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HomeMy WebLinkAboutItem 5.2 Maintenance Use License Agreement with Alameda County Flood Control and Water Conservation District Zone 7 Agenda Item 5.2 STAFF REPORT CITY COUNCIL Page 1 of 2 DATE: March 24, 2026 TO: Honorable Mayor and City Councilmembers FROM: Colleen Tribby, City Manager SUBJECT: Maintenance Use License Agreement with Alameda County Flood Control and Water Conservation District (Zone 7) Prepared by: Vatsal Patel, Assistant Public Works Director/City Engineer EXECUTIVE SUMMARY: The City Council will consider approving a Maintenance Use License Agreement with Zone 7 to construct, improve, operate, and maintain storm drainage improvements on property owned by Zone 7 as part of the City’s Green Stormwater Infrastructure Project, CIP No. ST0121. STAFF RECOMMENDATION: Adopt the Resolution Approving a Maintenance Use License Agreement with Alameda County Flood Control and Water Conservation District (Zone 7) for Property Owned by Zone 7 (Assessor’s Parcel Number 941-2765-295-00). FINANCIAL IMPACT: None. DESCRIPTION: Approved in June 2019, the City’s Green Stormwater Infrastructure Project, CIP No. ST0121, provides for the planning, design, and construction of various citywide projects that will improve water quality and provide other environmental benefits in accordance with the Green Stormwater Infrastructure Plan. One of the subprojects included in CIP No. ST0121 is the Green Stormwater Infrastructure – Iron Horse Trail, South of Amador Valley Boulevard Project (GSI Project) to treat stormwater runoff from the adjacent neighborhoods prior to dischar ge into South San Ramon Creek and Alamo Creek. The GSI Project is being constructed in cooperation with the Alameda County Transportation Commission. The GSI Project installed a bioretention basin for stormwater treatment and hydromodification 26 Page 2 of 2 management, including storm drainage pipes, inlets, landscaping in the basin, asphalt concrete trail, seating, and interpretive signage. To connect to the City’s existing storm drainage, the new storm drainage pipes and inlets were installed within Zone 7 property. Zone 7 has agreed to permit use of the area by the City to construct, improve, operate, and maintain the storm drainage improvements through its property under the Maintenance Use License Agreement. On December 17, 2025, Zone 7’s Board of Directors adopted Resolution No. 25-92 authorizing a grant of easement and Maintenance Use License Agreement to the City. The proposed Maintenance Use License Agreement has an initial term of 25 years with an option for the City to renew for an additional 25 years. Approval of the Maintenance Use License Agreement will allow the City to continue operating and maintaining the storm drainage improvements installed as part of the GSI Project within Zone 7 property. The agreement formalizes the City’s access and maintenance responsibilities for the improvements and ensures the long-term functionality of the stormwater infrastructure constructed through the project. STRATEGIC PLAN INITIATIVE: None. NOTICING REQUIREMENTS/PUBLIC OUTREACH: The City Council Agenda was posted. A copy of this report was sent to Zone 7. ATTACHMENTS: 1) Resolution Approving a Maintenance Use License Agreement with Alameda County Flood Control and Water Conservation District (Zone 7) for Property Owned by Zone 7 (Assessor’s Parcel Number 941-2765-295-00) 2) Exhibit A to the Resolution – Maintenance Use License Agreement 27 Attachment 1 Reso. No. XX-26, Item X.X, Adopted XX/XX/2026 Page 1 of 2 RESOLUTION NO. XX – 26 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING A MAINTENANCE USE LICENSE AGREEMENT WITH ALAMEDA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT (ZONE 7) FOR PROPERTY OWNED BY ZONE 7 (ASSESSOR’S PARCEL NUMBER 941-2765-295-00) WHEREAS, on June 18, 2019, the Green Stormwater Infrastructure, CIP No. ST0121, was approved; and WHEREAS, it provides for planning, design, and construction of various citywide projects that will improve water quality and provide other environmental benefits in accordance with the Green Stormwater Infrastructure Plan; and WHEREAS, one of the projects included in this current CIP is the Green Stormwater Infrastructure – Iron Horse Trail, South of Amador Valley Boulevard Project (GSI Project) to treat stormwater runoff from the adjacent neighborhoods prior to discharge into South San Ramon Creek and Alamo Creek; and WHEREAS, the GSI Project installed a bioretention basin for stormwater treatment and hydromodification management, including