HomeMy Public PortalAboutResolution - 05-09- 20050406 - Forde Purchase RESOLUTION 05-09
RESOLUTION OF THE BOARD OF DIRECTORS OF
MIDPENINSULA REGIONAL OPEN SPACE DISTRICT
AUTHORIZING ACCEPTANCE OF PURCHASE AGREEMENT,
AUTHORIZING GENERAL MANAGER OR OFFICER TO
EXECUTE CERTIFICATE OF ACCEPTANCE OF GRANT TO
DISTRICT,AND AUTHORIZING GENERAL MANAGER TO
EXECUTE ANY AND ALL OTHER DOCUMENTS NECESSARY
OR APPROPRIATE TO CLOSING OF THE TRANSACTION
(PURISIMA CREEK REDWOODS OPEN SPACE PRESERVE—
LANDS OF PENINSULA OPEN SPACE TRUST)
The Board of Directors of Midpeninsula Regional Open Space District does resolve as follows:
Section One, The Board of Directors of Midpeninsula Regional Open Space District does hereby accept
the offer contained in that certain Purchase Agreement between Peninsula Open Space Trust, a California
non-profit, public benefit corporation and Midpeninsula Regional Open Space District, a California public
agency, a copy of which is attached hereto and by reference made a part hereof, and authorizes the
President or appropriate officers to execute the Agreement on behalf of the District.
Section Two. The General Manager, President of the Board of Directors, or other appropriate officer is
authorized to execute a Certificate of Acceptance on behalf of the District.
Section Three. The General Manager of the District shall cause to be given appropriate notice of
acceptance to the seller. The General Manager and General Counsel are further authorized to approve
any technical revisions to the attached Agreement and other transactional documents which do not
involve any material change to any term of the Agreement or other transactional documents which are
necessary or appropriate to the closing or implementation of this transaction.
Section Four. The General Manager of the District is authorized to expend up to$35,000 to cover the
cost of title insurance, escrow fees, site clean up, and other miscellaneous costs related to this transaction.
Section Five. It is intended, reasonably expected, and hereby authorized that the District's general fund
will be reimbursed in the amount of$2,250,000 from the proceeds of the next long-term District note
issue. This Section of this Resolution is adopted by the Board of Directors of Midpeninsula Regional
Open Space District solely for purposes of establishing compliance with the requirements of Section
1.103-18 of the Treasury Regulations. The reimbursement of this payment expenditure is consistent with
the District's budgetary and financial circumstances. There are no funds or sources of moneys of the
District that have been, or are reasonably expected to be, reserved or allocated on a long-term basis or
otherwise set aside to pay the costs of this open space land purchase project, which are to be paid or
reimbursed out of proceeds of indebtedness to be issued by the District. The Board of Directors hereby
declares the District's official intent to use proceeds of indebtedness to reimburse itself for this open space
land purchase project expenditure.
RESOLUTION NO. 05-09
PASSED AND ADOPTED by the Board of Directors of the Midpeninsula Regional Open Space
District on April 6, 2005, at a Special Meeting thereof, by the following vote:
AYES: J. Cyr, M. Davey, N. Hanko, L. Hassett, D. Little, K. Nitz, P. Siemens
NOES: None
ABSTAIN: None
ABSENT: None
ATTEST: APPROVED:
Sqdetary Presid
Board of Directors Boar6 of Directors
I, the District Clerk of the Midpeninsula Regional Open Space District, hereby certify that
the above is a true and correct copy of a resolution duly adopted by the Board of Directors of
the Midpeninsula Regional Open Space District by the above vote at a meeting thereof duly
held and called on the above day.
Y
Dist �rk
i
PURCHASE AGREEMENT
This Agreement(hereinafter called"Agreement")is made and entered into by and
between PENINSULA OPEN SPACE TRUST,a California non-profit,public benefit corporation,
(hereinafter called"POST"), and the MIDPENINSULA REGIONAL OPEN SPACE DISTRICT,a public
district formed pursuant to Article 3 of Chapter 3 of Division 5 of the California Public Resources Code,
(hereinafter called "District").
RECITALS
WHEREAS, POST was organized as a non-profit,charitable corporation to solicit,receive
and hold gifts, legacies,devises and conveyances of real and personal property for public park,
conservation and open space purposes,all in a manner complementary to activities of District; and
WHEREAS, the property and assets of POST are irrevocably dedicated to said purposes
and no part of the property and assets of POST shall ever incur to the benefit of any individual; and
WHEREAS,POST is the owner of certain real property which has open space and
recreational value located within an unincorporated area of the County of San Mateo, and being more
particularly described within the body of this Agreement; and
WHEREAS,District was formed by voter initiative to solicit and receive conveyances of
real property by purchase, exchange, gift, or bargain purchase for public park,recreation, scenic and open
space purposes;and
WHEREAS,District desires to purchase said property for open space preservation and as
part of the ecological,recreational, and aesthetic resources of the midpeninsula area; and
WHEREAS,POST out of desire to promote public welfare, and share the natural and
scenic beauty and enjoyment of their property with the citizens of the midpeninsula area,hereby agrees to
sell and convey the entirety of said property to District, and District wishes to purchase said property upon
the terms and conditions set forth herein.
AGREEMENT
NOW,THEREFORE, in consideration of the foregoing recitals and the mutual promises
and covenants herein contained, the parties hereto agree as follows:
1. Purchase and Sale. POST agrees to sell to District and District agrees to purchase from
POST, POST's real property located within an unincorporated area of the County of San Mateo, State of
California,containing approximately one hundred eighty three and forty eight hundredths(183.48)acres,
more or less,and commonly referred to as San Mateo County Assessor's Parcel Number 066-240-020.
