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2042 N, Cou-ty Ro 5 105
a -92 N' Residential FLOOR PLAN
UNITS 1 & 2
SCTM 1000-045.00-02.00-010.005 DATE 140
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2042 N, County Rd Suite 105 020 Chapel Lane Gr—riport NY
Wagiing River NY 11792
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SITE PLAN USE DETERMINA71t-N
SOUTH OLD
Initial Determination BOARD
Gate sent:0 /..... _ ...m..
Date: .,03
Project Name:
Project. Address: __, t.._ ...._._. mQ . ?. _._.. . ....... ..-... .._.._w_ ._. _
( � Toning
Suffolk County Tax Map No.: 1QOCI-� -.�, .....w-.......w,__.....
Request: Le 1A i..zz,- n I 1.t _►'��. !I�l� �.._L .._. L� ..
(Note: Copy of Building Permit Application and supporting documentation as to proposed use or uses should
be submitted.
initial Determination as to whether use is permitted: `
initial Determination as to whether site plan is required
Signature o wilding Inspector
Planning Department (PT).) Referral:
P.D, pate Received: Date of Comment:go Vro
Comments: ► `� T
re
ACT
�1 Signature of Planning Dept, Staff Revie r
Final Determination C
Date:
Decision
Signature of Building Inspector
.., UVIIV�IVI� uumouumiummm�u�iimuwrr;Pr�
FOR INTERNAL USE ONLY
SOUTHOLD TOWN
PIANNING BOARD
initial Determination fm
8� u�
DateSent: ���
u�� /_��--�-���__
Date: _����_-/��-JL-/-o���
Project Name:
Project Address.Suffolk County Tax Map No., 1000--45 10. 5 Zoning District:
. Request:
(Note: Copy of Building Permit Application and supporting documentation as to proposed use or uses should
be submitted.)
Initial Determination astowhether use is permittedInitial Determination as to whether site plan is required:
Signature oViTi4ding Inspector
______________________________________________________________
P|anning Department (P.D] ReferraL
P.D. Date Received:
Date ofCononnent: _____�--__-�______
--_--_
Signature of Planning Dept. Staff Reviewer
Final Determination
Date: /__ .......
Signature of Building Inspector
v?
TOWN OF SOUT OLD BUILDI G DART
631-765-1802
INSPE%('�kTION
[ ] FOUNDATION 1 ST/ REBAR [ ] ROUGH PLBG.
[ ] FOUNDATION 2ND [ ] INSULATION/CAULKING
E ] FRAMING / STRAPPING [ ] F AL
[ ] FIREPLACE & CHIMNEY [ FIRE SAFETY INSPECTION
] FIRE.. RESISTANT CONSTRUCTION [ ] FIRE RESISTANT PENETRATION
] ECTRICAL (ROUGH) [ ELECTRICAL FI AL
CODE VIOLATION [ ] PRE C/O [ RENTAL
REMARKS:C►.:.orb: 01—v—
. �.....,.. , ,.� ..,...... I. ..... . . .... .
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DATE O INSPECTOR
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TOWN OF SOUTHOLD—BUILDING DEPARTMENT
., Town Hall Annex 54375 Main Road P. O. Box 1179 Southold,NY 11971-0959
Telephone 631 765-1802 Fax 631 765-9502 late:)s rw )Aw sout„
Date Received
APPLICATION FOR BUILDING PERMIT
For Office Use Only a,
GF
PERMIT NO, Building Inspector
Applications and forms must be filled out in their entirety. Incomplete
applications will not be accepted. Where the Applicant is not the owner,an
Owner's Authorization form(Page 2)shall be completed.
Date
OWNER(S)OF PROPERTY:-::;�_7 1 /-�� 2-- ' to a
Name: �~ / SCTM # 1000- 9
Project Address: - �CA7—
Phone#: _ Email
Mailing Address:
CONTACT PERSON:
Name:
Mailing Address:
Phone#: Email:
. �� -
DESIGN PROFESSIONAL INFORMATION:
Name: _. i.... _. _........
Mailing Address:
Phone#. _ Email. , .
CONTRACTOR INFORMATION:
Name: -� -
Mailing Address:
... _ �. J0 y
I .......
Phone#: ..�.._.�` "�t". � Emai„�: � ..
DESCRIPTION OF PROPOSED CONSTRUCTION
p Cost of Project:
❑NewStr Structure ❑Addi ion \Alt a"anon e �•alr ❑Demolition Estimated
❑Other - � _._...._ �.............� $
Will the lot be regraded? ❑Yes Vo �-Will excess fill be removed from premises? E]YesAZie
1
PROPERTY INFORMATION
Existing use of property: " " Intended use of property:
can or use disr,)v�hich miser is situated: Are there any covenants and restrictions with respect to
L this property? ❑YesIF YES, PROVIDE A COPY.
❑ GI12Ck SOX After Reading: The owner/contractor/design professional is responsible for all drainage and storm water issues as prodded by
Q+apter 236 of the Town Code.'APPUCA710N IS HEREBY MADE to the Building'Department for the issuance of a auilding Permit pursuant to the Building Zone
,,,,,, .,
Ordinance of the Town of Southold,Suffolk.County,New York and other applicahleLaws,Ordinances or'Regulations,for the construction of buildings,
additions,alterations or for removal or demolition as herein described.The appiicant agrees to comply with A applicable laws,ordinances,building code,
housing code and regulations and to admit authorized inspector.on premises and in buildings)for necessary inspections.False statements made herein are
punishable as a Class A misdemeanor pursuant to Section 210.45 of the New York State penal taw.
Application Submitted I (prin 4ame : uthorized Agent El Owner
Signature of Applicant: Date:
STATE OF NEW YORK)
COu TY OF
_ being duly sworn, deposes and says that (s)he is the applicant
(Na a of individual signing c ntract) above named,
(S)he is the m......
