HomeMy WebLinkAbout263585-001Mf I-C
P0, VCD AGREEMENT
THIS AGREEMENT, made between EASTWOOD COMMONS BUILDING
CORP., a corporation formed under the laws of the State of New
York with an office at 4B Wildflower Drive, Ithaca, New York, and
the TOWN or ITHACA,, a municipal subdivision of the State of Now
York with offices at 108 East Green Street,, Ithaca, Now York.
WITNESSETH:
WHEREAS, Eastwood Commons Building Corp. (the "Developer")
has requested the Town of Ithaca (the vTownv) to accept a deed,
will convey to
Town highway purposes, by which the Company
for .
the Town the strips of land shown as Harwick Road and a portion
of Sunnyhill Lane on a map entitled "Eastwood Commons Phase III
Sunnyhill Lanem by John S. MacNeill, Jr. P.C. dated 9/14/87 and
amended several times and certified October 5, 1988, a copy of
which map was filed in the Tompkins County Clerk's Office on
October 13, 1988 in Drawer M, Sheet 18.
WHEREAS, the roads to be conveyed have not yet been
completed to the Town of Ithaca specifications; and
WHEREAS, the Town is willing to accept a conveyance of said
roads although they have not as yet been completed provided,
however, that the Developer complies 'With certain conditions
hereinafter set forth.
NOW, THEREFORE, in order to induce the said Town to accept
the title to said strips of land for highway purposes and in
'consideration of the premises and the mutual agreements
hereinafter set forth, it is agreed as follows:
1. The Town will accept a conveyance of said roads.
2. The Developer agrees to complete said roads in the
boundaries of the right of way as conveyed by the Developer to
the Town concurrently herewith. Said roads Must be completed
accordance with the specifications established by the Town of
Ithaca for completion of Town highways prior to their acceptance
by the Town as Town highways. The final determination as to
whether or not such road has been completed in accordance with
the specifications of the Town shall be made by the Town Board
upon the recommendation of the Town Highway Superintendent. Such
-roads must be completed not later than December 1, 19e8, unless
the Developer is prevented from doing so solely because of
the unavailability of a contractor to do the tar work or
unfavorable weather conditions as determined by the Town Engineer
in which case the completion date is extended to the 15th day of
April, 1089.
3. The Developer agrees to install permanent concrete
monuments with steel or iron pipe inserts, in accordance with
a
specifications furnished by the Town Highway Superintendent or
Town Engineer, such monuments to be installed at such locations
as such Superintendent or Engineer may specify. Such monuments
shall be installed within the period required for the completion
of the roads as hereinabove set forth.
4. As to those portions of the roads which have not yet
;
been completed to the Town's specifications, the Developer agrees
to maintain such portions in such condition that they will be •
safe for passage of persons and vehicles until such time as they
are completed to the Town's specifications. Such maintenance
shall include snow plowing as necessary to maintain safe and open
access for the public over such portions of road.
5. The Town consents to the entry on the unfinished
portions of said roads by the Developer and the contractors and
agents of the Developer for the purposes of maintaining and
completing the roads in accordance with this agreement.
6. The Developer agrees that upon completion of the roads,
it will furnish a revision of the aforesaid map, to be certified
by a competent surveyor, showing the monuments, as the same are
actually located as hereinabove described.
7. The Developer agrees to indemnify and save and hold
harmless the Town, its officers (including the Town
Superintendent of Highways and Town Engineer), agents,
contractors and employees from and against all suits, claims,
loss, liability or expense (including costs and attorneys fees)
by reason of any liability imposed upon the Town or any or all of
the foregoing persons for damages because of any injury to
persons, including bodily injury and death, or because of any
damage to property, including loss of use thereof, resulting from
any condition of the uncompleted portions of the said streets or
which may result from any work or operations on the said
uncompleted portions of said streets by the Developer, its
contractors, agents, employees or invitees.
In this respect, the Developer shall provide and maintain at
its own expense insurance coverage for public liability and for
the contractual liability of the Developer under this agreement.
Such policy shall provide or include coverage for all.operations
of the Developer in completing the work on the streets required
'injury
by this agreement; completed operations; personal and
broad form property damage. The amount of the policy shall be
least $1,000,000 per occurrence or $5,000,000 aggregate limits or
in such other amounts as the Town may reasonably require. The
policy shall be reviewed by the Town's insurance counsel to
determine whether it adequately protects the Town and the
Developer shall comply with any reasonable requirement of the
1
insurance counsel.
8. If the Developer fails to complete the said roads as
required by this 'agreement, or otherwise default in the►
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performance of this agreement, the Town may proceed to complete
said roads and the Developer agrees to pay to the Town on demand
the cost of completing said roads including all necessary
expenses and obligations, and liabilities insured by the Town in
connection with completing said work. As partial security for
the performance of such work, and as a source of payment of the
costs and expenses incurred by the Town in connection with the
foregoing, the Developer agrees to deposit with the Town either
cash or an unequivocal irrevocable letter of credit (in form and
substance satisfactory to the Town Attorney) in the sum of
$11,000.00, which, if cash, shall be deposited in an account in
the name of the Town. The funds in said account, or the amount
provided by the letter of credit, (including any interest accrued
thereon) shall be applied toward any cost or expenses incurred by
the Town in the event of any default by the Developer in the
performance of its obligations under this agreement. If the
Developer shall fully perform this agreement in accordance with
its provisions, said sum shall. be returned to the Developer, or
said letter, of credit discharged, upon resolution by the Town
Board.
90 The Developer agrees to furnish to the Town an abstract
of title certified at least to the data of recording the said
deed. The deed will be a warranty deed with lien covenant.
Copies or.the revised map will be furnished in such amounts as
will be sufficient for distribution to various Town officials and
for filing.
10. Upon the execution of this agreement and upon the
acceptance of the insurance policy and money, or letter of
credit, the Town will accept the aforesaid deed which will be
recorded in the said Clerks Office concurrently with said deed.
11. To the extent that the Town of Ithaca is required to
•expend any funds for which it has not been compensated, the Town
may, at its option, pursue any one or all of the following
remedies to enforce the collection of any such amount:
(a) The Town may bring an action at law. to collect such
amount as on� contracts.
(b) Any such unpaid amount shall be added to the Town Tax
due with respect to any of the property in the Eastwood Commons
Phase III subdivision owned by the Developer and shall be payable
on the first day of January next following demand for payment by
the Towns
(c) The amount of any such sum which remains unpaiand
is
due to the Town -shall be a lien on the property presently
ed
by the Developer lying within the boundaries of Phase III as
shown on the subdivision development map hereinabove described,"
but such lien shall in no manner be effective against a bona fide
h purchaser of any separate lot on which a dwelling unit has been
erected or against the portion of such property (common areas)
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