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97-065 SNK Arioso LP, tract 8980, Westside Wolfe @ Pruneridge Reso 9935, 9936, 9962 RECORDING REQUESTED BY DOCUMENT: 15065965 Titles: 1 / Pages: 3 City of Cupertino 1111111111 II II I I I I II I I II Taxes. . . No Fees .0015085965. Copies WHEN RECORDED MAIL TO AMT PAI D City Clerk's Office BRENDA DAVIS RDE # 009 City of Cupertino SANTA CLARA COUNTY RECORDER 11/22/1999 Recorded at the request of 12: 13 PM 10300 Tone Avenue City Cupertino, CA 95014-3255 (SPACE ABOVE THIS LINE FOR RECORDER'S USE) NO FEE IN ACCORDANCE /S WITH GOV. CODE 6103 �1, 0 CERTIFICATE OF COMPLETION AND NOTICE OF ACCEPTANCE OF COMPLETION SNK ARIOSO LP, WEST SIDE WOLFE ROAD @ PRUNERIDGE TRACT NO. 8990, TANDEM SITE (201-UNIT APARTMENTS) -1411 Original 0 For Fast Endorsement - • + r'e y City Hall `' t '�oil f 10300 Torre Avenue ll a,, Cupertino,CA 95014-3255 City of (408)777-3354 Cupertino FAX(408)777-3333 PUBLIC WORKS DEPARTMENT CERTIFICATE OF COMPLETION AND NOTICE OF ACCEPTANCE OF COMPLETION NOTICE IS HEREBY GIVEN THAT I, Bert J. Viskovich, Director of Public Works and City Engineer of the City of Cupertino, California, do hereby certify that the municipal improvements in conjunction with the following project: SNK ARIOSO LP, WEST SIDE WOLFE ROAD @ PRUNERIDGE, TRACT NO. 8990,TANDEM SITE (201-UNIT APARTMENTS) have been completed in accordance with the approved improvement plans and acceptance of completion was ordered by the City Council on November 1, 1999. -it Di ector of P blic Works and ty Engineer • the City of Cupertino Date: November 2, 1999 Printed on Recycled Paper • VERIFICATION I have reviewed this Certificate of Completion and Notice of Acceptance of Completion. To the best of my knowledge, the information contained herein is true and complete. I verify under penalty of perjury under the laws of the State of California, that the foregoing is true and correct. • Executed on the 16th day of November 1999 at Cupertino, California. i4 , Administrative Clerk City Clerk's Office City of Cupertino TRACT AGREEMENT TRACT#8980 SNK Arioso L.P. Westside Wolfe Rd @ Pruneridge Ave. -Tandem Site This AGREEMENT, made and entered into this 15 day of Sept. , 1997, by and between the CITY OF CUPERTINO, a municipal corporation of the State of California, hereinafter designated as CITY, and SNK Arioso L.P. , a Delaware Limited Partnership hereinafter designated as DEVELOPER. WITNESSETH WHEREAS, said DEVELOPER desires to subdivide certain land within the City of Cupertino in accordance with the map heretofore filed with the City Council of the City of Cupertino,marked and designated as TRACT#8980 -201 Unit Apartments Cupertino, California,hereinafter designated as the "Tract"; and WHEREAS, said map shows certain courts, drives and roads which are offered for dedication for public use; and WHEREAS, CITY hereby approves the improvement plans and specifications prepared for the Tract by Sandis Humber Jones, a true copy of said improvement plans and specifications are on file in the Office of the City Engineer of Cupertino; and WHEREAS,the same are incorporated herein by reference, the same as though set out in full; NOW, THEREFORE, said improvement plans and specifications shall be hereinafter called the "Plans," and the work to be done under the Plans shall be called the "Work." • File No.: 52,058 Page 1 of 9 WHEREAS, pursuant to the provisions of this AGREEMENT, the CITY hereby established the amounts of Bonds, Fees, and Deposits as set forth in the following schedule: SCHEDULE OF BONDS, FEES AND DEPOSITS Street Improvement Category: PART A. Faithful Performance Bond: $ 784,800.00 PART B. Labor and Material Bond: $ 784,800.00 PART C. Checking and Inspection Fee: (Includes Grading Permit) $ 39,240.00* 110-451-510 PART D. Indirect City Expenses: N/A PART E. Development Maintenance Deposit: $ 3,000.00* 110-206-100 PART F. Storm Drainage Fee: Basin 3 $ 20,134.00* Account#: 215-415-003 PART G. One Year Power Cost N/A 110-451-508 PART H. Street Trees: By Developer PART I. Map Checking Fee: $ 232.00* 110-451-520 PART J. Park Fee: ZONE III $ 651,240.00* ACCT#: 480-416-033 PART K. Water Main Reimbursement Fee: N/A 610-460-200 PART L. • Maps and/or Improvement Plans As Specified in Item#23 Abandonment of Becker Lane: 8901 s.f. * $3.00/s.f. =$ 26,703.00 * 64%=$ 17,089.92* * To be paid by escrow#01088775-12 per escrow instruction. File No.: 52,058 Page 2 of 9 • NOW, THEREFORE,IT IS HEREBY MUTUALLY AGREED by and between the parties hereto as follows, TO WIT: 1. INSTALLATION OF WORK It is further agreed that: A. The DEVELOPER shall install and complete the Work within one (1) year from the date of execution of this AGREEMENT, or such longer period as may be specifically authorized in writing by the City Engineer. In the event the DEVELOPER fails or refuses to complete the Work within the specified period of time, the CITY at its sole option, shall be authorized to complete the Work in whatever manner the CITY shall decide. In the event the CITY completes the Work, the CITY may recover any and all costs incurred thereby from the DEVELOPER or the DEVELOPER'S surety or both. B. The DEVELOPER shall install and complete the Work in a good and workmanlike manner in accordance with the Plans as approved by the City Engineer of Cupertino. The Work shall be performed under the inspection and with the approval of the City Engineer. The Work shall be done in accordance with the existing ordinances and resolutions of the City of Cupertino, and in accordance with all plans, specifications, standards, sizes, lines and grades approved by the City Engineer. The Work shall be done in accordance with all State and County Statutes applicable thereto. The decision of the City Engineer shall be fmal as to whether any material or workmanship meets the standards, specifications,plans, sizes, lines and grades as set forth. C. It is further agreed that the Work shall be done in accordance with the most current Standard Specifications of the Department of Public Works, California Department of Transportation, State of California, and in accordance with the specifications of the Cupertino Sanitary District where applicable. Wherever the words "State" or "California Division of Highways" are mentioned in the State Specifications, it shall be considered as referring to the CITY of Cupertino; also wherever the "Director" or"Director of Public Works" is mentioned, it shall be considered as referring to the City Engineer. In case of conflict between the State Specifications and the specifications of the CITY and/or the Cupertino Sanitary District, the specifications of the CITY and/or the Cupertino Sanitary District shall take precedence over and be used in lieu of such conflicting portions. 2. EXCAVATION PERMIT It is further agreed that the DEVELOPER shall comply with Section Three of Ordinance No. 130 of the CITY by obtaining an excavation permit from the City Engineer before the commencement of any excavation in, on, or under the surface of any existing public street, lane, alley, sidewalk, or other public place. It is further agreed that the DEVELOPER shall notify the City Engineer of the exact date and time when the proposed excavation is to commence. 3. QUITCLAIM DEED It is further agreed that the DEVELOPER,when requested by the CITY, shall quitclaim all his rights and interests in, and shall grant to CITY authorization to extract water from the File No.: 52,058 Page 3 of 9 underground strata lying beneath said project and DEVELOPER agrees to execute a "Quitclaim Deed and Authorization" in favor of CITY, when presented to him for signature. 4. BONDS AND OTHER SECURITY A. Upon the execution of the AGREEMENT,the DEVELOPER shall file with the CITY a faithful performance bond to assure his full and faithful performance of this AGREEMENT. The penal sum of said faithful performance bond shall be the full cost of any payment to be made under this AGREEMENT, the value of any land agreed to be dedicated, and any improvements to be made under this AGREEMENT. In the event that improvements are to be made under this AGREEMENT,the DEVELOPER shall, in addition to said faithful performance, file with the CITY a labor and materials bond in a penal sum adequate to assure full payment of all labor and materials required to construct said improvements. The amount of said bonds shall be as designated by the City Engineer. Said bonds shall be executed by a surety company authorized to transact a surety business in the State of California and must be approved by the City Attorney as to.form and by the City Engineer as to sufficiency. In the event that the DEVELOPER shall fail faithfully to perform the covenants and conditions of this AGREEMENT, or to make any payment, or any dedication of land, or any improvements herein required, the CITY shall call on the surety to perform this AGREEMENT or otherwise indemnify the CITY for the DEVELOPER'S failure to so do. B. In lieu of a surety bond, the DEVELOPER may elect to secure this