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Meritage Homes - Agreement for Installation of Recycled Water PipelineAGREEMENT BETWEEN THE THE CITY OF GILROY AND MERITAGE HOMES FOR INSTALLATION OF A RECYCLED WATER PIPELINE This AGREEMENT ( "AGREEMENT ") between the City of Gilroy, a California municipal corporation (hereinafter referred to as "City ") and Meritage Homes of California, Inc. a California Corporation ( "Meritage Homes ") sets forth the respective roles and responsibilities of the City and Meritage Homes in regard to the design and construction of a pipeline extension to the Santa Clara Valley Water District's ( "District ") recycled water distribution facilities located in the City of Gilroy, and is made and entered into as of December 9 1 , 2014. City and Meritage Homes are collectively referred to hereinafter as the PARTIES, and may be referred to individually as PARTY RECITALS WHEREAS, District manages groundwater and provides wholesale water supply in Santa Clara County, including the City; and WHEREAS, the District and City developed a South County Recycled Water Master Plan Report for expanding recycled water use in southern Santa Clara County; and WHEREAS, District owns and operates a recycled water distribution system in southern Santa Clara County; and WHEREAS, Meritage Homes has gained City's approval of a proposed residential development project requiring recycled water in the City; and WHEREAS, Meritage Homes is required to install a portion of a 12 -inch inside diameter (12 -inch diameter) recycled water pipeline in the public street and right -of -way that will extend the District's master recycled water distribution system located in the City of Gilroy within and adjacent to an area where Meritage Homes will be performing work related to their residential development project; and WHEREAS, instead of Meritage Homes' installing said 12 -inch diameter recycled water pipeline, District desires Meritage Homes to install a 24 -inch inside diameter (24 -inch diameter) recycled water pipeline, and with respect to such work has requested that City act as a conduit between District and Meritage Homes and to provide administrative services with respect to the work; and WHEREAS, the City has therefore asked Meritage Homes to install a 24 -inch diameter recycled water pipeline in the public street and right -of -way that will extend the District's recycled water distribution system located in the City of Gilroy within and adjacent to an area where Meritage Homes will be performing work related to their residential development project, subject to the terms and conditions of an Agreement between City and Meritage Homes to be negotiated and described in this Agreement below as the Meritage Homes Construction Contract; and WHEREAS, the 24 -inch diameter recycled water pipeline work that City has asked Meritage Homes to perform also constitutes a portion of the work that Meritage Homes has agreed to perform pursuant to the terms and requirements of a Property Improvement Agreement, No. 2014 -01, covering certain real estate and property improvements known as and called: Hecker Pass —East Cluster, Tract No 10220 APNs: 810- 21 -001, 810 -21 -003, and 810 - 21-007 between City and Meritage Homes dated May 5, 2014 (the "PIA "); and WHEREAS, Meritage Homes' installation of the recycled water pipeline is subject to the terms and conditions of this AGREEMENT between City and Meritage Homes; and WHEREAS, Meritage Homes has indicated that it desires to install said 24 -inch diameter recycled water pipeline instead of a 12 -inch diameter recycled water pipeline installation so long as it is reimbursed for the difference in cost for installing the 24 -inch diameter recycled water pipeline instead of the 12 -inch diameter recycled water, subject to the terms and conditions of the Meritage Homes Construction Contract to be negotiated; and WHEREAS, the District and the City have entered into a separate agreement in which the District, through the City will reimburse Meritage Homes for its costs in installing the recycled water pipeline extension of the District's recycled water distribution system, subject to the terms and conditions of this AGREEMENT. NOW, THEREFORE, in consideration of the recitals and mutual obligations of the PARTIES herein expressed, City and Meritage Homes agree as follows: AGREEMENT PROVISIONS 1. PROJECT DESCRIPTION The project will expand the District's recycled water southern Santa Clara County distribution system by increasing the size of approximately 8,681 linear feet and extending approximately 550 linear feet of High Density Polyethelyne (HDPE) recycled water pipeline as generally shown as Phase 1 and Phase 2 in Exhibit "A" titled "Recycled Water System Map" and Exhibit "B" titled "Project Cost Estimate" attached hereto and incorporated into this Agreement by this reference ( "Project "). City shall ensure Meritage Homes shall use its best efforts to administer the Project with the targeted goal of achieving Project completion pursuant to the terms and requirements of Exhibit "C" titled "Property Improvement Agreement No. 2014 -01 ", incorporated into this Agreement by this reference, covering certain real estate and property improvements known as and called Hecker Pass East Cluster Tract No 10220, APNs: 810 -21 -001, 810-21 -003, and 810- 21 -007, between City and Meritage Homes dated May 5, 2014 (the "PIA ") but not later than three (3) years after the effective date of this Agreement ( "Completion Deadline "). The Project will be completed in the following three phases: (1) Cobblestone and 3`d street from the end of existing 3`d street west to the westerly boundary of TR 10220 to be completed on or about November /December 2014, (2) 3'd Street extension from the westerly boundary of TR 10220 to the tie -in at Hecker Pass Hwy to be completed on or about August/September 2015, and (3) the easterly extension of 2 the recycled water across Santa Teresa to be completed on or about November /December 2015. The City shall have no liability to District if the targeted Completion Deadline is not met. If both Parties determine the Project cannot be completed by this date, then the Parties will meet and confer to identify a revised Completion Deadline. In addition, if the City approves of extensions to Project completion under the PIA, such extensions shall also serve to extend the Completion Deadline. 2. CONSTRUCTION CONTRACT BETWEEN CITY AND MERITAGE HOMES. Meritage Homes shall construct the PROJECT on a cost reimbursement basis. (a) At City's election, City shall have the right at any time to assign City's rights and obligations under this AGREEMENT to District, and thereupon be relieved of all obligations under this AGREEMENT; provided that the District accepts such assignment and assumption; such this AGREEMENT shall become a direct contract between District and Meritage Homes. (b) District shall have the benefit of all rights, remedies and redress against Meritage Homes that the City has against Meritage Homes, insofar as applicable to this Agreement; and Meritage Homes shall have the benefit of all rights, remedies and redress against the District that Meritage Homes has against the City, insofar as applicable to payment for the construction of the PROJECT. (c) To the extent permitted by law, Meritage Homes and all of its contractors and subcontractors performing work under this AGREEMENT, if any, shall indemnify, defend, save and hold harmless City and District and their respective elected and appointed officers, directors, board and council members, employees, volunteers and agents from and against any and all claims, actions, liabilities, damages, losses, or expenses, including attorneys' fees, arising from Meritage Homes' (or its contractors' and subcontractors') negligence or willful misconduct directly or indirectly related to the PROJECT. (d) Meritage Homes and all of its contractors performing work on the PROJECT shall obtain and maintain insurance of the types and in the amounts provided in Exhibit "D° of this AGREEMENT. Meritage Homes shall name the District and City (including District's and City's elected and appointed officers, directors, board and council members, employees, volunteers, and agents) as additional insureds on such insurance. Insurance provided for under the PIA shall meet these requirements so long as Meritage Homes names the District and City (including District's board members, officers, employees, and agents) as additional insureds. (e) Meritage Homes shall meet with the District and City prior to finalizing the design work for the PROJECT to discuss final design matters and construction scheduling. (f) Meritage Homes' contractor shall provide a written PROJECT cost estimate based on engineering estimates, to design and construct the Project, which includes design and installation of the increased size of 8,681 linear feet of 24 -inch recycled water pipeline, as Three Million Three Hundred Ninety -Seven Thousand and Forty-Seven Dollars ($3,397,047) and the extended 550 linear feet of 24 -inch recycled water pipeline, as One Hundred Eighty -One Thousand Nine Hundred and Forty- Seven Dollars ($181,947). Based on engineering estimates, the estimated cost for Meritage Homes to design and construct the original 12 -inch diameter recycled water pipeline was Nine Hundred Two Thousand Seven Hundred and Twenty -Seven Dollars ($902,727). The cost to be reimbursed to Meritage Homes by the District is the difference between the combined cost of the 8,681 linear feet of 24 -inch recycled water pipeline and the extended 550 linear feet of 24 -inch recycled water pipeline ($3,578,994) and the cost to construct the Project per the PIA with installation of a 12 -inch diameter recycled water pipeline ($902,727). This estimated difference in cost is Two Million Six Hundred Seventy -Six Thousand Two Hundred and Sixty -Seven Dollars ($2,676,267) and shall be referred to as the "Eligible Cost" as more fully described in Exhibit "B ". (g) A guaranty bond in favor of City and District covering all work for construction of the PROJECT for a period of one (1) year after PROJECT completion. Meritage Homes shall agree that the contractor's and subcontractors' contractual warranty obligations as to the PROJECT will include the City and the District as beneficiaries, and that Meritage Homes will provide the City and the District with a copy of all documentation provided by contractors and subcontractors of any warranties related to the PROJECT and City and District rights as beneficiaries to such warranties. Faithful performance and payment bonds provided for under the PIA shall meet this bonding requirement so long as the Project is covered by the PIA. (h) Meritage Homes and all of its contractors performing work on the PROJECT shall provide one hundred percent (100 %) Payment Bond and one hundred percent (100 %) Performance Bond per EXHIBIT D. Faithful performance and payment bonds provided for under the PIA shall meet this bonding requirement so long as the Project is covered by the PIA. (i) Meritage Homes and its contractors) will be solely responsible for the construction of the PROJECT and for all persons or entities engaged in such work, including, but not limited to; contractors, subcontractors, . suppliers, and providers of services. Meritage Homes shall agree to require its contractors) to construct the PROJECT in conformance with the final design agreed to by the City and District and all applicable laws which costs shall not exceed the reimbursement. Meritage Homes will be responsible for all permit acquisitions, construction management, testing, and acceptance of the PROJECT and other work performed by its contractors. Meritage Homes will provide City and District with a copy of all submittals and Requests for Information ( "RFI ") associated with the PROJECT for the City's and District's review in conjunction with Meritage Homes providing them to the engineer of record. Meritage Homes will 4 contractually obligate the engineer of record to accept input from the City and District regarding such submittals and RFls and to discuss and provide the City and District with a written explanation for any disagreement. Q) Meritage Homes shall ensure that its contractor prepares as -built drawings certified by a Califomia licensed professional engineer. Meritage Homes will supply such drawings to the City and District with electronic AutoCAD "dwg" file version within ninety (90) calendar days after City and District acceptance of the PROJECT. (k) Meritage Homes shall provide the City and District's construction inspectors with access to the PROJECT construction site during normal business hours. City and District will not direct the work of contractor. The City will communicate any concems the City or District inspectors may have. District will communicate any concems to the City's inspector who shall be responsible for addressing those concems and when applicable use reasonable efforts to facilitate resolution of any disagreements related to the Project construction. (1) After completion and City and District's acceptance of the PROJECT, whichever is later, Meritage Homes will assign ownership of all deliverables, including the installed recycled water pipeline, resulting from the PROJECT to the District free and clear of all liens, security interests, and other encumbrances. To the extent that any portion of the recycled water pipeline and appurtenances are not located within the public right - of -way, Meritage Homes shall dedicate to District an ingress /egress easement to the land above the recycled water pipeline that will provide the District with reasonable access for operation and maintenance purposes. 