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TH Founders Drive, LLC A2017-232 (TM20049) Recording Requested By: First American Title Company National Homebuilder Services Subdivision Deportment Electronically Recorded in Official Records,County of San Bernardino 10118/2017 1,117 BOB DUTTON 11:34 AM JC RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: :_.. • ASSESSOR-RECORDER-CLERK 490 First American Title-Corona City Clerk City of Chino Hills Doc#: 2017-0430737 Titles: 1 Pages: 57 • 14000 City Center Drive Fees .00 Chino Hills, CA 91710I II I II D1111111111 MI Taxes Other .00 No fee per Government Code§6103 PAID 00 A2017-232 . dg, of-O SUBDIVISION IMPROVEMENT AGREEMENT TRACT MAP NO. 20049 THIS AGREEMENT ("Agreement") is made and entered into this 10/10/2017, by and between the CITY OF CHINO HILLS, a general law city and municipal corporation ("CITY") and TH Founders Drive, LLC ("SUBDIVIDER"). The Parties agree as follows: 1. RECITALS. This Agreement is made with reference to the following facts and objectives: • A. SUBDIVIDER presented CITY with a final subdivision map on/hand identified as Tract Map No. 20049 ("Map"). B. SUBDIVIDER requested that CITY approve the Map before construction and completion of all improvements including, without limitation, streets, highways, public ways, grading, fences, and public utility facilities which are part of or appurtenant to the subdivision ("Subdivision") identified on the Map. CITY C. This Agreement is entered into in accord with the Subdivision Map Act ("Act") and applicable ordinances adopted by CITY including, without limitation, as codified in the Chino Hills Municipal Code ("CHMC"). 2. CONSTRUCTION OF IMPROVEMENTS. A. At its sole cost and expense, SUBDIVIDER agrees to furnish the equipment, labor and materials necessary to complete the Improvements on the Map set forth in attached Exhibit "A," which is incorporated by reference, and such other improvements required by CITY ordinances and/or the City Council when approving the Map ("Improvements"). All of the Improvements, together with appurtenances, contingencies and engineering costs, are more particularly shown on the improvement plans for the Map. It is understood that the list of Improvements shown on Exhibit A, is only a general designation of the Work and not a binding Page 1 of 9 description thereof. AD of the Improvements shall be completed in strict compliance with applicable plans and specifications on file with the CITY's Engineering Department, and any subsequent alterations thereto approved by the CITY's Engineering Department, which alterations in said plans, specifications and standards of Improvements to be performed may be accomplished without first giving prior notice thereof to Surety, and in no event shall such change result in exonerating the Surety's obligations. The Improvements shall be done under the inspection of, and to the satisfaction of the CITY City's Engineer and/or other CITY official as applicable, and shall not be deemed completed until approved and accepted as completed by the CITY. Said acceptance of the Improvement shall also constitute acceptance of any offer of dedication contained herein. B. SUBDIVIDER further agrees that any and all work to be done in conjunction with the Improvements shall conform to the requirements of the Chino Hills Municipal Code and any other applicable ordinances (including ordinances regulating excavations and fills, e.g., grading regulations) and shall be completed within the period of time described above and prior to the acceptance by or on behalf of the CITY of the Improvements. C. The SUBDIVIDER hereby agrees that all of the work to be done in conjunction with the Improvements on any CITY street shall be completed in accordance with the terms and provisions of Title 12 of the Chino Hills Municipal Code. D. It is further agreed that the SUBDIVIDER will at the time from the approval of the Final Map to the completion and acceptance of the Improvements by the CITY, give good and adequate warning of each and every dangerous condition caused by the construction of said Improvements and will protect the traveling public therefrom. E. Further, once work on an Improvement is commenced, it shall be prosecuted in a diligent and workmanlike manner to completion. 3. ESTIMATED COST OF IMPROVEMENTS. The parties agree that the estimated cost of the Improvements is $1,655,232.00 . 4. COMPLETION. SUBDIVIDER must complete all Improvements in a good and workmanlike manner within twelve months after recording the Map or within such further time as may be granted by the CITY's City Engineer. Should SUBDIVIDER fail to complete the Improvements within the time for completion, CITY, at its option, may enter onto SUBDIVIDER's property to complete the Improvements at SUBDIVIDER's cost. 5. ACQUISITION OF PROPERTY FOR IMPROVEMENTS. With respect to any and all necessary acquisitions for the Improvements that are the subject of this Agreement, SUBDIVIDER shall be afforded the right to use its best efforts to negotiate such acquisitions with concerned third parties within 60 days of the filing of the Final Map. If such efforts by SUBDIVIDER are unsuccessful, it shall notify the CITY within 60 days of Page 2 of 9 the filing of the map and, in such notice, shall set forth the nature of the property interest ("Required Property Interest") which the SUBDIVIDER has unsuccessfully sought to acquire or obtain to satisfy any requirement of this Agreement. The CITY shall acquire the Required Property Interest or commence proceedings within 120 days of the filing of the Final Map in accordance with the provisions of California Code of Civil Procedure section 1230.010, et seq. The parties hereby agree that, as a condition to the CITY's acquiring any required rights-of-way, SUBDIVIDER shall be responsible for, and shall advance to the CITY by cash deposit, the fair market value of any land and all Required Property Interests to be acquired by the CITY, and shall reimburse the CITY for all reasonable additional costs incurred by CITY in acquisition negotiations or in the exercise eminent domain with respect to such acquisitions, including, without limitation, reasonable attorney's fees and costs and a Phase 1 environmental assessment. If the SUBDIVIDER fails to comply with this provision of this Agreement, then the SUBDIVIDER waives all rights pursuant to Government Code section 66462.5. 6. WARRANTY OF IMPROVEMENT PLANS. SUBDIVIDER warrants that the plans and specifications for the Improvements comply with the tentative map approval and the master plan for the Subdivision previously approved by CITY's Planning Commission and the City Council, together with all conditions made a part of such approval(s). SUBDIVIDER further warrants that the plans and specifications can be relied upon to accomplish the improvement work covered by this Agreement in a good, workmanlike manner and in accordance with accepted construction practices. Should the plans and specifications at any time before final acceptance of the Improvements prove to be inadequate in any respect, SUBDIVIDER agrees to make such changes deemed necessary by CITY to accomplish Improvement work in a good, workmanlike manner and in accordance with accepted construction practices. SUBDIVIDER further agrees to make or cause to be made such engineering, soils and other reports as may be required by CITY. 7. CITY NOT LIABLE FOR PLANS AND SPECIFICATIONS. CITY is not an insurer or surety for the design or construction of the Subdivision. And no CITY official, officer, or employee is liable or responsible for any claim arising during construction of the Subdivision or Improvements, unless it can be shown that such person specifically directed that the Subdivision or Improvement be accomplished in a manner contrary to the wishes and desires of SUBDIVIDER, and SUBDIVIDER filed a written objection with the CITY Engineer before commencing such work or Improvement. 8. WARRANTY OF WORK. SUBDIVIDER warrants that the Improvements will be constructed in a manner consistent with CITY's specifications and the highest industry standards. Should any Improvement fail to comply with this warranty or any other provision of this Agreement within one (1) year after CITY's final acceptance, SUBDIVIDER must, without delay and without cost to CITY, repair, replace or reconstruct any defective or otherwise unsatisfactory part or parts of the Improvements. 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 must pay to CITY the Page 3 of 9 • actual cost of such repairs plus fifteen percent (15%) for CITY's administrative overhead costs. This Section is not a waiver of any other right CITY may have for correcting faulty workmanship or defective materials. 9. REPAIRS AND REPLACEMENTS. SUBDIVIDER must maintain all of the Improvements constructed under this Agreement in a state of good repair until all of the Improvements are completed and accepted by or on behalf of the CITY. Said maintenance shall include, but not be limited to: A. Road and Drainage: Repair of pavement, curbs, gutters, sidewalks, parkways, drainage facilities, and removal of debris from drainage facilities, sweeping, repairing and maintaining in good and safe conditions all streets and street improvements. B. Sewer System: Repair of sewer system, and removal of debris from sewer system, repairing and maintaining in good and safe condition all sewer system improvements. C. Water System: Repair and/or removal of debris from the water system; repairing and maintaining in good and safe condition of the water system improvements. It shall be SUBDIVIDER's responsibility to initiate this work, but if SUBDIVIDER should fail to do so, SUBDIVIDER shall promptly perform such maintenance when notified to do so by the CITY's City Engineer. Upon failure of SUBDIVIDER to promptly maintain, the CITY may do all necessary work required by this paragraph, the cost thereof being chargeable to SUBDIVIDER and Surety under this Agreement. Any such repair or replacement must be completed to CITY's City Engineer satisfaction and approval. 10.CITY'S RIGHT OF ENTRY. SUBDIVIDER grants CITY a license to enter SUBDIVIDER's property to inspect the Improvements constructed by SUBDIVIDER and to ensure compliance with this Agreement. 11.PAYMENT FOR INSPECTION COSTS. The SUBDIVIDER hereby agrees to pay for the inspection of such Improvements as may be required by the City Engineer and/or other City official. 12. NOTICE OF WORK. The SUBDIVIDER shall give notice to the City Engineer at least 24 hours before beginning any work on the Improvements and shall furnish City Engineer all reasonable facilities for obtaining full information respecting the progress and manner of the Improvements. 13.ALTERATIONS. The SUBDIVIDER shall perform any changes or alterations in the construction and installation of such Improvements required by the CITY, provided that all such changes or alterations do not exceed ten percent of the original total estimate cost of such Improvements. Said costs to be borne by the SUBDIVIDER. 14.CONTRACT SECURITY. Page 4 of 9 1 . A. Concurrently with the execution of this Agreement, SUBDIVIDER must furnish: A surety bond in an amount equal to at least one hundred percent (100%) of the estimated cost of improvements as security for the faithful performance of this Agreement; ii. A separate surety bond in an amount equal to at least one hundred percent (100%) of the contract price for said improvements as security for the payment of all persons performing labor and furnishing materials in connection with this Agreement. B. SUBDIVIDER agrees that the form of the bonds provided by CITY are substantially similar to Government Code §§ 66499.1 and 66499.2. 15.MAINTENANCE BONDS. The bonds referred to in Section 14 will not be released until a surety bond guaranteeing the warranty requirements of Section 8 in the amount of at least ten percent (10%) of the sum shown in Section 3 is filed with CITY. The maintenance bond will be released one (1) year from the date of final acceptance of the Improvements. 16.PERFORMANCE BY CITY OR SURETY. Should SUBDIVIDER fail to prosecute the construction of the Improvements with such diligence as to ensure completion within the time requirements of this Agreement, or in the manner as required by this Agreement, or if SUBDIVIDER is not carrying out the intent of this Agreement, CITY may serve written notice upon SUBDIVIDER and the surety on SUBDIVIDER's faithful performance bond demanding satisfactory compliance with this Agreement. A. Should CITY serve such written notice, CITY may do any one, or combination of, the following: i. Serve written notice upon the surety on its faithful performance bond demanding satisfactory compliance with this Agreement. In such event the surety must, within five (5) days, assume control and construct the Improvements as SUBDIVIDER's successor; ii. CITY may construct the improvements itself, or by contract, at SUBDIVIDER's expense on a time a materials basis. In such event, CITY may take possession of and utilize in completing improvement construction, materials, appliances, and other property belonging to SUBDIVIDER as may be on the site of the work without liability to CITY. SUBDIVIDER's surety will be liable to CITY for any excess cost of damages incurred by CITY. Page 5 of 9 1 ' 1 , B. Nothing in this Section waives, or serves as a limitation upon, any additional remedy CITY may have under this Agreement or applicable law. 17.SURETY BOND TO INCLUDE LETTER OF CREDIT. The term "surety bond" also includes such other acceptable security, such as letters of credit or cash deposit agreements issued by responsible financial institutions, which are approved by the City Attorney. The term "surety" includes the issuer of any letter of credit or cash deposit agreement, which is acceptable to CITY as security for the performance of this Agreement. Sureties must be admitted to do business in California. 18.BEST MANAGEMENT PRACTICES. SUBDIVIDER agrees to use best management practices ("BMPs"), as that term is defined under applicable law including, without limitation, the CHMC, in constructing the Improvements anticipated by this Agreement. SUBDIVIDER's failure to comply with the terms of this Section constitutes a material breach of this Agreement. 19.OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by SUBDIVIDER under this Agreement are CITY's property. SUBDIVIDER may retain copies of said documents and materials as desired, but must deliver all original materials to CITY upon CITY's written notice. 20.INDEPENDENT CONTRACTOR. CITY and SUBDIVIDER agree that SUBDIVIDER s will act as an independent contractor and will have control of all work and the manner in which is it performed. SUBDIVIDER will be free to contract for similar service to be performed for other employers while under contract with CITY. SUBDIVIDER is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct SUBDIVIDER as to the details of doing the work or to exercise a measure of control over the work means that SUBDIVIDER will follow the direction of CITY as to end results of the work only. 21.CASH CHARGES. SUBDIVIDER must pay to CITY in cash such subdivision fees that are established by ordinance or by the CITY Council in conferring approval or extension of time to the Subdivision. 22.INDEMNIFICATION. A. SUBDIVIDER indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance, except if due to the sole negligence or wrongful acts of the CITY. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, SUBDIVIDER must defend CITY (at CITY's request and with counsel satisfactory to CITY) and indemnify CITY for any judgment rendered against it or any sums paid out in settlement or Page 6 of 9 otherwise, except if due to the sole negligence or wrongful acts of the CITY. B. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and certified volunteers. C. SUBDIVIDER agrees and understands that its violation of any Labor Code provision regarding payment of prevailing wages can result in fines or damages being levied against CITY. SUBDIVIDER specifically agrees that the indemnification and defense obligations set forth in this Section include payment of any fines, penalties, or damages that might arise out of this Agreement. D. The requirements as to the types and limits of insurance coverage to be maintained by SUBDIVIDER, and any approval of such insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by SUBIDIVIDER pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. 23.INSURANCE. A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, SUBDIVIDER must procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Type of Insurance Limits (combined single) Commercial general liability: $2,000,000 Professional Liability $2,000,000 Workers compensation statutory requirement B. Commercial general liability insurance must meet or exceed the requirements of ISO-CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies must be endorsed to name CITY, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by CITY will be excess thereto. Such endorsement must be reflected on ISO Form No. CG 20 10 11 85 or 88. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to CITY. Page 7 of 9 C. Professional liability coverage will be on an "occurrence basis" if such coverage is available, or on a "claims made" basis if not available. When coverage is provided on a "claims made basis," SUBDIVIDER will continue to renew the insurance for a period of three (3) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover SUBDIVIDER for all claims made by CITY arising out of any errors or omissions of SUBDIVIDER, or its officers, employees or agents during the time this Agreement was in effect. D. SUBDIVIDER must furnish to CITY duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement and such other evidence of insurance or copies of policies as may be reasonably required by CITY from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of"A:VII." Certificate(s) must reflect that the insurer will provide thirty (30) day notice of any cancellation of coverage. SUBDIVIDER will require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions. 24.NOTICES. A. All notices given or required to be given pursuant to this Agreement will be in writing and may be given by personal delivery or by mail. Notice sent by mail will be addressed as follows: The CITY To Subdivider CITY of Chino Hills TH Founders Drive, LLC Attn: City Clerk 3001 Bishop Drive, Suite 100 14000 City Center Drive San Ramon CA, 94583 Chino Hills, CA 91709 B. When addressed in accordance with this paragraph, notices will be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices will be deemed given at the time of actual delivery. C. