HomeMy WebLinkAboutAGMT - Boeing Realty (Subdivision Improvement)1
CITY OF SEAL BEACH
SUBDIVISION IMPROVEMENT AGREEMENT
* * * * * * SUBDIVISION REFERENCE DATA * * * * * *
[x] FINAL TRACT MAP NO. 16375 ( "Final Map" herein)
[ ] PARCEL MAP NO. ( "Parcel Map" herein)
NAME OR TRACT NUMBER
OF SUBDIVISION:
(if applicable)
16375( "Subdivision" herein)
NAME AND ADDRESS
OF SUBDIVIDER(S):
Boeing Realty — Pacific Gateway Tract
The Boeing Company
c/o Boeing Realty Corporation
CITY COUNCIL RESOLUTION
OF APPROVAL NO.
herein)
15480 Laguna Canyon Rd, #200
Irvine CA 92618
( "Resolution of Approval"
IMPROVEMENT PLANS NO. ( "Improvement Plans"
herein)
IMPROVEMENTS: See Schedule A
ESTIMATED TOTAL COSTS: IMPROVEMENTS $ 10,195,258
GRADING $ 1,345,785
MONUMENTATION: $ 50,000
INSPECTION: $ 579,552
TOTAL: $ 12,170,595
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FORM OF IMPROVEMENT SECURITY: [ ] Corporate surety bonds
[]
Deposit of money or negotiable
bonds
[ ] Other:
NAME AND ADDRESS OF CORPORATE
SURETY (if applicable):
SURETY BOND NUMBERS (if applicable):
EFFECTIVE DATE OF AGREEMENT:
(Name of Corporate Entity)
(Street Address)
(City)
(State) (Zip)
(to be inserted by City)
COMPLETION PERIOD: All improvements of Tract 16375
(including the complete water and sewer system in Apollo Drive) with the exception of
the roadway (street) improvements on Apollo Drive, shall be completed within two years
from the Effective Date of the Agreement. Apollo Drive roadway (street) construction
(so that Apollo Drive is a continuous route from Seal Beach Blvd. to Westminster Ave.)
shall be constructed prior to the Certificate of Occupancy for development of lots 8 and 9
of Tract 16375.
* * * * * * * * * * * * * * * * * * * * * *
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Table of Contents
Recitals
1. Subdivider's Obligation to Construct Improvements
2. Inspection of Work and Final Acceptance
3. Guarantee and Warranty of the Improvements
4. Time Extensions
5. Improvement Security
6. Reduction or Release of Improvement Security
7. Indemnification of City by Subdivider
8. Insurance
9. Ownership of the Improvements
10. Default and Breach by the Subdivider and Remedies of the City
11. Relationship of the Parties
12. Assignment
13. Notices
14. Entire Agreement
15. Severability
16. Incorporation of Subdivision Reference Data and Recitals
17. Governing Law
18. Effective Date of the Agreement
Signatures
Schedule A
Faithful Performance Bond
Payment Bond
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THIS SUBDIVISION IMPROVEMENT AGREEMENT ( "Agreement ")
is made and entered into by and between the City of Seal Beach, a municipal corporation
( "City "), and the Subdivider whose name and address is set forth above in the
Subdivision Reference Data.
RECITALS
A. Subdivider has presented to the City for approval and recordation a
Final Map, identified above in the Subdivision Reference Data, of a proposed subdivision
pursuant to the Subdivision Map Act of the State of California and the City's ordinances
and regulations relating to the filing, approval and recordation of subdivision maps
(collectively referred to herein as the "Subdivision Laws ").
B. A tentative map of the Subdivision was previously approved by
City, subject to the Subdivision Laws and to the City's standard requirements and
conditions of approval contained in the City Council's Resolution of Approval, a copy of
which is on file in the Office of the City Clerk and which is incorporated herein by this
reference.
C. The Subdivision Laws establish, as a condition precedent to the
approval of a Final Map, that the Subdivider comply with the City Council's Resolution
of Approval and either (i) complete, in compliance with City standards, all of the
improvements and land development work required by the Subdivision Laws and the City
Council's Resolution of Approval; or (ii) enter into a secured agreement with the City to
complete the improvements and land development work within a period of time specified
by the City.
D. In consideration of approval of the Final Map for the Subdivision
by the City Council, Subdivider desires to enter into this Agreement whereby Subdivider
promises to install and complete, at its sole expense, all public improvement work
required by the City for the proposed Subdivision. Subdivider has secured this
Agreement by improvement security required by the Subdivision Laws and approved by
the City.
E. Improvement Plans, and related specifications, numbered as
designated above in the Subdivision Reference Data, for the construction, installation and
completion of the Improvements identified in Schedule A hereto, have been prepared by
the Subdivider, approved by the City Engineer, and are on file in the office of the City
Engineer. Said Improvement Plans, and related specifications, subsequently modified by
the mutual written agreement of the parties, are hereby referred to as the "Improvement
Plans" and are incorporated herein by this reference. Any improvement to be constructed
pursuant to the Improvement Plan is hereby referred to individually as an
"Improvement" and collectively as the "Improvements ".
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NOW, THEREFORE, in consideration of the approval and recordation by
the City Council of the Final Map of the Subdivision, Subdivider and City agree as
follows:
1. SUBDIVIDER'S OBLIGATION TO CONSTRUCT
IMPROVEMENTS
A. Subdivider shall, at its sole expense, and in compliance
with the provisions of the Subdivision Laws, the Improvement Plans, and all applicable
City standards and fees, and in a good and workmanlike fashion, furnish, construct,
install and guarantee (as set forth in Section 3) the Improvements, Grading, and
Monumentation generally described in Schedule A attached hereto and more specifically
described in the tentative map and in the City Council's Resolution of Approval relating
thereto (collectively, the "Improvements ").
B. To the extent necessary to construct the Improvements, as
determined by the City Engineer, the Subdivider shall acquire and dedicate, or pay the
cost of acquisition by City of, all rights -of -way, easements and other interests in real
property for the construction or installation of the Improvements, free and clear of all
liens and encumbrances. The Subdivider's obligations with regard to the acquisition by
City of off -site rights -of -way, easements and other interests in real property, if any, shall
be subject to a separate agreement between Subdivider and City.
C. Subject to any time extensions granted in accordance with
Section 4, Subdivider shall complete all Improvements within its respective "Completion
Period" specified in the Subdivision Reference Data; provided, however, that if the City
Engineer reasonably determines in good faith that accelerated construction of the
Improvements is essential in order to protect the public health, welfare and safety, the
City Engineer shall give Subdivider not less than fifteen (15) business days' prior written
notice to commence or accelerate installation and construction of such Improvements, or
any portion thereof. The notice shall be in writing, and shall describe the work to be
done by Subdivider, the time within which the work will commence, the period within
which the work will be completed and identify the reasons that such early
commencement is essential in order to protect the public health, welfare and safety. All
or any portions of said Improvements may be required to be constructed or completed at
a specified time, providing the foregoing criteria is met. If the Subdivider objects to the
commencement or acceleration of the Improvements as specified by the City Engineer,
Subdivider may appeal the decision of the City Engineer to the City Council. Any such
appeal shall be filed with the City Clerk within 10 days after receipt by Subdivider of the
written notice from the City Engineer.
D. If the Improvements to be constructed by Subdivider
include monumentation, such monumentation shall be installed not later than thirty (30)
days after the City's acceptance of all other Improvements pursuant to Section 2. As
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used herein, "monumentation" shall mean the setting of survey monuments and tie points
in accordance with the Subdivision Laws, and the delivery to the City Engineer of tie
notes for said points.
E. Subdivider shall, at its sole expense, replace or repair all
public improvements, public utility facilities, and surveying or subdivision monuments
which are destroyed or damaged as a result of any work under this Agreement. Any such
replacement or repair shall be subject to the approval of the City Engineer.
F. Until any category of Improvements is accepted by the
City, Subdivider shall be responsible for the care and maintenance of such Improvements
and shall bear all risks of loss or damage to said Improvements. Neither City, nor its
officers, agents and employees, shall have any liability for any accident, loss or damage
to the Improvements prior to their completion and acceptance by the City.
