HomeMy WebLinkAboutApplication section 4 (3)No. of Pages: 12
Receipt No. 547494
Aurora R. Valenti
TOMPKINS COUNTY CLERK
320 North Tioga Street
Ithaca, NY 14850
(607)274-5431
Fax: (607)274-5445
DATE: 09/01/2009
Time: 09:06 AM
Document Type: MISC RECORDS
Instrument Number
547494-002*
Delivered By: ENFIELD ENERGY
Return To.-
ENFIELD
o:ENFIELD ENERGY
Parties To Transaction: RANCICH & ENFIELD ENERGY
Deed Information Mortgage Information
Consideration: Mortgage Amount:
Transfer Tax: Basic Mtge_ Tax:
RETT No: Special Mtge. Tax:
County Transfer Tax: Additional Mtge, Tax:
State of New York
TMortgage Serial No.:
Tompkins County Clerk
This sheet constitutes the Clerk endorsement required by Section 316-A(5) & Section 319 of the Real
Property Law of the State of New York. DO NOT DETACH
Tompkins County Clerk
1111111111 Rill 1111111111111111111111111111
MEMORANDUM OF OPTION AGREEMENT AND
LEASE AND EASEMENT AGREEMENT
This MEMORANDUM OF OPTION AGREEMENT AND LEASE AND EASEMENT
AGREEMENT (this "Memorandum and Easement Agreement") is made upon the date of the
first acknowledgement of this Agreement, and is effective on.2009 as
made by and between John Rancich with an address of — P.O. f3ox X47, Ithaca, NY
14867 ("Owner") and Enfield Energy, LLC, a New York limited liability company, with an
address of PO Box 547, Ithaca, New York, 14851 ("Company").
RECITALS
A. Owner is the holder of fee simple title to the real property legally described on
Exhibit A attached hereto and made apart hereof (the "Property"). Company is the developer of
the wind -powered electricity generation facility commonly known as the Black Oak Wind Farm
(the "Project").
^, B. Owner and Company have entered; into an Option Agreement and Lease and
Easement Agreement (the "Agreement") with an effective date of, 2009 (the
"Effective Date"), pursuant to which Owner has granted to Company .(i an exclusive option to lease
the Property for development of the Project, and (ii) an exclusive Wind Development Easement on
the Easement Property (as defined below) for Wind Energy Purposes (as defined below).
C. Owner and Company want to set forth certain terms and provisions of the
Agreement in this Memorandum of Option Agreement and Lease and Easement Agreement for
recording purposes.
NOW, THEREFORE, for and inconsideration of the rents and covenants reserved in
the Agreement and the covenants and conditions set forth in the Agreement; Owner and
Company hereby covenant, promise and agree as follows:
1. Definitions. Capitalized terms used in this Memorandum and Easement
Agreement and not otherwise defined shall have the meanings given them in the Agreement.
Certain specific definitions used in this Memorandum and Easement Agreement and in the
Agreement include the following:
(a) "Wind Easement Property" means the real estate described on Exhibit A and is the
property which will be subject to the Wind Development Easement. In addition, the
Wind Development Easement affects all vertical space located above the surface of
the Wind Easement Property, at all elevations.
(b) `'Wind Energy Purposes". means the exclusive right to convert wind energy resources
into electrical energy, collecting and transmitting the electrical energy so converted
through the construction and operation of Windpower Facilities.
(c) "Wind Turbine Generators" means towers, nacelles, blades and associated parts used
to generate electricity from wind.
(d) "Windpower Facilities" means Wind Turbine Generators, Cables; electric
transformers, energy storage facilities, telecommunications equipment, substations,
power generation facilities to be operated in conjunction with large wind turbine
installations, roads, fences, meteorological towers and wind measurement equipment,
and other facilities and equipment associated with or operated in conjunction with
large wind turbine installations.
2. Option to Lease. Pursuant to the Agreement, Owner grants to Company an
exclusive option to lease the Property..
(a) Term of Option. The Option Period shall commence on the Effective Date and shall
continue for up to five (5) years from the Effective Date, as provided in the
Agreement.
(b) Exercise of Option. Company may exercise its right to lease the Property by giving
written notice to Owner at any time prior to the termination of the Option Period.
(c) Option Pavment. Payment for the Option to lease shall be made as provided for in
the Agreement.
(d) Rights durinp- Option Period
(i) Access to Propertv. Company shall have the right to enter the Property for
purposes of installing.and maintaining meteorological measuring equipment and
conducting such other tests, studies, inspections, surveys, and soil or other
analysis as Company deems. advisable or necessary. Owner shall cooperate with
Company in such efforts and make available to Company for inspection, copies of
all field tiling surveys, plans and other such records of Owner only as such
information relates directly to the proposed Windpower Facilities.
