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HomeMy WebLinkAboutDemchak, Maria & Michael (2) MELISSA A. SPIRO LAND PRESERVATION COORDINATOR melissa,spiro@ town.southold.ny.us Telephone (631) 765-5711 Facsimile (63 l) 765-6640 OFFICE LOCATION: Town Hall Annex 54375 State Route 25 (comer of Main Road & Youngs Avenue) Southold, New York MAILING ADDRESS: P.O. Box 1179 Southold, NY 11971-0959 DEPARTMENT OF LAND PRESERVATION TOWN OF SOUTHOLD To; From: Date: Re: Elizabeth A. Neville Town Clerk Melanie Doroski Sr. Administrative Assistant January 25, 2011 DEMCHAK to TOWN OF SOUTHOLD Development Rights Easement - 26.6717 acres Parts of SCTM #1000-84-1-11 & 12.1 Location: 14380 Oregon Rd & 22869 CR 48, Cutchogue Betty: Enclosed for safekeeping in your office, please find the following documents: · Suffolk County Clerk Records Office Recording Page · Suffolk County Recording & Endorsement Page · Original Grant of Development Rights Easement dated December 8, 201~, between Maria Demchak and Michael Demchak and the Town of Southold, recorded in the Suffolk County Clerk's office on 12/23/2010, in Liber D00012646 at Page 798 · Original title insurance policy #O-8911-556610 issued by Stewart Title Insurance Company on December 8, 2010 in the insured amount of $1,733,661.00 (title #ST10-07862) · Closing Statement Thank you. Melanie encs. cc: Assessors w/copy of recorded easement & survey print SUFFOLK COUNTY CLERK RECORDS OFFICE RECORDING PAGE Tl~oe of Instrument: EASEMENT N~m~er of Pages: 29 Receipt Number : 10-0148160 TRANSFER TAX NUMBER: 10-10870 District: 1000 Deed Amount: Recorded: At: LIBER: PAGE: Section: Block: 084.00 01.00 EXAMINED AND CHARGED AS FOLLOWS $1,733,660.50 12/23/2010 11:50:16 AM D00012646 798 Lot: 011.002 Received the Following Fees For Above Instrument Exempt Page/Filing $145.00 NO Handling COE $5.00 NO NYS SRCHG TP-584 $5.00 NO Notation Cert. Copies $18.85 NO RPT Transfer tax $0.00 NO Comm. Pres Fees Paid TRANSFER TAX NUMBER: 10-10870 THIS PAGE IS A PART OF THE INSTRUMENT THIS IS NOT A BILL Exempt $20.00 NO $15.00 NO $0.00 NO $50.00 NO $0.00 NO $258.85 JUDITH A. PASCALE County Clerk, Suffolk County JAN 24 2011 J DEPT. OF LAND PRESE~VATtgN Number of pages This document will be public record. Please remove all Social Security Numbers prior tO recording. Deed / Mortgage Instrument 31 Page / Filing Fee Handling 20. 00 Notation EA-52 17 (County) . EA-5217 (St0te) ) R.P.T.S .A. ' Comm, o%g~/' 5. 00 NYS Surcharge 15. 00 Other Real Property Tax Service Agency RECORDED 20t0 Dec 23 li:50:16 JUDITH g. PASCALE CLERK OF SUFFOLK COUtffV L D00012646 P 795 DT~ I0-10570 Sub Total Deed / Mortgage Tax Stamp Sub Total Grand Total ~ 10028091 looo oe4oo oloo 011002 1000 00400 0100 012004 Reco[ding / Filing Stamps Mortgage Amt. 1. Basic Tax 2. Additional Tax Sub Total Spec./Assit. or Spec./Add. TOT. MTG. TAX Dual Town Dual County Held for Appointmel~5' Transfer Tax '~ / Mansion Tax The property covered by this mortgage is or will be imprOved by a one or two family dwelling only. YES or NO If NO, see appropriate tax clause on 5 Community PreserVation Fund oo , d r. on CPF Tax Due $ VerifiCation Improved ? Satisfactions/Discharges/Releases List Property Owners Mailing Address I · RECORD & RETURN TO: Vacant TD Mail to: dudith A. ~ascale, Suffolk County Clerk ]~ff Title Company ~formation 310 Center Drive, Riverhead, NY 11901 me ~ ~tr~ www. suffolkcou ntyny, gov/clerk ~ ~T/O- ~ Suffolk County Recording & Endorsement Page This page forms pm't of the attached The premises herein is situated in SUFFOLK COUNTY, NEW YORK. made by: TO In the TOWN of In the VILLAGE or HAMLET of If the document you've just recorded is your SATISFACTION OF MORTi~A(~F, the following: ' please be aware of If a portion of your monthly mortgage payment included your property taxes, * n.E~It-Y/IIJ.~E2I~ contact your local Town Tax Receixrer so that you may be billed directly for all future oro~)ertg t~ statements. . Local property taxes are payable twice a year: on or befoi-e January 10~ and on or before May 31,t. Failure to make paymefit§ in a timely fashion e0uld result in a penalty. Please contact your ioeal Town Tax Receiver witli any question~ regarding property tax payment. Babylon Town Recei~rer of Taxes 200 .asi glghw y North Llndenhurst, N.Y. 11757 (631) 957-3004 Rlverhead ToWn i~eCei{re~ of T~Xes 200 Howell Avenue Rlverhead, N.Y. 11901 (631) 727-3200 Brook_haven Town Receiver of Taxes One independence Hill Farmingvllle, N.Y. 11738 (631) 451-9009 Shelter Island Town Receiver of Taxes Shelter Island To~v~ Hall Shelter Island, N.Y. 11964 (631) 749-3338 East Hampton Town Receiver of Taxes 300 Pantigo Place East Hampton, N.Y. 11937 (631) 324-2770 Smithtown Town Receiver of Taxes 99 West Main Street Smithtown, N.Y. 11787 (631) 360-7610 Huntington Town Receiver of Taxes 100 Main Street Huntington, N.Y. 11743 {631) 351-3217 Southampton Town Receiver of Taxes 116 Hampton Road Southampton, N.Y. 11968 (631) 283-6514 Isllp Town Receiver of Taxes 40 Nassau Avenue Isllp, N.Y. 11751 (631) 224-5580 Southold Town Receiver of Taxes 53095 Main Street Southold, N.Y. 11971 (631) 765-1803 Sincerely, Judith A. Pascale Suffolk County Clerk /0o GRANT OF DEVELOPMENT RIGHTS EASEMENT THIS GRANT OF DEVELOPMENT RIGHTS EASEMENT, is made on the ~,~b day of December, 2010 at Southold, New York. The parties are MARIA DEMCHAK and MICHAEL DEMCHAK, 3206 Carnoustie Court, Riverhead, New York 11901 (herein collectively called "Grantor"), and the TOWN OF SOUTHOLD, a municipal corporation, having its principal office at 53095 Main Road, P.O. Box 1179, Southold, New York 11971 (herein called "Grantee") and the United States of America ("United States") by and through the United States Department of Agriculture ("USDA") Natural Resources Conservation Service ("NRCS") acting on behalf of the Commodity Credit Corporation, as its interest appears herein. INTRODUCTION WHEREAS, Grantor is the owner in fee simple of certain real property located in the Town of Southold, Suffolk County, New York, identified as part of SCTM #1000-84-1-11 and part of SC'TM #1000- 84-1-12,1, more fully described in SCHEDULE "A" attached hereto and made a part hereof and hereinafter referred to as the "Property" and shown on the survey prepared by Young & Young, dated November 16, 2010 (a reduced copy of which is attached hereto and made a part hereof and hereinafter referred to as the "Survey"); and WHEREAS, the Property is located in the A-C Zoning District of the Town of Southold; and WHEREAS, the Property contains soils classified as Class T and Class II worthy of conservation as identified by the United States Department of Agriculture, Natural Resources Conservation Service's (formerly the Soil Conservation Service) Soil Survey of Suffolk County, New York; and WHEREAS, The Federal Farm and Ranch Lands Protection Program's purpose is to assist in the purchase of conservation easements on land with prime, unique, or other productive soil for the purpose of protecting topsoil from conversion to nonagricultural uses (16 U.S.C. 3838h and 3838i). Under the authority of the Farm and Ranch Lands Protection Program, the United States Department of Agriculture Natural Resources Conservation Service (hereinafter the "United States" or "NRCS") acting on behalf of the Commodity Credit Corporation, has provided EIGHT HUNDRED SEVENTY THOUSAND AND 00/100 DOLLARS ($870,000.00) to the Grantee for the acquisition of this Easement, entitling the United States to the rights identified herein. WHEREAS, the Property is part of the New York State Agricultural District #1, and the Grantor wishes to continue using the Property for agricultural production as defined in this Easement; and WHEREAS, the Property is currently used as sod crop in rotation with other specialty crops; and WHEREAS, it is the policy of the Town of Southold (the "Town"), as articulated in the Town's Master Plan of 1973, amended in 1986 and 1989 as adopted by the Town Board, Town of Southold, and §272-a of the New York State Town Law ("Town Law") to protect environmentally sensitive areas, preserve prime agricultural soils, to protect the scenic, open space character of the Town and to protect the Town's resort and agricultural economy; and WHEREAS, the Property in its present scenic and agricultural condition has substantial and significant value as an aesthetic and agricultural resource since it has not been subject to any development; and WHEREAS, Grantor and Grantee recognize the value and special character of the region in which the Property is located, and Grantor and Grantee have, in common, the purpose and objective of protecting and conserving the present state and inherent, tangible and intangible values of the Property as an aesthetic, natural, scenic and agricultural resource; and WHEREAS, Grantee has determined it to be desirable and beneficial and has requested Grantor, for itself and its successors and assigns, to grant a Development Rights Easement to Grantee in order to restrict the further development of the Property while permitting compatible uses thereof; NOW THEREFORE, in consideration of ONE MILLTON SEVEN HUNDRED TH][RTY-THREE THOUSAND STX HUNDRED SIXTY AND 50/100 DOLLARS ($1,733,660.50) and other good and valuable consideration paid to the Grantor, the receipt of which is hereby acknowledged, the Grantor does hereby grant, transfer, bargain, sell and convey to the Grantee a Development Rights Easement, in gross, 2 which shall be binding upon and shall restrict the premises shown and designated as the Property herein, more particularly bounded and described on Schedule "A" annexed hereto and made a part of this instrument. TO HAVEAND TO HOLD said Development Rights Easement and the rights and interests in connection with it and as hereinafter set forth with respect to the Property unto the Grantee, its successors and assigns forever, reserving, however, for the direct use and benefit of the Grantor, its legal representatives, successors and assigns, the exclusive right of occupancy and of use of the Property, subject to the limitations, conditions, covenants, agreements, provisions and use restrictions hereinafter set forth, which shall constitute and shall be servitudes upon and with respect to the Property. The Grantor, for itself, and for and on behalf of its legal representatives, successors and assigns, hereby covenants and agrees as follows: 0.01 Grantor's Warranty Grantor warrants and represents to the Grantee that Grantor is the owner of the Property described in Schedule "A", free of any mortgages or liens, as set forth in Stewart Title ]nsurance Company Title Report No. ST10-07862 and possesses the right to grant this easement. 0.02 Grantee's Status Grantee warrants and represents to Grantor that Grantee is a municipal corporation organized and existing under the laws of the State of New York State and is authorized under §64 of Town Law and §247 of the New York State General Municipal Law ("General Municipal Law") to acquire fee title or lesser interests in land, including development rights, easements, covenants, and other contractual rights which may be necessary or desirable for the preservation and retention of agricultural lands, open spaces and natural or scenic resources. 0.03 Purpose The parties recognize the environmental, natural, scenic, conservation and agricultural values of the Property and have the common purpose of preserving these values by limiting nonagricultural 3 uses of the Property. This instrument is intended to convey a Development Rights Easement on the Property by Grantor to Grantee, exclusively for the purpose of preserving its character in perpetuity for its environmental, scenic, agricultural, conservation and natural values by preventing the use or development of the Property for any purpose or in any manner contrary to the provisions hereof, in furtherance of federal, New York State and local conservation policies. 0.04 Governmental Recoqnition New York State has recognized the importance of private efforts to preserve rural land in a scenic, natural, and open condition through conservation restrictions by the enactment of General Municipal Law §247. Similar recognition by the federal government includes §170(h) of the Tnternal Revenue Code ("iRC") and other federal statutes. 