90-043 Fremont Older School District (Agreement for Purchase of); Resolution 8303Citlf of CwpertfMo
1740 Technology Drive, Suite 250
San Jose, California 95110
(408) 441-7800
FAX (408) 441-2302
OFFICE OF THE CITY ATTORNEY
December 10, 1990
Priscilla Brown, Esq.
Breon, O'Donnell, Miller,
Brown and Dannig
100 Bush St. #2200
San Francisco, CA 94104
Re: Agreement for the Purchase and
Sale of the Fremont-Older School Site
Our Reference No. 01/BP
Dear Priscilla:
In an effort to expedite execution of the agreement for
the purchase of Fremont-Older by the City, the following
language was inadvertently omitted from the agreement:
The purchase of the real property is con-
ditioned upon delivery at close of escrow of
Certificates of Participation in lease pay-
ments to be made by the Buyer to the
Cupertino Public Facilities Corporation as
the rental of all or a portion of the
property and certain other real property
with a principal component sufficient to
provide funds to the Buyer to enable it to
pay the purchase price of the real property.
If this language is agreeable, please sign the original
of this letter which is being delivered to the Cupertino
Union School District for the Board's consideration at
its meeting on December 11.
I also included a signature line for the chairman of the
school board.
Priscilla Brown, Esq.
December 10, 1990
Page 2
Thank you for your cooperation.
Charles T. Kilian
City Attorney
SS
cc: Don Brown
City Manager
Dated: -------
Dated:
/2-)/-/0
Dated:
PRISCILLA BROWN, ESQ.
CHAIRMAN OF CUPERTINO UNION
SCHOOL DISTRICT BOARD
c./0' RALD F. MATRANGA
ASSOCIATE SUPERINTENDENT,
RFSOI.IJI'ION NO. 83 03
A RFSOI.IJI'ION OF 'IHE CITY' CXXJNCIL OF 'IHE CITY OF aJPERrINO
.AIJmORIZrnG EXEaJl'ION OF AGREEMENT FOR :roRCHASE
OF FREM:>NT OI..DER EUMENTARY SOiOOL SITE,
19500 CALtE DE BARCEI.bNA
WHEREAS, there has been presented to the City Council an agreement
between the City of CUpertino am. OJpertino union SChool District
outlin.irg the tems am. oorxlitions for the purc.ha.se of Fremont Older
Elemer1tary School Site, 19500 Calle r:e Barcelona; am. said agreement
having been approved by the City Manager am. the City Attomey;
NCM, 'IHEREFORE, BE IT RFSOLVED, that the Mayor am. the City Clerk are
hereby authorized to execute the agreement herein referred to in behalf of
the City of CUpertino.
PASSED AND AOOPI'ED at a regular meeting of the city Council of the
City of CUpertino this .11.tJJ.da.y of December , 1990 by the following vote:
Vote Members of the City Council
AYES: Goldman, Rogers, Sorensen, Szabo, Koppel
NOFS: None
ABSENT: None
ABSTAIN: None
A'ITFST:
/s/ Dorothy Cornelius
City Clerk
APPROVED:
/s/ Barb Koppel
Mayor, City of Cllpertino
,·
All that certain parcel or land situate 1n the County ot Santa Clara,
State ot California,. described as tollowe:
BEGIHNIRG at a point in the Southerly line ot Lot l distant thereon
N~·a7• 08 1 0211 w. 510.00 ·feet trom the intersection thereof with the
centel'line of Miller Avenue, as said. Southerly line and Centerline
a.re shown on that certain aap entitled, HMap ot the Subdivision ot
~he ·property ot Mra. x. Tantau, being a portion of Quito Rancho",
filed for record April 5, 1887 in Book "B" ot Mapa at page 58 1n
the Ott1ce ot the County Recorder, Count-y of Santa Clara, State ot
California; running thence along said Southerly line ot Lot 1
N. a--r 08 1 02" W. 349.08 feet to the Southwesterly corner ot said
Lot 1,· in the Centerline ot Arroyo de Los Calabazas as said Centerline
is eho'Wll on that certain map entitled "Tract Ho. 2155, being a portion
of the Quito Rancho, Cupertino, California•, tiled tor record 1n
Book 103 of Mapa at pages 30 and 31 1n the otfice ot the County Recorder
County ot Santa Clara, State or California; thence along said Centerline
as shown on said map or Tract No. 2155 the tollow:tng courses and
distances N. ?i4• 22 1 22" E. 13.20 teet; N. 6• Zl' 38" W. 105.60 feet;
W. 24• 02 1 22 1 E. 118.80 feet; N. i• 57' 38" .w. 24o.90 feet; N. 44° 57'
38" W.· 99.00 feet; N. ao• 57' 38" W.· 125.40 . .feet; and N. 1° 57' 38 11
• W.
39.66 feet to the 1nteraect1on thereof With the Southerly line of Lot
5, as shown on that certain map entitled "Map ot the Subdivision ot
the property ot P. M1llerl being a portion ot the Quito Rancho", tiled
for record on April 5, 18tl7 in Book "B" ot Mapa at Page 60 in the office
of the County Recorder, County ot Santa Clara, State ot Cal1torn.1a;
thence continuing along said Centerline or eaid Arroyo de Los Calabazas
said Centerline being also the Westerly line ot aaid Lot 5, N. 1• 57'
38" W. 39.54 feet; thence N. 55° 02 1 22" E. 103.67 feet to the point
common to Tract No. 2155 and Tract No. 2153 as said point is shown on
that certain map entitled "Tract No. 2153, being a portion or Lot 3,
Map or Craft Partition, Cupertino, Cal1torn1a" tiled tor record
October 7, 1958 in Book 98 ot Mapa at Pages 28 and 29 in the Office
ot the County Recorder, County of Santa Clara, State ot California;
thence continuing along said Centerline and said Westerly line of
Lot 5 the t'ollowing courses and dietancea N. 55• 02 1 22 11 E. 41.53
feet;_ N. 74"' ~2 1 22" E. 99.00 teet; N. 29•02 1 22" E. 207.2Ji :reet and
N. 1~· 32' 42 1 E. 166.32 .feet and ll. 12° 45' 18" E. 24.42 feet to
the intersection with the Northerll line ot said Lot 5; thence along
aa.id Northerly line or Lot 5 S. 8g 48 1 15" E. 570.30 feet to the
Northerly prolongation or the Westerly line ot Tract No. 1343 as
said Weaterly line is shown on that certain ma~ entitled "Tract No.
1343, Casa Del Sol No. 2 in Santa. Clara County , tiled for record
Fepruary 15, 1955 in Book 54 ot Maps at Pagea 42 and 43 in the office
ot the County Recorder, County ot Santa Clara, State or Cal1torn1aj
thence along the Northerly prolongation and Westerly line ot said
Tract No. 1343 the following couraerJ and distances s. o• 30' 0011 E.
161.32 feet; s. 89• 30 1 00 11 W. 18.28 teet; S. o• 30 8 00~ E. 105.00
reet; s. 89• 30• oo" w. 32.15 feet ands. 2• 51~ 58" w. 290.25 teet
to a point 1n the Southerly line of Lot 5, thence along the said
Southerly line of Lot 5 N. 87° 08 1 02" W. 334.98 feet to a point in
aa.1d Southerly line of Lot 5; ·thence leaving said Southerly line of
Lot 5 at right angles s. 2• 51 1 58" ,W. 582. 72 feet to the point ot
beginning.
CONTAINING 13.069 acres more or leas.
1.
I J ()(, 9 .4c t
10
Pr t. or J' UNT,/U ..5u1301n~10N
01-A" /.o.r .:5 P U;L!ER .:tu~
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AMENDMENT TO AGREEMENT
FOR PURCHASE AND SALE OF REAL PROPERTY
The Amendment to Agreement for Purchase and Sale of·
Real Property is entered into by and between the Cupertino Union
School District ("District") and the City of Cupertino ("City")
with reference to the following facts:
1. On December 11, 1990, the District Governing Board
approved an agreement for Purchase and Sale of Property and a
side letter from City confirming certain conditions dated
December 11, 1990 ("Agreement"), consisting of the Fremont Older
site:
2. The District Governing Board delegated authority
to Gerald Matranga, Assistant Superintendent for Business, to
renegotiate the payment of the cost of a CLTA title insurance
policy, provision which is found at paragraph 4.3.
AMENDMENT
The parties agree that paragraph 4.3 shall be amended
as follows:
"Buyer" shall be replaced with "Seller" so the first
sentence reads:
"The cost of a CLTA title insurance
policy shall be paid by Seller."
This writing constitutes the entire agreement of the
parties, and may not be amended except in writing signed by both
parties.
