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19-111 Maintenance Agreement, 20745 Stevens Creek Boulevard, APN 326-32-055 24219868 Regina Alcomendras Santa Clara County - Clerk-Recorder RECORDED AT THE REQUEST OF 07/05/2019 04: 11 PM And Titles: 1 Pages: 7 WHEN RECORDED RETURN TO: Fees: Roo 00 Taxes: Total : BIII Fir.1111WIMIlIII?:lid+11''i,AA171 ir1r,III04iAA,I), 11111 SPACE ABOVE FOR RECORDER'S USE ONLY MAINTENANCE AGREEMENT 20745 Stevens Creek Boulevard, Cupertino, CA 95014 APN 326-32-055 THIS MAINTENANCE AGREEMENT("Agreement") is made and entered into this q4k day of J-v+ ,*— .2019,PCG Cupertino LLC,a California limited liability company,("Declarant"), and the City of Cupertino("City"). RECITALS: The following recitals are a substantive portion of this Agreement: A. The real property and improvements that comprise the Target Cupertino Store Remodel is located at 20745 Stevens Creek Boulevard within the City of Cupertino("City"), County of Santa Clara, State of California. B. Asset forth,the provisions of this Agreement are intended to and shall run with the Project and be binding upon all owners, successors and assigns of the Project, or any portion. C. The purpose of this Agreement is to allocate the costs of maintenance, repair and replacement between Declarant and the City of certain improvements, including landscaping,that is situated on real property owned by City along Stevens Creek Boulevard and Saich Way in front of the Project, and to establish certain criteria and procedures for the accomplishment of maintenance,repair and replacement. NOW,THEREFORE the parties hereto agree as follows: 1. Covenants Running with the Land:Property Subject to Agreement: All of the real property j described in Exhibit"A" shall be subject to this Agreement. It is intended that the provisions of this Agreement shall run with the land and shall be binding on all parties having or acquiring any j right, title or interest in the real property described in Exhibit"A" or any portion and shall be for the benefit of each owner of any of the parcels or any portion of the property and shall inure to the benefit of and be binding upon each successor in interest of the owners. Each of the limitations, easements,obligations,covenants,conditions,and restrictions contained herein shall be deemed to be, and shall be construed as equitable servitudes, enforceable by any of the owners of any of the property subject to this Agreement against any other Owner,tenant or occupant of the property,or any portion. I 1 2. Responsibility for Cost of Repair, Replacement and Maintenance: Declarant, or its successor in interest, shall,at its sole cost and expense,maintain, repair,replace,remove and keep in excellent, like new condition all improvements, pavers, street trees, irrigation, and landscaping located on the portion of the City's property that abuts and fronts the Project("the Frontage Area of the Project") along Stevens Creek Boulevard and Saich Way to back of curb line, excepting therefrom the standard public sidewalk abutting the property line of the Project which shall remain the maintenance responsibility of the City. Exhibit"B" shows the portion of the City's property for which Declarant is responsible for maintenance hereunder. 3. Definitions of Repair, Replacement and Maintenance: The repair, replacement and maintenance to be undertaken and performed under this Agreement shall include all work necessary to maintain the Frontage Area of the Project described in paragraph 2 and delineated on Exhibit "B"in excellent, like new and useable condition under all weather conditions. The Frontage Area of the Project shall be maintained to the standards, specifications and condition to which, at a minimum, they were originally constructed as evidenced by plans and specifications on file with the City of Cupertino and/or provided to the Declarant. The improvements shall be maintained to a high standard that is comparable to other improvements at similar high quality developments in the City and along Steven Creek Boulevard, Saich Way, and Alves Drive. To accomplish the maintenance, Declarant shall either provide licensed, qualified personnel to perform the maintenance work or contract with licensed, qualified companies for this, and any other items necessary to comply with the requirements of this Agreement. 