HomeMy WebLinkAboutStaff Report 409-07City of Palo Alto
City Manager’s Report
TO:HONORABLE CITY COUNCIL
FROM:CITY MANAGER DEPARTMENT: ADMINISTRATIVE
SERVICES
DATE:NOVEMBER 13, 2007 CMR: 409:07
SUBJECT:APPROVAL OF AN AGREEMENT BETWEEN THE CITIES OF PALO
ALTO AND LOS ALTOS FOR THE PURCHASE AND SALE OF
PROPERTY LOCATED AT 1237 N. SAN ANTONIO ROAD, LOS ALTOS,
FORMERLY KNOWN AS THE LOS ALTOS TREATMENT PLANT AND
ADOPTION OF A BUDGETAMENDMENT- ORDINANCE INTHE
AMOUNT OF $ 2,670,918
RECOMMENDATION
Staff recommends that Council: 1) authorize the City Manager or his designee to execute in
substantially the same form the attached Agreement of Purchase and Sale (Agreement) between
the City of Los Altos and City of Palo Alto for Palo Alto’s purchase of Los Altos’ one-half
interest in the property located 1237 N. San Antonio Road, City of Los Altos, commonly known
as the former Los Altos Treatment Plant site; and 2) approve the attached Budget Amendment
Ordinance (BAO) in the amount of $2,670,918 for Palo Alto’s Fiscal Year (FY) 2007/08 costs
under the Agreement.
BACKGROUND
The 13.26-acre former Los Altos Treatment Plant (LATP) site is located in the City of Los Altos
but within the City of Palo Alto’s sphere of influence. The site is divided into three areas referred
to as Areas A, B and C (see site map Attachment C). Area A (4.0 acres) is undeveloped and
contains a narrow slough, associated wetlands and some filled area. Area B (6.64 acres) is the
main developable parcel and is the former site of the abandoned Los Altos Treatment Plant. It
currently contains the abandoned treatment plant, non-native grassland and six abandoned
treatment ponds. Area C (2.62 acres) is composed of fill soils. Los Altos developed the site as a
sewage treatment plant and operated the plant from 1958 to 1972. The site is adjacent to the
Palo Alto Baylands on the north and light industrial property to the south, east and west.
In 1984, Palo Alto entered into a Lease/Purchase Agreement (Lease!Purchase Agreement) with
Los Altos for the lease and ultimate purchase of the LATP site. Palo Alto paid Los Altos
$2,005,637 (from the Refuse Fund) over a period of 8 years, ending in December 1991. Under
the Lease!Purchase Agreement, at the end of the 8-year term, Palo Alto acquired a one-half
undivided interest (as tenants in common with Los Altos) in the property. In the event one of the
cities elected to sell its one-half interest in the property to the other city, the Lease/Purchase
CMR:409:07 Page 1 of 4
Agreement provided a method for valuing the property; Parcels B and C were required to be
valued as light industrial and Parcel A as open space.
Since the start of the Lease/Purchase Agreement, Palo Alto has managed the property and rented
it to various tenants as well as to the Palo Alto Utilities Department for a staging/storage area.
Rental revenue has been divided between the cities equally. The Utilities Department currently
pays $60,000/year to Palo Alto’s Refuse Fund and $60,000/year to the City of Los Altos for use
of a portion of the property. Since 1992, as it considered several options for use and
development of the LATP site, Palo Alto has attempted to purchase the remaining share of the
property. Staff has conducted several appraisals of the property, none of which has been accepted
by Los Altos. In addition, the parties have been in dispute over delivery of the deed for Palo
Alto’s one-half interest in the property.
In January 2007, Los Altos expressed new interest in resolving the ownership disputes. In April,
the Council authorized the Mayor to appoint two council members to meet with two appointed
Los Altos council members to discuss a framework for acquiring the property, including
obtaining the deed for Palo Alto’s one-half interest under the Lease!Purchase Agreement. A
series of negotiations ensued and, in August 2007, Palo Alto was successful in obtaining the
deed for its one-half interest in the property. Further negotiations ensued and a purchase price of
$6.5 million for Los Altos’ interest in the property was agreed to by the negotiating team subject
to the approval of both Councils.
DISCUSSION
Los Altos and Palo Alto have historically disagreed on how to value the LATP property. The
current $6.5 million offer is the result of recent good faith negotiations between Los Altos and
Palo Alto which occurred over the course of 6 months. Acquisition of Los Altos’ remaining
share in the property would give Palo Alto complete site control of the entire 13-acre parcel.
Determining the site’s fair market value has been difficult given its unique conditions. On the
one hand, large undeveloped parcels are rare in Palo Alto and the market for industrial properties
is currently strong. On the other hand, all of Area A .and portions of Area B are not readily
developable given the presence of waters and wetlands which are likely under the jurisdiction of
the United States Army Corps of Engineers. The site’s development potential is further
complicated due to Los Altos’ current zoning and entitlement authority over the property but the
property’s location adjacent to Palo Alto. The site’s former use as a sewer treatment plant has
also left some residual contaminants on site. Accordingly, the $6.5 million price takes into
account the value associated with industrial property in Palo Alto but also reflects a significant
discount for anticipated remediation and other site preparation costs. The purchase price is
within the range of a 2007 appraisal obtained by Palo Alto and an independent value report
prepared by Los Altos. Palo Alto’s estimate of remediation and site preparation costs is
currently $4,653,210 (see Table 1 in Purchase Agreement for breakdown) and these costs have
been factored into the purchase price.
Purchase Agreement
The terms of the attached Purchase and Sale Agreement to acquire the LATP site include a
purchase price of $6.5 million to be paid in three installments on January 4, 2008, January 5,
2009, and January 5, 2010 respectively. Each payment will equal $2,166,667. Interest will be
CMR:409:07 Page 2 of 4
paid on the 2009 and 2010 payments and will be based on the average yield of the City’s
portfolio for the periods specified. For information purposes only, the City’s portfolio rate is
currently 4.46%. Palo Alto will acquire the remaining ½ interest in the property upon tendering
the first payment on January 4, 2008.
Palo Alto will acquire the property in an ~’as is" condition and be responsible for site preparation
costs estimated at $4,653,210 and detailed in the Engineer’s Estimate (Table 1 to the
Agreement). To cover unforeseen or increased costs of remediation and infrastructure work over
and above those included in Table 1, $400,000 will be deducted from the first payment amount
of $2,166,667 and placed in the Set-Aside fund (hence, net payment to Los Altos on January 4,
2008 will equal $1,766,667). Palo Alto will place $400,000 into this fund on January 4, 2008 as
well. The fund will then total $800,000 as of January 4, 2008. The Set-Aside funds will accrue
interest at the City’s portfolio rate and will be released in 5 years if not used. In addition, Los
Altos will cooperate with the LAFCO process to de-annex the property from Los Altos and
annex it to Palo Alto.
