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HomeMy WebLinkAboutL 13277 P 907 SUFFOLK COUNTY CLERK RECORDS OFFICE RECORDING PAGE Type of Instrument: EASEMENT Recorded: 12/30/2024 Number of Pages: 34 At: 11 : 01 :53 AM Receipt Number : 24-0161429 TRANSFER TAX NUMBER: 24-16866 LIBER: D00013277 PAGE: 907 District: Section: Block: Lot: 1000 079.00 07 . 00 055.000 EXAMINED AND CHARGED AS FOLLOWS Deed Amount: $2,325, 000 . 00 Received the Following Fees For Above Instrument Exempt Exempt Page/Filing $0.00 YES Handling $0 .00 YES COE $0 .00 YES NYS SRCHG $0 .00 YES TP-584 $0 .00 YES Notation $0 .00 YES Cert.Copies $0 .00 YES RPT $0 .00 YES Transfer tax $0 . 00 YES Comm.Pres $0 .00 YES Comm.Pres Fond $0 .00 YES Comm.Housing Fund $0 .00 YES Fees Paid $0 .00 TRANSFER TAX NUMBER: 24-16866 THIS PAGE IS A PART OF THE INSTRUMENT THIS IS NOT A BILL VINCENT PULEO County Clerk, Suffolk County a RECORDED Numberof pages 2024 Dec: 30 11:01:53 PM VINCENT PULED 33 CLERY-. OF This document will be public of IFFOLK COUNTY record. Please remove all L D00013277 P 907 Social Security Numbers DT# 24-16866 prior to recording. Deed/Mortgage Instrument Deed/Mortgage Taff Stamp Recording/Filing Stamps 3 1 FEES Page/Filing Fee Mortgage Amt. 1.Basic Tax Handling 20. 00 2. Additional Tax TP-584 a Sub Total Notation Q Spec./Assit. or EA-5217(County) Sub Total Spec./Add. EA-5217(State) TOT.MTG.TAX_ R.P.T.S.A Dual Town Dual County Held forAppointrn t Comm.of Ed. 5. 00 Transfer Tax Affidavit k + �. Mansion Tax Certified Coy& u O The property covered by this mortgage is (}C or will be improved by a one or two NYS Surcharge 15. 00 Sub Total UJ t� family dwelling only. YES or NO Other Grand Total 0.00 If NO,see appropriate tax clause on V1 page# of1h(�instr}� e_JJ ) 5111153 1000 07900 0700 055000 Jdd 4 Dist.100 5 Community Preservation Fund Real Property RPRAIt q I�III'llll �I Consideration Amount$�000- Tax Service Agency CPF Tax Due $ Verification Improved 6 Safisfacfionsffiis argesJlReleases List Property Owners Meiling AddWs RECORD&RETURN TO: Vacant Land Mr.Robert A.Morrell Superintendent of Real Property TD Department of Environmental Conservation TD 625 Broadway Albany,NY 12233 TD Mail to: Vincent Puleo,Suffolk County Clerk 7 Title Company Information 310 Center Drive, Riverhead, NY 11901 Co.Name www.suffolkcountyny.gov/clerk Title# 8 Suffolk County Recording & Endorsement Page This page forms part of the attached Conservation Easement made by: (SPECIFY TYPE OF INSTRUMENT) Peconic Land Trust, Incorporated The premises herein is situated in SUFFOLK COUNTY, NEW YORK. TO In the TOWN of Southold The People of the State of•New York Inthe VILLAGE or HAMLET of BOXES 6 THRU 8 MUST BE TYPED OR PRINTED IN BLACK INK ONLY PRIOR TO RECORDING OR FILING. over r , 1 Proceeding No.: 9992 Project No: CELCP Suffolk 142.01 Project Name: Reese Conservation Easement at Hogs Neck NEW YORK STATE DEPARTMENT OF ENVIRONMENTAL CONSERVATION CONSERVATION EASEMENT THIS CONSERVATION EASEMENT (hereinafter the "Conservation Easement") made this15day of M , , 2024, between PECONIC LAND TRUST, INCORPORATED, a New York no corporation, having its principal office at 296 Hampton Road, Southampton, NY 11968 (hereinafter"Grantor"), and THE PEOPLE OF THE STATE OF NEW YORK, acting by and through their Commissioner of Environmental Conservation, having an office at 625 Broadway, Albany, NY 12233 (hereinafter "Grantee" or Grantees). WITNESSETH WHEREAS, Grantor is the owner, in fee simple, of certain real property located in the unincorporated hamlet of Southold in the Town of Southold, County of Suffolk, State of New York, described in SCHEDULE A, attached hereto and made a part hereof, containing 29.8 acres of coastal forest and freshwater wetlands having significant Natural Resource Value desirable for conservation and passive public recreational access (hereinafter"Protected Property"); and WHEREAS, the Protected Property is located within the Peconic Estuary which is designated an Estuary of National Significance by the National Oceanic and Atmospheric Administration; and WHEREAS, the Protected Property is located within the legislative boundary of the Long Island Pine Barrens Maritime Reserve as defined in Article 57 of New York State Environmental Conservation Law; and WHEREAS, the Peconic Pinelands Maritime Reserve is a priority conservation area in the New York State Open Space Conservation Plan; and WHEREAS, conservation of the Protected Property's Natural Resource Values and passive public recreational access thereto is consistent with the New York State Department of State Coastal Zone Management Plan; and WHEREAS, Grantor owns 23 acres adjacent to the Protected Property known as the Wolf Property and currently manages both Properties as a single integrated natural area of approximately 50 acres; and WHEREAS, by the granting of this Conservation Easement, Grantor intends to protect the Page 1 of 33 Natural Resource Value of the Protected Property, safeguard water quality in the Peconic Estuary and provide new opportunities for public access to open space by prohibiting development inconsistent with conservation and limiting certain uses while providing for Public Recreational Use that is passive in nature; and WHEREAS, Grantee is authorized to accept and hold conservation easements to protect property important to the conservation of natural resources under the provisions of New York State Environmental Conservation Law (ECL), Title 3 of Article 49; NOW THEREFORE, Grantor, for consideration of Two Million Three Hundred Twenty- Five Thousand and 001100 Dollars ($2,325,OOQ.00) and other good and valuable consideration paid by Grantee, the receipt and sufficiency of which are hereby acknowledged, grants, conveys, and releases to Grantee this Conservation Easement in perpetuity, pursuant to Article 49, Title 3 of the ECL in, on, over, under and upon the Protected Property on the terms and conditions set forth herein. 1. DEFINITIONS: Capitalized words or terms used in this Conservation Easement, or in documents associated with this Conservation Easement (such as the Baseline Documentation), shall have the definition and interpretation as set forth in APPENDIX 8, attached hereto and incorporated herein, unless such word or term is otherwise specifically and intentionally defined elsewhere in this Conservation Easement or associated document(s). 2. PURPOSES: This Conservation Easement is hereby granted for the following purposes (hereinafter, the "Purposes") in perpetuity. 2.1 Limit Development. To limit the development of the Protected Property and prevent residential, commercial, industrial and extensive agricultural uses of the Protected Property, except as permitted by this Conservation Easement; 2.2 Prohibit Subdivision. To prohibit Subdivision of the Protected Property, except as permitted by this Conservation Easement; 2.3 Protect Open Space,_Groundwater and Natural Resource Value. To conserve and protect the open space, groundwater quality and Natural Resource Value of the Protected Property; 2.4 Provide Opportunities for Recreational Uses. To provide opportunities for limited Public Recreational Uses on the Protected Property that are passive in nature and compatible with the above stated Purposes. 3. RESTRICTED USES AND PRACTICES: The Parties agree that the following restrictions shall apply to the Protected Property in perpetuity: Page 2 of 33 r , 1 3.1 Certain Prohibited Uses. Residential, commercial, agricultural or industrial activities of any kind shall not be permitted on the Protected Property except as specifically permitted, or reserved, by the terms of this Conservation Easement. 3.2 Conveyance of Portions of Protected Property; Subdivision. The transfer, conveyance or sale of less than the entire Protected Property described in SCHEDULE A and the Subdivision of the Protected Property, or any portion thereof, or any subdivision of specific rights, including easements of any kind, are prohibited, except as follows: a. The following actions shall not be considered a division or Subdivision as defined in this Conservation Easement and are permitted under this Conservation Easement. The Grantor shall provide the Grantee with copies of any recorded documents upon completion of a transfer permitted herein and notice of the name and address of such transferee. 1. Conveyance to Grantee, or to a third party solely for the purpose of facilitating ultimate conveyance to Grantee, of a fee interest in any portion of the Protected Property or of any rights retained by Grantor in this Conservation Easement with respect to any portion of the Protected Property; 2. Conveyance of portions of the Protected Property to abutters to the extent necessary to resolve a bona fide boundary dispute provided that: i. Any conveyance for the purpose of resolving a bona fide boundary dispute requires the prior approval of Grantee, which shall not be unreasonably withheld; ii. The portion of the Protected Property conveyed to a third-party to resolve a boundary dispute shall not remain subject to the terms of this Conservation Easement; and iii. Any real property received by Grantor in exchange for such conveyance to resolve a boundary dispute shall become subject to this Conservation Easement unless Grantee agrees otherwise. 