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K. Hovnanian at Gilroy, LLC - Landscape Installation and Maintenance Agreement First American Title Company Escro~No.:il~ 4SU1S1 ~ DOCUMENT: Recording Requested By: Fees. Taxes. Copies. AMT PAID CITY OF GILROY When recorded mail to: REGINA ALCOMENDRAS SANTA CLARA COUNTY RECORDER Recorded at the request of Title Company City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 A TTN: Rick Smelser Space above this line for recorder's use only. RECORD WITHOUT FEE PURSUANT TO GOV. CODE SECTION 6103 LANDSCAPE INSTALLATION AND MAINTENANCE AGREEMENT (Approximately 24.5 acres located at the northwest corner of Santa Teresa Boulevard and Sunrise Drive, Assessor's Parcel No(s). 783-20-055 and 056) By and Between The City of Gilroy And John M. Filice, Trustee of The John M. Filice Family Trust dated November 08, 1970, Lewis, Dick, & Brunson, LLC, a California limited liability company, Arcadia Development Co, a California corporation, Glen Lorna Corporation, a California corporation, and K. Hovnanian at Gilroy, LLC, a California limited liability company \KKS\822031.7 091210-04706084 1 Pages: 25 87.00 87.00 RDE ** 008 9/27/201 0 2:06 PM LANDSCAPING INSTALLATION AND MAINTENANCE AGREEMENT (Approximately 24.5 acres located at the northwest corner of Santa Teresa Boulevard and Sunrise Drive, Assessor's Parcel No(s). 783-20-055 and 056) This Lan,Qscaping Installation and Maintenance Agreement ("Agreement") is made as of .;2/.t:;+ d~ Dt..Se~v, 2010 between JOHN M. FILICE, TRUSTEE OF THE JOHN M. FILICE F MIL Y RUST DATED NOVEMBER 08, 1970 ("FIlIce"), LEWIS, DICK, & BRUNSON, LLC, a California limited liability company ("LDB"), ARCADIA DEVELOPMENT CO., a California corporation ("Arcadia"), and GLEN LOMA CORPORATION, a California corporation (collectively, "Owner"), K.HOVNANIAN AT GILROY, LLC, a California limited liability company ("Developer") and the CITY OF GILROY, a municipal corporation ("City") with reference to the following facts: WHEREAS, Filice and LDB are the owners of that real property in the City of Gilroy, County of Santa Clara, State of California, legally described in Exhibit Ar 1 attached hereto, and Arcadia and Glen Lorna are the owners of that certain real property in the City of Gilroy, County of Santa Clara, State of California, legally described in Exhibit A-2 attached hereto, which real properties consist of a total of approximately 24.5 acres located at the northwest corner of Santa Teresa Boulevard and Sunrise Drive, Assessor's Parcel No(s). 783-20-055 and 056 (the "Property") ; WHEREAS, Developer is the developer ofthe Project described below; and WHEREAS, City adopted Resolution No. 2006-41 (the "TM Approval"), approving TM 05-02, a Tentative Map to create one hundred eight (108) single family residential lots on the Property, subject to the Tentative Map Conditions (the "TM Conditions") and other requirements described therein; and WHEREAS, City adopted Resolution No. 2006-42 (the "AlS Approval"), approving AlS 05-29, an application for architectural and site approval of a planned unit development for the 108 lot single family subdivision which is the subject of the TM Approval, subject to conditions of approval and other requirements described therein (the subdivision and project to be built thereon being the "Project"); and WHEREAS, Number 56 of the TM Conditions ("TM Condition 56") requires that before recordation of the first final map for the Property, Owner must enter into an agreement with City to address Owner's obligations with respect to the installation of landscaping improvements on that portion of the Property described in TM Condition 56 as Parcel "B", consisting of approximately 32,570 square feet, as shown in the Ranch Hills and Deerpark Phase III Tentative Map (the "Landscape Parcel"), establish funding for the maintenance of the Landscape Parcel, and establish the period oftime during which Owner must maintain the Landscape Parcel; WHEREAS, Owner and Developer have requested that Developer also be a party to this Agreement: and WHEREAS, this Agreement is entered into to address Owner's obligations with respect to the Landscape Parcel, as contemplated and required by TM Condition 56. \KKS\822031.7 091210-04706084 2 NOW, THEREFORE, FOR VALUABLE CONSIDERATION, THE RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED, THE PARTIES HEREBY AGREE AS FOLLOWS: 1. Purpose. The purpose of this Agreement is to insure the timely and proper construction and installation of the Landscape Improvements (defined in Section 2 below) on the Landscape Parcel in accordance with the Approved Landscape Plans (defined in Section 2 below), the proper and diligent maintenance of the Landscape Improvements during the Maintenance Period (defined in Section 4 below), and the funding by Owner and Developer of the anticipated cost of future maintenance of the Landscape Improvements for the period following the Maintenance Period. 2. Landscape Improvements and Approved Landscape Plans. The Landscape Improvements consist of those described in the landscaping plans and specifications identified on Exhibit B attached hereto and made a part hereof (the "Approved Landscape Plans"). Copies of the Approved Landscape Plans are on file with the City in the office of Community Development Department, 7351 Rosanna Street, Gilroy, California 95020. 