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RESOLUTION NO. 7-00
RESOLUTION OF
THE CITY COUNCIL OF THE TOWN OF LOS ALTOS HILLS
APPROVING FINAL SUBDIVISION MAP AND SUBDIVISION AGREEMENT,
LANDS OF DENNY
WHEREAS, the City Engineer has examined the proposed Final Subdivision
Map entitled; PARCEL MAP A PORTION OF THAT CERTAIN 5.964 ACRE PARCEL
AS SAID PARCEL IS SHOWN ON THAT CERTAIN RECORD OF SURVEY ENTITLED
"A PORTION OF LOTS 3, 4, 5 AND 6, SANBORN AND STONE PARTITION AND A
PORTION OF LOT 10 OF THE N.J. STONE SUBDIVION," RECORDED IN BOOK 47
OF MAPS, AT PAGES 22-25, SANTA CLARA COUNTY RECORDS, STATE OF
CALIFORNIA AND IN THE CITY OF LOS ALTOS HILLS; and has determined that the
said Map is in conformity with the approved tentative map for said map, the
requirements of Chapter 1 entitled "Subdivisions" of Title 9 of the Los Altos Hills
Municipal Code and the Subdivision Map Act;and
WHEREAS, the City Council has read and considered that certain Subdivision
Improvement Agreement between the Town of Los Altos Hills (the "Town") and George
V. Denny III and Barbara L. Denny ("Subdivider");
NOW, THEREFORE, the City Council of the Town of Los Altos Hills does
RESOLVE as follows:
Section 1. The City Council of the Town hereby approves the above-
described Final Subdivision Map and accepts on behalf of the public, all easements
(except for the street right-of-way dedication) offered for dedication to public use in
conformity with the terms of the dedication offer and designated on the Map;and
Section 2. The Town shall enter into and the Mayor is hereby authorized
and directed to execute the above-described Subdivision Improvement Agreement.
PASSED AND ADOPTED this 6th day of January ,2000.
By:
Mayor
A'1"1'FST:
City Clerk
. JAN 06 '00 110:40AM JORGENSON,SIEGEL P.2/3
Application Account No. 51-99 FM
Project Title Lands of Denny
Tract No. Final Parcel Map, Lands of Denny
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TOWN OF LOS.ALTOS HILLS
SUBDIVISION IMPROVEMENT AGREEMENT
THIS AGREEMENT, executed this 6thday of January, 2000, by and between the
TOWN OF LOS ALTOS HILLS, a municipal corporation of the State of. California
('TOWN"), and GEORGE V. DENNY III AND BARBARA L. DENNY,Trustees of the Denny
Revocable Family Trust dated December 13, 1990 as to an undivided 80% interest and
Andrienne Hetzendorfer, Trustee of the Barbara L. Denny and George V. Denny III
Charitable Remainder Trust as to 20% undivided interest, ("SUBDIVIDER"):
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RECITALS
A. SUBDIVIDER desires to subdivide certain land in the TOWN in accordance
with a map filed with the City Council of TOWN, marked and designated Final Parcel Map,
Subdivision of the Lands of Denny.
B. Said map shows certain streets and easements which are offered for
dedication for public use.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants, terms and
conditions herein contained, and for other valuable consideration, the receipt of which is
hereby acknowledged, the parties do hereby agree as follows:
1. SUBDIVIDER agrees that they will construct at their sole cost
and expense within and adjoining said tract, all those certain improvements shown on the
Improvement Plans titled"Plans for the Construction of Denny Parcel Map Improvements"
consisting of eight (8) sheets approved by the City Engineer and hereby made a part of
this Agreement as if set forth at length, required by Chapter 1 of Title 9 of the Los Altos
Hills Municipal Code and required by the conditions of approval for the tentative Parcel
Map for Lands of Denny.
2. •No improvement work shall be undertaken by SUBDIVIDER
until all plans and specifications have been submitted to the City Engineer and have been
approved by him in writing nor shall any change be made in said plans and specifications
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• • JAN 06 '00.:40AM JORGENSON,SIEGEL • P.3/3
or in the work of improvement to be done under them without the prior written approval of
TOWN.
3. SUBDIVIDER agrees that said improvements will be
constructed under and subject to the inspection of and to the satisfaction of the City
Engineer.
4. . SUBDIVIDER agrees that they will construct said improvements
in accordance with the requirements set forth in said"Plans for the Construction of Denny
Parcel Map Improvements" referred to above, all applicable ordinances, resolutions and
orders of TOWN enacted or adopted by the City Council as amended or revised as of the
date of this Agreement, and governing statutes of the State of California or of the United
States of America.
5. All structures made non-conforming bythe lot lines created by
the subdivision shall be completely removed, to the satisfaction of the City Engineer, prior
to recordation of the Final Map.