G. Subdivider shall, at its sole expense, obtain all necessary
permits and licenses for the construction and installation of the Improvements, give all
necessary notices, and pay all fees required by City ordinance or resolution and all taxes
required by law.
H. Not less than fifteen (15) days prior to commencement of
work on the Improvements, Subdivider shall give written notice to the City Engineer of
the date fixed for such commencement of work in order that the City Engineer shall have
adequate time to schedule all necessary inspections.
I. DEVELOPER shall pay all City fees and costs stipulated in
the latest fee resolution as adopted by the City Council from time to time as required for
the development of the SUBDIVISION including but not limited to the following:
1. Building Permit Fees - -- to be paid at the time of building
permit issuance;
2. Transportation Fees - -- to be paid at the time of building
permit issuance;
3. Final Map Filing Fee - -- to be paid at time of filing final
map;
4. Final Map Plan Check Fees - -- to be paid from cash deposit
established at time of filing final map;
5. Final Map Construction Fees - -- to be paid from cash
deposit established prior to approval of final map;
6. Plan Check and Review Fees - -- to be paid from cash
deposit established at time of filing improvement plans;
7. Encroachment Permit Fees - -- to be paid at time of
application for encroachment permit;
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8. Inspection Fees - -- to be paid from cash deposit established
at time of approval of final map;
9. Grading Permit Fee - -- to be paid from cash deposit
established at time of grading permit issuance;
10. Sewer Service Connection Charge Fee - -- to be collected at
the time of building permit issuance; and
11. Water Service Connection Charge Fees - -- to be collected
at the time of building permit issuance.
J. Subdivider shall pay a "buy in" cost to the new Adolfo
Lopez Sewer Pump Station, that will be based on the Subdivider's percentage of average
daily flow to the new pump station multiplied by the total cost of the new pump station
project and then minus the money already paid by the Subdivider for construction,
inspection, and project management, as described in the Tentative Map Conditions, to be
collected within thirty days of Effective Date of the agreement.
K. Subdivider shall provide City with final Record Drawings
of all plans developed for the Subdivision, showing all changes and as built conditions as
specified in the Tentative Tract Map Conditions of Approval prior to the acceptance of
improvements and release of bonds or other security.
2. INSPECTION OF WORK AND FINAL ACCEPTANCE
A. Subdivider shall at all times maintain proper facilities and
safe access for inspection of the Improvements by the City Engineer and other City
personnel.
B. Upon completion of the work on all or any category of the
Improvements specified in Schedule A, the Subdivider may request a final inspection by
the City Engineer. Within five business days of any inspection of the Improvements, the
City Engineer shall provide written notice to Subdivider of the list of items which have
been found to be incomplete and the list of items which have been found to be complete.
If the City Engineer determines that all or any specified category of the Improvements
have been completed in accordance with this Agreement and in compliance with the
Improvement Plans and all applicable City standards, then the City Engineer shall certify
to the City Council the completion of such Improvements. Subdivider shall bear all costs
of inspection and certification for completeness in accordance with City's formally
adopted fees and rates.
C. Acceptance of all or any specified category of the
Improvements by the City Council shall be made upon recommendation and certification
of the City Engineer following inspection of said Improvements pursuant to
subparagraph B above. The City Council shall act upon the City Engineer's
recommendation within thirty (30) days following certification by the City Engineer that
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such Improvements have been completed. Acceptance by the City Council shall not
constitute a waiver by the City of any defects in the Improvements.
3. GUARANTEE AND WARRANTY OF THE IMPROVEMENTS
A. If, within a period of one year following acceptance by the
City Council of the last of the Improvements specified in Schedule A, any Improvements
or part of any Improvements furnished, installed or constructed by the Subdivider, or any
of the work performed under this Agreement, fails to comply with any requirements of
this Agreement, or the Subdivision Laws, or the Improvement Plans and related
specifications, the Subdivider shall, without delay and without cost to the City, repair,
replace or reconstruct any defective or otherwise unsatisfactory part or parts of the
Improvements. Subdivider's obligations hereunder shall include the repair, replacement
or reconstruction of all irrigation systems and all trees, shrubs, ground cover and
landscaping for such one year.
B. Should the Subdivider fail or refuse to act promptly or in
accordance with subparagraph A above, or should the exigencies of the situation require
repair, replacement, or reconstruction to be undertaken before the Subdivider can be
notified and can perform the necessary work, then the City may, in its discretion, make
the necessary repairs or replacements or perform the necessary reconstruction and draw
upon the Subdivider's improvement security to reimburse itself for the costs incurred. If
the Subdivider's improvement security does not cover the total cost of such repair,
replacement, or reconstruction, the Subdivider shall reimburse the City for any excess
costs incurred.
C. The security furnished for the faithful performance of the
Subdivider's obligation to construct and install the Improvements described herein shall
include Subdivider's liability hereunder for the one -year guarantee and warranty of the
Improvements.
4. TIME EXTENSIONS
A. Upon a showing by the Subdivider of good cause therefor,
the duration of the Completion Period for the Improvements (or any of them) may be
extended by the City Engineer,. As used herein, "good cause" may include, without
limitation, delay resulting from an act of the City; acts of God or force majeure, strikes,
boycotts or similar job actions by employees or labor organizations which prevent the
conduct of the work; acts or failure to act of the California Coastal Commission,
including any order thereof; findings made by a governmental entity that the site of a
particular Improvement is of archeological significance; and/or actions or failure to act of
native American monitor(s); and, the order of any court, the City of Seal Beach, or the
California Coastal Commission.
B. A time extension may be granted without notice to any
surety or sureties of the Subdivider and shall not affect the validity of this Agreement nor
832017.13
release the surety or sureties on any bond given as an improvement security pursuant to
this Agreement.
C. As a condition of any time extension provided for herein,
the City Engineer, , may require the Subdivider to furnish new or modified improvement
security guaranteeing performance of this Agreement, as extended, in an increased
amount as necessary to compensate for any projected increase in the Estimated Total
Cost of Improvements, as determined by the City Engineer.
5. IMPROVEMENT SECURITY
A. Prior to City's execution of this Agreement, Subdivider
shall provide as security to the City:
1. For Performance and Guarantee: Security in an
amount equal to one hundred percent (100 %) of the Estimated Total Cost of the
Improvements, including Grading and Monumentation, as set forth above in the
Subdivision Reference Data. With this security, the form of which shall be subject to
City Attorney's prior approval, the Subdivider assures faithful performance under this
Agreement and guarantees the Improvements for one year after the completion and
acceptance of the last of such Improvements, against any defective workmanship or
materials or any unsatisfactory performance, pursuant to Section 3 hereof. The
Subdivider shall automatically increase the amount of such security by an amount equal
to ten percent (10 %) of the deposited security every year, subject to the provision that the
City Manager may at any time determine that a greater increase in the amount of the
security is necessary due to a greater increase in the cost of construction of the
Improvements or any of them. In such event, the Subdivider shall provide the additional
security within ten (10) days after receiving demand and justification therefor.
2. For Payment: Security in an amount equal to one
hundred percent (100 %) of the Estimated Total Cost of the Improvements, excluding
Grading and Monumentation, as set forth above in the Subdivision Reference Data. With
this security, the form of which shall be subject to City Attorney's prior approval, the
Subdivider guarantees payment to contractors, subcontractors, and persons renting
equipment or furnishing labor or materials to them or to the Subdivider. If
monumentation is involved, this improvement security shall also guarantee to the
Subdivider's engineer or surveyor payment of the Estimated Total Cost of setting
monuments, as required by Government Code Section 66497. The Subdivider shall
automatically increase the amount of such security by an amount equal to ten percent
(10 %) of the deposited security every year, subject to the provision that the City Manager
may at any time determine that a greater increase in the amount of the security is
necessary due to a greater increase in the cost of construction of the Improvements or any
of them. In such event, the Subdivider shall provide the additional security within ten
(10) days after receiving demand and justification therefor.
