Glen Loma/Filice Family Estate - Reimbursement Agreement5.3
RECORDING REQUESTED BY: ) 23784977
Regina Alcomendras
City of Gilroy ) Santa Clara County - Clerk- Recorder
10/25/2017 01:27 PM
Titles: 1 Pages: 50
Fees: $177.00
WHEN RECORDED, MAIL TO: ) Taxes : $0
Shawna Freels City Clerk ) Total: 111`7f7.00
City of Gilroy
7351 Rosanna Street )
Gilroy, CA 95020 )
(SPACE ABOVE THIS LINE FOR RECORDER'S USE)
REIMBURSEMENT AGREEMENT
Between the City of Gilroy and Glen Loma /Filice Family Estate
for Installation of a Recycled Water Pipeline Within the Glen Loma Ranch
Development Project -Home Ranch and Wild Chestnut Neighborhoods
SEPARATE PAGE PURSUANT TO GOVERNMENT CODE SECTION 27361.6
REIMBURSEMENT AGREEMENT
BETWEEN THE
THE CITY OF GILROY AND GLEN LOMA/FILICE FAMILY ESTATE
FOR INSTALLATION OF A RECYCLED WATER PIPELINE
WITHIN GLEN LOMA RANCH DEVELOPMENT PROJECT -
HOME RANCH AND WILD CHESTNUT NEIGHBORHOODS
This REIMBURSEMENT AGREEMENT ( "Agreement ") between the City of Gilroy, a
California municipal corporation ( "City "), Glen Loma Corporation, a California
corporation ( "Glen Loma ") and Filice Family Estate, a California limited partnership
( "Filice Family Estate" or "FFE ") sets forth the respective roles and responsibilities
of the City and Glen Loma /FFE in regard to the design and construction of a pipeline
extension to the Santa Clara Valley Water District's ( "District ") recycled water
distribution facilities located in the City of Gilroy, and is made and entered into as
of September 18, 2017.
City, FFE and Glen Loma are collectively referred to hereinafter as the Parties, and may
be referred to individually as Party.
RECITALS
WHEREAS, District manages groundwater and provides wholesale water supply
in Santa Clara County, including the City; and
WHEREAS, the District and City developed a South County Recycled Water
Master Plan report for expanding recycled water use in southern Santa Clara County; and
WHEREAS, District owns and operates a recycled water distribution system in
southern Santa Clara County; and
WHEREAS, Glen Loma /FFE has gained City's approval of a proposed residential
development project requiring recycled water in the City; and
WHEREAS, Glen Loma is required to install a portion of a 16 -inch inside diameter
(16 -inch diameter) recycled water pipeline in the public street and right -of -way that will
extend the District's master recycled water distribution system located in the City of Gilroy
within and adjacent to an area where Glen Loma /FFE will be performing work related to
their residential development project.
WHEREAS, instead of Glen Loma /FFE installing said 16 -inch diameter recycled
water pipeline, District desires Glen Loma /FFE to install a 30 -inch inside diameter (30-
inch diameter) recycled water pipeline, and with respect to such work has requested that
City act as a conduit between District and Glen Loma /FFE and to provide administrative
services with respect to the work; and
WHEREAS, the City has therefore asked Glen Loma /FFE to install a 30 -inch
diameter recycled water pipeline in the public street and right -of -way that will extend the
District's recycled water distribution system located in the City of Gilroy within and adjacent
to an area where Glen Loma /FFE will be performing work related to their residential
development project, subject to the terms and conditions of an Agreement between City
and Glen Loma to be negotiated and described in this Agreement below as the Glen
Loma /FFE Construction Contract; and
WHEREAS, the 30 -inch diameter recycled water pipeline work that City has asked
Glen Loma /FFE to perform also constitutes a portion of the work that: (i) FIFE has agreed
to perform pursuant to the terms and requirements of Property Improvement Agreement,
No. 2016 -02, covering certain real estate and property improvements known as and called
Wild Chestnut Neighborhood, Tract No 10301, APN 808 -18 -014 and APN 808 -18 -018
between City and FFE dated September 18, 2017 ( "Wild Chestnut PIA"), and (ii) FIFE has
agreed to perform pursuant to the terms and requirements of Property Improvement
Agreement No. 2016 -04 with respect to certain real estate and property improvements
known as and called Home Ranch Neighborhood, Tract No. 10302, APN: 808 -43 -005
between the City and FIFE dated September 27, 2017 ( "Home Ranch PIA") (both the
"Home Ranch PIA" and" Wild Chestnut PIA" are hereafter, collectively, referred to as the
"PIAs ").
WHEREAS, Glen Loma's /FFE's installation of the recycled water pipeline is
subject to the terms and conditions of this AGREEMENT between City and G I e n
Loma /FFE; and
WHEREAS, Glen Loma /FFE has indicated that it desires to install said 30 -inch
diameter recycled water pipeline instead of a 16 -inch diameter recycled water pipeline
installation so long as it is reimbursed for the difference in cost for installing the 30 -inch
diameter recycled water pipeline instead of the 16 -inch diameter recycled water, subject
to the terms and conditions of the Glen Loma /FFE Construction Contract to be negotiated
with the City; and
WHEREAS, the City desires that the difference in Glen Loma /FFE's cost required
to install said 30 -inch diameter recycled water pipeline instead of a 16 -inch diameter
recycled water be reimbursed by the District, subject to the terms and conditions of this
Agreement and the Glen Loma /FFE Construction Contract to be negotiated.
WHEREAS, the District and the City have entered into a separate agreement
in which the District, through the City will reimburse Glen Loma /FFE for its costs
in installing the recycled water pipeline extension of the District's recycled water
distribution system, subject to the terms and conditions of this AGREEMENT.
NOW, THEREFORE, in consideration of the recitals and mutual obligations of the
Parties herein expressed, Glen Loma, FFE and City hereby agree as follows:
AGREEMENT PROVISIONS
PROJECT DESCRIPTION
The project will expand the District's recycled water southern Santa Clara County
distribution system by increasing the size of approximately 2,825 linear feet of High
Density Polyethelyne (HDPE) recycled water pipeline and constructing approximately
1,175 linear feet of additional HDPE recycled water pipeline as generally shown as Home
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Ranch Neighborhood and Wild Chestnut Neighborhood in Exhibit "A -1" titled
"Development Recycled Water System Map," in Exhibit "A -2" titled "Recycled Water
System — Home Ranch Neighborhood," and in Exhibit "A -3" titled "Recycled Water System
— Wild Chestnut Neighborhood," all attached hereto and incorporated into this Agreement
by this reference ( "Project "). City shall ensure Glen Loma /Filice Family Estate employs its
best efforts to complete the Project with the targeted goal of achieving Project completion
pursuant to the terms and requirements of the Property Improvement Agreements, but not
later than three (3) years after the effective date of this Agreement ( "Completion
Deadline "). Additional expansion of recycled water may be included in future phases of
this residential development and will be covered by separate agreements.
The City, Glen Loma and FFE shall have no liability to District if the targeted Completion
Deadline is not met. If all Parties determine the Project cannot be completed by this date,
then the Parties will meet and confer to identify a revised Completion Deadline. In
addition, if the City approves of extensions to Project completion dates under the
applicable Property Improvement Agreement, such extensions shall also be deemed
extensions of the Completion Deadline.
2. ESTIMATED COST OF THE PROJECT
Based on engineering estimates, the estimated cost for Glen Loma /Filice Family Estate to
design and construct the Project, which includes design and installation of (i) the increased
size of 2,825 linear feet of 30 -inch Diameter Recycled Water Piping in the Home Ranch
and Wild Chestnut Neighborhoods, as One Million One Hundred Forty -Nine Thousand
Eight Hundred Sixteen Dollars and Thirty Cents ($1,149,816.30), and (ii) 1,175 linear feet
of the Additional Recycled Water Piping in the Home Ranch and Wild Chestnut
Neighborhoods, as Four Hundred Ninety -six Thousand Eight Hundred and Eighty -Four
Dollars and Forty Cents ($496,884.40).
Based on engineering estimates, the estimated cost for Glen Loma /Filice Family Estate to
design and construct the original: (i) 2,825 linear feet of 16 -inch diameter recycled water
pipeline in the Home Ranch and Wild Chestnut Neighborhood, as Three Hundred Fifty -
Eight Thousand Six Hundred and Forty -Nine Dollars and no Cents ($358,649.00).
The cost to be reimbursed to Glen Loma /Filice Family Estate by the District is the
difference between the cost of installing the in increased size of 2,825 linear feet of 30-
inch Diameter Recycled Water Piping and Additional Recycled Water Piping in the Home
Ranch and Wild Chestnut Neighborhoods ($1,646,700.70) minus the estimated amount
it would have cost to install a 16 -inch diameter recycled water pipeline in the Home Ranch
and Wild Chestnut Neighborhoods pursuant to the Property Improvement Agreements
($358,649.00). This estimated difference in cost is One Million Two Hundred Eighty -Eight
Thousand Fifty -one Dollars and Seventy Cents ($1,288,051.70) and shall be referred to
as the "Eligible Cost" as more fully described in Exhibit "B ", attached hereto and
incorporated into this Agreement by this reference. In no event shall City be liable to
District if the difference in cost or reimbursement to Glen Loma /Filice Family Estate
exceeds the Eligible Cost. The potential for cost overruns shall be addressed in the Glen
Loma /Filice Family Estate Construction Contract.
3. CONSTRUCTION CONTRACT BETWEEN CITY AND GLEN LOMA/FFE.
City shall use good faith efforts to negotiate and enter into an agreement with Glen
Loma /FFE whereby Glen Loma /FFE would construct the Project on a cost reimbursement
basis on terms acceptable to City, subject to this Section 3 below ( "Glen Loma /FFE
Construction Contract "). If the City is successful in negotiating the Glen Loma /FFE
Construction Contract, the Glen Loma /FFE Construction Contract must be in writing,
executed by Glen Loma, FFE and City, and must incorporate and pass through to Glen
Loma /FFE all of the following terms, unless otherwise approved by the District (which
approval shall not be unreasonably withheld, conditioned or delayed):
a) District shall have the benefit of all rights, remedies and redress against
Glen Loma /FFE that the City has against Glen Loma /FFE, insofar as
applicable to the Glen Loma /FFE Construction Contract; and Glen
Loma /FFE shall have the benefit of all rights, remedies and redress against
the District that Glen Loma /FFE has against the City, insofar as applicable
to payment for the construction of the Project. The Glen Loma /FFE
Construction Contract shall provide the City with a right, at any time, to
assign City's rights under the Glen Loma /FFE Construction Contract to the
District, and thereupon be relieved of all obligations under the Glen
Loman /FFE Construct Contract, such that the Glen Loma /FFE
Construction Contract shall become a direct contract between District and
Glen Loma /FFE .
b) To the extent permitted by law, Glen Loma /FFE and all of its contractors
and subcontractors performing work under this Agreement, if any, shall
indemnify, defend, save and hold harmless the District and City and their
respective directors, council members, officers, employees, volunteers and
agents from and against any and all claims, actions, liabilities, damages,
losses, or expenses, including attorneys' fees, arising from Glen
Loma /FFE's (or its contractors' and subcontractors') negligence or willful
misconduct directly or indirectly related to the Project.
