HomeMy WebLinkAboutC-1307 - Indemnity agreement regarding Bayside Drive vacation, Promontory Bayr
THIS AGRBSMENT, wads by and between the CITY OV
` Wpm BEACH a municipal corpotation, hereinafter re erred
to a "City," and TO IRVINE COMPANY, a West Virginia eor -..
poratp, hereinafter referred to as "Irvine ":
RZCTTALS
On the 23rd day of March, 19700 the City Council of
the City.of Newport Beach adopted' Resolution No. 7169 decLswring
its intention to order the closing up, vacation and abandom* ent
of a portion of a certain street known as Bayside Drive.. All
of that portion of said street to be vacated, closed up and
abandoned is ire clearly shown on a certain map approved and
adopted by the City Council by Resolution No. 7162 dated
March 23, 1970, which said map is on file in the Office of the
City Clerk of the City of Newport Reach. Said abandonraant
proceedings were commenced by the City at the request of Irvine:
On January 9, 1950, the City of Newport Beach entered
into a lease of City -owned real property with J. A. Beek,
Carroll B. Beek, Barton Beek and Joseph L. Beek, Jr., which
included the following described real property consisting of
approximately 7 acres, which is hereinafter referred to as the
Balboa Yacht Basin property=
A parcel of land situated in the Northwest quarter
of Section 35, Township 6 South, Range 10 West, SBB�M
Orange County, California, more particularly describel
as follows, to wit:
Beginning at a point in the U: S. Bulkhead line
between Station No. 200 and Station No. 101, as shown
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AGREEMIM
lifflHIITY
r
THIS AGRBSMENT, wads by and between the CITY OV
` Wpm BEACH a municipal corpotation, hereinafter re erred
to a "City," and TO IRVINE COMPANY, a West Virginia eor -..
poratp, hereinafter referred to as "Irvine ":
RZCTTALS
On the 23rd day of March, 19700 the City Council of
the City.of Newport Beach adopted' Resolution No. 7169 decLswring
its intention to order the closing up, vacation and abandom* ent
of a portion of a certain street known as Bayside Drive.. All
of that portion of said street to be vacated, closed up and
abandoned is ire clearly shown on a certain map approved and
adopted by the City Council by Resolution No. 7162 dated
March 23, 1970, which said map is on file in the Office of the
City Clerk of the City of Newport Reach. Said abandonraant
proceedings were commenced by the City at the request of Irvine:
On January 9, 1950, the City of Newport Beach entered
into a lease of City -owned real property with J. A. Beek,
Carroll B. Beek, Barton Beek and Joseph L. Beek, Jr., which
included the following described real property consisting of
approximately 7 acres, which is hereinafter referred to as the
Balboa Yacht Basin property=
A parcel of land situated in the Northwest quarter
of Section 35, Township 6 South, Range 10 West, SBB�M
Orange County, California, more particularly describel
as follows, to wit:
Beginning at a point in the U: S. Bulkhead line
between Station No. 200 and Station No. 101, as shown
-1-
0
upon a map entitled "Harbor Lines, Newport Bay Harbor,
California ", approved May 2nd, 1936, by the Secretary
of Vay, and on file in the office of the U. S. District
Engineer at Los Angeles California, said point of
beginning being East 7U.- 5;feet of said Bulkhead
8ta ion No. 200; running t*nce North 424.71 feet to a
poitt in the Northerly Tine of that certain parcel of
land "conveyed to the City of Newport Beach by The
Irvine y, as described in dead recorded September
25, 1929, n Book 306, page 375 of Official Records of
Orange County, California; thence South 850 43' Bout
772.15 feet to the Northeasterly corner of the last
mentioned parcel of land; thence South along the Easterly
lih s of the last mentioned parcel of land 367.01 feet
to n`. int in said U. S. Bulkhead line between Station
No. 200 and Station No. 101; thence West along said
Bulkhead line 770 feet to the point of beginning;
containing approximately seven (7) acres.
There is a possibility that if Bayside Drive is
abandoned as proposed, the lessees under the above described
lease, and their sublessees, may have claims for damages against
the City. The City Council has taken the position that before
it will proceed with any further consideration of the proposed
abandonment of Bayside Drive, it will require that The Irvine
Company enter into an agreement indemnifying the City against
any claims which may be asserted against the City by the City's
tenants under the above described lease, or their sublessees
or tenants, which claims are alleged to have arisen as a result
of the abandonment and relocation of Bayside Drive and the
creation of a cul -de -sac southeasterly of the Balboa Yacht Basin
property. Irvine is willing to agree to indemnify the City for
such claims, subject to the following terms and conditions:
WITNESSBTH:
I. LIABILITIES, LOSSES OR DAMAGES
Irvine undertakes to indemnify and save harmless
the City from any liability or damages City may suffer as the
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,w.
result of claims, demands or judgment* against it arising out
of the abandonment and relocation of Bayside Drive and the
creation of a eul -de -sac located southeasterly of the Balboa
Yacht Basin property by any lessee, sublessee or tenant of the
Balboa Yacht Basin property. Said indemnity shall be limited
to an aggregate of not to exceed -the sum of $50,000.
