Exhibit 10(i)
PURCHASE AND SALE AGREEMENT
MARYLAND ROCK INDUSTRIES, INC., a Maryland corporation, and
FLORIDA ROCK INDUSTRIES, INC., a Florida corporation, and/or its
assigns (jointly and severally, "BUYER"), and FLORIDA ROCK
PROPERTIES, INC., a Florida corporation ("SELLER"), hereby agree
that SELLER will sell and BUYER will buy the following described
property, upon the following terms and conditions. The property
known as Breton Bay Property, in the Third Election District of
St. Mary's County, Maryland, containing 796 acres of land, more
or less, and as more particularly described below (the
"Property").
SEE EXHIBIT A
(which is fully incorporated in this Agreement by this reference)
It is understood that the Property will be conveyed by
SPECIAL WARRANTY DEED subject to taxes not yet due and payable
for the year of the closing and thereafter, existing zoning,
covenants, restrictions, easements of record, easements and other
matters of record and in fact that would be shown on an accurate
as-built survey and the matters set forth on the title insurance
commitment delivered under paragraph 6 of this Agreement. All
utility and other security deposits shall be and remain the
property of SELLER, and as of the date of the closing all utility
and other services shall be transferred to the account of BUYER
and SELLER shall receive a refund of its security deposits or
alternatively be entitled to a credit for any deposits
transferred to BUYER'S account by such utility and other
services.
1. TOTAL PURCHASE PRICE: The total purchase price to be
paid by BUYER is payable as follows:
(a) Binder Deposit, as stated below, and
Additional Deposits as hereinafter defined, as
applicable, which will be deposited in accordance
with paragraph 8(b) of this Agreement and will be
distributed according to the provisions
(b) Balance due at closing (not including BUYER'S
closing costs, prepaid items or prorations) in
U.S.
TOTAL PURCHASE PRICE $1,836,000.00
BUYER will deposit in cash or readily available funds with
SELLER as a binder deposit Twenty Thousand Dollars ($20,000 (the
"Binder Deposit"). The Binder Deposit and any Additional
Deposits (as defined in paragraph 8(b) hereof) will be held by
SELLER on the terms set forth in this Agreement for the mutual
benefit of the parties to this Agreement. The Binder Deposit and
any Additional Deposits may be commingled with other funds of
SELLER in SELLER'S sole discretion. BUYER shall not be entitled
to interest on the Binder Deposit and any Additional Deposits.
SELLER shall deliver the Binder Deposit (but notand any
Additional Deposits), (without interest), to the BUYER, upon
receipt by SELLER, within the Inspection and Study Period, as
that term is defined in paragraph 8(a) of this Agreement, of
written notice that BUYER has exercised its option to terminate
this Agreement pursuant to paragraph 8(a) of this Agreement.
Except as otherwise provided in this Agreement, if SELLER does
not receive notice from BUYER during the Inspection and Study
Period that it has terminated this Agreement, the SELLER will
apply the Binder Deposit and any Additional Deposits (without
interest) to the Total Purchase Price at the closing of the
purchase of the Property, or will retain the Binder Deposit and
any Additional Deposits if the closing does not occur due to the
default by BUYER under this Agreement.
2. SPECIAL PROVISIONS:
(a) THIS Agreement has been approved by the Board of
Directors of the BUYER.
(b) BUYER has paid and will continue to pay all real
property taxes imposed on the Property as they become due.
SELLER shall keep the Property free and clear of liens and
encumbrances, except any existing Deed of Trust, which shall be
paid as it becomes due by SELLER and paid in full with the
proceeds at closing.
3. CLOSING COSTS: BUYER and SELLER equally will pay
recording fees and any recordation and transfer taxes due to
record the deed. BUYER will pay BUYER'S attorney's fees and
costs, owner's title insurance costs and premiums, survey costs,
and all other costs not expressly provided herein to be paid by
SELLER. SELLER will pay SELLER'S attorney's fees and costs.
SELLER will deliver proof satisfactory to BUYER that BUYER will
not be obligated to withhold any of the purchase price under the
Foreign Investment in Real Property Tax Act or shall provide
funds at closing to enable BUYER to meet the tax obligation.
