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HomeMy WebLinkAboutSA-RDA 095' RESOLUTION NO. SA -RDA 095 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY DECLARING THAT REAL PROPERTY OWNED BY THE SUCCESSOR AGENCY LOCATED IN THE CITY OF PALM DESERT SOUTH OF GERALD FORD DRIVE AND WEST OF PORTOLA ROAD AND IDENTIFIED AS THE APPROXIMATELY 1.342-ACRE PORTION OF APN 694-310-006 IS EXEMPT SURPLUS LAND PURSUANT TO GOVERNMENT CODE SECTIONS 54221(B) AND 54221(F)(1)(D), APPROVING A PURCHASE AND SALE AGREEMENT WITH THE CITY OF PALM DESERT WITH RESPECT TO THE PROPOSED SALE OF THE PROPERTY, AND TAKING RELATED ACTIONS RECITALS: A. Pursuant to AB X1 26 (which became effective in June 2011) (as subsequently amended, the "Dissolution Act") and the California Supreme Court's decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal. 4th 231 (2011), the Palm Desert Redevelopment Agency ("Former Agency") was dissolved as of February 1, 2012, and the City of Palm Desert elected to serve as the successor agency to the Former Agency ("Successor Agency"); and ' B. Pursuant to the Dissolution Act, properties of the Former Agency, including the property located South of Gerald Ford Drive and West of Portola Road and identified as the approximately 1.342-acre portion of APN 694-310-006 in the City of Palm Desert ("Property") transferred to the Successor Agency by operation of law and the Successor Agency owns the Property in fee simple. The Property is more particularly described on Exhibit "A," attached hereto and incorporated herein and shown on Exhibit "B," attached hereto and incorporated herein; and C. On December 9, 2015, the California Department of Finance ("DOF") approved the Successor Agency's Long Range Property Management Plan, as amended ("LRPMP"), prepared pursuant to Health and Safety Code Section 34191.5, which includes the Property and requires the Successor Agency to sell the Property; and D. The Surplus Land Act (Government Code Sections 54220-54234) generally requires the governing board of a local agency that owns land in fee simple which is not necessary for the agency's use to take formal action in a regular public meeting to declare that the land is surplus land or exempt surplus land prior to undertaking other action to dispose of the land; and E. As amended by Assembly Bill 1486, which took effect on January 1, 2020, ' the Surplus Land Act defines "local agency" for purposes of the Surplus Land Act to include the Successor Agency; and RESOLUTION NO. SA -RDA 095 F. The Property is not necessary for the Successor Agency's use within the ' meaning of the Surplus Land Act because the Dissolution Act requires the Successor Agency to wind up the affairs of the Former Agency, including selling the Property pursuant to the LRPMP, and the Successor Agency will be formally dissolved when all of the Former Agency's enforceable obligations have been retired or paid off and its real property has been disposed of; and G. Surplus land is exempt surplus land pursuant to Government Code Section 54221(f)(1)(D) if a local agency is transferring the land to another local, state, or federal agency for the local, state, or federal agency's use; and H. The City of Palm Desert ("City") has requested the Successor Agency to sell the Property to the City for its fair market value pursuant to the Purchase and Sale Agreement by and between the Successor Agency and the City attached hereto as Exhibit "C" and incorporated herein; and 1. The transfer of the Property from the Successor Agency to the City will be for the City's use because the City is acquiring the Property for use as a public street; and J. Under Section 21067 of the Public Resources Code, Section 15367 of the State CEQA Guidelines (Cal. Code Regs., tit. 14, § 15000 et seq.), and the City of Palm Desert's ("City's") Local CEQA Guidelines, the City is the lead agency for the proposed project; and said application has complied with the requirements of the "City of Palm ' Desert Procedure for Implementation of CEQA" Resolution No. 2019-41, in that the Director of Development Services has determined that the project will not have a significant impact on the environment and that the project is categorically exempt under Article 19, Section 15312 Surplus Government Property Sales (Class 12) of the CEQA Guidelines, as the project is consists