22-172 Agreement Regarding Offer of Dedication & Waiver of Future Reimbursement, 10155 Orange Ave, APN 357-16-058RECORDING REQUESTED BY:
City of Cupertino
WHEN RECORDED, MAIL TO:
City Clerk's Office
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014-3255
NO FEE IN ACCORDANCE
WITH GOV. CODE 27383
254(2)8349
Regxna Qlcomendras
Sarita Clkra Courity - Clerk-Recorder
12 /28/2e22 e2 : (!)5 Prl
T i t l es : 1 Pages : 13
Fees: $ei.(hQ
Taxes :$21
Total : 19).O0
(SPACE ABOVE THIS LINE FOR RECORDER"S USE)
AGREEMENT REGARDING OFFER OF DEDICATION
& WAIVER OF FUTURE REIMBURSEMENT
10155 0range Avenue, Cupertino, CA
APN 357-16-058
0 0riginal
[1 Conformed Copy
"NO FEE"
City of Cupertino
CERTIFICATE OF ACCEPTANCE is hereby given in order to comply with the provisions
of Section 27281 of the Government Code.
This is to certify that the interest in real property conveyed by the deed or grant
dated /'c9 (" 1. (A"l, '1" Z-'-from John Albert Impink to the City of Cupertino, a municipal
corporation, is hereby accepted by the undersigned on behalf of the City Council of the City of
Cupertino pursuant to authority conferred by Resolution No. 11-175 of the City Council adopted on
October 4, 2011, and the grantee consents to recordation thereof by its duly authorized officer.
Dated: jl /j{)[ ?('32-
By:
Public Works Director
OFFICIAL BUSINESS.
Document entitled to free
recording per Governinent
Code § 6103 and § 27383
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
City of Cupertino
10300 Torre Avenue
Cupertino, California 95014
Attn: Director of Public Works
SPACE ABOVE THIS LINE FOR RECORDING USE
AGREEMENT REGARDING OFFER OF DEDICATION & WAIVER OF FUTURE
REIMBURSF,MF,NT, RIGHT OF ENTRY, AND LICENSF, TO USE PROPERTY
This Agreement Regarding Right of Entry, License, Of:fer of Dedication @nd Waiver of Future
City may each be referred to as a "Party," or collectively as the "Parties.
RECITALS
A. Owner is the owner in fee of real property with a street address of 10155 0range Avenue
in the City of Cupertino, County of Santa Clara, designated as Assessor's Parcel No. 357-16-058, more
particularly described in Exhibit A (the "Site").
B. Section 14.04.110 of the Cupertino Municipal Code provides that if the City or another
property owner installs improvements that benefit a property, the owner of the benefitted property is
required to reimburse the City or the property owner for its reasonable share of the costs of such
improvements when the benefitted property owner seeks a land use entitlement from City. Section
18.56.040 of the City of Cupertino Municipal Code imposes a similar reimbursement requirement. Both
sections provide, however, that if a property owner dedicates necessary right-of-way to the City without
charge, the City may enter into an agreement with the owner to waive future reimbursement
requirements.
C. City is in the process of trying to improve the walkability of routes to schools,
particularly those areas lacking curb, gutter and sidewalk. The Orange Avenue Sidewalk project (the
"Project") will construct those improvements. A portion of the Site is among those areas the City desires
to improve. Owner agrees to extend a right of entry to City and a license to use the Dedication
Area to construct improvements and allow public use of those improvements until the City owns the
Dedication Area.
D. Owner has agreed to dedicate to City that certain approximately 318 square foot portion
of the Site as depicted in the diagram attached hereto and incorporated herein as Exhibit B and more
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particularly described in the legal description attaclied ]iereto and incorporated herein as (the
"Dedication Area"), in consideration of the City's limited waiver of future reimbursement requirements,
and to grant City a right-of-entry to the Dedication Area.
NOW THEREFORE, in consideration of the mutual promises, approvals, and covenants made
by the Paities and otlier considerations, the value, adequacy and receipt of which are hereby
acknowledged, the Parties agree as follows:
1. Right of Entry. Subject to the terins and conditions of tliis Agreement, Owner hereby
grants to City, its contractors, subcontractors, employees, agents, invitees and the public a non-exclusive
right to enter the Dedication Area for tlie purpose of constructing the Project on the Property and the
right to remove any improvements presently within the Property to allow for construction of the Project,
as well as to allow the public use of the Dedication Area upon completion of the Project on the Property.
