Long-term Licenses and Sale of Easements to
City of Daly City for
Vista Grande Drainage Basin Improvement Project
San Francisco, California
December 9, 2025
Dina Brasil, Right-of-Way Manager, Real Estate Services 1 2
Lake Merced History and Land Use
• The Lake Merced Tract or “SFPUC
Parcel 55” was acquired in 1930
through the City’s acquisition of the
Spring Valley Water Company.
• The SFPUC maintains Lake
Merced for recreation and wildlife
habitat and continues to maintain
the capability of using surface
water from the lake as a non-
potable emergency water supply.
• Lake Merced water levels have
historically declined, generating
concern for its long-term viability.
3 Vista Grande Canal and Tunnel
Lake Merced Tract
(approximate current boundaries)
Through the Spring Valley Water
Company acquisition, the City also
acquired the Lake Merced Drainage
Canal, also known as the Vista Grande
Canal, and the Lake Merced Drainage
Tunnel, also known as the Vista Grande
Tunnel.
• Constructed in 1897.
• Carry stormwater for both San
Francisco and Daly City.
• Operated exclusively by Daly City.
• Do not have adequate hydraulic
capacity, resulting in storm-related
flooding, causing property damage in
residential areas, as well as
uncontrolled overflows into Lake
Merced from the Vista Grande Canal.
4 Vista Grande Canal and Tunnel (continued)
Lake Merced Tract
(approximate current boundaries)
• The Vista Grande Canal is located on
property owned by the Olympic Club.
• San Francisco retained
easements to operate the Canal.
• In 1993, San Francisco
quitclaimed its easement rights for
the Vista Grande Canal to Daly
City.
• The Vista Grande Tunnel is located on
property owned by the Olympic Club
and the National Park Service.
• San Francisco, through the
SFPUC, still owns the tunnel and
tunnel easements.
• Daly City operates the tunnel
under a lease agreement with the
SFPUC.
Vista Grande Drainage Basin
Improvement Project
53 • Project Proponent: City of Daly City
• Collaborative effort with the SFPUC.
• Project Purpose:
• To address storm-related flooding that periodically occurs as a result of inadequate storm drainage capacity in the Vista Grande Canal and Tunnel.
• To augment water surface levels and manage water quality in San Francisco’s Lake Merced.
Vista Grande Drainage Basin
Improvement Project
63 Proposed Project:
• Route storm water from the Vista Grande
Canal through a culvert that would be
constructed on SFPUC Parcel No. 55;
• Replace the upstream portion of the Vista
Grande Canal with a collection box, a box
culvert, a debris screening device, and a
diversion structure to handle flows year-round;
• Construct a treatment wetland; and
• Expand the Vista Grande Tunnel’s capacity to
better manage the transportation of
stormwater to the Pacific Ocean.
• The Project improvements would allow for
treated stormwater to be diverted into Lake
Merced.
Real Estate Needs
• Existing Tunnel Easements.
• Quitclaim of existing SFPUC easements on National Park Service and Olympic Club properties.
• New Easements for Project Improvements.
• Wetland and Stormwater Facilities,
• Box Culvert and Stormwater Outlet,
• Wetland Force Main,
• Armored Spillways, and
• Floating Pipeline.
• 50-year License for Overflow Facilities.
• License Amendment for Habitat Mitigation Sites.
7 Real Estate Needs
Existing Tunnel Easements, New Easements for Project Improvements, and License for Overflow Facilities:
8 Real Estate Needs
Habitat Mitigation Sites License Area:
• Twelve (12) sites on SFPUC
Parcel No. 55.
Purpose of License:
• Required for Daly City to satisfy
conditions of the California Coastal
Commission’s Coastal
Development Permit No. 2-23-
0862 for the Project.
Purpose of Amendment:
• Extend license term by five years.
9 Mitigation Sites 1-7
Mitigation Sites 8-11
Mitigation Site 14
Mitigation Sites 12-13
Financial Consideration
• Daly City will pay fair market value, as determined by an independent third- party appraisal performed on July 23, 2025, by Erik Woodhouse, MAI, of Associated Right-of-Way Services.
• Tunnel Easements: $5,688
• Wetland and Stormwater Facilities Easement: $60,224
• Box Culvert and Stormwater Outlet Easement: $832
• Wetland Force Main Easement: $262
• Armored Spillways Easement: $2,542
• Floating Pipeline Easement: $1,177
• License for Overflow Facilities: $2,278
• Mitigation License Amendment: Additional $23,503, total $51,015 10 Real Estate Agreements
• Purchase and Sale Agreement for the sale of two existing SFPUC tunnel easements totaling 46,992 square feet and five new permanent easements for stormwater facilities totaling approximately 180,010 square feet. • License Agreement for a 50-year license to use an approximately 9,286- square-foot area on SFPUC Parcel No. 55 to construct, install, access, operate, repair, replace, and maintain an SFPUC overflow pipeline. • Amendment to extend an existing License Agreement by five years, for a total of 10 years, for the use of SFPUC Parcel No. 55 for 12 habitat mitigation sites consisting of native vegetation.
11 CEQA
12 • On December 11, 2017, the City of Daly City certified the Final Environmental Impact Report/Environmental Impact Statement (EIR/EIS) for the Project, prepared pursuant to the California Environmental Quality Act (CEQA).
• On June 9, 2025, the City of Daly City adopted an Addendum to the previously certified Final EIR/EIS for the Project, prepared pursuant to the CEQA.
• SFPUC’s Environmental Management Group has determined that approval and execution of the real estate agreements is within the scope of the project authorized under the Final EIR/EIS and Addendum. 12 13
Questions?
DEPARTMENT Real Estate Services Division AGENDA NO. 9
MEETING DATE December 9, 2025
AGENDA ITEM
Public Utilities Commission
City and County of San Francisco
Calendar: Regular Calendar
Real Estate Director: Rosanna Russell
Approve a License Amendment, a 50 -Year License Agreement, and a Purchase and Sale Agreement for the Sale of Easements for Stormwater Facilities at Lake Merced to Daly City
Summary of Proposed
Commission Action:
Approve the terms and conditions and authorize the General Manager and/or City’s Director of Property to execute certain agreements with the City of Daly City, consisting of (i) a License Amendment to extend the term of SFPUC License No. P4703 for Habitat Mitigation, Monitoring, and Facilities by an additional five years, for a total of 10 years and four months, for an additional use fee of $23,503 and a total use fee of $51,015; (ii) a 50 -year License Agreement to construct, operate, and maintain SFPUC-owned overflow facilities at Lake Merced for a total use fee of $2,278 on a 9,286-square- foot portion of San Francisco Assessor’s Parcel No. 7283-004, designated as SFPUC Parcel No. 55 (Lake Merced Tract) ; and (iii) a Purchase and Sale Agreement, Quitclaim Deed, and Easement Deed for the quitclaim of two existing SFPUC tunnel easements totaling 46,992 square feet on San Francisco Assessor’s Parcel s: Nos. 7284-001, 7284-003, 7282- 005 and 7282-006 , and the sale of five easements for stormwater facilities totaling approximately 180,010 square feet for a total purchase price of $71,000 on SFPUC Parcel No. 55, subject to Board of Supervisors and Mayor approval.
Background: The San Francisco Public Utilities Commission (SFPUC) maintains Lake Merced for the beneficial uses of recreation and wildlife habitat and continues to maintain the capability of using surface water from the lake as a non-potable emergency water supply. Historical declines in Lake Merced water levels have generated concern regarding the long- term viability of Lake Merced.
The Vista Grande Drainage Basin Improvement Project
(Project) will allow the City of Daly City (Daly City) to add clean stormwater to Lake Merced while addressing flooding issues in Daly City.
The Project, to be implemented by Daly City, is a benefit to the SFPUC because it will stabilize Lake Merced water levels while recharging groundwater in the Westside Groundwater Basin.
On July 8, 2025, by Resolution No. 25-0113, this Commission authorized a Memorandum of Agreement between the City and County of San Francisco and the City of Daly City (Daly City) to memorialize each municipality’s respective obligations and commitments related to the Project, which is on and adjacent to SFPUC Parcel No. 55, known as the Lake Merced Tract, and designated as San Francisco Assessor’s Parcel No. 7283-004.
Agreement: Approve Vista Grande Real Estate Agreements with Daly City, Subject to Board Approval Commission Meeting Date: December 9, 2025
The proposed action involves the real property transactions necessary to implement the Project.
The City, through the SFPUC, purchased the Lake Merced Tract in 1930 through its acquisition of the Spring Valley Water Company. In addition to Lake Merced, the Lake Merced Tract contained the Lake Merced Drainage Canal, also known as the Vista Grande Canal (Canal).
Through the 1930 acquisition of the Spring Valley Water Company, the City also acquired certain facilities and easements, including those for the Lake Merced Drainage Tunnel, also known as the Vista Grande Tunnel (Tunnel). The Vista Grande Canal and Tunnel were constructed in 1897 and have historically carried stormwater for both San Francisco and Daly City via Daly City’s Vista Grande storm drain system and have been operated exclusively by Daly City through permits and agreements issued by the SFPUC , including a current lease, dated July 2, 2007, that authorizes Daly City’s ongoing use of the Tunnel (Lease).
The Canal
carries treated stormwater from Daly City northward to the Tunnel, which then travels west across lands owned by The Olympic Club and the United States Department of the Interior, acting by and through its National Park Service (Park Service), discharging to the Pacific Ocean. This diversion of stormwater away from Lake Merced has contributed to its declining water levels.
In 1993, the City quitclaimed approximately 17.35 acres of SFPUC Parcel No. 55 to The Olympic Club, but reserved permanent easements to access, operate, maintain, and repair the portions of the Tunnel and Canal situated on The Olympic Club property. The City then quitclaimed the easements to Daly City. The easements govern Daly City’s use of the Canal on The Olympic Club property.
The Vista Grande Canal and Tunnel do not have adequate hydraulic capacity to convey peak stormwater flows to the Pacific Ocean, resulting in storm-related flooding within the Vista Grande Watershed. The flooding has caused property damage in adjacent low -lying residential areas within the northern portion of Daly City, as well as uncontrolled overflows into Lake Merced from the Vista Grande Canal across John Muir Drive, causing damage to John Muir Drive and associated areas in San Francisco.
The SFPUC and Daly City have worked collaboratively towards Daly City’s implementation of the Project. The Project would route storm water from the Vista Grande Canal through a culvert that would be constructed on SFPUC Parcel No. 55; replace the upstream portion of the Vista Grande Canal with a collection box, a box culvert, a debris screening device, and a diversion structure to handle flows (dry and wet) year -round; construct a treatment wetland; and expand the Tunnel’s capacity to better manage the transportation of stormwater to the Pacific Ocean.
The Project
improvements would allow for treated stormwater to be diverted into Lake Merced.
Agreement: Approve Vista Grande Real Estate Agreements with Daly City, Subject to Board Approval Commission Meeting Date: December 9, 2025
To implement the Project, Daly City requires the following real estate interests, easements, and licenses from the SFPUC:
1. Existing Tunnel Easements . Daly City proposes to purchase the SFPUC’s interests in the existing Tunnel easements on, across, and through San Francisco Assessor’s Parcel s: Nos. 7284- 001, 7284- 003, 7282-005, and 7282-006, on the lands owned by The Olympic Club and the Park Service (Tunnel Easements) . Daly City, in coordination with the SFPUC and the San Francisco Office of the City Attorney, have
negotiated forms of Amended and Restated
Easement Agreements with the Park Service and The Olympic Club to acquire the SFPUC’s interest in, restate, and amend the Tunnel Easements.
2. New Easements on Parcel No. 55 . Daly City proposes to purchase from the SFPUC the following non- exclusive permanent
easements on SFPUC Parcel No. 55 (New Easements):
a. An easement to access, install, repair, replace, and maintain a treatment wetland, diversion structure,
drainage tunnel, and related appurtenances, within an
approximately 157,448-square-foot easement area;
b. An easement to access, install, and maintain new box culverts and a stormwater outlet, within an approximately 12,404-square-foot easement area;
c. An easement to access, install, and maintain a wetland force main , within an approximately 2,057-square-foot
easement area;
d. An easement to access and maintain three existing
armored spillway areas totaling approximately 6,644
square feet; and
e. An easement to access, install, and maintain a floating and fan -shaped pipeline and facility over Lake Merced , within an approximately 1,457-square- foot easement
area.
3. License to Operate Overflow Facilities . A 50-year license to use an approximately 9,286-square-foot area on SFPUC Parcel No. 55 to construct, install, access , operate, repair, replace, and maintain an SFPUC overflow pipeline into Lake Merced (Overflow License).
4. Habitat Restoration Sites License . A License Amendment increasing the term of License No. P4703, dated August 18, 2025, to ten years, allowing Daly City to use certain portions of Parcel No. 55 for the ongoing operation, inspection, maintenance, and repair of 12 Habitat Mitigation Sites that are required for Daly City to satisfy conditions of the California Coastal Commission’s Agreement: Approve Vista Grande Real Estate Agreements with Daly City, Subject to Board Approval Commission Meeting Date: December 9, 2025
Coastal Development Permit No. 2 -23-0862 for the Project (Mitigation License Amendment).
The Tunnel Easements and the New Easements are collectively referred to as the “Easements”.
SFPUC staff, in consultation with the City Attorney’s Office, have negotiated the proposed terms and conditions of the Purchase and Sale Agreement, Quitclaim Deed, Easement Deed, Lease Termination Agreement, Overflow License, and Mitigation License Amendment. Under the Purchase and Sale Agreement, Daly City will pay $71,000 for the Easements. Under the Overflow License, Daly City will pay $2,278 for its use of SFPUC property. Under the Mitigation License Amendment, Daly City will pay an additional $23,503 for its use of SFPUC property. The amounts to be paid by Daly City are equal to the appraised value of the rights being acquired under each agreement
, as determined by an
independent third- party appraisal performed by Erik Woodhouse, MAI, AI-GRS, R/W-AC, of Associated Right of Way Services, Inc.
Environmental
Review:
On December 11, 2017, the City of Daly City certified the Final Environmental Impact Report/Environmental Impact Statement (EIR/EIS) for the Project, prepared pursuant to the California Environmental Quality Act (CEQA).
On June 9, 2025, the City of Daly City adopted an Addendum to the previously certified Final EIR/EIS for the Project, prepared pursuant to the CEQA.
The SFPUC is a Responsible Agency acting under the CEQA Guidelines sections 15096 and 15381 for the proposed Project because approval and execution of the issuance of the Sale Agreement to the City of Daly City is a discretionary action subject to compliance with the CEQA.
Approval and execution of the Sale Agreement is within the scope of the project authorized under the Final EIR/EIS and Addendum. The Responsible Agency Findings contained in the resolution to be adopted by this Commission support the action to approve and execute the Agreement.
The Final EIR/EIS, Addendum to the Final EIR/EIS, CEQA Findings adopted by the City of Daly City, and Mitigation Monitoring and Reporting Program can be found here:
https://sfpuc.sharefile.com/share/view/s6824a653e15b4d5ea68a82178b386 972/fob7a187-cda1-4110-94e5-aa9bc38b810b
Budget & Costs: Daly City will pay all costs associated with the quitclaim of the Tunnel Easements and the conveyance of the New Easements.
Daly City will pay all costs associated with its use of the license areas, as defined in the Overflow License and Mitigation License Amendment, Agreement: Approve Vista Grande Real Estate Agreements with Daly City, Subject to Board Approval Commission Meeting Date: December 9, 2025
including any property and possessory interest taxes.
Description of
Agreements:
PURCHASE AND SALE AGREEMENT
Parties to the Purchase
and Sale Agreement:
City, acting through the SFPUC as the Seller
and Daly City as the Buyer.
Purchase Price: $71,000
Purpose: The sale of two existing SFPUC tunnel
easements totaling 46,992 square feet and five
new permanent easements for stormwater
facilities totaling approximately 180,010 square
feet.
Effective Date: The Purchase and Sale Agreement is effective on the date on which it is executed by both the
SFPUC and Daly City, following Board of
Supervisors and Mayor approval. The
Quitclaim Deed and Easement Deed will be
effective upon the date of recordation of the
Quitclaim Deed and Easement Deed by the
City’s Office of the Assessor-Recorder.
Location: Portions of San Francisco Assessor’s Parcels :
Nos. 7284-001, 7284-003, 7282-005, and 7282-
006 on lands owned by The Olympic Club and
the Park Service; and Portions of San Francisco
Assessor’s Parcel No. 7283- 004, designated as
SFPUC Parcel No. 55, in San Francisco,
California, 94132.
OVERFLOW LICENSE AGREEMENT
Parties to the
Overflow License
P4715:
City acting through the SFPUC and Daly City.
Use Fee: $2,278
Purpose: The use of an approximately 9,286 -square-foot area on SFPUC Parcel No. 55 to construct,
install, access, operate, repair, replace, and
maintain an SFPUC overflow pipe line into
Lake Merced.
Term: 50 years, beginning on the Commencement
Date. The Commencement Date is the first
business day on which each of the following
events has occurred: ( a) City and Daly City
have duly executed and delivered the Overflow
License; (b) the SFPUC’s Commission and
City’s Board of Supervisors have adopted
resolutions approving the Overflow License;
and (c) Daly City’s City Council has approved
the Overflow License.
Location: Portion of San Francisco Assessor’s Parcel No. 7283-004, designated as SFPUC Parcel No. 55,
Agreement: Approve Vista Grande Real Estate Agreements with Daly City, Subject to Board Approval Commission Meeting Date: December 9, 2025
in San Francisco, California, 94132.
MITIGATION LICENSE AMENDMENT
Parties to the
Mitigation License
Amendment P4703a:
City acting through the SFPUC and Daly City.
Use Fee: An additional $23,503, for a total of $51,015.
Purpose: The use of SFPUC Parcel No. 55 for 12 habitat
mitigation sites consisting of native vegetation.
Term: Increases License No. P4703 term by five
years, for a total term of 10 years.
Location: Portions of San Francisco Assessor’s Parcel
No. 7283-004, designated as SFPUC Parcel No.
55, in San Francisco, California, 94132.
Attachments: 1. Purchase and Sale Agreement
2. License to Operate Overflow Facilities
3. Mitigation License Amendment
4. Original Mitigation License
5. Location Map
PUBLIC UTILITIES COMMISSION
City and County of San Francisco
RESOLUTION NO.
WHEREAS, The San Francisco Public Utilities Commission (SFPUC) and the City of Daly City (Daly City) are working collaboratively towards Daly City’s implementation of the Vista Grande Drainage Basin Improvement Project (Project) to alleviate flooding in the Vista Grande Basin within Daly City and the SFPUC’s Lake Merced Tract, and also facilitate augmentation and management of Lake Merced water levels using sustainable supplies of Daly City’s treated stormwater; and
WHEREAS, Daly City’s Vista Grande Canal carries treated stormwater from Daly City northward to the SFPUC’s Vista Grande Tunnel, which then travels west across lands owned by The Olympic Club and the United States Department of the Interior, acting by and through its National Park Service (Park Service) , discharging to the Pacific Ocean , and this diversion of stormwater away from Lake Merced has contributed to its declining water levels; and
WHEREAS, The Vista Grande Canal and Tunnel do not have adequate hydraulic capacity to convey peak stormwater flows to the Pacific Ocean, resulting in storm -related flooding within the Vista Grande Watershed, causing property damage in adjacent low -lying residential areas within the northern portion of Daly City, as well as uncontrolled overflows into Lake Merced from the Vista Grande Canal across John Muir Drive, causing damage to John Muir Drive and associated areas in San Francisco; and
WHEREAS, The Project would route storm water from the Vista Grande Canal through a culvert that would be constructed on SFPUC Parcel No. 55; replace the upstream portion of the Vista Grande Canal with a collection box, a box culvert, a debris screening device, and a diversion structure to handle flows (dry and wet) year -round; construct a treatment wetland; and expand the Vista Grande Tunnel’s capacity to better manage the transportation of stormwater to the Pacific Ocean; and
WHEREAS, The Project improvements would allow for treated stormwater to be diverted from the Vista Grande Canal into Lake Merced to achieve a sustained increase in Lake Merced water levels, improve stormwater quality, and further the restoration of the drainage basin’s natural hydrology; and
WHEREAS, To implement the Project, Daly City seeks to acquire the following real estate interests, easements, and licenses from the SFPUC: (i) the SFPUC’s interests in the existing Vista Grande Tunnel easements on, across, and through San Francisco Assessor’s Parcels: Nos. 7284-001, 7284-003, 7282-005, and 7282- 006, totaling 46,992 square feet, on the lands owned by The Olympic Club and the Park Service (Tunnel Easements); (ii) an approximately 157,448-square-foot easement for a treatment wetland and stormw ater facilities, an approximately 12,404- square-foot easement for a box culvert and stormwater outlet , and approximately 2,057- square-foot easement for a wetland force main, an easement to maintain three existing armored spillway areas totaling approximately 6,644 square feet, and an
approximately 1,457- square-foot easement for a floating and fan- shaped pipeline over Lake Merced on portions of San Francisco Assessor’s Parcel No. 7283- 004, designated as SFPUC Parcel No. 55 (collectively, the New Easements); (iii) a 50-year License Agreement to construct, operate, and maintain SFPUC -owned overflow facilities at Lake Merced on an approximately 9,286-square-foot portion of SFPUC Parcel. No. 55 (Overflow License); and (iv) a License Amendment to extend the term of SFPUC License No. P4703 for twelve Habitat Mitigation, Monitoring, and Facilities by an additional 5 years, for a total of 10 years and four months (Mitigation License Amendment); and
WHEREAS, SFPUC staff, through consultation with the Office of the City Attorney, have negotiated with Daly City the proposed terms and conditions of City’s sale of the Tunnel Easements and New Easements for a purchase price of $7 1,000, as set forth in the form of an Agreement for Purchase and Sale of Real Estate (Agreement) , Quitclaim Deed, and Easement Deed; and
WHEREAS, Under the Overflow License, Daly City will pay $2,278 for its use of SFPUC property and under the Mitigation License Amendment, Daly City will pay an additional $23,503, for a total use fee of $51,015, for its use of SFPUC property; and
WHEREAS, The amounts to be paid by Daly City are equal to the appraised value of the rights being acquired under each agreement, as determined by an independent third -party appraisal; and
WHEREAS, On December 11, 2017, the City of Daly City acting as the California Environmental Quality Act (CEQA) lead agency, certified a Final Environmental Impact Report/ Environmental Impact Study (Final EIR/EIS) for the Vista Grande Drainage Basin Improvement Project (Project) prepared pursuant to the CEQA; and
WHEREAS, On June 9, 2025, the City of Daly City acting as the CEQA lead agency, adopted an Addendum to the Final EIR/EIS for the Project; and
WHEREAS, The City of Daly City has adopted CEQA findings, and mitigation measures included in the Final EIR/EIS and Addendum to avoid or substantially lessen the significant environmental effects identified in the Final EIR/EIS and Addendum and set forth in the Mitigation Monitoring and Reporting Program, and has assumed responsibility for their implementation; and
WHEREAS, Authorization of the Purchase and Sale Agreement, the 50- Year License, and the License Addendum is within the scope of the Project authorized under the Final EIR/EIS and Addendum; and
WHEREAS, Staff has made the Final EIR/EIS, the Addendum, the CEQA Findings adopted by the City of Daly City, and Mitigation Monitoring and Reporting Program, that are part of the record of this approval available for review by this Commission and the public at the SFPUC offices, Real Estate Services Division, 525 Golden Gate Avenue, 10th Floor, San Francisco, California, and those documents are part of the record before this Commission; and
WHEREAS, This Commission has reviewed and considered the information in the Final EIR/EIS, Addendum, CEQA Findings adopted by the City of Daly City, and Mitigation Monitoring and Reporting Program; and
WHEREAS, Since the City of Daly City certified the Final EIR/EIS and adopted the Addendum there have been no substantial changes in the Project or changes in Project circumstances that would result in new significant environmental effects or an increase in the severity of previously identified significant impacts, and there is no new information of substantial importance that would change the conclusions set forth in the Final EIR/EIS and Addendum; and
WHEREAS, The SFPUC has no direct authority or responsibility with respect to the proposed Project or any Project mitigation measures other than to enable the City of Daly City, through approval and execution of the Purchase and Sale Agreement, the 50- Year License, and the License Addendum, which collectively constitute the SFPUC’s discretionary actions necessary to facilitate implementation of the Vista Grande Drainage Basin Improvement Project by the City of Daly City; now, therefore, be it
RESOLVED, This Commission, acting as a Responsible Agency under the CEQA Guidelines sections 15096 and 15381, has reviewed and considered the Final EIR/EIS and Addendum and the record as a whole, finds that the Final EIR/EIS and Addendum are adequate for its use as Responsible Agency for the Project and adopts the City of Daly City CEQA Findings and incorporates them by this reference as though set forth in this Resolution; and be it
FURTHER RESOLVED, This Commission affirms the determination that since the Final EIR/EIS and Addendum were finalized, there have been no substantive Project changes and no substantial changes in Project circumstances that would require revisions to the Final EIR/EIS or Addendum due to the potential involvement of new significant environmental effects or an increase in the severity of previously identified significant impacts, and there is no new information of substantial importance that would change the conclusions set forth in the Final EIR/EIS and Addendum; and be it
FURTHER RESOLVED, That this Commission hereby ratifies, approves, and authorizes all actions consistent with this Resolution taken to date by any SFPUC personnel to effect that certain Memorandum of Agreement between the SFPUC and Daly City approved by this Commission on July 8, 2025, including but not limited to, issuance of License P4703 for Habitat Mitigation, Monitoring, and Facilities to satisfy conditions of the California Coastal Commission’s Coastal Development Permit No. 2-23-0862 for the Project; and, be it
FURTHER RESOLVED, That this Commission hereby approves the terms and conditions of the Purchase and Sale Agreement, Overflow License, and Mitigation License Amendment, and authorizes and directs the General Manager and/or City’s Director of Property to execute the Purchase and Sale Agreement , Quitclaim Deed, Easement Deeds, Overflow License, and Mitigation License Amendment (together, the Agreements) subject to the approval of the Board of Supervisors and Mayor; and, be it
FURTHER RESOLVED, That this Commission hereby authorizes the General Manager and/or the City’s Director of Property, to enter into any amendments or modifications to the Agreements, including without limitation, the exhibits, that the General Manager determines, in consultation with the City Attorney, are in the best interest of the City; do not materially increase the obligations or liabilities of the City; are necessary or advisable to effectuate the purposes and intent of the Agreement s or this resolution; and are in compliance with all applicable laws, including the City Charter.
I hereby certify that the foregoing resolution was adopted by the San Francisco Public Utilities Commission at its meeting of December 9, 2025.
Director of Commission Affairs
San Francisco Public Utilities Commission
5145459.6
AGREEMENT FOR SALE OF REAL ESTATE
by and between
the CITY AND COUNTY OF SAN FRANCISCO,
acting by and through its PUBLIC UTILITIES COMMISSION,
a California municipal corporation,
as Seller
and
the CITY OF DALY CITY,
a California municipal corporation,
as Buyer
for the sale and purchase of
perpetual easement interests
in, under, upon and/or across portions of
Assessor’s Parcel Nos. 7283 -004, 7284-001, 7284-003, 7282-005, 7282-006
located in San Francisco,
California
___________________, 2026
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5145459.6
TABLE OF CONTENTS
Page
1. SALE AND PURCHASE 4
1.1 Property Included in Sale 4
2. PURCHASE PRICE 4
3. TITLE 5
3.1 Conditions of Title 5
3.2 Intentionally Omitted.
Error! Bookmark not defined.
3.3 Deed Restrictions 5
3.4 Reservation of Rights 5
3.5 Buyer’s Responsibility for Title Insurance 6
4. “AS-IS” PURCHASE; RELEASE OF SAN FRANCISCO 6
4.1 Buyer’s Independent Investigation 6
4.2 Property Disclosures 7
4.3 Entry and Indemnity 7
4.4 “As-Is” Purchase 8
4.5 Release of San Francisco 8
5. CONDITIONS PRECEDENT 9
5.1 Buyer’s Conditions Precedent 9
5.2 Contingency Period 10
5.3 San Francisco’s Condition Precedent 10
5.4 Failure of San Francisco’s Conditions Precedent 10
6. ESCROW AND CLOSING 11
6.1 Escrow 11
6.2 Closing Date 11
6.3 Deposit of Documents 11
6.4 Intentionally Omitted
Error! Bookmark not defined.
6.5 Title Company as Real Estate Reporting Person 12
7. INTENTIONALLY OMITTED 12
8. EXPENSES 12
8.1 Expenses 12
8.2 Brokers 12
ii
5145459.6
9. INTENTIONALLY OMITTED 13
10. GENERAL PROVISIONS 13
10.1 Notices 13
10.2 Successors and Assigns 13
10.3 Amendments 14
10.4 Authority of Buyer 14
10.5 Buyer’s Representations and Warranties 14
10.6 Governing Law 14
10.7 Merger of Prior Agreements 14
10.8 Parties and Their Agents 15
10.9 Interpretation of Agreement 15
10.10 Time of Essence 15
10.11 No Merger 15
10.12 Non-Liability of San Francisco Officials, Employees and Agents 15
10.13 Conflicts of Interest 15
10.14 Notification of Limitations on Contributions 16
10.15 Sunshine Ordinance 16
10.16 Tropical Hardwood and Virgin Redwood Ban 16
10.17 No Recording 16
10.18 Effective Date 16
10.19 Severability 17
10.20 Acceptance by Buyer 17
10.21 Counterparts 17
10.22 Cooperative Drafting 17
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5145459.6
LIST OF EXHIBITS
EXHIBIT A-1 DESCRIPTION PARCEL NO. 55
EXHIBIT A-2 DEPICTION PARCEL NO. 55
EXHIBIT B EXISTING TUNNEL EASEMENTS DESCRIPTION AND DEPICTION
EXHIBIT C QUITCLAIM DEED FOR EXISTING TUNNEL EASEMENTS
EXHIBIT D-1 DESCRIPTION AND DEPICTION OF WETLAND AND STORMWATER
FACILITIES EASEMENT
EXHIBIT D-2 DESCRIPTION AND DEPICTION OF BOX CULVERT AND
STORMWATER OUTLET EASEMENT
EXHIBIT D-3 DESCRIPTION AND DEPICTION OF WETLAND FORCE MAIN
EASEMENT
EXHIBIT D-4 DESCRIPTION AND DEPICTION OF ARMORED SPILLWAY EASEMENT EXHIBIT D-5 DESCRIPTION AND DEPICTION OF FLOATING AND FAN -SHAPED
EASEMENT
EXHIBIT E FORM OF EASEMENT DEED FOR D-1 through D-5 EASEMENTS
EXHIBIT F TERMINATION OF LEASE FORM
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AGREEMENT FOR SALE OF REAL ESTATE
(Vista Grande Tunnel Easements,
Portions of Assessor’s Parcel Nos. 7283-004, 7284-001, 7284-003, 7282-005, 7282-006 San Francisco, California)
THIS AGREEMENT FOR SALE OF REAL ESTATE (this “Agreement”) dated for reference purposes only as of _____________, 2026, is by and between the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation ( “City” or “San Francisco”), acting by and through its PUBLIC UTILITIES COMMISSION (“ SFPUC”), and the CITY OF DALY CITY, a California municipal corporation ( “Daly City” or “Buyer”). San Francisco and Daly City sometimes are referred to collectively in this Agreement as the “ Parties” or singularly as “Party.”
THIS AGREEMENT IS MADE WITH REFERENCE TO THE FOLLOWING FACTS AND CIRCUMSTANCES:
A. In 1907, Spring Valley Water Works, the predecessor in interest to the Spring Valley Water Company, built settling ponds, flumes, the subsurface Lake Merced Drainage Canal (also known as the Vista Grande Canal and referred to in this Agreement as the “Canal”) and the Lake Merced Drainage Tunnel (also known as the Vista Grande Tunnel and referred to in this Agreement as the “Tunnel”) near Lake Merced in San Francisco.
B. In 1917, Spring Valley Water Works sold the western portion of the Lake Merced area to the federal government (the “ Fort Funston Property ”), reserving for itself and its successors the Tunnel and “the right to maintain, repair, reconstruct, renew and operate” the existing Tunnel (“1917 Reservation ”). Per the 1917 R eservation, the Spring Valley Water Company retained ownership rights to a n approximately 928-foot -long segment of the Tunnel across the Fort Funston Property.
C. In 1930, the Spring Valley Water Company sold all of its “ Water System Properties,” including all of its easements and the 1917 Reservation, to San Francisco. Through this transaction, San Francisco, through the SFPUC, owns real property located in the City and County of San Francisco, described as SFPUC Parcel No. 55 and designated as a portion of Assessor’s Parcel No. 7283-004, running north along the east and west sides of John Muir Drive (“Parcel No. 55”). Parcel No. 55 is located adjacent to portions of the existing Canal . Parcel No. 55 is more particularly described in the attached Exhibit A-1 and shown generally on the map attached as Exhibit A-2.
D. San Francisco, through the SFPUC, owns the above -mentioned easements for the Tunnel on, across and through Assessor’s Parcel Nos. 7284 -001, 7284-003, 7282-005 and 7282- 006, running west from the Tunnel portal located on Parcel No. 55 to the Tunnel’s terminus at the Pacific Ocean. The Tunnel’s path runs beneath property where a portion of the fee is owned by:
(i) San Francisco, (ii) The Olympic Club, a California nonprofit corporation, and (iii) the United States Department of the Interior, acting by and through its National Park Service (“ Park Service”). The Tunnel easements are collectively referred to in this Agreement as the “ Tunnel Easements” and are described and depicted in the attached Exhibit B.
E. On July 23, 1993, San Francisco quitclaimed approximately 17.35 acres of SFPUC Parcel No. 55 to The Olympic Club (“Olympic Club Property ”). San Francisco reserved permanent easements to access, construct, reconstruct, maintain, operate, replace , and repair the portions of the Tunnel and the Canal situated on The Olympic Club P roperty, as well as the right to access the Canal (“Olympic Club Easements”).
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F. San Francisco quitclaimed the Olympic Club E asements to Daly City through an Assignment and Assumption of Easements Agreement dated July 13, 1993 (“Daly City Easements”). The Daly City Easements govern the use of the Canal upon Olympic Club Property.
G. The Canal and Tunnel carry stormwater for both San Francisco and Daly City via Daly City’s Vista Grande storm drain system (“ Vista Grande Stormwater System ”), which is a regional stormwater system that drains the northwestern portion of Daly City and an unincorporated portion of San Mateo County. The Tunnel and Canal are operated exclusively by Daly City.
H. On July 2, 2007, the Parties entered into a ground lease (“Daly City Lease”), which superseded certain SFPUC revocable permits held by Dal y City for the use of the Tunnel. The Daly City Lease allows Daly City to operate, maintain, and repair the Tunnel. The Lease expired in 2017 and is currently in holdover status . The Parties will terminate the Lease at the close of escrow of the purchase and sale contemplated by this Agreement through the Form of Termination of Lease in the attached Exhibit F.
I. The Vista Grande Canal and Tunnel do not have adequate hydraulic capacity to convey peak storm flows to the Pacific Ocean, resulting in storm-related flooding within the Vista Grande Watershed. The flooding has caused property damage in adjacent low -lying residential areas within the northern portion of Daly City, as well as uncontrolled overflows into Lake Merced from the Vista Grande Canal across John Muir Drive, causing damage to John Muir Drive and associated areas in San Francisco.
J. The SFPUC and Daly City are working collaboratively towards Daly City’s implementation of the Vista Grande Basin Drainage Improvement Project (“ Project”) to route storm water from the Vista Grande Canal to South Lake Merced as well as to the Pacific Ocean to alleviate the storm-related flooding in Daly City and San Francisco, reduce uncontrolled overflows from the Vista Grande Canal into Lake Merced, and also facilitate the augmentation and management of Lake Merced water levels, which have steadily decline d, using sustainable supplies of Daly City’s stormwater, and further the restoration of the drainage basin’s natural hydrology.
K. The Project will route storm water from the Vista Grande Canal through a culvert that will be constructed on Parcel No. 55; replace the upstream portion of the Vista Grande Canal with a collection box, a box culvert, a debris screening device, and a diversion structure to handle flows (dry and wet) year -round; construct a treatment wetland ; and expand the Tunnel’s capacity in order to better manage the transportation of stormwater to the Pacific Ocean (collectively, “Project Improvements”).
L. To facilitate the Project, Daly City intends to acquire from San Francisco the following real estate interests, easements, and licenses:
1. Existing Tunnel Easements . Daly City proposes to purchase the SFPUC’s interests in the existing Tunnel Easements to expand and use the Tunnel for drainage purposes. Daly City, in coordination with San Francisco has also negotiated form s of Amended and Restated Easement Agreement s with the Park Service and The Olympic Club to acquire the SFPUC’s interest in, restate, and amend the existing Tunnel Easements.
2. New Easements on Parcel No. 55 . Daly City proposes to purchase from San Francisco the following non-exclusive permanent easements on Parcel No. 55 (to be collectively referred to in this Agreement, with the Tunnel Easements, as the “Easements” or the “Property”):
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a. An easement to access, install, repair, replace, and maintain a treatment wetland, diversion structure, drainage tunnel, and related appurtenances (“Wetland and Stormwater Facilities Easement”), within an approximately 157,448-square-foot easement area as more particularly described and depicted in the attached Exhibit D-1, on a portion of Assessor’s Parcel No. 7283-004 ;
b. An easement to access, install, and maintain new box culverts and a storm water outlet (“Box Culvert and Storm Water Outlet Easement”), within an approximately 12,404-square -foot easement area as more particularly described and depicted in the attached Exhibit D-2, on a portion of Assessor’s Parcel No. 7283-004; c. An easement to access, install, and maintain a wetland force main (“Wetland Force Main Easement ”), within an approximately 2,057-square-foot easement area as more particularly described and depicted in the attached Exhibit D-3, on a portion of Assessor’s Parcel No. 7283-004;
d. An easement to access and maintain three (3) existing armored spillway areas (“Armored Spillway Easement ”) totaling approximately 6,644 square feet, which easement areas are more particularly described and depicted in the attached Exhibit D-4, on a portion of Assessor’s Parcel No. 7283-004 ; and
e. An easement to access, install, and maintain a floating and fan - shaped pipeline and facility over Lake Merced (“Floating and Fan-Shaped Easement ”), within an approximately 1,457-square - foot easement area as more particularly described and depicted in the attached Exhibit D-5, on a portion of Assessor’s Parcel No. 7283-004.
3. License to Operate Overflow Facilities . A fifty ( 50)-year license to use an approximately 9,286-square -foot area on Parcel No. 55 to construct, install, access, operate, repair, replace, and maintain an SFPUC overflow pipeline into Lake Merced (“Overflow License”).
4. Habitat Restoration Sites License . A License Amendment dated _______________ increasing the term of License No. P4703, dated August 18, 2025, to ten (10) years, allowing Daly City to use certain portions of Parcel No. 55 for the ongoing operation, inspection, maintenance, and repair of twelve (12) Habitat Mitigation Sites that are required for Daly City to satisfy conditions of the California Coastal Commission’s Coastal Development Permit No. 2 -23- 0862 for the Project (the “Mitigation License Amendment”).
5. Temporary Construction Staging License. A 48-month license to access and use certain portions of Parcel No. 55 for construction related activities, including:
(i) daily contractor parking; (ii) the storage of equipment, materials, and supplies; (iii) the relocation of existing above -ground and subsurface utilities (i.e., AT&T communications cables, PG&E gas transmission pipelines, and a 33-inch treated effluent gravity pipeline) ; and (iv) temporary workspace adjacent to the Easements to facilitate the construction and installation work (the “Construction Staging License”).
The purchase and sale contemplated by this Agreement will only include San Francisco’s sale of the Easements to Daly City. San Francisco will issue, and Daly City will pay for the Licenses described in subsections 3 through 5 above in one or more separate transactions.
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M. Daly City, as Lead Agency under the California Environmental Quality Act (“CEQA”), and the United States Department of the Interior, acting by and through its National Park Service (the “Park Service”), as Lead Agency under the National Environmental Policy Act (NEPA), have prepared a joint Final Environmental Impact Report and Environmental Impact Statement (“FEIR/FEIS”), pursuant to the provisions of CEQA , which was released for agency review on September 8, 2017 (State Clearinghouse Number 2013032001). Daly City certified the FEIR/FEIS and approved the Vista Grande South Lake Merced Alternative described in the FEIR/FEIS via City Council Res. No. 17 -200, dated December 11, 2017, adopting the mitigation measures included in the FEIR/FEIS and set forth in the Environmental Commitments Record, and assumed responsibility for their implementation. On June 9, 2025, the City of Daly City adopted an Addendum to the previously certified Final EIR/EIS for the Project to address minor revisions and additions to the Project that occurred after Project approval.
N. San Francisco is a responsible agency under CEQA for review and approval of aspects of the Project. San Francisco has reviewed and considered the FEIR/FEIS and the Project approval documents and has approved this Agreement and adopted findings required under CEQA.
O. Daly City desires to purchase the Easements, and City is willing to sell the Easements, subject to approval by City’s Board of Supervisors and Mayor, on the terms and conditions set forth below.
ACCORDINGLY, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
1. SALE AND PURCHASE
1.1 Property Included in Sale
Subject to the terms, covenants and conditions set forth in this Agreement , San Francisco agrees to sell to Buyer, and Buyer agrees to purchase from San Francisco , the Easements.
2. PURCHASE PRICE
(a) The purchase price for the existing Tunnel Easements is FIVE THOUSAND SIX HUNDRED EIGHTY -EIGHT DOLLARS ($5,688).
(b) The purchase price for the Wetland and Stormwater Facilities Easement is SIXTY THOUSAND TWO HUNDRED TWENTY -FOUR DOLLARS ($60,224). (c) The purchase price for the Box Culvert and Storm Water Outlet Easement is EIGHT HUNDRED THIRTY-TWO DOLLARS ($832).
(d) The purchase price for the Wetland Force Main Easement is TWO HUNDRED SIXTY-TWO DOLLARS ($262).
(e) The purchase price for the Armored Spillway Easement is TWO THOUSAND FIVE HUNDRED FORTY-TWO DOLLARS ($2,542).
(f) The purchase price for the Floating and Fan-Shaped Easement is ONE THOUSAND ONE HUNDRED SEVENTY -SEVEN DOLLARS ($1,177).
Accordingly, the total combined purchase price for the Easements is SEVENTY THOUSAND SEVEN HUNDRED SIXTEEN DOLLARS ($70,716), rounded to SEVENTY - ONE THOUSAND DOLLARS ($ 71,000) (the “Purchase Price”).
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Buyer will pay the Purchase Price, by depositing the Purchase Price into escrow with Fidelity National Title Group, National Commercial Services, 44 Montgomery, Suite 1650, San Francisco, CA 94104, Attention: Mary Pat Noeker (the “ Title Company ”), at the consummation of the purchase and sale contemplated by this Agreement (the “Closing”).
All sums payable under this Agreemen t will be paid in immediately available funds of lawful money of the United States of America.
3. TITLE
3.1 Conditions of Title
At the Closing San Francisco will quitclaim interest in and to the Tunnel Easements to Buyer by quitclaim deed in the form attached as Exhibit C (the “Quitclaim Deed”). San Francisco will sell and convey the Wetland and Stormwater Facilities Easement , Box Culvert and Storm Water Outlet Easement, Wetland Force Main Easement, Armored Spillway Easement, and the Floating and Fan-Shaped Easement to Buyer by a duly executed and acknowledged easement deed in the form attached as Exhibit E (the “Easement Deed”).
The Easements will be conveyed subject to (a) [intentionally omitted] , (b) all existing exceptions and encumbrances, whether or not disclosed by a current preliminary title report or the public records or any other documents reviewed by Buyer pursuant to Section 5.1 [Buyer’s Conditions Precedent] below, and any other exceptions to title that would be disclosed by an accurate and thorou gh investigation, survey, or inspection of the Property, (c) all items of which Buyer has actual or constructive notice or knowledge, (d) the deed restrictions described in Section 3.3 [Deed Restrictions] below , and (g) the rights that will be reserved as further provided in Section 3.4 [Reservation of Rights ] below. All of the foregoing exceptions will be referred to collectively as the “Conditions of Title.”
3.2 Third Party Rights in Easement Areas.
City agrees that, from the Effective Date until the Closing, City will not enter into any agreements or otherwise grant any rights in the Easement Areas to third parties that would be likely to materially interfere with the Easements.
3.3 Deed Restrictions
Buyer acknowledges and agrees that Buyer will not interfere with or impede San Francisco’s use of its real property surrounding the easement areas as defined in the Easement Deed and Agreement in the attached Exhibit E (“Easement Areas ”) or unreasonably interfere with San Francisco’s use of the Easement Areas in accordance with Section 4 [Subject to San Francisco’s Uses] in the Easement Deed and Agreement. Buyer will not do anything in, on, under, or around the Easement Areas that damage s, endanger s, or unreasonably interferes with any existing San Francisco or SFPUC facilities within or adjacent to the Property .
3.4 Reservation of Rights
With the exception of the Tunnel Easements to be quitclaimed under this Agreement, San Francisco reserves the right to make use of the Easement Areas that are located on the Property for the purpose of ingress and egress within, over, and across the Easement Areas to allow San Francisco and its Agents (defined in Section 10.8 [Parties and Their Agents] below) sufficient access to the Property and to any of its utility facilities located on or about the Easement Areas.
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3.5 Buyer’s Responsibility for Title Insurance
Buyer understands and agrees that the right s and interests provided in the Easements will not exceed those vested in San Francisco, and San Francisco is under no obligation to furnish any policy of title insurance in connection with this transaction. Buyer recognizes that any fences or other physical monument of the Property’s boundary lines may not correspond to the legal description of the Property. San Francisco will not be responsible for any discrepancies in the parcel area or location of the property lines or any other matters that an accurate survey or inspection might reveal. It is Buyer’s sole responsibility to obtain a survey from an indepe ndent surveyor and a policy of title insurance from a title company, if desired.
4. “AS-IS” PURCHASE; RELEASE OF SAN FRANCISCO
4.1 Buyer’s Independent Investigation
Buyer represents and warrants to San Francisco that Buyer has performed a diligent and thorough inspection and investigation of each and every aspect of the Property, either independently or through agents of Buyer’s choosing, including the following matters (collectively, the “Property Conditions”):
(a) All matters relating to title including the existence, quality, nature , and adequacy of San Francisco ’s interest in the Property and the existence of physically open and legally sufficient access to the Property.
(b) The zoning and other legal status of the Property, including the compliance of the Property or its operation with any applicable codes, laws, regulations, statutes, ordinances , and private or public covenants, conditions , and restrictions, and all governmental and other legal requirements such as taxes, assessments, use permit requirements , and building and fire codes. (c) The quality, nature, adequacy, and physical condition of the Property, including, but not limited to, any structural elements, foundation, roof, interior, landscaping, parking facilities, and the electrical, mechanical, HVAC, plumbing, sewage and utility systems, facilities and appliances, and all other physical and funct ional aspects of the Property. (d) The quality, nature, adequacy, and physical, geological and environmental condition of the Property (including soils and any groundwater), and the presence or absence of any Hazardous Materials in, on, under , or about the Property or any other real property in the vicinity of the Property. As used in this Agreement, “ Hazardous Material ” means any material that, because of its quantity, concentration, or physical or chemical characteristics, is now or hereafter deemed by any federal, state , or local governm ental authority to pose a present or potential hazard to human health or safety or to the environment. (d) The Leases and other agreements as defined in Section 5.1, and all matters in connection therewith, including the ability of the tenants to pay the rent under the Leases. (e) The suitability of the Property for Buyer’s intended uses. Buyer represents and warrants that its intended use of the Property is to facilitate the Project, which will upgrade the Vista Grande Stormwater System .
(f) The economics and development potential, if any, of the Property. (g) All other matters of material significance affecting the Property.
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4.2 Property Disclosures
(a) California law requires sellers to disclose to buyers the presence or potential presence of certain Hazardous Materials. Accordingly, Buyer is hereby advised that occupation of the Property may lead to exposure to Hazardous Materials such as, but not limited to, gasoline, diesel and other vehicle fluids, vehicle exhaust, office maintenance fluids, tobacco smoke, methane, and building materials containing chemicals, such as formaldehyde. By execution of this Agreement, Buyer acknowledges that the notic es and warnings set forth above satisfy the requirements of California Health and Safety Code Section 25359.7 and related statutes. (b) On November 2, 2015, the Federal Emergency Management Agency (“FEMA”) issued a preliminary Flood Insurance Rate Map (“FIRM”) that identifies Special Flood Hazard Areas along San Francisco ’s shoreline, with designations of “ Zone A” (areas subject to coastal flooding) and “ Zone V” (areas subject to coastal flooding and hazards that accompany wave action). The affected San Francisco property includes its waterfront piers, parts of Mission Bay, Hunters Point Shipyard, Candlestick Point, Treasure and Yerba Buena Islands, and an area adjacent to Islais Creek. FEMA expects to finalize the FIRM in late 2016, which may have significant impacts for developing new structures and reconstructing or repairing existing structures in the identified areas.
(c) According to the United States Geological Survey, roughly one -quarter of the San Francisco Bay region may be exposed to liquefaction. More information about the potential areas of liquefaction may be found at https://www.usgs.gov/programs/earthquake - hazards/science/san-francisco-bay-area-liquefaction-hazard-maps.
4.3 Entry and Indemnity
In connection with any entry by Buyer or its Agents (defined in Section 10.8 [Parties and Their Agents] below) onto the Property prior to the Closing, Buyer will give San Francisco reasonable advance written notice of such entry and will conduct such entry and any inspections in connection therewith so as to minimize, to the extent possible, interference with uses being made of the Property and otherwise in a manner and on terms and conditions acceptable to San Francisco. All entries by Buyer or its Agents onto the Property to perform any testing or other investigations that could affect the physical condition of the Property ( including soil borings) or the uses thereof will be made only pursuant to the terms and conditions of a permit to enter in form and substance satisfactory to San Francisco . Without limiting the foregoing, prior to any entry to perform any on -site testing, Buyer will give San Francisco written notice thereof, including the identity of the company or persons who will perform such testing, the precise time and location of the testing, and the proposed scope of the testing. San Francisco will have the right to approve, disapprove, or condition and limit the proposed testing, in San Francisco’s sole discretion, within ten (10) business days after receipt of such notice. If Buyer or its agents, employees or contractors take any sample from the Property in connection with any approved testing, Buyer will provide to San Francisco a portion of such sample being tested to allow San Francisco , if it so chooses, to perform its own testing. San Francisco or its representative may be present to observe any testing or other inspection performed on the Property. Buyer will promptly deliver to San Francisco copies of any reports relating to any testing or other inspection of the Property performed by Buyer or its agents, employees or contractors, but will not deliver copies of any such reports to any other person or entity without Buyer’s prior written approval. Buyer will keep all test results and information strictly confidential, and will indemnify, reimburse, defend and hold San Francisco harmless from and against any loss, cost, expense, or damage resulting from Buyer’s failure to keep any information obtained from an inspection or testing of the Property strictly confidential; provided, however, Buyer will not be liable if and to the extent Buyer is required to disclose such information pursuant to a court order or any other law, statute, ordinance, rule, regulation, policy, order, edict, and the like (collectively, “ Laws”) of any governmental or other regulatory entity Rev 6/2023 8
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with jurisdiction over Buyer or the Property. Buyer will comply with all Laws in connection with any entry onto or testing of the Property.
