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HomeMy WebLinkAboutC-8536-1 - Subdivision Agreement for Tract No. 17555SUBDIVISION AGREEMENT BY AND BETWEEN THE CITY OF NEWPORT BEACH AND LS -LIDO LLC FOR TRACT NO. 17555 THIS AGREEMENT ("Agreement") is entered into this 9th day of January, 2018 by and between the CITY OF NEWPORT BEACH, a municipal corporation and charter city of the State of California, hereinafter referred to as "CITY," and LS -LIDO LLC, a Delaware limited liability company, hereafter referred to as "SUBDIVIDER." RECITALS WHEREAS, SUBDIVIDER is the owner of a tract of land in CITY, which it is seeking to subdivide into lots and to make certain private and public improvements, including 23 condominium units, and is about to file with CITY a map of the tract of land known as Tract No. 17555 ("Tract"); WHEREAS, as a condition of the approval of and prior to the recordation of this subdivision map for the Tract, SUBDIVIDER is required to complete construction of new curb and gutter, driveway approaches, street light relocation, street trees and landscaping, public water mainline and water meters, public sewer mainline and lateral connections, dry utility installation and associated improvements (collectively, the "Improvements") as shown on public improvement plans for Lido Villas Tract 17555 Civil Construction Drawings by C&V Consulting dated April 14th, 2015 (the "Improvement Plans"), and to perform certain other improvements in the subdivision; and WHEREAS, SUBDIVIDER desires to enter into an 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, and subdivision monumentation, as required by Sections 66499 and 66499.3 of the California Government Code, and Section 19.36.030 Improvement Security (66499 et seq.) of the CITY's municipal code, which is adopted by ordinance of the City Council of CITY. NOW, THEREFORE, in consideration of the promises and agreements of the parties as herein set forth, the parties agree as follows: 1. GENERAL IMPROVEMENTS SUBDIVIDER hereby agrees to do, perform, and pay for all of the work for the Improvements as shown on the Improvement Plans for said Tract as required by the conditions of approval of the subdivision map for the Tract ("Map") which are not completed at the time of the recordation thereof. SUBDIVIDER also agrees to pay all engineering costs and any other deposits, fees, or conditions associated with the Tract and with the Improvements as required by CITY ordinance or resolution and as may be required by the City Engineer. All of the work for the Improvements (the "Work") shall be done and performed in accordance with the Improvement 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 three (3) years from the date hereof, unless the conditions of approval of the Map require an earlier completion date. All labor and material costs and expenses for the Work shall be paid solely by SUBDIVIDER. CITY may withhold all occupancy permits until completion of the Improvements. 2. ARTERIAL HIGHWAY IMPROVEMENT SUBDIVIDER agrees to complete any and all arterial highway improvements, including perimeter sidewalks, medians, and landscaping required by the conditions of approval of the Map, prior to release or connection of utilities for occupancy for any lot in the Tract. 3. 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 the City Council's acceptance of same. 4. IMPROVEMENT PLAN WARRANTY SUBDIVIDER warrants the Improvement Plans, specifications, and profiles which have been approved by the City Engineer and filed in the office of the City Engineer are adequate to accomplish the Work as promised herein and as required by the conditions of approval of the Map. If at any time before the City Council accepts the Work as complete or during the one (1) year guarantee period in Section 3 hereof, the Improvement Plans, specifications, and profiles which have been approved by the City LS -Lido LLC Page 2 Engineer and filed in the office of the City Engineer prove to be inadequate in any respect, SUBDIVIDER shall make whatever changes, at its own cost and expense, as are necessary to accomplish the Work as promised. 5. NO WAIVER BY CITY Inspection of the Work and/or materials for the Improvements, or approval of Work and/or materials for the Improvements, 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 for the Improvements, or payments therefor, or any combination of all of these acts, shall not relieve SUBDIVIDER of its obligations under this Agreement; 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. 6. COSTS SUBDIVIDER shall, at its own cost and expense, pay when due, all the costs of the Work, including inspections thereof and relocation of existing utilities required thereby. 7. 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 by the CITY. 8. IMPROVEMENT SECURITY 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 Five Hundred Seventeen Thousand, Three Hundred Fifty -Eight and 00/100 ($517,358.00), which is one hundred percent (100%) of the estimated cost of the work. SUBDIVIDER shall present such additional security in the form of: Cash, certified check, or cashier's check. Acceptable corporate surety bond. Acceptable irrevocable letter of credit. LS -Lido LLC Page 3 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 unsatisfactory performance. B. For Labor and Material: Security in the amount of Five Hundred Seventeen Thousand, Three Hundred Fifty -Eight and 00/100 ($517,358.00), 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. 