Loading...
HomeMy WebLinkAboutPasco School District - Well Ownership - Letter Agreement LETTER OF AGREEMENT March 30 , 2011 Mr. Gary Crutchfield , City Manager City of Pasco 525 North Third Pasco , WA 99301 Re : Letter of Agreement for Well Ownership Dear Mr. Crutchfield , This Lett er of Agreement between the City of Pasco ( " City" ) and Pasco School District No . 1 (" District" ) is to confirm and clarify the transfer of certain water rights and irrigation equipment to the City . The District currently owns Franklin County Assessor's Tax Parcel No . 11 6- 1 70 -030 ( "the Parcel " ) . A legal description is attached hereto as Exhibit A . Associated with the ownership of the Parcel are certain water rights relating to Permit Number G3-27413(A) ( "Water Rights " ) , an Assignment of Easement granting access to a well serving the Parcel dated November 30 , 2007 (" Easement" ) , and a Water Well System Shared Use Agreement dated October 22 , 2007 relating to the joint use and operation of the well serving the Parcel and other lands ( "Well Agreement" ) . Copies of these documents are attached hereto as Exhibits B , C , and D . It is contemplated that the Parcel will eventually be used as the site for a school or sold by the District and developed for urban uses . Pending the construction of a school , or alternative development, the District needs to retain the right to use the water from the well for farming purposes . This will allow the District to receive income from the Parcel pending its ultimate development. The District agrees that it will convey and transfer without warranty of title , or warranty of any nature regarding the well , pump , and associated equipment, the interest of the District in the well and the Easement to the City, on the condition that the City will comply with the provisions of this letter agreement . The form of said Assignment is attached hereto and by this reference incorporated herein . The City shall : a ) Assume full cost of repairing , operating ( including the cost of electricity) and maintaining the well , pump and associated equipment . b ) Allow the District' s use of the well , pump and associated equipment needed for the District to draw water from the well sufficient to conduct farming operations on the Parcel ( but not exceeding associated water rights ) so long as the Parcel is used for farming operations . City shall provide water for farming of the parcel at one-half the rate otherwise applicable to open space under Pasco Municipal Code . c) Provide water from the well at a cost consistent with the rate structure approved by the Pasco City Council for other similar situated irrigation water customers of the City . Said obligation to continue after the Parcel is developed for use as a school or for urban uses . The District shall not be obligated to farm the Parcel prior to development as a school or for urban use . Any improvement , upgrade or rehabilitation of the well will be at the City ' s expense . This agreement and the rights and obligations set forth herein are fully assignable and transferable by either party without the consent of the other . The provisions of this Letter of Agreement shall remain in effect and survive the transfer of the Easement and the interest of the District in the well and the Well Agreement . Both pa s agree to ter agreement by signing below. 1A Ga Crutchfiel Vity *fa nager Saundra Hill , Superintendent City of Pasco Pasco School District After recording return to : ASSIGNMENT OF WELL EASEMENT ( Including Well System ) Y THIS ASSIGNMENT effective this d7 - day of air Y , 0 , PASCO SCHOOL DISTRICT NO . 1 , a Washington municipal corporation , ereinafter referred to as "Assignor" , does by these presents , assign to the CITY OF PASCO , WASHINGTON , a Municipal Corporation , hereinafter referred to as "Assignee " , all of its right , title and interest as co-owner , to that certain easement and water well system described below according to the following terms and conditions . WHEREAS , that easement document which is the subject matter of this assignment , was entered into with Glacier Park Company , a Delaware Corporation , as Grantor therein , and Alford Farms , Inc . , a Washington Corporation as Grantee therein , on December 20 , 1989 , designated as Easement Deed No . G - 89 - 3566 , and recorded as Franklin County Auditor' s No . 469278 ( " Easement" ) ; and WHEREAS , such easement was assigned by the original Grantee to Kenneth G . Smith by Assignment of Easement dated November 25 , 1997 , and recorded December 23 , 1997 , in Franklin County , Washington , as Auditor' s File No . 548122 . Such easement was further assigned by Assignment of Easement dated November 30 , 2. 007 , between Kenneth G . Smith as Assignor to Pasco School District No . 1 , a Washington Municipal Corporation , and Farm 2005 , LLC , a Washington Limited Liability Company , as Franklin County Auditor' s No . 1711948 , as co -owners each having an undivided one- half interest thereon ; and Assignment of Well Easement - 1 WHEREAS , Farm 2005 , LLC . and Pasco School District No . 