AGREEMENT by depositing with the CITY: 1. Cash; or, 2. A cashier's check, or a certified check payable to the order of the City of Cupertino or, 3. A certificate of deposit, or instrument of credit meeting the requirements of Government Code Section 66499 (b) or (c). C. The amount of said cash, checks, certificate of deposit, or instrument of credit shall be as designated by the City Engineer, and shall be the equivalent to that which would have been required had the DEVELOPER furnished the CITY with a surety bond. In the event that the DEVELOPER shall fail faithfully to perform the covenants and conditions of this AGREEMENT, or to make any payment, or any dedication of land, or any improvements herein required, the CITY may apply the proceeds of said security thereto. D. No release of surety bond, cash deposit, check, or certificate of deposit, shall be made except upon approval of the City Council. E. No interest shall be paid on any security deposited with the CITY. 5. CHECKING AND INSPECTION FEE It is further agreed that DEVELOPER shall pay any and all necessary direct expenses for inspection, checking, etc., incurred by CITY in connection with said Project, and that DEVELOPER shall have deposited with CITY,prior to execution of this AGREEMENT, the amount as set forth herein at Page 2 (Part C). Should construction cost vary materially from the File No.: 52,058 Page 4 of 9 • estimate from which said sum is calculated, the City Engineer shall notify DEVELOPER of any additional sum due and owing as a result thereof. 6. INDIRECT EXPENSES It is further agreed that DEVELOPER shall pay to CITY, prior to execution of this AGREEMENT, indirect expense allocable to processing these improvements, the amount as set forth herein at Page 2 (Part D). 7. MAP CHECKING FEE It is further agreed that the DEVELOPER shall deposit with City,prior to execution of this AGREEMENT, for office checking of final map and field checking of street monuments, in compliance with Section 4:1 of Ordinance No. 47 (Revised 12/04/61) of CITY,the amount as set forth herein at Page 2 (Part I). 8. DEVELOPMENT MAINTENANCE DEPOSIT It is further agreed that the DEVELOPER shall pay to the CITY,prior to execution of this AGREEMENT,the amount set forth herein at Page 2 (Part E) as a development maintenance deposit to insure proper dust control and cleaning during the construction period. The development maintenance deposit may be utilized for repairs of defects and imperfections arising out of or due to faulty workmanship and/or materials appearing in said work during the period until release of the improvement bonds by the CITY. Should the DEVELOPER complete the required repairs to the entire satisfaction of the CITY,the unused balance will be returned after the release of the improvement bonds. 9. STORM DRAINAGE FEE It is further agreed that the DEVELOPER shall deposit with the CITY, prior to execution • of the AGREEMENT, a storm drainage charge in connection with said Project in accordance with the requirements established in Resolution 4422, March 21, 1977, in the amount as set forth herein at Page 2 (Part F). 10. ONE YEAR POWER COST It is further agreed that the DEVELOPER shall pay to CITY prior to execution of the AGREEMENT, the amount as set forth herein at Page 2 (Part G), which amount represents the power cost for street lights for one year. 11. THE INSTALLATION OF STREET TREES It is further agreed that the DEVELOPER shall, at such time as deemed appropriate by the City Engineer,plant street trees in conformance with the standards of the City of Cupertino. Variety of tree shall be selected from the City approved list. File No.: 52,058 Page 5 of 9 12. PARK FEES It is further agreed that the DEVELOPER shall pay such fees and/or dedicate such land to the CITY, prior to execution, as is required within "Park Dedication Ordinance" Number 602, 1972, and which is further stipulated under Part J, Page 2 herein. Fees are also in accordance with action adopted by the City Council on March 19, 1991, and Section 18-1.602 of the Cupertino Municipal Code. 13. MAINTENANCE OF WORK It is further agreed that the DEVELOPER shall maintain the Work: A. For a period of one (1) year after acceptance of the Work by the City Council of the City of Cupertino, or B. Until all deficiencies in the Work are corrected to conform to the Plans and the CITY standards and specifications for the Work, whichever is the later to occur. The DEVELOPER shall, upon written notice thereof, immediately repair or replace,without cost or obligation to the City of Cupertino, and to the entire satisfaction of said CITY, all defects and imperfections arising out of or due to faulty workmanship and/or materials appearing in said Work. 14. SANITARY DISTRICT It is further agreed that the DEVELOPER shall file with CITY,upon execution of this AGREEMENT, a letter from the Cupertino Sanitary District stating that the DEVELOPER has entered into a separate AGREEMENT with the said District to install sanitary sewers to serve all lots within said Project and stating that a bond to insure full and faithful performance of the construction of the said sanitary sewers and to insure maintenance of said sanitary sewer in conformance with the provisions as set forth in Paragraph 13 above has been filed. 15. BUSINESS AND PROFESSIONS CODE It is further agreed that DEVELOPER shall file with CITY, upon execution of this AGREEMENT, substantial evidence that all provisions of Section 11603,Article 8, Chapter 4 of the Business and Professions Code,pertaining to special assessments or bonds, have been complied with. 16. CENTRAL FIRE DISTRICT It is further agreed that the DEVELOPER shall file with the CITY, upon execution of the AGREEMENT, a letter from the Central Fire Protection District of Santa Clara County, stating that the DEVELOPER has entered into an AGREEMENT with said District to install fire hydrants to serve said Project and stating that all necessary fees have been deposited with said District to insure installation and five(5) year rental fee of said hydrants. 17. STREET LIGHTING-P.G.and E. RATE SCHEDULE SHALL APPLY It is further agreed that the DEVELOPER shall apply for the installation of electric power for street lighting at the earliest date possible. File No.:52,058 Page 6 of 9 18. PACIFIC GAS AND ELECTRIC/PACIFIC BELL It is further agreed that the DEVELOPER shall pay to Pacific Gas and Electric Company and/or to PACIFIC BELL any and all fees required for installation of overhead and/or underground wiring circuits to all electroliers within said property and any and all fees required for undergrounding as provided in Ordinance No. 331 of CITY when DEVELOPER is notified by either the City Engineer or the Pacific Gas and Electric Company and/or PACIFIC BELL that said fees are due and payable. 19. EASEMENTS AND RIGHT RIGHT-OF-WAY It is further agreed that any easement and right-of-way necessary for completion of the Project shall be acquired by the DEVELOPER at his own cost and expense. It is provided, however, that in the event eminent domain proceedings are required by the CITY for the purpose of securing said easement and right-of-way, that the DEVELOPER shall deposit with CITY a sum covering the reasonable market value of the land proposed to be taken and to be included in said sum shall be a reasonable allowance for severance damages, if any. It is further provided that in addition thereto, such sums as may be required for legal fees and costs, engineering, and other incidental costs in such reasonable amounts as the CITY may require shall be deposited with the City of Cupertino. 20. HOLD HARMLESS It is further agreed that, commencing with the performance of the Work by the DEVELOPER or his contractor and continuing until the completion of the maintenance of the Work as provided in Paragraph 13 above,the DEVELOPER shall indemnify,hold harmless and defend the City from and against any or all loss, cost, expense, damage or liability, or claim thereof, occasioned by or in any way whatsoever arising out of the performance or nonperformance of the Work or the negligence or willful misconduct of the DEVELOPER or the DEVELOPER'S agents, employees and independent contractors. 