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Home My Public Portal About20070207 - Agenda Packet - Board of Directors (BOD) - 07-03 Regional Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Meeting 07-03 SPECIAL MEETING BOARD OF DIRECTORS MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 7:00 p.m. Wednesday, February 7, 2007 Half Moon Bay Fire Protection District Board Room H 91 Main Street, Half Moon Bay AGENDA* SPECIAL MEETING OF THE BOARD OF DIRECTORS OF THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 7:00 ROLL CALL ORAL COMMUNICATIONS—Public ADOPTION OF AGENDA— K. Nitz BOARD BUSINESS 7:05* 1 Tentatively Adopt Amendments to the District's Resource Management Policy,New Chapter 10: Grazing Management--K. Lenington 7:35* 2 Purchase of the Peninsula Open Space Trust(Tunitas Creek) Property as an Addition to the District's Open Space Preserve System, Located in Unincorporated San Mateo County at 330 Tunitas Creek Road, I lalf Moon Bay(San Mateo County Assessor's Parcel Numbers 066-260-040;081-090-020, -040-and-050); Determine that the Recommended Actions are Categorically Exempt from the California Environmental Quality Act(C[--"QA)as Set Out in the Report; Adopt Resolution Authorizing the Put-chase of the Peninsula Open Space Trust Property and Approving the Related Assignment of Lease; Adopt the Preliminary Use and Management Plan Recommendations Contained in the Report; Designate the Property as a New Open Space Preserve Named: Tunitas Creek Open Space Preserve"; Indicate the Intention to Dedicate the Property as Public Open Space—M. Reeves 8:05* 3 Adopt the Revised Good Neighbor Policy—R. Jurgensen 8:3 5 ADJOURNMENT Times are estimated and items may appear earlier or later than listed.Agenda is subject to change of order. TO ADDRESS THE HOARD: The Chair will invite public comment on agenda items at the time each item is considered by the Board afDirectors. You may address the Board concerning outer matters during Oral Communications. Each speaker will ordinarill,be linated to three minutes. Alternatelj,, you may continent to the Board by a written communication,which the Board appreciates. All items on the consent calendar inqy be aijivoved without discussion by one motion. Board menihers,the General Minager,and members of the public may request that can item be removed from the Consent Calendar during consideration of the Consent Calendar. In compliance with the Americans with Disabilities Act,if you need assistance to participate in this meeting,please contact the District Clerk at(650) 691-1200. Notification 48 hours prior to the meeting will enable the District to make reasonable arrangements to ensure accessibility to this meeting. Regional Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT R-07-23 Meeting 07-03 February 7, 2007 AGENDA ITEM I AGENDA ITEM Tentatively Adopt Amendments to the District's Resource gement Policy, New Chapter 10: Grazing Management GENERAL MANAGER'S RECOMMENDA ON Tentatively adopt the attached amendments to the District's Resource Management Policy, New Chapter 10: Grazing Management. DISCUSSION The Board of Directors held a special meeting on September 27, 2006 during which time a proposed new chapter of the District's Resource Management policies addressing Grazing Management was discussed (see Report 4-06-122), This action is part of a comprehensive ongoing review of District Resource Management Policies. Once finalized, the Policies will be returned to the Board for formal adoption. At this workshop, the Board discussed the new policy language addressing livestock grazing on District lands. To develop the Draft Grazing Management Policy, staff met with representatives from a number of agencies and organizations including the San Mateo County Farm Bureau, San Francisco Public Utilities Commission, the University of California Cooperative Extension office for the Bay Area, and the United States Department of Agriculture,Natural Resources Conservation Service. Following the study session, staff consulted with the San Mateo County Farm Bureau, the San Mateo County Agriculture Advisory Committee, and the San Mateo Resource Conservation District to solicit comments and feedback on the draft Policy. Comments and suggested revisions from these consultations are indicated on the attached draft Policy (Attachment A) through stfikeetWunderline, indicating changes to the document since the workshop on September 27, 2006. Prepared by: Kirk Lenington, Resource Planner Contact Person Same as Above �� ! . - __--_--__- - . February 2007 DRAFT GRAZING MANAGEMENT i �� GRAZING N��0��U�^� | »"� �~"��un��w nmn��n�x�^*��v�,��n� " � The vegetation of the Santa Cruz mountains is comprised of a rich and diverse assemblage � of plant species. This wealth of diversity was most evident within the grassland ecosystems � The greatest diversity,within the that evolved under a variety ofdisturbance pressures including fire and grazing by large California's coastal grasslands herds of ungulate animals, which are now mostly extinct. The flora that emerged has been described oe one of the most diverme species unfo�unate|y, also one ofthe cun6exoox /n,6e��r�xo, ' ' ' wi64fl»worx that emerge in the most endangered ecosystems in the United Qbaham � � vpringfo&'wing winter rains . The arrival of early Spanish and Ang|o settlers initiated a particularly dramatic change in Sites with adequate management o/xoo-xur/"e species composition of California grasslands, primarily ana result of tilling the grasslands for vegetation will reward these ' agricultural crop production reduction of native grazing animals and introduction of cattle � ��nm,v�66oun/��/u��/�Y»v/ herds brought over �onn Europe and let loose on the new rangeland. This introduction of � � � cv/otfu/4n,ing wildflowers. non-native plants and anima|o, coupled with the concurrent suppression of fire on the � landscape as the western United States was sett|ed, resulted in the virtual complete � replacement of the native grassland vegetation with o predominately exotic, annual flora. By some estimates, nearly 80% The exotic vegetation in more competitive, productive, and prolific than the native plants � o/the vegetation cover within within which it coexinbs, and will tend to dominate and nep|eoa existing native grasses and Ca/ifon,k,grasslands isexotic wildflowers. Over the last 150 years, coastal grassland areas have also experienced |arge- � � 'e�*movn scale conversion to agriculture or urban development. The remaining undeveloped � � grasslands face continued development pressure and are mewarw|y impacted by exotic. � invasive organisms. � � District lands currently contain The District's open space preserves contain large acreages of grasslands that in many � areas have been degraded due to the pressures described above yWenegernen� of u/�nu�no��J30Du�,m�� . � � grassland habitat. The largest grassland habitats is desirable to reduce the risk of wildfire and to maintain viable native � � contiguous grassland areas are plant communities. Vegetation management using livestock grazing or other resource � within District lands ivwestern management tools can be o substitute for native grazing oninna|m and recurring fire to � San u&zum Count � achieve the District's objective of pnmewrving, protecting and restoring the natural � � environment. � � In 2003, the District completed the Service Plan for the San Mateo Coastal Annexation Area � � Livestock ranching i'osmall and accompanying Environmental Impact Report for expansion of the District's boundaries � but vital part 4?/the Bay Area's bn include coastal San Mateo County. The Service Plan recognized the unique value ofthe � agricultural economy. As with San Mateo County coastal area and established Agricultural Policies to preserve and � any business that depends o» encourage viable agricultural use of land. The Policies and Implementation Measures � local infrastructure and established in this Grazing Management Policy are intended to supplement and complement � � services, livestock ranching is the Agricultural Policies in the Service Plan. Furthermore, these Grazing Management increasingly threatened with Policies will be implemented in a manner that is consistent with the Service Plan. each ranch that gnur out of � business. Every liusm,6 � rancher depends oxset-vices � � and supplies including � � veterinary care,feed sales and 10 Grazing Management � � delivery,farm and ranch � � infrastructure supplies, and � livestock transportation � x»n�cu,. As land is taken out of Goal: Manage District land with livestock grazing that Is PEotective of � ranching, all o/these services natural resources and that is compatible with public access; to � and supplies are incrementally maintain and enhance the diversity of native plant and animal � affected and may cease m � opc,ou; increasing the burden communities, manage vegetation fuel for fire protection, help /orfam//ks and businesses who sustain the local agricultural economy, and preserve and foster choose m keep ranching. appreciation for the region's rural agricultural heritage. 1O-1 | February2OO7 GRAZING MANAGEMENT Policies and Implementation Measures 10.1 Ensure that grazing is compatible with and supports wildlife and wildlife habitats. " Inventory and aoneom sensitive habitats to identify onaam requiring special � � protection. The conservation of these enoam will take precedence over other uses and management practices that are determined to have an adverse effect on these � resources. � ° Prepare site-specific grazing management plans by a certified rangeland manager � for preserves where grazing will be utilized as resource management tool. The � miba-mpeoiOo grazing management plan will be o component of the agricultural � � production plan developed through the Use and Management Planning process. Manage agricultural leases and easements bo protect and enhance riparian areas � and to maximize the protection or enhancement of water quality. (Water � Resources, Chapter Policy 7.4) | 7yrk � m o//�xr �u,eJorxon/ � � livestock movement b5-strawd � bmrbwirefencing. Other 10 � �n��K�� \�� 8K� ��k� ��K� �NN��K�� nx'ng�pezthat may bcused ~ � include-4-strand grazing management where appropriate. wood rail | fencing and temporary electric Utilize fencing that allows wildlife movement and fosters habitat connectivity. / fencing that can 6o installed o/ � seasonally restrict livestock m ° Provide water sources and protect water quality from degradation nasu|bn0 from target areas orexclude grazing animals. � livexmc6/rom sensitive areas. � ° Encourage and assist grazing tenants on District land to provide range � Wildlife-friendlyfexccxenu6/o improvements to restore or conservevvi|d|ond resources and to enhance range � � condition. . � /�move »'��*n«'c«without ° Inventory and assess roads and trails on District lands to identify significant erosion � harm and with minimal and sediment sources —abandon and where feasible restore to a natural condition bnroJim,xt. poorly designed or sited roads. (Water Resources, Chapter 7. Policies 7.3. 7.4) | 10.3 Monitor environmental response to grazing on District lands. Residual Dry Matter(RDM) b � °ummou^rof the amount of Monitor forage utilization and distribution by grazing animals to omeune appropriate vegetation left om the ground, amounts of residual dry matter remain on the ground to achieve desired resource management objectives. � typically measured o/the end o/ / ,6euumnrero,��8 � ° Monitor livestock use levels and infrastructure condition to insure conformity with Appropriate levels of RDM lease provisions to contribute to improved management. � strive m minimize thatch, which � can inhibit new plant growth, ^ Monitor wild/and conditions with an emphasis on documenting the location, *6i� � � �maintaining adequate distribution and abundance ofnative 0ramoem. wi|d�mvverm` and other nmd�eflora /ovabo/v«go�ovx^op,nh/6d | and fauna. / soil erosion. ~ Monitor water quality in ponds and watercourses with unrestricted livestock access. / � ^ Monitor non-native vegetation response to grazing with an en/pbomim on documenting the location, distribution and abundance of target, invasive species. . � � 1D'2 � � � � February 2007 GRAZING MANAGEMENT Fire reduction is a great 10.4 Utilize different livestock species to accomplish vegetation concern for some landowners. management objectives However, cattle are not able to graze all land areas effectively 0 Research the effective use of cattle, goats, sheep, and horses to manage for fire protection purposes, vegetation on District lands. such as steep slopes or slopes partially vegetated with brush. 0 Utilize appropriate species depending on management needs. In these instances,goats may be an effective alternative. Goat 10.5 Preserve and foster existing and potential grazing operations to herds can be rented or a short period of time and can be help sustain the local agricultural econom moved with a goat herder and Establish longer term grazing leases to provide economic stability for the operators dog(s)along with portable and efficient land stewardship for the District. fence enclosures. • Secure grants or other economic support for infrastructure maintenance and improvements. • Ensure site-specific grazing management plans are economically feasible and practical for grazing operators. 10.6 Provide information to the public about the region's rural agricultural heritage • At appropriate sites, install display boards highlighting historical facts about ranching families and industry. 10.75 Provide public access in a manner that minimizes impacts on the grazing operation. • Grazing operators on District lands or lands under easement to the District shall be consulted when public access is being planned and considered for the property to minimize conflicts between the public and the grazing operation. • Install signage where appropriate to educate the public about the resource benefits of grazing and to educate visitors about approaching animals, closing gates, and other etiquette appropriate for moving through lands with livestock animals. 10.86 Grazing operations on District lands in the Coastside Protection Area will be managed in accordance with the policies established in the Service Plan for the San Mateo Coastal Annexation Area. • The District will consult with appropriate agencies and interest groups, including the San Mateo County Farm Bureau and San Mateo County Agricultural Advisory Committee in the development of site-specific Use and Management plans and agricultural production plan components in the Coastside Protection Area. 10-3 Septernber'2006 GRAZING MANAGEMENT Glossary of Terms 5-strand barbwire fencing-fencing typically used in ranching operations to confine livestock to established areas,constructed of five evenly spaced rows of barbwire stretched between posts comprised of wood or metal. Flora-the plants of a particular region or period. Forbs-a broad-leaved herb other than a grass,especially one growing in a field, prairie, or meadow. Infrastructure-Improvements made to a property to support an agricultural operation such as fencing, roads,water supply systems and structures. Livestock-the horses, cattle,sheep,and other useful animals kept or raised on a farm or ranch. Non-native(exotic)-those species that were not present in the Santa Cruz Mountains region of California prior to the large scale development of the American continent by European humans prior to 1769. Residual Dry Matter(RDM)-a measure of the amount of vegetation left on the ground from the previous year's growth,typically measured at the end of the summer or fall. Ungulate animals-hoofed mammals,formerly ouped vkted tyls and even-teeed aartiodaotylsLncluding ruminants, such as cattle, goats, and sheep, as well as horses, and donkeys. 10-4 Regional Open Space / MUDPENUNS0LA REGIONAL OPEN SPACE DISTRICT R-07-l4 Meeting 07-03 February 7, 2OO7 � � ��l��u& K��l�� =°��=�^��~�� "" ��^," = AGENDAKTEM Purchase of the Peninsula Open Space Trust(Tunitas Creek) Property as an Addition to the District's unincorporatedOpen Space Preserve System, located in Sani Creek|�mud` | Half Moon Bay(San Mateo County Assessor's Parcel Uand - � 050) | � GENERAL MANAGER'S RECOMMENDATIONS ~�J \ Determine that the recommended actions are categorically exempt from th�<�u|ifbnnim � Environmental [>uu|bp &ct(CE[bA)as set out in this Report. Z. Adopt the attached Resolution authorizing the purchase wfthe Peninsula Open Space Trust ' � pu`pc�yunduppn/vio�d`coc|�cd��uigpnmcntof[�ao�. � � � � 3. Adopt the Preliminary Use and Management 9|ao recommendations contained in this Report. | | � 4. Designate the property as a new open space preserve named: "Tunitas Creek Open Space � Pvcmcrvc.`, � 5. Indicate your intention todedicate the property aa public open space. DISCUSSION � � The 707.48-acre Peninsula Open Space Trust(POST)Tunitas Creek property is located within the � Comatsido Protection Area, un area that was annexed into the District boundaries in2UO4. Aa part ofthe � annexation process,the District prepared a Service Plan for the San Mateo Coastal Annexation Area and a ! � Final Environmental Impact Report that was approved by the Board of Directors on June 6, 2003. An � annexation application was then submitted to the San Mateo Local Agency Formation Commission � (L/\FCo)and approved on April 7, 20O4. The Cuustsidc Protection Area, as the annexation area is � referred to, includes lands in the western portion of San Mateo County lying from south of the City of | � Pacifica—generally between Skyline Boulevard and the Pacific Ocean—to the Santa Cruz County line. � � As part of the annexation process,the Service Plan and subsequent conditions approved by LAFCo � established e number of policies and procedures for conducting tbeCoastside Protection Program. � Although the District would he authorized topurchase the POST property even if the CoastmideProtection � Program had not been approved,that Program now guides the District's purchase, use, and management � of open space land within this area. The proposed purchase of the POST property described inthis Report and the accompanying Preliminary Use and Management Plan im consistent with the policies and procedures contained in the Coaatyide Protection Program. The following Report presents udescription � of the subject property, future planning considerations, n Preliminary Use and Management Plan, and � � environmental review of the project. � � � � R-07-19 Page� � DESCRIPTION (see attached mmmmA � � . ' � The POST(I-Linitas Creek) property encompasses 707.48 acres on the western slope ofthe SantaCruz � Mountains in coastal Sail Mateo County. [ocatedunTuniNm Creek Road two miles east o[Uiuhv/oy | � and eight miles South ofHalf Moon Bay, its gently rolling hills and ridges provide a transition between � � flat coastal plain and steep upper mountain slopes. The property straddles the lower reaches o[Uurhmn � Ridge down to its toe ut the confluence o[Tunitas Creek and the East Fork ofTuni|uoCreek. An open � � landscape of coastal scrub and grassland along Durharn Ridge affords expansive coastal views along the � � � interior ranch roads. The property includes two and one-half miles of frontage along the main stein o[ � Tunituu Creek and the East Fork ofTunitasCreek, both providing spawning and rearing habitat for � � eUce|heod trout, which is federally |im0cd uxothreatened species. The property also contains tile lowest � elevation redwood grove in /hcTunitus Creek watershed, including number ofold growth redwood � trees. Thc property has history o[agricultural use, including cattle grazing and dry land fanning, and m � portion of the property IS Currently under lease by a local grazing tenant oil a year-to-year basis. Thc � purchase of this land is most important in terms of protecting valuable habitat, watershed and scenic � � resources while supporting environmentally sustuinmb|e agricultural use within 1hc lower TunituyCreek watershed. � � The property io not immediately adjacent o`existing District lands, but im located within one-quarter mile � � downstream of Purisirna Creek Redwoods Open Space Preserve within the Tunitas Creek watershed. E| � Corte de Madera Creek Open Space Preserve lies approximately one mile east of the property. Although � the property im not far fromexieLingDiatric1 |uodm,(he [utuocpoten1iu| horconnochngthep,opouyk` � either open space preserve is unknown, and staff recommends designating the property as a new and � � separate open space preserve. The potential for future trail connections linking this landscape {oother � District lands is addressed in this report under Use and Management planning considerations. � � A former ranch uompuundiu located on the cd�cof the prmpc�yalong Tuni�o (�ruekRoud� &uuuh � � i rn prove ments include a residence that is believed to have been built sometime during the 1940`o, o � � serviceable old barn and adjoining corral, and a number of outbuildings in poor repair. The residence has � been unoccupied since the El Niho winter storms of 1998 triggered a landslide that washed out a section � of the access driveway from Tunitas Creek Road and undermined the foundation of the residence. Thc � grazing tenant has reopened un old ranch road to provide an alternate access k`the barn and odioinin� � ' � � corral, which are currently in use us part of the grazing operation. Nearby springs that once supplied � water for the residence and ranch compound wcncdumuged in the 1998 landslide, but have been partially � � restored by the tenant\o serve the grazing operation. Another spring located oil the opposite side u[thc � rid�cncarihuEus� Forko[Tuni(as (�rcckcuncnUyiyno< inus�� /\ dinrnnohroad |cudshnm (hcmuch � � � compound and up the ridge into