4. PRORATIONS: All real estate taxes, ad valorem taxes,
and other public or governmental charges or assessments against
the Property payable on an annual basis and not otherwise paid or
payable by BUYER, and the cost of service contracts assumed by
BUYER (if any), will be pro-rated as of the date of closing, and
are to be assumed and thereafter paid by BUYER. Taxes shall be
pro-rated based upon the actual amount of taxes, if known, for
the fiscal year in which the closing occurs and, if unknown,
shall be based upon the prior year taxes. If such proration of
taxes is based upon an estimate, BUYER and SELLER agree to re-
prorate after closing once the actual amount of taxes due for the
year of closing is known.
5. SALES COMMISSION: Each party represents and warrants to
the other that it has not consulted a real estate broker or
salesman in connection with the transaction contemplated by this
Agreement. If any other person or entity shall assert a claim to
any real estate commission or other compensation against either
SELLER or BUYER on account of alleged employment as a broker,
finder, listing agent, co-broker, consultant or otherwise, then
the party under this Agreement by, through or under whom such
person or entity claims any such employment or compensation shall
indemnify, defend and hold harmless the other party against
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and from any and all such claims and all costs, expenses and
liabilities incurred in connection with such claim or any action
or proceedings brought thereon.
6. TITLE EVIDENCE: Within thirty (30) days after delivery
of a Notice to Close, at BUYER'S sole cost and expense, BUYER
will obtain a Title Insurance Commitment for an owner's policy in
the amount of the Total Purchase Price from a title insurance
company licensed to write title insurance in the State of
Maryland. The title commitment shall have attached to it legible
copies of all instruments described in the commitment. BUYER
will deliver a copy of the title commitment, with applicable
copies, to SELLER within five (5) days of receipt by BUYER. The
title commitment must disclose the title to be good, marketable
and insurable, and subject to no encumbrances or exceptions,
other than Permitted Exceptions. "Permitted Exceptions" shall
include real estate and ad valorem taxes for the current year and
covenants, restrictions and easements and other title exceptions
that, in BUYER'S discretion reasonably applied, do not materially
impair the use of the property as currently used. If either the
Survey described in paragraph 7 or the title evidence described
above in this paragraph 6 reveals any encroachments, overlaps,
easements, restrictions, covenants, conditions or other defects
other than Permitted Exceptions, BUYER, within thirty (30) days
after the applicable Notice to Close, may then do one of the
following as BUYER'S sole remedy:
(a) Accept the uncured title defects and require the
SELLER to deliver the title to the Property at the Closing in its
existing condition with no reduction in the purchase price; or
(b) Require SELLER to return to BUYER the Security
Deposits, whereupon this Agreement shall be automatically
terminated and all parties released from further obligation under
this Agreement.
BUYER will pay the cost of title insurance. SELLER
further agrees to execute and deliver to the title insurance
company at Closing an owner's affidavit of possession and no
liens and such documentation, if any, as the title company shall
reasonably require to evidence that the execution and delivery of
this Agreement and the consummation of the transactions
contemplated by this Agreement have been duly authorized and to
delete the "standard" and "gap" exceptions, except Permitted
Exceptions and uncured title defects.
7. SURVEY: Within thirty (30) days after delivery of a
Notice to Close, at BUYER'S sole cost and expense, BUYER shall
obtain an as-built survey for the Property. The survey shall not
be dated earlier than ninety (90) days prior to the closing and
shall comply with the minimum detail requirements for land title
surveys as adopted by the American Land Title Association and
American Congress of Surveying and Mapping and otherwise meet the
technical standards required of surveys in the State of Maryland.
BUYER will deliver a copy of the survey to SELLER within five (5)
days of receipt by BUYER. If the survey shows any encroachment
on the Property of any structure on the Property or shows any
restriction or set back line violation or other matter which
renders title unmarketable, such matter shall be considered and
treated as a title defect under paragraph 6.
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8. INSPECTION AND STUDY AND TIME FOR CLOSING :
(a) Subject to extension in accordance with
subparagraph (b) below, BUYER shall have until the expiration of
a period of time commencing upon the execution of this Agreement
and ending one hundred and twenty (120) days from the date of
execution of the Agreement (the "Inspection and Study Period") to
inspect, test, engineer and conduct any and all studies,
inspections and investigations of the Property as BUYER may deem
advisable. Should BUYER determine in its sole discretion on or
before the termination of the Inspection and Study Period that
the Property does not meet its requirements for any reason, then
BUYER may terminate this Agreement during the Inspection and
Study Period by delivering notice of termination to SELLER. Upon
the termination of this Agreement by BUYER within the Inspection
and Study Period, this Agreement shall become null and void, and
both BUYER and SELLER shall have no further obligations under
this Agreement. If the Agreement is not terminated by BUYER
within the Inspection and Study Period, BUYER shall continue to
have the right until the consummation of the transaction
contemplated by this Agreement, or earlier termination of this
Agreement, to enter the Property, at its sole risk and expense,
at reasonable times and survey the Property and conduct
inspections and tests of all physical portions of the Property,
including without limitation, the soil, the air conditioning and
heating systems, electrical systems, plumbing, foundations,
structure, sprinkler systems, roofs, sewage distribution systems,
and paint and finished work.