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 25.COMPLIANCE WITH LAW. SUBDIVIDER will comply with all laws applicable to this Agreement including, without limitation, federal, state, and local laws requiring permitting and licenses. All such compliance will be at SUBDIVIDER's own cost. Page 8 of 9 n , 26. PREVAILING WAGES. If required by applicable state law including, without limitation Labor Code § § 1720 (as amended by AB 975 (2001)), 1771, 1774, 1775, and 1776, SUBDIVIDER must pay its workers prevailing wages. It is the SUBDIVIDER's responsibility to interpret and implement any prevailing wage requirements and SUBDIVIDER agrees to pay any penalty or civil damages resulting from a violation of the prevailing wage laws. In accordance with Labor Code § 1773.2, copies of the prevailing rate of per diem wages are available upon request from CITY's Engineering Division or the website for State of California Prevailing wage determination at http: www.dir.ca.gov/DLSR/PWD. A copy of the prevailing rate of per diem wages must be posted at the job site if SUBDIVIDER is required to pay prevailing wages. 27.CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either party. 28.SEVERABLE. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 29.CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 30.WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a waiver of any other provision, nor will such waiver constitute a continuing waiver. 31.GOVERNING LAW. This Agreement has been made in and will be construed in accordance with the laws of the State of California and exclusive venue for any action involving this Agreement will be in San Bernardino County. 32.AUTHORITY/MODIFICATION. This Agreement is subject to and conditioned upon approval and ratification by the Chino Hills CITY Council. This Agreement is not binding upon CITY until executed by the Mayor. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written agreement. CITY's CITY Manager may execute any such amendment on behalf of CITY. 33.BINDING UPON SUCCESSORS. The terms of this Agreement constitute a burden and benefit upon the Property. Accordingly, this Agreement will be recorded and the term will run with the Property and become binding upon SUBDIVIDER's heirs, successors and assigns. 34.ENTIRE AGREEMENT. This Agreement constitutes the sole agreement between SUBDIVIDER and CITY respecting the maintenance of the Property's common areas Page 9 of 9 and correctly sets forth the obligations of SUBDIVIDER and CITY. There are no other understandings, terms or other agreements expressed or implied, oral or written. IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written. CITY OF CHINO HILLS, SUBDIVIDER: TH F.. •*•ers Drive, LLC a nicipal co io . • I MIKAW, City Council Approval: 10/10/2017 ATTEST: ,r;� 044 City Clerk APPROVED AS TO FORM: MARK D. HENSLEY, CITY ATTORNEY By: . 1/, /'1 .i-. Elizabeth M. Calciano, Assistant City Attorney Page 10 of 9 ' C CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§1189 �'-. •-.�:A. ..:.n..,ti.�.ti.,n.,�..a..vn.....�,.n.-.;Wa��,erya�.,�.�.� .r�e-.-�.cro�c.�A,c'�.o :,...,�.....,,.�:.��us�� 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 Orange on September 19, 2017 before me, Michelle L. Wehr, Notary Public Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person whose named is/ere subscribed to the within instrument and acknowledged to me that he/sh&they executed the same in his/146r/their authorized capacityLita<and that by his/hegbeir signatures,d)on the instrument the person(; or the entity upon behalf of which the person()acted, executed the instrument. �� I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true anq c rrect. MICHELLE L.WENN WITNES: h i ;" ial sea. 1- .V< ,- Orange County Signature My Comm.Expires Apr 9,2020 Signature o o dry Public 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: City of Chino Hills-Subdivision Improvement Agreement Tract 20049 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 ❑General ❑Individual ❑Attorney in Fact ❑Individual ❑Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: ❑ Other: Signer Is Representing: Signer Is Representing: •.4,1%x. V _ ✓4 ©2015 National Notary Association •www.NationalNotary.org• 1-800-US NOTARY(1-800-876-6827) Item#5907 1 . 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 i is attached, and not the truthfulness, accuracy,or validity of that document. State of California } County of Sain nii)-(1\1(10 } On Qt W1 -\Q (170\1 before me, '900U Ve \A 1 \\O"\-A.0,44... kbA1C, •o ,(A1 \� t(;1M ' (Wee intact name a id tee a ani • personally appeared t' , +4.2 , who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s)(gare subscribed to the within instrument and acknowledged to me that Int.he/they executed the same in t er/their authorized capacity(ies), and that by. . p4.0. er/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. } certify under PENALTY OF PERJURY under the laws of the State of California that 4 the foregoing paragraph is true and correct. JESSICA MEJIA WITNESS my hand and official seal. _ : :<., NotaryPublic-California `amu'-- County ��� San BernardinoCoun 1 1 Commission S 2197796 r r kci. At _A %LA/,A .. .K.4.4-:'; -'1:1,� My Comm.Expires Jun 15,2021 Not ry Public Signatur:t (Notary Public Seal) • I i • ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM This form complies with current California statutes regarding notary wording and, ' DESCRIPTION OF THE ATTACHED DOCUMENT if needed,should be completed and attached to the document.Acknohsedgents from other states may be completed for documents being sent to that state so long as the l‘AW k4 t(V) Vs004‘)S Mr, IA- wording does not require the California notary to violate California notary law. (Title or description of attached document) 1�/I �1t/� • State and County information must be the State and County where the document sir r 1\4214 /�„,, �i1 t Date of)notarizally appeared efdreat the notary public for acrs moll appeared♦ • Date of notarization must be the date that the signers)personally appeared which (Title. . •'.,'• of attached document cortin ) must also be the same date the acknowledgment is completed. kA 1, I ,� • 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 Amen 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. , O Individual(s) he/she/they-is/ate)or circling the correct forms.Failure to correctly indicate this information may lead to rejection of document recording. O Corporate Officer • The notary seat 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. s • Signature of the notary public must match the signature on file with the office of ❑ Partner (s) the county clerk. O 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 11 . corporate officer,indicate the title(i.e.CEO,CFO,Secretary). r2015 Version www.NotaryClasses.com 800-873-9865 • Securely attach this document to the signed document with a staple. EXHIBIT A PARCEL MAP NO. 20049 All improvements marked are included: i Public street improvements including grading, paving, curbs, gutter, sidewalks, traffic control devices, street name signs, street lights, street landscaping, and appurtenances. W3' Private street or driveway improvements including grading, paving, curbs, gutters, sidewalks, traffic control devices, street name signs, street lighting, landscaping, and appurtenances. Public sanitary sewers including mains, laterals, and appurtenances. 2 Private sanitary sewers including mains, laterals, and appurtenances. Domestic water supply system, including mains, service laterals, fire hydrants, , and appurtenances. ❑ Natural gas supply system including mains, service laterals, and appurtenances. ❑ Electric power distribution system including vaults, conduits, cables, conductors, service laterals, transformers, and appurtenances. ❑ Telephone system including vaults, conduits, cables, conductors, service laterals, and appurtenances. ❑ Cable television system, including vaults, conduits, cables, conductors, service laterals, and appurtenances. ee Public storm drains including channels, pipes, inlets, culverts, and appurtenances. Private storm drains including swales, channels, pipes, inlets, and appurtenances. l Mailboxes. Lot grading including land clearing, earth moving compaction, import or export of soil, and appurtenances. JZI Walls including retaining walls, perimeter walls, and appurtenances. - i - ❑ Off-street landscaping including trees, bushes, shrubs, turf, irrigation system, and appurtenances. ❑ Other: Describe work to be completed - II - SUBDIVISION GUARANTEEING PERFORMANCE (SETTING OF FINAL MONUMENTS) City of Chino Hills Chino Hills, California 14000 City Center Drive Date: August 14, 2017 Chino Hills, Ca 91709 (909) 364-2600 Gentlemen: Pursuant to Appendix D of the Chino Hills Development Code, Section 83.041115 the undersigned hereby agrees that all monuments shown on Tract Map 20049 are to be set and furnished by the subdivider's civil engineer or surveyor of record on or before August 14, 2018 as specified in the certificate of Robert L. Wheeler IV, LS 8639 who agrees to furnish the notes thereon as required by Appendix D of the Chino Hills Development Code, Section 83.041115, and to complete all surveying requirements specified in Sections 66495 and 66496 of the Subdivision Map Act. The undersigned hands herewith the sum of $32,100.00 as a cash deposit, said deposit to guarantee that the monuments will be set and the notes furnished as above provided on or before the date specified and that the engineer or surveyor will be paid by the undersigned. It is further understood and agreed that in the event the undersigned fails to complete the above requirements within the time specified, the City of Chino Hills is authorized to complete said requirements or cause them to be completed, and the cost thereof is to be a charge against said cash deposit, and the Director of Finance is authorized to make the necessary transfer from cash deposit to the credit of the proper City fund. It is further agreed that if the undersigned does not present evidence to the City Council that he has paid the engineer or surveyor for the setting of final monuments, and if the engineer or surveyor gives notices prescribed in Section 66497 of the Subdivision Map Act, the City Council shall pay to said engineer or surveyor, the cash deposit herein made. If the cost of completing said requirements exceeds the amount of the cash deposit, the undersigned agrees to pay the difference within thirty (30) days after receiving written statement from the City of Chino Hills specifying the amount of the difference between the cash deposit and the actual cost of said requirement. 1 , Very truly yours, TH Founders Drive, LLG By: TH Founders Drive, LLC By: Name: 11.0 L Uhi• AAAFtrrTh Title: 14.14A6P,,R_ The depositor of record (for return of any portion of the cash deposit) shall be TH Founders Drive, LLC. This document is to be signed by partyreleasJ'ng his rights to the cash deposit, Receipt of$32,100.00 is hereby acknowledged on R/19 ! , 2017, Deposit No. Y I WM from TH Founders Drive, LLC, 3001 Bishop Drive, Suite 100, San Ramon, CA 94583. CITY OF CHINO HILLS, PUBLIC WORKS DIRECTOR 7/-2-0/7- Nadeem Majaj, BSE/Public Works Director Date NOTE: TO BE SUBMITTED IN TRIPLICATE, NOTARIZED AND FULLY EXECUTED 2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§1189 . ...e....,4�:..i..._ .-,:-.—.'T_Ael4,-S1..a\2.tlyci.:1..A_A•.s1.A.q�.P.4s. •---.4-a.ht.r^�.f-^Zy..C`X`L=3hi�`��tj 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 Orange ) on September 12, 2017 before me, Michelle L. Wehr, Notary Public Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(p''whose name(,'is/ere subscribed to the within instrument and acknowledged to me that hefsha/thc executed the same in hisAsatheipauthorized capacityfise and that by his/JR/to/their signature'on the instrument the person j, or the entity upon behalf of which the person( acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph �.:.,,� MICHELLE L.WEHR is true and co eqt. •�d a 1 ,; Commission#2147965 z 7 Ica- flii Notary Public-California z WITNESS n h nd ial s- • . z l � Orange County a I . I My Comm.Expires Apr 9,2020 4, 11 jg I-,� Signature_L ` Ali S gnature of Notary I3ublic 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: Setting of Final Monuments Agreement Tract 20049 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 — CI Limited 0 General 0 Partner— ❑Umited ❑General ❑Individual ❑Attorney in Fact 0 Individual ❑Attorney in Fact ❑Trustee 0 Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: ❑ Other. Signer Is Representing: Signer Is Representing: c. ac.,,;-vw : .5c. w , . sao kvf_o mac �cr =w. , ,,,-.;..,:r .e> www. .. . :,a ©2015 National Notary Association•www.NationalNotary.org• 1-800-US NOTARY(1-800-876-6827) Item#5907 Executed in Triplicate Bond No.PB01798100258 Premium:$4,365.00 FAITHFUL PERFORMANCE BOND FOR THE CONSTRUCTION OF THE DOMESTIC WATER IMPROVEMENTS PROJECT: Tract Map 20049, FOUNDERS SITE DEVELOPER: TH Founders Drive, LLC a Delaware Limited Liability Company WHEREAS, the City of Chino Hills, State of California, and TH Founders Drive LLC , hereinafter referred to as "Principal", have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated 10/10/2017, and identified as Agreement for Construction of Domestic Water Improvements, is hereby referred to and made a part hereof; and WHEREAS, said Principal is required under the terms of said agreement to furnish a bond for the faithful performance of said agreement, and to guarantee the work for a period of one (1) year; NOW, THEREFORE, we, the Principal and Philadelphia Indemnity Insurance Company , whose place of business is Three Bala Plaza East. Suite 400. Bala Cynwyd. PA 19004, a corporation organized and doing business under and by virtue of the laws of the State of Pennsylvania, and duly licensed by the State of California for the purpose of making, guaranteeing or becoming sole surety upon bonds or undertaking required or authorized by the laws of the State of California, as Surety, are held and firmly bound unto the City of Chino Hills in the penal sum of Two Hundred Ninety Thousand Nine Hundred Eighty Four and 00/100 ($290,984.00) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators,jointly and severally, firmly by these presents. The condition of this obligation is such that if the above bounded principal, his/her, their or its heirs, executors, administrators, successors, or assigns, shall in all things stand to or abide by, and well and truly keep and perform the covenants, conditions and provisions in the said agreement and any alterations thereof made as therein provided, on his/her or their part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify, protect, defend and save harmless the City of Chino Hills, its officers, employees and agents as therein stipulated, then this obligation shall become null and void; otherwise it shall remain in full force and effect. The Surety and Principal further agree that in the event the work and improvements are not completed within the time allowed by the said agreement or any extensions thereof as may be granted by the City of Chino Hills, Surety and Principal shall be jointly and severally liable to the City for any and all loss, costs and expense incurred by the City in completing the required improvements; including any administrative expenses and attorney's fees incurred in obtaining completion of the 1 . Executed in Triplicate Bond No.PB01798100258 Premium:$4,365.00 required improvements or any such fees and expenses incurred in processing any action for damages or for other remedies permitted by law or in equity. As part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Chino Hills in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. The Surety and Principal further agree that twenty-five percent(25%) of the face amount of this bond will remain in effect and continue after completion and acceptance of the work and improvements by the City of Chino Hills for one (1) year from the date of acceptance to guarantee said improvements against any defective work or labor done; or defective materials furnished, in performance of the contract with the City of Chino Hills. The Surety hereby stipulates and agrees that the making of an application for an extension of time by the Principal shall, upon the granting of the application by the City; constitute a waiver by Surety and Principal of all defenses of laches, estoppel, statutesof limitations, and other limitations of action of four (4) years immediately following the date to which the time of performance was extended. The Surety hereby stipulates and agrees that no charge, extension of time, alterations or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice if any such charge, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. IN WITNESS WHEREOF, said Principal and said Surety have caused this performance bond to be duly executed this 17th day of August. 2017 . TH Founders Drive LLLC--, Philadelphia Indemnity Insurance Company (Surety) 6 By �--� MILL VI. P(, 0`ara Bacon (Attomey-in-fatt)------ Gerald Hall Name of Person that can accept service on behalf of Surety 251 S. Lake Ave, Suite 360, Pasedena, CA 91101 Address where service can be made 2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CML CODE§1189 •i�•.ia w a.a.a,a'.. '- 'c,G�lr. .int. ".sC.,�F"..c ,.�Y"•r•Sc:cacao:c.,c�cu-cceyi`f' 6SLY?w a a �.•_a•,.a..a�a •7, 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 Orange On September 8, 2017 before me, Michelle L. Wehr, Notary Public Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person ff whose name(*) is/eIQ subscribed to the within instrument and acknowledged to me that he/shefthey executed the same in his/zoic authorized capacityQe)'and that by his/her/theic signature(gf on the instrument the persor1(s', or the entity upon behalf of which the person$acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. 11.N MICHELLE L.WEHR r WEE h•• • :n• • cial se I. (4 �,; Commission#2147965 _ '. ' �. Notary Public-California i ll� Orange County ' Signature ./1/I 1111 • My Comm.Expires Apr 9,2020 t •nature of Notary Public 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: Bond#P801798100258 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 ❑General ❑Individual ❑Attorney in Fact ❑Individual ❑Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee CJ Guardian or Conservator ❑Other: ❑ Other: Signer Is Representing: Signer Is Representing: ��yv�w��-a�vw�:�.�s,����,.�n;,�n;,�,;,�.�o�-w.�cwa�...ww�w�:�w.ww-w�,�:�,war.�ww�x.�.sa.��.,;.�o.�:•�;..