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HomeMy WebLinkAboutItem 4.08 Silvera Rch Phase IV Improvmts CITY CLERK File # D[b][QJ[l1]-~[{1] AGENDA STATEMENT CITY COUNCIL MEETING DATE: May 15,2007 SUBJECT: Approval of Improvement Agreement for Improvements Associated with Tract 7540, Phase IV - Silvera Ranch, (Pfeiffer Ranch Investors II, Inc.) Report Prepared by: Mark Lander, City Engineer ATTACHMENTS: 1) Resolution approving the Improvement Agreement, Tract 7540, together with Exhibit "A", Improvement Agreement Vicinity Map 2) RECOMMENDATION~ ~ \ FINANCIAL STATEMENT: Adopt the Resolution Approving the Improvement Agreement Pfeiffer Ranch Investors II, Inc., has provided a Performance Bond and a Labor and Materials Bonds, each in the total amounts of $2,334,925 (Bond No. 721298S) and $56,768 (Bond No. 721297S), to guarantee the construction of improvements, and will pay the cost of associated construction inspection costs. Once the improvements have been constructed and accepted, the City will incur maintenance costs for the street improvements. DESCRIPTION: Pfeiffer Ranch Investors II, Inc. (dba Pinn Brothers Fine Homes, Inc.) is seeking City Council approval of the Improvement Agreement associated with Tract 7540, Phase IV - Silvera Ranch. Phase IV will create the final 44 single-family homes, located on the east side of Tassajara Road immediately north of the Nielsen property. The developer is not requesting approval of the final map for Tract 7540 at this time; approval of the Improvement Agreement is being requested in order to allow construction of the improvements associated with Phase IV. Street improvements associated with the final map include the realignment and reconstruction of Tassajara Road along the project frontage to conform with the Tassajara Road Precise Alignment and the extension of Fallon Road from Tassajara Road to the south end ofthe property. It is anticipated that the final map will be filed later this year. COpy TO: Dale Garren, Pinn Brothers Page 1 of2 ITEM No.M G:\DEVELOPMENT, PRIV ATE\Silvera Ranch\Phase 4, Tract 7540\agst Phase 4 Improvement Agreement, 5-15-07.doc An Improvement Agreement has been executed by Pfeiffer Ranch Investors to assure that all required improvements are installed to the City's satisfaction. The improvements are guaranteed by two performance bonds and two labor and materials bonds, each in the amounts of $2,334,925 (Bond Number 721298S) and $56,768 (Bond No. 721297S). It is expected that the work covered by the larger bond will be completed by the end of 2007, at which time the bond can be released. The smaller of the bonds is for a short length of the Fallon Road improvements located immediately north of the Dublin Ranch boundary. The developer will not be able to complete this work until the Lin Family has completed a bridge on Fallon Road at the Silvera Ranch-Dublin Ranch border in late 2008. Staff recommends that the City Council adopt the resolution approving the Improvement Agreement. Page 2 of2 \ O()B RESOLUTION NO. - 07 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN ********* APPROVING IMPROVEMENT AGREEMENT ASSOCIATED WITH TRACT 7540, PHASE IV - SILVERA RANCH (PFEIFFER RANCH INVESTORS II, INC.) WHEREAS, the Silvera, Haight, and Nielsen properties, together with the abutting segment of Tassajara Road (formerly County Road 2568), were annexed to the City of Dublin and to the Dublin San Ramon Services District via Local Agency Formation Commission (LAFCO) Resolution No. 2003-01-A on January 9,2003 (recorded on May 5,2003, in Book 264 of Maps at Page 34); and WHEREAS, the City of Dublin Planning Commission adopted Resolution No. 03-48 on September 23,2003, approving the Vesting Tentative Map and Site Development Review for Tract 7441 (including Phase IV, also known as Tract 7540), subject to Conditions of Approval regarding required on- site/off-site improvements (P A 02-024); and WHEREAS, Pfeiffer Ranch Investors II, Inc., has executed and filed with the City of Dublin an Improvement Agreement to install improvements associated with Phase IV in accordance with the Planning Commission Resolution, and in conformance with the improvement plans and the