21. INSURANCE It is further agreed that: The DEVELOPER shall take out, or shall require any contractor engaged to perform the Work to take out, and maintain at all times during the performance and maintenance of the Work called for or required to be done hereunder, a policy of insurance naming the CITY and members of the City Council of the City of Cupertino, individually and collectively, and the officers, agents and employees of the City individually and collectively, as insured. Said separate policy shall provide bodily injury and property damage coverage to the foregoing named CITY and individuals covering all the Work performed by, for, or on behalf of said DEVELOPER. Both bodily injury and property damage insurance must be on an occurrence basis; and said policy or policies shall provide that the coverage afforded thereby shall be primary coverage to the full limit of liability stated in the declarations, and if the City, its members of the City Council individually and collectively, and the officers, agents, and employees of the CITY, individually and collectively, have other insurance against the loss covered by said policy or policies, that other insurance shall not be called upon to cover a loss under said additional policy.. • File No.: 52,058 Page 7 of 9 A. Each of said policies of insurance shall provide coverage in the following minimum amounts: For bodily injury, $100,000 each person; $300,000 each occurrence, property damage, $50,000 on account of any one occurrence with an aggregate limit of not less than $200,000. B. The DEVELOPER shall file with the City Engineer at or prior to the time of execution of this AGREEMENT by the DEVELOPER such evidence of said foregoing policy or policies of insurance as shall be satisfactory to said City Engineer. Each such policy or policies shall bear an endorsement precluding the cancellation or reduction in coverage without giving the City Engineer at least ten(10) days advance notice thereof. C. In the event that the project covered herein should be mutually situated in or affect the area of jurisdiction of a separate municipality or political subdivision of the State of California,the policies of insurance required herein and above shall co-name such municipality or political subdivision and the provision set equally apply to municipality and political subdivision. 22. WATER MAIN EXTENSION DEPOSIT The DEVELOPER further agrees to deposit with the CITY those monies required to comply with "Policy on Water Main Extensions Work and Deposits: dated September 9, 1977. The deposit shall be held by the CITY until said monies are needed to implement improvements outlined by the Director of Public Works or improvements outlined within an adopted Water Master Plan. The amount shown herein at PART K, Page 2 shall be the full amount due. 23. MAP AND/OR IMPROVEMENT PLANS It is further agreed that the CITY shall obtain the following map and/or plans at the DEVELOPER'S expense: A. A mylar sepia and thirteen(13)prints of fully executed tract map. B. A mylar sepia and ten(10)prints of fully executed improvement plans. C. A direct duplicating silver negative microfilm aperature card of all executed improvement plans and map. The DEVELOPER agrees to pay the CITY from the development maintenance deposit the cost for all prints of plans and map required under Item 23. 24. TERMS AND CONDITIONS It is further agreed that the above named terms and conditions for the said Tract shall bind the heirs, successors, administrators or assigns of the DEVELOPER. The assignment of this AGREEMENT shall not be made without approval by the City Council of said CITY. File No.:52,058 Page 8 of 9 IN WITNESS WHEREOF, CITY has caused its name to be hereunto affixed by its Mayor and City Clerk,thereunto duly authorized by resolution of the City Council and said DEVELOPER has hereunto caused his name to be affixed the day and year fust above written. CITY OF CUPERTINO: Approved as to form: l. .et.". .4 e - May. rCity Attorney City rk DEVELOPER: DEVELOPER: SNK Arioso L.P. A Delaware Limited Partnership By: SNK Wolfe Inc., <lifo-'�'a rp ratio General Partner By: Hal Watson,President • Notary Acknowledgment Required Exhibit A Attached File No.: 52,058 Page 9 of 9 ALL-PURPOSE ACKNOWLEDGMENT /�•050505—•s•e•0•0•O•O•O•00 000001/011 O•� • State of California • ICounty of 4v1 FavIcIsrD } SS. I I On q I P-1(17 before me, Manikin 19oi14eI (DATE) (NOTARY) 9 • • I personally appeared 44 Ma—Son x SIGNER(S) • Iigi personally known to me - OR- D proved to me on the basis of satisfactory I • evidence to be the person(s) whose name(s) • Iis/are subscribed to the within instrument and I • acknowledged to me that he/she/they executed • the same in his/her/their authorized I • .- - capacity(ies), and that by his/her/their •• Isignature(s) on the instrument the person(s), I • or the entity upon behalf of which the • I ?� person(s) acted, executed the instrument. • r 's MARILYN PONTE p m Comm.N 1088589 •I 5 yr ,, NOTARY PUBLIC CALIFORNIA c• WITNESS my hand and official seal. •I I O. o d.- Cd and Cowry al San Frarcixp JJ ` N,Y Cpmm.EYpires Feb.22,2000.., I — ✓"� � I NOTARY'S SIGNATURE • OPTIONAL INFORMATION I IThe information below is not required by law. However, it could prevent fraudulent attachment of this aclmowl- I • edgment to an unauthorized document. • ICAPACITY CLAIMED BY SIGNER (PRINCIPAL) DESCRIPTION OF ATTACHED DOCUMENT I • • It❑t� INDIVIDUAL n , 1 I • • K� CORPORATE OFFICER/r" lin OSo / /'ad ArreeMP�l,-! • I Pcc s,of e,,.+ 0-F SAJ j lA Jo l-(e I kt c TITLE OR TYPE OF DOCUMENT TITLE(S) • ❑ PARTNER(S) I • ❑ ATTORNEY-IN-FACT Q • I ❑ TRUSTEE(S) NUMBER OF PAGES I • El GUARDIAN/CONSERVATOR • I ❑ OTHER: I DATE OF DOCUMENT I • • SIGNER IS REPRESENTING: ! NAME OP PERSON(S)OR,ENTrrY(IES) • 5t.ier. Petr-lne(- SAJK 'Ariosa Li' tl W. OTHER • L•e•0•0•O•0•0•O•0.0.0.0•_•a•O•O•Oe•� APA 1/94 VALLEY-SIERRA,8W-362-3369 BOND NO. 1331994 FAITHFUL PERFORMANCE BOND PREMIUM: $6,278.00 • KNOW ALL MEN BY THESE PRESENTS: • THAT WE, SNK ARIOSO L.P. , a Delaware Limited Partnership as Principal and AMWEST SURETY INSURANCE COMPANY as Surety are held and firmly bound unto the City of Cupertino, State of California, in the sum of SEVEN HUNDRED EIGHTY-FOUR THOUSAND EIGHT HUNDRED AND NO/100THS Dollars ($ 784,800.00*** ) lawful money of the United States, for the payment of which will and truly to be made, we bind ourselves, our heirs, executors, successors and assigns, jointly and severally, firmly by these presents. • THE CONDITION of the above obligation is such that, WHEREAS, the Principal has entered into a contract dated with the Obligee to do and perform the following work to-wit: INSTALL AND COMPLETE CERTAIN IMPROVEMENTS MARKED AND DESIGNATED AS TRACT #8980 - 201 UNIT APARTMENTS CUPERTINO, CALIFORNIA NOW, THEREFORE, if the said Principal shall well and truly perform the work contracted to be performed under said contract, then this obligation shall be void; otherwise to remain in full force and effect. • IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety this 12TH day of SEPTEMBER , 19 97 (To be signed by Principal and Surety. and acknowledgment.) SNK 'SO . • . , . -.are P i -r-• BY:a �--� Pr n ipal HAL OA75'o,J 1n (resudr„{- oc SCK Wolfe (lit- • AMWEST SURETY INSURANCE COMPANY Sure A. ark • By: Attorney-in act CAROLYNE S. COOK The above bond is accepted and approved this day of , 19 . c ' ALL-PURPOSE ACKNOWLEDGMENT /�.......n..0...................................................O.O.0.�.O.� . State of California } I I County of CONTRA COSTA r • SS. • • I I On SEPTEMBER 12, 1997 before me, GAIL-L. BARTLETT• (DATE) (NOTARY)• • I personally appeared CAROLYNE S. COOK SIGNERS) • I ® personally known to me - OR- ❑ proved to me on the basis of satisfactory I . evidence to be the person(s) whose name(s) . Iis/are subscribed to the within instrument and • acknowledged to me that he/she/they executed I the same in his/her/their authorized I capacity(ies), and that by his/her/their • signature(s) ion the instrument the person(s), I or the entity upon behalf of which the i person(s) acted, executed the instrument. Ill r GAIL L. BARTLE WITNESS my hand and official seal. I I n. y COMM. 1136914 i I • • '' 0 8'r NOTAgv PUBMG-CAUFOFWIA _ • CONTRA COSTA COUNTY r _20,./ /J /� /�.�. 11 -? My Comm.Expires May 12-2001 lI 120./ _i ) ,.- K i A rC ,,_ I -I1 n �� �M A • / •' •0 YTSIGN TURF I IOPTIONAL INFORMATION/ • IThe information below is not required by law. However, it could prevent fraudulent attachment of this aclmowl- I • edgment to an unauthorized document I ICAPACITY CLAIMED BY SIGNER (PRINCIPAL) DESCRIPTION OF ATTACHED DOCUMENT • • I ❑ INDIVIDUAL ❑ CORPORATE OFFICER FAITHFUL PERFORMANCE BOND I I TITLE OR TYPE OF DOCUMENT TITLE(S) • • S PARTNER(S) • ® ATTORNEY-IN-FACTTWO • I ❑ TRUSTEE(S) NUMBER OF PAGES I • ❑ GUARDIAN/CONSERVATOR • I ❑ OTHER: I i • SEPTEMBER 12, 1997 DATE OF DOCUMENT • • SIGNER IS REPRESENTING: I I NAME OF PERSONS)OR ENTITY(IES) AMWEST SURETY INSURANCE COMPANY • OTHER • Law e.immwe.emn.amwo.mm.p.mmowe.mmi.o.mm.e.m..•..mowso.mo.s .mumwe.mmwe.mmwo.mmw•emwelewie APA 1/94 VALLEY-SIERRA, 800-362-3369 £ 11 1 .�. uw i as 1 1 19r ,Y auI ze a s a l 1 1 1 11 11InI lll''I r II Y I 'IIII' J II IlsY II molt'II )' I-`° III Idu Dr l Cp ,Q \ �) � I J IIII Jt r i NAVtffiffi rr��strtttt..: „Reit ,yy it .o Wove " §'4'• •5t ,. �I Ili - I;(r r r 1 i:,:M; 'Itlnl lil 6' 'hIIIIIIIII'IiI�;I:kI,IIII'll''I HI'I'ilETllll 'a Il lu''la f. IIII . 'illi s 41'.