3. ENROACHMENT PERMIT(S) FOR CONTINUING ENCROACHMENT City shall issue all encroachment permit(s) necessary to enable Meritage Homes to build the PROJECT. All necessary encroachment permit(s) shall be issued prior to the laying of the recycled water pipeline. 4. REIMBURSEMENT OF PROJECT WORK (a) Meritage Homes shall request from the City reimbursement to Meritage Homes for Eligible Costs by submitting an invoice: (i) not more frequently than on a monthly basis during the course of construction; and (ii) after 100% completion of the PROJECT. (b) Each invoice for reimbursement of Eligible Costs shall contain the following information: (i) the total Eligible Costs that have been incurred by Meritage Homes for the PROJECT during the period identified in that particular invoice; (ii) Meritage Homes' progress in completing the PROJECT; (iii) the initials of the Meritage Homes' Project Manager, certifying that the invoice being submitted accurately and reasonably reflects the construction costs of the PROJECT during the period identified in the particular invoice; and (iv) All costs associated with any change orders that 'increase the amount of the projects "Eligible Cost" as described in section 2f must be preapproved by the City according to the City's change order approval process. As used in this AGREEMENT, "Eligible Costs" means all costs for the design and construction of the PROJECT, including without limitation the costs of materials, supplies, equipment labor, bonding, fees, insurance, acquisitions and supervision expended towards the PROJECT. (c) City shall promptly review a submitted invoice. If City disapproves of any portion of the submitted invoice, City shall notify Meritage Homes within fifteen (15) calendar days after City's receipt of that invoice of the amounts disapproved and the reasons for disapproval. Any portion of the submitted invoice not disapproved by City within this fifteen (15) day period shall be deemed approved by City. If any portion of the invoice is approved by City (which approval shall not be unreasonably withheld or conditioned), City shall pay the approved portion of the invoice to Meritage Homes within thirty (30) calendar days after District's receipt of that invoice. 5. CITY'S ADDITIONAL RESPONSIBILITIES (a) Provide inspection for the PROJECT. (b) Pay all related Meritage Homes invoices subject to Section 4. (c) Invoice District for reimbursement of Eligible Costs that City will pay to Meritage Homes. (d) If the City disapproves Meritage Homes' written request for any change that will increase the PROJECT cost by more than 15 %, City will assign this AGREEMENT to the District and the District shall accept such assignment and assumption. (e) Provide special inspection support from the District for any specialty pipe installations, coatings etc. requested by the District for the PROJECT. (f) Provide design specifications from the District for the pipe and allow Meritage Homes and City to determine the final line and grade of the pipe within the City street Right of Way. (g) Invite the District to participate in construction progress meetings. 6. DOCUMENT REVIEW Meritage Homes, upon reasonable advance written notice, shall make available for inspection to the City and District all records, books and other documents relating to the PROJECT that are in the possession of Meritage Homes. [: 7. TERM The term of this AGREEMENT commences on the date first written above and shall continue until construction close -out of the PROJECT and all payments of Eligible Costs are reimbursed by the City to Meritage Homes. 8. NOTICE Any notice given under this AGREEMENT shall be in writing and delivered by personal delivery or by United States mail depository, first class postage prepaid and addressed to the PARTY for whom intended. (a) If to Meritage Homes: Barry Grant, Division President Meritage Homes 1671 E. Monte Vista Avenue, Suite 214 Vacaville, CA 95688 (b) If to City: Rick Smelser, Director of Public Works /City Engineer City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 Any PARTY may change such address by notice given to the other PARTY as provided herein. 9. MISCELLANEOUS TERMS (a) This AGREEMENT embodies the entire understanding between the Parties pertaining to the subject matter contained in it; supersedes any and all prior negotiations, correspondence, understandings, or agreements of the Parties; and may be waived, altered, amended, modified, or repealed, in whole or in part, only on the written consent of both Parties to this AGREEMENT. (b) No failure or delay on the part of either Party in exercising any right, power, or remedy hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any such right, power, or remedy preclude any other or further exercise thereof or the exercise of any other right, power, or remedy hereunder. (c) This AGREEMENT shall be binding on and enforceable by and against the Parties to it and their respective heirs, legal representatives, successor governmental entities, and permitted assigns, except that neither this AGREEMENT nor the duties or obligations under this AGREEMENT may be assigned by a Party without the prior written consent of the other Party (which consent may be withheld by a Party in its sole and absolute discretion) except as described in Section 2(a) provided that District will accept the assignment and assumption as stated herein. Notwithstanding the foregoing, Meritage Homes may assign this AGREEMENT to (i) a residential builder that has - purchased or the land area (and has been assigned and assumes the obligations) set forth in the PIA or any successor agreement with the City, provided that Meritage Homes shall continue to be bound by this AGREEMENT, if applicable, as to any remaining land area still owned by Meritage Homes, and (ii) a purchaser of the entire land area of the PIA, in which case, Meritage Homes shall be released from all obligations under this AGREEMENT, provided that the City has consented to the assignment, which consent shall not be unreasonably withheld. Upon such assignment to a residential builder, the City and District acknowledge that the right to reimbursement under this AGREEMENT shall be assigned to such residential builder and the City and District agree to recognize such residential builder's right to such reimbursement under this AGREEMENT. (d) Each individual executing this AGREEMENT on behalf of their respective entity represents and warrants that (i) the individual is duly authorized to execute and deliver this AGREEMENT on behalf of that entity; (ii) this AGREEMENT is valid and binding on that entity and enforceable against that entity in accordance with its terms; and (iii) that entity is duly organized, validly existing, and in good standing under the laws of its jurisdiction. (e) This AGREEMENT shall be governed by and construed in accordance with the laws of the State of California without giving effect to any conflict of law provisions thereof. (f) The federal and state courts within County of Santa Clara, California shall have exclusive jurisdiction to adjudicate any dispute arising out of or related to this AGREEMENT. Each Party expressly consents to the personal jurisdiction of and venue in such courts. (g) Each Party was represented by legal counsel in the preparation of this AGREEMENT. Therefore, any rule of construction to the effect that ambiguities are to be resolved against the drafting Party shall not apply in interpreting this AGREEMENT. (h) This AGREEMENT may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. (i) All provisions of this AGREEMENT are separate and divisible, and if any part is held invalid, the remaining provisions shall continue in full force and effect. 8 IN WITNESS WHEREOF, the PARTIES have executed this AGREEMENT effective as of the date first set forth above. APPROVED AS TO FORM: Y OF GILROY vz_ Linda A. Callon omas J. Haglund City Attorney City Administrator APPROVED AS TO FORM: ATTEST S ya'4vna Freels City Clerk EXHIBIT "A ": Recycled Water System Map EXHIBIT "B ": Project Cost Estimate EXHIBIT "C ": Property Improvement Agreement EXHIBIT "D ": Insurance Requirements E MERITAGE HOMES t�" )�'J By: Its: t e J CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 State of California County of c—y-�1 r_ 0 On 12 � o 2,U1 before me, Date Name and Title of the Officer personally appeared Of S`,NNC N .;ORE comm ss,or # 2076929 Notary Pin!ic . California i i So a^ County My Co - - . _ ❑g 5, 2018 Name(o of Signer,() who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /ao subscribed to the within instrument and acknowledged to me that he /styli /t"y executed the same in his /hyr /ttyeir authorized capacity(ieA, and that by his /hglr their signature(p) on the instrument the person($), or the entity upon behalf of which the persons) 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. WITNESS my ha d o ial seal. Place Notary Seal Above Signature: Signature of Notary Public OPTIONAL this section is optional, completing this information can deter alteration of the document or 1-�_ fraudulent reattachment of this form to an unintended document. /' Description of Attu Title or Type of Doc Number of Pages: Document Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Cor ❑ Other: Signer Is Representing: Document Date, Other Than Named Above: rate Officer — Title(s): C] Partner Limited ❑ i General ❑ Individual !❑ Attorney in Fact ❑ Trustee uardian or Conservator ❑ Other: Signer Is Representing: © 2013 National NgWFy Association • www.NationalNotary.org • 1- 800 -US NOTARY (1- 800 - 876 -6827) Item EXHIBIT "A" Recycled Water System Map GILROY GOLF / COURSE POINT OF CONNECTION TO EXISTING SYSTEM POSSIBLE POINT OF CONNECTION TO POINT OF CONNECTION "Few, PASS HY'N ^ _ EXISTING SYSTEM HECKER PASS HWY (SR 152) TD EXISTING SYSTEM -- - - - --- _ I 5 i N REDUNDANT CONNECTION PER—! Q HPSP PRELIMINARY BACKBONE O I 7 p MASTER PLANS. MAY BE ELIMINATED N - UPSIZED RECYCLED WATER GL ,�, _,�,L,_,_,_,_,_•., -- SYNGENTA FLOWERS - PHASE 3 Y �,,•••. - -._.. _._ ZWAT-ER ._ -- -__ COMPLEX 7 N RECYCLED WATER I' t - RECYCLED WATER n BY OTHERS STUB RECYCLED FOR I FUTURE PHASE SION. 1 -- WEST CLUSTER .,, ' - -- 1 J W (TM 05.13) POINT M/ECTpN m PHASES , - - �•� � TO EXIBiI11Cs L POSSIBLE LOCATION q° FUTURE ,^ ' <TUB RECYCLED WATER FOR RECYCLED WATER EXTENSION - �' WEST CLUSTER FUTURE PHASE 3 EXTENSION, GILROYGARDENSBY OTHERS / * (TM 13 -09) E •�` \ _ �•�.�.. �. .."� RErK \� –�� –T —mss ur _LLL` y PIS GILROY GARDENS \ PSUEO RECYCLED WATER EXISTING PIPE T08E �J • 4 — STUB RECYCLED WATER FOR BY OTHERS \ ,�d - -� V- �• S fff -� ABANDONEDlREMOVEO P rte, \ FUTURE PHASE Z EXTENSION. POINT OFCONNECTION �., , �,- `•. \ 1 TO EXISTING SYSTEM PHASE 2 (\• _ _ ;.+"'�~ / . - ; RECYCLED WATER TO EXTEND 50' 1 \._ RiASE I . . .�. UPSIZED RECYCLED WATER APPROXIMATE LOCATION OF EXISTING UVA6 CREEK CROSSING EAGLE RIDGE GOLF COURSE r� RECYCLED WATER PHASING ANTICIPATED RECLAIMED WATER PHASING HECKER PASS SPECIFIC PLAN ® PHASE 1 (201412015) 8,021 LF t 24" ID, 660 LF =L 12" ID GILROY, CALIFORNIA PHASE 2 (2016/2017 APPROX.) AUGUST 26, 2014 550 LF t PHASE 3 (2018/2020 APPROX.) 5,950 LF t NOTE: ACTUAL YEARS OF CONSTRUCTION ARE DEPENDENT ON ECONOMIC FACTORS. 