specifications attached thereto; and WHEREAS, said Improvement Agreement is secured by two bonds in the amounts of $2,334,925 (Bond No.721298S) and $56,768 (Bond No.721297S) issued by Developers Surety and Indemnity Company, conditioned upon faithful performance of said Agreement; and WHEREAS, said Improvement Agreement is secured by two bonds in the amounts of $2,334,925 (Bond No.721298S) and $56,768 (Bond No.721297S) issued by Developers Surety and Indemnity Company, conditioned upon payment for labor performed or material furnished under the terms of said Agreement; NOW, THEREFORE, BE IT RESOLVED that said Agreement and bonds are hereby approved. BE IT FURTHER RESOLVED that the Mayor is hereby authorized by the City Council to execute the Improvement Agreement in duplicate, attached hereto as Exhibit "A," by the following vote: PASSED, APPROVED AND ADOPTED this 15th day of May, 2007. AYES: NOES: ABSENT: ABSTAIN: ATTEST: Mayor City Clerk 5-/5-D[ y..<f{ ATTAUDMENT I. ~1:J7 CITY OF DUBLIN IMPROVEMENT AGREEMENT IMPROVEMENTS FOR TRACT 7540, PHASE IV - SILVERA RANCH (PFEIFFER RANCH INVESTORS II, INC.) This agreement is made and entered into this 15th day of May, 2007, by and between the CITY of Dublin, a municipal corporation, hereinafter referred to as "CITY", and Pfeiffer Ranch Investors II, Inc. (hereinafter referred to as "DEVELOPER"). RECITALS WHEREAS, it has been determined by the City Council of the City of Dublin, State of California, that DEVELOPER, as a subdivider, desires to improve and dedicate certain public improvements (hereafter "The Improvements") shown on Tract 7540, also known as Phase IV, Silvera Ranch, in accordance with the requirements and conditions set forth within the City of Dublin Planning Commission Resolution No. 03-48 (PA 02-024), adopted on September 23, 2003, and City Council Resolution No. 207-03 adopted on October 21,2003; the requirements of the Subdivision Map Act of the State of California and the Subdivision Ordinance of the City of Dublin; and those certain plans and specifications for said development approved by the City Engineer, as follows: · "Improvement Plans, Tract 7540 - Silvera Ranch (Phase 4), City of Dublin, Alameda County, California" (15 Sheets: 1-15), prepared by Ruggeri-Jensen-Azar & Associates, approved January 17, 2007 · "Joint Trench Improvement Plan, Tract 7540 - Silvera Ranch", prepared by Udi-Tetrad, Inc, (19 Sheets: Sheets 1-19), approved July 19, 2006 . "Joint Trench Improvement Plan, Tract 7540 - Silvera Ranch, Pole Relocation", prepared by Udi-Tetrad, Inc, (4 Sheets: Sheets 1-4), approved June 26,2006 · "Landscape Plans Tract 7540 Silvera Ranch - The Estates Phase 4, prepared by Rose Associates (37 Sheets, Sheets 1-37), approved April 5, 2007 · "Silvera Ranch/Fallon Road Traffic Signal Improvements", (12 Sheets: TS1-10 and SS1-2), prepared by T JKM Transportation Consultants, approved November 3, 2006 Said plans are now on file in the office of the City Engineer, and are hereby referred to for a more definite and distinct description of the work to be performed under this Agreement as though set forth at length herein; and WHEREAS, CITY has determined that The Improvements are a public works project subject to California prevailing wage requirements; WHEREAS, DEVELOPER intends to satisfactorily complete The Improvements within the time hereinafter specified, and CITY intends to accept DEVELOPER's offer(s) of dedication of right-of-way and The Improvements in consideration for DEVELOPER's satisfactory performance of the terms and conditions of this Agreement; ,l\ NOW, THEREFORE, in consideration of the mutual promises, conditions and covenants ,.J) ~ IMPROVEMENT AGREEMENT EXHIBIT A C:\Documents and Settings\Dale Garren\Local Settings\Temporary Internet Files\OLK1 C\lmprovement i . To the Resolution 3~l3 herein contained, the parties agree as follows: Section 1. Completion Time. DEVELOPER will commence construction of The Improvements within ninety (90) days following the date on which CITY executes this Agreement. DEVELOPER shall complete such Improvements no later than two years following execution of this agreement or not later than October 31,2009. The CITY acknowledges