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B. If the improvement security is a corporate surety bond and,
in the opinion of the City, any surety or sureties thereon become insufficient, the
Subdivider shall renew or replace any such surety bond with good and sufficient surety or
sureties within ten (10) days after receiving from City written demand therefor.
C. Improvement security consisting of corporate surety bonds,
in a form accepted by the City Attorney, shall be kept on file with the City Engineer. If a
corporate surety bond is replaced by another approved bond, the replacement shall be
filed with the City Engineer and, upon filing, shall be deemed to have been made a part
of and incorporated into this Agreement. Upon filing and approval by the City Engineer
of a replacement bond, the former improvement security shall be released.
D. Modifications of the Improvement Plans and related
specifications, and modifications of the Improvements, not exceeding ten percent (10 %)
of the original Estimated Total Cost of the Improvements, shall not relieve or release any
improvement security furnished by Subdivider pursuant to this Agreement. If any such
modifications exceed ten percent (10 %) of the Estimated Total Cost of the
Improvements, Subdivider shall furnish additional improvement security for performance
and guarantee, and for payment, as required by subparagraph A above, for one hundred
percent (100 %) of the revised Estimated Total Cost of the Improvements.
E. Subject to any time extensions granted in accordance with
Section 4 herein, if the Subdivider has not completed the Improvements within the
specified time, the Subdivider shall be in default:
(i) All improvements (including the complete water and
sewer system in Apollo Drive) with the exception of the roadway
(street) improvements on Apollo Drive, shall be completed within
two years from the Effective Date of the Agreement.
(ii) Apollo Drive roadway (street) construction (so that
Apollo Drive is a continuous route from Seal Beach Blvd. to
Westminster Ave.) shall be constructed prior to the Certificate of
Occupancy for development of lots 8 and 9 of Tract 16375. The
intent of the City is that Apollo Drive be a continuous route from
Seal Beach Blvd. to Westminster Avenue for public use and
benefit as soon as possible.
Alternatively, in the event of a default by the Subdivider pursuant to Section 10,
and after written notice to Subdivider and reasonable opportunity to cure, City, at its sole
option, shall have the right, without limiting any other rights and/or remedies available to
City at law or in equity, to draw upon or utilize the improvement security furnished
herewith to construct and install the Improvements itself. If City exercises this right, the
release of any unused portion of such improvement security shall be in accordance with
the procedures outlined in Section 6 herein, including any retention necessary for the one -
year guarantee period.
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6. REDUCTION OR RELEASE OF IMPROVEMENT SECURITY
A. Partial releases or reductions in the Subdivider's
improvement security may be authorized prior to the City's acceptance of all
Improvements required hereunder, as provided in this Section 6.
B. Upon acceptance of all or any specified category of the
Improvements by the City Council, and upon written request of the Subdivider, the
improvement security may be reduced or released as follows:
1. Security for Performance and Guarantee: Unless
Subdivider submits new or additional security, such as a maintenance bond, in an amount
equal to ten percent (10 %) of the Estimated Total Cost of the Improvements, the security
for performance and guarantee shall not be reduced or released in an amount greater than
ninety percent (90 %) of the aggregate principal amount thereof prior to the expiration of
the one -year guarantee and warranty period specified in Section 3.A., nor until any claims
filed during the one -year warranty period have been settled.
2. Security for Payment: Security furnished to secure
payment to contractors, subcontractors, and to persons providing labor, materials or
equipment shall, six (6) months after acceptance of all of the Improvements, be reduced
to an amount equal to the total amount claimed by all claimants for whom liens have been
filed and of which notice has been given to the City, plus an amount reasonably
determined by the City Engineer to be required to assure the performance of any other
obligations secured by the security. The balance of the security shall be released upon
settlement or release of all claims and obligations for which the security was given.
C. If Subdivider's obligations relating to any Improvements
are subject to the approval of another governmental agency, the City shall not release the
improvement security therefor until the obligations are performed to the satisfaction of
such other governmental agency. Such agency shall have two (2) months after
Subdivider's performance of the obligation to register its satisfaction or dissatisfaction.
If at the end of that period it has not registered its satisfaction or dissatisfaction, it shall be
conclusively deemed that the Subdivider's performance of the obligation was done to its
satisfaction, and such improvement security shall be promptly released.
7. INDEMNIFICATION OF CITY BY SUBDIVIDER
A. Neither the City, nor its officers, agents and employees,
shall be liable or responsible for any accident, injury, loss or damage to either property or
person attributable to or arising out of the construction, installation or maintenance of the
Improvements by Subdivider, its officers, employees and agents. Subdivider shall
indemnify, hold harmless and defend the City, its officers, agents and employees, from
and against any and all losses, claims, costs, expenses, liabilities, damages, actions,
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causes of action and judgments, including attorneys' fees, arising directly or indirectly
out of or attributable to Subdivider's acts or failure to act.
B. Subdivider's obligations under this Section 7 are not
conditioned or dependent upon whether the City, or its officers, agents and employees,
prepared, supplied or reviewed any Improvement Plans or related specifications in
connection with the Subdivision or the Improvements, or has insurance or other
indemnification covering any of these matters.
C. Subdivider's obligation to indemnify, hold harmless and
defend the City shall extend to injuries to persons and damages to or alleged taking of
property resulting from the design or construction of the Subdivision, and the
Improvements required herein, and shall likewise extend to claims asserted by adjacent
property owners based upon the diversion of waters caused by the Subdivider's design or
construction of public drainage systems, streets, and other public facilities or
improvements. Except for a City Directive as defined below, the City's acceptance of the
Improvements shall not constitute an assumption by the City of any responsibility or
liability for any damage or alleged taking of property referenced herein. City shall not be
responsible or liable for the design or construction of the Subdivision or the
Improvements constructed or installed pursuant to the approved Improvement Plans or
the Final Map, regardless of any act or omission by the City in approving the
Improvement Plans or the Final Map, unless the particular Improvement design was
required by the City over the written objection of the Subdivider, which objection stated
that the Improvement design was potentially dangerous or defective and set forth an
alternative design (a "City Directive "). After City's acceptance of the Improvements, the
Subdivider shall remain obligated to correct or eliminate all dangerous conditions created
by defects in design or construction (other than those required by a City Directive);
provided, however, that Subdivider shall not be responsible for routine maintenance.
Subdivider's indemnity obligations hereunder shall remain in effect for two (2) years
following acceptance of the respective Improvement(s) by the City Council. Subdivider
acknowledges and agrees that Subdivider shall be responsible and liable for the design
and construction of the Improvements and other work done pursuant to this Agreement,
unless same is due to a City Directive. City shall not be liable for any acts or omissions
in approving, reviewing, checking, correcting or modifying any Improvement Plans or
related specifications, or in inspecting, reviewing or approving any work or construction
of Improvements, unless same is due to a City Directive. The Subdivider's improvement
security shall not be required to secure the Subdivider's obligations under this
subparagraph C beyond the one -year guarantee and warranty period.
D. Subdivider shall pay and satisfy any judgment, award or
decree that may be rendered against City, its officers, officials, employees, agents,
representatives and volunteers (collectively hereinafter "City and City Personnel ") to the
extent of the indemnity provided above, in any such suit, action, or other legal
proceeding, provided City gives Subdivider prompt written notice of such claim and
allows Subdivider to undertake the defense thereof.
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E. Subdivider's obligation to indemnify shall not be restricted
to Insurance proceeds, if any, received by the City and City Personnel.
F. Subdivider, on behalf of itself and all parties claiming
under or through it, hereby waives all rights of subrogation and contribution against City
and City Personnel to the extent of the indemnity above provided.
8. INSURANCE. Subdivider shall have insurance as follows:
A. General Liability: Subdivider shall at all times during the
term of this Agreement carry, maintain, and keep in full force and effect, a policy or
policies of comprehensive General liability insurance, with limits of One Million Dollars
($1,000,000.00) for each occurrence and in the aggregate, combined single limit, against
bodily injury (including death), or loss or damage to property to the extent resulting from
the wrongful or negligent acts or omissions of Subdivider, its officers, employees, and
agents, and shall require such coverage of its independent contractors. If such insurance
contains a general aggregate limit, either the general aggregate shall apply separately to
this project, or the general aggregate limit shall be three times the occurrence limit.
