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HomeMy WebLinkAboutL 13104 P 444 1111111 IIII 11111111111111111111 IIIIIIIIIIIIIII 11111111 �. I I I I I I I I I I I!III r . SUFFOLK COUNTY CLERK RECORDS OFFICE RECORDING PAGE Type of Instrument: EASEMENT Recorded: 05/14/2021 Number of Pages : 33 At: 12 :25 : 03 PM Receipt Number : 21-0094767 03 TRANSFER TAX NUMBER: 20-32277 LIBER: D00013104•r PAGE : 444 District: Section: Block: Lot: 1000 035 . 00 02 . 00 001 . 000 EXAMINED AND CHARGED AS FOLLOWS Deed Amount: $0 . 00 Received the Following Fees For Above Instrument Exempt ,. Exempt Page/Filing $165 . 00 NO Handling $20 . 00 NO E COE $5 . 00 NO NYS SRCHG $15 .00 'NO s. TP-584 $5 . 00 NO Notation $0 .50 NO Cert.Copies $0 . 00 NO RPT $400 .00 NO Transfer tax $0 .00 NO Comm.Pres $0 .00 NO Fees Paid $610 .50 TRANSFER TAX NUMBER: 20-32277 THIS PAGE IS A PART OF THE INSTRUMENT THIS IS NOT A BILL JUDITH A. PASCALE County Clerk, Suffolk County ''-r ❑' +�. .. RECORDED 2021 Hau 14 12:25:03 PM JUDITH A. PASCALE Number of pages 3 3 CLERK i�F SUFFOLK COUNTY L D000131F14 This document will be public P 444 record.Please remove all DT# 20-32277 Social Security Numbers prior to recording. Deed/Mortgage Instrument Deed/Mortgage Tax Stamp Recording/Filing Stamps 3 FEES Page/Flling Fee Mortgage Amt. 1.Basic Tax Handling 20. 00 2, Additional Tax TP-584 5— 5uIn Total Notation 0 Spec./Asslt. or EA-5217(County) Sub Total Spec./Add. EA-5217( TOT.MTG.TAX `` J Dual Town Dual County R.P.T.S.A. l4 Oc20cyAHeld forAppointmen 1 Comm.of Ed. 5. 00 B Transfer Tax — t Affidavit Mansion Tax / Certified Co The property covered by this mortgage Is Copy or will be improved by a one or two NYS Surcharge 15. 00 family dwelling only. Sub Total YES or NO Other Grand Total If N0, see appropriate tax clause on page# ' ofthis Instrume t. 4 1 Dist./Opo 5 Community Preservation f d 4426142 II Real Property pT 5 I II III IfIII�II IIiI II�lulllllllll! ConCPFSTax Due ideration Amount$ Tax Serv[ce \PZ OL A i u l ` II l! Agency Verfflcatioh 15-MAR-2 Improved. 6 Satlsfactlons/Discharges/Releases Llst Property Owners Mailing Address RECORD.&RETURN TO: Vacant Land Db1� TOu+N Sotc7xo/JL TD�1 L,4,- pper r_ 5erU4 -i o,v�ro7. TD 1"• 1171 TD Soctr�afA , N`t !14'7/ ,4T'rju: m Ni,t �Ljprosk Mail to: Judith A. Pascale,Suffolk County Clerk 7 Title Company Information 310 Center Drive, Riverhead, NY 11901 Co.Name www,suffolkcountyny.gov/clerk Tltle# —7 - t^ s Suffolk County Recording & EndorsemiNnt Page This page forms part of the attached rPcT oov (Or-Teruwri oN Jew�e,vT made Cor by: (SPECIFY TYPE OF INSTRUMENT) The premises herein Is situated in Frec�.tzilr SUFFOLK COUNTY,NEW YORK TO In the TOWN of '50a/ a./ _'50"—k.of 4 In the VILLAGE or HAMLET of BOXES 6 THRU 8 MUST BE TYPED OR PRINTED IN BLACK INK ONLY PRIOR TO RECORDING OR FILING. over pT S R Poi A Stat ID: 4428142 J 15-MAR-21 Tax Maps District Secton Block Lot School District 1000 03500 0200 001000 GREENPORT 1000 03500 0200 011000 GREENPORT CORRECTION DEED OF CONSERVATION EASEMENT Between WILLIAM KING and ROBERT TURNER And THE TOWN OF SOUTHOLD THIS CORRECTION OE4i* made on this day of t` prctrt Z021,of A DEED OF CONSERVATION EASEMENT made on the 6"' day of December 2019 by and between WILLIAM KING and MARY PACINDA TURNER, as Executrix of the Last Will and Testament of ROBERT TURNER, late of Suffolk County, deceased located at 3365 and 5025 Rte. 25 Greenport, New York, hereinafter referred to as "Grantor", and TOWN OF SOUTHOLD, a municipal corporation with offices at 53095 Main Road, Southold, NY 11971, hereinafter referred to as "Grantee". WITNESSETH: WHEREAS, Grantor is the owner in fee simple of certain real property located at 3365 and 5025 Route 25, Town of Southold, County of Suffolk 1000, Section 35, Block 2, Lot 1 and Lot I I hereinafter referred to collectively as "Premises" consisting of approximately 93.85 acres and more particularly bounded and described in corrected Schedule "A", attached hereto and incorporated herein by reference; and WHEREAS, the Premises shall be governed by the terms of this Conservation Easement; app and Gao 1�a6 ()1 WHEREAS, as to Lot 11.000, the Schedule A attached to the original Deed inadvertently contained a measurement of 518.52 feet which should read 493.45 feet and is therefore corrected in the Schedule A attached hereto as well as depicted in the corrected survey map part of the corrected Schedule A and also attached hereto: and WHEREAS. as to Lot 11.000. Schedule B depicting the "Protected Area'' attached to the original Deed inadvertently contained a measurement of 518.52 feet which should read 493.45 feet and is therefore corrected in the Schedule B attached hereto; WHEREAS this measurement correction to 493.45 feet is depicted in the corrected survey map attached hereto as Exhibit A; and WHEREAS; Grantor has identified and designate two areas on the Premises which is the subject of this Easement, more full\, described and defined herein as the "Protected Area" and the "Development Area" respectively; and WI-IEREAS. Grantor wishes to Durant and transfer to Grantee, in perpetuity pursuant to the provisions of Section 170(h) of the Internal Revenue Code of 1986, as amended, and the regulations thereunder (the "Code") and Article 49, -title 3. of-the Environmental Conservation I Law of the State of New York (the "Conservation Law"), certain development rights on a portion of the Premises, approximately 86.50 acres herein referred to collectively as the "Protected Area" more particularly bounded and described in "Schedule B" attached hereto and incorporated herein by reference (the "Protected Area"), due to its open, scenic, and recreational value and significance; and WHEREAS, Grantor wishes to retain certain development rights on what is referred to as "Development Areas" on the Premises consisting of approximately 7.35 acres and more particularly bounded and described in "Schedule C"; and WHEREAS, the Premises has significant open, natural, scenic, and recreational values (the "Conservation Values") of great importance to Grantor, to Grantee, to the people of the Town of Southold, to the people of the County of Suffolk, and to the State of New York; and WHEREAS, Grantee is a municipal corporation incorporated under the laws of the State of New York, and one of the purposes of said Grantee is to promote conservation of land for recreational opportunities; and WHEREAS, Grantee has the commitment and resources to enforce, and will enforce, the provisions of this Easement; and WHEREAS, accordingly, Grantee is a "qualified organization" under Section 170(h)(3) of the Code; and WHEREAS, New York State has recognized the importance of efforts to preserve land in a scenic, natural and open condition through conservation easements by enactment of the Environmental Conservation Law, Section 49-0301 et seq; and WHEREAS, protection of the Premises will accomplish a number of the factors determining "significant public benefit" under Treas. Reg. Section 1.170A-14(d)(4)(iv)-, and WHEREAS, perpetual protection of the Conservation Values, including conservation of the Premises in perpetuity for public outdoor recreational purposes. will yield a significant public benefit by promoting recreational enjoyment and opportunities for residents of Southold and for others: and WHEREAS. Grantor and Grantee recognize the public recreational value and character of the Premises and have the common purpose of conserving the Conservation Values of the Premises by the conveyance to the Grantee of this Easement on, over and across the Premises which conservation and protection will not only conserve the use of-the Premises for recreational purposes; but will also provide affordable recreational opportunities for the residents of the Town of Southold and others in the area and prohibit the development of the Premises for any other purpose but recreational use. except as provided in this Easement. in perpetuity; and WHEREAS, Grantor and Grantee acknowledge that the Premises, together with the adjacent two parcels currently identified as SCTM#1000-35-2-12 and #1000-35-2-17.1, as further illustrated on Exhibit a, attached hereto and incorporated herein by this reference, comprise the operating golf course and that the owners of such adjacent parcels are entering into a similar easement with the Grantee concurrent with this Easement, recorded simultaneously herewith in the land records of the Clerk of the County of Suffolk, State of New York, in order to preserve the existing golf course use pursuant to clearly delineated government conservation policy, for the scenic enjoyment of the general public, for public outdoor recreation; and WHEREAS, protection of the Premises through this Easement will provide substantial and regular public outdoor recreational opportunities for the general public, and accordingly this Easement meets the requirements of Section 170(h)(4)(A)(i)of the Code; and WHEREAS, this Deed of Conservation Easement permits Grantor, with the approval of Grantee and at the discretion of Grantee, to cease the recreation use and commence an agricultural use of the Protected Area and the Development Area; and WHEREAS, should Grantor elect to convert the use of the Protected Area from recreational to agricultural use, the provisions of Sections 4.6, 4.7, 4.8 and 4.9 are rights granted herein to Grantor for use of the Protected Area for agricultural purposes, and in all other respects the rights, restrictions, and limitations in this Deed of Conservation Easement shall be in effect in their entirety; and WHEREAS, the Premises is located in the R-80 Zoning District of the Town of Southold; and WHEREAS, the Premises contains soils classified as Prime Farmland and Farmland of Statewide Importance worthy of conservation as identified by the United States Department of Agriculture Soil Conservation Service's Soil Survey of Suffolk County, New York; and WHEREAS, it is the policy of the Town oi'Southold (the `'Town"), as articulated in the 'Down's Master Plan of 1973, amended in 1986 and 1989 as adopted by the Town Board, Town of Southold, and §272-a of the New York State Town Law ("Town Law") to protect environmentally sensitive areas, preserve prime agricultural soils, to protect the scenic, open space character of the "town and to protect the Town's resort and agricultural economy; and WHEREAS. the Protected