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CC Resolution 10242 (Baypoint Lagoons Unit 3b Map)
RESOLUTION NO. 10242 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL APPROVING FINAL MAP OF SUBDIVISION ENTITLED, " MAP OF BAYPOINT LAGOONS UNIT 313". (IS A PART OF A SUBDIVISION FORMERLY KNOWN AS SPINNAKER ON -THE -BAY) WHEREAS, the Planning Commission of the City of San Rafael, State of California, did on May 12, 1998, in writing, recommend to the City Council of said City the approval of the final map entitled "Map of Baypoint Lagoons Unit 3B", consisting of three (3) sheets, hereinafter referred to; and WHEREAS, it appears to said City Council and said City Council hereby finds and determines that said map is in conformity with the requirements of the Subdivision Ordinance Title 15 of the San Rafael Municipal Code, and that said City Council is satisfied with the plan of the subdivision; NOW, THEREFORE, IT IS HEREBY RESOLVED by the City Council of the City of San Rafael, California, that the final map of said subdivision, approved by the Planning Commission of said City on May 12, 1998, and entitled, "Map of Baypoint Lagoons unit 3B", be and the same is hereby approved, and that the City Clerk of said City be and she is hereby authorized and directed to execute the certificate upon the face of the map of the approval thereof and, upon the filing with the City Clerk of the agreement and bond (or deposit) with the approval thereof all as required by Sections 15.20.060, 15.20.080, and 15.20.090 of said Subdivision Ordinance, to transmit said map to the Clerk of the Board of Supervisors of Marin County; IT IS FURTHER RESOLVED that that certain agreement entitled, "SUBDIVISION IMPROVEMENT AGREEMENT, being the agreement required by Section 15.20.080 of said ordinance, shall, when executed and filed by or on behalf of the subdivider and approved by the City Attorney and City Manager as provided in Section 15.20.060 of said ordinance, be executed on behalf of said City by the Mayor and City Clerk, and said officers are hereby authorized and instructed to do so; IT IS FURTHER RESOLVED that if the Subdivider chooses to secure the improvements by other instrument of credit instead of cash or bond, the City Engineer is hereby authorized to execute the other instrument or instruments of credit, in a form approved by the City Attorney; IT IS FURTHER RESOLVED that upon the execution, filing and approval of said agreement and bond and the recordation of said final map, all in accordance with the requirements of said ordinance appertaining to said agreement and bond and the recordation of said map, the City accepts the dedication of Baypoint Drive for street and roadway purposes and drainage easement (D.E.), all as shown thereon for public use as such, the City does hereby remove any one (1) foot non -access strips on any public dedicated right-of-way adjacent to this subdivision. I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, California, hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the Council of said City held on the 6h. day of July, 1998, by the following vote, to wit: AYES: COUNCILMEMBERS: Cohen, Heller, Miller, Phillips and Mayor Boro NOES: COUNCILMEMBERS : None ABSENT: COUNCILMEMBER S : None JAPNNE M. 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OZ z 0 191,15 ' o LL 0H o j BrZN�W� 2Z=002 r�1WraW� L� a8 g WU 2> Y In u O 'A f m N N d m_ '0 IN �' ,% N �1 f� t P N O N f ? f -4 N = - [ N lu W f N Ldp W ,� M U W W T 3 p= J (r .N a N t' Q b M N a G a s ri ci arc Z Z a c m 1 o c Oma ©®D®' aaC; ®®©� CITY OF SAN RAFAEL, CALIFORNIA SUBDIVISION IMPROVEMENT AGREEMENT THIS AGREEMENT is made and entered into by and between the City of San Rafael (hereinafter referred to as "City"), and Rockport Land Corn_ oration and Pablo Land Coraoration, ( hereinafter referred to as "Subdivider"). RECITALS: Subdivider has presented to City for approval a final subdivision map entitled: "Bavooint Lagoons Unit Three B". The map has been filed with the City Engineer of City and will be timely filed with the City Clerk for presentation to the City Council of the City for its approval, which map is hereby referred to and incorporated herein. Subdivider has requested approval of the map prior to the construction and completion of improvements, including all streets, highways or public ways and public utility facilities which are a part of, or appurtenant to, the subdivision, hereinafter called 'Subdivision', designated in the map, all in accordance with, and as required by, the plans and specifications for all or any of said improvements in, appurtenant to, or outside the limits of Subdivision, which plans and specifications are now on file in the office of the City Engineer of the City. This agreement is executed pursuant to the provisions of the Subdivision Map Act of the State of California and Title 15 of the San Rafael Municipal Code. 1. Performance of Work All of the work and improvements and materials shall be done, performed and installed in strict accordance with the approved plans and specifications for said work on file in the office