BOARD OF DIRECTORS MEETING AGENDA · the library located in Concord Elementary School, which NCPRD will be acquiring as part of the Strategic Partnership. NCPRD participated in the

BOARD OF DIRECTORS MEETING AGENDA

Date: Thursday, February 15, 2018 Time: 6:00 p.m. Location: Clackamas County Public Safety Training Center

12700 SE 82nd Avenue, Clackamas, OR 97015

I. CALL TO ORDER− Roll Call− Pledge of Allegiance

II. PUBLIC COMMENTS(The Chair of the Board will call for statements from citizens regarding issues relating to Districtgovernance. It is the intention that this portion of the agenda shall be limited to items of District businesswhich are properly the object of Board consideration and may not be of a personal nature. Personswishing to speak shall be allowed to do so after completing a comment card provided on the tableoutside or directly inside of the meeting room prior to the beginning of the meeting. Testimony is limitedto three (3) minutes. Comments shall be respectful and courteous to all.)

III. PUBLIC HEARING(The following items will be individually presented by District staff or other appropriate individuals.Persons appearing shall clearly identify themselves and the department or organization they represent.In addition, a synopsis of each item, together with a brief statement of the action being requested shallbe made by those appearing on behalf of an agenda item.)

1. Approval of the Revised Strategic Partnership Purchase and Sale Agreement with NorthClackamas School District (Scott Archer, Director)

IV. CONSENT AGENDA(The following Items are considered to be routine, and therefore will not be allotted individual discussiontime on the agenda. Many of these items have been discussed by the Board in Work Sessions. Theitems on the Consent Agenda will be approved in one motion unless a Board member requests, beforethe vote on the motion, to have an item considered at its regular place on the agenda.)

1. Approval of Resolution No. _____ Authorizing NCPRD to Apply for a Local GovernmentGrant from the Oregon Parks and Recreation Department for Development of theBoardman Wetlands Natural Area in Partnership with Oak Lodge Water Services District(OLWS)

2. Approval of Minutes from the January 18, 2018 meeting of the NCPRD Board ofDirectors

V. DISTRICT ADMINISTRATOR/DIRECTOR COMMENTS

VI. BOARD COMMENTS

Page 1 of 49

BOARD DIVISION REPORTS February 2018

Division: NCPRD Administration/Finance

FINANCIAL REPORTS Audit Updates The Comprehensive Annual Financial Report (CAFR) including the financial statements, Management Discussion and Analysis and auditor’s report is now complete for fiscal year 2016/2017. The CAFR has been submitted to the State of Oregon Audit Division and to the Government Finance Officers Association for consideration for the Certificate of Achievement for Excellence in Financial Reporting. If you would like a copy of the CAFR, please contact BCS Interim Director, Laura Zentner at 503.742.4351 or [email protected].

Quarterly Financial Reports The financial report for the period July 1, 2017 through December 31, 2017 (2nd Quarter) will be distributed at the February 15, 2018 NCPRD Board meeting. Due to timing constraints, it will not be presented; however, Laura is available to answer any questions regarding the report.

BUDGET UPDATES Budget – Fiscal Year 2018/2019 We have kicked off the budget process for fiscal year 2018/2019. Staff have just completed the updates to their revenue and expenditure projections for fiscal year 2017/2018 and this information is then used to determine the estimated beginning fund balances for fiscal year 2018/2019. The budget document is adopted in June of each fiscal year and is the culmination of several months of work by NCPRD staff, the NCPRD management team, County Administration, the NCPRD Budget Committee and Board of County Commissioners. Following are some of the key milestones over the next several months:

• Preparation of budgets by Staff – January/February 2018• Review of budgets by District Director and NCPRD Finance Team – February/March 2018• Review of budgets by County Administrator (District Budget Officer) – April 2018• Review of budget by District Budget Committee – June 2018• Adoption of budget by District Board (BCC) – June 2018

Supplemental Budgets No supplemental budgets to report for this period.

Budget Committee The budget committee is comprised of the Board of Directors and citizen members as follows:

Citizen Members Term End Date Macy Gast June 30, 2019 Eric Shawn June 30, 2019 Stephanie Kurzenhauser June 30, 2020 Lynn Fisher June 30, 2020 Dick Shook June 30, 2020

Page 2 of 49

ACCOUNTS PAYABLE

Each week, NCPRD finance processes payment vouchers for the invoices and purchase orders received throughout the week. Once approved, the vouchers are sent to County Finance where the checks are cut and sent back to NCPRD for mailing.

Following are each week’s payment totals for December 2017 and January 2018:

PAYROLL Each month, NCPRD Finance reconciles payroll for the previous month. Please find the most recent months, below:

December 2017 Parks Maint. Rec. Sports Milw.

Center Aquatic Park

Comm. Relations Nutrition Trans. Planning Nat.

Resources TOTAL

07702 07703 07717 07704 07705 07706 07707 07708 07715 07716 1-Dec 40,417.73 10,432.36 28,595.05 19,834.77 40,859.79 8,338.00 12,734.80 4,640.75 7,041.67 9,005.97 181,900.89 15-Dec 36,420.88 10,269.59 25,515.56 18,693.38 37,177.66 7,192.77 14,024.27 4,051.34 6,831.89 8,784.11 168,961.45 29-Dec 28,716.45 9,741.27 32,833.28 16,172.03 40,071.22 6,339.28 10,808.56 4,610.25 5,876.84 7,293.38 162,462.56 31-Dec 0.00 0.00 0.00 0.00 152.95 0.00 0.00 0.00 0.00 0.00 152.95 Total 105,555.06 30,443.22 86,943.89 54,700.18 118,261.62 21,870.05 37,567.63 13,302.34 19,750.40 25,083.46 513,477.85

January 2018 Parks Maint. Rec. Sports Milw.

Center Aquatic Park

Comm. Relations Nutrition Trans. Planning Nat.

Resources TOTAL

07702 07703 07717 07704 07705 07706 07707 07708 07715 07716 12-Jan 37,251.39 10,289.68 29,650.75 18,570.13 47,544.83 7,461.01 13,818.94 4,186.98 7,051.49 9,108.26 184,933.46 26-Jan 39,433.91 10,154.88 34,346.35 18,197.53 41,064.32 7,603.61 13,214.96 4,602.45 7,010.32 9,530.48 185,158.81 Total 76,685.30 20,444.56 63,997.10 36,767.66 88,609.15 15,064.62 27,033.90 8,789.43 14,061.81 18,638.74 370,092.27

Please note that Admin (07701) does not have payroll charges as they are allocated across all divisions.

STAFF UPDATES The recruitment for an NCPRD Financial Operations Manager began in November 2017. The posting closed in January 2018 and a thorough recruitment process was recently completed. This included first- and second-round interviews as well as candidate testing to ensure the position was filled with the most qualified person. We have extended a conditional offer to a candidate that has been accepted and have set a start date of February 20, 2018.

December 2017 Date # of

Checks Weekly Total

Dec-5 34 $ 47,756.22 Dec-11 27 $ 30,749.79 Dec-19 15 $ 45,345.85 Dec-27 17 $ 10,326.47 TOTAL 93 $ 134,178.33

January 2018 Date # of

Checks Weekly Total

Jan-2 7 $ 10,809.45 Jan-9 30 $ 53,095.12 Jan-17 18 $ 48,346.79 Jan-22 16 $ 20,031.30 Jan-30 35 $ 57,721.09 TOTAL 106 $ 190,003.75

Page 3 of 49

Business & Community Services Total Incidents and Accidents by Division

Division Vehi

cle

Inju

ry

Prop

erty

Mor

ning

Afte

rnoo

n

Even

ing

Prev

enta

ble

Non

-Pre

vent

able

Affe

ct C

itize

n

Affe

ct E

mpl

oyee

Wor

ks C

omp

Clai

m

Liab

ility

/Cas

ualty

Cla

im

GRA

ND

TOTA

L

County Parks 0 2 1 0 2 1 2 1 2 1 1 2 3 County Forests 1 0 0 0 1 0 1 0 0 0 0 0 1 Property Resources 1 0 0 0 1 0 1 0 0 0 0 1 1 Library Network 1 0 0 1 0 0 1 0 0 1 1 0 1 Totals for Quarter 3 2 1 1 4 1 5 1 2 2 2 3 6

3

1 1

0

5

0 0 0

1 1

0

1

2

3

4

5

6

County Parks County Forests Property Resources Library Network Totals for Quarter

Q1 Q2

Page 4 of 49

North Clackamas Parks & Recreation District Total Incidents and Accidents by Division

Divisions Vehi

cle

Inju

ry

Prop

erty

Mor

ning

Afte

rnoo

n

Even

ing

Prev

enta

ble

Non

-Pre

vent

able

Affe

ct C

itize

n

Affe

ct E

mpl

oyee

Wor

ks C

omp

Clai

m

Liab

ility

/Cas

ualty

Cla

im

GRA

ND

TOTA

L

Aquatics 0 4 0 1 2 1 0 4 4 0 0 4 4 Parks/Maintenance 0 1 0 1 0 0 1 0 0 1 1 0 1 Milwaukie Center 0 1 0 1 0 0 0 1 1 0 0 1 1 Milwaukie Center Outreach 1 1 0 0 2 0 1 1 2 0 0 2 2 GRAND TOTAL 1 7 0 3 4 1 2 6 7 1 1 7 8

3

1

0

1

5

1

0

1 1

3

0

1

2

3

4

5

6

Aquatics Parks/Maintenance Milwaukie Center Milwaukie CenterOutreach

Totals for Quarter

Q1 Q2

Page 5 of 49

Division: Marketing and Communications

Strategic Partnership Public Outreach

On January 29, 2018 NCPRD joined Clackamas County at the Oak Lodge Public Meeting that was held at Rex Putnam High School to capture community input on the planning for the Oak Lodge Library. Community groups had previously expressed interest in the possibility of having the library located in Concord Elementary School, which NCPRD will be acquiring as part of the Strategic Partnership. NCPRD participated in the event to answer questions and provide information on the Strategic Partnership, including additional details on the school properties and the tentative planning process for Concord Elementary School.

