Exhibit 10.10
EASEMENT AND RIGHT OF ACCESS AGREEMENT
This Easement and Right of Access Agreement ("Easement") is made as of
this 15th day of April, 1999, by and between AES Ironwood, L.L.C., a Delaware
limited liability company with offices at 000 Xxxxxxxxxx Xxxxxx, Xxxxxxx,
Xxxxxxxxxxxx 00000 ("AES"), and Pennsy Supply, Inc., a Pennsylvania corporation
with offices at 0000 Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxxxxxx 00000 ("Pennsy").
The background of this Easement is as follows:
RECITALS:
R-1. By virtue of a Deed dated March 31, 1999, recorded April
1, 1999 in Lebanon County Deed Book 349, Page 201, AES is the owner of an
approximately 34.72 acre tract of ground located in South Lebanon Township
("Township"), Lebanon County, Pennsylvania identified as the AES Ironwood,
L.L.C. (formerly Xxxxxx) Property on the plan attached hereto as Exhibit A
("Plan") and as more particularly described on Exhibit B attached hereto ("AES
Property"). Pursuant to a certain Assignment and Assumption Agreement dated as
of January 1, 1999, AES Ironwood, Inc. ("Ironwood") assigned to AES, and AES
assumed, all of Ironwood's rights and obligations under that certain Agreement
Relating to Real Estate between Ironwood and Pennsy dated October 22, 1998, as
the same may be amended from time to time ("Agreement").
R-2. By virtue of a Deed dated June 22, 1998, and recorded
August 13, 1998 in the Lebanon County Recorder of Deeds Office in Deed Book 342,
Page 654, Ironwood acquired title to an approximately 8 acre tract of ground
from Resco Products, Inc., ("Resco Property"), which is identified on the Plan
as the Resco Property and is more particularly described on Exhibit C attached
hereto. AES has caused Ironwood, by deed bearing even date herewith, to transfer
fee simple title to the Resco Property to Pennsy.
R-3. Pennsy is the owner of several large tracts of ground
located in South Lebanon and Xxxxxxx Townships, Lebanon County, Pennsylvania
which, in some instances, border on the AES Property and the Resco Property and,
in other instances, are to the east of Prescott Road (also shown on the Plan).
The foregoing tracts are designated the Pennsy East Tract and the Pennsy West
Tract on the Plan (collectively, the Pennsy East Tract and the Pennsy West Tract
are referred to herein as the "Pennsy Property" or the "Prescott Quarry"). The
Pennsy East Tract and the Pennsy West Tract are more particularly described on
Exhibits D and E, respectively, attached hereto.
R-4. Pursuant to the Agreement, AES and Pennsy have agreed to
grant certain rights and easements, some of which are more fully set forth
herein.
NOW THEREFORE, the parties hereto, in consideration of the
payment by AES to Pennsy of the sum of Thirty-Five Thousand ($35,000.00)
Dollars, the receipt of which is hereby acknowledged, and of the mutual promises
and covenants contained herein and in the Agreement, and INTENDING TO BE LEGALLY
BOUND, promise, covenant and agree as follows:
1. Recitals. The recitals set forth above are incorporated
herein by reference and made a part hereof as if fully set forth herein.
2. Definitions. The following words and phrases when used in
this Easement shall have the meanings given to them in this paragraph unless the
context clearly indicates otherwise (other terms are defined throughout this
Easement):
(a) "Abandonment" of the AES Plant shall mean the termination
of the Permitted Uses by AES or a Permitted Assignee, without the intent to
again engage in the Permitted Uses.
(b) "AES Plant" shall mean the electrical generating plant and
related improvements constructed or to be constructed on the AES Property and in
appurtenant easements;
(c) "Applications" shall mean the submission of plans, license
and permit applications, variance applications, requests, supporting tests,
studies and data, or other similar documentation to any of the Regulatory
Authorities in connection with any of the easements or activities contemplated
by this Easement;
(d) "Conrail" shall mean the Consolidated Rail Corporation,
its successors and assigns;
(e) "Creek" shall mean the Tulpehocken Creek;
(f) "Lender" shall mean the primary lender (which may be a
Collateral Agent, Trustee or the equivalent) identified by a party hereto
pursuant to the provisions of Paragraph 17 hereof, including the successors and
assigns of such lender who or which have provided notice to a party in
accordance with the provisions thereof.
(g) "PennDOT" shall mean the Pennsylvania Department of
Transportation;
(h) "Permits" shall mean permits, licenses, certifications and
other similar approvals granted by any of the
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Regulatory Authorities in connection with the construction and operation of the
AES Plant or the Permitted Uses;
(i) "Permitted Assignee" shall mean any successor in title (to
AES) of the AES Property and assignee of AES' rights under the Easement, if such
successor is an assignee permitted pursuant to Paragraphs 4(a), (b) or (c) of
this Easement;
(j) "Permitted Uses" when referring to the AES Property and
appurtenant easements, shall mean the construction and operation of a power
generating plant or a substantially similar, related or ancillary use to a power
generating plant;
(k) "Public or Private Utilities" shall mean any applicable
public or private utility company or governmental agency or authority providing
utility service, including, without limitation, water, sewer, gas, electric,
storm water, fiber optic and cable; and
(l) "Regulatory Authorities" shall mean the Township, and any
other municipality, and various agencies, departments, boards or authorities
thereof; the Commonwealth of Pennsylvania, and various agencies, departments,
boards or authorities thereof including but not limited to PennDOT; the federal
government, and various agencies, departments, boards or authorities created by
or to serve it; and other governmental or quasi-governmental entities created
for the purpose of regulating facilities such as the AES Plant or the Permitted
Uses.
3. Easements. Pennsy hereby grants and conveys the following
easements to AES, for use by AES and its agents, employees, contractors and
invitees, in accordance with the terms of each such easement:
(A) Access and Utility Easements.
(1) AES Access Easement. Pennsy hereby grants and conveys to
AES a perpetual (subject to termination in the event of Abandonment), exclusive
(subject to the rights reserved to Pennsy and the rights of any Public or
Private Utilities, as referenced below), uninterrupted easement and right-of-way
for the installation and maintenance of identification signs, planting and
maintenance of appropriate landscaping, and for ingress, egress and regress from
Prescott Road to the AES Property, across the Resco Property and the portion of
the Pennsy Property located between the AES Property and the Resco Property (the
"Pennsy Connecting Property") in the location shown on the Plan and as more
particularly described on Exhibit F (the "Access Easement" or "Access Easement
Area", as appropriate); provided, nevertheless, in the event of Abandonment,
then this Access Easement shall terminate and all rights created herein shall
revert to Pennsy. The Access Easement shall have a minimum width
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of fifty (50) feet; shall have a cartway width of twenty four (24) feet, with
two (2) foot wide shoulders (28 feet total width), unless a different width is
required by any of the Regulatory Authorities; and such curbing (but only such
curbing) as may be required by PennDot or the Township.
(a) Construction and Maintenance of Access Easement. AES shall
be responsible, at its expense, for the installation and construction of an
improved surface roadway within the Access Easement Area and shall, except as
otherwise provided herein, be solely responsible for the care, maintenance and
repair of the Access Easement Area. In constructing improvements within the
Access Easement Area, AES shall have the right and obligation, at its expense,
to regrade and relocate spoil piles and other physical conditions on the Pennsy
Connecting Property to other reasonable locations on the Pennsy Property
adjacent to the current spoil piles, as reasonably determined by AES and
reasonably approved by Pennsy.
(b) Pennsy's Limited Use of Access Easement. Pennsy hereby
reserves the limited right to use the Access Easement for ingress, egress and
regress to and from the Pennsy and Resco Properties; provided, however, that
Pennsy shall not construct or permit to be constructed or maintain any structure
or obstruction on or over the Access Easement Area or do any other act or acts
or permit the occurrence of any act or acts that would impede or impair AES' use
of the Access Easement Area and, if Pennsy disturbs any area of the Access
Easement Area, Pennsy shall restore any such areas to their condition, as
improved by AES, in accordance with Paragraph 3(A)(6).
(2) Access Easement Utilities. Pennsy hereby grants and
conveys to AES a perpetual (subject to termination in the event of Abandonment),
uninterrupted, nonexclusive unobstructed easement and right-of-way over, upon,
under and through the Access Easement Area for the purpose of installing,
constructing, operating, laying, maintaining and repairing of Utilities as
deemed appropriate or necessary by AES; provided, nevertheless, in the event of
Abandonment, then this easement and right-of-way shall terminate and all rights
created under this Paragraph 3(A)(2) shall revert to Pennsy.
(3) Public/Private Utilities. In addition to the easement
granted to AES pursuant to Paragraph 3(A)(2), at AES' request, Pennsy will grant
and convey to any applicable Public or Private Utility to the extent reasonably
necessary to construct, operate and otherwise effectuate a Permitted Use, a
perpetual uninterrupted, nonexclusive, unobstructed easement and right-of-way
within the Access Easement Area for the purposes set forth in Paragraph 3(A)(2).
In the event the easement and right-of-way is to be granted to a Public or
Private Utility, the form of easement shall generally follow the form of
easement utilized by
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such Public or Private Utility, provided, however, that to the extent deviations
from such form are deemed appropriate by Pennsy, the deviations shall be
negotiated promptly and in good faith by Pennsy, and shall be reasonably
acceptable to both Pennsy and such Public or Private Utility, and shall include
such additional reasonable requirements of such Public or Private Utility as are
necessary to provide appropriate service to the AES Plant.
(4) Permits and Approvals. Except as provided in Paragraph
3(A)(5) below in the case of Pennsy's negligence or intentional misconduct, AES,
at its sole cost and expense, will prepare for execution by AES and Pennsy, as
appropriate, and submit all Applications for all required Permits from any
Public or Private Utility or Regulatory Authority having jurisdiction over the
Access Easement, the Access Easement improvements or the Utilities. Pennsy shall
have the right, prior to its execution thereof, to review and approve all such
Applications for content, form and consistency with this Easement and the
Agreement, which approval shall not be unreasonably withheld, delayed or
conditioned.
