facilities for obtaining full information with respect to the progress and manner of work
and shall fully cooperate with any investigation regarding the same.
SEVENTH: lf Developer, its agents or employees, neglects, refuses, or fails to prosecute the work with
such diligence as to insure its completion within the specified time, or within such extensions of time which
have been granted by City, or if Developer violates, neglects, refuses, or fails to perform satisfactorily any of
the provisions of the plans and specifications, Developer shall be in default of this Agreement and notice of
such default shall be served upon Developer. City shall have the power, on recommendation of the City
Engineer, to terminate all rights of Developer as a result of such default. The determination by the City
Engineer of the question as to whether any of the terms of the Agreement or specifications have been violated,
or have not been performed satisfactorily, shall be conclusive upon the Developer, and any and all parties who
may have any interest in the Agreement or any portion thereof. The foregoing provisions of this section shall be
in addition to all other rights and remedies available to City under this Agreement or the law. The failure of the
Developer to commence or complete construction shall not relieve the Developer or surety from completion of
the improvements required by this Agreement.
FOURTH: The Developer hereby grants to City, or any agent or employee of City, the inevocable
permission to enter without any additional consent upon the lands of the subject land division for the purpose
of completing the improvements. This permission shall terminate in the event that Developer has completed
work within the time specified or any extension thereof granted by the City. Under such circumstances,
Developer shall be responsible for any and all expenses, costs, liabililies, and fees (including attomeys' fees
and litigation cost) ('Completion Costs') incurred by the City in connation with ensuring that the work
contemplated by this Agreement. Developer shall remit such completion Costs to the City no more than thirty
(30) days of the date that the City notifies Developer of such Completions Cost. Failure to remit the
Completion Costs in a timely matter shall result in the City having the right to invoke any remedy provided by
law including the encumbrance of the any property owned by Developer in the amount equal to any unpaid
Completion Cost.
EIGHTH: Developer agrees to file with City, prior to the date that this Agreement is executed, both a
good and sufficient improvement security in an amount not less than the Estimated Costs of the work and
improvements for the faithful performance of the terms and conditions of this Agreement, and good and
sufficient security for payment of labor and materials in the amount prescribed by Article XVll of Riverside
County Ordinance 460 as amended to secure the claims to which reference is made in Title 15 (commencing
with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California. Developer agrees to
renew each and every said bond or bonds with good and sufficient sureties or increase the amount of said
bonds, or both, within ten (10) days after being notified by the City Engineer that the sureties or amounts are
insufficient. Notwithstanding any other provisions herein, if Developer fails to take such action as is necessary
to comply with said notice, Developer shall be in default of this Agreement unless all required improvements
"r" "ompleted
within ninety (90) days of the date on which the City Engineer notified Developer of the
insufficiency of the security or the amount of the bonds or both.
NINTH: lt is further agreed by and between the parties hereto, including lhe surety or sureties on lhe
bonds securing this Agreement, that, in the event it is deemed necessary to extend the time of completion of
the work contemplateJ to be done under this Agreement, extensions of time may be granted in writing, from
time to time, by City, either at its own option, or upon request of Developer, and such extensions shall in no
way affect the'valid'ity of this Agreement or release the surety or sureties on such bonds. Developer further
agiees to maintain the aforesaid bond or bonds in full force and effect during the terms of this Agreement,
including any extensions of time as may be granted therein.
TENTH: lt is understood and agreed by the parties hereto that if any part, term or provision of this
Agreement is by the courts held to be unlawful and void, the validity of the remaining portions shall not be
afiected and the rights and obligations of the parties shall be construed and enforced as if the Agreement did
not contain that particular part, term or provision held to be invalid.
ELEVENTH: This Agreement contains lhe entire Agreement of the parties as to the matters set forth
herein. No waiver of any term or condition of this Agreement shall be a continuing waiver thereof.
TWELFTH: ln any action or proceeding arising out of this Agreement, or the transactions contemplated
hereby, the prevailing party therein shall be entitled to recover from the other party thereto the reasonable
attorneys'and paralegals' fees, court costs, filing fees, publication cost and other expenses incurred by the
prevailing party in connection therewith, at trial and all appellate proceedings.
THIRTEENTH: This Agreement may be amended at any time by the mutual consent of the parties by a
written instrument signed by both parties.
FOURTEENTH: The persons executing this Agreement on behalf of the parties hereto warrant that
they are duly authorized to execute this Agreement on behalf of said parties and that, by so executing this
Agreement, the parties hereto are formally bound to the provisions of this Agreement.
FIFTEENTH: Developer shall not assign, hypothecate, or transfer, either directly or by operation of law
this Agreement or any interest herein without prior written consent of City. Any attempt to do so shall be null
and void, and any assignee, hypothecate, or transferee shall acquire no right or interest by reason of such
attempted assignment, hypothecate, or transfer. Unless specifically stated to the contrary in City's written
consent, any assignment, hypothecation, or transfer shall not release or discharge Developer from any duty or
responsibility under this Agreement. ln the event that City consents in writing t such an assignment, any
assignee, hypothecate, or transferee shall expressly assume Developer's obligations hereunder by a written
agreement in a form, and containing such surety, as is reasonably acceptable to City.
