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EXHIBIT 10.31
CONFIDENTIAL
THIS INDENTURE made this 9th day of May, 1991, between THE PEOPLE OF THE
STATE OF NEW YORK acting by Xxxx X. Hudace, their Commissioner of the Office of
General Services in the Executive Department, by Xxxxxx X. Xxxxx, First Deputy
Commissioner, Corning Tower, Empire State Plaza, Albany, NY, hereinafter
referred to as the "Grantor", and COGEN TECHNOLOGIES LINDEN VENTURE, L.P., a
Delaware limited partnership, having its principal office and place of business
at 0000 Xxxxx Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxx 00000, hereinafter referred to
as the "Grantee";
WITNESSETH, that the Grantor, pursuant to Section 3, subdivision 2 of the
Public Lands Law and Findings of the First Deputy Commissioner dated May 9, 1991
and in consideration of the sum of Thirty Five Thousand Two Hundred Fifty
Dollars ($35,250.00), lawful money of the United States of America, paid by the
Grantee and upon the terms and conditions hereinafter expressed, does hereby
give and grant unto the Grantee and the successors and assigns of the Grantee,
the right, privilege and easement for the construction, reconstruction,
replacement, maintenance, repair, alteration and operation of high voltage
electric transmission cables and related facilities hereinafter referred to as
the "structures and/or improvements", in bedrock under the parcels of land
underwater hereinafter described:
PARCEL I (A TEMPORARY EASEMENT)
Being a 200'-wide strip of land, located under the waters of the Xxxxxx
Kill in the County of Richmond, Borough of Staten Island, State of New York,
more particularly described as follows:
Beginning at an angle point in the boundary line between the States of New
Jersey and New York being described as "Point 0" of said boundary line as
defined and agreed by the Joint Commission on December 23, 1889, having New
York (Long Island) coordinates of North 145,338.79 and East 1,943,275.69, and
running; thence 1) Along said State line North fifteen degrees, fifty-nine
minutes, twenty-five seconds East (N 15 degrees 59' 25" E), forty and
ninety-two hundredths (40.92') feet to a point in same; thence 2) By a new
line through the Xxxxxx Kill, lands of the State of New York, South forty-eight
degrees, nine minutes, seven seconds East (S 48 degrees 09' 07" E), one
thousand one hundred forty (1,140' +/-) feet, more or less, to a point in the
mean high water line of the said Xxxxxx Kill on Staten Island; thence 3) Along
said mean high water line, along lands of Houston Center Corporation, successor
in interest to H.C.C. Dev., Inc. known as Tax Xxx 000, Xxxxx 0000, southerly
two hundred twenty (220' +/-) feet, more or less, to a point in same; thence 4)
By another new line through the Xxxxxx Kill, parallel and 200' southerly
measured at right angles to the second course herein described, North
forty-eight degrees, nine minutes, seven seconds West (N 48 degrees 09' 07" W),
nine hundred eighty-five (985' +/-) feet, more or less, to a point in the
aforementioned boundary line between the States of New Jersey and New York;
thence 5) Along said State line, North eight degrees, twenty-five minutes,
twelve seconds West (N 08 degrees 25' 12" W), two hundred fifty-five and
twenty-nine hundredths (225.29') feet to an angle point in same and the Place
of Beginning. Containing 215,156 +/- square feet or 4.939 +/- acres.
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CONFIDENTIAL
PARCEL II (A TWENTY-FIVE (25) YEAR EASEMENT)
Being a 50'-wide strip of land, under the waters of the Xxxxxx Kill in the
County of Richmond, Borough of Staten Island, State of New York, more
particularly described as follows:
Beginning at a point in the boundary line between the States of New Jersey
and New York, said point being South eight degrees, twenty-five minutes, twelve
seconds East (S 08 degrees 25' 12" E), fifty-nine and seventy-two hundredths
(59.72') feet along said boundary line from "Point O" of said boundary line as
defined and agreed by the Joint Commission on December 23, 1889, having New York
(Long Island) coordinates of North 145,338.79 and East 1,943,275.69, and
running; thence 1) By a new line through the Xxxxxx Kill, lands of the State of
New York, South forty-eight degrees, nine minutes, seven seconds East (S 48
degrees 09' 07" E), one thousand seventy-five (1,075'+/-) feet, more or less, to
a point in the mean high water line of the said Xxxxxx Kill on Staten Island;
thence 2) Along said mean high water line along lands of Houston Center
Corporation, successor in interest to H.C.C. Dev., Inc. known as Tax Xxx 000,
Xxxxx 0000, southerly seventy-five (75'+/-) feet, more or less, to a point in
same; thence 3) By another new line through the Xxxxxx Kill, parallel and 50'
southerly measured at right angles to the second course herein described, North
forty-eight degrees, nine minutes, seven seconds West (N 48 degrees 09' 07" W),
one thousand forty-five (1,045'+/-) feet, more or less, to a point in the
aforementioned boundary line between the States of New Jersey and New York;
thence 4) Along said State line, North eight degrees, twenty-five minutes,
twelve seconds West (N 08 degrees 25' 12" W), seventy-eight and twenty-two
hundredths (78.22') feet to a point in same and the Place of Beginning.