Area in its scenic and agricultural condition has substantial and significant value as an aesthetic and agrlCultUral resource since It has not been subject to ally substantial development; and WHEREAS the funds to preserve these premises were obtained through the Peconic [jay Region Preservation Act which was signed into law by Governor George Pataki on June 22, 1998 and subsequently updated and approved by public referendum by the residents of Southold Town in 2003. and most recently In July 2016: and i WHEREAS the premises are specifically identified in the Community Preservation Plan as eligible parcels; and WHEREAS the existing legislation and purpose of the Community Preservation Fund specifically states that the preservation of the community character will contain one or more of the following: Establishment of parks, nature preserves, recreational areas, and the preservation of open space, among other conservation values; and WHEREAS, protection of the Premises will accomplish a number of the factors determining "significant public benefit" under Treas. Reg. Section 1.170A-14(d)(4)(iv); and WHEREAS, accordingly, protection of the Premises is for the scenic enjoyment of the general public and will yield a significant public benefit, and therefore this Easement meets the requirements of Section 170(h)(4)(A)(iii)(I) of the Code; and WHEREAS, accordingly, protection of the Premises is pursuant to clearly delineated federal, state, and local governmental conservation policies and will yield a significant public benefit, and therefore this Easement meets the requirements of Section 170(h)(4)(a)(iii)(11) of the Code; and WHEREAS, perpetual protection of the Conservation Values, including conservation of the Premises in perpetuity for public outdoor recreational or other open space purposes, will yield a significant public benefit by promoting recreational enjoyment and opportunities for residents of Southold and for others; and WHEREAS, Grantor and Grantee recognize the value and special character of the region in which the Premises is located, and Grantor and Grantee have, in common, the purpose and objective of protecting and conserving the present state and inherent, tangible and intangible values of the Premises as an environmental, natural, scenic, agricultural, and aesthetic resource; and WHEREAS. the Conservation Values are further documented in the Baseline Documentation Report (the "Baseline Documentation"), a copy of which is on file at the offices of Grantor and Grantee; and Grantor and Grantee have therein acknowledged and hereby acknowledge said Baseline Documentation memorializes the condition of the Premises as ofthe effective date of this -rant; and WHEREAS. Grantor intends; as owner of the Premises, hereby to convey to Grantee the right to preserve and protect the Conservation Values in perpetuity and represents that the Premises is free and clear of' all encumbrances except for rights-of-way, easements; and reservations of' record as of the effective date of this grant; and WHER1-'AS, Grantor warrants and represents that Grantor has (lie authority to enter into this 171asement and that Grantor freely and voluntarily conveys this Easement to Grantee; and 4 WHEREAS, Grantor has agreed to accept consideration for this Easement which consideration is significantly below the fair market value of the Easement, as determined by a qualified appraisal and both Grantor and Grantee acknowledge that the granting of this Easement constitutes a "bargain sale" Grantee pursuant to the provisions of Section 101 1(b)of the Code; and WHEREAS, Grantor and Grantee recognize the open space and scenic vista value of the Premises and have the common purpose of maintaining said open space and scenic vista to the maximum extent possible, limiting the area of structures and improvements supporting and accessory to, the principal recreation use of a golf course in and on the Premises and reserving , potential development areas as shown as the "development area" in the survey map identified as Schedule "C", annexed hereto and made a part hereof, WHEREAS, Grantor and Grantee recognize that the public recreational use may become unsustainable such that both parties agree the Protected Area may be used as open space for agricultural purposes as defined herein and for no other purpose; NOW, THEREFORE, that WILLIAM KING, and MARY PACINDA TURNER, by virtue of the power and authority given in and by said last will and testament, and in consideration of 53,$$1,256.75 dollars paid, by the Grantee, in consideration of the Grantor's receipt of Grantee's public funding provided by the Southold Community Preservation Fund, and other good and valuable consideration paid to the Grantor, the Grantor does hereby grant, transfer, bargain, sell and convey to the Grantee a Conservation Easement, in gross, together with the Right of First Refusal on the Premises, which shall be binding upon and shall restrict the Premises, more particularly bounded and described on Schedule "A" annexed hereto and made a part of this instrument. TO HAVE AND TO HOLD said Easement, the rights and interests in connection therewith and as hereinafter set forth, with respect to the Premises, unto the Grantee, its successors and assigns forever, reserving, however, for the direct use and benefit of the Grantor, its legal representatives; successors and assigns, the exclusive right of occupancy and of use of said Premises; subject to the limitations, conditions, covenants. agreements, provisions and use restrictions hereinafter set forth; which shall constitute and shall be servitudes in perpetuity upon and with respect to said Premises. The Grantor, for itself. and for and on behalf of its legal representatives. successors and assions. hereby covenants and agrees as follows: ARTICLE ONE THE EASEMENT 1.01 Purpose: it is the purpose of this Easement to ensure that the Protected Area will be retained predominantly in its open and scenic condition in perpetuity for conservation purposes and to prevent any use of the Protected Area that will significantly impair or interfere With the Conservation Values. If for any reason the Protected Area is no longer used as a golf course open to the public for a fee; the Protected Area may be used. at the discretion of Grantec, in 5 perpetuity, either(a) for public outdoor recreation, pursuant to the provisions set forth in Section 4.06 or (b) for agriculture purposes, as further described in Sections 4.06, 4.07, 4.08 and 4.09. 1.02 Type: This Deed of Development Rights conveys a Conservation Easement in perpetuity, pursuant to Section 170(h) of the Code and the Conservation Law. Easement shall consist of the limitations, conditions, covenants, agreements, provisions and use restrictions recited in this Indenture. Reference to this Easement or its "provisions" in this Deed shall include any and all of those limitations, conditions, covenants, agreements, provisions and use restrictions. 1.03 Duration: The Grantee hereby accepts the foregoing grant of Easement and the parties hereto each agree that the limitations, conditions, covenants, agreements, provisions and use restrictions herein set forth shall, in all respects upon the recording of this instrument by the parties hereto, be immediately binding upon the Grantor, and its successors and assigns, and same shall benefit the Grantee its successors and assigns, and that the burdens of said Recreation Easement are perpetual and shall run with the land. 1.04 Effect: The covenants, limitations, conditions, covenants, agreements, provisions and use restrictions of this Easement shall run with the, Premises and shall protect the Conservation Values of the Premises, in perpetuity as an incorporeal interest in the Premises, and shall bind the successors and assigns of each of the parties respectively. This Easement shall extend to and be binding upon Grantor, Grantor's agents, tenants, representatives, successors and assigns. Any rights, obligations, and interests herein granted to Grantee shall also be deemed granted to each of its agents, successors, and assigns and each such following successor and assign, and the word "Grantee" when used herein shall include all of those persons or entities. ARTICLE TWO DEFINITIONS 2.01 Development Rights - shall mean the permanent legal interest and right to prohibit or restrict the use of thePremisesfor uses other than those open space, recreational uses, or agricultural uses set forth herein. 2.02 Structure — anything constructed or erected on or under the ground or upon another structure or building, including berms, driveways. parking areas or walkways. 2.03 Lawn — shall mean an area of land on which grasses or other durable plants are grown and maintained at a short height and principally used for aesthetic or other purposes. Land that is in agricultural production_ including land in a fallow or otherwise idled manner, is not considered lawn. 2.04 Ridin T Academy — shall mean a business use of a parcel for any of the following purposes: the Ietting of horses for hire to individuals or groups whether supervised or unsupervised, horseback riding instruction; or the holding of horse show or other equine events. 6 ARTICLE THREE PROHIBITED ACTS Unless otherwise permitted under Article Four hereof, from and after the effective date of this Easement, the following acts, uses and practices shall be prohibited forever upon or within the Premises: 3.01 Dum n): There shall be no dumping of ashes, trash, garbage or other unsightly or offensive material, hazardous substance or toxic waste nor any placement of underground storage tanks in, on or under the Premises; there shall be no changing of the topography through the placing of soil or other substance or material such as land fill or dredging spoils, nor shall activities be conducted on the Premises which could cause erosion or siltation on the Protected Area without prior written approval from Grantee. 3.02 Vehicles: There shall be no operation of snowmobiles, dune buggies, motorcycles, all- terrain vehicles or other motorized recreational .vehicles, except as usual and customary for the use and enjoyment, maintenance, and operation of the Protected Area as permitted in this Easement. 