Buyer will maintain, and will require that its Agents maintain, public liability and property damage insurance in amounts and in form and substance adequate to insure against all liability of Buyer and its Agents, arising out of any entry or inspection of the Property in connection wi th the transaction contemplated by this Agreement, and Buyer will provide San Francisco with evidence of such insurance coverage upon request from San Francisco .
To the fullest extent permitted under law, Buyer will indemnify, defend and hold harmless San Francisco , its Agents, and each of them, from and against any liabilities, costs, damages, losses, liens, claims and expenses ( including reasonable fees of attorneys, experts and consultants and related costs) arising out of or relating to any entry on, under or about the Property by Buyer, its Agents, contractors and subcontractors in performing the inspections, testing, or inquiries provided for in this Agreement , whether prior to the date of this Agreement or during the term hereof, including any injuries or deaths to any persons ( including Buyer’s Agents) and damage to any property, from any cause whatsoever ; provided, however, that the foregoing indemnity obligation shall not apply to the extent that any liabilities, costs, damages, losses, liens, claims and expenses arise from (i) the mere discovery of a condition that existed prior to Buyer’s inspection of the Property, (ii) or the gross negligence or willful misconduct of Seller or its Agents . The foregoing indemnity will survive beyond the Closing, or, if the sale is not consummated, beyond the termination of this Agreement.
4.4 “As-Is” Purchase
BUYER SPECIFICALLY ACKNOWLEDGES AND AGREES THAT SAN
FRANCISCO IS SELLING AND BUYER IS PURCHASING CERTAIN EASEMENT INTERESTS ON AN “ AS-IS WITH ALL FAULTS ” BASIS. BUYER IS RELYING SOLELY
ON ITS INDEPENDENT INVESTIGATION AND NOT ON ANY REPRESENTATIONS OR
WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, FROM SAN
FRANCISCO OR ITS AGENTS AS TO ANY MATTERS CONCERNING THE PROPERTY, ITS SUITABILITY FOR BUYER’S INTENDED USES OR ANY OF THE PROPERTY CONDITIONS. SAN FRANCISCO DOES NOT GUARANTEE THE LEGAL, PHYSICAL,
GEOLOGICAL, ENVIRONMENTAL OR OTHER CONDITIONS OF THE PROPERTY, NOR
DOES IT ASSUME ANY RESPONSIBILITY FOR THE COMPLIANCE OF THE PROPER TY OR ITS USE WITH ANY STATUTE, ORDINANCE OR REGULATION. IT IS BUYER’S
SOLE RESPONSIBILITY TO DETERMINE ALL BUILDING, PLANNING, ZONING, AND
OTHER REGULATIONS RELATING TO THE PROPERTY AND THE USES TO WHICH IT MAY BE PUT.
4.5 Release of San Francisco
As part of its agreement to purchase the Property in its “ As-Is With All Faults” condition, Buyer, on behalf of itself and its successors and assigns, waives any right to recover from, and forever releases and discharges, San Francisco , its officers, employees, agents, contractors , and representatives, and their respective heirs, successors, legal representatives , and assigns, from all demands, claims, legal or administrative proceedings, losses, liabilities, damages, penalties, fines, liens, judgments, cos ts, or expenses whatsoever ( including attorneys’ fees and costs), whether direct or indirect, known or unknown, foreseen or unforeseen, that may arise on account of or in any way be connected with (a) Buyer’s and its Agents and customer’s past, present and future use of the Property, (b) the physical, geological, or environmental condition of the Property, including any Hazardous Material in, on, under, above or about the Property, and (c) any federal, state, local, or administrative law, rule, regulation, order or requirement applicable thereto, including the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ( “CERCLA”, also commonly known as the “ Superfund” law), as amended by Superfund Amendments and Rev 6/2023 9
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Reauthorization Act of 1986 ( “SARA”) (42 U.S.C. Sections 9601-9657), the Resource Conservation and Recovery Act of 1976, as amended by the Solid Waste and Disposal Act of 1984 (collectively, “RCRA”) (42 U.S.C. Sections 6901-6987), the Federal Water Pollution Control Act, as amended by the Clean Water Act of 1977 (collectively the “ Clean Water Act ”) (33 U.S.C.
Section 1251 et seq.), the Toxic Substances Control Act ( “TSCA”) (15 U.S.C. Sections 2601- 2629), Hazardous Materials Transportation Act (49 U.S.C. Sec tion 1801 et seq.), the Carpenter - Presley-Tanner Hazardous Substance Account Law (commonly known as the “ California Superfund” law) (California Health and Safety Code Sections 25300-25395), Hazardous Waste Control Act (California Health and Safety Code Section 25100 et seq.), Hazardous Materials Release Response Plans and Inventory Law (commonly known as the “ Business Plan Law ”) (California Health and Safety Code Section 25500 et seq.), Porter-Cologne Water Quality Control Act (California Water Code Section 13000 et seq.), and the Safe Drinking Water and Toxic Enforcement Act of 1986 (commonly known as “ Proposition 65”) (California Health and Safety Code Section 25249.5 et seq.).
In connection with the foregoing release, Buyer expressly waives the benefits of Section 1542 of the California Civil Code, which provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT
THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR
SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF
EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR
HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER
SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY .
BY PLACING ITS INITIALS BELOW, BUYER SPECIFICALLY ACKNOWLEDGES AND
CONFIRMS THE VALIDITY OF THE RELEASES MADE ABOVE AND THE FACT THAT
BUYER WAS REPRESENTED BY COUNSEL WHO EXPLAINED, AT THE TIME THIS AGREEMENT WAS MADE, THE CONSEQUENCES OF THE ABOVE RELEASES.
INITIALS: BUYER: ________________
5. CONDITIONS PRECEDENT
5.1 Buyer’s Conditions Precedent
Buyer’s obligation to purchase the Easements is conditioned upon the following (“Buyer’s Conditions”):
(a) Buyer’s review and approval of an updated preliminary title report, together with copies of the underlying documents .
(b) Buyer’s review and approval of all tenant leases and any other occupancy agreements (hereinafter collectively referred to as the “ Leases”), if any, affecting the Property. (c) Buyer’s review and approval of the physical condition of the Property. (d) Buyer’s review and approval of all zoning, land use, building, environmental and other statutes, rules, or regulations applicable to the Property. (e) Buyer’s review and approval of soils reports and other documents of significance to the Property in San Francisco ’s possession. San Francisco will make available to Buyer at San Francisco’s Real Estate Division’s offices, without representation or warranty of any kind whatsoever, all non-privileged items in its files relating to the Property for Buyer’s review and inspection, at Buyer’s sole cost, during normal business hours. Notwithstanding the foregoing, Rev 6/2023 10
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Buyer’s review will not include a review of any of San Francisco’s internal memoranda or reports, any privileged or confidential information, or San Francisco ’s appraisals of the Property, if any.
5.2 Contingency Period
Buyer will have until 5:00 p.m. San Francisco Time on the date that is ten (10) business days after the Effective Date to review and approve, waive or disapprove Buyer’s Conditions (such period being referred to in this Agreement as the “ Contingency Period ”). If Buyer elects to proceed with the purchase of the Property, then Buyer shall, before the expiration of the Contingency Period, notify San Francisco in writing that Buyer has approved all such matters. If, before the end of the Contingency Period, Buyer fails to give San Francisco such written notice and fails to object to any of Buyer’s Conditions, then Buyer will be deemed to have waived Buyer’s Conditions and elected to proceed with the Closing. Notwithstanding the foregoing, if Buyer objects to any of the matters contained within Section 5.1 within the Contingency Period, then San Francisco may, but will have no obligation to remove or remedy any objectionable matter. If San Francisco agrees to remove or remedy the objectionable matter, it will notify Buyer within ten (10) days following Buyer’s notice of objection, and the Closing Date will be delayed for so long as San Francisco diligently pursues such removal or remedy. If and when San Francisco elects not to remove or remedy the objectionable ma tter, which San Francisco may do at any time including following an initial election to pursue remedial or corrective actions, this Agreement will automatically terminate and neither party will have any further rights or obligations under this Agreement except as provided in Section 4.3 [Entry and Indemnity], Section 8.2 [Brokers], or Section 10.4 [Authority of Buyer] or as otherwise expressly provided in this Agreement.
5.3 San Francisco’s Condition Precedent
The following are conditions precedent to San Francisco ’s obligation to sell the Property to Buyer (“San Francisco’s Conditions Precedent”):
(a) Buyer will have performed all of its obligations pursuant to or in connection with this Agreement and all of Buyer’s representations and warranties will be true and correct. (b) A resolution approving and authorizing the transactions contemplated by this Agreement and finding that the public interest or necessity demands, or will not be inconvenienced by the sale of the Property, will have been adopted by San Francisco ’s Board of Supervisors and Mayor, in their respective sole and absolute discretion. (c) Title Company will have agreed to be the real estate reporting person for the Closing in compliance with the Reporting Requirements (defined in Section 6.5 [Title Company as Real Estate Reporting Person] below).
5.4 Failure of San Francisco’s Conditions Precedent
Each of San Francisco ’s Conditions Precedent are intended solely for the benefit of San Francisco. If any of San Francisco ’s Conditions Precedent are not satisfied as provided above, San Francisco may, at its option, terminate this Agreement. Upon any such termination, neither party will have any further rights or obligations under this Agreement except as provided in Section 4.3 [Entry and Indemnity], Section 8.2 [Brokers], or Section 10.4 [Authority of Buyer] or as otherwise expressly provided in this Agreement.
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6. ESCROW AND CLOSING
6.1 Escrow
On the date the Parties execute this Agreement, or as soon thereafter as reasonably possible, Buyer and San Francisco will deposit an executed counterpart of this Agreement with the Title Company, and this instrument will serve as the instructions to the Title Company as the escrow holder for consummation of the purchase and sale contemplated by this Agreement. San Francisco and Buyer agree to execute such supplementary escrow instructions as may be appropriate to enable the Title Company to comply with the terms of this Agreement; provided, however, in the event of any conflict between the provisions of this Agreement and any supplementary escrow instructions, the terms of this Agreement will control.
6.2 Closing Date
The Closing will be held, and delivery of all items to be made at the Closing under the terms of this Agreement will be made, at the offices of the Title Company on ______________, 20___, and before 1:00 p.m. San Francisco Time (a ) the date that is _________________ (_______) days after the expiration of the Contingency Period and enactment of the Board of Supervisors’ resolution referred to in Section 5.3(b) above, or if such date is not a business day, then upon the next ensuing business day, before 1:00 p.m. San Francisco time or ( b) such other date and time as the Parties may mutually agree upon in writing (the “ Closing Date”). Such date and time may not be extended without the prior written approval of the Parties.
6.3 Deposit of Documents
(a) At or before the Closin g, San Francisco will deposit into escrow the following items:
(i) the duly executed and acknowledged Quitclaim Deed and the duly executed and acknowledged Easement Deed conveying the Property to Buyer subject to the Conditions of Title;
(ii) a duly executed counterpart of the Overflow License; (iii) a duly executed counterpart of the Constructing Staging License; (iv) a duly executed counterpart of the Mitigation License Amendment; and
(v) a duly executed counterpart of the Notice of Termination of the Daly City Lease.
(b) At or before the Closing, Buyer will deposit into escrow the following items:
(i) the funds necessary to close this transaction;
(ii) an original Certificate of Acceptance of Property (“ Certificate of Acceptance”) executed by Buyer and to be attached to the Quitclaim Deed and Easement Deed prior to recordation.
(iii) a duly executed counterpart of the Overflow License; (iv) a duly executed counterpart of the Mitigation License Amendment Rev 6/2023 12
5145459.6
(v) a duly executed counterpart of the Constructing Staging License ; and
(vi) a duly executed counterpart of the Notice of Termination of the Daly City Lease.
(c) San Francisco and Buyer will each deposit such other instruments as are reasonably required by the Title Company or otherwise required to close the escrow , issue title insurance (if applicable) and consummate the purchase of the Property in accordance with the terms hereof.
6.4 Prorations
Any assessments; water, sewer and utility charges; amounts payable under any service contracts; annual permits and/or inspection fees (calculated on the basis of the period covered); and any other expenses normal to the operation and maintenance of the Property, to the extent applicable to the Easements, if any, will all be prorated as of 12:01 a.m. on the date the Deed is recorded, on the basis of a three hundred sixty-five (365)-day year. The Parties by this Agreement agree that if any of the above described prorations cannot be calculated accurately on the Closing Date, then the same will be calculated as soon as reasonably practicable after the Closing Date and either party owing the other party a sum of money based on such subsequent proration(s) will promptly pay said sum to the other party.
6.5 Title Company as Real Estate Reporting Person
Section 6045(e) of the United States Internal Revenue Code of 1986 and the regulations promulgated thereunder (collectively, the “ Reporting Requirements ”) require that certain information be made to the United States Internal Revenue Service, and a statement to be furnished to San Francisco , in connection with the Closing. Buyer and San Francisco agree that if the Closing occurs, Title Company will be the party responsible for closing the transaction contemplated in this Agreement and is by this Agreement designated as the real estate reporting person (as defined in the Reporting Requirements) for such transaction. Title Company will perform all duties required of the real estate reporting person for the Closing under the Reporting Requirements, and Buyer and San Francisco will each timely furnish Title Company with any information reasonably requ ested by Title Company and necessary for the performance of its duties under the Reporting Requirements with respect to the Closing.
7. INTENTIONALLY OMITTED
8. EXPENSES
8.1 Expenses
Buyer will pay any transfer taxes applicable to the sale, escrow fees and recording charges, and any other costs and charges of the escrow for the sale.
8.2 Brokers
The Parties represent and warrant to each other that no broker or finder was instrumental in arranging or bringing about this transaction and that there are no claims or rights for brokerage commissions or finder’s fees in connection with the transactions contemplated by this Agreement.
If any person brings a claim for a commission or finder ’s fee based on any contact, dealings, or communication with Buyer or San Francisco , then the party through whom such person makes a claim will defend the other party from such claim, and will indemnify the indemnified party from, and hold the indemnified party harmless against, all costs, damages, claims, liabilities, or expenses Rev 6/2023 13
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(including reasonable attorneys ’ fees and disbursements) that the indemnified party incurs in defending against the claim. The provisions of this Section will survive the Closing, or, if the purchase and sale is not consummated for any reason, any termination of this Agreement.
9. INTENTIONALLY OMITTED
10. GENERAL PROVISIONS
10.1 Notices
Any notice , consent, or approval required or permitted to be given under this Agreement will be in writing and will be given by (a) hand delivery, against receipt, (b) reliable next-business- day courier service that provides confirmation of delivery, or (c) United States registered or certified mail, postage prepaid, return receipt required, and addressed as follows (or to such other address as either party may from time to time specify in writing to the other upon five (5) days’ prior, written notice in the manner provider above) :
SAN FRANCISCO:
San Francisco Public Utilities Commission
525 Golden Gate Avenue, 10th Floor
San Francisco, CA 94102
Attn: Real Estate Director
Re: Vista Grande Sale of Easements,
Daly San Francisco
with a copy to:
Office of the City Attorney
City Hall, Room 234
1 Dr. Carlton B. Goodlett Place
San Francisco, CA 94102
Attn: Real Estate Transactions Team
Re: Vista Grande Sale of Easements,
Daly City
BUYER:
City of Daly City
333 90th Street
Daly City, CA 94015
Attn: City Manager
Re: Vista Grande Tunnel Easements
San Francisco
with a copy to:
Marc Centor
Downey Brand LLP
455 Market Street, Suite 1500
San Francisco, CA 94105
Re: Vista Grande Tunnel Easements
San Francisco
A properly addressed notice transmitted by one of the foregoing methods will be deemed received upon the confirmed date of delivery, attempted delivery, or rejected delivery, whichever occurs first. Any e -mail addresses, telephone numbers, or facsimile numbers provided by one party to the other will be for convenience of communication only; neither party may give official or binding notice orally or by e -mail or facsimile. The effective time of a notice will not be affected by the receipt, prior to receipt of the original, of an oral notice or an e-mail or facsimile copy of the notice.
10.2 Successors and Assigns
This Agreement will be binding upon, and inure to the benefit of, the parties to this Agreement and their respective successors, heirs, legal representatives, administrators and assigns.
Buyer’s rights and obligations under this Agreement will not be assignable without the prior written consent of San Francisco ; provided, however, even if San Francisco approves any such proposed assignment, in no event will Buyer be released of any of its obligations under this Agreement.
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10.3 Amendments
This Agreement may be amended or modified only by a written instrument signed by the Parties.
10.4 Authority of Buyer
Buyer represents and warrants to San Francisco that Buyer is a municipal corporation duly organized, validly existing, and in good standing under the laws of the State of California . Buyer further represents and warrants to San Francisco that this Agreement and all documents executed by Buyer, which are to be delivered to San Francisco at Closing: (a) are or at the time of Closing will be duly authorized, executed, and delivered by Buyer; (b) are or at the time of Closing will be legal, valid, and binding obligations of Buyer; and (c) do not and at the time of Closing will not violate any provision of any agreement or judicial order to which Buyer is a party or to which Buyer is subject. Notwithstanding anything to the contrary in this Agreement, the foregoing representations and warr anties and all other representations and warranties of Buyer contained in this Agreement or in other agreements or documents executed by Buyer in connection herewith, will survive the Closing Date.
10.5 Buyer’s Representations and Warranties
Buyer makes the following representations as of the date of this Agreement and at all times throughout this Agreement:
(a) Buyer has duly authorized by all necessary action the execution, delivery, and performance of this Agreement. Buyer has duly executed and delivered this Agreement and this Agreement constitutes a legal, valid , and binding obligation of Buyer, enforceable against Buyer in accordance with the terms hereof.
(b) Buyer represents and warrants to San Francisco that it has not been suspended, disciplined, or disbarred by, or prohibited from contracting with, any federal, state , or local governmental agency. In the event Buyer has been so suspended, disbarred, disciplined, or prohibited from contracting with any governmental agency, it will immediately notify San Francisco of same and the reasons therefore together with any relevant facts or information requested by San Francisco. Any such suspension, debarment, discipline, or prohibition may result in the termination or suspension of this Agreement.
(c) No document or instrument furnished or to be furnished by the Buyer to San Francisco in connection with this Agreement contains or will contain any untrue statement of material fact or omits or will omit a material fact necessary to make the statements contained in this Agreement not misleading, under the circumstances under which any such statement will have been made.
10.6 Governing Law
This Agreement will be governed by, subject to, and construed in accordance with the laws of the State of California and San Francisco ’s Charter and Administrative Code.
10.7 Merger of Prior Agreements
This Agreement, together with the exhibits to this Agreement , contain all representations, warranties, and covenants made by Buyer and San Francisco and constitutes the entire understanding between the Parties to this Agreement with respect to the subject matter hereof.
Any prior correspondence, memoranda , or agreements are replaced in total by this Agreement together with the exhibits to this Agreement .
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10.8 Parties and Their Agents
The term “Buyer” as used in this Agreement will include the plural as well as the singular.
If Buyer consists of more than one (1) individual or entity, then the obligations under this Agreement imposed on Buyer will be joint and several. As used in this Agreement , the term “Agents” when used with respect to either Party will include the agents, employees, officers, contractors, and representatives of such Party .
10.9 Interpretation of Agreement
The article, section, and other headings of this Agreement and the table of contents are for convenience of reference only and will not affect the meaning or interpretation of any provision contained in this Agreement . Whenever the context so requires, the use of the singular will be deemed to include the plural and vice versa, and each gender reference will be deemed to include the other and the neuter. This Agreement has been negotiated at arm’s length and between persons sophisticated and knowledgeable in the matters dealt with in this Agreement . In addition, each Party has been represented by experienced and knowledgeable legal counsel. Accordingly, any rule of law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this Agreement against the party tha t has drafted it is not applicable and is waived. The provisions of this Agreement will be interpreted in a reasonable manner to effect the purposes of the P arties and this Agreement. Use of the word “including” or similar words will not be construed to limit any general term, statement, or other matter in this Agreement, whether or not language of non-limitation, such as “without limitation” or similar words, are used.
10.10 Time of Essence
Time is of the essence with respect to the performance of the Parties’ respective obligations contained in this Agreement.
10.11 No Merger
The obligations contained in this Agreement will not merge with the transfer of title to the Property but will remain in effect until fulfilled.
10.12 Non-Liability of San Francisco Officials, Employees and Agents Notwithstanding anything to the contrary in this Agreement, no elective or appointive board, commission, member, officer, employee, or agent of San Francisco will be personally liable to Buyer, its successors and assigns, in the event of any default or breach by San Francisco or for any amount that may become due to Buyer, its successors and assigns, or for any obligation of San Francisco under this Agreement.
10.13 Conflicts of Interest
Through its execution of this Agreement, Buyer acknowledges that it is familiar with the provisions of Article III, Chapter 2 of San Francisco ’s Campaign and Governmental Conduct Code, and Section 87100 et seq. and Section 1090 et seq. of the Government Code of the State of California, and certifies that it does not know of any facts that constitute a violation of said provisions and agrees that if it becomes aware of any such fact during the term of this Agreement, Buyer will immediately notify San Francis co.
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10.14 Notification of Limitations on Contributions
Through its execution of this Agreement, Buyer acknowledges that it is familiar with Section 1.126 of the San Francisco Campaign and Governmental Conduct Code, which prohibits any person who contracts with San Francisco for the selling or leasing of any land or building to or from San Francisco whenever such transaction would require the approval by a San Francisco elective officer, the board on which that San Francisco elective officer serves, or a board on which an appointee of that individual serves, from making any campaign contribution to (a) San Francisco elective officer, (b) a candidate for the office held by such individual, or (c) a committee controlled by such individual or candidate, at any time from the commencement of negotiations for the contract until the later of either the termination of negotiations for such contract or twelve months after the date the contract is approved. Buyer acknowledges that the foregoing restriction applies only if the contract or a combination or series of contracts approved by the same individual or board in a fiscal year have a total anticipated or actual value of $100,000 or more. Buyer further acknowledges that the prohibition on contributions applies to each Buyer; each member of Buyer’s board of directors, and Buyer’s chief executive officer, chief financial officer and chief operating officer; any person with an ownership interest of more than twenty percent (20%) in Buyer; any subcontractor listed in the contract; and any committee that is sponsored or controlled by Buyer.
Additionally, Buyer acknowledges that Buyer must inform each of the persons described in the preceding sentence of the prohibitions contained in Section 1.126. Buyer further agrees to provide to San Francisco the names of each person, entity or committee described above.
10.15 Sunshine Ordinance
Buyer understands and agrees that under San Francisco ’s Sunshine Ordinance (San Francisco Administrative Code, Chapter 67) and the State Public Records Law (Gov. Code Section 7920.000 et seq.), this Agreement and all records, information, and materials submitted to San Francisco under this Agreement are public records subject to public disclosure. Buyer by this Agreement acknowledges that San Francisco may disclose any records, information and materials submitted to San Francisco in connection with this Agreement.
10.16 Tropical Hardwood and Virgin Redwood Ban
The City and County of San Francisco urges companies not to import, purchase, obtain or use for any purpose, any tropical hardwood, tropical hardwood wood product, virgin redwood, or virgin redwood wood product except as expressly permitted by the application of Sections 802(b) and 803(b) of the San Francisco Environment Code.
10.17 No Recording
Neither this Agreement nor any memorandum or short form thereof may be recorded by Buyer.
10.18 Effective Date
As used in this Agreement , the term “ Effective Date ” will mean the date on which both parties will have executed this Agreement provided the Agreement and the transactions contemplated by the Agreement will have been authorized (a) in a manner required by law governing Buyer, (b) by a duly adopted resolution of San Francisco’s Public Utilities Commission, and (c) if required by San Francisco’s Charter, a duly adopted resolution of San Francisco’s Board of Supervisors and Mayor.
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10.19 Severability
If any provision of this Agreement or the application thereof to any person, entity, or circumstance will be invalid or unenforceable, the remainder of this Agreement, or the application of such provision to persons, entities or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each other provision of this Agreement will be valid and be enforceable to the fullest extent permitted by law, except to the extent that enforcement of this Agreement without the invalidated provision would be unreasonable or inequitable under all the circumstances or would frustrate a fundamental purpose of this Agreement.
10.20 Acceptance by Buyer
This Agreement will be null and void unless it is accepted by Buyer and two (2) fully executed copies of this Agreement are returned to San Francisco on or before 5:00 p.m.
San Francisco time on ________________, 20__ _.
10.21 Counterparts
This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument.
This Agreement may be executed by a party’s signature transmitted by electronic mail in portable document format (“ pdf”) or through an electronic signature/online signature service such as “Docusign” and copies of this Agreement executed and delivered by means of pdf signatures or by DocuSign or similar service shall have the same force and effect as copies hereof executed and delivered with original signatures. All parties hereto may rely upon pdf signatures as if such signatures were originals. Upon request by either P arty, any P arty executing and delivering this Agreement by pdf shall promptly thereafter deliver a counterpart of this Agreement containing said Party’s original signature. All Parties hereto agree that a pdf signature page may be introduced into evidence in any proceeding arising out of or related to this Agreement as if it were an original signature page.
10.22 Cooperative Drafting
This Agreement has been drafted through a cooperative effort of both Parties , and both Parties have had an opportunity to have the Agreement reviewed and revised by legal counsel. No party will be considered the drafter of this Agreement, and no presumption or rule that an ambiguity will be construed against the party drafting the clause will apply to the interpretation or enforcement of this Agreement.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS
AGREEMENT, BUYER ACKNOWLEDGES AND AGREES THAT NO OFFICER OR
EMPLOYEE OF SAN FRANCISCO HAS AUTHORITY TO COMMIT SAN FRANCISCO TO THIS AGREEMENT UNLESS AND UNTIL A RESOLUTION OF SAN FRANCISCO’S
BOARD OF SUPERVISORS WILL HAVE BEEN DULY ENACTED APPROVING THIS
AGREEMENT AND AUTHORIZING THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT. THEREFORE, ANY OBLIGATIONS OR LIABILITIES OF SAN
FRANCISCO UNDER THIS AGREEMENT ARE CONTINGENT UPON THE DUE
ENACTMENT OF SUCH A RESOLUTION, AND THIS AGREEMENT WILL BE NULL AND VOID IF SAN FRANCISCO’S BOARD OF SUPERVISORS AND MAYOR DO NOT APPROVE THIS AGREEMENT IN THEIR RESPECTIVE SOLE DISCRETION. APPROVAL
OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT BY ANY
DEPARTMENT, COMMISSION OR AGENCY OF SAN FRANCISCO WILL NOT BE
DEEMED TO IMPLY THAT SUCH RESOLUTION WILL BE ENACTED NOR WILL ANY SUCH APPROVAL CREATE ANY BINDING OBLIGATIONS ON SAN FRANCISCO .
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[SIGNATURES ON FOLLOWING PAGE]
Rev 6/2023 19
5145459.6
The Parties have duly executed this Agreement as of the respective dates written below.
SAN FRANCISCO:
CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation
By: _______________________________
DENNIS J. HERRERA
General Manager
San Francisco Public Utilities Commission
Date: _______________________________
APPROVED AS TO FORM:
DAVID CHIU, City Attorney
By: _______________________________
Nancy Taylor
Deputy City Attorney
BUYER:
CITY OF DALY CITY
a California municipal corporation
By: _______________________________
THOMAS J. PICCOLOTTI
City Manager
Date: _______________________________
APPROVED AS TO FORM
ROSE ZIMMERMAN, City Attorney
By _________________________
Rose Zimmerman
City Attorney
A-1-1
5145459.6
EXHIBIT A-1
PARCEL NO. 55 DESCRIPTION
All that certain real property located in the County of San Francisco , State of California, described as follows:
[see attached]
16 of Lawton Street 94.683 feet to the intersection thereof with the west erly line of Locksley Avenue {formerly Serpentine Road); thence along said westerly line of Locksley Avenue the following courses and distances, to-wit: south 8° 31' east 44.876 feet; south 10° 24' east 176.093 feet; south 15° 22' east 270.661 feet; south 6° 02' east
66.142 feet; thence south 43° 06' 13" west 72.898 feet to the inter section of said westerly line of Locksley Avenue with the northerly line of Moraga (formerly "M") Street; thence south 86° 45' west along said northerly line of Moraga Street 127.994 feet to the inter section thereof with the easterly line of Seventh Avenue; thence north 3• 15' west along said easterly line of Seventh Avenue 600.42 feet to the intersection thereof with the southerly line of Lawton Street and the point of commencement.
Being all of Outside Lands Block No. 859.
Parcel 52:
Commencing at the point of intersection of the northerly line of Lawton ( formerly "L") Street with the easterly line of Seventh Avenue, and running thence north 86° 45' east along said northerly line of Lawton Street 81.594 feet to the intersection thereof with the westerly line of Locksley Avenue (formerly Serpentine Road); thence along said westerly line of Locksley Avenue north 19° 46' west 124.718 feet; thence north 3° 54' 48" east 91.208 feet; thence north 22° 36' 31" east 39.93 feet; thence leaving said westerly line of Locksley Avenue south 86° 45' west 75 feet, more or less, to the easterly line of Seventh Avenue; thence along said easterly line of Seventh Avenue south 3° 15' east 245 feet, more or less, to the Inter section thereof with the northerly line of Lawton Street and the point of commencement.
Being a portion of Outside Lands Block No. 774.
Parcel 58:
Commencing at a point on the westerly line of Seventh Avenue distant thereon 13 feet 11 inches northerly from the northerly line of Lawton (formerly "L") Street; running thence along said west erly line of Seventh Avenue north 3 • 15' west 211 feet 1 Inch to the intersection thereof with the southerly line of school property of the City and County of San Francisco; thence along the southerly line of said school lot south 8 6 • 4 5' west 8 3 feet, more or less, to the· intersection thereof with the westerly boundary line of the original \Vinter Tract; thence along said westerly line of said Winter Tract due south 20 7 feet, more or less, and thence due east 9 4 feet 1 inch to the westerly line of Seventh Avenue and the point of commence ment.
Being a portion of Outside Lands Block No. 77 5.
Parcel 54:
Commencing at the point of intersection of the southerly line of Ortega ( formerly "O") Street with the westerly boundary line of the original Winter Tract, said point being distant along said southerly llne of Ortega Street north 86° 45' east 26 feet, more or less, from the easterly line of Eighth Avenue; running thence north 86° 45' east 7 feet, more or less, to the northwesterly boundary line of the San Miguel Rancho; thence along said Rancho line south 18° 32' west
18.6 feet, ~ore or l~ss, ~o the intersection thereof with said westerly boundary lme of said \Vmter Tract; thence along said last mentioned llne due north 18 feet, more or less, to the southerly line of Ortega Street and the point of commencement.
Being a portion of Outside Lands Block No. 952.
Parcel 55: Lake llfer·ced Tract.
The following described parcel of land situate partly within the 17 City and County of San Francisco and partly within the County of San Mateo in the State of California, to-wit:
Beginning at the point of intersection of the southerly line of Sloat Boulevard with the center line of 36th Avenue if said center line be produced southerly along lts/~t course, and running thence along the southerly extension of said center line 1south 3 ° 02' 50" east lil. 700 feet; thence on a circular curve to the '1eft with a radius of 1·00 feet and a central angle of 90°, a distance of 157.08 feet; thence north 86° 57' 10" east 412.35 feet to a point on the arc of a curve with a radius of 300 feet, at which point the tangent to said curve bears north 54° 15' 30" east; thence northeasterly along the arc of said curve with a central angle of 2 2 ° 5 6' 3 O", a distance of 120.13 feet; thence north 31° 19' east 311.01 feet; thence on a curve to the right with a radius of 320 feet and a central angle of 69° 50' a distance of 390.02 feet; thence south 78° 51' east 83.63 feet; thence on a curve to the right with a radius of 200 feet and a central angle of 74° 50', a distance of 261.22 feet; thence south 4° 01' east 45.27 feet; thence on a curve to the right with a radius of 290 feet and a central angle of 26° 40', a distance of 134.97 feet; thence on a curve to the left with a radius of 125 feet and a central angle of 145° 26', a distance of 317.29 feet; thence north 57° 13' east 341.57 feet; thence on a curve to the right with a radius of 340 feet and a cen tral angle of 21° 07½', a distance of 125.36 feet; thence north 78° 20½' east 247.25 feet; thence on a curve to the right with a radh111 of 320 feet and a central angle of 39° 24', a distance of 220.05 feet; thence south 62° 15½' east 132.79 feet; thence on a curve to the right with a radius of 130 feet and a central angle of 129° 06', a dis tance of 292.92 feet; thence south 66° 50½' west 166.29 feet; thence on a curve to the left with a radius of 125 feet and a central angle of 68° 42', a distance of 149.88 feet; thence south 1° 61 ½' east 26.16 feet; thence on a curve to the left with a radius of 200 feet and a central angle of 55° 08', a distance of 192.45 feet; thence south 56° 59½' east 194.26 feet; thence on a curve to the right with a radius of 400 feet and a central angle of 25°, a distance of 174.53 feet; thence south 31° 59½' east 89.25 feet; thence on a curve to the left with a radius of 800 feet and a central angle of 11 • 50', a distance of 165.22 feet; thence south 43° 49½' east 51.56 feet; thence on a curve to the left with a radius of 250 feet and a central angle of 38° 50', a distance of 169.44 feet; thence south 82° 39 ½' east 44.63 feet; thence on a curve to the right with a radius of 200 feet and a central angle of 54° 04', a distance of 188.73 feet; thence south 28° 35 ½' east 36.54 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 27° 30', a distance of 143.99 feet; thence south 56 • 05 ½' east 45.6 3 feet; thence on a curve to the right with a radius of 150 feet and a central angle of 130° 30', a distance of 341.65 feet; thence south 74° 24½' west 247.35 feet; thence on a curve to the right with a radius of 300 feet and a central angle of 41° 40', a distance of 218.17 feet; thence north 63° 55½' west 156.34 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 116° 07', a distance of 607.99 feet; thence south o• 02½' east 1887.27 feet; thence on a curve to the left with a radius of 500 feet and a central angle of 23° 30', a distance of 205.08 feet; thence south 23° 32½' east 42.76 feet; thence on a curve to the right with a radius of 500 feet and a central angle of 23° 30', a distance of 205.08 feet; thence south 0° 02½' east 734.68 feet; thence on a curve to the left with a radius of 200 feet and a central angle of 89° 68 ½', a distance of 314.07 feet to Point No. 47 herein after referred to; thence north 8 9 • 5 9' east 170 6. 5 3 feet; thence on a curve to the left with a radius of 200 feet and a ·central angle of 72° 10', a distance of 251.91 feet; thence north 17° 49' east 55.78 feet; thence on a curve to the right with a radius of 125 feet and a central angle of 81 • 54', a distance of 178.68 feet; thence south 80°
18 17' east 627.77 feet; thence on a curve to the right with a radius of 550 feet and a central angle of :n ° 30', a di><tancc of 302.38 feet; thence south 48° 47' east 17.81 feet; thence on a curve to the right with a radius of 100 feet and a central angle of !J7° 57', a distance of 170.95 feet; thence south 49° 10' west 105.57 feet; thence on a curve to the left with a radius of 12 5 feet and a central angle of 8 0 • 40', a distance of 175.99 feet; thence south 31° 30' east 217.30 feet; thence on a curve to the left with a radius of 12 5 feet and a central angle er 61° 30', a distance of 134.17 feet; thence north 87° east 287.95 feet; thence south 74° 49½' east 503.42 feet to a point in the easterly boundary of the Rancho Laguna de Ia Merced; thence along said boundary south O • 15' east 26 8 .0 8 feet to a point which is distant along said boundary 15 3 O. 4 4 feet northerly from a granite monument set at the intersection thereof with the boundary line be tween the City and County of San Francisco and the County of San Mateo; thence the following courses and distances: north 7 4 • 3 3 ½' west 354.95 feet to Point No. 63 hereinafter referred to in the de scription of Parcel 60; north so• 23 ½' west 568.05 feet; south 75• 36½' west 266.00 feet; south 86° 36½' west 146.00 feet; north 54° 23 ½' west 101.00 feet; north 66° 13 1/2' west 160.00 feet; north 65° 28½' west 344.00 feet; north 72° 41½' west 97.00 feet; south 82° 18½' west 229.00 feet; north 69° 41½' west 173.00 feet; north 86° 21 ½' west 315.00 feet; south 63° 58 ½' west 108.00 feet; south 5° 21 ½' east 282.00 feet; north 86° 51 ½' west 195.00 feet; north 42° 31 ½' west 305.00 feet; north 80° 01 ½' west 282.00 feet; north 89° 01 ½' west 321.00 feet to Point No. 79 hereinafter referred to; south 29° 58½' west 105.00 feet; south 13° 13½' west 535.00 feet; south 3° 33 ½' west 628.00 feet; south 19° 56 ½' east 285.00 feet; south 3° 16 ½' east 352.00 feet; south 39° 46 ½' east 107.00 feet; south 82° 01' east 90.14 feet to Point No. 86 hereinafter referred to, which point Is in the boundary line between the City and County of San Francisco and the County of San Mateo distant thereon 3 6 5 9. O 7 feet westerly from a granite monument set at the intersection thereof with the easterly line of the Rancho Laguna de Ia Merced; thence the following courses and distances: south 0° 01 ½' east Gl0.63 feet to Point No. 8 7, hereinafter referred to; thence south 5 ° 26 ½' east 400 feet; thence south 15° 26½' east 400 feet; south 6° 25½' west 838.00 feet; south 88° 45½' west 532.00 feet; north 34° 19½' west 430.00 feet; north 4° 40' west 977.67 feet; north 0° 02' west 617.78 feet to Point No. 94, hereinafter referred to; thence north 58° 30' west 555.05 feet to a point in the boundary line between the City and County of San Francisco and the County of San Mateo, distant 342.37 feet easterly from a granite monument in said boundary line; thence north 58° 30' west 39.42 feet; thence on a curve to the right with a radius of 730 feet and a central angle of 49° 45 ½', a distance of 633.97 feet; thence north 8° 44 ½' west 188.53 feet; thence on a curve to the left with a radius of 200 feet and a central angle of 11° 05', a distance of 38.69 feet; thence north 19° 49½' west 333.18 feet; thence on a curve to the left with a radius of 11 O feet and a central angle of 61 ° 3 7 ½ ', a distance of 118. 31 feet; thence north 81° 27' west 76.59 feet; thence on a curve to the right with a radius of 370 feet and a central angle of 50° 09 ½', a distance of 323.91 feet; thence north 31 • 1 7 ½' west 8 9 O. 9 3 feet; thence on a curve to the left with a radius of 20 0 feet and a central angle of 1 7 • O o ½ ', a distance of 59.36 feet; thence north 48° 18' west 416.66 feet; thence on a curve to the right with a radius of 200 feet and a central angle of 21° 00', a distance of 73.30 feet; thence north 27° 18' west 297.68 feet; thence north 27° 18' west 14.22 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 41 ° 56', a dis tance of 219.56 feet; thence north 69° 14' west 699.64 feet; thence on a curve to the right with a radius of 1000 feet and a central angle of 16° 12 ½', a distance of 282.89 feet; thence north 53° 01 ½' west 434.46 feet; thence on a curve to the right with a radius of 500 feet 19 and a central angle of 56° 03', a distance of 489.13 feet; thence north 3° 01 lh' east 232 feet; thence on a curve to the left with a radius of 400 feet and a central angle of 34° 09', a distance of 238.41 feet; thence north 31 • O 7 ½' west 12 7. 8 5 feet; thence on a curve to the right with a radius of 200 feet and a central angle of 16° 06', a dis tance of 5 6. 2 O feet; thence north 15 • 01 ½' west 8 9. 0 6 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 25° 03', a distance of 131.16 feet; thence north 40° 041h' west 297.11 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 2° 23', a distance of 12.48 feet; thence north 42° 27½' west 417.45 feet; thence on a curve to the right with a radius of 285 feet and a central angle of 42° 10', a distance of 209.74 feet; thence on a curve to the left with a radius of 6 7 5 feet and a central angle of 18°, a distance of 212.06 feet; thence north 18° 17½' west 277.73 feet; thence on a curve to the right with a radius of 400 feet and a central angle of 19° 59', a distance of 139.51 feet; thence north 1 ° 41 ½' east 196.11 feet; thence on a curve to the right with a radius of 200.20 feet and a central angle of 37° 48', a distance of 132.07 feet; thence on a curve to the left with a radius of 370 feet and a central angle of 34° 30', a distance of 222.79 feet; thence north 4° 59 ½' east 55 feet to Point No. 129, hereinafter re ferred to, which point is south 8 5 • 00 ½' east 50 feet from the south east corner of the United States Life Saving Station Tract; thence south 85° 00 ½' east 50 feet; thence north 4° 59 ½' east 1040. 77 feet; thence north 3° 01' west 6'3.41 feet; thence on a curve to the right with a radius of 400 feet and a central angle of 66° 46', a distance of 466.12 feet; thence north 63° 45' east 934.65 feet; thence on a curve to the right with a radius of, 200 feet and a central angle of 81° 28' 30", a distance of 284.40 feet; thence south 34° 46' 30" east 905.42 feet; thence on a curve to the left with a radius of 200 feet and a central angle of 66° 26' 30", a distance of 231.92 feet; thence north 78° 47' east 305.13 feet; thence on a curve to the left with a radius of 100 feet and a central angle of 81° 49' 50", a distance of 142.82 feet to a point on the southerly extension of the center line of 37th Avenue; thence along said last mentioned extension north 3° 02' 50" west 1444.29 feet to the southerly line of Sloat Boulevard; thence easterly along said southerly line of Sloat Boulevard 310.26 feet to the point of commencement. Containing 811.13 acres. r- All bearings in the foregoing description of Parcel 5 5 have been ', computed on the assumption that the boundary line between the j City and County of San Francisco and the County of San Mateo runs , due east and west. '
As incident and appurtenant to the lands herein described as Par cel 55, the Water Company hereby gives and grants to the City the following temporary rights, privileges or easements in, over and upon the lands retained by the Water Company, or in, over and upon other lands adjoining or in the immediate vicinity of said parcel, to-wit:
1. The right to use, in common with the Water Company and others, the existing road known as the "Golf Club Road," extending from Junipero Serra Boulevard in a general westerly direction to the easterly boundary of Parcel 55, until such time as the City shall have access from Junipero Serra Boulevard to the portion of said Golf Club Road now existing within said parcel by means of other streets or roads hereafter constructed by the Water Company or Its suc cessors in interest.
2. The right to operate, maintain and repair the existing surface drainage ditch and appurtenances in the northeasterly portion of the Lake Merced lands retained by the Water Company; until such time as said portion shall be subdivided and streets are laid out through the same, after which time said drainage ditch and appurtenances shall be removed by the City.
20 There are expressly excepted from this grant of Parcel 5 5 and reserved to the Water Company, Its successors and assigns, the fol lowing r_lghts and easements, to-wit:
1. The right to use for roadway purposes the present constructed road known as the "Golf Club Road," commencing on the easterly ~ boundary of said Parcel 65 at a point approximately 60 feet south westerly from Point No. 79 thereof, and running southerly and south westerly along Its present course to the westerly boundary of Parcel 55 at a point distant approximately 307 feet southerly from Point No. 9 4 thereof.
2. The right to use for roadway purposes the present constructed road commencing on the easterly boundary of Parcel 55 near Point No. 47 thereof and running southwesterly and southerly along Its present course to its Intersection with the "Golf Club Road."
3. A right of way easement 60 feet wide for a road to be con structed from the easterly boundary of Parcel 55, between Points · i Nos. 8 6 and 8 7 thereof, in a northwesterly direction to an intersec tion with the "Golf _Club Road" near the northeasterly end of the dam dividing the so-called settling pond from South Lake Merced.
4. A right of way easement 50 feet wide for a road to connect that portion of the Lake Merced lands lying Immediately north of the easterly extension of said Parcel 5 5 along Ocean View Gulch with any road the City may hereafter establish and construct along said gulch. _
5. Right of way easements, each 8 0 feet wide, for not more than three roads or streets to extend easterly and westerly across that portion of Parcel 55 which extends northerly to Sloat Boulevard be tween the center lines of 36th and 37th Avenues produced southerly.
6. The right to construct, maintain, operate, use, repair, enlarge, relay and reconstruct such water pipes, sewers, telephone and power lines across the easterly extension of Parcel 5 5 along Ocean View Gulch and also across the northerly extension of said Parcel 5 5 which lies between the center lines of 36th and 37th Avenues produced southerly, as may be necessary for the proper development of the property retained by the Water Company and lying on either side of said extensions.
It is expressly understood between the parties hereto that the location and type of construction of said roads, water pipes, sewers, telephone and power lines, across any portions of said Parcel 5 5, ease ments for which are herein reserved to the Water Company, shall be subject to the approval of the City Engineer or other governing authority of the City; but, if for any reason the City and the Water Company shall not be able to agree with reference to said location and type of construction, then the matters upon which no agreement has been reached shall be submitted to three arbitrators, one of whom shall be selected by the City Engineer or other governing authority of the City, one by the Water Company and the third by the two other arbitrators, and the decision of any two of the three arbitrators shall be binding upon each of the parties hereto.
There is expressly reserved to the Water Company, its successors and assigns the right to receive water and water service at legally established rates for use upon any of the lands commonly known as Lake Merced lands which are retained by the Water Company, from water mains now in existence or which may hereafter be constructed through or across any of said Lake Merced lands retained by the Company or hereby conveyed to the City; provided, however, that the particular locations and types of connections with such water mains and the particular mains with which such connections shall be made, shall first be approved by the City Engineer or other gov erning authority of the City.
21 This conveyance of Parcel 5 5 is made subject to certain easements or rights granted or agreed to be granted by the Water Company, which are contained and set forth in those certain deeds and agree ments hereinafter bpecified, which, insofar as they are recited as re- . corded are recorded in the office of the Recorder of the City and County of San Francisco, to-wit:
1. To San Francisco Golf and Country Club by deed dated Feb ruary 17, 1916, and recorded February 18, 1916, In Book 911 of Deeds at page 341; by deed dated February 18, 1921, and recorded January 3, 1923, in Book 636, Official Records, at pag: 187; by deed dated March 12, 1928, and recorded April 4, 1928, m Book 1633, Official Records, at page 424; and by Agreement of Sale dated Oc tober 7, 1929, and acknowledged on behalf of the Water Company before O. A. Eggers, Notary Public, October 9, 1929.
2. To Lakeside Golf Club by deed dated October 5, 1916, and recorded October 27, 1916, in Book 982 of Deeds at page _17, and also recorded in San Mateo County on November 16, 1916, m Book 258 of Deeds at page 304.
3. To the State of California by deed dated October 17, 1921, and recorded January 14, 1922, in Book 435, Official Records, at -page 7; and by deed dated July 14, 1922, and recorded August 31, 1922. in Book 530, Official Records, at page 143.
4. To Pacific Gas and Electric Company by deed dated August 3, l!J25, and recorded August 14, 1925, tn Book 1116, Official Rec ords, at page 352.
5. To The Olympic Club by deed dated February 1, 1923, and recorded June 13, 1923, in Book 725, Official Records, at page 76, also recorded in the County of San Mateo on June 1. 1923, in Book 79, Official Records, at page 117, and by deed dated March 18, 1929, and acknowledged on behalf of the Water Company before 0. A.
Eggers, Notary Public, March 18, 1929.
6. To Lake Merced Golf and Country Club by deed dated April 20, 1929, and acknowledged on behalf of the Water Company before Mabel C. Spence, Notary Public, April 20, 1929.
Said Parcel 5 5 is also subject to a certain written lease executed by the Water Company to Pacific Gas and Electric Company and the Pacific Telephone and Telegraph Company dated November 6, 1926, providing for the construction and maintenance of a line for power and telephone ser.vice purposes; and is also subject to a certain re vocable license granted by the Water Company to the Pacific Gas and Electric Company by written instrument dated April 22, 1925, for street lighting purposes.
The ·water Company also hereby grants to the City as appurte nant to the lands described as Parcel 5 5, and for the purpose of pro tecting and augmenting the waters and water sources of Lake Merced, and also for the purpose of facilitating the supply and distribution of water to ·consumers in the City and County of San Francisco and vicinity, all those certain rights relating to the construction, main tenance, operation, use and repair of existing or future pipe lines or other utility structures and to the use of the subterranean waters re served or to be reserved by the Water Company, together with the right to enforce those certain sanitary restrictions imposed for the benefit of adjoining lands of the Water Company, including the lands hereby conveyed to the City, contained or set forth in any of the foregoing instruments described above as three deeds and agreement of sale to San Francisco Golf and Country Club dated, respectively, February 17, 1916; February 18, 1921; March 12, 1928, and October 7, 1929; a deed to Lakeside Golf Club dated October 6, 1916; two deeds to The Olympic Club dated, respectively, February 1, 1923, and March 18, 19 2 9, and a deed to Lake Merced Golf and Country Club dated April 20, 1929; also the rights reserved to the \Vater
22 Company in three deeds to Joint Highway Disti·ict No. 10 of the State of Callfornia dated November 14, 192!l, and rcronlecl November 25, 1929, one in Book 499 at page 1, another in Book fiOl at page 1, and the third in Book 502 at page 1, Official Records of San Mateo County; also the right to exercise and use jointly with the Water Company, those certain rights and privileges reserved to the Company in said two deeds to the State of California dated, respectively, October 17, 1921, and July 14, 1922.
As appurtenant to the lands described in said Parcel 55, there is also conveyed to the City all subterranean waters under the Lake Merced RanclJ, lands retained by the \Vater Company and surround ing or in the immediate vicinity of said Parcel 5 5; provided, however, that there is expressly reserved to the 'Nater Company, and its suc cessors in interest to all or any part of the said situated and retained lands, the right to drill new wells for and to take water from such new wells or from existing wells situate within the limits of the said retained lands for domestic or other use upon such retained lands, or upon the part or parts thereof upon which are located the well or wells from which the particular water is obtained in the event dif ferent parts of the said retained lands should ever be owned severally by more than one successor in interest to the Water Company, but not for use elsewhere.
The Water Company grants to the City the right to enter upon the lands retained by the Company for the purpose of repairing, re newing or relaying any parts or portions of the existing Vista Grande sewer; and the City, by the acceptance of this deed of conveyance, assumes the obligations of the Water Company expressed in that cer tain written agreement dated November 30, 1907, between the Spring Valley \Vater Company, as party of the first part, and Ocean View Land and Improvement Company, and others, as parties of the sec ond part, relating to the repair and maintenance of said sewer, but does not hereby assume any obligation of the Water Company under said agreement, if any such obligation exists, to enlarge said sewer.