0.05 Documentation Grantee acknowledges by acceptance of this Development Rights Easement that present uses of the Property are compatible with the purposes of this Easement. Tn order to aid in identifying and documenting the present condition of the Property's natural, scenic, conservation, agricultural, and aesthetic resources and otherwise to aid in identifying and documenting the Property's agricultural values as of the date hereof, to assist Grantor and Grantee with monitoring the uses and activities on the Property and ensuring compliance with the terms hereof, Grantee has prepared, with Grantor's cooperation, an inventory of the Property's relevant features and conditions (the "Baseline Documentation"). This Baseline Documentation includes, but need not be limited to, a survey dated November 16, 2010 prepared by Young & Young, and a Phase 1 Environmental Site Assessment dated May 26, 2010 by Cashin Associates, P.C. Grantor and Grantee acknowledge and agree that in the event a controversy arises with respect to the nature and extent of the Grantor's uses of the Property or its physical condition as of the date hereof, the parties shall not be foreclosed from utilizing any other relevant or material documents, surveys, reports, photographs or other evidence to assist in the resolution of the controversy. 0.06 Recitation in consideration of the previously recited facts, mutual promises, undertakings, and forbearances contained in this 4 Development Rights Easement, the parties agree upon its provisions, intending to be bound by it. ARTTCLE ONE THE EASEMENT 1,01 Type This instrument conveys a Development Rights Easement (herein called the "Easement"). This Easement shall consist of the limitations, agreements, covenants, use restrictions, rights, terms, and conditions recited herein. Reference to this "Easement" or its "provisions" shall include any and all of those limitations, covenants, use restrictions, rights, terms and conditions. 1.02 Definitions "Development Rights" shall mean the permanent legal interest and right to prohibit or restrict the use of the Property for uses or purposes consistent with the terms of this Easement, including agricultural production as that term is presently referenced in §247 of the General Municipal Law and/or defined in Chapter 70 of the Town Code of the Town of Southold (the "Town Code" or "Code") now or as Chapter 70 may be amended and including the production of crops, livestock and livestock products as defined in §301(2)(a)-(j) of the New York State Agriculture and Markets Law ("Agriculture and Markets Law"), now or as §301(2)(a)-(j) may be amended, provided said amended provisions are inherently similar in nature to those crops, livestock and livestock products included as of the date of this Easement. No future restrictions in said laws and/or Code or limitation in the definitions set forth in said laws and/or Code shall preclude a use that is permitted under the current law and/or Code. "]mprovement" shall mean any addition to raw land, such as structures, fences, wells or drainage. "Riding Academy" shall mean a business use of a lot for any of the following purposes: the letting of horses for hire to individuals or groups whether supervised or unsupervised, horseback riding instruction or the holding of horse shows or other equine events. "Structure" shall mean anything constructed or erected on or under the ground or upon another structure or building, including walkways. Structures shall not include trellis, posts and wiring, farm irrigation systems, nursery mats, or fencing necessary for agricultural operations or to mark the boundaries of the Property, including without limitation fencing to keep out predator animals, including deer. Approvals for those items listed in the preceding sentence shall be as required by applicable provisions of the Town Code. 1.03 Duration This Easement shall be a burden upon and run with the Property in perpetuity. 1.04 Effect This Easement shall run with the Property as an incorporeal interest in the Property, and shall extend to and be binding upon Grantor, Grantor's agents, tenants, occupants, heirs, personal representatives, successors and assigns, and all other individuals and entities and provides Grantee with the right to administer, manage and enforce the Easement as provided herein. The word "Grantor" when used herein shall include all of those persons or entities. Any rights, obligations, and interests herein granted to Grantor and/or Grantee shall also be deemed granted to each and every one of its subsequent agents, successors, and assigns, and the word "Grantor and/or Grantee" when used herein shall include all of those persons or entities. ARTICLE TWO SALE GRANTOR, for ONE MILLION SEVEN HUNDRED THIRTY-THREE THOUSAND SIX HUNDRED SIXTY AND 50/100 DOLLARS ($1,733,660.50) good and valuable consideration, hereby grants, releases, and conveys to Grantee this Easement, in perpetuity, together with all rights to enforce it. Grantee hereby accepts this Easement in perpetuity, and undertakes to enforce it against Grantor. ARTICLE THREE PROHIBITED ACTS From and after the date of this Easement, the following acts, uses and practices shall be prohibited forever upon or within the Property: 3.01 Structures No structures may be erected or constructed on the Property except as permitted by the Southold Town Land Preservation Committee ("Land Preservation Committee") and other applicable provisions of the Town Code and 1.02 and 4.06 of this Easement. 3.02 Excavation and Removal of Materials; Mining The excavating or filling of the Property, except as may be necessary to construct and maintain permitted structures and improvements on the Property or in connection with necessary drainage or soil conservation programs, shall be prohibited, without the prior written consent of Grantee. Mineral exploitation, and extraction by any method, surface or subsurface, is prohibited. The removal of topsoil, sand, or other materials shall not take place, nor shall the topography of the Property be changed, except to construct and maintain the permitted structures and improvements on the Property and for purposes of erosion control and soil management, or in connection with normal agricultural/horticultural activities, without the prior written consent of Grantee. 3.03 Subdivision Except as provided in this Section 3.03, the Property may not be further subdivided pursuant to Town Law §§265, 276 or 277 or § 335 of the Real Property Law, as they may be amended, or any other applicable State or local law. "Subdivision" shall include the division of the portion of the Property from which the development rights are acquired into two or more parcels, in whole or in part. Grantor may, subject to approval by the Planning Board of the Town of Southold and as otherwise required by applicable law, subdivide the property or reconfigure lot lines, provided that all resulting parcels contain at least l0 acres of preserved agricultural land subject to a development rights easement or other conservation instrument. Notwithstanding this Section 3.03, upon the death of Grantor, the underlying fee interest may be divided by conveyance of parts thereof to Grantor's executor, trustee, heirs or next of kin by will or operation of law. The United States Secretary of Agriculture shall be notified prior to such division or conveyance. 3.04 Dumpinq The dumping or accumulation of unsightly or offensive materials including, but not limited to trash, garbage, sawdust, ashes or chemical waste on the Property shall be prohibited. This prohibition shall exclude materials used in the normal course of sound agricultural practices on the Property, including fertilization, composting and crop removal. 3.05 Siqns The display of signs, billboards, or advertisements shall be prohibited, except signs whose placement, number, and design do not significantly diminish the scenic character of the Property and only for any of the following purposes: (a) to state the name of the Property and the names and addresses of the occupants and the character of the business conducted thereon, (b) to temporarily advertise the Property or any portion thereof for sale or rent, (c) to post the Property to control unauthorized entry or use, or (d) with the consent of the Grantor, to announce Grantee's easement. Signs are subject to regulatory requirements of the Town. 3.06 Utilities The creation or placement of overhead utility transmission lines, utility poles, wires, pipes, wells or drainage systems ("utilities") on the Property to service structures approved pursuant to Section 4.06 shall be prohibited without the prior written consent of the Grantee. Underground utilities must, to the extent possible, be constructed within 30 feet of the centerline of any roads or driveways, and may be used solely to service the permitted structures on the Property. The Property may not be used for the creation or placement of utilities to service any other properties. 3.07 Prohibited Uses Except for uses specifically permitted by this Easement, the use of the Property or structures on it for any residential, commercial or industrial uses, permanent or temporary, including but not limited to a riding academy, shall be prohibited. For the purposes of this section, agricultural production, as that term is presently referenced in §247 of the General Municipal Law and/or defined in Chapter 70 of the Town Code, now or as Chapter 70 may be amended, and including the production of crops, livestock and livestock products as defined in §301(2)(a)-(j) of the Agriculture and Markets Law, now or as said §301 (2)(a)-(j) may be amended, provided said amended provisions are inherently similar in nature to those crops, livestock and livestock products included as of the date of this Easement, and shall not be considered a commercial use. Uses, improvements and activities permitted by the Town Code now or in the future on agricultural lands protected by a development rights easement or other instrument, including but not limited to farmstands, shall not be considered a commercial use. No improvements, uses or activities inconsistent with current or future agricultural production shall be permitted on the Property. Under no circumstances shall athletic fields, golf courses or ranges, commercial airstrips and helicopter pads, motorcross biking, or any other improvements or activity inconsistent with current or future agricultural production be permitted on the Property. 3.08 Soil and Water Any use or activity that causes or is likely to cause soil degradation or erosion or pollution of any surface or subsurface waters shall be prohibited. This prohibition shall not be construed as extending to agricultural operations and practices (including, without limitation, the use of agrochemicals such as fertilizers, pesticides, herbicides, and fungicides) that are in accordance with sound agricultural management practices of the NRCS. 3.09 Conservation Plan All agricultural operations on the Property shall be conducted in a manner consistent with a resource management system (RMS) Conservation Plan (the "Conservation Plan") prepared by the NRCS utilizing the standards and specifications of the NRCS Field Office Technical Guide, 7 CFR Part 12 and approved by the Suffolk County Soil and Water Conservation District. All lands enrolled in the Farm and Ranch Lands Protection Program will be subject to the Conservation Plan. The resource management system for cropland, prescribed in the Conservation Plan for all cropland enrolled in FRPP will assure that selected conservation practice alternatives will prevent 9 sheet and rill erosion from exceeding the current published soil loss tolerance level. Grantor shall give Grantee copies of the Conservation Plan upon request and advise Grantee of amendments thereto so as to enable Grantee to keep its records current. 3.10 Conservation Compliance Provisions of the Conservation Plan As required by Section 1238I of the Food Security Act of 1985, as amended, the Grantor, its heirs, successors, or assigns, shall conduct all agricultural operations on the Property in a manner consistent with a conservation plan (the "Conservation Plan") prepared in consultation with NRCS and approved by the Suffolk County Soil and Water Conservation District. This Conservation Plan shall be developed using the standards and specifications of the NRCS Field Office Technical Guide (FOTG) and 7 CFR Part 12 that are in effect on the date of this Easement. However, the Grantor may develop and implement a conservation plan that proposes a higher level of conservation and is consistent with the NRCS Field Office Technical Guide standards and specifications. NRCS shall have the right to enter upon the Property, with advance notice to the Grantor, in order to monitor compliance with the Conservation Plan. In the event of noncompliance with the Conservation Plan, NRCS shall work with the Grantor to explore methods of compliance and give the Grantor a reasonable amount of time, not to exceed twelve months, to take corrective action. If the Grantor does not comply with the Conservation Plan, NRCS will inform Grantee of the Grantor's noncompliance. The Grantee shall take all reasonable steps (including efforts at securing voluntary compliance and, if necessary, appropriate legal action) to secure compliance with the Conservation Plan following written notification from NRCS that (a) there is a substantial, ongoing event or circumstance of non-compliance with the Conservation Plan, (b) NRCS has worked with the Grantor to correct such noncompliance, and (c) Grantor has exhausted its appeal rights under applicable NRCS regulations. If the NRCS standards and specifications for highly erodible land are revised after the date of this Easement based on an Act of Congress, NRCS will work cooperatively with the Grantor to develop and implement a revised conservation plan. The provisions of this section apply to the highly erodible land conservation requirements of the Farm and Ranch Lands Protection Program and are not intended to ]0 affect any other natural resources conservation requirements to which the Grantor may be or become subject. 