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HomeMy WebLinkAboutMD Packet 4-2 ConfidentialMUNICIPAL LAYS: - BAKERSFIELD, CALIFURNlA 93301 LITJGATlQN: ALAN DALF 17ANlFL (so5j 326-3i21 DON I~cGltLIVAA Y Assistant City Attorney Assistant City Attorney . ROBERT' ~1. SNERFY LAURA C. ~4ARlNO Deputy City Attorney Deputy City Attorney Se tember 14 , I9 8 8 wlcL~A~ ~. sLOCUf~~, ~~. p Deputy City Attorney lNVESriGA T1~JNS: DON ~'Af~TlN City Attorney investigator Mr. Dean A. Ziehl Attorney at Law . Century City North Building 1010.0 Santa Monica Blvd., Suite 1100 .Los Angeles,. California 90067 Re: Mutual Release, .Settlement. Agreement. Sunrise Unlimited, et ~1. ~-~ Confidentiality -Dear Mr. Ziehl: This is to acknowledge recei~~ of the above. refer- e-need agreement and to commit to maintaining the :colnf identzality of the terms and conditions of that agreez~ent in accordance with Paragraph 42 thereof , Slncerel~, Arthur J. S~alfi City A ~tor ey AJS/meg , r 1. } v ~. • ORIGINAL ~~ ~~~ 1. Tb~.s agreement is entered .into b and between Y the . parties ber~eto, for themselves and for ' tbelr px'edecessors mnd ~~ccessors in interest, heirs, assigns, insurance ca • rr~ers, attQrnQys and ali other parties claimin b and th ~ Y rough them, w~.th respect to the matters hereinafter des . cr~bed. TAE Sa~~CT T`TE~t 2. This agreement relates to those certain boos ~.ng sub divisions located, in Sak~ersfield Kern Cou • _ ~ nth, Cal~forn~a, ~gene~~lly known as Tract ~tumbers 3933A and 3933 B, and unrecord- ed ~~vised Tentative Tract ~tum~ber 4 ~ ~ ~ to eth~ ~ ' g r with the streets, ~atities, structures and all other works o ' f lmp~ove_ merit, wh~t~er nata~ral or artificial, either above or b e~.ow the surface of the grb~nd. iM1tf'~ w ~ to w~ ~r w a 3, Thee parties to this agreement are as foll w . o s. a, SUN~IS~ UNLI~iIT£D, a joint venture coin used of P Financial. Scene Incorporated, a California co oration a ~ rid Golden Valley, Inc., a California cor oration; Financia p 1 Scene lncarporat~d; Golden Valley, Inc.; Sundance Financial Inc., a California corporation, formed known as Pacific Y Scene, Inc., a California corporation formed known as Pa Y clfic Scene. In vestments, Inc., a California corporation, for itself and as ~: Rt m ., f. r ._ a ~. ~ . Y ~~ccass~t ~~ int~r~~~, to G~~den V~ 11ly, Inc,, a Ca~.if~rnia S c~rp~r~tion; ~raa~ ~ma~ican Deve~® ma p nt ~oanpany - a ~a l i f ern ~ a c~rp~~•~ti~n, fcr itself and as ~ucc a~ssor in interest ~~ Finan- ~f ~-~. ~5c~n~e Ynccrpcrat~e~; AIL ~~~PO TIC~N, dba Sil~r~r~ate . Realty ; aid Fire~a~n ° ~a Fund Lnsuranc~e Dompany a-s ~~~ f r insurer pith r~p~ect hereto ~her~einafter ~- coliec~k~v~ely SUN~I~E" ~~ b . S. L. D~ CKINSON INC . a r , ~aliforn~a cox'por~-ticn; ~erdell ~. Dickinson; N. ~. Dicki • nson , RobQrt ~,. ~adsw~orth ; Lois M. ~tads~aorth; Susan ~. ~1ad~swo ~ • . rth, D~.cklnson-~'adswc~rth Associate; D-W Compan Pro'~ct I~ Y 7 D W Company, Pr~~ect II ; and ~. ~. Wadsworth wilder Inc. an ,. d St. Paul Fire and Marine Insurance C~mgany and ~'ir~eman's Fund. . Insurance Co~pa.ny as their insurers ~~.th res ect hereto he P ~ relnafter collectively ~'DICKIN- SoN~'~ ; .C. MST M. ~C~~~£ C4I~ST~UC'~ION, I~~. , a C.al~, . • forn~a cc~r~oration;~ Boone construction Inc. a ~allforn~.a corpora- t,ion, and ~a~t M. ~~one, ndividua lly- and J~m~y Boone, ~.nd~~r~,_ dual ~.y,_ end ~3nited .States Fidel it . Y and Guaranty Company, oh~© ~asua~.ty Company, Kayal Insurance Com . pony, Great ,er~.~can In- s~ranc~e Company and Fir~man'$ Fund Insurance Coma • P ny as their insurers with respect hereto hereinaft ~ er collect~.vely '°~aC~d~"' ~ ; d. I~EO V. JoI~ES, INC. , a Califor • nla c~r~poratlon, Leo V. .Jones individually; Don Jones Constructi on, Inc., a California corporation; Dan Jones, indivduall • y, Karen Jones, individua3ly~;Don and Karen hones . dba D&K Dompany, Gwen Jones; Aetna Casualty and Suret Dom an and Do Y P y ntinental Insurance _2.. ~~p~-ny ~~ t~~ i~r ~.n~u~~e~r pit ~~~~~ct ~e~~to . h~e~r~e ~~na f ,. ~ t~~r cal ~~ti~-1 '"JON£S~' ; end - ~ } ~ . F~R~' S ~"~dND TNSiJ~NC~ CoMPY he ~ ~ re~n~ft~r °/~IR£~lA,'~ ~'UND'~} ,.. a~ liabilit f nsu~~~ f~~ SU ~ ~R~S~ ender its poi ~~~ numbex 2-I9-~-263-77-1~ end ~~en+ewal~ or rapl~cament thereof and excess insurance ®1i~ies. P ARE ~C~IDN~ ~. Tbis agreement relates to and affects the ' follow~.n~g actions at law: a. Sunrise Unlimited v. B. L. Dickinson ~t a ~.. , Kern County Superior court Action Nur~ber 181818 t ' o wh i ch S'~TN RL5£, DIC~~NSCN, B~4~tE and ~'CI~ES are parties in one or move capacti~es~ as plaintiff, defendant cross-com ` plainapt or grass-defendant, b. R. L. Dickinson Inc. ~. Sunrise ~3nli~' ~.ted , Kern County Superior court Aotion Nu~b~er 1~53~~, in which DICK INSC is p3aintf~`, .and SUNRISE and a nu~ber of ' n ' ~. d~vZduals (exclud- in Joseph Alexander and Alex Lu a assoc~.at ' ~ 3 ed with S~3I~ISE, together w~,th Denxo, Inc.. , are defendants c. Neitzel ~, Sunrise ~3nlimited Kern Coon ter Super.- . or Court Action Number 187520, in which Carl Vii. Neit gel, Kath ~n ~. Kinoshita and Eo~ward R. ,and ~landa ~u Le~ioh a re plain-- tiffs, and St~NRISE, DICKINSON and $UCNE are defendants• d. Hardist v. Golden Salle Inc. Kern Cou my Superior Court Action Number 18~3~8, in which Sohn L. . and Dianne E. Hardisty and Alan A. Robbins are Taint' p offs and SAN RISE, DICKINSQN and BooNE are defendants; _3_ ~ -, ~a11 a. Sunrise '~nl ~mit~~, ~c~xn ~~aunty ~u ~~ir c~u~t ~1~ti~n ~u~b~~ ~~~~a~, in Which ~~~~~ ~,. fall any c n- thi~- L, fall axe plaf ntif f s ,nd SNNRISE, a1~CKINSO~ and Soo~B ~~~ de fe~dants . .. f . State ~a dire and Casu.~lt ~cm an a. ~le~ran- der-Lu~ e ~ ~ssoci~ates Inc, , Kern County ~Sup+ericr court fiction __._.