three lakes conservation easement language · 2020. 11. 23. · three lakes tract indenture . may...

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RECEIVguS -REAL ESTATE

MAY 29 1990Three Lakes Tract Indenture TRANSFER TAX2ti3U HERKIMER

COUNTY

THIS INDENTURE made on the day of M 1990, by and between

LYONS FALLS PULP AND PAPER INC a domestic corporation having an address at 9 /

Center Street, P.O. Box 338 Lyons Falls, New York 13368

(hereinafter referred to as "GRANTOR") and. 147- IS-7/

THE NATURE CONSERVANCY. INC. a not-for-profit corporation having an address at 1815 North Lynn Street CLERK''d cIIFtCE Arlington , Virginia 22209

(hereinafter referred to as "GRANTEE")

WITNESSETH

WHEREAS, GRANTOR is the owner of approximately three thousand two hundred ten and six-tenths (3,210.6) acres, more or less, of land located in the Town of Webb, County of Herkimer, and State of New York, which Premises are more particularly described in APPENDIX B, attached hereto and incorporated herein;

WHEREAS, the aforesaid Premises are characterized by environmentally sensitive land, including productive forest land of exceptional character, and lands desirable for public access and recreational opportunity, including Hitchcock Pond, Grasse Pond, Moose Pond, and Blue Pond;

WHEREAS, the parties desire to provide for the preservation, conservation, development and improvement of these resources and the mutually compatible forest crop production and recreational use of the lands;

WHEREAS, the preservation, conservation, development and improvement of these resources hold direct and indirect benefits to the public and are consistent with the expressed policy of the Adirondack Park Agency Act (New York State Executive Law, Article 27) to "insure optimum overall conservation, protection, preservation, development and use of the

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unique scenic , aesthetic, wildlife, recreational , open space , .ecological and natural resources of the Adirondack Park":

historical, •

WHEREAS, the Adirondack Park Agency, in the Adirondack Park Land Use and Development Plan, has identified the aforesaid property as a "Resource Management Area," in which there is recognized "the need to protect, manage and enhance forest, agricultural , recreational and open space resources" (New York State Executive Law 805[3][g1111);

WHEREAS, the legislature of the State of New York has declared the public policy of the state to preserve open spaces, including the preservation, development and improvement of agricultural and forest lands , as well as the preservation of areas which are significant because of the scenic or natural beauty or the opportunities they present for outdoor recreation or education (New York State Environmental Conservation Law 49-0301);

WHEREAS, GRANTEE is a not-for-profit corporation and a tax -exempt organization authorized, empowered and qualified under section 501(c)(3) and 170(h) of the Internal Revenue Code to acquire, hold, and transfer interests in property, including (without limitation) conservation easements, with a primary purpose to conserve property in its natural, scenic, historical, agricultural, forested and/or open space condition;

NOW, THEREFORE, for good and valuable consideration paid, and in consideration of the mutual covenants contained herein, GRANTOR hereby grants, assigns and conveys to GRANTEE and its successors and assigns forever a conservation easement in the Premises which, in accordance with the terms and conditions of the articles below, affirmatively grants rights of vehicular access to and recreational use of the Premises, and places development and use restrictions on the Premises.

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ARTICLE I GENERAL PROVISIONS

1.1 Purposes The purposes of this conservation easement are, in accordance with the terms and conditions of these Articles: (i) to preserve, develop and improve the natural resources of the Premises for mutually compatible purposes of forest management and recreation; (ii) to grant rights of Vehicular Ingress and Egress and Recreational Activity upon the Premises, compatible with Forest Management Activity, and (iii) to place limitations and restrictions upon the development and use of the Premises in the interest of perpetuating Forest Management Activity and Recreational Activity upon the Premises.

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1.2 Definitions As used in this Indenture:

(I) the term "Camping" shall mean temporary overnight camping by or under the direction or regulation of GRANTEE, without utilities or permanent foundations, on any portion of the Premises except as specifically excluded herein.

(Il) the term "Forest Management Activity" shall mean: timber cruising, forest management planning , forest crop selection , and other forest resource evaluation activities; pesticide and herbicide application, fire and flood control, and other activities to prevent or control losses or damage to forest crops or forest products; fertilizer application , pruning, girdling, thinning and other timber stand improvement activities; boundary identification and timber marking ; timber harvesting , including clear cutting where regeneration or reforestation will occur thereafter, and other forest harvesting: salvage of forest crops and forest products: disposition of harvesting debris and other post-harvest or site recovery activities; regeneration of forest stands and reforestation; and other associated or similar activities. Such term shall further include the removal, loading and transportation of timber and other forest crops and forest products, and all activities incidental or accessory thereto including but not limited to development, construction, relocation, extension, widening, opening, improvement, repair, maintenance and use of landing or staging areas, truck roads, skid trails, bridges, culverts, diversion ditches, water-crossings, erosion control devices, gradings , regradings and other facilities or improvements to access forest land for forest management. Forest Management Activity further includes the sale or other disposition of any interest in timber, logs or other forest crops of forest products. Forest Management Activity includes the use of new or experimental technology or methods of forest management , as well as traditional or standard technology or methods of forest management.

(iii) the term "Forest Management Area" shall mean a portion of the Premises as designated by a number on APPENDIX B-1, annexed hereto and incorporated herein, exclusive of parking areas and right-of-way areas designated herein.

(iv) the terms "GRANTOR" and "GRANTEE" shall include successors, assigns and legal representatives of GRANTOR and GRANTEE, respectively;

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(v) the term "Premises" shall mean the property described in APPENDIX B- 1, annexed hereto and Incorporated herein;

NO the term " Recreational Activity" shall mean passive recreational pursuits by or under the direction or regulation of GRANTEE including but not limited to hiking, horseback riding, hunting, fishing, cross-country skiing and canoeing. Such term does not include the use of motorized or mechanically driven vehicles other than recreational vehicles that are self-powered by the user. Such term does not include any commercial activity except the performance of duly licensed guide services.

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(vii) the term " Vehicular Ingress and Egress " shall mean ingress and egress for noncommercial purposes incidental to Recreational Activity, by or under the direction or regulation of GRANTEE, by automobile, truck, jeep , van, bus or mobile camper unit; such term shall also include ingress and egress by a licensed guide , under the direction or regulation of GRANTEE , by automobile, truck , jeep, van , or bus . Such term also shall include ingress and egress by GRANTEE for any bona fide administrative or enforcement purposes , regardless of vehicle type . Except for bona fide administrative or enforcement purposes , such term shall not include ingress and egress by aircraft, motorized watercraft , motorcycle, all-terrain vehicle, snowmobile , mobile home or house trailer , bulldozer or other earth moving equipment , or any other vehicle ( except automobile , truck, jeep , van, bus or mobile camper unit) without the prior express written consent of GRANTOR. Such term shall not be construed as a limitation , restriction or condition upon rights of ingress or egress by GRANTOR in connection with forest management or rights retained under subparagraph 6.2(i) below,

ARTICLE 2 VEHICULAR INGRESS AND EGRESS

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2.1 Rights of Vehicular Ingress and Egress GRANTOR hereby grants to GRANTEE the non-exclusive right to enter upon, traverse and use for Vehicular Ingress and Egress, in accordance with the terms and conditions of this Article, a 50-foot wide right-of-way along the path of an existing forest road known as Cherry Creek/Ash Hill Road from the intersection of such road with the westerly property line of the Premises easterly to the parking area hereafter described, such right-of-way not to exceed two hundred (200) feet in length, as shown in APPENDIX B- 1 annexed hereto and incorporated herein. The right-of-way and right to use the same does not include forest roads and haul roads intersecting with said right-of-way on the Premises and said roads shall not be open to Vehicular Ingress and Egress by GRANTEE.

