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Document No. 94-46
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RESOLUTION 94-46
RESOLUTION OF THE BOARD OF DIRECTORS OF THE
MIDPENINSULA REGIONAL OPEN SPACE DISTRICT
AUTHORIZING ACCEPTANCE OF AGREEMENT TO
PURCHASE REAL PROPERTY, AUTHORIZING OFFICER
TO EXECUTE CERTIFICATE OF ACCEPTANCE OF
GRANT TO DISTRICT, AND AUTHORIZING GENERAL
MANAGER TO EXECUTE ANY AND ALL OTHER
DOCUMENTS NECESSARY OR APPROPRIATE TO
CLOSING OF THE TRANSACTION (SKYLINE RIDGE
OPEN SPACE PRESERVE - LANDS OF GERALD C. GRAY
AND ALICE COELHO)
The Board of Directors of the Midpeninsula Regional Open Space District does
resolve as follows:
Section One. The Board of Directors of the Midpeninsula Regional Open Space
District does hereby accept the offer contained in that certain Agreement to Purchase Real
Property between Gerald C. Gray and Alice Coehlo and the Midpeninsula Regional Open
Space District, 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 President of the Board of Directors or other appropriate officer is
authorized to execute a Certificate of Acceptance on behalf of the District.
Section Three. The General Manager of the District shall cause to be given
appropriate notice of acceptance to the seller. The General Manager further is authorized to
execute any and all other documents necessary or appropriate to the transaction.
Section Four. The General Manager of the District is authorized to expend up to
$5,000.00 to cover the cost of title insurance, escrow fees, and other miscellaneous costs
related to this transaction.
Resolution No. Page 2
Section Five. It is intended, reasonably expected and hereby authorized that the
District's general fund will be reimbursed in the amount of$188,800 from the proceeds of
the next long term District note issue. This Section of this Resolution is adopted by the
Board of Directors of the Midpeninsula Regional Open Space District solely for purposes of
establishing compliance with the requirements of Section 1.103-18 of the Treasury
Regulations. The reimbursement of this payment expenditure is consistent with District's
budgetary and financial circumstances. There are no funds or sources of moneys of the
District that have been, or reasonably are expected to be reserved or allocated on a long-term
basis, or otherwise set aside to pay the costs of this open space land acquisition project which
are to be paid or reimbursed out of proceeds of indebtedness to be issued by District. The
Board of Directors hereby declares District's official intent to use proceeds of indebtedness
to reimburse itself for this open space land acquisition project expenditure.
RESOLUTION NO. 94-46
PASSED AND ADOPTED by the Board of Directors of the Midpeninsula Regional Open Space
District on December 14 , 19 94 at a regular meeting thereof, by the following vote:
AYES: Peter Siemens, Robert McKibbin, Virginia Babbitt, Nonette Hanko,
Elizabeth Crowder, and Wim de Wit
NOES: None
ABSTAIN: None
ABSENT: Ernestine Henshaw
ATTEST: APPROVED:
Secretary lyr'o-tem, Presicjjqt'
Board of Directors Board of Directors
1, the District Clerk of the Midpeninsula Regional Open Space District, hereby certify that the
above is a true and correct copy of a resolution duly adopted by the Board of Directors of
the Midpeninsula Regional Open Space District by the above vote at a meeting thereof duly
held and called on the above day.
Acting District Clerk
AGREEMENT TO PURCHASE REAL PROPERTY
This Agreement is made and entered into by and between GERALD C.
GRAY and ALICE COELHO, hereinafter called "Seller" and the
MIDPENINSULA REGIONAL OPEN SPACE DISTRICT, a Public District
formed pursuant to Article 3 of Chapter 3 of Division 5 of the
California Public Resources Code, hereinafter called "District. "
WITNESSETH
WHEREAS, Seller is the owner of an undivided 28 . 32% of four-
fifteenths (4/15ths) interest in certain real property which is
approximately 767 . 9 acres in size (the "Property") , situated in
an unincorporated area of San Mateo County, State of California
as shown on the "Map" attached hereto as Exhibit "All and
incorporated herein by this reference and legally described in
Exhibit "B" as attached hereto and incorporated herein by this
reference; and
WHEREAS, District was formed by voter initiative, to solicit and
receive conveyances of real property by purchase, exchange, gift,
or bargain purchase for public park, recreation, scenic and open
space purposes; and
WHEREAS, District desires to purchase Seller's interest in the
Property for open space preservation and as part of the
ecological and aesthetic resources of the midpeninsula area; and
WHEREAS, it is the desire of District and Seller that the
District purchase all rights and interests of Seller in and to
the Property (the "Partial Property Interest") pursuant to the
terms of this Agreement.