� ©2015 National Notary Association •www.NationalNotary.org• 1-800-US NOTARY(1-800-876-6827) Item#5907 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CML 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 California County of San Diego ) On August 17, 2017 before me, Danyna Estee Alvarado, Notary Public (insert name and title of the officer) personally appeared Tara Bacon who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s),or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. DANYNA ESTEE ALVARADO = Notarypublifornia Z= San Diego-CaCounty qry/ Commission A 2183326 t. • My Comm.Expires Feb 13,2021 ■ Signature (Seal) • • 561 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza,Suite 100 Bala Cynwyd,PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEMNITY INSURANCE COMPANY(the Company),a corporation organized and existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint Dale Harshaw,John R Qualin,Kyk King,Tara Bacon,Patrick M.Stroud,Minna Huovrla of BB&T Insurance Services of California,Inc.,its true and lawful Attorney-in-fact with full authority to execute on its behalf bonds, undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thereof,issued in the course of its business and to bind the Company thereby,in an amount not to exceed 525.000,000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14n of November,2016. RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attomey(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And,be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile,and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF,PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND TTS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 14TH DAY OF NOVEMBER,2016. (Seal) " ... . Robert D.O'Leary Jr.,President&CEO • Philadelphia Indemnity Insurance Company On this 144 day of November,2016,before me came the individual who executed the preceding instrument,to me personally known,and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the Corporate seal of said Company,that the said Corporate Seal and his signature were duly affixed. 2 rMogrn:1101a+a'4r r ' r+�riutlS na #11**00004ur,rre. 10 416./.04* 244 "�"""."""`..g "" Notary Public: ... residing at: Bala Cynwyd.PA (Notary Seal) My commission expires: January 8.2018 I,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 14a day of November,2016 are true and correct and are still in full force and effect.I do further certify that Robert D.O'Leary Jr.,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 17th day of August ,20 17 . a rtgaEdward Sayago,Corporate Secretary PHILADELPHIA INDEMNITY INSURANCE COMPANY • Executed in Triplicate Bond No.PB01798100258 Premium:Included in Performance Bond LABOR AND MATERIAL BOND FOR DOMESTIC WATER IMPROVEMENTS PROJECT: Tract Map 20049, FOUNDERS SITE DEVELOPER: TH Founders Drive, LLC a Delaware Limited Liability Company WHEREAS, the City of Chino Hills, State of California, and TH Founders Drive LLC , hereinafter referred to as "Principal", have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated 10/10/2017, and identified as Agreement for Construction of Domestic Water Improvements, is hereby referred to and made a part of hereof; and WHEREAS, under the terms of said agreement, Principal is required before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Chino Hills to secure the claims to which referenced is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the Philadelphia Indemnity Insurance Company, whose place of business is Three Bala Plaza East. Suite 400. Bala Cynwyd. PA 19004, a corporation organized and doing business under and by virtue of the laws of the State of Pennsylvania, and duly licensed by the State of California for the purpose of making, guaranteeing or becoming sole surety upon bonds or undertakings required or authorized by the laws of the State of California, as Surety, are held firmly bound unto the City of Chino Hills, and all contractors; subcontractors, laborers, materialmen and other persons employed in the performance of the aforesaid agreement and referred to in the aforesaid Code of Civil Procedure in the sum of Two Hundred Ninety Thousand Nine Hundred Eighty Four dollars and 00/100 ($290,984.00), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees including reasonable attorney's fees incurred by the City of Chino Hills in successfully enforcing such obligations, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this bond shall inure to the benefit of any and all persons, companies and corporations entitled of any and all persons, companies and corporations entitled to file a claim under Title 15 (commencing Section 3082) of Part 4 of Division 3 of the Civil Code, so as to give a right of actions to them or their assigns in any suit brought upon this bond. 1 Executed in Triplicate Bond No.PB01798100258 • Premium:Included in Performance Bond Should the condition of this bond be fully performed,.then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. The Surety hereby stipulates and agrees that the making of an application for an extension of time by the Principal shall, upon the granting of the application by the City, constitute a waiver by the Surety and Principal of all defenses of laches, estoppel, statutes of limitations, and other limitations of action in any action or proceeding filed by the City within a period of four (4) years immediately following the date to which the time of performance was extended. The Surety hereby stipulates and agrees that no changes, extensions of time, alterations or addition to the terms of said agreement or the specifications accompanying the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension, alteration or addition. IN WITNESS WHEREOF, said Principal and said Surety have caused this bond to be duly executed this 17th day of August, 2017 . TH Founders Drive LLC Philadelphia Indemnity Insurance Company Principal urety By f . ,M10051/ 1011,647, N4k4iii6K. (J'ara Bacon (Attorney-in-Fact) Gerald Hall Name of Person that can accept service on behalf of Surety 251 S. Lake Ave, Suite 360, Pasedena, CA 91101 Address where service is made 2 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 California County of Orange On September 8, 2017 before me, Michelle L. Wehr, Notary Public Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the personK whose name(,$'is/are- subscribed to the within instrument and acknowledged to me that he/shefthey executed the same in his/#arAlaoic authorized capacity S),and that by his/ker'koir signatureferon the instrument the persons);' or the entity upon behalf of which the personVracted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph .:. MICHELLE L.WEHR is true and correct. .--11111,10V,- Commission*2147965 . zi 1 Notary Public-California i WITNES ha nd ial seal. ` A a *Z'1'Jf Orange County I I My Comm.Expires Apr 9,2020 t ' •\ K.,Signature _ -. _ Si;(nature of Notary Public 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: Bond#PB01798100258 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 ❑General ❑ Individual ❑Attorney in Fact ❑Individual ❑Attorney in Fact El Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: ❑ Other: Signer Is Representing: Signer Is Representing: w u_s d% VYI Ar. ©2015 National Notary Association•www.NationalNotary.org• 1-800-US NOTARY(1-800-876-6827) Item#5907 • 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 California County of San Diego ) On August 17, 2017 before me, Danyna Estee Alvarado, Notary Public (insert name and title of the officer) personally appeared Tara Bacon who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. rta, DANYNA EST414:-: EE ALVARADO NotaryPublic-California t San Diego County _ V4'41Commission 0 2183326 I My Comm.Expires Feb 13,2021 I Signature -- /�, (Seal) r ' 564 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza,Suite 100 Bala Cynwyd,PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEMNITY INSURANCE COMPANY(the Company),a corporation organized and existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint Dale Harshaw,John R Qualin,Kyle King,Tara Bacon,Patrick M.Stroud,Minna Huovila of BB&T Insurance Services of California,Inc.,its true and lawful Attorney-in-fact with full authority to execute on its behalf bonds, undertakings,recognizances and other contracts of'indemnity and writings obligatory in the nature thereof,issued in the course of its business and to bind the Company thereby,in an amount not to exceed 525.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14's of November,2016. RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attomey(s) in Fact and authorize the Attomey(s) in Fact to execute on behalf of the Company bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And,be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile,and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF,PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 14TH DAY OF NOVEMBER,2016. 14.0 f : (Seal) .. Robert D.O'Leary Jr.,President&CEO Philadelphia Indemnity Insurance Company On this 14"'day of November,2016,before me came the individual who executed the preceding instrument,to me personally known,and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the Corporate seal of said Company,that the said Corporate Seal and his signature were duly affixed. 11ti .. ... vMslA —a+.. �Mdlk r:M.vorwr ewra+RlMr 'MO ."...+.R.. ...... .....:+-r: Notary Public: —. residing at: Bala Cynwyd.PA (Notary Seal) My commission expires: January 8-2018 I,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 14n day of November,2016 are true and correct and are still in full force and effect.I do further certify that Robert D.O'Leary Jr.,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 17th day of August ,20• 17 1127, 1;t Edward Sayago,Corporate SecretaryCFS PHILADELPHIA INDEMNITY INSURANCE COMPANY Executed in Triplicate Bond No.P301798100259 Premium:$7,016.00 FAITHFUL PERFORMANCE BOND FOR THE CONSTRUCTION OF THE DRAINAGE IMPROVEMENTS PROJECT: Tract Map 20049, FOUNDERS SITE DEVELOPER: TH Founders Drive, LLC a Delaware Limited Liability Company WHEREAS, the City of Chino Hills, State of California, and TH Founders Drive LLC , hereinafter referred to as "Principal", have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated 10/10/2017 and identified as Agreement for Construction of Drainage Improvements, is hereby referred to and made a part hereof; and WHEREAS,said Principal is required under the terms of said agreement to furnish a bond for the faithful performance of said agreement, and to guarantee the work for a period of one (1) year; NOW, THEREFORE, we, the Principal and Philadelphia Indemnity Insurance Company , whose place of business is Three Bala Plaza East. Suite 400. Bala Cvnwvd. PA 19004, a corporation organized and doing business under and by virtue of the laws of the State of Pennsylvania, and duly licensed by the State of California for the purpose of making, guaranteeing or becoming sole surety upon bonds or undertaking required or authorized by the laws of the State of California, as Surety, are held and firmly bound unto the City of Chino Hills in the penal sum of Four Hundred Sixty Seven Thousand Seven Hundred Seventeen and 00/100 ($467,717.00) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators,jointly and severally, firmly by these presents. The condition of this obligation is such that if the above bounded principal, his/her, their or its heirs, executors, administrators, successors, or assigns, shall in all things stand to or abide by, and well and truly keep and perform the covenants, conditions and provisions in the said agreement and any alterations thereof made as therein provided, on his/her or their part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify, protect, defend and save harmless the City of Chino Hills, its officers, employees and agents as therein stipulated, then this obligation shall become null and void; otherwise it shall remain in full force and effect. The Surety and Principal further agree that in the event the work and improvements are not completed within the time allowed by the said agreement or any extensions thereof as may be granted by the City of Chino Hills, Surety and Principal shall be jointly and severally liable to the City for any and all loss, costs and expense incurred by the City in completing the required improvements; including any administrative expenses and attorney's fees incurred in obtaining completion of the 1 Eicecuted in Triplicate Bond No.PB01798100259 Premium:$7,016.00 required improvements or any such fees and expenses incurred in processing any action for damages or for other remedies permitted by law or in equity. As part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonableattorney's fees, incurred by the City of Chino Hills in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. The Surety and Principal further agree that twenty-five percent (25%) of the face amount of this bond will remain in effect and continue after completion and acceptance of the work and improvements by the City of Chino Hills for one (1) year from the date of acceptance to guarantee said improvements against any defective work or labor done; or defective materials furnished, in performance of the contract with the City of Chino Hills. The Surety hereby stipulates and agrees that the making of an application for an extension of time by the Principal shall, upon the granting of the application by the City, constitute a waiver by Surety and Principal of all defenses of laches, estoppel, statutes of limitations, and other limitations of action of four (4) years immediately following the date to which the time of performance was extended. The Surety hereby stipulates and agrees that no charge, extension of time, alterations or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice if any such charge, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. IN WITNESS WHEREOF, said Principal and said Surety have caused this performance bond to be duly executed this 17th day of August, 2017 . TH Founders Drive LLC Philadelphia Indemnity Insurance Company (Priv ' (Surety) By ,---1)--gA 3412 moo, W (-Tara Bacon (Atto'iT y-in-fact) Gerald Hall Name of Person that can accept service on behalf of Surety 251 S. Lake Ave. Suite 360, Pasedena, CA 91101 Address where service can be made 2 • 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 California County of Orange on September 8, 2017 before me, Michelle L. Wehr, Notary Public Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the personn('whose name(ar is/ara subscribed to the within instrument and acknowledged to me that he/sirie/they executed the same in hisµieitheir;authorized capacityjie4 and that by his/henitheir signature on the instrument the perso s" or the entity upon behalf of which the person('acted, executed the instrument. �/ I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and c rrect. . MICHELLE L.WEHR WITNES hang d • cial s I. Commission#2147965 �.�. °^?N Notary Public•California J Orange sunty Signature AUL Ah My Comm. Expirees Apr 9,2020 gnature of Notary Public 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: Bond#PB01798100259 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): E l Partner— ❑Limited ❑General ❑Partner — ❑Limited ❑General ❑Individual ❑Attorney in Fact ❑Individual El Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: ❑ Other: Signer Is Representing: Signer Is Representing: i' ^cTv`C�^? iQc'ki` ..{.c+�ari=:xt :�<w" k.:�!s_•d s, a_ �.4. a;_c.a•a-, Y":4V:F= i`=^EFr'trGc:pi`ck+ ©2015 National Notary Association•www.NationalNotary.org•1-800-US NOTARY(1-800-876-6827) Item#5907 • 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 California County of San Diego ) on August 17, 2017 before me, Danyna Estee Alvarado, Notary Public (insert name and title of the officer) personally appeared Tara Bacon who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. DANYNA ESTEE ALVARADO NotaryPubllc-California z � �.R .. San Diego County F `C4i I Commission d 2183326 r y ,.. Signature - (Seal) My Comm.Expires Feb 13,2021 ' a 3 , 569 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza,Suite 100 Bala Cynwyd,PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEMNITY INSURANCE COMPANY(the Company),a corporation organized and existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint Dale Harshaw,John R.Qualm ,Kyle King,Tara Bacon,Patrick M.Stroud,Minna Huovila of BB&T Insurance Services of California,Inc.,its true and lawful Attorney-in-fact with full authority to execute on its behalf bonds, undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thereof,issued in the course of its business and to bind the Company thereby,in an amount not to exceed 525.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 146'of November,2016. RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorneys) in Fact and authorize the Attomey(s) in Fact to execute on behalf of the Company bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And,be it• FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile,and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF,PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS le DAY OF NOVEMBER,2016. 