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86-165 Vallco Park, LTD., Marriott Hotel / Vallco - "Court Yard" Wolfe Rd & 280, Improvement Agreement, Resolution No. 6995 • • rr Cittj of Cupertino • 10300 Torre Avenue P.O. Box 580 Cupertino,California 95014 Cupertino,California 95015 Telephone: (408) 252-4505 OFFICE OF THE CITY CLERK • • October 15, 1986 • • . Vallco Park Ltd. P. 0. Drawer V Cupertino, CA 95014 • • VALLCO - "COURT YARD" - IMPROVEMENT AGREEMENT • We are enclosing to you for your files one (1) copy of the Agreement• by and between the City of Cupertino and Vallco Park Ltd. , which has been fully executed by City Officials, along with one (1) copy of Resolution No. 6995, which was enacted by the City Council of the City of Cupertino on October 6, 1986. Sincerely, DOROTHY CORNELIUS CITY CLERK • CITY OF CUPERTINO • • DC/so encl. cc: Department of Public Works RESOLUTION NO. 6995 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO APPROVING PARCEL MAP OF PROPERTY LOCATED AT THE NORTHWEST CORNER OF ROUTE 280 AND WOLFE ROAD, DEVELOPER VALLCO PARK, AUTHORIZING EXECUTION OF IMPROVEMENT AGREEMENT: AUTHORIZING SIGNING OF PARCEL MAP. WHEREAS, there has been presented to the City Counci ' for approval of the parcel map of property located at the northwestcorner of Route 280 and Wolfe Road by Vallco Park, Ltd. : and WHEREAS, there has been presented to the City Council a proposed agreement for the construction of streets, curbs, and gutters, and for other improvements, and good and sufficient bonds (letter of credit) , ;Cees, and deposits as set forth in Exhibit "A" having been presented for the faithful performance of said work and the carrying out of said agreement; and said map, agreement, and bonds having beeen approved by the City Attorney; NOW, THEREFORE, BE IT RESOLVED THAT a. Said parcel map herein referred to is hereby approved. b. The offer of dedication for street areas and all easements is hereby accepted. c. The City Engineer and the City Clerk are hereby authorized to sign said parcel mapand have it recorded. d. The Mayor and the City Clerk are hereby authorized to execute the agreement herein referred to. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino on the 6th day of October , 1986. VOTE Members of the City Council AYES: Gatto, Johnson, Plungy, Sparks, Rogers NOES: None ABSENT: None ABSTAIN: None ATTEST: APPROVED: /c/ Tlnrnthy M"ye7 'ng . City Clerk Ba"`,a"a cl.oprc Mayor, City of Cupertino ) Resolution No. 6995 • EXHIBIT "A" SCHEDUAL OF BOND, FEES, AND DEPOSITS DEVELOPMENT: COMMERCIAL VALLCO PARK,LTD. LOCATION: Northwest corner of Route 280 and Wolfe Road. A. Faithful Performance Bond: COVERED BY SEPARATE AGREEMENT B. Labor and Material Bond: COVERED BY SEPARATE AGREEMENT C. Checking and Inspection Fee: -- D. Indirect City Expenses: E. Development Maintenance Deposit: -- F. Storm Drainage Fee: $ 7,696.00 SEVEN THOUSAND SIX HUNDRED NINETY SIX AND NO/100 DOLLARS G. One Year Power Cost: H. Street Trees: By Developer I. Map Checking Fee: $ 210.00 TWO HUNDRED TEN AND NO/100 DOLLARS J. Park Fee: K. Water Main Extension Deposit: L. Maps and/or Improvement Plans: -- AGREEMENT VALLCO — "COURTYARD" (Wolfe/280) This AGREEMENT made and entered into this 6th day of October - , 1986 , by and between the CITY OF CUPERTINO, a numicipal corporation of the State of California, hereinafter designated as CITY, and VALLCO PARK, LTD. hereinafter designated as DEVELOPER. WITNESSETH WHEREAS, the DEVELOPER has made application to the CITY for a A PARCEL MAP - to construct and maintain a COMMERCIAL DEVELOPMENT hereinafter referred to as "Project.",- - WHEREAS, CITY hereby approves the improvement plans and specifications prepared for the Project by BRIAN,KANGAS & FOULK & ASSOCIATES a true copy of which improvement plans and specifications are on file in the office of the City Engineer of Cupertino; and WHEREAS, the same are incorporated herein by reference, the same as though set out in full; NOW, TARE, said *improvement plans and specifications shall be hereinafter called the "Plans," and the work to be done under the Plans shall be called the "Work." 1 . WHEREAS, pursuant to the provisions