3. The grant of an in-common and undivided interest in the Protected Property, or a mortgage on all or a portion of the Protected Property, provided the mortgage, lease, agreement or contract is subject to and subordinate to this Conservation Easement; 4. Subject to notice and prior written approval of Grantee, which shall not be unreasonably withheld, conveyance of any portion of the Protected Property to a governmental agency whose purpose is consistent with the Page 3 of 33 Purposes of this Conservation Easement and who would qualify as an assignee under Section 7.7 hereof. 3.3 Structures. Except as specifically permitted by the terms of this Conservation Easement, no Structure shall be constructed or placed in, on, over or upon the Protected Property. 3.4 Impervious Surfaces. Except as specifically permitted by the terms of this Conservation Easement, roads, trails, parking lots, and other such areas on the Protected Property shall not be paved or covered with impervious surface materials. 3.5 Utilities. No new telephone, cellular, fiber optic, cable television, electric, gas, water, sewer or other utilities, Structures and towers shall be located over, under, in, on, upon or above the Protected Property, except as follows: a. As provided for in Section 5.2; b. Pursuant to the provisions of Section 49-0305 of the ECL when no reasonable alternative exists and only to the minimum extent necessary to accommodate the new utility; c. Pursuant to the provisions of Section 49-0307 of the ECL; d. Municipal or publicly regulated utilities located within, or within 30 feet of, any public right of way easements which run through the Protected Property; or e. Any utility corridors, structures or towers that are proposed to be built in the future and specifically permitted by the terms of this Conservation Easement, or with the prior approval of Grantee. 3.6 Waste Disposal a. The dumping or storage of ashes, trash, waste, non-composted organic waste, sewage, scrap material, sediment discharges, oil and its by- products, leached compounds, toxic fumes, or garbage, on any portion of the Protected Property is prohibited, except the on-site disposal of organic debris from the Protected Property. b. No waste water or sewage, chemical wastes or other hazardous waste materials may be dumped or stored on the Protected Property except as provided for herein. c. Grantor shall ensure the removal of any trash or debris (except for organic debris) from the Protected Property caused by its own activities or the Page 4 of 33 r , activities of its lessees, contractors or guests. d. Grantee shall ensure the removal of any trash or debris from the Protected Property caused by its own activities or Public Recreational Use of the Protected Property. 3.7 Mining; Sand and Gravel Use. Mining or extraction of soil, sand, rock, fuel or any other mineral substance on the Protected Property is prohibited. 3.8 Chemical Treatments. The use of herbicides, pesticides, fungicides, rodenticides, fertilizer and pH control or other chemicals on the Protected Property is prohibited, except as permitted below: a. To control a pest or disease outbreak that threatens forest health on the Protected Property, the forests or forest economy of the region, or which threatens Grantor's long-term investment of the Protected Property; b. To control insect pests for human health and safety purposes; c. To control non-native plant or animal species. 3.9 Exterior Lighting. a. No permanent exterior artificial illumination shall be employed, other than that employed as of the date hereof and identified in the Baseline Documentation. b. Notwithstanding this restriction, Grantor may use permanent exterior artificial illumination if necessary for the enjoyment of the Reserved Rights by Grantor and upon prior approval of Grantee. 3.10 Dams and Water Impoundments. The construction of new dams or impoundments, or manipulation and alteration of Watercourses, Water bodies or Wetlands, but not including necessary structures for storm water management as part of an allowable construction} activity, on the Protected Property is prohibited. t 3.11 Non-native Species. Grantor shall not plant or intentionally introduce, release or broadcast any non-native, hybrid, or genetically modified species on the Protected Property, unless such action provides a forest ecosystem benefit, significantly improves forest productivity, prevents soil erosion, or enhances native wildlife populations or habitats and has prior written consent of Grantee. 4. GRANTEE'S AFFIRMATIVE RIGHTS: Grantor grants to Grantee the following affirmative rights which shall run in perpetuity with the Protected Property. 4.1 Right to Enter. The Grantee, its agents, employees or other representatives shall have access to, on, over and across the Protected Property at all times Page 5 of 33 to monitor and assure compliance with terms and conditions of this Conservation Easement, and to exercise and administer Grantee's Affirmative Rights set forth in this Conservation Easement. 4.2 Right to Provide for Public Access and Public Recreational Use. The Grantee is hereby granted the following rights to provide for public access to and Public Recreational Use of the Protected Property in perpetuity, together with the right to construct and maintain Recreational Amenities and other improvements subject to the following provisions: a. Public access to the Protected Property shall be pursuant to a Recreation Management Plan as provided for in Section 4.4 of this Conservation Easement. b. Public Recreational Use of the Protected Property shall be limited to Non- Motorized uses and may include, but not be limited to, activities such as hiking, cross-country skiing, snowshoeing, birdwatching, nature study and quiet enjoyment. c. Motorized Recreational Uses are prohibited; however, Grantee may allow persons with mobility disabilities to use Mechanized Aid on trails and across areas of the Protected Property that Grantee may designate as open to the public for Non-Motorized Public Access and Non-Motorized Public Recreational Uses. Additionally, Grantee may issue permits to people with mobility impairment for Motor Vehicle or All-Terrain Vehicle Use on trails in areas open to the public for Non-Motorized Public Access and Non-Motorized Public Recreational Uses, or Grantee may designate certain routes solely for use by persons with mobility impairments. d. Motorized Public Access to the Protected Property shall be by Motor Vehicle only, from a Public Highway over designated Public Access Corridors to set forth in the Recreation Management Plan. 4.3 Right for Public Recreational Amenities and Improvements. The Grantee is hereby granted the following rights to construct, install and improve amenities for use by the public associated with the acquired recreation rights, subject to the following provisions: a. Grantee may construct, use, repair, maintain or improve Recreational Amenities that are appurtenant or accessory to the Public Recreational Uses permitted on the Protected Property pursuant to this Conservation Easement, including but not limited to roads, culverts, trails, kiosks, signs, barriers, fences and gates necessary to facilitate management of the Public Recreational Uses of the Protected Property; Page 6 of 33 t b. The Grantee may construct one (1) Parking Area for public access to the Protected Property containing a maximum of up to six (6) parking spaces. The Parking Area will be constructed wholly within the boundaries of the Protected Property and will be sufficiently enclosed to prevent motor vehicles from passing beyond the Parking Area onto Grantor's larger parcel or the Protected Property. The Parking Area may only be used by members of the public for access to the Protected Property and for no other purpose. c. Grantee shall install and maintain appropriate signage in order to advise the public of the permitted Public Recreational Uses of the Protected Property. Such signage shall also include notification to the public of situations where public use of roads or trails will be shared with Motor Vehicles or other equipment being used in accordance with other provisions of this Conservation Easement. 