(ii) Rights Reserved to Owner. Owner expressly reserves the right to use the Property
for purposes that do not and will not interfere with Company's rights to use the
Property for Wind Energy Purposes.
3. Lease. If Company exercises its Option to lease the Property. Owner shall Iease
the Property to Company. Pursuant to the Agreement, Company has the exclusive right to use
the Property for Wind Energy Purposes.
(a) Term of Lease. The Lease shall commence on the date Company gives notice of its
exercise of the option, or on such other date as Company may specify in such notice
(the "Lease Commencement Date"). The term of the Lease shall be thirty (30) years
from the Lease Commencement Date, subject to Company's option to extend the term
of the Lease for up to two (2) additional twenty (20) year periods, as provided in the
Agreement.
(b) Rent. The rent due and payable from Company to Owner for the Lease shall be in the
amounts specified in, and shall be payable pursuant to the terms and provisions of, the
Agreement.
4, Wind Development Easement.
(a) Grant. Owner agrees to grant to Company an exclusive Wind Development Easement
on and over the Wind Easement Property. Owner agrees that this is and will be the
only Wind Development Easement on and over the Wind Easement Property for the
duration of the easement. The grant of the Wind Development Easement shall also
constitute a waiver of any setback requirement, whether such setback is required from
a property line, residence or any,other structure as would otherwise be required by
any applicable law, ordinance or regulation. Owner also agrees that Company may
install Windpower Facilities on adjacent land to the Property at -a closer distance to
the Property than the setbacks that W, ould otherwise be required under any applicable
law, ordinance or regulation.
(b) Limitations on Use of Wind Easement Prouerty. As of the Effective Date, Owner
may not, without the prior written approval of Company, (i) place or plant any trees
or (ii) place or build any structures or improvements higher than forty feet on the
Wind Easement Property after the Effective Date which may, in Company's sole
judgment, impede or interfere with the flow of wind to any Site or Windpower
Facilities (including Windpower Facilities within the Project but Iocated on adjacent
land). Structures and improvements located on the Wind Easement Property as of the
Effective Date shall be allowed to remain, insofar as they do not interfere with
Company's rights hereunder_ Owner may not place or build any new structures,
improvements or excavations closer than 20 feet to Company's Cables, roads or
fences or closer than 100 feet to any other Windpower Facilities. -
(c) Rip-hts Reserved to Owner. Owner expressly reserves the right to use the Wind
Easement Property for purposes of ranching, hunting, recreation, conservation, and
farming that do not and will not interfere with the Windpower Facilities. -
(d) Consideration for Easement_ Company shall pay Owner One Dollar ($1.00) and
other good and valuable consideration. the receipt and sufficiency of which is hereby
acknowledged by Owner_
(e) Duration of Easement. The terra of Wind Development Easement shall begin on
the Effective Date and shall terminate on the first to occur of the following:
a. the date that Company delivers written notice to Owner that Company is
terminating the Wind Development Easement; or
b. the last day of the Lease Term; or
c. if Company does not exercise the Option within the Option Period in accordance
With the Agreement.
(f) Successors and Assians. The Wind Development Easement shall burden the
Wind Easement Property and shall run, with the land. The Wind Development
Easement shall inure to the benefit of and be binding upon Owner and Company and
their respective heirs, transferees, successors and assigns, and all persons claiming
under them.
IN WITNESS WHEREOF, Owner and Company have executed this Memorandum and
Easement Agreement as of date first written above.
OWNER:
Signature
Printed Name John Rancich
j,
JO A. PAYNE
Notary Public, State of New York
No. a1 PA5082292
Qualified in Tompkins Co n
Commission Expires July 21, _
ACKNOWLEDGMENT OF OWNER
STATE OF NEW YORK j
ss.:
COUNTY OF TOMPKINS )
On the 2-T day of AuteU 5 f , 2009, before me, the undersigned, a Notary Public in and
for said State, personally appeared John Rancich , personally known to
me or proved to me on the basis of satisfactory evidence to be the individuals) whose name(s)
is (are) subscribed to the within instrument and acknowledged to me that they executed the same
in their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s) or
the person(s) upon behalf of which the individual(s) acted, executed the instrument.