__ Number l'~7 02 5 , in which State ~arrn ~'~.re and Casualty Cam an is P Y plaintiff. and DICKINSON, SUNRISE, BOO~1E and J4NE5, inter alia, are defendants. T~I~ CoN~ Road RS ~ 5. Certain disputes have arisen among. the parties to this agr~eernent, and among some or all of them and others nct parties to this agreement, with respect to the claimed slope :and soil ~.nstability, settlement and diff~~ential movement, either past or .future,. of certain natural ~or artificially-placed soil ~aa- terials on Tracts 3~33~ and ~933B, and the slc~~ae constructed on the ,boundary of ~'ract ~ 4 ~ ~ which is cont~.c~uous to ~'r,acts 3'~ 3 3,~ aid 3~~~B. It is claimed that said soil instability, if not repaired and corrected, may adversely affect the habitability or the suitability for. development of some or all of the lands, within each of those tracts. Each of ,the parties to this agreement contends that some other party hereto, or some other person, firm or entity not a party hereto, is factually or legally responsible for said slope and soil conditions and each party hereto denied its own responsibility for such conditions, if any, Commitment has been reached with Granite Construction ,Company of Bakersfield, California, to carry out repairs to the -4 t1 ° } w ' : ~ub~ pct p~r~pettias, for th+~ a roxi~at~ pp ba~z c~ntraot Pri~~ o~ ~9~3,000, nit dncludin two ~~ntin encia ~ 9 ~ totalling ~1~0,000; and not incl~din~ utility relocation ax eases en p gineer~,nq and per~it fees, proj~~t ad~inistration and o _ they incidental +co.sts . ~U~~~~, as .part. ~f thus a reement, i~ to rov d ~ p i e supervisory and administrative servfces,.with yes ect p to such repaf rs. A11 ~~' the.. parties hereto agree that Alexander-Lu • que ~ Associates, Inc . , together with Joseph Alexander and Al e~c M . ~ _ Logue as prln cipals of .that firm thereinafter collet 'v ~ t1 ely Alexander- Luclue"~ as the- soils en~in~ers for the deve3o me p nt of ~'racts 3933A and 39335 and incidental) thereto the slo y pe constructed Qn the boundary of ~'ract X487, were wholly or far e1 r~s on- '~ ~ ~ Bible for the soil conditions referred to _ above. ~lexander- Lugu~ and its i~~ure~, State. Farm Fire and Casualty Compaa~y thereinafter -'State farm"} , have failed a • nd ~~fused to contri- h~te to the cost. of n~ecessa ~e airs and p the expense to the part~.es hereto, for carrying .out neces ar re airs i.s y P ~ corres pand~.hgly increased, Thee art3es hereto hav P e resolved to fu.r- then pursue their claims a ainst Alexander-L g ague and State `arm, as set forth blow. ~~~~~~rs ~n consideration of the mutual romises covens P ~ nts and representations herein, each of the artier hereto a p grew as .follows: b. SUNRLSE shall contract with Granite Construction C om pay, or with such other and additional contractors or en i- 9 veers as it may see fit, to car out the re airs rY p and recon w~s ~,-nL :.~ .. struction of the suDj~ct property, substantially in conf~rnance wit the plans and specifications prepared and submitted by ~'rd ~. babe ~ngineerf nq, inc. , end ~~~1RIS£ ~hal1 bye ar all posts and expenses associated ther~evith, including construction oos~s, contract.~uperviaion and administration unlit y re 1 oca ~- tion, ~ngin~eering and other deli n rof ass ' g P zonal services, per- ~ait fees, ~ course of construction insure nce, and all other ex- p~ens~~s of any kind or nature whatsoever. A true and correct :copy of the. Granite-Sunrise contract with attached plans and sp~caficati~ons prepared by Fred N. Rabe En . gineer~ng, Inc. ~s a~t~ached a~s Exhibit A, and b this refers y nce made a part here- ~f. Granite, Rabe and all other cont rectors, en~glneers or other d~s.~gn professiona~.s shall be with r . aspect to said work, fully ......w .~~..~..~ ...~ ../..~.~~~...~.rn..~-.. ..r... r. ~r~+J"~""`~""'.~--. .r ~~.. .ter...... ~--~.~ _~~ ~.~rr~...~..... .~~r~.~~.......... ~~..~~~~~~~~~'tir..... ~.nsured-, and the roce.eds of an 5uc ' p y h insurance shall be ap- ~l ied by S~*~R1S£ to the fu~.l .and sa , tlsfactory completion of said work. The liability ~. units of such insurance shall be ~~0040,000~~ and sU~RISE and DI~KISQN s hall be named as add~- tional insureds thereunder. ~• ~~~~IN~ON shall afford to sU~RISE, and its contr act-ors and engineers, ~easonabl~e access to the work site . or sites, including but not limited to access acrQSS those la nds known as Tract 44$?, and shall afford reasonab3e equi went and mate ' P ra.als storage. sites and a stockpile site lying generall in the Y southwest portion of Tract 4487, to the extent reasonabl - y nec essary to carry .out the work contemplated. by Exhibit A as is or as it' gay b~e modified or amended and a rov _ pp ed under Para graph 37 hereof. -6- ~ i. r_r ~ 0 ~. ~ ~ o~tE shall ~a~ tc~ ~st~I~RIS~ in t dra .u~. _ ~t or draft~r jade payable to "'sunrise Unlf~ri~t~d~- the gum o f $~0~,0~0~, within 15 days o~f the final execution .and- ud~ci~l ~ apps®va1 hereof and sha~.l ha~~ r~o further int~er~st in the rye turn cr rep,ay~nt of that amount ~exclusiv~e ~f accrued interest }, whether cr not fuliy expended in,care.in outt~e re a' • ~ g p ors described here~,n except as hereinafter provided in pare ra hs ~~ ~ p , 21 and 22. Ui~RISE shall deposit said. $00,040 and the c ' ontr~but~ons pro- vided for in Para~ra hs 9 and- 10. int. • F o an insured interest bearing, account with- Bank of America in • . Bakersfield, Califor- nia ; after sUN~IS£ hash ex ended .for su • p ch work the .total prln- cipal amount of $1,343,400 ~consistin of the. X00 . g a ,000 contri- bated by or an behalf of BOQNE $4 08 0~4 ' - ~antr~.buted by or on behalf of DICKLSa ~3~~00d contributed by or on behalf of . ~JOI~ES, and $~00, 000 cohtrbuted by or an behalf cif S~' ~ l E, all as provided here.in~, then the accrued interest on said ~~OO,~oo ..shall first be a~railable to Sunrise to a for an p ~ y and al ~, cast ©~erruns incurred in connection pith the recc~nsti-uction ~ nder Exhibit. ~, as is or as it ma be modified o Y r amended and ap- proved under Paragraph 37 hereof; the remainin r .. ~ acc~ued later est on the said ~~00,000, if any, shall be distributed to 80 ONE within 30 days of the expiration of the one- ear wawa ' Y my per~- od far such reconstruction work, For purposes of calculat' 1 nC~ such interest distribution, if an ,the contribut' Y ions of BOONS, DICKINSON and JONES shall be presumed to be expended from sai d account in proportion to the amounts of such contributions. ..?