3.03 Buildings and Structures: The construction or placement of buildings or structures of any kind or nature (including, but not limited to, mobile homes), permanent or temporary, on, over or under the Protected Area shall be prohibited, except as provided under Section 4.04 and 4.08 herein, for permitted recreation uses. Other structures and improvements, not now present on the Protected Area and so identified in the Baseline Documentation, including, but not limited to driveways, trails, fences and drainage structures as permitted in Section 4.04 and 4.08 hereof. shall not be erected on, over, or under the Protected Area without the prior written consent of the Grantee as may be required by the Code of the Town of Southold, which may be granted if the structure or improvement is supportive of and subordinate to the protection of the Conservation Values, and does not defeat or derogate from the purpose of this Easement or other applicable law. 3.04 Excavation and Removal of Materials: The dredging. excavating, mining or filling of the Protected Area shall be prohibited. There shall be no vegetative or tree clearing, except as is necessary for recreation uses permitted by this Easement. Nothing: herein shall preclude Grantor from performing those activities that are usual and customary to aolf course/driving range construction and/or maintenance, or other presently existing or permitted uses on the Protected Area or for purposes of erosion control and soil conservation, or any excavation or filling necessary for the erection of permitted structures pursuant to Sections 4.04 and 4.08 herein. 3.05 Subdivision/Partial lease: No subdivision or partitioning of the Premises shall be permitted. The lease of any portion of the Protected Area for any purpose other than for uses consistent with current recreational use shall not be permitted. Notwithstanding the loregoing, Section 7.01 shall apply in the case of the sale of the Premises and Section 7.02 in the event of a Lot Line Modification / Resubdivision. 7 3.06 Signs: The display of signs, billboards, or advertisements on the Protected Area shall be prohibited, except signs whose placement, number, and design do not significantly diminish the scenic character of the Protected Area and only for the following purposes: a) to state the name of the Protected Area and the names and addresses of the occupants, b) to advertise the use for which Grantor is permitted to utilize the Protected Area for, c) temporarily to advertise the Protected Area or any portion thereof for sale or rent (subject to and in accordance with applicable provisions of the Code of the Town of Southold), d) to post the Protected Area to control unauthorized entry or use, and e) to announce the Grantee's easement. Grantee acknowledges that currently existing and approved signage, billboards and advertisements on the Protected Area, as identified in the Baseline Documentation, do not adversely impact the Conservation Values. 3.07 Utilities: The creation or placement of overhead or underground utility transmission lines, utility poles, wires, pipes, wells or drainage and septic systems on the Protected Area shall be prohibited, except as reasonable and necessary to support the permitted structures on the Protected Area. 3.08 Amplified Sound: The use of amplifiers or other similar devices for sound shall be permitted only to the extent noise levels do not exceed those allowed under applicable laws, ordinances, rule and regulations. 3.09 Prohibited Uses: The use of the Protected Area for any permanent or temporary, residential, commercial or industrial use shall be' prohibited except for those uses presently existing (and so identified in the Baseline Documentation) or permitted in this Easement. Nothing shall preclude the use of the Protected Area for recreation uses as permitted by this Easement or the conversion to agricultural uses as permitted in sections 4.06 through 4.08 herein. ARTICLE FOUR GRANTOR'S RIGHTS 4.01 Ownership: Subject to the limitations in this Easement; Grantor shall retain all other customary rights of ownership in the Premises; including but not limited to those particularly described in this Article herein. 4.02 Possession: Grantor shall continue to have the right to exclusive use and possession of the Premises 4.03 Use: Grantor shall have the right to use the Premises for public recreation uses and In any manner and for any purpose consistent with and not prohibited by this l-asement, as well as applicable laws of the TOW11 of Southold. County of Suffolk. State of New York and federal government, and Which would be consistent with the perpetual protection of the Conservation Values and would not defeat or dero4ilate from the purpose of this Recreation Easement. 4.04 Structures and Improvements for Recreational Purposes ' 8 A. Allowable Improvements oil the Protected Area: Grantor shall have the right to maintain, remodel, and expand as described below existing structures and improvements on the Protected Area, as identified in the Baseline Documentation, and such other structures and improvements, except any additional golf club houses, that are subordinate to and supportive of the recreation uses permitted by this Easement, provided, in the case of such other accessory structures and improvements, Grantor has received the prior written consent of the Grantee as same may be required by the Code of the Town of Southold, which shall be granted if the structure or improvement does not defeat or derogate from the purpose of this Easement and other applicable laws, including but not limited to all dimensional requirements, set back requirements and parking requirements of the Code of the Town of Southold. Structures and improvements are limited to: (i) Golf club house, golf maintenance and storage structures; (ii) Golf cart paths, access drives to provide access to the improvements permitted herein, parking areas, a foot trail for non-motorized vehicles for foot traffic only for the sole use of the future owners, customers, tenants, occupants, assigns and possessors of Protected Area; and (iii) Golf safety nets, golf targets, fences and temporary signs used in conjunction with customary golf course use such as tournaments or outings; and (iv) Underground facilities normally used in connection with supplying utilities, removing sanitary sewage effluent, and controlling storm water runoff from the improvements permitted hereunder; and (v) Outdoor lighting necessary and incidental to the recreation use. Such lighting shall be "dark skies" compliant as set forth in the Code of the Town of Southold. B. Replacement of Improvements: In the event of damage resulting from casualty loss to an extent rendering repair of an existing improvements impractical, erection of a structure of comparable size, bulk, use, and general design to the damaged structure shall be permitted in kind and within the same location subject to the review and written approval of Grantee. 4.05 Development Area: Grantor shall have the right to develop and utilize the Development Area depicted in Schedule C as is permitted by the Town Code of the Town of Southold for the zoning designation of the Premises. At no time shall all or part of' the Development Area be subdivided from its existing or future tax map parcels. The Development Area may not become a single and separate parcel. Any existing and customary parking of vehicles outside of and/or adjacent to the Development Area shall be permitted as long as the Protected Area is used for golf course activities. Any change in use allowable under this Easement shall extinguish such auxiliary use. Approval of the Grantee shall be required for any parking outside the Development Area in such instance. 4.06 Alternate Use: Grantor and Grantee recognize that the public recreational use nlav become unsustainable such that both parties aygree the Protected Area nlav be used as open space for agricultural purposes as defined herein and for no other purpose. If for in\, reason the Prenlises is 110 ton-er used as a golf course open to the public for a fee. the Premises Tay be used, pursuant to the provisions of Section 1.01 and at the discretion of Grantee. in perpetuity. 9 either (a) for public outdoor recreation, that requires the approval of the Town Board subsequent to a public hearing provided such public outdoor recreation use does not defeat or derogate from the purpose of this Easement; or(b) for agriculture purposes, as further described in Sections 4.07, 4.08 and 4.09. A. Grantor shall provide Grantee no less than ninety (90) days notice of Grantor's intent to convert the use of the Premises from recreational to agricultural or passive public outdoor recreation; B. Nothing herein shall prevent Grantor from ceasing agricultural use and reverting to public golf course use provided said use is of the entirety of the Protected Area. 4.07 Permitted A�uicultural Uses: Grantor shall have the right to engage in all types of agricultural production as the term is presently referenced in §247 of the General Municipal Law and/or defined respectively in Chapter 70 of the Town Code, now, or as they may be amended, and including the production of crops, livestock and livestock products as defined in §301(2)(a)- 0) of the Agriculture and Markets Law, now, or as said §301(2)(x)-O) may be amended, provided said amended provisions are inherently similar in nature to those crops, livestock and livestock products included as of the date of this Easement. No future restriction in said laws and/or Code or limitation in the definitions set forth in said laws and/or Code shall preclude a use that is permitted under the current law and/or Code. Grantor may offer"U-Pick" operations and/or the use of a corn maze to the general public, provided that such activities are conducted in conjunction with seasonal harvests, do not interfere with agricultural production and are otherwise consistent with and do not derogate from or defeat the Purpose of this Easement or other applicable laws. Hunting is permitted on the Protected Area provided it does not interfere with agricultural production and is conducted in accordance with sound agricultural management practices. Notwithstanding the definition of agricultural production in Chapter 70 of the Town Code or any successor chapter, structures shall be prohibited except as set forth in Article Four and as permitted by the Town Code now or in the future on agricultural lands protected by a development rights easement or other instrument. 