(5) Expenses. AES will be responsible for, and will pay the
expenses incurred for preparing all Applications necessary for construction of
the Access Easement improvements and Utilities therein, as well as the cost of
construction, reconstruction, maintenance and repair of the Access Easement
improvements and such Utilities. This section is specifically intended to result
in no cost, expense or other amount being borne by Pennsy unless attributable to
or arising from Pennsy's negligence or intentional misconduct, in which case
Pennsy shall be responsible for payment of all costs of construction,
reconstruction, maintenance and repair to the full extent attributable to or
arising from Pennsy's negligence or intentional misconduct, including, without
limitation, all Applications and Permits in connection therewith.
(6) Restoration . Each party hereto shall, in connection with
and subject to the rights granted hereunder, promptly and in a good and
workmanlike manner, restore any areas of the Access Easement, the Resco Property
or the Pennsy Property disturbed by such party or by its agents, employees,
contractors or invitees, as nearly as practical to the contour and condition
that existed prior to any right granted herein (to the extent any such area has
been improved pursuant to any rights granted herein or otherwise, the disturbed
areas shall be restored to their improved condition that existed prior to being
disturbed), including replacement of sub-base, base or any other improved
surface that formerly existed within the Access Easement Area immediately prior
to the exercise of any of the rights herein granted.
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(B) Storm Water Easement and Drainage Easement.
(1) Storm Water Easement. Pennsy hereby grants and conveys to
AES an uninterrupted and unobstructed (except to the extent expressly permitted
by this Easement), perpetual (subject to termination in the event of
Abandonment), nonexclusive easement over, across, upon, under and through a
portion of the Pennsy Property located in the area identified on the Plan and as
more particularly described on Exhibit G which begins at the northern boundary
line of the AES Property and travels generally in a northeasterly direction to
Quarry Pit #1 on the Pennsy West Tract ("Storm Water Easement" or "Storm Water
Easement Area," as appropriate) for the construction, reconstruction, operation,
maintenance and repair of storm water drainage pipes, pipelines, standpipes,
manholes, outlets, overflows and other facilities (the "Storm Water Facilities")
for the purpose of providing storm water drainage, detention and absorption from
the AES Property to Quarry Pit #1 on the Pennsy West Tract; provided,
nevertheless, in the event of Abandonment, then this easement and right-of-way
shall terminate and all rights created in this Paragraph 3(B)(1) shall revert to
Pennsy.
(2) Relocation of Storm Water Easement. If the mining
operations of Pennsy on the Pennsy West Tract enter into the Storm Water
Easement Area, Pennsy shall, at its expense, relocate the Storm Water Facilities
installed or constructed by AES to another acceptable location on the Pennsy
Property, including granting the minimum necessary or appropriate easements and
securing the minimum necessary approvals and permits therefor, all as approved
by AES, in the exercise of reasonable commercial discretion, and in accordance
with all applicable laws. Pennsy agrees to take commercially reasonable measures
in connection with such relocation to avoid any interruption during applicable
periods of operation (e.g., during periods of surface water run-off) to the
continuous operation of the AES storm water drainage system.
(3) Drainage Easements. Pennsy further grants and conveys to
AES a perpetual (subject to termination in the event of Abandonment),
uninterrupted, and non-exclusive easement over the Pennsy Property along the
north and east sides of the AES Property to the north side of the Access
Easement Area as shown on the Plan and along the northerly side of the Access
Easement on the Resco Property, all as more particularly described on Exhibit H
attached hereto ("Drainage Easement Area"),for the construction, grading and
maintenance of drainage xxxxxx to facilitate the development of the AES Property
and the Access Easement Area improvements (the "Drainage Easement"); provided,
nevertheless, in the event of Abandonment, then this easement and right-of-way
shall terminate and all rights created in this Paragraph 3(B)(3) shall revert to
Pennsy.
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(4) Permits and Approvals. Except as provided in Paragraph
3(B)(2) above in the case of relocation of Storm Water Facilities, or as
provided in Paragraph 3(B)(5) below in the case of Pennsy's negligence or
intentional misconduct, AES, at its sole cost and expense, will prepare for
execution by AES and Pennsy, as appropriate, and submit all Applications for all
Permits necessary from any Public or Private Utility company or Regulatory
Authority having jurisdiction over the Storm Water Easement or Storm Water
Facilities or the Drainage Easement or the improvements to the Drainage Easement
Area (the "Drainage Improvements"). Pennsy shall have the right, prior to the
execution thereof, to review and approve all such Applications, which approval
shall not be unreasonably withheld, delayed or conditioned.
(5) Expenses. Except as otherwise provided herein, AES will be
responsible for, and will pay the expenses incurred for preparing all
Applications necessary for construction of the Storm Water Easement or Storm
Water Facilities and Utilities therein or the Drainage Easement or Drainage
Improvements, as well as the cost of construction, reconstruction, maintenance
and repair thereof. Unless necessitated by a change in Pennsy's mining
operations as contemplated in Section 3(B)(2) above, this section is
specifically intended to result in no cost, expense or other amount being borne
by Pennsy unless attributable to or arising from Pennsy's negligence or
intentional misconduct, in which case Pennsy shall be responsible for payment of
all costs of construction, reconstruction, maintenance and repair to the full
extent attributable to or arising from Pennsy's negligence or intentional
misconduct, including, without limitation, all Applications and Permits in
connection therewith.
(6) Restoration. Each party hereto shall, in connection with
and subject to the rights granted hereunder, promptly and in a good and
workmanlike manner, restore any areas of the Storm Water Easement and Drainage
Easement, the Resco Property or the Pennsy Property disturbed by such party or
by its agents, employees, contractors or invitees, as nearly as practical to the
contour and condition that existed prior to any right granted herein (to the
extent any such area has been improved pursuant to any rights granted herein or
otherwise, the disturbed areas shall be restored to their improved condition
that existed prior to being disturbed), including replacement of sub-base, base
or any other improved surface that formerly existed within the Storm Water
Easement Area and Drainage Easement Area immediately prior to the exercise of
any of the rights herein granted.
(C) East Street Easement.
(1) East Street Easement. Pennsy hereby grants and conveys to
AES a perpetual (subject to termination in the event
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of Abandonment), uninterrupted, non-exclusive, unobstructed easement or
easements and right-of-way over, upon, under and through a portion of the Pennsy
West Tract extending from East Street to the AES Property as shown on the Plan
and as more particularly described on Exhibit I hereto ("East Street Easement"
or "East Street Easement Area," as applicable). Such easement shall be for the
purposes of constructing, reconstructing, laying, using, operating, maintaining,
inspecting, removing, repairing, relaying, enlarging, adding to from time to
time, Public or Private Utilities, and for emergency ingress, egress and access
purposes. Such easement shall include a temporary construction easement of
twenty-five (25) feet in width, extending from East Street to the AES Property,
in a location north of and adjoining the East Street Easement Area and generally
parallel to the property of Conrail; provided, nevertheless, in the event of
Abandonment, then this easement and right-of-way shall terminate and all rights
created in this Paragraph 3(C)(1) shall revert to Pennsy.
(2) Public/Private Utilities. In addition to granting AES the
East Street Easement, Pennsy, at AES' request, will grant and convey to any
applicable Public or Private Utility (including, without limitation, the
supplier of natural gas, with which Pennsy will reasonably cooperate), to the
extent necessary to effectuate a Permitted Use, a perpetual uninterrupted,
nonexclusive easement and right-of-way within the East Street Easement for the
purposes set forth in Paragraph 3(C)(1) above. In the event the easement and
right-of-way is to be granted to a Public or Private Utility, the form of
easement shall generally follow the form of easement utilized by such Public or
Private Utility, provided, however, that to the extent deviations from such form
are deemed appropriate by Pennsy, the deviations shall be negotiated promptly
and in good faith by Pennsy, and shall be reasonably acceptable to both Pennsy
and such Public or Private Utility, and shall include such additional reasonable
requirements of such Public or Private Utility as are necessary to provide
appropriate service to the AES Plant.
(3) Permits and Approvals. Except as provided in Paragraph
3(C)(4) below in the case of Pennsy's negligence or intentional misconduct, AES,
at its sole cost and expense, will prepare for execution by AES and Pennsy, as
appropriate, and submit all Applications for all Permits necessary from any
Public or Private Utility company or Regulatory Authority having jurisdiction
over the East Street Easement or the improvements thereto and utilities therein.
Pennsy shall have the right, prior to the execution thereof, to review and
approve all such Applications, which approval shall not be unreasonably
withheld, delayed or conditioned.
(4) Expenses. AES will be responsible for, and will pay the
expenses incurred for preparing all Applications
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necessary for construction of the improvements to the East Street Easement and
utilities therein, as well as the cost of construction, reconstruction,
maintenance and repair (to the extent not undertaken, completed or paid by the
applicable Private or Public Utility). This section is specifically intended to
result in no cost, expense or other amount being borne by Pennsy unless
attributable to or arising from Pennsy's negligence or intentional misconduct,
in which case Pennsy shall be responsible for payment of all costs of
construction, reconstruction, maintenance and repair to the full extent
attributable to or arising from Pennsy's negligence or intentional misconduct,
including, without limitation, all Applications and Permits in connection
therewith.
(5) Restoration. Each party hereto shall, in connection with
and subject to the rights granted hereunder, promptly and in a good and
workmanlike manner, restore any areas of the East Street Easement, the Resco
Property or the Pennsy Property disturbed by such party or by its agents,
employees, contractors or invitees, as nearly as practical to the contour and
condition that existed prior to any right granted herein (to the extent any such
area has been improved pursuant to any rights granted herein or otherwise, the
disturbed areas shall be restored to their improved condition that existed prior
to being disturbed), including replacement of sub-base, base or any other
improved surface that formerly existed within the East Street Easement Area
immediately prior to the exercise of any of the rights herein granted.