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GRANTOR and GRANTEE may close said right-of-way in whole or in part for maintenance or other administrative purposes , provided that such closure shall be by prior mutual consent. In addition , GRANTEE may unilaterally close all or any portion of the right-of-way to any or all vehicles, other than those of GRANTOR.

Also, GRANTEE at its expense may designate, clear, improve, maintain and use for Vehicular Ingress and Egress the following parking area, as indicated on APPENDIX B-1: not more than one acre adjacent to or connecting with the aforesaid right-of-way, at or near the intersection of westerly property line of the Premises with Cherry Creek/Ash Hill Road.

The precise location of the said right-of -way and parking area shall be designated by GRANTEE on a survey map delivered to GRANTOR, and shall be identified on the ground by sufficient stakes and/or markings to ascertain boundaries , no later than one year after the date of the execution of this Indenture , which one-year period shall not be extended for any reason without the prior written consent of GRANTOR. If GRANTEE fails to so designate the location within the one-year period and any extensions consented to by GRANTOR, GRANTOR may designate the location by sufficient stakes and/or markings on the ground to ascertain boundaries , provided that a location designated by GRANTOR shall be suitable for Vehicular Ingress and Egress and parking purposes . Once designated, the right-of-way and parking area shall not be relocated or altered without the prior express written consent of GRANTOR.

2.2 Limilalion No Vehicular Ingress and Egress upon, parking on, or use of any portion of the Premises by motorized vehicle is permitted by or under the direction or regulation of GRANTEE, except as specifically authorized by paragraph 2.1 of this Article, or as necessary for bona fide administrative or enforcement purposes , or as hereafter provided pursuant to paragraph 2.3 and paragraph 2.4 of this Article.

Camping shall not be permitted in the parking area or right -of-way described in paragraph 2.1 above.

2.3 Snowmobiles GRANTOR hereby grants, assigns and conveys to GRANTEE exclusive snowmobiling rights on the Premises. Such rights shall be exercised in a reasonable and prudent manner and shall be restricted, limited and conditioned in accordance with all provisions of this paragraph 2.3:

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(i) all snowmobile use by the GRANTEE shall be prohibited until such time as the GRANTOR is satisfied that the location and use of a snowmobile trail upon the Premises will not interfere in a material respect with Forest Management Activity on the Premises ; notwithstanding anything herein to the contrary, in the event GRANTOR determines that the location of a trail will not satisfy GRANTOR' s concerns , all snowmobiling on the Premises shall be prohibited. In such case the GRANTOR shall not be deemed to be in breach of its obligations under this Indenture or otherwise nor shall such failure release either party from any of their other obligations hereunder or otherwise;

(ii) the trail shall be designated on a map and accordingly laid out on the ground by GRANTEE, and all snowmobile use and operation on the Premises shall be restricted to such designated trail;

(iii) all snowmobile use and operation on such trail shall be prohibited as long as any portion of such trail is within a zone that is under closure ( see paragraph 3.2 of this Indenture below);

(iv) snowmobiling means only snowmobiling as defined for purposes of section 9-103 of the General Obligations Law;

(v) GRANTEE shall take full and sole responsibility for all snowmobile use upon the Premises, whether or not such use is confined to the designated travel corridor, which responsibility shall include (without limitation ) all operation , maintenance , signage and agreement in connection with such use. Nothing in this paragraph 2.3. however, shall be deemed a waiver of section 9-103 of the General Obligations Law.

Notwithstanding other provisions of this paragraph 2.3. GRANTOR reserves the right to make use of snowmobiles on the Premises for Forest Management Activity and the right in common with GRANTEE to make use of snowmobiles on the Premises for bona fide administrative purposes.

2.4 License or Temporary Revocable Permit. GRANTOR shall grantto GRANTEE a non -exclusive license or temporary revocable permit for Vehicular Ingress and Egress along the so called New Cherry Creek/Ash Hill Road as it runs from the aforesaid right-of-way northerly to its intersection with the west boundary line of the Premises near the northwest corner of the Premises, provided that GRANTEE, simultaneously with such grant by GRANTOR, shall grant to GRANTOR, in consideration for such license or permit, commensurate rights of access for Vehicular Ingress and Egress and

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for Forest Management Activity along the same roadway as it runs through other properties from its origin at the Number 4 Road to the said boundary of the Premises.

2.5 Construction, meiotensnce etc GRANTEE shall bear the cost of and be exclusively responsible for construction, reconstruction , repair, maintenance and signage of the aforesaid right-of-way and for the regulation of its use.

The responsibility for repair and maintenance of the right-of-way shall be shared commensurate with use by GRANTOR and by GRANTEE. Each party shall be responsible for road damage caused by itself, its invitees, lessees, guests , licensees , employees , agents or contractors (excepting other parties). GRANTOR's responsibility shall further be limited to repair and maintenance required to achieve and maintain the road at a standard that would apply to a class A state truck trail. GRANTEE shall have responsibility for and bear the cost of all signage pertaining to the right-of-way and parking area.

ARTICLE 3 RECREATIONAL ACTIVITY AND CAMPING

3.1 fights a"rec -estions/ use GRANTOR hereby grants, assigns and conveys to GRANTEE the right to use any portion of the Premises for Recreational Activity and Camping in accordance with the terms and conditions of this Article.

In addition, GRANTOR grants to GRANTEE the right to establish, maintain and use trail access upon the Premises for Recreational Activity in accordance with the terms and conditions of this Article as follows, as indicated on APPENDIX B- 1:

(i) crossing the Premises from south to north, connecting the Ha-De-Ron-Dah Wilderness and Moose Pond on the south and the Independence River Wild Forest on the north;

(ii) along the path of an existing truck trail beginning at the parking area described in Article 2 of this Indenture and running easterly to a point at the northerly end of Grass Pond, which point is the intersection with the trail described in subparagraph (i) above; and

(iii) connecting the trail described in subparagraph (ii) above with Hitchcock Pond and the Ha-De-Ron-Dah Wilderness on the south.