storm drainpipes, inle ts, landscaping in the basin, asphalt concrete trail, seating, and interpretive signage ; and WHEREAS, to connect to the City’s existing storm drainage, the new storm drainage pipes and inlets were constructed within Zone 7 property; and WHEREAS, Zone 7 has agreed to permit use of the area by the City to construct, improve, operate, and maintain the storm drainage improvements through Zone 7 -owned property under the Maintenance Use License Agreement, herein attached as Exhibit A to this Resolution; and WHEREAS, on December 17, 2025, Zone 7’s Board of Directors adopted Resolution No. 25-92 authorizing a grant of easement and Maintenance Use License Agreement to the City; and WHEREAS, the proposed Maintenance Use License Agreement has an initial te rm of 25 years with an option for the City to renew for an additional 25 years ; and WHEREAS, approval of the Maintenance Use License Agreement will allow the City to continue operating and maintaining the storm drainage improvements installed as part of t he GSI Project within Zone 7 owned property. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does hereby authorize the City Manager to approve a Maintenance Use License Agreement with Alameda County Flood Control and Water Conservation District (Zone 7) through Zone 7-Owned Property, Assessor’s Parcel Number 941-2765-295-00, attached hereto as Exhibit A to this Resolution, for the permit use of the area to the City to construct, improve, operate, and maintain the storm drainage improvements through Zone 7-owned property. 28 Reso. No. XX-26, Item X.X, Adopted XX/XX/2026 Page 2 of 2 BE IT FUTHER RESOLVED that the City Manager, or designee, is authorized to execute the agreement, attached hereto as Exhibit A, and make any necessary, non-substantive changes to Exhibit A to carry out the intent of this Resolution. PASSED, APPROVED AND ADOPTED BY the City Council of the City of Dublin, on this 24th day of March 2026, by the following vote: AYES: NOES: ABSENT: ABSTAIN: ______________________________ Mayor ATTEST: _________________________________ City Clerk 29 5134386.3 1 MAINTENANCE USE LICENSE AGREEMENT THIS LICENSE AGREEMENT (hereinafter “LICENSE”) is made and entered into this ____ day of _____________, 2026, by and between Zone 7 of Alameda County Flood Control and Water Conservation District, a body corporate and politic (hereinafter “ZONE 7”) and the City of Dublin, a Municipal Corporation (hereinafter “CITY”). ZONE 7 and CITY may be collectively referred to as PARTIES or individually as PARTY. RECITALS A. Both parties are authorized by the acts governing them to plan, improve, maintain and operate facilities; B. ZONE 7 has certain rights of way located on non-City property (hereinafter “LICENSED AREAS”), which are not part of City’s public drainage system; the LICENSED AREAS can be used for storm drainage purposes in accordance with this LICENSE and amendments thereto; C. CITY has indicated its desire to construct, improve, operate, and maintain storm drainage improvements, which may include, but are not limited to, storm drainage pipeline, drainage ditch, drainage inlet, and landscaping (hereinafter “STORM DRAIN FACILITIES”) that these rights of way can support within and about the LICENSED AREAS; and D. ZONE 7 is agreeable to such use by CITY on the LICENSED AREAS and hereby grants a non-exclusive LICENSE for said use upon the following terms and conditions. AGREEMENTS NOW, THEREFORE, BE IT MUTUALLY AGREED as follows: 1.Recitals. The above Recitals are incorporated herein as if set forth in full. 2.Permitted Use. Subject to the terms of this LICENSE, the CITY is permitted to construct, improve, maintain, and operate the STORM DRAIN FACILITIES and operate the LICENSED AREAS for storm drainage purposes, including storm drainage into said STORM DRAIN FACILITIES (hereinafter the “USE”). Nothing herein obligates CITY to maintain private or non-City facilities outside the LICENSED AREAS. 3.Licensed Areas. The LICENSED AREAS are located on a portion of non-City property more particularly described in Exhibit A attached hereto (Legal Description) and as shown in Exhibit B (Access Easement), which are attached hereto and made a part hereof. 4.Additional Licensed Areas. Additional LICENSED AREAS, as mutually agreed upon by CITY and ZONE 7, may be added by written amendment to this LICENSE. 