THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
EXHIBIT 10.15
AMENDED AND RESTATED LEASE AGREEMENT
THIS AMENDED AND RESTATED LEASE AGREEMENT is made and executed
this 14 day of October, 1997 by and between XXX XXXXXXX and XXX XXXXXXX,
husband and wife, of Franklin Township, Huntingdon County, Pennsylvania
(referred to in the singular as "Lessor")
-AND-
AQUAPENN SPRING WATER COMPANY, INC., a Pennsylvania Business Corporation,
with offices at Xxx XxxxXxxx Xxxxx, Xxxxxxxxx, Xxxxxxxxxxxx (referred to as
"Lessee").
BACKGROUND
A. Lessor and Xxxxxx X. Xxxxx, III, entered into a Lease Agreement
dated October 28, 1986 (the "Lease Agreement"), whereby Lessor leased to
Xxxxx certain real estate in Franklin Township, Huntingdon County,
Pennsylvania, as more fully described on Exhibit "A" attached hereto and
made a part hereof by this reference (the "Leased Premises").
B. On May 27, 1988, Lessor and Xxxxxx X. Xxxxx, III entered into a
Memorandum of Lease and Right of First Refusal which was recorded in the
Office of the
THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
Recorder of Deeds of Huntingdon County, Pennsylvania on June 20, 1988 at
record book 218, page 274.
C. On December 22, 1988, Xxxxxx X. Xxxxx, III, assigned his rights
under the Lease Agreement to Lessee by a certain Assignment and Assumption
Agreement which was recorded in the Office of the Recorder of Deeds of
Huntingdon County, Pennsylvania on March 10, 1989 at record book 232, page
497.
X. Xxxxxx and Lessee mutually desire to amend and restate the Lease
Agreement in the manner set forth herein.
NOW THEREFORE, the parties hereto, intending to be legally bound,
agree as follows:
1. LEASED PREMISES. Lessor for an in consideration of the rents,
covenants and conditions contained in this Lease, does hereby lease to
Lessee, and Lessee leases and accepts from Lessor, the real property
consisting of approximately seventy four (74) acres, upon which are located
three (3) springs, which is more fully described in Exhibit "A" attached
hereto and by this reference made a part hereof, together with the right of
ingress, egress and regress (the "Leased Premises").
2. LESSOR'S WARRANTY OF TITLE. Lessor hereby represents and warrants
that Lessor is the owner in fee simple absolute of the Leased Premises,
subject to
2
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TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
the covenants, conditions, restrictions and easements of record, if any,
which matters of record will not unreasonably interfere with Lessee's use
of the Leased Premises. Lessee is aware of water rights previously granted
by predecessors in title to Lessor herein as set forth in Huntingdon County
Deed Book Vol. 64, Page 685, attached hereto as Exhibit "B".
3. LESSOR'S WARRANTY OF QUIET ENJOYMENT. Lessor covenants and agrees
that Lessee, and Lessee exclusively, in paying the rent and other charges
herein provided for the observing and keeping the covenants, conditions and
terms of this Lease on Lessee's part to be kept or performed, shall
lawfully and quietly hold, occupy, use and enjoy the Leased Premises during
the term of this Lease without hindrance or molestation by Lessor or any
person claiming under Lessor, except as set forth herein relating to rights
retained by Lessor.
4. LEASE TERM. The term of this Lease shall end on December 31, 2017,
subject to the terms and conditions set forth herein. Provided, however,
Lesser may, at any time during the term of this Lease Agreement, upon five
(5) year's written notice to Lessor, terminate this Lease Agreement for any
reason whatsoever, provided that any rental due for the last year shall be
prorated to the date of termination of the Lease. The commencement of the
least term is expressly contingent upon Lessee obtaining from the
Pennsylvania Department of Environmental Protection, or any other such
regulatory agency, a permit for the bottling of water from the Leased
Premises or such other premises as Lessee shall pipe, haul or otherwise
transport the water to. If this Lease is terminated by Lessee prior to
3
THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
December 31, 2017 by exercising its five (5) year termination rights
herein, the Lease shall terminate in its entirety on the date of
termination and Lessee shall have no rights under this Lease Agreement and
in particular shall not retain any options set forth in paragraph 18
hereinafter, subsequent to the date of termination.