of the City Engineer of City, which said plans and specifications and standards are hereby referred to and adopted and made a part of this agreement. In case there are not any standard specifications of City for any of said work, it is agreed that the same shall be done and performed in accordance with the standards and specifications of the State of California Department of Transportation. Subdivider will do and perform, or cause to be done and performed, at Subdivider's own expense, in a good workmanlike manner, and furnish all required materials, all under the direction and to the satisfaction of the City Engineer of City, who shall endorse his approval thereon, all of the following work and improvements related to the Subdivision as shown on the improvements plans and drawings entitled: "Gradings Drainaee and Imp_ rovement Plans. Bavpoint Lagoons Unit Three B" and subject to the conditions, requirements and recommendations as set forth in the reports of the City Engineer and Planning Director, which reports shall be incorporated herein by reference. Further incorporated herein and made a part hereof by reference are the appropriate resolutions of the Planning Commission and of the City Council approving Subdivider's tentative map. Subdivider shall also do all work and furnish all materials which, in the opinion of the City Engineer and on his order, are necessary to complete the improvements in accordance with the plans and specifications on file as herein before specified, or with any changes required or ordered by said Engineer, which in his opinion are necessary or required to complete the work. Subdivision Agreement - 1 2. Soils Engineering Contractor It is mutually agreed that the City shall determine the soils engineering firm to perform required soils testing and investigation during the construction of the improvements. 3. Work. Places and Grades to be Fixed by Engineer All of said work is to be done at the places, of the materials, in the manner, and at the grades, all as shown upon the plans and specifications therefor, approved by the City Engineer and upon which he has endorsed his approval, and to the satisfaction of the City Engineer. 4. Work. Time for Commencement and Performance City hereby fixes the time for the commencement of said work to be not later than six (6) months after date of this agreement, and for its completion to be within 365 calendar days from the date when the map is approved by the City Council. At least fifteen (15) calendar days prior to commencement of work here under, Subdivider shall notify City Engineer in writing of the date fixed by Subdivider for commencement thereof, so that the City Engineer in writing of the date fixed by Subdivider for commencement thereof, so that the City Engineer shall be able to provide services for inspection. 5. Time is of Essence - Extension Time is of the essence of this agreement; provided that in the event good cause is shown therefor, the City Council may extend the time for completion of the improvements here under. Any such extension may be granted without notice to the Subdivider's surety, and extensions so granted shall not relieve the surety's liability on the bond to secure the faithful performance of this agreement. The City Council shall be the sole and final judge as to whether or not good cause has been shown to entitle Subdivider to an extension. 6. Repairs and Replacements Subdivider shall replace, or have replaced, or repair, or have repaired, as the case may be, all pipes and monuments shown on the map which have been destroyed or damaged, as the case may be. or pay to the owner, the entire cost of replacement or repairs, of any and all property damaged or destroyed by reason of any work done here under, whether such property be owned by the United States or any agency thereof, or the State of California, or any public agency or political subdivision thereof, or by the City or by any person whomsoever, or by any combination of such owners. Any such repair or replacement shall be to the satisfaction, and subject to the approval of the City Engineer. 7. Utility Deposits. Provision Subdivider shall make all deposits legally required by each public utility corporation involved in the provision of services for the subdivision for the connection of any and all public utilities to be supplied by such public utility corporation within the subdivision, and shall ensure that utilities are available to said subdivision prior to final occupancy thereof. Subdivision Agreement - 2 8. Permits. Compliance With Law Subdivider shall, at Subdivider's expense, obtain all necessary permits and licenses for the construction of such improvements, give all necessary notices and pay all fees and taxes required by law. 8.5 Improvement Requirements on Land Not Owned by Subdivider or City In accordance with Section 66462.5 of the Goverment Code, the City requires the Subdivider to pay the cost of acquiring offsite real property interests required in connection with the subdivision, _ including but not limited to, appraisal fees, title reports, surveying of land to be acquired, witness fees, attorney fees and all costs of acquisition whether by settlement with property owners or eminent domain proceedings. The Subdivider may secure the performance of this provision by separate improvement security subject to the approval of the City Attorney. 