that completion of the portion of Fallon Road south of Cydonia Court is dependent upon completion of certain improvements to Fallon Road (including grading and bridge construction) on the adjoining property to the south by a third party under a separate agreement between the City and that party. The developer may request, and the City shall grant if requested, a 12-month extension for the construction of Fallon Road south of Cydonia Court if the developer is unable to complete this portion of the road due to incompletion of the third-party improvements. The developer may ask for additional extensions, which the City shall not unreasonably deny, if needed due to continued delay in the completion of the third-party improvements. Upon completion, DEVELOPER shall furnish CITY with a complete and reproducible set of final as-built plans of The Improvements, including any authorized modifications. Section 2. Estimated Cost of Improvements. For purposes of this Agreement, the estimated cost of constructing The Improvements is agreed to be Two Million, Three Hundred and Thirty Four Thousand and Nine Hundred and Twenty Five Dollars and Zero Cents ($2,334,925.00), for all items of work excepting the portion of Fallon Road south of Cydonia Court, and Fifty Six Thousand, Seven Hundred and Sixty Eight Dollars and Zero Cents ($56,768) for the items of work associated with Fallon Road south of Cydonia Court.. Said amounts include costs and reasonable expenses and fees which may be incurred in enforcing the obligation secured. Section 3. Bonds Furnished. Concurrently with the execution of this Agreement, DEVELOPER shall furnish CITY with the following security in a form satisfactory to the CITY Attorney: a. Faithful Performance. Either a cash deposit, a corporate surety bond issued by a company duly and legally licensed to conduct a general surety business in the State of California, or an instrument of credit equivalent to one hundred percent (100%) of the estimates set forth in Paragraph 2 and sufficient to assure CITY that The Improvements will be satisfactorily completed. b. Labor and Materials. Either a cash deposit, a corporate surety bond issued by a company duly and legally licensed to conduct a general surety business in the State of California, or an instrument of credit equivalent to one hundred percent (100%) of the estimates set forth in Paragraph 2 and sufficient to assure CITY that DEVELOPER'S contractors, subcontractors, and other persons furnishing labor, materials, or equipment shall be paid therefor. IMPROVEMENT AGREEMENT Page 2 of 10 C:\Documents and Settings\Dale Garren\Local Settings\Temporary Internet Files\OLK1 C\lmprovement Agreement.- Phase IV Revised (2).DOC April 5, 2007 21 C(jp CITY shall be the sole indemnitee named on any instrument required by this Agreement. Any instrument or deposit required herein shall conform to the provisions of Chapter 5 of the Subdivision Map Act. Section 4. Insurance Required. Concurrently with the execution hereof, DEVELOPER shall obtain or cause to be obtained and filed with the CITY, all insurance required under this paragraph, and such insurance shall have been approved by the Administrative Services Director of CITY, or designee, as to form, amount and carrier. Prior to the commencement of work under this Agreement, DEVELOPER's general contractor shall obtain or cause to be obtained and filed with the Administrative Services Director, all insurance required under this paragraph, and such insurance shall have been approved by the Administrative Services Director of CITY, as to form, amount and carrier. DEVELOPER shall not allow any contractor or subcontractor to commence work on this contract or subcontract until all insurance required for DEVELOPER and DEVELOPER's general contractor shall have been so obtained and approved. Said insurance shall be maintained in full force and effect until the completion of work under this Agreement and the final acceptance thereof by CITY. All requirements herein provided shall appear either in the body of the insurance policies or as endorsements and shall specifically bind the insurance carrier. a. Minimum Scope of Insurance. Coverage shall