HomeMy WebLinkAbout11 - Final Tract Map No. 17763 for Residential and Commercial Development located at 4311 Jamboree RoadTO:
FROM:
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TITLE:
ABSTRACT:
CITY OF
NEWPORT BEACH
City Council Staff Report
March 24, 2015
Agenda Item No. 11
HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
David A. Webb, Public Works Director- (949) 644 -3330,
dawebb @newportbeachca.gov
David Keely, Senior Civil Engineer
(949) 644 -3349
Final Tract Map No. 17763 for Residential and Commercial Development located at
4311 Jamboree Road
Consider whether the City Council should approve Final Tract Map No. 17763 for Phase 1 of the Uptown
Newport residential and commercial development located at 4311 Jamboree Road.
RECOMMENDATION:
a) Review and Approve Final Tract Map No. 17763 located at 4311 Jamboree Road (Staff Report
Attachment B) pursuant to Section 19.60.010 of the Municipal Code;
b) Review and Approve the Subdivision Agreement (Staff Report Attachment E) for Final Tract No.
17763 pursuant to Section 19.36.010 of the Municipal Code, and authorize the City Manager and City
Clerk to execute the Subdivision Agreement; and
c) Review and Approve the required construction securities for Final Tract Map No. 17763 (Staff Report
Attachment F) pursuant to Section 19.36.030 of the Municipal Code and authorize the Public Works
Director to execute and release securities.
FUNDING REQUIREMENTS:
There is no fiscal impact related to this item.
DISCUSSION:
TSG — Parcel 1, LLC (Property Owner), is proposing to construct Phase 1 of the Uptown Newport
residential and commercial development located at 4311 Jamboree Road. Phase 1 of the development
consists of up to 680 residential units, 11,500 square feet of commercial space and a 1.0 acre public park
on approximately 12.477 acres of land in the Airport area along Jamboree Road between MacArthur
Boulevard and Birch Street.
11 -1
Tentative Tract Map No. NP2012 -002 for the proposed development was approved by City Council on
February 26, 2013 (City Council Resolution No. 2013 -24, attached). The applicant has now submitted the
Final Tract Map 17763 for approval and filing in order to construct Phase 1 of the development.
Staff Approval No SA2015 -001 (attached) amended and clarified the bonding requirements identified in
City Council Resolution No. 2013 -24, Condition 46. The amended condition requires that the applicant
provide construction securities in the form acceptable to the City, guaranteeing the completion of the
various required public and private improvements. The applicant has provided bonds in the amount
consistent with the Public Works Department's approved cost estimate for the required public and private
improvements (attached). The bonds have been reviewed and approved by the City Attorney's Office and
Public Works Department. The applicant has also satisfied all applicable Tract Map conditions of approval
for Phase 1 of the Uptown Newport residential and commercial development.
Per Section 19.60.010 of the Municipal Code, the City Council shall review Final Tract maps. Final Tract
map No. 17763 (attached) does conform to the applicable Tentative Tract map and its conditions of
approval. Per Sections 19.36.010 and 19.36.030 of the Municipal Code, the City Council shall review the
Subdivision Agreement and required securities (attached) to ensure the completion of all required
improvements. The map also conforms to all requirements of the Subdivision Map Act and the City's
Subdivision Regulations.
ENVIRONMENTAL REVIEW:
The Environmental Impact Report No. ER2012 -001 (SCH No. 2010051094) was approved by the City
Council on February 26, 2013, in accordance with the implementation guidelines of the California
Environmental Quality Act (CEQA).
NOTICING:
This agenda item has been publicly noticed according to the Brown Act (72 hours in advance of the
meeting at which the City Council considers the item).
ATTACHMENTS:
Description
Attachment A - Location Mao
Attachment B - Final Tract Mao No. 17763
Attachment C - City Council Resolution No. 2013 -24
Attachment D - Staff Approval No. SA2015 -001
Attachment E - Subdivision Improvement Agreement
Attachment F - Securities
11 -2
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ATTACHMENT A
Location Map
Final Tract Map No. 17763
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ATTACHMENT C
RESOLUTION NO. 2013 -24
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NEWPORT
BEACH APPROVING TENTATIVE TRACT MAP NO. NT2012 -002, TRAFFIC
STUDY NO. TS2012 -005 AND AFFORDABLE HOUSING IMPLEMENTATION
PLAN NO. AH2012 -001 FOR THE 25.05 ACRE PLANNED COMMUNITY
KNOWN AS UPTOWN NEWPORT LOCATED AT 4311 -4321 JAMBOREE
ROAD (PA2011 -134)
THE CITY COUNCIL OF THE CITY OF NEWPORT BEACH HEREBY FINDS AS FOLLOWS:
SECTION 1. STATEMENT OF FACTS.
An application was filed by Uptown Newport LP ( "Uptown Newport" or "Applicant ") with
respect to a 25.05 -acre property generally located on the north side of Jamboree Road
between Birch Street and the intersection of Von Karman Avenue and MacArthur
Boulevard, legally described as Lots 1 and 2 of Tract No. 7953 and incorporated
herein by reference, (the "Property ") requesting approval for the development of up to
1,244 residential dwelling units, 11,500 square feet of retail commercial uses and 2.05
acres of parklands (the "Project "). The following approvals are requested or required in
order to implement the project as proposed:
a. Planned Community Development Plan Amendment No. PD2011 -003: An
amendment to Planned Community Development Plan #15 (Koll Center Planned
Community) to remove the subject property from the Koll Center Planned
Community, pursuant to Chapter 20.66 (Amendments) of the Municipal Code.
b. Planned Community Development Plan Adoption No. PC2012 -001: A Planned
Community Development Plan (PCDP) adoption to establish the allowable land
uses, general development regulations, and implementation and administrative
procedures, which would serve as the zoning document for the construction of up
to 1,244 residential units, 11,500 square feet of retail commercial, and 2.05 acres
of park space to be built in two separate phases on a 25.05 -acre site, pursuant to
Chapter 20.56 of the Municipal Code. The PCDP has three (3) components:
1) Land Uses, Development Standards & Procedures; 2) Phasing Plan; and
3) Design Guidelines.
Tentative Tract Map No. NT2012 -002: A tentative tract map to establish lots for
residential development purposes pursuant to Title 19 of the Municipal Code.
Traffic Study No. TS2012 -005: A traffic study pursuant to Chapter 15.40 (Traffic
Phasing Ordinance) of the Municipal Code.
e. Affordable Housing Implementation Plan No. AH2012 -001: A program specifying
how the proposed project would meet the City's affordable housing requirements,
pursuant to Chapter 19.53 (Inclusionary Housing) and Chapter 20.32 (Density
Bonus) of the Municipal Code.
11 -11
City Council Resolution No. 2013 -24
Page 2 of 36
f. Development Agreement No. DA2012 -003: A Development Agreement between
the applicant and the City of Newport Beach describing development rights and
public benefits, pursuant to Section 15.45.020.A.2.a of the Municipal Code and
General Plan Land Use Policy LU6.15.12.
2. The Property has a General Plan designation of Mixed -Use District Horizontal -2 (MU-
112), and the Property is located within the Airport Business Area, for which the Airport
Business Area Integrated Conceptual Development Plan ( "ICDP ") has been adopted.
The ICDP allocates a maximum of 1,244 residential units and up to 11,500 square feet
of retail to be developed on the Property.
3. The Property is currently located within the City of Newport Beach ( "City ") Koll Center
Newport Planned Community and is designated as Industrial Site 1.
4. On February 7, 2013, the Planning Commission adopted Resolution No. 1908,
recommending to the City Council of the City of Newport Beach certification of the
Final Environmental Impact Report No. ER2012 -001 (FEIR) and approval of the
Project to the City Council.
5. The City Council held a public hearing on February 26, 2013, in the City Hall Council
Chambers, at 3300 Newport Boulevard, Newport Beach, California. A notice of the
time, place and purpose of the aforesaid meeting was provided in accordance with the
California Environmental Quality Act and the Newport Beach Municipal Code
( "NBMC "). The FEIR which consists of the Draft Environmental Impact Report (DEIR),
Comments, Responses to Comments, Revisions to DEIR, and Mitigation Monitoring
and Reporting Program, staff report, and evidence, both written and oral, were
presented to and considered by the City Council at the scheduled hearing.
SECTION 2. CALIFORNIA ENVIRONMENTAL QUALITY ACT DETERMINATION.
6. The Uptown Newport Final Environmental Impact Report (SCH No. 2010051094) was
prepared for the Project in compliance with the California Environmental Quality Act
( "CEQA "), the State CEQA Guidelines, and City Council Policy K -3,
7. The City Council, having final approval authority over the Project, adopted and certified
as complete and adequate the Uptown Newport Final Environmental Impact Report,
and adopted "Findings and Facts in Support of Findings for the Uptown Newport
Project Final Environmental Impact Report" ( "CEQA Findings ") containing within
Resolution No. 2013 -21 on February 26, 2013, which are hereby incorporated by
reference.
8. The City Council adopted a Statement of Overriding Considerations for the certification
of the Uptown Newport Final Environmental Impact Report (SCH No. 2010051094) by
Resolution No. 2013 -22 on February 26, 2013, which is hereby incorporated
reference.
9. The City Council overruled the Orange County Airport Land Use Commission's
determination that the Uptown Newport project is inconsistent with the Airport Environs
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Land Use Plan for the John Wayne Airport by Resolution No. 2013 -23 on February 26,
2013, which is hereby incorporated by reference.
10. The City Council finds that judicial challenges to the City's CEQA determinations and
approvals of land use projects are costly and time consuming. In addition, project
opponents often seek an award of attorneys' fees in such challenges. As project
applicants are the primary beneficiaries of such approvals, it is appropriate that such
applicants should bear the expense of defending against any such judicial challenge,
and bear the responsibility for any costs, attorneys' fees and damages which may be
awarded to a successful challenger.
SECTION 3. FINDINGS.
11. The proposed project is consistent with the goals and policies of the Newport Beach
General Plan and the ICDP. The City Council concurs with the conclusion of the
consistency analysis of the proposed project with these goals and policies provided in
the DEIR.
12. Findings and facts in support of such findings for the approval of the Tentative Tract
Map in accordance with NBMC Section 19.12.070 are provided in Exhibit A and are
incorporated herein by reference.
13. Findings and facts in support of such findings for the approval of the Traffic Study in
accordance with NBMC Section 15.40.030 are provided in Exhibit D and are
incorporated herein by reference.
14. The proposed affordable housing implementation plan (AHIP) is consistent with the
intent to implement affordable housing goals within the City pursuant to Government
Code Section 65915 -65918 ( "State Bonus Density Law "), Title 19, Chapter 19.54
(Inclusionary Code), and Title 20, Chapter 20.32 (Density Bonus Code) of the Newport
Beach Municipal Code. The State Density Bonus Law and the City's Density Bonus
Code provide for an increase in the number of units of up to thirty -five percent (35 %)
above the maximum number of units allowed by the General Plan provided the Project
constructs a minimum number of affordable units depending upon what income
category is served. At the maximum density bonus of 35 %, the Project could
accommodate up to 322 additional units above the 922 base units allowed by the
General Plan for a total of 1,244 total units.
SECTION 4. DECISION.
NOUN, THEREFORE, BE IT RESOLVED:
1. The City Council of the City of Newport Beach hereby approves:
a. Tentative Tract Map No. NT2012 -002, attached hereto as Exhibit C and
incorporated herein by reference, and subject to the conditions set forth in
Exhibit B, which is attached hereto and incorporated herein by reference;
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b. Traffic Study No. TS2012 -005, attached hereto as Exhibit E and incorporated
herein by reference; and
C. Affordable Housing Implementation Plan No. AH2O12 -001, attached hereto as
Exhibit F and incorporated herein by reference.
2. This Resolution was approved, passed and adopted at a regular meeting of the City
Council of the City of Newport Beach, held on the 26th of February, 2013.
*_" � °'`
Keith D. Curry, Mayor
ATTEST:
Leilani I. Brown, City Clerk
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EXHIBIT A
REQUIRED FINDINGS
TENTATIVE TRACT MAP N0. NT2012 -002
In accordance with NBMC Section 19.12.070 (Required Findings for Action on Tentative
Maps), the following findings and facts in support of such findings are set forth:
Finding:
A. That the proposed map and the design or improvements of the subdivision are
consistent with the General Plan and any applicable specific plan, and with applicable
provisions of the Subdivision Map Act and this Subdivision Code.
Facts in Su000rt of Findin
A -1. The Tentative Tract Map provides lot configurations consistent with the land uses,
densities and intensities of the proposed PCDP, the General Plan Land Use
designation of Mixed -Use Horizontal -2 (MU -H2) and the Airport Business Area
Integrated Conceptual Development Plan (ICDP). MU -112 provides for horizontal
intermixing of uses that may include regional commercial office, multifamily residential,
vertical mixed -use buildings and ancillary neighborhood commercial uses. Additionally,
the ICDP allocates up to 1,244 residential units and 11,500 square feet of retail to be
developed on the Property. Under the proposed Project, 632 units would be developed
as replacement units for redevelopment of the existing industrial uses, 290 additive
units would be allocated to the proposed Project in accordance with the City's General
Plan and the ICDP and 322 density bonus units would be authorized pursuant to
NBMC Chapter 20.32 (Density Bonus), for a total of 1,244 residential units. The
proposed residential community also includes 11,500 square feet allocated for
neighborhood commercial uses and is therefore consistent with the intent of General
Plan and ICDP.
A -2. General Plan goal LU 2.1 seeks to accommodate uses that support the needs of City
residents including housing, retail, services, employment and recreation. The
Tentative Tract Map allows the development of a residential community, containing a
mix of housing types, supporting retail and active parklands, consistent with the
proposed PCDP, General Plan designation and ICDP, which encourage the
development of coordinated, cohesive mixed use projects in the Airport Area,
A -3. The Tentative Tract Map provides for the development of a cohesive planned
community with a pattern of streets and blocks that provide a pedestrian - friendly
environment, with strong connectivity to adjacent commercial and office areas. A
network of paseos, open space and pedestrian walkways would be introduced into the
community to serve as connections between Project neighborhoods and provide
linkages to surrounding areas. Two one acre parks, as well as recreational open
space amenities, are proposed.
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A -4. The streets on the proposed Tentative Tract Map are consistent with the roadway
specifications of the Master Plan of Streets and Highways of the Circulation Element
of the General Plan. Traffic control measures are also included with the Uptown
Newport Planned Community to ensure proposed private roadways and City roadways
function as intended.
A -5. The Tentative Tract Map provides for the dedication of at least 8 percent of the gross
land area (exclusive of existing rights -of -way), or 2.0 acres of neighborhood parks.
Phase 1 would include the dedication (the general public would have access to the
park during daytime hours) and improvement of a neighborhood park with a minimum
area of 1.3 acre and a minimum dimension of 150 feet. Phase 2 would include the
dedication and improvement of a neighborhood park with a minimum area of 1.02 acre
and a minimum dimension of 150 feet.
Finding:
B. That the site is physically suitable for the type and density of development,
Facts in Support of Finding:
B -1. Overall site topography can be characterized as relatively flat.
B -2. There are no known faults on or immediately adjacent to the Property
B -3. There are no geologic or physical constraints that would prevent the development of
the site at the density proposed, or require variances or deviations from the applicable
City development standards.
Finding:
C. That the design of the subdivision or the proposed improvements are not likely to
cause substantial environmental damage nor substantially and avoidably injure fish or wildlife
or their habitat. However, notwithstanding the foregoing, the decision making body may
nevertheless approve such a subdivision if an environmental impact report was prepared for
the project and a finding was made pursuant to Section 21081 of the California
Environmental Quality Act that specific economic, social or other considerations make
infeasible the mitigation measures or project alternatives identified in the environmental
impact report.
Facts in Support of Finding:
C -1. No drainages traverse the Property and no potential jurisdictional waters or wetlands
areas are present on or immediately adjacent to the site.
C -2. No sensitive habitats, plant species or animal species were observed onsite during the
preparation of the EIR for the Project.
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C -3. On the basis of the entire environmental review record, the proposed Project will have
a less than significant impact upon the environment with the incorporation of mitigation
measures, with the exception of the following significant and unavoidable impacts:
X Air Quality — Short term construction - related emission for Phases 1 and 2 of the
project
B. Land Use - A determination of inconsistency with the John Wayne Airport
Environs Land Use Plan (AELUP) by the Airport Land Use Commission (ALUC)
C. Noise - Construction - related noise impacts for Phase 1 and Phase 2 of the
project
C -4. The mitigation measures identified in the DEIR are feasible and reduce potential
environmental impacts to a less than significant level, with the exception of those
impacts identified above. The mitigation measures would be applied to the Project
through the Mitigation, Monitoring and Reporting Program.
Finding:
D. That the design of the subdivision or the type of improvements is not likely to cause
serious public health problems.
Facts in Support of Finding:
D -1. There are no known faults on or immediately adjacent to the Property.
D -2. The Project is conditioned to comply with all Building: Public Works and Fire Codes,
which are in place to prevent serious public health problems. Public improvements will
be required of the Applicant per Section 19.28.010 of the Municipal Code and Section
66411 of the Subdivision Map Act.
D -3. The Project's Phase 1 would generate an increase in Green House Gas ( "GHG ")
emissions onsite but would not exceed the proposed South Coast Air Quality
Management District per capita significance thresholds. At full build -out the Project
would result in a net decrease in GHG emissions.
D -4. Mitigation measures identified in the DEIR reduce potential impacts associated with
hazards and hazardous materials to less than significant. No significant unavoidable
adverse impacts relating to hazards were identified in the DEIR.
D -5. While the north and northwest portions of the Property have soil and groundwater
impacted by volatile organic compounds, the areas have been the primary focus of
historical and ongoing soil and groundwater investigation and remediation activities
conducted under the oversight of the Regional Water Quality Control Board,
D -6. No residential uses are allowed without first providing regulatory signoff from RWQB.
Additionally residential uses will be setback a minimum of 200 feet from any
hazardous materials as stated in Mitigation Measure 7 -2 of the DEIR.
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Finding:
E. That the design of the subdivision or the type of improvements will not conflict with
easements, acquired by the public at large, for access through or use of property within the
proposed subdivision. In this connection, the decision making body may approve a map if it
finds that altemate easements, for access or for use, will be provided and that these
easements will be substantially equivalent to ones previously acquired by the public. This
finding shall apply only to easements of record or to easements established by judgment of a
court of competent jurisdiction and no authority is hereby granted to the City Council to
determine that the public at large has acquired easements for access through or use of
property within a subdivision.
Facts in Support of Findinq:
E -1. The Property contains existing public utilities easements that serve existing
development that will be removed over time. The design of the subdivision and the
type of improvements proposed present no conflict with these easements. Existing
easements will remain in their current designated locations or will be modified to be
substantially equivalent to ones previously acquired by the public.
Finding:
F. That, subject to the detailed provisions of Section 66474.4 of the Subdivision Map Act,
if the land is subject to a contract entered into pursuant to the California Land Conservation
Act of 1965 (Williamson Act), the resulting parcels following a subdivision of the land would
not be too small to sustain their agricultural use or the subdivision will result in residential
development incidental to the commercial agricultural use of the land.
Facts in Support of Finding:
F -1. The Property does not contain prime farmland, unique farmland, or farmland of
statewide importance and no portion of the Project site is covered by a Williamson Act
contract.
Finding:
G. That, in the case of a "land project" as defined in Section 11000.5 of the California
Business and Professions Code: (1) There is an adopted specific plan for the area to be
included within the land project; and (2) the decision making body finds that the proposed
land project is consistent with the specific plan for the area.
Facts in Support of Finding:
G -1. The Property is not located in a specific plan area.
Finding:
K That solar access and passive heating and cooling design requirements have been
satisfied in accordance with Sections 66473.1 and 66475.3 of the Subdivision Map Act.
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Facts in Support of Finding:
H -1. The proposed Tentative Tract Map and improvements are subject to Title 24 of the
California Building Code that requires new construction to meet minimum heating and
cooling efficiency standards depending on location and climate. The Newport Beach
Community Development Department enforces Title 24 compliance through the plan
check and inspection process.
Finding:
1. That the subdivision is consistent with Section 66412.3 of the Subdivision Map Act and
Section 65584 of the California Government Code regarding the City's share of the regional
housing need and that it balances the housing needs of the region against the public service
needs of the City's residents and available fiscal and environmental resources.