(D) Pumping Facilities Easement.
(1) Pumping Facilities Easement and Use.
(a) Pennsy hereby grants and conveys to AES (subject to
termination in the event of Abandonment), an unrestricted, non-exclusive and
continuous license to use any and all of Pennsy's existing pumps, pump houses,
floating barges, boats, docks, box pipes, pipelines, associated fixtures,
related transformers and electrical supply facilities (including those currently
on order) and any other existing equipment of Pennsy's used or necessary to pump
quarry water to the Creek, between quarry pits, to the AES Property or otherwise
(collectively, the "Pumping Facilities") together with an uninterrupted and
nonexclusive easement over, across, upon, under and through portions of the
Pennsy Property upon which the Pumping Facilities are located or which AES
reasonably needs to use to operate and repair the Pumping Facilities, including,
without limitation, the areas designated on the Plan as "Water Pumping Easement
Area" and "Water Pumping Easement Area for Access and Pumping Facilities";
provided, nevertheless, in the event of Abandonment, then this easement and
right-of-way shall terminate and all rights created in this Paragraph 3(D)(1)(a)
shall revert to Pennsy.
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(b) In addition, AES will construct and install, at its
expense, such additional pumps, pump houses, floating barges, docks, pipes,
pipelines, generators, generator sheds, fixtures, transformers, meters,
electrical supply facilities and other equipment necessary to pump water from
the Pennsy Tract quarries to the AES Property and for emergency use for the AES
Property (collectively, the "Additional Pumping Facilities"). Pennsy hereby
grants and conveys to AES (subject to termination in the event of Abandonment),
a perpetual, uninterrupted and exclusive easement over, across, upon, under and
through the Pennsy Property in the locations more specifically shown on the
Plan, or at such other locations determined by mutual agreement of the parties,
for the operation, construction, installation, maintenance, adding to, laying,
and relaying of the Additional Pumping Facilities, including AES' relocation and
use of the existing Pumping Facilities. Such right shall include, without
limitation, the non-exclusive right (subject to termination in the event of
Abandonment) of access for vehicles, boats, equipment and personnel to such
portions of the Pennsy Property, including the quarries located thereon and the
service roads accessing the quarries to which AES reasonably needs access for
the purpose of operating, constructing, maintaining, repairing and generally
utilizing the Pumping Facilities and the Additional Pumping Facilities;
provided, nevertheless, in the event of Abandonment, then this easement and
right-of-way shall terminate and all rights created in this Paragraph 3(D)(1)(a)
shall revert to Pennsy.
(2) Use of Other Easements. Further, Pennsy hereby grants and
conveys to AES, to the extent permitted by and subject to all limitations in the
instruments or other documents creating or governing the same, a perpetual
(subject to termination in the event of Abandonment), and uninterrupted use
(together with Pennsy) of any easement, right of way and license areas that have
been granted and conveyed, reserved by or which otherwise currently exist in
favor of Pennsy and which are located between the Pennsy Property and the Creek,
in the locations shown on the Plan. The use of quarry water and other aspects of
the operations of the Pumping Facilities and the Additional Pumping Facilities
not specifically addressed with this Pumping Facilities Easement are intended to
be governed by the Agreement, as the same may be amended or replaced by the
parties from time to time.
(3) Right to Install Utilities. The grant of the easements in
this Paragraph 3(D) shall include, without limitation, the right to install
above ground (but not underground) electrical cable and other utilities in the
Water Pumping Easement Area, as shown on the Plan, as well as the right (but not
the duty) to establish, construct, reconstruct, maintain, repair and operate a
reserve power generator and a generator shed or house to be constructed by AES
on the southwest
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corner of Quarry Pit No. 2, as said quarry pit is shown on the Plan.
(4) Permits and Approvals. Except as provided in Paragraph
3(D)(5) below in the case of Pennsy's negligence or intentional misconduct, AES,
at its sole cost and expense, will prepare for execution by AES and Pennsy, as
appropriate, and submit all Applications for all Permits necessary from any
Public or Private Utility company or Regulatory Authority having jurisdiction
over the Pumping Facilities easements or the improvements thereto and utilities
therein. Pennsy shall have the right, prior to the execution thereof, to review
and approve all such Applications, which approval shall not be unreasonably
withheld, delayed or conditioned.
(5) Expenses. AES will be responsible for, and will pay the
expenses incurred for preparing all Applications necessary for construction of
the improvements to the Pumping Facilities easements and utilities therein, as
well as the cost of construction, reconstruction, maintenance and repair (to the
extent not undertaken, completed or paid by the applicable Private or Public
Utility). This section is specifically intended to result in no cost, expense or
other amount being borne by Pennsy unless attributable to or arising from
Pennsy's negligence or intentional misconduct, in which case Pennsy shall be
responsible for payment of all costs of construction, reconstruction,
maintenance and repair to the full extent attributable to or arising from
Pennsy's negligence or intentional misconduct, including, without limitation,
all Applications and Permits in connection therewith.
(6) Restoration. Each party hereto shall, in connection with
and subject to the rights granted hereunder, promptly and in a good and
workmanlike manner, restore any areas of the Pumping Facilities easements, the
Resco Property or the Pennsy Property disturbed by such party or by its agents,
employees, contractors or invitees, as nearly as practical to the contour and
condition that existed prior to any right granted herein (to the extent any such
area has been improved pursuant to any rights granted herein or otherwise, the
disturbed areas shall be restored to their improved condition that existed prior
to being disturbed), including replacement of sub-base, base or any other
improved surface that formerly existed within the Pumping Facilities easement
areas immediately prior to the exercise of any of the rights herein granted.
(E) Existing Easements.
(1) Existing Easements. Pennsy hereby grants and conveys to
AES, forever, a perpetual easement and unobstructed right of way extending for a
width of ten (10) feet on either side of each existing water, gas, sewer,
telephone, television
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cable and electric utility line located on or adjacent to the Pennsy Property
and the Resco Property and which currently serves or benefits the AES Property
or the Resco Property for the purpose of maintaining, repairing, reconstructing,
improving and operating the existing Public and Private Utilities, Pumping
Facilities and Additional Pumping Facilities for the benefit of the AES
Property; provided, nevertheless, in the event of Abandonment, then this
easement and right of way shall terminate and all rights created under this
Paragraph 3(E)(1) shall revert to Pennsy.
(F) Temporary Construction Easement.
(1) Temporary Construction Easement. Pennsy hereby grants and
conveys to AES and to any applicable Public or Private Utility, as appropriate,
temporary construction easements (i) of twenty-five (25) feet in width unless a
greater width is necessary (due to, for example, the presence of a spoil pile
which must be graded to create stable slopes), such temporary easement to be on
each side (owned by Pennsy) of any more permanent easement which Pennsy has
agreed herein to provide, for the purpose of constructing any permitted
improvements in and to the applicable easement area and (ii) in such areas as
generally shown as the Construction Staging Area and Railroad Easement Area on
Exhibit A hereto, for the purpose of parking, storage, loading and unloading
activities related to the construction of improvements on the AES Property and
as set forth in this Easement. Pennsy further grants and conveys to AES a
temporary right of access and easement on the Resco Property to demolish,
remove, repair and restore the portion of the buildings located on the Resco
Property which are located in and immediately adjacent to the Access Easement,
all in accordance with the rights, privileges, duties and obligations of AES
pursuant to the Agreement. AES and any such Private or Public Utility utilizing
such construction easement shall coordinate use thereof with Pennsy and will,
subject to construction requirements, make reasonable efforts to minimize
interference with Pennsy's operations on such temporary construction easements.
All such easements shall expire one year following completion of construction of
the AES Plant.
(2) Expenses. AES will be responsible for, and will pay the
expenses incurred for preparing all Applications necessary for construction of
the improvements to any temporary construction easement and the utilities
therein, as well as the cost of construction, reconstruction, maintenance and
repair (to the extent not undertaken, completed or paid by the applicable
Private or Public Utility). This section is specifically intended to result in
no cost, expense or other amount being borne by Pennsy unless attributable to or
arising from Pennsy's negligence or intentional misconduct, in which case Pennsy
shall be responsible for payment of all costs of construction,
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reconstruction, maintenance and repair to the full extent attributable to or
arising from Pennsy's negligence or intentional misconduct, including, without
limitation, all Applications and Permits in connection therewith.
(3) Restoration. Each party hereto shall, in connection with
and subject to the rights granted hereunder, promptly and in a good and
workmanlike manner, restore any areas of any temporary construction easement,
the Resco Property or the Pennsy Property disturbed by such party or by its
agents, employees, contractors or invitees, as nearly as practical to the
contour and condition that existed prior to any right granted herein (to the
extent any such area has been improved pursuant to any rights granted herein or
otherwise, the disturbed areas shall be restored to their improved condition
that existed prior to being disturbed), including replacement of sub-base, base
or any other improved surface that formerly existed within the temporary
construction easement area immediately prior to the exercise of any of the
rights herein granted.
4. Assignment.
(a) AES shall have the right to assign this Easement, and the easements
and other agreements between Pennsy and AES which are contemplated hereby, to
any AES Affiliate which will, in accordance with this Easement, engage in a
Permitted Use on the AES Property.
(b) AES may mortgage, grant a security interest or lien in, or assign
its right, title and interest in and to this Easement and the easements and
other agreements between AES and Pennsy contemplated hereby to any Lender to AES
as collateral security for the AES Plant or the Permitted Use.
