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HomeMy WebLinkAboutAccept Water Quality Park Improvements - LeBard Redevelopmen I� RECEIVED BY: ! CITY CLERK RECEIPT COPY TE to r t��✓ Return City Clerk's lAOffice (%lame) JL after signing/dating (Date) / r CITY OF HUNTINGTON BEACH INTERDEPARTMENTAL COMMUNICATION TO: City Treasurer FROM: City Clerk DATE: 1°U 301) SUBJECT: Bond Acceptance I have received the bonds for �U�'Y7��' ��1 7C1 `/I I L G (Company/Name) CAPITAL PROJECTS (Includes CC's and MSC's) Performance Bond No. Payment Bond (Labor and Materials) Bond No. Warranty or Maintenance Bond No. TRACT AND DEVELOPMENT Faithful Performance Bond No. Labor and Material Bond No. Guarantee and Warranty Bond No. 13[ ,k61, ?1, Monument Bond No. Franchise Bond No. Letter of Credit Bond No. Other Re: Tract No. Approved ''` (Council Approval Date) /n . cr�al { �jc7 � c�� CC No. Agenda Item No. � � �--� �, Ll MSC No. City Clerk Vault No. z�Z�% Other No. -SIRE-System ID No. g:/forms/bond transmittal to treasurer RECEIVED BY: CITY CLERK RECEIPT COPY Return DUPLICATE to City Clerk's Office (Name) after signing/dating (Date) Lq:,ij,me CITY OF HUNTINGTON BEACH [Aj INTERDEPARTMENTAL COMMUNICATION TO: City Treasurer FROM: City Clerk DATE: 14,321/I SUBJECT: Bond Acceptance I have received the bonds for S 1114k-? t 4L.G (Compan ame) CAPITAL PROJECTS (Includes CC's and MSC's) Performance Bond No. Payment Bond (Labor and Materials) Bond No. Warranty or Maintenance Bond No. TRACT AND DEVELOPMENT Faithful Performance Bond No. Labor and Material Bond No. Guarantee and Warranty Bond No. Monument Bond No. Franchise Bond No. Letter of Credit Bond No. Other Re: Tract No. �'�� Approved ��//V/ (Council Approval Date) 01 CC No. Agenda Item No. -f / 1 P2 —/lq�) MSC No. City Clerk Vault No. �-�• &D Other No. SIRE SystemID No. �-i: g:/forms/bond transmittal to treasurer �,. r (POtsG-y`4BsEuT) City of Huntington Beach File #: 19-1193 MEETING DATE: 12/16/2019 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Oliver Chi, City Manager PREPARED BY: Tom Herbel PE, Acting Director of Public Works Subject: Accept Certain (Water Quality) Park Improvements and Accept a Guarantee and Warranty Bond for the LeBard Redevelopment Project (Tract 17801) at 20461 Craimer Lane Statement of Issue: HB Homes Management, LLC, the developer of the LeBard Redevelopment Project (Tract 17801), has completed certain required park improvements (detention basin and water quality swale) and is now requesting the City's acceptance of said improvements with their submittal of a Guarantee and Warranty Bond. Financial Impact: Not Applicable. Recommended Action: A) Accept certain park improvements (detention basin and water quality swale) for the LeBard Redevelopment Project (Tract 17801) and instruct the City Clerk to record the Acceptance of Public Park Improvements (Tract 17801) form (Attachment 2) with the Orange County Recorder; and, B) Accept Guarantee and Warranty Bond No.36K012696 (Attachment 3); the security furnished for guarantee and warranty of certain park improvements (detention basin and water quality swale), and instruct the City Clerk to file the bond with the City Treasurer; and, C) Instruct the City Clerk to notify the developer, HB Homes Management, LLC, of this action, and the City Treasurer to notify the Surety, the Ohio Casualty Insurance Company, of this action. Alternative Action(s): Deny the recommended actions. Denying the recommended actions may violate the Subdivision Map Act whereby: Section 66499.9 of the State of California Government Code, requires the guarantee and warranty of the work for a period of one year following completion and acceptance of the improvement(s), against any defective work, labor and materials furnished. Denying the acceptance of the Guarantee and City of Huntington Beach Page 1 of 3 Printed on 12/11/2019 ooweret*LegistarT" File #: 19-1193 MEETING DATE: 12/16/2019 Warranty Bond may place undue burden and costs upon the City for correcting any defective work, labor and material provided by the subdivider. Analysis: On February 4, 2019, the City approved and executed an Easement, Construction and Maintenance Agreement Regarding Tract Map No. 17801 (Attachment 4), wherein the developer agreed to construction of a detention basin and a water quality swale that will serve the LeBard Redevelopment Project (Tract 17801) at 20461 Craimer Lane. This agreement requires said park improvements be constructed, accepted by the City, and secured by a one-year guarantee and warranty bond prior to issuance of the first grading permit for the project-related residential subdivision. Staff has determined that certain park improvements (detention basin and water quality swale) have been constructed in substantial compliance with the approved plans and specifications, and recommends acceptance of these improvements. A Guarantee and Warranty Bond is also being submitted for City Council acceptance, as a surety against all defects in workmanship and materials for a one-year period beginning on the date of the City's acceptance. PROJECT DATA: DEVELOPER: HB Homes Management, LLC, 9140 Trask Avenue, Suite 202, Garden Grove, CA 92844 ENGINEER: Thanh Nguyen, HD Engineering, Inc., 9392 Meridian Lane, Garden Grove, CA 92841 SURETY: The Ohio Casualty Insurance Company, 2710 Gateway Oaks Drive, Suite 150N, Sacramento, CA 95833-3505 Public Works Commission Action: Not required. Environmental Status: The recommended actions are ministerial acts, and are exempt from the requirements of the California Environmental Quality Act, pursuant to State CEQA Guidelines, California Administrative Code, Title 14, Chapter 3, Section 15268(b). Strategic Plan Goal: Enhance and maintain infrastructure Attachment(s): 1. Location Map 2. Acceptance of Public Park Improvements (Tract 17801) 3. Guarantee and Warranty Bond No.36K012696 4. Executed Easement, Construction and Maintenance Agreement Regarding Tract Map No. 17801 City of Huntington Beach Page 2 of 3 Printed on 12/11/2019 powereMf3j LegistarTM File #: 19-1193 MEETING DATE: 12/16/2019 City of Huntington Beach Page 3 of 3 Printed on 12/11/2019 powered,Legistar" g fim� giVB' i ofr"a � erg l g ri u..02 I ,x. oo U _. C. n— m 7 ry 1 71 1 t1 Recorded in Official Records, Orange County Hugh Nguyen, Clerk-Recorder I[ 1��11 11�1111$ 111111 11� �]I� NO FEE * $ R 0 0 1 1 3 8 2 1 1 1 $ * Recording requested by, 2019000549454 3:49 pm 12130/19 and when recorded return to: 7414A04 2 Robin Estanislau,City Clerk 0.00 0.00 0.00 0.00 3.00 0.00 0.000.000.00 0.00 Office of the City Clerk CITY OF HUNTINGTON BEACH P.O.Box 190—2000 Main Street Huntington Beach,Ca.92648 (Space above this line for Recorder's use only) ACCEPTANCE OF PUBLIC PARK IMPROVEMENTS(TRACT 17801) (Huntington Beach Zoning and Subdivision Ordinance Section 255.22) PLEASE TAKE NOTICE THAT on December 2, 2019,the City Engineer considered the public park improvements described below, and found them to have been completed as satisfactory and accepted, as limited by Huntington Beach Zoning and Subdivision Ordinance Section 255.22(A), the park improvements for public use. Public park improvements constructed consist of a detention basin (over Lot "A" of Final Map No. 17801) and a water quality Swale at the LeBard redevelopment project at 20461 Craimer Lane. The Foregoing instrument is the City Clerk's Original Document Reflecting City Council Action Taken at the December 16,2019 City Council Meeting Submitted for Recordation by the Orange County Recorder. Attest — 2019 City Clerk and Ex-officio Clerk of IY5 City Council of the City of Huntington Beach,California By Deputy Donna Switzer CITY OOFOf HUNTIN ON BEACH by: City Enuleer ( •,-� DeSorafi DeBow y This doeument is 9d*for the official buritnee of the City of Huntington Beech, se contemplKad under GoverTx we Code Sec.27393 and shouk"a recorded free of clW96. Recording requested by, and when recorded return to: Robin Estanislau,City Clerk Office of the City Clerk CITY OF HUNTINGTON BEACH P.O.Box 190—2000 Main Street Huntington Beach,Ca.92648 (Space above this line for Recorder's use only) ACCEPTANCE OF PUBLIC PARK IMPROVEMENTS (TRACT 17801) (Huntington Beach Zoning and Subdivision Ordinance Section 255.22) PLEASE TAKE NOTICE THAT on December 2, 2019, the City Engineer considered the public park improvements described below, and found them to have been completed as satisfactory and accepted, as limited by Huntington Beach Zoning and Subdivision Ordinance Section 255.22(A), the park improvements for