FAIRFAX TOWN COUNCIL MEETING
STAFF REPORT
AGENDA ITEM #3.d
MEETING DATE September 3, 2025
PREPARED FOR Mayor and Town Council
PREPARED BY Heather Abrams, Town Manager and Janet Coleson, Town Attorney SUBJECT Accept $66,183.33 from Marin Open Space Trust (“MOST”) and provide assurance that the funds will be used only for restoration and stewardship of the Wall property and provide a mutual waiver of any future claims related to this matter.
RECOMMENDATION
Accept $66,183.33 from Marin Open Space Trust (“MOST”) and provide assurance that the funds will be used only for restoration and stewardship of the Wall property and provide a mutual waiver of any future claims related to this matter.
BACKGROUND
The 100-acre area, commonly known as the Wall Property, has long been a significant property in Fairfax.
An opportunity became available for acquisition by the Town for the protection, restoration, and enhancement of natural resources, wildlife habitat, open space, California Native American tribal cultural resources, and compatible public access. The community, MOST, and the Town worked together to fund the acquisition and preservation of the 100-acre property.
Acquisition Milestones
• September 6, 2023: Town Council formed a subcommittee of the then Mayor and Vice Mayor to explore the Property purchase with MOST.
• April 3, 2024: Town Council authorized the Mayor to send a letter to the Coastal Conservancy regarding potential grant funds.
• May 22, 2024: Town Council considered and approved a Memorandum of Understanding (MOU) between the Town of Fairfax and Marin Open Space Trust (MOST) regarding the acquisition of the Property
• June 6, 2024: California Coastal Conservancy approved $500,000 grant to the Town of Fairfax to acquire the Property
• August 7, 2024: Town approved Maintenance Agreement with County of Marin • August 20, 2024: County of Marin approved $1 million Measure A acquisition funds o CB-6a - Staff Report
o CB-6a - Agreement
• August 20, 2024: Marin County Open Space District approved Wall Property Maintenance Agreement.
o 15d - Staff Report
o 15d - Agreement
o 15d - Attachment
• September 4, 2024: Adopt a Resolution to Accept an Assignment from Marin Open Space Trust (“MOST”) of All Rights, Duties and Obligations Under a Purchase and Sale Agreement Between 2 MOST and the Owner of the Vacant Property Commonly Known as the Wall Property (“Property”) in Order to Preserve the Property as Permanent Open Space; Authorize the Town Manager to Provide $100,000 in Town Measure “A” funds to MOST for Purchase of the Property and Execute a Deed Restriction in Favor of the County of Marin Open Space District in recognition of the County’s grant of $1 million in County Measure “A” Funds for Acquisition of the Property; and Authorize the Town Manager and/or Mayor to accept $500,000 from MOST for the maintenance and rehabilitation of the Property; Authorize the Town Manager to Obtain and Pay for a Title Insurance Policy on the Property and Pay One-half of the Closing Costs for Acquisition of the Property; and Authorize the Town Manager and/or Mayor to Execute Any Other Necessary Document(s) Required and/or Perform Additional Steps Necessary to Complete the Acquisition of the Property
• October 14, 2024: Ribbon cutting ceremony, as covered in the Town Newsletter • October 16, 2024: Discussion on Naming Options for the 100-Acre Open Space Property (Commonly Known as the Wall Property)
• January 9, 2025: Adopt a Resolution Amending the Memorandum of Understanding (MOU) with Marin Open Space Trust (“MOST”) regarding the Property Commonly Known as the Wall Property (“Property”) in Order to update the Expense section to add a payment of $5,500 from the Town to MOST for a portion of the Phase 1 geological investigation that was unintentionally missed in the MOU approved on May 22, 2024.
DISCUSSION
In Fall 2024 the Town closed escrow with MOST and the property owner on the 100 acres of open space property commonly known as the Wall Property. The 100 acres are preserved in perpetuity as open space for public use.
MOST has an expected surplus to be transferred to the Town, which totals $66,183.33. This amount includes a $40,000 bequest from the estate of Jessica Green, which MOST learned of through the Marin Agricultural Land Trust (MALT) in June 2025. The contribution from Ms. Green’s estate was unexpected and is now part of the final surplus from MOST’s campaign to acquire the property. MOST is requesting formal assurance from the Town Council that these funds will be used solely for stewardship and restoration of the Wall Property and that no further claims will be brought against MOST in relation to this matter.
Attached is a memo from MOST to the Town, which was read during Open Time for Public Comment at the Council Meeting on August 6, 2025 by MOST President Bill Long, as well the speech delivered by Council Member Coler at the July 22, 2025 Fairfax Open Space Committee (FOSC) meeting.
FISCAL IMPACT
MOST is ready to transfer funds to the Town for open space property maintenance, pending a signed resolution regarding the amount of funds to be transferred.