The Water Company also grants to the City, as appurtenant to said Parcel 55, the right to enforce, either separately or jointly with the Water Company, those certain conditions pertaining to sanitary control of the Lake Merced lands embodied in paragraphs "d," "e," "g" and "h" of that certain deed for a surface right of way made by Spring Valley Water Company to Ocean Shore Railway Company dated September 15, 1909, and recorded July 3, 1914, in the office of the Recorder of the City and County of San Francisco in Book 788 of Deeds, page 3 56; and also the right reserved to the Water Com pany in said deed to construct or lay water mains across that por tion of said surface right of way which lies within the tract of land known as the Lake Merced Golf and Country Club lands.
As a part of the consideration for the sale by the \Vater Company and the purchase by the City of the lands described in said Parcel 5 5, the Water Company agrees that no buildings shall ever be permitted upon the following described strip of land, and that said strip of land shall never be used for any purpose other than roadways, parks or gardens, golf courses, or play grounds:
A strip of land having a uniform width of 15 O feet measured southwesterly at right angles from the southwesterly boundary of Parcel 5 5 of lands within the City and County of San Francisco and extending from the ~out~erly line of said City and County in a gen eral northwesterly d1rect10n to the boundary line of the United States Military Reservation known as Fort Funston; and continuing thence with a width of 50 feet between the southwesterly and westerly boundary of said Parcel 5 5 and the northeasterly and ·easterly bound ary of said Military Reservation to Point No. 12 9 of the survey of said boundary of Parcel No. 55.
In th_e event of the sale by the Spring Valley Water Company of any porllon of the land contained within said st rip, the above con di- 23 tions and restrictions shall be made forever binding upon the parties to whom Raicl land may be i;old and upon their successors in Interest.
The following described lots, pieces or parcels of land situate wholly within the City and County of San Francisco, Stare of Cali fornia:
Parcel 56: Central Pump Station Lot.
Commencing at the point of intersection of the southerly line of Sloat Boulevard with the easterly line of Twenty-third Avenue, it said line of Twenty-third Avenue be produced southerly along its present course; and running thence southerly along said easterly line of Twenty-third Avenue produced 660 feet; thence at an angle of 90° 00112• to the left 400 feet; thence at an angle of 89° 59½' to the left and parallel to said easterly line of Twenty-third Avenue 6 57 .39 feet to the southerly line of Sloat Boulevard; thence westerly along said line of Sloat Boulevard at an angle of 8 8 • 4 4 ½' to the left 118 feet to a post set at an angle therein and marked B-8; thence at an angle of l° 16' to the left and continuing along said line of Sloat Boulevard 282.03 feet to the easterly line of Twenty-third Avenue produced as aforesaid and the :point of commencement. Containing 6.057 acres.
Parcel 57-A: Strip along Junipero Serra Boulevard, North of Ocean View Gulch.
Beginning at the intersection of the easterly line of the Rancho Laguna de la Merced with the southerly line of Ocean Avenue and run ning thence along said line of said Rancho, at an angle of 64° 53' 16" from said southerly line of Ocean Avenue, south 2° 35' west 230.19 feet; thence leaving said Rancho line south 89° 40' east 10.01 feet; thence sou th 2 • 3 5' west 712 .16 feet; thence north 8 7 • 2 5' west 10 feet to said Rancho line; thence along said Rancho line south 2° 35' west 340.30 feet; thence leaving said Rancho line south 87° 25' east 10.00 feet; thence south 2• 35' west 2207.96 feet; thence south 89° 37' west 10.01 feet to said Rancho line; thence along said Rancho line south 2° 35' west 1565.48 feet to an angle therein; thence leaving said Rancho line south 16° 23' east 1438.32 feet to the intersection of said easterly line of said Rancho with the northerly line of the tract hereinabove described as Parcel No. 55; thence along said line of Par cel No. 55, north 74° 49½' west 23.47 feet to the southeasterly corner of that certain tract of land described as Parcel 4 in a deed from Spring Valley Water Company to City and County of San Francisco dated May 1, 1929, and recorded June 18, 1929, in Volume 1863, Offi cial Records of the City and County of San Francisco at page 281; thence northerly along the easterly line of said Parcel 4 and the east erly line of the tract of land described as Parcel 2 in said deed; 6497.491 feet to the southerly line of Ocean Avenue aforesaid; thence south 60° 30' east 22.43 feet along said Ocean Avenue to the point of beginning. Containing 3.66 acres.
Subject to the terms and conditions of the following instruments, to-wit:
1. Agreement covering streets and street extensions made be tween Spring Valley Water Company and Urban Realty Improvement Company dated June 9, 1913 and recorded July 3, 1913 in Book 39 of Covenants at page 144, City and County of San Francisco records.
2. Revocable licenses for street lighting purposes granted to Pacific Gas and Electric Company by written instruments dated re spectively August 15, 1924, March 31, 1925, in amendment thereof, and April 22, 1925.
Parcel 57-B: Strip along Juuipero Serra Boulevard, South of Ocean View Gulch.
Commencing on the easterly line of Rancho Laguna de la Merced at the southeasterly corner of Pa_rcel 5 5 herein before described; run-
A-2-1
5145459.6
EXHIBIT A-2
DEPICTION OF PARCEL NO. 55
[see attached]
5145459.6
B-1
EXHIBIT B
DESCRIPTION AND DEPICTION OF EXISTING TUNNEL EASEMENTS
[attached]
May 25, 2022LEGAL DESCRIPTIONOF DRAINAGE EASEMENT TO BE VACATEDCITY AND COUNTY OF SAN FRANCISCO, CALIFORNIA ALL THAT CERTAIN REAL PROPERTYsituate in the City and County of San Francisco, State of California, said real property being a strip of land,16.00 feet in width, over and under aportion of the Lands of the United States of America (U.S.A.), also known as Fort Funston, asdescribed in that certain Deed from Spring Valley Water Company to The United States of America recorded August 7, 1917 in Book 1028 of Deeds at Page 119, Official Records of theCity and County of San Francisco, and depicted asU.S. Reservation 150.29 Acres (more orless) Acquired in 1917on that certain Map entitled Fort Funston Military Reservation, California, prepared by U.S. Engineer Office, 1STDistrict, San Francisco, Cal., Feb. 3, 1928, in File 43, Div. 1, Sheet 42, (filed in Golden Gate NRA, Park Archives, Drawer 221, Folder 3), the centerline of said strip of land being described as follows;Strip No. One) COMMENCINGat Monument (Number) 23 as depicted on the above-mentioned Map entitled Fort Funston Military Reservation, California, prepared by U.S. Engineer Office, 1STDistrict, San Francisco, Cal., said Monument (Number) 23 noted as a granite monument in that certain above-mentioned Deed from Spring Valley Water Company to The United States of America inBk. 1028, Deeds at Pg. 119, O.R., (specifically in Book 1028 of Deeds on Pages 121 & 122); Thence from said Point of Commencement, South 08°a distance of 733.30 feet,along that certain line as depicted on said Map entitled Fort Funston Military Reservation, California, between said Monument (Number) 23 and Monument (Number) 24, the bearing of said certain line on the Fort Funston Military Reservation Map depicted as South 8°t, to said Monument No. 24, said Monument (No. 24) also noted as a granite monument in Bk. 1028, Deeds at Pg. 119, O.R., (specifically in Book 1028 of Deeds on Pages 121 and 122), along said line to the center of aDrainage Tunnelas depicted on said Map entitled Fort Funston Military Reservation, California, said point at the centerline of above-mentioned strip of land,16.0 feet in width, said strip of land being the center of Drainage Tunneland being the POINT OF BEGINNINGfor this description; Thence from said POINT OF BEGINNINGfor this particular description, through the said Lands of The United States of America (Bk. 1028, Deeds at Pg. 119, O.R.), along said center of Drainage Tunnel,South 87°2403of 928 feet, more or less,to the End of Tunneldepicted on said Map entitled Fort Funston Military Reservation, California, (South 87°2237928per Bk. 1028, Deeds at Pg. 119, O.R.)Shore of the Pacific Oceanalso being the Mean High Tide Line,said Page 1 of 3
point at the also being the westerly Point of Terminus (P.O.T.) for this description. The northwesterly and southwesterly sidelines of the above-described strip of land, to terminate at the above-mentioned shore of the Pacific Ocean, being the Mean High Tide Line. Strip No. One containing 14,853 square feet, more or less, to be vacated. Strip No. Two) TOGETHER WITH a strip of land, 16.00 feet in width, over and under a portion of the Lands of United States of America, as described in that certain Deed (Spring Valley Company, LTD. Granted to the United States of America), recorded July 31,1942, filed in Book 3878 at Page 444, Official Records of the City and County of San Francisco and over and under portions of the Lands of The Olympic Club, as described in that certain Deed recorded June 13, 1923 and filed in Book 725 at Page 75, Official Records of the City and County of San Francisco, also the Lands of the Olympic Club as described in that certain Deed from Spring Valley Water Company to The Olympic Club, recorded February 11, 1930 in Book 1979 at Page 277, Official Records of the City and County of San Francisco, and the Lands of the Delaware Lakewood Apartments, L.L.C., as described in that certain Deed recorded July 17, 2003 and filed as Document Number 2003-H487793-00, Reel 1431, Image 0025, Official Records of the City and County of San Francisco, the centerline of said strip of land being described as follows; BEGINNING for this particular description, at the above-mentioned point at the centerline of the strip of land, 16.0 feet in width, said strip of land being the center of Drainage Tunnel, said point being distant South 03.30 feet, therefrom above-mentioned Monument (Number) 23; Thence from said POINT OF BEGINNING for this description, traversing through the said Lands of the United States of America, the said Lands of The Olympic Club (Bk.725 O.R. Pg. 75), also the said Lands of the Olympic Club (Bk. 1979 O.R. Pg. 277), and the said Lands of the Delaware Lakewood Apartments, L.L.C., (Doc. No. 2003-H487793-00, Reel 1431 O.R. Image 0025) along a line depicted as Existing Drainage Tunnel, as depicted on said Map entitled Fort Funston Military Reservation, California, North 87°203 East, a distance of 2030.62 feet, (North 87° East, 2000 feet, more or less per ), to a point on the northeasterly line of the said Lands of The Olympic Club (Bk. 1979 O.R. Pg. 277), said northeasterly line being common with the general southwesterly line of certain Deed from Spring Valley Water Company to the City and County of San Francisco, recorded March 3, 1930 in Book 2002 at Page 1, Official Records of the City and County of San Francisco, said bearing and distance of 2000 feet, more or less, stated in an unrecorded Deed, entitled Spring Valley Water Company to City and County of San Francisco, Water System
Properties, Dated as of March 3, 1930, in Section entitled Easements and Rights of Way, excerpt of said Rights being on Page 110, (J.) Lake Merced Drainage Tunnel of said unrecorded Deed. The sidelines of the above-described strip of land, 16.00 feet wide, are lengthened or shortened to terminate on the east and said Lands of The Olympic Club Lands of The Olympic Club, (Bk. 725 O.R., Pg. 75) common with the general southwesterly line of Strip No. Two containing 32,524 square feet, more or less, to be vacated. The sidelines of the two above-described strips of land, 16.00 feet wide, are to be joined together as continuous lines, respectively. END OF DESCRIPTION Being portions of Block 7282-Parcel 006, Block 7282-Parcel 005, Block 7284-Parcel 001 and Block 7284, Parcel 003. A plat to accompany legal description, EBthereof. The dimensions stated in this description and accompanying Plat (EBground distances. This description was prepared by me or under my direction in September of 2021 pursuant to Sections 8725, 8726(c), and 8726(g) of the Professional Land Surveyors Act of the State of California (Business and Professions Code Sections 8700-8805). _____________________________ __________________ JOHN T. MAY DATE LICENSED LAND SURVEYOR No. 8570 (EXP. 03/31/2023) STATE OF CALIFORNIA J:\CONJobs2\16926- City of Daly City - Vista Grande Pipeline\Office\Legals\JgMay Legal Descriptions 5.25.2022- Legal Description- SUR Map .docx
5145459.6
C-1
EXHIBIT C
QUITCLAIM DEED
RECORDING REQUESTED BY,
AND WHEN RECORDED RETURN TO:
Real Estate Division
City and County of San Francisco
25 Van Ness Avenue, Suite 400
San Francisco, CA 94102
Attn: Director of Property
and
San Francisco Public Utilities Commission
Real Estate Services
525 Golden Gate Avenue, 10 th Floor
San Francisco, CA 94102
Attn: Real Estate Director
MAIL TAX STATEMENTS TO:
City of Daly City
Finance Dept., 2nd Fl
333 90th Street
Daly City, CA 94015
The undersigned hereby declares this instrument to be exempt from Recording Fees (CA Govt. Code §27383) and
Documentary Transfer Tax (CA Rev. & Tax Code §11922 and S.F. Bus. & Tax Reg. Code §1105)
APN: 7284-001, 7284-003, 7282-005, 7282-006 (Space above this line reserved for Recorder’s use only)
QUITCLAIM DEED
(Assessor’s Parcel No. 7284-001, 7284-003, 7282-005, 7282-006 ) FOR VALUABLE CONSIDERATION, the receipt and adequacy of which are hereby acknowledged, the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation (“City”), by and through its Public Utilities Commission, pursuant to Resolution No. ______________, adopted by the Board of Supervisors on ______________, 20___ and approved by the Mayor on ____________, 20__ _, hereby RELEASES, REMISES AND QUITCLAIMS to the CITY OF DALY CITY , a California municipal corporation, all right, title, and interest City may have in and to the real property located in the County of San Francisco, State of California, described on the attached Exhibit 1 and made a part of this quitclaim deed, together with any and all improvements existing thereon and owned by City as of the date of this quitclaim deed, including but not limited to the Vista Grande Tunnel and all appurtenances thereto.
5145459.6
C-2
Executed as of this _____ day of ______________, 20_ _.
CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation
By: ________________________________
SARAH R. OERTH
Director of Property
APPROVED AS TO FORM:
DAVID CHIU
City Attorney
By: ________________________________
NANCY TAYLOR
Deputy City Attorney
DESCRIPTION CHECKED/APPROVED:
By: ________________________________
R. Edward Peterson
Chief Surveyor
5145459.6
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 )
) ss
County of ______________ )
On ________________, before me, ____________________________, a notary public in and for said State, personally appeared _____________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/ her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s ) acted, executed the instrument.
I certify under P
ENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature ________________________ (Seal)
5145459.6
Exhibit 1
Description of the Property
All that certain real property located in the County of San Francisco, State of California, described as follows:
[see attached]
May 25, 2022LEGAL DESCRIPTIONOF DRAINAGE EASEMENT TO BE VACATEDCITY AND COUNTY OF SAN FRANCISCO, CALIFORNIA ALL THAT CERTAIN REAL PROPERTYsituate in the City and County of San Francisco, State of California, said real property being a strip of land,16.00 feet in width, over and under aportion of the Lands of the United States of America (U.S.A.), also known as Fort Funston, asdescribed in that certain Deed from Spring Valley Water Company to The United States of America recorded August 7, 1917 in Book 1028 of Deeds at Page 119, Official Records of theCity and County of San Francisco, and depicted asU.S. Reservation 150.29 Acres (more orless) Acquired in 1917on that certain Map entitled Fort Funston Military Reservation, California, prepared by U.S. Engineer Office, 1STDistrict, San Francisco, Cal., Feb. 3, 1928, in File 43, Div. 1, Sheet 42, (filed in Golden Gate NRA, Park Archives, Drawer 221, Folder 3), the centerline of said strip of land being described as follows;Strip No. One) COMMENCINGat Monument (Number) 23 as depicted on the above-mentioned Map entitled Fort Funston Military Reservation, California, prepared by U.S. Engineer Office, 1STDistrict, San Francisco, Cal., said Monument (Number) 23 noted as a granite monument in that certain above-mentioned Deed from Spring Valley Water Company to The United States of America inBk. 1028, Deeds at Pg. 119, O.R., (specifically in Book 1028 of Deeds on Pages 121 & 122); Thence from said Point of Commencement, South 08°a distance of 733.30 feet,along that certain line as depicted on said Map entitled Fort Funston Military Reservation, California, between said Monument (Number) 23 and Monument (Number) 24, the bearing of said certain line on the Fort Funston Military Reservation Map depicted as South 8°t, to said Monument No. 24, said Monument (No. 24) also noted as a granite monument in Bk. 1028, Deeds at Pg. 119, O.R., (specifically in Book 1028 of Deeds on Pages 121 and 122), along said line to the center of aDrainage Tunnelas depicted on said Map entitled Fort Funston Military Reservation, California, said point at the centerline of above-mentioned strip of land,16.0 feet in width, said strip of land being the center of Drainage Tunneland being the POINT OF BEGINNINGfor this description; Thence from said POINT OF BEGINNINGfor this particular description, through the said Lands of The United States of America (Bk. 1028, Deeds at Pg. 119, O.R.), along said center of Drainage Tunnel,South 87°2403of 928 feet, more or less,to the End of Tunneldepicted on said Map entitled Fort Funston Military Reservation, California, (South 87°2237928per Bk. 1028, Deeds at Pg. 119, O.R.)Shore of the Pacific Oceanalso being the Mean High Tide Line,said Page 1 of 3
point at the also being the westerly Point of Terminus (P.O.T.) for this description. The northwesterly and southwesterly sidelines of the above-described strip of land, to terminate at the above-mentioned shore of the Pacific Ocean, being the Mean High Tide Line. Strip No. One containing 14,853 square feet, more or less, to be vacated. Strip No. Two) TOGETHER WITH a strip of land, 16.00 feet in width, over and under a portion of the Lands of United States of America, as described in that certain Deed (Spring Valley Company, LTD. Granted to the United States of America), recorded July 31,1942, filed in Book 3878 at Page 444, Official Records of the City and County of San Francisco and over and under portions of the Lands of The Olympic Club, as described in that certain Deed recorded June 13, 1923 and filed in Book 725 at Page 75, Official Records of the City and County of San Francisco, also the Lands of the Olympic Club as described in that certain Deed from Spring Valley Water Company to The Olympic Club, recorded February 11, 1930 in Book 1979 at Page 277, Official Records of the City and County of San Francisco, and the Lands of the Delaware Lakewood Apartments, L.L.C., as described in that certain Deed recorded July 17, 2003 and filed as Document Number 2003-H487793-00, Reel 1431, Image 0025, Official Records of the City and County of San Francisco, the centerline of said strip of land being described as follows; BEGINNING for this particular description, at the above-mentioned point at the centerline of the strip of land, 16.0 feet in width, said strip of land being the center of Drainage Tunnel, said point being distant South 03.30 feet, therefrom above-mentioned Monument (Number) 23; Thence from said POINT OF BEGINNING for this description, traversing through the said Lands of the United States of America, the said Lands of The Olympic Club (Bk.725 O.R. Pg. 75), also the said Lands of the Olympic Club (Bk. 1979 O.R. Pg. 277), and the said Lands of the Delaware Lakewood Apartments, L.L.C., (Doc. No. 2003-H487793-00, Reel 1431 O.R. Image 0025) along a line depicted as Existing Drainage Tunnel, as depicted on said Map entitled Fort Funston Military Reservation, California, North 87°203 East, a distance of 2030.62 feet, (North 87° East, 2000 feet, more or less per ), to a point on the northeasterly line of the said Lands of The Olympic Club (Bk. 1979 O.R. Pg. 277), said northeasterly line being common with the general southwesterly line of certain Deed from Spring Valley Water Company to the City and County of San Francisco, recorded March 3, 1930 in Book 2002 at Page 1, Official Records of the City and County of San Francisco, said bearing and distance of 2000 feet, more or less, stated in an unrecorded Deed, entitled Spring Valley Water Company to City and County of San Francisco, Water System
Properties, Dated as of March 3, 1930, in Section entitled Easements and Rights of Way, excerpt of said Rights being on Page 110, (J.) Lake Merced Drainage Tunnel of said unrecorded Deed. The sidelines of the above-described strip of land, 16.00 feet wide, are lengthened or shortened to terminate on the east and said Lands of The Olympic Club Lands of The Olympic Club, (Bk. 725 O.R., Pg. 75) common with the general southwesterly line of Strip No. Two containing 32,524 square feet, more or less, to be vacated. The sidelines of the two above-described strips of land, 16.00 feet wide, are to be joined together as continuous lines, respectively. END OF DESCRIPTION Being portions of Block 7282-Parcel 006, Block 7282-Parcel 005, Block 7284-Parcel 001 and Block 7284, Parcel 003. A plat to accompany legal description, EBthereof. The dimensions stated in this description and accompanying Plat (EBground distances. This description was prepared by me or under my direction in September of 2021 pursuant to Sections 8725, 8726(c), and 8726(g) of the Professional Land Surveyors Act of the State of California (Business and Professions Code Sections 8700-8805). _____________________________ __________________ JOHN T. MAY DATE LICENSED LAND SURVEYOR No. 8570 (EXP. 03/31/2023) STATE OF CALIFORNIA J:\CONJobs2\16926- City of Daly City - Vista Grande Pipeline\Office\Legals\JgMay Legal Descriptions 5.25.2022- Legal Description- SUR Map .docx
5145459.6
D-1-1
EXHIBIT D-1
DESCRIPTION AND DEPICTION OF WETLAND AND STORMWATER FACILITIES
EASEMENT
[see attached]
5145459.6
D-2-1
EXHIBIT D-2
DESCRIPTION AND DEPICTION OF BOX CULVERT AND STORM WATER
OUTLET EASEMENT
[see attached]
5145459.6
D-3-1
EXHIBIT D-3
DESCRIPTION AND DEPICTION OF WETLAND FORCE MAIN EASEMENT
[see attached]
5145459.6
D-4-1
EXHIBIT D-4
DESCRIPTION AND DEPICTION OF ARMORED SPILLWAY EASEMENT
[see attached]
5145459.6
D-5-1
EXHIBIT D-5
DESCRIPTION AND DEPICTION OF FLOATING AND FAN- SHAPED EASEMENT
[see attached]
5145459.6 E-1
EXHIBIT E
EASEMENT DEED
RECORDING REQUESTED BY,
AND WHEN RECORDED RETURN TO:
Real Estate Division
City and County of San Francisco
25 Van Ness Avenue, Suite 400
San Francisco, CA 94102
Attn: Director of Property
and
San Francisco Public Utilities Commission
Real Estate Services
525 Golden Gate Avenue, 10
th Floor
San Francisco, CA 94102
Attn: Real Estate Director
MAIL TAX STATEMENTS TO:
City of Daly City
Finance Dept., 2nd Fl
333 90th Street
Daly City, CA 94015
The undersigned hereby declares this instrument to be exempt from
Recording Fees (CA Govt. Code §27383) and
Documentary Transfer Tax (CA Rev. & Tax Code §11922 and S.F. Bus. & Tax Reg. Code §1105)
Portions of Block 7283, Lot 004 (Space above this line reserved for Recorder’s use only)
EASEMENT DEED AND AGREEMENT
(Portions of Block 7283, Lot 004,
SFPUC Parcel No. 55)
THIS EASEMENT DEED AND AGREEMENT (this “ Easement Deed”) is made by and between the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation (“San Francisco” or “Grantor”), acting by and through its PUBLIC UTILITIES COMMISSION (“SFPUC”), and the CITY OF DALY CITY, a California municipal corporation (“ Daly City” or “Grantee”). Grantor and Grantee sometimes are referred to collectively in this Easement Deed as the “Parties” or each singularly as a “Party.”
RECITALS
A. San Francisco, through the SFPUC, owns real property located in the City and County of San Francisco, described as SFPUC Parcel No. 55 and designated as a portion of Assessor’s Parcel No. 7283-004, running north along the east and west sides of John Muir Drive (“Property”). The Property is adjacent to portions of the existing Vista Grande Canal (“Canal”).
The Property is more particularly described in the attached Exhibit A-1 and shown generally on the map attached as Exhibit A-2. The Canal handles stormwater for both San Francisco and Daly City.
5145459.6 E-2
B. San Francisco, through the SFPUC, owns easements for its Lake Merced Drainage Tunnel (known as the Vista Grande Tunnel or “ Tunnel”) on and across Assessor’s Parcel Nos. 7284-001, 7284- 003, 7282- 005, 7282- 006, running west from the Tunnel portal located on the Property to the Tunnel’s terminus at the Pacific Ocean.
C. The Vista Grande Stormwater System (as defined below) components include the Canal and the Tunnel. However, the existing Canal and Tunnel do not have adequate hydraulic capacity to convey peak storm flows, and this inadequate capacity periodically causes the backup of the Tunnel flows into the Canal and flooding during peak storm events in adjacent low -lying residential areas and along John Muir Drive.
D. Daly City seeks to implement the Vista Grande Basin Drainage Improvement Project (“Project”) to upgrade the Vista Grande storm drain system (“Vista Grande Stormwater System”), which is a regional stormwater system that drains the northwestern portion of Daly City and an unincorporated portion of San Mateo County. The Project would route storm water from the Vista Grande Canal to South Lake Merced as well as to the Pacific Ocean via the Tunnel to alleviate the storm-related flooding in Daly City and San Francisco, reduce uncontrolled overflows from the Vista Grande Canal into Lake Merced, and also facilitate augmentation and management of Lake Merced water levels, which have steadily declined, using sustainable supplies of Daly City’s stormwater, and further the restoration of the drainage basin’s natural hydrology.
E. The Project will route storm water from the Canal through a treatment wetland to be developed on the Property, replace the upstream portion of the Canal with a collection box, a box culvert, a debris screening device, and a diversion structure to handle fl ows (dry and wet) year-round, and expand the Tunnel capacity in order to better manage the transportation of stormwater to the Pacific Ocean (collectively, “ Project Improvements ”). The existing outfall from Lake Merced is through the Tunnel, which passes through The Olympic Club Golf Course and Golden Gate National Recreation Area lands.
F. San Francisco agrees to convey to Daly City certain non -exclusive pe rpetual easements in, under, upon, along, and/or across certain portions of the Property to facilitate the Project, which are defined in Section 1 below and referred to collectively in this Easement Deed as the “Easements.”
G. Daly City, as Lead Agency under the California Environmental Quality Act (“CEQA”), and the Park Service, as Lead Agency under the National Environmental Policy Act (NEPA), have prepared a joint Final Environmental Impact Report and Environmental Impact Statement (“FEIR/FEIS”), pursuant to the provisions of CEQA , which was certified by the State of California on September 8, 2017 (State Clearinghouse Number 2013032001). Daly City approved the Vista Grande South Lake Merced Alternative described in the FEIR/FEIS via City Council Res. No. 17-200, dated December 11, 2017, adopting the mitigation measures included in the FEIR/FEIS and set forth in the Environmental Commitments Record a nd assumed responsibility for their implementation. On June 9, 2025, the City of Daly City adopte d an Addendum to the previously certified Final EIR/EIS for the Project to address minor revisions and additions to the Project that occurred after Project approval.
H. San Francisco is a responsible agency under CEQA for review and approval of aspects of the Project. San Francisco has reviewed and considered the FEIR/FEIS and the Project approval documents and has approved this Agreement and adopted findings required under CEQA.
I. The SFPUC Commission has recommended sale of the Easements pursuant to SFPUC Resolution No. ______ and the San Francisco Board of Supervisors has approved the sale pursuant to Resolution No. _______.
5145459.6 E-3
NOW, THEREFORE, for good and valuable consideration, the amount and sufficiency of which are hereby acknowledged, the Parties agree as follows.
AGREEMENT
1. Easements. The Easements are perpetual, non-exclusive easements comprised of :
(i) the Wetland and Stormwater Facilities Easement defined in Section 1(a) below; (ii) the Box Culvert and Stormwater Outlet Easement defined in Section 1(b) below (iii) the Wetland Force Main Easement defined in Section 1(c) below ; (iv) the Armored Spillway Easement defined in Section 1(d) below; and (v) the Floating and Fan-Shaped Easement defined in Section 1(e) below.
San Francisco hereby conveys to Daly City the Easements upon, over, under, across, and within the portions of the Property described below:
(a) An easement to construct, access, install, operate, repair, replace, and maintain a treatment wetland, diversion structure, box culverts, the eastern portal of the Vista Grande drainage tunnel, the Lake Merced overflow inlet, and related appurtenances, including perimeter fencing (“Wetland and Stormwater Facilities Easement ”), upon, over, under, across , and within an approximately 157,448-square -foot easement area , which is more particularly described and depicted in the attached Exhibit 3 (“Wetland and Sto rmwater Facilities Easement Area”). The Wetland and Stormwater Facilities Easement Area is designated as a portion of Assessor’s Parcel No. 7283-004 .
(b) An easement to construct, access, install, repair, replace and maintain new box culverts, a storm water outlet, and related appurtenances (“Box Culvert and Storm Water Outlet Easement”), upon, over, under, across , and within an approximately 12,404-square -foot easement area, which is more particularly described and depicted in the attached Exhibit 4 (“Box Culvert and Storm Water Outlet Easement Area”). The Box Culvert and Storm Water Outlet Easement Area is designated as a portion of Assessor’s Parcel No. 7283-004. (c) An easement to construct, access, install, repair, replace and maintain a wetland force main , pump station, vault and related appurtenances (“Wetland Force Main Easement”), upon, over, under, across, and within an approximately 2,057-square-foot easement area, which is more particularly described and depicted in the attached Exhibit 5 (“Wetland Force Main Easement Area ”). The Wetland Force Main Easement Area is designated as a portion of Assessor’s Parcel No. 7283-004.
(d) An easement to access and maintain three (3) existing armored spillway areas (“Armored Spillway Easement”) upon, over, under, across, and within three easement areas designated as Parcel 1, Parcel 2, and Parcel 3. Parcel 1 comprises an approximate 407 square-foot portion of the Property, Parcel 2 comprises an approximate 2,918 square-foot portion of the Property, and Parcel 3 comprises an approximate 3,319 square-foot portion of the Property, all of which are more particularly described and depicted in the attached Exhibit 6 (“Armored Spillway Easement Area”). The Armored Spillway Easement Area is designated as a portion of Assessor’s Parcel No. 7283-004.
(e) An easement to construct, access, install, operate, repair, replace and maintain a floating pipeline , facility and appurtenances over Lake Merced (“ Floating and Fan-Shaped Easement”), upon, over, under , across, and within an approximately 1,457-square - foot fan-shaped easement area, which is more particularly described and depicted in the attached Exhibit 7 (“Floating and Fan Shaped Easement Area ”). The Floating and Fan-Shaped Easement Area is designated as a portion of Assessor’s Parcel No. 7283-004.
The foregoing easement areas are referred to collectively in this Easement Deed as the “Easement Areas.”
5145459.6 E-4
2. Permitted Uses . The Easements include the right and privilege to maintain and repair each Easement, inclusive of all necessary supports, fences, protective barriers, and fixtures for use in connection with the Project. The Easements include the right to modify, remove, or replace the Project Improvements, provided that Daly City obtains S an Francisco’s prior written approval of the proposed modification, removal and/or replacement, which approval will not be unreasonably withheld, conditioned, or delayed. In an emergency, however, Daly City may make such modifications as are reasonably ne cessary under the circumstances to preserve or restore the safe use of the Easements, without San Francisco’s prior approval, provided that Daly City will give San Francisco such notice of the modifications as is reasonable under the circumstances, which may be given retroactively. Further, the Easements include the right of ingress to and egress from the Easement Areas over and across the Property , provided that Daly City’s right of ingress and egress will not extend to any portion of the Property that is isolated from the Easements by any public road or highway now crossing or thereafter crossing the Property . San Francisco reserves the right to use said Easement Areas for purposes that will not interfere with Daly City’s full enjoyment of the rights granted by this Easement Deed; provided that neither San Francisco nor its successors or assigns will excavate , erect, place, or construct any permanent building or other structures, septic system, leach field, construct any fence, place underground utilities , drill, or operate any well, or construct any reservoir or other obstruction within said Easement Areas, or diminish or install anything that will interfere with the rights in this Easement Deed granted to Daly City within said Easement Areas. Daly City’s rights under this Easement Deed may be exercised by Daly City and its officials, employees, agents, contractors, subcontractors, consultants, licensees, invitees, or representatives, or by any other authorized persons acting for or on Daly City’s behalf (collectively, “Agents”).
3. San Francisco’s Retained Rights . San Francisco, on behalf of itself, its agents, contractors, subcontractors, suppliers, consultants, employees, invitees or other authorized persons acting for or on behalf of San Francisco , including but not limited to any lessee and its tenants, reserves the right to use the Property and the Easement Area in any way not inconsistent with the above Permitted Uses.
4. Subject to San Francisco’s Uses. Daly City is aware that the Easement Areas constitute portions of the SFPUC’s regional water , power transmission, and wastewater treatment systems. Notwithstanding anything to the contrary in this Easement Deed, all of Daly City’s Project activities under this Easement Deed will be subject and subordinate at all times to San Francisco’s existing and future access to and use of the Easement Areas for primary utility and directly related purposes, which may include construct ion of additional subsurface pipelines or facilities within the Easement Areas; provided that San Francisco will not do anything in, on or under the Easement Areas that causes damage to the Project Improvements or unreasonably interferes with the exercise of Daly City’s Easement rights, without prior written notice of at least one hundred eighty (180) days to Daly City , and San Francisco shall endeavor to reasonably coordinate any such actions with Daly City and shall take reasonable measures to minimize any damage to the Project Improvements or interference with the Easements . Notwithstanding the foregoing notice requirement, San Francisco shall not be required to provide prior written notice in the event of emergency repairs necessary to protect public health, safety or essential services, but San Francisco shall provide written notice of such emergency repairs to Daly City as soon as reasonably practical under the circumstances. San Francisco will in no way be liable for any damage or destruction to the Easement Areas or the personal property of Daly City or its Agents resulting from any construction, accident, break, repair, assessment, or maintenance of any pipeline or other SFP UC facilities located on or about the Easement Areas . Daly City acknowledges that San Francisco may use the open trench method for access to San Francisco’s existing or future facilities or pipelines located on or about the Easement Areas in the event of maintenance, repair, replacement, construction, or installation of any existing, future, or additional pipelines, conduits, transmission lines, tunnels, boxes, or other SFPUC facilities. San Francisco also reserves the right to use the subsurface of the Property for the installation, operation, maintenance, repair, or replacement of public utili ties, including pipes, cable, manholes, or other 5145459.6 E-5
infrastructure typically required for utility lines. The rights granted to Daly City by this Easement Deed are subject to any prior and existing rights of third parties, if any. Daly City will be solely liable for any claims for the interference of any prior and existing third-party rights caused by Daly City’s use of the Easement Areas and the Property . San Francisco reserves the right to grant, at its sole and absolute discretion, nonexclusive rights to other third parties within the Easement Areas provided that such rights do not materially interfere with the Easements. San Francisco will require such other third parties to consult with Daly City on design, location, and construction activities, but Daly City will have no rights of approval or disapproval.
5. Exercise of Due Care. Daly City will use and will cause its Agents (defined in Section 2 [Permitted Uses] above) to use, due care at all times to avoid any damage or harm to San Francisco’s water pipelines, facilities, or other property and to native vegetation and natural attributes of the Easement Areas and to minimize slope erosion. Except as permitted pursuant to Section 12 [Construction and Ownership of Project Improvements ] below, Daly City will not disturb the surface of the Easement Areas or perform any excavation work without San Francisco’s prior written approval, which San Francisco may withhold a t its sole discretion. San Francisco may condition and/or oversee any permitted excavation work. At its own expense, Daly City will mark the location of San Francisco’s utility pipelines or other facilities within the Easement Areas and will not use any pick, plow, or other sharp tool to remove the two feet (2′) of soil around the pipelines or other facilities, provided that Daly City may use hand shovels or pneumatic shovels in compliance with all other terms and conditions of this Easement Deed. Daly City will immediately inform San Francisco of any actual or potential damage to the coating of the pipeline, and any such damage will be promptly repaired by Daly City, at its own expense, to San Francisco’s satisfaction prior to backfilling; provided, at its sole discretion, San Francisco may elect to make any necessary repairs itself, at Daly City’s sole cost, by notifying Daly City of such fact. Upon completion of such repairs, San Francisco will send Daly City a bill therefor, which Daly City will pay w ithin thirty (30) days following receipt. Under no circumstances will Daly City damage, harm, or take any rare, threatened, or endangered species present on or about the Easement Areas.
6. Assignment. Daly City will not assign its rights under this Easement Deed, in whole or in part, without San Francisco’s prior written consent. San Francisco will not unreasonably withhold, condition or delay its consent if Daly City proposes to transfer the Easements to any other agency or entity.
7. Indemnity. Daly City will indemnify, defend, reimburse and hold harmless San Francisco, its officers, agents, employees and contractors, and each of them, from and against all demands, claims, legal or administrative proceedings, losses, costs, penalties, fines, liens, judgments, damages and liabilities of any kind, including all costs and reasonable attorney’s fees in providing a defense to any claim arising therefrom (“ Claims”), arising in any manner out of (a) injury to or death of any person or damage to or destruction of any property occurring in, on, or about the Easement Areas when such injury, death, damage, or destruction is caused by the person or property of Daly City, its Agents , its invitees, guests or business visitors (collectively, “Invitees”) relating to Daly City’s use or activity under this Easement Deed, (b) any failure by Daly City to observe or perform any of the terms, covenants, or conditions of this Easement Deed, (c) the use of the Easement Areas or any activities conducted thereon by Daly City or its Agents or Invitees, or (d) any release or discharge, or threatened release or discharge, of any Hazardous Material caused or allowed by Daly City or its Agents or Invitees, on, in, under, or about the Easement Areas, any improvements thereon, or into the environment; except solely to the extent arising out of or caused by the negligence or willful misconduct of San Francisco or San Francisco’s authorized representatives. Daly City’s obligations under this Section will survive the termination of the Easements, with respect to events occurring prior to such termination.
5145459.6 E-6
8. Insurance. Daly City must maintain in force , and cause each Agent performing work on the Easement Areas, to procure and keep in effect during the course of any work, appropriate amounts of insurance and add San Francisco as additional insured for those respective policies. Notwithstanding anything to the contrary above, Daly City and San Francisco each acknowledges that the other self -insures and will not be obligated to purchase any third-party commercial liability insurance or property insurance.
9. Restrictions on Use.
(a) Improvements. Except as otherwise expressly provided in this Easement Deed, Daly City will not construct or place any temporary or permanent structures or improvements in, on, under, or about the Easement Areas, nor will Daly City make any alterations or additions to any of existing structures or improvements on the Easement Areas or excavate any portion of the Easement Areas, unless Daly City first obtains San Francisco’s prior written consent, which San Francisco may give or withhold at its sole and absolute discretion. “Improvements” are defined as and include asphalt, concrete and cementitious concrete driveways, sidewalks and parking areas, structures, shacks, and storage facilities, and fences installed or constructed by or on behalf of Daly City in, on, under, or about the Easement Areas. (b) Dumping. Daly City will not cause, nor will Daly City allow any of its Agents or Invitees to cause the dumping or other disposal in, on, under, or about the Easement Areas of landfill, refuse, Hazardous Material (defined below), or any other materials, including materials that are unsightly or could pose a hazard to human health or safety, native vegetation or wildlife, or the environment.
(c) Hazardous Material . Daly City will not cause, nor will Daly City allow any of its Agents or Invitees to cause, any Hazardous Material (defined below) to be brought upon, kept, used, stored, generated, released, or disposed of in, on, under, or about the Easement Areas, or transported to, from, or over the Easement Areas, except that Daly City is permitted to bring onto the Easement Areas products and materials commonly used in or essential to the installation of the Project Improvements that may contain Hazardous Material, provided that any such products and materials will be handled and used in compliance with all applicable state, federal, or local laws, statutes, ordinances, rules, regulations, policies, orders, edicts, and the like (collectively, “Laws”) and only in such quantities as are necessary for the permitted use s of the Easements.
Daly City will immediately notify San Francisco if and when Daly City learns of, or has reason to believe that, a release of Hazardous Material has occurred in, on, under, or about the Easement Areas. In the event that any Hazardous Material brought to the Easement Areas by Daly City or any of its Agents or Invitees is spilled or leaked or otherwise released on the Easement Areas as a result of Daly City’s exercise of its rights under this Easement Deed, Daly City will promptly take all steps necessary to remove any contamination resulting from such activities.
Daly City accepts full responsibility for all activities and costs incurred related to cleaning up the Easement Areas from the effects of such spill or leak. With respect to Hazardous Material brought to the Easement Areas by Daly City or its Agents or Invitees, Daly City will be responsible for meeting, and possessing the means to satisfy, the requirements of all federal, state, and local controlling agencies, which may have jurisdiction over the r egion in which the Easement Areas are located or over the substance being used by Daly City on the Easement Areas. In the event that Daly City or its Agents or Invitees cause a release of Hazardous Material, at San Francisco’s discretion, Daly City will either remediate, at Daly City’s sole cost, such contaminated property to the satisfaction of the regulatory agency having jurisdiction over same or reimburse San Francisco for its reasonable costs in performing such remediation. Daly City will further com ply with all applicable Laws requiring notice of such releases or threatened releases to governmental agencies, and will take all action necessary or desirable to mitigate the release or minimize the spread of contamination. In connection with any release of Hazardous Material on or about the Easement Areas, Daly City will afford San Francisco a full opportunity to negotiate and participate in any 5145459.6 E-7
discussion with governmental agencies and environmental consultants regarding any settlement agreement, cleanup or abatement agreement, consent decree, or other compromise proceeding involving Hazardous Material, and any other abatement or clean-up plan, s trategy, and procedure.
For purposes of this Easement Deed, “ Hazardous Material” means material that, because of its quantity, concentration, or physical or chemical characteristics, is at any time now or hereafter deemed by any federal, state, or local governmental authority to pose a present or potential hazard to public health, we lfare, or the environment. Hazardous Material includes the following: any material or substance defined as a “hazardous substance, pollutant or contaminant” pursuant to the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Sections 9601 et seq., or pursuant to Section 25316 of the California Health & Safety Code or any other applicable Laws; a “hazardous waste” listed pursuant to Section 25140 of the California Health & Safety Code; any asbestos and asbestos -containing materials whether or not such materials are part of the Easement Areas or are naturally occurring substances in the Easement Areas; and any petroleum, including crude oil or any fraction thereof, natural gas or natural gas liquids, provided, the foregoing will not prohibit Daly City from traversing to, from, and across the Easement Areas in standard motor vehicles that do not exceed the weight limitations set forth below. The term “release” or “threatened release” when used with respect to Hazardous Material will include any actual or imminent spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing in, on, under, or about the Easement Areas.
(d) Nuisances. Daly City will not conduct or allow any of its Agents or Invitees to conduct any activities in, on, under, or about the Easement Areas that constitute waste, nuisance, or unreasonable annoyance (including emission of objectionable odors, noises, or light s) to San Francisco, to the owners or occupants of neighboring property, or to the public, or that constitute waste or nuisance per se.
(e) Avoiding Damage to the Easement Areas. At its sole cost, Daly City will at all times maintain the Easement Areas in a good, clean, safe, secure, sanitary, and sightly condition, so far as the Easement Areas may be affected by Daly City’s activities under this Easement Deed. Daly City will no t do anything in, on, under, or about the Easement Areas that could cause damage or interference to any pipelines or other property located in, on, under, or about the Easement Areas. Immediately following completion of any work permitted under this Easement Deed, at its sole expense, Daly City will remove all debris and any excess dirt and restore the Easement Areas as near as reasonably possible to its condition immediately prior to Daly City’s work under this Easeme nt Deed to the reasonable satisfaction of San Francisco’s authorized representative.
If any portion of the Easement Areas or any San Francisco property located on or about the Easement Areas is damaged or threatened by any of the activities conducted by Daly City or its Agents or Invitees, at its sole cost, Daly City will immediately notify San Francisco of such damage or threat by (a ) telephoning the SFPUC’s City Distribution Division by telephone at (415) 550-4900 of any emergency or incident requiring emergency response., and (b ) providing written notice in accordance with Section 17 [Notices] below. At its option, San Francisco may remedy such damage or threat at Daly City’s sole cost, or San Francisco may elect to witness Daly City’s repair work. If San Francisco elects not to remedy such damage or threat, Daly City will repair all such damage and restore the Easement Areas or property to its previous condition subject to San Francisco’s inspection, review, and approval. San Francisco has no responsibility or liability of any kind with respect to any utilities that may be on, in, or under the Easement Areas.
Daly City is solely responsible for the location of any such utilities and other existing facilities and their protection from damage. Daly City will be solely responsible to arrange and pay directly for any utilities or services necessary for its activ ities pursuant to this Easement Deed; provided, Daly City will obtain San Francisco’s prior written approval to the provision of such services or utilities in, on, under, or through the Easement Areas. 5145459.6 E-8
(f) Use of Adjoining Land . Daly City acknowledges that the privilege given under this Easement Deed will be limited strictly to the Easement Areas. Daly City will not traverse over or otherwise use any adjoining lands of San Francisco except as authorized by this Easement Deed.
(g) Ponding; Water Courses . Daly City will not cause any ponding on the Easement Areas or any flooding on adjacent land. Daly City will not engage in any activity that causes any change, disturbance, fill, alteration, or impairment to the bed, bank, or channel of any natural water course, wetland, or other body of water on, in, under, or about the Easement Areas, nor will Daly City engage in any activity that could pollute or degrade any surface or subsurface waters or result in the diminution or drainage of such waters. (h) Heavy Equipment and Vehicles . To prevent damage to San Francisco’s underground pipelines and wastewater utility facilities, Daly City’s use of vehicles and equipment within twenty feet (20′) of each side of the centerline of any San Francisco pipeline (measured on the surface) will be subject to the following restrictions:
(i) The depth of soil cover over the tops of San Francisco’s pipelines must be at least three feet (3′) for steel cylinder pipe and four feet (4′) for reinforced pre -stressed concrete cylinder pipe to accommodate the loading defined in subsection (ii) below. If any equipment with axle loading exceeds the loads stated in subsection (ii) below or if the depth of soil cover is less than stated above, Daly City will submit to San Francisco for review and approval, at San Francisco’s sole discretion, engineering ca lculations prepared by a licensed Professional Engineer licensed in California showing that San Francisco’s pipelines will not be adversely affected by Daly City’s proposed activities. If San Francisco’s pipelines may be adversely affected, Daly City will submit remedial measures for San Francisco’s approval to ensure that no adverse effect will occur.
(ii) The effects of vehicle and equipment loads to the pipeline must not exceed the effects of the “AASHTO Standard H-10 Loading.” H-10 loading is defined as loading caused by a two -axle truck with a gross weight of ten tons (20,000 lbs.), axles fourteen feet (14′) apart, and rear axle carrying eight tons (16,000 lbs.). Daly City will be responsible for providing adequate evidence to San Francisco that Daly City’s equipment and vehicles meet the foregoing requirements.
(iii) Daly City will not use vibrating compaction equipment without the SFPUC’s prior written approval, which approval may be given or withheld at the SFPUC’s sole discretion.
(iv) If the depth of the soil cover over the pipeline (determined by potholing or other proof procedure) is less than the minimum stated in subsection (i) above, unless an alternate method is approved by the SFPUC in writing, all excavation and grading over the pipeline will be performed manually. For any machinery or equipment excavation and grading over and/or within twenty feet (20′) of each side of the centerline of the pipeline (measured on the surface), Daly City will submit a written proposal together with all supporting calculations and data to the SFPUC for review and approval. In any case, the two feet (2′) of soil around the pipeline will be removed manually or by other methods approved by the SFPUC with due care as provided in Section 4 [Exercise of Due Care].
10. Cathodic and Other Protection . From time to time, San Francisco may adopt such reasonable rules and regulations with regard to Daly City’s facilities and operations under this Easement Deed as San Francisco may determine are necessary or appropriate, at San Francisco’s sole discretion, to safeguard against corrosion of, or other damage to, San Francisco’s pipelines and related fac ilities. After receipt of a copy of such rules and regulations, Daly City will comply promptly with them.
5145459.6 E-9
11. Compliance with Laws . At its expense, Daly City will conduct and cause to be conducted all activities on the Easement Areas allowed under this Easement Deed in a safe and reasonable manner and in compliance with all Laws of any governmental or other regulatory entity (including the Americans with Disabilities Act) and all covenants, restrictions, and provisions of record, whether presently in effect or subsequently adopted and whether or not in the contemplation of the Parties.
12. Maintenance. At its expense, Daly City will repair and maintain the Easement Areas as to wear and tear caused by the proportionate use of the Easement Areas by Daly City and its Agents, in San Francisco’s sole determination, but not the wear and tear caused by the use of the Easement Areas by others.
13. Construction and Ownership of Project Improvements . The Parties acknowledge that the Project Improvements, once constructed by Daly City within the Easement Areas in accordance with the plans and specifications that have been approved by City and are on file with the SFPUC’s San Francisco Water Division (“Approved Plans ”), will belong to Daly City. Subject to the terms and conditions of this Easement Deed, at its sole cost and expense, Daly City may construct or cause the construction of modifications, additions, or replacements of such Project Improvements and will, at its sole cost and expense, maintain the Project Improvements in good, safe condition and repair.
14. Approval of Daly City’s Approved Plans . Daly City will construct and install the Project Improvements in the Easement Areas, including modifications, additions, or replacements to the Project Improvements, in strict accordance with the Approved Plans (including drawings) approved in advance and in writing by San Francisco. Any Approved Plans may be revised or amended only with San Francisco’s prior written approval, at its sole discretion, after the SFPUC’s Bureau of Environmental Management has determined that no further environmental review is required by CEQA as a result of any such revision or amendment. San Francisco’s consent to or approval of any improvements, equipment, or fixtures will not relieve Daly City or its Agents from any liability for ne gligence, errors, or omissions associated with the design and construction of the Project Improvements. In no event will San Francisco’s approval of the Approved Plans or any future revisions or amendments to the Approved Plans be deemed to constitute a r epresentation or warranty by San Francisco concerning the suitability of the improvements, equipment, or fixtures for Daly City’s purposes or that the work called for in the Approved Plans complies with applicable Laws or industry standards nor will such approval release Daly City from Daly City’s obligation to supply plans and specifications that conform to any applicable Laws, including building codes, and industry standards. Within ninety (90) calendar days following final completion of any work perform ed under this Easement Deed, Daly City shall provide the SFPUC with as-built drawings to confirm the location of Daly City’s Project Improvements.
15. Permits and Approvals . Before beginning any work in the Easement Areas, Daly City will obtain all permits, licenses, and approvals (collectively, “ Approvals”) of all regulatory agencies and other third parties that are required to commence, complete, and maintain the permitted work. Promptly upon receipt of such Approvals, Daly City will deliver copies of them to the SFPUC. Daly City recognizes and agrees t hat no approval by San Francisco or the SFPUC for purposes of Daly City’s work under this Easement Deed will be deemed to constitute the approval of any federal, state, or local regulatory authority with jurisdiction, and nothing in this Easement Deed will limited Daly City’s obligation to obtain all such regulatory Approvals required by Laws, at Daly City’s sole cost.