4. Decisions Regarding Performance of this Agreement: All decisions regarding the need for maintenance, the implementation, the removal, and any particular other matters relating to the Frontage Area of the Project shall be determined by the City. j 5. Indemnity: To the fullest extent allowed by law, Declarant shall indemnify and hold harmless CITY, its City Council, boards and commissions, officers, officials, agents, employees, servants, consultants and volunteers (hereinafter, "Indemnitees") from and against any liability, loss, damage, expense, and cost (including reasonable legal fees and costs of litigation or arbitration), resulting from injury to or death of any person, damage to property, or liability for j other claims, stop notices, demands, causes of actions and actions, arising out of or in any way pertaining to, or related to the use and landscape maintenance by Declarant or Declarant's employees,officers,officials,agents or independent contractors of the Frontage Area of the Project described in paragraph 2 and delineated on Exhibit `B", or from negligent acts or omissions or willful misconduct of Declarant, its agents, employees, contractors, or subcontractors. Declarant 3 E shall,at his/her own cost and expense,defend any and all claims,actions,suits or legal proceedings j that may be brought against the City or any of the Indemnitees(with council acceptable to City)in connection with this Agreement or arising out of Declarant's performance or nonperformance of his/her duties and obligations hereunder,except to the extent any of the foregoing is caused by the negligence or willful misconduct of the CITY or the CITY'S agents, employees and independent contractors. I 6. Insurance Requirements: Declarant shall not commence work under this Agreement until it has obtained all insurance required. Declarant shall maintain Worker's Compensation Insurance, and if applicable shall also require all subcontractors to provide Worker's Compensation Insurance. Declarant shall maintain Comprehensive General Liability in an amount of not less than $1,000,000.00 7. Attorney's Fees: In the event that any party institutes legal action or arbitration against the other to interpret or enforce this Agreement, or to obtain damages for any alleged breach, the 2 i prevailing party in the action or arbitration shall be entitled to reasonable attorneys' or arbitrators' fees in addition to all other recoverable costs,expenses and damages. 8. Further Documents: The parties covenant and agree that they shall execute further documents and instructions as shall be necessary to fully effectuate the terms and provisions of this Agreement. 3 9. Entire Agreement: This Agreement constitutes the entire agreement of the parties with respect to the subject matter contained herein and supersedes all prior agreements,whether written or oral. There are no representations, agreements, arrangements or undertakings, oral or written, which are not fully expressed herein. 10. Severability: In the event any part or provision of this Agreement shall be determined to be invalid or unenforceable under the laws of the State of California,the remaining portions of this Agreement which can be separated from the invalid, unenforceable provisions shall,nevertheless, continue in full force and effect. II. No Waiver: The waiver of any covenant contained herein shall not be deemed to be a continuing waiver of the same or any other covenant contained herein. 12. Recordation: It is anticipated that this Agreement shall be recorded and shall be executed and acknowledged in proper recordable form. 13. Amendment: This Agreement may be amended in whole or in part only by mutual written agreement. Any amendment shall be recorded in Santa Clara County, California. In the event any conflict arises between the provisions of any such amendment and any of the provisions of any earlier document or documents,the most recently duly executed and recorded amendment shall be controlling. Executed the day and year first above written. DECLARANT: J PCG Cupertino LLC, a California limited liability company By: L (notary acknowledgement attached) Mark Harrigian Principal &Authorized Signatory CITY OF CUPERT By: Roger-Lee- Acting Director of Public Works Approved as to Form Heather M. Minner,Cupertino City Attorney 3 EXHIBIT "A" LEGAL DESCRIPTION PARCEL ONE: PARCEL 1 AS SHOWN ON THAT CERTAIN PARCEL MAP FILED IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SANTA CLARA, STATE OF CALIFORNIA ON APRIL 23, 1,990 IN BOOK 613,OF MAPS, PAGE(S)7 AND 8. PARCEL TWO: EASEMENT FOR THE PURPOSES OF THE ERECTION AND MAINTENANCE ON THE FOLLOWING DESCRIBED PARCEL OF LAND A SIGN OR SIGNS ADVERTISING THE COMMERCIAL ACTIVITIES CARRIED ON UPON