Subdivider shall have the right to provide such insurance under its existing insurance
program, provided such existing insurance meets all of the requirements of this paragraph
A.
B. Automobile Liability (including owned, non - owned, and
hired autos): Subdivider shall at all times during the Term of this Agreement also carry,
maintain, and keep in full force and effect a policy or policies of commercial automobile
liability insurance with a combined single limit of One Million Dollars ($1,000,000.00),
single limit, per occurrence for bodily injury and property damage, which will cover the
drivers and automobiles used to perform Services pursuant to this Agreement. Such
insurance shall include coverage for owned, non - owned, and hired automobiles.
Subdivider shall have the right to provide such insurance under its existing insurance
program, provided such existing insurance meets all of the requirements of this paragraph
B.
C. Workers' Compensation. Subdivider shall, to the extent
required by state law, provide Workers' Compensation Insurance, including employer's
liability coverage, for the protection of Subdivider's employees, with a minimum limit of
One Million Dollars ($1,000,000) or the amount required by law, whichever is greater.
Subdivider shall file a certificate of insurance which evidences that Subdivider is in
compliance with said Workers' Compensation Insurance requirement. Subdivider shall
require all subcontractors similarly to provide such Workers' Compensation Insurance
and certificates of insurance for their respective employees.
D. Subdivider agrees that if it does not keep the aforesaid
insurance in full force and effect City may either, after written notice to Subdivider and
failure by Subdivider to cure same within ten (10) days, immediately terminate this
Agreement for default by Subdivider, or, if insurance is available at reasonable cost, City
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may take out the necessary insurance and pay, at Subdivider's expense, the premium
amount.
E. The general liability policy shall be endorsed to state that
City, its officers, officials, employees, agents, representatives and volunteers (collectively
hereinafter "City and City Personnel ") shall be covered as additional insureds to the
extent of the indemnity in Section 7. The automobile liability policy shall be endorsed to
state that City and City Personnel shall be covered as additional insureds to the extent of
the indemnity in Section 7.
F. The insurance provided by Subdivider shall be primary to
any coverage available to City and shall provide that any insurance or self - insurance
maintained by City or City Personnel shall be in excess of Subdivider's insurance and
shall not contribute with it.
G. The insurance provided by Subdivider shall be endorsed to
state that the insurer shall waive all rights of subrogation against City and City Personnel,
to the extent of the Indemnity in Section 7.
H. The policy or policies required herein shall be issued by an
insurer admitted in the State of California with a rating of at least B +, VII in the latest
edition of A.M. Best's insurance guide.
I. The certificates and endorsements for each insurance policy
shall be signed by a person authorized by that insurer or a broker to bind coverage on its
behalf.
The certificates shall also specifically state that the coverage contained in those policies
affords insurance in compliance with the terms and conditions as set forth in this
Agreement.
J. Deductibles. Subdivider's deductible shall not exceed $10
Million. Any deductibles or self - insured retentions of any subcontractors must be
declared to and approved by City prior to the execution of this Agreement by City. At
the option of City, either the subcontractor's insurer shall reduce or eliminate the
deductibles or self - insured retentions as respects City, or the subcontractor shall procure a
bond guaranteeing payment of losses and expenses.
K. Notice of Policy Changes. Coverage shall not be
suspended, voided, cancelled, reduced in coverage or in limits, non - renewed, or
materially changed for any reason, without thirty (30) days prior written notice thereof
given by Subdivider to City by U.S. mail, certified, or by personal delivery.
L. Evidence of Coverage. Prior to commencement of work,
and at all times during the term of this Agreement, Subdivider shall maintain on file with
the City Clerk a certificate or certificates of insurance in a form acceptable to the City
Attorney, showing compliance with the foregoing requirements.
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M. Nothing contained herein in Section 8 shall be construed as
limiting in any way Subdivider obligations of indemnification under Section 7 or any
other extent to which Subdivider may be held responsible for payment of damages to
persons or property resulting from its operations, including operations and work
performed or materials supplied by or on behalf of Subdivider, any subcontractors or by
anyone directly or indirectly employed by any of them.
9. OWNERSHIP OF THE IMPROVEMENTS
A. Ownership of all or any category of the Improvements
constructed and installed by the Subdivider pursuant to this Agreement to be dedicated
pursuant to the Map shall vest, as applicable, in the City (or other specified governmental
agency) upon acceptance of said Improvements by the City Council and recordation of a
Notice of Completion.
B. The Subdivider shall at all times prior to the acceptance of
the Improvements by the City, give good and adequate warning to the public of each and
every dangerous and defective condition caused by the construction of the Improvements
and shall take all steps necessary to protect the public from such dangerous or defective
conditions. The Subdivider agrees and understands that until acceptance of the
Improvements by the City, each Improvement and Improvement area that is offered for
dedication shall be under the charge of the Subdivider, and the Subdivider may close all
or a portion of any street or area whenever necessary to protect the public during the
construction of the Improvements.
10. DEFAULT AND BREACH BY THE SUBDIVIDER AND
REMEDIES OF THE CITY
A. Upon the occurrence of any of the following events, the
Subdivider shall be deemed to be in default under this Agreement:
1. Subject to any time extensions granted in
accordance with Section 4, failure to complete construction and installation of the
Improvements or any of them by the completion date set forth above in the Subdivision
Reference Data;
2. Failure to promptly correct or cure any defect in the
Improvements or any of them (other than a City Directive) during the one -year guarantee
and warranty period as required by Section 3.A or failure to commence correction or cure
of any such defect or failure to diligently prosecute same to completion, in each instance
following receipt by Subdivider of written notice that such defect exists;
3. Subject to any time extensions granted in
accordance with Section 4, failure to perform substantial construction work of the
832017.13
Improvements or any of them, after commencement of work on same, for a period of
thirty (30) days after Subdivider's receipt of written notice thereof from the City;
4. Insolvency, appointment of a receiver, or the filing
of any petition in bankruptcy, whether voluntary or involuntary, and such is not cured or
discharged within a period of thirty (30) days;
5. Commencement of a foreclosure action against the
Subdivision or any portion thereof, or any conveyance by the Subdivider in lieu or in
avoidance of foreclosure, within thirty (30) days after receipt by Subdivider of written
notice thereof from the City; or
6. Failure to perform any other obligations in
accordance with the terms and provisions of this Agreement within thirty (30) days after
receipt by Subdivider of written notice thereof from the City.
B. City reserves to itself all remedies available to it at law or
in equity for any breach of Subdivider's obligations under this Agreement. City shall
have the right, without limitation of other rights or remedies, after written notice to
Subdivider and a reasonable opportunity for Subdivider to cure any such alleged default,
to draw upon or utilize any improvement security furnished hereunder to complete the
Improvements or otherwise mitigate City's damages in the event of Subdivider's default.
C. Following Subdivider's receipt of written notice of alleged
default and failure by Subdivider to promptly commence the cure of any alleged default
and to diligently prosecute such cure to completion, the City may serve written notice of
any such default upon the surety on any corporate surety bond furnished as improvement
security hereunder, and request that said surety take over and complete the Improvements
herein specified. If such surety, within ten (10) days after service of such notice of
default, does not give the City written notice of its intention to perform this Agreement,
or does not commence such performance within thirty (30) days after notice to the City of
such intention to perform, the City may take over the work and prosecute the same to
completion, by contract or by any other method the City deems advisable, for the account
and at the expense of the Subdivider and its surety.
D. Subdivider acknowledges that the Estimated Total Costs
and improvement security amounts set forth herein may not reflect the actual cost of
construction or installation of the Improvements, and, consequently, City's damages for
Subdivider's default shall be measured by the actual cost of completing the required
Improvements. If the damages incurred by the City in taking over and completing the
Improvements exceeds the principal amount of the improvement security, then the
Subdivider shall reimburse the City in the amount of such excess damages.