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The location of the trails shall be agreed upon and designated by GRANTOR and GRANTEE no later than one year after the date of the execution of this Indenture , which one-year period shall not be extended for any reason without the prior written consent of GRANTOR, provided , however, that each said trail shall not exceed two hundred ( 200) feet in width (one hundred 11001 feet on either side of the centerline thereof ). If agreement is not reached within the one-year period and any extensions consented to by GRANTOR, GRANTOR may designate the location of the trails , provided that location ( s) designated by GRANTOR shall be suitable for hiking purposes and shall be consistent with the descriptions in subparagraphs ( i). (ii), and (iii) above . The designated location of trails shall be identified on a map delivered to GRANTOR, and shall be identified on the ground by sufficient stakes and/or markings to be clearly ascertainable . Once designated , trails shall not be be relocated or altered without the prior written consent of GRANTOR.

In addition, other trails may be agreed upon by mutual consent of GRANTOR and GRANTEE which consent shall not be unreasonably withheld.

All trails shall be used by GRANTEE only for Recreational Activity.

GRANTEE shall bear the cost of and be responsible for construction, reconstruction , repair , maintenance and signage of the said trails and for the regulation of their use.

The rights granted by this paragraph 3.1 are subject to the terms and conditions provided in paragraph 3.2, 3.3 and 3.4 below. •

3.2 Excepted Closure Areas. APPENDIX B-l, annexed hereto and incorporated herein , designates Forest Management Areas by number upon a map of the Premises . By written notice to GRANTEE, GRANTOR shall specify by reference to such map all or any portion of a Forest Management Area which GRANTOR finds necessary to be closed to GRANTEE' s use in order to undertake Forest Management Activity. Such notice of closure shall specify a closure date , which shall be at least thirty days after the notice is given, and shall advise GRANTEE of the time at which GRANTOR intends to post the closure area.

GRANTEE shall have the right but not the obligation to participate in the posting of the closure area . Posting will not be required to any greater extent than provided by law. The form of signage will be mutually agreed upon by the parties or , if the parties do not agree , each party shall be entitled to post the closure area with signage of its own. GRANTEE also may

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erect gates, fences, barriers, or other objects to prevent access to and use of a closure area by persons other than GRANTOR.

Upon GRANTOR' s posting of a closure area , consistent with the terms of this Indenture and substantially in accordance with the notice of posting, the designated and posted area will be a closure area , on which all Recreational Activity and Camping by or under the direction or regulation of GRANTEE is prohibited, except as specified in this paragraph 3.2. Upon such posting, GRANTEE shall have the obligation and make every reasonable effort to notify all users (other than GRANTOR) that use of the closure area is prohibited.

If GRANTEE objects to a notice of closure or posting, GRANTEE shall notify GRANTOR in writing as soon as practicable and in no event later than thirty (30) days after the date of GRANTOR 's posting . The writing shall specify all of the grounds upon which any objection is or may be made and shall specify with particularity the actions required to meet all such objections, provided, however, that no objection shall be valid as long as the noticed closure, posting or other activity is consistent with the terms of this Indenture. If after GRANTOR has received valid objections from GRANTEE, GRANTOR proceeds with posting, exclusion or attempted exclusion of users inconsistent with the terms of this Indenture, GRANTEE may commence enforcement procedures under Article 10 of this Indenture below.

When GRANTOR no longer requires a closure area to remain closed, GRANTOR shall notify GRANTEE in writing that closure no longer is required by GRANTOR, and that GRANTEE at its option may resume Recreational Activity and Camping in the area until further notice by GRANTOR.

No more than one Forest Management Area of the Premises (as shown in APPENDIX B-1) will be a closure area closed by GRANTOR under this paragraph 3.2 at any one time, but upon GRANTOR's written notification to GRANTEE that GRANTOR no longer requires one forest Management Area to remain closed, GRANTOR shall be entitled to close part or all of another Forest Management Area of the Premises for Forest Management Activity by complying with the provisions for notice of closure and posting specified above in this paragraph 3.2.

Upon the expiration of two years after either the posting of a closure area or the cessation of timber harvesting or forest crop removal in such closure area, whichever is later. GRANTEE shall have the right to notify the GRANTOR in writing that it believes said closure area is not in timber or forest crop removal activities and that the closure area should be reopened.

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Upon receipt of such notice, GRANTOR shall have thirty days to object in writing prior to the commencement by GRANTEE of any enforcement action or proceeding as provided in Article 10 of this Indenture below.

In addition to the foregoing , GRANTEE may in its sole discretion at any time or from time to time close any Forest Management Area or any other area of the Premises to parties other than GRANTOR; such unilateral closure by GRANTEE, however , shall not restrict or impair the right of GRANTOR to designate, post or retain any Forest Management Area or portion thereof as a closure area.

No closure of any area by GRANTOR or GRANTEE will prevent access to the area by GRANTOR, GRANTEE, or employees , contractors or agents of either of them for Forest Management Activity, or for bona fide administrative or enforcement purposes.

Notwithstanding the foregoing provisions of this paragraph 3.2, during periods of closure GRANTEE, at its option , may continue to establish , maintain and use the aforesaid trails for Recreational Activity other than Camping but only in buffer zones , as such buffer zones are identified in APPENDIX B-l, annexed hereto and incorporated herein . Unless GRANTOR otherwise consents in writing , such trails shall have been designated and established by GRANTEE prior to the date of GRANTOR's notice of closure . GRANTEE shall be allowed to use the buffer zones around Hitchcock Pond , Grasse Pond, Moose Pond and Blue Pond identified in 6.4 ( 1) below for walk-in Camping only during the period when the area in which said buffer zone is under closure as provided in this paragraph 3.2. Notwithstanding any of the foregoing provisions of this subparagraph , however , such Recreational Activity and walk -in Camping shall not interfere with GRANTOR's Forest Management Activity, and all Forest Management Activity within all buffer zones may be undertaken by GRANTOR in accordance with the forest management standards hereinafter set forth in Article 6 of this Indenture.

Nothing in this paragraph 3.2 shall be construed or interpreted as a limitation or restriction on the right of GRANTOR to undertake Forest Management Activity either within or outside of closure areas.

3.3 R-obibired Uses Notwithstanding the foregoing provisions of this Article, GRANTOR does not authorize any person or persons entering upon , occupying or using the Premises under the terms of this Article, or under the color of such terms, to conduct or engage in any activity or to create or cause any condition upon the Premises that:

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(U is unlawful or actionable under any applicable federal, state , regional, or local law , rule, regulation , or valid order issued by any governmental authority having jurisdiction, or under common law by judicial decision, or

(ii) would be unlawful or impermissible if the Premises were lands owned by the State of New York and subject to the provisions of ECL Article 9, Title 5 or any similar successor statute pertaining to state-owned forest lands outside of the Forest Preserve, and subject to all rules, regulations and orders pursuant to such title or successor statute. -

3.4 Uses Requiring GRANTORs Further Consent Notwithstanding the provisions of paragraph 3.1 above , GRANTOR does not authorize, and GRANTEE shall have the sole obligation and shall make every reasonable effort to prohibit , any party other than GRANTOR , entering upon , occupying or using the Premises under the terms of this Article , or under the color of such terms , to organize , conduct or engage in any of the following without the prior , express written consent of GRANTOR:

(i) the erection , maintenance or use of permanent campsites or camps , tent platforms , lean-tos, foundations or utilities;