4A Preparation of Recreation Management Plan. a. Grantee may develop a Recreation Management Plan to facilitate and manage Public Recreational Uses of the Protected Property. The Recreation Management Plan shall comply with the terms and conditions of this Conservation Easement and shall be updated, amended or revised in writing from time to time as needed to reflect Grantee's implementation of the Public Recreational Uses granted hereunder. Grantor hereby acknowledges that the Recreation Management Plan is to be used as a tool for Grantee to implement the Affirmative Rights granted in this Conservation Easement. b. Grantee shall consult with Grantor when developing the Recreation Management Plan and Grantor shall be provided the opportunity to provide recommendations to the Grantee on Public Recreational Use of the Protected Property during the recreational planning process. c. Before the Recreation Management Plan is released for public comment, Grantor shall have thirty (30) days from the receipt of the Recreation Management Plan to review and make comments on said plan to the Grantee. d. Until the Recreation Management Plan is prepared in accordance with this Section, Grantee shall manage Public Recreational Uses on the Protected Property in accordance with an Interim Recreation Management Plan. Grantor and Grantee shall agree to and set forth such interim Recreation Management Plan upon the date of the grant of this Conservation} Easement, and on such date the Interim Recreation Management Plan will be in effect and Grantee may implement initial management of Public Recreational Uses accordingly. e. The Grantee, at its sole discretion, may prepare the Recreation Management Plan for the Protected Property in combination with recreational plans, unit Page 7 of 33 management plans or other planning activities associated with nearby conservation easement properties, forest preserve, state forest or other state land. 4.5 Grantee's Duties and Responsibilities for Amenities Open to Public Use. a. _Maintenance Costs Associated with shared improvements. The Parties acknowledge that existing and future improvements on the Protected Property are vital for both Grantee's Affirmative Rights to provide for Public Recreational Uses on the Protected Property as granted herein, and for Grantor to fully enjoy its Reserved Rights; and furthermore, that these amenities will be used by both Grantor and by the Public and that such use by both the Grantor and the Public will contribute to the need for routine maintenance of such shared improvements. The Parties acknowledge the difficulty in allocating between the Parties the exact costs and responsibilities for routine maintenance of these shared improvements; however, the Parties are committed to establishing a method for equitably sharing the cost and responsibility for maintaining these shared improvements. The Parties agree that the following concepts shall guide the development of a method of equitably sharing the cost and responsibility for construction and routine maintenance of such shared improvements: 1. Grantee is solely responsible for the costs of ensuring that shared improvements are adequate for Public Recreational Use. 2. The Parties shall share in the cost of any new or replacement shared improvement, if both Grantor and Grantee agree that they both need such a shared improvement to enjoy their respective rights under this Conservation Easement. The Parties' respective share of such costs shall not exceed those reasonably necessary to construct an improvement that is adequate for each Parties' respective use. 3. Neither Party shall be required to expend funds in order to achieve the other Party's standards or guidelines for the construction or maintenance of any shared improvements. However, if an amenity maintained by the Grantee for Public Recreational Use is damaged due to the actions of the Grantor in the exercise of its rights herein, the Grantor shall contribute towards the repair of the amenity to a condition suitable for Public Recreational Use. 4. The Parties shall determine a method for allocating the costs of construction and maintenance of shared improvements based upon (1) the estimated number of times each party, its agents or invitees uses the shared improvement annually, (2) the requirements of each party to make the shared improvement safe for it, its agents and invitees, and (3) in the case of maintenance, relative impact or wear Page 8 of 33 caused by the types of use attributable to each party. b. Repair and Correct Dam_aqe. Subject to funding, appropriation, and applicable State statute and regulations, Grantee shall repair and correct at Grantee's expense, damage to all amenities and related improvements used for Public Recreational Uses, whether identified as "existing" in the Baseline Documentation, as permitted herein, or established pursuant to an approved Recreation Management Plan, and over which Grantee has the right to permit Public Recreational Use and which damage is caused either by Public Recreational Use of the Protected Property or directly by Grantee, its representatives, employees, or contractors. c. Public Use suspended due to weather. The Parties may consult, as needed, on the effects of wet or dry weather or similar conditions, on the ability of the Recreational Amenities to support public use, during periods of adverse conditions. After such consultation, Grantee may determine whether portions of roads and trails need to be repaired, improved, relocated, or if public use thereon should be temporarily suspended. 4.6 Right to Manage Fish and Wildlife Resources. a. With the prior written approval of Grantor, Grantee may install, maintain, repair, replace and remove Structures or devices, or otherwise manipulate animals and plants or habitat intended to study, restore or enhance populations of or habitat for plants, fish and other wildlife, which populations or habitats may be located either on or off the Protected Property. b. With prior written notice to Grantor, Grantee may undertake, contract for, or otherwise provide for biological surveys and scientific studies to be conducted on the Protected Property provided that the results of any such study shall be provided to Grantor. 4.7 Right to Conduct Biological Surveys, Scientific Studies and Forest Health Monitoring. a. Grantor hereby grants to Grantee the right to undertake, contract for, or otherwise provide for Biological Assessments, scientific studies and establishment of long-term monitoring plots for periodic assessment of forest health on the Protected Property, however, Grantee shall use reasonable efforts to prevent damage to the Protected Property, to the real or personal property of the Grantor. The results of any such survey, study or assessment shall be provided to the Grantor. Such surveys, studies and assessments shall not unreasonably interfere with Grantor's Reserved Rights, 4.8 Emer-gency Actions. Page 9 of 33 a. Grantee may take emergency action necessary to respond to natural disaster, environmental hazard, public nuisance or threats to human safety in order to preserve the Protected Property and protect the public from such disaster, hazard, or threat, provided however, that Grantee shall have no duty to protect or preserve any property of Grantor beyond that duty owed to any member of the general public in the exercise of its governmental obligation to protect the public from injury or damage caused by such disaster, hazard, nuisance or threat. b. To the extent practicable, Grantee shall notify Grantor of its entry under this Section and shall consult with Grantor regarding such emergency action. Nothing contained in this Section shall relieve Grantor from any liability for or duty under this Conservation Easement or under applicable law to repair, remediate, dispose or otherwise remedy any condition which it may have caused and which is the proximate cause of Grantee's entry pursuant to this Section. 4.9 Markinq Boundaries: Keys Combinations. a. Grantee may, at Grantee's expense, and after notification to Grantor, identify, mark and maintain boundaries with signs in form and content reasonably satisfactory to Grantor describing the public rights associated with the Protected Property, but is under no obligation to do so. b. Grantee shall make available to Grantor keys or combinations necessary to open gates and barriers installed by Grantee, if any. 4.10 Grantee's Administrative Motorized Use. Grantee may use Motor Vehicles, Motorized Recreational Vehicles and Motorized Equipment throughout the Protected Property as follows: a. To monitor and enforce compliance with the provisions of this Conservation Easement anywhere on the Protected Property; b. To facilitate the exercise of the Grantee's Affirmative Rights under the terms of this Conservation Easement; c. To construct, maintain, repair, improve, groom, and patrol Non-Motorized Public Access Corridors or other Recreational Amenities and to otherwise facilitate access and use of those areas of the Protected Property designated for Public Recreational Use, provided, however, that Grantee shall provide prior written notice to Grantor not less than three (3) days before commencing maintenance and construction activities, unless such activities are Emergency Actions pursuant to Section 4.8. Page 10 of 33 d. Grantee's use of Motor Vehicles, Motorized Recreational Vehicles and Motorized Equipment on and off road shall be in a manner that causes the least impact to the Protected Property and shall be responsible for and shall promptly repair any damage caused to the Protected Property by Grantee in carrying out its Affirmative Rights under this Conservation Easement. 