of this AGREEMENT, the CITY hereby • established the amounts of Bonds, Fees, and Deposits as set forth in the • following schedule: SCHE rJIE OF BONDS, FEES AND DEPOSITS Street Improvement Category: - - PART A. Faithful Performance Bard: COVERED BY SEPARATE AGREEMENT PART B. Labor and Material Bond: COVERED BY SEPARATE AGREEMENT PART C. Checking and Inspection Fee: - - - PART D. Ind.ireat City Expenses: - PART E. Development Maintenance Deposit: - - . PART F. Storm Drainage Fee: $ 7;696.00 SEVEN THOUSAND SIX HUNDRED NINETY SIX AND NO/100 DOLLARS PART G. One Year Power Cost: PAM H :-.Street Trees: By Developer PART I Map Checking Fee: $ -.:210.00 - TWO HUNDRED TEN AND NO/100 DOLLARS - PART J. Park Fee: - PART K. Water Main Extension Deposit: - PART L. 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It is further agreed that the Work shall be done in accordance with the most current Standard Specifications of the Department of Public Works, California Department of Transportation, State of California, and in accordance with the specifications of the Cupertino Sanitary District where applicable. • Vterever the words "State" or "California Division of Highways", are mentioned in the State Specifications, it shall be considered as referring to the CITY of Cupertino; also wherever the "Director" or "Director of Public Works" is mentioned, it shall be considered as referring to the City Engineer. In case of conflict between the State Specifications and the specifications of the CITY axed/or the Cupertino Sanitary District, the - specifications of the CITY and/or the Cupertino Sanitary District shall take precedence over and be used in lieu of such conflicting portions. 3. EXCAVATIO N PERICE It is further agreed that the DEVELOPER shall comply with Section Three of Ordinance No. 130 of the CITY by obtaining an excavation permit from the City Engineer before the calmaencement of any excavation in, on, or under the surface of any existing public street, lane, alley, sidewalk, or other public place. It is •further agreed that the DEVELOPER shall - notify the City Engineer of the exact date and time when the proposed ` _ : excavation is to commence. _ --- - _ _ _ _ � _ . -• ------_- 4. =MAIM DE® _ - ; -It;is further agreed that the DEVELOPER, when requested'by the CITY, * , _ =shall- quitrl a i m all .his--rights and interests An,7,•an1=shall-grant to_CITY - - -_- authorization to extract water from the ._� strata-lying'_beneath %;_ said project and DEVELOPER agrees to =execute a "Quitclaim Deed and -= Authorization" in favor of CITY, when presented to him for signature. 5. - BONDS AND (IFFIER SECORl'PY A. Upon the execution of this AGREEENE, -the DEVELOPER shall file with the CITY a faithful performance bond to assure-his-=full and faithful performance of this AGREEMENT.- The penal sum of said faithful performance bond shall be the full cost of any payment to be made under this . - AGREEMENT, the value of any land agreed to be dedicated, and any improvements to be made under this AGREEMENT. In the event that improvements are to be made under this AGREEFIENE, the DEVELOPER shall, in addition to said faithful performance, file with the CITY a labor and materials bond in a penal sum adequate to assure full payment of all labor•-- • . and materials required to construct said improvements. The amount of said bonds shall be as designated by the City Engineer. Said bonds shall be _ executed by a surety company authorized to transact a surety business in the State of California and must be approved by the City Attorney as to " - form and by the City Engineer as to sufficiency. -In-the event that the - DEVELOPER shall fail faithfully to perform the covenants and conditions of- - this ACEIIENT, or to make any payment, or any dedication of land, or any-` - - improvements herein required, the CITY shall call on the surety to perform - this AGREEMENT or otherwise indemnify the CITY for the DEVELOPER'S failure - to so do. 4 • • B. In lieu of a surety had, the DEVELOPER may elect to secure this AGFA by depositing with the CITY: 1. Cash; or, - . . - 2. A cashier's check, or a certified check payable to the order of the City of