tile interior oy the property where the majority ofthcpustunc|ondim found. A few ranch roads branch off of this primary road to provide access to other pastureland along the � ridge. Remnant sections of boundary and cross-fencing remain from a large fire that swept through the � area in tile early 1960's, and the grazing tenant has repaired and replaced fencing as needed to restrict � cattle movement \o the ridge top pasturelands. � � In recognition of the diverse habitat values to be found oil the property, the California Department of � Parks and Recreation awarded the District a $462,500 Habitat Conservation Fund grant in support of this � � proposed purohuoe � � � USE AND MANAGEMENT PLANNING CONSIDERATIONS � � The property is located within an unincorporated area ofSan Mateo County within tile Coastal Zone. The � majority of tile property, approximately 63bacres, is zoned PAD (Planned Agricultural District)and KM' � � CZ(RemourccMunugrnncnF[ous|u| 2bnc). The remaining 72 acres is zoned TyZ-CZ(Timber Production � Zone-Coastal Zone). Pursuant tn Government Code Section G5402, the Sail Mateo County Planning | &-07-19 Page � Commission made a determination on December 13, 2006 that the District's proposed purchase of the 90STTunik/a [nrck property conforms tothe County General Plan and [nuo| Coua|u| Program. � � Approximately 625 acres o[the property are in an "agricultural prcmorve" auhico� ioa Land � � ' � � Agreement (Williamson Act contract) dated March 6, |Y67 between San Mateo County and the � � predecessor landowner. Pursuant to Government Code Section 5|Z9|, the District has notified the S{oic � Department o7 Conservation ([)(}C)of the proposed purchase of land within on agricultural preserve. | | According to an appraisal cornmissioned by the District, the property appears to have the potential for up | � � \o five residential sites. However, subdivision and development of the property into several residential sites would be difficult due to limiting physical characteristics and associated costs of extending a road � � and other inkuakuotun: into the interior o[tile property. � The District's 1998 Regional ()ocn Space Study and the Sun Mateo County Trails Plan show two ' potential regional trails through the property. One potential truil connection would link the property with � [| Corte de Madera Creek Open Space Preserve, the other with Purioimu Creek Redwoods Open Space � Preserve. Although surrounding private land ownership and uses make both of these trail connections � unlikely in the immediately foreseeable future,the property Could nonetheless form an important part o[a � � � future trail system through the TunitusCreek watershed linking tile Bay Area Ridge Trail with the Coastal Traii Commkmide Protection Program Service Plmn—Auriumltmral Land Use � ThcCous/side Protection Program requires that when agricultural land is purchased by tile District, un � agricultural production plan will be developed aa part o[tile Final Use and Management Plan. As � portion o[the property is currently in agricultural use and has historically been in agricultural use, the � � Final Use and Management Plan will include unagricultural production element that will include all � evaluation ofi ng |ivoakckgruxinginVodu� ove:uUpoyou,ucmunuAcmento6ic�iveakxthc � � propery The "� is noio|umui6ujae Yiin�c/\��icuhura Lund Unique Purn�|'� mv �urn |amdyo� � � pv|='«' ' ` ='"` ' Statewide Importance u*designated in the California Department o[ Farmland Mapping � and Monitoring Program (P UNP). Portions m[the property are designated ax grazing lands under the � FMK4P. While immediately adjacent properties are not in agricultural production, per se, the surrounding area among other | ' | | agricultural uses. Opportunities for managing the property through continued grazing are discussed below. � CwmmbmidoPnwteutiwmProgrummServionPKam—CuamkuidmComsultatAwn � | The Coam side Protection Program requires consultation with interested public agencies, officials and | � interested organizations to mn|iui< input into the planning process prior k`the Board's consideration of i � purchasing the property. The following consultations were conducted: | � |. Farm Bureau — Staff conducted an on-site Consultation with tile San Mateo County Farm i | Bureau staff oil October 3l, 2O06. 'File Farm Bureau provided written comments following theconsu|tabun, inc|odinQunovervicv/ ofhiotorioo| u9ricukuru| uueonthcpropeUy, | recommended inhoahnu{u,c improvements to enhance grazing potential, and recommendations for Structuring u grazing lease. Rcoommendui ions for improving ranch � infrastructure include assessing perimeterand cross fencing needs, looking into improving | existing springs and developing stock watering ponds, and conversion o[brush land k` � � grassland. & minimum 5 year grazing |euac with u 5 year extension option was � recommended, particularly i[the grazing tenant will he involved in undertaking infrastructure � imn prove merits. A periodic performance evaluation was also recommended to ensure that the lease terms, including stocking rates and agreed upon infrastructure impn`vmncnty, are being / � � . &-07-19 Page accomplished so that tile management goals of both the tenant and the District are being � achieved. � � 2. County Agricultural Advisory Committee—Alimmitemnsultation was held with members o[the San Mateo County&ur�ukuna| �dvianry�on�mit�� onl�o�cmbcr3, 2086, � � � � � � DiA�~s proposed purchase was subsequently discussed atu November |], 2006 meeting ofthcCommittee. Comments received during tile site visit and u1 the Committee � meeting centered on suggestions for fostering o stable grazing operation, including � � establishing long term lease arrangement, ensuring Aroxin�munu�cm�n� plan for � . � the property is economically feasible and practical for the grazing tenant, and supporting the � � grazing tenant in addressing any infrastructure repairs or innprovumcniythu( nou|d help i � ensure u viable grazing operation. � � | 3. District Real Property Committee—The Board's Real Property Standing Committee held a � � meeting inHalf Moon Bay oil December 7, 2OO6in order 10 acquaint the Committee with tile � � property and Solicit public input on tile proposed purchase from neighbors and interested | � � parties within the San Mateo County coastal community. Notice of the meeting was � distributed to adjacent property owners, coua|side public officials, community interest groups, nonprofit land trusts, conservation organizations, elected officials, government agencies, and | � govern in e nt-spon sored organizations within the Coastside Protection Area. Despite this public notification and outreach oObrt, ut�ndunoewas limited. Hovevcr, the comments � 1 � � received were helpful and specific in recommending ranch infrastructure repairs and ! � impruvemento\ohelp support u viable and sustainable grazing operation. � � All of the comments received as part of the consultation process will be used in developing tile Final Use and Management Plan. That process will also provide broad public notice and Opportunities for � � additional public input and participation. � � Range Management As noted above, POST has leased u portion of the property to u |oou| cattle grazer for seasonal grazing on � ayuur-k`'ycurbasis. The grazing lease inc|udcx approximately 200 ucncy of grassland in the interior of � the property and along Durharn Ridge where cattle grazing historically occurred. 'file lease includes � grazing management and fence maintenance prescriptions designed to protect sensitive resources Such as � creeks and ensure that pastures are properly grazed. The current lease is up for renewal in July 2007, and the District will assume the lease upon purchase o[the property from y{)ST Continued � � � property under District ownership would serve two important purposes under the Coastside Protection / Program:� |) it would serve aya useful grasslands nnunmgemmnttoo| and, � viability nf the local agricultural economy. Staff anticipates that, Upon purchase nf tile property from � POST, tile District will seek to negotiate with tile current tenant a renewal of the Current year-to-year � grazing lease for u longer term iu accordance with the Cmostside Service Plan. The Draft Grazing � Management Policy will also be uao[u| tool in developing longer term lease. � Structures and Roads � As noted earlier in this report, ranch improvements include a residence, barn, corral and a number of � outbuildings. A large and deep-seated landslide underlies the hillside and terraced bench on which the � residence is located. /\ landslide in 1948 seriously damaged the primary access driveway iotile residence � � from TunituaCreck Road, and undermined the structural integrity o[the residence. Thu residence has � been uninhabitable since that event. Staff consulted with all engineering geologist and ubuilding contractor io determine whether tile driveway and residence were repuirub|e The � � � a teardown due to extensive structural damage frorn the landslide and the need for very expensive | drainage improvements and deeply excavated engineered footings to support the structure. & residence in � this location wnu|d also require extensive driveway improvements k`ensure year-round vehicular and � R,07'19 Page emergency access. 'The potential for future slide movement would likely preclude rebuilding the structure � u1 the current location. The abandoned residence also constitutes all "attractive nuisance"that has | � suffered from incidences uf trespass and vandalism. The residence is considered unnecessary for aviable | tenant grazing operation. Staffs recommendation is that this structure be demolished and removed from the site. / . � � The barn appears to be structurally Sound, and both it and the adjacent corral are useful to tile current � grazing operation. The barn is in need of a new roof, and staff'recornmends replacing the roof after an � 1 inspection to determine the structural integrity oftile 6u,n to see if there ieuneed for other structural � repairs. There are two dilapidated outbuildings near the barn that are in danger of collapsing and should � be nzmu*cd. However, all of these buildings would be further inspected in order to assure staff that tile � � burn is viable [or |ong-tornn use, and that the buildings to bc removed do not provide any uddihonu| � � � � habitat value. � � Am noted earlier, the main driveway leading from Tunbum Creek Road \o tile ranch Compound was � � damaged bv landslides during the )9g8BNiho storm event. During tile future planning process, staff' � � will evaluate repairing thc ddvrxvuy to a ranch standard in order to provide primary uuocsy for agricultural � � � use and District patrol and resource managexentpurposes. The bypass road that was recently reopened � � � by tile _ ingtenant provides adequate access in the interim. Operations aka0-wiU work with the grazing � � tenant to maintain dlu 6vouos road in a serviceable condition. | � PRELIMINARY USE AND MANAGEMENT PLAN � � The proposed Preliminary Use and Management Plan will take effect upon the close of escrow, and remain in effect until a Final Use and Management Plan for the property is developed and adopted. Within the Cooutaide Protection Area, {he process for developing a Final Use and Management Plan � involves conducting detailed resource inventories to be used in formulating resource management and � public access plans; consultation with interested government officials, agencies and organizations-, and an � ! extensive public input process. The Final Use and Management Plan will also he subject toadditional environmental assessment to ensure that land use decisions are consistent with ecological values. � The Preliminary Use and Management Plan represents a status quo approach to management, with all � | emphasis onmanaging the property to Support continued grazing in conformity with the provisions of the Service Plan for tile[ouwisidc Protection Program: Public Access: Closed {ogeneral public recreational access until resource inventories are completed, and � u Final Use and Management Plan iyadopted. � Grazing Management: Work with cuncn/ grazing tenant on extending the existing year-to-year |cumc with � � a longer-tonn |euuc, if possible, and grazing management plan in accordance with the Diu\hc1`mCoas(sidc Service Plan. Thc DrofiGn/zing Management Policy will also bcuvaluable vcumuvxe in structuring longer-term lease. Resource Management: Conduct a detailed resource inventory as part ofthe process of developing a � Final Use and Management Plan. Roads and Trails: Conduct a detailed road and trail assessment as part of the process of developing a � Hnu| Use and Management Plan, including evaluating the feasibility of repairing the main driveway to u "ranch standard"adequate to provide access for patrol, resource management and agricultural use � purposes. In tile interim, maintain, and where necessary, improve the current bypass access road and tile interior ranch roads to provide access for patrol, resource management and grazing operations. � / | &-07-19 �m� Pugc6 � Structures: Remove tile residence and outbuildings that are inu state uf disrepair and unfeasible torestore � or stabilize. Obtain a building inspection of the barn, and undertake reasonable and necessary repairs, � including replacement o[the roof, depending on long-term structure viability. � � Cleanup: Remove debris in and around the ranch compound. Site Safety Inspection: 8 site safety inspection has been conducted and there are nn known safety � � hazards oil the site. � � � Barriers and Signogo: Existing gates o1 entrance k` property arc adequate 0m control access and prevent ircapue». Install "Closed Area" signs and boundary plaques where appropriate. Patrol: Regularly patrol tile property utilizing existing seasonal roads. � Dedication: Indicate your intention todedicate the property ua public open space. � Name: Name the property tile '"Tunitam Creek Open Space Prcocn/e." � � CEQA COMPLIANCE � Project "~n D=°^`"p�°= � � The prcject consists of purchasing u707.4N-ucre property aa ail addition to the District's open space � preserve system, and the concurrent adoption of Preliminary Use and Management Plan for tile � property. In the interim, prior to development ofa Final Use and Management Plan, the Current use ofa � � portion of the property for cattle grazing under an agricultural lease is anticipated. /\n existing barn will � be repaired and re-roofed, and an unoccupied and damaged farm house and dilapidated Outbuildings will � � be removed. Ultimately, a Final Use and Management Plan will be developed for tile property. The land � will be permanently preserved us open space and maintained in ano\una| condition. It is anticipated thoU � � tile Final Use and Management Plan will continue appropriate ogricu|tucu| useun|cusenvivmnnontu| � � obstacles ho Such use exist. � CEK�� Det«rmmAnu�*n � The- iy�i��conu|uJcmihu1dhis ��ct*iUno/ huvcuoi�ni�uan{cf��tmnth� on�irunn��n� It � � — r-, � � categorically cxempx from CC[kA (California Environmental Quality Act) under Article |q, Sections |53O!, \53|6, |53|7, }5325, and l506lo[the LE{}A Guidelines uafollows: � Section 15301 exempts operation. repair, maintenance, permitting, leasing, licensing, nr minor alteration | o[existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible ornoespanskonofuwe beyond that existing a1the time of tile lead agency's | determination. The Preliminary Use and Management Plan specifies the property will br operated and � � maintained inu natural condition and there will hcnu expansion ofuse. The property will he closed 1u � the public, cattle grazing on u portion of the property will continue under grazing |eomc,the existing barn � will he repaired and re-nzofed, existing ranch roads will bc maintained to ail agricultural use standard. and � the uninhabited ranch house, now in a state of disrepair and located within an active landslide area, will be removed. � � 8ochnn 15316 exempts the acquini\ionof land in order k`create parks i[ihe site iuinu natural condition � and the management plan proposes {o keep the area inm natural condition. The Preliminary Use and � Management Plan specifies that the land will not bc developed and will vcmainina natural condition. Soobmn 153 17 exempts the acceptance offee interests in order to maintain tile open space character of an area. The District will acquire fee interest and maintain the open space character o[the area. No now � development ie proposed oa part of this project. K-07-19 Page � Section 15325 exempts transfers of ownership of interests in land in order to preserve open space. This � acquisition will transfer fee ownership of tile property to the District and ensure that it will be preserved as public open space by incorporating it into the District's open space preserve system. � � This proposed purchase qualifies under four sections. The actions proposed in the Preliminary Use and Management Plan are also exempt under section \5O6|, um there iuno possibility the actions may have u � significant effect oil the environment. � TERMS AND CONDITIONS � POST received u donation of the Tunitus Creek property in 1994. &n appraisal commissioned hvthe l � District has estimated the fair market value o[ihc property to hc $4`245,000` or approximately $6,800 lie[- acre. The property would be purchased by the District atu bargain yu|o purchase price o[$462.5OO` or � � 1 approximately $654 per acre. 'File balance o[$3.702,500is being gifted im the District bvPOST. The � District was awarded u $462,5OO Habitat Conservation Fund (HCP) grant from the California Department � � o[Parks and Recreation k`apply io this purchase. The criteria o[the HCP grant poogrom require ulocal � � matching financial contribution. This match can be provided bv uncquu| ur�rcuturva|uc �iUo[|und� ' � � The $3,782,500gi# in land value Onm POST more than fulfills the grant-matching requirement. � Tile Purchase Agreement with POST includes an Assignment of Lease for the year-to-year grazing lease � on the property. The current term of the [cosc runs through July 14, 2007, at which time District staff � anticipates negotiating longer-term |cumu agreement with \hc existing grazing tenant in accordance with � � the District's Service Plan and with guidance from the Draft Grazing Management Policy. Any such � lease would bc returned tothe Board for final approval. � � Tile Purchase Agreement with POSTalso includes a covenant that provides POST a period of five years � |o recognize significant donors for specific areas, trails or land formations on the property inaccordance � with the District's"Policies for Site Naming and Gift Recognidon." � Staff has conducted due diligence investigations and inspections of tile property. Staff has reviewed all nf San Mateo County's property records and files, and is satisfied that no underground storage tanks, � contamination or hazardous conditions exist oil tile property. � BUDGET CONSIDERATIONS ' Thc 2005-2006 budget for new land purchases: New Land* $19,755,120 New Land Purchased this year (17,210,974) POST T1.11litas Creek property (462,500) New land purchase budget remaining $2,081,646 � � M/J'}eur8m/gu/Adjustment � Controller M. Foster was consulted oil this proposed purchase and has indicated that, considering cash flow and account balances, funds are available for this property purchase. � Current Cmmshoide Protection Area Fiscal C*mm6Normtianm � The 707.48-acnc property is located in tbe Comstaidu Protection Area and is subject to the Agreement Between San Mateo Count ymv//the ��opex�su/o Regional(}nexSnore /)ix/r/c/ (Regarding/�re Services). /\epa�n[the [oun|y Fire Agreement, the District will pay to Sun Mateo County Fire | � Q-07-14 Page Department annual fees for fire services that are not currently provided within tile State Responsibility Area h/the California Department o[Forestry and Fire Protection. The Fire Services Fee will he $336.22 based upon the assessed value o[the subject property. Thc fire services fee will incroumc2Y6 annually. � The property is not located within tile LuBonda-PcscadcroUnified School District jurisdiction and � therefore nm educational service fees are applicable to this purchase. � � Staff has analyzed tile conditions of the site and financial considerations associated with tile proposed purchase and subsequent management ofthe property to ascertain whether the District has sufficient resources to sustain the project. The Coastyidc Protection Program includes Fiscal Analysis conducted � by Economics Research Associates confirming tile feasibility of implementing that Program. Tile � proposed purchase, Preliminary Use and Management Plan, and expected long-term management strategy are consistent with thcCoum|sidc Protection Program. The site assessment indicates that management � � costs associated with the proposed purchase are expected hnbc consistent with those projected in tile � Fiscal Analysis and Basic Service Plan. Staff has reviewed the revenue and other cost projections inihc � Fiscal Analysis and concluded that there have been no changes since tile analysis was prepared that Would � affect its conclusions. Staff has further reviewed the expected management costs in light of the District's � operating expenses and Controller's estimated tax revenue and cash flow projections fbrthecurrcn|Gmca| year and for tile next ten years. Based oil this analysis, staf[uonc|udus that purchasing and managing{his property will not rcyu|| in any significant impact,othe District's existing services. � � Furthermore, m/u[[ayacoa»d |hmcomtnusaociu{cJ with projectanJcompurcd them (o the Conko|l*r`o � ten-yearprojections ofuushDo*, pn`penytusrevcnue. andopcoKingcxpenmes. Using the amsumpUonx � � established in the Basic Service Plan and Fiscal Analysis for staffing needs and land management � � expenses, staff determined that tile District has the resources to sustain this projectovcrthu |ong0cnn. � � PUBLIC NOTIFICATION Written notices of tile District's proposed purchase of the property and of the Board meeting scheduled � for this purpose have been mailed to property owners ofland located adjacent to or surrounding the � � subject property, and <ocoastal public officials,coin muni|y-i merest groups, non-profit land trusts, con servati on-oriented organizations, elected officials, government agencies and govern m ent-spon sored organizations within the Coastside Protection Area, as well as to attendees of tile December 7, 2006 � public workshop. � Prepared by: � Michael Reeves, Real Property Specialist Maps prepared by: Andrea Christenson, Planning Technician � Contact person: � Michael Reeves, Real Property Specialist � � � � � � � �� RESOL0Tl{)N RESOLDTIKNO[ THE BOARD 0F DIRECTORS UF YNll}PENlN8Ob\ REGIONAL,OPEN SPACE D|STN|L7 AUTHORIZING ACCEPTANCE OF PURCHASE /\(]RE[7WENT' AUTHORIZING GENERAL MANAGER OR OFFICER TO EXECUTE CERTIFICATE OF ACCEPTANCE OF GRANT TO DISTRICT, AND /\0TBDR|Z[NG GENERAL MANAGER TO EXECUTE ANY AND ACL OTHER DOCUMENTS NECESSARY OR � APPROPRIATE TO CLOSING OF THE TRAY4S8CT|0N (TUN{TA8 CREEK OPEN SPACE PRESERVE— L/\Y4DS OF 9BN|NSDL/\ OPEN � SPACE TRUST) � The Board of Directors o[Midpcninou|a Regional [)oun Space District does resolve oy ;o||oxm: | 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, aCu|ifbrniu � tion-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 and Assignment of I.case on behalf of the District. � Section Three. The General Manager o[the District or the General Manager's designee aha|| cause to be � given appropriate notice o[acceptance io 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 Jo not involve any material change\oany term o[the Agreement or other transactional documents which are necessary or appropriate\othe closing or implementation u[this transaction. � � Section Four, The General Managcr of the District is authorized to expend up to $45,000 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 iu the amount o[$4,245,00Ubnmthe prncccdeofthc next long-term District note issue. This Section of this Resolution is adopted by the Board o[Directors oFMidpcnin*u|u Regional Open Space District solely for purposes o[establishing compliance with the nequinrmcntao[Scu|ion � |.