Finally, it is important to note that, after the purchase of the LATP site is finalized, a discussion
as to which City of Palo fund owns the LATP property should occur as the Refuse fund made the
initial payments to acquire the one-half interest in the site. The future use of the site will also be
subject to further public review and environmental analysis.
TIMELINE
Following the January 2008 close of escrow on the Purchase/Sale of the site, Palo Alto will work
with Los Altos and Santa Clara County Local Agency Formation Commission (LAFCO) to
initiate and complete the annexation process.
RESOURCE IMPACT
To fulfill the agreement, a Budget Amendment Ordinance (BAO) is required for 2007-08. The
BAO will transfer $2,670,918 from the General Fund Budget Stabilization Reserve (BSR) to the
Capital Projects Fund Budget Stabilization Reserve CIP Project - 08000. (See Attachment D.)
This will provide for:
¯$1,766,667 for the first net payment due to Los Altos on January 4, 2008;
¯$400,000 of the $2,166,667 due to Los Altos to be placed in the Set-Aside fund;
¯$400,000 for Palo Alto’s deposit to the Set Aside fund;
¯$94,251 in estimated interest for first payment (accrued in 2007-08 but paid on January 5,
2009);
¯$10,000 for attorney’s fees.
The above transactions will reduce the General Fund BSR by $2,670,918 in 2007-08. This
reduces the BSR from $26,305,000 to $23,634,082. Future payments and other costs associated
with purchase of the property will be included in the budget adoption processes for 2008-09 and
2009-10.
CMR:409:07 Page 3 of 4
Sources of future long-term funding for improvements to the site will be dependent on the
ultimate use of the property. Sources may include General Fund reserves with potential lease
payments from Enterprise Funds if the site is used for Refuse or Utility related purposes. The
potential use of parts of the site by a possible, future private tenant also would generate a new
revenue source.
POLICY IMPLICATIONS
The attached Agreement is consistent with City policy and prior direction of the City Council.
ENVIRONMENTAL REVIEW
Authorization of the purchase of City property is exempt under Sections 15061 and 15305 of the
California Environmental Quality Act Guidelines. Any future use of the property will be subject
to further environmental review.
PREPARED BY:
DEPARTMENT HEAD APPROVAL:
CITY MANAGER APPROVAL:
WILLIAM W. FELLMAN
Manager, Real Property
CARL YEAT¢
Director/Adn]/nistrative Services
Y HARRISON
Assistant City Manager
ATTACHMENTS
Attachment A:
Attachment B:
Attachment C:
Attachment D:
Purchase and Sale Agreement
Budget Amendment Ordinance
Site Map
Project AS-0800, CIP Summary
CMR:409:07 Page 4 of 4
ATTACHMENT A
PURCHASE AND SALE AGREEMENT
By
and
between
THE CITY OF LOS ALTOS
a municipal corporation
"Seller"
AND
THE CITY OF PALO ALTO
a municipal corporation
"Buyer"
Dated as of
November __, 2007
TABLE OF CONTENTS
ARTICLE I. IDENTIFICATION OF PROPERTY/PURCHASE .................................................1
1.1 The Property ............................................................................................................1
1.2 Purchase and Sale .............................~ ......................................................................2
ARTICLE II. PURCHASE PRICE ................................................................................................2
2.1 Purchase Price ..........................................................................................................2
2.2 Payment of Purchase Price ......................................................................................2
2.2.1 First Payment ...............................................................................................2
2.2.2 Second Payment ..........................................................................................2
2.2.3 Third Payment .............................................................................................2
2.2.4 Late Payment ...............................................................................................2
ARTICLE III. HOLDBACK ..........................................................................................................2
3.1 Holdback Amount ....................................................................................................2
3.2 Set-Aside Account ...................................................................................................3
3.3 Disposition of Set-Aside Funds ...............................................................................3
3.4 Release of Excess Set-Aside Funds .........................................................................3
ARTICLE IV. CONDITIONS TO PURCHASE AND SALE .......................................................4
4.1 Conditions Precedent to Purchase and Sale ...............................~. .............................4
4.1.1 Title ..........................................................................................................4
4.1.2 Execution of Grant Deed .............................................................................4
4.1.3 Deposit of Grant Deed .................................................................................4
4.1.4 Title Insurance .............................................................................................4
4.1.5 Certificate of Acceptance ............................................................................4
4.1.6 Deposit in Set-Aside Account .....................................................................4
4.1.6 Memorandum of Agreement .......................................................................4
ARTICLE V. CLOSING AND ESCROW .....................................................................................5
5.1 Deposits into Escrow ...............................................................................................5
219084_2.DOC
5.1.1 Seller.
5.1.2 Buyer.
TABLE OF CONTENTS
5.2 Close of Escrow ............................................................................................................5
5.2.1 Closing Date ................................................................................................5
5.2.2 Closing of Escrow .......................................................................................5
5.2.3 Procedure .....................................................................................................5
5.2.3.1 Record Deed ....................................................................................5
5.2.3.2 Memorandum of Agreement ...........................................................5
5.2.3.3 Deliver Copies of Grant Deed and Memorandum
of Agreement .............................. : .................................................... 5
5.2.3.4 Pay to Seller .....................................................................................6
5.2.3.5 Deliver Title Policy .........................................................................6
5.2.3.6 Closing Statement ............................................................................6
5.2.4 Closing Costs and Disbursements ...............................................................6
5.2.4.1 Closing Costs .............................................¯ ......................................6
5.2.4.2 Pro-rations .......................................................................................6
ARTICLE VI. CONDITION OF THE PROPERTY ......................................................................6
6.1 Property Sold in "As-Is" Condition With All Faults ...............................................6
6.2 Waiver of Natural Hazards ......................................................................................6
ARTICLE VII. ANNEXATION ....................................................................................................7
7.1 Cooperation in Annexation of Property to Palo Alto ..............................................7
ARTICLE VIII. REPRESENTATIONS AND WARRANTIES ...................................................7
8.1 Sellers Representations and Warranties ..................................................................7
8.2.1
8.2.2
8.2.3
Authorization ...............................................................................................7
Binding Obligation ......................................................................................7
No Leases ....................................................................................................7
219084 2.DOC
ii
8.2
ARTICLE IX.