(c) Except as provided in this Paragraph 4, AES may not assign its
rights under this Easement or any other agreements between Pennsy and AES
contemplated hereby unless the proposed assignee (1) delivers to Pennsy evidence
which, in Pennsy's reasonable commercial judgment, which judgment shall not be
unreasonably withheld, delayed or conditioned, indicates that such assignee
possesses the technical expertise and the financial capacity and stability to
undertake the water pumping obligations set forth in the Agreement and under the
other agreements related to water contemplated hereby, (2) will be engaged in
the Permitted Use on the AES Property and (3) delivers to Pennsy a written
statement that this Easement (and the related agreements referenced herein) are
affirmed and ratified.
(d) For purposes of this Paragraph 4:
(1) any transfer or change in control of AES (or any approved assignee)
by operation of law or otherwise, shall be
13
deemed an assignment hereunder, including, without limitation, any merger,
consolidation, dissolution or any change in the controlling equity interests of
AES (or any approved assignee), whether in a single transaction or a series of
related transactions; and
(2) "AES Affiliate" shall mean, each person that, directly or
indirectly, controls or is controlled by or is under common control with AES.
For the purposes of this definition, "control" (including, with correlative
meanings, the terms "controlled by" and "under common control with"), as used
with respect to AES, shall mean the possession, directly or indirectly, of the
power to direct or cause the direction of the management and policies of AES,
whether through the ownership of voting securities or by contract or otherwise.
5. Default and Remedies Upon Default.
(a) Default. The failure of either party to perform any duty
or obligation undertaken by such party in this Easement or the documents
implementing it shall, at the election of the non-defaulting party, after the
giving of any required notice and the expiration of any applicable cure periods
constitute an "Event of Default" hereunder.
(b) Notice of Default. Upon the occurrence of a default other
than one that has an immediate and material adverse effect on the operations of
the non-defaulting party (an "Emergency Default"), the defaulting party shall
have thirty (30) days from the receipt of notice from the non-defaulting party
in which to cure such default. If the nature of such default makes it incapable
of being cured within thirty (30) days following notice, then the defaulting
party shall, provided that the defaulting party commences such a cure within
thirty (30) days and diligently pursues the same, have a reasonable time in
which to cure, not to exceed one year (the "Cure Period"). If the default is an
Emergency Default, then the non-defaulting party shall provide telephone or
on-site oral notice thereof (confirmed in writing promptly thereafter). If the
defaulting party has identified the name and mailing address of its primary
lender pursuant to Section 17 hereof, the non-defaulting party shall provide
simultaneous notice to such lender and provide such lender with an opportunity
to cure such default pursuant to the terms provided herein and within the
defaulting party's applicable Cure Period.
(c) Remedies Upon Default. This Easement relates to real
estate, and to rights and obligations of parties with respect thereto. As such,
the terms and provisions of it are unique to the parties, and not susceptible to
ordinary damages alone. Accordingly, each party acknowledges that upon the
occurrence of an Event of Default or an Emergency Default,
14
damages alone are not a sufficient remedy, so the terms and provisions hereof
may be specifically enforced by an injunction or other equitable remedy. Upon
the occurrence of an Event of Default, the non-defaulting party shall have any
and all remedies available against the other under this Easement, at law or in
equity, including, without limitation:
(i) specific performance;
(ii) itself curing an Emergency Default if the defaulting
party fails to promptly and diligently take steps necessary to
cure the default as quickly as reasonably possible ;
(iii) the right of set off;
(iv) recovery from the defaulting party of all actual damages
incurred as a result of such default, including reasonable
costs of cure, enforcement, collection and reasonable
attorneys' fees. Specifically, in the event of an action to
enforce any terms or provisions of this Easement, the
prevailing party shall be entitled to recover reasonable legal
fees and costs actually incurred in the enforcement of such
party's rights, including, without limitation, legal fees
incurred in evaluating such party's rights prior to filing any
legal proceeding and in connection with curing any default;
and
(v) if the default is an Emergency Default, the non-defaulting
party may take immediate actions to cure or to begin cure of
the default. The party alleged to have defaulted shall still
have the Cure Period within which to cure its default,
provided that within 30 days following invoicing, the
defaulting party makes payment to the non-defaulting party of
such non-defaulting party's reasonable, documented costs to
commence, maintain, and/or effect a cure so that the
non-defaulting party may continue normal operations as if
there had been no such Emergency Default.
(d) AES' Lender's Remedies. In addition to the rights to cure
granted to AES, AES Lender shall have the right, but not the obligation, to
remedy any default of AES under this Easement. In connection therewith, Pennsy
authorizes the Lender to use the Easements granted to AES hereunder as necessary
to cure any Event of Default and to take any actions reasonably necessary to
effect a cure, including, without limitation, in the case of a non-monetary
default that is not reasonably susceptible of being cured without obtaining
possession of the AES Property, the Lender shall be entitled to institute
proceedings to obtain possession of the AES Property by foreclosure or
otherwise.
15
During such period, and provided Pennsy is entitled to and is exercising its
self help remedies and is being timely and regularly (no less frequently than
monthly) compensated by Lender or another party designated by Lender for its
actual costs supported by records reasonably satisfactory to the Lender in
curing or remedying such default, Pennsy shall not exercise any remedy for an
Event of Default. If the Lender (or its nominee) or a purchaser at foreclosure
sale or any transferee under a deed in lieu of foreclosure or otherwise
("Transferee") shall take possession of the AES Property and such person shall
qualify as Permitted Assignee, or shall contract (pursuant to a contract
approved by Pennsy, which approval right shall be limited to those provisions of
such contract which demonstrate the obligation of the party to such contract to
perform the duties of AES hereunder and which approval shall not be unreasonably
withheld, delayed or conditioned) with an entity which would qualify as a
Permitted Assignee, together with such Transferee, and which, together with such
Transferee, performs the duties of AES hereunder on a continuing, uninterrupted
basis, then Pennsy shall recognize such person and such person shall be entitled
to all of the rights granted to AES hereunder.
6. Insurance; Indemnification; Release; Waiver of Subrogation;
(A) Insurance. AES, at its sole cost and expense, shall
provide and maintain commercial general liability insurance (including
contractual liability on an occurrence basis insuring AES against any and all
claims for damages to person or property or loss of life or of property
occurring upon, in or about the Pennsy Property and/or Resco Property. The
commercial general liability limits shall be not less than $1,000,000.00 per
occurrence and not less than $2,000,000.00 in the aggregate, combined single
limit. Additionally, AES, at its sole cost and expense, shall provide and
maintain or cause to be provided and maintained a policy or policies of
"all-risk" property insurance including earthquake coverage, for the full
replacement cost, covering any and all of AES's personal property located on or
about the Pennsy Property and/or the Resco Property. AES shall also provide
Commercial Umbrella Liability Coverage of $9,000,000.00 per occurrence and in
the aggregate.
AES, during the time that any construction work is being
conducted by or on behalf of AES on the Pennsy Property and/or the Resco
Property, shall maintain a policy of workers' compensation insurance meeting all
statutory requirements of the Commonwealth of Pennsylvania, covering all
employees performing the work. AES also shall cause its contractors performing
work on its behalf to maintain commercial general liability insurance in the
amount of $5,000,000.00 combined single limit for bodily injury and property
damage and to maintain a policy of workers' compensation insurance meeting all
such statutory requirements,
16
and shall require such contractors to provide to Pennsy evidence of such
coverage prior to the commencement of any such work.
Prior to any entry by AES or any of its agents, employees or
contractors on to the Pennsy Property and/or Resco Property, AES shall furnish
or cause to be furnished to Pennsy certificates of insurance evidencing the
insurance coverage required herein. All certificates of insurance shall contain
a provision that the insurance carrier will not cancel or modify the insurance
coverage without giving Pennsy thirty (30) days prior written notice, except
that, for non-payment of premium, the required notice shall only be ten days.
Current certificates of extension or replacement of insurance shall be delivered
to Pennsy upon request. The policy limits set forth above shall be reviewed by
Pennsy from time to time to determine if such limits are commercially
reasonable. If Pennsy reasonably determines that such limits are not
commercially reasonable, Pennsy shall have the right to require that such limits
be adjusted appropriately.
Notwithstanding the foregoing provisions of this Paragraph 6(A), unless
different risks are imposed on Pennsy by virtue of the operations of AES on any
of the Easement Areas or the AES Property, AES shall not be required to insure
any risks which are not insured by Pennsy with respect to the Pennsy Property or
operations at the Prescott Quarry. In all events, the coverage limits actually
insured by Pennsy shall be presumed to be the reasonable limits applicable to
AES and its contractors, in the absence of special conditions or circumstances.
Pennsy agrees to provide to AES, upon request, certificates of insurance
evidencing its insurance coverages, which certificates shall contain an
undertaking that the insurance carrier will not cancel or modify the policy
without giving AES 30 days prior written notice.
All insurance provided for herein, whether for AES or Pennsy, shall be
effected under standard form policies issued by insurers of recognized
responsibility authorized and licensed to do business in the Commonwealth of
Pennsylvania, and having a Best's Financial rating of "A" "1X" or better, or an
equivalent rating from a recognized insurance rating service.
(B) Indemnification. Subject to the provisions of Paragraph
6(c) below, AES agrees to indemnify, defend and hold harmless from and against
any and all damages, costs, losses, liabilities, charges, claims and/or liens
(including, without limitation, reasonable attorneys' fees and costs) arising
from any entry or activity by or on behalf of AES on the Pennsy Property and/or
the Resco Property, except to the extent caused by the negligence or intentional
misconduct of Pennsy or any of its agents, employees or contractors. Subject to
the provisions of Paragraph 6(c) below, Pennsy agrees to indemnify, defend and
17
hold harmless from and against any and all damages, costs, losses, liabilities,
charges, claims and/or liens (including, without limitation, reasonable
attorneys' fees and costs) arising from any entry or activity by or on behalf of
Pennsy on any of the easement areas granted and conveyed to AES pursuant to this
Easement, except to the extent caused by the negligence or intentional
misconduct of AES or any of its agents, employees or contractors.