REAL PROPERTY PURCHASE AGREEMENT Page 2
GERALD C. GRAY and ALICE COELHO
A G R E M E N T
NOW, THEREFORE, in consideration of the foregoing recitals and
the mutual covenants and promises herein contained, the parties
agree as follows:
1. Listinq of Defined Terms. As used in this Agreement, the
terms listed below shall have the definitions given at the
applicable Section reference for each, as contained in the
parentheses following the general identification of each, all as
set forth below:
1. 1 Agreement. This Real Property Purchase Agreement by
and between Gray, Coelho and District. (Introductory
paragraph)
1. 2 Closing. The consummation of the transaction
contemplated hereby as scheduled to take place at the
offices of Escrow Holder on or before January 31, 1995.
(Section 4 . 1)
1. 3 Closing Date. The date of the Closing. (Section 4 . 1)
1. 4 District. Midpeninsula Regional Open Space District, a
Public District. (Introductory paragraph)
1. 5 Escrow. The escrow to be opened at First American
Title Insurance Company upon execution of this
Agreement. (Section 4)
1. 6 Escrow Holder. First American Title Insurance Company
(also sometimes referred to as "Title Company") through
which the purchase and sale of the Partial Property
Interest described herein shall be consummated.
(Section 4)
1. 7 Grant Deed. The Grant Deed in form attached hereto as
EXHIBIT C to be recorded at Closing with the County
Recorder of San Mateo County, California, pursuant to
I
i
REAL PROPERTY PURCHASE AGREEMENT Page 3
GERALD C. GRAY and ALICE COELHO
which the Partial Property Interest of Sellers will be
conveyed to District. (Section 4 .5. 1)
1. 8 Map. Map of the Property. (EXHIBIT A)
1.9 Partial Property Interest. All rights of the Seller in
and to Sellers undivided 28 . 32% interest in four-
fifteenths (4/15ths) interest in the Property.
(Recitals & Section 2)
1. 10 Permitted Exceptions. Permissible exceptions to title
of Partial Property Interest to be received by
District. (Section 4 . 4)
1. 11 Preliminary Title Report. The Preliminary Title Report
of the Property. (Recitals and as attached hereto as
EXHIBIT B)
1. 12 Property. All that certain real property located
within an unincorporated area of the County of San
Mateo, State of California, as shown on the Map
(EXHIBIT A) and as legally described in the Preliminary
Title Report (EXHIBIT B) .
1. 13 Purchase Price. The total purchase price ($188, 800. 00)
agreed to be paid to Seller hereunder for the Partial
Property Interest. (Section 3)
1. 14 Seller. GERALD C. GRAY and ALICE COELHO. (Introductory
paragraph)
1. 15 Title Company. First American Title Insurance (also
sometimes referred to as "Escrow Holder") . (Section 4)
2 . Purchase and Sale. Seller agrees (subject to the conditions
set forth herein) to sell to District, and District agrees
(subject to the conditions set forth herein) to purchase from
Seller fee title to the Partial Property Interest, i.e. , the
undivided 28 . 32% of Four-Fifteenths (4/15ths) interest, as
tenants in common, of Seller in the Property.
REAL PROPERTY PURCHASE AGREEMENT Page 4-
GERALD C. GRAY and ALICE COELHO
3 . Purchase Price. The total purchase price ("Purchase Price")
of the Partial Property Interest shall be One Hundred Eighty
Eight Thousand Eight Hundred Dollars ($188, 800. 00) less the Five
Thousand and no/100 Dollars ($5, 000. 00) credit toward the
Purchase Price for a portion of the option payment made pursuant
to Section 3 of the Option Agreement between Seller (as Optionor)
and District (as Optionee) which shall be paid in cash at the
Closing (as further defined herein) .
4 . Escrow and Closing. Promptly upon execution of this
Agreement, an escrow ("Escrow") shall be opened at First American
Title Insurance Company or other title company acceptable to
District ("Escrow Holder" or "Title Company") through which the
purchase and sale of the Partial Property Interest described
herein shall be consummated. A fully executed copy of this
Agreement shall be deposited with the Escrow Holder to serve as
Escrow instructions. The parties shall execute such additional,
supplementary or customary Escrow instructions as Escrow Holder
may from time to time 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 designated to act as an escrow holder and is authorized and
instructed to deliver, pursuant to the terms of this Agreement,
the documents and monies to be deposited into the Escrow as
herein provided, subject to the terms and conditions of this
Agreement.
4 . 1 Date of Closing. The consummation of the transaction
contemplated hereby (the "Closing") shall take place at
the offices of Escrow Holder on January 31, 1995. The
Closing shall be subject to the satisfaction of all
REAL PROPERTY PURCHASE AGREEMENT Page 5
GERALD C. GRAY and ALICE COELHO
conditions contained in this Agreement, including,
without limitation, the delivery of the Policy of Title
Insurance described in Section 4 .4 and the performance
by District and Seller of their respective obligations
hereunder.
4 . 2 Items to be Delivered by Closing.
4. 2 . 1 By Seller. Seller shall deposit (or cause to
be deposited) into the Escrow on or before
the Closing:
(a) An executed Grant Deed in the form
attached as EXHIBIT C (the "Grant
Deed") .
(b) All additional documents and instruments
which District's counsel and Seller's
counsel may mutually determine are
necessary to consummate the provisions
of this Agreement.
