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HomeMy WebLinkAbout2001-03-27 - AGENDA REPORTS - MOU WITH SHANGRI-LA HOA (2)CONSENT CALENDAR. DATE: SUBJECT: DEPARTMENT: CITY OF SANTA CLARITA AGENDA REPORT March 27, 2001 City Manager Item to be MEMORANDUM OF UNDERSTANDING (MOU) BETWEEN THE ACITY AND SHANGRI-LA AND OUTLOOK HOMEOWNERS SSOCIATIONS FOR MAINTAINING LANDSCAPE DISTRICT AREAS Parks, Recreation, and Community Services RECOMMENDED ACTION City Council approve and authorize the City Manager to execute the Memorandum of Understanding with the Shangri-La and Outlook Homeowners Associations subjectto final review and approval by the City Attorney, and appropriate $20,000 from the LMD Fund Balance to account 7521-8001 for the proposed projects. BACKGROUND City staff met with the Shangri-La and Outlook Homeowners Associations from March 1999 to June 1999, and established a new assessment for the district. Staff met with the Associations again (this fiscal year) from October 2000 to March 2001. The Shangri-La and Outlook Associations both have additional areas within the district boundaries that they would like to be added into the district maintenance area. The MOU outlines agreements regarding the revenues and expenditures that will accommodate the maintenance of the additional areas within the existing budget. homeowners associations, the City will also proviAs part of the discussions with the de som replacement and irrigation modification projects totimprovements, including plant aling $e e impimp , to various LMD areas ALTERNATIVE ACTION Other action as determined by the City Council. FISCAL IMPACT Funds for this expenditure, in the amount of $20,000, are available from the LMD Fund Balance. ATTACHMENTS Memorandum of Understanding Exhibit A �� a,A�Mv,hdta 1�dw a�p�OdC�D Agenda Item :! MEMORANDUM OF UNDERSTANDING By and Between the CITY OF SANTA CLARITA and SHANGRI-LA AND OUTLOOK HOMEOWNERS ASSOCIATIONS effective on THIS MEMORANDUM OF UNDERSTANDING ("MOU") is made and , 2001, between the City of Santa Clarita ("City"), a general law city and the Shangri-La Homeowners Association ("Shangri-La") and the Outlook Homeowners Association ("Outlook"), collectively ("HOA's"), unincorporated homeowners associations. RECITALS A. WHEREAS, the City had responsibility for the administration of Landscape District T-31 as of July 1, 1998, and in March through June of 1999 City staff met with the Shangri-La and Outlook HOA's to discuss the Landscape Maintenance District (LMD) budget, maintenance responsibilities and the scope of services; and B• WHEREAS, additional copies of the 1999 presentation given to the homeowners was provided to the Homeowners Associations, and are on file in the City of Santa Clarita Parks and Recreation Office; and C. WHEREAS, the presentation with respect to the budget indicated that: 1. There were 10 controllers and 10 backflows, which was the extent of the area maintained by the LMD at that time. 2. The budget was based on the proposed expenditures for 99/00 based on the areas that were maintained by the district at the time; and 3. The proposed maintenance contract budget amount of $74,304 did not include the maintenance of Shangri-La or Outlook areas that were not yet in the district. This was indicated by the "' and notation at the bottom of the page that said ""Does not include Shangri-La and Outlook areas that are not in the district yet"; and 4. The proposed budget was for fiscal year 1999/2000, and this budget did not include the areas not within the district; and 5. A long-term future analysis was presented indicating that when the new development was completed, there would be a long-term financial impact to the HOA's; and 6. The City did not have information on the plans for annexing additional areas into the district such as what areas would be covered, what type of maintenance would be required, and what could potentially be requested to be maintained by the district in the future. D. WHEREAS, the proposed budget was based on those premises, submitted to the HOA's, and approved by a vote of the property owners; and E. WHEREAS, each HOA now has an area that they have requested to be annexed in to the district; and F. WHEREAS, the City has a fiduciary responsibility to the property owners within the district as well as the HOA's; and G. WHEREAS, the City would seek to fulfill its obligations by coming to an agreement with the HOA's regarding the conditions of acceptance of the proposed annexed areas; and H. WHEREAS, the district administrator is obligated to insure that district funds are prudently and conservatively expended toward the maintenance goals of the district. The City maintains the areas within the LMD in accordance with the City's landscape district standards and policies; and J. WHEREAS, the HOA's lithe tttdelineate lAgreement, hrespect ve obliggations,d responsibilities ngoheacceptanceof those areas maintenance. NOW, THEREFORE, in consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: Section 1. TERM, The term of