1 have entered into a Water Well System Shared Use Agreement dated October 22 , 2007 , thereby establishing their respective interest and responsibilities regarding the water well and related water pumping and piping infrastructure located upon and within the easement . This Agreement is assignable by the respective parties with their successors in interest being bound by the terms thereof; and WHEREAS , Assignor desires to convey all of its right , title and interest in the easement and water well and related water pumping and piping infrastructure located thereon , and including all of its rights and responsibilities under the Water Well System Shared Use Agreement ; NOW , THEREFORE , IN CONSIDERATION OF THE MUTUAL COVENANTS CONTAINED HEREIN , and as a donation for public purposes , receipt of which is hereby acknowledged , the Parties agree as follows . 1 . Assignment of Easement . Assignor does hereby assign without warranty to Assignee all its right , title and interest in that easement designated as Easement Deed No . G- 89 - 3566 dated December 20 , 1989 , for underground water line , overhead power line , and water well use , upon and over the surface of real property located in the . Southeast Quarter or the Southeast Quarter of the Southeast Quarter of Section 3 , Township 9 North , Range 29 East , Willamette Meridian , Franklin County , Washington , more particularly described by diagram on the attached Exhibit A . Included in such Assignment are all fixtures located upon such premises consisting of the existing well system including pumps , panels , casings and piping infrastructure constituting the existing well system , including but not limited to : 1 — GE 150 hp , Serial # OVJ210003 1 — Layne Pump , #W2004033 1 — Service Disconnect Allen - Bradley #99454 with PUD Meter #25879 Assignor agrees at the request of the Assignee , to execute and deliver further instruments of transfer and assignment and take any other action Assignee may reasonably request to more effectively transfer and assign to and vest in Assignment of Well Easement - 2 } Assignee each and every component of the well system , at the sole cost and expense of the Assignor . 2 . Assumption of Water Well System Shared Use Agreement . Assignee hereby accepts the assignment of well easement including the fixtures and components of the water well system described above , and Assignor' s interest in the Water Well System Shared Use Agreement dated October 22 , 2007 , and agrees to be bound by and abide by each and every term and condition of said easement and Water Well System Shared Use Agreement , and hereby expressly assumes all obligations of the original Grantee thereunder except those liabilities arising out of acts or omissions occurring prior to the execution of this Agreement . 38 Reservation . This easement is subject to reservation reserved in the Grantor , Glacier Park Company , in the event that such premises shall cease to be used for underground waterlines , overhead power lines , and water well purposes for a period of twelve ( 12 ) months . 48 General Provisions . For the purpose of this Agreement , time is of the essence . In the event a dispute arises concerning the breach , enforcement or interpretation of this Agreement , the parties shall meet in a good faith attempt to resolve the dispute . In the event the dispute is not resolved either by agreement of the parties or by voluntary mediation , the dispute shall be resolved by arbitration pursuant to RCW 7 . 04A , the Mandatory Arbitration Rules ( MAR ) . Venue shall be placed in Franklin County , Washington , and the prevailing party shall be awarded its attorney fees and costs against the other . DATED this ..21 day of ay/Gp1 ASSIGNOR : ASSIGNE Pasco School District No . 1 City of P s , W shing n By : k By : G Crutchfiel ity Manager Assignment of Well Easement - 3 STATE OF WASHINGTON ) ) ss . County of Franklin ) -{-L it On this a9l dray of cl► , 204oO , before me , the undersigned , a Notary Public in and for the State of Washington , duly commissioned and sworn , personally appeared ,a , L . � ` to me known to be the of Pasco School District No . 1 , the municipal corporation that executed the foregoing instrument , and acknowledged the said instrument to be the free and voluntary act and deed of said municipal corporation , for the uses and purposes therein mentioned , and on oath stated that S a. ' kas authorized to execute the said instrument . Witness my hand and official seal hereto affixed the day and year first above wits ! , � : '� ��, Printed Name : er ` --�Z 4W `W �Q4` `G c4e Notary Public in and for the State of s q 9 3 apt a .o �O �� �.z� Washington , residing at 1 1i CT Q� o;' ;; My commission expires : 06 Zo1 �-- 41 SEA ,I STATE ,q``® STATE OMRSHINGTON ) ) ss . County of Franklin }SIE On this 31 day 11 y of , 20W, before me , the undersigned , a Notary Public in and for the State of Washington , duly commissioned and sworn , personally appeared (GARY CRUTCHFIELD to me known to be the City Manager of City of Pasco , Washington , the municipal corporation that executed the foregoing instrument , and acknowledged the said instrument to be the free and voluntary act and deed of said municipal corporation , for the uses and purposes therein mentioned , and on oath stated that he was authorized to execute the said instrument . \t L �Z jj i * - o and official seal ereto affixe the day and year first abov � �t sn . °• doo dollop G = Printed Name . :,� ,•, 2 ,�.