Page 6 of 49

Division: Planning and Development

Trail Count 2017 Summary

Overview In an effort to improve conditions for walkers, joggers, bikers and wheelchair users in our area, NCPRD and many other local agencies take part in a national weeklong effort to count trail users. The trail counts are part of the National Bicycle & Pedestrian Documentation Project.

The Count This year was the 10th annual Trail Count and was conducted from Tuesday, September 12th through Sunday, September 18th. Counts were conducted at 5 sites across the District, three on the Trolley Trail and two along trails in the City of Happy Valley. Metro assumed volunteer coordination for the Mount Talbert Nature Park, a site NCPRD had coordinated in the past.

We had 16 volunteers conduct a total of 17 counts lasting 2 hours each. This year our total number of trail users fell to just under 1,000, but our average number of people per quarter-hour grew from 6.6 to 10 trail users per every 15 minutes.

What’s New This year was the second year that the Trail Count was able to be conducted online through a Metro-developed application. It is the first year that Metro provided a Consolidator application to streamline the data entry process. This made the post-Trail Count process much simpler!

Results & Comparisons to Previous Counts

See All the Data Visit Metro’s website for the complete data from 2008 through 2016. Visit the interactive web-based map that helps illustrate the mode and volume of trail use at sites across the Portland Metropolitan Area. Go to http://www.oregonmetro.gov/intertwine-trail-counts-and-survey-data to learn more.

2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2-hour counts

conducted 10 15 16 12 14 15 18 26 22 17

Trail users counted 560 681 512 543 948 882 1182 1432 1215 910

Surveys conducted 82 133 136 74 57 107 157 209 N/A N/A

Average number of people per 15

minute period N/A 5 4 5.7 N/A 15 9 7 6.6 10

Page 7 of 49

https://gis.oregonmetro.gov/trailcounts/?_ga=2.34668961.1861446646.1506986586-1091496719.1501711089

https://gis.oregonmetro.gov/trailcounts/?_ga=2.34668961.1861446646.1506986586-1091496719.1501711089

http://www.oregonmetro.gov/intertwine-trail-counts-and-survey-data

Division: Parks Maintenance

General Park Maintenance • Hazard Tree evaluation and maintenance is being performed districtwide by one of the

certified arborists on staff, Jeff Spisla.• The annual pesticide applicators’ class and CEU credit seminar was attended by all

maintenance staff on 2/7/2018.• Major equipment servicing projects are being performed.• Picnic tables are completed and ready to return to the parks in the spring.

Repairs • Energy Trust of Oregon has awarded

economic incentives to retrofit all existingexterior lighting at the North ClackamasAquatic Park to LED fixtures. The upgradesare set to begin in late February.

• The concessions refrigerator compressorwas replaced at the Aquatic Park.

• The new Milwaukie Center generator wasplaced inside a secure shipping containerand will be wired into the existing electricalswitch station.

Trolley Trail Watch/ “Friends of the Trolley Trail” The Trolley Trail Watch group voted to change their name to the “Friends of the Trolley Trail” at their January meeting. The next meeting is TBD. Meetings are held at the Oak Lodge Water Services District’s Administration building located at 14496 SE River Road in Oak Grove. A small focus group is working on the development and roll out of a resource/information guide for trail users.

Emergency generator in its new protective container at the Milwaukie Center.

Page 8 of 49

Division: Natural Areas

Project Updates Boardman Wetland Complex—Jennings Lodge NCPRD staff continue to partner with the Oak Lodge Water Services District (OLWS) on the Boardman Wetlands Project. NCPRD is proposing to apply for grant funding that will support the development of a nature play area on the site, adjacent to the future natural area.

Oak Bluff Project—Clackamas Water Environment Services (WES) has been acting as the lead on the Oak Bluff Project. NCPRD will partner on recreational elements of the project. We are currently working with consultants to formulate a concept plan. This project incorporated the section of multi-use trail, a segment of the North Clackamas Greenway Trail, between I-205 and Costco.

Volunteer Events The Alma Myra Park volunteer event was a success. We planted and mulched about 200 native sword ferns, some Oregon grape and salal. NCPRD staff finished putting down fresh cedar chips on the trail and the park is looking really nice. Thank you to our volunteers!

Upcoming Events Spring Park Natural Area Planting and Fish Habitat Enhancement Event February 24th from 9 a.m. to 12 noon. More information is available at ncprd.com.

North Clackamas Urban Watersheds Council (NCUWC) sponsored a Christmas tree recycling event on January 6th, where they received almost 50 trees. These trees are now stored at North Clackamas Park and will be installed by volunteers into the large wood debris jams at the Spring Park Natural Area alcove at the February 24th volunteer event. Thank you to our partners, NCUWC, WES and OLWS!

Natural Area Maintenance Staff are focused on planting native plants. Almost 2,000 trees and shrubs have been planted thus far, with many more to be planted in February.

Staff continue to work on hazard tree management and trail maintenance at natural areas around the District. With the warm weather approaching, baby plants are starting to emerge from the ground. Vegetation management has already begun!

Natural Area Vandalism/Damages Unauthorized camps continue to be posted and cleaned up at the 3-Creeks Natural Area, Mount Talbert Nature Park, Oak Bluff Trail and Johnson Creek Property.

Page 9 of 49

Division: Recreation

Intro to Smartphone, Tablet and Internet classes grew from a mere 24 registrants in 2 classes to a whopping 71 registrants in 7 classes! New instructors, Ryan Wilson and Kathryn Rosson, have taken on the task of developing a curriculum for this popular new offering.

NEW! Sticking with Resolutions will be a course focused on nutrition. In this class, students will learn to regain balance after the holidays. They will learn what foods will support detoxification after holiday indulgences and aid their workouts and recovery. This class takes place on a Saturday, immediately following yoga. Both classes are taught by Alison Delancey (pictured at right).

Little Dancers Ballet and Jazz, Tiny Tots Pre Ballet, Movement and Me and Joy of Movement continue to be popular and are at maximum capacity with 41 participants.

Page 10 of 49

Division: Sports

Hoopers Basketball NCPRD Hoopers basketball program is in full swing with all divisions of play hitting the hardwood in January. The NCPRD Hoopers program has 1,671 kindergarten through high school-aged kids participating! The season concludes on March 18th so you still have time to take in the action at one of the sixteen North Clackamas School District gymnasiums that are utilized for this program.

Cheer Starz The six NCPRD Cheer Starz teams display their talent and keep the crowds entertained on Saturdays during the Hoopers basketball games. NCPRD’s Cheer Starz has 74 children kindergarten through eighth grade participating this season.

Hood View Park Clackamas United Soccer Club, Thelo United Futbol and Cuervos Football Club keep the fields at Hood View busy on weeknights with Winter Academies and practices. NCPRD’s Three Dawg Night winter adult softball league kicked off its sixth season on Sunday, January 21st. Eight teams are participating in the five-week league. Registration opened on January 22nd for NCPRD’s Spring Fever adult softball league. The nine week Spring Fever League beings play on March 1st and concludes on April 27th.

Other News NCPRD Sports staff met with Clackamas Little League, Clackamas Junior Baseball, Happy Valley Softball Association, Milwaukie Junior Baseball Association, North Clackamas Junior Softball Association and Putnam Youth Baseball on January 5th to distribute field use and tournament dates for the 2018 season.

NCPRD was awarded the 2018 ASA Girls 14B State Tournament. This tournament will be held at North Clackamas Park and Hood View Park from June 29th through July 1st.

Page 11 of 49

Division: Aquatic Park

Five high school swim meets were held at the Aquatic Park this month, finishing out all home team swim meets for the season.

There were over 600 spectators that came to cheer on the high school swimmers this season!

Winter swim lessons began in January with 531 participants. Our Saturday swim lesson registrations have increased by 55 registrations since last year.

Kayak and scuba classes continue to be popular during the rainy and cold Oregon winter. These facility rentals allow groups like eNRG Kayaking to hone their skills in safe, controlled conditions.

Three Rivers Charter School visited the Aquatic Park for a week of Physical Education lessons in the water. They brought over 110 students to enjoy the benefits of PE in the water. This is the 6th year they’ve used the Aquatic Park for this purpose. In addition, one school group visited the Aquatic Park during the month of January for a day group swim adventure. Also, we hosted our third end of swim season full facility rental (all pools) for the local Dolphins swim team. Over 250 people attended.

Over 525 people attended the additional Big Surf! swim from 1 to 5 p.m. held on Monday, January 15th. The Aquatic Park will offer an extended Big Surf! swim on February 19th from 1 to 5 p.m.

Above: eNRG Kayaking instructors work with military veterans in the Aquatic Park’s lap pool.

Page 12 of 49

Division: Milwaukie Center, Nutrition and Transportation

Social Services Social Services received 172 new home-delivered meals clients for FY16/17. All potential home-delivered meal clients are interviewed over the phone to determine eligibility. Staff is required by to complete a comprehensive in-home geriatric assessment within the first 2 weeks of the clients’ start date. Staff must also conduct an annual in person, in home re-assessment to determine continued eligibility for the home-delivered meals. Every clients’ assessment for home delivered meals is unique due to individual circumstances. Some clients’ will remain on the program until their living situation changes or their health improves.

The geriatric assessment includes questions relating to how clients manage their activities of daily living, prescription medications, transportation needs, home safety as well as safety equipment. Staff discusses other programs which clients may be eligible for such as the Supplemental Nutrition Assistance Program (SNAP), financial assistance for Medicare premiums, transportation and in-home service programs. Staff discusses Milwaukie Center programs and the onsite nutrition program for future interest.

Nutrition The nutrition program secured a once a week donation from Dave's Killer Bread for 100 loaves. These loaves are used on site and the remaining bread is sent out to our Meals on Wheels clients.

Check back next month for a report on our most successful Spaghetti Dinner ever. Stay tuned for more information about March for Meals taking place during the month of March.

Friends of the Milwaukie Center The Friends of the Milwaukie Center received a bequest of over $230,000 from a local resident, which went the Meals on Wheels program through the Bob & Charlee Moore Nutrition Endowment Fund. The Friends anticipate this fund will earn over $10,000 per year to help support the program.

Harry Landers recently retired as the Curator of the Washington Rose Test Gardens and has graciously volunteered to oversee the Sara Hite Memorial Rose Garden. The Friends of the Milwaukie Center met with him in January and he has plans to replace some roses and make a few other changes to enhance the beauty of the garden.