3. Duty to Construct and Install Landscape Improvements. Owner and Developer shall cause all Landscape Improvements to be constructed and installed in a good and workmanlike manner, in accordance with the Approved Landscape Plans, the TM Approval, the AlS Approval and all other City and other governmental approvals, laws, policies and regulations applicable to the Project, at Owner's and Developer's sole cost and expense. Construction and installation of the Landscape Improvements shall be completed not later than twenty four (24) months after this Agreement has been signed by Owner, Developer and City. Prior to commencing work, Owner and Developer shall obtain all permits required by law for the construction and installation of the Landscape Improvements. All fees for such permits shall be those in effect as of the date of application for such permits. 4. Owner's and Developer's Duty to Maintain Landscape Improvements. For a period of thirty six (36) months immediately following completion of all of the work described in Section 3 above (the "Maintenance Period"), subject to extension as described in this Section below, Owner and Developer shall, at their sole cost and expense, diligently maintain and care for, and repair and replace as necessary, the Landscape Improvements. Owner's and Developer's obligations pursuant to this Section 4 shall include, without limitation, the following: (i) providing sufficient water, fertilizer and other nutrients to the turf and other plants to maintain them in a healthy and thriving condition, (ii) keeping plants trimmed by removing dead wood from trees and shrubs, trimming back foliage which has exceeded the landscape boundaries and shaping plants as necessary, and keeping turf mowed to a height of between two and three inches and trimmed back from edges of hardscape, (iii) pruning and trimming trees and shrubs, as necessary, in such a manner as to prevent interference with sight clearance for pedestrian, bicycle and vehicle traffic on adjacent roadways, walkways and rights of way, (iv) maintaining, repairing and replacing, as needed, the irrigation system serving the landscaping, and obtaining all legally required permits with respect to such work, (v) causing all weeds, trash and debris \KKS\822031.7 091210-04706084 3 to be regularly removed from the Landscape Parcel, (vi) replacing plants which have died back or become unsightly on no less than a monthly basis, and (vii) paying all costs and expenses for the water and electricity used to irrigate and light the landscaping and Landscape Parcel. Without limiting the generality ofthe foregoing, diligent maintenance and care includes persistent upkeep which employs the standard of care necessary to meet all requirements of applicable local ordinances and regulations and is in accordance with the generally accepted standards for maintenance and care observed by comparable uses located within the City of Gilroy. If at the end of the Maintenance Period any of the plants are not in a healthy or thriving condition or have died back or become unsightly, or the Landscape Improvements are not otherwise in the condition to which Owner and Developer are required to maintain and care for them or are in need of repair or replacement, then the Maintenance Period shall be extended to such date as all of the Landscape Improvements are in the required condition and not in need of repair or replacement as determined by City. In addition, if at the end of the Maintenance Period Establishment and Funding (defined in Section 5) of the CFD (defined in Section 5) has not occurred, Establishment and Funding of the LLD (defined in Section 5) has not occurred, and an Alternate Funding Mechanism (defined in Section 5) has not been established, then the Maintenance Period shall be extended to such date as either Establishment and Funding of the CFD or LLD has occurred, or the Alternate Funding Mechanism has been established in accordance with Section 5 below. 5. Funding for Landscaping Maintenance: Acceptance of Maintenance. Prior to the first final inspection for the first residential units excluding models for the Property and before expiration of the initial three (3) year Maintenance Period described in Section 4 above, either (1) Owner and Developer shall initiate proceedings under the Mello-Roos Act (defined below) for the establishment of a community facilities district encompassing the entire Property for the purpose of financing, in perpetuity, the future cost of diligently maintaining and caring for, and repairing and replacing as necessary, the Landscape Improvements, in accordance with the standards described in Section 4 (the "CFD"), and Establishment and Funding of the CFD shall have occurred, or (ii) Owner and Developer shall initiate proceedings under the Landscaping and Lighting Act (defined below) for the establishment of an assessment district encompassing the entire Property for the purpose of financing, in perpetuity, the future cost of