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 for the Improvements or to SUBDIVIDER. C. For Subdivision Monumentation: Security in the amount of Seven Thousand, Seven Hundred Dollars and 00/100 ($7,700.00), which is one hundred percent (100%) of the estimated cost of this work. SUBDIVIDER shall present such security in the form of: Cash, certified check, or cashier's check. Acceptable corporate surety bond. Acceptable irrevocable letter of credit. With this security, SUBDIVIDER guarantees setting of such monuments and guarantees payment to the Engineer or Surveyor for setting such monuments in the Tract, and as a prerequisite to the approval of the final Map. 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 one (1) year after the Improvements are accepted in writing by CITY. LS -Lido LLC Page 4 SUBDIVIDER maybe required by CITY to provide a substitute security at anytime until one (1) year after the Improvements are accepted in writing by CITY. 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 Work or for injury to or death of any person as a result of SUBDIVIDER's performance of the Work required hereunder; or for damage to property from any cause arising from the performance of the Work by SUBDIVIDER, or its subcontractors, or its workers, or anyone employed by either 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 performance of the Work, performance of the Work by any contractor, subcontractor, or agent of SUBDIVIDER, or a supplier providing materials for the Work on behalf of the 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 of the terms and conditions of this Agreement by or on behalf of SUBDIVIDER, any Work performed for the Improvements including, without limitation, defects in workmanship or materials or SUBDIVIDER's presence or activities conducted on the Work (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 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 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 LS -Lido LLC Page 5 the terms of this Agreement. This indemnity shall apply to all Claims 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. In addition to the other rights of City hereunder, in the event that any Claims are brought against the CITY as a result of as a result of SUBDIVIDER'S breach of the terms and conditions of this Agreement, any Work performed by or on behalf of SUBDIVIDER, or as a result of SUBDIVIDER's presence or activities conducted on the Tract, the City, as it deems necessary and to the extent authorized by law, may retain any security under Section 8 of this Agreement until disposition of any such Claims. 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 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 Section 9 of 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. 11. NONPERFORMANCE AND COSTS If SUBDIVIDER fails to complete the Work within the time specified in this Agreement, or any subsequent extensions, if any, or fails to maintain the Work, 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. In such event, the CITY may utilize the security provided under Section 8 to cover costs and charges incurred by CITY (including, but not limited to: engineering, LS -Lido LLC Page 6 inspection, surveys, contract, overhead, etc.) for the Work. SUBDIVIDER hereby consents to entry on the subdivision property by CITY and its forces, including subdividers, in the event CITY proceeds to complete and/or maintain the Work. Once action is taken by CITY to complete or maintain the Work, in the event that City does not elect to use the security provided by SUBDIVIDER for the Improvements or does elect to use such security and such security is insufficient for 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 agrees that SUBDIVIDER is permitted to file and record the final Map for the Tract. 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: City of Newport Beach Attn: Director of Public Works 100 Civic Center Drive Newport Beach, CA 92660 14. CONSENT TO SUBDIVIDER: LS -LIDO LLC Attn: Franco Tenerelli, General Counsel 7525 Irvine Center Drive, Suite 200 Irvine, CA 92618 When CITY'S consent/approval is required under this Agreement, its consent/ approval for one 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. 15. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. LS -Lido LLC Page 7 16. CITY APPROVALS The City Manager of the City of Newport Beach is hereby authorized, on behalf of the CITY, to 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. 17. 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, describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 18. 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 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. 19. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been 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. LS -Lido LLC Page 8 20. 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. 21. 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. 22. NO 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 attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 23. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement shall so survive. 24. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 25. 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 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. 