5. GRANTOR'S RESERVED RIGHTS. Notwithstanding anything to the contrary in this Conservation Easement, Grantor specifically reserves all rights as fee owner of the Protected Property not otherwise conveyed or limited by this Conservation Easement including the following rights with respect to the Protected Property (hereinafter, Grantor's Reserved Rights")- 5.1 Recreation Rights. The Grantor reserves the right to undertake recreational activities, subject to the following conditions: a. The Grantor may enjoy all recreation rights that the Grantee may permit the public to enjoy on the Protected Property pursuant to this Conservation Easement, but under the same terms as the public for those areas of the Protected Property where Grantee permits the public to enjoy such recreation rights, or other recreation rights that are consistent with the purposes of this Conservation Easement and in accordance with the Interim Recreation Management Plan; b. Any recreational use of the Protected Property shall not interfere with the Grantee's rights to provide for Public Recreational Use pursuant to this Conservation Easement and in accordance with the Recreation Management Plan; c. Any recreational use shall not diminish or damage the Recreational Amenities established by the Grantee on the Protected Property pursuant to the terms of this Conservation Easement; d. Any recreational use shall be consistent with the purposes of this Conservation Easement and not have a significant negative impact on the scenic and Natural Resource Values of the Protected Property; e. Grantor reserves the right to develop, construct, maintain, install, replace, repair, relocate and remove roads, road improvements, trails, culverts and parking area(s), as reasonably necessary for Grantor to undertake outdoor recreation activities on the Protected Property. 5.2 Utilities. a. Grantor may install, construct, maintain, lease, replace, remove and relocate Page 11 or 33 any new or existing utilities including but not limited to electric, gas, water, sewer, or other utility lines, service, or associated Structures and subject to the provisions of Section 3.5 of this Conservation Easement. b. Grantor may install new utilities to provide water, lighting and other utilities necessary for the safety, security, monitoring and the use of permitted structures set forth in Section 5.3. 5.3 Road and Trail Improvements for Recreational Use. a. Shared Improvements. 1. Grantor and Grantee acknowledge that existing and future improvements on the Protected Property such as roads, trails, and culverts are vital for both Grantee's abilities to provide public recreation and for Grantor to fully enjoy its Reserved Rights; and furthermore, that many roads and trails on the Protected Property will be used by both Grantor and by the Public and that such use by both Parties will contribute to the need for routine maintenance of such shared improvements. 2. The Parties acknowledge the difficulty in allocating between the Parties the exact costs and responsibilities for routine maintenance of shared improvements such as roads, trails, and culverts; however, the Parties are committed to establishing a method for equitably sharing the cost and responsibility for maintaining these shared improvements. 3. As such, the Parties shall identify the shared roads, trails, culverts and other such improvements in the Recreation Management Plan; establish appropriate standards and guidelines for their maintenance; and develop a method of equitably sharing the cost and responsibility for routine maintenance of such improvements ("shared improvements"). Any method of cost-sharing shall be subject to the following: i. Neither Party shall be required to expend funds in order to achieve the other Party's standards or guidelines for the construction or maintenance of any share improvements. ii. The Grantee is solely responsible for the costs of ensuring that shared improvements are adequate for public recreational use. b. Exclusive Use Improvements: Maintain, Repair, and Correct. 1. Grantor shall maintain, repair, and correct at its sole cost and expense, any roads, trails, culverts, parking lots, or other related improvements on the Protected Property that the Parties have agreed are not open and available for public access or Public Recreational Use pursuant to this Easement, and are for the exclusive use of Grantor, whether such Page 12 of 33 improvements are identified as "existing" in the Baseline Documentation or established in the future for the purposes of Grantor's Reserved Rights. c. New Improvements. 1. Grantor may construct, improve, upgrade, widen and abandon roads trails, culverts, parking lots, driveways, and other related improvements, if such improvements are necessary and desirable for Grantor's Reserved Rights. 2. Grantor may construct tool and equipment storage structures(s) as are reasonably necessary to maintain the Protected Property with the prior written approval of Grantee provided the combined Building Footprint of shed(s) and structure(s) does not exceed 150 square feet. d. Minimize Impacts; Comply with Best Management Practices. 1. In carrying out activities contemplated in this subsection, Grantor shall comply with the most recent New York State Forestry Best Management Practices for Water Quality or its equivalent. 5.4 Agroforestry Uses. Grantor may use the Protected Property,for low-impact forest uses such'as, but not limited to, beekeeping, free-range foraging for goats or foul, and gathering of wild-growing edible plants for Grantor's sole use. However, Grantor may not convert forest land to agricultural land. The uses outlined in this Section shall not interfere with Grantee's recreational rights and shall comply with all other provisions of this Conservation Easement. 5.5 Future Sales; Transfers & Conveyances. Grantor reserves the right to sell, transfer, or otherwise convey the entire Protected Property, or any in-common and undivided interest in the Protected Property, subject to the terms and limitations of this Conservation Easement. a. Grantor agrees to give written notice to Grantee of the transfer of any interest in the Protected Property at least twenty (20) days prior to the date of such . transfer, except for the grant of a mortgage on all or a portion of the Protected Property or the transfer or sale of stock in the Grantor or any other corporation which may hereafter own all or part of the Protected Property or transfer or sale of membership interests in any limited liability company which may hereafter own all or part of the Protected Property, or any timber rights through leases, timber cutting agreements, other timber-related agreements, delivered wood or stumpage contracts. ' b. Any grant of mortgage or any other interest in the Protected Property after the date of the grant of this Conservation Easement is expressly subject to the terms of this Conservation Easement. Page 13 of 34 c. Any grant of less than a fee interest in the Protected Property shall comply with the terms and conditions of this Conservation Easement. d. Grantor covenants and agrees that any instrument evidencing any subsequent conveyance, lease, mortgage, security interest, encumbrance, or any other transfer of the Protected Property shall contain the following statement: "This (grant, lease, mortgage, easement, etc.) is subject to a certain Conservation Easement entered into between Peconic Land Trust and The People of The State of New York dated and recorded in the office of the Suffolk County Clerk on , in Book of Deeds and Page " e. Grantor shall provide Grantee with copies of any recorded documents upon completion of a transfer under this Section and notice to Grantee of the name and address of transferee. f. Failure of Grantor to comply with the provisions of this Section 5.6 shall not affect the validity of the provisions of this Conservation Easement and Grantee's Affirmative Rights hereunder. 5.6 Emergency Actions. The Grantor may take emergency action, including closure of the affected area of the Protected Property to the public, in response to natural disaster, environmental hazards, or threats to human safety but shall promptly notify the Grantee of any such actions taken. 5.7 Gates, Barriers, Fences: Keys, Combinations, Marking Boundaries. a. The Grantor may erect signs, gates, fences or other barriers necessary to carry out its rights and obligations hereunder. b. The Grantor may install and maintain gates or other barriers to prohibit access to any road, trail, parking area, or related areas over which the Grantee has not been granted a right to permit the public use thereof pursuant to this Conservation Easement. c. The Parties shall provide one another with keys or combinations necessary to open gates and to allow access through such barriers consistent with the terms of this Conservation Easement. d. The Parties acknowledge that the Grantor may, but is under no obligation whatsoever, to identify, maintain, and mark the boundaries of the Protected Property. The Parties also agree that the Grantee may, but is under no obligation whatsoever, to mark the boundaries of the Protected Property and will provide notification to the Grantor prior to marking them. 5.8 Natural Resources Benefit. Grantor, with prior written approval of Grantee, may Page 14 of 33 enter into agreements, whereby Grantor agrees to manage natural resources on, or associated with, the Protected Property in a specific manner that is consistent with this Conservation Easement. This shall include the right to sell, trade, or exchange quantifiable natural resource benefits associated with the Protected Property, provided that