Cupertino; or .. - 3. A certificate of. deposit, or instru ,.nt-_of .Credit meeting - the requirements of Government Code Section 66499 (b) or (c). C. The amount of said cash, checks, certificate of deposit, or instrument of credit shall be as designated by the City Engineer, and shall be the equivalent to that which would have been required had the DEVELOPER furnished the CITY with a surety bond. In the event that the DEVELOPER shall fail faithfully to perform the covenants and conditions of this AGREESiENT, or to make any payment, or any dedication of lard, or any improvements herein required, the an may apply _the proceeds of said • senirity thereto. D. No release of surety had, cash deposit, check, or certificate of deposit, shall be made except upon approval of the City-Council . E. No• interest shall be. paid on any security deposited with the CITY. --:-r-_ - ..:._.c._-_ _ _::; It is further agreed that DEVELOPER shalt'pay anyarrl all necessary direct expenses for inspection, checking, etc , ,rinctrrr+eci „byLL-CITY in- - ,-- connection with said Project, and that DEVELOPER shaT7'have_>.depositedw�th , CITY, prior to execution of this ACFI `the•amoiuit as=set=fcrtliheresn . _ _ =`-at Page 2 (Part C) . Should construction _cost vary=mater;ai r 1r -frimm=the -- estimate from which said sum is calculated, the-City-F gineer:shall.r�otify --,.; DEVELOPER•of any additional sum due and owing as a result:thereof:_. • - 7. INDIEECT EXPENSES It is further agreed that DEVELOPER shall •pay to "CITY;-:prior to execution of this AGREEMENT, indirect expense allocable to processing these improvements, the amount as set forth herein at Page 2 (Part D) . 8. MAP CHECKING'FEE • It is further agreed that the DEVELOPER shall deposit with CITY, prior to execution of this AGREEMENT,T, for office checking of final map and ' field checking of street monuments, in compliance with -Section 4:1 of • Ordinance No. 47 (Revised 12/04/61) of art, the-'amount as set forth herein at Page 2 (Part I) . - - 5 • • . 9. DEVELOPMENT MAINTENANCE DEPOSIT It is fu ther agreed that the DEVELOPER shall pay to the CITY, prior to execution of this AC 1r, the amount set forth•herein at Page 2 (Part E) as a development maintenance deposit to insure proper dust control and cleaning during the construction period. The development maintenance deposit may be utilized for repairs -of defects and - imperfections arising out of or due to• faulty workmanship and/or materials appearing in said work during the period until release of the improvement bonds by the CITY. Should the DEVELOPER complete the required repairs to the entire satisfaction of the CITY, the unused balance will be returned after the release of the improvement bonds. 10. STORM DRAIN JGE FEE It is further agreed that the DEVELOPER shall deposit with the CITY, prior to execution of this AGREEMENT, a • storm drainage charge in connection with said Project in accordance with the relliirements established in Resolution 4422, March 21, 1977, in the amount as set forth herein at Page 2 (Part F) . 11. LP;TER NAIN EXTENSION DIT The DEVELOPER further agrees to deposit with the CITY those monies required to comply with "Policy on Water ;.Main: Extensions Work and -- Deposits" dated 9/30/77. The deposit shall-be-held-=byattie;CPPV--until;said-- c'.- montes are needed to implement improvements outlined -bin -the Director-of - ' Public Works or improvements outlined within =the• adopted Water. Master Plan. The amount shown herein at Part K,- Page 2 shalr'be the-full' amount due. ? _ 12. ,ONE YEAR POWER COST It is further agreed that the DEVELOPER shall"pay -to CI'T'Y prior to `- execution of this AGREEMENT, the amount as set -forth herein at Page 2 (Part G) , which amount represents the power cost for<street .lights for-one year. - 13. THE munullnON OF suezr TREES "--- • is further agreed that the DEVELOPER shill, at such time as deemed appropriate by the City Engineer, plant street trees in conformance with • the standards of the City of Clrpertino. Variety of tree shall be selected frcm the City approved list. - 14. PARK rrrb • It is further agreed that the DEVELOPER shall pay: such fees and,/or - - • dedicate such land to the CITY, prior to execution, as is required within "Park Dedication Ordinance" Number 602, 1972, and which is further - - stipulated under Part J, Page 2 herein. 