HomeMy Public PortalAboutResolution - 19-14- 20190612 - Woodruff Redwoods PurchaRESOLUTION 19-14
RESOLUTION OF THE BOARD OF DIRECTORS OF MIDPENINSULA
REGIONAL OPEN SPACE DISTRICT AUTHORIZING ACCEPTANCE
OF PURCHASE AND SALE AGREEMENT, AMENDING THE FISCAL
YEAR 2018-19 GENERAL FUND CAPITAL BUDGET, AUTHORIZING
GENERAL MANAGER OR OTHER APPROPRIATE OFFICER TO
EXECUTE CERTIFICATE OF ACCEPTANCE AND GRANT TO
DISTRICT, AUTHORIZING GENERAL MANAGER TO EXECUTE ANY
AND ALL OTHER DOCUMENTS NECESSARY OR APPROPRIATE TO
CLOSING OF THE TRANSACTION (L A HONDA CREEK OPEN SPACE
PRESERVE -LANDS OF FOLGER TRUST, AND AMEND THE BUDGET
FOR FISCAL YEAR 2018-19.
The Board of Directors ofMidpeninsula Regional Open Space District does hereby
resolve as follows:
SECTION ONE. The Board of Directors ofMidpeninsulaRegional Open Space District
(District) does hereby accept the offer contained in that certain Purchase and Sale Agreement
between Peter M. Folger and Barbara W. Folger, Co-Trustees of the Peter and Barbara Folger
Revocable Trust dated April 8, 1992 as amended, and the Midpeninsula Regional Open Space
District, a copy of which purchase agreement is attached hereto and by reference made a part
hereof, and authorizes the President of the Board of Directors, General Manager, or other
appropriate officer to execute the Agreement and all related transactional documents on behalf of
the District to acquire the real property described therein (''the Folger Trust Property").
SECTION TWO. The Board of Directors ofMidpeninsula Regional Open Space
District authorizes the expenditure of$2,150,000.00 covering the purchase of the Folger Trust
Property, including a deposit of $10,000.00.
SECTION THREE. The Board of Directors ofMidpeninsula Regional Open Space
District authorizes amending the Budget and Action Plan for the Midpeninsula Regional Open
Space District for Fiscal Year 2018-19 by increasing the Measure AA Fund Capital budget in the
amount of$2,150,000.00. Except as herein modified, the FY 2018-19 Budget and Action Plan,
·Resolution No. 16-25 as amended, shall remain in full force and effect.
SECTION FOUR. The General Manager, President of the Board of Directors, or other
appropriate officer is authorized to execute a Certificate of Acceptance and the Grant Deed on
behalf of the District.
SECTION FIVE. The General Manager or the General Manager's designee is
authorized to provide notice of acceptance to the seller and to extend escrow if necessary.
SECTION SIX. The General Manager or the General Manager's designee is authorized
to expend up to $20,000.00 to cover the cost of title insurance, escrow fees, survey and
miscellaneous costs related to this transaction.
SECTION SEVEN. The General Manager and General Counsel are further authorized
to approve any technical revisions to the attached Agreement and documents, which do not
involve any material change to any term of the Agreement or documents, which are necessary or
appropriate to the closing or implementation of this transaction.
Resolutions/2019/19-14_ WoodruffRedwoodsPurchase 1
* * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * *
PASSED AND ADOPTED by the Board of Directors of the Midpeninsula Regional
Open Space District on June 12, 2019, at a regular meeting thereof, by the following vote:
AYES: CYR, HASSETT, HOLMAN, KERSTEEN-TUCKER, KISHIMOTO, RIFFLE,
SIEMENS
NOES: NONE
ABSTAIN: NONE
ABSENT: NONE
ATTEST:
�//�C
Secretary
Board of Directors
APPROVED AS TO FORM:
General Counsel
resident
Board of Directors
I, the District Clerk of the Midpeninsula Regional Open Space District, hereby certify
that the above is a true and correct copy of a resolution duly adopted by the Board of Directors
of the Midpeninsula Regional Open Space District by the above vote at a meeting thereof duly
held and called on the above day.
Reso lutions/2019/19-14 _ WoodruffRedwoodsPurchase 2
Purchase Agreement Page 1
PURCHASE AND SALE AGREEMENT
This Purchase and Sale Agreement (hereinafter called "Agreement") is made and entered
into by and between Peter M. Folger and Barbara W. Folger, Co -Trustees of the Peter and
Barbara Folger Revocable Trust dated April 8, 1992, as amended (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").
RECITALS
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 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, recreational, 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.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing recitals and the mutual promises
and covenants herein contained, the parties hereto agree 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 and ninety (190) acres, more
or less, and commonly referred to as San Mateo County Assessor's Parcel Number 078-190-030.
Said property is further described in the Legal Description attached to Preliminary Report
Number 0626030621 -AC from Old Republic Title Company. A copy of said Preliminary Report
is attached hereto as Exhibit "A", and incorporated herein by this reference. Said property is 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 shall hereinafter be called the
"Subject Property" or the "Property".