(Contractftpe'
nt, rporate Officer, etc.) _w_w
of said owner or owners, and is duly,a orm or have p cfermred the said work and to make and file this
application; that all statements contained in this application are tru ,t'o the best of his/her knowledge and belief; and
that the work will be performed in the manner set forth in the applicatibn.;ile therewith.
Sworn afore me this
Y of _ d 20� �w
otalliftbi#oblic-State 6Yor
No.Qi MA6 i4 0
Qualified in Suffolk unty
PROPERTY OWNE AUTHORIZATION commission Cxp.Cl2 1d21S
(Where the applicarit is not the owner)
1
residing at,._.. g
i
do hereby authorize to apply on
my behalf to the Tow Southold Building Department for approval as described ierei .
wner's Si nature to
P iint wrnier's ame
2
w
LIMITED LIABILITY
COMPANY
OPERATING AGREEMENT
GREENPORT GROUP LLC
TABLE OF CONTENTS
ARTICLE I
Definitions
page 1
ARTICLE II
Formation
Date Filed with Secretary of State
Name page 1
page 1
Principal Place of Business page 2
Registered Agent page 2
Agent for Process page 2
Date for Dissolution page 2
ARTICLE III
Members/Managers
Management Vested in Members
Names & Addresses of Members page 2
Voting For New members page 2
Allocation of Monies to New Members page 2
Books and Records page 2
Inspection of Books & Records page 2page 3
Personal Liability of Members page 3
Sale or Transfer of Assets page 3
Management Vested in Managers page 3
Names and Addresses of Managers page 3
Salary of Managers page 3
Election of Managers page 3
Tenure/Resignation/Removal of Managers page 4
Filling Vacancy of Manager page 4
Powers of Manager page 4
Rights of Members/Managers page 4
Managers of Liability for Breach of Duty page 4
Managers with Other Business Interests page 5
Members Right to Transfer His Interest page 5
Notice of Intention to Sell Interest page 6
Withdrawal of Member page 6
ARTICLE IV
Meetings
Annual and Special Meetings page 6
Written Notice of Meetings page 6
Quorum page 6
Vote by Proxy page 7
page 7
Consents in Writing page 7
Effectiveness of Written Consents Voting Trust Page 8
ARTICLE V
Money Matters
Capital Contribution page 8
Failure to Make Contribution page 8
Member Capital Account page 8
Members Return on Capital Contributions page 9
U n l a w f u 1 D i s t r i b u t i o n page 9
Basis of Allocation of Profit and Loss Tax page 9
Returns page 9
Method of Accounting page 10
Internal Revenue Code Elections page 10
Designation of Tax Matters Partner Page 10
ARTICLE VI
Dissolution
Events Causing Dissolution page 10
Vote Necessary to Bypass Dissolution page 11
Winding Up Affairs of Company page 11
Distribution of Assets of Company Piling page 11
of Certificate of Dissolution Effect of page 11
Liquidation on Members Return of Capital page 12
Contribution Page 12
ARTICLE VII
General Construction page 12
OPERATING AGREEMENT
This Agreement, dated August 13, 2003, by the undersigned
member, is hereby adopted as the written Operating Agreement of
GREENPORT GROUP LLC, and
WHEREAS, this agreement does not contain any provisions
inconsistent with the Articles of Organization of this Company, and
WHEREAS, the member who is the sole member of the said Limited
Liability Company wishes to se-' forth provisions relating to the
business of this limited liability company, the conduct of its affairs
and the rights, powers, preferences, limitations or responsibilities of
its members, managers, employees or agents, as the case may be,
NOW, THEREFORE, for good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, the
undersigned agree as follows:
ARTICLE 1
DEFINITIONS
1. Words and phrases set forth within this Operating Agreement
which relate to the business of this limited liability company or the
conduct of its affairs or the rights, powers, preferences, limitations
or responsibilities of its members, managers, employees, or agents,
as the case may be, or to any matter which this limited liability
company is required or has done under mandate of law or the fulfillment
of this Operating Agreement, shall be defined as it has been defined
in Section 102 of the New York Limited Liability Company'Law or
in other applicable statutes or rulings.
ARTICLE II
FORMATION
1 . The undersigned has authorized the formation of this limited
liability company by anIorganizer who prepared, executed and filed with
the New York Secretary of State, the Articles of Organization pursuant
to the New York Limited Liability Company Law, on the 19" day of
November, 1999.
2. The name of this Limited Liability Company is Greenport Group LLC.
3. The Company is formed for any lawful business purpose and
shall have all the powers set forth in Sec. 202 (a) -202 (q) of the New
York Limited Liability Company Law.
4 . The principal place of business of this Company shall be
located at 33 Fairbanks Blvd. Woodbury,NY 11797 in the County of
Nassau, New York.
5. The name and registered office address at the Registered
Agent of this Company is none .
6. The Secretary of State of New York is designated as agent of
this Company upon whom process against it may be served, and the post
office address to which the Secretary of State shall mail a copy of
such process against the Company served upon him is :
Matthew Solof
33 Fairbanks Blvd. Woodbury, New York 11797
7 . The company has no specific date of dissolution unless
sooner dissolved pursuant to this Agreement or pursuant to the
provisions of the New York Limited Liability Company Law.
ARTICLE III
MEMBERS/MANAGERS
1 . Unless specifically set forth otherwise in the Articles of
Organization or by amendment thereto, or by written Agreement of the
member, management of this Company shall be vested in the member, who
shall be subject to all of the rights, duties, privileges and
liabilities of Managers, as set forth in the New York Limited
Liability Company Law. Such member name and address shall be set forth
in the Books and Records of this Company.
2 . The vote of a majority in interest of the member entitled
to vote shall be required to admit a person as a new member and issue
such person a Membership Interest in this Company. Such new member
shall not be entitled to any retroactive allocation of income or
losses, or taxable deductions heretofore incurred by this Company.