9. Superintendence by Subdivider Subdivider shall give personal superintendence to the work on said improvement, or have a competent foreman or superintendent, satisfactory to the City Engineer, on the work at all times during progress, with authority to act for Subdivider. 10. Inspections Subdivider shall at all times maintain proper facilities, and provide safe access for inspection by City to all parts of the work and to the shops wherein the work is in preparation. The Subdivider shall pay overtime incurred by City inspectors whenever the Subdivider elects to work on Saturdays, Sundays, and holidays. The Subdivider shall make cash deposits of such amounts with the City as are determined by the City Engineer, from time to time, to be necessary to cover such anticipated inspection and engineering costs, pursuant to Section 15.20.070 of the San Rafael Municipal Code. When required by the conditions for approval of the Tentative Map, the City may require the work or improvements or part thereof to be inspected by an outside consultant selected by the City Engineer. The Subdivider shall be responsible for all fees, costs and expenses for said inspection services. The inspection of work shall not relieve the Subdivider of any of his obligations to complete the improvements as prescribed. Defective work shall be made good and unsuitable materials may be rejected, notwithstanding the fact that such defective work and unsuitable materials may have been previously overlooked and accepted by the City Engineer. 11. Improvement Security (Not Applicable -See Section 12) Prior to the filing of the application for final map with the City Council, the Subdivider shall present to and file with the City of San Rafael a surety company bond in the sum of dollars ($ ) issued by a company duly and regularly authorized to do a general surety business in the State of California conditioned upon the faithful performance of this agreement and by its terms made to inure to the benefit of the City of San Rafael. The surety on said bond and form thereof shall be satisfactory to the City Attorney. Subdivision Agreement - 3 Liability under said bond shall be released upon completion of the required improvements, following the certification of same by the City Engineer, the recommendation for release by the City Manager, and the approval of the release by the City Council, pursuant to Section 15.20.110 of the San Rafael Municipal Code. 12. Alternate Improvement Security The Subdivider may deposit at the time for submission of the bonds mentioned in paragraph 11 above, in lieu of a surety bond, cash in the amount of said required bond with the City Treasurer of the City as a guarantee for the faithful performance of this agreement. The City Treasurer may disburse progress payments to the Subdivider from any cash security deposits, after the Subdivider has submitted a demand for a progress payment together with evidence of satisfactory completion of the portion of the required improvements covered by such progress payment, following the certification of same by the City Engineer, the recommendation of the progress payment by the City Manager, and the approval of the progress payment by the City Council, pursuant to Section 15.20.110 of the San Rafael Municipal Code. No progress payment allowable here under shall be made for more than ninety percent (90%) of the value of any installment of work and not before each installment of work shall have been completed to the satisfaction of the City Engineer. The final payment for the work to be performed under this agreement shall be made 35 days after formal acceptance of the subdivision by the City upon determination of the City Engineer that all improvements required by this agreement have been completed to his full and complete satisfaction. As the herein above-mentioned deposit is a guarantee for the faithful performance of this agreement, the City may, upon a breach, default, or violation of any of the provisions of this agreement resort to the herein above mentioned deposit for the purposes of taking over the work and prosecuting the same to completion. Upon breach, default or other violation of this agreement requiring the City to take over the work, the City Treasurer shall release, to the City Engineer, upon written demand of the City Engineer, such amount or amounts of the deposit remaining as the City Engineer estimates is reasonably necessary to complete the work. In lieu of the surety bond or cash as required by Title 15 of the San Rafael Municipal Code, an instrument or instruments of credit in the amount of said required bond may be deposited with City upon condition the financial institution furnishing the credit pledges to the City it has the funds necessary, that they are on deposit as guarantee for payment of the improvements required and that the said funds are held in trust for the purposes set forth in this agreement. Subdivider has provided the City an Irrevocable Standby Letter of Credit for the amount of $573,557.00 - See Exhibit "A". 