diligently maintaining and caring for, and repairing and replacing as necessary, the Landscape Improvements, in accordance with the standards described in Section 4 (the "LLD"), and Establishment and Funding of the LLD shall have occurred. If proceedings are initiated for the CFD, all owners of the Property shall vote in favor of the CFD and the tax to be assessed thereunder. If proceedings are initiated for the LLD, all owners of the Property shall support the establishment of the LLD and the assessment to be levied thereunder, and shall not protest such establishment or levy. Notwithstanding the foregoing, if and only if there is a legal impediment to the Establishment and Funding of both the CFD and the LLD, then prior to the first final inspection for the Property and before expiration of the initial three (3) year Maintenance Period described in Section 4 above, Owner and Developer shall establish and provide for the benefit of the City an alternative funding mechanism reasonably acceptable to the City which will provide funding equivalent to what Establishment and Funding of either the CFD or LLD would have provided, for the future cost of diligently maintaining and caring for, and repairing and replacing as necessary, \KKS\822031.7 091210-04706084 4 the Landscape Improvements, in accordance with the standards described in Section 4 (the "Alternative Funding Mechanism"). Owner and Developer shall be solely responsible for paying all costs and expenses incurred in connection with the initiation and consummation of the CFD and LLD and the levy of the special tax or assessment thereunder, and the establishment of the Alternative Funding Mechanism, as applicable, which shall include without limitation reimbursing City for all costs incurred by City (including without limitation staff time) in connection with the CFD, LLD and Alternative Funding Mechanism. Any funds received by City for the maintenance, repair and replacement of the Landscape Improvements shall be used and/or invested as City elects in its sole and absolute discretion. In no event shall any portion of the funds received for the maintenance, repair and replacement of the Landscape Improvements, or any interest or other amount earned in connection with such funds, be reimbursable to Owner or Developer at any time. City agrees to accept the Landscape Improvements for maintenance by City when all of the following has occurred: City has accepted the Owner's offer of dedication of the Landscape Parcel, the Owner and Developer have performed all of their obligations under Sections 3 and 4 above, the Maintenance Period (as it may have been extended pursuant to Section 4) has expired, and either Establishment and Funding of the CFD or LLD has occurred, or if there is a legal impediment to the Establishment and Funding of both the CFD and the LLD then the Alternative Funding Mechanism shall have been established. The City shall have the right to withhold final inspection for any and all residential dwelling within the Project until Establishment and Funding of the CFD or LLD has occurred, or if there is a legal impediment to the Establishment and Funding of both the CFD and the LLD then the Alternative Funding Mechanism shall have been established. As used in this Agreement "Establishment and Funding" as it relates to the CFD shall be deemed to have occurred when all of the following have occurred: proceedings for the CFD have been initiated and consummated, the CFD has been established, the special tax lien required to fund the future maintenance, care, repair and replacement of the Landscape Improvements in perpetuity has been approved by the voters in accordance with the Mello-Roos Act and has been levied against the entire Property (provided however that any portion of the Property owned by the City or another governmental entity shall be exempt from such special tax in accordance with the provisions of the Mello-Roos Act), and a notice of the tax has been recorded against the Property with the Santa Clara County Recorder in the Official Records of Santa Clara County, California. As used in this Agreement "Establishment and Funding" as it relates to the LLD shall be deemed to have occurred when all of the following have occurred: proceedings for the LLD have been initiated and consummated, the LLD has been established, a special assessment lien required to fund the future maintenance, care, repair and replacement of the Landscape Improvements in perpetuity has been levied against the entire Property (provided however that any portion of the Property owned by the City or another governmental entity shall be exempt from such special assessment), and a notice of the assessment has been recorded against the Property with the Santa Clara County Recorder in the Official Records of Santa Clara County, California. As used in this Agreement, "Mello-Roos Act" shall mean the Mello-Roos Community Facilities Act of 1982, Chapter 2.5 (commencing with California Government Code Section 53311) of Part 1 of Division 2 of Title 5 of the California Code, as amended from time to time, and "Landscaping and Lighting Act" \KKS\822031.7 091210-04706084 5 shall