This Right of Entry shall expire and terminate upon the recordation of the City's acceptance of the
Offer, as set foith in section 4.3 below.
2. Offer of Dedication. Owner does hereby irrevocably offer to dedicate in fee the
Dedication Area for street, highway, public utility, public pedestrian, landscaping and any other public
purpose (the "Offer"). The Offer is irrevocable and shall be absolutely binding upon the Owner, its
heirs, successors, assigns, and all persons claiming an interest in the Site through them.
3. Condition of Title; Removal of Liens. Owner shall work in good faith with City to
remove any and all encumbrances or liens (other than the lien for current taxes not yet due and payable),
including any deed of trust securing the obligation to pay a mortgage loan, encumbering all or any
portion of the Dedication Area. With respect to deed(s) of trust, City, at its cost, shall prepare and
provide to Owner the forms of partial reconveyance instrument(s) required to remove the Dedication
Area from the lien(s) of such deed(s) of trust. The removal of all such liens, including lien(s) of deed(s)
of trust, shall be a condition precedent to the effectiveness of City's waiver of the right to future
reimbursement as set forth in Section 6 below. The failure to obtain any reconveyance required by this
Section 3 shall not otherwise limit City's or Owner's rights or obligations under this Agreement.
4.Time and Manner of Acceptance.
4.1 The Offer may be accepted by Resolution of the City Council of the City of
Cupertino and not in any other manner. Any purported acceptance of the Offer by or on behalf of the
City, other than in this manner, shall be null and void and of no force or effect.
4.2 The Offer shall remain in effect until accepted by Council Resolution. The Offer
may not be teri'ninated, or the right to accept the Offer abandoned, except by Council Resolution in the
same manner as prescribed for summary vacation of streets or highways by Part 3 (commencing with
Section 8300) of Division 9 of the Streets and Highways Code.
4.3 Upon acceptance of the Offer, the City shall mail a copy of its Resolution of
Acceptance to the then-owners of the Site at the address shown on the latest County of Santa Clara
secured assessment roll and at the address listed in the Offer for notices.
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5. Use of Property Prior to Acceptance of Offer. Owner agrees that it will not use tlie
Dedication Area in any way that will interfere with the use of the Dedication Area for public right-of-
way.
6. Limited Waiver of Reimbursement Requirement. Subject to satisfaction of the lien
removal condition set foith in Section 3 above and the limitations of this Section 6, upon City's
acceptance of the Offer, City hereby agrees to waive any and all future reimbursements for the costs of
any improvements installed by City or its contractors on the Dedication Area ("City Work"), including
reimbursements reqriired by Sections 14.04.100 and 18.56.040 of the Cupertino Municipal Code, which
may be cliarged to Owner at such time as Owner obtains a future land use entitlement with respect to the
Site. This waiver of right to future reimbursement shall include only the costs of the City Work and
shall remain in effect for twenty-five (25) years following City's acceptance of the Offer.
Notwithstandmg any other provision hereof to the contrary, Owner shall remain obligated to pay any
development impact fees, including roadway impact fees, and the costs of any other improvements
required in connection with the applicable land use entitlement. Further, in recognition of the fact that
the City Work improvements will have a limited useful life, following expiration of the 25-year period,
City shall have the right to require Owner to fund the cost of reconstructing any public improvements
within the Dedication Area that City could then lawfully require Owner to fund in the absence of this
Agreement.
7. No Liens. The City will not permit to be filed or enforced against the Property, or any
part thereof, any statutory lien for labor or materials (including without limitation any mechanics or
materialmen's lien) or any claim for damages arising from City's use of, or activities on the Property
with respect to the Project.
8. Indemnity. City shall indemnify, defend, and hold harmless Owner and Owner's officers,
agents and employees against any and all liability, claims, actions, causes of action or demands arising
out of, connected with, or caused by City or City's employees, agents, independent contractors,
companies, or subcontractors use of the Property, except to the extent of Owner's negligence or willful
misconduct.