2. Purchase Price. The total purchase price ("Purchase Price") for the Property shall
be Two Million One Hundred Fifty Thousand and No/100 Dollars ($2,150,000.00), which shall
be paid in cash at the "Closing" as defined in Section 4 hereof.
Purchase Agreement Page 2
3. Intention to Dedicate for Public Open Space Use. The District intends on
dedicating the Property for public open space use in accordance with Section 5540 of the Public
Resources Code of the State of California.
4. Escrow. Promptly upon execution of this Agreement, in accordance with Section
14 herein, an escrow shall be opened at Old Republic Title Company, 361 Lytton Avenue, Suite
100, Palo Alto, CA 94301 (650) 321-0510 (Escrow number 0626030621 -AC) 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. 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 June 28, 2019, 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 as described in said Exhibit "A".
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 payment to Escrow Holder in the amount of Two Million
One Hundred Forty Thousand and No/100 Dollars ($2,140,000.00) which is the balance of the
Purchase Price of Two Million One Hundred Fifty Thousand and No/100 Dollars
($2,150,000.00) as specified in Section 2. The balance of $10,000.00 is paid into escrow in
accordance with Section 14 of this Agreement. In accordance with the provisions California
Revenue and Taxation Code Section 11922, no Transfer Tax is due for a public agency, the
District, acquiring title.
E. Seller and District shall share (50/50) the escrow fees, the CLTA Standard
Policy of Title Insurance, if required by District, and all recording costs and fees. All other costs
Purchase Agreement Page 3
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.
F. Property Taxes and any penalties and/or costs levied for prior tax years or
for the current tax year that constitute a lien on the Property shall be paid by Seller through
escrow at close of escrow. Taxes and any penalties and costs that are assessed for the current
fiscal year shall be paid by Seller in accordance with the provisions of California Revenue and
Taxation Code ("Code") Section 5086. The District shall have no responsibility to reimburse
Seller for any taxes paid by Seller that are allocable to that part of the fiscal year which begins on
the "date of apportionment," as defined in Code Section 5082. Seller shall be solely responsible
for seeking any refund, for which Seller may be eligible, under Code Section 5096.7, provided
that District shall cooperate with Seller in connection with any such refund request. After the
close of escrow, the District will promptly cancel taxes with the County of San Mateo in
accordance with the provisions of California Revenue and Taxation Code Sections 5081 and
5082.
G. Seller shall cause Old Republic Title Company, or other title company
acceptable to District and Seller, to be prepared and committed to deliver to District, a CLTA
Standard Policy of Title Insurance, dated as of the Closing, insuring District in the amount of
$2,150,000.00 for the Property showing title to the Property vested in fee simple in District,
subject only to: (i) current real property taxes, ii) exceptions numbered 3, 4, 5, 6, 7, 8, 9 and 10
listed in preliminary report from Old Republic Title Company dated May 11, 2018 (Exhibit A)
(iii) 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. If District is unwilling to
approve a title exception, and Old Republic is unwilling to remove it, then unless District and
Seller agree otherwise, this Agreement shall be terminated.
H. 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 San Mateo County. Upon the Closing, Escrow Holder
shall cause to be delivered to District the original of the policy of title insurance 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 4.E. and 4.F.), 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.
5. Permit to Enter. Grantor's immediate family members identified as follows: Peter
M. Folger, Barbara Folger, Katharine F. Yeager, Alexandra F. Hogg, Sarah F. Kilmain, Abiah F.
Karthauser, Peter Folger and James A. Folger may request a permit to visit the Property upon no
less than seventy-two (72) hours prior written notice to District. Following District's receipt of
such request, District will issue a permit, which will allow for pedestrian use of the Property
limited to those immediate family members listed on Seller's request (plus accompanying
Purchase Agreement Page 4
guests). Immediate family members should contact the Visitor Services Administrative Assistant
at (650) 691-1200 to request the permit described in this Section.
6. Rights 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 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. If District terminates this Agreement (without
good cause) following the exercise of the Option (as referenced in Section 14 below), then the
Option Payment shall be disbursed to Seller.
7. Seller's Representations and Warranties. For the purpose of consummating the sale
and purchase of the Property in accordance herewith, Seller makes the following representations
and warranties to District as of the Closing, which shall survive close of escrow for a period of
three (3) years, each of which is material and is being relied upon by District.
A. Authority. Seller has the full right, power and authority to enter into this
Agreement and to perform the transactions contemplated hereunder.
B. 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, 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.
C. Leases or Occupancy of Premises. There exist no oral or written leases,
licenses, 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 fees and costs for legal services, occasioned
by reason of any such lease, license, 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 seq. Seller understands and agrees that the
provisions of this Section shall survive the close of escrow and recordation of any Grant Deed(s).
D. 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 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.
Purchase Agreement Page 5
8. District's Representations and Warranties. For the purpose of consummating the
sale and purchase of the Property in accordance herewith, District makes the following
representations and warranties to Seller as of the Closing, which shall survive close of escrow for
a period of three (3) years, each of which is material and is being relied upon by Seller.