1
JO A. PAYNE Notary Public
Notary Public, State of New York
No. 01PA5 82292
Qualffied in Tompkins County
Commission Expires July 21,
COMPANY: Enfield Energy, LLC
Signature
Printed me John Rancich
Title President
ACKNOWLEDGMENT OF COMPANY
STATE OF NEW YORK )
) ss.:
COUNTY OF TOMPKINS
On the n day of Az��ejj 5 �/. 2009, before me, the undersigned, a Notary Public in and
for said State, personally appeared John Rancich
personally known to me or proved to me on the basis of satisfactory evidence to be the
individual(s) whose name(s) is (are) subscribed to the within instrument -and acknowledged to
me that they executed the same in their capacity(ies), and that by his/her/their signature(s) on the
instrument, the individual(s) or the person(s) upon behalf of which the individual(s) acted,
executed the instrument_
- r
JO A. PAYNE Notary Public
Notary Public, State of New lark
No. 01 PA50P,2292
Qualified in Tomp; ins Goon
Commission Exoires July 21, L3
EXHIBIT A
Attached to and made a part of that certain Memorandum of Option Agreement and Lease
and Easement Agreement dated{ j��5_, 2009 between
John Rancich Owner,; and Enfield Energy, LLC, a limited
liability company
DESCRIP'T'ION OF PROPERTY
PARCEL 1<: (018.-2-1.21,39.2 ACRES)
All that tract or parcel of land situate in the Town of Enfield, County of Tompkins and State of
New York, being part of Military Lot #73 more particularly bounded and described as follows:
Beginning at a point in the center line of Black Oak Road, said point being 1349.67 feet, more or
less, southerly along said center line from the intersection of the center line of Black Oak Road
with the center line of Connecticut Hill Road, said point being the southwest corner of premises
now or formerly of Hoffinan (Liber 860 Deeds, page 188);
THENCE running south 10°32'45" west, along the center line of Black Oak Road, a distance of
105.04 feet to a point;
THENCE running south 11'06'49" west, along the center line of Black Oak Road, a distance of
277.22 feet to a point;
THENCE running south 10°43'43" west; along said center line of Black Oak Road, a distance of
299.46 feet to a point;
THENCE running south 7619' 18" east, passing through an iron pin at 25.04 feet, for a total
distance of 23 4.3 7 feet to a point marked by a rod with cap. -
THENCE running south 10027'50" west, passing through a rod with cap at 234.35 feet, for a
total distance of 420.00 feet to a point marked by a rod with cap;
THENCE running south 76'19'18" east, passing through a rod with cap at 201.29 feet, for a total
distance of 420.00 feet to a point marked by a rod with cap;
THENCE running north 10°27'50" east a distance of 57.00 feet to a point;
THENCE running south 76°19'l 8" east a distance of 120.00 feet to a point;
THENCE running south 10°27'50" west a distance of 387.00 feet to a point marked by a rod
with cap;
THENCE running south 76°56'24".east a distance of 616.25 feet to a point marked by an iron
rod;
THENCE running south 09°55'36" west a distance of') 1.78 feet to a point marked by an iron
pipe;
THENCE running south 7651'35" east a distance of 170.22 feet to a paint marked by an iron
pipe
THENCE running south OP33'01" west, passing through an iron rod at 638.55 feet, for a total
distance of 662.25 feet to a point in the center line of Griffin Road; -
THENCE running south 79°20'30" east, along the center line of Griffin Road, a distance of
128.39 feet to a point;
THENCE running north 09'02'16" east, passing through an iron rod at 24.2 feet, for a total -
distance of 77.98 feet to a point marked by an iron rod;.
THENCE running north 79°20'30" west a distance of 8 1. 00 feet to a point marked by an iron
rod;
THENCE running north 10°54'48" east a distance of 606.61 feet to a point marked by an iron
rod;
THENCE running north 78°1356" west a distance of 274.04 feet to a point marked by an iron
rod;
THENCE running north 09°50'02" east 1480.23 feet to a point;.
THENCE running north 79'27'15" west, passing through rods with cap at 764.88 feet (said point
being the southeast corner of said Hoffman premises) and 1369.88 feet, for a total distance of
1394.88 feet to a point in the center line of Black Oak Road, being the point and place of
beginning.
Excepting and reserving from the above described premises all that tract or parcel of land
conveyed by Hilda D. Amberge to Samuel Quinn Eddy and Danny H. Hickey by deed dated
August 18.1995 and recorded in the Tompkins County Clerk's Office on August 21, 1995 in
Liber 756 of Deeds at page 122.