such activities: (1) do not conflict with the terms, conditions, and Purposes of this Conservation Easement; (2) do not materially reduce the area of productive forest on the Protected Property; and (3) do not result in Grantor benefitting from any such activity if Grantee requires Grantor to conduct the activity as a correction to a violation of this Conservation Easement. Examples of such agreements, sales, trades, or exchanges that may be permitted according to this Section 5.8 are, where Grantor receives compensation, including transferable credits, for participating in a greenhouse gas emission offset program; provides clean air, water, or wildlife habitat for the greater public good; or restores, enhances or manages a Wetland or Water body as part of a government program, except for restoration projects required to correct a violation of this Conservation Easement. The Parties acknowledge that because the conservation interests protected by this Conservation Easement shall not be adversely affected by such agreements or activities, and the only interest affected shall be Grantor's interest, any compensation received by Grantor for such agreements, exchanges, or trades shall belong to Grantor. The Parties acknowledge and agree that this Grantor's Reserved Right does not include the right to exchange, trade, extract, license, lease, transfer, or sell topsoil, minerals, or water located on the Protected Property, except as specifically allowed under Grantor's Reserved Rights. 5.9 Grantor's Administrative Motorized Use. Grantor may use Motor Vehicles, Motorized Recreational Vehicles and Motorized Equipment throughout the Protected Property as follows: a. To monitor and enforce compliance with the provisions of this Conservation Easement anywhere on the Protected Property; b. To facilitate the exercise of the Grantor's Reserved Rights under the terms of this Conservation Easement, c. To construct, maintain, repair, improve, groom, and patrol Nan-Motorized Public Access Corridors or other Recreational Amenities and to otherwise facilitate access and use of those areas of the Protected Property designated for Public Recreational Use, provided, however, that Grantee shall provide prior written notice to Grantor not less than three (3) days before commencing maintenance and construction activities, unless such activities are Emergency Actions pursuant to Section 4.8. d. Grantee's use of Motor Vehicles, Motorized Recreational Vehicles and Motorized Equipment on and off road shall be in a manner that causes the Page 16 of 33 least impact to the Protected Property and shall be responsible for and shall promptly repair any damage cause to the Protected Property by Grantee in carrying out its Affirmative Rights under this Conservation Easement. 6. ENFORCEMENT: The Grantee shall have the right to enforce terms of this Conservation Easement as follows: 6.1 Inspections. In accordance with Grantee's Right to Enter the Protected Property, as provided in Section 4.1 herein, the Grantee shall have the right to schedule periodic inspections of the Protected Property to determine compliance with the terms of this Conservation Easement. The Grantor shall have the right to accompany the Grantee on said inspections. 6.2 Notice to Cure. a. Either party (the "Aggrieved Party") shall notify the other party (the "Noticed Party") of a breach of any of the terms or conditions of this Conservation Easement including the portion of the Protected Property affected thereby (the "Notice to Cure"). The Notice to Cure shall set forth how the Noticed Party can cure such breach or suspected breach and shall give the Noticed Party thirty (30) days from the date of receipt of the Notice to Cure, or such longer period of time as may be necessary to cure, provided that actions to cure are commenced within such thirty-day period and diligently pursued. Such time periods may be extended in the event of severe weather or if other conditions are experienced that cause a reasonable delay in the Noticed Party's efforts to cure. b. At the expiration of such period of time to cure, or any extensions thereof granted, the Aggrieved Party shall notify the Noticed Party of any failure to adequately cure the breach or suspected breach. The Noticed Party shall then have an additional fifteen (15)days from receipt of such notice to cure. At the expiration of said fifteen-day period, the Aggrieved Party may commence any legal or equitable action or proceedings in accordance with any applicable law to require compliance with the terms of this Conservation Easement. 6.3 Dispute Resolution. a. In the event the Parties cannot resolve a dispute arising under this Conservation Easement through the Notice to Cure process outlined above, then either party may by written notice (the "Mediation Notice") require that the parties attempt to resolve the dispute through mediation using a mediator agreed upon by the Parties. If the Parties cannot agree upon a mediator within thirty (30) days of delivery of the Mediation Notice, a Page 16 of 33 mediator will be appointed by the American Arbitration Association in Albany, New York pursuant to their procedures. The mediation shall be held within ninety (90) days of delivery of the Mediation Notice whose recommendations are advisory to the Parties. b. Any disputes remaining unresolved after mediation may be pursued through initiation of any appropriate action or proceeding in a court of competent jurisdiction. 6.4 Right to Restore. a. Subject to the provisions of this Section 6 hereof, the Grantee may be required to restore the Protected Property to its Natural State, in the event of a breach of the terms of this Conservation Easement, and to enforce this right by any action or proceeding necessary. b. In the event that the Grantor fails to cure in accordance with the provisions of Sections 6.2 and 6.3, the Grantee, at its sole discretion, and after fifteen (15) days advance notice to the Grantor, may enter the Protected Property for the purpose of restoring same to its Natural State. Such notice shall not be required in the event of an emergency provided that the Grantee provides notice to the Grantor within twenty-four (24) hours of the Grantee's entry onto the Protected Property in order to take emergency action to mitigate the consequences of a breach. c. Grantee may resort to the following in order to restore the Protected Property to its Natural State: 1. Remove items and materials not permitted by this Conservation Easement; 2. Close, fill, grade and plant with appropriate vegetative cover areas affected by a breach; 3. Correct, through reasonably practicable measures, conditions that harm any Natural Resource Value on the Protected Property, such as native flora and fauna and the Ecological Processes that support them; Biological Diversity; diverse forest types and conditions; Soil Productivity; water quality; and Wetland, Riparian, and aquatic habitats and systems; 4. Take any other appropriate action reasonably necessary to remedy any breach of this Conservation Easement. 6.5 Force Maieure/Acts of Third Parties. The Grantor shall not be liable for any Page 17 of 33 changes to the Protected Property caused by: a. Any natural disaster or act of God, or governmental action not related to enforcement; b. Acts of the Grantee, its employees and contractors; c. Acts of the public while on the Protected Property. 6.6 Failure to Act. The failure of either party to enforce any of the terms of this Conservation Easement shall not be deemed a waiver of any such term nor shall any such failure in any way bar any enforcement rights hereunder in the event of any subsequent breach of, or noncompliance with, or fault in observance of, any of the terms of this Conservation Easement. 7. OTHER TERMS AND CONDITIONS: 7.1 Construction of Terms and Interpretation. a. This instrument conveys a Conservation Easement which shall consist of the covenants, restrictions, rights, terms, and conditions recited herein. Reference to this "Conservation Easement" or its "provisions" shall include any and all of those covenants, restrictions, rights, terms and conditions. b. Notwithstanding any term or condition of this Conservation Easement, this Conservation Easement shall be construed to affect the Purposes for which the Conservation Easement was acquired and the Purposes of Article 49 of the ECL. In interpreting the terms of the Conservation Easement, there shall be no presumption favoring the Grantee or the Grantor. c. If any provision of this Conservation Easement is found to be ambiguous, an interpretation consistent with the Purposes of this Conservation Easement that would render the provision valid shall be favored over any interpretation that would render it invalid. d. The captions herein have been inserted solely for convenience of reference and are not part of this Conservation Easement and shall have no effect upon construction or interpretation. e. Any reference in this Conservation Easement to a statute, regulation or ordinance shall include any amendment or successor thereto adopted after the date of this Conservation Easement. Any reference in this Conservation Easement to a published document, treatise, or guide shall include any successor or replacement thereto published after the date of this Conservation Easement. Page 18 of 33 7.2 Effect. This Conservation Easement shall run with the Protected Property as an incorporeal interest in the Protected Property and shall extend to and be binding upon the Grantor, Grantor's,agent, tenants, occupants, lessees, heirs, personal representatives, successors, assigns, and all other individuals and entities; the word "Grantor" when used herein shall include all of those persons or entities. Any rights, obligations, and interests herein granted to Grantee shall also be deemed granted to its subsequent agents, successors, and assigns, the word Grantee"when used herein shall include all of those persons or entities. This Conservation Easement shall be a burden upon and run with the Protected Property in perpetuity. 