(b) Prior to the expiration of the Inspection and
Study Period described in subparagraph (a) above or of its
extension as herein provided, BUYER may extend such Inspection
and Study Period for two successive thirty (30) day terms by
depositing the sum of Twenty Thousand Dollars ($20,000.00) for
each thirty (30) day term prior to the initial expiration date of
the Inspection and Study Period or the first thirty (30) day
extension thereof . Such sums paid by BUYER to SELLER for such
extensions shall be deposited with SELLER to beand held by SELLER
as an "Additional Deposit". The Binder and Additional Deposits
shall be applied to the total purchase price at closing.
However, should BUYER fail to terminate this Agreement during the
Inspection and Study Period (as it may be extended) and
thereafter fail to close for any reason, such Binder and
Additional Deposits shall be paid to SELLER pursuant to Paragraph
14 below. If BUYER terminates this Agreement during the initial
120 day Inspection and Study Period, BUYER shall be entitled only
to the refund of the Binder Deposit; and after the initial 120
day Inspection and Study Period, and, notwithstanding any
termination of this Agreement by BUYER pursuant to this paragraph
8, the Binder Deposit and all Additional Deposits paid by BUYER
to SELLER for any such extensions shall not be refunded to BUYER,
but shall be retained by SELLER as its sole property.
(c) DELETED.
(d) If this Agreement is not terminated as provided in
subparagraph (a) or (b) above, Buyer will deposit with SELLER, as
an Additional Deposit, additional sums so as to increase the
total Binder and Additional Deposits paid to and held by SELLER
to One Hundred Twenty Thousand Dollars ($120,000.00) and the
transaction will be closed and all closing papers delivered on or
before that certain date which is no later than forty-five (45)
days after the
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termination of the Inspection and Study Period or
a date mutually agreeable to SELLER and BUYER, but not later than
December 15, 2003, at the office of SELLER or legal counsel of
SELLER, in Annapolis, Maryland BUYER will have no ownership
interest in the Property until closing.
(e) BUYER and SELLER shall, at the time of closing,
execute all other papers and documents that may become reasonably
necessary in order to close this transaction, as may be suggested
by the counsel of either BUYER or SELLER and approved by the
other party's counsel.
(f) SELLER will receive all rents and income from the
Property until delivery of the Property a closing.
(g) If BUYER enters the Property prior to closing,
BUYER shall (a) keep the Property free of any liens or claims
resulting therefrom, (b) defend, indemnify and hold harmless
SELLER against and from any claim, liability, damages, costs and
expenses (including reasonable attorney's fees and other costs of
litigation) imposed or sought to be imposed on SELLER as a result
of the actions or negligence of BUYER, its employees, agents, and
contractors on the Property, (c) restore the Property to its
condition prior to any such entry, work, investigations and the
like on the Property. BUYER'S obligations under this section
shall survive closing or termination of this Agreement.
9. LOSS OR DAMAGE: The risk of loss to the Property will
remain with the SELLER until closing, provided, however, BUYER
shall be responsible for and shall indemnify SELLER for all
damages or loss to the Property caused by BUYER or its agents
prior to the closing. If the property is damaged by FORCE
MAJEURE, fire or other casualty prior to closing, and SELLER
declines to repair or restore, BUYER will have the option in its
discretion reasonably applied of either taking the Property as
is, together with any insurance proceeds payable by virtue of
such loss or damage, or of canceling this Agreement. If BUYER
cancels this Agreement under this paragraph 9, SELLER will return
the Binder and Additional Deposits within five (5) days and
neither party will have any further obligations arising from this
Agreement. SELLER will maintain appropriate insurance on the
Property until closing.