(C) Release; Waiver of Subrogation. AES and Pennsy each hereby
release the other from any and all liability or responsibility to the releasing
party or anyone claiming through or under it by way of subrogation or otherwise
for any loss or damage to property specifically insured against, or required by
the terms hereof to be insured against, by such releasing party even if such
loss or damage shall have been caused by the fault or negligence of the other
party, or anyone for whom such party may be responsible, but only to the extent
of the amount of insurance actually carried (or which is required to be carried
by the terms hereof) by such releasing party and to the extent such insurance
actually pays (or would have paid, if such insurance was carried as required)
proceeds with respect to such loss or damage. Each party shall obtain for the
benefit of the other on any insurance policy required hereunder or otherwise
carried by such party, a waiver of any right of subrogation which the insurer
might otherwise acquire against such other party (or such party's agents,
servants or employees) by virtue of the payment of any loss covered by
insurance. If any extra premium is payable for such waiver, the party for whose
benefit the waiver of subrogation is obtained shall pay such extra premium.
7. Headings. The headings or captions preceding the paragraphs
in this Easement are inserted for convenience of reference only and shall not be
construed in interpreting this Easement.
8. Governing Law; Jurisdiction and Venue.
(a) This Easement shall be governed by and construed in
accordance with the laws of the Commonwealth of Pennsylvania without reference
to its conflicts of laws provisions.
(b) Jurisdiction and venue for all disputes under this
Easement shall be in the United States District Court for the Middle District of
Pennsylvania, provided the disputes meets the requirements for federal diversity
jurisdiction. Otherwise, jurisdiction and venue shall be in the Lebanon County,
Pennsylvania Court of Common Pleas.
9. Counterparts. This Easement may be executed in any number
of counterparts and by different parties hereto on separate counterparts, each
of which, when so executed and
18
delivered, shall be an original, but all such counterparts shall, together,
constitute one and the same instrument.
10. Recording. This Easement shall be recorded in the Office
of the Recorder of Deeds for Lebanon County, Pennsylvania and shall be indexed
against the appropriate properties referenced herein.
11. Successors in Title. References to Pennsy, and Public or
Private Utilities, shall include such parties and their respective successors in
title. References to AES shall include AES and its Permitted Assignee then in
title. The rights, duties and responsibilities of the parties herein shall pass
to their respective successors in title to the affected real estate and the
easements set forth herein shall continue and remain in full force and effect;
provided, however, that the rights and duties of AES shall pass only to
Permitted Assignees. This Easement and the terms of the easements granted herein
shall survive any merger of title and shall not be deemed to have been
extinguished by virtue thereof.
12. Mutual Cooperation. AES, Pennsy and their respective
successors and assigns agree to cooperate fully with each other to effectuate
the broad intent and construction of this Easement and the rights granted
thereunder. In that regard, each of the parties hereto agrees to cooperate in
the preparation of any Application and to execute any additional documents
reasonably required to effectuate the terms, provisions and intent of this
Easement, including, without limitation, documents necessary to confirm
termination in the event of Abandonment. This Section 12 shall survive any
Abandonment.
13. Non Disturbance. Except as otherwise expressly provided in
the Agreement or herein, in the exercise of the rights granted herein, Pennsy
and AES agree not to unreasonably interfere, disturb or impair the other's use
of their respective properties or to unreasonably interfere with the operations
conducted by the parties thereon.
14. Exhibits. All Exhibits attached hereto are incorporated
herein by reference.
15. Prior Agreement. This Easement is being entered into by
the parties pursuant to the Agreement in order to further define certain rights
and duties set forth therein. This Easement is not intended to terminate or
extinguish the rights, privileges, duties or responsibilities of the parties
pursuant to the Agreement, but to the extent there is any conflict between the
terms of the Agreement and the terms of this Easement, which cannot be resolved
by giving effect to the terms of both the Agreement and this Easement, then the
terms of this Easement shall control.
19
16. Abandonment. In the event of Abandonment, all rights and
responsibilities of AES and Pennsy with respect to any easements granted to AES
herein, as well as all duties and responsibilities of AES with respect to
pumping, shall cease and terminate; provided, however, that any duties or
responsibilities of either party which arose during the term of the Agreement
and which have not been performed (such as, but not limited to, restoration of
areas disturbed during the existence of the easements but prior to Abandonment)
shall continue and remain in full force and effect. In the event of an
Abandonment, Pennsy and AES shall cooperate in good faith to ensure an orderly
transition of responsibility for pumping operations. This Section 16 shall
survive any Abandonment. Notwithstanding anything to the contrary in this
Easement, any proceedings for foreclosure by or any assignment, transfer or
conveyance in lieu of such foreclosure to a Permitted Assignee shall not violate
this Easement and shall not be an Abandonment.
17. Notices. All notices to be given by either party to the
other shall be in writing and shall be served either by overnight delivery
service providing evidence of receipt (such as Federal Express), or by
registered or certified mail, return receipt requested, or by hand delivery and
shall be deemed given upon actual receipt or refusal; and shall be addressed as
follows:
As to AES: AES Ironwood, L.L.C.
000 Xxxxxxxxxx Xxxxxx
Xxxxxxx, XX 00000
With a copy to: {Lender}
[to be supplied by AES to
Pennsy]
Wix, Wenger & Xxxxxxx, P.C.
000 Xxxxx Xxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
As to Pennsy: Pennsy Supply, Inc.
ATTN: President
0000 Xxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Xxxxxxx Xxxxx, Esquire
Saul, Ewing, Xxxxxx & Xxxx
Xxxx National Insurance Tower
Xxxxxxx Xxxxx
0 Xxxxx Xxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
20
Either party or the Lender may designate a different person, entity or
place to or at which notices shall be given by delivering a written notice to
that effect to the other party.
18. Compliance with Laws. In exercising any of its rights
hereunder, each party will comply with all applicable health, safety and other
laws governing its operations, (including, without limitation, statutes,
regulations and ordinances applicable thereto).
19. Amendments. AES and Pennsy shall have the right to modify
and amend this Easement by a writing in recordable form, duly acknowledged.
20. Force Majeure. If either party shall be unable to carry
out any obligation under this Easement due to Force Majeure, then without
affecting any other provisions hereof, such obligation shall be suspended for
the period necessary as a result of the Force Majeure, provided, that:
(a) the non-performing party gives the other party written
notice not later than forty-eight (48) hours after the occurrence of the Force
Majeure describing the particulars of the Force Majeure, including, without
limitation, the nature of the occurrence and the expected duration of the
disability, and continues to furnish timely regular reports with respect thereto
during the period of Force Majeure and the disability;
(b) the suspension of performance is of no greater scope and
of no longer duration than is reasonably required by the Force Majeure; and
(c) the non-performing party uses good faith, diligent efforts
to remedy its inability to perform.
Notwithstanding the foregoing, the settlement of strikes,
lockouts, and other labor disputes shall be entirely within the discretion of
the affected party, and such party shall not be required to settle any strike,
lockout or other labor dispute on terms which it deems inadvisable.
[SPACE INTENTIONALLY LEFT BLANK]
21
IN WITNESS WHEREOF, the parties hereto have caused this Easement to be
executed and delivered the day and year first above written.
WITNESS: AES Ironwood, L.L.C.
/s/ Xxxxx X. Xxxx By: /s/ Xxxxxxx X. Xxxxxx
------------------------------ ---------------------------
Xxxxxxx X. Xxxxxx,
Vice President
WITNESS: Pennsy Supply, Inc.
/s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxx X. Xxxx, Xx.
------------------------------ ---------------------------
Xxxxx X. Xxxx, Xx.,
Vice President
22
COMMONWEALTH OF PENNSYLVANIA :
: SS.:
COUNTY OF DAUPHIN :
On this, the 15th day of April, 1999, before me, a Notary Public, the
undersigned officer, personally appeared Xxxxxxx X. Xxxxxx, who acknowledged
himself to be the Vice President of AES Ironwood, L.L.C., a Delaware limited
liability company, and being authorized to do so, executed the foregoing
instrument for the purposes therein contained by signing the name of the company
himself as such Vice President, as the act and deed of the company.
IN WITNESS WHEREOF, I hereunto set my hand and official seal.
/s/ Xxxx X. Xxxx
------------------------------
Notary Public
My Commission Expires:
(SEAL)
COMMONWEALTH OF PENNSYLVANIA :
: SS.:
COUNTY OF DAUPHIN :
On this, the 15th day of April, 1999, before me, a Notary Public, the
undersigned officer, personally appeared Xxxxx X. Xxxx, Xx., who acknowledged
himself to be the Vice President of Pennsy Supply, Inc., a Pennsylvania
corporation, and being authorized to do so, executed the foregoing instrument
for the purposes therein contained by signing the name of the corporation
himself as Vice President.
IN WITNESS WHEREOF, I hereunto set my hand and official seal.
/s/ Xxxx X. Xxxx
------------------------------
Notary Public
My Commission Expires:
(SEAL)
EXHIBIT A
THE PLAN
EXHIBIT B
LEGAL DESCRIPTION OF AES PROPERTY WITH TAX PARCEL NUMBER
EXHIBIT C
LEGAL DESCRIPTION OF RESCO PROPERTY WITH TAX PARCEL NUMBER
EXHIBIT D
LEGAL DESCRIPTION OF THE PENNSY EAST TRACT WITH TAX PARCEL NUMBER
EXHIBIT E
LEGAL DESCRIPTION OF PENNSY WEST TRACT WITH TAX PARCEL NUMBER
EXHIBIT F
LEGAL DESCRIPTION OF ACCESS EASEMENT AREA
EXHIBIT G
LEGAL DESCRIPTION OF STORM WATER EASEMENT AREA
EXHIBIT H
LEGAL DESCRIPTION OF THE DRAINAGE EASEMENT AREA
EXHIBIT I
LEGAL DESCRIPTION OF THE EAST STREET EASEMENT AREA
EXHIBIT A
[Drawing: The Plan]
EXHIBIT B
ALL THAT CERTAIN lot or parcel of land, situate North of Conrail
Tracts, which are north of LR 00000, Xxxx Xxxxxx, in the Township of South
Lebanon, County of Lebanon and Commonwealth of Pennsylvania, being more fully
bounded and described as follows, to wit:
BEGINNING at a rebar (found) on the Northerly right-of-way line of
Conrail's 100 foot wide easement, said point being the Southeastern corner of
land now or formerly of Lebanon Rock, Inc.; thence along said land of Lebanon
Rock, Inc., the following three courses and distances, (1) N. 27(degrees) 30'
35" W., a distance of 853.52 feet to an iron pin (to be set); (2) thence N.