(ii) the use of fire, except for on-site cooking , warmth or smudge; no fire shall be lit until all flammable material has been removed from its perimeter as is necessary to prevent its spread : no fires shall be left

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(iii) the use of open fire for any purpose within any area that is a closure area or that has been a closure area at any time during the immediately preceding three years : all fires shall be considered to be open fires, except self-contained stoves for warmth and cooking;

(Iv) the cutting, removal or destruction of any tree, pole, sapling , log or wood, except as required by GRANTEE for bona fide administrative purposes in connection with the aforesaid right-of-way, parking areas , and trails , and except for the use of dead and down trees as fuel for on-site fires that are otherwise permissible under this Indenture:

(v) the deposit of lighted matches, cigars , cigarettes or other burning tobacco where they will cause fire;

(vi) the deposit, disposal or abandonment of waste, trash, garbage, litter , refuse , rubbish, or any nauseous or offensive matter; the

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consent of GRANTOR shall not be unreasonably withheld in the case of matter appropriately disposed of in receptacles , if provided, maintained and serviced by GRANTEE exclusively;

(vii) the pollution of surface or ground water by any method or means;

(viii) the use of any motorized or mechanically propelled vehicles, except as specifically authorized in Article 2' of this Indenture or as required for bona fide administrative and enforcement purposes;

(ix) the holding of any organized athletic game , contest, exhibition or mass gathering: the consent of GRANTOR shall not be unreasonably withheld in the case of a gathering under GRANTEE's supervision for bona fide educational purposes;

(x) the defacing, mutilation or destruction of any sign, structure, barrier or object which GRANTOR is entitled to place, retain or maintain upon the Premises.

3.5 Limitation No use of the Premises for Recreational Activity or Camping by or under the direction or regulation of GRANTEE is permitted, except as specifically authorized by the terms and conditions of this Article. GRANTEE shall be responsible for the regulation of Recreational Activity and Camping upon the Premises by persons other than GRANTOR and may, in its sole discretion , further prohibit, restrict , limit or condition any or all Recreational Activity and Camping by such persons beyond the terms and conditions contained in this Article. •ARTICLE 4

SOIL, MINERAL AND SUBSURFACE RIGHTS

4.1 Grantee's Rights of Use GRANTOR hereby grants to GRANTEE the non-exclusive right to extract (without cost) soil, sand , gravel , and other aggregate materials found on the Premises for minor construction in relation to Recreational Activity on the Premises consistent with GRANTEE' s rights under this Indenture.

4.2 Grantor's Limitation GRANTOR covenants with GRANTEE that GRANTOR shall not extract soil, sand, gravel , or other aggregate materials found on the Premises , except for Forest Management Activity on the Premises.

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4.3 Title and Ownership Nothing in this Article shall be construed to transfer title or ownership interests in the soil, sand, gravel , aggregate materials , or other subsurface materials found on the Premises.

ARTICLE 5 FISH AND WILDLIFE

5.1 Fish and Wildlife GRANTOR hereby grants to GRANTEE the right to administratively manage fish and wildlife on the Premises. Such right shall not be detrimental to GRANTOR' s retained rights, including the right to conduct Forest Management Activity and the right to control nuisance wildlife.

ARTICLE 6 BUILDING AND FOREST MANAGEMENT RESTRICTIONS

6.1 Structures. GRANTOR covenants with GRANTEE that, except as otherwise provided in this Article , no permanent or temporary structure will be constructed or maintained by GRANTOR on the Premises without the prior written consent of GRANTEE.

6.2 Frceptions Notwithstanding the foregoing provisions of

paragraph 6.1:

(i) for a period of thirty ( 30) years on and after the date of recordation of this Indenture in the office of the county clerk, the existing structure designated as structure "A" on APPENDIX B-1 (including existing wells, outhouses and appurtenant facilities ). may be maintained or rehabilitated or replaced by GRANTOR on the same site by a like or similar structure of the same or lesser floor area or by like or similar appurtenant facilities of the same or smaller size ; during the thirty-year period, GRANTOR shall have exclusive use of this structure and appurtenances , together with five (5) acres of surrounding land to be designated as provided below, and all legal uses by GRANTOR of the structure , appurtenances and five-acre reserved area shall be permissible other than use for commercial retail sales. The five-acre surrounding area reserved by GRANTOR under this subparagraph 6.1(i) shall not preclude GRANTEE ' s use of trails that have been designated and agreed upon pursuant to paragraph 3.1 of this Indenture for Recreational Activity. If at any time GRANTOR and GRANTEE mutually agree that the structure has become a hazard or has fallen into disrepair , GRANTOR shall proceed with all reasonable speed to replace or remove the same . At the end of the thirty-year period , the said structure and appurtenances shall be removed by GRANTOR in a safe and

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workmanlike manner at GRANTOR's cost and expense, and the five-acre area shall no longer be reserved under this subparagraph:

By written notice to GRANTEE, GRANTOR shall specify by reference to a map the five-acre reserved area surrounding the said retained structure to be closed to GRANTEE' s use during the thirty-year period. Such notice shall specify a posting date, which shall be at least thirty days after the notice is given, and shall advise GRANTEE of the time at which GRANTOR intends to post the reserved area . GRANTEE shall have the right but not the obligation to participate in the posting of the reserved area and also may erect signs, gates, fences , barriers, or other objects to prevent access to and use of the reserved area by persons other than GRANTOR. Unless within thirty days after GRANTOR's posting GRANTOR receives written objections from GRANTEE that the posting of the reserved area is inconsistent with the terms of this Indenture, GRANTEE shall accept the notice and all posting undertaken in good faith and substantial accordance with such notice. Thereupon, and until the thirty-year period has elapsed, all Recreational Activity and Camping by or under the direction or regulation of GRANTEE is prohibited within the designated and posted reserved area, and GRANTEE shall have the obligation and make every reasonable effort to notify all users (other than GRANTOR) that use of the reserved area is prohibited.

(ii) structures may be constructed, maintained and used for or in connection with any Forest Management Activity, including but not limited to development, construction, relocation, extension, widening, opening, improvement, repair, maintenance and use of landing areas , staging

areas , truck roads, skid trails, bridges, culverts, diversion ditches, water-crossings , erosion controls, flood controls, gradings , regradings and other facilities and improvements to provide, maintain or improve access to forest land for any Forest Management Activity; provided, however, that no permanent sawmill, pulpmill or other primary or secondary wood manufacturing facilities shall be constructed, maintained or used upon the Premises.

(iii) mechanical equipment and vehicles, and the housing, storage, foundation or parking for such equipment and vehicles (other than permanent improvements), may be constructed, maintained and used for or in connection with Forest Management Activity or other retained rights of GRANTOR;

(iv) signs, notices, gates, fences, barriers, and other objects or devices necessary or permissible for preventing, limiting or restricting unauthorized access to or unauthorized use of the Premises, closure areas,

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the reserved area, or other portions of the Premises shall not be considered to be structures within the meaning of this Article; and

(v) structures required or permitted to be constructed or maintained by GRANTEE in connection with Article 2 or 3 of this Indenture above shall be excepted from this Article.