SIXTEENTH: Developer shall perform all work conlemplated by this Agreement in accordance with all
approved maps, conditions, plans, specifications, standard drawings, and special amendments thereto on file
with the City, as well as all applicable federal, state, and local laws, ordinances, regulations, codes, standards,
and other requirements. Developer and its contractors, if any, shall perform all work required to construct all
work performed pursuant to thas Agreement in a skiltful and workmanlike manner, and consistent with the
standards general recognized as being employed by professionals in the same discipline in the State of
California. Developer represents and maintains that it or its contractors shall be skilled in the professional
calling necessary to perform the work. Developer warrants that all of its employees and contraclors shall have
sufficient skill and experience to perform the work assigned to them, and that they shall have all licenses,
permits, qualifications, and approvals shall maintained throughout the term of this Agreement.
The agreement, hypothecation, or transfer shall be to the satisfaction of the City Attorney and shall
include provisions requiring the assignee to post bonds or submit another form of financial security, satisfaclory
to City and approved by the City Attorney, to guarantee construction of the work covered by this Agreement.
The Agreement shall survive the recordation of the Final Map and shall be recorded against each of the
propoied lots to inform successors and assigns ofthe required work covered by this Agreement to be
constructed and their time frame for construation. Following any permitted assignment, hypothecation' or
transfer of the work covered by this Agreement, as set forth in this Sec{ion, City shall release Developer from
its obligations so assigned and shall release to Developer any bonds or other security posted to secure the
work c6vered by this Agreement so assigned; provided, however, lhat City shall not release any security or
undertakings given to icure the performance of any of the work covered by this Agreement not assigned,
hypothecated, or transferred.
SEVENTEENTH: This agreement may be executed by the parties in counterparts, which counterparts
shall be construed together and have the same effect as if all ofthe parties had executed the same
instruments.
EIGHTEENTH: This Agreement is to be governed by the laws of the state of california.
NINETEENTH: Any notice or notices required or permitted to be given pursuant to this Agreement shall
be served on the other party by mail, postage prepaid, at the following addresses:
Eitv
City of Menifee
297'14 Haun Road
Menifee, CA 92586
Develooer
Ridgemore lnvestments, LLC
26040 Acero
Mission Viejo, CA 92691
TWENTIETH: City's failure to insist upon strict compliance with any provision of this
Agreement or to exercise any right or privilege provided herein, or City's waiver of any breach of this
Agreement, shall not relieve Developer of any of its obligations under this Agreement, whether of the
same or similar type. The foregoing shall be true whether City's actions are intentional or
unintentional.
TWENry-FIRST: Each and all of the covenants and conditions shall be binding on and shall
inure to the benefit of the parties, and their successors, heirs, personal representatives, or assigns.
This Section shall not be construed as an authorization for any Party to assign any right or obligation
lN WITNESS WHEREOF, Landowner has affixed his name, address and seal.
Dated:2015 By: Ridgemore lnvestments, LLC
26040 Acero
Mission Mejo, CA 92691
Dated ,2015 CITY OF MENIFEE
By
sLo o,'
Jonathan G. Smith, Public Works Director/
City Engineer
CITY OF MENIFEE
By
By
APPROVEDAS TO FORM:
By:
Jeffery T. Melching, City Attorney
SIGNATURES OF DEVELOPER MUST BEACKNOWLEDGED BY NOTARY
AND EXECUTED IN TRIPLICATE
se{-
Scott Mann, Mayor
ATTEST:
Sarah Manwaring, City Clerk
CALIFORNIA ALL- PURPOSE
CERTIFICATE 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 , accutacy, or validity of that document.
State of California
Counly of Krrr erside
., II lt1 l]ot5 before me,t{,n trI l^,f z l'Lola,// (_
)
)
lLln-,i;
personally appeared na-ilA IL)Llrt
who proved to me on the basis of satisfactory evidence to be the persor(tfl whose
name(6f islqte subscribed to the within instrument and acknowledged to me that
helsheltfry executed the same inhislb€rtt|Ellr authorized capacity()4), and that by
hisl[€rtlffiet signature(J) on the inslrument the persor(s), or the en'tity upon behalf of
which the person(9 acted, executed the instrument.
I certiry under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and ofiicial seal.6
KIMBERLY MARTINEZ
coMM. *2026089
raoTtRY PlJ8LtC - CAUFORHIr
Rr!fiRSDC CO0,{IY
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Nolary Public otary Publjc Seal)
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ADDITIONAL OPTIONAL INFORMATION
DESCRIPT OF THE ATTACHEO DOCUMENT
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CAPACIry CLAIMED BY THE SIGNER
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20'1 5 Version www.NotaryClasses.com B00-873-9865
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