C) Glen Loma /FFE and all of its contractors performing work on the Project
shall obtain and maintain insurance of the types and in the amounts
provided in Exhibit "D" of this Agreement. Glen Loma /FFE shall name the
District and City (including District's board members, officers, employees,
and agents) as additional insureds on such insurance. Insurance
requirements provided for under the PIAs shall meet these requirements
so long as Glen Loma /FFE names the District and City (including District's
board members, officers, employees, and agents) as additional insureds.
d) Glen Loma /FFE shall meet with the District and City prior to finalizing the
design work for the Project to discuss final design matters and construction
scheduling.
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e) Glen Loma /FFE's contractor shall provide a written Project cost estimate,
Exhibit "B ", and guaranty bond in favor of District covering all work for
construction of the Project for a period of one (1) year after Project
completion. Glen Loma /FFE shall agree that the contractors and
subcontractors contractual warranty obligations as to the Project will
include the District as a beneficiary, and that Glen Loma /FFE will provide
the District with a copy of all documentation provided by contractors and
subcontractors of any warranties related to the Project and District rights
as a beneficiary to such warranties. Faithful performance and payment
bonds provided for under the PTAs shall meet this bonding requirement so
long as the Project is covered by the PTAs.
f) Glen Loma /FFE and its contractor(s) will be solely responsible for the
construction of the Project and for all persons or entities engaged in such
work, including, but not limited to; contractors, subcontractors, suppliers,
and providers of services. Glen Loma /FFE shall agree to require its
contractor(s) to construct the Project in conformance with the final design
agreed to by the District and City and all applicable laws. Glen Loma /FFE
will be responsible for all permit acquisitions, construction management,
testing, and acceptance of the Project and other work performed by its
contractors. Glen Loma /FFE will provide District and City with a copy of all
submittals and Requests for Information ( "RFI ") associated with the Project
for the District's and City's review in conjunction with Glen Loma /FFE
providing them to the engineer of record. Glen Loma /FFE will contractually
obligate the engineer of record to accept input from the City regarding such
submittals and RFIs and to discuss and provide the City with a written
explanation for any disagreement.
g) Glen Loma /FFE shall ensure that its contractor prepares as -built drawings
certified by a California licensed professional engineer. Glen Loma /FFE will
supply such drawings to the District and City with electronic AutoCAD
"dwg" file version within ninety (90) calendar days after City's acceptance
of the Project.
h) Glen Loma /FFE shall provide the District's construction inspectors with
access to the Project construction site during normal business hours.
District will not direct the work of contractor. District will communicate any
concerns to the City's inspector who shall be responsible for addressing
those concerns and when applicable use reasonable efforts to facilitate
resolution of any disagreements related to the Project construction.
i) After completion and District's acceptance of the Project, whichever is later,
Glen Loma /FFE will assign ownership of all deliverables, including the
installed recycled water pipeline, resulting from the Project to the District
free and clear of all liens, security interests, and other encumbrances.
If City is able to negotiate a draft Glen Loma /FFE Construction Contract acceptable to the
City, then not later than 30 business days after delivery of that negotiated draft contract to
District, District shall respond whether such draft contract is acceptable to the District. If
the draft Glen Loma /FFE Construction Contract is not acceptable to the District, then the
City shall not execute it, and this Agreement shall be terminated, unless such date is
extended by mutual agreement of the Parties (without any obligation on the part of either
Party to so agree).
4. ENROACHMENT PERMIT(S) FOR CONTINUING ENCROACHMENT
City represents that the Project deliverables, including the recycled water pipeline, will be
installed under a public street and right -of -way. City shall issue all encroachment permit(s)
necessary to enable the District to continue to own, operate and maintain the Project
deliverables under the public street and right -of -way, without cost to District, but otherwise
subject to and in accordance with City's normal policies and procedures.
5. REIMBURSEMENT OF PROJECT WORK
(a) Glen Loma /FFE shall request from the City reimbursement to Glen
Loma /FFE for Eligible Costs by submitting an invoice: (i) not more
frequently than on a monthly basis during the course of construction; and
(ii) after 100% completion of the Project and District's acceptance of all
deliverables resulting from the Project. Promptly following receipt, the City
shall request reimbursement of each invoice from the District. The District
will withhold a retainage of 10% from each approved invoice. Within 30
days of the District's acceptance of the Project (including acceptance of the
professional engineer's certified as -built drawings), the District will release
the accrued retainage to the City and the City shall promptly pay such
retainage to Glen Loma /FFE.
(b) Each invoice for reimbursement of Eligible Costs shall contain the following
information: (i) the total Eligible Costs that have been incurred by Glen
Loma /FFE for the Project during the period identified in that particular
invoice; and (ii) the initials of the Glen Loma /FFE's project manager,
certifying that the invoice being submitted accurately and reasonably
reflects the construction costs of the Project during the period identified in
the particular invoice. As used in this Agreement, "Eligible Costs" means
all costs invoiced to City by Glen Loma /FFE for the design and construction
of the Project and reimbursable to Glen Loma /FFE under the Glen
Loma /FFE Construction Contract, including without limitation the costs of
materials, supplies, equipment, labor, bonding, fees, insurance and
supervision expended towards the Project.
(c) City shall promptly review a submitted invoice. If City disapproves of any
portion of the submitted invoice, City shall notify Glen Loma /FFE within
fifteen (15) calendar days after City's receipt of that invoice of the amounts
disapproved and the reasons for disapproval. Any portion of the submitted
invoice not disapproved by City within this fifteen (15) day period shall be
deemed approved by City. If any portion of the invoice is approved by City
(which approval shall not be unreasonably withheld or conditioned), City
shall pay the approved portion of the invoice to Glen Loma /FFE within thirty
(30) calendar days after City's receipt of that invoice whether or not City
has received payment from the District. Any and all funds paid to the City
by the District under this Agreement shall be used solely to pay Glen
Loma /FFE the Eligible Costs.
L
6. CITY'S ADDITIONAL RESPONSIBILITIES
(a) Provide engineering and construction management for the Project.
(b) Manage City's contractual relationship with Glen Loma /FFE for
construction of the Project, including paying all related Glen Loma /FFE
invoices in accordance with Section 5 of this Agreement.
(c) Invoice District for Eligible Costs.
(d) Use good faith efforts to negotiate for the inclusion in the Glen Loma /FFE
Construction Contract of all of the terms specified in Section 3 of this
Agreement.
(e) Use good faith efforts to obtain a Project cost estimate from Glen
Loma /FFE.
(f) Notify District of all approved Project change orders that will increase the
cost of the Project above the Eligible Costs. The total Project cost shall not
exceed the Eligible Costs ($1,288,051) plus a 15% Contingency
($193,208) for approved Project change orders. City agrees to negotiate
in good faith and act reasonably with respect to Project change orders. The
term "Eligible Costs" shall include any additional costs included within
approved Project change orders.
(g) Provide District with copies of Project contract documents and
documentation for all costs incurred to the extent in City's possession.
(h) Not unreasonably withhold, condition or delay approval of Eligible Costs.
7. DISTRICT'S ADDITIONAL RESPONSIBILITIES
a) Pay approved City invoices within thirty (30) calendar days after receipt.
b) Notify City of invoice problems within fifteen (15) calendar days after
receipt.
C) Provide engineering review and inspection support as requested by the
City for the Project.
d) Provide special inspection support as requested by the City for any
specialty pipe installations, coatings etc requested by the District for the
Project.
e) Provide design specifications for the pipe and allow Glen Loma /FFE and
City to determine the final line and grade of the pipe within the City street
Right of Way.
f) Participate in construction progress meetings.
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g) Not unreasonably withhold, condition or delay approval of Eligible Costs.
8. DOCUMENT REVIEW
Glen Loma /FFE, will upon reasonable advance written notice, shall make available
for inspection to the City and District all records, books and other documents
relating to the Project that are in the possession of the Glen Loma /FFE.
9. TERM
(a) The term of this Agreement commences on the date first written above and
shall continue until construction close -out of the Project and all payments
of Eligible Costs are reimbursed by the City, to Glen Loma.
(b) This Agreement may be terminated for cause by either Party for failure to
comply with any terms and conditions of this Agreement, provided,
however, that the Party in breach shall have twenty (20) calendar days or
such period as the Parties may otherwise agree in writing to cure such
breach following written notification. In the event of termination of this
Agreement, the Glen Loma /FFE Construction Contract shall be deemed to
have been assigned to and assumed by District, the Glen Loma /FFE
Construction Contract shall become a direct contract between District and
Glen Loma /FFE, and District shall indemnify, defend and hold City and
City's council members, officers, employees, volunteers and agents from
and against any and all claims, actions, liabilities, damages, losses, or
expenses, including attorneys' fees, arising from District's breach of its
obligations under the Glen Loma /FFE Construction Contract.
10. NOTICE
Any notice given under this Agreement shall be in writing and delivered by personal
delivery or by United States mail depository, first class postage prepaid and
addressed to the Party for whom intended.
(a) If to Glen Loma /FFE:
John M. Filice, Jr.
Glen Loma Corporation
7888 Wren Avenue, Building D -143
Gilroy, California 95020
(b) If to City:
Girum Awoke, Director of Public Works /City Engineer
City of Gilroy
7351 Rosanna Street
Gilroy, CA 95020
Any Party may change such address by notice given to the other Party as provided
herein.
1.1
11. MISCELLANEOUS TERMS
a) This Agreement embodies the entire understanding between the Parties
pertaining to the subject matter contained in it; supersedes any and all prior
negotiations, correspondence, understandings, or Agreements of the
Parties; and may be waived, altered, amended, modified, or repealed, in
whole or in part, only on the written consent of both Parties to this
Agreement.
b) No failure or delay on the part of either Party in exercising any right, power,
or remedy hereunder shall operate as a waiver thereof; nor shall any single
or partial exercise of any such right, power, or remedy preclude any other
or further exercise thereof or the exercise of any other right, power, or
remedy hereunder.
C) This Agreement shall be binding on and enforceable by and against the
Parties to it and their respective heirs, legal representatives, successor
governmental entities, and permitted assigns, except that neither this
Agreement nor the duties or obligations under this Agreement may be
assigned by a Party without the prior written consent of the other Party
(which consent may be withheld by a Party in its sole and absolute
discretion). Notwithstanding the foregoing, Glen Loma /FFE may assign
this Agreement to a residential builder that is obligated to construct
improvements under one or both of the PIA's and has executed an
assignment and assumption agreement to perform the obligations of Glen
Loma /FFE under this Agreement.
d) Each individual executing this Agreement on behalf of their respective
entity represents and warrants that (i) the individual is duly authorized to
execute and deliver this Agreement on behalf of that entity; (ii) this
Agreement is valid and binding on that entity and enforceable against that
entity in accordance with its terms; and (iii) that entity is duly organized,
validly existing, and in good standing under the laws of its jurisdiction.
e) This Agreement shall be governed by and construed in accordance with
the laws of the State of California without giving effect to any conflict of law
provisions thereof.
f) The federal and state courts within County of Santa Clara, California shall
have exclusive jurisdiction to adjudicate any dispute arising out of or related
to this Agreement. Each Party expressly consents to the personal
jurisdiction of and venue in such courts.
g) Each Party was represented by legal counsel in the preparation of this
Agreement. Therefore, any rule of construction to the effect that
ambiguities are to be resolved against the drafting Party shall not apply in
interpreting this Agreement.