6.3 Utility Service Extensions. GRANTOR covenants with GRANTEE that no gas or electric utility extension , and no water or sewer line extension shall be installed to serve the Premises without the prior written consent of GRANTEE. In the case of municipal or public utility rights-of-way, easements , or other interests in the Premises taken by eminent domain or otherwise involuntarily to serve neighboring or other lands , all such service must be installed underground where practicable.

6.4 TimberHarvegtingProvirians WittrinfutTerZones As shown in APPENDIX B- 1, annexed hereto and incorporated herein, the following areas within and upon the Premises are identified as Buffer zones:

(i) Zone 1: the area lying within two hundred (200) feet of the present shoreline of Hitchcock Pond, Grasse Pond, Moose Pond and Blue Pond.

(ii) Zone 2: the area lying within one hundred (100) feet on either side of the centerline of Cherry Creek/Ash Hill Road. the right-of-way and the parking area adjoining the right-of-way that have been designated pursuant to Article 2 of this Indenture, and the area lying within one hundred (100) feet on either side of the centerline of trails that have been designated pursuant to Article 3 of this Indenture.

By written notice to GRANTEE, GRANTOR may specify a date for precisely delineating Buffer zone boundaries upon the Premises for one or more Buffer zones specified in the notice, which date shall be at least thirty days after the notice is given. GRANTEE shall have the right but not the obligation to participate in the delineation of the specified boundaries. If GRANTEE objects to a notice of precise delineation or posting of buffer zone boundaries, GRANTEE shall notify GRANTOR in writing as soon as practicable and in no event later than thirty (30) days after the date of GRANTOR's posting. The writing shall specify all of the grounds upon which any objection is or may be made and shall specify with particularity the actions required to meet all such objections, provided, however, that no objection shall be valid as long as the notice, posting or other activity is consistent with the terms of this Indenture. If after GRANTOR has received GRANTEE's

)12)190 Final 1)

1111 775nct 586

Thraa Latin Tract indenture

valid objections GRANTOR proceeds with any activity within a buffer zone that is inconsistent with such objections, GRANTEE may commence enforcement procedures under Article 10 of this Indenture below. Once delineated in accordance with this paragraph, a buffer zone delineation shall not be relocated or altered without the prior express written consent of GRANTOR and GRANTEE.

GRANTOR covenants with GRANTEE that, within said buffer zones, GRANTOR's timber harvesting systems shall not result, in its professional judgment, in an average residual basal area of less than eighty (80) square feet per acre in standing trees five and six-tenths (5.6) inches in diameter at breast height (4.5 feet above ground) and more or less evenly distributed over the forested area of the buffer zone, without the prior written consent of GRANTEE. Average residual basal area shall be calculated by dividing the total basal area of all sample plots within the buffer zone by the total number of sample plots. Sample plots shall not be located in nonforested areas or skid trails in buffer zones,

Within such buffer zones, GRANTOR grants to GRANTEE the right to cut or remove trees or vegetation for safety or aesthetic reasons. All timber to be cut or removed shall remain the property of GRANTOR and, if cut by GRANTEE, shall be held for GRANTOR's disposition for a reasonable time after cutting. Unless otherwise agreed, the disposal and cleanup of debris from cutting operations and site reclamation shall be the responsibility of the party undertaking the cutting.

GRANTOR covenants with GRANTEE that GRANTOR' s log landings shall be at least two hundred ( 200) feet from the centerline of the granted right-of-way and parking areas designated under Article 2 of this Indenture.

Nothing in this paragraph 6.4 shall be construed or interpreted to restrict access to any portion of the Premises by GRANTOR, GRANTEE, or employees , contractors or agents of either of them for Forest Management Activity, or for bona fide administrative or enforcement purposes.

ARTICLE 7 REPRESENTATIONS AND WARRANTIES

7.1 Warranties,' Conditions Upon thePremices. THE PREMISES ARE TAKEN FOR USE BY GRANTEE AS 1S, WITH ALL FAULTS IF ANY THERE BE. GRANTOR MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE SAFETY, FITNESS FOR ANY PURPOSE, TITLE, CONDITION OR ANY OTHER CHARACTERISTIC OR ATTRIBUTE OF THE PREMISES.

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LIEIE I /5PAGE58!


7.2 Disclaimer. GRANTOR DOES NOT EXTEND ANY ASSURANCE THAT THE PREMISES ARE OR WILL BE SAFE FOR VEHICULAR INGRESS AND EGRESS, VEHICULAR USE, CAMPING, RECREATIONAL ACTIVITY OR RECREATIONAL USE; GRANTOR DOES NOT CONSTITUTE GRANTEE OR ANY PERSON TO WHOM PERMISSION IS GRANTED TO ENTER UPON, USE OR OCCUPY THE PREMISES PURSUANT TO THIS INDENTURE AN INVITEE TO WHOM THE GRANTOR OWES A DUTY OF CARE; AND FURTHER GRANTOR SHALL NEITHER ASSUME RESPONSIBILITY NOR SHALL IT INCUR LIABILITY FOR ANY INJURY TO PERSON OR DAMAGE TO PROPERTY CAUSED BY ANY ACT OF ANY PERSON TO WHOM THE PERMISSION IS GRANTED TO ENTER UPON, USE OR OCCUPY THE PREMISES PURSUANT TO THIS INDENTURE. NOTWITHSTANDING THE FOREGOING PROVISIONS OF THIS ARTICLE, HOWEVER, AS BETWEEN GRANTOR AND GRANTEE NOTHING IN THIS ARTICLE SHALL RELIEVE GRANTOR OF LIABILITY FOR ANY INJURY TO PERSON OR DAMAGE-TO PROPERTY DIRECTLY CAUSED BY GRANTOR'S GROSS NEGLIGENCE, WILLFUL OR MALICIOUS FAILURE TO GUARD, OR TO WARN AGAINST, A DANGEROUS CONDITION, USE. STRUCTURE OR ACTIVITY.

7.3 (.onstruction. Nothing in this article shall be construed or interpreted as a limitation upon or disclaimer affecting GRANTOR's covenant that GRANTOR has not done or suffered anything whereby title to the said Premises have been encumbered.

ARTICLE 8 RIGHTS RETAINED BY GRANTOR

8.1 Reserved Rights All title, rights and interests in Premises not expressly granted in this Indenture are reserved by and in favor of GRANTOR and its successors and assigns forever.

8.2 No increased burden. No right granted to GRANTEE, and no right or restriction enforceable by GRANTEE, arising under this Indenture, shall be enlarged , extended or otherwise altered in any manner adverse to the right , title, and interest of GRANTOR through prescription , adverse use, waiver, laches , or any failure of GRANTOR to enforce its rights.