of sales of surplus land, the project is not located in an area of statewide, regional, or areawide concern, as identified in Section 15206(b)(4), and the project is not subject to any of the exceptions for categorical exemptions identified in CEQA Guidelines Section 15300.2; therefore, no further environmental review is necessary; and K. The Board desires to adopt this Resolution to declare the Property exempt surplus land and to approve the Purchase and Sale Agreement; and L. The Act provides that the Successor Agency may dispose of exempt surplus land without further regard to the requirements of the Act. NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS: SECTION 1. The above recitals are true and correct and are a substantive part of this Resolution. SECTION 2. The Board of Directors hereby declares pursuant to Government I Code Sections 54221(b) and 54221(f)(1)(D) that the Property is not necessary for the 2 12812-0001 \2670583v 1. doc RESOLUTION NO. SA -RDA 095 ' Successor Agency's use and that the Property is exempt surplus land because the City intends to sell the Property to the City for the City's use as a public street. SECTION 3. The Purchase and Sale Agreement in the form attached hereto as Exhibit "C" is hereby approved. The Executive Director of the Successor Agency is hereby authorized to execute and deliver, for and in the name of the Successor Agency, the Purchase and Sale Agreement in substantially such form, with changes therein as the Executive Director may approve (such approval to be conclusively evidenced by the execution and delivery thereof), with such execution and delivery of the Purchase and Sale Agreement to occur after the Countywide Oversight Board for Riverside County ("Oversight Board") approves the Purchase and Sale Agreement. SECTION 4. The Oversight Board is hereby requested to approve the Successor Agency's execution and delivery of the Purchase and Sale Agreement in substantially the form attached hereto as Exhibit "C." SECTION 5. The Secretary of the Successor Agency is hereby authorized and directed to submit a copy of this Resolution to the California Department of Housing and Community Development ("HCD") in the form and manner required by HCD and to the Oversight Board. SECTION 6. The officers and staff of the Successor Agency are hereby authorized, jointly and severally, to take any other such actions as they deem necessary or proper to effectuate the purposes of this Resolution and the Purchase and Sale Agreement, and all actions previously taken are hereby ratified. SECTION 7. The proposed project has been reviewed pursuant to the requirements of California Environmental Quality Act (CEQA) and the State CEQA Guidelines. The Project is exempt from CEQA pursuant Guidelines Section 15312, Surplus Government Property Sales The project is the sale a 1.342-acre parcel, The City Council, based on the staff report and materials and testimony presented during the hearing, based on its own independent judgment, hereby finds that no further environmental review is required because the project is exempt from CEQA pursuant to CEQA Guidelines Section 15312. SECTION 8. The District Secretary shall certify to the adoption of this Resolution and the same shall take effect and be in force. [SIGNATURES TO FOLLOW ON TH NEXT PAGE] 3 12812-0001 U670583v 1. doe RESOLUTION NO. SA -RDA 095 PASSED, APPROVED, AND ADOPTED on this 2311 day of June, 2022, by the I following vote, to wit: AYES: JONATHAN, KELLY, NESTANDE, QUINTANILLA, and HARNIK NOES: NONE ABSENT: NONE ABSTAIN: NONE (;: � L pk�Ile JAN C. HARNIK, CHAIR ATTEST: EC 6,2Z N ONY A; ECRE ARY ,S Cc SSO AGEN YTO'(HE PALM DES RT REDEVELOPMENT AGENCY ' 4 12812-0001\2670583v1.doc RESOLUTION NO. SA -RDA 095 EXHIBIT "A" LEGAL DESCRIPTION OF SUBJECT PROPERTY The Land referred to herein below is situated in the City of Palm Desert, County of Riverside, State of California, and is described as follows: PARCEL "A": IN THE CITY OF PALM DESERT, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, A PORTION OF PARCEL "B" OF PARCEL MAP WAIVER 21-0009, RECORDED APRIL 7, 2022, AS DOCUMENT NO. 0167200, OFFICIAL RECORDS OF SAID COUNTY, LOCATED IN THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 32, TOWNSHIP 4 NORTH, RANGE 6 EAST, SAN BERNARDINO MERIDIAN, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID PARCEL "B"' THENCE ALONG THE EASTERLY LINE OF SAID PARCEL "B", THROUGH THE FOLLOWING FOUR (4) COURSES: THENCE SOUTH 000001'14" EAST, A DISTANCE OF 20.00 FEET, THENCE SOUTH 89055'15" WEST, A DISTANCE OF 220.85 FEET; ' THENCE SOUTH 00001'14" EAST, A DISTANCE OF 591.70 FEET; THENCE NORTH 89055'15" EAST, A DISTANCE OF 6.45 FEET; THENCE LEAVING SAID EASTERLY LINE SOUTH 00°03'36" WEST, A DISTANCE OF 354.13 FEET; THENCE NORTH 89056'24" WEST, A DISTANCE OF 60.00 FEET TO A POINT ON THE WESTERLY LINE OF SAID PARCEL "B", SAID POINT ALSO BEING THE SOUTHEAST CORNER OF PARCEL "A" OF SAID PARCEL MAP WAIVER 21-0009; THENCE NORTH 00003'36" EAST, ALONG THE WESTERLY LINE OF SAID PARCEL "B", A DISTANCE OF 942.64 FEET; THENCE CONTINUING ALONG SAID WESTERLY LINE NORTH 47023'23" WEST, A DISTANCE OF 34.01 FEET TO THE NORTHERLY LINE OF SAID PARCEL "B", SAID LINE ALSO BEING THE SOUTHERLY RIGHT-OF-WAY LINE OF GERALD FORD DRIVE, HENCE NORTH 89°55'15" EAST, ALONG SAID NORTHERLY LINE A DISTANCE OF 298.60 FEET, TO THE POINT OF BEGINNING; SUBJECT TO EXISTING EASEMENTS, COVENANTS, RIGHTS AND RIGHTS -OF- WAY OF RECORD. ' CONTAINING 58,446 SQUARE FEET OR 1.342 ACRES MORE OR LESS. AS DEPICTED ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF. RESOLUTION NO. SA -RDA 095 EXHIBIT "B" DEPICTION OF SUBJECT PROPERTY EXHIBIT °B' RIGHT—OF—WAY DEDICATION (GERALD FORD DRIVE) GERALD FORD DRIVE— ^� a_- _ - _ IrED D PAR. EXISTING R/W AND WILY LINE 5288' OF PAR. 'A• PARCEL 'A'1 58.440 SO. R. 1.342 AC. W'LY LINE PAR. •B• NW 1/4 NE 1/4 SEC. 32 / PAR. "A" 1' P.M.W. 21-0009 DOC. N0. _ -— REC. _/_/, O.R W. DATED: PAR. "B" P.M.W. 21-0009 DOC. NO. O.R. REC. _//O.R �(L1) —E'LY LINE •e• O PAR. m N K y9N/ r moo d I T a r _ 0' 200' 400' s r M \I IJ" \m SCALE 1 •-200' a n u U mo TIB 319/61-63 op ®INDICATES R/W DEDICATION 1.342 AC. MORE OR LESS () RECORD DATA PER P.M.W. 21-DO09 LINE •B•, DETAIL 'A' NOT TO SCALE LINE DATA NO. BEARING LENGTH Ll S 00'01 14 E 20.00 L2 S 89'5515 W 220.B5 LJ N BW5513 E 6.45 L4 S 00'0336 W 35413 L5 N 89'5824W BO L6 N 4723 23 W 34.01 L7 N 89'55 I E 298.80 MSA CONSULTING, INC. 3 PLANNINGOCIVIL VE. NEERINO LAND Sl1RVE70 34200 ,98 HOPE ORIVE, RANCHO MIRAGE, CA 92290 'lEp}209B11 MBACONSOLTINOINC.COM J.N. 2619 SHEEr 1 of I RESOLUTION NO. SA -RDA 095 EXHIBIT "C" ' PURCHASE AND SALE AGREEMENT PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT ("Agreement") is made and entered into as of 2022, by and between the Successor Agency to the Palm Desert Redevelopment Agency, a public body (hereinafter referred to as the "Seller'), and the City of Pain Desert, a municipal corporation (hereinafter referred to as the "Buyer"), with respect to the following fads: RECITALS A. Seller is the owner of certain unimproved real property ("Property") located in the City of Palm Desert, County of Riverside, State of California, described in Exhibit A attached hereto and incorporated herein by this reference. B. By this Agreement, Seller is agreeing to sell the Property to Buyer in accordance with the terms hereof. NOW, THEREFORE, the parties hereto do hereby agree as follows: 1. Purchase and Sale. Subject to and in accordance with the terms and conditions ' hereinafter set forth, on or before (the "Closing Date"), Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, fee supple title to the Property, including all existing improvements located thereon. 2. Purchase Price. The purchase price for the Property to be paid by Buyer is the sum of FIFTY THOUSAND Dollars ($50,000) (the "Purchase Price '�. The Purchase Price shall be payable by Buyer in the form of cash on or before the Closing Date. 3. Delivery of Documents on the Closine Date. As a part of this purchase and sale, Seller covenants and agrees to cause to be delivered to Buyer a duly executed and acknowledged grant deed in the form attached hereto as Exhibit B C the "Grant Deed') conveying to Buyer all of Seller's interest in the Property, and an assignment of leases pertaining to any lease of said property. 