10. CONDEMNATION: If at any time prior to closing, any
proceedings shall be commenced or consummated for the taking of
the Property or a material part of the Property for public or
quasi-public use pursuant to the power of eminent domain, either
BUYER or SELLER, by written notice to the other party within
thirty (30) days of notice of such taking, may terminate this
Agreement, and thereupon all parties shall be relieved of all
further obligations under this Agreement and the Binder and
Additional Deposits shall be returned to BUYER. Unless this
Agreement is so terminated, this Agreement shall remain in full
force and effect, and SELLER shall assign and transfer to BUYER
any interest in any awards made with respect to the Property or
the total purchase price shall be reduce appropriately. If at
any time prior to closing any proceedings shall be commenced or
consummated for the taking of any portion of the Property that is
immaterial for public or quasi-public use pursuant to the power
of eminent domain, this Agreement shall remain in full force and
effect and neither party shall have the right
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to cancel this Agreement. For purposes of this paragraph 10 a
material portion of the Property shall be an amount of land area
that alters or impairs the use of the Property or effects
compliance with applicable zoning code.
11. CONDITION: SELLER agrees to deliver the Property in its
PRESENT "AS IS" CONDITION with no representations or warranties
on the part of SELLER except as otherwise specifically set forth
in this Agreement. BUYER will have the opportunity to inspect
the Property and HAS NOT RELIED UPON ANY REPRESENTATIONS MADE BY
SELLER in describing the Property, and BUYER accepts the Property
in its PRESENT, AS IS CONDITION. BUYER acknowledges and agrees
that BUYER has caused its engineers, surveyors, and other
professionals as may be deemed necessary in BUYER'S opinion to
investigate the Property making its decision to purchase the
Property.
12. PERSONAL PROPERTY: Included in the purchase price are
all fixed equipment owned by SELLER as now installed on the
property and all personal property on the Property owned by
SELLER. Such personal property will be conveyed by a xxxx of
sale reasonably satisfactory to BUYER if requested by BUYER.
13. INDEMNITY: BUYER shall defend, hold harmless and
indemnify SELLER from any and all claims, demands, causes of
action or liability, costs and expenses (including reasonable
attorney's fees and other litigation expenses) arising out of or
in connection with BUYER'S ownership, occupancy or operation of
the Property and improvements subsequent to the date of closing,
including, without limitation, those arising out of or in
connection with hazardous materials, substances or waste or
BUYER's failure to comply with applicable federal, state and
local environmental laws and regulations. The provisions of this
paragraph 13 specifically shall survive the closing of the
transaction contemplated by this Agreement.
14. DEFAULT AND ATTORNEYS FEES: If by reason of default by
BUYER the transaction does not close as required under this
Agreement, SELLER shall retain the Binder and Additional Deposits
as agreed liquidated damages and in full settlement of any claim,
whereupon BUYER and SELLER will be relieved of all obligations
under this Agreement. If SELLER defaults under this Agreement,
the BUYER shall, as its sole remedy, have the election to either
(I) seek specific performance of this Agreement if (and only if)
SELLER'S default is intentional and performance of this Agreement
is within the reasonable control of SELLER, or (ii) to obtain a
refund of the Binder and Additional Deposits, thereby waiving any
action for specific performance. BUYER and SELLER waive all other
remedies, including any claim for monetary damages, they may have
against the other at law or in equity. In connection with any
litigation arising out of this Agreement, the prevailing party,
as determined by the court will be entitled to recover from the
other party all costs incurred by the prevailing party, including
without limitation a reasonable attorney's fee.
15. ASSIGNMENT: BUYER shall have the right to assign its
interest in this Agreement to an assignee if that assignee is
another form of legal entity of which BUYER has the entire
ownership interest or control. BUYER shall provide SELLER with a
copy of such
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assignment, together with documents showing that such assignment
complies with the requirements of this paragraph. Otherwise, this
Agreement is not assignable by BUYER.
16. NOTICES: All notices required hereunder shall be in
writing and shall be deemed to have been delivered personally
when delivered, or three (3) days after delivery to the U.S.
Postal Service when sent by registered or certified mail, return
receipt requested, postage prepaid or the following business day
when sent via nationally recognized overnight delivery service to
a party at its address as hereinafter set forth:
AS TO SELLER: Florida Rock Properties, Inc.
ATTN: Xxxxx X. XxXxxxxxxx, Xx.
00 Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
AS TO BUYER: Florida Rock Industries, Inc.
