Loading...
CC Resolution No. 20-092 County of Santa Clara, Purchase and Sale Agreement, Lawrence Expressway at Mitty Ave, San Jose, (Resolution No. 20-092) - 2Q-O'a'A County of Santa Clara Office of the Clerk of the Board of Supervisors County Governrnent Center, East Wing 70 West Hedding Street San Jose, California 95110-1770 408) 299-5001 FAX 938-4525 TDD 993-8272 Megan Doyle Clerk of the Board August 27, 2020 City of Cupertino Attn: Deborah Feng, City Manager 10300 Torre Avenue Cupertino, CA 95014 RE:Resolution declaring the Property (Santa Clara County Assessor's Parcel Nos. 375-21- 001 and 375-22-001)located at the intersection of Lawrence Expressway and Mitty Avenue in San Jose Dear Ms. Feng, At its regularly scheduled meeting held August 11, 2020 (Item No. 95), the County of Santa Clara Board of Supervisors adopted Resolution No. BOS-2020-116 declaring the Property (Santa Clara County Assessor's Parcel Nos. 375-21-001 and 375-22-001)located at the intersection of Lawrence Expressway and Mitty Avenue in San Jose as excess, approving the sale of the Property to the City of Cupertino for no less than $2,690,000, authorizing President, Board of Supervisors to execute a Purchase and Sale Agreement with the City of Cupertino, and delegating authority to the County Executive, or designee, to execute all documents necessary to convey the Property in accordance with the Purchase and Sale Agreement, including, but not limited to a Quitclaim Deed, an Agreement Regarding Access and amendments to the Purchase and Sale Agreement and notices or documents showing the removal of or approval of a condition of closing of the Purchase and Sale Agreement, subject to approval by County Counsel as to form and legality, and approval by the County Executive. Delegation of authority shall expire on June 30, 2021. Enclosed is a Certified Copy of Resolution BOS-2020-116 for your records. Sincerely, J ca Schrnidt Clerk Enclosures itx>sottrriorqxo. BO!;-202-0.-tle RESOLUI'ION OF IIIE 130ARI) OF SUPER'i'lSORS OF alllE C(3L1NTY OF SANT=t C:LARA CONSUil'iMAailNG SALI': OF REAL PROPERT'i" alaO Tl-iE CITY OF CUPERallNO 1Vi4ERE,itS, l)ic County olaSiinia Clai'a is llie owner of al'iproxiinalcly 7.83 ;icrcs o(arcal lirolici'ly knosvn as /'isscssoi's Parccl Numbers (ill'N) 375-21-001 aiitl 375-22-001 (collcciivcly, tlic =r'ropcrty") dcscrilicd in lExliil'iil z\-l antl dcliiclcd on Exliiliit A-2 (collcctivcly, ll'ic =l)rolicrty"); all(l IVIIEREAS, iltc CouiQ otaS;inta Clai'a acquircd tlic l)ro).icrty willi inonc>i l'i'oin tlic Rciarl FLIII(I in coi'ijuncticin willi tlic consfrriclioi'i of' I,awrencc Exl'ircssway in tlic l 9608; antl iVIIEREAS, the County lias since constrrictcd tlie Exprcssivay; and l'+illEREzlS, llic Pi-olicrly )iris rcm;iincd unimproved sincc its acquisition: ;hid IVI-€EREAS, llic City ril'Ctilicrlino (tlic "City") dcsii'cs to ricqtiirc ilic I)rolici'iy l-or i)ic extcnsitni olallic Stcvcns C i'eck -rrail along Saratoga Ci'cck; and IVHEREAS, llic ('ounly has dclcrinined lliat the Prol'ierly is nti longer i'cquii'ed l'or County use, ;mcl llici'c[aoi'c l)ic salc to tltc City would lie in compli;mcc witli GOI/Cl-IIIIICIII Cotlc Section 25365 wliicli allows llic County, by a !:1/5siotc ot'tlic Bo;irtl olaSulicrvisors, to convey real 1ii'opci'ly to imy ('ily; ;intl 1VI IEREAS. nolicc oiatlic lii'olxiscd salc was liublisiicd once licr Govcrnincnt Code Scction 6061 ; and o 11illF,Rl')ztS, ;it its regular meeting on Aigust 11, 2020, tlic Board of' Suliervisors considered ll'.c conveyance o(atiie r'rolicrty undcr tlic terms ofa Purcliase and Salc Agrccincnt, ;itlac)icd 11(:l'ClOas ExliiLiit 13 antl inccii'poratcd )iercin. and ncnv *lcsires to autliorizc tlie convey;incc cilailic I)rci):icriy in ;iccordancc wiili Ilic lci'ins olailic Ilircliasc and Sale Agi'ccincnt. NmV, I"IIERI;.FORE, [IF. Ial" RESOI,VIID liar tlie Board olaSu)icrvisors ol'llic County ol'Sanlii Clai'a ilial: 1. Ilic Property is declared as cxccss cincl not rcquircd [or tisc tiy llic ("ounly ola S;inta Clara; ;md 2, 117c ProBcrty sliall Lic SOI(I10 IIIC C:ityolaCulicrtino subjcct to tlic tcnllS nlaIlic Purcl'iasc and Sale Agi'ccincii( laor !10 less lliim its ali1iraiscd viihie of $2,690,000; and i. I'lic 1)rcsident=ofl5c Bo;u',tlgJ:,F+,upcrvisors olatl'ic County ofaS;inl;i Cl;ir:i (or tlcsigncc) is licrcby autlioi:i=ck:iiid'di=ctcd to cxcculc iiic Ilircliasc and Salc z'(grccincm on licliallaotallic Ccicinly, in a laorin srib.lcct tci tlic rcvicsv ancl ;ippi'oviil by tlic Coun5i Counscl: iuitl 4. Tlie Coun(y Execu(ivc, or clcsigncc, is hereby delegated llie citiiliorily to execute cill ollier dncuinaiiie,;necessai:;(taortlic (:OIlVer'anCt: o('tlic Propcrty in accordance witli llic Plircli;ist: ;ind SmileAgrccmcn5 incltitling, litit not limited lo, a Quitclaiin L)ccl, im ,ilgi'ccincnl Rcgiu-ding zlcccss, iiincnclincnls to [lic Ptircliasc and Sale Agreeinent and iioliccs or *locuinents sl'iowing llic rcinoval ofaoi- ;i)ilm+val oiaa condi(ion or (lie I)urcliase antl Salc /\gi'cctncnl subject (o xiplircival aS to laorm and legality by County C'ounscl and ap1iroval by ilic Cotimy lExccuiisic. Ibis dclcgcition olaatilliority cxpii'cs on.ltinc 30. 2021. ill 6R't- Rchiilutinn Coiiic> iiig Re;il Pinpcity tti lltc Ciiy (11'C upcilino l'iigc I ol'2 Rcv 071521) AU8 112020 P,ASSli:D AND ADOPT"ED Laytlic 13oard of Sulici'visoi's o(allic County ofSanla Clara on xugust ] ], 2020 by t]ic following vote: CHAVEZ, CORTESE, ELLENBERG 117ES, 5Llpc.l.l,;SO,.s ,SIMITIAN, WAS8ERMAN NOES: Supervisors NONE ABSTAm: Sul'+ervisors ,.NONE1',' ABSENT: Supei'visors HNOR! . SiBnr'rl ;inrl rertilirad Il'mT :l rnp)/ nrlliiq (In0ill-11raIll lias becn dclii.'eretl by electronic or othci' n'.eans tci tlie Prccitlcn(, Board o( Sulicri,iiaorr,. Attcsl: Megan yle Clerk ofa lie Board APPROVED AS TO FORl'VI AND Ll!:GAJ,ITY: KarcH Willis Del'iuly County Counsel Exliiliils to l)iis Resolution: A-l - Legal description oil)ml:icrly A-2 - l)lal Mal'i of Propcrty 13 - I)ui'cliasc and Sale Agi'cement A"nW. Clerk Date:2 7 2020 Rcsnliilinn Conveying Rctil Pi'opcily to Ilic City ol'Ctiliciiinn APNs 375-21-1)01. 375-22-at)1 Rcia. 071520 Paec 2 nl' 2 EXHIBIT "A-1" PARCBLI LAWRENCE-MrI'TY PARK CUPERTINO, CALIFORNIA LEGAL DESCRIPTION Commencing at the most northeasterly corner of Lands of Santa Clara Valley Water District (Book LO33 0R Pg. 113) as shown on that certain Parcel Map, which was filed for record on January 4, 1990 in Book 609 of Maps at page 6, Santa Clara County Records, Thence along the easterly line of said Lands of Santa Clara Valley Water District, South 20o09'45" East, 11.86 feet, and South 02ol I'OO" West, 96.08 feet, to the Point Of Beginning; Thence, continuing South 02ol 1'OO" West, 186.30 feet and South 43o00'40" East, 192.89 feet to the westerly line of Lawrence Expressway, as said line is shown upon that unrecorded plans entitled "Lawrence Expressway Unit No. 6A" -layout details for stations 1+00.23 to 40+00; Thence, North 00o44'33" West along said westerly line, 322.34 feet; Thence leaving the westerly line of Lawrence Expressway, North 87o40' 18" West, 120.40 feet to the POINT OF BEGINNING. Containing an area of 32,126 square feet, (0.74 acres), more or less. END OF DESCRIPTION lA%!g 4 k- ,,,p ffiam mS't.a,i"/ OF \ Sheet 1 of 1 EXHIBIT "A-I" PARCEL 2 LAWRENCE-MITTY PARK CUPERTINO, CALrFORNIA LEGAL DESCRIPTION Beginning at the southeast corner of Lot 278 as shown on the