Facts in Support of Finding:
1 -1. Of the total 1,244 residential units in the Project, between 102 and up to 369 units
would be set aside for affordable housing depending upon the target income group
being served. Affordable housing obligations will be met through the construction of
on -site affordable housing consistent with an approved Affordable Housing
Implementation Plan (AHIP).
Finding:
J. That the discharge of waste from the proposed subdivision into the existing sewer
system will not result in a violation of existing requirements prescribed by the Regional Water
Quality Control Board,
Facts in Support of Finding:
J -1. There is adequate sewer system capacity to serve the requirements of the proposed
Project. The Project's PCDP and phasing plan ensure adequate utility infrastructure is
provided per phase. The proposed Project would be able to tie into the existing sewer
system without adversely affecting the system or causing any water quality affects or
violating existing requirements prescribed by the Regional Water Quality Control
Board. Wastewater from the project will be generated by residential and retail
commercial uses and at full buildout; there will be a significant reduction in wastewater
with the elimination of the existing semi - conductor manufacturing plant.
Finding:
K. For subdivisions lying partly or wholly within the Coastal Zone, that the
subdivision conforms with the certified Local Coastal Program and, where applicable, with
public access and recreation policies of Chapter Three of the Coastal Act.
Facts in Support of Finding:
K -1. The Project site is not located within the Coastal Zone.
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5N.WNT
CONDITIONS OF APPROVAL
TENTATIVE TRACT MAP NO. NT2012 -002
Note:
The following is a list of acronyms used in the Conditions o }'Approval for Tentative Tract Map No.
17438:
• DA - Development Agreement No. I)A2012 -003.
• AIR No. :ER201.2 -001.- Uptown Newport Environmental Impact Report, State Clearinghouse
Number 2010051094.
• .MM- -- Mitigation Measure, project specific measures recommended by the DEIR and adopted as
part of the approval of the project to reduce potentially significant environmental effects to it level
considered less than significant and stated at the end of a condition as a reference between the
condition and a mitigation measure recommended in the DEIR.
• ALIVRP —Mitigation Monitoring and Reporting Program, the monitoring and reporting procedures
for the Mitigation Measures identified in the EIR and adopted cis part of pr oject approval pursuant
to Section 21081.6(a)(1) of the California Environmental Quality Act.
• NBMC .- Newport Beach Municipal Code.
General Conditions
1. City Council approval of Tentative Tract Map No. 17438 is in conjunction with its
approval of Development Agreement No. DA2012 -003 for the same project (the
"DA "). Pursuant to Sections 2.2 and 2.4 of the DA and the terms used therein that are
defined in Section 1 of the DA, the "Term" of the DA becomes effective on the
"Effective Date" of the DA. Tentative Tract Map No. 17438 and the DA comprise parts
of a single integrated action and are not severable from one another. Accordingly,
notwithstanding any other provision set forth in Tentative Tract Map No. 17438 to the
contrary, in no event shall the owner, lessee, or other occupant or any person or entity
holding any interest in the subject property acquire any right to develop or use the
subject property as authorized or provided herein unless and until the Effective Date in
the DA occurs and the Term of the DA commences. In the event the DA is terminated
for any reason before the Effective Date of the DA occurs, including without limitation
as a result of the mutual termination of the DA by the Parties thereto, the occurrence
of an uncured material default under the DA by either Party and a termination of the
DA by the non - defaulting Party, or the failure of the Effective Date of the DA to occur
prior to the deadline set forth in the DA, as said deadline may be extended by mutual
agreement of the Parties to the DA, then in such event Tentative Tract Map No, 17438
automatically shall become null and void and of no further force or effect, without any
need or requirement for the City to schedule any public hearings or take any
affirmative action or actions to revoke or rescind the same.
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2. Notwithstanding any provision expressly or impliedly to the contrary, in the event of
any conflict or inconsistency between any of the terms or conditions of Tentative Tract
Map No. 17438 and the DA, the terms and conditions of the DA shall control. In the
event of any conflict or inconsistency between or among the conditions of Tentative
Tract Map No. 17438, the Director of Community Development shall determine the
controlling condition,
3. The applicant shall comply with all applicable provisions of NBMC Chapter 19.40,
General Dedication Requirements.
4. The applicant shall comply with all applicable provisions of NBMC Chapter 15.38, Fair
Share Traffic Contribution Ordinance, and Chapter 15.42, Major Thoroughfare and
Bridge Fee Program. Fair Share and Transportation Corridor Agency fees shall be
paid prior to the issuance of building permits.
5. The applicant shall comply with all applicable provisions of NBMC Chapter 15.40,
Traffic Phasing Ordinance (TPO).
6. Tentative Tract Map No. 17438 shall expire 24 months from the date of approval
pursuant to NBMC Chapter 19.16.010, unless an extension is otherwise granted by the
City for the period of time provided for in the Development Agreement pursuant to the
provisions of California Government Code Section 66452.6(a).
7. The development of the project is subject to compliance with all applicable submittals
approved by the City and all applicable City ordinances, policies, and standards,
subject to modification by these Conditions of Approval.
8. Development of the project shall comply with the requirements of the Uptown Newport
Planned Community Development Plan and be in substantial conformance with the
approved Tentative Tract Map No. 17438 dated November 28, 2012, except as modified
by applicable conditions of approval and the DA.
9. To the fullest extent permitted by law, the applicant shall indemnify, defend and hold
harmless the City, its City Council, its boards and commissions, officials, officers,
employees, and agents from and against any and all claims, demands, obligations,
damages, actions, causes of action, suits, losses, judgments, fines, penalties,
liabilities, costs and expenses (including without limitation, attorney's fees,
disbursements and court costs) of every kind and nature whatsoever which may arise
from or in any manner relate (directly or indirectly) to the City's approval of the Uptown
Newport Project including, but not limited to, the approval of the Tentative Tract Map
No.17438, Uptown Newport Planned Community Development Plan No. PC 2012 -001,
Planned Community Development Plan Amendment No. PD2011 -003, Traffic Study
No. TS2012 -005, Affordable Housing Implementation Plan No. AH2O12 -001,
Development Agreement No. DA2012 -003, and /or the City's related California
Environmental Quality Act determinations, the certification of the Final Environmental
Impact Report No. ER2012 -001 (SCH #2010051094), and the adoption of a Mitigation
Monitoring and Reporting Program, and /or statement of overriding considerations
adopted for the project. This indemnification shall include, but not be limited to,
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damages awarded against the City, if any, costs of suit, attorneys' fees, and other
expenses incurred in connection with such claim, action, causes of action, suit or
proceeding whether incurred by applicant, City, and /or the parties initiating or bringing
such proceeding. The applicant shall indemnify the City for all of City's costs,
attorneys' fees, and damages which City incurs in enforcing the indemnification
provisions set forth in this condition. The applicant shall pay to the City upon demand,
from time to time, any amount owed to the City pursuant to the indemnification
requirements prescribed in this condition. The provisions herein shall not apply to the
extent such damage, liability or claim is caused by the willful misconduct or sole active
negligence of the City or the City's officers, officials, agents, employees, or
representatives.
10. The applicant shall comply with all project design features, mitigation measures, and
standard conditions contained within the approved MMRP of EIR SCH No.
2010051094 for the project.
11. The applicant shall have the sole obligation to fund or arrange funding for the
planning, design, engineering, construction, supervision, inspection and all other costs
associated with the site development, including construction of the two neighborhood
parks, paseos, pedestrian sidewalks, Class 1 bike trail along the project frontage along
Jamboree Road, and all public and private infrastructure, as further described in
subsequent conditions of approval, including but not limited to; streets, landscaped
parkways, water and sewer facilities, storm drains, and dry utilities to serve residential
and commercial development as identified in the Uptown Newport Planned
Community Development Plan.
12. New development within the project site shall be subject to the state - mandated school
fees and Santa Ana Unified School District Measure G and C general obligation taxes
based upon assessed value of the residential and commercial uses.
13. The project shall provide parkland and in -lieu fees in an amount consistent with
General Plan Policy LU6.15.13 and the Newport Beach Subdivision Code.
a. In accordance with Subdivision Code, the total Parkland Dedication
Requirement is 13.62 acres. This total acreage is based upon the parkland
dedication standard of 5 acres per 1,000 people established by Section
19.52.040, a total of 1,244 units authorized, and a 2010 Census population
standard of 2.19 persons per household.
b. A total of 2.05 acres of parkland shall be dedicated to the City consistent with
General Plan Policy LU6.15.13. The timing of dedication shall be consistent
with Section 19.52.090 of the Subdivision Code.
C. The proposed public park in Phase 1 shall be included in the first final map in
Phase 1 and the proposed public park in Phase 2 shall be included in the first
final map in Phase 2.
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d. The residual parkland dedication requirement of 11.57 acres shall be satisfied
by the payment of fees in -lieu of dedication in accordance with the
Development Agreement.
14. N/A — Deleted.
15. N/A — Deleted.
16. In accordance with California Fire Code Section 2704.1.1 Amendment, no person shall
use or store any amount of extremely hazardous substances equal to or greater that
the disclosable amounts as listed in Appendix A, part 355, Title 40 of the Code of
Federal Regulation in a residential zone or adjacent to property developed with
residential uses.
17. In accordance with California Fire Code Section 903.2.8, an automatic sprinkler
system installed in accordance with California Fire Code Section 903.3 shall be
provided throughout all buildings.
18. In accordance with California Fire Code Section 907.2.9, a manual fire alarm system
that activates the occupant notification system shall be provided when any dwelling
unit or sleeping unit is located three or more stories above the lowest level of exit
discharge, or the building contains more than 16 dwelling or sleeping units.
19. In accordance with California Fire Code Section 906.1, 2A 10BC type fire
extinguishers shall be required and installed on each floor or level. Travel distance to
an extinguisher shall not exceed 75 feet from any point in a building. Parking garages
shall be required to have a 2A 206C located every 50 feet.
20. In accordance with California Fire Code Section 907.2.11.2, smoke alarms shall be
installed and maintained on the ceiling or wall outside of each separate sleeping area
in the immediate vicinity of bedrooms, in each room used for sleeping purposes, and
in each story within a dwelling unit. The smoke alarms shall be interconnected in such
a manner that the activation of one alarm will activate all of the alarms in the individual
unit. Smoke alarms shall receive their primary power from the building wiring and
shall be equipped with a battery backup.
21. The applicant shall provide required fire flow in accordance with Newport Beach Fire
Department Guideline B.01 "Determination of Required Fire Flow ".
22. Fire hydrants shall be provided, located and, installed as per California Fire Code and
Newport Beach Fire Department Guideline F.04.
23. Fire apparatus access roads shall be provided as per Newport Beach Fire Department
Guideline C.01. The fire apparatus road shall extend to within 150 feet of all
development, facilities, and all portions of the exterior walls of the first story of the
building. Minimum width of a fire access roadway shall be 20 feet, no vehicle parking
allowed. The width shall be increased to 26 feet within 30 feet of a hydrant, no vehicle
parking allowed. Parking on one side is permitted on 28 -foot wide streets. Parking on
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two sides permitted on 36 -foot wide streets. No parking is permitted on streets
narrower than 28 feet in width. Access roads shall have an unobstructed vertical
clearance of not less than 13 feet 6 inches.
24. The inside turning radius for an access road shall be 20 feet or greater. The outside
turning radius shall be a minimum of 40 feet (without parking.) Cul -de -sacs with
center obstruction shall require a larger turning radius as approved by the Newport
Beach Fire Department.
25. Fire lane signage shall be provided as per Newport Beach Fire Department Guideline
C -02.
26. In accordance with California Fire Code Section 510.1 Amendment, emergency
responder radio coverage shall be provided in buildings or structures that has more
than three stories above grade plane or any building or structure, regardless of the
number of stories, in which any single floor space exceeds 45,000 square feet, or any
building or structure containing a subterranean space of 250 square feet or more, or
any building or structure deemed likely to have diminished in- building communications.
The emergency responder radio coverage shall comply with the Newport Beach Fire
Department Guideline D.05 "Public Safety Radio System Coverage ".
27. In accordance with California Fire Code Section 905.3, standpipes shall be provided to
all buildings where the floor level of the highest story is located more than 30 feet
above the lowest level of Fire Department vehicle access, or buildings where the floor
level of the lowest story is located more than 30 feet below the highest level of Fire
Department vehicle access, or building that are two or more stories below the highest
level of Fire Department vehicle access.
28. An encroachment permit is required for all work activities within the public right -of -way.
29. All improvements shall comply with the City's sight distance requirement. See City
Standard 110 -L.
30. In case of damage done to public improvements surrounding the development site by
the private construction, said damage shall be repaired and/or additional
reconstruction within the public right -of -way could be required at the discretion of the
Public Works Inspector.
31. All on -site drainage shall comply with the latest City Water Quality requirements.
32. All existing private, non - standard improvements within the public right -of -way and /or
extensions of private, non - standard improvements into the public right -of -way fronting
the development site shall be removed unless approved in conjunction with an
encroachment permit or encroachment agreement.
33. Internal roadways shall comply with Council Policy L -4
a. 36 feet wide curb to curb with Parking on both sides
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b. 32 feet wide curb to curb without Parking or parking on one side
34. Lots E, F, G, H, I, J, K, L, U and R shall include a pedestrian and bicycle easement.
The existing meandering sidewalk within the easement area shall be reconstructed
consistent with City standard designs to provide a minimum 12 -foot wide public
sidewalk and bike path, prior to the issuance of first building permit.
35. Any modifications to the easterly half of Jamboree Road, including but not limited to
striping and median reconstruction requires approval from the City of Irvine.
36. Uptown Newport Sewer connections to private sewer located on Koll Site:
a. If there are existing easements and rights established between the two
properties, please note on the plans the easement recordation number for
reference.
b. Otherwise, Uptown Newport Project is required to obtain a letter from Koll Site
authorizing the new connections to the private sewer.
37. The applicant shall obtain a Private Sewer Easement from adjacent property for the
proposed sewer main which discharges towards Birch Street. If water or other utilities
are proposed to be routed through this same area, the applicant shall obtain a Private
Utilities Easement, instead.
38. Two new City of Newport Beach manholes are required on Birch Street for the
proposed sewer main if constructed:
a. One manhole per STDA01 -L to be installed adjacent to the property line.
b. One manhole per STD -401 -L to be installed on the main where it tie -in with the
existing City sewer line in Birch Street.
Prior to Final Map Approval
Note: Multiple final Tract maps may be prepared by the applicant and submitted for
approval by the City.
39. Any inconsistency in the terms of the documents, maps or plans that establish, govern
or regulate the subdivision, zoning or development of the Uptown Newport project
shall be resolved by the Community Development Director.
40. Prior to Final Map approval the applicant shall obtain written verification of the
availability of sufficient water supply from the Irvine Ranch Water District consistent
with the requirements of Section 66473.7 (b) of the Subdivision Map Act.
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41. Prior to Final Map approval, the applicant shall submit for review by the Director of
Community Development and shall obtain City Attorney approval of Covenants,
Conditions and Restrictions (CC &Rs) prepared by an authorized professional and
which CC &Rs will be recorded concurrently with the Final Map and which will
generally provide for the following:
a. Creation of a Master Association, and /or Sub - associations, for the purpose of
providing for control over and maintenance at the expense of the Master
Association and/or Sub - associations of the two neighborhood parks and
common area improvements, which include, but are not limited, to the
followings unless otherwise approved by the Director of Public Works:
Jamboree Road parkway landscaping, internal project streets, sidewalks, paths,
drive aisles, neighborhood parks, common landscape areas and irrigation;
paseos and parkways /greenbelts; community walls and fencing; slopes; sewer
laterals, water laterals, common utilities not maintained by the utility provider
and drainage facilities.
b. A provision that all internal streets, sidewalks, common landscape areas,
paseos, parkways /greenbelts, walls and fencing within the tract, sewer and
water laterals, are private and shall be maintained by, and at the expense of,
the Master Association, or Sub - Association(s) unless otherwise approved by
the Director of Public Works.
C. A provision that all homeowners and residents will be provided, prior to
purchase closing or upon signing of rental agreement, the information and
requirements for water conservation pursuant to NBMC Chapter 14.16, Water
Conservation and Supply Level Regulations.
d. A provision that the Master Association shall be required to advise residents
that complaints about offensive odors may be reported to the City using online
tools on the City web site and /or to the South Coast Air Quality Management
District at 1- 800 - CUT -SMOG (1- 800 - 288 - 7664).
e. A provision that all appropriate written notifications shall be provided to all initial
and subsequent buyers, lessees, and renters within Uptown Newport project
notifying them that the area is subject to noise from existing land uses, traffic on
Jamboree Road, and construction of buildings within the project, and as a result
residents and occupants of buildings may experience inconvenience,
annoyance or discomfort arising from noise within the project.
f. A provision that the neighborhood parks within Uptown Newport project shall
have posted a notification to users regarding proximity to John Wayne Airport
and related aircraft and noise.
g. A provision that all appropriate written notifications shall be provided to all initial
and subsequent buyers, lessees, and renters within Uptown Newport project
notifying them that the project is in the vicinity of John Wayne Airport and as a
result residents and occupants of buildings may experience inconvenience,
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annoyance or discomfort arising from the noise resulting from aircraft operating
at or near the airport.
h. Information to be provided to future residents that uses and structures are
subject to the requirements of the approved Uptown Newport Planned
Community Development Plan.
i. Lots O and M as shown on Tentative Tract Map 17438 shall be offered for
dedication to the City of Newport Beach as a public park in perpetuity and
maintained by a Master Association, a Sub - Association and /or other approved
and appropriate agency, and that no structures, development or encroachment
shall be permitted within the designated park area except as shown on the Final
Map, approved Site Development Review, approved landscape and park
improvement plans, or as otherwise approved by the City.
Provisions that following recordation of each Final Map, each Association
formed for the subdivision shall submit to the Community Development Director
a list of all current Officers of the Association after each election.
k. A provision requiring that proposed amendments to the CC &Rs shall be
submitted for review to the Community Development Director or designee, and
shall be approved by the City Attorney prior to the amendments being valid.
I. A provision that the City is a third -party beneficiary to the CC &Rs and has the
right, but not the obligation, to enforce any of the provisions of the CC &Rs.
M. An agreement between the applicant and the Association that on an annual
basis by June 1 of each year reports will be furnished to the Public Works
Director in compliance with the reporting requirements of codes and ordinances
adopted by the City with respect to the NPDES program.
42. Prior to any Final Map approval, the applicant shall reflect on the Final Map or prepare
separate instruments to the satisfaction of the Public Works Director all public access
easements, deed restrictions or other instruments including but not limited to those
providing for permanent public access to the neighborhood parks, common open
space areas, paseos, internal streets and walkways and those providing City access
for maintenance of storm drains or any public infrastructure.
43. Prior to any Final Map approval, the applicant shall submit a park and open space
management plan for review by the City Attorney and approval by the Director of
Community Development, for the long term funding and management of Lots E
through BB on Tentative Tract Map 17438 that contain neighborhood parks, paseos,
common open space areas, and streets /paths /drive aisles within Uptown Newport
Planned Community Development Plan. The park and open space management plan
shall identify all entities responsible for ownership, management and maintenance of
these areas and their credentials which qualify the entity as capable of management
and maintenance of these areas and able to implement all applicable mitigation
measures identified in the MMRP. The park and open space management plan shall
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specify the timeline for commencement of implementation of the management plan by
the management entity for these areas. Approval by the City of the long term
management plan is a condition precedent to recordation of a final map. The park and
open space management plan shall include but not be limited to identification of
funding, management responsibilities, and maintenance activities in perpetuity for the
neighborhood parks, paseos, common open space areas, and streets within Uptown
Newport Planned Community Development Plan.
44. Prior to any Final Map approval, the applicant shall pay all applicable development
and Final Map fees associated with but not limited to Community Development
Department, Public Works Department, and City Attorney review of CC &Rs, map and
plan check, hydrology review, geotechnical and soils reports review, park
improvement plan review, grading plan review, traffic and transportation, and
construction inspection.
45. Prior to any Final Map approval, the applicant shall submit to the Community
Development Director for review and shall obtain City Attorney approval of, a buyer's
notification disclosure form, to be given to all buyers and residents upon purchase
closing, which indicates the location, if applicable, notification of potential exposure to
soil and groundwater contamination, nuisances, noise, risk of upset and hazards,
and /or objectionable odors of continued TowerJazz operation.