public use. Public park improvements constructed consist of a detention basin (over Lot "A" of Final Map No. 17801) and a water quality swale at the LeBard redevelopment project at 20461 Craimer Lane. The Foregoing instrument is the City Clerk's Original Document Reflecting City Council Action Taken at the December 16, 2019 City Council Meeting Submitted for Recordation by the Orange County Recorder. Attest �J '� �L- ., 2019 City Clerk and Ex-officio Clerk of th City Council of the City of Huntington Beach,California By ' Deputy Donna Switzer CLTY OF HUNTIN ON BEACH by: City Engineer L' fi'n5 Debora fi DeBow This&xument is solely for the official bunss of the City of PkmtkVton Beech, as cwtempwed under co r t Code Sec. 27383 and shoukt$e recorded froe of charge. CALIFORNIA JURAT WITH AFFIANT STATEMENT GOVERNMENT CODE§8202 te Attached Document(Notary to cross out lines 1-6 below) e Statement Below (Lines 1-6 to be completed only by document signer[s], not Notary) Signature of Document Signer No. 1 Signature of Docu Signer No. 2 (if any) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of Califo nia Subscribed and sworn to (or affirmed) before me County of L on this day of �L m 20 , by Date Month Y ar (1)JQ,(U IV14— '-�O I (and (2)y����rt�}� � ), Name(s)of Signer(s) proved to me on the basis of satisfactory evidence 0\4 P.L.ESPAR2A to be the person(s) who appeared before me. Notary Public-California ' Orange County 1Xj 2 Commission#2204197 My Comm.Expires Aug 4,2021 r Signature —� Signature of Notk Public Seal Place Notary Seal Above 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 Document Title or Type of Document: Document Date: Number of Pages: Signer(s)Other Than Named Above: 02014 National Notary Association •www.NationalNotary.org • 1-800-US NOTARY(1-800-876-6827) Item#5910 BOND NO.36K012696 PREMIUM $494.00/YEAR GUARANTEE AND WARRANTY BOND WHEREAS, HB HOMES MANAGEMENT. LLC, as a Principal, and THE OHIO CASUALTY INSURANCE COMPANY, a corporation organized under the laws of the State of NEW HAMPSHIRE and duly authorized to do business in the State of California, as Surety, are held and firmly bound unto the City of Huntington Beach, California, as Obligee, in the penal sum of THIRTY TWO THOUSAND NINE HUNDRED TWELVE ($32 912 00), representing 10 percent of the contract price entered into between the Principal and Obligee, to which payment well and truly to be made we do bind ourselves, and each of our heirs, executors, administrators, successors and assigns jointly and severally. WHEREAS, the said Principal entered into a contract with said Obligee, dated February 4, 2019, for work described as follows: Public Improvements constructed consist of a Detention Basin and Water Quality Swale at the Lebard Park and Residential Development.(Tract 17801, L 16-171) WHEREAS, said contract provides that the Principal will furnish a bond conditioned to guarantee and warrant for the period of one year after completion of the work and acceptance thereof by the Obligee, against all defects in workmanship and materials during said one-year period. WHEREAS, said work has been completed, and accepted by Obligee on Aecember 2, 2019 NOW, THEREFORE, the Principal and Surety, jointly and severally shall indemnify the Obligee for all loss that the Obligee may sustain by reason of any defective materials or workmanship, which become apparent during the period of one year from and after date of completion of work and acceptance thereof by Obligee. In witness whereof, this instrument has been duly executed by the principal and surety AP 0 EO AS TO ORM above named, on NOVEMBER 12, 2019 By: HQ HOMES MANAGEMENT. LLC, as Principal 4��CITY CITY T R ES ATTORNEYAPPROVE, P' CITY OF jjU4J.+1'dGTON BEACH ay: MICHAL CITY A By. DAVID NGUYEN MEMBER cm OF HUNT,:, THE O UALTY INSURANCE COMPANY, as Surety r By LIAM FORD PERSONS, Attorney-In-Fact CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California } County of On NOVEM bEK 13.201 q before me, -H AN T insert name YT`f the offee, ' personally appeared ISM I D NG-U'XE1\1 , who proved to me on the basis of satisfactory evidence to be the person(s) whose names) is are subscribed to the wi in instrument and acknowledged to me that Qh she/they executed the same in his her/their authorized capacity(ies), and that by his her/their signature(s) on the ins rument the person(s), or the entity upon behalf of w ich 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 m h d and official seal. � . HAN T, NGUYEN y r � � COUM.#2224901 f^ �► NOTARY PUBLIC•CAtIFORNIA ORANGE COUNTY G GIY COMu,EXP.DEC,10,2021 Notary Public Signature (Notary Public Seal) ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM This form complies with current California statutes regarding notary wording and, DESCRIPTION OF THE ATTACHED DOCUMENT ifneeded,should be completed and attached to the document.Acknowledgments h 360 / ^ from other states may be completed for documents being sent to that state so long O I y �JIO KO I G�� she wording does not require the California notary to violate California notary (Title or description of attached document) • State and County information must be the State and County where the document signer(s)personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signer(s)personally appeared which (Title or description of attached document continued) must also be the same date the acknowledgment is completed. • The notary public must print his or her name as it appears within his or her Number of Pages Document Date commission followed by a comma and then your title(notary public). • Print the name(s) of document signer(s) who personally appear at the time of notarization. CAPACITY CLAIMED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms(i.e. he/she/#ey—is/are)or circling the correct forms.Failure to correctly indicate this ❑ Individual (s) information may lead to rejection of document recording. ❑ Corporate Officer • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges,re-seal if a (Title) sufficient area permits,otherwise complete a different acknowledgment form. ❑ Partner(s) • Signature of the notary public must match the signature on file with the office of the county clerk. ❑ Attorney-in-Fact . Additional information is not required but could help to ensure this ❑ Trustee(s) acknowledgment is not misused or attached to a different document. Other Indicate title or type of attached document,number of pages and date. ❑ Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer,indicate the title(i.e.CEO,CFO,Secretary). 2015 Version v?A?v.NotaryClasses.com 80;5-873-9865 Securely attach this document to the signed document with a staple. CA-LIFORNIA ALL-PURPOSE ACM OWLiEBD(GIEN 11 State of CALIFORNIA County of LOS ANGELES On �j 12 761 before me, WILLIAM CHRIS BAILEY , Notary Public personally appeared William Ford Persons 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 aclrnowledged 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_ W1 ES my hand official al. 9181847 CAUFORVA &^*-f1ES GC•LRv-Y '?s k� rya Emnarp'Fes.25.202 Signature of Notary 01piTIONA-111 Though the data below is not required by law,it may prove valuable to persons relying on the document and could prevent h-audulent reattachment of this form. CAPACITY C—TAMED BY SICGNE'R DESCRIPTION OF A'T TA��CM)fD D0 CUY1F-TqT ❑ INDFVID"UAL ❑ CORPORATE OFFICER Title or Type of Document ❑ PARTNER(S) Number of Pages NMMBER of LLC AT i ORNT EY-TN-FAC T ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR --- Date of Document OTHER: SIGNER IS REPRESENTING: Signer(s)other than named above I,TANIE OF P ERSON(S)OR ENTITY(IES) This Power of Attorney limits the acts of those named herein,and they have no authority to t e_ bind the Company except in the manner and to the extent herein stated. Lib Liberty Mutual Insurance Company P Y Mutual_ The Ohio Casualty Insurance Company Certificate No:8201767-987486 SURETY West American Insurance Company POWER OF ATTORNEY KNOWN ALL PERSONS BY THESE PRESENTS:That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire,that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts,and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana(herein collectively called the"Companies),pursuant to and by authority herein set forth,does hereby name,constitute and appoint, William Chris Bailey;William Ford Persons all of the city of Los Angeles state of CA each individually if there be more than one named,its true and lawful attorney-in-fact to make, execute,seal,acknowledge and deliver,for and on its behalf as surety and as its act and deed,any and all undertakings,bonds,recognizances and other surety obligations,in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF,this Power of Attomey has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 6th day of August , 2019 . Liberty Mutual Insurance Company P�tNS!