4.08 Structures and Improvements for Agricultural Purposes A. Allowable Improvements. Grantor shall have the right to erect and maintain the following improvements on the Protected Area, as may be permitted by the Town Code and subject to review by the Town of Southold Land Preservation Committee; provided the improvements are consistent with and do not derogate from or defeat the Purpose of this Easement or other applicable laws: (i). Underground facilities used to supply utilities solely for the use and enjoyment of the Premises or adjoining, properties subject to development ri-lits easement or Other conservation instrument; (ii). New COnSlruCtiOn. inClUdin�Ul drainage improvement sU-uctures, provided such structures are necessary for, incidental and/or accessory to agricultural production; 10 (iii). Renovation, maintenance and repairs of any existing structures or structures built or permitted pursuant to this Section 4.06, provided the primary purpose of the structure remains agricultural. (iv). Such signage advertising the agricultural activities as is permitted by the provisions of the Southold Town Code. B. Conditions. Any allowable improvements shall protect prime agricultural soils, agricultural production, open space and scenic vistas, and otherwise be consistent with the Purpose of this Easement. C. Environmental Sensitivity During Construction. The use and location of any improvement permitted hereunder shall be consistent with the purposes intended herein, and construction of any such improvement shall minimize disturbances to the environment. Grantor shall employ erosion and sediment control measures to mitigate any storm water runoff,, including but not limited to minimal removal of vegetation, minimal movement of earth and minimal clearance of access routes for construction vehicles. D. Replacement of Improvements. In the event of damage resulting from casualty loss or wear and tear to an extent which renders repair of any existing improvements or improvements built or permitted pursuant to this Section 4.08 impractical, erection of a structure of comparable size, use, and general design to the damaged structure shall be permitted in kind and within the same general location, subject to the review and written approval of Grantee, pursuant to applicable provisions of the Town Code. 4.09 Agricultural Prohibited Uses: While the Protected Area is used for agricultural purposes, the following shall be prohibited: A. Residential, commercial or industrial uses, permanent or temporary, including but not limited to a riding academy, shall be prohibited. The Protected Area shall not be utilized or maintained as Lawn. B. Excavation and Removal of Materials: mining. The excavating. regarding, scraping; or tilling of the Protected Area shall be prohibited without the written consent of the Grantee; including but not limited to review by the Land Preservation Committee. Mineral exploitation and extraction of any mineral; including but not limited to soil; gravel. sand and hydrocarbons; by any method, surface or subsurface, is prohibited. The removal of topsoil, sand or other materials from the Protected Area is prohibited, nor shall the topography of the Property be chanced, except in connection with usual and customary agricultural activities. all of-wvhich shall require the prior .vritten consent of Grantee. including but not limited to review by the land Preservation Committee. C. Soil and Water. Any use or activity that cause or is likely to cause soil degradation or erosion or pollution of any surface or subsurface water shall be prohibited. This prohibition shall not be construed as extending to agricultural operations or practices (including Without limitation; the use of agrochemical such as fertilizers, pesticides; herbicides. and funolcldes) that In accordance with sound a�,lricultural practices of the Nation Resources Conservation Service ("NRCS"). D. Drainage. The use of the Protected Area for a leaching or sewage disposal Field shall be prohibited. The use of the Protected Area for a drainage basin or sump shall he I1 prohibited, except in accordance with sound agricultural management practices and in order to control flooding or soil erosion on the Protected Area. ARTICLE FIVE GRANTOR'S OBLIGATIONS 5.01 Grantor's Warranty: Grantor warrants and represents to the Grantee that Grantor is the owner of the Premises described in Schedule "A", free of any mortgages or liens and possesses the right to grant the development rights to Grantee. 5.02 Taxes and Assessments: The Grantor, for itself, its successors and assigns, agrees to pay any real estate taxes and other assessments levied by competent authorities on the Premises and to relieve the Grantee from any duty or responsibility to maintain the Premises. If the Grantor, its successors or assigns, becomes delinquent in payment of said taxes and assessments, such that a lien against the Premises occurs, the Grantee, upon twenty (20) days written notice to the Grantor, at its option, shall have the right to pay and/or redeem the Premises from the tax sale by paying fiends to discharge said lien or delinquent taxes or assessments, or to take other actions as may be necessary to protect the Grantee's interest in the Premises and to assure the continued enforceability of this Easement and upon such payment of funds to purchase and acquire the Grantor's or his successors' or assigns' interest in said Premises. This right shall not affect the right of the Grantor, its successors or assigns, to redeem said property from any tax sale in accordance with applicable statutes or to contest any taxes or assessments in good faith. 5.03 Annual Mowing and Maintenance Requirement: in the event Grantor seeks to leave the Protected Area open and fallow, then Grantor hereby agrees to mow and maintain the Protected Area as necessary in order that said properly may be used for recreational activity. In the event Grantor fails to comply with the provisions of this section alter reasonable notice is given to Grantor by Grantee, then, in addition to all other remedies set forth herein. Grantee or its agents are hereby authorized to enter upon the Protected Area to perform such mowing and maintenance. 5.04 Indemnification: Grantor shall indemnify and hold Grantee harmless frons any charges or liens imposed upon Grantee arising from the physical maintenance and upkeep of the Protected Area or from any tares, levies or assessments upon it or resulting from this Recreation Easement. all of which shall be considered Grantor's obligations. Grantor shall name Grantee as an additional insured entity for purposes of comprehensive and fire insurance. Grantee shall name the Protected Arca on its general liability insurance policy. In the event that Grantor incurs additional insurance costs clue to adding the Grantee as an additional insured to its policy, Grantee agrees to reimburse Grantor for said additional costs. 5.05 Notice: Grantor shall notify Grantee. in writing. before the construction 01',111%' permanent or temporary structures as permitted in Article Four herein and shall file all necessary 12 applications and obtain all necessary approvals that may be required by this Easement or by the Town Code, and shall provide documentation as may be required for such applications. ARTICLE SIX GRANTEE'S RIGHTS 6.01 Access: The Grantor hereby grants all available Development Rights from the Protected Area to the Grantee. The Grantor shall retain the right of possession and use of the Premises. The Grantor shall permit public access to the Protected Area upon the public's payment of applicable fees and charges and said public access and use shall be subject to Grantor's reasonable rules and regulations. 6.42 Entry and inspection: Grantee shall have the right to enter, by authorized representatives of the Grantor, the Protected Area twice annually for a two (2) day inspection per site visit upon at least twenty (20) days prior written notice to Grantor at reasonable times mutually agreed upon for the purposes of (i) inspecting the Protected Area to determine if the Grantor, its.successors and assigns, is complying with the covenants and purposes of this grant; (ii) enforcing the terms of this Easement; (iii) taking any and all actions with respect to the Protected Area as may be necessary or appropriate, pursuant to an order of a court of competent jurisdiction, to remedy or abate violations hereof; (iv) monitoring the condition of the aquifer and its relation to potable drinking water; and (vi) any other lawful purpose for which is embodied in this Recreation Easement 6.03 Restoration: Grantee shall have the right to require the Grantor to restore the Protected Area to the condition required by this Easement and to enforce this right by any action or proceeding that the Grantee may reasonably deem. necessary. However, it is understood'and agreed by the parties hereto that the Grantor shall not be liable for any changes to the Protected Area resulting from causes beyond the Grantor's control; including, without limitation, fire, flood; storm, and earth movement, or from any prudent action taken by the Grantor raider emergency conditions to prevent, abate, or mitigate significant injury to the Protected Area resulting from such causes. 