this MOU commences upon its execution by all parties and shall remain and continue in effect unless terminated pursuant to Section 7 hereof. Section 2. QWS RIGHTS AND RESPONSI$ILITIES, The City will accept the areas for maintenance upon agreement to the following conditions by the HOA's and upon receipt of a signed copy of this MOU from each of the HOA's. Section 3. HOA AGREEMENT, The City's acceptance of the areas for maintenance is contingent upon the HOA'S indemnifying the City and agreeing to the following: 1) The HOA's understand that the acceptance of the new areas proposed to be annexed into the district will add expenses to the maintenance contract and will entail additional water and electrical expense that were not in the budgets presented to the HOA's. 2) These additional expenses will alter the administration of the budget that was contemplated by the City at the time the assessment was voted upon by the residents of the HOA's. 3) The City has the authority to administer the funds and manage the district in the manner which it deems most appropriate. However, any proposed increases to the previously approved assessments must be voted upon by the property owners. The City has evaluated a number of options for managing the budgets to accommodate the additional maintenance area. 4) The HOA's request that these areas be maintained within the existing budget and included in the district. 5) The HOA's agree to the changes to the structure of the budget. The budget amounts previously proposed for funding the reserves, and/or possibly a portion of the funds previously allocated for plant replacement and repairs, will be appropriated for maintaining the new areas. Each association may then be responsible for maintaining their own reserves. The City will endeavor to maintain full reserves and to track and maintain a reserve balance. It appears that the ongoing revenues will meet ongoing expenses. However, there is not enough historic information from all of the maintained areas to accurately predict the exact amount of ongoing expenses. In the event that the district does not have adequate reserves, the HOA's will be responsible for the unfunded portion of the reserves. This Section 3 shall not be amended, modified or waived, except by an instrument in writing signed by the parties. Section 5. PREVIOUS CONDITIONc 1) The slope that Shangri-La proposes to annex into the district has previously had a slope failure. This slope has been repaired by Shangri-La under an approved and finaled grading permit. 2) The slope that Outlook is proposing to annex into the district has previously had Ponding water and areas where the water was unable to drain. Outlook has hired licensed contractors to perform work and install french drains that appear to have eliminated the wet conditions that would affect the plants, irrigation, or the ability of the LMD to maintain the slope. These areas are shown on the attached Exhibit A. 3) There is an Outlook area shown on the attached map. The records are not clear on whether this area was accepted by the County for maintenance. This area has not been maintained by the LMD. It is not currently tied into the LMD irrigation. There are no swales at the toe of this slope. Outlook assumes all responsibility for any issues related to drainage from this area. Section 6.ynE—NES +`KATION (For areas identified in Section b) The HOA's and City agree that the City, its employees, agents and officials should, to the extent permitted by law, be fully protected from any loss, injury, damage, claim, lawsuit, cost, expense, attorneys fees, litigation costs, defense costs, court costs or any other cost arising out of or in any way related to the acceptance of the new slopes for maintenance and the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the parties to be interpreted and construed to provide the fullest protection possible under the law to the City, except for liability attributable to the sole negligence or willful misconduct of the City, its agents, employees or officers. HOA's acknowledge that City would not enter into this Agreement in the absence of the commitment of HOA's to indemnify and protect City as set forth here. To the fullest extent permitted by law and excepting only the sole negligence or willful misconduct of the City, its agents, employees or officers, established by a court of competent jurisdiction or written agreement between the parties, the HOA's shall defend, indemnify and hold harmless the City, its employees, agents and officials, from any liability, claims, suits, expenses or costs of any kind, whether actual, alleged or threatened, actual attorney fees actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, incurred by City, court costs, interest, defense costs including expert witness fees and any other costs or expenses of any kind whatsoever without restriction or limitation incurred in relation to, as a consequence of or arising out of or in any way attributable actually, allegedly or implied, in whole or in part