ATTACHMENT
A. Memos:
a. MOST Memo
b. Councilmember Coler Memo
B. Resolution
July 29, 2025
To: Heather Abrams, Fairfax Town Manager
From: Bill Long, Chair, Marin Open Space Trust (MOST)
Re: Wall Property
Last October with strong support from the Fairfax community MOST completed the campaign to acquire the 100-acre Wall property which was directly transferred to the Town of Fairfax. This purchase was funded by grants from Marin County, the California Coastal Conservancy and the Towns of Fairfax and San Anselmo totaling$ 1,612,000 and over 270 individual donations totaling $1,342,713 including a unexpected bequest of $40,000 from the estate of Jessica Green which we just learned about from MALT in mid-June, Outlays for the purchase of the property, the stewardship grant to the Town of Fairfax and due diligence and transaction expenses (e.g. appraisal, realtor and legal fees, geotech and Phase 1 evaluations) totaled $2,888,529 leaving an expected surplus for the campaign of $66,183.44 including the $40,000 from the Green bequest.
MOST recognizes the Town's considerable responsibilities and costs for managing this large property and wishes to donate the final surplus to the Town with a formal Resolution that the full amount will be added to its stewardship and restoration account for the property. We could transfer the surplus funds to the Town at your Council meeting in early September however we have learned of possible litigation involving MOST concerning the Green bequest which might delay the timing and impact the amount of the surplus.
MOST sincerely appreciates the Town's partnership in obtaining the Wall property for open space and looks forward to other opportunities to p[reserve open spaces in Fairfax and beyond
------ - --- -------------- ATTACHMENT A
FOSC Mtg July 22, 2025– WALL CLEARING UP MISINFORMATION RE: MOST – B. Coler At the July 16, 2025 Council meeting, Councilmember Egger stated that there had been a bequest in Jessica Green’s will (or trust) that said she left $40,000 for the Wall Property acquisition to MALT. And that the funds were on their way to MOST. Councilmember Egger stated that Bill Long told him that MOST had costs for professional services. Among other things, Councilmember Egger stated in Council Open Session that he would hire his own attorney to sue MOST for the $40,000.
The next day I spoke to Jonathan Braun and Bill Long (both of MOST) separately. Jonathan was very upset upon hearing that statement. After speaking to Bill Long he clarified that 1) MALT had just contacted them 10 days prior about the funds 2) that Frank contacted him asking if they had (or were going to) pay MOST staff (Bill relayed that MOST has NO staff and all in MOST are volunteers and 3) that he told Frank that they had planned to send the $40,000 AND any amount over from their fundraising (after they covered their expenses – e.g., appraisal, Phase 1, Geotech report, etc.) to the Town of Fairfax for our use for restoration work on the Wall Property. Bill said he was waiting for MOST’s Treasurer to let him know the amount of overage (and also to receive the check from MALT) to send the money to the Town of Fairfax for its restoration work on the Wall. Bill subsequently sent me two emails he sent to Councilmember Egger which were clear to me that this had been MOST’s intention.
I am concerned that these statements made at the Council meeting disparage MOST who has preserved so much open space in Marin and also in Fairfax. And that these statements are patently untrue.
MOST did most of the heavy lifting to get us the Wall Property. We partnered with MOST to make this happen for our Town – Chance and I were the leads for the Fairfax Council. Along with the $1M from Ted Bright, Bill Long and Jack Judkins led the grant efforts to secure the $500,000 from the Coastal Conservancy. Jonathan Braun and Elizabeth Byers of MOST put together the very cumbersome, lengthy grant application for $1M from Marin County. And then there were our fundraising partnerships with MOST, FOSC and others to raise the rest of the needed funds to make the Wall Property get into our hands after decades of wanting it.
No one is paid at MOST, they get no commission or any extra money from the open space they preserve for our County (they should be able recover what they spent to obtain the properties). They worked many hours, as did Chance and I (and FOSC!) on so many details I cannot begin to list. And with a controversial, troublesome seller. Let’s celebrate (and not disparage) BUT express our gratitude to MOST, without their leadership this wouldn’t have happened. I am more than disappointed in the narrative that was expressed at the Council meeting.
ATTACHMENT A
RESOLUTION NO. 25-__
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF FAIRFAX AUTHORIZING THE MAYOR AND/OR THE TOWN MANAGER TO ACCEPT $66,183.33 FROM MOST FOR THE MAINTENANCE
AND REHABILITATION OF THE VACANT REAL PROPERTY COMMONLY KNOWN AS THE WALL PROPERTY (ASSESSOR PARCEL NUMBERS (“APNs”) 001-251-31, 001-150-12, 001-160-09, and 001-171-51 (“PROPERTY”), AND PROVIDE ASSURANCE THAT THE FUNDS WILL BE USED ONLY
FOR RESTORATION AND STEWARDSHIP OF THE WALL PROPERTY AND PROVIDE A MUTUAL WAIVER OF ANY FUTURE CLAIMS RELATED TO THIS MATTER.