9.1
9.2
9.3
9.4
9.5
9.6
9.7
9.8
9.9
9.10
9.11
9.12
9.13
9.14
9.15
TABLE OF CONTENTS
8.2.4 Compliance with Laws ................................................................................7
Buyers’ Representations and Warranties .................................................................7
8.2.1 Authorization ...............................................................................................7
8.2.2 Binding Obligation ......................................................................................7
GENERAL PROVISIONS .....................................................................................8
Notices .....................................................................................................................8
Mutual Cooperation .................................................................................................8
Entire Agreement .....................................................................................................9
Arbitration ...............................................................................................................9
Attorneys’ Fees ........................................................................................................9
Brokers’ Fees .........i .................................................................................................9
Binding on Successors .............................................................................................9
Governing Law ........................................................................................................9
Time .......................................................................................................................10
Counterparts ...........................................................................................................10
Survival ..................................................................................................................10
Waiver of Right to Seek Damages ........................................................................10
No Merger ..............................................................................................................10
Termination or Specific Performance ....................................................................10
Section Headings ...................................................................................................10
219084 2.DOC
iii
TABLE OF CONTENTS
Tables of Exhibits and Tables
Exhibit A
Exhibit B
Exhibit C
Legal Description of Property
Form of Deed
Memorandum of Agreement
Table 1 :Engineers Estimate
219084 2.DOC
iv
AGREEMENT OF PURCHASE AND SALE
THIS AGREEMENT OF PURCHASE AND SALE ("Agreement") is entered into as of
this __ day of November, 2007, by and between the CITY OF LOS ALTOS, a municipal
corporation ("Seller"), and the CITY OF PALO ALTO, a municipal corporation ("Buyer"), with
reference to the following:
RECITALS
A. Pursuant to the terms of the Lease/Purchase Agreement dated August 10, 1984
between Buyer and Seller and the Agreement between City of Los Altos and City of Palo Alto,
dated August 20, 2007, Buyer and Seller each own an undivided one-half interest, as tenants in
common, in that certain real property located at 1237 North San Antonio Road, Los Altos,
California, APN 116-01-013, as more particularly described in Exhibit A and commonly referred
to as the former Los Altos Treatment Plant (the "Property");
B. Buyer desires to purchase and Seller desires to sell Seller’s undivided one-half
interest in the Property upon the terms and conditions as set forth in this Agreement;
C. Buyer and Seller also desire that the Property be de-annexed from the City of Los
Altos and annexed to the City of Palo Alto, as more specifically set forth in this Agreement.
AGREEMENT
NOW, THEREFORE, based on the foregoing Recitals, and in consideration of the mutual
covenants and promises set forth in this Agreement and for good and valuable consideration,
receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows.
ARTICLE I. IDENTIFICATION OF PROPERTY/PURCHASE
1.1 The Property_. As used herein, the term "Property" means collectively the land
commonly known as APN 116-01-013 (the "Land") and all of the following:
(a)All easements, agreements, benefits, privileges, permits, tenements,
hereditaments, licenses, and rights appurtenant to the Land; the use of and
rights in any streets and rights-of-way, if any, abutting adjacent,
contiguous or adjoining the Land; and all strips and gores that are part of
or appurtenant to the Land;
(b)Such portion of the Land, if any, lying in the bed of any street, road or
avenue, open or proposed, at the foot of, adjoining or below the Land that
is a part of appurtenant to the Land;
(c)All of Seller’s interest in the buildings, parking lots, curbs and gutters,
utility installations and all other improvements and fixtures located on the
Land;
(d)All right, title and interest of Seller in any personal property situated on
the Land; and
219084_2.DOC
1.2
ARTICLE II.
(e)All of Seller’s rights, title and interest in and to any leases and other
occupancy agreements affecting the Land, any equipment rental and other
contracts affecting the Land or used or useful in the operation and!or
maintenance of the Property.
Purchase and Sale. Seller shall sell to Buyer and Buyer shall purchase from
Seller, on all of the terms and conditions set forth in Articles II, III and IV hereof,
the Property.
PURCHASE PRICE
2.1 Purchase Price. The purchase price for Seller’s undivided one-half interest in the
Property ("Purchase Price") shall be Six Million Five Hundred Thousand Dollars
($6,500,000.00).
2.2 Pawnent of Purchase Price. The Purchase Price, subject to such adjustments,
holdbacks and pro-rations as set forth below, shall be paid to Seller, all in cash, as
follows:
2.2.1
2.2.2
2.2.3
First Payment. The amount of Two Million One Hundred and Sixty Six
Thousand, Six Hundred and Sixty Seven Dollars ($2,166,667.00) less the
Four Hundred Thousand Dollar ($400,000.00) Holdback Amount (as
defined at Section 3.1 below) shall be payable upon close of Escrow (as
defined below) in accordance with Section 5.2;
Second Payrnent. The amount of Two Million One Hundred and Sixty Six
Thousand, Six Hundred and Sixty Seven Dollars ($2,166,667.00) together
with interest at Buyer’s portfolio rate, calculated from the Closing Date (as
defined below), shall be payable on or before January 5, 2009;
Third Payment. The amount of Two Million One Hundred and Sixty Six
Thousand, Six Hundred and Sixty Seven Dollars ($2,166,667.00)together
with interest thereon at Buyer’s portfolio rate, calculated from the Closing
Date (as defined below), shall be payable to Seller on or before January 5,
2010.
2.2.4 Late Payment. In the event Buyer fails to make either the Second
Payment or Third Payment on or before the dates set forth above, Seller
shall deliver to Buyer written notice of such failure in the manner
prescribed by Section 9.1. If Buyer fails to make said payment within
thirty (30) days after the effective date of such notice, the delinquent
payment shall thereafter accrue interest, until paid, at Buyer’s portfolio
rate, plus 4.5%.
ARTICLE III. HOLDBACK
3.1 Holdback Amount. Buyer and Seller agree that the estimated preliminary site
preparation costs to be incurred by Buyer for purposes of preparing the Property
for the use for which it is being acquired are Four Million Six Hundred and Fifty
Three Thousand, Two Hundred and Ten Dollars ($4,653,210.00) (the
219084 2.DOC
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3.2
3.3
"Preliminary Development Costs"), as more particularly described in the table
prepared by Buyer’s engineers, attached hereto as Table 1 (the "Engineer’s
Estimate"). Buyer shall be solely responsible for payment of all Preliminary
Development Costs set forth in the Engineer’s Estimate. Buyer and Seller shall
share equally in any Preliminary Development Costs in excess of the Engineer’s
Estimate, up to a total amount not to exceed Eight Hundred Thousand Dollars
($800,000.00). The sum of Four Hundred Thousand Dollars ($400,000.00) shall
therefore be held back by Buyer from the First Payment as set forth at
Section 2.2.1 above (the "Holdback Amount"). Buyer is solely responsible for,
and releases Seller from any and all responsibilities for any Preliminary
Development Costs which exceed Five Million Four Hundred and Fifty Three
Thousand, Two Hundred and Ten Dollars ($5,453,210, which equals $4,653,210
plus $800,000).