26. 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, LS -Lido LLC Page 9 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 understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. [SIGNATURES ON NEXT PAGE] LS -Lido LLC Page 10 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: _/ 13/17 By: Aaron C. Harp City Attorney ATTEST: Date: 2� /I f:' By: 644a' Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation . Duffy , a , Mayor SUBDIVIDER: LS -LIDO LLC, a Delaware limited liability company Date: By: 41 2 G("t6 C)C,as6K �EWPO C0147F ORN�P LS -Lido LLC Page 11 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 Of AYL� �- ) ss. On p2G. (,S , 20 1'— before me, SSI nyiol I (kAe lAtnr4 Notary Public, personally appeared Ota $,?-t� who proved to me on the basis of satisfactotg evidence to be therson(s') whose name(* I are scribed to the within instrument and acknowledg to me that she/they executed the same in Ohis er/their authorized capacity(f�, and that by hi her/their signatures(ot on the instrument the person(, or the entity upon behalf of which the person* acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. ivf Signature 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. (SHANNON NICOLE LANG COMM. # 2170742 zz +: NOTARY PUBLIC • CALIFORNIA 0 ORANGE COUNTY CC m. Exp. NOV. 5, 2020 State of California County of }ss. On 20 before me, Notary Public, personally appeared proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) LS -Lido LLC Page 12 PHILADELPHIA INSURANCE COMPANIES A Member of the Toldo Marine Group Subdivision Bond Faithful Performance SUBDIVISION BOND Bond No. PB03010404558 Premium $7,760.00 / 2 years KNOW ALL MEN BY THESE PRESENTS: That, LS -Lido LLC as Principal, and Philadelphia Indemnity Insurance Company, a corporation organized and existing under the laws of the State of Pennsvlvania 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 Hundred Seventeen Thousand, Three Hundred Fifty Eight and no/100 ($517,358.00 , 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: Public Improvements Street, Domestic Water, Sanitary Sewer Tract No.17555 Lido Villas -Harbor 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 22nd day of November, 2017. APPROVED AS TO FORM: CITY ATTORNEY''SQFFICE Date: Icl �7 Aaron C. Harp, City Attorney c. A%z alt -r LS -Lido LLC (Principal) % (Seal) By: Philadelphia Consolidated Holding Corp. • Philadelphia Indemnity Insurance Company • Philadelphia Insurance Company • Maguire Insurance !Agency, Inc CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange On December 1, 2017 before me, Shannon Nicole Lang, Notary Public ere nee name en R ar orl�e oRcer personally appeared Scott Low who proved to me on the basis of satisfactory evidence to be the personK whose nameK is/a* subscribed to the within instrument and acknowledged to me that he/s)(e/trAy executed the same in his/hX/tV*ir authorized capacity(i)*), and that by his/lar/t[Xir signature(K on the instrument the person(*, or the entity upon behalf of which the person*) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. SHANNON NICOLE LANG COMM. # 2170742 rt"Uf•YVAJ,( iy&wNOTARY PUBLIC•CALIFORNIA C ORANGE COUNTY Comm. Ex . NOV. 5, 2020 Notary Public Signature o ary Public Seal) OPTIONAL OF THE ATTACHED DOCUMENT (Title, a desc iption of attached document) Pages _ Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer (Title) ❑ Partner(s) ❑ Attorney -in -Fact ❑ Trustee(s) ❑ Other 2015 Version w .NotaryClasses.com 800-873-0865 INSTRUCTIONS FOR COMPLETING THIS FORM Thisform complies with current California startles regarding notmy wording and, if needed. should be completed and attached to the document. Achtau/edginenty front other states pray be conrplered for documents behrgseur to that state so long as the wording does not regnbr the California nolmy to violate Califonda notary Imp. • State and County information must be the Slate and County where the document signer(s) personally appeared before the notary public far acknowledgment. • Date of notarization must be the date that the signer(s) personally appeared which must also be the seine date the acknowledgment is completed. • The 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 names) of document signer(s) who personally appear at the time of notarization. • Indicate the correct singular or plural forms by crossing off incorrect foots (i.e, Ae/sheAhey— is /ere) or circling the correct forms. Failure to correctly indicate this information may lead to rejection of document recording. • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re -seal if a sufficient area permits, otherwise complete a different acknowledgment form. • Signature of the notary public must match the signature on file with the orrice of the county clerk. Additional information is not required but could help to ensure this acknowledgment is not misused or attached to a different document. Indicate title or type of attached document, number of pages and date. Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO, CFO, Secretary). • Securely attach this document to the signed document with a staple. 