THE.ABOVE DESCRIBED PARCEL OF LAND,AS FOLLOWS: BEGINNING AT A POINT IN THE SOUTHERLY LINE OF PARK AVENUE,AS SAID LINE WAS ESTABLISHED BY DEED FROM ANTON SAICH ET AL,TO CITY OF CUPERTINO,A MUNICIPAL CORPORATION, DATED OCTOBER 26, 1961 RECORDED NOVEMBER 2, 1961 IN BOOK 5350 OFFICIAL RECORDS, PAGE 740, SANTA CLARA COUNTY RECORDS,DISTANT THEREON NORTH 89° 56' 55"EAST 707..59 FEET FROM THE POINT OF INTERSECTION THEREOF WITH THE EASTERLY LINE OF THAT CERTAIN 10.51 ACRE TRACT OF LAND DESCRIBED IN THE DEED FROM ANTON SAICH ET AL,TO LUCKY STORES,INC.,A CORPORATION,DATED OCTOBER 27, 1961,RECORDED NOVEMBER 3, 1961 IN BOOK 5352 OFFICIAL RECORDS,PAGE 466, SANTA CLARA COUNTY RECORDS;THENCE FROM SAID POINT OF BEGINNING SOUTH 00 06 43"EAST 30.00 FEET;THENCE NORTH 89'56'55" EAST 38.00 FEET TO THE POINT OF INTERSECTION THEREOF WITH THE WESTERLY LINE OF SARATOGA-SUNNYVALE ROAD, AS SAID LINE WAS ESTABLISHED BY DEED TO SAID CITY OF CUPERTINO ABOVE REFERRED TO;THENCE NORTHERLY ALONG AN ARC OF A CURVE TO THE LEFT, FROM A TANGENT BEARING NORTH 00 06'48" WEST WITH A RADIUS OF 30.00 FEET,THROUGH A CENTRAL ANGLE OF 89° 56' 17", FOR AN ARC DISTANCE OF 47:09 FEET TO A POINT IN THE SAID SOUTHERLY LINE OF PARK AVENUE;THENCE SOUTH 89"56'55"'WEST ALONG SAID LAST MENTIONED LINE 8.00 FEET TO THE POINT OF BEGINNING,AS SURVEYED IN JUNE, 1962 BY PACIFIC ENGINEERS,CIVIL ENGINEERS AND SURVEYORS,PALO ALTO,CALIFORNIA. AS GRANTED BY ANTON SAICH AND JOHN SAICH,MARRIED MEN,TO LUCKY STORES INC.,A CALIFORNIA CORPORATION BY INSTRUMENT DATED 7, 1961 RECORDED NOVEMBER 3, 1961 IN BOOK 5352 OFFICIAL RECORDS, PAGE 468. PARCEL THREE: RIGHTS AND EASEMENTS.CONTAINED IN THE DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS RECORDED APRIL '23, 1990 AS BOOK L329.,PAGE 1699, OFFICIAL RECORDS AND CONSENT AND AMENDMENT TO DECLARATION OF COVENANTS,CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS RECORDED MAY 28,2004 AS. DOCUMENT NO. 17816208, OFFICIAL RECORDS. EXCEPTING FROM PARCEL THREE ANY SUCH RIGHTS AND EASEMENTS LOCATED ON PARCEL ONE, ABOVE. RIGHT-OF-WAY MAINTENANCE (EXHIBIT B) 20745 STEVENS CREEK BLVD CUPERTINO CA, 95014 APN: 326-32-055 MATCH - ` _.-. ._._ -- - - - --- - - i EVES S CREEK BOULEVARD S 2 STEVENS CREEK BOULEVARD RIGHT—OF—WAY LEGEND ! ( — MAINTENANCE AREA PROPOSED RIGHT—OF—WAY MAINTENANCE AREA ON O I I SAICH WAY (7850 SFt) PROPOSED RIGHT OF WAY MAINTENANCE AREA ON ( ) STEVENS CREEK BLD (4667 SFf) MATCH SAICH WAY GRAPHC SCALE IN FEET RIGHT—OF—WAY o 4o ao NORTH Kimley)>>Horn LANDLORD'S ACKNOWLEDGMENT (CALIFORNIA ONLY) 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 LQ5&tj.2�-e 5 ) On OlAy 27, -bGil before me, v'- (insert name and title of the offices personally appeared �-Amit, �qwY v w i f4✓4 who proved to me on the basis of satisfactory evidence to be the person whose name is are sub gibed to the within instrument and acknowledg to me th he he/the executed the same in s/ er/their authorized capacity ' s), and that b hi /her/their signature�on the instrument the person*or the entity upon behalf of which the person(A_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. AMBER HOBBS POSSEMATO WITNESS m hand and official seal. a Notary Public-California Y Z , r' Los Angeles County Z Z Commission#2151855 My Comm.Expires May 2,2020 - - - - - - - - - - - - >� 1 Signature��� (Seal) CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 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 Cam) �i�/1 �� L(LO, On 7y �P! � � before me, l,aCt�21 cJ� CtiCI-G� v C 1� Date Here Insert Name and Ti le of the O icer personally appeared Lem Name(s)of Signer(s) who 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 signature(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 LAUREN SAPUDAR laws of the State of California that the foregoing *MY Notary Public•California paragraph is true and correct. Santa Clara CountyffiCommission#2247155 WITNESS my hand and ocial seal. Comm.Expires Jun 22,2022 Signature p&,6 Place Notary Seal and/or Stamp Above Signature of Notary Public OPTIONAL Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Corporate Officer— Title(s): ❑ Corporate Officer —Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Partner— ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian of Conservator ❑ Trustee ❑ Guardian of Conservator ❑ Other: ❑ Other: Signer is Representing: Signer is Representing: ©2017 National Notary Association f' - ,��t�x�:+.AIfB'a.w&4..�.o:lcn�`.:�YP;a•�.4iSn-.nzu.e�zw�A,� . . .. .. .... �;�. ..:M,:�: n .`,i .� � r;t s ��°:?;4v'.'�7P Ryr�+�+'M�-+�ar,:bun�z�answua,'K§:9a�-rh.