5. RENT. Lessee shall pay Lessor rent for the use and occupancy of the
Leased Premises in the amounts set forth on Exhibit "C" attached hereto and
made a part hereof by this reference. All rent shall be payable in advance
on or before the first day of each year during the term of this Lease
Agreement. [ ].
6. REAL ESTATE TAXES. Lessee shall pay any real estate taxes levied
and assessed against the Leased Premises during the term hereof. Such taxes
shall be paid either to Lessor or to the appropriate taxing authorities, at
the election of Lessee, prior to such time as such taxes shall become
delinquent.
7. USE OF LEASED PREMISES. Lessor and Lessee hereby acknowledge it is
their intention that the Leased Premises be used by Lessee as a source of
potable water which will be collected by Lessee into a tank or tanks to be
constructed by Lessee on the Leased Premises which tank or tanks will be in
the vicinity of the springs used as a water source by the Lessor. Lessee
agrees that unless otherwise permitted by Lessor he will construct not more
than one (1) tank for each spring on the Leased Premises. The parties
further intend that this Lease specifically includes the right to take,
draw and otherwise use
4
THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
for sale or other commercial purposes water which flows from any and all
springs located on the Leased Premises. Neither party shall do any act that
would disrupt, pollute, impair or otherwise harm the spring water, keeping
in mind that the water is intended to be a source of potable drinking water
for use by Lessors and sale by Lessee. Lessee at its sole discretion, may
drill xxxxx at the spring site, in order to manage the flow of water from
the springs.
8. CONSTRUCTION AND OPERATION BY LESSEE. Lessee shall at its own
expense construct such tank or tanks, spring covers and enclosures, water
lines and non-chemical filtration or purification systems as shall be
necessary or expedient for the operation of Lessee's contemplated business
on the Leased Premises. Prior to commencing any construction (including any
alteration or improvements), Lessee shall submit to Lessor for approval the
plans for the projected construction project. Lessor shall have ten (10)
days from the day the plans are submitted to them to approve or disapprove
the projected construction project, provided that the approval for any
projected construction project shall not be unreasonably withheld. All
construction and operations done by Lessee, its agents or subcontractors
shall be performed in a careful and prudent manner. All operations of
Lessee shall be conducted in conformance with applicable federal, state or
municipal regulations, and Lessee shall be solely responsible for the
manner in which said operations are conducted. Lessee shall be responsible
for obtaining any and all permits which are required for its use, operation
or construction of the Leased Premises. Upon termination of this Lease any
improvements built upon the Leased Property shall become the property of
the Lessor unless Lessor gives Lessee notice to remove any such
improvements, provided that any tank or
5
THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
tanks and any purification or filtration equipment used by Lessee shall
remain the property of Lessee and shall be removed at the termination of
this Lease. In the event Lessee receives notice to remove improvements upon
the termination of this Lease, Lessee shall remove those improvements at
its sole expense within sixty (60) days of such notice.
9. LESSOR'S WATER SUPPLY. The parties acknowledge that drinking water
for Lessor's use is being provided by the springs where Lessee will be
conducting its operations. Lessee shall use its best efforts to ensure that
the Lessor shall have a sufficient supply of water to Lessor's farmhouse
for personal domestic purposes. In the event that Lessor's drinking water
is materially disturbed through the fault of the operations of Lessee, upon
written notice thereof given by Lessor to Lessee, Lessee shall halt
construction or operations on the Leased Premises until such time as Lessor
shall be provided a sufficient supply of water as aforesaid.
10. OTHER USE OF WATER AND LEASED PREMISES. In addition to the
Lessor's supply of water referred to in Paragraph 9 hereof, Lessee agrees
that it shall use its best efforts to ensure that the home formerly owned
by Xxxxxxx Xxxxxx shall have a sufficient supply of water as required by
the agreement recorded in Huntingdon County Deed Book Vol. 64 at page 685.