^:° Notary Public in and for the State of '� 4 " • �• • � • Rte.;♦ Washington , residing at VfteAYVLAS11JL., OF WK � M commission expires : � Y Assignment of Well Easement - 4 POLICY OF TITLE INSURANCE Schedule A Order Number Loan Number Reference Number County P178168SP Franklin Policy Number Date of Policy Amount of Insurance Premium A3 &Z067657 December 4, 2007 at 12610 $ 1 ,4009000 .00 $ 19423 . 00 P.M. 1 . Name of Insured : PASCO SCHOOL DISTRICT NUMBER 1 2 . The estate or interest in the land which is covered by this policy is : FEE SIMPLE as to Parcel A and EASEMENT as to Parcel B 3 . The estate or interest in the land is vested in : PASCO SCHOOL DISTRICT NUMBER 1 4 . The land referred to in this Policy is described as follows : PARCEL A That portion of the East-half of the North- half of the Northeast quarter of Section 10, Township 9 North, Range 29 East, Willamette Meridian, records of Franklin County, Washington, described as follows : Beginning at a 3 " Brass Cap in concrete marking the Southeast corner of the Northeast quarter of said Section 10 ; Thence North 00 133 ' 10 " West along the East line of the Northeast quarter of said Section 10 for a distance of 1335.28 feet to the Southeast corner of the North-half of the Northeast quarter of said Section 10, said point being the TRUE POINT OF BEGINNING ; Thence continuing North 00°33 ' 10 " West, 1335 .28 feet to the Northeast corner of the Northeast quarter of said Section 10 ; Thence leaving the East line of the Northeast quarter of said Section 10, South 88 111 ' 13 " West along the North line of the Northeast quarter of said Section 10 for a distance of 1301 . 93 feet ; Thence leaving the North line of the Northeast quarter of said Section 10, South 00 136 ' 54 " East, 1340 . 76 feet to the South line of the North-half' of the Northeast quarter of said Section 10 ; Thence North 87°56140 " East along the South line of the North-half of the Northeast quarter of said Section 10 for a dista : ce of 1300. 60 feet to the TRUE POINT OF BEGINNING. PARCEL B Easement only as contained in instrument recorded January 22, 1990 under Auditors File Number 469278 , being a re- record of instrument recorded December 29 , 1989 under Auditors File Number 468889. ALTA Owner's Policy CASCADE TITLE COMPANY OF BENTON-FRANKLIN COUNTIES Schedule A Agent of Form 1005-70 TRANSNATION Title Insurance Company AFTER RECORDING , MAIL TO : Dan F . Hultgrenn 1711947 P . 0 . Box 2368 Page : 1 of 11 Pasco , WA 99302 CASCADE TITLE 12l04 /20e7 12 : 1eP AGREE 50 . 00 Franklin Co , WA PI � 1z I LP CASCADE TITLE CO . 5c)� WATER WELL SYSTEM SHARED USE AGREEMENT THIS AGREEMENT is declared and entered into this M Z day of October, 2007 , by and between PASCO SCHOOL DISTRICT NO . 1 (" District") and FARM 2005 , LLC (" Farm 2005 ") RECITALS : WHEREAS , Fame 2005 is the current record owner of the following described real property ( hereinafter said parcel is referred to as " Parcel 1 ") . The West half of the North half of the Northeast quarter of Section 10 , Township 9 North , Range 29 East, Willamette Meridian , Franklin County , Washington . WHEREAS , the District will acquire ownership of the following described real property ( hereinafter said parcel is referred to as " Parcel 2") . The East half of the North half of the Northeast quarter of Section 10 , Township 9 North , Range 29 East , Willamette Meridian , Franklin County , Washington . Parcel 1 and Parcel ,2 are hereinafter jointly referred to as the " Parcels " . Page 1 of 9 C : \ Documcnts and Setting s; \ SRoan \Local Settings \Temporary Internet File5 \ OLK49D \ Farm 2005 Well Water Shared Use Agreement 10 - 18- 07 (2 ) .doc I 1 1711947 Pa" s 2 of 11 12 /04 /2807 12 : 16P CASCADE TITLE AGREE 50 . 00 Franklin Co , MA WHEREAS , there is an existing water well and related water pumping and piping infrastructure ( hereinafter the " Existing Well System") situated on property described as the Southeast quarter of the Southeast quarter of the Southeast quarter of Section .I , Township 9 North , Range 29 East, W. M . , Franklin County , Washington , to supply irrigation water to the above described parcels . WHEREAS , there is an existing Superseding Permit ( hereinafter the " Permit") issued b;y the State of Washington Department of Ecology that evidences the appurtenant right to appropriate and withdraw ground water to supply irrigation waller to the Parcels and other lands , a copy of which Permit is attached hereto as Exhibit "A" and incorporated herein by reference . The Permit has been transferred to the parties hereto by Kenneth G . Smith , and new permits shall be issued in the names