E. Following Subdivider's receipt of written notice of alleged
default and failure by Subdivider to promptly commence the cure of any alleged default
and to diligently prosecute such cure to completion, City may, without liability for so
832017.13
doing, take possession of, and utilize in completing the Improvements, such materials,
appliances, plant and other property belonging to Subdivider as may be on the site of the
work and necessary for the performance of the work. Subdivider hereby consents to such
entry by the City and its representatives, including contractors, upon any real property in
the Subdivision owned by Subdivider or by any assignee of this Agreement, in the event
the City elects to maintain or complete the work on the Improvements following
Subdivider's default, other than Parcels 17, 18, 19 and 20 (the "Retail Parcels ") and
Parcels 11, 14, 15 and 16 upon which Subdivider is conducting its business (the "Boeing
Parcels ").
F. Subdivider acknowledges and agrees that, upon approval of
the Final Map for the Subdivision, City will confer substantial rights upon the
Subdivider, including the right to sell, lease or finance lots within the Subdivision, and
that such approval constitutes the final act necessary to permit the division of land within
the Subdivision. As a result, City will be damaged to the extent of the cost of
construction or installation of the Improvements upon Subdivider's failure to perform its
obligations under this Agreement, which failure is not promptly remedied by sureties or
by Subdivider.
G. The City's failure to take an enforcement action with
respect to a default, or to declare a default or breach, shall not be construed as a waiver of
that default or breach or any subsequent default or breach of the Subdivider.
H. If City sues to compel Subdivider's performance of this
Agreement, or to recover damages or costs incurred in completing or maintaining the
work on the Improvements, Subdivider agrees to pay all attorneys' fees and other costs
and expenses of litigation incurred by the City in connection therewith, even if
Subdivider subsequently resumes and completes the work.
11. RELATIONSHIP OF THE PARTIES
Neither Subdivider, nor any of Subdivider's contractors, employees or
agents, are or shall be deemed to be, agents of the City in connection with the
performance of Subdivider's obligations under this Agreement.
12. ASSIGNMENT
A. Subdivider shall not assign this Agreement, or any portion
thereof without the prior written consent of the City. Any attempted or purported
assignment in violation of this subparagraph A shall be null and void and shall have no
force or effect.
B. The sale or other disposition of the Subdivision shall not
relieve Subdivider of its obligations hereunder. If Subdivider intends to sell the
Subdivision, or any portion thereof, to any other person or entity, the Subdivider may
request a novation of this Agreement and a substitution of improvement security. Upon
the City's approval of the novation and substitution of improvement security, the
832017.13
Subdivider may request a release or reduction of the improvement security furnished
pursuant to this Agreement.
13. NOTICES
All notices required or provided for in this Agreement shall be in writing
and delivered in person or by mail, postage prepaid, and addressed as follows:
If to the City: City Engineer
City of Seal Beach
211 8th Street
Seal Beach, California 90740
If to the Subdivider: To the address set forth above in the
Subdivision Reference Data, or to such other
address as may subsequently be designated
in written notice to the City.
Notice shall be effective on the date that it is delivered in person, or, if mailed, three (3)
days after the date of deposit in the United States Mail.
14. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement of the parties with respect
to its subject matter. All modifications, amendments, or waivers of any terms of this
Agreement shall be in writing and signed by the duly authorized representatives of the
parties. In the case of the City, the duly authorized representative, unless otherwise
specified herein, shall be the City Engineer.
15. SEVERABILITY
The provisions of this Agreement are severable. If any portion of this
Agreement is held invalid by a court of competent jurisdiction, the remainder of the
Agreement shall remain in full force and effect.
16. INCORPORATION OF SUBDIVISION REFERENCE DATA
AND RECITALS
The Subdivision Reference Data, the Recitals and Schedule A are
incorporated into this Agreement.
17. GOVERNING LAW
This Agreement shall be governed by the laws of the State of California.
18. EFFECTIVE DATE OF THE AGREEMENT
832017.13
This Agreement shall be and become effective as of the date that it is
executed by a duly authorized officer or employee of the City, it being the intention of
the parties that the Subdivider shall first execute this Agreement and thereafter submit it
to the City. The City shall insert the effective date in the Subdivision Reference Data in
all counterparts of this Agreement and shall transmit a fully executed counterpart to the
Subdivider.
SIGNATURES BEGIN ON NEXT PAGE
832017.13
i
IN WITNESS WHEREOF, the parties hereto have caused this Agreement
to be executed by their respective officers, thereunto duly authorized, as of the dates set
forth below their respective signatures.
[Note: All signatures must be
acknowledged by a notary public and the
acknowledgement must be attached. If
signed by a Corporation, the signatures of
two Corporate officers are required,
unless a resolution of the Corporation's
Board of Directors is provided indicating
that the signature of the one signatory is
sufficient to bind the Corporation.]
832017.13
"SUBDIVIDER"
The Boeing Company
By:
rSteph n J. Barker
Vice resident
By:
Al: n i e rancis
Authorized Signatory
Date: I 0 J 3 ( or-
- Signatures continue on next page —
"CITY"
CITY OF SEAL BEACH
i,..% d.0-
MAYOR
ATTEST:
n
X,4 V �ljMu (SEAL)
ITY CLERK
Approved as to form:
a
CITY ATTORNEY
832017.13
ALL PURPOSE ACKNOWLEDGEMENT
State of
California
County of
Orange County
SS
On October 31. 2005 before me,
personally appeared
TONI RAAGAS
ALAN E. DEFRANCIS
TONI NAAGAS
COMM. 01605622 z
Notary Public • California o
Orange County
COMM. Es = ,.10, 2009
® personally known to me
❑ proved to me on the basis of satisfactory
evidence
to be the person whose names is/are-
subscribed to the within instrument and
acknowledged to me that he/s#retttrey executed
the same in his/her /limit authorized capacities,
and that by his/her/their signatureW on the
instrument the person(si, or the entity upon
behalf of which the person0 acted, executed the
instrument.
WITNESS my hand and official seal.
(Signature •r Notary lic)
Optional
Though the information below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signers Name:
❑ Individual
❑ Corporate Officer - Title(s):
❑ Partner- ❑Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other
Signer is Representing:
ALL PURPOSE ACKNOWLEDGEMENT
State of California
SS
County of Orange County
On October 31, 2005 before me, TONI RAAGAS
personally appeared STEPHEN J.BARKER
® personally known to me
❑ proved to me on the basis of satisfactory
evidence
to be the personfsj whose namela)' is/eree
subscribed to the within instrument and
acknowledged to me that he/che/they executed
the same in his/hertheir authorized capacities,
and that by his/Per/their signatures on the
instrument the persoW, or the entity upon
behalf of which the personcK acted, executed the
TONI RAAGAS instrument.
COMM a u +'fsx�,�.�" Notary ubli�6California o WITNESS my hand a d official seal.