13. Labor and Material Bond (50% of Improvement Cost) - (Not Applicable - See Section 12) The Subdivider shall furnish security in the amount of Dollars($ ) securing payment to the contractors, subcontractors, persons renting equipment or furnishing labor or materials for the improvements required to be made by this instrument. The security may be cash, surety bond, or instrument of credit as permitted by the Subdivision Map Act of the State of California. Such security shall be retained by the City for a period of ninety (90) days following acceptance of the improvements by the City or for such other period as may be required or permitted pursuant to Government Code provisions governing the release of labor and material bonds for subdivision improvements. Subdivision Agreement - 4 14. Monumentation Bond (Not Applicable - Included in Set -Aside Letter) Subdivider shall furnish a bond or cash deposit in the amount of dollars ($ ) guaranteeing the payment for installation of permanent monumentation. The monumentation shall be done to the satisfaction of the City Engineer and shall be completed 365 calendar days from the actual date of commencement. 15. Maintenance Bond (10% of the Improvement Cost) Subdivider shall furnish prior to acceptance of the improvements by the City a maintenance bond in the amount of Fiftv Seven Thousands Three Hundreds and Fiftv Six Dollars ($ 57.376.00) guaranteeing said improvements for a period of One year(s) from date of acceptance. 16. Hold Harmless Agreement Subdivider hereby agrees to, and shall, hold City, its elective and appointive boards, commissions, officers, agents, and employees harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage which may arise from Subdivider or Subdivider's contractors, subcontractors, agents, or employees of the Subdivider's contractors, subcontractors, or by any one or more persons directly or indirectly employed by, or acting as agent for, Subdivider or any of Subdivider's contractors or subcontractors. Subdivider agrees to, and shall, defend, indemnify and hold harmless the City and its elective and appointive boards, commissions, officers, agents and employees from any suits or actions at law or in equity for damages caused, or alleged to have been caused, by reason of any of the aforesaid operations. A City does not, and shall not, waive any rights against Subdivider which it may have by reason of the aforesaid hold harmless agreement, because of the acceptance by City of the deposit with City by Subdivider of any of the insurance policies described in paragraph 18 hereof. B. The aforesaid hold harmless agreement by Subdivider shall apply to all damages and claims for damages of every kind suffered, or alleged to have been suffered, by reason of any of the aforesaid operations, regardless of whether or not City has prepared, supplied or approved of plans, specifications, or either, for the subdivision, and regardless of whether or not any insurance policies shall have been determined to be applicable to any of such damages or claims for damages. C. Subdivider agrees that the use of any and all streets and public improvements herein above required to be constructed shall be, at all times prior to the final acceptance of the subdivision by the City, the sole and exclusive risk of the Subdivider. The City may, at its sole option, issue permission to occupy all or a portion of the improvements prior to Final Acceptance of said Improvements. The issuance of any permission to occupy such Public Improvements located within the said subdivision shall not be construed in any manner to be an acceptance and approval of any or all of said streets and improvements in said subdivision, or that stage of development of said streets and improvements represented by their conditions at the time of issuance of said occupancy permit or permits, or any stage of their development reached between the period commencing with the issuance of any occupancy permit, and the final acceptance of said subdivision. Subdivision Agreement - 5 17. Protection of Public Safety The Subdivider is obligated to protect the public safety during all phases of the work, and shall erect and maintain all necessary barricades, signs and warning devices necessary to ensure public protection. In the event that City discovers a condition on the site which in its determination constitutes an immediate danger to public safety, and Subdivider cannot respond at once, City may erect any barriers, signs and warning devices it deems necessary. In such event, Subdivider shall pay for the labor of City's crews at the rate of thirty five ($35.00) dollars per hour per man-, plus the cost of any materials used and a reasonable fee for use of any barricades found necessary. In no event shall Subdivider pay less than one hour minimum per man assigned if City takes action pursuant to this paragraph. 