of the parties hereto allocating the water rights between the parties ., WHEREAS , ithe Permit is part of a contemplated sale from Farm 2005 to the District of Parcel 2 , and Farm 2005 is selling , assigning , and transferring to the District one-half of the irrigation water appropriation and withdrawal rights relating to the Parcels under the Permit to the District . WHEREAS , 'the parties desire to place an enforceable instrument and agreement of record to allow the owners (and any future grantee or successor of the owners ' interest) to continue appropriating and withdrawing water from the Existing Well System for purposes of providing irrigation water to the Parcels pursuant to the terms and conditions set forth herein . NOW, THEREFORE , the parties hereby declare and agree as follows . 1 . RECITAL PARAGRAPHS . The foregoing recital paragraphs are declared to be substantive in nature and shall be deemed and considered as an integral part of this Agreement. 2 . RIGHT TO USE EXISTING WELL SYSTEM . In addition to the Existing Well System being used by the parties to provide irrigation water lo each Parcel in an amount corresponding to its one-half share of the appurtenant water appropriation and withdrawal rights available and authorized under the Permit as it relates to the Parcels , the parties shall co-own the easement rights to allow access to the well site . Page 2 of 9 C : \ Documents and Settings; \ SRoan \ Local Settings \Temporary Internet Files \OLK49D \ Farm 2005 Well Water Shared Use Agreement 10 - 18-07 (2) . doc 1711947 Paye : 3 of 11 12/ 64 / 2007 12 : 16P CASCADE TITLE AGREE 50 . 00 Franklin Co , WA 31 USE t:ONDITIONS . The following conditions are imposed on both Parcell 1 and Parcel 2 relative to the joint and shared use of the Existing Well System pursuant to paragraph 2 above : a . Use Quantity/Purpose . Neither the owner of Parcel 1 nor the owner of Parcel 2 shall use the Existing Well System to appropriate and withdraw water in an amount exceeding each parcel ' s respective share of the appurtenant water appropriation and withdrawal rights available and authorized under the Permit for the Parcels ; nor shall either parcel owner use the Existing Well System to appropriate and withdraw water for any purpose not authorized under the Permit or this Agreement . Provided this provision shall not prevent the other party from obtaining a superseding permit allowing use different from the use authorized under the present Permit . b . Maintenance/ReRalr, Power, and Access , The following conditions are imposed on both Parcel 1 and Parcel 2 to address maintenance and repair (which shall include , without limitation , the repair/replacement of pumps and related electrical power service panels ) to the Existing Well System and the electrical power costs and necessary access rights directly associated with its operation : i . Joint/Shared Usaoe . During the calendar year of any irrigation season , the owners of the Parcels shall each be responsible for one-half of the costs of reasonably necessary maintenance and repair to the Existing Well System during such period (strictly limited to maintenance and repair of the pump and electrical power service to the pump that both of the respective parcel owners have specifically discussed and mutually agreed to in writing , except that, in extraordinary circumstances of bona-fide emergency when the other parcel owner is actually unreachable for such discussion , a parcel owner may unilaterally proceed with such limited maintenance and repair) , with the other owner being responsible for the other one-half of such costs as well as being solely responsible for the costs associated with any other Page 3 of 9 C : \ Documents and Settings \ SRoan \ Local Settings \ Temporary Internet Files \ OLK49D \ Farm 2005 Well Water Shared Use Agmement 10- 15-07 (2) . doc 1711947 Pay! : 4 of 1l 12 /04 /2@07 12 : 19P CASCADE TITLE AGREE 60 . 80 Franklin Co , WP type of maintenance and repair to the Existing Well System (except for any portion thereof that exists to deliver water to only one parcel ) . Further , during any irrigation season in which there is an actual shared and joint use of the Existing Well System pursuant to paragraph 2 above , the owner of Parcel 1 shall be responsible for one-half of the electrical power charges associated with the Existing Well System 's operation , with the owner of Parcel 2 being responsible for the other one-half of such charges . ii . Winterization . The owners of both Parcels shall be . equally responsible for the timely and appropriate seasonal winterizing of the Existing Well System . iii . Access . The owners of both Parcels shall have reasonable access to the Existing Well System for any purpose reasonably related to , or arising from , the maintenance and repair provisions of this paragraph and the need for reasonable access for purposes of operating the well water pump and to repair/replace any underground pipeline(s) that carry water from the subject well to either parcel . c . No Advgrse Action . Neither parcel owner shall