_ ! Orange County
• `-;;1 • Crmrm.Ex.res 10,2009
(Sign. ure or N..tj Public)
Optional
Though the information below is not required bylaw,it may prove valuable to persons relying on the document and could
prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name:
❑ Individual
❑ Corporate Officer-Title(s):
❑ Partner-❑Limited ❑ General
❑Attorney-in-Fact
❑Trustee
❑ Guardian or Conservator
❑ Other
Signer is Representing:
•
[ X] FINAL TRACT MAP NO. 16375
PLAN TITLE SHEETS
SCHEDULE A
Storm Drain 1 -11
Streets 1 -30
Sanitary Sewer 1 -8
Water Plan 1 -9
Signing & Striping 1 -6
Traffic Signals 7 -11
Landscape & Irrigation L1 — L63
Misc:
Grading Plans Rough & Precise
Seal Beach Blvd. Flood Mitigation Plans (Conceptual)
CATEGORIES OF
IMPROVEMENTS
[ X ] STREET IMPROVEMENTS*
[ X ] REPAIR OF STREET DAMAGE
[ X ] SEWER IMPROVEMENTS
[ X] STORM DRAIN DRAINAGE
IMPROVEMENTS
AMOUNT OF
ESTIMATED
TOTAL COST
[ X ] WATER SYSTEM $
[X ] SEAL BEACH BLVD. DRAINAGE $
IMPROVEMENTS
[ X ] LANDSCAPING, PLANTING & $
IRRIGATION
[X ] TRAFFIC ENGINEERING $
(SIGNALS)
SUBTOTAL FOR THIS CATEGORY $
[ X ] GRADING
[ X] MONUMENTATION
•
AMOUNT OF
PERFORMANCE
SECURITY
2,500,000 $
200,000 $
1,200,000 $
1,500,000 $
1,150,000 $
1,000,000 $
1,945,258 $
700,000 $
10,195,258 $
1,345,785 $
50,000
TOTAL CONSTRUCTION 11,591,043
INSPECTIONS AT 5% 579,552
TOTAL 12,170,595
TOTAL PERFORMANCE SECURITY: $ 12,170,595
TOTAL PAYMENT SECURITY: $ 12,170,595
832017.13
AMOUNT OF
PAYMENT
SECURITY
2,500,000 $
200,000 $
1,200,000 $
1,500,000 $
1,150,000 $
1,000,000 $
2,500,000
200,000
1,200,000
1,500,000
1,150,000
1,000,000
1,945,258 $ 1,945,258
700,000 $ 700,000
10,195,258 $ 10,195,258
1,345,785 $ 1,345,785
50,000 $ 50,000
1 •
NOTE: IF CORPORATE SURETY BONDS ARE TO BE
UTILIZED, A SINGLE FAITHFUL PERFORMANCE
BOND AND A SINGLE PAYMENT BOND MUST BE
SUBMITTED FOR ALL OF THE REQUIRED
CATEGORIES OF IMPROVEMENTS.
832017.13
• •
CITY OF SEAL BEACH BOND #6380019
FAITHFUL PERFORMANCE BOND
PACIFIC GATEWAY BUSINESS CENTER, TRACT NO. 16375
(Name or Tract Number of Subdivision)
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, THE BOEING COMPANY (hereinafter designated as
"Principal ") has executed a Subdivision Improvement Agreement ( "Agreement" herein)
with the City of Seal Beach, a municipal corporation ( "City" herein), whereby Principal
agrees to construct, install, complete and guarantee for one year after acceptance thereof
certain designated public improvements generally identified as follows:
Schedule A ; and
WHEREAS, said Agreement is incorporated herein by this reference; and
WHEREAS, said Principal is required under the terms of said Agreement
to furnish a corporate surety bond or other approved improvement security to guarantee
the faithful performance of said Agreement;
NOW, THEREFORE, the Principal designated above, and
SAFECO INSURANCE COMPANY OF AMERICA as Surety, are held and firmly
bound unto the City in the penal sum of Twelve Million One Hundred Seventy Thousand
Five Hundred and Ninety -five Dollars ($12,170,595.00), lawful money of the United
States, for the payment of which we bind ourselves, our heirs, successors, executors and
administrators, jointly and severally, firmly by these presents.
The condition of this obligation is such that the obligation shall become
null and void if the above - bounded Principal, his or its heirs, executors, administrators,
successors, or assigns, shall in all things stand to, abide by, well and truly keep and
perform the covenants, conditions and provisions in said Agreement and any
modification thereof made as therein provided, on his 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 and save harmless the City, its officers,
agents and employees, as therein stipulated; otherwise, this obligation shall be and remain
in full force and effect.
832017.10
• •
As a part of the obligation secured hereby, and in addition to the face
amount specified, costs and reasonable expenses and fees shall be included, including
reasonable attorneys' fees, incurred by the City in successfully enforcing the obligation,
all to be taxed as costs and included in any judgment rendered.
The Surety hereby stipulates and agrees that no change, extension of time,
alteration or addition to the terms of the Agreement, the work to be performed
thereunder, or the Improvement Plans and related specifications accompanying the
Agreement shall in any manner affect its obligations on this bond. The Surety hereby
waives notice of any such change, extension of time, alteration or addition to the terms of
the Agreement, the work, or the Improvement Plans and related specifications.
IN WITNESS WHEREOF, this instrument has been duly executed by the
above -named Principal and Surety as of the date or dates set forth below the signatures of
their authorized officers.
Note: All signatures must be
acknowledged before a
notary public. Attach
appropriate acknowledgment.
"PRINCIPAL"
The Boeing Company
15480 Laguna Canyon Rd #200
Irvine, CA 92618
(City) (State) (Zip)
nat
re of authorized officer)
i�uclZn9gelc�,,.p ,S;sTTfr-easurei-
(Title of officer)
Date: 0 -Z
"SURETY"
832017.10
• •
SAFECO INSURANCE COMPANY OF AMERINCA
(Type name of Surety)
APPROVED:
City Attorney
832017.10
SAFECO PLAZA
(Street Address)
SEATTLE, WASHINGTON 98185
(City) (State) (Zip)
ture of auth$rized officer)
LINDA ISER, ATTORNEY -IN-FACT
(Title of officer)
Date: 10 -21 -05
• •
ACKNOWLEDGEMENT BY SURETY
STATE OF ILLINOIS
COUNTY OF COOK
On this 21ST of October,. 2005, before me, Karen Daniel, a Notary Public,
within and for said County and State, personally appeared Linda Iser'to me
personally known to be the Attorney -in -Fact of and for Safeco Insurance
Company of America and acknowledged that she executed the said
instrument as the free act and deed of said Company.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal, at my office in the aforesaid County, the day and year in this
certificate first above written.
Notary Public in the State of Illinois
County of Cook
OFFICIAL SEAL
KAREN DANIEL
NOTARY PUBLIC • STATE OF ILLINOIS
MY COMMISSION EXPIRES 12!07105
• •
IMPORTANT NOTICE TO SURETY BOND CUSTOMERS REGARDING
THE TERRORISM RISK INSURANCE ACT OF 2002
As a surety bond customer of one of the SAFECO insurance companies (SAFECO Insurance Company of
America, General Insurance Company of America, first National Insurance Company of America, American
States Insurance Company or American Economy Insurance Company), it is our duty to notify you that the
Terrorism Risk Insurance Act of 2002 extends to "surety insurance ". This means that under certain
circumstances we may be eligible for reimbursement of certain surety bond losses by the United States
govemment under a formula established by this Act.
Under this formula, the United States government pays 90% of losses caused by certified acts of terrorism that
exceed a statutorily established deductible to be paid by the insurance company providing the bond. The Act
also establishes a $100 billion cap for the total of all losses to be paid by all insurers for certified acts of
terrorism. Losses on some or all of your bonds may be subject to this cap.
This notice does not modify any of the existing terms and conditions of this bond, the underlying agreement
guaranteed by this bond, any statutes goveming the terms of this bond or any generally applicable rules of law.
At this time there is no premium change resulting from this Act.
S -6248/GEEF 2/03
FRP
POWER
S A F E C CY OF ATTORNEY
•
SAFECO INSURANCE COMPANY OF AMERICA
GENERAL INSURANCE COMPANY OF AMERICA
HOME OFFICE: SAFECO PLAZA
SEATTLE, WASHINGTON 98185
No. 10025
KNOW ALL BY THESE PRESENTS:
That SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA, each a Washington corporation, does each
hereby appoint
* * *MARCIA K. CESAFSKY; JAMES A: CUTHBERTSON; KAREN DANIEL; PATRICIA M. DOYLE; ROBERT E. DUNCAN; GEOFFREY E. HEEKIN; LINDA ISER;
THOMAS J. JOSLIN; GREGORY K. KESSLER; KATHLEEN J. MAILES; SANDRA MARTINEZ; JOELLEN M. MENDOZA; SUSAN J. PREIKSA; SUSAN A. WELSH;
CRAIG T.TAGLIAMONTE• Chicago, Illinois********■************************************************************** *** * * ********** *** * ***** * * * ** **
its true and lawful attomey(s) -in -fact, with full authority to execute on its behalf fidelity and surety bonds or undertakings and other documents of a similar
character issued in the course of its business, and to bind the respective company thereby.