18. Subdivider's Insurance Subdivider shall not commence work under this agreement until Subdivider shall have obtained all insurance required under this paragraph and such insurance shall have been approved by the City Attorney as to form and City Manager as to sufficiency, nor shall Subdivider allow any contractor or subcontractor to commence work on his contract or subcontract until all similar insurance required of the contractor or subcontractor shall have been so obtained and approved. All requirements herein provided shall appear either in the body of the insurance policies or as endorsements and shall specifically bind the insurance carrier. Subdivider and/or his contractors and/or subcontractors shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work here under by the Subdivider, his agents, representatives, employees, contractors or subcontractors. A. Minimum Scope of Insurance Coverage shall be at least as broad as: 1. Insurance Services Office Commercial General Liability coverage (occurrence from CGY 000 1). 2. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). 3. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. B. Minimum Limits of Insurance Subdivider shall maintain limits no less than: 1. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate liability is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: $1,000,000 per accident for bodily injury and property damage. 3. Employer's Liability: $ 1,000,000 per accident for bodily injury or disease. C. Deductibles and Self -Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self insured retentions as respects the City, its officers, officials, employees, and volunteers, or the Subdivider shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Subdivision Agreement - 6 D. Other Insurance Provisions The general liability and automobile policies are to contain, or be endorsed to contain, the following provisions: 1. The City. its officers, officials, employees, agents and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Subdivider; products and completed operations of the Subdivider, premises owned or used by the Subdivider; or automobiles owned, leased, hired or borrowed by the Subdivider. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, officials, employees, agents or volunteers. 2. For any claims related to this project, the Subdivider's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, agents or volunteers shall be excess of the Subdivider's insurance required and shall not contribute with it. 3. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees, agents or volunteers. 4. The Subdivider's insurance shall apply separately to each insured against whom claim is made or suit is brought except, with respect to the limits of the insurer's liability. 5. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or In limits except after thirty (30) days' prior to written notice by certified mail, return receipt requested, has been given. E. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best's rating of no less than 'A". F. Verification of Coverage Subdivider shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Contractor's insurer may provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications. G. Subcontractors Subdivider shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 19. Title of Improvements Title to, and ownership of, all improvements within accepted public right of way and public easements constructed hereunder by Subdivider shall vest absolutely in City, upon completion and acceptance of such improvements by City, as evidenced by the filing of the Notice of Completion with the County Recorder. Subdivision Agreement -7 20. Repair or Reconstruction of Defective Work If, within a period of one year after final acceptance of the work performed under this agreement, any structure or part of any structure furnished or installed or constructed, or caused to be installed or constructed by Subdivider, or any of the work done under this agreement fails to fulfill any of the requirements of this agreement or the specifications referred to herein, Subdivider shall without delay and without cost to City, repair or replace or reconstruct any defective or otherwise unsatisfactory part or parts of the work or structure. Liability under the contracts of surety or guarantee referred to in paragraphs 11 and 12 of this agreement shall be released upon the completion of all work and public improvements to the satisfaction of the City Engineer as provided and permitted by the Subdivision Map Act of the State of California. Should Subdivider fail to act promptly or in accordance with this requirement, or should the exigencies of the case require repairs or replacements to be made before Subdivider can be notified, City may, at its option, make the necessary repairs or replacements or perform the necessary work, and Subdivider shall pay to the City the actual cost of such repairs plus fifteen percent (15%). 21. Subdivider Not Agent of City Neither Subdivider nor any of Subdivider's agents or contractors are or shall be considered to be agents of City in connection with the performance of Subdivider's obligations under this agreement. 