4 . 2 . 2 By District. District shall deposit or cause
to be deposited into Escrow on or before the
Closing:
(a) A District check in an amount equal to
One Hundred Eighty Three Thousand Eight
Hundred Dollars ($183 , 800) , the Purchase
Price of $188, 800 less the $5, 000 option
credit paid to Seller pursuant to
Section 3 of the Option Agreement as
further described in Section 3 herein.
(b) Executed Certificate of Acceptance
relating to the Grant Deed.
(c) All additional documents and instruments
which District's counsel and Seller's
REAL PROPERTY PURCHASE AGREEMENT Page 6
GERALD C. GRAY and ALICE COELHO
counsel may mutually determine are
necessary to consummate the provisions
of this Agreement.
4 . 3 Closing Costs and Prorations. District and Seller
shall each pay one-half (1/2) of the Escrow fees,
documentary transfer taxes, if any, premium for the
Policy of Title Insurance described in Section 4.4, and
any and all customary recording costs and fees. Seller
shall pay all reasonable costs, if any, required to
deliver title to the Partial Property Interest which is
subject only to the exceptions described in Section 4 . 4
below. All other costs or expenses not otherwise
specifically provided for in this Agreement shall be
allocated between District and Seller in the manner
customary in San Mateo County, California. All current
property taxes relating to the Partial Property
Interest conveyed shall be prorated through Escrow
between District and Seller as of the Closing based
upon the latest available tax information using the
customary escrow procedures.
4 . 4 Title Insurance Policy. Sellers shall cause Title
Company to prepare and be committed to deliver to
District a standard coverage CLTA Policy of Title
Insurance, dated as of Closing, insuring District's
interests in the Partial Property Interest as provided
herein, in the amount of One Hundred Eighty Eight
Thousand Eight Hundred and no/100 Dollars
($188, 800. 00) , subject only to:
4 . 4 . 1 Current real property taxes;
4 . 4 . 2 The printed exceptions contained in said
title insurance policy;
REAL PROPERTY PURCHASE AGREEMENT Page 7
GERALD C. GRAY and ALICE COELHO
4 .4 . 3 The Permitted Exceptions as defined below:
and
4. 4 .4 All other matters approved in writing by
District prior to the Closing.
As used herein, "Permitted Exceptions" shall
mean those items shown as exceptions 1
through 5 in the Supplemental Preliminary
Title Report (Order No. 369463 . dated January
3, 1992) relating to the Property as attached
hereto as EXHIBIT B ("Preliminary Title
Report ") . Notwithstanding anything to the
contrary above in this Section 4 . 4, if
additional interests in the Property are
obtained prior to Closing, then, at
District's option, the title policy then may
cover the entire interest in the Property
being acquired by the District at the time of
Closing.
4 . 5 Escrow Instructions. When all required funds and
instruments have been deposited into Escrow by the
appropriate parties and when all other conditions to
Closing have been fulfilled, Escrow Holder shall:
4 . 5. 1 Cause the Grant Deed (EXHIBIT C) , and
attendant Certificate of Acceptance relating
to the Grant Deed to be recorded in the
office of the County Reorder for San Mateo
County, California.
4 . 5.2 Cause to be delivered: (a) to District the
original of the Policy of Title Insurance
i
REAL PROPERTY PURCHASE AGREEMENT Page 8
GERALD C. GRAY and ALICE COELHO
required herein; (b) to Seller, Escrow
Holder's check for the sum of $183, 800 (the
Purchase Price of $188, 800 less the
applicable $5, 000. 00 option credit paid to
Seller pursuant to Section 3 of the Option
Agreement)
ment g ) less the Seller's portion of the
expenses described in Section 4. 3 and (c) to
District or Seller, as the case may be, all
other documents or instruments which, in
accordance with the intentions of this
Agreement, are to be delivered to them.
In the event the Escrow terminates without
Closing 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.
5. Rights and Liabilities of the Parties in the Event of
Termination. In the event this Agreement is terminated and the
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.
REAL PROPERTY PURCHASE AGREEMENT Page 9
GERALD C. GRAY and ALICE COELHO
6. Seller' s Representations and Warranties. For the purpose of
inducing District to enter into this Agreement and to consummate
the sale and purchase of the Partial Property Interest in
accordance herewith, Seller does hereby jointly and severally
represent and warrant to District that as of the date this
Agreement is fully executed and as of the date of Closing:
6. 1 Authority. Seller has full right, power and authority
to enter into this Agreement and to perform the
transactions contemplated hereunder.
6. 2 Valid and Binding Agreements. This Agreement and all
other documents delivered by Seller to District now or
at the Closing have been or will be duly authorized and
executed and delivered by Seller and are legal, valid
and binding obligations of Seller sufficient to convey
to District the Partial Property Interest, as described
herein, and are enforceable in accordance with their
respective terms and do not violate any provisions of
any agreement to which Seller is a party or by which
Seller may be bound.