A. Authority. District has the full right, power and authority to enter into this
Agreement and to perform the transactions contemplated hereunder.
B. Valid and Binding Agreements. This Agreement and all other documents
delivered by the District to Seller now or at the Closing have been or will be duly authorized and
executed and delivered by District and are legal, valid and binding obligations of District, and are
enforceable in accordance with their respective terms and do not violate any provisions of any
agreement to which District is a party or by which District may be bound or any articles, bylaws
or corporate resolutions of District.
9. 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 consent to 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.
10. As -Is Purchase and Sale. This sale is made without representation or warranty by
Seller, except as expressly set forth in this Agreement. Seller has provided District with copies
of all reports and documents in its possession regarding the improvements, physical, geologic
and environmental condition of the Property ("Disclosure Documents") known to Seller for
District's inspection and review. District acknowledges that Seller has delivered to District the
reports and documents listed in this Section, and that this list does not relieve Seller of its
obligation to provide District with all Disclosure Documents known to it. Seller does not
represent or warrant the accuracy of any information in the following reports, and is presenting
them to the District merely as part of the Seller's disclosure of reports Seller has in its possession
as described above.
A. Appraisal prepared by Buena Vista Services dated October 31, 2018
B. Renewal for License for Diversion and Use of Water with State Water
Resources Control Board
District represents, warrants, acknowledges and agrees that it has had full and ample opportunity
prior to the execution of this Agreement to investigate the Property, including but not limited to
the physical condition thereof, the presence, absence or condition of improvements thereon, the
suitability of the Property for any purpose, the compliance of the Property for any purpose, the
compliance of the Property with applicable laws, the condition of the soil, water, vegetation, any
water courses or bodies of water in, on or adjacent to the Property, and the surroundings of the
Property, and that District shall purchase the Property AS -IS WITH ALL FAULTS. Except as
Purchase Agreement Page 6
expressly set forth in this Agreement, Seller expressly disclaims any representations or warranties
concerning any of the foregoing matters. District represents and warrants to Seller that District
has made visual inspections of the Property and such geologic, soils and other tests as District
deems appropriate, and that District accepts the condition of the Property as set forth above. Due
to the undeveloped nature of the Property and its intended use by the District as public open
space, the Parties hereby agree that no mandatory disclosure statements (including without
limitation those set forth in California Civil Code Section 1102, et. Seq.) are required for this
transaction.
11. Hazardous Waste.
A. Definitions. The term "Hazardous Waste," as used herein, means any
substance, material or other thing regulated by or pursuant to any federal, state or local
environmental law by reason of its potential for harm to human health or the environment
because of its flammability, toxicity, reactivity, corrosiveness or carcinogenicity. The term
"Hazardous Waste" also includes without limitation, polychlorinated biphenyls, benzene,
asbestos, petroleum, petroleum by-products, gas, gas liquids and lead.
The term "Environmental Law" as used herein includes, without limitation, the
Comprehensive Environmental Response, Compensation and Liability Act of 1980 (42 U.S.C.
Section 9601 et seq.) and the Resource Conservation and Recovery Act (42 U.S.C. Section 6901
et seq.)
B. Representations and Warranties. For the purpose of consummating the
sale and purchase of the Property, Seller makes the following representations and warranties to
District, which shall survive close of escrow, each of which is material and is being relied upon
by District:
(i) To Seller's actual knowledge the Property does not contain and has
not previously contained any Hazardous Waste or underground storage tanks, and no Hazardous
Waste has been or is being used,manufactured, handled, generated, stored, treated, discharged,
present, buried or disposed of on, under or about the Property, or transported to or from the
Property, nor has Seller undertaken, permitted, authorized or suffered any of the foregoing;
(ii) Seller has not received any notice and Seller has no actual
knowledge that any private person or governmental authority or administrative agency or any
employee or agent thereof has determined, alleged or commenced or threatened to commence any
litigation, or other proceedings, to determine that there is a presence, release, threat of release,
placement on, under or about the Property, or the use, manufacture, handling, generation, storage,
treatment, discharge, burial or disposal on, under or about the Property, or the transportation to or
from the Property, of any Hazardous Waste, nor has Seller received any communication from any
such person or governmental agency or authority concerning any such matters.
C. Indemnity. Seller shall indemnify, defend and hold harmless District from
and against and all claims, liabilities, losses, damages, and costs incurred or suffered by District,
Purchase Agreement Page 7
including without limitation, attorney, engineering and other professional or expert fees, to the
extent arising from any breach of the warranties or representations contained herein.