46. Prior to any Final Map approval, the applicant shall provide separate labor and
material improvement bonds or irrevocable letters of credit in a form and amount
acceptable to the Director of Public Works for 100% of estimated improvement cost,
as prepared by a Registered Civil Engineer and approved by the Director of Public
Works, for each of the following, but not limited to, public and private improvements
separately:
Street improvements, monuments, sidewalks, striping and signage, neighborhood park
improvements, street lights, sewer systems, water systems, storm drain and water
quality management systems, erosion control, landscaping and irrigation in public
rights of way, common open space areas accessible by the public, and off -site
improvements required as part of the project.
Prior to Recordation of Final Map
Note: Multiple Final Maps may be prepared by the applicant and submitted for approval
by the City.
47. All Tract Maps shall be recorded. All Maps shall be prepared on the California
coordinate system (NAD88). Prior to recordation of the Map, the surveyor /engineer
preparing the Map shall submit to the County Surveyor and the City of Newport Beach
a digital - graphic file of said map in a manner described in Section 7 -9 -330 and 7 -9 -337
of the Orange County Subdivision Code and Orange County Subdivision Manual,
Subarticle 18. The Map to be submitted to the City of Newport Beach shall
comply with the City's CADD Standards. Scanned images will not be accepted.
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48. Prior to recordation of any Tract map, the surveyor /engineer preparing the map shall
tie the boundary of the map into the Horizontal Control System established by the
County Surveyor in a manner described in Section s 7 -9 -330 and 7 -9 -337 of the
Orange County Subdivision Code and Orange County Subdivision Manual, Subarticle
18. Monuments (one inch iron pipe with tag) shall be set On Each Lot Corner unless
otherwise approved by the Subdivision Engineer. Monuments shall be protected in
place if installed prior to completion of construction project.
49. Prior to recordation of any Final Map, the applicant shall submit for review and shall
obtain the Public Works Director approval of applicable utility maintenance easements
for water, electric, telephone as required for the Final Map to the benefits of utility
companies.
50. Prior to recordation of the Final Map, the applicant shall show all easements proposed
to be granted to the City of Newport Beach (ie. over roads for utilities, ingress and
egress, pedestrian easements adjacent to internal streets)
51. Prior to recordation of the Final Map of any portion of the project site, the applicant
shall provide an irrevocable offer of dedication to the City for the following as identified
on Tentative Tract Map No. 17438:
a. Neighborhood parks
b. Easements for public access to common open space areas, public paseos,
walkways and internal streets.
52. Prior to recordation of the Final Map of any portion of the project site, the Master Site
Development Plan shall be approved by the Planning Commission.
Prior to Issuance of Demolition or Grading Permits
53. Prior to the issuance of grading permits, the applicant shall pay any unpaid City
administrative costs and unpaid costs incurred by City retained consultants associated
with the processing of this application to the City.
54. Prior to the issuance of grading permits the applicant shall pay all applicable City fees
which may include but are not limited to map and plan check, water connection, sewer
connection, hydrology review, geotechnical and soils reports review, grading plan
review, traffic and transportation, and construction inspection.
55. Prior to the issuance of grading permits the applicant shall demonstrate to the
satisfaction of the Director of Public Works that all existing survey monuments are
located in the field in compliance with AB 1414 for restoration by the Registered Civil
Engineer or Land Surveyor in accordance with Section 8771 of the Business and
Professions Code.
56. Prior to the issuance of grading permits the limits of grading shown on Tentative Tract
Map No. 17438 must be verified by a Geotechnical Engineer. Grading shall not be
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permitted to extend beyond the limits as indicated on Tentative Tract Map No. 17438
without approval of the Community Development Director.
57. Prior to issuance of grading permits a list of "good housekeeping" practices, consistent
with the approved Water Quality Management Plan, shall be submitted by the
contractor for incorporation into the long -term post- construction operation of the site to
minimize the likelihood that pollutants would be used, stored, or spilled on the site that
could impair water quality. The WQMP shall list and describe all structural and non-
structural BMPs. In addition the WQMP must also identify the entity responsible for
the long term inspection, maintenance, and funding for all structural (and if applicable
treatment - control) BMPs.
58. Prior to issuance of grading permits, the applicant shall submit documentation in a
form and of a content determined by the Community Development Director that any
hazardous contaminated soils or other hazardous materials removed from the project
site shall be transported only by a Licensed Hazardous Waste Hauler to approved
hazardous materials disposal site, who shall be in compliance with all applicable State
and federal requirements, including the U.S. Department of Transportation regulations
under 49 CFR (Hazardous Materials Transportation Act), California Department of
Transportation (Caltrans) standards, Occupational Safety and Health Administration
(OSHA) standards, and under 40 CFR 263 (Subtitle C of Resource Conservation and
Recovery Act). The Director of Community Development shall verify that only Licensed
Haulers who are operating in compliance with regulatory requirements are used to
haul hazardous materials.
59. Prior to the issuance of any grading permits, the Community Development Director
shall review the grading plan for conformance with the grading shown on the approved
tentative map. The grading plans shall be accompanied by geological and soils
engineering reports and shall incorporate all information as required by the City.
Grading plans shall indicate all areas of grading, including remedial grading, and shall
extend to the limits outside of the boundaries of an immediate area of development as
required by the City. Grading shall be permitted within and outside of an area of
immediate development, as approved by the City, for the grading of public roads,
highways, park facilities, infrastructure, and other development - related improvements.
Remedial grading for development shall be permitted within and outside of an
immediate development area, as approved by the City, to adequately address
geotechnical or soils conditions. Grading plans shall provide for temporary erosion
control on all graded sites scheduled to remain unimproved for more than 30 days.
60. If the applicant submits a grading plan that deviates from the grading shown on the
approved tentative map (specifically with regard to slope heights, slope ratios, pad
elevations or configurations), as determined by the Community Development Director,
the Community Development Director shall review the plan for a finding of substantial
conformance. If the Community Development Director finds the plan not to be in
substantial conformance, the applicant shall process a revised tentative map or, if a
final map has been recorded, the applicant shall process a new tentative map. A
determination of CEQA compliance shall also be required.
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61. Prior to the issuance of the first grading permit and /or action that would permit project
site disturbance, the applicant shall provide evidence to the City of Newport Beach Police
Department that a construction security service or equivalent service shall be established
at the construction site along with other measures, as identified by the Police and the
Public Works Departments, to be instituted during the grading and construction phase of
the project.
62. Prior to issuance of applicable grading permits the applicant shall submit for review
and approval by the Municipal Operations Department Director, a 1" =200' Utilities
Master Plan prepared by a Registered Civil Engineer consistent with the Uptown
Newport Master Development Plans showing all existing and proposed public and
private sewer pump stations, force mains, laterals, mains and manholes, domestic
water service facilities including gate and butterfly valves, pressure reducing stations,
pressure zones, fire hydrants, meters, storm drain facilities to include storm drain
mains, laterals, manholes, catch basins, inlets, detention and retention basins, water
quality basins and energy dissipaters, outlets, pipe sizes, pipe types fiber optics,
electricity, gas and telephone /telecommunications and any other related facilities as
identified by the Municipal Operations Department Director. The Master Utilities Plan
shall provide for the following:
a. All public utilities shall be constructed within dedicated public rights of way
and /or easements or as approved by the Public Works Director.
b. The water quality infiltration basins within the neighborhood parks on Lots O
and M shall be constructed, offered for dedication to the City as part of the
neighborhood parks, and upon acceptance by the City, and shall be privately
maintained by the entity identified in the open space management plan.
63. Prior to issuance of applicable grading permits, the applicant shall submit a
construction management and delivery plan for each phase of construction to be
reviewed and approved by the Public Works Director. Upon approval of the plan, the
applicant shall be responsible for implementing and complying with the stipulations set
forth in the approved plan. The construction management plan shall include, at a
minimum, the following:
a. Construction phasing plan.
b. Parking plan for construction vehicles and plan for equipment storage.
C. Construction area traffic management plan for the project for the issuance of a
haul route permit. The traffic management plan shall be designed by a registered
Traffic Engineer. The traffic management plan shall identify construction phasing
and address traffic control for any temporary street closures, detours, or other
disruptions to traffic circulation and public transit routes. The traffic management
plan shall identify the routes that construction vehicles shall use to access the site,
the hours of construction traffic, traffic controls and detours, vehicle staging areas,
and parking areas for the project. Construction traffic during both phases shall be
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directed to and from Jamboree Road and shall not be allowed to utilize the Birch
Street easement. Advanced written notice of temporary traffic disruptions shall be
provided to emergency service providers and the affected area's businesses and
the general public. This notice shall be provided at least two weeks prior to
disruptions. Haul operations shall be monitored by the Department of Public
Works, and additional restrictions may be applied if traffic congestion problems
arise. A staging area shall be designated on -site for construction equipment and
supplies to be stored during construction.
d. A construction and equipment staging area shall be identified within the project
and shall be properly maintained and /or screened to minimize potential
unsightly conditions.
e. A construction fencing plan to include installation of a six - foot -high screen and
security fence to be placed around the construction site during construction.
f. A 24 hour hotline number shall be provided and conspicuously posted at all
construction sites for complaints or questions regarding construction activities.
g. Construction mitigation measures as required by the MMRP.
h. A statement that all grading and construction shall comply with NBMC Section
10.28.040 (Noise Ordinance).
i. A statement requiring construction contractors to sweep paved roads within and
adjacent to the project site if visible soil materials are carried to the streets.
Street sweepers or roadway washing trucks shall comply with SCAQMD Rule
1186 and shall use reclaimed water if available.
I. A statement to be provided to all construction contractors that requires all
construction contractors to comply with South Coast Air Quality Management
District's (SCAQMD's) Rules 402 and 403 in order to minimize short -term
emissions of dust and particulates. SCAQMD Rule 402 requires that air pollutant
emissions not be a nuisance off site. SCAQMD Rule 403 requires that fugitive
dust be controlled with Best Available Control Measures so that the presence of
such dust does not remain visible in the atmosphere beyond the property line of
the emission source. This requirement shall be included as notes on the
contractor specifications. Table 1 of Rule 403 lists the Best Available Control
Measures that are applicable to all construction projects. The measures include,
but are not limited to, the following:
i. Clearing and grubbing: Apply water in sufficient quantity to prevent
generation of dust plumes.
ii. Cut and fill., Pre -water soils prior to cut and fill activities and stabilize soil
during and after cut and fill activities.
iii. Earth- moving activities: Pre -apply water to depth of proposed cuts; re-
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apply water as necessary to maintain soils in a damp condition and to
ensure that visible emissions do not exceed 100 feet in any direction; and
stabilize soils once earth - moving activities are complete.
iv. Importing /exporting of bulk materials: Stabilize material while loading to
reduce fugitive dust emissions; maintain at least six inches of freeboard on
haul vehicles; and stabilize material while transporting to reduce fugitive
dust emissions.
V. Stockpiles/bulk material handling. Stabilize stockpiled materials; stockpiles
within 100 yards of off -site occupied buildings must not be greater than 8
feet in height, must have a road bladed to the top of the pile to allow water
truck access, or must have an operational water irrigation system that is
capable of complete stockpile coverage.
64. Prior to the issuance of grading permits, the applicant shall prepare a Storm Water
Pollution Prevention Plan ( SWPPP) and Notice of Intent (NO[) to comply with the
Construction General Permit and submit the above to the State Water Quality Control
Board for approval and made part of the construction program. The applicant shall
provide the City with a copy of the NO] and their application check as proof of filing
with the State Water Quality Control Board. The SWPPP shall detail measures and
practices that will be in effect during construction to minimize the project's impact on
water quality.
65. Prior to issuance of grading permits, the applicant shall prepare and submit a Final
Water Quality Management Plan (WQMP) for the proposed project, subject to the
approval of the Director of Community Development and Director of Public Works.
The WQMP shall provide appropriate Best Management Practices (BMPs) to ensure
that no violations of water quality standards or waste discharge requirements occur.
The WQMP must also identify the entity responsible for the long -term inspection,
maintenance, and funding for all structural (and if applicable Treatment Control)
BMPs.
Prior to Issuance of Demolition and Building Permits
66. Prior to the issuance of building permits within each development phase of the project,
the applicant shall demonstrate to the satisfaction of the Director of Community
Development that the Santa Ana Regional Water Quality Control Board has issued a
"No Further Action" (NFA) declaration or a Letter of Allowance for residential
construction for the portion of the site being developed.
67. Prior to the issuance of a building permit for the construction of residential and
commercial uses, the applicant shall pay the required Property Excise Tax to the City
of Newport Beach, as set forth in its Municipal Code ( §3.12 et seq.) for public
improvements and facilities associated with the City of Newport Beach Fire
Department, the City of Newport Beach Public Library, and City of Newport Beach
public parks.
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68. Prior to the issuance of building permits the applicant shall obtain approval of a plan
stating that water for firefighting purposes and an all weather fire access road shall be
in place before any combustible materials are placed on site. Fire access roads shall
be designed to support the 75,000 pound load of fire apparatus for year round weather
conditions.
69. Prior to the issuance of any residential building permit, the applicant shall submit for
review and shall obtain the approval of the Community Development Director, plans
indicating the location and type of unit address lighting to be installed.
70. Prior to the issuance of building permits, the applicant shall pay applicable fees to the
Santa Ana Unified School District Pursuant to Section 65995 of the California
Government Code Payment of the adopted fees would provide full and complete
mitigation of school impacts.
71. Prior to issuance of any demolition permit, testing for all structures for presence of
lead -based paint (LBP) and/or asbestos - containing materials (ACMs) shall be
completed. The Asbestos - Abatement Contractor shall comply with notification and
asbestos removal procedures outlined in the South Coast Air Quality Management
District's (SCAQMD's) Rule 1403 to reduce asbestos - related air quality health risks.
SCAQMD Rule 1403 applies to any demolition or renovation activity and the
associated disturbance of ACMs. This requirement shall be included on the
contractors' specifications and verified by the Director of Community Development. All
demolition activities that may expose construction workers and /or the public to ACMs
and /or LBP shall be conducted in accordance with applicable regulations, including,
but not limited to Title 40 of the Code of Federal Regulations (CFR), Subchapter R
(Toxic Substances Control Act); CalOSNA regulations (Title 8 of the California Code of
Regulations §1529 [Asbestos] and §1532.1 [Lead]); and SCAQMD Rule 1403
(Asbestos Emissions from Demolition /Renovation Activities). The requirement to
adhere to all applicable regulations shall be included in the contractor specifications,
and such inclusion shall be verified by the Community Development Director prior to
issuance of a demolition permit.
72. Prior to issuance of applicable building permits, the applicant shall submit to the
Director of Community Development for review and approval, architectural plans and
an accompanying noise study that demonstrates that interior noise levels in the
habitable rooms of residential units due to exterior transportation noise sources would
be 45 dBA CNEL or less. Where closed windows are required to achieve the 45 dBA
CNEL limit, project plans and specifications shall include ventilation as required by the
California Building Code.
73. Prior to issuance of building permits for Phase 1, a detailed acoustical study based on
architectural plans shall be prepared by a qualified acoustical consultant and
submitted to the Community Development Department for review and approval. The
study shall demonstrate that all residential units would meet the 65 dBA CNEL exterior
noise standard for all patios, balconies, and common outdoor living areas
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(playgrounds, parks, and swimming pools). The necessary noise reduction may be
achieved by implementing noise control measures at the TowerJazz facility and at the
receiver locations, as described in detail in the Technical Memorandum provided by
Wilson Ihrig and Associates (Appendix J of the FEIR).
74. Prior to issuance of building permits for Phase 2, a detailed acoustical study based on
architectural plans shall be prepared by a qualified acoustical consultant and
submitted to the Community Development Department for review and approval. The
study shall demonstrate that all residential units would meet the 65 dBA CNEL exterior
noise standard for all patios, balconies, and common outdoor living areas
(playgrounds, parks, and swimming pools). The necessary noise reduction may be
achieved by implementing noise control measures at the receiver locations. The final
grading and building plans shall incorporate the require noise barriers (patio
enclosure, wall, berm, or combination wall /berm), and the property owner /developer
shall install these barriers and enclosures.
75. Prior to issuance of applicable building permits, the applicant shall submit for review
and approval by the City of Newport Beach Police Department, development plans for
the incorporation of defensible space concepts to reduce demands on police services.
Public safety planning recommendations shall be incorporated into the project plans.
The applicant shall prepare a list of project features and design components that
demonstrate responsiveness to defensible space design concepts.
76. Prior to the issuance of building permits plans shall be submitted to the satisfaction of
the Community Development Director to include requirements that all contractor
specifications include a note that architectural coatings shall be selected so that the
VOC content of the coatings is compliant with SCAQMD Rule 1113.
77. Prior to the issuance of building permits the applicant shall submit for review and
approval by the Community Development Director building plans designed to meet or
exceed all State Energy Insulation Standards and City of Newport Beach codes in
effect at the time of application for building permits. Commonly referred to as Title 24,
these standards are updated periodically to allow consideration and possible
incorporation of new energy efficiency technologies and methods. Title 24 covers the
use of energy - efficient building standards, including ventilation; insulation;
construction; and the use of energy- saving appliances, conditioning systems, water
heating, and lighting. Plans submitted for building permits shall include written notes or
calculations demonstrating compliance with energy standards.
78. Prior to the issuance of building permits for any residential, commercial, or park and
recreation use, the applicant shall provide evidence satisfactory to the Fire
Department that adequate permanent or temporary fire protection facilities are in place
on the job site and are tested prior to placing any combustible material on the job site.
79. Prior to the issuance of the first building permit in Phase 2, evidence of the right to use
the Birch Street easement acceptable to the City Attorney shall be provided.
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Prior to Issuance of Certificates of Use and Occupancy
80. Prior to the issuance of certificate of occupancy for any residential unit, the applicant
shall demonstrate to the satisfaction of the City of Newport Beach Fire Department
that the following disclosures and emergency notification procedures /programs are in
place:
a. Disclosure to potential Uptown Newport residences that hazardous chemicals
are used and stored at the adjacent TowerJazz facility.
b. Inclusion of property manager or authorized representative of the Uptown
Newport residential community to the emergency notification list of the
TowerJazz Business Emergency Plan.
C. Program to inform/train the property manager or authorized representative of
the Uptown Newport residential community in emergency response and
evacuation procedures and to incorporate ongoing coordination between the
Uptown Newport representative and TowerJazz to assure proper action in the
event of an accident at the facility (shelter in place and /or evacuation routes).
d, Update TowerJazz emergency alarm system to include concurrent notification
to Uptown residents of chemical release. Provisions of the alarm system and
emergency notification procedure shall be reviewed and approved by the City of
Newport Beach Fire Department.
81. Prior to issuance of certificate of use and occupancy for any residential or commercial
use within each phase, the applicant shall complete construction of all applicable
roadways, parkways, median and median landscaping, sidewalks, intersection street
lights, signage and utilities including but not limited to water, water quality
management, sewer, storm drain, fiber optics, gas, electricity, telephone and
telecommunications necessary to serve the use and the above facilities shall be
operational to serve the use, the extent of which shall be determined by the Public
Works and Municipal Operations Departments.
82. Prior to the issuance of a certificate of use and occupancy for residential dwelling units
within Lots 1 and 15 of Phase 1, i) the improvements to the neighborhood park in
Phase 1 (Lot O) shall be completed by the applicant, and ii) the CC &Rs, irrevocable
offer of dedication, access easements, or other instruments providing for public access
and use of the park facilities in perpetuity, and including the timing for opening of the
park facilities for public use, shall be recorded to the satisfaction of the Community
Development Director.
83. Prior to the issuance of a certificate of use and occupancy for residential dwelling units
within Lots 12 and 14 of Phase 2, i) the improvements to the neighborhood park in
Phase 2 (Lot M) shall be completed by the applicant, and ii) CC &Rs, irrevocable offer
of dedication, access easements, or other instruments providing for public access and
use of the park facilities in perpetuity, and including the timing for opening of the park
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facilities for public use, shall be recorded to the satisfaction of the Director of
Community Development,
84. Prior to the issuance of certificates
demonstrate to the satisfaction of the
name signs have been installed.
of use and occupancy the applicant shall
Public Works Director that applicable street
85. Prior to the issuance of a certificate of use and occupancy for any sales center or
model home complex, the applicant shall complete construction of roadway
improvements adequate to serve the sales center or model home complex to the
satisfaction of the Director of Public Works and the Director of Community
Development.