8.3 Eminent domain and condemnation GRANTOR reserves the right to receive all of the proceeds , damages, compensation and awards resulting from eminent domain , condemnation , inverse condemnation or similar proceeding, or resulting from any settlement in connection with any such proceeding , to the extent of GRANTOR' s interest in the Premises, or any portion thereof , including any legally compensable economic loss suffered by

)/2)/90 rlnal 17

'7"75Pac1588 Three Lakes Tract Indenture

GRANTOR as a result of loss of GRANTOR's forest management use and long term investment in the timber resources of the Premises , or any portion thereof, taken for public use by any government or authorized user of the power of eminent domain.

ARTICLE 9 COOPERATION

9.1 Cooperation. GRANTEE and GRANTOR shall cooperate to control unauthorized access to and unauthorized use of the Premises. GRANTEE, GRANTOR or both of them may erect, place and maintain signs , notices, gates, fences, barriers, or other obstacles upon the Premises to control unauthorized access and use of the Premises.

ARTICLE 10 ENFORCEMENT

10.1 BnJ'orcemeotbyeWAATEE GRANTEE may enforce its rights and interests under this Indenture in law or in equity in any manner provided for the enforcement of conservation easements pursuant to the provisions of ECL Article 49, Title 3. or any similar successor statute against any or all persons in violation of any of the provisions of these Articles.

10.2 Remedies ci'GRAATBR In the event of a material violation of

any of the provisions of these Articles, GRANTEE shall give written notice to the party in violation who shall promptly cure the violation by (i) ceasing the violation, and/or (ii) where the violation involves injury to the Premises resulting from a use or activity inconsistent with the terms and conditions of this easement, restoring the Premises or part thereof to the condition before the violation insofar as practicable, as the case may be. If the violation continues for a period of sixty days after the notice, GRANTEE shall have the right, but not the obligation, to cure it by direct remedial action or legal proceedings against the party in violation, and the party in violation shall reimburse GRANTEE for all reasonable expenses actually incurred in curing the violation, including reasonable legal fees actually incurred, whether in or out of court, and the costs of any legal proceedings brought to cure the violation or to collect such reimbursement . Failure by GRANTEE to enforce any right or restriction herein contained shall in no event be deemed a waiver of a right to do so thereafter as to the same violation or breach, or as to one occurring prior to or subsequent thereto.

10.3 Limitations. Nothing in this Indenture shall be construed to entitle any person or entity other than GRANTEE ( including the successors,

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umI6 775PACt 589


assigns , and personal representatives of GRANTEE) to enforce any of the terms or conditions of this Indenture against GRANTOR. Nothing in this Indenture shall be construed to entitle GRANTEE (including the successors, assigns and personal representatives of GRANTEE) to commence any action or proceeding against GRANTOR for any injury to or change in the Premises or its condition resulting from a cause or causes beyond the control of GRANTOR, including but not limited to fire, flood, storm, earth movement, or act of war, or resulting from action taken by GRANTOR under bona fide emergency conditions to prevent, abate or mitigate significant injury to the Premises resulting from such causes.

10.4 Ea/onrmenr by GRANTOR GRANTOR may enforce its rights and interests under this Indenture in law or in equity pursuant to any applicable law against any persons or entities as their interests may appear.

10.5 Remedies a' GRANTOR In the event of a material violation of any of the provisions of these Articles, GRANTOR shall give written notice to the party in violation who shall promptly cure the violation by (i) ceasing the violation, and/or (ii) where the violation involves injury to the Premises resulting from a use or activity inconsistent with the terms and conditions of this easement , restoring the Premises or part thereof to the condition before the violation insofar as practicable, as the case may be. If the violation continues for a period of sixty days after the notice, GRANTOR shall have the right, but not the obligation , to cure it by direct remedial action or legal proceedings against the party in violation, and the party in violation shall reimburse GRANTOR for all reasonable expenses actually incurred in curing the violation, including reasonable legal fees actually incurred, whether in or out of court, and the costs of any legal proceedings brought to cure the violation or to collect such reimbursement. Failure by GRANTOR to enforce any right or restriction herein contained shall in no event be deemed a waiver of a right to do so thereafter as to the same violation or breach, or as to one occurring prior to or subsequent thereto.

10.6 Limitations Nothing in this Indenture shall be construed to entitle any person or entity other than GRANTOR (including the successors, assigns, and personal representatives of GRANTOR) to enforce any of the terms or conditions of this Indenture against GRANTEE. Nothing in this Indenture shall be construed to entitle GRANTOR (including the successors, assigns and personal representatives of GRANTOR) to commence any action or proceeding against GRANTEE for any injury to or change in the Premises or its condition resulting from a cause or causes beyond the control of GRANTEE, including but not limited to fire, flood, storm, earth movement, or act of war, or resulting from action taken by GRANTEE under bona fide

)/2)190 Final 19

DEER 7'75rACE590 Three Lakes Tract Indenture

emergency conditions to prevent, abate or mitigate significant injury to the Premises resulting from such causes. •

10.7 Rule of Construction. Nothing contained in this Indenture shall create any liability on behalf of Grantor or Grantee to any third party or create any right, claim or cause of action on behalf of any party other than the GRANTOR and GRANTEE and their successors, assigns and legal representatives.

ARTICLE II TAXES AND ASSESSMENTS

11.1 Property tares and assessments GRANTOR. GRANTEE and each owner of the Premises or any part thereof shall pay when due all taxes , and special assessments lawfully assessed , levied or asserted against the interest in the Premises owned or held by such owner or holder. All owners and holders shall promptly provide to one another upon request tax bills and tax receipts pertaining to the Premises or any portion thereof.

ARTICLE 12 ESTOPPEL CERTIFICATES

12.1 Estoppel Certificates Upon request of GRANTOR, GRANTEE shall within thirty ( 30) calendar days execute and deliver to GRANTOR any document , including an estoppel certificate , which certifies the compliance of GRANTOR with this Indenture and amendments thereto and otherwise evidences the status of this easement as may be requested by GRANTOR, provided that GRANTOR is not in breach or default hereunder.

ARTICLE 13 ASSIGNMENT AND TRANSFER

13.1 Persons bound This Indenture shall be binding upon GRANTOR ( including the successors , assigns and personal representatives of GRANTOR), and GRANTEE ( including the successors , assigns and personalrepresentatives of GRANTEE).

13.2 Transfers by GRANTOR its suaxsmrs, assigns and representatives Nothing in this Indenture shall be deemed to prevent, or require the consent of any person or entity to, any contract , option, sale,distribution , syndication , mortgage , collateralization , lease , license , profit, encumbrance , grant, assignment, conveyance or any other transfer of any

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EIE19 ! /5FACE59,1 Three Lakes Tract Indenture

part or all of GRANTOR's right, title or interest in the Premises. Every such transfer shall be subject and subordinate to the terms of this Indenture and amendments hereto which shall have been recorded in the office of the county clerk, and every instrument evidencing such transfer shall so state.