mean the Landscaping and Lighting Act of 1972, Part 2 of Division 15 of the Streets and Highway Code of California, as amended from time to time. 6. Bonds. Upon execution of this Agreement by Owner and Developer, Owner and Developer shall deliver to the City a faithful performance bond and a labor and materials bond, each in the amount of One Hundred Forty Nine Thousand Ninety Five Dollars ($149,095) and in form and issued by a bonding company acceptable to City to assure timely completion of the Landscape Improvements and the timely payment of all costs of constructing and installing the Landscape Improvements. In addition, not later than ten (10) days after completion of the Landscape Improvements, Owner and Developer shall obtain and deliver to the City a faithful performance bond and a labor and materials bond, each in the amount of Thirty One Thousand Two Hundred Forty Eight ($31,248) and in form and issued by a bonding company acceptable to City to assure timely completion of Owner's and Developer's obligations under Section 4 of this Agreement and payment of the anticipated cost of such obligations. 7. Insurance. Owner and Developer shall maintain, and shall require all contractors engaged to perform any work pursuant to this Agreement to maintain, at all time during the performance of the work called for in this Agreement, policies of insurance in form and amount acceptable to City, including without limitation, commercial general liability insurance, automobile liability insurance, employer's liability insurance, business automobile liability insurance, and worker's compensation insurance. 8. Indemnity. To the fullest extent allowed by law, Owner and Developer shall indemnify, defend, and hold harmless City and City's officers, agents and employees from and against any and all claims, demands, causes of action, liabilities, losses, costs, expense, injuries, damages, judgments, findings, awards, suits and proceedings (including without limitation costs for staff time, copying costs, court costs and attorneys fees) (collectively, "Claims and Liabilities") arising out of, or in connection with: (a) the design, construction or installation of the Landscape Improvements, the performance of Owner's and Developer's obligations under this Agreement by Owner or Developer or their respective agents, employees, contractors or sub-contractors, and/or any breach of any obligation of Owner or Developer under this Agreement; and/or (b) any violation or claim of violation of any law, rule or regulation (including, without limitation, laws, rules or regulations relating to payment of prevailing wages) applicable to any portion or aspect of the Project, including without limitation the Landscape Improvements; excepting only Claims and Liabilities caused by the sole negligence or willful misconduct of City or the City's officers, agents and employees in the performance of their obligations as the officers, agents and employees of City. It is the intent of the parties to this Agreement to provide the broadest possible coverage for the City and the City's officers, agents and employees. \KKS\822031.7 091210-04706084 6 9. Citv's Right to Cure Owner's or Developer's Default. If Owner or Developer breaches any of its obligations under Sections 3, 4, 6 or 7, and the breach is not cured within ten (10) days (or such longer period as may be specified in the Notice of Breach) after the City gives notice ("Notice of Breach") to the Owner and Developer of the failure to perform, City shall have the right (but not the obligation), in addition to all other rights available to City under this Agreement, by law, or in equity, to enter upon the Landscape Parcel if deemed necessary by City and perform Owner's and Developer's obligation at Owner's and Developer's cost, and all costs incurred by City shall be reimbursed by Owner and Developer to City not later than ten (10) days after demand for payment is delivered to Owner and Developer. Any costs so incurred by City in performing Owner's and Developer's obligations under Section 3, 4, 6 or 7, which are not paid by Owner and Developer when due, shall bear interest from the date due until fully paid at the rate of ten percent (10%) per annum. Owner and Developer hereby grants permission to the City and the City's agents, employees, contractors and other representatives to enter the Landscape Parcel to perform Owner's and Developer's obligations pursuant to this Section 9 and to inspect the Landscape Parcel and Landscape Improvements to determine if Owner and Developer are complying with its obligations under this Agreement. To the fullest extent allowed by law, Owner and Developer hereby waive any and all claims it may now or hereafter have against City and City's employees, officers, agents, contractors and other representatives as a result of entry onto the Property by City or City's agents, employees, contractors and other representatives pursuant to this Section 9, including without limitation claims for personal injury, death and damage to property. 