- `~ x ~ ~ o DIcKI~~oN aha 11 pay to ~~d~I S E n i e bra it ter bra f to ~a~e ~a~ra~b3~~t to ~-~~unr ise~ Una imp tt~~ "' h t e sum o~f ~~~~,U~D~p, ~~t}~~ ~n 1~ ~ay~ of the f~~nale~~ecution and judicial approva3 here.. off', and shall have- no f~~rther i~nter~est fn the return ~or re ~~a ~. P ~' gent of .that mount, whether or not fu 13y axpen~e~ in car ~n ~ ~ out the r~epaira described herein exc~ t p as hereinafter provi~- ed ~n Paragraphs 19, 2D and 22. StJNR • ISE shall deposit Bald $08,000, and the contributions rovided P for In Paragraphs 8 and 10, ,into an insured interest bearin . g account with ~an~ of ~nerica in ~ak~rsfield, California after SUNRISE has expended for such work. the ,total rind al amoun p p t of $3,33,000 ~con- sistir~g of the $b04, 040 contribute d by or on beta l f of EaONE . $408,~Op contributed b or on behalf y of DIC~~N~pN, X35 ~ +04.0 contributed by or on behal f of JONES and ~~00,000 contributed by or ran .behalf of SUNRISE ,aII as • prflvided herein} , .then .the a~cru+ed interest on sand $408, D4~ shall firs t be available to sunrise to paY for any and all cost overruns inc r u red ~n c.on- nec~ion with the reconstruction under . Exh~.bit ~, as is or as it .may be ~cdif ied or amended and a roved Pp under Fara~raph 3 ~ hereof; tie remainin accrued intere ~ st on the sa~.d $408, 000, if any, shall b~e distributed to Dickinson within 3Q days of the e~rpiration of the one- ear warrant y Y period for such recon_ struction work. For purposes of calculatin • g such interest dls- trbution, if any, the contributions of BOONE, DICKINSON and JQNES shall be presumed to be expended from said acco • unt in proportion to the amounts of such contr' ~butlons. ..g_ ' ~ a . i i~ i ~ ~ ~~ ~ ~ I 1 ~ 1NPI~~ ~ 1~ ,~ ~ { rett or dref s ~ Pa _~`de the sum of $ ~ 5 ~ ~ , +~~QQ, ~+ithin da ~ ~5 ~ ~ .~ sp.pr~va~ hereof, snd s ~ ~n the return ~r rspeent ~f th 1y expen~~d in csrr~ing gut the red, _. ___-_ __ ...,-~.~,, ~t-~-,~-i-n . StINRI ~E Sh$11 de 0 '~ sjt said.. $35 OQO snd the contributions prodded for in Para ~9r~phs ~ and 9, into an insured interes • t bearing account wit h 8an~ of erica In Bakersfield, Califoxn' . ia, after SUNRISE has. ex pended for such work the total princi~al am p punt of $1,33,000 r ~, t~onsisting of . the $~00,Q00 contributed by or on behalf of B0 ~; ~ ~ l oNE~ S~os,aao cont~•.~buted bar or on behal f of DICRINS~~, $35 ,OQO contributed by gar cn behal f of JON ES, and $3a0, 000 cost " - ~ ~ ~ - ributed by or on beha~ f of St3~RISE al ~, - - as provided herein} , then. ~- the accrued J interest on said.$~~ ~ _ 0~0 shall first be ava . $lable to Sunrise t pad for an. and al o ~' l cost ov~~•~uns incu . rred ~n connect,ian pit . the taco h ns~ruotion under Exhibit. • ~, as ~s cr as it ma ~ be m od i fied or amended and a PProved under Para~rd h 3~ . p hereof,' the regaining accrued interes t an the said S35 +400 ' if anY, shall be distributed t~o Jones • within 30 days of the e ~plratlon of the one-dear warranty period for such reconstruction nor k . For purposes of ca3culatin such . g ~.ntereSt dlstrYbutio • n, if any, the contributions of BOONE . DI , C~INSON and JONES shag . 1 be presumed to be expended from sa i d account in pro-ortio P n to the amounts of such contributions, _g.~ _ ~'+ 11. !'IR~#~'S FUND shall take pa- ants on behe Y~ ~ f ~~ sU3~ R1sE, under its policy of liability insurance issued ~. tc~ ~~3N Rls~, as follows: a. For de~na~ges due to emotional distz~~ess ~ ~ To Ber+del ~ i~. Dickinson, the sup of . ~SU, ~OOO~, tip To N. R. Dickinson, the sum of ~~ ~ . ~ 00, f i i ~ To lobe rt A . Wadsworth , the sum o f 5 . ~ 0, 000, and ~ ivy fio hors M. Wadsworth, the sum of $~~ 000 b. ~ For damage to real propert to ~. L."D' Y lckinson, Inc., and-R. A. Wadsworth Builder, Znc. the sum of $3?0,400. 12. FIREMAN'S AND shall defend and settle, or if neces- nary pay all judgments upon and. indemnif and hold ha Y rmless all parties hereto from al i cl a inns a a~nst an o f the g y parties here- to as ~ss~rted in, .the ~eit~el v. Sunrise ~lnlimited Mardis. t v. ~ol~en y~~.ley, ,~a11 ~-. Sunrise Unlimited .and State . Fay Fare & casualt Com an v. ~,lexander-Lu ~ & ASSOCiates Inc. ac- tio~s, as to these- parties and cla.~~s resentl alle e - P Y g d there in. 13. All parties hereto shall promptly dismiss with r ~_ p e~ udide all complaints or c-rocs-complaints a ainst one .snot . g her., in any of the actions herein above referred to and shall. and hereby do waive all rights of indemnity or subrogation a ainst 9 one another which arise out of or which are or based u on w p hat the parties now know or should know could be asserted in an y of those actions; provided, however, that cross-com Taints or p _lp_ ~l~i~s i~r i,ndemnit ~or aubr anon ~ ,e- ~ _ ~ g in~at ii~s ~ •ntitf ~s or individ~al~ not arties to this ~ ree~n P , g ent are not her~aby waiv- ~d, aid are under this agreement a ecificall r • P y p eserved , and provi~l~ed further that ~1CKI~SON s eci P fitally wives alb +claims against X11 named defendants in B. L. D ickinson v. Sunrise Unl i~ited, xef erred to in Paragraph ~ , b. hereof and shall . disa~i~s said action with re ' udice when ' P ) and 1 f requested to do ~o by ~'1RE~~-N'S ~'t.3ND, but not be-fore ursuant . P to the prov~ts- ions of Paragraph 2~. 