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 NOV 2 2 2017 before me, Gina L Garner, Notary Public are sased n&Oe and title of ass 0 ICH personally appeared Janina Monroe who proved to me on the basis of satisfactory evidence to be the personw whose name(s) is/(aft subscribed to the within instrument and acknowledged to me that ke/she/thy executed the same in kis/her/their authorized capacity0eek and that by kWher/lIbsix signature(* on the instrument the person*, or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. GINA L GARNER WITNESS my hand and official seal. "otaryangeCounty°`ma "�:_ orange county Commission a2198045 My Comm. Expires May 18, 2021 > Notary Public Signature (Notary Public Seal) ADDITIONAL OPTIONAL INFORMATION DESCRIPTION OF THE ATTACHED DOCUMENT (Title or description of attached document) (Title or description of attached document continued) Number of Pages _ Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer Re ❑ Partner(s) W Attorney -in -Fact ❑ Trustee(s) ❑ Other :015 Version vane Nbtaty Clasecs s,wn heft R:3. Abbn INSTRUCTIONS FOR COMPLETING MS FORM Thio fawn romplles unth current California atomics regarding notary it atding and, if needed. should he completed and anadaed to the donoreni. AcAnoAvedgems /ronr other states may be completed for documents being sent to that state so long as the coding does not require the California nwouy to violate California notary into. • State and County information must be the Slate and County where the document signe(s) personoliy appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signers) personally appeared which must also be the same date the acknowledgment is completed. • The notary public must print his or her name as it appears within his or her commission followed by a comma and dun your title (notary public). • Print the name(s) of document signer(s) who personally appear at the tune of notarization. • Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. hefshe/they, is /are ) or circling the correct forms. Failure to correctly indicate this information may lead to rejection of document recording. • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re-scal if a sufficient area pant its, otherwise complete a different acknowledgment four. • Signature of the notary public must match the signature on file with the orrice of the county clerk. Additional information is not required but could help to ensure this acknowledgment is not misused or attached to a different document 4• Indicate title or type of attached document, number of Nges and date. Indicate the capacity claimed by the signer. If the claimed capacity is to corporate, officer, indicate the title (i.e. CEO, CFO, Secretary). it Securely strath this document to the signed document with a staple. 6196 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza, Suite 100 Bala Cynwyd, PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS: That PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J. NOONAN AND MICHELLE HAASE OF LOCKTON COMPANIES, LLC, its true and lawful Anomey-in-fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof. issued in the course of its business and to bind the Company thereby, in an amount not to exceed $25.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 10 of November, 2016. RESOLVED: That the Board of Directors hereby authorizes the the President or any Vice President of the Company: (I) Appoint Attomey(s) in Fact and authorize the Anomey(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney -in -Fact and revoke the authority given. And, be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 14TH DAY OF NOVEMBER. 2016. (Seal) ................... Robert D. O'Leary Jr., President & CEO Philadelphia Indemnity Insurance Company On this 146 day of November, 2016, before me came the individual who executed the preceding instrument, to me personally known, and being by me duly swom said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed. oxxo w rx r rrxxmv xwmi wi MM xo•1 xo.na, xaon lveiu L." rarml"bnt xerpT xmlaunr t^\n ^ MY WN lln.21 «`" "' • ««��««�«LL« Notary Public: (Notary Seal) residing at: Bala Cvnwvd. PACynwvd. PA My commission expires: January 8.2018 1, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do herby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 14" day of November, 2016 are true and correct and are still in full force and effect. 1 do further certify that Robert D. O'Leary Jr, who executed the Power of Attorney as President, was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, NOVn 2 2017 In Testimony Whereof l have subscribed my name and affixed the facsimile seal of each Company this day of 120 J 9l Edward Sayago, Corporate Secretary PHILADELPHIA INDEMNITY INSURANCE COMPANY PHILADELPHIA INSURANCE COMPANIES A Member of the Toldo Marine Group Subdivision Bond Labor & Material SUBDIVISION BOND Bond No.PB03010404558 Premium included in Performance Bond KNOW ALL MEN BY THESE PRESENTS: That LS -Lido LLC as Principal, and Philadelphia Indemnity Insurance Company, a corporation organized and existing under the laws of the State of Pennsvlvania and authorized to transact surety business in the State of California, as Surety are held and firmly bound unto City of Newport Beach I n the sum of Five Hundred Seventeen Thousand Three hundred Fifty Eight Dollars ($517.358.00), 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: Tract No. 17555 Lido Villas - Harbor 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: 11/22/2017. LS -Lido LLC APPROVED AS TO FORM: (Principal) (Seal) CITY ATTORNEY'S FFICE Date: I I/i I,/ By: (see attached signature page) sy Aaron C. Harp, City Attomey w"1"-" 411 ' Philadelphia