13.3 Transfers by GRAATEQ its suarsscrs, assigns and representatives The rights and interests granted to GRANTEE by this Indenture , including enforcement rights, may be assigned or otherwise transferred to or for the benefit of any person , organization or entity, provided , however that in the event that such person , organization or entity is not the GRANTOR or a successor in title to rights or interests retained by GRANTOR under this Indenture:

(i) the assignment or the transfer shall not impair GRANTOR's retained title, rights and interests in the Premises, including but not limited to rights to undertake Forest Management Activity; and

(ii) the assignee or transferee shall be duly qualified, empowered and authorized to acquire , hold, and enforce a conservation easement pursuant to the provisions of ECL Article 49, Title 3; and

(iii) the assignment or transfer shall not subject the Premises or any right, title, or interest of GRANTOR therein to the provisions of Article XIV of the New York State Constitution.

An assignment or other transfer by GRANTEE that is not authorized by terms of this paragraph 13.3 is and shall be prohibited, null and void, and of no force or effect for any purpose.

13.4 Pubb'c L/w.. Rights of Vehicular Ingress and Egress and rights of Recreational Activity and Camping conferred upon GRANTEE by this Indenture , other than administrative rights and enforcement rights , shall be usable by the public , if and to the extent that such rights are lawfully assigned or lawfully transferred to a public body or other holder for the benefit and use of the public.

ARTICLE 14 MODIFICATION AND TERMINATION

14.1 Termination as provided by statute. This easement may be terminated, extinguished or modified in any manner that is now provided or that hereafter may be provided for the termination , extinguishment or

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I,tIB 775rict592 Three Lake. Troet Indenture

modification of conservation easements pursuant to the provisions of ECL Article 49. Title 3, or any similar successor statute.

14.2 B?y ct d'terminrtion. Upon termination or extinguishment, this Indenture and all amendments hereto shall be null and void for every purpose, except that liability for acts or omissions occurring prior to termination or extinguishment shall not be impaired or affected by reason of such termination or extinguishment , provided however that no such termination or extinguishment shall in any way, affect any statute of limitations that otherwise would apply.

•

ARTICLE 15 NOTICES

15.1 Notices Except as prescribed in Article 17.1, all notices , requests, demands and other communications required or permitted by this Indenture to be given to GRANTOR or to GRANTEE shall be deemed to have been duly given if in writing and delivered personally or mailed first class, postage prepaid, registered or certified mail, and addressed as follows:

if to GRANTOR:

LYONS FALLS PULP AND PAPER INC. Center Street, PO Box 338 Lyons Falls, New York 13368

if to GRANTEE: •

THE NATURE CONSERVANCY, INC. 1815 North Lynn Street Arlington, Virginia 22209

provided, however, that GRANTOR or GRANTEE may change the name and/or address to which such communications are to be directed, or the method by which such communications are to be directed, by giving prior written notice thereof.

ARTICLE 16 AMENDMENTS

16.1 Amendments No amendment, alteration or other variation of this Indenture shall be valid and binding without the prior mutual written

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HEIR 775racE 593 Three Lakes Tract Indenture

consent of GRANTOR and GRANTEE . All such amendments , alterations or other variations shall be consistent with the general purposes of this Indenture and shall be not inconsistent with applicable statutory provisions of ECL Article 49, Title 3, or any similar successor statute . This Indenture also may be modified for the purposes of local gathering , transmission or distribution of gas, electricity , water, telephone or cable television services in the same manner as specified in ECL 49-0305 ( 7)(b), or any similar successor statute.

ARTICLE 17 INDEMNIFICATION AND CONTRACTS

17.1 Grantees Indemnification of 6 wtan GRANTEE shall save harmless and indemnify GRANTOR, its shareholders , directors , officers , agents and employees from and against any and all claims, damages , losses and expenses (including , without limitation, reasonable attorneys fees, witness fees and court costs ) that arise or result from personal injury , death or property damage sustained by any person in connection with such person's or another person ' s use of the Premises at any time after the recording of this Indenture in the office of the county clerk and prior to the termination of this Indenture , provided that such injury, death or property damage results in whole or, to the extent provided by law, in part from negligence, gross negligence , omission or breach of duty, or any other tortious or actionable conduct to the extent provided by law , by GRANTEE , its officers , employees, or agents designated in fact.

In the event this Indenture is assigned or otherwise transferred as provided by Article 13 to The People of the State of New York acting by the New York State Department of Environmental Conservation , the GRANTOR shall be obliged to deliver to the Attorney General the original or a copy of any summons , complaint, process , notice, demand or pleading initiating litigation for which the GRANTOR is seeking indemnification pursuant to Article 17 at least 10 days before an answer or other response is due. Thereafter, the GRANTOR shall be entitled to indemnification by the State and to representation by the Attorney General or representation by private counsel of GRANTOR'S choice, subject to the approval of the Attorney General, whenever the Attorney General determines in his sole discretion based upon his investigation and review of the facts and circumstances of the case that representation by the Attorney General would be inappropriate provided that the GRANTOR fully cooperates in the defense of such action or proceeding and in defense of any action or proceeding against the State based upon the some act or omission , and in the prosecution of any appeal. Notwithstanding the provisions of this paragraph , the failure of the Grantor to

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'Imp-L:775PAGi594

deliver any such summons , complaint , process , notice , demand or pleading timely as aforesaid , shall not unreasonably deprive GRANTOR of indemnification or representation hereunder, provided GRANTOR has made good faith efforts to deliver the same timely as aforesaid.

17.2 Grantees aft-acts, GRANTEE is authorized to enter into contracts for the performance of work and/or services upon the Premises, or for the use of the Premises, in connection with any work, services, or use that GRANTEE itself could perform or undertake under the terms of this Indenture, provided, however, that:

(i) GRANTEE ' s contractors ( and all subcontractors of such contractors ) shall comply throughout the term of the contract with all requirements under workers compensation , disability benefits , and all other employee benefit acts provided by law;

(ii) GRANTEE ' s contractors ( and all subcontractors of such contractors ) shall also maintain liability insurance , other insurance coverages and all security necessary to afford adequate protection under the circumstances against all claims , damages , losses, and expenses arising from or in connection with the work , services , or use;

(iii) no lien or other encumbrance shall be placed or allowed to remain upon GRANTOR' s retained interests in the Premises in connection with any such contract ; in the event that any such lien or encumbrance is placed upon GRANTOR' s retained interests in the Premises in connection with any such contract, GRANTEE shall immediately remove the same or shall immediately cause the same to be removed without cost or expense to GRANTOR; GRANTOR shall cooperate in GRANTEE'S efforts hereunder by executing any documents necessary to effect such removal;

(iv) in addition to the indemnification provided under paragraph 17.1 above , GRANTEE shall save harmless and indemnify GRANTOR, its shareholders , directors, officers , agents and employees from and against any all claims , damages , losses and expenses ( including , without limitation , reasonable attorneys fees, witness fees and court costs ) that arise or result in whole or in part from breach of contract , breach of warranty, negligence , gross negligence , omission or breach of duty, or any other tortious or actionable conduct by the contractor or by any subcontractor of the contractor ; the additional indemnification under this subparagraph 17.2(iv) shall apply only to the extent to which the contractor , under the terms of the contract, has agreed to indemnify GRANTEE, provided , however, that in all of GRANTEE ' s contracts pertaining to the Premises , GRANTEE shall

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[JEER ! /5PAGE 595 Three Lakes Tract Indenture

obtain and maintain adequate indemnification from contractors and subcontractors consistent with the terms of this Article 17 for the benefit of GRANTEE and GRANTOR; and

(v) prior to GRANTEE's execution, award or formation of contracts pertaining to the Premises, GRANTOR shall have the right to review and approve or reject for good cause all indemnity and insurance specifications to be included therein; all of GRANTEE's contacts pertaining to the Premises shall contain indemnity and insurance provisions consistent with such specifications. GRANTOR shall also have the right at any time upon demand to require GRANTEE's contractors to provide proof of compliance with such specifications or proof of insurance coverage . Notwithstanding the foregoing provisions of this subparagraph 17.2(v), however, none of GRANTOR's actions or failures to act with respect to contract specifications, or compliance with contract specifications, shall operate as a waiver of any of GRANTOR's rights under this Indenture.