6. Prior to the execution of this Agreement,SUBDIVIDER shall file
and submit security (in a form approved by Town) to TOWN as obligee in the penal sum
of Two Hundred Sixty Thousand Dollars($260,000), conditioned upon the full and faithful
performance of each of the terms, covenants and conditions of this Agreement and
conditioned upon the full and faithful performance of any and all improvement work
required hereunder.
7. All said improvements shall be completed and ready for final
inspection by the City Engineer within 12 months of the date of execution of this
Agreement. If SUBDIVIDER shall fail to complete the work required by this Agreement
within that time, TOWN may, at its option, and after giving ten (10) days' written notice
thereof to SUBDIVIDER, complete the same and recover the full cost and expense thereof
from SUBDIVIDER by way of the security bond.
8. In the event that SUBDIVIDER fails to perform any obligation
on their part to be performed hereunder, SUBDIVIDER agrees to pay all costs and
expenses incurred by TOWN in securing performance of such obligation, and if suit be
brought by TOWN to enforce this Agreement,SUBDIVIDER agrees to pay costs of suit and
reasonable attorneys'fees to be fixed by the Court.
9. Prior to the execution of this Agreement,SUBDIVIDER shall file
and submit security(in a form approved by Town)to TOWN, as obligee, in the penal sum
of Two Hundred Sixty Thousand Dollars ($260,000), inuring to the benefit of any
contractor, his subcontractors and to persons renting equipment or furnishing labor or
materials to them for the cost of labor and materials furnished in connection with any and
all improvement work required hereunder.
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period for said improvements. Any defects in the improvements shall be corrected by the
applicants at their expense prior to by acceptance the CityCouncil. This
p
maintenance/warranty security shall be released after the warranty inspection of the
improvements, recommendation for acceptance by the City Engineer,and final acceptance
of the improvements by the City Council.
12. Prior to execution of this Agreement, and at SUBDIVIDER'S
expense, SUBDIVIDER shall provide TOWN with a general liability insurance policy with
endorsements showing the TOWN as an additional insured which insures TOWN, its
officers, employees, agents and volunteers against liability for injuries to persons or
property (with minimum coverage of$500,000.00 for each person and $1,000,000.00 for
each occurrence and $250,000.00 for property damage in each occurrence) in connection
with work performed by, for or on behalf of SUBDIVIDER. Said policy shall: (a) be issued
by an insurance company authorized to transact business in the State of California; (b) be
written on the Standard California Comprehensive General Liability Policy Form which
includes, but is not limited to, property damage and bodily injury; (c) be written on an
occurrence basis; (d) require thirty (30) days' prior written notice to TOWN of cancellation
or coverage reduction; (e) provide that it is full primary coverage; (f) provide that TOWN,
its officers and employees shall not be precluded from claim against other insured parties
thereunder; (g) be maintained in effect until final acceptance of SUBDIVIDER'S
improvements. If SUBDIVIDER does not comply with the provisions of this paragraph,
TOWN may (at its election and in addition to other legal remedies)take out the necessary
insurance, and SUBDIVIDER shall immediately repay TOWN the premium therefor.
13. SUBDIVIDER agrees that any general contractor engaged by
the SUBDIVIDER for any work of improvement under this Agreement will have:
a. In full force and effect, a Worker's Compensation
Insurance as shown by a Certificate of Worker's Compensation Insurance issued by an
admitted insurer. Said Certificate shall state that there is in existence a valid policy of
Worker's Compensation Insurance in a form approved by the California Insurance
Commissioner. The certificate shall show the expiration date of the policy, that the full
deposit premium on the policy has been paid and that the insurer will give TOWN at least
thirty (30) days' prior written notice of the cancellation or coverage reduction of the policy;
or
b. In full force and effect, a Certificate of Consent to Self-
Insure issued by the Director of Industrial Relations and certified by him to be current,
together with a Declaration under penalty of perjury in a form satisfactory to the City
Attorney that said Certificate is in full force and effect and that the SUBDIVIDER or its
general contractor shall immediately notify the TOWN in writing in the event of its
cancellation or coverage reduction at any time prior to the completion of all work of
improvement.
14. SUBDIVIDER agrees to indemnify and save harmless TOWN,
City Council, City Engineer or any other officer, employee or agent of TOWN from any and
all costs, expenses, claims, liabilities or damages, known or unknown, to persons or
property heretofore or hereafter arising out of or in any way connected with the
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performance of work or other obligation to be performed in furtherance of this Agreement,
including, but not limited to, all costs and attorneys' fees incurred in defending any claim
arising as a result thereof.
15. SUBDIVIDER agrees as a condition of the subdivision approval
and use of entitlement to defend at its sole expense any action brought against the TOWN
because of issuance of this entitlement or, in the alternative,to relinquish such entitlement.
SUBDIVIDER will reimburse the TOWN for any court costs and attorneys' fees which the
TOWN may be required by a court to pay as a result of such action, but such participation
shall not relieve SUBDIVIDER of their obligation under this condition.