79(degrees) 45' 25" E., a distance of 1842.24 feet to an iron pin (to be set);
(3) thence S. 29(degrees) 31' 35" E., a distance of 840.51 feet to a rebar
(found) on said Northern right-of-way line of Conrail; thence along said
Northern right-of-way of Conrail, the following two courses and distances, (1)
along a curve to the right having a radius of 5679.65 feet, an arc distance of
528.78 feet and a chord bearing S. 77(degrees) 10' 44" W., a distance of 528.59
feet to an iron pin (to be set); (2) thence S. 79(degrees) 50' 45" W., a
distance of 1338.442 feet to the place of BEGINNING.
CONTAINING 34.73 acres. The above description being a new survey
description prepared by Xxxxxxx, Xxxxxxx & Xxxxxx, Inc.
BEING TRACT NO. 1 OF THE SAME PREMISES which Xxxx X. Xxxxxxx and Xxxxx
X. Xxxxxxx, husband and wife, by their Deed dated March 1, 1989, and recorded in
the Office of the Recorder of Deeds of Lebanon County, PA, on March 9, 1989, in
Deed Book 253, Page 828, granted and conveyed unto Xxxx X. Xxxxxx and Xxxxxxx X.
Xxxxxx, husband and wife, Grantors herein.
TOGETHER WITH AND UNDER AND SUBJECT TO the right to use a 50 foot wide
right-of-way across lands now or late of Xxxxxx X. and Xxx X. Xxxxx as shown on
Plan Book 34, Page 133, Lebanon County records.
EXHIBIT C - PAGE 1
ALL THAT CERTAIN piece or parcel of land, with the improvements thereon
erected, lying and situate in the Township of South Lebanon, Lebanon County,
Pennsylvania, as described in an ALTA/ASCM Land Title Survey for Resco
Properties, Inc., prepared by Xxxxxxx, Xxxxxxx & Xxxxxx, Inc., dated June 17,
1998, Drawing No. 1-1718.001, more particularly bounded and described as
follows, to wit:
BEGINNING at a point on the western right-of-way line of Prescott Road
(forty-six and five hundredths feet (46.5') wide), S.R. 2005, and the northern
right-of-way line of the Consolidated Rail Corporation, said point being South
sixty-one degrees four minutes thirty-five seconds West (S 61(degrees) 04' 35"
W), a distance of twenty-eight and ninety-one hundredths feet (28.91') of a
spike on the center line of Xxxxxxxx Xxxx, X.X. 0000 and the northern
right-of-way line of Consolidated Rail Corporation; thence along said northern
right-of-way line of Consolidated Rail Corporation the following four (4)
courses: (1) in a generally westwardly direction South sixty-one degrees four
minutes thirty-five seconds West (S 61(degrees) 04' 35" W), a distance of two
hundred ten and seventy-six hundredths feet (210.76') to an iron pin (to be
set); (2) in a generally southwardly direction South twenty-three degrees five
minutes forty-five seconds West (S 23(degrees) 05' 45" W), a distance of one
hundred thirty feet (130.00') to an iron pin (to be set); (3) in a generally
westwardly direction South sixty-one degrees three minutes zero seconds West (S
61(degrees) 03' 00" W), a distance of three hundred fifty-eight and six
hundredths feet (358.06') to an iron pin (to be set); and (4) in a generally
westwardly direction by a curve to the right, having a radius of five thousand
six hundred seventy-nine and sixty-five hundredths feet (5,679.65'), and a chord
bearing of South sixty-two degrees twenty-nine minutes fourteen seconds West (S
62(degrees) 29' 14" W), an arc distance of two hundred eighty-four and
ninety-three hundredths feet (284.93') to a rebar (found) on lands of Lebanon
Rock, Inc.; thence along the last mentioned line of lands, the following three
(3) courses and distances: (1) in a generally northwardly direction North
fifteen degrees zero minutes zero seconds West (N 15(degrees) 00' 00" W), a
distance of eighty feet (80.00') to a rebar (found); (2) in a generally
northwardly direction North nineteen degrees twenty-eight minutes fifteen
seconds East (N 19(degrees) 28' 15" E), a distance of four hundred seventy-six
and sixty-four hundredths feet (476.64') to a rebar (found); and (3) in a
generally eastwardly direction North fifty-four degrees thirty-nine minutes
fifty seconds East (N 54(degrees) 39' 50" E), a distance of six hundred
seventy-three and thirty-six hundredths feet (673.36') to a point along the
western right-of-way line of Xxxxxxxx Xxxx, X.X. 0000; and thence along the said
western right-of-way line of Prescott Road in a generally southwardly direction
South sixteen degrees eighteen minutes
1
EXHIBIT C - PAGE 2
sixteen seconds East (S 16(degrees) 18' 16" E), a distance of four hundred six
feet (406.00') to a point, said point being the point and the place of
BEGINNING.
CONTAINING 7.6829 acres to the western right-of-way line of Prescott Road.
BEING A PORTION OF THE SAME PREMISES which Resco Products, Inc., a Pennsylvania
corporation, by deed dated June 22, 1998, recorded August 13, 1998 in Lebanon
County Deed Book 342, Page 654, granted and conveyed unto AES Ironwood, Inc., a
Delaware corporation, Grantor herein. This conveyance excludes a portion of the
Prescott Road right-of-way conveyed by AES Ironwood, Incorporated to the
Commonwealth of Pennsylvania, Department of Transportation, by deed dated
September 1, 1998, to be recorded.
2
EXHIBIT D AND EXHIBIT E
Prescott Quarry Legal Description
ALL THAT CERTAIN tract of land situate partially in South Lebanon
Township, and partially in Xxxxxxx Township, Lebanon County, Pennsylvania, more
particularly described as follows:
BEGINNING at the intersection of the 70' right-of-way for U.S. Route
422, and the eastern side of the right-of-way of East Street, thence progressing
along a curve to the right having a radius of 11,424.19 feet, an arc length of
174.56 feet, and a chord bearing and distance of North 56 degrees 24 minutes 10
seconds East, 174.56 feet to a point on the southern right-of-way of U.S. Route
422, thence progressing along said right-of-way the following nine (9) courses
and distances; (1) South 33 degrees 09 minutes 35 seconds East a distance of
15.00 feet to a point, (2) thence along a curve to the right having a radius of
11,409.19 feet, an arc length of 49.78 feet, and a chord bearing and distance of
North 56 degrees 57 minutes 55 seconds East, 49.78 feet to a point, (3) thence
progressing South 32 degrees 54 minutes 35 seconds East a distance of 15.00 feet
to a point, (4) thence progressing along a curve to the right having a radius of
11,394.19 feet, an arc length of 49.72 feet, and a chord bearing and distance of
North 57 degrees 12 minutes 55 seconds East, 49.72 feet to a point, (5) thence
progressing South 32 degrees 39 minutes 35 seconds East a distance of 5.00 feet
to a point, (6) thence progressing along a curve to the right having a radius of
11,389.19 feet, an arc length of 99.39 feet, and a chord bearing and distance of
.North 57 degrees 35 minutes 25 seconds East, 99.39 feet to a point, (7) thence
progressing North 32 degrees 09 minutes 35 seconds West a distance of 35.00 feet
to a point, (8) thence progressing along a curve to the right having a radius of
11,424.19 feet, an arc length of 743.01 feet, and a chord bearing and distance
of North 59 degrees 42 minutes 10 seconds East a distance, 742.88 feet to a
point, (9) thence progressing North 61 degrees 34 minutes 00 seconds East a
distance of 964.80 feet to an iron pin; thence leaving the U.S. 422 right-of-way
South 29 degrees 24 minutes 10 seconds East a distance of 286.72 feet to an iron
pin, thence progressing North 67 degrees 53 minutes 30 seconds East a distance
of 220.00 feet to an iron pin, thence progressing
South 85 degrees 41 minutes 30 seconds East a distance of 386.00 feet to an iron
pin, thence progressing South 35 degrees 55 minutes 30 seconds East a distance
of 306.00 feet to an iron pin, thence progressing North 73 degrees 33 minutes 30
seconds East a distance of 654.19 feet to a point, thence progressing North 33
degrees 48 minutes 05 seconds West a distance of 405.01 feet to a point, thence
progressing North 46 degrees 40 minutes 44 seconds East a distance of 591.29
feet to a point, thence progressing North 66 degrees 32 minutes 45 seconds East
a distance of 1,112.61 feet to a railroad spike in the center of Xxxxxxxx Xxxx
(XX 0000); thence progressing along same North 26 degrees 47 minutes 00 seconds
West a distance of 67.73 feet to a railroad spike in the center of same, thence
leaving xxxx xxxx (XX 0000) North 59 degrees 14 minutes 00 seconds East a
distance of 488.70 feet to a point, thence progressing North 28 degrees 49
minutes 15 seconds West a distance of 476.78 feet to a point on the northerly
edge of U.S. Route 422, thence progressing North 61 degrees 03 minutes 00
seconds East a distance of 22.46 feet to a point on same, thence progressing
South 26 degrees 53 minutes 00 seconds East a distance of 17.63 feet to a point
on the center of said road; thence along same North 61 degrees 03 minutes 00
seconds East a distance of 720.70 feet to a point; thence progressing South 28
degrees 13 minutes 15 seconds East a distance of 35.00 feet to an iron pin on
the southern right-of-way of U..S. Route 422; thence along said right-of-way
North 61 degrees 03 minutes 00 seconds East a distance of 282.85 feet to a
point, thence along a curve to the right having a radius of 11,424.19 feet, an
arc length of 1,047.45 feet, and a chord bearing and distance of North 63
degrees 40 minutes 35 seconds East, 1,047.08 feet to an iron pin on the southern
right-of-way of U.S. Route 422, thence leaving said right-of-way North 23
degrees 51 minutes 10 seconds West a distance of 35.00 feet to a point in the