100-fret.,E (seal) Robert D.O'Leary Jr.,President&CEO Philadelphia Indemnity Insurance Company On this 146 day of November,2016,before me came the individual who executed the preceding instrument,to me personally known,and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the Corporate seal of said Company,that the said Corporate Seal and his signature were duly affixed. Notary Public: residing at: Bala Cynwyd.PA (Notary Seal) My commission expires: January 8.2018 I,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 14a day of November,2016 are true and correct and are still in full force and effect.I do further certify that Robert D.O'Leary Jr.,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 17th day of August ,20 17 t m ; Edward Sayago,Corporate Secretary PHILADELPHIA INDEMNITY INSURANCE COMPANY r Executed in Triplicate Bond No.PB01798100259 Premium:Included in Performance Bond LABOR AND MATERIAL BOND FOR DRAINAGE IMPROVEMENTS PROJECT: Tract Map 20049, FOUNDERS SITE DEVELOPER: TH Founders Drive, LLC a Delaware Limited Liability Company WHEREAS, the City of Chino Hills, State of California, and TH Founders Drive LLC , hereinafter referred to as "Principal", have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated 10/10/2017, and identified as Agreement for Construction of Drainage Improvements, is hereby referred to and made a part of hereof; and WHEREAS, under the terms of said agreement, Principal is required before g P q entering upon the performance of the work, to file a good and sufficient payment bond with the City of Chino Hills to secure the claims to which referenced is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the Philadelphia Indemnity Insurance Company , whose place of business is Three Bala Plaza East, Suite 400. Bala Cynwyd. PA 19004, a corporation organized and doing business under and by virtue of the laws of the State of Pennsylvania, and duly licensed by the State of California for ;y the purpose of making, guaranteeing or becoming sole surety upon bonds or undertakings required or authorized by the laws of the State of California, as Surety, are held firmly bound unto the City of Chino Hills, and all contractors, subcontractors, laborers, materialmen and other persons employed in the performance of the aforesaid agreement and referred to in the aforesaid Code of Civil Procedure in the sum of Four Hundred Sixty Seven Thousand Seven Hundred Seventeen dollars and 00/100 ($467,717.00), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees including reasonable attorney's fees incurred by the City of Chino Hills in successfully enforcing such obligations, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this bond shall inure to the benefit of any and all persons, companies and corporations entitled of any and all persons, companies and corporations entitled to file a claim under Title 15 (commencing Section 3082) of Part 4 of Division 3 of the Civil Code, so as to give a right of actions to them or their assigns in any suit brought upon this bond. 1 ' Executed in Triplicate Bond No.PB01798100259 Premium:Included in Performance Bond Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. The Surety hereby stipulates and agrees that the making of an application for an extension of time by the.Principal shall, upon the granting of the application by the City, constitute a waiver by the Surety and Principal of all defenses of laches, estoppel, statutes of limitations, and other limitations of action in any action or proceeding filed by the City within a period of four (4)years immediately following the date to which the time of performance was extended. The Surety hereby stipulates and agrees that no changes, extensions of time, alterations or addition to the terms of said agreement or the specifications accompanying the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension, alteration or addition. IN WITNESS WHEREOF, said Principal and said Surety have caused this performance bond to be duly executed this 17th day of August. 2017 . TH Founders Drive LLC Philadelphia Indemnity Insurance Company (Principal By \,1 (ASurety)L____ Mlir \k. WOE MOr (,'Vara Bacon (Attomey-in-fact) Gerald Hall Name of Person that can accept service on behalf of Surety . . 251 S. Lake Ave, Suite 360, Pasedena, CA 91101 Address where service can be made 2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 ,_:�._a^:v:•:w._va•_a•..w._va v+s_vk. • ._sw-•. %� ' "-‘t c:"x_v'st wa:at_aA•.A_a_s'.i ,r 'Y.a�Y,N<F:f+:^�{.+a' `LKi`�f 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 Orange on September 8, 2017 before me, Michelle L. Wehr, Notary Public Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(sf whose name04 isfefea subscribed to the within instrument and acknowledged to me that he/ahettf� executed the same in his.er/thcir authorized capacityStasT,and that by his,efrttihois signaturej4 on the instrument the person, or the entity upon behalf of which the person( acted, executed the instrument. / I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. MICHELLE L.WEHR WITNE h ,. . d ial sea x, Commission#t 2147965 I i n ^% 1 Notary Public-California i Orange County D Signature A111 ►� a My Comm.Expires Apr 9,2020 It T Si• ature of Notary Pu)lic 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: Bond#PB01798100259 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 ❑General ❑Individual ❑Attorney in Fact ❑Individual ❑Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: ❑ Other: Signer Is Representing: Signer Is Representing: ."4 ©2015 ©2015 National Notary Association •www.NationalNotary.org• 1-800-US NOTARY(1-800-876-6827) Item#5907 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 California County of San Diego ) On August 17, 2017 before me, Danyna Estee Alvarado, Notary Public (insert name and title of the officer) personally appeared Tara Bacon who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. DANYNA ESTEE ALVARADO 15ri NotSrayn PDuibeglcoCyrnia iCommission 2183326 ` My Comm.Expires Feb 13,2021 Signature (Seal) s[. , 568 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza,Suite 100 Bala Cynwyd,PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEMNITY INSURANCE COMPANY(the Company),a corporation organized and existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint Dale Harshaw,John K Qualls,Kyle King,Tara Bacon,Patrick M.Stroud,Minna Huovila of BB&T Insurance Services of California,Inc.,its true and lawful Attorney-in-fact with full authority to execute on its behalf bonds, undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thereof,issued in the course of its business and to bind the Company thereby,in an amount not to exceed S25.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14th of November,2016. RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attomey(s) in Fact and authorize the Attomey(s) in Fact to execute on behalf of the Company bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And,be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile,and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which itis attached. IN TESTIMONY WHEREOF,PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 14TH DAY OF NOVEMBER,2016. • °v0. fiforekr,I i (Seal) Robert D.O'Leary Jr.,President&CEO Philadelphia Indemnity Insurance Company On this 14th day of November,2016,before me came the individual who executed the preceding instrument,to me personally known,and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the Corporate seal of said Company;that the said Corporate Seal and his signature were duly affixed. ursIt Nakr Ma4�a _ Notary Public: residing at: Bala Cynwyd.PA (Notary Seal) My commission expires: January 8,2018 I,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 14'"day of November,2016 are true and correct and are still in full force and effect.I do further certify that Robert D.O'Leary Jr.,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 17th day of August ,20 17 r' 7 Edward Sayago,Corporate Secretary PHILADELPHIA INDEMNITY INSURANCE COMPANY Executed in Triplicate Bond No.PB01798100261 Premium:$3,987.00 FAITHFUL PERFORMANCE BOND FOR THE CONSTRUCTION OF THE SEWER IMPROVEMENTS PROJECT: Tract Map 20049, FOUNDERS SITE DEVELOPER: TH Founders Drive, LLC a Delaware Limited Liability Company WHEREAS, the City of Chino Hills, State of California, and TH Founders Drive LLC , hereinafter referred to as "Principal", have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated 10/10/2017, and identified as Agreement for Construction of Sewer Improvements, is hereby referred to and made a part hereof; and WHEREAS, said Principal is required under the terms of said agreement to furnish a bond for the faithful performance of said agreement, and to guarantee the work for a period of one (1) year; NOW, THEREFORE, we, the Principal and Philadelphia Indemnity Insurance Company , whose place of business is Three Bala Plaza East, Suite 400, Bala Cynwyd, PA 19004, a corporation organized and doing business under and by virtue of the laws of the State of Pennsylvania, and duly licensed by the State of California for the purpose of making, guaranteeing or becoming sole surety upon bonds or undertaking required or authorized by the laws of the State of California, as Surety, are held and firmly bound unto the City of Chino Hills in the penal sum of Two Hundred Sixty Five Thousand Eight Hundred and 00/100 ($265,800.00) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators,jointly and severally, firmly by these presents. The condition of this obligation is such that if the above bounded principal, his/her, their or its heirs, executors, administrators, successors, or assigns, shall in all things stand to or abide by, and well and truly keep and perform the covenants, conditions and provisions in the said agreement and any alterations thereof made as therein provided, on his/her or their part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify, protect, defend and save harmless the City of Chino Hills, its officers, employees and agents as therein stipulated, then this obligation shall become null and void; otherwise it shall remain in full force and effect. The Surety and Principal further agree that in the event the work and improvements are not completed within the time allowed by the said agreement or any extensions thereof as may be granted by the City of Chino Hills, Surety and Principal shall be jointly and severally liable to the City for any and all loss, costs and expense incurred by the City in completing the required improvements; including any administrative expenses and attorney's fees incurred in obtaining completion of the 1 *' Executed in Triplicate Bond No,PB01798100261 Premium:$3,987.00 required improvements or any such fees and expenses incurred in processing any action for damages or for other remedies permitted by law or in equity. As part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Chino Hills in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. The Surety and Principal further agree that twenty-five percent(25%) of the face amount of this bond will remain in effect and continue after completion and acceptance of the work and improvements by the City of Chino Hills for one (1) year from the date of acceptance to guarantee said improvements against any defective work or labor done; or defective materials furnished, in performance of the contract with the City of Chino Hills. The Surety hereby stipulates and agrees that the making of an application for an extension of time by the Principal shall, upon the granting of the application by the City, constitute a waiver by Surety and Principal of all defenses of laches, estoppel, statutes of limitations, and other limitations of action of four (4) years immediately following the date to which the time of performance was extended. The Surety hereby stipulates and agrees that no charge, extension of time, alterations or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice if any such charge, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. IN WITNESS WHEREOF, said Principal and said Surety have caused this performance bond to be duly executed this 17th day of August, 2017 . TH Founders Drive LLC Philadelphia Indemnity Insurance Company (Principal) (Surety) By (L ,,1+ p ' '�1p, 1ra 'a Bacon (Attorney-in-fact) Vv �N Gerald Hall Name of Person that can accept service on behalf of Surety 251 S. Lake Ave, Suite 360, Pasedena, CA 91101 Address where service can be made 2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§1189 _• - •- w -w_IN _ ........_.::'1d--�'S'6e�. •_ •_ii•a a�. •:a... ..,�.GZb.F�.,a:(+',Y�::.^-_ 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 Orange on September 8, 2017 before me, Michelle L. Wehr, Notary Public Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person('whose nameX is/are• subscribed to the within instrument and acknowledged to me that he/shekhey executed the same in his/ Heir authorized capacity(ieST,and that by his/her ei signaturejon the instrument the persop(al or the entity upon behalf of which the personns'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. MICHELLE L.WEIR WITNESS han ld ofi i 'al seali ti\ 1: ;: :omrnsion# 796;'1 1 Notary Public-California 1 l!►/ Orange County Signature _ My Comm.Expires Apr 9,2020 S nature of Notary Public 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: Bond#PB01798100261 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— 0 Limited ❑General 0 Partner — ❑Limited ❑General ❑Individual ❑Attorney in Fact El Individual El Attorney in Fact ❑Trustee 0 Guardian or Conservator El Trustee El Guardian or Conservator 0 Other: ❑ Other: Signer Is Representing: Signer Is Representing: 02015 National Notary Association•www.NationalNotary.org• 1-800-US NOTARY(1-800-876-6827) Item#5907 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 California County of San Diego On August 17, 2017 before me, Danyna Estee Alvarado, Notary Public (insert name and title of the officer) personally appeared Tara Bacon who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s)is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal, J '" DANYNA ESTEE ALVitni f JJJJ ��.� NotaryPublic-California lZ , -• San Diego County \45., , My Comm.Commission s Feb 13,2021 Signature e- (Seal) 579 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza,Suite 100 Bala Cynwyd,PA 19004.0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEMNITY INSURANCE COMPANY(the Company),a corporation organized and existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint Dale Harshaw,John R.Qualin,Kyle King,Tara Bacon,Patrick M.Stroud,Minna Huovila of BB&T Insurance Services of California,Inc.,its true and lawful Attorney-in-fact with full authority to execute on its behalf bonds, undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thereof,issued in the course of its business and to bind the Company thereby,in an amount not to exceed 525.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14"of November,2016. RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attorney(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And,be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile,and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. 1 i IN TESTIMONY WHEREOF,PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS le DAY OF NOVEMBER,2016. y N.- q0..`. r4 � 927't g : n .. pry .. ' '`> ttrr� - (�) 7. "? a+ Robert D.O'I Pary Jr.,President&CEO Philadelphia Indemnity Insurance Company On this 14d'day of November,2016,before me came the individual who executed the preceding instrument,to me personally known,and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the Corporate seal of said Company;that the said Corporate Seal and his signature were duly affixed. r.: ntv,wu ,. 0001 r "'",.""",.m''"`'.."` ...;","•tar: Notary Public: residing at: Bala Cynwyd.PA (Notary Seal) My commission expires: January 8.2018 I,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 14a day of November,2016 are true and correct and are still in full force and effect.I do further certify that Robert D.O'Leary Jr.,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 17th day of August ,20 17 . . #2 1,4 Edward Sayago,Corporate Secretary s �s e ; PHILADELPHIA INDEMNITY INSURANCE COMPANY Executed in Triplicate Bond No.PB01798100261 Premium:Included in Performance Bond LABOR AND MATERIAL BOND FOR SEWER IMPROVEMENTS PROJECT: Tract Map 20049, FOUNDERS SITE DEVELOPER: TH Founders Drive, LLC a Delaware Limited Liability Company WHEREAS, the City of Chino Hills, State of California, and TH Founders Drive LLC , hereinafter referred to as "Principal", have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated 10/10/2017, and identified as Agreement for Construction of Sewer Improvements, is hereby referred to and made a part of hereof; and WHEREAS, under the terms of said agreement, Principal is required before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Chino Hills to secure the claims to which referenced is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the Philadelphia Indemnity Insurance Company , whose place of business is Three Bala Plaza East. Suite 400. Bala Cynwyd. PA 19004, a corporation organized and doing business under and by virtue of the laws of the State of Pennsylvania, and duly licensed by the State of California for the purpose of making, guaranteeing or becoming sole surety upon bonds or undertakings required or authorized by the laws of the State of California, as Surety, are held firmly bound unto the City of Chino Hills, and all contractors, subcontractors, laborers, materialmen and other persons employed in the performance of the aforesaid agreement and referred to in the aforesaid Code of Civil Procedure in the sum of Two Hundred Sixty Five Thousand Eight Hundred dollars and 00/100($265,800.00), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees including reasonable attorney's fees incurred by the City of Chino Hills in successfully enforcing such obligations, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this bond shall inure to the benefit of any and all persons, companies and corporations entitled of any and all persons, companies and corporations entitled to file a claim under Title 15 (commencing Section 3082) of Part 4 of Division 3 of the Civil Code, so as to give a right of actions to them or their assigns in any suit brought upon this bond. 1 .Executed in Triplicate Bond No.PB01798100261 Premium:Included in Performance Bond Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. The Surety hereby stipulates and agrees that the making of an application for an extension of time by the Principal shall, upon the granting of the application by the City, constitute a waiver by the Surety and Principal of all defenses of laches, estoppel, statutes of limitations, and other limitations of action in any action or proceeding filed by the City within a period of four(4) years immediately following the date to which the time of performance was extended. The Surety hereby stipulates and agrees that no changes, extensions of time, alterations or addition to the terms of said agreement or the specifications accompanying the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension, alteration or addition. IN WITNESS WHEREOF, said Principal and said Surety have caused this performance bond to be duly executed this 17th day of August. 2017 . TH Founders Drive LLC Philadelphia Indemnity Insurance Company (Principal (Surety) By tatui k Ni,Ma ) (para Bacon (Attorney-in-fact) Gerald Hall Name of Person that can accept service on behalf of Surety . 251 S. Lake Ave. Suite 360. Pasedena, CA 91101 Address where service can be made 2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 �.i��3�5��'4^' '�- 'F,l.'.i�l.+a"Z.h�+a'�ir,�l...cvf+.�Xa;fss,•l'r.� - - ...�R'-c.F1.r^-`�""✓vC.i�A^_A•-w•_v_v._..::_w•.a.•:sac.sa::=.:.