ATTN: Xxxx X. Xxxxx, XX
and Xxxxx XxXxxxx
X.X. Xxx 0000
Xxxxxxxxxxxx, XX 00000
17. IRC SECTION 1031 EXCHANGE: Upon and in accordance with
request of SELLER, BUYER agrees to cooperate with SELLER in all
reasonable respects in effecting for the benefit of said SELLER a
simultaneous or delayed like-kind exchange of real property
pursuant to Section 1031 of the United States Internal Revenue
Code and the Treasury Regulations promulgated thereunder,
provided that:
(a) BUYER shall incur no material additional costs,
expenses, or liabilities as a result of, or in connection with,
the exchange; and
(b) SELLER agrees to indemnify and hold BUYER harmless
from any loss, costs or expenses caused solely by BUYER'S
agreement to cooperate with the like-kind exchange contemplated
in this paragraph 17.
18. MISCELLANEOUS: This Agreement when executed by all
parties will be binding upon, enforceable by and inure to the
benefit of BUYER, SELLER and their successors and permitted
assigns. There are no other Agreements, promises or
understandings between these parties except as specifically set
forth in this Agreement. No alterations or changes will be made
to this Agreement except in writing and signed or initialed by
the parties in this Agreement. This Agreement shall not be
construed more strongly against any party regardless of who is
responsible for its preparation. The parties acknowledge that
each contributed and is equally responsible for its preparation.
If all or any portion of the provisions of this Agreement shall
be declared invalid by laws applicable to this Agreement, such
invalid portion shall be ineffective and unenforceable without
invalidating the remaining portions of this Agreement. All
captions and headings appearing are for convenience only and
shall not be considered in
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construing or giving effect to the provisions of this
Agreement. This Agreement will be governed by the laws of the
State of Maryland, without reference to its conflict of law rules
and will not be recorded. TIME IS OF THE ESSENCE IN THIS
AGREEMENT.
19. COUNTERPARTS: This Agreement may be executed in
counterparts, each of which will be deemed an original document,
but all of which will constitute a single document. This
document will not be binding on or constitute evidence of a
contract between the parties until such time as a counterpart of
this document has been executed by each party and a copy thereof
delivered to each other party to this Agreement.
20. NO JOINT VENTURE OR PARTNERSHIP: This Agreement is not
intended nor shall it be construed to create a joint venture or
partnership between the parties, and neither party shall
constitute the agent of the other for any purpose.
EXECUTION DATE OF THIS AGREEMENT IS _________________, 2003.
SIGNED, SEALED AND DELIVERED in duplicate by duly authorized
officers of each party and respective corporate seals affixed on
the date stated.
WITNESS: FLORIDA ROCK INDUSTRIES, INC.
_____________________________ By:___________________________
Print Name Its:
(Corporate Seal)
WITNESS: MARYLAND ROCK INDUSTRIES, INC.
_____________________________ By:___________________________
Print Name Its:
(Corporate Seal)
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WITNESS: FLORIDA ROCK PROPERTIES, INC.
______________________________ By:___________________________
Print Name Its:
(Corporate Seal)
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EXHIBIT A
Current Properties in St. Mary's County, Maryland, held by
Florida Rock Properties:
PROPERTY KNOWN AS, 21475 Xxxxx'x Wharf Road, described and
identified by the Maryland Department of Assessments and Taxation
as Tax Map 48, Parcel 123, consisting of 117.799 acres, more or
less, being all of that part of Tract that was conveyed by
Maryland Rock Industries, Inc. to Florida Rock Properties by deed
dated April 1, 1986, which Deed was recorded June 27, 1986, among
the Land Records of St. Mary's County, Maryland in Liber MRB,
294, at Folio 177, better described in such deed as Xxxxxxxxx
Parcel 5.
BEING PART OF THE SAME - Abells Wharf Road, described and
identified by the Maryland Department of Assessments and Taxation
as Tax Map 48, Parcel 252, consisting of .0.623 acres, more or
less, being all of that part of Tract that was conveyed by
Maryland Rock Industries, Inc. to Florida Rock Properties by deed
dated April 1, 1986, which Deed was recorded June 27, 1986, among
the Land Records of St. Mary's County, Maryland in Liber MRB,
294, at Folio 177, better described in such deed as Xxxxxxxxx
Parcel 5 "B."