3. This Company shall keep books and records pursuant to Sec.
1102 of the New York Limited Liability Company Lars, either in written
form or in other than written form if easily converted into such
written form within a reasonable time, Such books and records shall
be maintained on a cash basis pursuant to this Agreement, and the
Accounting Year of this Company shall end on
-5-
December 31.
Each member may inspect and copy, at his own expense, for
any purpose reasonably related to such member' s interest as a
member, the Articles of Organization, the Operating Agreement,
minutes of any meeting of members and all tax returns or financial
statements of the Company for the three years immediately preceding
his inspection, and other information regarding the affairs of this
Company as is just and reasonable
4 . No member shall be personally liable for any debts,
obligations or liabilities of this Company or of any other
member, solely by reason of his being a member of this Company, whether
such debt arose in contract, tort or otherwise. However, such member
shall be personally liable for the payment of his Capital.
Contribution or for any other matter which may be set forth in this
Operating Agreement . A member shall have the o ,tion to waive such
limitation of liability pursuant to Section 609 of the New York
Limited Liability Company Law and may be legally liable pursuant to
other applicable law in his capacity as a member.
5. The vote of at least two -thirds in interest of the members
entitled to vote thereon shall be required to approve thesale,
exchange, lease, mortgage, pledge or other transfer or disposition
or all or substantially all of the assets of this Company.
6. If the Articles of Organization or a written Agreement
entered into by the member, provided that the management of this
Company shall be vested in a manager or managers or class or classes
of managers, then the management of this Company shall be so vested
in accordance with the New York Limited Liability Company Law,
subject to any provision or the Articles of Organization or the
Operating Agreement and Section 419 of said New York Limited
Liability Company Law.
(a) The Names and Addresses of the manager or managers or class
or classes of managers are set forth in the Books and Records of this
Company. A manager may, but need not be, a member of this Company.
The salary of the manager shall be fixed by the vote or written
consent of at least the majority in interest of all members entitled
to vote thereon. Such salary as manager shall be separate and distinct
from any distributions made, should such manager be a member.
(b) Managers shall be elected by vote or written consent of at
least a majority in Interest of all members entitled to vote
-6-
thereon. The number of managers may be amended by vote or written
consent of at least two thirds in interest of all members entitled to
vote thereon.
(c) A Manager shall hold office until the next annual meeting
of members or until his earlier resignation or removal. Any manager
may resign at any time by the giving of written notice thereof to
this Company, provided however there is no violation of any provision
of the Operating Agreement or any provision of a contractual agreement
between this Company and the manager. The manager may be removed with
or without cause by a vote of majority in interest of the members
entitled to vote thereon. The removal or resignation of a manager
who is a member, does not affect in any way such manager's rights,
duties, privileges and obligations as a member nor does it constitute
a withdrawal as a member.
(d) Any vacancy occurring in the number of managers may be filled
by vote or written consent of at least a majority in interest of all
me_nbers entitled to vote thereon. Such newly elected manager shall
be elected'to serve the unexpired term of his predecessor. If the
number of managers is increased by amendment to this Operating
Agreement, then such new manager shall be elected by vote or written
consent of at least a majority in interest of all members entitled
to vote thereon.
(e) The manager shall have the power and authority on behalf
of this Company to do all things as set forth in Sec. 202 (a) - 202 (q)
of the New York Limited Liability Company Law.
(f) If the management of this Company is vested in a manager,
then no member, by reason of being a member, is an agent of this Company
for the purpose of its business unless authority has been delegated
to such member by the manager or by some other provision of this
Operating Agreement. If the management of this Company is vested in
the member, then every member is an agent of this Company for the
purpose of its business and the act of every member, including the
execution in the name of this Company of any instrument, for
apparently carrying on in the usual way the business of this Company,
shall bind this Company unless it is contrary to Sec. 412 of the New
York Limited Liability Law.
(g) The manager shall perform his duties as a manager in good
faith and with that degree of care which a reasonable and prudent
person in a like position would use under similar circumstances .
Each manager' s liability to this Company or to its members for
damages for any breach of duty in such capacity is eliminated,
except if there is a final judgment or
-7-
adjudication adverse to the manager that established that his acts
or omissions were in bad faith or involved intentional misconduct
or a knowing violation of law or that he personally gained in fact
a financial profit or other advantage to which he was not legally
entitled or that with respect to a distribution the subject of Sec.
508 (a) of the New York Limited Liability Company Law. There may not
be an elimination of liability for any act or omission committed
prior to the adoption by this Company of a provision eliminating
such liability.
(h) The manager shall not be required to manage this Company
as his sole business interest but may, without liability to this
Company or its member, be involved in the management of other entities
and activities which do not adversely affect his capacity to exercise
his obligations to this Company; nor shall this Company or its members
have any right to participate in such other business interests or
in income or profits therefrom,
8. Except as set forth in this Agreement, no member shall have the
unconditional right to give, sell, assign, pledge, hypothecate,
exchange or otherwise transfer to another, all or any part of his
Membership Interest in this Company. Prior to a member securing the
right to sell, assign, pledge, hypothecate, exchange or otherwise
transfer all or part of his membership Interest in this Company to
another, such member must secure from the members such consent by vote
or in writing of a majority in interest entitled to vote thereon, not
including the member seeking such right. Nothing herein shall be
deemed to prevent a member from granting an assignee the right to
become a member upon condition that Sec. 604 of the New York Limited
Liability Company Law is satisfied .
9. The member who desires to transfer his Membership Interest, shall
give written notification of proposed transfer to each of the other
members or to the Manager, as the case may be, of his intention to sell
his Membership Interest. Each other member shall have the right of
first refusal to purchase all of such Membership Interest upon such
terms and conditions as were set forth in the notification of
proposed transfer. Nothing herein shall be deemed to prevent all of
the remaining members, if they so desire, to accept the terms of the
notification of proposed transfer, in writing, on behalf of all of
such remaining members. The failure to respond to the member seeking
to transfer his Membership Interest within 30 days shall
result in the termination of such other member ' s right of first
refusal . Should such member or members desire to exercise their right
of first refusal on the terms set forth in the written notification
of transfer, then the time, place and date of closing as
..s-
designated by the members purchasing such Membership Interest shall
be within 90 days from the date of such written consent to exercise
such right of first refusal.