14. It is estimated that the reasonable time necessary to complete the work contempl~ted.~ by Exhibit A, as is or as it may be modified or amended and approved under Para rah 37 g P .hereof, from commencement through notice of tom Iet'o ` . p 1 n, 1 s 9 months . SUNRISE sh~l l i~se its best efforts to accom ' s~ • pI i h the complet3o~n ~of the work.to be performed under Exhibit A as ' is or as ~t may be modified or amended and a rowed under P Pp aragraph 3~ hereof, aid to restore that portion of Tract 4~~7 which 11es In '.the area to be reconstructed .and. the areas thereof used to facil'- 1 fate the reconstructions pursuant to paragraph 7 hereof to s ub- stantial.ly the same condition they were in immediate) befo y re comr~encement of such work, within 9 month$ of the date of a _ PY meat of the amounts provided in Para ra hs 8 and 9 g P hereof. To thie extent reasonably possible SUNRISE shall c ause the work to proceed in a sequence which will result in the tom letion of P the reconstruction of, the slope itself at the earliest ossib p 1e date. SUNRISE shall accomplish full compliance with Exhibit A, as is or as it may be modified and a roved under PP Paragraph 3 ~ -11- here, end shall co~plete the recona ._ trucked slope ~n coy ~ i~ ence with a31 applicable la~as atatut yes, budding codes, r~ u- lations or other requirements im Deed b en P Y y governmental eu~ thor ity . ~~ the event _ JoN£S f a i 1 s to ~aa~e ,~ p yment of the aura of $ 3 ~ , oU~ as pr~ovi~ded here f n then the other parties to this agreement shall make up that shortfall b contributi ' Y one 3n the proportions set forth in Para ray h 19 ~ P hereof, and shall all be entit;~ed to pursue any remedies for ' such failure,. in the same proportions. SUNRISE .shall indemnify and ho3d ha -----.--__..____ _ __ .. __~. .. _ _ . _ _ .. _ ____---_____ __ .~~.~s.~.~._..~~0 ~3 E , DICKINSON and JONES fo_r_ an and all Tutu .._...__.__. - -_ ._ .~_.~Y re cI a ims d. ama _ -- ----_ _ .~. _. _. _ .__ _ _._- _ ._ ______._ _____ ~ _ e , liability or expense accruin to . . _ . g them,. and shall defend then in all actions. brought or threatened a -.--~--..-- ga~.nst theca with .respect to claims arising out of an faults or ' __.__ Y defects In the reconstruct- ed real property, the location and ~ . :.._.._... _..._._..___.___. _ ._.... _ _. _.. _: _... extent of which is set forth in, and shall be determined b referee Y ce to, Exhibit A, as is or as it gay be codified or mended end a roved pP under Para graph 37 hereof . St~'NRISE' S inde~nni f icat~,on of BONNE DIC~I~vS{~N ~~d J~3NES sha11 ~.nclude, without limitatio ° n, any C~a1~s' debts, liabilities, demands, obli ations 9 ccsts, expenses, damages., actions .and causes of action of w hatsQever k~.nd ar nature, .caused in whole, or in part by an act or omiss' Y pan of SUNRISE, any contractor, subcontractor or an erson ar o ° Y P rgan12at~on directly or indirectl em to ed b Y p y y any of them to perform or furnish any of the work pursuant to Exhibit A as is ' _ or as it may be modified or mended and approved pursuant to Para graph 37 ~ereaf, or anyone whose acts an of them • _.__ ._--_._~.__ ~_ may b e 1 ~ a b 1 e for , -~,~- e r~gardl~aa ~f wh~thar or not a~~ch era paused in art b _ ~ y party f nd~~nif iad hara~hd~r, or arise or he i~ o~ad b haw. P Y ~.~. Each party to this agrae~nent ~eraby waf vas all con- f~.ic~~ of interest wh,~~h gay oth~rw~,se exist ~~twe~n it self and any other party to this agreement with respect to the defense or prosecution of any of the actions referred to in t _ his agree gent including any subragation or indemnit actions ,- Y contean plated by this agreement but not yet initiated ,but onl y to the extent of and with respect to claims or liabilities w h ich are hereby compramis~d and settled anion the .artier here 9 P to. The purpose and intent of this agreement for waiver of con- flirts of interest is to permit a single attorne~ ar law ' ~ f z rm to represent the interests of all of the parties hereto in any such litigation; th~.s agreement is intended s ecifcall P y to be in ~onfcrzaance pith and in satisfaction of ~alifarnia Rules of Professianal conduct 4-10~. and 5-1~1. lf. Each party to this agreement represents to and cove- Hants with each, ether party hereto that it is not pres~ntl y aware of any claim asserted by any firm, entity or individual, by reason of actual ar threatened soil instability,within Tracts 3933A or 3933 or the slope constructed on the boundary of .Tract 44 ~~ , o~t~er than those which are the subject of the actions identified in Paragraph 4 of this agreement. Exce~t as P provided in Paragraph 14 hereof, the parties furthermore agree that, with respect to any presently-unknown claims which are asserted in the future against any or all of the parties here- to, the parties hereto have neither agreed to defend or indem- -13- ;,~ 1 ~i f Y one mother, nor era ivad an ri ht y ~ to demand or ~nforc~e +~n Y defense, indemnity or other ri hts a a ~ g inst one another,. ~r against any other ger~an, firm or ~entit Y nat a party hereto. The pa.rti~es hereto ac~nowled a that on a ~ ~ y 7 and ~, 1~~7, ~St- -RISE was contacted by the owners of Lots b and. 7, Tract 3933 .Unit ~, who have requested SUNRISE to ins ect their . P properties; however, these owners have not et jade a • y claim aga Inst stSN- RISE. - 17, St3~RISE agrees to release and ex un e t ' p 9 he l~s pendens which it has fi3.ed against Tract 448 'n ~ connection with the action id~nti f ied in Sara rah 4 . b . ' g P ..hereof, within ~~ days of the- final execution and judicial a royal of th' pF zs agreement. 