86. Prior to the issuance of the first certificate of use and occupancy for any residential,
commercial, or retail use in the project all applicable master infrastructure
improvements identified in the Final SWPPP and WQMP including debris basins, bio-
swales, energy dissipaters, drainage pipes, water quality basins and other
improvements shall be constructed and the applicant shall provide all necessary
dedications, deed restrictions, covenants or other instruments for the long term
maintenance of the facilities in a manner meeting the approval of the Director of Public
Works.
87. Prior to the issuance of certificates of use and occupancy for any residential,
commercial, or park and recreation use, fire hydrants shall be installed and tested.
Subdivision Improvement Plans
88. All subdivision improvement plans shall identify the use of best management practices
(BMPs) for erosion control, sediment control, wind erosion control, storm water and
non -storm water management, and waste management /pollution control. The BMP's
identified for implementation shall demonstrate that potential effects on local site
hydrology, runoff, and water quality remain in compliance with all required permits,
City policies, and the Project's Water Quality Management Plan and Storm Water
Pollution Prevention Plan,
89. The applicant shall design and /or construct all required onsite and offsite
improvements within each development phase to permanent line and grade in
accordance with NBMC Chapter 19.24 (Subdivision Design), with the exception of the
deviations from this Chapter as described on TTM No. 17438 and approved by the
Public Works Director.
90. The applicant shall design and /or construct all required onsite and offsite
improvements within each development phase to permanent line and grade in
accordance with NBMC Chapter 19.28 (Subdivision Improvement Requirements), with
the exception of the deviations from this Chapter as described on TTM No. 17438 and
approved by the Public Works Director.
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91. The applicant shall design and /or construct all required onsite and offsite
improvements witin each development phase to permanent line and grade in
accordance with Chapter 19.32(Improvement Plans).
92. Approval of improvement plans shall in no way relieve the applicant or the applicant's
engineer of responsibility for the design of the improvements or from any deficiencies
resulting from the design, nor from compliance with any tentative map condition of
approval.
93. The applicant shall design and /or construct all required onsite and offsite
improvements within each development phase to permanent line and grade in
accordance with NBMC Chapter 19.36 (Completion of Improvements).
94, All new utility lines to serve the project shall be installed in underground trenches.
95. Intersection design shall be approved by the Director of Public Works and comply with
City's sight distance standards.
96. All subdivision improvement plans shall include the use of light emitting diode (LED)
lights for street lights.
97. All subdivision improvement plans shall conform to the following Fire Department
requirements:
a, Detailed plans of underground fire service mains shall be submitted to the Fire
Department for approval prior to installation. These plans shall be a separate
submittal to the Fire Department.
b. Blue hydrant identification markers shall be placed with new hydrants.
C. All weather access roads designed to support the 75,000 pound imposed load
of fire apparatus for year round weather conditions shall be installed and made
serviceable prior to and during time of construction for emergency personnel.
d. Fire apparatus access roads designed to support the 75,000 pound imposed
load of fire apparatus for year round weather conditions shall be maintained
and identified as per Newport Beach Guideline C.01 Emergency Fire Access
and C.02 Fire Lane Identification.
e. All security gates shall have knox locks for after hours emergency personnel
access to the construction site.
98. Prior to the release of financial security, the applicant shall demonstrate to the
satisfaction of the Director of Public Works and the Director of Community
Development that the Project CC &Rs have been approved by the City Attorney and
the appropriate Association(s) has been formed.
11 -38
City Council Resolution No. 2013 -24
Page 29 of 36
99. Prior to the release of financial security, the applicant shall demonstrate to the
satisfaction of the Director of Public Works that all permanent survey monuments
damaged or destroyed during construction are restored.
100. Prior to the release of financial security, the applicant shall demonstrate to the
satisfaction of the Director of Public Works that all street improvements damaged
during construction have been repaired or replaced.
101. Prior to the release of financial security, the applicant shall submit as -built plans
prepared by a Registered Civil Engineer depicting all street, traffic signal, sewer,
water, and storm drain improvements and street signage and signage placements,
traffic markings and painted curbing, and all other required improvements shall be
completed to the satisfaction of the Director of Public Works.
102. Prior to the release of financial security, all domestic water and sewer systems shall
be fully tested in the presence of a City staff representative, to verify system
performance in accordance with design specifications.
103. Prior to the release of financial security the applicant shall execute an agreement to
the satisfaction of the Director of Public Works and the Director of Community
Development which designates the maintenance responsibilities for all landscaping
and irrigation systems in the Project.
104. Prior to the release of financial security the applicant shall submit as -built plans at an
appropriate scale to the Recreation and Senior Services Director showing as -built
neighborhood park improvements and paseos.
105. Prior to the release of financial security the applicant shall demonstrate to the
satisfaction of the Municipal Operations Department Director that all underground
public utilities necessary for the construction of residential, park, retail or commercial
uses within each development phase to proceed as indicated on Tentative Tract Map
No. 17438 have been completed in accordance with the approved Utilities Master Plan
and that the as -built plans for said improvements, prepared by a Registered Civic
Engineer have been submitted and approved by the Director of the Municipal
Operations Department.
106. Consistent with General Plan Policy LU6.15.16, the amount of any credit against in-
lieu of parkland dedication fees for recreational facilities within Public Recreational
Open Space Areas (e.g. paseos) shall be based on the degree to which recreational
facilities complement existing or proposed public park facilities serving the subdivision,
as determined by the Community Development Director and the degree to which
recreational facilities within the proposed paseos reduce the burden on existing or
proposed public park facilities serving the subdivision. In no case shall the total credit
exceed 30% of the Parkland Dedication Requirement.
107. Any document required to be recorded by the terms of these conditions shall be prior
and superior to any monetary encumbrance of the project site except for non -
delinquent general and special real property taxes and assessments.
11 -39
City Council Resolution No. 2013 -24
Page 30 of 36
EXHIBIT C
TENTATIVE TRACT MAP NO. NT2012 -002
Exhibit C is available for review at the offices of Planning Division of Community Development
and City Clerk or at http: / /newportbeachca.gov
11 -40
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City Council Resolution No. 2013 -24
Page 31 of 36
EXHIBIT D
REQUIRED FINDINGS
TRAFFIC STUDY NO. TS2012 -005
In accordance with NBMC Section 15.40.030 (Traffic Phasing Ordinance), the following
findings and facts in support of such findings are set forth:
Finding:
A. That a traffic study for the project has been prepared in compliance with this chapter
and Appendix A [NBMC Chapter 15.30],
Facts in Support of Finding:
A -1. A traffic study, entitled Uptown Newport Traffic Impact Analysis, prepared by Kimley-
Horn and Associates, Inc., May 2012 and revised in November 2012, were prepared
for the Project in compliance with Municipal Code Chapter 15.40 (Traffic Phasing
Ordinance and Appendix A).
Finding:
B. That, based on the weight of the evidence in the administrative record, including the
traffic study, one of the findings for approval in subsection (B) (NBMC Section
15.40.030.B.2] can be made.
Section 15.40.030.B.2 states:
The project is a Comprehensive Phased Land Use Development and Circulation System
Improvement Plan with construction of all phases not anticipated to be complete within
sixty (60) months of project approval; and
a. The project is subject to a development agreement which requires the
construction of or contributions to, circulation improvements early in the
development phasing program, and
b. The traffic study contains sufficient data and analysis to determine if that portion
of the project reasonably expected to be constructed and ready for occupancy
within sixty (60) months of project approval satisfies the provisions of
subsections (B)(1)(a) or (B)(1)(b), and
C. The Land Use and Circulation Elements of the General Plan are not made
inconsistent by the impact of project trips (including circulation improvements
designed to mitigate the impacts of project trips) when added to the trips
resulting from development anticipated to occur within the City based on
the Land Use Element of the General Plan and Zoning Ordinance, and
d. The project is required, during the sixty (60) month period immediately after
approval, to construct circulation improvement(s) such that.
11 -43
The term of the franchise per Section 2 of the Franchise Agreement
( "Agreement ") attached hereto as Exhibit A, Commercial Solid Waste Collection
Franchise Agreement between the City of Newport Beach and Ecology Auto Parts, Inc.
is hereby adopted, approved and incorporated into this Ordinance by reference, shall
commence at 12:01 a.m., on March 29, 2013 and expire on March 1, 2017. The
franchise shall take effect on the date specified above provided that the grantee has
filed written notice of acceptance in accordance with the requirement of Section 4 of this
Ordinance.
D. Franchise Fees
(1) During the term of the Agreement, Franchisee shall pay to City franchise fees
for the privilege of providing commercial solid waste handling services in the City of
Newport Beach and use of public streets, right of ways, and places for such purposes.
Fees shall be in the following amounts:
Franchisee shall pay to the City 10.5% (ten and one -half percent) of the
Franchisee's gross receipts. Franchise fee payments shall be paid quarterly and shall
be computed and paid on the basis of paid receipts received by the Franchisee for all
solid waste handling services provided by the Franchisee within the City.
One -half of one percent (0.5 %) of the franchise fee shall be attributable to the
maintenance and implementation of the City's Source Reduction and Recycling Element
(SRRE), and shall be separately accounted for, and used only for the costs stated in
Public Revenue Code Section 41901 or any successor provisions.
(2) Franchisee shall pay to the City Environmental Liability Fund, on a quarterly
basis, 5.5% of gross receipts for all commercial solid waste handling services provided
by the Franchisee in the City. Payment shall be made concurrently with the payment of
the franchise fee and the filing of reports specified in the Agreement.
E. Inclusion of Franchise Documents
Franchisee shall comply with and shall be bound by all of the terms, provisions
and conditions contained in the City Charter, this Ordinance, Chapter 12.63 of the
Newport Beach Municipal Code and the Franchise Agreement,
SECTION 4: Effective Date
This Ordinance shall become effective 30 days from and after the date of its
adoption; provided, however, franchises granted by this Ordinance shall not become
effective unless and until the grantee files written acceptance of the franchise with the
City Clerk, and delivers to the City all bonds and insurance policies required to be
furnished in accordance with the requirements of Chapter 12.63 of the Newport Beach
Municipal Code and the Franchise Agreement. The written acceptance shall be in form
3
11 -44
and substance as prescribed by the City Attorney and shall operate as an acceptance of
each and every term, condition and limitation contained in this Ordinance, the Franchise
Agreement, Article XIII of the City Charter, and Chapter 12.63 of the Newport Beach
Municipal Code. The grantee shall file written acceptance of the franchise no later than
ten (10) days after the adoption of this Ordinance.
SECTION 5: CEQA Exemption
The City Council of the City of Newport Beach finds that this Ordinance is
categorically exempt under the California Code of Regulations Section 15301 and
15308 defined as "existing operations and facilities" and as "actions by regulatory
agencies for protection of the environment" respectively. Use of the above exemption
classifications are appropriate because this Ordinance does not change nor expand
existing solid waste operations and facilities within the City. The Ordinance is also
consistent with the goals of California State Assembly Bill 939, The Califomia Solid
Waste Management Act as well as the objectives of the City's Source Reduction and
Recycling Element (SRRE).
SECTION 6: Severability
If any section, subsection, sentence, clause or phrase of this Ordinance is, for
any reason, held to be invalid or unconstitutional, such decision shall not affect the
validity or constitutionality of the remaining portions of this Ordinance. The City Council
hereby declares that it would have passed this Ordinance, and each section,
subsection, clause or phrase thereof, irrespective of the fact that any one or more
sections, subsections, sentences, clauses, or phrases be declared unconstitutional.
in
11 -45
February 12, 2015
John Santry
TSG- Parcel 1, LLC
2 Park Plaza #700
Irvine, CA 92614
jsantry@shopoff.com
VIA EMAIL
ATTACHMENT D
CITY OF NEV
100 Civic Center Drive
Newport Beach, California 92660
949 644 -3200
newportbeachca.gov/communitydevelopment
Subject: Staff Approval No. SA2015 -001
(PA2015 -020)
4311 & 4321 Jamboree Road
Uptown Newport Phase 1 - Landscape Improvement Bond Deferment
Dear Mr. Santry,
It was a pleasure working with you and your staff on the above referenced
application. Please be advised that the subject application was approved by the
Community Development Director on February 12, 2015 and effective on
February 26, 2015. A copy of the approved action letter with findings and
conditions is attached. If you have any questions, please do not hesitate to contact
me directly. Thank you and I look forward to working with you again in the future.
Sincerely,
o alinh Ung
As ociate Planner
JC /ru
11 -46
COMMUNITY DEVELOPMENT DEPARTMENT
PLANNING DIVISION
100 Civic Center Drive, P.O. Box 1768, Newport Beach, CA 92658 -8915
(949) 644 -3200 Fax: (949) 644-3229
www.newportbeachca.gov
COMMUNITY DEVELOPMENT DIRECTOR ACTION
LETTER
Application No. Staff Approval No. SA2015 -001 (PA2015 -020)
Applicant Uptown Newport Jamboree, LLC.
TSG- Parcel 1, LLC.
TPG /TSG Venture 1 Acquisition, LLC.
Site Address 4311 & 4321 Jamboree Road
Legal Description Parcels 1 through 4 of Parcel Map 2013 -108
On February 12, 2015, the Community Development Director approved Staff Approval
No. SA2015 -001. This approval is based on the following findings and subject to the
following conditions.
PROJECT SUMMARY
The applicant proposes an amendment to Condition No. 46 of Uptown Newport Tentative
Tract Map No. NT2012 -002 (TTM No. 17763), to allow labor and improvement bonds for
landscape improvements within the Phase 1 development, to be posted prior to the
building permit issuance of various parcels instead of prior the Final Map approval.
ZONING DISTRICT /GENERAL PLAN
• Zone: Uptown Newport PC (PC -58)
• General Plan: MU -H2 (Mixed Use District Horizontal 2)
I. BACKGROUND
On February 26, 2013, the City Council approved the Tentative Tract Map along with
other entitlement applications for the Uptown Newport project, which consists of the
removal of existing office and industrial uses in two primary phases and the construction
of a mixed -use community consisting of 1,244 residential units, 11,500 square feet of
neighborhood - serving retail space, and approximately two acres of park space.
The Tentative Tract Map for Phase 1 development is being prepared for final approval
as Phase 1 development is underway that includes demolition of the existing single -
story office building at 4311 Jamboree Road (the "Half Dome Building "), and
development of the westerly portion of the property with up to 680 residential units,
11,500 square feet of retail, one 1 -acre park, and associated infrastructure including
11 -47
Uptown Newport Phase 1 — Landscape Improvement Bonds Deferment
February 12, 2015
Page 2
roads, sidewalks, utilities, and landscaping. As a part of the final map approval process,
the applicant is required to post to the City separate labor and material improvement
bonds in a form and amount acceptable to the Director of Public Works for 100 percent
of estimated improvement cost for all public improvements on the subject property prior
to any final map approval in accordance to Condition 46 of the Tentative Tract Map.
II. PROPOSED CHANGES
The applicant is proposing to bifurcate and delay the submission of labor and material
improvement bonds for the landscape improvements within Phase 1 as follows:
• Bond 2a for the Phase 1 site improvements which also includes dry utilities and
Jamboree Road street improvements and Bond 2b for the landscape and sidewalk
improvements along Jamboree Road will be provided prior to the Final Map
approval, as originally required by Condition No. 46.
• Bond 3a for the interior street landscape improvements, Bond 3b for the apartment
landscape (abutting Lots 3 & 4 of Tract Map 17763), and Bond 3c for the apartment
paseo improvements (between Lots 3 & 4 of Tract Map 17763) will be provided
prior to the issuance of building permit of Lots 3 or 4.
• Bond 4a for the landscape improvements abutting Lot 1 of Tract Map 17763 and
Bond 4b for Phase 1 Park landscape improvements will be provided prior to the
issuance of building permit of Lots 1, 3 or 4.
The bond bifurcation listing the type, cost, timeframe, and location of the landscape
improvements is attached as CD 2. It is important to note that the bonds for the street
improvements and utilities (Bonds 2a and 2b) will be posted prior to final map recordation.
The purpose of this request is to allow the applicant to bifurcate labor and material
improvement bonds for the landscape improvements within Phase 1 into a more
manageable sequence consistent with the project development.
III. FINDINGS
Pursuant to Section 19.12.090 (Amendments to Approved Tentative Maps) of the
Municipal Code, the Community Development Director many authorize minor
amendments to approved tentative tract maps or any condition of approval thereon. This
staff approval is based on the following findings and facts in support of the findings.
Finding:
A. No lots, unit, building sites, or structures are added to the project.
SA.docXTmplt 04 /04/13
11 -48
Uptown Newport Phase 1 — Landscape Improvement Bonds Deferment
February 12, 2015
Page 3
Facts in Support of Finding:
1. The requested amendment is to delay the posting of landscape labor and material
improvement bonds for the Phase 1 development. No changes to the lots, number
of units, building sites, or structures are proposed to Phase 1 development or to the
overall Uptown Newport residential project.
Finding:
B. The changes involve no substantial change in lot configuration, street layout,
improvements or conditions of approval.
Facts in Support of Finding:
1. The requested amendment does not change the lot configuration, street layout, or
proposed improvements. The change to Condition No. 46 only delays the posting of
certain bonds.
Finding:
C. The changes are consistent with the intent of the original tentative map approval.
Facts in Support of Finding:
1. The project approval, including the approval of the Tentative Tract Map, is for the
development of a mixed -use residential development of up to 1,244 residential
units, 11,500 square feet of retail commercial uses, and 2.05 acres of parklands.
The proposed amendment is allowed the posting of landscape improvement and
labor bonds for the Phase 1 development at different stages other than what
required per Condition No. 46 of Tentative Tract Map. There are no changes to the
intent of the original tentative map approval.
2. The intent of requiring bonds for public improvements is to ensure their timely
completion in the event the developer cannot complete the improvements. The
Municipal Code requires that 100 percent of the estimated cost of public
improvements be secured by a bond or other form of financial surety. The change
to Condition No. 46 will require bonds for 100 percent of the improvement costs and
will delay the posting of certain bonds and not eliminate the bonds.
Finding:
D. The resulting tentative map remains in conformity with this Subdivision Code, other
applicable provisions of the Municipal Code and the Subdivision Map Act.
Facts in Support of Finding:
SA.docXTmplt 04 /04/13
11 -49
Uptown Newport Phase 1 — Landscape Improvement Bonds Deferment
February 12, 2015
Page 4
1. The resulting tentative tract map will continue to allow the development of mixed -
use residential community, which thereby remains consistent with the land uses,
densities and intensities of the Planned Development Plan and General Plan Land
Use designation, and other applicable provisions of the Municipal Code and
Subdivision Map Act.
IV.
The Community Development Director hereby determines that the proposed changes are
minor in nature and are consistent with the criteria specified in Section 19.12.090
(Amendments to Approved Tentative Maps) of the Municipal Code that authorizes the
approval of minor changes to the approved tentative maps by the Community
Development Director.
Condition No. 46 of Tentative Tract Map NT2012 -002 (17763) shall be amended as
follows:
Prior to any Final Map approval, the applicant shall provide performance bonds and
separate labor and material improvement bonds or irrevocable letters of credit in a
form and amount acceptable to the Director of Public Works for 100 percent of
estimated improvement cost, as prepared by a Registered Civil Engineer and
approved by the Director of Public Works, for each of the following, but not limited
to, public and private improvements separately:
Street improvements, monuments, sidewalks, striping and signage, aeighberheed
part street lights, sewer systems, water systems, storm drain and
water quality management systems, erosion control, landscaping and irrigation
along Jamboree Road frontage '^ ^61b"^ • @htS ^f Wa
aGGessible by the , and off -site improvements required as part of the project.
Performance bonds, labor and material improvement bonds for landscape and
hardscape improvements shall be posted as follows:
a. Bond 2a for the site improvements which also includes dry utilities and
Jamboree Road street improvements and 2b for the landscape and sidewalk
improvements along Jamboree Road shall be provided prior the Final Map
approval, as originally required by Condition No. 46 of Tentative Tract Map
NT2012 -002 (17763).
b. Bond 3a for the interior street landscape improvements. Bond 3b for the
apartment landscape (abutting Lots 3 & 4 of Tract Map 17763), and Bond 3c
for the apartment paseo improvements (between Lots 3 & 4 of Tract Map
17763) shall be provided prior to the issuance of building permit of Lots 3 or
4 as illustrated in the attached Exhibit CD 2).
C. Bond 4a for the landscape improvements abutting Lot 1 of Tract Map 17763
and Bond 4b for Phase 1 Park landscape improvements shall be provided
SA.docxTmplt 04 /04/13
11 -50
Uptown Newport Phase 1 — Landscape Improvement Bonds Deferment
February 12, 2015
Page 5
prior to the issuance of building permit of Lots 1, 3 or 4 (as illustrated in the
attached Exhibit CD 2).