5.License Fee. This LICENSE shall not require payment of any rent or other charges to ZONE 7 by CITY for the use of the LICENSED AREAS for the purposes for which it is permitted. Attachment 2 Exhibit A to the Resolution 30 5134386.3 6. Term of License. a. The term of this LICENSE shall be for twenty-five (25) years from the date of execution of this LICENSE with an option to CITY of renewal for additional periods of twenty-five (25) years thereafter upon application accompanied by a showing of faithful exercise according to the covenants herein; either this original LICENSE or any renewal thereof to be subject to termination under the covenants provided herein to govern such termination. Renewals shall be subject to updating the conditions on use of the LICENSED AREAS. b. CITY’s obligations under Section 12 (“Indemnity”) and Section 14 (“Waiver of Claims”) shall survive the termination of this LICENSE. 7. Limitations. a. This LICENSE is granted solely for the purpose of authorizing CITY to perform the USE. b. It is understood and agreed by CITY that the primary purpose for which ZONE 7 has acquired and owns the LICENSED AREAS is for flood protection and water management and that operations in furtherance of said purpose must take precedence over any and all other uses of the subject LICENSED AREAS. c. ZONE 7 shall have all reasonable and necessary rights of entry to the subject LICENSED AREAS, including the right to alteration or repair and maintenance and operation for flood protection and water management purposes. The CITY’S USE, shall be at all times subject to the primary use of the aforesaid LICENSED AREAS for flood protection and water management purposes. d. CITY shall obtain and comply with all required permits, agreements and/or regulatory approvals relating to the USE, including all federal, state, or local government requirements. This requirement includes compliance with CEQA as well as any necessary construction, building or use permits, including any progress inspections that may be required by any regulatory body. e. Prior to installation of any permanent facilities or landscape improvements, CITY shall submit plans and specifications and any related approvals required in 6.d. to ZONE 7 for review. The facility or improvements shall not be installed by CITY without first obtaining written approval from ZONE 7’s General Manager. Written approval shall not be unreasonably withheld and said approval shall be given unless ZONE 7, in its sole discretion, determines that such structures, facilities or improvements would interfere with the primary use of said areas for flood protection and water management purposes. ZONE 7 hereby acknowledges that all permanent facilities and landscape improvements on the LICENSED AREAS as of September 2025 have been approved by ZONE 7 and do not require further approvals under this subsection 7.e. f. Should ZONE 7, in its sole discretion, reasonably determine that any of CITY’s activities, or lack thereof, or improvements interfere with any ZONE 7 activities or operations, ZONE 7 may require CITY to eliminate said interference, by providing CITY with written notice of ZONE 7’s requirement and the reasons, therefore. 31 5134386.3 Within thirty (30) days of its receipt of such notice, CITY shall proceed forthwith to remedy the problem, as directed by ZONE 7. In the event CITY fails to remedy or correct the problem within such thirty-day period, ZONE 7 may take such action as ZONE 7 deems reasonably necessary to remedy such interference, all at CITY’s sole expense. g. CITY agrees to abide by any future LICENSED AREAS Rules and Regulations which may be adopted by ZONE 7’s Board of Directors after ZONE 7 provides CITY with notice of the same. h. CITY agrees to accept this LICENSE to the LICENSED AREAS on an “as-is” basis, and ZONE 7 has no obligation for maintenance or repair of LICENSED AREAS during the term of this LICENSE. i. CITY shall be solely responsible for any damage or loss to ZONE 7 rights of way due to negligence of CITY to properly operate and maintain STORM DRAIN FACILITIES within said LICENSE AREAS. CITY shall be solely responsible for any loss or damage suffered by ZONE 7 (including direct or indirect loss or damage, or incidental or consequential loss or damage) resulting from the of CITY’s USE. j. CITY shall be solely responsible for any damage or loss to STORM DRAIN FACILITIES resulting from theft or vandalism or resulting from any other cause. ZONE 7 shall not provide security for STORM DRAIN FACILITIES nor LICENSED AREA in general. ZONE 7 shall not be responsible for any loss or damage suffered by CITY (including direct or indirect loss or damage, or incidental or consequential loss or damage) resulting from any damage to STORM DRAIN FACILITIES or loss of use thereof suffered in connection with this LICENSE. k. Suspension or Limitation of Use: ZONE 7 shall have the right, without liability to CITY, to suspend any of the USE temporarily or to limit this LICENSE and the USE during such periods of time as ZONE 7 determines that such suspension or limitation is necessary in the interest of public safety, national security, or the operation or maintenance of its flood or water facilities. Zone 7 will provide notice of its determination to suspend or limit use to CITY pursuant to Section 17 of this LICENSE. 