HomeMy Public PortalAboutResolution - 22-54- 20221210 - Cloverdale Ranch PurchaseRESOLUTION 22-54
RESOLUTION OF THE BOARD OF DIRECTORS OF THE
MIDPENINSULA REGIONAL OPEN SPACE DISTRICT ACCEPTING
TWO PURCHASE AND SALE AGREEMENTS, AND AN OPTION
AGREEMENT, AMENDING THE FISCAL YEAR 2022-23 GENERAL
FUND CAPITAL BUDGET, AUTHORIZING GENERAL MANAGER OR
OTHER APPROPRIATE OFFICER TO EXECUTE CERTIFICATES OF
ACCEPTANCE FOR GRANTS TO DISTRICT,TO EXECUTE GRANTS TO
POST, AND ATTACHMENTS TO THE AGREEMENT, TO EXECUTE
DEED RESTRICTION WITH STATE OF CALIFORNIA AND AN OPEN
SPACE EASEMENT AGREEMENT WITH THE COUNTY OF SAN
MATEO FOR GRANT FUNDING FOR THE PURCHASE, AND ANY AND
ALL OTHER DOCUMENTS NECESSARY OR APPROPRIATE TO
CLOSING OF THE TRANSACTION (CREATING CLOVERDALE
RANCH OPEN SPACE PRESERVE)
WHEREAS, the Board of Directors (Board) approves the Midpeninsula Regional Open
Space District's (District) purchase of the Cloverdale Ranch Uplands Properties ("Uplands") as
set forth in the report, attached hereto and incorporated herein by this reference; and
WHEREAS, as part of the transaction, the District and Peninsula Open Space Trust
(POST) have agreed to establish Uplands properties to be owned in fee by the District, and Farm
properties to be owned in fee by POST, and accordingly the Board wishes to authorize to the
appropriate District officer or General Manager to execute certificates of acceptance for grants to
District and grants to POST; and
WHEREAS, as part of an Option Agreement, the Board wishes to authorize the General
Manager to enter into a Lease and Management Agreement with POST.
The Board of Directors of the Midpeninsula Regional Open Space District does hereby
resolve as follows:
SECTION ONE. The Board of Directors of the Midpeninsula Regional Open Space
District (District) does hereby accept the offer contained in the Purchase and Sale Agreements
and Option Agreement between Peninsula Open Space Trust (POST) and the Midpeninsula
Regional Open Space District, a copy of such agreements are 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 acquire the real property described therein ("the POST Cloverdale
Ranch Uplands Properties").
SECTION TWO. The Board authorizes the expenditure of $15,200,000.00 covering
the purchase of two of the Uplands properties, including option deposits totaling $20,000.00.
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SECTION THREE. The Board authorizes the expenditure of $500,000.00 covering
the option deposit for the Option Agreement for the western portion of the Uplands properties.
SECTION FOUR. The General Manager, or General Manager's designee is authorized
to expend up to $200,000.00 to cover the cost of title insurance, escrow fees, appraisal, San
Mateo County permit application fees, planning consultant services, outside legal services,
environmental consultant services, survey, recordation fees and miscellaneous costs related to
this transaction. The General Manager, or General Manager's designee is also authorized
to expend an additional $170,000 to reimburse POST for consultant, environmental and
engineering costs. The current FY23 budget includes $110,000 for these expenses, requiring an
additional adjustment of $260,000.
SECTION FIVE. The Board approves an amendment to the Budget and Action Plan for
Fiscal Year 2022-23 by increasing the Measure AA Fund Capital budget in the amount
of $15,460,000. Except as herein modified, the FY 2022-23 Budget and Action Plan, Resolution
No. 22-21 as amended, shall remain in full force and effect.
SECTION SIX. The General Manager or President of the Board of Directors and/or
other appropriate officer is authorized to enter into Lease and Management Agreement with
POST for management of the Property and any extensions thereof until the Purchase of the
property and the Assignment of Grazing and Pasture Leases from POST.
SECTION SEVEN. The General Manager or President of the Board of Directors
and/or other appropriate officer is authorized to execute Grant Deeds for the future transfer of
parcels to POST.
SECTION EIGHT. The General Manager, President of the Board of Directors, or other
appropriate officer is authorized to execute Certificates of Acceptance, and Grant Deeds on
behalf of the District.
SECTION NINE. The General Manager or the General Manager's designee is
authorized to provide notice of acceptance to the seller, execute all escrow documents and to
extend escrow if necessary
SECTION TEN. The General Manager or the General Manager's designee is authorized
to execute a Deed Restriction as specified in the Recreational Improvement Revenue
Enhancement grant from the State of California, and an Open Space Easement Agreement with
the County of San Mateo for the grant funding provided towards the purchase of the real
property described therein.
SECTION ELEVEN. 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 any term of the Agreement or documents, which are necessary or
appropriate to the closing or implementation of this transaction.
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PASSED AND ADOPTED by the Board of Directors of the Midpeninsula Regional
Open Space District on December 10, 2022, at a regular meeting thereof, by the following vote:
AYES: CYR, HASSETT, HOLMAN, KERSTEEN-TUCKER, KISHIMOTO,
RIFFLE
NOES: NONE
ABSTAIN: NONE
ABSENT: SIEMENS
ATTEST:
APPROVED:
aren Holman, Secretary Zoe Kersteen-Tucker, President
Board of Directors
APPROVED AS TO FORM:
Hilary Stevenson, General Counsel
Board of Directors
I, the Acting 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.
Soria, Acting Distrrict Clerk
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