12. Waiver of Relocation Benefits and Statutory Compensation. Seller and District
understand and agree that Seller is selling and the District is purchasing the Property for the
purposes of protecting fish and wildlife habitat, providing recreational areas and preserving open
space. As a result, Seller and tenants are not entitled to relocation benefits under the California
Relocation Assistance Act, Government Code Section 7260 et seq. (Gov't Code section
7260(3)(E)). In the event Seller is entitled to receive certain relocation benefits and 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) (42
U.S.C. '4601 et seq.), or the California Relocation Assistance Act, Government Code Section
7260 et seq., Seller hereby waives any and all existing and/or future claims or rights Seller may
have to any relocation assistance, benefits, procedures, or policies as provided in said laws or
regulations adopted there under and to any other compensation, except as provided in this
Agreement. Seller has been advised as to the extent and availability of such benefits, procedures,
notice periods, and assistance, and freely and knowingly waives such claims, rights and notice
periods except as set forth in this Agreement, including the fair market value of said Property, as
provided for by said Federal Law and any similar California Law.
13. Miscellaneous Provisions.
A. Access for Investigations. From the date Seller delivers an executed copy
of this Purchase Agreement to District and until the Closing, District and District's agents,
lender, contractors, engineers, consultants, employees, subcontractors and other representatives
(the "District Parties") may, upon the giving of reasonable advance written notice to Seller, enter
upon the Property for the purpose of inspecting, testing and evaluating the same; provided,
however, that District may not perform any work on the Property without Seller's prior written
consent, which shall not be unreasonably withheld or delayed and further provided that District
shall give Seller at least 24 hours' prior notice of each proposed entry by District. District shall
indemnify, protect, defend and hold Seller free and harmless from and against any and all claims,
actions, causes of action, suits, proceedings, costs, expenses (including, without limitation,
reasonable attorneys' fees and costs), liabilities, damages, and liens caused by the activities of
District Parties while upon the Property prior to the Closing; provided, however, the foregoing
indemnity shall not cover or include any claims, damages or liens resulting from District's
discovery of any Hazardous Waste or other pre-existing adverse conditions pursuant to its
inspections, testing or evaluation. District's inspections shall be at District's sole expense.
District shall repair any damage to the Property that may be caused by the District Parties while
on the Property performing its inspections. District acknowledges and agrees that its obligations
under this Section shall apply regardless of whether District exercises the Option.
Purchase Agreement Page 8
B. 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.
C. Attorneys' Fees. If either party hereto incurs any expense, including
reasonable attorneys' fees, in connection with any action, proceeding or arbitration 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, or arbitrator, in the case of arbitration,
whether or not such action, proceeding or arbitration 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, or arbitrator in the case of arbitration, shall be
entitled to recover from the other party reasonable expenses and attorneys' fees.
D. Amendment and Waiver. The parties hereto may by mutual written
agreement amend this Agreement in any respect. Any party hereto may in writing: (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. The General Manager or the General Manager's
designee is authorized to agree to an extension of the time for the performance of any obligations
on the part of District or Seller pursuant to this Agreement, and to take any actions and execute
any documents necessary or appropriate to closing escrow and completing this conveyance,
including execution of any documents which may allow Seller to accomplish a tax deferred
exchange of property as permitted by law; provided, however that the District shall not take title
to any third party property other than the Subject Property. Any agreement on the part of any
party for any such amendment, extension or waiver must be in writing.
E. 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.
F. 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 or
other similar electronic medium, addressed as indicated as follows:
Purchase Agreement Page 9
Seller:
Peter and Barbara Folger, Co -Trustees
3755 Jackson Street
San Francisco, CA 94118-1608
Telephone: (415) 298-5006
District: Midpeninsula Regional Open Space District
330 Distel Circle
Los Altos, CA 94022
Attn: Michael Williams, Real Property Manager
Telephone: (650) 691-1200
FAX: (650) 691-0485
If sent by facsimile or other electronic medium a confirmed copy of such 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
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. Either party hereto may from
time to time, by notice in writing served upon the other party 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 appropriate, but any oral notice given
shall not satisfy the requirement of written notice as provided in this Section.
G. Publicity. Except to the extent necessary to comply with applicable laws
including the Ralph M. Brown Act (Government Code section 54950 et seq) which requires
public posting of District Board's meeting agendas, and the Public Records Act (Government
Code section 6250 et seq) which provides that public documents are subject to disclosure,
District shall not refer to the name of Seller, or to Peter or Barbara Folger in any press reports or
other publicity regarding the Property or its acquisition, without the prior written consent of
Seller, which may be withheld in Seller's sole discretion.
H. 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.
I. 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.
J. 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
Purchase Agreement Page 10
construed as, a further or continuing waiver of any such tetimi, provision or condition or as a
waiver of any other term, provision or condition of this Agreement.
K. 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.
L. Time of Essence. Time is of the essence of each provision of this
Agreement in which time is an element.
M. 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.
N. 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.
0. 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.
P. 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.
Q. Broker's Commission. Each party represents and warrants to the other that
no broker was instrumental in arranging or bringing about this transaction and that there are no
claims or rights for brokerage commissions or finder's fees in connection with the transactions
contemplated by this Agreement.