Above: More than 100 loaves donated by Dave’s Killer Bread for Milwaukie Center

patrons and Meals on Wheels clients.

Page 13 of 49

P ( 5 0 3 ) 7 4 2 - 4 4 2 1 | F ( 5 0 3 ) 7 4 2 - 4 3 4 9 | s a r c h e r @ n c p r d . c o m | n c p r d . c o m

Scott Archer, Director North Clackamas Parks and Recreation District

150 Beavercreek Road Oregon City, OR 97045

February 15, 2018

Board of Directors North Clackamas Parks and Recreation District

Members of the Board:

Approval of the Revised Strategic Partnership Purchase and Sale Agreement with North Clackamas School District

Purpose/ Outcomes

• NCPRD sells Hood View Park for $18.7 million to School District• NCPRD receives Concord Elementary School (assigned value is

$1.59 million)• NCPRD receives Wichita Elementary School (assigned value is

$1.37 million)• NCPRD receives Clackamas Elementary School (assigned value is

$1.7 million)• NCPRD receives the balance of the value of Hood View Park in cash

equal to $14.04 million less transaction costsDollar Amount and Fiscal Impact

• NCPRD receives $14.04 million in cash proceeds from the sale ofHood View Park

• Allows NCPRD to pay off outstanding debt relating to Hood View Park• Future public process regarding use of remaining proceeds

Funding Source N/A Duration Perpetual ownership of land after closing Previous Board Action

• 2/7/2017 BCC Policy Session discussion• 3/9/2017 BCC Business Meeting approval of original Purchase and

Sale Agreement• 6/22/2017 NCPRD Board of Directors Meeting approval of

Amendment 1• 10/19/2017 NCPRD Board of Directors Meeting approval of

Amendment 2• 1/18/2018 NCPRD Board of Directors Meeting public discussion of

the revised Purchase and Sale AgreementStrategic Plan Alignment

• Build public trust through good government• Build a strong infrastructure• Ensure safe, healthy and secure communities

Contact Person Scott Archer, NCPRD Director, 503-742-4421 Kathryn Krygier, Planning & Development Manager, 503-742-4358

BACKGROUND: Staff seeks Board approval of a Revised Strategic Partnership Purchase and Sale Agreement (PSA) with North Clackamas School District (School District). If the PSA is approved, NCPRD would own Concord, Clackamas and Wichita Elementary Schools and sell Hood View Park. NCPRD would receive approximately $14 million in cash. Closing of the property transaction would occur by March 30, 2018. This strategic partnership is a unique opportunity to provide new

Page 14 of 49

Page 15 of 49

NORTH CLACKAMAS SCHOOL DISTRICT & NORTH CLACKAMAS PARKS AND RECREATION DISTRICT

STRATEGIC PARTNERSHIP PURCHASE AND SALE AGREEMENT

THIS AMENDED AND RESTATED STRATEGIC PARTNERSHIP PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of the last date of signature indicated below (the “Effective Date”), by and between North Clackamas School District (the “District”), an Oregon municipal entity, and North Clackamas Parks and Recreation District(“NCPRD”), a county service district established pursuant to Oregon law.

RECITALS

WHEREAS, NCPRD is the owner of an approximately 39 acre park site located in the County of Clackamas, State of Oregon, commonly known as Hood View Park, and more particularly described in Exhibit A attached hereto and incorporated herein by reference (“Hood View”); and

WHEREAS, the District is the owner of approximately 5.97 acres of real property located at 3811 SE Concord Road, Milwaukie, in the County of Clackamas, State of Oregon, commonly known as Concord Elementary, and more particularly described in Exhibit B attached hereto and incorporated herein by reference (“Concord”); and

WHEREAS, the District is the owner of approximately 4.52 acres of real property located at 6031 SE King Road, Milwaukie, in the County of Clackamas, State of Oregon, commonly known as Wichita Center for Family and Community (Formerly Wichita Elementary School) and more particularly described in Exhibit C attached hereto and incorporated herein by reference (“Wichita”); and

WHEREAS, the District is the owner of approximately 6.63 acres of real property located at 15301 SE 92nd Ave., Clackamas, in the County of Clackamas, State of Oregon, commonly known as Clackamas Elementary, and more particularly described in Exhibit D attached hereto and incorporated herein by reference (“Clackamas”); and

WHEREAS, the Parties entered into that certain Strategic Partnership Purchase and Sale Agreement effective as of March 9th, 2017 as amended June 2017 and October 2017, and now desire to reconfigure the transaction to remove the former administration building and add both Clackamas and Wichita as part of the consideration, and wish to do so pursuant to a fully restated agreement; and

WHEREAS, this amended and restated Agreement contemplates an exchange of all four (4) properties listed above plus cash considerations as a complete statement of the contemplatedtransaction. The District desires to purchase Hood View, and NCPRD is willing to sell HoodView in return for Concord, Clackamas, Wichita, and $14,040,000.00 in cash. The terms of thisAgreement are as follows:

Page 1–A&R Agreement of Purchase and Sale – Hood View Page 16 of 49

Page 2–A&R Agreement of Purchase and Sale – Hood View

TERMS

1. Purchase and Sale. NCPRD agrees to sell and convey Hood View to the District. TheDistrict agrees to sell and convey to NCPRD Concord, Clackamas, and Wichita upon theterms and conditions set forth in this Agreement.

2. Purchase Price. The Purchase Price to be paid by the District for Hood View shall beEIGHTEEN MILLION SEVEN HUNDRED THOUSAND 00/100 DOLLARS($18,700,000.00), consisting of Concord with a valuation of One Million Five HundredNinety Thousand and 00/100 Dollars ($1,590,000.00), Clackamas with a valuation ofOne Million Seven Hundred Thousand and 00/100 Dollars ($1,700,000.00), Wichita witha valuation of One Million Three Hundred Seventy Thousand and 00/100 Dollars($1,370,000.00) and cash in an amount of Fourteen Million Forty Thousand and 00/100Dollars ($14,040,000.00) (collectively, the “Purchase Price”).

3. Payment of Purchase Price. The Purchase Price shall be payable as follows:

a) Deposit. The Parties acknowledge the existing deposit into escrow by the Districtof the sum of ONE HUNDRED FIFTY-SEVEN THOUSAND EIGHTHUNDRED and 00/100 DOLLARS ($157,800.00) (the “Escrow Deposit”) toFirst American Title Company (“Escrow Holder” or “Title Company”). AtClosing, the Escrow Deposit, together with interest on it, if any, shall be creditedtoward payment of the Purchase Price.

b) Cash Balance. On or before the closing date, District shall deposit into escrowcash via a wire transfer of funds, a certified check, or a cashier's check for thebalance of the cash portion of the Purchase Price.

c) Real Property. On or before the closing date, the District shall deposit into escrowdeeds to convey Concord, Clackamas and Wichita, and NCPRD shall deposit intoescrow a deed conveying Hood View.

4. Closing Date. This transaction shall close no later than February 15th, 2018, or as soonthereafter as the parties agree in writing (the “Closing Date” or “Closing”).

Page 17 of 49


5. Conditions Precedent to Closing.

a) Conditions Precedent to NCPRD's Obligations. In addition to any otherconditions contained in this Agreement, the following conditions precedent mustbe satisfied before NCPRD will become obligated to sell Hood View and acquireConcord, Clackamas and Wichita under this Agreement. These conditions areintended solely for NCPRD’s benefit and NCPRD shall have the sole right anddiscretion to waive or not waive, by written notice, any of the conditions. In theevent any such condition precedent is not satisfied or waived on or beforeClosing, or other date as set forth herein, NCPRD shall have the right to terminatethis Agreement, and to exercise any other remedy available. The conditionsprecedent are:

i) Title Report. Within fifteen (15) days following the Effective Date of thisAgreement, NCPRD shall order at its own expense a preliminary TitleReport covering Concord, Clackamas and Wichita, together with legiblecopies of all plats and exceptions to title referenced in the Title Report.

A. Within thirty (30) days of receiving the Title Report and theExceptions documents, NCPRD shall reasonably determine andprovide written notice to District of any special exceptions thatNCPRD shall require District to remove of record at or beforeClosing (the “Unacceptable Exceptions”). Special exceptions notobjected to are referred to as “Permitted Exceptions.” Within fifteen(15) days of receipt of the list Unacceptable Exceptions, Districtshall inform NCPRD in writing that District shall remove suchexceptions at District’s sole cost at or before closing or informNCPRD in writing that it is unable to remove any such exception. Inthe event that there are any Unacceptable Exceptions which Districtdoes not agree to remove at or before closing, the Parties will worktogether in good faith to reach a resolution. If no resolution can bereached, then NCPRD shall have the option to either accept title tothe Property subject to such exception, and the exception shallthereafter be considered a Permitted Exception, or NCPRD mayterminate this Agreement and the Escrow Deposit shall be refunded.

B. All new exceptions appearing on subsequent title reports shall beconsidered Unacceptable Exceptions, unless accepted in writing byNCPRD. If any condition is not acceptable to NCPRD, it shall havethe option to terminate this Agreement and must exercise such rightin writing within 15 days of receiving notice of a subsequent titleexception.