map of Tract 1183, which was filed for record on June 23, 1953 in Book 44 of Maps at Page II Santa Clara County Records, Thence along the easterly line said Tract No. 1183 the following courses and distances: North 14o 30'00" East, 46.59 feet; North 3o 22' 45"West, 191,71 feet; North ]9o 29' 45" West, 151.30 feet; North 27o 45' 15" West, 189.35 feet; North 3o 17' 15" West, 147.02 feet; North 50o 51' 45" West, 121.65 feet; North 12o 27' 45" West, 107.74 feet; North 25o 06' 15" East, 61.00 feet; North 66o 02' 15" East, 113.84 feet; North 39o 42' 00" East, 194.78 feet; North 15o 14' 00" East, 85.91 feet; North 10o 16' 15" West, 138.43 feet; North 'I 51' 30" East, 103.33 feet; North 26o 18' 45" East, 126.23 feet to the westerly line of Lawrence Expressway, as said line is shown upon that unrecorded plans entitled "Lawrence Expressway Unit No. 6A"- layout details sheets for stations 1+00.23 to 40+00; Thence, South 00o 44' 33" East along said westerly line 1055.78 feet to a tangent curve to the right, having a radius of 5433.00 feet, a central angle of 5o 01' 21", an arc length of 476.25 feet; Thence, South 4o 16" 48" West, 29.03 feet; Thence, leaving said westerly line of Lawrence Expressway South 87o 39' 53" West, 44.03 feet to the POINT OF BEGINNING Containing an area of 197,905 square feet (4.54 acres), more or less. END OF DESCRIPTION. Sheet l of I EXHIBIT "A-1" PARCEL3 LAWRENCE-MITTY PARK CUPERTINO, CALIFORNIA LEGAL DESCRIPTION Beginning at the southeast corner of Parcel 5 as shown on that certain Parcel Map, which was filed for record on January 4, 1990 in Book 609 of Maps, at p:age 6, Santa Clara County Recotds, and being more particularly described as follows; Thence, along the easterly line of said Parcel 5, North 20o09'45" West, 45.40 feet; Thence, continuing North 20o 09'45" West, along the easterly line of Lot 292, 291, and 290 as shown on the Map for Tract No. 1183 which was filed for record on June 23, 1953 in Book 44 of Maps, at Page 11, Santa Clara County Records, a distance of 165.91 feet; Thence, continuing along the easterly line of Lot 290, 289, 288 and 287, as shown on said Tract Map No. 1183, North 04"04'45" East, 125.69 fact; Thence, continuing along the easterly line of Lot 287, 286, 285, 284, and 283, as shown on said Tract Map No 1183, North 29o51'l5" East, 214.50 feet; Thence, continuing along the easterly line of Lot 282, and 281, as shown on said Tract Map No. 1183, North 06o 13'45" West, 116.81 feet; Thence continuing along the easterly line of Lot 280, and 279, as shown on said Tract Map No. 1183, North 19o26'45" East, 109.24 feet; Thence, continuing along said easterly line of said Lot 279, North 14o30'00" East, 53.73 feet to the southeasterly corner of the "Lands of San Jose Water Works"; Thence, continuing North 14o30'00" East, 127.88 feet to the northeasterly corner of said "Lands of San Jose Water Works", also being the southeasterly corner of Lot 278 as shown on said Map of Tract l 183; Thence North 87"39'53" East, 44.03 feet to the westerly line of Lawrence Expressway, as said line is shown upon that unrecorded plans entitled "Lawrence Expressway Unit No. 6A"-layout details sheets for stations 1+00.23 to 40+00; Thence, South 04o 16'48" West along said westerly line, 482.34 feet to a tangent curve to the left, having a radius of 5567.00 feet, a central angle of 5 oOl'21 ", an arc length of 488.00 feet; Sheet 1 of 2 Sheets Thence, continuing along said westerly line, tangent to last said curve, South 00o44'33" Bast, 7.33 feet; Thence, leaving the westerly line of Lawrence Expressway, North 87o40'l8" West, 120.40 feet to the easterly line of the "Lands of Santa Clara Valley Water District", as shown on said Parcel Map (Book 609Maps page 6); Thence North 02o I 1'OO" East along said easterly line of said "Lands of Santa Clara Valley Water District", 96.08 feet and North 20o09'45" West, 11.86 feet to said southeast corner of Parcel 5 PM 609 M6) and the POINT OF BEGINNING. Containing an area of 113,751 square feet, (2.61 * acres), more or less. End of Description. laOF Sheet 2 of 2 Sheets F TcH ' sHEET2 '' MA Llg C%J',. f I") - - S,, - la' f @ CO N I ' DO c,i i' W, "a < O(X)- N "d , 5 SCALE: 1'=100' I ar i"'-"/ 8 ". ' H,,y 0- I n 52 > h- - ' - < r',",nCEL LINE"-"' k- a) I LLI.,.. _ __, D 0 ,,5 . ,l F).o.El_ POINTOFBEGINNING p.o.c. POINT OF COMMENCEMENT, a ! < ," l' m SCVWD SANTA CLARA VALLEY WATER oismicr n!4 cza_ nt> J-00 X! SuJfo (/)o'> ;a 11oogl cs,i - < '7 I%+ l Oa O') Z' s4 k o ffi"tr, Cn 1, uOe. Cj H i c'q s I,F ' N 3v l:!: I O) oJ,p< n I It C%J / i(l W PC' 5M-6') Z iu PM 602 w " y L ,AN,' L -". 3:1 o5oo:"Daaa- sho"< 5 s'?%%%;""%@5'#,O> e(/) 1-2 20 NO.A707a mP.l2-!11-10xN87'40'lB'W X Izooo" %OycA,*@' I Li s O- A. S o "'o vi n zfleJ d. k noi ) .6I,o. r-"'t ,(,,<. EXHIBIT4.2 Jo'!s!vzNr'all'aDI:'!""€.0'l;NTyON"yao"Ncv':N:'a 'M-(ts:!un_g.i_a!no:s&e,Kltin€cgJ z I ml< I _ a- If - 'l_ I I . IFlkT€uit3QlNfqlai1i'CaAX)!H!IAB'<')&) I I l raa)-unl' a-z 3 Fa+q I O l (J) lj' S < Dr- l!" I C t "n V s 0% a8'i "a 4y'b:. _ q < 80! ' 12 I ass%::;:::,?:ii4r':ai:rSrtoo - I(408) 615-4000 , , SCALE: 1"=100'r pp_aar_aro_a_cp__o_u__p_@-xy1, V \"';';.X7X '> I DATE: 6/30/20 , DRAWN: E,T, LEGAL DESCRIPTION li 0% & a & fflll I & J A & II i '%,$X%',l."',,,s'NOl,e,,. Iillll. CHECKED: M.H. , JOB NO.: 19129 SHEET i OF 3 PAHgtLi I A 8 li LAWRENCE - MITTY PARKli CUF!-FITINO, CALIFOFINIA li b rn Ill' li z , I, o % MAE-SEE-SHEET3, ThTSl 67? . , 2e;s N I J a LLI o 269A.<"x < > SCAIE:1"=100' B> 3 2io%D U) pl- Ws% 2;'ta 2 ' 0 l!, XA -' 272 I-!i " a5" ) , / 'X- I o ' ao,1273 b ,o e.% %+ I a: 274 ' ) , I Th N 275 a IF II I 276 t:H i< il- - %, l . , , I I I,hsBI277 $' a?b i, Q. s%tzL % 4- o sl eA LLI " N0,17@7B " DfJ 278 0 m.iz-si-m : Z o i W '>.t>,OycA,,/ : 3:og5!'a'/ i' 3 > <- sslo' n" 5, A=!=:r.[J!-,, a'OJ" 'I':Nl'; ' :XHIBIT"""A"u21:ani & Kull -m (3t o . ! HH M San Jose, inc. h g tiO1m':1ilimF"X)H!rA'fflaln Ii@%l , ;l- ' nl I San Jose, California 95129 o- % 4 - q 'al. (408) 615-4000 X) " = = =-===-= T - =- =- - 4880 Stevens Creek Blvd. Suite 100 N ' \ i? SCALE: 1'=100' P!_AT_ _TQ_A99_QNFa_.A8Y Giuliani & Kull - ' "' San Jose, inc. liO1m':1ilimF"X)H!t'fflalnI i 4880 Stevens Creek Blvd. Suite 100 San Jose, California 95129 408) 615-4000 ffi ... . .. . .. .. I . -. . I SCALE: 1'-100'pp_a'i_ Ja7j 46c_q;_,;Hv -i'l B-,_ !)