Fillable Printable Private Road Maintenance Agreement - Los Altos Hills, California

Private Road Maintenance Agreement - Los Altos Hills, California

RECORDING REQUESTED BY:

AND WHE N RECO RDED, MAIL TO:

SPACE ABOVE FOR RECORDER’S USE ONLY

___________________________________________________________________

NOTE: THIS IS A SAMPLE PRIVATE ROAD MAINTENANCE AGREEMENT ONLY

AND IS INTENDED TO ASSIST PRIVATE LANDOWNERS WHO DESIRE TO ENTER

INTO A PRIVATE ROAD MAINTENANCE AGREEMENT. ANY PERSON OR PERSONS

USING THIS AGREEMENT SHOULD REVIEW IT CAREFULLY WITH THEIR OWN

LEGAL COUNSEL.

PRIVATE ROAD MAINTENANCE AGREEMENT

This Private Road Maintenance Agreement (“Agreement”) is entered into this

____ day of _____________, ______, by and amongst the undersigned parcel owners

(“Participating Owners).

RECITALS:

A. [Inset name of Road] is a private road situated within the Town of Los Altos

Hills, as more particularly shown on Exhibit A

, attached hereto (“Roadway Property”).

[Exhibit A should include a legal description of the Roadway Property and drawing

prepared by a licensed engineer showing the Roadway segment.]

B. The undersigned Participating Owner s are the owners or users of the

Roadway Property.

AGREEMENT

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NOW, THEREFORE, for good and valuable consideration, the receipt and

adequacy of which are hereby acknowledged, the parties hereby agree as follows:

1. Road Commission Agent. A Road Commission Agent shall be elected by a

majority of the Participating Owners. The Road Commission Agent will serve a term as

agreed to by the Participating Owners and shall be subject to removal by a majority vote

of the Participating Owners. The Road Commission Agent shall be responsible for

monitoring the condition of the road surface and initiating maintenance activities as

needed to maintain road surface standards.

2. Road Maintenance and Road Improvements. Road maintenance and road

improvements will be undertaken and made whenever necessary to maintain the road in

good operating condition at all times and to insure the provision of safe access, ingress,

egress and passage by the Participating Owners and by emergency vehicles. A majority

vote of the Participating Owners is required to approve any proposed road improvements

and related contracts with a value in excess of $_________. Before authorizing

expenditures for future road improvements, Participating Owners will be notified by the

Road Commission Agent, cost estimates will be provided, and a majority agreement will

be required. If any Participating Owner performs improvements, maintenance, repairs, or

replacements to the Roadway Property without prior approval of a majority of the

Participating Owners, the Participating Owner performing such work shall be solely

responsible for the costs incurred.

3. Cost Sharing. Road maintenance, road improvement and emergency

funding costs shall be shared on a pro-rata basis amongst the Participating Owners

sharing access to the Roadway Property. Each Participating Owner’s share of costs

incurred shall be determined as follows: [INSERT ALLOCATION FORMULA]. The Road

Commission Agent shall provide the Participating Owners and the Town an updated

copy of the cost allocations whenever the cost allocation is amended.

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4. Prepayment. Prepayment of maintenance, improvement and emergency

fund costs will be made to the Road Commission Agent by each Participating Owner.

Annually, on or before a date as specified by the Road Commission Agent, each

Participating Owner will contribut e their pro-rata share of the estimated annual cost for

road maintenance, road improvements and emergency repair funding. The Road

Commission Agent shall send each Participating User a notice of the annual payment

due not less than two weeks prior to the due date and each Participating Owner shall

pay the invoice within two weeks of receipt of the notice.

5. Future Parcels. Any additional parcels gaining access to the Roadway

Property by way of subdividing an existing parcel shall be bound by all terms and

conditions of this Agreement, and will be required to pay that portion of the maintenance,

improvement and emergency repair costs incurred after the split as determined using the

formula contained in Section 3 above.