Said real property is further described in the Legal Description attached to Preliminary Report number
0360004234 from Old Republic Title Company dated March 9, 2005. A copy of said Preliminary Report
is attached hereto as Exhibit"A", and incorporated herein by this reference. Said property is to be
conveyed together with any easements,rights of way,or rights of use which may be appurtenant or
attributable to the aforesaid lands,and any and all improvements attached or affixed thereto. All of said
real property and appurtenances shall hereinafter be called the"Subject Property" or the "Property."
Purchase Agreement Page 2
2. Purchase Price. The total purchase price("Purchase Price")for the Property shall be Two
Million Two Hundred Fifty Thousand and No/100 Dollars($2,250,000.00),which shall be paid in cash at
the "Closing" as defined in Section 3 hereof.
3. Escrow. Promptly upon execution of this Agreement,in accordance with Section 11
herein, an escrow shall be opened at Old Republic Title Company, 601 Allerton Street,Redwood City,CA
94063 (650)365-8080(Escrow number 0360004234)or other title company acceptable to District and
POST(hereinafter"Escrow Holder")through which the purchase and sale of the Property shall be
consummated. A fully executed copy of this Agreement shall be deposited with Escrow Holder to serve as
escrow instructions to Escrow Holder provided that the parties shall execute such additional supplementary
or customary escrow instructions as Escrow Holder may reasonably require. This Agreement may be
amended or supplemented by explicit additional escrow instructions signed by the parties,but the printed
portion of such escrow instructions shall not supersede any inconsistent provisions contained herein.
Escrow Holder is hereby appointed and instructed to deliver,pursuant to the terms of this Agreement, the
documents and monies to be deposited into the escrow as herein provided,with the following terms and
conditions to apply to said escrow:
A. The time provided for in the escrow for the close thereof shall be on or before
April 29,2005;provided however,that the parties may,by written agreement,extend the time for Closing.
The term"Closing" as used herein shall be deemed to be the date when Escrow Holder causes the Grant
Deed(as defined below)to be recorded in the Office of the County Recorder of San Mateo County.
B. POST and District shall,during the escrow period,execute any and all documents
and perform any and all acts reasonably necessary or appropriate to consummate the purchase and sale
pursuant to the terms of this Agreement.
C. POST shall deposit into the escrow on or before the Closing an executed and
recordable Grant Deed,covering the Property as described in said Exhibit"A".
D. District shall deposit into the escrow,on or before the Closing:
(i) The required Certificate of Acceptance for the Grant Deed,duly executed
by District and to be dated as of the Closing;
(ii) District's check payable to Escrow Holder in the amount of Two
Million Two Hundred Forty-nine Thousand and No/100 Dollars($2,249,000.00)which is the balance of
the Purchase Price of Two Million Two Hundred Fifty Thousand and No/100 Dollars as specified in
Section 2. The balance of$1,000 is paid into escrow in accordance with Section 11 of this Agreement.
E. District shall pay the escrow fees, the CLTA Standard Policy of Title Insurance, if
required by District,and all recording costs and fees. All other costs or expenses not otherwise provided
for in this Agreement shall be apportioned or allocated between District and POST in the manner
customary in San Mateo County. All current property taxes on the Property shall be pro-rated through
escrow between District and POST as of the Closing based upon the latest available tax information using
the customary escrow procedures.
F. POST shall cause Old Republic Title Company,or other title company acceptable
to District and POST,to be prepared and committed to deliver to District, a CLTA Standard Policy of Title
Insurance, dated as of the Closing,insuring District in the amount of$2,250,000.00 for the Property
showing title to the Property vested in fee simple in District, subject only to: (i)current real property taxes;
(ii)exceptions numbered 3,4, 5,6, 7, 8, 9, 10, 11 and 12 as listed in Preliminary Report No. 0360004234
J
Purchase Agreement Page 3
dated March 9,2005;and(iii)such additional title exceptions as may be approved in writing by District
prior to the Closing as determined by District in its sole and absolute discretion.
G. Escrow Holder shall,when all required funds and instruments have been
deposited into the escrow by the appropriate parties and when all other conditions to Closing have been
fulfilled,cause the Grant Deed and attendant Certificate of Acceptance to be recorded in the Office of the
County Recorder of San Mateo County. Upon the Closing,Escrow Holder shall cause to be delivered to
District the original of the policy of title insurance required herein,and to POST Escrow Holder's check for
the full purchase price of the Subject Property(less POST's portion of the expenses described in Section
3.E.), and to District or POST,as the case may be,all other documents or instruments which are to be
delivered to them. In the event the escrow terminates as provided herein,Escrow Holder shall return all
monies, documents or other things of value deposited in the escrow to the party depositing the same.
4. Covenant Regarding Recognition of Significant Supporters. District shall permit POST to
reserve the right to specially recognize"Significant Supporters"(as such term is defined in and in
compliance with the criteria set out in District's"Policies for Site Naming and Gift Recognition and Bench
Site Selection Criteria"as are in effect as of the date of this Agreement and as such may hereinafter be
amended from time to time)by the naming in a manner desired by a Significant Supporter(s)and
acceptable to POST of any specific locations, land formations,trails,natural and physical features,or other
areas of significance within the Property. POST may exercise this reservation by stating in writing to
District its request for such recognition on or before five(5)years following the Closing. Such recognition
shall be on plaques or small signs,which shall be unobtrusive and consistent with the purpose for which
District is acquiring the Property including the preservation of public open space and natural habitat. Any
and all costs associated with such recognition shall be borne by POST. This covenant shall automatically
tenninate five(5)years from the date of Closing.
5. Rights and Liabilities of the Parties in the Event of Termination. In the event this
Agreement is terminated and escrow is canceled for any reason, all parties shall be excused from any
further obligations hereunder,except as otherwise provided herein. Upon any such termination of escrow,
all parties hereto shall be jointly and severally liable to Escrow Holder for payment of its title and escrow
cancellation charges(subject to rights of subrogation against any party whose fault may have caused such
termination of escrow),and each party expressly reserves any other rights and remedies which it may have
against any other party by reason of a wrongful termination or failure to close escrow.