7.3 Baseline Documentation. a. The Grantor and the Grantee shall agree that a physical inspection of the Protected Property will be made and a report of the physical inspection of the Protected Property, known as the Baseline Documentation, (the "Baseline Documentation) will be prepared by the Grantee at no expense to the Grantor. b. The Baseline Documentation shall be completed and certified by the Parties as an accurate reflection of the condition of the Protected Property prior to the property transaction closing and deed is recorded in the County Clerk's office. c. The Parties shall agree and acknowledge that the Baseline Documentation, and any subsequent updates, revisions and amendments, if any, shall consist of, at a minimum, descriptions, maps, photographs, surveys, and other related documentation which shows or depicts significant aspects of the Protected Property as of the date it is signed and acknowledged by the Parties. The Baseline Documentation is intended to serve as an objective, although not exclusive, informational baseline for monitoring compliance with the terms of this Conservation Easement. The Parties agree that, in the event a controversy arises with respect to the nature and extent of uses or the condition of the Protected Property, the Parties shall not be foreclosed from utilizing all other relevant or material documents, surveys, reports, and other evidence to assist in the resolution of the controversy. d. Grantor and Grantee will make available to each other existing documentation in their possession relating to the condition of the Protected Property. Either Party may cause to be prepared such additional documentation deemed appropriate by them, including a survey of the Protected Property, showing its relationship to adjacent features and properties and on-site photographs. e. Copies of the Baseline Documentation, signed and acknowledged by both Parties to the Conservation Easement, shall be provided to the Grantor and the Grantee. One counterpart shall be maintained in the Grantee's Central Page 19 of 33 1 Office in Albany. 7.4 Notice. Review and Approval Process. a. Whenever notice or an approval is required from either Party, the Party that must provide notice or that is seeking the approval shall deliver a written or electronic notice or request for such approval in accordance with the notification directions herein. b. Requests shall be either approved, approved with conditions, or denied. Approvals shall be made in electronic or written form and shall be based upon whether the proposed action complies with the terms and/or Purposes of this Conservation Easement. If denied, the reasons for denial and criteria applied, with specific reference to the terms of this Conservation Easement, shall be specifically set forth in the written response to the request. c. The Parties shall not unreasonably delay or deny a request for approval. 7.5 Notices, Notification. a. Any notice required to be sent to the Grantor herein shall be addressed to: Director of Stewardship Peconic Land Trust 296 Hampton Road, Southampton, NY 11968 Or such other designees of Grantor upon written notice to Grantee. b. Any notice required to be sent to the Grantee herein shall be addressed to: New York State Department of Environmental Conservation Regional Forester, Region 1 50 Circle Road Stony Brook, NY 11790 c. All notices and requests for approval required or permitted to be given under this Conservation Easement shall be made by electronic mail and delivered by hand or sent by registered or certified mail, return receipt requested, or by overnight mail, to the address of the other Party as provided herein. Notice shall be deemed to have been given on the earlier of: (1) receipt of electronic mail, (2) when delivered by hand, or (3) if mailed, three (3) business days after mailing. The Party receiving a request for approval shall respond to the request within sixty (60) days of its receipt, unless otherwise specified herein. d. Either Party may change the individual or address to which notices are to be Page 20 of 33 sent by giving written notice thereof to the other Party in accordance with paragraph (c) above. e. Upon mutual written agreement, the Parties may provide for other means of receiving and communicating notices and responses to requests for approval. 7.6 Regulatory Authorities. Compliance with Law. This Conservation Easement shall not remove the necessity of the Grantor or Grantee to obtain any permit and/or approval from any governmental agency having jurisdiction over any activity conducted or to be conducted on the Protected Property. 7.7 Assignment of Grantee's Interest. Grantee may assign this Conservation Easement only to another governmental agency, which governmental assignee has among its purposes the conservation and preservation of land and water areas and agrees to and is capable of enforcing the terms of this Conservation Easement and which as a condition of transfer, agrees to uphold the Conservation Purposes of this grant. 7.8 Reconve ance If Void. In the event a court of competent jurisdiction determines that this Easement is "void ab initio" in accordance with the provisions of Section 49-0311 of the ECL, Grantor shall, upon request by Grantee, reconvey without change or modification and for no consideration, this Easement to a qualified nominee selected by Grantee; said reconveyance to be made after such declaration that the Easement is "void ab initio" regardless of the fact that Grantee may pursue its right of appeal, or otherwise. In furtherance of this provision: a. Grantee shall have the right of enforcement of the reconveyance by Grantor to the nominee by any legal means; b. The form of reconveyance shall be satisfactory to Grantee and approved by the Attorney General of the State of New York-, c. Grantee shall pay any costs and expenses, including but not limited to taxes, filing fees and reasonable attorney's fees that Grantor may incur as a result of the reconveyance of the Easement pursuant to the terms of this section. 7.9 Severability. The Parties agree that the provisions of this Conservation Easement are severable and that if any court of competent jurisdiction shall render a judgment voiding or nullifying any provision(s) hereof, the effect of said judgment shall be limited to the nullified or voided portion of this Conservation Easement and the remaining provisions hereof shall continue in full force and effect. 7.10 Modification(s) (Amendments). The Grantor and Grantee may modify this Conservation Easement by mutual agreement in writing, executed by both Parties, in accordance with the provisions of Section 49-0307of the ECL and Page 21 of 33 recorded in the appropriate County Clerk's Office, provided, however, that no modification shall be made that will adversely affect the status of this Conservation Easement under applicable laws. Any modification shall be consistent with the Purposes of this Conservation Easement and shall not affect its perpetual duration. The part requesting a modification shall be responsible for all related costs, including, but not limited to appraisals, surveys, abstracts, and recording fees. 7.11 Grantor's Negligence. a. The Grantor agrees to indemnify and hold the Grantee harmless against all claims, loss, damage and expense the Grantee may suffer as a result of the Grantor's negligence in the course of exercising any rights reserved under this Conservation Easement or as the fee owner. b. The Grantor's duty to indemnify and save harmless prescribed by this subsection shall be conditioned upon the delivery to the Grantor by the Grantee of the original or a copy of any summons, complaint, process, notice, demand or pleading within fifteen (15) business days after the Grantee is served with such document. 7.12 Grantee's Negligence. a. Subject to the availability of lawful appropriations and consistent with Section 8 of the State Court of Claims Act, Grantee shall hold Grantor harmless from and indemnify it for any final judgment of a court of competent jurisdiction to the extent attributable to the negligence of Grantee or of its officers or employees when acting within the course and scope of their employment. 