take action with regard to the Existing Well System (including , without limitation , the interference with or damage to any underground pipeline(s) that carry water from the subject well to either parcel) that would disrupt or otherwise limit or restrict the right and ability of the other parcel owner to use the Existing Well System in the manner contemplated and authorized under this Agreement . d . Laws/Regulations . The respective parcel owners shall abide by all laws and regulations applicable to the Existing Well System . Page 4 of 9 C : \ Documents and Settings \ SRoan \ Local Settings \Temporary Internet Files \OLK49D \ Farm 2005 Well Water Shared Use Agreement 10- 18 -07 (2) . doc 1711947 Pays : 3 of 11 111111112/64/M7 12 : 18P CASCADE TITLE AGREE 50 . 00 Franklin Co , WA 4 . TERMINATION . This Agreement shall terminate under any of the followiing conditions and events : a . Loss of Water Rights . This Agreement shall terminate if all of the irrigation water appropriation and withdrawal rights appurtenant to the Parcels under the Permit are totally lost , abandoned , or revoked on a lawful and permanent basis . b . Mutual Termination . The owner of Parcel 1 and the owner of Parcel 2 may mutually elect and agree in writing to terminate this Agreement at any time . In such event of termination , the owner of Parcel 1 and the owner of Parcel 2 shall jointly prepare and record an instrument with the Franklin County Auditor to evidence and confirm such mutual termination . c . Assianme,=of Rights . This Agreement shall terminate if the Existing Well System together with related water rights are assigned to the City of Pasco by both parties , their grantees , successors , transferees , legal representatives or assigns . 5 . GENERAL PROVISIONS , This Agreement is further subject to the following terms and provisions . a . Binding , Perpetual and Running Effect The provisions and covenants set forth in this Agreement are not personal to the undersigned , but rather are hereby directly imposed upon and against Parcel 1 and Parcel 2 as binding and perpetual covenants , conditions and restrictions . Accordingly , unless validly terminated pursuant to paragraph 4 above , the provisions and covenants set forth in this Agreement shall be fully and perpetually appurtenant to Parcel 1 and Parcel 2 ; shall fully and perpetually " run with the land" ( i . e . , both Parcel 1 and Parcel 2 and any present or future estate or interest in Parcel 1 and Parcel 2 ) ; and shall fully inure to the benefit of, and shall be fully binding upon , all present and future owners of Parcel 1 and Parcel 2 including , without limitation , the undersigned and their respective grantees , successors , transferees , legal Page 5 of 9 C : \ Documents and Settings \ SRoan \ Local Settings \Temporary Internet Files \ 0LK49D \ Farm 2005 Well Water Shared Use Agreement 10 - 18-07 (2) . doc 1711947 Page: 6 of 11 12/64 /2647 12 : 1013 CASCADE TITLE AGREE 58 . 00 Franklin Co , WA representatives , and assigns . b . Attorneys ' Fees . The substantially prevailing party in any dispute or legal action arising out of this Agreement shall be entitled to recover from the other party the prevailing party ' s reasonable attorneys ' fees and costs (including those incurred on appeal or in insolvency/bankruptcy proceedings ) regardless of whether such dispute/action is resolved judicially , by arbitration , or otherwise . c . LowNenue . This Agreement shall be exclusively govemed MOMMOMME by the laws of the state of Washington . The venue for any legal action arising out of this Agreement shall lie exclusively in Franklin County , Washington . d . Captions . The paragraph captions in this Agreement are merely for reader convenience , are not substantive , and shall not be used to construe or interpret the terms and provisions of this Agreement . e . Dra _,. tine , This Agreement shall not be construed or interpreted against any parcel owner merely because that parcel owner drafted this Agreement (or participated in the drafting of this Agreement) , but rather this Agreement shall be fairly and neutrally interpreted , construed , and enforced according to the plain and clear intent and meaning of its terms and provisions . f. Non -Waiver. The failure to insist upon strict performance of any parcel owners obligations under this Agreement shall not constitute a waiver of strict performance thereafter, and shall not waive or prejudice the other parcel owner's right or ability to seek enforcement remedies . g . AmendmenUModification . This Agreement may not be amended or modified except in a recorded writing signed and acknowledged by the owner of Parcel 1 and the owner of Parcel 2 . h . Effective Date . This Agreement shall become fully effective and enforceable upon the date it is recorded with the Page 6 of 9 C : \ Documents and Settings \SRoan \ Local Settings \ Temporary Internet Files\OLK49D \ Farm 2005 Well Water Shared Use Agreement M18 -07 (2) . doc 1711947 III lilt Pa9t : 7 of 11 12/64/ 2667 12 ; 1615 CASCADE TITLE AGREE 60 . 