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h) This Agreement may be executed in one or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
i) All provisions of this Agreement are separate and divisible, and if any part
is held invalid, the remaining provisions shall continue in full force and
effect.
(REMAINDER OF PAGE IN TEN TIONALL Y LEFT BLANK)
CO
IN WITNESS WHEREOF, the PARTIES have executed this AGREEMENT effective as of
the date first set forth above.
CITY OF GILROY
APPROVED AS TO FORM:
1
Andrew L. Faber
City Attorney
Glen Loma Corporation,
a California corporation
Filice Family Estate,
a California limited partnership,
by Cugini Calabria LLC,
a California limited liability company,
Gabriel A. Gonzalez General Partner, by John M. Filice, Jr.,
City Administrator Authorized Representative
cz::4
Joh . Filice Jr.
EXHIBIT "A ": Recycled Water System Map
EXHIBIT "B ": Project Cost Estimate
EXHIBIT "C ": Property Improvement Agreement
EXHIBIT "D ": Insurance Requirements
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State of California )
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On Or_A-Aer 17. 2-017 before me, Sandra IL Nd va , i 90tn rW PUb I i' <. ,
Date Here Insert Name and Title of the dfficer
personally appeared GA6 r iee I A, &o n za 1e 7.
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who proved to me on the basis of satisfactory evidence to be the person($ whose name(p) is /vt
subscribed to the within instrument and acknowledged to me that he /sfe /they executed the same in
his /hO /thelr authorized capacity(, and that by his/herr/tlir signatureW 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 laws
of the State of California that the foregoing paragraph
is true and correct.
SANDRA E. NA'VA-
WITNESS my hand and official seal.
Commission #t 2088119
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Z Santa Clara County ' Signature
My Comm. Ex Tres Nov 11, 2018+ g
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❑ Corporate Officer — Title(s):
❑ Partner — ❑ Limited ❑ General
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On �Iembw .27, a0/7 before me, 1`oJan►ta l4r c�ci��S �►�a on, n%r��zin/ �ub�ic ,
Date Here Insert Name and Title of the O icer
personally appeared I)An 0A. - Sr•
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subscribed to the within instrument and acknowledged to me that he /sbeAhW executed the same in
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Number of Pages: �{ Signers Other Than Named Above:
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11 Other: _ I Other:
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personally appeared JA n E l i a,,, j—,.
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who proved to me on the basis of satisfactory evidence to be the person(} whose name(* is /afe
subscribed to the within instrument and acknowledged to me that he /919eAhea} executed the same in
his /i ie*F authorized capacity(kwe , and that by his /harll; signature(s) on the instrument the person(s),
or the entity upon behalf of which the person(o acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
ROSANNA ARGUELLES- PATTON of the State of California that the foregoing paragraph
Notary Public - California is true and correct.
Z y Santa Clara County i
Commission ,r 2162602 ' WITNESS my hand and official seal.
My Comm. Expires Aug 13, 2020
Signature /Z 'rte
Signature of Notary Public
Place Notary Seal Above
OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
1wMburkmwt 6ru•,Unf- /3Z' WC40 C04 and q1" - F44llcf
Description of Attached Document r J.ff4lla4mn of a
Title or Type of Document: "jltr piptfiru, ,n 6L4 Document Date: �e (ember, I$, a0 ►7
Number of Pages: Siggner(s) Other Than Named Above:
C-xhib h, A- — D.
Capacity(ies) Claimed by Signer(sy
Signer's Name: John M. Fi licL, 5- • Signer's Name:
tl orporate Officc�e1" — Title(s): Auf66ta-d l�.cpre�ev�iaWw -, Corporate Officer — Title(s):
CJ Partner — 'Limitedpo eneral Partner — [ Limited General
❑ Individual Attorn' y in Fact 1 i Individual Attorney in Fact
1-1 Trustee 1 Guardian or Conservator 'Trustee Guardian or Conservator
i J Other: ' _I Other:
Signer Is Representing: _1=iI�ct fgmA4 Esiuhe Signer Is Representing:
EXHIBIT "A" - Recycled Water System Map
TRACT 10302
PREVIOUSLY
CONSTRUCTED
WILD CHESTNUT
HOME RANCH
HOME RANCH
CHRISTMAS
FUTURE CONNECTION (30" I.D.)
PORTION OF
HILL PARK
808 -18 -018
EXRECLAIMED
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WATER MAIN TO �� \80It -18
BEABANDONED��
MONTONICO
RECLAIMED WATER ROUTING
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\ l: �` RECYCLED WATER SYSTEM MAP
THE
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LEGEND
PROPOSED DESCRIPTION EXISTING
w.Ap: RECLAIMED WATER eYw -REC
BACKBONE RECLAIMED WATER --- - - - - --
FUTURE EXTENSION (24" I.D.)
(WITH TRACT 10426 - PALOMINO & McMUTCHIN CREEK NEIGHBORHOODS)
ANTICIPATED SCVWD SOUTH COUNTY
RECLAIMED WATER ROUTING
GLEN LOMA RANCH
GILROY, CALIFORNIA
JUNE 2017
i 1
RUGGERI- JENSEN -AZAR
EN G!NEER S'• PL.A N NERS "SURVEYORS
8055 CAMINO ARROYO GILROY. CA 95020
PHONE: (408) 848 -0300 FAX: (408) 848 -0302
PREVIOUSLY
CONSTRUCTED
WILD CHESTNUT
HOME RANCH
FUTURE CONNECTION (30" I.D.)
W -REC
� 1�'"�g�}C1
TOWN
CENTER
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TOWN 10 W
CENTER i�
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CREEK
EXHIBIT A
MALVASIA ` `
\ l: �` RECYCLED WATER SYSTEM MAP
THE
`. TOWN GROVE Sheet 1 of 3
CENTER G
_ FLEX 9
_--- ROCKY
�p
---KNQLL
00 /
LEGEND
PROPOSED DESCRIPTION EXISTING
w.Ap: RECLAIMED WATER eYw -REC
BACKBONE RECLAIMED WATER --- - - - - --
FUTURE EXTENSION (24" I.D.)
(WITH TRACT 10426 - PALOMINO & McMUTCHIN CREEK NEIGHBORHOODS)
ANTICIPATED SCVWD SOUTH COUNTY
RECLAIMED WATER ROUTING
GLEN LOMA RANCH
GILROY, CALIFORNIA
JUNE 2017
i 1
RUGGERI- JENSEN -AZAR
EN G!NEER S'• PL.A N NERS "SURVEYORS
8055 CAMINO ARROYO GILROY. CA 95020
PHONE: (408) 848 -0300 FAX: (408) 848 -0302
CITY \ ` FRAM 10301
PARK \�
(FUTURE) � CH STNi
NOTE:
PIPE SIZES SHOWN ARE
INSIDE DIAMETER (I.D.)
UNLESS OTHERWISE NOTED.
LEGEND
95 LF 24" I.D. W -REC (ADDITIONAL)
2,020 LF 30" I.D. W -REC (UPSIZED)
EXHIBIT A
NEBBIOLO
(FUTURE) RECYCLED WATER SYSTEM MAP
Sheet 2 of 3
DoT
CI
MONTONICO
(FUTURE) y— ...— .... - . .......
_
1 \._./
EAGLE RIDGE \ v� ,
9Vr� Q�� i/ SCRWA RECLAIMED WATER ROUTING
�S \
GLEN LOMA RANCH
WILD CHESTNUT - TRACT 10301
GILROY, CALIFORNIA
MALVASIA MAY 2017
(FUTURE)
JL L 1
RUGGER4JENSEN -AZAR
8053 CAYWO AHROYO GRM' CA 95020 .
PHONE: (408) 048 woo FAX (+05) 84a-0302
FlLE PATH: W: \Jobs 10 \102009 \Documents \Final \GLR 0veroll \SCRWA Recycled Water \Negotiations — Recycled Water Agmt— ALL \Negotiations — Ph IW Reimb Agmt. 2016_2017 \SCRWA — WILD CHESTNUT EXHIBIT - 2017- 05- 03.dwg
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0
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I �
_ _REC .
` EX12 ^OQ. W.
HOME RANCH -
3RTION OF APN:
3"�NO
Ix
I\
TRACT 10301
WILD CHESTNUT
PORTION OF APN:
808 -18- 014,808 -18- 016,808 -18 -018
s' —'ialJ
f
NOTE:
PIPE SIZES SHOWN ARE
INSIDE DIAMETER (I.D.)
UNLESS OTHERWISE NOTED.
LEGEND
805 LF 30" I.D. W -REC
(ONSITE, UPSIZED)
205 LF 30" I.D. W -REC
(OFFSITE, ADDITIONAL)
820 LF 24" I.D. W -REC
(ONSITE, ADDITIONAL)
55 LF 24" I.D. W -REC
(OFFSITE, ADDITIONAL)
PUMP S I`ATION
EXHIBIT A
RECYCLED WATER SYSTEM MAP
Sheet 3 of 3
ANTICIPATED SCVWD SOUTH COUNTY
RECLAIMED WATER ROUTING
GLEN LOMA RANCH
HOME RANCH - TRACT 10302
GILROY, CALIFORNIA
JUNE 2017
1 1
RUGGERI- JENSEN -AZAR
E it G ? N E E R S • P ; . A N N E R S • SU rYEY tiP5
8055 CAMINO ARROYO CILROY. CA 95020
PHONE: (408) 848 -0300 FAX: (408) 848 -0302
EXHIBIT "B"
Project Cost Estimate
Glen Loma 16" 30"
Ranch Development— 2825 ductile $ 358,649 fusible 1 149,816 $ 791,167
iron pipe HDPE '
Glen Loma 24" &
Ranch 30"
Development — 1175 None $ 0 fusible $ 496,884 $ 496,884
HDPE
Eligible Cost 1 $ 1,288,051
Project Contingency (15 %) 1 $ 193,208
EXHIBIT "c"
Attachment 1— Draft Property Improvement Agreement No. 2017 -04
RECORDING REQUESTED BY:
City of Gilroy
WHEN RECORDED, MAIL TO:
Shawna Freels
City of Gilroy
7351 Rosanna Street
Gilroy, CA 95020
(SPACE ABOVE THIS LINE FOR RECORDER'S USE)
Property Improvement Agreement No. 2017 -04
WILD CHESTNUT — Tract 10301
CalAtlantic Group, Inc. a Delaware Corporation
And
Filice Family Estate, a California Limited Partnership
-1- 7/25/2017
Packet Pg. 256,
6.G.b
PROPERTY IMPROVEMENT AGREEMENT
RESIDENTIAL
AGREEMENT FOR EXTENSIONS OF WATER DISTRIBUTION SYSTEMS:
IMPROVEMENT OF STREETS: INSTALLATION OF SEWERS, STORM
DRAINS AND OTHER PUBLIC WORKS FACILITIES
Property Improvement Agreement No. 2017 -04
This Property Improvement Agreement ( "Agreement ") is made and entered into this 18`h day of
September, 2017, by and between the City of Gilroy, a municipal corporation, herein called the "City,"
Filice Family Estate, herein called the "Owner" and CalAtlantic Group, Inc. a Delaware Corporation
herein called the "Developer ".