�" II1 p,llI U� wi'Illill llll'Nll�1111�,�u l�lli; i 1'�ui..,eB;�Il�i'JI��I!lull1111141.11111IIp 19 '!IIIIII II IIII IIIIlim!II�I')15 Illlll j�,lf1. � , III Y�I III i /,n ' :6:�/ �fh :lf. f� " ! /" 3, 411�I :.: Ilh II "IIIA,' a I: 13114.:i1, t l PIRA1IONDATE 6-03-99 POWER.NUMBER 0000741816 III IIII f • READ CAREFULLY . . . ilji :w gek Etldnill'' P This document is printed on white paper containing the artificial watermarked logo(a )of Amwest Surety Insurance Company(the"Company")on the front IRI I'' and brown security paper on the back. Only unaltered originals of the POA are valid. This POA may not be used in conjunction with any other POA. No III' 1111 quif 1a I',j.. representations or warranties regarding this POA may be made by any person. This POA is governed by the laws of the State of California and is only valid until I1' III I on tigsm the expiration date. The Company shall not be liable on any limited POA which is fraudulently produced,forged or otherwise distributed without the permission 11 w _ IlHII -of the Company. Any party concerned about the validity of this POA or an accompanying Company bond should call your local Amwest branch office at I" II TIN df'I I III, (415)362-1188 - iy I RI In1: E� fi ,I KNOW ALL BY THESE PRESENT,that Amwest Surety Insurance Company,a Nebraska corporation(the"Company"),does hereby make, In li constitute and appoint: I, Ila) II,1 ROBERT P.MOSER III IIJk am RONALD J.MARENGO II = z l,, CAROLYNE S.COOK - - . - :Pim. }t II K & AS EMPLOYEES OF PUTNAM, NUDSEN WIEKING,INC. Ili Il, iisigill! hillmaiip Famai p.iyl • II uillia 1:;l I hl • � its We and lawful Attorney-in-fact,with limited power and authority for and on behalf of the Company a sur to xecute,•eh•. s5:affix the seal of the company lI�IIII,I 1 !, enBondsupto$f•l OOO,OOOthereto if a seal ii required on a00undertakings,recognisances,reinsurance agreement fora Miller Ac of rperf;;lt�•" bo :or other written obligations in IIII IIII IIII,, t the nature thereof as follow: O 1 . 411REA � I Ilia Contract(Performance&Payment),Court,Subdivision$••2,500,000.00 License&Permit Bonds up to$••1,000,000.007 n% AcitilSe . r Miscellaneous Bonds up to S"1,000,000.00 - - . I I I II 11 iII III, sse1 I Small Business Admirdstra0on Guaranteed Bonds up to$•`1,250,000.00 . #44. � III l it II Il l) and to bind the company thereby..This appointment is made under and by aut e By-La et:: e I.111`%p ich are now in full force and effect. l III euRui, t I,the undersigned secretary of Amwest Surety Insurance Company,a Nei corporation DaH ".BY , TIIFFYtthat this Power of Attorney remains in full hal -. - force and effect and has not been revoked and furthermore,that the re •.: ,f the Board or Co on this Power of Attorney,and that the relevant t ,,, provisions of the By-Laws of the Company,are now in full force an '.. et. (X. Il l u )lill1,11, 1111,, Bond No. 1331994 % -Signed&sealed thi 1 o SEP 7 C`riS �C !III lli. til CO Karen G.Cohen,Secretary I II N p 0 * * * Y * * * * * * ONS ' T •.* * * * * * 41 * * * * * Pu 111 fill I This POA is signed and sealed by facsimile under dd by amho o'h.. owinte + utions adopted by the Board of Directors of Amwest Surety Insurance III III 11 Company at a meeting duly held on December 1975: vY�' - - q Ana RESOLVED,that the President or any 1 e ent,in ndunc wi Secretary or any Assistant Secretary,may appoint attorneys-in-fact or agents with iV + 1 authority as defined or limited in the insiiii cin poi tment ac case,for and on behalf of the Company,to execute and deliver and affix the seal 1' lrlhil ilia.€ ry11,lI VIII, of the Company to bonds,undertaking , : • :nces, s t ip obliga pts of all kinds;and said officers may remove any such attorney-in-fact or agent and IIII k'i, revoke any POA previously grana erson. 11� RESOLVED FURTHER,that an nd,uncle gni ce suretyship obligation shall be valid and bind upon the Company: {I VII I�II�� (i) when signed by the President o any Vi rest and _and sealed(if a seal be required)by any Secretary or Assistant Secretary;or Illlll) 1114: (ii) when signed by the President or any t dent or Assistant Secretary,and countersigned and sealed(if a seal be required)by a duly - 111,13hil l*,*11,1 authorized attorney-in-factor age'. ll__ - I Jull (iii) when duly executed and scale.(if a ±1J. requir�one or more attorneys-in-fact or agents pursuant to and within the limits of the authority evidenced pit IIII Illil4 by the power of attorney issue. , ..; ompany to sue person or persons. III 1114' RESOLVED FURTHER,that the st:na re of any authorized officer and the seal of the Company may be affixed by facsimile to any POA or certification Ila' R a thereof authorizing the execution and deli ery of any bond,undertaking,recognizance,or other suretyship obligations of the Company;and such signature and seal III , I�l when so used shall have the same force and effect as though manually affixed. . - ry II i II - Set t IN WITNESS WHEREOF,Amwest Surety Insurance Company has caused these presents to be signed by its proper officers,and its corporate seal to be hereunto Till*F! "1 m 11 'IIII�I affixed this 14th day of December,1995. , I I'll IMA f - John E.Savage,Pm dent i�ffj Karen G. •Cohen,Secretary m IlpVpi . -- �IIffi llg State of California IIIIIIIIIIri County of Los Angelesr�IWail1 On December 14,1995 before me,Peggy B.Lofton Notary Public,personally appeared John E.Savage and Karen G.Cohen,personally known to me(or r'I rVl IIIII. 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 all that !FOIL,' l l I�II- 1 "1' he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s) ntl}@in,5[mgenythe�er3Qn(,�.ol(hegntj('uyonAeh I IId�I . F.—f: of which the oeison(s)acted,executed the instrument. elutt ',,,,111111 ""'•o,,, WITNESS hand and official seal. PEGGY S.LOFTON ...�....�2j o��-.fl,; Carolinian610SCOM Iffy TNI C q Q�vo5,PO/g9 ,.fj0; Signature fa• (Seal) r- �.Fl� oeMp wd CantY t o 1%� LD1 95 �� ;;0 1 \\ e�'�i.LoRoq Notary� { II II': n. MY Comm F�Iro4H,p61WD atl fi� O}i J Iftou{ I' .p III S,...)V', a `E'i �A I, dmf' I a , I, I ..-, I 1'1 11•II�Ii IIIIIIIIIIIII IIIIIIIIIII IIIp111'IIIIIIII Ik�� IIIIIIIIIII1 ,"I'IIIIII 111„116111 II!,f Ily4l1 11 . Q-.... ” t'a , 5230'Las Virgenes Road Calabasas,CA 91302 TEL 818 871-2000 r ALL-PURPOSE ACKNOWLEDGMENT • �•_•_•_•_••11•106.•_•_•_•_•_• _•_• _•_•_•_•_• � ▪ State of CaliforniaFrain I I County of SA VI f-ratn L(S cv }- ss. • QQ • On I I I 5-1 q -7 before me, ill. t r( I t1 I1. I -k • (DATE) ,, // � • ''II II (NOTARY) • I personally appeared i T u£ V1/a >ti SIGNER(S) • IApersonally known to me - OR- E proved to me on the basis of satisfactory I • 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 I • capacity(ies), and that by his/her/their •• • I signature(s) on the instrument the person(s), I • or the entity upon behalf of which the • ?.c`.- MARILYN PONTES 1 person(s) acted, executed the instrument. '' '..,w^ Cantu.N 1088589 • N7 d PUBLIC an Francisco ' CAy and Cooly of San 22,200 Il Ia „ ,„. My Comm.FxD'ves Feb.22,2000s WITNESS my hand and official seal. • • I • I (//444, ,TARY'S 'I A Alt II • OPTIONAL INFORMATION • IThe information below is not required by law. However, it could prevent fraudulent attachment of this acknowl- I • edgment to an unauthorized document. • I CAPACITY CLAIMED BY SIGNER (PRINCIPAL) DESCRIPTION OF ATTACHED DOCUMENT I ❑ INDIVIDUAL ▪ raCORPORATE OFFICER kr(0 S a Fa 1-4-LAA I ger-4 irwiabte, taI ('!S i4t#- D 53 N�0 t-( Q TITLE OR TYPE OF DOCUMENT • TITLE(S) • ❑ PARTNER(S) • I ❑ A • TTORNEY-IN-FACT • I ❑ TRUSTEE(S) NUMBER OF PAGES I • ❑ GUARDIAN/CONSERVATOR • I ❑ OTHER: I DATE OF DOCUMENT I ISIGNER IS REPRESENTING:$�� {� 1 I NAME O f SOS)OR c'Jv (•H i.- 0 J n OSA • OTHER • L•....................e........•......•......•.•.•_.....•_•.•J APA 1/94 VALLEY-SIERRA,800.362-3369 • TRACT 1f8980 — 201 UNIT APARTMENTS BOND NO. 1331994 PREMIUM: INCLUDED IN PERFORMANCE BOND LABOR AND MATERIAL BOND IGNOW ALL MEN BY THESE PRESENT: WHEREAS, the City of Cupertino, State of California, and SNK ARIOSO L.P. , a Delaware Limited Partnership hereinafter designated as "Principal" have entered into or• are about to enter into a contract providing for the installation, construction, and erection by Principal of certain improvements more particularly described in said contract; and incorporated herein by reference. WHEREAS, said Principal is required to furnish a bond in connection with said contract, providing that if said Principal, or any of his or its sub— contractors, shall fail to pay for any materials, provisions, provender or other supplies or teams used in, upon, for or about the performance of the work ` contracted to be done, or for any work or labor done thereon of any kind, the Surety on said bond shall pay the same to the extent hereinafter set forth; • NOW, THEREFORE, we, the Principal, and AMWEST SURETY INSURANCE COMPANY as Surety, firmly bind ourselves, our executors, administrators, successors and assigns, jointly and severally, unto the City of Cupertino, and any and all materialmen, persons, companies, or corporations furnishing materials, provisions, provender or other supplies used in, upon, for or abut the perfor— mance of the aforesaid work contracted to be executed or performed under the contract hereinabove mentioned, and incorporated herein by reference, and all persons, companies or corporations lending or hiring teams, implements or machinery, for or contributing to said work to be done, and all persons who perform work or labor upon•the same, and all persons who supply both work and materials, whose claim has not been paid by Principal or by any other person, in the just and full sum of SEVEN HUNDRED EIGHTY—FOUR THOUSAND EIGHT HUNDRED AND NO/100THS * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * ($ 784,800.00*** ) , THE CONDITION OF THIS OBLIGATION IS SUCH THAT if said Principal, his or its subcontractors, heirs, executors, administrators, successors or assigns, shall fail to pay for any materials, provisions, provender or other supplies or teams used in, upon, for or about the performance of the work contracted to .