In addition, Lessor shall be entitled to provide a sufficient supply of
water for personal domestic purposes to two (2) additional homes, which may
be hereinafter constructed for members of Lessor's immediate family. The
water right for those two (2) homes, which hereinafter may be constructed,
shall be perpetual enabling them to use water from the spring serving the
Lessor's home for domestic purposes in perpetuity.
6
THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
Lessee shall have the right to approve and supervise the installation of
the water line from the spring to the two (2) new houses which Lessor is
permitted to build during the term of this agreement. Lessor shall be
entitled to use the cabin by the large spring so long as its use does not
pollute the springs to any extent nor interfere with Lessee's operations.
11. FISHING AND HUNTING RIGHTS. Lessor retains the fishing rights to
Spruce Creek on the Leased Premises and further retains the right to xxxx
on the Leased Premises. Lessee acknowledges that Lessor intends to continue
to exercise fishing rights on behalf of members of his family and retains
the right to lease his fishing rights to the Xxxxxx Fishing Club in
accordance with previous practice over decades. The parties have hereto
agreed that such fishing rights and lease of fishing rights shall continue
subject to such reasonable restrictions as may be necessary so that the
Lessor, Lessor's heirs and assigns and/or the members of the Xxxxxx Fishing
Club do not interfere with the operations of the Lessee or pollute the
water source on the Leased Premises. Any payments for such leases are the
property of the Lessor.
12. RIGHT-OF-WAY. The parties acknowledge that a roadway or
right-of-way currently exists over the Leased Premises. Lessor for Lessor,
Lessor's heirs, and assigns and for Lessor's fishing and hunting licensees
and/or lessee, retains an easement over the said roadway for purposes of
ingress, egress and regress to exercise all rights consistent with and
permitted under this agreement. Lessee shall be responsible for the cost of
maintenance and improvement to said roadway, however no maintenance or
improvements shall be
7
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TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
conducted on the said roadway without the prior consent of Lessor, which
consent shall not be unreasonably withheld.
13. TREE OPERATIONS. Lessor shall have the right to conduct timbering
operations on the Leased Property which shall be limited to the cutting of
individual dead trees and individual live saw grade trees. Provided,
however, Lessor shall not have the right to perform any clear cutting nor
shall Lessor's timbering operations interfere in any way with Lessee's use
of the Leased Premises. Lessor shall provide prior notice to Lessee of any
proposed timbering on the Leased Premises, which notice shall describe the
number and location of any trees to be cut. Lessor shall be permitted to
grow Christmas trees on two fields that are currently planted and to
harvest such trees at maturity provided that Lessor's Christmas Tree
growing activity shall not make use of fertilizers, pesticides or other
chemicals and shall not unreasonably interfere with Lessee's use and
occupancy of the Leased Premises.
14. ASSIGNMENT OF LEASE. Lessee may, at any time or from time to time
during the term hereof, encumber by mortgage or other security instrument,
by way of collateral assignment or otherwise, Lessee's interest under this
Lease and the leasehold estate hereby created for any purpose, without the
consent of Lessor. Lessee shall have the right to assign its estate and
interest in this lease to any entity to which the Lessee owns an interest,
subject, however, to the understanding that the obligations of Lessee
hereunder shall not be released as to Lessee individually unless Lessor
herein, Lessor's heirs, administrators, successors or assigns agree to
release Lessee from Lessee's obligations hereunder; otherwise,
8
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TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
this Lease shall not be assignable or the Leased Premises sublet without
the express written consent of the Lessor.
15. LIABILITY INSURANCE. Lessee shall acquire and keep in effect
during the term hereof a policy or policies of liability insurance in an
amount of not less than [ ] which shall name Lessor as insured parties
thereon.