Being the same premises conveyed to John Rancich from Michael G. Amberge by Warranty
Deed dated December 28, 2006 and recorded December 29, 2006 in Tompkins County Clerk's
Office as Instrument Number 501-971-001. Being a portion of the same premises conveyed to
the party of the first part by deed of Norman C. Amberge, individually and as Executor of the
Estate of Hilda D. Amberge, dated November 9, 2006 and recorded in the Tompkins County
Clerk's Office on November 22- 2006 as Instrument No. 500201-001.
PARCEL II (018.-24.32, 4.85 acres)
ALL THAT TRACT OR PARCEL OF LAND situate in the Town of Enfield, County of
Tompkins and State of New York, being more particularly bounded and described as follows:
BEGINNING at a point in the center line of Black Oak Road, said point being 741.37 feet north
of the intersection of the center line of Black Oak Road with the center line of Grim Road;
THENCE running north 10°27'50" east, along the center line of Black Oak Road, a distance of
230.00 feet to a point;
THENCE running south 7699'1 8" east, passing through an iron rod with cap at 25.00 feet, for a
total distance of 436.29 feet to a point marked by an iron rod with cap;
THENCE running north 10'27'50" cast a distance of 100.00 feet to a point marked by an iron
rod with cap;
THENCE running south 7699' 18" east a distance of 218.71 feet to a point marked by an iron
rod with cap;
THENCE running north 10°27'50" east a distance of 57.00 feet to a point marked by an iron rod
with cap;
THENCE running south 7699' 18" east a distance of 120.00 feet to a point marked by an iron
rod with cap;
THENCE running south 10°27'50" west a distance of 387.00 feet to a point marked by an iron
rod with cap;
THENCE running north 76'19'18" west, passing through iron rods at 321.86 feet and 749.29
feet, for a total distance of 775.00 feet to a pointinthe center line of Black Oak Road, being the
point and place of beginning.
Being a portion of the premises conveyed to John Rancich from Bible Baptist Church — Schools
of Connecticut Hill of Ithaca and Enfield, Inc. (formerly known as Bible Baptist Church and
Bible Baptist Church of Ithaca and Enfield), a Not -for Profit Religious Corporation under the
laws of the State of New York, by Covenant Against Grantor Deed dated December 15, 2006
and recorded in the Tompkins County Clerk's Office on that date as Instrument number 501359-
001.
PARCEL III (018.-2-1.5)
ALL THAT TRACT OR PARCEL OF LAND situate north of Griffin Road in Lot #73 in the
Town of Enfield, County of Tompkins and State of New York, being bounded and described as
follows:
Beginning at a point marked by a set iron rod situate north 11'36' East a distance of 25 feet from
the south line of lands owned by Hilda Place Amberge, said line also being the north line of
lands conveyed to Newart's Lodge, Inc., (R.O.) (177/296), said point of beginning is also
located North 78'24' West a distance of 87.02 feet from the east line of premises owned by
Hilda Place Amberge (606/1155), and said line being the west line of land owned by Everhart
(R.O.) (266/449);
RUNNING THENCE North 78'24' West across lands of Hilda Place Amberge (606/1155), a
distance of 301.0 feet to a point marked by a set iron rod;
RUNNING THENCE North 11'36' East across lands of Hilda Place Amberge (606/1155), a
distance of 210.0 feet to a point marked by a set iron rod;
RUNNING THENCE South 78'24' East across lands of Hilda Place Amberge (606/1155), a
distance of 114.0 feet to a point marked by a set iron rod;
RUNNING THENCE South 30'5' East across lands of Hilda Place Amberge (606/1155), a
distance of 281.19 feet to a point and place of beginning, and containing one acre of land, a part
of Tax Parcel No. 18-2-1.2
Being the same premises conveyed to John Rancieb from Samuel Eddy and Danny Hickey in
Warranty Deed dated December 4, 2007 and recorded in the Tompkins County Clerk's Office on
December 12, 2007 as Instrument Number 518936-001.