DATED: December 21, 1990 DATED:
CUPERTINO UNION SCHOOL DISTRICT CITY OF CUPERTINO
By~t!:--6
r · Patric;ia A. L~
· · Supedntendent
1
FINA'L AGREEMENT
, I
\ :
AGREEMENT
: i
FOR PuncHASE AND SALE OF REAL PROPERTY ','
THIS AGREEMENT is made this , 11th day of December
1990, by and between CUPERTINO UNION SCHOOL DISTRICT (hereinafter
"Seller''), a California public school district in the County of
Santa Clara, State of California, and the city of Cupertino, an
incorporated municipality in the County of Santa Clara, State of
California (hereinafter "Buyer").
RECITALS
WHEREAS, Seller is the owner of certain property
hereinafter described located in the City of Cupertino, County of
Santa Clara, State of California;
WHEREAS, the Buyer desires to acquire said property and
Seller desires to sell said property on and subject to the terms
and conditions contained herein;
NOW THEREFORE, in consideration of the covenants and
agreements hereinafter set forth, Seller and the Buyer agree as
follows:
ASSETS PURCHASED
Seller hereby agrees to sell and convey to Buyer and
Buyer agrees to purchase from Seller, subject to the terms and
conditions set forth herein, 'the following:
1.1 That certain property described on Exhibit A
attached hereto (hereafter the "Real Property");
1
'1 r '
1.2 All rights, privileges and easements appurtenant
to the Real Property, including, without limitation, all
minerals, oil, gas and other hydrocarbon substances on and under
the Real Property (to the extent owned by Seller), as well as all
development rights, air rights, water rights and water stock
relating to the Real Property and any and all other easements and
rights-of-way appurtenances used in connection with the
beneficial use and enjoyment of the Real Property (all of which
are collectively referred to as the "Appurtenances''), and all
improvements to the Real Property;
1.3 The Real Property, the Appurtenances, and
Improvements are hereinafter collectively referred to as the
"Property."
TERMS
2.1 The purchase price for the Property shall be
$15,940,000.00;
2.2 The Purchase Price shall be paid as follows:
a. i. No later than March 1, 1991, the Buyer
shall pay in cash or by certified check to Seller or at Seller's
direction, 50% of the purchase price plus any costs payable by
Buyer pursuant to paragraph 4.2.
ii. The balance of Purchase Price plus the
cost noted at paragraphs 4.1 and 4.3 shall be paid on or before --
March 1, 1992 to Seller or at Seller's direction.
b. Should Buyer not purchase the property for
any reason by failure to pay the 50% of the purchase price
2
March 1, 1991, or by failure to pay the balance of the purchase
price by March 1, 1992, and should Seller terminate this
Agreement as provided herein, Seller shall be free to dispose of
the Property in any manner it determines is in its best interest.
Buyer shall waive all statutory rights of refusal under the law.
In addition, in the event Buyer does not
purchase the property and should Seller elect to dispose of the
Property to other purchasers, Buyer shall cooperate with Seller's
efforts to realize revenues from the site by expediting
development submittals on the Property.
2.3 on March 1, 1991, upon receipt of the amounts due
at paragraph 2.2.a.i, Seller shall convey to Buyer marketable fee
simple title to the Property by recordation of the Grant Deed, as
defined herein, subject only to such exceptions to title as Buyer
shall approve pursuant to Section 3.1.
2.4 Evidence of marketable fee simple title to the
Property shall be the issuance at Closing by title insurance
company acceptable to the Buyer (the "Title Company") of a CLTA
owner's policy of title insurance in the full amount of the
purchase price, insuring fee simple title to the Real Property in
the condition required by Section 2.3 and containing such
endorsements as Buyer shall reasonably require. Indemnification
of the Title Company to induce it to insure any otherwise
unpermitted exception to title shall not be allowed except with
the prior consent of Buyer after full disclosure to Buyer of the
nature and substance of such exception and indemnity.
3
CONDITIONS TO PURCHASE AND SELL
3.1 Buyer's obligation to purchase the Property under
this Agreement is subject to the fulfillment and approval prior
to March 1, 1991, of each of the following conditions, each of
1
which is for the benefit of the Buyer and any or all of which may
be waived by the Buyer in writing at its option:
a. Delivery of title to the Property in the
condition required by Section 2.3.
b. A current CLTA preliminary title report with
respect to the Property, accompanied by legible copies of all
documents referred to in the report.
3.2 a. The conditions contained in subsections a and
b of section 3.1 are intended solely ~or the benefit of Buyer.
If the Seller is unable to deliver title to the Property in the
condition required by subsection a or if Buyer does not give its
approval as provided in section 3.1, Buyer shall have the right,
at its sole election, either to proceed with the purchase of the
Property in accordance with the terms hereof, or, in the
alternative, to terminate this Agreement and obtain a refund of
the 50% of the purchase price.
b. Seller's Conditions to sell contained in
paragraph 3.3 are for the benefit of Seller and should Buyer fail
to timely comply with the Seller's Conditions to sell, Seller
may, in its sole discretion, terminate this Agreement.
3.3 conditions to Seller's Obligation. For the
benefit of Seller, the delivery of title to the property shall be
4
'''
conditioned upon the occurrence and/or satisfaction of each of
the following conditions (or Seller's written waiver thereof, it
being agreed that Seller may waive any or all of such
conditions}:
a. Buyer's obligations. Buyer shall have timely
performed all of the obligations required by the terms of this
Agreement to be performed by Buyer.
b. Buyer's Representations. All representations
and warranties made by Buyer to Seller in this Agreement shall be
true and correct as of the March 1, 1991.
ALLOCATION OF COSTS
4.1 The Seller shall pay in full any assessments or
bonds encumbering the property, if applicable.
4.2 The Buyer shall pay the fees for recording the
Grant Deed.
4.3 The cost of a CLTA title policy shall be paid by
Buyer. Seller shall pay all documentary transfer taxes payable
in connection with the recordation of the Grant Deed.
REPRESENTATIONS AND WARRANTIES
5.1 Buyer's Representations and Warranties. In
consideration of Seller entering into this Agreement and as an
inducement to Seller to sell the Property to Buyer, Buyer makes
the following representations and warranties, each of which is
material and is being relied upon by Seller (the continued truth
and accuracy of which shall constitute a condition precedent to
Seller's obligations hereunder}:
5
a. Buyer has the legal right, power and
authority to enter into this Agreement and to consummate the
transactions contemplated hereby, and the execution, delivery and
performance of this Agreement have been duly authorized and no
other action by Buyer is requisite to the valid and binding
execution, delivery and performance of this Agreement, except as
otherwise expressly set forth herein.
b. Buyer is acquiring the Property "as is"
without any warranty of Seller, express or implied, as to the
nature or condition of or title to the Property or its fitness
for Buyer's intended use of same. Buyer is familiar with the
Property. Buyer is relying solely upon, and as of the expiration
of the review period will have conducted, its own, independent
inspection, investigation and analysis of the Property as it
deems necessary or appropriate in so acquiring the Property from
Seller (including, without limitation, any and all matters
concerning the condition, use, sale, development or suitability
for development of the Property). Buyer is not relying in any
way upon any representations, statements, Agreements, warranties,
studies, plans, reports, descriptions, guidelines or other
information or material furnished by Seller or its
representatives, whether oral or written, express or implied, of
any nature whatsoever regarding any of the foregoing matters.
Notwithstanding the foregoing, Seller represents to
Buyer that it has no actual knowledge of any hazardous materials
on the site except as described in Exhibit &·
6
c. The representations and warranties of the
Buyer set forth in this Agreement shall be true on and as of
March 1, 1991 as if those representations and warranties were
made on and as of such time.
5.2 Seller's Representations and Warranties. In
consideration of Buyer entering into this Agreement and as an
inducement to Buyer to purchase the Property from Seller, Seller
makes the following representations and warranties, each of which
is material and is being relied upon by Buyer (the continued
truth and accuracy of which shall constitute a condition
precedent to Buyer's obligations hereunder):
a. Seller has the legal right, power and
authority to enter into this Agreement and to consummate the
transactions contemplated hereby, and the execution, delivery and
performance of this Agreement have been duly authorized and no
other action by Seller is requisite to the valid and binding
execution, delivery and performance of this Agreement, except as
otherwise expressly set forth herein.
b. The representations and warranties of the
Seller set forth in this Agreement shall be true on and as of
March 1, 1991 as if those representations and warranties were
made on and as of such time.
5.3 Each party shall indemnify the other party and
hold it harmless from and against any and all claims, demands,
liabilities, costs, expenses, penalties, damages and losses,
including, without limitation, reasonable attorneys' fees,
7
resulting from any misrepresentations or breach of warranty or
breach of covenant made by such party to this Agreement or in any
document, or exhibit given or delivered to the other pursuant to
or in connection with this Agreement.
TERMINATION
6.1 This Agreement may be terminated by Buyer without
further liability in the event of a breach by Seller of any term,
condition, or covenant contained herein. Upon election by the
Buyer to terminate this Agreement pursuant to this section 6.1,
50% payment, plus all interest accrued thereon, shall immediately
be returned to the Buyer.
6.2 If the Buyer defaults in any obligations
hereunder, Seller may rescind this Agreement and/or resort to any
remedies provided by law.