Set-Aside Account. At or before close of Escrow (as defined below) Buyer shall
deposit the Holdback Amount into a set-aside account administered by the City of
Palo Alto (the "Set-Aside Account"). At or before close of Escrow (as defined
below) Buyer shall also deposit into the Set-Aside Account an additional sum of
Four Hundred Thousand Dollars ($400,000.00) so that the total amount in the Set-
Aside Account is Eight Hundred Thousand Dollars ($800,000.00) (the "Set-Aside
Funds"). Funds so deposited shall bear interest at Palo Alto’s Portfolio rate, as
the same may be adjusted from time to time.
Disposition of Set-Aside Funds. For a period not to exceed five (5) years after the
Closing Date (as defined below), Buyer may from time to time, draw upon the
Set-Aside Funds to pay any actual costs in excess of the Engineer’s Estimate
incurred by it in implementing the scope of work set forth therein (the "Excess
Costs"), but only after the full estimated Four Million Six Hundred and Fifty
Three Thousand, Two Hundred and Ten Dollars ($4,653,210.00) has been
expended by Buyer. Prior to drawing any funds from the Set-Aside Account to
pay such Excess Costs, Buyer shall provide Seller, in accordance with Section 9.1
below, with a statement of the amount of such Excess Costs supported by copies
of invoices, account statements or other reasonable documentation of said Excess
Costs (the "Statement of Excess Costs"). Seller may object to the Statement of
Excess Costs on the grounds that either the Statement itself or the Excess Costs
are inconsistent with the terms of this Agreement and!or that the Excess Costs are
not necessary and appropriate for the implementation of the scope of work
identified in the Engineer’s Estimate. If Seller so objects, Seller shall notify
Buyer of su’ch objection within five (5) business days after the effective date of
the delivery of the Statement of Excess Costs. The parties shall thereafter meet
and confer in good faith in an effort to resolve any such dispute. If, despite the
use of good faith efforts, the parties are unable to resolve their dispute, then said
dispute shall be submitted to arbitration in accordance with Section 9.4 below. If
no such objection is received by Buyer, on or after the sixth (6th) business day
after the effective date of the delivery of such Statement of Excess Costs, Buyer
may draw from the Set-Aside Account the amount so identified in the Statement
of Excess Costs.
219084 2.DOC
3.4
ARTICLE IV.
4.1
Release of Excess Set-Aside Funds. Any funds remaining in the Set-Aside
Account following completion of the scope of work set forth in the Engineer’s
Estimate, or five (5) years from the Closing Date, whichever is first, shall be
refunded equally to Buyer and Seller. The foregoing notwithstanding, if at the
expiration of said five (5) year period, any of the funds remaining in the Set-Aside
Account are subject to a dispute in accordance with Section 3.3 above, said five
(5) year period shall be extended until the dispute is fully and finally resolved.
CONDITIONS TO PURCHASE AND SALE
Conditions Precedent to Purchase and Sale. The obligation of Buyer to purchase
and Seller to sell the Property is expressly conditioned upon the satisfaction of
each of the conditions set forth in this Section 4.1.
4.1.1
4.1.2
4.1.3
4.1.4
4.1.5
4.1.6
Title. Buyer has obtained a preliminary title report dated October 5, 2007
from North American Title Company (the "Title Report"), Buyer
acknowledges and agrees that all other exceptions identified in the Title
Report are approved by Buyer. (The "Approved Exceptions"). Any new
exceptions that post-date the effective date of the Title Report shall be
removed by Seller as a condition precedent to Closing. Buyer and Seller
agree that any easement or right of way over the Property for public or
quasi-public utility purposes, whether pre-dating or post-dating this
Agreement, shall be deemed to be an Approved Exception, and any new
exception to title that post-date the effective date of the Title Report to
which Buyer does not object in writing as described above, shall also be
deemed to be an Approved Exception.
Execution of Grant Deed. Seller shall be ready, willing and able to
convey its interest in the Property by grant deed to Buyer in the form of
Exhibit B attached hereto (the "Grant Deed") subject only to the Approved
Exceptions.
Deposit of Grant Deed. Seller shall have deposited into Escrow (as
defined below) the Grant Deed as provided for in Section 5.1.1, conveying
fee simple title to the Property to the Buyer.
Title Insurance. The Title Company shall be prepared to issue an ALTA
policy of title insurance in the amount of the Purchase Price insuring fee
simple title to the Property is vested in Buyer subject only to the Approved
Exceptions pursuant to Section 4.1.1.
Certificate of Acceptance. Buyer has obtained approval of the City
Council authorizing the recordation of the Grant Deed and has deposited a
properly executed Certificate of Acceptance into escrow.
Deposit in Set-Aside Account. Buyer has established the Set-Aside
Account and deposited the sum of Four Hundred Thousand Dollars
($400,000.00) in accordance with Section 3.2 above, together with the
Holdback Amount of Four Hundred Thousand Dollars ($400,000.00) in
accordance with Section 3.1 above.
219084 2.DOC
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ARTICLE V.
5.1
5.2
4.1.7 Memorandum of Agreement. Buyer and Seller have each executed a
Memorandum of Agreement in a form substantially the same as Exhibit B
attached hereto (the "Memorandum of Agreement").
CLOSING AND ESCROW
Deposits into Escrow. Within five (5) business days after execution of this
Agreement by Buyer and Seller, Buyer shall establish an escrow (the "Escrow")
with North American Title Company, 419 South San Antonio Road, Suite 106,
Los Altos, California 94022 (the "Title Company"). Upon establishment of such
Escrow, a copy of this Agreement, duly executed by both parties, shall be
deposited therein. Prior to or on the Closing Date, the Parties shall deposit the
following into the Escrow:
5.1.1 Seller. Seller shall deposit the Grant Deed and Memorandum of
Agreement fully executed and suitable for recordation.
5.1.2 Bu_9_y__~. Buyer shall deposit the Memorandum of Agreement, fully
executed and suitable for recordation, together with cash or immediately
available funds in the amount of the First Payment less the Holdback
Amount in accordance with Section 2.2.1 above, together with additional
cash in the amount necessary to pay the Buyer’s share of closing costs and
pro-rations, as hereinafter set forth; and an executed Certificate of
Acceptance.