-be done, or for any work or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to such work or labor, or any and all damages arising under the original contract, then said Surety will pay the same and also will pay in case suit is brought upon this bond, such reasonable attorney's fee as shall be fixed by the court. This bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Section 1184. 1 of the Code of Civil Procedure, so as to give a right of action to them or their assigns in any suit brought upon this bond. Labor and Material Bond Page 2 • And the said Surety, for value received, hereby stipulates, and agrees that no change, extension of time, alteration or addition to the terms of the, contract or to the work to be perform-,d thereunder or the specifications accompanying the same•shall in any wise affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alter- ation or addition to the terms of the contract or to the work or to the speci- fications. IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety this 12TH day of SEPTEMBER 1. 97 SNK • ', OSQi a d'l/ aware - Li.� ' s ro (To be signed by Principal r ci.al Mt- W 'Tspil !► and Surety. Notary eresidfr Ez ski It Wolfe- (me- and acknowledgments required.) AMWEST SURETY INSURANCE COMPANY Surety By: le- • Attorney-in- ct CAROLYNE S. COOK • The above bond is accepted and approved this day of , 19 • • • 6/17/85 ' ALL-PURPOSE ACKNOWLEDGMENT 1......•—.e.e•e•-••••• ie • • •e•ee •ei�•.IIS•e•e•e•� ▪ State of California 1 I County of CONTRA COSTA I J SS. • • IOn SEPTEMBER 12, 1997 before me, GAIL-L. BARTLETT- > I • (DATE) (NOTARY) • 1 personally appeared CAROLYNE S. COOK SIGNER(S) 1 ® personally known to me - OR- ❑ proved to me on the basis of satisfactory I • 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), •A or the entity upon behalf of which the I person(s) acted, executed the instrument. 1. • GAIL L. BARTLETT�� I • r « WITNESS my hand and official seal. i I m � r NOT�MPUBLIC-CAL ORNIA 13 •I . 4 c",ito My Comm.Evires NOTARY COSTAMC(3UNiY t I� ( \ / y-/J • tun v I ) L /A,f (�� i I • VARY'S SIGNATURE • IOPTIONAL INFORMATION I IThe information below is not required by law. However, it could prevent fraudulent attachment of this acknowl- I • edgment to an unauthorized document. • I CAPACITY CLAIMED BY SIGNER (PRINCIPAL) DESCRIPTION OF ATTACHED DOCUMENT • • I ❑ INDIVIDUAL ❑ CORPORATE OFFICER LABOR AND MATERIAL BOND I 1 TITLE OR TYPE OF DOCUMENT TITLE(S)• • 1 ❑ PARTNER(S) I • ® ATTORNEY-IN-FACT THREE I ❑ TRUSTEE(S) NUMBER OF PAGES 1 • ❑ GUARDIAN/CONSERVATOR •1 I ❑ OTHER: I • I SEPTEMBER 12, 1997 DATE OF DOCUMENT 1 • • ISIGNER IS REPRESENTING: I I NAME OF PERSON(S)OR ENY INrFY(IES) AMWEST SURETSURANCE COMPANY • OTHER • 1 ._._._•_•_•_•_• al..•0•0•Sm.•-•-•J APA U94 VALLEY-SIERRA, 8(E-362-3369 r, • ' ;, n 1i1/11N1111111':1 :AA •i a 111. 1 "14`ffi 14111,1110011r 1 iv � I'IIrIf III fli 1 `I �� sh pllritg� t1�gbteJ • /°�" '",h, t-#,w�iaII M`" L e EXPIRATON DATE 6-06-99 . POWER NUMBER 0000744874 Or ! III 1111111 READ CAREFULLY k This document is printed on white paper containing the artificial watermarked logo(a )of Amwest Surety Insurance Company(the"Company")on the front and brown security paper on the back. Only unaltered originals of the POA are valid. This POA may not be used in conjunction with any other POA. No ton p representations or warranties regarding this POA may be made by any person. This POA is governed by the laws of the State of California and is only valid until ill IIII the expiration date. The Company shall not be liable on any limited POA which is fraudulently produced,forged or otherwise distributed without the permission of the Company. Any party concerned about the validity of this POA or an accompanying Company bond should call your local Amwest branch office at . ''.' (415)362-1188 - VP" t KNOW ALL BY THESE PRESENT,that Amwest Surety Insurance Company,a Nebraska corporation(the"Company"),does hereby make, • wnstituteand appoint: - It, ;sib!I ROBERT P.MOSER iI l0 RONALD J.MARENGO - CAROLYNE S.COOK - - • - AS EMPLOYEES OF PUTNAM,KNUDSEN&WIEKING,INC. `� �u'q4 XVII.. MPI tel; ail - • - III':IN:its true and lawful Attorney-in-fact,with limited power and authority for and on behalf of the Company sur to xecute, alt affix the seal of the company L' thereto if a seal is required on bonds,undertakings,recognizances,reinsurance agreement for a Miller Ac o rperfo bo or other written obligations in the nature thereof as follow: IlgaO-jl 1. Bid Bonds up to$••1,000,000.00AILIIII Contract(Performance&Payment),Court,Subdivision S••2,500,000.00 - License&Permit Bonds up to S••1,000,000.00 .� Miscellaneous Bonds up to$••1,000,000.00 - _ rlr iu" Small Business Administration Guaranteed Bonds up to$••1,250,000Ao ' � - - :10111lll 'q V. and to bind the company thereby. This appointment is made under and by au e By-La - • e I'mpelh9 Web are now in full force and effect. H IMO{I4r. II I�Iylj@ r I,the undersigned secretary of Amwest Surety Insurance Company,a Ne. ,corporation D•H_' •t Y TIFY that this Power of Attorney remains in full g - av i force and effect and hi not been revoked and furthermore,that the re . �•fthe Board o fo on this Power ofAttom and that the relevant ` ' Iiiilihmiej a i l i provisions of the By-Laws of the Company,are now in full force an. -*-ct. 451111145! Labor & Material Bond YYY it q',. Bond No. 1331994 Signed&sealed this 12Nfr, o Se r to e „ 97 Ci'65 lith II°,., -- • • - 4 Karen G.Cohen,Secretary 111 - ii # # # # # # # # # # # ONS S T •„ :O. '.• s- DIRECTORS # # # # # # # # # # # This POA is signed and sealed by facsimile under d by autho' o ti^'--" owir�e .utions adopted by the Board of Directors of Amwest Surety Insurance MindhP I I al11 Company at a meeting duly held on December 1975: '' ��+, VY7• I � IIII RESOLVED,that the President or any t /dent,in njunc witl% Secretary or any Assistant Secretary,may appoint attorneys-in-fact or agents with authority as defined or limited in the ins•; videncin no' tment t,pK(case,for and on behalf of the Company,to execute and deliver and affix the seal gi10111,'1 ' of the Company to bonds,undertaking , ces, ip obligatcpris of all kinds;and said officers may remove any such attorney-in-fact or agent and 101r, revoke any POA previously grante rson. • . RESOLVED FURTHER,that an nd,uncle , gni ., ce suretyship obligation shall be valid and bind upon the Company: (i) when signed by the President o any Vi rest an ...and sealed(if a seal be required)by any Secretary or Assistant Secretary;or r I V!�: 1 1 III Ii (ii) when signed by the President or any 'dent.- TIM . or Assistant Secretary,and countersigned and sealed(if a seal be required)by a duly Jia:l authorized attorney-in-fact or age . it when duh executed and scale.(ifs uir one or moreatome sin-inpursuant o and within the limits of the authority evidenced lir` (...) Y ''v'req •' Y= g P tY a PAY. by the power of attorney issue.4„ ompany to suc person or persons. IIII*IIXI II II RESOLVED FURTHER,that the si,na re of any authorized officer and the seal of the Company may be affixed by facsimile to any POA or certification thereof authorizing the execution and deli ery of any bond,undertaking,recognizance,or other suretyship obligations of the Company;and such signature and seal lliosiililliri. when so used shall have the same force and effectes though manually affixed. . - I I�I•II IN WITNESS WHEREOF,Amwest Surety Insurance Company has caused these presents to be signed by its proper officers,and its corporate seal to be hereunto fiAtiili affixed this 14th day of December,1995. (/'/� ,,C/J, ��� &r Ilir - y0.. g �rivQ/�1 „ ��ri' ,,te. , I�II'il2, iLT- / John E.Savage,President _ Karen G.Cohen,Secretary k e it State of California AulTif,". County of Los Angeles 't yl"1I. , On December 14,1995 before me,PeggyB.Lofton NotaryPublic,personallyappeared John E.Savage and Karen G.Cohen, # PP g personally known to me(or . i,I Ii 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 all that III II 11 d he/she/they executed the same in his/her/their authorized capacity(ies),and that by his/her/their signature(s){tn O�in,S rumenLthe�(errQn(11,oc(hegntjkv ugon�eh of which the Qerson(s)acted,executed the instnunent f roran;.:•ono,,,,,,, WITNESS hand and official seal. ply B.lOFTON �y \NSU CormYac #116 o6S �Gifi =•iQjb.-.