16. Cooperation with the SFPUC . Daly City and its Agents will cooperate with San Francisco or SFPUC personnel to minimize any potential disruption (even if temporary) of San Francisco’s facilities in, under, on, or about the Easement Areas and the SFPUC’s use thereof. 5145459.6 E-10
17. Restoration of Easement Areas . Immediately following completion of any work permitted under this Easement Deed, Daly City will remove all debris and any excess dirt, repair any damaged caused to the SFPUC’s facilities and adjacent property, and place the Easement Areas in the condition reflected in the Approved Plans. Any area that is not slated for modification in the Approved Plans, but altered by the work, will be returned to pre -work condition, to San Francisco’s reasonable satisfaction.
18. Notices. Any notice, consent, or approval required or permitted to be given under this License will be in writing and will be given by (a) hand delivery, against receipt, (b) reliable next business day courier service that provides confirmation of delivery, or (c) United States registered or certified mail, postage prepaid, return receipt required, and addressed as follows (or to such other address as either party may from time to time specify in writing to the other upon five (5) days’ prior, written notice in the manner provided above):
San Francisco or the SFPUC: Real Estate Services Division San Francisco Public Utilities Commission
525 Golden Gate Avenue, 10
th Floor
San Francisco, California 94102
Attn: Real Estate Director
Re: Vista Grande Sale of Easements, Daly City
with a copy to: Office of the City Attorney of San Francisco 1 Dr. Carlton B Goodlett Place
San Francisco, California 94012
Attn: Real Estate/Finance Team
Re: Vista Grande Sale of Easements, Daly City
Daly City: Department of Water and Wastewater
City of Daly City
153 Lake Merced Blvd
Daly City, CA 94015
Attn: Director
Re: Vista Grande Tunnel Easements
with a copy to: City of Daly City
33 90
th Street, Third Floor
Daly City, CA 94015
Attn: City Attorney
Re: Vista Grande Tunnel Easements
A properly addressed notice transmitted by one of the foregoing methods will be deemed received upon the confirmed date of delivery, attempted delivery, or rejected delivery, whichever occurs first. Any e -mail addresses, telephone numbers, or facsimile numbers provi ded by one party to the other will be for convenience of communication only; neither party may give official or binding notice orally or by e -mail or facsimile. The effective time of a notice will not be affected by the receipt, prior to receipt of the or iginal, of an oral notice or an e -mail or telefacsimile copy of the notice.
19. Successors and Assigns. The Easements and the ancillary rights granted by San Francisco in this Easement Deed are granted to Daly City in gross , with the Property serving as the servient tenement and without any particular dominant tenement benefiting from the Easements. The provisions of this Easement Deed will run with the land, burden the Easement Areas, and inure to the benefit of and bind the respective successors and assigns of San Francisco and Daly City.
5145459.6 E-11
20. Counterparts. This Easement Deed may be executed in counterparts, each of which will be an original, but all counterparts will constitute one instrument.
21. General Provisions. (a) This Easement Deed may be amended or modified only by a writing signed by San Francisco and Daly City. (b) No waiver by any party of any of the provisions of this Easement Deed will be effective unless in writing and signed by an officer or other authorized representative of such party, and only to the extent expressly provided in such written waiver. (c) All approvals and determinations of San Francisco requested, required, or permitted under this Easement Deed may be made by the General Manager of the SFPUC. (d) This instrument (including the attached exhibits) contains the entire agreement between the Parties with regard to the Easements and all prior written or oral negotiations, discussions, understandings, and agreements are merged into this Easement Deed. (e ) The section and other headings of this Easement Deed are for convenience of reference only and will be disregarded in the interpretation of this Easement Deed. (f) Time is of the essence. (g) This Easement Deed will be governed by California law and San Francisco’s Charter and Administrative Code. (h) The obligations of Daly City under this Easement Deed will be joint and several. ( i) This Easement Deed has been drafted through a cooperative effort of San Francisco and Daly City, and both Parties have had an opportunity to have this Easement Deed reviewed and revised by legal counsel. No party will be considered the drafter of this Easement Deed, and no presumption or rule that an ambiguity will be construed agains t the party drafting the clause will apply to the interpretation or enforcement of this Easement Deed. (j ) Use of the word “including” or similar words will not be construed to limit any general term, statement, or other matter in this Easement Deed, whether or not language of non-limitation, such as “without limitation,” “but not limited to,” or similar words, are used. (k) Notwithstanding anything to the contrary contained in this Easement Deed , San Francisco acknowledges and agrees that no officer or e mployee of San Francisco has authority to commit San Francisco to this Easement Deed unless and until a resolution approving this Easement Deed of San Francisco’s Public Utilities Commission and San Francisco’s Board of Supervisors and Mayor will have been duly adopt ed and approved. Therefore, any obligations or liabilities of San Francisco under this Easement Deed are contingent upon enactment of such a resolution and/or ordinance, and this Easement Deed will be null and void if San Francisco’s SFPUC, Board of Supervisors and Mayor do not approve this Easement Deed, at their respective sole discretion. (l) This Easement Deed shall be recorded in the Official Records of the City and County of San Francisco, California.
[SIGNATURES ON FOLLOWING PAGE]
5145459.6 E-12
Executed as of this _____ day of ______________, 202_.
SAN FRANCISCO:
CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation
By: _______________________________
SARAH R. OERTH
Director of Property
Date: _______________________________
RECOMMENDED:
By: ________________________________
Dennis J. Herrera, General Manager
San Francisco Public Utilities Commission
Date: _______________________________
APPROVED AS TO FORM:
DAVID CHIU, City Attorney
By: _______________________________
Nancy Taylor
Deputy City Attorney
DESCRIPTIONS CHECKED/APPROVED:
By: ________________________________
R. Edward Peterson
Chief Surveyor
DALY CITY:
CITY OF DALY CITY
a California municipal corporation
By: ______________________________
THOMAS J. PICCOLOTTI
City Manager
Date: ______________________________
APPROVED AS TO FORM
ROSE ZIMMERMAN, City Attorney
By _________________________
Rose Zimmerman
City Attorney
5145459.6 E-13
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 )
) ss
County of ______________ )
On ________________, before me, ____________________________, a notary public in and for said State, personally appeared _____________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/ her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under P
ENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature ________________________ (Seal)
5145459.6
Exhibit 1
Description of the Property
All that certain real property located in the County of San Francisco, State of California, described as follows:
[see attached]
16 of Lawton Street 94.683 feet to the intersection thereof with the west erly line of Locksley Avenue {formerly Serpentine Road); thence along said westerly line of Locksley Avenue the following courses and distances, to-wit: south 8° 31' east 44.876 feet; south 10° 24' east 176.093 feet; south 15° 22' east 270.661 feet; south 6° 02' east
66.142 feet; thence south 43° 06' 13" west 72.898 feet to the inter section of said westerly line of Locksley Avenue with the northerly line of Moraga (formerly "M") Street; thence south 86° 45' west along said northerly line of Moraga Street 127.994 feet to the inter section thereof with the easterly line of Seventh Avenue; thence north 3• 15' west along said easterly line of Seventh Avenue 600.42 feet to the intersection thereof with the southerly line of Lawton Street and the point of commencement.
Being all of Outside Lands Block No. 859.
Parcel 52:
Commencing at the point of intersection of the northerly line of Lawton ( formerly "L") Street with the easterly line of Seventh Avenue, and running thence north 86° 45' east along said northerly line of Lawton Street 81.594 feet to the intersection thereof with the westerly line of Locksley Avenue (formerly Serpentine Road); thence along said westerly line of Locksley Avenue north 19° 46' west 124.718 feet; thence north 3° 54' 48" east 91.208 feet; thence north 22° 36' 31" east 39.93 feet; thence leaving said westerly line of Locksley Avenue south 86° 45' west 75 feet, more or less, to the easterly line of Seventh Avenue; thence along said easterly line of Seventh Avenue south 3° 15' east 245 feet, more or less, to the Inter section thereof with the northerly line of Lawton Street and the point of commencement.
Being a portion of Outside Lands Block No. 774.
Parcel 58:
Commencing at a point on the westerly line of Seventh Avenue distant thereon 13 feet 11 inches northerly from the northerly line of Lawton (formerly "L") Street; running thence along said west erly line of Seventh Avenue north 3 • 15' west 211 feet 1 Inch to the intersection thereof with the southerly line of school property of the City and County of San Francisco; thence along the southerly line of said school lot south 8 6 • 4 5' west 8 3 feet, more or less, to the· intersection thereof with the westerly boundary line of the original \Vinter Tract; thence along said westerly line of said Winter Tract due south 20 7 feet, more or less, and thence due east 9 4 feet 1 inch to the westerly line of Seventh Avenue and the point of commence ment.
Being a portion of Outside Lands Block No. 77 5.
Parcel 54:
Commencing at the point of intersection of the southerly line of Ortega ( formerly "O") Street with the westerly boundary line of the original Winter Tract, said point being distant along said southerly llne of Ortega Street north 86° 45' east 26 feet, more or less, from the easterly line of Eighth Avenue; running thence north 86° 45' east 7 feet, more or less, to the northwesterly boundary line of the San Miguel Rancho; thence along said Rancho line south 18° 32' west
18.6 feet, ~ore or l~ss, ~o the intersection thereof with said westerly boundary lme of said \Vmter Tract; thence along said last mentioned llne due north 18 feet, more or less, to the southerly line of Ortega Street and the point of commencement.
Being a portion of Outside Lands Block No. 952.
Parcel 55: Lake llfer·ced Tract.
The following described parcel of land situate partly within the 17 City and County of San Francisco and partly within the County of San Mateo in the State of California, to-wit:
Beginning at the point of intersection of the southerly line of Sloat Boulevard with the center line of 36th Avenue if said center line be produced southerly along lts/~t course, and running thence along the southerly extension of said center line 1south 3 ° 02' 50" east lil. 700 feet; thence on a circular curve to the '1eft with a radius of 1·00 feet and a central angle of 90°, a distance of 157.08 feet; thence north 86° 57' 10" east 412.35 feet to a point on the arc of a curve with a radius of 300 feet, at which point the tangent to said curve bears north 54° 15' 30" east; thence northeasterly along the arc of said curve with a central angle of 2 2 ° 5 6' 3 O", a distance of 120.13 feet; thence north 31° 19' east 311.01 feet; thence on a curve to the right with a radius of 320 feet and a central angle of 69° 50' a distance of 390.02 feet; thence south 78° 51' east 83.63 feet; thence on a curve to the right with a radius of 200 feet and a central angle of 74° 50', a distance of 261.22 feet; thence south 4° 01' east 45.27 feet; thence on a curve to the right with a radius of 290 feet and a central angle of 26° 40', a distance of 134.97 feet; thence on a curve to the left with a radius of 125 feet and a central angle of 145° 26', a distance of 317.29 feet; thence north 57° 13' east 341.57 feet; thence on a curve to the right with a radius of 340 feet and a cen tral angle of 21° 07½', a distance of 125.36 feet; thence north 78° 20½' east 247.25 feet; thence on a curve to the right with a radh111 of 320 feet and a central angle of 39° 24', a distance of 220.05 feet; thence south 62° 15½' east 132.79 feet; thence on a curve to the right with a radius of 130 feet and a central angle of 129° 06', a dis tance of 292.92 feet; thence south 66° 50½' west 166.29 feet; thence on a curve to the left with a radius of 125 feet and a central angle of 68° 42', a distance of 149.88 feet; thence south 1° 61 ½' east 26.16 feet; thence on a curve to the left with a radius of 200 feet and a central angle of 55° 08', a distance of 192.45 feet; thence south 56° 59½' east 194.26 feet; thence on a curve to the right with a radius of 400 feet and a central angle of 25°, a distance of 174.53 feet; thence south 31° 59½' east 89.25 feet; thence on a curve to the left with a radius of 800 feet and a central angle of 11 • 50', a distance of 165.22 feet; thence south 43° 49½' east 51.56 feet; thence on a curve to the left with a radius of 250 feet and a central angle of 38° 50', a distance of 169.44 feet; thence south 82° 39 ½' east 44.63 feet; thence on a curve to the right with a radius of 200 feet and a central angle of 54° 04', a distance of 188.73 feet; thence south 28° 35 ½' east 36.54 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 27° 30', a distance of 143.99 feet; thence south 56 • 05 ½' east 45.6 3 feet; thence on a curve to the right with a radius of 150 feet and a central angle of 130° 30', a distance of 341.65 feet; thence south 74° 24½' west 247.35 feet; thence on a curve to the right with a radius of 300 feet and a central angle of 41° 40', a distance of 218.17 feet; thence north 63° 55½' west 156.34 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 116° 07', a distance of 607.99 feet; thence south o• 02½' east 1887.27 feet; thence on a curve to the left with a radius of 500 feet and a central angle of 23° 30', a distance of 205.08 feet; thence south 23° 32½' east 42.76 feet; thence on a curve to the right with a radius of 500 feet and a central angle of 23° 30', a distance of 205.08 feet; thence south 0° 02½' east 734.68 feet; thence on a curve to the left with a radius of 200 feet and a central angle of 89° 68 ½', a distance of 314.07 feet to Point No. 47 herein after referred to; thence north 8 9 • 5 9' east 170 6. 5 3 feet; thence on a curve to the left with a radius of 200 feet and a ·central angle of 72° 10', a distance of 251.91 feet; thence north 17° 49' east 55.78 feet; thence on a curve to the right with a radius of 125 feet and a central angle of 81 • 54', a distance of 178.68 feet; thence south 80°
18 17' east 627.77 feet; thence on a curve to the right with a radius of 550 feet and a central angle of :n ° 30', a di><tancc of 302.38 feet; thence south 48° 47' east 17.81 feet; thence on a curve to the right with a radius of 100 feet and a central angle of !J7° 57', a distance of 170.95 feet; thence south 49° 10' west 105.57 feet; thence on a curve to the left with a radius of 12 5 feet and a central angle of 8 0 • 40', a distance of 175.99 feet; thence south 31° 30' east 217.30 feet; thence on a curve to the left with a radius of 12 5 feet and a central angle er 61° 30', a distance of 134.17 feet; thence north 87° east 287.95 feet; thence south 74° 49½' east 503.42 feet to a point in the easterly boundary of the Rancho Laguna de Ia Merced; thence along said boundary south O • 15' east 26 8 .0 8 feet to a point which is distant along said boundary 15 3 O. 4 4 feet northerly from a granite monument set at the intersection thereof with the boundary line be tween the City and County of San Francisco and the County of San Mateo; thence the following courses and distances: north 7 4 • 3 3 ½' west 354.95 feet to Point No. 63 hereinafter referred to in the de scription of Parcel 60; north so• 23 ½' west 568.05 feet; south 75• 36½' west 266.00 feet; south 86° 36½' west 146.00 feet; north 54° 23 ½' west 101.00 feet; north 66° 13 1/2' west 160.00 feet; north 65° 28½' west 344.00 feet; north 72° 41½' west 97.00 feet; south 82° 18½' west 229.00 feet; north 69° 41½' west 173.00 feet; north 86° 21 ½' west 315.00 feet; south 63° 58 ½' west 108.00 feet; south 5° 21 ½' east 282.00 feet; north 86° 51 ½' west 195.00 feet; north 42° 31 ½' west 305.00 feet; north 80° 01 ½' west 282.00 feet; north 89° 01 ½' west 321.00 feet to Point No. 79 hereinafter referred to; south 29° 58½' west 105.00 feet; south 13° 13½' west 535.00 feet; south 3° 33 ½' west 628.00 feet; south 19° 56 ½' east 285.00 feet; south 3° 16 ½' east 352.00 feet; south 39° 46 ½' east 107.00 feet; south 82° 01' east 90.14 feet to Point No. 86 hereinafter referred to, which point Is in the boundary line between the City and County of San Francisco and the County of San Mateo distant thereon 3 6 5 9. O 7 feet westerly from a granite monument set at the intersection thereof with the easterly line of the Rancho Laguna de Ia Merced; thence the following courses and distances: south 0° 01 ½' east Gl0.63 feet to Point No. 8 7, hereinafter referred to; thence south 5 ° 26 ½' east 400 feet; thence south 15° 26½' east 400 feet; south 6° 25½' west 838.00 feet; south 88° 45½' west 532.00 feet; north 34° 19½' west 430.00 feet; north 4° 40' west 977.67 feet; north 0° 02' west 617.78 feet to Point No. 94, hereinafter referred to; thence north 58° 30' west 555.05 feet to a point in the boundary line between the City and County of San Francisco and the County of San Mateo, distant 342.37 feet easterly from a granite monument in said boundary line; thence north 58° 30' west 39.42 feet; thence on a curve to the right with a radius of 730 feet and a central angle of 49° 45 ½', a distance of 633.97 feet; thence north 8° 44 ½' west 188.53 feet; thence on a curve to the left with a radius of 200 feet and a central angle of 11° 05', a distance of 38.69 feet; thence north 19° 49½' west 333.18 feet; thence on a curve to the left with a radius of 11 O feet and a central angle of 61 ° 3 7 ½ ', a distance of 118. 31 feet; thence north 81° 27' west 76.59 feet; thence on a curve to the right with a radius of 370 feet and a central angle of 50° 09 ½', a distance of 323.91 feet; thence north 31 • 1 7 ½' west 8 9 O. 9 3 feet; thence on a curve to the left with a radius of 20 0 feet and a central angle of 1 7 • O o ½ ', a distance of 59.36 feet; thence north 48° 18' west 416.66 feet; thence on a curve to the right with a radius of 200 feet and a central angle of 21° 00', a distance of 73.30 feet; thence north 27° 18' west 297.68 feet; thence north 27° 18' west 14.22 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 41 ° 56', a dis tance of 219.56 feet; thence north 69° 14' west 699.64 feet; thence on a curve to the right with a radius of 1000 feet and a central angle of 16° 12 ½', a distance of 282.89 feet; thence north 53° 01 ½' west 434.46 feet; thence on a curve to the right with a radius of 500 feet 19 and a central angle of 56° 03', a distance of 489.13 feet; thence north 3° 01 lh' east 232 feet; thence on a curve to the left with a radius of 400 feet and a central angle of 34° 09', a distance of 238.41 feet; thence north 31 • O 7 ½' west 12 7. 8 5 feet; thence on a curve to the right with a radius of 200 feet and a central angle of 16° 06', a dis tance of 5 6. 2 O feet; thence north 15 • 01 ½' west 8 9. 0 6 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 25° 03', a distance of 131.16 feet; thence north 40° 041h' west 297.11 feet; thence on a curve to the left with a radius of 300 feet and a central angle of 2° 23', a distance of 12.48 feet; thence north 42° 27½' west 417.45 feet; thence on a curve to the right with a radius of 285 feet and a central angle of 42° 10', a distance of 209.74 feet; thence on a curve to the left with a radius of 6 7 5 feet and a central angle of 18°, a distance of 212.06 feet; thence north 18° 17½' west 277.73 feet; thence on a curve to the right with a radius of 400 feet and a central angle of 19° 59', a distance of 139.51 feet; thence north 1 ° 41 ½' east 196.11 feet; thence on a curve to the right with a radius of 200.20 feet and a central angle of 37° 48', a distance of 132.07 feet; thence on a curve to the left with a radius of 370 feet and a central angle of 34° 30', a distance of 222.79 feet; thence north 4° 59 ½' east 55 feet to Point No. 129, hereinafter re ferred to, which point is south 8 5 • 00 ½' east 50 feet from the south east corner of the United States Life Saving Station Tract; thence south 85° 00 ½' east 50 feet; thence north 4° 59 ½' east 1040. 77 feet; thence north 3° 01' west 6'3.41 feet; thence on a curve to the right with a radius of 400 feet and a central angle of 66° 46', a distance of 466.12 feet; thence north 63° 45' east 934.65 feet; thence on a curve to the right with a radius of, 200 feet and a central angle of 81° 28' 30", a distance of 284.40 feet; thence south 34° 46' 30" east 905.42 feet; thence on a curve to the left with a radius of 200 feet and a central angle of 66° 26' 30", a distance of 231.92 feet; thence north 78° 47' east 305.13 feet; thence on a curve to the left with a radius of 100 feet and a central angle of 81° 49' 50", a distance of 142.82 feet to a point on the southerly extension of the center line of 37th Avenue; thence along said last mentioned extension north 3° 02' 50" west 1444.29 feet to the southerly line of Sloat Boulevard; thence easterly along said southerly line of Sloat Boulevard 310.26 feet to the point of commencement. Containing 811.13 acres. r- All bearings in the foregoing description of Parcel 5 5 have been ', computed on the assumption that the boundary line between the j City and County of San Francisco and the County of San Mateo runs , due east and west. '
As incident and appurtenant to the lands herein described as Par cel 55, the Water Company hereby gives and grants to the City the following temporary rights, privileges or easements in, over and upon the lands retained by the Water Company, or in, over and upon other lands adjoining or in the immediate vicinity of said parcel, to-wit:
1. The right to use, in common with the Water Company and others, the existing road known as the "Golf Club Road," extending from Junipero Serra Boulevard in a general westerly direction to the easterly boundary of Parcel 55, until such time as the City shall have access from Junipero Serra Boulevard to the portion of said Golf Club Road now existing within said parcel by means of other streets or roads hereafter constructed by the Water Company or Its suc cessors in interest.
2. The right to operate, maintain and repair the existing surface drainage ditch and appurtenances in the northeasterly portion of the Lake Merced lands retained by the Water Company; until such time as said portion shall be subdivided and streets are laid out through the same, after which time said drainage ditch and appurtenances shall be removed by the City.
20 There are expressly excepted from this grant of Parcel 5 5 and reserved to the Water Company, Its successors and assigns, the fol lowing r_lghts and easements, to-wit:
1. The right to use for roadway purposes the present constructed road known as the "Golf Club Road," commencing on the easterly ~ boundary of said Parcel 65 at a point approximately 60 feet south westerly from Point No. 79 thereof, and running southerly and south westerly along Its present course to the westerly boundary of Parcel 55 at a point distant approximately 307 feet southerly from Point No. 9 4 thereof.
2. The right to use for roadway purposes the present constructed road commencing on the easterly boundary of Parcel 55 near Point No. 47 thereof and running southwesterly and southerly along Its present course to its Intersection with the "Golf Club Road."
3. A right of way easement 60 feet wide for a road to be con structed from the easterly boundary of Parcel 55, between Points · i Nos. 8 6 and 8 7 thereof, in a northwesterly direction to an intersec tion with the "Golf _Club Road" near the northeasterly end of the dam dividing the so-called settling pond from South Lake Merced.
4. A right of way easement 50 feet wide for a road to connect that portion of the Lake Merced lands lying Immediately north of the easterly extension of said Parcel 5 5 along Ocean View Gulch with any road the City may hereafter establish and construct along said gulch. _
5. Right of way easements, each 8 0 feet wide, for not more than three roads or streets to extend easterly and westerly across that portion of Parcel 55 which extends northerly to Sloat Boulevard be tween the center lines of 36th and 37th Avenues produced southerly.
6. The right to construct, maintain, operate, use, repair, enlarge, relay and reconstruct such water pipes, sewers, telephone and power lines across the easterly extension of Parcel 5 5 along Ocean View Gulch and also across the northerly extension of said Parcel 5 5 which lies between the center lines of 36th and 37th Avenues produced southerly, as may be necessary for the proper development of the property retained by the Water Company and lying on either side of said extensions.
It is expressly understood between the parties hereto that the location and type of construction of said roads, water pipes, sewers, telephone and power lines, across any portions of said Parcel 5 5, ease ments for which are herein reserved to the Water Company, shall be subject to the approval of the City Engineer or other governing authority of the City; but, if for any reason the City and the Water Company shall not be able to agree with reference to said location and type of construction, then the matters upon which no agreement has been reached shall be submitted to three arbitrators, one of whom shall be selected by the City Engineer or other governing authority of the City, one by the Water Company and the third by the two other arbitrators, and the decision of any two of the three arbitrators shall be binding upon each of the parties hereto.
There is expressly reserved to the Water Company, its successors and assigns the right to receive water and water service at legally established rates for use upon any of the lands commonly known as Lake Merced lands which are retained by the Water Company, from water mains now in existence or which may hereafter be constructed through or across any of said Lake Merced lands retained by the Company or hereby conveyed to the City; provided, however, that the particular locations and types of connections with such water mains and the particular mains with which such connections shall be made, shall first be approved by the City Engineer or other gov erning authority of the City.
21 This conveyance of Parcel 5 5 is made subject to certain easements or rights granted or agreed to be granted by the Water Company, which are contained and set forth in those certain deeds and agree ments hereinafter bpecified, which, insofar as they are recited as re- . corded are recorded in the office of the Recorder of the City and County of San Francisco, to-wit:
1. To San Francisco Golf and Country Club by deed dated Feb ruary 17, 1916, and recorded February 18, 1916, In Book 911 of Deeds at page 341; by deed dated February 18, 1921, and recorded January 3, 1923, in Book 636, Official Records, at pag: 187; by deed dated March 12, 1928, and recorded April 4, 1928, m Book 1633, Official Records, at page 424; and by Agreement of Sale dated Oc tober 7, 1929, and acknowledged on behalf of the Water Company before O. A. Eggers, Notary Public, October 9, 1929.
2. To Lakeside Golf Club by deed dated October 5, 1916, and recorded October 27, 1916, in Book 982 of Deeds at page _17, and also recorded in San Mateo County on November 16, 1916, m Book 258 of Deeds at page 304.
3. To the State of California by deed dated October 17, 1921, and recorded January 14, 1922, in Book 435, Official Records, at -page 7; and by deed dated July 14, 1922, and recorded August 31, 1922. in Book 530, Official Records, at page 143.
4. To Pacific Gas and Electric Company by deed dated August 3, l!J25, and recorded August 14, 1925, tn Book 1116, Official Rec ords, at page 352.
5. To The Olympic Club by deed dated February 1, 1923, and recorded June 13, 1923, in Book 725, Official Records, at page 76, also recorded in the County of San Mateo on June 1. 1923, in Book 79, Official Records, at page 117, and by deed dated March 18, 1929, and acknowledged on behalf of the Water Company before 0. A.
Eggers, Notary Public, March 18, 1929.
6. To Lake Merced Golf and Country Club by deed dated April 20, 1929, and acknowledged on behalf of the Water Company before Mabel C. Spence, Notary Public, April 20, 1929.
Said Parcel 5 5 is also subject to a certain written lease executed by the Water Company to Pacific Gas and Electric Company and the Pacific Telephone and Telegraph Company dated November 6, 1926, providing for the construction and maintenance of a line for power and telephone ser.vice purposes; and is also subject to a certain re vocable license granted by the Water Company to the Pacific Gas and Electric Company by written instrument dated April 22, 1925, for street lighting purposes.
The ·water Company also hereby grants to the City as appurte nant to the lands described as Parcel 5 5, and for the purpose of pro tecting and augmenting the waters and water sources of Lake Merced, and also for the purpose of facilitating the supply and distribution of water to ·consumers in the City and County of San Francisco and vicinity, all those certain rights relating to the construction, main tenance, operation, use and repair of existing or future pipe lines or other utility structures and to the use of the subterranean waters re served or to be reserved by the Water Company, together with the right to enforce those certain sanitary restrictions imposed for the benefit of adjoining lands of the Water Company, including the lands hereby conveyed to the City, contained or set forth in any of the foregoing instruments described above as three deeds and agreement of sale to San Francisco Golf and Country Club dated, respectively, February 17, 1916; February 18, 1921; March 12, 1928, and October 7, 1929; a deed to Lakeside Golf Club dated October 6, 1916; two deeds to The Olympic Club dated, respectively, February 1, 1923, and March 18, 19 2 9, and a deed to Lake Merced Golf and Country Club dated April 20, 1929; also the rights reserved to the \Vater
22 Company in three deeds to Joint Highway Disti·ict No. 10 of the State of Callfornia dated November 14, 192!l, and rcronlecl November 25, 1929, one in Book 499 at page 1, another in Book fiOl at page 1, and the third in Book 502 at page 1, Official Records of San Mateo County; also the right to exercise and use jointly with the Water Company, those certain rights and privileges reserved to the Company in said two deeds to the State of California dated, respectively, October 17, 1921, and July 14, 1922.
As appurtenant to the lands described in said Parcel 55, there is also conveyed to the City all subterranean waters under the Lake Merced RanclJ, lands retained by the \Vater Company and surround ing or in the immediate vicinity of said Parcel 5 5; provided, however, that there is expressly reserved to the 'Nater Company, and its suc cessors in interest to all or any part of the said situated and retained lands, the right to drill new wells for and to take water from such new wells or from existing wells situate within the limits of the said retained lands for domestic or other use upon such retained lands, or upon the part or parts thereof upon which are located the well or wells from which the particular water is obtained in the event dif ferent parts of the said retained lands should ever be owned severally by more than one successor in interest to the Water Company, but not for use elsewhere.
The Water Company grants to the City the right to enter upon the lands retained by the Company for the purpose of repairing, re newing or relaying any parts or portions of the existing Vista Grande sewer; and the City, by the acceptance of this deed of conveyance, assumes the obligations of the Water Company expressed in that cer tain written agreement dated November 30, 1907, between the Spring Valley \Vater Company, as party of the first part, and Ocean View Land and Improvement Company, and others, as parties of the sec ond part, relating to the repair and maintenance of said sewer, but does not hereby assume any obligation of the Water Company under said agreement, if any such obligation exists, to enlarge said sewer.
The Water Company also grants to the City, as appurtenant to said Parcel 55, the right to enforce, either separately or jointly with the Water Company, those certain conditions pertaining to sanitary control of the Lake Merced lands embodied in paragraphs "d," "e," "g" and "h" of that certain deed for a surface right of way made by Spring Valley Water Company to Ocean Shore Railway Company dated September 15, 1909, and recorded July 3, 1914, in the office of the Recorder of the City and County of San Francisco in Book 788 of Deeds, page 3 56; and also the right reserved to the Water Com pany in said deed to construct or lay water mains across that por tion of said surface right of way which lies within the tract of land known as the Lake Merced Golf and Country Club lands.
As a part of the consideration for the sale by the \Vater Company and the purchase by the City of the lands described in said Parcel 5 5, the Water Company agrees that no buildings shall ever be permitted upon the following described strip of land, and that said strip of land shall never be used for any purpose other than roadways, parks or gardens, golf courses, or play grounds:
A strip of land having a uniform width of 15 O feet measured southwesterly at right angles from the southwesterly boundary of Parcel 5 5 of lands within the City and County of San Francisco and extending from the ~out~erly line of said City and County in a gen eral northwesterly d1rect10n to the boundary line of the United States Military Reservation known as Fort Funston; and continuing thence with a width of 50 feet between the southwesterly and westerly boundary of said Parcel 5 5 and the northeasterly and ·easterly bound ary of said Military Reservation to Point No. 12 9 of the survey of said boundary of Parcel No. 55.
In th_e event of the sale by the Spring Valley Water Company of any porllon of the land contained within said st rip, the above con di- 23 tions and restrictions shall be made forever binding upon the parties to whom Raicl land may be i;old and upon their successors in Interest.
The following described lots, pieces or parcels of land situate wholly within the City and County of San Francisco, Stare of Cali fornia:
Parcel 56: Central Pump Station Lot.
Commencing at the point of intersection of the southerly line of Sloat Boulevard with the easterly line of Twenty-third Avenue, it said line of Twenty-third Avenue be produced southerly along its present course; and running thence southerly along said easterly line of Twenty-third Avenue produced 660 feet; thence at an angle of 90° 00112• to the left 400 feet; thence at an angle of 89° 59½' to the left and parallel to said easterly line of Twenty-third Avenue 6 57 .39 feet to the southerly line of Sloat Boulevard; thence westerly along said line of Sloat Boulevard at an angle of 8 8 • 4 4 ½' to the left 118 feet to a post set at an angle therein and marked B-8; thence at an angle of l° 16' to the left and continuing along said line of Sloat Boulevard 282.03 feet to the easterly line of Twenty-third Avenue produced as aforesaid and the :point of commencement. Containing 6.057 acres.
Parcel 57-A: Strip along Junipero Serra Boulevard, North of Ocean View Gulch.
Beginning at the intersection of the easterly line of the Rancho Laguna de la Merced with the southerly line of Ocean Avenue and run ning thence along said line of said Rancho, at an angle of 64° 53' 16" from said southerly line of Ocean Avenue, south 2° 35' west 230.19 feet; thence leaving said Rancho line south 89° 40' east 10.01 feet; thence sou th 2 • 3 5' west 712 .16 feet; thence north 8 7 • 2 5' west 10 feet to said Rancho line; thence along said Rancho line south 2° 35' west 340.30 feet; thence leaving said Rancho line south 87° 25' east 10.00 feet; thence south 2• 35' west 2207.96 feet; thence south 89° 37' west 10.01 feet to said Rancho line; thence along said Rancho line south 2° 35' west 1565.48 feet to an angle therein; thence leaving said Rancho line south 16° 23' east 1438.32 feet to the intersection of said easterly line of said Rancho with the northerly line of the tract hereinabove described as Parcel No. 55; thence along said line of Par cel No. 55, north 74° 49½' west 23.47 feet to the southeasterly corner of that certain tract of land described as Parcel 4 in a deed from Spring Valley Water Company to City and County of San Francisco dated May 1, 1929, and recorded June 18, 1929, in Volume 1863, Offi cial Records of the City and County of San Francisco at page 281; thence northerly along the easterly line of said Parcel 4 and the east erly line of the tract of land described as Parcel 2 in said deed; 6497.491 feet to the southerly line of Ocean Avenue aforesaid; thence south 60° 30' east 22.43 feet along said Ocean Avenue to the point of beginning. Containing 3.66 acres.
Subject to the terms and conditions of the following instruments, to-wit:
1. Agreement covering streets and street extensions made be tween Spring Valley Water Company and Urban Realty Improvement Company dated June 9, 1913 and recorded July 3, 1913 in Book 39 of Covenants at page 144, City and County of San Francisco records.
2. Revocable licenses for street lighting purposes granted to Pacific Gas and Electric Company by written instruments dated re spectively August 15, 1924, March 31, 1925, in amendment thereof, and April 22, 1925.
Parcel 57-B: Strip along Juuipero Serra Boulevard, South of Ocean View Gulch.
Commencing on the easterly line of Rancho Laguna de la Merced at the southeasterly corner of Pa_rcel 5 5 herein before described; run-
5145459.6
Exhibit 2
Depiction of the Property
[see attached]
5145459.6
Exhibit 3
Description and Depiction of Wetland and Stormwater Facilities Easement Area [see attached]
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Exhibit 4
Description and Depiction of Box Culvert and
Storm Water Outlet Easement Area
[see attached]
5145459.6
Exhibit 5
Description and Depiction of Wetland Force Main Easement Area [see attached]
5145459.6
Exhibit 6
Description and Depiction of Armored Spillway Easement Area [see attached]
5145459.6
Exhibit 7
Description and Depiction of Floating and
Fan Shaped Easement Area
[see attached]
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EXHIBIT F
LEASE TERMINATION AGREEMENT
This Lease Termination Agreement (the “ Agreement”) is entered into ___________________, 202__, by and between the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation (“City”), acting by and through its PUBLIC UTILITIES COMMISSION (“SFPUC”), and the CITY OF DALY CITY, a California municipal corporation (“Daly City”). City and Daly City sometimes are referred to collectively in this Agreement as the “ Parties” or singularly as “Party.”
RECITALS
This Agreement is made with reference to the following facts:
A. On July 2, 2007, the Parties entered into a G round Lease (“Daly City Lease”), for the Lake Merced Drainage Tunnel (also known as the Vista Grande Tunnel or “Tunnel”) near Lake Merced in San Francisco . The Daly City Lease allows Daly City to operate, maintain, and repair the Tunnel. The Daly City Lease is attached hereto as Attachment 1 and incorporated herein by reference.
B. The Daly City Lease expired in 2017 and is currently in holdover status.
C. The Parties desire to enter into this Agreement for the purpose of agreeing to terminate the Daly City Lease, effective as of the Closing Date (“Lease Termination Date ”) as defined in the Agreement for Sale o f Real Estate entered into by the Parties and dated _____________, 202__.
NOW, THEREFORE, the Parties hereby acknowledge and agree as follows:
AGREEMENT
1. Lease Termination . The Parties each acknowledges and agrees that the Daly City Lease and all of the Parties’ right, title and interest under the Daly City Lease shall be deemed terminated effective on the Lease Termination Date; provided, however, that any rights or obligat ions specifically identified in the Daly City Lease to survive lease termination shall so survive .
2. Successors and Assigns. The provisions of this Agreement will inure to the benefit of and bind the respective successors and assigns of Parties .
3. Counterparts. This Agreement may be executed in counterparts, each of which will be an original, but all counterparts will constitute one instrument.
4. General Provisions . (a) This Agreement may be amended or modified only by a writing signed by the Parties. (b) No waiver by any Party of any of the provisions of this Agreement will be effective unless in writing and signed by an officer or other authorized representative, and only to the extent expressly provided in such written waiver. (c) All approvals and determinations of the City requested, required, or permitted under this Agreement may be made by the General Manager of the SFPUC. (d) This instrument (including the attached exhibits) contains the entire agreement between the Parties with regard to the subject matter of this Agreement and all prior written or oral negotiations, discussions, understandings, and agreements are merged into this Agreement. (e) This Agreement will be governed by California law and San Francisco’s Charter
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and Administrative Code. (f) This Agreement has been drafted through a cooperative effort of the City and Daly City , and both Parties have had an opportunity to have this Agreement reviewed and revised by legal counsel. No party will be considered the drafter of this Agreement , and no presumption or rule that an ambiguity will be construed against the party drafting the clause will apply to the interpretation or enforcement of this Agreement .
IN WITNESS WHEREOF, the Parties have duly executed this Agreement as of the respective dates written below.
CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation
By: _______________________________
DENNIS J. HERRERA
General Manager
San Francisco Public Utilities Commission
Date: _______________________________
APPROVED AS TO FORM:
DAVID CHIU, City Attorney
By: _______________________________
Nancy Taylor
Deputy City Attorney
CITY OF DALY CITY
a California municipal corporation
By: _______________________________
THOMAS J. PICCOLOTTI
City Manager
Date: _______________________________
APPROVED AS TO FORM
ROSE ZIMMERMAN, City Attorney
By: ______________________________
Rose Zimmerman
City Attorney
5145459.6
F-3
ATTACHMENT 1
DALY CITY LEASE
AlafteliVcAte. Aittfer
Col/1/41.ra (tee
SAN FRANCISCO PUBLIC UTILITIES COMMISSION
GAVIN NEWSOM, MAYOR
GROUND LEASE
between
CITY AND COUNTY OF SAN FRANCISCO,
as Landlord
and
CITY OF DALY CITY,
as Tenant
For the lease of
THE VISTA GRANDE TUNNEL
Date
SAN FRANCISCO PUBLIC UTILITIES COMMISSION
Ryan L. Brooks --President
Ann Moller Caen— Vice President
E. Dennis Normandy — Commissioner
Richard Sklar — Commissioner
Adam Werbach — Commissioner
Susan Leal
General Manager
SAN FRANCISCO PUBLIC UTILITIES COMMISSION
GROUND LEASE
Table of Contents
1. 2.
3. BASIC
Page
DEFINITIONS
PREMISES
LEASE INFORMATION 1
2 6
3.1 Leased Premises 6
3.2 Rights Reserved to City 6
3.3 As Is Condition of Premises 7
4. TERM 8
4.1 Term of Lease Date 8
4.2 Commencement Date and Expiration Date 8
4.3 Effective Date 8
5. RENT 8
6. TAXES, ASSESSMENTS AND OTHER EXPENSES 8
6.1 Taxes and Assessments, Licenses, Permit Fees and Liens 8
6.2 Other Expenses 8
6.3 Evidence of Payment 8
7. USE; COVENANTS TO PROTECT PREMISES AND CITY FACILITIES 9
7.1 Tenant's Permitted Use 9
7.2 Covenants Regarding Use 9
8. IMPROVEMENTS 10
8.1 Construction of Improvements 10
8.2 Ownership of Improvements 10
8.3 Tenant's Personal Property 10
9. REPAIRS AND MAINTENANCE TO PREMISES 10
10. LIENS 11
11. RESERVATION OF RIGHTS REGARDING OWNERSHIP OF PREMISES 11
12. COMPLIANCE WITH LAWS 11
12.1 Compliance with Laws 11
12.2 Regulatory Approvals 12
12.3 Reports 12
13. DAMAGE OR DESTRUCTION 12
13.1 Damage or Destruction to the Improvements 12
13.2 Waiver 13
14. DAMAGES TO CITY FACILITIES CAUSED BY FUTURE OVERFLOWS OF THE VISTA GRANDE CANAL 13
14.1 Accounting for Repairs to City Facilities; Handling of Third Party Claims 13
14.2 Arbitration 13
14.3 Escrow Account 14
14.4 No Admission of Liability • 14
15. INDEMNIFICATION 14
16. INSURANCE 14
16.1 Tenant's Insurance 14
16.2 General Requirements 15
16.3 Proof of Insurance 15
16.4 Review of Insurance Requirements 16
16.5 Lapse of Insurance 16
16.6 Tenant's Personal Property 16
16.7 City's Self Insurance 16
16.8 Waiver of Subrogation 16
ii
16.9 Compliance with City's Risk Management Requirements 16
17. ASSIGNMENT AND SUBLETTING 16
18. DEFAULT; REMEDIES 17
18.1 Events of Default 17
18.2 Remedies 17
18.3 City's Right to Cure Tenant's Defaults 17
19. ACCESS BY CITY 18
19.1 Access to Premises by City 18
19.2 Pipeline and Utility Installations 19
19.3 Roadways 19
20. SURRENDER 19
20.1 Surrender of the Premises 19
20.2 Automatic Reversion 19
21. SCHEDULE FOR COMPLETION OF DRAINAGE FACILITIES BY DALY CITY; TRANSFER OF TITLE TO VISTA GRANDE TUNNEL 20
21.1 Resolution of Vista Grande Drainage Area Flood Problem 20
21.2 Transfer of Title to Vista Grande Tunnel Upon Completion of Drainage Improvements 20
22. GENERAL PROVISIONS 20
22.1 Notices 20
22.2 No Implied Waiver 21
22.3 Amendments 21
22.4 Authority 71
22.5 Joint and Several Obligations 21
22.6 Interpretation of Lease 21
22.7 Successors and Assigns 21
22.8 Severability 22
iii
-
22.9 Governing Law 22
22.10 Entire Agreement 22
22.11 Attorneys' Fees 22
22.12 Time of Essence 22
22.13 Cumulative Remedies 22
22.14 Relationship of Parties 23
22.15 Transfer by City 23
22.16 Recording 23
22.17 Non-Liability of City Officials, Employees and Agents 23
22.18 Conflicts of Interest 23
22.19 Charter Provisions 73
22.20 Consents, Approvals, Elections and Options 23
22.21 Disclosure 24
iv
LIST OF EXHIBITS
EXHIBIT A
EXHIBIT B
EXHIBIT C
EXHIBIT D
EXHIBIT E
EXHIBIT F
1993 Assignment
Legal Description of Premises
SFPUC Drawing of Premises
Map of City Facilities
General Schedule of Activities to Resolve Vista Grande Flooding Form Escrow Instructions
SAN FRANCISCO PUBLIC UTILITIES COMMISSION
GROUND LEASE
THIS GROUND LEASE (this "Lease") dated for reference purposes only as of , is by and between the CITY AND COUNTY OF SAN FRANCISCO, a municipal corporation ("City" or "Landlord"), and the CITY OF DALY CITY, a municipal corporation ("Daly City" or "Tenant"), collectively referred to as the "Parties."
RECITALS
A. In 1993 City and Daly City entered into and recorded an Assignment and Assumption of Easements dated July 13, 1993 ("1993 Assignment"), in which City assigned and Daly City assumed San Francisco's right, title and interest in certain easements, as described in the 1993 Assignment.
B. The easements assigned and assumed pursuant to the 1993 Assignment govern the use of real property in connection with operation and maintenance of the Vista Grande Canal and certain connecting pipelines thereto that had been previously authorized under revocable permits between the Parties, but did not include the Vista Grande Tunnel, which continues to be owned by the SFPUC and used by Daly City for the disposal of sanitary sewage effluent and storm water. A true and correct copy of the 1993 Assignment is attached hereto as Exhibit A and is incorporated herein by this reference.
C. The Parties desire to enter into this Lease for the purpose of formalizing Daly City's use of the Vista Grande Tunnel and for resolving disputes arising out of property damage caused to City by Daly City's use of the Vista Grande Canal and Tunnel for storm water disposal purposes.
LEASE
City and Daly City hereby agree as follows:
1. BASIC LEASE INFORMATION
The following is a summary of basic lease information (the "Basic Lease Information").
Each item below shall be deemed to incorporate all of the terms set forth in this Lease pertaining to such item. In the event of any conflict between the information in this Section and any more specific provision of this Lease, the more specific provision shall control.
Lease Reference Date: July 2, 2007
Landlord: CITY AND COUNTY OF SAN FRANCISCO
Tenant: CITY OF DALY CITY and its subsidiaries, including the North San Mateo County Sanitation District
Premises (Section 3.1): Vista Grande Tunnel
Term (Section 4.1): Estimated Commencement Date: August 9, 2007 Commencement Date: , 2007
Expiration Date: , 2017
Use (Section 7.1):
Notice Address of City
(Section 22.1):
with a copy to:
Key Contact for City:
Telephone No.:
Facsimile No.:
Notice Address of Tenant
(Section 22.1):
with a copy to:
Key Contact for Tenant:
Telephone No.:
Facsimile No.:
Operation, maintenance and repair of existing Vista Grande Tunnel for conveyance of treated wastewater, stormwater, and other runoff water.
Real Estate Services
Public Utilities Commission
1155 Market St., 4th Flr.
San Francisco, CA 94103
Attn: Director
Office of the City Attorney
City and County of San Francisco
Room 234, City Hall
1 Dr. Carlton B. Goodlett Place
San Francisco, CA 94102-4682
Attn: Real Estate & Finance Team
Garrett M. Dowd
(415) 487-5211
Office of City Manager
City of Daly City
333 90th Street
Daly City, CA 94015
Attn: Patricia E. Martel
Office of the City Attorney
City of Daly City
333 90th Street
Daly City, CA 94015
Attn: Rose Zimmerman
Patricia E. Martel
(650) 991-8127
(650) 991-5759
2. DEFINITIONS
For purposes of this Lease, initially capitalized terms shall have the meanings ascribed to them in this Section:
"1993 Assignment" means the Assignment and Assumption of Easements dated July 13, 1993, in which City assigned and Daly City assumed San Francisco's right, title and interest in certain easements associated with the Vista Grande Canal upstream of the Premises. "Additional Charges" means any and all real and personal property taxes, possessory interest taxes and other costs, impositions and expenses described in Section 6 hereof or otherwise payable by Tenant under this Lease.
2 "Affiliate of Tenant" means any person or entity which directly or indirectly, through one or more intermediaries, controls, is controlled by or is under the common control with, Tenant. As used above, the words "control," "controlled" and "controls" mean the right and power, directly or indirectly through one or more intermediaries, to direct or cause the direction of substantially all of the management and policies of a person or entity through ownership of voting securities or by contract, including, but not limited to, the right to fifty percent (50%) or more of the capital or earnings of a partnership or, alternatively, ownership of fifty percent (50%) or more of the voting stock of a corporation.
"Agents" means, when used with reference to either Party to this Lease, the officers, directors, employees, agents and contractors of such Party, and their respective heirs, legal representatives, successors and assigns.
"Alterations" means any alterations, installations or additions to any Improvements or to the Premises.
"Assignment" has the meaning given in Section 17 hereof "Award" means all compensation, sums or value paid, awarded or received for a Taking, whether pursuant to judgment, agreement, settlement or otherwise, or an arbitrator's Award pursuant to Section 14.2 hereof
"Basic Lease Information" means the information with respect to this Lease summarized in Section 1 hereof
"City" means the City and County of San Francisco, a municipal corporation. "City Facilities" means any and all SFPUC water or sewer pipelines, storage boxes, drainage pipelines, hatch covers, wells and other surface and subsurface facilities owned by the SFPUC (except for the Vista Grande Tunnel) and now or later located in, under, on or about the Premises for the storage, transportation or distribution of water or treatment of wastewater for municipal purposes, together with all appurtenances thereto and all monuments thereof, along with all other City property below the overflow elevation of the Vista Grande Canal, including streets, roadways, recreational improvements at Lake Merced, and related appurtenances, as shown on Exhibit D.
"Commencement Date" means the date on which the Term of this Lease commences as described in Section 4.2 hereof.
"Date of Taking" means the earlier of (i) the date upon which title to the portion of the Premises taken passes to and vests in the condemnor or (ii) the date on which Tenant is dispossessed.
"Effective Date" means the date on which this Agreement becomes effective pursuant to Section 4.3 hereof.
"Encumber" means create any Encumbrance; "Encumbrance" means any mortgage, deed of trust, assignment of rents, fixture filing, security agreement, or similar security instrument, or other lien or encumbrance.
"Encumbrancer" means a mortgagee, beneficiary of a deed of trust or other holder of an Encumbrance.
"Environmental Laws" means any present or future federal, state or local Laws or policies relating to Hazardous Material (including, without limitation, its use, handling, 3 transportation, production, disposal, discharge or storage) or to human health and safety, industrial hygiene or environmental conditions in, on, under or about the Premises (including any permitted Improvements) and any other property, including, without limitation, soil, air and groundwater conditions.
"Event of Default" means any one of the events of default described in Section 18.1 hereof
"General Manager" means the General Manager of the Public Utilities Commission. "Hazardous Material" means any material that, because of its quantity, concentration or physical or chemical characteristics, is deemed by any federal, state or local governmental authority to pose a present or potential hazard to human health or safety or to the environment.
Hazardous Material includes, without limitation, any material or substance defined as a "hazardous substance," or "pollutant" or "contaminant" pursuant to the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA," also commonly known as the "Superfund" law), as amended, (42 U.S.C. Sections 9601 et seq.) or pursuant to Section 25281 of the California Health & Safety Code; any "hazardous waste" listed pursuant to Section 25140 of the California Health & Safety Code; any asbestos and asbestos containing materials whether or not such materials are part of the structure of any existing improvements on the Land, any Improvements to be constructed on the Land by or on behalf of Tenant, or are naturally occurring substances on, in or about the Land; and petroleum, including crude oil or any fraction thereof, and natural gas or natural gas liquids. "Hazardous Material Claims" means any and all enforcement, Investigation, Remediation or other governmental or regulatory actions, agreements or orders threatened, instituted or completed pursuant to any Environmental Laws, together with any and all Losses made or threatened by any third party against City, the PUC, their Agents, or the Premises or any Improvements, relating to damage, contribution, cost recovery compensation, loss or injury resulting from the presence, release or discharge of any Hazardous Materials, including, without limitation, Losses based in common law. Hazardous Materials Claims include, without limitation, Investigation and Remediation costs, fines, natural resource damages, damages for decrease in value of the Premises or any Improvements, the loss or restriction of the use or any amenity of the Premises or any Improvements, and attorneys' fees and consultants' fees and experts' fees and costs.