�- - - --b,� 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 Orange on September 8, 2017 before me, Michelle L. Wehr, Notary Public • Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Names)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person)'whose nam9(ar'is/are' subscribed to the within instrument and acknowledged to me that he/shefllhey executed the same in his/ber/heir authorized capacityef,and that by his/heic/tho4 signature ebn the instrument the person$, or the entity upon behalf of which the person(,// racted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing • 9 9 is true an c;rrect. MICHELLE L.WEHR WITNESh and ficial seri. • Commission*2147965 ;';',;4e,::-;.NI Notary Public-California z z <���� Orange County i ] °"`` My Comm.Expires Apr 9,2020 Signature _ r/� l Signature of Notary Public • 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: Bond#PB01798100261 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): E Corporate Officer —Title(s): ❑Partner — 0 Limited ❑General 0 Partner — ❑ Limited 0 General ❑Individual 0 Attorney in Fact 0 Individual ❑Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: ❑ Other: Signer Is Representing: Signer Is Representing: .c"!"ric ria�s ris.__4 rr .r'_a;:i y:±��.:` ` i'ski`.V iotiMa_-N. S ©2015 National Notary Association•www.NationalNotary.org• 1-800-US NOTARY(1-800-876-6827) Item#5907 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 California County of San Diego ) On August 17, 2017before me, Danyna Estee Alvarado, Notary Public (insert name and title of the officer) personally appeared Tara Bacon who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. .fik_ DNotaryPublic-California z ttt San Diego County > Z • �'• Commission#2183326 Signature . (Seal) �`"'',, My Comm,Expires Feb 13,2021 ` 582 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza,Suite 100 Bala Cynwyd,PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEMNITY INSURANCE COMPANY(the Company),a corporation organized and existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint Dale Harshaw,John R.Qualm,Kyle King,Tara Bacon,Patrick M.Strood,Minna Huovila of BB&T Insurance Services of California,,Inc.,its true and lawful Attorney-in-fact with full authority to execute on its behalf bonds, undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thereof,issued in the course of its business and to bind the Company thereby,in an amount not to exceed 825.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14a of November,2016. RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attomey(s) in Fact and authorize the Attomey(s) in Fact to execute on behalf of the Company bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And,be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile,and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF,PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 14"`DAY OF NOVEMBER,2016. k`Ta • .0:4;71: ; (Seal) Robert D.O'Leary Jr.,President&CEO Philadelphia Indemnity Insurance Company On this 14"day of November,2016,before me came the individual who executed the preceding instrument,to me personally known,and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the Corporate seal of said Company,that the said Corporate Seal and his signature were duly affixed. nr p rriervAon: KIPROY kMrtx 4:.21}0 Notary Public: r> t residing at: Bala Cynwyd.PA (Notary Seal) My commission expires: January 8.2018 I,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 14'day of November,2016 are true and correct and are still in full force and effect.I do further certify that Robert D.O'Leary Jr.,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 17th day of August ,20 17 192J s Edward Sayago,Corporate Secretary PHILADELPHIA INDEMNITY INSURANCE COMPANY Executed in Triplicate Bond No.PB01798100260 Premium:$9,461.00 FAITHFUL PERFORMANCE BOND FOR THE CONSTRUCTION OF THE ROAD IMPROVEMENTS PROJECT: Tract Map 20049, FOUNDERS SITE DEVELOPER: TH Founders Drive, LLC a Delaware Limited Liability Company WHEREAS, the City of Chino Hills, State of California, and TH Founders Drive LLC , hereinafter referred to as "Principal", have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated 10/10/2017, and identified as Agreement for Construction of Road Improvements, is hereby referred to and made a part hereof; and WHEREAS, said Principal is required under the terms of said agreement to furnish a bond for the faithful performance of said agreement, and to guarantee the work for a period of one (1) year; NOW, THEREFORE, we, the Principal and Philadelphia Indemnity Insurance Corn anv , whose place of business is Three Bala Plaza East, Suite 400. Bala Cvnwvd, PA 19004, a corporation organized and doing business under and by virtue of the laws of the State of Pennsylvania, and duly licensed by the State of California for the purpose of making, guaranteeing or becoming sole surety upon bonds or undertaking required or authorized by the laws of the State of California, as Surety, are held and firmly bound unto the City of Chino Hills in the penal sum of Six Hundred Thirty Thousand Seven Hundred Thirty One and 00/100 ($630,731.00) lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, successors, executors and administrators,jointly and severally, firmly by these presents. The condition of this obligation is such that if the above bounded principal, his/her, their or its heirs, executors, administrators, successors, or assigns, shall in all things stand to or abide by, and well and truly keep and perform the covenants, conditions and provisions in the said agreement and any alterations thereof made as therein provided, on his/her or their part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their true intent and meaning, and shall indemnify, protect, defend and save harmless the City of Chino Hills, its officers, employees and agents as therein stipulated, then this obligation shall become null and void; otherwise it shall remain in full force and effect. The Surety and Principal further agree that in the event the work and improvements are not completed within the time allowed by the said agreement or any extensions thereof as may be granted by the City of Chino Hills, Surety and Principal shall be jointly and severally liable to the City for any and all loss, costs and expense incurred by the City in completing the required improvements; including any administrative expenses and attorney's fees incurred in obtaining completion of the 1 • . •Executed in Triplicate Bond No.PB01798100260 Premium:$9,461.00 required improvements or any such fees and expenses incurred in processing any action for damages or for other remedies permitted by law or in equity. As part of the obligation secured hereby and in addition to the face amount specified therefor, there shall be included costs and reasonable expenses and fees, including reasonable attorney's fees, incurred by the City of Chino Hills in successfully enforcing such obligations, all to be taxed as costs and included in any judgment rendered. The Surety and Principal further agree that twenty-five percent(25%) of the face amount of this bond will remain in effect and continue after completion and acceptance of the work and improvements by the City of Chino Hills for one (1) year from the date of acceptance to guarantee said improvements against any defective work or labor done; or defective materials furnished, in performance of the contract with the City of Chino Hills. The Surety hereby stipulates and agrees that the making of an application for an extension of time by the Principal shall, upon the granting of the application by the City, constitute a waiver by Surety and Principal of all defenses of laches, estoppel, statutes of limitations, and other limitations of action of four(4) years immediately following the date to which the time of performance was extended. The Surety hereby stipulates and agrees that no charge, extension of time, alterations or addition to the terms of the agreement or to the work to be performed thereunder or the specifications accompanying the same shall in anywise affect its obligations on this bond, and it does hereby waive notice if any such charge, extension of time, alteration or addition to the terms of the agreement or to the work or to the specifications. IN WITNESS WHEREOF, said Principal and said Surety have caused this performance bond to be duly executed this 17th day of Auaust. 2017 TH Founders Drive LLC Philadelphia Indemnity Insurance Company (Princi• . (Surety) By tiltac.y4• / MAidtti*l& LTafa Bacon (Attorney-in-fact) Gerald Hall Name of Person that can accept service on behalf of Surety 251 S. Lake Ave, Suite 360, Pasedena, CA 91101 Address where service can be made • 2 • CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 5EA'.[`11,c^A.i^R.c=_hch..c�+s .s .v�.a.a,.re:si, a:•_ _sem.e.'s�..�_c.. •¢_�e.- ,i +cl.+�:R+[Y✓,%.f�:f>.Y✓•f .,�. ..rw.n.�Z�j j 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 Orange ) on September 8, 2017 before me, Michelle L. Wehr, Notary Public Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(,s3'whose namej(is/ subscribed to the within instrument and acknowledged to me that he/ ha/thy executed the same in his/ c tbei*authorized capacity,l agf,and that by his/# khcir signature(,a'(on the instrument the person}; or the entityupon behalf of which the personla'f acted,executed the' strument. / I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. , MICHELLE L.WEHR .41141.1% . Commission#2147965 WITNE h. .nd •j,c'- sea ■ �I Notary Public-California z Orange County (► My Comm.Expires Apr 9,2020 Signature >I I ,1. I�l■ Si!nature o Notary Public 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: Bond#PB01798100260 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 El General El Partner — ❑Limited ❑General ❑Individual El Attorney in Fact ❑Individual ❑Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: El Other: Signer Is Representing: Signer Is Representing: c���a�;�,4w�w��cw��w�a:,;.��w.��;.•;ea��a�ww��wwwuvcvw�w�w�w�ro��•�,��,�.�;�n.,��G+a�s ©2015 National Notary Association •www.NationalNotary.org•1-800-US NOTARY(1-800-876-6827) Item#5907 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CML 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 California County of San Diego ) August 17, 2017 Danyna Estee Alvarado, Notary Public On 9 before me, (insert name and title of the officer) personally appeared Tara Bacon who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. DANYNA ESTEE ALVARADO { . Notary Public-California Z •1 f`•' San Diego County `., :I Commission#2183326 = ---� My Comm,Expires Feb 13,2021 Signature ��� 04.. (Seal) 573 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza,Suite 100 Bala Cynwyd,PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEMNITY INSURANCE COMPANY(the Company),a corporation organized and existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint Dale Harshaw,John R.Qualm,Kyle King,Tara Bacon,Patrick M.Stroud,Minna Huovila of BB&T Insurance Services of California,Inc.,its true and lawful Attorney-hi-fact with full authority to execute on its behalf bonds, undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thereof,issued in the course of its business and to bind the Company thereby,in an amount not to exceed$25.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNI'T'Y INSURANCE COMPANY on the 14a of November,2016. RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the Company: (1) Appoint Attomey(s) in Fact and authorize the Attomey(s) in Fact to execute on behalf of the Company bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And,be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile,and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF,PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS le DAY OF NOVEMBER,2016. zwv (Seal) Robert D.O'Leary Jr.,President&CEO Philadelphia Indemnity Insurance Company On this 14a day of November,2016,before me came the individual who executed the preceding instrument,to me personally known,and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the Corporate seal of said Company;that the said Corporate Seal and his signature were duly affixed. ram �r�,,a N•Wr horn chi Yb a1la ".�'''�."�`.�.."`�..,.......;..: Notary Public: residing at: Bala Cynwyd.PA (Notary Seal) My commission expires: January 8.2018 I,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 144 day of November,2016 are true and correct and are still in full force and effect.I do further certify that Robert D.O'Leary Jr.,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 17th day of August ,20 17 �J .142.7y ; Edward Sayago,Corporate Secretary PHILADELPHIA INDEMNITY INSURANCE COMPANY x � 1. Executed in Triplicate Bond No.PB01798100260 Premium:Included in Performance Bond LABOR AND MATERIAL BOND FOR ROAD IMPROVEMENTS PROJECT: Tract Map 20049, FOUNDERS SITE DEVELOPER: TH Founders Drive, LLC a Delaware Limited Liability Company WHEREAS, the City of Chino Hills, State of California, and TH Founders Drive LLC , hereinafter referred to as "Principal", have entered into an agreement whereby Principal agrees to install and complete certain designated public improvements, which said agreement, dated 10/10/2017, and identified as Agreement for Construction of Road Improvements, is hereby referred to and made a part of hereof; and WHEREAS, under the terms of said agreement, Principal is required before entering upon the performance of the work, to file a good and sufficient payment bond with the City of Chino Hills to secure the claims to which referenced is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code of the State of California; NOW, THEREFORE, said Principal and the Philadelphia Indemnity Insurance Companv , whose place of business is Three Bala Plaza East, Suite 400, Bala Cynwyd, PA 19004, a corporation organized and doing business under and by virtue of the laws of the State of Pennsylvania, and duly licensed by the State of California for the purpose of making, guaranteeing or becoming sole surety upon bonds or undertakings required or authorized by the laws of the State of California, as Surety, are held firmly bound unto the City of Chino Hills, and all contractors, subcontractors, laborers, materialmen and other persons employed in the performance of the aforesaid agreement and referred to in the aforesaid Code of Civil Procedure in the sum of Six Hundred Thirty Thousand Seven Hundred Thirty One dollars and 00/100 ($630,731.00), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, that said Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees including reasonable attorney's fees incurred by the City of Chino Hills in successfully enforcing such obligations, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered. It is hereby expressly stipulated and agreed that this bond shall inure to the benefit of any and all persons, companies and corporations entitled of any and all persons, companies and corporations entitled to file a claim under Title 15 (commencing Section 3082) of Part 4 of Division 3 of the Civil Code, so as to give a right of actions to them or their assigns in any suit brought upon this bond. 1 , Executed in Triplicate Bond No.PB01798100260 Premium:Included in Performance Bond Should the condition of this bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect. The Surety hereby stipulates and agrees that the making of an application for an extension of time by the Principal shall, upon the granting of the application by the City, constitute a waiver by the Surety and Principal of all defenses of laches, estoppel, statutes of limitations, and other limitations of action in any action or proceeding filed by the City within a period of four (4) years immediately following the date to which the time of performance was extended. The Surety hereby stipulates and agrees that no changes, extensions of time, alterations or addition to the terms of said agreement or the specifications accompanying the same shall in any manner affect its obligations on this bond, and it does hereby waive notice of any such change, extension, alteration or addition. IN WITNESS WHEREOF, said Principal and said Surety have caused this performance bond to be duly executed this 17th day of August. 2017 TH Founders Drive LLC Philadelphia Indemnity Insurance Company (Principal) (Surety) By E MIU W,6110/ W (y4ra Bacon (Attorney-n fact) Gerald Hall Name of Person that can accept service on behalf of Surety 251 S. Lake Ave. Suite 360. Pasedena: CA 91101 Address where service can be made 2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 i'Y•:A'1t�1.9y2� ^'..9f .'� Q,.1'.A..1•.:1-..:�'_Ll..:�,a .'1 . . ST_W, ai•ifY oat Vi'CSS_c� - •66\ v_.,A.. ..e�_A.11.A''"•'__ _ 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 Orange on September 8, 2017 before me, Michelle L. Wehr, Notary Public Date Here Insert Name and Title of the Officer personally appeared Michael W. Maples Names)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person$ whose names/arta subscribed to the within instrument and acknowledged to me that he/i&4liso#executed the same in hisARer4liek authorized capacity j;and that by hisfherftheir signaturef,9ron the instrument the person( ' or the entity upon behalf of which the perso(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. MICHELLE L.WEHR 4:111611". - Commission#2147965 WITNES.Fr h- d :nd •'ficial s=:I. z ! Notary Public-California z Ill / Orange Count My Comm.Expires Apr 9,2020 t Signature._,: drP' to S@nature of Notary Public 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: Bond#PB017981 00260 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 ❑General ❑Individual ❑Attorney in Fact ❑Individual ❑Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: ❑ Other: Signer Is Representing: Signer Is Representing: aa�w<;w������w��,.���.,,,�.�o�a�cw��•a�,a��wwww�w�ww��ww��w��v���.��.�:,�;,�,�. ©2015 National Notary Association•www.NationalNotary.org• 1-800-US NOTARY(1-800-876-6827) Item#5907 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 California County of San Diego On August 17, 2017 before me, Danyna Estee Alvarado, Notary Public (insert name and title of the officer) personally appeared Tara Bacon who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s)acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. DANYNA ESTEE ALVARADO at NotaryPublic-California z ASan Diego County a i Ti• Commission#2183326 Signator fir" (Seal) My comm.Expires Feb 19,2021 578 • PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza,Suite 100 Bala Cynwyd,PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS:That PHILADELPHIA INDEMNITY INSURANCE COMPANY(the Company),a corporation organized and existing under the laws of the Commonwealth of Pennsylvania,does hereby constitute and appoint Dale Harshaw,John R.Qualm,Kyle King,Tara Bacon,Patrick M.Stroud,Minna Iluovila of BB&T Insurance Services of California,Inc.,its true and lawful Attorney-in-fact with full authority to execute on its behalf bonds, undertakings,recognizances and other contracts of indemnity and writings obligatory in the nature thereof,issued in the course of its business and to bind the Company thereby,in an amount not to exceed 525.