R. 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.
S. 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 Page 11
T. Arbitration of Disputes. If a dispute arises out of or relates to this
Agreement or the performance or breach thereof, the parties agree first to participate in non-
binding mediation in order to resolve their dispute. If the parties are unable to resolve their
dispute through mediation, or if there is any remaining unresolved controversy or claim
subsequent to mediation, any remaining unresolved controversy or claim shall be settled by
binding arbitration. The parties shall jointly select one arbitrator who shall be a retired or former
judge of the Superior Court of California. The arbitration shall be conducted in accordance with
the rules set forth in California Code of Civil Procedure Sections 1280 et. seq. including the right
of discovery. Hearings shall be held in San Mateo County, California. If the parties are unable
to agree upon an arbitrator, the arbitration shall be conducted by Judicial Arbitration and
Mediation Services, Inc. ("JAMS") in accordance with the rules thereof or, if JAMS ceases to
exist, its successor, or if none, a similar arbitration service. If arbitration is required to resolve a
dispute, it shall in all cases be final and binding.
NOTICE: BY INITIALING IN THE SPACE BELOW, YOU ARE AGREEING TO HAVE
ANY DISPUTE ARISING FROM THE MATTERS INCLUDED IN THE
"ARBITRATION OF DISPUTES" PROVISION DECIDED BY NEUTRAL
ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP
ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A
COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW, YOU ARE
GIVING UP YOUR JUDICIAL RIGHTS TO APPEAL UNLESS THOSE RIGHTS ARE
SPECIFICALLY INCLUDED IN THE "ARBITRATION OF DISPUTES" PROVISION.
IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS
PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE
AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR
AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY.
WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT
DISPUTES ARISING FROM THE MATTER INCLUDED IN THE "ARBITRATION OF
DISPUTES" PROVISION TO NEUTRAL ARBITRATION.
SELLER INITIAL 1' DISTRICT INITIAL NC CJ
14. Acceptance. Provided that this Agreement is executed by Seller and delivered to
District on or before April 25, 2019, District shall have until midnight June 12, 2019_("Option
Deadline") to accept and execute this Agreement, and during said period this instrument shall
constitute an option and irrevocable offer by Seller to sell and convey the Property to District for
the consideration and under the terms and conditions herein set forth. Said offer shall remain
irrevocable during this period without the necessity of execution and acceptance of this Purchase
Agreement by District. As consideration for said irrevocable option, District has paid into
escrow and Seller acknowledges deposit into escrow of the sum of Ten Thousand Dollars and
No/100 ($10,000.00) (the "Option Payment'), which, (i) if said irrevocable option is exercised by
District, shall be applied upon the close of escrow to the Purchase Price as set forth in Section 2
hereof, or (ii) if District does not exercise, said Option Payment shall be disbursed directly to
Seller upon expiration of the Option Deadline.
Purchase Agreement Page 12
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
Page 13
ete Siemens, President, Board of Directors
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.
DISTRICT: SELLER:
MIDPENINSULA REGIONAL OPEN
SPACE DISTRICT
OVED AND ACCEPTED:
Date: (9 ,-1 I
ACCEPTED FOR RECOMMENDATION
rYV Llc. C,
Michael C. Williams, Real Property Manager
APPROVED AS TO FORM:
Hilary Stevenson, General Counsel
RECO ENDED FOR • 's' OVAL:
uiz, Genera Ma : ger
PETER M. FOLGER AND BARBARA
W. FOLGER, CO -TRUSTEES OF THE
PETER AND BARBARA FOLGER
REVOCABLE TRUST DATED APRIL 8,
1992, AS AMENDED
/21 /-t /cr e.
Peter M. Folger, Co -Trustee
Date
Barbara W. Folger, -Trustee
Date
EXHIBIT A
****
OLREPUBLICD
* ( Ic
¥ TITLE COMPANY
** *fir
Buyer:
PRELIMINARY REPORT
MIDPENINSULA REGIONAL OPEN SPACE
DISTRICT
330 Distel Circle
Los Altos, CA 94022
Midpeninsula Regional Open Space District
Property Address:
APN: 078-190-030, , CA
[Unincorporated area of San Mateo County]
361 Lytton Avenue, Suite 100
Palo Alto, CA 94301
(650) 321-0510 Fax: (650) 321-2973
Our Order Number 0626030621 -AC
When Replying Please Contact:
Angie Civjan
ACivjan@ortc.com
(650) 321-0510
In response to the above referenced application for a policy of title insurance, OLD REPUBLIC TITLE COMPANY, as issuing Agent
of Old Republic National Title Insurance 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 and Limitations on Covered Risks of said Policy or Policies are set forth in
Exhibit I attached. The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than that set forth
in the arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive
remedy of the parties. Limitations on Covered Risks applicable to the Homeowner's Policy of Title Insurance which establish a
Deductible Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Exhibit I. Copies of the Policy
forms should be read. They are available from the office which issued this report.
Please read the exceptions shown or referred to below and the exceptions and exclusions set forth in Exhibit I of this
report carefully. The exceptions and exclusions are meant to provide you with notice of matters which are not covered
under the terms of the title insurance policy and should be carefully considered.