/� P,ZY INS& tNsup The Ohio Casually Insurance Company j=V°1POR"T�0 Q 2.o*Lpo To9� V 2r,°RPORy0 West American Insurance Companyca om 1912 7- 191 2u, 1991 0 ) 06 dJ>�iS4CHUS��dD yO�hANPS�,aa� �s �'t'DIA0' .da3 �!r r L a) m David M.Carey,Assistant Secretary � State of PENNSYLVANIA County of MONTGOMERY ss c cm cu u (D On this 6th day of August 2019 before me personally appeared David M.Carey,who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance o O— Company,The Ohio Casualty Company, instrumentd West American Insurance Company,and that he,as such,being authorized so to do,execute the foregoing instrument for the purposes—I— o > therein contained by signing on behalf of the corporations by himself as a duly authorized officer. m rn U W IN WITNESS WHEREOF,I have hereunto subscribed my name and affixed my notarial seal at King of Prussia,Pennsylvania,on the day and year first above written. n rn O COMMONWEALTH OF PENNSYLVANIA OM _ 0 Q� Qj O =i c'' ``,'7-. .Notarial Seal --O Teresa Pastella,Notary Public /,,, .,, •, i��,,) O _ Upper Merton Twp.,Montgomery County By: My Commission Expires March 28.2021 Teresa Pastella,Notary Public o w r Member,Pennsylvania Association of Nolanes cu �� (U ao cn O This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company,Liberty Mutual:F=rn `o.S Insurance Company,and West American Insurance Company which resolutions are now in full force and effect reading as follows: o m ARTICLE IV-OFFICERS:Section 12.Power of Attorney. >1 3 o @ Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President,and subject to such limitation as the Chairman or the�� President may prescribe,shall appoint such attomeys-in-Fact,as may be necessary to act in behalf of the Corporation to make,execute,seal,acknowledge and deliver as surety >o C any and all undertakings,bonds,recognizances and other surety obligations.Such attomeys-in-fact,subject to the limitations set forth in their respective powers of attorney,shall 0 N have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation.When so executed,such ` co zinstruments shall be as binding as if signed by the President and attested to by the Secretary.Any power or authority granted to any representative or attomey-in-fact under the cce) provisions of this article may be revoked at any time by the Board,the Chairman,the President or by the officer or officers granting such power or authority. °O ARTICLE XIII-Execution of Contracts:Section 5.Surety Bonds and Undertakings. 0 o Any officer of the Company authorized for that purpose in writing by the chairman or the president,and subject to such limitations as the chairman or the president may prescribe, 0 shall appoint such attomeys-in-fact,as may be necessary to act in behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings, bonds,recognizances and other surety obligations.Such attomeys-in-fact subject to the limitations set forth in their respective powers of attorney,shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company.When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation-The President of the Company,acting pursuant to the Bylaws of the Company,authorizes David M.Carey,Assistant Secretary to appoint such attorneys-in- fact as may be necessary-to act on behalf of the Company to make,execute,seal,acknowledge and deliver as surety any and all undertakings,bonds,recognizances and other surety obligations. Authorization-By unanimous consent of the Company's Board of Directors,the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company,wherever appearing upon a certified copy of any power of attomey issued by the Company in connection with surety bonds,shall be valid and binding upon the Company with the same force and effect as though manually affixed. 1, Renee C.Llewellyn,the undersigned,Assistant Secretary,The Ohio Casualty Insurance Company,Liberty Mutual Insurance Company,and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full,true and correct copy of the Power of Attorney executed by said Companies,is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed the seals of said Companies this 12 thday of NOVEMBER 2019 P,V tNS4 P�I'i INS&,y2 v t' %NSUR P j2°°p o�ToyR Q 3°°aPor,T� PG°M°RyT�Lc+ oc+ Qr3 om 1912 a 1919 o 1991 ,G,y` p19SS4CHU`���da y Ba3O Y �NDIANP' a3 y• Renee C.Llewellyn,Assistant Secretary LMS-12873 LMIC OCIC WAIC Multi Co 062018 Recorded in Official Records, Orange County Hugh Nguyen, Clerk-Recorder III IIIII III IIIII IIIII 1II IIIIIII 1111I IIIII 11II RII 111111 N NO FEE * $ R 0 0 1 0 6 8 4 0 0 3 $ * RECORDING REQUESTED BY: 2019000072370 4:26 pm 03/07119 CITY OF HUNTINGTON BEACH 48 401 EU2 24 0.00 0.00 0.00 0.00 69.00 0.00 0.000.000.00 0.00 WIUN RECORDED MAIL TO: City Clerk City of Huntington Beach P.O. Box 190/2000 Main Street Huntington Beach, CA 92648 Fee exempt per Government Code § 6103 SPACE ABOVE THIS LINE FOR RECORDER'S USE Thb downsrK Is moldy for the of the Clty of luMir gton Bosch, ss contempkUd urdor Govarnment Coda Aw-27383 mid fnoe of EASEMENT, CONSTRUCTION AND MAINTENANCE AGREEMENT REGARDING TRACT MAP NO. 1-7801 This Easement And Maintenance Agreement Regarding Tract Map No. 17801 (the "Agreement") is made and entered into on this V ' day of FC-�t5 , 2019, by and between the CITY OF HUNTINGTON BEACH, a California municipal core ration(the"City"), the HUNTINGTON BEACH CITY SCHOOL DISTRICT, a California public school district (the "District") and HB HOMES MANAGEMENT, LLC a California Limited Liability Company ("Declarant"). RECITALS A. As of the date of this Agreement,the District is the owner of youth sports fields on the former LeBard Elementary School Site comprising approximately 6.6 acres, more particularly described in the legal description attached as Exhibits A-1 and A-2, and which will be referred to as the "Recreational Property." B. As of the date of this Agreement,the City is the owner of LeBard Park, consisting of two legal parcels comprising approximately three (3) acres, more particularly described in the legal description attached hereto as Exhibits B-1 and B-2 and,which will be referred to as"LeBard Park." C. As of the date of this Agreement, Declarant is the owner of a parcel purchased from the District comprising 3.2 acres,more particularly described in the legal description attached hereto as Exhibits C-1 and C-2, and which will be referred to as the "Residential Subdivision." D. The City and District have entered into the"Agreement for Acquisition and Escrow Instructions,"dated December 8, 2015, by which the City has agreed to purchase the Recreational Property from the District(the"Acquisition Agreement"). E. On June 10, 2015, the Planning Commission of the City approved the District's application for General Plan Amendment No. 12-002/ Zoning Map Amendment No. 12-001/ 1 18-65741191190/SFF 144 Conditional Use Permit No. 12-039/Tentative Tract Map No, 17801/Mitigated Negative Declaration No. 12-008/Variance No. 2015-001 to allow the development of a 15-lot Residential Subdivision, and City acquisition of the Recreational Property. These approvals shall be referred to as the "Entitlements." Page 3 of Final Tract Map No. 17801 is attached as Exhibit D. F. Tract Map No. 17801 comprises the Residential Subdivision (Lots 1 through 15 and lettered Lots A through C of Tentative Tract Map No. 17801), the Recreational Property and LeBard Park. Upon recordation of Final Tract Map No. 17801, the Recreational Property and LeBard Park will be merged into Lot 16 of Final Tract Map No. 17801. G. Mitigation Measure 18 of the Entitlements provides that: "In compliance with the WQMP [Water Quality Management Plan] for the LeBard Elementary School site, a detention basin and a flow-based vegetated swale shall be incorporated into the design of the proposed project and shown in the Final Tentative Tract Map. All design parameters outlined in the WQMP shall be implemented in the design and construction of the detention basin and flow-based vegetated Swale. All operational requirements such as inspections and maintenance activities established in the WQMP for LeBard Elementary School Site shall be implemented during the operational phase of the proposed project." H. Condition of