be at least as broad as: (i) Insurance Services Office form number GL 0002 (Ed. 1/73) covering comprehensive General Liabilitv and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 0001.) (ii) Insurance Services Office form number CA 0001 (Ed. 1n8) covering Automobile Liability, code 1 "any auto" and endorsement CA 0025. (iii) Workers' Compensation insurance as required by the Labor Code of the State of California and Employers Liability Insurance. b. Minimum Limits of Insurance. OWNER shall maintain limits no less than: (i) General Liabilitv: $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. If commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. (ii) Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage. (iii) Workers' Compensation and Employers Liability: Workers' IMPROVEMENT AGREEMENT Page 3 of 10 C:\Documents and Settings\Dale Garren\Local Settings\Temporary Internet Files\OLK1C\lmprovement Agreement_ Phase IV Revised (2).00 April 5, 2007 5rJbl3> compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident. c. Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the CITY. At the option of the CITY, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the CITY, its officers, officials and employees; or the DEVELOPER shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. c. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the following provisions: (i) General Liability and Automobile Liability CoveraQes. (a) The CITY, its officers, agents, officials, employees and volunteers shall be named as additional insureds as respects: liability arising out of activities performed by or on behalf of the DEVELOPER; products and completed operations of the DEVELOPER; premises owned, occupied or used by the DEVELOPER; or automobiles owned, leased, hired or borrowed by the DEVELOPER. The coverage shall contain no special limitations on the scope of the protection afforded to the CITY, its officers, officials, employees or volunteers. (b) The DEVELOPER's insurance coverage shall be primary insurance as respects the CITY, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the CITY, its officers, officials, employees or volunteers shall be excess of the DEVELOPER's insurance and shall not contribute with it. (c) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the CITY, its officers, officials, employees or volunteers. (d) The DEVELOPER's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (ii) Workers' Compensation and Employers Liability CoveraQe. The insurer shall agree to waive all rights of subrogation against the CITY, its officers, officials, employees and volunteers for losses arising from work performed by the DEVELOPER for the CITY. (iii) All CoveraQes. IMPROVEMENT AGREEMENT Page 4 of 10 C:\Documents and Settings\Dale Garren\Local Settings\Temporary Internet Files\OLK1C\lmprovement Agreement_ Phase IV Revised (2).DOC April 5, 2007 La 1Jr~ Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, cancelled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the CITY. (a) Acceptabilitv of Insurers. Insurance is to be placed with insurers with a Bests' rating of no less than A:VII. (b) Verification of Coveraqe. DEVELOPER shall furnish CITY with certificates of insurance and with original endorsements effecting coverage required by this clause. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements are to be received and approved by the CITY before work commences. The CITY reserves the right to require complete, certified copies of all required insurance policies, at any time. (c) Subcontractors. DEVELOPER and/or DEVELOPER 's general contractor shall include all subcontractors as insureds under its policies or shall obtain separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. Section 5. Work Performance and Guarantee. Except as otherwise expressly provided in this Agreement, and excepting only items of routine maintenance, ordinary wear and tear and unusual abuse or neglect, DEVELOPER guarantees all work executed by DEVELOPER and/or DEVELOPER's agents, and all supplies, materials and devices of whatsoever nature incorporated in, or attached to the work, or otherwise delivered to CITY as a part of the