3.11 Drainage The use of the Property for a leaching or sewage disposal field shall be prohibited. The use of the Property for a drainage basin or sump shall be prohibited, except in accordance with sound agricultural management practices and the Conservation Plan and in order to control flooding or soil erosion on the Property. 3.12 Development Rights The use of the acreage of this Property for purposes of calculating lot yield on any other Property shall be prohibited. Grantor hereby grants to Grantee all existing development rights (and any further development rights that may be created through a rezoning of the Property) on the Property, except for the right to use the Property for agricultural production as set forth in Article Four below and the right to construct, maintain and replace any pre-existing structures, and to construct new structures, as such rights may be provided in Section 4.06, and the parties agree that any other such development rights shall be terminated and extinguished and may not be used or transferred to any other parcels. ARTICLE FOUR GRANTOR'S RIGHTS 4.01 Ownership Subject to the provisions of ARTICLE THREE, Grantor shall retain all other rights of ownership in the Property, some of which are more particularly described in this ARTICLE FOUR. 4.02 Possession Grantor shall continue to have the right to exclusive possession of the Property, 4.03 Use l! Grantor shall have the right to use the Property in any manner and for any purpose consistent with and not prohibited by this Easement, as well as applicable local, State, or federal law. Grantor shall have the right to use the Property for uses, improvements and activities permitted by the Town Code, now or in the future, on agricultural lands protected by a development rights easement or other instrument, including, but not limited to farmstands and for educational or training programs related to agricultural production or activities. Grantor shall have the right to use the Property for traditional private recreational uses, provided such recreational uses are conducted for the personal enjoyment of Grantor, are compatible with farming, and are otherwise consistent with and do not derogate from or defeat the Purpose of this Easement or other applicable law. These uses shall not be offered or provided for the commercial purposes, including the commercial gain of Grantor or others. 4.04 Landscaping Activities Grantor shall have the right to continue the current and/or customary modes of landscaping, pruning and grounds maintenance on the Property as evidenced by the documentation set forth in Section 0.05. Grantor shall have the right to remove or restore trees, shrubs, or other vegetation when dead, diseased, decayed or damaged or interfering with agricultural production, to thin and prune trees to maintain or improve the appearance of the Property, and to mow the Property. 4.05 Aqricultural Production and Activities Grantor shall have the right to engage in all types of agricultural production as the term is presently referenced in §247 of the General Municipal Law and/or defined in Chapter 70 of the Town Code, now or as Chapter 70 may be amended, and including the production of crops, livestock and livestock products as defined in §301(2)(a)-(j) of the Agriculture and Markets Law, now or as §30:1 (2)(a)-(j) may be amended, provided said amended provisions are inherently similar in nature to those crops, livestock and livestock products included as of the date of this Easement. No future restrictions in said laws and/or Code or limitation in the definitions set forth in said laws and/or Code shall preclude a use that is permitted under the current law and/or Code. 12 Grantor may offer "U-Pick" operations and/or the use of a corn maze to the general public, provided such activities are conducted in conjunction with seasonal harvests, do not interfere with agricultural production and are otherwise consistent with and do not derogate from or defeat the Purpose of this Easement or other applicable laws. Notwithstanding the definition of agricultural production in Chapter 70 of the Town Code or any successor chapter, structures shall be prohibited, except as set forth in §4.06 herein and as permitted by the Town Code now or in the future on agricultural lands protected by a development rights easement or other conservation instrument, including but not limited to farmstands. 4.06 Structures A. Allowable Improvements. Grantor shall have the right to erect and maintain the following structures and improvements on the Property, as may be permitted by the Town Code, now or as may be amended, and subject to the approval of the Town of Southold Land Preservation Committee, provided the structures are consistent with and do not derogate from or defeat the Purpose of this Easement or other applicable laws: (i) Underground facilities used to supply utilities solely for the use and enjoyment of the Property; (ii) Construction of new structures, including drainage improvement structures, provided such structures are necessary for or accessory to agricultural production; (iii) Renovation, maintenance and repairs of any existing structures or structures built or permitted pursuant to this Section 4.06, provided the primary purpose of the structure remains agricultural; (iv) Any improvement excluded from the definition of "structure" in Section 1.02. Lot coverage of impervious surface areas shall be limited to 10% of the Property. ]3 B. Conditions. Any allowable improvements shall protect prime agricultural soils, agricultural production, open space and scenic vistas, and otherwise be consistent with the Purpose of this Easement. C. Environmental Sensitivity During Construction. The use and location of any improvement permitted hereunder shall be consistent with the purposes intended herein, and construction of any such improvement shall minimize disturbances to the environment. Grantor shall employ erosion and sediment control measures to mitigate any storm water runoff, including but not limited to minimal removal of vegetation, minimal movement of earth and minimal clearance of access routes for construction vehicles. D. Replacement of Tmprovements. In the event of damage resulting from casualty loss to an extent which renders repair of any existing improvements or improvements built or permitted pursuant to this Section 4.06 impractical, erection of a structure of comparable size, use, and general design to the damaged structure shall be permitted in kind and within the same general location, subject to the review and written approval of Grantee, pursuant to applicable provisions of the Town Code. 4.07 Notice Grantor shall notify Grantee, in writing, before the construction of any permanent or temporary structures as permitted in Section 4.06 herein and shall file all necessary applications and obtain all necessary approvals that may be required by this Easement or by the Town Code, and shall provide documentation as may be required for such applications. 4.08 Alienability Grantor shall have the right to convey, mortgage or lease all of its remaining interest in the Property but only subject to this Easement. Grantor shall promptly notify Grantee and the United States Secretary of Agriculture of any conveyance of any interest in the Property, including the full name and mailing address of any transferee, and the individual principals thereof, under any such conveyance. The instrument of any such conveyance shall specifically set forth that the interest thereby conveyed is subject to this Easement, without modification or amendment of the terms of this Easement, and shall incorporate this Easement by reference, 14 specifically setting for the date, office, liber and page of the recording hereof. The failure of any such instrument to comply with the provisions hereof shall not affect Grantee's rights hereunder. 4.09 Further Restriction Nothing in this Easement shall prohibit or preclude Grantor from further restricting the use, improvements or structures on the Property. Any such further restrictions shall be consistent with and in furtherance of the general intent and purpose of this Easement as set forth in Section 0.03. ARTICLE FIVE GRANTOR'S OBLIGATIONS 5.01 Taxes and Assessments Grantor shall continue to pay all taxes, levies, and assessments and other governmental or municipal charges, which may become a lien on the Property, including any taxes or levies imposed to make those payments subject, however, to Grantor's right to grieve or contest such assessment. The failure of Grantor to pay all such taxes, levies and assessments and other governmental or municipal charges shall not cause an alienation of any rights or interests acquired herein by Grantee. 5.02 General Indemnification Grantee and the United States have no obligations whatsoever, express or implied, relating to the use, maintenance or operation of the Property. Grantee's or the United States' exercise of, or failure to exercise, any right conferred by this Easement shall not be deemed to be management or control of the activities on the Property. Grantee shall not be liable to Grantor for injuries or death to persons or damage to property or any other harm in connection with Grantee's administration and/or enforcement of this Easement, unless such harm is due to the negligence of Grantee or its agents, in which case liability shall be apportioned accordingly. Grantor shall indemnify and hold harmless Grantee and the United States of America, their employees, agents and assigns from any and all liabilities, claims, demands, losses, expenses, damages, fines, fees, penalties, suits, proceedings, actions and costs of actions, sanctions asserted by or on behalf of any person or governmental authority, and other liabilities (whether legal or equitable in nature and including, without limitation, court costs and reasonable attorneys' fees and attorneys' fees on appeal) to which Grantee or the United States may be subject to or incur relating to the Property, which may arise from, but are not limited to, Grantor's negligent acts or omissions or Grantor's breach of any representation, warranty, covenant, or agreements contained in this instrument, or violations of any Federal, State or local laws, including all Environmental Laws, as defined below. 5.02A Environmental Warranty "Environmental Law" or "Environmental Laws" means any and all Federal, State, local or municipal laws, rules, orders, regulations, statutes, ordinances, codes, guidelines, policies or requirements of any governmental authority regulating or imposing standards of liability or standards of conduct (including common law) concerning air, water, solid waste, hazardous materials, worker and community right-to- know, hazard communication, noise, radioactive material, resource protection, subdivision, inland wetlands and watercourses, health protection and similar environmental health, safety, building and land use as may now or at any time hereafter be in effect. "Hazardous Materials" means any petroleum, petroleum products, fuel oil, waste oils, explosives, reactive materials, ignitable materials, corrosive materials, hazardous chemicals, hazardous wastes, hazardous substances, extremely hazardous substances, toxic substances, toxic chemicals, radioactive materials, infectious materials and any other element, compound, mixture, solution or substance which may pose a present or potential hazard to human health or the environment. Grantor warrants that it is in compliance with and shall remain in compliance with, all applicable Environmental Laws. Grantor warrants that there are no notices by any governmental authority of any violation or alleged violation of, non-compliance or alleged non- compliance with or any liability under any Environmental Law relating to the operations or conditions of the Property. Grantor further warrants that it has no actual knowledge of a release or threatened release of any Hazardous Materials on, at, beneath or from the Property, as such substances and wastes are defined by applicable Federal and State law. ]6 Moreover, Grantor hereby promises to defend and indemnify the Grantee and hold harmless and indemnify the United States against all litigation, claims, demands, penalties and damages, including reasonable attorneys' fees, arising from or connected with the release or threatened release of any Hazardous Materials on, at, beneath or from the Property, or arising from or connected with a violation of any Environmental Laws by Grantor or any other prior owner of the Property. Grantor's indemnification obligation shall not be affected by any authorizations provided by Grantee or the United States to Grantor with respect to the Property or any restoration activities carried out by Grantee at the Property; provided, however, that Grantee shall be responsible for any Hazardous Materials contributed after this date to the Property by Grantee. 