GENERAL PROVISIONS
7.1 Time is of the essence of each provision of this
Agreement in which time is an element.
7.2 Any notice required or permitted to be given under
this Agreement shall be deemed to have been given, served and
received if given in writing and personally delivered or either
deposited in the United States mail, registered or certified
mail, postage prepaid, return receipt required, or sent by
telegram, telex, overnight delivery service or facsimile
transmission, addressed as follows:
8
SELLER
Cupertino Union School District
10301 Vista Drive
Cupertino, CA 95014
Attention: Superintendent
BUYER
City of Cupertino
P.O. Box 580
Cupertino, CA 95015
Attention: Chuck Kilian, City Attorney
Any notice personally given or sent by telegram, telex or
facsimile transmission shall be effective upon receipt. Any
notice sent by overnight delivery service shall be effective the
business day next following delivery thereto to the overnight
delivery service. Any notice given by mail shall be effective
three (3) days after deposit in the United States mail.
\
7.3 Seller and Buyer each hereby agree that no real
estate broker has been retained by either party in relation to
this transaction. If any claims for brokers' or finders' fees
for the consummation of this Agreement arise, then Buyer hereby
agrees to indemnify, save harmless and defend Seller from and
against such claims if they shall be based upon any statement or
representation or Agreement of Buyer, and Seller hereby agrees to
indemnify, save harmless and defend Buyer if such claims shall be
based upon any statement, representation or Agreement made by
Seller.
7.4 Except as otherwise provided herein, this
Agreement may be amended or modified only by a written instrument
executed by the Seller and the Buyer.
9
. .
7.5 This Agreement shall be governed by and the
rights, duties and obligations of the parties shall be determined
and enforced in accordance with the laws of the State of
California.
7.6 City and District shall enter into a lease
agreement at no cost to District which provides for District's
lease of the site for the purposes of operating the Fremont Older
School as a school facility until a new school is completed at
Sedgwick School site. District shall vacate the site by
August 15, 1994.
7.7 If either party files any action or brings any
proceedings against the other arising out of this Agreement, or
is made a party to any action or proceeding brought by the title
company, then, as between Buyer and Seller, the prevailing party
shall be entitled to recover, in addition to its costs of suit
and damages, reasonable attorneys' fees to be fixed by the court.
The "prevailing party" shall be the party who is entitled to
recover its costs of suit, whether or not suit proceeds to final
judgment. No sum for attorneys' fees shall be counted in
calculating the amount of a judgment for purposes of determining
whether a party is entitled to its costs or attorneys' fees.
7.8 No waiver by any party of any provision of this
Agreement shall be considered a waiver of any other provision or
of any subsequent breach of the same or any other provision,
including the time for performance of any such provision. The
exercise by a party of any remedy provided in this Agreement or
10
at law shall not prevent the exercise by that party of any other
remedy provided in this Agreement or at law or in equity.
7.9 This Agreement shall be binding upon and inure to
the benefit of the parties hereto and their respective heirs,
legal representatives, successors, and assigns.
7.10 Buyer shall not assign, transfer or convey its
rights and/or obligations under this Agreement prior to close
without the prior written consent of Seller, which consent Seller
may withhold in its absolute discretion. Any attempted
assignment without the prior written consent of Seller shall be
void and Buyer shall be deemed in default hereunder. Any
permitted assignments shall not relieve the assigning party from
its liability under this Agreement.
7.11 The captions contained in this Agreement are for
convenience only and shall not in any way affect the meaning or
interpretation hereof nor serve as evidence of the interpretation
hereof, or of the intention of the parties hereto.
IN WITNESS WHEREOF, the parties hereto have executed
this Agreement on the date first above written.
BUYER:
CITY OF CUPERTINO
By:~y~
Seller:
UNION SCHOOL DISTRICT
11
AP~ROVED ~ ·~-«? City Attorney
ATT~~
City~
ASBESTOS INSPECTION REPORT
CUPERTINO UNION SCHOOL DISTRICT
CUPERTINO, CALIFORNIA
MAY 4, 1989
OLDER SCHOOL
PREPARED FOR: GEORGE PLUMLEIGH
CUPERTINO UNION SCHOOL DISTRICT
CUPERTINO, CALIFORNIA
PREPARED BY: J.M. COHEN, INC.
155 BOVET ROAD, SUITE 300
SAN MATEO, CALIFORNIA
EXHIBIT B
INTRODUCTION
In accordance with the U.S. Environmental Protection Agency
Regulation 40 CFR 763, "Asbestos-Containing Materials in
Schools," J.M. Cohen, Inc. is pleased to submit this final
inspection report conducted by Greg Raymond (accredited
inspector, No. 400). The inspection report is divided into two
sections. The first section is the inspection and cataloging of
the asbestos and suspected asbestos materials. The second
section deals with our assessment of the material in each
functional space.
All school buildings which are leased and owned by the Cupertino
Union School District have been thoroughly inspected for the
identification of friable and nonfriable asbestos containing
building materials (ACBM).
INSPECTION BROCESS
Each school building which is leased, owned or to be acquired by
May 8, 1989 was inspected by an accredited inspector between
August 29, 1988 and April 15, 1989. The inspections included
the following process:
1. Visually inspect the school to identify all locations of
suspected ACBM. Inspections were of all functional spaces,
including classrooms, boiler rooms, mechanical spaces,
janitorial rooms, storage areas, crawl spaces, attic spaces,
cafeterias and kitchens and other spaces accessible to
students or staff.
2. All suspected ACBM was touched by the inspector to determine
the material's friability. The inspector noted the
material's overall condition, accessibility, severity of
damage, and potential for increased or spread of damage.
This inf orrnation will be used in the assessment portion of
the report.
3. Homogeneous sampling areas were defined for friable and
nonfriable suspect ACBM. Statistically significant numbers
of samples were collected on suspect material, or material
where it was determined that the composition of the ACM
would be an important component in the response action.
Other areas were assumed to be ACM (asbestos containing
materials) in accordance with EPA requirements, 40CFR763.
SAMPLING PROTOCOL
Inspection for suspect asbestos containing materials was
performed by interviewing knowledgeable school representatives
and by systematically moving through the property.
Bulk samples of suspect materials were taken by placing a small
amount of the material in a plastic container which was then
tightly sealed and labeled with a unique identification nwnber.
Core samples of pipe insulation and sprayed on decorative ceiling
material were taken using a knife to scrape off small amount of
material. Samples of duct insulation were taken by using a knife
to sample through all layers -which often include the canvassing
material, along with the friable layer. Sampling equipment was
cleaned between each sample so as not to contaminate the
subsequent samples.
Bulk samples were collected in a statistically random manner.
Number of samples were collected in accordance with 40 CFR
763.86. Primarily, only thermal system insulation (TSI), in a
few locations surf acing material and miscellaneous ACM, including
nonfriable suspect ACBM were found within the Cupertino Union
School District. It was the school district's decision, in
agreement with the accredited inspector to assume that some
untested materials were ACBM. Vinyl tile and linoleum were also
not tested in any school. This material, however, will be
handled as asbestos containing.
All samples were analyzed by Kellee Services, Inc. laboratory
located in Fremont, California. The laboratory at Kellee
Services, Inc. participates in the NIST NAVLAP (laboratory Code
No. 1331 as well as the Proficiency Analytical Testing Program of
the American Industrial Hygiene Association.
Analysis of all samples collected was by polarized light optical
microscopy using dispersion staining techniques. The "Interim
Method for the Determination of Asbestos in Bulk Samples", found
in Appendix A to Subpart F of 40 CFR 763 was closely followed.
ASBESTOS HAZARD EMERGENCY RESPONSE ACT (AHERA)
GENERAL DATA
Sl.t.Tt OF CAUFORt DEPARlllEllT Of CEN£1!Al SCR>iC
OfflCE OF LOC:AI. ASSJSTM•
'(FORM A) llLJST BE TYPED AND SUBMITTED WITH EACH SCHOOL MANAGEMENT PLAN
•SEE REVERSE FOR CLARIFICATION OF TERMS
LOCAi. EOl..IC.A T ION AGE NCV
Cu ertino Union School District
Older Elementary School
ADDAUS ,,.__) fSllWtJ
19500 Calle de Barcelona
CDS COO£. • S~l. EHROUMENl •
43 69419 6046825 492
LEA AHERA DESIGNEE
Geor e Plurnlei h
At>PRESS ,.__J
10301 Vista Drive
Santa Clara
{City)
Cupertino
SCl1001. Pt«:>NE '"""'6EF\ (4 0 8 ) 2 5 2 - 3 1 0 3
lllf'C-0) CA 95014
NUlli£.R Of SC...00. EMPLOYEES • NUMBER OF i.Jl..DllOC.S Al lkE
45
ptr)
Cupertino CA
SCHOClo.. 10
PHONE NUM6£R
(40Ef 252-3000
{lpC-)
95014
'IRl.IMl«:i COIJA.SE(Sj AHO DATE(SJ
Misc. Training Re:
J.M. Cohen, Inc.