work pursuant to the Agreement, to be free of all defects of workmanship and materials for a period of one (1) year after acceptance of the entire work by CITY. DEVELOPER shall repair or replace any or all such work or material, together with all or any other work or .materials which may be displaced or damaged in so doing, that may prove defective in workmanship or material within said one-year guarantee period without expense or charge of any nature whatsoever to CITY. DEVELOPER further covenants and agrees that when defects in design, workmanship and materials actually appear during the one- year guarantee period, and have been corrected, the guarantee period shall automatically be extended for the corrected items for an additional year to insure that such defects have actually been corrected. In the event the DEVELOPER shall fail to comply with the conditions of the foregoing guarantee within thirty (30) days time or such longer time period as agreed to in writing by the City Engineer, after being notified of the defect in writing, CITY shall have the right, but shall not be obligated, to repair or obtain the repair of the defect, and DEVELOPER shall pay to CITY on demand all costs and expense of such repair. Notwithstanding anything herein to the contra , IMPROVEMENT AGREEMENT Page 5 of 10 C:\Documents and Seltings\Dale Garren\Local Settings\Temporary Internet Files\OLK1 C\lmprovement Agreement_ Phase IV Revised (2).D April 5, 2007 lt1J ~3 in the event that any defect in workmanship or material covered by the foregoing guarantee results in a condition which constitutes an immediate hazard to the public health, safety, or welfare, CITY shall have the right to immediately repair, or cause to be repaired, such defect, and DEVELOPER shall pay to CITY on demand all costs and expense of such repair. The foregoing statement relating to hazards to health and safety shall be deemed to include either temporary or permanent repairs which may be required as determined in the sole discretion and judgment of CITY. If CITY, at its sole option, makes or causes to be made the necessary repairs or replacements or performs the necessary work, DEVELOPER shall pay, in addition to actual costs and expenses of such repair or work, twenty-five percent (25%) of such costs and expenses for overhead and interest at the maximum rate of interest permitted by law accruing thirty (30) days from the date of billing for such work or repairs. Section 6. Inspection of the Work. DEVELOPER shall guarantee free access to CITY through its City Engineer and designated representatives for the safe and convenient inspection of the work throughout its construction. Said CITY representative shall have the authority to reject all materials and workmanship which are not in accordance with the plans and specifications, and all such materials and or work shall be removed promptly by OWNER and replaced to the satisfaction of CITY without any expense to CITY in strict accordance with the Improvements plans and specifications. Section 7. Aoreement Assionment. DEVELOPER shall not assign this Agreement without the written consent of CITY, which consent shall not be unreasonably withheld. Section 8. Abandonment of Work. Neither DEVELOPER nor any of DEVELOPER's agents or contractors are or shall be considered to be agents of CITY in connection with the performance of DEVELOPER 's obligations under this Agreement. If DEVELOPER refuses or fails to obtain prosecution of the work, or any severable part thereof, with such diligence as will insure its completion within the time specified, or any extension thereof, or fails to obtain completion of said work within such time, or if DEVELOPER should be adjudged as bankrupt, or should make a general assignment for the benefit of DEVELOPER 's creditors, or if a receiver should be appointed, or if DEVELOPER, or any of DEVELOPER 's contractors, subcontractors, agents or employees should violate any of the provisions of this Agreement, the CITY through its City Engineer may serve written notice on DEVELOPER and DEVELOPER 's surety or holder of other security of breach of this Agreement, or of any portion, thereof, and default of DEVELOPER. In