It is important to note that this preliminary report is not a written representation as to the condition of title and may
not list all liens, defects, and encumbrances affecting title to the land.
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 May 11, 2018, at 7:30 AM
OLD REPUBLIC TITLE COMPANY
For Exceptions Shown or Referred to, See Attached
Page 1 of 8 Pages
ORT 3158-A (Rev. 08/07/08)
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0626030621 -AC
The form of policy of title insurance contemplated by this report is:
CLTA Standard Coverage Policy 4990; AND ALTA Loan Policy - 2006. A specific request
should be made if another form or additional coverage is desired.
The estate or interest in the land hereinafter described or referred or covered by this Report is:
Fee as to Parcel(s) One and an Easement as to Parcel(s) Two, Three and Four
Title to said estate or interest at the date hereof is vested in:
Peter M. Folger and Barbara Waterman Folger, Co -Trustees of the Peter and Barbara Folger
Revocable Trust dated April 8, 1992, as amended
The land referred to in this Report is situated in the unincorporated area of the County of San Mateo, State of California,
and is described as follows:
Parcel One:
The North half (North 1/2) of the Southeast quarter (Southeast 1/4) and the Southeast quarter of the
Northeast quarter (Northeast 1/4) of Section 11 and the South half (South 1/2) of the Northwest quarter
(Northwest 1/4) of Section 12, all in Township 7 South, Range 4 West, Mount Diablo Base and Meridian.
Excepting therefrom 42-1/2% of all oil, gas and other hydrocarbon substances in and/or that may be produced
from said property.
And also excepting therefrom the North 1/2 of the North 1/2 of the Northwest 1/4 of the Southeast 1/4 of
Section 11, Township 7 South, Range 4 West, Mount Diablo Base and Meridian.
Parcel Two:
A non-exclusive right of way over a certain roadway, the reference line of which is described as follows:
Beginning at an iron spike driven in the centerline of the La Honda and Redwood City County Road, from
which spike the North column of concrete wall on the West side of concrete bridge where said La Honda and
Redwood City County Road crosses Woodruff Creek bears South 30° 04' West 43.4 feet, and the North column
of concrete wall on the East side of said concrete bridge bears South 4° 18' East 38.5 feet; thence leaving said
La Honda and Redwood City County Road and running along foot of hill on Northerly side of said Woodruff
Creek the following courses and distances, North 82° 30' East 80.9 feet, South 89° 19' East 47.6 feet, North
48° 18' East 78.4 feet, North 89° 43' East 82.9 feet, North 53° 21' East 40.9 feet and North 31° 01' East 82.1
feet to the Northerly bank of said Woodruff Creek; thence along Northerly bank of said Woodruff Creek North
65° 29' East 80.6 feet; thence crossing said Woodruff Creek South 70° 44' East to foot of hill and until said
courses and crosses the North line of the Northwest quarter of the Southeast quarter Section Eleven,
Township 7 South, Range 4 West, M. D. M. and on the Southerly side of said Woodruff Creek; thence
Northeasterly along the foot of hill on said Southerly side of said Creek the following courses and distances:
North 12° 13' East 95 feet, North 19° 10' East 111.2 feet, North 16° 37' East 50.7 feet, North 6° 39' West 54.4
feet, North 37° 05' East 48.3 feet, North 60° 37' East 124.2 feet, North 43° 33' East 71.3 feet, North 55° East
80.1 feet, North 64° 20' East 188.2 feet, North 61° 40' East 146.77 feet, North 35° 38' East 77.8 feet, North
45° 22' East 117.9 feet, North 51° 24' East 119.5 feet, North 68° 09' East 54.4 feet to a point six feet
Southeasterly from a redwood stump twelve feet in height and ten feet in diameter, standing on the Southerly
Page 2 of 8 Pages
ORT 3158-B
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0626030621 -AC
bank of the said Woodruff Creek; and North 83° 90' East to the Westerly line of the Southeast quarter of the
Northeast quarter of Section II, Township 7 South Range 4 West, M. D. M (Mag. Var. 17° 30' East) excepting
therefrom any portion thereof lying within the North 1/2 of the Northwest 1/4 of the Southeast 1/4 of Section
II, Township 7 South, Range 4 West.
The above describe right of way conveyed by B. D. Weeks and Mrs. E. L. Weeks, his wife to Jennie E.
Knepper, by Deed dated January 27, 1912 and recorded February 8, 1912 in Book 208 of Deeds at Page 142,
which provided that said roadway "shall have a uniform width of fifteen feet extending along said above
described line on either side thereof, but at no place to exceed twenty-five feet in width".
Said easement was created by Deed recorded February 8, 1912 in Book 208 of Deeds at Page 142, Records of
San Mateo County, California.
