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HomeMy Public PortalAbout19941214 - Agendas Packet - Board of Directors (BOD) - 94-32 Open S ct P �" MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Meeting 94-32 REGULAR AND SPECIAL MEETING BOARD OF DIRECTORS AGENDA* 6:30 P.M. 330 Distel Circle Wednesday Los Altos, California December 14, 1994 (6:30) ROLL CALL SPECIAL MEETING OF THE BOARD OF DIRECTORS CLOSED SESSION The Closed Session will begin at 6:30 P.M. At 7:30 P.M., the Board will adjourn the Special Meeting Closed Session to the conclusion of the Regular Board Meeting' and at the conclusion of the Regular Meeting, the Board may reconvene the Special Meeting Closed Session. 1. Conference With Real Prouty Negotiator_ - Government Code Section 54956.8 Real Propp�rty: Santa Clara County Assessor's Parcel Numbers: 537-10-005 562-08-008 562-10-005, -006, -007 575-04-001, -002, -005, -007 575-09-008, -011 Ne og, tiating Parties: Rancho de Guadalupe Inc. and R. Smith Under Negotiations: Instructions to negotiator will concern price and terms of payment. 2. Conference With Legal Counsel - Anticipated Litigation, - Government Code Section 54956.9(b) Significant Exposure to Litigation:, (One Potential Case) (7:30) ** ORAL COMMUNICATIONS -- Public SPECIAL ORDERS OF THE DAY 1. Introduction of Volunteer Patrol -- J. Escobar 2. Resolution Honoring and Commending R. McKibbin -- G. Babbitt 330 Distel Circle • Los Altos, California 94022-1404 • Phone:415-691-1200 . FAX: 415-691-0485 19 Board of Directors:Pete.Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit General Manager:L.Craig Britton Meeting 94-32 Page 2 ADOPTION OF AGENDA *** ADOPTION OF CONSENT CALENDAR -- G. Babbitt *** APPROVAL OF MINUTES November 30, 1994 (Consent Item) *** WRITTEN COMMUNICATIONS (Consent Item) BOARD BUSINESS (7:45) 1. Approval of Radar Use as an Ongoing Program to Enforce the Trail Use Speed Limit on District Lands -- J. Escobar *** 2. Informational Report on the Ranger Bic Bicycle Patrol Pilot Program and PoY g Authorization for Staff to Include Funding an for Ongoing Program in 1995- g g g 1996 Budget Proposals -- J. Escobar (8:05) 3. Authorization to Complete the Issuance and Sale of$15 Million of 1995 Promissory Notes for Refinancing Previous Notes and Acquiring New Land M. Foster Resolution Authorizing the Execution of an Indenture of Trust for the Midpeninsula Regional Open Space District 1995 Promissory Notes and a Contract of Purchase for Said Notes, Approving a Preliminary Official Statement and Providing for the Approval of a Final Official Statement for Said Notes and Authorizing the Execution and Delivery of Two Escrow Agreements and Other Documents Related Thereto (8:20) 4. Authorization to Purchase 179-Acre Acronico Property for $690,000; Tentative Adoption of Preliminary Use and Management Plan Recommendations, Including Naming the Property as an Addition to Long Ridge Open Space Preserve; and Intention to Dedicate the Property as Public Open Space -- C. Britton Resolution Authorizing Acceptance 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 (Long Ridge Open Space Preserve - Lands of Acronico) (8:30) 5. Authorization to Purchase 7.55% Interest in the Big Dipper Ranch Property for $188,800; Tentative Adoption of Preliminary Use and Management Plan Recommendations, Including Naming the Property as an Addition to Skyline Ridge Open Space Preserve; and Intention to Withhold the Property from Dedication as Public Open Space -- C. Britton Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 201 San Antonio Cird >C-135 Mountain View,California 94040 ne:(415)949-5500 FAX:(415)949-5679 General Manager:Herbert Gre. and ofDirectors:Katherine Duffy,Robert McKibbin,Teena Hens finny Babbitt,Nonette Hanko,Betsy Crowder,Richard Bishop Meeting 94-32 Page 3 Resolution 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) (8:40) 6. Authorization to Purchase 328-Acre Johnson Property for $510,000; Tentative Adoption of Preliminary Use and Management Plan Recommendations, Including Naming the Property as an Addition to Mt. Umunhum Area of Sierra Azul Open Space Preserve and Intention to Withhold the Property from Dedication as Public Open Space -- C. Britton Resolution Authorizing Acceptance of Purchase Agreement, 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 (Sierra Azul Open Space Preserve - Lands of Linda C. Johnson et al) (8:50) 7. Acceptance of One-Half Acre Gift of Real Property from DeAnza Investments; Tentative Adoption of Preliminary Use and management Plan Recommendations, Including Naming the Property as an Addition to El Sereno Open space Preserve and Intention to Withhold the Property from Dedication as Public Open Space -- C. Britton Resolution Accepting Gift of Real property and Authorizing Execution of Certificate of Acceptance With Respect Thereto (El Sereno Open Space Preserve - Lands of DeAnza Investments) (8:55) 8. Acceptance of One-Fifth Acre Gift of Real Property from Almarie Veal; Tentative Adoption of Preliminary Use and Management Plan Recommendations, Including Naming the Property as an Addition to Mt. Umunhum Area of Sierra Azul Open Space Preserve and Intention to Withhold the Property from Dedication as Public Open Space -- C. Britton Resolution Accepting Gift of Real Property and Authorizing Execution of Certificate of Acceptance With Respect Thereto (Sierra Azul Open Space Preserve - Lands of Veal) (9:00) 9. Annual Report on Dedication Status of District Lands and Authorization to Dedicate as Public Open Space Certain Interests in Land in the Rancho San Antonio, St. Joseph's Hill, Coal Creek, Skyline Ridge, Sierra Azul, and Russian Ridge Open Space Preserves -- C. Britton Resolution Dedicating Interests In Certain District Lands For Public Open Space Purposes i Open Space 2 +� w MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 201 San Antonio Circlt C-135 Mountain View,California 94040 ne:(415)949-5500 FAX:(415)949-5679 General Manager:HerbertGrer, and of Directors:Katherine Duffy,Robert McKibbin,Teena Hens, nny Babbitt,Nonette Hanko,Betsy Crowder,Richard Bishop Meeting 94-32 Page 4 (9:10) 10. Acceptance of Certified Election Results, Declaration of Election for Directors Siemens, Davey, and Crowder and Administration of Oath of Office -- D. Dolan 11. Reclassification of Research Attorney Position and Modification of Position's Job Specification -- S. Schectman (9:15) 12. Authorization to Purchase Two Restroom Units from Restroom Facilities of Reno, Nevada for Purisima Creek Redwoods and Windy Hill Open Space Preserves at a Cost Not to Exceed $22,000 -- M. Gundert (9:20) 13. Request for Policy Direction Concerning Board Committees; Service by Board President on Board Committees and Compensation for Service on Ad Hoc Committees; Adoption of Ad Hoc Committee Formation and Membership Roster -- S. Schectman (9:30) INFORMATIONAL REPORTS -- Directors and Staff REVISED CLAIMS (Consent Item) CLOSED SESSION - (Continued, if necessary) ADJOURNMENT *NOTE. limes are estimated and items may appear earlier or later than listed. Agenda is subject to change of order. TO ADDRESS THE BOARD: The Chair will invite public comment on agenda items at then time each item is considered by the Board of Directors. You may address the Board concerning other matters during oral communications. Each speaker will ordinarily be limited to 3 minutes. Alternately, you may comment to the Board by a written communication, which the Board appreciates. All items on the consent calendar shall be approved without discussion by one motion unless a Board member removes an item &Qm the consent alendar for=aLatc discussion. A member Qf the public may request under oral communications that an item be removed from the consent calendar. NOTICE OF PUBLIC MEETINGS The Legislative, Finance and Public Affairs Committee will meet on Tuesday, December 20, 1994 at 1:30 P.M. at the District's Administrative Office. Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 201 San Antonio Circle �C-135 Mountain View,California 94040 ne:(415)949-5500 FAX:(415)949-5679 General Manager:Herbert Grer. and of Directors:Katherine Duffy,RobertMcKibbin,Teena Hens. finny Babbitt,Nonette Hanko,Betsy Crowder,Richard Bishop DEC-13-94 TUE 14 :39 COLLY BRA SOFTWARE INC. RESPONSE ACTION PROPOSED BY STAFF Board President Acknowledge/Respond Director Acknowledge/Respond Staff Acknowledge/Respond .sa �y 'r'�.,,.�.e... Draft Response Attached o: Board Qf.,="lxiorS Staff to be Directed to Prepare Draft Nfiul n Response for Board Consideration per MrtlpeAtnSxdalt ,tot>al p8ccJ3,strrct Board Directive(s) From. Mike Weston No Response Necessary Data: December 13, 1994 Subject: Radar Use by the Mdpaw)s la Regional ClpT Space District I suspect continued radar use is a foregam conclusion.so I will speak instead towards how radar should be used. if radar is used to blindly enforce the 15 NITH speed Breit: • The majority of mountain bicyclists will become potential targets,much as the majority of freeway drivears are potential targets for the Highway Patrol. The reason for this is that neither the 15 M1 H trail speed limit nor the 55 MPH.freeway speed limit was set based on studies of safety or prevailing speeds. "They were set due to political reasons. The two times I have personally clocked.MROSD vehicles exceeding the 551N M speed limit on the freeway serves to illustrate tier s_ s This large number of trail users will consider the speed limit regulation unreasonable„which could make there less concerned about breaking other regulations. � Some reasonable,friendly,median speed mountain bicyclists will got tickets_ This will very likely � harm their relationship with the Astrict- i I Instead,radar should be used to.- * If a mountain bicyclist is clearly riding in an unsafe manner,there will be otter evidence than just � speed. For examine,there will be signifiewt skidding an corners and when stopping. If radar is used as additional documentation in such cases,the rider will probably realize that they were acting unsafely. Jf they do not,they fall into the small minority of trail users that canna be simply cannot be teached. + Mountain tricyclist in the top 5 or 101/9 by speed,as cottapared to others on the same section of trail, will probably also be unsafe and are also unsafe to other trail users. It is reasonable for radar to be used to attempt to slow down such people. � I would like to thank the board and the district for the cots dnued expansion of the volunteer trail patrol programs and far the trial tanager bicycle patrol program. I believe that with efforts like those,and with limited and careful use of radar,the good relationship between the district and the mountain bicycling, community can be maintained. I nark`ym Mc had S.Weston 1323 Bess Ct. San.lose,CA 95123 I Electronic Engineering Associates Serving our California and Nevada instrumentation customers for over 40 years. RESPONSE ACTION PROPOSED BY STAFF Board President Acknowledge/Respond Director _Acknowledge/Respond Staff Acknowledge/Respond November 29, 1994 Draft Response Attached Staff to be Directed :cted to Prepare Draft Response Po n r Board Consideration per Board Direct iv a) Mid-Peninsula Regional Open Space District No Response Necessary Attn: Whomever sets policy 330 Distel Circle Los Altos, CA 94022 The attached article appeared in the Los Angeles Times and I felt that its theme certainly applies to our Mid-Peninsula Open Space District. My perception is that the District has a somewhat elitist attitude. By buying up open space and then making off limits, except to hikers. I believe that we are disenfranchising most of the very people who will be making decisions and voting about open space in the future. How can we expect future generations to support o en space policies, if the only open space they have experienced is the school yard p or parking lot. We need to make our open space more accessible. How long has it been since we have added a campground on the peninsula? I'll bet it's been over 25 years and 1 million residents ago. How about additional parking at trailheads. In keeping these areas pristine, we risk loosing them. Lets make them more accessible to the majority of our citizens. Sincerely, Jim Price 932 Terminal Way - P.O. Box 1000 San Carlos,CA 94070-1000 - (415)593-2189 FAX(415)593-0724 EAfNIC IMBALANCE T' -ATENS TO ERODE U.S. NATIC PARKS By FRANK CLIFFORD Los Angeles Times It has been almost 100 years since President Theodore Roosevelt stood beneath the majestic stone archway at the north entrance of Yellowstone National Park and proclaimed the democratic ideal that has become the informal credo of the national park system. ' 'It is the preservation of the scenery, of the forests, of the wilderness life and wilderness game for the people as a whole, instead of leaving the enjoyment thereof to be confined to the very rich who can control private reserves, ' ' Roosevelt declared. The people have enjoyed, in numbers that annually outstrip the National Park Service's ability to accommodate, look out for or clean up after. But in Yellowstone and elsewhere in the park system, Roosevelt's vision of democracy does not square with reality. As the nation's population has grown increasingly diverse, the system's 368 parks, monuments, historic places, seashores, waterways and recreation areas have remained largely the province of middle- to upper-class white people. Blacks, Hispanics, Asian-Americans and American Indians each make up a tiny fraction of those who visit the nation's most treasured natural preserves. ' 'If it weren't for a handful of urban parks, the national park system would be white and elitist, ' ' said Gary Machlis, a Park Service sociologist whose office has surveyed 20, 000 visitors at 60 parks. Those surveys indicate that nearly 50 percent of visitors had household incomes of more than $40, 000 a year. The issue of ethnic imbalance has troubling implications for the future. If coming generations of Americans, 50 percent of whom won't be white by the middle of the next century, are indifferent to the nation's most spectacular outdoor places, what will happen to public support for protecting natural resources? ' 'No diversity. No biodiversity, ' ' one Park Service official said. Alarmed by the trend, National Park Service Director Roger Kennedy said in a recent interview that the parks must attract a broader slice of the American people or eventually risk losing taxpayer support for their $1.5 billion annual budget. ' 'The kinds of people who saved the parks in the first place are declining relative to the rest of the population, ' ' he said. ' 'That requires us to reach out our hands and make new friends and allies in the fight to continue to take care of the wonderful resources that we are in charge of protecting. The survival of these places depends on our success in building a new constituency. ' ' THE PRO IS THE CON The imbalance is partly a byproduct of one of the parks' great virtues 11-28-1994 America Online:HJPrice Page 1 their remoteness f, the clamor of urban life -,Tith minorities and immigrants typically cloister in large cities, only the ire affluent are likely to know about the parks, let alone go to them. Moreover, some minorities who do use them express wariness about traveling to remote places through rural America. Park Service officials shoulder some of the responsibility for the absence of diversity. ' 'We're victims of our own isolation, ' ' Kennedy said. ' 'We need to make stronger connections with school systems. We need to start putting visitor centers in the middle of cities. We can't assume that you already know it's neat to go camping in the Santa Monica Mountains because you have a family camping tradition that grandpa started. ' ' ' 'What if grandpa wasn't around? What if he was living somewhere south of Chihuahua? ' ' A recent Park Service survey at nine sites found that minorities made up 7 percent of visitors. (They constitute one-quarter of the nation's population. ) The survey looked at several of the most popular parks, including the Great Smokies in North Carolina, Grand Teton in Wyoming and Gettysburg in Pennsylvania. Studies reveal a similar pattern in California. A 1991 review of visitors at Yosemite, conducted by researchers at Texas A&M University, found that more than 80 percent of visitors were white, less than 6 percent were Asian-American, less than 5 percent were Hispanic and less than 3 percent were black. The current Park Service administration is not the first to grapple with the issue of diversity. For more than 20 years, the agency has tried to reach out in various ways. MOVE TO THE CITIES In the early 1970s, it began creating big city parks such as Gateway National Recreation Area in New York City and Golden Gate National Recreation Area in San Francisco close to ethnically mixed urban neighborhoods. The Park Service also expanded the number of monuments honoring such non-white historic figures as Martin Luther King Jr. Jerry Belson, a black man who directs Park Service operations in southern Arizona, believes the Park Service could go a long way toward making minority visitors feel more comfortable simply by hiring more minority employees. ' 'Park visitors are comfortable with people they can relate to, ' ' Belson said. ' 'If you're not going to have people of color working in the parks, you are not going to attract people of color as visitors. ' ' Nationwide, the Park Service's professional staff, including rangers, is 87 percent white, 6 percent black, 4 percent Hispanic, about 1 percent Asian-American and about 1 percent American Indian. 11-28-1994 America Online:HJPrice Page 2 • WORKFORCE UNDERREPI, ELATED TOO Park Service officials insist they are trying to diversify the workforce but point out that low starting salaries -- about $14, 000 for a ranger -- and shabby living conditions at many parks have hampered their efforts. In the meantime, the Park Service has been looking for new ways to highlight the role of minorities in American history. Last year, it opened the Manzanar National Monument at the site of a World War II detention camp in Central California. Its purpose is to tell the story of Japanese-Americans who were interned there. Three years ago, it renamed Custer Battlefield National Monument in Montana as the Little Big Horn Battlefield. This was part of an effort to make American Indians feel more welcome at a site long identified with the last stand of an Army officer engaged in driving them off their ancestral land. At established sites, the Park Service is exploring the past with a pointedly populist flavor. With the aid of letters and oral histories, the American experience is being presented from the perspectives of ordinary people. ' 'It may be interesting for a minority person to go to a site dedicated to a president or a general or a captain of industry, ' ' said James Horton, a special assistant to the Park Service director. ' 'But you won't hold their attention long if you don't let them see their own history writ large in these places. ' ' MERCURY CENTER ID: me05863p Transmitted: 94-11-28 05:53 :53 EST 11-28-1994 America Online:HJPrice Page 3 I �\ . I\ 2 � \\ � Open Spac MIDPENINSULA REGIONAL OPEN SPACE DISTRICT December 15, 1994 DRAFT RESPONSE PREPARED BY STAFF FOR BOARD CONSIDERATION Mr. Jim Price 932 Terminal Way P.O. Box 1000 San Carlos, CA 94070-1000 Dear Mr. Price: Thank you for your letter of November 29 regarding your perception of the District. We appreciate your taking the time to write with your thoughts and suggestions. At our regular meeting last night, the District's Board of Directors considered your letter. I'd like to provide you with some additional information about the District and what we are working to accomplish. In its 22 years of existence, the District has so far preserved over 36,000 acres of open space land in 23 open space preserves. The vast majority of this land is open and accessible to the public. This includes over 200 miles of trails, of which over 80-percent are open to all visitors --hikers, bicyclists, and equestrians. The Board wholeheartedly agrees rees with you that we need to make these public lands accessible to all segments of our constituency. That starts with building a public awareness of the District and of the fact that these lands are available. This is an area where the District has recently been focusing significant efforts. While public awareness has increased over the years, our surveys indicate the District has only a 60-percent name-recognition among the public, and our goal is to continue to increase that awareness. I'm happy to report that in the last two years, the District has embarked on a significant outreach effort aimed at informing our constituency of the availability of District lands for low-intensity recreational use. This effort includes a number of direct household mailings of District information, a speakers bureau that takes our Directors and managers into the communities, outreach aimed at informing elementary school students about the District, and many other methods of reaching the public. In fact, the primary emphasis of our public affairs program is to bring District information to, areas of our constituency that have not been reached before. For example, we translated our Fact Sheet into Spanish and mailed it to 13,000 Spanish-speaking households within the District. We will continue to seek creative ways to reach all members of the public. 330 Distel Circle • Los Altos, California 94022-1404 • Phone:415-691-1200 FAX: 415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Renshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit General Manager:L.Craig Britton - - - - - - - - - - December 15, 1994 Mr. Jim Price Page-2- The District's overall philosophy, and the basis on which it was formed by the voters in 1972, is the protection of the environment and wildlife habitat. That's why our areas are called"preserves" instead of "parks," and why we don't have barbecue pits, ball fields, recreation centers, or other major development. The District maintains the land in an essentially unimproved condition, in order to provide the public with the opportunity to experience undisturbed, pristine open space lands. Other agencies take responsibility for the more traditional park and recreation activities. For example, within the Santa Cruz Mountain Range there are a number of State and County parks where campgrounds are already established. In any case, the District does not have the resources available to establish and maintain campgrounds, with the exception of our one small backpack camp on Black Mountain. In general, the only improvements the District makes are trails, signage, and gravel parking areas. Each preserve has a Use and Management Plan which outlines that preserve's future development. Additional parking areas are part of those plans, and are developed as funding is available. With our key goal of preserving the wilderness areas, our primary activity has been acquisition. However, creation of more staging areas in order to improve access is also a priority. Again,thank you for taking the time to share your thoughts with the Board. We encourage you and all members of the public to become involved with the District, either by volunteering, attending Board meetings, or just by providing us with your suggestions. Sincerely, Ginny Babbitt President, Board of Directors GB/mcs cc: Board of Directors RESPONSE ACTION PROPOSED BY STAFF Board President Acknowledge/Respond Director Acknowledge/Respond Staff Acknowledge/Respond Harry H. Haeussler, Jr. Draft Response Attached Staff to be Directed to Prepare Draft 1094 Highland Circle Response for Board Consideration per Los Altos, CA 94024 Board D'Irective(s) No Response Necessary December 2, 1994 Board of Directors MROSD 330 Distel Circle Los Altos, CA 94022 Some few months ago I complained about the condition of overgrowth on the Windy Hill trails, in particular Razorback and Hamms Gulch. i For various reasons I have not ridden Windy Hill for couple of months, but about ten days ago I started riding Windy Hill again. What a difference. Your crew did an excellent clearing job, and they deserve a hearty "Well done. " Harry H. Haeussler, Jr. < I U�v � � 199� - Open Spacc 1 MIDPENINSULA REGIONAL OPEN SPACE DISTRICT R-94-124 Meeting 94-32 December 14, 1994 AGENDA ITEM Evaluation Report on the Use of Radar on District Lands GENERAL MANAGER'S RECOMMENDATION Approve the use of radar as an ongoing program to enforce the trail use speed limit on District lands. DISCUSSION At your February 9, 1994 meeting, you approved a trial program authorizing the use of radar by District rangers. During the last nine months, rangers have used radar to raise visitor awareness, and in some cases, to enforce the District's trail use speed limit. Staff has compiled statistics collected during this trial period and the results are summarized in this report. Because of the public interest in this issue, special notice of this agenda item was mailed on November 29 to people on the District's trail use mailing list, to trail patrol volunteers, and to local bicycle shops. Background Following your approval of the trial radar program, the District researched and purchased two radar and two display units at a cost of $4,600. Before field use of the equipment, the District's Public Affairs Department issued a press release and the ranger staff received approximately eight hours of technical and field training. For the first six months, field staff set up speed awareness stations to inform and educate preserve users. Rangers used this time to increase individual visitors' awareness of his or her own speed, to distribute trail maps and etiquette brochures, and to collect survey information. Each ranger also used this time to accumulate the 40 hours of practice necessary to complete training requirements. This training included at least 100 individual visual estimations and comparisons with radar unit readings. During the trial program, the District supplied information for a number of local news articles. The District also participated in Speed Awareness Day on the Los Gatos Creek Trail, along with Santa Clara County, the Town of Los Gatos, and the City of Campbell. Although the District's program has generated some critical written and verbal responses, overall it has been well received and supported by the public. The press coverage and subsequent letters to the editor regarding the District's program have generally been supportive, characterizing the District's actions as responsible. During the last three months of the trial program, the ranger staff raised their enforcement level by issuing written warnings for minor violations, and citations for flagrant violations of the trail use speed limit. 330 Distel Circle • Los Altos, California 94022-1404 • Phone: 415-691-1200 • FAX:415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit R-94-124 Page 2 Trial Program Data The data contained in the table below represents the total use of the two radar units by ranger staff during the trial program. The table shows the speed readings for bicyclists. The speeds of eleven horses were also recorded; however, none exceeded the speed limit. It should also be noted that a number of bicyclists and equestrians had advance warning of the radar unit location, which probably resulted in a reduction of the speeds actually recorded. The speed awareness stations were highly visible and stationary, often for several hours. On busy days, word of their location spread around the preserve rather quickly. Staff has also included the bicycle injury accident totals for 1993 and 1994 in the table. 1. Staff hours of radar use 560 2. Total recorded speed readings 3,039 3. Speed at 15 mph or less (78%) 2,377 4. Speed greater than 15 mph (22%) 662 5. Speed between 16 and 20 mph (15%) 454 6. Speed between 21 and 25 mph (6%) 171 7. Speed between 26 and 30 mph (1%) 35 8. Speed greater than 30 mph 2 9. Written warnings issued 39 10. Citations issued 11 11. Bicycle injury accidents in 1993 (Jan.-Dec.) 44 12. Bicycle injury accidents in 1994 (Jan.-Nov.) 46 Findin s 1. The majority of bicyclists using District trails are adhering to the trail speed limit. However, there are a significant number of people exceeding the speed limit. 2. Rangers report that the use of radar has been effective in raising visitor awareness of trail use speed. The program created thousands of opportunities to make contacts with preserve users. It has demonstrated to all user groups the District's commitment to provide safe multiple-use of trails. Conclusions Generally, the use of radar has been successful. It has raised the public's awareness of trail use safety issues. The use of radar has proven to be an objective method of determining trail users' speed. The equipment is accurate and reliable. Using radar has increased the frequency of informational contacts with trail users. However, there are limitations to its use as an enforcement tool. Staff has learned that the radar equipment must be moved around a preserve frequently to insure that accurate information is obtained. The consistent use of the large display board and associated cabling make it rather cumbersome to change locations often. Rangers are also concerned about the amount of time it takes to break down the station when they need to respond to an emergency. R-94-124 Page 3 Ranger staff focused on speed awareness in the trial program. The true value as an enforcement tool has not been assessed. The use of radar does not seem to have affected the number of injury accidents this year. However, it is possible that it has helped keep the number of injury accidents from increasing significantly. Since the District implemented the trial use of radar, two other Bay Area agencies, Santa Clara County Parks and San Mateo County Parks, have adopted or proposed trail use speed limits. While these two counties have yet to determine a method of enforcement, both Marin Water District and East Bay Regional Parks already have trail speed limits and are presently using radar to enforce them. If the District continues to use radar to enforce the trail use speed limit, a number of benefits are likely. Compliance with the speed limit and safety awareness should improve. Since radar is an objective determination of speed, citations issued for speeding are more likely to be upheld in court if supported by radar readings. Active enforcement of the trail use speed may be our most effective way to insure compliance and a safe trail experience for all user groups. Prepared by: John Escobar, Operations Manager David Sanguinetti, Area Superintendent Contact: John Escobar Open Space 1 1 MIDPENINSULA REGIONAL OPEN SPACE DISTRICT R-94-125 Meeting 94-32 December 14, 1994 AGENDA ITEM Evaluation Report on Ranger Bicycle Patrol Program GENERAL MANAGER'S RECOMMENDA ON Accept this informational report on the ranger bicycle patrol pilot program and direct staff to include the start-up costs for an ongoing program in the 1995 - 1996 budget proposals. DISCUSSION i At your February 9, 1994 meeting, you authorized the establishment of a ranger bicycle patrol pilot program. Three rangers from each geographical area were selected to participate in the program. Staff researched and purchased the necessary equipment, located a qualified instructor to conduct a one-day training course, and started actual bicycle trail patrol on May 7, 1994. The pilot program ended November 30, 1994. The three bicycle patrol rangers in each area shared two active assignment positions to maximize the use of the equipment purchased by the District. Each ranger was required to keep track of the following information: time spent preparing for patrol each day, actual time spent on bicycle patrol, and the number of public contacts made while on bicycle patrol. The rangers made a total of 99 bicycle patrols, spent 31 hours on preparation time (approximately 20 minutes per patrol), spent 219 hours on patrol, and contacted approximately 1,222 visitors (an average of 12 contacts per patrol). The nature of the visitor contacts included numerous informational contacts, verbal and written warnings for violations ranging from picking flowers to excessive speed, many warnings for riding a bicycle without a helmet, and a few responses to accidents on the trails. Bicycle patrol rangers issued several citations for helmet violations and riding in a prohibited area. The rangers on bicycle patrol indicated that the public response to seeing rangers on bicycles was generally very positive. The program ended without a single reported employee accident or injury. The rangers who volunteered for the pilot program agreed to supply their own bicycles, helmets, and gloves. The equipment supplied by the District, which included helmet covers, bike racks and packs, repair kits, and cable locks, was obtained through a few donations and special discounts. The total cost to equip and train the staff for bicycle patrol was $884. Additionally, each ranger will be supplied with a set of bicycle tires at the end of the pilot 330 Distel Circle • Los Altos, California 94022-1404 • Phone: 415-691-1200 • FAX:415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit R-94-125 Page 2 program. The estimated total cost for the tires is $250 to $400. The total cost for the pilot program is approximately $1,200. To continue the ranger bicycle patrol program, the District would need to purchase bicycles, helmets, shoes, and gloves to outfit four to six rangers. Every effort would be made to obtain donated equipment and/or equipment at discounted prices. Based upon staff research, the expected initial cost to equip six rangers (four bicycles) is $1,810 to $3,210; the estimated annual cost to maintain the bicycle patrol equipment is $600 to $900, based on six rangers sharing four bicycles. Bicycle patrol training would probably be conducted every other year, at a cost of approximately $500. The ranger bicycle patrol pilot program has proved to be an effective way to patrol District trails. It has been well received by all visitor use groups. The program has provided an incentive for staff to devote more time to a non-motorized form of patrol. Initial concerns about employee injuries and excessive maintenance and preparation time have not been an issue. Staff would like to see the program continue. If the Board decides to continue the ranger bicycle patrol program, staff will provide the Board with an annual program update. Prepared by: John Escobar, Operations Manager Annette Coleman, Area Superintendent Contact: Same as above Open Space R-94-137 MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Meeting 94-32 December 14, 1994 AGENDA ITEM Issuance of 1995 Notes CONTROLLER'S RECOMMENDATION Approve the following attached resolution required to complete the issuance and sale of$15 million of 1995 Notes: A Resolution of the Board of Directors of the Midpeninsula Regional Open Space District Approving the Forms of and Authorizing the Execution of an Indenture of Trust for the Midpeninsula Regional Open Space District 1995 Promissory Notes and a Contract of Purchase for Said Notes, Approving a Preliminary Official Statement and Providing for the Approval of a Final Official Statement for Said Notes and Authorizing the Execution and Delivery of Two Escrow Agreements and other Documents Related Thereto (Completed copies of the resolution and all of the documentation are available for public review at the District office.) DISCUSSION At your meeting of September 28, 1994 you authorized staff to take all actions necessary to arrange the issuance of approximately $16.1 million of twenty year notes (see report R-94- 97). All of the documentation has been completed and is ready for your approval. Representatives from the underwriter and bond counsel will be at the meeting to answer any questions you may have. Since September, bond counsel has determined that we can refinance only $3.5 million of the outstanding 1990 Notes compared to the earlier estimate of $4.65 million. Therefore, the size of the proposed note issue has been reduced to $15 million. The other major change is that the level of long-term tax-exempt interest rates has risen by about one-half percentage point. Stone & Youngberg (S&Y) now estimates an average yield of 7.0% compared to the 6.5% rate indicated in the September report. Standard and Poors assigned a rating of A+ on the 1995 Notes, the same excellent rating the District has enjoyed since 1985. S&Y continues to pursue bond insurance options and may have an alternative proposal to discuss at the meeting. Even with a smaller refinanced portion and higher interest rates, this financing reduces the District's total debt service payments over the next three years by $4.9 million while also providing $5.7 million additional land acquisition funds -- a total increase in cash availability of$10.6 million. Di I Circle California 4 22-14 4 . Phone: 41 - 1-12 0 * FAX: 415-691-0485 330 ste C c e Los Altos Ca o a 9 0 05 69 0 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wirn de Wit General Manager:L.Craig Britton R-94-137 Page 2 Sources and uses for the proposed 1995 Notes are as follows: Sources: Notes to be issued $15,000,000 Reserve funds eliminated 1,972,000 Total sources $16,972,000 Uses: New land acquisition funds $ 5,731,694 Refunding escrow deposits 9,790,306 New reserve funds (8%) 11200,000 Underwriter discount (1%) 150,000 Other costs of issuance 100,000 Total uses $16,972,000 Summary of Proposed Transaction: 1. Amount: $15 million 2. Term: Twenty years, final maturity September 2014 3. Purposes: (1) Refinance remaining 1987 Notes and 23% of the 1990 Notes to achieve significant near-term cash flow savings and (2) provide $5.7 million of new land acquisition funds 4. Principal Repayment: Annually beginning September 1998, average life of 17 years 5. Interest Rate: Estimated fixed average interest rate yield of 7.0% 6. Interest Payments: Twice a year, in March and September 7. Reserve Fund: 8% of issue ($1.2 million) 8. Underwriter: Stone & Youngberg 9. Underwriter Fee: I% of issue ($150,000) 10. Bond Counsel: Orrick, Herrington and Sutcliffe 11. Trustee: First Interstate Bank 12. Escrow Agent: Seattle-First National Bank 13. Closing Schedule: Early January 1995 Prepared by: Michael Foster, Controller Contact person: Same as above MIDPENINSULA REGIONAL OPEN SPACE DISTRICT RESOLUTION NO. A RESOLUTION OF THE BOARD OF DIRECTORS OF THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT APPROVING THE FORMS OF AND AUTHORIZING THE EXECUTION OF AN INDENTURE OF TRUST FOR THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 1995 PROMISSORY NOTES AND A CONTRACT OF PURCHASE FOR SAID NOTES, APPROVING A PRELIMINARY OFFICIAL STATEMENT AND PROVIDING FOR THE APPROVAL OF A FINAL OFFICIAL STATEMENT FOR SAID NOTES AND AUTHORIZING THE EXECUTION AND DELIVERY OF TWO ESCROW AGREEMENTS AND OTHER DOCUMENTS RELATED THERETO WHEREAS, the Midpeninsula Regional Open Space District (the "District") is empowered under applicable laws to borrow money for the purpose of acquiring necessary and proper lands and facilities for open space purposes of the District and for the purpose of refinancing any outstanding promissory notes of the District issued for such purposes; and WHEREAS, the Board of Directors of the District (the "Board of Directors") has determined to issue its 1995 Promissory Notes (the "Notes") for such purposes; and WHEREAS, the issuance and sale of the Notes for such purposes is desirable and necessary and conforms with the purposes and requirements of the District and the laws of the State of California; and WHEREAS, in order to implement the foregoing, there has been submitted to the Secretary of the Board of Directors (the "Secretary") a form of Indenture of Trust with respect to the Notes, a Contract of Purchase relating to the Notes and a Preliminary Official Statement relating to the Notes; and WHEREAS, the Board of Directors has carefully considered the terms and conditions of said Indenture of Trust, said Contract of Purchase and said Preliminary Official Statement and is fully advised in the premises; NOW, THEREFORE, BE IT RESOLVED by the -Board of Directors of the Midpeninsula Regional Open Space District, as follows: Section 1. The foregoing recitals are true and correct, and the Board of Directors so finds and determines. Section 2 . The Indenture of Trust (the "Indenture") with respect to the Notes, in the form submitted to and on file SF2-37403.2 -77 with the Secretary, is hereby approved for execution by the District, and the President of the Board of Directors (the "President") is hereby authorized to complete and execute the Indenture on behalf of the District in substantially the form submitted, with such modifications as he may approve, and the Secretary is hereby authorized to attest such execution and affix the seal of the District thereto and deliver the Indenture on behalf of the District. Section 3 . The Contract of Purchase (the "Contract of Purchase") relating to the Notes, in substantially the form submitted by Stone & Youngberg (the "Underwriter") to and on file with the Secretary, is hereby approved for execution by the District, and the General Manager of the District is hereby authorized to complete, execute and deliver the Contract of Purchase on behalf of the District, with such modifications as he may approve; provided, that the principal amount of the Notes shall not exceed fifteen million dollars ($15, 000, 000) , the net interest cost of the Notes shall not exceed seven and one-half per cent (7-1/2%) per annum and the Underwriter's discount for the purchase of the Notes shall not exceed one per cent (1%) of the principal amount thereof, which discount the Board of Directors hereby determines to equal the Underwriter's spread, which such discount reflects an Underwriter's spread which is both reasonable and customary under the prevailing market conditions. Section 4 . The Preliminary Official Statement (the "Preliminary Official Statement") relating to the Notes, in substantially the form submitted by the Underwriter to and on file with the Secretary, is hereby approved by the District, and the General Manager of the District is hereby authorized to approve the distribution of the Preliminary Official Statement in substantially said form and to certify to the Underwriter on behalf of the District that the Preliminary Official Statement is, as of its date, "deemed final" by the District within the meaning of Rule 15c2-12 promulgated under the Securities and Exchange Act of 1934 (except for the omission of certain final pricing, rating and related information as permitted by such rule) , and the Underwriter is hereby authorized to distribute copies of the Preliminary Official Statement to persons who may be interested in the purchase of the Notes, and after the sale of the Notes, the President and the General Manager of the District are hereby authorized and directed, for and on behalf of the District, to complete, execute and deliver an Official Statement in final form relating to the Notes (the "Official Statement") in substantially the form of the Preliminary Official Statement, and the Underwriter is hereby authorized to deliver copies of the Official Statement to all actual purchasers of the Notes. Section 5. The Escrow Agreements (the "Escrow Agreements") relating to the Notes, in the form submitted to and Sn-37403.2 2 on file with the Secretary, are hereby approved for execution by the District, and the President of the Board of Directors (the "President") is hereby authorized to complete and execute the Escrow Agreements on behalf of the District in substantially the form submitted, with such modifications as he may approve, and the Secretary is hereby authorized to attest such execution and affix the seal of the District thereto and deliver the Escrow Agreements on behalf of the District. Section 6. The President, the Secretary, the General Manager and the Treasurer of the District are hereby each authorized and directed, in the name and on behalf of the District, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate the sale, execution and delivery of the Notes and otherwise to carry out, give effect to and comply with the terms and intent of this resolution, the Notes, the Indenture, the Contract of Purchase and the Official Statement; and any such actions heretofore taken by such officers in connection therewith are hereby ratified, confirmed and approved. Section 7. This resolution shall take effect from and after its passage and approval. PASSED AND ADOPTED on December 14, 1994, by the following vote: AYES: Directors NOES: ABSENT: President of the Board of Directors of the Midpeninsula Regional Open Space District (SEAL] Attest: Secretary of the Board of Directors of the Midpeninsula Regional Open space District SF2-37403.2 3 Open c( � t i R-94-131 MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Meeting 94-32 December 14, 1994 AGENDA ITEM Proposed Addition of Acronico Property to Long Ridge Open Space Preserve GENERAL MANA ER'S RECOMMENDATIONS 1. Adopt the attached resolution authorizing purchase of the Acronico property. 2. Tentatively adopt the Preliminary USe and Management Plan recommendations contained in this report, including naming the property as an addition to the Long Ridge Open Space Preserve. 3. Indicate your intention to dedicate the property as public open space. DESCRIPTION (see attached man) The District obtained an option to acquire the 179-acre Acronico property in July 1993. A $320,000 matching grant to acquire the property was awarded in July 1994 from the Habitat Conservation Fund Program. Nestled between Long Ridge and Skyline Ridge Open Space Preserves, the property is a integral part of the continuous ridgeline originating on Long Ridge Preserve. The property would become an addition to the Long Ridge Open Space Preserve. It encompasses the upper reach of Peters Creek and includes pristine watershed, views, and wildlife habitat. A dramatic portion of Devils Canyon is located at the convergence of two tributaries of Peters Creek. There are magnificent sandstone boulders, waterfalls, and forest at this promontory. Over the past few years, the property has received great public attention and support to acquire it for open space. 1 The 179-acre Acronico property is comprised of two parcels. Together, they form a rectangular area bounded by District land to the east, northeast, and northwest. Private properties adjoin the parcels to the north, west, and south. The property is located approximately one-quarter mile south of Skyline Boulevard and can be accessed from an unimproved driveway that connects to Portola Park Heights Road and an adjacent public bypass trail. Both the road and trail parallel the property's east boundary. The topography of the property is generally characterized by extremely steep slopes that face south, north, and west. The bowl-shaped terrain includes two tributaries of Peters Creek that converge in the northwest corner of the property. One tributary originates above Jikoji Pond and enters the property from the north. It drops steeply with waterfalls cascading over sandstone boulders to the bottom of Devils Canyon. This is where it joins the second tributary and the headwaters that originate within the property. Sandstone outcroppings and boulders are predominate over most of the southwest facing slopes and represent some of the 330 Distel Circle * Los Altos, California 94022-1404 - Phone: 41 5-691-1200 * FAX: 415-691-0485 Board of Directors.Pete`siemens,kobert McKihhin, I cena Henshaw,Cainny Babbitt,Nonette Hanko, Beisy Crowder,Wim de bVlt Ii R-94-131 Page 2 most rugged terrain found in the Santa Cruz Mountains. A relatively level and prominent ridgetop ascends above the sandstone outcroppings to the northeast corner of the property. This area represents one of the most spectacular geological formations in San Mateo County. The sandstone boulders are derived from Vaqueros Sandstone, the same sandstone found at El Corte De Madera Open Space Preserve and Castle Rock State Park. Many of the boulders are in excess of 30 feet in diameter and are highly eroded with cavities and cavelike depressions. The cavities result from cavernous weathering and are referred to as tafoni. Unlike the tafoni at El Corte de Madera Open Space Preserve, these are sculptured and smooth rather than honeycombed. There are some signs of vandalism such as carvings and spray paint. This is a popular rock climbing area, and climbers have attached climbing anchors into the sandstone. The vegetation is primarily evergreen forest. Douglas fir, madrone, and bay are most common and in many places the understory is sparse enough to provide spacious views. On the steepest south-facing slopes, there is a mixture of evergreens and chaparral. Along the northeast ridge, there are many places along the trail that offer panoramic views of Devils Canyon and coastal scenery. Lush riparian plant communities are found along the two tributaries of Peters Creek and ferns are abundant along the creekside trails. Portola Park Heights Road enters the preserve along the property boundary. It is mostly paved and connects Skyline Boulevard with private residences to the south and west of the property. Portola Park Heights Road parallels the east boundary of the property, lying within the existing preserve but coming within several feet of the property near the northeast corner. Here, there is an unimproved driveway that extends west along the prominent ridge. The driveway fades into a trail that descends the ridge through the sandstone boulders to Peters Creek and an overlook above Devils Canyon. From the overlook, there is a creekside trail that follows the north branch of Peters Creek towards Portola Park Heights Road below its junction with Skyline Boulevard. A second unpaved road bisects the property and connects from Portola Park Heights Road to private and District lands to the west of the property. USE AND MANAGEMENT PLAN Planning Considerations The property is in the County of San Mateo and is zoned TPZ (Timber Management Zone) and has a residential development density of seven sites. A portion of the property is within the Skyline Scenic Corridor. Portola Park Heights Road is adjacent to the property and is a private road maintained under a road maintenance agreement whereby the District participates in proportion to the length of the road that passes through the Preserve. The addition of the Acronico property will not increase the District's share of road maintenance costs because the Acronico property lacks road frontage and is not a part of the maintenance I R-94-131 Page 3 agreement. The road that extends west through the property and connects Portola Park Heights Road to private properties and District lands to the west, is currently used by residents and District staff. Legal interests and rights to the road are unclear and need to be clarified with Portola Park Heights residents. Historically, Devils Canyon has been an attractive point of interest for visitors. Under its current ownership, there has been little attempt to discourage trespass. Many footpaths currently in use do not meet District standards and may be inappropriate for specific trail uses. There have been numerous problems associated with illegal parties, vandalism, litter, and accidents. The area near the waterfalls is a popular rock climbing area where District field staff have participated in several emergency rescues. Careful attention to these problems and any associated liability issues will be required when the property is acquired and when updating the Comprehensive Use and Management Plan for Long Ridge Open Space Preserve. A significant increase in field staff time will be required to manage these problems and associated use and management plan recommendations. Preliminary Use and Management Plan Recommendations The Preliminary Use and Management Plan below focuses on status quo, permitting trail access and climbing at this time, but emphasizing the need to develop an overall signing program specific to this particular area. Dedication: Indicate your intention to dedicate the property as public open space. Name: Name the property as an addition to Long Ridge Open Space Preserve. Trail use: Post trails closed to equestrians and bicycles; evaluate trails for multiple use in conjunction with the review and adoption of the trails element of the Comprehensive Use and Management Plan scheduled in 1995. Brochure: Update the brochure map to include the property and existing designated trails as shown on the attached map. Roads: Resolve road easement issues with Portola Park Heights residents to clarify access rights that will mutually benefit residents and the District. Signs: Install private property, regulations, and preserve boundary signs where appropriate; develop an overall sign program with legal assistance. R-94-131 Page 4 Clean-up: Clean-up litter and borken glass. Special Activities: Allow climbing to continue on an interim basis at this time until the activity can be evaluated and addressed by staff; if a significant increase in staff time is required to manage this activity, it may be necessary to bring this item back for your consideration immediately. Public Safety Review: Inspect the property immediately to determine if there are public safety hazards. TERMS The Acronico property was sold in the open market in May, 1989 at a price of$1,000,000. District staff believed that the property lacked legal access through the adjacent Long Ridge Open Space Preserve and so advised the listing realtor and property owners at that time. Unfortunately, District correspondence was ignored (except that the price was apparently reduced to $900,000) and the prospective purchaser began bulldozing District land. The District responded immediately by filing suit and obtaining a Temporary Restraining Order and eventually a Preliminary Injunction to stop all land destruction. In parallel, District staff continued to meet with representatives of the parties in an attempt to settle the matter. As a result of detailed research, with assistance from title companies and field survey investigation, it was determined that a partial right of way across District lands did exist, with a distinct possibility that at least a portion of the Acronico, property could be development with access across the Long Ridge Preserve. An additional aspect of settlement discussion centered around the potential for additional funding from "CALPAW '94" park bond act initiative sponsored by the Planning and Conservation League in Sacramento and placed on the ballot in June 1994. If successful, the District would have received over $30 million for land acquisition. With this in mind, staff negotiated an Option Agreement which required the payment of$40,000 in cash upon execution, but gave the District until December 31, 1994 to acquire the property for $690,000. The option payment was to be credited against the purchase price. The option transaction was approved by you at the meeting of July 14, 1993 (see report R-93-77). Additionally, a payment of$25,000 was made to Mark Budart, the former purchaser of the property. Of this amount, $5,000 would be recovered from insurance companies and $20,000 would come from District funds. This payment settled the disputed claim. At your meeting of November 9, 1994 (see report R-94-116), you considered disposition of current District options and approved proceeding with this particular purchase. By exercising the Option Agreement, the total purchase, including net settlement costs, would be $710,000. Since the District has already paid the option fees and settlements costs, the remaining amount of$650,000 is due in cash at close of escrow. This transaction is the R-94-131 Page 5 best available result that the District could have anticipated from this legal action, extensive negotiations, option agreement, and final approval for purchase. Prepared by: Del Woods, Senior Planner Contact person: L. Craig Britton, General Manager tC CANYON S NL LY T v \• �- �---' ---��Sa l ICLOST SEASONALLY TO i o ' �• n �'�� �?� \�"'t, EQUESTRIANS AND BICYCLES)` \�. I.' J � ��•. - ? (�MONTE BELLOI ' OPEN SPACE PRESERVE SKYLINE RIDGE �Z°oo�• J, _ ''��`; 9yi �` t �(n OPEN SPACE PRESERVE -S�:- '� �� •• 1`\ ss4. fay: tL ,,. �« ;�' t•-. - - �_,,�,. � �� ���`� ✓_ ��� GRIZZLY FLAT= TRAIL LEASHED DOGS PERMITTED HERE CONSERVATION �?a f 1�` I�G �%; { i ��----�• i? - < MANAGMENT UNIT(CMU) GRIZZLY FLAT PARKING AREA It 11 at ! Mo n PROPOSED . ACQUISITION- IACRONICOy SKYLINE r , BOULEVARD' 1 _ )I I ALTERNATE (HIKING ONL Test Well PORTOLA o• JIKOJI RETREAT%1 / U HEIGHTS ROAD 4 '� �s i .' _ (PRIVATE) S `` .:�^i"" •....:,�'",�h ..