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86-149 Vallco Park Commercial Development of the Rusty Pelican @ SW corner of Prunridge & Wolfe Reso 6876AGREEMENT WOLFE ROAD This ACEI' made and entared into this day of , 19 by and between the CI'T'Y OF CUPEFa'INO, a mtmicipal corporation of the State of California, hereinafter designated as CITY, and VALLCO PARK hereinafter designated as DEVELOPER. WITNESSETH WHEREAS, the DEVELOPER has made application to the CITY for a PARgCEL MAP AND A BUILDING PERMIT to construct and maintain a COMMERCIAL DEVELOPMENT hereinafter referred to as "Project." WHEREM, CITY hereby approves the 1i E r vement plans and specifications prepared for the Project by BRIAN-KANGAS-FAULK & ASSOCIATES a true copy of which improvement plans and specifications are on file in the office of the City Engineer of Cupertino; and WAS, the same are incorporated herein by reference, the same as though set out in fall; N W, ARE, 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 TAH .S, pursuant to the provisions of this AGR�'I', the CITY hereby established the amounts of Bowls, Fees, and Deposits as set forth in the following schedule: Sa3EDLn F OF B=, FEE'S AND DEPOSITS Street improvement Category: PART A. Faithful Performance Bond: 0 PART B. Labor and Material Bond: 0 PART C. ctecking arra Inspection Fee: 0 PART D. ImUrect City F' TenSeS: 0 PART E. Development Maintenance Deposit: 0 PART F. Storm Drainage Fee: $7,656.00 SEVEN THOUSAND SIX HUNDRED FIFTY SIX AND N0/100 DOLLARS PART G. One Year Power Cost: 0 PAPT H. Street Trees: By Developer PART I. Map Checking Fee: $ 210.00 TWO HUNDRED TEN AND N0/100 DOLLARS PART J. Park Fee: 0 PART K. Water Main Extension Deposit: 0 PARI' L. Maps and/or Improvement Plans: 0 2 J • i 171'1:1 •1'1 Wall 2: I /• ' !}' :191! • • 11111111!• - - - 1. DEDICATION A. The DEVELOPER offers to dedicate the real prop erty shown Mbi "A", which is attached hereto and made a part hereoeferee .Said d ated _ property shall be free and clear ofli orenctunbrances those which the CITY shall waive it' The DEVELOPER a not to revoke said offer of dedication, akeep said offer open until CITY accepts offer by resolution. B. Upon on of this AGREEMENT the PER agrees to deliver a properly grant deed to the of the real property described in Exhibit "A", and such other conveyances, or instruments necessary to clear titl as herein required. The DEVELOPER shall provide, at the PER' sole cost and expense, to the City: (1) A preliminary title issued by a title insurance c�any relating to the o for dedication. (2) A standard cy of title ce issued by a title §50 arra insuring the CITY in sum of : N/A, and said property free and cl of all liens or pt those as the CITY shall ly waive in icy shall be furnished at the time acceptance recordation of deed. Upon the condition precedent that the DEVELOPER each and every covenant arra condition of this AGRE=, the to accept said real property offered for dedication. It is further agreed that: A. The DEVELOPER shall install and complete the Work within one (1) year from the date of execution of this ACRE MENM, or such longer period as may be specifically authorized in writing by the City Engineer. In the event the DEVELOPER fails or refuses to ccm>plete the Work within the specified period of time, the CITY, at its sole option, shall be authorized to Clete the Work in whatever manner the CITY shall decide. In the event the CITY completes the Work, the CI'T'Y may recover any and all costs incurred thereby from the DEVELOPER or the DEVELOPER'S surety or both. B. The DEVELOPER shall install arra complete the Work in a good and workmanlike manner in accordance with the plans as approved by the City Engineer of Cupertino. The Work shall be done in accordance with existing ordinances arra resolutions of the CITY and in accordance with all plans, specifications, standards, sizes, lines, and grades approved by the City Engineer. The Work shall be done in accordance with all State and County Statutes applicable hereto. The decision of the City Engineer shall be final as to whether any material or workmanship meets the standards, specifications, -plans, sizes, -lines and grades as set forth. 9 C. 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 Departrnent of Transportation, State of California, and in accordance with the specifications of the Cupertino Sanitary District where applicable. Wherever 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 and/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. EXCA=CN PERMIT It is further agreed that the DEVELOPER small comply with Section Three of Ordinance No. 130 of the CITY by obtaining an excavation permit ft the City Engineer before the camencement improvements are 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 DEVELfJPER shall notify the City Engineer of the exact date and time when the proposed excavation is to It is further agreed that the DEVELC)PER, when requested by the CITY, shall quitclaim all his -rights and interests in, and shall grant to CITY authorization to extract water from the undexground 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. A. Upon the wma ticn of this AGREE!TI', the DE -,=PER shall file with the CI'T'Y a faithful performance bond to assure his full arra faithful performance of this AGREE=. - 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, arra