Parcel Three:
A non-exclusive right of way and easement for ingress to and egress from Parcel I hereinabove described, for
construction, paving, maintenance and repaid of a road suitable for motor vehicles and for public utilities
(subject also to the terms of written agreement referred to in Deed to San Mateo County Title Company, a
corporation, recorded September 19, 1956 in Book 3096 of Official Records at Page 407, Records of San Mateo
County, California), over a fifty (50) foot wide strip of land lying twenty-five (25) feet on either side of a
certain line, described as follows:
Beginning at a point in the Southerly line of the North half of the Southeast quarter of said Section II, distant
thereon 440 feet, more or less, East from the Southwest corner of the Northwest quarter of the Southeast
quarter of said Section II; thence South 17° 50' West 420 feet, South 52° 50' West 200 feet, South 37° 50'
West 100 feet, South 59° 50' West 400 feet, South 55° 10' East 500 feet, North 77° 50' East 150 feet, South
32° 10' East 150 feet, South 62° 10' East 400 feet, South 32° 10' East 200 feet, South 52° 10' East 100 feet,
South 82° 50' West 500 feet, North 72° 10' West 400 feet and North 87° 10' West 375 feet, more or less, to a
point on the Easterly line of La Honda Road where the land of grantors abuts on said road. (Mag. Var. 17° 50'
East).
Excepting however therefrom that portion lying within Lot 4, Section II, Township 7 South, Range 4 West, M.
D. M.
Said easement is appurtenant to Parcel I above and was created by Deed recorded September 19, 1956 in
Book 3096 of Official Records at Page 407 (File No. 89002-N), Records of San Mateo County, California.
Parcel Four:
A non-exclusive easement for ingress and egress and public utilities as set fourth in Grant and Agreement
dated September 27, 1966 and recorded October 7 1966, in Book 5224 of Official Records at Page 313 (File
No. 1270 -AA), Records of San Mateo County, California.
Parcel Five:
A non-exclusive right of way and easement sufficient for the purpose of constructing, maintaining and
repairing electric power lines as required to serve the land hereinabove granted, running from the most
Westerly terminus of Pacific Gas & and Electric Co. facilities now existing in the Southwest quarter of said
Section 12, in a Westerly direction to the nearest point on the land hereinabove granted.
Page 3 of 8 Pages
ORT 3158-B
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0626030621 -AC
Said easement is appurtenant to Parcel I above and was created by Deed recorded September 19, 1956 in
Book 3096 of Official Records at Page 407 (File No. 89002-N), Records of San Mateo County, California.
APN: 078-190-030
At the date hereof exceptions to coverage in addition to the Exceptions and Exclusions in said policy form would be as follows:
1. Taxes and assessments, general and special, for the fiscal year 2018 - 2019, a lien, but not
yet due or payable.
2. Taxes and assessments, general and special, for the fiscal year 2017 - 2018, as follows:
Assessor's Parcel No
Code No.
1st Installment
2nd Installment
Land Value
078-190-030
66-004
$172.10
$172.10
$18,259.00
Marked Paid
Marked Paid
3. The lien of supplemental taxes, if any, assessed pursuant to the provisions of Section 75, et
seq., of the Revenue and Taxation Code of the State of California.
4. (1) Any adverse claim based upon the assertion that:
(a) Some portion of said land has been created by artificial means, or has accreted to
such portion so created.
(b) Some portion of said land has been brought within the boundaries thereof by an
avulsive movement of Woodruff Creek, or has been formed by accretion to any
such portion.
(2) Rights and easements for navigation and fishery which may exist over that portion of
said land lying beneath the waters of Woodruff Creek.
Page 4 of 8 Pages
ORT 3158-B
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0626030621 -AC
5. Terms and provisions as contained in an instrument,
Entitled
Executed By
Dated
Recorded
Mineral Deed
R. A. Isenberg and Gerda Isenberg, husband and wife
June 9, 1950
June 15, 1950 in Vol 1878 of Official Records, Page 43
Which, among other things, provides: The interest hereby conveyed is chargeable with its
proportionate share of all deductions for taxes and other costs incident to oil and gas rights
withheld by the Lessee under said oil and gas leases and is also chargeable with its
proportionate share of any oil and gas mineral rights taxes
And dated July 27, 1951, recorded August 2, 1951 in Vol 2109 of Official Records,
Page 412 under Recorder's Serial Number 51818J.
Note: Reference is made to said instrument for full particulars.
6. An easement affecting that portion of said land and for the purposes stated herein and
incidental purposes as provided in the following
Instrument
Reserved By
For
Dated
Recorded
Affects
Grant Deed
R. A. Isenberg and Gerda Isenberg, formerly his wife
Ingress to and egress from lands retained by grantors in said sections
11 and 12, for construction, paving, maintenance and repair of a
road suitable for motor vehicles and for public utilities
August 2, 1956
September 19, 1956 in Vol 3096 of Official Records, Page 407 under
Recorder's Serial Number 89002-N
Over a fifty (50) foot wide strip of land
NOTE: The present ownership of said easement and other matters affecting the
interests thereto, if any, are not shown herein
7. Terms and provisions as contained in an instrument,
Entitled
Executed By
Dated
Recorded
Grant Deed
R. A. Isenberg and Gerda Isenberg, formerly his wife
August 2, 1956
September 19, 1956 in Book 3096 of Official Records, Page 407
under Recorder's Serial Number 89002-N
Page 5 of 8 Pages
ORT 3158-B
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0626030621 -AC
Note: Reference is made to said instrument for full particulars.