6 • 15. MAINTENANCE OF WORK • It is further agreed that the DEVELOPER shall maintain the Work until all deficiencies in the Work are corrected to conform to the Plans and the • City standards and specifications for the Work. The DEVELOPER shall, upon written notice thereof, immediately repair or replace, without cost or obligation to the City of Cupertino, and to the entire satisfaction of said CITY, all defects and imperfections arising cut of or-due to faulty workmanship and/or materials appearing in said Work. 16. SANITARY DISTRICT It is further agreed that the DEVELOPER shall file with CITY, upon execution of this AGREEMENT, a letter Exam the Cupertino Sanitary District stating that the DEVELOPER has entered into a separate AGREEMENT with the said District to install sanitary sewers to serve all lots within said Project and stating that a bowl to insuT1e full and faithful performance of the construction of the said sanitary sewers and to insure maintenance of • said sanitary sewer in conformance with the provisions as set forth in Paragraph 15 above has been filed. - _ 17. GOVERNMENT CODE - It is further agreed that DEVELOPER shall file with CIT!, upon execution of this AGREEMENT, substantial evidence that all provisions of Section 66493, Article 8, Chapter 4 of the Goverment-Code, pertaining to • .special assessments or bonds, have been.00mplied„with:=: - 18. CENTRAL rim DISTRICT - it is further agreed that, the DEVELOPER shall file With the CTTY,'upon -- execution of this AGREEMENT, a letter frac:_the-Central=_Fire":Protection '- District of Santa Clara County, statingLthat `.the: EVELOPER has-entered =- - -. - into an AGREEM 2T with said District to' install-efire hydrants =-to wive.,_: raid Project and stating that all necessary fees have:_been deposited-with . `. said District to insure installation and five (5) year-_rental feeof said- hydrants. .. --_— - - 19. PACIFIC GAS AND ELECTRIC/PACIFIC BELL'. .:--” , • - It is further agreed that the DEVELOPER shall pay to Pacific Gas and Electric Company and/or to PACIFIC BELL Company any-and all fees required for installation d ation of overhead and/or underground wising circuits. to all electroliers within said property and any and all fees required for undexgrounli rg as provided in Ordinance No. 331 of CITY--when DEVELOPER is notified by either the City Engineer or the Pacific Gas and Electric Company and/or PACIFIC BELL Company that said fees are due and payable. _ . 7 • • 20. EASE:MENTS AND RIGHT-OF4Ca It is further agreed that any easement and right-of-way necessary for completion of the Project shall be acquired by the DEVELOPER at his own cost and expense. It is provided, however, that in the event eminent domain proceedings are required by the CLTY for the purpose of sernrin3 said easement and right-of-way, that the DEVELOPER shall deposit with CITY a sum covering the reasonable market value of the lard proposed to be taken and to be included in said sum shall be a reasonable allarance for severance damages, if any. It is further provided _that in addition thereto, such sums as may be required for legal fees and costs, engineering, and other incidental costs in such reasonable amamts is as the CITY may require shall be deposited with the City of Cupertino. 21. HOLD HARMLESS It is further agreed that, commencing with the performance of the Work by the DEVELOPER or his contractor and continuing until the completion of the maintenance of the Work, the DEVELOPER shall indemnify, hold harmless and defend the CITY from and against any or all loss, cost, expense, damage or liability, or claim thereof, occasioned by or in any way whatsoever arising out of the performance or nonperformance of the Work or the negligenoe or willful misconduct of the DEVELOPER or the DEVELOPER'S agents, employees and independent, contractors. 