22. Notice of Breach and Default If Subdivider refuses or fails to obtain prosecution of the work, or any severable part thereof, with such diligence as will ensure its completion within the time specified, or any extensions thereof, or fails to obtain completion of said work within such time. or if Subdivider should be adjudged a bankrupt, or Subdivider should make a general assignment for the benefit of Subdivider's insolvency, or if Subdivider, or any of Subdivider's contractors, subcontractors, agents or employees, should violate any of the provisions of this agreement, City Engineer or City Council may serve written notice upon Subdivider and Subdivider's surety of breach of this agreement, or of any portion thereof, and default of Subdivider. 23. Breach of Agreement. Performance by Surety or City In the event of any such notice, Subdivider's surety shall have the duty to take over and complete the work and improvements herein specified; provided however, that if the surety, within thirty (30) days after the serving upon it of such notice of breach, does not give City written notice of its intention to take over the performance of the contract and does not commence performance City may elect to take over the work and prosecute the same to completion, by contract or by any other method City may deem advisable, for the account and at the expense of Subdivider, and in such event, City, without liability for so doing, may take possession of and utilize in completing the work, such materials, appliances, plant and other property belonging to Subdivider as may be on the site of the work and necessary therefor. The Subdivider shall be liable to the City for any excess costs, claims, damages, liability, or expenses of whatever nature or kind, direct or indirect, including reasonable attorney fees which are directly or indirectly caused by the execution and enforcement of this agreement. Subdivision Agreement - 8 24. Notices All notices herein required shall be in writing and delivered in person or sent by registered or certified mail, postage prepaid. Notices required to be given shall be addressed as follows: City: City of San Rafael P.O.Box 151560 1400 Fifth Avenue San Rafael, Ca. 94915-1560 Subdivider: Rockport Land Corporation and Pablo Land Corporation P.O. Box 3389 San Rafael. Ca. 94912. Subdivider Insurance Company: Heffernan & Petersen Insurance Co. 120 Howard Street. Suite 550 San Francisco. Ca. 94105. Surety of Subdivider: ( See Section 12) It is provided that any party or the surety may change such address by notice in writing to the other party and thereafter notices shall be addressed and transmitted to the new address. 25. Binding of Agreement This agreement shall bind, and the benefits inure to, the respective parties thereto, their legal representatives, executors, administrators, successors in office or interest, and assigns. 26. Legal Fees In the event that legal action is necessary to enforce any provision of this agreement, the prevailing party shall be entitled to reasonable attorney fees and legal costs. 27. Agreement an Offer Until Accepted by City It is recognized that this agreement executed by the Subdivider is submitted at the time of application for approval of the final subdivision map, and prior to approval of said final subdivision map, and prior to approval of said final map by the City Council. Until approval of said final map and execution of this agreement by City, this agreement shall constitute an offer and may be withdrawn or modified by Subdivider, but upon such withdrawal, and until an executed agreement acceptable to City is submitted. the entire application for final map shall be considered withdrawn. Subdivision Agreement - 9 Dated this 6th day of July CITY OF SAN RAFAEL: Albert Boro Mayor ATTEST: JMM. Leoncini CITY CLERK APPR trary T. Ragglkhnti City Attorney APPROVED AS TO CONTENT: Dowd M. BernardF City Engineer It ROCKPORT LAND CORPORATION, a California coi ration BY: 4Sid 5;p!L f AAj�i Z d i PABLO LAND CpRPORATION, a,ohzifornia corporation Denn sorne, President T le: �� , (If the Subdivider executing this agreement is a corporation, a certified copy of the By -Laws or Resolution of the Board of Directors authorizing officers of said corporation to execute this agreement shall be annexed hereto. Subdivider's signature(s) must be Notarized.) IMPROVEMENT AGREEMENT - 10 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT r State of California County of Mari n ss. On August 17, 1998, before me, Nancy Eurman, Notary Public Date Name and Title of Officer (e.g., "Jane Doe, Notary Public") personally appeared Albert J. Boro Name(s) of Signer(s) DX personally known to me _-_ proved to me on the basis of satisfactory evidence to be the persons) whose nameis) LQare subscribed to the within instrument and acknowledged to me that Qshe/they executed the same in his%h r/their authorized capacity(iioLs), and that by ��Qsf*r/thtsi�_ signature) on the instrument the persons), or the entity upon behalf of which the person(} acted, executed the