16. INDEMNITY OF LESSEE. The Lessee shall indemnify and save harmless
the Lessors from any and all loss and of and from any and all causes of
action, claims, reckonings or accounts whatsoever relating to the work and
business of the Lessee as set forth in this Lease, whether such claims be
made by or caused by an governmental agency, Lessee, invitees of Lessee,
Lessee's agents, servants or workmen, or any other person acting by or
through Lessee.
17. INDEMNITY OF LESSOR. Lessor hereby agrees to indemnify and to hold
Lessee harmless against any loss, cost, damage or expense, including
reasonable attorney's fees, which Lessee should sustain by virtue of
Lessor's violation of any term hereof.
18. RIGHT OF FIRST REFUSAL. Lessor hereby grants to Lessee a right of
first refusal to purchase or lease the Leased Premises, (herein called "the
property") to be exercised in the following manner. If the Lessor shall
receive a bona fide offer from another person or entity to purchase or
lease the property, or any portion thereof, the Lessor shall send to the
Lessee a copy of the proposed contract, and shall further notify the Lessee
of the
9
THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
intention of the Lessor to accept the same. The Lessee shall then have the
right within thirty (30) days to accept the terms of the said contract in
its own name for the gross purchase price or rental and on the terms
specified in the same contract, and shall enter into a contract with Lessor
setting forth those same terms and conditions. If the Lessee shall not so
elect within the same period, the Lessor may then sell or lease the
property to the said buyer or lessee, provided that such sale or lease is
on the same terms and conditions and for the price set forth in the same
contract submitted to the Lessee. This right of first refusal shall
continue during the term of this lease agreement and for ten (10) years
thereafter. This right of first refusal shall not prohibit any transfer of
the property between the current owners, nor shall it prohibit the gift or
devise of the property by a current owner to spouse or issue, provided that
the terms of this right of first refusal shall be binding upon said spouse
or issue.
19. SURVEY: TITLE SEARCH. Lessee shall arrange for and obtain, at its
sole cost and expense, a survey and title search of the Leased Premises for
the purpose of establishing agreement on the correct boundary between the
upper twelve (12) acre field on the Leased Premises and adjacent land owned
by R. Xxxxx Xxxxxxxx.
20. DEMOLITION OF COTTAGES. Lessee shall, at its sole cost and
expense, demolish the two (2) cottages on the Leased Premises known as the
"Xxxxx" and "XxXxxxxxxx" cottages following january 1, 1998. Prior to the
demolition, Lessor shall be permitted to remove any salvageable items from
these cottages.
10
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TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
21. RESTORATION OF FOOTBRIDGES; XXXXXXX COTTAGE. If appropriate
regulatory approvals are received (including, without limitation, the
Commonwealth of Pennsylvania, Department of Environmental Protection),
Lessee shall, at its sole cost and expense, restore the two footbridges
that cross the creek to the lower cabin by the big spring. In the event
such footbridges are restored by Lessee, Lessee shall, during the lease
term, keep the approaches to such footbridges clear of brush and weeds.
Lessee shall also evaluate the feasibility and expense of restoring and
providing electrical service to the Xxxxxxx cottage. Lessee shall, within a
reasonable time, inform Lessor of its findings on this subject. Provided,
however, that notwithstanding any restoration of the Xxxxxxx cottage,
Lessee shall continue to be permitted to obtain water from the Xxxxxxx
spring.
22. REPAIR OF RESIDENTIAL WATER LINE. Lessee shall, within sixty (60)
days of the full execution of this Lease, at its sole cost and expense,
repair and/or replace the water line to Lessor's residence.
23. ISSUANCE OF STOCK; OPTION. Lessee shall, within thirty (30) days
of the execution of this Lease Agreement, [ ]. Further, within thirty (30)
days of the execution of this Lease Agreement, Lessee [ ].
11
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TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
24. PARTIAL INVALIDITY. If any term, covenant, condition or provision
of this Lease is held by a court of competent jurisdiction to be invalid,
void, or unenforceable, the remainder of the provisions shall remain in
full force and effect and shall in no way be affected, impaired, or
invalidated.