10. Notices. Notices required or permitted to be given under the terms of this Agreement shall be served personally, or sent by pre-paid United States certified mail, return receipt requested, or by overnight courier, addressed as follows: CITY: City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 A TTN: Rick Smelser, Engineering Department \KKS\822031.7 091210-04706084 7 OWNER: John M. Filice, Trustee of the John M. Filice Family Trust dated November 08, 1970; Lewis, Dick, & Brunson, LLC; Arcadia Development Co.; and Glen Lorna Corporation c/o \3 !{PrO fuR.r-rA Ar<cAolA Ve:\J€u>PMcJJ-r CO. I '5'0 AL-M~DlC.,,"I' f?L."O. 'ST€. /100 SIW JOSf: Cfr / /3 ATTN: DEVELOPER: K. Hovnanian at Gilroy, LLC C/O ft,.~ltqA.b &ALEG"'REf~.i Y k. HiN.#JQIJiQAJ A-T&ill'O, LL&.. /:;~~:::~:~J~V;:r ATTN: and, in the event that Owner hereafter conveys the Property or any portion thereof, to each successive Owner as shown on the tax rolls for Santa Clara County, California. Notices shall be effective upon delivery to the required address, or upon attempted delivery thereof if delivery is refused by the intended recipient or if delivery is prevented because the intended recipient has failed to provide a reasonable means for accomplishing delivery. 11. Recordation: Covenant Running With the Land. Upon execution of this Agreement by all parties hereto, the City shall have the right to record this Agreement with the Santa Clara County Recorder's Office. This Agreement pertains to and runs with the Property and every part thereof and shall be deemed to run with the land, subject to this paragraph below. This Agreement binds Owner, Developer and all successors in interest of all or any portion of the Property, and all of their respective successors and assigns, subject to this paragraph below. If Owner conveys, grants or transfers all or any portion of the fee title interest in the Property or any portion thereof to another, such grantee or transferee shall be jointly and severally responsible with Owner for complying with all of the terms and conditions of this Agreement; provided however, that notwithstanding any other provision in this Agreement, in no event shall any obligation of Owner or Developer or their successors in interest be binding on the City, nor shall City be responsible for complying with any obligations of Owner or Developer under this Agreement, notwithstanding that all or any portion of the Property, including without limitation the Landscape Parcel, has been conveyed, granted or transferred to City. Owner and Developer shall advise City in writing of any changes in address of Owner or Developer and of the names and addresses of any subsequent owners of the Property or any portion thereof not later than ten (10) days after conveyance oftitle. Upon any subdivision of the Property or any portion thereof, Owner's obligations under this Agreement shall be joint and several among the owners of the subdivided lots or parcels; provided however, that notwithstanding any other provision in this Agreement, in no event shall any obligation of Owner or Developer or their successors in interest be binding on the City, nor shall \KKS\822031.7 091210-04706084 8 City be responsible for complying with any obligations of Owner or Developer under this Agreement, notwithstanding that any subdivided lot or parcel or portion thereof, including without limitation the Landscape Parcel, has been conveyed, granted or transferred to City. The obligations of Owner shall be the joint and several obligations of any and all parties comprising Owner. The obligations of Owner and Developer shall be the joint and several obligations of Owner and Developer. 12. Breach of Agreement. Any breach by Owner or Developer ofthe terms and conditions of this Agreement shall be deemed a violation of the TM Approval and the AlS Approval. In addition to any other remedy available to City under this Agreement, by law or in equity, the City may bring an action against the Owner and/or Developer to enforce the terms and conditions of the TM Approval, the AlS Approval and this Agreement. 13. Priority of Mortgage Lien. No breach of the covenants, conditions or restrictions of this Agreement shall defeat or render invalid the lien or charge or any first mortgage or deed of trust made in good faith and for value encumbering the Property, but all of said covenants, conditions and restrictions shall be binding upon and effective against any successor to the Owner who's title is derived through foreclosure or trustee's sale, or otherwise, with respect to the Property. 14. Attornevs' Fees. If any party to this Agreement resorts to a legal action to enforce or interpret any provision of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees in addition to any other relief to which it may be entitled. 