�. 3� L� y''� ,art x : `""' r # ` •. l� ) { i I � �h. RIDGE RD. Zc �, ��' `�� ' .�,�fr� LONG RIDGE,,.'. �.``1�, :�_ ' � � \��, •� '� �a OPEN SPACE PRESERVE" WARD ROAD — HICKORY OAK RIDGE � z�y k \: a c' SITE MAP .�-- :. ,# t aoo• �. - PORTOLA STATE PA K� ; ' PROPOSED ADDITION TO NO BICYCLES LONG RIDGE OPEN SPACE PRESERVE ARE ALLOWED __ �, ` �,r .f� w �✓Ay � i20C tj - s ✓ e •�' ,,.r."' DEC 1994 �� _. f,,,�� �. ,r � t' ,>�S ';��:� fps .� �••�- �`' -. , ,:%_ :: �••• -r wt�Kq i."'.vf y ""`�'f:, ..:'. ... ...' 1 .� i _ s s.: .3.xa :.... :..;:.�'.��. •a..as .: -'�'- ��`'a..`r.. :..c. �3'� MP I RESOLUTION 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 (LONG RIDGE OPEN SPACE PRESERVE - LANDS OF ACRONICO) 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 Eugene A. Acronico et al 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 $10,000 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$690,000 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. AGREEMENT TO PURCHASE REAL PROPERTY This Agreement is made and entered into by and between EUGENE A. ACRONICO and ROSE C. ACRONICO, 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 certain real property which has open space and recreational value, located within an unincor- porated area of the County of San Mateo, and being more particularly described within the body of this Agreement; 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 said property for open space preservation and as part of the ecological and aesthetic resources of the midpeninsula area; and WHEREAS, Seller wishes to sell and convey the entirety of said property to District, and District wishes to purchase said property upon the terms and conditions set forth herein. NOW, THEREFORE, IT IS MUTUALLY UNDERSTOOD AND AGREED as follows: 1. Purchase and Sale. Seller agrees to sell to District and District agrees to purchase from Seller, Seller' s real property located within an unincorporated area of the County of San Mateo, State of California, containing approximately One Hundred Seventy-Nine (179) acres, more or less, and commonly referred to as San Mateo County Assessor' s Parcel Nos. 080-410- 190 and 085-130-010; said property being further described in the legal description attached to Preliminary Title Report Number 342294 , dated August 25, 1992 , from First American Title Insurance Company; said title report attached hereto as Exhibit "All and incorporated herein by this reference. Said property to be conveyed together with any easements, rights of way, or rights of use which may be appurtenant or attributable to the aforesaid lands, and any and all improvements attached or affixed thereto. All of said real property and appurtenances hereinafter called the "Subject Property" or the "Property. " 2 . Purchase Price. The total purchase price ("Purchase Price") for the Property shall be Six Hundred Ninety Thousand Dollars ($690, 000 . 00) , less the Forty Thousand and no/100 Dollars ($40, 000 . 00) credit toward the purchase price for the option payment made pursuant to Section 3 of the Option Agreement Purchase Agreement - Acronico Page 2 between Seller (as Optionor) and District (as Optionee) , which shall be paid in cash at the Closing (as defined in Section 3 hereof) . 3 . Escrow. Promptly upon execution of this Agreement, in accordance with Section 11 herein, an escrow shall be opened at First American Title Insurance Company, 555 Marshall Street, Redwood City, CA 94063 , phone number (415) 367-9050, or other title company acceptable to District and Seller (hereinafter "Escrow Holder") through which the purchase and sale of the Property shall be consummated. A fully executed copy of this Agreement shall be deposited with Escrow Holder to serve as escrow instructions to Escrow Holder; provided that the parties shall execute such additional supplementary or customary escrow instructions as Escrow Holder may 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 instructed to deliver, pursuant to the terms of this Agreement, the documents and monies to be deposited into the escrow as herein provided, with the following terms and conditions to apply to said escrow: (a) The time provided for in the escrow for the close thereof shall be on or before sixty (60) days following District' s execution and delivery of this Agreement to Seller, provided, however, that the parties may, by written agreement, extend the time for Closing. The term "Closing" as used herein shall be deemed to be the date when Escrow Holder causes the Grant Deed (as defined below) to be recorded in the Office of the County Recorder of San Mateo County. (b) Seller and District shall, during the escrow period, execute any and all documents and perform any and all acts reasonably necessary or appropriate to consummate the purchase and sale pursuant to the terms of this Agreement. (c) Seller shall deposit into the escrow on or before the Closing an executed and recordable Grant Deed covering the Property. (d) District shall deposit into the escrow, on or before the Closing: (i) The required Certificate of Acceptance for the Grant Deed, duly executed by District and to be dated as of the Closing. (ii) District's check payable to Escrow Holder in the amount of Six Hundred Fifty Thousand and No/100 Dollars Purchase Agreement - Acronico Page 3 ($650, 000. 00) . The purchase price of Six Hundred Ninety Thousand and no/100 Dollars ($690, 000. 00) less the option payment of Forty Thousand and no/100 Dollars ($40, 000. 00) . (e) District shall pay for the escrow fees, the CLTA Standard Policy of Title Insurance, if required by District, and all recording costs and fees. All other costs or expenses not otherwise provided for in this Agreement shall be apportioned or allocated between District and Seller in the manner customary in San Mateo County. All current property taxes on the Property shall be handled in accordance with Section 4986 of the Revenue and Taxation Code of the State of California. (f) Seller shall cause First American Title Insurance Company, or other title company acceptable to District and Seller, to be prepared and committed to deliver to District a CLTA standard coverage Policy of Title Insurance, dated as of the Closing, insuring District in the amount of $650, 000. 00 for the Property showing title to the Property vested in fee simple in District, subject only to: (i) current real property taxes, (ii) title exceptions 3 , 4 , 5, and 7 shown in said Preliminary Title Report (exhibit A) , and (iii) such additional title exceptions as may be approved in writing by District prior to the closing as determined by District in its sole, absolute and unfettered discretion. (g) Escrow Holder shall, when all required funds and instruments have been deposited into the escrow by the appro- priate parties and when all other conditions to Closing have been fulfilled, cause the Grant Deed and attendant Certificate of Acceptance to be recorded in the Office of the County Recorder of San Mateo County. Upon the Closing, Escrow Holder shall cause to be delivered to District the original of the policy of the title insurance if required herein, and to Seller Escrow Holder's check for the full purchase price of the Subject Property (less Seller 's portion of the expenses described in Section 3 (e) ) , and to District or Seller, as the case may be, all other documents or instruments which are to be delivered to them. In the event the escrow terminates 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. 4 . Ricrhts and Liabilities of the Parties in the Event of Termination. In the event this Agreement is terminated and 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 Purchase Agreement - Acronico Page 4 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. 5 . Leases or Occupancy of Premises. Seller warrants that there exist no oral or written leases or rental agreements affecting all or any portion of the Subject Property. Seller further warrants and agrees to hold District free and harmless 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 or rental agreement of the Property being acquired by District, including, but not limited to, claims for relocation benefits and/or payments pursuant to California Government Code Section 7260 et sea. Seller understands and agrees that the provisions of this paragraph shall survive the close of escrow and recordation of any Grant Deed(s) . 6 . Seller ' s Representations and Warranties. For the purpose of consummating the sale and purchase of the Property in accordance herewith, Seller represents and warrants to District that as of the date this Agreement is fully executed and as of the date of Closing: 6 . 01 Authority. Seller has the full right, power and authority to enter into this Agreement and to perform the transactions contemplated hereunder. 6 . 02 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 Subject Property described therein, 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 or any articles, bylaws or corporate resolutions of Seller. 6 . 03 Good Title. Seller has and at the Closing date shall have good, marketable and indefeasible fee simple title to the Subject Property and the interests therein 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 excep- tions permitted under the express terms hereof, and Seller shall forever indemnify and defend District from and against any claims made by any third party which are based upon any inaccuracy in the foregoing representations. 7 . Integrity of Property. Except as otherwise provided herein or by express written permission granted by District, Purchase Agreement - Acronico Page 5 Seller shall not, between the time of Seller ' s execution hereof and the close of escrow, cause or allow any physical changes on the Property. Such changes shall include but not be limited to grading, excavating or other earthmoving activities, cutting or removing trees, shrubs, brush or other vegetation, and damaging or demolition of improvements or structures on the Property. 8 . Hazardous Substances. "Hazardous substance" as used herein means and includes polychlorinated biphenyls (PCBs) , benzene, asbestos or any other substance the placement, storage or removal of which is prohibited or regulated by federal, state or local law. (a) Seller warrants and represents that: (i) During Seller ' s ownership of the Property Seller has not placed or stored or allowed to be placed or stored any hazardous substance on the Property. (ii) Seller has no knowledge of the presence on the Property of any hazardous substance, whenever or however placed or stored. (b) If hazardous substances are subsequently found to exist on the Property, District may exercise its right to bring an action if necessary to recover cleanup costs from Seller or any other person or persons who are ultimately determined to have responsibility for the hazardous substances on the Property. However, under no circumstances shall Seller be held liable for costs other than those incurred in the cleanup of the hazardous substances resulting from Seller' s ownership and operation of the Property. 9 . Waiver of Statutory Compensation. Seller and District understand and agree that Seller may be entitled to receive the fair market value of the Property described in Exhibit "A" , as provided for by the Federal Uniform Relocation Assistance and Real Property Acquisition Act of 1970 (Public Law 91-646) the Uniform Relocation Act Amendments of 1987 (Public Law 100-17) , Title IV of the Surface Transportation and Uniform Relocation Assistance Act of 1987 (101 Statutes, 246-256, and California Government Code Section 7267 , and following. Seller hereby waives any and all existing and/or future rights Seller may have to the fair market value of said Property, appraisals, etc. , as provided for by said Federal Law and any corresponding California Government Code Sections. 10 . Miscellaneous Provisions. 10 . 01 Choice of Law. The internal laws of the State of California, regardless of any choice of law principles, shall Purchase Agreement - Acronico Page 6 govern the validity of this Agreement, the construction of its terms and the interpretation of the rights and duties of the parties. 10 . 02 Attorneys ' Fees. If either party hereto incurs any expense, including reasonable 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 reasonable 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 reasonable expenses and attorneys' fees. 10. 03 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 perfor- mance of any obligations of the other party; or (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 any such amendment, extension or waiver must be in writing. 10. 04 Rights 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. 10. 05 Notices. Whenever any party hereto desires or is required to give any notice, demand, or request with respect to this Agreement (or any Exhibit hereto) , each such communication shall be in writing and shall be deemed to have been validly served, given or delivered at the time stated below if deposited in the United States mail, registered or certified and return receipt requested, with proper postage prepaid, or if delivered by Federal Express or other private messenger, courier or other delivery service or sent by facsimile transmission by telex, telecopy, telegraph or cable or other similar electronic Purchase Agreement - Acronico Page 7 medium, addressed as indicated as follows: Seller: Eugene A. Acronico and Rose C. Acronico c/o Robert L. Pasquinelli, Esq. 841 Malone Road San Jose, CA 95125-2640 (408) 723-7300 FAX: (408) 266-1238 District: Midpeninsula Regional Open Space District 330 Distel Circle Los Altos, CA 94022 Attn: L. Craig Britton, Acting General Manager (415) 691-1200 FAX: (415) 691-0485 Copy To: Stanley R. Norton, Esq. 407 Sherman Avenue Palo Alto, CA 94306 (415) 3 24-13 66 FAX: (415) 327-9151 If sent by telegraph, cable, telecopy and other facsimile transmission, a confirmed copy of such notice shall 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 indicated 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. Any party may change its address for such communications by giving notice thereof to the other parties in conformity with this Section. Nothing contained in this Section or otherwise in this Agreement shall excuse any party from giving oral telephonic notice when prompt notification is appropriate, but any oral telephonic notice which is so given shall not satisfy the requirement of written notice as specified in this Section. The foregoing provisions regarding the giving of notice by any party shall be applicable to all notices given hereunder or under any of the Exhibits hereto. 10. 06 Severability. If any of the provisions of this 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 the remaining portions of this Agreement. The parties further agree to replace such void or unenforceable provisions which will achieve, to the extent possible, the economic, business and other purposes of the void or unenforce- able provisions. Purchase Agreement - Acronico Page 8 10. 07 Counterparts. This Agreement may be executed in separate counterparts, each of which shall be deemed as 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 instru- ment. 10. 08 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 condi- tion of this Agreement. 10. 09 Entire Agreement. This Agreement is intended by the parties to be the final expression of their agreement; it embodies the entire agreement and understanding between the parties hereto; it constitutes a complete and exclusive statement of the terms and conditions thereof, and it supersedes any and all prior correspondence, conversations, negotiations, agreements or understandings relating to the same subject matter. 10. 10 Time of Essence. Time is of the essence of each provision of this Agreement in which time is an element. 10- 11 Survival of Covenants. All covenants of District or Seller which are expressly intended hereunder to be performed in whole or in part after the Closing, and all repre- sentations 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. 10. 12 Assignment. Except as expressly permitted herein, neither 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 party. 10. 13 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. 10. 14 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. 10. 15 Broker' s Commission. District shall not be - - - - - - - ------ Purchase Agreement - Acronico Page 9 responsible for any real estate commission or other related costs or fees in this transaction. Seller agrees to and does hereby indemnify and hold District 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 Seller in connection with this transaction. 10. 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. 10 . 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. 11. Acceptance and Execution. Seller has executed this Agreement pursuant to the terms and conditions of that certain Option Agreement between Seller (as Optionor) and District (as Optionee) which provides for, among other things, that District execute and deliver this Agreement to Seller on or before December 31, 1994 . Provided that this Agreement is accepted by District, this transaction shall close as soon as practicable in accordance with the terms and conditions set forth herein. Purchase Agreement - Acronico Page 10 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized officers to be effective 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: Eugene A. Acronico Date: Stanley Norton, District Counsel RECOMMENDED FOR APPROVAL: ( c - �(. �-- •i �'L�L Rose Acroni o_ Date• L. Craig Britton, Assistant General Manager APPROVED AND ACCEPTED: President, Board of Directors ATTEST: District Clerk Date: Order No. 342294 SUPPLEMENTAL PRELEVE[NARY REPORT FIRST ANUMICAN TITLE INSURANCE COMPANY 555 Marshall Street Redwood City, CA 94063 (415) 367-9050 ESCROW FAX (415) 364-1519 MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Attn: Craig Brittan 330 Distel Circle Los Altos, CA 94022 Customer's Reference: Form of Policy Coverage Requested: ALTA LOAN POLICY - 1990 In response to the above referenced application for a policy of title insurance, this Company hereby reports that it is prepared 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 August 25, 1992 at 7:30 a.m. JAMES NORRIS ESCROW OFFICER Title of said estate or interest at the date hereof is vested in: EUGENE A. ACRONICO AND ROSE C. ACRONICO Page 1 13 1 T Page mot SUPPLEMENTAL REPOK_ Order No. 342294 The estate or interest in the land hereinafter described or referred to covered by this Report is: A FEE as to Parcels I and H; AN EASE NEE NT as to Parcels In and IV. 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: The South 1/2 of the Southwest 1/4 of Section 26, Township 7 South, Range 3 West, Mount Diablo Base and Meridian. PARCEL H: The Northwest quarter of Section 35, Township 7 South, Range 3 West, Mount Diablo Base and Meridian. EXCEPTING THEREFROM that portion conveyed to Rose Acronico, a widow, also known as Rosa Acronico, to William McLaughlin, by Deed recorded July 10, 1937 in Book 747 of zl:� Official Records at page 254, Records of San Mateo County, California. tl PARCEL III: A non-exclusive easement for ingress and egress of pedestrians and vehicles and for commercial purposes and for the installation and maintenance of public utilities including sewer, gas, water, electrical and telephone lines over the following described parcel: BEGINNING at the Northwest comer of Parcel "B" as shown on that certain map entitled "PARCEL MAP OF THE LANDS OF JESSE H. BROOKS AS RECORDED IN DEED 513 O.R. 600 (FILE NO. 52699-AA), OFFICIAL RECORDS OF SAN MATEO COUNTY AND BEING A PORTION OF SECTION 26, TOWNSHIP 7 SOUTH, RANGE 3 WEST, M. D. M., ALSO RECORDED IN DEED 7737 O.R. 485, RECORDS OF SANTA CLARA COUNTY, SAN MATEO COUNTY AND SANTA CLARA COUNTY, CALIFORNIA", filed in the office of the County Recorder of San Mateo County, State of California on June 10, 1970 in Book 10 of Parcel Maps at page 22 and running thence along the Southerly boundary of Parcel "A" of said Parcel Map North 81* 37' 25" East 529.47 feet and North 52* 15' East 38.31 feet to the Southwesterly line of Skyline Boulevard; thence Southeasterly along said Southwesterly line of Skyline Boulevard on the arc of a curve to the left having a radius of 550 feet and a central angle of 9 0 16' 51" for an arc distance of 89.09 feet; thence leaving said Southwesterly line of Skyline Boulevard on a radial line to said last mentioned curve South 410 00' West 60 feet; thence Northwesterly along the arc of a curve to the right, concentric with the Southwesterly line of Skyline Boulevard having a radius of 610 feet and a central angle of 3' 53' 06" for an arc distance of 41.36 feet to the most Easterly comer of said above mentioned Parcel "B"; thence South 81" 37' 25 West 552.52 feet to the Westerly boundary of said Parcel "B"; thence along said Westerly boundary North 0* 03' 57" West 60.63 feet to the point of beginning. Page 2 EXHISIT Page 2. of SUPPLEMENT, REPORT Order No. 342294 Said easement is appurtenant to Parcel I above and created by Deed from Jesse H. Brooks and Helen Brooks, his wife, to Jack H. Lipian, Trustee, recorded April 2, 1971 in Book 5919 of Official Records at page 579 (File No. 94837-AD), Records of San Mateo County, California. PARCEL IV: A non-exclusive easement for ingress and egress of pedestrians, vehicles and for commercial purposes and for the installation and maintenance of public utility lines including gas, water, electrical and telephone lines and sewer lines over a strip of land 60 feet in width lying contiguous to and measured at right angles to or concentric to and Westerly and Northwesterly from the following described line: BEGINNING at a point on the Easterly line of the Northwest 1/4 of the Southwest 1/4 of Section 26, Township 7 South, Range 3 West, M. D. M. distant thereon South 0° 03' 57" East 26.81 feet from the Northeasterly corner of said Northwest 1/4 of the Southwest 1/4 of Section 26; thence from said point of beginning along said Easterly line South 0° 03' 57" East 166.19 feet to a point; thence leaving said Easterly line running Southwesterly along the arc of a curve to the right, having a radius of 340 feet and the center of which bears North 54' 13' West from the last mentioned point through a central of 38' 19' for an arc distance of 227.38 feet; thence continuing Southwesterly along the arc of a tangent curve to the left having a radius of 200 feet and a central angle of 56' 06' for an arc distance of 195.83 feet; thence continuing along the arc of a tangent curve to the right having a radius of 80 feet and a central angle of 111° 49' 14" for an arc distance of 156.13 feet to the terminal point of this easement. The Northerly terminus of said easement shall be the Southwesterly prolongation of the Northerly line of Parcel "B" as shown on "Parcel Map" filed in the office of the County Recorder of San Mateo County, State of California on June 10, 1970 in Book 10 of Parcel Maps at page 22 and the Southwesterly terminus of said easement shall be a radial line bearing North 390 49' 14" East through the terminal point of said easement. Said easement is appurtenant to Parcels I, H herein, and was created by Reservations from the following documents: (a) Deed to Lewis Goldklang and Arlene Goldklang, his wife, recorded July 7, 1971 in Book 5974 of Official Records at page a e 657 (File No. 24388-AE Re cords s of San Mateo County, California. (b) Deed from Lennox Sweeney, single man, recorded July 7, 1971 in Book 5974 of Official Records at page 664 (File No. 24391-AE), Records of San Mateo County, California. Page 3 EACH i$I'd' 14 Page 3,0f� SUPPLEMENTAL REPOR- Order No. 342294 (c) Partial Reconveyance from Jack H. Lipian, Trustee to Eugene A. Acronico and Rose C. Acronico recorded July 16, 1971 in Book 5980 of Official Records at page 93, San Mateo County ou Records (File No . 27221-AE . ty A.P. No.: 080-410-190 JPN 080 041 410 19 A 080-130-010 085 013 130 01 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. General and Special Taxes for the fiscal year 1992-93, now a lien, amount not yet ascertainable. 2. General and Special Taxes for the fiscal year 1991-1992, in the amount of$35.70, each installment has been paid in full. Code Area: 066-022 A.P. No.: 080-410-190 General and Special Taxes for the fiscal year 1991-1992, in the amount of$56.00, each installment has been paid in full. Code Area: 066-022 A.P. No.: 085-130-010 3. The Lien of Supplemental Taxes assessed pursuant to Chapter 3.5, commencing with Section 75 of the California Revenue and Taxation Code. 4. EASHNEENT 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. 5. EASEMENT for roadway and utility purposes over that portion of the herein described property lying within any public or private road or highway. Page 4 EXHIBIT 44 - Pa�� Iof� SUPPLEMF.Ni REPORT Order No. 342294 6. DEED OF TRUST to secure an indebtedness in the original amount of$50,000.00 and any other amounts and/or obligations securers thereby, Trustor: Arvia Hosking and Jack H. Lipian, Trustee Trustee: Security Title Insurance Company, a California corporation Beneficiary: Bayside Timber Company, Inc. Dated: April 25, 1969 Recorded: April 25, 1969 Document No.: 31178-AC Book/Reel 5630 of Official Records at page/image 1717, Records of San Mateo County, California. Beneficiary's Address - Not shown Loan No. - Not shown ASSIGNMENT From: Bayside Timber Company, Inc. To: Dant & Russell, Inc. Dated: April 25, 1969 Recorded: April 25, 1969 Document No.: 31179-AC Book/Reel 5630 of Official Records at page/image 177, Records of San Mateo County, California. Assigns all interest in Deed of Trust recorded in Book/Reel 5630 of Official Records at page/image 171. Assignee's Address: Not shown ASSIGNMENT From: Dant & Russell Inc. To: Bayside Timber Company, Inc. Dated: October 7, 1971 Recorders: October 18, 1971 Document No.: 55244-AE Book/Reel 6031 of Official Records at page/image 103, Records of San Mateo County, California. Assigns all interest in Deed of Trust recorded in Book/Reel 5630 of Official Records at page/image 171. Assignee's Address: Not shown Page 5 EXHIBIT Page of SUPPLENJINTAL REPOR_ Order No. 342294 ASSIGNMENT From: County of San Mateo, a political subdivision of the State of California To: Jesse H. Brooks and Helen Brooks, his wife, and Jack H. Lipian, Trustee Dated: May 4, 1971 Recorded: May 5, 1971 Document No.: 4026-AE Book/Reel 5936 of Official Records at page/image 386, Records of San Mateo County, California. Owners agree to dedication and improvement of 60 foot road in accordance with County of San Mateo standards, etc. Affects Parcel III. 7. EASEMENT over the herein described property, as granted in Instrument: From: Jesse H. Brooks and Helen Brooks, his wife To: Eugene A. Acronico and Rose C. Acronico Dated: January 14, 1971 Recorded: July 7, 1971 Document No.: 24387-AE Book/Reel 5974 of Official Records at page/image 655, Records of San Mateo County, California. Grants non-exclusive easement for ingress and egress of pedestrians and vehicles and for commercial purposes and for the installation and maintenance of public utilities including P � p c ud.ing sewer, gas, water, electrical and telephone lines. Affects Parcel M. RIGHTS as reserved in the Deed of Partial Reconveyance From: Security Title Insurance Company, a corporation, as Trustee To: Jack H. Lipian, Trustee Dated: July 13 1971 Recorded: July 16, 1971 Document No.: 27221-AE Book/Reel 5980 of Official Records at page/image 93, Records of San Mateo County, California, includes a reservation described as follows: "The parties hereto anticipate that hereafter, the dominant parcel of real property may be subdivided and re-subdivided and intend that upon such subdivision or re-subdivision the resulting increased uses for increased traffic of pedestrians and vehicles, ingress and egress and other commercial uses and increased use for installation and maintenance of public utility lines shall not be deemed to cause or result in an overburdening or misuse of the within easement." Page EXHiBi Page of� SUPPLENJEEN'T. kEPORT Order No. 342294 8. PROCEEDINGS pending in the Superior Court of the State of California in and for the County of San Mateo, Case No. 346363, entitled, "Midpeninsula Regional Open Space District, a public district, Plaintiff(s), vs Eugene A. Acronico, Rose C. Acronico, et al, Defendant(s)." The object of which is to enjoin defendant's trespass across plaintiff's land and to determine, pursuant to Section 760.020 of the Code of Civil Procedure, any and all adverse claims to and clouds on title to the real property described herein as well as to quiet the title of plaintiff's land against defendant's claim of any interest in plaintiff's land including title to any easement. Attorneys: David B. Fisher, 407 Sherman Avenue, Palo Alto, CA 94306 Telephone: (415) 327-5400 LIS PENDENS recorded February 2, 1992 under Document No. 90016604 of Official Records of San Mateo County, California. INFORMATION NOTES: A. Notwithstanding the exclusions from coverage as set forth under "Exclusions" any ALTA Residential Owner's Policy issued by First American Title on the herein described land shall contain in Schedule B, Part I, the following exclusion from coverage: Any rights, interest, or claims of parties in possession of the land not shown by the public records. Any easement or liens not shown by the public records. This does not limit the lien coverage in item 8 of covered title risks. Any facts about the land which a correct survey would disclose and which are not shown by the public records. This eliminates the forced removal coverage in item 12 of covered title risks. B. The City of San Mateo imposes a property transfer tax of 1h of I% of total consideration. C. Order Date: September 6, 1988 Short term rate date: None D. LENDER'S SPECIAL INFORMATION There have been no deeds recorded within the last two years prior to the date of this report, affecting the herein described property. Effective January 1, 1992 all notarial acknowledgment forms must comply substantially with the language contained in California Civil Code Section 1189 entitled "General form of certificate of acknowledgment" pursuant to Senate Bill 2251, Chapter 1070 of Statutes of 1990. any documents executed on or after January 1, 1992 and acknowledged in the State of California by a notary public containing other notarial forms of acknowledgments may not be acceptable for recordation. First American Title will make the form available upon request. Pagel EXHIBIT Page AVO V& SUPPLEMENTAL REPOT. Order No. 342294 WARNING 'THE MAP ATTACHED HERETO MAY OR MAY NOT BE A SURVEY OF THE LAND DEPICTED THEREON. YOU SHOULD NOT RELY UPON IT FOR ANY PURPOSE OTHER THAN ORIENTATION TO THE GENERAL LOCATION OF THE PARCEL OR PARCELS DEPICTED. FIRST AMERICAN EXPRESSLY DISCLAIMS ANY LIABILITY FOR ALLEGED LOSS OR DAMAGE WHICH MAY RESULT FROM RELIANCE UPON THIS MAP". NOTICE Section 12413.1 of the California Insurance Code effective January 1, 1990, requires that any Title Insurance Company, underwritten Title Company, or controlled Escrow Company handling funds in an escrow or sub-escrow capacity, wait a specified number of days after depositing funds,before recording any documents in connection with the transaction or disbursing funds. This statute allows for funds deposited by wire transfer to be disbursed the same day as deposit. In the case of cashier's checks or certified checks, funds may be disbursed the next day after deposit. In order to avoid unnecessary delays of three to seven days, or more, please use wire transfer, cashier's checks, or certified checks whenever possible. If you have any questions about the effect of this new law, please contact your local First American Office for more details. 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. N.O. RG/ac/p Page 8 EXHIBIT_*4 Page ofa it TAX CODE AREA____ 3I ZONING_ __ 80— 4 t 2 I �,.0�•� L PTM PAR/ 15 47 $ PARCEL r IL _sr-�'•l5-' 3 ~ 8 Ail Pad./J-2 .p ,, _• I f.r,—. •,; ,� �rL/y ; 412 , •4. ! 12aa.7�• "�r•.f• CJ \ ts,a•yb.1yi r3PARCELB/' I PARCELJ °f•y° • —� �� i ^ I PTN PAR A oq° /`• 400/ \ t 2 TN PAR B y� PAR C `m sA3r PARCEL ? � o 42�u PARCEL 4 ? 1 I \ ?� N04Vd'W JJO•Qi• h \ (DEVILS CANYON) I0 ! C` PN.IJ-r �l \, poi BOG nzi•so w U7,11 P.M.IJ-? / P.M.Ji-39 ` 11 ♦ F,p 2� ���---�-` .+- + � Nn•sr•w .w.u• y 1 /O N � Y 1 I l7Tw /IOJa� PARCEL ♦ �� N.fJ'��•w 161 J07 �e k Nrs•sst s7126 PM.4i si / � M arms✓ uo• 7 35 no TTI w•r >r of >( s 1 A �PARCEL MAP Vol.. /3V I 9K Z PARCEL MAP VOL. 23� 14 OPARCEL MAP VOL. J6/39-4/ I Z" PARCEL MAP VOL J7/5-46 O I Z&ARCEL MAP VOL. 46I6-57 D.M. ssoR•s Map couNrY of sAN MArroICALIf. LA HONDA-PESCAD£RO UNIFIED SCHOOL D/STRICT i .- ••�f-fsi r I4 TAX CODE AREA ZONING _ _ _ _ _ _ 85- 13 0660'a srvf'+z-d �feo' i»raos' No•a -u'. ies►:as' � l I � I 1 ; 0 ' I PAACE( A � � kr � 1 ! 1 i i •)+'A I' O � 130 O 'Mgt o IPAACEL s r !k! T. / S 3VY. _(D O � z I � 35 k fe • _ ,_,• ,,,,. 35 2 34 i Hoxrn 34 3 •v � s i O MIN PARCEL MAP VOL. 34147 I no+rrn LA HONDA- PESCADERO UNIFIED SCHOOL DISTR/CT A$SfJYQRll NAP COUNTY of $4N WArfQ u. !o-a. Open Spact 1 1 MIDPENINSULA REGIONAL OPEN SPACE DISTRICT R-94-130 Meeting 94-32 December 14, 1994 AGENDA ITEM Proposed Acquisition of an Additional Interest in the Big Dipper Ranch Property as an Addition to Skyline Ridge Open Space Preserve GENERAL MANAGER'S RECOMMENDATIONS 1111 1. Adopt the attached resolution authorizing purcha1L).559%o' interest in the Big Dipper Ranch property from Gerald C. Gray and Alice Coelho. 2. Tentatively adopt the Preliminary Use and Management Plan recommendations contained in this report, including naming the property as an addition to the Skyline Ridge Open Space Preserve. 3. Indicate your intention to withhold the property from dedication as public open space at this time. DESCRIPTION (see attached mapL The 767.9-acre Big Dipper Ranch property is located on the southwest slope of the Santa Cruz Mountains and is adjacent to Skyline Ridge Open Space Preserve and Portola State Park. The property also just touches the Russian Ridge Open Space Preserve. The District currently owns a 46.67% interest in the property and is proposing to purchase an additional 7.55% interest, for a total of 54.22% ownership in the property. District land adjoins the property at the northwest corner and along the east boundary. Portola State Park is adjacent to the south boundary and private property is located elsewhere around the perimeter of the property. Access is from a driveway on Alpine Road approximately three miles south of Skyline Boulevard. The landscape is characterized largely by a mosaic of grassy slopes and dense vegetation. The upper ridges along Alpine Road are predominantly grassland interspersed with patches of woodland. The terrain here is gentle to steep, descending east towards Peters Creek. There are a number of heavily forested ravines and seasonal creeks on the property, particularly on the west facing slopes. Peters Creek bisects the southeast corner of the property and has a pristine riparian habitat. This watershed is a continuation of drainages that originate at Skyline Ridge and the Devils Canyon area of Long Ridge Open Space Preserve. The creek has interesting rock outcrops that are well scoured and form small pools and waterfalls. A ranch complex, comprised of residential structures and barns, is located in the southeast 330 Distel Circle • Los Altos, California 94022-1404 • Phone: 415-691-1200 • FAX:415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit L - - R-94-130 Page 2 portion of the property. There are four residential structures; one structure is occupied by the ranch manager. A swimming pool is adjacent to another of the residences. A number of ranch vehicles and equipment are kept near a maintenance building. Small barns and corrals are used for stabling horses. A large barn is located some distance to the north of the ranch complex. It is used in conjunction with grazing activities. Cattle and horse grazing are the primary land uses. Fences, gates, and cattle guards divide the rangeland. The vegetation is in excellent condition with no signs of overgrazing and erosion. There are relatively few animals on the property. A number of roads and trails are located throughout the property. A paved driveway, originating at Alpine Road, crosses in the southeast direction to the ranch complex above Peters Creek. Old Page Mill Road, a historical logging route, generally extends from north to south connecting to the paved driveway and passing through the ranch complex. Old Page Mill Road is maintained as a ranch road in a portion of the property but reverts to an unimproved trail both near the north boundary and Portola State Park. Many old roadbeds and trails on the property appear to be used occasionally for ranch operations. One unimproved road extends from Old Page Mill Road to Peters Creek may have connected east to the Portola Park Heights at one time. USE AND MANAGEMENT PLAN Planning Considerations The property is located in San Mateo County and is zoned Resource Management(RM). Alpine Road is designated a Scenic Corridor in the San Mateo County General Plan. The San Mateo County Trails Advisory Committee has proposed a trail connection through the property on Old Page Mill Road, connecting the Skyline Ridge Open Space Preserve and Portola State Park. The propertyoffers an excellent opportunity for eventually making the proposed trail Ply Y Y g P po connection between Skyline Ridge Open Space Preserve and Portola State Park. If acquired, portions of Old Page Mill Road and adjacent nearby unimproved trails could become a major link between the preserve and the state park. A private section of Old Page Mill Road will remain below the existing boundary of Skyline Ridge Open Space Preserve that cannot be used as public trail until such time as an agreement can be worked out with the adjacent land owner or a bypass trail constructed on existing District land. The portion of Old Page Mill Road connecting north from Portola State Park needs to be further investigated to determine the potential of extending public access from the park into the property. The District's 46.67% interest in the property has established a "tenants in common" relationship with the holders of the remaining interests in the property. The purchase of an R-94-130 Page 3 additional 7.55% interest in the property provides the District with a majority interest. The relationship provides each co-tenant with equal rights of possession to the entire property. A co-tenant cannot exclude another co-tenant from any portion of the property. Each co-tenant has broad powers in how they can use the property including such items as building structures, leasing interests to third parties, and constructing road and trails. Regardless of technical legal rights involved, District staff has made every effort to cooperate with the co-tenants and work towards mutual agreements for planned development and public access. Unfortunately, one co-tenant has not been receptive to staffs planning efforts and our attempts to enter the property. Now that the District will have a majority interest, staff will, once again, make an effort to work towards mutual agreements for use and management of the property with this only remaining co-tenant. We expect to insist on co-management of the property, as it is in the best interests of the District. Current land uses are consistent with the District's land use policies. Grazing activities on the property appears to be well-managed and would be expected to continue. Preliminary Use and Management Plan Recommendations Dedication: Withhold the 7.55% interest in this property from dedication as public open space. The District, as a tenant in common, should not dedicate any part of the land pending a potential co-ownership agreement with the co-tenant. Annexation: Initiate the process with the Local Agency Formation Commission to annex the property into the District. Your current policy provides for annexation of lands when the District owns at least 50% of the fee interest. Upon completion of this acquisition, the District would own 53.22% fee interest. Staff will attempt to obtain consent of the remaining co-tenant; however, it is important that the District proceed with annexation in order to cancel property taxes and be assured of ordinance enforcement. Name: Name the property as an addition to the Skyline Ridge Open Space Preserve. Signs: Cooperate with the co-tenant in providing signs that may be necessary to protect privacy, prevent conflicts with normal ranch operations, and minimize trespass on neighboring private lands. Roads: Cooperate with the co-tenant and seek an agreement to maintain roads for normal ranch operations and ranger patrol. Site Emphasis Designation: Conservation Management Unit (CMU). The property will not be open to the public due to the "tenants in common" relationship of ownership. It will be planned and subsequently managed primarily for conservation and viewshed. The property R-94-130 Page 4 will not be managed for public recreation until completion of negotiations with the remaining co-tenant. Public Safety Review: Staff will perform an inspection of the property to find if public safety hazards exist. Even though the property is not being managed for public recreation, the District should work with the co-tenant in identifying and mitigating any potential public hazard. TERMS AND FUNDING The basis of value for the interests being acquired is $2,500,000 for the entire 767.9 acre ranch ($3,256 per acre). This amount is based upon the final inheritance tax appraisal settlement, which District staff has reviewed and satisfactorily concluded represents fair market value for the property interests being acquired. This is also the basis upon which the District acquired its current 46.67% interest in the property. The remaining property interests are held by three family members, as follows: Gerald C. Gray (from whom the District acquired 26.67% interest at a cost of$666,667) and Alice (Gray.) Coelho (from whom the District acquired a 20% interest at a cost of$500,000) own the 7.55% proposed for acquisition in this transaction at a cost of$188,800. This purchase was the subject of a District option agreement and was approved by you for exercise at the meeting of November 9, 1994 (See report R-94-116). The option payment was $10,000, of which $5,000 is applicable to the purchase price. Therefore, the net cost of this property is $183,800, payable in cash at close of escrow. Cecilia (Gray) Cummings holds the remaining interest (45.75%) in the property, and there is no agreement to acquire her interest in the property at this time. However, District staff will continue to work with her toward a mutually agreeable solution for public use, private use, and ownership pattern. Prepared by: Del Woods, Senior Planner Contact person: L. Craig Britton, General Manager Ii - ;v - l��� "\ �����•.'^�...\ Ste- �.� -a �.� --��.. .�i ;j i_ ^.�\ ��_ COAL CREEK OPEN SPACE PRESERVE MONTE BELLO �..: OPEN SPACE PRESERVE VI RUSSIAN RIDGE 25" '� AN .i� / _ OPEN SPACE PRESERVE 3��/ � ��-_.tea ^, ��✓�/ 'L'" i � '� � � �k8nt�� �-'� -+-� M nI;e o ALPINE ROAD ry� .� �� srt�2i,. s ,� �: Hilt \ �� \ , !�J �� j� �c " _ 1� tt' \ � � ' �� 11� /tom ti , _..-..1 ` �� �, ' SKYLINE RIDGE 1 , >; OPEN SPACE PRESERVE ' r ,• •�� , . PROPOSED ACQUISITION ) }.�BIG DIPPER RANCH l = PROPERTY (767.9 Acres) \ ` o.exS.c (` .r - ♦D. �-- ('"i\,r.i',78E ,�•"B ✓ -- ~ ... .,., 1 1, ' 1 � �O '_7 o+rE .._\r.ri �rrn•rE :, na: 17\ °✓l..\ J \; � /` b 'tt �/ k ` \ `.� `` mu r,- •'� aAs..a E eiuiewDwA+ne ]�( 1> \ 11` \ \✓ /�% �� �'-%^ ` cou cR DEEw � 90 .- 6YEEMi f QI,gIMEO[M � , .°e �L� h J � ,i 1400 ,. r� !;"" [/--•�' r SvvOf M+EGERv[1 Grp.(JP,C ,✓ �_—` ~`_ E C Ru6.71AM I11a0E E I MWE- Honda orrErsrr� r sEo EM .GE.PRESERVE - s'Rvwc SVACE- _ �• Or ' ` ��� �."� „ 99/J ..J. ` 7 ; _ gip' °'Er PRESERVC -• - __ S ErMIG RIDGE 0RM :A DE CI1EfR LL��}/ Sv/CE MF`.ERYE �'�' J �� 1`••' \ �, /� \`\ � r .roa "COl1NTY PARR R LOCATION MAP kV+� E MAP: %-=�- r PROPOSED ADDITION TO SKYLINE RIDGE OPEN SPACE PRESERVE — PORTOLA STATEio j6j0 PARK N� TSeale: 1' = 2a00 May 1992 RESOLUTION 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. I 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. i i i i 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 .320 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. ti 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. Listina 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 be-tween 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 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 Erg�ertv. 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 . 320 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 Prorat 'E isns. 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 11) . 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 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) 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 Bindinq crreements. 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 sea. 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 sea. 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 Ricrhts 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: Mid peninsula la Regional nal Open n 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 Severability. If any of the provisions of this 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 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 ofEssence. 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 Legal 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. i o 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 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: VLDC. GEGRAY Stanley Norton, District Counsel Date: RECOMMENDED FOR APPROVAL: o L. Craig Britton, ALICE COELHO Acting General Manager APPROVED AND ACCEPTED: Date: President, Board of Directors ATTEST: District Clerk Date: 1 •♦ _'".J1 ate• - j \- �. 'n`�. —,�00 leco lift �g- � COAL CREEK _- L,n .J,-1,�+`f-�j y' l/ ,a_ OPEN SPACE PRESERVE MONTE BELLO OPEN SPACE RUSSIAN RIDGEr' ,OPEN SPACE PRESERVE Minciego Hi ALPINE ROAD ) lt' (irl� �`' \ ��♦ ,.. „ � Lj SKYLINE RIDGEy ze OPEN SPACE PRESERVE r+,wa s.-_� - �y ,t•' 7 � Altos ..�\��� /i � I /� - � •I.3•\•'`ixcti'`+aul..usD�, ./\_, I �Ev vf�BO i �./ \\ �`iv', ,",' �' \.\� 7 � RK vIS/I r7-' �- .Vslivj� •roRl sw.ri, �� �� � � � 11`'q i\ �"•+•'1�/� - � -� �. S�K[MESF•Yl} -}. o.... - I N ,� 4 r� i+o�m r PROPOSED ACQUISITION ''�jlIt lk - i I ' 7 BIG DIPPER RANCH fi/MC c.'_.� �� rRawi MfSlMf-' I PROPERTY (767.9Acres) 'AOfl10W,Rr - •Vt(',Y�C[M[_fM i OI OC ti. '>r �� 1 ``:+ 0� l /I 1� -:"'2;+•. .I i �T F//y�G �! �,. S.u�`7oc. �lr�_r-/\ �; l q i �'�� qo, \1�j _'_ •COIIIT,IMR �� �♦ 'I'w O1�/ LL���\ i \� •\\ i �� /•II (\\�(/�/�� T b ` �� LOCATION MAP it � / I/ ••Qv. �:7` �J `.11 ��/°`3$ `` •'��' �`�� a S?9i',i�+ .i(I ��t _/ a�� 1�'\\�� . ,�/` (gyp '� I,i,:1���I I t/\� �1\ � \ ` �-•� ` . � � \i `� ,� I _ � ,�� ..� —'� .G _` 1�, - a i \\ a• - t::A f{f.II, - I /�:� (�-"l�. SITE MAP: Exhibit A 77 PROPOSED ADDITION TO SKYLINE RIDGE OPEN SPACE PRESERVE a ''- ' ° �� PORT LA STATES. `y r PARK �; `�' EXHIBIT Scale:1' = 2000' North r •f f�-'� April 1992 gage �of I ' Order No. 369463 SUPPLEMENTAL PRELIMINARY REPORT FIRST AMERICAN TITLE INSURANCE COMPANY 1100 South El Camino Real San Mateo, CA 94402 (415) 341-2691 PAULA LEIBOVITS, ATTY . Attn: Erica 2000 Center St . •300 Berkeley , CA 94704 Customer 's Reference: Fora 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 application for a policy of title insurance, this Company hereby reports that it is prepared 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. &ALEN E . SCHMIDT ESCROW OFFICER Title of said estate or interest at the date hereof is vested in: SEE EXHIBIT "A" ATTACHED Page C 1 EXHIBIT Page of -� i SUPPLEMENTAL REPORT Order No. 369463 The estate or interest in the land hereinafter described or referred e ed 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 2/4 of Section 33 , all in Township 7 South, Range 3 West . M.D.B . a 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 . a 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 60o feet distant at right angles Northerly from the dividing line between Sections 29 and 32 , 2040 feet , more or less , to the section tine 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. Page 2 EXHIBIT ;Page 1,. 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 Se , To ns ip 7 South, Range 3 West , M.D .B. i 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 . 3 M. as lies Easterly of the centerline of Alpine Road . A.P. No . : 085-110-010 LPN 085 011 110 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 forty 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 . ieneral 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 �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 , at 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 TSPIaatPJA Page 4 EXHMT Page �of SUPPLEMENTAL REPORT Order 14o. 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 wan 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 wan 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 . Page 5 EXHIBIT Page 5of EXHIBIT 'A" 369463 PATRICIA GRAY AND IMPERIAL TRUST COMPANY, or successors in Trust as co trustees of the Patricia Gray Trust dated January 29 , 1986 , MAR30RIE ROTH, as Trustee of The Gerald C. Gray 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 r EX1-!1BL-10 Panef# TAX CODE .AREA .. 80 -87 : `, rr /W#A I/t l/qY /' ♦M �r 1 \ V• 1 M'J J•® 1~ !►rAClL / Atom $ AW& / T • AA#cfL 1 I ' e `1 Wile cf V � Iar+.rr�wM• t �J O � � � IAM O AiRG[L : i Z O I�lr 'f 4k / M, aware. / O ' I tO ! l ' k•r '' �� 29 Ze , d of the land I I map may a may not be a wrvey :led hereon. You should not rely upon it for Blr rp y ru,pose other than orlontatfun to the general 85 Ion of the parcel or parcels depicted. First Q PARCEL AIAP KX 4,vl.V I lean expressly disctalms any Ilabllity for /0 ad loss Or damage whkh may result uoa Q PARCEL It4P 1l1L IJ 9 kce upon thfc mare. Q AUCtY A"P Yq( 1J ° L i PARCEL MAP roL .t9/ils �AWC& A94P ►aL io/,- "+• .rs.uows � cocwrr op sw.ur�o,c.ur. LA HONAA _PESCADERO VN fAEO $CjjOQL DArTR/CT BK. AO PC. 38 28 27 32 33 33 34 85- 1 r� { TAX CODE AREAit r r.J sow 'v PfAI PAIC/L / ♦ ! 1 7 7S f? 3W 110 PARCEL t MI C h 7btu c U a u ) x � � � of � 1 4 lD �+ i• pQt �W s PI _ .3 .....,._.,.... 3334 f.1Aib�,! ,,.L.•• y:. AjSSSJr*m-;:,�-00 CQV.Vrr Of SAN WArfO CA PACE 7 41 3 .- ,♦ TAX CODE AREA - 2e 8 0-3 �y :a..t► Pp eO 0 0 >± I � r4wcrL 4 �l 1 r4RClL a cc I Cool 20 '2'i vY f 21 22 ?9 ZQ%� f,u• r,t�o s 20 '27 \,\ 3a �\ \ it N q 4. li r 7S. j 5 -This map may or rnry not be a survey of the lend � depicted nerron. You should not rely upon it tot A = 2-92e P� �// any purpose other than orientation to the general a.a..,. ` 29 ?7 i callon of the peroel or paroels depicW. First J2 J3 — American expoo"y dleclalms any liability lot alleged loss ar" wye whkh may result' from rellaoce upon ifw map,. 0a � BALa.S I' /! dnSPARC£L AIAP VOL_ ?9/I9-50 9 �JJltliOJlr'1 Nor cWY7v or l4M M47f0•C4LIR ..,...` | ORDERj � ~'` | � —_—RECORDED MAIL__ MIDPENINSULA REGIONAL OPEN SPACE DISTRICT '_—ALTOS,CALIFORNIA - � L ATTN: C. Britton SPACE ABOVE THIS LINE FOR RECORDER'S USE -------' � DULY RECORDED WITHOUT FEE NO TRANSFER TAX DUE runsunAmTTo GOVERNMENT CODE pum/[AGENCY ACQUIRING TITLE, ss[n0wa7so» CALIFORNIA REVENUE AND TAXATION CODE SECTION //pzz BY: �_� m������u ������.� �� � � � � � � � � � � � � X c 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. EXHIBIT C Page jakn"�-4 Opera space R-94-133' MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Meeting 94-32 December 14, 1994 AGENDA ITEM Proposed Addition of Johnson Property to Mt. Umunhum Area of Sierra Azul Open Space Preserve GENERAL MANAGER'S RECOMMENDATIONS 4 � � 1. Adopt the attached resolution authorizing purchase of the Johnson et al property. 2. Tentatively adopt the Preliminary Use and Management Plan recommendations contained in this report, including naming the property as an addition to the Mt. Umunhum Area of Sierra Azul Open Space Preserve. 3. Indicate your intention to withhold the property from dedication as public open space at this time. DESCRIPTION (see attached mad The Johnson et al property being considered for acquisition is located between Mt. Umunhum and Loma Prieta. The 328-acre parcel is adjacent to the Mt. Umunhum Area of the Sierra Azul Open Space Preserve. It is situated at the headwaters of the Herbert Creek watershed and is highly visible from the Bald Mountain Trail and other popular trails within the preserve. This acquisition could provide a link in an important section of Bay Area Ridge Trail. The property is bounded by District land to the north, west, and south. Private property lies to the east and west. The terrain is characterized by moderate to very steep slopes that descend north and east into the Herbert Creek watershed. Plant communities are primarily chaparral and mixed evergreen forest and provide excellent wildlife habitat. Access to the property is from a number of trail remnants that are mostly overgrown. One such trail is an old roadbed that extends north from Loma Prieta Road across District land and through the southeast portion of the property. Another, located in the northwest corner,` passes through private property and connects to Mt. Umunhum Road. It also appears a trail may have once entered the property on the north from the former Sciarrino property which is now part of the preserve. 330 Distel Circle • Los Altos, California 94022-1404 • Phone: 415-691-1200 FAX: 415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit General Manager:L.Craig Britton I R-94-133 Page 2 USE AND MANAGEMENT PLAN Planning Considerations The property is rated in the District's Open Space Master Plan as having moderate to high composite open space values and is important in terms of habitat preservation, protection of scenic resources, and potential outdoor recreation. The property is in an unincorporated area of Santa Clara County and zoned Hillside, requiring a 20-160 acre minimum lot size dependent upon slope density. The Bay Area Ridge Trail is proposed to connect from Mt. Umunhum to Loma Prieta in the vicinity of the property. Preliminary Use and Management Recommedations Dedication: Indicate your intention to withhold the property from dedication as public open space at this time. raddition Name: Name the property as an to the Mt. Umunhum Area of the Sierra Azul P Pe Y Open Space Preserve. Signs: Install private property and preserve boundary signs where appropriate. Public Safety Review: There are no known hazards. TERMS This property was the subject of an option agreement that was approved for exercise at your meeting of November 9, 1994 (see report R-94-116). The purchase price would be $510,000 ($1,554 per acre) payable in cash at close of escrow. Based upon the real estate market in this area, the purchase is determined to be fair and reasonable to the District. I Prepared by: Del Woods, Senior Planner Contact Person: L. Craig Britton, General Manager f r f I � .�. •..�l �f�� � � �f v^'"v"�' ��^,;a.,. :�,,;.;�b,� �iow 1�.�b�"'..n;ao.•..»*� 3 � :a. •-�' x ,"� .�;' =�.-�•lb:' ;t.,x.4';�i ,,,� �• :. tat'oM'"�'"4, 4 m�. 1i1�r-� 405Will mom ��Ap �Ipt/ �' . ` N40SE • • • • J9' •,, 4°• c* .ems • .�, u�. �1•n�, b,�S}�� � .\ �� '�c/��`�'',.l �`�';:.��``.�` � �F ��-�3����'•`t�y,�}},<r'.v:�,.....�t� ��t��.�"'�`�'$l},�-\`•'. • 1� ,i .k�\ .+M,,, r�,���7C:,, '�„� !vF'!f�#� \�d"�Ei •. �'�:. � .Z • •2L,,. .E3',,i` ° b �^//wae.'b, r�� r r�y�F.✓�3i'i,;;. \�� �f�� ® •• �:, 14F al��.�� ��''' �"���. i s *w qi `�°' q3� u•€c ��� 'f� g��yl f... "'S� l��16i5=�1��'� Y �' �i.Fyg..��- ' °vf .� s. .,�ti�.ti},s�3°'• ,,.y�•✓f'� ���7r s' .i, .i�';+ �.rs � .�fr,ii`�P �'.y�'•��;Z:e�;�\'4��ff�!' f�.� .� S�!`�� o� I� ••• • • � , ♦ice' Ye;yy,� - � ..+ RESOLUTION RESOLUTION OF THE BOARD OF DIRECTORS OF THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT AUTHORIZING ACCEPTANCE OF PURCHASE AGREEMENT, 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 (SIERRA AZUL OPEN SPACE PRESERVE - LANDS OF LINDA C. JOHNSON ET AL) 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 Purchase Agreement between Linda C. Johnson et al 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 in escrow necessary or appropriate to the closing of the transaction. Section Four. The General Manager of the District is authorized to expend up to $5,000 to cover the cost of title insurance, escrow fees, site clean-up, 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$510,000 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. Purchase Agreement - Mc Enaney et al . Page 2 attached or affixed thereto . All of said real property and appurtenances hereinafter called the "Subject Property" or the "Property . " 2 . Purchase Price . The total purchase price ("Purchase Price") for the Property shall be Five Hundred Ten Thousand and No/100 Dollars ($510, 000 . 