6. POSTs Representations and Warranties. For the purpose of consummating the sale and
purchase of the Property in accordance herewith,POST makes the following representations and
warranties to District,which shall survive close of escrow, each of which is material and is being relied
upon by District.
A. Authori1y. POST has the full right,power and authority to enter into this
Agreement and to perform the transactions contemplated hereunder.
B. Valid and Binding Agreements. This Agreement and all other documents
delivered by POST to District now or at the Closing have been or will be duly authorized and executed and
delivered by POST and are legal,valid and binding obligations of POST sufficient to convey to District the
Subject Property described therein,and are enforceable in accordance with their respective terms and do
not violate any provisions of any agreement to which POST is a party or by which POST may be bound or
any articles,bylaws or corporate resolutions of POST.
7. Waiver of Relocation Benefits and Statutory Compensation. POST and District
understand and agree that POST may be entitled to receive certain relocation benefits and the fair market
Purchase Agreement Page 4
value of the Property described in Exhibit"A",as provided for by the Federal Uniform Relocation
Assistance and Real Property Acquisition Act of 1970(Public Law 91-646),the Uniform Relocation Act
Amendments of 1987(Public Law 100-17,Title IV of the Surface Transportation and Uniform Relocation
Assistance Act of 1987(101 Statutes,246-256)(42 U.S.C. '4601 et seq.),and the California Relocation
Assistance Act,Government Code Section 7260 et seq. POST hereby waives any and all existing and/or
future claims or rights POST may have to any relocation assistance,benefits,procedures, or policies as
provided in said laws or regulations adopted there under and to any other compensation,except as
provided in this Agreement. POST has been advised as to the extent and availability of such benefits,
procedures,notice periods, and assistance,and freely and knowingly waives such claims,rights and notice
periods except as set forth in this Agreement, including the fair market value of said Property.
8. As-Is Purchase and Sale. This sale is made without representation or warranty by POST,except as
expressly set forth in this Agreement. District represents,warrants,acknowledges and agrees that it has
had full and ample opportunity prior to the execution of this Agreement to investigate the Property
including,but not limited to,the physical condition thereof;the presence,absence or condition of
improvements thereon;and that District shall purchase the Property AS-IS WITH ALL FAULTS.
9. Hazardous Waste.
A. Definitions. The term"Hazardous Waste," as used herein,means any substance,
material or other thing regulated by or pursuant to any federal,state or local environmental law by reason
of its potential for harm to human health or the environment because of its flammability,toxicity,
reactivity,corrosiveness or carcinogenicity. The term"Hazardous Waste" also includes without limitation,
polychlorinated biphenyls,benzene,asbestos,petroleum,petroleum by-products,gas,gas liquids and lead.
The term"Environmental Law" as used herein includes,without limitation, the Comprehensive
Environmental Response, Compensation and Liability Act of 1980(42 U.S.C. Section 9601 et seq.)and
the Resource Conservation and Recovery Act(42 U.S.C. Section 6901 et seq.)
B. Representations and Warranties. For the purpose of consummating the sale and
purchase of the Property,POST makes the following representations and warranties to District,which shall
survive close of escrow, each of which is material and is being relied upon by District:
(i) To POST's knowledge the Property does not contain and has not
previously contained any Hazardous Waste or underground storage tanks,and no Hazardous Waste has
been or is being used,manufactured,handled, generated,stored,treated,discharged,present,buried or
disposed of on,under or about the Property,or transported to or from the Property,nor has POST
undertaken,permitted,authorized or suffered any of the foregoing;
(ii) POST has not received any notice and POST has no actual knowledge
that any private person or governmental authority or administrative agency or any employee or agent
thereof has determined,alleged or commenced or threatened to commence any litigation, or other
proceedings,to determine that there is a presence,release,threat of release,placement on,under or about
the Property,or the use,manufacture,handling,generation, storage,treatment,discharge,burial or
disposal on,under or about the Property,or the transportation to or from the Property,of any Hazardous
Waste,nor has POST received any communication from any such person or governmental agency or
authority concerning any such matters.
C. Indemnily. POST shall indemnify,defend and hold harmless District from and
against and all claims,liabilities, losses,damages,and costs incurred or suffered by District including
without limitation,attorney,engineering and other professional or expert fees,to the extent arising from
Purchase Agreement Page 5
any breach of the warranties or representations contained herein. POST's obligation to indemnify,defend
and hold harmless pursuant to this Section 9 shall not apply where,based on its own inspections,testing,
evaluations and knowledge of the Property,District knew or had reason to know of the existence of any
Hazardous Waste or underground storage tanks on,under, or about the Property prior to the Closing.
10. Miscellaneous Provisions.
A. Access for Investintions. From the date POST delivers an executed copy of this
Purchase Agreement to District and until the Closing,District and District's agents, lender,contractors,
engineers,consultants,employees,subcontractors and other representatives(the"District Parties")may,
upon the giving of reasonable advance written notice to POST,enter upon the Property for the purpose of
inspecting,testing and evaluating the same;provided,however,that District may not perform any work on
the Property without POST's prior written consent,which shall not be unreasonably withheld or delayed
and further provided that District shall give POST at least 24 hours' prior notice of each proposed entry by
District. District shall indemnify,protect,defend and hold POST free and harmless from and against any
and all claims,actions,causes of action,suits,proceedings,costs,expenses(including,without limitation,
reasonable attorneys' fees and costs),liabilities,damages,and liens caused by the activities of District
Parties while upon the Property prior to the Closing;provided,however,the foregoing indemnity shall not
cover or include any claims, damages or liens resulting from District's discovery of any Hazardous Waste
or other pre-existing adverse conditions pursuant to its inspections,testing or evaluation. District's
inspections shall be at District's sole expense. District shall repair any damage to the Property that may be
caused by the District Parties while on the Property performing its inspections.