00 Franklin Co , WA Franklin County Auditor. L Entire A-ureement This Agreement constitutes the entire integrated agreement and recorded declaration relating to the subject matter of this Agreement . This Agreement supersedes any and all other agreements or understandings , oral or written , relating to the subject matter of this Agreement. j , S_ everability. If any term or provision of this Agreement or the application thereof to any situation or circumstance is found to be invalid and unenforceable , the remainder of this Agreement , or the application of such term or provision to the situation or circumstances other than those as to which it is invalid or unenforceable , shall not be affected or impaired thereby , and each remaining term and provision of this Agreement shall be valid and enforced as written to the fullest extent allowed by law. PASCO SCHOOL DISTRICT NO , 1 By : its Ale s5 Yr FARM 2005 , LLC By : . C htolf i Its : Page 7 of 9 C : \ Documents and Settings \$Roan \ Local Settings \Temporary Internet Files \OLKOD \Farm 2005 Well Water Shared Use Agreement 10 - 18 -07 (2) . doc 171194 ? Pagans 8 of 11 STATE OF WASHINGTON ) 12 / 04 /2007 12 : 19P CASCAM TITLE AGREE 50 . 00 Franklin Co , WA ss - County of Foe m"4.. ) On this � day of r , 2007 , before me , the undersigned , a Notary Public in and for the! State of Wash ' , duly commissioned and sworn , ersonally appeared L to me kno wn to be theA6&��` f of PASCO SCHOOL DISTRICT NO . 1 , the entity that executed the foregoing instrument, and acknowledged the said 'instrument to be the free and voluntary act and deed of said entity , for the uses and purposes therein mentioned , and on oath stated that was authorized to execute the said Instrument . Witness my hand and official seal eto affixed the day and year first above written . ,. �0N C��,�i Printed N me : C IA,p� BY* Notary Public in and for the State o ashington , residing C e :5 at `�4 zz e y 2 pIq,,,_=;Ka= My commission expires : c� '� thaw+'M`eaG` III ` Op W Page 8 of 9 C ; \ Documents and SettingEI \ SRoan \ Local Settiags \Temporary Internet Files \OLK49D \Farm 2005 Well Water Shared Use Agreement 10- 18-07 (2) . doc 1711947 Pagan S of 11 STATE OF WASHINGTON } III 12/ 04 �2007 12 : 19P } SS . CASCADE TITLE ACME 50 . 00 Franklin Co , 4A County of Franklin } On this 2 day of October, 2007 , before me , the undersigned , a Notary Public in and for the State of Washington duly commissioned and swom , personally appeared C' �r V e r to me known to be the y-Lb�r _ of FARM 2005 , LLC , the mited liability company that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company , for the uses and purposes therein mentioned , and on oath stated that s �, a was authorized to execulte the said instrument. Witness my hand and official seal hereto affixed the day and year first above written . ` A . Printed Name : It ai., Q s tie �`o %%Ssioa••��� '% Notary Public in and for the One, NOTq s)ex r = State ashington , residing sew sent ANSI •. � = at a else seen SOP °vett My commission expires : air� t ASNt �fi lilt% Page 9 of 9 C : \ Documents and Settings; \ SRoan \ Local Settings \Temporary Internet Files \OLK49D \Farm 2005 Well water Shared Use Agreement 2048-07 (2) .doc 1 1 • U _'ter - lSi1R110li�1(HI{ llP.1Z11M1� 1 - 1 THIS DOCUMENT IS BEING RE- RECORDED TO ADD EXHIBIT "A" le, ev 469278 Easement Deed No . Contract No . EASMI ENT This Easement is entered into by and between GLACIER PARK COMPANY , a Delaware corporation , ( "Grantor" ) and ALFORD FARMS , Inc . , a Washington corporation , and /or assigns ( "Grantee" ) . In consideration of the payment of $ 1 . 00 and other good and valuable consideration by Grantee to Grantor . Grantor hereby grants , releases , and quitclaims to the Grantee , subject to the terms and conditions set forth herein , an Easement for underground water line , overhead power line, and water well use and for no other purpose , upon and over the surface of the real property of Grantor in the County of Franklin , ! State of Washington , described on Exhibit A attached hereto and made a part hereof ( the "Premises" ) . . i • EXCEPTING AND RESERVING unto Grantor , its successors and assigns all Ucoal , oil , gas , casinghead gas and all ore and minerals of every kind and nature underlying • the surface of the Premises , TOGFTHER WITiI the U right , privilege and license - at any and all times to explore , and drill for , and to protect , conserve , mine , take . remove , and market any and _ all such products in any manner which will not damage structures on the ' surface of the Premises , nor the water line , powerline , or well located i rFJ thereon . . FURTEEER EXCEPTING AND RESERVING unto Grantor , its successors , assigns , = - ii 3e3iktlees ; lrsyecs , FF permittees and licensees the unrestricted right to - - cross over and under said 'water line , power line , or water well , at any Point for any purpose „ including the unrestricted conduct of all ?: -- agricultural operations , Z SUBJECT TO : - any public .roads heretofore laid out or established whether t or not now existing , encumbrances , restrictions , exceptions and - reservations of record , deed reservations , fedaral , patents , existing it easements , licenses , permits and leases , of record , and in accordance e. with the other terms•; " conditions , exceptions , and reservations contained t. herein . t" . ..: Grantee and Grantor , in consideration of such license and permission , FF covenant and agree as follows : t 1 Premises . The Premises shall be an underground water pipeline , , 1 overhead powerline , and water well with associated pump and motor 1 Q located upon portions of the surface of the real property of Grantor in Co r ` . 