Close of Escrow.
5.2.1 Closing Date. Escrow shall close on or before January 4, 2008 (the
"Closing Date").
5.2.2 Closing of Escrow. When the Conditions Precedent listed in Section 4.1
have been satisfied or waived by Buyer and Seller and Title Company has
received all necessary cash and documents and is in a position to issue the
Title Policy, as provided in Section 4.1.4, Title Company shall
immediately close Escrow as provided below. The parties to this
Agreement shall cooperate with each other and the Title Company in
preparing and executing such further documents (including further escrow
instructions) as may be reasonably necessary to close escrow as
contemplated by this Agreement.
5.2.3 Procedure. The Title Company shall close escrow as follows:
5.2.3.1 Record Deed. Date and record the Grant Deed in the Official
Records of Santa Clara County.
5.2.3.2 Memorandum of A~eement. Date and record the
Memorandum of Agreement in the Official Records of Santa
Clara County.
219084_2.DOC
5
5.2.3.3
5.2.3.4
Deliver Copies of Grant Deed and Memorandum of
Agreement. Deliver one certified copy of the recorded Grant
Deed and Memorandum of Agreement, each to Seller and
Buyer.
Pay to Seller. Pay to Seller the funds in Escrow equal to the
First Payment, reduced by the Holdback Amount and further
reduced by Seller’s share of closing costs and pro-rations, as
hereinafter set forth.
5.2.3.5 Deliver Title Policy. Deliver the Title Policy to Buyer.
5.2.3.6 Closing Statement. Prepare and deliver to Buyer and Seller
one signed copy of the Title Company’s closing statement
showing all receipts and disbursements of the Escrow.
5.2.4 Closing Costs and Disbursements.
5.2.4.1 Closing Costs. Buyer shall pay recording costs, if any, the title
insurance premium and one half of the escrow fees. Seller
shall pay one half of the escrow fees.
5.2.4.2 Pro-rations. All taxes, assessments or other charges
attributable to the Property, if any there be, shall be pro-rated
between Buyer and Seller as of the Closing Date based on a
three hundred sixty-five-day year (365).
ARTICLE VI. CONDITION OF THE PROPERTY
6.1 Property Sold in "As-Is" Condition With All Faults. Buyer and Seller mutually
acknowledge and agree that the Property is being sold in an "AS-IS" condition and "WITH ALL
FAULTS", known or unknown, suspected or unsuspected, contingent or existing. As of the
Closing Date, buyer hereby waives, releases, discharges Seller, Seller’s council members,
officers, employees and agents, and enterpirses from and against any and all claims, obligations
and liabilities arising out of or in connection with any aspect of the Property, including but not
limited to the physical condition of the Property. Each of the Parties has independently
investigated the facts relating to the Property, and except as expressly set forth in this
Agreement, each of the Parties disclaims any reliance upon any representations by the other
Party relating to the negotiation of, or entry into, this Agreement. Buyer hereby waives any and
all rights or benefits which he may have pursuant to California Civil Code § 1542, which
provides that:
A general release does not extend to claims which the creditor does not know or suspect
to exist in his favor at the time or execution of this release, which if known by him must
have materially affected his settlement with the debtor.
6.2 Waiver of Natural Hazards. Buyer further acknowledges that "Natural Hazards"
described in the following California Code Sections (the "Natural Hazard Laws") may
affect the Property: Government Code §§ 8589.3 & 8589.4; Government Code § 51183.5
(Fire Hazard Severity Zone); Public Resource Code § 2621.9 (Earthquake Fault Zone);
219084 2.DOC
6
Public Resource Code {} 2694 (Seismic Hazard Zone) and Public Resource Code {} 4136
(Wildlands Area). Buyer acknowledges and agrees that Buyer has had the opportunity to
independently evaluate and investigate whether or not any or all of such Natural Hazards
Laws affect the Property and Seller shall have no liability or obligations with respect
thereto. Without limiting the foregoing, Buyer acknowledges and agrees that Buyer
knowingly and intentionally waives and releases Seller from any disclosures, obligations
or requirements of Seller with respect to Natural Hazard Laws including, without
limitation, any disclosure obligation or requirement under the afore-mentioned code
sections.
ARTICLE VII. ANNEXATION
7.1 Cooperation in Annexation of Property to Palo Alto. The parties to this
Agreement acknowledge that although the Property is currently located within the
jurisdictional boundaries of the City of Los Altos, Buyer desires to have the
Property annexed into the City of Palo Alto. Seller Shall cooperate with Buyer for
purposes of the de-annexing of Property from the City of Los Altos to allow for
the annexation of the Property into the City of Palo Alto.
ARTICLE VIII. REPRESENTATIONS AND WARRANTIES
8.1 Sellers Representations and Warranties. Seller represents and warrants to Buyer
that the following matters are true and correct in all material respects as of the
execution of the Agreement and will also be true and correct in all material
respects as of the Closing Date.
8.2.1 Authorization. The execution and delivery of this Agreement by Seller
and Seller’s performance hereof and the transactions contemplated hereby
have been duly authorized by the City Council of the City of Los Altos
and the person or persons signatory to this Agreement on behalf of Seller
have full power and authority to execute the same.
8.2.2 Binding Obligation. This Agreement is a valid and binding obligation of
Seller.
8.2
8.2.3 No Leases. To the best of Seller’s knowledge, there are no leases,
contracts or agreements with the respect to the occupancy of the Property
or any portion or portions thereof which will be binding upon Purchaser
after closing, other than the matters shown on the Title Report and
approved herein or otherwise in writing by Buyer.
8.2.4 Compliance with Laws. Seller has received no written notice alleging
violation of any laws or ordinances (whether state, federal or county) with
regard to any portion of the Property.
Buyers’ Representations and Warranties. Buyer represents and warrants to Seller
that the following matters are true and correct in all material respects as of the
execution of this Agreement and will also be true and correct in all material
respects as of the Closing Date.
219084 2.DOC
7
ARTICLE IX.
9.1
8.2.1 Authorization. The Execution and Delivery of this Agreement by Buyer
and Buyer’s performance hereof and the transactions contemplated
hereby, have been duly authorized on the part of the City Council for the
City of Palo Alto and the person or persons signatory to this Agreement on
behalf of Buyer have full power and authority to execute same.
8.2.2 Binding Obligation. This Agreement is a valid and binding obligation of
Buyer.