"Improvements" means any and all buildings, structures, fixtures and other improvements constructed, installed or placed on the Premises by or on behalf of Tenant pursuant to this Lease, including, without limitation, any roads, trails, driveways, parking areas, curbs, walks, fences, walls, stairs, poles, plantings and landscaping. "Indemnify" means indemnify, protect, defend and hold harmless forever. "Indemnified Parties" means City, including, but not limited to, all of its boards, commissions, departments, agencies and other subdivisions, including, without limitation, its PUC, and all of its and their respective Agents, and their respective heirs, legal representatives, successors and assigns, and each of them.
"Investigation" when used with reference to Hazardous Material means any activity undertaken to determine the nature and extent of Hazardous Material that may be located in, on, under or about the Premises, any Improvements or any portion thereof or which have been, are being, or threaten to be Released into the environment. Investigation shall include, without limitation, preparation of site history reports and sampling and analysis of environmental conditions in, on, under or about the Premises or any Improvements. 4 "Invitees" when used with respect to Tenant means the clients, customers, invitees, guests, members and licensees, assignees and subtenants of Tenant. "Joint Study" means the August, 2006 study entitled "Vista Grande Watershed Study" by RMC Water and Environment that was jointly funded by the Parties. "Land" means the real property described in Exhibit B attached hereto. "Landlord" means the City and County of San Francisco.
"Law" means any law, statute, ordinance, resolution, regulation, proclamation, order or decree of any municipal, county, state or federal government or other governmental or regulatory authority with jurisdiction over the Premises, or any portion thereof, whether currently in effect or adopted in the future and whether or not in the contemplation of the Parties. "Lease" means this Lease as it may be amended in accordance with its terms. "Losses" means any and all claims, demands, losses, liabilities, damages, liens, injuries, penalties, fines, lawsuits and other proceedings, judgments and awards and costs and expenses, including, without limitation, reasonable attorneys' and consultants' fees and costs. "Official Records" means the official records of the county(ies) in which the Premises are located.
"Party" means City or Tenant; "Parties" means both City and Tenant. "Premises" has the meaning given in Section 3.1 hereof. The Premises shall include any existing and permitted future Improvements, together with any additions, modifications or other Alterations thereto permitted hereunder. Notwithstanding anything to the contrary in this Lease, the Premises do not include the City Facilities, nor any water, water rights, riparian rights, water stock, mineral rights or timber rights relating to the Premises. "PUC" means the Public Utilities Commission of the City and County of San Francisco. "Release" when used with respect to Hazardous Material means any actual or imminent spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing into or inside any existing improvements or any Improvements constructed hereunder by or on behalf of Tenant, or in, on, under or about the Premises or City Facilities or any portion thereof
"Remediation" when used with reference to Hazardous Material means any activities undertaken to clean up, remove, contain, treat, stabilize, monitor or otherwise control any Hazardous Material located in, on, under or about the Premises or City Facilities or which have been, are being, or threaten to be Released into the environment. Remediate includes, without limitation, those actions included within the definition of "remedy" or "remedial action" in California Health and Safety Code Section 25322 and "remove" or "removal" in California Health and Safety Code Section 25323.
"Rent" means any real and personal property taxes, possessory interest taxes and other costs, impositions and expenses described in Section 5 hereof or otherwise payable by Tenant under this Lease.
"SFPUC" means the Public Utilities Commission of the City and County of San Francisco.
"Sublease" has the meaning given in Section 17 hereof.
"Taking" means a taking or damaging, including severance damage, by eminent domain, inverse condemnation or for any public or quasi-public use under Law. A Taking may occur pursuant to the recording of a final order of condemnation, or by voluntary sale or conveyance in lieu of condemnation or in settlement of a condemnation action. "Tenant" means the Party identified as Tenant in the Basic Lease Information and at the beginning of this Lease. Except when immediately followed by the word "itself," the term Tenant shall also refer to the successors and assigns of Tenant's interests under this Lease, provided that the rights and obligations of Tenant's successors and assigns shall be limited to only those rights and obligations that this Lease permits to be transferred and that have been transferred in accordance with this Lease.
"Tenant's Personal Property" means the personal property of Tenant described in Section 8.3 hereof.
"Term" means the term of this Lease as determined under Section 4.1 hereof "Transfer" means any Assignment or Sublease.
"Transferee" means any recognized assignee of any part of Tenant's leasehold interest hereunder or any recognized subtenant of any portion of the Premises, pursuant to a Transfer that complies with Section 17 hereof
"Unmatured Event of Default" means any default by Tenant under this Lease that, with the giving of notice or the passage of time, or both, would constitute an Event of Default hereunder.
3. PREMISES
3.1 Leased Premises
Subject to the terms, covenants and conditions of this Lease, City leases to Tenant and Tenant leases from City, the real property located in the City and County of San Francisco, State of California, more particularly described in the attached Exhibit B, together with any and all improvements existing thereon and owned by City as of the date of this Lease including but not limited to the Vista Grande Tunnel and all appurtenances thereto used by Daly City that were not included in the 1993 Assignment (the "Premises"); excluding therefrom and reserving during the Term unto City, its successors and assigns, the rights described in Section 3.2 below. Tenant shall have the exclusive right to use the Premises for the conveyance of treated wastewater, stormwater, and other runoff water. The Premises are shown generally on SFPUC Drawing No. , a copy of which is attached hereto as EXHIBIT C. Nothing in this Lease is intended to grant Tenant any right whatsoever to possess, use or operate the City Facilities, or any portion thereof.
3.2 Rights Reserved to City
Notwithstanding anything to the contrary in this Lease, City reserves and retains all of the following rights relating to the Premises:
(a) Any and all water and water rights, including, but not limited to (i) any and all surface water and surface water rights, including, without limitation, riparian rights and appropriative water rights to surface streams and the underflow of streams, and (ii) any and all groundwater and subterranean water rights, including, without limitation, the right to export 6 percolating groundwater for use by City or its water customers; provided, however, that nothing in this Section 3.2 shall limit the rights of Tenant to use the Premises for the conveyance of treated wastewater, stormwater, and other runoff water. (b) Any and all timber and timber rights, including, without limitation, all standing trees and downed timber;
(c) Any and all minerals and mineral rights of every kind and character now known to exist or hereafter discovered in the Premises, including, but not limited to, oil and gas rights thereto, together with the sole, exclusive, and perpetual right to explore for, remove, and dispose of those minerals by any means or methods suitable to City or its successors and assigns, but without entering upon or using the surface of the lands of the Premises and in such manner as not to damage the surface of the Premises or to interfere with the permitted use thereof by Tenant, without Tenant's prior written consent;
(d) All rights to use, operate, maintain, repair, enlarge, modify, expand, replace and reconstruct the City Facilities;
(e) The right to grant future easements and rights-of-way over, across, under, in and upon the Premises as City shall determine to be in the public interest, provided that any such easement or right-of-way shall be conditioned upon the grantee's assumption of liability to Tenant for damage to its property that Tenant may sustain hereunder as a result of the grantee's use of such easement or right-of-way; and provided, further, that any future easements or rights- of-way granted by City as to the Premises shall prohibit interference with Tenant's use of the Premises under this Lease;
All rights of access provided for in Section 19 below.
3.3 As Is Condition of Premises
(a) Inspection of Premises
Tenant represents and warrants that Tenant has conducted a thorough and diligent inspection and investigation, either independently or through Agents of Tenant's own choosing, of the Premises and the suitability of the Premises for Tenant's intended use. Tenant is fully aware of the needs of its operations and has determined, based solely on its own investigation, that the Premises are suitable for its operations and intended uses. (b) As Is; Disclaimer of Representations
Tenant acknowledges and agrees that the Premises are being leased and accepted in their "AS IS, WITH ALL FAULTS" condition, without representation or warranty of any kind, and subject to all applicable Laws governing the use, occupancy, management, operation and possession of the Premises. Without limiting the foregoing, this Lease is made subject to any and all covenants, conditions, restrictions, easements and other title matters affecting the Premises, or any portion thereof, to the extent valid and enforceable under California law.
Tenant acknowledges and agrees that neither City, PUC, nor any of their Agents have made, and City hereby disclaims, any representations or warranties, express or implied, concerning: (i) title or survey matters affecting the Premises, (ii) the physical, geological, seismological or environmental condition of the Premises, (iii) the quality, nature or adequacy of any utilities serving the Premises, (iv) the present or future suitability of the Premises for Tenant's intended uses, (v) the feasibility, cost or legality of constructing any Improvements on the Premises if required for Tenant's use and permitted under this Lease, or (vi) any other matter whatsoever relating to the Premises or their use, including, without limitation, any implied warranties of merchantability or fitness for a particular purpose.
7 4. TERM
4.1 Term of Lease Date
The Premises are leased for a term (the "Term") commencing on the date specified in the Basic Lease Information as the commencement date (the "Commencement Date"), subject to this Lease becoming effective pursuant to Section 4.3 below. The Term of this Lease shall end on the expiration date specified in the Basic Lease Information, unless sooner terminated pursuant to the provisions of this Lease. This Lease may be renewed upon mutual agreement of the Parties.
4.2 Commencement Date and Expiration Date
The dates on which the Term commences and terminates pursuant hereto are referred to respectively as the "Commencement Date" and the "Expiration Date."
4.3 Effective Date
This Lease shall become effective on the date (the "Effective Date") upon which (i) the PUC passes a resolution approving this Lease, and (ii) the Parties hereto have duly executed and delivered this Lease.
5. RENT
This Lease is a "net lease." Accordingly, Tenant shall be solely responsible for paying each item of cost or expense of every kind and nature whatsoever, the payment of which City would otherwise be or become liable by reason of its estate or interests in the Premises and any Improvements, any rights or interests of City in or under this Lease, or the ownership, leasing, operation, management, maintenance, repair, rebuilding, remodeling, renovation, use or occupancy of the Premises, any permitted Improvements, or any portion thereof.
6. TAXES, ASSESSMENTS AND OTHER EXPENSES
6.1 Taxes and Assessments, Licenses, Permit Fees and Liens Tenant recognizes and agrees that this Lease may create a possessory interest subject to property taxation and that Tenant may be subject to the payment of property taxes levied on such interest.
6.2 Other Expenses
Tenant shall be responsible for any and all other charges, costs and expenses related to its use, occupancy, operation or enjoyment of the Premises or any Improvements permitted thereon, including, without limitation, the cost of any utilities or services necessary for Tenant's use.
6.3 Evidence of Payment
Tenant shall, upon City's request, furnish to City within ten (10) days after the date when any charges are due and payable, official receipts of the appropriate taxing authority or other evidence reasonably satisfactory to City, evidencing payment thereof
7. USE; COVENANTS TO PROTECT PREMISES AND CITY FACILITIES
7.1 Tenant's Permitted Use
Tenant may use the Premises and any Improvements allowed hereunder only for the use specified in the Basic Lease Information, and for no other purpose.
7.2 Covenants Regarding Use
As a material inducement to City to enter into this Lease, Tenant covenants with City as follows:
(a) No Unlawful Uses or Nuisances
Tenant shall not use or occupy any of the Premises or any Improvements, or permit the use or occupancy thereof, in any unlawful manner or for any illegal purpose, or permit to be carried on any offensive, immoral, noisy or hazardous use. Tenant shall take all precautions to eliminate immediately any nuisances or hazards relating to its activities on or about the Premises or any Improvements permitted hereunder. (b) Covenant Against Waste
Tenant shall not cause or permit any waste, damage or injury to the Premises. (c) Covenant to Protect City Facilities
At all times during the Term of this Lease, Tenant shall protect the City Facilities from any damage, injury or disturbance. If Tenant or any of its Agents or Invitees damages, injures or disturbs any of the City Facilities, or any portion of the City Facilities (including monuments), Tenant shall immediately notify City of that occurrence. City may, without limiting any of its other rights hereunder, take all actions it deems proper to repair such City Facilities (including relocation of monuments) at Tenant's sole expense. Tenant shall promptly, upon City's request, remove or alter to City's satisfaction and at Tenant's sole cost, any Improvements, Alterations or Tenant's Personal Property placed on the Premises by or on behalf of Tenant as necessary to avoid interference with City's use of the Premises for municipal purposes. Alternatively, subject to the SFPUC General Manager's approval in his or her sole discretion, Tenant may pay City for the costs determined by the SFPUC General Manager that City will incur as a result of such interference.
(d) Covenant to Protect Water Courses
Tenant shall not cause any flooding on adjacent land occupied by City Facilities.
If such flooding occurs and City Facilities are damaged, Tenant shall reimburse City for all costs of repairing City Facilities and the Parties will otherwise resolve any disputes arising out of such flooding in accordance with the provisions of Section 14.2 of this Lease. Tenant shall not engage in any activity that causes any change, disturbance, fill, alteration or impairment to the bed, bank or channel of any natural water course, wetland, or other body of water on, in, under or about the Premises, nor shall Tenant engage in any activity that would pollute or degrade any surface or subsurface waters or result in the diminution or drainage of such waters. (e) Covenant Against Dumping
Tenant shall not cause or permit the dumping or other disposal on, under or about the Premises of landfill, refuse, Hazardous Material or other materials that are unsightly or could pose a hazard to the human health or safety, native vegetation or wildlife, or the environment. 9 8. IMPROVEMENTS
8.1 Construction of Improvements
Tenant shall not construct or install any Improvements nor make or permit any Alterations in, to or about the Premises, without SFPUC's prior written consent in each instance, which consent shall not be unreasonably withheld. Subject to SFPUC's consent as provided above, any permitted Improvements or Alterations shall be done at Tenant's sole expense (i) in strict accordance with plans and specifications approved in advance by SFPUC in writing, (ii) by duly licensed and bonded contractors or mechanics approved by SFPUC, (iii) in a good and professional manner, (iv) in strict compliance with all laws, and (v) subject to all other conditions that SFPUC may reasonably impose, including, without limitation, provision of such completion security as is acceptable to SFPUC. In no event shall the construction or installation of any such Improvements or the making of any Alterations impair the use or operation of the City Facilities, or any portion thereof, or City's access thereto. Prior to the commencement of any work on the Premises to construct any permitted Improvements or make any permitted Alterations, Tenant, at its sole expense, shall procure all required permits and approvals and shall promptly upon receipt deliver copies of all such documents to SFPUC. No material change from the plans and specifications approved by SFPUC may be made without SFPUC's prior consent.
SFPUC and its Agents shall have the right to inspect the course of such construction at all times.
Upon completion of such Improvements or Alterations, Tenant shall furnish SFPUC with a complete set of final as-built plans and specifications. Tenant shall require from each contractor and subcontractor performing any work on or about the Premises a policy of general public liability insurance, with such limits as may reasonably be required by City from time to time, but in any event not less than One Million Dollars ($1,000,000) combined single limit. Such insurance shall also be in compliance with the requirements set forth in Section 16.2(c).
8.2 Ownership of Improvements
Any Improvements or Alterations constructed on or affixed to the Premises by or on behalf of Tenant pursuant to the terms and limitations of Section 8.1 above shall be and remain Tenant's property during the Term. Upon the Expiration Date or any earlier termination hereof, Tenant shall remove all such Improvements and Alterations from the Premises in accordance with the provisions of Section 20.1 hereof, unless SFPUC, at its sole option and without limiting any of the provisions of Section 8.1 above, requires as a condition to approval of any such Improvements or Alterations that such Alterations or Improvements remain on the Premises following the expiration or termination of this Lease or unless SFPUC as a condition of such approval reserves the right to elect by notice to Tenant not less than thirty (30) days prior to the end of the Term to have such Improvements or Alterations remain on the Premises.
8.3 Tenant's Personal Property
All furniture, furnishings and articles of movable personal property and equipment installed in the Premises by or for the account of Tenant that can be removed without structural or other material damage to the Premises (all of which are herein called "Tenant's Personal Property") shall be and remain the property of Tenant and may be removed by it subject to the provisions of Section 20.1 hereof. At least ten (10) days prior to delinquency, Tenant shall pay all taxes levied or assessed upon Tenant's Personal Property and shall deliver satisfactory evidence of such payment to City.
9. REPAIRS AND MAINTENANCE TO PREMISES
Tenant assumes full and so1e responsibility for the condition, operation, repair, maintenance and management of the Premises, including the Vista Grande Tunnel, all appurtenances thereto that were not transferred to Tenant in the 1993 Assignment, and any 10 permitted Improvements from and after the Commencement Date. City shall not under any circumstances be responsible for the performance of any repairs, changes or alterations to the Premises or any adjoining property (including, without limitation, access roads, utilities and other infrastructure serving the Premises), nor shall City be liable for any portion of the cost thereof. Tenant shall make all repairs and replacements that may be necessary to maintain the Premises in a safe condition and in good order and repair.
10. LIENS
Tenant shall keep the Premises and all of City's property free (including, without limitation, the City Facilities) from any liens arising out of any work performed, material furnished or obligations incurred by or for Tenant. In the event Tenant does not, within five (5) days following the imposition of any such lien, cause the lien to be released of record by payment or posting of a proper bond, City shall have in addition to all other remedies provided herein and by Law or equity the right, but not the obligation, to cause the same to be released by such means as it shall deem proper, including, but not limited to, payment of the claim giving rise to such lien. All such sums paid by City and all expenses it incurs in connection therewith (including, without limitation, reasonable attorneys' fees) shall be payable to City by Tenant upon demand. City shall have the right at all times to post and keep posted on the Premises any notices permitted or required by Law or that City deems proper for its protection and protection of the Premises and City's property, from mechanics' and materialmen's liens. Tenant shall give City at least fifteen (15) days' prior written notice of the commencement of any repair or construction on any of the Premises. Notwithstanding the foregoing, Tenant shall have the right, upon posting of an adequate bond or other security acceptable to City, to contest any such lien, and in such case City shall not seek to satisfy or discharge such lien unless Tenant has failed to do so within ten (10) days after final determination of the validity thereof. Tenant shall Indemnify City, the other Indemnified Parties and the Premises against any and all Losses arising out of any such contest.
11. RESERVATION OF RIGHTS REGARDING OWNERSHIP OF PREMISES While the form of this agreement is a lease, neither Party intends the form of the agreement to imply ownership of the Vista Grande Tunnel or the land upon which it is situated.
Therefore, notwithstanding any other provision of this Lease, nothing in this Lease shall constitute an admission, express or implied, by either Party as to the ownership of the Vista Grande Tunnel or the land upon which it is situated.
12. COMPLIANCE WITH LAWS
12.1 Compliance with Laws
Tenant shall promptly, at its sole expense, maintain the Premises, including any Improvements and Tenant's use and operations thereon in strict compliance at all times with all present and future Laws, whether foreseen or unforeseen, ordinary as well as extraordinary.
Such Laws shall include, without limitation, all Laws relating to health and safety and disabled accessibility including, without limitation, the Americans with Disabilities Act, 42 U.S.C.
Sections 12101 et seq., all present and future Environmental Laws (as defined in this Lease), and all present and future life safety and fire sprinkler requirements. The Parties acknowledge and agree that Tenant's obligation to comply with all laws as provided herein is a material part of the bargained-for consideration under this Lease. Tenant's obligation under this Section shall include, without limitation, the responsibility of Tenant to make substantial or structural repairs and alterations to the Premises (including any Improvements), regardless of, among other factors, the relationship of the cost of curative action to the Rent under this Lease, the length of the then remaining Term hereof, the relative benefit of the repairs to Tenant or City, the degree to which the curative action may interfere with Tenant's use or enjoyment of the Premises, the 11 likelihood that the parties contemplated the particular Law involved, and whether the Law involved is related to Tenant's particular use of the Premises. Without limiting Section 5 hereof, no occurrence or situation arising during the Term, nor any present or future Law, whether foreseen or unforeseen, and however extraordinary, shall relieve Tenant from its obligations hereunder, or shall give Tenant any right to terminate this Lease in whole or in part or to otherwise seek redress against City. Tenant waives any rights now or hereafter conferred upon it by any existing or future Law to terminate this Lease, or to compel City to make any repairs to comply with any such Laws, on account of any such occurrence or situation.
12.2 Regulatory Approvals
Tenant's use of the Premises may require authorizations, approvals or permits from governmental regulatory agencies with jurisdiction over Tenant's operation and use of the Premises. Tenant shall be solely responsible for obtaining any and all such regulatory approvals.
Tenant shall bear all costs associated with applying for, obtaining and maintaining any necessary or appropriate regulatory approval and shall be solely responsible for satisfying any and all conditions imposed by regulatory agencies as part of a regulatory approval. Any fines or penalties levied as a result of Tenant's failure to comply with the terms and conditions of any regulatory approval are the sole responsibility of Tenant, and City shall have no liability, monetary or otherwise, for any such fines or penalties. Tenant shall Indemnify City and the other Indemnified Parties against all Losses arising in connection with Tenant's failure to obtain or comply with the terms and conditions of any regulatory approval.
Tenant understands and agrees that City, acting by and through its PUC, is entering into this Lease by acting as a property owner with a proprietary interest in the Premises and not as a regulatory agency with police powers. Nothing in this Lease shall limit in any way Tenant's obligation to obtain any required approvals from City departments, boards or commissions having jurisdiction over the Premises. By entering into this Lease, City is in no way modifying or limiting Tenant's obligation to cause the Premises or any permitted Improvements to be used and occupied in accordance with all applicable Laws, as provided further above.
12.3 Reports
Tenant shall submit a report and provide such documentation to City as City may from time to time request regarding Tenant's operations and evidencing compliance thereof with this Lease and all Laws.
13. DAMAGE OR DESTRUCTION
13.1 Damage or Destruction to the Improvements
In the case of damage to or destruction of the Premises by fire, earthquake, or any other casualty, whether insured or uninsured, Tenant shall, at its sole cost and with reasonable promptness and diligence, restore, repair, replace or rebuild the Premises as nearly as possible to the same condition, quality and class the Premises were in immediately before such damage or destruction, unless such damage or destruction was caused solely and directly by the gross negligence or willful misconduct of City or its Agents. With respect to any damage to or destruction by fire, earthquake or any other casualty to any Improvements permitted hereunder made by or on behalf of Tenant during the Term hereof, Tenant may, at its option and at its sole cost, restore, repair, replace or rebuild such Improvements to the condition such Improvements were in prior to such damage or destruction, subject to any changes made in strict accordance with the requirements of Section 8.1 above. However, if Tenant does not notify City in writing within thirty (30) days after the date of such damage or destruction of Tenant's election to restore, repair, replace or rebuild any such damaged or destroyed Improvements as provided above, Tenant shall promptly, at its sole cost, demolish such Improvements and remove them 12 (including all debris) from the Premises in compliance with the provisions of Section 20.1 below.
13.2 Waiver
The Parties understand and agree that the foregoing provisions of this Section are intended to govern fully the rights and obligations of the Parties in the event of damage or destruction to the Premises or Improvements, and City and Tenant each hereby waives and releases any right to terminate this Lease in whole or in part under Sections 1932.2 and 1933.4 of the Civil Code of California or under any similar Laws now or hereafter in effect, to the extent such rights are inconsistent with the provisions hereof
14. DAMAGES TO CITY FACILITIES CAUSED BY FUTURE OVERFLOWS OF
THE VISTA GRANDE CANAL
14.1 Accounting for Repairs to City Facilities; Handling of Third Party Claims The Parties recognize that, during the term of this Lease, the Vista Grande Canal may overflow and damage City Facilities, and that there may be third party claims as a result of such incidents. In the event that overflows from the Vista Grande Canal damage any City Facilities, City agencies will undertake the necessary repairs. All repairs to City Facilities that are undertaken by City shall be designed to restore the previously existing condition and function of said City Facilities, except where complete replacement is necessary, in which case the replacement shall restore the pre-existing function pursuant to then-current engineering standards and requirements. Subject to future agreement with the City agency undertaking the repairs to City facilities, City may allow Tenant to provide in-kind services to offset all or a portion of the total repair costs incurred as a result of the overflow incident. Upon City's completion of the repairs to City Facilities, City will provide Tenant with a detailed cost accounting of all costs incurred in undertaking the repairs, which will include "soft" costs such as engineering, permitting, and environmental compliance, as well as "hard" costs incurred by City forces or independent construction contractors undertaking the repairs, as permitted under Generally Accepted Accounting Principles. Tenant shall have a thirty (30) day period in which to object in writing to any portion of the repair cost set forth in the City's accounting. If Tenant does not object in writing within thirty (30) days to any portion of the City's accounting of repair or replacement costs, City may immediately request the release of Escrow funds for the total amount of the repair costs, as provided in Section 14.3 below. If Tenant disputes only a portion of the City's cost accounting for repairs, City may immediately request the release of the undisputed portion of the funds from Escrow as provided in Section 14.3 below. Disputed portions of the City's cost accounting will be resolved via binding arbitration as provided in Section 14.2 below. Third party claims resulting from overflow of the Vista Grande Canal shall be handled pursuant to Section 15 of this lease, indemnification.
14.2 Arbitration
Resolution of any dispute between the Parties concerning City's withdrawal of funds from the escrow account established pursuant to Section 14.3 of this Lease for repair of damage to City Facilities shall be determined by arbitration in San Jose, California before one arbitrator.
The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures, and shall be concluded within sixty (60) days of the last of the thirty (30) day review period by Tenant. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitrator shall, in the Award, allocate all or part of the costs of the arbitration, including fees of the arbitrator and the reasonable attorneys' fees of the prevailing party. The term "costs" shall mean the costs and expenses of counsel to the Parties, which may include printing, duplicating and other expenses, air freight charges, hiring of 13 experts, and fees billed for law clerks, paralegals, and others not admitted to the bar but performing services under the supervision of an attorney. In the event that Tenant fails to pay City within thirty (30) days of the Arbitrator's award, interest shall accrue at the rate of 10% per year in accordance with the provisions of California Code of Civil Procedure section 685.010.
14.3 Escrow Account
The Parties hereby appoint Tina Davis of Fidelity National Title Company, 399 Bradford Street, #103, Redwood City, CA 94063 as Escrow Agent for purposes of this Lease, using the form escrow instructions attached to this Lease as Exhibit F. Tenant shall be solely responsible for payment of the Escrow Agent's fees set forth on Attachment 1 to Exhibit F. Within thirty (30) days following execution of this Lease by the Parties, Tenant shall deposit with Escrow Agent the sum of $500,000.00 ("Escrow Funds"). The Escrow Funds shall be deposited in an interest-bearing account and upon expiration of the Term, all unused Escrow Funds shall be returned to Tenant with interest. Upon either (1) receipt of a partially or wholly undisputed accounting of repairs to City Facilities following the expiration of the thirty (30) day review period set forth in Section 14.2 or (2) entry of judgment on an arbitration Award against Tenant in accordance with Section 14.2 of this Lease, the Escrow Agent shall release to City Escrow Funds in an amount necessary to cover the amount of the judgment. In the event of the release of Escrow Funds to City in accordance with this Lease, Tenant shall, within thirty (30) days following such release, replenish the Escrow Funds so that the amount of funds held in escrow equals the original amount of Escrow Funds ($500,000.00) required by this section, in addition to fully reimbursing City for the remaining total of any undisputed damage accounting or arbitration Award that was not satisfied by the initial release of Escrow Funds to City. In the event that the Escrow Funds are insufficient to cover the amount of the undisputed accounting or arbitration Award, City shall retain all remedies to enforce that portion of the accounting or arbitration Award not covered by the Escrow Funds, including litigation and submission of an insurance claim pursuant to Section 16 of this Lease.
14.4 No Admission of Liability
Nothing in this Lease constitutes an admission, express or implied, of any liability on the part of Daly City arising from or relating to use of the Vista Grande Canal and Tunnel.
15. INDEMNIFICATION
Tenant agrees to indemnify City against and hold City harmless from any and all costs, liabilities, losses, damages or expenses (including, without limitation, reasonable attorneys' fees) arising from or relating to Tenant's use of the Vista Grande Tunnel or the Easements conveyed from City to Tenant in 1993.
16. INSURANCE
16.1 Tenant's Insurance
Tenant shall procure and maintain throughout the Term of this Lease and pay the cost thereof, insurance in the following amounts and coverages:
(a) Property Insurance
Property insurance, on an all-risk form, including earthquake and flood, for one hundred percent (100%) of the full insurable value of the Premises and the permitted Improvements, with any deductible not to exceed Ten Thousand Dollars ($10,000) each occurrence. Such insurance shall include Tenant and City as named insureds as their respective interests may appear. "Full insurable value" shall mean the actual replacement cost of the 14 Improvements and the existing improvements; which are included in the Premises (excluding foundation and excavation costs but without deduction for physical depreciation). It shall be determined at inception and each renewal by Insurer selected and paid by Tenant and reasonably acceptable to City; provided, however, that City shall have the right, at any time, to ascertain the full insurable value at its own expense, except that in the event such full insurance value exceeds the value of the then existing amount of insurance coverage procured by Tenant, Tenant shall pay the expense of determining the full insurable value. (b) Commercial General Liability Insurance
Commercial General Liability Insurance with limits not less than One Million Dollars ($1,000,000) each occurrence combined single limit for bodily injury and property damage, including contractual liability, broad-form property damage, independent contractors, personal injury, products and completed operations.
(c) Other Insurance
City reserves the right to change amounts and types of insurance as permitted use of the property may change from time to time.
16.2 General Requirements
All insurance provided for under this Lease shall be effected under valid enforceable policies issued by insurers of recognized responsibility and reasonably approved by City. (a) Should any of the required insurance be provided under a claims-made form, Tenant shall maintain such coverage continuously throughout the term hereof and, without lapse, for a period of three (3) years beyond the expiration or termination of this Lease, to the effect that, should occurrences during the Term give rise to claims made after expiration or termination of this Lease, such claims shall be covered by such claims-made policies. (b) Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defense costs be included in such general annual aggregate limit, such general aggregate limit shall be double the occurrence or claims limits specified above. (c) All liability insurance policies shall be endorsed to provide the following:
(i) Name the City and County of San Francisco, its officers, agents and employees, as additional insureds, as their respective interests may appear hereunder. (ii) That such policies are primary insurance to any other insurance available to the additional insureds, with respect to any claims arising out of this Lease, and that insurance applies separately to each insured against whom claim is made or suit is brought, except with respect to the insurer's limit of liability. (iii) All policies shall be endorsed to provide thirty (30) days' advance written notice to City of cancellation or intended non-renewal, mailed to the address(es) for City set forth in the Basic Lease Information.
16.3 Proof of Insurance
Tenant shall deliver to City certificates of insurance and additional insured policy endorsements from insurers in a form satisfactory to City, evidencing the coverages required hereunder, on or before the Commencement Date, together with complete copies of the policies 15 promptly upon City's request, and Tenant shall provide City with certificates or policies thereafter at least ten (10) days before the expiration dates of expiring policies. In the event Tenant shall fail to procure such insurance, or to deliver such policies or certificates, City may, at its option, procure the same for the account of Tenant, and the cost thereof shall be paid to City within five (5) days after delivery to Tenant of bills therefore.
16.4 Review of Insurance Requirements
Tenant and City shall periodically review the limits and types of insurance carried pursuant to this Section. If the general commercial practice in the City and County of San Francisco is to carry liability insurance in an amount or coverage materially greater than the amount or coverage then being carried by Tenant with respect to risks comparable to those associated with the Premises, then, at City's option, Tenant shall increase at its sole cost the amounts or coverages carried by Tenant to conform to such general commercial practice.
16.5 Lapse of Insurance
Notwithstanding anything to the contrary in this Lease, City may elect, in City's sole and absolute discretion, to terminate this Lease upon the lapse of any required insurance coverage by written notice to Tenant.
16.6 Tenant's Personal Property
Tenant may, at its expense, insure Tenant's Personal Property.
16.7 City's Self Insurance
Tenant acknowledges that City self-insures against property and liability risks and agrees City shall not be required to carry any insurance with respect to the Premises or otherwise.
16.8 Waiver of Subrogation
Notwithstanding anything to the contrary contained herein, to the extent permitted by their respective policies of property insurance, City and Tenant each hereby waive any right of recovery against the other party for any loss or damage sustained by such other party with respect to the Premises, whether or not such loss is caused by the fault or negligence of such other party, but only to the extent such loss or damage is actually recovered from such insurance.
16.9 Compliance with City's Risk Management Requirements Tenant shall take no actions, nor shall it authorize the taking of any actions by third parties, in or about the Premises or any Improvements permitted hereunder, that would create any unusual fire risk, and shall take commercially reasonable steps to protect City from any potential premises liability. Tenant shall faithfully observe, at its expense, any and all reasonable requirements of City's Risk Manager with respect thereto and with the requirements of any policies of public liability, fire or other policies of insurance at any time in force with respect to the Premises and any Improvements as required hereunder.
17. ASSIGNMENT AND SUBLETTING
Tenant shall not directly or indirectly, voluntarily or by operation of Law, sell, assign, encumber, pledge, sublet, license, sublicense or otherwise transfer any part of its interest in or rights with respect to the Premises, any Improvements or its leasehold estate hereunder (each, a "Transfer") without the PUC's prior written consent in each instance, which consent shall not be unreasonably withheld. Any Transfer without the PUC's prior consent shall be voidable at the 16 option of the City in its sole and absolute discretion; and the General Manager shall have the right to terminate immediately this Lease by sending written notice to Tenant.
18. DEFAULT; REMEDIES
18.1 Events of Default
Any of the following shall constitute an event of default ("Event of Default") by Tenant hereunder:
(a) Rent
Any failure to pay any Rent or other sums as and when due, provided Tenant shall have a period of three (3) days from the date of written notice of such failure from City within which to cure any default in the payment of Rent or other sums; provided, however, that City shall not be required to provide such notice regarding Tenant's failure to make such payments when due more than twice during any calendar year, and any such failure by Tenant after Tenant has received two such notices in any calendar year from City shall constitute a default by Tenant hereunder without any requirement on the part of City to give Tenant notice of such failure or an opportunity to cure except as may be required by Section 1161 of the California Code of Civil Procedure;
(b) Covenants, Conditions and Representations
Any failure to perform or comply with any other covenant, condition or representation made under this Lease, provided Tenant shall have a period of fifteen (15) days from the date of written notice from City of such failure within which to cure such default under this Lease, or, if such default is not capable of cure within such 15-day period, Tenant shall have a reasonable period to complete such cure if Tenant promptly undertakes action to cure such default within such 15-day period and thereafter diligently prosecutes the same to completion and Tenant uses its best efforts to complete such cure within sixty (60) days after the receipt of notice of default from City; provided, however, that upon the occurrence during the Term of two (2) defaults of the same obligation City shall not be required to provide any notice regarding Tenant's failure to perform such obligation, and any subsequent failure by Tenant after Tenant has received two (2) such notices shall constitute a default by Tenant hereunder without any requirement on the part of City to give Tenant notice of such failure or an opportunity to cure.
18.2 Remedies
Upon the occurrence of an Event of Default by Tenant, City shall have all rights and remedies available to City at Law or in equity, including, as applicable, specific performance.
18.3 City's Right to Cure Tenant's Defaults
If Tenant defaults in the performance of any of its obligations under this Lease, then City may at any time thereafter with three (3) days prior written notice (except no such notice shall be required in the event of an emergency as determined by City), remedy such Event of Default for Tenant's account and at Tenant's expense. Tenant shall pay to City all sums expended by City, or other costs, damages, expenses or liabilities incurred by City, including, without limitation, reasonable attorneys' fees, in remedying or attempting to remedy such Event of Default. Tenant's obligations under this Section shall survive the termination of this Lease.
Nothing herein shall imply any duty of City to do any act that Tenant is obligated to perform under any provision of this Lease, and City's cure or attempted cure of Tenant's Event of Default shall not constitute a waiver of Tenant's Event of Default or any rights or remedies of City on account of such Event of Default.
17 19. ACCESS BY CITY
19.1 Access to Premises by City
(a) General Access
City reserves for itself and its designated Agents the right to enter the Premises and any portion thereof at all reasonable times upon not less than forty-eight (48) hours written notice to Tenant (except in the event of an emergency) for any of the following purposes:
(i) To determine whether the Premises are in good condition and to inspect the Premises (including, without limitation, soil borings or other Hazardous Material Investigations);
(ii) To determine whether Tenant is in compliance with its obligations hereunder and to cure or attempt to cure any such default in accordance with the provisions of Section 18.3 hereof;
(iii) To serve, post or keep posted any notices required or allowed under any of the provisions of this Lease;
(iv) To do any maintenance or repairs to the Premises that City has the right or the obligation, if any, to perform hereunder; and (v) To show it to any prospective purchasers, brokers, Encumbrancers or public officials, or, during the last year of the Term of this Lease, exhibiting the Premises to prospective tenants or other occupants, and to post any "for sale" or "for lease" signs in connection therewith.
(b) Emergency Access
In the event of any emergency, as determined by City, City may, at its sole option and without notice, enter the Premises and alter or remove Tenant's Personal Property on or about the Premises. City shall have the right to use any and all means City considers appropriate to gain access to any portion of the Premises in an emergency. In such case, City shall not be responsible for any damage or injury to any such property, nor for the replacement of any such property and any such emergency entry shall not be deemed to be a forcible or unlawful entry onto or a detainer of, the Premises, or an eviction, actual or constructive, of Tenant from the Premises or any portion thereof.
(c) No Liability
City shall not be liable in any manner, and Tenant hereby waives any claims, for any inconvenience, disturbance, loss of business, nuisance or other damage arising out of City's entry onto the Premises, except damage resulting directly and exclusively from the gross negligence or willful misconduct of City or its Agents and not contributed to by the acts, omissions or negligence of Tenant, its Agents or Invitees. (d) Minimize Disruption
City shall use its reasonable good faith efforts to conduct any activities on the Premises allowed under this Section in a manner that, to the extent practicable, will minimize any disruption to Tenant's use hereunder.
18 19.2 Pipeline and Utility Installations
Without limiting Section 19.1 above; City shall have the right at all times, to enter upon the Premises upon forty-eight (48) hours advance written or oral notice (except in cases of emergency as determined by City), to use, install, construct, repair, maintain, operate, replace, inspect, and remove City Facilities or any other public utility facilities. City shall bear the expense of any such activities, unless the need is occasioned by the acts, omissions or negligence of Tenant, its Agents or Invitees. City shall not be responsible for any temporary loss or disruption of Tenant's use of the Premises occasioned by any such facility installations or other activities.
19.3 Roadways
City and its Agents shall have the right to enter upon and pass through and across the Premises on any existing or future roadways and as City otherwise determines necessary or appropriate for purposes of the City Facilities, provided that City shall use its reasonable good faith efforts to use such roadways in a manner that, to the extent practicable, will minimize any disruption to Tenant's use hereunder.
20. SURRENDER
20.1 Surrender of the Premises
Upon the Expiration Date or any earlier termination of this Lease pursuant hereto, Tenant shall surrender to City the Premises, in good condition, order and repair, free from debris and hazards, and free and clear of all liens, easements and other Encumbrances created or suffered by, through or under Tenant. On or before the Expiration Date or any earlier termination hereof, Tenant shall, at its sole cost, remove any and all of Tenant's Personal Property from the Premises and demolish and remove any and all Improvements and Alterations from the Premises (except for the building and other improvements existing on the Commencement Date and any other Improvements or Alterations that City agrees are to remain part of the Premises pursuant to the provisions of Section 8.2). Iri addition, Tenant shall, at its sole expense, repair any damage to the Premises resulting from the removal of any such items and restore the Premises to their condition immediately prior to the presence of any Improvements or Alterations. In connection therewith, Tenant shall obtain any and all necessary permits and approvals, including, without limitation, any environmental permits, and execute any manifests or other documents necessary to complete the demolition, removal or restoration work required hereunder. Tenant's obligations under this Section shall survive the Expiration Date or other termination of this Lease. Any items of Tenant's Personal Property remaining on or about the Premises after the Expiration Date of this Lease may, at City's option, be deemed abandoned and in such case City may dispose of such property in accordance with Section 1980 et seq. of the California Civil Code or in any other manner allowed by Law.
If Tenant fails to surrender the Premises to City on the Expiration Date or earlier termination of the Term as required by this Section, Tenant shall Indemnify City against all Losses resulting therefrom, including, without limitation, Losses made by a succeeding tenant resulting from Tenant's failure to surrender the Premises.
20.2 Automatic Reversion
Upon the Expiration Date or earlier termination of this Lease, the Premises shall automatically, and without further act or conveyance on the part of Tenant or City, become the property of City, free and clear of all liens and Encumbrances and without payment therefore by City and shall be surrendered to City upon such date. Upon or at any time after the date of termination of this Lease, if requested by City, Tenant shall promptly deliver to City, without 19 charge, a quitclaim deed to the Premises suitable for recordation and any other instrument reasonably requested by City to evidence or otherwise effect the termination of Tenant's leasehold estate hereunder and to effect such transfer or vesting of title to the Premises or any permitted Improvements or Alterations that City agrees are to remain part of the Premises pursuant to the provisions of Section 8.2.
21. SCHEDULE FOR COMPLETION OF DRAINAGE FACILITIES BY DALY CITY; TRANSFER OF TITLE TO VISTA GRANDE TUNNEL
21.1 Resolution of Vista Grande Drainage Area Flood Problem The Joint Study examined potential solutions to ongoing flooding problems associated with Daly City's management of stormwater disposal facilities in the Vista Grande watershed in Daly City and unincorporated areas. Implementation of any of these solutions will be a complex, time-consuming, and costly endeavor. Daly City agrees that it will use best efforts to perform additional conceptual and detailed engineering, evaluate the alternatives in the Joint Study, obtain financing, conduct all required environmental review, and obtain necessary permits for, and implement a project to prevent overflows of the Vista Grande Canal into Lake Merced before the end of the Term in accordance with the schedule attached as Exhibit E.
21.2 Transfer of Title to Vista Grande Tunnel Upon Completion of Drainage Improvements
Should Daly City implement a project or projects to eliminate overflows from the Vista Grande Canal by the end of the Term, City agrees to transfer title to the Vista Grande Tunnel to Daly City at no cost, subject to the absolute and sole discretion of the SFPUC and the San Francisco Board of Supervisors in approving a transfer of real property. Tenant's acquisition of title to the Vista Grande Tunnel shall be subject to an exclusive easement to be reserved in City's sole discretion for the drainage of water from Lake Merced, provided that the use of said drainage easement shall not interfere with Tenant's continued use of the Vista Grande Tunnel for conveyance of treated wastewater to the Pacific Ocean.
22. GENERAL PROVISIONS
22.1 Notices
Except as otherwise expressly provided in this Lease, any notice given hereunder shall be effective only if in writing and given by delivering the notice in person, or by sending it first- class mail or certified mail with a return receipt requested or reliable commercial overnight courier, return receipt requested, with postage prepaid, to: (a) Tenant (i) at Tenant's address set forth in the Basic Lease Information, if sent prior to Tenant's taking possession of the Premises, or (ii) at the Premises if sent on or subsequent to Tenant's taking possession of the Premises, or (iii) at any place where Tenant or any Agent of Tenant may be found if sent subsequent to Tenant's vacating, abandoning or surrendering the Premises; or (b) City at City's address set forth in the Basic Lease Information; or (c) to such other address as either City or Tenant may designate as its new address for such purpose by notice given to the other in accordance with the provisions of this Section at least ten (10) days prior to the effective date of such change. Any notice hereunder shall be deemed to have been given two (2) days after the date when it is mailed if sent by first-class or certified mail, one (1) day after the date it is made if sent by commercial overnight courier, or upon the date personal delivery is made, and any refusal by either Party to accept the attempted delivery of any notice, if such attempted delivery is in compliance with this Section and applicable Laws, shall be deemed receipt of such notice. For convenience of the Parties, copies of notices may also be given by telefacsimile to the telefacsimile number set forth in the Basic Lease Information or such other number as may be provided from time to time; however, neither party may give official or binding notice by telefacsimile. The effective time of 20 a notice shall not be affected by the receipt, prior to receipt of the original, of a telefacsimile copy of the notice.
22.2 No Implied Waiver
No waiver of any violation or breach of this Lease shall be considered to be a waiver or breach of any other violation or breach of this Lease and forbearance to enforce one or more of the remedies provided in this Lease shall not be deemed to be a waiver of that remedy.
22.3 Amendments
Neither this Lease nor any term or provisions hereof may be changed, waived, discharged or terminated, except by a written instrument signed by the Parties hereto.
22.4 Authority
Each signatory of this Lease represents that they are authorized to enter into this Lease on behalf of the Party for which they sign. Each Party represents that it has legal authority to enter into and to perform all obligations under this Lease. Upon City's request, Tenant shall provide City with evidence reasonably satisfactory to City confirming the foregoing representations and warranties.
22.5 Joint and Several Obligations
The word "Tenant" as used herein shall include the plural as well as the singular. If there is more than one Tenant, the obligations and liabilities under this Lease imposed on Tenant shall be joint and several.
22.6 Interpretation of Lease
The captions preceding the articles and sections of this Lease and in the table of contents have been inserted for convenience of reference only and such captions shall in no way define or limit the scope or intent of any provision of this Lease. This Lease has been negotiated at arm's length and between persons sophisticated and knowledgeable in the matters dealt with herein and shall be interpreted to achieve the intents and purposes of the Parties, without any presumption against the party responsible for drafting any part of this Lease. Provisions in this Lease relating to number of days shall be calendar days, unless otherwise specified, provided that if the last day of any period to give notice, reply to a notice or to undertake any other action occurs on a Saturday, Sunday or a bank or City holiday, then the last day for undertaking the action or giving or replying to the notice shall be the next succeeding business day. Use of the word "including" or similar words shall not be construed to limit any general term, statement or other matter in this Lease, whether or not language of non-limitation, such as "without limitation" or similar words, are used.
22.7 Successors and Assigns
Subject to the provisions of Section 17 hereof relating to Assignment and Subletting, the terms, covenants and conditions contained in this Lease shall bind and inure to the benefit of City and Tenant and, except as otherwise provided herein, their personal representatives and successors and assigns; provided, however, that upon any sale, assignment or transfer by City named herein (or by any subsequent landlord) of its interest in the Premises as owner or lessee, including any transfer by operation of Law, City (or any subsequent landlord) shall be relieved from all subsequent obligations and liabilities arising under this Lease subsequent to such sale, assignment or transfer.
21 22.8 Severability
If any provision of this Lease or the application thereof to any person, entity or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such provision to persons, entities or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each other provision of this Lease shall be valid and be enforceable to the fullest extent permitted by Law.
22.9 Governing Law
This Lease shall be construed and enforced in accordance with the Laws of the State of California.
22.10 Entire Agreement
This instrument (including the exhibits hereto, which are made a part of this Lease) contains the entire agreement between the Parties and supersedes all prior written or oral negotiations, discussions, understandings and agreements. The Parties further intend that this Lease shall constitute the complete and exclusive statement of its terms and that no extrinsic evidence whatsoever (including prior drafts of this Lease and any changes therefrom) may be introduced in any judicial, administrative or other legal proceeding involving this Lease. Tenant hereby acknowledges that neither City nor City's Agents have made any representations or warranties with respect to the Premises or this Lease except as expressly set forth herein, and no rights, easements or licenses are or shall be acquired by Tenant by implication or otherwise unless expressly set forth herein.
22.11 Attorneys' Fees
In the event that either City or Tenant fails to perform any of its obligations under this Lease or in the event a dispute arises concerning the meaning or interpretation of any provision of this Lease, the defaulting party or the non-prevailing party in such dispute, as the case may be, shall pay the prevailing party reasonable attorneys' and experts' fees and costs, and all court costs and other costs of action incurred by the prevailing party in connection with the prosecution or defense of such action and enforcing or establishing its rights hereunder (whether or not such action is prosecuted to a judgment). The term "attorneys' fees" shall include, without limitation, all such fees incurred with respect to appeals, mediations, arbitrations, and bankruptcy proceedings, and whether or not any action is brought with respect to the matter for which such fees were incurred. The term "costs" shall mean the costs and expenses of counsel to the parties, which may include printing, duplicating and other expenses, air freight charges, hiring of experts, and fees billed for law clerks, paralegals, and others not admitted to the bar but performing services under the supervision of an attorney.
22.12 Time of Essence
Time is of the essence with respect to all provisions of this Lease in which a definite time for performance is specified.
22.13 Cumulative Remedies
All rights and remedies of either party hereto set forth in this Lease shall be cumulative, except as may otherwise be provided herein.
22 22.14 Relationship of Parties
City is not, and none of the provisions in this Lease shall be deemed to render City, a partner in Tenant's business, or joint venturer or member in any joint enterprise with Tenant.
Neither party shall act as the agent of the other party in any respect hereunder, and neither party shall have any authority to commit or bind the other party without such party's consent as provided herein. This Lease is not intended nor shall it be construed to create any third-party beneficiary rights in any third party, unless otherwise expressly provided. The granting of this Lease by City does not constitute authorization or approval by City of any activity conducted by Tenant on, in or relating to the Premises.
22.15 Transfer by City
If City sells or otherwise transfers the Premises, City shall be released from its obligations hereunder arising on or after the date of such sale or transfer and Tenant shall look solely to the successor-in-interest to City. Upon a sale of the Premises by City, Tenant shall attorn to the purchaser or transferee, such attornment to be effective and self-operative without the execution of any further instruments on the part of the parties to this Lease. This Lease shall not be deemed to constitute any commitment by City, or create any priority or right in favor of Tenant, with regard to any future sale or other disposition of the Premises, or any portion thereof.
22.16 Recording
Tenant agrees that it shall not record this Lease nor any memorandum or short form hereof in the Official Records.
22.17 Non-Liability of City Officials, Employees and Agents No elective or appointive board, commission, member, officer, employee or other Agent of City shall be personally liable to Tenant, its successors and assigns, in the event of any default or breach by City or for any amount which may become due to Tenant, its successors and assigns, or for any obligation of City under this Agreement.
22.18 Conflicts of Interest
Through its execution of this Lease, Tenant acknowledges that it is familiar with the provisions of Sections 15.103 of the San Francisco Charter, Article III, Chapter 2 of the City's Campaign and Governmental Conduct Code and Sections 87100 et seq. and Sections 1090 et seq. of the Government Code of the State of California and certifies that it does not know of any facts which would constitute a violation of said provisions, and agrees that if Tenant becomes aware of any such fact during the term of this Lease, Tenant shall immediately notify the City.
22.19 Charter Provisions
This Lease is governed by and subject to the provisions of the Charter of the City and County of San Francisco.
22.20 Consents, Approvals, Elections and Options
(a) SFPUC
Any consent or approval required by the SFPUC, or any election or option exercisable by the SFPUC, must be given or exercised pursuant to a resolution duly passed by the SFPUC in its discretion. No consent, approval, election or option shall be effective unless evidenced by a written instrument.
23 (b) Tenant
This Lease shall not become binding and effective unless and until it is approved by Tenant's City Council, which approval shall constitute a condition precedent to this agreement. No approval by Tenant's City Council shall be effective unless evidenced by a written instrument.