4 the SEi/421 / 4SE1/4 of Section 3 , Township 9 North , Range 29 East , W . H . , ` Franklin County , Washington , as shown on the attached diagram marked Exhibit A. 4692750-' 2 . Right-of-Fntry, . Grantee shall have the right to enter - the ". FF . Premises at all . reasonable times for the purpose of . exercising its rights under this Easement , and , in the exercise of these rights , ,t � . " Grantee shall not . undul, interfere with the rights of others on the a - Premises . Grantee shall restore at its own expense any property and or FFFFF — - - - - - . . .a2 x G : __---- -- -- --- - - - - -- ° . . . 25..x u oe�a - i ' S 46927A facility on the premises and shall compensate the owner of the surface for damage to his property , including crops , which is in any manner disturbed by the exercise of its rights under this Easement . 3 . Liability , Indemnity , Grantee agrees to assume the risk of , and hereby releases and discharges Grantor , its successors and assigns , of and from any and all liability for damage to or destruction of the said underground water line , overhead power line , and water well , and any other property of Grantee located on or near the Premises , however ` caused or occasioned without regard to faulty , unless due to the negligence of Grantor . ` Grantee shall indemnify and save harmless Grantor , its successors and assigns , from any and all claims , suits , losses , damages or expenses incurred by Grantor , its successors and assigns , on account of injuries to or denth of any and ail. persons whomsoever , including the contractor , subcontractors , employees of Grantee , its contractors , subcontractors and of Grantor , and any and all loss or destruction of or damage to i >• > •: property to whomsoever belonging , including property owned by , rented to , or in the care . custody or control of the parties hereto , arising or growing out of , or in any manner connected directly or indirectly with, or caused or occasioned, in whole or in part , by Grantee ' s exercise of the permission herein granted , or the use and occupancy of the Promises , or arising . during the presence of the person or of the property of i . Grantee , its contractors , subcontractors , their employees or agents , upon or in proximity , to the property of Grantor; notwithstanding the foregoing , nothing herein contained is to be construed as an i -. indemnification against the sole negligence of Grantor or its officers , i . employees or agents . , . 4 : • Quiet ' nnioyment , • Nothing herein contained shall imply or import a covenant on the • part of Grantor for quiet enjoyment . 1 5 : Successors and Assigns . This Easement shall be binding upon , and inure to , the benefit of the parties , their successors , and assigns . b . Reversion . The Grantee shall have and hold the granted Easement :.:.: so long as the some shall. be used for underground water line , overhead powerline , and water well. purposes , and twelve ( 12 ) months after the € Premises shall " cease to be used - for such the Easement hereby 3 granted shall revert to and become vested absolutely in the Grantor , its successors and assigns without any further action or demand on the part `= of Grantor , its successors and assigns . f IN WITNESS VIERLOF , the parties hereto h ve executed this instrument , in duplicate , as of the '' day of �IWL_ 19890 •. rTj t ALFORD • FARMS , INC . GLACIER . PARK COMPANY _ h j a Washington corporation a Delaware c rporation „ •:, : 1 Title Title o05 rit ' .. . . i• 25XI1.. 32XBU v t�sm - �. • A . A Allot At A �S9270 BLttT 1 r1COMPANY p ,tows l or f�yl% Btlti'T 111 c . II'I IF; Ti i;Uf,APAPIY FRA 1.Otl r 1 ; NRUi,I . tt . I,R 689 ner 29 , 1 ;03 o. HA If.. BC1'TU1,' Pl'I df,' T/TI [ / 71 1' 1 I i:' ` ' riuit V. STATE OF WASHINGTON ) CO/�PANY I; (11111 , t.� I .' �1u�Gf ss : tfAll. II , • county of King ) BENTOrIi 11'► .tr; Tl F Mi? Joy A to _ On this 20th day of December , • 1909 , before in the undersigned , Notary Public in and for the State of Washington , duly commissioned and 6. too: . , : . ;: sworn , personally appeared Larry Leopold and Dennis L . Schilling to me too known to be the Assistant Vice President and Assistant Secretary , - respectively , of Glacier Park Company , a Delaware corporation the to corporation that executed the foregoing instrument , and acknowledged T-r : .; the said instrument to be the free and voluntary act and deed of said to corporation , for the uses and purposes therein mentioned , and on oath stated that they are authorized the execute the said instrument and No that . the seal affixed is the corporate seal of said corporation , c I . _ ' GIVEN under my hand and official seal the day and year last above i written , I Not u/n �tttr ! LA/y"s i At�y15SlpN• p i r� a y Pub is for Washington ; NOI4n �: ` Res • ing at Bellevue N : O /�G •• /. t to A. - r 6, : ,mission expires : 10 - 15 - 91 to s 7. '_0i l SS... G�O rrlt _:. .: to to lii f too — to_ AA A A . to • 1 i STATT OF WASHrnrGMN, t _ ::. County of Benton .... _ . to i AAA~.