B. Choice of Law. The internal laws of the State of California,regardless of any
choice of law principles, shall govern the validity of this Agreement,the construction of its terms and the
interpretation of the fights and duties of the parties.
C. Amendment and Waiver. The parties hereto may by mutual written agreement
amend this Agreement in any respect. Any party hereto may: (i)extend the time for the performance of
any of the obligations of the other party; (ii)waive any inaccuracies in representations and warranties made
by the other party contained in this Agreement or in any documents delivered pursuant hereto; (iii)waive
compliance by the other party with any of the covenants contained in this Agreement or the performance of
any obligations of the other party-,or(iv)waive the fulfillment of any condition that is precedent to the
performance by such party of any of its obligations under this Agreement. The General Manager is
authorized to agree to an extension of the time for the performance of any obligations on the part of
District or POST pursuant to this Agreement,and to take any actions and execute any documents necessary
or appropriate to closing escrow and completing this conveyance. Any agreement on the part of any party
for any such amendment, extension or waiver must be in writing.
D. Rights Cumulative. Each and all of the various fights,powers and remedies of the
parties shall be considered to be cumulative with and in addition to any other fights,powers and remedies
which the parties may have at law or in equity in the event of the breach of any of the terms of this
Agreement. The exercise or partial exercise of any fight,power or remedy shall neither constitute the
exclusive election thereof nor the waiver of any other right, power or remedy available to such party.
E. Notices. Whenever any party hereto desires or is required to give any notice,
demand,or request with respect to this Agreement(or any Exhibit hereto),each such communication shall
be in writing and shall be deemed to have been validly served,given or delivered at the time stated below
if deposited in the United States mail,registered or certified and return receipt requested,with proper
postage prepaid,or if delivered by Federal Express or other private messenger,courier or other delivery
f Purchase Agreement Page 6
service or sent by facsimile transmission by telex,telecopy,telegraph or cable or other similar electronic
medium, addressed as indicated as follows:
i
POST: Peninsula Open Space Trust
3000 Sand Hill Road
Bldg. #1, Suite 155
Menlo Park,CA 94025
Attn: Audrey Rust,President
TEL: (650)854-7696
FAX: (650) 854-7703
District:Midpeninsula Regional Open Space District
330 Distel Circle
Los Altos,CA 94022
Attn: L. Craig Britton,General Manager
TEL: (650)691-1200
FAX: (650)691-0485
If sent by telegraph, facsimile copy or cable, a confirmed copy of such telegraphic, facsimile or cabled
notice shall promptly be sent by mail(in the manner provided above)to the addressee. Service of any such
communication made only by mail shall be deemed complete on the date of actual delivery as indicated by
the addressee's registry or certification receipt or at the expiration of the third(3rd)business day after the
date of mailing,whichever is earlier in time. Either party hereto may from time to time,by notice in
writing served upon the other as aforesaid, designate a different mailing address or a different person to
which such notices or demands are thereafter to be addressed or delivered. Nothing contained in this
Agreement shall excuse either party from giving oral notice to the other when prompt notification is
requirement of written notice as provided in this
appropriate,but any oral notice given shall not satisfy the q p
Section.
F. Severability. If any of the provisions of this Agreement are held to be void or
n the decision of
nt jurisdiction,
court of com
petent ete
unenforceable b or as a result of a determination of any co p � ,
Y
which is binding upon the parties,the parties agree that such determination shall not result in the nullity or
unenforceability of the remaining portions of this Agreement. The parties further agree to replace such
void or unenforceable provisions which will achieve,to the extent possible,the economic,business and
other purposes of the void or unenforceable provisions.
G. Counterparts. This Agreement may be executed in separate counterparts,each of
which shall be deemed as an original,and when executed, separately or together, shall constitute a single
original instrument,effective in the same manner as if the parties had executed one and the same
instrument.
H. Waiver. No waiver of any term,provision or condition of this Agreement,
whether by co
nduct or otherwise in any one or more instances, shall be deemed to be,or be construed as, a
further or continuing waiver of any such term,provision or condition or as a waiver of any other term,
provision or condition of this Agreement.
I. Entire Agreement. This Agreement is intended by the parties to be the final
expression of their agreement;it embodies the entire agreement and understanding between the parties
hereto; it constitutes a complete and exclusive statement of the terms and conditions thereof,and it
I
Purchase Agreement Page 7
supersedes any and all prior correspondence,conversations,negotiations, agreements or understandings
relating to the same subject matter.
J. Time of Essence. Time is of the essence of each provision of this Agreement in
which time is an element.
K. Survival of Covenants. All covenants of District or POST which are expressly
intended hereunder to be performed in whole or in part after the Closing,and all representations and
warranties by either party to the other, shall survive the Closing and be binding upon and inure to the
benefit of the respective parties hereto and their respective heirs,successors and permitted assigns.
L. Assignment. Except as expressly permitted herein, neither party to this
Agreement shall assign its rights or obligations under this Agreement to any third party without the prior
written approval of the other party.
M. Further Documents and Acts and Compliance with Applicable Laws. Each of the
parties hereto agrees to execute and deliver such further documents and perform such other acts as may be
reasonably necessary or appropriate to consummate and carry into effect the transaction described and
contemplated under this Agreement. The parties agree that the District's obligation to complete the
transaction contemplated in this Agreement, and to close the escrow, is conditioned upon District's
compliance with any laws applicable to the District's acquisition of the Property.
N. Binding on Successors and Assigns. This Agreement and all of its terms,
conditions and covenants are intended to be fully effective and binding,to the extent permitted by law, on
the successors and permitted assigns of the parties hereto.