8. Maintenance and Operation. a. CITY shall cause any STORM DRAIN FACILITIES to be constructed, maintained, and operated in an orderly, safe, and sanitary manner, at all times. b. The CITY shall be responsible for inspecting, maintaining, and removing all vegetative material within and adjacent to the area of the USE to ensure it does not obstruct flow or impair the function and or structural integrity of ZONE 7’s flood protection facilities, including drainage ditches, embankments, and related appurtenances. 32 5134386.3 c. The LICENSED AREA may be subject to slides, erosion, subsidence, flooding, and other damages. In the event that the USE is impacted by such damages, ZONE 7 will make its best efforts to repair ZONE 7’s facilities to Zone 7 standards; however, such repairs will be subject to available funding and other maintenance priorities as determined by ZONE 7 in its sole discretion. Repair of damage to STORM DRAIN FACILITIES shall be the responsibility of CITY and at CITY’s sole cost. CITY shall perform such repair, as CITY may deem necessary for proper and safe operation of the LICENSED AREA. d. In the performance of routine and/or emergency repair activities ZONE 7 will exercise reasonable care to avoid removal or damage to existing STORM DRAIN FACILITIES, and CITY, at its sole cost, shall be responsible for any reinstallation, repair or reconstruction work. e. CITY agrees to give ZONE 7 reasonable notice of its major maintenance activities that may conflict with ZONE 7’s maintenance of its flood protection channel. Major maintenance activities include but are not limited to work on any permanent structure, facility and/or vegetation work that may conflict with ZONE 7’s maintenance of its flood protection channel properties. 9. Violations of Permitted Use. Should the CITY, its employees, contractors, subcontractors, agents, or the general public construct, install, operate or maintain any STORM DRAIN FACILITIES in violation of the terms of this LICENSE, or in violation of any of the approvals granted, ZONE 7 may direct CITY, at CITY’s sole cost, to remove the improvements from the LICENSED AREAS or to take other remedial action, as ZONE 7 may, in its sole discretion, determine to be appropriate. CITY shall be afforded a period of fifteen (15) days, within which to cure any such violations and comply with ZONE 7’s directive. In the event CITY fails to cure within the above stated period, ZONE 7 shall have the right to take any and all actions to remediate the LICENSED AREAS and CITY shall reimburse ZONE 7 for all costs associated therewith. ZONE 7, as it reasonably determines, may extend the period as may be necessary to cure the default, provided that the City has commenced the cure within the fifteen (15) day period. 10. Assignment. CITY may assign all of its rights, duties and liabilities under this LICENSE to another public agency provided that such assignment is agreeable to ZONE 7 and provided further that such agency gives written notice to ZONE 7 that it accepts all of the rights, duties and liabilities imposed upon CITY under this LICENSE. 11. Acknowledgment of Title. It is understood and agreed that CITY, by the acceptance of this LICENSE and by the use or occupancy of said LICENSED AREAS, has not acquired and shall not acquire hereafter any property rights or interest in or to said LICENSED AREAS through this LICENSE, and that CITY may use the LICENSED AREAS only as herein provided. ZONE 7 shall retain the right to sell or change areas, but in the event that CITY is damaged by such action, CITY shall be compensated for any damage to facilities which it has installed based on an agreed upon value. 