|O3-|8o[the Treasury Regulations. The reimbursement u[this payment expenditure io consistent with the District's budgetary and financial circumstances. There are no funds or sources ofmnncysu[the � District that have been, or are reasonably expected 10 be, reserved or allocated onu long-term basis or | / otherwise set aside tu pay the costs ny this open space land purchase project, whichanrtobepaidor | reimbursmd out of proceeds of indebtedness to6o issued 6v the District. The Board of Directors hereby declares the District's official intent to use proceeds of indebtedness to reimburse itself for this open space | land purchase project espcnditurc. � | f POST Tunitas Creek Property r ` f Purisima Creek POST f Redwoods I j NI \� S - /� r F Corte de Madera reek S 1 POST Tamp s Creek Itch � l - '�A ro>n�7Q$�Ccres) 11 v obrtOr C v Cutoff 2e I / 0.25 0.5 1 L) Miles Site Map Produced by Midpeninsula Regional Open Space District,January 2007 M DPENINS-A■EUONAt OPEN SPACE D157RIC1 � - � � PURCHASE AGREEMENT—BARGAIN SALE TUNITAS CREEK PROPERTY � This Agreement(hereinafter ism�ca� ��dk��u� �f�""^^"^'^SPACE TRUST, u -rniuuon-pro�� public benefit corporation, bc��» p��D��O�� DpE�J �p/\ ��D�p�l�` Cu�0LA«uvf��GION/�L[K`E�� SP&{�D DISTRICT, apublic (hcr�in��r»a\\�d "�(}8I")` u»U�� u' f Division5ofdzeCaUfbrniuPub\icRee»urcnsCode` diotdc�fhrnu�dpu�muantto /�dic\� 3ofChuptc�3o (hereinafter called "I}io1ziut"). RECITALS VVF{EBLEAS POST omanon-poo�� ohu�tah|ccorponaioutoao)ick, receive ` and hold gifts" legacies, devises and conveyances of real and personal property for public park, conservation and open space purposes, all in u manner complementary to activities ofDistrict; and WHEREAS, the property and assets of POST are irrevocably dedicated tosaid purposes � fP(}�'T yhu}\ cv�rinourtoih� h�ncfitofuny individual; and � and nopm�uf the propcdyand assets o WHEREAS, �O�Timthcovvn�rmfuc�uinroa| propehywh\chhusopenapucnand � d aof the County of San K4o1eo' and being more recreational value located within un unincorporated are particularly described within the body ofthis Agreement; and \VBBB£&O, District was formed by voter initiative to solicit and receive conveyances of real property by purchase, c haoge, gift` orbargain pupohaueforprcscrvu1ion, public park, recreation, scenic and open space purposes; and � zV}lERBAB I]imtrictdesires to purchase said property for open space p,cyervo1hnn and as pa�ofthceco\ogicu|, ceo,ea1nnu "i \, aesthetic, and natural resources of the midpeninmu\u area; and VBGREAO` POST out of desire io promote public welfare, and share the natural and ith�hcc'|i��nyofth� noidp�ninsuiuozou, hereby agrees to � scenic beauty and enjoyment ofthei/ P/oPe�y»w ~/'dDi � i � imb�utopurchumcuaidProPn�Y«p»» sell and convey the drntyofouidprwpc�yto ��iothot, un oru w the\enno and conditions set forth herein. AGREEM� NOW,THEREFORE, in consideration uf the foregoing recitals and the mutual promises � and covenants herein contained, the parties hereto agree uofollows: � t |� �o District Dia�ricta�rueatopurchase fiom � \ Sale. POST agrees m »� y3 8��o State of located witbinonuniouorpor�edurcuVf theCountyu San , �(]�7'` P{}�T"ar�»\ pr»P��y containing approximately hundred sevenundfo�y-eiQhthundrcdtbs (7U7.48) ucrcm` m»/c � California, frr�dtou 8unMateo County / oyexsu/a Parcel Nunbem06h'200'04O 081'090 - or \cmm` and commonly re a further described in the Legal Description attached to Preliminary 020' 040 and 050 Said real property i Report number 0360O05383 from Old Republic Title Company dated February |U, 2O06. A copy oysaid Preliminary Report im attached hereto um hibit"&"` audinnorporatedhepeinbythiucctenrnue. Said property is to be conveyed together with any easements, rights of way, or rights of use which may he appurtenant or 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." I � � 2' Purchase Price. The total purchase price("PurubumePricc") for the Property shall bcFour Thousand Five Hundred Sixty-two `- ' � '' ,�� cash at the "C\osing' as defined in Section 3hereof 3 Escrow. Pronnpt|yupon execution uf this /\8rcernent, in accordance wbhSection I herein 'emcrow shall be opened at(}|d Republic Title Company, 790 ElCCaminoFtcu|, Sun Carlos, CA94070"u' (~--O) 59\-0782 (Eauro number 03000053D3)or other dt\ccompany acceptable toC}istrictand POST(��-reinuftcr"Eo `ovv vv Ho\der")through which the purchase and sale ofthe Property shall bn h || h deposited with EscrowBo\dc,�o m�pv� uu consummated. A fully executed copy of this Agreement x a � rpom coornsv 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 February 28, 2007, 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: (i) A duty executed and recordable Grant Deed, covering the Property as described in said Exhibit"A". (i i) A duly executed Assignment of Lease, in the form attached to this Agreement as Exhibit B, assigning to District POST's interest as lessor in the Ajzricultural Lease between POST and Doug Edwards. (iii) A duly executed Tenant Estoppel Certificate from the Tenant of the Agricultural Lease identified in Subsection 6.0 below in substantially the same the form setout in uzn/ou C, attached hereto and incorporated by this reference, or such other form as is acceptable to District. D. District shall deposit into the escrow, on or before the Closing: � `` The required by District and to be dated as c8 the Closing; (i i) District's check payable to Escrow Holder in the amount of Four Hundred Sixty-one Thousand F veHunupuduxuNm'v" """'""`$-~. ~.~ ../ The _ . 000-00 � balance ofthe Purchase Price is paid into escrow uuudeposit ". accordance .... Section-_ . . of this Agreement. (iii) A fully executed Assignment of Lease in the fonn attached to this Agreement as Exhibit B. 2 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$4,245,000.00 for the Property showing title to the Property vested in fee simple in District, subject only to: (i)current real property taxes; (ii)exception numbers 5, 6, 8, 10, 11 and 13 as listed in Preliminary Report No. 0360005383 dated February 10, 2006; 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" 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 a specific location, land formation,trail, natural and physical feature, or other area 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 the installation, repair, and maintenance of such recognition plaques or signs shall be borne by POST. This covenant shall automatically terminate five (5)years from the date of Closing, except that POST's duty to repair and maintain such plaques or signs as have been installed shall survive the termination of this covenant. 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. POST's Representations and Warranties. For the purpose of consummating the sale and purchase of the Property in accordance herewith, POST makes the following representations and 3 - � � � � warranties to District, which shall survive close of escrow, each of which is material and is being relied upon bvDistrict: A. Authority. POST has the full right, power and authority hoenter Into this Agreement and tn perform the transactions contemplated hereunder. B. Valid and Binding Agreements. This Agreement and all other documents | delivered bv POST to[)iu1dcz now ore1 the Closing have been or will bo duly authorized and executed and delivered by POST and are legal, valid and binding obligations of POST sufficient tn convey toDistrict the � Su6icutPrpc�ydemohb*dtherein, and are enforceable in accordance with their,oepeohve terms and do � not 'violate any provisions of any agreement to which POST ieo party orby which POST may bc bound or any articles, bylaws ur corporate resolutions ofPOST. C. {eases. POST has delivered tm District u true, accurate, and complete copy ofthe Agricultural Lease, attached hereto as Exhibit lto Exhibit and incorporated by this reference. There are no other written or oral |oomeo, muh\euuem` licenses, ncuupomuiou` or tenancies in effect pertaining 0othe � Property. The Agricultural Lease is in full force and effect; no party to the Agricultural Lease is in default under the Agricultural Lease; and the Agricultural Lease is subject to no defenses, setoffs, or counterclaims for the benefit of the tenant under the Agricultural Lease; and no rent has been prepaid nor concessions given to the tenant under the Agricultural Lease except as disclosed in the Agricultural Lease. To POS7`a knowledge, no tenant ofthe Property ia the subject ofu bankruptcy or insolvency proceeding. POST may not modify, cancel, amend, or extend the Agricultural Lease or waive any rights under the Agricultural Lease or enterinto any new tenant lease between the Effective Date and the Closing Date without District's prior written approval, which approval shall not be unreasonably withheld. POST iyinfull compliance with all of the landlord's obligations under the Agricultural Lease. 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 i 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 thereunder 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 clairns, rights and notice periods except as set forth in this Agreement, including the fair market value of said Property. 8. This na|c is nnad� without representation or warranty by POST, � --- d � except as cmp,cao|y set forth in this Agreement. District represents` warrants, acknowledges an ugreen � that it has had full and ample opportunity prior iothe execution of this Agreement uz 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 PropertyFAULTS. � 9. Hazardous Waste. A. The "Hazardous Waste," as used herein, means any Substance, material or other thing reju|u1ed byor pursuant to any federal, state or |ucu| environmental law byreason � ofi�apotcntiu| for hurrn tohunoun health orthe environment because u[its �ommnuhi|ity, toxicity, � | � � 4 � � � | � � reactivity, corrosiveness or carcinogenicity. The term "Hazardous Waste" alsoalsoinc|mincludeswithoutwithoutlimitation,limitation,polychlorinated bipheny|s, benzene, asbestos, petroleum, petroleum bv'oroducts, gas, gas liquids and lead. The term "Environmental Luvv un used herein includes, without limitation, the Comprehensive � Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C. Section 9601 el seq.) and � the Resource Conservation and Recovery Act(42O.8.C. Section 690\ otzaqj B. Representations and Warranties. For the purpose of consummating the sale and purchase of the Property' POST makes the following representations and warranties toDistrict, which shall survive close of escrow, each ofwhich is material and is being relied upon by District: (i) ToPO3T`mknowledge the Property does not contain and has not previously contained any Hazardous Waste nrunderground storage tanks, and no Hazardous Waste has been oris 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 aprcoence, release, threat ofrelease, p|acerurnton, under urabout the Property, or the use, manufacture, handling, generation, m0mroge' 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. Indemnity. POST shall indemnify, defend and hold harmless Diatriutfrom and | against and all c|uinnm, liabilities, losses, damages, and uomLn incurred orsuffered by District, including � without limitation, attorney, engineering and other professional or expert fees, to the extent arising from � any breach of the warranties or representations contained herein. P()37-`s obligation to indemnify, defend � and hold harmless pursuant tothis Section 9 shall not apply where, based oil its own inspections,testing, evaluations and knowledge ofthe Property, District knew or had reason to know of the existence ofany � Hazardous Waste or underground storage tanks oil, under, orabout the Property prior to the Closing. � � � \O. Miscellaneous Provisions. � A. Access for Investigations. From the date POST delivers an executed copy ofthis � Purchase Agreement to District and until the Closing, District and District's agents, lender, contractors, engineers, consultants, employees, subcontractors and other representatives ("District Podieu`) may, upon the giving of reasonable advance written notice 10 POST, enter upon the Property for the purpose of | inspecting, testing and evaluating the muroe; 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 oyaction, suits, proceedings, costs, expenses (inu|uding" 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 unyc|uinnm' damages or liens pcsu\tingfiom District's discovery of any Hazardous VVuatc or other pre-existing adverse conditions pursuant to its inspections,testing or evaluation. District's inspections shall heu1 District's sole expense. District shall repair any damage to the Property that may bc � caused by District Parties while on the Property performing its inspections. � } � � . B. Choice of Law. The internal laws of the State oy California, regardless ofany | choice of law principles, shall govern the validity of this Agreement,the construction of its terms and the � interpretation of the rights and duties nf the pudk:o. � . C. Amendment and Waiver. The parties hereto may bv mutual written agreement amend this Agreement in any respect. Any party hereto may: (i)waive any inaccuracies inrepresentations ` and warranties made by the other party contained in this Agreement or in any documents delivered pursuant hereto; (ii)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(iii) 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 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 beinwriting. | � � D. Rijzhts Cumulative. Each and all of the various rights, powers and romedieeofthe parties shall be considered tn heuunnu|a1ivo with and in addition ho any other rights, powers and rcmoedies which the parties may have ut law o, in equity inthe event of the breach of any ofthe terms ofthis Agreement. The exercise or partial exercise of any right, 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 oria required to give any notice, demand, or request with respect to this Agreement(or any Exhibit hcreto), each such communication shall be in writing and shall be deerned 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 orother private messenger, courier or other delivery � service or sent by facsimile transmission by telex, te|ecopy, telegraph or cable or other similar electronic � medium, addressed as indicated as follows: � � POST: Peninsula Open Space Trust � 300O Sand Hill Road � Bldg. #\, Suite )55 � Menlo Park, C/\ 94025 � � Attn: Audrey Rust, President TEL: (650) 854-7696 F&}{: (650) 854-7703 ! |� � District: Midpcniosu|u Regional Open Space District 330DistelCircle � � Los Altos, CA94022 Attn: General Manager TEL: (050) 691-1200 FAX: (650) 691-0485 � � |f sent 6v telegraph, facsimile copy or cable, o confirmed copy o[such telegraphic, facsimile orcabled � notice shall promptly be sent by mail (in the manner provided above)to the addressee. Service of any such | cornmunication made only by rnail shall be deemed complete on the date of actual delivery as indicated by ! the addressee's registry or certification receipt ormtthe expiration of the third (3rd) business day after the date uf mailing, whichever io earlier intime. Either party hereto may from time tm time, by notice in � writing served upon the other uo aforesaid, designate udifferent mailing address orudifferent person to � � which such notices or demands are thereafter to be addressed or delivered. Nothing contained inthis 6 � � Agreement shall excuse either party from giving oral notice k»the other when prompt notification ia appropriate, but any oral notice given shall not satisfy the requirement of written notice uo provided inthis Section. F. lf any of the provisions ofthis Agreementmr held to bc void m � unenforceable by or as a result of a determination of any court of competent jurisdiction,the decision of � which is binding upon the parties, the pudicm agree that such determination sbo|| not result in the nullity or uncnfbnzeubi|iiyoy the remaining portions of this Agreement. The parties further agree to replace such void or unenforceable provisions which will achieve,tothe extent possible, the economic, business and other purposes oF the void or unenforceable provisions. G. Counterparts. This Agreement may hc executed in separate counterparts, each of which shall be deerned as an original, and when executed, separately or together, shall constitute a single original instrument, effective in the same manner am if the parties had executed one and the same � instrument. | B. Waiver. No waiver ofany term, provision or condition of this Agreement, whether by conduct 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. l. Entire Agreement. This Agreement ia intended by the parties tobc the final � expression of their agreement; it embodies the entire agreement and understanding between the parties hereto; it constitutes uconup\cte and exclusive oktonoentof the terms and conditions thereof, and it � � supersedes any and all prior correspondence, conversations, negotiations, agreements or understandings relating tothe same subject matter. 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 according to their terms and conditions, 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. J. Time of Essence. Time is of the essence of each provision of this Agreement in � M. Each ofzn reasonably necessary or appropriate to consummate and carry into effect the transaction described and contemplated under this Agreement. parties hereto agrees to execute and deliver such further documents and perform such other acts as may be � N. Bindinp,on Successors and Assigns. ThisAgreement and all of its terms, � conditions and covenants are intended tobe fully effective and binding, the extent permitted Vylaw, the successors and permitted assigns w[the parties hereto. � � 7 0. Captions. Captions are provided herein for convenience only and they form no part ofthis Agreement and are not to serve as uhusiu for interpretation or construction of this Agreement, nor usevidence of the intention of the parties hereto. P. Pronoun References. ln this Agreement, ifitbe appropriate,the use ofthe singular shall include the plural, and the plural shall include the singular, and the use of any gender shall include all other genders uaappropriate. Q Arbitration of Dispute . 