00) , payable in cash at the Closing (as further defined herein . ) 3 . Escrow. Promptly upon execution of this Agreement, in accordance with Section 11 herein, an escrow shall be opened at Gateway Title Company, 1008 Blossom Hill Rd. , Suite G-1, San Jose, CA 95123, phone number (408) 266-1800, or other title company acceptable to District and Seller (hereinafter "Escrow Holder") through which the purchase and sale of the Property shall be consummated. A fully executed copy of this Agreement shall be deposited with Escrow Holder to serve as escrow instructions to Escrow Holder; provided that the parties shall execute such additional supplementary or customary escrow instructions as Escrow Holder may 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 instructed to deliver, pursuant to the terms of this Agreement, the documents and monies to be deposited into the escrow as herein provided, with the following terms and conditions to apply to said escrow: (a) The time provided for in the escrow for the close thereof shall be on or before October 30, 1992, provided, however, that the parties may, by written agreement, extend the time for Closing. The term "Closing" as used herein shall be deemed to be the date when Escrow Holder causes the Grant Deed (as defined below) to be recorded in the Office of the County Recorder of Santa Clara County. (b) Seller and District shall, during the escrow period, execute any and all documents and perform any and- all acts reasonably necessary or appropriate to consummate the purchase and sale pursuant to the terms of this Agreement . (c) Seller shall deposit into the escrow on or before the Closing an executed and recordable Grant Deed covering the Property . (d) District shall deposit into the escrow, on or before the Closing: PURCHASE AGREEMENT This Agreement is made and entered into by and between Linda C . Johnson, John D . Mc Enaney and Margaret R. Mc Enaney, and John T. Huntzinger, all as tenants in common, 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 certain real property which has open space and recreational value, located within an unincorporated area of the County of Santa Clara, and being more particularly described within the body of this Agreement; and WHEREAS, Seller entered into that certain "Exclusive Authorization and Right to Sell" agreement with Joe Beatty Real Estate on June 1, 1992, thereby offering said real property for sale to the general public; 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 said property for open space preservation and as part of the ecological and aesthetic resources of the midpeninsula area; and WHEREAS, Seller wishes to sell and convey the entirety of said property to District, and District wishes to purchase said property upon the terms and conditions set forth herein. NOW, THEREFORE, IT IS MUTUALLY UNDERSTOOD AND AGREED as follows : 1 . Purchase and Sale . Seller agrees to sell to District and District agrees to purchase from Seller, Seller ' s real property located within an unincorporated area of the County of Santa Clara, State of California, containing approximately three hundred twenty eight and eighty three one hundredths (328 . 83) acres, more or less, and commonly referred to as Santa Clara County Assessors Parcel Number 562-06-011 . Said property being further described in the Legal Description attached to Preliminary Title Report number 7260109 from Gateway Title Company, a copy of said preliminary title report attached hereto as Exhibit "A", and incorporated herein by this reference . Said property to be conveyed together with any easements, rights of way, or rights of use which may be appurtenant or attributable to the aforesaid lands, and any and all improvements Purchase Agreement - Mc Enaney et al . Page 3 (i) The required Certificate of Acceptance for the Grant Deed, duly executed by District and to be dated as of the Closing. (ii) District ' s check payable to Escrow Holder in the amount of Five Hundred Ten Thousand and No/100 Dollars ($510, 000 . 00) . (e) Seller shall pay for the escrow fees, the CLTA Standard Policy of Title Insurance, if required by District, and all recording costs and fees . All other costs or expenses not otherwise provided for in this Agreement shall be apportioned or allocated between District and Seller in the manner customary in Santa Clara County . All current property taxes on the Property shall be handled in accordance with Section 4986 of the Revenue and Taxation Code of the State of California . (f) Seller shall cause Gateway Title Company, or other title company acceptable to District and Seller, to be prepared and committed to deliver to District a CLTA standard coverage Policy of Title Insurance, dated as of the Closing, insuring District in the amount of ($510, 000 . 00) for the Property showing title to the Property vested in fee simple in District, subject only to: (i) current real property taxes, and (ii) such additional title exceptions as may be approved in writing by District prior to the closing as determined by District in its sole and absolute discretion . (g) Escrow Holder shall, when all required funds and instruments have been deposited into the escrow by the appropriate parties and when all other conditions to Closing have been fulfilled, cause the Grant Deed and attendant Certificate of Acceptance to be recorded in the Office of the County Recorder of Santa Clara County . Upon the Closing, Escrow Holder shall cause to be delivered to District the original of the policy of the title insurance if required herein, and to Seller Escrow Holder' s check for the full purchase price of the Subject Property (less Seller' s portion of the expenses described in Section 3 (e) ) , and to District or Seller, as the case may be, all other documents or instruments which are to be delivered to them. In the event the escrow terminates 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 . 4 . Rights and Liabilities of the Parties in the Event of Termination . In the event this Agreement is terminated and escrow is cancelled 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 of Purchase Agreement Mc Enaney et al . Page 4 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. 5 . Leases or Occupancy of Premises . Seller warrants that there exist no oral or written leases or rental agreements affecting all or any portion of the Subject Property. Seller further warrants and agrees to hold District free and harmless 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 or rental agreement of the Property being acquired by District, including, but not limited to, claims for relocation benefits and/or payments pursuant to California Government Code Section 7260 et sea. Seller understands and agrees that the provisions of this paragraph shall survive the close of escrow and recordation of any Grant Deed(s) . 6 . Seller ' s Re]2resentations and Warranties . For the purpose of consummating the sale and purchase of the Property in accordance herewith, Seller represents and warrants to District that as of the date this Agreement is fully executed and as of the date of Closing: 6 . 01 Authority. Seller has the full right, power and authority to enter into this Agreement and to perform the transactions contemplated hereunder . 6 . 02 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 Subject Property described therein, 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 or any articles, bylaws or corporate resolutions of Seller . 6 . 03 Good Title . Seller has and at the Closing date shall have good, marketable and indefeasible fee simple title to the Subject Property and the interests therein 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 exceptions permitted under the Purchase Agreement - Mc Enaney et al . Page 5 express terms hereof, and Seller shall forever indemnify and defend District from and against any claims made by any third party which are based upon any inaccuracy in the foregoing representations . 7 . *Integrity of Property . Except as otherwise provided herein or by express written permission granted by District, Seller shall not, between the time of Seller' s execution hereof and the close of escrow, cause or allow any physical changes on the Property. Such changes shall include but not be limited to grading, excavating or other earthmoving activities, cutting or removing trees, shrubs, brush or other vegetation, and damaging or demolition of improvements or structures on the Property. 8 . Hazardous Substances . "Hazardous substance" as used herein means and includes polychlorinated biphenyls (PCB' s) , benzene, asbestos or any other substance the placement, storage or removal of which is prohibited or regulated by federal, state or local law. (a) Seller warrants and represents that : (i) During Seller ' s ownership of the Property Seller has not placed or stored or allowed to be placed or stored any hazardous substance on the Property. (ii) Seller has no knowledge of the presence on the Property of any hazardous substance, whenever or however placed or stored. (b) If hazardous substances are subsequently found to exist on the Property, District may exercise its right to bring an action if necessary to recover cleanup costs from Seller or any other person or persons who are ultimately determined to have responsibility for the hazardous substances on the Property. However, under no circumstances shall Seller be held liable for costs other than those incurred in the cleanup of the hazardous substances resulting from Seller ' s ownership and operation of the property . 9 . Waiver of Statutory Compensation . Seller and District understand and agree that Seller may be entitled to receive the fair market value of the Property described in Exhibit "A", as provided for by the Federal Uniform Relocation Assistance and Real Property Acquisition Act of 1970 (Public Law 91-646) the Uniform Relocation Act Amendments of 1987 (Public Law 100-17) , Title IV of the Surface Transportation and Uniform Relocation Assistance Act of 1987 (101 Statutes, 246-256) , and California Government Code Section 7267, and following. Seller hereby waives any and all existing and/or future rights Seller may have to the fair market value of said Property, Purchase Agreement - Mc Enaney et al . Page 6 appraisals, etc. , as provided for by said Federal Law and any corresponding California Government Code Sections . 10 . Miscellaneous Provisions . 10 . 01 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 . 10 . 02 Attorneys ' Fees . If either party hereto incurs any expense, including reasonable 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 reasonable 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 reasonable expenses and attorneys ' fees . 10 . 03 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 (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 any such amendment, extension or waiver Must be in writing. 10 . 04 Rights Cumulative . Each and all of t*he 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. Purchase Agreement - Mc Enaney et al . Page 7 10 . 05 Notices . Whenever any party hereto desires or is required to give any notice, demand, or request with respect to this Agreement (or any Exhibit hereto) , each such communication shall be in writing and shall be deemed to have been validly served, given or delivered at the time stated below if: (i) deposited in the United States mail, registered or certified and return receipt requested, with proper postage prepaid; or (ii) delivered by Federal Express or other private messenger, courier or other delivery service; or (iii) sent by facsimile transmission by telex, telecopy, telegraph or cable or other similar electronic medium, addressed as indicated as follows : Seller : Linda C . Johnson, John D . Mc Enaney and Margaret R. Mc Enaney, and John T. Huntzinger c/o Joe Beatty Real Estate- (Gary Beck) 7172 Anjou Creek Circle San Jose, CA 95120 (4 08) 2 68-4 0 62 FAX: (408) 927-0225 District : Midpeninsula Regional Open Space District Old Mill Office Center Building C, Suite 135 201 San Antonio Circle Mountain View, CA 94040 Attn : Herbert Grench, General Manager (4 15) 94 9-55 00 Fax: (415-949-5679) Copy To: Stanley R. Norton, Esq. 407 Sherman Avenue Palo Alto, CA 94306 (4 15) 32 4-13 6 6 Fax: (415-327-9151) If sent by telegraph, cable, telecopy or other facsimile transmission, a conformed copy of such notice shall 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 indicated 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 . Any party may change its address for such communications by giving notice thereof to the other parties in conformity with this Section. Nothing contained in this Section or otherwise in this Agreement shall excuse any party from giving oral telephonic notice when prompt Purchase Agreement - Mc Enaney et al . Page 8 notification is appropriate, but any oral telephonic notice which is so given shall not satisfy the requirement of written notice as specified in this Section. The foregoing provisions regarding the giving of notice by any party shall be applicable to all notices given hereunder or under any of the Exhibits hereto . 10 . 06 Severability. If any of the provisions of this 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 the remaining portions of this Agreement . The parties further agree to replace such void or unenforceable provisions which will achieve, to the extent possible, the economic, business and other purposes of the void or unenforceable provisions . 10 . 07 Counterparts . This Agreement may be executed in separate counterparts, each of which shall be deemed as 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 . 10 .08 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 . 10 .09 Entire Agreement . This Agreement is intended by the parties to be the final expression of their agreement; it embodies the entire agreement and understanding between the parties hereto; it constitutes a complete and exclusive statement of the terms and conditions thereof, and it supersedes any and all prior correspondence, conversations, negotiations, agreements or understandings relating to the same subject matter. 10 . 10 Time of Essence . Time is of the essence of each provision of this Agreement in which time is an element . 10 . 11 Survival of Covenants . All covenants of District or Seller which are expressly intended hereunder to be performed in whole or in part after the Closing, and all 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 . Purchase Agreement - Mc Enaney et al . Page 9 10 . 12 Assignment . Except as expressly permitted herein, neither 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 party. 10 . 13 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 . 10 . 14 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 . 10 . 15 Broker' s Commission . District shall not be responsible for any real estate commission or other related costs or fees in this transaction . Seller agrees to and does hereby indemnify and hold District 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 Seller in connection with this transaction. 10 . 16 Like Kind Exchange. District understands that Sellers may intend to effect a like kind exchange (including the possibility of a simultaneous or a delayed "Starker" exchange) , pursuant to Section 1031 of the Internal Revenue Code, of the Property for other Property to be designated by Seller . District agrees to cooperate with Seller to effect such exchange by performing all acts necessary therefor, excluding, without limitation, taking title to the exchange property; provided, however, that District shall not be obligated to incur any additional expense in connection with the performance of its obligations under this Section 10 . 16 . 10 . 17 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 . 10 . 18 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 . Purchase Agreement Mc Enaney et al . Page 10 11 . Acceptance . Provided that this Agreement is signed by Seller and returned to District on or before July 17, 1992 District shall have until midnight October 14, 1992 to accept and execute this Agreement and during said period this instrument shall constitute an irrevocable offer by Seller to sell and convey the Property to District for the consideration and under the terms and conditions herein set forth. As consideration for the tender of said offer, District has paid and seller acknowledges the receipt of the sum of Ten Dollars ($10 . 00) . Provided that this Agreement is accepted by District, this transaction shall close as soon as practicable in accordance with the terms and conditions set forth herein . Purchase Agreement - Mc Enaney et al . Page 11 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be 0.xecuted by their duly authorized officers to be effective as of the date of final execution by District in accordance with the terms hereof. MIDPENINSULA REGIONAL SPACE SELLER DISTRICT 0 L� c APPROVED AS TO FORM: Linda C . Joh .� Date : Stanley Non, 'DistrictC' ounsel ACCEP OR RECOMMENDATION : John Mc Enaney L. Crai Britton, R/W Date : Land Acquisition Manager --�- �1 APPROVED AND ACCEPTED : Mc ey President, Board of Directors Date : ATTEST : T John T. Huntzinger j District Clerk Date : Date. I Open Space ------------------------ MIDPENINSULA REGIONAL OPEN SPACE DISTRICT R-94-138 Meeting 94-32 December 14, 1994 AGENDA ITEM Proposed Addition of DeAnza Investments Property to theSereno Open Space Preserve GENERAL MANAGER'S RECOMMENDATION 1. Adopt the attached resolution authorizing acceptance of the gift of the DeAnza Investments property. 2. Tentatively adopt the Preliminary Use and Management Plan recommendations contained in this report, including naming the DeAnza Investments property as an addition to the El Sereno Open Space Preserve. 3. Indicate your intention to withhold the property from dedication as public open space at this time. DESCRIPTION (See attached map) The one-half acre DeAnza Investments property consists of four lots in the Vista Grande subdivision on Montevina Road. The property is bounded by Montevina Road and District land acquired from Santa Clara County in 1991. The DeAnza Investments partners, Mr. and Mrs. Gordon Call, desire to make a gift of their property to the District. The property is generally steep, populated with chaparral. There are no structures on the property, and a steep and generally unusable dirt road has been cut to give access from Montevina Road on the uphill side of the property. USE AND MANAGEMENT PLAN Planning Considerations The property is in the unincorporated area of Santa Clara County, within District boundaries. The property is rated medium to high on the District's Master Plan. Acceptance of this gift will further our goal of creating an open space corridor linking Lexington Reservoir County Park with El Sereno Open Space Preserve. 330 Distel Circle • Los Altos, California 94022-1404 • Phone:415-691-1200 • FAX: 415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Winn de Wit General Manager:L.Craig Britton R-94-138 Page two Preliminary Use and Management Plan Recommendation Dedication: Indicate your intention to withhold the property from dedication as public open space at this time. Name: Name the property as an addition to the El Sereno Open Space Preserve. Prepared by: Merwin A. Mace, Acquisition Consultant Contact person: L. Craig Britton, General Manager MMPF.11,MSMA REGIONAL OPEN SPACE DISTRICT El Sereno Open Space Preserve NOTE: TRAIL DISTANCE IN MILES 11 (.za BOHILMAN A ROAD' yiy .4 m A lip II § .�.:ROADSIDE PULLOUT"X. ..... N CE V- 00" 15 SANBO N BMW t. COUNTY PA PROPOSED ACQUISITI INVESTMENTS ST. JOSEPH'S HILL OPEN SPACE PRESERVE LOCATIONtih MAP PROPOSED ADDITION TO LEXIN( RESERVOIR.. EL S E R E N O OPEN SPACE PRES E C 144 OUNTY PARK • DEC 1994 . :Tm: SOOIf PAGC rwP e s - n l w � 544 5 PART of !.w, 1/4 SEC. zs O s VISTA GRANDE - MAP Ns 1 a O overprrAmSu4 • a 1 • T--... �., a 100' aS 7� SPACE e e F • �.. .Y e?r` ..� . RQ }aaa Jr : 4ie. b .. T_� P.M.428-M• . d /17 1f `i p A 3 ?�—r—� 30 —max -__1 PCL. A p` T� a e 4 ." Y a• 3,. * ♦ di 4ROSp, w YIDPENINSVLA REGIONA[ •�I aiM •I " c OPEN SPACE 045TRICT ` . ' 1 . e n ' 6 h a � ° 4 �PC L. e r r+�■ 21 b �� : • �. 3 d•Q 6 PROPOSED ACQUISITION — DEANZA INVESTMENTS03 PROPERTY 1 .: '-`,- Qt K 16 M � 7 MAC 06. LEGEND LANDS OF M.R.O.S.D. ; 8 so`�'�'t y 134 Si8 M j \ .j033- RIB - �•1X.lrs -/.3 3-• ] t w4M1 • b � Z C � s s . r•'i� 1 SO.Is .l \ � �__�' �.v sl♦. LY.=Tf1ta ... w� ...�1. HO.S.428//S816 )f o+ )w,/. u<"♦ r♦)wiw DEC 1994 SITE MAP PROPOSED ADDITION TO EL SERENO OPEN SPACE PRESERVE RESOLUTION NO. RESOLUTION OF THE BOARD OF DIRECTORS OF THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT ACCEPTING GIFT OF REAL PROPERTY AND AUTHORIZING EXECUTION OF CERTIFICATE OF ACCEPTANCE WITH RESPECT THERETO (EL SERENO OPEN SPACE PRESERVE - LANDS OF DEANZA INVESTMENTS) 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, with gratitude, the gift of real property described on Exhibit A, affixed hereto and by this reference made a part hereof, and to be conveyed by Gift Deed from DeAnza Investments to the Midpeninsula Regional Open Space District. Section Two. The President of the Board or other appropriate officer is authorized to execute a Certificate of Acceptance for said Gift Deed conveying title to the property being donated to the District. Section Three. The General Manager of the District shall cause to be given appropriate notice to the donors of the acceptance of the gift. The General Manager further is authorized to execute any and all other documents necessary or appropriate to the transaction. EXHIBIT A LEGAL DESCRIPTION All that real property in the County of Santa Clara, State of California, described as Lots 2, 5, 6, and 8 inclusive in Block F, as shown on that certain Map entitled, "Map No. 1 of Vista Grande", and which Map was filed for record in the office of the Recorder of the County of Santa Clara, State of California, on July 24, 1926 in Book "V" of Maps, at pages 14 and 15. Together with a right to the water for domestic purposes for the springs situated upon a part of the Southwest Quarter of Section 29, Township 8 South, Range 1 West, M.D.B.&M. APNs: 544-05-025 544-05-027 544-05-029 i Open Space ------------------------- MIDPENINSULA REGIONAL OPEN SPACE DISTRICT R-94-128 Meeting 94-32 December 14, 1994 AGENDA ITEM Proposed Addition of Veal Property to the Mt. Umunhum Area of Sierra Azul Open Space Preserve GENERAL MANAGER'S RECOMMENDATIONS 1. Adopt the attached resolution accepting a gift of the Veal property. I l 2. Tentatively adopt the Preliminary Use and Management Plan recommendations contained in this report, including naming the Veal property an addition to the Mt. Umunhum Area of Sierra Azul Open Space Preserve. 3. Indicate your intention to withhold the property from dedication as public open space at this time. DESCRIPTION (see attached map,) I The Veal property consists of forty lots in the "paper" subdivision of Hacienda Park, comprising about one-fifth acre. Fully ninety percent of the surrounding lots in the subdivision are owned by Santa Clara County, acquired through tax delinquency, similar to Redwood Park adjacent to Purisima Creek Redwoods Open Space Preserve in San Mateo County. The subdivision abuts the northerly boundary of the former Laurie property, which the District acquired in 1989 (see report R-89-17 dated January 18, 1989). Mrs. Almarie Veal desires to make a gift of her property to the District. The property is in the upper hillsides of the Herbert Creek watershed and has steep chaparral slopes with Douglas fir scattered in the drainages. Views of Mt. Umunhum and Almaden Reservoir are possible from selected locations in the subdivision, and an existing fire road could provide a valuable trail in the future. USE AND MANAGEMENT PLAN Planning Considerations The property is in the unincorporated area of Santa Clara County; adjacent property is rated as having moderate to high composite open space values in the District's Open Space Master Plan. The property is important in terms of potential outdoor recreation, and strategic in positioning the District to assume stewardship responsibility for the balance of Hacienda i Heights from Santa Clara County. The County has indicated an interest in transferring this 330 Distel Circle • Los Altos, Cal it 94022-1404 Phone: 415-691-1200 • FAX: 415-691-0485 II Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit R-94-128 Page 2 property to the District. Preliminary Use and Management Plan Recommendation Dedication: Indicate your intention to withhold the property from dedication as public open space at this time. Name: Name the property as an addition to the Mt. Umunhum area of the Sierra Azul Open Space Preserve. Prepared by: Merwin A. Mace, Acquisition Consultant Contact person: L. Craig Britton, General Manager � •�j� �• ' � �•�l RY� it v {5���� M � %�~ �~ � . :.�°�0 ,•;✓� s Y t. � l XV kl 1fp J ✓ ."�+ f + 4F k'� r�k<: w � a.�%r��.���F e„i RAP�¢. t/.s�`�d2 t,< �,�' ^l ..w✓ s � "+� � i„ �:'w�;°"' -\ i A, �)'A •.2 ,f1 7QM 61'. HACIENDA PARK 1 • to L 1 ;?� .re ( ,\ `� �/> "��'y jJ�'.'u�e, 5 L• }r f..,.i gp 3 qrRl � 5• tf�yp 4l�'1�y �@�,�'�i`^-.',.'°• aw � �`. � ���� 'y�`�'.'y""'� 1l� ".g.��`".^ f f �° �a � k,�'3 �is��S44•t�•€�'+.a.�••,,.�f j)=f.�� ��l y� �ot �f Y"�^.r' 1711, 1�_ i \ yy'„1±� ���� +Rf� �, �/ �F�,�aw.t s?�"`�• �.':,� � .t'iik'�� C:�'�',Y•°�•\j� iE��./�f t'� 1,�� !� Ir d�•:�;`::-,A ?, 1,1/r' >7i� 6i.rk ,a/�G���n.../��y �4.k��•IA ib' a �� q�/ � ��J�� ,jj 'Fi rp. ON . � • / • 1 � ' • r 5� I s C 7 N. (''�% • • • S- A +� w ..t, N{ C"• f•- r. r r toff. �•'l•!�!%/ ye f�t1t yo4 `�` • ,. t��ti.a �i+�`laT :talaRr 3 +E RESOLUTION NO. RESOLUTION OF THE BOARD OF DIRECTORS OF THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT ACCEPTING GIFT OF REAL PROPERTY AND AUTHORIZING EXECUTION OF CERTIFICATE OF ACCEPTANCE WITH RESPECT THERETO (SIERRA AZUL OPEN SPACE PRESERVE - LANDS OF VEAL) 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, with gratitude, the gift of real property described on Exhibit A, affixed hereto and by this reference made a part hereof, and to be conveyed by Grant Deed from A?maneStewart Veal to the Midpeninsula Regional Open Space District. Section Two. The President of the Board or other appropriate officer is authorized to execute a Certificate of Acceptance for said Gift Deed conveying title to the property being donated to the District. Section Three. The General Manager of the District shall cause to be given appropriate notice to the donors of the acceptance of the gift. The General Manager further is authorized to execute any and all other documents in escrow necessary or appropriate to the closing of the transaction. EXHIBIT A LEGAL DESCRIPTION All that real property in the County of Santa Clara, State of California, described as Lots 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 41, 42, 43, 44, 45, 46, 47, 48, 49, and 50 of Block 58; Lot 5 of Block 40; and Lots 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 18, 19, 20, 21, 22, and 23 of Block 42, Official Map of Hacienda Park, filed in the office of the Recorder of Santa Clara County, California on the 3rd day of July 1909, in Book M of Maps, at page 68. APN: 562-25-007, -015, & -052 Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT R-94-136 Meeting 94-32 December 14, 1994 AGENDA ITEM Dedication Status of District Lands GENERAL MANAGER'S RECOMMENDATION Adopt the attached Resolution Dedicating Interests in Certain District Lands for Public Open Space Purposes. Introduction: In accordance with the Board's Dedicated Lands Policy as last amended January 22, 1986 (see report R-86-03 dated January 13, 1986), an annual report indicating the status of District lands as dedicated or undedicated is to be presented to you in December of each year. According to this policy, "Normally, undedicated lands within the District's boundaries will be held for future dedication to park or open space, or both, purposes, but only after the necessary planning, boundary adjustments, provision for permanent access and other changes in configuration, which may involve the disposal or exchange of interests in all or portions of such lands, have been completed." Dedications are usually made in December on the basis of the annual report. During the year, part of the use and management planning decisions the Board makes for specific parcels and preserves is whether to indicate by motion an intention to dedicate certain interests in land, such as fee title or open space or trail easements. Note that although a motion of intent to dedicate might be adopted when the Preliminary Use and Management Plan for a new acquisition is approved, this does not mean that the parcel would necessarily be dedicated the following December. That is because it is usually prudent to wait until the Comprehensive, or at least Interim, Use and Management Plan for the entire preserve is adopted or reviewed. Since it might benefit the program of the District at some future time to apply development density credits from dedicated District land to other lands, dedication of these credits is not now normally included at the time of the annual dedications. The idea behind withholding potential density credits from dedication, while dedicating the land itself for public open space purposes, is that these credits may represent an asset of the District which may be of substantial value in the future. The credits might be used for transfer to private property, potentially increasing the allowed development density on that property. This might be done in connection with a joint development application with the private party. In exchange, some of that property might be permanently preserved or the District might receive a cash payment which could be used for purchase of open space in another location. Joint development plans and transfer of development rights are, of course, subject to approval of the city or county in which the land lies. A further rationale is that the District, in asserting its potential right to 330 Distel Circle • Los Altos, California 94022-1404 • Phone: 415-691-1200 • FAX: 415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit General Manager:L.Craig Britton R-94-136 Page 2 use these credits, may be able to counter proposals to increase allowed development densities that are based on the argument that the potential development which the District is precluding by buying open space can be put somewhere else in the hillsides. Since the District has, in effect, paid for this density we can argue that the District, if anyone, should benefit. During a previous legislative session in Sacramento, the District sponsored changes to the District's enabling legislation that would state explicitly that potential density credits are not lost when land is dedicated. The bill passed the Assembly, but did not receive final action in the Senate before adjournment. This legislation was not reconsidered since that session because of more pressing legislative issues. Status Summary: Table 1 gives a summary of the dedication status of District preserves and preserve subareas. Only those parcels for which transactions have closed and title has passed to the District on or before December 6, 1994 are included. The interest in land that the District holds, i.e., fee title, an easement, or lease, is listed for each area. Rights of first refusal and/or reversions to the District are not included. The District owns 36,330 acres of land rights, 33,355 acres in fee and 2,975 acres in lesser interests. The District added 573 acres of land rights to its holdings since December 3, 1993. Recommended Dedications: Rancho San Antonio Open Space Preserve. The Vidovich (former Sugden) property, containing 3.486 acres was acquired at 75% of fair market value as a part of the overall former Neary property acquisition. There was a formal intent to dedicate the property in the preliminary Use and Management Plan, and it should be formally dedicated at this time as is all of the surrounding District lands. You accepted a no cost transfer of a conservation easement over 10 acres of land surrounding g the former Duveneck house from the Trust for Hidden Villa. While there was no expression of intent at the time, all of the conservation easements on the surrounding lands of Hidden Villa are dedicated and this easement should be included. St. Joseph's Hill Open Space Preserve. The District acquired .784 acres from the California Province of the Society of Jesus (Novitiate) in Los Gatos to reopen the historic "Jones Road" trail. There was an expressed intent to dedicate this property at the time of acquisition and the trail construction is now complete. This area was also recommended for dedication in the comprehensive Use and Management Plan. The 2.86-acre flume right-of-way acquired from San Jose Water Company was also recommended for dedication in the comprehensive Use and Management Plan. It is hoped that the portion of the flume right of way adjacent to the Town park will eventually be transferred to Los Gatos. However, this can be accomplished even if the property is dedicated, as the Town's use will be compatable park use. I R-94-136 Page 3 Coal Creek Open Space Preserve. The 100-acre former Bach (POST) propety was approved for dedication in the comprehensive Use and Management Plan and should now be formally dedicated. I The 6.73-acre former Simmons property was also recommended for dedication in the comprehensive Use and Management Plan. i Skyline Ridge QMn Space Preserve. The District acquired .78 acres of land from the Fowkes for the Bay Area Ridge Trail connection between Skyline Ridge and Long Ridge Open Space Preserves. Since this is a grant project, it should be dedicated at this time. Sierra Azul Open Space Preserve - Kennedy Limekiln Area. The 98.34-acre former Moeller propety and the 30-acre former Evatt property are surrounded by dedicated land and contain portions of the Bay Area Ridge Trail and should be dedicated at this time. Russian Ridge Open Space Preserve. 32.34 acres of the Norton property were acquired mainly for continuation of the Bay Area Ridge Trail which has now been constructed. Therefore, this property should be formally dedicated at this time. Dedications Not Currently Recommended: There are two parcels designated for eventual dedication for which the Use and Management Plans have been reviewed since acquisition. The first is the 10-acre former Struggle Mountain parcel on Page Mill Road and is not being recommended for dedication at this time since it is still an isolated parcel. The second is the 54-acre former Bullis property, now part of Skyline Ridge Open Space Preserve. The 12-acre leasehold interest in that parcel continues to be under foreclosure. It seems prudent to wait awhile, since a mutually beneficial boundary adjustment might be made with a new lessee of the developed area. mm : Of the 36,330 acre total of interests in land 23,835 acres are dedicated 65.6% and 12,495 acres are undedicated (34.4%). Upon adoption of the resolution dedicating r 291.32 additional acres, 24,126 acres (66.4%) of these District rights in land would be dedicated. Of the undedicated lands, 62.9% are in the Sierra Azul Open Space Preserve. Prepared by: L. Craig Britton, General Manager Contact person: Same as above i i E_ File: Run Date: Table 1. DEDICATION STATUS SUMMARY .1-- -- 06-Dec-94 -- — --- - -- ( Acres Acres Acres Acres Acres Acres Acres Ages Acres z 31 ri _ _ Acres Acres Acres Fee Easement Easement Easement Easement Fee, Ease- Fee, Ease- Fee, Ease- Fee, Ease- 4 Fee Fee Fee Dedicated t L Lease i Lease - i Lease i Lease ien� eacFT a ment &Lease sent T Lease sent Lease 5 r Preserve Area Dedicated Undedicated Intended Undedicated Dedicated Undedicated Intended Ded. i Unded. Dedicated Undedicated Intended Ded. d Unded. 7 Briggs Creek 0 1 0 1 0 0 0 0 0 1 0 9 o Coal Creek 3% 107 107 493 0 0 0 0 386 107 107 493 °' s Edgewood County Park 0 0 0 0 468 0 0 - 468 468 0 0 468 z 10 E1 Corte de Madera Creek 278E 4 0 2792 0 0 0 0 2788 4 0 �nS2 3 1 El Sereno ION 101 0 1111 0 1 0 1 1010 101 0 1112 Foothills 201 10 0 211 0 0 0 0 201 10 0 211 Fremont Older 735 0 0 735 0 4 - _0 4 -735__--_ 4 - 0 739 ---- G.G.N.R.A. 0 0 0 0 0 544 544 544 0 544 544 544 C La Honda Creek 47 1995 558 2043 0 0 _ 0 0 47 1995 558 2043 16 Long Ridge 1024 335 281 1358 0 13 - 0 13 1 34� �8� T372- z•. 17 Los Trancos 274 0 0 274 0 0 0 0 274 0 0 274 z!' e Monte Bello 'Monte Bello' 2631 101 61 2733 _ 0 25 25 25 2631 126 86 2758 � o 19 Monte Bello Picchetti Ranch i 308 0 0 308 0 0 0 0 zc Monte Bello (All) (2939) (101) (61) (3041) (0) (25) (25) (25) (2939) (126) (86) (3066) `(, z zt ]gai Ridge 293 0 0 293 0 0 0 0 293 0 _ 0 293 Purisima Creek Redwoods - -_---- - 2543 80 77 2623 --- U----- 10 - -- - V- 10 2543 B9 -. 77 2633 Rancho San Antonio 2050 89 8 2139 1485 10 10 1495 35M 99 18 3634 Ravenswood 274 0 0 274 98 1 0 99 372 1 0 373 ,.� Russian Ridge 1495 al 32 1580 0 0 0 0 1499 81 32 1580 e Saratoga Gap 452 2% 0 SIB 2 0 0 2 454 206 0 701 3; Sierra Azul Cathedral Oaks 163 1160 33, 1323. 0 9 0 9 163 1169 33 1332 c 6 Sierra Azul Kennedy Limekiln 2112 318 43 2431 68 5 5 73 2181 323 C s Sierra Azul Mt. Umunhum 142 6152 52 6294 0 20 0 20 142 6172 52 6314 y{ Sierra Azul 'Summit Road' 0 0 0 0 0 20 0 20 0 20 0 20 Sierra Azul (All) (2417) (7630) (127) (10048) (68) (54) (5) 1122) ---(2486) (7684) (132) (10170) L 'zt Skyline Ridge 1119' 413 1 1532 81 0 0 81 1200 413 1 1613 3: -_ Stevens'Creek=Shoreline - 54 0 0 54 _i 1 0 0 1 55 0 0 55 t_1 I++ a St. Joseph's Hill 170 4 4 174 94 ---- 0 -- -- 0 -- 94-- 264 4 4 268 35 Teague Hill 0 624 0 624 0 0 0 0 0 624 0 624 6 _ Thornewood _ 87 40 0 127 5 10 0 15_ 92 50 0 141 Windy Hill 1129 2 0 1131 0 1 0 -! 1129- 3 0 1132 All —_ 215M 1IB23 1255 33355 2" 673 584 2975 23B35 12495 1834 36330 s- 5_ ^Includes only those interests acquired (title or lease recorded or unrecorded lease fully executed) on or before: 06-Dec-94 Note: All entries rounded to nearest acre after summations. 8 7j _-- - jSCI - t RESOLUTION NO. RESOLUTION OF THE BOARD OF DIRECTORS OF THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT DEDICATING INTERESTS IN CERTAIN DISTRICT LANDS FOR PUBLIC OPEN SPACE PURPOSES The Board of Directors of the Midpeninsula Regional Open Space District does hereby resolve as follows: Section 1. Pursuant to Resolution No. 86-6, the Board of Directors does hereby dedicate for public open space purposes (pursuant to Public Resources Code Section 5540) the interests in land held by the District shown herein, except for possible development rights which might be transferred to or for the benefit of other lands. INTERESTS IN LAND TO BE DEDICATED (EXCEPT FOR POTENTIAL DENSITY CREDITS) Board Approval Closing Property Preserve/Area Grantor Date Date Acreage Interest Rancho San Antonio Vidovich 12/15/93 01/14/94 3.486 Fee Rancho San Antonio Trust for 01/12/94 03/04/94 10.000 Easement Hidden Villa St. Joseph's Hill Calif Prov. 07/27/94 08/26/94 0.784 Fee of Soc. of Jesus St. Joseph's Hill San Jose 10/08/86 10/17/86 2.860 Fee Water Co. Coal Creek Bach (POST) 02/24/88 08/18/88 100.000 Fee Coal Creek Simmons 12/09/87 12/11/87 6.730 Fee Skyline Ridge Fowkes 02/09/94 06/07/94 0.780 Fee Sierra Azul Moeller 11/17/93 12/01/93 98.340 Fee Kennedy-Limekiln Sierra AzuI Evatt 11/17/93 12/01/93 36.000 Fee Kennedy-Limekiln Russian Ridge Norton 09/22/93 02/06/93 32.340 Fee Open Spacc 1 R-94-132 MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Meeting 94-32 December 14, 1994 AGENDA ITEM Certification of Election Results for Wards 1, 2, and 6 w id, Administration of Oath of Office GENERAL MANAGER'S RECOMMENDATION Determine and accept the certified election results from the Registrars of Voters for Santa Clara and San Mateo Counties to be the final results of the election and declare Peter Siemens (Ward 1), Mary Davey (Ward 2), and Betsy Crowder (Ward 6) elected to the office of Director, Board of Directors, Midpeninsula Regional Open Space District. Authorize the secretary of the District to issue certificates of election to Directors Siemens, Davey, and Crowder. DISCUSSION Section 5532 of the District's enabling legislation calls for the directors of the District to meet and determine election results and declare the candidates elected. The grand total certified election results from the Registrars of Voters for Santa Clara and San Mateo Counties are attached. Breakdowns of the election results by precinct are available at the District office for public inspection. The secretary of the District is to issue certificates of elections immediately following the determination of the result of the election. The oath of office will be administered by the acting district clerk at your December 14 meeting to Directors Siemens and Crowder. Director-elect Davey is not able to attend the December 14 meeting and her oath will be administered by the clerk separately. Director Davey's term as Director, Ward 2, commences on January 2, 1995, the first Monday after the first day of January next following the election. Prepared by: Jean Fiddes, District Clerk Contact person: Deirdre Dolan, Acting District Clerk 330 Distel Circle • Los Altos, California 94022-1404 • Phone: 415-691-1200 • FAX:415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit CERTIFICATE OF ELECTION RESULTS STATE OF CALIFORNIA ) ss. County of Santa Clara 1, Dwight M. Beattie, Registrar of Voters of the County of Santa Clara, State of California, do hereby certify that at the GENERAL ELECTION held on November 8, 1994, and consolidated therewith, a GENERAL DISTRICT ELECTION was held in the MIDPENINSULA REGIONAL OPEN SPACE DISTRICT for the purpose of electing two members of the Board of Directors of said District; That the results of said Election were canvassed by the Office of the Santa Clara County Registrar of Voters in accordance with applicable provisions of the Elections Code; and, That the Statement of Votes Cast, hereto attached, shows the whole number of votes cast for each candidate in said District and in each of the respective precincts; and that the totals are shown in full, true and correct. WITNESS my hand and Official Seal this 28th day of November, 1994. R6gistrar of Voters i 11/29/94 386 GENERAL ELECTION, N' 'ER 8, 1994 065 ***GRAND TOTALS MID-PENINSULA OPEN SPACE DISTRICT - DIRECTOR, WARD 1 M ID DI -R PE EC NT IO D NR A S L U- E LW G R B AA P L E E A R E R N G L OD T I E I L P E S T S 0 El T A Z T T T N S A A R S U V I N N H A R SO E S 0 B T C N PT M B R E I A 0 AE E U T T 0 S U C N R 0 T N T T El S Y N I COUNTY OF SANTA CLARA 61536 41676 67.7 9454 3443 7280 6524 14TH CONGRESSIONAL DIST 12636 SS47 67.6 1741 849 1804 1044 15TH CONGRESSIONAL DIST 48900 33129 67.7 7713 2594 5476 5480 11TH SENATORIAL DIST T 61140 41405 67.7 9390 3413 7253 6479 13TH SENATORIAL DIST A 396 271 68.4 64 30 27 45 21ST ASSEMBLY DIST BYR 134 103 76.9 19 11 14 16 22ND ASSEMBLY DIST JOH 396 271 68.4 64 30 27 45 24TH ASSEMBLY DIST CHU 61006 41302 67.7 9371 3402 7239 6463 1ST SUPERVISORIAL DIST 28464 18647 65.5 4771 1479 3311 2621 4TH SUPERVISORIAL DIST 79 45 57.0 8 2 12 7 5TH SUPERVISORIAL DIST 32993 22984 69.7 4675 1962 3957 3896 CUPERTINO 11837 7980 67.4 1607 801 1682 971 TOWN OF LOS GATOS 19855 12828 64.6 3477 1001 2243 1742 MONTE SERENO 3521 2369 67.3 547 190 348 422 SARATOGA 20266 14296 70.5 2901 1105 2128 2831 UNINCORPORATED AREA 6057 4203 69.4 922 346 879 558 11/29/94 390 GENERAL ELECTION, N*ER 8, 1994 066 ***GRAND TOTALS MID-PENINSULA OPEN SPACE DISTRICT - DIRECTOR, WARD 2 M ID DI -R S PE T EC E NT V IO E NR D S- A U V W LW I A R B AA D S E A R H G L OD C ' M I L P A S 0 E2 W R T T T N L A Y R S U V U S A R SO N H D T C N PT D W A I A 0 AE E E V 0 S U C L L E N T T El L L Y COUNTY OF SANTA CLARA 53514 35711 66.7 5829 4995 11228 14TH CONGRESSIONAL DIST 53514 35711 66.7 5829 4995 11228 11TH SENATORIAL DIST T 33895 23018 67.9 3735 3144 7208 13TH SENATORIAL DIST A 19619 12693 64.7 2094 1851 4020 21ST ASSEMBLY DIST BYR 20964 14642 69.8 2295 1896 4602 22ND ASSEMBLY DIST JON 19619 12693 64.7 2094 1851 4020 24TH ASSEMBLY DIST CHU 12931 8376 64.8 1440 1248 2606 3RO SUPERVISORIAL DIST 2303 1301 56.5 236 222 362 5TH SUPERVISORIAL DIST 51211 34410 67.2 5593 4773 10866 CUPERTINO 11654 7647 65.6 1269 1142 2407 LOS ALTOS 10999 7995 72.7 1313 1052 2542 TOWN OF LOS ALTOS HILLS 5752 4220 73.4 649 547 1335 SUNNYVALE 19410 12578 64.8 2119 1827 3961 UNINCORPORATED AREA 5699 3271 57.4 479 427 983 CERTIFICATE OF COUNTY CLERK In the Matter of the CANVASS OF VOTES ) CAST at the MIDPENINSULA REGIONAL OPEN ) SPACE DISTRICT ELECTION - WARD 6 held ) on November 8, 1994 ) I, WARREN SLOCUM, County Clerk, do hereby certify to the MIDPENINSULA REGIONAL OPEN SPACE DISTRICT, that after the closing of the polls at the General Election held on Tuesday, the 8th day of November, 1994, pursuant to the Midpeninsula Regional Open Space District Resolution No. 94-24, said election being held within the district for the purpose of electing one Member to the Board of Directors; That in accordance with Section 17081 of the Elections Code I caused to have recorded the votes cast at said polling places within the District for candidates for Member, Board of Directors, Ward 6 and I caused to be canvassed the absentee ballots cast at said election for candidates; and The following named person received the highest number of all votes cast for Member, Board of Directors, Midpeninsula Regional Open Space District, Ward 6: BETSY CROWDER I HEREBY FURTHER CERTIFY said record of votes cast at the polling places and the results of the absentee ballots cast for various candidates for the office of Member, Board of Directors is set forth in Exhibit "A" attached hereto and incorporated herein by reference as though fully set forth at length. IN WITNESS WHEREOF, I hereunto affix my hand and seal of office this 6th day of December, 1994. "V4A--� WARREN SLOCUM Assessor, County Clerk, Recorder 12/08/94 14:14 12415 312 5348 REG-ELECTION Ia001/003 DOl " OF SA8 MATEO GENERAL ELECTtOM MEMBER 9, 19" PACE M.055.02 R V T P I Bo OF DIRECTORS, NIUMI REG OKM WAM Dist, wD 6 E0 uE ( a T R R I ( I E B C M C 8 C SR AA a ER ( TS LS UN 3CK TO ( E LT TT ( 0 . A SY R 0 A 9 It Y 6 j E T G N L D S E C A R I I ABSENTEE TOTALS 0 9006 ( 1440 "M I 14TH SSIONAL f 0 9006 ( 1440 4480 C0116RESSIONAL TOTAL ( 0 90% ( ICAO "M I I 11TO SMTMIAL I 0 9006 I 1440 44W SEUATORIAL TOTAL ( 0 "M ( 1440 44W I I 21ST ASSUBLY I O 9006 ( 140 "g0 ASSEM6LY TOTAL I 0 9006 ( 1460 4480 3RD SWERVISDRIAL ( 0 4206 6W 2093 4TN SUPERVISDRIAL 0 4800 ( 743 2397 SUPERVISORIAL TOTAL 4 9006 ( t44d! 448Q I I TOW OF ATxEATK7N D �202 � 551 I I EAST PALO ALTO ( 0 99 ( 1B 48 MERLD PARK I 0 31" ( 410 1+634 TOWN OF PORTOLA VALLEY ' 0 628 I 86 3bZ REW40M CITY D 1083 ( 2266 501 TOWN OF WWsIDE ( 0 "a ( 121 344 UNIMCORPMAYSD 0 2140 ( 374 104D TOTAL ! 0 9006 1440 "Be 12/08/94 14:15 IT415 312 5348 REG-ELECTION 1@ 002/003 GeuBYY DF SAM MATED GENERAL ERECtION NOUEMi;ER B, 1994 PAGE 055.055.03 R Y T P { OD OF DIRECTORS, MiDPENINSB.A REA OMEN SPACE GIST, 1D 6 { flT RR { { I E 8 C N C , s c { S R A A 0 E { E R j T 9 L S U v { J 6 K T O E L T T 1 O . A 5 W ( R 0 A { N R Y R E T 6 { N E 86 PRECINCTS D S £ A R 3001 ATHERTON 01 612 291 47.55 : 41 1" 3002 ATHERTON 02 $56 286 51.25 j 25 1$0 3003 ATHERTON 03 ( 631 343 54.36 ( 62 146 3004 ATHERTON 04 j 620 335 54.03 { 64 1" 3005 ATHERTON 05 { 621 322 51.85 { 58 142 3006 ATNERTOM 06 { 545 mg 53.03 t 38 126 3007 ATHERTON 07 { 538 257 47.77 ( 46 BS 3008 ATHERTON 08 { 655 179 27.33 ' 27 68 3009 ATHERTON 09 { 669 322 48.13 j 50 135 3020 MENLO OUT 20 { 969 345 60.63 { 38 205 3340 LA HCMDA 40 { 573 316 55-15 ( 1 4 3341 LA HONDA 41 { 476 272 57.14 ( 1 5 3370 SXYLINE 70 625 374 59.34 { 77 15s 3371 SKYLINE 71 { 540 299 55,37 { 68 129 3401 ALAMEDA 01 { 915 505 55.19 { 7v 219 3402 ALAMEDA 02 ( ma 476 54.84 { 69 225 3403 ALAMEDA 03 { 764 422 55.24 { 67 210 3410 LADERA 10 ( 705 361 51.21 ( 39 196 3411 LADERA 11 666 425 63.81 , 40 247 3420 LS TRAM045 20 j 472 279 59.11 { 38 163 37gi LAKE 01 { 780 426 54.62 62 lag 3702 LAKE 02 { 826 475 57.51 j 104 184 3703 LAW a3 ( 873 475 54.41 ( 93 183 3 30.�1 D 0 10 { 3704 LAKE 04 j 3720 SELBY 20 { 309 369 45.61 ( 75 173 3721 SEL13Y 21 742 375 50.54 { 80 162 3722 SELBY 22 { 76S 399 51.95 { 59 193 3801 1100DSIDE 01 { 360 106 54.44 { 42 83 302 H000SIDE 02 721 413 57.28 { 65 200 3803 WCOSIDE 03 { 751 365 48.60 71 157 38D4 WOODSIDE 04 { 2 410 558.1 ( 444 1 3505 WOODSIDE 06Y33 59 3806 womsIDE 06 j 703 341 48.51 { 36 182 31MG SEARSVILLE 10 { 5 1 20.00 0 1 3901 PORTOLA 01 ( 690 392 56.81 37 236 3902 PORTOLA 02 { 5S4 301 54.33 ' 34 193 3903 PORTOLA 03 { 450 259 57.56 { 23 162 3904 PORTOLA 04 539 325 60,30 42 183 3%5 pORyOLA p5 ( 570 310 54.39 42 171 3906 PORTCLA 06 645 368 57.05 { 39 233 4010 E PALO ALTO 10 536 256 47.76 ( 35 117 4011 E PALO ALTO 11 { 436 151 34.63 ( 24 63 4012 E PALO ALTO 12 j 5" 190 33.99 ` 22 90 4401 HMO PARK 01 738 466 63.14 69 207 4402 1NRMR,0 PARK.02 { 6" 3W 55.79 ( 63 166 4403 MENLO PARK 03 j 641 199 31-05 37 92 44% MENLO PARK 04 { 574 201 35.02 { 20 99 4405 MENLO PART[ 05 612 224 36.60 { 43 95 4406 MENLO PARK 06 { 64 23 35.44 j 1 14 "01 MERLO PARK 07 y SW 311 52.80 39 172 12/08/94 14:15 '2415 312 5348 REG-EUCTION 1@003/003 COUNTY of SO MATEO GENERAL ELECCTTON wpimER S. 1994 PAIN: 175S.M.04 III Ti OPEN SPAN GIST, 1A 6 S MIEN SUU► RE ( R V T D { RT) OF DIRBOTOR , ED UE { O T R R ( I E 8 C N C { 6 C { SR AA 0E ER ( TS LS UM 1C9 TO { E LT TT { 0 - A 5Y ( R 0 A { R R Y D ( E T C ( 0 r= 86 PRECINCTS 0 S 440E MENLO PARR.08 { 705 396 56.17 ( 52 179 4409 MENLO DARK 09 ( 655 346 52.82 ( 32 170 4410 MENLO PARK 10 { 660 297 45.00 { 38 127 4411 MENLO PARK 11 { 627 349 515.50 ( 30 161 4412 MT9 O PARK 12 { 640 332 51.88 ( 29 168 4413 NERLO PARK 13 ( 614 357 52.97 { 36 172 4414 MENLO PARK 14 { 697 298 42-75 31 115 4415 NENLD PARK 15 ( 633 315 49_76 ( 37 140 4416 MENLO PARK 16 { 667 343 51.42 ( 52 141 4417 MENLO PARK 17 ( 633 318 50.24 ( 40 132 4418 NENLD PARK 18 { 749 362 48.3E { 39 156 4419 MENLD PARK 19 { 720 367 50.91 { 42 166 4420 MENLO PARK 20 ( 802 457 56.98 ( 51 229 4421 MENLO PARK 21 ( -W 4" 55.% ( 64 288 4422 MENLO PARK 22 { %0 331 59.11 ' 45 166 4423 1R:tN.O PARK 23 ( 682 370 54.25 ` 40 182 4424 MENLO PARK 24 ( 785 411 52.36 62 199 425 WMlO PARK 25 ( 636 318 50.00 ( 29 160 4426 RF,NLO PARK 26 { 815 451 55.34 ( 79 205 4427 tTENIO PARK 27 ( 370 $0.89 ' 47 154 727 442E MENLO PARK 28 { 4501 OAKS 01 ( 596 245 41.11 58 95 45M OAKS 02 ( 549 269 49,00 { 56 126 8503 OAKS 03 671 no50.37 63 147 ( {4504 OAK S 04 686 393 57.29 58 1 ffi{ 4505 GAKS 05 ( 657 313 47.64 71 ISO 4506 OAKS 06 { 7M 270 38-30 ( 70 129 4627 REDWOOD 27 { 760 355 46.71 53 135 462e REDWOOD 2E ( 671 334 49.79 ( 72 1S7 4629 u1mWOOD 29 ( 701 377 53.7E ( 5 17 4632 REDWOOD 32 ( 788 412 52.28 { 77 189 4633 NITi1AOp 33 { 04 4E8 51.32 ( 9fi 186 4634 REcum 34 { 7w 472 53.55 ( 80 175 4635 REDWOOD 35 ( 7" 449 %.21 ( 79 182 4&% REWJ" 36 ` 784 369 46.94 66 170 4547 47 j 94 55 5E=51 10 27 ( { ABSENTEE TOTALS ( 0 9006 { 1440 4480 BRAND °TOTALS 5A879 37301 67.97 1 5602 17399 Open Space MIDPENIN "CTRICr R-94-126 Meeting 94-32 December 14, 1994 AGENDA ITEM Reclassification of Research Attorney Position GENERAL MANAGER'S RECOMMENDATION Approve the attached job specification for research attorney classification and reclassify the position upward to a salary range of Step Number 257 to 282 in the District's position classification plan with a corresponding monthly salary of $3,640 to $4,668. DISCUSSION The research attorney position is currently part of the land acquisition program, reports to the general manager in the absence of a land acquisition manager, and is limited in scope to legal assignments related to real property law and real property acquisitions. Under the proposed reclassification, the research attorney position would be expanded to a more general purpose position, thereby enabling the research attorney to provide services for all District programs. The research attorney would report to the District's legal counsel, allowing consolidating and streamlining of the District's legal functions. The position would be reviewed in one year within the context of evaluating overall District legal services. The proposed revised research attorney job specification is attached (see Attachment A). The recommended salary range for this position is Step Number 257 to 282, with a corresponding monthly salary of$3,640 to $4,668 and an annual salary of$43,682 to $56,019. The proposed salary range represents a ten-point increase (+10.5%) and is equivalent to the salary range for the real property representative and senior planner positions (see attached District pay plan schedule - Attachment B). The proposed salary range is slightly above (+3.9%) the median salary range for comparable positions in other agencies (see Attachment C). Although the proposed reclassification would have some impact on the District legal counsel's time due to the added supervisory responsibilities, the net effect is anticipated to be an overall reduction in the need for District legal counsel services and outside counsel services due to the expansion of the research attorney job scope. In addition, the transfer of supervisory responsibilities to the District legal counsel would relieve the general manager of some of the supervisory responsibilities he has continued in the absence of a land acquisition manager, as 330 Distel Circle • Los Altos, California 94022-1404 • Phone:415-691-1200 • FAX:415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit R-94-126 Page two well as provide more focused and timely supervision for the research attorney. The proposed reclassification will also provide added resources for other programs at a time when land acquisition activity is reduced. Prepared by: Deirdre Dolan, Administrative Analyst Susan Schectman, Legal Counsel Contact Person Deirdre Dolan, Administrative Analyst RESEARCH ATTORNEY ATTACHMENT A DEFINITION Under direction, to perform a wide variety of responsible and complex legal assignments related to the District's programs and operations; to provide in-depth legal research; and to prepare legal documents, legal opinions, briefs, and court documents as assigned. Performs related work as required. SUPERVISION RECEIVED AND EXERCISED Receives direction and supervision from the District Legal Counsel. EXAMPLES OF IMPORTANT RESPONSIBILITIES AND DUTIES--Important responsibilities and duties may include, but are not limited to, the following: *Conduct studies on historical ownership, physical characteristics and use of real property; conduct research concerning District property rights and other pertinent legal issues related to real property. *Conduct legal and factual research related to District business; prepare legal memoranda or opinions on results and make recommendations where appropriate. *Prepare briefs, motions, pleadings, points and authorities, and other court documents. •Review court case status and strategy with District counsel and retained counsel. *Review deeds, preliminary title reports,title policies, contracts,grant proposals,board reports,letters, i agreements, licenses and other legal documents. *Contact members of other government agencies to determine and discuss status of District matters. •Monitor and analyze current legislation and case law for impact on District business. •Prepare draft legislation, ordinances, resolutions and other legal documents. *Perform related duties and responsibilities as assigned. QUALIFICATIONS Knowledge of- *Principles and practices used in legal research. *Principles of civil law and court procedures. *Statutory, administrative, and constitutional law of the State of California. *Organization, powers, and limitations of government agencies. *Pertinent Federal, State and local laws, codes and regulations including real property law. Ability t •AnalY ze and apply g principles,l legal rind les, facts, evidence, and procedures to legal problems. *Present legal analysis in a concise, logical, and persuasive manner, orally and in writing. *Read, understand, and explain legal documents. *Work independently with minimal supervision. *Establish and maintain effective working relationships with those contacted in the course of work including employees of other agencies and the general public. *Access and use pertinent computer data bases systems and applications used by the District. *Read and understand pertinent documents related to District property such as parcel maps and topographic surveys. Experience and Training Guidelines Any combination of experience and training that would provide the required knowledge and abilities is qualifying. A typical way to obtain the knowledge and abilities would be: Experience: One year of relevant legal research experience. Training: Law degree from an accredited law school. Should have course work in real property law and public agency law or relevant work experience in this field. Current active membership in the State Bar of California is required. This is an exempt position. ATTACHMENT B MIDPENINSULA REGIONAL OPEN SPACE DISTRICT PAYPLAN 1994-1995 Effective 4/1/94 Revised 4/27/94 MONTHLY* ANNUALLY* CLASSIFICATION STEP NO. MIN-MAX MIN-MAX Receptionist 192 - 217 1906 - 2445 22,877 - 29,339 Administrative Clerk 196 - 221 1984 - 2544 23,806 - 30,530 Open Space Technician* 209 - 234 2258 - 2896 27,094 - 34,746 Secretary 210 - 235 2280 - 2924 27,364 - 35,094 Lead Open Space Technician 214 - 239 2373 - 3043 28,476 - 36,519 Planning Technician 217 - 242 2445 - 3135 29,339 - 37,625 Public Affairs Assistant 217 - 242 2445 - 3135 29,339 - 37,625 Office Manager/Sec'y to G.M. 220 - 245 2519 - 3230 30,228 - 38,765 Ranger 222 - 247 2570 - 3295 30,835 - 39,544 Accounting Specialist 225 - 250 2647 - 3395 31,770 - 40,743 Docent Coordinator 225 - 250 2647 - 3395 31,770 - 40,743 Volunteer Coordinator 225 - 250 2647 - 3395 31,770 - 40,743 Equipment Mechanic-Operator 232 - 257 2838 - 3640 34,061 - 43,682 Open Space Planner I 232 - 257 2838 - 3640 34,061 - 43,682 Administrative Assistant 238 - 263 3013 - 3864 36,157 - 46,369 Supervising Const. & Maint. Ranger 239 - 264 3043 - 3903 36,519 - 46,833 Supervising Patrol Ranger 239 - 264 3043 - 3903 36,519 - 46,833 eseaeeh Atterney 247 - 272 3296 4229 39,544 - 69,713 Administrative Analyst 247 - 272 3295 - 4226 39,544 - 50,713 Open Space Planner II 247 - 272 3295 - 4226 39,544 - 50,713 Resource Planner 247 - 272 3295 - 4226 39,544 - 50,713 Support Services Supervisor 247 - 272 3295 - 4226 39,544 - 50,713 Visitor Services Supervisor 247 - 272 3295 - 4226 39,544 - 50,713 Area Superintendent 254 - 279 3533 - 4531 42,397 - 54,371 Real Property Representative 257 - 282 3640 - 4668 43,682 - 56,019 Research Attorney 257 - 282 3640 - 4668 43,682 - 56,019 Senior Planner 257 - 282 3640 - 4668 43,682 - 56,019 Administrative Services Manager** 270 - 295 4143 - 5313 49,714 - 63,754 Public Affairs Manager** 270 - 295 4143 - 5313 49,714 - 63,754 Operations Manager** 277 - 302 4442 - 5696 53,300 - 68,357 Planning Manager** 277 - 302 4442 - 5696 53,300 - 68,357 Land Acquisition Mgr.