AHERA Regulations and Asbestos Training by
r,-TO-l-~-TRA--2-JNG--to..Jf\S--------~~
MANAGEMENT PLANNER
Proot.E NI.IMC.ER
Greg Raymond (41:3 349-9737
AOORESS ,,.,,.,_)
155 Bovet Road
ts-1 Suite 300
TRAINING~V
tc«T! (ZfiC-1
San Mateo CA 94402
400 Pacific Asbestos Information Center/Univ.CA Extension
DOCulolENTli ATI...cHEC. {CHECl(APPRCIPRJATE 80XES)
FV\ Record of Friable and Non· O Physic:al and Hautd ~essment rii'I Operations and Mainlana."ICB
~ Friable ACBM (Form B) or Friable ACBM 0t Friable ~ Program (Fetm 0)
A$$umed ACBM (Form C)
~ !\."A P;uenl/Employee Notification fVI 16...J Reinspeelion Plan (Form F) LA.I Plan (Foim G) ~ Resources Needed (FOfTTI H)
We certify that the (Jenera/ Local Education AQency (LEA) responsibilities. as stipulated by 40CFR Part 763,
have been met or will be met, and that this submittal includes all buildin~s at this school.
DATE Rt:SUBl.UTIAi. FIE.CE.1V£.O
RECORD OF FRIABLE AND NONFRIABLE ACBM
(FORM B)
OU.VA.a (NEW WI)
Older Elementary School
ADOR£$S ,.,,,,,,_,
19500 Calle de Barcelona Caupertino
-IMPORTANT·
(City)
ITA TE OF CAUFOI
DEPART"'ENTOI' C£N£RA.l SER'"
OfAC£ OF lOC.t.l ASSIS TA
I CCSCOOE
43 69419 6046825
CA
3
IZP Code)
95014
Each building and functional space wtth friable ACBM or friable assumed ACBM listed on this form requires completion
of FORM C (PHYSICAL AND HAZARD ASSESSMENT OF FRIABLE ACBM OR FRIABLE ASSUMED ACBM }.
Indicate localion of material on blueprint, diagram or narrative In square or linear feet, and attach a copy (Sec. 763.93).
CHECK ONE CHECK ONE
LINE BUILDING NAME & FUNCTIONAL SPACE ACBM ASSUMED ACBP.
(Indicate Address if Different From Above) SURfAf:,. TSI MISC. NON-NON· ING FRIABLE FRIABLE FRIABLE FRIABL
1. x x
!?i.1 i Ruildinas
z.
2.
4.
L
..
7.
L
L
IO.
11.
12.
u. :
'4 .
... ..
17.
1L
ti.
ID.
' .
·------------------------·
•DI.DEA
I E1.EM£NTARV &CHOO!. I
·~
. .\
CUPERTINO UNION SCHOOL DISTRICT
s.AHT• ~· ~'( CAl..ll"Ofl ... &
'--------~
#[
Cl
CO!'I Cll
E
hi. &LI' • •n tlfl
LC
LI
ftC ..
""' ..,
CIA
"' ...
f'IY
Ill
Sii'
SCJ
SGll
lil:>C ... •T ST
.,~
ac
TJE
Tw
'Tll u
"' YCC
Description of Known, Assumed or Suspect ACBM at
Older Elementary School
Location Sample Assumed
and Ty'pe Amount
All buildings -
Vinyl floor file
and mastic
Note:
48,000 sf
lf -lineal feet
sg -square feet
No. ACM Non-ACM ACM
x
1007-3A-3G x
KELLCO SERVICES, INC.
Asbestos Analysis & Consulting
44814 Osgood Road· Fremont.CA 04539
1415)659·9751 •FAX(415)659·0147
8421 Auburn Blvd .. SUit<" 145 ·Cirrus Helgtus.CA 95610
(9161722·7997 •FAX !916) 722·7993
POLARIZED LIGHT MICROSCOPY
Petrographic Analysis for Asbestos
CLIENT:
LOCATIOH:
CLIENT JOB #
KELLCO #
8901270·43
0·44
D·45
D-46
D·47
D-48
J. M. COHEN, INC. 415·349·97.57
155 IOVET ROAD, SUITE 300
SAN MATEO, CA 94402
DESCRIPTION
#0930·3B
#0930·3C
#0930·4
#0930·5
#1007·1
#1007·3A
SAMPLES ANALYZED IN ACCORDANCE WITH U.S. EPA "INTERIM METHOD
fOR DETERMINAT JOH OF ASBESTOS IN BULK INSULATION SAMPLES,"
EPA 600/M4·020, DEC, 1982, WITH THE INCLUSION OF AREA
PERCENT ESTIMATES Of THE SAMPLE COMPOHENTS. THE USE OF
McCRONE COLOR DISPERSION STAINING TECHNIQUE SUPPLEMENTS
THE ANALYSIS WHEN COHSIDERED USEFUL BY THE ANALYST.
&c)o·/l~ ~ PATRIC'!A A. BROIJN, GEOLOGIST -=
LABORATORY DIRECTOR
ASBESTOS TYPE
ANO PERCENT*
NOllE DETECTED
NONE DETECTED
NONE DETECTED
20·30 CHRVSOTILE
NONE DETECTED
NONE DETECTED
KELLCO File#: 9012707
Date: 2/7/89
Pa;e #: 8 OF 13
Analyst: BRAD LOWEN
OTHER
CONSTITUENTS HOMOGEN().JS
100 FIBERGLASS, BINDER,
OUARTZ & MISC. PARTICLES
YES
100 FIBERGLASS, CELLULOSE, YES
BINDER, OUART2 & MISC. PARTICLES
100 FIBERGLASS, BINDER, YES
QUARTZ & MISC. PARTICLES
70·80 FIBERGLASS, QUARTZ, YES
PLANT PARTS & MISC. PARTICLES
100 FIBERGLASS, INSECT PARTS, YES
GLASS PARTICLES, BINDER,
OUARTZ & MISC. PARTICLES
100 QUARTZ, STVRA FOAM, YES
CALCITE, BINDER & MISC. PARTICLES
*" THE ACCURACY IN THE DETERMINATION OF THE PRESENCE OR
ABSENCE OF ASBESTOS OF GREATER THAN 1 AREA X ASBESTOS IS
GREATER THAN m.11 ASTM COHMITlEE 022.05, 1/18/88.
STANDARD METHOD OF TESTING FOR ASBESTOS CONTAINING
MATERIALS BY POLARIZED LIGHT MICROSCOPY.
THIS REPORT MUST NOT BE REPRCCUCEO EXCEPT IN FULL WITH THE
APPROVAL OF KELLCO SERVICES, INC. THE TEST REPORT RELATES
ONLY TO THE ITEM TESTED.
KELLCO SERVICES, INC.
Asbestos Analysis & Consulting
44814 Osgoad Road• Fremont. CA ~539
(4151659·9751 •FAX(415165Q·0147
8421 Auburn Blvd .. Suite 145 ·Citrus Height!:>. CA 95610
19161722·7997 •FAX (9161722·7993
POLARIZED LICHT MICROSCOPY
Petrographic Analysis for Asbestos
CLIENT:
LOCATION:
CLIENT JOB I
KELLCO #
8901270·49
0·50
D·51
0·52
0·53
0·54
J. M. COHEN, IHC. 415·349·9737
155 BOVET ROAD, SUITE 300
SAN MATEO, CA 94402
DESCRIPTION
#1007·3B
#1007·3C
#1007·3D
#1007·3E
#1007·3F
#1007·3Ci
SAMPLES ANALYZED IN ACCORDANCE WITH U.S. EPA "INTERIM METHOO
FOR DETERMINATION OF ASBESTOS IN BULK INSULATION SAMPLES,"
EPA 600/H4·020, DEC, 1982, WITH THE INCLUSION Of AREA
PERCENT ESTIMATES OF THE SAMPLE COMPONEMTS. THE USE OF
McCRONE COLOR DISPERSION STAIMING TECHNIOUE SUPPLEMENTS
~::~~'di[:"'·
PATRICIA A. &ROI.IN, GEOLOGIST
LABORATORY DIRECTOR
ASBESTOS TYPE
AND PERCENT*
NONE DETECTED
MONE DETECTED
NONE DETECTED
NONE OE1ECTED
NONE DETECTED
MONE DETECTED
KELLCO File#: 9012708
Date: 2/7/89
Page #: 9 OF 13
Analyst: BRAD LOWEN
OTHER
CONSTITUENTS
100 QUARTZ, CALCITE, BINDER,
STYRA FOAM & MISC. PARTICLES
100 OUARTZ, CALCITE, BINDER,
STYRA FOAM & MISC. PARTICLES
10D QUARTZ, CALCITE, BINDER,
S>YRA FOAM & MISC. PARTICLES
100 QUARTZ, CALCITE, BINDER,
STYRA FOAM & MISC. PARTICLES
100 QUARTZ, CALCITE, BINDER,
STYRA FOAM & MISC. PARTICLES
100 QUARTZ, CALCITE, BINDER,
STYRA FOAM & MISC. PARTICLES
*" THE ACCURACY IN THE DETERMINATIOtl OF TH£ PRESENCE OR
ABSENCE OF ASBESTOS OF GREATER THAN 1 AREA % ASBESTOS IS
GREATER THAN m." ASTH COMM! TTEE D22. 05, 1/18/88.