IN WITNESS WHEREOF, SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA have each executed and
attested these presents
this 27th
CHRISTINE MEAD, SECRETARY
day of July , 2004
GLy.�y ; N
MIKE MCGAVICK, PRESIDENT
CERTIFICATE
Extract from the By -Laws of SAFECO INSURANCE COMPANY OF AMERICA
and of GENERAL INSURANCE COMPANY OF AMERICA:
"Article V, Section 13.- FIDELITY AND SURETY BONDS ... the President, any Vice President, the Secretary, and any Assistant Vice President appointed for that
purpose by the officer in charge of surety operations, shall each have authority to appoint individuals as attomeys -in -fact or under other appropriate titles with
authority to execute on behalf of the company fidelity and surety bonds and other documents of similar character issued by the company in the course of its
business... On any instrument making or evidencing such appointment, the signatures may be affixed by facsimile. On any instrument conferring such authority
or on any bond or undertaking of the company, the seal, or a facsimile thereof, may be impressed or affixed or in any other manner reproduced; provided,
however, that the seal shall not be necessary to Xhe validity of any such instrument -or undertaking."
Extract from a Resolution of the Board of Directors of SAFECO INSURANCE COMPANY OF AMERICA
and of GENERAL INSURANCE COMPANY OF AMERICA adopted July 28, 1970.
"On any certificate executed by the Secretary or an assistant secretary of the Company setting out,
(i) The provisions of Article V, Section 13 of the.By -Laws, and
(ii) A copy of the power -of- attorney appbintment, executed pursuant thereto, and
(iii) Certifying that said power -of- attomey appointment is in full force and effect,
the signature of the certifying officer may be by facsimile, and the seal of the Company may be a facsimile thereof."
I, Christine Mead, Secretary of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA, do hereby certify
that the foregoing extracts of the By -Laws and of a Resolution of the Board of Directors of these corporations, and of a Power of Attomey issued pursuant thereto,
are true and correct, and that both the By -Laws, the Resolution and the Power of Attomey are still in full force and effect.
IN WITNESS WHEREOF, I have hereunto set .my hand and affixed the facsimile seal of said corporation
this ak day of (340 O .
S- 0974 /SAEF 2/01
CHRISTINE MEAD, SECRETARY
® A registered trademark of SAFECO Corporation
07/27/2004 PDF
• •
CITY OF SEAL BEACH BOND #6380019
PAYMENT BOND
PACIFIC GATEWAY BUSINESS CENTER, TRACT NO. 16375
(Name or Tract Number of Subdivision)
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, THE BOEING COMPANY, (hereinafter designated as
"Principal ") has executed a Subdivision Improvement Agreement ( "Agreement" herein)
with the City of Seal Beach, a municipal corporation ( "City" herein), whereby Principal
agrees to construct, install and complete certain designated public improvements
generally identified as follows: Schedule A ; and
WHEREAS, said Agreement is incorporated herein by this reference; and
WHEREAS, said Principal is required under the terms of said Agreement,
before entering upon the performance of the work, to file with the City a good and
sufficient payment bond, or other approved security, to secure the claims to which
reference is made in Title 15 (commencing with Section 3082) of Part 4 of Division 3 of
the California Civil Code and in Government Code Section 66497;
NOW, THEREFORE, the Principal designated above, and SAFECO
INSURANCE COMPANY OF AMERICA, as Surety, are held firmly bound unto the
City and all contractors, subcontractors, laborers, materialmen and other persons
employed in the performance of said Agreement and referred to in the above - referenced
Civil Code and Government Code in the sum of Twelve Million One Hundred Seventy
Thousand Five Hundred and Ninety -five Dollars ($12,170,595.00), 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 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 attorneys' fees, incurred by the City in successfully
enforcing such obligation, 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 to file claims under
Title 15 (commencing with Section 3082) of Part 4 of Division 3 of the Civil Code, and
under Government Code Section 66497, so as to give a right of action to them or their
assigns in any suit brought upon this bond.
832017.10
• •
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 no change, extension of time,
alteration or addition to the terms of said Agreement or the Improvement Plans or related
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, this instrument has been duly executed by the
above -named Principal and Surety as of the date or dates set forth below the signatures of
their authorized officers.
Note: All signatures must be acknowledged
before a notary public. Attach
appropriate acknowledgment.
"PRINCIPAL"
The Boeing Company
15480 Laguna Canyon Road #200
(Street Address)
Irvine, CA 92618
(City) (State) (Zip)
Sig ture of authorized officer)
(Title of officer)
Date: 2
"SURETY"
SAFECO INSURANCE COMPANY OF AMERICA
(Type name of Surety)
832017.10
•
APPROVED:
City Attorney
832017.10
•
SAFECO PLAZA
(Street Address)
SEATTLE, WASHINGTON 98185
(City) (State) (Zip)
egn't . ure of autho zed officer)
LINDA ISER, ATTORNEY -IN-FACT
(Title of officer)
Date: 10 -21 -05
• •
IMPORTANT NOTICE TO SURETY BOND CUSTOMERS REGARDING
THE TERRORISM RISK INSURANCE ACT OF 2002
As a surety bond customer of one of the SAFECO insurance companies (SAFECO Insurance Company of
America, General Insurance Company of America, First National Insurance Company of America, American
States Insurance Company or American Economy Insurance Company), it is our duty to notify you that the
Terrorism Risk Insurance Act of 2002 extends to "surety insurance ". This means that under certain
circumstances we may be eligible for reimbursement of certain surety bond losses by the United States
govemment under a formula established by this Act.
Under this formula, the United States govemment pays 90% of losses caused by certified acts of terrorism that
exceed a statutorily established deductible to be paid by the insurance company providing the bond. The Act
also establishes a $100 billion cap for the total of all losses to be paid by all insurers for certified acts of
terrorism. Losses on some or all of your bonds may be subject to this cap.
This notice does not modify any of the existing terms and conditions of this bond, the underlying agreement
guaranteed by this bond, any statutes goveming the terms of this bond or any generally applicable rules of law.
At this time there is no premium change resulting from this Act.
S.6248/GEEF 2/03
FRP
• •
ACKNOWLEDGEMENT BY SURETY
STATE OF ILLINOIS
COUNTY OF COOK
On this 21ST of October= 2005, before me, Karen Daniel, a Notary Public,
within and for said County and State, personally appeared Linda Iser to me
personally known to be the Attorney -in -Fact of and for Safeco Insurance
Company of America and acknowledged that she executed the said
instrument as the free act and deed of said Company.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal, at my office in the aforesaid County, the day and year in this
certificate first above written.
Notary Public in the State of Illinois
County of Cook
OFFICIAL SEAL
KAREN DANIEL
L
NOTARY PUBLIC . STATE OF ILLINOIS
MY COMMISSION EXPIRES 12/07/05
f •
SAFECO'
POWER
OF ATTORNEY
SAFECO INSURANCE COMPANY OF AMERICA
GENERAL INSURANCE COMPANY OF AMERICA
HOME OFFICE: SAFECO PLAZA
SEATTLE, WASHINGTON 98185
No. 10025
KNOW ALL BY THESE PRESENTS:
That SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA, each a Washington corporation, does each
hereby appoint
* * *MARCIA K. CESAFSKY; JAMES A. CUTHBERTSON; KAREN DANIEL; PATRICIA M. DOYLE; ROBERT E. DUNCAN; GEOFFREY E. HEEKIN; LINDA ISER;
THOMAS J. JOSLIN; GREGORY K. KESSLER; KATHLEEN J. MAILES; SANDRA MARTINEZ; JOELLEN M. MENDOZA; SUSAN J. PREIKSA; SUSAN A. WELSH;
CRAIG T. TAGLIAMONTE• Chicago, Illlnoi5*►►*►►*******►►►*►►►►*►►►►**********►►►►******►►*****►**►►►►►*►***►►►►► ►►►►►►► *►►**►*******► * ***►►►►►►►
its true and lawful attomey(s) -in -fact, with full authority to execute on its behalf fidelity and surety bonds or undertakings and other documents of a similar
character issued in the course of its business, and to bind the respective company thereby.