6.04 Enforcement Rights ol-Grantee: Grantee, in a reasonable manner and at reasonable times. may enforce by proceedino at law or in equity the covenants hereinafter set forth. including but not limited to, the right to require the restoration of' the Protected Area to the condition at the time of this grant. The Grantee. its successors and assigns, does not waive or forfeit the right to take action as may be neccssary to 1llSurt; Compliance with the covenants and purposes of this grant by any prior failure to act. Nothing herein shall be construed to entitle the Grantee to institute any enforcement proceedings against the Grantor for any changes to the Protected Area due to causes beyond [lie Grantor's control. such as char-es caused by fire. floods, storms or the unauthorized wrongful acts of third parties. [n the event that the Grantee becomes aware of an event or circumstances oh non-compliance with the terms and conditions herein set forth. the Grantee shall give notice to the Grantor, its successors and assigns, as set forth herein, ol' such 13 event or circumstance of non-compliance and request corrective action sufficient to abate such event or circumstance of non-compliance and restore the Protected Area to its previous condition. Failure by the Grantor to cause discontinuance, abatement or such other corrective actions as may be requested by the Grantee within ninety (90) days after receipt of such notice shall entitle Grantee, at its election, to: (i) to institute a suit to enjoin or cure such breach, default or violation by temporary and/or permanent injunction, (ii) to enter upon the Protected Area and exercise reasonable efforts to terminate or cure such breach, default or violation and/or to cause the restoration of that portion of the Protected Area affected by such breach, default or violation to the condition that existed prior thereto or on the date hereof, or to such condition as is expressly permitted hereby or as may be pursuant to the terms hereof, as Grantee deems appropriate under the circumstances, or (iii) to seek or enforce such other legal and/or equitable relief or remedies as Grantee deems necessary or desirable to ensure compliance with the terms, conditions, covenants, obligations and purpose of this Easement. 6.05 No Waiver: Grantee's exercise of any remedy or relief under this Article Six shall not have the effect of waiving or limiting any other remedy or relief, and the failure to exercise or delay in exercising any remedy shall not have the effect of waiving or limiting the use of any other remedy or relief or the use of such other remedy or relief at any other time. 6.06 Assessed Valuation: Grantee agrees that the assessed valuation placed upon the Premises, for the purpose of real estate taxation must, to the extent of the actual reduction of the fair market value of said Premises by reason of this Grant of Easement, take into account and be limited by the restrictions and limitations imposed on the future use of the Premises by this Recreation Easement, as required under §247(3) of General Municipal Law, and generally in accordance with valuation principles legally applicable to such assessments of real property. 6.07 Limitations on Extinguishment. If a subsequent unexpected change in the conditions surrounding the Premises can make impossible or impractical the continued use of the Premises for conservation purposes, this Easement can only be terminated or extinguished, whether with respect to all or part of the Premises. by judicial proceedings in a court of competent jurisdiction. Unless otherwise required by applicable law at the time, in the event of any sale of all or a portion of the Premises (or any other property received in connection with an exchange or involuntary conversion of the Premises) after such termination or extinguishment, and prior to the payment of any costs or expenses associated with such sale, Grantee shall be entitled to an amount no less than Grantee's proportionate share of' the gross proceeds of Stich sale. as such proportionate share is determined under the provisions of Section 6.08, adjusted, if necessary, to reflect a partial termination or extinguishment ol' this Conservation Easement. If for any other reason Grantee is not paid Grantee's proportionate share, Grantee has the right to recover such deficiency (including the right to record a lien to secure its recovery of such deficiency) from the record owner of the Premises at the time of such sale. All such proceeds shall be deposited in a Trust and Agency Account of the Grantee, pursuant to §36 of the General Municipal Lav, to be used exclusively for the purpose of acquiring land or interests or rights in land for conservation and open space purposes; including a�2.ricultural and recreational uses. In the event of'extinguishment of this Easement in whole or in partt the provisions of Sections 6.07, 6.08, and 6.09 shall survive such ex1i111uishment. 14 6.08 Percentage interests. Grantor and Grantee hereby confirm that the donation of this Easement gives rise to a property right immediately vested in Grantee, with a value for purposes of Sections 6.07, 6.08. and 6.09 determined as follows. The parties hereto stipulate that as of the effective date of this grant the Easement and the restricted fee interest in the Premises each represent a percentage interest in the fair market value of the Premises (Grantee's percentage interest is referred to herein as Grantee's "proportionate share''). Said percentage interests shall be determined by the ratio of the value of the Easement on the effective date of this grant to the value of the Premises, without deduction for the value of the Easement, on the effective date of this grant. The values on the effective date of this grant shall be those values used to calculate the deduction for federal income tax purposes allowable by reason of this grant, pursuant to Section 170(h) of the IRC. The parties shall include the ratio of those values with the Baseline Documentation (on file at Grantee's offices) and, pursuant to to the Treasury Regulations requiring the determination of the value of the Easement on the effective date of this grant, the parties hereto shall amend such values, if necessary, to reflect any final determination thereof by the Internal Revenue Service or court of competent jurisdiction in any appeal of the final determination by the Internal Revenue Service. For purposes of this paragraph, the ratio of the value of the Easement to the value of the Premises unencumbered by the Easement shall remain constant, and Grantee's proportionate share of the fair market value of the Premises thereby determinable shall remain constant. 6.09 Condemnation. If all or any part of the Premises is taken under the power of eminent domain by public, corporate, or other authority, or otherwise acquired by such authority through a purchase in lieu of a taking, Grantor and Grantee shall join in appropriate proceedings at the time of such taking to recover the full fair market value (without regard to any diminution in value attributable to the Easement) of the interests in the Premises subject to the taking and all incidental or direct damages resulting from the taking. Prior to the payment of any expenses reasonably incurred by the parties to this Easement in connection with such taking, Grantee shall be entitled to Grantee's proportionate share from the recovered proceeds in conformity with the provisions of'Sections 6.07 and 6.08 (with respect to the allocation of proceeds). The respective rights of Grantor and Grantee set forth in Section 6.07, 6.08, and 6.09 shall be in addition to, and not in limitation of, any rights they may have at common law. Any portion of the condemnation award payable to the Grantee shall be deposited in a Trust and Agency Account of the Grantee, pursuant to 536 of the General Municipal Law, to be used exclusively for the purpose of acquiring land or interests or rid-lits in land for conservation and open space purposes; including agricultural and recreational uses. y 6.10 Alienation: No property rights acquired by the Grantee hereunder- shall be alienated except Upon the adoption of a local law authorizing the alienation of' said rights and interest; by a majority plus one vote of the Town Board of the Town of-Southold. following a public hearing and, thereafter. ratified by a mandator\ referendum by the electors of the Town of Southold, with an affirmative two-thirds vote, as provided by Section 17 of the Code of the Town of Southold. No subsequent amendment of the provisions of said Code shall alter the limitations placed upon the alienation of those property r1(-Ihts or interests. which were acquired by the Town prior to any SL1C11 amendment. 15 6.11 Affordable Rates and Fees for Town of Southold Residents: The parties wish to provide affordable public recreation opportunities to residents of the Town of Southold who are not current members of the Island's End Golf Course. Grantor shall provide at least annually to Grantee and at least sixty (60) days prior to the effective date, a proposed schedule of rates or fees for each of the recreational activities provided to the public. Said schedule must be approved by the Town Board prior to enactment. If said schedule of rates or fees include an increase which does not exceed 10 % of the previous schedule amounts, the Town Board shall approve the schedule. Notwithstanding this required approval, if sixty (60) days have expired, said schedule of rates or fees shall be deemed approved. The Town Board will consider proposed increases greater than 10% and will not withhold approval if Grantor provides reasonable evidence of the need for such greater increase to cover an extraordinary out-of-pocket expense or an extraordinary increase in its cost of doing business ARTICLE SEVEN LOT LINE MODIFICATION 1 RESUBDIVISION /SALE OF PREMISES 7.01 Sale of Premises: The parties acknowledge that the Premises along with adjacent land currently owned by Island's End Golf and Country Club, Inc.; identified as SCTM parcels 1000- 35-2-12 and 1000-35-2-17.1 comprise the public golf course. If the cessation of the golf course use necessitates a subdivision of the four plots comprising the golf course, no such subdivision shall result in more than two plots or parcels as recognized by Suffolk County and the Southold Town Planning Board. Said two parcels shall contain the Development Areas and in no circumstance may all or part of a Development Area become one of the resultant plots or parcels. Any subdivision is subject to the reasonable conditions and restrictions required by the Southold Planning Board. Said subdivision shall be subject to the relevant Southold Town Code provisions and all other applicable laws and regulations. 