6. 3 Good Title. Seller will have at the Closing Date good,
marketable and indefeasible fee simple title to the
Partial Property Interest to be conveyed to District
hereunder, free and clear of all liens and encumbrances
of any type whatsoever and free and clear of any
recorded or unrecorded option rights or purchase rights
or any other right, title or interest held by any third
party (except for the Permitted Exceptions and the
additional exceptions allowed under the express terms
hereof) , and Seller shall forever indemnify and defend
District from and against any claims made by any third
REAL PROPERTY PURCHASE AGREEMENT Page 10
GERALD C. GRAY and ALICE COELHO
party which are based upon any inaccuracy in the
foregoing representations.
6. 4 No Undisclosed Leasehold Interests. Seller warrants
that there exist no oral or written leases or rental
agreements affecting all or any portion of the Property
nor are there persons occupying or entitled to occupy
all or any portion of the Property; provided, however,
that Seller makes no representation with regard to
persons who may be trespassers on the Property without
Seller's knowledge or persons who may occupy the
Property under agreement with the holders of the
remaining interests in the Property. Seller further
warrants and agrees to hold District free and harmless
from and against and to reimburse District for any and
all costs, liability, loss, damage or expense,
including costs for legal services, occasioned by
.reason of any such lease, rental agreement, or
occupancy of the Property (including, without
limitation, relocation payments and expenses provided
for in Section 7260 - et seg. of the California
Government Code) .
7 . Waiver of Statutory Compensation. Seller understands that
Seller may be entitled to receive the fair market value of the
Partial Property Interest to be purchased by District hereunder
by reason of the provisions of the Federal Uniform Relocation
Assistance and Real Property Acquisition act of 1970 (Public Law
91-646) and California Government Code Section 7267, et seg.
Seller acknowledges that Seller is familiar with said laws and
hereby waives all existing and future rights Seller may have to
receive the fair market value of the Partial Property Interest
purchased by District under said laws.
REAL PROPERTY PURCHASE AGREEMENT Page 11
GERALD C. GRAY and ALICE COELHO
8 . Miscellaneous Provisions.
8 . 1 Choice of Law. The internal laws of the State of
California, regardless of any choice of law principles,
shall govern the validity of this Agreement, the
construction of its terms and the interpretation of the
rights and duties of the parties.
8. 2 Attorneys ' Fees. If any party hereto incurs any
expense, including attorneys ' fees, in connection with
any action or proceeding instituted by reason of any
default or alleged default of the other party
hereunder, the party prevailing in such action or
proceeding shall be entitled to recover from the other
party expenses and attorneys ' fees in the amount
determined by the court, whether or not such action or
proceeding goes to final judgment. In the event of a
settlement or final judgment in which neither party is
awarded all of the relief prayed for, the prevailing
party as determined by the court shall be entitled to
recover from the other party expenses and attorneys '
fees.
8 . 3 Amendment and Waiver. The parties hereto may by mutual
written agreement amend this Agreement in any respect.
Any party hereto may: (i) extend the time for the
performance of any of the obligations of the other
party; (ii) waive any inaccuracies in representations
and warranties made by the other party contained in
this Agreement or in any documents delivered pursuant
hereto; (iii) waive compliance by the other party with
any of the covenants contained in this Agreement or the
performance of any obligations of the other party; or
REAL PROPERTY PURCHASE AGREEMENT Page 12
GERALD C. GRAY and ALICE COELHO
(iv) waive the fulfillment of any condition that is
precedent to the performance by such party of any of
its obligations under this Agreement. Any agreement on
the part of any party for such amendment, extension or
waiver must be in writing.
8 . 4 Ricthts Cumulative. Each and all of the various rights,
powers and remedies of the parties shall be considered
to be cumulative with and in addition to any other
rights, powers and remedies which the parties may have
at law or in equity in the event of the breach of any
of the terms of ,this Agreement. The exercise or
partial exercise of any 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.
8 . 5 Notices. All notices, consents, approvals, waivers or
demands of any kind which either party to this
Agreement may be required or may desire to serve on the
other party in connection with this Agreement shall be
in writing and may be delivered by personal service or
sent by telegraph, facsimile, or cable or sent by
registered or certified mail, return receipt requested,
with postage thereon fully prepaid. All such
communications shall be addressed as follows:
Seller: Gerald C. Gray
c/o David Fama, Esq.
Nossaman, Guthner, Knox & Elliott
Attorneys at Law
50 California Street, 34th Floor
San Francisco, CA 94111
(415) 398-3600
FAX (415) 398-2438
REAL PROPERTY PURCHASE AGREEMENT Page 13
GERALD C. GRAY and ALICE COELHO
Alice Coelho
c/o William K. Holsman, Esq.
Holsman & Patterson
Attorneys at Law
500 Sansome Street, Suite 503
San Francisco, CA 94111
(415) 986-7500
FAX (415) 398-6278
District: Midpeninsula Regional Open Space
District
330 Distel Circle
Los Altos California 94022
Attn: L. Craig Britton,
Acting General Manager
(415) 691-1200
FAX (415) 691-0485
Copy to: Stanley R. Norton, Esq.