7.13 Third Party Liability; Statutory Protections from Liability. a. Nothing contained in this Conservation Easement shall create any liability on behalf of the Grantor to any third party or create any right, claim or cause of action on behalf of any party other than the Grantor or the Grantee and their successors and assigns. b. Nothing in this Conservation Easement shall be interpreted as an assumption of responsibility by, or basis for liability on the part of, the Grantor for any injury to person or damage to property or loss of life that may be sustained by any person while on the Protected Property in the exercise of any of the rights afforded to the public by this Conservation Easement or sustained by any person as a result of any entry on or use of the Protected Property. This provision is not intended to release the Grantor from any liability for damages to the person or property of its invitees, employees or agents while on the Page 22 of 33 Protected Property under the authority or by the permission of the Grantor. c. The Grantor specifically retains all protections from liability provided under New York law to private owners of land, including, but not limited to, the protections contained in Section 9-103 of the General Obligations Law (or any successor or other statutory or regulatory provision then applicable). 7.14 Additional Covenants. The Grantor does further covenant to the Grantee as follows: a. That the Grantor is seized of the Protected Property in fee simple and has good right to convey this Conservation Easement and the rights hereunder. b. That the Grantee shall quietly enjoy said rights granted to the Grantee under this Conservation Easement, provided, however, that Grantee's enjoyment of such rights shall not interfere with the Grantor's quiet enjoyment of, and exercise of, its Reserved Rights. c. That the Protected Property is free from encumbrances, except as provided on Schedule B attached hereto and made a part hereof. d. That the Grantor will execute or procure any further necessary assurances of the Grantor's title to the Protected Property. e. That, as of the date of this grant, the Grantor has not done or suffered anything whereby the Protected Property has been encumbered in any way whatsoever, except for those encumbrances imposed by the Grantor set forth on Schedule B. f. That this conveyance is made subject to the trust fund provisions of Section 13 of the Lien Law. 7.15 Recitation. In consideration of the previously recited facts, mutual promises, undertakings and forbearances contained in this Conservation Easement, the Parties agree upon its terms, conditions, provisions, and Purposes, intending to be bound by it. This Conservation 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 Conservation Easement and superseded by it. IN WITNESS WHEREOF, the Parties have set their hands and seals the day and year first written above. Page 23 of 33 GRANTOR: PECONIC LAND TRUST, INCORPORATED, a New York not-for-profit corporation By: L� o n v. H. Halsey Its: President Grantor's Acknowledgment STATE OF NEW YORK ) ) ss: COUNTY OF SUFFOLK ) On the day of in the year 20�y, before me, the undersigned, to personally appeared o n V. , personally known to me or proved to me on the basis of satisfactory evidence to & the individual whose name is subscribed to the within instrument and acknowledges to me that he executed the same and that by his signature on the instrument, he, or the person upon behalf of wham he acted, executed the instrument. Notary Public, St a of New Yor KIMBERLY QUARTY NOTARY PUBLIC.STATE OF NEW YORK RBpi>aretlpn No.01QU8249287 OuNHMd In Suffolk County . Com *nJon E*w Octaba 3,ZDZ'] Page 24 of 33 GRANTEE: PEOPLE OF THE STATE OF NEW YORK Acting By and Through Their Commissioner of Environmental Conservation By: NANCY LUSSAF, U ctor Division of M n et and Budget Grantee's Acknowledgment: STATE OF NEW YORK ) ) ss.: COUNTYOFALBANY ) On the.25- day of cJUyt-e in the year 20_eL'r-Z , before me, the undersigned, personally appeared, NANCY LUSSIER, personally known to me or proved 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 she executed the same and that by her signature on the instrument, she, or the person upon behalf of whom she acted, executed the instrument. ;nelhy A.Casale-Nadeau _,cAry Pub1iC, State of New York N ary bl' , State of New York keg f\1o. 01CA0016373 it, Rensselaer County (1o.,,nussion Expires 11114120a7 Page 25 of 33 LIST OF SCHEDULES AND EXHIBITS APPENDIX A- DEFINITIONS SCHEDULE A- DESCRIPTION OF THE PROTECTED PROPERTY Page 26 of 33 APPENDIX A DEFINITIONS All-Terrain Vehicle(s) ("ATV(s)"): Any self-propelled vehicle that is designed and intended to be operated primarily on off-highway trails, and only incidentally operated on public highways, provided that such vehicle does not exceed seventy (70) inches in width or one thousand (1000) pounds dry weight or as otherwise defined in NYS law, rules or regulations. This definition shall not include a motorcycle or other two-wheeled vehicle, or a Snowmobile or other such self-propelled vehicle manufactured for off highway use on snow or ice and which uses an endless belt tread. Baseline_Document: A compilation of information that documents the current condition and conservation values of the property at the time a conservation easement is closed, generally including maps, photographs and a description of significant features. The report is used to monitor and enforce the easement and is signed by landowner and holder at the time of closing. Biological Assessment: An evaluation of the importance of specific areas within the Protected Property for biodiversity, particularly as it pertains to habitats and connectivity among habitats for rare species and Significant Natural Communities. Biological Diversity: The variety and abundance of life forms, processes, functions, and structures of plants, animals, and other living organisms, including the relative complexity of species, communities, gene pools, and ecosystems at spatial scales that range from local to regional to global. Building Footprint: The area in square feet measured from the exterior walls of a Structure, including the sum total of all floor areas, and including all attached covered porches and all other attached components with a roof or cover. Department: The New York State Department of Environmental Conservation, Ecological Processes: The interactions and relationships among living organisms and between living organisms and their abiotic environment. Grantee: The Party identified as Grantee in the preamble, its officials, employees, contractors, successors, assigns, authorized agents, personal representatives, tenants, and occupants, and where specifically set forth herein licensees and lessees of Grantee. Grantor: The owner(s) in fee simple of the real property that is subject to this Conservation Easement. The term "Grantor"shall include Grantor, its successors, heirs and assigns, and its authorized agents, personal representatives, tenants, occupants, contractors, and employees, and where specifically set forth herein, licensees and lessees of Grantor. Impervious: Resistant to penetration by moisture. Impervious materials include, but are Page 27 of 33 not limited to, pavement, asphalt, concrete, or other non-porous materials or surfaces used in the construction of roads, trails, parking lots, and other such ground surface improvements. Gravel roads shall not be considered to have an impervious surface. Mgghanized Aid: Non-motorized or motorized wheelchair, or other similar devices, such as a three-wheeled mobility device, designed solely for us by a mobility impaired person for locomotion that is suitable for indoor use in a pedestrian area as well as outdoor use by a person with a disability. Motor Vehicle: Passenger vehicles limited to passenger cars, motorcycles intended for highway use, Snowmobiles or trucks, powered by any means. For the purposes of this Conservation Easement, this definition specifically excludes All-Terrain Vehicles ("ATVs"), mobile homes, offroad motorbikes and motocross cycles. Motorized Equipment: Tractors, groomers, ATVs, Snowmobiles, motorboats, aircraft and other means of facilitating motorized access, as well as machines not designed for transporting people or for moving earth but incorporating a motor, engine, or other non- living power source to accomplish a task, such as but not limited to, saws, mowers, pumps, drills, and generators. Motorized Public Access: Entry upon the Protected Property, or a designated corridor (road or trail), by Motor Vehicles or Motorized Recreational Vehicles. motorized Recreational Vehicle: A motor vehicle manufactured primarily for recreational purposes, such as a snowmobile, and which may or may not be manufactured for use on public roads and highways. Natural Resource Value(s): Goods and services provided either directly or indirectly to humans by the biotic and abiotic environment, including components of the biotic and abiotic environment such as flora, fauna, soil, minerals, air and water; examples of which include clean air and water, scenic vistas, flood mitigation and control, pollution abatement, plant and wildlife habitat and genetic diversity. Natural -State: The approximate general condition of the Protected Property existing immediately prior to a breach of any term or condition of this