9. Insurance. City shall maintain, or require its contractor to maintain, commercial general
liability and comprehensive automobile policies that include, cover and insure the work performed on
the Project and the terms and conditions of this Agreement, including the activities or operations of any
contractor and its employees, agents, representatives and subcontractors under this Agreement.
10. Notices. Any notices which either Party may desire to give to the other Party under this
Agreement must be in writing and may be given either by (i) personal service; (ii) delivery by a
reputable document delivery service, such as but not limited to, Federal Express, which provides a
receipt showing date and time of delivery; or (iii) mailing in the United States Mail, certified mail,
postage prepaid, return receipt requested, addressed to the address of the Party as set forth below or at
any other address as that Party may later designate by notice:
-3-
To City:City of Cupeitino
10300 Torre Avenue
Cupertino, CA 95014
Attention: Public Works Director
With a copy to:City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
Attention: City Attorney
To Owner:John Albert Impink
10155 0range Avenue
Cupertino, CA 95014
11. Agreement Runs with Land; Recordation. The provisions of this Agreement shall inure
to the benefit of and be binding upon the owners of tlie Site and their heirs, successors or assigns, and
any otlier person claiming an interest in the Site through them. Upon execution, this Agreement shall be
recorded in the Official Records of Santa Clara County.
12. Waiver of Further Compensation. Owner hereby expressly and unconditionally waives
any and all right to claim, demand, or receive any further compensation for the Dedication Area which
Owner may be eligible to receive under the California Relocation Assistance Act (Government Code
§7260, et seq.), Article 1, § 19 of the California Constitution, the California Eminent Domain Law
(Code of Civil Procedure §1230.010, et seq.), and/or the California Code of Regulations, Title 25 or
otlier applicable local, state, or federal statute, ordinance, regulation, rule, or decisional law (collectively
"Compensatory Laws"), including, but not limited to, the fair market value of the Dedication Area,
severance damages, loss of goodwill, loss of profits, or relocation benefits and assistance, or claims for
unreasonable precondemnation activities or inverse condemnation, or any other compensation as a result
of the Parties' agreements hereunder or the City's acceptance of the Offer. Furthermore, Owner hereby
expressly releases the City of Cupertino, and its respective officials, officers, employees,
representatives, successors and assigns, from any liability, responsibility, or obligation to pay any
further compensation for the Dedication Area which Owner may be eligible to receive under the
Compensatory Laws as a result of City's acceptance thereof.
13. Authority to Execute. The person or persons executing this Agreement on behalf of
Owner warrants and represents that he/she/they has/have the authority to execute this Agreement on
belialf of Owner and warrants and represents that he/she/they has/have the authority to bind Owner to
the performance of its obligations hereunder.
14. Entire Agreement. This Agreement embodies the entire integrated agreement and
understanding between the Parties hereto. There are no other agreements or understandings, oral or
written, with reference to the subject matter hereof that are not merged herein and superseded hereby,
except as set forth herein above.
15. Amendments. This Agreement may only be terminated or modified in a writing executed
by both Parties and recorded in the Official Records of Santa Clara County.
-4-
16. Governing Law; Venue. Tliis Agreement shall be construed and enforced in accordance
with the laws of tlie State of California, without reference to choice of law provisions. Any legal actions
under this Agreement sliall be brouglit only in the Superior Court of the County of Santa Clara, State of
California.
17. Interpretation. This Agreement shall be construed according to its fair meaning, and not
strictly for or against any Party. This Agreement shall be deemed to have been prepared jointly by the
Paities liereto, and the teri'ns of tliis Agreement have been negotiated by the Paities and the language
used in this Agreement shall be deemed to be the language chosen by the Paities to express their mutual
intent. This Agreement sliall be construed without regard to any presumption or rule requiring
construction against the Party causing such instrument or any portion thereof to be drafted, or in favor of
the Paity receiving a particular benefit under the Agreement. No rule of strict construction will be
applied against any Paity hereto. When used herein, the singular form of the word includes tlie plural
fori'n in appropriate context. Use of the term "including" is meant to be without limitation, such as
"including but not limited to" or similar. Section headings in this Agreement are for convenience only
and are not intended to be used in interpreting or construing the terms, covenants or conditions
contained in this Agreement.