any improvements to be made under this AGREEMENT. In the event that improvements are to be made under this AGRE=, 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 coapany 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 AGREE!Mn, or to make any payment, or any dedication of land, or any improvements herein required, the CITY shall call on the surety to perforin this AGREE= or otherwise indemnify the CITY for the DEVELOPER'S failure to so do. 4 B. In lieu of a surety bond, the DEVELOPER may elect to secure this AM== by depositing with the CI'T'Y: 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 went 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 AGREE T, or to make any payment, or any dedication of land, or any improvements herein required, the CITY may apply the proceeds of said security thereto. D. No release of surety bond, 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. It is further agreed that DEVELOPER shall pay any and all necessary direct expenses for inspection, checking, etc., incurred by CITY in connection with said Project, and that EE'VELOPER shall have deposited with CI'T'Y, prior to execution of this AGREII,1ENT, the amount as set forth herein at Page 2 (Part C),. Should construction cost vary materially from the estimate from wtui.ch said sum is calculated, the City Engineer shall notify DEVELOPER of any additional slnn due and owing as a result thereof. It is further agreed that DEVELOPER shall pay to CITY, prior to execution of this ACCT, indirect expense allocable to processing these improvements, the amount as set forth herein at Page 2 (Part D). 4h - r*I�Mt�■ti �71� It is further agreed that the DEVELOPER shall deposit with CITY, prior to execution of this ACEI', for office checking of final map and field checking of street mmmznents, in compliance with Section 4:1 of Ordinance No. 47 (Revised 12/04/61) of CITY, the amount as set forth herein at Page 2 (Part I) . 5 It is further agreed that the DEVELOPER shall pay to the CITY, prior to execution of this AG==, the amount set forth herein at Page 2 (Part E) as a develoFment 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. It is further agreed that the D-v=PER shall deposit with the CITY, prior to execution of this AGREEMENT, a storm drainage charge in connection with said Project in accordance with the requirements established in Resolution 4422, March 21, 1977, in the amount as set forth herein at Page 2 (Part F) . The DEVELOPER further agrees to deposit with the CTTY those monies required to comply with "Policy on Water Main Extrusions Work and Deposits" dated 9/30/77. The deposit shall be held by the CITY until said monies are needed to inplement improvements outlined by the Director of Public Works or improvements outlined within the adopted Water Master Plan. The amount shown herein at Part K, Page 2, shall be the full amount W" 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 yam - It is further agreed that the DEVE'IDPER shall, at such time as deemed appropriate by the City Engineer, plant street trees in conformance with the standards of the City of Cupertino. Variety of tree shall be selected ft the City approved list. 14. PARK FEES 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. P It is further agreed that the DEVELOPER shall maintain the Work until all deficiencies in the Work are corrected to ccnfc= to the Plans and the City standards and specifications for the Work. The DEVELOPER shall, upon written notice thereof, immediately repair or replace, without cast or obligation to the City of Cupertino, and to the entire satisfaction of said CI'T'Y, all defects and ; nperfections arising out of or due to faulty Workmanship and/or materials appearing in said Work. 16. SANITARY DISTRICT It is further agreed that the DEVELOPER execution of this AGREEMENT, a letter from stating that the DEVELOPER has entered into a said District to install sanitary sewers to Pro] ect and stating that a bond to insure full the construction of the said sanitary sewers said sanitary sewer in conformance with the Paragraph 15 above has been filed. shall file with CITY, upon the Cupertino Sanitary District separate PGREEb�FT' with the serve all lots within said and faithful performance of and to insure maintenance of provisions as set forth in It is further agreed that DEVELOPER shall file with CITY, upon execution of this ACEI', substantial evidence that all provisions of Section 66493, Article 8, Chapter 4 of the Goverment Code, pertaining n ing to special assessments or bonds, have been flied with. 18. CENTRAL FIRE DISTRICT It is further agreed that the DEVELOPER shall file with the CITY, upon execution of this ACS, a letter ft the Central Fire Protection District of Santa Mara County, stating that the DP'=PER has entered into an AG== with said District to install fire hydrants to serve said Project and stating that all necessary fees have been deposited with said District to insure installation and five (5) year rental fee of said 19. PACIFIC GAS AND ELECTRIC/PACIFIC =T, It Is further agreed that the DEVELOPER, shall pay to Pacific Gas and Electric Coapany and/or to PACIFIC EM71, Company any and all fees required for installation of Overhead and/or wiring circuits to all electroliers within said property and any and all fees required for undergr=xUng as provided in ordinance No. 331 of CITY when DEVELOPER is notified by either the City Engineer or. the Pacific Gas and Electric Conpany and/or PACIFIC HET Company that said fees are due and payable. 