4. Authorization to Record Documents and Disburse Funds. Seller shall cause the Grant Deed to be recorded in the Official Records of Riverside County. Buyer shall pay the Purchase Price on the Closing Date, provided Seller shall have provided the executed Grant Deed, and other necessary and customary documents for recording the same. 5. Charges and Proration. Any real estate taxes and any other govennnental charges, regular assessments, or impositions against the Property on the basis of the fiscal year or calendar year for which assessed, shall be pro -rated as of the Closing Date. If the Closing Date shall occur before the tax rate is fixed, the apportionment of taxes on the Closing Date shall be based on the lax rate for the next preceding year applied to the latest assessed valuation after the tax rate is fixed, which assessed valuation shall be based on the Property's assessed value prior to the Closing Date, and Buyer and Seller shall, when the tax rate is fixed, make any necessary adjustment. All proration shall be determined on the basis of a 360-day year. RESOLUTION NO. SA -RDA 095 6. Default. In the event of a breach or default under this Agreement by either Seller or Buyer, the non -defaulting party shall have the right to terminate this Agreement by delivering written notice thereof to the defaulting party. Such termination by a non -defaulting party shall be without prejudice to the non -defaulting parry's rights and remedies against the defaulting party at law or equity. 7. Notices. All notices and demands shall be given in writing by certified mail, postage prepaid, and return receipt requested or by personal delivery. Notices shall be considered given upon the earlier of (a) personal delivery or (b) two (2) business days following deposit in the United States mail, postage prepaid, certified or registered, return receipt requested. Notices shall be addressed as provided in the addresses set forth in the preamble for the respective party; provided that if any party gives notice in writing of a change of time or address, notices to such party shall thereafter be given as demanded in that notice. 8. Amendments, Any amendments to this Agreement shall be effective only when duly executed by Seller and Buyer. 9. Countemarls. This Agreement may be executed in counterparts, each of which, when taken together, shall constitute one original Agreement. 10. Time is of the Essence. The parties hereto agree that time is of the essence with respect to each term, condition and covenant hereof. 11. Entire Agrrcenrent. This Agreement, together with all exhibits hereto, integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the parties or their predecessors in interest with ■ respect to ali or any part of the subject matter hereof. 12. Severability. Invalidation of any of the terms, conditions, covenants, or other provisions contained herein by judgment or court order shall in no way affect any of the other terms, conditions, covenants, or provisions hereof, and the same shall remain in full force and effect. 13. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of Seller and Buyer and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 14. Goveming Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. 15. Further Documents. Each party will, wherever and as often as it shall be requested by the other party, execute, acknowledge, and deliver, or cause to be executed, acknowledged, and delivered, such further instruments and documents, as may reasonably be necessary in order to complete the sale, conveyance, and transfer herein provided and to do any and all other acts and to execute, acknowledge, and deliver any and all documents as may be requested in order to carry out the intent and purpose of this Agreement. -2- P6401-0 W2671688vm.&C EXHIBIT C 12812-0001 t2670583vl .doe RESOLUTION NO. SA -RDA 095 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the date first above written. BUYER: CITY OF PALM DESERT, a municipal corporation ATTEST: City Clerk Name: SELLER: SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY, a public body By: Title: ATTEST: Secretary P6401.0001\36/16MI.d. -3- 12812-0001 t2670583v1.doc EXHIBIT C RESOLUTION NO. SA -RDA 095 EXHIBIT A Legal Description ]To be provided by Seller] EXHIBIT C 12812-0001\2670583vl.doc RESOLUTION NO. SA -RDA 095 EXHIBIT B Form of Grant Deed RECORDING REQUESTED BY, AND WHEN RECORDED RETURN TO: Attention: APN: This Grant Deed is exempt from California documentary transfer tax pursuant to Section 11928 of the California Revenue and Taxation Code and from recording fees pursuant to Sections 6103, 27383 and 27398.1 of the California Government Code. GRANT DEED THE UNDERSIGNED GRANTOR