/(' I'-,. -'/' a_ i G I-., I 1(7) I DATE: 8 /30 /20 - DRAWN: E-Ti LE:GAL DE8CRIPT10N I 0% & PI llk @ 1% /'k a #!k I i --,/ '- % cssi I I H 1 = l r < MATCH LINE-SEE SHEET 1 I I " ' # s I I 110 - - = - = = = " ' CHECKED: M,H. JOB NO.: 19129 SHEET 2 0F 3 LAWR'E'N'C'Ea'oM'lTT'Y "PARK ! I ! L CuPERTINO, , CAIIFORNIA l 246 0711 248 I n 250 I Pi C? 252 ul 256Xoy" l 257 258 a e, B 3:s"t O- 0lN-H - NJO%I I LLI O)(O LJa) 9 r-' lj) a II Hp LLJ SCALE: 1'-100' l A Nj) UP. Ie-81-20 4 Giuliani & Kujl San Jose. Inc. 4880 Stevens Creek Blvd, Suite 100 San Jose. California 95'l29 408) 615-4000 DATE: 6/30/20 LEGAL DESCRIPTION DRAWN: E,T, CHECKED: u.h. PARCEL 2 JOB NO-: LU! I LAWRENCE - MITTY PARK SHEET 3 0F 3 MATCH LINE-SEE SHEET 2 CuPtRTINO, CALIFORNIA EXHIBIT "B" Sale to City of Cupertino Lawrence Expressway at Mitty Ave, San Jose APNs: 375-21-001 & 375-22-001 PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (the "") is made and entcred into as of the later of the dates set forth by the parties on the signature page hereof (the "Effective Date") by and between County of Santa Clara, a political subdivision of the State of California the ""), and the City of Cupeitino, a California municipal corporation (the ""). The County and the City are collectively refetataed to herein as the "" and individually as a j!!!Y." RECITALS WHEREAS, County is the owner of that certain real property located in the City of San Jose, County of Santa Clara, State of California (APN 375-21-001 and 375-22-001) consisting of approximately 7.83 acres of land and more particularIy described in Exhibit A-1 and depicted on Exhibit A-2 attached hereto and incorporated by reference (the ""); and WHERF,AS, the City desires to acquire the Property; and WHEREAS, the County, including the County's Roads and Airports Department, has determinedthatthe Property is no longerrequired for County use, including the use by the County's Roads and Airports Department, and therefore the sale to tlie City would be in compliance with California Government Code Section 25365(a). NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are acknowledged, the Parties agree as follows: 1.PURCHASE AND SALE a. Subject to the terms and conditions in this Agreemei'it, County agrees to sell and City agrees to purchase the Property. County shall convey its interest in the Property by quitclaim deed in substantially tlie form attached hereto as Exliibit B (the "Deed"). b. In connection with the sale of the Property, the County will provide City vehicular access riglits between tlie Property and Lawrence Expressway solely for use by public agency employees, agents, contractors, and consultants, for the construction of public improvements on the Property and for ongoing operation and maintenance of the Property. Such access shall be madc pursuant to an agreement in substantially the form attached hereto as to be Page I of 10 Purchase and Sale Agreement APNs 375-21-001 & 375-22-001 Page 2 recorded in the public records at the Closing (the "Agreement Regarding Access"). PURCHASE PRICH, The purchase price for the Property shall be the sum of Two Million Six Hundred Ninety Thousand Dollars ($2,690,000) (the "Purchase Price"i and shall be payable in all cash or an amount credited by wire transfer of immediately available funds to Escrow Agent (defined below) at the Closing (defined below). ESCROW AND CLOSING a. The Parties shall complete this transaction through an escrow established with Old Republic Title Company, located at 224 Airport Parkway, Suite 170, San Jose, California, attention Sharon LaFountain, Escrow Officer, (408) 557-8400 the "Escrow Agent") pursuant to joint escrow instructions. Within three (3) business days after tlie Effective Date, the City shall deposit this Agreement with Escrow Agent. Tl'iis Agreement shall constitute tlie joint escrow instructions of the County and the City to Escrow Agent and upon the opening of escrow, Escrow Agent is authorized to act in accordance with the tern'is of this Agreement. Upon Escrow Agent's or either Party's request, the Parties shall execute such additional and supplementatay escrow instructions as may be appropriate or reasonably required by Escrow Agent to enable the Escrow Agent to comply with tbe terms of Agreement; provided, liowever, that if there is any conflict or inconsistency between such additional and supplementary escrow instructions and this Agreement, this Agreement shall control. b. The transfer of the Property shall occur and escrow shall close (the "") on the fifteenth (15') calendar day after the completion of tlie Contingency Period (defined below) or on such earlier date as City and County may mutually agree (the "Closing Date") subject to the terms of this Agreement. c. At least one (l) business day prior to the Closing Date, the City shall deposit with the Escrow Agent, the Purchase Price, plus any additional amounts required pursuant to Section 6 below, and any additional documents required by Escrow Agcnt to effectuate the Closing in accordance with the terms of this Agreement. d. At least one (1) business day prior to the Closing Date, the County shall deposit the Deed, the Agreement Regarding Access and any additional documents required by the Escrow Agent to effectuate the Closing in accordance witli the terms of this Agreement. e. City's Conditions to Closing. The following are conditions precedent to City's obligation to purchase the Property: (i) County shall not be in material default Page 2 of 10 Purchase and Sale Agreement APNs 375-21-001 & 375-22-001 Page 3 in the performance of any covenant or agreement to be performed by County under this Agreement and all of County's representations and warranties made pursuant to this Agreement shall be true and correct as of the Closing Date; (ii) there shall be no material adverse change in the condition of the Property physical, legal, title, environmental, or otherwise) from that which existed at the expiration of the Contingency Period; (iii) Escrow Agent shall be committed at the Closing Date to issue City a title policy subject only to those exceptions approved by City during tlie Contingency Period; and (iv) County shall have received all approvals necessary to perform the transaction contemplated hereiu'ider. The above-referenced conditions are solely for the benefit of City. If on the Closing Date any condition precedent is not satisfied, City shall have the right in its sole discretion either to waive in writing the condition and proceed with the Closing, or terminate this Agreeinent. If City provides written notice of termination hereunder, the Agreement shall terminate and the Paities shall have no further obligations under this Agreement (with the exception of obligations that survive the Closing or termination). 4. DISCLAIMERS; CONTINGENCY PERIOD a. Pursuant to California Civil Code Section 11 02.2(j), the property is being sold as is," without express or implied warranty, and shall be subject to all liens, easements and encumbrances, recorded or unrecorded. In addition, County makes no representations with respect to the presence of Hazardous Waste, the suitability of the property for the uses intended, or with respect to the conformance of the property to any codes, rules, regulations or ordinances, whetlier local, state or federal. "Hazardous Waste" includes witliout limitation: a) Those substances included within the definitions of "hazardoxis substance," hazardous waste," "hazardous material," "toxic substance," "solid waste," or pollutant or contaminant" in CERCLA, RCRA, TSCA, HMTA, or under any other Environmental Law; (b) Those substances listed in the United States Department of Transportation (DOT) Table [49 C.F.R. 172.101], or by the Environmental Protection Agency (EPA), or any successor agency, as hazardous substances 40 C.F.R. Part 302; (c) Other substances, materials, and wastes that are or become regulated or classified as hazardous or toxic under federal, state, or local laws or regulations; and (d) Any material, waste, or substance tliat is: (i) apetroleum or refined petroleum product, (ii) asbestos, (iii) polychlorinated biphenyl, (iv) designated as a hazardous substance pursuant to 33 U.S.C.A. §1321 or listed pursuant to 33 U.S.C.A. §1317, (v) a flammable explosive, or (vi) a radioactive material. City acknowledges and will upon Closing accept title to the Property with the understanding that the Property does not have access to or from Lawrence Expressway or any other public