Consolidated Holding Corp. • Philadelphia Indemnity Insurance Company • Philadelphia Insurance Company • Maguire Insurance Agency, Inc 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 Nov On before me, Gina L Garner, Notary Public (liere insenowne aral litleof the officer) personally appeared Janina Monroe who proved to me on the basis of satisfactory evidence to be the personw whose name(e) is/Riw subscribed to the within instrument and acknowledged to me that ke/she/thy executed the same in kis/her/tImir authorized capacityoliilak and that by kisther/lbak signature(at) on the instrument the person*, or the entity upon behalf of which the person(* acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. _ GINA LGARNER Notary Public - California WITNESS my hand and official seal. _ Orange County Commission R 2198045 My Comm. Expires May 18, 2021 Notary Public Signature (Notary Public Seal) IAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM rltsfum rannplies with current California stances regardingnotarr uorating and, OF THE ATTACHED DOCUMENT fneened,shouldbecompletedandatachedrot/medocionern.Ackrroheedgentsf-onr other states nray be raerpteird for documents being sent to that state so long as the not ding does not require the California, norany to violate California notary Ime. (Title or description of attached document) (Title a description of attached document continued) of Pages Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer (Title) ❑ Partner(s) Ga Attorney -in -Fact ❑ Trustee(s) ❑ Other 110 15 'Ve, sur, w i,w NMerpClaSse, ., w. 800 2'3 9or_,5 • State and County information must be the Stale and County where the document signers) personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed. • The notary public must print his or her name as it appears within his or her commission followed by a comma and den your title (notary public). • Print the names) of document signers) who personally appear at the time of notarization. • Indicate the correct singular or plural forms by crossing off incorrect fors (i,c. he/she/they, is /ere ) or circling the correct fors. Failure to correctly indicate this info tuation may lead to rejection of document recording. • ']be notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re -seal if a sufficient arca permits, otherwise complete a different acknowledgment form. • Signature of the notary public must match the signature on file with the office of die county clerk. 4 Additional information is not required but could help to ensure this acknowledgment is not misused or attached to a different document. Indicate title or type of attached document, number of pages and date. ae Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO. CFO, Secretary). • Securely attach this document to the signed document with a staple. 6209 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza, Suite 100 Bala Cynwyd, PA 19004-0950 Prover of Attorney KNOW ALL PERSONS BY THESE PRESENTS: That PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and existing under the lana of the Commonwealth of Pennsylvania, does hereby constitute and appoint JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J. NOONAN AND MICHELLE HAASE OF LOCKTON COMPANIES, LLC, its true and lawful Attomey-in-fact voth full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $25.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 146 of November, 2016. RESOLVED: That the Board of Directors hereby authorizes the the President or any Vice President of the Company: (1) Appoint Attomey(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and Other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attomey-in-Fact and revoke the authority given. And, be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS. CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 14m DAY OF NOVEMBER, 2016. Nil y (Seal) Robert D. O'Leary Jr., President & CEO Philadelphia Indemnity Insurance Company On this 14" day of November, 2016, before me came the individual who executed the preceding instrument, to me personally known, and being by me duly swom said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed. coxxo ra"E"R-2. xexn. T,xawn rr" (Notary Seal) Notary Public: residing at: My commission expires: Bala Cvmvvd- PA January 8. 20 18 1, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do herby certify, that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 146 day of November, 2016 are true and correct and are still in full force and effect. I do further certify that Robert D. O'Leary Jr, who executed the Power of Attorney as President, was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this NOV 2 2 2011day of , 20 91 Edward Sayago, Corporate Secretary PHILADELPHIA INDEMNITY INSITRANCE COMPANY PHILADELPHIA INSURANCE COMPANIES A Member of the Toldo Marine Group Subdivision Bond Bond No. PB03010404559 Faithful Performance Premium $116.00/2 years MONUMENTBOND KNOW ALL MEN BY THESE PRESENTS: That, LS -Lido LLC 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 Seven Thousand Seven Hundred and no/100 ($7,700.00), 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: Monument— Lido Villas Tract 17555 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 22nd day of November, 2017. APPROVED AS TO FORM: CITY ATTOFFICE Date' M y1f By: Aaron . Harp, City Attorney Philadelphia Consolidated Holding Corp. • Philadelphia Indemnity Insurance Company • Philadelphia Insuran ce Co mpany • Maguire Insurance Agency, Inc, CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange } On December 1, 2017 before me, Shannon Nicole Lang, Notary Public ere nse ne rfil e o a o car personally appeared Scott Low who proved to me on the basis of satisfactory evidence to be the personw whose nameX is/a* subscribed to the within instrument and acknowledged to me that he/sXeMAy executed the same in his/hX/Nair authorized capacity(IO), and that by his/[Xr/tlXir signature(K on the instrument the person(NA, 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. %n4vwe l ADDITIONAL OPTIONAL INFORP DESCRIPTION OF THE ATTACHED DOCUMENT (Tide or description of attached document) (Tide or description of attached document continued) of Pages _ Document Dale CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer (Title) ❑ Partner(s) ❑ Attorney -in -Fact ❑ Trustee(s) ❑ Other 2015 Version w .hlolaryClasses.com 800-873-0885 SHANNON NICOLE LANG COMM. # 2170742 NOTARY PUBLIC •CALIFORNIA ORANGE COUNTY Comm. Exp. NOV. 5, 2020 Public Seal) INSTRUCTIONS FOR COMPLETING THIS FORM This form complies with current California statures regarding rotary wording and, i%needed, should be completed and attached to the document. Acknowledgments from other states Wray be completed for documents being seat to that slate so long as the wording does not require the California nolmy to violate Caltfornia rotary Imp. • State and County information must be the Slate and County where the document signer(s) personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed. • 17re 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 name(s) of document signer(s) who personally appear at the time of notarization. • Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. he/sheAhe)— is /are ) or circling the correct forms. Failure to correctly indicate this information may lead to rejection of document recording. • lbe notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. if seal impression smudges, re -seal if a sufficient area permits, 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 or attached to a different document. Indicate title or type of attached document, number of pages and date. {• Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO, CFO, Secretary). • Securely attach this document to the signed document with a staple. 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 NOV 2 2 2017 before me, Gina L Garner, Notary Public tte ruse Mme and title.1 1 o icer personally appeared Janina Monroe who proved to me on the basis of satisfactory evidence to be the person(W whose name(a) is/eft subscribed to the within instrument and acknowledged to me that ke/she/*W executed the same in ki6/her/tImir authorized capacitykaX and that by WWher/kA)u signature(o 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. GINA L GARNEfl Notary Public -California /WITNESS my hand and official seal. _ _ _ _ orange County a CommissionK 2198045 My Comm. Expires May 18, 2021 Notary Public Signature (Notary Public Seal) IAL OPTIONAL INFORMATION INSTRIXTIONS FOR COMPLETING THIS FORM Tlris fmnr ronrylies with current C'ol junta smttoes regardingnotmy voiding and. OF THE ATTACHED DOCUMENT fnecZ.. should he conrpfeted and attached to the di .... ent Achnolu'edgenrs frau ocher states Mair he completed for documents being seat to that nate so long as fire wording does not require the Califarnia notary to rinlaie Calfonnio notary lair. (Title or description of attached document) (Title or description of attached document continued) of Pages _ Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer (Title) ❑ Partner(s) fta Attorney -in -Fact ❑ Trustee(s) ❑ Other 2015 Vergiur vrvr:: I&Iai 10 s. _ml. 800 P. 7:bWin • State and County information must be the Slate and County where the document signers) personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signers) personally appeared which must also be the same date the acknowledgment is completed. • The notary public must print his or her allow as it appears within his or her commission followed by a comma and then your title (notary public). • Print the nauets) of document signer(s) who personally appear at the tune of notarization. • Indicate the correct singular or plural formrs by crossing off inconect fomhs (i.e. he/shc/they, is /are ) of circling the correct forms. failure to correctly indicate this information may lead to rejection of document recording. • 'Ihe notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re -seal if a sufficient area pennies, otherwise complete a difl'crenl acknowledgment form. • Signature of the notary public must match the signature on file with the office of the county clerk. . Additional information is no required but could help to ensure this acknowledgment is not misused or attached to a different documcrot. Indicate title or type of attached document, number of pages and date. Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CFO. CFO, Secretary), • Securely attach this document to the signed document with a staple. 