Attorney at Law
407 Sherman Avenue
Palo Alto, CA 94306
(415) 324-1366
FAX (415) 327-9151
If sent by telegraph, facsimile, or cable, a
conformed copy of such telegraphic, facsimile, or
cabled notice shall promptly be sent by mail (in the
manner provided above) to the addressee. Service of
any such communication made only by mail shall be
deemed complete on the date of actual delivery as shown
by the addressee's registry or certification receipt or
at the expiration of the third (3rd) business day after
the date of mailing, whichever is earlier in time.
Each party hereto may from time to time, by notice in
writing served upon the other as aforesaid, designate a
different mailing address or a different person to
which such notices or demands are thereafter to be
addressed or delivered. Nothing contained in this
Agreement, shall excuse either party from giving oral
notice to the other when prompt notification is
REAL PROPERTY PURCHASE AGREEMENT Page 14
GERALD C. GRAY and ALICE COELHO
appropriate, but any oral notice given shall not
satisfy the requirement of written notice as provided
in this Section.
8. 6 Disclaimer of Representations. District and Seller
agree that, except as specifically provided herein,
neither Seller, nor any of Seller's respective
employees, representatives or agents has made any
representations, warranties or agreements as to any
matters concerning the Property which are not contained
in this Agreement, including, but not limited to, the
suitability of the Property for any particular use and
the compliance of the Property with any applicable laws
or zoning ordinances.
8 . 7 Entire Agreement. This Agreement (together with its
Exhibits and the other documents referred to herein) is
intended by the parties hereto to be the final
expression of their agreement and constitutes and
embodies the entire agreement and understanding between
the parties hereto with regard to the subject matter
hereof and is a complete and exclusive statement of the
terms and conditions thereof, and shall supersede any
and all prior correspondence, conversations,
negotiations, agreements or understandings relating to
the same subject matter.
8. 8 Severabilit . If an of the
y provisions
n of t Y P his
Agreement are held to be void or 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 parties agree that such determination
shall not result in the nullity or unenforceability of
I
REAL PROPERTY PURCHASE AGREEMENT Page 15
GERALD C. GRAY and ALICE COELHO
the remaining portions of this Agreement. The parties
further agree to replace such void or unenforceable
provisions of this Agreement with valid and enforceable
provisions which will achieve, to the extent possible,
the economic, business and other purposes of the void
or unenforceable provisions.
8 . 9 Counterparts. This Agreement may be executed in one or
more counterparts, each of which shall be deemed an
original, and when executed, separately or together,
shall constitute a single original instrument,
effective in the same manner as if the parties had
executed one and the same instrument.
8. 10 waiver. No waiver of any 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.
8. 11 Time of Essence. Time is of the essence of each
provision of this Agreement in which time is an
element.
8. 12 Survival of Covenants, Representations and Warranties.
All covenants of District or Seller which are expressly
intended hereunder to be performed in whole or in part
after the Closing, and all written representations and
warranties by either party to the other, shall survive
the Closing and be binding upon and inure to the
benefit of the respective parties hereto and their
respective heirs, successors and permitted assigns.
REAL PROPERTY PURCHASE AGREEMENT Page 16
GERALD C. GRAY and ALICE COELHO
8 . 13 Assignment. Except as expressly permitted herein, no
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
parties, which approval shall not be unreasonably
withheld.
8 . 14 Further Documents and Acts. Each of the parties hereto
agrees to execute and deliver such further documents
and perform such other acts as may be reasonably
necessary or appropriate to consummate and carry into
effect the transactions described and contemplated
under this Agreement.
8. 15 Binding on Successors and Assigns. This Agreement and
all of its terms, conditions and covenants are intended
to be fully effective and binding, to the extent
permitted by law, on the successors and permitted
assigns of the parties hereto.
8 . 16 Captions. Captions are provided herein for convenience
only and they form no part of this Agreement and are
not to serve as a basis for interpretation or
construction of this Agreement, nor as evidence of the
intention of the parties hereto.
8 . 17 Pronoun References. In this Agreement, if it be
appropriate, the use of the singular shall include the
plural, and the plural shall include the singular, and
the use of any gender shall include all other genders
as appropriate.
REAL PROPERTY PURCHASE AGREEMENT Page 17
GERALD C. GRAY and ALICE COELHO
8. 18 Broker's Commission. Each party agrees to and does
hereby indemnify and hold the other harmless from and
against any and all costs, liabilities, losses.,
damages, claims, causes of action or proceedings which
may result from any broker, agent or finder, licensed
or otherwise, claiming through, under or by reason of
the conduct of the indemnifying party in connection
with this transaction.
8 . 19 Lega
l Fees. Except as otherwise provided in this
Agreement, District and Seller shall each bear their
own respective legal expenses incurred in connection
with the negotiation and consummation of the
transaction contemplated by this Agreement.
REAL PROPERTY PURCHASE AGREEMENT Page 18
GERALD C. GRAY and ALICE COELHO
IN WITNESS WHEREOF, the parties hereto have caused this Agreement
to be executed by their duly authorized officers to be effective j
as of the date of final execution by District in accordance with
the terms hereof.