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14°of November,2016. RESOLVED: That the Board of Directors hereby authorizes the President or any Vice President of the �! Company (1) Appoint Attomey(s) in Fact and authorize the Attomey(s) in Fact to execute on behalf of the Company bonds and undertakings,contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney-in-Fact and revoke the authority given. And,be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile,and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF,PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 14Th DAY OF NOVEMBER,2016. •.1; tt ,,. (Seal) Robert D.O'Leary Jr.,President&CEO Philadelphia Indemnity Insurance Company On this 14°day of November,2016,before me came the individual who executed the preceding instrument,to me personally known,and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY;that the seal affixed to said instrument is the Corporate seal of said Company;that the said Corporate Seal and his signature were duly affixed. Varuntirigtrt rail; Notary Public: residing at: Bala Cvnwvd.PA (Notary Seal) My commission expires: January 8.2018 I,Edward Sayago,Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY,do hereby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 14°day of November,2016 are true and correct and are still in full force and effect Ido further certify that Robert D,O'Leary Jr.,who executed the Power of Attorney as President,was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this 17th day of August ,20 17 11-,t 114 Edward Sayago,Corporate Secretary PHILADELPHIA INDEMNITY INSURANCE COMPANY °ate-. 1 (' By: ° Recording BI First American Title Company Notional Homebuilder Services Electronically Recorded in Official Records,County of San Bernardino 10/1812017 Subdivision Deportment1047 BOB DUTTON 11:34AM JC Recording requested by and when recorded return to: s,. ASSESSOR-RECORDER-CLERK City Clerk ; 490 First American Title-Corona City of Chino Hills 14000 City Center Dr. Doc#: 2017-0430736 Titles: I Pages: 27 Chino Hills, CA 91709 Fees 103.00 1111 HI 1111111111N 111 Taxes .00 Other .00 PAID 103.00 (Space Above For Recorder' s Use) DECLARATION OF COVENANTS (Conditions of Approval for Tentative Tract No. 20049) THIS DECLARATION OF COVENANTS ("Covenant") is made this l day of Oaobe( , 201/ by TH FOUNDERS DRIVE LLC, a Delaware limited liability company (hereinafter referred to as the "Declarant") . RECITALS : A. Declarant is the owner of that certain real property located in the City of Chino Hills ("City") , County of San Bernardino ("County") , State of California, more particularly ' described on Exhibit "A" attached hereto and incorporated herein ("Property") . • B. Declarant intends to develop the Property as a "condominium project" , as defined in Section 4125 of the California Civil Code, known as "Founders" ("Project") . The Project will be developed in accordance with the conditions imposed by the City Council for the approval of General Plan Amendment 16GPA02 , Zone Change 16ZCO2, Municipal Code Amendment 17MCA02, Vesting Tentative Tract Map 20049, and Site Plan Review 16SPRO2 (collectively the "Conditions of Approval") . C. Declarant intends to develop the Project in phases in accordance with the requirements of the California Bureau of • Real Estate. A "Declaration of Covenants, Conditions, and Restrictions, and Reservation of Easements for Founders" ("Declaration") has been approved by the City. Once the final map of Tract No. 20049 has recorded in the Office of the County Recorder, the Declaration shall be recorded in the Office of the County Recorder against the initial development phase of the Property specified in the Declaration. Annexation of each subsequent development phase of the Property shall be accomplished through the recordation in the County Recorder' s Office of a "Notice of Annexation" for such development phase in accordance with the requirements set forth in the Declaration. D. Because the Property is being developed on a phased basis and the Declaration will not be binding on the entirety of the Property until the Declaration and all Notices of Annexation for the development phases of the Property have recorded in the County Recorder' s Office, the City has required Declarant to record this Covenant imposing the Conditions of Approval against the entirety of the Property. NOW, THEREFORE, pursuant to the foregoing Recitals, Declarant hereby declares as follows: 4 1. The Conditions of Approval are attached as Exhibit "B" hereto and incorporated by this reference. *attached hereto and made a part hereof 2 . Unless the City modifies the Conditions of Approval after compliance with appropriate procedures, any grading, improvement, or other development of any portion of the Property must comply with all applicable Conditions of Approval . No provision of this Covenant is intended to, nor shall it be deemed to, modify, waive, delete or amend any of the Conditions of Approval . 3 . The City shall have the right, but not the obligation, to enforce the provisions of this Covenant. In the event it becomes necessary for the City to institute legal action to enforce any provision of this Covenant, the City shall be entitled to recover from the current owner of any portion of the Property in violation of this Covenant reasonable attorney' s fees and costs incurred by the City in such action. 4 . The provisions of this Covenant shall constitute covenants running with the land and shall be binding on and for the benefit of Declarant, its transferees, successors, and assigns, and any other present or future interest holders or estate holders of any portion or all of the Property. 5 . It is the Declarant' s intention that this Covenant be strictly limited to the purposes expressed in the Covenant, and nothing in this Covenant shall be deemed to be a gift or dedication of any portion of the Property to the general public or for the general welfare for any specific purpose. 6 . If any clause, sentence or other portion of this Covenant shall become illegal, null or void for any reason, or shall be held by any court of competent jurisdiction to be so, the remaining portion shall remain in full force and effect. 7. This Covenant shall be governed by and construed in accordance with the laws of the State of California. The headings used in this Covenant are for convenience only and are not to be -2- used to interpret the meaning of any of the provisions of this Covenant . In this Covenant, whenever the context requires, the singular includes the plural and vice versa, and the masculine and neuter gender shall be mutually inclusive. 8 . The Declaration shall be recorded in the. Office of the County Recorder prior to the occupancy of any dwelling unit in the Project . Upon the recordation in the Office of the County Recorder of the Declaration and Notices of Annexation covering the entirety of the Property, this Covenant shall be of no further force or effect. Until such time, this Covenant shall not be modified, removed or released without the prior written consent of the City. -3- 1 l IN WITNESS WHEREOF, this Covenant has been executed by the Declarant as of the date first above written. "DECLARANT" TH FOUNDERS DRIVE LLC, a Delaware limited liability company By: TH F UNJERS INVESTORS LLC, a Delaw a imited liability company Its: Manag tuber By: Name: � �� 1VG WOYI Its : MA J J -4- • CALIFORNIA ALL-PURPOSE NOTARY ACKNOWLEDGEMENT 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 ) SS COUNTY OF CONTRA COSTA ) On October 10,2017 before me, Heide K.Antonescu.Notary Public.personally appeared Gregg A.Nelson.who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted,executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. HEIDEK.ANTC7NESCU Notary Public-California `-"%� ��. Contra Costa County I `'rt'r'►I Commission t 2142549 My Comm,Expires Feb 11,2020 Signa a . .,0 - (Seal) CONSENT OF LIENHOLDER AND SUBORDINATION OF LIEN The undersigned beneficiary under that certain Deed of Trust recorded on August 10, 2017, as Instrument No. 2017-0326309, in the Official Records of San Bernardino County, California hereby consents to the recordation of the attached Declaration of Covenants and agrees that the lien of the Deed of Trust shall be junior and subordinate and subject to the Declaration. DATED: CC 1 ow k) LIENHOLDER BANK OF THE WEST, a California banking corporation Name: i 7CL_ ca Y� � : t,'i) Title: \i'\ ( f1 cl-)!1 1 t A n ::, 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 Contra Costa 1 on October 10, 2017 before me, Kameika Elisha Moore, Notary Public (insert name and title of the officer) personally appeared Sarah ). Bums : . who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. KAMEIKA ELISHA MOORE r .�� Notary Public-California ' Contra Costa County • = 4l►% Commission#2158691 IMy Comm Expires Jun 30,2020 OP, `'�` -- Seal r. LEGAL DESCRIPTION Real property in the City of Chino Hills, County of San Bernardino, State of California,described as follows: LOTS 2 AND"Y"OF TRACT NO. 13651-8, IN THE Li i Y OF CHINO HILLS, COUNTY OF SAN BERNARDINO,STATE OF CALIFORNIA,AS PER MAP RECORDED IN BOOK 212, PAGES 80 THROUGH 85 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. APN: 1024-431-02-0-000 and 1024-431-03-0-000 EXHIBIT "B" CONDITIONS OF APPROVAL (see the attached) '• APPROVED CITY OF CHINO HILLS ATCITYCOUNCIL • Conditions of Approval JUN 13 2017 as • General Plan Amendment 16GPA02 'N► Zone Change 16ZCO2: Chino Hills Municipal Code Amendment 17MCA02 QVf OF CHINO HILA Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project PLANNING DIVISION INFORMATIONAL / ONGOING: 1. A. Vesting Tentative Tract Map 20049 shall become null and void.: l (1) Unless map recordation has taken place within thirty-six (36). months after approval of said Tentative Tract Map. (2) Where circumstances beyond the control'of the applicant cause delays which do not permit:compliance with the time limitation established :in this section, the Planning Commission may grant an extension of time for a period not to exceed an additional thirty-six (36) months. Applications for such extension of time must set forth in writing the reasons.for this extension and.shall be filed together with a fee as. established by the City Council with the Planning Division thirty (30) calendar days before the expiration of the Map. The applicant will be responsible.for • initiating any extension request. • B. Site Plan Review 16SPR02 shall become null and void: (1) Unless substantial construction has taken place within thirty-six (36) months after approval of said Site Plan Review. (2) Where circumstances beyond the control of the applicant cause delays which :do not permit compliance with the time limitations established in this section, the. Planning Commission May grant an extension of time for a period not to exceed an additional thirty-six-(36) months. Applications for such extension of time. must set forth in writing the reasons for this extension and shall be filed together with a fee as established by the.City Council with the Planning Division thirty (30) calendar days before the expiration of the Site Plan Review. The applicant will be responsible:for initiating any extension of time. 2: The applicant:or its successors in interest shall indemnify, protect, defend (with legal counsel reasonably acceptable to the City), and hold harmless, the City, and any agency.or instrumentality thereof,and its elected and appointed officials; 'officers, employees, and agents from and against any and all. liabilities, claims, actions, causes of action, proceedings,. suits,. damages, judgments, liens, levies, costs, and expenses of whatever City of Chino Hills 1 of 14 Rune. 13, 2017 Exhibit "A" Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval nature, including reasonable attorney's fees and disbursements (collectively"Claims") arising out of or in any way relating to this project, any discretionary approvals granted by the City related to the development of the project, or the environmental review conducted under California Environmental Quality Act, Public Resources Code Section 21000 et sea., for the project. If the City Attorney is required to enforce any conditions of approval, all costs, including attorney's fees, shall be paid for by the applicant. 3. The applicant shall comply with requirements of all Federal, State, County, and local agencies as are applicable to this project. 4. A Notice of Determination will be filed for this project; the applicant is responsible for paying all filing fees, including any fees required by the California Department of Fish and Wildlife. Within two (2) days of approval by the City Council, the applicant shall submit to the Community Development Department a check or money order in the amount of $2,266.25, payable to the County Clerk of the Board of Supervisors. The Community Development Department shall then file the Notice of Determination. Proof of the fee payment will be required prior to the issuance of grading or building permits required under Section 711.4 of the Fish and Game Code. 5. The development of the project shall be in substantial conformance with the project plans (Exhibit"C"), Parking Option 1 (Exhibit"D), and the colors and material schemes (Exhibit"F") as approved by the City Council on June 13, 2017, with original approval stamp. Modifications to the plans must be subsequently reviewed and approved by the Planning Commission if the Community Development Director determines that the plans are not in substantial conformance with the project plans and the colors and materials schemes. 6. The development of the project shall comply with the Mitigation Monitoring and Reporting Program (MMRP) attached and incorporated by reference as adopted by the City Council on June 13, 2017. Prior to any demolition, clearing, grubbing or grading or as otherwise appropriate, the applicant shall demonstrate compliance with all applicable Mitigation Measures contained in the Mitigation Monitoring and Reporting Program (MMRP). The applicant is responsible to bear all costs should a consultant be required to manage and implement the MMRP. 7. The applicant shall comply with the conditions in the transmittal from the Chino Valley Fire District Permit #2016-00001575, a copy of which is attached hereto. 8. Noise emanating from the project shall not exceed the noise standards as listed in Chapter 16.48 Performance Standards of the City's Development Code and shall be in compliance with all requirements as stated in the Municipal Code. City of Chino Hills 2 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval 9. Construction hours and operations shall be as follows: A. Construction shall be limited to the hours of 7:00 a.m. to 7:00 p.m. on Monday through Friday, 8:00 a.m. to 6:00 p.m. Saturday, and shall be prohibited on Sundays and City listed Federal holidays in order to minimize disruption to existing residential neighborhoods; B. All construction vehicles or equipment fixed or mobile operated shall be equipped with properly operating and maintained mufflers; C. Stock piling and/or vehicle staging areas shall be located as far as practical from residential homes; D. The noisiest operations shall be arranged to occur together in the construction program to avoid continuing periods of greater annoyance. 10. The project site shall be fenced and screened, as required by the City, during construction. Signage to report dust shall be posted on site at a location clearly visible to the public from both Grand Avenue and Founders Drive. 11. All areas within the project site shall be maintained free of trash and debris. 12. Any graffiti shall be removed within twenty-four (24) hours of being reported. 13. Mandatory solid waste disposal services shall be provided by a City approved waste hauler to all parcels/lots or uses affected by approval of this project. 14. All driveways and street corners shall illustrate compliance with Section 16.06.080 Clear Corner Areas for Sight Visibility of the City's Development Code. Nothing shall be placed or allowed to grow taller than thirty (30) inches within the clear corner areas in a manner which obstructs visibility or threatens vehicular or pedestrian safety. 15. Enhanced architectural treatment (e.g. shutters, additional molding and trim, window mullions, pop-out features, and other decorative features and finishes), subject to the review and approval of the Community • Development Director, shall be provided for the side and rear elevations of dwelling units along Founders Drive (rear elevations of units 1 through 18, inclusive, and the side elevations of units 46 and 47), adjacent to the existing residential community (side elevations of units 18 and 19), and visible from the project entry (rear elevations of units 47 and 48, and the side elevations of units 1, 49, and 62) as shown on the project site plan approved on June 13, 2017. 16. Additions and remodels that would expand the floor area and/or footprint of the dwelling units beyond that approved in the building plans and building permits at the time of the original construction of the project shall not be allowed. This condition shall be included in the project's Covenants, Conditions, and Restrictions. City of Chino Hills 3 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval 17. The installation, construction, and/or placement of accessory structures and/or features shall be prohibited, except as specifically identified in the Private Yard Areas and Accessory Structures Exhibit (Exhibit"G"). This exhibit shall not be amended or modified without approval of the Community Development Director. This condition shall be included in the project's Covenants, Conditions, and Restrictions. 18. Enhanced paving shall be provided at the project entrance, pedestrian crosswalks, and at the private way entries as shown on the conceptual landscape plan (see Exhibit"C"). The enhanced paving shall consist of integrally colored and stamped asphalt or a similar enhancement that is determined to accomplish the same purpose subject to the review and approval of the Community Development Director. 19. Any signs shown on the site and elevation plans are conceptual only. Signs proposed for the project, including monument signs, shall be designed to conform to the sign provisions of the City's Development Code and shall require separate application and approval by the Community Development Director of a finding that the project's signs are in harmony with adjacent properties and the surrounding areas. 