WHEREAS, a final map of subdivision, record of survey or building permit (Site Clearance) application
has now been submitted to the City for approval and acceptance, covering certain real estate and
property improvements known as and called: Wild Chestnut, APN: 808 -18 -014 and 808 -18 -018, a legal
description of which is attached hereto and incorporated herein as Exhibit "A" (the "Property "), and as
described in the project improvement plans entitled Improvement Plans for Wild Chestnut Tract 10301.
WHEREAS, the Developer is the fee owner of the Property and requires certain utilities and z
public works facilities in order to service the Property under the minimum standards established by the S
City and,
T
M
WHEREAS, the City, by and through its City Council, has enacted certain Codes, Ordinances
and Resolutions and certain Rules and Regulations have been promulgated concerning the subject matter
of this Agreement and, N
WHEREAS, the City has certain responsibilities for maintenance and operation of such utilities
and public service facilities after acceptance by City, and for providing the necessary connecting system,
general plant and appurtenances, and the City is agreeing to discharge those responsibilities, provided
that Developer has faithfully and fully complied with all of the terms, covenants, conditions to be
performed by Developer pursuant to this Agreement.
NOW THEREFORE, in consideration of the foregoing premises and in order to carry on the
intent and purpose of said Codes, Ordinances, Resolutions and Regulations and established policies of
the City and the laws of the State of California and the United States of America it is agreed by and
between the parties as follows:
SECTION 1
That all Codes, Ordinances, Resolutions, Rules and Regulations and established policies of the City and
the laws of the State of California and the United States of America concerning the subject matter of this
Agreement are hereby referred to and incorporated herein to the same effect as if they were set out at
length herein. Said Codes, Ordinances, Resolutions, Rule and Regulations include, but are not limited
to, the following: the Code of the City of Gilroy, the current Zoning Ordinance, and the currently
adopted Uniform Building Code.
-2- 7/25/2017
Packet Pg. 257
6.G.b
SECTION 2
The Developer agrees:
a. To perform each and every provision required by the City to be performed by the Developer in each
and every one of said Codes, Ordinances, Resolution, Rules and other Regulations and established
policies of the City and the laws of the State of California and the United States of America,
including without limitation, the California Labor Code and California Public Contract Code.
Developer further agrees and acknowledges that it is its obligation to determine whether, and to what
extent, the work performed under this Agreement is subject to any Codes, Ordinances, Resolutions,
Rules and other Regulations and established policies of the City and the laws of the State of
California, the United States of America, the California Labor Code and Public Contract Code
relating to public contracting and prevailing wage laws.
b. To grant to the City without charge, free and clear of encumbrances, any and all easements and
rights of way in and to the Property necessary for the City in order that its water, electricity, and/or
sewer lines in or to said Property may be extended.
c. To indemnify, defend with counsel of City's choice and hold the City free and harmless from all
suits, fees, claims, demands, causes of action, costs, losses, damages, liabilities and expenses
(including without limitation attorneys' fees) incurred by City in connection with (i) any damage
done to any utility, public facility or other material or installation of the City on said Property which
the Developer or any contractor or subcontractor of the Developer, or any employee of the
foregoing, shall do in grading or working upon said Property; or (ii) arising or resulting directly or
indirectly from any act or omission of Developer or Developer's contractors, or subcontractors, or
any employee of the foregoing in connection with the work performed by them in connection with
this Agreement, including without limitation all claims relating to injury or death of any person or
damage to any property.
d. To construct and improve all public works facilities and other improvements described in this
Agreement and the improvement plans submitted to the City of Gilroy in furtherance of this
Agreement on file with the City of Gilroy. All construction and improvements shall be completed in
accordance with all standards established in the Codes, Ordinances, Resolutions, Rules and
Regulations and established policies of the City and the laws of the State of California and the
United States of America and this agreement, and in accordance with the grades, plans, and
specifications approved by the City Engineer. Developer shall furnish two good and sufficient
bonds, a Payment Bond on a form provided by the City and a Faithful Performance Bond, both of
which shall be secured from a surety company admitted to do business in California. Each bond shall
set forth a time period for performance by the contractor of its obligations and the terms and
conditions on which the City may obtain the proceeds of the bond.
The Faithful Performance Bond shall be in an amount not less than one hundred percent (100 %) of
the total estimated amount payable for the improvements described in this Agreement, and shall
secure payment to City and the Developer of any loss due to the default of the contractor or its
inability or refusal to perform its contract. The performance bond shall by its terms remain in full
force and effect for a period of not less than one year after completion of the improvements by
Developer and acceptance of the improvements by City, to guarantee the repair and replacement of
defective material and faulty workmanship. Upon completion of the improvements by Developer
and acceptance of the improvements by City, Developer may substitute for the performance bond
securing maintenance described above, a separate maintenance bond issued by an admitted surety in
-3- 7/25/2017
Packet Pg. 258
the amount of ten percent (10 %) of the total contract price of the improvements (provided that the
amount of said bond shall not be less than One Thousand Dollars ($1,000) to cover the one -year
maintenance period.
The Payment Bond shall be in an amount not less than one hundred percent (100 %) of the total
estimated amount payable for the improvements described in this Agreement. The Payment Bond
shall secure the payment of those persons or entities to whom the Developer may become legally
indebted for labor, materials, tools, equipment or services of any kind used or employed by the
contractor or subcontractor in performing the work, or taxes or amounts to be withheld thereon. The
Payment Bond shall provide that the surety will pay the following amounts should the Contractor or
a Subcontractor fail to pay the same, plus reasonable attorneys' fees to be fixed by the court if suit is
brought upon the bond: (1) amounts due to any of the persons named in California Civil Code
Section 9100; (2) amounts due under the Unemployment Insurance Code with respect to work or
labor performed for the improvements described in this Agreement; and (3) any amounts required to
be deducted, withheld, and paid over to the Employment Development Department from the wages
of employees of the Contractor and Subcontractors pursuant to Section 13020 of the Unemployment
Insurance Code with respect to the work and labor. The Payment Bond shall, by its terms, inure to
the benefit of any of the persons named in Civil Code Section 3181 so as to give a right of action to
those persons or their assigns in any suit brought upon the bond.
Simultaneously with the submission of its building permit application (Site Clearance), the F
Developer shall submit the following for both the surety that furnishes the Payment Bond and the 2
surety that furnishes the Faithful Performance Bond: (1) a current printout from California E
LL
Department of Insurance's website (www.insurance.ca.gov) showing that the surety is admitted to
do business in the State; or (2) a certificate from the Clerk of the County of Santa Clara that the M
surety's certificate of authority has not been surrendered, revoked, canceled, annulled, or suspended
or in the event that it has, that renewed authority has been granted.
Except as otherwise expressly provided in this Agreement, all plan check and inspection fees which
are payable by Developer pursuant to the attached comprehensive fee schedule are due and payable
to the City prior to Council approval of the final map of the subdivision. Upon approval of the
record of survey or the building permit covering the real estate to be improved and before any work
is done therein, the Developer shall pay to the City all other sums payable by Developer pursuant to
the attached comprehensive fee schedule.
f. At all times during the term of this Agreement and until the improvements constructed by Developer
are accepted by City, Developer shall, at no cost to City obtain and maintain (a) a policy of general
liability and property damage insurance in the minimum amount of One Million Dollars
($1,000,000), combined single limit for both bodily injury and property damage; (b) workers'
compensation insurance as required by law; and (c) broad form `Builder's Risk" property damage
insurance with limits of not less than 100% of the estimated value of the improvements to be
constructed by Developer pursuant to this Agreement.
All such policies shall provide that thirty (30) days written notice must be given in advance to City
prior to termination, cancellation or modification. The insurance specified in (a) above shall name
City as an additional insured and the insurance specified in (c) shall name City as a loss payee, and
shall provide that City, although an additional insured or loss payee, may recover for any loss
suffered by reason of the acts or omissions of Developer or Developer's contractors or
subcontractors or their respective employees. Developer hereby waives, and Developer shall cause
each of its contractors and subcontractors to waive, all rights to recover against City for any loss or
-4- 7/25/2017
ti,G.b
damage arising from a cause covered by the insurance required to be carried pursuant to this
Agreement or actually carried by Developer in connection with the work described in this
Agreement, and will cause each insurer to waive all rights of subrogation against City in connection
therewith. All policies shall be written on an occurrence basis and not on a claims made basis and
shall be issued by insurance companies acceptable to City. Prior to commencing any work pursuant
this Agreement, Developer shall deliver to City the insurance company's certificate evidencing the
required coverage, or if required by City a copy of the policies obtained.
SECTION 3
That all the provisions of this Agreement and all work to be done pursuant to the terms of this
Agreement are to be completed to City's satisfaction within one year from and after the date and year of
this Agreement first above written. Developer shall maintain such public works facilities and other
improvements described in this Agreement at Developer's sole cost and expense at all times prior to
acceptance by City in a manner which will preclude any hazard to life or health or damage to property.
SECTION 4
That the faithful and prompt performance by the Developer of each and every term and condition
contained herein is made an express condition precedent to the duty of the City to perform any act in
connection with this transaction, and the failure, neglect or refusal of the Developer to so perform, or to
pay any monies due hereunder when due shall release the City from any and all obligations hereunder
and the City, at its election, may enforce the performance of any provision herein, or any right accruing
to the City or may pursue any remedy whatsoever it may have under applicable laws or the Codes,
Ordinances, Resolutions, Rules and Regulations of the City, in the event of any such default by
Developer.
SECTION 5
That this Agreement, including without limitation the general stipulations outlined in Section 6 below,
is an instrument affecting the title or possession of the real property and runs with the land. Except as
expressly provided in the second sentence of Item 9 of the general stipulations set forth in Section 6
below (relating to the payment of reimbursement to the original Developer named in this Agreement),
all the terms, covenants and conditions herein imposed shall be binding upon and inure to the benefit of
City, Developer, the successors in interest of Developer, their respective successors and permitted
assigns and all subsequent fees owners of the Property. The obligations of the Developer under this
Agreement shall be the joint and several obligations of each and all of the parties comprising Developer,
if Developer consists of more than one individual and/or entity. Upon the sale or division of the
Property, the terms of this Agreement shall apply separately to each parcel and the fee owners of each
parcel shall succeed to the obligations imposed on Developer by this Agreement.
SECTION 6
1. That the following general stipulations shall be completed subject to the approval of the Public
Works Director /City Engineer.
2. The Project shall comply with all Tentative Map conditions and applicable mitigation measures as
contained in City Council Resolution 2014 -19 (TM 13 -08 approval).
3. All work within the public right -of -way shall be subject to the approval of the City Engineer.
-5- 7/25/2017
Packet pg. 260''
4. The Developer shall perform all work in compliance with the City of Gilroy Specifications
Standards Design Criteria, Glen Loma Development Agreement and Glen Loma Specific Use
District and is subject to all laws of this community by reference. Street improvements and the
design of all storm drainage, sewer lines, and all street sections shall be in accordance with City
Standards and Glen Loma Specific Plan, Glen Loma Development Agreement and Glen Loma
Backbone Plans and shall follow the most current City Master plan for streets and each utility.