instrument. WITNESS my hand and official seal. Place Notary Seal Above 1\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 orType ofDocument: Subdivision Improvement Agreement (re Banoint Laqoons Unit Three B) Document Date: July 6, 1998 Number of Pages: Signer(s) Other Than Named Above Capacity(les) Claimed by Signer Signer's Name: Albert J. Boro ❑ Individual f, ❑ NANCY EURMAN D 2h ❑ COMM. #1086576 d NOTARY PUBLIC -CALIFORNIA 0 �' ❑ MARIN COUNTY 1 0 .. o o My Comm—EExpirees Feb. 4, 20DT1 i to be the persons) whose nameis) LQare subscribed to the within instrument and acknowledged to me that Qshe/they executed the same in his%h r/their authorized capacity(iioLs), and that by ��Qsf*r/thtsi�_ signature) on the instrument the persons), or the entity upon behalf of which the person(} acted, executed the instrument. WITNESS my hand and official seal. Place Notary Seal Above 1\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 orType ofDocument: Subdivision Improvement Agreement (re Banoint Laqoons Unit Three B) Document Date: July 6, 1998 Number of Pages: Signer(s) Other Than Named Above Capacity(les) Claimed by Signer Signer's Name: Albert J. Boro ❑ Individual f, ❑ Corporate Officer — Title(s): 2h ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact �' ❑ Trustee ? ❑ Guardian or Conservator XX Other: Mavor Sidney Hendricks and Dennis Horne Signer Is Representing: City of San Rafael Top of thumb here 01997 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313-2402 Prod. No. 5907 Reorder: Call Toll -Free 1.800-876-6827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California SS. County of Marin On June 26, 1998 , before me, Toni L. Esposti, Notary Public Date Name and Title of Officer (e.g., "Jane Doe. Notary Public") personally appeared SIDNEY J. HENDRICKS Name(s) of Signer(s) TON'1 L. ESPOSTI CO'N'l , . 153990 to 16-I'AR(Y J` FURIC • CALIFORNIA V+ � IInarin County J ' ;aMy Comm, Expires Sept. 26, 2001 Place Notary Seal Above R personally known to me ❑ 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. f WITNE an ta�J-owwfficial seal. r , Signature of Notary ublic 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: Subdivision Improvement Agreement Document Date: Signer(s) Other Than Named Above: Capacity(les) Claimed by Signer Signer's Name: C Individual ❑ Corporate Officer — Title(s): ❑ Partner — E:] Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: Number of Pages: Top of thumb here 0 1997 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313-2402 Prod. No. 5907 Reorder. Call Tall -Free 1-800-876-6827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ss. County of Marin On June 30, 1998 before me, Toni L.Esposti, Notary Public Date Name and rifle of Officer (e.g., "Jane Doe, Notary Public") personally appeared DENNIS R. HOME Name(s) of Signer(s) -kW � TONI L ESPOSTI C/ i —�.C nw. r 1153996 -_Q, � NOTARY 5 �� 6`4 ,a• rsftin PUBLIC - CAUF01MIA County I:4; Cor,1m. E:1Tires Sept 26, 2001 i Pace Notary Seal Above :R personally known to me C 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. WITN and i, fficial seal. Signature of Notary P lic 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: Subdivision Improvement Agreement Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — C Limited ` General ❑ Attorney in Fact Trustee ❑ Guardian or Conservator =, Other: Signer Is Representing: Number of Pages: 11"N110 Top of thumb here ® 1997 National Notary Association - 9350 De Soto Ave., P.O. Box 2402 - Chatsworth, CA 91313-2402 Prod. No. 5907 Reorder. Call Toll -Free 1-800-876-6827 H ►1T � JiE"r of Credit Division TELEX: 3774155 CMACAL COMERICA BANK -CALIFORNIA SWIFT: MNBDUSGS XXX INTERNATIONAL BANKING DEPARTMENT FAX (408) 556-5216 333 W. SANTA CLARA ST., 2ND FLOOR SAN JOSE, CA 95113 BENEFICIARY: DATE OF ISSUE: AUGUST 5, 1998 THE CITY OF SAN RAFAEL DEPARTMENT OF PUBLIC WORKS 1400 5TH AVENUE SAN RAFAEL, CA 94915-1560 WE HEREBY OPEN OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. 547076 IN FAVOR OF THE CITY OF SAN RAFAEL, FOR ACCOUNT OF ROCKPORT LAND CORPORATION, AND PABLO LAND CORPORATION, 6614 LAKEVILLE ROAD, PETALUMA, CA 94954 FOR A SUM NOT EXCEEDING USD 573,557.00 (FIVE HUNDRED SEVENTY THREE THOUSAND FIVE HUNDRED FIFTY SEVEN AND 00/100'S U.S. DOLLARS) AVAILABLE BY YOUR DRAFT(S) AT SIGHT ON COMERICA BANK -CALIFORNIA, WHEN ACCOMPANIED BY: + BENEFICIARY'S SIGNED STATEMENT READING PRECISELY AS FOLLOWS: "THIS DRAWING UNDER COMERICA BANK -CALIFORNIA'S LETTER OF CREDIT 547076 REPRESENTS FUNDS DUE TO THE CITY OF SAN RAFAEL AS ROCKPORT LAND CORPORATION AND PABLO LAND CORPORATION IS IN DEFAULT OF ITS OBLIGATIONS UNDER THE SUBDIVISION IMPROVEMENT AGREEMENT FOR THE BAYPOINT LAGOON SUBDIVISION DATED JULY 6, 1998". PARTIAL DRAWINGS ARE ALLOWED. ALL DRAFTS DRAWN UNDER THIS CREDIT MUST BE MARKED "DRAWN UNDER COMERICA BANK'S LETTER OF CREDIT NO. 547076". THIS LETTER OF CREDIT IS SUBJECT TO AND GOVERNED BY THE UNIFORM CUSTOMS AND PRACTICE FOR DOCUMENTARY CREDITS OF THE INTERNATIONAL CHAMBER OF COMMERCE, 1993 REVISION, PUBLICATION 500. THIS ORIGINAL LETTER OF CREDIT AND ALL AMENDMENTS THERETO MUST BE SUBMITTED TO US TOGETHER WITH ANY DRAWINGS HEREUNDER FOR OUR ENDORSEMENT OF ANY PAYMENTS EFFECTED BY US AND/OR FOR CANCELLATION. WE ENGAGE WITH YOU THAT EACH DRAFT DRAWN UNDER AND IN COMPLIANCE WITH THE TERMS OF THIS CREDIT WILL BE DULY HONORED ON DELIVERY OF THE DOCUMENTS AS SPECIFIED IF PRESENTED AT THIS OFFICE ON OR BEFORE JANUARY 28, 1999. . PROVED AS TO SUFFICIE!vl".Y ..................................... CI (NEER R 5 TO = 0 M - CI A1TOR Y MINUTES OF SPECIAL MEETING OF THE BOARD OF DIRECTORS AND SHAREHOLDERS OF PABLO LAND CORPORATION, A CALIFORNIA CORPORATION Pursuant to notice, a special meeting of the Board of Directors and Shareholders of the Above Corporation was held on June 1, 1998 at the Corporation's place of business. 