road except to the extent provided in the Agreement Regarding Access. b. City understands that County makes no express or implied warranty with respect to the condition of any of the Property. County makes no oral or written Page 3 of 10 Purchase and Safe Agreement APNs 375-21-001 & 375-22-001 Page 4 representation regarding the age of improvements, the size and square footage of the parcel or building, or the location of property lines. Apparent boundary line indicators such as driveways, fences, hedges, walls, or other barriers may not represent the true boundary lines. Only a surveyor can determine the actual boundary lines. If any of these issues are important to City's decision to purchase, then City should investigate the Property independently. City acknowledges that it has not relied upon any representations by County with respect to the condition of the Property, the status of permits, zoning, or code compliance. City is to satisfy itself concerning these issues. For a period or thirty (30) calendar days after the Effective Date (the "Contingency Period"), City and its employees, agents, contractors, consultants, and representatives may enter upon the Property for the purpose of inspecting and evaluating the condition of the Propeity (pliysical, legal, title, environmental, or otherwise); provided, however, City may not make any invasive investigations (e.g., taking soil or water samples) without the prior written consent of the County which may be withheld in the reasonable discretion of the County. City's inspection and evaluation shall be at City's sole cost and expense. City's acceptance of the condition of the Property is a contingency of tliis Agreement. On or before the expiration of the Contingency Period, City shall have the riglit in its sole discretion to terminate this Agreement based on any condition of the Property that is unacceptable to City. If City provides written notice of termination hereunder, the Agreement shall terminate, and the Parties shall have no further obligations under tliis Agreement (with the exception of obligations that survive the Closing or termination). c. Notwithstanding the foregoing, to the best of County's actual knowledge: (i) County has the full right, power, and authority to enter into this Agreement and perform the transactions contemplated hereunder; (ii) this Agreement and all documents to be delivered by County under this Agreement are duly authorized and executed by County, and are the legal, valid, and binding obligations of County; (iii) there is no litigation or proceeding pending or, to the County's knowledge, threatened in writing, nor is there any unsatisfied judgment against or involving County or the Property, wliich might materially and adversely affect the Property or County's ability to consummate the transaction contemplated by this Agreement; (iy) there are no leases, licenses, or other occupancy agreements affecting any of the Property and there are no obligations in coru'iection with the Property (such as service, utility, maintenance, employment, or management contracts, or brokerage and leasing commission agreements) that will be binding upon City after the Closing; and (v) County has not received written notice of any violations of any laws, rules, or regulations applicable to the Property. d. On or before the expiration of the Contingency Period, County shall remove from the Property any equipment and personal property belonging to the County or its contractors; notwithstanding the foregoing, County shall leave in place Page 4 of 10 Purchase and Sale Agreement APNs 375-21-001 & 375-22-001 Page 5 and convey to the City at Closing any existing fencing around the perimeter of the Property. DEVELOPMENT OF PROPERTY AND PROPERTY TAX It is the responsibility of the City to deteimine any allowable uses or limitations on the development or use of the Property and to satisfy itself as to the suitability and condition of the Property. City is required to seek all approvals, permits, licenses and the like at City's expense for any intended development, modification, occupancy, use, or improvement of the Property. City acknowledges that the Property is currently not subject to propeity taxes since it is owned by the County, which is a public agency, but that upon the transfer of title to the Property to City, the Property may be subject to property taxes. City shall be responsible for determining any and all taxes which may apply to the Property. EXPENSES a. City shall pay recording fees, escrow fees, transfer tax (if any), title insurance premium and the costs of any endorsements thereto, and survey costs (if any) incurred under this Agreement. All other costs shall be divided as is customary in Santa Clara County. b. There are no utilities, service and maintenance contracts, rentals, deposits, or other similar fees or expenses related to the Property that will be effective as of the Closing Date and, thus, no apportionments of same are required as of the Closing Date. General real estate taxes and special assessments against the Property payable for the tax year of the Closing (if any) shall be apportioryed as of 12:01 a.m. on the Closing Date, so that City bears all such expenses with respect to the Property on and after the Closing Date. c. The Parties shall jointly prepare a preliminary Closing adjustment on the basis of any appoitionrnents or adjustments to be made based on payments or expenses, and sliall deliver such computation to Escrow Agent prior to the Closing Date. If any of the foregoing prorations cannot be calculated accurately on tlie Closing Date, then they shall be calculated as soon after the Closing Date as feasible. Either Party owing the otlier Party a sum of money based on such subsequent prorations shall promptly pay such sum to the other Party. The provisions of this Article shall survive the Closing. RELEASE a) From and after the Closing, City hereby waives, release, acquits, and forever discharges County, and County's agents, directors, officers, and employees to the maximum extent permitted by law, of and from any and all claims, actions, causes of action, demands, rights, liabilities, damages, losses, costs, expenses, Page 5 of 10 Purchase and Sale Agreement APNs 375-21-001 & 375-22-001 Page 6 compensation, attorneys' fees, consultants' fees and costs and expert fees collectively "Claims") whatsoever, direct or indirect, known or unknown, foreseen or unforeseen, that it now has or that may arise in the future because of or in any way growing out of or connected with the physical condition of Property, including without limitation, the physical and environmental condition of the Property or any law or regulation applicable thereto, including, without limitation, any Claim or matter (regardless of when it first appeared) relating to or arising from (i) the presence of any environmental problems, or the use, presence, storage, release, discharge, or migration of Hazardous Materials on, in, under or around the Property regardless of when such Hazardous Materials were first introduced in, on or about the Property, (ii) any patent or latent defects or deficiencies with respect to the Property, (iii) any and all matters related to the Property or any portion thereof, including without limitation, the condition and/or operation of the Property and each part thereof, and (iv) the presence, release