Page 18 of 49


ii) Title. At Closing the District shall convey fee simple title to Concord,Clackamas and Wichita by statutory warranty deed. Title shall be goodand marketable and shall be insurable for their components of thePurchase Price as such at ordinary rates pursuant to an ALTA standardowner’s title insurance policy issued at Closing by the Title Companyinsuring fee simple title vested in NCPRD or its nominees and free andclear of all liens and encumbrances except for the Permitted Exceptions asdefined below (the “Title Policy”).

iii) Environmental Review. Before Closing, NCPRD may, at its expense,engage consultants, surveyors or engineers of NCPRD's choosing toconduct environmental studies, soil analyses, surveys, and appraisals ofConcord and/or Clackamas and/or Wichita as NCPRD in its solediscretion deems necessary. Within ten (10) days after the Effective Date,District shall deliver to NCPRD a copy of all environmental studies oranalyses relating to Concord, Clackamas and Wichita within its possessionor control. NCPRD or its agents shall have the right to enter Concord,Clackamas and Wichita at reasonable times before Closing to make suchtests, inspections, soil analyses, studies, surveys, appraisals and otherinvestigations as NCPRD may require, at NCPRD's sole discretion.District shall cooperate with NCPRD in making such tests and studies.Any area disturbed by such tests and studies shall be restored by NCPRD,at NCPRD’s expense, to its pre-inspection condition. It shall be acondition to Closing that the results of such environmental studies,surveys or analyses be acceptable to NCPRD in its sole discretion. Withinsixty (60) days of the Effective Date, NCPRD shall notify the District ifNCPRD cannot accept the Property due to the results of its investigationunder this section. If NCPRD and District have not reached an agreementregarding the items disclosed in the investigation within seventy-five (75)days of the Effective Date then NCPRD may, at its option and uponwritten notice to District, terminate this Agreement, in which case theEscrow Deposit and accrued interest shall be refunded to District.

iv) Boundaries/Access; Delivery of Surveys and Reports. It is a condition toClosing that: (1) there are no discrepancies in the boundaries of Concord,Clackamas and Wichita; (2) there are no encroachments or prescriptive oradverse rights on or affecting Concord, Clackamas and Wichita or anyportion thereof; and (3) Concord, Clackamas and Wichita have insurablevehicular access. If NCPRD notifies District prior to the Closing Date thatany of the requirements are not satisfied, the Closing Date shall beautomatically extended for a 45-day period so that District and NCPRDmay address the issue(s). If at the end of the 45-day period, NCPRD andDistrict have not reached an agreement regarding the items disclosed inthe investigation, then NCPRD may, at its option and upon written noticeto District, terminate this Agreement, in which case the Escrow Depositand accrued interest shall be refunded. Within ten (10) days afterexecution of this Agreement, District shall deliver to NCPRD a copy of all

Page 19 of 49


surveys made of Concord, Clackamas and Wichita and in the possession of District, as well as any environmental or other reports, test data or studies relating specifically to the Property and in District's possession or control. If District knows of any such surveys, studies or reports that are not in District's possession, District shall notify NCPRD of the existence of such reports.

v) Delivery of Property. District shall deliver Concord, Clackamas andWichita free and clear of any encumbrances except as otherwise agreed inwriting.

vi) Representations, Warranties, and Covenants of District. The District shallhave duly performed every act to be performed by the District hereunderand the District's representations, warranties, and covenants set forth inthis Agreement shall be true and correct as of the Closing Date.

vii) No Material Changes. At the Closing Date, there shall have been nomaterial adverse changes related to or connected with Concord and/orClackamas and/or Wichita.

viii) District's Deliveries. The District shall have timely delivered each item tobe delivered by the District pursuant to this Agreement. In the event thatNCPRD does not object to the timeliness of delivery of any document(s)within five (5) days of their receipt by NCPRD, this condition shall bedeemed waived with regards to any such documents.

ix) Title Insurance. As of the close of the escrow, the Escrow Holder shallhave issued or committed to issue the Title Policy to NCPRD.

x) Taxes. District agrees that all taxes, assessments and encumbrances thatmay be a lien against Concord, Clackamas and Wichita at Closing (such asassessment districts, right-of-way fees, improvement districts, etc.),whether or not those charges would constitute a lien against Concord,Clackamas or Wichita at settlement, shall be satisfied of record byDistrict.

b) Conditions Precedent to District's Obligations. In addition to any other conditionscontained in this Agreement, the following conditions precedent must be satisfiedbefore District will become obligated to sell Concord, Clackamas and Wichita andacquire Hood View under this Agreement. These conditions are intended solelyfor the District’s benefit and the District shall have the sole right and discretion towaive or not waive, by written notice, any of the conditions. In the event anysuch condition precedent is not satisfied or waived on or before Closing, or otherdate as set forth herein, District shall have the right to terminate this Agreement,and to exercise any other remedy available. The conditions precedent are:

Page 20 of 49


i) Title Report. Within fifteen (15) days following the Effective Date of thisAgreement, District shall order at its own expense a preliminary TitleReport covering Hood View, together with legible copies of all plats andexceptions to title referenced in the Title Report.

A. Within thirty (30) days of receiving the Title Report and theExceptions documents, District shall reasonably determine andprovide written notice to NCPRD of any special exceptions thatDistrict shall require NCPRD to remove of record at or beforeClosing (the “Unacceptable Exceptions”). Special exceptions notobjected to are referred to as “Permitted Exceptions.” Within fifteen(15) days of receipt of the list Unacceptable Exceptions, NCPRDshall inform District in writing that NCPRD shall remove suchexceptions at NCPRD’s sole cost at or before closing or informDistrict in writing that it is unable to remove any such exception. Inthe event that there are any Unacceptable Exceptions which NCPRDdoes not agree to remove at or before closing, the Parties will worktogether in good faith to reach a resolution. If no resolution can bereached, then District shall have the option to either accept title tothe Property subject to such exception, and the exception shallthereafter be considered a Permitted Exception, or District mayterminate this Agreement and the Escrow Deposit shall be refundedto District.

B. All new exceptions appearing on subsequent title reports shall beconsidered Unacceptable Exceptions, unless accepted in writing byDistrict. If any condition is not acceptable to District, it shall havethe option to terminate this Agreement and must exercise such rightin writing within 15 days of receiving notice of a subsequent titleexception.

ii) Title. At Closing NCPRD shall convey fee simple title to Hood View bystatutory warranty deed. Title shall be good and marketable and shall beinsurable for the Purchase Price as such at ordinary rates pursuant to anALTA standard owner’s title insurance policy issued at Closing by theTitle Company insuring fee simple title vested in District or its nomineesand free and clear of all liens and encumbrances except for the PermittedExceptions as defined below (the “Title Policy”).

iii) Environmental Review. Before Closing, District may, at its expense,engage consultants, surveyors or engineers of District's choosing toconduct environmental studies, soil analyses, surveys, and appraisals ofHood View as District in its sole discretion deems necessary. Within ten

Page 21 of 49


(10) days after the Effective Date, NCPRD shall deliver to District a copyof all environmental studies or analyses relating to the Property within itspossession or control. District or its agents shall have the right to enterHood View at reasonable times before Closing to make such tests,inspections, soil analyses, studies, surveys, appraisals and otherinvestigations as District may require, at District's sole discretion.NCPRD shall cooperate with District in making such tests and studies.Any area disturbed by such tests and studies shall be restored by District,at District’s expense, to its pre-inspection condition. It shall be acondition to Closing that the results of such environmental studies,surveys or analyses be acceptable to District in its sole discretion. Withinsixty (60) days of the Effective Date, District shall notify NCPRD ifDistrict cannot accept Hood View due to the results of its investigationunder this section. If NCPRD and District have not reached an agreementregarding the items disclosed in the investigation within seventy-five (75)days of the Effective Date then District may, at its option and upon writtennotice to NCPRD, terminate this Agreement, in which case the EscrowDeposit and accrued interest shall be refunded to District.

iv) Boundaries/Access; Delivery of Surveys and Reports. It is a condition toClosing that: (1) there are no discrepancies in the boundaries of HoodView; (2) there are no encroachments or prescriptive or adverse rights onor affecting Hood View or any portion thereof; and (3) Hood View hasinsurable vehicular access. If District notifies NCPRD prior to the ClosingDate that any of the requirements are not satisfied, the Closing Date shallbe automatically extended for a 45-day period so that District and NCPRDmay address the issue(s). If at the end of the 45-day period, NCPRD andDistrict have not reached an agreement regarding the items disclosed inthe investigation, then District may, at its option and upon written noticeto NCPRD, terminate this Agreement, in which case the Escrow Depositand accrued interest shall be refunded. Within ten (10) days afterexecution of this Agreement, NCPRD shall deliver to District a copy of allsurveys made of Hood View in the possession of NCPRD, as well as anyenvironmental or other reports, test data or studies relating specifically tothe Property and in NCPRD's possession or control. If NCPRD knows ofany such surveys, studies or reports that are not in NCPRD's possession,NCPRD shall notify District of the existence of such reports.

v) Delivery of Property. NCPRD shall deliver Hood View free and clear ofany encumbrances.

vi) Representations, Warranties, and Covenants of District. NCPRD shallhave duly performed every act to be performed by NCPRD hereunder andthe NCPRD's representations, warranties, and covenants set forth in thisAgreement shall be true and correct as of the Closing Date.

Page 22 of 49


vii) No Material Changes. At the Closing Date, there shall have been nomaterial adverse changes related to or connected with Hood View.

viii) District's Deliveries. NCPRD shall have timely delivered each item to bedelivered by NCPRD pursuant to this Agreement. In the event that theDistrict does not object to the timeliness of delivery of any document(s)within five (5) days of their receipt by District, this condition shall bedeemed waived with regards to any such documents.

ix) Title Insurance. As of the close of the escrow, the Escrow Holder shallhave issued or committed to issue the Title Policy to District.

x) Taxes. NCPRD agrees that all taxes, assessments and encumbrances thatmay be a lien against Hood View at Closing (such as assessment districts,right-of-way fees, improvement districts, etc.), whether or not thosecharges would constitute a lien against the property at settlement, shall besatisfied of record by District.

c) Failure of Conditions to Closing. In the event any of the conditions set forth inSection 5(a) or (b) are not timely satisfied or waived, for a reason other than thedefault of NCPRD or the District under this Agreement:

i) This Agreement, the escrow, and the rights and obligations of NCPRD andthe District shall terminate, except as otherwise provided herein; and

ii) The Escrow Holder is hereby instructed to promptly return to the Districtand NCPRD all funds and documents deposited by them, respectively, inescrow that are held by the Escrow Holder on the date of the termination.

d) Cancellation Fees and Expenses. In the event the escrow terminates for whateverreason, the cancellation charges required to be paid by and to the Escrow Holdershall be borne by both parties equally.

6. Deliveries to Escrow Holder.

a) By District. On or before the Closing Date, the District shall deliver the followingin escrow to the Escrow Holder:

i) Purchase Price. The cash portion of the Purchase Price and District’sshare of costs and fees.

ii) Deed. Statutory warranty deeds duly executed and acknowledged inrecordable form by the District, conveying Concord, Clackamas andWichita to NCPRD subject only to the special exceptions acceptable toNCPRD as established under Section 5 of this Agreement, and any othermatters that may be approved in writing by NCPRD prior to Closing.