5.03 Grounds Maintenance Requirement If Grantor leaves the Property open and does not engage in agricultural production for two (2) consecutive years, then Grantor shall implement a Natural Resources Conservation Plan (the "Plan") approved by Grantee, including the Land Preservation Committee, to maintain or restore the Property to the condition in which it existed on the date of this Easement, as evidenced by the documentation referred to in Section 0.05, in order to protect the environmental, natural, scenic, conservation and agricultural values of the Property. In the event Grantor fails to comply with the provisions of this section after reasonable written notice is given to Grantor by Grantee, then, in addition to all other remedies set forth herein, Grantee or its agents are hereby authorized to enter upon the Property to implement the Plan, and to recover the costs of such implementation from Grantor, as provided in Section 5.02 and Section 6.03. ARTICLE SIX GRANTEE'S RIGHTS 6.01 Entry and Inspection Grantee shall have the right to enter upon the Property at reasonable times, upon prior notice to Grantor, and in a manner that will not interfere with Grantor's quiet use and enjoyment of the Property, for the purpose of inspection to determine whether this Easement and its purposes and provisions are being upheld. Representatives of the United States Department of Agriculture shall ]? also have the right to enter the Property for monitoring conservation plan implementation, upon prior notice to Grantor and not more frequently than annually without Grantor's consent. Grantee shall not have the right to enter upon the Property for any other purposes, except as provided in Section 5.03 and 6.03, or to permit access upon the Property by the public. 6.02 Restoration In addition to Grantee's remedies under Section 5.03, Grantee shall have the right to require the Grantor to restore the Property to the condition required by this Easement and to enforce this right by any action or proceeding that Grantee may reasonably deem necessary. However, Grantor shall not be liable for any changes to the Property resulting from causes beyond the Grantor's control, including, without limitation, fire, flood, storm, earth movement, wind, weather or from any prudent action taken by the Grantor under emergency conditions to prevent, abate, or mitigate significant injury to persons or to the Property or crops, livestock or livestock products resulting from such causes. 6.03 Enforcement Rights of Grantee Grantor acknowledges and agrees that Grantee's remedies at law for any violation of this Easement may be inadequate. Therefore, in addition to, and not as a limitation of, any other rights of Grantee hereunder at law or in equity, in the event any breach, default or violation of any term, provision, covenant or obligation on Grantor's part to be observed or performed pursuant to this Easement is not cured by Grantor within ten (10) days' written notice thereof by Grantee (which notice requirement is expressly waived by Grantor with respect to any such breach, default or violation which, in Grantee's reasonable judgment, requires immediate action to preserve and protect any of the agricultural values or otherwise to further the purposes of this Easement), Grantee shall have the right at Grantor's sole cost and expense and at Grantee's election: (i) To institute a suit to enjoin or cure such breach, default or violation by temporary and/or permanent injunction, (~i) To enter upon the Property and exercise reasonable efforts to terminate or cure such breach, default or violation and/or to cause the restoration of that portion of the Property affected by such breach, default or violation to the condition that existed prior thereto, or (iii) To enforce any term, provision, covenant or obligation in this Easement or to seek or enforce such other legal and/or equitable relief or remedies as Grantee deems necessary or desirable to ensure compliance with the terms, conditions, covenants, obligations and purposes of this Easement; provided, however, that any failure, delay or election to so act by Grantee shall not be deemed to be a waiver or a forfeiture of any right or available remedy on Grantee's part with respect to such breach, default, or violation or with respect to any other breach, default or violation of any term, condition, covenant or obligation under this Easement. The cure period in the Section 6.03 may be extended for a reasonable time by Grantee if such restoration cannot reasonably be accomplished within 10 days. Grantor shall pay either directly or by reimbursement to Grantee and/or to the United States of America, all reasonable attorneys' fees, court costs and other expenses incurred by Grantee or the United States of America (herein called "Legal Expenses") in connection with any proceedings under this Section, as approved by the Court. Under this Grant of Development Rights Easement, the United States is granted the right of enforcement in order to protect the public interest. The Secretary of the United States Department of Agriculture (the Secretary) or his or her assigns, on behalf of the United States, may exercise this right of enforcement under any authority available under State or Federal Law if the Town of Southold fails to enforce any of the terms of this instrument, as determined in the sole discretion of the Secretary. 6.04 Notice All notices required by this Easement must be written. Notices shall be delivered by hand or by registered or certified mail, return receipt requested, with sufficient prepaid postage affixed and with return receipts requested. Mailed notice to Grantor shall be addressed to Grantor's address as recited herein, or to such other address as Grantor may designate by notice in accordance with this Section 6.04. Mailed notice to Grantee shall be addressed to its principal office, 19 recited herein, marked to the attention of the Supervisor and the Town Attorney, or to such other address as Grantee may designate by notice in accordance with this Section 6.04. Where notice is required to the United States of America or to the NRCS, such notice shall be delivered to U.S. Department of Agriculture, NRCS, c/o Commodity Credit Corporation, State Conservationist, The Galleries of Syracuse, 441 South Salina Street, Suite 354, Syracuse, New York 13202-2450. Notice to the NRCS shall be deemed notice to the United States of America. Notice shall be deemed given and received as of the date of its manual delivery or three business days after the date of its mailing. 6.05 No Waiver Grantee's exercise of one remedy or relief under this ARTICLE STX shall not have the effect of waiving or limiting any other remedy or relief, and the failure to exercise or the delay in exercising any remedy shall not constitute a waiver of any other remedy or relief or the use of such other remedy or relief at any other time. 6.06 Extinguishment of Easement/Condemnation At the mutual request of Grantor and Grantee and the United States of America, a court with jurisdiction may, if it determines that conditions surrounding the Property have changed so much that it becomes impossible to fulfill the Purpose of this Easement described in Section 0.03, extinguish or modify this Easement in accordance with applicable law. The mere cessation of farming on the Property shall not be construed to be grounds for extinguishment of this Easement. If at any time the Property or any portion thereof shall be taken or condemned by eminent domain, approved in advance by the United States Department of Agriculture NRCS, by the Grantee or by any other governmental entity, then this Easement shall terminate with respect to the Property, or portions thereof so taken or condemned, and the Property shall not be subject to the limitations and restrictions of this Easement. ];n such event, the Grantor, its successors or assigns, shall not be required to pay any penalties, but the value of the Property shall reflect the limitations of this Easement. Any condemnation award payable to the Grantor shall be in proportion to the value attributable to the residual agricultural value of the Property. ];f the condemnation is undertaken by an entity other than the 20 Grantee, then the remaining portion of the condemnation award shall be payable to the Grantee in proportion to the value attributable to the development rights transferred hereby, in accordance with Section 7.12 herein. ARTICLE SEVEN MISCELLANEOUS 7.01 Entire Understandinq This Easement contains the entire understanding between the parties concerning its subject matter. Any prior agreement between the parties concerning its subject matter shall be merged into this Easement and superseded by it. 7.02 Amendment This Easement may be amended only with the written consent of Grantee and current Grantor and with the written approval of the Secretary of the United States Department of Agriculture, and in accordance with any applicable State and local laws. Any such amendment shall be consistent with the Town Code and any regulations promulgated thereunder and with the Purpose of this Easement, and shall be duly recorded. This Easement is made with the intention that it shall qualify as a Conservation Easement in perpetuity under Internal Revenue Code §170(h). The parties agree to amend the provisions of this Easement if such amendment shall be necessary, to entitle Grantor to meet the requirements of §170(h). Any such amendment shall apply retroactively in the same manner as if such amendment or amendments had been set forth herein. 7.03 Alienation No property rights acquired by Grantee hereunder shall be alienated except pursuant to the provisions of Chapter 70 of the Town Code or any successor chapter and other applicable laws, upon the adoption of a local law authorizing the alienation of said rights and interest, following a public hearing and, thereafter, ratified by a mandatory referendum by the electors of the Town of Southold. No subsequent amendment of the provisions of the Town Code shall alter 2! the limitations placed upon the alienation of those property rights or interests which were acquired by the Town prior to any such amendment. The United States of America shall also consent to any such alienation. Tn addition to the limitations set forth above, Grantee shall have the right, subject to the provisions of Section 6.03 (Enforcement Rights of Grantee) herein, to transfer all or part of this Easement to any public agency, or private non-governmental organization, that at the time of transfer is a "qualified organization" under §170(h) of the Tnternal Revenue Code, provided that transferee expressly agrees to assume the responsibility imposed on the Grantee by this Easement. Any easement transfer must be approved by the Grantor or any subsequent owner, and the United States Department of Agriculture, NRCS. if the Grantee ever ceases to exist, a court of competent jurisdiction may transfer this Easement to another qualified public agency that agrees to assume the responsibilities imposed by this Easement. The United States Department of Agriculture, NRCS, will be notified in writing in advance of such transfer. The NRCS State Office must approve the choice of any new non-governmental organization in advance of any transfer of this Easement. 7.04 Severability Any provision of this Easement restricting Grantor's activities, which is determined to be invalid or unenforceable by a court, shall not be invalidated. Tnstead, that provision shall be reduced or limited to whatever extent that court determines will make it enforceable and effective. Any other provision of this Easement that is determined to be invalid or unenforceable by a court shall be severed from the other provisions, which shall remain enforceable and effective. 