** 277 - 302 4442 - 5696 53,300 - 68,357 * The salary range for Seasonal Open Space Technician is $10.68 to $11.79 per hour with actual individual rate to be determined at time of hire. Range is 20 points to 10 points below Open Space Technician range. **Range of three points to five points to be added to base salary as approved by the General Manager for Assistant General Manager assignment. Forty hours per week basis. I RESEARCH ATTORNEY Comparables October 1994 AGENCY JOB TITLE MONTHLY EFFECTIVE SALARY DATE 1. Santa Clara County Attorney I - County Counsel $3377 - $3546 8/91 2. San Mateo County Deputy County Counsel I $3372 - $3566 7/94 3. Marin County County Counsel I $3591 4. San Jose Legal Assistant II* $3078 - $3742 5. MROSD - Current Research Attorney $3295 - $4226 4/94 6. Santa Clara County Attorney 11 $3959 - $4300 8/91. 7. MROSD - Proposed Research Attorney $3640 - $4668 4/94 8. San Jose Research Attorney $3856 - $4687 9. EBRPD Legislative Admin. Asst.* $3735 - $4766 10. Marin County County Counsel II $4959 - $5662 1 1. San Mateo County Deputy County Counsel II $4647 - $5809 7/94 12. San Mateo City Attorney Assistant $5817 - $6916 *These positions are not attorney positions. A D c-� 3 m z c-> I Open Spacc MIDPENINSULA REGIONAL OPEN SPACE DISTRICT R-94-127 Meeting 94-32 December 14, 1994 AGENDA ITEM Authorization to Purchase Restrooms for Purisima Creek Redwoods and Windy Hill Open Space Preserves GENERAL MANAGER'S RECOMMENDATION Authorize the purchase of two restrooms from Restroom Facilities of Reno, Nevada, for Purisima Creek Redwoods and Windy Hill Open Space Preserves at a cost not to exceed $22,000. DISCUSSION The restroom units manufactured by Restroom Facilities of Reno, Nevada consist of a rustic wooden building housing a variety of toilet designs. The District has installed a number of these units at Purisima Creek Redwoods, Monte Bello, Skyline Ridge, Rancho San Antonio and Russian Ridge Open Space Preserves. All of our existing units house a self-contained chemical- recirculating toilet. The Restroom Facilities buildings are patented and are only available from this single source. Staff has researched other restroom units, but has been unable to find companies providing units which meet our specifications. In accordance with your Bidding, Vendor Selection and Purchasing Procedures (Administrative Policy AP-91-1) and Section 5594 of the Public Resources Code, you may elect, by a five- sevenths vote, to purchase the restrooms in the open market, rather than going to bid. Since these units are available from a single source, staff recommends pursuing this option. Staff is pleased with the existing buildings; however, the chemical-recirculating toilets have become costly to maintain. In addition, periodic pumping of the tanks is expensive. Staff is researching other toilet options with Santa Clara and San Mateo County Health Departments. The Health Departments have approval authority for restroom design within each county. Purisima Creek Redwoods Open Space Preserve Staff has obtained preliminary approval from the San Mateo County Health Department to install a simple pit toilet restroom at the Higgins Purisima entrance to the Purisima Creek Redwoods Open Space Preserve. A pit toilet design is recommended for this location due to its remote location and the anticipated cost savings associated with pumping and repairs. Recently, great advancements have been made to pit toilet designs. The new designs have adequate tank ventilation and do not suffer from the odor problems of the older units. The restroom unit will use the same building as all other restroom units found on District lands. 330 Distel Circle • Los Altos, California 9402 2-1 404 • Phone: 415-691-1200 • FAX:415-691-0485 ED Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit Page 2 This pit toilet design will be installed as a trial project. If staff determines it is successful, a pit toilet would also be appropriate for installation at the Black Mountain Backpack Camp. Staff will probably continue to use the chemical recirculating toilet in high profile locations. Windy Hill Q=n- Space Preserve At your February 13, 1991 meeting staff obtained authorization to purchase a restroorn for the picnic area at Windy Hill Open Space Preserve (see report R-91-16 dated February 6, 1991). This was a combined order with additional units going to Rancho San Antonio, Skyline Ridge, and Russian Ridge Open Space Preserves. The unit originally purchased for the Windy Hill picnic area was installed on Skyline Ridge instead. Installation is expected this spring. The unit at the picnic area at Windy Hill will be a chemical- recirculating unit. The chemical-recirculating toilet will be ordered separately at a cost of approximately $3,000. Fun dine Funding for all of these units is included in the fiscal year 1994-95 budget. Prepared by: Mary Gundert, Open Space Planner Contact person: Same as above Open Space R-94-134 MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Meeting 94-32 December 14, 1994 AGENDA ITEM Request for Policy Direction Concerning Board Committees: Service by Board President on Board Committees and Compensation for Service on Ad Hoc Committees; Adoption of Ad Hoc Committee Formation and Membership Roster LEGAL COUNSEL'S RECOMMENDATION Provide policy direction regarding whether the presiding officer of the Board may serve on ad hoc committees. Provide policy direction whether Directors should be compensated for attendance at ad hoc committee meetings. Based on your decision, direct staff to return, if necessary, with proposed modifications to your Rules of Procedure. Establish ad hoc committee structure and membership. DISCUSSIQN District Legal Counsel is requesting clarification of policy from the Board on two issues regarding Board committees. 1. Participation by the Presiding Officer of the Board: Rule 1.80 of your Rules o Procedure (copy attached) currently states: "The presiding officer of the Board shall not serve on any committee." The presiding officer of the Board is the President, or in his/her absence, the Vice President. This rule would prohibit the President from serving on either a standing or ad hoc committee. (The President may serve as a voting alternate on any committee.) The Board from time to time uses ad hoc committees to complete specific assigned tasks. The rule as it is currently written would prohibit the president from serving on such ad hoc committees. Staff requests that the Board review this rule and determine whether it wishes to amend the rule to allow the President to serve on an ad hoc committee. If so, an appropriate revision to the Rules of Procedure will be brought back for Board approval. 2. Compensation for Attendance at Ad Hoc Committees: District Legal Counsel has requested that section 2.30, Compgnsation of Directors and Payments of Expenses, (copy attached) be clarified with respect to ad hoc committee compensation. Section 2.30 currently defines a compensable meeting as follows: "A Board meeting includes a special meeting, a continued meeting, a closed session, a public hearing, or a meeting of a committee of the Board, unless the Board indicates that service on a particular committee is noncompensable." 330 Distel Circle * Los Altos, California 94022-1404 * Phone: 415-691-1200 * FAX: 415-691-0485 OD Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wien de Wit General Manager:L.Craig Britton i I R-94-134 Page 2 The wording in Section 2.30 was last amended in January 1994 when the committee consolidation plan was implemented to establish the Board's four standing committees. Service on standing committees has been deemed compensable; service on ad hoc committees has generally been deemed compensable unless the Board has determined otherwise. However, staff was unclear as to whether the Board wished to continue this policy concerning ad hoc committees after the adoption of Rule 2.30 and the standing committee system. If the Board determines that ad hoc committee attendance should generally continue to be compensable, you should direct staff to revise section 2.30 to read as follows: "A Board meeting includes a special meeting, a continued meeting, a closed session, a public hearing, or a meeting of a standing committee of the Board. Attendance at an ad hoc committee meeting shall be compensable, unless the Board determines that service on that particular ad hoc committee is not comMnsable." This language would give the Board the flexibility to determine when service on an ad hoc committee is compensable. All standing committee meetings would continue to be compensable. Lastly, the Board has two informal committees, the Picchetti Lease Committee and the General Manager Evaluation Committee. There is also an ad hoc Dog Committee. The Board should formalize formation of these ad hoc committees. Attached is a roster of the Board's standing committees and the ad hoc committees which should be adopted by the Board tonight, designating whether committees are to be compensable. I I Prepared by: Susan Schectman, Legal Counsel I Contact person: Same as above I I I I I 1.80 Committees of the Board. Upon passage of motion by a majority of Board members, standing or special committees composed of Board members may be established for the study of specific matters. The presiding officer of the Board may appoint the committee members with the consent of the Board. The presiding officer of the Board shall not serve on any committee. The presiding g officer may serve as a voting alternate on any committee. 0 2.30 Compensation of Directors and Fayment of Expenses." Members of the Board shall receive one hundred dollars ($100.00) for each attendance at a Board meeting. A Board meeting includes a special meeting, a continued meeting a closed session, a public hearing, or a meeting of a committee of the Board, unless the Board indicates that service on a particular committee is noncompensable. Only Board members who are members of the committee, or authorized substitutes appointed by the presiding officer, may be compensated for attendance at the meeting. A committee of the Board includes a committee of one and Board-appointed representatives on a committees established by other organizations. The maximum total compensa- tion per Board member allowable under this section shall be one hundred dollars ($100-00) per day and five hundred dollars ($500.00) per calendar month. BOARD OFFICERS - 1994 President Ginny Babbitt Vice President Pete Siemens Treasurer Bob McKibbin Secretary Teena Henshaw BOARD COMMITTEES - 1994 STANDING COMMITTEES ADMINISTRATION AND BUDGET COMMITTEE Bob McKibbin Teena Henshaw Pete Siemens LEGISLATIVE, FINANCE, AND PUBLIC AFFAIRS COMMITTEE Wim de Wit Teena Henshaw Nonette Hanko USE AND MANAGEMENT COMMITTEE Wim de Wit Betsy Crowder Nonette Hanko ACQUISITION AND ENTERPRISE COMMITTEE Pete Siemens Bob McKibbin Betsy Crowder DOG COMMITTEE PICCHETTI LEASE COMMITTEE Ginny Babbitt Nonette Hanko Betsy Crowder Pete Siemens Wim de Wit GENERAL MANAGER EVALUATION COMMITTEE Nonette Hanko Pete Siemens Teena Henshaw Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT R-94-135 Meeting 94-32 December 14, 1994 AGENDA ITEM Introduction of Trail Patrol Volunteers GENERAL MANAGER'S RECOMMENDATION Welcome the new volunteer trail patrol members. DISCUSSION The District's second group of trail patrol volunteers completed its training on October 22. Staff interviewed and selected 28 enthusiastic equestrians, hikers, and bicyclists to be trail patrol volunteers. Twenty-one participants from last year will continue in the program, for a total of forty-nine members. The training, which consisted of two evening classes and one field session, included sections on safety, District land use regulations, trail conditions, trail courtesy, radio communications, reporting procedures, and District history and philosophy. Role-playing exercises on making positive public contacts were a highlight of the training. Please welcome the following people to our volunteer program: Mark Acierno, Mountain View Cindy Elliot, Los Altos Christine Merten, Burlingame Jo Barrett, Los Gatos Ralph Elliot, Los Altos Larry Myers, Los Gatos Dorothy Bell, Mountain View Patrick Goebel, Stanford Sean Safreed, San Mateo Gail Brownell, Cupertino Dan Goldes, San Francisco Fred Smith, Cupertino Carolyn Claudy, Cupertino Peter Gould, Burlingame Peggy Stretch, Menlo Park John Claudy, Cupertino Nanda Gowda, Cupertino Mary Thompson, Sunnyvale Michele Del Duca, Woodside Bill Groll, South San Francisco Michele Rae Vierra, La Honda Cameron Dodge, San Mateo Jane Kikuchi, Half Moon Bay Marc Violette, San Mateo Peter Donohue, Redwood City Collin Lim, San Jose Steve Washwell, Los Altos Alice T. Meng, Los Altos Prepared by: Joan Young, Volunteer Coordinator Contact person: same 330 Distel Circle • Los Altos, California 94022-1404 Phone:415-691-1200 FAX: 415-691-0485 Board of Directors:Pete Siemens,Robert McKibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit $15,000,000* PURCHASE CONTRACT Midpeninsula Regional Open Space District 1995 Promissory Notes THIS AGREEMENT, is made and entered into as of this th day of December 1994, by and between the MIDPENINSULA REGIONAL OPEN SPACE DISTRICT, duly organized and existing under the laws of the State of California(the "District") and Stone & Youngberg, (the "Underwriter"); WIINESSEIH : WHEREAS,the District wishes to undertake the financing of land and the refinancing of prior debt. The District is authorized pursuant to the laws of the State of California to cause the sale of notes for such purposes; and WHEREAS, the District desires to cause the sale and the Underwriter desires to buy and offer to the public such notes; NOW,THEREFORE, in consideration of the promises and the mutual covenants contained herein, the parties hereto hereby agree as follows: Section 1. Obligation to Purchase. The Underwriter agrees to purchase and the District agrees to deliver$15,000,000* aggregate principal amount of 1995 Promissory Notes, dated January 1, 1995 (the "Notes") in the annual principal amounts, at the annual interest rates, and at the prices set forth in Exhibit A, incorporated herein by reference, and as described in the Indenture of Trust relating to the Notes between the District and the Trustee executed and entered into as of January 1, 1995 (the "Indenture") and the Preliminary Official Statement dated December, 1994, as amended and supplemented by the Final Official Statement, relating to the Notes, including the Appendices thereto (the "Official Statement") subject to the conditions set forth in this Purchase Contract. The Underwriter will not be under any obligation under this Purchase Contract to purchase less than all of the Notes. Section 2. Purchase Price. The purchase price of the Notes will be $ plus accrued interest on the Notes from Jan 1 1995 to the date of delivery thereof. Such p January rY purchase rice is based on the par amount of Notes less an Underwriter's discount of p p p s $ ( °lo) and less an original issue discount to investors of$ The good faith check in the amount of$50,000, which has been tendered herewith to the District, will be returned to the Underwriter at the Closing. In the event that the Underwriter terminates this Purchase Contract pursuant to Section 7 hereof, the District will return such good faith check to the Underwriter. In the event the Underwriter fails (other than for a reason permitted hereunder) to accept delivery and pay for the Notes as herein provided, such check will be "Preliminary, subject to change. retained by the District as and for full liquidated damages for such failure and for any default hereunder on the part of the Underwriter and neither party hereto will have any further rights against the other hereunder. Section . Delivery of and Payment for the Notes. The Closing will take place on January 19, 1995 in San Francisco, California, or at such other time and place as may be mutually agreeable to the District and the Underwriter. At the Closing, the Trustee will deliver or cause to be delivered to the Underwriter the Notes in book-entry only form together with the other documents hereinafter mentioned, against delivery of federal funds to the order of the District in the amount of the purchase price, plus accrued interest with respect to the Notes from January 1, 1995 to the date of delivery. Section 4. The Notes. The Notes will be delivered under the provisions of the Indenture. The Notes will be in book-entry only form, in denominations of five thousand dollars ($5,000) or in integral multiples thereof. Section 5. Representations and Warranties of the District. The District represents and warrants to the Underwriter that: (1) The District is duly organized and existing under and by virtue of the laws of the State of California and has all necessary power and authority to enter into this Purchase Contract. (2) To the best knowledge of the District,the execution and delivery of this Purchase Contract, the Indenture and compliance with the provisions thereof, will not conflict with, or constitute a breach of or default under, the District's duties under said documents or any law, administrative regulation, court decree, resolution, charter, bylaws or other agreement to which the District is subject to or by which it is bound. (3) To the best knowledge of the District,there is no action, suit, proceeding or investigation at law or in equity before or by any court or governmental agency or body pending or threatened against the District to restrain or enjoin the delivery of the Notes, or in any way contesting or affecting the validity of this Purchase Contract, the Indenture, the Notes or contesting the powers of the District to enter into or perform its obligations under any of the foregoing to which it is a party. (4) The information contained in the Preliminary Official Statement dated December_, 1994 is true and correct in all material respects and such information does not contain any untrue or misleading statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. Section 6. Conditions Precedent to Closing. Conditions precedent to the Closing (to be satisfied in form and substance satisfactory to the Underwriters) are as follows: 1 Delivery of the Notes the Indenture and this Purchase Contract in form and substance acceptable to Orrick, Herrington& Sutcliffe ("Bond Counsel"). -2- (2) Opinion, dated the date of Closing, of Bond Counsel, that interest with respect to the Notes will be excluded from gross income for the purposes of income taxation by the United States of America and will be exempt from personal income taxation imposed by the State of California. (3) Opinion of the District's Counsel dated the date of Closing as to the due authorization, execution and delivery by the District of the Indenture, and this Purchase Contract and as to the legal, valid and binding nature thereof. (4) Such other Notes, instruments or opinions as the Underwriter may deem necessary or desirable to evidence the due authorization, authentication and delivery of documents pertaining to this transaction and the legal, valid and binding nature thereof, as well as compliance with all parties with the terms and conditions hereof. Section 7. Events Permitting the Underwriters to Terminate. The Underwriter may terminate its obligation to purchase the Notes at any time before Closing if any of the following occurs: (1) Any legislative, executive or regulatory action or any court decision, which, in the judgment of the Underwriter, casts sufficient doubt on the legality of or the tax-exempt status of interest on obligations such as the Notes so as materially to impair the marketability or to reduce the market price of such obligations; (2) Any action by the Securities and Exchange Commission or a court which would require registration of the Notes under the Securities Act of 1933, as amended, in connection with the public offering thereof, (3) Any restriction or trading in securities, or any banking moratorium, or the inception or escalation of any war or major military hostilities which, in the judgment of the Underwriter, substantially impairs the ability of the Underwriter to market the Notes; or (4) Any event or condition which, in the judgment of the Underwriter, renders untrue or incorrect, in any material respect as of the time to which the same purports to relate, the information, including the financial statements, contained in the Official Statement, or which requires that information not reflected in such Official Statement should be reflected therein in order to make the statements and information contained therein not misleading in any material respect as of such time. -3- (5) Any threatened or pending litigation that, in the opinion of the Underwriter affects the marketability of the Notes or their validity. (6) Any conditions as set forth in Section 6 (Conditions Precedent to Closing) are not met to the satisfaction of the Underwriter. Section 8. Fees and Expenses. The Underwriter will pay the costs and expenses incurred in connection with this financing including advertising and selling expenses. The District will pay all other costs in connection with the sale and delivery of the Notes, including the cost of printing or reproducing the Preliminary Official Statement, the Final Official Statement and the Notes,the fees of the Trustee, the fees and disbursements of Bond Counsel, the rating agency fees, insurance premiums, and the fees and disbursements of any other experts or consultants retained by the District. Section 9. Notices. Any notices to be given to the Underwriter will be given in writing to Stone& Youngberg, 50 California Street, 35th Floor, San Francisco, California 94111. Any notices to be given to the District will be given in writing to the Midpeninsula Regional Open Space District, 330 Distel Circle, Los Altos, CA 94022, Attn: L. Craig Britton, General Manager. Section 10. No Assignment. This Purchase Contract has been entered into by the District, and the Underwriter, and their successors or assigns and no person other than the foregoing will acquire or have any right under or by virtue of this Purchase Contract. All of the representations, warranties and agreements contained in this Purchase Contract will survive the delivery of and payment of the Notes and any termination thereof. Section 11. Applicable Law. This Purchase Contract will be interpreted, governed and enforced in accordance with the laws of the State of California. Section 12. Severability. In the event any provision of this Purchase Contract will be held invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate or render unenforceable any other provision hereof. MIDPENINSULA REGIONAL STONE& YOUNGBERG OPEN SPACE DISTRICT B B Y� Y: Partner Title: [SF443010.010] -4- l EXHIBIT A MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 1995 Promissory Notes Maturity Date Principal Amount Interest Rate Price 9/1/97 9/1/98 9/1/99 9/1/00 9/l/01 9/1/02 9/1/03 9/1/04 9/1/OS 9/1/06 9/1/07 9/1/08 9/1/09 9/1/10 9/1/11 9/1/12 9/1/13 9/1/14 [To be completed at pricing] A-1 'll �+ o ?RELIMINARY OFFICIAL STATEMENT DATF^ 1994 3 NEW ISSUE—FULL u YOK-ENTRY RATING: Standard & Pooes: * (See "RATING" herein.) a ` 0 In the opinion of Orrick, Herrington&Sutcliffe, Bond Counsel, based on existing laws, regulations, rulings and court decisions and assuming, among other matters, compliance with certain covenants, interest on the 1995 Notes is excluded from gross income for federal y income tax purposes and is exempt from State of California personal income taxes. In the opinion of Bond Counsel, interest on the 1995 c Notes is not a specific preference item forpurposes of the federal individual or corporate alternative minimum taxes,although Bond Counsel observes that is included in adjusted current earnings in calculating federal corporate alternative minimum taxable income. Bond Counsel b erpresses no opinion regarding other federal or state income tax consequences relating to the ownership or disposition of, or the accrual or receipt of interest on, the 1995 Notes. See "TAX MATTERS"herein. a $1590009000* m o MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 1995 PROMISSORY NOTES O L (Santa Clara and San Mateo Counties, California) a c Dated:January 1, 1995 Due: September 1, as shown below .oC. This cover page contains certain information for general reference only.It is not a summary of this issue.Investors are advised to cread the entire Official Statement to obtain information essential to the making of an informed investment decision. o , The District's 1995 Promissory Notes(the"1995 Notes")are being issued for the purposes of acquiring land and facilities within the District to preserve and use as open space,to refund Notes issued in 1987,to advance refund a portion of Notes issued in 1990,to ,o, 3 fund a reserve fund and to pay costs of issuance of the 1995 Notes. a `o The 1995 Notes will bear interest payable semiannually on March 1 and September I of each year commencing September 1, 1995. C The 1995 Notes will be initially delivered only in book-entry form,registered to Cede&Co.as nominee of The Depository Trust a Company("DTC").Principal of the 1995 Notes will be payable at the principal corporate trust office of the Trustee,First Interstate Bank of California,in ,California,to DTC,which will in turn remit such principal or redemption price and interest to the a DTC participants,which will in turn remit such principal or redemption price and interest to the Beneficial Owners of the 1995 Notes, as described herein. DTC will act as securities depository for the 1995 Notes.Individual purchases will be made in book-entry only g form in the principal amount of$5,000 or integral multiples thereof. Purchasers of the 1995 Notes will not receive instruments ? representing their interests in the 1995 Notes purchased.See"THE 1995 NOTES—Description of the 1995 Notes"and"—Book oEntry Only System." ts, = The 1995 Notes maturing on or after September 1,2005,are subject to optional redemption prior to maturity on any interest " y payment date on or after September 1,2004,in whole or in part in any manner determined by the District and by lot within any one c maturity, at the prices described herein. See"THE 1995 NOTES—Optional Redemption" herein. �o °o The 1995 Notes are limited obligations of the District payable from limited ad valorem property taxes levied upon all taxable " y ' property within the District by the Board of Supervisors of Santa Clara County and by the Board of Supervisors of San Mateo County cq v C and allocated to the District under applicable law,and from any other funds legally available therefor.The 1995 Notes are payable on a 2 •y parity with the District's outstanding 1988 Notes,1990 Notes and 1992 Notes left outstanding after this partial advance refunding,and certain land purchase contracts,as more fully described herein.The full faith and credit or taxing power of the District is not pledged for the payment of he 1995 Notm and the 1995 Notes are not secured by a legal or equitable pledge of, or charge, lien or o ° encumbrance t ce on,anyproperty of the District of any of its income or revenue.The 1995 Notes are not a debt of he State of California 1g o 'O or any of its political subdivisions,other than the District,and neither the State nor any of its political subdivisions,other than the a y District,is liable therefor,nor in any event will the 1995 Notes be payable out of any funds or properties other than those of the District as set forth in the Indenture for the 1995 Notes. a c 3 3 MATURITY SCHEDULE* t4 ,o Interest Yield or Interest Yield or g Due Sept. 1 Principal Rate Price Due Sept. 1 Principal Rate Price a P a P P ee _ 1997 $ % % 2006 $ % % 199 2007 8 1999 2008 0 e 2009 �a 2000 2001 2010 y — E y C: 2002 2011 'cs ti 2003 2012 9 2004 2013 'a 2005 2014 (Plus Accrued Interest, If Any) jE O °i V The 1995 Notes are offered when,as,and if issued,subject to the approval of legality by Orrick Herrington&Sutcliffe,San Francisco, R2 California. Certain legal matters will be passed upon for the District by its General Counsel. It is expected that the 1995 Notes will be a `o available for delivery to DTC in New York, New York on or about January 19. 1995. aStone & Youngberg _ CDP Wc r :: ' Preliminary,subject to change. i [� DOC SF942770.011 DATED 12/06/94] i MIDPENINSULA REGIONAL OPEN SPACE DISTRICT Santa Clara and San Mateo Counties, California Board of Directors Virginia Babbitt, Mountain View- President Peter W. Siemens, Los Gatos - Vice President Robert J. McKibbin, Cupertino - Treasurer Ernestine U. Henshaw, Sunnyvale - Secretary Elizabeth S. Crowder, Portola Valley - Director Wim de Wit, San Carlos - Director Nonette G. Hanko, Palo Alto - Director District Staff L. Craig Britton, General Manager Michael L. Foster, Controller Susan Schectman, General Counsel SPECIAL SERVICES Bond Counsel Orrick, Herrington& Sutcliffe San Francisco, California Trustee First Interstate Bank of California San Francisco, California [Sc-- . DOC SF942770.011 DATED 12/06/94] No dealer, broker, salesperson or other person has been authorized by the District or the Underwriter to give or to make any representations other than those contained herein and, if given or made, such other information or representation must not be relied upon as having been authorized by the District or the Underwriter. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the 1995 Notes by any person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale. This Official Statement is not to be construed as a contract with the purchasers of the 1995 Notes. Statements contained in this Official Statement which involve estimates, forecasts, projections or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as a representation of facts. The information set forth herein has been obtained from the District and from other sources which are believed to be reliable, but it is not guaranteed as to accuracy or completeness, and is not to be construed as a representation by the Underwriter. The information and expressions of opinion herein are subject to change without notice and neither delivery of this Official Statement nor any sale made hereunder will, under any circumstances, create any implication that there has been no change in the affairs of the District or the Counties since the date hereof. All of the summaries contained herein of the authorizing indenture and other documents referred to herein are made subject to the provisions of such documents respectively, and do not purport to be complete statements of any or all of such provisions. Reference is hereby made to such documents on file with the District for further information in connection therewith. All capitalized terms used herein and not normally capitalized have the meanings assigned to them in the Indenture(as defined herein), unless otherwise stated in this Official Statement. IN CONNECTION WITH THIS OFFICIAL STATEMENT, THE UNDERWRITER MAY OVERALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE AND MAINTAIN THE MARKET PRICE OF THE 1995 NOTES AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. [S&i DOC SF942770.011 DATED 12/06/94] TABLE OF CONTENTS Rau INTRODUCTION.................................................................................................... 1 THE1995 NOTES ................................................................................................... 3 THE REFUNDING PLAN ......................................................................................... 8 SECURITY AND SOURCE OF PAYMENTS.................................................................. 9 THE INDENTURE .................................................................................................. 11 THEPROJECT....................................................................................................... 15 THEDISTRICT...................................................................................................... 15 ESTIMATED TAX REVENUES AND NOTE RETIREMENT.............................................. 18 DISTRICT FINANCIAL INFORMATION....................................................................- 27 CONSTITUTIONAL AND STATUTORY TAX LIMITATIONS........................................... 32 LEGAL....... ......................................................................................................... 33 TAXMATTERS ..................................................................................................... 33 LEGALITY FOR INVESTMENT................................................................................. 34 RATING ............................................................................................................... 34 LITIGATION ......................................................................................................... 35 UNDERWRITING................................................................................................... 35 AVAILABILITY OF DOCUMENTS............................................................................. 35 MISCELLANEOUS ................................................................................................. 36 APPENDIX A - DISTRICT'S AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH31, 1994 .............................................................................. A-1 APPENDIX B - GENERAL AND ECONOMIC INFORMATION SANTA CLARA COUNTY AND SAN MATEO COUNTY...................................................................... B-1 APPENDIX C - FORM OF BOND COUNSEL'S OPINION................................................. C-1 r [S& . DOC SF942770.011 DATED 12/06/941 $15,000,000* MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 1995 PROMISSORY NOTES (Santa Clara and San Mateo Counties, California) INTRODUCTION This Official Statement, including the cover page and the appendices hereto (the "Official Statement") is provided to furnish information in connection with sale of the $15,000,000* aggregate principal amount of Midpeninsula Regional Open Space District 1995 Promissory Notes (the "1995 Notes") being issued pursuant to an Indenture of Trust dated as of January 1, 1995 (the "Indenture"). The 1995 Notes are being issued in book-entry only form in accordance with the provisions of Article 3 of Chapter 3 of Division 5 of the Public Resources Code of the State of California, as amended and supplemented (the "Law"), for the purposes of acquiring land and facilities to preserve and use as open space, refunding Notes issued in 1987, advance refunding in part Notes issued in 1990, funding a reserve fund and paying costs of issuance of the 1995 Notes. The Midpeninsula Regional Open Space District (the "District"), which was established by the voters in 1972, includes approximately 330 square miles of land within Santa Clara County and San Mateo County (collectively, the "Counties") on the peninsula south of San Francisco, California, plus approximately 1.2 square miles of land in Santa Cruz County. The 1994 population of the District is approximately 621,600. District policies are the responsibility of a seven member Board of Directors elected from seven wards within the District. The 1995 Notes are limited obligations of the District payable from limited ad valorem property taxes levied upon all taxable property within the District by the Board of Supervisors of Santa Clara County and by the Board of Supervisors of San Mateo County and allocated to the District under applicable law (sometimes herein referred to as "Limited Taxes"), and from any other funds legally available therefor. Although a portion of the District lies in Santa Cruz County, no property taxes are levied and collected for the District by the Board of Supervisors of Santa Cruz County. The full faith and credit or taxing power of the District is not pledged for the payment of the 1995 Notes, and the 1995 Notes are not secured by a legal or equitable pledge of, or charge, lien or encumbrance on, any property of the District or any of its income or revenue. The 1995 Notes will be secured on a parity with the District's $11,800,000 outstanding principal amount of 1988 Promissory Notes (the "1988 Notes"), $11,500,000 outstanding principal amount of 1990 Promissory Notes (the "1990 Notes"), and the $8,000,000 outstanding principal amount of 1992 Promissory Notes (the "1992 Notes") (such 1988 Notes, 1990 Notes, 1992 Notes and the 1995 Notes being herein referred to as the "Notes"). The 1995 Notes will also be secured on a parity with certain land purchase contracts of the District in the outstanding principal amount of $57,700 as of December 31, 1994 (the "Parity Land Contracts" and together with the Notes, the *Preliminary,subject to change. -1- [S, 00C SF942770.011 DATED 12/06/941 "Parity Debt"). In addition, the District has outstanding other obligations payable from its legally available funds and the District intends to issue additional obligations on a parity with the Notes upon the satisfaction of certain conditions precedent set forth in the Indenture. See "SECURITY AND SOURCE OF PAYMENT," "THE INDENTURE" and "DISTRICT FINANCIAL INFORMATION" herein. The District has projected that, during the fiscal year 1995-96, total revenues available to pay debt service on the Notes and other obligations is estimated by the District to be approximately 3.13 times 1995-96 debt service on the District's outstanding Notes, Parity Land Contracts and other obligations following the issuance of the 1995 Notes. See "ESTIMATED TAX REVENUES AND NOTE RETIREMENT" herein for further information regarding the District's outstanding indebtedness and the assumptions underlying the District's revenue projections. See also "DISTRICT FINANCIAL INFORMATION -- Other Outstanding Debt." The amount of property tax revenues allocated to the District is primarily a function of the assessed value of properties in the tax code areas comprising the District, the rates at which such properties are taxed by the Counties and the allocation formula applied to property tax revenues. The reduction of assessed values of taxable property in the District caused by economic factors beyond the District's control, or the complete or partial destruction of such property, or a change in the property tax rates or in the property tax allocation formula established by California law could cause a reduction in the tax revenues of the District. Such reduction of tax revenues could have an adverse effect on the District's ability to make timely payments of principal of, redemption premium, if any, and interest on the Notes. Likewise, delinquencies in the payment of property taxes could have an adverse effect on the District's ability to make timely debt service payments. With the exception of the audited financial statements of the District for the year ended March 31, 1994 contained in Appendix A, the financial and statistical information contained herein has been obtained from the records of the District and from certain other sources and such financial information has not been audited or reviewed by the independent auditors for the District. There is no assurance that the numbers contained in the financial projections contained herein will be met, or that the assumptions on which such projections were made will conform to actual experience. If actual experience should deviate significantly from the assumptions upon which such projections were made, the moneys available to the District for the payment of the principal of, redemption premium, if any, and interest on the 1995 Notes may be insufficient to make such payments. -2- M [S&. DOC SF942770.01 1 DATED 12/06/94] THE 1995 NOTES Authority for Issuance The issuance of the 1995 Notes by the District is authorized pursuant to the Law and the Indenture. i Section 5544.2 of the Law provides, in part, that the District may incur indebtedness, whether by borrowing money or by purchasing on contract, to acquire necessary and proper land and facilities. The amount of such indebtedness incurred may not exceed an amount equal to the anticipated tax income of the District over the next five-year period. Following the issuance of the 1995 Notes, the outstanding indebtedness of the District under Section 5544.2 of the Law will represent approximately 83% of the Limited Taxes anticipated to be received by the District from April 1, 1995 through March 31, 2000. Description of the 1995 Notes The 1995 Notes will bear interest payable semiannually on March 1 and September 1 of each year commencing September 1, 1995 at the rates per annum and will mature on the dates and in the principal amounts shown on the cover page of this Official Statement. I The 1995 Notes will be issued in book-entry only form, in the denomination of$5,000 or any integral multiple thereof. The 1995 Notes will be initially registered in the name of Cede & Co., as nominee of The Depository Trust Company, and will be evidenced by one 1995 Note maturing on each maturity date set forth on the cover of this Official Statement. Principal of the 1995 Notes and interest due at maturity or upon prior redemption will be payable upon surrender of the 1995 Notes only at the principal corporate trust office of First Interstate Bank of California (the "Trustee") in San Francisco, California. Payment of interest on the 1995 Notes, except at maturity or upon prior redemption, will be made by check mailed on each interest payment date to the registered owner as its name and address appear at the close of business on the fifteenth day of the month next preceding each interest payment date in the register kept by the Trustee as registrar for the District except that in the case of a registered owner of$1,000,000 or more in principal amount of Notes outstanding, payment will be made at such owner's option by wire transfer of immediately available funds according to written instructions provided by such owner to the Trustee at least 15 days before such interest payment date). See "Book-Entry Only System" below. Optional Redemption The 1995 Notes maturingb their terms on or after September 1 2005 are subject to Y P J optional redemption by the District on any interest payment date on or after September 1, 2004, and prior to their respective maturity dates, as a whole, or in part in integral multiples of five thousand dollars ($5,000) in any manner determined by the District (and by lot within any one maturity if less than all the 1995 Notes of any one maturity are redeemed), from any legally -3- [S& . JOC SF942770.011 DATED 12/06/941 available funds of the District, upon mailed notice as hereinafter provided, at a redemption price equal to the following amount expressed as a percentage of the principal amount of the 1995 Notes or the portions thereof called for redemption, together with accrued interest thereon to the date of redemption, namely: Dates Price September 1,2004 102.0% March 1 2005 101.0 September 1,2005 and thereafter 100.0 Notice of Redemption The Indenture requires the Trustee to give mailed notice of redemption of any 1995 Notes to the registered owners of the Notes called in whole or in part and to various securities depositories and securities information services at least thirty, but not more than sixty, days prior to the redemption date, provided, that neither failure to receive any such notice nor any material defect contained therein will affect the redemption of such 1995 Notes. So long as the Book-Entry system is used for the 1995 Notes, the Trustee will give any notice of redemption or any other notices required to be given to Owners only to DTC. Any failure of DTC to advise any DTC Participant (as defined herein), or of any DTC Participant to notify the Beneficial Owner (as defined herein), of any such notice and its content or effect will not affect the validity of the redemption of the 1995 Notes called for redemption or any other action premised on such notice. Beneficial Owners may desire to make arrangements with a DTC Participant so that all notices of redemption or other communications to DTC which affect such Beneficial Owners, including notification of all interest payments, will be forwarded in writing by such DTC Participant. See "THE 1995 NOTES -- Book-Entry Only System" herein. Note Transfer and Exchange The 1995 Notes are transferable by the registered owner thereof, in person or by duly authorized attorney, at the principal corporate trust office of the Trustee in San Francisco, California, upon surrender thereof for cancellation accompanied by a duly executed written instrument of transfer on a form approved by the Trustee, and thereupon a new 1995 Note or 1995 Notes will be issued to the transferee in exchange therefor, in the manner, subject to the conditions and upon payment of any tax or governmental charge required to be paid with respect to such transfer as set forth in the Indenture. -4- [S&- DOC SF942770.011 DATED 12/06/941 Book-Entry Only System DTC will act as securities depository for the 1995 Notes. The 1995 Notes will be executed and delivered as fully-registered notes registered in the name of Cede & Co. (DTC's partnership nominee). One fully-registered note will be executed and delivered for each maturity of the 1995 Notes, each in the aggregate principal amount due on such maturity date, and will be deposited with DTC. The following information has been provided by DTC and the District makes no representation as to its accuracy or completeness. For further information, DTC may be contacted in New York,New York. DTC is a limited purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds securities that its participants ("DTC Participants") deposit with DTC. DTC also facilitates the settlement among DTC Participants of securities transactions, such as transfers and pledges, in deposited securities through electronic computerized book-entry changes in DTC Participants' accounts, thereby eliminating the need for physical movement of securities certificates. "Direct Participants" include securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations. DTC is owned by a number of its Direct Participants and by the New York Stock Exchange, Inc., the American Stock Exchange, Inc. and the National Association of Securities Dealers, Inc. Access to the DTC system is also available to others such as securities brokers and dealers, banks, and trust companies that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). The Rules applicable to DTC and its participants are on file with the Securities and Exchange Commission. Purchases of 1995 Notes under the DTC system must be made by or through Direct Participants, which will receive a credit for the 1995 Notes on DTC's records. The ownership interest of each actual purchaser of each 1995 Note ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase, but Beneficial Owners are expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the 1995 Notes are to be accomplished by entries made on the books of DTC Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive 1995 Notes representing their ownership interests, except in the event that use of the book-entry system for the 1995 Notes is discontinued. To facilitate subsequent transfers, all 1995 Notes deposited by DTC Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co. The deposit of 1995 Notes with DTC and their registration in the name of Cede & Co. effect no change in beneficial -5- [S&, UOC SF942770.0I 1 DATED 12/06/94] ownership. DTC has no knowledge of the actual Beneficial Owners of the 1995 Notes; DTC's records reflect only the identity of the Direct Participants to whose accounts such 1995 Notes are credited, which may or may not be the Beneficial Owners. The DTC Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Neither DTC nor Cede & Co. will consent or vote with respect to the 1995 Notes. Under its usual procedures, DTC mails an Omnibus Proxy to the issuer of the securities as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the 1995 Notes are credited on the record date (identified in a listing attached to the Omnibus Proxy). Principal and interest payments and premium, if any, with respect to the 1995 Notes will be made to DTC. DTC's practice is to credit Direct Participants' accounts on the payable date in accordance with their respective holdings shown on DTC's records unless DTC has reason to believe that it will not receive payment on the payable date. Payments by DTC Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such DTC Participant and not of DTC, the Trustee or the District, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to DTC is the responsibility of the Trustee; disbursement of such payments to Direct Participants will be the responsibility of DTC; and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as securities depository with respect to the 1995 Notes at any time by giving reasonable notice to the Trustee and the District. Under such circumstances, in the event that a successor securities depository is not obtained, physical notes are required to be printed and delivered as described in the Indenture. In the event the District and the Trustee determine not to continue the DTC book-entry only system or DTC determines to discontinue its services with respect to the 1995 Notes and the District does not select another qualified securities depository, the District will deliver one or more 1995 Notes in such principal amount or amounts, in authorized denominations, and registered in whatever name or names, as DTC will designate. In such event, transfers and exchanges of 1995 Notes will be governed by the provisions of the Indenture. AS LONG AS A BOOK-ENTRY ONLY SYSTEM IS USED FOR THE 1995 NOTES, THE TRUSTEE WILL SEND ANY NOTICE OF REDEMPTION OR OTHER NOTICES TO HOLDERS ONLY TO DTC. ANY FAILURE OF DTC TO ADVISE ANY DTC PARTICIPANT, OR OF ANY DTC PARTICIPANT TO NOTIFY ANY BENEFICIAL -6- [So. JOC SF942770.01 1 DATED 12/06/94] OWNER, OF ANY NOTICE AND ITS CONTENT OR EFFECT WILL NOT AFFECT THE VALIDITY OR SUFFICIENCY OF THE PROCEEDINGS RELATING TO THE REDEMPTION OF THE 1995 NOTES CALLED FOR REDEMPTION OR OF ANY OTHER ACTION PREMISED ON SUCH NOTICE. THE DISTRICT, THE TRUSTEE AND THE UNDERWRITER HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY ASPECTS OF THE RECORDS RELATING TO OR PAYMENTS MADE ON ACCOUNT OF BENEFICIAL OWNERSHIP, OR FOR MAINTAINING, SUPERVISING OR REVIEWING ANY RECORDS RELATING TO BENEFICIAL OWNERSHIP OF INTERESTS IN THE 1995 NOTES. THE DISTRICT, THE TRUSTEE AND THE UNDERWRITER CANNOT AND DO NOT GIVE ANY ASSURANCES THAT DTC WILL DISTRIBUTE PAYMENTS TO DTC PARTICIPANTS OR THAT DTC PARTICIPANTS OR OTHERS WILL DISTRIBUTE PAYMENTS WITH RESPECT TO THE 1995 NOTES RECEIVED BY DTC OR ITS NOMINEES AS THE HOLDER OR ANY REDEMPTION NOTICES OR OTHER NOTICES TO THE BENEFICIAL HOLDERS, OR THAT THEY WILL DO SO ON A TIMELY BASIS, OR THAT DTC WILL SERVICE AND ACT IN THE MANNER DESCRIBED IN THIS OFFICIAL STATEMENT. The foregoing description of the procedures and record keeping with respect to beneficial ownership interests in the 1995 Notes, payment of principal, redemption premium, if any, and interest with respect to the 1995 Notes to DTC, DTC Participants or Beneficial Owners, confirmation and transfers of beneficial ownership interests in the 1995 Notes and other related transactions by and between DTC, DTC Participants and the Beneficial Owners is based solely on the District's and the Trustee's understanding of such procedures and record keeping from information provided by DTC._ Accordingly, no representations can be made concerning these matters and neither DTC, DTC Participants nor the Beneficial Owners should rely on the foregoing information with respect to such matters, but should instead confirm the same with DTC or DTC Participants, as the case may be. The District and the Trustee understand that the current "Rules" applicable to DTC are on file with the Securities and Exchange Commission and that the current "Procedures" of DTC to be followed in dealing with DTC Participants are on file with DTC. -7- [Sd .00 SF942770.011 DATED 12/06/94] THE REFUNDING PLAN The District plans to apply proceeds of the 1995 Notes made available to it for the purposes of (i) acquiring land and facilities to preserve and use as open space, (ii) refunding Notes issued in 1987, (iii) advance refunding a portion of Notes issued in 1990, (iv) funding a reserve fund and (v)paying the costs of issuance of the 1995 Notes. The 1987 Notes were issued in March 1987 in the aggregate principal amount of $21,200,000 to legally defease certain outstanding promissory notes of the District, prepay land contract debt, and to finance the acquisition of land and facilities to preserve and use as open space. A portion of the 1987 Notes were economically defeased as part of the 1990 Note issue. The principal amount of the 1987 Notes remaining as of December 31, 1994 is $5,901,194, all of which will be defeased by the 1995 Notes. The 1990 Notes were issued in September 1990 in the aggregate principal amount of $15,000,000 to refund a portion of the 1987 Notes and to finance the acquisition of open space lands. The principal of the 1990 Notes which is legally defeasable is $3,500,000* . The 1987 Notes and 1990 Notes are together referred to herein as the "Refunded Securities". Proceeds from the sale of the 1995 Notes, together with certain funds made available through the defeasance of the Refunded Securities, will be deposited in trust with First Interstate Bank of California (the "Escrow Agent") pursuant to two escrow agreements each dated as of January 1, 1995 (the "Escrow Agreements"). One such Escrow Agreement will relate to the 1987 Notes and the other will relate to the 1990 Notes. The funds deposited pursuant to the Escrow Agreements will be applied to the purchase of direct obligations of the United States of America (including obligations issued or held in book-entry form on the books of the Department of the Treasury of the United States) the timely payment of principal of and interest on which are fully guaranteed by the United States of America (the "Escrow Securities"). The Escrow Securities, including interest thereon, together with other moneys held pursuant to the Agreements, will a sufficient to a i the principal of and interest on the 1987 Notes Escrowb pay P P to and including March 1, 1995 when all of the 1987 Notes then remaining outstanding will be at a prepayment rice equal to 101% of the principal amount to be prepaid and (ii) the prepaid P P F principal of and interest on a portion of the 1990 Notes to and including September 1, 1999 when a portion of the 1990 Notes maturing in the years 2008 through and including 2010 will be 0 redeemed at a redemption rice equal to 102.O10 of the principal amount to be prepaid. The F P q P P P P foregoing deposits pursuant to the Escrow Agreements will result in the defeasance of the Refunded Securities pursuant to the provisions of the respective instruments pursuant to which they were delivered as of the date of execution and delivery of the 1995 Notes. The Escrow Securities and other moneys held under the Escrow Agreements are pledged to the payment of the Refunded Securities. Neither the principal of the Escrow Securities deposited with the Escrow Agent nor the interest thereon will be available for the payment of the 1995 Notes. *Preliminary,subject to change. -8- [S&. 