10 - A member may withdraw as, a member of this Company with the vote
or written consent of at least two-thirds in interest of the members,
other than the member who proposes to withdraw as a member unless
that member is the sole member of this Company. If such consent is
not given, a member may withdraw upon not less than six months prior
written notice to this Company, provided such withdrawal does not
bona
thiserating Agreement, the New York Limited Liability
pany Law or any other contractual obligation between such
proposed withdrawing member and this Company or its other members. Should
such breach occur, then the withdrawing member may be liable for
damages as a result thereof.
ARTICLE IV
MEETINGS
1 . This Company shall hold its annual meeting of members on
January 1 of each year or at such other time as shall be determined
by vote or written consent of membership interests, at 33 Fairbanks
Boulevard, Woodbury, New York 11797 or at such other place also
determined by vote or written consent of Membership Interests, for
the purpose of transacting such business as may come before such
meeting. Special Meetings may be called for any purpose by a manager
or any member or group of members holding not less than ten percent
of the Membership Interest.
2 . Whenever it is anticipated that members will be required
or permitted to take any action by vote at a meeting, written notice
shall be given stating the place, date and hour of 'the meeting, stating
the purpose of such meeting, and under whose direction such meeting
has been called. Such notice of meeting shall be 'given personally
or by first class mail, not less than ten nor, more than fifty, days
before the date of such meeting. Such notice of meeting need not
be given to any member who SUbmits a signed waiver of notice, in person
or by proxy, whether before or after the meeting.
3 . A majority in interest of the members, in person or by
proxy, entitled to vote shall constitute a, quorum at a meeting of
members for the transaction of any busiriess . The members pre,5ent,
despite not being a quorum, may adjourn the meeting. No not iceof
adjourned meeting is necessary if the time and place of the adjourned
meeting is announced at the meeting at which the adjournment is
taken. At a meeting in which a quorum is
-9-.
initially present, such quorum is not broken by the subsequent
withdrawal of any member, despite the fact that such withdrawal results
in less than a quorum being present and all votes taken are binding
upon the members of this Company. All acts at a meeting of members
at which a quorum is present, shall be the act of all the members and
be binding upon them, except such vote requires a greater proportion
or number of membership interests pursuant to the New York Limited
Liability Company Law, or the Articles of Organization or this
Agreement.
4 . A member may vote in person by proxy executed in writing
by a member. Every proxy so executed shall be revocable at the will
of the member. Such proxy shall automatically be revoked, if prior
to its use, the death or incompetence of the member occurred, and
notice of such death or adjudication or incompetence is received
by the Proxy Holder. A proxy is presumed to be revoked, whether
or not it is stated to be irrevocable, if the member who executed such
proxy, sells his Membership Interest prior to the date such proxy is
scheduled to be exercised.
5 . Whenever the members of this Company are required or
permitted to take any action by vote, such action may be taken without
a meeting, without prior notice and without a vote, if a consent or
consents in writing, setting forth the action so taken shall be signed
by the members who hold the voting interests having not less than the
minimum number of votes that would be necessary to authorize or take
such action at a meeting at which all of the members entitled to vote
therein were present and voted and shall be delivered to the office
of this Company, its principal place of business or a manager,
employee or agent of this Company. Delivery made to the office of
this Company shall be by hand or by certified or registered mail,
return receipt requested.
5. Every written consent shall bear the date of a
signature of each member who signs the consent, and no written consent
shall be effective to take action referred to therein unless, within
sixty days of the earliest dated consent delivered in the manner
required by this paragraph to this Company, written consents signed
by a sufficient number of members to take the actions are delivered
to the office of this company, its principal place of business or
a manager, employee or agent of this Company having custody of the
records of this Company. Delivery made to such office, principal
place of business, or manager, employee or agent shall be by hand or
by certified or registered mail, return receipt requested.
-110-
ARTICLE v
MONEY MATTERS
1. Each member of this Company shall contribute the amount
set forth under his name as set forth in the Books and Records of this
Company as the sole Capital Contribution to be made by him. Such
contribution may be in cash, property or services rendered or a
promissory note or other obligation to contribute cash or property
or to render services . The failure of a member to make any required
contribution shall be subject to any or all of the following
consequences at the option of a majority in interest of the remaining
members who shall be entitled to vote thereon.
a. Reduction or elimination of the defaulting member' s
interest; and/or
b. Subordination of the defaulting member Isinterest to that
of the non-defaulting members; and/or
C. Forced sale of the defaulting member' s interest; and/or
d. Forfeiture of the defaulting member' s interest; and/or
e. The lending by the other members of the amount
necessary to meet the defaulting member' s commitment; and/or
f. Any other reasonable and lawful method to rectify such
member ' s failure to meet his obligation.
2 . An Account denominated as a Member Capital Account
shall be maintained for each member. Each. Member Capital Account shall
be increased by the value of each Capital Contribution made by such
member, allocations to such member of the net profits and any other
allocations to such member of Income pursuant to the
Internal Revenue Code. Each Member Capital Account will be decreased
by the value of each distribution made to the member by this Company,
allocations to such member of net losses and other allocations to such
member pursuant to the Internal Revenue Code. Upon sale or transfer
by a member of his Membership Interest, such member's Member Capital
Account shall thereupon become the Member Capital Account of the new
member to whom such Membership Interest was sold or transferred in
accordance with Sec. 1. 704- 1 (b) (2) (iv) of the Treasury Regulations .