22.21 Disclosure
Tenant understands and agrees that the City's Sunshine Ordinance (San Francisco Administrative Code Chapter 67) and the State Public Records Law (Gov't Code Section 6250 et seq.) apply to this Lease and any and all records, information, and materials submitted to the City in connection with this Lease. Accordingly, any and all such records, information and materials may be subject to public disclosure in accordance with the City's Sunshine Ordinance and the State Public Records Law. Tenant hereby authorizes the City to disclose any records, information and materials submitted to the City in connection with this Lease.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN
THIS LEASE, TENANT ACKNOWLEDGES AND AGREES THAT NO OFFICER OR
EMPLOYEE OF CITY HAS AUTHORITY TO COMMIT CITY HERETO UNLESS
AND UNTIL A RESOLUTION OF THE PUC AND OF THE BOARD OF SUPERVISORS
SHALL HAVE BEEN DULY PASSED APPROVING THIS LEASE AND
AUTHORIZING THE TRANSACTIONS CONTEMPLATED HEREBY AND THE MAYOR APPROVES THE SAME. THEREFORE, ANY OBLIGATIONS OR
LIABILITIES OF CITY HEREUNDER ARE CONTINGENT UPON PASSAGE OF
SUCH RESOLUTIONS, AND THIS LEASE SHALL NOT BE EFFECTIVE UNLESS
AND UNTIL THE PUC AND THE BOARD OF SUPERVISORS APPROVE THIS
LEASE, EACH IN THEIR SOLE AND ABSOLUTE DISCRETION, AND IN ACCORDANCE WITH ALL APPLICABLE LAWS.
City and Tenant have executed this Lease in triplicate as of the date first written above. 24 By:
eneral Manager
Public Utilities Commission
By:
ty Manager
ity of Daly City
AUTHORIZED BY
PUBLIC UTILITIES COMMISSION
Resolution No.
Adopted:
Attested:
Secretary
Public Utilities Commission
07-
CITY:
CITY AND COUNTY OF SAN
FRANCISCO, a municipal corporation
CITY:
CITY OF DALY CITY, COUNTY OF
SAN MATEO, a municipal corporation
AUTHORIZED BY
CITY COUNCIL
Resolution No. 07-132
Adopted: July 9, 2007
Attested: 1/47.
C
V
i
Clerk
City of Daly City
APPROVED AS TO FORM: APPROVED AS TO FORM:
DENNIS J. HERRERA, City Attorney
1/A.{.‘' By:
ROse ZiMmerman
eitv Attorney
Ijieptity City Attorney
25 By:
ty Manager
ity of Daly City
13,6se Zimmerman
City Attorney
CITY:
CITY AND COUNTY OF SAN
FRANCISCO, a municipal corporation
By:
General Manager
Public Utilities Commission
AUTHORIZED BY
PUBLIC UTILITIES COMMISSION
Resolution No.
Adopted:
CITY:
CITY OF DALY CITY, COUNTY OF
SAN MATEO, a municipal corporation
AUTHORIZED BY
CITY COUNCIL
Resolution No. 07-132
Adopted: July 9, 2007
Attested:
Attested: a % 79";-L4 City Clerk
City of Daly City
Secretary
Public Utilities Commission
APPROVED AS TO FORM: APPROVED AS TO FORM:
DENNIS J. HERRERA, City Attorney
By:
Deputy City Attorney
EXHIBIT A
1993 Assignment
(This page intentionally left blank. Exhibit A begins below.) A-1
RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Daly City
City Engineer, City Hall
333 - 90th Street
Daly City, CA 94015
MAIL TAX STATEMENTS TO:
City of Daly City
City Engineer, City Hall
333 - 90th Street
Daly City, CA 94015
Snit =RANCISCOICA RECORDER'3
Bruce Jacti:Furo RecorEler
DOC— F426,994
SF REAL ESTATE
tiondays August 30, :993
TOTAL
REEL F--- 9ff;:3 IMAGE 02.9
(Sence above this line -re'servod for Recorder's use oily) • Dneurnentary Transfer Tax of S haul nn hill value of the property ennytyed.
ASIGNMENTND ASSUiI^IPTION OF EASEMENTS
'FOR VALUABLE CONSIDERATION, receipt and adequacy of which are hereby acknowledged, the CITY AND COUNTY OF SAN FRANCISCO, a municipal corporation ("CCSF"), pursuant to Ordinance No. 100-93, adopted by the Board of Supervisors on April 5, 1993 and approved by the-Mayor on April 16, 1993, and to Re-solution No. 513-93, adopted by the Board of Supervisors on July 12, 1993, and approved by the Mayor on July 13, 1993, hereby ASSIGNS to the CITY OF DALY CITY, a municipal corporation ("Daly 'City"), all of CCSF's right, tide and .interest in and to those certain Paqilnents (the "Easements") - reserved unto CCSF, its successors and assigns, that certain deed of property from CCSF to The Olympic ChM, recorded on 1993 as Document No. fi l'et47 7.1'4.- in the Official Records of the City and County of San Francisco and on T Ir .3'-2 1993 as Document No. rJ/..it.2.0-1..) in the Official Records of the County of San Mateo, which Easements are more particularly described as follows:
I. An easement at any time and from time to time to construct, reconstruct, maintain, operate, replace and repair storm and sewer pipes and appurtenances thereto, including a right of access;
Commencing at Monument //94 of that certain land described as Parcel 55 in the deed from Spring Valley Water Company to the City and County of San Francisco recorded March 3. 1930, in the Recorder's Office of said City and County in 'Libel - 2002 or Official Records at Page I; which is the true point of beginning, thence the following courses and distances:
14 00" 02' 00" W 221.61 feet;
58" 29' 00" E 40.06 feet more or less in the beginning of a nomianfent curve concave to the right havinc a radius of 165.09 feet to which begiiinim:- a radial A-2
line bears N 81° 30' 05" E, said beginning falls on the westerly line of Lake Merced Boulevard;
Along the said westerly line on said curve concave to the right having a radius of 165.09 feet and a central angle of 08° 27' 22" a distance of 24.36 ket; Along said westerly line S 02' 40" E 247.23 feet;
Leaving said westerly line S 13' 49' 35" W 150.23 feet to the boundary line of Parcel 55; .
Along the boundary line of Parcel 55 N 00° 02' 00" W 216.71 feet to the true point of beginning.
2. A fifteen (IS) foot wide easement for ingress and egress.
Commencing at Monument #94 of that certain land described as Parcel 55 in the deed from Spring Valley Water Company to the City and County of San Francisco recorded March 3, 1930, in the Recorder's Office of said City and County in Liber 2002 of Official Reeords at Page 1; thence N 00° 02' 00" W 221.61 feet to the true point of benning, thence the following courses and distances;
N 58° 29' 00" W 464.39 feet;
Along a curve concave to the right having a radius of 570,00 feet and a central angle of 49° 47' 30' a distance of 495.35 feet;
N 08° 41' 30" W 197.81 feet;
Along a curve concave to the left having a radius of 154,02 feet and a central angle of 11° 07' 30" a distance of 29.91 feet;
N 19' 49' 00" W 435.68 feet;
Along a curve concave to the left having a radius of 165.00 feet and a central angle of 61° 35' 00" a distance of 177.35 feet;
N 81* 24' 00" W 158.45 feet;
Along a curve concave to the right having a radius of 177.49 feet and a central' angle of 50 ° 07' .30" a distance of 155.28 feet
N 31' 16' 30" W 906.01 feet;
Along a curve concave to the left having a radius of 294.85 feet and a central angle of 16° 58' 30" a distance of 87.36 feet;
N 48 ° 15' 00" W 540.61 feet;
N 69 ° 06' 00" W 42.14 feet;
S 48 ° 15' 00" E 579.99 feet;
Along a curve concave to the right a radius of 279.85 feet and a central angle of 16° 5S' 30" a distance 82.91 feet;
S 31 ° 16' 30" E 906.01 fix....t;
Along a curve concave to the left having a radius of 192.49 feet and a central angle of 50° 07' 30" a distance of 168.40 feet;
S 81' 24' 00" E 158.45 feet;
Along a curve concave to the right having a radius of /50.00 feet and a central angle of 61 ° 35' 00" a distance of 161.22 feet;
S 19" 49' 00" E 435.68 feet;
A-3
Ft1;_f).9.3
Along a curve CO/iCilVe to the right havirg a radius of 139.02 feet and a central angle of 117 07' 30" a distance of 26.99 - feet;'
S 08° 41' 30" E 197.81 feet;
Along a curve concave to me left having a radius of 585.00 feet and a central angle of 49 .'47' 30" a distance of 508.38 feet;
S 58° 29' 00" E 473.60 feet;
N 00° 02' 00" V. 17.60 feet to the true point of beginning.
3. An casement at any time and from time to time to construct, reconstruct,. maintain, operate, replace and repair drainage canal and appurtenances thereto, including a right of access; Commencing at Monument #94 of that certain land described as Parcel 55 in the deed from Spring Valley Water Company to the City and County of San Francisco recorded March 3, 1930, in the Recorder's Office of said City and County in Liber 2002 of Official Records at Page 1; thence N 00° 02' 00" W 221.61 feet; thence S 58° 29' 00" B 40.06 feet to the true point of beginning, said point falling on the westerly line of Lake Merced Boulevard, thence the following courses- and distances:
N 58° 29' 00" W 504.45.feet;
Alcal • a curve concave to the right having a radius of 570.00 feet and a centred angle of 49° 47' 30" a distance of 495.35 feet;
N 08° 41' 30" W 197.81 feet;
Along a curve concave to the left having a radius of 154.02 feet and a central angle of 11* 07' 30" a distance of 29.91 feet;
N 19° 49' 00" W 435.68 feet;
Along a curve concave to the left having a radius of 165.00 feet and a central angle of 61° 35' 00" a distance of 177,35 feet;
N 81° 24' 00" W 158.45 feet;
Along a curve concaveto the right having a radius of 177.49 ieca and a central angle of 50° 07' 30" a distance of 155.28 feet;
N31° 16' 30" W 906.01 feet;
Along a curve concave to the left having a radius of 294.35 feet and a central angle of 16° 58' 30" a distance of 87.36 fect;
N 48" 15' 00" W 540.61 feet;
N 41.° 41' 25" 4 28.49 feet;
S 48° 18' 357 E 167.41 feet;
S 47" 41' 56" E 347:03 feet;
S 41° 22' 09" E III 19 feet;
S 33° 42' 59" B 303.52 feel:
S 30° 18' 58" E 37.21 feet;
S 13° 28' 37" E 27.10 feet; •
S 34° 05' 46" E 115.44 feet;
S 34° 22' 09" E 72.88 feet;
S 27" 36' 43" £ 71.34 feet;
S 29° 34' 57" B 79.48 feet;
34" 39' 31" 0 192.71 reel:
A-4
F•12f.;99 .1
S 72 ° 54' 04" E 85.09 feet;
S 72 ° 12' 16" E 53.47 feet;
S 82 ° 13' 29" E 57.10 feet
S 77' 16' 48" E 96.91 feet;
S 56 ° 50' 35" E 50.34.feet;
S 47* 54' E 36.71 feet;
S 38 ° 57' 02" E 75.28 feet;
S 29° 25' 09" E 51.45 feet;
S 15' 44' 48" E 47.90 feet;
S .17" 20' 50" E 113.92 feet;
S 19" 20' 25" E 89.50 feet;
S 18.° 35' 15" E 129.08 feet;
S 19° 36' 29" E 103.04 feet;
S 03° 07' 47" E 85.05 feet;
S 08 ° 16' 02" E 70.14 feet;
S 11" 24' 11" E 50.42.feet;
S 14 ° 30' 24" E.41.12 feet;
S 26 ° 48' 01" E 87.25 feet;
S 28° 58' 46" E 50.51 feet;
S 35' 56' 28" E 72.10 feet;
S 44 ° 09' 57" E 57.66 feet;
S 51 ° 45' 14" E 62.73 feet;
S 59 ° 47' 14" E 84.38 feet;
S 58° 01' 02" E 97,81 feet:
S 56° 34' 44" E 126.21 feet;
S 85 ° 11' 07" E 14.44 feet;
S 59° 04' 51" 13 145.24 feet more or less to the beginning of a non-tangent curve concave to the right having a radius of 165.09 feet to which beginning a radial line bears N 52" 03' 58" E, said beginning falls on the westerly line of Lake Merced Boulevard;
Along the said westerly line on said curve concave to the right having a radius of 165.09 feet and a central angle of 29° 26' 11" a distance of 84.82 feet to the true point of beginning.
Daly City hereby accepts the Easements and assumes any and all of CCSF's rights, title, and interests in, and obligations under, the Easements and agrees to indemnify CCSF againstjand hold CCSF harmless from any and all costs, liabilities, losses, damages or expenses (including, without limitation, reasonable. attorney's fees) arising under the Easements. Daly City hereby releases CCSF from any and ail obligations and liabilities in regard to these Easements.
This Assignment shall be binding on and inure to the benefit of CCSF and Daly City and their respective successors and assigns.
A-5
Jerk of the oird of Supervisors
ACCEPTANCE BY ASSIGNEE:
City of Daly City .
a municipal corporation
thr^,1 /L 77;
Resolution , it
HNL.T :POR
Executed as of this %_ j day of J, 1993. F426r3:44
ASSIGNOR:
CITY AND COUNTY OFSAN FRANCISCO,
a municipal corporation
,Ve9"kle,-1.7
FRANK M.- JORDANYMayor
RECOM1yErMED:,
•J,,
JOH 4ULLA
C;eneil Manager,
San Francisco Water Department
°4T
5 LUCCHI
irec. or of Property
De
1)
Real Estate Department
APPROVED AS TO FORM:
LOUISE H. RENNE, City Attoreey
By:
DESC PPROVED:
1:nki10,Nf-srnI0e2d.n0C
tAttach Acknowiecil,,emontsi
-5
A-6
STATE OF CALIFORNIA
City and Catlin) , of San Francisco 1 as.
ri
I. flitter. II. burin, in County Clerk or the (lily and Ciiiiiny of San Francisco. nil California. IN I IR:kb:13Y CERTIFY: lied F424333.1
is a hed In l he aniteartl ASSIGNMENT -AND A S_SLIMJ'r QN OF EASEMENT .' is now and was at the date of therent MAYOR .01 CITY 01 SL in NO Ott said City and County. duly circled. commissioned and qualified; and authorized by low to :Owl the :•41111d, and full di and credit Ale dine to all his caTiciiii acts :IN such officer, And I limber certify that I am well actinainted with the handwriting of said official NMI verily believe hull Inc siganitire O. said :11111L'AC41 illSddIlleld is genuine.
IN TESTIMONY WI I ( have hereunat set itiy•hand 'did Itiheil die real oldie said ("minty Clerk/Recorder dated
o
-
ce H. lnmisnn
Cranny. Clerk/Recorder
A-7
STATE OF CALIFORNIA
City and County of San Francisco 1 es.
I. Dolce II. hoe., At ('on any Clerk of the I hty and ("ttonty of San Flanri...co.
Sette r'atilltraitt. 1X1 11111r.L.f3Y CERTIFY*. 11111 F42,6,33,1 whose name- is atotelual to die :intlexed ASI;CNMENT AND is_5311.illrl*QN DE 1:1/15 EMEN1. - is novo and was at the date of thereof MAYOR 9F_CI_TY._01_,St— in ad flit said City and Omni y. duly eleeled. commie:sit Anal :and multi fled: and Authorized by 1:00: (0 Sig11,111C.S41111C, and full.faidl oind credit Are due to all his offleilil acts as such oflieer. And I further cuff). that Taal well . acquainted with the handwriting of slid orlacial and verily helleve !hat the signattire to said annexed instalment is gentnner • IN TIl_STIMONY IIERIS( /F. I !retie hereunto Set My Ittaithand manil the seal (lithe said 011,111y Clerk/Nei:order tinted ____.
1/4,4; , etrfl I-L Jamison
-County ClerlfiRccrader
A-8
9 lo
It
14 15
IL
I/
16 19
20 11
21 /1
9 nftrabs1 In irmiti 5/29191
0105411.1-101/IDA 0 V whir hell "" 33-
lA;oho•i ling Talc of So 'Mon Normly)
AtrIllORrzINO AND OlunC -nNO Tllfi srt.l or SURPLUS crrtr-owttro PRopprIlY ANOWN AS A PORTION OP WATER DEPARTMENT PARCEL 55 LOCATED AT LAKE „ PACED pelIADvAltD AND 101INNUIP DRIVE AND AWNING FINDINGS PUPSIln/FY ci) CRY PiA711411140 CODE SEC-PION 1021,
Rc It Onitirmd by the People of the C111 aid County of San Fmnrisco:
Semian I. In mmetotance with an recommenclilloci of the Pobik Illilitlel Comminlrm, he Ormention and Porn Commitsing and pm I-Armin. of Pcoperly. the Doan/ of Sopcnisoo hereby declued INI the public Inicmat Ind nermsity engirt the We. al public notion . of the follordrty tictmitmtl City-owned in-openy:
Pnetton of Water Drmslatcol P.reml 53, located pally .70,1,‘ the City oni County of S. rr.„...0,0, sod parity niMln 5..1 Male* Costly, cm/loins of 17,551 acr," at m 11011 en the mot, rocked P.115ihIt "A• Clcdt of the Done of Supervi.orm
Srmlon 5. Said tmeummy I. no lento 177quirbfl for municipal purpmes anal the Incpanmont of fit, Planning expo, icd on November 7 6,1990 t of the isle of PIT pared adileci to deed toldmirm *NO. milt rumen. permantell lInclwv Perm bring 15.01 m 12. 'object prorvil, sod ,w%401 it, me fa. . tell atone. rtrt. Pi.yrroond, oho nrmtadortally rtittml use It in conformity *ie. the Irmrm. Plan and miniatent with the Elf! Priority Policim of City %iron,/ Code Seam Ito, I t copy of meh span Is on SIC old Ike rink of Pe norm of Seprmirma.
Snalen TIm_Pmard OFIGipc17415517-mInpli a. Its orm and ineoninm.Iu by c4r4I55,4, at poop!. ion; mu ford,: the libeling wade by the Vc77nrnenl of Cily Planning Thal 7:,c17 nil. 1: in conformity with the 00 Mule:Pim tne rmlitteni with the elf, Monty Policies of City Int noint C‘xlmSrction 101.1. Irm.rmanl.fortton efecl.ree that awry oala shell 1m futtetn - ormdl- tia berm a deed emelelotIon uhlc7totll prcrms airy and all au-pewees Toe- balm inult cn tIto noremme2.
RECO/MEWED:
Fbhlic Ulditica "orrerm
Per resolution 92-0356
(Rest P.31110
APPROVED:
C
Dirmiot of PIM-24
S.0•10110 0,004041
71 78
I/19/91,
411, 6
7 9
10 11
IS
13 11
IS
16 le
19 10
21 22
23 7)
annarmeallettint rar,ISSZOCT,11
41 -t
4L;
Anthony renucci
Director of Pr', erty
Real Estate Deparcrm=nt
25 Van NE:as Avenue, ;400
A-10
F426`)94
Am/ NO cr) 45 177.
Oral
CO2 2}1132FIC9C iAI.F OF dURPLE'S CiTY-DinNED PROPERTY.
Ppcsuarit y Droirshm 14n. t0.1-23 Ind in =carom= /not :he cuotisnce nod= avail,p 'mitt= .ones YA ohil la= auttich Pall ham I. :993. .2', Cli7ec:e, tie ic.ecpcily scroistol iince lecOminencl: aer.epance cf the hign=t fl.. eul h., ;Lanham fpf pfnrefly under me jUrifeliCtion a: tee water Depavrtrmr Inc inflated in Sfin 9 Prat:aims and San Masco Counact. u shown on Offmiat Notice arc 'Diagram ExtuOis 'A-I, a noel, 0 wahfcti , co ate rich cat Mork of his 2.3urfli cnm,ry 'Ace:vine C Parcel rtintherift
12 San Francisco A Pornon of Lot I, Block 72313
13 14 Lan Mae. .291-231 4134 and .193-9314263
15 E11111113.211113gY 41.1111.10t
IS The Olympic Cuts 03.3C0.0011
11 wydEsitsis. TTe Dopooment of aty Planning. fly Icon dae..2 !ice:rebel 24, :990. 15 =cooed Put the talc ni this pascal is in omformin , with the City's Ma,er Plan sad 19 .
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EX1-1E3 IT "A- 1 '
F426994
A-14
F4269)4
11E.R..OT ION t•EJ.
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF OALY CITY
ACCEPTING ASSIGNMENT AND ASSUMPTION OF EASEMENTS FROM THE CITY AND COUNTY OF SAN FRANCISCO RE: VISTA GRANDE CANAL
1. The City and County of San Francisco, a municipal
corporation (Grantor) , pursuant to Ordinance No. 100-93 adopted by the Board of Supervisors on April 5, 1993 and approved by the Mayor on April 16, 1993, and Resolution No. 513-93 adopted by the Board of Supervisors on July (2, 1993, and approved bythe Mayor of July 13, 1993, has delivered to the City of Daly City, a municipal corporation (Grantee) an Assignment and Assumption of.
Easements, to be executed by Grantor upon acceptance by Grantee, assigning all of Grantor's rights, title and interest in and to certain easements more particularly described on Exhibit "A" attached hereto and by reference made a part hereof.
2. The purpose of sai.d easemen ts is to provide permanent use and access of the drainage canal located along John Muir 'Dri ve, irarnaiately nortn o ' Yrn i.. rse, no .n •
as the Vista Grande Canal. This canal drains the northwestery portion o ''ty, including trim WescraKE area to — PanTri ------ ..c unne n er— Co or CTOns ton.
3. The City of. Daly City desires to accept the Assignment of said. Easertients and in , said' acceptance 'assume any.-'a ,nd:' ,a4' - of the City and County of San Fre -neiago's rights., .tftle -"and' interesns in,.'and obligations under, the Easements. • - •.:, • • NOW, THEREFORE, BE IT REROLVE0' by the City COedcil Of, City of, Daly City that the City gf , Daly City •does hereby.; a c cept. • the 'P.saignMent and AssumptiOrirof 'Easements from„'E•he•-ti.tY,, ,kriA,I ..
County Of :San'Erancisco, desletil,bed on Exhibit "A" attached' L hereto,
.•.
BE IT FURTHER. RESOLVED by the CitV.„Connei:1;: Of
Daly City tea t'the Mayor is. hereby aLitn§-0#01"."''*0.-.0601.-i;,:t4, aceepcance'ef said Assignment and AssUinPnie!:Of'',E ,, Seite.:S?'',Ort'' b'eh'alf of the' Ci.::ty of 1.3alyCi ,,Py.
I hereby certifY the foregoing to be a true copy of a ResolUtioo adoatea-:by the City'Codn of Daly City, California, et a regular meeting thereof held on the 9n11 ..day, of . .
Agust 93 19 by the following vote of the members thereof:
AYES, and in favor thereof, Councilmen: ARrimenni. Doran uk, ingana Powell, Tuglia
„ ,,• • .,
py of , said Assigriment and Assumption Of lEeaement47 ,'..is attached hereto as Exhibit "A" and by this :refaaAtice.•made,a part NOES, Councilmen:
Absent, Councilmen:
APPROVED:
Nome
Norte
ALBERT M. TEGLIA
,f, ton or 7•1
A-15
STATE OF CALIFORNIA
COUNTY' OF SAN .MATE0' •
Lultah.!KE o•ELIA,'City Clerk Iniend.Ipr.rtne
and aa-pfrieio Clark of thg..'.City Council tkore1;:516c6e149!..Fjlil.q.j,-,r_'cnrwxed to be elf .Fes Z1 7C. 4?;cic.c.Pein.AAs's ....... 1-.21.1
and Cniinr-ii of grin
vs lila same anneWo in i14:6111:41sir:roids of the City of/.0;e:gy IN WITNESS WHEREOF. I have Itereultto 91t 'ry hand and.
Au0oE 19 9
A-16
Exhibit B
Legal Description of Premises
All that certain Real Property situate in the City and County of San Francisco, State of California, described as follows:
Parcel J. Lake Merced Drainage Tunnel, in the City and County of San Francisco, leading from Lake Merced in a general westerly direction to the Pacific Ocean, as described in deed to City and County of San Francisco, Recorded in the office of the County Recorder of the City and County of San Francisco at 9:17 A. M., March 3, 1930, in Liber 2002 of Official Records at Page 1, more particularly described as follows:
Rights reserved in deed from Spring Valley Water Company to the United States of America, dated July 9, 1917 and recorded August 7, 1917 in Book 1028 of Deeds, page 119, San Francisco City and County Records.
Together with an easement 16 feet in width, 8 feet on each side of the centerline of said Lake Merced Drainage Tunnel. Said center line being generally described as follows:
Beginning at a point in the southwesterly boundary of San Francisco Parcel 55, described in deed to City and County of San Francisco, Recorded in the office of the County Recorder of the City and County of San Francisco, in Liber 2002 of Official Records at Page 1, which point bears south 27° 18'east 108 feet, more or less, from the northeast corner of lands formerly of the A. C.
Whitcomb Estate, and running thence south 87° 34' west 2000 feet, more or less, to a point in the easterly boundary of the United States Military Reservation.
B-1
EXHIBIT C
SFPUC Drawing of Premises
Working Drawing No. B-4853
(consisting of 1 page)
C-1
Lake Merced',
Overflow :Lake Merced Drain
Yt
Vista Grande - funnel t
Area of Lease (L4043) 41.
7 'a
ri{ F,
fSan FranClaco RANG UttlateiCakinlaittaiiI
',lilt),
• eal3EstateiSeNices-sli
Exhibit C.
Drawing No. B-4853
Lease (L4043) to
City of Daly City
Legend
jrx: Fishing Pier
• — ••• Rec and Park Walking Path
Scale 1 : 9,000
1 Inch = 750 feet
Feet
0 300 600 900 1,200
Date: 8t6r2008
The Coy does not guarantee that the of onmeon a occurs!. or compote. The Crty piled., this edonnetion CC an was ts' Oasis and drsolarrns ell nerrentres, express or entered Including tee not Meted o warranues of merchentabity.
Wen for a perecuter putpose and 110n-1111111W10111. The City a not responebie for any damages anang from dre use of
data. Users should reedy th• rntorrnabon before meanly
wood cortvnernents.
3 Layer Sewer Compartment
Lake Merced Overflow
Lake Merced T/S Tunnel
Area of Lease L4043
to City of Daly City
(Vista Grande Tunnel)
Vista Grande Canal
SFPUC Owned Lands
EXHIBIT D
Map of City Facilities
D-1
Figure 1 - Vista Grande Outfall Structure, Tunnel and 27- Inch Diameter Force Main 133439
Exh;bi+
EXHIBIT E
General Schedule of Activities to Resolve Vista Grande Flooding (This page intentionally left blank. Exhibit E begins below.) E-1
Vista Grande Wetland
Storm Drain Improvements Master Planning Imptementetlon (ongoing System Modeling
Ongoing
Regulatory Approvals/Permitting
General Schedule of Activities
2006 I 2007 2008 I 2009 I 2010 I 2011 2012 2013 I 2014 2015 2016 Tunnel Engineering Design
Alternatives
Regulatory Approvals/
Permitting/Design
,.. -....24:i
nstrUetfOrt ..
EXHIBIT F
FORM ESCROW INSTRUCTIONS
This Escrow Agreement is made and entered into as of May 22, 2007 by and between Tina Davis of Fidelity National Title Company, 399 Bradford Street, #103, Redwood City, CA 94063, as escrow agent ("Escrow Agent"), and the City and County of San Francisco, acting through its Public Utilities Commission ("SFPUC" or "San Francisco"), and the City of Daly City ("Daly City"). In consideration of the mutual covenants and agreements herein set forth, the parties hereto do hereby covenant and agree as follows:
1. This Escrow Agreement relates to and is hereby made a part of the SFPUC's lease of the Vista Grande Tunnel to Daly City dated May 22, 2007 (the "Lease"). Except as otherwise defined herein, all terms defined in the Lease shall have the same meaning for the purposes of this Escrow Agreement as in the Lease.
2. There is hereby established in the custody of Escrow Agent an account (the "Vista Grande Canal Overflow Account") to be held and administered by the Escrow Agent in trust for the benefit of San Francisco in accordance with this Escrow Agreement and Section 14.3 of the Lease. Escrow Agent shall deposit the initial $500,000.00 in Escrow Funds received from Daly City into the Vista Grande Canal Overflow Account, along with any Escrow Funds subsequently deposited by Daly City that are necessary to maintain the minimum $500,000.00 balance in the Vista Grande Canal Overflow Account, as required under Section 14.3 of the Lease. Moneys held by Escrow Agent hereunder, together with any interest income earned thereon, shall be expended only as provided in this Escrow Agreement, and shall not be subject to levy, attachment, or lien by or for the benefit of any creditor of San Francisco or Daly City. Interest earned on sums deposited in the Vista Grande Canal Overflow Account by Daly City shall be redeposited to the Vista Grande Canal Overflow Account.
3. Moneys in the Vista Grande Canal Overflow Account shall be used to pay San Francisco for all expenses incurred as a result of damage to property owned by San Francisco as result of overflow(s) from the Vista Grande Canal, as provided in Section 14.3 of the Lease.
Payment required to fully reimburse San Francisco for the total amount of the sum requested shall be made from the Vista Grande Canal Overflow Account upon San Francisco's presentation to Escrow Agent of either (1) receipt of a partially or wholly undisputed accounting of repairs to City Facilities following the expiration of the thirty (30) day review period set forth in section
14.1 of the Lease or (2) entry of judgment on an arbitration Award against Daly City in accordance with Section 14.2 of the Lease. In the event that the Escrow Funds are insufficient to satisfy the full amount of San Francisco's accounting or arbitration Award in its favor, Escrow Agent shall subsequently pay the remaining sums owed to San Francisco following the additional deposit of Escrow Funds by Daly City pursuant to Section 14.3 of the Lease.
4. This Escrow Agreement shall terminate upon the expiration date of the Lease.
Upon expiration of the Term, all unused Escrow Funds shall be returned to Daly City, together with any accumulated interest earnings, provided that there are no outstanding claims to Escrow Funds by San Francisco as a result of previous overflows from the Vista Grande Canal.
F-1
5146312.5 1 Rev. March 2025
SAN FRANCISCO PUBLIC UTILITIES COMMISSION
LICENSE AGREEMENT
(License #P4715)
THIS LICENSE AGREEMENT (this “License”) dated for reference purposes only as of ____________, 2026, is made by and between the CITY AND COUNTY OF SAN FRANCISCO, a municipal corporation ( “City”), acting by and through its Public Utilities Commission ( the “SFPUC”), and the CITY OF DALY CITY , a municipal corporation (“ Licensee”). City and Licensee sometimes are referred to collectively in this License as the “ Parties” or singularly as a “Party.”
RECITALS
A. San Francisco, through the SFPUC, owns real property located in the City and County of San Francisco, described as SFPUC Parcel No. 55 and designated as a portion of Assessor’s Parcel No. 7283-004, running north along the east and west sides of John Muir Drive (“Property”). The Property constitutes a portion of the SFPUC’s regional water delivery system and contains SFPUC water supply and wastewater facilities and associated utility rights of way.
The Property is more particularly described in the attached Exhibit A-1 and shown generally on the map attached as Exhibit A-2.
B. Daly City seeks to implement the Vista Grande Basin Drainage Improvement Project (“ Project”) to upgrade the Vista Grande storm drain system, which is a regional stormwater system that drains the northwestern portion of Daly City and an unincorporated portion of San Mateo County. SFPUC staff and consultants worked for several years with Daly City staff and consultants to develop the Project. The Project seeks to alleviate storm -related flooding in Daly City and San Francisco, reduce uncontrolled overflows from Daly City’s Vista Grande Canal (“Canal”) into Lake Merced, and also facilitate the augmentation and management of Lake Merced water levels, which have steadily declined, by using sustainable supplies of Daly City’s stormwater.
C. The Project would route storm water from the Canal through a treatment wetland to be developed on the Property, and then would either discharge stormwater to South Lake Merced via a diversion structure or route it through the Vista Grande Tunnel (“ Tunnel”) to be discharged into the Pacific Ocean.
D. As part of the Project, Licensee will replace an SFPUC-owned overflow facility on a portion of the Property with the new Lake Merced Overflow Structure consisting of an adjustable Overflow Outlet Weir and Siphon pipeline and related appurtenances (“ SFPUC Overflow Facilities”).
E. In May 2023, Daly City, in coordination with the SFPUC and after consultation with the Regional Water Quality Control Board (“ RWQCB”), submitted to the RWQCB a Vista Grande Drainage Basin Improvement Project Lake Management Plan (“ Lake Management Plan”) to establish and document for the RWCQB how Daly City will implement the Project, including an overview of the initial operational plan for the diversion of stormwater from the Canal to Lake Merced and the monitoring and management of lake levels. 5146312.5 2 Rev. March 2025
F. On _________, 2025, the San Francisco Board of Supervisors approved a Memorandum of Agreement between the SFPUC and Daly City to memorialize , among other things, the Parties’ respective obligations related to the implementation of the Project by Daly City, the SFPUC’s financial contribution toward Project construction, and the ongoing management of information regarding the water quality and the quantity and frequency of stormwater diversions to and withdrawals from Lake Merced (the “ MOA”). Under the MOA, C ity agrees to convey certain real property rights, easements, and licenses to Daly City for the Project, including this License to construct, operate, and maintain the SFPUC Overflow Facilities.
G. Daly City, as Lead Agency under the California Environmental Quality Act (“CEQA”), and the United States Department of the Interior, acting by and through its National Park Service (the “Park Service”), as Lead Agency under the National Environmental Policy Act (NEPA), have prepared a joint Final Environmental Impact Report and Environmental Impact Statement (“FEIR/FEIS”), pursuant to the provisions of CEQA , which was released for agency review on September 8, 2017 (State Clearinghouse Number 2013032001). Daly City certified the FEIR/FEIS and approved the Vista Grande South Lake Merced Alternative described in the FEIR/FEIS via City Council Res. No. 17 -200, dated December 11, 2017, adopting the mitigation measures included in the FEIR/FEIS and set forth in the Environmental Commitments Record, and assumed responsibility for their implementation. On June 9, 2025, the City of Daly City adopted an Addendum to the previously certified Final EIR/EIS for the Project to address minor revisions and additions to the Project that occurred after Project approva l.
H. San Francisco is a responsible agency under CEQA for review and approval of aspects of the Project. San Francisco has reviewed and considered the FEIR/FEIS and the Project approval documents and has approved this Agreement and adopted findings required under CEQA.
I. The SFPUC Commission has recommended the issuance of this License pursuant to SFPUC Resolution No. ______ and the San Francisco Board of Supervisors has approved this License pursuant to Resolution No. _______.
NOW, THEREFORE, for and in consideration of the foregoing Recitals, which are incorporated into this License by this reference, the mutual covenants and obligation of the Parties contained in this License, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereby agree as follows:
BASIC LICENSE INFORMATION
The following is a summary of basic license information (the “ Basic License Information”). Each item below will be deemed to incorporate all the terms set forth in this License pertaining to the item. In the event of any conflict between the information in this Section and any more specific provision of this License, the more specific provision will control.
City: CITY AND COUNTY OF SAN FRANCISCO, acting by and
through its Public Utilities Commission
Licensee: CITY OF DALY CITY
5146312.5 3 Rev. March 2025
License Area (Section 1): An approximately 9,286-square-foot portion of SFPUC Parcel No. 55 (“Lake Merced Tract”), commonly known as Assessor’s Parcel No. 7283-004, located in San Francisco , California, as more particularly described in the attached Exhibit B-1 and shown in the attached Exhibit B-2, together with any
appurtenances. The SFPUC Overflow Facilities are described more particularly in the Approved Plans and Specifications in the attached Exhibit D.
Term (Section 2): Fifty (50) years commencing on the Commencement Date and expiring on the Expiration Date (“Term”).
Commencement Date: _______________, 2026
License Term Expiration Date: _______________, 20 76
Permitted Acts
(Section 4(a)):
Licensee may enter in, upon, through, and across a portion of the Property as depicted in Exhibit B -2 to install, construct, use, operate, maintain, repair, and replace the SFPUC Overflow Facilities in the License Area.
Permitted Improvements: Licensee may install the SFPUC Overflow Facilities constructed in accordance with this License and as described in the Approved Plans and Specifications in the attached Exhibit D .
Application Fee
(Section 7(a)):
$2,500
Use Fee (Section 7(b)): $2,278
Security for Performance
(Section 3):
N/A
Remit All Payments To: City and County of San Francisco c/o Customer Service Bureau
Attn: Real Estate Billing
525 Golden Gate Avenue, 3rd Floor
San Francisco, CA 94102
Reference: License P4715
Licensee’s Share of
Property Taxes:
See Section 30 [Taxes, Assessments, Licenses, License Fees, and Liens].
Notices: See Section 31 [Notices].
Key City Contact for Legal
Notices:
SFPUC Real Estate Director
City Telephone No. and
Email:
(415) 487-5210
[email protected]
5146312.5 4 Rev. March 2025
Key City Contact for
Routine or Day to Day
Communications:
Vincent Ting, Wastewater Operations
(650) 455-1065
Email: [email protected]
Oceanside Central Control
(415) 242-2238
Key Licensee Contact for
Legal Notice and for
Routine or Day-to-Day
Communications:
Joshua Cosgrove, Director of Water & Wastewater Resources Licensee Telephone No.
and Email:
(650) 991-8206
Email: [email protected]
Alternate Contact for
Licensee:
Anthony Tofiga , Senior Management Analyst, Department of Water & Wastewater Resources
Licensee Telephone No.
and Email:
(650) 991-8202
Email: [email protected]
Licensee’s Billing Address: Department of Water & Wastewater Resources City of Daly City
153 Lake Merced Blvd
Daly City, CA 94015
Attn: Joshua Cosgrove
Re: Vista Grande Overflow Facilities
License P4715
AGREEMENT
City and Licensee agree as follows:
1. License. City confers to Licensee a personal, non-exclusive, and non-possessory privilege to access, install, construct, use, operate, improve, maintain, repair, and replace an SFPUC-owned overflow pipeline and related appurtenances (“SFPUC Overflow Facilities”) on the License Area.
The License Area is described and depicted in the attached Exhibits B -1 and B -2. The SFPUC Overflow Facilities are depicted more particularly in the Approved Plans and Specifications in the attached Exhibit D. This License gives Licensee a license only and notwithstanding anything to the contrary in this License, it does not constitute a grant by City of any ownership, leasehold, easement, or other property interest or estate whatsoever in any portion of the License Area or to the SFPUC Overflow Facilities. Nothing in this License will be construed as granting or creating any franchise rights pursuant to any federal, state, or local laws.
THE PRIVILEGE GIVEN TO LICENSEE UNDER THIS LICENSE IS EFFECTIVE
ONLY INSOFAR AS THE RIGHTS OF CITY IN THE LICENSE AREA ARE CONCERNED,
AND LICENSEE WILL OBTAIN ANY FURTHER PERMISSION NECESSARY BECAUSE OF ANY OTHER EXISTING RIGHTS AFFECTING THE LICENSE AREA. WITHOUT LIMITING
THE FOREGOING, THIS LICENSE IS BEING ISSUED SUBJECT AND SUBORDINATE TO 5146312.5 5 Rev. March 2025
ALL OF THE TERMS AND CONDITIONS OF THAT CERTAIN DEED DATED AND RECORDED MARCH 3, 1930 IN BOOK 2002, AT PAGE 1, OF OFFICIAL RECORDS OF SAN
FRANCISCO COUNTY, PURSUANT TO WHICH CITY ACQUIRED ITS INTEREST IN THE
LICENSE AREA, A COPY OF WHICH IS ATTACHED TO THIS LICENSE AS EXHIBIT C (THE “DEED”), AND ALL OTHER EXISTING AND FUTURE DOCUMENTS AND
INSTRUMENTS OF RECORD AFFECTING THE LICENSE AREA (COLLECTIVELY, WITH THE DEED, THE “RECORDED DOCUMENTS”). LICENSEE MUST SECURE ALL
ADDITIONAL NECESSARY APPROVALS, PERMITS, LICENSES, AND CONSENTS, AND
DELIVER ALL NECESSARY NOTICES, BEFORE COMMENCING WORK IN THE LICENSE
AREA, INCLUDING ANY APPROVALS, PERMITS, LICENSES, CONSENTS, OR NOTICES REQUIRED FROM OR TO THE GRANTOR UNDER THE RECORDED DOCUMENTS. FOR CITY’S BENEFIT, LICENSEE COVENANTS AND AGREES THAT LICENSEE WILL FULLY
COMPLY WITH THE TERMS AND CONDITIONS OF THE RECORDED DOCUMENTS AND
ANY OTHER RULES AND REGULATIONS PROMULGATED BY CITY AS THEY APPLY
TO ANY WORK TO BE PERFORMED OR THE SFPUC OVERFLOW FACILITIES TO BE
INSTALLED BY LICENSEE ON THE LICENSE AREA PURSUANT TO THIS LICENSE, AND
CITY WILL HAVE NO RESPONSIBILITY OR LIABILITY OF ANY KIND WITH RESPECT THERETO. LICENSEE ACKNOWLEDGES AND AGREES THAT NEITHER CITY NOR ANY
OF ITS DEPARTMENTS, COMMISSIONS, OFFICERS, DIRECTORS, AND EMPLOYEES,
AND ALL PERSONS ACTING BY, THROUGH, OR UNDER EACH OF THEM HAVE MADE,
AND CITY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR
IMPLIED, CONCERNING THE PRESENT OR FUTURE SUITABILITY OF THE LICENSE AREA FOR LICENSEE’S INTENDED WORK OR THE SFPUC OVERFLOW FACILITIES ,
THE IMPACT OF ANY TERM OR CONDITION OF THE RECORDED DOCUMENTS ON LICENSEE’S RIGHTS UNDER THIS LICENSE, OR THE ABILITY TO OBTAIN OR
DELIVER, OR THE PROCEDURE FOR OBTAINING OR DELIVERING, ANY NECESSARY
APPROVALS, LICENSES, PERMITS, CONSENTS OR NOTICES FROM OR TO THE
GRANTOR UNDER THE RECORDED DOCUMENTS OR ANY OTHER PARTY WITH RESPECT TO ANY MATTERS CONTAINED IN THIS LICENSE.
2. Te rm of License.
(a) Term. The privilege conferred to Licensee pursuant to this License will commence on the Commencement Date, as shown in the Basic License Information. The Commencement Date is the first business day on which each of the following events has occurred: (a) the Parties have duly executed and delivered this License ; (b) the SFPUC’s Commission and City’s Board of Supervisors have adopted resolutions approving this License; and (c) Licensee’s City Council has approved this License (the “Commencement Date ”). Following the Commencement Date, the Term of this License will immediately expire upon the first of the following events to occur :
(i) fifty (50) years after the Commencement Date ; (ii) immediately upon written notice from the SFPUC to Daly City to terminate this License if the Lake Management Plan is amended and no longer requires that Daly City operate and maintain the SFPUC Overflow Facilities; or (iii) immediately upon City’s written notice to Daly City to terminate this License if Daly City fails to operate the SFPUC Overflow Facilities in accordance with the Lake Management Plan, and the SFPUC is forced to assume responsibility for the operation and maintenance of the SFPUC Overflow Facilities, subject to the notice and cure procedures set forth in Section 17 [Defaul t; Remedies].
5146312.5 6 Rev. March 2025
(b) Revocability. At its sole option, but subject to the notice and cure procedures set forth in Section 17 [Default; Remedies] , City may freely revoke this License if Licensee fails to operate the SFPUC Overflow Facilities in accordance with the Lake Management Plan , in City’s sole discretion, and without any obligation to pay any consideration to Licensee or return to Licensee any part of the U se Fee. Upon any revocation, Licensee will promptly surrender the License Area in the condition required by this License. The installation of facilities or the existence of other improvements to, or alterations of, the License Area, regardless of cost, will not in any way whatsoever limit City’s right to revoke this License.
3. I ntentionally Omitted .
4. Use of License Area.
(a) Permitted Acts. Licensee may enter and use the License Area for the sole purpose of accessing, installing, constructing, using, operating, maintaining, repairing, and replacing the SFPUC Overflow Facilities in the License Area, in strict accordance with Section 5(a) [Approval of Plans and Specifications] below, and for no other purpose whatsoever (“Permitted Acts”). (b) S ubject to City Uses . Licensee is aware that the License Area constitutes a portion of City’s regional water system. The License Area remains property under the direct jurisdiction, management, and control of the SFPUC pursuant to San Francisco Charter Article VIII.B. The SFPUC has the ultimate authority over all matters regarding the entire Property . Notwithstanding anything to the contrary in this License, all of Licensee’s activities pursuant to this License will be subject and subordinate at all times to City ’s existing and future use of the License Area for municipal and other purposes. City will in no way be liable for any damage or destruction to Licensee’s property and/or improvements resulting from the condit ion of the License Area or use of the License Area by SFPUC for any utility purpose.
5. I nstallation of Facilities. Licensee may perform the permitted acts described in Section 4(a) [Permitted Acts ] above on the License Area and may install the SFPUC Overflow Facilities on the License Area only on satisfaction of the following conditions, which are for City’s sole benefit:
(a) A pproval of Plans and Specifications . Licensee may perform the permitted acts described in Section 4(a) [Permitted Acts] above on the License Area in accordance with the plans and specifications (including drawings) approved in advance and in writing by the SFPUC and attached as Exhibit D (the “ Approved Plans and Specifications”). The Approved Plans and Specifications may be revised or amended only with the SFPUC’s prior written approval after the SFPUC’s Environmental Management Group has determined that no further environmental review is required by the California Environmental Quality Act (“CEQA”) as a result of any such revision or amendment.
(b) E nergy Service and Related Facilities . If Licensee seeks electrical service for use in the License Area , including for the SFPUC Overflow Facilities , Licensee will contact the Interconnection Services Department in the Power Enterprise of the SFPUC to arrange for service.
Licensee will purchase all electricity necessary for its operations at the License Area from the SFPUC, at the SFPUC’s standard rates charged to third parties, unless the SFPUC determines, in its sole judgment, that it is not feasible to provide service to the License Area . The SFPUC is the provider of electric services to City property, and the SFPUC ’s Interconnection Services 5146312.5 7 Rev. March 2025
Department coordinates with Pacific Gas and Electric Company and others to implement this Section. Except as provided above with respect to any electricity services provided by the SFPUC, Licensee will arrange and pay for all utilities and services furnished to the License Area for use by Licensee, its contractors and agents, including gas, electricity, water, sewage, telephone, and trash collection services, and for all deposits, connection, and installation charges.
Except as otherwise provided in this License, the SFPUC has no responsibility or liability of any kind with respect to any utilities that may be on or about the License Area. Licensee has the sole responsibility to locate any utility facilities within the License Area and protect them from damage resulting from Licensee’s use of the License Area. (c) Permits, Licenses, and Approvals. Before beginning any permitted improvement or alteration work in the License Area, Licensee will obtain all permits, licenses, and approvals (collectively, “Approvals”) of all regulatory agencies and other third parties that are required to commence, complete, and maintain the permitted work. Promptly upon receipt of any Approvals, Licensee will deliver copies of them to the SFPUC . No approval by the SFPUC for purposes of Licensee’s work under this License will be deemed to constitute the approval of any federal, state, or other local regulatory authority with jurisdiction, and nothing in this License will limit Licensee’s obligation to obtain all regulatory Approvals, at Licensee’s sole cost. (d) Li mits of City ’s or SFPUC ’s Consent . City’s or the SFPUC ’s consent to or approval of any improvements, equipment, or fixtures within the License Area will not relieve Licensee or its engineers, architects, or contractors from any liability for negligence, errors, or omissions associated with the design and construction of any improvements, equipment, or fixtures. In no event will the SFPUC’s approval of plans or specifications be deemed to constitute a representation or warranty by City concerning the suitability of the improvements, equipment, or fixtures for L icensee’s purposes or that the work called for in the plans and specifications complies with applicable building codes or other applicable Laws ( defined in Section 9 [Compliance with Laws ] below), or industry standards, nor will the SFPUC’s approval release Licensee from its obligation to supply plans and specifications that conform to applicable building codes, other applicable Laws, and industry standards.
(e) E
xercise of Due Care. Licensee will use and will cause its Agents ( defined in Section 19 [Indemnity] below) to use, due care at all times to avoid any damage or harm to City’s water system, facilities, or other property and to native vegetation and natural attributes of the License Area and to minimize slope erosion, except to the extent authorized by the Permitted Acts.
Except as set forth in the Approved Plans and Specifications , Licensee will not disturb the surface of the License Area or perform any excavation work without City ’s prior written approval, which City may withhold at its sole discretion. City may condition and/or oversee any permitted excavation work. At its own expense, Licensee will mark the location of City’s water pipelines or other facilities within the License Area and will not use any pick, plow , or other sharp tool to remove the two feet of soil around the pipelines or other facilities, provided that Licensee may use hand shovels or pneumatic shovels in compliance with all other terms and conditions of this License. Licensee will immediately inform City of any actual or potential damage to the coating of the pipeline, and any damage will be promptly repaired by Licensee , at its own expense, to City’s satisfaction prior to backfilling; provided, at its sole discretion , City may elect upon notification to Licensee to make any necessary repairs itself, at Licensee’s sole cost. Upon completion of the repairs, City will send to Licensee an invoice therefor, which Licensee will pay 5146312.5 8 Rev. March 2025
within thirty (30) days following receipt. Under no circumstances will Licensee damage, harm, or take any rare, threatened , or endangered species present on or about the License Area. (f) Cooperation with Public Utilities Commission . Licensee and its Agents will work closely with City personnel to minimize any potential disturbance (even if temporary) of the natural features of the License Area and to avoid disruption (even if temporary) of City facilities, in, under, on, or about the License Area and City uses of its facilities. (g) H eavy Equipment . Licensee will not use any heavy construction equipment over or about City’s pipelines, except as otherwise expressly allowed in Section 6(i) [Heavy Equipment and Vehicles] below.
(h) W ork Schedule . Licensee must diligently perform and complete the Permitted Acts in accordance with the Approved Plans and Specifications provided in the attached Exhibit D. At least ten (10) business days prior to the commencement of any maintenance or repair work on the License Area not detailed in the Approved Plans and Specifications , Licensee will notify City’s Peninsula and San Francisco Watershed Resource Manager (“Watershed Manager”), at (650) 652-3201, of the date the work will commence and the intended work schedule. Notification must also be given to Underground Service Alert at least two (2) days prior to the start of the work.
Notwithstanding the approval of Licensee’s schedule by the SFPUC, the Watershed Manager will have the right to require Licensee to adjust its schedule from time to time. All work must be performed during regular working hours (Monday through Friday) between 7 :00 a.m. and 7:00 p.m., exclusive of City holidays. Any work performed during any other time or day must be preapproved by the SFPUC at least ten (10) business days prior to commencing the work. In connection with its approval, City may charge Licensee additional inspection fees payable prior to the SFPUC’s approval of the request. Notwithstanding the work hours set forth above, Licensee will comply with any applicable local ordinance that imposes later start times and/or earlier cessation times for construction activities and will be solely responsible for addressing and resolving any and all complaints from the public or neighboring properties related to the work performed under this Agreement .
