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Home My Public Portal About20100714 - Resolution - Board of Directors (BOD) (4) Cover Sheet For Scanning By ECS Originating Department General Manager Laserfiche Template Board Of Directors Template Fields Document Date: 7/14/2010 Document Type: Resolution Preserve Name: Keywords (No More Than 4): Ravenswood Tunnel Easement i Project Name: Project Number: Vendor Or Other Party: Name (First): Name (Last): Address: APN Number: Document No. 10-26 Additional Field: Additional Field: Additional Field: Additional Field: i it RESOLUTION NO. 10-26 RESOLUTION OF THE BOARD OF DIRECTORS OF MIDPENINSULA REGIONAL OPEN SPACE DISTRICT AUTHORIZING OFFICER TO EXECUTE AGREEMENT TO EXCHANGE INTERESTS IN REAL PROPERTY,AUTHORIZING OFFICER OR GENERAL MANAGER TO EXECUTE GRANT OF TUNNEL EASEMENT, AUTHORIZING OFFICER OR GENERAL MANAGER TO EXECUTE CERTIFICATE OF ACCEPTANCE OF GRANT OF OPEN SPACE EASEMENT AND AGREEMENT TO DISTRICT, AND AUTHORIZING GENERAL MANAGER TO EXECUTE ANY i RAP APPR OPRIATE TO CLOSING OF AND ALL OTHER DOCUMENTS NECESSARY O THIS TRANSACTION (RAVENSWOOD OPEN SPACE PRESERVE—LANDS OF THE CITY AND COUNTY OF SAN FRANCISCO) The Board of Directors of Midpeninsula Regional Open Space District does resolve as follows: 1. The Board of Directors of Midpeninsula Regional Open Space District does hereby accept the offer contained in that certain Agreement to Exchange Interests in Real Property between the City and County of San Francisco, a municipal corporation ("City") and Midpeninsula Regional Open Space District, a copy of which is attached hereto and by reference made a part hereof, and authorizes the President or other appropriate officer to execute this Agreement on behalf of the District. 2. The President of the Board of Directors, General Manager or other appropriate officer is authorized to execute the Grant of Tunnel Easement granting the real property interest being conveyed therein by the District. 3. The President of the Board of Directors, General Manager or other appropriate officer is Certificate of Acceptance for the Grant of Open Space Easement and authorized to execute the C p Agreement on behalf of the District. 4. The General Manager of the District or his designee shall cause to be given appropriate notice of acceptance to City. The Gen eral Manager and General Counsel are further authorized to i ions to the attached Agreement and other transactional documents approve any tech nical lrevs g which do not involve any material change to any term of the Agreement or other transactional documents, which are necessary or appropriate to the closing or implementation of this transaction. 5. The General Manager of the District or his designee is authorized to expend up to $5,000 to cover the cost of title insurance, escrow fees, and other miscellaneous costs related to this transaction. 6. The Board of Directors finds and determines that, pursuant to Section 5540.5 of the Public Resources Code of the Sate of California, the granting and acceptance of these easements is consistent with Public Resources Code 5540.5, that the interest in real property being acquired Distric t f equal or greater value than the interest in real property being transferred to b the D y q the City, and is necessary to be acquired for open space purposes. RESOLUTION NO. 10-26 PASSED AND ADOPTED b the Board of Directors of the Midpeninsula Regional Open Space , District on July 14, 2010 at a Special and Regular Meeting thereof, by the following vote: AYES: CYR,HANKO, HARRIS,HASSETT,RIFFLE,SIEMENS,AND DAVEY NOES: NONE ABSTAIN: NONE ABSENT: NONE ATTEST: APPROVED: .�j 2 �A_J_a� Sec ary President 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 Clerk E r AMENDMENT TO AGREEMENT TO EXCHANGE INTERESTS IN REAL PROPERTY This Amendment to Agreement to Exchange Interests in Real Property("Amendment"), is made effective as of December 6, 2010, by and between the Midpeninsula Regional Open Space District, a California special district("District")and the City and County of San Francisco, a municipal corporation (4�City») Recitals A. District and City have entered into an Agreement to Exchange Interests in Real Property, which was signed by District on June 14,2010,approved by District's Board of Directors on July 14, 2010,signed by City on October 7,2010, approved by City's Board of Supervisors on October 19, 2010, and approved by City's Mayor on October 22, 2010("Agreement"). City mailed two fully executed originals of the Agreement to District on December 2,2010. B. District and City desire to amend the Agreement to confirm the Effective Date and opening of escrow and extend the Closing Date, as provided herein. NOW,THEREFORE, District and City agree as follows. 