PARCEL IV (018.4-3.22 80.88 ACRES)
All that Tract or Parcel of Land situate in the Town of Enfield, County of Tompkins and State of
New York, being part of Military Lot #72, more particularly bounded and described as follows:
COMMENCING at the northeasterly corner of Parcel A and the northwesterly corner of Parcel B
as shown on the survey map hereinafter referred to: thence running south 1099'43" west
1,990.32 feet to a rod/cap; running thence south 78°51'09" east 1,893.26 feet to a rod/cap-,
running thence north 10°43'43" east 520 feet to a rod cap; running thence north 82°45'44" east
81.86 feet to a rod/cap; running thence north 08°25'55" east 257.36 feet to a rodicap; running
thence south 78°18'09" east 445 feet to a rod/cap; running thence south 77'19'14" east 10 feet to
a rod/cap; running thence south 77019'14" east 445.30 feet to a point in the center line of the
Black Oak Road; running thence north 10°32137" east along the center line of the Black Oak
Road 816.73 feet to a point; running north 78 59`49" west 500.02 feet to a rod/cap; running
thence south 10°32'37" west 782.86 feet to a rod/cap; running thence north 7818'09" west
305.00 feet to a rod/cap; running thence north 0298130" west 497.51 feet to a rod/cap; running
thence north 75°50'37" west 1,183.74 to a rodicap; thence running north 11°00711" east 636.45
feet to a road/cap; running thence north 79°51'47" west 764.40 feet to the point or place of
beginning.
The above described premises are more particularly shown as Parcel B on a survey map entitled,
"Lands of: Norman Amberge — Great Lot: 72 Town of Enfield — Tompkins County — New
York State" prepared by R. James Stockwin, PLS, No. 049012 dated August 7, 2006, which is
filed in the Tompkins County Clerk's Office on September 21, 2006, in Map Book ARV 40.
Being the same premises conveyed to John Rancich from Norman C_ Amberge, Individually and
as Executor of the Last Will and Testament of Hilda D. Amberge in a deed dated October 21,
2008 and recorded on October 21, 2008 in the Tompkins County Clerk's Office as Instrument
Number 533438-001. Hilda D. Amberge died January 30, 1997 and by her Last Will and
Testament dated September 18, 1975 duly admitted to Probate on April 22, 1997 in Tompkins
County Clerk's Office appointed Norman C. Amberge Executor thereof Interests and/or claims
of Doris J_ Morgenthau, her distributes, heirs and assigns were terminated and forever barred by
the order of the Honorable Judith F. O'Shea of the Supreme Court dated October 6, 2000_ A
certified copy of which was recorded in the Tompkins County Clerk's Office on October 10,
2000 in Liber 888 of Deeds at page 230.
PARCEL V (018.4-3.2140 ACRES)
All that Tract or Parcel of land situate in the Town of Enfield, County of Tompkins and State of
New York, being a part of Military Lot 472, more particularly bounded and described as follows=
BEGINNING at a point in the northerly line of the premises of the grantor, being the northerly
line of Military Lot 72, which point is northwesterly along said Lot line a distance of 2,859.17 +
from the intersection of said line with the centerline of Black Oak Road; thence running south 10
degrees 39' 43" West, through the premise of the grantor, a distance of 1,990.32 feet to a point
marked by an rod with cap; thence running north 78 degrees 51' 09" west and along the premises
now or formerly of Teeter (459/562) a distance of 323.74 feet to a point, which point is
northwesterly a distance of 7.6 feet + from a rod with cap; thence running north 10 degrees 39'
43" east and along fence remnants and painted trees a distance of 913.26 feet to a point marked
by an iron pipe; thence running north 78 degrees,33' 31" west along blazed and flagged trees and
the premises now or formerly of Cotton -Hanlon, Inc., a distance of 1,047.73 feet to a point
marked by an iron pipe; thence running south 79 degrees 51' 47" east and along blazed and
flagged trees and the premises now or formerly of Gunning (628/101) a distance of 1,357.86 feet
to the point or place of beginning containing 40.00 acres of land more or less.
The above described premises are more. particularly shown as Parcel A on a survey map entitled.
Lands of: Norman Amberge — Great Lot:.72.— Town of Enfield — Tompkins County —New
York State" prepared by R. James Stockwin, PLS, No. 049012 dated -August 7, 2006.
Being the same premises conveyed to John Rancich from Norman C. Amberge, individually and
as Executor of the Last Will and Testament of Hilda D. Amberge dated September 26, 2006 and
recorded on September 26, 2006 in Tompkins County Clerk's Office as Instrument Number
497024-002. Hilda D. Amberge died January 30, 1997 and by her Last Will and Testament
dated September 18, 1975 duly admitted to -Probate on April 22, 1997 in Tompkins County
Clerk's Office appointed Norman C. Amberge Executor thereof. Interests and/or claims of Doris
J. Morgenthau, her distributes, heirs and assigns -were terminated and forever barred by the order
of the Honorable Judith F. O'Shea of the Supreme Court dated October 6, 2000. A certified
copy of which was recorded in the Tompkins. County Clerk's Office on October 10, 2000 in
Liber 888 of Deeds at page 230.
END OF EXHIBIT "A"