1. QUORUM A Quorum was declared present based on the presence of the following directors: o Dennis R. Home, in person and the following shareholders as owners of the following shares of stocks; o Dennis R. Horne, 100% outstanding shares, in person 2. APPROVAL OF CORPORATE ACTION The following corporation actions were taken by appropriate motions duly made, seconded, and adopted by the unanimous vote of the Directors and Shareholders entitled to vote : o The officers of the Corporation are authorized to execute for the Corporation the "Subdivision Improvement Agreement " between the Corporation, Rockport Land Corporation and the City of San Rafael, concerning subdivision map entitled "Baypoint Lagoons Unit Three B" . There being no further business the meeting was duly adjourned. r4-�� x-00 -29 Ursula Norris Date Secretary CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT ' State of r..al i forni n t County of Marin (F On June 30, 1998 before me, Date ( personally appeared Ursula Norris Toni L. ESUOSti. Notary Pu lir Name and Title of Officer (e.g., "Jane Doe, Notary Public") Names) of Signers) {( 7 personally known to me – OR – ❑ 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 ti same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), • °TONI L. ESPOSTI or the entity upon behalf of which the person(s) acted, Comm. a� 1153996 executed the instrument. ' .. rn N 4N ° NOTARY PUBLIC - CALIFORNIA N . , Marin County ., WITNESS my hand and tficial seal. . ,. My Comm. Expires Sept. 26, 2001 i t - Slgnature o (rotary Publlctl l'. f 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(les) Claimed by Signer(s) Signer's Name: ❑ Individual { ❑ Corporate Officer Title(s): (;, ❑ Partner — ❑ Limited ❑ General ❑ Attomey-in-Fact ❑ Trustee _ ❑ Guardian or Conservator Zi ❑ Other: Top of thumb here i+ �1 Number of Pages: Signer's Name: ❑ Individual ❑ Corporate Officer Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney -in -Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Top of thumb here Signer Is Representing: Signer Is Representing: Lj m 1994 National Notary Association • 6236 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7184 Prod. No. 5907 r.-. Reorder. Call Toll -Free 1-800-876-6827 j L1, -_� � yBltilU11 1:�1- 1,, F. CHA1 [EL :415381068_ N. lU? MINUTES OF SPECIAL MEETING OF THE BOARD OF DIRECTORS AND SHAREHOLDERS OF ROCKPORT LAND CORPORATION, A CALIFORNIA CORPORATION Pursuant to notice, a special meeting of the Board of Directors and Shareholders of the Above Corporation was held on June 1, 1998 at the Corporation's place of business. 1. QUORUM A Quorum was declared present based on the presence of the following directors: o Sidney J. Hendricks, in person and the following shareholders as owners of the following shares of stocks: o Sidney J. Hendricks, 100% outstanding shares, in person 2. APPROVAL. OF CORPORATE ACTION The following corporation actions were taken by appropriate motions duly made, seconded, and adopted by the unanimous vote of the Directors and Shareholders entitled to vote: o The officers of the Corporation are authorized to execute for the Corporation the "Subdivision Improvement Agreement " between the Corporation, Pablo Land Corporation and the City of San Rafael, concerning subdivision map entitled "Baypoint Lagoons Unit Three B" . There being no further business the meeting was duly adjourned, CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT r State of California County of Marin On June 30, 1998 , before me, Date ss. Gary Hendricks Name and Title of Officer (e.g., "Jane Doe, Notary Public") personally appeared GARY HENDRICKS ..:' . TONI L, ESPOSTI Comm, # 1153996 'n Y! •'� NOTARY PUBLIC CALIFORNIA >� Marin County .. • • " My Comm. Expires Sept. 26, 2001 Place Notary Seal Above Name(s) of Signer(s) IN personally known to me ❑ 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. WITNESS m offic' I seal. r Signature of Notary Pru� 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:MINUTES OF OF SPECI�MEETING OF THE BOARD OF DIRECTORS AND SHAREHOLDERS OF ROCKPORT LAND CORPOR— Document Date: ATMON Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: ❑ Individual ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: 'HIUH 1 I HUM6PRINT OF SIGNER e; t: el 9 01997 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth, CA 91313.2402 Prod. No. 5907 Reorder. Call Toll -Free 1-800-876-6827