V. CONDITIONS
1. To the fullest extent permitted by law, applicant shall indemnify, defend and
hold harmless City, its City Council, its boards and commissions, officials,
officers, employees, and agents from and against any and all claims, demands,
obligations, damages, actions, causes of action, suits, losses, judgments, fines,
penalties, liabilities, costs and expenses (including without limitation, attorney's
fees, disbursements and court costs) of every kind and nature whatsoever
which may arise from or in any manner relate (directly or indirectly) to City's
approval of the Uptown Newport — Landscape Improvement Bonds Deferment
including, but not limited to, Staff Approval No. SA2015 -001. This
indemnification shall include, but not be limited to, damages awarded against
the City, if any, costs of suit, attorneys' fees, and other expenses incurred in
connection with such claim, action, causes of action, suit or proceeding whether
incurred by applicant, City, and /or the parties initiating or bringing such
proceeding. The applicant shall indemnify the City for all of City's costs,
attorneys' fees, and damages which City incurs in enforcing the indemnification
provisions set forth in this condition. The applicant shall pay to the City upon
demand any amount owed to the City pursuant to the indemnification
requirements prescribed in this condition.
APPEAL PERIOD: An appeal may be filed with the Director of Community Development
or City Clerk, as applicable, within fourteen (14) days following the date the action or
decision was rendered unless a different period of time is specified by the Municipal Code
(e.g., Title 19 allows ten (10) day appeal period for tentative parcel and tract maps, lot line
adjustments, or lot mergers). For additional information on filing an appeal, contact the
Planning Division at (949) 644 -3200.
On behalf of Kimberly Brandt, AICP, Community Development Director
By:
o alinh Ung
As ociate Planner
JC /ru
Attachments: CD 1 Vicinity Map
CD 2 Uptown Newport Phase 1 — Final Map Bond Bifurcation
SA.docXTmplt 04 /04/13
11 -51
Attachment No. CD 1
Vicinity Map
11 -52
Uptown Newport Phase 1 — Landscape Improvement Bonds Deferment
February 12, 2015
Page 2
VICINITY MAP
Staff Approval No. SA2014 -025
PA2014 -187
4311 Jamboree Road
SA.docxTmplk 04 /04/13
11 -53
Uptown Newport Phase 1 — Landscape Improvement Bonds Deferment
February 12, 2015
Page 3
Attachment No. CD 2
Uptown Newport Phase 1 —
Final Map Bond Bifurcation
SA.doCXTmpll: 04 04/13
11 -54
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ATTACHMENT
SUBDIVISION AGREEMENT BY AND BETWEEN
THE CITY OF NEWPORT BEACH
AND
TSG — PARCEL 1, LLC
(TRACT NO. 17763)
THIS SUBDIVISION AGREEMENT ( "Agreement ") is entered into this _ day of
March, 2015, by and between the CITY OF NEWPORT BEACH, a charter city and
municipal corporation of the State of California, hereinafter referred to as "CITY," and
TSG — Parcel 1, LLC a Delaware limited liability company authorized to do business in
the State of California and hereafter referred to as "SUBDIVIDER."
RECITALS
WHEREAS, SUBDIVIDER is the applicant for purposes of subdividing Tract No.
17763, and is seeking to subdivide Tract No. 17763 into lots and to dedicate and
maintain certain parks, public access easements, open space easements and
easements for public access, utilities, open space emergency access, pedestrian and
vehicular ingress and egress, and parking, and other improvements therein to public
use, and is seeking approval by the CITY of a final map for Tract No. 17763;
WHEREAS, as a condition of the approval of and prior to the recordation of this
subdivision map, SUBDIVIDER is required to improve the streets and to perform
certain other improvements in the subdivision; and
WHEREAS, SUBDIVIDER desires to enter into this Agreement with CITY to
delay performance of certain portions of the work; to agree to perform this work as
herein provided; and to execute and deliver to CITY bonds for the faithful performance
of this Agreement, for the payment of all labor and material in connection therewith, and
for the guarantee and warranty of the work for a period of one (1) year following
completion and acceptance thereof against any defect in work or labor done, or
defective materials furnished, as required by Sections 66499 and 66499.3 of the
California Government Code, and Title 19 of the CITY's Municipal Code.
NOW, THEREFORE, in consideration of the promises and agreements of the
parties as herein set forth, the parties agree as follows:
1 of 15
FEW-1
1. GENERAL IMPROVEMENTS
SUBDIVIDER hereby agrees to do and perform and pay for all of the work in
Tract 17763 as required by the conditions of approval of the subdivision map not
completed at the time of the recordation thereof, including, but not limited to, the
construction of: streets, paving, curbs, gutters, sidewalks, parking spaces, trees and
landscaping; sewers, including construction of sanitary sewers and lot laterals; street
lights; street signs; and domestic water systems, including the construction of water
mains, services and installation of storm drains, dry utilities (electric, gas, cable TV,
telephone, etc.) and public park, paseos, and pedestrian walkways. SUBDIVIDER also
agrees to pay all engineering costs and any other deposits, fees or conditions as
required by CITY ordinance or resolution and as may be required by the City Engineer.
All of the work shall be done and performed in accordance with the plans, specifications
and profiles which have been approved by the City Engineer and filed in the office of the
City Engineer. All of the work shall be done at the sole cost and expense of
SUBDIVIDER. All of the work shall be completed on or before four (4) years from the
date hereof, unless the conditions of approval of the subdivision map require an earlier
completion date. Notwithstanding the foregoing, SUBDIVIDER may request in writing,
and CITY may grant in writing up to two (2) additional one -year extensions to complete
the work. All labor and material bills therefore shall be paid solely by SUBDIVIDER.
2. GUARANTEE
SUBDIVIDER shall guarantee all work and material required to fulfill its
obligations as stated herein for a period of one (1) year following the date of CITY's City
Council's acceptance of same.
3. IMPROVEMENT PLAN WARRANTY
SUBDIVIDER warrants the improvement plans for the work are adequate to
accomplish the work as promised herein and as required by the conditions of approval
of the subdivision map. If at any time before the CITY's City Council accepts the work
as complete or during the one (1) year guarantee period, the improvement plans are
determined to be inadequate by CITY in any respect, SUBDIVIDER shall make
whatever changes, at its own cost and expense, as are necessary to accomplish the
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FES'k]
work as promised.
4. NO WAIVER BY CITY
Inspection of the work and /or materials, or approval of work and /or materials, or
any statement by any officer, agent or employee of CITY indicating the work or any
part thereof complies with the requirements of this Agreement, or acceptance of the
whole or any part of the work and /or materials, or payments therefor, or any
combination of all of these acts, shall not relieve SUBDIVIDER of its obligations to
fulfill this Agreement as prescribed; nor shall CITY be stopped from bringing any
action for damages arising from SUBDIVIDER'S failure to comply with any of the
terms and conditions hereof.
5. COSTS
SUBDIVIDER shall, at its own cost and expense, pay when due, all the costs of
the work, including inspections thereof.
6. SURVEYS
SUBDIVIDER shall set and establish survey monuments in accordance with
the filed map and to the satisfaction of CITY before acceptance of any work as
complete by the CITY's City Council.
7. IMPROVEMENT SECURITY
Except as set forth in Tentative Tract Map No. 17763 amended Condition of
Approval No. 46, which is attached hereto as Exhibits A and A -1 and incorporated
herein by reference, upon executing this Agreement, SUBDIVIDER shall, pursuant to
California Government Code Section 66499, and the Newport Beach Zoning and
Subdivision Ordinance, provide as security to CITY:
A. Faithful Performance: For performance security, in the amount of
Six Million Six Hundred Thirty -four Thousand Two Hundred Thirty -
two DOLLARS ($6,634,232), which is one hundred percent (100 %)
of the estimated cost of the work. SUBDIVIDER shall present
such additional security in the form of:
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ifQYol
Cash, certified check, or cashier's check.
X Acceptable corporate surety bond.
Acceptable irrevocable letter of credit.
With this security, SUBDIVIDER guarantees performance under
this Agreement and maintenance of the work for one (1) year after
its completion and acceptance against any defective workmanship
or materials or any unsatisfactory performance.
B. For Labor and Material: Pursuant to Government Code section
66499.3(b) and Newport Beach Municipal Code section
19.36.030(B), security in the amount Six Million Six Hundred Thirty -
Four Thousand Two Hundred Thirty -Two Dollars ($6,634,232),
which is one hundred percent (100 %) of the estimated cost of the
work. SUBDIVIDER shall present such security in the form of:
Cash, certified check, or cashier's check.
X Acceptable corporate surety bond.
Acceptable irrevocable letter of credit.
With this security, SUBDIVIDER guarantees payment to the
contractor, to its subcontractors, and to persons renting equipment
or furnishing labor or materials to them or to SUBDIVIDER.
SUBDIVIDER may, during the term of this Agreement, substitute improvement
security provided that the substituted security is acceptable to the City Attorney;
however, any bond or other security given in satisfaction of this condition shall remain in
full force and effect until the work of improvement is finally accepted in writing by
CITY, and SUBDIVIDER may be required by CITY to provide a substitute security at
any time.
Notwithstanding the foregoing, upon acceptance of the work of
improvement by CITY, SUBDIVIDER'S faithful performance bond shall be
reduced to ten percent (10 %) of its original amount and shall serve as
SUBDIVIDER's warranty bond for said improvement, and such bond shall remain
in place for a period of one (1) year after CITY'S acceptance of the improvement.
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11 -61
8. ACCEPTANCE OF IMPROVEMENTS BY CITY
Upon a work of improvement being completed, CITY shall review and accept
such improvement within ninety (90) calendar days of issuance of the Notice of
Completion for such improvement.
9. INDEMNIFICATION. DEFENSE. HOLD HARMLESS
City and all officers, employees and representatives thereof shall not be
responsible in any manner for any loss or damage to any of the materials or other things
used or employed in performing the improvements or for injury to or death of any person
as a result of SUBDIVIDER's or any of its contractors', subcontractors', workers' or
agents' performance of the improvements required hereunder; or for damage to
property from any cause arising from the performance of the improvements by
SUBDIVIDER, or its contractors, subcontractors, workers, or its agents or anyone
employed by any of them.
SUBDIVIDER shall be responsible for any liability imposed by law and for injuries
to or death of any person or damage to property resulting from defects, obstructions or
from any cause arising from SUBDIVIDER's work on the improvements, or the work of
any subcontractor or supplier selected by SUBDIVIDER.
To the fullest extent permitted by law, SUBDIVIDER shall indemnify, defend and
hold harmless CITY, its City Council, boards and commissions, officers, agents,
volunteers, and employees (collectively, the "Indemnified Parties ") from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims "), which may arise from or in any manner
relate (directly or indirectly) to any breach by SUBDIVIDER of the terms and conditions
of this Agreement, any work performed or services provided under this Agreement
including, without limitation, defects in workmanship or materials or SUBDIVIDER's
presence or activities conducted on the subdivision (including the negligent and /or willful
acts, errors and /or omissions of SUBDIVIDER, its principals, officers, agents,
employees, vendors, suppliers, consultants, subcontractors, anyone employed directly
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iE"A
or indirectly by any of them or for whose acts they may be liable or any or all of them).
Notwithstanding the foregoing, nothing herein shall be construed to require
SUBDIVIDER to indemnify the Indemnified Parties from any Claim arising from the sole
negligence, errors, omissions, or willful misconduct of the Indemnified Parties. Nothing
in this indemnity shall be construed as authorizing any award of attorneys' fees in any
action on or to enforce the terms of this Agreement. This indemnity shall apply to all
claims and liability regardless of whether any insurance policies are applicable. The
policy limits do not act as a limitation upon the amount of indemnification to be provided
by SUBDIVIDER.
SUBDIVIDER shall perform all work in a manner to minimize public
inconvenience and possible hazard, to restore other work areas to their original
condition and former usefulness as soon as possible, and to protect public and private
property. SUBDIVIDER shall be liable for any private or public property damaged
during the performance of the work by SUBDIVIDER or its agents.
To the extent authorized by law, as much of the money due SUBDIVIDER under
and by virtue of the Agreement as shall be considered necessary by CITY may be
retained by it until disposition has been made of such suits or claims for damages as
aforesaid.
The rights and obligations set forth in this section shall survive the termination of
this Agreement.
10. INSURANCE
Any insurance required by the CITY pursuant to any permit issued to CITY or
SUBDIVIDER including but not limited to, any encroachment permits, shall be
obtained by SUBDIVIDER.
The requirement for carrying the insurance coverage shall not derogate from
SUBDIVIDER'S defense, hold harmless and indemnification obligations as set forth in
this Agreement. CITY or its representatives shall at all times have the right to
demand the original or a copy of the policy of insurance. SUBDIVIDER shall pay, in
prompt and timely manner, the premium on all insurance hereinabove required.
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FE"I
11. NONPERFORMANCE AND COSTS
If SUBDIVIDER fails to complete the work within the time specified in this
Agreement and /or the Conditions of Approval for the subdivision, and subsequent
extensions, if any, or fails to maintain the work as required under this Agreement, CITY
may proceed to complete and /or maintain the work by contract or otherwise, and
SUBDIVIDER agrees to pay all costs and charges incurred by CITY (including, but not
limited to: engineering, inspection, surveys, contract, overhead, etc.) immediately upon
demand.
SUBDIVIDER hereby consents to entry on the subdivision property by CITY and
its forces, including SUBDIVIDER, in the event CITY proceeds to complete and /or
maintain the work.
Once action is taken by CITY to complete or maintain the work, SUBDIVIDER
agrees to pay all costs incurred by CITY, even if SUBDIVIDER subsequently
completes the work.
12. RECORD MAP
In consideration hereof, CITY shall allow SUBDIVIDER to file and record the
Final Map for the subdivision.
13. NOTICES
Any notices, certificates, or other communications hereunder shall be given
either by personal delivery to SUBDIVIDER or to CITY as the situation shall warrant, or
by enclosing the same in a sealed envelope, postage prepaid, and depositing the same
in the United States Postal Service, to the addresses specified below. CITY and
SUBDIVIDER may designate different addresses to which subsequent notices,
certificates or other communications will be sent by notifying the other party via
personal delivery, reputable overnight courier or U.S. certified mail- return receipt
requested:
TO CITY: TO SUBDIVIDER:
City of Newport Beach Shopoff Realty Investments, L.P.
ATTN: Director of Public Works ATTN: John Santry
100 Civic Center Drive 2 Park Plaza, Suite 700
Newport Beach, CA 92660 Irvine, CA 92614
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MOM
WITH A COPY TO:
Jackson DeMarco Tidus Peckenpaugh
2030 Main Street, 12th Floor
Irvine, CA 92614
Attn: Gregory P. Powers, Esq.
14. CONSENT
When CITY'S consent/approval is required under this Agreement, its consent/
approval for one (1) transaction or event shall not be deemed to be a consent/approval
to any subsequent occurrence of the same or any other transaction or event. Except
as otherwise provided and as to the acceptance of the completed work, the City
Manager of the CITY is hereby authorized, on behalf of the CITY, to approve and
sign all documents necessary and appropriate to carry out and implement this
Agreement and to administer the City's obligations, responsibilities and duties to be
performed under this Agreement.
15. MODIFICATION
No waiver or modification of any language in this Agreement shall be valid unless
in writing and duly executed by both parties and approved as to form by the City
Attorney.
16. SECTION HEADINGS
The titles, captions, section, paragraph and subject headings, and descriptive
phrases at the beginning of the various sections in this Agreement are merely
descriptive and are included solely for convenience of reference only and are not
representative of matters included or excluded from such provisions, and do not
interpret, define, limit or describe, or construe the intent of the parties or affect the
construction or interpretation of any provision of this Agreement.
17. INTERPRETATION OF THIS AGREEMENT
The language of all parts of this Agreement shall in all cases be construed as a
whole, according to its fair meaning, and not strictly for or against any of the parties. If
8of15
ifQ�1
any provision of this Agreement is held by an arbitrator or court of competent jurisdiction
to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the
remaining covenants and provisions of this Agreement. No covenant or provision shall
be deemed dependent upon any other unless so expressly provided here. As used in
this Agreement, the masculine or neuter gender and singular or plural number shall be
deemed to include the other whenever the context so indicates or requires. Nothing
contained herein shall be construed so as to require the commission of any act contrary
to law, and wherever there is any conflict between any provision contained herein and
any present or future statute, law, ordinance or regulation contrary to which the parties
have no right to contract, then the latter shall prevail, and the provision of this
Agreement which is hereby affected shall be curtailed and limited only to the extent
necessary to bring it within the requirements of the law.
18. DUPLICATE ORIGINAL
The original of this Agreement and one (1) or more copies hereto may be
prepared and signed in counterparts as duplicate originals, each of which so executed
shall, irrespective of the date of its execution and delivery, be deemed an original. Each
duplicate original shall be deemed an original instrument as against any party who has
signed it.
19. IMMIGRATION
SUBDIVIDER shall be responsible for full compliance with the immigration and
naturalization laws of the United States and shall, in particular, comply with the
provisions of the United States Code regarding employment verification.
20. LEGAL SERVICES SUBCONTRACTING PROHIBITED
SUBDIVIDER and CITY agree that CITY is not liable for payment of any
subcontractor work involving legal services, and that such legal services are expressly
outside the scope of services contemplated hereunder. SUBDIVIDER understands that
pursuant to Newport Beach City Charter Section 602, the City Attorney is the exclusive
legal counsel for CITY; and CITY shall not be liable for payment of any legal services
expenses incurred by SUBDIVIDER.
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FEE-11
21. ATTORNEY'S FEES
In the event suit is brought by either party to construe, interpret and /or enforce
the terms and /or provisions of this Agreement or to secure the performance hereof,
each party shall bear its own attorneys' fees, such that the prevailing party shall not be
entitled to recover its attorneys' fees from the non- prevailing party.
22. SURVIVAL
Terms and conditions of this Agreement, which by their sense and context
survive the expiration or termination of this Agreement shall so survive.
23. GOVERNING LAW
This Agreement shall be governed and construed in accordance with the laws of
the State of California. Venue shall be in a court in Orange County, California.
24. SIGNATORIES
Each undersigned represents and warrants that its signature herein below has
the power, authority and right to bind their respective parties to each of the terms of this
Agreement, and SUBDIVIDER shall indemnify CITY fully for any injuries or damages to
CITY in the event that such authority or power is not, in fact, held by the signatory or is
withdrawn.
25. ENTIRETY
The parties acknowledge and agree that they are entering into this Agreement
freely and voluntarily following extensive arm's length negotiations, and that each has
had the opportunity to consult with legal counsel prior to executing this Agreement. The
parties also acknowledge and agree that no representations, inducements, promises,
agreements or warranties, oral or otherwise, have been made by that party or anyone
acting on that party's behalf, which are not embodied in this Agreement, and that that
party has not executed this Agreement in reliance on any representation, inducement,
promise, agreement, warranty, fact or circumstance not expressly set forth in this
Agreement. This Agreement contains the entire agreement between the parties
respecting the subject matter of this Agreement and supersedes all prior
10 of 15
FE"A
understandings and agreements whether oral or in writing between the parties
respecting the subject matter hereof, except as set forth in the Conditions of Approval
for Tract No. 17763 and the Development Agreement, as it may be amended, recorded
in the Official Records of Orange County on March 26, 2013, as document number
2013000180939.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by and through their authorized offices the day, month and year first above
written.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: 3 1 L I S
By: la
Aaron C. Harp
City Attorney
ATTEST:
Date:
LIM
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
f
�Orl By:
Edward Selich
Mayor
OWNER: TSG - Parcel 1, LLC, a
Delaware limited liability company
Date: 3 -12 -IS-
By: r'i
San G. Sciutto
C
hief w ial Officer
ate
s
t�x,Ew rzv� U.rct /��ss.O�ir
11 of 15
11 -68
EXHIBIT A
Condition No. 46 of Tentative Tract Map NT2012 -002 (17763) as Amended By the
Community Development Director on February 12, 2015:
Prior to any Final Map approval, the applicant shall provide performance bonds and
separate labor and material improvement bonds or irrevocable letters of credit in a form
and amount acceptable to the Director of Public Works for 100 percent of estimated
improvement cost, as prepared by a Registered Civil Engineer and approved by the
Director of Public Works, for each of the following, but not limited to, public and private
improvements separately:
Street improvements, monuments, sidewalks, striping and signage, street lights, sewer
systems, water systems, storm drain and water quality management systems, erosion
control, landscaping and irrigation along Jamboree Road frontage, and off -site
improvements required as part of the project.