O. Captions. Captions are provided herein for convenience only and they form no
part of this Agreement and are not to serve as a basis for interpretation or construction of this Agreement,
nor as evidence of the intention of the parties hereto.
P. Pronoun References. In this Agreement,if it be appropriate,the use of the
singular shall include the plural,and the plural shall include the singular,and the use of any gender shall
include all other genders as appropriate.
Q. Arbitration of Disputes. If a dispute arises out of or relates to this Agreement or
the performance or breach thereof,the parties agree first to participate in non-binding mediation in order to
resolve their dispute. If the parties are unable to resolve their dispute through mediation,or if there is any
remaining unresolved controversy or claim subsequent to mediation, any remaining unresolved controversy
or claim shall be settled by arbitration. The parties shall jointly select one arbitrator who shall be a retired
or former judge of the Superior Court of California. The arbitration shall be conducted in accordance with
the rules set forth in California Code of Civil Procedure Sections 1280 et. seq. including the right to
discovery. Hearings shall be held in Santa Clara or San Mateo County,California. If the parties are
unable to agree upon an arbitrator,the arbitration shall be conducted by Judicial Arbitration and Mediation
Services,Inc. in accordance with the rules thereof. If arbitration is required to resolve a dispute, it shall in
all cases be final and binding.
NOTICE: BY INITIALING IN THE SPACE BELOW,YOU ARE AGREEING TO HAVE ANY
DISPUTE ARISING FROM THE MATTERS INCLUDED IN THE"ARBITRATION OF
DISPUTES"PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY
CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO
HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL.BY INITIALING IN THE
Purchase Agreement Page 8
SPACE BELOW,YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO APPEAL UNLESS
THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE"ARBITRATION OF DISPUTES"
PROVISION.IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS
PROVISION,YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF
THE CALIFORNIA CODE OF CIVIL PROCEDURE.YOUR AGREEMENT TO THIS
ARBITRATION PROVISION IS VOLUNTARY.
WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT
DISPUTES ARISING FROM THE MATTER INCLUDED IN THE"ARBITRATION OF
DISPUTES"PROVISION TO NEUTRAL ARBITRATION.
POST INITIAL DISTRICT INITIALL(C—/
11. Acceptance. Provided that this Agreement is executed by POST and delivered to District
on or before March 30,2005,District shall have until midnight April 13,2005 to accept and execute this
Agreement, and during said period this instrument shall constitute an irrevocable offer by POST to sell and
convey the Property to District for the consideration and under the terms and conditions herein set forth.
Said offer shall remain irrevocable during this period without the necessity of execution and acceptance of
this Purchase Agreement by District.
Provided that this Agreement is accepted by District,this transaction shall close as soon as
practicable,in accordance with the terms and conditions set forth herein.
E.
�I Purchase Agreement Page 9
IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by their duly
authorized officers to be effective as of the date of final execution by District in accordance with the terms
hereof.
DISTRICT: POST:
MIDPENINSULA REGIONAL OPEN PENINSULA OPEN SPACE TRUST,
SPACE DISTRICT a California non-profit,public benefit
corporation
ACCEPTED FOR RECOMMENDATION Audrey C. Rust, resident
MichaehilliL�e roperty Manager Date
APPROVED AS TO FORM:
Susan M. Schectman,General Counsel
ED FOR OVAL:
L. Craig Britton, eneral Manager
APPROVED AND ACCEPTED:
President,B d Directors
ATTEST:
District�Ele 1
Date: y
EXHIBIT A
I
*I * ** OLD REPUBLIC TITLE COMPANY
n S •Redwood C CA•94063• 650 365-8080•Fax: 650 365-9524
601 Allerto Street City, ( ) ( )
PRELIMINARY REPORT FIRST AMENDED REPORT
Issued for the sole use of: Our Order Number 0360004234-SG
MIDPENINSULA REGIONAL OPEN SPACE DISTRICT
330 DISTEL CIRCLE
LOS ALTOS, CA 94022
Attention: Mike Williams When Replying Please Contact:
Susan Goulet
(650) 365-8080
Buyer:
Mike Williams
Property Address:
Half Moon Bay, CA
[Unincorporated area of San Mateo County]
In response to the above referenced application for a policy of title insurance, OLD REPUBLIC TITLE COMPANY hereby
reports that it is prepared to issue,or cause to be issued, as of the date hereof, a Policy or Policies of Title Insurance
describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained
by reason of any defect, lien or encumbrance not shown or referred to as an Exception below or not exduded from
coverage pursuant to the printed Schedules,conditions and Stipulations of said policy forms.
The printed Exceptions and Exdusions from the coverage of said Policy or Policies may be set forth in Exhibit A attached.
Copies of the Policy forms should be read.They are available from the office which issued this report.
Please read the exceptions shown or referred to below and the exceptions and exclusions set forth in
Exhibit A of this report carefully.The exceptions and exclusions are meant to provide you with notice of
matters which are not covered under the terms of the title insurance policy and should be carefully
considered.
It is important to note that this preliminary report is not a written representation as to the condition of
title and may not list all liens,defects,and encumbrances affecting title to the land.
This report(and any supplements or amendments hereto)is issued solely for the purpose of facilitating the issuance of a
policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of
a policy of title insurance, a Binder or Commitment should be requested.
Dated as of March 9, 2005,at 7:30 AM
OLD REPUBLIC TITLE COMPANY
For Exceptions Shown or Referred to, See Attached
Page 1 of 8 Pages
ORT 315R-A(Rpv. 5/1 nn
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0360004234-SG
FIRST AMENDED REPORT
The form of policy of title insurance contemplated by this report is:
A CLTA Standard Coverage (1990)Owner's Policy. A specific request should be made if
another form or additional coverage is desired.
The estate or interest in the land hereinafter described or referred or covered by this Report is:
a Fee as to Parcel One and Easements as to Parcels Two,Three, Four&Five.