Approval 6(a)(ii)of the Entitlements provides that prior to recordation of the Final Map for Tract 17801: "The [future] Homeowner's Association (HOA) shall execute a Landscape Maintenance Agreement with the City that the HOA shall be responsible for the continuing maintenance and liability of all landscaping, irrigation, water quality and drainage features associated with the proposed water quality basin (adjacent to the City Park and indicated as Lot "A" on Tract Map 17801). The Agreement shall describe all aspects of maintenance such as removal of trash, debris and silt buildup, removal and replacement of dead/damaged lawn (and any other plantings)resulting from the operation of the basin and any other aspects of maintenance that are warranted by the improvements. The agreement shall state that the HOA shall be responsible for all costs associated with maintenance, repair, replacement, liability, and fees imposed by the City. The Landscape Maintenance Agreement shall be referenced in the CC&R's." 1. The Detention Basin and Flow-Based Vegetated Swale referenced above are depicted on Exhibit D as lettered Lot A and Easement B, respectively. J. Following recordation of Final Tract Map 17801, Declarant shall be required to create a homeowners association("HOA")in compliance with the Davis-Stirling Common Interest Development Act, commencing with California Civil Code Section 4000. The HOA is the successor to and assignee of the rights, and obligations of Declarant under this Agreement, including but not limited to maintaining not only the common areas within the Residential Subdivision, but also the Detention Basin (lettered Lot A of Tract Map 17801, the "Detention Basin") and the Flow-Based Vegetated Swale (Easement B of Tract Map 17801, the "Swale"). 2 18-6574/191190/SFF 145 K. This Agreement sets forth the terms and conditions for the implementation of certain conditions of approval of the Entitlements and the Acquisition Agreement. Compliance of Declarant with the Entitlements and the Acquisition Agreement is in the vital and best interests of City and the welfare of its residents, and in accordance with the public purposes and provisions of applicable federal, state, and local laws and requirements. L. Prior to recordation of Final Map No. 17801, Declarant shall prepare, and the City Engineer shall approve Improvement Plans and Water Quality Management Plans for the completion of certain public and private improvements in connection with the Entitlements. The Improvement Plans are on file in the Office of the City Engineer and are incorporated into this Agreement by this reference. All references in this Agreement to the Improvement Plans include by reference any standard specifications for the construction and installation of improvements as approved by the City Engineer in effect on the date of approval of the Tract 17801 Approvals. M. The Entitlements provide that Declarant shall dedicate to the City a public street easement for Lightbreeze Circle. Prior to dedication, City requires Declarant to install street improvements for Lightbreeze Circle pursuant to the City-approved Improvement Plans. As park of the Improvements Plans, there shall be a landscaped parkway with irrigation lines and other improvements within the public street easement ("Landscaped Parkway"). Tract Map Condition of Approval No. 6(a)(i) requires that the HOA shall irrigate, maintain, repair and replace the Landscaped Parkway, as well as lettered Lots A (the Detention Basin), B and C of Tract 17801, all of which shall be owned by the HOA. Said maintenance shall include but not be limited to removal of trash and debris, removal and replacement of dead/damaged lawn and plantings, and following Best Management Practices for maintenance of the Landscaped Parkway and lettered Lots A, B and C. The HOA shall maintain the Landscaped Parkway and lettered Lots A,B and C in perpetuity. N. The Entitlements, at Condition of Approval 6(a)(ii) of Tract 17801, and Mitigation Condition No. 18, require that the Detention Basin shall be installed on lettered Lot A and the Swale on Easement B of Tract 17801 in compliance with the Improvement Plans and the Water Quality Management Plan. The Detention Basin and Swale shall serve as a landscaped drainage area and water detention basin for Lots 1-15, and lettered Lots B and C. The HOA shall irrigate and maintain the landscaping of the Detention Basin and the Swale consistent with the City Improvement Plans. Said maintenance shall include,but not be limited to,removal of trash,debris and silt buildup,removal and replacement of dead/damage lawn and plantings, and following Best Management Practices for maintenance of the Detention Basin and Swale. The HOA shall maintain the Swale and Detention Basin in perpetuity. O. As Tract Map Condition of Approval Section 6(a)(ii) of the Entitlements require pursuant to this Agreement, Declarant has granted the City an easement across lettered Lot A for public,recreational,open space,park,and other uses appurtenant or incident thereto for the benefit of the Recreational Property, P. As of the date of this Agreement, the District is the owner of the Recreational Property, including Easement B, and Declarant is the owner of lettered Lot A,as depicted on Tract 17801. The Entitlements require that Declarant construct, and the HOA maintain the Swale and the Detention Basin in compliance with the Improvement Plans and the Water Quality Management Plan (the "WQMP"), which are on file in the Office of the City Engineer and are 3 18-6574/191190/SFF 146 incorporated into the Agreement by this reference. Pursuant to the Entitlements, the City grants Declarant, and its successor,the HOA, a drainage easement over Easement B. Q. Pursuant to the Acquisition Agreement,Declarant shall construct on the Residential Parcel, the Recreational Property and LeBard Park the following improvements: (1) Public Right-of-Way Improvements: (a) Grading and construction of street improvements to Craimer Lane and Warwick Drive adjacent to the Residential and Recreational Properties. Improvements to half section of a portion of Craimer Lane and Warwick Drive to include the curb and gutter which will be removed and replaced. These improvements include the entry returns, sewer and water laterals for the Residential Property and a new driveway into the City Park parking lot, sewer and water laterals and new landscaped parkways with curb separated sidewalks 0.4 acres). Installation of"under walk drains" on Cynthia Drive. (2) Recreational Property Improvements: (a) Construction of proposed landscape planter and water quality basin(0.5 acres) on the Residential Subdivision; (b) Construction of restroom/concession/storage building(1,500 sf) (the "Multi- Purpose Building") in support of use of sports fields on Recreational Property; (c) Construction of paved area surrounding the Multi-Purpose Building (+/- 2,500 sf) on Recreational Property; (d) Construction of a portion of proposed parking lot (+/- 450 sf) on Recreational Property; (e) Construction of proposed drainage swale (+/- 0.3 acres) on Recreational Property; (f) Relocation of bullpen(+/- 1,000 sf) on Recreational Property; (g) Construction of a portion of water quality basin and swale(+/- 350 sf) on Recreational Property; and, (h) Replacement and upgrade of the existing walkways within the sport field areas to ADA accessible walkways and the relocation of bleachers (+/- 0 5 acres) on Recreational Property ONLY during the August through February off-season for the Sea View Little League when the sports fields are not being used. 4 18-6574/191190/SFF 147 (3 ) LeBard Park Improvements: (a) The existing LeBard Park parking lot will be removed,replaced and restriped to provide the appropriate ADA accessible parking spaces and to surface drain to the water quality basin being constructed by the Residential Buyer in accordance with Paragraph (1)(a) above (+/- 0.4 acres); (b) Grading and construction of ADA walkways and landscape improvements to the existing LeBard Park (+/- 0.4 acres): and, (c) Grading and construction of a water quality basin and swale to treat run-off from the LeBard Park parking lot (+/- 0.1 acres). NOW, THEREFORE, in consideration of the above Recitals, which are incorporated herein by this reference, and of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. Purpose. The purpose of this Agreement is as follows: a. To require that Declarant constructs pursuant to the Improvement Plans on file with the City,the Detention