7.05 Governing Law New York law applicable to deeds to and easements on land located within the State of New York shall govern this Easement in all respects, including validity, construction, interpretation, breach, violation and performance. 7.06 Interpretation Regardless of any contrary rule of construction, no provision of this Easement shall be construed in favor of one of the parties because 22 it was drafted by the other party's attorney. No alleged ambiguity in this Easement shall be construed against the party whose attorney drafted it. If any provision of this Easement is ambiguous or shall be subject to two or more interpretations, one of which would render that provision invalid, then that provision shall be given such interpretation as would render it valid and consistent with the purposes of this Easement. Any rule of strict construction designed to limit the breadth of the restrictions on use of the Property shall not apply in the construction or interpretation of this Easement, and this Easement shall be interpreted broadly to effect the purposes of this Easement as intended by the parties. The parties intend that this Easement, which is by nature and character primarily negative in that Grantor has restricted and limited its right to use the Property, except as otherwise recited herein, be construed at all times and by all parties to effectuate its purposes. 7.07 Public Access Nothing contained in this Easement grants, nor shall it be interpreted to grant, to the public, any right to enter upon the Property, or to use images of the Property. Grantee may use images of the Property only for non-commercial reporting of this Easement. 7.08 Warranties The warranties and representations made by the parties in this Easement shall survive its execution. 7.09 Recordinq Grantee shall record this Easement in the land records of the office of the Clerk of the County of Suffolk, State of New York. 7.10 Headings The headings, titles and subtitles herein have been inserted solely for convenient reference, and shall be ignored in its construction. 7.1! Proceeds The grant of this Easement gives rise to a property right, immediately vested in Grantee and the United States, which, for purposes of calculating proceeds from a sale or other disposition of the 23 Property as contemplated under Section 6.06 (Extinguishment of Easement), shall have a value equal to a percentage of the value of the Property unencumbered by this Easement (the "Proportionate Share"). The Proportionate Share is determined by dividing the value of this Easement, calculated as of the date hereof, by the unencumbered value of the Property, as reflected in an appraisal obtained by Grantee dated January 6, 2010. The Proportionate Share is 69.3%. The Proportionate Share shall remain constant (subject to reasonable adjustment to the extent permissible under Section 170(h) of the Internal Revenue Code for any improvements which may hereafter be made on the Property). If any part or all of this Easement is extinguished pursuant to Section 6.06, the proportional shares of the Grantee and the United States of America are 49.8%, and 50.2%, respectively, representing the proportion each party contributed to the purchase price of the Easement. IN WITNESS WHEREOF, Grantor has executed and delivered and Grantee has accepted and received this Grant of Development Rights Easement on the day and year set forth above. ACKNOWLEDGED AND ACCEPTED: MARIA DEMCHAK, Grantor MICHAEL DEMCHAK, Grantor ACKNOWLEDGED AND ACCEPTED: · r 24 Acceptance of Property Interest by the Natural Resources Conservation Service The Natural Resources Conservation Service, United States Department of Agriculture, an agency of the United States Government, hereby accepts and approves the foregoing Grant of Development Rights Easement, and the rights conveyed therein, on ~~/Uni~i;tates of America. ~'A~thor~ed Sign a"~' f'~'~h e ~RCS ASTON F. BOOZER, State Conservationist STATE OF NEW YORK ) COUNTY OF ~N~IV~>~f'?t~) SS: On this ~4~'day of )~.~/~'~, in the year 2010 before me, the undersigned, personally appeared Astor Boozer, personally known to me or proved to me on the basis of satisfactory evidence to be the individual.(~' whose name.(~i~(are) sub~.r.~bed to the within instrumef~and acknowledge~ to me tha~_ h~d/she~ey executed the same in ~_~her/their capacity(les), and t~t by hi~)/her/their signature(s) on the instrument, the individual(s), or the person upon beh.a)f of which ~f~e~individual(s) acted, Notary Public STATE OF NEW YORK ) COUNTY OF SUFFOLK ), SS: On the ~'~6, day of ~ No. 01ST5089252 County of Madison, State of N.Y. Commission Expires: December 8, in the year 2010 before me, the undersigned, personally appeared Maria Demchak, personally known to me or proved to me on the basis of satisfactory evidence to be the individual (s) whose name (s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity (les), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. Signature/office of individual taking acknowledgement PATRtCIA L. FALLON Notary Public, State Of New York No. 01FA4950146 Qualified In Suffolk County 25 Commission Expires April 24, mil STATE OF NEW YORK) COUNTY OF SUFFOLK) SS: On this ~ day of ~z~. in the year 2010 before me, the undersigned, personally appeared IVlichael Demchak, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(les), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. Notary Public STATE OF NEW YORK) COUNTY OF SUFFOLK) SS' PATRICIA L FALLON Notary Public, State Of New York No. 01FA4950146 Qualified In Suffolk County Commission Expires April 24, ~ day On this of /~--z~j.r~/~,~,,,ye.~..,~lO before me, the undersigned, personally appeared ~1, personally known to me or proved to me on the basis of satisfacto~ evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(les), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. Nota~ Public PATR~CIA L. FALLON NO. 01FA49~u''~ Qualified In Su~o[k Co~. Commission Expires Apr[i z~, 26 _stewar title insurance company NEW YORK METRO 800-853-4803 212-922-1593 fax stewartnewyork.com SCHEDULE A - DESCRIPTION Title No.: ST10-07862 (AMENDED 11/29/2010) ALL that certain plot, piece or parcel of land, situate, lying and being at Cutchogue, in the Town of Southold, County of Suffolk and State of New York, bounded and described more particularly as follows: BEGINNING at a point on the southeasterly side of Oregon Road distant the following four (4) courses and distances from the corner formed by the intersection of th~ southeasterly side of Oregon Road and the northerly side of Cox's Lane: (1) (2) (3) (4) North 32 degrees 10 minutes 52 seconds East, 222.47 feet to a point; North 30 degrees 59 minutes 42 seconds East, 569.34 feet to a monument; North 45 degrees 27 minutes 32 seconds East, 106.75 feet to a monument; North 45 deglz~s 27 minutes 32 seconds East, 251.67 feet to the true point or place of beginning; RUNNING THENCE still along the southeasterly side of Oregon Road North 49 degrees 10 minutes 32 seconds East, 404.49 feet to a monument and land now or formerly of Lieb Vineyard LLC; THENCE along said land South 60 degrees 32 minutes 14 se~'~onds East, 1889.20 feet to a monument and land now or formerly of Steven Dubner; THENCE along said land South 57 degrees 10 minutes 09 seconds West, 452.16 feet to a monument and land now or formerly of Robert A. Graeb and Phylis A. Graeb; THENCE along said land and land now or formerly of Michael Demchak and Mafia Demchak (Retained Parcel "B') South 57 degrees 09 minutes 59 seconds West, 403.23 feet to a point; THENCE along other land now or formerly of Michael Demchak and Maria Demchak North 60 degrees 35 minutes 58 seconds West, 491.77 feet to a monument and other land now or formerly of Lieb Vineyard LLC; THENCE along said land North 61 degrees 07 minutes 28 seconds West, 572.69 feet to other land now or formerly of Michael Demchak and Maria Demchak (Retained Parcel "A"); THENCE along said land the following two (2) courses and distances: (1) North 28 degrees 52 minutes 32 seconds East, 334.15 feet; (2) North 55 degrees 33 minutes 29 seconds West, 562.23 feet to the southeasterly side of Oregon Road, the point or place of BEGINNING. ALTA Owner's Policy (6-17-06) POLICY OF TITLE INSURANCE ISSUED BY Any notice of claim and any other notice or statement in writing required to be given the Company under this Policy must be given to the Company at the address shown in Section 18 of the Conditions. COVERED RISKS SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS, STEWART TITLE INSURANCE COMPANY, a New York corporation, (the "Company") insures, as of Date of Policy and, to the extent stated in Covered Risks 9 and 10, after Date of Policy, against loss or damage, not exceeding the Amount of Insurance, sustained or incurred by the insured by reason of: 1. Title being vested other than as stated in Schedule A. 2. Any defect in or lien or encumbrance on the Titic. This Covered Risk includes but is not limited to insurance against loss from (a) A defect in the Title caused by (i) forgeP/, fraud, undue influence, duress, incompetency, [ncapacity.~ or impersonation; (ii) failure of any pemon or Entity to have authorized a transfer or conveyance; (iii)a d~cumant a~ecting ~t~e n~t pmpedy created~ executed~ wltnessed~ sea~ed~ ackn~w~edged~ n~tarized~ ~r de~ivered; (iv) failure to perform those acts necassa~7 to create a document by electronic means authorized by law (v) a document executed under a falsified, expired, or otherwise invalid po~r of attorney (vi) a document not properly filed, recorded, or indexed in the Public Records including failure to perform those acts by electronic means authorized by law; or (vii) a defective judicial or administrative proceeding. (b) l~e lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but unpaid. {c) Any encroachment, encumbrance, violation, variation, or adverse cimumstanca affecting the Title that would be disclosed by an accurate and complete land survey of the Land. The term "encroachment" includes encroachments of existing improvements located on the Land onto adjoining land, and encroachments onto the Land of existing improvements located on adjoining land. 3. Unmarketable Title. 4. No right of access to and from the Land. 5. The violation or enfomement of any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (a) the occupancy, use, or enjoyment of the Land; (b) the character, dimensions, or location of any improvement erected on the Land; (c) the subdivision of land; or (d) environmental protection if a notice, describing any part of the Land, is recorded in the Public Records setting forth the violation or intention to enforce, but only to the extent of the violation or enforcement referred to in that notice. 6. An enforcement action based on the exercise of a governmental police power not covered by Covered Risk 5 if a notice of the enforcement action, describing any part of the Land, is recorded in the Public Records, but only to the extent of the enforcement referred to in that notice. 7. The exemise of the rights of eminent domain if a notice of the exemise, describing any part of the Land, is recorded in the Public Records. 8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge. Countersigned: Stewari Title Insurance Company New York, New York Serial Ne. O-8911-556610 File No.: ST10-07862 I[ COVERED RISKS (Continued) Title being vested other than as stated in Schedule A or being defective (i) to be timely, or (a) as a result of the avoidance in ~nole or in part, or from a court order (ii) to impart notice of ;ts existence to a purchaser for value or to a providing an alternative remedy, of a transfer of all or any pert of the judgment or lion creditor. title to or any interest in the Land occurring prior to the transaction 10. Any defect in or lien or encumbrance on the Title or other msttar included vesting Ti§e as sho~ in Schedule A because that prior transfer in Covered Risks 1 through 9 that has been created or attached or has constituted a fraudulent or preferential transfer under federal been filed or recorded in the Public Records subsequent to Date of Policy bankruptcy, state insutvancy, or similar creditors' rights laws; or and prior to the recording of the deed or other instrument of transfer in the (b) because tho instrument of transfer vesting Title as shov~ in Public Records that vests T'rile as shown in Schedule A. Schedule A censtitutas a preferential transfer under federal The Company w~l also bay the costs, attorneys' fees, and expenses incurred in bankruptcy, state inselvency, or simita~ creditors' rights laws by defense of any matter insured against by this Policy, but only to the extent reason of the faitura of its recording in the Pubtic Records provided in the Ceed~ans. EXCLUSIONS FROM The following matters are expressly excluded from the coverage of this poliny, and the Company wirl not pay foss or damage, costs, attorneys' fees, or expenses that arise by reason of: 1. (a) A~y isw, ordinance, permit, or governmental regulation (including those relating to building and zoning) restr~ing, regulating, prohibiting, er releting to (i) the ascubancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) envitonmental protection; 4. or the effect of any violation of these laws, ordinances, or governmental regulatiens. This Exclusion 1 (a) does not modify or limit the coverage prcvided under Covered Risk 5. (b) Any governmental police power. This Exclusion l(b) does not modify or limit the coverage provided under Covered Risk 6. 