25. AGENCY. Nothing contained in this Lease shall be deemed or
construed by the parties or by any third person to create the relationship
of principal and agent or of partnership or of joint venture or of any
association between Lessor and Lessee, and neither the method of
computation of rent nor any other provisions contained in this Lease nor
any acts of the parties shall be deemed to create any relationship between
Lessor and Lessee, other than the relationship of Lessor and Lessee.
26. NUMBER AND GENDER. In this Lease the neuter gender includes the
feminine and masculine, and the singular number includes the plural, and
the word "Person" includes corporation, partnership, firm, or association
wherever the context so requires.
27. CAPTIONS. Captions of the articles, sections, and paragraphs of
this Lease are for convenience and reference only, and the words contained
therein shall in no way be held to explain, modify, amplify, or aid in the
interpretation, construction, or meaning of the provisions of this Lease.
28. RECORDING. A Memorandum of this Lease and Right of First Refusal
contained therein may be recorded at the option and expense of Lessee.
Lessor shall execute and acknowledge any such Memorandum upon request of
Lessee.
12
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TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
29. NOTICES. All notices to be sent shall be addressed as follows:
If to Lessor: Mr. and Xxx. Xxx Xxxxxxx
XX-00 Xxx 00
Xxxxxxxxxxxx Xxxxxxx, XX 00000
with a copy to: Xxxx X. Xxxxx, Esquire
Henry, Corcelius, Gates, Gill & Ody, P.C.
000 Xxxx Xxxxxx, X.X. Xxx 000
Xxxxxxxxxx, XX 00000
if to Lessee: AquaPenn Spring Water Company, Inc.
Xxx XxxxXxxx Xxxxx
X.X. Xxx 000
Xxxxxxxxx, XX 00000
with a copy to: Xxxxxx X. Xxxxxx, Esquire
XxXxxxxx Xxxxxx
000 Xxxxxxxxxx Xxxxx
Xxxxx Xxxxxxx, XX 00000-0000
30. BINDING EFFECT. The agreement shall be binding upon and inure to
the benefit of the heirs, personal representatives, successors and assigns
of the parties hereto.
31. ENTIRE AGREEMENT. This Lease contains the entire agreement of the
parties with respect to the matters covered by or related to this Lease,
and no other agreement, statement, or promise made by any party, or to any
employee, officer, or agent of any party, which is not contained in this
Lease shall be binding or valid.
IN WITNESS WHEREOF, the undersigned Lessor and Lessee hereto execute
this Agreement as of the day and year first above written.
WITNESSES: LESSOR:
(Illegible signature) /s/ Xxx Xxxxxxx
--------------------------- -------------------------------
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Xxx Xxxxxxx
(Illegible signature) /s/ Xxx Xxxxxxx
--------------------------- ------------------------------
Xxx Xxxxxxx
ATTEST: LESSEE: AQUAPENN SPRING WATER
COMPANY, INC.
/s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxxx X. Xxxxx, III
--------------------------- -----------------------------
Xxxxxx X. Xxxxx
By: President
-----------------------------
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TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
COMMONWEALTH OF PENNSYLVANIA :
: SS.
COUNTY OF CENTRE :
On this 14 day of October , 1997, before me a notary public, the
undersigned officer, personally appeared XXX XXXXXXX, known to me (or
satisfactorily proven) to be the person whose name is subscribed to the
within instrument, and acknowledged that he executed the same for the
purpose therein contained.
IN WITNESS THEREOF, I have hereunto set my hand and notarial
seal.
My commission expires:
/S/ Xxxxxxx X. Xxxxxxx (SEAL)
-------------------------------
Notary Public
COMMONWEALTH OF PENNSYLVANIA :
: SS.
COUNTY OF CENTRE :
On this 14 day of October , 1997, before me a notary public, the
undersigned officer, personally appeared XXX XXXXXXX, known to me (or
satisfactorily proven) to be the person whose name is subscribed to the
within instrument, and acknowledged that she executed the same for the
purpose therein contained.
IN WITNESS THEREOF, I have hereunto set my hand and notarial
seal.