20. Parking areas contiguous with planter areas shall have a six (6) inch high raised concrete curb separation. Curbs adjacent to end parking stalls shall provide a step-out area a minimum of twelve (12) inches wide. 21. All utility equipment, including utility meters and air conditioning equipment, at ground level shall be screened (from the parking area, adjacent surface streets, and common walkways) by landscaping and/or other screening methods that are determined to accomplish the same purpose subject to the review and approval of the Community Development Director. All roof flashing, drainage gutters, down spouts, vents, and other roof protrusions shall be finished and/or painted to match the adjacent materials and/or colors. 22. All utility, mechanical, and electrical equipment, including fire risers, but excluding utility meters and air conditioning equipment shall be enclosed within the buildings. 23. Varying garage door designs shall be provided for each architectural style as illustrated in the project plans (Exhibit"C") or as otherwise approved by the Community Development Director. 24. All residential dwellings shall provide for a 2-car garage. 25. All garages shall be maintained and be usable as parking spaces at all times. The homeowners association shall be responsible for ensuring compliance with this condition and shall perform an inspection of residents' garages on at least an annual basis. The inspection shall be performed by an independent third party and not by the residents themselves. A signed affidavit shall be submitted to the City on an annual basis certifying that the inspection was performed and that garage parking spaces are unobstructed and are being used for vehicle parking by the residents. This condition shall be included in the project's Covenants,Conditions, and City of Chino Hills 4 of 14 lune 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval Restrictions. 26. Any revisions, modifications, and/or alterations to the Covenants, Conditions, and Restrictions that would affect the implementation of these Conditions of Approval shall be subject to review and approval by the Community Development Director and the City Attorney. Such revisions, modifications, and/or alterations shall not be recorded without the City's written consent. 27. The site features and amenities shall be maintained in good condition throughout the life of the project. 28. The project shall comply with the City's Trust Deposit Account Procedures and Agreement. A positive balance shall be maintained in all project Trust Deposit Accounts at all times. If the balance of the Trust Deposit Account(s) associated with the project becomes negative at any time, all work on the project shall be suspended, including the issuance of permits and project inspections, until such time as the sufficient funds are deposited to return the account(s) to a positive balance. An estimated post-entitlement budget will be provided to the applicant by City staff prior to plan review. 29. The applicant will require that all qualifying contractors and subcontractors exercise their option to obtain a Board of Equalization (BOE) sub-permit for the jobsite and allocate all eligible use tax payments to the City of Chino Hills. Prior to the commencement of any construction activity on-site the developer will require that the contractor or subcontractor provide the ' City of Chino Hills with either a copy of their BOE account number and sub- permit, or a statementthat use tax does not apply to their portion of the project. PRIOR TO RECORDATION OF FINAL MAP: 30. Covenants, Conditions and Restrictions (CC&Rs) shall be submitted for review and approval by the Community Development Director and the City Attorney. Said CC&Rs shall include conditions which comply with the applicable conditions of approval contained in this Resolution. All necessary legal agreements, including homeowners' association, covenant, dedication of development rights, public easements and proposed methods of maintenance and perpetuation of drainage facilities and any other hydrological improvements shall be submitted for review and approval prior to the approval of the Final Map. Approved CC&Rs and all necessary legal agreements set forth above shall be recorded prior to recordation of the Final Map. The CC&Rs shall also include a provision that provides: "Notwithstanding any other provision of this Declaration to the contrary, the City of Chino Hills has the power and the right, but not the obligation, to enforce any or all provisions of this Declaration as a third party beneficiary to the extent this Declaration contains provisions implementing the Chino Hills Municipal Code; City Council and Planning Commission resolutions relating to Tentative Tract Map No. 20049 and Site Plan Review 16SPRO2, or Conditions of Approval or Mitigation Measures for Tentative Tract Map No. 22049 and Site Plan Review 16SPRO2. Failure by the City to City of Chino Hills 5 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval enforce any restriction, covenant, condition, limitation or reservation imposed by the provisions of this Declaration does not constitute a waiver of the City's right to do so. The Association agrees to pay all costs associated with such enforcement including, without limitation, reasonable attorney's fees. The City may exercise its rights of enforcement without regard to any alternative dispute resolution provision in these Declarations or any other restriction on enforcement otherwise applicable to owners, tenants, other residents, or the Association including, without limitation, provisions with regard to notice." PRIOR TO THE ISSUANCE OF GRADING PERMIT: 31. Prior to the issuance of grading permits, a vector survey of the site shall be conducted by the West Valley Mosquito and Vector Control District (at the expense of the applicant). The results of the survey and a vector control plan shall be submitted to the Planning Division for review and approval. The plan shall be implemented in accordance with standards of the West Valley Mosquito and Vector Control District in order to reduce impacts to surrounding residences. 32. If project clearing and construction must occur during the avian nesting season (February to September), a survey for active nests shall be conducted by a qualified biologist, one to two weeks prior to the activities to determine the presence/absence, location, and status of any active nests on or adjacent to the project site. If no active nests are discovered or identified, no further mitigation is required. In the event that active nests are discovered on-site, a suitable buffer determined by the qualified biologist (e.g., 30 to 50 feet for passerines) should be established around such active nests. No ground-disturbing activities shall occur within this buffer until the biologist has confirmed that breeding/nesting is completed and the young have fledged the nest. Limits of construction to avoid a nest site shall be established in the field by a qualified biologist with flagging and stakes or construction fencing. Construction personnel shall be instructed regarding the ecological sensitivity of the fenced area. The results of the survey shall be documented and filed with the Community Development Director within five days after the survey is completed. (Mitigation Measure BIO-1) 33. The applicant shall retain the services of a qualified biologist to determine if the existing onsite drainage ditch is within the California Department of Fish and Wildlife's (CFDW) jurisdiction. If the biologist determines that the ditch is jurisdictional, the applicant shall obtain the required permits and comply with the permit requirements therein. 34. Comprehensive landscape plans shall be submitted to the Community Development Department for review and approval prior to the issuance of building permits. The Landscape Plans shall comply with Chapter 16.07 Landscape and Water Conservation Guidelines of the City's Development Code. Landscape plans shall include all slopes. 35. A registered landscape architect, licensed by the State of California, shall design all landscape architecture documents. City of Chino Hills 6 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval 36. All trees shall be planted at least fifteen (15) feet from any overhead light standard. 37. Prior to any grading or ground disturbance, the Applicant shall provide the required deposit to cover the City's cost associated with retention of a qualified and state certified archaeological and paleontological monitor. The monitor may include a Native American monitor as required, and shall demonstrate that all mitigation measures involving cultural resources will be adequately performed and completed as required by Mitigation Measures CR-1 through CR-3 contained in the MMRP. 38. During construction, all off-road construction equipment greater than 50 horsepower shall meet U.S. EPA Tier 3 emission standards to minimize emissions of NOX associated with diesel construction equipment. (Mitigation Measure AQ-1) PRIOR TO THE ISSUANCE OF BUILDING PERMITS: 39. A wall and fence plan shall be submitted for review and shall be approved by the Community Development Director if he or she finds that all walls and fences complement the architectural style of the development and are constructed of decorative durable materials such as masonry, masonry combination, stone, brick, wrought iron, or a comparable material. All walls shall have decorative wall caps. The fence and wall plan shall include the following: A. All retaining wall elevations, sections, and layouts B. All fencing elevations, sections, and layouts C. All masonry wall elevations, sections, and layouts D. All specifications and details E. All entry monuments and their signs F. All pilaster elevations, sections, and layouts 40. Prior to the issuance of building permits, plans shall be submitted for the construction of a sound wall barrier that breaks the line of sight (six feet tall) between the units along the northwestern boundary of the project and Grand Avenue as determined necessary to ensure that noise levels within the private use areas comply with the exterior noise levels for residential land uses as specified in the City of Chino Hills General Plan. The construction of the sound wall barrier shall be completed prior to the occupancy of the affected units. See Mitigation Measure N-1. 41. The applicant shall submit a photometric lighting plan that illustrates that there is no light spillover beyond the project property line as determined by the Community Development Department. Exterior building and parking lot lights shall be provided with decorative lighting fixtures. Exterior lighting for the project shall be designed to be confined to within the project site. Light shields shall be used to block light and reduce spill over light and glare as necessary. Light spill over on the property shall be zero foot-candles at the property line. City of Chino Hills 7 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval 42. Contractors and sub-contractors for the developer shall obtain a City business license; show proof of a valid State Contractor's License and a valid Certificate of Worker's Compensation. 43. The development is subject to all applicable fees, charges, deposits for services to be rendered, and securities required pursuant to Chino Hills Municipal Code and Resolution Nos. 2016R-014 and 2016R-026, as amended or superseded prior to final inspection. 44. The development is subject to Chino Hills Municipal Code Chapter 3.40, requiring payment of Development Impact Fees, as amended or superseded prior to issuance of building permit. 45. The Parks and Recreation Facilities Fee shall be paid to the City prior to the issuance of the first building permit, pursuant to the City development impact fee schedule. 46. The Quimby fees shall be paid to the City prior to issuance of the first building permit, pursuant to the City development impact fee schedule. 47. The developer shall be responsible for the payment of the City's Traffic Impact Fees and shall pay the fee prior to the issuance of the first building permit, pursuant to the City development impact fee schedule. 48. The developer shall provide certification from the appropriate school district as required by California Government Code Section 53080(b) that any fee, charge, dedication or other form or requirement levied by the governing board of the district pursuant to Government Code Section 53080(a) has been satisfied. 49. All fees (capital connection, inspection, encroachment, meter, deposit, etc.) must be paid. 50. Pursuant to Resolution No. 06R-16, the Affordable Housing In-Lieu Fee shall be paid to the City prior to the issuance of building permits. 51. Provide bicycle-parking facilities per Chapter 16.34, Table 65-2 Number of Bicycle Parking Spaces Required of the City's Development Code. PRIOR TO OCCUPANCY: 52. A Homeowners Association shall be formed to ensure maintenance of: A. All open space and common landscape areas; B. All project related landscape improvements, monuments, irrigation and related equipment, which are to be constructed on any common lots or easements within the project area and/or which are to be constructed within any public right-of-way located within or adjacent to the project area; C. Private streets, which shall be private and shall have private street maintenance, street sweeping and street lights; and D. The street light energy costs within the project. 53. Exterior lighting for the project shall be designed to be confined to within the project site. Light shields shall be used to block light and reduce spill City of Chino Hills 8 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval over light and glare as necessary. Prior to the final inspection and issuance of a certificate of occupancy, the applicant shall schedule an evening inspection with the Planning Division to verify compliance with this requirement. 54. All required improvements shall be installed and deemed complete prior to occupancy. The applicant shall be responsible for coordinating inspections with the Development Services Division (including lighting, landscaping, and overall conformance with the approved entitlement) prior to the final inspection by the Building & Safety Division and the issuance of the certificate of occupancy. 55. The project shall comply with the City's Trust Deposit Account Procedures and Agreement. 'A positive balance shall be maintained in all project Trust Deposit Accounts at all times. If the balance of the Trust Deposit Account(s) associated with the project becomes negative at any time, all work on the project shall be suspended, including the issuance of permits and project inspections, until such time as the sufficient funds are deposited to return the account(s) to a positive balance. An estimated post-entitlement budget will be provided to the applicant by City staff prior to plan review. BUILDING &SAFETY DIVISION PRIOR TO THE ISSUANCE OF ROUGH GRADING PERMIT: 56. All walls and retaining structures necessary to complete the grading shall be submitted to the Building & Safety Division for review and approval prior to issuance of a precise grading permit. 57. The entire site shall be fenced off with temporary chain link fencing with a green fabric backing. The fencing shall remain in place and shall be maintained in good appearance until the project has been completed, or until such time as determined by the Building Official. Another color of fabric may be utilized with prior approval from the Community Development Department. PRIOR TO THE SUBMITTAL OF PRECISE GRADE/BUILDING PLANS: 58. Two approved, signed and wet stamped as graded soils reports, shall be submitted at the time of precise grade plan check submittal. No building plans will be accepted for structural/architectural plan review without an approved as graded soils report. 59. Certification of Rough Grade shall be submitted on approved City form. Rough Grading Permit shall be finaled. 60. All drainage shall be collected by on-site storm drains. No drainage shall enter the street. 61. Precise Grading Plans shall comply with and incorporate all items of the approved Site Plan. Precise plans shall incorporate all site development for review, including access compliance, private storm drain, private sewer and private water, all easements, fire service line, site electrical, parking, City of Chino Hills 9 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval trash enclosures, landscape areas, utility vaults, light standards, buildings, etc. 62. All roof drainage (except overflow) shall be collected by concealed roof drains and conducted under ground to on-site storm drains. No roof drainage shall flow over sidewalks, parking areas, drive aisles. PRIOR TO THE ISSUANCE OF BUILDING PERMIT: 63. Certification of precise grade and compaction shall be submitted on approved City form. 64. Plans shall incorporate any and all water conservation requirements contained within the City of Chino Hills Development Code and the California Plumbing Code. 65. A building phasing plan shall be submitted for review and approval prior to issuance of the first building permit. The approved phasing plan shall ensure that: A. No construction related traffic will travel on/over any roadway where any building permit for any dwelling unit has been finalized. B. No Residential/Homeowner traffic shall be required or permitted to travel on/over any roadway where construction traffic is occurring. PRIOR TO FOUNDATION INSPECTION: 66. Certification of building location and finish floor elevation, wet stamped and signed by the Civil Engineer or record shall be provided prior to foundation inspection. PRIOR TO OCCUPANCY: 6.7. All utilities and circulation elements necessary to serve the building(s) shall be installed, and accepted prior to final inspection. No construction traffic will be permitted on drive aisles that serve occupied units. All occupied units shall be served by at least one point of vehicular exit to a public street at all times. The drive aisles necessary to reach the required point of exit shall be free and clear of any construction material and/or construction activity. No resident or guest shall be required or permitted to pass through any portion of the project that is under construction. 68. All occupied units shall have the required number of guest parking spaces available for use at the time of occupancy. Guest parking spaces shall only be used for the parking of vehicles belonging to individuals visiting occupants of the residential dwelling units. Any other use is not permitted. 69. Sign offs from all applicable City Divisions/Departments and outside agencies shall be obtained prior to any final inspection or utility releases. 