STANDARD METHOD OF TESTING FOR ASBESTOS CONTAINING
MATERIALS BY POLARIZED LIGHT MICROSCOPY.
THIS REPORT MUST NOT BE REPROOUCED EXCEPT JM FULL WITH THE
APPROVAL OF KELLCO SERVICES, INC. THE TEST REPORT RELATES
OHLY TO THE ITEM TESTED.
HC»olOGENl)J
YES
YES
YES
YES
YES
YES
.... --..., ... 1U853036
order No. KL 17(,:; .s-, C.
Escrow or Loan No. LOS 17816
RECORDING REQUESTED BY
WHEN RECORDED MAIL TO
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
Attn: Charles T. Kilian
SPACE ABOVE THIS LINE FOR RECORDER'S USE
Mail Tax Statements to:
~ity of Cupertino
10300 Torre Avenue
-Cupertino, CA 95014
Attn: Charles T. Kilian
RF.~nnnr::n \A/ITHOUT FEE! !t·1nr:ri
SECTION 6103GOVEflNlv1EN1· CODE
CITY CONVEYANCE
Tax: $ __
City: $ __
REC PEE ,....
RMF
MICl10
LIE t~
UJ
~
~
Recorded at the request of
Continental land Title
APR 3 1991 B:OOA~ --sr11 PF
PCDfl ----------
p
-:z
LAURIE KANE, Recorder
Sanlll Cl.ira County, Oflicial Records
DOCUMENTARY TRANSFER TAX $ __
COIJ1)Uted on the consideration
or value of property conveyed;
conveyed;
OR
COIJ1)Uted on the consideration
or value less liens or
enclJllbrances remaining at time
of sale.
of sale.
Signature of Declarant or Agent
Determining tax --Firm Name
GRANT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
I/) CUPERTINO UNION SCHOOL DISTRICT, a California public school district
0 .........
hereby GRANTCS) to:
CITY OF CUPERTINO, a California municipal corporation
that certain real property in the County of Santa Clara, State of California, more particularly described as follows:
See Schedule A attached hereto and incorporated here.
This Grant is made subject to all covenants, conditions, restrictions, exceptions, easements, rights-of-way, rights of
access, agreements, reservations, encumbrances, liens and other matters whether or not of record; any matter which would be
disclosed by survey, investigation or inquiry; and any tax, assessment or other goverrvnental lien against the property.
Dated: April 3, 1991
STATE OF CALIFORNIA
COUNTY OF ~c.Zv LJ:/~...?'L--
)
) SS.
)
On this~day of)tJ:.-tc:t;?,of tkc',~k<, 1991,
signed Ol:)i. lublj~ .• personal Ly, ppeared before me A~O;::z;;~Od.'!:::::......;Z: ....... ei:·"::::~:a·i!~...l:.::,f,~::!:''t:.:"'~c.#J."'':!k:rL,· known to me {-0P--preved--t'O
me on tlie aasi ·-M-saH .. .fao-t-'-y-evidence}-to be the person
who executed the within instrument on behalf of the
corporation therein named and acknowledged to me that
the corporation executed same.
CUPERTINO UNION SCHOOL DISTRICT
a California Public School District
OFFICIAL SEAL
HELEN J NAERT
Notary Public-Californi:J
SANTA CLARA COUNTY
L 6 6 3 P t1 GE 0 I 4 9
EXHIBIT "A"
PAGE 3
ORDER NO. HL176516
THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY
OF SANTA CLARA, CITY OF CUPERTINO AND IS DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT IN THE SOUTHERLY LINE OF LOT 1 DISTANT THEREON
N. 87° 08' 02" w. 510.00 FEET FROM THE INTERSECTION THEREOF WITH THE
CENTER LINE OF MILLER AVENUE, AS SAID SOUTHERLY LINE AND CENTER LINE
ARE SHOWN ON THAT CERTAIN MAP ENTITLED, "MAP OF THE SUBDIVISION OF
THE PROPERTY OF MRS. K. TANTAU, BEING A PORTION OF QUITO RANCHO",
FILED FOR RECORD APRIL 5, 1887 IN BOOK "B" OF MAPS AT PAGE 58 IN THE
OFFICE OF THE COUNTY RECORDER, COUNTY OF SANTA CLARA, STATE OF CALI-
FORNIA; RUNNING THENCE ALONG SAID SOUTHERLY LINE OF LOT 1 N. 87° 08'
02" W. 349.08 FEET TO THE SOUTHWESTERLY CORNER OF SAID LOT 1, IN THE
CENTER LINE OF ARROYO DE LOS CALABAZAS AS SAID CENTER LINE IS SHOWN
ON THAT CERTAIN MAP ENTITLED "TRACT NO. 2155, BEING A PORTION OF THE
QUITO RANCHO, CUPERTINO, CALIFORNIA", FILED FOR RECORD IN BOOK 103 OF
MAPS AT PAGES 30 AND 31 IN THE OFFICE OF THE COUNTY RECORDER, COUNTY
OF SANTA CLARA, STATE OF CALIFORNIA; THENCE ALONG SAID CENTER LINE AS
SHOWN ON SAID MAP OF TRACT 2155 THE FOLLOWING COURSES AND DISTANCES
N. 54° 22' 22" E. 13.20 FEET; N. 6° 27' 38" w. 105.60 FEET; N. 24°
02' 22" E. 118.80 FEET; N. 1° 57' 38" W. 240.90 FEET; N. 44° 57' 38" w. 99.00 FEET; N. 80° 57' 38" w. 125.40 FEET; AND N. 1° 57' 38" w.
39.66 FEET TO THE INTERSECTION THEREOF WITH THE SOUTHERLY LINE OF LOT
5, AS SHOWN ON THAT CERTAIN MAP ENTITLED, "MAP OF THE SUBDIVISION OF
THE PROPERTY OF p. MILLER, BEING A PORTION OF THE QUITO RANCHO",
FILED FOR RECORD ON APRIL 5, 1887 IN BOOK "B" OF MAPS AT PAGE 60 IN
THE OFFICE OF THE COUNTY RECORDER, COUNTY OF SANTA CLARA, STATE OF
CALIFORNIA; THENCE CONTINUING ALONG SAID CENTER LINE OF SAID ARROYO
DE LOS CALABAZAS SAID CENTER LINE BEING ALSO THE WESTERLY LINE OF
SAID LOT 5, N. 1° 57' 38" w. 39.54 FEET; THENCE N. 55° 02' 22" E.
103.67 FEET TO THE POINT COMMON TO TRACT NO. 2155 AND TRACT NO. 2153
AS SAID POINT IS SHOWN ON THAT CERTAIN MAP ENTITLED, "TRACT NO. 2153,
BEING A PORTION OF LOT 3, MAP OF CRAFT PARTITION, CUPERTINO, CALIFOR-
NIA", FILED FOR RECORD OCTOBER 7, 1958 IN BOOK 98 OF MAPS AT PAGES 28
AND 29 IN THE OFFICE OF THE COUNTY RECORDER, COUNTY OF SANTA CLARA,
STATE OF CALIFORNIA; THENCE CONTINUING ALONG SAID CENTER LINE AND
SAID WESTERLY LINE OF LOT 5 THE .FOLLOWING COURSES AND DISTANCES N.
55° 02' 22" E. 41.53 FEET; N. 74° 32' 22" E. 99.00 FEET;. N. 29° 02'
22" E. 207.24 FEET; N. 14° 32' 42" E. 166.32 FEET AND N. 12° 45' 18"
E. 24.42 FEET TO THE INTERSECTION WITH THE NORTHERLY LINE OF SAID LOT
5; THENCE ALONG SAID NORTHERLY LINE OF LOT 5 s. 89° 48' 15" E. 570.30
FEET TO THE NORTHERLY PROLONGATION OF THE WESTERLY LINE OF TRACT NO.
1343 AS SAID WESTERLY LINE IS SHOWN ON THAT CERTAIN MAP ENTITLED,
"TRACT NO. 1343, CASO DEL SOL NO. 2 IN SANTA CLARA COUNTY", FILED FOR
RECORD FEBRUARY 15, 1955 IN BOOK 54 OF MAPS AT PAGES 42 AND 43 IN THE
OFFICE OF THE COUNTY RECORDER, COUNTY OF SANTA CLARA, STATE OF
CALIFORNIA; THENCE ALONG SAID NORTHERLY PROLONGATION AND WESTERLY
LINE OF SAID TRACT 1343 THE FOLLOWING COURSES AND DISTANCES s. 0° 30'
.. '.+ •
EXHIBIT "A"
CONTINUED
PAGE 4
ORDER NO. HL176516
00" E. 161.32 FEET; s. 89° 30' 00" w. 18.28 FEET; s. 0° 30' 00" E.