GENERAL PROVISIONS
Notices. All notices, requests or other communications required or permitted to
be given in connection with this Agreement shall be in writing, addressed to the
person to receive such notice at the address set forth below and shall be personally
delivered, sent by commercial courier service, or by registered or certified mail,
postage pre-paid, return receipt requested. Notice may also be sent by facsimile
transmission if also sent by one of the other methods provided in this Section 9.1.
Notice shall be effective or deemed effective on the date of delivery, if personally
delivered, or sent by courier service, on the date of confirmed receipt if sent by
facsimile or if mailed three (3) days after deposit with the United States Postal
Service. Any party to this Agreement may change its address for receipt of
notices by giving notice of such change to the other party in the matters set forth
in this Section. Neither the rejection of a notice by the addressee or the inability
to deliver a notice because of a change of address for which no change of address
notice was received, shall affect the date on which such notice is deemed
received.
To Seller:
City of Los Altos
1 No. San Antonio Road
Los Altos, CA 94022
Attention: City Manager
Facsimile Number:
Telephone Number:
To Buyer:
With a
City of Palo Alto
250 Hamilton Avenue, 7th Floor
Palo Alto, CA 94301
Attention: City Manager
Facsimile Number: 650/325-5025
Telephone Number: 650/329-2392
copy to:
City Attorney
City of Palo Alto
250 Hamilton Avenue, 8th Floor
219084 2oDOC
9.2
9.3
9.4
9.5
9.6
Palo Alto, CA 94301
Facsimile Number:
Telephone Number:
650/329-2646
650/329-2171
Mutual Cooperation. The parties hereto shall cooperate with each other as
reasonably necessary to effectuate the purposes of this Agreement, shall use
reasonable and good faith efforts to satisfy all conditions to the close of Escrow
and thereafter, shall each execute and deliver such additional instruments or other
documents as the other may reasonably request to accomplish the purpose and
intent of this Agreement; provided, however, that nothing in this Section shall be
deemed to enlarge the obligations of the parties hereunder or to require either
party to incur an additional expense or liability not otherwise required of it
hereunder.
Entire Agreement. This Agreement supersedes any prior oral or written
understandings or agreements regarding the conveyance of the Property and the
other rights and obligations of the parties under this Agreement including, but not
limited to, the Lease/Purchase Agreement, dated August 10, 1984 between Buyer
and Seller and the Agreement between City of Los Altos and City of Palo Alto,
dated August 20, 2007 (including but not limited to the obligation to apply to the
United States Army Corps of Engineers for a delineation application). No
addition or modification of any term or provisions hereof shall be effective unless
set forth in writing and signed by both Seller and Buyer.
Arbitration. Any dispute or claim in law or equity between Buyer and Seller
arising out of this Agreement or any resulting transaction shall be decided by
neutral, binding arbitration and not by court action, except as provided by
California law or judicial review or arbitration proceedings. The arbitration shall
be conducted in accordance with the rules of the Judicial Arbitration and
Mediation Services Inc. In all other respects, this Arbitration shall be conducted
in accordance with III Title 9 of the California Code of Civil Procedure.
Judgment upon the award rendered by the arbitrator(s) may be entered in any
court having jurisdiction thereof.
Attorneys’ Fees. In the event either party to this Agreement institutes a
proceeding, arbitration or action to interpret or enforce the terms hereof, the
prevailing party shall be entitled to recover from the other, in addition to costs and
judgment as awarded, its attorneys’ fees incurred therein. The prevailing party
shall includ(, without limitation, a party who dismisses an action, arbitration or
proceed!ng for recovery hereunder in exchange for consideration substantially
equal to the relief sought in the action or proceeding.
Brokers’ Fees. Seller and Buyer each represent and warrant to the other that there
are no broker’s fees or finder’s fees arising out of this transaction and each shall
indemnify, defend, and hold the other party and its council members, officers,
employees and agents harmless from any claim, loss, cost, damage or expense
including, without limitation, attorneys’ and expert fees and costs and court costs
arising out of or incurred in connection with any claim by any broker, finder or
other person or entity for any brokerage commission, finder’s fee or other amount
219084 2.DOC
9.7
9.8
in connection with any acts or dealings with such indemnifying party with any
such broker, finder or other person or entity.
Binding on Successors. The terms, covenants and conditions herein contained
shall be binding upon and inure to the benefit of the successors and assigns of the
parties hereto.
Governing Law. This Agreement shall be governed by, and construed in
accordance with, the laws of the State of California.
9.9
9.10
Time. Time is of essence of every provision herein contained in this Agreement.
Counterparts. This Agreement may be executed in counterparts, each of which
shall be deemed an original, but all counterparts shall constitute but one
agreement.
9.11
9.12
9.13
Survival. The terms, covenants and conditions of Articles IV, VI, VII and VIII
Shall remain true and correct as of the Closing Date, shall be deemed to be
material and shall survive the execution and delivery of this Agreement, the
delivery of the Grant Deed, and transfer of title.
Waiver of Right to Seek Damages. Except as otherwise expressly set forth
hereinabove, the parties hereto mutually waive and release any claim or right to
seek monetary damages as a result of a breach of this Agreement, whether actual,
special, punitive, consequential or otherwise.
No Merger. Except as otherwise provided herein, the obligations contained in this
Agreement shall not merge with the transfer of title but shall remain in effect until
fulfilled.
9.14 Termination or Specific Performance. In the event that Escrow fails to close due
to the default of either party hereto, and except as otherwise specifically set forth
herein, the sole remedies of the non-defaulting party shall be either to
(1) terminate this Agreement, in which event neither party shall have any further
rights or obligations hereunder, or (2) to seek specific performance of this
Agreement.
9.15 Section Headings. All section headings contained herein are for convenience of
reference only and are not intended to define or limit the scope of any provision
of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, effective as
of the date first set forth above.
219084_2.DOC
10
City of Los Altos
a municipal corporation
City of Palo Alto
a municipal corporation
By:
Title:
Date:
By:
Title:
Date:
APPROVED AS TO FORM APPROVED AS TO FORM
Jolie Houston
City Attorney
Gary Baum
City Attorney
219084 2.DOC
11
Exhibit A - Legal Description
A.P. NO.116-I-13
PREPARED BY:E. Gibbs
CHECKED BY:J. Abler
APPROVED BY:~.d~.~
DATE :7-29-83
LEGAL DESCRIPTION
g[GINNiNG at the most wgsterly corner of Parcel B as shown on the map entitled
"Record of Survey, Land of City of Los Altos, bein9 a portion of Rancho Rincon
de San Francisquito", which map was filed.December 6, 1965, in Book 203 of
Kaps, page 12, Official Records of Santa Clara County, California; said point
being the intersection of the courses S. 6° 00’ 00" E. 53.57 feet and S. 42°
19’ 00" W. 2!4.76 feet as said courses are shown upon said Record of Survey.