Basin and the Swale prior to issuance of the first grading permit for the Residential Subdivision. b. To require that Declarant construct, pursuant to the approved Improvement Plans on file with the City, the Public Right-of-Way Improvements, the Recreational Property Improvements and the LeBard Park Improvements identified in Recital Q prior to construction of any residential unit of the Residential Subdivision. C. To require that Declarant, and its successor in interest, the HOA, irrigates, maintains, repairs and replaces the Detention Basin, the Swale, and the Landscaped Parkway in perpetuity. d. To require that Declarant grant the City an easement across lettered Lot A of Tract Map 17801 for public, recreational, open space, park, and other uses appurtenant or incident thereto for the benefit of the Recreational Property. e. To require City grant Declarant, and its successor, HOA, Easement B across the Recreational Property, as depicted on Final Tract Map No. 17801. f. To allow merger of the Recreational Property and LeBard Park into a single Lot 16 upon recordation of Final Tract Map No. 17801. Upon recordation of Final Tract Map No. 17801,the City and the District will take joint title to Lot 16. The Acquisition Agreement provides that escrow will close on the conveyance of the Recreational Property to the City upon (i) Declarant completing installation of the Public Right-of-Way Improvements, the Recreational Property Improvements and the LeBard Park Improvements, and (ii) prior to 5 18-6574/191190/SFF 148 Declarant obtaining issuance of the first building permit for any residential unit of the Residential Subdivision. Consequently, upon the Declarant completing said Improvements, escrow on the Acquisition Agreement shall close and the School District shall convey to the City exclusive title to Lot 16 of Final Tract Map No. 17801. g. To require that Declarant provide certain disclosures to first time homebuyers in the Residential Subdivision, and that the HOA provide the same disclosures to all subsequent homebuyers. 2. Definitions. a. "Detention Basin" shall mean lettered Lot A of Tract Map 17801. b. "Improvement Plans" shall mean the City-approved plans on file with the Department of Public Works, including but not limited to, the Water Quality Management Plan, the Landscape Improvement Plans, the Sewer and Water Improvement Plans, the Baseball Facility Plan, the LeBard Park Parking Lot Improvement Plan, and Street Improvement Plans. C. "Land" shall mean collectively lettered Lots A through C of Tract Map 17801 (which includes the Detention Basin as letter Lot A),the Landscaped Parkway, and the Swale. d. "Landscaped Parkway" shall mean the landscaped and irrigated area abutting the sidewalk and street improvements for Lightbreeze Circle. The approved Improvement Plans for the Landscaped Parkway are on file with the City Department of Public Works. e. "Swale" shall mean the Flow-Based Vegetated Swale required under the Entitlements and comprising Easement B of Tract Map 17801. 3. Installation and Completion of Detention Basin Swale and Improvements Required Under Acquisition Agreement. In accordance with the Improvement Plans on file with the City, Declarant shall install the Improvements as follows: a. The Detention Basin and the Swale shall be constructed, accepted by the City, and secured by a one-year guaranty and warranty bond prior to issuance of the first grading permit for the Residential Subdivision. b. The Public Right-of-Way Improvements,the Recreational Property Improvements and the LeBard Park Improvements identified in Recital Q shall be constructed, accepted by the City, and secured by a one-year guaranty and warranty bond prior to issuance of the first building permit for any residential unit of the Residential Subdivision, 4. Maintenance of the Land. Declarant agrees on behalf of itself and the HOA, to maintain the Landscaped Parkway, lettered lots A, B, and C, the Swale and the Detention Basin 6 18-6574/191190/SFF 149 (collectively, the "Land") at its sole cost and expense in perpetuity. The Maintenance Standards for the Land shall include, but not be limited to: a. All Land shall be maintained in good and satisfactory condition, and in accordance with the applicable approved Improvement Plans and approved Water Quality Management Plan on file with the Public Works Department of the City. b. All Land shall be fertilized,cultivated,edged,and mowed regularly(at least bi-weekly). C. Dead or damaged lawn shall be reseeded or replaced with sod. d. General planting and trimming or other corrective gardening as needed to maintain a healthy and natural appearance of the Land shall be performed, including to ensure road visibility and irrigation coverage. e. The Land shall be free from weeds, debris and harmful insects at all times. Grass and plants shall be sprayed with both insecticides and herbicides as necessary. f. All trash, debris and silt buildup shall be removed from the Land on a weekly interval. g. The Land shall be kept in a clean, safe and attractive condition, taking into consideration normal growth of the landscape materials and a continuation of the aesthetic quality of the area. h. All gardening and maintenance performed on the Land shall conform to the best maintenance practices and to the Arboricultural and Landscape Standards Specification issued by the City's Department of Public Works. i. In all cases, the Detention Basin and the Swale shall be maintained in compliance with the applicable approved Water Quality Management Plan. j. The Detention Basin and Swale shall be cleaned and maintained to ensure they function to filter solids from water run-off. k. No changes, modifications or alterations may be made to any of the Land contrary to the Improvement Plans without the prior written consent of City. 7 18-6574/191190/SFF 150 1. In the event any damage is caused to any of the Land as a result of age, normal wear, theft, vandalism or destruction by natural occurrence, Declarant and HOA agree to repair same at their own expense. All repairs and replacement of amenities or finished surfaces such as repairing broken, cracked or lifted hard surfacing, shall be with the same materials and colors as originally approved and installed. All building permits, business licenses and other applicable permits and licenses shall be secured and paid for by Declarant or HOA. All repairs or replacement shall be completed promptly after receipt of written notice to repair by the City, and in any event within thirty business days after such notice. 5. Grant to City of Easement over the Detention Basin(lettered Lot A). Declarant and HOA hereby grant the City an easement for public, recreational, open space and park purposes, over and across lettered Lot A of Final Tract Map No. 17801. 6. Grant to Declarant and HOA of Drainage Easement over the Swale (Easement B). The City hereby grants Declarant and the HOA a drainage easement over and across "Easement B" depicted on Final Tract Map No. 17801, more particularly described in the legal description 7. Mechanics' Lien. Declarant and HOA agree not to suffer any mechanics' lien(s) to be filed against the City by reason of any work, labor, services or material performed at or furnished to the Swale. 8. Term. The term of this Agreement shall be perpetual. 9. Applicable Law. Declarant and HOA shall,at their sole cost and expense,faithfully observe in the use,maintenance and occupation of the land subject to this Agreement all municipal ordinances, and all state and federal statutes now in force and which may hereafter be in force, and shall fully comply, at its sole expense, with all regulations, orders, and other requirements issued or made pursuant to any such ordinances and statutes. All building permits, business licenses and other applicable permits and licenses shall be secured and paid for by Declarant and HOA. 10. Utilities. Declarant and HOA shall bear the expense of irrigation water, electricity and any other utility necessary to the maintenance of the Landscaped Parkway,the Detention Basin and the Swale pursuant to this Agreement. Declarant and HOA shall be solely responsible for using such utilities in a safe and hazard-less manner, complying in all respects with applicable codes and ordinances. 11. Covenants to Run With Land. All covenants in this Agreement shall pertain to and run with the land for the benefit of the City and its real property,the Recreational Property,LeBard Park, and ultimately Lot 16 when Final Tract Map No. 17801 is recorded. 