to the performance of this Agreement. All obligations under this provision are to be paid by HOA's as they are incurred by the City. Without affecting the rights of City under any provision of this Agreement or this section, the HOA's shall not be required to indemnify and hold harmless the City as set forth above for liability attributable to the sole negligence or willful misconduct of City, provided such sole negligence or willful misconduct is determined by agreement between the parties or the findings of a court of competent jurisdiction. This exception will apply only in instances where the City is shown to have been solely negligent and not in instances where the HOA's are solely or partially at fault or in instances where the City's negligence accounts for only a percentage of the liability involved. In those instances, the obligation of HOA's will be for that portion or percentage of liability not attributable to the negligence of the City as determined by written agreement between the parties or the findings of a court of competent jurisdiction. The obligations of the HOA's under this or any other provision of this Agreement will not be limited by the provisions of any workers' compensation act or similar act. The HOA's expressly waive their statutory immunity under such statutes or laws as to the City, its employees and officials. This obligation to indemnify and defend the City, as set forth herein, is binding on the successors, assigns, or heirs of Contractor and shall survive the termination of this Agreement or this section. Section 7. TERAMATION OF AGR.EFMENT Either party may terminate this Agreement for any reason, in whole or part, by giving the other party thirty (30) days written notice thereof. The District's maintenance of the landscaped areas is contingent upon this Agreement. If the HOA's choose to terminate the Agreement, the City may dissolve this portion 4 of the district as provided for in the Landscaping and Lighting Act. The indemnification may be removed from any of the three areas upon mitigation of the issues to the satisfaction of the City. The removal of the indemnification must then be agreed upon in writing by both parties. Section 8. MISCELLANEOUS (a) No ices. All notices which any party is required or desires to give hereunder shall be in writing and shall be deemed given when delivered personally or three (3) days after mailing by registered or certified mail (return receipt requested) to the following address or at such other address as the parties may from time to time designate by written notice in the aforesaid manner: To City: The City of Santa Clarita 23920 Valencia Boulevard, Suite 120 Santa Clarita, CA 91355 To HOA: Shangri-La HOA To HOA: Outlook HOA (b) in. This Agreement shall be binding upon and inure to the benefit of each Pdin Effect arty to this Agreement and their respective heirs, administrators, representatives, successors and assigns. (c) Amendment. The terms and provisions of this Agreement may not be amended, modified, or waived, except by an instrument in writing signed by the parties. (d) Waiver. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any PAY of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision, nor a waiver of any subsequent breach or violation of any provision of this .Agreement. (e) Law to Govern- Venue. This Agreement shall be interpreted, construed, and governed according to the laws of the State of California. In the event of litigation between the parties, venue in state trial courts shall lie exclusively in the County of Los Angeles. (f) No Presumption in Drafting. The parties to this Agreement agree that the general rule that an Agreement is to be interpreted against the party drafting it or causing it to be prepared, shall not apply. (9) Entire_ A� meat. This Agreement constitutes the entire aa ment of the with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, whether written or oral, with respect thereto. (h) v r bi it . If any term, provision, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby, and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s). (i) Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which taken together shall constitute but one and the same instrument, provided, however, that such counterparts shall have been delivered to both parties to this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this the day and year first above written. Agreement to be executed ATTEST: City Clerk THE CITY OF SANTA CLARITA M Title: SHANGRI-LA HOMEOWNER'S ASSOCIATION Title: [SIGNATURE MUST BE NOTARIZED] OUTLOOK HOMEOWNER'S ASSOCIATION Un Title: w%did6di ooevi%mo M dm [SIGNATURE MUST BE NOTARIZED] G7 Exhibit A ST < ism OAIQMOOR —7c.0 T _ Z i8SW 9�1iNduf•V Z ST s' _�_...,__._.. , {RONSHIRE ST z �, % pAdirE�n,Ea sr�FAIRWEATHER ST A. KMBROuGm _ 16600 S-IANGRI-IA 5 mtiLL O%UA WY p 1 19000 t� / �� 4 \ Z ct ST ST TL `I fi E Iuoo ST < > ST aT < < Ile O I 1e9oo o�'� C Y O r SOLEDAD n ST NMNDA� RNER —� f Cr �� Y ' r A r C7 00LAN 1 nBETANCT WY J RD � Taco RAIN LN W