00C SF942770.01 1 DATED 12/06/94] SECURITY AND SOURCE OF PAYMENT Property Taxes The 1995 Notes are payable from limited ad valorem property taxes levied upon all taxable property within the District by the Board of Supervisors of Santa Clara County and by the Board of Supervisors of San Mateo County, and allocated to the District under applicable law, and from any other legally available funds of the District including, but not limited to, subventions received from the State in lieu of property taxes, if any, certain federal and State grants, if any, and interest earned on invested funds. The full faith and credit or taxing power of the District is not pledged for the payment of the 1995 Notes, and the 1995 Notes are not secured by a legal or equitable pledge of, or charge, lien or encumbrance on, any property of the District or any of its income or revenue. The Indenture constitutes a contract between the District and the registered owners of the 1995 Notes. The covenants and agreements set forth in the Indenture will be for the equal and proportionate benefit, security and protection of all registered owners of the 1995 Notes and any additional parity notes which may hereafter be issued without preference, priority or distinction as to security or otherwise of any of such obligations over any of the other by reason of the number or date thereof or the time of sale, execution and delivery thereof. For the purpose of paying the principal of and interest on the 1995 Notes, until the principal of and interest on the 1995 Notes are paid or until there is a sum in the treasury of the District set apart for that purpose sufficient to meet all payments of principal of and interest on the 1995 Notes as they become due, the District agrees pursuant to the Indenture annually to set aside a portion of the limited ad valorem taxes levied upon all taxable property within the District by the Boards of Supervisors of the Counties, and allocated to the District under applicable law, or other legally available funds of the District, sufficient to pay such principal of and interest on the 1995 Notes that will become due before the proceeds of a tax levied at the next general tax levy will be available for such purpose. See "THE INDENTURE - Note Fund" herein. I Reserve Fund (may be substituted with a surety*) A Reserve Fund will be established for the security of the noteholders in the amount of $ which is the Reserve Fund Requirement, as defined in the Indenture. An amount equal to the Reserve Fund Requirement will be retained in the Reserve Fund and used only for the payment of principal of, redemption premium, if any, and interest on the 1995 Notes to the extent amounts in the Note Fund (as defined below) are insufficient therefor or for the retirement of all outstanding 1995 Notes. Whenever any withdrawals from the Reserve Fund reduces the balance therein below the Reserve Fund Requirement, the Reserve Fund will be replenished to the Reserve Fund Requirement from the first available Limited Taxes, as provided in the Indenture. `Preliminary,subject to change. -9- [S& OC SF942770.011 DATED 12/06/94] Parity Obligations The 1995 Notes are co-equal to and are on a parity with the outstanding 1988 Notes, 1990 Notes and 1992 Notes as well as the Parity Land Contracts described below. In February 1988, pursuant to Resolution 88-03 adopted by the Board of Directors of the District on January 27, 1988, and an Indenture of Trust on February 1, 1988 (the "1988 Indenture") the District sold the 1988 Notes in the aggregate principal amount of$12,500,000 to finance acquisition of open space lands. The outstanding 1988 Notes mature annually from March 1, 1994 through February 1, 2008 and bear interest at a floating rate which is based upon prevailing market conditions and is predetermined every seven days. For the 52 weeks ending November 9, 1994, the average interest rate for the 1988 Notes was 2.82%. As of January 1, 1995, the outstanding principal of the 1988 Notes is $11,800,000. In September 1990, pursuant to Resolution 90-38 adopted by the Board of Directors of the District on August 22, 1990 (the "1990 Resolution") the District sold the 1990 Notes in the aggregate principal amount of$15,000,000 to refund a portion of the 1987 Notes, prepay certain land contract debt and finance acquisition of open space lands. The outstanding 1990 Notes mature annually from September 1, 1995 through September 1, 2010 and bear interest at rates ranging from 6.5% to 7.5%. After the partial refunding of the 1990 Notes by the 1995 Notes as described under "Refunding Plan", $11,500,000 of the original principal amount of the 1990 Notes will remain outstanding. In December 1992, pursuant to Resolution No. 92-56 adopted by the Board of Directors of the District on November 18, 1992 (the "1992 Resolution"), the District sold the 1992 Notes in the aggregate principal amount of$8,000,000 to finance acquisition of open space lands. The 1992 Notes mature annually from July 1,1997 through July 1, 2012 and bear interest at rates ranging from 5.00% to 6.35%. As of January 1, 1994 all of the $8,000,000 original principal amount of the 1992 Notes will remain outstanding. As of January 1, 1995, the District will have $1,947,000 aggregate principal amount of notes representing obligations of the District under contracts for the purchase of land by the District for open space (the "Land Contract Notes"). As of March 31, 1994, land with a cost of approximately $3,515,050 was pledged as collateral for the Land Contract Notes. The 1995 Notes being offered herein are payable from property taxes allocated to the District and legally available to pay the Notes and obligations of the District on a parity with the Notes (the "Limited Tax Revenues") and other revenues as herein described, and are not secured by a pledge of any land or other property of the District. Of the $1,947,000 total amount of Land Contract Notes outstanding, $57,700 is payable from Limited Tax Revenues on a parity with the Notes. The District intends to issue additional notes on a parity with the Notes in the future. -10- 1S& JC SF942770.011 DATED 121061941 THE INDENTURE The following is a brief outline of certain provisions of the Indenture and is not to be considered a full statement pertaining thereto. Reference is made to the Indenture for the complete text thereof. Copies of the Indenture are available from the District. Flow of Funds Upon the sale and delivery of the 1995 Notes, the Treasurer of the District (the "Treasurer") will set aside and deposit the proceeds received from such sale in the following respective funds and in the following order of priority: first, in the 1995 Promissory Note Interest and Principal Fund (the "Note Fund"), an amount equal to $ ; second, in the 1995 Promissory Note Reserve Fund (the "Reserve Fund"), an amount equal to $ ; third, in the 1995 Promissory Note Refunding Fund (the "Refunding Fund"), an amount equal to $ ; and fourth, in the 1995 Promissory Note Acquisition Fund (the "Acquisition Fund"), the balance of such proceeds. Note Fund Under the Indenture, the District agrees and covenants that, as authorized by and subject to the Law, until the principal of, redemption premiums, if any, and interest on the 1995 Notes are paid in full or until there is a sum in the treasury of the District set apart for that purpose sufficient to meet all payments of principal of, redemption premiums, if any, and interest on the 1995 Notes as they become due, it will annually set aside a portion of the limited ad valorem taxes levied upon all taxable property in the District by the Boards of Supervisors of the Counties and allocated to the District under applicable law, or other legally available funds of the District, sufficient to pay such principal of, redemption premiums, if any, and interest on the 1995 Notes that will become due before the proceeds of such tax levied at the next general tax levy will be available for such purpose. In order to implement this covenant, the District further agrees to set aside as soon as possible after the receipt of such taxes that become delinquent after April 10 of each year, commencing April, 1995, an amount of such taxes or other available funds of the District equal to the interest that becomes due and payable on the 1995 Notes on the next succeeding September 1, plus the principal and redemption premiums, if any, on the 1995 Notes that become due on the 1995 Notes on or prior to such date, and that it will set aside, as soon as possible after the receipt of such taxes that become delinquent after December 10 each year, commencing December 1995, an amount of such taxes or other legally available funds of the District equal to the interest that becomes due and payable on the 1995 Notes on the next succeeding March 1. Notwithstanding this covenant, the Counties have adopted the Teeter Plan, which as long as it remains in effect, will provide the District with its apportionment of secured taxes, including the delinquent portion. Under the Indenture, all such taxes or other legally available funds of the District will be deposited by the District Controller in the Note Fund. -11- [S& iOC SF942770.011 DATED 12/061/94] Moneys in the Note Fund are required to be used solely for the payment of the principal, redemption premium, if any, and interest on the 1995 Notes. Pending disbursement, moneys in the Note Fund will be deposited or invested as permitted by law and the Indenture. All proceeds of such deposits or investments will be deposited as and when received in the Note Fund. The covenants and agreements set forth in the Indenture are for the equal and proportionate benefit, security and protection of all owners of the 1995 Notes, 1992 Notes, 1990 Notes and 1988 Notes and any additional notes which may be issued on a parity with the Notes, without preference or distinction as to security or otherwise of any such obligations over any of the other by reason of the number or date thereof or the time of sale, execution and delivery of the.1995 Notes. Reserve Fund The Indenture requires that the Reserve Fund, initially funded with proceeds of the sale of the 1995 Notes in the amount of$- (the "Reserve Fund Requirement"), be maintained at the Reserve Fund Requirement so long as the 1995 Notes are outstanding. In the event withdrawals from the Reserve Fund decrease the balance in the Reserve Fund to an amount less than the Reserve Fund Requirement, the District is required to replenish the Reserve Fund from the first available taxes and revenues of the District, provided, how eve , that the District is not obligated to replenish the Reserve Fund at any time when the sum of the amounts in the Reserve Fund and the Note Fund is at least equal to the aggregate principal amount of the 1995 Notes then outstanding and interest then due and thereafter to become due on such 1995 Notes. The Indenture permits the District to withdraw any amounts in the Reserve Fund in excess of the Reserve Fund Requirement. Furtherance, the Indenture permits the District to substitute the Reserve Fund with a qualifying surety bond or letter of credit. Except as previously described, all moneys in the Reserve Fund are required to be used solely for the payment of the principal of, redemption premium, if any, and interest on, the 1995 Notes in the event and to the extent that the District has no other moneys available therefor. Acquisition Fund Moneys in the Acquisition Fund shall be used and withdrawn solely for paying costs of issuance of the 1995 Notes and the financing of the Project. After the closure of the Acquisition Fund, any moneys remaining therein will be transferred to the Note Fund. Investment of Moneys in the Funds and Accounts Subject to the provisions of the Internal Revenue Code of 1986, as amended, and State law, including the Law, all moneys in the funds and accounts established under the Indenture are to be deposited or invested as determined by the Controller so as to obtain the highest yield that the Controller deems practicable, having due regard for the safety of such deposits and investments; provided, that all such deposits and investments must be withdrawable or must -12- [S& .00 SF942770.011 DATED 12I06i94] mature at such times so as to coincide as nearly as practicable with the time when such moneys are expected to be withdrawn for use under the Indenture. Proceeds of the investment of amounts in the funds and accounts established by the Indenture are deposited as and when received in the fund or account in which such investments are held, except that proceeds of the investment of amounts in the Reserve Fund are to be deposited in the Interest and Principal Fund in accordance with the Indenture. Covenants and Additional Debt The District agrees and covenants that until payment in full of all the principal of, redemption premium, if any, and interest on the 1995 Notes (or provision satisfactory for such payment) will have been made, it will: 1. Duly and punctually pay or cause to be paid the principal of, redemption premium, if any, and interest on the 1995 Notes in accordance with the conditions and terms thereof and of the Indenture; 2. Incur no additional indebtedness or capital lease obligations payable from Limited Taxes received by the District having any priority in payment to payment of the principal of, redemption premium, if any, and interest on the 1995 Notes; 3. Incur no additional indebtedness or capital lease obligations payable from Limited Taxes received by the District on a parity in payment with the principal of, interest on, or redemptions premiums, if any, on the 1995 Notes unless it will have first filed with the Trustee a certificate executed by the District Controller showing: (i) the total Limited Taxes plus the total subventions received by the District from the State of California in its most recent audited fiscal year, as shown by the most recent audited financial statement of the District; (ii) the debt service payable by the District during its next succeeding fiscal year on all indebtedness or capital lease obligations of the District that would be payable from the Limited Taxes on a parity with the 1995 Notes and the debt service that is payable on the outstanding 1995 Notes in the next succeeding fiscal year; and (iii) that the total defined in subparagraph (i) above is at least 125% of the total defined in subparagraph(ii) above. "Limited Taxes" means the limited ad valorem property taxes levied on all taxable property in the District by the Boards of Supervisors of the Counties and allocated to the District under applicable law that are legally available to pay the 1995 Notes and any other notes and parity debt. -13- i [S& AC SF942770.01 1 DATED 12/06/94] I Prepare and adopt a budget for each fiscal year, which budget will provide for the payment of the principal of, redemption premium, if any, and interest on the 1995 Notes becoming due and payable in such fiscal year and for appropriations of the Limited Taxes fully sufficient to make such payments. The budgets of the District on file with the Trustee will be open to inspection during regular business hours by any registered owner of the 1995 Notes. Insufficiency of Net Revenues to Pay Debt Service i The following events would result in default by the District under the Indenture, including, (i) failure to provide due and punctual payment of the interest and principal or redemption premium, if any, on any Note when it becomes due and payable, (ii) failure to observe or perform in concert with any of the other agreements, conditions, covenants or terms of the Indenture, and such default continues for 64 days after notice of default is given by the Trustee, and (iii) filing of a petition seeking reorganization under the federal bankruptcy laws or any other applicable law of the United States of America. In each case during the continuance of such events of default, the Trustee may, upon the written consent of at least 25% in aggregate principal amount of the 1995 Notes at the time outstanding of the registered owners, (i) by suit enforce his rights against the District or any member of the Board or officer or employee of the District and compel the District to carry out their duties under the law and the agreements and covenants with the registered owners of the 1995 Notes, (ii) by suit enjoin any acts or things which are unlawful or violate the rights of the registered owners of the 1995 Notes, or (iii) by suit upon the nonpayment of the 1995 Notes, require the District to account as the trustee of an express trust. Nothing in the Indenture, including the covenants described herein, will affect or impair the obligation of the District, which is absolute and unconditional, to pay the interest on and principal of and redemption premiums, if any, on the 1995 Notes to the respective registered owners of the 1995 Notes at the respective dates of maturity or redemption. -14- [S& OC SF942770.011 DATED 12/06/94] THE PROJECT In addition to funding the Reserve Fund and paying costs of issuance of the 1995 Notes, proceeds of the 1995 Notes will be used by the District to acquire necessary and proper lands and facilities for preservation and use as open space (the "Project") in accordance with the Law. See "THE DISTRICT - Objectives and Operations" below. THE DISTRICT Location and Size On November 7, 1972, the citizens of northwestern Santa Clara County voted to establish the Midpeninsula Regional Park District under provisions of the Law. On July 7, 1976, after another public vote the District expanded its boundaries by annexing the southeastern portion of San Mateo County. The District was subsequently renamed the "Midpeninsula Regional Open Space District." The approximately 331 square miles of the District include about 200 square miles within Santa Clara County and 130 square miles within San Mateo County, constituting approximately 61% and 39% respectively of the total District area. In 1992, approximately 1.2 square miles of land in Santa Cruz County was also annexed to the District, although the District receives no portion of the property taxes attributable to this land. The southwestern border of the District falls approximately along the ridgeline of the coast range which bisects the San Francisco Peninsula into the coastside and bayside regions. The coastside is predominately rural in character, with limited areas of flat land on the ocean terraces and vast areas of steep, forested ridges and canyons located inland. The District is located on the bayside which has more gentle topography characterized by substantially level areas and rolling plains which have been more favorable for development. The District's northeast border is the San Francisco Bay. The District is composed of the incorporated communities of Palo Alto, Mountain View, Los Altos, Los Altos Hills, Sunnyvale, Cupertino, Saratoga, Monte Sereno, and Los Gatos and adjacent unincorporated areas located in Santa Clara County, the incorporated communities of Woodside, San Carlos, Menlo Park, East Palo Alto, Atherton, Portola Valley and Redwood City and adjacent unincorporated areas located in San Mateo County. The small portion of the District in Santa Cruz County is in an unincorporated area. The District encompasses a population of approximately 621,600 persons. Management The seven-member elected District Board of Directors originates, guides, and enforces District policies, Members of the Board of Directors are elected for staggered four-year terms from seven wards within the District. -15- [S& _0C SF942770.011 DATED 12/06/94] The following are the current Board members: Virginia Babbitt, President Elizabeth S. Crowder, Director Peter W. Siemens, Vice President Wim de Wit, Director Robert J. McKibbin, Treasurer Nonette G. Hanko, Director Ernestine U. Henshaw, Secretary L. Craig Britton is the District's General Manager and is responsible for the administration of the District's affairs. Mr. Britton joined the District in 1977 as Land Acquisition Manager and in 1979 also assumed the duties of Assistant General Manager. Prior to his involvement with the District, Mr. Britton worked for the Counties of Marin and Santa Cruz and the State of California with duties including acquisition and property management. Mr. Britton attended Claremont Men's College and San Francisco State College where he received a B.A. in Business. Michael L. Foster has been Controller of the District since 1978. In addition to his responsibility with the District, Mr. Foster is also the Vice President - Financial Planning and Treasurer of California Microwave, Inc., a communications equipment manufacturer. Mr. Foster received both an undergraduate degree in economics and a Master of Business Administration from Stanford University. The District currently has 47 full-time employees, 3 part-time employees, and 3 seasonal employees. Objectives and Operations Preservation of open space is the principal objective of the District. "Open space" is generally defined by the District as any land or water area which remains in a natural state, is used for agriculture, or is otherwise essentially undeveloped. The Master Plan of the District (the "Master Plan"), which was adopted initially by the District Board of Directors on December 14, 1977 and January 11, 1978, defines acquisition policies and the role the District will play in the preservation of open space. According to the Master Plan, the District seeks to preserve open space for the following purposes: for the protection of natural vegetation, for the protection of wildlife, for outdoor recreation, for guiding urban form, for scenic preservation, for the preservation of unique sites, for the protection of agriculture, for the production of minerals and for the protection of public health and safety. Under certain circumstances the District may acquire undeveloped land within an urbanized area. The Master Plan of the District defines acquisition policies and the role the District will play in the preservation of open space and reflects the roles the District believes other public agencies and private organizations should play in the preservation of open space. The Master Plan map was based on an open space lands evaluation. -16- [S&� 0C SF942770.011 DATED 12/06/941 The District's most effective method for the preservation of open space is the purchase of land with District revenues and from the proceeds of its debt obligations. Other sources of revenues for acquiring land for open space purposes include obtaining State and federal grants for the land purchases. From time to time the District also receives gifts of open space land and participates in joint projects with other governmental agencies and private non-profit organizations to acquire and maintain open space lands. The District has the power of eminent domain. However, the District does not have regulatory power over lands other than those it owns. Consequently, it cannot adopt zoning ordinances or regulations affecting lands not owned by the District. The power to protect open space by regulating land use is held primarily by the cities located within the District and by the Counties. It is the policy of the current Board of Directors that during the next several years as much as possible of the District's financial resources will be devoted to acquiring open space lands before the land is developed and land costs become prohibitive. In keeping with this land acquisition policy, administrative costs are projected to be kept to a minimum, but land management expenditures are anticipated to be an increasing percentage of annual tax revenue. Approximately 37,200 acres of open space land had been preserved by the District as of January 1, 1994. The use of proceeds of the 1995 Notes will add additional land to the District's current open space holdings. -17- [S&I jOC SF942770.011 DATED 12/06/94] ESTIMATED TAX REVENUES AND NOTE RETIREMENT General The 1995 Notes are limited obligations of the District payable from limited ad valorem property taxes levied upon all taxable property within the District by the Boards of Supervisors of the Counties, and allocated to the District under applicable law, and from any other funds legally available therefor. The full faith and credit or taxing power of the District is not pledged for the payment of the 1995 Notes, and the 1995 Notes are not secured by a legal or equitable pledge of, or charge, lien or encumbrance on, any property of the District or any of its income or revenue. See "DISTRICT FINANCIAL INFORMATION" for a description of certain other moneys which may be available to pay debt service on the 1995 Notes. The District's revenues are derived from two basic sources: (1) the District's allocation of the 1% tax rate levied in the Counties; and (2) subventions received from the State in lieu of certain property taxes. Property Tax Limitation and Allocation Article XIIIA of the California Constitution provides for a maximum ad valorem property tax equal to one percent of the full cash value of property. Article XIIIA defines full cash value to mean "the county assessor's valuation of real property as shown on the 1975-76 tax bill under 'full cash value', or thereafter, the appraised value of real property when purchased, newly constructed, or a change in ownership has occurred after the 1975 assessment." At other times, this full cash value may be increased at a rate not to exceed two percent per year to account for inflation. Future assessed valuation growth allowed under Article XIIIA (new construction, certain changes of ownership, two percent inflation) will be allocated on the basis of"situs" among the jurisdictions that serve the tax rate area within which the growth occurs. Local agencies and schools will share the growth of "base" revenues from the tax rate area. Each year's growth allocation becomes part of each agency's allocation in the following year. The availability of revenues from growth in tax bases to such entities may be affected by the establishment of redevelopment agencies which, under certain circumstances, may be entitled to revenues resulting from the increase in certain property values. See "CONSTITUTIONAL AND STATUTORY TAX LIMITATIONS." Although Proposition 46, approved by the voters of the State in June 1986, permits local governments, including the District, to issue bonded indebtedness payable from ad valorem taxing in excess of one percent of full cash value with the approval of two-thirds of the votes cast by voters voting on the proposition, the voters of the District have not been presented with a tax override proposal with respect to the 1995 Notes. Owners of the 1995 Notes have no right to compel the District to levy or cause to be levied any tax for the payment of the principal of, redemption premium, if any, or interest on the 1995 Notes and must look solely to the -18- [S&- JC SF942770.011 DATED 12/06/94] allocation described above and to certain other legally available revenues of the District for such payment. Property Tax Collection Procedures In California, property which is subject to ad valorem taxes is classified as "secured" or "unsecured." The secured classification includes property on which any property tax levied by the county becomes a lien on that property. A tax levied on unsecured property does not become a lien against the taxed, unsecured property, but may become a lien on certain other property owned by the taxpayer. Every tax which becomes a lien on secured property has priority over all other liens on the secured property, regardless of the time of the creation of other liens. A 10% penalty is added to delinquent taxes which have been levied with respect to property on the secured roll. In addition, property on the secured roll on which taxes are delinquent becomes tax defaulted property by the last business day of the fiscal year. Such property may thereafter be redeemed by payment of the delinquent taxes and delinquency penalties, plus a redemption penalty of 1.5% per month. The valuation of property is determined as of either (1) the 1975-76 tax year, (2) the later date of a change of ownership or new construction, or(3) March I of the tax year if the value has declined below the previous year's value. For property on the secured roll, taxes become delinquent on December 10 and April 10. Taxes on unsecured property are due March I and become delinquent August 31. When a change of ownership or completion of new construction occurs a supplemental assessment is made. Depending upon when the change of ownership occurred or when the construction was completed there can be one or two supplemental assessments. -19- I [S&1 —,)C SF942770.01 1 DATED 12/06/941 Assessed Valuation Table 1 shows a detailed summary of the District's assessed valuation since 1985-86. Property in the District is assessed by the Santa Clara and San Mateo County Assessors in their respective counties except for public utility property which is assessed by the State Board of Equalization. TABLE I District Assessed Valuation ($000,000's) Santa Clara San Mateo Total District Less: Total Net County County Gross Redevelopment District Fiscal Year Portion Portion Valuation Increment Valuation 1985-86 23,264.7 8,900.1 32,164.8 516.4 31,648.4 1986-87 25,560.3 9,832.2 35,392.4 748.4 34,644.1 1987-88 27,708.4 10,844.5 38,552.9 966.0 37,586.9 1988-89 29,285.4 11,583.5 40,869.0 1,047.1 )9,821.9 1989-90 32,999.0 13,040.2 46,039.2 1,358.7 44,680.5 1990-91 36,598.5 14,849.0 51,447.5 1,586.8 49,860.7 1991-92 38,191.6 15,866.6 54,058.2 1,783.7 52,274.5 1992-93 40,129.0 16,809.8 56,938.8 1,936.5 55,002.3 1993-94 41,537.4 17,592.6 59,130.0 2,075.5 57,054.5 1994-95 41,918.1 18,203.5 60,121.6 2,146.9 57,974.7 Source: California Municipal Statistics. Secured and Unsecured Tax Levies Table 2 shows the total combined secured and unsecured tax receipts allocated by the Counties to the District and received by the District during the last nine fiscal years. The Pre- Article XIIIA tax override for the District, as well as certain late payments of taxes with respect to fiscal years prior to the fiscal years during which such payments are made are not reflected in Table 2. See "CONSTITUTIONAL AND STATUTORY TAX LIMITATIONS - Constitutional Limitations- Article XIIIA" below. -20- [Sot.. DOC SF942770.011 DATED 12/06/941 TABLE 2 District Current Secured and Unsecured Tax Receipts (Excludes Pre-Article XIIIA Tax Override Levy)(1) Current Secured Tax Receipts(1) State Fiscal Santa Clara San Mateo District Total Year County County Secured 1985-86 $3,139,700 $1,334,200 $4,473,900 1986-87 3,445,208 1,463,045 4,908,253 1987-88 3,712,180 1,674,445 5,386,625 1988-89(2) 4,007,120 1,792,226 5,799,346 1989-90 4,476,832 2,031,886 6,508,718 1990-91 4,580,579 2,342,564 6,923,143 1991-92 5,311,839 2,426,882 7,738,721 1992-93 5,448,227 2,449,937 7,898,164 1993-94 5,431,540 2,633,077 8,064,617 i Current Unsecured Tax Receipts State Fiscal Santa Clara San Mateo District Total Total Secured Year County County Unsecured and Unsecured 1985-86 $451,500 $196,800 $648,300 $5,122,200 1986-87 512,189 209,185 721,374 5,629,627 i 1987-88 507,689 221,739 729,428 6,116,053 1988-89(2) 574,021 236,983 811,004 6,610,350 1989-90 625,167 242,246 867,413 7,376,131 1990-91 739,049 280,485 1,019,534 7,942,677 1991-92 742,900 312,098 1,054,998 8,793,719 1992-93 762,242 331,431 1,093,673 8,991,837 1993-94 754,355 363,596 1,117,951 9,182,568 (I) The District also receives a share of delinquent taxes, redemption fees, supplemental taxes and State subvention payments received by each County. This revenue totaled$1,110,317 in 1993-94 and the District expects to receive$504,000 in 1994-95. (2) Nine-month fiscal year(District changed fiscal year end from June 30 to March 31). Source: District Controller. The Board of Supervisors of the Counties have approved the implementation of the Alternative Method of Distribution of Tax Levies and Collections and of Tax Sale Proceeds (the "Teeter Plan"), as provided for in Section 4701 et seq. of the California Revenue and Taxation Code. Under the Teeter Plan, the Counties apportion secured property taxes on an accrual basis when due (irrespective of actual collections)to local political subdivisions, including the District, for which the Counties act as the tax-levying or tax-collecting agency. The Teeter Plan is to remain in effect unless the Board of Supervisors of the Counties orders its discontinuance or unless, prior to the commencement of any Fiscal Year of the Counties (which commences on July 1), the Board of Supervisors receives a petition for its -21- [S, - DOC SF942770.011 DATED 12/06/94] discontinuance joined in by resolutions adopted by at least two-thirds of the participating revenue districts in the Counties, in which event the Board of Supervisors is to order discontinuance of the Teeter Plan effective at the commencement of the subsequent fiscal year. If the Teeter Plan is discontinued subsequent to its implementation, secured property taxes would be allocated to political subdivisions (including the District) for which the Counties act as the tax-levying or tax- collecting agency as collected(see "Ad Valorem Property Taxation" above). According to California Municipal Statistics, Inc., the secured tax delinquency rate has been at or below 3.9% in both Counties during each of the last seven fiscal years, as shown below in Table 3: TABLE Secured Tax Delinquency Rates (at June 30) Fiscal Year Santa Clara County(1) San Mateo County(1)_ 1987-88 2.88% 2.22% 1988-89 2.63 2.03 1989-90 2.57 2.82 1990-91 3.37 3.66 1991-92 3.44 3.83 1992-93 3.15 3.40 1993-94 2.70 3.61 Counties operate on Teeter Plan. Source: California Municipal Statistics, Inc. The District's allocation of tax revenues is the aggregate of the District's apportionment of the taxes produced by the one percent tax rate in nearly one thousand tax code areas in Santa Clara and San Mateo Counties. In accordance with Chapter 6 of the State Revenue and Taxation Code, the tax increment derived by the increase in assessed valuation in each tax code area is apportioned to the taxing entities within the code area in the same proportion as in the prior year, subject to certain modifications for change in jurisdiction or new incorporations and for certain incremental tax revenues allocated directly to redevelopment agencies within the District. Thus, the increase in the District's allocation of taxes varies directly with the increase in the assessed valuation within the District. Unlike special districts in California that are wholly within one county, as a multi-county special district, the District receives 100% of its allocation of collected taxes pursuant to Section 98.6 of the California Revenue and Taxation Code, and is not subject to a discretionary reduction in such allocation by action of either County's Board of Supervisors. -22- [Sa. . DOC SF942770.011 DATED 12/06/94] Projected Revenues The District has projected revenues and expenditures for the first ten years in which the 1995 Notes will be outstanding and these projections are set forth in Table 4. The District's projection of revenues is based on the following parameters: (1) Annual increases of three percent (excluding subventions) in 1995-96 and five percent per year thereafter in the Districts' allocation of funds derived from the basic 1% tax rate. The assessed valuation of taxable property within the District has increased at an average rate of 4.1% annually over the last five years. (2) District cash balances will be invested to earn five percent per annum. (3) Revenue from State and federal grants is included based on approved project grants. Although the District believes such assumptions to be reasonable, there is no assurance that such assumptions and the projections based thereon will in fact be realized. A State budget for State fiscal year 1994-95 was adopted July $, 1994. The State proposed a two-year solution to eliminate the $2.0 billion accumulated budget deficit as of June 30, 1994.. The budget calls for no tax increases, a freeze in the spending for K-12 education at the current funding levels, increased spending for prisons, and decreased spending for health and welfare programs. The budget relied on the State borrowing $7 billion through a combination of revenue anticipation warrants and revenue anticipation notes. To ensure the repayment of these borrowings, the budget contains provisions for automatic spending cuts in 1994-95 and 1995-96 if revenue fails to meet expectations. The District cannot predict what actions will be taken in the future by the State Legislature and the Governor to deal with budget shortfalls. The State budget will be affected by the course of the national economy and other factors. The District's share of local property taxes is currently unaffected for State fiscal year 1994-95. No assurance can be given that such an exemption will be available in future years. -23- [S&, DOC SF942770.01 1 DATED 12/06/94] Table 4 below shows the estimated projected revenues for the District for fiscal years 1994-95through 2003-04. TABLE 4 Estimated Revenues, 1994-95-2003-04 ($000' s) Fiscal Year Tax Revenues(1) Interest Earnings(2) Other Revenue(3) Total Revenues 1994-95 $10,140 $390 $1,721 $12,251 1995-96 10,444 375 2,000 12,819 1996-97 10,966 400 2,170 13,536 1997-98 11,515 425 700 12,640 1998-99 12,090 425 725 13,240 1999-00 12,695 450 755 13,900 2000-01 13,330 450 785 14,565 2001-02 13,996 475 815 15,286 2002-03 14,696 475 850 16,021 2003-04 15,431 500 885 16,816 (1) Estimated tax revenues include the District's share of funds derived from the 1% tax rate and subventions received from the State of California in lieu of property taxes. The projection assumes a 3% increase in 1995- 96 and 5%per year increases thereafter. (2) Interest earnings on the reserve fund and other funds of the District estimated at 5%. Such assumption is based on historical increases; there is no assurance that such increases will occur. (3) "Other Revenue"is primarily grant receipts, rental income, and in 1995-96 through 1996-97, proceeds from the sale of surplus property. Source: District Controller. -24- [S&-, DOC SF942770.011 DATED 12/06/94] Note Retirement Table 5 estimates debt service coverage on the 1995 Notes and other debt of the District on a parity with the 1995 Notes. The minimum debt service coverage ratio is estimated to be approximately 2.86 in 1997-98. The District intends to issue additional notes on a parity with the 1995 Notes in the future. Although the Indenture requires the District to meet certain financial tests before it may issue any such additional notes, the issuance of additional parity notes by the District would decrease the debt service coverage ratios reflected on Table 5. See "THE INDENTURE Covenants and Additional Debt." See "DISTRICT FINANCIAL INFORMATION - Other Outstanding Debt" for a description of the District's other outstanding obligations payable from Limited Tax Revenues and other legally available funds of the District. TABLE Estimated Debt Service Schedule Parity Debt ($000's) Fiscal Estimated 1995 Notes(2) Other Parity Total Parity Coverage W/O Year Revenues(l) Principal Interest Total Debt Service Debt Service Coverage Other Revenues 1994-95 12,251 239 239 2,749 2,988 4.10 3.52 1995-96 12.819 958 958 3,134 4,092 113 164 1996-97 13,536 958 958 3,171 4,129 3.28 2.75 1997-98 12,640 958 958 3,456 4,414 2.86 2.71 1998-99 13,240 100 955 1,055 3,422 4,477 2.96 2.80 1999-00 13,900 100 950 1,050 3,392 4,442 3.13 2.96 2000-01 14,565 100 944 1,044 3,356 4,400 3.31 3.13 2001-02 15,286 too 939 1,039 3,417 4,456 3.43 3.25 2002-03 16,021 too 933 1,033 3,378 4,411 3.63 3.44 2003-04 16,816 100 927 1,027 3,344 4,371 3.85 3.64 (1) Estimated Revenues from Table 4. (2) Assumes an average interest of 6.65%. (3) Other Revenues from Table 4. -25- [S&. DOC SF942770.011 DATED 12/06/94] Direct and Overlapping Bonded Indebtedness The following sets forth the overlapping and direct bonded indebtedness of the District as of December 1, 1994. 1994-95 Assessed Valuation: $57,974,647,879 (after deducting $2,146,898,062 redevelopment incremental valuation) DIRECT AND OVERLAPPING BONDED DEBT: % Applicable(1) Debt 12-1-94 Santa Clara County Authorities 39.966% $116,430.550 San Mateo County Authorities 32.693 71,031,301 Santa Clara County Flood Control and Water Conservation District,Zones W-I &NC-I 34.572& 58.859 7,920,089 Foothill Community College District Certificates of Participation 92.162 28,408,937 Mountain View-Los Altos Union High School District Certificates of Participation 100. 5,914,000 Sunnyvale School District Certificates of Participation 100. 8,970,000 Cupertino Union School District Certificates of Participation 72.574 13,727,3372 Campbell Union School District 16.841 4,574,841 Other School Districts and Authorities Various 16,652,314 City of Mountain View and Lease Obligations 100. 26,984,197 City of Sunnyvale Lease Obligations 99.994 26,818,391 City of Palo Alto Lease Obligations 100. 11,102,800 City of Cupertino Lease Obligations 89.888 52,602,458 City of Redwood City Lease Obligations 100. 24,415,000 Other Cities Various 4,795,000 Other City Lease Obligations Various 12,222,457 Redwood City General Improvement Districts 100. 17,575,000 El Camino Hospital District Facilities Authority 96.982 3,573,787 Santa Clara Valley Water District Certificates of Participation 39.966 57,798,829 Parking Districts 100. 9,590,000 1915 Act Bonds(Estimate) Various 33,481,450 Other Special Districts Various 5,298,728 Midpeninsula Regional Open Space District 100. 45,800,000(2) Midpeninsula Regional Open Space District 100. 9,875,000 TOTAL GROSS DIRECT AND OVERLAPPING BONDED DEBT $615,562,501 (3) Less: Santa Clara County FC&WCD,Zone NC-1 (100%self-supporting) 1,050,000 Cities of Mountain View and San Jose self-supporting bonds 416,577 El Camino Hospital Facilities Authority(100%self-supporting) 3,573,787 TOTAL NET DIRECT AND OVERLAPPING BONDED DEBT $610,522,137 (1) Based on 1993-94 ratios. (2) Includes$15,000,000 Refunding Notes to be sold. Excludes amounts to be refunded. (3) Excludes tax and revenue anticipation notes,revenue,mortgage revenue and tax allocation bonds and non- bonded capital lease obligations. Ratios to 1994-95 Assessed Valuation: Direct Debt($55,675,000). . . . . . . 0.10% Total Gross Debt. . . . . . . . . . . . . . . 1.06% Total Net Debt. . . . . . . . . . . . . . . . 1.05% STATE SCHOOL BUILDING AID REPAYABLE AS OF 6-30-94: $2,756,629 -26- [Sa, DOC SF942770.01 1 DATED 12/06/94] DISTRICT FINANCIAL INFORMATION Method of Accounting The official books of record kept by the District utilize the principles of fund accounting as prescribed for special districts by the State Controller. All District funds reflect the modified accrual basis of accounting under which revenues are generally recognized in the period they become available and measurable and expenditures are recognized generally when the obligation is incurred, except for interest on long term debt which is recognized as an expenditure when due. The District's fiscal year is April 1 through March 31. Prior to fiscal year 1988-89, the District's fiscal year was July 1 to June 30. The District's certified public accountants are currently Deloitte & Touche, San Jose, California. District Financial Statements The District's audited statement of General Fund Revenues Expenditures and Changes in p Fund Balance for the four years ended March 31, 1994 is shown in Table 6. General property taxes are the District's largest source of revenues. Over the last four fiscal years, property taxes have generated between 70% and 89%of the District's total revenues. See "ESTIMATED TAX REVENUES AND NOTE RETIREMENT" and "CONSTITUTIONAL AND STATUTORY TAX LIMITATIONS" for a description of the tax assessment process in California. Land acquisition, including debt service on notes issued to buy land in prior years, is the major component of the District's expenditures, representing between 68% and 78% of total expenditures in each year since fiscal year 1989-90. Table 7 shows the combined Balance Sheet for the District's General Fund, General Fixed Assets Fund, and General Long-Term Debt Fund for the years ended March 31, 1993 and March 31, 1994. The General Fixed Assets Fund includes all land, equipment, structures and improvements. The General Long-Term Debt Fund accounts for the annual payment of long- term debt. See APPENDIX A, "DISTRICT'S AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 1994 - Notes to Financial Statements" for the breakdown of changes in the General Long-Term Debt Account and the amount of future debt service payments. -27- I I __ S4 JO F942770. 1 l D 1[ C S 0 DATED 12 06194] TABLE 6 Midpeninsula Regional Open Space District General Fund Revenues,Expenditures And Changes In Fund Balance(1) ($000's) Projected - 9 - -94 1994-9 1990 91 1991-92 19 2 93 1993 5 REVENUES: General Property Tax $ 8,645 $ 9,434 $ 9,628 $10,116 $9,960 State Grants 1,343 713 25 224 1,146 Other Taxes 171 111 171 177 180 Interest 961 840 474 472 390 Other 1,155 1,042 561 479 575 TOTAL REVENUES $12,275 $12,140 $10,8 77 $11,468 $12,251 EXPENDITURES: Salaries and Benefits $ 2,141 $ 2,270 $ 2,635 $ 2,699 $ 2,953 Services and Other 3,630 1,979 2,091 1,947 1,892 SUBTOTAL $ 5,771 $ 4,249 $ 4,726 $ 4,646 $ 4,845 DEBT SERVICE: Principal Repayment $ 5,446 $ 1,666 $ 2,205 $ 2,346 $ 873 Interest 2,797 3,070 3,666 2,959 3,385 SUBTOTAL DEBT SERVICE $ 8,243 $ 4,736 $ 5,871 $ 5,305 $ 4,258 SUBTOTAL EXPENDITURES 14,014 8,985 10,597 9,951 9,103 OPERATING CASH FLOW ($1,739) $ 3,155 $ 260 $ 1,517 $ 3,148 PROPERTY ACQUISITION 9,924 4,467 11,253 5,297 6,258 EXCESS OF REVENUES OVER EXPENDITURES (11,663) (1,312) (10,993) (3,780) (3,110) PROCEEDS FROM NOTES PAYABLE 17,622 135 7,817 5,508 5,500 NET EXCESS 5,959 (1,177) (3,176) 1,728 2,390 STARTING FUND BALANCE 9,806 15,765 14,588 11,412 13,140 ENDING FUND BALANCE $15,765 $14,588 $11,412 $13,140 $15,530 (1) Fiscal Years ending March 31. -28- [S. DOC SF942770.011 DATED 12/06/94] TABLE 7 Midpeninsula Regional Open Space District Balance Sheet ($000's) March 31,1994 March 31,1993 General General General General General Fixed Long-Term General Fixed Long-Term Fund Assets Debt Fund Assets Debt ASSETS AND OTHER DEBT BALANCES: Cash and Cash Investments $5,271 $3,245 Restricted Cash 5,685 5,285 Taxes Receivable 2,627 3,259 Other Receivables 1,085 1,005 Prepaid Expenses/Other Assets 18 18 Land(At Cost) 136,897 131,599 Equipment 1,200 1,111 Structures and Improvements 5,929 5,212 Amount to be Provided for Retirement of General Long-Term Debt 60,087 54,788 TOTAL ASSETS $14,6 66 $144,026 $60,0 77 $12,811 $137, 223 $54,788 LIABILITIES AND FUND EQUITY LIABILITIES: Accounts Payable $ 144 $ 123 Accrued Liabilities/Deposits 274 375 Deferred Revenue 1,128 901 Notes Payable 60,087 54,788 TOTAL LIABILITIES $1,546 $0 $60,087 $1,399 $0 $54,788 FUND EQUITY: Investment in General Fixed Assets $144,026 $137,923 Fund Balance 13,140 11,412 TOTAL FUND EQUITY $13,140 $144,02b $0 $11,412 $137,923 $0 TOTAL LIABILITIES AND EQUITY $14,686 $144,026 $60,087 $12,811 $137,923 $54,788 Source: District Controller. Debt Capacity Pursuant to the Law, the District may acquire lands or facilities by means of a plan to borrow money or by purchase on contract. The amount of such indebtedness to be incurred may not exceed an amount equal to the District's anticipated tax income for the next five-year period. All such indebtedness must be repaid during a period not to exceed 20 years from the date on which it is incurred and may bear interest at rates not exceeding 12% per annum. Each such indebtedness will be authorized by a Indenture adopted by the affirmative votes of at least two- thirds of the members of the Board of Directors of the District. In addition the Indenture imposes additional limitations upon the issuancef o debt payable on a parity with the Notes. See "THE INDENTURE - Covenants and Additional Debt." -29- [So- DOC SF942770.011 DATED 12/06/94] Sources of Funds Tax Revenues. The general ad valorem property tax is the District's major source of revenue, as well as the primary source of funds for the payment of debt service on the Notes. The general ad valorem property tax consists of secured and unsecured property taxes. See "ESTIMATED TAX REVENUES AND NOTE RETIREMENT" above for a more complete description of the District's tax revenues. State Grants. In 1994-95, the District projects revenues from grants of $1,146,000, which amount represents grants for which the District has received approval, pending the completion of land acquisitions or site development for certain projects. In general, the District only budgets grant revenues when the source and amount of the grant have been reasonably assured. Major Uses of Funds. Most of the District's funds are used for the acquisition of open space lands and to service the debt issued for those purposes. In keeping with the policy of the District's Board of Directors, administrative costs are projected to be kept to a minimum, but land management expenditures are anticipated to be an increasing percentage of annual tax revenue. In 1993-94, land acquisition, including debt service on notes issued to buy land in prior years, totaled $10.6 million, accounting for 70%of total District expenditures. Other Outstanding Debt Following the issuance of the 1995 Notes the District will have outstanding $11,800,000 of 1988 Notes, $11,500,000 of 1990 Notes and $8,000,000 of 1992 Notes. In addition, the District will have outstanding $17.3 million aggregate principal amount of lease obligations represented by certificates of participation executed and delivered in 1993, and approximately $1,947,000 principal amount of Land Contract Notes as described below. The District has never defaulted on any of its debt. Table 8 below lists the District's total indebtedness outstanding as of December 31, 1994, after giving effect to the issuance of the 1995 Notes. The outstanding balance of the Land Contract Notes as shown below is, in some cases, an aggregate of the outstanding balances on more than one Land Contract Note. In some cases, several parcels constituting one open space area have been purchased at different times through contracts secured by Land Contract Notes with differing maturities and interest rates. In each case, the land has been purchased pursuant to the California Public Resources Code which currently requires payment of debt over not more than 20 years. Approximately 29% ($19.2 million) of the debt outstanding, including the $17.3 million certificates of participation issued in 1993, and approximately $1.9 million of the Land Contract Notes will be subordinate to the obligation of the District to make payments on the 1995 Notes from Limited Tax Revenues. The Indenture requires that any future debt issued by the District and payable from Limited Taxes be on a parity with or subordinate to the 1995 Notes. -30- i [S. DOC S17942770.011 DATED 12/06/94] TABLE 8 Midpeninsula Regional Open Space District Debt Outstanding(1) ($000's) Obligation Original Amount Outstanding 1995-96 of Notes 12-31-94(1) Debt Service Final Payment El Corte de Madera $500 $500 $ 40 March 1998 Fremont Older 89 62 66 June 1995 Foothills 192 165 18 December 1998 La Honda Creek(2) 941 574 84 October 1996 Sierra Azul(2 470 256 35 August 2008 Skyline 600 90 65 May 1996 Russian Ridge 300 300 15 December 1996 1988 Notes(3) 12,500 11,800 1,140 February 2008 1990 Notes 15,000 11,500 1,360 September 2010 1992 Notes 8,000 8,000 480 December 2012 1993 Certificates of Participation 17,315 17,275 1,000 September 2020 1995 Notes 15,000* 15,000* 1,035 December 2014 TOTAL $70,907 $65,522 $5,338 (1) Including the 1995 Notes expected to be issued in January 1995; excluding the 1987 and 1990 Notes to be refunded by the 1995 Notes. (2) Aggregation of Notes payable for parcels within one open space preserve. (3) Projected 4%average interest rate. Salaries and Benefits Salaries and benefits for the District's 47 full-time, 3 part-time, and 3 seasonal employees represent the third major component of total District expenditures. In 1993-94, $2,699,000 was expended for salaries and benefits. District employees are covered under the Public Employees Retirement System administered by the State of California. Other uses of funds include patrol and site development, site maintenance, professional services, utilities and communications. -31- [S&, DOC SF942770.011 DATED 12/06/941 CONSTITUTIONAL AND STATUTORY TAX LIMITATIONS Constitutional Limitations - Article XIIIA Article XIIIA of the California Constitution limits the maximum ad valorem tax on real property to one percent of "full cash value," to be collected by counties and apportioned according to law, but provides that the one percent limitation does not apply to ad valorem taxes to pay interest or redemption charges on (1) indebtedness approved by the voters prior to July 1, 1978, or (2) any bonded indebtedness for the acquisition or improvement of real property approved on or after July 1, 1978, by two-thirds of the votes cast by the voters voting on the proposition. "Full cash value" is defined to mean "the county assessor's valuation of real property as shown on the 1975-76 tax bill under full cash value or, thereafter, the appraised value of real property when purchased, newly constructed, or a change in ownership has occurred after the 1975 assessment." The full cash value may be adjusted annually to reflect inflation at a rate not to exceed two percent per year, or reduction in the consumer price index or comparable data for the area under taxing jurisdiction or reduced in the event of declining property value caused by substantial damage, destruction or other factors. Legislation enacted by the California Legislature provides that each county will levy the maximum tax permitted by Article XIIIA of 1.00 per $100 of assessed valuation(based on full cash value). Article XIIIA has subsequently been amended to permit reduction of the "full cash value" base in the event of declining property values caused by damage, destruction or other factors and to provide that there would be no increase in the "full cash value" base in the event of reconstruction of property damaged or destroyed in a disaster and in various other minor or technical ways. Gann Initiative At the Statewide special election on November 6, 1979, the voters approved an initiative entitled "Limitation on Government Appropriations" (the "Gann Initiative") which added Article XIIIB to the California Constitution. Under Article XIIIB, as amended in 1990, State and local government entities have an annual "appropriations limit" which limits the ability to spend certain moneys which are called "appropriations subject to limitation" in an amount higher than the "appropriations limits." Article XIIIB does not affect the appropriation of moneys which are excluded from the definition of "appropriations limit" including appropriations of any special district which existed on January 1, 1978, and which did not as of the 1977-78 fiscal year levy an ad valorem tax on property in excess of 12.5 cents per $100 of assessed value. Since the District did not levy a tax in excess of 12.5 cents, in the opinion of the District's General Counsel the District's appropriations are not subject to the limitations of Article XIIIB. -32- u . D F94 77[S OC S 2 0.01 1 DATED 12106t94] Statutory Limitations On November 4, 1986, California voters approved Proposition 62, an initiative