Page 23 of 49


iii) Nonforeign Certification. The District represents and warrants that it isnot a "foreign person" as defined in IRC §1445. The District will give anaffidavit to NCPRD to this effect in the form required by that statute andrelated regulations.

iv) Proof of Authority. Such proof of the District's authority andauthorization to enter into this Agreement and consummate the transactioncontemplated by it, and such proof of the power and authority of thepersons executing and/or delivering any instruments, documents, orcertificates on behalf of the District to act for and bind the District, as maybe reasonably required by the Escrow Holder and/or NCPRD.

v) Lien Affidavits. Any lien affidavits or mechanic's lien indemnifications asmay be reasonably requested by the Escrow Holder in order to issue theTitle Policies.

vi) Other Documents. Such other fully executed documents and funds,including without limitation, escrow instructions, as are required ofDistrict to close the sale in accordance with this Agreement or as may berequired by Escrow Holder.

b) By NCPRD. On or before the Closing Date, NCPRD shall deliver the followingin escrow to the Escrow Holder.

i) Deed. A statutory warranty deed duly executed and acknowledged inrecordable form by NCPRD, conveying Hood View to the District subjectonly to the special exceptions acceptable to the District as establishedunder Section 5 of this Agreement, and any other matters that may beapproved in writing by the District prior to Closing.

ii) Nonforeign Certification. NCPRD represents and warrants that it is not a"foreign person" as defined in IRC §1445. NCPRD will give an affidavitto the District to this effect in the form required by that statute and relatedregulations.

iii) Proof of Authority. Such proof of NCPRD’s authority and authorizationto enter into this Agreement and consummate the transaction contemplatedby it, and such proof of the power and authority of the persons executingand/or delivering any instruments, documents, or certificates on behalf ofthe District to act for and bind NCPRD, as may be reasonably required bythe Escrow Holder and/or the District.

iv) Lien Affidavits. Any lien affidavits or mechanic's lien indemnifications asmay be reasonably requested by the Escrow Holder in order to issue theTitle Policy.

Page 24 of 49


v) Other Documents. Such other fully executed documents and funds,including without limitation, escrow instructions, as are required ofNCPRD to close the sale in accordance with this Agreement or as may berequired by Escrow Holder.

vi) Proof of Authority. Such proof of NCPRD's authority and authorization toenter into this Agreement and consummate the transaction contemplatedby it, and such proof of the power and authority of the persons executingand/or delivering any instruments, documents, or certificates on behalf ofNCPRD to act for and bind NCPRD, as may be reasonably required by theEscrow Holder and/or the District.

7. Possession at Closing. Except as otherwise provided herein, the District shall deliverexclusive possession of Concord, Clackamas and Wichita to NCPRD at close of escrow,and NCPRD shall deliver exclusive possession of Hood View to the District at close ofescrow. The Parties acknowledge that (i) Clackamas has a leased tenant and such leaseallows use of Clackamas through June 30, 2020, which NCPRD agrees to honor; (ii)Wichita houses District programming and also has leases relating to social serviceprograms running through the 2018-2019 school year, which NCPRD agrees to honorand may by separate agreement have the District manage through June 30, 2020; and (iii)NCPRD and the District may enter into a separate agreement regarding NCPRDcontinuing to manage and maintain Hood View Park through January 30, 2021 or untilsuch time as the District is prepared to commence construction of anticipatedimprovements thereon. The preparation and execution of such management agreementsare not a condition to closing of this transaction, however the Parties agree to workdiligently in good faith to prepare and execute such agreements.

8. Title Insurance. At Closing, District shall provide, at its expense, the Title Policies forConcord, Clackamas and Wichita, and NCPRD shall provide, at its expense, the TitlePolicy for Hood View.

9. Costs. The Parties shall equally pay the cost of recording the statutory warranty deedsand the memorandums of purchase and sale, and all other recording charges, if any.District shall pay the premium for the Title Policies that District is obligated to provide toNCPRD, and NCPRD shall pay the premium for the Title Policy that NCPRD isobligated to provide to the District. Each party shall pay for all conveyance, excise,and/or transfer taxes payable by reason of the sale of each of the respective property bythe entity selling such property. NCPRD and District shall each pay one-half of allescrow fees and costs. NCPRD and the District shall each pay its own legal andprofessional fees of other consultants incurred by NCPRD and the District, respectively.All other costs and expenses shall be allocated between NCPRD and the District inaccordance with the customary practice in Clackamas County, Oregon.

10. District's Representations and Warranties. District hereby warrants and represents toNCPRD the following matters, and acknowledges that they are material inducements toNCPRD to enter into this Agreement. Subject to the limits of the Oregon Tort Claim Actand the Oregon Constitution, District agrees to indemnify, defend, and hold NCPRD

Page 25 of 49


harmless from all expense, loss, liability, damages and claims, arising out of the breach or falsity of any of District’s representations, warranties, and covenants. These representations, warranties, and covenants shall survive Closing. District warrants and represents to NCPRD that the following matters are true and correct, and shall remain true and correct through and as of Closing:

a) Authority. District has full power and authority to enter into this Agreement (andthe persons signing this Agreement for District, if District is not an individual,have full power and authority to sign for District and to bind it to this Agreement)and to sell, transfer and convey all right, title, and interest in and to Concord,Clackamas and Wichita in accordance with this Agreement. No further consentof any partner, shareholder, creditor, investor, judicial or administrative body,governmental authority, or other party is required.

b) Legal Access. To the best of District's knowledge, Concord, Clackamas andWichita have insurable vehicular access to a public road.

c) Hazardous Substances. For purposes of this Agreement, the phrase "HazardousSubstances" shall include but not be limited to the substances defined in ORS465.200. District warrants, represents, and covenants as follows:

i) To the knowledge of District, there are no Hazardous Substances in, upon,or buried on or beneath Concord, Clackamas or Wichita and no HazardousSubstances have been emitted or released from Concord, Clackamas orWichita in violation of any environmental laws of the federal or stategovernment;

ii) To the knowledge of the District, no Hazardous Substances have beenbrought onto, stored on, buried, used on, emitted or released from, orallowed to be brought onto, stored on, buried, used on, emitted, releasedfrom, or produced or disposed of, from or on Concord, Clackamas orWichita, in violation of any environmental laws of the federal or stategovernment;

iii) To the knowledge of District, no previously undisclosed undergroundstorage tanks are located on Concord, Clackamas or Wichita, including(without limitation) any storage tanks that contain, or previouslycontained, any Hazardous Substances, and District agrees not to cause orpermit any such tanks to be installed in Concord, Clackamas or Wichitabefore Closing;

iv) To the knowledge of District, Concord, Clackamas and Wichita arematerially in compliance with applicable state and federal environmentalstandards and requirements affecting it;

Page 26 of 49


v) The District has not received any notices of violation or advisory action byregulatory agencies regarding environmental control matters or permitcompliance with respect to Concord, Clackamas or Wichita;

vi) The District has not transferred Hazardous Substances from Concord,Clackamas or Wichita to another location that is not in compliance withapplicable environmental laws, regulations, or permit requirements. Tothe best of the District's knowledge, no other person has transferredHazardous Substances from Concord, Clackamas or Wichita to anotherlocation that is not in compliance with applicable environmental laws,regulations, or permit requirements; and

vii) There are no proceedings, administrative actions, or judicial proceedingspending or, to the best of District’s knowledge, contemplated under anyfederal, state, or local laws regulating the discharge of hazardous or toxicmaterials or substances into the environment.

d) Contracts, Leases, Rights Affecting Property. District has not entered into, andwill not enter into, any other contracts for the sale of Concord, Clackamas orWichita, nor do there exist nor will there be any rights of first refusal, options topurchase Concord, Clackamas or Wichita, leases, mortgages, licenses, easements,prescriptive rights, permits, or other rights or agreement, written or oral, expressor implied, which in any way affect or encumber Concord, Clackamas or Wichitaor any portion thereof, excluding the continued occupancy arrangement describedin Section 5(a)(vi) hereof or otherwise disclosed in writing to NCPRD. TheDistrict has not sold, transferred, conveyed, or entered into any agreementregarding timber rights, mineral rights, water rights, “air rights,” or any otherdevelopment or other rights or restrictions, relating to Concord, Clackamas orWichita, and to District’s knowledge no such rights encumber Concord,Clackamas or Wichita, and will not through Closing.

e) No Legal Proceedings. There is no suit, action, arbitration, judgment, legal,administrative, or other proceeding, claim, lien, or inquiry pending or threatenedagainst Concord, Clackamas or Wichita, or any portion thereof, or pending orthreatened against District which could affect District's right or title to Concord,Clackamas or Wichita, or any portion thereof, affect the value of Concord,Clackamas or Wichita or any portion thereof, or subject an owner of Concord,Clackamas or Wichita, or any portion thereof, to liability.

f) Mechanics and Other Liens. No work on Concord, Clackamas or Wichita hasbeen done or will be done, or materials provided, giving rise to actual orimpending mechanic's liens, private liens, or any other liens, against Concord,Clackamas or Wichita or any portion thereof.

g) Public Improvements or Governmental Notices. To the best of District'sknowledge, there are no intended public improvements which will result in thecreation of any liens upon Concord, Clackamas or Wichita or any portion thereof,

Page 27 of 49


nor have any notices or other information been served upon District from any governmental agency notifying District of any violations of law, ordinance, rule or regulation which would affect Concord, Clackamas or Wichita or any portion thereof.

h) Breach of Agreements. The execution of this Agreement will not constitute abreach or default under any agreement to which District is bound or to whichConcord, Clackamas or Wichita is subject.

i) Possession. Except as specifically provided for herein, District will be able todeliver immediate and exclusive possession of the entirety of Concord,Clackamas and Wichita to NCPRD at the close of escrow, and no one other thanDistrict will be in possession of any portion of Concord, Clackamas or Wichitaimmediately prior to close of escrow.

j) Bankruptcy Proceedings. No attachments, execution proceedings, assignmentsfor the benefit of creditors, insolvency, bankruptcy, reorganization, or otherproceedings are pending or, to the best of District’s knowledge, threatened againstthe District, nor are any such proceedings contemplated by District.

k) Recitals. The statements and information set forth in the Recitals are true andcorrect.

l) Changed Conditions. If District discovers any information or facts that wouldmaterially change the foregoing warranties and representations or the transactionscontemplated by this Agreement, District shall immediately give written notice toNCPRD of those facts and information. If any of the foregoing warranties andrepresentations cease to be true before the close of escrow, District shall beobligated to use its best efforts to remedy the problem, at its sole expense, beforethe close of escrow. If the problem is not remedied before close of escrow,NCPRD may elect to either: (a) terminate this Agreement in which case NCPRDshall have no obligation to purchase Concord, Clackamas or Wichita and allescrow payments shall be refunded, or (b) defer the Closing Date for a period notto exceed ninety (90) days or until such problem has been remedied, whicheveroccurs first. If the problem is not remedied within that timeframe, NCPRD mayelect to terminate this Agreement. NCPRD's election in this regard shall notconstitute a waiver of NCPRD's rights in regard to any loss or liability suffered asa result of a representation or warranty not being true, nor shall it constitute awaiver of any other remedies provided in this Agreement or by law or equity.