Title to said estate or interest at the date hereof is vested In:
PENINSULA OPEN SPACE TRUST,a California non-profit public benefit corporation
The land referred to in this Report is situated in the unincorporated area of the County of San Mateo,state of California,
and is described as follows*
PARCEL ONE:
Parcel A, as delineated upon that certain Map entitled "PARCEL MAP BEING A RESUBDIVIS10N OF LANDS OF
WELLS FARGO BANK, NATIONAL ASSOCIATION, SITUATED IN THE RANCHO CANADA VERDE Y ARROYO DE
LA PURISIMA AND DESCRIBED IN THE DEED RECORDED IN VOLUME 6490 OF OFFICIAL RECORDS OF SAN
MATEO COUNTY AT PAGE 179, SAN MATEO COUNTY, CALIFORNIA", filed for record in the Office of the
Recorder of the County of San Mateo, State of California, on July 18th, 1974 in Book 25 of Maps, at Pages 16
and 17.
EXCEPTING THEREFROM so much as lies outside of the lands described in decree Quieting Title issued out of
the Superior Court of the State of California in and for the County of San Mateo filed June 12, 1964 No.
106568 in action entitled Elizabeth Greer, Plaintiff vs. Pellegrino Benedetti, et al, Defendants, dated June 12,
Off
1964, a certified copy of which was recorded June 12, 1964 in Book 4730 of Official Records at Page 449, (File
No. 31640-X), Records of San Mateo County, Califomia.
PARCEL.TWO:
A non-exclusive easement for ingress and egress and roadway purposes over that portion of Parcels A, B, and
C as shown on that certain Parcel Map filed Feburary 25, 1975 in Volume 27 of Parcel Maps at Pages 24 and
25, Records of San Mateo County California, lying within the boundaries of that certain 60 foot wide strip of
land designated as "CENTERLINE 60 ROADWAY EASEMENT(6653 O.R. 498) -ALSO CENTERLINE OF
"LUMBER ROAD" REFERRED TO IN 4529 O.R. 170" on the aforesaid Parcel Map (Vol 27 of Parcel Maps at
pages 24 and 25).
PARCEL THREE:
over a portion of Parcel C as
A non-exclusive easement for private waterline and private utilities purposes
shown on that certain Parcel Map filed on February 25, 1975 in Volume 27 of Parcel Maps at pages 24 and 25,
Records of San Mateo County, California, over a strip of land 30 feet Wide lying adjacent to and Westerly of
courses 330 and 331, and adjacent to and Southwesterly of course 92, as said courses are shown on said
Parcel Map.
Excepting therefrom that portion lying Easterly of the Easterly line of Tunitas Creek Road, a county road 60
feet wide, as said road is shown on said Map.
Page 2 of 8 Pages
ORT31 58-B
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0360004234-SG
FIRST AMENDED REPORT
Also excepting therefrom that portion lying within said Tunitas Creek Road and within Lobitos Creek Road, a
county road 60 feet wide, as last said road is shown on said Map.
PARCEL FOUR:
A non-exclusive easement for private waterline and private utilities purposes over a strip of land 30 feet Wide
lying adjacent to and Westerly of the following described line:
COMMENCING at the most Easterly comer of Parcel C, as shown on that certain Parcel Map filed on February
25, 1975 in Volume 27 of Parcel Maps at Pages 24 and 25, Records of San Mateo County, California, being also
the Easterly terminus of course 92 shown on said map; thence along the boundry of said Parcel C, North 460
001 11" West 46.58 feet to the Easterly line of Tunitas Creek Road, a County Road 60 feet wide, as said road is
shown on said Map; thence along said Easterly road line, South 410 52' 40" West 30.02 feet to a line that is
parallel with said distant 30 feet Southwesterly from said Course 92; thence along said parallel line North 460
00' 11" West 513.00 feet to the true point of beginning; thence from said true point of beginning, South 700
00' 00" West 118.64 feet; thence South 210 06' 30" West 926.48 feet to the Northerly terminus of course 182
in the centerline of Lobitos Creek Road, a County Road 60 feet wide, as said course and road are shown on
said Map.
Excepting therefrom that portion lying within said Lobitos Creek Road.
PARCEL FIVE:
A non-exclusive easement for well site purposes lying in, on, under, over and along a portion of Parcel C as
said Parcel is shown on that ceratin Parcel Map filed on Feburary 25, 1975 in Volume 27 of Parcel Maps at
pages 24 and 25, Records of San Mateo County, California, said easement being, more particularly described
as follows:
BEGINNING at the most Easterly comer of said Parcel C at the Easterly terminus of course 92 as shown on
said map; thence from said point of beginning along the Easterly boundary of said Parcel C, South 390 38' 09"
West 126.77 feet to an angle point in said boundary; thence leaving said boundary North 500 21' 51"West
33.58 feet to the Easterly line of Tunitas Creek Road, a county road 60 feet wide, as said road is shown on
said map; thence along the Easterly line of said road, North 160 53' 37" East 52.50 feet; thence North 410 52'
40" East 91.18 feet to the Northeasterly boundary of said Parcel C; thence leaving said road line and along the
said Northeasterly boundary of said Parcel C South 460 00' 11" East 46.58 feet to the point of beginning.
Easements described in Parcels Two, Three, Four, and Five were created by Deed recorded in March 21, 1975
under File No. 31763-AI (Book 6804 of Official Records at Page 2711), Records of San Mateo County,
California.
APN: 066-240-020 JPN: 067-037-370-4
066-24-240-1.01
066-36-360-3
066-36-360-4
066-36-360-1.02
066-24-240-1
Page 3 of 8 Pages
ORT 31511-13
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0360004234-SG
FIRST AMENDED REPORT
At the date hereof exceptions to coverage in addition to the Exceptions and Exclusions in said policy form would be as follows:
1. Taxes and assessments, general and special, for the fiscal year 2005- 2006, a lien, but not
yet due or payable.