5. The developer shall defend, indemnify, and hold harmless the City, its City Council, Planning
Commission, agents, officers, and employees from any claim, action, or proceeding against the City
or its City Council, Planning Commission, agents, officer, and employees to attack, set aside, void,
or annul an approval of the City, City Council, Planning Commission, or other board, advisory
agency, or legislative claim, action, or proceeding against it, and will cooperate fully in the defense.
This condition is imposed pursuant to California Government Code Section 66474.9.
6. No occupancy permit shall be issued in connection with this project if the owner or developer of
such development (i) is not in compliance with the City's Residential Development Ordinance (City
Zoning Ordinance Sections 50.60 et seq.) referred to as the RDO, any conditions of approval issued
in connection with such development or other City requirements applicable to such development; or
(ii) is in default under any agreement entered into with the City in connection with such
development pursuant to the RDO. The project must also comply with any of condition of
exemption granted from the RDO, including but not limited to time limits in obtaining City
approvals and completion of construction of the dwelling units.
7. The City shall be notified at least two (2) working days prior to the start of any construction work
and at that time the contractor shall provide a project schedule and a 24 -hour emergency telephone
number list.
8. At least one week prior to commencement of work, the developer shall post the site and mail to
owners of property within (500') Five hundred feet of the exterior boundary of the project site, to
the homeowner associations of nearby residential projects and to the Engineering Division, a notice
that construction work will commence on or around the stated date. The notice shall include a list of
contact persons with name, title, phone number and area of responsibility. The person responsible
for maintaining the list shall be included. The list shall be current at all times and shall consist of
persons with authority to initiate corrective action in their area of responsibility. The names of
individuals responsible for dust, noise and litter control shall be expressly identified in the notice.
9. If the developer proposes to phase construction with building occupancy, the developer shall create,
for City Engineer approval prior to first occupancy, a construction staging plan that addresses the
ingress and egress location for all construction vehicles, parking and material storage area separate
from occupied residential units.
10. Locate and properly dispose of any wells, septic tanks and underground fuel storage facilities.
NOTE: The capping of any well will require inspection by the Santa Clara Valley Water District.
11. Schedule the construction of improvements along existing public roads so that the work affecting
vehicular traffic is completed with a minimum interruption to traffic.
12. All work shall be coordinated so that the existing residents on all adjacent streets have access to
their properties.
-6- 7/25/2017
6.G:b
13. Before construction utilizing combustible materials may proceed, an all- weather access must be
provided to within 150 feet of the building site; and at least one in service fire hydrant or other
water source acceptable to the Fire Marshal must be available within 150 feet of each portion of the
site wherein this construction is to take place. Location of the fire hydrants will be determined by
the Fire Chief.
14. A complete construction schedule, which shall include a detailed phasing plan (including traffic
control for each proposed phase), shall be submitted and approved by the City Engineer prior to
start of construction. Any deviation from the approved construction schedule and phasing plan shall
be coordinated with the City Engineer. Deviating from the approved construction schedule and
phasing plan without prior coordination with the City Engineer may prolong issuance of further
building permits.
(a) Upon request by the City Engineer, the developer shall provide information for public
outreach purposes, which may include maps and schedules for each phase of construction.
15. The developer shall obtain the required Habitat Conservation Plan (HCP) Permit and pay the
applicable fees prior to the issuance of a grading permit or improvement plan approval.
16. One hard copy and electronic copy of the approved/stamped PG &E Joint Trench Composite Plans
shall be submitted to the Engineering Division. Should there be a delay in obtaining the PG&E -
approved joint trench plans, the Developer will be allowed to commence joint trench work "at-
risk". The Developer assumes responsibility for any required redesign, and all costs associated with
the redesign and additional city review resulting from the at -risk work completed without PG&E -
approved joint trench plans. Design revisions and ultimate joint trench construction shall be
completed to the satisfaction of the City Engineer.
17. Site preparation and fill construction shall be conducted under the observation of, and tested by, a
licensed soils or geotechnical engineer. A report shall be filed with the City of Gilroy stating that all
site preparation and fill construction meets the requirements of the geotechnical investigation. This
shall be subject to review and approval by the Building Division. [CBC]
18. All grading operations and soil compaction activities shall be per the approved soils report and shall
meet with the approval of the City Engineer.
19. New and existing utility lines, appurtenances, and associated equipment, including but not limited
to electrical transmission, street lighting, and cable television shall be required to be placed
underground. [Municipal Code Section 21, Article V]
20. Construction activity shall be restricted to the period between 7:00 a.m. to 7:00 p.m. Mondays
through Fridays, Saturday 9:00 a.m. to 7:00 p.m. No work shall be done on Sundays and City
Holidays. The City Engineer will apply additional construction period restrictions, as necessary, to
accommodate standard commute traffic along arterial roadways and along school commute routes.
21. Any damage resulting from project construction operations to existing city infrastructure on or
adjacent to the subject property shall be repaired to the satisfaction of the City Engineer, at the full
expense of the developer /contractor. This shall include slurry seal, overlay, street reconstruction,
and repair to curb, gutter and sidewalk, driveway approach if reasonably deemed warranted by the
City Engineer.
-7- 7/25/2017
Packet Pg. _262
22. This project is subject to post- construction stormwater quality requirements per Section 27D of the
Gilroy Municipal Code.
23. Storm water BMP Operation and Maintenance Agreement
(a) Prior to the issuance of any building permit requiring stormwater management BMPs or as
otherwise determined by the City Engineer, the owner(s) of the site shall enter into a formal
written Stormwater BMP Operation and Maintenance Agreement with the City. The City
shall record this agreement, against the property or properties involved, with the County of
Santa Clara and it shall be binding on all subsequent owners of land served by the storm water
management treatment BMPs. The City- standard Stormwater BMP Operation and
Maintenance Agreement will be provided by Public Works Engineering.
(b) This Agreement shall require that the BMPs not be modified and BMP maintenance activities
not alter the designed function of the facility from its original design unless approved by the
City prior to the commencement of the proposed modification or maintenance activity.
(c) This Agreement shall also provide that in the event that maintenance or repair is neglected, or
the stormwater management facility becomes a danger to public health or safety, the city shall
have the authority to perform maintenance and/or repair work and to recover the costs from
the owner.
(d) All on -site stormwater management facilities shall be operated and maintained in good
condition and promptly repaired/replaced by the property owner(s), an owners' or
homeowners' association or other legal entity approved by the City.
(e) Any repairs or restoration/replacement and maintenance shall be in accordance with City-
approved plans.
(f) The property owner(s) shall develop a maintenance schedule for the life of any stormwater
management facility and shall describe the maintenance to be completed, the time period for
completion, and who shall perform the maintenance. This maintenance schedule shall be
included with the approved Stormwater Runoff Management Plan.
24. Stormwater BMP Inspections will be required for this project and shall adhere to the following
(a) The property owner(s) shall be responsible for having all stormwater management facilities
inspected for condition and function by a knowledgeable third party.
(b) Unless otherwise required by the City Engineer or designee, stormwater facility inspections
shall be done at least twice per year, once in Fall, in preparation for the wet season, and once
in Winter. Written records shall be kept of all inspections and shall include, at minimum, the
following information:
1. Site address;
2. Date and time of inspection;
3. Name of the person conducting the inspection;
4. List of stormwater facilities inspected;
5. Condition of each stormwater facility inspected;
6. Description of any needed maintenance or repairs; and
7. As applicable, the need for site re- inspection.
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(c) Upon completion of each inspection, an inspection report shall be submitted to Public Works
Engineering no later than October 1 st for the Fall report, and no later than March 15th of the
following year for the Winter report.
25. A minimum of one exterior monument shall be set. Additional monuments can be required by the
City Engineer or City Surveyor as deemed necessary. Location of monuments shall be tied out
prior to work.
26. In accordance with the California Professional Land Surveyors' Act (Business and Professions
Code) Chapter 15 Sections 8771 and 8725, California Penal Code 605, and California Government
Code 27581, the developer, their employees, subcontractors, and/or any person performing
construction activities that will or may disturb an existing roadway/ street monument, corner stake,
or any other permanent surveyed monument shall show all current monuments on the plans and
shall ensure that a Corner Record and/or Record of Survey are filed with the County Surveyor
Office prior to disturbing said monuments. All disturbed or destroyed monuments shall be reset
and filed in compliance with Section 8771 at the developer's sole expense.
27. If there are any reimbursements payable to the Owner, they must be specifically identified in this
Agreement. Any such reimbursements shall be payable to the original Owner named in this
Agreement above, and shall not inure to the benefit of any subsequent owners of all or any portion
of the Property. All reimbursements payable to Owner shall be subject to the City's reimbursement
policies and ordinances in effect from time to time, including without limitation any expiration
dates identified in such policies and ordinances. Such reimbursement shall be solely contingent
upon the availability of the City's Traffic Impact Fee Funds and in no case shall the reimbursement
be paid beyond ten (10) years after the execution of the Agreement. In addition to any other
conditions, requirements and limitations set forth in the City's reimbursement policies and
ordinances from time to time, (i) in no event shall any reimbursements be payable to Owner if City
determines in its sole and absolute discretion from time to time that there are not sufficient reserves
then on hand in the specific reimbursement fund from which Owner's reimbursement is payable,
over and above any amounts anticipated to be required to be expended from such reimbursement
fund, which reserves, at a minimum, are equal to at least half of the remaining average yearly
anticipated expenditures of such reimbursement fund as determined by City from time to time; (ii)
City may, in its sole and absolute discretion, make partial reimbursement payments to Owner in
yearly increments, as determined by City; and (iii) City may defer payments in any given year if
projects deemed by City to be of high importance are determined by City, in its sole and absolute
discretion, to be warranted or necessary, and the funds in such reimbursement fund are designated
by the City for use on such projects of high importance.
a. If applicable, recycled water system improvements completed by this tract will not be
reimbursed until a recycled water reimbursement agreement is fully executed with the City and
until such time as the City fully executes a separate recycled water reimbursement agreement
with the Santa Clara Valley Water District.
28. No occupancy permits shall be issued (except for nine model homes) for the future three
neighborhoods, Wild Chestnut, Montonico and Home Ranch, and no model homes will be allowed
to open until the Santa TeresaBallybunion/Luchessa Roundabout's ultimate roadway
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Packet Pg. 264'
improvements are complete and all vehicular movements are open to traffic as determined by the
City Engineer.
29. The developer shall upgrade Booster Station 5's firm capacity to 2,000 gpm, and total capacity to
3,000 gpm or as otherwise reasonably determined by further engineering analysis and approved by
the Director of Public Works. The upgrade shall be operational prior to the 350`h pressure Zone II
building final or as otherwise reasonably determined by the Public Works Director. If such
improvements are determined necessary, the share of the cost of such improvements shall be
determined based on the ratio of the build -out demands between Glen Loma Ranch Zone II lands
and any other future users accounted for in the engineering analysis.
30. The pump station shall be inspected by the City's Electrical Engineer prior to improvements being
accepted.
SECTION 7
That the attached Development Cost Schedule enumerates all fees and their extensions.