11. District’s Representations, Warranties and Covenants Regarding Concord,Clackamas and Wichita Through the Close of Escrow. The District further represents,warrants, and covenants that, until this transaction is completed or escrow is terminated,whichever occurs first, it shall:

a) Maintain Concord, Clackamas and Wichita in their present state;

Page 28 of 49


b) Keep all existing insurance policies affecting Concord, Clackamas and Wichita infull force and effect;

c) Make all regular payments of interest and principal on any existing financing, ifapplicable; and

d) Comply with all government regulations.

12. NCPRD's Representations and Warranties. NCPRD hereby warrants and representsto the District the following matters, and acknowledges that they are materialinducements to NCPRD to enter into this Agreement. Subject to the limits of the OregonTort Claim Act and the Oregon Constitution, NCPRD agrees to indemnify, defend, andhold District harmless from all expense, loss, liability, damages and claims, arising out ofthe breach or falsity of any of NCPRD’s representations, warranties, and covenants.These representations, warranties, and covenants shall survive Closing. NCPRDwarrants and represents to District that the following matters are true and correct, andshall remain true and correct through and as of Closing:

a) Authority. NCPRD has full power and authority to enter into this Agreement (andthe persons signing this Agreement for NCPRD, if NCPRD is not an individual,have full power and authority to sign for NCPRD and to bind it to thisAgreement) and to sell, transfer and convey all right, title, and interest in and toHood View in accordance with this Agreement. No further consent of anypartner, shareholder, creditor, investor, judicial or administrative body,governmental authority, or other party is required.

b) Legal Access. To the best of NCPRD's knowledge Hood View has insurablevehicular access to a public road.

c) Hazardous Substances. For purposes of this Agreement, the phrase "HazardousSubstances" shall include but not be limited to the substances defined in ORS465.200. NCPRD warrants, represents, and covenants as follows:

i) To the knowledge of NCPRD, there are no Hazardous Substances in,upon, or buried on or beneath Hood View and no Hazardous Substanceshave been emitted or released from Hood View in violation of anyenvironmental laws of the federal or state government;

ii) To the knowledge of the NCPRD, no Hazardous Substances have beenbrought onto, stored on, buried, used on, emitted or released from, orallowed to be brought onto, stored on, buried, used on, emitted, releasedfrom, or produced or disposed of, from or on Hood View, in violation ofany environmental laws of the federal or state government;

iii) To the knowledge of NCPRD, no previously undisclosed undergroundstorage tanks are located on Hood View, including (without limitation)any storage tanks that contain, or previously contained, any Hazardous

Page 29 of 49


Substances, and NCPRD agrees not to cause or permit any such tanks to be installed in Hood View before Closing;

iv) To the knowledge of NCPRD, Hood View are materially in compliancewith applicable state and federal environmental standards andrequirements affecting it;

v) NCPRD has not received any notices of violation or advisory action byregulatory agencies regarding environmental control matters or permitcompliance with respect to Hood View;

vi) NCPRD has not transferred Hazardous Substances from Hood View toanother location that is not in compliance with applicable environmentallaws, regulations, or permit requirements. To the best of the NCPRD'sknowledge, no other person has transferred Hazardous Substances fromHood View to another location that is not in compliance with applicableenvironmental laws, regulations, or permit requirements; and

vii) There are no proceedings, administrative actions, or judicial proceedingspending or, to the best of NCPRD’s knowledge, contemplated under anyfederal, state, or local laws regulating the discharge of hazardous or toxicmaterials or substances into the environment.

d) Contracts, Leases, Rights Affecting Property. NCPRD has not entered into, andwill not enter into, any other contracts for the sale of Hood View, nor do thereexist nor will there be any rights of first refusal, options to purchase Hood View,leases, mortgages, licenses, easements, prescriptive rights, permits, or other rightsor agreement, written or oral, express or implied, which in any way affect orencumber Hood View or any portion thereof, excluding the continued occupancyarrangement described in Section 5(a)(vi) hereof. NCPRD has not sold,transferred, conveyed, or entered into any agreement regarding timber rights,mineral rights, water rights, “air rights,” or any other development or other rightsor restrictions, relating to Hood View, and to NCPRD’s knowledge no such rightsencumber Hood View, and will not through Closing.

e) No Legal Proceedings. There is no suit, action, arbitration, judgment, legal,administrative, or other proceeding, claim, lien, or inquiry pending or threatenedagainst Hood View, or any portion thereof, or pending or threatened againstNCPRD which could affect NCPRD's right or title to Hood View, or any portionthereof, affect the value of Hood View or any portion thereof, or subject an ownerof Hood View, or any portion thereof, to liability.

f) Mechanics and Other Liens. No work on Hood View has been done or will bedone, or materials provided, giving rise to actual or impending mechanic's liens,private liens, or any other liens, against Hood View or any portion thereof.

Page 30 of 49


g) Public Improvements or Governmental Notices. To the best of NCPRD'sknowledge, there are no intended public improvements which will result in thecreation of any liens upon Hood View or any portion thereof, nor have anynotices or other information been served upon NCPRD from any governmentalagency notifying NCPRD of any violations of law, ordinance, rule or regulationwhich would affect Hood View or any portion thereof.

h) Breach of Agreements. The execution of this Agreement will not constitute abreach or default under any agreement to which NCPRD is bound or to whichHood View is subject.

i) Possession. Except as specifically provided for herein, NCPRD will be able todeliver immediate and exclusive possession of the entirety of Hood View to theDistrict at the close of escrow, and no one other than NCPRD will be inpossession of any portion of Hood View immediately prior to close of escrow.

j) Bankruptcy Proceedings. No attachments, execution proceedings, assignmentsfor the benefit of creditors, insolvency, bankruptcy, reorganization, or otherproceedings are pending or, to the best of NCPRD’s knowledge, threatenedagainst NCPRD, nor are any such proceedings contemplated by NCPRD.

k) Recitals. The statements and information set forth in the Recitals are true andcorrect.

l) Changed Conditions. If NCPRD discovers any information or facts that wouldmaterially change the foregoing warranties and representations or the transactionscontemplated by this Agreement, NCPRD shall immediately give written noticeto the District of those facts and information. If any of the foregoing warrantiesand representations cease to be true before the close of escrow, NCPRD shall beobligated to use its best efforts to remedy the problem, at its sole expense, beforethe close of escrow. If the problem is not remedied before close of escrow, theDistrict may elect to either: (a) terminate this Agreement in which case theDistrict shall have no obligation to purchase Hood View and all escrow paymentsshall be refunded, or (b) defer the Closing Date for a period not to exceed ninety(90) days or until such problem has been remedied, whichever occurs first. If theproblem is not remedied within that timeframe, the District may elect to terminatethis Agreement. The District’s election in this regard shall not constitute a waiverof the District's rights in regard to any loss or liability suffered as a result of arepresentation or warranty not being true, nor shall it constitute a waiver of anyother remedies provided in this Agreement or by law or equity.

13. Removal of Personal Property and Debris. Prior to NCPRD vacating Hood View priorto the District vacating Concord, Clackamas and Wichita, each party covenants andpromises to remove or cause to be removed from such property, at their own expense,any and all personal property and/or trash, rubbish, debris, or any other unsightly oroffensive materials unless otherwise previously agreed to in writing by the other party.

Page 31 of 49


14. Risk of Loss, Condemnation. District shall bear the risk of all loss or damage toConcord, Clackamas or Wichita, and NCPRD for Hood View, from all causes, throughthe Closing Date. If, before the Closing Date all or part of any of the properties isdamaged by fire or by any other cause of any nature, the current owner shall give theprospective purchaser written notice of such event. Such prospective purchaser mayterminate this Agreement by giving written notice to the other party within fifteen (15)days following receipt of written notice of such casualty and Escrow Holder will returnthe Escrow Deposit and accrued interest.

15. Notices. All notices required or permitted to be given shall be in writing and shall bedeemed given and received upon personal service or deposit in the United States mail,certified or registered mail, postage prepaid, return receipt requested, addressed asfollows:

To District: North Clackamas School DistrictAttn: Ron Stewart, Assistant Superintendent 12400 SE Freeman Way Milwaukie, OR 97222

With a copy to: Brent Summers Tarlow, Naito & Summers, LLP 621 SW Morrison Street, Suite 1225 Portland, OR 97205

To NCPRD: North Clackamas Parks and Recreation District Attn: Scott Archer 150 Beavercreek Rd. Oregon City, Oregon 97045 Phone No. (503) 742-4421

With a copy to: Chris Storey Assistant County Counsel 150 Beavercreek Rd. Oregon City, Oregon 97045 Fax No. (503) 742-4565 Phone No. (503) 742-4623

The foregoing addresses may be changed by written notice, given in the same manner. Notice given in any manner other than the manner set forth above shall be effective when received by the party for whom it is intended. Telephone and fax numbers are for information only.