statute PP p limitingthe imposition of new or higher taxes b local agencies. The statute a requires new or P g Y g O q higher general taxes to be approved by two-thirds of the local agency's governing body and a majority of its voters, (b) requires the inclusion of specific information in all local ordinances or Indentures proposing new or higher general or special taxes, (c) penalizes local agencies that fail to comply with the foregoing, and(d) requires local agencies to stop collecting any new or higher general tax adopted after July 31, 1985, unless a majority of the voters approved the tax by November 3, 1988. Two State Court of Appeals decisions, both of which are final decisions, have declared the majority voter provisions referred to in (a) above in one case and in (a) and (d) above in the second case to be unconstitutional. The District has not collected new or higher taxes to date, and it has no plans to collect new or higher taxes. Future Initiatives Article XIIIA, the Gann Initiative and Proposition 62 were each adopted as measures that qualified for the ballot pursuant to California's initiative process. From time to time other initiative measures could be adopted, further affecting District revenues or the District's ability to expend revenues. LEGAL All legal proceedings in connection with the issuance of the 1995 Notes are subject to the approval of Orrick, Herrington & Sutcliffe, San Francisco, California, Bond Counsel. The form of the opinion of Bond Counsel is set forth in Appendix C to this Official Statement. TAX MATTERS In the opinion of Orrick, Herrington & Sutcliffe, Bond Counsel, based on existing laws, regulations, rulings and court decisions, interest on the 1995 Notes is excluded from gross income for federal income tax purposes and is exempt from State of California personal income taxes. Bond Counsel is also of the opinion that interest on the 1995 Notes is not a specific preference item for purposes of the federal individual or corporate alternative minimum taxes although Bond Counsel observes that such interest is included in adjusted current earnings in calculating federal corporate alternative minimum taxable income. The form of the opinion of Bond Counsel is set forth in Appendix C to this Official Statement. -33- [Sa.. DOC SF942770.011 DATED 12106194] The Internal Revenue Code of 1986 (the "Code") imposes various restrictions, conditions and requirements relating to the exclusion from gross income for federal income tax purposes of interest on obligations such as the 1995 Notes. The District has covenanted to comply with certain restrictions designed to assure that interest on the 1995 Notes will not be included in federal gross income. Failure to comply with these covenants may result in interest on the 1995 Notes being included in federal gross income, possibly from the date of issuance of the 1995 Notes. The opinion of Bond Counsel assumes compliance with these covenants. Bond Counsel has not undertaken to determine (or to inform any person) whether any actions taken (or not taken) or events occurring (or not occurring) after the date of issuance of the 1995 Notes may affect the tax status of interest on the 1995 Notes. Certain requirements and procedures contained or referred to in the Indenture and other relevant documents may be changed and certain actions (including, without limitation, defeasance of the 1995 Notes) may be taken, under the circumstances and subject to the terms and conditions set forth in such documents, upon the advice or with the approving opinion of nationally recognized bond counsel. Bond Counsel expresses no opinion as to any 1995 Notes or the interest thereon if any such change occurs or action is taken upon the advice or approval of bond counsel other than itself. Although Bond Counsel has rendered an opinion that interest on the 1995 Notes is excluded from gross income for federal income tax purposes and is exempt from California personal income taxes, the ownership or disposition of, or the accrual or receipt of interest on, the 1995 Notes may otherwise affect a holder's federal or state tax liability. The nature and extent of these other tax consequences will depend upon the particular tax status of the holder and the holder's other items of income or deduction. Bond Counsel expresses no opinion regarding any such other tax consequences. LEGALITY FOR INVESTMENT The 1995 Notes are legal investments in California for commercial and savings banks and as such are legal investments for all trust funds, and for funds of insurance companies and trust companies. The 1995 Notes are eligible as security for deposits of public moneys in California. RATING As noted on the cover page of this Official Statement, Standard & Poor's Corporation has given the 1995 Notes the rating of "_" (the "Rating Agency"). Any explanation of the significance of such ratings may be obtained only from the Rating Agency. The District has furnished to the Rating Agency certain information and materials. Generally, rating agencies base their ratings on such information and materials and, in addition, on investigations, studies and assumptions made by the rating agencies themselves. There is no assurance that the rating mentioned above will remain for any given period of time or that the rating may not be lowered -34- i [Soy,, DOC SF942770.011 DATED 12/06/941 or withdrawn entirely by the Rating Agency if in their judgment circumstances so warrant. Any such downward change or withdrawal of a rating may have an adverse effect on the market price of the 1995 Notes. LITIGATION There is no litigation pending concerning the validity of the 1995 Notes and the application of the proceeds thereof, the corporate existence of the District, or the title of the officers thereof to their respective offices or contesting or affecting the District's ability to receive the Limited Taxes or other moneys that could be used for payment of the 1995 Notes. There are a number of lawsuits and claims pending against the District. The aggregate amount of the uninsured liabilities of the District and the timing of any anticipated payments of judgments which may result from suits and claims will not, in the opinion of the General Counsel of the District, materially affect the District's finances or impair its ability to repay the 1995 Notes. UNDERWRITING The 1995 Notes will be purchased from the District b Stone & Youngberg as P y g g underwriter (the "Underwriter") under a Purchase Contract pursuant to which the Underwriter agrees to purchase all of the 1995 Notes for an aggregate purchase price of $ plus accrued interest, if any, from January 1, 1995 to the delivery date thereof. The initial public offering prices stated on the cover of this Official Statement may be changed from time to time by the Underwriter. The Underwriter may offer and sell the 1995 Notes to certain dealers (including dealers depositing 1995 Notes into investment trusts), dealer banks, banks acting as agents and others at prices lower than said public offering prices. AVAILABILITY OF DOCUMENTS During the initial offering period for the 1995 Notes, copies of the forms of the Indenture and other documents referred to herein may be obtained, upon written request, from Midpeninsula Regional Open Space District, 330 Distel Circle, Los Altos, California 94022, Attention: General Manager. After delivery of the 1995 Notes, copies of such agreements may be obtained from the Trustee, First Interstate Bank of California, 345 California Street, 8th Floor, San Francisco, California 94104, Attention: Corporate Trust Department. -35- [S&Y DOC SF942770.011 DATED 12/06/94] MISCELLANEOUS Insofar as any statements made in this Official Statement involve matters of opinion or of estimates, whether or not expressly stated, they are set forth as such and not as representations of fact. No representation is made that any of such statements made will be realized. Neither this Official Statement nor any statement which may have been made verbally or in writing is to be construed as a contract with the registered owners of the 1995 Notes. Neither the members of the Board of Directors nor the officers or employees of the District are liable personally on the 1995 Notes by reason of their issuance. The execution and delivery of this Official Statement have been duly authorized by the District. MIDPENINSULA REGIONAL OPEN SPACE DISTRICT By: /s/ L. Craig Britton General Manager -36- [S&Y DOC SF942770.011 DATED 12/06/941 APPENDIX A DISTRICT'S AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 1994 A-1 I [So:.. DOC SF942770.01 I DATED 12/06I94] APPENDIX B GENERAL AND ECONOMIC INFORMATION SANTA CLARA COUNTY AND SAN MATEO COUNTY Introduction Santa Clara County is located below the southern point of San Francisco Bay and covers a total land area of over 1,300 square miles or about 847,000 acres. Two distinct valleys are created by the hill formation of the Santa Cruz Mountains and the Diablo Range. These two areas are known locally as "North County" and "South County." South County has retained the agricultural base which once characterized the entire area. North County is densely populated, extensively urbanized and heavily industrialized. Most of North County is now referred to as "Silicon Valley" because of the concentration of electronics companies throughout the area. San Mateo County is located on the San Francisco Peninsula. The coastal mountains run north and south through the County dividing the lightly populated coastal area from the more heavily developed eastern corridor between San Francisco and San Jose. San Mateo County attracted businesses at a fast pace during the 1960s with its suburban atmosphere and convenient access to nearby population centers. The County is characterized by manufacturing, engineering and technical-product firms located along the Bay, with commercial and residential areas stretching westward into the foothills. Transportation facilities in the Counties include San Francisco International Airport, a small deepwater port in Redwood City and freeway and bridge connections to nearby ports and airports in San Francisco, San Jose and Oakland. In addition to their own extensive range of manufacturing, professional, service, and academic employers, the Counties provide an important residential base for the financial, trade, commercial, and industrial companies located in San Francisco. The District extends from 20 to 40 miles south of San Francisco. Population According to the California State Department of Finance, as of January 1, 1993, Santa Clara Count is ranked the fourth most populous Count in the State and is the most populous of the Y Imp Y p p nine San Francisco Bay Area counties. The County's population has been growing at a fast pace since 1960 and between 1960 and 1984 Santa Clara County population o ulation more than doubled. B-1 [S&Y DOC SF942770.011 DATED 12/06/941 San Mateo County has experienced moderate but consistent population growth since 1970. The U.S. Census reports that between 1970 and 1980 the County grew by approximately 30,000 residents, or 5.4%. The 1990 Census reported that the County population was 649,623, which represents a 10.6 increase over 1980. The table below shows population estimates for the last five years for both Santa Clara and San Mateo Counties. The population within the Midpeninsula Regional Open Space District was estimated by the District in 1994 to be approximately 621,600. POPULATION STATISTICS SAN MATEO AND SANTA CLARA COUNTIES For Years 1989 through 1993 1989 1990 1991 1992 1993 Midpeninsula Regional Open Space District(1) 593,269 598,916 600,900 610,500 621,600 San Mateo County(2) 633,000 649,623 657,000 670,100 680,900 Santa Clara County(2) 1,443,800 1,497,577 1,513,100 1,531,800 1,563,800 Source: (1) Midpeninsula Regional Open Space District (2) California State Department of Finance, Population Research. The 1990figures come from the United States Census Bureau. Economic Characteristics Santa Clara County, with approximately 782,100 wage and salary jobs in 1993, has the largest employment base of any county in Northern California. Three major industry sectors comprise 72% of the County's employment: manufacturing (30%), services (28%) and retail trade (14%). Their percentage share of County payrolls has remained virtually constant over the past five years. Various types of manufacturing firms are located in Santa Clara County, with durable goods manufacturing accounting for almost 90% of manufacturing employment. Within this sector, the electrical equipment and supplies industry accounts for approximately 36% of all County manufacturing jobs. Other major components of durable goods manufacturing are electronic components and accessories; office computing and accounting machinery; instruments, guided missiles and space vehicles and communications equipment. In the nondurable goods manufacturing sector, the printing, publishing, software, and goods processing industries are the leading employers. The services sector has been the fastest growing industry, particularly in the areas of business and medical services which support electronics manufacturing and health care. B-2 i [Soa,t DOC SF942770.011 DATED 12,'06194] San Mateo County's diversified economy includes construction, manufacturing, transportation, communications, retail and wholesale trade, financial services and government employment. Forty-eight of the nation's top 100 industrial firms are either headquartered or have branch offices in San Mateo County. The two major growth industries affecting San Mateo County over the past decade have been the high technology and office sectors. The San Francisco Bay Area's principal airport, San Francisco International Airport, is located within San Mateo County. Major commercial centers located in the Counties include the Stanford Shopping Center J PP g i in Palo Alto, Eastridge Mall and Valley Fair in San Jose, Vallco Fashion Park in Cupertino, San Antonio Shopping Center in Mountain View, Great Mali in Milpitas and Hillsdale Mall in San Mateo. Taxable sales and the number of sales permits issued in each County since 1989 are shown below. TAXABLE SALES AND NUMBER OF SALES PERMITS SAN MATEO AND SANTA CLARA COUNTIES For Years 1989 through 1993 ($000's) Santa Clara County San Mateo County Year No.of Taxable Percent No.of Taxable Percent (As of July 1) Permits Sales Increase Permits Sales Increase 1989 48,206 17,343,878 8.3% 22,008 7,541,003 4.8% 1990 47,832 17,914,405 3.9 22,764 7,843,359 4.0 1991 48,559 17,425,346 -2.7 22,258 7,863,738 0.3 1992 50,789 17,661,362 1.4 22,835 8,093,618 2.9 1993 50,755 18,516,103 4.8 23,213 8,143,240 0.6 Source: California State Board of Equalization Major employers in each County, ranked by employment size, are shown in the following table. Santa Clara County's major employers, led by Lockheed Missiles & Space Company, Hewlett-Packard and IBM, are active in the high technology, aerospace and electronic industries. Many of these companies are the resident hardware and software producers of"Silicon Valley." San Mateo County's employment base includes United Airlines, which employs over 18,000 persons at the San Francisco International Airport, and several electronics manufacturers, medical facilities and research organizations. B-3 I [S&Y DOC SF942770.01 I DATED 12/06/94] MAJOR EMPLOYERS SANTA CLARA AND SAN MATEO COUNTIES (Firms Ranked by Employment Size) Employers Location Employees SANTA CLARA COUNTY: Hewlett-Packard Company Palo Alto 16,000 County of Santa Clara San Jose 13,801 Lockheed Missiles& Space Co. Sunnyvale 11,611 IBM Corporation San Jose 8,500 Stanford University Palo Alto 7,900 Stanford Hospital Palo Alto 5,323 Santa Clara Valley Health& Hosp. San Jose 5,165 City of San Jose San Jose 5,084 Apple Computers Cupertino 4,930 Sun Microsystems Mountain View 4,830 National Semiconductor Santa Clara 4,736 Intel Corporation Santa Clara 4,000 Pacific Bell San Jose 3,216 Tandem Computers Cupertino 3,100 Silicon Graphics Mountain View 2,929 Solectron Corporation Milpitas 2,900 Advanced Micro-Devices, Inc. Sunnyvale 2,866 Applied Materials Santa Clara 2,865 San Jose State University San Jose 2,800 Syntex Corporation Palo Alto 2,800 Good Samaritan Health Systems San Jose 2,653 Varian Associates Palo Alto 2,642 SAN MATEO COUNTY: United Airlines San Francisco Intl Airport 18,430 County of San Mateo Redwood City 4,500 Raychem Corporation Menlo Park 4,000 American Airlines, Inc. San Francisco Intl Airport 2,500 SRI International Menlo Park 2,300 Seton Medical Center Daly City 2,200 Oracle Corporation Foster City 2,150 Franklin Resources San Mateo 2,077 Kaiser Foundation Hospital Redwood City 1,982 Mills Peninsula Hospital Burlingame 1,900 Genentech, Inc. South San Francisco 1,867 US Postal Service . . P s rvi a San Mateo 1,538 Sequoia Hospital Redwood City 1,300 Stanford Linear Accelerator Menlo Park 1,272 Informix Software,Inc. Menlo Park 1,200 Macy's San Mateo 1,090 Source: San Jose Chamber of Commerce, November 1994;San Mateo County Economic Development Association, Inc., 1993. B-4 (S&Y DOC SF942770.01 l DATED 12/06/94] The unemployment rates for both Counties for 1989 through 1993 are shown below. CIVILIAN LABOR FORCE,EMPLOYMENT AND UNEMPLOYMENT SAN MATEO AND SANTA CLARA COUNTIES Annual Averages(1990-1993) Santa Clara County 1990 1991 1992 1993 Civilian Labor Force(1) 846,700 833,700 837,500 838,800 Employment 812,800 787,200 781,200 782,100 Unemployment 33,900 46,500 56,300 56,700 Unemployment Rate(2) 4.0% 5.6% 6.7% 6.8% San Mateo County 1990 1991 1992 1993 Civilian Labor Force(1) 368,400 364,100 365,000 366,000 Employment 357,900 349,300 346,100 347,100 Unemployment 10,500 14,800 18,900 18,900 Unemployment Rate(2) 2.8% 4.1% 5.2% 5.2% (l j Labor force by place of residence. Employment includes persons involved in labor-management trade disputes. (2) The unemployment rate is computed from non-rounded data; therefore it may differ from rates calculated by using rounded figures in this table. Source: State of California, Employment Development Department The following table shows the ten largest taxpayers of secured taxes for the Counties. TEN LARGEST TAXPAYERS AS OF 1993 SANTA CLARA AND SAN MATEO COUNTIES Santa Clara County San Mateo County Hewlett-Packard United Airlines Lockheed Missiles&Space Co. Pacific Gas&Electric IBM Corporation Pacific Bell Pacific Bell American Airlines Pacific Gas&Electric Genentech Sobrato Development Corp. Raychem Corporation Richard T.Perry,et.al Delta Airlines Tandem Computers United Telecom/U.S. Sprint Syntex Redwood Shores Properties Metropolitan Life Insurance Co. USAir, Inc. Source: Offices of the Santa Clara County Treasurer-Tax Collector and the San Mateo County Treasurer-flax Collector. B-5 f [Sa,t DOC SF942770.011 DATED 12/06/94] Construction The following table shows building permit activity in Santa Clara County for 1989-1993 and in San Mateo County for 1989-1993. BUILDING PERMIT ACTIVITY SANTA CLARA AND SAN MATEO COUNTIES For Years 1989 through 1993 SANTA CLARA COUNTY: Type 1989 1990 1991 1992 1993(1) Residential: New Single dwellings $ 402,555 $ 288,014 $ 268,931 $ 280,131 $ 89,738 New Multi-dwellings 125,184 216,002 148,266 80,671 19,605 Additions/Alterations 161,812 182,501 175,512 182,049 49,153 Total Residential $ 689,551 $ 686,517 $ 592,709 $ 542,851 $158,496 Non-Residential New Commercial $ 160,567 $ 207,147 $ 154,964 $ 151,682 $29,331 New Industrial 127,235 182,585 65,962 63,073 15,471 Other 49,513 39,271 35,466 45,896 17,968 Additions/Alterations 419,432 331,978 374,962 381,649 113,189 Total Non-Residential $ 756,747 $ 760,981 $ 631,354 $ 642,300 $175,959 TOTAL VALUATION $1,446,298 $1,447,498 $1,224,063 $1,185,151 $334,445 No. of New Dwelling Units Single dwellings 2,548 1,675 1,663 1,693 525 Multi-dwellings 2,311 3,646 2,102 1,143 252 Total Units 4,859 5,321 3,765 2,836 777 SAN MATEO COUNTY: Type 1989 1990 1991 1992 1993(1) Residential: New Single dwellings $216,674 $139,797 $122,888 $83,835 $ 17,084 New Multi-dwellings 109,034 20,219 38,163 38,808 3,029 Additions/Alterations 155,624 149,160 128,515 128,826 35,352 Total Residential $481,332 $309,176 $289,566 $251,469 $55,465 Non-Residential• New Commercial $ 91,510 $ 77,279 $ 35,363 $ 30,265 $ 8,360 New Industrial 12,256 3,408 34,707 3,689 0 Other 19,593 10,479 10,012 10,455 3,473 Additions/Alterations 114,616 124,447 102,771 112,354 43,372 Total Non-Residential $ 237,975 $ 215,613 $ 182,853 $ 156,763 $ 57,205 TOTAL VALUATION $719,307 $524,789 $472,419 $408,232 $112,670 B-6 [S&Y DOC SF942770.011 DATED 12/06/94] No. of New Dwelling Units Single dwellings 1,085 636 503 342 79 Multi-dwellings 1,335 191 331 596 49 Total Units 2,420 827 834 938 128 (1) 1993 data as of April, 1993. Source: Construction Industry Research Board, Agriculture Santa Clara County was once a leading producer of apricot, cherry and prune crops. However, recent industrial development and urbanization have displaced most of the agricultural land. Most of the remaining agricultural acreage is found around the communities of Gilroy and Morgan Hill. Major crops include cut flowers, wine grapes, mushrooms and nursery stock. Dairy products and seasonal crops including tomatoes, bell peppers, strawberries, prunes, walnuts and garlic provide the balance of agricultural production in Santa Clara County. San Mateo County is a national leader in the production of ornamental flowers and nursery products. This industry, which accounts for about 80% of total County revenue from agriculture, developed in the County due to the favorable climate and proximity to the San Francisco International Airport. The industry is located in the western part of the County, particularly around the communities of Half Moon Bay and Pescadero. Transportation Transportation has played a vital role in the Bay Area's growth as an economic center. Seven general purpose ports located in the area and numerous special purpose facilities serve manufacturing industries and facilitate distribution to world markets. The San Francisco Bay Area is the western terminus for three transcontinental railroads. An extensive network of freeways serves the area. The Bay Area's network of freeways and expressways provides the peninsula industries access to regional, national and international markets. U.S. 101, a parallel route along the Bay, and a major north-south highway between San Francisco and Los Angeles, provides access to the deep sea ports at San Francisco and Redwood City, and to air passenger and cargo facilities of San Francisco International and San Jose International Airports. Interstate Highway 280 traverses the ridge of the peninsula and joins U.S. 101 in San Francisco. Additional north-south transportation is provided by Interstate 5, the major national highway reaching north to Canada and south through San Diego, and State Highway 82. Principal routes connecting the peninsula with the East Bay's air and sea ports are State Highway 17, Interstate Highway 680 and the San Mateo, Dumbarton, and San Francisco-Oakland Bay Bridges. B-7 [S&Y DOC SF942770.01 1 DATED 12/06/94] The main coast line of the Southern Pacific Railroad traverses Santa Clara County, providing connections to San Francisco, Oakland, and Los Angeles, commuter passenger service is operated on the Southern Pacific between San Jose and San Francisco. In addition to local bus service, cities in the District are served b Santa Clara County Y Transit System, San Mateo County Transit District and Greyhound Bus Lines. The Bay Area Rapid Transit System ("BART") provides passenger rail service within Contra Costa, Alameda, San Francisco and northern San Mateo Counties. San Francisco International Airport, located in San Mateo County, is served by all major scheduled air carriers. Metropolitan Oakland International Airport is served by eight scheduled airlines and two large supplemental carriers. The San Jose International Airport is served by twelve airlines. General aviation airports include Reid-Hillview in San Jose, South County Airport, Palo Alto Airport, San Carlos Airport, and Half Moon Bay Airport. Water transportation is provided by the international water transportation complex of the San Francisco Bay; major ports include the Port of Oakland, Port of San Francisco, and Port of Redwood City. Education In 1994, approximately 235,442 students were enrolled in in Santa Clara County's 314 public elementary and high schools. In San Mateo County about 85,090 students attended approximately 96 elementary, 36 middle and 24 public high schools. Institutions of higher education include Stanford University, the University of Santa Clara, San Jose State University, and nine public community colleges. B-8 [S"i DOC SF942770.011 DATED 12/06/94] APPENDIX C FORM OF BOND COUNSEL'S OPINION C-1 ESCROW AGREEMENT by and between the MIDPENINSULA. REGIONAL OPEN SPACE DISTRICT and SEATTLE-FIRST NATIONAL BANK Dated as of January 1, 1995 RELATING TO THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 1987 PROMISSORY NOTES SF2-37187.1 4 ESCROW AGREEMENT This Escrow Agreement (the "Agreement") , dated as of Janua ry 1 1995 b and between y y n the Midpeninsula Regional open Sp ace District, an open space district duly organized and g existing under the laws of the State of California (the "District") , and Seattle-First National Bank, a national banking association duly organized and existing under the laws of the United States of America and having a principal corporate trust office in Seattle, Washington, and being qualified to accept and administer the trust hereby created (the "Escrow Agent") ; WITNESSETH: WHEREAS, the Board of Directors of the District on March 11, 1987, duly adopted Resolution No. 87-09 (the 111987 Resolution") providing for the issuance and sale of $21,200, 000 principal amount of its 1987 Promissory Notes (the 111987 Notes") ; and WHEREAS, the Board of Directors of the District on August 22, 1990, duly adopted Resolution No. 90-38 (the 111990 Resolution") providing for the issuance of $15, 000,000 principal amount of its 1990 Promissory Notes (the "1990 Notes") for the purpose, among others, of retiring those certain 1987 Notes more particularly described in Exhibit A attached hereto and incorporated herein (the "Paid 1987 Notes") ; and WHEREAS, the District has determined that it would be in the best interests of the District and the residents of the District to provide for the retirement of the remaining portion SF2-37187.1 of the 1987 Notes, as more particularly described in Exhibit B attached hereto and incorporated herein (the "Refunded 1987 Notes") ; and WHEREAS, the Board of Directors of the District on December 14, 1994, duly authorized the execution and delivery of an Indenture (the "Indenture") by and between itself and First Interstate Bank of California, as trustee, providing for the issuance of $ principal amount of its 1995 Promissory Notes (the 111995 Notes") for the purpose, among others, of retiring the Refunded 1987 Notes; and WHEREAS, the District has taken action to cause to be delivered to the Escrow Agent for deposit in the Escrow Fund hereinafter referred to certain United States Treasury obligations (the "Escrow Securities") listed on Schedule I attached hereto and made a part hereof in an aggregate principal amount which, together with the money listed on Schedule I attached hereto and made a part hereof deposited in the Escrow Fund hereinafter referred to at the same time as such deposit and the income to accrue on such securities, will be sufficient to make the payments of the interest on and principal of the Refunded 1987 Notes maturing by their terms on March 1, 1995, as they respectively become due on such date and to redeem the Refunded 1987 Notes maturing on and after March 1, 1996, on March 1, 1995; and WHEREAS, the provisions of the 1987 Resolution and the Indenture are incorporated herein by reference as if set forth herein in full; SP2-37197.1 2 NOW, THEREFORE, the District and the Escrow Agent hereby agree as follows: Section 1. Establishment and Maintenance of Escrow Fund. The Escrow Agent agrees to establish and maintain the Escrow Fund (the "Escrow Fund") until the Refunded 1987 Notes have been retired as provided in Section 2 hereof and to hold the Escrow Securities initially deposited in the Escrow Fund and the money (whether constituting the initial deposit in the Escrow Fund or constituting receipts on the Escrow securities) in the Escrow Fund at all times as a separate trust account wholly segregated from all other securities, investments or money held by it, and all securities and money in the Escrow Fund are hereby irrevocably pledged to secure the retirement of the Refunded 1987 Notes as provided in Section 2 hereof; provided, that any money held in the Escrow Fund that is not used for the retirement of the Refunded 1987 Notes in accordance with the 1987 Resolution and Section 2 hereof shall, on March 1, 1995, be repaid to the District free from the trust created by the Agreement. Section 2 . Payment from the Escrow Fund. The Escrow Agent is hereby irrevocably instructed to, and the Escrow Agent hereby agrees to, collect and deposit in the Escrow Fund the interest on and principal of the Escrow Securities held in the Escrow Fund promptly as such interest and principal become due, and to use such interest and principal, together with any other money deposited in the Escrow Fund, for the payment of the interest on and principal of the Refunded 1987 Notes maturing by their terms on March 1, 1995, as they respectively become due on SF2-37197.1 3 e such date and to redeem the Refunded 1987 Notes maturing on and after March 1, 1996, on March 1, 1995, at the places and in the manner stipulated in the 1987 Resolution. Section 3 . Deficiencies in the Escrow Fund. If at any time it shall appear to the Escrow Agent that the money in the Escrow Fund, including the anticipated proceeds of the Escrow Securities, will not be sufficient to make all payments required I by Section 2 hereof, the Escrow Agent shall notify the District in writing as soon as reasonably practicable of such fact, stating the amount of such deficiency and the reason therefor, and the District shall use its best efforts to obtain and deposit with the Escrow Agent for deposit in the Escrow Fund, from any legally available moneys, the additional money necessary to make such payments; provided, that the Escrow Agent shall in no event or manner be responsible for the failure of the District to make any such deposit. Section 4. Compensation and Indemnification of the Escrow Agent. (a) The District shall pay the Escrow Agent a one-time fee of $ for its services hereunder and shall reimburse the Escrow Agent for its out-of-pocket expenses (including but not limited to the fees and expenses, if any, of its counsel or accountants) incurred by the Escrow Agent in connection with its services hereunder; provided, that these fees and expenses shall in no event be deducted from the Escrow Fund, and provided further, that such fees and expenses shall not include the fees sF2-37197.1 4 of the Escrow Agent acting in the capacity of the Paying Agent under the 1987 Resolution. (b) The District agrees to indemnify the Escrow Agent, its agents and its officers or employees for, and hold the Escrow Agent, its agents and its officers or employees harmless from, liabilities, obligations, losses, damages, penalties, actions, judgments, suits, claims, costs, expenses and disbursements of any kind (including, without limitation, reasonable fees and disbursements of counsel or accountants for the Escrow Agent) which may be imposed on, incurred by, or asserted against the Escrow Agent or such other party at any time by reason of its performance of Escrow Agent's services, in any transaction arising out of the Agreement or any of the transactions contemplated herein, unless due to the negligence or willful misconduct of the particular indemnified party. Section 5. Functions of the Escrow Agent. (a) The Escrow Agent undertakes to perform only such duties as are expressly and specifically set forth in the Agreement and no implied duties or obligations shall be read into the Agreement against the Escrow Agent. (b) The Escrow Agent may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, and shall be protected and indemnified as stated in the Agreement, in acting, or refraining from acting, upon any written notice, instruction, request, certificate, document, report or opinion furnished to the Escrow Agent and reasonably believed by the Escrow Agent to have been signed or 8F2-37187.1 5 • presented by the proper party, and it need not investigate any fact or matter stated in such notice, instruction, request, certificate, document, report or opinion. (c) The Escrow Agent shall not have any liability hereunder except to the extent of its own negligence or willful misconduct, and in no event shall the Escrow Agent be liable for any special, indirect or consequential damages, even if parties know of the possibility of such damages. The Escrow Agent shall have no duty or responsibility under the Agreement in the case of any default in the performance of covenants or agreements contained in the 1987 Resolution or in the case of the receipt of any written demand with respect to such default. The Escrow Agent is not required to resolve conflicting demands to money or property in its possession under the Agreement. (d) The Escrow Agent may consult with counsel of its own choice (which may be counsel to the District) and the opinion of such counsel shall be full and complete authorization to take or suffer in good faith any action in accordance with such opinion of counsel. (e) The Escrow Agent shall not be responsible for any of the recitals or representations contained herein or in the 1987 Resolution. (f) The Escrow Agent may become the owner of, or acquire any interest in, any of the 1987 Notes with the same rights that it would have if it were not the Escrow Agent, and may engage or be interested in any financial or other transaction with the District. SM-37187.1 6 i (g) The Escrow Agent shall not be liable for the accuracy of the calculations as to the sufficiency of the Escrow Securities and the other money deposited in the Escrow Fund to pay the interest on or principal of the Refunded 1987 Notes as provided in Section 2 hereof. (h) The Escrow Agent shall not be liable for any action or omission of the District under the Agreement, the 1987 Resolution or otherwise. (i) Whenever in the administration of the trust of the Agreement the Escrow Agent shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of negligence or willful misconduct on the part of the Escrow Agent, be deemed to be conclusively proved and established by a certificate of an authorized representative of the District, and such certificate shall, in the absence of negligence or willful misconduct on the part of the Escrow Agent, be full warrant to the Escrow Agent for any action taken or suffered by it under the provisions of the Agreement upon the faith thereof. (j) The Escrow Agent may at any time resign by giving written notice to the District of such resignation. The District shall promptly appoint a successor Escrow Agent by the resignation date. Resignation of the Escrow Agent will be effective sixty (60) days after notice of the resignation is given as stated above or upon appointment of a successor Escrow SF2-371$7.1 7 Agent, whichever first occurs. If the District does not appoint a successor Escrow Agent by the resignation effective date, the resigning Escrow Agent may petition any court of competent jurisdiction for the appointment of a successor Escrow Agent (or may deposit with the court the Escrow Securities and money held by it in trust under the Agreement) , which court may thereupon, after such notice, if any, as it may deem proper and prescribe and as may be required by law, appoint a successor Escrow Agent. After receiving a notice of resignation of an Escrow Agent, the District may appoint a temporary Escrow Agent to replace the resigning Escrow Agent until the District appoints a successor Escrow Agent. Any such temporary Escrow Agent so appointed by the District shall immediately and without further act be superseded by the successor Escrow Agent so appointed. (k) The Escrow Agent will provide the District with annual statements of the account maintained hereunder. Section 6. Notices. All notices and communications hereunder shall be in writing and shall be deemed to be duly given if received or sent by first class mail, as follows: If to the District: Midpeninsula Regional Open Space District 330 Distel Circle Los Altos, California 94022 Attention: General Manager If to the Escrow Agent: Seattle-First National Bank Bond Trustee Services 1001 Fourth Avenue, 11th Floor Seattle, Washington 98154 SF2-37187.1 • Section 7. Severability. If any section, paragraph, sentence, clause or provision of the Agreement shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, sentence, clause or provision shall not affect any of the remaining provisions of the Agreement. Section S. Execution. The Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all together shall constitute but one and the same agreement. SF2-37187.1 IN WITNESS WHEREOF, the District and the Escrow Agent have caused the Agreement to be executed each on its behalf as of the day and year first above written. MIDPENINSULA REGIONAL OPEN SPACE DISTRICT By President of the Board of Directors [SEAL] Attest: Secretary of the Board of Directors SEATTLE-FIRST NATIONAL BANK By Assistant Vice President SF2-37187.1 10 SCHEDULE I Cash Deposit [TO COME] Escrow Securities United States Treasury Certificates of Indebtedness - State and Local Government Series Principal Amount Interest Rate Maturity Date [TO COME] I i I SF2-37187.1 I- EXHIBIT A [TO COME] SP2-37187.1 A-1 a 1 EXHIBIT B [TO COME] i i SF1-37187.1 B-1 ESCROW AGREEMENT by and between the MIDPENINSULA REGIONAL OPEN SPACE DISTRICT and SEATTLE-FIRST NATIONAL BANK Dated as of January 1, 1995 RELATING TO THE MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 1990 PROMISSORY NOTES SF2-37955.1 4 ESCROW AGREEMENT This Escrow Agreement (the "Agreement") , dated as of January 1, 1995, by and between the Midpeninsula Regional Open Space District, an open space district duly organized and existing under the laws of the State of California (the "District") , and Seattle-First National Bank, a national banking association duly organized and existing under the laws of the United States of America and having a principal corporate trust office in Seattle, Washington, and being qualified to accept and administer the trust hereby created (the "Escrow Agent") ; WITNESSETH: WHEREAS, the Board of Directors of the District on August 22, 1990, duly adopted Resolution No. 90-38 (the 111990 Resolution") providing for the issuance and sale of $15,000,000 principal amount of its 1990 Promissory Notes (the 111990 Notes") ; and WHEREAS, the District has determined that it would be in the best interests of the District and the residents of the District to provide for the retirement of a portion of the 1990 Notes, as more particularly described in Exhibit A attached hereto and incorporated herein (the "Refunded 1990 Notes") ; and WHEREAS, the Board of Directors of the District on December 14, 1994, duly authorized the execution and delivery of an Indenture (the "Indenture") by and between itself and First Interstate Bank of California, as trustee, providing for the issuance of $ principal amount of its 1995 Promissory SF2-37955.1 Notes (the 111995 Notes") for the purpose, among others, of retiring the Refunded 1990 Notes; and WHEREAS, the District has taken action to cause to be delivered to the Escrow Agent for deposit in the Escrow Fund hereinafter referred to certain United States Treasury obligations (the "Escrow Securities") listed on Schedule I attached hereto and made a part hereof in an aggregate principal amount which, together with the money listed on Schedule I attached hereto and made a part hereof deposited in the Escrow Fund hereinafter referred to at the same time as such deposit and the income to accrue on such securities, will be sufficient to make the payments of the interest on and principal of the Refunded 1990 Notes maturing by their terms on and prior to September 1, 1999, as they respectively become due on and prior to such date and to redeem the Refunded 1990 Notes maturing on September 1, 2008, to and including September 1, 2010, on September 1, 1999; and WHEREAS, the provisions of the 1990 Resolution and the Indenture are incorporated herein by reference as if set forth herein in full; NOW, THEREFORE, the District and the Escrow Agent hereby agree as follows: Section 1. Establishment and Maintenance of Escrow Fund. The Escrow Agent agrees to establish and maintain the Escrow Fund (the "Escrow Fund") until the Refunded 1990 Notes have been retired as provided in Section 4 hereof and to hold the Escrow Securities initially deposited in the Escrow Fund and the SF2-37955.1 2 money (whether constituting the initial deposit in the Escrow Fund or constituting receipts on the Escrow Securities) in the Escrow Fund at all times as a separate trust account wholly segregated from all other securities, investments or money held by it, and all securities and money in the Escrow Fund are hereby irrevocably pledged to secure the retirement of the Refunded 1990 Notes as provided in Section 4 hereof; provided, that any money held in the Escrow Fund that is not used for the retirement of the Refunded 1990 Notes in accordance with the 1990 Resolution and Section 4 hereof shall, on September 1, 2010, be repaid to the District free from the trust created by the Agreement. Section 2 . Investment of Money in the Escrow Fund. The Escrow Securities initially deposited in the Escrow Fund are certain non-callable United States Treasury Obligations with interest rates specified in the attached Schedule I. If amounts of interest on or repayments of principal of the Escrow Securities are received by the Escrow Agent in excess amounts or prior to the date on which such receipts are to be applied pursuant to Section 4 to the payment and retirement of the Refunded 1990 Notes, the Escrow Agent shall, upon the written request of the District, invest such receipts until the next interest or principal payment of the Refunded 1990 Notes in other non-callable direct obligations of the United States of America or other non-callable obligations the payment of the interest on and principal of which is guaranteed by a pledge of the full faith and credit of the United States of America with a quoted yield to maturity no greater than or, if such SF2-37955.1 3 reinvestment is not feasible, shall retain such funds uninvested. Any receipts on investments made pursuant to this section in excess of the cost of such investments that are not needed for the payment and retirement of the Refunded 1990 Notes as provided in Section 4 hereof shall after payment of amounts due the Escrow Agent be remitted to the District free from the escrow created by the Agreement. The Escrow Agent shall not be liable or responsible for any loss resulting from any investment made pursuant to this section and in full compliance with the provisions hereof. Section 3 . Substitution of Securities in the Escrow Fund. Upon written request of the District, and after receiving from the District an unqualified opinion of a nationally recognized bond counsel that such substitution will not cause the 1995 Notes to be "arbitrage bonds" as defined in Section 148 of the Internal Revenue Code of 1986 and the regulations of the United States Department of the Treasury issued thereunder, and will not result in the breach of any covenant of the District contained in the Indenture, and after receiving from the District a written report of a nationally recognized firm of independent certified public accountants to the effect that the substitute securities will mature in such principal amounts and earn interest in such amounts and at such times so that sufficient money will be available to provide for the payment of the interest on and principal of and redemption premiums, if any, on the Refunded 1990 Motes from the Escrow Fund as provided in Section 4 hereof, the Escrow Agent shall sell, redeem or SF2-37955.1 4 i otherwise dispose of any securities in the Escrow Fund if, but only if, there are substituted therefor, from the proceeds of such securities, other non-callable direct obligations of the United States of America or obligations the payment of the interest on and principal of which is guaranteed by a pledge of the full faith and credit of the United States of America. Any proceeds of the sale, redemption or other disposition of such securities in the Escrow Fund not needed for the foregoing substitution purpose shall be remitted to the District free from the escrow created by the Agreement. The Escrow Agent shall not be liable or responsible for any loss resulting from any investment made pursuant to this section and in full compliance with the provisions hereof. Section 4. Payment from the Escrow Fund. The Escrow Agent is hereby irrevocably instructed to, and the Escrow Agent hereby agrees to, collect and deposit in the Escrow Fund the interest on and principal of the Escrow Securities held in the Escrow Fund promptly as such interest and principal become due, and to use such interest and principal, together with any other money deposited in the Escrow Fund, for the payment of the interest on and principal of the Refunded 1990 Notes maturing by their terms on and prior to September 1, 1999, as they respectively become due on and prior to such date and to redeem the Refunded 1990 Notes maturing on September 1, 2008, to and including September tember 1 2010 on September 1 1999 at the laces P , P and in the manner stipulated in the Refunded 1990 Notes and in the 1990 Resolution. SF2-37955.1 5 • Section 5. Deficiencies in the Escrow Fund. If at any time it shall appear to the Escrow Agent that the money in the Escrow Fund, including the anticipated proceeds of the Escrow Securities, will not be sufficient to make all payments required by Section 4 hereof, the Escrow Agent shall notify the District in writing as soon as reasonably practicable of such fact, stating the amount of such deficiency and the reason therefor, and the District shall use its best efforts to obtain and deposit with the Escrow Agent for deposit in the Escrow Fund, from any legally available moneys, the additional money necessary to make such payments; provided, that the Escrow Agent shall in no event or manner be responsible for the failure of the District to make any such deposit. Section 6. Compensation and Indemnification of the Escrow Agent. (a) The District shall pay the Escrow Agent a one-time fee of $ for its services hereunder and shall reimburse the Escrow Agent for its out-of-pocket expenses (including but not limited to the fees and expenses, if any, of its counsel or accountants) incurred by the Escrow Agent in connection with its services hereunder; Provided, that these fees and expenses shall in no event be deducted from the Escrow Fund, and provided further, that such fees and expenses shall not include the fees of the Escrow Agent acting in the capacity of the Paying Agent under the 1990 Resolution. (b) The District agrees to indemnify the Escrow Agent, its agents and its officers or employees for, and hold the Escrow SF2-37955.1 6 Agent, its agents and its officers or employees harmless from, liabilities, obligations, losses, damages, penalties, actions, judgments, suits, claims, costs, expenses and disbursements of any kind (including, without limitation, reasonable fees and disbursements of counsel or accountants for the Escrow Agent) which may be imposed on, incurred by, or asserted against the Escrow Agent or such other party at any time by reason of its performance of Escrow Agent's services, in any transaction arising out of the Agreement or any of the transactions contemplated herein, unless due to the negligence or willful misconduct of the particular indemnified party. Section 7. Functions of the Escrow Agent. (a) The Escrow Agent undertakes to perform only such duties as are expressly and specifically set forth in the Agreement and no implied duties or obligations shall be read into the Agreement against the Escrow Agent. (b) The Escrow Agent may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, and shall be protected and indemnified as stated in the Agreement, in acting, or refraining from acting, upon any written notice, instruction, request, certificate, document, report or opinion furnished to the Escrow Agent and reasonably believed by the Escrow Agent to have been signed or presented by the proper party, and it need not investigate any fact or matter stated in such notice, instruction, request, certificate, document, report or opinion. 3F2-37955.1 7 (c) The Escrow Agent shall not have any liability hereunder except to the extent of its own negligence or willful misconduct, and in no event shall the Escrow Agent be liable for any special, indirect or consequential damages, even if parties know of the possibility of such damages. The Escrow Agent shall have no duty or responsibility under the Agreement in the case of any default in the performance of covenants or agreements contained in the 1990 Resolution or in the case of the receipt of any written demand with respect to such default. The Escrow Agent is not required to resolve conflicting demands to money or property in its possession under the Agreement. (d) The Escrow Agent may consult with counsel of its own choice (which may be counsel to the District) and the opinion of such counsel shall be full and complete authorization to take or suffer in good faith any action in accordance with such opinion of counsel. (e) The Escrow Agent shall not be responsible for any of the recitals or representations contained herein or in the 1990 Resolution. (f) The Escrow Agent may become the owner of, or acquire any interest in, any of the 1990 Notes with the same rights that it would have if it were not the Escrow Agent, and may engage or be interested in any financial or other transaction with the District. (g) The Escrow Agent shall not be liable for the accuracy of the calculations as to the sufficiency of the Escrow Securities and the other money deposited in the Escrow Fund to SP247955.1 8 pay the interest on or principal of the Refunded 1990 Notes as provided in section 4 hereof. (h) The Escrow Agent shall not be liable for any action or omission of the District under the Agreement, the 1990 Resolution or otherwise. (i) Whenever in the administration of the trust of the Agreement the Escrow Agent shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of negligence or willful misconduct on the part of the Escrow Agent, be deemed to be conclusively proved and established by a certificate of an authorized representative of the District, and such certificate shall, in the absence of negligence or willful misconduct on the part of the Escrow Agent, be full warrant to the Escrow Agent for any action taken or suffered by it under the provisions of the Agreement upon the faith thereof. (j) The Escrow Agent may at any time resign by giving written notice to the District of such resignation. The District shall promptly appoint a successor Escrow Agent by the resignation date. Resignation of the Escrow Agent will be effective sixty (60) days after notice of the resignation is given as stated above or upon appointment of a successor Escrow Agent, whichever first occurs. If the District does not appoint a successor Escrow Agent by the resignation effective date, the resigning Escrow Agent may petition any court of competent SF2-3M5.1 9 jurisdiction for the appointment of a successor Escrow Agent (or may deposit with the court the Escrow Securities and money held by it in trust under the Agreement) , which court may thereupon, after such notice, if any, as it may deem proper and prescribe and as may be required by law, appoint a successor Escrow Agent. After receiving a notice of resignation of an Escrow Agent, the District may appoint a temporary Escrow Agent to replace the resigning Escrow Agent until the District appoints a successor Escrow Agent. Any such temporary Escrow Agent so appointed by the District shall immediately and without further act be superseded by the successor Escrow Agent so appointed. (k) The Escrow Agent will provide the District with annual statements of the account maintained hereunder. Section 8. Notices. All notices and communications hereunder shall be in writing and shall be deemed to be duly given if received or sent by first class mail, as follows: If to the District: Midpeninsula Regional Open Space District 330 Distel Circle Los Altos, California 94022 Attention: General Manager If to the Escrow Agent: Seattle-First National Bank Bond Trustee Services 1001 Fourth Avenue, filth Floor Seattle, Washington 98154 Section 9. Severability. If any section, paragraph, sentence, clause or provision of the Agreement shall for any reason be held to be invalid or unenforceable, the invalidity or sP2-3W55.1 10 t unenforceability of such section, paragraph, sentence, clause or provision shall not affect any of the remaining provisions of the Agreement. Section 10. Execution. The Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all together shall constitute but one and the same agreement. i sF2-V95$.1 11 i � IN WITNESS WHEREOF, the District and the Escrow Agent have caused the Agreement to be executed each on its behalf as of the day and year first above written. MIDPENINSULA REGIONAL OPEN SPACE DISTRICT By President of the Board of Directors [SEAL) Attest: Secretary of the Board of Directors SEATTLE-FIRST NATIONAL BANK By Assistant Vice President SF2-37955.1 12 III SCHEDULE I Cash Deposit [TO COME] Escrow Securities United States Treasury Certificates of Indebtedness State and Local Government Series Principal Amount Interest Rate Maturity Date [TO COME] SF2-37955.1 EXHIBIT A [TO COME] SF2-V955.1 A-1 MIDPENINSULA REGIONAL OPEN SPACE DISTRICT and FIRST INTERSTATE BANK OF CALIFORNIA, as Trustee INDENTURE Dated as of January 1, 1995 Relating to the Mid peninsula Regional Open Space District 1995 Promissory Notes SF2-37183.2 TABLE OF CONTENTS Page SECTION 1. Definitions . . . . . . . . . . . . . . . . . . . 1 SECTION 2. Equal Security . . . . . . . . . . . . . . . . . 6 SECTION 3 . Authority for the Issuance of the Notes 7 SECTION 4. Terms of the Notes . . . . . . . . . . . . . . . 7 SECTION 5. Form of the Notes . . . . . . . . . . . . . . . . 11 SECTION 6. Execution of the Notes . . . . . . . . . . . . . 18 SECTION 7. Appointment of Trustee; Registration and Transfer of the Notes . . . . . . . . . . . . . . 18 SECTION 8. Delivery of the Notes and Use of Depository . . . . . . . . . . . . . . . . . . . 21 SECTION 9. Payment of the Notes . . . . . . . . . . . . . . 24 SECTION 10. Reserve Fund . . . . . . . . . . . . . . . . . . 26 SECTION 11. Tax Covenants . . . . . . . . . . . . . . . . . 27 SECTION 12. General Covenants . . . . . . . . . . . . . . . 28 SECTION 13. Discharge of Notes . . . . . . . . . . . . . . . 29 SECTION 14. Events of Default and Remedies of Registered Owners of the Notes . . . . . . . . . 30 SECTION 15. Amendment or Supplement of the Indenture . . . . . . . . . . . . . . . . . . . 32 SECTION 16. Benefits of the Indenture Limited to Certain Parties, Successor is Deemed Included in All References to Predecessor . . . . . . . . . . . . . . . . . . 34 SECTION 17. Partial Invalidity . . . . . . . . . . . . . . . 34 SECTION 18. Effective Date of the Indenture . . . . . . . . 35 Execution . . . . . . . . . . . . . . . . . . . . . . . . . . 