3. No member shall be responsible or liable to any other member for
the failure to maintain a positive balance in his Member Capital
Account, nor is he required to restore all or any part of a deficit
balance in such Member Capital Account. However, such Member Capital
Account must be maintained so as to comply with the provisions and
requirements of Sec. 704(b) of the Internal Revenue Code.
-ii-
4. Each member shall have equal rights or obligations as the case
may be, whether for the return of Capital Contributions made to this
Company or for Net Profits, Net Losses or for any distribution set
forth in law or in this Operating Agreement. However, any loan or
indebtedness owed to a member by this Company shall have priority
in payment over other distributions.
5. Any member who receives a distribution from this Company based
upon the value of his Capital Contribution and such member had no
knowledge that such distribution violated Sec. 508 (a) of the New
York Limited Liability Company Law, then and in that event, such
member shall have no liability to this Company or to its creditors
for such distribution. However, if such member knew or should have
known that such distribution was, at the time of such distribution,
contrary to such statute, then, in that evert, such member shall be
liable to this Company for the amount of such distribution.
6. No member shall receive from this Company any part or portion
of his Capital Contribution until all liabilities and debts of this
Company have been paid and there remains sufficient assets in this
Company sufficient to pay them, without placing the solvency of this
Company in a reasonably disabling position. .A statement from the
Company' s accountant to this effect shall be placed in the Books and
Records of this Company.
7 . The profits and losses of this Company and all other
distributions shall be allocated among the members on the basis of
the ratio of the monetary value of the Member Capital Account of each
member to the total value of all Member Capital Accounts in this
Company. All distributions to a member of this Company shall by offset
by any amounts owing to this Company by such member. No distributions
shall be made which render this Company insolvent .
8 . No member shall be entitled to interest on his Capita?_
Contribution nor is such member entitled as a matter of right, to a
return, in part or in whole, of his Capital Contribution,
notwithstanding anything to the contrary herein_
9. All necessary federal and state tax returns for this Company
shall be prepared and filed. Each member shall furnish any
information in his possession that may be necessary and pertinent to
the preparation of such returns.
10 . The Company shall :
1 . Adopt the calendar year as its Fiscal Year.
_1 .
2. Ado )t the cash basis as its method of accounting and
keep its books an records on such basis .
3. If a distribution as described in Sec. 734 of the
Intemal Revenue Code occLirs or if a sale or transfer of a Membership
Interest described in Sec. '743 of the Internal Revenue Code occurs, upon
the written reqUeet of any member, to elect to adjust the basis of the
property of the COnlpanypursuant to Sec. 754 of the InteMal Revenue
Code.
4 . Elect to amortize the organizational expenses of this
Company and the start-up costs of this Company under Sec. 195 of the
Internal Revenue Code ratably over a period of sixty months as
permitted by Sec. 709 (b) of the Internal Revenue Code.
5. To make any other election permitted by law that the
Manager or Members may deem appropriate and ill the best interest
of the members .
11. Neither this Company nor any member may make an election for the
Company to be excluded from the application of Subchapter K of
Chapter 1 of Subtitle A of the Ira temal Revenue Code or any similar
provisions of applicable state law, and no provisions of this
agreement shall be interpreted to authorize any such election.
12 . One member or one manager, as the case may be, shall be
designated as "tax matters Partner" of this Company pursuant to Sec.
6231 (a) (7) of the Internal Revenue Code. Any member or manager so
designated shall take all actions as may be necessary to cause each
other member to become a "notice partner" within the meaning of Sec.
6222 of the Internal Revenue Code.
ARTICLE VI
DISSOLUTION
1. This Company shall be dissolved and its affairs wound up upon
the first to occur of the following:
(a) The latest date on which this Company is to
dissolve, if any, as set forth in the Articles of Organization, or
by a judicial decree pursuant to Sec. 702 of the New York Limited
Liability Company Law.
(b) The vote or written consent of at least two-thirds in
interest of the members .
(c) The bankruptcy, death, dissolution, expulsion,
incapacity or withdrawal of any member or the occurrence of any other
event that terminates the continued membership of any member, unless
within six months after such event, this Company is continued either
by vote or written consent of a majority in interest of all the
remaining members .
2. Upon dissolution of this Company, the members or managers may,
in the name of and on behalf of this Company, prosecute and defend
suits, whether civil, criminal or administrative, settle and close
this Company' s business, dispose of and convey this Company' s
property, discharge this Company' s liabilities and distribute to the
members any remaining assets, all without affecting the liability
of each and every member.
3. Upon dissolution, the assets of this Company shall be
distributed as follows :
(a) To creditors, including members who are creditors, to
the extent permitted by law, in satisfaction of liabilities of this
Company, whether by payment or by establishment of adequate reserves,
other than liabilities for distributions to members under Sec. 507
or Sec. 509 of the New York Limited Liability Company Law.
(b) To members and former members in satisfaction of
liabilities for distribution under Sec. 507 or Sec. 509 of the New
York Limited Liability Company Law.
(c) To members first for the return of their
contributions, to the extent not previously returned, and second,
respecting their Membership Interests, in the proportions in which
the members share in distributions in accordance with Article V of
this Agreement .
4 . Within ninety days following the dissolution and the
commencement of winding up the affairs of this Company, or at any other
time there are no members, Articles of Dissolution shall be filed with
the Secretary of State of New York. Upon such filing of Articles
of Dissolution by the Secretary of the State of New York, the Articles
of Organization shall be deemed to be canceled.
5. Upon liquidation of this Company within the meaning of Sec.
1.704-1(b)(2)(ii)(g) Of the 'Treasury R.egtzlations, if any member has
a deficit Member Capital Account {after giving effedto all contributions,
distributions, allocations and other adjustments for all Fiscal
Years, including the Fiscal Year in which such
liquidation occurs) the member shall have no obligation to make any
Capital Contribution, and the negative balance of any Member Capital.