0 250 500 750 RUGGERI- JENSEN -AZAR SCALE IN FEET: 1 °= 250' 8055 CAMINO ARROYO GILROY, CA 95020 PHONE: (408) 848 -0300 FAX: (40B) 848 -0302 EXHIBIT "B" Project Cost Estimate Item No. Item Quantity Unit Unit Price 1 Total Price 1 Development Pipeline: 24" HDPE Upsized 8,681 LF $ 391.32 $ 3,397,047 24" HDPE Santa Teresa Extension 550 LF $ 331.00 $ 181,947 2 Developer Responsibility per PIA: 12" DIP 8,681 LF $ 104.00 $ 902,727 Total Eligible Cost $ 2,676,267 Project Contingency (15 %) $ 401,440 EXHIBIT "C" Property Improvement Agreement W. RECORDING REQUESTED BY: City of Gilroy WHEN RECORDED, MAIL TO: Shawn Freels City of Gilroy 73:51 Rosanna Street Gilroy, CA 95020 DOCUMENT: 22620785 Pages: 24 Fees.... 94.00 Taxes... Copies.. AMT :PAID 94.00 REGINA ALCOM.ENDRAS RDE # 006 SANTA CLARA COUNTY RECORDER 6/13/2014 Recorded at the request of 10 :53 AM Recording Service (SPACE ABOVE THIS LINE FOR RECORDER'S USE) Property Improvement Agreement No. 2014 -01 Hecker Pass (East Cluster)— Tract No. 10220 AM: 810 -21 -001, 810 -21 -003, and 810 -21 -007 Meritage Homes Corp. Syngenta Property -1- 3 -25 -14 PROPERTY IMPROVEMENT AGREEMENT RESIDENTIAL AGREEMENT FOR EXTENSIONS OF WATER DISTRIBUTION SYSTEMS: IMPROVEMENT OF.STREETS: INSTALLATION OF SEWERS, STORM DRAINS AND OTHER PUBLIC WORKS FACILITIES Property Improvement Agreement No. 2014 -01 This Property Improvement Agreement ( "Agreemenfl is made and entered into this P day of May, 2014, by and between the City of Gilroy, a municipal corporation, herein called the "City," and Meritage Homes; a California corporation, herein called the "Developer ". WHEREAS, a final map of subdivision, record of survey or building permit (Site Clearance) application has now been submitted to the City for approval and acceptance, covering certain real estate and property improvements known as and called:, Hecker Pass —East Cluster, Tract No 10220 APNs: 810 -21 -001, 810 -21 -003, and 810-21 -007, a legal description of which is attached hereto and incorporated herein as Exhibit "A" (the "Property"), and as described in the project improvement plans entitled Tract No. 10220 Hecker Pass — East Cluster. WHEREAS, the Developer is the beneficial owner of the property under a contract of sale and also those properties owned by Syngenta require certain utilities and public works facilities in order to service the Property under the minimum standards established by the City and, WHEREAS, the City, by and through its City Council, has enacted certain Codes, Ordinances and Resolutions and certain Rules and Regulations have been promulgated concerning the subject matter of this Agreement and, WHEREAS, the City has certain° responsibilities for maintenance and operation of such utilities and public service facilities after acceptance by City, and for providing the necessary connecting system, general plant and appurtenances, and the City is agreeing to discharge those responsibilities, provided that Developer has faithfully and fully complied with all of the terms, covenants, conditions to be performed by Developer pursuant to this Agreement. NOW THEREFORE, in consideration of the foregoing premises and in order to carry on the intent and purpose of said Codes_, Ordinances, Resolutions and Regulations, it is agreed by and between the parties as follows: SECTION 1 That all Codes, Ordinances, Resolutions, Rules and Regulations and established policies of the City and the laws of the State of California and the United States of America concerning the subject matter of this Agreement are hereby referred to and incorporated herein to the same effect as if they were set out at length herein. Said Codes, Ordinances, Resolutions, Rule and Regulations include, but are not limited to, the following: the Code of the City of Gilroy, the current Zoning. Ordinance, and the currently adopted Uniform Building Code. -2- 3 -25 -14 SECTION 2 The Developer agrees: a. To perform each and every provision required by the City to be performed by the Developer in each and every one of said Codes, Ordinances, Resolutions, Rules and other Reg_ ulations and to comply with the foregoing and all applicable laws. b. To grant to the City without charge, free and clear of encumbrances, any and all easements and rights of way in and to the Property necessary for the City in order that its water, electricity, and/or sewer lines in or to said Property may be extended. c. To indemnify, defend with counsel of City's choice and hold the City free and harmless from all suits, fees, claims, demands, causes of action, costs, losses, damages, liabilities and expenses (including without limitation attorneys' fees) incurred by City in connection with (i) any damage done to any utility, public facility or other material or installation of the City on said Property which the Developer or any contractor or subcontractor of the Developer, or. any employee of the foregoing, shall do in grading or working upon said Property, or (ii) arising or resulting directly or indirectly from any act or omission of Developer or Developer's contractors, or subcontractors, or any employee of the foregoing in connection with the work performed by them in connection with this Agreement, including without limitation all claims relating to injury or death of any person or damage to any property. d.. To construct and improve all public works facilities and other improvements described in this Agreement and the improvement plans submitted to the City of Gilroy in furtherance of this Agreement on file with the City of Gilroy. All construction and improvements shall be completed in accordance with all standards established in the Codes,. Ordinances, Resolutions, Rules and Regulations, all applicable laws and this agreement, and in accordance with the grades, plans, ,and specifications approved by the City Engineer. Developer shall furnish two good and sufficient bonds, a Payment Bond on a form provided by the City and a Faithful Performance Bond, both of which shall be secured from a surety company admitted to do business in California Each bond .shall set forth a time period for performance by the contractor of its obligations and the terms and conditions on which the City may obtain the proceeds of the bond. The Faithful Perform_ ante Bond shall be in an amount not less than one hundred percent (100%) of the total estimated amount payable for the improvements described in this Agreement, and shall .secure payment to City and the Developer of any loss due to the default of the contractor or its inability or refusal to perform its contract. The performance bond shall by its terms remain in full force and effect for a period of not less than one year after completion of the improvements by Developer and acceptance of the improvements by City, to guarantee the repair and replacement of defective material and faulty workmanship. Upon completion of the improvements by Developer and acceptance of the improvements by City, Developer may substitute for the performance bond securing maintenance described above, a separate maintenance bond issued by an admitted surety in the amount of ten percent (10 %) of the total contract price of the improvements (provided that the amount of said bond shall not be less than One Thousand Dollars ($1,000) to cover the one -year maintenance period. -3- 3-25-14 The Payment Bond shall be in an amount not less than one hundred percent (100 %) of the total estimated amount payable for the improvements described in this Agreement. The Payment Bond shall secure the payment of those persons or entities to whom the Developer may become legally indebted for labor, materials, tools, equipment or services of any kind used or employed by the contractor or subcontractor in performing the work, or taxes or amounts to be withheld thereon. The Payment Bond shall provide that the surety will pay the following amounts should the Contractor or a Subcontractor fail to pay the same, plus reasonable attorneys' fees to be fixed by the court if suit is brought upon the bond: (1) amounts due to any of the persons named in California Civil Code Section 9100; (2) amounts due under the Unemployment Insurance Code with respect to work or labor performed for the improvements described in this Agreement; and (3) any amounts required to be deducted, withheld, and paid over to the Employment Development Department fiom the wages of employees of the Contractor and Subcontractors pursuant to Section 13020 of the Unemployment. Insurance Code with respect to the work and labor. The Payment Bond shall, by its terns, inure to the benefit of any of the persons named in Civil Code Section 3181 so as to give a right of action to those persons or their assigns in any suit brought upon the bond. Simultaneously with the submission of its building permit application (Site Clearance), the Developer shall submit the following for both the surety that fiunishes the Payment Bond and the surety that furnishes the Faithful Performance Bond: (1) a current printout from California Department of Insurance's website (www.insurance.ca.gov) showing that the. surety is admitted to do business in the State; or (2) a certificate from the Clerk of the County of Santa. Clara that the surety's certificate of authority has not been surrendered, revoked, canceled, annulled, or suspended or in the event that it has, that renewed authority has been granted e. Except as otherwise expressly provided in this Agreement, all plan check and inspection fees which are payable by Developer pursuant to the attached comprehensive fee schedule are due and payable to the City prior to Council approval of the final map of the- subdivision. Upon approval of the record of survey or the building permit covering the real estate to be improved and before any work is done therein, the Developer shall pay to the City all other sums payable by Developer pursuant to the attached comprehensive fee schedule. f. At all times during the term of this Agreement and until the improvements constructed by Developer are accepted by City, Developer shall, at no cost to City obtain and maintain (a) a policy of general liability and property damage insurance in the minimum amount of One Million Dollars ($1,000,000), combined single limit for both bodily injury and property damage; (b) workers" compensation insurance as required by law; and (c) broad form "Builder's Risk" property damage insurance with limits of not less than, 100% of the estimated value of the improvements to be constructed by Developer pursuant to this Agreement. All such policies shall provide that thirty (30) days written notice must be given in advance to City prior to termination, cancellation or modification. The insurance specified in (a) above shall name City as an additional insured and the insurance specified in (c) shall name City as a loss payee, and shall provide that City, although an additional insured or Ioss payee, may recover for any loss suffered by reason of the acts or omissions of Developer or Developer's contractors or subcontractors or their respective employees. Developer hereby waives, and Developer shall cause each of its contractors and subcontractors to waive, all rights to recover against City for any loss or damage arising from a cause covered by the insurance required to be carried . pursuant to this Agreement or actually carried by Developer in connection with the work described in this 4- 3 -25 -14 Agreement, and will cause each insurer to waive all rights of subrogation against City in connection therewith. All policies shall be written on an occurrence basis and not on a claims made basis and shall be issued by insurance companies acceptable to City. Prior to commencing any work pursuant this Agreement, Developer shall deliver to City the insurance company's certificate evidencing the required coverage, or if required by City a copy of the policies obtained. SECTION 3 That all the provisions of this Agreement and all work to be done pursuant to the terms of this Agreement are to be completed to City's satisfaction within one year from and after the date and year of this Agreement first above written. Developer shall maintain such public works facilities and other improvements described in this Agreement at Developer's sole cost and expense at all times prior to acceptance by City in a manner which will preclude any hazard to life or health or damage to property. SECTION 4 That the faithful and prompt performance by the Developer of each and every term and condition contained herein is made an express condition precedent to the duty of the City to perform any act in connection with this transaction, and the failure, neglect or refusal of the Developer to so perform, or to pay any monies due hereunder when due shall release the City from any and all obligations hereunder and the City, at its election, may enforce the performance of any provision herein, or any right accruing to the City or may pursue any remedy whatsoever it may have under applicable laws or the Codes, Ordinances, Resolutions, Rules and Regulations of the City, in the event of any such default by Developer. That this Agreement, including without limitation the general stipulations outlined in Section 6 below, is an instrument affecting the title or possession of the real property and runs with the land. Except as expressly provided in the second sentence of Item 20 of the general stipulations set forth in Section 6 below (relating to the payment of reimbursement to the original Developer named in this Agreement), all the terms, covenants and conditions herein imposed shall be binding upon and inure to the benefit of City, Developer, the successors in interest of Developer, their respective successors and permitted assigns and all subsequent fees owners of the Property. The obligations of the Developer under this Agreement shall be the joint and several obligations of each and all of the panties comprising Developer, if Developer consists of more than one individual and/or entity. Upon the sale or division of the Property, the terms of this Agreement shall apply separately to each parcel and the fee owners of each parcel shall succeed to the obligations imposed on Developer by this Agreement. SECTION 6 That the following general stipulations shall be completed subject to the approval of the Public Works Director /City Engineer. 