16. SUBDIVIDER agrees to pay all costs and expenses incurred
by TOWN in connection with the subdivision (including, but not limited to: office check of
maps and improvement plans,field checking, staking and inspection of street monuments,
construction water, wet taps, testing and inspection of improvement). SUBDIVIDER shall.
provide adequate deposits for this purpose with additional deposits as required by TOWN.
17. Upon the execution of this Agreement, SUBDIVIDER agrees
to remit the following sums to TOWN against said costs and expenses referred to in
paragraph 16:
a. Plan-check and Inspection Deposit $ 15, 000.00
b. Sanitary Sewer Connection Fee $ 369.00
c. Storm Drain Fee $ 2,475.00
d. Attorneys' Fee Deposit $ 5,000.00
TOTAL $ 22,844.00
18. Upon completion of the work, and before City Council's final
acceptance thereof, SUBDIVIDER shall be billed for and pay or shall be refunded the
difference between the amount of said costs and expenses in each instance and the
amount of said remittance.
19. Any easement or right-of-way necessary for the completion of
any of the improvements required of SUBDIVIDER shall be acquired by SUBDIVIDER at
its sole cost and expense. In the event that eminent domain proceedings are necessary
for the acquisition of any easement or right-of-way, SUBDIVIDER agrees that they will pay
all engineering fees and costs, legal fees and costs, and other incidental costs sustained
by TOWN in connection with said eminent domain proceedings and any condemnation
award and damages (including all costs awarded in said eminent domain proceedings).
SUBDIVIDER further agrees that prior to the institution of any eminent domain proceedings
and upon ten (10) days'written notice from TOWN, SUBDIVIDER will deposit such sums
as are determined by City Council to be necessary to defray said fees, costs, awards, and
damages.
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20. TOWN will accept on behalf of the public, the dedication of all
easements (except for the street right of way dedication) offered for dedication on the
Parcel Map, provided, however, that as a condition precedent to said initial acceptance,
SUBDIVIDER shall perform the covenants, terms and conditions of this Agreement.
21. This Agreement shall be deemed to include any final conditions
imposed by TOWN upon the approval of the tentative and final maps related to public
improvements of the subdivision.
22. SUBDIVIDER agrees that, upon ten (10) days' written notice
from TOWN, it will immediately remedy, restore, repair or replace, at its sole expense and
to the satisfaction of City Engineer, all defects, damages or imperfections due to or arising
from faulty materials or workmanship appearing within a period of not less than two (2)
years after the date of initial acceptance of all said improvements. If SUBDIVIDER shall
fail to remedy, restore, repair, or replace said defects, damages or imperfections as herein
required, TOWN may, at its option, do so and recover the full cost and expense thereof
from SUBDIVIDER. This covenant shall be explicitly included within the obligation of the
security bond referenced above.
23. This Agreement shall bind the heirs,administrators,executors,
successors, assigns and transferees of SUBDIVIDER. It is agreed and understood that
the covenants in this Agreement shall run with the land and are for the benefit of the other
lands in the TOWN OF LOS ALTOS HILLS, and are made by SUBDIVIDER expressly,
their heirs, administrators, executors, successors, assigns and transferees and to the
TOWN, its successors and assigns.
24. Notices:
a. All notices which are required to be given, or which may
be given, by either party to this agreement, shall be in writing and may be served by
personal delivery or by mail. Notices shall be deemed to have been served when
deposited in the United States mail, postage prepaid, registered or certified, addressed as
follows, or to such other address as from time to time may be designated by either party
by giving notice to the other party, as follows:
City Subdivider
Town of Los Altos Hills George & Barbara Denny
Attn: City Manager 11130 Cashmere Street
26379 Fremont Road Los Angeles, CA 90049
Los Altos Hills, CA 94022
b. If a notice given hereunder is served by mail, and within
a given number of days after such service a right may be exercised or an act is to be done
by the person receiving notice, the time within which such right may be exercised or act be
done is extended five days if the place of address is within the State of California, ten days
if the place of address is outside the State of California but within the United States of
America, and twenty days if the place of address is outside the United States of America.
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c. Failure to receive or to acknowledge receipt for notice
served by mail shall not invalidate the notice.
25. Nothing contained in this Agreement shall be construed to be
a waiver, release or extension of any provision heretofore required by ordinance, resolution
or order of the City Council of the TOWN.
26. Time shall be of the essence of this Agreement. All covenants
herein contained shall be deemed to be conditions. The singular shall include the plural;
the masculine gender shall include the feminine and neuter genders.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year first above written.
ATTEST: TOWN OF LOS ALTOS HILLS
B
By:
City Clerk Mayo
APPROVED AS TO FORM SUBDIVIDER
By: ' J
City/Jtorney eo'•e (Denny,Trustee
Barbara L. Denny, Trustee
/ „
I drienne Hetzend er, r rus`ee
Pox
APPROVED AS TO SUFFICIENCY
By: � .r
Ci •ineer
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