36 EXHIBITA . . . . . . . . . . . . . . . . . . . . . . . . . . A-1 SF2-37183.2 A-i INDENTURE This Indenture (the "Indenture") is made and entered into as of January 1, 1995, by and between the Midpeninsula Regional Open Space District, a regional open space district duly organized and existing under and by virtue of the laws of the State of California (the "District") , and First Interstate Bank of California, a state banking corporation duly organized and existing under and by virtue of the laws of the State of California and authorized to accept and execute trusts of the character herein set forth, as trustee (the "Trustee") ; WITNESSETH: WHEREAS, the Board of Directors of the District has determined to issue its 1995 Promissory Notes (the "Notes") to finance the costs of the acquisition of necessary and proper lands and facilities for open space purposes of the District and to refund certain of its outstanding promissory notes issued for such purposes pursuant hereto and to secure the Notes in the manner provided herein; and WHEREAS, the District has determined that all things necessary to cause the Notes, when executed by the District and authenticated by the Trustee and delivered as provided herein, to be legal obligations of the District enforceable in accordance with their terms, and to constitute the Indenture a valid agreement for the uses and purposes herein set forth in accordance with its terms, have been done and taken, and the execution and delivery hereof and the execution and delivery of the Notes, subject to the terms hereof, have in all respects been duly authorized; NOW, THEREFORE, THE INDENTURE WITNESSETH, that in order to secure the payment of the interest on and principal of and redemption premiums, if any, on all Notes at any time issued and outstanding hereunder according to their tenor, and to secure the observance and performance of all the agreements, conditions, covenants and terms therein and herein set forth, and to declare the conditions and terms upon and subject to which the Notes are to be issued and authenticated and delivered, and in consideration of the premises and of the mutual agreements and covenants herein contained and of the purchase and acceptance of the Notes by the respective owners thereof, and for other valuable considerations, the receipt whereof is hereby acknowledged, the District does hereby agree and covenant with the Trustee, for the benefit of the respective owners of the Notes, as follows: SECTION 1. Definitions. Unless the context otherwise requires, the terms defined in this section shall for all SF2-37183.2 purposes hereof and of the Notes and of any document mentioned herein have the meanings defined herein, the following definitions to be equally applicable to both the singular and plural forms of any of the terms defined herein: Acquisition Fund "Acquisition Fund" means the Midpeninsula Regional Open Space District 1995 Promissory Note Acquisition Fund established in Section 8. Board "Board" means the Board of Directors of the District. Business Day "Business Day" means a day of the year that is not a Saturday or Sunday or a day on which banking institutions located in San Francisco, California, are required or authorized to remain closed. Code "Code" means the Internal Revenue Code of 1986 and the regulations of the United States Department of the Treasury issued thereunder, and in this regard reference to any particular section of the Code shall include reference to all successor sections of the Code. Controller "Controller" means the Controller of the District. District "District" means the Midpeninsula Regional Open Space District, a regional open space district duly organized and existing under and pursuant to the Law and having the office of its Board of Directors in Santa Clara County, California. Federal Securities "Federal Securities" means (a) any securities now or hereafter authorized both the interest on and principal of which are guaranteed by the full faith and credit of the United States of America, or any units of a money-market portfolio composed of or collateralized by obligations guaranteed by the full faith and credit of the United States of America; (b) any of the following obligations of federal agencies not guaranteed by the United States of America: (1) participation certificates or senior debt obligations of the Federal Home Loan Mortgage Corporation, (2) bonds or debentures of the Federal Home Loan Bank Board SF2-37183.2 2 established under the Federal Home Loan Bank Act and bonds of any federal home loan bank established under said act, and (3) stocks, bonds, debentures, participations and other obligations of or issued by the Federal National Mortgage Association, the Student Loan Marketing Association, the Government National Mortgage Association and the Federal Home Loan Mortgage Corporation, as and to the extent that such securities or obligations are eligible for the legal investment of District funds; (c) any repurchase agreements which are secured by any of such securities or obligations that (1) have a fair market value (determined at least monthly) at least equal to one hundred two per cent (102%) of the amount invested in such repurchase agreement, (2) are in the possession of the Trustee or a third party acting solely as agent for the Trustee who holds a perfected first lien therein, and (3) are free from all third party claims; and (d) any investment contracts with a financial institution that are fully collateralized by obligations guaranteed by the full faith and credit of the United States of America. General Fund "General Fund" means the General Fund of the District now existing in the treasury of the District under the Law. Indenture "Indenture" means this Indenture. Interest and Principal Fund "Interest and Principal Fund" means the Midpeninsula Regional Open Space District 1995 Promissory Note Interest and Principal Fund established in Section 8. Law "Law" means Article 3 of Chapter 3 of Division 5 of the Public Resources Code of the State of California, as amended to date, and all laws amendatory thereof and supplemental thereto. Limited Taxes "Limited Taxes" means the limited ad valorem property taxes levied upon all taxable property in the District by the Board of Supervisors of Santa Clara County and by the Board of Supervisors of San Mateo County and allocated to the District under applicable law that are legally available to pay the interest on and principal of and redemption premiums, if any, on the Notes together with the payment on a parity of the interest on and principal of and redemption premiums, if any, on the District's outstanding 1988 Promissory Notes, 1990 Promissory SF2-37183.2 3 Notes and 1992 Promissory Notes and certain land acquisition contracts, but excluding the proceeds of any Tax Overrides. Manager "Manager" means the General Manager of the District. Notes "Notes" means the I'Midpeninsula Regional Open Space District 1995 Promissory Notes" designated as such in Section 4 and authorized to be issued by the District under and by the authority of the Law and under and pursuant hereto. Outstanding "Outstanding" means, with respect to the Notes and as of any date of calculation, all Notes authorized, issued, authenticated and delivered hereunder, except: (a) Notes cancelled or surrendered to the Trustee for cancellation pursuant to Section 7; (b) Notes deemed to have been paid as provided in Section 13; and (c) Notes in lieu of or in substitution for which other Notes shall have been authenticated and delivered pursuant to Section 7. President "President" means the President of the Board. Prior Notes "Prior Notes" means $ principal amount of the District's outstanding 1987 Promissory Notes, constituting those notes maturing as specified in Exhibit A attached hereto and incorporated herein, and $ principal amount of the District's outstanding 1990 Promissory Notes, constituting those notes maturing as specified in Exhibit A attached hereto and incorporated herein. 1995 Project 111995 Project" means those necessary and proper lands and facilities for open space purposes of the District which have been authorized by the Board to be acquired by the District and which have been determined by the Board to constitute the 1995 Project. SF2-37183.2 4 Rebate Fund "Rebate Fund" means the Midpeninsula Regional Open Space District 1995 Promissory Note Rebate Fund established in Section 11. Rebate Instructions "Rebate Instructions" means those calculations and directions required to be performed and delivered by the District under and pursuant to the Tax Certificate. Rebate Requirement "Rebate Requirement" has the meaning assigned to it in the Tax Certificate. Refunding Fund "Refunding Fund" means the Midpeninsula Regional Open Space District 1995 Promissory Note Refunding Fund established in Section 8. Reserve Fund "Reserve Fund" means the Midpeninsula Regional Open Space District 1995 Promissory Note Reserve Fund established in Section 8. Reserve Fund Requirement "Reserve Fund Requirement" means, as of any date of determination, the least of (a) $ , or (b) maximum annual payments of interest on and principal of the Notes due in the current or any future year ending on September 1, or (c) one hundred twenty-five per cent (125%) of the average annual payments of interest on and principal of the Notes due in the current or each future year ending on September 1, as computed by the District and specified to the Trustee; Provided, that such requirement (or any portion thereof) may be provided by one or more policies of municipal bond insurance or surety bonds issued by a municipal bond insurer or by a letter of credit issued by a bank if the obligations insured by such insurer or issued by such bank, as the case may be, have ratings at the time of issuance of such policy or surety bond or letter of credit equal to "Aaall or higher assigned by Moody's Investors Service and "AAA" or higher assigned by Standard & Poor's Corporation. Secretary "Secretary" means the Secretary of the Board. SF2-37183.2 5 Supplemental Indenture "Supplemental Indenture" means any indenture then in full force and effect that has been made and entered into by and between the District and the Trustee, amendatory of or supplemental hereto; but only to the extent that such Supplemental Indenture is specifically authorized hereunder. Tax Certificate "Tax Certificate" means that certificate executed by the District at the time of the original issuance, authentication and delivery of the Notes relating to the requirements of Section 148 of the Code, as originally executed and as it may from time to time be amended or supplemented. Tax Overrides "Tax Overrides" means any tax levied for the purpose of the payment of general obligation bonded indebtedness authorized by voters of the District. Treasurer "Treasurer" means the Treasurer of the District. Trustee "Trustee" means First Interstate Bank of California, a state banking corporation duly organized and existing under and by virtue of the laws of the State of California and authorized to accept and execute trusts of the character herein set forth, having a principal corporate trust office in Los Angeles or San Francisco, California, and its successors or assigns, or any other bank or trust company having a principal corporate trust office in San Francisco, California, which may at any time be substituted in its place as provided in Section 7 . Written Order "Written Order" means a written order of the District, signed by the President or Vice-President of the Board or the Manager, or by any other person authorized by resolution of the Board to perform an act or to sign a document on behalf of the District for purposes hereof. SECTION 2 . Equal Security. In consideration of the owners acceptance of the Notes b the registered o ner thereof, the P Y , Indenture shall be deemed to be and shall constitute a contract between the District and such registered owners to secure the full and final payment of the interest on and principal of and redemption premiums, if any, on all Notes which may from time to time be authorized, sold, executed, authenticated and delivered SF2-37183.2 6 i hereunder, subject to the agreements, conditions, covenants and terms contained herein; and all agreements, conditions, covenants and terms contained herein required to be observed or performed by or on behalf of the District shall be for the equal and proportionate benefit, protection and security of all registered owners of the Notes without distinction, preference or priority as to security or otherwise of any Notes over any other Notes by reason of the number thereof or the time of execution, authentication or delivery thereof or otherwise for any cause whatsoever, except as expressly provided herein or therein; provided, that the registered owners of the Notes shall have no benefits or rights in or to any money in the Refunding Fund. SECTION 3 . Authority for the Issuance of the Notes. The Board has reviewed all proceedings heretofore taken relative to the authorization of the Notes and has found, as a result of such review, and hereby finds and determines that all acts, conditions and things required by law to exist, to happen and to be performed precedent to the issuance of the Notes do exist, have happened and have been performed in regular and due time, form and manner as required by law, and the District is now duly authorized to issue the Notes and incur an indebtedness under and pursuant to the conditions and terms provided herein. SECTION 4. Terms of the Notes. Promissory notes of the District in the aggregate principal amount of $ are hereby authorized to be issued by the District under and pursuant to the Law for the purpose of financing the costs of the acquisition of the 1995 Project and the refunding of the Prior Notes, together with the payment of the related incidental expenses, which authorized issue of promissory notes is hereby designated the "Midpeninsula Regional Open Space District 1995 Promissory Notes. " The Notes shall be issued in fully registered form in the denomination of five thousand dollars ($5, 000) or any integral multiple thereof (but not to exceed the principal amount of Notes maturing on any one date) , shall be dated January 1, 1995, shall mature (subject to any right of prior redemption reserved herein) on the dates and in the principal amounts and shall bear interest (payable on September 1, 1995, and semiannually thereafter on March 1 and September 1 of each year until the Notes shall have been fully paid) at the rates per annum as set forth in the following schedule: SF2-37183.2 7 Maturity Date Principal Interest (September 1) Amount Rate 1997 $ 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 The Notes shall bear interest from the interest payment date next preceding the date of authentication and registration thereof, unless the Notes are authenticated and registered on a day during the period from the sixteenth (16th) day of the month next preceding an interest payment date to such interest payment date, both days inclusive, in which event they shall bear interest from such interest payment date, or unless the Notes are authenticated and registered on a day on or before the fifteenth (15th) day of the month next preceding the first interest payment date, in which event they shall bear interest from January 1, 1995. The interest due on and before the maturity or the prior redemption of the Notes shall be payable until the principal of the Notes shall have been fully paid by check mailed on each such interest payment date to the persons whose names appear as the registered owners thereof at the close of business as of the fifteenth (15th) day of the month next preceding each such interest payment date on the registration books required to be kept by the Trustee pursuant to Section 7 (except that in the case of a registered owner of one million dollars ($1, 000, 000) or more in aggregate principal amount of Notes Outstanding, payment shall be made at such registered owner's option by wire transfer of immediately available funds according to written instructions provided by such registered owner to the Trustee at least fifteen (15) days before such interest payment date) , and the principal of and the redemption premiums, if any, on the Notes shall be payable at the maturity of the Notes or upon the redemption prior to maturity only on surrender of the Notes by such registered owners to the Trustee at the principal corporate trust office of the Trustee in San Francisco, California, or any other location so designated by the Trustee. Both the interest on and principal of and SF2-37183.2 8 redemption premiums, if any, on the Notes shall be payable in lawful money of the United States of America. The Depository Trust Company, New York, New York is hereby appointed depository for the Notes; and the Notes shall be initially registered in the name of "Cede & Co. , " as nominee of The Depository Trust Company, and shall be evidenced by one Note maturing on each maturity date set forth herein in the total principal amount of the Notes to become due and payable on such maturity date and shall be numbered in consecutive order from R-1 upwards. Registered ownership of the Notes, or any portion thereof, may not thereafter be transferred except as provided in Section 7 or Section 8. The Notes maturing by their terms on or after September 1, 2005, shall be subject to optional redemption by the District on any interest payment date on or after September 1, 2004, prior to their respective maturity dates, as a whole, or in part in integral multiples of five thousand dollars ($5, 000) from such maturities selected by the District (and by lot within any one maturity if less than all the Notes of any one maturity are to be redeemed) , from any legally available funds of the District, upon mailed notice as hereinafter provided, at a redemption price equal to the following amount (expressed as a percentage of the principal amount of the Notes or the portions thereof called for redemption) , together with accrued interest thereon to the date of redemption, namely: Redemption Date Redemption Price September 1, 2004 102% March 1, 2005 101 On or after September 1, 2005, and prior to maturity 100 If less than all the Outstanding Notes of any one maturity date are to be redeemed at any one time, the Trustee shall select the Outstanding Notes or the portions thereof to be redeemed at such time from the Outstanding Notes maturing on such date by lot in any manner that it deems fair. Notice of redemption of any Note or any portion thereof shall be given by the Trustee by mailing a copy of such notice by first class mail to the registered owner thereof and to all securities depositories and securities information services selected by the District and set forth in a Written Order filed with the Trustee to comply with custom or the rules of any securities exchange or commission or brokerage board or otherwise as may be determined by the District in its sole discretion not less than thirty (30) days nor more than sixty (60) days before the redemption date; provided, that receipt of any such notice shall not be a condition precedent to the effect of such notice and neither failure to receive any such notice nor any immaterial SF2-37183.2 9 defect contained therein shall affect the validity of the proceedings for the redemption of such Note or such portion thereof. Such notice shall state the redemption date, the redemption price, the place of redemption, and shall designate the principal amount, the numbers and CUSIP numbers of the Notes to be redeemed in whole or in part, and shall require that such Notes be then surrendered at the office of the Trustee for redemption in whole or in part at such redemption price, giving notice also that further interest on the Notes or the portions thereof called for redemption will not accrue from and after such redemption date. If any Note so chosen for redemption is to be redeemed in part only, such notice shall also state that such Note is to be redeemed in part only and that upon the presentation of such Note for redemption there will be issued in lieu of the unredeemed portion of the principal amount thereof a new Note or Notes of the same interest rate and maturity date of an aggregate principal amount equal to the unredeemed portion thereof. If notice of redemption has been duly given as aforesaid and money for the payment of the redemption price of the Notes or the portions thereof so called for redemption is held by the Trustee, then on the redemption date designated in such notice such Notes or such portions thereof shall become due and payable, and from and after the date so designated interest on such Notes or the portions thereof so called for redemption shall cease to accrue and the registered owners of such Notes or such portions thereof shall have no rights in respect thereof except to receive payment of the redemption price thereof. From and after the original issuance, authentication and delivery of the Notes the findings and determinations of the Board respecting the Notes shall be conclusive evidence of the existence of the facts so found and determined in any action or proceeding in any court in which the validity of such Notes is at issue, and no bona fide purchaser of any of the Notes shall be required to see to the existence of any fact or to the performance of any condition or to the taking of any proceeding required prior to such issuance or to the application of the purchase price paid for the Notes. The validity of the issuance of the Notes shall not be dependent on or affected in any way by any proceedings taken by the District for acquiring the 1995 Project or refunding the Prior Notes or any contracts made by the District in connection therewith. The recital contained in the Notes that the Notes are issued under and pursuant to the Law and under and pursuant hereto shall be conclusive evidence of their validity and of the regularity of their issuance and all Notes shall be incontestable from and after their original issuance, authentication and delivery. The Notes shall be deemed to be issued, within the meaning hereof, whenever the definitive Notes (or any temporary Notes exchangeable therefor) have been delivered to the purchaser thereof and the purchase price thereof received. SF2-37183.2 10 SECTION 5. Form of the Notes. The Notes, including the Certificate of Authentication and Registration and the Assignment to appear thereon, shall be in substantially the following forms, the blanks being suitably filled in to comply with the provisions hereof, namely: SF2-37183.2 11 [Form of Note] UNITED STATES OF AMERICA STATE OF CALIFORNIA COUNTIES OF SANTA CLARA AND SAN MATEO MIDPENINSULA REGIONAL OPEN SPACE DISTRICT 1995 PROMISSORY NOTE No. $ Interest Maturity Date Rate Date of Note CUSIP September 1, January 1, 1995 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS Midpeninsula Regional Open Space District, a regional open space district duly organized and existing under and pursuant to the laws of the State of California, and having the office of its Board of Directors in Santa Clara County, California (the "District") , hereby acknowledges itself indebted to and, for value received, promises to pay (but only out of the funds hereinafter referred to, and subject to any right of prior redemption reserved herein) to the registered owner set forth above on the maturity date set forth above or upon the prior redemption hereof the principal sum set forth above, together with interest thereon at the interest rate per annum set forth above from the interest payment date next preceding the date of registration of this Note (unless this Note is registered on a day during the period from the sixteenth (16th) day of the month next preceding an interest payment date to such interest payment date, both days inclusive, in which event it shall bear interest from such interest payment date, or unless this Note is registered on a day on or before the fifteenth (15th) day of the month next preceding the first interest payment date, in which event it shall bear interest from January 1, 1995) , payable on September 1, 1995, and semiannually thereafter on March 1 and September 1 of each year. Interest due on and before the maturity or the prior redemption of this Note shall be payable until the principal hereof shall have been fully paid by check mailed on each such interest payment date to the registered owner hereof at the close of business as of the fifteenth (15th) day of the month next preceding each such interest payment date SF2-37183.2 12 (except that in the case of a registered owner of one million dollars ($1, 000, 000) or more in aggregate principal amount of Notes outstanding, payment shall be made at such registered owner's option by wire transfer of immediately available funds according to written instructions provided by such registered owner to the Trustee at least fifteen (15) days before such interest payment date) , and the principal hereof and the redemption premium, if any, hereon shall be payable at the maturity or upon the prior redemption of this Note only upon surrender hereof by the registered owner hereof at the principal corporate trust office of the Trustee, initially First Interstate Bank of California, in San Francisco, California, or any other location so designated by the Trustee (together with any successor trustee, the "Trustee") . Both the interest on and principal of and redemption premium, if any, on this Note are payable in lawful money of the United States of America. This Note is one of a duly authorized issue of promissory notes of the District designated as its 1995 Promissory Notes (the "Notes") aggregating Dollars $ in principal amount, all of like date and tenor (except for such variations as may be required to designate varying numbers, interest rates, denominations, maturities or redemption provisions) , and is issued under and by authority of Article 3 of Chapter 3 of Division 5 of the Public Resources Code of the State of California, as amended to date, and all laws amendatory thereof and supplemental thereto (the "Law") , and under and pursuant to the provisions of an Indenture dated as of January 1, 1995, by and between the District and the Trustee (the "Indenture") , to provide funds for the purpose of acquiring necessary and proper lands and facilities for open space purposes of the District and for refunding certain of the District's outstanding promissory notes issued for such purposes (all as more particularly provided in the Indenture) , and reference is hereby made to the Indenture for a description of the terms on which the Notes are issued, for the provisions with regard to the security for the repayment of the Notes and for the rights of the registered owners of the Notes, and all the terms of the Indenture are hereby incorporated herein and constituted a contract between the District and the registered owner of this Note, to all the provisions of which the registered owner of this Note, by his acceptance hereof, consents and agrees, and the registered owner of this Note shall have recourse to all the provisions of the Indenture and shall be bound by all the terms and conditions thereof. The Notes maturing by their terms on or after September 1, 2005, are subject to optional redemption by the District on any interest payment date on or after September 1, 2004, prior to their respective maturity dates, as a whole, or in part in integral multiples of five thousand dollars ($5, 000) from such maturities selected by the District (and by lot within any one maturity if less than all the Notes of any one maturity are SF2-37183.2 13 to be redeemed) , from any legally available funds of the District, upon mailed notice as hereinafter described, at a redemption price equal to the following amount (expressed as a percentage of the principal amount of the Notes or the portions thereof called for redemption) , together with accrued interest thereon to the date of redemption, namely: Redemption Date Redemption Price September 1, 2004 102% March 1, 2005 101 On or after September 1, 2005, and prior to maturity 100 If less than all the outstanding Notes of any one maturity date are to be redeemed at any one time, the Trustee shall select the outstanding Notes or the portions thereof to be redeemed at such time from the outstanding Notes maturing on such date by lot in any manner that it deems fair. As provided in the Indenture, notice of redemption of this Note or any portion hereof shall be given by the Trustee by mailing a copy of such notice by first class mail to the registered owner hereof and to all securities depositories and securities information services selected by the District to comply with custom or the rules of any securities exchange or commission or brokerage board or otherwise as may be determined by the District in its sole discretion not less than thirty (30) days nor more than sixty (60) days before the redemption date; provided, that receipt of such notice shall not be a condition precedent to the effect of such notice and neither failure to receive any such notice nor any immaterial defect contained therein shall affect the validity of the proceedings for the redemption of this Note or such portion hereof. If notice of redemption has been duly given as aforesaid, then on the redemption date designated in such notice this Note or such portion hereof shall become due and payable at the above-described redemption price, and if money for the payment of the above-described redemption price of this Note or such portion hereof is held by the Trustee, then from and after the date so designated interest on this Note or such portion hereof shall cease to accrue and the registered owner of this Note shall, as to this Note or such portion hereof, have no rights in respect hereof except to receive payment of the redemption price hereof on the redemption date hereof; provided, that if this Note is to be redeemed in part only, upon presentation of this Note for redemption there will be issued in lieu of the unredeemed portion of the principal amount hereof a new Note or Notes of the same interest rate and maturity date of an aggregate principal amount equal to the unredeemed portion hereof. SF2-37183.2 14 It is hereby recited, certified and declared that this Note is issued in strict conformity with the Constitution and laws of the State of California and with proceedings of the District authorizing the same, and that all acts, conditions and things required by law to exist, to happen and to be performed precedent to the issuance of this Note do exist, have happened and have been performed in the time, form and manner as required by law, and that this Note, together with all other indebtedness and obligations of the District, does not exceed any limit prescribed by the Constitution or laws of the State of California. It is hereby further recited, certified and declared that the Notes are limited obligations of the District and that the interest on and principal of and redemption premiums, if any, on the Notes are, as authorized by and subject to the Law, payable only from limited ad valorem property taxes levied upon all taxable property within the District by the Board of Supervisors of Santa Clara County and by the Board of Supervisors of San Mateo County, and allocated to the District under applicable law, that are legally available to pay the Notes together with the payment on a parity of the interest on and principal of the District's outstanding 1987 Promissory Notes, 1988 Promissory Notes, 1990 Promissory Notes and 1992 Promissory Notes and certain land acquisition contracts, or from other funds legally available therefor. The full faith and credit or taxing power of the District is not pledged for the payment of the interest on or principal of or redemption premiums, if any, on the Notes, and the Notes are not secured by a legal or equitable pledge of, or charge, lien or encumbrance upon, any property of the District or any of its income or revenue. This Note is transferable by the registered owner hereof, in person or by his duly authorized attorney, at the above-mentioned office of the Trustee, upon surrender of this Note for cancellation accompanied by delivery of a duly executed written instrument of transfer in a form approved by the Trustee, and thereupon a new Note or Notes of authorized denominations for a like aggregate principal amount and of the same maturity date will be issued to the transferee in exchange therefor, in the manner, subject to the conditions and upon payment of the charges provided in the Indenture. The District and the Trustee may deem and treat the registered owner of this Note as the absolute owner hereof for all purposes, and neither the District nor the Trustee shall be affected by any notice or knowledge to the contrary; and payment of the interest on and principal of and redemption premium, if any, on this Note shall be made only to such registered owner as above provided, which payment shall be valid and effectual to satisfy and discharge the liability on this Note to the extent of the sum or sums so paid. The Notes are authorized to be issued in the form of fully registered notes in the denomination of five thousand SF2-37183.2 15 dollars ($5,000) or any integral multiple thereof (not exceeding the principal amount of Notes maturing in any one year) , and, subject to the conditions and upon payment of the charges provided in the Indenture, the Notes may be exchanged at the above-mentioned office of the Trustee for the same aggregate principal amount of Notes of the same maturity date of other authorized denominations. This Note shall not be entitled to any benefits under the Resolution or become valid or obligatory for any purpose until the certificate of authentication and registration hereon endorsed shall have been signed by the Trustee. IN WITNESS WHEREOF, the District has caused this Note on its behalf to be signed by the manual or facsimile signature of the President of its Board of Directors and attested by the manual or facsimile signature of the Secretary of its Board of Directors and has caused the seal of the District to be impressed or printed hereon, all as of January 1, 1995. MIDPENINSULA REGIONAL OPEN SPACE DISTRICT B President of the Board of Directors (SEAL) Attest: Secretary of the Board of Directors [Form of Trustee's Certificate of Authentication and Registration] This is one of the Notes described in the within-mentioned Indenture which has been authenticated and registered as of FIRST INTERSTATE BANK OF CALIFORNIA, as Trustee B Authorized Signatory SF2-37183.2 16 (Form of Assignment] For value received the undersigned do(es) hereby sell, assign and transfer unto the within Note and do(es) hereby irrevocably constitute and appoint attorney to transfer the same on the register of the Trustee, with full power of substitution in the premises. Dated: SIGNATURE GUARANTEED BY: NOTE: The signature(s) to this Assignment must correspond with the name(s) as written on the face of the within Note in every particular, without alteration or enlargement or any change whatsoever, and the signature(s) must be guaranteed by an eligible guarantor institution (being banks, stock brokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program) pursuant to Securities and Exchange Commission Rule 17A(d) 15. Social Security Number, Taxpayer Identification Number or other identifying number of Assignee: Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation ("DTC") , to Issuer or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC) , ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof Cede & Co. , has an interest herein. SF2-37183.2 17 i I SECTION 6. Execution of the Notes. The President and the Secretary who may be in office at the date of the Notes, or at any time thereafter prior to the delivery of the Notes, and each of such officers, are hereby authorized and directed, respectively, as such officers to sign and attest each of the Notes on behalf of the District by use of their manual or facsimile signatures, and the Secretary is hereby additionally authorized and directed to impress or print the seal of the District thereon, which such signing and sealing shall be a sufficient and binding execution of the Notes by the District. In case any officer whose signature appears on the Notes shall cease to be such officer before the delivery of the Notes to the purchaser, such signature shall nevertheless be valid and sufficient for all purposes the same as though such officer had remained in office until the delivery of the Notes. Only such of the Notes as shall bear thereon a certificate of authentication and registration in the form hereinabove set forth, executed and dated by an authorized signatory of the Trustee, shall be entitled to any benefits hereunder or be valid or obligatory for any purpose, and the execution of such certificate shall be conclusive evidence that the Notes so authenticated and registered have been duly authorized, executed, issued and delivered hereunder and are entitled to the benefits hereof. I SECTION 7. Appointment of Trustees Registration and Transfer of the Notes. First Interstate Bank of California at its principal corporate trust office in San Francisco, California, is hereby appointed Trustee of the District for the purpose of performing all duties and obligations imposed upon it herein. The District may at any time in its sole discretion remove the Trustee initially appointed and any successor thereto and may appoint a successor or successors thereto by an instrument in writing; provided, the District agrees that it will at all times maintain a Trustee for the Notes having a principal corporate trust office in San Francisco, California. The Trustee may at any time resign and be discharged from its duties and obligations hereunder by giving forty-five (45) days' written notice of such resignation to the District; provided, that if no successor Trustee shall have been appointed and shall have accepted such appointment within ninety (90) days following the giving of notice of removal or notice of resignation as aforesaid, the resigning Trustee or any registered owner of the Notes (on behalf of himself and all other owners) may petition any court of competent jurisdiction to appoint a successor Trustee, which court may, upon such notice, if any, as such court may deem proper and prescribe, appoint a successor Trustee or grant such other legal or equitable release as such court may deem appropriate. The Trustee is hereby authorized and directed to pay interest on the Notes due on and before the maturity or the prior redemption thereof to the registered owners thereof as their names appear at the close of business as of the fifteenth (15th) day of the month preceding each such interest payment date on the registration books required to be kept by it pursuant to SF2-37183.2 18 this section as the registered owners thereof, such interest to be paid by check mailed on each such interest payment date to such registered owners at their addresses appearing on such books or at such other addresses as they may have filed with the Trustee for that purpose (except that in the case of a registered owner of one million dollars ($1, 000, 000) or more in aggregate principal amount of Notes outstanding, payment shall be made at such registered owner's option by wire transfer of immediately available funds according to written instructions provided by such registered owner to the Trustee at least fifteen (15) days before such interest payment date) , and to pay to such registered owners the principal of the Notes and any redemption premium thereon upon presentation and surrender of the Notes to the Trustee at maturity or upon the prior redemption thereof. The Trustee shall cancel and destroy all Notes paid by it at maturity or upon the prior redemption thereof and all Notes surrendered to it by the District, and shall deliver to the District a certificate of such destruction, and the Trustee shall keep accurate records of all Notes cancelled and destroyed by it hereunder. The District shall from time to time, subject to any agreement between the District and the Trustee then in force, pay the Trustee compensation for its services, reimburse the Trustee for all its advances and expenditures, including but not limited to advances to and fees and expenses of independent accountants, counsel and consultants or other experts employed by it in the exercise and performance of its duties and obligations hereunder, and indemnify and save the Trustee harmless against liabilities not arising from its own negligence or willful misconduct which it may incur in the exercise and performance of its duties and obligations hereunder. The recitals of facts, agreements and covenants contained herein and in the Notes shall be taken as statements, agreements and covenants of the District, and the Trustee does not assume any responsibility for the correctness of the same and does not make any representation as to the sufficiency or validity hereof or of the Notes, and shall not incur any responsibility in respect thereof other than in connection with the duties and obligations expressly assigned to or imposed upon it herein or in the Notes, and shall not be liable in connection with the performance of its duties and obligations hereunder except for its own negligence or willful misconduct. The Trustee shall not be required to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties and obligations hereunder, and the Trustee's rights to immunities and protection from liability hereunder and its payment of its fees and expenses shall survive its resignation or removal and the final payment or the defeasance of the Notes. The cost of printing of any Notes and any services rendered or any expenses incurred by the Trustee in connection with any exchange or transfer shall be paid by the District. SF2-37183.2 19 The Trustee will keep at its principal corporate trust office in Los Angeles or San Francisco, California, sufficient books for the registration, transfer and exchange of the Notes, which books shall at all times be open to inspection by the District during normal business hours, and upon presentation for such purpose the Trustee shall, under such reasonable regulations as it may prescribe, register or transfer or exchange the Notes on such books as hereinafter provided. Any Note may be transferred on such books by the registered owner thereof, in person or by his duly authorized attorney, upon payment by the person requesting such transfer of any tax or other governmental charge required to be paid with respect to such transfer and upon surrender of such Note for cancellation accompanied by delivery of a duly executed written instrument of transfer in a form approved by the Trustee. Whenever any Note or Notes shall be surrendered for transfer, the District shall execute and the Trustee shall authenticate and deliver a new Note or Notes of authorized denominations for a like aggregate principal amount and of the same maturity date. The District and the Trustee may deem and treat the registered owner of any Note as the absolute owner of such Note for the purpose of receiving payment thereof and for all other purposes, whether such Note shall be overdue or not, and neither the District nor the Trustee shall be affected by any notice or knowledge to the contrary received by the District or the Trustee; and payment of the interest on and principal of and redemption premium, if any, on such Note shall be made only to such registered owner as above provided, which payment shall be valid and effectual to satisfy and discharge liability on such Note to the extent of the sum or sums so paid. Any Note may be exchanged on such books by the registered owner thereof, in person or by his duly authorized attorney, upon payment by the person requesting such exchange of any tax or other governmental charge required to be paid with respect to such exchange and upon surrender of such Note for cancellation, for a like aggregate principal amount of Notes of the same maturity date of other authorized denominations. The cost of printing any new Notes shall be paid by the District. If any Note is mutilated, lost, stolen or destroyed, the District shall execute and the Trustee shall authenticate and register a new Note of the same date, maturity and denomination as that mutilated, lost, stolen or destroyed; provided, that in the case of any mutilated Note, such mutilated Note shall first be surrendered to the Trustee, and in the case of any lost, stolen or destroyed Note, there shall be first furnished to the Trustee evidence of such loss, theft or destruction which shall be satisfactory to the Trustee, together with an indemnity satisfactory to it. In the event any such Note shall have matured or been called for redemption, instead of issuing a duplicate Note, the Trustee may pay the same. The District and Sn-37183.2 20 the Trustee may charge the owner of such Note with their reasonable fees and expenses in connection with replacing any Note mutilated, lost, stolen or destroyed. The Trustee may consult with counsel (who may be counsel to the District) with regard to legal questions arising hereunder, and the opinion of such counsel shall be full and complete authorization and protection to the Trustee in respect of any action taken or suffered by it hereunder in good faith and in accordance therewith. The Trustee shall have no responsibility or liability with respect to any information, statement or recital in any official statement or other disclosure material prepared or distributed with respect to the issuance of the Notes. SECTION 8. Delivery of the Notes and Use of Depository. (a) The Secretary is directed to cause to be prepared a sufficient number of blank Notes of suitable quality and to cause the blank spaces thereof to be filled in to comply with the provisions hereof, and to procure their execution by the proper officers of the District, and to deliver them to the Treasurer, who shall safely keep the same and deliver them to the Trustee for authentication and registration after the sale thereof, and the Trustee shall deliver them to such purchaser upon receiving therefor the purchase price thereof and accrued interest thereon to the date of delivery. The President and the Secretary are further authorized and directed to make, execute and deliver to the purchaser of the Notes a signature certificate in the form customarily required by purchasers of notes of public districts certifying to the genuineness and due execution of the Notes, and the Trustee is hereby authorized and directed to make, execute and deliver to the purchaser of the Notes a receipt in the form customarily required by purchasers of notes of public districts evidencing the payment of the purchase price and the delivery of the Notes, which receipt shall be conclusive evidence that the Notes have been duly paid for and delivered. The purchaser of the Notes and any subsequent registered owner of the Notes are hereby authorized to rely upon and shall be justified in relying upon any such signature certificate and any such receipt with respect to the Notes issued and delivered pursuant to the authority hereof. (b) Notwithstanding any provision hereof to the contrary, the Notes shall be initially registered as provided in Section 3 , and registered ownership of the Notes, or any portion thereof, may not thereafter be transferred except: (i) To any successor of The Depository Trust Company or its nominee, or to any substitute depository designated pursuant to clause (ii) of this subsection (a "substitute depository") ; provided, that any successor of The Depository Trust Company or any substitute depository SF2-37183.2 21 shall be qualified under any applicable laws to provide the service proposed to be provided by it; (ii) To any substitute depository designated by the District, upon (1) the resignation of The Depository Trust Company or its successor (or any substitute depository or its successor) from its functions as depository, or (2) a determination by the District that The Depository Trust Company or its successor (or any substitute depository or its successor) is no longer able to carry out its functions as depository; provided, that any such substitute depository shall be qualified under any applicable laws to provide the services proposed to be provided by it; or (iii) To any person as provided below upon (1) the resignation of The Depository Trust Company or its successor (or any substitute depository or its successor) from its functions as depository; provided, that no substitute depository can be obtained, or (2) a determination by the District that it is in the best interests of the District to remove The Depository Trust Company or its successor (or any substitute depository or its successor) from its functions as depository. In the case of any transfer pursuant to clause (i) or clause (ii) of this subsection, upon receipt of all Outstanding Notes by the Trustee, together with a Written Order to the Trustee, a new Note shall be executed, authenticated and delivered for each maturity of the Notes then Outstanding, registered in the name of such successor or such substitute depository, or their nominees, as the case may be, all as specified in such Written Order. In the case of any transfer pursuant to clause (iii) of this subsection, upon receipt of all Outstanding Notes by the Trustee, together with a Written Order to the Trustee, new Notes shall be executed and delivered in such denominations and registered in the names of the registered owners thereof, subject to the limitations of Section 4; provided, that the Trustee shall not be required to deliver such new Notes within a period less than sixty (60) days from the date of receipt of such Written Order, and subsequent to any transfer pursuant to clause (iii) of this subsection the Notes shall be transferred as provided in Section 7. In the case of partial redemption or an advance refunding of the Notes, The Depository Trust Company shall make an appropriate notation on the Notes indicating the date and amounts of such reduction in principal, in form acceptable to the District. The District and the Trustee shall have no responsibility for transmitting payments to, communication with, notifying, or otherwise dealing with any beneficial owners of the Notes, and neither the District nor the Trustee will have any Sn-37183.2 22 responsibility or obligations, legal or otherwise, to the beneficial owners or to any other party, including The Depository Trust Company or its successor (or any substitute depository or its successor) , except as the registered owner of a Note. So long as the Outstanding Notes are registered in the name of Cede & Co. or its registered assigns, the District and the Trustee shall cooperate with Cede & Co. , as sole registered Owner, and its registered assigns in effecting payment of the principal and redemption premiums, if any, and interest evidenced and represented by the Notes by arranging for payment in such manner that funds for such payments are properly identified and are made immediately available on the date they are due. (c) Upon the receipt of payment for the Notes when the same shall have been duly sold and delivered, the Trustee shall set aside and deposit the proceeds received from such sale in the following respective funds and in the following order of priority: (i) The Trustee shall deposit in the "Midpeninsula Regional Open Space District 1995 Promissory Note Interest and Principal Fund, " which fund the District hereby agrees and covenants to establish and maintain with the Trustee until payment in full (or provision therefor made) of all interest on and principal of and redemption premiums, if any, on the Notes, a sum of money equal to the accrued interest from the date of the Notes to the date of the payment of the purchase price thereof. (ii) The Trustee shall deposit in the "Midpeninsula Regional Open Space District 1995 Promissory Note Reserve Fund, " which fund the District hereby agrees and covenants to establish and maintain with the Trustee until payment in full (or provision therefor made) of all interest on and principal of and redemption premiums, if any, on the Notes, a sum of money equal to the Reserve Fund Requirement. (iii) The Trustee shall deposit in the "Midpeninsula Regional Open Space District 1995 Promissory Note Refunding Fund, " which fund the District hereby agrees and covenants to establish and maintain with the Trustee until 1, 1995, an amount of such proceeds which, together with other available money transferred at the same time by the District to the Trustee in the amount of $ , will be sufficient (as determined by the District) to provide for the refunding of all outstanding Prior Notes in accordance with a Written Order delivered to the Trustee. All money in the Refunding Fund shall be transferred by the Trustee to the respective paying agents for the Prior Notes and used by such paying agents to refund the Prior Notes, in accordance with such Written Order; provided, that after such transfer by the Trustee any remaining balance in the Refunding Fund I sF2-37183.2 23 i . shall be transferred by the Trustee to the Treasurer for deposit in the Acquisition Fund. (iv) The Trustee shall transfer the remainder of the proceeds received from the sale of the Notes to the Treasurer for deposit in the I'Midpeninsula Regional Open Space District 1995 Promissory Note Acquisition Fund, " which fund the District hereby covenants and agrees to establish and maintain with the Treasurer until payment of all costs of the issuance of the Notes and the payment of the costs of acquisition of the Project. All money in the Acquisition Fund shall be withdrawn therefrom solely for paying costs of the issuance of the Notes (including, but not limited to, all printing and document preparation expenses in connection with the Notes and the preliminary official statement and official statement pertaining to the Notes, rating agency fees, CUSIP Service Bureau charges, the initial fees and expenses of the Trustee, and other fees and expenses incurred in connection with the issuance of the Notes and the acquisition of the 1995 Project) , including reimbursing the District for any such costs theretofore paid by it, except that any balance of money in the Acquisition Fund not needed or used for such purposes, after the closure of such fund, shall be transferred to the Trustee for deposit in the Interest and Principal Fund. All money in the Acquisition Fund shall, pending expenditure, be deposited or invested as determined by the Controller as permitted by law in any lawful investments of the District so as to obtain the highest yield that the Controller deems practicable, having due regard for the safety of such deposits and investments; provided, that all such deposits and investments shall be withdrawable or shall mature, as the case may be, to coincide as nearly as practicable with the time when such money is expected to be withdrawn for use hereunder. All proceeds of such deposits or investments shall (except as otherwise provided by Section 11) be deposited as and when received in the Acquisition Fund. SECTION 9. Payment of the Notes. The Notes are limited obligations of the District, and the interest on and principal of and redemption premiums, if any, on the Notes shall, as authorized by and subject to the Law, be paid only from the Limited Taxes, or from other funds legally available therefor. The full faith and credit or taxing power of the District is not pledged for the payment of the interest on or principal of or redemption premiums, if any, on the Notes, and the Notes are not and shall not be secured by a legal or equitable pledge of, or charge, lien or encumbrance upon, any property of the District or any of its income or revenue. In order to provide for the timely payment of the interest on and principal of and redemption premiums, if any, on the Notes as the same becomes due, the District agrees and SF2-37183.2 24 covenants, consistent with the foregoing and as authorized by and subject to the Law, that until the interest on and the principal of and redemption premiums, if any, on the Notes are paid in full or until there is a sum held by the Trustee set apart for that purpose sufficient to meet all payments of the interest on and principal of and redemption premiums, if any, on the Notes as they become due, it will annually set aside a portion of the Limited Taxes (or other legally available funds of the District) sufficient to pay such interest and principal and redemption premiums, if any, that will become due before the proceeds of the Limited Taxes levied at the next general tax levy will be available for such purpose. In order to implement this provision, the District further agrees and covenants that it will set aside, as soon as possible after the receipt of the Limited Taxes that become delinquent after April 10 of each year (commencing with such Limited Taxes that become delinquent after April 10, 1995) , an amount of such Limited Taxes (or other legally available funds of the District) equal to the interest that becomes due and payable on the Notes on the next succeeding September 1 plus the redemption premiums, if any, on the Notes that become due on the Notes on or prior to such date plus the principal of the Notes that becomes due and payable on the next succeeding September 1, and that it will set aside, as soon as possible after the receipt of such Limited Taxes that become delinquent after December 