105.00 FEET; s. 89° 30' 00" w. 32.15 FEET AND s. 2° 51' 58" w. 290.25
FEET TO A POINT IN THE SOUTHERLY LINE OF LOT 5~ THENCE ALONG THE SAID
SOUTHERLY LINE OF LOT 5 N. 87° 08' 02" w. 334.98 FEET TO A POINT IN
SAID SOUTHERLY LINE OF LOT 5 THENCE LEAVING SAID SOUTHERLY LINE OF
LOT 5 AT RIGHT ANGLES s. 2° 51' 58" w. 582.72 FEET TO THE POINT OF
BEGINNING.
_ APN: 369-15-002
ARB: 371-10-015
. . .
;
L 6 6 3 PA GE 0 I 5 I
"NO FEE"
City of CUpertino
CERrIFICATE OF ACCEPI'ANCE is hereby given in order to comply with
the provisions of Section 27281 of the Government Cede.
This is to certify that the interest in real property conveyed by
the deed or grant dated April 3, 1991, from
CUPERI'INO UNION SCHOOL DISTRICT
to City of CUpertino, a governmental agency, is hereby accepted by
order of the City Council on February 19, 1991, and the grantee
consents to recordation thereof by its duly authorized officer.
Dated: April 2, 1991
By
March 29, 1991
Dorothy Cornelius
City Clerk
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014-3255
Dear Ms. Cornelius:
10301 Vista Drive• Cupertino, CA 95014 • (408) 252-3000
Enclosed are two fully executed copies of the Amendment to Agreement
for the Purchase and Sale of Real Property which was approved by our
Board of Education at their meeting on March 26, 1991.
Thank you for your assistance in this matter.
Sincerely,
Gerald F. Matranga
Associate Superintendent, Business
GFM:ca
Enclosures
Superintendent Patricia A. Lamson • Board of Education Joan C. Barram Steven C. Chell Sandra L. James Tommy G. Shwe Elaine K. White
EQUAL OPPORTUNITY EMPLOYER
RESOIDTION NO. 8353
A RESOIDTION OF 'IHE CITY COUNCIL OF 'IHE CITY OF CUPERI'INO
AUTHORIZING EXECUTION OF AMENIMENT 'IO AGREEMENT BEIWEEN
'IEE CITY OF CUPERI'INO AND 'IEE CUPERI'INO UNION SCHOOL DISTRicr
FOR 'IHE FUR.CHASE OF FREMONT OIDER SCHOOL SITE
WHEREAS, the City of CUpertino and the CUpertino Union School District
entered into an agreement for the City to purchase the entire Fremont
Older School site; and
WHEREAS, it was anticipated that the acquisition of said site would be
completed by March 1, 1991; however, there has been a delay until April 3,
1991; and
WHEREAS, there has been presented to the City council, "Amendment to
Agreement for Purchase and Sale of Real Property" to amend the date to
April 3 1 1991.
NOW, THEREFORE, BE IT RESOLVED that the City council hereby approves
the aforementioned agreement and authorizes the Mayor and the City Clerk
to execute said agreement on behalf of the City of CUpertino.
PASSED AND AOOPI'ED at a regular meeting of the city council of the
City of CUpertino this 18th day of March , 1991, by the
following vote:
Members of the City Council
AYES: Goldman, Rogers, Sorensen, Szabo, Koppel
NOFS: None
ABSENT: None
ABSTAIN: None
APPROVED:
/s/ Barb Koppel
Mayor, city of cupertino
ATI'EST:
/s/ Dorothy Cornelius
City Clerk
AMENDMENT TO AGREEMENT
FOR PURCHASE AND SALE OF REAL PROPERTY
This Amendment to Agreement for Purchase and Sale of Real
Property ("Amendment") is entered into by and between the Cupertino
Union School District ("Seller") and the City of Cupertino ("Buyer").
RECITALS
1. On or about December 11, 1990, Buyer and Seller entered into the
Agreement set forth at Exhibit A;
2. Buyer and Seller wish to amend certain provisions of that Agreement
through this amendment.
NOW THEREFORE, Buyer and Seller agree as follows:
Paragraphs 2.2 a.i., 2.2.b., 2.3, 3.1, 5.1c. shall be amended by deleting
"March 1, 1991" and inserting "April 3, 1991" in its place in each
paragraph.
Paragraph 2.2 a.i. shall be amended by adding "Buyer shall pay
interest for the days payment is delayed beyond March 1, 1991 at a daily
rate computed as follows: (Principal x 8.0%) -365 = Daily Interest".
Paragraph 2.2 shall be amended by inserting at page 3, line 3, after
"Agreement as provided herein", the phrase, "Buyer shall reconvey the
Property to Seller and ... " so that said paragraph reads as follows:
Should Buyer not purchase the property for any reason by
failure to pay the 50% of the purchase price by April 3,
1991, or by failure to pay the balance of the purchase
price by March 1, 1992, and as provided herein, Buyer
shall reconvey the property to Seller and Seller shall be
free to dispose of the property in any manner it deems in
its best interest. Buyer shall waive all statutory rights
of refusal under the law.
This Amendment is entered into pursuant to paragraph 7.4 of
the Agreement for Purchase and Sale of Real Property, and
incorporates the entire Amendment.
BLNER:
CITY OFGUPERTINO ~
By:~ ~ I
SELLER:
AP~~
City Attorney
ATTEST:
10300 Torre Avenue
Cupertino, CA 95014-3255
Telephone: (408) 252-4505
FAX: (408) 252-0753
DEPARTMENT OF THE CITY CLERK
March 29, 1991
Cit1' of Clfp~rtitto
P.O. Box 580
Cupertino, CA 95015-0580
Attention: Gerald F. Matranga, Associate superintendent Business
CUpertino Union School District
CUpertino, CA 95014
LEASE AGREEMENT BEIWEEN 'lliE CITY OF CUPERI'INO AND CUPERI'INO UNION SCHOOL
DISTRICT
Dear Mr. Matranga:
We are enclosing to you for your files one (1) copy of the Agreement by
and between the City of CUpertino and CUpertino Union School District,
which has been fully executed by City Officials, along with one (1)
certified copy of Resolution No. 8352, which was enacted by the City
Council of the City of CUpertino, at their regular meeting of Monday,
March 18, 1991.
OOROIHY OORNELIUS
CITY CI.ERK
CITY OF CUPERI'INO
DC/so
encl.
cc: Department of Public Works
RESOIIJTION NO. 8352
A RESOIIJTION OF '!HE CITY OJUNCIL OF '!HE CITY OF CUPERI'INO
AUIHORIZmG '!HE EXECUI'ION OF I.EASE AGREEMENT BEIWEEN
'!HE CITY OF aJPERl'mO AND '!HE CUPERrINO UNION SCHOOL DISTRICI1
PROVIDmG FOR '!HE I.EASE OF FREM:>NI' OIDER SITE
WHERFAS, the City of CUpertino is in the process of purchasing the
Fremont Older School site fran the CUpertino union School District; and
WHERFAS, a provision of the purchase and sale agreement of the Fremont
Older School site, dated December 11, 1990, provides for the CUpertino
union SC.hool District to lease the Freroont Older site from the City of
CUpertino for use as a school facility; and
WHEREAS, there has been presented to the City Council a "I.ease
Agreement" in accordance with the aforementioned agreement; and said
agreement havin:J been reviewed and approved by the City Attomey and the
Director of Public Works;
NOW, 'IHEREFORE, BE IT RESOLVED that the City Council hereby approves
the lease Agreement and authorizes the Mayor and the City Clerk to execute
said agreement on behalf of the City of CUpertino.
PASSED AND AOOPI'ED at a regular meetin:J of the City Council of the
City of CUpertino this 18th day of March , 1991, by the
followin:J vote:
vote Members of the city Council
AYES: Goldman, Rogers, Sorensen, Szabo, Koppel
NOES: None
ABSENT: None
ABSTAIN: None
A'ITFST:
Isl Dorothy Cornelius
City Clerk
APPROVED:
/s/ Barb Koppel
Mayor, City of CUpertino
LEASE AGREEMENT
This lease agreement is entered into this ~ day of
February, 1991, by and between the City of Cupertino
("Lessor"}and the Cupertino Union School District ("Lessee") with
reference to the following facts:
1. On December 11, 1990, Lessee entered into a purchase
and sale agreement with Lessor of that property known as the
"Fremont Older Site," a copy of which is attached hereto as
Exhibit A;
2. Pursuant to the terms of that agreement, Lessor
agreed to lease back to Lessee the site for use as a school
facility according to the terms set forth in paragraph 7.6 of
Exhibit A;
The Parties now therefore agree as follows:
1. THE PREMISES: The leased premises shall consist
of the Fremont Older School site more specifically described at
Exhibit A, including all improvements, buildings and grounds.