18 . FIREM.~N' S FUND shad ~. , at its sole cost and. e~cpense, _ _ seek recovery upon all claims which any ~f the artier P hereto may Piave against Alexander-Lu e and state. Fa ~ rm, or any other person, firm or entity ..not a part hereto axis ' y ~ 3ng out of the conditions and repairs which are the sub ' ect o . ~ f th~.s agreement .the, parties agree. that FIREMAN ° S F~U~1D steal l d~.l ig~ently use ats best efforts to bring or maintain such action • or actions as ~t _deems fit for purposes of asserting such claims i n the name of any or all of the parties hereto. .The artier sh p alI execute .all assignments, agreements, substitutions or association s of attorneys and other documents ; sha 11 afford reasonable access to employees, witnesses, experts, documents and rec ' ords within their possession or control with the ex ' ception of attorney_ client communications; and shall of fond a . 11 such other coopera- tion as may be reasonabl necessar for the ~ ' Y y prosecution of such -14- J, r 4 '# ._ ___~,=-~cti~ns or cai~ectian an eu~h cl~i~s-, n , I the went FIRM~~1r1 ~ ~~D determines got to ursue or further ursu P p e Alexander Line or Mate Farm, ar both, ~t ~aY solicit an offer from Y either or . - both of them far purposes of tr~i erin t e 9~3 9 ~- praviaions of Para- ___~_.~~.ah ~3 hereof , in such event., the other a t pries to this agreement sha ~, ~ first be flf f eyed a reasonable o o ' PF rtunlty to i ~ take over the position of FIR£MAN'~ FEND, and if ..such - ~ oPpor tunny is taken then FIREMAN'S FUND shall thereu on have P no further interest in the outcome of such litigation. or an - y pra needs thereof , but FIREMAN' S -FUND steal I in that event be en- titled to the benef~.ts of Paragraph ~3 hereof . 19. The proceeds of the.. settlement of car judgment u -ors p the claims of any or all of the parties .hereto as a a~.nst _ g A1ex- ande~-Luque yr stateFarm, or others as rov' - ~- p ~ded herein ~ pro- . seeds"} , shall first be allocated to re a ent to FIRE 1 P ~ MAGI S ~'~ for its legal expenses, costs of suit, consultants' a nd experts' expenses and other casts excludin onl ~' { g y I ~EM~AN s ~, FU~+iD's direct administrative costs incurred ~ In prosecution of and co3lection upon those .claims ~~`ltigation a ense ~ ~. If repayment of litigation expenses is sought the parties hereto shall have the right to review all documents su ortin FI - PP g RE MAN's FUND's litigation expenses and to contest the reaso nab 1 e - ness of such litigation expenses by demandin arbitrat' - g ion pur suant to paragraph 31 hereof. With the exception of such re- payment of litigation: expenses to FIR.£MAN'S FUND, no art P Y sha~.l have priority. over another in the distribution of ro- P seeds except as herein provided. After such re a ent the P Y~ , -15- p~ro~c~e+~c shall b~ i l l~c~-t+~c~ ~~an~ DI CKINSflN' ~ in~rur~ .. nc: ~~ r tiers, NE's i~sur~nca ~~rriers S~NRI~£ n a d F I RE~i ~ ~`UN D, ~nly~ in Pz~P©rti~n to their res ectfve can P trfbutic~n~ to ,~~t- tl~e~t or repair; ~s h~er~inaft~er def in~ed: s. 'The contribution by or on ~eha1 f ~f S~~'RIS~ subject to the provisions of Paragraph 43 hereof , shall be . c+~nclusively ~~emed to be $444, 440, cans~st~n of a tax' ~ PP lately $240,UOO in cash contributions to costs of r~ a' • P lr~ $100, 400 as the reasonable value of supe~r~.san of re airs to P be .performed. un-der Exhibit A, as is or as it ma be modified o Y r amended and approved under Paragraph 37 hereof; and $100 00.0 as a pro~risional contribution b reason of the failu _ Y re cif A1.exan der-Luque or State .Farm to partici ate in settlem P ant of the underlying litigation; b . Thee contr ib~t i on by or ~n baba l f o f ~aD~tE sh a 31. be cQnc~.us~vely dee~e~ to be $x'0'0 - 4.00, paid. in cash 1~0 $ ,OQO of ~ahch constitutes a provisional contributia n by reason of the failure of Alexander-Logue or State Farm to artici ate . P P In settlement of the underlying litigation; c . The contribution by or on baba ~. f o f DI CK INS~JN shall be conclusively dee~ed to b~ $~08, 000, paid in cash $10~, a04 of Which constitutes a rovisonal con ' P tr~butlon by ,reason of the failure of A3exander-Logue or State Farm to ar- P ~ticipate in settlement of the underl in liti • y g gatlon, d. The contribution of FIREMAN'S FUND sub ' ec ~ t to . the provisions of Paragraph 41 hereof shall be co ' ncluslvely deemed to be $g05, 400, com used of 1 the 570 _ P ~ ~ $ ,040 cash pay -15- ant fcr ~~ttl~tment of '~h~ D~ckin~~n ~r. ~u~nri~~ pct icn ~~ f ~ rr~d t+o ~bcv~; plus ~2, X2.04, U00~ ~b the estimated tote . 1 cost, net cf ~,~lv~aq~ f f ~n~ end ~exciusf vie ~~ ~ttern~e s' f gees ~n Y d ~t?~sts, ~f ~~ttl~ment of or pay~ent of judgments in ~~e Neit~el v. unr~.se Unlim.~t~ed, Hardist v. ~olde~ y~ll~e Inc, an _.._...,.__~. ~' ~ _.._,.~ ~ Ne 11 v , S~unr~.s~ Unl ~.mited actions referred to above • ,- ,plus (3~ ~13~, OOO, as the net cost to FIREMAN'S FUND for the set dement of proper- . ty damage ~clai~ns previously made b and resolved w' Y ~.th Mr, and _. Mrs. Alton c. Little, with res. ect to or arisi P ng out of damag~eS. to a single family dwelling located at 3429 Mee dow vista Court, Ea.kersfield, California, being located on Lot 5 4 of Tract 3~~3A. e. JONES shall not participate in thQ proceeds if ar~y, from al~~xander-Luque, State .Farm . or an y other person, firm. car entity, as a result Hof the recover of farts ' Y provided for ~ herein. f. The interest of the parties to this a regiment g , except JUNES , to proceeds of such recover after y~ repayz~ent +af 1 it igation expenses to FIREMAN' S FUND a ~ ' , nd subject to the re- cove ry limitations set forth in Paragraphs 20, 2I and 22 he ~~ i 4f, and subject to further ad'ustment ursuant t • ~ p o the prove s- ions of Paragraph 41 hereof, shall be as follows: UN S RISE, 17.2g$; DICKINSON, 17.b4$; BOONE 25.94.