My commission expires:
/S/ Xxxxxxx X. Xxxxxxx (SEAL)
-----------------------------
Notary Public
COMMONWEALTH OF PENNSYLVANIA :
15
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TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
: SS.
COUNTY OF CENTRE :
On this 14 day of October , 1997, before me a notary public, the
undersigned officer, personally appeared XXXXXX X. XXXXX III, the PRESIDENT
of AQUAPENN SPRING WATER COMPANY, INC., known to me (or satisfactorily
proven) to be the person whose name is subscribed to the within instrument,
and acknowledged that he executed the same for the purpose therein
contained.
IN WITNESS THEREOF, I have hereunto set my hand and notarial
seal.
My commission expires:
/S/ Xxxxxxx X. Xxxxxxx (SEAL)
-----------------------------
Notary Public
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EXHIBIT "A"
(See Attached)
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Page 685
THIS DEED,
Made (illegible text)
Between Xxxxxx X. Xxxxxxx (illegible text) the City of Williamsport,
County of Lycoming and Commonwealth of Pennsylvania
Grantor
and Xxxxxxx X. Xxxxxx and Xxxxx X. Xxxxxx, his wife, both of
Franklin Township, Huntingdon County, Pennsylvania, as
tenants by the entireties,
Grantees
Witnesseth, that in consideration of
---------------Twenty-six Hundred ($2600.00)------------Dollars
in hand paid, the receipt whereof is hereby acknowledged, the said grantor
does hereby grant
and convey to the said grantees, survivor of them, their
heirs and assigns
All that certain parcel or lot of ground with buildings erected thereon
situate in the Village of Graysville, Franklin Township, Huntingdon County,
Pennsylvania, described as follows:
Beginning at a point at a walled spring marked by an iron axle at
lands of X. X. Xxxxxx near the left bank of the Spruce Creek, thence by
lands of said X. X. Xxxxxx North one (1) degree fifty-six (56) minutes West
three hundred-four and ninety-four hundredths (304.94) feet to a point
marked by an iron axle in an abandoned road at lands of Xxxx X. Xxxxxxxx,
thence by said lands and abandoned road North seventy-nine (79) degrees
East two hundred twenty-three (223) feet to a point marked by an iron pin
at the edge of a private lane; thence along the boundary of the private
lane and crossing Xxxxxx'x Run South six (6) degrees thirty-one (31)
minutes East three hundred thirty-three and seventy-nine hundredths
(333.79) feet to a point in the center line of Xxxxx Xxxxxxx Xxxxx Xx. 00
marked by a nail; thence South eleven (11) degrees thirty-four and one-half
(34 1/2) minutes East one hundred seventy-nine and eighty-two hundredths
(179.82) feet along Lands of Xxxxxxx X. Xxxxxx to a point marked by a stake
near a white pine witness at lands of Xxxx X. Xxxxxxxxxxx; thence by lands
of Xxxxxxxxxxx North sixty (60) degrees twenty-four and one
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-half (24 1/2) minutes West and crossing Xxxxx Xxxxxxx Xxxxx Xx. 00 a
distance of three hundred twenty-four and ninety-five hundredths (324.95)
feet to a point marked by an iron axle in the place of beginning.
Containing two and twenty-six hundredths (2.26) acres according to the
survey by Xxxxx and Xxxxxxx dated April 21, 1965, a copy of which is
attached hereto.
Being the same parcel of ground title to which vested in the
Grantor by deed of Xxxxxx X. Xxxxxxx and Xxxxxxxxxx X. Xxxxxxx
dated January 21, 1964 and recorded in Deed Book
No. 61 page 664 and by deed of Xxxxxx X. Xxxxxx to Xxxxxx X. Xxxxxxx and
Xxxxxxxxxx X. Xxxxxxx, his wife, dated May 29, 1961 and recorded in Deed
Book 49, page 27. And the said Xxxxxxx were divorced March 18, 1963 by
Decree of the Common Pleas Court of Lycoming County to No. 304- November
Term, 1962.