12. Indemnity. CITY shall indemnify, defend, reimburse and hold harmless ZONE 7, its officers, agents, contractors and, employees (collectively, “Indemnitees”) from and against any and all demands, claims, legal or administrative proceedings, losses, costs, penalties, fines, liens, judgments, damages and liabilities of any kind (collectively, "Liabilities"), arising in any manner out of: (a) any injury to or death of any person or 33 5134386.3 damage to or destruction of any property occurring in, on or about the LICENSED AREAS, or any part thereof, whether the person or property of CITY, its officers, agents, employees, contractors and subcontractors (collectively, "Agents"), its invitees, guests or business visitors or third persons (collectively, "Invitees”), relating in any manner to any use or activity under the LICENSE and modifications thereto; (b) any failure by CITY to faithfully observe or perform any of the terms, covenants or conditions of this LICENSE or (c) the USE of the LICENSED AREAS or any activities conducted thereon by CITY, its Agents or Invitees. This provision applies except to the extent of Liabilities resulting directly from the sole negligence or willful misconduct of ZONE 7 or ZONE 7’s authorized representatives. The foregoing indemnity shall include, without limitation, reasonable attorneys' and consultants' fees, investigation and remediation costs and all other reasonable costs and expenses incurred by the Indemnitees, including, without limitation, damages for decrease in the value of the LICENSED AREAS and claims for damages or decreases in the value of adjoining property. CITY shall have an immediate and independent obligation to defend ZONE 7 from any claim which actually or potentially falls within this indemnity provision even if such allegation is or may be groundless, fraudulent or false, which obligation arises at the time such claim is tendered to CITY by ZONE 7 and continues at all times thereafter. CITY’s obligations under this Condition shall survive the expiration or termination of the LICENSE and modifications thereto. 13. Minimum Insurance Requirements. CITY shall procure and maintain for the duration of the use of the LICENSED AREAS, insurance against claims for injuries or death to persons or damages to property which may arise from or in connection with the USE and the connected activities of CITY, guests, agents, representatives, employees or sub- contractors. CITY shall provide and maintain the following commercial general liability, automobile liability, and workers’ compensation: Coverage – Coverage shall be at least as broad as the following: a. General Liability - Insurance Services Office (ISO) Commercial General Liability Coverage (Occurrence Form CG 00 01) including property damage, bodily injury and personal injury with limits of at least two million dollars ($2,000,000) per occurrence or the full per occurrence limits of the policies available, whichever is greater. If Commercial General Liability Insurance or other form with a general aggregate limit, either the general aggregate limit shall apply separately to the project/location (with the ISO CG 25 03, or ISO CG 25 04, or insurer's equivalent endorsement provided to ZONE 7) or the general aggregate limit shall be twice the required occurrence limit. b. Automobile Liability – Insurance Services Office (ISO) Business Auto Coverage (Form CA 00 01), covering Symbol 1 (any auto) with limit of one million dollars ($1,000,000) for bodily injury and property damage each accident. c. Workers' Compensation Insurance – CITY shall provide workers’ compensation coverage as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. Waiver of Subrogation: The insurer(s) named above 34 5134386.3 agree to waive all rights of subrogation against ZONE 7, its directors, officers, employees, and authorized volunteers for losses paid under the terms of this policy which arise from work performed by the Named Insured for the Agency, but this provision applies regardless of whether or not ZONE 7 has received a waiver of subrogation from the insurer. d. Property Insurance – with limits of no less than $250,000. The policy shall cover all risks of direct physical loss, damage, or destruction to the gates, signage and other improvements installed by CITY to insure against such losses, and at least against the perils of fire and extended coverage, theft, vandalism and malicious mischief. The Policy shall be endorsed with “ZONE 7 of Alameda County Flood Control and Water Conservation District, Alameda County Flood Control and Water Conservation District, the County of Alameda, their officers, agents and employees named as loss payee, as their interest may appear.” If CITY maintains broader coverage and/or higher limits than the minimums shown above, ZONE 7 requires and shall be entitled to the broader coverage and/or higher limits maintained by CITY. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to ZONE 7. Required Provisions – The Commercial General Liability policies are to contain, or be endorsed to contain, the following provisions: a. Additional Insured Status – ZONE 7 of Alameda County Flood Control and Water Conservation District, Alameda County Flood Control and Water Conservation District, the County of Alameda, their officers, agents and employees are to be given insured status (at least as broad as ISO Form CG 20 12), as respects: liability arising out of the use of the facilities, work or activities performed by or on behalf of CITY including materials, parts, or equipment furnished in connection with such work or operations, and automobiles owned, leased, hired or borrowed by CITY. The coverage shall contain no special limitations on the scope of protection afforded to ZONE 7, its directors, officers, employees, and authorized volunteers. b. Primary Coverage – For any claims related to this facilities use, CITY’s insurance coverage shall be primary at least as broad as ISO CG 20 01 04 13 as respects to ZONE 7, its directors, officers, employees, and authorized volunteers. Any insurance or self-insurance maintained by ZONE 7, its directors, officers, employees, and authorized volunteers; shall be excess of CITY’s insurance and shall not contribute with it. Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to ZONE 7. Acceptability of Insurers – Insurance is to be placed with insurers having a current A.M. Best rating of no less than A:VII or as otherwise approved by ZONE 7. CITY has the right and option to self-insure the requirements under this Section upon written notice to ZONE 7 that CITY assumes the obligations in the place and stead of any insurance carrier, any 35 5134386.3 reference to failure to coverage notwithstanding. In the event that CITY elects to self- insure, CITY shall provide to ZONE 7 a certificate or other evidence of self-insurance acceptable to ZONE 7. CITY agrees and he/she will comply with such provisions before commencing the event. All of the insurance shall be provided on policy forms and through companies satisfactory to ZONE 7. ZONE 7 reserves the right to require complete, certified copies of all required insurance policies, including policy Declaration pages and Endorsement pages. Failure to continually satisfy the Insurance requirements is a material breach of contract. Verification of Coverage – CITY shall furnish ZONE 7 with certificates and amendatory endorsements effecting coverage required by the above provisions. 14. Waiver of Claims. CITY fully releases, waives, and discharges forever any and all claims, demands, rights and cause of action against, and covenants not to sue, Indemnities, under any present or future laws, statutes, or regulations: (a) for any claim or event relating to the condition of the LICENSED AREAS or the USE; or (b) in the event that ZONE 7 exercises its right to suspend, revoke or terminate the LICENSE. 15. Duties of ZONE 7. ZONE 7 agrees to give CITY reasonable notice of flood protection and water management operations and maintenance which would affect storm drainage facilities operations of CITY and keep CITY informed of any conditions which might result in such operations and maintenance. ZONE 7 further agrees to furnish any plans for improvements to the LICENSED AREAS to the CITY for review and comments. ZONE 7 will maintain the LICENSED AREAS to the extent necessary for flood protection and water management purposes. Repairs to flood and water facilities/structures shall be the responsibility of ZONE 7 except when such repairs arise from damage caused to these facilities/structures by CITY, its officers, agents, employees, contractors and subcontractors, its invitees, guests or business visitors or third persons. Such ZONE 7 responsibilities shall not relieve the CITY from its Liabilities as described in Section 12 of this LICENSE. 16. Property Taxes. Pursuant to California Revenue and Taxation Code section 107.6, notice is hereby given that CITY is responsible for any possessory interest taxes that may be imposed as a result of, or related to, this LICENSE. 