the event of any such notice of breach of this Agreement, DEVELOPER 's surety shall have the duty to take over and complete The Improvements herein specified; provided, however, that if the surety, within thirty (30) days after the serving upon it of such notice of ~ IMPROVEMENT AGREEMENT Page 6 of 10 C:\Documents and Settings\Dale Garren\Local Settings\Temporary Internet Files\OLK1 C\lmprovement Agreement_ Phase IV Revised (2).00 April 5, 2007 "DDb l} breach, does not give CITY written notice of its intention to take over the performance of the contract, and does not commence performance thereof within thirty (30) days after notice to CITY of such election, CITY may take over the work and prosecute the same to completion, by contract or by any other method CITY may deem advisable, for the account and at the expense of DEVELOPER and DEVELOPER 's surety shall be liable to CITY for any damages and/or reasonable and documented excess costs occasioned by CITY thereby; and, in such event, CITY, without liability for so doing, may take possession of, and utilize in completing the work, such materials, appliances, plant and other property belonging to DEVELOPER as may be on the site of the work and necessary therefor. Section 9. Notices All notices herein required shall be in writing, and delivered in person or sent by registered mail, postage prepaid. Notices required to be given to CITY shall be addressed as follows: Melissa Morton Public Works Director City of Dublin 100 Civic Plaza Dublin, CA 94568 Notices required to be given to DEVELOPER shall be addressed as follows: Pinn Brothers Construction, Inc. Attention: Alan R. Pinn, President 1475 Saratoga Avenue, Suite 250 San Jose, CA 95129 Notices required to be given surety of DEVELOPER shall be addressed as follows: Company Name: Developers Surety and Indemnity Company Attention: Timothy Starbird Street Address: 17780 Fitch Way, Ste. 200 Irvine, CA 92614 Any party or the surety may change such address by notice in writing to the other party and thereafter notices shall be addressed and transmitted to the new address. Concurrently with the execution of this Agreement, DEVELOPER has executed and has caused to be acknowledged an abstract of this Agreement. DEVELOPER agrees CITY may record said abstract in the Official Records of Alameda County. IMPROVEMENT AGREEMENT Page 7 of 10 C:\Documents and Settings\Dale Garren\Local Settings\Temporary Internet Files\OLK1 C\lmprovement Agreement_ Phase IV Revised (2).00 April 5, 2007 q~ ~3 Section 10. Use of Streets or Improvements. At all times prior to the final acceptance of the work by CITY, the use of any or all streets and improvements within the work to be performed under this Agreement shall be at the sole and exclusive risk of DEVELOPER. The issuance of any building or occupancy permit by CITY for dwellings located within the project site shall not be construed in any manner to constitute a partial or final acceptance or approval of any or all such improvements by CITY. DEVELOPER agrees that CITY's Building Official may withhold the issuance of building or occupancy permits when the work or its progress may substantially and/or detrimentally affect public health and safety. Section 11. Safety Devices. DEVELOPER shall provide and maintain such guards, watchmen, fences, barriers, regulatory signs, warning lights, and other safety devices adjacent to and on the site of The Improvements as may be necessary to prevent accidents to the public and damage to the property. DEVELOPER shall furnish, place, and maintain such lights as may be necessary for illuminating the said fences, barriers, signs, and other safety devices. At the end of all work to be performed under this Agreement, all fences, barriers, regulatory signs, warning lights, and other safety devices (except such safety items as may be shown on the plans and included in the items of work) shall be removed from site of the work by the DEVELOPER, and the entire site left clean and orderly. Section 12. Acceptance of Work and Riqht-of-Way. Upon notice of the completion of The Improvements and the delivery of a set of final as- built mylar plans with electronic file to CITY by