� On this ._ 2Bth day of December , 1q 89 , before me, the undersigned, a Notary I ubliC in and for tL: Sole of Wasluoglon, Jul tommissiortn3 and Bryan W . Alford y sworn, personally appeared . . .wl- _ -At T � - '.' ' !o me knrncrl to Lx i11r . President :*d �mNx .es i . ry per4rrdy, of Al Ford Fanns , Inc . to- the corporation flat rxrcvlrJ the foregoin zWstnu and acknowlej ed Ibe said instrurnentto be aw free and rolunt • acl 21191 dsr91 of said ourporaliun, for t thew ' 1 114Ailll � trjcs an mcnliuned, and un 0.1111 slat aUlllUrl2hl IU CICYtlIC the sail instrur , t,y(.{I 1 A. inixed (if any) is tllc cwpOwIc icai • uf said car atiur . � e " Witness my lurid and official s _�i'�, t a rzc I� � i ` v •• `�R� �� f�F't� nJ ynr first above Yrtitirn. � IfOTJR1 t rUELIe go Norm, Hrr7l- ix attd 1u The S!e!r of If�ntGiugrar ACKNOWLEDGMENT Woo CbRPORATJ0. �,y, 4A+p0 reuJnrja' Richland . to FIRST AMERICAN TITLE COMPANY •.. «''� 1� 7 1 to WA - 4e 'S'�yQf 'X/i'Swti�� At A too. A too . A k-. - to � :i- , r zP Ao Poi. A 2 A. to . A. l.V c .r.�nraa�aswa --.eaeeax�r.ncr`__.•..• � —'��.—>�'--.•—.�.:• ,_._ oleo. : I i � 692'78 SECTION MAP "EXIMI'T A " Sec. ....s! ` 5Lk scc•:_ 3 ....... Twn. ....�....... ........•... N. IRO Z9 Fay [-, '"Oefoo oleo Go davedle..Oleo Franklin County , Nuullin% ton N to dedo add add 1 , • 1 I I 1 1 • i , '. . _ . . . . . . -; dodo - . . . i . _ . . . . ;. . . .. . . . _ _ . . . . . . . . i . . . . . . . ' . . . . . I , ' t , r — dodo. 4 — .� — — — — 1- -� - - - ..., - - - - - - 1 deal ad, To 1 , + i I. to de Go 1 0 do i do, ` - . . . . '. do do - - - - - - - - - - do dodo — . ; — -' - - dodo ,dodo - dodo - do to de do do ad y o. addle 4 I 1 I l i I I ' — • — doll I I 1 _ .. — _' - i - . . . . . . ; . • . . . • dodo - - - • dodo - • i do do ad I, do do do at 0 .. .:r�:_.._ c . :. • ' � dodo . . � . .,: _ ;dodo - - — — — � — dodo - - dodo �— t — — - :ucll Pc . ' 1 —I . Mae .,lr • s - � - - - - •I • ' 1 J•i ` :1 . dodo - - dodo i dodo - � - dodo - - ad 1. dodo -, - - ac-a dodo - mead dodo - - - t° Opcnc�ad do oo" q, 1 I 1'uucr Ln . b ^ LVM • 5 o ' «J r . F..X69 .:. . . : . . .. 278 ;: I, . --dodo — — — -- dodo — — : . dodo — _ doll ::. _ 1 , O 0 VOL0 4 31 PG 0 0 6 9 � Rcr0l; iiLl: ;;7 ! Hc ; 3 *� 4W, • to uo liter tecordixg Retan to: e23 Pi1 Mz . Gary M . 5chrag Reese , Baffney , Schrag b Hedi.ne , P . S . 8 5 , 2nd Ave . , 7th Floor F : - walla Walla , WA 99362 n= ' ' r 1UU�1� SI ASSIGNMENT OF EASEMENT ASSIGNMENT , made this s�eay of .� ✓c s- � +r 199 , between GERALD RO:LFLEY and JEAN ROLFLEY , husband and . wife , hereinafter referred to as "ASSIGNOR " , and KENNETH G . SMITH , a married man dealing in his separate property , hereinafter referred to as "ASSIGNEE" : By Assignment of Easement dated December 26 , 1989 and recorded April 13 , 1990 in Franklin County , Washington under ;a Auditor ' s No . 471073 , Assignor was assigned Easement Deed No . G89 - 3566 dated December :20 , 1989 recorded January 22 , 1990 in Franklin County , Washington under Auditor ' s No . 469278 , ( the "Easement " ) , copies of which are attached and become a part of this Document , Assignor obtained rights for ingress , egress , underground water line , overhead power line , and water well use , over , upon , and under the real property in the SE} of the SE} of the SE} of Section 3 , Township 9 North , Range 29 East , W . H . , Franklin County , Washington . Assignor and Assignee desire that Assignor ' s interest in the Easement be assigned to Assignee . NOW , THEREFORE , the parties hereto , in consideration of their mutually - dependent promises , hereby agree as follows : i 1 . For a valuable consideration , the receipt of which Assignor is acknowledged , Assignor sells , assigns , transfers and sets over to Assignee all of Assignor ' s interest in and under the Easement . O 2 . Assignee hereby accepts said assignment and agrees to O O i be bound by and to abide by each and every of the terms and PAZ Essignaeat of �auaett - 1 .�J f8�liri ;.. . . � � ",. a b'..` w v xs `�'^4' .:ia•.z`�`"U •* tt.-� � .1 "- 4"y 1. b �' -PNSr`'.. � � .�yti�ii •3� ������ 4 yY � ,q,LL r : 1 ,�," 4 4i� r > 6 T 1 : V. f C7 rr ,ys.>:L ,5.+y �£ s "`�u � ek � ,� ? �"✓�� a '. y ya, � { � .t `$ V `` _ v '€�W�' #: 5 4'a4 s : y 1 "a,, � Hx,� ... �*. 9 ass • ix Y � r It f L fw f MI, y 'i 1p If Ste s i r 1. � re _lr I If t v e ' 19,E �k �• n t i If fv aff If i3 1 4 v i "1 w s� a r t"b fi Y S 9 y Ear a .. e `w T 11 If Y y^ r y . c a - M 5 $ _ 4. i 1C i y�6 M1 p 41g, If < L; ` ri