TOTAL AMOUNT DUE CITY $ 2,338,048.46 (Minimum, actual amount to be determined)
CITY OF GILROY DEVELOPER o
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2
Date:
CalAtlantic Group, Inc. a Delaware Corporation
By
Gabriel A. Gonzalez
City Administrator Name:
Title:
ATTEST:
Shawna Freels, City Clerk
Date:
Owner
Name:
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APPROVED AS TO FORM: Title:
Date:
Andrew L. Faber, City Attorney
NOTE: If Developer is a corporation, the complete legal name and corporate seal of the corporation and
the corporate titles of the persons signing for the corporation shall appear above.
[ATTACH EXHIBIT A — LEGAL DESCRIPTION]
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Packet Pg. 266
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"EXHIBIT A"
LEGAL DESCRIPTION
All that real property situated in the City of Gilroy, County of Santa Clara, State of
California, being "Parcel A ", "Parcel B ", "Parcel C ", "Parcel D" and "Parcel F as shown
on the parcel map filed September 16, 1983 in book 517 of maps, pages 48 and 49,
records of Santa Clara County, California and "designated remainder C" as shown on
the parcel map filed January 25, 2001 in book 736 of maps, pages 26 through 29,
records of Santa Clara County, California.
Packet Pg. 267
EXHIBIT "C" cont.
Attachment 2 — Draft Property Improvement Agreement No. 2017 -05
RECORDING REQUESTED BY:
City of Gilroy
WHEN RECORDED, MAIL TO:
Shawna Freels
City of Gilroy
7351 Rosanna Street
Gilroy, CA 95020
(SPACE ABOVE THIS LINE FOR RECORDER'S USE)
Property Improvement Agreement No. 2017 -05
HOME RANCH — Tract 10302
APN: 808 -43 -005
CalAtlantic Group, Inc. a Delaware Corporation
And
Filice Family Estate, a California Limited Partnership
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PROPERTY IMPROVEMENT AGREEMENT
RESIDENTIAL
AGREEMENT FOR EXTENSIONS OF WATER DISTRIBUTION SYSTEMS:
IMPROVEMENT OF STREETS: INSTALLATION OF SEWERS, STORM
DRAINS AND OTHER PUBLIC WORKS FACILITIES
Property Improvement Agreement No. 2017 -05
This Property Improvement Agreement ( "Agreement") is made and entered into this 21' day of
August, 2017, by and between the City of Gilroy, a municipal corporation, herein called the "City," and
Filice Family Estate , herein called the "Owner" and CalAtlantic Group, Inc., a Delaware Corporation,
herein called the "Developer ".
WHEREAS, a final map of subdivision, record of survey or building permit (Site Clearance) application
has now been submitted to the City for approval and acceptance, covering certain real estate and property
improvements known as and called: Home Ranch, APN: 808 -43 -005, a legal description of which is
attached hereto and incorporated herein as Exhibit "A" (the "Property"), and as described in the project
improvement plans entitled Improvement Plans for Home Ranch Tract 10302.
WHEREAS, the Developer is the fee owner of the Property and requires certain utilities and public
works facilities in order to service the Property under the minimum standards established by the City and,
WHEREAS, the City, by and through its City Council, has enacted certain Codes, Ordinances and
Resolutions and certain Rules and Regulations have been promulgated concerning the subject matter of
this Agreement and,
WHEREAS, the City has certain responsibilities for maintenance and operation of such utilities
and public service facilities after acceptance by City, and for providing the necessary connecting system,
general plant and appurtenances, and the City is agreeing to discharge those responsibilities, provided that
Developer has faithfully and fully complied with all of the terms, covenants, conditions to be performed
by Developer pursuant to this Agreement.
NOW THEREFORE, in consideration of the foregoing premises and in order to carry on the intent
and purpose of said Codes, Ordinances, Resolutions and Regulations and established policies of the City
and the laws of the State of California and the United States of America it is agreed by and between the
parties as follows:
SECTION 1
That all Codes, Ordinances, Resolutions, Rules and Regulations and established policies of the City and
the laws of the State of California and the United States of America concerning the subject matter of this
Agreement are hereby referred to and incorporated herein to the same effect as if they were set out at
length herein. Said Codes, Ordinances, Resolutions, Rule and Regulations include, but are not limited to,
the following: the Code of the City of Gilroy, the current Zoning Ordinance, and the currently adopted
Uniform Building Code.
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SECTION 2
The Developer agrees:
a. To perform each and every provision required by the City to be performed by the Developer in each
and every one of said Codes, Ordinances, Resolution, Rules and other Regulations and established
policies of the City and the laws of the State of California and the United States of America, including
without limitation, the California Labor Code and California Public Contract Code. Developer further
agrees and acknowledges that it is its obligation to determine whether, and to what extent, the work
performed under this Agreement is subject to any Codes, Ordinances, Resolutions, Rules and other
Regulations and established policies of the City and the laws of the State of California, the United
States of America, the California Labor Code and Public Contract Code relating to public contracting
and prevailing wage laws.
b. To grant to the City without charge, free and clear of encumbrances, any and all easements and rights
of way in and to the Property necessary for the City in order that its water, electricity, and/or sewer
lines in or to said Property may be extended.
c. To indemnify, defend with counsel of City's choice and hold the City free and harmless from all suits,
fees, claims, demands, causes of action, costs, losses, damages, liabilities and expenses (including
without limitation attorneys' fees) incurred by City in connection with (i) any damage done to any
utility, public facility or other material or installation of the City on said Property which the Developer
or any contractor or subcontractor of the Developer, or any employee of the foregoing, shall do in
grading or working upon said Property; or (ii) arising or resulting directly or indirectly from any act
or omission of Developer or Developer's contractors, or subcontractors, or any employee of the
foregoing in connection with the work performed by them in connection with this Agreement,
including without limitation all claims relating to injury or death of any person or damage to any
property.
d. To construct and improve all public works facilities and other improvements described in this
Agreement and the improvement plans submitted to the City of Gilroy in furtherance of this
Agreement on file with the City of Gilroy. All construction and improvements shall be completed in
accordance with all standards established in the Codes, Ordinances, Resolutions, Rules and
Regulations and established policies of the City and the laws of the State of California and the United
States of America and this agreement, and in accordance with the grades, plans, and specifications
approved by the City Engineer. Developer shall furnish two good and sufficient bonds, a Payment
Bond on a form provided by the City and a Faithful Performance Bond, both of which shall be secured
from a surety company admitted to do business in California. Each bond shall set forth a time period
for performance by the contractor of its obligations and the terms and conditions on which the City
may obtain the proceeds of the bond.
The Faithful Performance Bond shall be in an amount not less than one hundred percent (100 %) of
the total estimated amount payable for the improvements described in this Agreement, and shall secure
payment to City and the Developer of any loss due to the default of the contractor or its inability or
refusal to perform its contract. The performance bond shall by its terms remain in full force and effect
for a period of not less than one year after completion of the improvements by Developer and
acceptance of the improvements by City, to guarantee the repair and replacement of defective material
and faulty workmanship. Upon completion of the improvements by Developer and acceptance of the
improvements by City, Developer may substitute for the performance bond securing maintenance
described above, a separate maintenance bond issued by an admitted surety in the amount of ten
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percent (10 %) of the total contract price of the improvements (provided that the amount of said bond
shall not be less than One Thousand Dollars ($1,000) to cover the one -year maintenance period.
The Payment Bond shall be in an amount not less than one hundred percent (100 %) of the total
estimated amount payable for the improvements described in this Agreement. The Payment Bond
shall secure the payment of those persons or entities to whom the Developer may become legally
indebted for labor, materials, tools, equipment or services of any kind used or employed by the
contractor or subcontractor in performing the work, or taxes or amounts to be withheld thereon. The
Payment Bond shall provide that the surety will pay the following amounts should the Contractor or a
Subcontractor fail to pay the same, plus reasonable attorneys' fees to be fixed by the court if suit is
brought upon the bond: (1) amounts due to any of the persons named in California Civil Code Section
9100; (2) amounts due under the Unemployment Insurance Code with respect to work or labor
performed for the improvements described in this Agreement; and (3) any amounts required to be
deducted, withheld, and paid over to the Employment Development Department from the wages of
employees of the Contractor and Subcontractors pursuant to Section 13020 of the Unemployment
Insurance Code with respect to the work and labor. The Payment Bond shall, by its terms, inure to the
benefit of any of the persons named in Civil Code Section 3181 so as to give a right of action to those
persons or their assigns in any suit brought upon the bond.
Simultaneously with the submission of its building permit application (Site Clearance), the Developer
shall submit the following for both the surety that furnishes the Payment Bond and the surety that
furnishes the Faithful Performance Bond: (1) a current printout from California Department of
Insurance's website (www.insurance.ca.gov) showing that the surety is admitted to do business in the
State; or (2) a certificate from the Clerk of the County of Santa Clara that the surety's certificate of
authority has not been surrendered, revoked, canceled, annulled, or suspended or in the event that it
has, that renewed authority has been granted.
e. Except as otherwise expressly provided in this Agreement, all plan check and inspection fees which
are payable by Developer pursuant to the attached comprehensive fee schedule are due and payable to
the City prior to Council approval of the final map of the subdivision. Upon approval of the record of
survey or the building permit covering the real estate to be improved and before any work is done
therein, the Developer shall pay to the City all other sums payable by Developer pursuant to the
attached comprehensive fee schedule.
f. At all times during the term of this Agreement and until the improvements constructed by Developer
are accepted by City, Developer shall, at no cost to City obtain and maintain (a) a policy of general
liability and property damage insurance in the minimum amount of One Million Dollars ($1,000,000),
combined single limit for both bodily injury and property damage; (b) workers' compensation
insurance as required by law; and (c) broad form `Builder's Risk" property damage insurance with
limits of not less than 100% of the estimated value of the improvements to be constructed by Developer
pursuant to this Agreement.
All such policies shall provide that thirty (30) days written notice must be given in advance to City
prior to termination, cancellation or modification. The insurance specified in (a) above shall name
City as an additional insured and the insurance specified in (c) shall name City as a loss payee, and
shall provide that City, although an additional insured or loss payee, may recover for any loss suffered
by reason of the acts or omissions of Developer or Developer's contractors or subcontractors or their
respective employees. Developer hereby waives, and Developer shall cause each of its contractors
and subcontractors to waive, all rights to recover against City for any loss or damage arising from a
cause covered by the insurance required to be carried pursuant to this Agreement or actually carried
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by Developer in connection with the work described in this Agreement, and will cause each insurer to
waive all rights of subrogation against City in connection therewith. All policies shall be written on
an occurrence basis and not on a claims made basis and shall be issued by insurance companies
acceptable to City. Prior to commencing any work pursuant this Agreement, Developer shall deliver
to City the insurance company's certificate evidencing the required coverage, or if required by City a
copy of the policies obtained.
SECTION 3
That all the provisions of this Agreement and all work to be done pursuant to the terms of this Agreement
are to be completed to City's satisfaction within one year from and after the date and year of this
Agreement first above written. Developer shall maintain such public works facilities and other
improvements described in this Agreement at Developer's sole cost and expense at all times prior to
acceptance by City in a manner which will preclude any hazard to life or health or damage to property.