1. In accordance with Tentative Map 13 =02 approval, condition 15, to ensure the creation of the Uvas Creek Linear Park and Uvas Creek Park Preserve, irrevocable offers of dedication to the city of Gilroy shall be required and obtained from property owners of land within the Hecker Pass Specific Plan that lies within the Linear Park or Park Preserve south of Uvas Creek, the parcels -5- 3 -25 -14 located between Cobblestone Court and Isabella Way and the proposed detention basins which are to be integrated into the park. Parcels E, D and S as identified on the Final Map_ are to be maintained by the CFD. Such dedication shall be made prior to the earlier of (a) prior to or concurrent with the first discretionary approval for projects for which no map is required; or (b) prior to or concurrent with final/or parcel map approvals. 2. In accordance with Tentative Map 13 -02 approval, condition 19, the Developer shall dedicate the 3 -acre neighborhood park to the City and the park will be built by the Developer prior to issuance of abuilding permit for the 150`h residence within the Hecker Pass Special Plan Area. 3. As a condition of recordation of the Final Map and after City approval of the Final Map, the Developer shall pay the City $250,000..00, which is the 2°a installment of the Public Benefit _Fee. The 1 st installment funds, in the amount of $50,000 have been paid by the Developer.. The 2°d installment funds will be used by the Developer to .design and construct the 3rd Street traffic calming measures between Isabella Way and Uvas Drive including a roundabout at the intersection of 3rd Street and Santa Teresa Boulevard. The $2,000,000 Public Benefit Fee will be deposited into a trust account that will be used to reimburse the developer via progress payments that reflect the completion of the 3rd Street improvements and upon receipt of the 3'd installment funds as they become available. The Yd installment, in the amount of $1,700,000, is paid with the approval of the next Final Map per the Development Agreement for the Hecker Pass Specific Plan Area. At completion of the P Street improvements the Traffic Improvement Fund (TIF) will reimburse $30 an amount up to 0,000 hover the $2,-00,000 Public Benefit Fee needed to complete the 3rd street improvements in accordance with the Section 6.20. 4. The Developer will pay an additional $60,000.00 towards the Village Green traffic calming improvements that will: widen and install new sidewalk, curb and gutter along 3rd Street between Santa Teresa and the west side of Isabella Way; install high visibility flashing lights at the 3rd Street and Isabella Way intersection; improve the pedestrian path to the widened 3rd Street sidewalk; and, install a horseshoe pit and pathway. 5. Concurrent with construction of the subdivision's backbone utilities will be the construction of a new recycled water main along Cobblestone Court/EVA (Hecker Pass Road to 3rd Street) and along 3rd Street from Isabella Way and the new 3rd Street roundabout at Autumn per SCVWD. SCVWD will reimburse the difference in cost between the constructed recycled water main'and the Master Plan pipe size. . 6. The Developer will provide necessary funding for a Class I bike path along the north side of Uvas Creek between its current western terminus near Isabella Way and the new 3rd Street roundabout. The Developer will rough grade and install the bike path aggregate base and the City will install the final paving. 7. The Developer will provide a concrete split -rail fence along the north and south side of the Uvas Creek Bike Path. 8. In accordance with Tentative Map 13 -02 approval, condition 27, prior to issuance of the 75h -6- 3-25-14 residential building permit within the Hecker Pass Special Plan Area, construct the :intersection of Hecker Pass Highway and Autumn Drive together with necessary acceleration and deceleration lanes along the Highway, travel lanes, turn lanes and a roundabout will be built and operational: Should State approval of this intersection be delayed, the Developer may use Lone Oak Lane after issuance of the 75`h residential building permit within the Hecker Pass Special Plan Area. 9. In accordance with Tentative Map 13 -02 approval condition 28, prior to issuance of the 150' residential building permit, the portions of Hecker Pass Highway outside the intersection will be improved by constructing a Class I bike path constructed concurrently with the Hecker Pass (SR 152) and AutuYnn Drive round - about. The bike path will be constructed along the south side of the tree line bordering Hecker Pass Road between the new roundabout at Autumn Drive and the east side of Parcel B, Parcel Map 858 -M48 (church property). An arborist report will be prepared for the trees bordering. the south side of Hecker Pass Road to establish their condition and to recommend pruning and maintenance. The arborist report will be prepared concurrent with the design of the bike. trail. All removed trees will be replaced with 15- gallon minimum sized. Cedar trees at a 4 to 1 ratio and will be planted along both sides of the bike. path as directed by the City Engineer. 10. The Developer will provide a concrete split-rail fence along the north side of the Hecker Pass Bike Trail. Developer will also provide agricultural security fencing similar in design to the fencing currently installed along the north side of the developments' Syngenta property. The location of the fence along the south side of the trail will require a variance as was required for Syngenta property agricultural .security fencing. Additional screening_ at the fencing will not be allowed as it is a view corridor. 11. Prior to issuance of the 250th residential building permit within the Hecker Pass Special .Plan Area, all overhead utilities and poles will be removed along Hecker Pass Road. 12. Locate and properly dispose of any wells or reinstall agricultural wells to nearby agricultural property, septic tanks and underground fuel storage facilities. NOTE: The capping or reinstallation of any well will require inspection and/or approval by the Santa Clara Valley Water District. 13. Schedule the construction of improvements along existing public roads so that the work affecting vehicular traffic is completed with a minimum interruption to traffic. 14. All work within the public right -of -way shall be subject to the approval of the Public Works Director /City Engineer. 15. Before issuance of any building permit and construction utilizing combustible materials may proceed, an all- weather access must be provided to within 150 feet of the building site; and at least one in- service fire hydrant must be .available within 150 feet of each portion of the site wherein this construction is to take place. The all- weather road is subject to the approval of the City Engineer. Location of the fire hydrants will be determined by the Fire Chief. 16. All work shall be coordinated so that the existing residents on all adjacent streets have access to their properties. 17. Off -site public improvements shall be installed per the approved Improvement Plans. -7- 3-25-14 18. Bonding, as required by Section 2.d of this agreement, will be accepted for each of five segments of the project as follows:. A. $1,300,000 Hecker Pass/Autumn Drive roundabout & bike trail along Hecker Pass, B. $1,810,000 Santa Teresa/P Street roundabout, C. $8,540,960 Remainder of back -bone infrastructure, D. $5,966,562 In -Tract improvements, 19. The Developer shall provide to the City of Gilroy electronic files, in a format acceptable to the City (PDF, DWG format, AutoCAD 2004 maximum) of the final map, tract map. and/or parcel map, improvement plans, and record drawings. 26. If there are any reimbursements payable to the Developer, they must be specifically identified in this Agreement. Any such.reimbursements shall be payable to the original Developer named in this Agreement above, and shall not inure to the benefit of any .subsequent owners of all or any portion of the Property. All reimbursements payable to Developer shall be subject to the City's reimbursement policies and ordinances in effect from time to time, including without 1_imitation any expiration dates identified in such policies and ordinances. In addition to any other conditions, requirements and limitations set forth in the City's reimbursement policies and ordinances from time to time, (i) in no event shall any reimbursements be payable to Developer if City determines in its sole and absolute discretion from time to time that there are not sufficient reserves then on hand in the specific reimbursement fund from which Developer's reimbursement is payable, over and above any amounts anticipated to be required to be expended from such reimbursement fund, which reserves, at a.minimum, are equal to at least half of the remaining average yearly`anticipated expenditures of such reimbursement fund as. determined by City from time to time; (ii) City may, in its sole and absolute discretion, make partial reimbursement payments to Developer in yearly increments, as determined by City; and (iii) City may defer payments in any given year if projects deemed by City to be of high importance are determined. by City, in its sole and absolute discretion, to be warranted or necessary, and the funds in. such reimbursement fund are designated by the City for use on such projects of high importance. Reimbursements payable to Developer, subject to the terms and conditions of this Agreement and the City's reimbursement policies and ordinances in effect from time to time. SECTION 7 That the attached Development Cost Schedule enumerates all fees and their extensions. TOTAL AMOUNT DUE CITY $_924,778.27 (Minimum, actual amount to be determined) -8- 3 -25 -14 CITY OF GILROY By: C4-)"'�n Thom J. Haglund City IdZimistrator Date: I+ ATTES' APPROVED AS TO FORM: Linda A. Callon, City Attorney DEVELOPER: By: Name: '6A' -t L NT Title: 7.v.3 %ate ?0Z5%OF-- -sT' MeVrl-� 40o- —S aF CA,'s . Date NMk-% k, a0%q APPROVAL BY SYNGENTA FLOWERS, INC. a Florida corporation; By: Name: Title: Date: By: Name: Title: Date: NOTE: If Developer and /or Owner are a corporation, the complete legal name and corporate seal of the corporation and the corporate titles of the persons signing for the corporation shall appear above. [ATTACH EXHIBIT A — LEGAL DESCRIPTION] [ATTACH CURRENT NOTARY FORM(S)] -9- 3-25-(4 CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT CML CODE § 1189 State of California County of QQ� , 1 On 1 201 _ _ before me,�rro r�t[�.If�, l Date Here Insert me and Title the Officer personally appeared r C,.