MIDPENINSULA REGIONAL OPEN SPACE SELLER
DISTRICT
APPROVED AS TO FORM:
G4RALD C. GRAY
rt n, Dist ict Counsel Date:_
REC DED FOR APPROVAL:
L. Craig Britton, ALICE COELHO
Aet4-ng- General Manager
APPROVED AND ACCEPTED: Date: 7
Pre i ent, Board of Directors
ATTEST:
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C • Hti�-�
/4c District Clerk
Date: 14 q�{
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SKYLINE RIDGE OPEN SPACE PRESERVE PORTOLA STATEi r
PARK )C
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SC�e. 1' — 2a-C Nc nT 0�
April 1992 : r i.-= �-�«•f ` . Page
t,
Order No. 369463
SUPPLEMENTAL PRELIMINARY REPORT
FIRST AMERICAN TITLE INSURANCE COMPANY
1100 South E1 Camino Real
San Mateo, CA 94402
(415) 341-2691
PAULA LEIBOVITS, ATTY .
Attn: Erica
2000 Center St . 0300
Berkeley , CA 94704
Customer 's Reference:
Form of Policy Coverage Requested: CALIFORNIA LAND TITLE
ASSOCIATION STANDARD COVERAGE POLICY - (1990) OR AMERICAN LAND
TITLE ASSOCIATION OWNER POLICY - (1990) WITH REGIONAL EXCEPTIONS
and ALTA LOAN POLICY - 199P
In response to the above referenced P ce application fora policy of
P Y
title insurance this Company hereby
ebY reports
is that it
is prepare
d
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 of said
Policy or Policies are set forth in Exhibit A attached . Copies
of the Policy forms should be read . They are available from the
office which issued this report .
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 January 3 , 1992 at 7 :30 a.m.
4ALEN E . SCHMIDT
ESCROW OFFICER
Title of said estate or interest at the date hereof is vested in:
SEE EXHIBIT "A" ATTACHED
Page 1
EXHIBIT
Page Or
SUPPLEMENTAL REPORT Order No. 369463
The estate or interest in the land hereinafter described or
referred to covered by this Report is : A FEE
The land referred to in this Report is situated in the State of
California , County of San Mateo and is described as follows :
PARCEL I :
All of Section 28 and the Northeast 1/4 of the Northwest 1/4 of
Section 33 , all in Township 7 South , Range 3 West . M.D.B. 6 M.
PARCEL II :
Portion of the Southeast 1/4 of Section 29 , Township 7 South ,
Range 3 West , M.D .B . a M. being more particularly described as
follows :
BEGINNING at a point on the quarter section line running East and
West through the center of said Section 29 where it is
intersected by the centerline of the present county road known
as Alpine Road ; thence from said point of beginning Easterly
along the said quarter section line to the quarter section corner
on the line between Sections 28 and 29, Township 7 South, Range
3 West , M.D.B . 6 M. ; thence Southerly along said section line
between Sections 28 and 29 to the section corner common to
Sections 28 , 29 , 32 and 33 ; thence Westerly along the section
line between Sections 29 and 32 to the centerline of the present
county road known as Portola State Park Road , formerly known as
the Islam Shrine Road ; thence Northerly along the centerline of
said road and the centerline of Alpine Road to the aforementioned
quarter se
ction ection tine running East and West through the center of
said Section 29 and the point of beginning.
EXCEPTING THEREFROM the following described lands :
BEGINNING at an iron pipe Monument at the corner common to
Sections 28 , 29 , 32 and 33 ; thence from said point of beginning
Westerly along the section line between Sections 29 and 32 , 2090
feet more or less , to the centerline of the aforementioned county
road ; thence Northerly along said centerline of said county road
to the point where said road is intersected by a line that is
parallel to and 600 feet distant at right angles Northerly from
the dividing line between Sections 29 and 32 ; thence Easterly
along said line that is parallel to and 600 feet distant at
right angles Northerly from the dividing line between Sections 29
and 32 , 2040 feet , more or less , to the section line between
Sections 28 and 29 ; thence Southerly along the dividing line
between Sections 28 and 29 a distance of 600 feet ,wore or less ,
to the point of beginning.
Page 2
EXHIBIT PA?
;Page ,. of
SUPPLEMENTAL REPORT Order No. 369463
PARCEL III
All that portion of the Southeast 1/4 of the Northeast 1/4 of
Section 29 , Township 7 South, Range 3 West , M.D .B. i M. , as lies
Easterly and Southerly f
y o the Centerline of Alpine Road .
PARCEL IV•
All that portion of the Northeast 1/4 of the Northeast 1/4 of
Section 29 , Township 7 South, Range 3 West , M.D .B . 3 M. as lies
Easterly of the centerline of Alpine Road.
A.P. No. : 085-110-010 JPN 085 Oil 110 01 A
080-370-020 080 037 370 02 A
080-380-020 080 038 380 02 A
At the date hereof exceptions to coverage in addition to the
printed exceptions and exclusions contained in said policy form
would be as follows:
1 . Second Installment General and Special Taxes for the fiscal
year 1991-1992 , in the amount of $12 .58 .