(i) R estoration of License Area. Promptly following completion of any work permitted under this License , Licensee will remove all debris and any excess dirt, to City’s reasonable satisfaction. Licensee will restore any damage caused to existing roads and may be required to restore excavated areas with new vegetation (including irrigation and maintenance until established) and erosion control netting, all as requested by City, and will comply with all applicable regulations of the regulatory agency with jurisdiction. (j) Pip eline Depth/Installation of Above -Ground Markers . Before commencing any excavation work in the License Area, Licensee will measure the depth of City’s pipelines , if any, located in the License Area by potholing and forward the information to City. Any potholing authorized by this License will be subject to the requirements of Section 5(m) [Potholing] below.
Upon completion of work, Licensee will promptly notify City in writing of the depth of City’s pipeline and related facilities in the License Area. Licensee will install above -ground markers identifying the location of any underground facilities installed pursuant to this License. The location, type , and installation of markers and identifying information on the markers will be subject to the SFPUC’s prior written approval.
5146312.5 9 Rev. March 2025
(k) As-Built Drawings/Reports. Promptly upon completion of the SFPUC Overflow Facilities, Licensee will furnish the SFPUC with two (2) complete copies of final as-built drawings for the SFPUC Overflow Facilities , which drawings will include sufficient detail so as to allow City to precisely locate the SFPUC Overflow Facilities . I f Licensee or any of its A gents or consultants prepares any environmental, seismic, geophysical , or other written report relating to the License Area and/or any work performed on the License Area, Licensee will furnish to City a complete copy of the report, including any schedules, exhibits , and maps, promptly upon completion of the same.
(l) C ontractors . Licensee will not accept and release its contractor for work authorized or required by this License before securing the SFPUC’s written approval. (m) Po tholing . Any potholing authorized by this License will be subject to the direction of City ’s Watershed Manager . Potholing using the soft dig method (vacuum soil extraction system) is preferred. If Licensee wishes to use any other mechanical method such as digging with a backhoe , License must submit a written request to the SFPUC at least five (5) business days prior to commencing the work and obtain the SFPUC ’s prior written consent .
Notwithstanding the foregoing, the last two feet (2’) above the top of the pipe must be dug manually, without the use of any machines.
(n) O wnership and Operation of SFPUC Overflow Facilities . The SFPUC Overflow Facilities shall be and shall remain the property of SFPUC. Licensee shall have the right to access and use the SFPUC Overflow Facilities pursuant to the terms of this License . Licensee will be responsible for the operation of the SFPUC Overflow Facilities in accordance with this License and the Lake Management Plan as may be amended during the Term of this License .
6. Re strictions on Use . The following uses (by way of example only) of the License Area by Licensee, or any other person claiming by or through Licensee, are inconsistent with the limited purpose of this License and are strictly prohibited as provided below:
(a) I mprovements . Except as otherwise expressly provided in this License, Licensee will not construct or place any temporary or permanent structures or improvements in, on, under , or about the License Area, nor will Licensee make any alterations or additions to any existing structures or improvements on the License Area, unless Licensee first obtains the SFPUC’s prior written consent, which the SFPUC may give or withhold at its sole and absolute discretion. For purposes of this License , the term “ improvements” includes asphalt, concrete, and cementitious driveways, sidewalks, and parking areas, shacks, storage facilities, and fences . (b) T rees and Other Plantings . Licensee will not plant any trees or other vegetation in or on the License Area, except as otherwise expressly provided in this License and except in accordance with detailed plans consistent with the SFPUC ’s Vegetation Management Policy, if applicable, which may be amended from time to time and as approved by the SFPUC in writing in advance.
(c) D umping . Licensee will not cause or permit the dumping or other disposal in, on, under, or about the License Area of landfill, refuse, Hazardous Material (defined in subsection (d) [Hazardous Material] below), or any other materials, including materials that are unsightly or could pose a hazard to the human health or safety, native vegetation or wildlife, or the environment. 5146312.5 10 Rev. March 2025
(d) Hazardous Material. Licensee will not cause, nor will Licensee allow an y of its Agents or Invitees (defined in Section 19 [Indemnity] below) to cause, any Hazardous Material to be brought upon, kept, used, stored, generated, released, or disposed of in, on, under, or about the License Area, or transported to, from, or over the License Area. Licensee will immediately notify City when Licensee learns of or has reason to believe that a release of Hazardous Material has occurred in, on, under , or about any part of the License Area. Licensee will further comply with all applicable Laws requiring notice of releases or threatened releases to governmental agencies and will take all action necessary or desirable to mitigate the release or minimize the spread of contamination. I f Licensee or its Agents or Invitees cause a release of Hazardous Material, Licensee will promptly return the License Area to the condition immediately prior to the release , without cost to City, in accordance with all Laws , and using the highest and best technology available. In connection with any remedial action, Licensee will afford City a full opportunity to participate in any discussion or negotiations with governmental agencies and environmental consultants regarding any settlement agreement, cleanup or abatement agreement, consent decree , or other compromise proceeding involving Hazardous Material, and any other abatement or cleanup plan, strategy , and procedure. For purposes of this License , “Hazardous Material ” means material that, because of its quantity, concentration, or physical or chemical characteristics, is at any time now or hereafter deemed by any applicable federal, state, or local governmental authority to pose a present or potential hazard to public health, welfare , or the environment.
Hazardous Material includes the following: any material or substance defined as a “ hazardous substance, pollutant or contaminant ” pursuant to the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. Section 9601 et seq., or pursuant to Section 78075 of the California Health & Safety Code or any other applicable federal, state, or local Law; a “hazardous waste” listed pursuant to Section 25140 of the California Health & Safety Code; any asbestos and asbestos -containing materials whether or not those materials are part of the License Area or are naturally occurring substances in the License Area; and any petroleum, including crude oil or any crude-oil fraction, natural gas , or natural gas liquids, provided, the foregoing will not prohibit Licensee from traversing to, from , and across the License Area in standard motor vehicles that do not exceed the weight limitations set forth below. The term “release” or “threatened release” when used with respect to Hazardous Material will include any actual or imminent spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing in, on, under , or about the License Area. (e) N
uisances . Licensee will not conduct any activities in, on, under , or about the License Area that constitute waste, nuisance, or unreasonable annoyance (including emission of objectionable odors, noises, or lights) to City, to the owners or occupants of neighboring property, or to the public, or that constitute waste or nuisance per se. (f) D amage . Licensee will not do anything in, on, under , or about the License Area that could cause damage to or interference with any pipelines, facilities, or other property located in, on, under, or about the License Area. Licensee will compensate City for all damage caused to the License Area and City facilities resulting from the activities of Licensee and its A gents and Invitees, including damage resulting from defective work. (g) U se of Adjoining Land . Licensee acknowledges that the privilege given under this License will be limited strictly to the License Area. Licensee will not traverse over or otherwise use any adjoining lands of City.
5146312.5 11 Rev. March 2025
(h) Ponding; Water Courses . Licensee will not cause any ponding on the License Area or any flooding on adjacent land. Licensee will not engage in any activity that causes any change, disturbance, fill, alteration, or impairment to the bed, bank, or channel of any natural water course, wetland, or other body of water on, in, under, or about the License Area, nor will Licensee engage in any activity that could pollute or degrade any surface or subsurface waters or result in the diminution or drainage of such waters.
(i) H eavy Equipment and Vehicles . To prevent damage to City’s underground pipelines, Licensee’s use of vehicles and equipment within twenty feet (20′ ) of each side of the centerline of any City pipeline (measured on the surface) will be subject to the following restrictions:
(i) T he depth of soil cover over the tops of City’s pipelines must be at least three feet (3′) for steel cylinder pipe and four feet (4′) for reinforced pre-stressed concrete cylinder pipe to accommodate the loading defined in subsection (ii) below. If any equipment with axle loading exceeds the loads stated in subsection (ii) below or if the depth of soil cover is less than stated above, Licensee will submit to the SFPUC for review and approval, at the SFPUC’s sole discretion, engineering calculations prepared by a licensed Professional Engineer licensed in California showing that City ’s pipelines will not be adversely affected by Licensee’s proposed activities. If City’s pipelines may be adversely affected, Licensee will submit remedial measures for City’s approval to ensure that no adverse effect will occur. (ii) The effects of vehicle and equipment loads on the pipeline must not exceed the effects of the “AASHTO Standard H-10 Loading.” H-10 loading is defined as loading caused by a two-axle truck with a gross weight of ten tons (20,000 lbs.), axles fourteen feet (14′ ) apart, and rear axle carrying eight tons (16,000 lbs.). Licensee will be responsible for providing the SFPUC adequate evidence that its equipment and vehicles meet the foregoing requirements. (iii) Licensee will not use vibrating compaction equipment without the SFPUC’s prior written approval, which approval may be given or withheld at the SFPUC’s sole discretion. (iv) If the depth of the soil cover over the pipeline (determined by potholing or other proof procedure) is less than the minimum stated in subsection (i) above, unless an alternate method is approved by the SFPUC in writing, all excavation and grading over the pipeline must be performed manually. For any machinery or equipment excavation and grading over and/or within twenty feet (20 ′) of each side of the centerline of the pipeline (measured on the surface), Licensee will submit a written proposal together with all supporting calculations and data to the SFPUC for review and approval. In any case, the two feet (2 ′) of soil around the pipeline must be removed manually or by other methods approved by the SFPUC with d ue care as provided in Section 5(e) [Exercise of Due Care] above.
(j) Cathodic and Other Protection . City may adopt from time -to-time rules and regulations with regard to the SFPUC Overflow Facilities , Licensee’s prior improvements or alterations, and Licensee’s operations under this License as City may determine are necessary or appropriate, at City’s sole discretion, to safeguard against corrosion of, or other damage to, City’s pipelines and other fa cilities. Licensee will immediately comply with all rules and regulations upon receipt of a copy of any rules and regulations.
5146312.5 12 Rev. March 2025
7. License Fee(s).
(a) Processing Fee. Licensee will pay to City a one -time non-refundable license fee in the amount of Two Thousand Five Hundred Dollars ($ 2,500) to cover City ’s processing, inspection, and other administrative costs. Such fee is payable at such time as Licensee signs and delivers this License to City. Payment will be made by good check payable to the City and County of San Francisco and delivered to City in care of the SFPUC Real Estate Director at the address for notices to City specified in Section 31(a) [Notices ] below, or such other place as City may designate in writing.
(b) Use Fee . In addition, Licensee will pay to City a use fee in consideration of Licensee’s use of the License Area. The use fee payable will be in the amount of Two Thousand Two Hundred and Seventy -Eight Dollars ($ 2,278) (“ Use Fee ”), as determined by that certain appraisal dated July 23, 2025 by Associated Right of Way Services, Inc. and procured by Licensee.
The Use Fee will be paid to City, without prior demand and without any deduction, setoff, or counterclaim whatsoever. If this License is superseded by a new license as contemplated in Section 2(a)(ii), any Use Fee paid by Licensee under this License will be credited against the use fee due and payable under any new license. All sums payable by Licensee to City pursuant to this License will be paid in cash or by good check to the City and County of San Francisco and delivered to City in care of the Customer Service Bureau, Attn: Real Estate Billing, 525 Golden Gate Avenue, 3
rd Floor, San Francisco, California, 94102, or such other place as City may designate in writing. City’s acceptance of a third -party check or other payment will not be deemed as City’s acceptance or acknowledgement of any assignment of this License and will not be deemed to establish a relationship between City and that third party. Any sum tendered by a third party will be deemed a use fee tendered on behalf of Licensee and not on behalf of the third party regardless of whether it contains a restrictive endorsement . (c) I ntentionally Omitted .
(d) Intentionally Omitted.
8. Required Insurance Coverages. Licensee’s compliance with the provisions of this Section 8 will in no way relieve or decrease Licensee’s indemnification or other obligations under this License. Licensee must maintain in force, during the full Term of this License, insurance in the amounts and coverages listed below. In addition, Licensee will cause each Agent (defined in Section 19 [Indemnity] below) performing work on the License Area to procure and keep in effect during the course of any work appropriate amounts of insurance and add City as additional insured for those respective policies .
(a) Commercial General Liability Insurance with limits not less than $ 3,000,000 each occurrence for Bodily Injury and Property Damage, including Contractual Liability, Personal Injury, Independent Contractors, Explosion, Collapse, and Underground (XCU), Broad Form Property Damage and Products , and Completed Operations. (b) Commercial Automobile Liability Insurance with limits not less than $ 2,000,000 each occurrence, “Combined Single Limit” for Bodily Injury and Property Damage, including Owned, Non-Owned, and Hired auto coverage, as applicable. 5146312.5 13 Rev. March 2025
(c) Workers’ Compensation, in statutory amounts, with Employers’ Liability Limits not less than $1,000,000 each accident, injury, or illness. (d) Pollution Liability Insurance applicable to Licensee’s activities and responsibilities under this License with limits not less than $ 1,000,000 each occurrence combined single limit, including coverage for on-site third -party claims for bodily injury and property damage . (e) Additional Insured Endorsements .
(i) The Commercial General Liability and Pollution Liability policies must be endorsed to name as Additional Insured the City and County of San Francisco, its Officers, Agents, and Employees.
(ii) The Commercial Automobile Liability Insurance policy must be endorsed to name as Additional Insured the City and County of San Francisco, its Officers, Agents, and Employees.
(f) Waiver of Subrogation Endorsements . The Workers’ Compensation policy(ies) and all Liability Policies referenced above will be endorsed with a waiver of subrogation in favor of City for all work performed by Licensee or its Agents. (g) P rimary Insurance Endorsements .
(i) The Commercial General Liability policy will provide that the polic y is primary insurance to any other insurance available to the Additional Insureds, with respect to any claims arising out of this License, and that the insurance applies separately to each insured against whom claim is made or suit is brought.
(ii) The Commercial Automobile Liability Insurance policy will provide that the policy is primary insurance to any other insurance available to the Additional Insureds, with respect to any claims arising out of this License, and that the insurance applies separately to each insured against whom claim is made or suit is brought.
(iii) The Pollution Liability Insurance policy will provide that the policy is primary insurance to any other insurance available to the Additional Insureds, with respect to any claims arising out of this License, and that the insurance applies separately to each insured against whom claim is made or suit is brought.
(iv) The policies will also provide for severability of interests and that an act or omission of one of the named insureds that would void or otherwise reduce coverage will not reduce or void the coverage as to any other insured and will afford coverage for all claims based on acts, omissions, injury, or damage that occurred or arose (or the onset of which occurred or arose) in whole or in part during the policy period.
(h) Other Insurance Requirements.
(i) Thirty (30) days’ advance written notice will be provided to City of cancellation, intended non -renewal, or reduction in coverages, except for non-payment for which no less than ten (10) days’ notice will be provided to City. Notices will be sent to the City address set forth in Section 31(a) [Notices].
5146312.5 14 Rev. March 2025
(ii) If any of the required insurance is provided under a claims -made form, Licensee will maintain coverage continuously throughout the Term of this License and, without lapse, for a period of three years beyond the expiration of this License, to the effect that, should occurrences during the License Term give rise to claims made after expiration of the License, those claims will be covered by the claims-made policies.
(iii) If any of the required insurance is provided under a form of coverage that includes a general annual aggregate limit or provides that claims investigation or legal defense costs be included in the general annual aggregate limit, the general annual aggregate limit must be double the occurrence or claims limits specified above. (iv) If any required insurance lapse s during the Term of this License , requests for payments originating after the lapse will not be processed until City receives satisfactory evidence of reinstated coverage as required by this License, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this License effective on the date the insurance lapses.
(v) Prior to the Commencement Date, Licensee will furnish to City certificates of insurance and additional insured policy endorsements with insurers with ratings comparable to A-, VIII or higher, that are authorized to do business in the State of California, and that are satisfactory to City, in form evidencing all coverages set forth above. Licensee and its contractors will submit or cause their respective insurance brokers to submit requested information through the TenantShield insurance verification program designated by City or any successor program used by City for verification of Licensee and contractor insurance coverage. Approval of the insurance by City will not relieve or decrease Licensee’s liability hereunder. If Licensee fails to procure the required insurance, or to deliver policies or certificates, at its option, City may procure the same for the account of Licensee, and Licensee will reimburse City for any costs paid by City within five (5) business days after delivery to Licensee of an invoice therefor. (vi) If Licensee will use any subcontractor(s) to perform the Permitted Acts , Licensee will require the subcontractor(s) to provide all necessary insurance and to name the City and County of San Francisco, its officers, agents and employees , and the Licensee as additional insureds.
(vii) Upon City’s request, Licensee and City will periodically review the limits and types of insurance carried pursuant to this Section. If the general commercial practice in the City and County of San Francisco is to carry liability insurance in an amount or coverage materially greater than the amount or coverage then being carried by Licensee for risks comparable to those associated with the License Area, then, at its sole discretion, City may require Licensee to increase the amounts or coverage carried by License e hereunder to conform to the general commercial practice.
(i) Self-Insurance.
Licensee will have the right to self -insure with respect to any of the insurance requirements required under this License, to the extent permitted by applicable law. I f Licensee elects to self-insure with respect to any of the insurance requirements required under this License, before the Commencement Date and upon written request by the SFPUC , within thirty (30) days of the commencement of each year thereafter, Licensee will submit to the SFPUC a certificate of 5146312.5 15 Rev. March 2025
self-insurance signed by a duly authorized representative of Licensee, such certificate evidencing that Licensee ’s self -insurance program is adequately funded, in full force and effect and in compliance with and subject to all the terms, agreements, covenants, conditions and provisions of this License. If Licensee elects to self-insure, Licensee will give City prompt written notice of any significant change in or the depletion of its self -insurance fund. Notwithstanding the foregoing, Licensee is also responsible for causing any contractors, subcontractors, and/or Agents to maintain commercially reasonable insurance coverages and coverage limits as required under this License.
Any deductibles or self -insured retentions must be declared. All deductibles and self-insured retentions will be paid by Licensee.
With respect to any claim, loss , or liability that would have been covered by the insurance policies (including the status as an “additional insured” thereunder of City, the SFPUC , and their respective Agents and Employees) required by this License to be maintained by Licensee but within the self-insured retention or deductible amount, Licensee will cover such claim, loss, or liability on the same basis as the insurance arrangements or deductibles on such insurance policies, including such insurance carrier responsibility to protect City, the SFPUC, and their respective Agents and Employees as an “ additional insured.”
9. Compliance with Laws. At its expense, Licensee will conduct and cause to be conducted all activities on the License Area permitted by this License in a safe and reasonable manner and in compliance with all laws, statutes, ordinances, rules, regulations, policies, orders, edicts, and the like (collectively, “ Laws”) of any governmental or other regulatory entity with jurisdiction (including the American with Disabilities Act) and all applicable covenants, restrictions , and provisions of record, whether presently in effect or subsequently adopted and whether or not in the contemplation of the Parties . At its sole expense, Licensee will procure and maintain in force at all times during its use of the License Area all business and other licenses or approvals necessary to conduct the activities allowed by this L icense. City is entering into this License in its capacity as a property owner with a proprietary interest in the License Area and not as a regulatory agency with police powers. No approval by City for purposes of this License will be deemed to constitute approval of any federal, state, City , or other local regulatory authority with jurisdiction, and nothing in this License will limit Licensee’s obligation to obtain all regulatory approvals at Licensee’s sole cost, or limit in any way City’s exercise of its police powers.
Licensee will keep itself fully informed of City’s Charter, codes, ordinances and regulations and all state and federal laws, rules and regulations affecting the performance of Licensee’s operations pursuant to this License and will at all times comply with those laws and regulations. Licensee agrees to maintain its good standing as a corporation, nonprofit, limited liability company, partnership, joint venture , or similar legal entity at all times during the Term of this License. Licensee’s obligation to maintain good standing includes, without limitation, Licensee’s continued timely submission of all required information and payments when due to the California Secretary of State, Franchise Tax Board, Internal Revenue Service, California Attorney General’s Registry of Charitable Trusts, or any other applicable agency or entity. Licensee will immediately notify City of any voluntary or involuntary change to its good standing status or in its eligibility, rights and privileges as a statutory entity. Upon City’s request, Licensee will provide documentation demonstrating its compliance with all applicable Laws . If Licensee will use any contractors to perform the Permitted Acts , Licensee is responsible for ensuring they comply with all applicable Laws at the time Licensee contracts with those contractors and for the duration of 5146312.5 16 Rev. March 2025
that agreement. Any failure by Licensee or any of its contractors to remain in good standing with applicable Laws will be a material breach of this License.
10. Covenant to Maintain License Area and SFPUC Overflow Facilities. Licensee will be solely responsible for repairing and maintaining the License Area and the SFPUC Overflow Facilities and related improvements or alterations made in or on the License Area , pursuant to this License, in a good, clean, safe, secure, sanitary , and sightly condition. City will have no duty whatsoever for any repair or maintenance of the License Area or the SFPUC Overflow Facilities, or other Licensee improvements or alterations. T hroughout the Term of this License, at its sole cost, Licensee will maintain the License Area at all times in a good, clean, safe, secure, sanitary , and sightly condition. Licensee will notify City in writing not less than five (5) days before performing any repair or maintenance work in the License Area, except in the case of an emergency when Licensee will notify City telephonically and in writing as soon as reasonably possible.
11. M onuments .
(a) By its execution and delivery of this License , Licensee acknowledges that the monuments shown on the attached Exhibit B, if any, are in place and in good condition. During the installation of the SFPUC Overflow Facilities and at all times during Licensee’s use of the License Area, Licensee will protect and safeguard City’s monuments. Licensee will promptly notify City if Licensee becomes aware of any change in the condition of City’s monuments, regardless of the cause of the change.
(b) If Licensee damages a monument necessitating resurvey, repair , or replacement, as determined by City at its sole discretion, Licensee will survey, file a land surveyor ’s map in t he Official Records of the County of San Francisco, and install a replacement monument within thirty (30) days of completion of work authorized under this License , all at Licensee’s expense and to City’s satisfaction. A recorded surveyor’s map will be furnished by Licensee to the SFPUC for its records.
(c) During the Term of this License, City may replace missing monuments or install new monuments. When City replaces missing monuments or installs new monuments, City will give Licensee written notice of the replacement or installation. Upon deposit of the notice in the U.S. mail by City, postage prepaid, Licensee will assume the protection and replacement responsibilities set forth in this License.
12. Relocation or Alteration of Facilities or Improvements . Without limiting City’s rights under this License, at City’s written request, Licensee will promptly alter or relocate the SFPUC Overflow Facilities , as may be necessary to avoid any actual or potential interference with the installation, construction, maintenance, operation, repair, replacement, or removal of any of City’s pipelines, power lines, facilities , or other structures now or later constructed or with any other operations or land uses by City. In the request, City may specify reasonable time limits for completion of the work. City will reimburse Licensee for the reasonable documented costs incurred by Licensee directly resulting from such City-requested alterations or relocation. If, after the written notice, Licensee fails to complete the requested work within the prescribed time limits, City may perform the requested work. If City elects to perform the alteration or relocation work, City will provide no less than sixty (60) days’ p rior written notice to Licensee. In the event of an emergency, at City’s sole option, and without notice, City may, alter, relocate, or protect all 5146312.5 17 Rev. March 2025
SFPUC Overflow Facilities, improvements, plantings , or other property installed or placed in, on, under, or about the License Area by Licensee . Upon City’s written or oral notice that an emergency exists, Licensee must ensure that the owner of any utility facilities installed in the License Area by or for Licensee’s Permitted Use, take immediate action at its sole expense to protect, remove, or relocate the utility facilities as required by City to address the emergency.
13. Intentionally Omitted.
14. Signs. Except for any pipeline markers required by City or any regulatory agency with jurisdiction, Licensee will not place, erect, or maintain any sign, advertisement, banner , or similar object in, on, or about the License Area without City’s prior written consent, which City may give or withhold at its sole discretion; provided, however, that, without City ’s prior written consent, if necessary for Licensee’s construction use, Licensee may place in the License Area a temporary sign of less than thirty (30) days ’ duration that does not penetrate the ground surface.
15. S urrender . Upon the expiration of this License or within ten (10) days after any termination of this License , Licensee will surrender the License Area in substantially the same condition as received excepting any plants or other vegetation removed or planted by Licensee, free from hazards , and clear of all debris. At that time, Licensee will remove all of its property from the License Area and any signs, and, upon City’s request, the SFPUC Overflow Facilities and any other structures, improvements, or alterations placed on the License Area during the Term of this License, and will repair, at its cost, any damage to the License Area caused by the removal.
Licensee’s obligations under this Section will survive any termination of this License .
16. R epair of Damage . If any portion of the License Area or any City property located on or about the License Area is damaged or threatened by any of the activities conducted by Licensee or anyone acting by or through Licensee during the Term, at its sole cost, Licensee will immediately notify City of the damage or threat by (a) calling the SFPUC’s dispatch operator as specified in Section 31(b) [Emergency Contacts ] below, and (b) providing written notice in accordance with Section 31(a) [Notices] below. City may, but will not be obligated to, remedy the damage or threat at Licensee’s sole cost, or City may elect to observe Licensee’s repair work. If City elects not to remedy the damage or threat, Licensee will repair all damage and restore the License Area or property to its previous condition subject to City’s inspection, review , and approval. City has no responsibility or liability of any kind with respect to any utilities that may be on, in , or under the License Area. Licensee is solely responsible for the locat ion of any utilities and other existing facilities and their protection from damage. Licensee will be solely responsible to arrange and pay directly for any utilities or services necessary for its Permitted Acts; provided, Licensee will obtain City’s prior written approval for the provision of any services or utilities in, on, under, or through the License Area.
17. D efault ; Remedies. Any of the following shall constitute an event of default (“ Event of Default”) by Licensee under this License:
(a) Use Fee and Other Sums. Any failure to pay the Use Fee or any fee or other sums as and when due, provided Licensee shall have a period of three (3) business days from the date of written notice from City within which to cure any default in the payment of the Use Fee or other sums.
5146312.5 18 Rev. March 2025
(b) Covenants, Conditions, and Representations . Any failure to perform or comply with any provision or representation made under this License, provided that Licensee shall have a period of thirty (30) business days from the date of written notice from City of such failure (“Default Notice”) within which to cure such default under this License (“Cure Period”), or, if such default is not capable of cure within the Cure Period, Licensee shall have a reasonable period to complete the cure if Licensee promptly under takes action to cure the default within the Cure Period and thereafter diligently prosecutes the same to completion and Licensee uses its best efforts to complete the cure within sixty (60) days after the receipt of the Default Notice; provided, however, that upon the occurrence during the Term of three defaults of the same obligation, City shall not be required to provide any notice regarding Licensee’s failure to perform such obligation, and any subsequent failure by Licensee after Licensee has received three such notices shall constitute a default by Licensee hereunder without any requirement on the part of City to give Licensee notice of such failure or an opportunity to cure. (c) V
acation or Abandonment . Abandoning the License Area or vacating the License Area for more than fourteen (14) consecutive days without City’s consent. (d) B ankruptcy . The appointment of a receiver to take possession of all or substantially all the assets of Licensee , or an assignment by Licensee for the benefit of creditors, or any action taken or suffered by Licensee under any insolvency, bankruptcy, reorganization, moratorium, or other debtor relief act or statute, whether now existing or hereafter amended or enacted, if any such receiver, assignment , or action is not released, discharged, dismissed, or vacated within sixty (60) days.
(e) C ity’s Right to Cure Defaults by Licensee. If Licensee fails to perform its obligations under this License or if Licensee defaults in the performance of its other obligations under this License, then, at its sole option, City may remedy the failure for Licensee’s account and at Licensee’s expense a fter first providing Licensee with (i) five (5) business days’ prior written notice of City’s intention to cure the default (except that no prior notice will be required in the event of an emergency as determined by City), and (ii) the opportunity for Licensee to cure the default within the notice period or such other longer period of time agreed upon by City. City’s action will not be construed as a waiver of City’s rights or remedies under this License, and nothing in this License will imply any duty of City to do any act that Licensee is obligated to perform.
Licensee will pay to City upon demand, all costs, damages, expenses, or liabilities incurred by City, including reasonable attorneys’, experts’, and consultants’ fees, in remedying or attempting to remedy the default. Licensee’s obligations under this Section will survive the termination of this License.
(f) P
rocedure Upon Failure to Maintain or Abandonment of SFPUC Overflow Facilities. If Licensee abandons or otherwise materially fails to maintain the SFPUC Overflow Facilities, City will provide written notice of such abandonment or failure (“ Notice of Abandonment”) to Licensee. Licensee shall have ninety (90) days following such Notice of Abandonment to remedy the claimed abandonment or maintenance failure or, if such abandonment or maintenance failure cannot be cured within ninety (90) days, Licensee shall have such additional reasonable time as may be necessary to cure, provided that Licensee’s work to remedy the abandonment or failure is commenced within ninety (90) days of the Notice of Abandonment and Licensee diligently works to remedy the abandonment or fail ure as soon as possible. If Licensee elects to remedy or cure such abandonment or maintenance failure, Licensee shall comply with all of the requirements set forth in this License, including but not limited to the requirements set forth 5146312.5 19 Rev. March 2025
in Section 5(a) [Approval of Plans and Specifications]. In the event that Licensee fails to respond to the Notice of Abandonment within ninety (90) days or otherwise fails to remedy the claimed abandonment or maintenance failure, City will revoke this License .
18. S pecial Administrative Charges .
Without limiting City’s other rights and remedies set forth in this License, at law or in equity, if Licensee (i) constructs or installs any a lteration or improvement without the written approval of City as required by Section 5(a) [Approval of Plans and Specifications] of this License, or (ii) fails to make a repair required by this License on a reasonably timely basis, or (iii) fails to provide evidence of the required insurance coverage described in Section (8) [Required Insurance Coverages] on a reasona bly timely basis, then upon written notice from City of such failure or unauthorized action, Licensee shall pay, as an additional charge, the respective amount specified in the table below in consideration of City’s administrative cost and expense in providing notice or performing inspections. If Licensee fails to remove the unauthorized alteration or improvement and restore the License Area or perform the necessary repair or provide the necessary document, as applicable, within the time period set forth in such notice, and City delivers to Licensee additional written notice requesting such document or evidence of such repair, or performs additional inspections to verify compliance, then Licensee shall pay to City, as an additional charge, the respective am ount specified in the table below for each additional written notice City delivers to Licensee requesting such corrective action.
Violation
License
Article
Initial
inspection
and/or notice
Follow up
inspection
and/or notice
Construction of Alterations that are
not approved by City
5 $700.00 $800.00
Failure to make required repairs 10 $600.00 $700.00
Failure to obtain/maintain insurance 8 $600.00 $700.00 The Parties agree that the charges set forth in this Section represent a fair and reasonable estimate of the administrative cost and expense that City will incur in connection with providing notices or performing inspections as set forth above, and that City’s right to impose the foregoing charges shall be in addition to and not in lieu of any and all other rights under this License, at law or in equity.
19. No Costs to City . Licensee will bear all costs or expenses of any kind or nature in connection with its use of the License Area and will keep the License Area free and clear of any liens or claims of lien arising out of or in any way connected with its use of the License Area.
20. I ndemnity . Licensee will indemnify, defend, reimburse , and hold harmless City, its officers, agents, employees , and contractors, and each of them, from and against all demands, claims, legal or administrative proceedings, losses, costs, penalties, fines, liens, judgments, damages, and liabilities of any kind ( “Claims”), arising in any manner out of (a) any injury to or death of any person or damage to or destruction of any property occurring in, on, or about any part of the License Area, whether such injury, death, damage, or destruction is caused by the person or property of Licensee, its officers, directors, members, employees, agents, consultants, contractors, 5146312.5 20 Rev. March 2025
or subcontractors (collectively, “Agents”), or its invitees, guests, or business visitors (collectively, “Invitees”),or third persons, relating to any use or activity under this License, (b) any failure by Licensee to faithfully observe or perform any term, covenant , or condition of this License, (c) the use of the License Area or any activities conducted on the License Area by Licensee, its Agents, or Invitees, (d) any release or discharge, or threatened release or discharge, of any Hazardous Material caused or allowed by Licensee, its Agents, or Invitees, on, in, under, or about the License Area, any improvements or into the environment, or (e) any failure by Licensee to faithfully observe or perform any terms, covenants , or conditions of the Recorded Documents to the extent that the terms, covenants , or conditions relate to or are triggered by the work to be performed or the SFPUC Overflow Facilities or other Licensee improvements or alterations on the License Area; except solely to the extent of Claims resulting directly from the gross negligence or willful misconduct of City or City’s authorized representatives . In addition to Licensee ’s obligation to indemnify City, Licensee has an immediate and independent obligation to defend City from any claim that actually or potentially falls within this indemnity provision even if the allegation is or may be groundless, fraudulent , or false, which obligation arises at the time the claim is tendered to Licensee by City and continues at all times thereafter. The foregoing indemnity will include reasonable attorneys ’, experts ’, and consultants ’ fees and costs, investigation and remediation costs, and all other reasonable costs and expenses incurred by the indemnified parties, including damages for decrease in the value of the License Area and claims for damages or decreases in the value of adjoining property. Licensee’s obligations under this Section will survive the expiration or other termination of this License .
21. Waiver of Claims.
(a) Neither City nor any of its commissions, departments, boards, officers, agents , or employees will be liable for any damage to the property of Licensee, its officers, agents, employees, contractors, or subcontractors, or their employees, or for any bodily injury or death to these persons, resulting or arising from the condition of the License Area or its use by Licensee , or Licensee’s Agents or Invitees .
(b) Because this License is freely revocable by City, Licensee expressly assumes the risk of making any expenditure in connection with this License, even if the expenditures are substantial. Without limiting any indemnification obligations of Licensee or other waivers contained in this License and as a material part of the consideration for this License, Licensee fully RELEASES, WAIVES, AND DISCHARGES forever all claims, demands, rights, and causes of action against, and covenants not to sue, City, its departments, commissions, officers, directors , and employees, and all persons acting by, through, or under each of them, under any present or future Laws, including any claim for inverse condemnation or the payment of just compensation under law or equity, if City exercises its right to revoke or terminate this License . (c) Licensee acknowledges that it will not be a displaced person at the time this License is terminated or revoked or expires by its own terms, and Licensee fully RELEASES, WAIVES , AND DISCHARGES forever all claims, demands, rights, and causes of action against, and covenants not to sue, City, its departments, commissions, officers, directors , and employees, and all persons acting by, through, or under each of them, under any present or future Law s related to displaced persons or relocation assistance, including all claims for relocation benefits or assistance from City under federal and state relocation assistance laws. 5146312.5 21 Rev. March 2025
(d) The fees payable pursuant to this License do not take into account any potential City liability for any consequential or incidental damages including lost profits and arising out of disruption to or the SFPUC Overflow Facilities or other Licensee improvements or alterations on the License Area; or Licensee’s uses of the License Area permitted by this License . City would not be willing to grant this License in the absence of a waiver of liability for consequential or incidental damages resulting from the acts or omissions of City or its departments, commissions, officers, directors, and employees, and by all persons acting by, through, or under each of them , and Licensee expressly assumes the risk with respect thereto. Accordingly, without limiting any indemnification obligations of Licensee or other waivers contained in this License and as a material part of the consideration for this License, Licensee fully RELEASES, WAIVES , AND DISCHARGES forever all claims, demands, rights, and causes of action against for consequential and incidental damages (including lost profits ) and covenants not to sue for consequential or incidental damages City, its departments, commissions, officers, directors, and employees, and all persons acting by, through, or under each of them, arising out of this License or the uses authorized under this License, including any interference with uses conducted by Licensee pursuant to this License, regardless of the cause, and whether or not due to the negligence of City or its departments, commissions, officers, directors , and employees, and all persons acting by, through, or under each of them, except for the gross negligence and willful misconduct of City or its departments, commissions, officers, directors , and employees, and all persons acting by, through, or under each of them.
(e) As part of Licensee’s agreement to accept the License Area in its “As Is” condition as provided below, and without limiting its agreement, Licensee , on behalf of itself and its successors and assigns, waives its right to recover from, and forever releases and discharges, City and its officers, agents , and employees, and their respective heirs, successors, administrators, personal representatives , and assigns, from all Claims, whether direct or indirect, known or unknown, foreseen and/or unforeseen, that may arise on account of or in any way be connected with the physical or environmental condition of the License Area and any related improvements or any applicable Laws or the suitability of the License Area for Licensee’s intended use . (f) In connection with the foregoing releases, Licensee acknowledges that it is familiar with Section 1542 of the California Civil Code, which reads:
A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settleme nt with the debtor or released party.
Licensee acknowledges that the releases contained in this License include all known and unknown, disclosed and undisclosed, and anticipated and unanticipated claims. Licensee realizes and acknowledges that it has agreed upon this License in light of this realization and, being fully aware of this situation, it nevertheless intends to waive the benefit of California Civil Code Section 1542, or any statute or other similar law now or later in effect. The releases contained in this License will survive any termination of this License.
22. As Is Condition of License Area; Disability Access; Disclaimer of Representations .
Licensee accepts the License Area in its “AS IS” condition, without representation or warranty of any kind by City, its departments, commissions, officers, directors, and employees, and all persons acting by, through, or under each of them, and subject to all applicable L aws governing the use of 5146312.5 22 Rev. March 2025
the License Area. Without limiting the foregoing, this License is made subject to all existing and future covenants, conditions, restrictions, easements, encumbrances , and other title matters affecting the License Area, whether foreseen or unforeseen, and whether these matters are of record or would be disclosed by an accurate inspection or survey.
City discloses (a) City has not been issued a disability access inspection certificate as described in California Civil Code Section 55.53(e), (b) pursuant to California Civil Code Section 1938, that City has not ordered, performed, or caused to be performed, a Certified Access Specialist (“ CASp”) inspection of the License Area (sometimes referred to as “premises” or “subject premises” for the herein disclosures), and (c) City makes the following statutory disclosure per California Civil Code Section 1938 (the required “ CASp Disclosure”):
“A Certified Access Specialist (“CASp ”) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction- related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties will mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the premises.”
23. No Assignment. This License is personal to Licensee and will not be assigned, conveyed, or otherwise transferred by Licensee under any circumstances. Any attempt to assign, convey, or otherwise transfer this License will be null and void and cause the immediate termination and revocation of this License .
24. Ce ssation of Use . Licensee will not terminate its activities on and use of the License Area pursuant to this License without prior written approval by City, and only if the Lake Management Plan is amended and no longer requires that Licensee operate and maintain the SFPUC Overflow Facilities.
25. N o Joint Ventures or Partnership; No Authorization . This License does not create a partnership or joint venture between City and Licensee as to any activity conducted by Licensee on, in, or relating to the License Area. Licensee is not a state actor with respect to any activity conducted by Licensee on, in, under, or around the License Area. City’s provision of this License does not constitute City ’s authorization or approval of any activity conducted by Licensee on, in, around, or relating to the License Area.
26. I ntentionally Omitted.
27. Intentionally Omitted.
28. Intentionally Omitted.
29. Notification of Prohibition on Contributions. Licensee acknowledges that it is familiar with Section 1.126 of the San Francisco Campaign and Governmental Conduct Code, which prohibits any person who contracts with City for the selling or leasing of any land or building to 5146312.5 23 Rev. March 2025
or from City whenever the transaction would require the approval by a City elective officer , the board on which that City elective officer serves, or a board on which an appointee of that individual serves, from making any campaign contribution to (a) the City elective officer, (b) a candidate for the office held by such individual, or (c) a committee controlled by that individual or candidate, at any time from the commencement of negotiations for the contract until the later of either the termination of negotiations for the contract or twelve months after the date the contract is approved.
Licensee acknowledges that the foregoing restriction applies only if the contract or a combination or series of contracts approved by the same individual or board in a fiscal year have a total anticipated or actual value of $ 100,000 or more. Licensee further acknowledges that (i) the prohibition on contributions applies to each Licensee; each member of Licensee’s board of directors, and Licensee ’s chief executive officer, chief financial officer , and chief operating officer, if applicable ; any person with an ownership interest of more than ten percent (10%) in Licensee; any subcontractor listed in the contract; and any committee that is sponsored or controlled by Licensee; and (ii) within thirty (30) days of the submission of a proposal for the contract, the City department seeking to enter into the contract must notify the Ethics Commission of the parties and any subcontractor to the contract. Additionally, Licensee certifies it has informed each of the persons described in the preceding sentence of the prohibitions contained in Section 1.126 by the time it submitted a proposal for the contract to City, and has provided the names of the persons required to be informed to the City department seeking to enter into that contract within thirty (30) days of submitting its contract proposal to the City department receiving that submittal, and acknowledges the City department receiving that submittal was required to notify the Ethics Commission of those persons.
30. Intentionally Omitted.
31. Taxes, Assessments, Licenses, License Fees, and Liens. (a) Licensee recognizes and understands that this License may create a possessory interest subject to property taxation and that Licensee may be subject to the payment of property taxes levied on that interest. Licensee further recognizes and understands that any transfer or assignment permitted under this License and any exercise of any option to renew or extend this License may constitute a change in ownership for purposes of property taxation and therefore may result in a revaluation of any possessory inter est created hereunder. (b) Licensee will pay taxes of any kind, including possessory interest taxes, that may be lawfully assessed on the interest created by this License and will pay all other taxes, excises, licenses, permit charges, and assessments based on Licensee’s usage of the License Area that may be imposed upon Licensee by law, all of which will be paid when the same become due and payable and before delinquency.
(c) Licensee will not allow or suffer a lien for any taxes or charges to be imposed upon the License Area or upon any equipment or property located on the License Area without promptly discharging the same, provided that Licensee may contest the validity of the same by paying under protest or posting adequate ( at City’s sole discretion) security during any contest. (d) San Francisco Administrative Code Sections 23.38 and 23.39 require that City report certain information relating to this License, and any renewals of this License , to the County Assessor within sixty (60) days after any renewal , and that Licensee report certain information relating to any assignment of or transfer under this License to the County Assessor within sixty 5146312.5 24 Rev. March 2025
(60) days after any assignment or transfer transaction. Licensee will provide this information as may be requested by City to enable City to comply with this requirement .
32. Notices.
(a) Except as otherwise expressly provided in this License, service of notices and demands given under this License will be effective only if in writing and given by delivering the notice in person, by sending it first class mail or certified mail with a retur n receipt requested, or next-business-day courier, to City or to Licensee, as applicable, at the addresses specified below.
Properly addressed notices issued pursuant to this License will be deemed given on the date personal delivery is made or , if sent b y a method that provides confirmation of delivery, on the earliest of confirmed delivery or confirmed attempted delivery:
City or the SFPUC: Real Estate Services Division
San Francisco Public Utilities Commission
525 Golden Gate Avenue, 10
th Floor
San Francisco, CA 94102
Attn: Real Estate Director
Re: Vista Grande Overflow Facilities
License P4715
Telephone No.: (415) 487-5210
Licensee: Department of Water & Wastewater Resources
City of Daly City
153 Lake Merced Blvd
Daly City, CA 94015
Attn: Director of Water and Wastewater Resources
Re: Vista Grande Overflow Facilities
License P4715
Telephone No.: (650) 991-8206
Email: [email protected]
Telephone numbers and email addresses are provided for convenience of communication and do not constitute sufficient methods for delivering notices. Each party may change its address for notices from time to time by giving notice to the other in the manne r described above. (b) Emergency Contacts. Licensee will immediately notify the San Francisco Water Division by telephone at (415) 550-4900 of any emergency or incident requiring emergency response.
(c) Da y -to-Day Communications. Day-to-Day Communications that are not intended as a notice or demand under this License may be communicated by email or telephone. City shall designate an individual to be the key contact for day-to-day communications relating to Licensee’s use of the License Area under this License.
City’s key contact for day-to -day communications is:
San Francisco Public Utilities Commission
5146312.5 25 Rev. March 2025
Water Resources Division
525 Golden Gate Avenue
San Francisco, CA 94102
Attn: Obi Nzewi, Groundwater Program Manager
Phone: (415) 554-1876
Email: [email protected]
33. Prohibition of Tobacco Sales and Advertising. N o advertising or sale of cigarettes or tobacco products is allowed on the License Area . This advertising prohibition includes the placement of the name of a company producing c igarettes or tobacco products or the name of any cigarette or tobacco product in any promotion of any event or product.
34. P rohibition of Alcoholic Beverage Advertising . No advertising of alcoholic beverages is allowed on the License Area. For purposes of this Section, “alcoholic beverage” will be defined as set forth in California Business and Professions Code Section 23004, and will not include cleaning solutions, medical supplies , and other products and substances not intended for drinking.
This advertising prohibition includes the placement of the name of a company producing alcoholic beverages or the name of any alcoholic beverage in any promotion of any event or product.
35. R estrictions on the Use of Pesticides . Chapter 3 of the San Francisco Environment Code (the Integrated Pest Management Program Ordinance or “ IPM Ordinance ”) describes an integrated pest management (“IPM”) policy to be implemented by all City departments. Licensee will not use or apply or allow the use or application of any pesticides on the License Area or contract with any person or entity to provide pest abatement or control services to the License Area without first receiving City’s written approval of an IPM plan that (a) lists, to the extent reasonably possible, the types and estimated quantities of pesticides that Licensee may need to apply to the License Area during the Term of this License , (b) describes the steps Licensee will take to meet City’s IPM Policy described in Section 300 of the IPM Ordinance and (c) identifies, by name, title, address, and telephone number, an individual to act as the Licensee ’s primary IPM contact person with City. Licensee will comply, and will require all of Licensee’s contractors to comply, with the IPM plan approved by City and will comply with the requirements of Sections 300(d), 302, 304, 305(f), 305(g), and 306 of the IPM Ordinance, as if Licensee were a City department. Among other matters, the provisions of the IPM Ordinance: (i) provide for the use of pesticides only as a last resort, (ii) prohibit the use or application of pesticides on property owned by City, except for pesticides granted an exemption under Section 303 of the IPM Ordinance (including pesticides included on the most current Reduced Risk Pesticide List compiled by City ’s Department of the Environment), (iii) impose certain notice requirements, and (iv ) require Licensee to keep certain records and to report to City all pesticide use at the License Area by Licensee’s staff or contractors.
If Licensee or Licensee ’s contractor will apply pesticides to outdoor areas at the License Area, Licensee must first obtain a written recommendation from a person holding a valid Agricultural Pest Control Advisor license issued by the California Department of Pesticide Regulation (“CDPR”) and any pesticide application will be made only by or under the supervision of a person holding a valid, CDPR-issued Qualified Applicator certificate or Qualified Applicator license. City’s current Reduced Risk Pesticide List and additional details about pest management on City property can be found at the San Francisco Department of the Environment website, http://sfenvironment.org/ipm
.
5146312.5 26 Rev. March 2025
36. Conflict of Interest. Licensee acknowledges that it is familiar with the provisions of Section 15.103 of City’s Charter, Article III, Chapter 2 of City ’s Campaign and Governmental Conduct Code , and Section 87100 et seq. and Section 1090 et seq. of the California Government Code and certifies that it does not know of any facts that would constitute a violation of said provisions. I f Licensee becomes aware of any fact that would constitute a violation of these provisions during the Term of this License, Licensee will immediately notify City.
37. Di sclosure . City’s Sunshine Ordinance (San Francisco Administrative Code Chapter 67) and the State Public Records Act (Gov’t Code Section 7920.000 et seq.), apply to this License and all records, information, and materials related to this License submitted to City in connection with this License . Accordingly, all records, information, and materials may be subject to public disclosure in accordance with City’s Sunshine Ordinance and the State Public Records Act .
Licensee authorizes City to disclose any records, information, and materials submitted to City in connection with this License.
38. I ntentionally Omitted .
39. Severability. If any provision of this License, or its application to any person, entity, or circumstance, will be held to be invalid or unenforceable by a court of competent jurisdiction, the remainder of this License, or the application of any provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each other provision of this License will be valid and be enforceable to the fullest extent permitted by law, except to the extent that enforcement of this License without the invalidated provision would be unreasonable or inequitable under all the circumstances or would frustrate a fundamental purpose of this License.
40. C ooperative Drafting. This License has been drafted through a cooperative effort of both Parties, and both Parties have had an opportunity to have the License reviewed and revised by legal counsel. No Party will be considered the drafter of this License , and no presumption or rule that an ambiguity will be construed against the Party drafting the clause will apply to the interpretation or enforcement of this License .
41. I ntentionally Omitted .
42. San Francisco Packaged Water Ordinance. Licensee will comply with San Francisco Environment Code Chapter 24 ( “Chapter 24”). Licensee will not sell, provide, or otherwise distribute Packaged Water, as defined in Chapter 24 (including bottled water), in the performance of this License or on City property unless Licensee obtains a waiver from City’s Department of the Environment. If Licensee violates this requirement, City may exercise all remedies in this License and the Director of City’s Department of the Environment may impose administrative fines as set forth in Chapter 24.
43. G
eneral Provisions . (a) This License may be amended or modified only by a writing signed by City and Licensee . (b) No waiver by any Party of any of the provisions of this License will be effective unless in writing and signed by an officer or other authorized representative of such Party , and only to the extent expressly provided in a written waiver. No waiver will be deemed a subsequent or continuing waiver of the same, or any other, provision of this License . (c) The exhibits referenced in and attached here to are incorporated into this License. (d) This License contains the entire agreement between the Parties regarding the subject matter of this 5146312.5 27 Rev. March 2025
License, and supersedes all prior written or oral negotiations, discussions, understandings , and agreements between the Parties regarding such subject matter. (e) The Section and other headings of this License are for convenience of reference only and will be disregarded in the interpretation of this License. (f) Time is of the essence in all matters relating to this License. (g) This License will be governed by California law and City’s Charter. (h) If either Party commences an action against the other or a dispute arises under this License , the prevailing party will be entitled to recover from the other reasonable attorneys ’ fees and costs. For purposes of this License and the indemnifications set forth in this License, reasonable attorneys ’ fees of City will be based on the fees regularly charged by private attorneys in San Francisco with comparable experience notwithstanding City ’s use of its own attorneys. (i) If Licensee consists of more than one person then th e obligations of each person will be joint and several. (j) Licensee may not record this License or any memorandum of this License. (k) Subject to the prohibition against assignments or other transfers by Licensee hereunder, this License will be binding upon and inure to the benefit of the Parties and their respective heirs, representatives, successors , and assigns. (l) Any sale or conveyance of the property burdened by this License by City will automatically revoke this License. (m) Except as expressly provided to the contrary, all approvals, consents, and determinations to be made by City under this License may be made at City’s sole and absolute discretion. (n) Whenever this License requires City ’s or the SFPUC ’s consent or approval, the General Manager of the SFPUC , or their designee, will be authorized to provide such consent or approval, except as otherwise provided by applicable Laws, including City ’s Charter, or by the SFPUC’s Real Estate Guidelines. No consent, approval, election, or option will be effective unless given, made, or exercised in writing. (o) This License may be executed in two or more counterparts, each of which will be deemed an original, but all of which taken together will constitute one and the same instrument. (p) Use of the word “including”, or similar words will not be construed to limit any general term, statement, or other matter in this License, whether or not language of non-limitation, such as “without limitation ” or similar words, are used. (q) Each person executing this License on Licensee’s behalf do es hereby represent and warrant that Licensee has full right and authority to enter into this License, and that each person signing on behalf of Licensee is duly authorized to bind Licensee to the terms and con ditions of this License.