center of U.S. Route 422, thence along a curve to the right having a radius of
11,459.19 feet, an arc length of 586.10 feet, and a chord bearing and distance
of North 67 degrees 46 minutes 05 seconds East, 586.10 feet to a point in the
center of U.S. Route 422, thence along same North 69 degrees 14 minutes 00
seconds East a distance of 1,172.11 feet to a point, thence leaving said road
South 14 degrees 34 minutes 00 seconds East a distance of 2,676.12 feet to an
iron pin on the northern right-of-way of lands N/F of Consolidated Rail
Corporation, thence progressing South 61 degrees 03 minutes 40 seconds West a
distance of 2,109.40 feet to a railroad monument located on the northern
right-of-way of lands N/F/ of Consolidated Rail Corporation, thence leaving said
right-of-way North 05 degrees 56 minutes 20
seconds West a distance of 180.67 feet to an iron pin, thence progressing South
84 degrees 43 minutes 40 seconds West a distance of 443.66 feet to an iron pin,
thence progressing South 17 degrees 01 minutes 20 seconds East a distance of
352.37 feet to a point on the northern right-of-way of lands N/F of Consolidated
Rail Corporation, thence progressing along same South 61 degrees 09 minutes 40
seconds West a distance of 387.39 feet to a railroad monument, thence leaving
said right-of-way North 17 degrees 01 minutes 20 seconds West a distance of
721.00 feet to an iron pin, thence progressing South 61 degrees 44 minutes 55
seconds West a distance of 982.00 to an iron pin; thence progressing South 16
degrees 04 minutes 05 seconds East a distance of 244.00 feet to a spike; thence
progressing South 54 degrees 39 minutes 50 seconds West a distance of 705.00
feet to an iron pin, thence progressing South 19 degrees 28 minutes 15 seconds
West a distance of 476.64 feet to an iron pin, thence progressing South 15
degrees 00 minutes 00 seconds East a distance of 80.00 feet to an iron pin,
thence along said right-of-way of land N/F of Consolidated Rail Corporation, on
a curve to the right having a radius of 5,679.65 feet, an arc length of 1,334.49
feet and a chord bearing and distance of South 69 degrees 13 minutes 05 seconds
West, 1,047.99 feet to an iron pin, thence progressing North 29 degrees 31
minutes 35 seconds West a distance of 840.51 feet to an iron pin, thence
progressing South 79 degrees 45 minutes 25 seconds West a distance of 1,842.24
feet to an iron pin, thence progressing South 27 degrees 30 minutes 35 seconds
East a distance of 864.00 feet to an iron pin, thence progressing along said
right-of-way of lands N/F of Consolidated Rail Corporation, South 79 degrees 50
minutes 45 seconds West a distance of 997.02 feet to an iron pin, thence along
the eastern right-of-way line of Xxxx Xxxxxx, Xxxxx 00 degrees 47 minutes 20
seconds West a distance of 1,778.51 feet to a point, THE POINT OF BEGINNING.
This survey description was taken from an ALTA/ACSM Land Title Survey for Pennsy
Supply, Inc., Prescott Quarry, as prepared by Xxxxx Engineering Associates,
Inc., dated 3/28/99.
That portion of the above described land situate East of Prescott Road is
referred to in the Easement as the Pennsy East Tract and constitutes Exhibit D;
and
That portion of the land situate West of Prescott Road is referred to in the
Easement as the Pennsy West Tract, and constitutes Exhibit E.
EXHIBIT F
LEGAL DESCRIPTION
ACCESS ROAD RIGHT-OF-WAY
FOR
AES IRONWOOD, L.L.C.
--------------------------------------------------------------------------------
All that certain lot or tract of land situate in South Lebanon Township,
Lebanon County, Pennsylvania, as shown on attached Exhibit F, more fully
bounded and described as follows, to wit:
BEGINNING at a point located North 29 degrees 31 minutes 35 seconds West, a
distance of 46.59 feet of the southwest corner of lands of Lebanon Rock Inc.,
now known as Pennsy Supply, Inc. and the northern right-of-way line of
Consolidated Rail Corporation; thence along lands of AES Ironwood, L.L.C.,
North 29 degrees 31 minutes 35 seconds West, a distance of 52.46 feet to a
point; thence through said lands of Lebanon Rock Inc., now known as Pennsy
Supply, Inc., the following four (4) courses (1) by a curve to the left having
a radius of 1975.00 feet, an arc length of 281.26 feet to a point, the chord of
said curve bearing North 74 degrees 13 minutes 26 seconds East, a distance of
281.03 feet; (2) North 70 degrees 08 minutes 39 seconds East, a distance of
391.03 feet to a point; (3) by a curve to the left having a radius of 1975.00
feet, an arc length of 191.57 feet to a point, the chord of said curve bearing
North 67 degrees 21 minutes 55 seconds East, a distance of 191.50 feet; (4)
North 64 degrees 35 minutes 11 seconds East, a distance of 219.11 feet to a
point along lands AES Ironwood, L.L.C.; thence along said lands of AES
Ironwood, L.L.C., South 19 degrees 28 minutes 15 seconds West, a distance of
14.87 feet to a steel rebar; thence along same, South 15 degrees 00 minutes 00
seconds East, a distance of 40.13 feet to a point; thence through said lands of
lands of Lebanon Rock Inc., now known as Pennsy Supply, Inc., the following
four (4) courses (1) South 64 degrees 35 minutes 11 seconds West, a distance of
201.36 feet to a point; (2) by a curve to the right having a radius of 2025.00
feet, an arc length of 196.42 feet to a point, the chord of said curve bearing
South 67 degrees 21 minutes 55 seconds West, a distance of 196.34 feet; (3)
South 70 degrees 08 minutes 39 seconds West, a distance of 391.03 feet to a
point; (4) by a curve to the right having a radius of 2025.00 feet, an arc
length of 272.32 feet to a point, the chord of said curve bearing South 73
degrees 59 minutes 48 seconds West, a distance of 272.12 feet to a point; said
point being the point and place of BEGINNING.
Containing 53,434 Square Feet (1.2267 Acres).
EXHIBIT F
LEGAL DESCRIPTION
ACCESS ROAD RIGHT-OF-WAY
FOR
AES IRONWOOD, L.L.C.
--------------------------------------------------------------------------------
All that certain lot or tract of land situate in South Lebanon Township, Lebanon
County, Pennsylvania, as shown on attached Exhibit F, more fully bounded and
described as follows, to wit:
BEGINNING at a point located on the western right-of-way line of Prescott Road,
131.43 feet north of intersection of the northern right-of-way line of
Consolidated Rail Corporation and the western required right-of-way line of
Prescott Road; thence through lands of AES Ironwood L.L.C. the following eight
(8) courses (1) South 73 degrees 55 minutes 55 seconds West, a distance of 100
feet to a point; (2) North 16 degrees 18 minutes 16 seconds West, a distance of
89.81 feet to a point ; (3) by a curve to the left having a radius of 125.00
feet, an arc length of 65.48 feet to a point, the chord of said curve bearing
South 21 degrees 52 minutes 19 seconds West, a distance of 64.73 feet; (4)
South 06 degrees 51 minutes 54 seconds West, a distance of 148.00 feet to a
point; (5) by a curve to the right having a radius of 225.00 feet, an arc
length of 188.27 feet to a point, the chord of said curve bearing South 30
degrees 50 minutes 11 seconds West, a distance of 182.82 feet; (6) South 54
degrees 48 minutes 27 seconds West, a distance of 244.45 feet; (7) by a curve
to the right having a radius of 1025.00 feet, an arc length of 174.94 feet to a
point, the chord of said curve bearing South 59 degrees 41 minutes 49 seconds
West, a distance of 174.73 feet; (8) South 64 degrees 35 minutes 11 seconds
West, a distance of 185.36 feet to a point along lands of Lebanon Rock Inc.,
now known as Pennsy Supply, Inc.; thence along said lands of Lebanon Rock Inc.,
now known as Pennsy Supply, Inc., North 15 degrees 00 minutes 00 seconds West,
a distance of 40.13 feet to a steel rebar; thence along same North 19 degrees
28 minutes 15 seconds East, a distance of 14.87 feet to a point; thence through
said lands of AES Ironwood, L.L.C. the following seven (7) courses (1) North 64
degrees 35 minutes 11 seconds East, a distance of 167.62 feet; (2) by a curve
to the left having a radius of 975.00 feet, an arc length of 166.41 feet to a
point, the chord of said curve bearing North 59 degrees 41 minutes 49 seconds
East, a distance of 166.21 feet; (3) North 54 degrees 48 minutes 27 seconds
East, a distance of 244.45 feet; (4) by a curve to the left having a radius of
175.00 feet, an arc length of 146.43 feet to a point, the chord of said curve
bearing North 30 degrees 50 minutes 11 seconds East, a distance of 142.20 feet;
(5) North 06 degrees 51 minutes 54 seconds East, a distance of 148.00 feet to a
point; (6) by a curve to the right having a radius of 175.00 feet, an arc
length of 148.27 feet to a
point, the chord of said curve bearing North 31 degrees 08 minutes 15 seconds
East, a distance of 143.88 feet; (7) North 16 degrees 18 minutes 16 seconds
West, a distance of 90.65 feet to a point along lands of Lebanon Rock Inc., now
known as Pennsy Supply, Inc.; thence along said lands of Lebanon Rock Inc., now
known as Pennsy Supply, Inc., North 54 degrees 39 minutes 50 seconds East, a
distance of 84.63 feet to a point along the western required right-of-way line
of Prescott Road; thence along said western required right-of-way line of
Prescott Road, South 16 degrees 18 minutes 16 seconds East, a distance of 274.56
feet to a point; said point being the point and place of BEGINNING.