ARTICLE 18 SEVERABILITY

18.1 Severabiiity. If any provision in this Indenture, or the application thereof to any person or circumstance, is found to be invalid, the remainder of the provisions of this Indenture, or the application of such provision to persons or circumstances other than those as to which it is found to be invalid, as the case may be, shall not be affected thereby, provided that none of the purposes of this Indenture as defined in paragraph 1.1 above will be significantly impaired.

ARTICLE 19 GOVERNING LAW

19.1 Governing Law. This Indenture shall be governed by and construed according to the laws of the State of New York and the provisions of this paragraph. GRANTOR and GRANTEE agree that this Indenture constitutes a conservation easement within the meaning of Article 49, Title 3, of the New York State Environmental Conservation Law and that nothing in such Title, nothing contained in this Indenture, and no subsequent transfer, assignment , sale or conveyance of any of GRANTEE's rights or interests hereunder causes or shall cause any part of the Premises to be or to become subject to the provisions of Article 14 of the New York State Constitution.

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ln5Pact596 Three Lakes Tract Indenture

ARTICLE 20 ENTIRE AGREEMENT

20.1 EmYre Agreement This Indenture sets forth the entire agreement of the parties with respect to the Premises and supersedes all prior discussions , negotiations , understandings, and agreements with respect to the Premises , all of which are hereby agreed to have been merged herein. The foregoing provisions of this paragraph 20.1, however , shall not apply to covenants , agreements , representations and warranties included in the property exchange agreement between the parties, which by their terms shall survive and not be merged with the closing.

TO HAVE AND TO HOLD unto GRANTEE, Its successors and assigns forever.

AND the GRANTOR covenants that the GRANTOR has not done or suffered anything whereby the said Premises have been incumbered.

AND the GRANTOR , in compliance with Section 13 of the Lien Law, covenants that the GRANTOR will receive the consideration for this conveyance and will hold the right to receive such consideration as a trust fund to be applied first for the purpose of paying the cost of the improvement and will apply the same first to the payment of the cost of the improvement before using any part of the total of the same for any other purpose.

IN WITNESS WHEREOF, GRANTOR sets its hand and seal on the day and year first above written. ^^p Eft C '

In Presence of LYONS FALLS PULP AND PAPER INC. - LJJ moN 1^

ACCEPTED: THE NATURE CONSERVANCY, INC. b• -e

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LIE[E 775eac[597Three Lakes Tract Indenture

STATE OP NEW YORK COUNTY OF LEWIS : ss:

On the c2j day of 1990 , before me personally came Frederick A. Szmit. to me known, w 6o, being by me duly sworn, did depose and say that he resides at Wa. i gton Sauare in the town of Walpole. New

Hampshire, and that he is the President of Lyons Palls Pulp and Paper. Inc., the corporation described in and which executed the foregoing Indenture: that he knows the seal of the said corporation : that the seal affixed to said Indenture is such corporate seal; that it was so affixed by order of the board of directors of said corporation, and that he signed his name thereto by like order.

H N0517 Punk s %a l wTYon

Qu111,IN In U'- O.i.q Nt x56114200RETURN BY MAIL TO: M. Cwnn,I,0 i (anus. Jun. 90.1990

The Nature Conservancy Room 740 294 Washington St. Boston, Ma. 02108

THIS SPACE RESERVED FOR USE OF RECORDING OFFICE

525190 Final 27

LIED I75PAc 59S

APPENDIX B

(Three Lakes Tract)

THAT TRACT OR PARCEL OF LAND,

situate in the Town of Webb, County of Herkimer and State of New York, briefly

described as follows: Lots 1, 2, 3, 4 and 5 in each of the Ranges 1, 2, 3 and 4 in Township 3,

John Brown's Tract, Town of Webb, County of Herkimer, New York, and containing

3200 acres of land more or less.

PARCEL II.

ALL THAT TRACT OR PARCEL OF LAND, situate in the Town of Webb, County of

Herkimer and State of New York, and being 10.6 acres in the eastern portion of Lot

1, Range 5 , which includes the western part of Hitchcock Lake and described as

follows: BEGINNING at an iron pipe driven in the ground , which point is 1270

feet from the southeast corner of Lot 1, Range 5 and is on the eastern boundary

of this lot; Thence north 83 west, 731 , 85 feet to an iron pipe driven in the ground

marking the southwest corner of this additional 10.6 acres;

Thence north 70 east, 665 . 4 feet to an iron pipe driven in the ground

marking the northwest corner of said 10.6 acres parcel;

Thence south 830 east, 724.7 feet to an iron pipe driven in the ground,

on the easterly boundary of Lot 1 Range 5; Thence south 70 west 65 feet to the northerly shore of Hitchcock Lake;

Thence southerly across said lake following the westerly boundary of

Lot 1 Range 4 a distance of 473.4 feet to the southerly shore of said lake;

thence south 70 west 127 feet to the point or place of beginning , containing

10.6 acres more or less.

PARCEL III.

TOGETHER with a right of way for ingress and egress in common with others

to the lands and premises above described from the Botchfordville Road over the old

railroad bed of the former Keystone Chemical and Lumber Company of Glenfield,

New York through the Brantingham Tract and over the logging road known as the

Balsam Flats Road to and through the northerly part of Township 2;

Thence northerly and easterly along said Balsam Flats Road which crosses the Independence River and into the Three Lakes Preserve.

•

•

NA-LE-Rod- 444' W1L M4ESS

2001t. EACH SIDE of RESOURCE , BUFFER

A RETAINED STRUCTURE

200 ft. TOTAL WIDTH, BUFFER

TITLEKEY

• -.3 TYPE LINES THREE LAKES WETLANDS DRN BY' BLOSCOMB (DATE 12-16-88 LAKES

B L1 IER ROADS

A PKINR AREA

CLOSURE SCALE 1 23 Ott g FFER --ZN.a BDY.

+_:% TRAIV •1111 BUFFER

•

V

Title PageGeneral Provisions Vehicular Ingress and EgressRecreational Activity and CampingProhibited UsesGrantor's Reserved RightsIndemnification and Contracts

three lakes conservation easement language · 2020. 11. 23. · three lakes tract indenture . may...

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