Code Area : 066-005 A.P. No . : 085-110-010
Affects a portion of said land .
General and Special Taxes for the fiscal year 1991-1992 , in
the amount of $17 .47 each installment has been paid in full .
Code Area : 066-005 A.P. No. : 080-370-020
Affects a portion of said land .
General and Special Taxes for the fiscal year 1991-92 in the
amount of $564 .54 , each installment , have been paid in full .
Code Area : 066-005 A.P. No. : 080-380-020
Affects a portion of said land.
2 . The Lien of Supplemental Taxes assessed pursuant to Chapter
3.5, Commencing with Section 75 of the California;Revenue and
Taxation Code.
Page 3
EXHIBIT
Page _j-. of
SUPPLEMENTAL REPORT Order No. 369463
3 . A LICENSE FOR DIVERSION and use of water:
Granted To : Patricia Gray
By: The State of California - Department of Public
Works , Division of Water Resources
Dated : May 14 , 1951
Recorded : March 6 , 1952
Document No. : 92041-3 of Official Records of San Mateo County ,
California , for the diversion of water of three unnamed streams ,
being tributaries of Peters Creek for the purpose of irrigation,
domestic and stock watering uses .
4 . EASEMENT for drainage within any creek or stream traversing
the herein described property, together with the rights of the
public in and to the waters and the use of such creeks or
streams , to the high water mark.
S . THE TERMS, provisions and conditions of the Trusts herein
mentioned which are not disclosed of record . A copy of said
Trusts must be submitted to this office prior to closing .
NOTE: No report or examination has been made in connection with
that certain "Notice of Pendency of Statutory Adjudication-San
Gregorio Creek Stream System" , executed by The State Water
Resources Control Board and recorded March 27 , 1989 under
Recorders Serial No . 89038390 of Official Records of San Mateo
County. The policy being issued will not insure against any
loss by reason of such matters .
For more information, please contact
Barbara Katz
State Water Resources Control Board
Office of Chief Council
P. 0. Box 100
Sacramento, CA 95801
(916) 324-0941
sssssss
NOTE: This report is ' subject to a cancellation charge as
required by Sections 12404, et seq. , of the Insurance Code of the
State of California and Rule No. 2 of Department of Insurance
Bulletin No. Ns. 35 E.
cc: David Fama, Atty. , 50' California St . , 34th Floor, San
Francisco , CA 94111
ORDER DATE: September 27 , 1991
S.T.R. DATE: None
TSP/am/PJA
Page 4
EXHIBIT
—B
Page -�cf
SUPPLEMENTAL REPORT Order No. 369463
There have been no deeds recorded within the last two years
prior to the date of this report , affecting the herein described
property, except as follows :
GRANT DEED
From: Gerald Clark Gray
To: Gerald C . Gray, as Trustee (or the Successor
Trustee) of the Gerald C. Gray Trust dated
December 19 , 1990 , all of his right , title and
interest
Dated : March 4 , 1991
Recorded : March 18 , 1991
Document No. : 91030228 of Official Records of San Mateo County,
California .
QUITCLAIM DEED
From: Gerald C . Gray, as Trustee of The Gerald C. Gray
Trust dated December 19 , 1990
To: Gerald C . Gray , an unmarried man
Dated : October 14 , 1991
Recorded: October 23 , 1991
Document No . : 91139884 of Official Records of San Mateo County ,
California .
QUITCLAIM DEED
From: Gerald C . Gray, an unmarried man
To: Marjorie Roth , as Trustee of The Gerald C. Gray
Charitable Remainder Unitrust dated October 14 ,
1991
Dated : October 14 , 1991
Recorded : October 23 , 1991
Document No. : 91139885 of Official Records of San Mateo County ,
California . j
Page 5 EXHIBIT 06
Page of�
EXHIBIT "A" 369463
PATRICIA GRAY AND IMPERIAL TRUST COMPANY, or successors in Trust
as co trustees of the Patricia Gray Trust dated January 29 ,
1956 , MARJORIE ROTH, as Trustee of The Gerald C. Bray Charitable
Remainder Unitrust dated October 14 , 1991 and CELIA GRAY
CUMMINGS, in equal shares as to an undivided four-fifths (4/5ths)
interest ; ALICE CORONA GRAY , as to an undivided one-fifth (1/5)
interest
EXHIB T
Page of
TAX CODE AREA
80 - 37
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.� map may or may not be a survey of the land
n :led hereon. You should not rely upon it for BK
85
wtpose other than orientation to the fjencral I
ion of the parcel or parcels depicted. First �PARCEL IMP 1
Ican expressly dlsclalms any Ilabllity for /0 ��/p
;,a loss dr damage whkh may result nod+ PARCEL ,WP 110, 4 p
bce upon this Itwp. ^
Q AARClLR�Ir I MQL lJ ,i1
[ PARCEL IMP Wl- IID�� L�PARCEL A P M 30/7
0Aste•ssa►'s sw cowry OP sw wAreo,aui
LA HONZW -PESC4DERO UH/f/ED SCM004L DAI'r. T
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32 33 .,�.. ,u.• ,xxe -- �.•� r � 3 3 34
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85- I I
TAX CODE AREA-
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TAX COLE AREA
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••Thls rrm p may or may not be a survey of ft►e land
dericled nerron. You mould not rely upon it la
a 29 2e P� � any purpose other than orlentatlon to the gerwral
_
s,t,,', � 28 27 locatlon of the paroet of paroels oepictud. First
J2 J3 — Anwit"n expressly,06clalms any liability for
allegoo loss dr damrye whkh may retwfl from
C rellanea upon 9*amp.