70. All applicable planting, irrigation, walls, and improvements required prior to commencement of operations shall be installed. City of Chino Hills 10 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval ENGINEERING DEPARTMENT ONGOING -- GENERAL: Grading 71. Any grading within the road right-of-way prior to the signing of the improvement plans shall be accomplished under the direction of a Soils Testing Engineer. Compaction tests of embankment construction, trench backfill, and all subgrades shall be performed at no cost to City of Chino Hills and a written report shall be submitted to the Engineering Division, prior to any placement of base material and/or paving. 72. Grading of the subject property shall be in accordance with California Building Code, CityGrading Standards, and accepted grading practices. The final grading plan shall be in substantial conformance with the approved conceptual grading plan. 73. Erosion control devices shall be installed at all perimeter openings and slopes. No sediment shall leave the job site. All newly graded surfaces not immediately involved in construction shall have some method of erosion protection, i.e., mulching, fiber fabric, or planting, and shall be used anytime slopes are left dormant longer than 14 consecutive days. 74. Water spraying or other approved methods shall be used during grading operations and during periods of high winds or blowing dust to control fugitive dust. Recycled water shall be used for grading operations whenever available. 75. All grading operations shall cease when sustained wind velocities exceed 25 mph for 30 minutes or more. Final Mao/Dedications 76. A Final Map is required for the proposed division and shall be recorded with the County Recorder pursuant to the provisions of the Subdivision Map Act. This map must be prepared by a licensed land surveyor or a registered civil engineer. The Final Map shall be prepared in accordance with the City of Chino Hills requirements using sufficient field survey means appropriate to the subject site. All maps shall be based on field measurements and not rely on record data. A digitized CAD file of final map shall be submitted prior to map recordation. Street 77. All improvements within both public and private rights-of-way shall be built to City Standards and in accordance with the current edition "Standard Specification for Public Works Construction" and the City of Chino Hills Development Code. All improvements shall be bonded in accordance with "Subdivision Map Act" prior to recordation of Final Map if the improvements are not finished prior to the recordation of the final map. All improvements shall bond for 100% of approved cost estimate to construct improvements and in accordance with the"Subdivision Agreement and Improvement Securities Policy" adopted by the City of Chino Hills unless constructed and approved prior to recordation of Final City of Chino Hills 11 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval Map. Prior to Bond.Release and/or Bond Reduction of the improvements and prior to acceptance of the improvements by the City, "As-Builts" for the improvements shall be submitted and approved by the City Engineer. 78. The Developer shall implement Mitigation Measure T-1 and the recommendations outlined in the Traffic Impact Analysis Report prepared by Linscott, Law & Greenspan Engineers. All work shall be installed prior to the finalization of any building permit for and the occupancy of any unit. 79. A No Parking Anytime Zone shall be established on the north side of Founder's Drive for the entire frontage of the development. All work shall be installed prior to the finalization of any building permit for and the occupancy of any unit. 80. Left turn lanes shall be established on Founders Drive for both the east and westbound traffic, at the entrance driveway/Bent Tree Drive. The Developer shall submit a signing and striping plan for the City Engineer's approval prior to doing the work. All work shall be installed prior to the finalization of any building permit for and the occupancy of any unit. 81. Prior to any work being performed in public right-of-way, inspection fees shall be paid and an encroachment permit issued by the Engineering Division in addition to any other permits required. 82. Developer shall provide for installation of L.E.D. energy efficient street lights, per City of Chino Hills standards. A separate street light plan which schematically shows the proposed locations of all street lights, meter pedestal locations, pull boxes, wiring conduit and conductor sizing shall be submitted for review and approval by the City. Calculations verifying maximum voltage drops per circuit shall be submitted for review and approval prior to issuance of permits. All streetlights within private streets shall be maintained by the HOA, unless otherwise approved by the City Engineer's office. Traffic 83. On-street parking will be restricted along both sides of Founders Drive between Grand Avenue and Garden View Court. Signage shall be approved by the City of Chino Hills and installed by the developer prior to release of occupancy. 84. A minimum 100' length single left turn pocket shall be provided for Southbound traffic entering the site. The applicant shall be responsible to submit a striping plan, prepared by a licensed Traffic Engineer for review and approval by the City Engineer. Parking prohibition may be needed on the south side of Founders Drive to accommodate the new left turn lane. New striping on Founders Drive across the full project limits shall be the responsibility of the applicant. The Developer shall submit the striping and signing (if warranted) plan for the City Engineer's approval prior to doing the work. All work shall be installed, inspected, and accepted prior to the finalization of any building permit for and the occupancy of any unit. City of Chino Hills 12 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval Drainaae 85. A final drainage study shall be submitted and approved by the City Engineer prior to the approval of the precise grade plan. 86. Any existing city drainage facilities that require relocation due to the construction of this project should be reviewed and approved by the City Engineer. The alignment of any such relocations shall be reviewed and approved prior to final design. 87. Any Post-development storm flows based on a 10-year storm event to be discharged into adjacent properties or into any city or county maintained storm drain system shall not exceed 100% of the unbulked undeveloped flows for a 10-year storm. 88. Storm drain systems shall be designed to convey 100-year storm flows off the project site in a manner approved by the City Engineer. 89. Adequate provisions shall be made for acceptance and disposal of surface drainage entering the property from adjacent areas. Utilities 90. The developer shall be responsible for the relocation of any existing utility that becomes necessary as a result of the development. 91. All proposed utilities on-site shall be private up to the Point of Connection (POC), either at the water meter or at the City sewer mainline. Sewer — Domestic Water -- Recycled Water 92. All public water meters shall be located within the public right-of way unless otherwise approved by the City Engineer. Public easements shall be required for any meter installed outside of public right-of-way. Recorded documents must be submitted to the City prior to occupancy release. 93. All fire hydrants shall be installed per City standards with location and fire flow requirements as determined by the Chino Valley Independent Fire District PRIOR TO ISSUANCE OF GRADING PERMIT: 94. A grading plan with existing topography shown at one-foot contour intervals shall be prepared by a registered Civil Engineer and shall be submitted to and approved by the Engineering Division. Plan shall comply with the provisions of Appendix 3 of the latest adopted California Building Code, and the latest Chino Hills Development Code. 95. Developer shall submit a Final Water Quality Management Plan for review and approval by the City Engineer. WQMP shall be prepared in accordance with the guidelines established by the California Stormwater Quality Association (CASQA). 96. Developer shall provide a copy of the Notice of Intent (NOI) and the Storm Water Pollution Prevention Plan (SWPPP) filed with the State of California for the subject project prior to the issuance of any grading permit. City of Chino Hills 13 of 14 June 13, 2017 Vesting Tentative Tract Map 20049 Site Plan Review 16SPRO2 Founders Village Project Conditions of Approval PRIOR TO RECORDATION OF FINAL MAP: 97. A Monumentation Bond, Cash Deposit or Letter of Credit is required prior to recordation of the final map. This bond or cash deposit will ensure that final survey monuments for this project are set and that centerline tie sheets are prepared and submitted for public record. 98. All improvements shall bond for 100% of approved cost estimate to construct improvements and in accordance with the"Subdivision Agreement and Improvement Securities Policy" adopted by the City of Chino Hills unless constructed and approved prior to recordation of Final Map. 99. If the required public improvements are completed prior to recordation of the final map, a one (1) year warranty bond shall be posted in the amount of 25% of the approved engineer's cost estimate for all improvements. 100. Prior to Bond Release and/or Bond Reduction of the improvements and prior to acceptance of the improvements by the City, "As-Builts"for the improvements shall be submitted and approved by the City Engineer. PRIOR TO OCCUPANCY: 101. The Developer shall provide a video camera report of all sewer and storm drain mainline facilities prior to final acceptance by the City. Video report shall not be completed until all air and hydrostatic testing has been completed. 102. Prior to Bond Release and/or Bond Reduction of the improvements and prior to acceptance of the improvements by the City, the developer shall provide for City approval "Record Drawing"for all improvements. 103. Developer shall provide certifications for all public and private backflow devices installed as part of the development. 104. The improvements specified in these Conditions of Approval shall be completed, inspected, and approved. PUBLIC WORKS DEPARTMENT ONGOING: 105. All irrigation shall comply with the City's water conservation specifications. 106. Slopes shall be landscaped and maintained to the boundary of the property as described in the title report. 107. A private flushing hydrant is required at the end of the water mains on private drives "B" and "C"for water quality. END OF SEQUENTIAL CONDITIONS Project Manager: Ryan Gackstetter • City of Chino Hills 14 of 14 June 13, 2017 too PALL / � Chino Valley Fire District Board of Directors Surcrh:Runs Y E Inger t `+ ' President 44 14011 City Center Drive. Alike Kreeger Chino Hills,CA 91709 Vice President: (909)902-5260 Administration.. John DeMonaco ors ' >' (909)902- 250 Fax Ed Gray Chinovalleyf re.org Brian Johsz Fire Chief Tim Shackelford January 17,20:17 2016-00001575 • Trumark Homes Project Narne: Founders Village 450 Newport Center Dr., Suite 300 Newport Beach,CA. 92660 Project Address: 2100 Founders Dr. Chino Hills,CA. 91709 It is a recommendation.of the Fire District that the developer of every new construction project facilitate a preconstruction meeting. The meeting is to be scheduled with the Fire.District Inspector for said project. i l The following are the conditions of the above referenced permit/project. All conditions shall be adhered to, failure to comply with said conditions may result in the revocation of said permit and/or punitive fines asoutlined in the Fire District fee schedule. We look forward to a cooperative working relationship throughout the project. Should youhave any questions regarding the project,:including the conditions as set forth herein,please feel free to contact:our office at(909)902-5280. Fire Protection Requirements I 1.0 THE ITEMS BELOW ARE CONDITIONS OF APPROVAL AND ARE TO BE COMPLETED PRIOR:TO RECORDATION: 1.1. Fire access roads shall bedesigned and plans submitted to the Fire Districtfor approval. Fire access roadsshall be constructed.of asphalt or concrete and be a minimum unobstructed width of 26 feet. The road grade shall not exceed twelve percent(12%) maximum. An approved turn around shall be provided at the end of each roadway in excess of 150 feet in length. Cul-de-sac length shall not exceed 600 feet. Fire District Standard No. 111 shall be:complied with. Special.Districts.Leadership Foundation-District of Distinction Since 2008 1.2 Access drives which cross property lines shall be provided with CC&R's, access easements or reciprocating agreements and shall be recorded on the titles of affected properties. Copies of the recorded documents shall be provided at the time of Fire District plan review. 1.3 The development and each phase shall have two(2)points of vehicular access. Fire District Standard No. 111 shall be complied with. 1.4 Water systems shall be designed to meet the required fire flow of this development and be approved by the Fire Prevention Division. Buildings in excess of 100,000 square feet shall have a minimum of two(2).connections to a public main. The developer shall furnish the Fire Prevention Division with three(3)copies of the water system working plans done by the installing contractor for approval,along with the Fire Flow Availability Form completed by the water purveyor prior to recordation. The required fire flow shall be determined by using the California Fire Code,current adopted-edition. In areas without water-serving utilities,fire protection water systems shall be based on NFPA Pamphlet 1231. Fire District Standard Nos. 101, 102,and 103 shall be complied with. For water connections and work conducted in the public right of way,please refer to separate plans reviewed and approved by the water purveyor. • .1.5 Underground fire mains which cross property lines shall be provided with CC&R's, • • easements,or reciprocating agreements addressing the use and maintenance of the mains and hydrants and shall be recorded on the titles of affected properties. In the event the . . • project includes a fire water pump that is shared by more than one parcel,applicant shall • . provide CC&R's recorded against each parcel that address the maintenance and operation • of the fire water pump to the satisfaction of the Chino Valley independent fire District. Copies of the recorded documents shall be provided at the time of Fire District plan review. • . • 1,6. Fire hydrants shall be six inch(6")diameter with a minimum one four inch(4")and one two and one-half inch(2-1/2")connections. The hydrant type shall be approved by the Fire Prevention Division. All fire hydrants shall be spaced a maximum of three hundred feet(300')apart. Single family resident hydrant spacing shall be a maximum of six hundred feet(600)apart. Private water systems shall comply with Fire District Standard Nos. 101, 102,and 114. All hydrants shall be installed with pavement markers to identify their locations. 2.0 THE ITEMS BELOW ARE CONDITIONS OF APPROVAL AND ARE TO BE COMPLETED PRIOR TO ISSUANCE OF BUILDING PERMIT: •• 2.1 Fire access roads shall be constructed and approved by the Fire Prevention Division prior to combustibles being brought onto the site. 2.2 Approved street signs shall be installed prior to issuance of building permits. 2.3 Fire Protection water systems shall be tested,operational,and approved by the Fire Prevention Division prior to combustible materials being brought to the site. Special Districts Leadership Foundation-District of Distinction Since 2008 . I 2.4 A detailed site plan of the development is required to,be submitted in electronic.(:dwg) format.The plan must show andbe limited to: locations of property lines,buildings,and. equipment and hazards for emergency response purposes. Please refer to Fire District Standard No. 143. Additional or revised files may be required during construction and/or prior to final signoff. 2.5 The Developer shall submit,as anelectronic file, a drawing of the new streets in .dwg format to the Fire District with the building construction plans. Format must contain,and. be:restricted to the following layers: A.Right of way, B,Parcel Lines; C.Street Names; D.Address numbers; E. Fire Hydrants. Additional or revised files may be required duringconstruction andlor prior to final signoff.: 3.0 THE ITEMS.BELOW ARE CONDITIONS OF APPROVAL AND ARE TO BE COMPLETED PRIOR TO OCCUPANCY: 3.1 A:residential "life safety" fire sprinkler system is required,; The developer shall submit three(3)sets of detailed plans and hydraulic calculations to the Fire Prevention Division for approval. Minimum water,supply shall be a one inch(1")meter. The system shall be installed,tested and approved prior to occupancy, The system shall meet the standards of NFPA 13R or 13D and Fire District.Standard No.126. Dwellings in excess of 5,000 square feet shall provide calculations of the(4) four most remote sprinkler heads. 3.2 Smoke detectors and Carbon Monoxide Detectors arerequired to be installed per Section. 310 of the California Building Code, current adopted edition. Locationsshall be approved by the Fire Prevention Division. 3.3 "No Parking=Fire Lane" signs shall be installedin interior access drives at locations designated by the Fire Prevention Division, Curbs shall be painted red at location.s. designated by the Fire Prevention Division; Please refer to Fire District Standard No. 121. 3.4 Residential street addresses shall be posted with a minimum of four inch(4")numbers,. shall beelectrically illuminated(by 12-volt power source only)by internal means during the hours of darkness.Posted numbers shall contrast with the ba.ckground.used.and be legible from the street in accordance with the California Fire Code,current adopted edition. Where building is set back more than 100 feet from the roadway,additional non- illuminated four inch(4")numbers shallbe:displayed at the property access entrance. These numbers shall also contrast with the background used. Please refer to Fire District Standard No. 122. 1 Special Districts•Leadership Fouridatiori=District of Distinction Since 2008 4.0 Three sets of plans shall be submitted separately for each of the following listed items to the Fire District for review, approval and permit prior to any installation or work being done. Approved plans must be maintained at the worksite during construction. Fees are due at the time of submittal. a) Private(onsite)Underground Fire Protection Water Systems. b) Building Construction c) Fire Sprinkler Systems,designed by C16 contractor or registered engineer, including any fire pumps. 4.2 Fire flow requirements shall be determined upon submittal and approval of building construction plans. Applicable Standards: 101, 102, 103, 111, 122, 126 CVFD Standards available online at http://www.chinovalleyfire.org Special Districts Leadership Foundation-District of Distinction Since 2008