Conservation Easement, giving due consideration to the impact of the normal effects of the passage of time; the results of natural forces such as wind, fire, earthquakes, landslides, lightning, floods, ice storms, or other acts of God; prior Forest Management Activities; and the Public Recreational Uses of the Protected Property. Non-Motorized Public Access: Entry upon the Protected Property, or a designated corridor (road or trail), by means other than Motor Vehicles, Motorized Recreational Vehicles, Motorized Equipment, or any vehicle or machine with a motor. Non-Motorized Public Access Corridor: A Public Access Corridor designated for Non-Motorized Public Access. Non-Native Species: Species of organisms that are not native to the region of New York Page 28 of 33 State, including living organisms introduced from outside their natural ranges. This definition shall also include genetically modified or genetically engineered organisms. Party/Parties- As defined in the preamble. Protected Property: The lands subject to this Conservation Easement, more particularly described in Schedule A. Public Hinhwav: A roadway maintained by the local town, county or state to provide passage by the public in motor vehicles. Public Access Corridor: A trail, road or corridor which provides the public with access to, over and across the Protected Property pursuant to the Recreation Management Plan for the Conservation Easement granted herein. Public Recreational Use(s): Those recreational uses of the Protected Property pursued by the public, as permitted and managed by Grantee, pursuant to the Recreation Management Plan for the Protected Property. Recreational Amenities: Any Structure or other improvement created, constructed, installed, and maintained for purposes related to the public access and Public Recreational Use of the Protected Property. Such amenities may include, but are not limited to, roads, trails, Parking Areas, signs, barriers, fences, gates, lean-tos or similar Structures intended to provide shelter, and outhouses. Recreation Management Plant Interim Recreation Management Plan: Written text, exhibits, maps, charts, diagrams, photographs, and similar materials and content that describe the location, extent, timing, cost, and other management variables and considerations related to the implementation of the Recreation Management Plan and other Affirmative Rights granted in this Conservation Easement for planned public access and Public Recreational Use of the Protected Property and installation and maintenance of Recreational Amenities on the Protected Property, as well as any updates and revisions of such Recreation Management Plan. Soil Produgtivity: The capacity of a soil for producing, hosting, or supporting a specific plant, succession of plants, or community of plants, or for providing Natural Resource Values. State: The State of New York Structure(s): For the purposes of this Conservation Easement, the term "Structure" shall be defined as broadly as possible, and shall include, but not be limited to, any building, facility, edifice, or man-made development of any kind or nature, whether permanent or temporary, including, but not limited to, buildings, Camps, cabins, lean- tos, towers, wind turbines, tanks, antennas, mobile homes, bridges, docks, utilities, fences, billboards, signs, sanitary facilities, or other man-made facilities or improvements; however, for the purposes of this Conservation Easement the term "Structure" shall specifically not include structures used in conjunction with Forest Page 29 of 33 Management Activities, permitted road construction and maintenance, including, without limitation, roads, culverts, and bridges or those structures such as tree stands or hunting/observation blinds associated with wildlife dependent recreation with an area less than 64 square feet. Subdivide: Subdivision: Any division of the Protected Property into two or more separate and distinctive lots, units or parcels, whether adjoining or not, for the purpose of sale or conveyance of a portion of the Protected Property to a separate owner. Trail: A hardened path with maintained clearances of 1.5 feet to 8 feet width and 10 feet to 12 feet height. Wetland: A surface depression that (1) is inundated or saturated by surface water or groundwater for significant periods of time; (2) supports a prevalence of vegetation typically adapted for life in saturated soil conditions; and (3) contains predominantly hydric soils. Wetlands shall include any "freshwater Wetland" as defined in section 24-0107 of the ECL; Wetlands under the jurisdiction of the Adirondack Park Agency, the United States Army Corps of Engineers, or any other government entity. Page 30 of 33 SCHEDULE A ALL that certain plot, piece or parcel of land, situate, lying and being at Bayview, in the Town of Southold, County of Suffolk, and State of New York, being more particularly bounded and described as follows: BEGINNING at a concrete monument on the southerly side of North Bayview Road where the same is intersected by the westerly boundary line of"Map of Seawood Acres- Section One (filed June 26,1956 as Map Number 2575), said point being distant 126.21 feet westerly as measured along the southerly side of North Bayview Road from the corner formed by the intersection of the westerly side of Seawood Drive with the southerly side of North Bayview Road; RUNNING THENCE from said point or place of beginning along said last mentioned map boundary line, South 25 degrees 55 minutes 40 seconds West, 618.54 feet to a concrete monument and the southerly boundary line of Lot 24 as shown on the above-mentioned map; THENCE along said last mentioned boundary line, South 64 degrees 04 minutes 20 seconds East, 136.19 feet to the westerly side of Seawood Drive; THENCE along the westerly side of Seawood Drive, South 16 degrees 03 minutes 40 seconds West, 50.75 feet to land now or formerly of Rebecca A. Douglass; THENCE along said last mentioned land, North 64 degrees 04 minutes 20 seconds West, 141.07 feet to a concrete monument; THENCE continuing along said last mentioned land, along land now or formerly of Diane Klein and along land now or formerly of Cardinal Family 2014 irrevocable Trust, South 21 degrees 33 minutes 20 seconds West, 299.71 feet to a concrete monument and land now or formerly of Blaise Napolitano; THENCE along said last mentioned land, South 39 degrees 34 minutes 50 seconds West, 102.60 feet to a concrete monument and land now or formerly of Victor Cierach; THENCE along said last mentioned land, along land now or formerly of Erkan Aydag and land now or formerly of Karl F. Clasing, South 26 degrees 39 minutes 00 seconds West, 300.00 feet; THENCE continuing along said last mentioned land of Clasing, South 63 degrees 21 minutes 00 seconds East, 125.00 feet to the westerly side of Seawood Drive; Page 31 of 33 THENCE along the westerly side of Seawood Drive, South 26 degrees 39 minutes 00 seconds West, 50.00 feet to the northerly boundary line of Lot 29 on "Map of Seawood Acres- Section One (filed June 26,1956 as Map Number 2575); THENCE along said last mentioned boundary line, North 63 degrees 21 minutes 00 seconds West, 126.50 feet; THENCE continuing along the westerly boundary line of said last mentioned map, South 26 degrees 39 minutes 00 seconds West, 417.13 feet to the northerly side of Midland Parkway; THENCE along the northerly side of Midland Parkway, North 71 degrees 03 minutes 40 seconds West, 28.19 feet to a concrete monument set on the westerly side of Midland Parkway; THENCE along the westerly side of Midland Parkway the following two (2) courses and distances: 1. South 27 degrees 43 minutes 10 seconds West, 312.15 feet; 2. South 24 degrees 46 minutes 40 seconds West, 1.63 feet to the northerly boundary line of land now or formerly of Robert Pomponio; THENCE along said last mentioned land and along land now or formerly of Mel Bochner, North 67 degrees 46 minutes 00 seconds West, 647.37 feet to concrete monument and land now or formerly of Peconic Land Trust; THENCE along said last mentioned land the following two (2) courses and distances: 1. North 27 degrees 19 minutes 20 seconds East, 770.40 feet; 2. North 59 degrees 59 minutes 40 seconds West, 50.61 feet to the easterly boundary line of Map of Leeward Acres at Bayview (fled June 4, 1971 as Map 5599); THENCE along said last mentioned map the following five (5) courses and distances:1. North 27 degrees 11 minutes 20 seconds East, 314.25 feet; 2. South 58 degrees 55 minutes 30 seconds East, 157.43 feet to a concrete monument; 3. North 24 degrees 42 minutes 10 seconds East, 552.17 feet to a concrete monument; 4. South 63 degrees 57 minutes 50 seconds East, 127.44 feet to a concrete monument; and 5. North 20 degrees 17 minutes 00 seconds East, 499.74 feet to a concrete monument set on the southerly side of North Bayview Road; THENCE along the southerly side of North Bayview Road the following two (2) courses and distances: 1. South 72 degrees 15 minutes 40 seconds East, 225.88 feet to a concrete monument; Page 32 of 33 2. South 72 degrees 01 minutes 30 seconds East, 273.03 feet to the concrete monument set at the point or place of BEGINNING. Containing 29.79 acres Page 33 of 33