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HomeMy Public PortalAboutResolution - 20-31- 20201028 - 330 Distel CircleRESOLUTION 20-31 RESOLUTION OF THE BOARD OF DIRECTORS OF THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT APPROVING THE PURCHASE AND SALE AGREEMENT FOR THE SURPLUS PROPERTY AT 330 DISTEL CIRCLE, LOS ALTOS, CALIFORNIA, AUTHORIZING THE GENERAL MANAGER TO EXECUTE A LEASEBACK AT MARKET RATE (IF NEEDED), AND AUTHORIZING THE GENERAL MANAGER TO EXECUTE ANY AND ALL OTHER DOCUMENTS NECESSARY OR APPROPRIATE TO CLOSING THE TRANSACTION WHEREAS, the Midpeninsula Regional Open Space District ("District") is a special district organized and operating under California Public Resources Code §5500 et seq.; and WHEREAS, the District owns the real property located at 330 Distel Circle, Los Altos, CA (Santa Clara County Assessor Parcel Number 170-04-051) ("Subject Property" or `'Surplus Property"), which has been used as the District's administrative office since 1990; and WHEREAS, As the District began to undergo significant internal restructuring to accelerate project delivery, expand public service and ensure sufficient resources to manage public land and access facilities, it required additional administrative office space; therefore, on February 1, 2019, the District acquired real property located at 5050 El Camino Real, Los Altos, CA (Santa Clara County Assessor Parcel Number 170-04-054) for future relocation of its administrative office; and WHEREAS, the Subject Property is no longer necessary for District purposes, and the District desires to dispose of the Subject Property; and WHEREAS, pursuant to California Public Resources Code section 5540, the District may dispose of real property necessary to the full exercise of its powers. provided that such property is not dedicated and used for park or open space purposes; and WHEREAS, pursuant to California Public Resources Code section 5563, if, in the opinion of the Board, any land or property owned by the District, becomes unnecessary for the purposes of the District, the Board may sell such lands or property, or interest therein; and WHEREAS, the Board of Directors formally designated the Subject Property as Surplus Property on November 20, 2019, per Resolution 19-39, and offered the Property for sale in accordance with the Surplus Land Act (Cal. Gov't Code §55240); and WHEREAS, the County of Santa Clara made an offer to the District for the purchase of the Surplus Property which the District desires to accept; and WHEREAS, pursuant to California Public Resources Code section 5540, the District may dispose of real property necessary to the full exercise of its powers, provided that such property is not dedicated and used for park or open space purposes; and Resoluuons12020M-20.31 _330Distel Ci rcleSurpl us WHEREAS, pursuant to California Public Resources Code section 5563, if, in the opinion of the Board, any land or property owned by the District, becomes unnecessary for the purposes of the District, the Board may sell such lands or property, or interest therein; and WHEREAS, the disposition of the Subject Property as surplus property is exempt from environmental review pursuant to Section 15312 (Class 12 — Surplus Government Property Sales) of the California Environmental Quality Act Guidelines. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of Midpeninsula Regional Open Space District (District) as follows: 1. The Board of Directors of Midpeninsula Regional Open Space District (District) does hereby accept the offer contained in that certain Purchase and Sale Agreement between the County of Santa Clara and the Midpeninsula Regional Open Space District, a copy of which purchase agreement is attached hereto and by reference made a part hereof, and authorizes the President of the Board of Directors, General Manager, or other appropriate officer to execute the Agreement and all related transactional documents on behalf of the District to dispose of the real property described therein ("Surplus Property"). 2. The Board authorizes the General Manager to use the proceeds of the sale to call the 2017B Parity Bonds and allocate the remainder of the proceeds to the Committed for Infrastructure Reserve Fund. 3. The General Manager, President of the Board of Directors, or other appropriate officer is authorized to execute the Grant Deed on behalf of the District. 4. The General Manager or the General Manager's designee (Real Property Manager or Sr. Real Property Agent) is authorized to provide notice of acceptance to the seller, execute all escrow documents and to extend escrow if necessary. 5. The General Manager is authorized to negotiate and execute a leaseback of the Surplus Property at market rate, if needed. 6. The General Manager and General Counsel are further authorized to approve any technical revisions to the attached Agreement and documents, which do not involve any material change to the terms of the Agreement or documents, which are necessary or appropriate to the closing or implementation of this transaction. 7. If the County of Santa Clara does not accept the condition of the Surplus Property after the conclusion of their due diligence period, General Manager may market and negotiate the sale of the Surplus Property to non -preferred buyers on the open market. x 7, x x x x 77 77 77 x 77 77 77 x x x x x x r, x r, x x * * * * * * * * * * Mot PASSED AND ADOPTED by the Board of Directors of the Midpeninsula Regional Open Space District on October 28, 2020, at a regular meeting thereof, by the following vote: AYES: CYR, HASSETT, HOLMAN, KERSTEEN-TUCKER, KISHIMOTO, RIFFLE, SIEMENS NOES: NONE ABSTAIN: NONE ABSENT: NONE ATTEST: Jed,C}/r, Secr Bo of Directors APPROVED AS TO FORM: Hilary Ste nson, General Counsel APPROVED: Karen Holman, President 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. nnifer�,rn•odworth, District Clerk Resolutions/2020,R-20-3 1330DistelCircleSurylus 3