DECLARES AS FOLLOWS: FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, ' THE SUCCESSOR AGENCY TO THE PALM DESERT DEVELOPMENT AGENCY, a public body ("Grantor"), hereby GRANTS to THE CITY OF PALM DESERT, a municipal corporation ("Grantee") the land (the "Land') located in the City of Palm Desert, County of Riverside, State of California, as described in Exhibit "A" hereto, SUBJECT TO all easements, covenants, conditions, restrictions, and rights of way of record. All deeds, leases or contracts entered into by Grantee, its successors and assigns, or any successor -in -interest to all or any portion of or interest in the Land shall contain or be subject to substantially the following nondiscrimination or non -segregation clauses: In deeds: "The grantee herein covenants by and for and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land herein conveyed, nor shall the grantee himself, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, EXHIBIT C 12812-000112670583v 1.doc RESOLUTION NO. SA -RDA 095 subtenants, sublessees or vendees in the land herein conveyed. The foregoing covenants shall run with the land. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." 2. In leases: "The lessee herein covenants by and for himself, his heirs, executors, administrators and assigns, and all persons claiming under or through him, and that this lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926. 1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the leasing, subleasing, transferring, use, or enjoyment of the land herein leased nor shall the lessee himself, or any person claiming under or through him, establish or permit any such ' practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land herein leased. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be constmed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." 3. In contracts: "There shall be no discrimination against or segregation of, any person or group or persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the California Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the California Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the land, nor shall the l 1`6401-0001\2671688vt.&o EXHIBIT C 12812-0001I2670583v 1.doc RESOLUTION NO. SA -RDA 095 transferee himself or any person claiming under or through him, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in the land. Notwithstanding the immediately preceding paragraph, with respect to familial status, said paragraph shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the California Government Code. With respect to familial status, nothing in said paragraph shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the California Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the California Civil Code and subdivisions (n), (o) and (p) of Section 12955 of the California Government Code shall apply to said paragraph." All covenants contained in this Grant Deed shall nm with the land and shall be binding for the benefit of the Grantor and the Grantee and their successors and assigns mid such covenants shall run in favor of the Grantor and the Grantee and for the entire period during which the covenants shall be in force and effect, without regard to whether the Grantor is or remains an owner of any land adjacent to the Land or interest in such land or any other land. The Grantor, in the event of any breach of any such covenants, shall have the right to exercise all of the rights and remedies available under the Agreement or this Grant Deed, or at law or in equity. The covenants contained in this Grant Deed shall be for the benefit of and shall be enforceable only by the Grantor and the Grantee, and then successors and assigns. ' IN WITNESS WHEREOF, Grantor has executed this Grant Deed as of the date set forth below. Dated: 20 GRANTOR: SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY, a public body ATTEST: Secretary P"01-0001 i26716MJ. doc By: Name: 500 12812-000112670583vl .doc EXHIBIT C RESOLUTION NO. SA -RDA 095 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of On , before me, (insert none wd tide of the officer) Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. M P6401-000IU671688v1.&c EXHIBIT C 12812-0001@670583vl.doc RESOLUTION NO. SA -RDA 095 Exhibit A LI?GAI, DESCRIPTION [To be provided] EXHIBIT C 12812-0001\2670583v1.doc