and/or remediation of asbestos and asbestos containing materials in, on or about the Property regardless of when such asbestos and asbestos containing materials were first introduced in, on or about the Property. City hereby waives and agrees not to commence any action, legal proceeding, cause of action or suits in law or equity, of whatever kind or nature, including, but not limited to, a private right of action under the federal superfund laws, 42 U.S.C. Sections 9601 et seq. and California Health and Safety Code Sections 25300 et seq. (as such laws and statutes may be amended, supplemented or replaced from time to time), directly or indirectly, against the Sellers or their agents in connection with Claims described above, except matters arising 'from Seller's fraud or intentional misrepresentation or concealment. The foregoing does not, however, release against County (i) any claims by third parties (or any rights of City to seek indemnity or contribution for suchthird party claims) that arise frommatters occurring prior to thc Closing brought against City; or (ii) any claims by City resulting from the breach of this Agreement by Cormty. CITY EXPRESSLY WAIVES ITS RIGHTS GRANTED UNDER CALIFORNIA CIVIL CODE §1542 AND ANY OTHERPROVISION OF LAW THAT PROVIDES A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. City's Initials: b) Witliout limiting the foregoing, if City has actual knowledge of: (a) a default in any of the covenants, agreements or obligations to be performed by County under this Agreement and/or (b) any breach or inaccuracy in any representation Page 6 of 10 Purchase and Sale Agreement APNs 375-21-001 & 375-22-001 Page 7 of the Cormty made in this Agreement, and City nonetheless elects to proceed to the Closing , then, upon the consummation of tlie Closing , City shall be conclusively deemed to have waived any such default and/or breach or inaccuracy and shall have no Claim against County or hereunder with respect thereto. The provisions of this Section 7 shall survive the Closing. TIME OF ESSENCE Time is of the essence in this Agreement. NOTICES All notices, demands, requests, and exercises under this Agreement by either party shall be hand-delivered or sent by United States mail, registered or certified, postage prepaid, addressed to the other party as follows: County:Deputy Director, Administration Roads and Airports Dept. 101 Skyport Drive San Jose, CA 95110 City:City Manager City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 10.EFFECTIVE HF,ADINGS The subject headings of the paragraphs and subparagraphs of this Agreement are included for convenience only and shall not affect the construction or interpretation of any of its provisions. 11.ENTIRE AGREEMENT This Agreement constitutes the entire agreement between the parties pertaining to the subject matter contained in it and supersedes all prior and contemporaneoris agreements, representations and understandings of the parties. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all the parties. 12.SEVERABILITY Page 7 of 10 Purchase and Sale Agreement APNs 375-21-001 & 375-22-001 Page 8 Should any part of this Agreement be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceabiiity shall not affect the validity of the remainder of the Agreement which shall continue in full force and effect, provided that such remainder can, absent the excised portion, be reasonably interpreted to give tlie effect to the intentions of the parties. 13. GOVERNING LAW This Agreement shall be construed and interpreted according to the laws of the State of California, excluding its conflict of law principles. Proper venue for legal actions will be exclusively vested in a state court in tlie Couiity of Santa Clara. The parties agree that subject matter and personal jurisdiction are proper in state court in the County of Santa Clara, and waive all venue objections. 14. NO THIRD-PARTY BENEFICIARIES The Parties intend that the rights, obligations and covenants in this Agreement shall be exclusively enforceable by the Parties. There are no third-party beneficiaries to this Agreement. 15. COUNTERPARTS, ELECTRONIC SIGNATURES This Agreement may be executed in one or more counterparts, and all of such counterpaits so executed together shall be deemed to constitute one and the same agreement, and each such counterpart shall be deemed to be an original provided all of the parties have fully executed this agreement. Unless otlierwise prohibited by law or City or County policies, the parties agree that an electronic copy of this Agreement, or an electronically signed Agreement, has the same force and legal effect as the Agreement executed with an original ink signature. The term electronic copy of this Agreement" refers to a transmission by facsimile, electronic mail (email), or other electronic means of a copy of the original signed agreement in a portable document format. The term "electronically signed Agreement" means the Agreement that is executed by applying an electronic signature using technology approved by the City or County. 16. BROKERS AND FINDER8 Neither Party has had any contact or dealings regarding the Property, or any communication in connection witli the subject matter of this transaction, through any licensed real estate broker or other person who could claim a right to a commission or finder's fee in connection with the purchase and sale contemplated herein. In the event that any broker or finder perfects a claim for a commission or finder's fee based ripon any such contact, dealings or communication, the Party through whom the broker or finder makes his or her claim shall be responsible for Page 8 of 10 Purchase and Sale Agreement APNs 375-21-001 & 375-22-001 Page 9 such commission or fee and shall indemnify andhold harmless the other Party from all claims, costs, and expenses (including, without limitation, reasonable attorneys' Remainder of page intentionally blank.] Page 9 of 10 fees and disbursements) incurred by the indemnified party in defending against the same. Thc provisions of this Section shall survive the Closing. IN WITNESS WHEREOF, the parties have executed this Agreement as of the later of the dates set forth below: COUNTY: B7: Name: Title: Date: State o ifornia PresDidYe/nHIB{Aoardof Slgilorl 2020 Signed and cortifiod that a copy of this documcnt hac been delivered by clcctronic or othor mcanc to thc r'rasidcnt, Board of Suporvisots Attest: Superv.tsors Approved as to Form and Legality: Deputy County Counsel Exhibits: A-l A-2 B c Legal Description of Property Depiction of Property Form of Quitclaim Deed Form of Agreement Regarding Access CITY: City of Cupertino, a California municipal corporation N'ame: DEBORAH L.FEN6- Title: City Manager Date:7/22/2020 Attest: B)/:pwa7i -J,., ,, i.