2. The lien of supplemental taxes, if any, assessed pursuant to the provisions of Section 75, et
seq., of the Revenue and Taxation Code of the State of California.
3. Easement for drainage within any creek or stream traversing the herein described property,
together with the rights of the public in and to the waters and use of such creeks or streams
to the high water mark.
4. An easement affecting that portion of said land and for the purposes stated herein and
incidental purposes as provided in the following
Instrument Deed
Granted To E. Froment
For Roadway purposes
Recorded October 12, 1877 in Book 29 of Deeds, Page 64
Affects 40 foot roadway over the Southerly portion of the premises
5. An easement affecting that portion of said land and for the purposes stated herein and
incidental purposes as provided in the following
Instrument Deed
Granted to Great Western Power Company of California, a corporation
Recorded September 24th, 1929 in Book 429 of official Records, Page 377
Affects location not disclosed of reoDrd
6. An easement affecting that portion of said land and for the purposes stated herein and
incidental purposes as provided in the following
Instrument Deed
Granted to Fabian Bettencourt
Recorded August 19th, 1963 in Book 4529 of Official Records, Page 170
Grants Right of Way over an existing road known as "Lumber Road".
Page 4 of 8 Pages
GIRT 411;9-8
i
i
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0360004234-SG
FIRST AMENDED REPORT
And re-recorded August 28th, 1963 in Book 4535 of Official Records, Page 538.
7. Williamson Act— Land Conservation contract,as follows:
City/County San Mateo
Landowner Neal E. Philbrick,a Limited Partnership
Recorded April 29, 1968 in Book 5465 of Official Records, Page 631
Contract/Fie No Not shown
8. An easement affecting that portion of said land and for the purposes stated herein and
incidental purposes as provided in the following
Instrument Deed
Granted to the County of San Mateo, a political subdivision of the State of
California
For see below
Recorded : July 3rd, 1974 in Book 6650 of Official Records, Page 15
Affects see below
easement for Lobitos Creek Road
Grants Easement for 60 foot ,over
the Southeast 30 feet of Parcel II.
9. An easement affecting that portion of said land and for the purposes stated herein and
incidental purposes as provided in the following
Instrument Deed
Granted to Western Title Company, a corporation
For road purposes
Recorded July 10th, 1974 in Book 6653 of Official Records, Page 498
Affects 60 feet roadway over the Southeasterly portion of the premises and
as shown on the map of said subdivision.
Page 5 of 8 Pages
ORT 315R-B
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0360004234-SG
FIRST AMENDED REPORT
10. An easement affecting that portion of said land and for the purposes stated herein and
incidental purposes as provided in the following
Instrument Deed
Reserved by Jacqueline M. Hogan, a married woman as her sole and separate
property
Recorded September 19th, 1974 in Book 6701 of Official Records, Page 699
Affects Reserves 60 foot easement for ingress, egress and public utilities
across Parcel I
11. An easement affecting that portion of said land and for the purposes stated herein and
incidental purposes as provided in the following
Instrument Deed
Granted to Fabian Bettencourt
For see below
Recorded September 19th, 1974 in Book 6701 of Official Records, Page 704
Affects see below Grants a non-exclusive easement for use of all roads as
shown on parcel map herein mentioned.
Page 6 of 8 Pages
WT 31 SR_B
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0360004234-SG
FIRST AMENDED REPORT
12. An easement affecting that portion of said land and for the purposes stated herein and
incidental purposes as provided in the following
Instrument Deed
Granted to Patrick Joseph O'Donnell, a single man, as to an undivided one-half
interest; and Michael Noel Forde, a single man, as to an undivided
one-half interest
For see below
Recorded March 21st, 1975 in Book 6804 of Official Records, Page 271
Affects see below
Reserves a non-exclusive easement for ingress and egress and
roadway purposes over a strip of land 30 feet wide, being
measured at right angles and lying contiguous to and Northerly and
Northeasterly of courses 9, 10, 11,and 57 as said courses are so
designated on that certain Parcel Map filed on February 25, 1975 in
Volume 27 of Parcel Maps at Pages 24 and 25, Records of San
Mateo County,California. Said easement is reserved as an ,
appurtenance for Parcel A as shown on that certain Parcel Map filed
on Feburary 25, 1975 in Volume 27 of Parcel Maps at pages 24 and
25, Records of San Mateo County, California. Also reserves from
Parcels III, IV, and V easements for private water line, private
utility and a well site.
-------------------- Informational Notes-------------------
A. Taxes and assessments, general and special, for the fiscal year 2004- 2005, as follows:
Assessoes Parcel No 066-240-020
Code No. 87-057
1st Installment $95.12 Marked Paid
2nd Installment $95.12 Marked Paid
Land $15,039.00
Imp. Value $0.00
Exemption $0.00
B. The applicable rate(s)for the policy(s) being offered by this report or commitment appears
to be section(s) 2A.A.
C. Short Term Rate ("STR'� does not apply.
Page 7 of 8 Pages
OWT 31 58-B
I �
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0360004234-SG
FIRST AMENDED REPORT
D. The above numbered report(including any supplements or amendments thereto) is hereby
modified and/or supplemented to reflect the following additional items relating to the
issuance of an American Land Title Association loan form policy:
NONE
NOTE: Our investigation has been completed and there is located on said land vacant land
known as CA.
The ALTA loan policy, when issued, will contain the CLTA 100 and 116 Endorsements.