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 clairn 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 ofCivil Procedure Sections 1200 et. xmy including the right to 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 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. discovery. Hearings shall be held in Santa Clara or San Mateo County, California. If the parties are 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 INITIAL 11. Acceptance. Provided that this Agreement is executed by POST and delivered to District on or before January 24, 2007, District shall have until midnight February 7, 2007 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. As consideration for said irrevocable offer, District has paid into escrow and� Seller acknowledges receipt of the sum of One Thousand Dollars and No/I OO � (61/)0000) which shall nc applied oo the Purchase Price mm set forth ". S```""` 2 =~°. � Provided that this Agreement is accepted by District, this transaction shall close as soon as practicable in accordance with the terms and conditions forth he � � � � F --- 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 APPROVED AND ACCEPTED: Ken Nitz, President, Board of Directors Audrey C. 60t,President Date e ATTEST: Sally Rice, District Clerk ACCEPTED FOR RECOMMENDATION Michael C. Williams, Real Property Manager APPROVED AS TO FORM: Susan M. Schectman, General Counsel RECOMMENDED FOR APPROVAL: L. Craig Britton, General Manager 9 XIIBIT A" TO PURCHASE AGREEMET *** OLD REPUBLIC TITLE COMPANY ,y * 796 El Camino Real,Suite B• San Carlos, CA• 94070 • (650)591-6782 • Fax: (650)591-6789 PRELIMINARY REPORT Issued for the sole use of: UPDATED REPORT MIDPENINSULA REGIONAL OPEN SPACE Our Order Number 0360005383-SG DISTRICT 330 DISTEL CIRCLE Customer Reference 293985 LOS ALTOS, CA 94022 Attention: MIKE WILLIAMS When Replying Please Contact: Buyer: Susan Goulet (650) 591-6782 Property Address: 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 excluded from coverage pursuant to the printed Schedules, conditions and Stipulations of said policy forms. The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said Policy or Policies are set forth in Exhibit A attached. Limitations on Covered Risks applicable to the Homeowner's Policy of Title Insurance which establish a Deductible Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Exhibit A. 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 February 10, 2006, at 7:30 AM OLD REPUBLIC TITLE COMPANY For Exceptions Shown or Referred to, See Attached Page 1 of 8 Pages ORT 31. R-A(RPv. 5/1/00) OLD REPUBLIC TITLE COMPANY ORDER NO. 0360005383-SG UPDATED REPORT The form of policy of title insurance contemplated by this report is: A CLTA Standard Coverage 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. 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: Lots 1, 2, 3, 4, and 5 in Section 23, Township 6, South, Range 5 West, Mount Diablo Base and Meridian. Commencing at the Northwest corner of the Southwest quarter of Section 24, Township 6 South, Range 5 West, M. D. B. & M. and running thence South 20 chains to a corner; thence South 450 West 28.29 chains to the Southwest corner of the East half of the Southeast quarter (East 1/2 of Southeast 1/4) of Section 23, Township and range aforesaid; thence North 40 chains to a comer, and thence East 20 chains to the place of beginning; containing 60 acres, more or less, and being a portion of the East half of the Southeast quarter (East 1/2 of Southeast 1/4) of Section 23, Township, 6 South Range 5 West, M. D. B. & M. The No rtheast quarter No q (Northeast 1/4); the fractional East half of the Northwest quarter (East 1/2 of the Northwest rth est 1/4) / ) and the Northeast quarter of the Southwest quarter (Northeast 1/4 of the Southwest 1/4) of Section 26, Township 6 South, Range 5 West, M. D. B. & M. Lots 2 and 3 of Section 26, Township 6 South, Range 5 West, M. D. B. & M. North half of the Southeast quarter (North 1/2 of Southeast 1/4) of Section 26, Township 6 South, Range 5 West, M. D. B. & M. Containing 80 acres, more or less. The West half of the Northwest quarter (West 1/2 of No rthwest 1/4) of Section 25 Township fi South Ra nge an e 5 Wes P , t M. D. B. & M. 9 , Commencing at the Southeast corner of Section 23, Township 6 South, Range 5 West, M. D. B. & M. and running thence North 20 chains; thence South 450 West 28.29 chains to the Southwest corner of the East half of the Southeast quarter of Section 23, Township and Range aforesaid, and thence East to the place of beginning. PARCEL TWO: Also portion of the San Gregorio Rancho, described as: I 40 acres, more or less, bounded North by lands formerly owned by T. G. Durham on East and South by land formerly owned by J. &S. Downing on the West by lands now or formerly owned by John Pitcher. EXCEPTING THEREFROM a parcel of land containing 1 acre, more or less, conveyed by Edward Ring to Thos. G. Durham, by Deed recorded in Book 37 of Deeds at Page 537. Page 2 of 8 Pages nRT 31 SR-R OLD REPUBLIC TITLE COMPANY ORDER NO. 0360005383-SG UPDATED REPORT EXCEPTING THEREFROM: Beginning at the most Southerly corner common to Sections 25 and 26, Township 6, South, Range 5 West, Mt. Diablo Base and Meridian and running West along the Southerly line of Section 26 and the Northerly line of the Rancho San Gregorio 1321.31 feet to the centerline of a creek; thence leaving said Section line and running in the creek the following courses and distances: North 25* 29' East 127.11 feet; North 57* 26' East 93.00 feet; North 360 04' East 77.73 feet; South 3811 43' East 127.73 feet; North 350 38' East 44.52 feet; North 180 17' East 71.27 feet; North 240 06' West 47.27 feet; North 440 57' East 27.11 feet; North 740 51' East 30.75 feet; North 50 00' West 54.59 feet; North 860 30' East 113.07 feet; North 00 25' West 94.46 feet; North 870 47' East 77.21 feet; North 200 16' East 119.96 feet; North 50 50' West 48.57 feet; North 430 24' East 75.35 feet; South 850 24' East 114.47 feet; North 760 10' East 70.14 feet; South 590 33' East 58.88 feet; North 60 15' West 81.36 feet; North 140 46' East 43.10 feet; North 820 59' East 51.85 feet; North 0" 59' East 37.65 feet; South 850 17' East 66.16 feet; South 870 07' East 30.15 feet; North 640 52' East 57.46 feet; South 820 23, East 132.03 feet; South 490 56' East 68.03 feet; North 760 56' East 45.18 feet; North 550 12' East 60.40 feet to the North and South line between Sections 25 and 26; thence along said last mentioned line South 821.55 feet, more or less to the point of beginning. ALSO EXCEPTING THEREFROM the lands acquired by that certain Final Order of Condemnation filed in the Superior Court of The State of California in and for the County of San Mateo under No. 111749 a certified copy of which was recorded in the office of the County Recorder on August 27, 1965 in Book 5017 of Official it Records at Page 348, (File No. 85385-Y), Records of San Mateo-County, California. ALSO EXCEPTING THEREFROM the lands conveyed to the County of San Mateo, a political subdivision of The State of California by that certain Deed recorded April 2, 1968 in Book 5453 of Official Records at Page 172, (File No. 31386-AB), Records of San Mateo County, California. ALSO EXCEPTING THEREFROM so much (if any) as lies Southeasterly of that certain common boundary line as established by that certain Agreement recorded October 10, 1973 in Book 6483 of Official Records at Page 556, (File No. 81804-AG), Records of San Mateo County, California. PARCEL THREE: So much (if any) as lies Northwesterly of that certain common boundary line as established by that certain Agreement recorded October 10, 1973 in Book 6483 of Official Records at Page 556, (File No. 81804-AG), Records of San Mateo County, California. APN: 081-090-020 JPN: 081-009-090-02 A 081-090-040 081-009-090-01 A 081-090-050 PARCEL FOUR: All that portion of there hereinafter described lands, lying Easterly and Southeasterly of the Tunitas Creek Road, sometimes known as Froment Road; beginning in the Lobitos; Creek, at the upper corner of Ring's Tract; running thence North 52.500 East 11.50 chains up said creek; thence South 831 East 9.20 chains; thence North 400 East 9 chains; thence North 200 East 1.72 chains to corner which is an alder tree marked with 3 notches on each side, said tree being about 36 inches in diameter and standing on the left bank of the Lobitos Creek; thence South 600 East 47 chains to the top of a ridge; thence South 68* East 36.23 chains to the Page 3 of 8 Pages ORT 3158-13 OLD REPUBLIC TITLE COMPANY ORDER NO. 0360005383-SG UPDATED REPORT Tunitas Creek; thence down said creek with its meanderings to Ring's corner; thence North 601 West 97.75 chains, along the line of said Ring's corner to point of beginning. Containing as per survey of S.B. Gilbert, 233.1 acres, more or less. All courses true, meridian variations 150 48. Excepting therefrom so much as lies within the following parcel of land: Beginning at an iron pipe monument, set at the point formed by the intersection of the Southeasterly line of the Tunitas Creek Road (formerly Froment Road) and the line dividing the Moran Ranch and the Ring Ranch; thence along said Southeasterly line of said road, the following courses and distances: North 280 57' 20" East 110.76 feet, North 150 9' 20" East 105.75 feet, North 280 57' 20" East 110.76 feet, North 150 9' 20" East 105.75 feet, North 560 7' East 140 feet; thence leaving said road South 410 28' East 29.90 feet to the center of Tunitas Creek; thence meandering down said Tunitas Creek the following courses and distances: South 520 30' West 152.00 feet, South 310 30' East 53.00 feet, South 190 30' West 75.50 feet, South 550 West 51.00 feet and South 10 30' 40" West 48.91 feet; thence leaving said creek North 600 West 64.80 feet to the point of beginning and being portion of the Moran Ranch, San Mateo County, California. APN: 066-260-040 JPN: 066-026-260-04 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, as follows: Assessor's Parcel No 081-090-020 Code No. 87-057 1st Installment $1.51 Marked Paid 2nd Installment $1.51 NOT Marked Paid Land $215,695.00 Imp. Value $109,735.00 Exemption $325,430.00 All Other Said matters affect Parcels 1, 2 & 3. 2. Taxes and assessments, general and special, for the fiscal year 2005 - 2006, as follows: Assessor's Parcel No 081-090-040 Code No. 87-057 1st Installment $9.17 Marked Paid 2nd Installment $9.17 NOT Marked Paid Land $9,464.00 Imp. Value $0.00 Exemption $9,464.00 All Other Said matters affect Portion of Parcel 1. Page 4 of 8 Pages ORT 31Sq-R OLD REPUBLIC TITLE COMPANY ORDER NO. 0360005383-SG UPDATED REPORT 3. Taxes and assessments, general and special, for the fiscal year 2005 - 2006, as follows: Assessor's Parcel No 081-090-050 Code No. 87-057 1st Installment $9.17 Marked Paid 2nd Installment $9.17 NOT Marked Paid Land $13,671.00 Imp. Value $0.00 Exemption $13,671.00 All Other Said matters affect Portion of Parcel 1. 4. Taxes and assessments, general and special, for the fiscal year 2005 - 2006, as follows: Assessor's Parcel No : 066-260-040 Code No. 87-057 1st Installment $1.51 Marked Paid 2nd Installment $1.51 NOT Marked Paid Land $12,145.00 Imp. Value $0.00 Exemption $12,145.00 All Other Said matters affect Parcel 4. 5. 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. 6. Easements over any existing roads, including but not limited to Tunitas Creek Road. 7. Water or water rights as granted in the instrument Entitled Deeds By and Between Isaac C. Allen, et al; Henry Wilkins; and Spring Valley Water Works Recorded April 16th, 1861 in Book 2 of Deeds, Page 458; and April 20th, 1861 in Book 2 of Deeds, Page 456 Page 5 of 8 Pages ORT 31 SR-R OLD REPUBLIC TITLE COMPANY ORDER NO. 0360005383-SG UPDATED REPORT 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 Great Western Power Company of California, a corporation For a line of poles for transmission of electricity Recorded August 16th, 1929 in Book 427 of Official Records, Page 359 Affects (location not disclosed) 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 Robinson Baird and Ann Baird, his wife For Ingress and egress Recorded August 7th, 1945 in Book 1192 of Official Records, Page 437 Affects (location not disclosed) NOTE: The present ownership of said easement and other matters affecting the interests thereto, if any, are not shown herein 10. Agreement for land conservation Executed by Fabian Bettencourt and Between County of San Mateo, a political subdivision of the State of California On the terms, covenants and conditions contained therein, Dated March 6th, 1967 Recorded March 16th, 1967 in Book 5307 of Official Records, Page 235 Page 6 of 8 Pages ORT 3158-8 OLD REPUBLIC TITLE COMPANY ORDER NO. 0360005383-SG UPDATED REPORT 11. An easement affecting that portion of said land and for the purposes stated herein and incidental purposes as provided in the following Instrument Decree Quieting Title Granted to Florence Beebe For Ingress and egress Recorded April 15th, 1985 in Official Records, under Recorder's Serial Number 85035278 Affects (location not disclosed) NOTE: The present ownership of said easement and other matters affecting the interests thereto, if any, are not shown herein 12. Any facts which a correct survey would show as to exterior boundaries of Parcel Two. NOTE In connection therewith, we note a vague'record legal description. 13. Any easement for water course over that portion of said land lying within the banks of Tunitas Creek and the East Fork of Tunitas Creek and any changes in the boundary lines of said land that have occurred or may hereafter occur from natural causes. 14. Rights and claims of parties in possession. 15. 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, and inquiry of the adjacent land owners and those in possession thereof. NOTE: The affirmative coverage set forth in the covered risks is not being provided by this policy. 16. The requirement that this Company be provided with an opportunity to inspect the land (the Company reserves the right to make additional exceptions and/or requirements upon completion of its inspection). Page 7 of 8 Pages (ART 31 SR-8 OLD REPUBLIC TITLE COMPANY ORDER NO. 0360005383-SG UPDATED REPORT -------------------- Informational Notes------------------- A. The applicable rate(s) for the policy(s) being offered by this report or commitment appears to be section(s) 2.1A. B. Short Term Rate ("STR'� does not apply. C. 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: NONE D. 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 1/3% of the sales price (as defined therein) from any seller, if this property is not the seller's principal residence. The statute, as modified, also provides for certain exemptions to the buyer's responsibility to withhold, which may apply. O.N. TP/Ir Page 8 of 8 Pages GIRT 31 SR-B 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, costs, attorneys' 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; (if)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 s red i 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 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 Old Republic Title Company Privacy Policy Notice PURPOSE OF THIS NOTICE Title 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 PERMITTED 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 0 0. a e � M b ® TAX CODE AREA _ �rt � A. . =I - n •• O rt /O °o r E35, R,5\]V,, An zV 2s a I AA/IY 4AL' ��■✓ 7 \� I "MAO ti A 7 y Oj �----'-- '. J •w.� Wes. Z` ruNirAs 11 I' ' �-4 ASSESSORS YAP COuNrY P' SAN NATEO,GL/f. C Ur-pf'F RD. \` -wtice:This is neither a plat nor a survey, it is furnished merely as a convenience to aid you in locating the land indicated hereon with reference to streets and other land. No liability is assumed by reason of any reliance hereon.' 4 M oW CODE AREA——— p o R i II , J o $ � I 1i I MKNA� b r.r r q --WWI AM OM1f W fi WWI i a O I w, eKoLw f g 0 I aNwrt 09 H I o rl 2 60 A M y / r wetwra,tu[• l�� l� /r FMIL t PAWL 1 IP7 w,•cra d N 4 h/ una.. %uuv Mrurt nor-• ,�� M� / wicra try IY RAf4ir MM•• ,l C 0 AIRCEL A44P VOL 3/PS PU%S/MA JUAC./O Ai SESSOR'S MAP COONPr bF SAM AIArro,CALIf. cABR/LLO UN/FmD schtAL WSTR/Cr 'Nottce:This is neither a plat nor a survey, it is furnished merely as a convenience to aid you in locating the land indicated hereon with reference to streets and other land. No liability is assumed by reason of any reliance hereon.' EXHIBIT B ASSIGNMENT OF LEASE This Assignment of Lease and Security Deposits("Assignment") is entered into as of 12007 between Peninsula Open Space Trust("POST"), a California non-profit public benefit corporation ("Assignor")and Midpeninsula Regional Open Space District("District"), a California special district ("Assignee"). RECITALS A. Assignor and Assignee have entered into a Purchase Agreement("Agreement")dated , 2007 in which Assignee has agreed to acquire real property known as the Tunitas Creek property, located in an unincorporated area of the County of San Mateo, State of California ("Property"), Assessor's Parcel Numbers 066-260-040, 081-090-020, 040 and 050, and more particularly described in Exhibit A of the Agreement. B. Assignor has previously entered into the following lease of the Property ("Lease"),a copy of which is attached, hereto marked Exhibit I, and incorporated in this Assignment: an Agricultural Lease between Peninsula Open Space Trust and Doug Edwards, dated July 14, 2006. C. Pursuant to the Agreement, Assignor has agreed to assign to Assignee all right, title, and interest in the Lease, and Assignee has agreed to assume all Assignor's obligations under the Lease. For good and valuable consideration received, Assignor and Assignee agree as follows: I SECTION 1. ASSIGNMENT Assignor assigns all right,title interest and obligations in the Lease to Assignee effective upon the date g g g g g P of Close of Escrow for the purchase of the Property from Assignor by Assignee, which shall be the effective date of this Assignment. SECTION 2. NOTICE TO TENANT Following the execution of the Agreement, Assignor shall give notice to the tenant under the Lease that Assignee has entered into the Agreement to purchase the Property and has been assigned, and has acquired, all of Assignor's interest in the Lease. SECTION 3. ASSUMPTIONS Assignee assumes all the landlord's obligations, duties, responsibilities, and liabilities under the Lease. SECTION 4. ASSIGNOR'S COVENANTS Assignor covenants to the best of its knowledge that the Lease is in full force and effect. Assignor further covenants to the best of its knowledge that there are no defaults under the Lease. SECTION 5. INDEMNITY A. Assignor shall indemnify and defend Assignee against and hold Assignee harmless from all claims, demands, liabilities, losses, damages, costs and expenses, including, without limitation, 1 i reasonable attorneys' fees and disbursements(collectively"Claims")caused by any failure by Assignor to perform any of its obligations under the Lease(as landlord)prior to the date of this Assignment or any breach of the Lease occurring prior to the date of this Assignment. B. Except as set forth in the preceding paragraph, Assignee shall indemnify and defend Assignor against and hold Assignor harmless from any Claims caused by Assignee's failure to perform any of its obligations under the Lease(as landlord) on or after the date of this Assignment(i.e.,do not arise out of conduct, acts or failures to act, circumstances or events taking place prior to the date of this Assignment) and during the period of Assignee's ownership of the real property subject to the Lease. SECTION 6. SUCCESSORS This Assignment shall be binding on and inure to the benefit of the parties to it, their heirs, executors, administrators, successors in interest, and assigns. SECTION 7. SEVERABILITY If any term or provision of this Assignment shall be held invalid or unenforceable,the remainder of this Assignment shall not be affected. SECTION 8. WAIVERS No waiver or breach of any covenant or provision shall be deemed a waiver of any other covenant or w and executed b the waiving party. provision, and no waiver shall be valid unless m writing y g p y SECTION 9. CONSTRUCTION Headings are solely for the parties' convenience, and are not a part of this Assignment, and shall not be used to interpret this Assignment. The singular form shall include plural and vice versa. This Assignment shall not be construed as if it had been prepared by one of the parties, but rather as if both parties have prepared it. Unless otherwise indicated, all references to sections are to this Assignment. SECTION 10. COUNTERPARTS This Assignment may be executed in one or more counterparts, each of which shall be deemed an original and all of which taken together shall constitute one and the same instrument. This Assignment may not be amended or altered except by a written instrument executed by Assignor and Assignee. SECTION 11. FURTHER ASSURANCES Whenever requested to do so by the other party, each party shall execute, acknowledge, and deliver any further conveyances,Assignments, confirmations, satisfactions, releases, powers of attorney, instruments of further assurance, approvals, consents, and any further instruments or documents that are necessary, expedient, or proper to complete any conveyances, transfers,or assignments contemplated by this Assignment. In addition, each party shall do any other acts and execute, acknowledge, and deliver any requested documents in order to carry out the intent and purpose of this Assignment. i 2 SECTION 12. THIRD-PARTY RIGHTS Nothing in this Assignment, express or implied, is intended to confer upon any person, other than the parties and their respective successors and assigns, any rights or remedies. SECTION 13. GOVERNING LAW This Assignment shall be governed and construed in accordance with California law. POST and DISTRICT, by their execution below, indicate their consent to the terms of this Assignment. PENINSULA OPEN SPACE TRUST, a California non-profit public benefit corporation By: Audrey C. Rust, President Date: MIDPENINSULA REGIONAL OPEN SPACE DISTRICT APPROVED AND ACCEPTED: By: Ken Nitz, President, Board of Directors Date: ATTEST: By: Sally Rice, District Clerk APPROVED AS TO FORM: By: Susan M. Schectman, General Counsel 3 "EXHIBIT I" T. 'EXHIBIT B" OF PURCHAS_ _-iGREEMENT AGRICULTURAL LEASE THIS LEASE is made as of this day of July, 2006, between PENINSULA OPEN SPACE TRUST, a California non-profit public benefit corporation ("Landlord"), and DOUG EDWARDS ("Tenant"). RECITALS A. Landlord owns certain real property located in Coastal San Mateo County consisting of approximately 705 acres, commonly known as Thysen Tunitas (the "Property"). B. Landlord acquired the Property to protect and restore its natural resources and beauty, P to develop its recreational potential and to continue agricultural uses. C. Tenant wishes to lease a portion of the Property for the purpose of grazing. D. Landlord desires to lease a portion of the Property under the terms contained in this Lease. The portion of the Property being leased hereunder ("Leased Premises"), more fully depicted in Exhibit A attached hereto, consists of approximately 181 acres of thereon. grazing land together with all improvements � g g AGREEMENT NOW, THEREFORE, for adequate consideration Landlord and Tenant agree as follows. 