6197 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza, Suite 100 Bala Cynwyd, PA 19004-0950 Parer of Attorney KNOW ALL PERSONS BY THESE PRESENTS: That PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J. NOONAN AND MICHELLE HAASE OF LOCKTON COMPANIES, LLC, its true and lawful Attomey-in-fact with full authority to execute on its behalf bonds, undertakings, recognizanees and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed $25.000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 140 of November, 2016. RESOLVED: That the Board of Directors hereby authorizes the the President or any Vice President of the Company: (I) Appoint Attomey(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attomey-in-Fact and revoke the authority given. And, be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 14TH DAY OF NOVEMBER, 2016. Q C©�(Seal) Robert D. O'Leary Jr, President & CEO Philadelphia Indemnity Insurance Company On this 14" day of November, 2016, before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed. exx rx r > xx v xa. a wi xere xo.era, xodry rebut Wxv xawn T" xa4pttl11MA. IIII CN,19, YMY rpvnaS4 A'. 6, Y w K ,..r , M, • �...�.,_ «,e,«.a Notary Public: residing at: Bala Cynwvd.PAPA (Notary Seal) My commission expires: January 8.20188.2018 1, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do herby certify that the foregoing resolution of the Board of Directors and this Power of Attorney issued pursuant thereto on this 146 day of November, 2016 are true and correct and are still in full force and effect. I do further certify that Robert D. O'Leary Jr., who executed the Power of Attomey as President, was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, NOV 22 2017 In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this day of / , 20 1927 Edward Sayago, Corporate Secretary PHILADELPHIA INDEMNITY INSURANCE COMPANY PHILADELPHIA INSURANCE COMPANIES A Member of the Toldo Marine Group BOND NO. PB03010404558-M WARRANTY/ MAINTENANCE BOND PREMIUM $included in Performance Bond. KNOW ALL MEN BY THESE PRESENTS: That, LS -Lido LLC, 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 Fifty One Thousand Seven Hundred Thirty Five and 80/00 Dollars ($51,735.80), 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. 17555 Lido Villas - Harbor in the C 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 22th day of November 2017 LS -Lido LLC (Seal) Philadelphia Consolidated Holding Corp. • Philadelphia Indemnity Insurance Company • Philadelphia Insurance Company • Maguire Insurance Agency, Inc CALIFORNIA ALL- PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Orange ) On December 1, 2017 before me, Shannon Nicole Lang, Notary Public era na name en e',Pu o car personally appeared Scott Low who proved to me on the basis of satisfactory evidence to be the personK whose nameK is/a)6 subscribed to the within instrument and acknowledged to me that he/sXe/trAy executed the same in his/ho(/Nair authorized capacity(iliii,k), and that by his/lXr/tiXir signature( on the instrument the person04, or the entity upon behalf of which the persono) acted, executed the instrument. 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. (Notary Public Seal) ADDITIONAL OPTIONAL INFORMATI DESCRIPTION OF THE ATTACHED DOCUMENT (Title or descripflon of attached document) (Title or description of attached document continued) Number of Pages — Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer (Title) ❑ Partner(s) ❑ Attorney -in -Fact ❑ Trustee(s) ❑ Other 2015 Version www.NolaryClasses.com 800-873-0865 SHANNON NICOLE LANG ., • COMM. # 2770742 YV NOTARY PUBLIC •CALIFORNIA ORANGECOUNTY Comm. Exp. NOV. 5, 2020 INSTRUCPIONS FOR COMPLETING THIS FORM DN Tlnsforrrr complies with cm-, cut California statutes regarding nota,), wording and, if needed, should be courp/eted and attached to the document. Acknowledgments 1 our other states may be completed for documents behrg sent to that state so long as rhe ivoding does not re4abz the California normy to violate Colifonia nolmy Imp. • State and County information must be the State and County where the document signer(s) personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signer(s) personally appeared which must also be the some date the acknowledgment is completed. • The 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 morels) of document signer(s) who personally appear at the time of notarization. • Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. he/she/Ihey—is /ere) or circling the correct forms. Failure to correctly indicate this information may lead to rejection of document recording. • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re -seal ira sufficient area permits, otherwise complete a different acknowledgment form. • Signature of the notary public must match the signature on file with the office of the county clerk. Additional infomtation is not required but could help to ensure this acknowledgment is not misused or attached to a different document. Indicate title or type of attached document, number of pages and date. fi Indicate the capacity claimed by the signer. If the claimed capacity is a corporate cancer, indicate the title (i.e. CEO, CFO, Secretary). • Securely attach (his document to the signed document with a staple. 