Performance bonds, labor and material improvement bonds for landscape and
hardscape improvements shall be posted as follows:
a. Bond 2a for the site improvements which also includes dry utilities and Jamboree
Road street improvements and 2b for the landscape and sidewalk improvements along
Jamboree Road shall be provided prior the Final Map approval, as originally required by
Condition No. 46 of Tentative Tract Map NT2012 -002 (17763).
b. Bond 3a for the interior street landscape improvements, Bond 3b for the apartment
landscape (abutting Lots 3 & 4 of Tract Map 17763), and Bond 3c for the apartment
paseo improvements (between Lots 3 & 4 of Tract Map 17763) shall be provided prior to
the issuance of building permit of Lots 3 or 4 as illustrated in the attached Exhibit A -1).
c. Bond 4a for the landscape improvements abutting Lot 1 of Tract Map 17763 and
Bond 4b for Phase 1 Park landscape improvements shall be provided prior to the
issuance of building permit of Lots 1, 3 or 4 (as illustrated in the attached Exhibit A -1).
FEE-1-01
EXHIBIT A -1
Bonding Triggers and Maps
UPM%n xtwnIDl Phaaa l- Final Man Bond BlMomPion wlw Bonding iligocis
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11 -71
71
JAMBOREE ROAD
Phase 1 Master Site Plan
Uptown Newport
Uptown Newport LP
= 1. 1�
M7124)
. 11
11-72
PHILADELPHIA
INSURANCE COMPANIES
A Member of the lbldm Marmot Group
Subdivision Bond
Faithful Performance
SUBDIVISION BOND
ATTACHMENT
Bond No. PB03010401982
Premium $ 85,933.00 / 2 Years
KNOW ALL MEN BY THESE PRESENTS: That TSG- Parcel 1, LLC. a Delaware limited liability company, as Principal, and
Philadelphia Indemnity Insurance Company, a corporation organized and existing under the laws of the State of
Pennsylvania and authorized to transact surety business in the State of California , as Surety are held and firmly bound
unto City of Newport Beach in the sum of Five Million Seven Hundred Twenty -eight Thousand Eight Hundred Sixty -five Dollars
& 00/1001$ 5,728,865.00), for the payment whereof, well and truly to be made, said Principal and Surety bind themselves, their
heirs, administrators, successors and assigns, jointly and severally, firmly by these presents.
THE CONDITION OF THE OBLIGATION IS SUCH THAT:
WHEREAS the above Named Principal has entered into an agreement, dated , with the City of Newport Beach
to do and perform the following work, to wit:
Improvements for Tract No. 17763 -2A
NOW, THEREFORE, if the above - bounden Principal shall well and truly perform the work referred to in such agreement,
then this obligation shall be void; otherwise to remain in full force and effect.
IN WITNESS WHEREOF, the seal and signature of said Principal is hereto affixed and the corporate seal and the name of
the said Surety is hereto affixed and attested by its duly authorized Attorney in Fact at Irvine, California this 11th day of
March, 2015.
A5 T)9 nOIU"> q
.y
uity Trey > ,
TSG -Parcel 1, LLC, a
Delaware limited liability company
(Principal) (Seal)
(Surety)
0
Attomey -In -Fact
Philadelphia Consolidated Holding Coq). • Philadelphia Indemnity Insurance Campany • Philadelphia Insurance Company • Maguire Insurance Agency, Ina
11 -73
ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached, and not the truthfulness, accuracy, or validity of that document.
State of California
County of Orange }
On MAR 1 1 1015 before me, M. Barreras
e invirl name xM Hit .1 thii a cer
personally appeared Janina Monroe
who proved to me on the basis of satisfactory evidence to be the person(W whose
name(s) is /Am subscribed to the within instrument and acknowledged to me that
ke /she /%y executed the same in his /her /their authorized capacity0esk and that by
tldseherftsz x signature(* on the instrument the person(, or the entity upon behalf of
which the persons} acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
M.BARRERAS
Commission • 2048208
WITNESS my hand and official seal. Notary Public - California z
110 Orange County a
M Comm. Expires Nov 5, 2017'
Notary Public Signature (Notary Public Seal)
ADDITIONAL OPTIONAL INFORMATION
OF THE ATTACHED DOCUMENT
(Titre or desaiption of attached document)
(Title a description of attached document continued)
Number of Pages Document Date
CAPACITY CLAIMED BY THE SIGNER
❑ Individual (s)
• Corporate Officer
(Title)
• Partner(s)
6Cl Attomey -in -Fact
❑ Trustee(s)
❑ Other
20 15 V9.$aID maw 14 ota 1l Chas LVS c,w" I, u4 ! oy
INSTRUCTIONS FOR COMPLETING THIS FORM
This form crimples ualh current Cal forma stases regarding notary it and.
fnerded, should be completed and attached to the donournt. Acknota cagenis from
other states nlay be canipleted /or documents bring sent to that state so long as the
unsling does not require the California notary to violate California notary Imr.
State and County infannation must be the Sudc and County %here the dtcumem
signals) personally appeared before the notary public for acknowledgment.
Date urnnariealion must be the date that the signals) personally appeared which
must also he the same date the acknowledgment is completed.
Me notary public must print his (ir her name as it appears within his or her
commission followed by a comma and then your title (notary public).
Print the namc(s) of document signa(s) who personally appear at the time of
notarization.
Indicate the correct singular err plural (urns by crossing off incorrect lbims (i.e.
1Wshc/t11ey, is isse ) orcieling the cored forms. Failure to correctly Indicate this
information may lead to rejection of document recording.
The notary seal impresson must be clear and photographically reproducible.
Impression must not cover text or bras. IF seal impression smudges, n -seal if a
sufficient arm penn%L%. olhawisc compkte a different acknowledgment Corn.
Signature of the notary public must match the signature on file with the office of
the county clerk.
ei Additional information is not required but could help to ensure this
acknowledgment is not misased tit attached to n difreieni document.
'e Indicate till. or type of attached document. number of pages and date.
? Indicate the capacity claimed by the signer. If the claimed capacity is a
corporate officer. mdhmte the title U.c. CEO, ('FO. Secretary)
Securely attach this document to the signed document mth a staple
11 -74
2168
PHILADELPHIA INDEMNrrI' INSURANCE COMPANY
231 St. Asaph's Rd.. Suite 100
Bala Cvnwvd, PA 19004 -0950
Power of Anornev
KNOW ALL PERSONS BY THESE PRESENTS that PHILADELPHIA INDEMNITI INSURANCE COMPANY (thc Company). a corporation organized and
existing under the laws of the Commonwealth of Perm' a. vivan does herchr consi n is and appoint JANINA MONROE. THOMAS G. MCCALL.'rIMOTIIY 1
NOONAN AND MICHELLE IIAASE OF LOCITON COMPANIES. LLC
Its true and lawful Attomry(s) in rum with full authority to execute on Its behalf honds, undenak inp. recognizances and other contracts of indemnity, and writings
obligatory in the nature thereof. Issued In the course of as business and to bind the Company thereby. In an amount not to exceed S25,000.000.00
This Power of Atiomec Is granted and is started and settled he facsimile under and by the authority of the following Resolution adopted by the Heard of Directors of
PHILADELPHIA INDEMNITY INSURANCE COMPAN Y m a meeting duly called the I' day of J ulc. 2011.
RESOLVED: That the Board of Directors hereby authorizes the.Prexidem or any Vice President of the
Company to (I) Appoint Atmmcvls) In Fact and authorize the Anerrtey(S) in Fact to
execute on behalf of the Company bonds and undertakings. contacts of indemnity and
other writings obligatory in the nuturc thereof and to attach the seal of the Company
thereto. and (21 to remove. at am time. any such At amev -m -Fact and revoke the
authority given And. be it
FURTHER
RESOLVED: That the signatures of such officers and the seal of the Company may be affixed many
such Paver of Allomev or certificate relating thereto by facsimile. and any such Power of
Anomcy so executed and cenified by racsimile signatures and facsimile seal shall he
•
valid and biding upon the Compact In the future with the respect to any bond or
undertaking to which it is attached
IN TESTIMONY WIIEREOF. PHILADELPHIA INDEMNIT' INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO HE SIGNED AND
ITS CORPORATE SEALTO BE AFFIXED BY ITS ADIHORJZED OFFICE THis 7T" DAY OF FEBRUARY 201
(Scull ................
Rotten D O'Leary Jr.. President K CEO
Philadelphia Indemnnc Insurance Campam
On this 7v' day of February 2013. before me came the Individual who executed the preceding instrument. to me personaliv known. and being by me duly sworn said that
he is the therein described and authorized officer of the fill ILA DELPHLA INDEMNITY INSURANCE COMPAN'1'. that the seal affixed a said Instrument Is the
Corporate seal of said Company. that the said Corporate Seal and his signature were duly aft xed
eYllrfo 1Yr OFIRn�9YLYM
HOTAf8AIMZAL.
npNIRIn PORADI, tAimO'A�' ,s ✓zv--
tamrueu+ T . Ma�aT
Math 72101
Notay I'uM1lm
residing at Bala Cen.d PA
(Notary Seal I
My commission expires March 2. 2016
1. Cram P. Keller. Executive Vice President. Chief Financial Officer and Secrctare of PHILADELPHIA INDEMNIM' INSURANCE COMPANY. do herby ceniN, that
the foregoing resolution of the Board of Directors and this Power of Attorney Issued pursuant thereto arc we and correct and are still In full force and effect. I do
further eenifv that Roben D O'Lcary Jr., why executed the Power of Annmew as President was on the dare of execution of the attached Power of Auomev the dub
elected Presidcm of PHILADELPHIA INDEMNITI' INSURANCE COMPAt Y. MAR 1 1 2015
In Tesomom Whereof I have subscribed my name and affixed the facsimile seal of each Company this day of 20_
Crate P Keller. Executive Vice President. Chief Financial Officer & Secretan
PHILADELPHIA INDEMNITY INSURANCE COMPANW
11 -75
CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT
State of California
County of DILLIAaC1
On 3' '�)` - X15 before me, h v tz (c
Dare '' ll Here Insert Name lmd Title o1 th.Officitir
personally appeared Il'l
CIVIL CODE § 1189
who proved to me on the basis of satisfacto
evidence to be the perso (s) whose nam (s);�/ re
subscribed to the within instrument and acknowledged
to me that — he/she they executed the same in
/their' authorize capaci ies):• and that by
BHRIZA CAMACHO ei signature's+) on the Instrument the
- ._'i''`*. Commission x 1986315 perso, s or the entity upon behalf of which the
Notar y Public - Galllornia perso B cted, executed the instrument.
i orange County
My Comm. Expires Nov 16, 2016+ 1 certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signatur' > c•
Place Notary Seal Above Signature of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document I
I
Title or Type of Document: SI,_Ll'-)C, �l.CTZL I lay ul�
Document Date:
Signer(s) Other Than Named Above: _
Capacity(ies) Claimed by Signer(s)
Sidhees Name:
El Corpor Officer — Title(s):
Individual
Partner — -
L Attorney in Fact
_I Trustee
Guardian or Conservator
_ Other:
Signer Is Representing:
Number of Pages: 3
— Title(s):
_" Individual
Top of Ihumh here Partner — i I Limited 1
I 1 Attorney in Fact
\ Trustee
Guardian or Conservator
Signer Is Representing:
a emu Naaooa, Notary Assomm,on • NalionalNolary.Org • 1 800 -US NOTARY (1- 800 - 8]6682])
Item 95907
fibLy
PHILADELPHIA
INSURANCE COMPANIES
A Member of fbeTWO Marine Group
Subdivision Bond
Labor & Material
SUBDIVISION BOND
Bond No.PB0301041982
Premium included in Performance Bond
KNOW ALL MEN BY THESE PRESENTS: That TSG -Parcel 1, LLC. a Delaware limited liability company, as Principal,
and Philadelphia Indemnity Insurance Company, a corporation organized and existing under the laws of the State of
Pennsylvania and authorized to transact surety business in the State of California, as Surety are held and firmly bound unto
City of Newport Beach in the sum of Five Million Seven Hundred Twenty -eight Thousand Eight Hundred Sixty -five Dollars
and 00/100 ($ 5.728.865.00), for the payment whereof, well and truly to be made, said Principal and Surety bind
themselves, their heirs, administrators, successors and assigns, jointly and severally, firmly by these presents.
The condition of the foregoing obligation is such that, whereas the above- bounden Principal has entered into a
contract, dated , with the City of Newport Beach to do and perform the following work, to wit:
Improvements for Tract No. 17763 - 2A
NOW, THEREFORE, if the above - bounden Principal shall pay all contractors, subcontractors, laborers, materialmen and
other persons employed in the performance of the aforesaid contract, then this obligation shall be void; otherwise to remain
in full force and effect.
SIGNED, SEALED, DATED: March 11, 2015.
�
>''' V�.= AS TO 740R1MI;
I�
City Attorney om Win, Ilc-
TSG -Parcel 1, LLC, a
Delaware limited liability company
(Principal) (Seal)
Philadelphia Consolidated Holding Coq). • Philadelphia Indemnity Insurance Company • Philadelphia Insurance Company • Maguire Insurance Agency, Ina
11 -77
ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached, and not the truthfulness, accuracy, or validity of that document.
State of California
County of Orange }
On MAR 1 1 2015 before me, M. Barreras
e mien nano a o . met
personally appeared Janina Monroe
who proved to me on the basis of satisfactory evidence to be the person(W whose
name(c) is/ subscribed to the within instrument and acknowledged to me that
ke /she /fA executed the same in kis /her /tbee r authorized capacity0esk and that by
JmWherftsz K signature(* on the instrument the person*, or the entity upon behalf of
which the person(e) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
M.BARRERAS
Commission M 2048208
WITNESS my hand and official seal. _ e Notary Public - California = Orange County It
M Comm. Ex ices Nov 5, 2017
Notary Public Signature (Notary Public Seal)
r_lIII,
DESCRIPTION OF THE ATTACHED DOCUMENT
(file or description of aleched document)
(Title a description of alerhed documenl continued)
of Pages _ Document Date
CAPACITY CLAIMED BY THE SIGNER
❑ Individual (s)
❑ Corporate Officer
de
❑ Partner(s)
55 Attomey -in -Fact
❑ Trustee(s)
❑ Other
ON INSTRUCTIONS FOR COMPLETING THIS FORM
Tins Jana complies n'ah nvreru Cal forma statures regarding noban Icordnrg and,
,(needed. should be completed and attached to the dommrent Acknolu agents front
other stares mop he rorripleted ter documents being sent to that stare so long as the
warding does not require the Cal forma nwon' to rmlarc• Calrforma noon• tor.
• Stale and Coeny inl'ommtmn must he the Sure and ('aunty where the document
signers) personally appeared before the notary public for acknowledgment.
• Date of notarimtiun mast be the date that the signer(s) personally appeared which
must also he tire same date dm acknowledgment is completed.
• the notary public must print his or her name as it appears within his or her
commission of to,, cd by a comma and dim your title (nmary public).
• Print the attracts) of document signcr(s) who personally appear at the time of
notarisation.
• Indicate the correct singular or plum[ limns by crossing off incorrect forms (i.e.
he/shrde�— is roe ) or circling the correct fors. Failure to correctly Indicate this
inl'onnntion may brad to!cWHan of document recording.
• The noon' seal impression must be dear and phomgmpheally rep.ducible.
Impression must not cover text or lines. If seal impression smudges, rc+scal if o
sufficient area permits, otherwise complete u different acknowledgment farm.
• Silpiamre of do notary public muse match the signature nn file with the onice of
the county clerk.
e- Additional infonnmiun is nut required but could help um ensure this
acknowledgment is not misused or attached too different document.
Indicate tale or tyle of attached document, number of pages and date.
•i Indicate the capacity claimed by the signer. If the claimed capacity is a
corporate ollices, indicate the tide Ire (TO, (TO, Secretary).
• Securely attach this document to the signed document with a staple
11 -78
2196
PIULADELI'111A INDEMNITY INSURANCE COMPANY
2231 SL Amph's Ril- Suite 100
Bala Cmwvd. PA 19(X)4.095(1
Power of Attorri
]:NON' ALI- PERSONS B)' THESE I'RESIfN'fS that PHILIDELVIIIA INDEMNITY INS(IICANCE COAIPANI' (Ihc Company). a corpormion organized and
existing under the lows of the Commonwwllh of Pennsvlvama. does hereby constitute and appoint. JANINA MONROE. T(IOMAS G. MCCALL. TIMOTH)' 1.
NOONAN AND MICHELLE HAASE OF LOCKTON COMPANIES. LLC
Its true and Imvful Attnmev(51 in fact ,ith full authority to execute on its behalf bonds, undertakings. reaicmizances and other contracts of indemmn, and wmiun's
obhgaton• in the nature thereof, issued in the course of a<husiness and to hind the Company lherebv, in an amount not to exceed S25.000,0011.00
This Power of Attomev is granted and is signed and scaled by facsimile under and by the authomv of the follmvmg Resolution adopted by the Board of Directors of
PHILADELPHIA IN'DEMNIT' INSURANCE COMPANY at a meeting dub• called the I' day of July. 2011
RESOLVED: Thal the Board of Directors herehv authorizes the ]'resident or am Vice President of the
Compact. to (II Appoint Attormvts) on Fact and authorize the AllorrleYISl in Fact to
execute on behalf of the Company bonds and undertakings, contracts of utdemmrc and
other mungs obheaton• on the nature thereof and to attach the seal of the Company
thereto. and (21 m remove, at any time. any Such AtloniCy -m -fact and revoke the
authority given And be it
FURTHER
RESOLVED: 'That the signatures of such officers and the veal of the Company may h- affixed to any
such Power of Attomev or ceniGcatc relating thereto by facsimile, and any such Prover of
Attomev so executed and centhLd b, facsimile sienatures and facsimile seal shall he
valid and holing upon the Company on the future with the respect to any bond or
undenakir a to whmh it is attached
IN TESTIMONY WHEREOF. PI IILADELPHIA INDEMNITY' INSURANCE COMPANY] IAS CAUSED THIS MTRUMEN "f l0 BE SIGNED AND
ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE -rmS 7 T1 DAY OF FEBRUARY 2013
(Scale ..... °........•:
Roben D O'Lcan Jr.. President k CEO
Philadelphia Indemnity Insurance Compam
On this 7" day of Febmary 2013. before me came the individual who executed the preceding instrument, to me personally knuwa and beme by me duly s.vom said that
he is the thereon described and authorized officer of the PIIILADELPIIIA INDEMNITY INS(IRANCF. COMPANY. that the seal aRixcd to stud instrument is the
Corporate seal of said Company: that the mid Corpomie Seal and his signature were duly affixed
taw nre oFUaaorwutrm
NOTARAL Ek
DAMS.LEPORATH. Maury Pit*
area
Notary Public
residmc or
(Notary Seal)
My commission expires
4m,&
fL-
Bala CyngYd. PA
March 2_2.2016
L Crate P_ Keller. Lxecuuve Voce President. Chief Financoal Officer and Secrewn• of PHILADELPHIA INDEMNITY INSURANCE COMPANY. do herby cenifv that
the foregoing resolution of the Board of Directors and this Pulver of Attorney issued pursuant therein arc true and correct and are still in full force and efler c )do'
further certify that Roben D O'Lean Jr.. who executed the Power of Attomev a, President. wagon the date of execution of the attached Power of Attomev the duly
elected President of PHILADELPHIA INDEMNITY INSURANCECOMPANY. C
In'resumony Whereof I have subscribed my name and affixed the facsimile seal of each Cumpunv this day of MAR 1 1 q LO15 20_
Craig 1'. Feller. Executive Vice President. Chief Finaneta! Officer 8 Secrewn
PHILADELPHIA INDEMNITY INSURANCE COMPANY
W&A
CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT
CIVIL CODE § 1189
State of California 1
County of Cs_41C�C Ji
On 3 ` before me, 1Q1 LI, 7 Cl l l(L C ti 2? . t l C,Zt� vL
Data Here Insert No and Tllle of the OIH r
personally appeared
\1
who proved to me on the basis of s;a�, act
evidence to be the person(Js)whose namgL) re
subscribed to the withi strument and acknowledged
to *nstl'Zed 1e/she hey 'execute the same in
uthorizby
ignatuthe
pthe entity upon behalf of which the
o. executed the instrument.
I certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand an ffical seal.
Signat� .
Place Notary Seal Above o a
OPTIC)NAL
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: llt�l L l � (�11.LcSl� lc l
Document Date:
Other Than Named Above:
Lies) Claimed by Signer(s)
Signer's Nar?
Corporate
Individual
— Title(s):
Partner — !-I Limited ❑ C
Attorney in Fact
Ll Trustee
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
-' mm National Nmary Ae .Imn . NminnnlNnlnm
Number of Pages:
Si is Name:
I Coroo a Officer — Title(s):
.Individual
Partner — G Limit L!i
Attorney in Fact
Trustee
Guardian or Conservator
L Other:
Is Representing:
General
11 -80
PHILADELPHIA
INSURANCE COMPANIES
A Member of the Toldo Marine Group
BOND NO. PB03010401982
WARRANTY / MAINTENANCE BOND Premium included in Performance Bond
KNOW ALL MEN BY THESE PRESENTS:
That, TSG- Parcel 1. LLC. a Delaware limited liability company, as Principal and Philadelphia Indemnitv
Insurance Company, a corporation organized and existing under the laws of the State of Pennsylvania and
authorized to transact business in the State of California (hereinafter called "Surety'), as Surety, are held and
firmly bound unto City of Newport Beach,
as Obligee, hereinafter called Obligee, in the amount of Five Hundred Seventy-two Thousand Eight Hundred
Eighty-six and 50/100 Dollars ($572,886.50), for the payment of which, well and truly to be made, we bind
ourselves, our heirs, administrators, executors, successors and assigns, jointly and severally, firmly by these
presents.
Whereas, the above bounden Principal has entered into a certain written contract with the above named Obligee,
providing for construction of certain subdivision improvements for Tract No. 17763 - 2A in the City of Newport
Beach, State of California : and
WHEREAS, said work has been or will be completed by Principal.
NOW, THEREFORE, if said Principal shall promptly replace and repair any work proven to be defective because
of faulty workmanship and /or material within a period of one (1) year from date of acceptance of the work by the
Obligee, then this obligation to be void; Otherwise to remain in full force and effect.
Signed, Sealed and Dated this 11th day of March
ApT' - AS TO -74 -ORPA,
%ity A ney om c31nllr
2015.
TSG - Parcel 1, LLC, a
Delaware limited liability company
(Principal) (Seal)
By:
OWT
Philadelphia Indemnity Insurance Company
(Surety) (Seal)
0
Philadelphia Consolidated Bolding Corti. • Philadelphia Indemnity Insurance Company • Philadelphia Insurance Company • Maguire Insurance Agency, Inc.
11 -81
ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached, and not the truthfulness, accuracy, or validity of that document.
State of California
County of Orange }
On MAR 1 1 2015
before me, M. Barreras
fe of in. West)
personally appeared Janina Monroe
who proved to me on the basis of satisfactory evidence to be the person(W whose
named) is/mm subscribed to the within instrument and acknowledged to me that
ke /sheft" executed the same in his /her /thetr authorized capacity0exX and that by
hWherftsk signature* on the instrument the person6Q, or the entity upon behalf of
which the person(* acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
M.BARRERAS
WITNESS my hand and official seal. z -� Commission 1 2048208
Notary Public - California zZ
Z Orange County
M Comm. Es Ires Nov 5. 2017+
otary P(itift Signature (Notary Public Seal)
ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM
DESCRIPTION OF THE ATTACHED DOCUMENT
(ride a desaiptim of attached document)
(Title a description of attached document modinued)
Number of Pages Document Date
CAPACITY CLAIMED BY THE SIGNER
❑ Individual (s)
❑ Corporate Officer
(Title)
❑ Partner(s)
GCl Attomey -in -Fact
❑ Trustee(s)
❑ Other
Tins Jnrnt cnmphes n•nh eared, California stannes regarding notan• wording and.
fnreded, should be completed and attached to the docianent. dcknohredgenrs from
other stairs moy be completed for documents being sent to that Late so long as the
woNmg does not require the California notary In violate California notary Imr.
• Slam and Counly inim mason must be the Slane and Crmnb, where the document
signerts) personally appeared before the notary public for acknowledgment.
• Date of notariunion must he the date dal the signals) posonally appeared which
must also be the same date the acknowledgment is completed.
• '(be notary public must print his tar her name as it appears within his or her
commission followed by a comma and then your title punary public).
• Print the name(s) of document signerls) who personally appear at the time of
not= Milan.
• Indicate the correct singular nr plural Forms by crossing off incorrect forms (i.e.
hdshelther is late ) or circling the canon forms. Failure to correctly indicate this
information may Iead to rcjectsm ordocmnent recording.
• the notary scat impression our he clear and photographically reproducible.
Impression must not cover text or lines. If seal impression smudges, re -seal if a
sufficient arm Permits. otherwise complete a difereml acknowledgment form.
• Signature of the notary public must match the signature on file with the once of
the county clerk.
4 Additional information is not required but could help m ensue this
acknowledgmem is not misused oar attached to a different document.
-e Indicate title or type of am clu d document. number of pegs and date.
le Indicate the capacity claimed by the signers. If the claimed capacity is a
corporate ofliccr. indicate the title (re. (FO, CFO, Secretary).
• Securely mach this dacumcnt to the signed document with a staple
11 -82
2197
PHILADELPHIA INDEMNITI' INSIIRANCECOMPANY
231 tit. Asaph'a Rd.. Suite 100
Bala Cynwyd. PA 19004 -0950
Power of Auornry
KNOW ALL PERSONS BY THESE PRESENTS that PH ILA DELP[IIA INDEMNITY INSURANCE COMPANY (thc Compam). a corporation unionized and
existing under the laws of the Commonwealth of Pennsvivntua does hereby constitute and appoint JANINA MONROE. THOMAS G MCCALL. TIMOTHY 1.
NOONAN.AND MICHELLE HAASE OP LOCKTON COMPANIES. LLC
)is we and lawful Allomevls) in fuel with full authority to execute on as behalf honds, undennl:tos. recognhv races and other contract, of indemnity and \mimes
obligalon' In the =lure thereof, issued in the course of its business and to bind the Company thereby. in an amount nor In exceed SZi,1100,000.1111
This Power of Attorney Is wanted and is signed and scaled by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of
PHILADELPHIA RdDEMNM' INSURANCE COMPANY m a meeting duly culled the I' day of July. 2011
RESOLVED: That the Board of Directors hereh\ authorizes the President or ans Vice President of the
Company to. (Ii Appoint Anomcvts) In Fact and authorize the Atiomcvtsi In Fact to
execine on behalf of the Company bonds and undertakings. contracts of indemnity and
other wrnmec obligator, in the nature thereof and to mach the seal of the Company
thereto. and ('_) to remove. at an\ time. am such Auomcv -In -Fact and revoke the
authority Liven And. ben
FURTHER
RESOLVED: That the signatures of such offccrs and the seal of the Compam' may be affixed to am
such Power of Attorney or certificate relatint thereto be facsimile, and am• such Power of
Altomc\ so executed and cenificd h\ iacsimile samatures and facsimile scat shall be
valid and hiding upon the Compam in the future with the respect to am bond or
undennkme to which it is attached
IN TES'fIMONI' WHEREOF. PHILADELPIIIA INDEMNITI' INSIIR.ANCE COMPANY HAS CAUSED TFIIS INSTRUMENT "f0 BE SIGNED AND
ITS CORPORATE SEA LTO HE AFFIXED BY ITS AlfrHORIZED OFFICE T'II IS 77u DAN' OF FEBRUARY ?1113
(Seal) ..._......�_...:.,
Rohen 1) O'Leary Jr.. President @ CEO
Philadelphia Indemmi.\ Insurance Compam
On this 70 day of Pebruan. 2013. before me come the Individual who executed the preceding Instrument. to me personally known. and being by me duly swom said that
he Is the thereto described and authorized officer of the PHILADELPHIA LNDEMNITV INSURANCE COMPANY. that the seal affixed to said instrument is the
Corporate seal of said Compam: that the stud Corporate Seal and his signature were dub affixed
txeramrwutu or:vaorsv�vum
NOTARATH, a
Lillar E�RAh7�H. Rgoplial�'P10��00aIgp I ^ '" -
pmt®eaam��NalUt12211B7L211� ,/,( /V,'Cn
Noma' Public
residing at Bala Cvnwvd. PA
(Nom=' Seal)
My commission expires March 22,2016
1. Crate P. Keller. Executive Vice President. Clef Financial Officer and Scercmn' of PHILADELPIIIA INDEMNITY I NSURA NCE COMPANI', do herb\- cenify that
the foregoing resolution of the Board of Dl rectors and this Power of Altamcy Issued pursuant thereto are true and correct and we still In full force and effect. I do
further certify that Robert D O'Leary .1i.. who executed the Power of Auomev as Presider:. was on the date of execmmn of the attached power of Attorney the dub'
elected Preshdcnt of PI ILA DELPH IA INDEMNI'll' INSURANCE COMPANY. 201
MAR 1 1
In T CSilmon \' Whereof I have $nh$crll)Cd m\' natal' and affixed 1M1t' fnexlnlill' seal (if l'aeM1 Company tYtIS d'J \' of
Crutg I'. Keller. Executive Vice President. Chief Financial Officer k Secretan'
PIIILADELPIIIA INDEMNin INSURANCECOMPANI'
FEE-NJ
CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT
State of California
County of V (,AY1-C� -� i
On � • � � ' � 5 before me, I�� 1A1 -7 ` l,C if \ Y r�I C�')
Date ' \ He,. Insert Name an0 T11e of the Officer
personally appeared � 1 �1l ll1 \') t t l.CA'DL2{f
BHRQA CAMACHO
Commission rr 1996315
Notary Public - California
Z Orange County
My Comm. Espires Nov 16.2016+
CIVIL CODE § 1189
who proved to me on the basis of sat' facto
evidence to be the persgn(s) whose na s are
subscribed to the within' strument and acknowledge
to me t t. he ed execus the same in
himmerttitlp r -Authorized,
,,ca
,pacitAies —Authorized, and that by
4eftm etr signatur s n the instrument the
person or the entity upon behalf of which the
person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signatu
Place Notary Seal Above al Notary PabIIC
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 ll
Title or Type of Documental
Document Date:
Signer(s) Other Than Named Above: _
Capacity(ies) Claimed by Signer(s)
Signer's Name:
Corporate Officer — Title(s):
Partner — Limited -- General r p of n t mu here
Attorney in Fact
Trustee
Guardian or Conservator
_I Other:
Signer Is Representing:
Number of Pages:
Signer's Name:
Corporate Officer — Title(s):
- Partnl Limited General Topo thh.Mb hale
F Attorney in F'asl
Trustee \
Guardian or Conservator
I Other:
Signer Is Representing:
euio Nanonai Nary Assoeianon - NauonaiNOlary.Org • 1 -IM -N5 NOT AHY (1- 600.6]6 -6829)
Item #5909
FEE-Eli
PHILADELPHIA
INSURANCE COMPANIES
A Member of the Toldo Marine Group
Subdivision Bond
Labor & Material
SUBDIVISION BOND
Bond No.PB0301041983
Premium included in Performance Bond
KNOW ALL MEN BY THESE PRESENTS: That TSG -Parcel 1. LLC. a Delaware limited liability company, as Principal,
and Philadelphia Indemnity Insurance Company, a corporation organized and existing under the laws of the State of
Pennsylvania and authorized to transact surety business in the State of California, as Surety are held and firmly bound
unto City of Newport Beach in the sum of Nine Hundred Five Thousand Three Hundred Sixty -seven and 00/100 Dollars
($905,367.00), for the payment whereof, well and truly to be made, said Principal and Surety bind themselves, their heirs,
administrators, successors and assigns, jointly and severally, firmly by these presents.
The condition of the foregoing obligation is such that, whereas the above - bounden Principal has entered into a
contract, dated , with the City of Newport Beach to do and perform the following work, to wit:
Landscape Improvements for Tract No. 17763 — 2B
NOW, THEREFORE, if the above - bounden Principal shall pay all contractors, subcontractors, laborers, materialmen and
other persons employed in the performance of the aforesaid contract, then this obligation shall be void; otherwise to remain
in full force and effect.
SIGNED, SEALED, DATED: March 11, 2015.
AS 110 134i1, ,
TSG -Parcel 1, LLC, a
Philadelphia Consolidated Holding Corp. • Philadelphia Indenmity Insurance Company - Philadelphia Insurance Ca mpany • Maguire Insurance Agency, Inc.
11 -85
ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached, and not the truthfulness, accuracy, or validity of that document.
State of California
County of Orange }
On MAR 1 12015
before me, M. Barreras
era maTneme----.nJU a o e o .cer
personally appeared Janina Monroe
who proved to me on the basis of satisfactory evidence to be the person(* whose
names) isImR subscribed to the within instrument and acknowledged to me that
ke /she /#W executed the same in kis /her /t Ieir authorized capacitygeRX and that by
iafslherftsk signature(* on the instrument the person(, or the entity upon behalf of
which the persons) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
M.BARRERAS
WITNESS my hand and official seal. commission s 2048208
Notary Public - California n
Z Orange County
M Comm. Expires Nov 5, 201'+
N P ary fic Signature (Notary Public Seal)
AL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM
This J..mm rnmphes vah current Cal fornia stases regarding nolary it ardntg and,
OF THE ATTACHED DOCUMENT (rneeded, should he completed acrd almched to the document Acknohredgems front
other stales may he canipleied for document., heutg sent to that state so long as the
wording does not requhe the California nwiny Ia violate California notary /me.
(Title or description of attached dommenl)
(Title or description of attached document continued)
of Pages Document Dale
CAPACITY CLAIMED BY THE SIGNER
❑ Individual (s)
❑ Corporate Officer
de
❑ Partner(s)
p Attomey -in -Fact
❑ Trustee(s)
❑ Other
2015 V:aswn w.•rm Nom, p•,laau(a coin ht If EB Pot. -.
Slate and County information must be the State and County where the document
signMs) personally appeared before the notary public for acknowledgment.
Date of nounitation must be the date unit the signer(s) personally arrested which
must also be die sine date the acknowledgment is complcad.
The notary public must print his or her name us it appears within his or her
commission followed by a comma and then your title minary public).
Punt the name(s) of document signeris) who personally appear at the tune of
nataritntion.
Indicate the correct singular or plural !inns by crossing off incorrect farms (i.e.
hdsh✓drey, is late ) or circling the correct forms. Failure to correctly indicate this
information may read to rejection of document recording.
The notary seal impression muss be clear and photographically reproducible.
Impression must not cover teat or lines, If seal impression smudges, re -seal if a
sufficient arm pcvvmLS, otherwise complete a different acknowledgment form.
Signature of the notary public must match the signature on file with the office of
the county clerk.
4 Additional information is not required but could help to ensure this
acknowledgment is not misused err attached to a different ductimcm.
•+ Indicate Idle at type of attached document- number of pages and date.
ee Indicate die capacity claimed by the signer. If the claimed capacity is a
corporate nicer, indicate the title n.c. CEO, CFO, Scatetary).
Securely attach this document to the signed document with a staple,
11 -86
2201
Pill LAIIELP111A INUh:MNI TY INSURANCR COMPANY
231 St. Asaph's lid., Suite 100
Hala Cyru vd, VA 1411114.0950
Power of ADUrnev
KNOW ALL PERSONS BY THESE PRESENTS: that PIHLADELPIIIA INDEMNIT YINSURANCE COMPANV(the Company), a cmrpora(ionorganized and
existing under the laces of the Commonocuhh of Pcnnsyh'unia, does hereby comaimle and appoint: JANINA MONROE.11 IOMAS G. MCCA I.L. TIMOII I\' J.
NOONAN AND MICI H:I.I.F H.AASE 01: I,OCKTON COMPAN IFS. LI.0
Its tine and lawful Auorncy(s) in fact with full authority to execute on its healf hands, undertakings, recognizan:es and tither contracts of indemnity and writings
obligatory in the nature thereof, issued in the course of its business and to bind the Company thvreby, in an amount nnl m exceed $25, 000,000.00
This Power of Anorncy is granted and is signed and scaled by facsimile under and by the amlturit• of the bellowing Resolution adopted by the Board of Directors of
PI 11LADELPHIA IN DEMN rrY INSURANCE C'OMP'ANY at a nutting duly called the I "day or July. 2011.
RESOLVED: l'hat the Bnard of Directors hereby audiorizes the President ur any Vice I'residem of the
Compam In: (1) Appoint Attorneys) in Fact and authorize the Altorney(s) in Pact to
execute nn behalf of the Company Minds and undertakings, contracts of indemnity and
mher writings obligatory in the nature thereof and to attach the seal of the Company
thereto: and (2) to rcmnve, at any tine, any such Annrncy -in -Fact and revoke the
authority given. And. be it
FURTHER
RESOLVED: That the signatures of such officcK and the seal of the Company mar he affixed to any
such Power of Anorncy or certificate relating thereto by facsimile, and any such Power of
Attorney so executed and certified by facsimile signatures and facsimile seal shall he
valid and biding upon the Company in the future with the respect to any bond or
undertaking to which it is attached.
IN THS'I'IMONY WHEREOF. PIULADELPHIA INDEMNITY INSURANCE COMPANY IIAS CAUSED TIIIS Ms'f RUMENT TO DE SIGNED AND
FrS CORPORA] E SFAIA 0 BE AFFIXED lit' rrS AUTBOR V.ED OFFICE TIIIS 7 °1 DAY OF FEBRUARY 2013.
ev—,-�C
Roben U O'Leary Jr.. President S CFO
Philadelphia Indemnity Insurance Company
On this 7's day of February 2013, belirte me came the individual whir executed the preceding insimmem, w me personally kmnyn, and being by me duly sworn said that
he is the therein described and authorized officer of0u I'll I LADELPI I IA INDEMNITY INSURANCE COMPANY: that the seal affixed to said iftwurwrit is the
Corporate seal of said Company: that the said Corporate Seal and his signtmre were duly affixed.
7NOfARIL18E0.L�
L=uw k4 imT �1 r[1. mo6 ran
Nolan Public:
residing at: Bola Cynnvd. PA
(Notary Seal)
My commissionexpires: March 22. 2016
I. Craig P. Keller, lixeeuth a Vice President. Chief Financial Officer and Secretary of PI III.ADEI.PI IIA INDEMN H'1' INSURANCE COMPANY, do herby certify that
the foregoing resolution of the Board of girecitim anti this Power of Anorncy issued pursuant thereto are true and correct and arc still in full force and erfeci. I do
further cenify that Rohen D. O Baru Jr , who executed the Power ol'Anorney as President. was on the date of execution of the attached Power of Anorrmy the duly
elected President of PI IILADELPI IIA INDEMNITY INSURANCE COMPANY, MAR 1 J 1 1015
In'fLStitrom• Whereof I have subscribed rat• ram: and altiscd the I'atsimile seal of each Company this du)• of
G
Craig 10. Kcllcr. ExLvuiive Vice President. Chief Financial Officer & Secretary
I'll II,ADELPIIIA INDEMNITY IKSU RANCE COMPANY
(�27
11 -87
CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT
State of California
Countyof �1gu-lc�k2
Date
personally appeared
CIVIL CODE § 1189
z z +: BHRIZA CA - M ACHO
4.3, Commission N 19983
15
California
z N
Notary z
Orange County
IF Comm. Lx Tres Nov 16, 2016 r
who proved to me on the basis of satisfactory
evidence to be the perso sj whose nam (s)l rell
subscribed to the within strument and ackno edgetr
to me at .Jaelsh he :' executed the same in
hi heir authorized capacilLies),' and that by
ei signatu e(s. on the instrument the
perso r the entity upon behalf of which the
perso (s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand a icia seal.