15. Miscellaneous Terms and Provisions: (a) If any provision of this Agreement is adjudged invalid, unenforceable or void, the remaining provisions of this Agreement shall not be affected thereby and shall remain in force and effect. (b) This Agreement contains the entire agreement between the parties relating to the subject matter covered by this Agreement, and all prior or contemporaneous agreements, understandings, representations or statements, oral or written, are superseded hereby. (c) The parties specifically acknowledge that the Project is a private development, that no party is acting as the agent of the others in any respect hereunder, and that each party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. None of the terms or provisions of this Agreement shall be deemed to create a partnership between or among the parties, or the affairs of City, or otherwise, or cause them to be considered joint venturers or members of any joint enterprise. [signatures begin on the following page] \KKS\822031.7 091210-04706084 9 IN WITNESS WHEREOF, the parties have executed this Property Improvement and Maintenance Agreement to be effective on the day and year set forth above. OWNER: . e, Trustee ofthe John M. Filice Family Trust dated November 08, 1970 By: Title: G o~v i1 A --;4 tfi1e: <::: 9'-/'3 - /,0 OL (c.:e Name: Date: Lewis, Dick, & Brunson, LLC, a California limited liability company By: rs~ cQ- Name: j3RAO OIA t'ZG-A Title: VlGE- p,zf;:S IO€:NT Date: 9- /? r 2-6l 0 Arcadia Development Co., a California corporation BY:~ Name:~(J...r<..(-rA Title: VI CE:- f'Re~ I OF 1'-!\ Date: ~- I? ,.1-0 (0 [signature continued on the next page] \KKS\822031.7 091210-04706084 10 Glen Lorna Corporation, a California corporation BrtD ~ Name: -::;d~ IN M rq L (c e I}&>/ rJ;;;- r~ 1';- /0 Title: Date: DEVELOPER: K. Hovnanian at Gilroy, LLC, a a California limited liability company }l, )' . JJJI1JJIJt --" ~ -- Name: R,'r.II;7l4.tJJ. IAI.~S1'RE~" Title: 1- fJ.!k1"lS'''''"oN f pJQhni7 Date: f./'f./O [City's signature appears on the next page] IKKS\822031.7 091210-04706084 11 CITY: CITY OF GILROY, a munici al corporation By: Name: Thomas J. Haglund Title: City Administrator Date: 3t.p~mbev Jf, ~(O ATTEST: / / r((' By: \KKS\822031.7 091210-04706084 APPROVED AS TO FORM: ~~~.d~,~ City :\ttOfRit)' ~-'I..{ ~IIV'\ s~1 12 STATE OF CALIFORNIA COUNTY OF ~A..Nm- tL-A:~A } ss. On SEP1lSlYl~€fZ- I?, ZoIO , before me, f ~(<..L,y ~FfE-N , Notary Public, personally appeared 00ftN M .. PI L.ICE:- , who proved to me on the basis of satisfactory evidence to be the person~ whose name~) isfat:e subscribed to the within instrument and acknowledged to me that he/she/they executed the same in hi~~rftheir authorized capacity~, and that by hislher/their signature~on the instrument the perso~, or the entity upon behalf of which the personfs1 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. lit ~ ~ ~ .- l';;f, ~Fe.- --1 Smyhan an ficialse I. ~~ ~~~= (Seal) _ IaNO CIaIG ~ =l .... - - ~~-~-~~~ DESCRIPTION OF ATTACHED DOCUMENT Number of Pages STATE OF CALIFORNIA COUNTY OF SANTA (!L-Af<.A } ss On <S6PfEM\?Ejl. \'3 I 2.0\0 , before me, fJ4f:.LY KA;LJ<..OfFE..N , Notary Public, personally appeared .f)~A-O '()U lZ(~A , who proved to me on the basis of satisfactory evidence to be the personW whose name~ iskfe subscribed to the within instrument and acknowledged to me that he/she/they executed the same in hisAier/tkdl authorized capacity~, and that by hisfkel1~llI'dl'ir signature~ on the instrument the perso~, or the entity upon behalf of which the person~ 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. and and fficial seal. (Seal) . ~..1"" NCMaIy N:IIc . C_J." IanIa c-.~ _CclmIft. .......... DESCRIPTION OF ATTACHED DOCUMENT Number of Pages \KKS\822031.7 091210-04706084 13 STATE OF CALIFORNIA COUNTY OF } ss. On , before me, , Notary Public, personally appeared , 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 hislher/their authorized capacity(ies), and that by hislher/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 hand and official seal. (Seal) (Signature) DESCRIPTION OF ATTACHED DOCUMENT Number of Pages STATE OF CALIFORNIA COUNTY OF "t~1 ......~ } ss. On ~\neA n\'2P\D , before me, \..er("\-e ~ ~ ' Notary Public, ersonally appeared "Ilk.~~ ~6...~r\ , who proved to me on the basis of satisfactory evidence to be the person~) whose name(~ is/~ subscribed to the within instrument and acknowledged to me that he/sfte,~key executed the same in hislbef.'tR8ir authorized capacity(~, and that by his/ReF,~k8ir signature(4 on the instrument the person~), or the entity upon behalf of which the person~) 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. WITN~~nd and official seal. ~~, --l dL !NJ\ (Signa ure) (Seal) rl-W~ . CIMIIII...... II ,1IltI7 MItIry MIIc . CIIfIrM ,.~~. _ .. _ _ _ Jt4 _ 4 DESCRIPTION OF ATTACHED DOCUMENT Number of Pages \KKS\822031.7 091210-04706084 14 STATE OF CALIFORNIA COUNTY OF } ss. On , before me, Notary Public, personally appeared , 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 hislher/their authorized capacity(ies), and that by hislher/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 hand and official seal. (Seal) (Signature) DESCRIPTION OF ATTACHED DOCUMENT Number of Pages STATE OF CA~IFORNI01 '"' .1. COUNTYOF:n.f\~~~ ss. On 1\ D Notary Public, personally appeared f(\ I , who proved to me on the basis of satisfactory evidence to be the person ~ w se name()X})/Me'subscribed to the within instrument and acknowledged to ~ that ~hefthey executed the same in ~er-4beir authorized capacity(~, and that b~eF4fteir signature~n the instrument the person~, or the entity upon behalf of which the person~ 