IN WITNESS WHEREOF, SAFECO INSURANCE COMPANY OF AMERICA and GENERAL INSURANCE COMPANY OF AMERICA have each executed and
attested these presents
this 27th
CHRISTINE MEAD, SECRETARY
day of July , 2004
MIKE MCGAVICK, PRESIDENT
CERTIFICATE
Extract from the By -Laws of SAFECO INSURANCE COMPANY OF AMERICA
and of GENERAL INSURANCE COMPANY OF AMERICA:
"Article V, Section 13. - FIDELITY AND SURETY BONDS ... the President, any Vice President, the Secretary, and any Assistant Vice President appointed for that
purpose by the officer in charge of surety operations, shall each have authority to appoint individuals as attomeys -in -fact or under other appropriate titles with
authority to execute on behalf of the company fidelity and surety bonds and other documents of similar character issued by the company in the course of its
business... On any instrument making or evidencing such appointment, the signatures may be affixed by facsimile. On any instrument conferring such authority
or on any bond or undertaking of the company, the seal, or a facsimile thereof, may be impressed or affixed or in any other manner reproduced; provided,
however, that the seal shall not be necessary to the validity of any such instrument or undertaking."
Extract from a Resolution of the Board of Directors of SAFECO INSURANCE COMPANY OF AMERICA
and of GENERAL INSURANCE COMPANY OF AMERICA adopted July 28, 1970.
"On any certificate executed by the Secretary or an assistant secretary of the Company setting out,
(i) The 'provisions of Article V, Section 13 of the By -Laws, and
(ii) A copy of the power -of- attorney appointment, executed pursuant thereto, and
(iii) Certifying that said power- of- attomey appointment is in full force and effect,
the signature of the certifying officer may be by facsimile, and the seal of the Company may be a facsimile thereof."
I, Christine Mead, Secretary of SAFECO INSURANCE COMPANY OF AMERICA and of GENERAL INSURANCE COMPANY OF AMERICA, do hereby certify
that the foregoing extracts of the By -Laws and of a Resolution of the Board of Directors of these corporations, and of a Power of Attorney issued pursuant thereto,
are true and correct, and that both the By -Laws, the Resolution and the Power of Attomey are still in full force and effect.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the facsimile seal of said corporation
this
S -0974ISAEF 2/01
day of
G9-60
CHRISTINE MEAD, SECRETARY
® A registered trademark of SAFECO Corporation
07/27/2004 PDF
l
ACORDTM CERTIFICA 1
Ic OF LIABILITY INSURAi10E Page 1 of 3
DATE
09/22/2008
POLICY NUMBER
PRODUCER
Willis North America, Inc.
26 Century Blvd.
P. O. Box 305191
Nashville, TN 372305191
877 - 945 -7378
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
INSURERS AFFORDING COVERAGE
NAIC#
INSURED
The Boeing Company
100 N Riverside Plaza
Chicago, IL 60606 -1596
I
10/1/2008
INSURER A: ACE American Insurance Company
22667 -002
INSURER B: Indemnity Insurance Company of North Amer
43575 -001
INSURERC:National Union Fire Insurance Co. of Pitt
19445 -701
INSURER D:
CLAIMS MADE X OCCUR
INSURER E:
$
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
_ i
DD'L
, ; . TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFECTIVE
. A D . &
POLICY EXPIRATION
• ATE M DD Y
LIMITS
A
x
GENERAL
LIABILITY
COMMERCIAL GENERAL LIABILITY
** HDOG2374434A
10/1/2008
10/1/2009
EACHOCCURRENCE
S 10 000 000
X
PRMMGE TO RENTED
PREMISES Ea occurence
$
■■
CLAIMS MADE X OCCUR
MED EXP (Any one person)
$
X
AUTO LIABILITY(AOS)
PERSONAL &ADVINJURY
S 5 000 000
X
ANY AUTO
GENERAL AGGREGATE
S 25 000 000
GEN'L AGGREGATE LIMIT APPLIES PER:
PRODUCTS - COMP/OP AGG
S 7 500 000
■ POLICY n PRl T ■ LOC
A
X
-
AUTOMOBILE
LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON -OWNED AUTOS
Auto Physical Damage
ISAH08247237
10/1/2008
10/1/2009
COMBINED SINGLE LIMIT
(Ea accident)
$ 10, 000, 000
X
■
BODILY INJURY
(Per person)
S
■
■
BODILY INJURY
(Per accident)
S
■
X
PROPERTY DAMAGE
(Per accident)
$
X
is Self- Insured
GARAGE
LIABILITY
ANY AUTO
AUTO ONLY - EA ACCIDENT
$
OTHER THAN EA ACC
S
AUTO ONLY: AGG
S
EXCESS/UMBRELLA LIABILITY
EACH OCCURRENCE
S
■ OCCUR CLAIMS MADE
AGGREGATE
$
DEDUCTIBLE
RETENTION S�
$
■
$
$
A
B
B
A
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER /EXECUTIVE
OFFICER/MEMBEREXCLUDED?
If yes, describe under
SPECIAL PROVISIONS below
WLRC42850974 (CA)
WLRC42851000 (AOS)
WLRC42850962 (VARIOUS)
SCFC42851012 WI
10/1/2008
10/1/2008
10/1/2008
10 1 2008
10/1/2009
10/1/2009
10/1/2009
10 1 2009
r5 WI
X fi.T17 �
E.L. EACH ACCIDENT
S 1 000 000
E.L. DISEASE - EA EMPLOYEE
$ 1 000 000
E.L. DISEASE - POLICY LIMIT
S 1 000 000
C
OTHER
Excess Workers' Comp
XWC4773006 (WA & OH)
10 1 2008
10 1 2009
WORKERS COMP SIR = $5,000,000.
EL -EACH ACCIDENT $8,000,000.
EL- DISEASE /EA. EMPLOYEE $8,000,000.
DESCRIPTION OF OPERATIONS /LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
** COMPREHENSIVE LIABILITY INSURANCE - POLICY #HDOG2374434A
Coverage includes Comprehensive General Liability, Contractual Liability, Products - Completed
Operations, Personal Injury, Advertising Injury, Benefits Injury (Claims- Made), and applies to all
premises and operations. This policy also provides Automobile Liability for all autos which are not
separately insured. Physical Damage for Automobiles is Self- Insured.
The Cit of Seal Beach CA. is an Additional Insured to the extent re• ired in the a•reement and
CERTIFICATE HOLDER
CANCELLATION
ACORD 25 (2001/08)
Co11:2484013 Tp1:829102 Cert:11365096
0ACORD CORPORATION 1988
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
City of Seal Beach, CA.
REPRESENTATIVES.
211 - 8th St.
AUTHORIZED REPRESENTATIVE
Seal Beach, CA 90740
r� —
�11 • i
ACORD 25 (2001/08)
Co11:2484013 Tp1:829102 Cert:11365096
0ACORD CORPORATION 1988
WIIIIS
CERTIFICA . c OF LIABILITY INSURAI4CE Page 2 of 3
DATE
09/22/2008
PRODUCER
Willis North America, Inc.
26 Century Blvd.
P. 0. Box 305191
Nashville, TN 372305191
877 - 945 -7378
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
INSURERS AFFORDING COVERAGE
NAIC#
INSURED
The Boeing Company
100 N Riverside Plaza
Chicago, IL 60606 -1596
INSURERA:ACE American Insurance Company
22667 -002
INSURERB:Indemnity Insurance Company of North Amer
43575 -001
INSURERC:National Union Fire Insurance Co. of Pitt
19445 -701
INSURER D:
INSURER E:
DESCRIPTION OF OPERATIONS /LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
to the extent of Boeing's negligence.
Co11:2484013 Tp1:829102 Cert:11365096
J
IMPORTANT
Page 3 of 3
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
ACORD25(2001/08) Co11:2484013 Tp1:829102 Cert:11365096