SECTION 4
That the faithful and prompt performance by the Developer of each and every term and condition
contained herein is made an express condition precedent to the duty of the City to perform any act in
connection with this transaction, and the failure, neglect or refusal of the Developer to so perform, or to
pay any monies due hereunder when due shall release the City from any and all obligations hereunder and
the City, at its election, may enforce the performance of any provision herein, or any right accruing to the
City or may pursue any remedy whatsoever it may have under applicable laws or the Codes, Ordinances,
Resolutions, Rules and Regulations of the City, in the event of any such default by Developer.
SECTION 5
That this Agreement, including without limitation the general stipulations outlined in Section 6 below, is
an instrument affecting the title or possession of the real property and runs with the land. Except as
expressly provided in the second sentence of Item 9 of the general stipulations set forth in Section 6 below
(relating to the payment of reimbursement to the original Developer named in this Agreement), all the
terms, covenants and conditions herein imposed shall be binding upon and inure to the benefit of City,
Developer, the successors in interest of Developer, their respective successors and permitted assigns and
all subsequent fees owners of the Property. The obligations of the Developer under this Agreement shall
be the joint and several obligations of each and all of the parties comprising Developer, if Developer
consists of more than one individual and/or entity. Upon the sale or division of the Property, the terms of
this Agreement shall apply separately to each parcel and the fee owners of each parcel shall succeed to
the obligations imposed on Developer by this Agreement.
SECTION 6
1. That the following general stipulations shall be completed subject to the approval of the Public Works
Director /City Engineer.
2. The Project shall comply with all Tentative Map conditions and applicable mitigation measures as
contained in City Council Resolution 2014 -19 (TM 13 -08 approval).
3. All work within the public right -of -way shall be subject to the approval of the City Engineer.
4. The Developer shall perform all work in compliance with the City of Gilroy Specifications Standards
Design Criteria, Glen Loma Development Agreement and Glen Loma Specific Use District and is
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subject to all laws of this community by reference. Street improvements and the design of all storm
drainage, sewer lines, and all street sections shall be in accordance with City Standards and Glen
Loma Specific Plan, Glen Loma Development Agreement and Glen Loma Backbone Plans and shall
follow the most current City Master plan for streets and each utility.
The developer shall defend, indemnify, and hold harmless the City, its City Council, Planning
Commission, agents, officers, and employees from any claim, action, or proceeding against the City
or its City Council, Planning Commission, agents, officer, and employees to attack, set aside, void,
or annul an approval of the City, City Council, Planning Commission, or other board, advisory
agency, or legislative claim, action, or proceeding against it, and will cooperate fully in the defense.
This condition is imposed pursuant to California Government Code Section 66474.9.
6. No occupancy permit shall be issued in connection with this project if the owner or developer of such
development (i) is not in compliance with the City's Residential Development Ordinance (City
Zoning Ordinance Sections 50.60 et seq.) referred to as the RDO, any conditions of approval issued
in connection with such development or other City requirements applicable to such development; or
(ii) is in default under any agreement entered into with the City in connection with such development
pursuant to the RDO. The project must also comply with any of condition of exemption granted from
the RDO, including but not limited to time limits in obtaining City approvals and completion of
construction of the dwelling units.
7. The City shall be notified at least two (2) working days prior to the start of any construction work
and at that time the contractor shall provide a project schedule and a 24 -hour emergency telephone
number list.
8. At least one week prior to commencement of work, the developer shall post the site and mail to
owners of property within (500') Five hundred feet of the exterior boundary of the project site, to the
homeowner associations of nearby residential projects and to the Engineering Division, a notice that
construction work will commence on or around the stated date. The notice shall include a list of
contact persons with name, title, phone number and area of responsibility. The person responsible for
maintaining the list shall be included. The list shall be current at all times and shall consist of persons
with authority to initiate corrective action in their area of responsibility. The names of individuals
responsible for dust, noise and litter control shall be expressly identified in the notice.
9. If the developer proposes to phase construction with building occupancy, the developer shall create,
for City Engineer approval prior to first occupancy, a construction staging plan that addresses the
ingress and egress location for all construction vehicles, parking and material storage area separate
from occupied residential units.
10. Locate and properly dispose of any wells, septic tanks and underground fuel storage facilities.
NOTE: The capping of any well will require inspection by the Santa Clara Valley Water District.
11. Schedule the construction of improvements along existing public roads so that the work affecting
vehicular traffic is completed with a minimum interruption to traffic.
12. All work shall be coordinated so that the existing residents on all adjacent streets have access to their
properties.
13. Before construction utilizing combustible materials may proceed, an all- weather access must be
provided to within 150 feet of the building site; and at least one in service fire hydrant or other water
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source acceptable to the Fire Marshal must be available within 150 feet of each portion of the site
wherein this construction is to take place. Location of the fire hydrants will be determined by the
Fire Chief.
14. A complete construction schedule, which shall include a detailed phasing plan (including traffic
control for each proposed phase), shall be submitted and approved by the City Engineer prior to start
of construction. Any deviation from the approved construction schedule and phasing plan shall be
coordinated with the City Engineer. Deviating from the approved construction schedule and phasing
plan without prior coordination with the City Engineer may prolong issuance of further building
permits.
(a) Upon request by the City Engineer, the developer shall provide information for public outreach
purposes, which may include maps and schedules for each phase of construction.
15. The developer shall obtain the required Habitat Conservation Plan (HCP) Permit and pay the
applicable fees prior to the issuance of a grading permit or improvement plan approval.
16. One hard copy and electronic copy of the approved/stamped PG &E Joint Trench Composite Plans
shall be submitted to the Engineering Division. Should there be a delay in obtaining the PG&E -
approved joint trench plans, the Developer will be allowed to commence joint trench work "at- risk".
The Developer assumes responsibility for any required redesign, and all costs associated with the
redesign and additional city review resulting from the at -risk work completed without PG&E -
approved joint trench plans. Design revisions and ultimate joint trench construction shall be
completed to the satisfaction of the City Engineer.
17. Site preparation and fill construction shall be conducted under the observation of, and tested by, a
licensed soils or geotechnical engineer. A report shall be filed with the City of Gilroy stating that all
site preparation and fill construction meets the requirements of the geotechnical investigation. This
shall be subject to review and approval by the Building Division. [CBC]
18. All grading operations and soil compaction activities shall be per the approved soils report and shall
meet with the approval of the City Engineer.
19. New and existing utility lines, appurtenances, and associated equipment, including but not limited to
electrical transmission, street lighting, and cable television shall be required to be placed
underground. [Municipal Code Section 21, Article V]
20. Construction activity shall be restricted to the period between 7:00 a.m. to 7:00 p.m. Mondays through
Fridays, Saturday 9:00 a.m. to 7:00 p.m. No work shall be done on Sundays and City Holidays. The
City Engineer will apply additional construction period restrictions, as necessary, to accommodate
standard commute traffic along arterial roadways and along school commute routes.
21. Any damage resulting from project construction operations to existing city infrastructure on or
adjacent to the subject property shall be repaired to the satisfaction of the City Engineer, at the full
expense of the developer /contractor. This shall include slurry seal, overlay, street reconstruction, and
repair to curb, gutter and sidewalk, driveway approach if reasonably deemed warranted by the City
Engineer.
22. This project is subject to post - construction stormwater quality requirements per Section 27D of the
Gilroy Municipal Code.
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23. Storm water BMP Operation and Maintenance Agreement
(a) Prior to the issuance of any building permit requiring stormwater management BMPs or as
otherwise determined by the City Engineer, the owner(s) of the site shall enter into a formal
written Stormwater BMP Operation and Maintenance Agreement with the City. The City shall
record this agreement, against the property or properties involved, with the County of Santa
Clara and it shall be binding on all subsequent owners of land served by the storm water
management treatment BMPs. The City - standard Stormwater BMP Operation and Maintenance
Agreement will be provided by Public Works Engineering.
(b) This Agreement shall require that the BMPs not be modified and BMP maintenance activities
not alter the designed function of the facility from its original design unless approved by the
City prior to the commencement of the proposed modification or maintenance activity.
(c) This Agreement shall also provide that in the event that maintenance or repair is neglected, or
the stormwater management facility becomes a danger to public health or safety, the city shall
have the authority to perform maintenance and/or repair work and to recover the costs from the
owner.
(d) All on -site stormwater management facilities shall be operated and maintained in good
condition and promptly repaired/replaced by the property owner(s), an owners' or homeowners'
association or other legal entity approved by the City.
(e) Any repairs or restoration/replacement and maintenance shall be in accordance with City -
approved plans.
(f) The property owner(s) shall develop a maintenance schedule for the life of any stormwater
management facility and shall describe the maintenance to be completed, the time period for
completion, and who shall perform the maintenance. This maintenance schedule shall be
included with the approved Stormwater Runoff Management Plan.
24. Stormwater BMP Inspections will be required for this project and shall adhere to the following:
(a) The property owner(s) shall be responsible for having all stormwater management facilities
inspected for condition and function by a knowledgeable third party.
(b) Unless otherwise required by the City Engineer or designee, stormwater facility inspections
shall be done at least twice per year, once in Fall, in preparation for the wet season, and once in
Winter. Written records shall be kept of all inspections and shall include, at minimum, the
following information:
1. Site address;
2. Date and time of inspection;
3. Name of the person conducting the inspection;
4. List of stormwater facilities inspected;
5. Condition of each stormwater facility inspected;
6. Description of any needed maintenance or repairs; and
7. As applicable, the need for site re- inspection.
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(c) Upon completion of each inspection, an inspection report shall be submitted to Public Works
Engineering no later than October 1 st for the Fall report, and no later than March 15th of the
following year for the Winter report.
25. A minimum of one exterior monument shall be set. Additional monuments can be required by the
City Engineer or City Surveyor as deemed necessary. Location of monuments shall be tied out prior
to work.
26. In accordance with the California Professional Land Surveyors' Act (Business and Professions Code)
Chapter 15 Sections 8771 and 8725, California Penal Code 605, and California Government Code
27581, the developer, their employees, subcontractors, and/or any person performing construction
activities that will or may disturb an existing roadway/ street monument, corner stake; or any other
permanent surveyed monument shall show all current monuments on the plans and shall ensure that
a Corner Record and /or Record of Survey are filed with the County Surveyor Office prior to
disturbing said monuments. All disturbed or destroyed monuments shall be reset and filed in
compliance with Section 8771 at the developer's sole expense.
27. If there are any reimbursements payable to the Owner, they must be specifically identified in this
Agreement. Any such reimbursements shall be payable to the original Owner named in this
Agreement above, and shall not inure to the benefit of any subsequent owners of all or any portion of
the Property. All reimbursements payable to Owner shall be subject to the City's reimbursement
policies and ordinances in effect from time to time, including without limitation any expiration dates
identified in such policies and ordinances. Such reimbursement shall be solely contingent upon the
availability of the City's Traffic Impact Fee Funds and in no case shall the reimbursement be paid
beyond ten (10) years after the execution of the Agreement. In addition to any other conditions,
requirements and limitations set forth in the City's reimbursement policies and ordinances from time
to time, (i) in no event shall any reimbursements be payable to Owner if City determines in its sole
and absolute discretion from time to time that there are not sufficient reserves then on hand in the
specific reimbursement fund from which Owner's reimbursement is payable, over and above any
amounts anticipated to be required to be expended from such reimbursement fund, which reserves, at
a minimum, are equal to at least half of the remaining average yearly anticipated expenditures of such
reimbursement fund as determined by City from time to time; (ii) City may, in its sole and absolute
discretion, make partial reimbursement payments to Owner in yearly increments, as determined by
City; and (iii) City may defer payments in any given year if projects deemed by City to be of high
importance are determined by City, in its sole and absolute discretion, to be warranted or necessary,
and the funds in such reimbursement fund are designated by the City for use on such projects of high
importance.
a. If applicable, recycled water system improvements completed by this tract will not be
reimbursed until a recycled water reimbursement agreement is fully executed with the City and
until such time as the City fully executes a separate recycled water reimbursement agreement
with the Santa Clara Valley Water District.