7.02 Lot Line Modification / Resubdivision. Notwithstanding the terms and conditions set forth in this Easement to the contrary, Grantor, its successors or assigns, together with the owners; its successors or assigns of the adjacent land currently owned by the Island's End Golf and Country Club. Inc. identified as SCTM parcels 1000-35-2-12 and 1000-35-2-17.1 are authorized to make such applications as are necessary to effect a lot line modification of the four parcels which are the subject of the Easements on their respective properties. Such lot line modification shall result in no more than two plots or parcels as recognized by Suffolk County. Said two parcels shaTI contain the development areas and in no circumstance may all or part of a development area become one of the resultant plots or parcels. Any subdivision is subject to the reasonable conditions and restrictions required by the Southold Planning Board. Said subdivision shall be subject to the relevant Southold 'Town Code provisions and all other applicable laws and reoulallons. ARTICLE EIGHT RIGHT OF FIRST REFUSAL 8.01 Restrictions on Transfers: Except as otherwise provided in this Easement__ Grantor shall not sell. assign. transfer, pledge, hypothecate, or otherwise encumber or dispose of in any way, 16 all or any interest in the Premises without first affording Grantee the opportunity the purchase said interest in the Premises at fair market value, subject to Section 8.04, through proper notice. Any sale, assignment, transfer, pledge, hypothecate or other encumbrance or disposition of any interest of the Premises not made in conformance with this Article shall be null and void. Notwithstanding the foregoing, the Grantor hereby retains the right to enter into a lease of the Premises for uses consistent with the uses of the Premises authorized by this Easement. Any mortgage loan obtained by Grantor and secured by a mortgage upon the Premises shall not be subject to the restrictions contained herein. 8.02 Duration: Grantee shall have an option for a period of forty-five (45) days from receipt of notice from Grantor of a sale, assignment, transfer, pledge or other disposition, to elect to purchase said interest of the Premises This shall allow for sufficient time for Grantee to review the option and to acquire an appraisal of said interest in the Premises prior to making a decision on the option. if Grantee elects to exercise this option, Grantee must respond in writing within forty (45) days of Grantee's receipt of Grantor's notice. Said writing shall clearly and unequivocally state an acceptance of the option and be signed by either the Town Supervisor or the Land Preservation Coordinator. 8.03 Valuation: The value of said interest of the Premises shall be determined by an independent accredited appraiser mutually agreed upon by both Grantor and Grantee. Said appraiser shall be hired at the expense of Grantee. 8.04 Notice: Grantor's notice must state clearly and unequivocally an intent to sell, assign, transfer, pledge or dispose of any interest of the Premises, along with a request for a timely determination as to whether or not Grantee will exercise the option. Notice shall be given either by manual delivery or by mailing in a mail receptacle maintained by the United States Postal Service. Mailed notice must be contained in an accurately addressed, sealed envelope; marked for delivery by first class registered or certified mail, with sufficient prepaid postage affixed and with return receipt requested. Mailed notice to Grantor shall be addressed to Grantor's address as recited herein, or to such other address as Grantor may designate by Notice in accordance with Section 8.05 of this Easement. Mailed notice to Grantee shall be addressed to its principal office, recited herein, marked for the attention of the Town Supervisor and the Town Attorney; or to such other address as Grantee may designate by notice in accordance with Section 8.05 of this Easement. Notice shall be deemed given and received as of the date of its manual delivery or the date of its mailing. 8.05 [imitations to Rights of Refusal: Notwithstanding the provisions of' this Conservation Easement. the Grantor may sell or otherwise assign. with or without consideration, a part of or interest in the Premises to any spouse or member of Grantor's immediate family, or to a custodian, trustee, executor, or other fiduciary for the account ol' the Grantor's spouse or members of the Grantor's immediate family; or to the trust for the Grantor's own sell. or a charitable remainder trust, or to the owners of the adjacent parcels currently identified as SCTM81000-35-2-12 and 41000-35-2-17.1. provided that each such transferee or assignee, prior to the completion of the sale. transfer. or assignment shall have executed documents assumlll" the oblioations of' the Grantor under this Conservation Easement with respect to the Right of First Refusal. 1701' purpose of this Section 8.05, -`Grantor-' shall mean and include the members 17 of Grantor or the beneficiaries of any trust that is a member of the Grantor. This section shall not apply to any changes in memberships or shareholder interests in this Grantor. ARTICLE NINE MISCELLANEOUS 9.01 Entire Understanding: This Easement contains the entire understanding between its parties concerning its subject matter. Any prior agreement between the parties concerning its subject matter shall be merged into this Easement and superseded by it. 9.02 Subsequent Deeds: Grantor agrees that the terms, conditions, restrictions and purposes of this Easement-shall be inserted by reference in any subsequent deed or other legal instrument by which Grantor divests itself of either the fee simple title or its possessory interest in the Premises. 9.03. Limitations on Amendment A. Grantor and Grantee recognize that natural conditions, landscapes, and technologies change over time (including best practices of open space stewardship techniques), and, in an abundance of caution, have determined, in good faith, to articulate herein the limited parameters of any permissible amendment hereto. The intent of Grantor and Grantee is that (except in a case involving solely the correction of a drafting mistake, or mapping error, or in a situation involving solely adding additional property to the existing encumbered property) any such amendment would be executed only in rare instances and unusual circumstances not envisioned by either party at the time of this grant, consistent with and true to the perpetual protection of the conservation values of the Protected Area and the Conservation Values,_ and consistent with the goals and provisions of New York Environmental Conservation Law; Section 49-0301, et�sey. (hereinafter, the "NYECL"), and the goals and provisions of Section 170(h) of the Code. Further, it may be necessary at some point to amend this Easement in response to changes over time specifically to ensure the perpetual protection of the Conservation Values. This Section 9.03 is accordingly carefully limited so as to ensure that the Conservation Values are protected in perpetuity. Nothing in this Section 9.03 shall require Grantor or Grantee to agree to any amendment or to consult or negotiate regarding any amendment. B. This Easement shall be amended only upon the written agreement of Grantee and Grantor. at Grantee's sole and absolute discretion, and following a public hearing xvith due notice and an affirmative resolution of the Town Board, by a majority plus one vote. but only if such amendment: (a) does not constitute private inurement or give rise to all impermissible private benefit under Section 501(c)(3) and other applicable provisions of the Code or the NYECL, based on an appraisal of the economic impact of the proposed amendment by an appraiser selected by Grantee; (b) has a neutral or positive effect on the Conservation Values, based on an evaluation of the effect of the proposed amendment on the consel-vatlon values by an independent qualified person selected by Grantee: (c) is consistent with the purpose of this Easement and the perpetual protection of the Conservation Values; (d) does not affect the perpetual nature of this Easement: and (e) complies with the NYECL and Section 170(h) of the Code. Further, no amendment shall be permitted that (i) does not comply with the provisions of 18 this Section 9.03, (ii) would involve the removal of any of the Protected Area from the Easement, or (iii) would alter or remove the restrictions on assignment of this Easement under. the provisions of Section 8.01. or the provisions on extinguishment. percentage interests, or condemnation under Section 6.09. In the case of any amendment, all of these requirements and restrictions in this Section 9.03 must be satisfied. C. In the event Grantor and Grantee agree to an amendment pursuant to the provisions of this Section 9.03, an addendum to the Baseline Documentation Report shall be prepared and shall be acknowledged by Grantor and Grantee as memorializing the condition of the Protected Area as of the date the amendment is delivered for recording to the Office of the Clerk of the County of Suffolk, State of New York. Notwithstanding the foregoing, an addendum to the Baseline Documentation Report shall not be required for any amendment that involves solely the correction of a drafting mistake or mapping error. D. If Grantor is the party requesting an amendment of this Easement, Grantor shall be responsible for all reasonable and customary costs related to Grantee's evaluation of said request and the amendment's execution and, if applicable, any agency or judicial proceeding referred to in Section6.07, including reasonable attorney's fees and staff, contractor, legal, and consultant costs incurred by Grantee, and any costs associated with the preparation of the updated Baseline Documentation Report prepared pursuant to the provisions of Section 9.03(C). E. A proposed amendment that is agreed to by Grantor and Grantee but nevertheless exceeds the scope of the limited discretion granted under this Section 9.03 is not permitted except by a final non-appealable judgment of a court having jurisdiction in a proceeding to which the Attorney General of the State of New York was given written notice and an opportunity to participate to represent the public interest in ensuring the continued perpetual protection of the Conservation Values 9.04 Severability Any provision of this Easement which is determined to be invalid or unenforceable by a court, shall not be invalidated. Instead, that provision shall be reduced or limited to whatever extent that court determines will make it enforceable and effective. Any other provision of this Easement, which is determined to be invalid or unenforceable by a court shall be severed from the other provisions, which shall remain enforceable and effective. 