22. INSURANCE It is further agreed that: The DEVELOPER shall take -Out, - or shall- reg,ire any contractor engaged to perform=_the. Work to take out, and - - maintain at all times during the performanceand maintenance of the Work, . . - - called for or required to be done hereunder, a'policy:of insurance naming • • the CITY and members of the City Council` of ;the-.City of - Cupertino,- individually upertino,-individually and collectively, and the officers,°_agents':and employees-of -- _ - the City indivicx„aily and collectively, as insured:=•Said separate policy shall provide bodily injury and property damage coverage to the foregoing named CITY and individuals covering all the Work performed by, for, or on • behalf of said DEVELOPER. Both bodily injury and property'damage insurance must be at an occurrence basis; and said policy or policies shall provide that the coverage afforded thereby shall be_primarycoverage to-the full - limit of liability stated in the declarations, -andt_if;the city,, its members of the City Council , indivirt,aliy and collectively, .and the officers, agents•, • and employees of the =Try_ individually and collectively, have Other insurance against the loss covered by said policy or policies, that other insurance shall be excess insurance only. 8 . A. Each of said policies of insurance shall provide coverage in the following mini= amounts: For brAily injury, $100,000 each person; $300,000 -each oar -rens, property damage, $50,000 on account of any one occtrretre with an aggregate limit of not less than $200,000. B. The DEVELOPER shall file with the City Engineer at or prior to . the time of execution of this AGREEMENT by the DEVELOPER such evidence of said foregoing policy or policies of insurance as shall be. satisfactory to said City Engineer. Each stdh policy or policies shall bear an endorsement precluding the can ellation or reduction in coverage without giving the City Engineer at least ten (10) days advance noticethereof. C. In the event that the Project covered herein should be mutually situated in or affect the area of jurisdiction of a separate m<micipality or political subdivision of the State of raliforn a, the policies of insurance required herein and above shall co-name such municipality or political subdivision and the provision set forth herein and above for the protection of the CITY shall equally apply to municipality and political subdivision. 23. MAPS AND/OR IMPROVEMENT PLANS - It is further agreed that the CITY shall obtain the following map and/or plans at the DEVELOPER'S expense: - A. A mylar sepia and seven (13) prints of1inlly executed parcel map. - - : B. A mylar sepia and ten (11) prints of fully executed improvement plans. C. A direct duplicating silver negative microfilm aperature card of all exe<uted. improvement plans and map. - • . . • The DEVELOPER agrees to pay the CITY from the-deveioprent maintenance . - deposit the cost for all prints of plans and map required under Item 23. -- 24. SUCCESSORS This AGREEMENT shall bind the heirs, administrators, executors, successor, assignee and transsferrees of the DEVELOPER. The assignment of this AGRES¢ T shall not be made without approval by the City Council of the City of Cupertino. 9 STATE OF CALIFORNIA I ss. " COUNTY OF SANTA CLARA 1 On /0- 1- 810 before me, the undersigned, a Notary Public in,, and for said State, personally appeared r WA-1-FER, t'- WARD and ‘ personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name 1.5. it, subscribed to the within instrument, and acknowledged that I-S executed the same. WITNESS my hand and official seal . S ^- Lp Q Q OFFICIAL SEAL iMO LNLP PY�QNa�i CP PL�I( PDaGI CHRISTINE MARSHALL NOBREGA 1'- Notary Public U NOTARY PUBLIC-CALIFORNIA SANTA CLARA COUNTY CN1571NE KIAR6I+H-R.f... ND/bR.E6-A- My comm. expires APR 28, 1989 Print or Type Name of Notary _ ._-- ---- -- IN WITNESS WHEREOF, CI'T'Y has caused its name to be hereunto affixed by its Mayor and City Clerk, thereinto duly authorized by resolution of the City Council and said DEVELOPER has hereunto caused his name to be affixed the day and year first above written. CITY OF CUPER1''INO: Approved as to form: ,i-1!/u/Q • y Attorney city Clerk / /6.-71—cia DEVELOPER: 17/4-1A-co MIN , 2-Th • Notary Acknowledgment Required 7NaJtc 1?�ad + • ., (a / 10 (Rev. 5/9/86)