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. hand and official seal. (Seal) tn-i-~--~~_---l . CommlUlOn II 17_ I Notary PuMc . C__. I Ianta CIGra CounIr DESCRIPTION OF A TT ACHED DOCUMENT Number of Pages \KKS\822031.7 091210-04706084 1 EXHIBITS A-I and A-2 LEGAL DESCRIPTIONS OF PROPERTY [Legal Description of Filice/LDB Property To Be Attached as Exhibit A-I, and Legal Description of Arcadia/Glen Loma Property To Be Attached as Exhibit A-2] \KKS\822031.7 091210-04706084 2 EXHIBIT 'A-I' LEGAL DESCRIPTION All that certain Real Property situate in the City of Gilroy, County of Santa Clara, State of California, described as follows: Remainder Lot D, as shown on that certain map entitled "Tract No. 9519 Deer Park Phase I", which was filed in the office of the recorder of the County of Santa Clara, State of California on October 01,2003 in Book 764 of Maps, Pages 40 through 49. EXHIBIT 'A-2' LEGAL DESCRIPTION All that certain Real Property situate in the City of Gilroy, County of Santa Clara, State of California, described as follows: Remainder Lot A, as shown on that certain map entitled "Tract No. 9519 Deer Park Phase I", which was filed in the office of the recorder of the County of Santa Clara, State of California on October 01,2003 in Book 764 of Maps, Pages 40 through 49. EXHIBIT B [Description of Approved Landscape Plans to be Attached as Exhibit B) \KKS\822031.7 091210-04706084 l EXHIBIT 'B' Description of Approved Landscape Plans The plans titled "Landscape Architectural Drawings East Rancho Hills - Santa Teresa Blvd." prepared by Nuvis Landscape Architecture, dated 8/25/1 0 and containing 10 sheets. Copies of the approved plans are on file with the City of Gilroy in the office of Community Development Department, 7351 Rosanna Street, Gilroy, California 95020. ENCOMPASS NO: DATE: NUMBER: PROJECT LOCATION: PARCEL NUMBER: OVVNERn)EVELOPER: MAILING ADDRESS: TELEPHONE NO: PREPARED BY: Account No. Key Code 1DO-2601-QOOO..3625 4904 100-2601-0000-3605 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 Payment Bond Performance Bond COST SCHEDULE Fees Last Revised July 2, 2007 CITY OF GILROY COMMUNITY DEVELOPMENT DEPARTMENT ENGINEERING DIVISION COST ESTIMATE E1 i27~Au~10li,~S;;: . Revised: Revision Number: Revision By: 9/1412010 1:38 PM ;)t~M'U;;;"-U^'I--;~iWfQlQil'.:::;a~.JD;",i"k:.~ii~nJ~lP._~;'lO!!Mft::i:;;~i'"iIiiiJIt~~rr1.' I ~..ni ,'~I'; C8,r;:aml _ . i_.....Si ~C _r~1 _,,_,--..liill~""'O ,,", .,,,.,,.r " ,~~:2~1:/'~ ' >~ , <, <';. t'~ :t.A,':7f/r~ft,' :":~~t~', (~'::~~,~,S:;~~_i0Y\T:: .JF*":j~j;:.:' $1,785.60 $16,909.50 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 "/V~3J'~~~JA~" Fee: Credits: Amount Due: Account Descrlptfon: $1.785.60 Special PubHc Works Serv $16.909.50 Engring Plan Check & IlISp $0.00 Storm Development Fee $0.00 Str Tree Development Fee $0.00 TraffIC Impact Fee $0.00 Sewer Development Fee $0.00 Water Development Fee $0.00 Public Facility Impact Fee $0.00 Canst Water Use Fee $0.00 Reimbursements $0.00 Other Reimbursements $18,695.10 ... ;"'7{,~P;~~~tiO\; $O:OO~; . '::';~tQ~20. . ;;~.OO ~Ioo~; ,;;-"$O:ilQ , Total $149,095 $149,095 (1 ) :.,~~jk~\lr~'6:: ::~:r.:~?~::'~::;:'~~: .,~ Paid on Invoice # G:\COMDEV\ENGINEERINGIFEES\Project Cost Schedules\TRACT 9966 DEER 9/1412010 1 :38 PM CITY OF GILROY COMMUNITY DEVELOPMENT DEPARTMENT ENGINEERING DIVISION COST ESTIMATE ENCOMPASS NO: DATE: NUMBER: PROJECT LOCATION: PARCEL NUMBER: OWNERlDEVELOPER: MAILING ADDRESS: TELEPHONE NO: PREPARED BY; E1 I JIM MAESTRI 408-846-0244 FINAL ENGINEERING COST SCHEDULE TYPE: COST ESTIMATE? PLAN CHECK? INCENTIVE AGREEMENT FEES IDEFER PUBLIC FAOLITY FEE ? TO PERMIT? TO FINAL DEFER SEWER. WATER, TRAFFIC FEES? TO PERMIT? TO NOTE: This Prellminllly Cost Schedule Is an estimate and will be adjusted to the rates in effect at the time pennits are Issued. Site Infonnation: Residential-Low ? Residential-High ? Commerclal-Low ? Commercial-High? Industrial-General ? Indl!StriaJ..Warehouse ? Assembly Hall? Common Area? SqFt CommerclaVlndustrial Allocations: Reimbursements and credits: Country Estates Water System? Southeast Quadrant Hydrology Study? Obala Industrial Par\( Credn? Front Foolage/Square Foolage Charges and Construction Water: FF: Pavement SF: Sewer FF: FF: Const Water Acres to FF: $1.785.60 $0.00 Fee 10 NO-FINALM $0.00 Fee 10 NO-PARCELM $0.00 Fee 10 N-ASSESM $0.00 Fee 10 N-5o-aUAOA SPECIAL PUBLIC WORKS SERVICES 100-2601-0000-3625 Maps: Final Map $2.355.00 + $15.00 / lot ~, Parcel Map $2.560.00 + $15.00 / lOt ;N' Re-assessment Map (Assessment District Parcels) $285.00 + $30.00 / lot 'N Administration Fees: Southeast Quadrant Hydrology Study (NOt Included) ;~ Seaming Fee (For Improvement Plans. multiply # of sheets by 2 - scanning to be done at the beginning and end of the project) 11.10:; # of Sheets for Map and $9,00 / sheet II $0.00 Fee 10 NO-SCAN Improvement Plans COST SCHEDULE (2) Fees Last Revised July 2, 2007 G;\COMDEVlENGINEERfNG\FEES\Project Cost Schedu/es\TRACT 9966 DEER 9/1412010 1 :38 PM Miscellaneous Engineering Services: (Cost Schedules, Ag~ents. R/W Reviews and Other Misc. Services) I;J~J:~11 hr Mlsc Services $178.56 / hr. 4'(J $1 ,785.60 Fee 10 N-MISC ENGRlNG PLAN CHECK & INSPECTION (Based on total cost of public right-of-way improvements) IIJ~illoj hr Site grading and reinspectlon charges 100-2601-0000-3605 COST ESTIMATE COST ESTIMATE FINAL ENGINEERING PLAN CHECK J:~ $0.00 Fee 10 NO-GRAOINS FINAL ENGINEERING PLAN CHECK DIFFERENCE Fee 10 NO-PCKINSP $16,909.50 $0.00 $178.56 / hr. Estimated Cost of Public Improvements 12% $0 to $100.000 ($16,909.50) 10% $100,000 to $200,000 "~ $4,909.5OY' $0.00 8% over $200,000 IX. $0.00 y; $0.00 Payment Bond Amount for Offsite Improvements Performance Bond Amount for Offslte Improvements $149,095 $149,095 IMPACT FEES Stonn Drain Impac;t Fee 420-2600-0000-3660 $0.00 b.Residentlal-High $688.00 / acre iJocJ $0.00 Fee 10 NO-SO-lO $1,080.00 / acre loci $0.00 Fee 10 NO-SO-HO $1,864.00 / acre Ji!" $0.00 Fee 10 NO-SD-C $1,375.00 / acre 'tel $0.00 Fee 10 NO-SD-I $688.00 / acre ~XJ $0.00 Fee 10 NO-SD-AH a.Residential-low c.Commerclal d.lndustrial e.Assembly Hall Obata Industrial Park Credits Obata Fee Credit (Based on reimbursements due from oversized storm facilities) $1,170.00 / acrej,~ $0.00 FeeION-SO-QBATA Street Tree F.. 432-2600-0000-3660 $0.00 $0.00 Fee 10 NO- TREEPl T $0.00 Fee 10 NO-TREE INS $0.00 $0.00 Fee 10 N1-TRAF-lO $0.00 Fee 10 N2-TRAF-HO $0.00 Fee 10 N3-TRAF-Cl $0.00 Fee 10 N3- TRAF-CH $0.00 Fee 10 N4-TRAF-IG $0.00 Fee 10 N4-TRAF-IW a.City Planting and Replacement . $3.06 / f.f.x Lilli 0.0 = b.lnspection and Replacement $0.41 / f.f. x 'y 0.0 = Traffic Impact Fee a.Residential-low 433-2600-0000-3660 $11,809.00 / unit $9,572.00 / unit $13,065.00 / k.s.f. $26,390.00 / k.s.f. $5,178.00 / k.s.f. $3,753.00 / k.s.f. y b.Residential-High c.Commerclal-low Traffic (< 10.75tripsl1000 sf) d.Commercial-Hlgh Trafflc (>= 10.75 trips/1000 sf) y y iy e.lndustrial-General sy; f.lndustrial-Warehouse ::'( COST SCHEDULE (3) Fees Last Revised July 2, 2007 G:\COMOEVIENGINEERING\FEES\Project Cost Schedules\TRACT 9966 DEER S_r Impact Fee a.Resldential-Low b.Residential-Hlgh c.Commerclalllndustrial 9/14/2010 1:38 PM 435-2600-0000-3660 $12,531.00 I unit Iy:! $0.00 $0.00 Fee 10 N1-SS-LO $6,781.00 I unit ~::W< &~ $0.00 Fee 10 N2-SS-HO $3,966.00 I cgpd (yl $0.00 Fee 10 N5-SS-C11 Obata Industrial Park Credits Obata Fee Credit (Based on reimbursements due from oversized ~r facilities) $531.00 I acre li!? $0.00 Fee 10 N-SS-OBATA Water Impact Fee a.Residential-Low b.Residential-Hlgh c.CommerclaVlndustrlal 436-2600-0000-3660 $5,236.00 I unit 11)11 $0.00 $0.00 Fee 10 N1-WATR-LO $2,118.00 I unit $0.00 Fee 10 N2-WATR-HO y $8,208.00 I kgpd "V, $0.00 Fee 10 N5-WTR-C/1 Obata Industrial Park Credits Obata Fee Credit (Based on reimbursements due from oversized ~ter facilities) $154.00 I acre ''1(1 $0.00 Fee 10 N-WR-OBATA Public Fac:llltl.. Impact Fee a.Residential-Low b.Resldential-High c.Commercial d.lndustrial Water User Fee (Construc:tlon) 440-2600-0000-3660 $21,586.00 I unit ii $0.00 $0.00 Fee 10 N1-PF-LD $18,286.00 I unit 'Y $0.00 Fee 10 N2-PF-HO $3,139.00 I k.sJ. ,,! "f $0.00 Fee 10 N3-PF-C $0.00 Fee 10 N4-PF-1 $1,394.00 I k.sJ. n0-0433-0000-362O $2.90 I f.f. plus $176.55 I a.c. It;riMl $0.00 Fee 10 NO-CONWTFF $0.00 $0.00 Fee 10 NO-CONWTAC (Used \0 charge and reimburse fees for existing infrastructure) 801-2601-PWDO-3899 FRONT FOOT CHARGES Water Water Mains, including lire hydrants. valves and box: (Developer is responsible for up to and Including 12' mains) Half Pipe $45.00 I LF x 6 Inch Main 8 1ncl1 Main $47.00 I LFx 10 inch Main $54.00 I LFx 12 inch Main $59.00 I LFx 14 inch Main $65.00 I LFx 16 inch Main $71.00 I LFx 18 inch Main $78.00 I LFx 24 inch Main $95.00 I LFx 30 inch Main $105.00 I L.Fx 36 inch Main $122.00 I L.F x Country Estates Water System (Not Included) COST SCHEDULE Fees Last Revised July 2, 2007 $0.00 $0.00 Fee 10 N-WR06-112 $0.00 Fee 10 N-WR08-112 $0.00 Fee 10 N-WR10-112 $0.00 Fee 10 N-WR12-112 $0.00 Fee 10 N-WRl4-112 $0.00 Fee 10 N-WR16-112 $0.00 Fee 10 N-WR16-112 $0.00 Fee 10 N-WR24-1/2 $0.00 Fee 10 N-WR30-112 $0.00 Fee 10 N-WR36.1/2 ."""""'" It:!! $0.00 Fee 10 N-WR-RESCE (4) G:\COMOEVIENGINEERING\FEESIProject Cost Schedules\TRACT 9966 DEER NOTE: All deferred and/or estimated fees will be adjusted to the rates in effect at the time Building Permits are issued. The undersigned agrees to provide actual construction costs for recalculation of fees and pay any underestimated fees prior to final acceptance. If the recalculated fees are less than the estimate, the City of Gilroy will refund the difference. Site grading and reinspection charges including reinspection of backyard drainage will be billed at the Engineering Division hourly rate in effect at the time of inspection. JoIm ~~ of The JoIm M. Fili"" F".;ly Tnm d,"" Novan"'" 08, 1970 BY:~ Name: :Id~P ftt f! ~~e Title: ~?~ Date: 7~/3-/d Lewis, Dick, & Brunson, LLC, a California limi liability company Title: By: Name: Date: :~;f~;'_OO Name:~~~ tr~ Title: ~ I CE f' K f.S If) e::: N'-- Date: q"..t1 ' 'ZJ:> I 0 Glen Lorna Corporation, a California corporation By: ~ ~/ Name: ~ L. w 1M 17 {y. (:.p Title: H-c~~Je~ , Date: 7-~"3 -~ 0 K. Hovnanian at Gilroy, LLC, a a California limited liability company By. ,IMJAJJJIM I~ Name: R.U1J.rAD J: 8AL.r~"'~~A" Title: II- I. /J'f'iS1f~DN ~ II qnnll1q I Date: 1'/1./"