►-L Names) of Signerts; REBECCA A. GODDARD Commission # 1995642 Z d ., Notary Public California > Z Solano County My Comm. Expires Oct 27, 2016 Place Notary Seal Above 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. WITNES my hand I seal. Signature: Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document Document Date Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name ❑ Corporate Officer — Tttle(s): _ ❑ Individual ❑ Partner — Limited ! 1 General Tin Attorney in Fact Trustee • Guardian or Cor • Other: Signer Is Representing: ages: _ Sig s Name: Corporate Officer — Title(s): Individual e Partner — C.' Limited General Top of thumb here Attorney in Fact ❑ Trustee ❑ Guardian or Conservator O Other: Signer Is Representing: w cu ru ivauuna, rvowy hssocauon • Nanonatrvorary org • 1- etw-us NUJ arty (1 -boo- 878 -6827) Item #5907 CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT State of California County of Sl/1 f a C Q r A CML CODE $ I I" On Su rye, 5 i 201'i before me, ��n c� rQ Nn V G krf+a ry P�� Date Here Insert Name and Title of the Office personally appeared TV\0yV16L 5 J_ Q A 14 r1U Nana) of SWeq OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: P r cpe rA..�j Tm g r oie m e n+ A of e.e m e o+ R2 5 i d Document Date: Number of Pages: Signer(s) Other Than Named Above Er, rrN &r-an t, Sc o tt VQ I Q n Capacity(ies) Claimed by Signer(s) Signer's Name: ^i Corporate Officer — Title(s): Individual Partner — -Limited General Attorney in Fact Trustee Guardian or Conservator Other: Signer Is Representing: RIGHT THUMBPRINT OF SIGNER Top of .: Signer's Name: Corporate Officer — Title(s): Individual Partner — Limited -i General Top of thumb here Attorney in Fact Trustee C Guardian or Conservator Other. Signer Is Representing: }1Ql w ZULU National Notary Association - NatronalNotary.org - 1- 800 -US NOTARY (1.800- 876 -6827) Item #5907 who proved to me on the basis of satisfactory evidence to be the person() whose names) is/artl subscribed to the within instrument and acknowledged to me that he /sXIJA6y executed the same in hisllbeer'M& authorized capacity(iet), and that by his/tyefl'tbeir signature( on the instrument the person,W, or the entity upon behalf of which the person(sg acted, executed the instrument. SANDRA E. NAPA JAVMM Commissions 19081811 Notary Public - CaMoreia I certi under PENALTY OF PERJURY under the fy Santa Clan County laws of the State of California that the foregoing Comm. E - es Nov 11, 2014 paragraph is true and correct. WITNESS my hand seal. �and Jofficial , F_ 7Z&V_zt, Signature: . Place Notary Seal Above Slgrrah" of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: P r cpe rA..�j Tm g r oie m e n+ A of e.e m e o+ R2 5 i d Document Date: Number of Pages: Signer(s) Other Than Named Above Er, rrN &r-an t, Sc o tt VQ I Q n Capacity(ies) Claimed by Signer(s) Signer's Name: ^i Corporate Officer — Title(s): Individual Partner — -Limited General Attorney in Fact Trustee Guardian or Conservator Other: Signer Is Representing: RIGHT THUMBPRINT OF SIGNER Top of .: Signer's Name: Corporate Officer — Title(s): Individual Partner — Limited -i General Top of thumb here Attorney in Fact Trustee C Guardian or Conservator Other. Signer Is Representing: }1Ql w ZULU National Notary Association - NatronalNotary.org - 1- 800 -US NOTARY (1.800- 876 -6827) Item #5907 SECRETARY'S CERTIFICATE MERITAGE HOMES OF CALIFORNIA, INC. I, C. Timothy White, do hereby certify that I am the duly appointed Executive Vice President — Secretary and General Counsel of Meritage Homes of California, Inc., a California corporation (the "Company "). 1 also do hereby certify that Barry Grant is the Division President of the Northern California Division of the Company, and is authorized by and on behalf of the Company to execute documents necessary or appropriate relating to his position as the Company's Division President, including, but not limited to, documents, contracts, and agreements for: (i) the sale of completed homes (attached and detached), including deeds, closing statements, escrow instructions, HUD statements and forms, and related closing documents and instructions; (ii) the acquisition of real property, including land acquisition contracts, purchase contracts, option contracts, and related ancillary documents (such as deeds, closing documents and instructions); (iii) land planning and development, such as easements, declarations of covenant, conditions and restrictions/condominium declarations, joint development agreements, development agreements; and (iv) general and other contracts and agreements with subcontractors, vendors, service providers, and other third parties in the ordinary course of business. Dated: January 31, 2014 STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) Name: C. Timothy White Title: Executive Vice President — Secretary and General Counsel The foregoing Certificate was acknowledged before me this 31' day of January, 2014, by C. Timothy White, Executive Vice President — Secretary and General Counsel of Meritage Homes of California, a California corporation, on behalf thereof. E otary pume - Attaw Marleops Comity omm Expires Jul 22.2011 No Public CITY OF GILROY By: Thomas J. Haglund City Administrator Date: ATTEST: Shawna Freels, City Clerk APPROVED AS TO FORM: DEVELOPER: By: Name: Title: Date Linda A. Callon, City Attorney APPROVAL SYNGE A FLOWERS, INC. a Florida corporation; By: c Name: fl 'n C-- Title: i -de-J/ J, Flo we11 Date: S1z 1/ A4ef By: Name: Title: Date: NOTE: if Developer and/or Owner are a corporation, the complete legal name and corporate seal of the corporation and the corporate titles of the persons signing for the corporation shall appear above. [ATTACH EXHIBIT A — LEGAL DESCRIPTION] [ATTACH CURRENT NOTARY FORM(S)] -9- 3-25-14 CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 State of California - �• County of On before me, l (J�Y'� 1 �i1 Pt •�1 Harp Here Insert Name and Title of the O r personally appeared EUZABETH F. CARR Commission # 1948416 Notary Public - California = Santa Clara County My Comm. Expires Aug 15. 2015 Place Notary Seal Above Name(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 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. WITNESS my d and ffici seal. Signature: _S nature of Notary Public OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached um Title or Type of Document:. i Document Date: Number of Pages: Signer(s Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — Limited 7 General ❑ Individual Attorney in Fact C Trustee Guardian or Conservator L- Other: Signer Is Representing: Signer's Name: 1-1 Corporate Officer — Title(s): Partner — - Limited General Individual :1 Attorney in Fact Trustee - Guardian or Conservator Other: Signer Is Representing: © 2013 National Notary Association • www.NationaiNotary.org • 1- 800 -US NOTARY (1 -800- 876 -6827) Item #5907 LEGAL DESCRIPTION FOR TRACT 10220, HECKER PASS All that real property situated in the City of Gilroy, County of Santa Clara, State of California, described as follows: Being all of "Parcel 2' as shown on the Parcel Map filed April 18, 2014 in Book 871 of Maps, at Pages 17 through 20, Records of Santa Clara County, California. Containing 10.909 acres, more or less.. Being all of "Parcel 2' as shown on the Parcel Map filed April 18, 2014 in Book 871 of Maps, at Pages 21 and 22, Records of Santa Clara County, California. Containing 13.529 acres, more or less. Being a portion of "Parcel A° as shown on the Parcel Map filed July 13, 1973 in Book 326 of Maps, at Page 35, Records of Santa Clara County, California, more particularly described as follows: Commencing at a point in the centerline of Hecker Pass Highway, said point being the northeasterly comer of said "Parcel K; thence along the east line of said "Parcel A °, 800007'31 "W a distance of 869.45 feet to the Point of Beginning; thence continuing along said east line, S0000T31 "W, a distance of 1;048.75 feet; thence leaving said east. line, S42 006'17 "W, a distance of 166.35 feet; thence N76 °3458 "W, a distance of 407.32 feet; thence N60 °40',W W,:a distance of 195.37 feet; thence N2501 0'02'W, a distance of 301.88 feet to the west line of said "Parcel A "; thence along said west line, N00016' 09"W, a distance of 669.13 feet; thence leaving said west line, S89052'39"E, a distance of 703.81 feet to the beginning of a non tangent curve to the left, of which the radius point lies NOWOT31"E, a radial distance of 57.-00 feet thence easterly along said curve, through a central angle of 23 °15'23 ", a distance of 23.14 feet; thence 1466°52'08 "E, a distance of 93.06 feet to the Point of Beginning. Containing 18.939 acres, more or less. END OF DESCRIPTION. ENCOMPASS NO: E1 DATE: ENGINEERING DIVISION NUMBER: COST ESTIMATE PROJECT LOCATION: EFFECTIVE 7/112013 PARCEL NUMBER- �c OW NEWDEVELOPER: MAILING ADDRESS: 129a1pr_14 r ; TELEPHONE NO: Receh►ef!'01Cd0f2D14'��:',,.. PREPARED BY: Account No. Key Code 100 - 2601 -0000 -3625 4904 100 -2601 -0 000 -3805 4702 420- 2600-0000 - 3660 4501 432- 2600-0000 -3660 3301 433- 2600-0000 -3660 4905 435- 2600-0000- 3660 4509 436 - 2600-0000- 3660 4510 440- 2600 -0000 - 3660 4515 , 720- 0433 - 0000. 3620 2202 801 - 2601 -PWDO -3899 4703 801- 2601 - PWDO -3899 4703 516(2014 11:40 AM CITY OF GILROY PUBLIC WORKS DEPARTMENT ENGINEERING DIVISION COST ESTIMATE EFFECTIVE 7/112013 �c Revised: , Revision Number: ` 0,11 129a1pr_14 r ; 1 Revision By. Receh►ef!'01Cd0f2D14'��:',,.. ,. �,; , r, . � ;, :: - `r CSouthiof Hecker, P/ ays�s►; H 'ghwayand�West;of�Thied_Stteet• ,iN6erRege:Hoteies 'r '' 1671rEstMorrteiVistaAveeua S7uibe.2f41 95687 ;(707) : 3594017'. ct�ia'eeoraeGarc+a °1JimrA�ixi Fee- Credits: Amount Due: Account Description Paid on Invoice # $15,930.00 $15.930.00 Special Public Works Sere ems) $1,270,601.76 97 60 $763,626.76 Eng Plan Check 8 Insp $38,434.68 'w �:, $38,434.68 Storm Development Fee ,im,, . $11,890.00- _ $11,890:00 Str Tree Development F9e�, ;E DEFERED TO $1,503,624.00 FINAL Traffic Impact Fee DEFERED TO $1,075.452.00 I FINAL Sewer Development DEFERED TO $323,082.00 C7. _ �- <\I FINAL Water Development Feet , DEFERED TO $2,636,550.00`' 0) FINAL Public Facility Fee Sys' $94,896.83 L_ '— $94,896.83 Const Water Use Fee $0.00 �_. =_ $0.00 Reimbursements a i $0.00 Other Reimbursements Total $924,778.27 Payment Bond Amount for all improvements $15,807,522 Pa Performance Bond Amount for all improvements $15.807,522 PerknTw = Bond $15,807,522 G: \COMDEV\ENGINEERING\DEVELOPMENT PROJECTS \FEES\Project Cost Schedules \Tract 10220 Hecker Pass East Cluster 1 Page 1 CITY OF'GILROY COMMUNITY DEVELOPMENT DEPARTMENT ENGINEERING DIVISION COST ESTIMATE ALL PUBLIC FACILITY, SEWER, WATER & TRAFFIC FEES ARE DEFERED ENCOMPASS NO: E1 DATE: PROJECT LOCATION PARCEL NUMBER: OWNER/DEVELOPER: MAILING ADDRESS: TELEPHONE. NO: PREPARED BY. SB2014 11 AO AAA FINAL ENGINEERING COST SCHEDULE TYPE COST ESTIMATE 7 rY I PLAN CHECK ? Q INCENTIVE AGRORM3IT ONLY 2 F N DEFER PUBLIC FACILITY FEE? TO PERMIT ?ENO TO FINAL? DEFER SEWER,: WATER, TRAFFIC FEES ? TO PEW I ?I W1 TO•FW4t.7[ Y ( U NOTE TMs Pre nMery Cost Schedule is an estimate and will be m* to th rates ki ~ at the thne pere. are issued. 58e.lydot'nift Grosa Acm Lots: Units: - - - - - -Sq Ft Residential-Low? -6,000 . 0 0' Reeldentl"1911 ? 43:360 .212 108 Comnercal .ow T 0:000 Oi 0(( Commr�FWlph 7 0:000 0 0! Indu General? 6:000 0� 0 hlduaRiat- Wlasrae 7 0:000 .0. 0 AsamablyW ti.000 0 0 Common .Area? 0:000, of CommemalslA AUocatim : SanerGPD: WaterGPD. F 0 1 Raimbwwnertte and eredift. Ptah Foolag&SWm Footage Charges and Construction Water: Street Tree FF: Water FF; Sewer FF Storm:FF: Const Water Acres to be Developed: 29:000.0 o.a TO ono -.