- li9 !.01. Signature • ' (Seal t Notary Canaria F /_ F�i� e .Lofton,Notary Pu "o _fir,; GE0.14, )� ` II ,_ GB Et phuH it ivsv ` Il lul1:H r. 1995 '0 a e% ) �`eRPS\-in h' �l ,qh,� 91 �' J II V III L:Ih II I�111II�Idlp 111 A°IJIh IIb�fFiII I uY'Id : II I 4 111 II II Ii,Ipl l�l �Il '`'-?%y ---••••Na 5230 Las 1'irgcnesRoad Calabasas,CA 91302 TEL 818871-2000 "•',nnn,,,Irim' r" - P _ _ . ALL-PURPOSE ACKNOWLEDGMENT • State of California I ICounty of S4VI fCa11CIS C } ss. • t • IOn 1 ! 1H97 before me, Mini IUfn P611J- , • (DATE) I _ (NOTARY) ! I personally appeared � I Waist,a �-L SIGNER(S) I I personally known to me - OR- Elproved to me on the basis of satisfactory evidence to be the person(s) whose name(s) I Iis/are subscribed to the within instrument and I acknowledged to me that he/she/they executed I the same in his/her/their authorized • capacity(ies), and that by his/her/their . signature(s) on the instrument the person(s), 1 or the entity upon behalf of which the I person(s) acted, executed the instrument. 17d MARILYN PONTE I. ¢ -'" ' Comm.U 1088589 _" ,; NOTARY PUBLIC CALIFORNIA• tl :ur Mrtmm el San WITNESS my hand and official seal. • I 4448I Ai, 1 • OTARY'S SIGNATURE • IOPTIONAL INFORMATION • IThe information below is not required by law. However, it could prevent fraudulent attachment of this aclmowl- • edgment to an unauthorized document. • ICAPACITY CLAIMED BY SIGNER (PRINCIPAL) DESCRIPTION OF ATTACHED DOCUMENT I • ill INDIVIDUAL I f (� _ - ! a •I • I CORpPORATEOIF-FICER /1� f4,..1o56 La bp(' *' MaicLJ-( A • I y Yes IC''&-r o-f S�K IA)m f f-e 11"L' • TITLE OR TYPE OF DOCUMENTI TITLE(S) • • ❑ PARTNER(S) I • ❑ ATTORNEY-IN-FACT , . I ❑ TRUSTEE(S) NUMBER OF PAGES • ❑ GUARDIAN/CONSERVATOR • ILI OTHER: I DATE OF DOCUMENT I • • SIGNER IS REPRESENTING: • • I NAG OPEoRF NSsOiU c ESos) 0 U' • OTHER • 11115.50.O.O.O.O.O.O.0.0.0.0.0.0.000•!•O•� AM 1/94 VALLEY-SIERRA,800.362-3369 LILLICK & CHARLES LLP Attorneys at Law Two Embarcadero Center Cables LILLICKCHS San Francisco,CA 94111-3996 • 415 •984•8200 October 7, 1997 Telex TRT 184983 (44Y11Ye- itlumber Facsimile 415.984.8300 By Federal Express Ms. Kim Marie Smith, City Clerk City of Cupertino 10300 Torre Avenue Cupertino, California 95014 Re: Foundation Deposit Agreement by and between SNK Arioso LP and the City of Cupertino dated September 19, 1997 Dear Ms. Smith: Enclosed are two (2) originals of the Foundation Deposit Agreement referenced above. Please complete where indicated and return one(1) original to me by courier. If you should have any questions,please feel free to call me. Thank you for your cooperation and assistance in this matter. Very truly yours, LILLICK&CHARLES LLP (j/`'`' W a. friA,;.0 Tricia A. Bain Paralegal Enclosures cc: Lee Gotshall-Maxon,Esq. (w/o encl.) 965:SNK001.960592 107658.1 San Francisco • Long Beach FOUNDATION DEPOSIT AGREEMENT THIS FOUNDATION DEPOSIT AGREEMENT(the "Agreement")is made and entered into as of September VI 1997,by and among SNK ARIOSO LP, a Delaware limited partnership ("Developer")and the City of Cupertino, a municipal corporation of the State of California (the "City"). RECITALS A. Developer is the owner of Lots 2,3 and 12 (the "Apartment Parcels") of Tract 8980 recorded in Book694 of Maps at pages 14 through 7 . The Apartment Parcels are located in the City of Cupertino, County of Santa Clara, State of California. B. Developer proposes to construct a 201 unit apartment project("Apartment Project")on the Apartment Parcels in accordance with the plans and specifications for the project which have been submitted to the City for approval, as the same may later be modified. C. In connection with the approvals of a tentative map (application 8-TM-96), a use permit(Use Permit Application No. 15-U-96)and an application amending a condition for approval for application No. 6-Z-96 (Application 6-Z-96 (Mod.))the City has approved a phasing condition (the"Phasing Condition")the text of which is attached hereto as Exhibit A pages 1 through 6, inclusive. D. The Phasing Condition becomes effective only upon the City's approval, prior to the second reading of Ordinance 1764 amending 6-Z-96, of a fully executed Hilton standard form license agreement(the"License Agreement") which specifically provides that all conditions(with the exception of the completion of the purchase of the subject property) described in Hilton's letter to Peter Pau dated May 12, 1997 have been fulfilled. The License is to be reviewed by the City Attorney and approved by the City Council before this condition • becomes effective. 1 103472.2 E. The City Attorney reviewed the License on September 15, 1997 and the City Council approved the License on September 15, 1997 prior to the second reading of Ordinance 1764 amending 6-Z-96 on the same date. Therefore the phasing condition attached hereto as Exhibit A is effective. F. The Phasing Condition provides that,in order to ensure that the construction of a hotel (the"Hotel") on Lot 1 (the"Hotel Parcel") of Tract 8980 is initiated in a timely fashion, the commencement of its construction shall occur prior to, or simultaneously with,the issuance of building permits for the Apartment Project on the Apartment Parcels. G. The Phasing Condition also provides that"commencement of construction" means : 1) all plans for the construction of the Hotel (foundations and structure)must be submitted to, and approved by the City and 2)all foundations for the Hotel (including the • installation of footings, and first floor slab)must be completed and inspected by the City. H. The Phasing Condition further states that if the commencement of construction of the Hotel has not occurred when the Developer requests issuance of building permits for any multi-family residential units on the Apartment Parcels,then the Developer may elect to proceed with construction of said units,prior to the commencement of construction of the Hotel,by tendering the sum of$1,000,000 to the City. I. This Agreement sets forth the procedures for tender,retention and return of said sum. NOW THEREFORE,in consideration of the foregoing and of the mutual covenants hereinafter set forth,the parties hereto agree as follows: 1. Deposits With the City. If commencement of construction, as defined in the Phasing Condition, of the Hotel has not occurred when the Developer requests issuance of building permits for the Apartment Project and if all other conditions and requirements for issuance of building permits for the Apartment Project have then occurred,then Developer may 2 103472.2 deposit the sum of$1,000,000 with the City Treasurer by delivering to the person authorized to issue building permits a certified or bank cashier's check for such sum payable to the City of Cupertino and,upon delivering such check,the building permits for the Apartment Project shall be issued provided that all other requirements for their issuance have been satisfied. The City agrees not to accept the Deposit unless all requirements for issuance of the building permits for the Apartment Project have occurred. 2. Investment of Deposit. During the term of this Agreement,the Deposit shall be invested by the City in such short term investments in which the City invests other funds from time to time. Any interest on the Deposit will be payable to the Developer if the Deposit is returned to the Developer. If the Deposit is not returned to the Developer,then any interest thereon shall be retained by the City. The City shall have the right to liquidate any investments held in order to provide funds necessary to make required payments hereunder.The City shall not have any liability for any loss sustained as a result of any investment made pursuant to this Agreement or as a result of any liquidation of any investment prior to its maturity. 3. Return of Deposit to Developer. At any time following the Deposit with the City,Developer may deliver to City a factually correct written notice (the"Draw Certificate") executed by an officer of Developer(i)stating that commencement of construction of the hotel on the Hotel Parcel, as the term"commencement of construction"is defined in the Phasing Condition,has occurred and(ii)requesting payment of the Deposit to the Developer. If such written notice is received and if the commencement of construction, as defined in the Phasing Condition shall have occurred on or before the 240th day after the Deposit shall have been tendered to the City,then the City shall return the Deposit to the Developer within ten(10)after such notice is received. 