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111�PARCEL d/AP VOL_ 29149_50
9 ITSlS30A't "4.0 COU&TY OF JAM YITEO.Clldr
RlCOROIN(,R I QI IS I 11)HY
ORDER 0
APN
WHEN RECORDED MAIL 10
F
MIDPENINSULA REGIONAL
OPEN SPACE DISTRICT
3,30 DfSTFL(IR(I F
LOS ALTOS,CAIJIORNIA 94022-1404
L ATTN: C. Britton SPACE ABOVE THIS LINE FOR RECORDER'S USE
DULY RECORDED WITHOUT FEE NO TRANSFER TAX DUE
PURSURANT TO GOVERNMENT CODE PUBLIC AGENCY ACQUIRING TITLE,
SECTION 27383 CALIFORNIA REVENUE AND TAXATION
CODE SECTION 11922
BY:
Grant Deed
FOR A VALUABLE CONSIDERATION, GERALD C. GREY and ALICE COEHLO
hereby GRANT(S)to MIDPENINSULA REGIONAL OPEN SPACE DISTRICT, a public district
the following described real property in the
County of San Mateo , State of California:
Being more particularly described in
Exhibit A as attached hereto and
incorporated herein by this reference.
Dated
Gerald C. Grey
STATE OF CALIFORNIA SS.
COUNTY OF Alice Coehlo
On before me, the under-
signed,a Notary Public in and for said State,personally appeared
known to me to
be the person-whose name subscribed to the within
instrument and acknowledged that executed the same.
WITNESS my hand and official seal.
No
Signature 0
Narne(Typed or Printed) (This area for official notarial seal) ca
:C to
Printed on recycled paper 9 1711
X to
C6 LAJ
EXHIBIT A TO THE GRANT DEED
PAGE 1 of 1
ALL THAT CERTAIN Real Property located in unincorporated San Mateo County,
State of California and being more particularly described as follows:
PARCEL I:
All of Section 28 and the Northeast 1/4 of the Northwest 1/4 of Section 33,
all in Township 7 South, Range 3 West, M.D.B. & M.
PARCEL II:
Portion of the Southeast 1/4 of Section 29, Township 7 South, Range 3 West,
M.D.B. & M. being more particularly described as follows:
BEGINNING at a point on the quarter section line running East and West
through the center of said Section 29 where it is intersected by the
centerline of the present county road known as Alpine Road; thence from
said point of beginning Easterly along the said quarter section line to the
quarter section corner on the line between Sections 28 and 29, Township 7
South, Range 3 West, M.D.B. & M. ; thence Southerly along said section line
between Sections 28 and 29 to the section corner common to Sections 28,- 29,
32 and 33 ; thence Westerly along the section line between Sections 29 and
32 to the centerline of the present county road known as Portola State Park
Road, formerly known as the Islam Shrine Road; thence Northerly along the
centerline of said road and the centerline of Alpine Road to the
aforementioned quarter section line running East and West through the
center of said Section 29 and the point of beginning.
EXCEPTING THEREFROM the following described lands:
BEGINNING at an iron pipe monument at the corner common to Sections 28, 29,
32 and 33 ; thence from said point of beginning Westerly along the section
line between Sections 29 and 32, 2090 feet more or less, to the centerline
of the aforementioned county road; thence Northerly along said centerline
of said county road to the point where said road is intersected by a line
that is parallel to and 600 feet distant at right angles Northerly from the
dividing line between Sections 29 and 32; thence Easterly along said line
that is parallel to and 600 feet distant at right angles Northerly from the
dividing line between Sections 29 and 32 , 2040 feet, more or less, to the
section line between Sections 28 and 29; thence Southerly along the
dividing line between Sections 28 and 29 a distance of 600 feet, more or
less, to the point of* beginning.
PARCEL III:
All that portion of the Southeast 1/4 of the Northeast 1/4 of Section 29,
Township 7 South, Range 3 West, M.D.B. & M. , as lies Easterly and Southerly
of the Centerline of Alpine Road.
PARCEL IV:
All that portion of the Northeast 1/4 of the Northeast 1/4 of Section 29,
Township 7 South, Range 3 West, M.D.B. & M. as lies Easterly of the
centerline of Alpine Road. IB T- CoEXH
Page of