$; and ~ FIREMAN S FIND, 39.13$. 20. At such time as DICKINSON has received $1x4,000 in repayment from Alexander-Luque, State Farm ar other ersons p , firm or entities under the terms of this a regimen • g t, then its _17_ C r 1 ~ #r~terest in all further xoceeds ahal P 1 cease, and further ~e- c~~reries hereunder, f f an otherwise Y, allocable to Dl~~tl~lSO~i shall be distributed to the.remainfng ~erti~s in ro 0 p P rtfon to heir respective ~contributfons as sat _ forth f n Paragraph 19 . ~ i . ~-t Bauch .time a BoON£ has received 100 - ~ ,004 in repay meht from Alexander-Logue, State Farm or othe ' r persons, flan or entit.~es under the tuns of this a reement th q en its interest ~in X11 further ,proceeds shall cease . and further recov~erles hereunder, if any, otherwise allocable to ~C~4N£ shall be dls- tributed to-the remainn arties in ro o g P p p rtlon to theyr re- spectzv~ contributions as set forth in P aragraph 19, 22. ~t such time as SU~i~ISE has received ' $100, 040 in repa~rnent from Alexander-Lu e, State Farm o ~ r other persons, f inn or entities under the terms of this agreement] then its interest in all further r~ceeds she P 11 cease, and .further re- coveries hereunder, ~.f an otherwise al Yt locable to SUN~IS£ shall be distributed to the remaining arties in ro . ~ p p portion to their respective contributions a s set forth ' 1n paragraph 19. ~3, If a settlement offer is made b Texan -~ y der Luque , Mate Farm or other persons, firms or entit " ' les against whom claims are brought under this agreement, then all arti+e p s here- to not agreeing to accept such settlement shall pay to any partyhereto which does wish to ,accept that settlement the amount .which the would-be settlin art would of ' 9 p y herw1se re- ceive from said proposed settlement under the t ' erms of this agree~aent. The proportion of the non-settl in arties' cunt ' 9 P r~- bution to the purchase of the would-b e settling party s share r~}{~. -'~ . r ~. sha~1 be sub ect to ~ separate ~ ree ~ ment ~monq the non-~~ ttlin~ perti~rs ~t .that time; but in the absence of such reps rate ,grce~ent then the contrib - ution to such purchase sha~1 be in proportion to the non-settlin , q parties ~contribut f one ss set forth und+ar Pa~ragra h 19 e • p boys, exclusive of the ~cntr'ibution of the would-be settlin . 9 party, and exclusive of the • contr~bu_ t f on of any part whose y interest in the rocee p ds of this a re~e- ~+e n ~ t hereof has alr~ead been .• Y ext~ngu~shed by a en pym torby ,previous buyout hereunde . r• The would-be settlin a g p rty s in- terest in the total rocs p eds of the recovery actin n shall then be distributed. anion, the g non-settling parties in r • P oport~on to their contributions to the purchase of the sett , ling party s share, and the would-be s • ettl~ng party shall have no further _ lnteres,r In an fur ' Y ..then recoveries jade urs P want to th a s agree- ment. 2~ . This ag: Bement shall not be b~.nd.~ng upon an o Y f the parties hereto until the set tlements of the Sufirise ~ • D~.c~Cln- ~oh action a:nd the Dick' • -- inson v, Sunrise action have b Ben j udi- cia3ly determined b the Y Eern County ~uperiflr Cour t to have been in good faith, ursu P ant to the provisions of CC P § 877 , b; +~ach party to this agreement shall made best efforts t' o present application for and to obtain a favorable ruling with res pect to such determinations. 25. Except as otherwise rovid p ed herein, It is understo od and agreed by the parties here • to that this is a full and f lnal release of any and all cl • • . alms arising out of the facts an d circumstances, referred to in this agreement. Each party to .. .r ~ Q .~ ,n • . ~~ ~` this ~~r~~~ent ~ r~+~~ ~s a iurth 9 r ar c~niid~r~-tion end induce- ~ent for this oompromfse settlement subjact to such ~xceptfons ref~~r~d to in Paragraph 1~ to wive the ~rovf lions of dal i- fornis ~iv~,I Code ~1~~~_ ~hi~h rov • p ides ~s follows. ~ g+~ner~ l re l ea~s~e does not extend to ~lei~ns which the creditor does not know nor sus ec to ex' P t Est ~.n his favor at the time of ~xecu-~ ti~ng the release, which if know n by him must have Materially affected his set- Clement with the debtor. 26. each party to this agreement recd.niZes the o • ~ p ssibi- lity that its losses, dams es or ~ expenses known at present may A be detezmined to be greater in amount than now known, aid the possibility that it .may have sustained losses da wages or ex-- per~ses in connection with the sub'ect matte _ ~ r _heretf which are not yet known, suspected or antici aced. ~ - - - P Howe~rer, each party. hereto, in consideration of the makin o g f payment of the afore- said sums by each of the other artie • P s hereto, and in consi- d~ration of resolving the liti anon g .and disputes herelnabove refereed to now, rather than. at some futu re time , wishes to risk the possibility of any and all such ossble f p uture detri.. went, and therefore does hereb release all Y other parties here- to o~,and,from any and all claims based on ' such possible future de~•elopments. 27. This release is freely and voluntaril ' y entered into, and each party to this agreement hereb author' ' Y iZeS its attor- neys of record to enter dismissals with re'udice of t p ~ he ac- tions hereinabov~ referred to as to each other party hereto and as to Denio, Inc. _2 ~_ ~ry ~~ o tech signatory of this a~greemtnt htreb ~ its Y ~p s3y ~'tpre~ents end ~arrents that he or shy is a~uthori x~ed to act for and on behalf' Qf Lech of the arties for w p hick he or zhe ~exe- ~u tes th~.s egree~n~en ~-s shown on the signature a es h~ , P g roof, and, as to peach corporate art hereto each P Y sf gnatory ,and each ~~rty on whose behalf he or she executes this a _ greement repre . sehts that good. end sufficient co orate auth~ri~at~ rP lon t~o enter into .this agreement has been dul issued • y and is valid as of the tine of execution hereof . 