18. No Partnership. Nothing herein contained shall be construed to create a joint venture or
partnership or to create the relationship of principal and agent or of any association between City and
Owner.
19. Further Cooperation. Each Party hereto agrees to execute any and all documents and
writings which may be necessary or expedient and do such otlier acts as will further the purposes hereof.
20. Successors and Assigns. This Agreement is binding upon and shall inure to the benefit of
the respective successors, heirs, and assigns of the Parties.
21. No Third-Party Beneficiaries. This Agreement is made and entered into for the sole
protection and benefit of the signatory Parties and their successors and assigns. No other person shall
have any right of action based upon any provision in this Agreement.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the day and year
first written above.
-5-
CITY:OWNER:
CITY OF CUPERTINO, a California
municipal corporation
By:
ity Manager
[Notary Aclcnowledgment Requiredl
APPRO 0 FO
ATTEST:
B7:
City Clerk
John Albert Impink, a single man
B7:
Name:
Title: [if
applicableJ
[Notary Acknowledgment Requiredl
By:
Name:
Title: [if
applicableJ
[NotaryAcknowledgment Requiredl
-6-
EXHIBIT A
Legal Description of Site
For APN/Parcel ID 357-16-058
THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF
CUPERTINO, CO{TNTY OF SANTA CLARA, STATE OF CALIFORNIA AND IS
DESCRIBED AS FOLLOWS:
The South 25.88 feet of Section 61 and the North 37.12 feet of Section 77 by uniform depth of
105.15 feet (measured from the West line of Orange Avenue 30 feet wide) as the saine are so
designated and delineated upon that certain Map entitled, "Map of Subdivision "A" Monta
Vista", wliich Map was filed for record in the office of the Recorder of the County of Santa
Clara, State of California on April 11, 1917 in Book "P" of Maps, page 20.
EXCEPTING THEREFROM the Easterly 4 feet thereof as conveyed to the County of Santa
Clara by deed dated March 17, 1953 and recorded February 24, 1954 in Book 2820 of Official
Records, page 584, Official Records
Exhibit A
C781 -OR-667
APN 357-16-058
5891 6a53aaE
5.00'l
N8917'06"WJ t L,17,06,,w
5'0 115.00
LLI
z
LLI
LLI
z
o
25'
LOMITA AVENUE
20'
A l ) i
0 15 30
-M- I IN. = 30 FT.
LEGEND
POC
TPOB
POINT OF COMMENCEMENT
TRUE POINT OF BEGINNING
SHEET 1 0F 1
Dots: 2021-01-25
Designed: LA
Dm: RF
Checked: TG
%l Env.: JC
489303PL36
1570 0akland Road
San Jose, CA 95131
(408)487-2200
HMHca.com
EXHIBIT "B"
PLAT TO ACCOMPANY DESCRIPTION:
RIGHT OF WAY
CUPERTINO CALIFORNIA
January 25, 2021
HMH 4893.03/5283.04
Page 1 of I
EXHIBIT "C"
RIGHT OF WAY
REAL PROPERTY in the City of Cupertino, County of Santa Clara, State of California, being a
portion of that parcel of land described in the Grant Deed recorded April 29, 1977, in Book C781
of Official Records, page 667, Santa Clara County Records, described as follows:
COMMENCING at the intersection of the easterly prolongation of the southerly line of said
parcel of land and the centerline of Orange Avenue;
Thence along said easterly prolongation, North 89o'l 7'06" West, 15.00 feet, to the TRUE POINT
OF BEGINNING:
Thence along the southerly line of said parcel of land, North 89o1 7'06" West, 5.00 feet, to a line
parallel with and 20 feet westerly of the centerline of Orange Avenue;
Thence along said parallel line, North 00o54'52" East, 63.61 feet, to the northerly line of said
parcel of land;
Thence along said northerly line, South 89ol6'53" East, 5.00 feet, to the westerly line of Orange
Avenue;
Thence along said westerly line, South 00o54'52" West, 63.61 feet, to the TRUE POINT OF
BEGINNING.
Containing 318 square feet, more or less.
Date:
489303LD36 - ROW.docx
1570 0akland Road I San Jose, Califomia 95j31 I (408) 487-2200 l (408) 487-2222 Fax l www.HNIHca.com
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County of Santa Clara
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State of California
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