DEVELOPER, CITY, through its City Engineer or designated representative, shall examine the work without delay, and, if found to be in accordance with said plans and specifications and this Agreement, shall recommend acceptance of the work to the City Council and, upon such acceptance, shall notify DEVELOPER or designated agents of such acceptance subject to Section 5 above. If not previously dedicated on the final map for Tract 7540 , DEVELOPER shall dedicate to CITY by separate instrument any right of way and easements deemed necessary by the City Engineer for the acceptance and maintenance of The Improvements, and, at acceptance of the Work, CITY shall accept said right-of-way and maintenance easement dedications. Section 13. Patent and Copyriqht Costs. In the event that said plans and specifications require the use of any material, process or publication which is subject to a duly registered patent or copyright, DEVELOPER shall be liable for, and shall indemnify CITY from any fees, costs or litigation expenses, including attorneys' fees and court costs, which may result from the use of said patented or copyrighted material, process or publication. Section 14. Alterations in Plans and Specifications. IMPROVEMENT AGREEMENT Page 8 of 10 C:\Documents and Settings\Dale Garren\Local Seltings\Temporary Internet Files\OLK1C\lmprovement AgreemenC Phase IV Revised (2).00 April 5, 2007 lO Vb!3 Any alteration or alterations made in the plans and specifications which are a part of this Agreement or any provision of this Agreement shall not operate to release any surety or sureties from liability on any bond or bonds attached hereto and made a part hereof; and consent to make such alterations is hereby given, and the sureties to said bonds hereby waive the provisions of Section 2819 of the Civil Code of the State of California. Section 15. Liabilitv. a. DEVELOPER Primarilv Liable. DEVELOPER hereby warrants that the design and construction of The Improvements will be performed in a proper manner. DEVELOPER agrees to indemnify, defend, release, and save harmless CITY, and each of its elective and appointive boards, commissions, officers agents and employees, from and against any and all loss, claims, suits, liabilities, actions, damages, or causes of action of every kind, nature and description, directly or indirectly arising from an act or omission of DEVELOPER, its employees, agents, or independent contractors in connection with DEVELOPER'S actions and obligations hereunder; provided as follows: (i) That CITY does not, and shall not, waive any rights against DEVELOPER which it may have by reason of the aforesaid hold harmless agreement, because of the acceptance by CITY, or the deposit with CITY by DEVELOPER, of any of the insurance policies described in Paragraph 3 hereof. (ii) That the aforesaid hold harmless agreement by DEVELOPER shall apply to all damages and claims for damages of every kind suffered, or alleged to have been suffered, by reason of any of the aforesaid operations referred to in this paragraph, regardless of whether or not CITY has prepared, supplied, or approved of plans and/or specifications for the subdivision, or regardless of whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages. b. Desion Defect. If, in the opinion of the CITY, a design defect in the work of Improvements becomes apparent during the course of construction, or within one (1) year following acceptance by the CITY of the Improvements, and said design defect, in the opinion of the CITY, may substantially impair the public health and safety, OWNER shall, upon order by the CITY, correct said design defect at OWNER's sole cost and expense, and the sureties under the Faithful Performance and Labor and Materials Bonds shall be liable to the CITY for the corrective work required. c. Litigation Expenses. In the event that legal action is instituted by either party to this Agreement, and said action seeks damages for breach of this Agreement or seeks to specifically enforce the terms of this Agreement, . and, in the event judgment is entered in said action, the prevailing party~ shall be entitled to recover its attorneys' fees and court costs. If CITY is