- - - - - -- Pavernent SF: Median SF: SWmalk SF: CwWGuber FF: Construction Water FF: 0.01 1 0.0 1y:0; 00 :28;gg0.0� SPECIAL PUBLIC WORKS SERVICES 100 2801 -0000 3825 $159010.00 mom Fbtel Map $3,210.00 + $410.00 / lot [Y 1 $15,930.00 Fee ID NO-FINALM Parcel AAap $1.975.00 + $60.00 / lot E—Nl $0.00 Fee 10 NO -FARCE LM Re assessment Map (Assesernent rim—, Parcels) $1.270.00 + 593.00 / kit. Cl $0.00 Fee ID N,ASSESM AdminlslbaNat Fees: Scanning Fee. (For Improvemani Plans, multlpy # of sheets by 2 - Scanning to be done at the beginning ar>d and of the.pmject) F-0,. # of Sheets for Map and $9.00 / elm n $0.00 Fee ID NO-SCAN Imprtovemenl Plans (Cost Schedules, Agreements, R/W Reviews and Other AOse. Services) .0: hr Mice Services $180.00 / hr. (Y� $0.00 Fee ID, N-MISC Spam Staff Analysis Oi hr Specie} Anayas $470.00 / hr. n $0.00 G: \COMDEViENGINEERINGIDEVELOPMENT PROJECTSTEES1Project Cos ScheduWTract 10220 Hadver Pass East C 1 Page 2 ENGINEERING PLAN CHECK & INSPECTION 100- 2601 -00003605 COST ESTIMATE $1,270,601:76_ 54=14 11:40 AM ACTUAL COST OF PUBLIC IMPROVEMENTS FINAL ENGINEERING PLAN CHECK $0.00 At time of Improvement PIan/Fknal Map &ibmlltN 40% of fee is due for Plan Check. Rae 60% due prior to submiltal of Fkrai Map for Counce approval Addltlonal Plan Review After Fist Three Submittals or Review of Chars. Additions or Revislons to Approved Plans OO hr Additional Plan Review $470.00 / hr. C $D.00 Fee ID N"RADM Reanspeetlon Fee � O,,hr Reanspectlon $120.00 / hr. CN 1 $0.00. Fee ID WGRADINS Inspeft�m 7autskie of normal' business hours �'hrinspecdon $430.00 + (Based on total cost of improvemerds) Eadmated Cost of Improvements 12% $0 10% $100,000 8% over Payment Bored Amount ford knprovemants Per.bmance.Bond Amount for all knprovertrarrt MPACT FEES Storm Drain lmpeet Fee a.Resldendskow b.Re.ddW eMilgh c.Commeniei d.IndustriW eAwanb!Iy Hall SUM Troo -Fee a.Cf y Planting and Replacement $3.06 / ff x blrzpectm and Replacoaent $0.41 / ff. x Tm le Impact Fee a b.Residmrtlal Igh c.Commerda4Low Traffic (< 10.75 blps/t000 at) d.Commmclal+ligh Tralk p- 10.75 t twloo0 so a.1ndusulal-Ganand f AJ511lal $rehouse $145.00 / hr. aRar3hM [N j _ $0.00. Fee 10 NO- GRADINS DIFFERENCE, ($1.27 01.76) Fee ID N040 INSP Fee ID NDSD-LD Fee ID NOSD44D Fee ID N&W-C Fee ID NOSD4 Fee ID ND61MM Fee ID NO-TREEPLT Fee ID WTREEINS Fee ID WTRIIF,AL Fee ID'N7 7RAF,AH Fee ID N33TRAF -CL Fee 10 N3-TRAF -CH Fee ID N4•TRAF4G Fee ID N4- TRAF4W :838.434.88: $11:0.00 Tp:FINAI G: NCOMDEVIENGINEERIMOEVELOPMENT PROJECTSIFEE"mject Cost SdIOdndes%Tract 10220 Hedter Pass East austy 1 Pap 3 ESTIMATE COST S1S,807,522SOI $100.000[ Y ,$17000.00: Y 1 50.00 $200,000 [Y:] $10,000.W n $0.00 $200,000 n :$1.246,601.76 n $0.00 $15,607;522 $15,17,522 $504.00 / 420- 2800-0000.1' 660 acre j Y 1 _ $0.00 $886:00 / . acre [n _ . $36.434.60 $1,528.00 / acre $0.00 $1,126.00 / sore n so.00 $564.00 / acre n $0.60 432 - 2000000.3860 0.0 = $0.00 n 29.000.0 = Sl I A90AD 433- 26004MOO-3660 $9,973.00 / unIt n $0.00 $6.064.00 / unit n $1:503.624.0 $11,034.00 / Lef. E Y j $0.00 $22;289.00 / k.s f. = $0.00 $4,373.00 / Ls.f. n $0.00 $3.108.00 / La.f. M $0.00 Fee 10 NO- GRADINS DIFFERENCE, ($1.27 01.76) Fee ID N040 INSP Fee ID NDSD-LD Fee ID NOSD44D Fee ID N&W-C Fee ID NOSD4 Fee ID ND61MM Fee ID NO-TREEPLT Fee ID WTREEINS Fee ID WTRIIF,AL Fee ID'N7 7RAF,AH Fee ID N33TRAF -CL Fee 10 N3-TRAF -CH Fee ID N4•TRAF4G Fee ID N4- TRAF4W :838.434.88: $11:0.00 Tp:FINAI G: NCOMDEVIENGINEERIMOEVELOPMENT PROJECTSIFEE"mject Cost SdIOdndes%Tract 10220 Hedter Pass East austy 1 Pap 3 542014 11:40 AM Sewer Impact Fee 435. 2600-00003660 DEFERRED TO FINAL a.Res -Lm $10,686.00 / unit = $0.00 Fee 1D NO SS-AL b. Oh $5.762.00 / unit j Y j S1,075.45200 Fee ID N7SS-AH c.Commemiallirdusrrial $3,382.00 / cgptl [ Y $0.00 Fee 10 NSSS-CfI. Water Impact Fee 436 - 2600-00003860 DEFERRED TO FINAL a.R -I.aw $4294.00 / unit =Y j $0.00 Fee ID N6- WATR -AL b.RwMentieFHigh $1,737.00 1 unit n 8323.082.00 Fee ID N7 WATR -AH c.CommerciallindustrM $6,731.00 / kgpd Y $0.00 Fee ID NS*rrR -CA PubOO Facilities Impact Fee 440- 2800-00003860 DEFERRED TO FINAL aResidenfiel -Lane $16,848.00 / unit n $0.00 Fee ID N84'F,AL b.R lIaMigh $14,175.00 / unit (Y $2.836,550.00 Fee ID N7 -PF-AH c.Comnrercet $2:538.00 / "l n $0.00 Fee ID N3 -PF-C d.Industrial $1,123.00 / ks f. n $0.00 Fee ID N4-'F4 Water User Fee (Construction) = $94,56.83 $3.00 / 7.f. $86,970.00 Fee ID NO- CONWTFF Pius $18173 / a.c. $7,926.83 Fee 10 NO•CONWTAC FRONT FOOT CHARGES (Used to chmge and rabnburse fees for axiMV tri6aMucture) The Half Pipe schedule Is used to determine the font fcofege reimbursement to former developers for inkasbudwe previously 'i along the ford fodtage of the development. The Full Pipe schedule is used to determine the orb ndmburommuft to the developer for Instrrg mater, sewer, and storm main adensions to sues required by each master plan n#W ate greater than the sizes required by the development The awaked porltern Is the dgerence bdiM n the master planned site for the main and the greater of the main sloe required by the development or the developer's minimum responsb ft for each math. Water 801- 2601-PWD0%3899 $0.00 Water MaUS - kid[W hg Brs hydrants, Who% valve boase and other pw*wnces. Developer resparbn4y is up to ant Induding 12' mains Half Pipe Lineal E900 6 inch Main $39.00 / LF x FN - 0 0� = $0.00 Fee ID NWR06-12 8 Inch. Main $41.00 / LF x I N _ 0.0 = S0.00 Fee ID NWR08 -12 10 Utah Mein $47.00 I LF x N 0.0 _ $0.00 Fee ID N- WRIO.12 12 Inch Main $5200 / LF x I N 0.0. _ $0.00_ Fee IC N-WR12 -12 14 Inch Mein $57.00 / LF x N .. 0.0; - $0.00 Fee ID N- WR14 -12 16 Inch Main $62.00 / LF z IN 0.01 = $0.00 Fee ID NWR1642 18 inch plain $68.00 I LF x N' 0.0 = $0.00 Fee ID NVR18 -12 20 Inch Male $76.00 / LF x JN 0:01 _ $0.00 Fee ID N- WR1$12 24 inch Mein $62.00 / LF x I N -,70 $0.00 Fee ID N4M4 -12 30 Inch Main $91.00 / LF x N 0.611 = $0.00 Fee ID N- WR30 -12 36 Inch .Main $106.00 / LF z L N _9.0, _ $0.00 Fee ID NWR36 -12 G:\ COMDEVIENGINEERINGNDEVELOPINENT PROJECTS\FEE V"jeet Cast Scheduleffract 1022D backer Pass East Chaster 1 Fie 4 Front Foot Charges Continued (Used to &Auge and reimbhose fees for Welke hhhstcudurs) Sewer 801- M14WVDO -3899 Sewer Maims - including manhole and odw pmtinermes. Developer responsiblItty Is up to and hlduding IT mains. Hag Pipe Lhuml Foolaoe 8 Inch Main $73.00 / LFx 7O Os = S0.00 Fee ID N- MO-1/2 8 Inds Main $75.00 / LF x AE 0.0 = 50.00 Fee ID NSSOB-12 10 Izdh Main $81.00 / LFx In Q 0 = $0.00 Fee-ID NSS10 -112 12 inch Main $83.00 1 LF x N: = $0.00 Fee ID N- M2 -1/2 15 Inch ;Main $87.00 / .LFx N:. ___ _._0[0 = $0.00 Fee ID NSS15.12 18 Inch Main $93.00 / LFx I N 0., -01 = $0.00 Fee ID NSS18 -1/2. 21 Inch Main $102.00 / LFx N Ot8 = $0.00 Fee ID NSS21 -112 24 [rich Main $106.00 J LFx I N O Q = $0.00 Fee H) N- =4-1)2 27 Inch Main $12200 1 LFx L ff Ot0 - $DM Fee Ib NSS27 - -12 30 Inch Main $144.00 / LFx I N 0O = $0.00 Fee ID N-SS30 -12 33 Inch Main $158.00 / LFx J.N .. _ _ '0:0 $0.00 Fee.ID NSS33-112 36 hxdr Main $178.00 / LFx I N. A[0 = $0.00- Fee91) NSS36.12 39 Inch Main $21200 I LFx I N, O. - $0.00 Fee 9D NSS39.12 42 Inds, Main $265.00 / LFx N, _. _ ._...; :__ ...OA $0.00 Fee 0 NSS42 -12 S4eet,ImWovements 801- 2601 -PWDO 3689 Pavement. Sidasielid &' Medians AGSkepaftbasis $2.55 / SFx Wig$ N 0A' _ $0.00 Fee IDN -M-ACB AOSke path: pvmt $2.50 / SF x N 0.01 $0.00 Fee ID N -M-ACP Sidewanc. now $9.75 / SF x N 0.0 $0.00 Fee ID NSTRS/W Sk wink- replace $13.25 / SF'x N _ A:0 $0.00 Fee ID N -MSIWR Resurfedng $2.55 / SF x N 8.01 _ $0.00 Fee lD NSTR4MSU Landscaped Median $20.35 ) SF x I W ._ pA, = $0.00 Fee ID N-WR4 ANM Hadseeped Madlan $11.63 1 SF z IN 0.0. _ . $0.00 Fee ID NS7R41ARD jndW.4MIh feaulament only) Traffic Signsl3 leg $130.200.00 / LS x % of Lirmo Sum f w _. a .. _ _' Ow _ $0.00 Fee ID NSTR -TS3L Traft SWID" 189 $158,500.00 / LS z N . -- __0.96 = e .. $0.00 Fee ID NSTR TS4L Curb and Gum Curb/Gutter.: new $25.65 / LFx Lhfeal' Foolace N 0 0 $0.00 Fee ID NSTR -C G Curb/Gulter: replace $33.40 / LFx N 0'A = $0.00- Fee ID N- M-C/GR Curb Ramps $1.057.63 / LFx N- .... A:D,, _ $0.00 Fee ID N-M-CR 58/2014 11:40 Alit $0.00 $0.00 GA COM'DEVIENGINEERINGIDEVELOPMENT PROJECTSIFEESV)rgee( Cost Scheduleffract 10220 Hecker Pass East Cluster 1 Pap 5 i c: W 0 0 �V (V N N O O O O O O O O O O 9 O O D O wNy Z e e E f!! 8= t t Y Y 8! (, 8 E p S N oSo M oSo M So N QSQ N o8 N S N S8 N S M pSp N oSo M oOo M oS N oS N oSo N ppS oOo N M i 0 8 0 0 0 0 E m z z z z z z z z Z Z z z Z z C m m V R o � g E [�p. rJ p. � pip p� S � p� G {W OE (pOD1 O S (Cpf O O o o O O S (OQO� (Oy O O CM N M N M M N M N M •� N N N r o 3 U € a E E � j u N x v �g $ O aab U r M _ 3 m 4 � w ± 71 O qCq � � y v 8 � oro r O Do m C _ 4 0 0 Z N .Sl 2 • _J (o o Q m Y1 l UN LJ W O N (V O �nSCibiC!7�!' G. COMDEVIENGINEERINGIDEVELOPMENT PROJEC M%FEES1P qW Cost Schedules\Tmt 10220 Hecker Parse Esst Cluster 1 Page 7 OVERSI27NG SCHEDULE (Used to reimburse ove sized trdl esb Glum) TOM ON W A Water, Sewer and Storm Drain Main Retmbumement $0.00 Total Oversized Water Main Reimbursement (Developer Is responsible for up to and Including lr mains) $0.00 Oversized Minlmum,Irmain Oversized Fun,PipeWad FullPlpe'$16bot. Oversized foofte Reimbursement 14 Inch Main $114.00 - $104.00 x I 0:01 = $0.00 I N-1 16 Iran Mein $124.00 - $104.00 x F7 --o-.0 = $0.00 ( N 19 Inch Main $135.00 - $104.00 x (-_. = _.:ooi = $0.00 ( H 20 Inch, Main $151.00 - $104.00 x _ . 0.0 $0.00 N! 24 Inch Main $164.00 - $104.00 x t).0 = $0.00 30 inch Main $18100 - $104.00 x 0:0 = $0.00 n 36 Inch Main $211.00 - $104.00 x 0.0 = $0.00. n Total Overslsad Sewer Alain Reimbursement ( Developer is responsible far tip-to and Including lr i uift) $0.00 Oversized Minimum 12• main Oversized FuG Pipe $afoot Full Pipe Woot Oversized Footage ReImbu sement 15 inch Main $174.00 - $166.00 x ( 0.01 = $0:00: N1 18 inch Main $186.00 - $16&00 x 0.0 = $0.00 N 21 Inch Main $204.00 - $166.00 x 0.0 = $0.00 24 inch Main $211.00 - $166.00 x F­­-0.0 = $0.00 N 27 Inch Main $244.00 - $166.00 x ... 0:07 = $0.00 =N 30 Inch Main $287.00 - $186.00 x 0:0, _ $0.00 N 38 Irn7h Mein $315.00 - $166.00 x 0.0 = $O.00 n 36 hhdh Main $356.00 - $166.00 x )- ....0:0; _ $0.00 (N� 39 Ixdh Main $423.00 - $166.00 x _ . :0:0, _ $0.00 n 42 inch Main $529.00 - $166.00 x F - -0.Q,7 _ $0.00 N Total Oversized Storm Drain Main Rebnbmnt (Developer is responsible fdr up to grid I ididhig 24" mains) $0.00 Oversized Minimum 24" main Oversized Full Pipe $ftd Full Pipe $Pobot Owsized.Footage. Reanbursmnerd 27 inch Mein $164.00 - $140.00 x f. ` 0101 = $0.00 I N 30 trufn Main $177.00 $140.00 x _ -_070 $0.00 33 ineb Mein $182.00 - $140.00 x _ _. 0:0 . $0.00 1 M� 36 Inch Main $189.00 - $140.00 x OA $0.00 (� 42 Inch Main $197.00 - $140.00 x r $0.00 j N 48 loch Mein $233.00 - $140.00 x 0:0. _ $0.00 '0 54 inOh Main $273.00 - $140.00 x F--------070 = $0.00 n 6o ineh Main $315.00 - $140.00 x 0.0 = $000 n G. COMDEVIENGINEERINGIDEVELOPMENT PROJEC M%FEES1P qW Cost Schedules\Tmt 10220 Hecker Parse Esst Cluster 1 Page 7 SWO14 11:40 aN OversbmV Seheduie C *wed (used to reimburse oversized hftebuckm) Ovosmed Storm Drain Mein Rehnbmnt Cantln ied ovwsbw hMnbnum 24' main OYW$bsd Fuu Pipe Std FullPipe$!toot Owshmd.FodaOe Rehebursernerd 66 inch Maim $357.00 - $140.00 z D 0? _ $0.001 N. 72 hroh Mein. $399.00 - $140.00 x F DAy = $0.00 n 78 inch Main $431.00 - $140.00 x CkO = $0.00 n 84 kvh Maim $481.00 - $140.00 z 0'a = $0.00 n 90 hrch Main $49200 - $140.00 x ( 0 = $0.00 �N1 96 Inch Main $522.00 - $140.00 x a:0. _ $0.00 I N G :ICOMDEVIENGINEERING%DEVELOPMEN T PROJECTSIFEES1Project Cat Scheiuleffrect 10226 Hecker Pesa East (trusts' 1 Page 8 EXHIBIT "D" INSURANCE REQUIREMENTS FOR MERITAGE HOMES AND CONTRACTOR(S) Please refer to the following insurance coverage and provisions: Insured Parties must provide its insurance broker(s) /agent(s) with a copy of these requirements and warrants that these requirements have been reviewed by Insured Parties' insurance agent(s) and /or broker(s), who have been instructed by Insured Parties to procure the insurance coverage required herein. In addition to certificates, Insured Parties must furnish City and District with copies of original endorsements affecting coverage required by this Appendix. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements and certificates are to be received and approved by City and District before the AGREEMENT commences. In the event of a claim or dispute, City and District have the right to require Insured Parties' insurer to provide complete, certified copies of all required pertinent insurance policies, including endorsements affecting the coverage required by this Appendix. Insured Parties must, at its sole cost and expense, procure and maintain during the entire period of this AGREEMENT the following insurance coverage(s). Required Coverages 1. Commercial General /Business Liability Insurance with coverage as indicated: $10,000,000 per occurrence / $10,000,000 aggregate limits for bodily injury and property damage $10,000,000 Products /Completed Operations aggregate (to be maintained for at least three (3) years following acceptance of the work by City and District. General Liability insurance must include: a. Coverage at least as broad as found in standard ISO form CG 00 01. b. Premises and Operations. c. Contractual Liability expressly including liability assumed under this AGREEMENT. d. If Insured Parties will be working within fifty (50) feet of a railroad or light rail operation, any exclusion as to performance of operations within the vicinity of any railroad bridge, trestle, track, roadbed, tunnel, overpass, underpass, or crossway must be deleted, or a railroad protective policy in the above amounts provided. e. Owners and Contractors' Protective liability. f. Severability of Interest. g. Explosion, Collapse and Underground Hazards, (X, C, and U). h. Broad Form Property Damage liability. i. If the standard ISO Form wording for "OTHER INSURANCE," or other comparable wording, is not contained in Insured Parties' liability insurance policy, an endorsement must be provided that said insurance will be primary insurance and any insurance or self - insurance maintained by City and District, their respective elected and appointed officers, directors, board and council members, employees, volunteers and agents will be in excess of Consultant's insurance and will not contribute to it. 2. Business Auto Liability Insurance with coverage as indicated: $2,000,000 combined single limit for bodily injury and property damage per occurrence, covering all owned, non -owned and hired vehicles. 