Upon City’s request, Licensee will provide documentation confirming the foregoing representations and warranties.
[SIGNATURES ON FOLLOWING PAGE]
5146312.5 28 Rev. March 2025
LICENSEE REPRESENTS AND WARRANTS TO CITY THAT IT HAS READ AND
UNDERSTANDS THE CONTENTS OF THIS LICENSE, HAS HAD AN OPPORTUNITY TO
REVIEW AND DISCUSS IT WITH COUNSEL OF ITS CHOOSING, AND AGREES TO COMPLY WITH AND BE BOUND BY ALL OF ITS PROVISIONS.
LICENSEE:
CITY OF DALY CITY,
a municipal corporation
By: ____________________________________
Its: ____________________________________
Date: ____________________________________
CITY:
CITY AND COUNTY OF SAN FRANCISCO ,
a municipal corporation
By: ____________________________________
DENNIS J. HERRERA
General Manager
San Francisco Public Utilities Commission
(authority pursuant to SFPUC Resolution
No. ________ and San Francisco Board of
Supervisors’ Resolution No. _________)
Date: ____________________________________
APPROVED AS TO FORM:
DAVID CHIU
City Attorney
By: ____________________________
Nancy Taylor
Deputy City Attorney
5146312.5
EXHIBIT A-1
Description of the Property
All that certain real property located in the County of San Francisco, California, described as follows:
SFPUC Parcel No. 55 (“Lake Merced Tract”), according to SFPUC records and as shown on the drawing attached as Exhibit A-2 and made a part of this License.
5146312.5
EXHIBIT A-2
Depiction of the Property
[see attached]
5146312.5
EXHIBIT B-1
Legal Description of License Area
[see attached]
.
5146312.5
EXHIBIT B-2
Depiction of License Area
[see attached]
5146312.5
EXHIBIT C
Deed
[see attached]
5146312.5
EXHIBIT D
Approved Plans and Specifications
[see attached]
2020 2525 303035
(T)100+00
50 (C)36+00
20 25
30 35
(O)11+20(O)11+40(O)11+60(O)11+80(O)12+00(O)12+20
(O)12+40
(O)12+60
(O)12+80
(O)13+00
(O)13+20(O)13+20
ELEVATION (FT)
ELEVATION (FT)
-10
0 10
20 30
40 50
-10
0 10
20 30
40 50
(O)10+80(O)11+00(O)11+20(O)11+40(O)11+60(O)11+80(O)12+00(O)12+20(O)12+40(O)12+60(O)12+80(O)13+00(O)13+20
REVISIONNO CHK APP DATE DESIGNED
DRAWN
APPROVED
BY
REVISIONCHECKED
SHT NO: OF
DWG NO:
SCALE:
DATE:
JOB NO:
THE CITY OF DALY CITY
WATER AND WASTEWATER RESOURCES
CALIFORNIA
238
(E) DRAINAGE CANAL
(E) LAKE MERCED OVERFLOW
STRUCTURE (LOCATION AND
CONDITION TO BE VERIFIED)
SEE NOTE 1
APPROX LIMITS OF (E) SF
3-COMPARTMENT SEWER
DEMOLISH (E) LAKE MERCED INLET,
SEE 1304CSC-111 FOR LIMITS OF
DISTURBANCETUNNEL TO CANAL
TRANSITION
CONCRETE
COVER
(E) SF 3-COMPARTMENT SEWER
(PROTECT IN PLACE)
(E) SF SEWER
UNDERCROSSING
(E) 3' x 4' - 6" BRICK
LINED TUNNEL
(PROTECT IN PLACE)
DEMOLISH (E) LAKE
MERCED INLET
LAKE MERCED
SOUTH LAKE
DEMOLISH (E) CDS TESTING
UNIT, SEE APPENDIX FOR
ADDITIONAL DETAILS
SCALE: 1" = 10'-0"
PLAN
010 10 20
SCALE: 1" = 10'-0"
JOHN MUIR DR
JOHN MUIR DRIVE
RIGHT OF WAY
SCALE: 1" = 10'-0"
PROFILE
(E) INVERT
EL. 17.3
DEMOLISH (E)
CONNECTION TO TUNNEL
SEE 1304CSC-402
FOR DETAILS
VISTA GRANDE
DRAINAGE BASIN IMPROVEMENTS
EXISTING SITE CONDITIONS
DEMOLITION PLAN AND PROFILE
LAKE MERCED OVERFLOW
EKF
JAC
KSC
SPS
AUGUST 2024
AS SHOWN
3957.2
1304CSD-109
17 DEMOLISH (E)
15" CIP
DEMOLISH (E)
6" CIP
DEMOLISH (E) CMP
DEMOLISH (E)
30" BRICK LINED
PIPE
DEMOLISH (E) 24"
STEEL PIPE
(CONCRETE FILLED )
APN:
7283-004
VGC
EASEMENT
VGC 15' EASEMENT
INGRESS / EGRESS
NOTES:
1. THE CONTRACTOR SHALL PERFORM
ALL DEMOLITION WORK UNLESS
OTHERWISE EXPRESSLY STATED.
PROTECT IN PLACE EXISTING
OVERFLOW STRUCTURE
OVERFLOW MANHOLES
(LOCATION APPROXIMATE)
42" FLANGED
OUTLET
15'-5"
5'-0"
5'-0" 5'-0"
FLAT END
PLATE (TYP)
5'-0"
2'-9"
1'-0"
FISH SCREEN
SUPPORT SLAB, SEE
DWG 1304CSS-402
42" HDPE DR 17
OVERFLOW
INTAKE PIPE
LIFTING LUG (TYP) 5'-0" EFFECTIVE
SCREEN LENGTH
FISH SCREEN, SEE
DETAIL 1
ROTATING
FLANGE
8"
16'-0"± 1'-0"
PIPE ANCHOR,
TYP
1'-0"1'-0" 2'-4"
CONTRACTOR TO PROVIDE LIFTING LUGS
FOR INSTALLATION OF FISH SCREEN. DO NOT
REMOVE AFTER FISH SCREEN INSTALLATION.
CONTRACTOR TO COORDINATE LIFTING LUG
LOCATIONS TO FACILITATE PLACEMENT AND
INSTALLATION OF THE FISH SCREEN
EL VARIES
SEE PLAN
36"
24"
DOOR OPENED
POSITION
48"
OPENING WIDTH
56"
FRAME WIDTH
24"
SLIDE
HEIGHT18"
A
5"
STEM
℄
7 3/16"
24"
SLIDE DOOR
TRAVEL
SECTION A-A
INVERT 18.9'
THREADED
STEM
A
NOTE:
1. WEIR GATE SHALL BE IN ACCORDANCE
WITH SPECIFICATION SECTION 11109.
CRANK
GRADUATED
STEM COVER
BEVEL
GEARBOX
PEDESTAL
STEM GUIDE &
UHMWPE BUSHING
ANCHORS
GATE
REVISIONNO CHK APP DATE DESIGNED
DRAWN
APPROVED
BY
REVISIONCHECKED
SHT NO: OF
DWG NO:
SCALE:
DATE:
JOB NO:
THE CITY OF DALY CITY
WATER AND WASTEWATER RESOURCES
CALIFORNIA
238
No. C69669
08/26/2024
VISTA GRANDE
DRAINAGE BASIN IMPROVEMENTS
LAKE MERCED OVERFLOW DETAILS
SHEET 1 OF 2
CDM
LLB
PB
CP
AUGUST 2024
AS SHOWN
3957.2
1304CSM-400
190
A
B
SECTION
SCALE: 1/2" = 1'-0"
B
FISH SCREEN
SECTION
SCALE: 1/2" = 1'-0"
A
FISH SCREEN
NOTE:
1. SCREEN SHALL BE IN
ACCORDANCE WITH
SPECIFICATION
SECTION 13520.
DETAIL
SCALE: 1/2" = 1'-0" 1304CSC-400
1 FISH SCREEN
DETAIL
SCALE: NTS 1304CSM-401
2 STAINLESS STEEL WEIR GATE
ACCESS HATCH
OVERFLOW CONTROL
STRUCTURE, SEE DWG
1304CSS-400
EL 18.01
EL 20.90
EL 18.90
24" WEIR GATE,
SEE DETAIL
2/1304CSM-400
HOST SEWER
1" CLEAR
BLEED TUBE
EPOXY
2" 2" 1"
POLYUREA GROUT
BACK ROD OR NON
EXPANDING FOAM
NOTES:
1. A 1" DIAMETER CLEAR BLEED TUBE SHALL BE SECURED THROUGH EACH LINER END OR HOST SEWER END AT 12 O'CLOCK PROTRUDING A MINIMUM DISTANCE OF 24" FROM THE LINER END.
2. LINER TERMINATION SEAL SHALL BE INSTALLED BEFORE THE ANNULAR SPACE GROUT. ANNULAR SPACE GROUTING SHALL CONTINUE UNTIL GROUT BLEEDS FROM THE BLEED TUBE AT THE LINER ENDS.
LINERNOTE:
1. WALL ANCHOR RING SHALL HAVE A MINIMUM DIAMETER
3-INCHES GREATER THAN THE OUTSIDE PIPE DIAMETER.
FLANGE
OUTSIDE FACE
HYDROPHILIC
WATER STOP
24" MIN
CONC WALL
WALL ANCHOR,
SEE NOTE 1
HDPE PIPE
INSIDE FACE
OPEN CHANNEL
FLOW METER, FE 103,
SEE NOTE 1
TUNNEL CONNECTION,
SEE DETAIL 1/1304CSC-407
BACKFLOW PREVENTER,
SEE DETAIL 2/1304CSM-401
1'-0"
MAX
TUNNEL CROSS SECTION,
SEE DWG 1304CSC-406
REVISIONNO CHK APP DATE DESIGNED
DRAWN
APPROVED
BY
REVISIONCHECKED
SHT NO: OF
DWG NO:
SCALE:
DATE:
JOB NO:
THE CITY OF DALY CITY
WATER AND WASTEWATER RESOURCES
CALIFORNIA
238
No. C69669
08/26/2024
VISTA GRANDE
DRAINAGE BASIN IMPROVEMENTS
LAKE MERCED OVERFLOW DETAILS
SHEET 2 OF 2
CDM
LLB
PB
CP
AUGUST 2024
AS SHOWN
3957.2
1304CSM-401
191
47.5"
24" PIPE I.D.
24" PIPE I.D.
PIPE WALL
SADDLE
GROOVES
BILL NOTCHBILL NOTCH
SADDLE
BILL
FLOW
.125
PIPE WALL
CHECK VALVE
4.00" (4) - 1/2" DIA. S/STEEL
HEX HEAD BOLTS
(4) - 0.63" DRILL AT
FINAL ASSEMBLY
0.50"
TYP.
NOTES:
1. INSTALL CLAMP IN UPSTREAM OR DOWNSTREAM
CUFF DEPENDING ON INSTALLATION ORIENTATION.
2. BOLT OR PIN CHECK VALVE TO PIPE AS SHOWN, 4
PLACES 90° APART.
3. THE BACKFLOW PREVENTER INLINE CHECK VALVE
SHALL BE IN ACCORDANCE WITH SPECIFICATION
SECTION 15119.
DETAIL
SCALE: NTS -
2 BACKFLOW PREVENTER
DETAIL
SCALE: 3/8" = 1'-0" 1304CSC-401
1 OVERFLOW STRUCTURE
DETAIL
SCALE: NTS -
4 LINER TERMINATION SEALS
DETAIL
SCALE: NTS -
3 CAST-IN-PLACE STRUCTURE
PIPE PENETRATION
SEE NOTE 1SEE NOTE 1
CHECK VALVE
8" CUFF 8" CUFF
NOTES:
1. THE OPEN CHANNEL FLOW METER SHALL BE IN
ACCORDANCE WITH SPECIFICATION SECTION 17212.
SEE DETAIL 5/1304CSP-107 FOR MOUNTING.
20 20
25 25
30 REVISIONNO CHK APP DATE DESIGNED
DRAWN
APPROVED
BY
REVISIONCHECKED
SHT NO: OF
DWG NO:
SCALE:
DATE:
JOB NO:
THE CITY OF DALY CITY
WATER AND WASTEWATER RESOURCES
CALIFORNIA
238
08/26/2024
No. E14969
VISTA GRANDE
DRAINAGE BASIN IMPROVEMENTS
LAKE MERCED OVERFLOW ELECTRICAL LAYOUT
CV
TJ
JD
CP
AUGUST 2024
3957.2
1304CSE-111
204
SCALE: 1" = 5'
LAKE MERCED OVERFLOW PLAN
NOTES:
1. COORDINATE UTILITY SERVICE CONDUITS AND POLE RISER WITH PG&E.
2. THE CONTRACTOR SHALL COORDINATE THE POWER PEDESTAL
WITH PG&E METERING DEPARTMENT BEFORE INSTALLATION.
3. INSTALL A 2" CONDUIT TO A POLE RISER AS INSTRUCTED BY THE PG&E FIELD INSPECTOR. THE CONDUIT SIZE SUBJECT TO
CHANGE DEPENDING ON THE CONDUCTOR REQUESTED BY PG&E.
THE MINIMUM SIZE CONDUCTOR THAT WILL SERVE THE NEW
LOAD IS #1 AWG FOR LINE AND NEUTRAL. PG&E TO CONFIRM.
4. THE LASER FLOW METER IN THE MAN HOLE SHALL BE INSTALLED
PER THE CONCRETE MOUNTING DETAIL ON DRAWING
1304CSP-107. ROUTE THE MANUFACTURER CABLE ON THE WALL
OF THE MANHOLE SO THAT IT DOES NOT OBSTRUCT THE
MAINTENANCE ACCESS PATHWAY. USE APPROVED CABLE
HANGERS IN THE MANHOLE BARREL AND CABLE GRIPS AT THE
TOP AND BEFORE IT LEAVES THE SUPPORTS TO ARRIVE AT THE
INSTRUMENT.
5. THE CONTRACTOR SHALL CONDUCT A RADIO STUDY TO
DETERMINE THE LOCATION OF THE ANTENNA AS NOTED ON
DRAWING 1304CSP-105.
6. CONTRACTOR TO FURNISH AND INSTALL ONE 100A, 120VAC, 60Hz, UTILITY PEDESTAL. THE PEDESTAL SHALL BE EQUIPPED WITH
THE JAWS TO ACCEPT THE UTILITY METER, ONE 100A MAIN
BREAKER, TWO 15A, AND FOUR 20A, 1 POLE, MOLDED CASE
CIRCUIT BREAKERS FULLY RATED. THE UTILITY PEDESTAL SHALL
BE EQUIPPED WITH A THERMOSTATICALLY CONTROLLED HEATER
SIZED FOR MOISTURE CONTROL IN THE ENCLOSURE.
ACCEPTABLE MANUFACTURERS ARE TESCO CONTROLS, MILBANK
SLIM LINE, OR CP3B, OR APPROVED EQUAL.
7. THE CONTRACTOR SHALL FURNISH AND INSTALL ONE CONTROL
PEDESTAL OF THE SAME HEIGHT AS THE UTILITY PEDESTAL TO
HOUSE THE FLOW METER TRANSMITTER, RADIO AND REQUIRED
ACCESSORIES (FOR A FULLY OPERATIONAL COMMUNICATIONS
LINK), AND THERMOSTATICALLY CONTROLLED HEATER (FOR
ENCLOSURE MOISTURE CONTROL). POWER TO DEVICES AND ALL
REQUIRED ACCESSORIES SHALL BE ROUTED FROM THE UTILITY
PEDESTAL BREAKERS. ACCEPTABLE MANUFACTURERS ARE
TESCO CONTROLS, MILBANK SLIM LINE, OR CP3B, OR APPROVED EQUAL.
SEE NOTES 1 & 3
SEE NOTES 2 & 6
SEE NOTES 5 & 7
SEE NOTE 4
-5-5-5-5 -5-5-5-5-5
00 00 0
-5
-8 -8
-7-6
-9
-9
-8
-8
0 -4-4
-3
-2
-3-3
-3
(O)0+70 (O)1+00 (O)2+00 (O)3+00 (O)4+00 (O)5+00 (O)6+00 (O)7+00 (O)8 42" HDPE DR 17 OVERFLOW INTAKE
PIPE PLACED ON LAKE BOTTOM
LAKE MERCED SOUTH LAKE
LAKE MERCED
SOUTH LAKE
1 2FISH SCREEN
N 2089620
E 5985828
SEE DETAIL
1/1304CSM-400
INV EL = -3.15
STA = 7+00.30
STA = 2+71
BOTTOM OF SOUTH LAKE
42" HDPE DR17 OVERFLOW INTAKE
PIPE PLACED ON LAKE BOTTOM
42" HDPE DR17 OVERFLOW INTAKE
PIPE PLACED ON LAKE BOTTOM
NH EL = 20.80
SFCD EL = 9.5
SOUTH LAKE NORMAL LOW
ELEVATION (NL), SEE NOTE 1
SOUTH LAKE NORMAL HIGH
ELEVATION (NH), SEE NOTE 1
FISH SCREEN, SEE
DETAIL 1/1304CSM-400 NH EL = 16.80
SFCD EL = 5.5
PRECAST FISH SCREEN SLAB,
SEE DRAWING 1304CSS-402
TOC EL = -4±
2 1
1 4
3 5
0+00 1+00 2+00 3+00 4+00 5+00 6+00 7+00 8+00
-60
-40
-20
0 20
40 60
-60
-40
-20
0 20
40 60
REVISIONNO CHK APP DATE DESIGNED
DRAWN
APPROVED
BY
REVISIONCHECKED
SHT NO: OF
DWG NO:
SCALE:
DATE:
JOB NO:
THE CITY OF DALY CITY
WATER AND WASTEWATER RESOURCES
CALIFORNIA
238
No. C69669
08/26/2024
SCALE: 1" = 30'
PLAN
SCALE: 1" = 30' HORZ
1" = 15' VERT
PROFILE
MATCHLINE 8+00 - SEE DWG 1304CSC-401 MATCHLINE 8+00 - SEE DWG 1304CSC-401 NOTES
1. VERTICAL DATUM IS NAVD88.
SUBTRACT APPROXIMATELY 11.33
FEET TO OBTAIN S.F. CITY DATUM
(SFCD) ELEVATIONS.
030 30 60
SCALE: 1" = 30'-0"
SCALETYPE
VISTA GRANDE
DRAINAGE BASIN IMPROVEMENTS
LAKE MERCED OVERFLOW
PLAN AND PROFILE
SHEET 1 OF 2
CDM
LLB
PB
CP
AUGUST 2024
AS SHOWN
3957.2
1304CSC-400
78 KEY NOTES
1. INSTALL CONCRETE PIPE ANCHORS
AT 10 FEET SPACING PER DWG
1304CSS-402. PROVIDE INTAKE PIPE
INSTALLATION PLAN PER
SPECIFICATION SECTION 15065
2. LOCATION SHOWN FOR FISH
SCREEN IS APPROXIMATE. IDENTIFY
A LOCATION AT THE LAKE BOTTOM
WITH HARD SOIL FOR PLACEMENT
OF CONCRETE PAD AND FISH
SCREEN IN ACCORDANCE WITH
SPECIFICATION SECTION 13520.
LOCATION SHALL BE APPROVED BY
ENGINEER PRIOR TO START OF
CONSTRUCTION OF LAKE MERCED
OVERFLOW SYSTEM.
3. ANCHOR FISH SCREEN TO FISH
SCREEN SUPPORT SLAB USING SST
ANCHOR BOLTS, SEE DRAWING
1304CSS-402.
4. CONNECT FISH SCREEN TO
OVERFLOW INTAKE PIPE PER
DETAIL 1/1304CSM-400. CONNECT
OVERFLOW INTAKE PIPE ELEVATED
ABOVE FISH SCREEN SUPPORT
SLAB TO OVERFLOW INTAKE PIPE
PLACE ON LAKE BOTTOM WITH
NEOPRENE FLANGED, DOUBLE
BELLOWS EXPANSION JOINT.
FLANGES AND MISCELLANEOUS
HARDWARE SHALL BE AISI, TYPE
316L STAINLESS STEEL.
5. SURVEY UNDERWATER PIPE
ALIGNMENT AND REMOVE ANY
OBSTRUCTIONS PRIOR TO PIPE
PLACEMENT.
SF 3-COMPARTMENT SEWER,
SEE DWG 1304CSD-109
OVERFLOW VAULT
42" INV IN = 13.00
36"x54" ARCH
INV OUT = 17.47±
STA = 11+02.85
RIM EL = 26.00
EXISTING
GROUND
42" HDPE DR17 OVERFLOW INTAKE
PIPE PLACED ON LAKE BOTTOM
NH EL = 20.80
SFCD EL = 9.5NL EL = 16.80
SFCD EL = 5.5
SOUTH LAKE NORMAL
LOW ELEVATION (NL), SEE
NOTE 1
SOUTH LAKE NORMAL
HIGH ELEVATION (NH),
SEE NOTE 1
INV EL = 6.56
STA = 8+87.44
INV EL = 11.00
STA = 9+04.55
1 INV EL = 18.90±
STA = 12+67.87±
24" INV IN = 18.01±
24" INV OUT = 18.90±
OVERFLOW CONTROL
STRUCTURE
STA = 12+57.86±
RIM EL = 32.29±
INV EL = 18.01±
STA = 12+22.49±42" HDPE DR 17 OVERFLOW
INTAKE PIPE
1 2
36"x54" ARCH
BRICK SEWER
36"x48" ARCH
BRICK SEWER
3 4STA = 11+40.30±
ABANDONED
STRUCTURE
3 4
24" INV OUT = 18.90±
24" INV OUT = 18.90±
60" MH
STA = 13+01.01±
RIM EL = 31.58±
24" CLASS IV RCP5
24" CLASS IV RCP6
EXISTING STRUCTURES TO REMAIN
JOHN MUIR ROW
9 8+00 9+00 10+00 11+00 12+00 13+00 14+00
202025
25 30
30 35
15 20
25 11 12 13 14 16 17 18 19 21 22 23
24 55 555
25 30
25 3010 15
20 11 12 13 14
16 17 18 19 21 22
23 24
00 5 5 5 10
8+00 (O)9+00 (O)10+00 (O)11+00
(O)12+00
42" HDPE DR 17 OVERFLOW INTAKE PIPE
OVERFLOW VAULT,
SEE DWG 1304CSS-401
EXISTING ARCH BRICK SEWER
OVERFLOW CONTROL STRUCTURE,
SEE DWG 1304CSS-400
VISTA GRANDE CANAL
LAKE MERCED
SOUTH LAKE
JOHN MUIR DRIVE
JOHN MUIR DRIVE
24" RCP
1 34
7 60" MH
STA 13+01.01
N: 2089117.42
E: 5984957.63
N 2089122.75
E 5984997.08
N 2089252.73
E 5985085.47
SEE DETAIL
12/1304CSC-102
8 VISTA GRANDE
NEW TUNNEL
TRANSITIONCLASS IV
JOHN MUIR ROW
JOHN MUIR ROW
100.00
JOHN MUIR ROW
20.72 SIDEWALK
22.81 SIDEWALK
-40
-20
0 20
40 60
80 -40
-20
0 20
40 60
80 REVISIONNO CHK APP DATE DESIGNED
DRAWN
APPROVED
BY
REVISIONCHECKED
SHT NO: OF
DWG NO:
SCALE:
DATE:
JOB NO:
THE CITY OF DALY CITY
WATER AND WASTEWATER RESOURCES
CALIFORNIA
238
No. C69669
08/26/2024
SCALE: 1" = 30'
PLAN
SCALE: 1" = 30' HORZ
1" = 15' VERT
PROFILE
MATCHLINE 8+00 - SEE DWG 1304CSC-400 MATCHLINE 8+00 - SEE DWG 1304CSC-400 NOTES
1. VERTICAL DATUM IS NAVD88.
SUBTRACT APPROXIMATELY 11.33 FEET
TO OBTAIN S.F. CITY DATUM (SFCD)
ELEVATIONS.
2. EXISTING ARCH BRICK SEWER AND
EXISTING INVERT SIPHON RECORD
DRAWINGS WILL BE PROVIDED TO THE
CONTRACTOR AS REFERENCE
DRAWINGS.
030 30 60
SCALE: 1" = 30'-0"
SCALETYPE
VISTA GRANDE
DRAINAGE BASIN IMPROVEMENTS
LAKE MERCED OVERFLOW
PLAN AND PROFILE
SHEET 2 OF 2
CDM
LLB
PB
CP
AUGUST 2024
AS SHOWN
3957.2
1304CSC-401
79 KEY NOTES:
1. INSTALL CONCRETE PIPE WEIGHTS AT
10 FEET SPACING PER DRAWING
1304CSS-402. PROVIDE INTAKE PIPE
INSTALLATION PLAN PER
SPECIFICATION SECTION 15065
2. PIPE SHALL BE LAID UPSTREAM OF THE
NEW VAULT AT THE SPECIFIED SLOPE
UNTIL THE PIPE DAYLIGHTS. PIPE
UPSTREAM SHALL BE PLACED ON LAKE
BOTTOM. BACKFILL PIPE ZONE WITH
AGGREGATE BASE COURSE ONE FOOT
ON TOP, ONE FOOT ON SIDES, AND 6
INCHES ON BOTTOM . TRENCH ZONE
SHALL BE BACKFILLED WITH NATIVE
MATERIAL TO EXISTING GRADE. SEE
SPECIFICATION SECTION 02300.
3. CONSTRUCT INTERNAL PIPE
REHABILITATION OF EXISTING ARCH
BRICK SEWER BY SLIPLINING.
SLIPLINER SHALL BE 32" HDPE DR17.
SEE SPECIFICATION SECTION 02765.
SLIPLINER EXPOSED TO SOIL SHALL BE
BACKFILLED WITH CLSM 1 FT ON TOP, 1
FT ON SIDES, AND 6 IN ON BOTTOM. SEE
SPECIFICATION SECTION 02300.
4. CONSTRUCT INTERNAL LINER SEALS AT
LINER AND HOST PIPE TERMINATIONS
PER DETAIL 4/1304CSM-401 ACCESS VIA
EXISTING STRUCTURES WITHOUT NEED
FOR EXCAVATION
5. CONNECT RCP TO EXISTING MANHOLE
STRUCTURE PER DETAIL 2/1304CSS-400
6. CONNECT RCP TO VISTA GRANDE
TUNNEL PER PER DRAWING
1304CSC-405
7. INSTALL WEIR GATE, FLOW METER AND
BACKFLOW PREVENTER. PER DETAIL
1/1304CSM-401
8. CONNECT HDPE PIPING TO THE NEW
VAULT PER DETAIL 3/1304CSM-401
9. SURVEY UNDERWATER PIPE
ALIGNMENT AND REMOVE ANY
OBSTRUCTIONS PRIOR TO PIPE
PLACEMENT.
REVISIONNO CHK APP DATE DESIGNED
DRAWN
APPROVED
BY
REVISIONCHECKED
SHT NO: OF
DWG NO:
SCALE:
DATE:
JOB NO:
THE CITY OF DALY CITY
WATER AND WASTEWATER RESOURCES
CALIFORNIA
238
08/26/2024
No. C63095
VISTA GRANDE
DRAINAGE BASIN IMPROVEMENTS
LAKE MERCED OVERFLOW
OVERFLOW STRUCTURE
PLANS AND SECTIONS
ND
RB, MG
DG
CP
AUGUST 2024
AS SHOWN
3957.2
1304CSS-400
166
SECTION
SCALE: 1/2" = 1'-0"
A
1304CSS-400
B
1304CSS-400
OVERFLOW STRUCTURE BOTTOM PLAN
SCALE: 1/2" = 1'-0"
C 24"Ø RCPL
C
PIPES, GATE,
ACCESS HATCH
L
OVERFLOW STRUCTURE TOP PLAN
SCALE: 1/2" = 1'-0"
1. SEE DRAWING 1304CSC-401 FOR LOCATION OF OVERFLOW STRUCTURE.
2. SEE DRAWING 1304CSD-109 FOR DEMOLITION IN THIS AREA.
3. SEE DRAWING 1304CSC-402 FOR TEMPORARY EXCAVATION SUPPORT REQUIREMENTS.
4. SEE DRAWING 1304CSM-400 FOR WEIR GATE. INSTALL GATE IN ACCORDANCE WITH MANUFACTURER'S RECOMMENDATIONS.
5. PROVIDE 36" x 60" STAINLESS STEEL HATCH WITH FACTORY INSTALLED FALL PROTECTION GRATING SYSTEM. HATCH SHALL BE DESIGNED FOR AASHTO H-20 WHEEL LOAD. PRIOR TO FABRICATION COORDINATE / VERIFY CLEAR OPENING REQUIREMENTS ADEQUATE FOR REMOVAL OF GATE WITH CITY ENGINEER.
GENERAL NOTES:
OPENING FOR GATE OPERATOR,
COORDINATE REQUIRED SIZE AND
LOCATION WITH GATE SUPPLIER
EL 32.17ACCESS HATCH,
SEE NOTE 5
EL 31.98
ACCESS HATCH,
SEE NOTE 5
DRAIN COUPLING
AND DRAIN PIPE
2'-6"
(1) #6 ADDITIONAL
OPENING FOR GATE OPERATOR,
COORDINATE ATTACHMENT OF
OPERATOR WITH SUPPLIER
#6 @ 12" T&B
#6 @ 8" T&B
EL 20.90
EL VARIES
SEE PLAN
EL 30.65
VARIES
1'-0" MIN, RADIAL
ALL AROUND PIPE
11'-9"
#6 @ 12"
2'-6"
2'-6"
2'-6"
TYP PIPE JT REINF:
(8) #7 RADIALLY
#5 TIES @ 12" RADIALLY
1'-6"
CLASS B SPLICE
EL 18.90
PIPE INV
SEE DWG 1304CSM-400 FOR
WEIR GATE. COORDINATE
ATTACHMENT WITH SUPPLIER
#6 @ 8" EF, TYP
#7 @ 8" EF, TYP
8"
#6 @ 12" EF, TYP
#6 @ 8" EF, TYP
CONCRETE FILL TO
MATCH PIPE INVERT
WWF 6x6 W6 x W6
8"
2'-1"
EL 16.82
EL 15.32
1'-6"
#6 @ 12" EF
1'-0" MIN, RADIAL
ALL AROUND PIPE
EL 18.01
PIPE INV
#6 @ 12" T&B #7 @ 8" EF
CONSTRUCTION JOINT
WITH WATERSTOP, TYP
SEE DETAIL 2 / 1304CSS-104
1'-0" MIN COMPACTED
STRUCTURAL FILL
2'-6" 2'-6"
EL 20.90
C ACCESS HATCH
AND GATE
L
EL VARIES
SEE PLAN
EL 30.65
ACCESS HATCH,
SEE NOTE 5
EL 16.82
EL 15.32
SECTION
SCALE: 1/2" = 1'-0"
B
1304CSS-400
EL 18.90
PIPE INV
DETAIL
SCALE: 3/4" = 1'-0" 1304CSS-400
2 1/2" WIDE x 3/4"
DEEP GROOVE,
FILL W/ SEALANT
CAST IN PRECAST RCP
BELL TO MATCH PIPESAND BLAST AND COAT
W/ EPOXY BONDING
COMPOUND JUST
PRIOR TO PLACEMENT
OF CONCRETE
DETAIL
SCALE: 1-1/2" = 1'-0" 1304CSS-400
1 1/2" WIDE x 3/4"
DEEP GROOVE,
FILL W/ SEALANT
O-RING RUBBER GASKET
SEE DETAIL
2/1304CSS-400SEE DETAIL
2/1304CSS-400
SEE SECTION
A/1304CSS-400 FOR
TYPICAL REINF
2'-4"
#8 @ 8" EF
1 1304CSS-400
NOTE: * COORDINATE
DIMENSIONS WITH ACCESS
HATCH SUPPLIER, SET
ACCESS HATCH IN PLACE
PRIOR TO CASTING
CONCRETE AROUND HATCH
#4 @ 8"
(3) #6
SS L3x3x1/4 W/
#4 @ 6" AND
1/2"Ø x 4"
HEADED STUD
ANCHORS @ 12"
*
*
ACCESS HATCH
**
#6
(3) #6
#6 @ 8"
WELD REBAR
TO ANGLE
1 3/4"
1 3/4"
A
1304CSS-400
FACES OF STRUCTURE
SHALL BE PERPENDICULAR
TO PIPE ALIGNMENTS
FIELD VERIFY
SLOPE TOP OF
STRUCTURE
2'-0" 2'-0"
4'-8" 1'-0" 3'-0" 1'-4"
1'-0"
1'-0"
1'-4" 3'-0" 3'-0"
4'-4" 4'-4" 1'-0"
1'-4"1'-0"
1'-4"
10'-7 3/4"
142°±
8'-8" 1'-4"
10'-7 3/4"
1'-4"6"2'-6"2'-6"6"1'-4"
8'-8"
3'-0"
B
1304CSS-400
A
1304CSS-400
1'-4"
022 4
SCALE: 1/2" = 1'-0"
ROUGHEN SURFACES
PRIOR TO PLACING FILL
3'-9 3/4"
2'-6"
X X X X X X X
REVISIONNO CHK APP DATE DESIGNED
DRAWN
APPROVED
BY
REVISIONCHECKED
SHT NO: OF
DWG NO:
SCALE:
DATE:
JOB NO:
THE CITY OF DALY CITY
WATER AND WASTEWATER RESOURCES
CALIFORNIA
238
08/26/2024
No. C63095
VISTA GRANDE
DRAINAGE BASIN IMPROVEMENTS
LAKE MERCED OVERFLOW
VAULT
PLANS AND SECTIONS
ND
RB, MG
DG
CP
AUGUST 2024
1/2" = 1'-0"
3957.2
1304CSS-401
167
EL 12.00
TOC
EL 13.00
PIPE INV
SECTION
SCALE: 1/2" = 1'-0"
A
1304CSS-401
LAKE MERCED OVERFLOW MANHOLE
1. SEE DRAWING 1304CSD-109 FOR DEMOLITION OF EXISTING LAKE MERCED INLET.
2. SEE DRAWING 1304CSC-401 FOR LOCATION OF OVERFLOW VAULT.
3. DIMENSIONS AND ELEVATIONS OF THE EXISTING ARCH BRICK SEWER ARE BASED ON HISTORIC FLOOD WATER CONTROL DRAWINGS DATED JUNE 1931 AND MARCH 1934, NO
GUARANTEE IS MADE REGARDING THE ACCURACY OF THE INFORMATION SHOWN, FIELD VERIFY DIMENSIONS, ELEVATIONS AND LOCATION OF EXISTING ARCH BRICK SEWER.
GENERAL NOTES:
3'-0"3'-0"
C 42"Ø HDPE PIPEL
6'-0"
3'-0"
4'-3"
(FIELD VERIFY
ALIGNMENT OF PIPES)
1'-3"
1'-0"
TYPICAL
4'-3"
C
ARCH BRICK SEWER (E) AND HDPE SLIPLINER ABOVE
L
35°±
OVERFLOW VAULT BOTTOM PLAN
SCALE: 1/2" = 1'-0"
OVERFLOW VAULT TOP PLAN
SCALE: 1/2" = 1'-0"
1'-4"
24"Ø MANHOLE FRAME AND COVER
PER SPECIFICATION 02601
A
-
EL 24.92
EL VARIES
SEE PLAN
EL 17.64
PIPE INV
(FIELD VERIFY)
1'-6"
#6 @ 12" EF, TYP
#7 @ 9" EF, TYP
#6 @ 12" EF, TYP
WWF 6x6
W6 x W6
EL 25.92
SLOPE
#6 @ 12"
2'-6"
2'-6"
2'-0"
HDPE SLIPLINER PIPE, SEE
DRAWING 1304CSC-401
#5 @ 9" T&B#5 @ 9" T&B
ARCH BRICK
SEWER (E)
CONCRETE FILL TO
MATCH PIPE INVERT
ROUGHEN SURFACES
PRIOR TO PLACING FILL
1'-0" MIN COMPACTED
STRUCTURAL FILL
#6 @ 12" T&B#6 @ 12" T&B
EL 26.00
C
ARCH BRICK SEWER (E) AND HDPE SLIPLINER
L
2'-0"
A
-
NOTE:
PROVIDE TEMPORARY SUPPORT/PROTECTION AS REQUIRED
TO PREVENT DAMAGE TO EXISTING ARCH BRICK SEWER
DURING CONSTRUCTION ACTIVITIES. BACKFILL EXCAVATED
MATERIAL BELOW INVERT OF HDPE LINER WITH CONTROLLED
LOW STRENGTH MATERIAL.
REVISIONNO CHK APP DATE DESIGNED
DRAWN
APPROVED
BY
REVISIONCHECKED
SHT NO: OF
DWG NO:
SCALE:
DATE:
JOB NO:
THE CITY OF DALY CITY
WATER AND WASTEWATER RESOURCES
CALIFORNIA
238
08/26/2024
No. C63095
VISTA GRANDE
DRAINAGE BASIN IMPROVEMENTS
LAKE MERCED OVERFLOW
INTAKE
SECTIONS AND DETAILS
ND
RB, MG
DG
CP
AUGUST 2024
AS SHOWN
3957.2
1304CSS-402
168
1. SEE DRAWING 1304CSC-400 AND 1304CSC-401 FOR LOCATIONS AND NUMBER OF REQUIRED PIPE ANCHORS.
2. PRECAST CONCRETE PIPE ANCHORS HAVE BEEN DESIGNED FOR INSTALLED CONDITION. CONTRACTOR SHALL BE RESPONSIBLE FOR ANY ADDITIONAL
REINFORCING REQUIRED FOR LOADS IMPOSED DURING FABRICATION, TRANSPORT AND HANDLING.
3. SEE DRAWING 1304CSC-400 FOR LOCATION OF FISH SCREEN.
4. FISH SCREEN SUPPORT SLAB MAY BE SITE-CAST PRECAST CONCRETE. FISH SCREEN SUPPORT SLAB HAS BEEN DESIGNED FOR INSTALLED CONDITION.
CONTRACTOR SHALL BE RESPONSIBLE FOR ANY ADDITIONAL REINFORCING
REQUIRED FOR LOADS IMPOSED DURING FABRICATION, TRANSPORTING AND HANDLING.
5. FISH SCREEN SUPPORT SLAB SHALL BE SUPPORTED ON A PREPARED ROCK SUBGRADE EXTENDING A MINIMUM OF 1'-0" BEYOND THE SLAB DIMENSION.
PREPARED ROCK SUBGRADE SHALL CONSIST OF CALTRANS RSP CLASS I RIPRAP PLACED TO A MINIMUM OF 6" ABOVE THE MUDLINE (RIPRAP IS EXPECTED TO PENETRATE THE SOFT MATERIAL 1 TO 2 FT.) TOPPED WITH
DRAIN ROCK COMPACTED AND LEVELED TO A THICKNESS OF NOT LESS THAN 1'0" ABOVE THE RIPRAP. COMPACT THE DRAIN ROCK IN 6 INCH LIFTS WITH A VIBRATORY COMPACTOR.
GENERAL NOTES:
3'-0" 3'-0"
C 42"Ø HDPE PIPEL
7"CL
2'-10"2'-10"8"
1'-0"
3'-0" 3'-0"
C PIPEL
PIPE ANCHOR - TOP PLAN
SCALE: 1" = 1'-0"
WRAP PIPE WITH
1" THICK NEOPRENE
PRECAST CONCRETE
PIPE ANCHOR
2" NEOPRENE SPACER
C PIPEL
3/4"Ø STAINLESS STEEL
THREADED ROD
3" 3'-6" 3'-6" 3" 1'-0"1'-0"
#5 @ 6" EF
#5 @ 6"
VARIES
#5 @ 6" #5 @ 6"
VARIES
(6) #5
2" CLEAR
TYP
#5 @ 6"
12"
PL WASHER 5/16"X3"X3", DOUBLE NUT
USING LOCKNUT, TYPICAL BOTH ENDS
OF THREADED ROD
PROVIDE RECESS FOR THREADED ROD
INSTALLATION 4"X4"X3" DEEP
PVC PIPE SLEEVE, 1 1/4"Ø
INSIDE DIAMETER
CONTRACTOR PROVIDE LIFTING DEVICE FOR
INSTALLATION OF PRECAST CONCRETE. DO NOT
REMOVE AFTER PRECAST INSTALLATION. DEVICE TO
REMAIN FOR FUTURE REMOVAL OF ANCHOR PIECE
NOTE:
DO NOT DAMAGE PIPE WHEN BOLTS ARE TIGHTENED
TO CLAMP PRECAST ANCHORS TOGETHER.
2" CLEAR
TYP
1'-0"
FISH SCREEN
1'-0"
16'-0"±
(LENGTH AS DETERMINED FROM FINAL SCREEN PIPING LAYOUT, SEE CIVIL DWGS) 1'-0"
#5 @ 6" BOTH FACES
SEE PIPE ANCHOR FOR
DIMENSIONS AND REINF
FISH SCREEN SUPPORT SLAB
SCALE: 3/4" = 1'-0"
C 42"Ø FLANGED OUTLETL
FISH SCREEN
2'-6" 40'-0"
3'-6" 3'-6"
2'-9"8"
COORDINATE DIMENSIONS
WITH FINAL CONFIGURATION
OF INTAKE PIPE AND SCREEN
#5 @ 6"
VARIES
1'-3"
#5 @ 6"
ALL AROUND
1'-3"
1'-3"#5 @ 6"
SECTION
SCALE: 3/4" = 1'-0"
B
1304CSS-402
B
1304CSS-402
A
1304CSS-402
SECTION
SCALE: 1" = 1'-0"
A
1304CSS-402
PIPE ANCHOR
(1) #4 EF
3/8"X6" TYPE
316 SST STRAP
HOLDDOWN
1" DIA. TYPE 316
SST AB WITH
12" EMBED
2'-4"
120°0'
42"Ø HDPE PIPE
PREPARED ROCK SUBGRADE,
SEE NOTE 5
1 SAN FRANCISCO PUBLIC UTILITIES COMMISSION
FIRST AMENDMENT TO REVOCABLE LICENSE
License No. P4703
THIS FIRST AMENDMENT TO REVOCABLE LICENSE (this “ First Amendment”), dated for reference purposes only as of ____________, 20 26, is by and between the CITY AND COUNTY OF SAN FRANCISCO, a California municipal corporation (“City”), acting by and through its PUBLIC UTILITIES COMMISSION (“SFPUC ”), and the CITY OF DALY CITY, a municipal corporation (“ Licensee” or “ Daly City ”). City and Licensee sometimes are referred to collectively in this First Amendment as the “ Parties” or singularly as a “Party.”
RECITALS
A. The SFPUC and Daly City have been working collaboratively towards Daly City’s implementation of the Vista Grande Basin Drainage Improvement Project (“ Project”) to upgrade Daly City’s Vista Grande storm drain system and route storm water from Daly City’s Vista Grande Canal to both Lake Merced and the Pacific Ocean to alleviate storm -related flooding in Daly City and San Francisco; reduce uncontrolled overflows from the Vista Grande Canal into Lake Merced ; facilitate the augmentation and management of Lake Merced water levels, which have steadily declined, using sustainable supplies of Daly City’s stormwater ; and further the restoration of the drainage basin’s natural hydrology.
B. City, through the SFPUC, and Licensee entered into that certain License dated for reference purposes as of August 18, 2025 (the “Original License”), for the use of certain portions of SFPUC Parcel No. 55, designated as portions of Assessor’s Parcel No. 7283-004, in San Francisco, California, as more particularly described in the Original License, for the Habitat Mitigation, Monitoring and Facilities that Daly City requires for the Project by the California Coastal Commission under Coastal Development Permit No. 2 -23-0862 (“Coastal Development Permit”).
C. On _________, 2025, t he San Francisco Board of Supervisors approved a Memorandum of Agreement between the SFPUC and Daly City to memorialize the Parties’ respective obligations related to the implementation of the Project by Daly City, the SFPUC’s financial contribution toward Project construction, and the ongoing management of information regarding the water quality and the quantity and frequency of stormwater diversions to and withdrawals from Lake Merced (the “ MOA”). Under the MOA, the SFPUC agrees to convey certain r eal property rights, easements, and licenses to Daly City for the Project, including a license sufficient to satisfy the Coastal Development Permit conditions.
D. Under Special Condition 6.i (Ecological Monitoring and Reporting) of the Coastal Development Permit, mitigation areas must be monitored on an annual basis for at least five (5) years following initial revegetation, and ten ( 10) years, in the case of proposed tree plantings .
E. The term under the Original License expires on December 31, 2030. Licensee desires to extend the term of the License through December 31, 2036, to cover the additional five (5) years of monitoring and reporting required under the Coastal Development Permit . City is willing to agree to such extension on the terms and conditions of this First Amendment , subject to the approval of the San Francisco Board of Supervisors and the Mayor . 2 NOW, THEREFORE, in consideration of the mutual covenants in this First Amendment and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Licensee hereby amend the Original License as follows:
AGREEMENT
1. Recitals. The foregoing recitals are true and correct and are incorporated by this reference as if fully set forth in this First Amendment.
2. Defined Terms . All capitalized terms used in this First Amendment but not otherwise defined herein shall have the meaning given to them in the Original License. The Original License, as amended by this First Amendment, shall be referred to as the “License”.
3. Effective Date . The effective date of this First Amendment shall be _______________, 2026 (the “Effective Date”).
4. “Term” Summary in Basic License Information. The “Term (Section 2)” summary in the Basic License Information is hereby deleted in its entirety and replaced with the following:
“Commencing on the Commencement Date and expir ing on the License Term Expiration Date (“Term”).
Commencement Date: August 21, 2025
License Term Expiration Date: December 31, 203 6.”
5. “Use Fee” Summary in Basic License Information. The “ Use Fee (Section 7(b))” summary in the Basic License Information is hereby deleted in its entirety and replaced with the following:
“$51,015.”
6. Section 2 (a). Section 2(a) of the Original License is hereby deleted in its entirety and replaced with the following :
“(a) Term. The privilege conferred to Licensee pursuant to this License will commence on the Commencement Date, as shown in the Basic License Information . The Commencement Date is the date on which this License is fully executed and delivered by City following the SFPUC authorization and approval (the “ Commencement Date”), and, following the Commencement Date, the Term of this License will immediately expire upon the earlier to occur of: (i) December 31, 2036, (ii) immediately upon written notice from either Party to the other to terminate this License; or (i ii) thirty (30) days after City’s written notice to Licensee revoking this License. ”
7. Section 7(b) . Section 7(b) of the Original License is hereby deleted in its entirety and replaced with the following :
“(b) Use Fee . In addition, Licensee will pay to City a use fee in consideration of Licensee’s use of the License Area in the amount of Fifty -One Thousand and Fifteen 3 Dollars ($51,015) (“ Use Fee”). As of the Effective Date of the First Amendment to this License, Licensee owes a balance of Twenty-Three Thousand Five Hundred Three Dollars ($23,503) that is due and payable to City within thirty (30) days of the Effective Date of the First Amendment, without prior demand and without any deduction, setoff, or counterclaim whatsoever . All sums payable by Licensee to City pursuant to this License will be paid in cash or by good check to the City and County of San Francisco and delivered to City in care of the Customer Service Bureau, Attn: Real Estate Billing, 525 Golden Gate Avenue, 3
rd Floor, San Francisco, California, 94102, or such other place as City may designate in writing. City’s acceptance of a third -party check or other payment will not be deemed as City’s acceptance or acknowledgement of any assignment of this License and will not be deemed to establish a relationship between City and that third party. Any sum tendered by a third party will be deemed a use fee tendered on behalf of Licensee and not on behalf of the third party regardless of whether it contains a restrictive endorsement .”
8. Full Force and Effect . Except as specifically amended in this First Amendment, the terms and conditions of the Original License shall remain in full force and effect.
9. Miscellaneous. This First Amendment shall bind, and shall inure to the benefit of, the successors and assigns of the P arties hereto. This First Amendment will be interpreted to achieve the intents and purposes of the P arties, without any presumption against the P arty responsible for drafting any part of this First Amendment. The terms of this First Amendment are contractual and not a mere recital. The liability of and all rights, powers, and remedies of the Parties under this First Amendment shall be cumulative and not alternative. Each Party acknowledges that the other Party has made no representations, express or implied, to induce that Party to enter into this First Amendment, other than as expressly set forth in this First Amendment. This First Amendment is made for the purpose of setting forth certain rights and obligations of City and Licensee, and no other person shall have any rights hereunder or by reason hereof as a third -party beneficiary or otherwise. This First Amendment may be executed in counterparts with the same force and effect as if the P arties had executed one instrument, and each such counterpart shall constitute an original hereof. No provision of this First Amendment that is held to be inoperative, unenforceable or invalid shall affect the remaining provisions, and to this end all provisions hereof are hereby declared to be severable. Time is of the essence of this First Amendment. Neither this First Amendment nor any of the terms hereof may be amended or modified except by a written instrument signed by all the P arties hereto.
[Remainder of page intentionally left blank]
4 IN WITNESS WHEREOF, Landlord and Tenant have executed this First Amendment to License at San Francisco, California, as of the date first above written.
LICENSEE REPRESENTS AND WARRANTS TO CITY THAT IT HAS READ AND
UNDERSTANDS THE CONTENTS OF THIS LICENSE, HAS HAD AN OPPORTUNITY TO
REVIEW AND DISCUSS IT WITH COUNSEL OF ITS CHOOSING, AND AGREES TO COMPLY WITH AND BE BOUND BY ALL OF ITS PROVISIONS.
LICENSEE:
CITY OF DALY CITY,
a municipal corporation
By: ____________________________________
Tom Piccolotti
City Manager
Date: ____________________________________
CITY:
CITY AND COUNTY OF SAN FRANCISCO ,
a municipal corporation
By: ____________________________________
DENNIS J. HERRERA
General Manager
San Francisco Public Utilities Commission
(authority pursuant to SFPUC Resolution
No. ________ and San Francisco Board of
Supervisors’ Resolution No. _________)
Date: ____________________________________
APPROVED AS TO FORM:
DAVID CHIU
City Attorney
By: ____________________________
Nancy Taylor
Deputy City Attorney
Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D 18 08/21/2025 | 2:35:56 PM PDT
Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D 08/21/2025 | 2:35:56 PM PDT
Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Docusign Envelope ID: 3618A733-AF2C-4930-9C47-F0575AB5D51D Fort Funston Parcel
(Owned by National
Park Service)
SFPUC Parcel No. 55
(Owned by City and
County of San Francisco,
through SFPUC)
Tunnel Easements
Location of New Easements
LOCATION MAP