-.: 7/22/2020 City Clerk Approvcd as to Form and Legality: B:Y: Heather Minner City Attomey Page 10 of 10 EXHIBIT A-1 LEGAL DESCRIPTION OF PROPERTY See attached] A-1 EXHIBIT "A-1" PARCELI LAWRENCE-MrTTY PARK CUPERTINO, CALIFORNIA LEGAL DESCRIPTION Commencing at the most northeasterly corner of Lands of Santa Clara Valley Water District (Book LO33 0R Pg. 113) as shown on that certain Parcel Map, which was filed for record on January 4, 1990 in Book 609 of Maps at page 6, Santa Clara County Records, Thence along the easterly line of said Lands of Santa Clara Valley Water District, South 20o09'45" East, 11.86 feet, and South 02ol l' 00" West, 96.08 feet, to the Point Of Beginning; Thence, continuing South 02ol l '00" West, 186.30 feet and South 43o00'40" East, 192.89 feet to the westerly line of Lawrence Expressway, as said line is shown upon that unrecorded plans entitled "Lawrence Expressway Unit No. 6A" -layout details for stations 1+00.23 to 40+00; Thence, North 00"44'33" West along said westerly line, 322.34 feet; Thence leaving the westerly line of Lawrence Expressway, North 87o40' 18" West, 120.40 feet to the POINT OF BEGINNING. Containing an area of 32,126 square feet, (0.74 acres), more or less. END OF DESCRIPTION maim = Sheet 1 of 1 EXHIBIT "A-1" PARCEL 2 LAWRENCE-MITTY PARK CUPERTIO, CALIFORNIA LEaAL DESCRIPTION Beginning at the southeast corner of Lot 278 as shown on the map of Tract 1183, which was filed for record on June 23, 1953 in Book 44 of Maps at Page 11 Santa Clara County Records, Thence along the easterly fine said Tract No. 1183 the following courses and distances: North 14o 30'00" East, 46.59 feet; North 3o 22' 45" West, 191.71 feet; North 19o 29' 45" West, 151.30 feet; North 27o 45' 15" West, 189.35 feet; North 3o 17' 15" West, 147.02 feet; North 50o 51' 45" West, 121.65 feet; North 12o 27' 45" West, 107.74 feet; North 25o 06' 15" East, 61.00 feet; North 66o 02' 15" East, 113.84 feet; North 39o 42' 00" East, 194.78 feet; North 15o 14' 00" East, 85.91 feet; North 10o 16' 15" West, 138.43 feet; North lo 51' 30" East, 103.33 feet; North 26o 18' 45" East, 126.23 feet to the westerly line of Lawrence Expressway, as said line is shown upon that unrecorded plans entitled "Lawrence Expressway Unit No. 6A"- Iayout details sheets for stations I+00.23 to 40400; Thence, South 00o 44' 33" East along daid westerly line 1055.78 feet to a tangent curve to theright, having aradius of 5433.00 feet, a central angle of 5" 01' 21", an arc length of 476,25 feet; Thence, South 4o 16" 48" West, 29.03 feet; Thence, leaving said westerly line of Lawrence Expressway South 87o 39' 53" West, 44.03 feet to the POINT OF BEGINNING. Containing an area of 197,905 square feet (4.54 acres), more or less. END OF DESCRIPTION. Sheet l of 1 LAAI[) rags f' EXHIBIT "A-1" PARCEL3 LAWRENCE-Mn'TY PARK CUPERTINO, CALIFORNIA LEGAL DESCRIPTION Beginning at the southeast corner of Parcel 5 as shown on that certain Parcel Map, which was filed for record on January 4, 1990 in Book 609 of Maps, at page 6, Santa Clara County Records, and being more particularly described as follows; Thence, along the easterly line of said Parcel 5, North 20o09'45" West, 45.40 feet; Thence, continuing North 20o 09'45" West, along the easterly line of Lot 292, 291, and 290 as shown on the Map for Tract No. 1183 which was filed for record on June 23, 1953 in Book 44 of Maps, at Page 11, Santa Clara County Records, a distance of 165.91 feet; Thence, continuing along the easteyly line of Lot 290, 289, 288 and 287, as shown on said Tract Map No. 1183, North 04o04'45" East, 125.69 feet; Thence, continuing along the easterly line of Lot 287, 286, 285, 284, and 283, as shown on said TractMapNo 1183,North29o51'l5"East,214.50feet; Thence, continuing along the easterly line of Lot 282, and 281, as shown on said Tract Map No. 1183, North 06ol3'45" West, 116.81 feet; Thence continuing along the easterly line of Lot 280, and 279, as shown on said Tract Map No. 1183, North 19o26'45" East, 109.24 fect; Thence, continuing along said easterly line of said Lot 279, North 14o30'00" East, 53.73 feet to the southeasterly corner of the "Lands of San Jose Water Works"; Thence, continuing North 14o30'00" East, 127.88 feet to the northeasterly corner of said "Lands of San Jose Water Works", also being the southeasterly corner of Lot 278 as shown on said Map of Tract I 183; Thence North 87 "39'53" East, 44.03 feet to the westerly line of Lawrence Expressway, as said line is shown upon that unrecorded plans entitled "Lawrence Expressway Unit No. 6A"-layout details sheets for stations 1+00.23 to 40+00; Thence, South 04o 16'48" West along said westerly line, 482.34 feet to a tangent curve to the left, having aradius of 5567.00 feet, a central angle of 5oOl'21", an arc length of 488.00 feet; Sheet 1 of 2 Sheets Thence, continuing along said westerly line, tangent to last said curve, South 00o44'33" East, 7.33 feet; Thence, leaving the westerly line of Lawrence Expressway, North 87o40'l8" West, 120.40 feet to the easterly line of the "Lands of Santa Clara Valley Water District", as shown on said Parcel Map (Book 609Maps page 6); Thence North 02o I 1'OO" East along said easterly line of said "Lands of Santa Clara Valley Water District", 96.08 feet and North 20o09'45" West, 11.86 feet to said southeast corner of Parcel 5 PM 609 M6) and the POINT OF BEGINNING; Containing an area of 113,751 square feet, (2.61 t acres), more or less. End of Description. lA%lQ @%'k e:"A fla707ei Sheet 2 of 2 Sheets EXHIBIT A-2 DEPICTION OF PROPERTY See attached] A-2 2;c'q-"" Fh -SEESHEET2CO N - ' I tr) - % HOO'X) r'-'N I F a' % * 00o9p < 0 rx:> - - N "G;' - ,' SCALE: ta=iooo 3 !,,,,"oo q"' > j NJ ' a HI ";-.o"".s"".pP"0"lNcT='-OFt"'BnEGINNING00ILLI - N kf') 0 " 11 " P,0.C. POINT OF COMMENCEMENT ', - 5 < ;; l' ffl SCVWD SANTA CLARA VALLEY WATER oismicr DO z CLffl 1. ! 3NN Cl_ n 8 X<'- t-:11J no >'j -4' loW I- w 'otsol O!N o zl s4 k- _ H. Ir, O) %, Oj i i a f4 N @. ? l," I I It CN r jI -, 0) ffi,,% nIC%J W pcc %,, % I y PM 60,,,9 I ui',, rt IJNn"- :, 31 $' $ 0 (, , % _ %,!' ,>% La% %,, +n ( cr)3- ; - 6S J C) O> o, < 8 ZO NO.iyoya U") m.l2-!11-20 i N!,7'4(2',28'W * @', 120.40' " <'tOj?(,k!11"""S ThzO. p, ') Joolo -!i, T ,,o "'Or, EXHIBIT11A_211fi!m[ d'. [4 No'_l,'J2"r'll'm' €D"N !30" #'N'9"-, -"g':"""m-es_Jaffi.l,i_aJnofs&,Klunlcl _- 7- l m-12. I a_ II " l I ( , l.giTglli!"i90l!E:liliN!NX-1!IA'M'(aa-+ I v ) '6)auik u a k: I O I (/) 1; } < (y_ AT') I I "n 1" 1 l o l 'SRS t-'-a <x'b>. 54 < 12"o+ ' if I 4880 Stevens Creek Blvd. Suite 100 San Jose, California 95129 408) 6'l5-4000 ax .. SCALE: 1'=100'- PLA'r _7Q_ A_C9-QM-jANY I XX' : I DATE: 8/30/20 , DRAWN: E,T, LEGAL DE8CRIPT10N lea & la'k h @"" I A J A A sSaX.,',,<,,'i,0,,X4,/e, li, CHECKFn: M.H. JOB NO.: 19129 SHEET 1 0F 3 f'Af'(UeL8 I & * LAWRE:NCE - MITTY PARK CUPEFITINO, CALIFOFINIA I II II II ... .. I l I I l. ____, ___ MA___TCHctss-Zs_gss3=cr 3---,'-'- -- '-'="-'a"""' a""" ( 5 ',- z"/'==4 U T ' I2679 . , e,s N I I,/ Lll 0 269 " "-< > SCALE:1"-100' z j5i', CL ( @ 3 A27o,/5% H , p/- Qn% I CL' 70A277 :'o"tiX I' 272 a36 ' > -- - ' a a og o,,s273 /o@, .,#p, i k 274 - I a ffIN 275 o I$' 276 Cl - "'- - : IN, H i i 1 1LAND277 * '/ o' %%% ,=4. LHz,.:, . 1 " 'O ay" 278 _ (7; U " NO.1707a "0 m.lB-!It-m 2 O 7 y '>4>#oyc&,,/ ' Ip i,3. 3. 0 g i ;, l!' 3 > -" '-"'a'Do' :5 j 4, [4 I:- a!"O'J"/" M= B'R ' W"_affi._,&Kuplcly, "jllG_sj.u.l:aJAoi,&,KlunlclJ ' lr? * I , I 1;4i!alti{"at)01!SailiNBCX'l!IW-)'bJX') I I k N 8}' owl ' 12 FQ NqH I " % a'/ -i '!'f 0 %,. Dl LLI l % I" '- _ N "'."'/T. W l:$ I 4880 St C k Bl d 8 a 'evens ree v . uite 100 i 8an Jose, California 96t 29 l' ( 408)615-4000 l I SCALE: i'-100'P!_AT_ _7o __a_cc_qv____p_4HyI r'o§18 I s/- a_ t * I_ % I I(Q I DATE: 6 /30 /20 DRAWN: E.T, LEGAL DESCRIPTION a Nak & PI Jlk ? I 1% 7% di l'l I ' N Th I I- . %, l 4 MATCH LINE-SEE SHEET 1 CHECKED: M',H. JOB NO.: 19129 SHEET 2 0F 3 t'AtlUeLi:4 & * LAWRENCE - MITTY PARK cupsnriso. chcirossta I l_a i i ' I I rS "a 1 l 1 _. I II/-/ / " a - X """ k """' -' - "- r = 1\o "a"l"Z)o"N"e"8/" /\"" A X l 9/ / %. %, s bo#. !