Page 32 of 49


16. No Broker or Commission. Each party represents and warrants to the other that it hasnot used or engaged a real estate broker in connection with this Agreement or thetransaction contemplated by this Agreement. In the event any person asserts a claim for abroker's commission or finder's fee against one of the parties to this Agreement, thenDistrict shall indemnify, hold harmless, and defend NCPRD from and against any suchclaim if based on any action, agreement, or representations made by District; andNCPRD shall indemnify, hold harmless, and defend District from and against any suchclaim if based on any action, agreement, or representations made by NCPRD.

17. Further Actions of NCPRD and District. NCPRD and the District agree to execute allsuch instruments and documents and to take all actions pursuant to the provisions of thisAgreement in order to consummate the purchase and sale contemplated hereby and shalluse their best efforts to accomplish the close of the transaction in accordance with theprovisions of this Agreement.

18. Legal and Equitable Enforcement of This Agreement.

a) Default by the District. In the event the close of escrow and the consummation ofthe transaction herein contemplated do not occur by reason of any default by theDistrict, NCPRD shall be entitled to all its out-of-pocket expenses incurred inconnection with the transaction, including the Escrow Deposit and all accruedinterest, and shall have the right to pursue any other remedy available to it at lawor equity, including the specific performance of this Agreement.

b) Default by NCPRD. In the event the close of escrow and the consummation ofthe transaction herein contemplated do not occur by reason of any default byNCPRD, the District shall be entitled to all its out-of-pocket expenses incurred inconnection with the transaction, and shall have the right to pursue any otherremedy available to it at law or equity, including the specific performance of thisAgreement.

19. Miscellaneous.

a) Partial Invalidity. If any term or provision of this Agreement or the application toany person or circumstance shall, to any extent, be invalid or unenforceable, theremainder of this Agreement, or the application of such term or provision topersons or circumstances other than those to which it is held invalid orunenforceable, shall not be affected thereby, and each such term and provision ofthis Agreement shall be valid and be enforced to the fullest extent permitted bylaw.

b) Waivers. No waiver of any breach of any covenant or provision contained hereinshall be deemed a waiver of any preceding or succeeding breach thereof, or of anyother covenant or provision herein contained. No extension of time forperformance of any obligation or act shall be deemed an extension of the time forperformance of any other obligation or act.

Page 33 of 49

c) Survival of Representations. The covenants, agreements, representations, andwarranties made herein shall survive the close of escrow and shall not merge intothe deed and the recordation of it in the official records.

d) Successors and Assigns. This Agreement shall be binding on and shall inure tothe benefit of the successors and assigns of the parties to it. NCPRD may assignits interest in this Agreement to a park-providing or other recreational-providingentity, without the consent of District. In the event that an assignee assumes theobligations of NCPRD hereunder, then NCPRD shall have no further liabilitywith respect to this Agreement.

e) Entire Agreement. This Agreement (including any exhibits attached to it) and theDevelopment Agreement are the final expression of, and contains the entireagreement between, the parties with respect to the subject matter hereof andsupersedes all prior understandings with respect to it. This Agreement may not bemodified or terminated, nor may any obligations under it be waived, except bywritten instrument signed by the party to be charged or by its agent dulyauthorized in writing or as otherwise expressly permitted herein.

f) Time of Essence. The District and NCPRD hereby acknowledge and agree thattime is strictly of the essence with respect to every term, condition, obligation,and provision of this Agreement.

20. Governing Law. The parties acknowledge that this Agreement has been negotiated andentered into in the state of Oregon. The parties expressly agree that this Agreement shallbe governed by and interpreted in accordance with the laws of the State of Oregon,without giving effect to the conflict of law provisions thereof.

21. Recording of Memorandum. On the Effective Date a party may, if it so chooses,request the other party execute a Memorandum of this Agreement, which such requestingparty may cause to be recorded against the appropriate property purchase(s).

THE PROPERTY DESCRIBED IN THIS INSTRUMENT MAY NOT BE WITHIN A FIRE PROTECTION DISTRICT PROTECTING STRUCTURES. THE PROPERTY IS SUBJECT TO LAND USE LAWS AND REGULATIONS THAT, IN FARM OR FOREST ZONES, MAY NOT AUTHORIZE CONSTRUCTION OR SITING OF A RESIDENCE AND THAT LIMIT LAWSUITS AGAINST FARMING OR FOREST PRACTICES AS DEFINED IN ORS 30.930 IN ALL ZONES. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON TRANSFERRING FEE TITLE SHOULD INQUIRE ABOUT THE PERSON’S RIGHTS, IF ANY, UNDER ORS 197.352. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON ACQUIRING FEE TITLE TO THE PROPERTY SHOULD CHECK WITH THE APPROPRIATE CITY OR COUNTY PLANNING DEPARTMENT TO VERIFY APPROVED USES, THE EXISTENCE OF FIRE PROTECTION FOR STRUCTURES AND THE RIGHTS OF NEIGHBORING PROPERTY OWNERS, IF ANY, UNDER ORS 197.352.


Page 34 of 49


IN WITNESS WHEREOF, the parties have executed this Agreement as of the last date of signature specified below.

North Clackamas Parks and North Clackamas School District Recreation District, an Oregon municipal entity a county service district

____________________________________ ___________________________________ Jim Bernard, Chair Matthew Utterback, Superintendent

Date: _______________________________ Date: ______________________________

Attachments:

Exhibit A - Property Description – Hood View Exhibit B –Property Description – Concord Exhibit C – Property Description – Clackamas Exhibit D – Property Description – Wichita

Page 35 of 49

Exhibit A Property Description – Hood View

Address 16223 SE Stadium Way, Happy Valley, OR 97086 Taxlot Numbers 23E07B 00500, 23E07B 00501, 23E07B 00591, 23E06C 08000 Parcel Numbers 00614678, 00614696, 05022120, 00612625

Page 21 – Agreement of Purchase and Sale – Hood View Page 36 of 49

Exhibit B Property Description – Concord

Address 3811 SE Concord Road, Milwaukie, OR 97267 Taxlot Number 21E12AD02900 Parcel Number 00281466


Exhibit C Property Description – Clackamas

Address 15301 SE 92nd Ave, Clackamas, OR 97015 Taxlot Number 22E09BD04900 Parcel Number 00473428


Exhibit D Property Description – Wichita

Address 6031 SE King Road, Milwaukie, OR 97222 Taxlot Number 12E30DD09100 Parcel Number 00084376


P ( 5 0 3 ) 7 4 2 - 4 4 2 1 | F ( 5 0 3 ) 7 4 2 - 4 3 4 9 | s a r c h e r @ n c p r d . c o m | n c p r d . c o m

Scott Archer, Director North Clackamas Parks and Recreation District

150 Beavercreek Road Oregon City, OR 97045

February 15, 2018

Board of Directors North Clackamas Parks and Recreation District

Members of the Board:

Approval of a Resolution Authorizing North Clackamas Parks and Recreation District (NCPRD) to Apply for a Local Government Grant from the Oregon Parks and Recreation

Department (OPRD) for the Development of the Boardman Wetlands Natural Area in Partnership with Oak Lodge Water Services District (OLWS)

Purpose/ Outcomes Allows NCPRD to apply for an OPRD Local Government Grant to fund the Boardman Wetlands Project in Partnership with OLWS. This project would create a new natural area which would include a nature play area in an underserved area within the District.

Dollar Amount and Fiscal Impact

NCPRD proposes to allocate approximately $100,000 in matching funds should the grant be awarded.

Funding Source Zone 2 SDCs

Duration Grant agreement with OPRD lasts 2 years from date of execution. Previous Board Action N/A

Strategic Plan Alignment

• Build public trust through good government• Build a strong infrastructure • Ensure safe, healthy and secure communities

Contact Person Scott Archer, NCPRD Director, 503-742-4421 Tonia Williamson, Natural Areas Coordinator, 503-742-4357

The Boardman Wetlands Project is a new, nearly 6-acre natural area located between SE Boardman Avenue and SE Jennings Avenues (Project). The Project is being developed by OLWS in partnership with NCPRD. OLWS is investing approximately $800,000 in the Project. NCPRD is seeking approval to submit a grant application requesting approximately $380,000 with an approximate $100,000 matching SDC funds to acquire a 3,300 square-foot property adjacent to the Project. This acquisition would create increased access and amenities for the Project, including development of a nature play area.

In the coming months, NCPRD and OLWS will negotiate and execute an Intergovernmental Agreement to define roles and responsibilities on this project. After development of the site, NCPRD is the anticipated future owner and manager of the near 6-acre site, including the proposed natural area and nature play area.

The Boardman Wetlands Project is identified on the District’s 2018 Capital Improvement Plan (CIP) Projects list in development by the SDC Steering Committee. It was also identified as a

Page 40 of 49

Page 41 of 49

IN THE MATTER OF AUTHORIZING NORTH CLACKAMAS PARKS AND RECREATION DISTRICT TO APPLY FOR A LOCAL GOVERNMENT GRANT FROM THE OREGON PARKS AND RECREATION DEPT FOR DEVELOPMENT OF THE BOARDMAN WETLANDS NATURAL AREA AND DELEGATING AUTHORITY TO THE BCS DIRECTOR TO SIGN THE APPLICATION

WHEREAS, the Oregon Parks and Recreation Department is accepting applications for the Local Government Grant Program; and

WHEREAS, the North Clackamas Parks and Recreation District (“District”) desires to participate in this grant program to the greatest extent possible as a means of providing needed park and recreation acquisitions, improvements and enhancements; and

WHEREAS, the Board of Directors and staff have identified additional park amenities in the Jennings Lodge area of the District as a high priority need in the District; and

WHEREAS, the Boardman Wetlands Natural Area will include a nearly 6-acre natural area and nature play area to this park-deficient area of the District, and

WHEREAS, the District has available local matching funds to fulfill its share of obligation related to this grant application should the grant funds be awarded; and

WHEREAS, the District will provide adequate funding for on-going operations and maintenance of this park and recreation facility should the grant funds be awarded; and

BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS ACTING AS THE BOARD OF DIRECTORS OF THE NORTH CLACKAMAS PARKS AND RECREATION DISTRICT AS FOLLOWS:

Section 1: The Board of Directors demonstrates its support for the submittal of a grant application to the Oregon Park and Recreation Department for acquisition and development of Boardman Wetlands.