Account shall not be considered a debt owed by the member to this
Company or to and other person for any purpose .
6. If not otherwise provided by this Agreement and if permitted
by applicable law, upon dissolution, each member shall receive a return
of his Capital Contribution solely from the assets of this Company.
If, after payment or discharge of the debts and liabilities of this
Company, such assets are insufficient to return any Capital
Contribution of any member, such member shall have no recourse against
any other member.
ARTICLE VII
GENERAL CONSTRUCTION
1. When the masculine gender is used in this Agreement and when
required by the context, the same shall include the feminine and neuter
genders and vice versa. The plural shall include the singular and
the singular shall include the plural wherever appropriate.
2 . No failure of a member to exercise and no delay by a member in
exercising any right or remedy under this Agreement shall constitute
a waiver of such right or remedy. No waiver by a member of any such
right or remedy under this Agreement shall be effective unless made in
writing duly executed by all members and specifically referred to each
such right or remedy being waived.
3. This Agreement contains the entire agreement with respect to the
operation of this Company, and supersedes each and every course of
conduct previously pursued or consented to and each and every oral
agreement and representation previously made with respect thereto,
whether or not relied or acted upon. No amendment of this Agreement
shall be effective unless made in writing duly executed by all
members and specifically referring to each provision of this
Agreement being amended. No course of conduct or performance
subsequently pursued or acquiesced in and no oral agreement or
representation subsequently `Wade, by the members, whether or not
relied or acted upon, shall amend this Agreement or -impair or otherwise
affect any members' obligations, rights or remedies pursuant to this
Agreement.
4. Any notice, demand or other communication required or
permitted to be given pursuant to this Agreement or under the New York
Limited Liability Company Act shall have been sufficiently given for
all purposes, if given pursuant to the provisions of
-15-
this Agreement or as set forth in the New York Limited Liability
Company Act, as the case may be.
rN WITNESS WHEREOF, the persons signing t s Agreement below
conclusively evidence their agreement to the t of rma and conditions
this Agreement by so signing this Agreement
Matthew Solof, Sole Member
STATE tltEWYO g4.Cf C1dVTYOF � e � STATE:OF
On tha �� chA of ��� �� in Ituc year 1999. On the day or in the yeu ,.
before:=.the undersigned•personally appeared before me,the undersigned,personally appeared
AdLierwti, Solo1:
k
,personally known to me or proved to me on personally latown to me.or proved to me mt
the basis or satisfactory evidcrim to be the individual(s)whose .lot;basis to lie dot bndivi ltual(s)whose
narrsrts)it(Art)aubsc'noed to rf4vrahin smalr mutt and ackno q- An"(i)Is(ane)cub%ctibed to due withisr insfaumes w,md aucknosor,
edged Wta trot phut hcdd wmey executed the some m WSAM(46r +rdgad to me that)refahatahey executed the Same,in 140terAhvir
capacity(ics),and that by hl"OwAhtdr signattuefr)on the :apachyfita),and that 4 hisriaedttreo sign utt cis,)rpm the
arastrp .nL the tatdluw,tdtmrfla),�or the parncan,on baivahf of which the numinew,the indiv'iduatl(09 or tier ptt%*A w r bebiff of which kht
individual(s)acted,executed the instrument. ndividual(s)acted;exeemed the instrument
{aMithePollrra^i'ng;!dw.chnawdauagsrowtncYtultratractorW rmmatl
aad that said sotwsc'ribing witness mode such arppeaaa'rhet before
the undersigned in l}tt rux�+e'C d7aiAxr�fct�r'kaaa°'+ad tk Saaea
L" �.--r.-.^ wumn'ceailrt�cettyc xlmv=ItdBmret+v Nta1 "»
* . n
STATE OF COUNTY OF
s
On the day of in the year
before.nic,the ondersigr,.'d,a Nwary Public in and for said Stoic•
personally AppearedSTATE OF COUNTY OF �
.the On the day of in the yea?
e
subscribing wimcsq to the foregoing instrument,with wawa 1 am befo,•e me personally came M
personally acquainted.who,being by me duly sworn,did depose
and say that WsheAhey reside(%)in tome known,who.being by me duly sworn,did depose and say
that he resides at
(dtheplsteof;rrt. isknaaty,ilschAt vsuedandsImttnumtenfutia,dmeo�. that he is the
'Cr that heAhe hey krww(s) of
the corporation described in and which executed thti0fagoing
g to be the individual described in and who executed the foregoing instrument,that he kmma the seal of slid corporation; that the
.` instrument:that said subscribing wilntsr was present and saw said seal affixed to said Instrument is such corporaleseaq thatit was
so affixed by order of the board of directors of said corporation,
cxtsrutc the same;and that swd witness at the tame time subscribed •and that he signed h name dtemto by like ardor.
hisfhcrlthttr namc(s)ns a witness thefnp
luo nor 600.ina rr uvr smkna.kdg W rot n v*91 aswuxmMc NY SlAto
Wad than%aired s'ub c Nne,1,klmki m'urdc wCh agwpac'lonce od'mc
th¢n unO.igeo-cd kn the pirexx,m„n tau coact mr ahkwcm ywrtrpm¢rreat r�uMtr>Ftireaa9m and
star,haa¢n wawa a�xwaru¢eyr�ir xrBbSw pW.wr aNa presn+5 rwu�+rcaC,uany
` fir, t, District 1000
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' arl�t�lin ant) iiM p Dent SEC 10"' 045.00
WITH COVENANT,vCANST GRANTOR'S ACTS BLOCK 02.00
TITLE No LC? 010.005 `
ram„-, r w
COUNTY ORTowit SUFFOLK
, I ADRMM1��, STRFS.TADDRESS Chapel ]litre, GreerlPorto NY
TO
GREMPORr GROUP, LLC.
Recorded at Request of STEWART TITLE"
RETURN BY h AILTO _..