%J fi '% I _y" - y(ni,7 /'y 'aa'.i . I J ,# ' a%,"o/a _ / "7 -, ' STER_LING BLVD, Z '- T sy 5-i / / / IV" K / / J R A C 7- ': §. X,'a 't' u I N I ; 583fs,> ' (ss I " 'II0z I I l- - 7 J'- - ""1 llQ(y,,U114!- 4 / l i l 1%, C.i, APN 375-21-001zC O (O I + I s 'ao 4!k N '/i' IIJ-Aii i CT)i i i iIiiI,,l iIIH' AREA=pl"9"7c,9%u5"*S.F. Nil<',1@ia,ois'x':=N'to:5.l.y,s3?E'4-78iiiI _ m (4.56iAC) 850gy %4S%h, , El ________-_ zzzmfflffla*fflfflfflffl'fflfi'%L l S o 1?m5.78' HI I I I 0 0 0 C/) 0 I ;O > () COmo > ,,1 ?_ 7) Z 7, ! " !!I 0 y .. m :- 0m-i e-- Sl A 811 0 '% T N O- j g @)€/J J 76f co = (J) (, i'B) i iO @ B I@5- ()o, ffi () h W (5 # ffll i -J- , o oi;7(l H !! @@i (:l -- < ffiffiI' Cl ", - F' Ul, c, @9o - a to@a aP, f! o :$ C. F)ffll Ji l LAWRENCE EXPRESSWAY L - - - - o- - - -'z I'mTxc CO I l l I I e , I 41/@h, g, , s 1 m b * rri % Z '/-d a 'iss 'J ' a'q o a o + ,-i iossoTh> IIIt@Q g, ffi § % ,- @lag V% ao*sa'*uoi"' o 0 r I oD cJ ama, Z IO J z m > pu';g o o im r-l z -l N O< O X"D D x I me>= r-l ooi g:, O@ D_@ vzl I-01 O! 2Zi l k EXHIBIT B FORM OF QUITCLAIM DEED See attached] Exhibit B RECORD WITHOUT FEE UNDER CALIFORNIA GOVERNMENT CODE SECTIONS 27383 AND 6103 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Cupertino City Hall 10300 Torre Ayenue Cupertino, CA 95014-3202 Affn: City Clerk MAIL TAX STATEMENTS TO: Saine as above Space above this Line for Recorder's Use A.P.N. 375-21-001 and 375-22-001 Transfer is exempt from documentary transfer tax pursuant to R&T Code Section 11922] QUITCLAIM DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, County of Santa Clara, a political subdivision of the State of California ("Grantor"), hereby does remise, release, and forever qriitclaim to the City of Cupertino, a California municipal corporation Grantee"), all right, title, fee, and interest in and to that real property situated in the City of San Jose, County of Santa Clara, State of California, described on attached hereto, together with all buildings and otlier improvements located on said real property, and all rights, privileges, easements and appurtenances thereto, including without limitation all mineral and water rights, appurtenant easements, rights-of way and other appurtenances used in connection with or relating to such real property, buildings, structures aiid other improvements. In Witness Whereof, Grantor has caused this instrument to be executed. GRANTOR: COUNTY OF SANTA CLARA, a political subdivision of the State of Califomip BY: Name: Title: Exhibit B A notary public or other officer completang this certificate verifies only the identity of the individual who sigrbed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ST ATE OF CALIFORNIA COUNTY OF On before me, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their axithorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature) Seal) Exhibit B 0uitclaim Deed - Exl'iibit A Legal Description See attached] Exhibit B CERTIFICATE OF ACCEPT ANCE California Governtnent Code Section 27281) This is to certify that the interest in real property conveyed by that certain Quitclaim Deed dated from the County of Santa Clara to the City of Cupertino, a California municipal corporation, is hereby accepted by the undersigned on behalf of the City of Cupertino pursuant to authority conferred by City Couicil Resolution No. adopted on , and the City of Cupertino consents to recordation thereof by its duly authorized officer. Dated:, City of Cupertino, a California municipal corporation, B)/: Name: Title: Exhibit B EXHIBIT C FORM OF AGREEMENT REGARDING ACCESS See attached] Exhibit C RECORD WITHOUT FEE UNDER CALIFORNIA GOVERNMENT CODE SECTlIONS 27383 AND 6103 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City of Cupertino City Hall 10300 Torre Avenue Cupertino, CA 95014-3202 Attn: City Clerk MAIL TAX STATEMENTS TO: Same as above Space above this Line for Recorder's Use A.P.N. 375-21-001 and 375-22-001 Transfer is exempt from documentary transfer tax pursuant to R&T Code Section 11922] AGREEMENT REGARDING ACCESS A. City of Cupertino, a California municipal corporation ("Grantee"), is the sole legal owner of a fee interest in that certain real property in the City of San Jose, County of Santa Clara, State of California referred to as APN 375-21-001 and 375-22-001, consisting of approximately 7.83 acres of land (the "Lawrence-Mitty Property"). B. County of Santa Clara, a political subdivision of the State of California ("Grantor"), is the sole legal owner of a fee interest in real property in the City of San Jose, County of Santa Clara, State of California commonly referred to as the Lawrence Expressway, a portion of which abuts the Lawrence-Mitty Property (the "Lawrence Expressway Segment"), as depicted in A attached hereto. C. Pursuaiit to that certain Final Order of Condemnation, dated January 30, 1963 and recorded in the Official Records of the County of Santa Clara as document number 2338389, the Lawrence-Mitty Property has no right or easement OfaCCeSS from the Lawrence-Mitty Propeity to Lawrence Expressway D. Grantor desires to provide and Grantee desires to accept a limited right of access from the Lawrence-Mitty Propeity to tlie Lawrence Expressway Segment pursuant to the terms and conditions of this agreement. Exl'iibit C COVENANTS, TERMS, CONDITIONS AND RESTRICTIONS FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Grantor and Grantee agree as follows: 1. Grantor hereby grants to Grantee a perpetual right to access the Lawrence-Mitty Property from the Lawrence Expressway Segment at a single location (the "Access Area"), solely for vehicular ingress and egress by public agency employees, agents, contractors and consultants for the maintenance, operation, alteration, repair, replacement, reconstruction, and inspection of the Lawrence-Mitty Property and the installation, constniction, or addition of any public improvements on the Lawrence-Mitty Property. Access to the Lawrence-Mitty Property from Lawrence Expressway by the public or any other party not in accordance with the previous sentence is prohibited. 2. The location of the Access Area shall be the area shown on Exhibit B attached hereto. Grantee may relocate the Access Area within the Lawrence Expressway Segment from time to time provided Grantee obtains the prior written approval of the Director of the County of Santa Clara Roads and Airports Department (or their successor) with respect to the location, dimensions and other specifications of the revised Access Area. 3. Grantor reserves the right to use the Access Area for purposes that will not interfere with Grantee's use of the Access Area. 4. Grantee, at no expense to Grantor, shall obtain from all agencies acid autborities with jurisdiction any and all required approvals, permits, inspections, or similar items which may be required, and shall conform to all pertinent laws, ordinances, rules, and regulations, for any and all activities Grantee, and its employees, agents, and contractors, conduct pursuant to the rights granted herein. 