12. City Maintenance of Land. If Property Owner fails to meet the standard of maintenance necessary to keep the Land in a healthy condition, City will give written notice of the deficiency to Declarant and HOA who shall have 30 days to make the necessary correction. If the correction is not made within 30 days, City may elect to take the steps necessary to assure that the Land is maintained and cared for. To do this, City shall serve a notice of its intent to enter the 8 18-6574/191190/SFF 151 Land for this purpose. City shall either personally serve the notice upon Declarant and HOA or mail a copy of it by certified mail to Declarant's and HOA's last known address, or as shown on the tax rolls, at least 15 days in advance of the date when it intends to enter the Land. 13. Maintenance Costs as Lien.If City incurs costs in restoring or maintaining the Land after following the procedure set forth in Section 11 above, City shall make demand upon Declarant and HOA for payment. If Declarant and HOA fail to pay the costs incurred by City within 30 days of the date demand is made, City may make the costs a lien upon the described real property by recording a notice that it has incurred expenses under the terms of this Agreement with the County Recorder of County. The notice shall state the fact that City has incurred the costs under the terms of this Agreement and shall state the amount,together with the fact that it is unpaid and draws interest at the rate of seven percent(7%)per year until paid. For this purpose, City may enter on the Land and perform such work as it considers reasonably necessary and proper to restore and maintain the landscaping. City may act either through its own employees or through an independent contractor. 14. Additional Remedies. City may, as an alternative to the lien procedure set forth above in Section 13, bring a legal action to collect the sums due as the result of the making of expenditures for restoration and maintenance of the Land. 15. Workers' Compensation Insurance. Pursuant to California Labor Code Section 1861, Declarant and HOA acknowledge awareness of Section 3700 et seq. of said Code, which requires every employer to be insured against liability for workers' compensation. Declarant and HOA covenant that they will comply with such provisions prior to commencing performance of the work hereunder. Declarant and HOA shall maintain such Workers' Compensation Insurance in an amount of not less than One Hundred Thousand Dollars ($100,000) bodily injury by accident, each occurrence, One Hundred Thousand Dollars ($100,000) bodily injury by disease, each employee, and Two Hundred Fifty Thousand Dollars ($250,000) bodily injury by disease, policy limit, at all times incident hereto,in forms and underwritten by insurance companies reasonably satisfactory to City. Declarant and HOA shall require all subcontractors to provide such workers' compensation insurance for all of the subcontractors' employees. Upon reasonable notice, City may increase the insurance limits to account for inflation over time. 16. Insurance. In addition to the Workers' Compensation Insurance and the covenant of Declarant and HOA to indemnify City, Declarant and HOA shall obtain and furnish to City, a policy of commercial general liability insurance, including motor vehicle coverage, covering all activities to be undertaken by Declarant and HOA concerning the Land. Said policy shall indemnify Declarant and HOA,their officers,agents and employees,while acting within the scope of their duties, against any and all claims of liability arising out of or in connection with all activities to be undertaken by Declarant and HOA concerning the Land,and shall provide coverage in not less than the following amounts: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of$2,000,000 per occurrence. If coverage is provided under a form which includes a designated general 9 18-6574/191190/SFF 152 aggregate limit, the aggregate limit must be no less than $2,000,000. Said policy shall name City and its respective officers, and employees as Additional Insureds, and shall specifically provide that any other insurance which may be applicable to all activities to be undertaken by Declarant and HOA concerning the Land shall be deemed excess coverage and that the insurance of Declarant and HOA shall be primary. Upon reasonable notice, City may increase the insurance limits to account for inflation over time. 17. Certificates of Insurance• Additional Insured Endorsements. At all times,Declarant and HOA shall furnish to City certificates of insurance, subject to approval of the City Attorney, evidencing the foregoing insurance coverages as required by this Agreement; said certificates shall: a. provide the name and policy number of each carrier and policy; and b. shall state that the policy is currently in force; and C. shall promise to provide that such policies will not be canceled or modified without thirty (30) days' prior written notice to City. The requirement for carrying the foregoing insurance coverages shall not derogate from the duty of Declarant and HOA to indemnify City under this Agreement. City or its representative shall at all times have the right to demand the original or a copy of all said policies of insurance. Declarant and HOA shall pay, in a prompt and timely manner, the premiums on all insurance hereinabove required. 18. Indemnification and Hold Harmless. Declarant and HOA hereby agree to protect, defend, indemnify and hold and save harmless City, and its respective officers and employees against any and all liability, claims, judgments, costs and demands, however caused, including those resulting from death or injury to Declarant's and HOA's employees and damage to Declarant's and HOA's property,arising directly or indirectly out of the activities to be undertaken by Declarant and HOA pursuant to this Agreement caused in whole or in part by any negligent act or omission of Declarant, the HOA, and their contractors, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence except where caused by the active negligence, sole negligence or willful misconduct of City. Declarant and HOA will conduct all defense at their sole cost and expense. 19. Rules and Regulations. Declarant and HOA agree to obey and observe (and cause their officers, employees, contractors, invitees and all others doing business with Declarant and HOA to obey and observe) all rules and regulations of general applicability regarding the Land as may be established by City at any time and from time to time during the term of this Agreement. 20. Disclosures to Homebuyers Within Residential Subdivision. Declarant shall provide the following disclosure to first time buyers of homes in the Residential Subdivision, and that the HOA and individual home seller shall provide the same disclosure to all subsequent home buyers: a. The buyer is aware that they are purchasing a home adjacent to sports/baseball fields and may be subject to errant fly balls on their property. b. Lightbreeze Circle is a public street, and available for public on-street parking. 10 18-6574/191190/SFF 153 C. Lots 1 through 6 abutting single-family homes on Crailet Drive shall maintain 20- foot rear yard setback. 21. Notices. Any notice or special instruments required to be given in writing under this Agreement shall be given either by personal delivery to Declarant (as designed herein) or to City as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, return receipt requested and depositing the same in the United States Postal Service, addressed as follows: To City: To Declarant: Director of Public Works HB Homes Management, LLC City of Huntington Beach 9140 Trask Avenue, Suite 202 2000 Main Street Garden Grove, CA 92844 Huntington Beach CA 9264 38 Arbusto To District: Irvine, CA 92606 Assistant Superintendent, Administrative Services Huntington Beach City School District 8750 Dorsett Drive, Huntington Beach, CA 92646 22. Captions and Terms. The captions and section numbers appearing in the Agreement are for convenience only and are not a part of the Agreement and do not in any way limit, amplify, define, construe or describe the scope of intent of the terms and provisions of this Agreement, or in any way affect this Agreement. 23. Recordation. This agreement shall be recorded with the County Recorder of Orange County, California. 