10 of each year (commencing with such Limited Taxes that become delinquent after December 10, 1995) , an amount of such Limited Taxes (or other legally available funds of the District) equal to the interest that becomes due and payable on the Notes on the next succeeding March 1 plus the redemption premiums, if any, on the Notes that become due on or prior to such date. All such amounts of Limited Taxes (or other legally available funds of the District) shall be transferred as soon as received by the District by the Controller to the Trustee for deposit in the Interest and Principal Fund. All money in the Interest and Principal Fund shall be used solely for the payment of the interest on and principal of and redemption premiums, if any, on the Notes; provided, that when all the interest on and principal of and redemption premiums, if any, on the Notes have been paid, any balance of money then remaining in the Interest and Principal Fund shall be transferred by the Trustee to the Controller for deposit in the General Fund. All money in the Interest and Principal Fund shall, pending its disbursement as above provided, be deposited or invested by the Trustee as directed in writing by the Controller in Federal Securities so as to obtain the highest yield that the Controller deems practicable, having due regard for the safety of such deposits and investments and subject to the provisions of Section 11; provided, that all such deposits and investments shall be withdrawable or shall mature, as the case may be, to coincide as nearly as practicable with the time when such money SF2-37183.2 25 is required to be withdrawn for use hereunder. All proceeds of such deposits or investments shall (except as otherwise provided by Section 11) be deposited as and when received in the Interest and Principal Fund. The Trustee shall not be liable or responsible for any loss suffered in connection with any such deposit or investment made by it under the terms of and in accordance with this section. The covenants and agreements set forth herein are for the equal and proportionate benefit, security and protection of all owners of the Notes and the District's outstanding 1987 Promissory Notes, 1988 Promissory Notes, 1990 Promissory Notes and 1992 Promissory Notes and certain land acquisition contracts and any additional notes which may hereafter be issued on a parity with the Notes, without preference or distinction as to security or otherwise of any such obligations over any of the other by reason of the number or date thereof or the time of sale, execution or delivery hereof. SECTION 10. Reserve Fund. The money in the Reserve Fund shall be used solely for the payment of the interest on and principal of and redemption premiums, if any, on the Notes in the event and to the extent that the District has provided to the Trustee no other money available therefor, except that (1) any money in the Reserve Fund in excess of the Reserve Fund Requirement may be withdrawn from the Reserve Fund and transferred by the Trustee to the Controller for deposit in the General Fund upon receipt by the Trustee of a Written Order, and (2) the money in the Reserve Fund may be used (together with any other money available for that purpose) for the retirement or refunding of all the Outstanding Notes. Whenever any withdrawals from the Reserve Fund reduce the balance therein below the Reserve Fund Requirement, the Reserve Fund shall be replenished to the Reserve Fund Requirement from the first available Limited Taxes (or other legally available funds of the District) , except that the District shall not be obligated to make any payments into the Reserve Fund at any time when the money contained therein and in the Interest and Principal Fund is at least equal to the principal amount of the Outstanding Notes plus the interest then due and thereafter to become due thereon. All money in the Reserve Fund shall, pending its use, be deposited or invested by the Trustee as directed in writing by the Controller in Federal Securities so as to obtain the highest yield that the Controller deems practicable, having due regard for the safety of such deposits and investments and subject to the provisions of Section 11; provided, that all such deposits and investments shall be withdrawable or shall mature, as the case may be, to coincide as nearly as practicable with the time when such money is expected to be withdrawn for use hereunder, and in any event not later than September 1, 2014. All proceeds of such deposits or investments shall (except as otherwise provided by Section 11) be deposited as and when received in the SF2-37183.2 26 Interest and Principal Fund. The Trustee shall not be liable or responsible for any loss suffered in connection with any such deposit or investment made by it under the terms of and in accordance with this section. When all the interest on and the principal of the Notes has been paid, any balance of money then remaining in the Reserve Fund shall be transferred by the Trustee to the Controller for deposit in the General Fund. SECTION 11. Tax Covenants. (a) The District will not take any action, or fail to take any action, if such action or failure to take such action would adversely affect the exclusion from gross income of the interest on the Notes pursuant to Section 103 of the Code. The District will not directly or indirectly use or make any use of the proceeds of the Notes or any other funds of the District or take or omit to take any action that would cause the Notes to be "arbitrage bonds" subject to federal income taxation by reason of Section 148 of the Code or "private activity bonds" subject to federal income taxation by reason of Section 141(a) of the Code or obligations subject to federal income taxation because they are "federally guaranteed" as provided in Section 149 (b) of the Code. The District, with respect to the proceeds of the Notes and such other funds, will comply with all requirements of such sections of the Code, and all regulations of the United States Department of the Treasury issued thereunder to the extent that such regulations are, at the time, applicable and in effect; provided, that if the District shall obtain an opinion of nationally recognized bond counsel to the effect that any action required under this section is no longer required to maintain the exclusion from gross income of the interest on the Notes pursuant to Section 103 of the Code, the District may rely conclusively on such opinion in complying with the provisions hereof; and provided further, that in the event that at any time the Board is of the opinion that for purposes of this section it is necessary to restrict or limit the yield on the investment of any moneys held by the District hereunder or otherwise, the Board shall so instruct the Controller in writing, and the Controller shall take such action as may be necessary in accordance with such instructions. (b) Without limiting the generality of the foregoing, the District will, consistent with the Tax Certificate, pay from time to time all amounts required to be rebated to the United States of America pursuant to Section 148 (f) of the Code and all regulations of the United States Department of -Treasury issued thereunder to the extent that such regulations are, at the time, applicable and in effect, which obligation shall survive payment in full or defeasance of the Notes. To that end, there is hereby established in the treasury of the District a fund to be known as the I'Midpeninsula Regional Open Space District 1995 Promissory Notes Rebate Fund" to be held and administered by the Controller. The District will comply with the provisions of the Tax SF2-37183.2 27 Certificate with respect to making deposits in the Rebate Fund, and moneys held in the Rebate Fund are pledged to provide payments to the United States of America as provided herein and in the Tax Certificate and no other person shall have claim to such moneys except as provided in the Tax Certificate. SECTION 12 . General Covenants. The District agrees and covenants that, until payment in full of all the interest on and principal of and redemption premiums, if any, on the Notes (or provision satisfactory for such payment shall have been made) , it will: A. Duly and punctually pay or cause to be paid the interest on and principal of and redemption premiums, if any, on the Notes in accordance with the conditions and terms thereof and with the conditions and terms hereof. B. Incur no additional indebtedness or capital lease obligations payable from the Limited Taxes received by the District having any priority in payment to the payment of the interest on or principal of or redemption premiums, if any, on the Notes. C. Incur no additional indebtedness or capital lease obligations payable from the Limited Taxes received by the District on a parity in payment of the interest on or principal of or redemption premiums, if any, on the Notes unless it shall have first filed with the Trustee a certificate (which the Trustee shall maintain in its files, but shall have no responsibility for the review or verification thereof) executed by the Controller showing: 1. The total Limited Taxes received by the District in its most recent audited fiscal year, as shown by the most recent audited financial statement of the District, plus the total subventions in lieu of taxes received by the District from the State of California in such fiscal year; 2. The debt service payable by the District during its next succeeding fiscal year on all indebtedness or capital lease obligations of the District that would be payable from the Limited Taxes on a parity with the Notes and the debt service that is payable on the outstanding Notes in the next succeeding fiscal year; 3 . That the total defined in subparagraph 1 above is at least one hundred twenty-five per cent (125%) of the total defined in subparagraph 2 above. D. Prepare and adopt a budget for each fiscal year, which budget shall provide for the payment of the interest and redemption premiums, if any, on and the principal of the Notes becoming due and payable in such fiscal year and for SF2-37183.2 28 appropriations of the Limited Taxes fully sufficient to make such payments. A Written Order shall be filed by the District with the Trustee within twenty (20) days of the adoption of each such budget, which order shall state that adequate provision has been made in such budget for the purposes hereof. The budgets of the District on file with the Trustee shall be open to inspection during regular business hours by any registered owner of the Notes. SECTION 13 . Discharge of Notes. (a) If the District shall pay or cause to be paid or there shall otherwise be paid to the registered owners of all outstanding Notes the interest thereon and the principal thereof and the redemption premiums, if any, thereon at the times and in the manner stipulated therein and herein, then all agreements, covenants and other obligations of the District to the registered owners of such Notes hereunder shall thereupon cease, terminate and become void and be discharged and satisfied. In such event, the Trustee shall execute and deliver to the District all such instruments as may be necessary or desirable to evidence such discharge and satisfaction, and the Trustee shall pay over or deliver to the District all money or securities held by it pursuant hereto which are not required for the payment of the interest on or principal of and redemption premiums, if any, on such Notes or any outstanding fees or expenses of the Trustee. (b) Any Outstanding Notes shall on the maturity date or redemption date thereof be deemed to have been paid within the meaning of and with the effect expressed in subsection (a) of this section if there shall be on deposit with the Trustee money which is sufficient to pay the interest due on such Notes on such date and the principal and redemption premiums, if any, due on such Notes on such date. (c) Any Outstanding Notes shall prior to the maturity date or redemption date thereof be deemed to have been paid within the meaning and with the effect expressed in subsection (a) of this section if (1) in case any such Notes are to be redeemed on any date prior to their maturity date, the District shall have agreed to mail a notice of redemption to the respective registered owners of all Outstanding Notes and to those securities depositories or securities information services selected by it pursuant to Section 4, (2) there shall have been deposited with an escrow agent or the Trustee either money in an amount which shall be sufficient or Federal Securities which are not subject to redemption except by the holder thereof prior to maturity (including any Federal Securities issued or held in book-entry form on the books of the Department of the Treasury of the United States of America) or municipal obligations which have been defeased with Federal Securities and which are rated in the highest rating category either by Moody's Investors Service or Standard & Poor's Corporation the interest on and principal of SF2-37183.2 29 which when paid will provide money which, together with the money, if any, deposited with such escrow agent or the Trustee at the same time, shall be sufficient to pay when due the interest to become due on such Notes on and prior to the maturity dates or redemption dates thereof, as the case may be, and the principal of and redemption premiums, if any, on such Notes on and prior to the maturity dates or the redemption dates thereof, as the case may be, as evidenced by a report of an independent certified public accountant or other competent verification agent appointed by the District on file with the District and the Trustee, and (3) in the event such Notes are not by their terms subject to redemption within the next succeeding sixty (60) days, the District shall have agreed to mail a notice to the registered owners of such Notes and to those securities depositories or securities information services selected by it pursuant to Section 4 that the deposit required by clause (2) above has been made with such escrow agent or the Trustee and that such Notes are deemed to have been paid in accordance with this section and stating the maturity dates or redemption dates, as the case may be, upon which money is to be available for the payment of the principal of and redemption premiums, if any, on such Notes. (d) Anything contained herein to the contrary notwithstanding, any money held by the Trustee in trust for the payment and discharge of any of the Notes or any interest thereon which remains unclaimed for two (2) years after the date when such Notes or interest thereon have become due and payable, either at their stated maturity dates or by call for redemption prior to maturity, if such money was held by the Trustee on such date, or for two (2) years after the date of deposit of such money if deposited with the Trustee after the date when such Notes or interest thereon became due and payable, shall be repaid by the Trustee to the District as its absolute property free from trust and for use in accordance with the Law, and the Trustee shall thereupon be released and discharged with respect thereto and the registered owners of such Notes shall look only to the District for the payment of such Notes and interest thereon; provided, q that before the Trustee shall be required to make any such repayment the District shall mail pursuant to Section 4 a notice to the registered owners of all Outstanding Notes that such money remains unclaimed and that after a date named in such notice, which date shall not be less than thirty (30) days after the date of the mailing of such notice, the balance of such money then unclaimed will be returned to the District. SECTION 14. Events of Default and Remedies of Registered Owners of the Notes. If any one or more of the following events (herein an "Event of Default") shall happen, that is to say: (a) If default shall be made in the due and punctual payment of the interest on any Note when and as the same shall become due and payable; SF2-37183.2 30 I (b) If default shall be made in the due and punctual payment of the principal of or redemption premium, if any, on any Note when and as the same shall become due and payable; (c) If default shall be made by the District in the observance or performance of any of the other agreements, conditions, covenants or terms on its part contained herein or in the Notes, and such default shall have continued for a period of sixty (60) days after the District shall have been given notice in writing of such default by the Trustee; provided, that such default shall not constitute an Event of Default hereunder if the District shall commence to cure such default within such sixty (60) -day period and thereafter diligently and in good faith shall proceed to cure such default within a reasonable period of time; or (d) If the District shall file a petition or answer seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law of the United States of America, or if a court of competent jurisdiction shall approve a petition, filed with or without the consent of the District, seeking reorganization under the federal bankruptcy laws or any other applicable law of the United States of America, or if, under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or control of the District or of the whole or any substantial part of its property; then, and in each and every such case during the continuance of such Event of Default, the Trustee may, and upon the written consent of the registered owners of not less than twenty-five per cent (25%) in aggregate principal amount of the Notes at the time outstanding, shall have the right and be entitled (for the benefit of all registered owners of the Notes similarly situated) (a) by mandamus or other suit or proceeding at law or in equity to enforce his rights against the District or any member of the Board or officer or employee of the District, and to compel the District or any such member of the Board or officer or employee to perform and carry out their duties under the Law and the agreements and covenants with the registered owners of the Notes contained herein; (b) by suit in equity to enjoin any acts or things which are unlawful or violate the rights of the registered owners of the Notes; or (c) by suit in equity upon the nonpayment of the Notes to require the District or any member of the Board or officer or employee of the District to account as the trustee of an express trust. SF2-37183.2 31 Nothing in this section or in any other provision herein or in the Notes shall affect or impair the obligation of the District, which is absolute and unconditional, to pay the interest on and principal of and redemption premiums, if any, on the Notes to the respective registered owners of the Notes at the respective dates of maturity or upon prior redemption as provided herein from the funds provided herein, or shall affect or impair the right of such registered owners, which is also absolute and unconditional, to institute suit to enforce such payment by virtue of the contract embodied herein and in the Notes. A waiver of any default or breach of duty or contract by any registered owner of any Note shall not affect any subsequent default or breach of duty or contract and shall not impair any rights or remedies on any such subsequent default or breach of duty or contract, delay or omission by any registered owner of any Note to exercise any right or remedy accruing upon any default or breach of duty or contract shall impair any such right or remedy or shall be construed to be a waiver of any such default or breach of duty or contract or an acquiescence therein, and every right and remedy conferred upon such registered owners by the Law or hereby may be enforced and exercised from time to time and as often as shall be deemed expedient by such registered owners. If any action, proceeding or suit to enforce any right or exercise any remedy is abandoned or determined adversely to any registered owner of a Note, the District and such registered owner shall be restored to their former positions, rights and remedies as if such action, proceeding or suit had not been brought or taken. No remedy herein conferred upon or reserved to the registered owners of the Notes is intended to be exclusive of any other remedy, and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise, and may be exercised without exhausting and without regard to any other remedy conferred by the Law or any other law. SECTION 15. Amendment or Supplement of the Indenture. The Indenture and the rights and obligations of the District and of the registered owners of the Notes may be amended or supplemented at any time by the execution and delivery of a Supplemental Indenture by the District and the Trustee, which Supplemental Indenture shall become binding when the written consents of the registered owners of sixty per cent (60%) or more in aggregate principal amount of the Notes then Outstanding (exclusive of Notes disqualified as provided herein) are filed with the Trustee. No such amendment or supplement shall (1) extend the maturity of or reduce the interest rate on or otherwise alter or impair the obligation of the District to pay SF2-37183.2 32 the interest on or principal of or redemption premium, if any, on any Note at the time and place and at the rate and in the currency and from the funds provided herein without the express written consent of the registered owner of such Note, or (2) permit the issuance by the District of any obligations payable from the proceeds of the Limited Taxes other than as provided herein, or jeopardize the ability of the District to levy and collect the Limited Taxes, or (3) reduce the percentage of Notes required for the written consent to any such amendment or supplement, or (4) modify any rights or obligations of the Trustee without its prior written assent thereto. The Indenture and the rights and obligations of the District and of the registered owners of the Notes may also be amended or supplemented at any time by the execution and delivery of a Supplemental Indenture by the District and the Trustee, which Supplemental Indenture shall become binding upon execution without the prior written consent of any registered owners of the Notes, but only to the extent permitted by law and after receiving an approving opinion of Counsel and only for any one or more of the following purposes -- i (a) To add to the agreements and covenants required herein to be performed by the District other agreements and covenants thereafter to be performed by the District which shall not (in the opinion of the District) adversely affect the interests of the registered owners of the Notes, or to surrender any right or power reserved herein to or conferred herein upon the District which shall not (in the opinion of the District) adversely affect the interests of the registered owners of the Notes; (b) To make such provisions for the purpose of curing any ambiguity or of curing, correcting or supplementing any defective provision contained herein or in regard to questions arising hereunder which the District may deem desirable or necessary and not inconsistent herewith and which shall not (in the opinion of the District) adversely affect the interests of the registered owners of the Notes; (c) To make such additions, deletions or modifications as may be necessary or appropriate to insure compliance with Section 148 (f) of the Code relating to the required rebate of excess investment earnings to the United States of America, or otherwise as may be necessary to insure exclusion from gross income for purposes of federal income taxation of the interest on the Notes; or (d) To make such additions, deletions or modifications as may be necessary or appropriate to maintain any then current rating by either Moody's Investors Service or Standard & Poor's Corporation on the Notes. SF2-37183.2 33 Notes owned or held for the account of the District shall not be deemed Outstanding for the purpose of any consent or other action or any calculation of Outstanding Notes provided for in this section and shall not be entitled to consent to or take any other action provided for in this section. After the effective date of any action taken as hereinabove provided, the District may determine that the Notes may bear a notation by endorsement in form approved by it as to such action, and in that case upon demand of the registered owner of any Note Outstanding on such effective date and presentation of his Note for such purpose at the principal corporate trust office of the Trustee in San Francisco, California, a suitable notation as to such action shall be made on such Note. If the District shall so determine, new Notes so modified as, in the opinion of the District, shall be necessary to conform to such action shall be prepared and executed, and in that case upon demand of the registered owner of any Note Outstanding on such effective date such new Notes shall, upon surrender of such Outstanding Notes, be exchanged at the principal corporate trust office of the Trustee in San Francisco, California, without cost to each registered owner for Notes then outstanding. The provisions of this section shall not prevent any registered owner of the Notes from accepting any amendment or supplement as to any particular Notes held by such registered owner; provided, that due notation thereof is made on such Notes. SECTION 16. Benefits of the Indenture Limited to Certain Parties, successor is Deemed Included in All References to Predecessor. Nothing contained herein, express or implied, is intended to give to any person other than the District, the Board, the Trustee and the registered owners of the Notes any right, remedy or claim under or by reason hereof, and any agreement or covenant required herein to be performed by or on behalf of the District or the Board or any officer or employee thereof shall be for the sole and exclusive benefit of the Trustee and the registered owners of the Notes. Whenever either the District or the Board or any officer or employee thereof is named or referred to herein, such reference shall be deemed to include the successor to the powers, duties and functions with respect to the administration, control and management of the affairs of the District that are presently vested in the District or the Board or such officer or employee, and all agreements and covenants required herein to be performed by or on behalf of the District or the Board or any officer or employee thereof shall bind and inure to the benefit of the respective successors thereof whether so expressed or not. SECTION 17. Partial Invalidity. If any one or more of the agreements, conditions, covenants or terms or portions thereof required hereby to be observed or performed by the District or the Board or any officer or employee thereof or the SF2-37183.2 34 Trustee should be contrary to law, then such agreement or agreements, such condition or conditions, such covenant or covenants or such term or terms or such portions thereof shall be null and void and shall be deemed separable from the remaining agreements, conditions, covenants or terms or portions thereof and shall in no way affect the validity hereof or of the Notes; and the registered owners of the Notes shall retain all the rights and benefits accorded to them under the Law or any other applicable provisions of law. The District hereby declares that it would have executed the Indenture and each and every other article, section, paragraph, subdivision, sentence, clause and phrase hereof and would have authorized the issuance of the Notes pursuant hereto irrespective of the fact that any one or more of the articles, sections, paragraphs, subdivisions, sentences, clauses or phrases hereof or the application thereof to any person or circumstance may be held to be unconstitutional, unenforceable or invalid. SECTION 18. Effective Date of the Indenture. The Indenture shall take effect from and after its execution and delivery. SF2-37183.2 35 IN WITNESS WHEREOF, the Midpeninsula Regional Open Space District has caused the Indenture to be signed in its name by its President and its seal to be hereunto affixed and to be attested by its Secretary, and First Interstate Bank of California, as Trustee, in token of its acceptance of the trusts created hereunder, has caused the Indenture to be signed in its corporate name by its officer thereunto duly authorized, all as of the date and year first above written. MIDPENINSULA REGIONAL OPEN SPACE DISTRICT By President of the Board of Directors [SEAL] ATTEST: Secretary of the Board of Directors FIRST INTERSTATE BANK OF CALIFORNIA, as Trustee By Authorized Officer Sr2-37183.2 36 I c EXHIBIT A [TO COME] I SF2-37183.2 A-1. � Claims No. 84-22 Meeting 84-32 | Date: Dec. 14. 1994 REVISED K8|OPEN|N8ULA REGIONAL OPEN SPACE DISTRICT # Amount Name Description 6822 275.00 Aaron's Septic Tank Service Sanitation Services 6823 220.84 Acme & Sons Sanitation Sanitation Services 6824 52.70 Acorn Naturalists Resource Materials 8825 145.88 All Laser Service Equipment Maintenance 6826 121.57 American Business Connrnuininationo Postage and Mailing Services 6837 141.88 ArtachLnminmting Laminating Services 6828 207.04 AT&T Telephone Maintenance Lease 8828 32.48 Baron Welding and Iron Works, Inc. Pipe Gate Supplies 6830 251.51 Barron Park Supply Company Plumbing Supplies 6831 30.00 Boy Muffler Vehicle Parts 6832 742.37 Beck's Shoes, Inc. Uniform Expense 6833 151.55 Best Sanitation Sanitation Services 6834 985.90 Big Creek Lumber Railroad Ties 0835 40.00 Black Mountain Spring Water Water Service 0836 180.00 B|anning & Baker Associates, Inc. Subscription 8837 1'387.50 Building Abatement Anm|ytica Asbestos Consulting Services � 6838 231.00 Cabo|u'a |no. Uniform Expense � 8838 22.00 CaliforniaAssociation of Hospitals Subscription � and Health System s/Vo|untenrSales � 6840 259.83 Ce|fornia Water Service Company Water Service � | 8841 164.47 Annette Coleman Reimnburoemnent-Off ice Supplies 6842 26.52 Contemporary Engraving Company, Inc. Name Badges | 6843 125.00 Toni ConeUi Botanical Report � 6844 3,750.00 Dano Property Analysis Appraisal Services | 6845 41.39 DFK8Associates Resource Documents 0840 169.82 Dyno Med First-Aid Supplies � 6847 676.72 John Escobar Reim buraonnent-'ConforenneExpenses 6848 640'000.00 First American Title Insurance Company Land Purohanu-AcroniooProperty � � 6849 188'800.00 First American Title Insurance Company Land Purchase--Gray, et e| Property 0850 518.43 Foster Bnoo.SecuritySystems, Inc. Locks and Keys � � 6861 21.52 G & K Services Shop Tovvm| Service 6852 270.91 Garden|end Power Equipment Equipment Parts and Repairs � � 8853 510'000.00 Gateway Title Company Land Purchase--Johnson, et a| Property 6854 228.30 Gnndoo Press Incorporated Printing 0855 112.88 K8eryGundert Private Vehicle Expense 6856 1'910.95 HK8CGroup Consulting Services 0857 219.00 HonaYxvmU Protection Services Burglar Alarm Service 6858 702.54 Interstate Traffic Control Signs � 6859 3'192.30 JedaPub|icationo Brochure Printing 8860 83.88 Kaiser Cement Corporation 800e Rnuh | 6881 67.00 Kaab|a8xShunhmt Film and Developing | 6862 415.20 Langley Hill Quarry Base Rock | 6883 656.75 Lanier Worldwide, Inc. Photocopier Lease Agreement | 6864 28.00 Leadership Subscription | 6865 1'250.00 BadLovnmon Training | ! Page ClainnsS4-22 Meeting 84-32 Date: Oec. 14. 1SS4 REVISED � K8|DPEN|NSULA REGIONAL OPEN SPACE DISTRICT � | � | Amount Name Description 6866 977.37 Los Altos Garbage Company Dumpster Rental 6867 135.87 Los Altos Typewriter and Word Processor Equipment Maintenance 0868 238.88 Dr. Steven K4. Loy, D.D.S. Gnanuh Dental Coverage 6869 2.011.35 Knerxvin (Buoky) Knaoo Consulting Services | 6870 239.23 K8oGrathRentCorp Skyline Office Rental 6871 12.08 K8otno Mobile Communications Radio Part | | 6872 195.51 KAinton'n Lumber 8/ Supply Field Supplies 8873 133.08 Moffett Supply Company Sanitation Supplies 6874 36.00 Nelson Ranch Field Supplies | 6875 19.50 Netoom Internet Services 0878 77.27 Noble Ford Tractor, Inc. Equipment Repair | | 6877 65.69 Northern Energy, Inc. Propane Fuel 8878 375.00 Nutmeg &Company Catering Safety Fair Lunch 6878 746.93 ° Office Outfitters Ranger Facility Office Furniture � 8880 1.582.31 Pacific Telephone Telephone Service 6881 55.87 Peninsula Blueprint, Inc. B|ua|inaa 6882 447.48 Pi|aroitom Quarry Base Rock 6883 26.30 Precision Engravers, Inc. Name Badges � 6884 35.00 H8' G Appliance Service Appliance Repair 6885 32.50 Rayne Water Conditioning Water Service 6886 62.50 J. L. Rice Trucking and K8mterio|o Delivery Charges 8887 2'003.01 Rich's Tire Service Vehicle Tires 6888 837.20 San Jose Mercury News Advertisement 6889 4.500.00 SueSohectman Additional Legal Services 6890 4.520.00 E. R. Sheehan Trail Construction 0881 109.54 Shell Oil Company Fuel 6892 558.00 The State Bar ofCalifornia Bar K8ernberahip-DianeBlackman 8893 67.06 Summit Uniforms Uniform Expense 0894 900.00 Systems for Public Safety Background Investigation 6896 2.327.38 Teahor& Etc. Computerized Map and Graphics 8888 111.00 7[harmaCorporation Equipment Repair � 6897 3.096.45 3EEngineehng Consulting Services 8888 029.88 TnmneoomCorporaUun Vehicle Parts � 6899 116.75 Unocal Fuel | ' 8800 1.300.00 Valley Title Company Preliminary Report � 6901 42.22 West Coast ReborCompany Field Supplies � | 6802 141.24 West Publishing Company Resource Documents � 6803 113.43 K8iohme| Williams Private Vehicle � 8904 435.84 Del Woods Reimbursement-Software | 6905 59.07 Yandbird Equipment Sales Equipment Parts GSOG 94�4O Yerbe Buena Nursery Plants | | 6907 1.500.00 Curtis Becker Construction Construction--Nature Center 6908 205.00 Body Logic Health Management Safety Foir--TmainingSession 6909 84.93 R. E. Borrrnann's Steel Company Field Supplies | 0810 235.00 Computer Resource Center Consulting Services � 6811 129.68 DeLuxe Business Fnrnne 8, Supplies Office Supplies Page Claimn04-22 � Meeting 84-32 Oobs: Deo. 14. 1Q94 REVISED | � � K8|OPEN|N8ULA REGIONAL OPEN SPACE DISTRICT � Amount Name Description6912 61.25 Federal Express Corporation Express Mail 0913 513.75 Kinkyfk Dayton, Inc. Office Supplies 6914 3.050.25 City of Mountain @evv Dispatch Services | | � 8915 160.00 Raohue| Oppedah| Consulting Services � 6916 975.56 Orchard Supply Hardware Field Supplies 6917 1.090.00 Precision Works, Inc. Asbestos Removal | | 8818 21.337.98 Santa Clara County, Registrar ofVoters Election Costs ' 6918 1.100.00 Santa Rosa Junior College Law Enforcement Training—L Hyman 6920 52.83 Malcolm Smith Reimbursement--Resource Documents 6821 847.00 Whitmore, Johnson&Bo|anoa Nondiscrimination Training | 6922 467.93 Petty Cash Resource Documents, Docent and Volunteer Supplies, Field and Office Supplies, Film and Developing, Local | | and {Jut-of-Town Meeting Expense, Training and Private Vehicle Expense � � *Urgent check issued on DacemberS. 1894. | � | � | Page | Claims No 94-22 Meeting 94-32 Date: Oan. 14. 1S84 | K8|DPEN|NGULA REGIONAL OPEN SPACE DISTRICT | # Amount Name Description 6822 275.00 Aaron's Septic Tank Service Sanitation Services / 6823 220.84 Acme & Sono Sanitation Sanitation Services � 6824 52.76 Acorn Naturalists Resource Materials � 8825 145.98 All Laser Service Equipment Maintenance 6826 121.57 American BuoineaoConnrnuinicationu Postage and Mailing Services � 6827 141.88 ArtaohLanninotinA Laminating Services 6828 207.04 AT&T Telephone Maintenance Lease � � 8829 32.48 Baron Welding and Iron Works, Inc. Pipe Gate Supplies 6830 251.51 Barron Park Supply Company Plumbing Supplies � � 0831 30.00 Bay Muffler Vehicle Parts 6832 247.45 Beck's Shoes, Inc. Uniform Expense � � 6833 151.55 Best Sanitation Sanitation Services 8834 985.90 Big Creek Lumber Railroad Ties 6835 40.00 Black Mountain Spring Water Water Service � � 6838 180.00 B|onning /& Baker Associates, Inc. Subscription 6837 1'387.50 Building Abatement Analytioo Asbestos Consulting Services � 6838 231.00 Cabe|a'o |no. Uniform Expense 6839 22.00 California Association ofHospitals Subscription | and Health Systems/Volunteer Sales � 8840 269.93 Ca|fornia Water Service Company Water Service | 6841 184.47 Annette Coleman Reim buronmont-Dff ice Supplies 6842 26.52 Contemporary Engraving Company, Inc. Name Badges | 6843 125.00 ToniCoreUi Botanical Report 6844 3,750.00 Dana Property Appraisal Services' ' | 6845 41.39 DFM Associates Resource Documents 8846 168.62 Dyna Mad First-Aid Supplies 6847 076.72 John Escobar Reimbursement--Conference Expenses 6848 640'000.00 First American Title Insurance Company Lend Purohooe',4oronioo Property 8849 188'800.00 First American Title Insurance Company Land Purchase--Gray, et al Property 6850 516.43 Foster Brou.SeouritySystems, Inc. Locks and Kayo 6851 21.52 G & K Services Shop Toxvo| Service 6852 270.91 Gorden|and Power Equipment Equipment Parts and Repairs 6853 510'000.00 Gateway Title Company Land Purchase--Johnson, et al Property 6854 228.30 Goodco Press Incorporated Printing 6855 112.86 K8an/ Gundert Private Vehicle Expense 6856 1'016.95 HKHC Group Consulting Services 6857 219.00 Honeywell Protection Services Burglar Alarm Service 8858 702.54 Interstate Traffic Control Signs 6859 1'097.66 JedaPub|icotiona Brochure Printing 6860 63.88 Kaiser Cement Corporation Base Rock | 6861 67.00 Koeb|e8kShuchat Film and Developing 6882 415.20 Langley Hill Quarry Base Rock i 6863 855.75 Lanier Worldwide, Inc. Photocopier Lease Agreement 0864 20.00 Leadership Subscription 6885 1'250.00 BadLevinuun Training Page ClahnoB4-22 � Meeting 84-32 Date: Deo. 14. 18Q4 N||DPEN|N8ULA REGIONAL OPEN SPACE DISTRICT # Amount Name Description 6866 417.37 Los Altos Garbage Company Dumpster Rental 0807 135.87 Los Altos Typewriter and Word Processor Equipment Maintenance � 6868 239.88 Or. StevenK4. Loy' O.D.S. Granoh Dental Coverage 6869 2.011.35 Mervvin (Buoky) Mace Consulting Services � 6870 239.23 McGrath RentCorp Skyline Office Rental � 6871 12.09 Metro Mobile Communications Radio Pert 6872 195.51 K8inton's Lumber /& Supply Field Supplies 8873 133.09 Moffett Supply Company Sanitation Supplies 8874 35.00 Nelson Ranch Field Supplies 6875 10.50 Netoom Internet Services 6876 77.27 Noble Ford Tractor, Inc. Equipment Repair 8877 65.69 Northern Energy, Inc. Propane Fuel � 6878 375OO Nu�rn�g &��ornpuny<�obehng 8ofe� Fair Lunch � � ^ 6879 746.03 ^ Office Outfitters Ranger Facility Office Furniture 0880 285.40 Pacific Telephone Telephone Service � 0881 55.87 Peninsula Blueprint, Inc. B|ueUneo 8882 447.48 Pi|arcitoo Quarry Base Rook 6883 26.36 Precision Engravers, Inc. Name Badges 6884 35.00 RQG Appliance Service Appliance Repair � 6885 32.50 Rayne Water Conditioning Water Service 6886 62.50 J. L. Rico Trucking and Materials Delivery Charges 6887 2'003.01 Rich's Tire Service Vehicle Tires 6888 837.20 San Jose Mercury News Advertisement 6889 4.500.00 Sue 8ch an Additional Legal Services 6890 4`520.00 E. R. Sheehan Trail Construction 6891 109.54 Shell Oil Company Fuel ! 6892 558.00 The State Bar ofCalifornia Bar K8ennbership-DioneBlackman | 6883 67�D6 Summit Uniforms Uniform Expense | ' 6894 900.00 Systems for Public Safety Background Investigation 8895 2.327.38 Tmobar& Etc. Computerized Map and Graphics � 6896 111.00 ThermaCo . orotion Equipment Repair 6897 3.098.45 3EEngineehng Consulting Services | 6898 21.12 TnanaoomCorporeUon Vehicle Parts 6898 116.75 Unocal Fuel � 0800 1.300.00 Valley Title Company Preliminary Report | 0801 43.22 West Coast RebarCompany Field Supplies | 8802 141.24 West Publishing Company Resource Documents ' 6903 113.43 K4ichea| Williams Private Vehicle 6804 435.04 Del Woods Reimbursement--Software | 6905 59.07 Yardbird Equipment Sales Equipment Parts 6908 94.40 Yerba Buena Nursery Plants *Urgent check issued on December B. 1904. Page Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT TO: Board of Directors FROM: C. Britton, General Manager DATE: December 9, 1994 SUBJECT: FYI 330 Distel Circle Los Altos, California 94022-1404 Phone: 415-691-1200 FAX:415-691-0485 Board of Directors:Pete Siemens,Robert M(Kibbin,Teena Henshaw,Ginny Babbitt,Nonette Hanko,Betsy Crowder,Wim de Wit ROMP I , CVCLI 7 Responsible Organized Mountain P e d a I e r s The newsletter for ROMP wembers and the off-road cyclist December 1994 IMBA's second rule of tray) Election results - MROSD "Leave no trace." On November 8th, elections were held for the position of Board Member The rainy season is upon us for 3 of the 7 Mid peninsula Regional Open Space District (MROSD) again, and it's time that we all wards. ROMP has become an active participant in the election process were reminded about ROMPs by getting out the vote and endorsing candidates. policy of not riding shortly after Following is a list of the election results. The candidates are listed in rain or during rain. There have order of the number of votes received (hence, the first candidate listed in been studies that show that each category is the Board Member for the four year term starting mountain bikers that do not January 1995). skid their tires and don't ride on muddy trails can have as little Ward 1 Pete Siemens 35% (or possibly less) environmental Rita Norton 27% impact on the trail than a hiker. Gene Zambetti 25% To help promote this, ROMP Dale Stansbury 13% has a policy of canceling or Ward 2 Mary Davey 51% postponing any club ride on dirt David Lundell 27% trails that occurs within 48 Steve Washwell 23% hours of rain in the area. Ward 6 Betsy Crowder 75% In all cases where the Jon Kama 25% landowner has stricter rules Although we didn't get as many of the candidates elected as we would than ours, the landowner's have liked (the only candidate that we endorsed that was elected was rules apply. In this case, I am Pete Siemens), ROMP has made great strides in the whole process. talking about MROSD's policy MROSD is probably well aware now that mountain bikers are a group of closing some trails during the that they can't ignore. And those of us within ROMP who helped with rainy season. Two of the better the process are all looking forward to 1996 when Wards 3, 4, and 7 are known seasonal closures are up for election. Thanks to all of you who got out the vote. Whittemore Gulch single track in Purisma Creek and Peter's Election results - Marin Municipal Water District Creek Trail single track in Long Ridge. Whittemore Gulch is Some good news from our neighbors to the north. A member of the normally closed from the Bicycle Trail Council of Marin has won a seat in the election for board beginning of the rainy season members for Marin Municipal Water District. Sean White defeated straight through till the end. incumbent Joan Boessenecker, the former mayor of Mill Valley, by 421 Peter's Creek Loop often votes out of approximately 14,000 cast. This marks the first time that an reopens whenever it has a active mountain biking enthusiast has been elected to any of the land chance to dry (usually a week management agencies in Marin County. or so after the last heavy rain). Sean White is a fisheries biologist who presented himself as a water If there is a ride coming up and resource specialist rather than a politician. At age 29, he is easily the you aren't sure of the weather youngest director of the MMWD in quite some time--perhaps ever. or trail status, feel free to contact the ride leader. Open Space MIDPENINSULA REGIONAL OPEN SPACE DISTRICT For Immediate Release Contact: Malcolm Smith December 5, 1994 Public Affairs Manager (415)691-1200 Children Invited To Take Part In The Second Annual Kids ' Art.—Of OPCH SJZ Los Altos,CA--Elementary school-aged children from San Carlos to Los Gatos are being invited to draw,sketch,and paint their visions of nature and the open space environment in the award-winning,second annual Kirls'Art ref 0pen Space exhibition."rhe event is sponsored by the Midpeninsula Regional Open Space District(MROSD)in cooperation with the Community School of Music and Arts(CSMA)of Mountain View. The Open Space District,charged with preserving open space greenbelts for present and future generations,will provide exhibit guidelines and entry instructions during the coming weeks to teachers from schools throughout the District's 16 cities. All entries will be exhibited at a reception and opening display on March 1, 1995 followed by local displays of the kids'art throughout the District.Art educators from CSMA will assist elementary school teachers in introducing the Kids'Art of open Spare project into their existing school programs. The Community School of Music and Arts provides thousands of children and adults annually with music and visual art instruction,and is one of the largest non-profit arts education organizations in Santa Clara County.The school's offerings include music classes and lessons for all ages;after-school and special arts vacation camps for children;in-school arts education programs;family concerts;and other community outreach events. The Midpeninsula Regional Open Space District,extending from the City of San Carlos to the"town of Los Gatos,is a public agency which has preserved over 36,000 acres of diverse open space lands and manages 23 open space preserves.Open Space District funding is provided by a small share of the annual total property tax revenues collected within District boundaries.The District permanently protects wildlife habitat,watershed,and a variety of ecosysterns,restores damaged natural resources,and provides trail improvements for low-intensity recreational use by the public. The District urges teachers from the 19 school districts within the communities of San Carlos,Redwood City,Mountain View,Sunnyvale,East Palo Alto,Cupertino,Los Gatos,Saratoga,Monte Sereno,Palo Alto, Portola Valley,Atherton,Woodside,Menlo Park,Los Altos Hills,and Los Altos to participate in this creative way to raise children's awareness of the importance of open space and the preservation of natural habitats. For more information about the Kids'Art of open Space exhibition,please call the Community School of Music and Arts of Mountain View at(415)961-0342,or the Midpeninsula Regional Open Space District at (415)691-1200. t111lf 330 Distel Circle • Los Altos,California 94022-1404 • Phone:415-691-1200 • FAX:415-691-0485 Roared od Dirm torn.Pete Siemens,Robert M(Kihbin,Nome I Ien,haw,Ginny Babbiii,Nonette Hanko,Betsy Crowder,Wim de Wit Grn.,.J Al.rn.p;rr:I.t milt Brinon i JOIN Tfle K I D S ' A R T O I O P E N S P A C E C 0 M I N G I N J A N U A R Y 10, Ono 0 e Q° cue �► , / �. 0 ' ids Rrt ntoo spetce v 0 do, — The Midpeninsula Regional Open Space District And The Community School of Music and Arts of Mountain View Invite Grades K Through 6 To Participate In The Second Annual, Award-Winning Kid's Art of Open Space Students' Art Project Look for the Kids'Art of Open Space entry form in January! Students can draw their vision of open space,parklands,or the environment including trees,hills,wildlife,streams, or anything else representing the students'view of nature.Schools can select up to 10 representative pieces from each of three grade categories:K-2,3-4 and 5-6,for submission to the District as entries(maximum of 30 entries per school).The deadline for submissions is February 17,1995.Flyers and entry forms will be mailed in early January. All participating students will receive a souvenir Kids'Art of Open Space button from the Open Space District, and their artwork will be displayed at various locations throughout the District.Artwork will be returned to students following the displays.A special awards reception honoring the young artists,their families,and leachers, will be held on March 1 st at the Community School of Music and Arts of Mountain View,which is co-sponsoring Kids'Art of Open Space. For additional information,call: The Midpeninsula Regional Open Space District (415)691-1200 or The Community School of Music and Arts of Mountain View (415)961-0342 IEC 0 5 199 DR. FRANCINE G. PATTERSON President THE GORILLA FOUNDATION DR. RONALD H.COHN BOX 620-530,WOODSIDE, CA 94062 Vice President and Treasurer EVE G.ANDERSON Vice President MARY CAMERON SANFORD Secretary November 28, 1994 Mr. Craig Britton Midpeninsula Regional Open Space District 330 Distel Circle Los Altos, CA 94022-1404 Dear Mr. Britton: Thank you so much for taking the time to support our opposition to the proposed logging on the land adjacent to the Gorilla Foundation. You may have already heard the good news. On November 15, 1994, the California Department of Forestry officially denied the timber harvest plan,citing three key reasons for the decision. First and foremost of these was the potentially harmful effect of logging noise on the gorillas. From the beginning of this controversy it was clear to us that CDF officials were not willing to take our word alone that a logging operation just 400 feet from the home of three gorillas would be unacceptable. It was your testimony along with that of other experts that impressed them. It may nc i is very true: We really could not have done it without you! I am be a cliche, but in this instance t rY Y most sincerely grateful for your help. Unfortunately, the denial by CDF is not the end of the story. We fully expected the property owner to appeal a negative decision to the State Board of Forestry, and he did so on November 22. His attorne 's request for a hearing has been approved and the hearing will be scheduled within 30 Y q g PP g days, although an extension of this period is a possibility. We must now determine what our next step will be. As you can see, although the gorillas have been given a reprieve; they are not safe yet. But with your help Koko, Michael and Ndume have at least made it through the 1994 summer season without chain saws or tooter horns. Your exnert testimonv will remain on file to bolster our arguments at the next level. For the sake of the gorillas, we must continue this opposition for as long as it takes. Sincerely, Francine Patterson, Ph.D. President and Director of Research I i ti AYVIEWS ij ­4!1] j Satz Francisco Bay Area Chapter 2 EDITOR: NANcy H. WENNINGER, SR/WA DECEMBER 1994 (707) 746-8156 INTERNATIONAL PAUL R. MADER o Appraisal Dynamics 89 Review Way, Suite B Hayward, CA 94542 ASSOCIATION (510) 782-8550 Sponsor: Dean Chapman MARK L. WEAVER Caltrans 25 Hawthorne Place Congratulations to Ron Babst, SR/WX Ron has just Vallejo, CA 94590 completed all the requirements to recertify his SR/ (510) 286-5374 WA designation for another five years. It is quite Sponsor: Marta A. Bayol an accomplishment to earn one's SR/WA, but even more impressive to demonstrate your ongoing G. MICHAEL YOVINO-YOUNG commitment to professionalism by recertifying. i ov Yno-Young Incorporated � 2716 ov Telegraph Avenue You can learn more about recertifying by contacting Berkeley, CA 94705-1175 any member of the Professional Development Com- (510) 548-1210 mittee. Call Samantha Markert, Chair, at (510) Sponsor: Joyce L. Diaz, MAI 494-4695 if you need an application form. Applica- tions are to be mailed directly to Rosemarie Elmer at International Headquarters for processing. R MEMORY One of the charter members of Chapter 2, CONGRATULATIONS!! Raymond Pianezzi died in Carmichael, Califor- nia, on September 23, 1994, at the age of 94. He retired from the State of California Division of Congratulations and best wishes to Michael C. Highways as Assistant Chief Right-of-Way Agent Williams on his recent hiring as Real Property after thirty-three years. Besides being a � Representative for Midpeninsula Regional Open member of the International Right of Way Space District. Mike will be responsible for managing the Districts rental properties and will Association, Ray was a member of the American be involved in the District's open space acquisition Association of State Highway Officials, the Sacramento Bar Association and the State Bar program. A graduate of the university of Califon of California. He is survived by his wife Alice rua, Davis, Mike is moving from Caltrans where h, and a daughter, grandson, great-grandson and worked for the past four years. Prior to that, Mik great-granddaughter. � was a residential fee appraiser. He has been an IRWA member since 1989. Open Space s MIDPENINSULA REGIONAL OPEN SPACE DISTRICT November 30, 1994 Letter also sent to: Mr. Barry Samuel, Director George Cook, Dist. Superintendent Santa Cruz County Parks and Recreation Department CA Dept. of Parks & Rec. 9000 Soquel Avenue, Suite 101 Patrick Sanchez, SM Co. Parks Santa Cruz, CA 95062 -Caren Foss, SC Co. Parks Dear Mr. Samuel: The Midpeninsula Regional Open Space District has applied for a Land and Water Conservation Fund grant for its Saratoga Summit Gateway Project.Due to the project's proximity to County parks in this area, I'd like to ask for your help in ensuring that the funding is made available. The District is requesting funding to purchase 116 acres of prime open space and recreation land at Saratoga Gap,as well as a trail easement through adjoining private property connecting with our Long Ridge Open Space Preserve. The project is truly regional in nature, adjoining a major highway and regional trail intersection. The surrounding area contains approximately 40,000 acres-of public park and open space lands, including state parks, county parks,and District preserves. A timber haul road dating from the 1870's crosses the property,connecting with the Skyline-to-the-Sea Trail where it crosses State Highway 9. This project would connect that road with the old alignment of Skyline Boulevard in Long Ridge Open Space Preserve, providing an alternative route for Ridge Trail hikers by bypassing a narrow segment of the Ridge Trail that is heavily used by mountain bicyclists.The bypass will increase visitor safety by reducing conflicts between bicyclists and hikers, and will improve connections between two regional trails: the Skyline-to-the-Sea and the Ridge Trail.The District has an opportunity to purchase the property from the Sempervirens Fund for approximately one-half its$600,000 fair market value, making this a very effective use of public funds. It would be very helpful and greatly appreciated if you could provide a letter of support. Please write or fax a letter to Ms. Betty Ettinger,California Department of Parks and Recreation,Local Services Section, 1416 Ninth St.,Rm. 1448-1,P.O.Box 942896, Sacramento,CA 94296-0001,fax(916)653-9824.Attached is a sample letter of support you may wish to use as a guide in preparing your letter.It would be most helpful if your letter was received by the Department as soon as possible. We would also appreciate it if you provided our office with a copy. Thank you for your continuing support of our common goals of enhancing regional open space and recreation programs. Sincerely, Ginny Babbitt President, Board of Directors GB/mcs cc: MROSD Board of Directors 330 Distel Circle • Los Altos, California 94022-1404 • Phone:415-691-1200 FAX: 415-691-0485 19 Board of Directors:Pete Siemens,Robert McKibbin,Teena+ienshaw,Ginny Babbitt,Nonette Han ko,Betsy Crowder,Wim de Wit Genera!Manager:L.Craig Britton SAMPLE LETTER OF SUPPORT December 5, 1994 Ms. Betty Ettinger California Department of Parks and Recreation Local Services Section 1416 Ninth St., Rm. 1448-1 P.O. Box 942896 Sacramento, CA 94296-0001 RE: Midpeninsula Regional Open Space District Saratoga Summit Gateway Project Grant Dear Ms. Ettinger: I would like to express my strong support for the Midpeninsula Regional Open Space District's Land and Water Conservation Fund grant application for the Saratoga Summit Gateway Project. The surrounding area contains approximately 40,000 acres of public park and open space lands, including state parks, county parks in three counties,and District preserves, making this a unique regional project. The project area adjoins a major highway and regional trail intersection on the crest of the Santa Cruz Mountains and would connect existing trails with the old alignment of Skyline Boulevard in the District's Long Ridge Open Space Preserve. This will provide an alternative route for Ridge Trail hikers, increasing visitor safety by reducing conflicts between bicyclists and hikers. It will improve connections between two regional trails: the Skyline-to-the-Sea and the kidge Trail. The District has the opportunity to purchase this property at one-half of its fair market value, making this an extremely effective use of public funds. Preservation of this key scenic property and protection of its status as public open space will increase awareness and availability of community recreational resources, visual resources, and natural resources in the Santa Cruz Mountains. I urge you to ensure that the Midpeninsula Regional Open Space District receive funding for the Saratoga Summit Gateway Project. Sincerely, (your name) cc: Midpeninsula Regional Open Space District