4. Liquidated Damages. IF COMMENCEMENT OF CONSTRUCTION,AS DEFINED IN THE PHASING CONDITION,OF THE HOTEL ON THE HOTEL PARCEL DOES NOT OCCUR ON OR BEFORE THE 240TH DAY AFTER THE DEPOSIT IS TENDERED TO THE CITY,THEN IT IS CERTAIN THAT THE CITY WILL SUFFER LOSSES IN REVENUE,THE EXTENT OF WHICH IS DIFFICULT OR 3 103472.2 IMPOSSIBLE TO ASCERTAIN. ACCORDINGLY,IN SUCH CASE,THE CITY SHALL BE ENTITLED TO RETAIN THE DEPOSIT AND ANY INTEREST THEREON AS LIQUIDATED DAMAGES. BY PLACING THEIR INITIALS BELOW, DEVELOPER AND CITY ACKNOWLEDGE THEIR AGREEMENT TO THIS LIQUIDATED DAMAGES PROVISION. eel - Develo.er Initials Initials 5. City's Duties and Liabilities. (a) The City undertakes to perform only such duties as are expressly set forth herein. (b) The City shall not be liable for any action taken or omitted by it in good faith except for any liability arising from its own gross negligence or willful misconduct. In the administration of this Agreement,the City may execute any of its powers and perform its duties hereunder directly or through agents or attorneys and may consult with counsel, accountants and other skilled persons to be selected and retained by it. The City shall not be liable for anything done, suffered or omitted in good faith by it in accordance with the advice or opinion of any such counsel,accountants or other skilled persons appointed by it with due care. (c) The City waives all rights to setoff against the moneys held by City pursuant to the provisions hereof. 6. Miscellaneous. (a) All notices and communications hereunder shall be in writing and shall be deemed to be duly given upon personal delivery, commercial delivery service,by registered or certified mail(return receipt requested) or sent via facsimile(with acknowledgment of complete transmission) at the following addresses (or at such other address for a party as shall be specified by like notice): 4 1034722 DEVELOPER: SNK Arioso LP Four Embarcadero Center Suite 3700 San Francisco, California 94111 Attention: Hal Watson III Telephone: (415)433-0701 Facsimile: (415)433-0706 CITY: City of Cupertino 10300 Tone Avenue Cupertino, California 95014 Attention: Telephone: Facsimile: (b) The provisions of this Agreement may be waived, altered,amended or supplemented, in whole or in part, only by a writing signed by all of the parties hereto. (c) Neither this Agreement nor any right or interest hereunder may be assigned in whole or in part by the City. Developer may assign it rights under this Agreement to any person or entity and such assignment shall be effective upon written notice to the City accompanied by a copy of the document effectuating such assignment. (d) This Agreement may be executed in one or more counterparts, each of which shall be deemed an original,but all of which together shall constitute one and the same instrument. (e) This Agreement shall be governed by and construed in accordance with the laws of the State of California,regardless of the laws that might otherwise govern under applicable principles of conflict of laws thereof. Each party hereto irrevocably waives any objection on the grounds of venue, forum non-convenience or any similar grounds and irrevocably consents to 5 103472.2 service of process by mail or in any other manner permitted by applicable law and consents to the jurisdiction of said courts. IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the date and year first above written. DEVELOPER: • SNK ARIOSO LP, a Delaware limited partnership By: SNK W. fe .,a California corporation Its: Gene al 'art ,r By: Title: CITY: CITY OF CUPERTINO, a municipal corporation of the State o of California By: 11111, i eir _ Its: Ma,.r By: Its: City Clerk Approved as to form: / AA2 . City Attorney 6 103472.2 one oori»r as;sr 4etl///4ybb C PERTINO CITY ADMIN PAGE 01 • RESOLUTION NO. 9935 _ • A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO APPROVING MODIFICATIONS TO A TENTATIVE MAP RELATED TO DEVELOPMENT PHASING Pef (APPLICATION NO. 8-TM-96(MOD.) • WHEREAS, the City of Cupertino has approved an application for a Tentative Map Application 8-TM-96,as described in this resolution;and WHEREAS, the conditions of approval for said application have a provision for development phasing. NOW, 'THEREFORE, BE IT RESOLVED, that the City Council of the City of Cupertino 11 hereby approves modification of Condition No. 6 of Application No. 8-TM-96 as follows: •r 6. i1 In order to ensure that the construction of the hotel (on parcel 2 of the zoning plot p, map) is initiated in a timely fashion, the commencement of its construction shall occur prior to, or simultaneously with, the issuance of building permits for any multi-family residential units on Parcel 1. As used herein, "commencement of construction"means: 1) all plans for the construction t of the hotel (foundations and structure) must be submitted to, and approved by the City gag 2) all foundations for the hotel (including the installation of footings, and first floor slab) must be I• completed and inspected by the City. I; • If the commencement of construction of the hotel has not occurred when the applicant requests issuance of building permits for any multi-family residential units on Parcel 1, the .1 applicant may elect to proceed with construction of said units, prior to the commencement of construction of the hotel by immediately tendering the sum of$1,000,000 to the City to be retained by the City as security for the timely commencement of construction of the hotel. If applicant tenders such amount to the City, then commencement of construction of the hotel shall not be required prior to, or simultaneously with, the issuance of building permits for any multi-family ? • residential units on parcel I and the condition set forth herein shall be deemed satisfied to the extent That it affects the developmentof Parcel 1. Said sum shall be deposited with the City Treasurer and shall earn interest at the same rate as IE, other City short term investments. If the commencement of construction of the hotel occurs within it 240 days of the tender of said sum to the City, then, in that event, said sum together with interest, shall he returned to the applicant. If commencement of construction does not occur within said 240 days, then, in that event, said sum together with interest, shall be retained by the City as liquidated damages, The specific procedures for tender,retention,and return of said sum will be memorialized I' in en agreement between the applicant and the City to be fully executed prior to close of escrow on b the subject property.. I a•I ' ?I • 'i OSP. 05 ' 97 (Fat) 19:90 CO10WVN1 OAT I ON N-114 ?Ara 1 6/4 •3OVd 90L0 5E17 5;4 )Ns 44,41 (r83) L6 , 5o •d3s OOrww 172r as:tr gnerr($3bb C PERTINO CITY ADMIN PAGE 92 Resolution No. 9935 ! ' Page 2 This condition becomes effective only upon the City's approval, prior to the second reading of Ordinance 1764 amending 6-Z-96, of a filly executed Hilton standard form license agreement ' which specifically provides that all conditions(with the exception of the completion of the purchase of the subject property) described in Hilton's letter to Peter Pau dated May 12, 1997 have been fulfilled. Said agreement shall be reviewed by the City Attorney and approved by the City Council " before this condition becomes effective. 4 In the event that this condition does not become effective, the original conditions 4, '17, and 6 contained in 6-Z-96, 1541-96,and 8-TM-96,respectively, shall remain in Hill force end effect. PASSED AND ADOPTED at the regular meeting of the City Council of the City of Cupertino this 2nd day of September, 1997,by the following vote: Yate Members of the City Council 2 AYES; Burnett,Chang,Bautista NOES: Dean, Sorensen ABSENT: None ABSTAIN: None • ATTEST: APPROVED: ;t City Clerk Mayor,City of Cupertino • '6 • 98P. 09 ' 97 tFR!) 19:99 COiatVNICATx ON Na 14 PAGE* 2 6/5 •3AVd 9060 6E4 9S17 XNS 5b:41 CIHd) L6 • 50 'd36 LWGK 1INC CITY ADMIN PAGE Oa I•' RESOLUTION NO. 9936 • A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO' APPROVING MODIFICATIONS TO A USE PERMIT " RELATED TO DEVELOPMENT PHASING •• (APPLICATION NO. 15-U-96(MOD.) • WHEREAS, the City of Cupertino has approved an application for a Use Permit Application No. 15-11-96, as described in this resolution; and WHERAS, the conditions of approval for said application have a provision for 1 development phasing. • I: NOW, THEREFORE,BE IT RESOLVED.that the City Council of the City of Cupertino " hereby approves modification of Condition No, 17 of Application No. 15-U-96 as follows: 17. DEVELOPMENT PHASINQ j In order to ensure that the construction of the hotel (on parcel 2 of the zoning plot map)is • initiated in a timely fashion, the commencement of its construction shall occur prior to, or t simultaneously with, the issuance of building permits for any multi-family residential units on Parcel 1. As used herein, "commencement of construction" means: 1) all plans for the ' construction of the hotel (foundations and structure) must be submitted to, and approved by the '• City sad 2) all foundations for the hotel (including the installation of footings, end first floor slab)must be completed and inspected by the City. If the commencement of construction of the hotel has not occurred when the applicant ' requests issuance of building permits for any multi-6=11y residential units on Parcel 1, the applicant may elect to proceed with construction of said units, prior to the commencement of construction of the hotel by immediately tendering the sum of $1,000,000 to the City to be ' retained by the City as security for the timely commencement of construction of the hotel, If applicant tenders such amount to the City,then commencement of construction of the hotel shall not be required prior to, or simultaneously with, the issuance of building permits for any multi- family residential units on parcel 1 and the condition set forth herein shall be deemed satisfied to ' the extent that it affects the development of Parcel 1. Said arm shall be'deposited with the City Treasurer and shall earn interest at the same rate as other City short term investments. If the commencement of construction of the hotel occurs within 240 days of the tender of said sum to the City, then, in that event, said sum together with interest, shall be returned to the applicant. If commencement of construction does not occur within said 240 days, then, in that event, said sum together with interest, shall be retained by the City as liquidated damages. The specific procedures for tender, retention, and return of said sum will be tnemorialized in an agreement between the applicant and the City to be filly executed prior to close of escrow on the subject property. t. aEP. 05 ' 97 (FAS) 1999 COMdtNICATION No:14 PA08. 