AgdaPkt 2020-10-26 Joint SA PFA - Laserfiche WebLink

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7.A. - Page 68 of 176 10/09/2020 accruing on the balance of the Acquisition Price. Notwithstanding anything to the contrary herein, the Parties acknowledge and agree that nothing in this Agreement addresses or determines the responsibility of any Party for future levee improvements, other than the Levee Improvements expressly contemplated by this Agreement. As more fully set forth in the Purchase Contract, Owners and SCOA will convey the Levee Improvements to City free and clear of all title exceptions and encumbrances except the Permitted Exceptions as that term is defined in the Purchase Contract. Owners will make the conveyance within 60 days following the completion of all punch -list items to the City's reasonable satisfaction, the delivery of warranty security to City as provided in Section 17 below, and the delivery to the City of the as - built record documents as provided herein below. Prior to City's acquisition of the Levee Improvements, SCOA, on behalf of itself and Met Life and HCP, will be solely responsible for maintaining the quality of the Levee Improvements work and maintaining safety at the Levee Improvements work site. Prior to City's acquisition of the Levee Improvements, SCOA will also provide "as -built" record documents for the Levee Improvements, prepared and certified by the project engineer. These as -built drawings will be provided in clearly marked hard copy and electronic native AutoCAD, or similar, formats, will be certified as being "as -built" and will reflect the work as actually constructed, with any and all changes incorporated therein. 16. Damages. SCOA will repair or replace all public improvements, public utility facilities, surveying monuments and other public facilities that are destroyed or damaged as a result of any Levee Improvements work and the costs of such repair and replacement will be included in the Final Design and Construction Budget or the Final Project Costs. SCOA will promptly notify the City Engineer of such damage and will obtain the City Engineer's approval of all repair and replacement work. City shall be under no obligation whatsoever to accept the Levee Improvements completed under this Agreement until such time as all repairs have been completed or have been paid for and written acceptances have been provided to the City Engineer. 17. SCOA's Improvement Security. In addition to the performance and labor and material securities to be provided by the General Contractor (the terms and costs of which are addressed in Sections 10 and 12 above), SCOA will furnish and deliver to City within the times set forth in the Schedule of Performance the following security instruments, each of which must be issued by a surety company duly and regularly authorized to do general surety business in the State of California, or such other surety as may be acceptable to the City Engineer: (a) Performance Security. Prior to commencement of construction of the Levee Improvements or any work of deconstruction of the existing Seaport Centre Levee, SCOA shall furnish and deliver performance security in the amount of one hundred percent (100%) of the Final Design and Construction Budget, which security must meet the requirements of Government Code section 66499.1 and Redwood City Code section 30.80 and be acceptable to the City Engineer. The security shall be conditioned upon the faithful performance of this Agreement with respect to the Levee Improvements work and shall be released by City as provided in this Section 17 below upon City's final acceptance of the Levee Improvements as described in Section 15 above and SCOA's delivery of the Warranty Security described in Subsection 17(c) below. OAK #4819-4834-1908 v19 21 ATTY/AGR/2020.230/SEAPORT LEVEE AGREEMENT 250