2. TERM: The term of this lease shall commence upon
the date of Lessor's delivery of a grant deed for the premises to
Lessor. It shall continue until one of the following occurs, but
in no event shall continue past August 15, 1994 unless otherwise
agreed:
a. A new school is completed and ready for
occupancy at its Sedgwick School site;
1
b. The purchase and sale agreement (Exhibit A)
is terminated and title is returned to
Lessee.
3. RENT: There shall be no rent paid by Lessee.
4. USE OF THE PREMISES: Lessee shall use the
premises for the purposes of operating the Fremont Older School
as a school facility as such uses are defined by the rules,
practices, regulations and policies of Lessee's Board of
Education.
5. ASSIGNMENT AND SUBLETTING: Lessee shall not
assign, sublease or transfer its interest in this lease without
first having obtained written consent of Lessor. This shall not
preclude Lessee from permitting use of the premises by other
authorized organizations pursuant to Education Code section 48000
et seq. ("Civic Act") or Board policy. Any sublease shall
contain a provision for termination in accordance with paragraph
2.
6. UTILITIES: Lessee shall pay for all water, gas,
heat, electricity, telephone, sewer and power which may be
furnished to the premises in connection with Lessee's use
thereof.
7. REPAIRS AND MAINTENANCE: Lessee shall provide all
exterior and interior custodial and maintenance services,
including upkeep of grounds and parking areas. It shall also be
2
responsible and pay for major maintenance and repairs should such
need arise.
a. ALTERATIONS: Lessee shall be permitted to make
...._
alterations, additions, or physical changes necessitated by its
~~~.
operation, at its own expense. Shouid Lessor require such
alterations, they shall be made at Lessor's expense.
9. HOLD HARMLESS: Lessee shall save and hold
harmless, defend and indemnify Lessor from liability and expense
on account of claims arising out of Lessee's operation of the
school. Lessor shall save and hold harmless, defend and
indemnify Lessee from liability and expense on account of claims
arising out of Lessor's acts or omissions.
10. INSURANCE: Lessor shall keep in force during the
term hereof at Lessee's expense liability insurance in the amount
of $1,00o,ooo.oo for property damage and personal injury.
11. TERMINATION: Lessor may, upon 30 days notice,
terminate this lease upon Lessee's breach of any term or covenant
of this lease. Lessee may terminate this lease upon Lessor's
failure to comply with the provisions of Exhibit A such that the
I conveyance of the property does not occur, or for any other
reason on 30 days• notice to Lessor.
12. SURRENDER OF PREMISES: Lessee, at the expiration
of the term of this lease, shall surrender the premises in good
condition, reasonable wear and tear and damage by the elements or
3
•
'act of God excepted.
13. NOTICES: Any demand or notice which either party
shall be required, or may desire, to make upon or give to the
other, shall be in writing and shall be delivered personally upon
the other, or sent by prepaid or certified mail addre~sed as
follows:
Lessor:
Lessee:
City of Cupertino
P.O. Box 580
Cupertino, CA 95015
Cupertino Union School District
10301 Vista Drive
Cupertino, CA 95014
Notice sent by registered or certified mail in accordance with
this paragraph shall be deemed delivered seventy-two (72) hours
from the time of mailing.
14. SEVERABILITY: The provisions of this agreement
are declared to be severable, and if any provision herein is
invalidated by any court, the remaining provisions shall not be
affected thereby and shall be fully enforceable, unless such
enforcement would be unreasonable or inequitable under all the
circumstances or would frustrate the purposes of the agreement.
15. ENTIRE AGREEMENT: This Lease Agreement
constitutes the entire agreement of the parties in respect to the
subject hereof, and there are no oral agreements between the
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•
' . •
·parties. No changes in this Lease Agreement shall be made except
in writing and signed by both_the District and the Lessee.
CITY OF CUPERTINO, LESSOR
APPROVED AS TO FORM:
City Attorney
ATTEST:
CUPERTINO UNION SCHOOL
DISTRICT, LESSEE ,
(j
~~ City Clerk
5
10300 Torre Avenue
Cupertino, CA 95014-3255
Telephone: (408) 252-4505
FAX: (408) 252-0753
DEPARTMENT OF THE CITY CLERI<
January 7 I 1991
Gerald Matranga
Citli of Ct4pertitto
CUpertino Union School District
10301 Vista Drive
cupertino, C'A 95014
P.O. Box 580
Cupertino, CA 95015-0580
AGREEMENT FOR RJRCHASE OF FREMONT OLDER ELEMENT.ARY SCHOOL SITE
Dear Mr. Matranga:
We are enclosing to you for your files one (1) cow of the Agreement by
and between the City of CUpertino and CUpertino Union School District
which has been fully executed by City Officials, along with one (1)
certified cow of Resolution No. 8303, which was enacted by the City
Council of the city of CUpertino, at their regular meeting of Monday,
Deceltlber 17, 1990.
Sincerely,
~~
CITY CI.ERK
CITY OF CUPERI'INO
DC/so
encl.
•.·
·1
RFSOIIJrION NO. 8273
A RFSOIIJrION OF 'IRE CITY CXltJNCIL OF THE CITY OF CUPERI'INO
AU'Il:IORIZING EXEaJTION OF AGREEMENT BEIWEEN 'IRE CITY OF
CUPERI'INO AND JONES HALL HILL AND WHITE FOR SPECIAL
IEGAL CXltJNSEL SERVICES IN CXlNNECI'ION WrIH
CERI1IFICATES OF PARI'ICIPATION
WHEREAS, an agreement between the City of CUpertino arrl Jones Hall
Hill arrl White outlining the tenns arrl con:litions for the provision of
special legal counsel services in connection with certificates of
participation has been presented to the City Council; arrl said agreement
having been approved by the Director of Finance arrl the City Attorney;
NOW, THEREFORE, BE IT RESOLVED, that the City Manager is· hereby
authorized to execute the agreement herein ref erred to in behalf of the
City of CUpertino.
PASSED AND AOOPIED at a regular meeting of the City COUncil of the
City of CUpertino this 19th day of November , 1990 by the follCM'ing vote:
Vote Members of the City Cotmcil
AYES: Goldman, Rogers, Sorensen, Szabo, Koppel
NOES: None
ABSENT: None
ABSTAIN: None
ATI'EST:
/s/ Dorothy Cornelius
City Clerk
APPROVED:
/s/ Barb Koppel
Mayor, City of CUpertino
JONES HALL HILL AND & WIDTE
A PROFESSIONAL LAW CORPORATION
AGREEMENT
BY AND BETWEEN THE CITY OF CUPERTINO AND JONES HALL HILL &
WHITE, A PROFESSIONAL LAW CORPORATION, FOR SPECIAL LEGAL COUNSEL
SERVICES IN CONNECTION WITH CERTIFICATES OF PARTICIPATION
THIS AGREEMENT is entered into the 11~c:!:!_ day of November, 1990, by and
between the CITY OF CUPERTINO, CALIFORNIA, (the "City") and JONES HALL HILL
& WHITE, A PROFESSIONAL LAW CORPORATION, San Francisco, California
("Attorneys").
WITNESSETH:
WHEREAS, the City is proceeding to finance the cost of acquiring land, and in
connection with such financing proceedings the City requires the advice and assistance
of special legal counsel; and
WHEREAS, the City has determined that Attorneys are qualified by training and
experience to perform the services of special legal counsel, and Attorneys are willing to
provide such services; and
WHEREAS, the public interest, economy and general welfare will be served by this
Agreement;
NOW, THEREFORE, THE PARTIES HERETO MUTUALLY AGREE AS
FOLLOWS:
1. Duties of Attorneys. Attorneys shall do, carry out and perform all of the
following services as are necessary for the successful issuance of Certificates of
Participation (the 'Certificates') to finance the cost of acquiring the land:
A. Consultation and cooperation with the City Attorney, financing
consultants and other consultants, underwriters, staff and employees of the City
and assisting such consultants, underwriters, staff and employees in the
formulation of a coordinated Certificate financing.
B. Preparation of all legal proceedings for the authorization and delivery of
the Certificates, including preparation of the Lease Agreement, Assignment
Agreement and Trust Agreement, and the form of the Certificates; the terms and
conditions upon which the same are to be providing for the setting up of special
funds for the of proceeds of the sale of the Certificates, and providing all other
details in connection therewith, including clauses for the protection of the
interests of the Certificate owners; preparation of the resolution approving said
Agreements and other documents and selling all or any part of the authorized
Certificate issue; preparation of all documents required for delivery of the
Certificates, and supervising such delivery; preparation of all other proceedings
incidental or in connection with the sale and delivery of Certificates.
C. Application for any Internal Revenue Service or other rulings necessary
to assure tax-exempt status of the interest represented by the Certificates, or as
required by the purchaser of the Certificates.
D. Determination of the need for obtaining a permit to issue the Certificates
under the Securities Laws (state or federal) or no-action letters from the Securities
Exchange Commission and California Corporations Commission.