Containing 74,220 Square Feet (1.7039 Acres).
Being a portion of the property conveyed by AES Ironwood, Inc. to Pennsy
Supply, Inc. immediately prior to the recording hereof.
EXHIBIT G
LEGAL DESCRIPTION
STORM WATER EASEMENT AREA
FOR
AES IRONWOOD, L.L.C.
--------------------------------------------------------------------------------
All that certain lot or tract of land situate in South Lebanon Township,
Lebanon County, Pennsylvania, as shown on attached Exhibit G-1, more fully
bounded and described as follows, to wit:
BEGINNING at a point at of the northeast corner of lands of AES Ironwood,
L.L.C.; thence along the northern line of said AES Ironwood, L.L.C., South 79
degrees 45 Minutes 25 seconds West a distance of 92.49 feet to a point; thence
through lands of Lebanon Rock, Inc., now known as Pennsy Supply, Inc., North 54
degrees 16 minutes 00 seconds West, a distance of 186.45 feet to a point;
thence continuing though same, North 07 degrees 16 minutes 57 seconds East, a
distance of approximately 365 feet to a point along the face of a quarry on
said lands of Lebanon Rock, Inc., now known as Pennsy Supply, Inc.; thence
along face of said quarry a distance approximately 100 feet to a point ; thence
continuing through lands of Lebanon Rock, Inc., now known as Pennsy Supply,
Inc., South 07 degrees 16 minutes 57 seconds West, a distance of approximately
285 feet to a point; thence continuing though same South 54 degrees 16 minutes
00 seconds East, a distance of 156.53 feet to a point; thence continuing though
same South 10 degrees 14 minutes 35 seconds East, a distance of 48.19 feet to a
point, said point being the point and place of BEGINNING.
Containing 51,770 Square Feet (1.1885 Acres).
EXHIBIT G-1
[Drawing: Legal Description for Storm Water Easement]
EXHIBIT H
LEGAL DESCRIPTION
DRAINAGE EASEMENT
FOR
AES IRONWOOD, L.L.C.
--------------------------------------------------------------------------------
All that certain lot or tract of land situate in South Lebanon Township,
Lebanon County, Pennsylvania, as shown on attached Exhibit H-1, more fully
bounded and described as follows, to wit:
BEGINNING at a point on the northern line of AES Ironwood, L.L.C. said point
being South 79 degrees 45 minutes 25 seconds West, a distance of 92.49 feet of
the northeast corner of lands of AES Ironwood, L.L.C.; thence along said lands
of AES Ironwood, L.L.C. the South 79 degrees 45 minutes 25 seconds West, a
distance of 772.27 feet to a point; thence through lands of Lebanon Rock, Inc.,
now known as Pennsy Supply, Inc., the following three (3) courses; (1) North 10
degrees 14 minutes 35 seconds West, a distance of 20.00 feet to a point; (2)
North 79 degrees 45 minutes 25 seconds East, a distance of 752.94 feet to a
point; (3) North 54 degrees 16 minutes 00 seconds West, a distance of 27.81
feet to a point, said point being the point and place of BEGINNING.
Containing 15,252 Square Feet (0.3501 Acres).
EXHIBIT H-1
[Drawing: Legal Description for Drainage Easement]
EXHIBIT H
LEGAL DESCRIPTION
DRAINAGE EASEMENT
FOR
AES IRONWOOD, L.L.C.
--------------------------------------------------------------------------------
All that certain lot or tract of land situate in South Lebanon Township,
Lebanon County, Pennsylvania, as shown on attached Exhibit H-2, more fully
bounded and described as follows, to wit:
BEGINNING at a point at of the northeast corner of lands of AES Ironwood,
L.L.C.; thence through lands of Lebanon Rock, Inc., now known as Pennsy Supply,
Inc., the following six (6) courses; (1) North 10 degrees 14 minutes 35 seconds
West, a distance of 20.00 feet to a point; (2) North 79 degrees 45 minutes 25
seconds East, a distance of 14.19 feet to a point; (3) South 29 degrees 31
minutes 35 seconds East, a distance of 669.74 feet to a point; (4) South 59
degrees 08 minutes 41 seconds East, a distance of 86.43 feet to a point; (5)
South 30 degrees 51 minutes 19 seconds West, a distance of 20.00 feet to a
point; (6) North 59 degrees 08 minutes 41 seconds West, a distance of 92.71
feet to a point on the easterly line of said lands of AES Ironwood, L.L.C.;
thence along said lands of AES Ironwood, Inc. North 29 degrees 31 minutes 35
seconds West, a distance of 660.84 feet to a point, said point being the point
and place of BEGINNING.
Containing 15,249 Square Feet (0.3501 Acres).
EXHIBIT H-2
[Drawing: Legal Description for Drainage Easement]
EXHIBIT H
LEGAL DESCRIPTION
DRAINAGE EASEMENT
FOR
AES IRONWOOD, L.L.C.
--------------------------------------------------------------------------------
All that certain lot or tract of land situate in South Lebanon Township,
Lebanon County, Pennsylvania, as shown on attached Exhibit H-3, more fully
bounded and described as follows, to wit:
BEGINNING at a point located the following two (2) courses from the southeast
corner of lands of Lebanon Rock Inc., now known as Pennsy Supply, Inc. and the
western required right-of-way line of Prescott Road; (1) South 54 degrees 39
minutes 50 seconds West, a distance of 84.63 feet to a point; (2) South 16
degrees 18 minutes 16 seconds East, a distance of 69.70 feet to a point along
said access right-of-way for AES Ironwood, L.L.C. the following five (5)
courses; (1) South 16 degrees 18 minutes 16 seconds West, a distance of 20.95
feet to a point; (2) by a curve to the left having a radius of 175.00 feet, an
arc length of 148.27 feet to a point, the chord of said curve bearing South 31
degrees 08 minutes 15 seconds West, a distance of 143.88 feet; (3) South 06
degrees 51 minutes 54 seconds West, a distance of 148.00 feet to a point; (4)
by a curve to the right having a radius of 175.00 feet, an arc length of 146.43
feet to a point, the chord of said curve bearing South 30 degrees 50 minutes 11
seconds West, a distance of 142.20 feet; (5) South 54 degrees 48 minutes 27
seconds West, a distance of 53.61 feet to a point; thence through lands of AES
Ironwood, L.L.C. the following five (5) courses; (1) North 35 degrees 11
minutes 33 seconds West, a distance of 20.00 feet to a point; (2) North 54
degrees 48 minutes 27 seconds East, a distance of 53.61 feet to a point; (3) by
a curve to the left having a radius of 155.00 feet, an arc length of 129.70
feet to a point, the chord of said curve bearing North 30 degrees 50 minutes 11
seconds East, a distance of 125.95 feet; (4) North 06 degrees 51 minutes 54
seconds East, a distance of 148.00 feet to a point; (5) by a curve to the right
having a radius of 195.00 feet, an arc length of 171.79 feet to a point, the
chord of said curve bearing North 32 degrees 06 minutes 12 seconds East, a
distance of 166.29 feet to a point along western line of said access
right-of-way for AES Ironwood, L.L.C., said point being the point and place of
BEGINNING.
Containing 9,994 Square Feet (0.2294 Acres).
EXHIBIT H-3
[Drawing: Legal Description for Drainage Easement]
EXHIBIT I
LEGAL DESCRIPTION
EAST STREET EMERGENCY ACCESS AND UTILITY EASEMENT
FOR
AES IRONWOOD, L.L.C.
--------------------------------------------------------------------------------
All that certain lot or tract of land situate in South Lebanon Township,
Lebanon County, Pennsylvania, as shown on attached Exhibit I, more fully
bounded and described as follows, to wit:
BEGINNING at a point located at the intersection of the eastern right-of-way
line of East Street and the northern right-of-way line of Consolidated Rail
Corporation; thence along said eastern right-of-way line of said Xxxx Xxxxxx,
Xxxxx 00 degrees 47 minutes 20 seconds West, a distance of 73.45 feet to a
point; thence through lands of Lebanon Rock, Inc., now known as Pennsy Supply,
Inc., the following three (3) courses; (1) North 79 degrees 50 minutes 45
seconds East, a distance of 762.21 feet to a point; (2) North 34 degrees 45
minutes 25 seconds East, a distance of 110.46 feet to a point; (3) North 79
degrees 45 minutes 25 seconds East, a distance of 132.69 feet to a point along
lands of AES Ironwood, L.L.C.; thence along said lands of AES Ironwood, L.L.C.
South 27 degrees 30 minutes 35 seconds East, a distance of 73.30 feet to a
point; thence through said lands of Lebanon Rock, Inc., now known as Pennsy
Supply, Inc., South 79 degrees 45 minutes 25 seconds West, a distance of 125.45
feet to a point; thence continuing through same, South 34 degrees 45 minutes 25
seconds West, a distance of 110.53 feet to a point along said northern
right-of-way line of Consolidated Rail Corporation; thence along said
right-of-way line of Consolidated Rail Corporation, South 79 degrees 50 minutes
45 seconds West, a distance of 769.01 feet to a point; said point being the
point and place of BEGINNING.
Containing 70,362 Square Feet (1.6153 Acres).
EXHIBIT I
[Drawing: Legal Description for East Street Emergency Access and Utility
Easement]