8. Covenants, Conditions and Restrictions, but omitting any covenants or restrictions if any,
based upon race, color, religion, sex, handicap, familial status, or national origin unless and
only to the extent that said covenant (a) is exempt under Title 42, Section 3607 of the
United States Code or (b) relates to handicap but does not discriminate against handicapped
persons, as provided in an instrument.
Entitled
Executed by
Dated
Recorded
Declaration of Covenant Running with the land
San Mateo County Title Company, a corporation and Norman T.
Reynolds and Diane Ann Reynolds, his wife, as joint tenants
August 21, 1969
August 25, 1969 in Book 5681 of Official Records, Page 188 under
Recorder's Serial Number 60638AC
NOTE: "If this document contains any restriction based on race, color, religion, sex,
sexual orientation, familial status, marital status, disability, national origin, source of
income as defined in subdivision (p) of section 12955, or ancestry, that restriction
violates state and federal fair housing laws and is void, and may be removed
pursuant to Section 12956.2 of the Government Code. Lawful restrictions under state
and federal law on the age of occupants in senior housing or housing for older
persons shall not be construed as restrictions based on familial status."
9. Terms and provisions as contained in an instrument,
Entitled
Executed By
Dated
Recorded
Returned to
Address
License for Diversion and Use of Water
State Water Resources Control Board
July 19, 1976
August 8, 1978 in Book 7208 of Official Records, Page 536 under
Recorder's Serial Number 7404AK
. Room 1015, Resources Building, Sacramento, CA 95814
Note: Reference is made to said instrument for full particulars.
Page 6 of 8 Pages
ORT 3158-B
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0626030621 -AC
10. Terms and provisions as contained in an instrument,
Entitled
Executed By
Dated
Recorded
Decree
San Gregorio Creek Stream System
January 29, 1993
February 18, 1993 in Official Records under Recorder's Serial Number
93026619
Note: Reference is made to said instrument for full particulars.
And as modified by an instrument, executed by San Gregorio Creek Stream System,
recorded April 6, 1993 in Official Records under Recorder's Serial Number 93053614.
And as modified by an instrument, executed by San Gregorio Creek Stream System,
recorded June 10, 1993 in Official Records under Recorder's Serial Number
93095377.
11. Terms and conditions contained in the Peter and Barbara Folger Revocable Trust dated April
8, 1992 as disclosed by Grant Deed
Dated : July 7, 1997
Recorded : August 13, 1997 in Official Records under Recorder's Serial Number
97-098686
NOTE: The requirement that:
A Certification of Trust be furnished in accordance with Probate Code Section 18100.5
The Company reserves the right to make additional exceptions and/or requirements.
12. Any facts, rights, interests, or claims that are not shown by the Public Records but that could
be ascertained by an inspection of the Land or that may be asserted by persons in
possession of the Land.
13. Any unrecorded and subsisting leases.
14. The requirement that this Company be provided with a suitable Owner's Declaration (form
ORT 174). The Company reserves the right to make additional exceptions and/or
requirements upon review of the Owner's Declaration.
Page 7 of 8 Pages
ORT 3158-B
OLD REPUBLIC TITLE COMPANY
ORDER NO. 0626030621 -AC
Informational Notes
A. The applicable rate(s) for the policy(s) being offered by this report or commitment appears
to be section(s) 1.1 and 2.1.
B. NOTE: The last recorded transfer or agreement to transfer the land described herein is as
follows:
Instrument
Entitled
By/From
To
Dated
Recorded
O.N.
CK/eb
Grant Deed
Peter M. Folger (also known as Peter Michael Folger)
Peter M. Folger and Barbara Waterman Folger, Co -Trustees of the
Peter and Barbara Folger Revocable Trust dated April 8, 1992, as
amended
July 7, 1997
August 13, 1997 in Official Records under Recorder's Serial Number
97-098686
C. NOTICE: FinCEN COMPLIANCE
Closing the residential purchase and/or issuing title insurance contemplated by this
Preliminary Report may be subject to compliance with the recently issued Confidential
Geographic Targeting Order (GTO) from the US Treasury's Financial Crimes Enforcement
Network (FinCEN). The GTO requires Old Republic National Title Insurance Company to
report information about certain transactions involving residential property.
FinCEN has the authority to compel this reporting under the USA PATRIOT Act. FinCEN
prohibits Old Republic from disclosing the specific terms of the GTO. You may wish to
contact the FinCEN Resource Center directly at (800) 767-2825 for more information.
The failure and/or refusal of a party to provide information for a "covered transaction" will
preclude Old Republic from closing the transaction and/or issuing title insurance.
Page 8 of 8 Pages
ORT 3158-B