1. "Effective Date"; "Closing Date"; Opening Escrow. The parties agree that the "Effective Date"of the Agreement is December 6,2010, and that escrow has been opened in substantial compliance with Section 2.A of the Agreement. The parties further agree that the second sentence of Section 2.B of the Agreement is amended to read as follows: "The Closing shall occur on January 31,2011,or on such other date as City and District, or their respective counsel,may mutually agree,but in no event later than February 28,2011 (the "Closing Date"), subject to the provisions of Section 2.E [District's Conditions to Closing] and Section 21 [City's Conditions to Closing]." 2. Full Force and Effect. The Agreement remains in full force and effect as amended herein. The Agreement as amended by this Amendment constitutes the entire agreement of the parties concerning the subject matter thereof, and supersedes all previous negotiations, agreements, or understandings, if any, regarding the matters contained in the Agreement. District and City ratify and confirm all provisions of the Agreement as amended by this Amendment. 3. Effectiveness of Amendment. This Amendment shall be effective as of December 6, 2010,when signed by both parties below or in counterparts, and delivered. A photocopy,facsimile, or electronic copy shall have the same effect for all purposes as an ink-signed original. IN WITNESS WHEREOF,the parties execute this Amendment. CITY AND COUNTY OF SAN FRANCISCO, MIDPENINSULA REGIONAL OPEN SPACE a municipal corporation: DISTRICT, a California special district By: By:C'�" C465_?Y4;� Amy L. Brown Ste n E. Abbors Director of Property General Manager APPROVED AS TO FORM: APPROVED AS TO FORM: Dennis J. Herrera, City Attorney G ,/ By: By: Carolyn J. Stein Susan M. Schectman Deputy City Attorney General Counsel amendment to exchange agreement(sf revise 1-7-1 1).doc AMENDMENT TO AGREEMENT TO EXCHANGE INTERESTS IN REAL PROPERTY This Amendment to Agreement to Exchange Interests in Real Property("Amendment"),is made effective as of December 6,2010,by and between the Midpeninsula Regional Open Space District,a California special district("District")and the City and County of San Francisco,a municipal corporation ("City")_ Recitals A. District and City have entered into an Agreement to Exchange Interests in Real Property, which was signed by District on June 14, 2010, approved by District's Board of Directors on July 14, 2010,signed by City on October 7,2010,approved by City's Board of Supervisors on October 19, 2010,and approved by City's Mayor on October 22,2010("Agreement"). City mailed two fully executed originals of the Agreement to District on December 2,2010. B. District and City desire to amend the Agreement to confirm the Effective Date and opening of escrow and extend the Closing Date,as provided herein. NOW,THEREFORE,District and City agree as follows. 1. "Effective Date";"Closing Date";Opening Escrow.The parties agree that the"Effective Date"of the Agreement is December 6,2010,and that escrow has been opened in substantial compliance with Section 2.A of the Agreement.The parties further agree that the second sentence of Section 23 of the Agreement is amended to read as follows: "Me Closing shall occur on January.21,2011,or on such other date as City and District,or their respective counsel,may mutually agree,but in no event later than February 28, 2011 (the"Closing Date"),subject to the provisions of Section 2.E[District's Conditions to Closing] and Section 2.F [City's Conditions to Closing]." 2. Full Force and Effect. The Agreement remains in full force and effect as amended herein.The Agreement as amended by this Amendment constitutes the entire agreement of the parties concerning the subject matter thereof, and supersedes all previous negotiations,agreements,or understandings, if any, regarding the matters contained in the Agreement. District and City ratify and confirm all provisions of the Agreement as amended by this Amendment. 3. Effectiveness of Amendment. This Amendment shall be effective as of December 6,2010,when signed by both parties below or in counterparts,and delivered. A photocopy, facsimile,or electronic copy shall have the same effect for all purposes as an ink-signed original. IN WrMSS WHEREOF,the parties execute this Amendment. CITY AND COUNTY OF SAN FRAN CO. MIDPENINSULA REGIONAL OPEN SPACE a municipal corporation_ DISTRICT,a California special district By: BY Stephen E. Abbors ep General Manager John Updike,Assistant Dire for of Property APPROVED AS TO FORM: APPROVED AS TO FORM.- Dennis J,Herrera,Ci mey 2 By, __-- By Carolyn J Stein Susan M.Schectman Deputy ity Attorney General Counsel amendymm to exck2np armrmnl(sf mvut I Is-1•).doc