7 It is further agreed that any easement and riot -of -way necessary for conpletion of the Project shall be acquired by the DEVET-OPER at his own cost and expense. It is provided, however, that in the event eminent domain proceedings are required by the CTI'Y for the purpose of securing said easement and right-of-way, that. the UEVEIpPER shall deposit with CITY a stun covering the reasonable market- value of the land proposed to be taken and to be included in said stun shall be a reasonable allowance 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 amounts as the CITY may require shall be deposited with the City of Cupertino. OIPMMI:_� 02C4ft It is further agreed that, cannencing 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 ft 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 negligence or willful misconduct of the DEVELOPER or the DEVELOPER'S agents, employees and 22. INSURANCE It Is further agreed that: The DEVELOPER shall take cut, or shall require any contractor engaged to perform the Work to take out, and maintain at all times during the performance and maintenarce 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 and collectively, and the officers, agents and employees of the City individually 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 ply damage insurance mist be on an occurrence basis; and said policy or policies shall provide that the coverage afforded thereby shall be primary coverage to the full limit of liability stated in the declarations, and if the city, its members of the City Council individually and collectively, and the officers, agents, and employees of the CITY, 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 -rano amounts: For bodily injury, $100,000 each person; $300,000 each OccUrre�, property damage, $50,000 on amt of any one o==ence with an aggregate limit of not less than $200,000. B. 'Ihe DEVELOPER shall file with the City Engineer at or prior to the time of execution of this AC=MT by the DEVELOPER such evidence of said foregoing policy or policies of insurance as shall be satisfactory to said City Engineer. Each such policy or policies shall bear an endorsement precluding the cancellation or reduction in coverage without giving the City Engineer at least ten (10) days advance notice thereof. C. In the event that the Project covered herein should be mutually situated in or affect the area of jurisdiction of a separate municipality or political subdivision of the State of California, the policies of insurance required herein and above shall cc -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 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 of fully executed parcel map. B. A mylar sepia and ten (11) prints of fully e.NL- ed irq=cvement plans. C. A direct duplicating silver --ne ative microfilm aperature card of all executed improvement plans and map. The DEVELOPER agrees to pay the CITY from the development maintenance deposit the cost for all prints of plans and map required under Item 23. This AGREEMENT shall bind the heirs, administrators, executors, successor, assignee and transferrees of the DEVEIOPER. The assignment of this AGREE[OTL shall not be made .without approval by the City Council of the City of cLqpertino. 9 IN WrINFSS WIC MF, CITY has caused its name to be hereunto affixed by its Mayor and City Clerk, oto 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. Approved as to form: City Attorney Notary Acknowledgment Required (Rev. 5/9/86) 41'�Jla //-), /�� mayor Citi Clerk v 10 STATE OF CALIFORNIA ss. COUNTY OF SANTA CLARA OnEL -4 J , ) Cl jja before me, the undersigned, a Notary P�u�blicin and for said State, personally appeared ll�i L7l ��I' P A-P,i7 and personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name jeo subscribed to the within instrument, and acknowledged that he, executed the same. WITNESS my hand and official seal Notary Public V C4+Ri57inE (VL P-E&A Print or Type Name of Notary OFFICIAL SEAL CHRISTINE MARSHALL NOBREGA FeNOTARY PUBLIC - CALIFORNIA SANTA CLARA COUNTY My comm. expires APR 28, 1989 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERT'INO APPROVING THE PARCEL MAP OF PROPERTY LOCATED AT THE SOUTHWEST CORNER OF PRUNERIDGE AND WOLFE; DEVELOPER, VALLCO PARK, DYED; AUTHORIZING EXECUTION OF AGREEMENT; AND AUTHORIZING THE CITY ENGINEER TO SIGN THE PARCEL MAP WHEREAS, there has been presented to the City Council for approval and for authorization to record the parcel map of property located at the southwest corner of Pruneridge Avenue and Wolfe Road by Vallco Park, Ldmited; and WHEREAS, there has been presented to the City Council a proposed improvement agreement for execution; NOW, THEREFORE, BE IT RESOLVED that the parcel map herein referred to is hereby approved and the City Engineer is hereby authorized to sign said map and have it recorded; and 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 this _L61bday of June 1986 by the following vote: Vote Members of the City Council Ate: Gatto'; Johnson,. Plungy, Sparks, Rogers NOES: None ABSENT' None ABSTAIN' None /s/ Barbara A. Rogers Mayor, City of Cupertino ATTEST: /s/ Dorothy Cornelius City Clerk