HomeMy WebLinkAboutAGMT - Surfside Colony Ltd (Surfside Idemnification Agreement Re. Replacement Fence)INDEMNIFICATION AND HOLD HARMLESS AGREEMENT
(Coastal Development Permit)
This Idemnification and Hold Harmless Agreement ("Agreement") is entered into this
day of!4A ,, 2024, by and between Surfside Colony LTD, a California Nonprofit
Corporation ("Surfside") and the City of Seal Beach, a California Charter City ("City").
RECITALS
A. Surfside owns certain real property located in the City of Seal Beach, County of
Orange, State of California, adjacent to Anderson Street ("Property"). The Property currently
contains a portion of a historical wood fence, which extends beyond the Property onto the beach
("Existing Fence"). The Existing Fence is depicted in Exhibit "A" attached hereto.
B. Surfside has applied for a coastal development permit ("CDP") from the
California Coastal Commission ("Coastal Commission") in order to replace the Existing Fence
with a new see-through fence ("Replacement Fence"). The Coastal Commission has assigned
the application file number 5-23-0278 ("CDP Application").
C. City has agreed to be a co -applicant with Surfside for the CDP Application on the
condition that Surfside comply with the CDP and all conditions attached thereto and indemnify,
defend, and hold harmless the City in connection with the Coastal Commission's approval of the
CDP and Surfside's construction, operation, and maintenance of the Replacement Fence.
D. Surfside and City desire to enter into this Agreement in order to fulfill the City's
condition for participating in the CDP Application.
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged, City and Surfside agree as follows:
I. Recitals. The above Recitals to this Agreement are declared by the Parties to be
true and correct in all material aspects and are hereby incorporated into this Agreement as if fully
set forth below.
2. Effective Date. This Agreement shall take effect as of the date that the CDP
Application was submitted to the Coastal Commission.
3. Compliance with Law. Surfside shall be solely responsible for compliance with
all terms and conditions of the CDP, if issued by the Coastal Commission, and shall also comply
with all requirements of the Seal Beach Municipal Code and State law with respect to the
construction, operation, and maintenance of the Replacement Fence.
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R6876\0001\822753.1
10. Notice to Parties. All notices and demands or other communications hereunder
shall be in writing, and shall be deemed to have been sufficiently given or served for all purposes
when presented personally or sent by generally recognized overnight delivery service, with
postage prepaid, addressed to Sursfide or City, as applicable, at the addresses stated below, or at
such other address of which either Surfside or City may hereafter notify the other in writing:
Sursfide: Surfside Colony LTD
Attention: Office Manager
89B Surfside Ave, P.O. Box 235
Seal Beach, CA 90743
City: City of Seal Beach
Attention: City Manager
211 8th Street
Seal Beach, CA 90740
Each notice or demand so given or served shall be deemed given and effective: (a) on the
day of actual personal delivery or refusal of actual personal delivery; or (b) on the next business
day after it is sent by generally recognized overnight delivery service. Notwithstanding the
foregoing, service of any notice of default provided or required by law shall, if mailed as
required by law, shall be deemed given and effective on the date of mailing.
11. Governing Law. This Agreement shall be governed by, and construed and
enforced in accordance with, the law of the State of California, without regard to principles of
conflicts of law.
12. Changes and Modifications. This Agreement cannot be changed or modified,
except by a written instrument signed by City and Surfside.
13. Legal Construction. This Agreement shall be given a fair and reasonable
construction in accordance with the intentions of the parties and without regard for or aid from
any canons requiring construction against the party drafting this Agreement. The parties intend
that this Agreement be interpreted and construed to provide the fullest protection possible under
law to City.
14. Attorney's Fees and Court Venue. Should either party to this Agreement bring
legal action against the other (formal judicial proceeding, mediation, or arbitration), the case
shall be handled in Orange County, California, and the party prevailing in such action shall be
entitled to reasonable attorney's fees which shall be fixed by the judge, mediator, or arbitrator
hearing the case and such fee shall be included in the judgment, together with all costs.
GIF
EXHIBIT A
ExistingFence
ence
Imagery ')2024 Airbus, Map data 4)2024 Google 20 ft