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Document Date: 3/25/2008
Document Type: Resolution
Preserve Name:
Keywords (no more than 4): Mindego Ranch Purchase
Project Name:
Project Number:
Vendor or Other Party:
Name (First):
Name (Last):
Address:
APN Number:
Document No. 08-16
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RESOLUTION 08-16
RESOLUTION OF THE BOARD OF DIRECTORS OF MIDPENINSULA REGIONAL OPEN
SPACE DISTRICT AUTHORIZING EXECUTION OF PURCHASE AGREEMENT AND
RELATED DOCUMENTS;AUTHORIZING GENERAL MANAGER TO EXECUTE
ASSIGNMENT OF LEASES AND SECURITY DEPOSIT,ASSIGNMENT OF LANDFILL
REMOVAL AGREEMENT AND ESCROW AGREEMENT; AUTHORIZING GENERAL
MANAGER OR APPROPRIATE OFFICER TO EXECUTE CERTIFICATES OF
ACCEPTANCE OF GRANTS TO DISTRICT,AND AUTHORIZING GENERAL MANAGER TO
EXECUTE ANY AND ALL OTHER DOCUMENTS NECESSARY OR APPROPRIATE TO
CLOSING OF THE TRANSACTION(RUSSIAN RIDGE OPEN SPACE PRESERVE—
MINDEGO RANCH PROPERTY—LANDS OF PENINSULA OPEN SPACE TRUST)
The Board of Directors of Midpeninsula Regional Open Space District does resolve as follows:
Section One. The Board of Directors of Midpeninsula Regional Open Space District does hereby accept
the offer contained in that certain Purchase Agreement between Peninsula Open Space Trust, a California
non-profit,public benefit corporation and Midpeninsula Regional Open Space District,a California public
agency, a copy of which is attached hereto and by reference made a part hereof,and authorizes the
General Manager or appropriate officers to execute the Agreement on behalf of the District,and
authorizes General Manager or the President or appropriate officers to execute the Assignment of Leases
and Security Deposits(Exhibit C to the Purchase Agreement); and the Assignment of Landfill Removal
Agreement and Escrow Agreement(Exhibit F to the Purchase Agreement).
Section Two. The General Manager, President of the Board of Directors, or other appropriate officer are
authorized to execute Certificates of Acceptance on behalf of the District for the conveyances approved in
this transaction.
Section Three. The General Manager of the District or the General Manager's designee shall cause to be
given appropriate notice of acceptance to the seller and to extend the time for close of escrow if necessary
or appropriate. The General Manager and General Counsel are further authorized to approve any
revisions to the attached Agreements and other transactional documents that do not significantly change
any term or condition thereof. The General Manager is authorized to execute such other transactional
documents that are necessary or appropriate to the closing or implementation of this transaction.
Section Four. The General Manager of the District is authorized to expend up to$60,000 to cover the
cost of title insurance, escrow fees, demolition, initial site cleanup, and other miscellaneous costs related
to this transaction.
Section Five. It is intended, reasonably expected, and hereby authorized that the District's general fund
will be reimbursed in the amount of$23,545,000 including$22,500,000 for the property purchase and
$1,045,000 for the Escrow Deposit from the proceeds of the next long-term District note issue. This
Section of this Resolution is adopted by the Board of Directors of Midpeninsula Regional Open Space
District solely for purposes of establishing compliance with the requirements of Section 1.103-18 of the I
Treasury Regulations. The reimbursement of this payment expenditure is consistent with the District's
budgetary and financial circumstances. There are no funds or sources of moneys of the District that have
been, or are reasonably expected to be,reserved or allocated on a long-term basis or otherwise set aside to
pay the costs of this open space land purchase project,which are to be paid or reimbursed out of proceeds
of indebtedness to be issued by the District. The Board of Directors hereby declares the District's official
intent to use proceeds of indebtedness to reimburse itself for this open space land purchase project
expenditure.
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RESOLUTION No. 08-16
PASSED AND ADOPTED by the Board of Directors of the Midpeninsula Regional Open Space
District on March 25, 2008 at a Special Meeting thereof, by the following vote:
AYES: Jed Cyr, Mary Davey, Larry Hassett, Curt Riffle, Kenneth Nitz,
Nonette Hanko, Pete Siemens
NOES: None
ABSTAIN: None
ABSENT: None
ATTEST: APPROVED:
Secretary resident
Board of Directors Board of Directors
I, the District Clerk of the Midpeninsula Regional Open Space District, hereby certify that
the above is a true and correct copy of a resolution duly adopted by the Board of Directors of
the Midpeninsula Regional Open Space District by the above vote at a meeting thereof duly
held and called on the above day.
District C