IMPROVEMENT AGREEMENT Page 9 of 10 C:\Documents and Seltings\Dale Garren\Local Settings\Temporary Internet Files\OLK1C\lmprovement Agreement_ Phase IV Revised (2).DOC April 5, 2007 'lat> ~3 prevailing party, CITY shall also be entitled to recover its attorney's fees and costs in any action against DEVELOPER's surety on the bonds provided under Section 3. Section 16. Indemnification and Waiver. DEVELOPER shall defend CITY, its officers, employees and officials, against any claims or actions (including declaratory or injunctive relief) concerning DEVELOPER's construction of The Improvements on DEVELOPER's property and shall indemnify and hold CITY harmless from any damages, charges, fees or penalties that may be awarded or imposed against CITY and/or DEVELOPER in connection with, or on account of, DEVELOPER's construction of The Improvements and/or CITY's failure to enforce or comply with any applicable laws. Section 17. Recitals. The foregoing Recitals are true and correct and are made a part hereof. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in duplicate at Dublin, California, the day and year first above written. CITY OF DUBLIN: DEVELOPER: Pfeiffer Ranch Investors II, Inc. By: Janet Lockhart, Mayor BY:~€~ If WI ,R. fln'n Typed or Printed Name' Date: ATTEST: Date: , ~ :C-ls ~N.AI Title ' l' J/h ft7 Date / ' By: Fawn Holman, City Clerk IMPROVEMENT AGREEMENT Page 10 of 1 C:\Documents and Settings\Dale Garren\Local Settings\Temporary Internet Files\OLK1C\lmprovement Agreement_ Phase IV Revised (2) April 5, 2007 (20f) 13 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT ~~~"""~"""""""~ State of California County of ~J1..4 aft( On Af'd /" /2{)O7, before Date }ss 12~C/7) tJ. (;s4 me, personally appeared Name and Title)l70fficer (e.g., "Jane Doe, Notary Public") A IlIA-1 tf. //IHI/) Name(s) of Signer(s) '''-~ ROMEO N, CASTR~ . Comm, No.1662329 ~ NOTARY PUBllC . CAUr-ORNL,,- ~ SANTA CLARA COUNTY <( . Comm. Expires April 3D, 2010 :~.rll<l-~> ~erSonallY known to me o 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. Place Notary Seal Above Yhanda~~ Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another 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: o Individual o Corporate Officer - Title(s): o Partner - 0 Limited 0 General o Attorney in Fact o Trustee o Guardian or Conservator o Other: . Top of thumb here Signer's Name: o Individual o Corporate Officer - Title(s): o Partner - 0 Limited 0 General o Attorney in Fact o Trustee o Guardian or Conservator o Other: RIGHT THUMBPRINT OF SIGNER Top of thumb here Signer Is Representing: Signer Is Representing: ~"""'''''''''''''~~'i,,''<>.'!i'~O'S0C>~~ @2004 National Notary Association. 9350 De Soto Ave., P.O. Box 2402. 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"'-'lIEOA COUNTY Rl:ca<DS 15 TAml AS rnE BASIS rt' llENllNGS FOR lll15 WAP. ~ _ _ _ _ _ TRACT BOUNDARY UNE LOT UllE - - - - 14CllUIlOO UNE ,....._"...."..,...".'''....'''......'''. 14cm14E11T lIE Um: ----------- NEW EASDIEIIT UNE AS NOTED _ _ - - - - OlSTINC EASSlEIIT UNE AS NOIEO ElOSTlNG lOT UNE SET CITY Of OUElJN STAN1lARO W<JlUWENT, STAJj!'lD RCE 25281 CITY Of OUSUN SfAN1lARO WOOUMEIIT TO Bi: SET PER mACT 1+11. STMlPED RCE 252111 3/." IRON PIPE ;0 BE SET f'ERlRACT 7"". ;0 BE RfPlJ,ttD lOrn a1Y Of IlUBUN STANOARD wa<U.ENT, STAIl!'lD RCE 25281 fOUND f'OINT. AS NOJiD 3/." IRON PIPE TO BE SET I'fR lIlACT 7#1, STAlI!'lD RCE 25281 DlERGEHCl' _w: ACCESS rASfloIENT PUElUC sal'<lCE EASOI€NT IE"PalIoRY CONSTRllCTlON EASDlEIIT 14Ollv>lEIIT TO 1401M<EIIT IRON PIPE TO !ROll PIPE AAIlIAl TOTAl RECORD OATA . REFEJlE)lCl: ElOSTlNG REUNOIJISH"EIIT Of ASUTlEJl'S RIClIlS PER TRACT 7441 .J..J..J...J.JJ RWNQUlSHWEIIT Of AIlUTlER.S RlClllS :=I =1 ~I _ Sfom CO\ERACE @ @ ~ .l! F:'l~ Pst TCE ("-Il) (IP-'p) (R) (T) ( OATA Xl) .i..LLLLL @ SlEET NUNJl(R TRACT 7540 SILVERA RANCH - PHASE 4 IIl!DlG A SUIlIl\'Illlllt( or lOT "# .IS SB01lll 0.. IRACf 7+1L FILED IWlCX u, = Dl llOOlC2790FIIAl'S~TPA<;til8, ALAlIBDA COUN1Y 1lIJCOlUlS CITY OF DUBI.JN ALAMEDA COUNTY. CALIFORNIA RUGGERI-JENSEN-AZAR 8< ASSOCIATES ClVIL ENGINEERS, PLANNERS, SURVEYORS PIlWlAlmlIl; CAUroRlllA APIlIL 2lIOll \)J d! - \}l lOB 110. oaI08l SIllltT 3 OF Ie S!ItRT9