5. Grantee shall maintain the Access Area in a safe and clean condition. Grantee shall maintain and repair a locked gate from the Access Area into the Lawrence-Mitty Property. Such gate shall be closed and locked at all times except for the limited the time that vehicles that are permitted access pursuant to this agreement are driving through the gate. 6. Grantee shall be liable for any damages caused by Grantee, and its employees, agents, and contractors, arising from any and all activities Grantee, and its employees, agents, and contractors, conduct pursuant to the rights graiited herein as provided for under California law. Grantee shall indemnify, hold harmless and defend Grantor from any and all liability, damages, loss, costs, and obligations, including, but not limited to, court costs and reasonable attorney's fees, arising out of any claim, suit, judgment, loss or expense occasioned by, but not limited to, injury or death of any person or loss or damage to any property, in connection with Grantee's use of the Access Area or Grantee's breach of this agreement, excepting only losses to the extent arising from the negligence or willful misconduct of Grantor. 7. The terms, covenants, conditions, exceptions, obligations, and reservations contained herein shall be binding upon and shall inure to the benefit of Grantor, Grantee, and their Exhibit C respective heirs, representatives, assigns, and successors in interest, and shall continue as a servitude running with tlie subject property. 8. Termination. a) Grantee may terminate this agreement at any time witli notice to Grantor, followed by a notice of termination recorded in the Official Records. b) Notwithstanding anything to the contrary set forth in this agreement, this agreement and the right to access granted herein shall terminate upon the transfer of the Lawrence-Mitty Property to a party other than a public or quasi-public entity. c) Prior to termination of this agreement, Grantee shall remove the gate and permanently close off the Access Area to Lawrence Expressway and shall move the fence to be on or about the property line of the Lawrence-Mitty Propeity so tl'iat no vehicle turn-off area exists. 9, This instrument will be recorded in the official records of the County of Santa Clara, State of California. In Witness Whereof, Grantor and Grantee have caused this inshy'nent to be executed. GRANTOR: COUNTY OF SANTA CLARA, a political subdivision of the State of California By: Name: Title: Date: APPROVED AS TO FORM AND LEGALITY: Karen M. Willis, Deputy Corinty Counsel Exhibit C CITY: City of Cupertino, a California municipal corporation By: Name: Title: Date: Attest: B)7: City Clerk Approved as to Form and Legality: B7: Heather Minner City Attorney Exhibit C A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA ) COUNTY OF € On before me, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on tlie instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WI"lNESS my hand and official seal. Signature) Seal) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ST ATE OF CALTFORNIA COUNTY OF On before me, Notary Public, personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WIINESS my hand and official seal. Signature) Seal) EXhibit C Agreement Reearclinp, Access - Exliibit A I Depiction of Lawrence Expressway Segment See attached] Exhibit C ffi _.,_ TCH -sci-shccrz " " MA - lN'%4"- 00 Nl t')-, I- 00 a) x t I /-% 00 () r-' l % < 0 (X) - - 53 ";g;7/ , +I SCALE: 1'=100" N(Daha-"':7 0o a LEGEND , or ! 4 >, ( r',A.nC:EL LINE' - - e N J " € I ' P.O.EI_ POINT OFBEGINNINGIa:) I LJ - a - - : - 5D <o ;;" l"' m" SpCoVWcDsPaoh"rTaocFucsoaMMvEaNu_ccEMyEwNaTxsDISTRICT ND , z " . 1. E J CL f") 8 X< ' S LLj O) Ja - to CO $$ It "'< '? IN- j-___= l C)!'I Cl: O') 21 HTh- - jr Bl', Cl) 1, Lu €X CH IC j N a'. 9 l!:' I z i!1, jG . N - -l,r, 9 Q pCL5M a5 z 0 PM 60,9 Iuiyre I,ash/ O' 0 '$. _ 'r4, :I %%;, . g %%, tr)3 q - 8S ff 'xo> @U) ' ZO NO.I,7078 m.lB-31-20 rya7l2a<oo4oio<w. \ %,,Oyc,,,4'S s ' L 0 . 9.'))'olo,!'I=.t"-o""3rr'- EXHIBITIIA_11IX%Ja.[&( N I i - - n i o ( ;rI:a;+ D10LIJN_ N.s,, ,<h, t %lq I L %l _,l IIJ _j_j Ilv- I S 5 < S.:. di d_Gsiaun_l_i_aJnof,&e,KlunlclJ l m_l2 I O- II '- 'l I I , Lld'llit\1A')()lT4tililai?;'M%>@!lA'Z*'!a)49 I I - l r 1= t Z < LJ I s 'tu-i v a_ LIJ rn i O I €/) E-" S. < ff L" I Y< l '0l" 'X < los" ' ( 'a <y 'b> oiZ I 4880 Stevens Creek Blvd. Suite 100 , San Jose, California 951 29 408) 615-4000 i I SCALE: l".tOO'P!_AT_ TO_ _AC_ C__QM__PANY ' g \""t-r'_x'oX't'% 'l I DATE: 8/30/20 DRAWN: E,T, LEGAI DE80RIPT10N i Nak & P141111 a & J A & OS'(z: l i S'/A??""u ' I Y X B, T I CHECKED: M-H- JOB NO.i 19129 SHEET 1 0F 3 _ PAt%;tLB I & d LAWRENCE - MITTY PAFIK CUPERTINO, CALPORNIA i I MATCH ffiSHEET 3 "" a -'= 6,..-] i " ' A T - 2679 I , [/ rea NIj S I 269 ' "-< > SCALE:1'=100' S', a_ ( o% 3 27o , / "-S V 3,,-- ' in%\/"\' 271 ",,; A o - "z-i:_ :Y 'x l'X) Y /> / -' % y p aOt,,sT:syD8'*@lno l I 4 274 a I j W II275 - B If z-'is Cl l<_ - :} Ri I i I I,ANj)t 277 sai%;stgzs5+, @' g @,:% LLI ' N0.17078 " DO 278 0 mp.ia-si-m L o 7' flz '4'#oyeii.llo/.3: 9i*3>On,,=%.py5 :s'a'.[eA;l', a- 'a) !'1@M$- 15 ' 7HIBITG"':u-l:ani & Kull -- i Z O I """""" aq""" ' j /%lL// rr, "q,§ l; 8 San Jose, €nc- .8_%__'aunl7_a,nois&e,K,unlclJ11 i / p /%/!') I I -- - l:mllai?fl!lOlNhlilit4A-%)M!IN<+%*JAr) I ,! I l_ M HIS" owl ' > sll H,r> :H 1 I / - % a'/ J$I I(,ffo 'a'A8'iaa f 4880 Stevens Creek Blvd. Suite 100 ' San Jose, California 96129 408)615-4000 t SCALE: i'alOO'Pl-AT ,70.69g!q4f4:Y I I - " 3'/,4g'- <" '-\;_ I l %%_ 2i a. I * iI -- l l/) I DATE: 6/30/20 DRAwi E.T, LEGAL DE8GHIP l ION l I-i A fl4t!!1 6 A @ 6 II I - -, I = t kOO ',l I i -, C%I I I I E- -. %-, l = JF- ( I MATCH LINE-SEE SHEET1 CHECKEDi M-H- JOB NO.: 19129 SHEET 2 0F 3 , rJ'%rlb €&.0 & & g IAWRENC:E - MITTY PARKf. cupenarmio, churossth I kl I l -I 19 _ _ - - - - , 246 4 C!/€1(' V/ IIso247 ,(,,'/Jby Q)/- 7 - - -' l I i 0 -> 248 I SCALE:1'=100' J m-- 249 ' 0 -- z, n 250 I ', Z 1_CX') I , r - - I ui - q - 7' i ,__- ,i < r 251 v>l 3 M , s 0 252 rtol fl r r I A 0_ - - X ffi zs':s I ' a 254 ' I 255 ' H - a < u,i l,ANj), TSzseiX%o,4,,t ;B,=.oz%>"a%45%, i ' 257X 3 NO.L7078 b4 H 258 H < mp.ta,st-go I ' % op Ctss""O' C/)-""'% 00 s,slNu";< ' BBB7--,siv='z,7._ . Nl a * fl I-4r .. . .. _ .. ,,,.. . ...... laplj') o : D' M' < ,O) -6 n a- riH@Z< CLI,, H<., liu Ib It') I':$: 4 Giuliani & Kull - San Josey Inc.' " kOl!Filiiaik4ffll?i'A!*>n ,,l 4880 Stevens Creek B(vd. Suite 100 San Jose, California 95129 408) 615-4000 SCALE! 1'-100'PL_AT-TOj_C6_QM_PANY = I % X 18, DATE: 8/30/20 LEGAL DE8CRIPT10N r ': l"DRAWN: EiTi _PI Jl s 7% J , , "%si I' 4 ... /' l . - I MATCH LINE-SEE SHEET 2 CHECKED: M-H- JOB NO.: 19129 SHEET 3 0F 3 rhncbb Z LAWRENCE - MITTY PARK CuPERTINO, CAl €FORNIA laaq Agrecment Regarding Access - Exliibit B Depiction of Location of Existing Access Area See attached] Exhibit C z LLI LLI x LIJ 3LLI o CNz 01sJ Ln(Y t3, O( ZJ pie,J,'JD,a3ogray,, 1-12.10 N84a49'05'aV/ 14(i,ti3 o,, ;ll'l'l COUNTY OF SANTA CLARA APN 376-21-001 EXISTING DRIVEWAY / ACCESS OPENING 111111111111 ACCESS PROHIBITED GRAPHIC SCALE 0 120 1 inch = 120 ft, AOO5S OPENIN €a RILY. 2020 CERTIFICATE OF ACCEPT ANCE California Government Code Section 27281) This is to certify that the interest in real property conveyed by that certain Agreement Regarding Access dated , from the Coiuity of Santa Clara to the City of Cupertino, a California municipal corporation, is hereby accepted by the undersigned on behalf ofthe City of Cupertino pursuant to authority conferred by City Council ResolutionNo. adopted on , and the City of Cupertino consents to recordation thereof by its y authorized officer. Dated: By? Name: Title: City of a California municipal corporation, I Exhibit C