17. Notice. Any demand or notice which either party shall be required, or may desire to make upon or give to the other shall be in writing and shall be delivered personally upon the other or be sent by prepaid certified mail to the respective parties as follows: ZONE 7: General Manager Zone 7, Alameda County Flood Control And Water Conservation District 100 North Canyons Parkway Livermore, CA 94551 CITY: City Manager City of Dublin 36 5134386.3 100 Civic Plaza Dublin, CA 94568 Either party may, from time to time, designate any other address for this purpose by written notice to the other party with notice of ten (10) business days. 18. Miscellaneous. a. Entire Agreement; Amendments. This LICENSE constitutes the entire LICENSE and understanding between the PARTIES, and supersedes all offers, negotiations and other agreements concerning the subject matter contained herein. Any amendments to this LICENSE must be in writing and executed by both PARTIES. b. Severability; No Waiver. If any provision of this LICENSE is invalid or unenforceable with respect to any party, the remainder of this LICENSE or the application of such provision to persons other than those as to whom it is held invalid or unenforceable, shall not be affected and each provision of this LICENSE shall be valid and enforceable to the fullest extents permitted by law. c. Governing Law; Venue. This LICENSE shall be governed by the laws of the State of California. The exclusive venue for any action or proceeding arising out of this LICENSE shall be the Superior Court of California, County of Alameda, and the parties hereby consent to that court’s jurisdiction. d. Counterparts. This LICENSE may be executed in one or more counterparts, each of which will be deemed an original and all of which will constitute the complete LICENSE. e. No Agency or Partnership. Nothing in this LICENSE shall be deemed or construed by any person to create the relationship of principal and agent, or of limited or general partnership, or of joint venture, or of any other association between or among any of the PARTIES. No part of this LICENSE shall be construed as creating any rights in the general public, nor shall any party be deemed to be a gift or dedication for public use of any portion of the properties described in this LICENSE. f. Authorizations. Each PARTY represents and warrants that the person signing this LICENSE is duly authorized to sign this LICENSE on that PARTY’S behalf. [signatures on following page] 37 5134386.3 IN WITNESS WHEREOF, the parties hereto have executed this LICENSE on the dates appearing below their respective authorized signatures. ZONE 7: CITY: Zone 7 of Alameda County Flood Control City of Dublin and Water Conservation District By: ______________________________ By: ______________________________ Valerie L. Pryor, General Manager Colleen Tribby, City Manager Date:____________________________ Date:______________________________ APPROVED AS TO FORM: APPROVED AS TO FORM: ________________________________ __________________________________ Rebecca Smith, General Counsel John Bakker, City Attorney 38 Rev.: 12/02/2025 Portion of APN 941-2765-295 Date: 03/24/2025 R/W No. 70216 Project: 1930001.08 Map: RF-10164 EXHIBIT “A” LEGAL DESCRIPTION ALL THAT CERTAIN REAL PROPERTY SITUATE IN THE CITY OF DUBLIN, COUNTY OF ALAMEDA, STATE OF CALIFORNIA, BEING AN ACCESS EASEMENT OVER A PORTION OF THE LANDS OF ALAMEDA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, AS DESCRIBED IN DOCUMENT NUMBER 2003-698996, RECORDED NOVEMBER 26, 2003, AND BEING A PORTION OF PARCEL A, AS SHOWN ON THAT CERTAIN MAP ENTITLED “TRACT 5883 DUBLIN MEADOWS, CITY OF DUBLIN, CALIFORNIA”, FILED APRIL 30, 1990, IN BOOK 190 OF MAPS, PAGES 50 THROUGH 55 (190 M 50-55), ALAMEDA COUNTY RECORDS, AND MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWESTERLY CORNER OF SAID PARCEL A, AS SHOWN ON SAID MAP (190 M 50- 55), BEING A POINT ON A CURVE, CONCAVE NORTHEASTERLY, THE INITIAL RADIAL OF WHICH BEARS SOUTH 53°39’07” WEST; THENCE ALONG SAID CURVE TO THE LEFT, HAVING A RADIUS OF 11,409.19 FEET, THROUGH A CENTRAL ANGLE OF 0°03’55”, AND AN ARC LENGTH OF 13.00 FEET; THENCE LEAVING SAID CURVE, ALONG THE NORTHERLY LINE OF PARCEL A, NORTH 57°31’45” EAST, A DISTANCE OF 94.19 FEET TO THE EASTERLY CORNER OF 10 FEET WIDE DRAINAGE EASEMENT AS SHOWN ON SAID MAP; THENCE LEAVING SAID NORTHERLY LINE OF PARCEL A, SOUTH 32°28’15” EAST, A DISTANCE OF 24.47 FEET TO THE SOUTHERLY LINE OF PARCEL A, AS SHOWN ON SAID MAP; THENCE ALONG SAID SOUTHERLY LINE, SOUTH 64°33’12” WEST, A DISTANCE OF 94.02 FEET THE POINT OF BEGINNING; SAID EASEMENT CONTAINING 1,752 SQUARE FEET MORE OR LESS. SEE EXHIBIT “B” ATTACHED HERETO AND MADE PART HEREOF. THE BASIS OF BEARINGS FOR THIS DESCRIPTION IS BASED ON THAT CERTAIN MAP ENTITLED “TRACT 5883 DUBLIN MEADIWS, CITY OF DUBLIN, CALIFORNIA”, FILED APRIL 30, 1990, IN BOOK 190 OF MAPS, PAGES 50 THROUGH 55 (190 M 50-55), ALAMEDA COUNTY RECORDS. PREPARED BY: CSW/STUBER-STROEH ENGINEERING, INC. JOSH WOELBING, PLS 9387 39 40