WHEREAS, Council appointed a Subcommittee on August 29, 2023, to explore the preservation of 100 acres of vacant property in Town of Fairfax, Assessor’s Parcel Numbers (APNs) 001-251-31, 001-150- 12, 001-160-09, and 001-171-51, commonly known as the Wall Property (“Property”) as permanent open space; and
WHEREAS, On September 6, 2023, the Town Council authorized then Mayor Cutrano and then Vice Mayor Coler to negotiate and execute an agreement with the Marin Open Space Trust (MOST) regarding the exploration and possible purchase for open space of the 100-acre Property; and WHEREAS, Council met in closed session on January 24, 2024, April 3, 2024, May 8, 2024, and May 16, 2024 regarding the price and terms of the property; and WHEREAS, On May 22, 2024, Council approved the Memorandum of Understanding (MOU) Between the Town of Fairfax and the Marin Open Space Trust (MOST) Regarding the Acquisition of the Wall Property and Authorized the Mayor to sign the MOU; and
WHEREAS, MOST conducted a fund-raising campaign and successfully raised private funds greater than the $2.3 million purchase price; and
WHEREAS, On July 23, 2024, the Town Council of the Town of San Anselmo approved providing $12,000 (twelve thousand dollars) to MOST for acquisition of the Property; and WHEREAS, On June 6, 2024, the Coastal Conservancy awarded $500,000 to be used for the acquisition and preservation of the Wall Property; and
WHEREAS, On August 20, 2024, the County of Marin Open Space District approved $1 million in County Measure “A” funds for acquisition of the Property and approved a maintenance agreement with the Town for the Property.
WHEREAS, On September 4, 2024, the Town Council adopted a Resolution to Accept an Assignment from Marin Open Space Trust (“MOST”) of All Rights, Duties and Obligations Under a Purchase and Sale Agreement Between MOST and the Owner of the Vacant Property Commonly Known as the Wall Property (“Property”) in Order to Preserve the Property as Permanent Open Space; Authorized the Town Manager to Provide $100,000 in Town Measure “A” funds to MOST for Purchase of the Property and Execute a Deed Restriction in Favor of the County of Marin Open Space District in recognition of the County’s grant of $1 million in County Measure “A” Funds for Acquisition of the Property; and Authorized the Town Manager and/or Mayor to accept $500,000 from MOST for the maintenance and rehabilitation of the Property; Authorized the Town Manager to Obtain and Pay for a Title Insurance Policy on the Property and Pay One-half of the Closing Costs for Acquisition of the Property; and Authorized the Town Manager and/or Mayor to Execute Any Other Necessary Document(s) Required and/or Perform Additional Steps Necessary to Complete the Acquisition of the Property Town of Fairfax
Resolution No. 25-XX
WHEREAS, On January 9, 2025, the Town Council Adopted a Resolution Amending the Memorandum of Understanding (MOU) with Marin Open Space Trust (“MOST”) regarding the Property Commonly Known as the Wall Property (“Property”) in Order to update the Expense section to add a payment of $5,500 from the Town to MOST for a portion of the Phase 1 geological investigation that was unintentionally missed in the MOU approved on May 22, 2024; and WHEREAS, the Marin Open Space Trust (“MOST”) identified an unexpected bequest of $40,000 from the estate of Jessica Green, which was communicated to MOST by the Marin Agricultural Land Trust (MALT) in June 2025, and MOST has included this bequest as part of the surplus funds totaling $66,183.33 to be transferred to the Town for restoration and stewardship of the Wall Property.
NOW, THEREFORE, THE TOWN COUNCIL OF THE TOWN OF FAIRFAX, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE AND ORDER AS FOLLOWS:
1) The Mayor or Town Manager of Fairfax is hereby authorized to accept funds from MOST for the maintenance of vacant real property commonly known as the Wall Property (“Property”), (APNs 001-251-31, 001-150-12, 001-160-09, and 001-171-51); and 2) The Town Manager was authorized on September 4, 2024 to execute a deed restriction in favor of the County of Marin Open Space District ; and
3) The Town acknowledges that the sum of $66,183.33 includes a $40,000 bequest from the estate of Jessica Green, and will ensure that these funds, along with the remainder of the surplus, are used solely for the purposes of stewardship and restoration of the Wall Property; and 4) The Town will provide a mutual waiver of any future claims related to this matter.
ADOPTED ON September 3, 2025.
ATTEST:
__________________________________ _____________________________________
LISEL BLASH CHRISTINE FOSTER
MAYOR DEPUTY TOWN CLERK
I, Christine Foster, Deputy Town Clerk of the Town of Fairfax, hereby certify that Resolution No. 25-XX is a full, true, and correct copy, and was duly adopted at a meeting of the Town Council of the Town of Fairfax on Wednesday, September 3, 2025, by the following vote:
AYES:
NOES:
ABSENT:
________________________________
CHRISTINE FOSTER
DEPUTY TOWN CLERK