THENCE along the boundary of said Parcel B the following courses and
distances: ~
N 42° 19’ 00" E, 2!4.75 feet;
N 58° 40’ 54" E, 146.97 feet;
S 66° 46’ 49" E, 487.82 feet;
S 45° 30’ 00" E, 55.13 feet;
S 6° 00’ 00" W, 1191.54 feet to a point on the northeasterly line of
that parcel of land described in the Deed to the City of Palo Alto,
recorded December 21, 1971, in Book 9636, Officigl Records, page 183,
Records of said County;
THENCE leaving said boundary line of Parcel B N 84° 00’ 00" W, 125.00 feet;
THENCE S 6° 00’ 00" W, 57.72 feet to a point on the southwesterly line of said
Parcel B;
THENCE along said last named line and continuigg along the boundary of ~aid
Parcel B the following courses and distances:
N 39° 50.’ 00" W, 530.55 feet;
N 50° 10’ 00" E, 30.01 feet;
N 26° 35’ 20" W, 403.20 feet and
.q 6° 00’ 00" W, 53.57 feet to the point of BEGINNING add being 13.273
acres more or less.
Exhibit B - Form of Deed
APN: 116-01-013
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
City of Los Altos/Real Estate
One North San Antonio Road
Los Altos, CA 94022
Mail Tax Statements to:
SPACE ABOVE THIS LINE FOR RECORDER’S USE
Exempt from recording fee per Govt. Code §27383
City of Los Altos/Real Estate
One North San Antonio Road
Los Altos, CA 94022
The undersigned Grantor declares
Documentary Transfer Tax is $0.00
GRANT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged,
The City of Los Altos, a California municipal corporation
Hereby GRANT(S) TO
The City of Palo Alto, a California municipal corporation
All of its right, title and interest in all that certain property in County of Santa Clara, State of
California, more particularly described as in Exhibit 1, attached hereto and by this reference
incorporated herein.
Dated:GRANTOR:
City of Los Altos
a municipal corporation
By:
Title:
Date:
State of California
County of
On November __, 2007, before me (here insert name and title of the officer), personally
appeared, , personally known to me (or 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.
WITNESS my hand this and official seal.
Signature (Seal)
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by the deed or grant dated
., 200__, from The City of Los Altos, a municipal corporation, to the City of
Palo Alto, a municipal corporation, is hereby accepted by order of the City Council by the
undersigned officer or agent on behalf of Council, pursuant to authority conferred by Resolution
No. __, of the City of Palo Alto City Council adopted on ., 200__, and the
Grantee consents to recordation thereof by its duly authorized officer.
Dated:CITY OF PALO ALTO
By:
Its:
APPROVED AS TO FORM:
Senior Assistant City Attorney
Exhibit C - Memorandum of Agreement
APN: 116-01-013
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
City of Los Altos/Real Estate
One North San Antonio Road
Los Altos, CA 94022
This Memorandum of Agreement is effective upon recordation and is entered into by and
between the City of Los Altos, a municipal corporation ("Seller") and the City of Palo Alto, a
municipal corporation ("Buyer"), who agree as follows:
1. By a written agreement of purchase and sale (the "Agreement") entered into
effective as of November __., 2007, Seller agrees to sell and Buyer agrees to buy all of Seller’s
rights, title and interest in that certain real property located at 1237 N. San Antonio Road, Los
Altos, CA, APN 116-01-013, as more particularly described in Exhibit A attached hereto.
2. Pursuant to the terms of the Agreement, the Purchase Price (as defined at
Section 2.1 thereof) is to be paid in three installments. The First Payment (as defined at
Section 2.2.1 of the Agreement) shall be payable upon Close of Escrow in accordance with
Section 5.2 of the Agreement. Upon Close of Escrow all of Seller’s rights, title and interest in
the Property shall be conveyed to Buyer. Thereafter, the Second Payment in the amount of Two
Million One Hundred and Sixty Six Thousand, Six Hundred and Sixty Seven Dollars
($2,166,667.00), together with the interest at Buyer’s Portfolio Rate, calculated from the Closing
Date (as defined in the Agreement) shall be payable on or before January 5, 2009; and the Third
Payment in the amount of Two Million One Hundred and Sixty Six Thousand, Six Hundred and
Sixty Seven Dollars ($2,166,667.00), together with the interest at Buyer’s Portfolio Rate
calculated from the Closing Date (as defined in the Agreement) shall be payable to Seller on or
before January 5, 2010.
3. Pursuant to Article VII of the Agreement, Seller shall cooperate with Buyer in
having the Property de-annexed from the City of Los Altos to allow for the annexation of the
Property into the City of Palo Alto.
4. This Memorandum of Agreement is prepared for purposes of constructive notice
of these continuing rights and obligations of the parties to the Agreement and in no way modifies
the provisions of the Agreement.
IN WITNESS WHEREOF, Seller and Buyer have duly executed this Memorandum of
Agreement on this __ day of November, 2007.
City of Los Altos
a municipal corporation
By:
Title:
Date:
APPROVED AS TO FORM
Jolie Houston
City Attorney
City of Palo Alto
a municipal corporation
By:
Title:
Date:
APPROVED AS TO FORM
Gary Baum
City Attorney
State of California
County of
On November __, 2007, before me (here insert-name and title of the officer), personally
appeared, ., personally known to me (or 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.
WITNESS my hand this and official seal.
Signature (Seal)
Table 1 - Engineer’s Estimate
October 3, 2007
Remediation Costs
FEMA Flood Plain
Backfilling
Wetlands Mitigation
Costs
(Parcel A only)
On-Site Utility
Improvements
Building Demolition
$ 2,580,000
$1,120,460
$ 224,000
$ 557,000
$100,000
Attachment B
ORDINANCE NO.
ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO
AMENDING THE BUDGET FOR FISCAL YEAR 2007-08 TO ESTABLISH
CAPITAL IMPROVEMENT PROGRAM PROJECT NUMBER AS-08000,
ACQUISITION OF LOS ALTOS TREATMENT PLANT SITE AND TO
PROVIDE AN INITIAL APPROPRIATION IN THE AMOUNT OF
$2,670,918
The Council of the City of Palo Alto does ORDAIN as
fol!ows:
SECTION i. The City Council of the City of Palo Alto
finds and determines as follows:
A. Pursuant to the provisions of Section 12 of Article III of
the Charter of the City of Palo Alto, the Council on June ii, 2007
did adopt a budget for fiscal year 2007-08; and
B. In 1984 the City of Palo Alto (Palo Alto) entered into a
Lease/Purchase Agreement (1984 Agreement) with the City of Los Altos
(Los Altos) for the lease and ultimate purchase of the Los Altos
Treatment Plant (LATP) site. Palo Alto paid Los Altos $2,005,637
from the Refuse Fund, over eight years, ending December 1991; and
C. Under the 1984 Agreement, at the end of the 8-year term,
Palo Alto was entitled to a one-half undivided interest (as tenants
in common) in the property. Under the 1984 Agreement, Los Altos had
the right to convey its 50% interest in the property to Palo Alto.
The Agreement PrOvided a valuation method for appraising the
property in the event of buyout; and
D. Since the start of the 1984 Agreement, Palo Alto has managed
the property and rented it to various tenants. Rental revenue had
been divided between the cities equally. Since 1992, as it
considered several options for use and development of the LATP site,
Palo Alto has attempted to purchase the remaining share of the
property. Staff has conducted several appraisals of the property,
none of which has been accepted by Los Altos; and
E. On December ii, 2006, the Council directed the City Manager
and City Attorney. to initiate negotiations with Los Altos to acquire
the site. In August 2007, the cities entered into an agreement
whereby Palo Alto obtained the deed from Los Altos for its one-half
undivided interest. On November 16, 2007, Council authorized terms
of an offer including a $6,500,000 price for the purchase of the
LATP site and the City of Palo Alto plans to enter into an agreement
to acquire Los Altos’ remaining ½ interest in the property (2007
Agreement); and
F. The terms of the 2007 Agreement include a purchase price of
$6,500,000 to be paid in three payments, on January 4, 2008, January
5, 2009, and January 5, 2010 respectively. Each payment will be in
amount of $2,166,667, plus interest on the 2009 and 2010 payments.
Interest will be at the City portfolio rate, which is currently
4.46%. The Agreement provides for Los Altos to give the deed for
the site to Palo Alto on January 4, 2008. Included in the 1987
Agreement is for Palo Alto and Los Altos to provide $400,000 each
for deposit to a "Set-Aside Account," to cover for unforeseen or
increased costs of remediation and infrastructure work which are not
included in the Site preparation costs estimates. The Set-Aside
funds will be administered by Palo Alto and will accrue interest at
the City’s portfolio rate and will be released in 5 years if not
used. The summary of total costs for the acquisition of LATP site,
including the Set-Aside account under the !987 Agreement are shown
in the following table; and
Description
Purchase Price
Interest on
Installment
Payments (estimated
at 4.46%)
Set-Aside Account
Other Legal
Expenses
$6,500,000
290,430
$2,166,667
$ 94,251"
$
$
$2,166,667
146,406
$2,166,666
$ 49,773
$ 400,000
$ 10,000
400,000
i0,000
0
0
*interest will be included in the 2008-09 payment
0
0
G. The General Fund Budget Stabilization Reserve will provide
the funds needed for fiscal year 2007-08. Future payments and other
costs associated with the property will be included in the budget
adoption process for fiscal year 2008-89 and 2009-10. Sources of
future long-term funding will be dependent on the ultimate use of
the property and include general fund reserves with potential lease
payments from Enterprise Funds if the site is used for Refuse or
Utility related purposes, and revenue generated from a possible
future private tenant; and
H. The appropriation of funds for the acquisition of LATP site
is a one-time event, and in future years maintenance costs will be
included in the City of Palo Alto’s operating budget; and
I. City Council authorization is needed to amend the 2007-08
budget as hereinafter set forth.
SECTION 2. Capital Improvement Program (CIP) Project Number
AS-08000, Acquisition of Los Altos Treatment Plant Site is hereby
created.
SECTION 3. The sum of Two Million Six Hundred Seventy Thousand
Nine Hundred Eighteen Dollars ($2,670,918) is hereby appropriated to
CIP Project Number AS-08000, Acquisition of Los Altos Treatment
Plant Site.
SECTION 4. Revenue in CIP Project Number AS-08000, Acquisition
of Los Altos Treatment Plant Site is hereby increased by a transfer
from the General Fund Budget Stabilization Reserve in the amount of
Two Million Six Hundred Seventy Thousand Nine Hundred Eighteen
Dollars ($2,670,918).
SECTION 5. The General Fund Budget Stabilization Reserve is
hereby reduced by Two Million Six Hundred Seventy Thousand Nine
Hundred Eighteen Dollars ($2,670,~9!8) to Twenty Three Million Six
Hundred Thirty Four Thousand Eighty Two Dollars ($23,634,082) as
shown in Exhibit A.
SECTION 6. As specified in Section 2.28.080(a) of the Palo Alto
Municipal Code, a two-thirds vote of the City Council is required to
adopt this ordinance.
SECTION 7. The Council of the City of Palo Alto hereby finds
that this appropriation is exempt under the California Environmental
Quality Act and, therefore, no environmental impact assessment is
necessary.
SECTION 8. As provided in Section 2.04.330 of the Palo Alto
Municipal Code, this ordinance shal! become effective upon adoption.
INTRODUCED AND PASSED:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
ATTEST:APPROVED AS TO FORM:
City Clerk City Attorney
APPROVED:
Mayor
City Manager
Director of
Services
Administrative
City of Palo Alto
Exhibit A
Budget Amendment Ordinances Impacting General Fund Reserves Approved-To-Date in 2007-08
Balance - July 1:2007 (audited balance)
07-08 Net change to reserve-adopted budget
2007-08 Projected ending balance before BAO’s
BAOs before midyear change:
BAO CIP SD-06102 (Loan to Storm Drainage Fund)
BAO CIP AS-08000 (Acquisition of Los Alto Tratment Plant Site)
$27,480,000
$525,000
$28,005,000
($1,700,000)
($2,670,918)
BSR Balance After BAO’s [ $23,634,082 I
ACQUISITION
o8ooo)
OF LOS ALTOS TREATMENT PLANT SITE (AS-
Pre-Design C~)sts
Design Costs
Construction Costs
Other
Total Budget Request
Revenues:
Source of Funds:
Council Policy Direction:
$2,670,918
$2,670,918
$2,670,918
General Fund
$2,313,073
$2,313,073
$2,313,073
$2,216,439
$2,216,439
$2,216,439
This project requires acquisition of property.
$7,200,430
$7,200,430
$7,200,430
20~7-09 Budget Cin’ q/’PMo Alto 2