1. Lease. Landlord leases to Tenant the Leased Premises, upon all of the terms, covenants and conditions in this agreement (the "Lease"). The Leased Premises are being leased "AS IS," with Tenant accepting all defects, if any; and Landlord makes no representation or warranty of any kind, express or implied, with respect to the Leased Premises (without limitation, Landlord makes no warranty as to the habitability, fitness or suitability of the Leased Premises for a particular purpose, nor to the absence of any toxic or otherwise hazardous substances). This Paragraph is subject to any contrary requirements under applicable law; however, in this regard Tenant acknowledges that he has been given the opportunity to inspect the Leased Premises and to have qualified experts inspect the Leased Premises prior to the execution of this Lease. Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty to Tenant as to the present or future condition of the Leased Premises or the suitability of the Leased Premises for the conduct of Tenant's business. Edwards Grazing Lease Thysen Tunitas Page 2 2. Term. The term of this Lease will be for a period of twelve months commencing July 15, 2006 and ending July 14, 2007 (the "Term of Lease"). Thereafter, the term of this Lease shall automatically be extended from each July 15 to the next succeeding July 14 (a "Twelve Month Extension"). Notwithstanding the foregoing, the following termination rights shall apply: (i) Landlord shall have the right to terminate this Lease at any time during the initial term or during any Twelve Month Extension in accordance with the terms of Paragraph 24.2 entitled "Termination of Lease"; (ii) Landlord shall have the right to terminate this Lease at the end of the initial term or at the end of any Twelve Month Extension so long as Landlord gives written notice to Tenant at least sixty days before the commencement of the following Twelve Month Extension; and (iii) Tenant may terminate this Lease as of the end of the initial term or as of the end of any Twelve Month Extension by giving Landlord written notice of Tenant's election to so terminate this Lease so long as such notice is delivered to Landlord at least thirty days prior to the expiration of the then effective lease term. In further limitation, no right to extend this Lease in any case exists on the part of Tenant if any uncured breach by Tenant exists on the last day of the initial term or Twelve Month Extension as the case may be. Landlord will deliver possession of the Leased Premises to Tenant at the commencement of the specified Term of Lease. On the expiration of the Term of Lease, and provided that Tenant is not at that point in breach of any of its duties under this Lease, then at Tenant's written request Landlord will grant to Tenant a limited, non-exclusive license for Tenant to remove livestock and materials on the Leased Premises. Both parties agree that this license does not constitute a tenancy. The fee for the license will be 75% of the monthly rent payable during the last full month of the Term of Lease, payable in advance and without offset. 3. Rent. 3.1. Rent. For rent payable hereunder, Tenant agrees to pay $384 in twelve payments of$32. Payments are advance rent and are due on or before the first day of every month of the Term of Lease. At the end of the initial term of the lease on July 14, 2007 rent will be payable by Tenant as follows: rent for each Twelve Month Extension shall be in the amount of$384 for such entire period and shall be due in twelve payments of$32 on or before the first day of every month of such Twelve Month Extension. Notwithstanding the foregoing, Landlord shall have the right, in its sole discretion, to increase or decrease the rent due for any Twelve Month Extension so long as Landlord gives written notice to Tenant of the amount of such rent adjustment at least sixty days before the commencement of the Twelve Month Extension in question, and if Landlord gives such notice in a timely fashion, the rent shall be specified for the succeeding period in question unless Tenant terminates this Lease in a manner described in Paragraph 2. All rent payments will be paid to Landlord at its office at 3000 Sand Hill Road, Building 1, Suite 155, Menlo Park, California 94025 or at such Edwards Grazing Lease Thysen Tunitas Page 3 other place as Landlord may designate in writing. All rent will be paid free from all claims or setoffs of any kind against Landlord. 3.2. Maintenance Work. In partial consideration of the Leased Premises, Tenant will complete all work specified in the list attached as Exhibit B (collectively the "Maintenance Work") at Tenant's own cost and within the Terrri of the Lease. Tenant will obtain Landlord's approval before installing new fencing or gates within any previously unfenced or un-gated areas. Landlord shall have the right, in its sole discretion, to make changes to the Maintenance Work for any Twelve Month Extension so long as Landlord gives written notice to Tenant sixty days before the commencement of the Twelve Month Extension in question, and if Landlord gives such notice in a timely fashion, the rent shall be specified for the succeeding period in question-unless Tenant terminates this Lease in a manner described in Paragraph 2. Landlord may inspect the Leased Premises on a quarterly basis to assure all Maintenance Work will be completed within the Term of Lease. All Maintenance Work will be completed and delivered free from all liens, claims, demands, setoffs or counterclaims against Landlord of any kind. If Maintenance Work is in the reasonable discretion of Landlord unsatisfactory, Landlord will notify Tenant of the deficiency within seven days after the inspection. Upon such notification of deficiency, Tenant will have twenty days to correct the deficiency at Tenant's own expense. If the deficiency is not corrected, Landlord may do the work in accordance with Paragraph 9.7, or terminate the Lease in accordance with Paragraph 24.2. 4. Late Charges. Tenant acknowledges that late payment by Tenant to Landlord of any installment of sums due under this Lease will cause Landlord to incur costs not contemplated by this Lease, the exact amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges, collection charges and lost interest. Accordingly, if any sum due from Tenant under this Lease is not received by Landlord or Landlord's designee within five days after such amount was due, then, without any requirement for notice to Tenant, Tenant will pay to Landlord a late charge equal to ten percent of such overdue amount. The parties agree that such late charge represents a fair and reasonable estimate of the costs Landlord will incur by reason of late payment by Tenant. Acceptance of such late charge by Landlord will in no event constitute a waiver of Tenant's default with respect to such overdue amount, nor prevent Landlord from exercising any of the other rights and remedies granted under this Lease. 5. Use. 5.1. Permitted Uses. Tenant will use and occupy the Leased Premises solely for the purpose of grazing and dry farming and for no other purpose except with the prior written consent of Landlord. Edwards Grazing Lease Thysen Tunitas Page 4 5.2. Insurance Prohibition. Tenant will not make or permit any use of the Leased Premises or act thereon which will increase the existing rate of insurance on any portion of the Property or cause the cancellation of any insurance policy covering any portion of the Property. If any act by Tenant or use of the Leased Premises made or permitted by Tenant will directly cause any cost increase for Landlord's insurance, such additional expense will be paid by Tenant to Landlord upon demand as additional rent. Tenant will not permit to be kept or used in or about the Leased Premises any article which may be prohibited by any of Landlord's insurance policies. 5.3. Waste or Nuisance. Tenant will not commit or suffer to be committed any waste upon the Leased Premises, or any public or private nuisance, or any other act or thing which may disturb the quiet enjoyment of any other tenant in the vicinity. Tenant will keep the Property clean and free from inoperable vehicles and any other rubbish. Tenant will store all garbage within closed containers and will regularly dispose of such garbage at its own expense. Tenant will not burn any garbage of any kind in or about the Leased Premises and will not use or permit the use of any portion of the Property for any unlawful purpose. 5.4. Conservation Easement. Tenant will comply in all regards with the provisions of any conservation easement recorded against the Property. 6. Hunting Rights and other Recreational Activities. Tenant may not hunt nor use or discharge weapons of any kind on the Property, and will not permit anyone else to do so. Further, Tenant may not use the Leased Premises for any public or private entertainment events without prior written permission of Landlord. 7. Improvements and Alterations. Tenant will not, without Landlord's express prior written consent, which may be withheld in Landlord's sole and absolute discretion, make any alterations or additions to the Leased Premises, including without limitation the construction of buildings, new fences or structures of any sort, nor without such consent will Tenant do any grading, trenching or earth moving of any sort on the Leased Premises except for Maintenance Work pursuant to Paragraph 3.2 and stewardship work pursuant to Paragraph 9. Tenant will not install or permit the placement of any signs on the Leased Premises of any sort without Landlord's express prior written consent which consent may be withheld in Landlord's sole and absolute discretion. 8. Liens and Encumbrances. Tenant will not incur or suffer any liens or encumbrances to be levied or asserted against the Leased Premises, any improvement thereon or appurtenance thereto without the prior written consent of Landlord. Tenant will not execute any security agreement relating to the Leased Premises, any appurtenance Edwards Grazing Lease Thysen Tunitas Page 5 thereto, or any equipment located thereon. Tenant will promptly notify Landlord of any claims or liens against the Leased Premises, the improvements thereon, appurtenances thereto, or equipment located thereon, so that Landlord may take such steps as Landlord may deem appropriate for the protection of the Leased Premises and appurtenances. 9. Land Management and Stewardship. 9.1. Maintenance of Leased Premises and Grazing Practices. Tenant will diligently use the Leased Premises for grazing in a proper and farmerlike manner and in accordance with good and approved grazing practices, including maintaining standards set forth below. Tenant will comply in all regards to the provisions of the I PY g grazing management practices specified in Exhibit C attached hereto. Tenant will keep unauthorized individuals away from Leased Premises. Tenant will notify Landlord when an property disturbance b unauthorized individuals occurs including but not YP P Y � Y g limited to hunting, trespassing, etc. i 9.2. Erosion Control and Road Repair. Tenant will control soil erosion as completely as practicable by (i) filling in or otherwise controlling small washes or ditches that may form in or alongside farm roads and fields; and (ii) discing all fallow fields and planting with a cover crop approved by the USDA Natural Resources Conservation Service (NRCS). Ground cover in all other areas will be maintained, as necessary. Tenant will keep and maintain all ditches, roadways, and other improvements on the Leased Premises in good condition. Tenant will keep all roads and access to fields safe and drivable. Tenant will obtain Landlord's approval before undertaking any road repairs or improvements. Road repairs and erosion control work will meet the applicable standards and practices recommended by the USDA Natural Resources Conservation Service (NRCS) and as implemented in San Mateo County by the local field office of the Resource Conservation District (RCD). 9.3. Buffer Areas. Tenant will protect adjacent areas of natural habitat and creek corridors from disturbance. Tenant will not clear trees or vegetation from the banks of streams without prior written approval of Landlord. Tenant will keep crops at least fifty feet back from the top of the creek bank along stream corridors, gullies and ravines, except where necessary for farm machinery crossings. Crossings will be minimized. Tenant will keep vehicles and farm machinery at least thirty-five feet back from the top of the creek bank along stream corridors, gullies and ravines. Tenant will keep crops at least fifty feet back from the top of the coastal bluff. Tenant will keep vehicles and farm machinery at least thirty-five feet back from the top of the coastal bluff. Edwards Grazing Lease Thysen Tunitas Page 6 9.4. Pests Fire Hazards and Trees. Tenant will protect the Leased Premises and crops thereon from noxious grasses, weeds and plants, and from animal and insect pests, and free from fire hazards. Tenant will care for and protect all trees on the Leased Premises; provided, however, that Tenant will not cut any timber or remove any trees from said Leased Premises for any purpose whatsoever without the prior written consent of Landlord, nor will Tenant commit or suffer to be committed any waste or nuisance upon the Leased Premises. 9.5. Waiver. Tenant hereby expressly waives the benefit of Sections 1932(2) and 1933(4) of the California Civil Code, and any other laws inconsistent with the terms of this Lease, permitting a tenant to make repairs at the expense of a landlord or to terminate a lease b reason of the condition of the remises. Y P 9.6 . Water and Water Systems. (a) Tenant will, at its own expense, service and maintain in good i condition all wellspumping plants equipment, pi elines ditches and canals now situated on or serving the Leased Premises. Landlord may at any time,make such major repairs to such pumping plant and equipment as in its judgment may be necessary or desirable but Landlord will be under no obligation to make such repairs and will not g P be liable for any failure or shortage of water or for the flooding of the Leased Premises from any cause whatsoever. (b) Tenant is responsible for costs of water used on the Leased Premises and pay promptly any charges for water furnished to or used upon the Leased Premises for irrigation purposes and otherwise. (c) Tenant will comply with federal, state and local laws, ordinances or regulations now or later enacted governing the use of water on the Property including, but not limited to the following: (i) California Department of Fish and Game agreements regarding water diversions and in-stream bypass flows, (ii) State Water Resources Control Board permits, and (iii) all County of San Mateo court rulings or judgements. (d) Tenant expressly acknowledges that Landlord has made no warranty and no warranty will be implied by reason of any term of this Lease concerning the availability or sufficiency of water for use upon the Leased Premises; nor has Landlord made any warranty concerning the sufficiency of wells, pumping plants, canals, pipelines or any other irrigation equipment for provision of water to the crops or the dwellings upon the Leased Premises; nor has Landlord made any warranty concerning the sufficiency of any provisions for the control of flooding of the Leased Premises. Edwards Grazing Lease Thysen Tunitas Page 7 (e) Landlord reserves the right to terminate this Lease as to any portion of the Leased Premises for the purpose of construction of reservoirs or other water works facilities by giving not less than ninety days prior written notice, or until reasonably necessary for Tenant to harvest current crop. 9.7. Landlord's Right to Perform. If Tenant fails to perform any maintenance or repair which is an obligation of Tenant hereunder, including without limitation the Maintenance Work and repair work included in Paragraphs 3.2, and 9.1 through 9.6, Landlord will have the option, but not the obligation, to perform such maintenance or repair at the expense of Tenant. If Tenant fails to perform such maintenance or repair within fifteen days following written notice from Landlord stating the failure or if Tenant commences performance within the period but fails to diligently and in good faith continuously work to complete performance, Tenant will pay, as additional rent due hereunder, all of Landlord's costs for performing such maintenance or repair, plus ten percent for overhead. Such additional rent will be due upon presentation of the bill. Landlord will have no liability to Tenant for any damage, inconvenience or interference with the use of the Leased Premises by Tenant as a result of the performance of any such maintenance or repair, and the rent will not be abated. The right of Landlord to perform maintenance or repair at the expense of Tenant is in addition to, and not in lieu of, any other right or remedy available to Landlord under this Lease or at law. 10. Payment of Operating Costs. Tenant will pay all costs (except Landlord's real property taxes) in connection with the Leased Premises, including but not limited to costs of preparing the Leased Premises for planting of crops, production costs, costs of tools and labor, electricity and other utilities. 11. Taxes and Assessments. Tenant will pay, prior to delinquency, all personal property taxes or assessments levied upon Tenant's personal property. On demand, Tenant will pay any taxes resulting from an increase in the assessed value of Landlord's Property due to the inclusion of the value placed on the personal property or trade fixtures of Tenant or placed on the Leased Premises by Tenant. On demand, Tenant will provide to Landlord satisfactory evidence of payment of taxes. In the event Landlord sells or otherwise transfers all or any portion of the Leased Premises to a public or quasi-public entity during the Term of Lease, any tax, possessory or otherwise, imposed due to Tenant's leasehold interest will be Tenant's sole cost and responsibility. 12. Insurance. Throughout the Term of Lease, Tenant will, at its sole expense, procure and maintain public liability insurance from an insurance company satisfactory to Landlord, providing Bodily Injury and Property Damage, combined single limit of not less than$2,000,000. Tenant will comply with all requirements, applying to the premises, of any insurance organization, necessary for the maintenance of reasonable Edwards Grazing Lease Thysen Tunitas Page 8 public liability insurance covering the structures, trees and other crops. Landlord will be listed as an additional insured on these policies. Tenant will provide Landlord with Certificates of Insurance at the commencement of the Term of the Lease. 13. Indemnity. Tenant, Tenant's family and any of Tenant's employees will indemnify, defend, and hold harmless Landlord and its officers, directors and employees from all fines, suits, procedures, claims, and actions of every kind and all costs associated therewith (including reasonable attorneys' and consultants' fees) arising in or about the Leased Premises or from Tenant's operations on the Leased Premises, except any claim which is the direct result of Landlord's intentional misconduct. 14. Compliance with Applicable Laws, Regulations and Agreements. Tenant will use the Leased Premises in strict compliance with all laws, statutes, ordinances, rules, regulations and orders of federal, state or county governments which may be applicable to the Leased Premises or the use or occupancy thereof. Tenant will conform with and abide by all plans, restrictions and regulatory provisions under any existing or future crop production, marketing or control measures, and will execute all necessary documents in connection therewith. Tenant will not enter into any soil conservation, acreage reserve or cropping plan or agreement affecting the Leased Premises, whether proposed in accordance with governmental authority or by private agreement without the prior written consent of Landlord. 15. Hazardous Substances. The term "Hazardous Substances," as used in this Lease, will include, without limitation, flammables, explosives, radioactive materials, asbestos, polychlorinated biphenyls (PCB's), chemicals known to cause cancer or reproductive toxicity, pollutants, contaminants, hazardous wastes, toxic substances or related materials, petroleum or petroleum products, and substances declared to be hazardous or toxic under any law or regulation now or hereafter enacted by any governmental authority. 15.1. Environmental Prohibitions. Tenant will not cause or permit to occur: (a) Any violation of any federal, state or local law, ordinance or regulation now or hereafter enacted, related to environmental conditions on, under, or about the Leased Premises, or arising from Tenant's use or occupancy of the Leased Premises, including, but not limited to, soil and ground water conditions; or (b) The use, generation, release, manufacture, refining, production, processing, storage, or disposal of any Hazardous Substance on, under, or about the Leased Premises, or the transportation to or from the Leased Premises of any Hazardous Substance, except Hazardous Substances which are ordinarily used in connection with the permitted use(s) set forth in Paragraph 5,1 above and which are Edwards Grazing Lease Thysen Tunitas Page 9 used in compliance with applicable federal, state or local law, ordinance or regulation now or hereafter enacted. 