Also a certain right to use water from a spring located on lands
of X. X. Xxxxxx and to enter upon the grounds of X. X. Xxxxxx for the
purposes of maintaining water lines to use the said water for domestic use
of the house which water right is created in the deed last above recited,
which deed was given to correct the mistake of failing to include the
rights to the spring described above made by X. X. Xxxxxx to Xxxxxx
Xxxxxxx, et ux, dated September 11, 1956 and recorded in Deed Book 34 page
136 in this that by mistake the parties to the said deed did not include
the rights to agreement for the use of water from the said spring.
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EXHIBIT "B"
(See Attached)
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THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
[LETTERHEAD OF XXXXXXXXX ENGINEERING & ASSOCIATES, INC.]
000 Xxxx Xxxxxxx Xxxxxx
Xxxxx Xxxxxxx, Xxxxxxxxxxxx 00000
(000) 000-0000
December 4, 1997
JOB NO. 01273
ENGINEER'S DESCRIPTION OF LAND TO BE LEASED
FROM XXX X. XXXXXXXX TO XXXXXX XXXXX
ALL THAT CERTAIN PARCEL OF LAND situated in Franklin Township,
Buntingdon County, PA, being shown as Total Lease Area on plans entitled
"Survey of Lands of Xxx X. Xxxxxxxx and a Portion of Lands of Xxxxxxx X.
Xxxx for Xxxxxx Xxxxx Xxxxxxxx Township Huntingdon County, PA, prepared by
Xxxxxxxxx Engineering & Associates, Inc., drawing numbers D-1019, D-1020
and D-1021, dated June 12, 1987 and is not intended to be recorded at the
Huntingdon County Courthouse, bounded and described as follows:
BEGINNING at an existing 36" Pine at the common southeastern
corner of Land N/F of Xxxxxx X. & Lorenali M. Greenland and a northeastern
corner of Land N/F of Xxx X. & Xxx X. Xxxxxxxx: Thence along said Land N/F
of Xxxxxx X. & Lorenah M. Greenland N 24" 09" 57" W. 1243.95 feet to an
existing 3/4" re-bar at the common northeastern corner of said Land N/F of
Xxxxxx X. & Xxxxxxx X. Greenland and the northwestern corner of the herein
described Lease Area and along Land N/F of Xxxxxx X. Xxxxxxxx Tract No. 2
the following six (6) courses and distances: (1) N 81" 44" 08" E, 357.14
feet to a 3/4" re-bar set; Thence (2) N 61" 20" 17" E, 307.70 feet to an
existing 3/4" re-bar; Thence (3) S 89" 56' 59" E. 600.38 feet to an
existing 3/4 re-bar; Thence (4) N 80' 13' 09" E, 504.59 feet to an existing
3/4 re-bar; Thence (5), passing through an existing 3/4" re-bar, 88'54 39"
E, 207.82 feet to a 3/4" re-bar set; Thence (6) N 81' 44" 08" E, 1166.64
feet to a 3/4" re-bar set at the common northwestern corner of land N/F of
R. Xxxxx Xxxxxxxx and at the northeastern corner of the herein described
Lease area and along said Land N/F of Xxxxxx X. Xxxxxxxx Tract No. 2;
Thence along said Land N/F of R. Xxxxx Xxxxxxxx S 48" 51' 48" E, 446 06
feet to a 3/4" re-bar set along Land N/F of Xxxxxx X. xxxxxxxx Tract no. 5
Second Parcel; Thence along said Land N/F of Xxxxxx X. Xxxxxxxx Tract No. 5
Second Parcel S 22" 22" 39" E, 238.17 feet to a 3/4" re-bar set al, the
southwestern corner of said Land N/F of Xxxxxx X. Xxxxxxxx Tract No. 5
Second Parcel and a northwestern corner of Land N/F of Xxxxxx X. Xxxxxxxx,
Tract No. 5 First Parcel; Thence along said land N/F of Xxxxxx X. Xxxxxxxx