6. Bank Account, Budget and Annual Report. The Road Commission Agent

shall establish and maintain a bank account to hold the funds paid by the Participating

Owners and to pay maintenance, improvement and emergency repair costs. All checks

or payments issued from the account shall require the approval/signature of the Road

Commission Agent and one Participating Owner as designated by a majority of the

Participating Owners. The Road Commission Agent shall also prepare and distribute to

the Participating Owners an annual income and expense report and a year-end balance

sheet, accounting for all funds received and disbursed. Not later than sixty (60) days

prior to _____________ of each year, the Road Commission Agent shall prepare a

budget of the anticipated road maintenance, road improvement and emergency repair

contingency funding for the next fiscal year (defined as ______ to _______ months). The

Participating Owners shall consider, amend as desired and approv e the final budget by a

majority vote of all participating owners not later than thirty (30) days prior to the

beginning of the next fiscal year.

7. Emergency Repairs. If the Road Commission Agent determines that an

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emergency repair to the Roadway Property is necessary, the Road Commission Agent is

authorized to make or arrange for the emergency repair provided the costs of the

emergency repair do not exceed the amount of the then available emergency repair

funds. The Road Commission Agent will thereafter notify the Participating Owners of the

emergency repair and the amount due from the Participating Owners to replenish the

emergency repair contingency fund.

8. Effective Term. This Agreement shall be perpetual, and shall encumber

and run with the land as long as the Roadway Property remains private.

9. Binding Agreement. This Agreement shall be binding upon the parties

hereto, their respective heirs, executors, administrators and assigns.

10. Amendment. This Agreement may be amended only by a two-thirds

majority consent of all Participating Users.

11. Enforcement. This Agreement may be enforced by the Road Commission

Agent, a majority of Participating Owners. or the Town of Los Altos Hills City Manager. If

a court action or lawsuit is necessary to enforce this Agreement, the party commencing

such action or lawsuit shall be entitled to reasonable attorney fees and costs, if the party

prevails.

12. Disputes. If a dispute arises over any aspect of the improvements,

maintenance, or repair, the parties [shall or may] engage in binding arbitration to resolve

the dispute. The decision of the arbitrator shall be final and binding on all of the

Participating Owners. In selecting a third party arbitrator, each Participating Owner shall

be entitled to one vote, and the nominee receiving a majority of the votes shall be the

arbitrator. All parties shall share in the cost of any arbitration.

13. Notices. Any notice required herein shall be sent to Participating Owners at

the address or email address provided to the Road Commission Agent in writing by the

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Participating Owner. If an address of a Participating Owner is not known, a certified

notice will be mailed to the address to which the Participating Owner’s property tax bills

are sent.

14. Invalidity. Should any provision in this Agreement be deemed invalid or

unenforceable, the remainder of the Agreement shall not be affected and each term and

condition shall be valid and enforceable to the extent permitted by law.

15. Other Agreements. This Private Road Maintenance Agreement replaces all

previous Private Road Maintenance Agreements regarding the described Private Road.

16. Participating Owners and their agents shall hold harmless and indemnify

the Town, its officials, employees, consultants and agents for any failure by the Town to

perform its obligations identified herein, and nothing in this Agreem ent shall be construed

as imposing any obligation upon the Town to perform maintenance or improvements to

the Roadway Property or to enforce this Agreement.

17. Recording This Document. Original and amended copies of this document ,

including added signatures, shall be recorded and provided to the City Clerk by the Road

Commission Agent.

The parties hereto have executed this Agreement effective as of the date written

above.

PARTICIPATING OWNERS: [All Owners of Property must sign and all signatures must

be notarized]

_____________________________

[name of Participating Owner, address, and APN]

_____________________________

[name of Participating Owner, address, and APN]

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_____________________________

[name of Participating Owner, address, and APN]

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Exhibit A

[Insert legal description of Roadway Property.]