Signature_
Place Notary Seal Aoove Signature of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Docun)ent t
Title or Type of Document: X51 l ii • r- L U, _ r, l`i\
Document Date:
Signer(s) Other Than Named Above: _
Capacity(ies) Claimed by Signer(s)
Name:
Corpolxite Officer — Title(s):
Partner — ❑ L iced of ❑ General Top thumb here
Attorney in Fact
Trustee
Guardian or Conservator
J Other:
Signer Is Representing:
Number of Pages:
Signer's Name:
I Corporate Officer —
❑ Individual
7 Partner — ❑ Limit
Attorney in Fa
Trustee
I]
......... I— .......... ..aaw ... ...........nV........,VVV VJ.V I nn! I. 1
L' General Top of thumb here
or Conservator
Is Representing:
-I
Item #5907
FEEI9
U PHILADELPHIA
INSURANCE COMPANIES
A Member of the Toldo Marine Group
Subdivision Bond
Faithful Performance
SUBDIVISION BOND
Bond No.PB03010401983
Premium $13,581.00 / 2 Years
KNOW ALL MEN BY THESE PRESENTS: That TSG -Parcel 1. LLC. a Delaware limited liability company, as Principal, and
Philadelphia Indemnity Insurance Company, a corporation organized and existing under the laws of the State of
Pennsylvania and authorized to transact surety business in the State of California , as Surety are held and firmly bound
unto City of Newport Beach in the sum of Nine Hundred Five Thousand Three Hundred Sixty -seven and 00/100
($ 905,367.00) for the payment whereof, well and truly to be made, said Principal and Surety bind themselves, their heirs,
administrators, successors and assigns, jointly and severally, firmly by these presents.
THE CONDITION OF THE OBLIGATION IS SUCH THAT:
WHEREAS the above Named Principal has entered into an agreement, dated , with the City of Newport Beach
to do and perform the following work, to wit:
Landscape Improvements for Tract No. 17763 — 2B
NOW, THEREFORE, if the above - bounden Principal shall well and truly perform the work referred to in such agreement,
then this obligation shall be void; otherwise to remain in full force and effect.
IN WITNESS WHEREOF, the seal and signature of said Principal is hereto affixed and the corporate seal and the name of
the said Surety is hereto affixed and attested by its duly authorized Attorney in Fact at Irvine, California this 11th day of
March, 2015.
Mey CN00 -'II1K
TSG -Parcel 1, LLC, a
Delaware limited liability company
(Principal) (Seal)
Philadelphia Consolidated Holding Corp. - Philadelphia Indemnity Insurance Company • Philadelphia Insurance Company • Maguire Insurance Agency, Ina
11 -89
ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached, and not the truthfulness, accuracy, or validity of that document.
State of California
County of Orange }
On
MAR 1 1 2015 before me, M. Barreras
era mee. t name ones us, of e a imp
personally appeared Janina Monroe
who proved to me on the basis of satisfactory evidence to be the persona whose
name(s) is/on subscribed to the within instrument and acknowledged to me that
he /she /may executed the same in leis /her /their authorized capacity0oak and that by
fdse(her /lbsk signature(* on the instrument the person *), or the entity upon behalf of
which the personM acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
M.BARRERAB
Commission ♦ 2048208
WITNESS my hand and official seal. i NotaryPublic - California
.A „ A n i Orange County
Notary Public Signature -J (Notary Public Seal)
ADDITIONAL OPTIONAL INFORMATION
DESCRIPTION OF THE ATTACHED DOCUMENT
(Title or description of attached detainment)
(Title sir desuiptim of aaeched document continued)
Number of Pages Document Date
CAPACITY CLAIMED BY THE SIGNER
❑ Individual (s)
❑ Corporate Officer
(Title)
❑ Partner(s)
rxl Attomey -in -Fact
❑ Trustee(s)
❑ Other
:IF'S r;•n,�,,. env.;. �. i:._ _ - i �
ct
INSTRUCTIONS FOR COMPLETING IT [IS FORM
Tlus /nm cnrnphes vuh rurr rest Cohfarnm statutes regardingnolan•wordurg and,
/(needed. should be contplemd and alrnched In d¢ docurneN. AcknohredgennJronr
either serves ntoe he roorpteied,(nr dnnrments being sent to that slate so long as Ilse
unr'ding does nor requna the Cahformu rmlaev ar cmlme Cal((ornia notary line.
• State and Cruelly Lmornu lion must kc the State and County where the document
Signals) personally appeared before the notary public for acknowledgment.
• Date of nnwrimtion mast be the due that the signcr(s) personally appeared which
must also be the sninc dam the acknow ledgenenl is completed.
• '[be notary public must print his it her name as it appears within his or her
commission feel lowed by a cmnma and then your title (noun public 1.
• Print the nmmc(s) of doeumcm signer(s) who re rusnally appear at the time of
ro aneanon.
• Indicatc nhc correct singular or plum] limn by crossing on' incorrect forms (i.c.
Iro'shrtb w; is i. ) or circhng [he comet
et fors. Failure to correctly indicate this
information may lead to rdecium ufdocumem recording.
• Ihe notary send ilnpnwsion must he clear and photographically reproducible.
Impression must not cover text or lino. If seal impression vnadges, rc -scat if a
sufficient area pcmnits. inhere ise complete a different acknowkelgenenn loon.
• Signature of the noon public must match the signature on file with the office, of
the county clerk.
<• Additional infonnabnn is net required but could hc]p ur crosurc this
acknowl dgmcert is nm misused or anuchcd here different document.
•}
Indicate Inlc or hype of attached document. umnbcr of page and Jam.
Indicate die capacity claimed by the signer. If the claimed capacity is it
corporate officer, indicate the title (i.e. ('EO. (FO. Secretary).
• Securcly attach this document to the signed document wish a staple
FEVIA
2198
PHILADELPHIA INDEMNITI INSURANCE COMPANY
231 St Asaph's Rd.. Suite 100
Baia Cvmwd. PA 19004 -0950
Power of Attorney
KNOW ALL PERSONS BY- THESE PRESENTS that PHILADELPHIA INDEMNITI' INSURANCE COMPANY [the Company). a corporation organized and
existing under the laws of the Commonwealth of Pcnnsvivante. does hereby constitute and appoint. JANINA MONROE. THOMAS G MCCALL. TIMOTHY J
NOONAN AND MICHELLE HAASE OF LOCKTON COMPANIES. LLC
Its true and lawful Attomcv(sI to fact with full authority to execute on 16 behalf bonds, undertakings, recogntuuses and other contracts of mdemmry and rmungs
oblivaton, in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount net to exceed S ?5.11110,01111.1111
This Power of Anome, Is gmmed and Is signed and sealed b, facsimile under and h, the authority of the following Resolution adopted by the Board of Directors of
PHILADELPHIA INDEMNITI' INSURANCE COMPANY' at a mecum!! duly called the I`day of July. 2011
RESOLVED: That the Board of Directors hcreb, authorizes the President or anv Vice Presidem of the
Compan' to (1) Appoint Altomcy(sl in Fan and audionze the Attornev(s) In Pact to
execute an behalf of the Compam bonds and undertakings. contracts of Indemnity and
other wnnngs nhlicmon. In the nature thereof and to attach the seal of the Company
thereto. and (2) to rcnmve. at tiny time. My such Auomcv-In -Fact and revoke the
author, given And, ben -
FURTHER
RESOLVED: That the simamres of such officers and the seal of the Compan' may be affixed to an%
such Power of Anomec or cenificate relating thereto be facsimile. and any such Power of
Auomcy so executed and cenified by facsimile snumnures and facsimile seal shall be
,zhd and bidme upon the Company In the future with the respect to am hond or
underiakme to which it is attached
IN TESTIMONY WHEREOF. PHILADELPHIA INDEMNITI' INSURANCE COMPANY" HAS CAUSED THIS INSTRUMENTTO BE SIGNED AND
ITS CORPORATE SEALTO 13L AFFIXED BY ITS AUTHORIZED OFFICE THIS 771' DAY OF FEBRUARY 2013
f5ea11 .
Rohen D O'Lean Jr.. President x CEO
Philadelphia Indemnity Insurance Company
On this ' °' da a y of Febn 2013, before me came the mdwiduz) who executed the preceding mstrumem. to me personally known, and bane be me duly swom sad that
he Is the thereto described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY, that the seal affixed to sad rneuument is the
Corporate seal of said Company: that the sand Corporate Seal and his signature were duly affixed
rseim nveAr_ orvaasn -wrru
NOTARIRf.6::
LgigarittrioriT
nnean tc Pa0pRA1H. r7maryPiCm7mctq
(kr ®�tB' sGfatll i01B ..g 'p� n'
No� I'uhhc /� ✓Ai- --
residutc at Bala Cvmwd PA
(Nolan Seal)
M. commission expires March'_'_ 301h
L Crate I' Keller. Executive Vice President. Chief Financial Officer and Secremry of P1IB_ADELPI IIA INDEMNITY' INSURANCE COMPANY, do herb, certify that
the foregoing resolution of the Board of Directors and this Power of Anomcy Issued pursuant therein are true and correct and are still in full force and effect. I du
further ecnif, that Rohen D O'Lean Jr.. who executed the Power of Atiome, as President, was on the date of execution of the attached Power of Anomcv the dul,
elected Nesideni of I'HILADELI'I IIA fNDHMNI -I'Y' INSIIRANCI: COMI'ANY'. MAR In - fesuimony . Whereof I have subscribed my name and affixed fin.- facsimile seal of each Company 0o, day of MAR 1 12015 n0_
Craig 11. Keller. Lxecutve Vice President. Chief Financial Officer & Secretun-
- PHILADFLPIIIA INDEMNITY INSURANCE COMPANY
11 -91
CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT
State of California
County o-f��'� s ,
On J' I I S before me, ( Al I'LL Ccwl
Dale Here Insert Name
personally appeared �Uf�.�l('tIti1 �\ tS)-YC)Qc
Na Isl of Si nark
BHRIZA CAMACHO
Commission • 1998315
Notary Public - California 7z
? = Orange County
'`- My Comm. Ex ires Now 16, 2016 r
CIVIL CODE § 1189
who proved to me on the basis of satisfacto
evidence to be the person(s) whose name is are
subscribed to the within' trument and acknowledged
to me that be ey execut the same in
hi� their' authorize apaci ies, and that by
t>isNleViQtr signatur (s on the instrument the
pe=so the entity upon behalf of which the
persoed, execute d the instrument.
I certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and eial seal.
Signatur
Place Notary Seal Above Slgn ra o Notary Pabllo
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:
Other Than Named Above: _
r(ies) Claimed by Signer(s)
Name:
late Officer —
Partner — '-j L ited G General Top of thumb he e
Attorney in Fact
Trustee
Guardian or Conservator
Other:
Signer Is Representing:
Number of Pages:
Signer's Name:
F1 Corporate Officer — Title(s):
Individual
Partner — f7 Limited _, Gen
- __Attorney in Fact
Trustee
-1 Guar i5n or Conservator
er:
Signer Is Representing:
2010 National Nolary Association • Nat,onalNolary.org • 1- 600 -05 NOTARY 11- 800 -076 -66211
RIGHT THUMBPRINT
OP SIGNER
Item #51107
`EM04
PHILADELPHIA
INSURANCE COMPANIES
A Member of the Toldo Marine Group
BOND NO. PB03010401983
WARRANTY/ MAINTENANCE BOND Premium induded in Performance Bond
KNOW ALL MEN BY THESE PRESENTS:
That, TSG- Parcel 1, LLC. a Delaware limited liability company, as Principal and Philadelphia Indemnity
Insurance Company, a corporation organized and existing under the laws of the State of Pennsylvania and
authorized to transact business in the State of California (hereinafter called "Surety'), as Surety, are held and
firmly bound unto City of Newport Beach,
as Obligee, hereinafter called Obligee, in the amount of Ninety Thousand Five Hundred Thirty -six and 70/100
Dollars ($90,536.70), for the payment of which, well and truly to be made, we bind ourselves, our heirs,
administrators, executors, successors and assigns, jointly and severally, firmly by these presents.
Whereas, the above bounden Principal has entered into a certain written contract with the above named Obligee,
providing for construction of certain subdivision improvements for Tract No. 17763 - 2B in the City of Newport
Beach, State of California; and
WHEREAS, said work has been or will be completed by Principal.
NOW, THEREFORE, if said Principal shall promptly replace and repair any work proven to be defective because
of faulty workmanship and /or material within a period of one (1) year from date of acceptance of the work by the
Obligee, then this obligation to be void; Otherwise to remain in full force and effect.
Signed, Sealed and Dated this 11th day of March 2015
AS TOYDWA.
TSG -Parcel 1, LLC, a
Delaware limited liability company
(Principal) (Seal)
11 -93
Philadelphia Consolidated Holding Corp. • Philadelphia Indemnity Insurance Company • Philadelphia Insurance Company • Maguire Lrsurance. Agency, Ina
ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached, and not the truthfulness, accuracy, or validity of that document.
State of California
County of Orange }
On MAR 1 12015 before me, M. Barreras
n•eo name a e of • o leer
personally appeared Janina Monroe
who proved to me on the basis of satisfactory evidence to be the person(* whose
names) is /= subscribed to the within instrument and acknowledged to me that
Ne /she /Ry executed the same in Nis /her /Weir authorized capacity0exk and that by
lg:Wher/fdx k signature(sa on the instrument the person(s), or the entity upon behalf of
which the personal acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
M.BARRERAS
WITNESS my hand and official seal. Commission • 2048208
Notary Public • California > zZ
Orange County
M Comm. Expires Nov 5. 2011
cc Notary Public Signature (Notary Public Seal)
ADDITIONAL OPTIONAL INFORI
DESCRIPTION OF THE ATTACHED DOCUMENT
(Title or description of attached document)
(Title a description of aflached dxument continued)
Number of Pages Document Dale
CAPACITY CLAIMED BY THE SIGNER
❑ Individual (s)
• Corporate Officer
rte
• Partner(s)
6d Attomey -in -Fact
❑
Trustee(s)
❑ Other
2015 VC'Snol NNAY rdoim1 r- 13a1v% C's, I- 100 a /d bbt -
INSTRUCTIONS FOR COMPLETING THIS FORM
This /inn complies with eurrrnl Cal fmnm statutes regarding notion• warding and.
,fnerded. should be completed and attached to Ile document Acknohredgemsfroan
other states may be cornpletrd for dunmrents being seal to that state so long as the
wmdmg does not require the Califnmus notary to vmlare Cnittiamiu notary lmr.
• State and County infnnnauon must be the State and Coumv where the document
signals) personally appeared bcnwe the notary public for acknowledgmmt.
• Date of notarization must be the date flat the stencils) pawnany appeared which
must also be die same date de acknowledgment is completed.
• lbc notary public must print his or her name as it appears within his or her
commission followed by a comma and then your title (notary public).
• Print the namc(s) of documcm signers) who personally appear at the time of
notaritation.
• Indicate the correct singular or plural limns by crossing on' incorrect forms (i.e.
he'shchheyp is /ere 1 or circling the correct forms. Failure to correelly indicate this
information may had to rejection of document recording.
• Me notary scot impression must he clear and photographically reproducible.
Impression must not cover tent or lines. If seal impression smudges, re -sal if a
sufficient arm perma. otherwise complete a different acknowledgment fain.
• Signature of the notary public must match the signature on rile with the nniee or
the county clerk.
p Additional information is not required but could help to ensure this
acknowledgment is not misused or attached to a different document.
h Indicate title or type of attached document, number of pages and date.
�e Indicate the capacity claimed by the signer. If the claimed capacity is a
contoratc officer, indicate the title (re. CEO. CFO, Secretary).
• Securely attach this document to the signed document with a staple
11 -94
2200
PHILADELPHIA INDEMNITY INSURANCE COMPANY
231 St Asaph's Rd.. Suite I(I()
Bala Cvmvvd. PA 19(HW -0950
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS, that PHILADELPHIA INDEMNI'rl' LNSI;RANCE COMPAN' (thc Company). a corpomtion organized Imd
existing under the laws of the Commonwealth of PenasyNania does hereby constitute and appoint, JANINA MONROE. THOMAS G MCCALL. TIMOTHY J
NOONAN AND MICHELLE HAASE OF LOCI:T'ON COMPANIES. LLC'
Ice true and lawful Atiomev(sl in fact with full authority to execute on its behalf bonds. undenaktugs. recognizances and other contructs of mdemmt'v and writings
obligamrc in the nature thereof. Issued In the course of its business and to hind the Company (hereby. in an amount not m exceed 525.11110.000.1111
This Prayer of Anomev is granted and Is stoned and sealed bt facsimile under and by the authority of the following Resolution adopted by the Hoard of Directors of
PHILADELPHIA INDEMNITI' INSURANCE COMPANY at a meeting duly called the I`day if July. 2011
RESOLVED: That the Board of Directors herchv will the President or any Vice President of the
Company to (1) Appoint Ano ncy(sl In Fact and authorize the Anomcvlsl In Fact to
execute on behalf of the Company bonds and undertakings. contracts of indemnity and
other writings obligatory in the nature thereof and to attach the seal of the Company
thereto, and (2) to remove. at any time. one such Anomev -in-Fact and revoke the
authority given And. be it
FURTHER
RESOLVED: Thm the signatures of such officers and the seal of the Compam may be affixed to any
such Power of Atnmey or cemficate relating thereto be facsimile. and are such Power of
Auomey so executed and certified by facsimile signatures and facsimile seal shall be
valid and biding upon the Company In the future with the respect to any bond or
undemkmc to which it is attached.
rN TESTIMONI WHEREOF. PHILADELPHIA INDEMNITI' INSURANCE COMI'AN)' HAS CAUSED THIS INSTRUMENT] 0 BE SIGNED AND
ITS CORPORATE SEALTO BE AFFIXED BY ITS Ali rHORIZED OFFICE THIS 7ro DAY OF FEBRUARY ?(Ili
Robert D. O'Lean' Jr.. President 8' CEO
Philadelphia Indemnity Insurance Compam'
On this 7' day of Fehman' 2013. before me came the mdwidual who executed the preceding instrument. to me personally known. and being by me duly sworn smd that
he is the therein described and authorized officer of the PHILADELPHIA INDEMNI'rl' INSURANCE COMPANI', that the seal affixed to said Instrument is the
Corporate scat of said Company: that the said Corporate Seal and his signature were duly affixed
mst�aaarsruru+ux
NOTARI PEW
news I e PDRAIH. tl�ry I>tPpc ^
OtPlureKaLTiY •�M'a—m.��d�.-r'ne-..��
NaCI T1.201K �.Ot
Nmmr, ' Public
(Notary Scat
residing at Bala Cvnwvd. PA
My commission expires
L Crate P Feller. Executive Vice President. Chief Financial Officer and Secreion of PHILADELPHIA INDEMNrn' INSURANCF COMPAN)'. do herbv cenik_ that
the forcemna resolution of the Board of Directors and this Power of Auomey Issued pursuant thereto are true and correct and are still In full force and effect 1 do
further ccrtik that Robcn D O'Leary Jr.. who executed the Power of Anomcv as Prestdcnc was on the date of execution of the attached Power of Atiome, the duls
elected President of PHHILA DELPHIA INDEMNITY INSURANCE COMPANY. MAR 1 1 2015
In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Campine this day of 20_
Cmre P Feller. Executive Vice President. Chief Financial Officer k Secretion'
PHILADELPHIA INDEMNrn- INSURANCE COMPANY
11 -95
CALIFORNIA ALL - PURPOSE ACKNOWLEDGMENT
CIVIL CODE § 1189
State of California
County of yc Y m C .
On before me,
Dale „ Here ylert Name and Title of tee Officer
personally appeared
who proved to me on the basis of safsfactory
evidence to be the perso (s) whose nam (s =is /' re
subscribed to the within instfafrtant and acknowledged
to me t t he/she/ ey)execut ,the same in
h' 'r 'authorize capaci Ies), and that by
BHRIUCAMACHO hisifter eir signatur�sjjon the instrument the
Commission • 1998315 perso ( or the entity upon behalf of which the
�,,; _ Notary Public • California > perso s) ted, executed the instrument.
z \'" Orange County
My Comm. Expires Nov 16, 20161
I certify under PENALTY OF PERJURY under the
laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand tad offiefI seal.
Signa " —r
Place Notary Seal Above ,gnatora of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: �} LC b VT Cck 'lt�t t i\ i t t VjL f L f
r
J —
Document Date: Number of Pages:
Signers) Other Than Named Above: _
Capacity(ies) Claimed by Signer(s)
Signer's Name:
Co -wrate Officer — Title(s):
ndividu
Partner — ited _. General Top of thumb here
Attorney in Fact
Trustee
Guardian or Conservator
Other:
Signer Is Representing:
❑ Corpora fficer — Title(s):
Individual
Partner — n Limite General
❑ Attorney in Fact
❑ Trustee
G Guardian or Conservator
❑ Other:
Signer Is Representing:
miu rvanm,ai nary nisoc,aoon • nammainmary.mg • ]'UW'U3 NU INHT IT- UW-01bbe2 /1
Item #590]
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