5 6/9 '3OVd 9010 60, 5 S4 )Stag 54,41 Crud) L6 , 50 'ass am,00rs27I 14:1( 4067773356 CUPERTINO CITY ADMIN PAGE ea • Resolution No. 9936 Page 2 This condition becomes effective only upon the City's approval, prior to the second i) reading of Ordinance 1764 amending 6-Z-96, of a frilly executed Hilton standard form license ' agreement which specifically provides that all conditions (with the exception of the completion of the purchase of the subject property) described in Hilton's letter to Peter Pau dated May 12, 1997 have been fulfilled. Said agreement shall be reviewed by the City Attorney and approved by the City Council before this condition becomes effective. In the event that this condition does not become effective, the original conditions 4. 17. and 6 contained in 6-Z-96, 15-U-96, and 8-TM-96, respectively, shall remain in fWl force and ' effect. PASSED AND ADOPTED at the regular meeting of the City Council of the City of , Cupertino this 2nd day of September, 1997,by the following vote: Yo*c Mogaufalagraysdaindl AYES: Burnett,Chang,Bautista NOES: Dean, Sorensen ABSENT: None ABSTAIN: Nona } 1 ATTEST: APPROVED: City Clerk Mayor. City of Cupertino • .. E t 9EP. 05 ' 97 (FRI) 39:40 COMMUNICATION No:14 PAGE, 4 6/L '30tld 90L0 66b SSb RNS 91,°bl (1E3) L6 , 50 '.43S 1 ORDINANCE NO. 1764 AN ORDINANCE OF THE CITY COUNCIL OF THE CI'T'Y OF CUPERTINO AMENDING ORDINANCE NO. 1750 REGARDING A CONDITION OF APPROVAL FOR APPLICATION NO. 6-Z-96.A PARCEL LOCATED AT 10741 NORTH WOLFE ROAD AND 19590 PRUNERIDGE AVENUE(APPLICATION No. 6-Z-96 (MOD.) WHEREAS, an application was filed (Application No. 6-Z-96 (Mod.) for modifications to a condition of approval regarding development phasing;and NOW,THEREFORE,BE IT ORDAINED that the City Council of the City of Cupertino ' • hereby approves modification of Condition No.4 of Application No. 6-Z-96 as follows: • 4. DEVELOPMENT PHASING In order to ensure that the construction of the hotel(on parcel 2 of the zoning plot map) is l initiated in a timely fashion, the commencement of its construction shall occur prior to, or simultaneously with, the issuance of building permits for any multi-family residential units on Parcel 1. As used herein, "commencement of construction" means: 1) all plans for the construction of the hotel (foundations and structure) must be submitted to, end approved by the (' City and 2) ellfoundations for the hotel '(including the installation of footings, and first floor slab)must be completed and inspectedby the City. i If the commencement of construed= of the hotel has not occurred when the applicant requests issuance of building permits for any multi-family residential units on Potosi I, tit" 11 applicant may elect to proceed with construction of said units, prior to the commencement of 1 construction of the hotel by immediately tendering the sum of $1,000,000 to the City to be '- retained by the City as security for the timely commencement of construction of the hotel. If 1 applicant tenders such amount to the City, then commencement of construction of the hotel shall not be requited prior to, or simultaneously with, the issuance of building permits for any multiI. - family residential units on parcel I and the condition set forth herein shall be deemed satisfied to i the extent that it effects the development of Parcel 1. Said sum shall be deposited with the City Treasurer and shall earn interest at the same rate as other City short term investments. If the commencement of construction of the hotel occurs within 240 days of the tender of said stmt to the City, then, in that event, said 'awn together with interest,shall be returned to the applicant if commencement of construction does not occur within. said 240 days, then, in that event, said sum together with interest, shall be i . retained by the City as liquidated damages. The specific procedures for tender, retention, and,• i return of said sum will be memorialized in an agreement between the applicant and the City to be . fully executed prior to close of escrow on the subject property. • 1j t'• • .F: . 9ZP. 05 ' 97 (FAII 19:40 COMMMUNICATION N.114 PACE. 9 }- E/Z 'sow 90L0 EE4 5;4 xN9 0480 (far.) L6 . 9; 'dss • Y ': This condition becomes effective only upon the City's approval, prior to the second reading of Ordinance 1764 emending 6-Z-96, of a fully executed Hilton IataSKIS*d Tann license ` agreement which specifically provides that all conditions (with the exception of the completion of the purchase of the subject property) described in Hilton's letter to Peter Pau dated May 12, . 1997,have been fulfilled. Said agreement shall be reviewed by the City Attorney and approved by the City Council before this condition becomes effective. 3. In the event that this condition does not become effective, the original conditions 4, 17, and 6 contained in 6-Z-96, 15-U-96, and 8-TM-96, respectively, shall remain in fltil force and • ' effect. i' ' IN'T'RODUCED at a regular g of ths,City Council of the City of Cupertino this 2nd - i day of September, 1997, and ENACTED at a regular meeting of the City Council of the City of ( Cupertino this day of , 1997,by the following vote: • YQtII AYES: Burnett,Chang,Battista • . . ; NOES: Dean,Sorensenet ABSENT: None t ABSTAIN: None . !) ,I ATTEST: APPROVED: /e/ Kimberly /With /a/ John Bautista . of City Clerk Mayor,City of Cupertino } 1 • . 1 t . . • i • Jf ' BEA. OS ' 97 (FRI) IS:41 COMM:CAT ON No.:14 mat E C/G 20tl6 90L0 ESP 9I6 )IN9 TV:00 (RHS) L6 , 9 S 'dBs RESOLUTION NO. 9962 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AUTHORIZING EXECUTION OF IMPROVEMENT AGREEMENT BETWEEN THE CITY AND DEVELOPER SNK ARIOSO L. P., TRACT 8980, WEST SIDE OF WOLFE ROAD @ PRUNERIDGE AVENUE -TANDEM SITE WHEREAS, there has been presented to the City Council a proposed improvement agreement between the City of Cupertino and developer SNK Arioso L. P., for the installation of certain municipal improvements within Tract 8980, west side of Wolfe Road @ Pruneridge Avenue, and said agreement having been approved by the City Attorney, and Developer having paid the fees as outlined in the attached Exhibit A; NOW, THEREFORE, BE IT RESOLVED that the Mayor and the City Clerk are hereby authorized to sign the aforementioned agreement on behalf of the City of Cupertino. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 15' day of September, 1997, by the following vote: Vote Members of the Cily Council AYES: Burnett, Chang, Dean, Sorensen, Bautista NOES: None ABSENT: None ABSTAIN: None ATTEST: /s/ Kimberly Smith City Clerk APPROVED: /s/ John Bautista Mayor, City of Cupertino Resolution No. 9962 Page 2 WHEREAS, pursuant to the provisions of this AGREEMENT, the CITY hereby established the amounts of bonds, fees, and deposits as set forth in the following schedule: SCHEDULE OF BOND, FEES .AND DEPOSITS A. Faithful Performance Bond: $784,800.00 SEVEN HUNDRED EIGHTY-FOUR THOUSAND EIGHT HUNDRED & 00/100 DOLLARS B. Labor and Material Bond: $784,800.00 SEVEN HUNDRED EIGHTY-FOUR THOUSAND EIGHT HUNDRED & 00/100 DOLLARS C. Checking and Inspection Fee: $ 39,240.00* THIRTY-NINE THOUSAND TWO HUNDRED FORTY AND 00/100 DOLLARS D. Indirect City Expenses: N/A E. Development Maintenance Deposit: $ 3,000.00* THREE THOUSAND AND 00/100 DOLLARS F. Storm Drainage Fee: $ 20,134.00* TWENTY THOUSAND ONE HUNDRED THIRTY-FOUR AND 00/100 DOLLARS G. One Year Power Cost: H. Street Trees: N/A By Developer I. Map Checking Fee: $ 232.00* TWO HUNDRED THIRTY-TWO AND 00/100 DOLLARS J. Park Fee: Zone III $651,240.00* SIX HUNDRED FIFTY-ONE THOUSAND TWO HUNDRED FORTY AND 00/100 DOLLARS K. Water Main Reimbursement Fee: N/A L. Maps and/or Improvement Plans: As specified in Item #23 of agreement * Abandonment of Becker Lane: 8901 sq. ft.*$3.00/sq. ft. = $26,703.00*64% = $17,089.92* * To be paid by escrow #01088775-4 per escrow instruction.