2 9 . . 'his agreement may be executed in parts , and sha 1 1 become fu~.l~y valid and bindin u on all art ' es g P P z hereto, when the last of such signatures has been affixed, and when the good-faith settlement determinations referred to in Para ra _ _ ~ P~ 24 hereof are jade and become final at the 5u eror _ p Court ~. ev el. 3 U . It is understood .and agreed that this is a coin rom P ~. s e settlement of da.sputed claims, and that the payment of the consideration for this agreement, or the doin o g r forbearance to da .any thing hereunder, shall not be deemed to be or co. n str~ed as an admission of liability of any .party hereto to an r y other party hereto. 31. Any controversy or claim arising out of or relatin to this agreement, or the- breach hereof , shall. be settled b Y 0 binding arbitration in accordance with the rov' p lslons of CCP §12;80, et seq.., and ,judgment upon the award rendered. b the Y arbitrator or arbitrators ma be entered in _ Y any court of com patent jurisdiction. -21- 3 ~ . each art to this ~r raa~e P Y ~ nt ~h~-11 bear hi=, her nor ~t~ o~an ~.~ti~atfan tic eases includ n P i 9 wets, attorneys fees, inves~tigatian a~p~enses and the ~i~e Inc urred in the aotions referz~ed to herein . 33. This agreement is entered into in the State of c '- ~a 1 s. f~rnia and shall be construed and inter rated in accords P ace with .the ~.aws of the Stake of Califor ' n~a. 34. In-the event of litigation or arbitration to enforce any of the terms or provisions of this a regiment a ~ { fter the complete execution hereofj,. the prevailn art.- in su g P y ch d~,s puce shall be entitled to receive, from th.e art . p y against whom rights are established or recover is award Y ed, all reasanable attorney's fees, costs aid expenses necessari . ly and actua~.ly incurred . Such fees , costs ~or ex ~ en~es ~ ~ . p shall become and be enf oroeabl~ as a part of lthe judgment or a~~ara . ~~. It is contemplated by the a rties to thi P s agreement that payments to be made by BooNE DICRII~SC~N a nd JoNES under paragraphs 8, 9, and 14 hereof, res ectivel steal p y, 1 be ~aade by .their respective insurers, exce t to the ex ' P tent of deductibles thereunder, if any; and in the event of failure of su ch payment by or on behalf of DICKINSON or BOOGIE, but not b or on be Y half of JONES, then this agreement shall be null and void. 3b. If SUNRISE, or any of its contractors or su bcontract ors, are unavoidably delayed by labor disputes, fire, unusual delay in transportation, acts of God, adverse weather condi- bons not reasonably anticipatable, unavoidable casualties or other causes beyond tt~e control of SUNRISE orb dale y ys autho -22- `~~ " ri red by a1~CINSON, then- ti~ae for com Iet p fon of tha ~or~ under ~xhibf t 1~, as is or as it ma ~e modii~ed Y or emended snd ~ F prov+~d under Psregre, ~ ~7 hereof sh P all ~~ extended for each reasonahl,e time es SUNRISE end~DICKINSaH ~aey agree fn ~r~ting. SUNISE 8h~11 use its best efforts to $v aid ~-ny such delay, ~-nd shall xesume the reconstruction work as promptly as reasonably possfble after pan such dale In Y y the event of d~sa reement 9 as to the ova i 1 obi 1 ity or amount of such next ~ • er~slon of tlr~e, such dispute shall be resolved in accordance ' with the provisions of Paragraph 31 hereof. 3~. Yf there is proposed or re aired . g to be any anode f Ica- t on or aa~endment thereunder, Which struction of 'the any degree affect such modification only upon written of Exhibit A shall or may reconstructed the location or amendment approval they for the work to be erf ormed P b substantially affect the - con slope, or~whidh shall or ma to of the reconstructed s~.o ~~, then P shall be valid and effective reof by $erdell L. Dickinson or Robert A. ~ladsworth, which approval shall not b e unrea~onablY withheld. ~~. Tune is of the essence in car: • tying out the duties and obligations of the parties hereunder. 39. Notwithstanding the indemnity provisions of Paragraph I4 hereof, in the event SUNRISE shall co • mend that It has been. obligated to defend and indemnify DICKINSON fo • r a claim arlszng out of faults or defects in the recons tructed slope solely as the result of the unreasonable failure o f DICKINSON to approve modification or amendment of Exhibit A as roe' ' p lded in Para- ..~~_ graph 37 hexeat, thin SUNRISE ~aa _ y ~ pon the conclue ion of tuck c1 a i~, -teen recoup~nent from DI C~tI NSOH of its costs of def er~din 9 or indemnifying DIC~CI~Sp~, in an orbit ration proceeding con- ductad pursuant to the.provi~ions of Para rah 3 ~ p 1 hereof. 40. sU~~ISE shall use its best efforts to establish a ~ainten~ance district pursuant to fit • y of Bakersfield ~unlc~ a? P Cede ~13.0~ et ~., far th+~ ~aintenanc e of the area described in Exhibit B attached hereto. The various lots and parcels within such maintenance .district s , a ~dentl f red In Exhibit B, attached hereto, shall be assess-ed on the ba ' sls of the number of dwelling units permitted to be cons tructed on each such lot or parcel. such assessment shall not exceed • X100 per dwelling .unit per annum as of the time of formation • . of such maintenance d~.strict. DICK1HSaN shall. execute _all such documents, and. shall do all other things. which ma reasonabl b y y e necessary, to facilitate the establishment b SUi~RLsE of s . Y aid maintenance district, If for .any reason such Ana' . intenance dlst~•lct gs not established, SUNRISE and I~~CKINSfliv' a ree to g execute all such