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SPETION 7
That the attached Development Cost Schedule enumerates all fees and their extensions.
TOTAL AMOUNT DUE CITY
CITY OF GILROY
Gabriel A. Gonzalez
City Administrator
Date:
ATTEST:
Shawna Freels, City Clerk
APPROVED AS TO FORM:
Andrew L. Faber, City Attorney
$ 1,891,663.69 (Minimum, actual amount to be determined)
DEVELOPER
CalAtlantic Group, Inc., a Delaware
Corporation
By:
Name:
Title:
Date:
'AlIA12111:7
Filice Family Estate, a California limited
partnership, by Cugini Calabria LLC, a
California limited liability company, General
Partner, by John M. Filice, Jr., Authorized
Representative
By:
Name: !J0
Title: &L°S/ `JP l
Date: 9— 3i Q l 7
NOTE: If Developer is a corporation, the complete legal name and corporate seal of the corporation and
the corporate titles of the persons signing for the corporation shall appear above.
-10- 7/25/2017
CALIFORNIA • • OD
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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 Son-la Ca )
On -R7, 620/7 before me, /e01anAA -lles -Pa #n, A/o-nn j to"ZhG
Date I He Insert Name and Title of the Officer
personally appeared John M, Fi li ce , ...Tr.
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to be the person(sj whose name(* is /are-
subscribed to the within instrument and acknowledged to me that he /sheAhey executed the same in
his /he;W+heif authorized capacity(ies), and that by his /4e64heir signature(s) on the instrument the person(*
or the entity upon behalf of which the person(*acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
ro ROSANNA ARGUELLES - PATTON of the State of California that the foregoing paragraph
Notary Public - California is true and correct.
Z '� Commission # 2162602 Santa Clara County i
Z > WITNESS my hand and official seal.
My Comm Expires Au q 13. 2020
Signature Qn
Signature of Notary Public
Place Notary Seal Above
OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document 14,2017-0S
Title or Type of Document: kve!6 prouunurf grua' f Document Date: us'}'al, aat7
Number of Pages: gigner(s) Other Than Named Above:
M din 1 (1aac
Capacity(ies) Claimed by SignWir(s)
Signer's Name: Joh-1 M - 1:;(��. J_r • Signer's Name:
�i.- Corporate Officer — Title(s): ' Dri" 2c prekakthvel I Corporate Officer — Title(s):
CI Partner — v�imited I I General I Partner — [ I Limited General
�I Individual Attorney in Fact 1 Individual Attorney in Fact
El Trustee Guardian or Conservator Trustee Guardian or Conservator
❑ Other: I Other:
Signer Is Representing: -fihic fdmily Eslarfe, Signer Is Representing:
"EXHIBIT A"
LEGAL DESCRIPTION
All that real property situated in the City of Gilroy, County of Santa Clara, State of
California, being all of "Parcel D" as shown on the Map entitled "Tract 10301, Wild
Chestnut ", Filed September 20, 2017 in Book 907 of Maps, Pages 32 through 43,
Records of Santa Clara County, California.
EXHIBIT "D"
INSURANCE REQUIREMENTS FOR GLEN LOMA RANCH DEVELOPMENT AND
CONTRACTOR(S)
Please refer to the following insurance coverage and provisions:
Without limiting the City of Gilroy's (City) indemnification of, or liability to the Santa Clara Valley
Water District (District), the City must ensure Glen Loma Ranch Development and its
contractor(s) (Glen Loma Ranch Development and its contractor(s) are collectively referred to
hereafter as the "Insured Parties ") assigned to the Project maintain during the term of this
Agreement, or as may be further required herein, the following insurance coverage(s) and
provisions:
Insured Parties must provide its insurance broker(s) /agent(s) with a copy of these requirements
and warrants that these requirements have been reviewed by Insured Parties' insurance agent(s)
and /or broker(s), who have been instructed by Insured Parties to procure the insurance coverage
required herein.
In addition to certificates, Insured Parties must furnish District with copies of original
endorsements affecting coverage required by this Appendix. The certificates and endorsements
are to be signed by a person authorized by that insurer to bind coverage on its behalf. All
endorsements and certificates are to be received and approved by District before the
contract commences. In the event of a claim or dispute, District has the right to require Insured
Parties' insurer to provide complete, certified copies of all required pertinent insurance policies,
including endorsements affecting the coverage required by this Appendix.
Insured Parties must, at its sole cost and expense, procure and maintain during the entire period
of this Agreement the following insurance coverage(s).
Required Coverages
1. Commercial General /Business Liability Insurance with coverage as indicated:
$10,000,000 per occurrence / $10,000,000 aggregate limits for bodily injury and
property damage
$10,000,000 Products /Completed Operations aggregate (to be maintained for at least
three (3) years following acceptance of the work by District.
General Liability insurance must include:
a. Coverage at least as broad as found in standard ISO form CG 00 01.
b. Premises and Operations.
c. Contractual Liability expressly including liability assumed under this
AGREEMENT.
d. If Insured Parties will be working within fifty (50) feet of a railroad or light rail
operation, any exclusion as to performance of operations within the vicinity of any
railroad bridge, trestle, track, roadbed, tunnel, overpass, underpass, or crossway
must be deleted, or a railroad protective policy in the above amounts provided.
e. Owners and Contractors' Protective liability.
f. Severability of Interest.
g. Explosion, Collapse and Underground Hazards, (X, C, and U).
h. Broad Form Property Damage liability.
i. If the standard ISO Form wording for "OTHER INSURANCE," or other comparable
wording, is not contained in Insured Parties' liability insurance policy, an
endorsement must be provided that said insurance will be primary insurance and
any insurance or self- insurance maintained by City and District, their respective
elected and appointed officers, directors, board and council members, employees,
volunteers and agents will be in excess of Consultant's insurance and will not
contribute to it.
2. Business Auto Liability Insurance with coverage as indicated:
$2,000,000 combined single limit for bodily injury and property damage per
occurrence, covering all owned, non -owned and hired vehicles.
3. Professional /Errors and Omissions Liability with coverage as indicated:
$5,000,000 per claim/ $5,000,000 aggregate.
Professional /Errors and Omission Liability appropriate to the Consultant's profession,
and must include:
a. If coverage contains a deductible, or self- insured retention, it shall not be greater
than one hundred thousand dollars ($100,000) per occurrence /event.
b. Coverage shall include contractual liability.
c. If coverage is claims -made:
i. Certificate of Insurance shall clearly state that the coverage is claims -made.
ii. Policy retroactive date must coincide with or precede the Consultant's start of
work (including subsequent policies purchased as renewals or replacements).
iii. Policy must allow for reporting of circumstances or incidents that might give
rise to future claims.
iv. Insurance must be maintained and evidence of insurance must be provided for
at least three (3) years after completion of the contract of work.
4. Workers' Compensation and Employer's Liability Insurance
Statutory California Workers' Compensation coverage covering all work to be
performed for the City and District.
Employer Liability coverage for not less than $1,000,000 per occurrence.
5. Surety Bonds
Insured Parties shall provide the following Surety Bonds:
a. A Bid Bond.
b. A Performance Bond.
c. A Payment Bond.
General Requirements
With respect to all coverages noted above, the following additional requirements apply:
Additional Insured Endorsement(s) Insured Parties must provide an additional
insured endorsement for Commercial General /Business Liability and Business
Automobile liability coverage naming the District, its Directors, officers, employees,
volunteers and agents, individually and collectively, as additional insureds, and
must provide coverage for acts, omissions, etc. arising out of the named insureds'
activities and work. Other public entities may also be added to the additional insured
endorsement as applicable and the Insured Parties will be notified of such
requirement(s) by the District.
(NOTE: Additional insured language on the Certificate of Insurance is NOT acceptable
without a separate endorsement such as Form CG 20 10, CG 2033, CG 2037. Note:
Editions dated 07/04 are not acceptable.)
2. Primacy Clause: Insured Parties' insurance must be primary with respect to any other
insurance which may be carried by the District, its officer, employees, volunteers and
agents, and the District's coverage must not be called upon to contribute or share in
the loss.
3. Cancellation Clause Endorsement: Insured Parties must provide a cancellation
endorsement stating that the insurer agrees to provide thirty (30) days' notice of
cancellation (ten (10) days' notice for non - payment of premium). NOTE: Adding
wording to the standard wording in the ISO Certificate of Insurance is not
acceptable.
4. Acceptability of Insurers: All coverages must be issued by companies admitted to
conduct business in the State of California, which hold a current policy holder's alphabetic
and financial size category rating of not less than A- V, according to the current Best's
Key Rating Guide or a company of equal financial stability that is approved by the
District's Risk Management Administrator.
5. Self- Insured Retentions or Deductibles: Any deductibles or self- insured retentions
must be declared to and approved by the District. At the option of the District, either:
the insurer shall reduce or eliminate such deductibles or self- insured retentions as
respects the District, its officers, directors, employees, agents and volunteers; or the
Insured Parties shall provide a financial guarantee satisfactory to the Entity
guaranteeing payment of losses and related investigations, claim administration, and
defense expenses.
6. Subcontractors: Should any of the work under this Agreement be sublet, the Insured
Parties must require each of its subcontractors of any tier to carry the aforementioned
coverages, or Insured Parties may insure subcontractors under its own policies.
7. Amount of Liability not Limited to Amount of Insurance: The insurance procured
by Insured Parties for the benefit of the District must not be deemed to release or limit
any liability of Insured Parties. Damages recoverable by the District for any liability of
Insured Parties must, in any event, not be limited by the amount of the required
insurance coverage.
8. Coverage to be Occurrence Based: All coverage must be occurrence -based
coverage. Claims -made coverage is not allowed.
9. Waiver of Subrogation: Insured Parties agrees on to waive subrogation against the
District to the extent any loss suffered by Insured Parties is covered by any
Commercial General Liability policy, Automobile policy, Workers' Compensation
policy, or Builders' Risk policy described in Required Coverages above. Insured
Parties agree to advise its broker /agent/insurer about this provision and obtain any
endorsements, if needed, necessary to ensure the insurer agrees.
10. Non - compliance: The District reserve the right to withhold payments to the Insured
Parties in the event of material noncompliance with the insurance requirements outlined
above.
11. Please mail the certificates and endorsements to:
Contract Administrator
Santa Clara Valley Water District
5750 Almaden Expressway
San Jose, CA 95118
IMPORTANT: On the certificate of insurance, please note either the name of the
project or the name of the District contact person or unit for the
contract.
If your insurance broker has any questions please advise him /her to call Mr. David Cahen,
District Risk Management Administrator at (408) 265 -2607, extension 2213.