15.2. Environmental Compliance. (a) Tenant will, at Tenant's expense, comply with all laws regulating the use, generation, storage, transportation, or disposal of Hazardous Substances (the "Laws"). (b) Tenant will, at Tenant's expense, make all submissions to, provide all information required by, and comply with all requirements of all govern-mental authorities (the "Authorities"). (c) If any Authority or any third party demands that a clean-up plan be prepared and that a clean-up be undertaken because of any deposit, spill, discharge, or other release of Hazardous Substances that occurs during the Term of Lease, at or from the Leased Premises, or which arises at any time from Tenant's use or occupancy of the Leased Premises, then Tenant will, at Tenant's expense, prepare and submit the required plans and all related bonds and other financial assurances; and Tenant will carry out all work required by such clean-up plans at no cost to Landlord. (d) Tenant will promptly provide all information regarding the use, generation, storage, transportation or disposal of Hazardous Substances that is requested by Landlord or by an Authority. If Tenant fails to fulfill any duty imposed under this Paragraph, Landlord may do so at the expense of Tenant; and in such case, Tenant will cooperate with Landlord in order to prepare all documents Landlord deems necessary or appropriate to determine the applicability of the Laws the Leased Premises and Tenant's use thereof, and for compliance therewith, and, Tenant will execute all documents promptly upon Landlord's request. No such action by Landlord and no attempt made by Landlord to mitigate damages, under any Law will constitute a waiver of any of the Tenant's obligations under this Paragraph. (e) Tenant's obligations and liabilities under this Paragraph will survive the expiration or termination of this Lease. 15.3. Environmental Indemnity. Tenant will indemnify, defend, and hold harmless Landlord and its officers, directors and employees from all fines, suits, procedures, claims, and actions of every kind and all costs associated therewith (including reasonable attorneys' and consultants' fees) arising out of or in any way connected with any deposit, spill, discharge, or other release of Hazardous Substances that occurs during the Term of Lease at or from the Leased Premises, or which arises at any time, from Tenant's use or occupancy of the Leased Premises, or from Tenant's Edwards Grazing Lease Thysen Tunitas Page 10 failure to provide all information, make all submissions, and take all actions required by all Authorities under the Laws and all other environmental laws, excepting only occurrences arising from the negligent acts of Landlord or Landlord's agents or Hazardous Substances migrating onto or under the Property or Leased Premises from adjacent properties through no act or omission of Tenant. Tenant's obligations and liabilities under this Paragraph will survive the expiration or termination of this Lease. 16. Landlord's Right of Entry. Landlord, its agents or representatives will have the right, at all times, on reasonable notice to Tenant (except for emergencies), to enter the Leased Premises, to inspect them or any crops growing or being removed therefrom, or pursuant to any of the rights reserved to Landlord under this Lease or for the protection of Landlord's interest in the Leased Premises. Tenant will supply Landlord or its agent with keys or other instruments necessary to effect entry on the Leased Premises. Landlord reserves the right to enter onto the property: (a) to exercise its rights under this lease; (b) in the event of an emergency; and (c) in order to show the property to donors, board members, or agency representatives, but only on reasonable notice to Tenant. In the event Landlord assigns the Lease during the Term of Lease to the Midpeninsula Regional Open Space District ("District"), Landlord's reserved rights of entry shall also include the right to enter onto the Property: (a) to conduct routine patrols in accordance with District open space use and management policies currently in effect during the Term of Lease, (b) to conduct land surveys, geotechnical investigations, natural resource and recreational use planning, range management planning, natural and cultural resource assessments, and other land and environmental research in accordance with District's mission to preserve and manage open space resources, and (c) to conduct guided tours for members of the public, but only on reasonable notice to Tenant. 17. Mineral Rights. All rights in all minerals, oils, gas, and other hydrocarbons are expressly reserved to Landlord and other parties, and expressly excepted from the Property covered by the terms of this Lease. Landlord reserves to itself and its agents the right to enter upon the Leased Premises to utilize said rights, and such entry will not be deemed to be a wrongful disturbance of Tenant's quiet enjoyment of the Leased Premises. 18. Landlord's Security Interest. There is hereby created a security interest to secure the payment of all indebtedness of Tenant to Landlord which may become due hereunder, whether for rentals, for moneys advanced, for expenses incurred or any other consideration, together with all interest thereon. Said security interest will be a charge on all crops and produce grown upon the Leased Premises and upon such domestic animals and farm equipment as Tenant may place upon the Leased Premises during the Term of Lease, and no part of such crops or produce, nor any such domestic animals or Edwards Grazing Lease Thysen Tunitas Page 11 farm equipment, will be removed from the Leased Premises until all such indebtedness is paid in full. 19. Sale to Public Agency and Eminent Domain. If any portion of the Leased Premises is sold, transferred or condemned for public or quasi-public use, Landlord will have the right by ninety days' written notice to Tenant, or until reasonably necessary for Tenant to harvest current crop, to terminate this Lease as to all or such portion so sold or condemned and, if only a portion is so sold or condemned, the rental to be paid by Tenant will be reduced in the proportion that the arable acreage of the Leased Premises as to which this Lease will terminate bears to the total arable acreage of the Leased Premises. If this Lease is so terminated as to all or any portion of the Leased Premises, Landlord will be entitled to all damages or moneys awarded for such condemnation except for Tenant's interest in crops in the ground. Tenant hereby irrevocably assigns and transfers to the Landlord any right to compensation or damages to which the Tenant may otherwise become entitled by reason of the condemnation of all or a portion of the Leased Premises except for Tenant's interest in crops in the ground. Landlord will have the sole right to defend or settle any such condemnation action with respect to the Leased Premises, excepting Tenant's interest in crops in the ground. 20. Assignment and Subletting. (a) Landlord has the right in its sole discretion to sell, transfer, assign or encumber this Lease, including but not limited to, the right to assign this Lease in full or in part to the Midpeninsula Regional Open Space District, without prejudice to Landlord's ability to elect to exercise its ability to terminate this Lease upon sale or transfer of the Leased Premises to a government entity as set out in Section 19 herein. (b) Tenant will not assign, transfer or encumber this Lease or any part thereof, or sublet the Leased Premises without the prior written consent of Landlord, provided that such consent will not be unreasonably withheld. Tenant will remain liable hereunder notwithstanding such assignment or subletting. Any such assignment or subletting without such consent will be void and, at the option of Landlord, will forthwith terminate this Lease, and Tenant will remain liable under this Lease notwithstanding any such assignment or subletting. Tenant will terminate all subleases on or before termination or expiration of this Lease and will be responsible for the actions of subtenant, including removal of any equipment or debris left by subtenant. 21. Default by Tenant. All covenants and agreements contained in this Lease are conditions to this Lease. Should Tenant default in the performance of any covenant, condition or agreement contained in this Lease, and such default continues for thirty days after written notice thereof, or for five days after written notice of failure to pay any monetary obligation, Landlord may resort to the remedies described in Paragraph Edwards Grazing Lease Thysen Tunitas Page 12 24 below. The notice periods in this Paragraph are in lieu of, and not in addition to, notice periods provided for by statute. 22. Landlord's Right to Cure Tenant's Defaults. If Tenant fails to pay any charges, tax or other amounts herein required to be paid by him when due, or Tenant fails to pay any sums required to be paid hereunder to protect Landlord's interest herein, the same may be paid by Landlord and all sums so expended by Landlord will immediately become due and payable from Tenant to Landlord and will bear interest until paid at the rate of ten percent per annum. 23. Insolvency of Tenant. The insolvency of Tenant, as evidenced by the appointment of a receiver to take possession of all or substantially all of the assets of Tenant, the making of a general assignment by Tenant for the benefit of creditors or an action taken or suffered by Tenant under any bankruptcy or insolvency act, will terminate this Lease and entitle Landlord to re-enter and regain possession of the Leased Premises. The levying of any writ of attachment or writ of execution against Tenant's interest in the Leased Premises or any crops thereon, which will not be satisfied or discharged by Tenant within thirty days from the date of levy or execution, will terminate this Lease and entitle Landlord to re-enter and regain possession of the Leased Premises. 24. Landlord's Remedies. 24.1. Continuation of Lease. Upon default of this Lease by Tenant, Landlord may, without notice to Tenant, elect to allow this Lease to continue in full force and effect and to enforce all of Landlord's rights and remedies hereunder, including without limitation, the right to collect rent as it becomes due, as long as Landlord does not terminate Tenant's right to possession of the Leased Premises. The following acts by Landlord, without limitation, will not constitute a termination of Tenant's right to possession of the Leased Premises; (a) Acts of maintenance or preservation or efforts to relet the Property; or (b) The appointment of a receiver on initiative of Landlord to protect its interest under this Lease. 24.2. Termination of Lease. Upon default of this Lease by Tenant, or at some later date if a default has occurred and is continuing and Landlord has not theretofore elected to terminate Tenant's right to possession, Landlord may elect to terminate Tenant's right to possession and may take possession of all crops, harvested or unharvested, and may remove all persons and property from the Leased Premises; Landlord may store the property removed in a public Edwards Grazing Lease Thysen Tunitas Page 13 warehouse or elsewhere at Tenant's expense and for his account. Landlord, at its sole election, will become the owner of all crops of which it has so taken possession, without being obligated to compensate Tenant for them. Any sale of such crops by Landlord will be credited against Tenant's debt to Landlord. If Landlord so elects to terminate Tenant's right to possession, this Lease will thereupon terminate and Tenant will pay to Landlord: (a) All amounts, including but not limited to unpaid rent, owed under this Lease at the time of such termination and the amount by which such rent and other sums due between such time of termination and the time paid or a court award, whichever is earlier, except the amount of such loss that Tenant proves could have been reasonably avoided by Landlord, plus interest on all such amounts at the rate of ten percent per annum from the date due; (b) The present value of the amount by which the Rent and other sums payable under this Lease for the balance of the term after the time paid or the time of a court award, whichever is earlier, except the amount of such loss that Tenant proves could be reasonably avoided by Landlord. Such present value will be computed by discounting such amount at the rate of one percent (1%) plus the discount rate of the Federal Reserve Bank of San Francisco at the time of payment or award, whichever is earlier; (c) Any and all costs or expenses which Landlord may incur as a result of Tenant's breach including costs and expenses in attempting to relet, including, but not limited to, reasonable expenses in retaking possession of the Property, reasonable legal expense, attorneys' fees and brokerage fees and reasonable costs of alteration to the Leased Premises in connection with reletting; and (d) Any other amount to compensate Landlord fully for all detriment proximately caused by Tenant's failure to perform its obligations hereunder or which in the ordinary course of things would likely result therefrom. Efforts by Landlord to mitigate the damage caused by Tenant's default of this Lease will not waive Landlord's right to recover damages hereunder. The foregoing rights will be concurrent and cumulative, and in addition to, and not in derogation of, all other rights and remedies available to Landlord. 25. Surrender and Holding Over. Upon expiration of the Term of Lease hereof or � sooner termination of this Lease, Tenant will surrender and deliver up possession of the Edwards Grazing Lease Thysen Tunitas Page 14 Leased Premises in good condition, reasonable wear and tear and damage by act of God excepted. 26. Expenses. In the event of litigation or arbitration between the parties arising out of or relating to this Lease, the prevailing party will be entitled to recover court or arbitration costs and reasonable fees of attorneys, accountants and expert witnesses incurred by such party in connection with the action or arbitration, including such costs and fees incurred because of any appeals. The prevailing party also will be entitled to recover all such costs and fees that may be incurred in enforcing any judgment or award, and this provision will not be merged into any judgment but will survive any judgment. 27. Waiver. No express or implied waiver by Landlord of any default hereunder will in any way be, or be construed to be, a waiver of any future or subsequent default of Tenant or a waiver of any of the rights of Landlord under the terms hereof. 28. Removal of Crops. Upon Landlord's request, Tenant agrees to remove all of Tenant's crops and domestic animals from all land leased by Tenant prior to vacating the Property upon termination of leasing of the Property, subject to Tenant's limited rights to a license pursuant to Paragraph 2. 29. Authority. The parties represent and warrant they have the full right, power and authority to enter into this lease and to perform, undertake and accept the obligations contemplated hereunder. 30. Notices. Any notice required or permitted to be given hereunder will be deemed given five days after deposit in the United States mail, first class postage prepaid, and addressed to the appropriate party as follows, or at such other address as may have been given by that party to the other during the Term of Lease. Notice may also be given by personal delivery, courier, or facsimile, in which case the notice is effective when either received or declined by the recipient. To Landlord: Peninsula Open Space Trust 3000 Sand Hill Road, Building 1-155, Menlo Park, California 94025 Attn.: Chris Detwiller, Conservation Project Manager To Tenant: Doug Edwards P.O. Box 1112 Half Moon Bay, CA 94019 Edwards Grazing Lease Thysen Tunitas Page 15 31. Miscellaneous. (a) Governing Law. This agreement will be governed by and construed in accordance with the laws of California. (b) Gender. The terms "Landlord" and "Tenant" as used herein will include the masculine, feminine and neuter genders and the singular and plural numbers; and if more than one person executes this instrument as Tenant, the obligations of Tenant hereunder will be joint and several. (c) Headings. Headings at the beginning of each Paragraph are solely for the convenience of the parties and are not a part of and will not be used to interpret this Lease. (d) Integratic, . This Lease contains the entire agreement between the parties regarding the subject matter of the Lease, and this Lease expressly supersedes all previous or contemporaneous agreements, understandings, representations, or statements between the parties regarding those matters. (e) Amendments. This Lease may be amended only be a writing signed by the party whom or against whose successors and assigns enforcement of the change is sought. (f) Effect of Partial Invalidity. If any term or provision of this Lease or any application thereof will be held invalid or unenforceable, the remainder of this Lease and any application of the terms and provisions will not be affected thereby, but will remain valid and enforceable. (g) Exhibits. All Exhibits referred to in this Lease are attached hereto and incorporated herein by this reference. (h) Time. Time is of the essence hereof. Edwards Grazing Lease Thysen Tunitas Page 16 Landlord and Tenant have executed this Lease as of the date first written above. LANDLORD PENINSULA OPEN SPACE TRUST, a California non-profit public benefit corporation Walter T.Moore Date Executive Vice President TENANT ::.,.gEd `.:ands Date - •J• •F ',�•• �I , . • . ' 1. jL 7l t.S n� '■ � f _ 784 wn _ i - • R • . •Y 1 t. :1 fyt il. eS .� .�� - � � r.. _ �• _ + t�rya l ;�t-• .�•� `�t � �4 r' t Q. -•f.al.f .p t •may .'YAW: '�tj t -r•$i ram•f p _ f Y .., t t. ry_ i � t yT f �i. �� 1 �• � .� 46 • ~ � i 1 'ran �,�� l� Y.-.� , r4y 1J �. .;. ' y ; y� a i L 1 A�( � tt S�..yam. ••'.� .�! �f} ,I., i k- 61 . {� {SSSSSSS' Edwards Grazing Lease Thysen Tunitas Page 17 EXHIBIT B: Maintenance Work Install and maintain fences to ensure that: • Cattle are contained within the leased premises • Cattle are kept away from Tunitas Creek and landslide features on Leased Premises at all times. • Cattle are kept out of gullies and off steep hillsides throughout Leased Premises during wet weather I i Edwards Grazing Lease Thysen Tunitas Page 18 Exhibit C: Grazing Management Plan Stocking The herd will be managed as a cow-calf operation, with no more than 50 head. Grazing will be monitored to determine optimal rotation through pastures. Monitoring Landlord staff or volunteers will regularly monitor the property (as necessary and appropriate) to determine that residual dry matter levels are kept within reasonable limits. The standards used for monitoring will be: ■ 50- 75% slope- 1200 lbs/ac RDM alert level, 1000 lbs/ac RDM minimum • 30-49% slope- 1000 lbs/ac RDM alert level, 800 lbs/ac RDM minimum ■ 0- 29% slope- 800 lbs/ac RDM alert level, 500 lbs/ac RDM minimum Road maintenance Secondary bypass road will be monitored and repaired as necessary. All existing waterbars and drainage structures will be maintained. On the main road from the improved area to the center of the property north of the eucalyptus canyon, vegetation has been cleared back and all water breaks have been maintained. Tenant has identified potential problem areas that may need culverts or other work and will monitor the road when it rains and make any repairs as necessary. Fuels mana eg ment Firebreaks around the corral and the house will be maintained by mowing. The area around the barn will be mowed as needed. Cattle will be used to reduce fuel load in the areas grazed. Weed management Roundup®herbicide may be used to control exotic invasive weeds within the grazing area. Tenant must contact Landlord to obtain permission prior to doing so. Fencing (see attached map) Fencing has been installed from the barn to the house and along the secondary bypass road. This is intended to block cattle from accessing the creek and slide feature. Tenant will install fencing along road north of barn running parallel to and above Tunitas Creek. This is intended to block cattle from accessing the creek. Fencing has been installed along the road to the Schaub property, and the fence across the northern end of the property moved down further and across to the brush area. A Edwards Grazing Lease Thysen Tunitas Page 19 gate has been installed adjacent to the Schaub property to allow them continued access to the property for hiking. Tenant will monitor all fencing and make repairs as necessary. Other Vegetation in front of the old entry gate will be controlled to reveal POST property signage. EXHIBIT C TENANT ESTOPPEL CERTIFICATE AND WAIVER OF RELOCATION BENEFITS The undersigned, as tenant("Tenant")under that certain Agricultural Lease ("Lease") made with Peninsula Open Space Trust ("POST") as landlord (hereinafter referred to as "Landlord") with respect to the property described in Exhibit I attached hereto, represents to the MIDPENINSULA REGIONAL OPEN SPACE DISTRICT ("District") for its benefit and reliance, as follows: 1. A complete, true and correct copy of the Lease (inclusive of all addenda, exhibits and riders thereto and all amendments and modifications thereof to date) is concurrently herewith certified and delivered by Tenant to District and attached hereto as Exhibit H. 2. The Lease as attached hereto is the only agreement between Landlord and Tenant with respect to the Premises, and there are no modifications, amendments, supplements or understandings, oral or written, amending, supplementing or changing the terms of the Lease except as so attached hereto. 