documents, and to do all other thin s g reasonably necessary, to adjust the property lot lines of abu • tting lots which are con- tiguous to the slope which lies within the area . described In Exhibit ~, so that the redrawn lot lines follow • the m1d11ne of the bench to be constructed on said. sloe a • p s described in -Exhibit ~, as is or as it may be modified or am ended and ap- proved under Faragraph 3? hereof; in that event, the owner of each such lot or parcel as redrawn • shall have exclusive re- sponsibility for maintenance of the slo a within su P ch lot or -~4- ` 7 t ) i. M p~ res 3 , ,i n ion f or~aanc~e w ith Exhibit ~, ~~a i~ or ~~ it ~a~ be god i f ~i ed ter ~~me nded an d approved ender Pars r~ h 3~ 9 P hereof, or in confor~an~e w ith :uch other re i rsment~a f ~ as ~a-y from time to time be lawfull i~ os ~ p ed. To the. extent sn down~lo Y ,pe 1 of f ~a not contiguous with ;en upslo ~ lot P or to the extent en ~ .. Y ~ . s3ope lot is not Conti uous wit ~ h a downslope iot, then th ' e r~spons ib 1 ity fox the tea int~enance o f the slope within such , of sha~.l be exc~.usivel that Y of the owner of the lot whie h has no such contiguous u slo e o . P p r downslape lat. If for an . y ~'eason such maintenance district • cannot be established, and the ad- ju anent of propert lines • • ~ as provided In this ara ra • P 9 ph is therefore re iced and ~ , if DICKINSON claims that on e or mare downs~ope Lots, which are not ' _ contiguous to an upslope lot _ have susta-fined ,diminution in • fair market value by reason - of the ~aainten~anee res c~ns'bi • F lity for the slope within suc h downslape lot, then DICKINSON shah ' 1 be entitled to com ensatio P n f or such di~cnution in fair market value ' in an .amount not to exceed $~o,ooo, ~~ the agg~e ate fo g r a i l such downs 1 ope lots .. T he amount of such diminution of fair mar ket value shall be deter- mined as follows; a. DICKINSON, FIREMAN'S FUND and SUN RISE .shall nego- -bate, in good faith to determine the amount of such ' diminu- b ons ; b. Failing to agree as to the am oust of such diminu- tian after such ne ' gatiatior~s, the parties shall submi ' t their dispute to arbitration • as provided In paragraph 3l hereof ; -25- c. ~iy sm~unt~c to b• paid to DI~~CI~SON ~~r ;uch diminution, as ~~ree~ or deter~nine~ b erb~t a y r t i+~r~, sha 31 be ~a i~d by FIR~~~N' ~ ~JND ar SUI~RI S~, ~r both ; d. fibs ~~m~~looatf on of amounts t~ be paid b ~~ Y R.E~N S ~'t~ND and .SUNRISE,. pursuant tc the terms of 'this .Para ra ~ ~ p 4~, shall be determined by negotiation between FIR~P~AN' S FUND and SUNRISE, ar in the event of failure to a ree then b g y arbitra tion pursuant to the provisions of Para rah 33 hereof. 9 A 43. In the .event that SUNRISE. or FIREMAN'S FUND s .hall make payment under Paragraph 4~O hereof then the am aunt o f such payment or payments shall~be added t the des ed can • tx'~.butlans ~ specified in Paragraph 15a and- ~9 ,hereof, as appro riots a P nd the,recovery interest proportions of SUNRISE _ DICKINSON, 80Q~E . and F~REi~AN' S FUND, es set forth in .Para rah ' g P 19 f hereo f, sha 1 1 be adjusted accordingly. 42. The partaes shall deep confidential the terms and conditions of this agreement, and s~ecifoall steal P y 1 not d~.s close the amounts, proportions of payment or other details of this agreement to any claimant a ainst SUNRIS w' g E ith respect to properties described in Paragraph 2 hereof. Disclosu re o f any or all of the terms hereof to any person, firm or entt not a Y party-to this agreement shall be made. onl u on wr' Y P ltten agree merit of all parties hereto or upon final and bindin ord g er of a court of competent jurisdiction. -2b- ~~fi£D: .July 2 ~ 19 ~? , SUHRIS£ UNLI~3I~'£D, a ~ Dint v~en- turn composed Hof Sundan~~ ~inan~ clal, Inc. a Calif+arnia c~a.~- poratf an, end Great ~n~erioan D~v~elopment ~c~mpan~, a C~~.~~~ r nin corporation By ~ Its yi/~. DATE: July 2 1987. Sundance Financial, Inc., a California corporation forme. k ray nown as Pacif is Scene, Inc ,~ ~ a California corporation fo rmerly known as Pac~flc Scene Invest- ments, Inc. , a California cot- potation, for ;self and as successor in interest to Co3de n ..valley Inc. , a California cor- potation Its , ~', ~}AT~D: July 2 9 ~ ~ ~ J . Great American Develop~Ilent Com-- Pany, a Califoia corporation for tsel f and as su~cc~ssor ~n interest to Financial Sce ne .Incorporated ~y ~"~ , y~~ -~'~' Its ~ 1~ ~!/''~ DA~~D: Ju~,y 2 1987. PILARA CORPORATION, dba S ilver- ~ate Realty -- $y Its v ', ~ ~ ~ ~:19~~. n• ~• DICKjNSDN INC., ~ chi- f ors i~ ~ccrp~ora-t f on; D ic~inso~- Na~dswort~ ~-ssoci~t:s ; .~ ~ ~ Co~~- p~ny, Frc j pct I ; D-~i Cora Fro e+ct I I • ~~' ~~ .. ~u i 1 d ~dswc~,~ ~~', Is~c. • , By ~,, ~ ~ Its ,~ DATED : 19 7 ~ - 8 , B Its DATE U : ~• _______ , 19 8 7 , $er~ell L, Dickinso n ,- DAT£D: 1987. I~. R. Di~knsc~n • j ~ DAT£D: 1 X87. ____ . ~~b~rt A. Wads~~z~th D~'TE D : 1987. f . ~ ~. Wadsworth DAT ~ ~ ~-' ~'D. 1987, Susan R. Wadsworth . V-i . DATED: June 3~ ~; 1981. DATED: June 3~ 1987. DATED: June 30 1987 DATED. Jane 30 3 9.8 7 .. MART M. BoQN£ CONSTRUCT INC. IoN,. ~ Ca3lfornla corp4ratlon -, /~ .,i ;~ i ~ , , 8 ~ ~~ !. Y ~ ~~ Its .President BooNE coNSTRUCTZON, iNC, a Ca3lfornia corporation t ~ -'' ~ ~~ By ~r~ ~~ ~ , ' Its President Mart M. Boone ~ ~ rte, ~~ / V~~// Jimmy Boone ;, DJ~T'ED:_~7~~f 1987. L£o V. JON£s , INC . , ~ Ca 3 ~ ~'ort~ i a co~porati~n ., By , zts .~ Leo V. Jones J Don Jones Co tructi~on, Inc.. .; By ~ ~ ~--. ; ~ ~ Its ;v . ~ ~ ~~r ~ ~. Don and Karen.JOnes d~a D&K Carnpany By Its ~~ Don J _~ ~J ,, , ~ r ~~ f / __ ~ G ~ ~,~ ~ ~ Kd t'e ~/ n Jones ,_ ~' ,Gwen Jones ~ ..--~. (~ ~! }}fit / ~ ~--~ ~ \`~ r ~ ~ V ~~~~~ ~ L ~~ G ~- ~. zE~~ q ~ ,~~, FI RERAN' S ~'C3ND INSU RAE COMP~~ 8~