9.05 Notice All notices required by this Easement must be written. Notices shall be given either by manual delivery, by overnight courier service or by mailing in a mail receptacle maintained by the United States Postal Service. Mailed notice must be contained in an accurately addressed, sealed envelope_ marked for delivery by first class registered oi- certified mail, with sufficient prepaid postage affixed and with return receipt requested in the case of mailed notice or marked for delivery on the next business day, with charges prepaid or provided for by the sender in the case of overnight courier notice. Mailed notice or overnight courier to Grantor shall be addressed to Grantor's address as recited herein, or to such other address as Grantor may designate by notice in accordance with this Section 8.04. Mailed notice to Grantee shall be addressed to its principal office. recited herein, marked for the attention of' the Town Supervisor and the Land Preservation Coordinator, or to such other address as Grantee may designate by notice in accordance with this Section 9.05. Notice shall be deemed given and received as of the date of its manual delivery or the third day alter the date of its mailing or the date ofactual delivery by overnight courier service. 19 9.06 Governing Law: New York law applicable to deeds and conservation easements pertaining to land located within New York shall govern this Easement in all respects; including validity, construction, interpretation, breach, violation and performance. 9.07 Interpretation: Regardless of any contrary rule of construction, no provision of this Easement shall be construed in favor of one of the parties because it was drafted by the other party's attorney. No alleged ambiguity in this Easement shall be construed against the party whose attorney drafted it. If any provision of this Easement is ambiguous or shall be subject to two or more interpretations, one of which would render the provision invalid, then that provision shall be given such interpretation as would render it consistent with the perpetual protection of the Conservation Values and the purpose of this Easement as intended by Grantor. Any rule of strict construction designed to limit the breach of the restrictions on use of the Premises shall not apply in the construction or interpretation of this Easement, and this Easement shall be interpreted broadly to effect the perpetual protection of the Conservation Values and the purpose of this Easement as intended by Grantor. The parties intended that this Easement, which is by nature and character primarily negative in that Grantor has restricted and limited its right to use the Premises, except as otherwise recited herein, be construed at all times and by all parties to� effectuate its purposes. 9.08 Warranties: The warranties and representations made by the parties in this Easement shall survive its execution. 9.09 _Effective Date and Recording: Grantor and Grantee intend that the restrictions arising hereunder are effective on the day and year this DEED OF CONSERVATION EASEMENT is delivered for recording to the land records of the Office of the Clerk of Suffolk County, New York, after all required signatures have been affixed hereto. This Easement shall be timely recorded. Grantee may re-record this instrument or record any other instrument at any time as may be required to preserve its rights in this Easement. 9.10 Headings: The hearings, title and subtitles herein have been inserted solely for convenient reference; and shall be ignored in its construction. 9.11 Consent: Any time the prior written approval or consent of' the Grantee is required hereunder, such approval or consent shall not be unreasonably withheld; conditioned; or delayed. 9.12 Successors and Assigns: The covenants, terms, conditions, restrictions, benefits, and burdens of' this llasement shall be binding upon—the parties hereto and their respective successors, personal representatives, heirs, and assigns and shall continue as a restriction running in perpetuity xvith the Premises. An owner of the Premises shall only be responsible for those violations first occurring on the Premises during such owner-s ownership, and while still an owner of the Premises (although notwithstanding the fore-oin­. a subsequent owner may also be held responsible for those violations first occurring during another`s prior ownership ofthe Premises unless an estoppel or compliance certificate was obtained by such ' subsequent owner prior to or at the time of the transfer of the ownership of the Premises to 70 such subsequent owner). In the event of a breach of the terms hereof by the owner or owners of any divided portion of the Premises, no owner or owners of any other portion of the Premises shall be liable for such breach. Any of the rights herein reserved to Grantor may be exercised by any owner or owners from time to time of any lot within the Premises. 9.13 Compliance Certificates: Upon request by Grantor, Grantee shall within thirty (30) days execute and deliver to Grantor any document that may be requested by Grantor, including an estoppel certificate or compliance certificate, to certify to the best of Grantee's knowledge Grantor's compliance with any obligation of Grantor contained in this Easement or otherwise to evidence the status of this Easement. 9.14 Representation of Authority: Each signatory to this Easement represents and warrants that he or she is duly authorized to enter into and execute the terms and conditions of this Easement and to legally bind the party he or she represents. 9.15 No Goods or Services: Pursuant to the requirements of Section 170(f)(8) of the Code, Grantor and Grantee acknowledge that no goods or services or other consideration have been provided by Grantee to Grantor as consideration for this Easement, and Grantee will provide Grantor with a separate letter so stating. 9.16 Counte arts: The Parties may execute this instrument in two (2) or more counterparts, which shall in the aggregate, be signed by both Parties; each counterpart shall be deemed an original instrument as against any Party who has signed it. In the event of any disparity between the counterparts produced, the recorded counterpart shall be controlling. IN WITNESS WI-IEItEOF: Grantor has executed and delivered and Grantee has accepted and received this Easement on the day and year set forth above. This contract has been duly executed by the parties hereto. GRANTOR 21 WILLIAM KING and MARY PACINDA TURNER as Executrix of the Estate of ROBERT TURNER Attorney for Grantor: William D. Moore, Eq. 51020 Main Road Southold,NY 11971 Tel: 631-765-4663 ,Fax: 631-765-4643 Attorney for Grantor: John Shoro. Esq. Bowditch 3 l 1 Main Street Worcester.MA 01606 GRANTEE: TOWN OF SOUTHOLD By: SCOTT RUSSELL, SUPERVISOR Attorney for Grantor: Mary C. Wilson, Esq. Address: 933 Mill Creek Drive Palm Beach Gardens, FL 33410 Tel.: 63 1-902-6550 Fax: 631-728-1920 State of New York ) COunt\t ol'Sultolk ) ss: On ° I before me, the undersigned, personally appeared 0 ZA—-f-(J2,Wq , personally known to me or approved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity and that by his signature on the instrument, the individual or the person upon behalf of w ch the individual acted, executed the instrument. �� Rlsj A PL4)6vd BEMYA.PERKtNS State of New York ) Notary Public,State of New VA Count of Suffolk ss: No.01PE6130636 County ) Qualified in Suffolk Co Commission Expires duly 18r� On Dd�- Joao before me, the undersigned, personally appeared t ' - personally known to me or approved to me on the basis of satisfactory evi ence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed e same in his c city and that by his signature on the instrument, the individual or the per so on elialf�of is i the individual acted, executed the instrument. ��}} ETS RKi ' ,K4a��► State of New York N ry Pubi c, ate of New York Na.0 E~61 06 County of Suffolk ) ss: ualified in Suffolk Coun Commission Expires July 1$, y,, , , On �~1(j- Loaq �_k_j-eb�AIOA. A t before me, the undersigned, personally appeared cJ 020+4 , l�.k`Spw , personally known to me or approved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity and that by his signature on the instrument, the individual or the person upon behalf of which the individual acted,executed the instrument. LAUREN M. STANDISH Nofory Public-State of New York No.GIST6164008 Qualified in Suffolk Courtly Commission Expires April 9,2023 �u A LOT 001.000 KING TRUST SCTM #1000-35.-2-1 ALL that certain plot,piece or parcel of land, situate; lying and being, at East Marion,Town of Southold, County of Suffolk and State of New York, bounded and described as follows: BEGINNING at a point ori the Northerly line of Main Road (NYS Route 25) where the Westerly line of land now or fornterly of Theodore D. Anderson intersects said Northerly line of-Main Road (NYS Route:25)and from said point of beginning; # I RUNNING THENCE along the said Northerly line of Main Road (NYS Route 25) South 66 degrees 01 trtinutes 20 seconds West 140.44 feet to lands now or formerly of John Abadiotakis; y THENCE along;said lands,the.f6lI6%Mhg:fdbi courses and distances: I.,North 23 degrees>58'rninutes 40 seconds •W,est 300 feet; ; 2. Sotith 66 degrees01 minute 2.0 seconds West)83.65 feet-; 3. North 45 degrees 51 minutes 50 seconds West 88.26 feet; t 4. South 66 degrees 01 minute 20 seconds West 371.08 feet; t THENCE along lands described in Map-ofPecbnic Landing at Southold the following 15 courses and distances to the-ordinary high water,line:of Long Island.Sound: 1. North 24 degrees 34 minutes 30 seconds West 423.08 feet; 2. North 76 degrees 49 minutes 10 seconds East 155.11 feet; 3. North 07 degrees 02 minutes,West 40.19 feet; 4. North 01 degree 45:minutes West 434.17 feet; 5. North 00 degrees 31:minutes.30 seconds West 100.15 feet; 6. North 05 degrees 18 minutes-40 seconds West 100.93 feet; 7. North 00 degrees.04 ininutes10 seconds East 172.71 feet; 8. Noith 03 degrees 40 minutes West.100.0 feet; 9. North 01 degree'34 minutes West 300.20 feet; 10. North 00 degrees 19 minutes 40 seconds West 179.94 feet; 1 I.North 27 degrees 56 minutes 50 seconds East 65.47 feet; 12. North 13 degrees 46 ininutes 30 seconds West 33.68 feet; 13. North 28 degrees 19 minutes 30 seconds West 89.61 feet; 14. North 31 degrees 03 minutes 40 seconds West 300.01 feet; 15. North 30 degrees 10 minutes 40 seconds West 913.21 feet; THENCE along said high water line of Long Island Sound the following 4 courses and distances; 1. North 30 degrees 29 minutes 40 seconds East 212.79 feet; 2. North 16 degrees 48 minutes 50 seconds East 100.05 feet; 3. North 29 degrees 55 minutes 50 seconds East 100.84 feet; 4. North 2.0 degrees 44 minutes 30 seconds East 411.96 feet; TFIENCE South 35 degrees 55 minutes 10 seconds East 1823.45 feet; THENCE South 53 degrees 03 minutes 40 seconds West 443.55 feet; THENCE along lands formerly of Islands End Golf and Country Club, lnc_ the follo,,ving 5 courses and distances: 1. South 35 degrees 39 minutes 20 seconds East 1015.92 feet; 2. South 63 degrces 53 srtinutes 50 seconds West 259.70 feet; 1 3. South 35 de(orces 39 minutes 20 seconds Last 385.56 feet; 4, South 63 degrees 53_3 mittutes 50 seconds West 417,20 feet; 5. South 32 degrees 42 minutes 50 seconds East 444.98 feet; THENCE along land now or formerly of Anderson the following 2 courses and distances: L South 66 degrees 01 minutes 20 seconds West 150.0 feet; 2. South 32 degrees 42 minutes 50 seconds East 300.0 feet to the point of BEGINNING. i t � 5 �J I � J ff. l fJ� t rf+1 SCHEDULE A LOT 011.000 **REVISED DESCRIPTION" KING '!RUST SCTM #1000-35.