3. Professional /Errors and Omissions Liability with coverage as indicated: $5,000,000 per claim/ $5,000,000 aggregate. Professional /Errors and Omission Liability appropriate to the Consultant's profession, and must include: A. If coverage contains a deductible, or self- insured retention, it shall not be greater than one hundred thousand dollars ($100,000) per occurrence /event. B. Coverage shall include contractual liability. C. If coverage is claims -made: a. Certificate of Insurance shall clearly state that the coverage is claims - made. b. Policy retroactive date must coincide with or precede the Consultant's start of work (including subsequent policies purchased as renewals or replacements). c. Policy must allow for reporting of circumstances or incidents that might give rise to future claims. d. Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of the contract of work. 4. Workers' Compensation and Employer's Liability Insurance Statutory California Workers' Compensation coverage covering all work to be performed for the City and District. Employer Liability coverage for not less than $1,000,000 per occurrence. 5. Surety Bonds Insured Parties shall provide the following Surety Bonds: 1. A Performance Bond. 2. A Payment Bond. K The Insured parties, simultaneously with the execution of the AGREEMENT, will be required to furnish a Payment Bond, and a Faithful Performance Bond. The bonds,shall be secured from an established surety. To be approved, the Payment Bond shall be in an amount not less than one hundred percent (100 %) of the total amount payable by the terms of the AGREEMENT. Simultaneously with the execution of the AGREEMENT the Insured Parties shall furnish the name, address and telephone number of the surety that the bidder proposes to furnish the Payment Bond. The Payment Bond shall secure the payment of those persons or entities to whom the Insured Parties may become legally indebted for labor, materials, tools, equipment or services of any kind used or employed by the Insured Parties in performing the work, or taxes or amounts to be withheld thereon. The Payment Bond shall provide that the surety will pay the following amounts ,should the Insured Parties fail to pay the same, plus reasonable attorney's fees to be fixed by the court if suit is brought upon the bond: (1) amounts due to any of the persons names in California Civil Code Section 3181; (2) amounts due under the Unemployment Insurance Code with respect to work or labor performed under the AGREEMENT; and (3) any amounts required to be deducted, Withheld, and paid over to the Employment Development Department from the wages of employees of the Insured Parties pursuant to Section 13020 of the Unemployment Insurance Code with respect to the work and labor. The Payment Bond shall, by its terms, inure to the benefit of any of the persons named in Civil Code Section 3181 so as to give a right of action to those persons or their assigns in any suit brought upon the bond. The Faithful Performance Bond shall be secured from the surety in an amount not less than one hundred percent (100 %) of the total amount payable by the terms of the AGREEMENT. The Faithful Performance Bond shall secure the faithful performance of the AGREEMENT. The Insured Parties shall furnish the name, address and telephone number of the surety that will furnish the Payment Bond. The Performance and Payment Bonds may be released, upon approval by the City and District, thirty -five (35) days following the recording of the Notice of Acceptance of Completion. General Requirements With respect to all coverages noted above, the following additional requirements apply: Additional Insured Endorsement(s) Insured Parties must provide an additional insured endorsement for Commercial General /Business Liability and Business Automobile liability coverage naming the City and District, their elected and appointed officers, directors, board and council members, employees, volunteers and agents individually and collectively, as additional insureds, and must provide coverage for acts, omissions, etc. arising out of the named insureds' activities and work. Other public entities may also be added to the additional insured endorsement as applicable and the Insured Parties will be notified of such requirement(s) by the City and District. (NOTE: Additional insured language on the Certificate of Insurance is NOT acceptable without a separate endorsement such as Form CG 20 10, CG 2033, CG 2037. Note: Editions dated 07/04 are not acceptable.) 2. Primacy Clause: Insured Parties' insurance must be primary with respect to any other insurance which may be carried by the City and District, their respective elected and appointed officers, directors, board and council members, employees, volunteers and agents, and the City and District's coverage must not be called upon to contribute or share in the loss. 3. Cancellation Clause Endorsement: Insured Parties must provide a cancellation endorsement stating that the insurer agrees to provide thirty (30) days' notice of cancellation (ten (10) days' notice for non - payment of premium). NOTE: Adding wording to the standard wording in the ISO Certificate of Insurance is not acceptable. 4. Acceptability of Insurers: All coverages must be issued by companies admitted to conduct business in the State of California, which hold a current policy holder's alphabetic and financial size category rating of not less than A- V, according to the current Best's Key Rating Guide or a company of equal financial stability that is approved by the City and District's Risk Management Administrator. 5. Self- Insured Retentions or Deductibles: Any deductibles or self- insured retentions must be declared to and approved by the City and District. At the option of the City and District, either: the insurer shall reduce or eliminate such deductibles or self- insured retentions as respects the City and District, their respective elected and appointed officers, directors, board and council members, employees, agents and volunteers; or the Insured Parties shall provide a financial guarantee satisfactory to the Entity guaranteeing payment of losses and related investigations, claim administration, and defense expenses. 6. Subcontractors: Should any of the work under this AGREEMENT be sublet, the Insured Parties must require each of its subcontractors of any tier to carry the aforementioned coverages, or Insured Parties may insure subcontractors under its own policies. 7. Amount of Liability not Limited to Amount of Insurance: The insurance procured by Insured Parties for the benefit of the City and District must not be deemed to release or limit any liability of Insured Parties. Damages recoverable by the City and District for any liability of Insured Parties must, in any event, not be limited by the amount of the required insurance coverage. 8. Coverage to be Occurrence Based: All coverage must be occurrence -based coverage. Claims -made coverage is not allowed. 9. Waiver of Subrogation: Insured Parties agrees on to waive subrogation against the City and District to the extent any loss suffered by Insured Parties is covered by any Commercial General Liability policy, Automobile policy, Workers' Compensation policy, or Builders' Risk policy described in Required Coverages above. Insured Parties agree to advise its broker /agent/insurer about this provision and obtain any endorsements, if needed, necessary to ensure the insurer agrees. 10. Non - compliance: The City and District reserve the right to withhold payments to the Insured Parties in the event of material noncompliance with the insurance requirements outlined above. 11. Please mail the certificates and endorsements to: Contract Administrator Santa Clara Valley Water District 5750 Almaden Expressway San Jose, CA 95118 Risk Manager The City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 IMPORTANT: On the certificate of insurance, please note either the name of the project or the name of the City_ /District contact person or unit for the contract. If your insurance broker has any questions please advise him /her to call Mr. David Cahen, District Risk Management Administrator at (408) 265 -2607, extension 2213; and Ms. LeeAnn McPhillips, City of Gilroy Risk Manager at (408) 846 - 0205. ACORN® `� CERTIFICATE OF LIABILITY INSURANCE DATE (MM /DD/YYYY) F7/22/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Wood Gutmann & Bogart Ins Brokers / RKG 15901 Red Hill Ave Suite 100 Tustin CA 92780 CONT NAMV CT Ma ali Melchor, CIC PHONE 714-505-7000 FAX 714-573-1770 E-MAIL mmelchor @rkgore.com INSURERS AFFORDING COVERAGE NAIC it INSURERA:Chartls Specialty Insurance Company 26883 1011/2005 INSURED MERIT -3 INSURERB:LIBERTY INS CORP 42404 Meritage Homes Corporation 8800 East Raintree Dr, Ste 300 Scottsdale, AZ 85260 INSURER C INSURER D INSURER E $50,000 INSURER F MED EXP (Any one person) $ CAVFRAnFA CFRTIFICOTF NIIMRFR• 1016014592 RFVISIfAN NIIMRFR- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER POLICY EFF MM /DD/YYYY POLICY EXP MMIDDNYYY LIMITS A X COMMERCIAL GENERAL LIABILITY RMGG L57 49895 1011/2005 10/1/2015 EACH OCCURRENCE $3,000,000 CLAIMS -MADE FX OCCUR DAMAGE PR MISES Ea NcTu ence $50,000 MED EXP (Any one person) $ PERSONAL & ADV INJURY $3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $3,000,000 POLICY F PRO F LOC PRODUCTS - COMP /OP AGG $3,000,000 $ OTHER: AUTOMOBILE LIABILITY MBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANY AUTO AUTOS OWNED SCHEDULED BODILY INJURY (Per accident) $ NON -OWNED HIRED AUTOS AUTOS PROPERTY DAMAGE Per accident $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED I I RETENTION$ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N WC2Z91434715054 10/1/2014 10/1/2015 PER OTH- X STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUD ED? � N/A E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: Hecker Pass THE CITY OF GILROY, IT'S OFFICERS, OFFICIALS AND EMPLOYEES It is a condition of the General Liability that the City of Gilroy is hereby added as Additional Insureds only to the extent assumed by the Insured under the written contract, subject to the policy terms, conditions and exclusions as required by written contract. t:tK I I1-IL;A I t HULUtK trANULLLA I IUN City of Gilroy 7351 Rosanna Street Gilroy CA 95020 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. REPRESENTATIVE ©1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ENDORSEMENT # 1 This endorsement, effective 12 :01 A.M. 10!1!05 forms a part of Policy No. 57498 -95 issued to Meritage Homes Corportalon by Amerioan International Specialty Lines Insurance Company ADDITIONAL INSURED - WHERE REQUIRED UNDER CONTRACT OR AGREEMENT Thls endorsement modifies insurance provided under the fa!lowing. GENERAL LIABILITY COVERAGE PART Section 11 - Who is an Insured, of the General Liability Coverage Part, is amended to add: O. Any person or organization to. whom ,you become obligated to include as an additional insured under this policy, as a result of any contract or agreement you enter into which requires you to furnish insurance to that person or organization of the type provided by this policy, but only with respect to liability arising out of your operations or premises owned by or rented to you. However, the Insurance provided will not exceed the lesser of: 1. The coverage andlor limits of this policy, or 2. The coverage and/or limits required by said contract or agreement. 