._....ww.....� ....._.......,..,......».....,....,_..:pur.ihwed bt- .,.....,. .EW7.5 P. XRMIN r HS4.
ST-E— 7AWr TITLE' Baysi e, N Blvd., suite zos
$aysiae, NY ,�30�
1NSIJRANCE COMPANY
354 FAA V,AV tp'd U$
NEW yoRx„lbw YORK 10171,
�,� ,5oarrfry rl fa+aana¢w� .2@)9«Y•att?a k'aelN'.Y 48#-It}J I
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is
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'* •NY2c05 —8ngaU.4 Sak Drrd,wM A--hdiW-1 Ciwp+rs:;-!Sing!c SAap
CONSULT YOUR LAWYER BEFORE SIONINGTHIS 1NSTRUTAENT—THIS INSTRUMENT SHOULD SE USED BY LAWYERS ONLY.
pp
THIS INDENTURE"made the 1 9th day of in the year 1999
BETWEEN ADRIENNE 5OIDF
33 Fairbanks Boulevard
Woodbury, New York 11797
t
party of the first pan,and
GREENPORT GROUP, LLC.
P. O. Box 136 --s
Woodbury, New York 11797
party of the second parL,
WITNESSETH,that the party of the first part,in consideration Of
TEN----------------_--�--------_---�-----�---__-----__ {$10.001 dollars
by the party of the second part.doeshereby grant and release unto the party of the second part,the heim or successors and
assigns of the party of the second part forever,
ALL that certain plot,piece or parcel of land,a ith the buildings and impro:ements thereon armed,si wade.lying and bcmg
in the
See Schedule attached hereto and made a part hereof_
t
1"t3CiE"l°'HBR with ail dgtat.MBe aoxrdi+tterest,ifucy.of Ilrc gwarty or the brat p;ua in"wlak9 rtu"any,ucw+ls,°end rwr.rdr abotrraay„idrr a8arwyw^
described p enises to time center farms thortof,'TO aVIIER with dw aPPulletUMM and a@I the cr142te"Ltd" K of 11w patty of
6,itc first part in and to sod ernisest TO HAVE AND TO IjOLD the prC m"rscs hcrvn ptawnaed unto dw Part y or tlm Sca^ax"I pan'
Um heirs or sucet.ssctrs and assigns Of the MY of thes4r0i6d part l'otevcr.
AND Me parry critic first raft cDvcD2nis that trio party of the first perm has 001 moue 0 sulftstxra trrirGl,rng wvri retry tlwua sar l
prernrses have haven earorwrRa�'t in any�auy�llaur+arf,c+,ccp�rot ras rdrxra,alcG,
AND the party of the first porn,in corulrl'it"Itc with«",tads 11 of the Lrvri l a w,wtavermwarw that tltc twat ly arf ahr:Per R ltftrt ww'^itll
receive the nsideradrart arm dai&conveyance and will hold the light try tcceivC sores cwa!a6d ear rune as a Nusc ftrrul to&� pplicd
agut for dto purpo zu ul'p�,prarS sera�nr a ",*W W- to rfKr r"nwens M raf Ow cost of the
itaproverrmnl bc(one using any punt,of the total era the sans for any othc(pts"S"I'Twe wroul-party"rhal l be construed as if it
read"pardes"whenever the ortse of IhL%iandentara so tvluires,
IN WITNESS WHEREOF,the parry of the first part has duly executed this deed the Clay and year first::bore wthiell.
7
IN PRESENCE OF:
�- 7����//�� 'Y�'L�YL -Adrienne._Solo.f
ALL
LL that certain p'lot
piece o arcel of land, situate, lying and being at
Gretnpox ,, in the �' o" of EouthJd, County of Suffolk and State of New York,
►eih ]pounded and described as i6liows:
�B GINNIING at the corner formed by the intersection of the northerly line of
`min Road (New York State Route 25) with the easterly side of Chapel Lane;
R NG THENCE along the easterly side of Chapel Lane the following three (3)
bourses and distance:
1) North 34 degrees 49 minutes oo seconds Best, 665..20 feet,
:2) North 15 dagrees 25 minutes 20 Seconds West, 532.19 feett;•
3) No 16 degrees s, g minutes-:50 sieconds West; 806.79 feet, to the
southerly =side of diddle Road (County Road, i7) ;
RUNN"lNG THENCE North 50 degrees 15 minutes 07 seconds EAst and .along the
southerry side of Middle Road, 27 feet,;
RUNNING THENCE still along the southerly side of Middle Road the arc of a
curve bearing to the left, having a radius of 749.20 feet, a distance of
3`30.76 feet, to land of Eastern Suffolk Nursing Home;
RUNNING THENCE along said last mentioned land the following three courses and
-distance; -
1) South 65 degrees 57 minutes 10 seconds East, 40o.01 feet;
2) North 24 degrees 02 minutes 50 seconds East, 390 feet and;
3) North 65 degrees 57 minutes 10 seconds West, 400 feet, to the southerly
side of Middle Road;
RUNNING THENCE along the southerly side of Middle Road North 24 degrees 02
minutes 50 seconds East, 50 feet to a point;
RUNNING THENCE South 65 degrees 57 minutes 10 seconds East 460.05 feet, to a
point,
RUNNING THENCE South 6 degrees 06 minutes 30 seconds West, 448.87 feet to a
point;
RUNNING THENCE South 53 degrees 57 minutes 00 seconds East, 1068.51 feet,
to a point;
RUNNING THENCE South 79 degrees 01 minutes 00 seconds East, 232.89 feet, to
the northerly line of Main Road (New York State Route 25) ;
RUNNING THENCE South 72 degrees 03 minutes 30 seconds west and along said
northerly line of said Main Road, 157. 55 feet, to a point;
RUNNING THENCl: South 38 degrees 32 minutes 30 seconds West and still along
Said northerly line of said Main Road, 21.24 feet, to land formerly of
Lillian S. Pall
RUNNING THENCE along said last mentioned land the following three courses and
distance:
1) North 53 degrees 57 minutes oo <,econr3 - wvs�t, 491. 37 fcct,
2) South 38 degrees 32 minutes 3o seconds West, 284 . 12 feet, to a point,
3) southerly along the westerly side of said )and of Tillian S. Pell ,
491.42 feet, to the northe r-.l y l i l)e of said Main Road :
r o-
;setie.41ule A continued. . . .