ALSO BEING PART OF THE SAME property conveyed 0.623 acres, more
or less, to Florida Rock Properties, Inc. from Xxxxxx X. Xxxxxx
and Lovers Point, Inc., a Maryland Corporation, by Quit Claim
Deed dated August 7, 1997, which Deed was recorded on February
24, 1998 among the Land Records of St. Mary's County, Maryland in
Xxxxx XXX 1247, at Folio 214.
SAVING AND EXCEPTING THAT PART OF THE SAME property from Florida
Rock Properties, Inc. conveying 0.14 acres, more or less, to the
Board of County Commissioners of St. Mary's County, Maryland, by
Quit Claim Deed dated December 14, 1998, which Deed was recorded
on January 12, 1999 among the Land Records of St. Mary's County,
Maryland in Liber 1373 at folio 005.
SAVING AND EXCEPTING deed of easement consisting of 3.0 acres,
more or less, from Florida Rock Properties to Board of County
Commissioners, which Deed was recorded on November 30, 1998 among
the Land Records of St. Mary's County, Maryland in Xxxxx XXX 1354
at Folio 510.
PROPERTY KNOWN AS, R/S Breton Bay Road, described and identified
by the Maryland Department of Assessments and Taxation as Tax Map
48, Parcel 7, consisting of 156.345 acres, more or less, being
all of that part of Tract that was conveyed by Maryland Rock
Industries, Inc. to Florida Rock Properties by Deed dated April
1, 1986, which Deed was recorded June 27, 1986, among the Land
Records of St. Mary's County, Maryland in Liber MRB, 294, at
Folio 177, better described in such deed as Green Acres Parcel 3.
PROPERTY KNOWN AS, 00000 Xxxxxx Xxxxx Xxxx, described and
identified by the Maryland Department of Assessments and Taxation
as Tax Map 48, Parcel 64, consisting of 306.491 acres, more or
less, being all of that part of Tract that was conveyed by
Maryland Rock Industries, Inc.
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to Florida Rock Properties by Deed dated April 1, 1986, which Deed
was recorded June 27, 1986, among the Land Records of St. Mary's
County, Maryland in Liber MRB, 294, at Folio 177, better described
in such Deed as Xxxx Parcel 2.
PROPERTY KNOWN AS, Breton Beach Road, described and identified by
the Maryland Department of Assessments and Taxation as Tax Map
48, Parcel 177, being all of that part of Tract that was conveyed
by Maryland Rock Industries, Inc. to Florida Rock Properties by
Deed dated April 1, 1986, which Deed was recorded June 27, 1986,
among the Land Records of St. Mary's County, Maryland in Liber
MRB, 294, at Folio 177; ALSO PART OF THE SAME property conveyed
from Xxxx S and Xxxx X Xxxxxxxxx to Maryland Rock Industries,
Inc. which Deed was recorded on December 23, 1981 among the Land
Records of St. Mary's County, Maryland in Liber MRB, 110, at
Folio 250 and Liber MRB 291, at Folio 372; including also the
PROPERTY KNOWN AS, 00000 Xxxxxx Xxxxx Xxxx, described and
identified by the Maryland Department of Assessments and Taxation
as Tax Map 48, Parcel 14, consisting of 5.0 acres, more or less.
PROPERTY KNOWN AS, Medley Creek, described and identified by the
Maryland Department of Assessments and Taxation as Tax Map 48,
Parcel 188, consisting of 100.0 acres, more or less, being all of
that part of Tract that was conveyed by Maryland Rock Industries,
Inc. to Florida Rock Properties by Deed dated April 1, 1986,
which Deed was recorded June 27, 1986, among the Land Records of
St. Mary's County, Maryland in Liber MRB, 294, at Folio 177,
better described in such Deed as Xxxxx parcel 4.
ALSO PART OF THE SAME property conveyed from Xxxxx X. Xxxxx to
Maryland Rock Industries, Inc. which Deed was recorded on May 26,
1982, among the Land Records of St. Mary's County, Maryland in
Liber MRB, 118, at Folio 88; including 0.76 acres, more or less,
conveyed from Medley Neck Limited to Florida Rock Properties
pursuant to Deed dated July 6, 1992, which Deed was recorded on
October 5, 1992 among the Land Records of St. Mary's County,
Maryland in Liber 715, at Folio 352.
SAVING AND EXCEPTING 0.85 acres, more or less, conveyed by
Florida Rock Properties to Medley Neck Limited as an exchange
dated July 6, 1992, which Deed was recorded on October 5, 1992
among the Land Records of St. Mary's County, Maryland in Liber
715, Folio 355.
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