Section 2: This Resolution shall be effective following its adoption by the Board of Directors.

Passed by the Board of Directors this 15th day of February, 2018.

_____________________________________ Jim Bernard, Chair

_____________________________________ Recording Secretary

Resolution No. ________________

Page 42 of 49

Page 43 of 49

Section I: Funding Opportunity Information - To be completed by RequesterApplication for: Subrecipient funds Direct Grant

Lead Department: Grant Renewal? Yes No

Name of Funding Opportunity:Federal State

Requestor Information (Name of staff person initiating form):Requestor Contact Information: 503-742-4357Department Fiscal Representative:Program Name or Number (please specify): 113-5400-07716 Project No. 82345 NCPRD - Natural ResourcesBrief Description of Project:

Name of Funding (Granting) Agency:

Agency's Web Address for Grant Guidelines and Contact Information:

ORApplication Packet Attached: Yes No

Completed By:Date

Section II: Funding Opportunity Information - To be completed by Department Fiscal Rep

Competitive Grant Other Notification Date:CFDA(s), if applicable:Announcement Date: Announcement/Opportunity #: _________________________Grant Category/Title: Local Government Max Award Value: Allows Indirect/Rate: Match Requirement:Application Deadline: 4/1/2018 Other Deadlines:Grant Start Date: Contract completion 9/18ish Other Deadline Description:Grant End Date: 2 years after startCompleted By:Pre-Application Meeting Schedule:

Laura Zentner

** NOW READY FOR SUBMISSION TO DEPARTMENT FISCAL REPRESENTATIVE **

Non-Competing Grant/Renewal

No max50%

NCPRD will be the lead applicant on a State Parks Local Government Grant partnering with Oak Lodge Water Services District (OLWS) on the Boardman Wetlands Natural Area Project. NCPRD will be the lead applicant and will administer the grant before taking on capital asset control. This project includes a wetland natural area with boardwalks, education areas, parking and an interactive nature play area in the Jennings Lodge neighborhood to the east of SE McLoughlin Blvd, south of SE Boardman Ave and north of Jennings Ave.

State of Oregon - Oregon Parks and Recreation Department

https://www.oregon.gov/oprd/GRANTS/Pages/local.aspx

The resolution from the Board is needed to apply for grantApprox. 2019

Resolution from NCPRD Board

Grant Application Lifecycle Form

** CONCEPTION **otential grant from conception to submission. Sections of this form are designed to be completed in collaboration between departme

State Parks Local Government Grant

Tonia Williamson

NCPRD

Funding Source: Local: _________________________

Note: The processes outlined in this form are not applicable to disaster recovery grants.

[email protected]

Page 44 of 49

https://www.oregon.gov/oprd/GRANTS/Pages/local.aspx

mailto:[email protected]

Section III: Funding Opportunity Information

Mission/Purpose:

4. What are the objectives of this grant? How will we meet these objectives?

5. Does the grant proposal fund an existing program? If yes, which program? If no, what should the program be called and whatis its purpose?

Organizational Capacity:1. Does the organization have adequate and qualified staff? If yes, what types of staff are required?If no, can staff be hired within the grant timeframe?

2. Is there partnership efforts required? If yes, who are we partnering with, what are their roles and responsibilities,and are they committed to the same goals?

3.If this is a pilot project, what is the plan for sunsetting the program or staff if it does not continue (e.g. making staffpositions temporary or limited duration, etc.)?

4. If funding creates a new program, does the department intend that the program continue after initial funding is exhausted?If so, how will the department ensure funding (e.g. request new funding during the budget process, discontinue or supplanta different program, etc.)?

NCPRD is partnering with Oak Lodge Water Services District (OLWS). The State Park grant program does not allow OLWS to apply fo

The objectives of this grant are to develop the nature play area, boardwalk and educational elements of the site. NCPRD and OLWS

This grant proposal does not fund a program, it is specifically for construction of park elements - capital improvement project.

NCPRD will apply for the State Parks Local Government Grant with Oak Lodge Water Services District (OLWS) for the Boardman We

1. How does the grant support the Department's Mission/Purpose/Goals?This project directly supports NCPRD's mission by providing access to recreation, education and natural area elements for area resi

2. How does the grant support the Division's Mission/Purpose/Goals? (If applicable)The Natural Area division of NCPRD is focused on conserving natural habitats and providing passive recreation and education oppo

3. What, if any, are the community partners who might be better suited to perform this work?

This project does not create a new program, but it does create a new site to manage. If awarded NCPRD will be responsible for the

This is not a pilot project.

NCPRD staff has successfully applied and administered grants of this type in the past.

Page 45 of 49

Collaboration1. List County departments that will collaborate on this award, if any.

Reporting Requirements1. What are the program reporting requirements for this grant?

2. What is the plan to evaluate grant performance? Are we using existing data sources? If yes, what are they and where arethey housed? If not, is it feasible to develop a data source within the grant timeframe?

3. What are the fiscal reporting requirements for this grant?

Fiscal1. Will we realize more benefit than this grant will cost to administer?

2. What other revenue sources are required? Have they already been secured?

3. Is there a match requirement? If yes, how much and what type of funding (CGF, Inkind, Local Grant, etc.)?

4. Is this continuous or one-time funding? If one-time funding, how will program funding be sustained?

5. Does this grant cover indirect costs? If yes, is there a rate cap? If no, can additional funds be obtained to supportindirect expenses and what are they?

Program Approval:

Date

One time funding for development.

The grant reporting will entail installing a project sign that acknowledges the grantor and submitting photos of the project.

No other county departments will partner, but this project will complete addition half street improvements along Addie St.

The grant report will entail submitting receipts for the construction and tracking and reporting any staff time that we use as in-kind match.

Yes

OLWS has secured the funding that they will be using to match this grant (over $500,000). NCPRD has proposed to use $100,000 in

There is a match requirement of 50%. Most of the match will be covered by OLWS. Additional match has been proposed by the NC

This grant request is focused on securing the funding to implement the development portion of the project.

Name (Typed/Printed) Signature** NOW READY FOR PROGRAM MANAGER SUBMISSION TO DIVISION DIRECTOR**

Page 46 of 49

Section IV: Approvals

DIVISION DIRECTOR OR ASSISTANT DIRECTOR (or designee, if applicable)

Date

DEPARTMENT DIRECTOR

Date

Section V: Board of County Commissioners/County Administration

For applications less than $150,000:

COUNTY ADMINISTRATOR Approved: Denied:

Date

For applications greater than $150,000 or which otherwise require BCC approval:

BCC Agenda item #: Date:

OR

Policy Session Date:

County Administration: re-route to department contact when fully approved.Department: keep original with your grant file.

County Administration Attestation

Name (Typed/Printed) Signature

SEND COPY OF THIS DOCUMENT, BY EMAIL OR BY COURIER, TO FINANCE. ROUTE ORIG

(Required for all grant applications. All grant awards must be approved by the Board on their weekly consent agenda regardless of amount per local budget law 294.338.)



Page 47 of 49

BOARD OF DIRECTORS MEETING MINUTES

Date: Thursday, January 18, 2018 Time: 6:00 p.m. Location: Clackamas County Public Safety Training Center

12700 SE 82nd Avenue, Clackamas, OR 97015

PRESENT: • Director Jim Bernard, Chair• Director Humberston• Director Fischer (Left at 6:30 p.m.)• Director Paul Savas• Director Martha Schrader

I. CALL TO ORDER• Roll Call• Pledge of Allegiance

III. PUBLIC COMMENTS• Shane Abma, District Resident and Councilor for the City of Milwaukie

Mr. Abma asked the Board to consider providing additional funds to the Milwaukie Bay Project tocomplete the third and final phase. Funding is currently about $1 million short of the projectedcost. Councilor Abma suggested that revenues from the sale of Hood View Park may be used tohelp fund completion of this park—a regional asset.

~Board Discussion~

IV. POLICY SESSION ITEMS1. Consideration of Revised Strategic Partnership Purchase and Sale Agreement with North Clackamas

School District.Scott Archer, Director presented the staff report.

~Board Discussion~

Chair Bernard opened the floor for public comment and asked if anyone would like to speak.

• David Seward, District ResidentMr. Seward reviewed the 26-year history of the adult softball community’s relationship withNCPRD and the County. He understands the need for the property exchange given the District’scurrent circumstances, but believes the adult softball community’s needs should play a role in thediscussions. Specifically, the final Joint Use Agreement between NCPRD and the School Districtfor field use at Hood View Park should specify times that the adult leagues will have access.

DRAFT

Page 48 of 49

VI. CONSENT AGENDAChair Bernard asked the Clerk to read the consent agenda by title, he then asked for a motion.

Director Humberston: I move we approve the consent agenda as presented.Director Schrader: Second.

All those in favor/opposed:Director Humberston: Aye Director Savas: Aye Director Schrader: Aye Chair Bernard: Aye – the Ayes have it, the motion passes 4-0.

V. DISTRICT ADMINISTRATOR/DIRECTOR COMMENTSDistrict Director Archer invited Kevin Cayson, Parks and Facilities Manager, to present an updateregarding the TriMet property along the Trolley Trail. Cayson reported that he has identified goodcontacts at TriMet to address the damaged public art on the trail, as well as the dying plantings alongTriMet’s light rail line. The art has been fixed by the original artist and the plantings will be addressedin the coming months, according to TriMet staff. Cayson will follow-up to ensure these plantings areremoved.

Kathryn Krygier, Planning and Development Manager, reported on the status of the Jennings LodgeRetreat Center property, which recently qualified for the National Register of Historic Places.Community advocates have asked the District to write a letter in support of preserving the propertyand NCPRD potentially owning or managing some portion of the property as a park at a future date.The Board stated it approves drafting such a letter with conditions and without committing the Districtto any specific action.

VII. BOARD COMMENTSDirector Humberston asked that NCPRD staff meet with the adult softball community representativesto try to find a solution to their concerns.

Director Savas thanked NCPRD staff for working with the School District on this significant propertytransfer.

Director Schrader stated she remembered when Hood View Park was built and hopes that the sportsfields there will remain a community asset.

The meeting was adjourned.

DRAFT

Page 49 of 49