3. The Lease is in full force and effect, having been duly executed and delivered by Tenant and is a valid binding obligation of Tenant. 4. Tenant has accepted possession of the Premises and any improvements required by the terms of the Lease to be made by Landlord have been completed to the satisfaction of Tenant. 5. Rental and other amounts due and payable under the Lease to be made by Tenant have been paid to the date of Tenant's execution of this Estoppel Certificate. 6. Landlord is not in default under any of the terms, conditions or covenants of the Lease, and Tenant does not possess or assert any claims against the Landlord for failure to perform any of the terms of the Lease. Landlord has fulfilled all of its duties and obligations under the Lease. 7. No notice has been received or given by Tenant of any default under the Lease by Landlord or Tenant that has not been cured, and there are no circumstances that, with the passage of time or giving of notice, or both, would constitute a default by Landlord or Tenant. 8. The address for notices to Tenant is as follows: Doug Edwards P.O. Box 1112 Half Moon Bay, CA 94019 Tel: (650) 245-6808 (mobile) 9. Tenant has no charge, lien, or claim of offset under the Lease or against rent or other charges due under the Lease, and Tenant has no outstanding claim for credit or reimbursement on account of Tenant's improvements to the Premises. EXHIBIT C 10. Tenant has no right or option to purchase the Premises or any part or all of the building of which they are a part, or to renew or extend the Lease, except as expressly set out in the Lease, or to expand the Premises. 11. Tenant has not received notice of any assignment, hypothecation, mortgage or pledge of Landlord's interest in the Lease or the rents or other amounts payable under the Lease. 12. The amount of any security or other deposit returnable to Tenant pursuant to the Lease is set forth in the Lease and the amount of any rental and other amounts paid more than thirty (30) days prior to the date on which they are due under the Lease are also set forth in the Lease. 13. Tenant has not assigned or entered into any subleases or licenses, whether oral or written, of the Premises. 14. On Landlord's notice to Tenant of the Closing of District's acquisition of the Premises, Tenant shall attorn to, be liable to, and recognize District as the Landlord under the Lease and shall be bound by and perform all of the obligations imposed by the Lease on Tenant, and District shall succeed to all of the rights of the Landlord under the Lease. Tenant acknowledges and agrees that District shall not be liable for any act or omission of any person or party who may have been a Landlord under the Lease before District's acquisition of the Premises and District shall not be subject to any defenses or offsets or claims Tenant may have against POST. 15. Waiver of Relocation Benefits. Tenant understands and agrees that Tenant may be entitled to receive certain relocation benefits as provided for by the Federal Uniform Relocation Assistance and Real Property Acquisition Act of 1970 (Public Law 100-17, Title IV) of the Surface Transportation and Uniform Relocation Assistance Act of 1987 (42 U.S.C. § 4601 et seq), and the California Relocation Assistance Act (Government Code § 7260 et-seq.). Tenant hereby waives any and all existing and/or future claims or rights Tenant may have against District for any relocation assistance, benefits, procedures, or policies as provided in said laws or regulations adopted thereunder and to any other compensation. 16. Tenant makes the foregoing statements, declarations, representations and warranties to District with the understanding that District may take certain actions based on the District's material reliance on this Estoppel Certificate, including but not limited to District's purchase of the Premises. Tenant understands that if any of the statements made by Tenant in this Estoppel Certificate are materially false or misleading, or omit to state a material fact, as a result of any circumstances known to Tenant, that Tenant may be prevented from taking a position that is inconsistent with the statements set forth above in this Estoppel Certificate. TENANT Doug Edwards Date 2 "EXHIBIT I" TO "EXHIBIT C" OF PURCHASE AGREEMENT The land referred to is situated in the unincorporated area of the County of San Mateo, State of California, and is described as follows: PARCEL ONE: Lots 1, 2, 3, 4, and 5 in Section 23, Township 6, South, Range 5 West, Mount Diablo Base and Meridian. Commencing at the Northwest comer of the Southwest quarter of Section 24, Township 6 South, Range 5 West, M. D. B. &M. and running thence South 20 chains to a corner; thence South 450 West 28.29 chains to the Southwest corner of the East half of the Southeast quarter (East 1/2 of Southeast 1/4) of Section 23, Township and range aforesaid; thence North 40 chains to a corner, and thence East 20 chains to the place of beginning; containing 60 acres, more or less, and being a portion of the East half of the Southeast quarter (East 1/2 of Southeast 1/4) of Section 23, Township, 6 South Range 5 West, M. D. B. & M. The Northeast quarter (Northeast 1/4); the fractional East half of the Northwest quarter (East 1/2 of the Northwest 1/4) and the Northeast quarter of the Southwest quarter (Northeast 1/4 of the Southwest 1/4) of Section 26, Township 6 South, Range 5 West, M. D. B. & M. Lots 2 and 3 of Section 26,Township 6 South, Range 5 West, M. D. B. & M. North half of the Southeast quarter (North 1/2 of Southeast 1/4) of Section 26,Township 6 South, Range 5 West, M. D. B. & M. Containing 80 acres, more or less. The West half of the Northwest quarter(West 1/2 of Northwest 1/4) of Section 25, Township 6 South, Range 5 West, M. D. B. & M. Commencing at the Southeast corner of Section 23, Township 6 South, Range 5 West, M. D. B. &M. and running thence North 20 chains; thence South 450 West 28.29 chains to the Southwest corner of the East half of the Southeast quarter of Section 23, Township and Range aforesaid, and thence East to the place of beginning. PARCEL TWO: Also portion of the San Gregorio Rancho, described as: 40 acres, more or less, bounded North by lands formerly owned by T. G. Durham on East and South by land formerly owned by J. & S. Downing on the West by lands now or formerly owned by John Pitcher.- EXCEPTING THEREFROM a parcel of land containing I acre, more or less, conveyed by Edward Ring to Thos. G. Durham, by Deed,recorded in Book 37 of Deeds at Page 537. EXCEPTING THEREFROM: Beginning at the most Southerly corner common to Sections 25 and 26, Township 6, South, Range 5 West, Mt. Diablo Base and Meridian and running West along the Southerly line of Section 26 and the Northerly line of the Rancho San Gregorio 1321.31 feet to the centerline of a creek; thence leaving said Section line and running in the creek the following courses and distances: North 250 29' East 127.11 feet; North 570 26' East 93.00 feet; North 360 04' East 77.73 feet; South 380 43' East 127.73 feet; North 350 38' East 44.52 feet; North 180 17' East 71.27 feet; North 240 06' West 47.27 feet; North 440 57' East 27.11 feet; North 740 5 1' East 30.75 feet; North 50 00' West 54.59 feet; North 860 30' East 113.07 feet; North 00 25' West 94.46 feet; North 870 47' East 77.21 feet; North 200 16' East 119.96 feet; North 50 50' West 48.57 feet; North 430 24' East 75.35 feet; South 850 24' East 114.47 feet; North 760 10' East 70.14 feet; South 591 33' East 58.88 feet; North 60 15' West 81.36 feet; North 140 46' East 43.10 feet; North 820 59' East 51.85 feet; North 00 59' East 37.65 feet; South 850 17' East 66.16 feet; South 870 07' East 30.15 feet; North 640 52' East 57.46 feet; South 820 23' East 132.03 feet; South 490 56' East 68.03 feet; North 760 56' East 45.18 feet; North 550 12' East 60.40 feet to the North and South line between Sections 25 and 26; thence along said last mentioned line South 821.55 feet, more or less to the point of beginning. ALSO EXCEPTING THEREFROM the lands acquired by that certain Final Order of Condemnation filed in the Superior Court of The State of California in and for the County of San Mateo under No. 111749 a certified copy of which was recorded in the office of the County Recorder on August 27, 1965 in Book 5017 of Official Records at Page 348, (File No. 85385-Y), Records of San Mateo County, California. ALSO EXCEPTING THEREFROM the lands conveyed to the County of San Mateo, a political subdivision of The State of California by that certain Deed recorded April 2, 1968 in Book 5453 of Official Records at Page 172, (File No. 31386-AB), Records of San Mateo County, California. ALSO EXCEPTING THEREFROM so much if an as lies Southeasterly of that certain common boundary line as established by that certain Agreement recorded October 10, 1973 in Book 6483 of Official Records at Page 556, (File No. 81804-AG), Records of San Mateo County, California. PARCEL THREE: So much if an as lies Northwesterly of that certain common boundar-y line as established by that certain Agreement recorded October 10, 1973 in Book 6483 of Official Records at Page 556, (File No. 81804-AG), Records of San Mateo County, California. APN: 081-090-020 7PN: 081-009-090-02 A 081-090-040 081-009-090-01 A 081-090-050 PARCEL FOUR: All that portion of there hereinafter described lands, lying Easterly and Southeasterly of the Tunitas Creek Road, sometimes known as Froment Road; beginning in the Lobitos Creek, at the upper comer of Ring's Tract; running thence North 52.500 East 11.50 chains up said creek; | thence South 83» East 9.2D chains; thence North 4Oo East 9 chains; thence North 200 East 1.72 chains to corner which b; analder tree marked with 3 notches on each side, said tree being about 36 inches in diameter and standing on the left bank of the LobitDs Creek; thence South 800East 47 chains Uo the top ofa ridge; thence South 681East 36.23 chains to the Tunitas � � Creek; thence down said creek with its rneanderings to Ring's corner; thence North 800 West 97.75 chains, along the Una of said Ring's corner bo point ofbeginning. Containing as per survey o[S.B. Gilbert, 233.1 acres, more or less. All courses true, meridian variations 150 48'. Excepting therefrom So much as lies within the following parcel ofland: Beginning atan iron pipe monument, set at the point formed hv the intersection ofthe Southeastedy line of the Tunitas Creek Road (formerly Froment Road) and the line dividing the Moran Ranch and the Ring Ranch; thence along said Southeasterly line of said road,'the following courses and distances: North 28u57' 3O" East 11O.76feet, North 15o9' 2O" East 105J5feet North 380 57' 20" East 110.78feet, North 150 9' 20" East 105.75feet North 580 7' feet Creek; thence meandering down said Tunitas Creek the following courses and distances: South 52* 30' VVest 152.00feet, South 31* 30' East 53.00feet South 190 30' VVest7S'5Ofeet, South 550 VVest51.00 feet and South 10 30' 4O" \Nest48.91 feet; [hence leaving said creek North OOn West 64.80 feet to the point of beginning and being portion of the Moran Ranch, San Mateo County, California. APN: 066-260-040 ]PN: 060-026-260-04 � | � � � � � � � � i � | ! �� "EXHIBIT II" TO EXHIBIT C" OF PURCHASE AGREEMENT AGRICULTURAL LEASE For a copy of this Agricultural Lease see "EXHIBIT I" TO "EXHIBIT B" OF PURCHASE AGREEMENT I Regional Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Meeting 07-03 February /. 2oo/ � ��K�l�� UlPK�� '=~""�^`�°'� " " �^^," ° AGENDAUTEM ' Adopt the Revised Good Neighbor Policy GENERAL MANAGER'S RECOMMENWA—TUON Adopt tile attached revised Good Neighbor Policy. DISCUSSION The Good Neighbor Policy's Purpose Tile purpose of the District's Good Neighbor Policy is to establish guidelines and principles for ensuring � good relationships between the District and its neighbors. 7n both the day'to-dey conduct and ill tile long- range planning for public open space preserves, District staff ia committed to making every effort(o cooperate with neighbors, to take into account their perspectives, address their concerns, and engage and involve them in the process of making decisions regarding the public open space preserves owned and/or managed by the District. The Need for mRevised Policy The District's current Good Neighbor Policy was adopted by the Board of Directors on October 26, 1908mnd amended on August 14. 1946. Revising the policy became necessary when the Local Agency Formation Commission (i/\[Co) approved the Dis\rioi`sCoamtuidc Protection Program in 2004. This program contained the District's Service Plan, which required amending the Good Neighbor Policy tn include tile key Service Plan policies, guidelines, and implementation mrhonm relating}otile protection of privacy on ad joining private lands and public involvement ill policy development, as well as in the use and management decision-making process. Following L/\FCo`s approval. You passed Resolution 01-\2on May 26, 2004, | | establishing a plan for amending tile District's Good Neighbor Policy (see Report R-04-57). . PwbUAu Involvement in the Policy Revision Process ' | As a part of the above Resolution, you also asked the District's Legislative, Funding and Public Affairs � Committee (LFP/\C) to extensively involve the public in revising this Policy and to design and implement � public participation process (in order to ensure that the same Board members would complete the policy development pvoccom^ responsibility for developing tile policy was transferred by the Board in 2006 from L[PAC \o tile Good Neighbor Policy Ad-Hoc Committee. Since tile Board of Directors reassigns committee members each year, this allowed the same Board members/ocontinue their work oil tile Policy through tile � Ad-Hoc Committee). The Committee was asked to hold a series of public workshops, consider the public � � input received at those workshops, and to draft a recommendation to the Board ol'Directors for an amended � Good Neighbor Policy. Tile Committee met oil a regular basis for 18 months to review progress. At one of its first meetings oil the Good Neighbor Policy,the Committee determined that its policy goals were to design effective guidelines, to use tile process to arnend the Policy in order to reach out to existing and new neighbors, and to convey the message to constituents that the District wants to be a good neighbor. � Below is an overview of tile steps taken to involve tile public in the shaping of the revised Good Neighbor Policy: Preliminary interviews and meetings with neighborhood groups and msmwoimtiwny Ill order to get a better preliminary idea of what important Good Neighbor Policy issues constituents wanted to see addressed, tile District conducted a number of interviews with residents ill January 2005. ` ' K-07-22 Page In the spring o[2O05, District staff members and Committee representatives met with a number o[ neighborhood groups and associations to present and discuss xnnnc preliminary ieaucm identified in tile � interviews. Among the groups included in the meetings were the Midcoam\Community Council, Puycudcn` � � Municipal Advisory Council, the South Skyline Association, and the Kings Mountain Association. � Public meetings � � In November and December 2005, the Committee next held a series of community meetings throughout tile � ! District to provide constituents with all opportunity to offer feedback on tile District's existing Good Neighbor Policy and on issues identified during the previous meetings with neighborhood groups and associations. These community meetings were advertised in local newspapers, which also reported oil the District's outreach efforts, and notices were sent\o2,5OOadjacent neighbors in October 2005. The | facilitated meetings were held in Pcscudcro on November |, at the 0iybiot`a Skyline Field ODioo on November 3, in Half Moon Bay oil November |7, and iu Los Gatos oil December |. Drafting Good Neighbor Policy amendments After listening to the suggestions frorn neighbors at the public ineetings, the Committee met, considered the input received, and produced a first draft of the revised Good Neighbor Policy. Policy review by the public Next, the Committee asked for comments oil tile draft policy through e-mail, the District's VVobyitc, regular � � mail, and by phone, 'File Website was designed with a feedback mechanisin that allowed residents to provide ! easy input. In order to alert the public 1othe fact that ad,oft Policy was avui|mh|c for review, two emui|s were sent ,o attendees o[previous Good Neighbor Policy public mnocdn8x in May and June 20U6. In addition, upress oc|come was issued in June 2006thu< resulted in five m1ic|ca in local newspapers, including the //a//)6/on 8ovRev/om & |o1x| of |4pcop|cuomnn�n<udon �h� Pu|iuy` `vithmoa� nci�hbocoy�ndin�ihoiriupu�mnd | ' i suggestions during the spring and sumnmcrof2O06. . Public workshop Based oil tile input received, the Committee again revised the draft Good Neighbor Policy and submitted it for public review and an opportunity for community members to offer feedback at a facilitated workshop oil Novembcr8, 2UO6atthe District's Skyline Field Office. Ads were p|zood in several uous1sidcaod buyaidc local papers, an invitation was posted on the Yahoo! Groups online forum, adjoining neighbors were notified via mail (postcard), as were the individuals who attended tile workshops in November and December o[the previous year. The process to revise the policy has been long, and there have been many opportunities for tile � public to get involved. As result, there were only m Kcvvrequests [or minor changes a1 this mcciing� The � overwhelming response was positive. � / | Final revisions � � 'File Committee has asked that tile Board consider and approve the draft revised Good Neighbor Policy before � � you tonight, `vhichcontains the final revisions made based on the feedback received u1 the Y�uvcm6er8, 2OO6 � workshop. 'In order to inform ihc public of tonight's meeting, ads were again p|uccJ in mcvcru| ooumaide and � bayside local papers, all invitation was posted on the Yahoo! Groups online forum, over a thousand adjoining neighbors were notified via mail, as were tile individuals who attended the District's workshops oil the Good Neighbor Policy. Prepared by: Rudy ]urgenscn, Public Affairs Manager Contact Person: Craig Britton, General Manager Regional Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT GOOD NEIGHBOR POLICY Adopted by the Board of Directors October 26, 1988 Amended August 14, 1996 Amended(Month),2006 Introduction The Midpeninsula Regional Open Space District (District) is committed to building and maintaining good relationships with all its neighbors'. To demonstrate this commitment, mmitment, the District's Board of Directors adopted a Good Neighbor Policy in 1988. Since the last revision to the District's Good Neighbor Policy in 1996, the Local Agency Formation The mission of the District is: Commission (LAFCo) approved the District's Coastside Protection Program, in 2004, and include coastal San Mateo County from the southern expanded the District's boundary to d as "to acquire and preserve a P ry �' regional greenbelt of open boundary of the City of Pacifica to the Santa Cruz County line. This geographic area is space land in perpetuity; called the Coastside Protection Areal. In conjunction with LAFCo's approval, the Board of protect and restore the Directors adopted a.Service Plan-' for the Coastside Protection Program, which outlines the natural t t ral environment; and preservation and manag ement services that will be provided by the District in the Coastside p rovide opportunities for Protection Area. ecologically sensitive public enjoyment and education." A specific condition of the LAFCo-approved Service Plan required the District to amend its Good Neighbor Policy to include the key Service Plan policies, guidelines and implementation actions which relate to the enjoyment of privacy on adjoining private lands and public involvement in policy development,as well as in the use and management decision-making process. This policy consists of 13 policy provisions,which meet the requirements of the Service Plan for the Coastside Protection Program and implement the specific LAFCo condition which the District's Board adopted by Resolution No. 04-12 on May 26, 2004. i In Section 1 on the following pages each of the 1.3 Service Plan and LAFCo provisions (shown in italics) includes an implementation guideline(shown in bold),which describes how the District will carry out each provision and which in some cases supplements the j provision. (While the Good Neighbor Policy provisions apply District-wide, some provisions were designated by LAFCo to apply to the coastside only. Where this is the case, the term"Coastside Protection Area only"has been added at the end of the relevant implementation guideline). In addition, Sections 2 and 3 of this policy have a number of provisions that are based on input given to the District by neighbors during a series of public meetings throughout the District. 'Neighbor—Residents andproperty owners located adjacent or close to a District preserve who may be affected by maintenance or visitor activities on the preserves. 