-2-11 ALL that certain plot, piece or parcel of land, situate, lying and being at Cast Marion, Town of Southold, County of Suffolk and State of New York. bounded and described as follows: i BEGINNING at a monument set in the Northerly line of Main Road (NYS Route 25) at the boundary line between the subject parcel and lands now or formerly of Islands End Golf and Country Club and said Northerly line of Main Road (NYS Route 25) and from said point of beginning; RUNNING THENCE along said lands now or formerly of Islands End Golf and Country Club the following 2 courses and distances: 1. North 36 degrees 01 minutes 35 seconds West 728.56 feet; 2. North 35 degrees 33 minutes 00 seconds West 1513.42 feet; THENCE along said lands of the following 2 courses and distances: 1. North 53 degrees 03 minutes 40 seconds East 186.02 feet; 2. North 35 degrees 55 minutes 10 seconds West 501.26 feet to lands described in Map#6266; THENCE along said lands, North 54 degrees 06 minutes 31 seconds East 604.84 feet; THENCE continuing along said lands and lands now or formerly of the Suffolk County Water Authority the following 3 courses and distances: 1. South 34 degrees 09 minutes 11 seconds East 859.22 feet; 2. South 30 degrees 53 minutes 20 seconds East 269.10 feet; 3. South 28 degrees 09 minutes 41 seconds East 540.14 feet)- THENCE eet;THENCE South 51 degrees 37 minutes 20 seconds West 493.45 feet; THENCE South 36 degrees 08 minutes 40 seconds East 912.22 feet; THENCE South 33 degrees 46 minutes 00 seconds East 193.16 feet to the Northerly line o1'Main Road (NYS Route 25); THENCE along said Northerly line of Main Road (NYS Route 25) South 67 degrees 19 minutes 18 seconds West 184.48feet to the point or place of BEGINNING. SCHEDULE A � � � `� iii th % V% V "I TV X PnoM Koy Map • PJNS 7RW SMXWOOO-15-02-M SM#fOOO1"-/f MTA(AM4 MW AREA zrX.69OXF7. f,367,430SOR. 674dACRS 31.19 ACM SCTN#f AWA -(2 Nk 4f?;084$0.17. 9.57AM "—too O\ '00 ;41 lor- XM#fOOO-35-02-17.1 WrAi ARM 23Z AMU 00 % Sur-Y r*W 44 C— E. 00-0 ;" T.-of So fWd .4 Suffolk C­ty.N..York T..M.P 1I000-S7-07-I 11 OWW WTAf ARM 7- 519796 SO.ff. 9&71A= For Legibility See Descriptions marked "Schedule A" • S�,�r-t�ur�Y � Kiri Protected Area: ALL that certain plot, piece or-p4rcel of latzd, situate; lying and being at East Marion, Town of Southold, County of Suffolk and Staie of New York, bounded and described as follows: 13EGINNING at a point on the Westerly line of land now or formerly of Theodore D. And&son 300.00 feet Northerly from the'- intersection of same line with the Northerly-line of Main Road(NYS route 25) and from said point of beginning; RUNNTNG THENCE North 24 degrees 34 minutes 30 seconds West 350.03 feet; THENCE South 66 degrees 01 minutes 20 seconds West 681.61 feet; TFIENCE alonOl m&described.-:in Map of Peddnie,Lariding at Southold the following 15 courses and distances to the ordinary high water.lirie:of-Long.Island Sotind: , I. North 24 degrees 34mitiutes 30 seconds West 158.44 feet; ' 2. North 76 degrees 49-niinutes 10 seconds East 155:11 feet; 3. North;07 degrees 02.minutes- West;40.19 feet; 4. North 01 degree.45 miinutes West 434.17,feet; 5. North 00 degrees-39minutes 30 seconds West 100.15 feet; 6. North 05 degrees, 18 minbtes.40 secbnds West 100.93 feet; 7. North 00 degrees 04 minutes 20 seconds East 1,727 71 feet; S. North 03 degrees 40 minutes West 100.0 feet; 9. North 01 degree 34minutes West 300.20.feet; 10. North 00 degrees 1,9_minutes:49 seconds.West 179.94 feet; 11. North 27 degrees 56.minutes 50 seconds East 65.47 feet; 12. North 13 degrees 46,minutes 30 seconds West 33.68 feet; 13. North 28 degrees 19 minutes 30 seconds West 89.61 feet; 14. North 31 degrees 03'minutes 44 seconds West 300.01 feet; 15. North 30 degrees 10 minutes 40 seconds West 913.21 feet; THLNCE along said high water line of Long Island Sound the following 4 courses and distances; I. North 30 degrees 29 minutes 40 seconds East 212.79 feet; 2. North 16 degrees 48 minutes 50 seconds East 100.05 feet; 3. North 29 degrees 55 minutes 50 seconds East 100.84 feet; 4. North 20 degrees 44 minutes 30 seconds East 411.96 feet; THENCE South 35 degrees 55 minutes 10 seconds East 1823.45 feet; THENCE South 53 degrees 03 minutes 40 seconds West 443.55 feet; THENCE along lands formerly of Islands End Golf and Coutltry Club, Inc. the following 5 courses and distances: 1. South 35 degrees 39 minutes 20 seconds East 1015.92 feet; 2. South 63 degrees 53 minutes 50 seconds West 2.59.70 feet; 3. South 35 degrees 39 minutes 20 seconds East 385.86 feet; 4. South 63 degrees 53 minutes 50 seconds West 417.20 feet; 5. South 32 degrees 42 minutes 50 seconds East 444.98 feet; THENCE along land now or fonnerly of Anderson South 66 degrees 01 minutes 20 seconds �A;est 150.0 feet to the point of BEGINNING. SCHEDULE B King.,Trust Protech d Area ALL that certain plot, piece or parcel of land, situate, lying and being at East Marion, Town of Southold, County of Suffolk and State of New York, bounded and described as follows: BEGINNING at a point distant North 36 degrees 01 minutes 35 seconds West 422.71 feet from a monument set in the Northerly line of Main Road (NYS Route 25)at the boundary line between lands now or formerly of Floyd F. King; Jr. Grantor Retained Annuity Trust and lands now or formerly of Islands End Golf and Country Club and said Northerly line of Main Road (NYS Route 25) and from said point of beginning; F RUNNING THENCE along said lands now or formerly of Islands End Golf and Country Club the following 2 courses and distances: 1. North 36 degrees 01 minutes 35 seconds West 305.85 feet; 2. North 35 degrees 33 minutes 00 seconds West 1513.42 feet; THENCE along said lands of the following 2 courses and distances: 1. North 53 degrees 03 minutes 40 seconds East 186.02 feet; 2.North 35 degrees 55 minutes 10 seconds West 501.26 feet to lands described in Map 46266; ? THENCE along said lands, North 54 degrees 06 minutes 31 seconds East 604.84 feet; THENCE continuing along said lands and lands now or formerly of the Suffolk County Water Authority the following 3 courses and distances: i. South 34 degrees 09 minutes I i seconds East 859.22 feet; 2. South 30 degrees 53 minutes 20 seconds East 269.10 feet; 3. South 28 degrees 09 minutes 41 seconds East 540.14 feet; THENCE South 51 clegrees 37 minutes 20 seconds West-193.=15 feet; THENCE South 36 degrees 08 minutes 40 seconds East 660.79 feet; THENCE South 60 decrees 21 minutes 00 seconds West 187.75 feet to the point or place of BEGINNING. Kin Trust Develd fent Area: ALL that certain plot, piece or parcel of land, situate, Eying and being at East Marion, Town of Southold, County of Suffolk and State of New York, bounded and described as follows: BEGINNING at a point on the Northerly lime of Main Road (NYS Route 25)where the Westerly line of land now or formerly of Theodore D. Anderson intersects said Northerly line of Main Road (NYS Route 25) and from said point of beginning; RUNNING THENCE along the said Northerly line of Main Road (NYS Route 25) South 66 degrees 01 minutes 20 seconds West 140.44 feet to lands now or formerly of John Abadiotakis; THENCE along said lands the following four courses and distances: 1. North 23 degrees 58 minutes 40 seconds West 300 feet; 2. South 66 degree 01 minute 20 seconds West 183.65 feet; 3. North 45 degrees 51 minutes 50 seconds West 88.26 feet; 4. South 66 degrees 01 minute 20 seconds West 371.08 feet, THENCE, along lands described in Map of Peconic Landing at Southold,North 24 degrees 34 minutes 30 seconds West 264.64 feet; THENCE North 66 degrees 01 minutes 20 seconds East 681.61 feet; THENCE South 24 degrees 34 minutes 30 seconds East 350.03 feet; THENCE South 32 degrees 42 minutes 50 seconds East 300.0 feet to the Northerly line of Main Road and the , point of BEGINNING.. `;5C ffT--L)L U-s-- King-Trust D6,cl6ment'Area: ALL that certain plot, piece or-parcel of land, situate, lying and being at East Marion, Town of Southold, County of Suffolk and State:ofNew York, bounded and described as follows: BEGINNING at a monument set in the Northerly line of Main Road (NYS Route 25) at the boundary line betweenAe subject parcel and lands now 6r`f6rrdedybf Islands End Golf and Country Club and said Northerly line of Main Road (NYS Route 25) and from said point of beginning; RUNNING THENCE along said lands now or formerly of Islands End Golf and Country Club North 36 degrees 01 minutes 35 seconds West 422.71 feet; THENCE North 60 degrees 21 minutes 00 seconds East 187.75 feet; THENCE South 36 degrees 08 minutes 40 seconds East 251.43 feet; THENCE South 33 degrees 46 minutes 00 seconds East 193.16 feet to the Northerly line of Main Road (NYS Route 25); THENCE along said N6rtherly line of Main Road,(NYS Route 25) South 67 degrees 19 minutes 18 seconds West 1-84.48feet to the point or place of BEGINNING: EXHIBIT "A" IMM-10M t h 6. % % PMMM Kay Map KIM MISTM6 ZTAf#f000,U-W?-Of XTAW00=02-11 MMAREA PON ARM ZrA,694sarr. F,367,WSOR. X"AMU Nk 1% CIO SM#fOOO-35-02-12 0.57AMU aus SM#fOOOjS-w-f?., 00 21N AM N �7 Woo N. cqdir�L. SurywdRowty .00000 E.;" f S.Oh.M C rL,,.—v,No. York M-35-M-12 A 17.1 OHM TOW ARFA U&NACM For Legibility Purposes See Schedules B & C