24. No Third Party Benefit. This Agreement is made and entered into for the sole benefit and protection of the parties hereto, and the parties do not intend to create any rights or benefits under this Agreement for any person who is not a party to this Agreement, except for any permitted assignees. 25. Entirety. The foregoing, and the attachments hereto, set forth the entire Agreement between the parties. 26. Amendments. The terms of this Agreement may only be modified or amended by an instrument in writing executed by each of the parties hereto; provided, however, the City Manager shall have the authority to issue interpretations, waive provisions and enter into 11 18-6574/191190/SFF 154 amendments of this Agreement on behalf of City so long as such actions do not substantially change the uses or development permitted on the Land. 27. Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California without regard to conflict of law principles. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement, all Parties having been represented by counsel in the negotiation and preparation hereof. 28. Time of Essence. Time is of the essence in the performance of the provisions of this Agreement as to which time is an element. 29. Attorney's Fees: In connection with any matters or litigation arising under this Agreement, each party shall bear its own attorney's fees. 30. Covenants Run With Land. The covenants in this Agreement pertain to and run with the real property described above. This Agreement binds the successors in interest of each of the parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized offices the day, month and year first above written. 12 18-6574/191190/SFF 155 HUNTINGTON BEACH CITY SCHOOL CITY OF HUNTINGTON BEACH, DISTRICT, a California public school district: a California municipal corporation Greg aul uperintendent Mayor Erik Peterson S Jon A Archibald s ant Superintendent, Administrative City Clerk Robin Estanislau Services INITIATED AND APPROVED: r ----` HB HOMES MANAGEMENT, LLC, (Director of PiMich7orks, Travis Hopkins a California Limited Liability Company REVIEWED AND APPROVED: By Its Ci an ger Fred Wilson APPROVE TO FORM: By Its ty Attorney Michael E. Gates Al COUNTERPART ARC' 13 18-6574/191190/SFF 156 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of Califor a ) County of �1CLit�G,�- On before me T � , Date Here Insert Name and Ttle of the Officer personally appeared Ey( /4L/r� 47v,) � Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(!�_)whose name(�Ois re subscribed to the within instrument and acknowledged to me that he/she/ ee executed the same in 4W_he ei authorized capacity(ries nd that by d �i 'er signaturqg)on the instrument the persoe& or the entity upon behalf of which the persorcted, 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 y hand an official seal. dn P.L.ESPARZA Notary Public-California z Signature gZT_ orange County Signature of Notary blic Commission#2204197 My Comm.Expires Aug 4,2021 Place Notary Seal Above 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. Erb-- �O,US'�Lu.c�D.i� r4-.U� f'�i4-ir✓Z�Jr�n�G4' Description of Attached Doc ment Title or Type of Document: - rri rr 0,2. 7-17POI Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Corporate Officer — Title(s): ❑Corporate Officer — Title(s): ❑ Partner — ❑Limited ❑General ❑ Partner — ❑ Limited O General El Individual ❑Attorney in Fact ❑ Individual ❑Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee ❑ Guardian or Conservator ❑Other: ❑ Other: Signer Is Representing: Signer Is Representing: 02014 National Notary Association -www.Nationa[Notary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 157 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ACKNOWLEDGMENT STATE OF CALIFORNIA ) ) ss COUNTY OF ORANGE ) On March 7, 2019 before me, Donna M. Switzer, Notary Public, personally appeared Robin Estanislau and Erik Peterson who proved to me on the basis of satisfactory evidence to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, 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. DONNA M_SWITZER_ WITNESS my hand and official seal. E COMMISSION#2130243 -—Q Notary Public-California c ORANGE COUNTY ^ MyCarvn EaprresOcl15.20i9 0 (Seal) (Notary Signature) 158 HUNTINGI"ON BEACH CITY SCHOOL CITY OF HUNTINGTON BEACH, DISTRICT, a California public school district: a California municipal corporation Gregg Haulk, Superintendent Mayor Jon M. Archibald Assistant Superintendent, Administrative City Clerk Services INITIATED AND APPROVED: HB HOMES MANAGEMENT,LLC, Director of PubficXVorks a California Limited Liability Company REVIEWED AND APPROVED: Its 'DAy t (� N City Manager - ^ APPROVED- TO FORM: By ' f Its ty Attorney '40UNTERPART 13 18-6574/191190/SFF 159 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 xllt< A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of California County of OMWAIE On mkch I�) &I Q before me, I N(AIIEN C�QTAM PU8LJ,C Date Here Insert Name and Title of the Officer personally appeared ^ DhVYID N&NEN Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be th erson(s) whose name(s&are le. bscribed to the within instrument and ackno dged to me that 7he she/they/they executed the same in re S�� (hier/their authorized capacity(jes),and thatMher/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. HAF --'I I T. NGUYEN WITNESS my hand an official seal. COMM.#222901 OTARY PUBLIC-CALI4FORPJA MY RANGE COUNTY COMOM.ExP.%c,10,2021 Signature— Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can dater alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: _0 Corporate Officer — Title(s): Cl Corporate Officer — Title(s): D Partner — 0 Limited El General 0 Partner — El Limited El General Individual D Attorney in Fact 0 Individual 0 Attorney in Fact •Trustee 0 Guardian or Conservator El Trustee ED Guardian or Conservator •Other: El Other: Signer Is Representing: Signer Is Representing: 02016 National Notary Association - www.NationalNotary.org- 1-800-US NOTARY(1-800-876-6827) Item#5907 160 EXHIBIT "A-1" LEGAL DESCRIPTION OF RECREATIONAL PROPERTY THAT PORTION OF THE WEST ONE-HALF OF SECTION 8, TOWNSHIP 6 SOUTH, RANGE 10 WEST, IN THE RANCHO LAS BOLSAS, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF LOT 66,TRACT 5128, AS SHOWN IN BOOK 211 OF MISCELLANEOUS MAPS, PAGES 23 THROUGH 26, INCLUSIVE, RECORDS OF ORANGE COUNTY, SAID POINT ALSO BEING ON THE SOUTH LINE OF THE NORTHWEST ONE-QUARTER OF SAID SECTION 8; THENCE NORTH 00020'44" EAST,ALONG THE EAST LINE OF SAID TRACT 5128, A DISTANCE OF 376.62 FEET TO THE SOUTHERLY RIGHT-OF-WAY OF CRAILET DRIVE, HAVING A HALF WIDTH OF 30.00 FEET; THENCE SOUTH 89°41'12" EAST, ALONG SAID RIGHT-OF-WAY, A DISTANCE OF 15.00 FEET TO THE NORTHWEST CORNER OF LOT 61 OF SAID TRACT 5128; THENCE SOUTH 00'20'44"WEST, ALONG THE WEST LINE OF SAID LOT 61, A DISTANCE OF 110.00 FEET TO THE SOUTHWEST CORNER OF SAID LOT 61; THENCE NORTH 88°22'19" EAST, ALONG THE SOUTHERLY LINE OF LOTS 61 AND 60 OF SAID TRACT 5128,A DISTANCE OF 128.75 FEET TO THE SOUTHEAST CORNER OF SAID LOT 60; THENCE NORTH 83046'04" EAST, ALONG THE SOUTHERLY LINE OF LOTS 59 AND 58 OF SAID TRACT 5128, A DISTANCE OF 129.40 FEET TO THE SOUTHEAST CORNER OF SAID LOT 58; THENCE NORTH 79008'11" EAST, ALONG THE SOUTHERLY LINE OF LOTS 57 AND 56 OF SAID TRACT 5128, A DISTANCE OF 66.31 FEET TO A POINT IN THE SOUTHERLY LINE OF SAID LOT 56; THENCE SOUTH 00*13'46"WEST, A DISTANCE OF 336.03 FEET; THENCE SOUTH 49010'20"WEST, A DISTANCE OF 10.62 FEET;THENCE SOUTH 00008'52" WEST, A DISTANCE OF 26.61 FEET; THENCE NORTH 89056'48" EAST A DISTANCE OF 48.67 FEET; THENCE SOUTH 55°35'10" EAST, A DISTANCE OF 11.60 FEET; THENCE SOUTH 89-51-08" EAST, A DISTANCE OF 154.67 FEET; THENCE NORTH 60°57'47" EAST, A DISTANCE OF 10.25 FEET; THENCE SOUTH 89048'21" EAST, A DISTANCE OF 77.21 FEET; THENCE NORTH 23-22'18" EAST, A DISTANCE OF 50.91 FEET; THENCE NORTH 60021'16"WEST,A DISTANCE OF 12.65 FEET; THENCE NORTH 00021'30"WEST, A DISTANCE OF 102.57 FEET; THENCE NORTH 49°23'09" EAST,A DISTANCE OF 32.27 FEET; THENCE NORTH 71°51'3.7" EAST,A DISTANCE OF 68.43 FEET; THENCE SOUTH 89049'53" EAST, A DISTANCE OF 9.17 FEET; THENCE SOUTH 00-30-39"WEST, A DISTANCE OF 129.22 FEET TO A POINT ON THE SOUTH LINE OF SAID NORTHWEST ONE-QUARTER OF SAID SECTION 8; THENCE SOUTH 89°30'00" EAST,ALONG SAID SOUTH LINE,A DISTANCE OF 29.74 FEET;THENCE SOUTH 00-20'32"WEST, A DISTANCE OF 242.06 FEET TO THE NORTH RIGHT-OF-WAY OF CYNTHIA DRIVE, HAVING A HALF WIDTH OF 25.00 FEET; THENCE NORTH 89029'35"WEST, ALONG SAID RIGHT-OF-WAY, A DISTANCE OF 764.45 FEET TO THE SOUTHEAST CORNER OF LOT 13, TRACT 6003; AS SHOWN IN BOOK 220 OF MISCELLANEOUS MAPS, PAGES 49 AND 50, RECORDS OF ORANGE COUNTY;THENCE NORTH 00919'03" EAST, ALONG THE EAST LINE OF SAID TRACT 6003, A DISTANCE OF 241.97 FEET TO THE POINT OF BEGINNING. CONTAINING APPROXIMATELY 6.18 ACRES REFER TO EXHIBIT"A-2"ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF �p,ND SU THIS LEGAL DESCRIPTION WAS PREPARED BY ME UVq,Q�t��o � 7a * EXP.12/31/19 �¢ (N No. 8244 �Q DAVID B. WARREN, LS 8244 DATE �'T 6 OF CAL�FO 161 EXHIBIT "A-2" , SCALE:1"=120' — - S89°41'12"E 15.00' ��!