2 Coastside Protection Area—Please see a map on the last page. The area extends from the southern border of the City of Pacifica southerly to the San Mateo/Santa Cruz County line and westerly from the existing District preserves along Hwy 35 (Skyline Blvd.). Service Plan— The District's plan for the Coastside Protection Program on the San Mateo County coast, which outlines preservation and management services that will be provided by the District. Purpose The purpose of the Good Neighbor Policy is to establish guidelines and principles for ensuring good relationships between the District and its neighbors. In both the day-to-day conduct and in the long-range planning for public open space preserves, the District will make every effort to cooperate with neighbors, to take into account their perspectives, address their concerns, and engage and involve them in the process of making decisions regarding the public preserves. GOOD NEIGHBOR POLICY SECTION 1: PUBLIC PARTICIPATION AND PRIVACY Many of the provisions in this section discuss public participation and notification and explain how the District will provide opportunities for neighbors to participate in decisions which may affect neighboring private lands and how the District will seek to notify them of these opportunities. To the District, being a good neighbor is a public-private partnership. Policy Provision 1 The District relies on public The District shall institute appropriateforms of representation so that the District planning participation to complete its and decision-making relating to the Coastside Protection Area includes the input of planning processfor District Coastside residents. preserves. For example, during the development of a master plan, the District holds a series Implementation Guideline I of public workshops to obtain public input on access The District's Board of Directors voted on November 9,2004 to approve a final improvements and resource redistricting plan and expand District Wards 6 and 7 to represent about 30,000 protection. Adjoining neighbors constituents in the Coastside Protection Area. In addition,the Board will publicly receive notifications about review District Ward boundaries after each official United States census and redistrict these meetings. Information as necessary. about the meetings will also be available on the Districts website. Policy Provision 2 The District shall establish advisory committees, task forces or work groups as needed to develop or review specific policies or plans. Implementation Guideline 2 When planning for large-scale or complex projects,public input is particularly valuable. Advisory committees,task forces or work groups can help assist the District in developing specific policies or plans. The Board will take the lead in creating these groups and welcomes suggestions by the community on when and how to best form them.Workshops with neighbors and the general public are a good way to discuss items of a controversial nature or significant changes in land-use or planning. 2 Policy Provision 3 To ensure that local viewpoints are considered in all significant District planning and decision-making relating to the Coastside Protection Area, the District shall consult with local elected officials, government agencies, and government-sponsored organizations within the Coastside Protection Area including, but not limited to, the Midcoast Community Council, Pescadero Municipal Advisory Council, Half Moon Bay City Council and their elected bodies. Implementation Guideline 3 The District will establish a database of elected officials,government agencies,and government-sponsored organizations it will consult with on all significant planning and decision-making. Such consultations may occur through written questionnaires or requests for comments.(Coastside Protection Area only) Policy Provision 4 To further ensure recommendations representing local involvement are considered in The Coastside Protection Area District planning and decision-making relating to the Coastside Protection Area, the covers the San Mateo County District shall directly notify community-interest groups, non-profit land trusts, elected coast from south of the City of officials, and other interested organizations about District Board meetings or other public Pacifica to the Santa Cruz meetings that involve subjects relating to the District's activities within the Coastside County line. Protection Area. Implementation Guideline 4 Participation by local citizens is of critical importance to the District. Therefore, the District will encourage citizen involvement by notifying neighboring property owners, The Coastside Protection neighborhood organizations and interested individuals of upcoming Board meetings, Program's goal is to protect special meetings, or workshops as established in the District's Public Notification 11,800 acres of the coastside as Policy. The District shall also use other methods of notification to provide open space and agricultural opportunities for public input such as announcements required by law, press releases, land over the next 15 years the District's Web site, e-mail, local newspapers, local bulletin boards, articles, print ads, and special mailings to interested individuals. Efforts will be made to notify the public a minimum of one week in advance of a public meeting. Policy Provision 5 In addition to adopted and legally required noticing, the District shall notify owners of contiguous properties about public meetings where property acquisitions in the Coastside Protection Area or any significant use or improvements proposed on District-owned lands in the Coastside Protection Area are considered Implementation Guideline 5 For meetings where land purchases or land management agreements are being considered,the District will notify owners of contiguous properties and properties within 500 feet of a proposed purchase or agreement. The District will also notify owners of contiguous properties and properties within 500 feet of District preserves when significant changes in use or improvements—those that have a potentially major effect on the area—are proposed on District-owned lands. Policy Provision 6 Because each land use management plan,policy update, acquisition project and significant capital improvement project is subject to full review by the District Board(Page 23 of service plan), meetings of the District Board and/or subcommittees on such matters concerning Coastside Protection Area territory shall he held in the Coastside Protection Area. Implementation Guideline 6 The Board of Directors and/or Board committees will hold public meetings in the affected area of the District when they consider master plans and/or significant policies which are those policies that could have a major or important effect on the area. Policy Provision 7 The District shall provide private property signs where appropriate and provide trail users information regarding private property boundaries and to prohibit trespass to minimize public/private use conflicts and trespassing. The District shall clearly sign trails adjacent to active agriculture and provide trail users with information regarding property boundaries to minimize trespassing and conflicts with agricultural users. Implementation Guideline 7 The District will install private property signs, where appropriate, and provide trail users with preserve maps and other information to help identify private property boundaries and help protect the privacy of District neighbors. To further inform trail users, where appropriate, the District will also post signs along trails adjacent to active agricultural land. 4 Policy Provision 8 The following measures,will be included in every future Use and Management Plan for parcels within the Coastside Protection Area: Use and Management Plans balance opportunities for public a In areas where trail routes are immediately adjacent to private property,fencing recreation with natural shall be employed as necessary to deter users from leaving the trail. Specific resource protection through a fence, gate, and crossing designs will be determined in consultations with comprehensive planning adjacent affected property owner(s) at the Use and Management Plan stage. approach in partnership with b. All new traihfacilities shall be sited away from the edges of new preserves to the the community. greatest extent possible. All new traihfacilities will be designed to preserve existing vegetation within new preserves and at the property lines so that views of land uses in adjacent residential properties would be minimized C. Trails shall be sited a minimum distance of 300 feet from occupied dwellings unless site-specific circumstances make this infeasible. Where a 300-foot setback is not feasible, trails shall be set back a minimum distance of 50feet. Potential noise and privacy impacts must be evaluated for any subsequent District action and shall be reduced by berms,fencing, landscaping, and other feasible and compatible means, ifnecessary. Implementation Guideline 8 The District will consider neighbors' concerns including the desire for privacy on properties that adjoin District lands, and assist with the prevention of unintentional trespass by preserve visitors through the following: 8.1 Evaluate potential noise and privacy impacts when planning trails and facilities adjacent to private property. Reduce potential noise or privacy impacts with berms, fencing, landscaping, and other feasible and compatible means, if possible. 8.2 Carefully conduct District business (such as performing maintenance or installing fencing) to avoid encroachment on adjacent private property. If a neighbor believes that the District is encroaching on adjacent private property, he or she should notify the District as soon as possible. 8.3 Site new trails and facilities away from private property boundaries, to the extent possible, and design trails to preserve existing vegetation and to minimize views of adjacent residential properties' land uses. An effort will be made to site new trails 300 feet from occupied dwellings on neighboring properties,to the extent feasible. If infeasible,the District will seek to maintain a minimum setback of 50 feet. Fencing or visual screens may be used by the District to prevent trespassing in rare cases when trails are located directly adjacent to private property. 5 Policy Provision 9 Upon completion of the annexation process and with public involvement through local groups, the District shall conduct public hearings to develop its Basic Policies for the Coastside Protection Area. These hearings shall address, at a minimum, the following topics:public participation; resource management;public access; recreational use;public safety cultural resources; agricultural and timber production; interagency relationships; and public information. Implementation Guideline 9 Individuals, local groups and organizations will be consulted through a process that will involve public meetings and offer ample other opportunities, such as e-mail, to provide input concerning the development of Basic Policies specific to the Coastside Protection Area.(Coastside Protection Area only) Policy Provision 10 As noted in 6 above, all proposed Coastside Protection Area policies shall he considered by the full Board of Directors at public meetings held in the Coastside Protection Area. Implementation Guideline 10 The Board of Directors will hold public meetings in the Coastside Protection Area,as necessary,when policy changes specifically affect the coast. (Coastside Protection Area only) In addition to the District's Planning Manager, neighbors may also contact the District's Ombudsperson who is an independent appointee of the Policy Provision 11 Board o Directors. The )f Ombudsperson follows up on A District staff liaison will be assigned to the Coastside Protection Area to work with local resident and neighbor inquiries residents,property owners, government, and interest groups in developing or complaints to attempt and recommendations to the District Board of Directors. resolve misunderstandings or conflicts that have not been Implementation Guideline 11 resolved satisfactorily by District staff. The District's Planning Manager is the primary staff liaison to work with local For general information and residents, property owners, local elected officials, government agencies, and comments neighbors can call, neighborhood and other interest groups in developing recommendations for the fax, or e-mail: District's Board of Directors. (Coastside Protection Area only) Midpeninsula Regional Open Space District 330 Distel Circle, Los Altos, California 94022-1404 Phone: (650) 691-1200 Fax: (650) 691-0485 E-mail: info(4.),openspace.org 6 Policy Provision 12 The Legislative, Finance, and Public Affairs Committee, a Standing Committee of the Board, shall at an annual public meeting review the Good Neighbor Policy and its implementation and effectiveness. The Good Neighbor Policy shall be amended as necessary to ensure the best possible relationship between the District and its neighbors. Implementation Guideline 12 The District will review the Good Neighbor Policy annually at a public meeting of the District's Legislative,Funding and Public Affairs Committee,the location of which will be rotated among different sites in the District,to ensure its continued effectiveness and implementation. Based on input from the public,the Board will amend the Policy, as necessary,to ensure the best possible relationship between the District and its neighbors. Throughout the year,the District will also gather information and suggestions that neighbors provide to staff in person or send in via the Web site,e-mail or regular mail. Policy Provision 13 The District shall develop a Good Neighbor Brochure and shall update it regularly and distribute it to property owners with land adjoining District Preserves. The Brochure shall The District currently uses a contain the following information: variety of techniques to reduce fare danger on its preserves, supports "live- 1. Emergency contact information for District and other agencies by nature of fire"training efforts, and emergency(fire,flooding, medical, illegal activity, abandoned vehicles, etc.) coordinates with other local 2. District contact for resource management (weed abatement,feral animal control, fire agencies for training and restoration and re-vegetation, etc.) response. In the event of 3. District contact for fire and hazardprevention (fuel management, information fire on District preserves or regarding fire-safe practices,fallen or hazardous trees, etc.) neighboring lands, neighbors 4. District contact or conflicts between neighbors and Preserve visitors (trespass, should always contact local parking, noise, etc.) fire emergency services first 5. District contact for general questions regarding use and management of Preserves by calling 911. 6 How to make a suggestion or file a complaint regarding use and management of District Preserves or the District's operation in general(phone, write, e-mail, in person) • Contact information for Ombudsperson • Management and Board of Director contact information • Website mailbox • Office hours and location • Board meeting dates and times 7. Copy of the Good Neighbor Policies Implementation Guideline 13 The District will develop and periodically update a Board-approved Good Neighbor Brochure, which will include all the items listed under Policy Provision 13 above, among others. At the annual public meeting to review the Good Neighbor policy, input on the brochure will also be solicited and the Board will be fully informed of constituents' recommendations. The Brochure will be made available to neighbors. 7 SECTION 2: LAND PURCHASE, PLANNING AND MANAGEMENT The District will encourage neighbors to provide input in the following ways: 1. For potential new land purchases or land transfers and management agreements, the District will notify adjoining property owners of Board and Board Committee meetings where issues such as access to the new property and changes to existing land uses will be discussed. For significant or coastside purchases, the Real Property Committee will conduct public on-site meetings which may occur on weekends. The Good Neighbor Brochure 2. The District will evaluate access to newly acquired land by neighbors on a case-by- includes key contact and case basis to ensure public safety and determine whether access is compatible with emergency phone numbers District ordinances and low-impact recreation. To the extent feasible, the District such as whom to contact will consider continuing access through a permit system managed by the District. regarding non-native vegetation on neighboring 3. In managing District preserves,to the extent possible,the District will properties, and to whom a. Control non-native vegetation and animals and initiate cooperative efforts with neighbors can report observed violations neighbors to control non-natives on lands adjacent to District preserves. of District ordinances on b. Minimize the impact on native plants when removing invasives. preserve lands. The brochure c. Consider neighbors' desire to preserve the natural landscape viewshed. also contains important d. Cooperate with local and state fire officials on emergency response and fire information on how the prevention. District operates with respect e. Implement its resource management policies. to neighboring properties. Examples of this type of information include the roles of the District's Rangers and SECTION 3: PUBLIC INFORMATION, EDUCATION AND OUTREACH how the District cooperates with fire officials in the event District staff will provide information to educate neighbors about the District, its mission, of afire. events and activities. Interaction with neighbors through outreach is one way to provide services to them. The following provisions will guide the District's public education and outreach to neighbors: 1. Following close of escrow of land purchased,the District will acquaint new neighbors with policies and ordinances by providing each adjacent property owner with a letter of introduction,and a copy of the District's basic policies and ordinances. 2. Generally represent the District in the community by attending local community meetings and contacting neighbors on relevant issues,as appropriate. 3. Provide information through a variety of means such as the District's Web site, e- mail, quarterly newsletter, and signboards, among others. 4. Make reasonable efforts to address and resolve situations that may arise between neighbors and the District. The District may also respond to specific neighborhood concerns by holding office and/or site meetings, as needed. 5. The Board has appointed an Ombudsperson to assist the public with their interactions with the District and facilitate the resolution of conflicts. The Ombudsperson works independently and objectively to assist in maintaining positive relations with District residents and neighbors.Contact information for the Ombudsperson is listed in the Good Neighbor Brochure. 8 OTHER RELEVANT DISTRICT POLICIES Below is a list of specific policies approved by the Board of Directors that provide additional direction on many aspects of District business and complement the Good Neighbor Policy: I. The existing Basic Policy provides public information about the mission,purpose, strategic direction, and major elements of the District's operations. 2. The Public Notification Policy ensures that reasonable and timely efforts are made to notify surrounding landowners and interested members of the public of District activities. 3. Land Acquisition Policies and Procedures offer information about land purchases. This also includes the restrictive policy under which the District may use eminent domain to purchase private land at fair market value. Eminent domain in the Coastside Protection area has been permanently removed as a District power by California state law under an agreement with the San Mateo County Farm Bureau. 4. Resource Management Policies establish techniques to restore the natural environment and define the practices to protect and manage resources including managing vegetation, encouraging native plants,controlling non-native plants and animals, agricultural practices, and use of fire as a land management tool. 5. Use and Management Planning Process is a public process to develop use and management policies for District lands to protect the natural environment and provide opportunities for ecologically sensitive public enjoyment and education. 6. The District is developing an Encroachment Policy. This policy will educate District neighbors and users of open space areas about activities that are not allowed on District land, or allowed only by pen-nit. The policy's goal is to protect public lands from encroachment. Examples of encroachments are a fence or trail that has been placed on District lands without permission. 7. The policies for Road Maintenance Agreements describe the parameters under which the District will enter into road agreements, including cost-sharing and other arrangements. In the near future the Midpeninsula Regional Open Space District will develop or amend a number of public policies and policy documents. For example,the District's Public Notification Policy and its Basic Policy will both be revised and a set of Basic Policies will be developed for the San Mateo County coastside. LEGAL NOTE It is not the purpose of this policy to adopt legal notice,public meeting or land management policies beyond those required by law. These policies are meant to supplement public notices and procedures required by law, not to replace them, or to impose additional legal requirements.No action taken by the District shall be invalid for failure to comply with this policy. 9 Midpeninsula Regional Open Space District Boundaries CoaMkk vrot cfion A- 1 Bay �' CMMROSDoun Bday .......... X\\ S A C L A Pacific Ocean ` S x S A N A j S A N 1 A \ C R U Z Ar Jf I / %data i