2. ATTORNEYS' FEES AND COSTS
In addition to the indemnity provided in
Paragraph 1 of this Agreement, Irvine will reimburse City for
attorneys' fees and court costs actually incurred in defending
against any lawsuit brought by,said lessees, sublessees or
tenants against the City, up to a maximum amount of $5,000.
Reimbursement for legal services shall be based on the
applicable provisions of the latest adopted minimum fee
schedule of the Orange County Bar Association.
3. DGWYMENT OF APPRAISER
Should it become necessary in the judgment of
the City to employ an expert appraiser for the purpose of
arriving at a settlement or to defend against any claim arising
within the scope of Paragraph 1 of this Agreement, it is agreed
that the City and Irvine will share equally in paying the fee
of said appraiser and that said amount shall not be included
within the limitations on the amount of reimbursement to which
City is entitled, set forth in Paragraph 1 hereof.
4. SETTLEMENT
City shall have absolute discretion to compromise
or settle any claim or litigation which comes within the scope
of this Indemnity Agreement, without the consent or approval of
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- OFF
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Irvine, in which event Irvine will be obligated to indemnify
City, subject to the limitations of this Agreement.
5. NOTICE OF CU=
City agrees to give Irvine written notice of any
Claim or demand subject to indemnity under this Agreement,
within thirty (30) days after said claim or demand is presented
to city.
IN WITNESS WHEREOF, the parties hereto have caused
this Agreement to be executed on the date set forth opposite
their respective signatures.
Dated:
APPROVED AS TO FORM:
ty Atthrney
)x,
Dated., Xz-<:
CITY OF NEWPORT BEACH, a municipal
corporation
By: e7 ,-z,-
Mayor
ATTEST--
CIty Clerk
CITY
THE IRVINE COMPANY, a West
corporation
By,
C
By:
-4-
e: VICE PRrsic
a zr,
Title:
IRVINE
f- 114. THS:adw
7/23/70
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TO: FINANCE DIRECTOR
FROM: City Clerk
SUBJECT: Contract No. 1307
Ll
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Description of Contract Inge i y &Zne\o,rwnt in mymprtion with
Abandommnt of Bayside Drive
Authorized by Resolution No. 7438 , adopted on jiffy 90, 1970
Effective date of Contract SPptPnba7, 1A, 1970
Contract with 7hp Trvi nY Gcm4)any
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Amount of Contract enP cnntrart
city Clerk
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INDEMNITY AGREEMENT
•
THIS AGREEMENT, made by and between the CITY OF
NEWPORT BEACH, a municipal corporation, hereinafter referred
to as "City," and THE IRVINE COMPANY, a West Virginia cor-
poration, hereinafter referred to as "Irvine ":
RECITALS
On the 23rd day of March, 1970, the City Council of
the City of Newport Beach adopted Resolution No. 7163 declaring
its intention to order the closing up, vacation and abandonment
of a portion of a certain street known as Bayside Drive. All
of that portion of said street to be vacated, closed up and
abandoned is more clearly shown on a certain map approved and
adopted by the City Council by Resolution No. 7162 dated
March 23, 1970, which said map is on file in the Office of the
City Clerk of the City of Newport Beach. Said abandonment
proceedings were commenced by the City at the request of Irvine.
On January 9, 1950, the City of Newport Beach entered
into a lease of City -owned real property with J. A. Beek,
Carroll B. Beek, Barton Beek and Joseph L. Beek, Jr., which
included the following described real property consisting of
approximately 7 acres, which is hereinafter referred to as the
Balboa Yacht Basin property:
A parcel of land situated in the Northwest quarter
of Section 35, Township 6 South, Range 10 West, SBB&M,
Orange County, California, more particularly described
as follows, to wit:
Beginning at a point in the U. S. Bulkhead line
between Station No. 200 and Station No. 101, as shown
-1-
upon a map entitled "Harbor Lines, Newport Bay Harbor,
California ", approved May 2nd, 1936, by the Secretary
of Way, and on file in the office of the U. S. District
Engineer at Los Angeles, California, said point of
beginning being East 784.25 feet of said Bulkhead
Station No. 200; running thence North 424.71 feet to a
point in the Northerly line of that certain parcel of
land conveyed to the City of Newport Beach by The
Irvine Company, as described in deed recorded September
25, 1929, in Book 306, page 375 of Official Records of
Orange County, California; thence South 85° 43' East
772.15 feet to the Northeasterly corner of the last
mentioned parcel of land; thence South along the Easterly
line of the last mentioned parcel of land 367.01 feet
to a point in said U. S. Bulkhead line between Station
No. 200 and Station No. 101; thence West along said
Bulkhead line 770 feet to the point of beginning;
containing approximately seven (7) acres.