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 NOV 2 2 2017 before me, Gina L Garner, Notary Public ere insed name and file0( the officen personally appeared Janina Monroe who proved to me on the basis of satisfactory evidence to be the personw whose name(C) is/gj* subscribed to the within instrument and acknowledged to me that bta/she/thy executed the same in his/her/tkeir authorized capacityO&RX and that by taWher/ttbeiit 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. GINA L. GARNER Notary Public - California WITNESS my hand and official seal. orange County Commission k 2198045 C / ^��� �//j��' z •+ My Comm, Expires May 18, 2021 Notary Public Signature (Notary Public Seal) ADDITIONAL OPTIONAL INFORMATION INSTRUCTIONS FOR COMPLETING THIS FORM nnnp This fr.rrn hes wnu ith 'renl ('nlifornia smarts regarding nnlur7 varr/ing mid, DESCRIPTION OF THE ATTACHED DOCUMENT ifnceded. should Ae cmnpleted and attached io rhe donnrrenr Ack rohredgerns tion, other stares nia), be completed for documents being sem to that stare so long as the von ding does t,at, equire fire California unto+)' m % ohne California nonan' /mr. (Title or description of aftwhed document) (Title or description of adached document continued) Number of Pages Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer (Title) ❑ Partner(s) Q Attorney -in -Fact ❑ Trustee(s) ❑ Other 2015 ;/^iSiou ur_vw Nolan y Cl osscI r an 8170 B%3.4bb� • State and ( ounly intonation must be the Sure and County where the docunxmt signets) personally appemcd before the notary public for acknowledgment. • nate of notarization must be the date that the signer(s) pers0nally appeared which most also he die sine dale the acknowledgment is completed. • Tbc notary Public must print his or her nautt as it appears within his or her commission followed by a comma and then your title (notary public). • Print the names) or document signers) who personally appear at the lune of notarization. • Indicate the correct singular of plural burns by crossing oil incorrect rants (i.e Ire/shcrdrey, is /era ) or circling the correct forms. Failure to correctly indicate this information may lead In rejection ofdocunrnl recording. • 'Ibe notary seal inhpiession must be clear and photographically icproduciblc. Impression must 1101 corer text ear lines, If seal impression sinudges, re -seal if a sufficient area permits, othcl rise complete it different acknowledgment IOno. • Signature of the nolury Public must nhalch the signature on file will] the office of the county clerk. Additional Inhalati in., is not required but could help lea ensure this acknowledgment is not misused or attached to a different document. Indicate lithe or type of attached document, number of pages and date. Indicate the capacity claimed by the signer. 11' the claimed capacity is a cot7wmtc officer, indicate the title (i.e. CEO, CFO, Secretary). • Se,aacly attach this document to the signed document with a staple. 6207 PHILADELPHIA INDEMNITY INSURANCE COMPANY One Bala Plaza, Suite 100 Bala Cymvyd, PA 19004-0950 Power of Attorney KNOW ALL PERSONS BY THESE PRESENTS: That PHILADELPHIA INDEMNITY INSURANCE COMPANY (the Company), a corporation organized and existing under the laws of the Commonwealth of Pennsylvania, does hereby constitute and appoint JANINA MONROE, THOMAS G. MCCALL, TIMOTHY J. NOONAN AND MICHELLE HAASE OF LOCKTON COMPANIES, LLC, its true and lawful Attomey-in-fact with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an amount not to exceed 525,000.000.00. This Power of Attorney is granted and is signed and sealed by facsimile under etnd by the authority of the following Resolution adopted by the Board of Directors of PHILADELPHIA INDEMNITY INSURANCE COMPANY on the 14" of November, 2016. RESOLVED: That the Board of Directors hereby authorizes the the President or any Vice President of the Company: (1) Appoint Attomey(s) in Fact and authorize the Attorney(s) in Fact to execute on behalf of the Company bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and to attach the seal of the Company thereto; and (2) to remove, at any time, any such Attorney -in -Fact and revoke the authority given. And, be it FURTHER RESOLVED: That the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. IN TESTIMONY WHEREOF, PHILADELPHIA INDEMNITY INSURANCE COMPANY HAS CAUSED THIS INSTRUMENT TO BE SIGNED .AND ITS CORPORATE SEALTO BE AFFIXED BY ITS AUTHORIZED OFFICE THIS 14TH DAY OF NOVEMBER, 2016. 1 l[i (Seal) .....,... Robert D. O'Leary Jr., President & CEO Philadelphia Indemnity Insurance Company On this 146 day of November, 2016, before me came the individual who executed the preceding instrument, to me personally known, and being by me duly sworn said that he is the therein described and authorized officer of the PHILADELPHIA INDEMNITY INSURANCE COMPANY; that the seal affixed to said instrument is the Corporate seal of said Company; that the said Corporate Seal and his signature were duly affixed. '04 MO W rN r r NNwW Neuroi r. i Non newva, N.%rc rues[ IeN9r Name UP.,Na 4. cwmt NY rMunlnbn "'o All T, 2019 — .,,` M, Notary Public: residing at: Bala Cvnwvd. PA (Notary Seal) My commission expires: January 8. 2018 1, Edward Sayago, Corporate Secretary of PHILADELPHIA INDEMNITY INSURANCE COMPANY, do herby certify that the foregoing resolution of the Board of Directors and this Power of Attomey issued pursuant thereto on this 14'" day of November, 2016 are true and correct and are still in full force and effect. 1 do further certify that Robert D. O'Leary Jr., who executed the Power of Attorney as President, was on the date of execution of the attached Power of Attorney the duly elected President of PHILADELPHIA INDEMNITY INSURANCE COMPANY, In Testimony Whereof I have subscribed my name and affixed the facsimile seal of each Company this NOV 2 $ 2017day of , 20 1 9 7 Edward Sayago, Corporate Secretary PHILADELPHIA INDEMNITY INSURANCE COMPANY