��o \�� �� ``� Tit cm C14 co N88°22'19"E i N83°46'04"E 6631 228.75' 129.40' V M'oeM 0 @9'-:3 S8904953"E 9.17' g N71°51'37"E 68.43' �- - N49°23'09"E 32.27' w THE SOUTH LINE OF THE NW 114 0 o OF SECTION 8,T6S,R10W,SBM o 3;o c3i cv C= ° � Cn N P.O.B. N o O r O 84901020"W 10.62' N60°21'16"W 12.65' S00°08'52wW 26.61' N23°22"18"E �,� S89°51'08"E 154.67' - S89°48'21°E 50.91, o N N89056'48"E 48.67' 77.21' ��w S55°35'10"E 11.60' N60°5747"E 10.26 N ® O C E9 o N O CD N N89°29'35"W 764A5' CYNTHIA DRIVE CONTAINING APPROXIMATELY 6.18 ACRES NND THIS PLAT WAS PREPARED BY ME Uo�O�' w, �0 EXP:12/31/19 Lo NO.8244 OR CALF DAVID B.WARREN,LS 8244 DATE 162 EXHIBIT "B-1" LEGAL DESCRIPTION OF LEBARD PARK THAT PORTION OF THE WEST ONE-HALF OF SECTION 8, TOWNSHIP 6 SOUTH, RANGE 10 WEST, IN THE RANCHO LAS BOLSAS, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF LOT 69, TRACT 6003, AS SHOWN IN BOOK 220 OF MISCELLANEOUS MAPS; PAGES 49 AND 50, RECORDS OF ORANGE COUNTY, SAID POINT ALSO BEING ON THE NORTHWESTERLY LINE OF THE SOUTHERN CALIFORNIA EDISON RIGHT-OF- WAY; THENCE NORTH 14015'40" EAST, ALONG SAID RIGHT-OF-WAY, A DISTANCE OF 380.97 FEET TO THE SOUTHEASTERLY CORNER OF LOT 26, TRACT 5192,AS SHOWN IN BOOK 218 OF MISCELLANEOUS MAPS, PAGES 41 THROUGH 44, INCLUSIVE; RECORDS OF ORANGE COUNTY; THENCE NORTH 75036'29"WEST, A DISTANCE OF 53.37 FEET; THENCE NORTH 67037'17"WEST, A DISTANCE OF 48.46 BEET TO A POINT ON THE SOUTHEASTERLY RIGHT-OF-WAY OF WARWICK DRIVE AND RAVENWOOD LANE, SAID POINT BEING THE BEGINNING OF A NON- TANGENT CURVE CONCAVE TO THE NORTHWEST AND HAVING A RADIUS OF 70.00 FEET, A RADIAL LINE FROM SAID POINT BEARS NORTH 47'55'29"WEST; THENCE SOUTHWESTERLY ALONG SAID CURVE AND RIGHT-OF-WAY,AN ARC DISTANCE OF 71.03 FEET, THROUGH A CENTRAL ANGLE OF 58°08'16"; THENCE NORTH 79047'13"WEST, ALONG SAID RIGHT-OF-WAY,A DISTANCE OF 50:00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE SOUTH AND HAVING A RADIUS OF 40.00 FEET; THENCE WESTERLY ALONG SAID CURVE, AN ARC DISTANCE OF 6.77 FEET, THROUGH A CENTRAL ANGLE OF 9-42-08"TO A POINT ON THE SOUTHERLY RIGHT-OF-WAY OF WARWICK DRIVE, HAVING A HALF WIDTH OF 30,00 FEET; THENCE NORTH 89029'21"WEST, ALONG SAID RIGHT-OF-WAY, A DISTANCE OF 112.25 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE NORTHEAST AND HAVING A RADIUS OF 80.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE, AN ARC DISTANCE OF 125.66 FEET, THROUGH A CENTRAL ANGLE OF 90°00'00"TO A POINT OF CUSP, SAID POINT BEING ON THE WESTERLY RIGHT-OF-WAY OF CRAIMER LANE, HAVING A HALF WIDTH OF 30.00 FEET; THENCE SOUTH 00030-39"WEST, A DISTANCE OF 200.32 FEET TO THE SOUTHERLY LINE OF THE NORTHWEST ONE-QUARTER OF SAID SECTION 8;THENCE SOUTH 89°30'00" EAST,ALONG SAID NORTH LINE,A DISTANCE OF 29.74 FEET;THENCE SOUTH 00020'32"WEST, A DISTANCE OF 242.06 FEET TO THE NORTHERLY RIGHT-OF-WAY OF CYNTHIA DRIVE, HAVING A HALF WIDTH OF 25.00 FEET;THENCE SOUTH 89029'35" EAST,ALONG SAID RIGHT-OF-WAY,A DISTANCE OF 89.44 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE SOUTHWEST AND HAVING A RADIUS OF 80.00 FEET;THENCE SOUTHEASTERLY ALONG SAID CURVE AND RIGHT-OF-WAY, AN ARC DISTANCE OF 65.02 FEET,THROUGH A CENTRAL ANGLE OF 46034'03"TO THE NORTHWEST CORNER OF SAID LOT 69; THENCE SOUTH 89029'35" EAST, ALONG THE NORTH LINE OF SAID LOT 69,A DISTANCE OF 140.68 FEET TO THE POINT OF BEGINNING. CONTAINING APPROXIMATELY 3.01 ACRES REFER TO EXHIBIT"B-2"ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF ND V THIS LEGAL DESCRIPTION WAS PREPARED BY ME g.WgR�L�� o � a � ),+ I {� EXP.12131/19 y¢ No. 8244 DAVID B. WARREN, LS 8244 DATE � Op Cpl.\FOQ- 163 EXHIBIT 1113o211 IN 7r ALI 301 O'CURVE TABLE J CURVE RADIUS DELTA LENGTH TANGENT Cl 70.00' 51100816" 71.03' 38.91' 30'! > A 02 40.00' 9°42'08° 6.77' 3.39' C3 80.00' 90°00'00" 125.86' 80.00' C4 1 80.00' 46°903" 65.02' 1 34.43' `�,__ _ WARWICK DRIVE N8902921'W C2 112.25' o N 79°47'13"W 50.00' o N 67037'17"W 48A6' y S89030'00"E 29.74' N 75036'29"W 53.37' ------------------------ --------- --- -- ---------------- THE SOUTH LINE OF THE NW 114 OF SECTION 8,T6S,R10W,SBM Ld o ti r N 2 0 0 to `a P.O.B. N S8902935"E 89.44' 589°29'35"E 140.68' CYNTHIA DRIVE-----,, CONTAINING APPROXIMATELY 3.01 ACRES MCT NO.6003 MA 220 69-50 - THIS PLAT WAS PREPARED BY ME 1.PND EXP.12/31119 b 2ZA Z No.8244 DAVID B.WARREN,LS 8244 DATE 9 OF GAL�F4� 164 EXHIBIT "C-1" LEGAL DESCRIPTION OF RESIDENTIAL PROPERTY THAT PORTION OF THE WEST ONE-HALF OF SECTION 8, TOWNSHIP 6 SOUTH, RANGE 10 WEST, IN THE RANCHO LAS BOLSAS, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF LOT 67, TRACT 5128, AS SHOWN IN BOOK 211 OF MISCELLANEOUS MAPS, PAGES 23 THROUGH 26, INCLUSIVE, RECORDS OF ORANGE COUNTY; THENCE NORTH 79008'11" EAST,ALONG THE SOUTHERLY LINE OF LOTS 57 AND 56 OF SAID TRACT 5128, A DISTANCE OF 66.31 FEET TO A POINT IN THE SOUTHERLY LINE OF SAID LOT 56, SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING; THENCE SOUTH 00013'46" WEST,A DISTANCE OF 336.03 FEET; THENCE SOUTH 49°10'20"WEST,A DISTANCE OF 10.62 FEET; THENCE SOUTH 00°08'52"WEST, A DISTANCE OF 26.61 FEET;THENCE NORTH 89°56'48" EAST A DISTANCE OF 48.67 FEET; THENCE SOUTH 55035'10" EAST, A DISTANCE OF 11.60 FEET; THENCE SOUTH 89051'08" EAST, A DISTANCE OF 154.67 FEET; THENCE NORTH 60'57'47"EAST, A DISTANCE OF 10.25 FEET;THENCE SOUTH 89"48'21" EAST,A DISTANCE OF 77.21 FEET; THENCE NORTH 23022'18" EAST, A DISTANCE OF 50.91 FEET; THENCE NORTH 60021'16"WEST,A DISTANCE OF 12.65 FEET; THENCE NORTH 00021'30"WEST, A DISTANCE OF 102.57 FEET; THENCE 49023'09" EAST, A DISTANCE OF 32.27 FEET; THENCE NORTH 71°51'37" EAST, A DISTANCE OF 68.43 FEET; THENCE SOUTH 89'49'53" EAST, A DISTANCE OF 9.17 FEET; THENCE NORTH 00030'39" EAST, A DISTANCE OF 76.10 FEET TO A POINT ON THE WESTERLY RIGHT-OF- WAY OF CRAILET LANE, HAVING A HALF WIDTH OF 30.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE TO THE EAST AND HAVING A RADIUS OF 820.00 FEET; THENCE NORTHERLY ALONG SAID CURVE AND RIGHT-OF-WAY, AN ARC DISTANCE OF 214.10 FEET, THROUGH A CENTRAL ANGLE OF 14057'36"TO THE SOUTHEAST CORNER OF LOT 50 OF SAID TRACT 5128, A RADIAL LINE FROM SAID POINT BEARS SOUTH 74031'44" EAST; THENCE SOUTH 77047'56"WEST ALONG THE SOUTHERLY LINE OF LOTS 50 AND 51 OF SAID TRACT 5128, A DISTANCE OF 122.81 FEET TO THE SOUTHWEST CORNER OF SAID LOT 51; THENCE SOUTH 71°08'48"WEST, ALONG THE SOUTHERLY LINE OF LOTS 52 AND 53 OF SAID TRACT 5128,A DISTANCE OF 127.38 FEET TO THE SOUTHWEST CORNER OF SAID LOT 53; THENCE SOUTH 74-30-17"WEST, ALONG THE SOUTHERLY LINE OF LOTS 54 AND 55, A DISTANCE OF 129.41 FEET TO THE SOUTHWEST CORNER OF SAID LOT 55; THENCE SOUTH 79'08'11"WEST, ALONG THE SOUTHERLY LINE OF LOT 56 OF SAID TRACT 5128, A DISTANCE OF 63.09 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING APPROXIMATELY 3.53 ACRES REFER TO EXHIBIT"C-2"ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF THIS LEGAL DESCRIPTION WAS PREPARED BY ME pLPND S(� Wq,Q�LSO �.— EXP.12/31/19 DAVID B.WARREN, LS 8244 DATE cA� No 8244 \Q OF CA�`�04� 165 EXHIBIT "C-211 SCALE:1"-120' a2 — - - --- - �-W-CRpJ1.ET �r °�° ���M '`, �� �1 s7T'��56� \ � � � SZ 36 �gigi i i � ��, �a of �� 1�� ° '11"�'1 1�1 R-820.0V I!Y ' 9 ° '11 gA1' A-14°57'36" lW --- 6`ll 60 i 79 0 12 i '11 6 Og L=214.10' T--107.66' B.O.P. P.O.0 T . . V --- 30'i 1 N00°30'39"E 76.10' M S89049'53"E 9,17' N71051'37"E 68.43' �- ��' M N4902Y,090E 3.2.27' THE SOUTH LINE OF THE NW 114 0 OF SECTION 8,T6S,R10W,SBM CD N o 4 � O S49010'20"W 10.62' N60°21'16"41' �Q l� S00008'52"W 26.61' S89°51'08"E 154.67' S8N23022'18"E 50.91 N89°5648"E 48.67' S55°35'10"E 11.60' E 10.25' �P N - CYNTHIA DRIVE CONTAINING APPROXIMATELY 3.53 ACRES ND SU THIS PLAT WAS PREPARED BY ME EXP.12131119 N� No.8244 9TF OF CAS-����� DAVID B.WARREN,LS 8244 DATE 166 9 c z 4 EXHIBIT D_ O w 'Q o a. LL � �RRa a N sY ou"i T W ff I .tra 8!' tri�i! iv° t .A�,`' Ltd use aj z�i1 ^l 3NY r g000MN3naa " 9rfig 13 d8�yj�a` �gS+iS &F 4A1 - V z a LL I ��usy! 3g�t Lek-- �F gyp � xellNi �� �wfl8 \•`:, a'�fl3mfl, 42 g 9J -3N " Y/ tires R a3i91Yb� 11 I ----- ( poi �3 r 4J ,irb C! 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