Unless shown elsewhere in the body of this report, there appear of record no transfers or
agreements to transfer the land described herein within the last two years prior W the date
hereof, except as follows:
NONE
NOTE: According to the public records,there have been no deeds conveying the
property described in this report recorded within a period of 24 months prior to the
date hereof except as follows:
A Grant Deed executed by Michael Noel Forde, an unmarried man, who acquired title
as a married man as his sole and separate property to Peninsula Open Space Trust,
a California non-profit public benefit corporation recorded February 10, 2005 in
Official Records under Recorder's Serial Number 2005-021483.
E. In addition to existing requirements pertaining to sellers who are non-residents of California,
as a result of recent changes to Section 18662 of the Revenue and Taxation Code, in
transactions closing after January 1, 2003 the buyer may then be responsible to withhold 3
o s
1/3!o of the sales price(as defined therein)from any seller, if this property is not the seller
principal residence. The statute, as modified, also provides for certain exemptions to the
buyer's responsibility to withhold, which may apply.
F. This is a vacant lot; accordingly,we should anticipate a construction loan. If there is such a
loan involved, we must inspect the subject property immediately prior to recording to
determine that we have mechanic lien priority.In the event we have a loss of priority due to
work having commenced or materials delivered on the site prior to the recording of the
construction loan deed of trust, management must approve(i.e., relying on an indemnity
agreement to insure the loan, etc.).
O.N.
of
Page 8 of 8 Pages
C)RT 315 -B
i
Exhibit A
CALIFORNIA LAND TITLE ASSOCIATION
STANDARD COVERAGE POLICY-1990
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, casts,attomeys'fees or
expenses which arise by reason of:
1. (a) Any law, ordinance or governmental regulation (including but not limited to building or zoning laws, ordinances, or regulations)
restricting, regulating,prohibiting or relating(1)the occupancy, use,or enjoyment of the land; (ii)the character,dimensions or location of
any improvement now or hereafter erected on the land; (III)a separation in ownership or a change in the dimensions or area of the land or
any parcel of which the land Is or was a part; or(iv)environmental protection,or the effect of any violation of these laws, ordinances or
governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien, or encumbrance
resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.-
(b) Any governmental police power not excluded by(a)above,except to the extent that a notice of the exercise thereof or notice of a
defect,lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of
Policy.
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding
from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without
knowledge.
3. Defects,liens,encumbrances,adverse claims or other matters:
(a) whether or not recorded in the public records at Date of Policy,but created,suffered,assumed or agreed to by the insured claimant;
(b) not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not
disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy;.
(c) resulting in no loss or damage to the Insured claimant;
(d) attaching or created subsequent to Date of Policy;or
(e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage or
for the estate or interest insured by this policy.
4. Unenforceability of the lien of the insured mortgage because of the Inability or failure of the insured at Date of Policy,or the inability or failure
of any subsequent owner of the indebtedness,to comply with the applicable doing business laws of the state in which the land Is situated.
5. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the
insured mortgage and is based upon usury or any consumer credit protection or truth in lending law.
6. Any claim,which arises out of the transaction vesting in the insured the estate of interest insured by this policy or the transaction creating the
interest of the insured lender,by reason of the operation of federal bankruptcy,state insolvency or similar creditors'rights laws.
EXCEPTIONS FROM COVERAGE-SCHEDULE B,PART I
This policy does not insure against loss or damage(and the Company will not pay costs,attorneys fees or expenses)which arise by reason of:
1. Taxes or assessments Which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real
property or by the public records.
Proceedings by a public agency which may result in taxes or assessments, or notices of such proceedings, whether or not shown by the
records of such agency or by the public records.
2. Any facts,rights,interests,or claims Which are not shown by the public records but which could be ascertained by an inspection of the land
which may be asserted by persons in possession thereof,
3. Easements,liens or encumbrances,or claims thereof,which are not shown by the public records.
4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and
which are not shown by the public records.
5. (a)Unpatented mining claims,(b)reservations or exceptions in patents or in Acts authorizing the issuance thereof;(c)water rights,claims or
title to water,whether or not the matters excepted under(a),(b)or(c)are shown by the public records.
I
F
OLD REPUBLIC TITLE COMPANY
Privacy Policy Notice
PURPOSE OF THIS NOTICE
Title
e V of the Gramm-Leach-Bliley Act (GLBA) generally prohibits any financial institution, directly or
through its affiliates, from sharing nonpublic personal information about you with a nonaffiliated third
party unless the institution provides you with a notice of its privacy policies and practices, such as the
type of information that it collects about you and the categories of persons or entities to whom it may
be disclosed. In compliance with the GLBA, we are providing you with this document, which notifies
you of the privacy policies and practices of OLD REPUBLIC TITLE COMPANY.
We may collect nonpublic personal information about you from the following sources:
Information we receive from you such as on applications or other forms.
Information about your transactions we secure from our files, or from [our affiliates or] others.
Information we receive from a consumer reporting agency.
Information that we receive from others involved in your transaction, such as the real estate
agent or lender.
Unless it is specifically stated otherwise in an amended Privacy Policy Notice, no additional nonpublic
personal information will be collected about you.
We may disclose any of the above information that we collect about our customers or former
customers to our affiliates or to nonaffiliated third parties as permitted by law.
We also may disclose this information about our customers or former customers to the following
types of nonaffiliated companies that perform marketing services on our behalf or with whom we
have joint marketing agreements:
Financial service providers such as companies engaged in banking, consumer finance,
securities and insurance.
Non-financial companies such as envelope stuffers and other fulfillment service
providers.
WE DO NOT DISCLOSE ANY NONPUBLIC PERSONAL INFORMATION ABOUT YOU WITH ANYONE FOR
ANY PURPOSE THAT IS NOT SPECIFICALLY PERMIT1"ED BY LAW.
We restrict access to nonpublic personal information about you to those employees who need to
know that information in order to provide products or services to you. We maintain physical,
electronic, and procedural safeguards that comply with federal regulations to guard your nonpublic
personal information.
ORT 287-C 5/07/01
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