Containing 54,276+/- square feet or 1.246+/- acres.
All as shown on a map entitled "Map of Proposed Riparian Xxxxx, Xxxxxx
Kill, Borough and County of Richmond, New York" prepared by Xxxxxx &
Xxxxxxxxxxx, dated June 7, 1990, revised to January 16, 1991, a copy of which
is attached hereto and made a part hereof.
The easements herein granted are subject to the terms and conditions of the
"Easement Crossing Agreement" between Coastal Pipeline Company and the Grantee
herein dated December 17, 1990.
The temporary easement first described above is for the term of
construction only, of for two (2) years, whichever is shorter. The grant of the
50 foot easement is for a term of twenty-five (25) years from the date hereof
and made and accepted subject to the following terms and conditions:
1. At the termination of the easement hereby granted, the Grantee agrees
at the expense of the Grantee and at no expense to the Grantor to
remove or close, sever, or otherwise make safe, the said structures
and/or improvements and to leave the land of the Grantor in as nearly
the same condition as possible as it was prior to the construction
hereby authorized.
2. The easement hereby granted is granted only with respect to the
structures and/or improvements described in the application and shown
on the map or plan which accompanies the application. If the proposed
structures and/or improvements shall not have been maintained and used
for a period of two years, the easement shall cease and determine
without action to such effect being taken by the Grantor and all the
rights of the Grantee shall then terminate and, furthermore, in such
event, the provisions for removal of said structures and/or
improvements above set forth shall apply in the same manner and to the
same effect as so set forth.
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CONFIDENTIAL
3. The Grantee shall be liable for and shall pay all damages that may arise or
occur to the Grantor and shall save the Grantor harmless from all claims
for damages in consequence of the construction, reconstruction,
replacement, maintenance, repair, alteration and operation of the said
structures and/or improvements or by reason of any work done or authorized
by or under this grant of easement and, at the expense of the Grantee, will
defend all suits brought on account thereof.
4. The easement hereby granted shall not be assigned or transferred without
the written consent of the Commissioner of General Services, but such
consent shall not be unreasonably withheld, delayed or conditioned.
5. The easement hereby granted is intended to affect only the right, title and
interest of the Grantor in the aforedescribed parcel of land.
6. Upon the expiration of the term of the 50 foot easement, the Grantee or its
successors and assigns shall have the right to reapply for the renewal or
extension of the easement term.
The word "Grantee" shall be construed as if read "Grantees" whenever the
sense of this Indenture so requires. The word "successors" shall be construed as
if read "heirs" whenever the sense of this Indenture so requires.
All the covenants, terms and conditions of this Indenture shall inure to
the benefit of and be binding upon the successors and assigns of the respective
parties hereto, the same as if they were in every case named and expressed.
IN WITNESS WHEREOF, the Grantor has caused this instrument to be signed by
its duly authorized representative on the day and year first above written.
THE PEOPLE OF THE STATE OF NEW YORK
acting by Xxxx X. Hudace
Commissioner of General Services
By /s/ XXXXXX X. XXXXX
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Xxxxxx X. Xxxxx
First Deputy Commissioner
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CONFIDENTIAL
STATE OF NEW YORK )
: ss.:
COUNTY OF ALBANY )
On this 9th day of May, 1991, before me the subscriber personally came
Xxxxxx X. Xxxxx acting for Xxxx X. Hudace, Commissioner of the Office of General
Services of the State of New York in the Executive Department of the State of
New York, to me known and known to me to be the First Deputy Commissioner of the
Office of General Services described in and who executed the foregoing
instrument and he acknowledged to me that he executed the same as such First
Deputy Commissioner pursuant to a designation filed with the Secretary of State
on July 24, 1989, for and on behalf of The People of the State of New York.
/s/ [ILLEGIBLE]
--------------------------------
Notary Public
[SEAL]
Approved this 13th day Approved as to form this
of May, 1991 10th day of May, 1991
XXXXXX X. XXXXX XXXXXX XXXXXX
State Comptroller Attorney General
By /s/ [ILLEGIBLE] By /s/ [ILLEGIBLE]
--------------------- --------------------------
TR Assistant Attorney General
[Illegible]
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