There is a possibility that if Bayside Drive is
abandoned as proposed, the lessees under the above described
lease, and their sublessees, may have claims for damages against
the City. The City Council has taken the position that before
it will proceed with any further consideration of the proposed
abandonment of Bayside Drive, it will require that The Irvine
Company enter into an agreement indemnifying the City against
any claims which may be asserted against the City by the City's
tenants under the above described lease, or their sublessees
or tenants, which claims are alleged to have arisen as a result
of the abandonment and relocation of Bayside Drive and the
creation of a cul -de -sac southeasterly of the Balboa Yacht Basin
property. Irvine is willing to agree to indemnify the City for
such claims, subject to the following terms and conditions:
WITNESSETH:
1. LIABILITIES, LOSSES OR DAMAGES
Irvine undertakes to indemnify and save harmless
the City from any liability or damages City may suffer as the
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• 0
result of claims, demands or judgments against it arising out
of the abandonment and relocation of Bayside Drive and the
creation of a cul -de -sac located southeasterly of the Balboa
Yacht Basin property by any lessee, sublessee or tenant of the
Balboa Yacht Basin property. Said indemnity shall be limited
to an aggregate of not to exceed the sum of $50,000.
2. ATTORNEYS' FEES AND COSTS
In addition to the indemnity provided in
Paragraph 1 of this Agreement, Irvine will reimburse City for
attorneys' fees and court costs actually incurred in defending
against any lawsuit brought by said lessees, sublessees or
tenants against the City, up to a maximum amount of $5,000.
Reimbursement for legal services shall be based on the
applicable provisions of the latest adopted minimum fee
schedule of the Orange County Bar Association.
3. EMPLOYMENT OF APPRAISER
Should it become necessary in the judgment of
the City to employ an expert appraiser for the purpose of
arriving at a settlement or to defend against any claim arising
within the scope of Paragraph 1 of this Agreement, it is agreed
that the City and Irvine will share equally in paying the fee
of said appraiser and that said amount shall not be included
within the limitations on the amount of reimbursement to which
City is entitled, set forth in Paragraph 1 hereof.
4. SETTLEMENT
City shall have absolute discretion to compromise
or settle any claim or litigation which comes within the scope
of this Indemnity Agreement, without the consent or approval of
-3-
I
Irvine, in which event Irvine will be obligated to indemnify
City, subject to the limitations of this Agreement.
5. NOTICE OF CLAIM
City agrees to give Irvine written notice of any
claim or demand subject to indemnity under this Agreement,
within thirty (30) days after said claim or demand is presented
to City.
IN WITNESS WHEREOF, the parties hereto have caused
this Agreement to be executed on the date set forth opposite
their respective signatures.
CITY OF NEWPORT BEACH, a municipal
corporation
By; L ; Q7
Mayor
Dated:_ ATTEST •
City C.Ler
APPROVED AS TO FORM: CITY
I
City At&Urney
THE IRVINE COMPANY, a West Virginia
�.' corporation
By:
tle VICE PRESID 1
Dated ,,i /5F By:
Title : t.rA: ^.y
IRVINE
i ~
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7/23/70
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4EWLCS'i ON ND* 72AU
A USt UMON OF TM CrW AIL OF THE CITY AP
SORT Egg AUTHORULM THE ,ESF+t:ti 1" OF AID
ItiMMITY AGUENUT WITH Tom. INDS CL4s1ANY IN
,:,M ECTI0M WITH THE AIANMtWNT Cy A PM UN Gy
ikAXSIi3E DRIVE
WOR&I-S, on the 2.5th cday oa Lays 19170, the City Cou"Ll
of the City of Newport Beach adopted Resolution W. 7188 orders 4
the cics -L-"4 up, vacation and abando aa: t o' a portion of a
certain streec: known as `Uyside Jrive.; " and
WMUAS, said abandonment pro4sedings were commenced
by the City at t4a request of The Iry Ar, �sy aqd will make
it possible for The Irvine Company to develop a marina project
known as the Promontory Say Development; and
WHEPXM, the City council required as a condition of
the abandacment that The Irvimea Company enter into an indemity
agreamat with the City providing that the company would indemnify
the City aNaieist claims orisiog as a result of the abandc -cent
proceedings by ovners and tenants of the Balboa Yacht Basin
property with a waximum limitation of $30,0000 for damages, and
further providing that the company would reimburse the City for
attorneys' fees and sours casts incurred by the City in defending
against aivyr lawsuit brought by said parties up to a maximum
amt of $5,000; and
WHEREAS, an indemnity agreement ww auteed on behalf of
The Irvine: Company on July 7, 1970, has boon presented to the
city Council for Ounsideration; and
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k•Tfi JZU, th* City Council bAs detesaine:! t4 ac, Said
49veament is satisfactory and should be apsroveu on behalf of
tha City,
», THMYMI U rT it SOLVFu that said indemnity
agcoswent above described is approved, ar,,u the Mayor and City
Clerks are hereby authorised and dinated to exe -cute the same
on behalf of th* City of NswWrt Beach.
MST:
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