RUNNING 'THENCE Westerly along said Hain Road, 50,06 feet, to the easterly
line, of- the property occupied by 5t. Peter's Lutheran Church;
R INa THENCE Northerly .along said easterly line of the property occupied
by St. Peter's Lutheran Church, 491.42 feet, to a point;
RU,NNXNG THENCE South .38 dg. ree.s 32 minutes 30 seconds West, 274.98 feet, to
hind nowor formerly of Wi liam H. Price;
RUNNING THENCE South 24 degrees 37 minutes 00 seconds East and along the
w:este `l line of land no or formerly of William H. Price, 550,.12 feet, to
the no4hearly line of said stain coed; and
RUNNING THENCE South 38 degrees 32 minutes 30 seconds Nest and along the
n6it erly lime of said Main Road, 269.59 feet, to a point in the hortherly
line of said gain Road; and
RUNNING "THENCE south 43 degrees 32 minutes 04 seconds West and still along
the noirtnerly line of said Main Road, 340.35 feet, to the corner aforesaid,
at the point or place of BEGINNING;
Excepting thereform the following decribed parcel:
ALI, that certain plot, piece or parcel of land being at Greenpoint, Town of
Southold, County of Suffolk and State of New York more particularly bounded
and described as follows:
BEGINNING at a point where the north easterly side of chapel. Lane intersects
the easterly side of Middle Rflad, County Road 25 fNorth Road.) , running then
from said point of beginnin along the easterly side of Middle Road the
following two courses and distance;
1) North 50 degrees 15 minutes 7 seconds East 27 feet;
2) RUNNING THENCE along a curve bearing to the left having a radius of
749.2.0 feet a distance of 338.75 feet to land now or• formerly of Abraham
Shames.
RUNNING THENCE along land of Abraham Shame and others the following three
courses:
1) South 65 degrees 57 minutes 10 seconds East 400.01 feet;
2) North 24 degrees 02 minutes 50 seconds East 390 feet;
3) north 65 degrees 57 minutes 10 seconds West 400 feet to the easterly side
of Middle Road,#
RUNNING THENCE along the easterly side of Middle Road, North 24 degrees 02
minutes 50 seconds East 50 feet to land now or formerly of John Siolas and
Catherine Tsounis;
RUNNING THENCE along Said land of John Siolas and Catherine Tsounis South 65
degrees 57 minutes 10 seconds East 460.05 feet;
RUNNING THENCE South 06 degrees Obi minutes 30 seconds West 448.87 feet;
RU14NING THENCE North 69 degrnea. 41 minutes 22 seconds East 155 feet;
RUNNING THENCE SoUtb 53 degrees 18 minutes 38 seconds West 136. 03 feet ;
120
schedule A contined. . . : .
RUnN NG':'1H NCE South 23 degrees 34 minutes 21 seconds. West 325.54 feet;
-
RUN TNG: THENCE North 66 degrees 25 minutes 39 seconds !West 71..79 feet;
RUNNING THENCE :South 73 degrees 10 minutes 10 seconds Nest 240.61 feet to
the northoapterly side of Chapel lAne;
' ,' lim TH90CE along the northeasterly side of Chapel Lane North 16 deg gees
4 minutes 0 seconds West 328.32 feet try the point of place of beginning,
those sremises as outlined and shown as a portion of
e,d to be th .
and intended f
e
in ,.
g
the map prepared by Holzmock r, McLendon and Murrell, P.C. Gated March of
1993.
Reserving,, however, to the ! arty Vf3rty of the first part it's successors, heirs
and designs the right to maintain, install, repair, replace, and otherwise
service fh2e usual public utility easements including but not limited to
so:�rer, grater, telephone, cable, electricity an gas over, under, alone} and
1lroragh and, as necessary above a parcel app oao mately 44b feet in with
a l °c Bing- 'the pr+euises noa r or fo'raaiaily o rn4d by Abraham Shames and more
paticula: ly described as follows:
EGTNNI2�G at a mint on the easterly side of Niddle Road, County Road 25
( orth•Road) which point marks the point of intersection of the bundary line
between lands now or formerly of San Simeon Retirement Community Inc. and
Abraham shames and others;
RUNNING THENCE from said point of beginning along now or formally of Shames
South'- 5 degrees 57 minutes to seconds East 400.01 feet;
RUNNIf,G THENCE South 53 degrees 1B minutes 38 seconds west 45.85 feet;
RUNNING THENCE North £5 degrees 5V minutes 10 seconds West 420.91 feet to
the easterly side of Middle Road;
RUNNING THENCE along the easterly side of Middle Road in a northerly
direction along the arc of the curvy: bearing to the left having a radius oC
749 .20 feet a distance of 40.02 feet to the point or place of BEGINNING.
a
Suffolk County f)ept of
Labor.Licensing&Consumer Affairs
HOME IMPROVEMENT LICENSE
Name
ANTHONY J ROVATSOS
USiness Warne
ttuis akrtmkes that the AJR CONSTRUCTION
beaaa;r is rftrgy licensed CORP
by arse Count),of suffotk License Number HI-63921
Issued: 07/07/2020
Expires: 07/01/2026
C1Pr4n"Bt s6oner
of a olk Co my
Thislicense is the property ConsuMer Affair'
�epartanent of Labor„Licensing
os ss a°yso Cr%thws tat wisp tdsst nott,�tuwararvtee its v06u of
"'0 Additional Business Marne
License Category
H1-GC