0 1 � � � AUTHORIZED REPRESENTATIVE OR COUNTERSIGNATURE ( . IN STATES WHERE REQUIRED ) A`��A pQ® EVIDENCE. OF COMMERCIAL PROPERTY INSURANCE DATE(MM/DD/YYW) 7/22/2015 THIS EVIDENCE OF COMMERCIAL PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW. THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE ADDITIONAL INTEREST. PRODUCER NAME, I PHONE CONTACT PERSON AND ADDRESS • 7 5 14 - 0 5 - 7 0 0 0 COMPANY NAME AND ADDRESS NAIC NO: 41718 Wood Gutmann & Bogart Ins Brokers / RKG ENDURANCE AMER SPECIALTY INS CO 15901 Red Hill Ave Suite 100 DE Tustin CA 92780 IF MULTIPLE COMPANIES,.COMPLETE SEPARATE FORM FOR EACH FAX Nol: 714.- -573 -1770 E -MA1L CODE: SUB CODE: POLICY TYPE Commercial Package (Builders Risk / Property) AGENCY - CUSTOMER ID 0- NAMED INSURED AND ADDRESS LOAN NUMBER POLICY NUMBER Meritage Homes Corporation IMU10005613600 8800 East Raintree Dr, Ste 300 EFFECTIVE DATE EXPIRATION DATE CONTINUED UNTIL Scottsdale, AZ 85260 10/01/2014 10/01/2 015 TERMINATED IF CHECKED ADDITIONAL NAMED INSURED(S) THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION Use REMARKS on page 2 if mores ace is required) ® BUILDING OR ❑ BUSINESS PERSONAL PROPERTY LOCATION / DESCRIPTION See Attached... THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED: NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. rnVFRAr:F'INFARMATInM Docu c iuci loon I I RACic I I RanAn I I SDPCIAI v I ai l Pi al, Tnrl Fl nnA F_ RO COMMERCIAL PROPERTY COVERAGE AMOUNT OF INSURANCE: $ 0 000 000 DED: 25 000 YES NO N/A [Z] BUSINESS INCOME, 0 RENTALVALUE x 7351 Rosanna Street If YES, LIMIT: Actual! Loss Sustained; # of months: BLANKETZOVERAGE x AUTHORIZED REPRESENTATIVE If YES, indicate value(s) reported on property identified above: $ TERRORISM.COVERAGE x Attach Disclosure Notice / DEC IS THERE A TERRORISM - SPECIFIC EXCLUSION? IS DOMESTIC TERRORISM EXCLUDED? LIMITED FUNGUS COVERAGE x If YES, LIMIT: 15 000 DED:. FUNGUS EXCLUSION (If "YES ", specify organization's form used) REPLACEMENT COST AGREED VALUE COINSURANCE X If YES, % EQUIPMENT BREAKDOWN,(If Applicable) X If YES, LIMIT: DED: ORDINANCE OR LAW - Coverage for loss to undamaged' portion of bldg X If YES, LIMIT: Covered DED: - Demolition Costs x If YES, LIMIT: 2 500,000 DED: - Incr. Cast of Construction X If YES, LIMIT: INCL DED: EARTH MOVEMENT (I(Applicable) X If YES, LIMIT: 10,000 1 000 DED: FLOOD (If Applicable) X If YES, LIMIT: 10,000,000 DED: WIND /HAIL INCL ❑ YES [E NO Subject to Different Provisions: X If YES, LIMIT: DED: NAMED STORM INCL ® YES ❑ NO Subject to Different Provisions: X If YES, LIMIT: 30,000,000 DED: PERMISSION TO WAIVE SUBROGATION IN FAVOR OF MORTGAGE HOLDER' PRIOR TO LOSS X _CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ADDITIONAL INTEREST Page 1 of 2 . U 2003 -2014 ACORD CORPORATION. All rights reserved. ACORD 28 (2014/01) The ACORD name and logo are registered marks of ACORD MORTGAGEE LENDERS LOSS PAYABLE CONTRACT OF SALE LOSS Payee LENDER SERVICING AGENT NAME AND ADDRESS NAME AND ADDRESS City of Gilroy 7351 Rosanna Street Gilroy CA 95020 AUTHORIZED REPRESENTATIVE Page 1 of 2 . U 2003 -2014 ACORD CORPORATION. All rights reserved. ACORD 28 (2014/01) The ACORD name and logo are registered marks of ACORD Page 2 of 2 EVIDENCE OF COMMERCIAL PROPERTY INSURANGE Special Conditions: Coverage Summary if more space is Property /Builders Risk /Mobile Equipment. Builders Risk includes property under construction, inventory, model homes and their contents and sales trailers and their contents. This policy insures against risks of direct physical loss or damage, including Earthquake, Flood and Wind, subject to policy terms and conditions. $30,000,000 per occurrence. Flood & EQ subject to $10,000,000 sublimit. Corporate Locations: Subject to scheduled values per location as outlined in SOV on file with carrier. Deductible: $25,000 Per Occurrence - all covered perils EXCEPT: Earthquake: 5* of the actual value per unit of insurance at the time of loss at locations within California, parts of Nevada and ISO Zone 1, subject to a minimum of $250,000 per occurrence. 2t of the actual vale per unit of insurance at the time of loss at locations within all other states (ISO Zone 2) subject to a minimum of $250,000 per occurrence. Flood: 5% of the actual value per unit of insurance at the time of loss at locations wholly or partly within Special Flood Hazard Areas (SFHA); Flood Zone A & V, areas of 100 year flood zones as defined by FEMA, subject to a $500,000 Minimum. Special Flood Endorsement applies. All other Flood zones subject to $25,000 deductible. Wind: 5% of the actual value per unit of insurance at the time of loss at locations wholly or partly within Florida, subject to a minimum of $500,000 per occurrence. 5t of the actual value per unit of insurance at the time of loss at locations in Tier One counties and Houston area, subject to a minimum of $250,000 per occurrence. All Other, subject to $25,000 deductible. lEvidence Only City of Gilroy is included as Loss Payee as respects referenced Builders Risk coverage. SCRIPTION Pass, East Cluster i1001111h MERIHOM -01 CROOKEKA .�coRV° CERTIFICATE OF LIABILITY INSURANCE DATE (MM /DDNYYY) 10/1/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If -the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement.. A statement on this certificate does not confer rights to the certificate_ holder in lieu of -such endorsement(s). PRODUCER Willis Insurance Services of California, Inc. c/o 26 Centu ry Blvd P.O. Box 305191 Nashville, TN 37230 -5191 CONTACT NAME: PHONE : ($77 945 -7378 pC, No): (888)467 -2178 A DRESS: INSURER(S) AFFORDING COVERAGE NAIC M INSURER A: AIG Special Insurance Company 26883 EACH OCCURRENCE INSURED INSURER B: Liberty Insurance Corporation 42404 JNSURER C Meritage Homes Corporation $ 17851 N. 85th Street, Suite 300 INSURER D: $ 3,000+00 INSURER E: GENERAL AGGREGATE Scottsdale, AZ 85255 INSURER F., $ 3,000,00 rnvGVet =cC CFRTIFI[- TF NIIMRFR* REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INS TYPE OF INSURANCE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN POLICY NUMBER POLICY EFF MMIDD/YYYY POLICY EXP MMIDDIYYYY LIMBS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR X - RMGGL5749895 1010112005 1010112015 EACH OCCURRENCE $ 3,000,00 REN 10- PREMISES Ea occurrence $ 50,00 MED EXP (Any one person) $ PERSONAL & ADV INJURY $ 3,000+00 GEN'L AGGREGATE LIMIT APPLIES PER POLICY PRO- LOC OTHER: GENERAL AGGREGATE $ 3.000,00 PRODUCTS - COMP /OP AGG $ 3,000,00 $ AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS NON -OWNED HIRED AUTOS AUTOS COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ UMBRELLA LIAB EXCESS LIAB CLAIMS -MADE EACH OCCURRENCE $ HoccuR AGGREGATE $ DED I I RETENTION $ $ B WORKERS COMPENSATION AND'EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNER/EXECUTIVE OFFICERIMEMBER EXCLUDED? ❑ (Mandatory In NH) M es. describe under DESCRIPTION OF OPERATIONS below NIA A C2Z914347150054 10/01/2014 10/01/2015. X R STATUTE EA E.L EACH ACCIDENT $ '1,000,00 E.L. DISEASE - EA EMPLOYEE $ . 1,000,00 E.L. DISEASE - POLICY LIMIT $ 1,000,00 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) Job: Hecker Pass. It Is a condition of the General Liability that City of Gilroy and Santa Clara Valley Water District are hereby added as Additional Insureds only to the extent assumed by the Insured under the written contract, subject to the policy terns, conditions and exclusions as required by written contract. rFRTIFIr_eTE HOLDER CANCELLATION ©1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE City of Gilroy Vp 7351 Rosanna Street iGilroy, CA 95020 - ©1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD CROOKEKA Ac ®I� Da DATE E(MMJDD/Y Y1) EVIDENCE OF COMMERCIAL PROPERTY INSURANCE YES �.� 10/1/2014 THIS EVIDENCE OF COMMERCIAL PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW. THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE_ AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE ADDITIONAL INTEREST. PRODUCER NAME, 877 945 -7378 I PHONE COMPANY NAME AND ADDRESS NAIC NO: 41718 CONTACT PERSON AND ADDRESS X Willis Insurance Services of California, Inc. Endurance American Specialty Insurance Company c/o 26 Centu Blvd 333 Westchester Ave P.O. Box 305191 White Plains, NY 10604 Nashville, TN 37230 -5191 IF MULTIPLE COMPANIES, COMPLETE SEPARATE FORM FOR EACH FAX 467 -2378 EA A N.):(888) ESS: CODE: SUB CODE: POLICY TYPE Commercial Package AGENCY MERIHOM -01 NAMED INSURED AND ADDRESS LOAN NUMBER POLICY NUMBER LIMITED FUNGUS COVERAGE IMU10005613600 Meritage Homes Corporation If YES, LIMIT: 15,000 DED: EFFECTIVE DATE EXPIRATION DATE CONTINUED UNTIL 17851 N. 85th Street, Suite 300 Scottsdale, AZ 85255 10/1/2014 10/1/2015 TERMINATED IF CHECKED ADDITIONAL NAMED INSURED(S) THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION Use KtMAKKS on page z, IT mores ace Is requireal ra DUIL -UINv UM um oU�u�w� rcrtwl..,� rnvrcn 1 I LOCATIO14 I DESCRIPTIONRE: Hecker Pass, East Cluster THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. - �- V I All IN.1, 1-1 91-1 R Fr] COMMERCIAL PROPERTY COVERAGE AMOUNT OF INSURANCE: $ 30,000,000 DED: 25,000 YES NO NIA X M1 BUSINESS INCOME ❑ RENTAL VALUE X AUTHORIZED REPRESENTATIVE If YES, LIMIT: X I Actual Loss Sustained; # of_months: BLANKET COVERAGE X If YES, indicate value(s) reported on property identified above: $ TERRORISM COVERAGE X Attach Disclosure Notice / DEC IS THERE A TERRORISM - SPECIFIC EXCLUSION? X IS DOMESTIC TERRORISM EXCLUDED? X LIMITED FUNGUS COVERAGE X If YES, LIMIT: 15,000 DED: FUNGUS EXCLUSION (If "YES', specify organization's form used) X REPLACEMENT COST X AGREED VALUE X COINSURANCE X If YES, % EQUIPMENT BREAKDOWN (If Applicable) X If YES, LIMIT: DED: ORDINANCE OR LAW - Coverage for loss to undamaged portion of bldg X If YES, LIMIT: Covered DIED: - Demolition Costs X If YES, LIMIT: 2,500,000 DED: -1ncr. Cost of Construction X If YES, LIMIT: Incl DED: EARTH MOVEMENT (If Applicable) X If YES, LIMIT: 10,000,000 DED: FLOOD (If Applicable) X If YES, LIMIT: 10,000,000 DED: WIND % HAIL INCL ❑ YES ® NO Subject to Different Provisions: X If YES, LIMIT: DED:_ NAMED STORM INCL ® YES ❑ NO Subject to Different Provisions: X If YES, LIMIT: 30,000,000 DED: PERMISSION TO WAIVE SUBROGATION IN FAVOR OF MORTGAGE HOLDER PRIOR TO LOSS X CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. RI%1 \I � I 1 \ITC�L'QT Page 1 of 2 © 2003 -2014 ACORD CORPORATION. All rights reserves. ACORD 28 (2014101) The ACORD name and logo are registered marks of ACORD MORTGAGEE LENDERS LOSS PAYABLE CONTRACT OF SALE Loss Payee LENDER SERVICING AGENT NAME AND ADDRESS X NAME AND ADDRESS City.of Gilroy 81 Santa Clara Valley District AUTHORIZED REPRESENTATIVE 7351 Rosanna Street Gilroy, CA 95020 Page 1 of 2 © 2003 -2014 ACORD CORPORATION. All rights reserves. ACORD 28 (2014101) The ACORD name and logo are registered marks of ACORD MERIHOM -01 CROOKEKA EVIDENCE OF COMMERCIAL PROPERTY INSURANCE REMARKS - Including Special Conditions (Use only if more space is Coverage Summary Property/Builders Risk/Mobile Equipment. Builders Risk includes property under construction, inventory, model homes and their contents and sales trailers and their contents. This policy insures against risks of direct physical loss or damage, including Earthquake, Flood and Wind, subject to policy terms and conditions. $20,000,000 per occurrence. Flood & EQ subject to $10,000,000 sublimit $25,000 Per Occurrence - all covered perils EXCEPT: Earthquake: 5% of the actual value per unit of insurance at the time of loss at locations within California, parts of Nevada and ISO Zone 1, subject to a minimum of $250,000 per occurrence. 2% of the actual vale per unit of insurance at the time of loss at locations within all other states (ISO Zone 2) subject to a minimum of $250,000 per occurrence. 5% of the actual value per unit of insurance at the time of loss at locations wholly or partly within Special Flood Hazard Areas i; Flood Zone A & V, areas of 100 year flood zones as defined by FEMA, subject to a $500,000 Minimum. Special Flood cement applies. All other Flood zones subject to $25,000 deductible. , Wind: 5% of the actual value per unit of insurance at the time of loss at locations wholly or partly within Florida, subject to a minimum of $500,000 per occurrence. 5% of the actual value per unit of insurance at the time of loss at locations in Tier One counties and Houston area, subject to a minimum of $250,000 per occurrence. All Other, subject to $25,000 deductible. ence Only of Gilroy & Santa Clara Valley District is included as Loss Payee as respects referenced Builders Risk coverage. ACORD 28 (2014101) Page 2 of 2