Tract No. 5 First Parcel the following two (2) courses and distances: (1) S
21' 11" 41" E, 491.46 feet to an existing 3/4" re-bar at the
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THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
southeastern corner of the herein described Lease Area; Thence (2) S
62(degree) 03' 49" W. 574.79 feet to a 3/4" re-bar set along Land N/F of
Xxxxxx X. Xxxxxxxx Parcel No. 2 the following fourteen (14) courses and
distances: (1) N 26(degree) 54' 41" W. 237.34 feet to an existing stone at
a fence corner; Thence (2) S 88(degree) 12' 57" W, 37.16 feet to a 3/4"
re-bar set; Thence (3) S 84(degree) 24' 31" W, 273.90 feet to a 3/4/"
re-bar set; Thence (4) N 73(degree) 50' 29" W, 364.65 feet to a 3/4" re-bar
set; Thence (5) N 68(degree) 35' 29" W. 178.20 feet to a 3/4" re-bar set;
Thence (6) N 59(degree) 26' 07" W. 143.55 feet to a 3/4" re-bar set; Thence
(7) N 69(degree) 09' 20" W. 211.20 feet to a 3/4" re-bar set; Thence (8) N
82(degree) 23' 14" W. 271.46 feet to a 3/4" re- bar set; in stones; Thence
(9) N 84(degree) 14' 21" W. 66.42 feet to a 3/4" re-bar set; Thence (10) S
88(degree) 42' 17" W. 313.50 feet to a 3/4" re-bar set; Thence (11) S
0(degree) 47' 43" E. 36.30 feet to a 3/4" re-bar set; Thence (12) S
80(degree) 57' 17" W. 148.85 feet to a 3/4" re-bar set; Thence (13) S
11(degree) 32' 43" E. 204.60 feet to an existing 3" axle; Thence (14) along
Parcel No. 3 S 15(degree) 36' 34" E. 74.15 feet to an existing 1" iron pin
along Land N/F of R. Xxxxx Xxxxxxxx - Parcel No. 1 S 66(degree) 36' 21" W.
322.61 feet to an existing 1" iron pin at the northwestern corner of said
Land N/F of R. Xxxxx Xxxxxxxx - Parcel No. ( ) and along Land N/F of Xxxx
X. Xxxxxxxx the following eight (8) courses and distances: (1) N 14(degree)
35' 11" W. 188.56 feet to an existing 1" iron pin; Thence (2) S 80(degree)
53' 39" W. 215.54 feet to an existing 1" iron pin; Thence (3) S 36(degree)
55' 31" E. 207.70 feet to an existing 1 iron pin; Thence (4) S 5(degree)
29' 04" E, 260.29 feet to an existing 1" iron pin; Thence (5) N 76(degree)
16' 37" E. 33.00 feet to a 3/4" re-bar set; Thence (6) S 18(degree) 09' 06"
E. 234.30 feet an existing 1" iron pin; Thence (7) S 53(degree) 31' 03" W.
57.67 feet to an existing 1" iron pin; Thence (8) S 9(degree) 55' 05" E.
81.18 feet to a 3/4" re-bar set at northeastern corner of Land N/F of Xxx
X. & Xxx X. Xxxxxxxx; Thence crossing through said Land N/F of Xxx X. & Xxx
X. Xxxxxxxx the following two (2) courses and distances: (1) S 68(degree)
35' 28" W. 299.93 feet to a 3/4" re-bar set; Thence (2) N 13(degree) 19"
37" W. 307.34 feet to the point of beginning.
BEING A PORTION OF Deed Book 147, Page 114 - N/F of Xxx X. & Xxx
X. Xxxxxxxx.
UNDER AND SUBJECT, NEVERTHELESS, to all existing easements,
conditions, restrictions and covenants of record.
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THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL
TREATMENT REQUEST. REDACTED MATERIAL IS BRACKETED AND HAS BEEN FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
EXHIBIT "C"
Spring Site Lease Payment Schedule
Lease
Calendar Amount Per
Year Contract
-------- ----------
1998 [
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017 ]
23