E. Upon completion of proceedings to the satisfaction of Attorneys,
providing a legal opinion unqualifiedly approving in all regards the legality of all
proceedings for the authorization and delivery of the Certificates, the Lease
Agreement, the Assignment Agreement and the Trust Agreement and all other
transactions relating thereto, and stating that the interest represented by the
Certificates is excludable from gross income for federal income tax purposes, and
is exempt from California personal income taxation (subject to certain necessary
qualifications under federal tax law), which opinion shall inure to the benefit of
the purchasers of the Certificates.
F. Attending all meetings deemed necessary by Attorneys in the
performance of the services hereunder, or requested by City staff.
G. Such other and further services as are normally performed by special
legal counsel in connection with similar tax-exempt financings.
H. Attorneys will not be responsible for the preparation or content of the
official statement prepared by the financial advisor or Certificate purchaser, other
than to examine said official statement as concerns description of Certificates and
matters within Attorneys' knowledge.
I. Attorneys will not be responsible for monitoring or assuring compliance
with the rebate requirements applicable under federal tax law to the Certificates,
other than to render advice as to the legal interpretation of such requirements as
set forth in the Trust Agreement relating to the Certificates. Without limiting the
generality of the foregoing, Attorneys shall not be responsible to preparing any
calculations or documentation to establish compliance with such rebate
requirements or otherwise for computing the amounts required to be rebated,
without separate agreement between the City and Attorneys.
2. Compensation. For the services of Attorneys listed in Section 1 the City will pay
Attorneys a fee equal to the sum of (a) one percent (1%) of the principal amount of
Certificates up to $1 million, plus (b) one-half of one percent (1/2 of 1%) of the principal
amount of Certificates in excess of $1 million but less than or equal to $6 million, plus (c)
one-quarter of one percent (1/4 of 1 %) of the principal amount of Certificates in excess of
$6 million but less than or equal to $21 million, plus (d) one-eighth of one percent (1/8 of
1 %) of the principal amount of Certificates in excess of $21 million. The City shall
reimburse Attorneys for all out-of-pocket expenses incurred by Attorneys in connection
with their services hereunder for out-of-state travel, costs of publication and
photocopying, costs of preparing transcripts of proceedings for closing purposes, and
costs of messenger and delivery services.
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Payment of said fees and expenses to Attorneys shall be due upon the issuance of
Certificates and the delivery of the proceeds thereof to the City. Said fees and expenses
shall be payable solely from the proceeds of the Certificates and from no other funds of the
City, and shall be entirely contingent upon the successful sale and delivery of the
Certificates.
3. Responsibilities of the City. The City shall cooperate with Attorneys and shall
furnish Attorneys with certified copies of all proceedings taken by the City, or other
deemed necessary by Attorneys to render an opinion upon the validity of such
proceedings. All costs and expenses incurred incidental to the actual issuance and
delivery of Certificates, including the cost and expense of preparing certified copies of
proceedings required by Attorneys in connection with the issuance of the Certificates, the
cost of preparing the Certificates for execution and delivery, all printing costs and
publication costs, and any other expenses incurred in connection with the issuance of
Certificates, shall be paid from Certificate proceeds.
4. Exceptions. Any services rendered in any litigation involving the City or the
financing proceedings relating to the Certificates are excepted from the services to be
rendered for the above compensation. On-going advice and preparation of necessary
documentation regarding compliance with Section 148 of the Internal Revenue Code of
1986, relating to arbitrage limitations and rebate provisions, are also excepted from the
services to be rendered for the above compensation. For such services which Attorneys
are directed to render for and on behalf of the City, compensation shall be on the basis of
reasonable fees to be agreed upon by the City and Attorneys.
5. Termination of Agreement. This Agreement may be terminated by the City at
any time by giving thirty days written notice to Attorneys with or without cause. In the
event of termination, all finished and unfinished documents, exhibits, project data,
reports, and evidence shall, at the option of City, becomes its property and shall be
delivered to it by Attorneys.
IN WITNESS WHEREOF, the City and Attorneys have executed this Agreement as
of the date first above written.
J8367
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CITY OF CUPERTINO
JONES HALL HILL & WHITE,
A PROFESSIONAL LAW
CORPORATION
~~" By ' a~ig
., MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding sets forth the
commitment of the Cupertino Union School District ("District") to
work in good faith towards an Agreement with the City of
Cupertino ("City") to use certain property owned by the District.
The terms and conditions of said Agreement may include the
following:
1. The Sites:
The sites subject to this Memorandum consist of
approximately 30-40 acres and the exact location shall be
determined by the District.
2. The Term:
The term of the Agreement shall be 25 years, subject to
further negotiation.
3. The Purpose of the Agreement:
The purpose of the Agreement shall be to preserve and
enhance the use of the open space portions on the sites, and they
shall be used for youth sports and related community open space
activities. Notwithstanding the foregoing, the District's
instructional program shall have first priority use of the sites.
4. City's Obligation:
a) City shall pay for and construct all standard
level improvements and renovations of the turf of existing fields
and related facilities necessary to fulfill the purposes of this
agreement. District shall approve the "standard level"
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established for each site. Any improvements made above that
standard level shall also be approved by District. The cost of
such improvements above the standard level shall be paid for by
the party proposing them.
b) Subject to paragraph 5 below, City shall pay
for and be responsible for maintaining the sites subject to this
Memorandum, at a level equal or greater than currently provided
by District.
c) city shall indemnify and hold District harmless
from injury to person or property arising from its activities on
the sites.
d) Subject to paragraph 3, City shall be
responsible for scheduling all non-school use of fields.
5. District's Obligations
a) District shall annually reimburse city an
amount equal to what District is currently spending to maintain
the sites, increased by an agreed upon cost of living factor.
This obligation shall extend only to that portion of the sites
that District uses for District instructional programs.
b) As to those portions of the site used by
District for instructional programs, District shall pay City a
lump sum equal· to the amount which, in its judgment, it would
have expended on renovation of the sites.
c) District shall indemnify and hold City harmless
for injury to person or property arising from its activities.
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6. ~Q1nt Obligations:
District and City shall in good faith attempt to
develop a master plan for each of the school sites, in a fashion
intonded not to impact current activities on the sites and to
~eet the budgeting needs of each.
7. Memorandum Subject tQ..~~q~ix._ements of Law.
The enforceability of this Memorandum of Understanding
is subject to all applicable state laws, rules and regulations,
and District Board policies.
s. Hegotiations of _Rem~in.ipg_~T~ons and conditimrn:
This Memorandum sets forth the partios' commitment to
negotiate an Agreement. Said Agreement is subject to furthor
negotiations between the parties.
CUPERTINO UNION SCHOOL DISTRICT
Date: ~ --2-t -CJV _ By:~ / -
oatc: ._ •.• ...-?1 ...... f_z_]i..;...f_tz __ o __
CITY
By:
3
MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding sets forth the
commitment of the Cupertino Union School District ("District") to
work in good faith towards an agreement with the city of
Cupertino ("City") to purchase certain property owned by the
District.
1. The Site:
The site to be purchased is located at the school site
known as Fremont Older School, consisting of approximately 11.8
acres. The exact location and amount of acreage is subject to
further negotiation.
2. Price and Payment:
Subject to paragraph 3 below, the purchase price is
$15,940,000.00 to be paid in two installments, one on February 1,
1991, and the balance on February 1, 1992. The balance of the
purchase price shall be secured by means acceptable to District.
3. Sale Contingent on Passage of Tax Measure:
a. District's obligation to negotiate a sale of
the property shall arise upon the passage of a tax measure
proposed by the City to be voted on in November, 1990.
b. If said measure is not approved by the
voters, District's obligation to negotiate a sale of the site
shall be extended to July 1, 1991 , and the terms of payment
set forth at paragraph 1 shall be negotiated. If City fails to
purchase the property by July 1, 1991 , city shall waive
1
all statutory rights of refusal under the Government and
Education Codes. District shall be free to dispose of the site
in any manner it determines to be in the District's best
interest.
4. City's Non-Election To Purchase the Site
Should City for any reason elect not to purchase the
site, City agrees to cooperate with District's efforts to realize
revenues from the site by expediting development submittals on
the site.
5. Use Of The Site:
The site shall be sold to City and City shall purchase
it for open space purposes only in accordance with other
provisions of this Memorandum.
6. District's Occupancy of Site:
city shall permit District to operate the Fremont Older
School as a school facility until a new school is completed at
Sedgwick School Site.
7. Memorandum of Understanding Subject to Requirement
of Law:
The enforceability of this Memorandum of Understanding
is subject to all applicable State laws, rules and regulations,
and District Board policies.
8. Negotiations of Remaining Terms and Conditions:
This Memorandum sets forth the purchase price, purposes
for which the property is be used and the District's right
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to occupy it after the sale. All other terms and conditions are
subject to negotiation between the parties.
CUPERTINO UNION SCHOOL DISTRICT
Date:
Date:
3