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CITY CLERK
File # Dl?Q]roJ[Q-a][O]
AGENDA STATEMENT
CITY COUNCIL MEETING DATE: July 5,2005
SUBJECT:
Agreement with Alameda County Local Agency Formation
Commission (LAFCo) to IndemnifY LAFCo for the Costs of
Litigation Arising from LAFCo's Approval of the Dublin Raneh
West Reorganization
(Report prepared by John Bakker, Assistant City Attorney)
ATTACHMENTS:
1.
Draft Resolution Approving Proposed Agreement (attached
as Exhibit A) between LAFCo and City of Dublin Regarding
Dublin Ranch West Reorganization.
Letter from Chang Su~O Un's Authorized Representative
Agreeing to IndemnifY City for costs associated with
ehalJenge to LAFCo action.
2.
RECOMMENDATION~
FINANCIAL STATEMENT:
Adopt resolution approving the proposed Agreement with LAFCo
and authori7.e the Mayor to execute the Agreement.
This agreement would have no fiscal impact.
DESCRIPTION: When the Alameda County Local Agency Formation Commission
("LAFCo") approved the Dublin Ranch West Reorganization on May 12,2005, LAFCo imposed a
condition that required the City to enter into an agreement with LAFCo to indemnifY LAFCo against any
expenses arising from any legal actions challenging the Reorganization.
Pursuant to a similar LAFCo condition imposed on the Eastern Dublin Property Owners'
Annexation, City Staff and LAFCo legal counsel negotiated such an agreement, and it was approved by
the City Council in June of2002. LAFCo staff has proposed that the parties enter into an identical
indemnification agreement to satisfY the condition imposed on the Dublin Ranch West Reorganization.
This agreement wi11 have no fiscal effect on the City. Chang Su-O Lin has agreed to cover the
City's costs in defending any lawsuit arising from the annexation, including challenges to the LAFCo
action.
Recommendation:
Staffrecommends that the City Council adopt the proposed resolution approving the agreement the
agreement with LAFCo and authorizing the Mayor to execute the agreement.
____________~~_~~_~_~w___~~__________________________________.__~___________________________~~___________~__
COPIES TO:
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ITEM NO.
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RESOLUTION NO. - 05
*********
APPROVING AN AGREEMENT BETWEEN THE CITY OF DUBLIN
AND THE ALAMEDA COUNTY LOCAL AGENCY FORMATION COMMISSION (LAFCO)
REGARDING THE DUBLIN RANCH WEST REORGANIZA TlON AND
AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT
WHEREAS, the Alameda County Local Agency Formation Commission (LAFCo) required as a
condition of approval ofthc Dublin Ranch West Reorganization that the City enter into an agreement with
LAFCo to indemnifY LAFCo against any expenses arising from any legal actions chalJenging thc Dublin
Ranch West Reorganization;
WHEREAS, the Council is familiar with the tenns of the agreement; and
WHEREAS, the City Manager has recommended approval of the agreement.
NOW, THEREFORE BE IT RESOLVED, that the Agreement between the City of Dublin and the
Alameda County Local Agency Fonnation Commission Regarding the Dublin Ranch West
Reorganization is hereby approved and the Mayor is hereby authorized and directed to execute the
Agreement in substantially the form attached as Exhibit A to the agenda statement.
PASSED, APPROVED AND ADOPTED this 5th day of July 2005, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
Mayor
ATTEST:
City Clerk
1-6-05 4-.10
ATTACHMENT 1
2 It> tf
AGREEMENT BETWEEN ALAMEDA
LOCAL AGENCY FORMATION COMMISSION and CITY OF DUBLIN
REGARDING DUBLIN RANCH WEST REORGANIZATION
THIS AGREEMENT dated for identification this 6th day of June, 2005, is entered
into by and between the Alameda Local Agency Formation Commission ("LAFCo"), a
subdivision of the State of California, and the City of Dublin ("Dublin"), a municipal
corporation.
Recitals
1. Dublin applied for and, on May 12, 2005, the Alameda LAFCo approved
an annexation of 188.9 ± acres of territory to the City of Dublin ("the Annexation").
2. LAFCo's approval was conditioned upon, among other things, Dublin and
LAFCo entering into an agreement to indemnify LAFCo against any expenses arising
from any legal actions challenging the Annexation.
NOW, THEREFORE, LAFCo and Dublin agree as follows:
Section 1. Indemnification. In the event any legal action or proceeding is
instituted against LAFCo (or naming LAFCo as a real party in interest) challenging the
Annexation, or any of LAFCo's actions related thereto, Dublin shall indemnify LAFCo
from any costs or liabilities incurred by LAFCo as a result of any such action or
proceeding, including any award to opposing counsel of attorney's fees or costs. Dublin
also agrees to reimburse LAFCo for the Commission's reasonable expenses resulting·
from any such legal action or proceeding. Such expenses include LAFCo's counsel's
charges for representing LAFCo in any such action, costs of preparing the
administrative record in any such action (including LAFCo staff costs), and all other
expenses incurred by LAFCo as a result of any such action or proceeding.
LAFCo intends to use its staff to represent it in this action. LAFCo will coordinate
the defense of this action with the City of Dublin. LAFCo retains the right to obtain
outside counsel to represent it in litigation, if necessary. LAFCo will do so only after
consultation with the City of Dublin.
Section 2.
Miscellaneous Provisions.
A. Successors and Assigns. This agreement shall apply to, bind and inure to the
benefit of successors in interest of the parties hereto, including heirs, assigns,
executors, administrators and all other parties, whether they succeed by operation of
law or voluntary acts.
B. No Third-Party Beneficiaries. This agreement is entered only for the benefit of
the parties executing this agreement and not for the benefit of any other individual,
entity or person.
~Dbi
C. Amendments. This agreement may be amended in writing by the mutual
agreement of the original parties or their successors in interest.
D. Applicable Law. This agreement shall be construed and enforced in accordance
with the laws of the State of California.
E. Counterparts. This agreement may be executed and delivered in counterparts,
each of which shall be an original and all of which shall constitute on and the same
instrument.
IN WITNESS WHEREOF, the parties have executed this agreement the day and
year first above written.
ALAMEDA LOCAL AGENCY FORMATION
COMMISSION
CITY OF DUBLIN
Lou Ann Texeira, Executive Officer
Janet Lockhart, Mayor
Date:
Date:
Attest:
Attest:
LAFCo Clerk
City Clerk
Approved as to form:
Approved as to form:
LAFCo Legal Counsel
City Attorney
4ot> Lf
May 25, 2005
Mike Porto
City of Dublin
100 Civic Plaza
Dublin, California 94568
Re: LAFCO Re~'()l"tj()n No. 2005-003/Duhlin Ranch West
lndemnification Agreement
Dear Mr. Porto:
Chang Su-O Lin agrees to hold the City of Dublin harmless for all costs and
expenses, including attorneys' fees, incurred by City or held to be the liability of the City,
in connection with City's defense of, or the City's indemnification of the Alameda
County Local Agency Formation Commission ("LAFCO") for LAFCO's costs of
defending, LAFCO's actions in any proceeding brought in any state or federal court
challenging LAFCO's actions with respect to the Dublin Ranch West Reorganization.
su-O UN
es Tong
. zed Reprcsentative
ATTACHMENT ~