2. 2. Rights of eminent domain. This Exclusion does not modify or limit the 5. coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assurn~cl, or agreed to by the Insured Claimant; CONDITIONS 1. DEFINITION OF TERMS The follo,,~ng terms when used in this policy mean: (a) "Amount of Insurance": The amount stated in Schedule A, as may be increased or decreased by endorsement to this policy, increased by Section 8(b), or decreased by Sections 10 and 11 of these Conditions. (b) 'Date of Policy': The date designated as "Date of Policy' in Schedule A. (c) "Entity": A corporation, bartnership, trust, limited liability company, or other similar legal entity. (d)'Insured": The Insured named in Schedule A. (i) The term"insured" also includes (A) successors to the Title of the insured by operation of lew as distinguished from purchase, including heirs, devisees, survivors, personal representatives, er next of kin; (B) successors to an insured by diseeiofion, marger, consolidation, distribution, or reorganizatian; (C) succeseors to an Insured by its converalen to another kind of Entity;, (D) a grantee of an Insured under a dead delivered without peyment of actual valuable consideratlen conveying the TItle (1 } if the stock, shares, memberships, or other equity interests of the grantee are wholly-owned by the named Insured, (2) if the grantee wholly owns tho named Insured, (3) if the grantea is wholly-owned by an affiliated Entity of the named Insured, provided the affiriated Entity and the named Insured are both wholly-owned by the same person or Entity, or (4) if the grantee is a trustee or beneficiary of a trust created by a wdtten instrument established by the COVERAGE (b) not Known to the Company, not recorded in the Publio Rseords at Date of Pclicy, but Known to the Insured Claimant and not diseiosed in writing to the Company by the insured C~almant prior to the date the insured C~aimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or crested subsedcent to Date of Policy (however, this does not medify or limit the coverage provided under Covered Risk 9 and 10); or (e) rasu~ng in foss or damage that ~ould not have been sustained if the Insured Claimant had paid value for the Title. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' dghts laws, that the transaction vesting the Title as shown in Schedule A, is (a) a fraudulent conveyance or fraudulent transfer; or (bi a preferential tran~er for any reason not stated in Covered Risk 9 of this policy. Any fian on the 'r;tle for real estate texas or assessments imposed by governmental autho~ty and created or attaching bstween Date of Policy and the date of recording of the deed or o~her instrument of transfer in the Public Records that vests Title as ehow~ in Schedule A. Insured named in Schedule A for estate planning purposes. (ii) With regard to (A), (B), (C), and (D) reserving, however, all rights and defenses as to any successor that the Company would have had against any predecessor Insured. (e) "Insured Claimant": An Insured claiming loss or damage. (f) "Knowledge" or "Known": Actual knowledge, not constructive knowledge or notioe that may ho imputed to an Insured by reason of the Public Records or any other records that impart construcitve notice of matters affecting the Title. (g) "Land": The land desndhod in Schedule A, and affixed improvements that by law constitute real property. The term "Land" does not include any property beyond the lines of the area dascribed in Schedule A, nor any right, title, interest, estate, or easement in abutting streets, roads, avenues, alleys, lanes, ways, or waterways, but this does not modify or limit the extent thst a right of access to and from the Land is insured by this policy. (h) "Mortgage": Mortgage, deed of trust, trust deed, or other security instrument, including one evidenced by electronic means authorized by law. (i) "Public Records': Records established unde~ state statutes at Date of Policy for the purpose of imparting constrostive notice of matters ralating to real property to purchasers for value and without Knowledge. With respect to Covered Risk 5(d), "Public Records° shell also include environmental protasticn liens filed in the records of the clerk of the United Status District Court for the dist;tct where the Land is located. {j) "T'~e": The estate or interest described in Schedule A. (k) 'Unmarketable Title~: Title affected by an alleged or abbaront matter that would permit a prospective purchaser or lessee of the Title or lender on the Title to be released from the obligation to purchase, lease, or lend if there is a contractual condition requiring the delivery of marketable title. Rle NO.: ST10-07862 CONOrTIONS (Continued) CONTINUA'nON OF INSURANCE The coverage of this policy shall continue in force as of Date of Policy in favor of an Insured, but only so icng as the Insured retains an estate or interest in the Land, or holds an obligatJan secured by a pumhase money Mortgage given by a pumhasar from the Insured, or .only so long as the Insured shall have liability by reason of warranties ~n any transfer or conveyance of the Titfa. This policy shall not continue in force in favor of any purchaser from the Insured of either ([) an estate or interest in the Land, or (ii) an obligation secured by a purchase money Mortgage given to the Insured. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT The Insured shall notify tho Company premptly in writing (i) in case of any litigation as set forth in Section 5(a) of these Conditions, (ii) in case Knowledge shall come to an Insured hereunder of any claim of title or interest that is adverse to the Title, as insured, and that might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if the Title, as insured, is rejected as Unmarketable Title. If the Company is prejudiced by the failure of tho Insured Claimant to provide prompt notice, tho Company's liability to the Insured Claimant under the policy shall be reduced to the extent of the prejudice. PROOF OF LOSS In the event the Company is unable to determine the amount of loss or damage, the Company may, at its option, require as a condition of payment thst the Insured Claimant furnlah a signed prcof of loss. The proof of loss must describe the defect, lien, encumbrance, or other rna[~er insured against by this policy that constitutes the basis of loss or damage and shall state, to the extent psasible, the basis of cstcut~ing the amount of tho foss or damage. DEFENSE AND PROSECUTION OF AC'tONS (a) Upon written request by the fosured, And subject to the options contained in Section 7 of those Conditions, the Company, at its own cost and without unreasonable delay, shall provide for tho defense of as insured in litigation in which any third party asserts a claim covered by this policy adverse to the Insured. This obligation is limited to only those stated causes of action alleging matters insured against by this policy. The Company shall have the right to select counsel of its choice {subject to tho right of the Insured to object for reasonable cause) to represent the Insured as to those stated causes of aot~on. It shall not pa Ilabfa for and will not pay the fees of any other counsel. Tho Company will not pay any fees, costs, or expenses incurred by the Insured in the defense of those causes of action that allege mattem not insured against by this policy. (b) The Company shall have the dght, in addition to the options contained in Section 7 of these Conditions, at its o~ cost, to institute and prosecute any action or prose6ding or to do any other act that in its opinion may pa necessary or desirable to establish the TKle, as insured, or to prevent or reduce loss or damage to the Insured. The Company may take any appropriate Action under the tanms of this policy, whether or not it shall be liable to the Insured. The exercise of these dghts shall not be an admission of liabliify or waiver of any provision of this policy. If the Company exemises its rights under this subsection, it must do so diligently. Whenever the Company brings an action or asserts a defense as required or permitted by this policy, the Company may pursue the litigation to a final daterminaiion by a court of competent jurisdiction, and it expressly reserves the right, In its sole discretion, to appeal any advmse judgment or order. (c) DUTY OF INSURED CLAIMANT TO COOPERATE In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding and any appoais, the Insured shall secure to tho Company the right to so prosecute or provide defense in the action or proceeding, including the right to use, at its option, tho name of the Insured for this purpose. Whenever requested by the Company, the Insured, at the Company's expense, shall give the Company all reasonable aid (i) Jn sacudng evidence, (~ obtaining witnesses, prosecuting or defending the action or proceeding, or Affecting settlement, and (ii) in any other lawfai act that in the opinion of the Company may PA necessary or desirable to establish the Title or any other matter as insured, if the Company is prejudiced by the failure of the Insured to furnish the required cooperation, the Company's obligations to the Insured under the policy shell t~rminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such cooperation. The Company may reasonably require the Insured Claimant to submit to ex~minatian under oath by any authorized representative of the Company and to produce for examination, inspection, and copying, at such reasonable times and places as may ho designated by the authedzed representative of the Company, all records, in whatever medium maintained. including books, ledgers, checks, memoranda, correspondence, reports, e-mails, disks, tapes, and videos whether bearing a date before or after Date of Policy, that reasonably pertain to the loss or damage. Further, if requested by any authorized representative of the Company, the Insured Claimant shall grant its permisslen, in writing, for any authorized representative of the Company to examine, inspect, and copy ail of these records in the custody or sent~el of a third party that reasonably pertain to the loss or damage. All information designated as confidential by the Insured Claimant provided to the Company pursuant to this Section shstl not be disclosed to others unless, in the reasonable judgment of the Company, fi is necessary in the administration of the claim. Failure of the Insured Claimant to submit for examinatian under oath, produce any reasonably requested information, or grant pen~ission to secure reasonably necessary information from third parties as required in this subsection, unless prohibited by law or gevammentai regulation, shall terminate any liability of tho Company under this paiicy as to that claim. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; TERMINATION OF UABIUTY In case of a claim under this policy, the Company shall have the following abditidnai options: (a) To Pay or Tender Payment of the Amount of Insurance. To pay or tender payment of the Amount of Insurance under this policy together with any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment or tender of payment and that the Company is obligated to pay. Upon the exercise by the Company of this option, ail liability and obligations of the Company to the insured under this policy, other than to make the payment reduimd in this subsectlen, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation. (b) To Pay or Otherwise Set[la With Parties Other Than the Insured or With the insured Claimant. (i) To pay or otherwise settle with other partiss for or in the name of an Insured Claimant any claim insured against under this policy. In addition, the Company will pay any costs, attorneys' fees, and expenses incurred by the insured C~irnant that were authorizeq by the Company up to the ~ime of payment and that the Company is obligated to pay; or (ii) To bey or othan~iso settle with tho Insured Claimant the loss or damage provided for under this policy, together with any costs, attorneys' fees, and expenses incurred by the ~nsured claimant that were authorized by the Company up to the time of payment and that the Company is obligated to pay. Upon the exemise by the Company of either of tho options provided for in subsections (b)(i) or (ii), the Company's obligations to the Insured under this pelicy for the claimed loss or damage, other than the payments required to be made, shall terminate, including any liabllify or obligation to defend, prosecute, or continue any litigation. I Parle 3 Serial No.: O-8911-556610 ~ File No.: $T10-07862 CONDITIONS (Continued) 8. DETERMINATION AND EXTENT OF UABILITY This policy is a contract of indemni[y agaJost astual monetary loss or aamage sustained or incurred by the insured Claimant who has suffered loss or damage by reason of mat[ers insured against by this policy. (a) The extent of liability of the C;empany for fuss or damage under this policy shall not exceed the lesser of (i) the Amount of Insurance; or (ii) the difference between the value of the Trtie as insured and the value of the Title subject to the risk insured against by this policy. (b) If the Company pursues its rights under Section 5 of these Conditions and is unsuccessful in establishing the Title, as insured, (i) the Amount of Insurance shall be increased by 10%, and (ii) the Insured Claimant shall have the rigl~ to have the less or damage determined edber as of the date the claim was made by the Insured Claimant or as of the date it is settled and paid. (c) In addition to the extent of liability under (a) and (b), the Company will also pay those costs, attorneys' foes, and expenses incurred in accordance with S6c/[ans 5 and 7 of these Conditions. 9. LIMITATION OF LIABIETY (a) If the Company establishes the Title, or removes the alleged defect, lien, or encumbrance, or cures the lack of a right of access to or from the Land, or cures the claim of Unmarketable Title, ell as insured, in a reasonably diligent manner by any method, including litigation and the completion of any appeals, it shall have fully pedormed its abligettons with raspeet to that matter and shall not be liable for any loss or damage caused to the insured. (b) In the event of any litigation, inctuding litigation by tho Company or with the Company's consent, the Company shall have co Iiabilify for loss or damage until there has been a final determination by a court of competent jurisdiction, and disposition of all appeals, adverse to the Title, as insured. {c) The Company shall not be liable for less or damage to the Insured for liablirty voluntarily assumed by the Insured in settling any claim or suit without the prior written consent of the Company. 10. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF LIABIMTY All payments under this policy, except payments made for costs, attorneys' foes, and expenses, shall reduce the Amount of Insurance by the amount of the payment. 11. UA BILIT~ NONCUMULATIVE The Amount of insurance shall be reduced by any amount tho Company pays under any policy insuring a Mortgage to which exception is taken in Schedule B or to which the insured has agreed, assumed, or taken subject, or which is executed by an Insured after Date of Policy and which is a cha~ge or lien on the Title, and tho amount so paid shall be deemed a payment to the Insured under this policy. 12. PAYMENT OF LOSS When liability and the extent of toas or damage have been definitely fixed in accordance with these Condittons, the payment shall be made within 30 days. v 13. RIGHTS OF RECOVERY UPON PAYMENT OR $c I I LEMENT (a) Whenever the Company shall have settled and paid a ctaim under this policy, it shall be subregated and entitled to the rights of the Insured Claimant in the Title and all other rights and remediss in respect to the claim that the Insured Clain~ant has against any poman or property, to the extent of the amount of any loss, costs, attorneys' fees, and expenses paid by the Company. If requested by the Company, the Insured Claimant shall execute documents to evidence the transfer to tho Company of these rights and remedies, The Insured Claimant shall permit the Company to sue, compromise, or settle in the name of the Insured Claimant and to use the name of tho Insured Claimant in any transaoti~ or litigation involving these fights and remedies. If a payment on account of a claim does not fully cover the loss of the Insured Claimant, the Company shalt defer the exercise of its dght to recover until after the Insured Claimant shall have recovered its loss. (b) The Company's right of subrogation includes the rights of the Insured to inderenitias, guaranties, other policies of insurance, or bonds, notwithstanding any terms or conditions contained in those instruments that address subrogation rights. ~4. ANBI3~ATION Either the Company or the Insured may demand that the claim or controvemy shall be submitted to arbitration pursuant to the Title insurance Arbib'a~on Rules of the American Land Title Association ("Rules"). Except as provided in the Rules, there shait be no joinder or consctipation with claims or controversies of other persons. Arbitrable mauers may include, but are not limited to, any controversy or claim between the Company and the Insured arising out of or relating to this policy, any service in connection with its issuance or the breach of a policy provision, or to any other controversy or claim adsing out of the transaction giving rise to this policy. All arbitrable matters when the Amount of Insurance is $2,000,000 or less shall be arbitrated at the option of either the Company or the Insured. All arbitrable matters when the Amount of Insurance is in excess of $2,000,000 shall be arbitrated only when agreed to by both the Company and the Insured. Arbitration pursuant to this policy and under the Rules shall be binding upon the pantas. Judgment upon the award rendered by the Arbitrater(s) may ha entered in any court of competent jurisdiction. 15. MABILITY UMITED TO 'FHIS POMCY; POECY ENTIRE CON33:IACT (a) This policy together whh all enderoements, if any, attached to it by the Company is the entire policy and contract between the Insured and the Company. In interpreting any provlaion of this policy, this policy shall be construed as a whole. (b) Any claim of loss or damage that arises out of the status of the Title or by any action assurting such c~m shall be restricted to this policy. (c) Any amendment of or endorsement to this policy must be in writing and authenticated by an authorized person, or expressly incorporated by Schedule A of this policy. (d) Each endorsement to this policy issued at any time is made a pa..t of this polley and is subject to all of its terms and provisions. Except as the endorsement expressly states, it does net (i) modify any of the terms and provisions of the policy, (ii) mpaity any prior endorsement, (iii) extend the Date of Palicy. or (iv) increase the Amount of insurance. 16. SEVERABIUTY In the event any provision of this policy, in whcte or in part, is held invalid or unenforceable under applicable law, the policy shall be deemed not to include that provision or such part held to be invalid, but ali other provisions shall remain in full force and effect. 17. CHOICE OF LAW; FORUM (a) Choice of Law: The Insured acknowledges the Company has unden~r~ten the risks covered by this policy and determined the premium charged therefore in relianco upon the law affecting interests in real property and applicable to the interpretation, rights, remedies, or enforcement of policies of title insurance of the jurisdiction where the Land is located. Therefore, the court or an arbitrator sholi apply the law of the jurisdiction where the Land is located to determine the validity of claims against the T~tle that am adverse to the Insured and to interpret and enforce the terms of this policy, rn neither case shall the court or adoYcator apply its conffiats of raw principles to determine the applicable taw. (c) Choice of Forum: Any I~gatian or other proceeding brought by the insured against the Company must be filed only lea state or federal court within the United Stetas of America or its territories having appropriate jurisdiction. ~18. NO'I3CES, WHERE SENT Any notice of cJelm and a~y other notice or statemenl in writing required to be given to the Company under this policy must be gNen to the Company at Claims Depadment at 300 East 42~ St, 10=h Floor, New York, NY 100t 7. File No.: ST10-07862 ALTA OWNER'S POLICY (6/17/06) SCHEDULE A File No.: ST10-07862 Amount of $1,733,661.00 Insurance: Date of December 8, 2010 Policy: 1. Name of Insured: Town of Southold Policy No.: O-8911-556610 Premium: $7,194.00 2. The estate or interest in the Land that is insured by this policy is: Development Rights Easement. 3. Title is vested in: Town of Southoid by Development Rights Easement from Maria Demchak and Michael Demchak dated I2/8/2010 to be duly recorded in the Suffolk County Clerk's/Registers Office. 4. The Land referred to in this policy is described as follows: See Schedule A Description, attached hereto and made a part hereof. Section: 84.00 Block: 01.00 Lot: Section: 84.00 Block: 01.00 Lot: plo 11 p/o 012.001 ALTA OWNER'S POLICY (6/17/06) SCHEDULE B PART I File No.: ST10-07862 Policy No.: O-8911-556610 This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) that arise by reason of: 1. Boundary Agreement as set forth in Liber 9347 Page 155. 2. Survey excentions set forth as follows: Northerly line - Line of cultivation, grass roadway and edge of vineyard vm-y with record line; Easterly line - Deer fence and post and wire fence vary with record line; line of cultivation and grass roadway cross southeasterly part of record line onto premises adjacent southeast; Most Southerly line - Line of cultivation, grass roadway and edge of vineyard vary with record line; Southwesterly line - No variations; Southerly line - Line of cultivation varies with part of record line; Westerly line - Line of cultivation varies with part of record line; As shown on survey made by Young & Young, last dated 11/I6/2010 (Job No. 2010-0250). 3. Rights of tenants or parties in possession, if any. 4. Policy will except water and sewer charges not entered and/or water and sewer charges entered subsequent to date of last acmai reading. 5. AS TO TAX LOT 012.001: Premises under examination is an interior parcel which does not abut on a street or highway. No easement or right of way for access to and from said premises to a public street or highway is insured. 6. Policy will except the terms and conditions of the Grant of Development Rights Easement made by Michael Demchak and Maria Demchak and the Town of Southol& STEWART TITLE INSURANCE COMPANY HEREIN CALLED THE COMPANY STANDARD NEW YORK ENDORSEMENT (Owner's Policy) Title No.: ST10-07862 Date of Issue: December 8, 2010 ATTACHED TO AND MADE A PART OF POLICY NUMBER O-8911-556610 1. The following is added as a Covered Risk: "11. Any statutory lien for services, labor or materials furnished prior to the date hereof, and which has now gained or which may hereafter gain priority over the estate or interest of the insured as shown in Schedule A of this policy." 2. Exclusion Number 5 is deleted, and the following is substituted: 5. Any lien on the Tide for real estate taxes, assessments, water charges or sewer rants imposed by govermnental authority and created or attaclfing between Date of Pohcy and the date of recording of the deed or other instrament of transfer in the Public Records that vests Title as Shown in Schedule A. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the tera~s and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of lastmmce. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the tertm and provisions of the policy and of any prior endorsements. DATED: December 8, 2010 Countersigned By: Authorized Office or Agent STEWART TITLE INSURANCE COMPANY Stewart Title Insurance Company 300 East 42nd St., 10th Fl New York, New York 10017 STANDARD NEW YORK ENDORSEMENT (11/1/08) FOR USE WII'H ALTA OWNER'S POLICY (6-17-06) title insurance company NEW YORK METRO 800-853-4803 212-922-1593 fax stewer~ewyork.com SCHEDULE A - DESCRIPTION Title No.: ST10-07862 (AMENDED 11/29/2010) ALL that certain plot, piece or parcel of land, situate, lying and being at C~tchogue, in the Town of Southold, County of Suffolk and State of New York, bounded and described more particularly as follows: BEGINNING at a point on the southeasterly side of Oregon Road distant the following four (4) courses and distances from the comer formed by the intersection of the southeasterly side of Oregon Road and the northerly side of Cox's Lane: (i) (2) (3) (4) North 32 degrees 10 minutes 52 seconds East, 222.47 feet to a point; North 30 degrees 59 minutes 42 seconds East, 569.34 feet to a monument; North 45 degrees 27 minutes 32 seconds East, 106.75 feet to a monument; North 45 degrees 27 minutes 32 seconds East, 251.67 feet to the tree point or place of becnn~ng; RUNNING THENCE still along the southeasterly side of Oregon Road North 49 degrees 10 minutes 32 seconds East, 404.49 feet to a monument and land now or formerly of Lieb Vineyard LLC; THENCE along said land South 60 degrees 32 minutes 14 seconds East, 1889.20 feet to a monument and land now or formerly of Steven Dubner; THENCE along said land South 57 degrees i0 minutes 09 seconds West, 452.16 feet to a monument and land now or formerly of Robert A. Graeb and Phylis A. Graeb; THENCE along said land and land now or formerly of Michael Demchak and Maria Demchak (Retained Parcel "B') South 57 degrees 09 minutes 59 seconds West, 403.23 feet to a point; THENCE along other land now or formerly of Michael Demchak and Maria Demchak North 60 degrees 35 minutes 58 seconds West, 491.77 feet to a monument and other land now or formerly of Lieb Vineyard LLC; THENCE along said land North 61 degrees 07 minutes 28 seconds West, 572.69 feet to other land now or formerly of Michael Demchak and Maria Demchak (Retained Parcel "A"); THENCE along said land the following two (2) courses and distances: (1) (2) North 28 degrees 52 minutes 32 seconds East, 334.15 feet; North 55 degrees 33 minutes 29 seconds West, 562.23 feet to the southeasterly side of Oregon Road, the point or place of BEGINNING. MELISSA A. SPIRO LAND PRESERVATION COORDINATOR malissa, spiro@town.southold.ny,us Telephone (631) 765-5711 Facsimile (631) 765-6640 DEPARTMENT OF LAND PRESERVATION TOWN OF SOUTHOLD OFFICE LOCATION: Town Hall Annex 54375 State Route 25 (comer of Main Rd & Youngs Ave) Southold, New York MAILING ADDRESS: P.O. Box 1179 Southold, NY 11971-0959 To: From: Re: Supervisor Russell Town Board Town Clerk Land Preservation Committee Town Attorney Planning Board Suffolk County Division of Real Estate Melissa Spiro, Land Preservation Coordinator December 10, 2010 DEMCHAK to TOWN OF SOUTHOLD plo SCTM #1000-84.-t-tt & 12.1 Tax Assessors Building Department Data Processing Town Comptroller Stewardship Managers Pecenic Land Trust, Inc. The Nature Conservancy Please be advised that the Town has acquired a development dghts easement on the agricultural property listed below. If you would like additional information regarding the purchase, please feel free to contact me. LOCATION: SCTM #: PROPERTY OWNERS: PURCHASE DATE: PURCHASE PRICE: TOTAL PARCELS' ACREAGE: EASEMENT ACREAGE: RESERVED AREAS: ZONING: FUNDING: GRANT FUNDING: MISCELLANEOUS: 14380 Oregon Road & 22869 County Road 48, Cutchogue parts of 1000-84.-1-11 and 1000-84.-1-12.1 Michael Demchak and Maria Demchak Wednesday, December 8, 2010 $1,733,660.50 (based on 26.6717 buildable acres @ $65,000/buildable acre) 33.9890 acres 26.6717 acres 4.6899 acres (ODA) Retained Parcel A 2.6274 acres (ODA) Retained Parcel B A-C CPF 2% Land Bank This project is eligible for an awarded federal grant from USDA-NRCS in the amount of $870,000. Planning Board granted sketch plat plan approval for Conservation Subdivision on 11/15/2010. The Town Board adopted a resolution on 11/30/2010 accepting landowners' petition and granting approval for an Open Development Area CODA") consisting of 4 residential lots. CLOSING STATEMENT MICHAEL DEMCHAK and MARIA DEMCHAK to TOWN OF SOUTHOLD Total Development Rights Easement - 26.6717 acres Total Parcel Acreage - 33.9890 acres Retained Parcel "A" - 4.6899 acres (open development area "ODA") Retained Parcel "B" - 2.6274 acres (open development area "ODA") Premises: 14380 Oregon Road & 22869 County Road 48, Cutchogue Parts of SCTM #1000-84-1-11 & 12.1 Closing took place on Wednesday, December 8, 2010 at 1:00 p..m., Southold Town Hall Annex Purchase Price of $1,733,660.50 (based upon 26.6717 buildable acres $65,000/buildable acrs) disbursed as follows: Wire Transfer to CITIBANK, N.A. Branch 924 (Asset Preservation, Inc.) $ 700,000.00 Payable to Young & Young Check #108153 (t2/812010) $ 24,300.00 Payable to Surf Co Dept of Environmental Health $ Check #108152 (12/8/2010) 1,000.00 Payable to Peter S. Danowski, Jr., Esq. Check #108148 (17J8/2010) $ 15,000.00 Payable to Michael Demchak & Maria Demchak Check #108149 (12/8/2010) $ 993,360.60 Expenses of Closing: Appraisals Payable to Elinor Brunswick, MAI Check #104299 (2/2312010) Payable to Elinor Brunswick, MAI Check #107500 (11/412010) $ 4,000.00 $ 1,000.00 Survey Payable to Young & Young Check #108144 (11130i2010) $ 4,500.00 Environmental Report (Phase I ESA) Payable to Cashin Technical Services Inc. Check #105694 (6115/2010) $ 1,100.00 Title Report Payable to Stewart Title Insurance Company Check #108151 (12/8/2010) Title insurance policy $ 7,194.00 Recording easement $ 275.00 Certified easement $ 50.00 $ 7,519.00 Title Closer Attendance Fee Payable to Patricia Fallon Check #108150 (12i8/2010) $ 100.00 Those present at Closing: B. Philip Beltz Lisa Clare Kombrink, Esq. Michael Demchak Maria Demchak Peter S. Danowski, Jr., Esq. Patricia Fallon Melissa Spiro Melanie Doroski SoUthold Town Deputy Supervisor Attorney for Town of Southold Seller Seller Attorney for Sellers Title Company Closer Land Preservation Coordinator Land Preservation Sr Administrative Asst Town of Southold, New York - Payment Voucher Vendor Name Vendor Address ASSET PRESERVATION, INC. Vendor Telephone Number 966.394-1031 Vendor Contact Vendor No. 3643 CITIBANK, N.A. Branch 924 1950 Douglas Blvd, Ste B-7 Roseville, CA 9566q ========================================================== :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ~Wh:~l~g!:i:i:i:i:i:i:i:i:i:i:i:i:i:i:!: :i:i:!:i:i::!i: Invoice Invoice Invoice Net Purchase Order Number Date Total Discount Number Description of Goods or Services 12/8/20t 0 2010-332 WIRE TRANSFER Asset Preservation, Inc.; FBO: Exchangers ABA# 321 171 184 Account # 202 985 834 Reference: 73697-D1 - Michael Demchak and Maria Demchak Payee Certification The undersigned (Claimant) (Acting on behalf of the above named claimant) does hereby cerd f7 that the foregoing claim is true and correct, that no part has been paid, except as therein stated, that the balance therein sta~d is actually DEMCHAKtoTOWN :::':':': '--'i:El~i8660;2~600~OOi!!!i!ii;!i!iiiiiiiiii SCTM//1000-84-1-q I & 12.~ 26.6717 acres der rights :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: Department Certification I hereby certif7 that the materials above specified have been received by me in good condition without substitution, the services properly performed and that the quantities thereof have been verified wi~ the exceptions due and owing, and that taxes from which the Town is exempt are excluded. Company Name Date 12/8/2010 Approved by: ~~.~~ Michael & Maria Demchak or discrepancies noted, and payment is approved. Signature ~ Title Land Preservation Coordinator Date 12/8/2010 TOWN OF 80UTIIOLD [ VENDOR 025030 y~UNG"& YOUN~G FUND & ACCOUNT P.O.#- INVoIcE H3 .8660.2.600.100 TBR332 120810 12/08/2010 CHECK DESCRIPTION .108153 DEMCHAK-26. 6717 ACRES TOTAL AMOUNT 24,300.~0 24,300.00 TOWN OF $OUTHOLD VENDOR 019754 SUFFOLK COUNTY DEPT.OF FUND & ACCOUNT P.O.fl INVOICE DESCRIPTION H3 .8660.2.600.100 TBR332 120810 DEMCHAK-26.6717 ACRES TOTAL 1,000.00 1,000.00 TOWN OF $oUTHOLD ' VENDOR 004006 PETER S. DANOWSKI JR. ESQ. FUND & ACCO~INW H3 .~660.2.600.100 TBR332 120810 12/08/2010 CHECK 108148 P . O. # INVQICE DESCRIPTION / ~O~T DEMCH/YK- 26.6~? ~C DEV RGT TOTAL 15,000, O0 15,000.00 TOWN OF $OU'II-IOLD VENDOR 002613 MICHAEL & MARIA ~EMCHAK FUND & ACCOUNT P . O. #~/INVOICE H3 .8660.2.600.100 TBR332 120810 i2/08/2010 CHECK 108149 DESCRIPTION AMOUNT DEMCHAK-26.67 AC DEV RGT 993,360.50 TOTAL 993~360.50 i" BRUNSWICK APPRAISAL CORP. REAL ESTATE APPRAISERS AND CONSULTANTS 44 Elm Street, Suite 8 HONTINGTON, NEW YORK 11743 (631) 421-2344 FAX (631) 424-9246 E-Mail: Brun swickappraisaicorp~M SN.com Sanford S. Brunswick Elinor Brunswick, MAI State Certified Gcncrai Appraisers Annand Bnmswick, MAI 1881-1960 February 1, 2010 Town of Southold Department of Land Preservation Southold Town Hall Annex 54375 State Route 25 P.O. Box 1179 Southold, New York 11971-0959 Attention: Melissa A. Spiro, Land Preservation Coordinator Development Rights Easement Acquisition Demchak Properties 1000'84.1-p/o 11 & p/o 12.001 Cutchogue, New York 11935 INVOICE# 1000-13 Real Estate Appraisal $4,000 Thank you DEPT OF L&~ID TOWN OF $OUTHOLD ~--ENDOR 005409 ELINOR BRUNSWICK, MAI 02/23/2010 CHECK 104299 FLTN-D & ACCOUNT H3 ,8660.2 ~500,200 P. O. ~ INVOICE DESCRIPTION 20139 1000-13 APPRAISA~-DEMCMAK PROP TOTAL 4,000.00 4,000.00 OOOOO~, O.'" BRUNSWICK APPRAISAL CORP. REAL ESTATE APPRAISERS AND CONSULTANTS 44 Elm Stxeet, Suite 8 HUNTINGTON, NEW YORK 11743 (631 ) 421-2344 FAX (631) 424-9246 E-Mail: elinor~bmnswickappraisal.com Sanford S. Brunswick Elinor Brunswick, MAI State Certified General Appraisers Annand Bnmswick, MAI 1881-1960 October 13, 2010 Town of Southold Department of Land Preservation Southold Town Hall Annex 54375 State Route 25 P.O. Box 1179 Southold, New York 11971-0959 Attention: Melissa A. Spiro, Land Preservation Coordinator Development Rights Easement Acquisition Demchak Properties 1000-84,1-p/o 11 & p/o 12.001 Cutchogue, New York 11935 INVOICE//1000-18 Revised Real Estate Appraisal $1,000 Thank you PRESERVAT~)N GL108S 20 TOWN OF SOUTHOLD View i ** Actual Hi Vendor.. 005409 ELINOR BRUNSWICK, M Y=Select - JE Date Trx. Date Fund Account ............................. Begi 3/11/2008 3/11/2008 H3 .600 5/06/2008 9/09/2008 9/23/2008 12/16/2008 1/20/2009 2/24/2009 2/02/2010 2/23/2010 3/23/2010 8/10/2010 9/07/2010 10/05/2010 11/04/2010 5/06/2008 H3 .600 9/09/2008 H3 .600 9/23/2008 H3 .600 12/16/2008 H3 .600 1/20/2009 H3 .600 2/24/2009 H3 600 2/02/2010 H3 600 2/23/2010 H3 600 3/23/2010 H3 600 8/10/2010 H3 600 9/07/2010 H3 600 10/05/2010 H3 600 11/04/2010 H3 600 F2=Shift Up F3=Exit F10=Prev View Select Record(s) or Use Action Code : Trx Date ..... : Trx Amount... : Description.. : Vendor Code.. : Vendor Name.. : Alt Vnd.. : CHECK ........ : Invoice Code. : VOUCHER ...... : P.O. Code .... 21566 : Project Code. : Final Pa~ent F Liquid. : Type of 1099. N BOX. : Fixed Asset.. Y : Date Released 11/04/2010 : Date Cleared. 11/30/2010 : F3=Exit F12=Cancel : Disburs Inquir~ by Vendor Name ............. Detail--GL100N .............. W-11042010-152 Line: 108 Formula: 0 : Account.. H3 .600 : Acct Desc ACCOUNTS PAYABLE : 11/04/2010 SDT 11/03/10 : 1,000.00 : APPRAISAL-DEMCHAKREVISD : 005409 : ELINOR BRUNSWICK, MAI : : 107500 SCNB : 1000-18 : : : : : : : : : : Invoice Young & Young 400 Ostrander Avenue Riverhead, New York 11901 November 19, 2010 Project No: 2010-0250.00 Invoice No: 31569 Town of Southold P.O. Box 1179 Southold, NY 11971 Project 2010-0250.00 Southold, Town of Professional services rendered from November 15, 2010 through November 19, 2010 in conjunction with the preparation of an Acquisition Map. Refer to Purchase Order No. 21570 Fee Total this Invoice 4,500.00 $4,500.00 DEPT. OF ~ PRESERVATION Please refer to invoice number on remittance. Invoices are due within 30 days of invoice date. We accept Mastercard or Visa. GL108S 20 TOWN OF SOUTHOLD View I ** Actual Hi Vendor.. 025030 YOUNG & YOUNG Y=Select - JE Date Trx. Date Fund Account ............................. Begi 8/26/2003 8/26/2003 DB .600 1/20/2004 1/20/2004 H3 .600 10/19/2004 10/19/2004 H3 .600 2/01/2005 2/01/2005 H3 .600 2/15/2005 2/15/2005 H3 .600 1/02/2008 1/02/2008 H2 .600 1/02/2008 1/02/2008 H2 .600 9/08/2009 9/08/2009 H3 .600 9/08/2009 9/08/2009 H3 .600 9/08/2009 9/08/2009 H2 .600 3/09/2010 3/09/2010 H3 .600 11/30/2010 11/30/2010 H3 .600 F2=Shift Up F3=Exit F10=Prev View CANNOT FORWARD. END OF FILE Disburs Inquiry by Vendor Name .............. Detail--GL100N .............. : W-11302010-338 Line: 322 Formula: 0 : : Account.. H3 .600 : : Acct Desc ACCOUNTS PAYABLE : : Trx Date ..... 11/30/2010 SDT 11/29/10 : : Trx Amount... 4,500.00 : : Description.. DEMCHAK SURVEY-ACQ MAP : : Vendor Code.. 025030 : : Vendor Name.. YOUNG & YOUNG : : Alt Vnd.. : : CHECK ........ 108144 SCNB : : Invoice Code. 31569 : : VOUCHER ...... : : P.O. Code .... 21570 : : Project Code. : : Final Payment F Liquid. : : Type of 1099. M BOX. 07 Addl. : : Fixed Asset.. Y : : Date Released 11/30/2010 : : Date Cleared. : : F3=Exit F12=Cancel : : : ~in T-.ahnMI Beevi~ In~. May 27, 2010 Project No: CATS.025 Invoice No: 0000078 Melanie Doroski Town of Southold Town Hall Annex PO Box 1179 Southold NY 11971~09§9 Phase I EnvironmentAl Site Assessment for property located at 14380 Oregon Road & 22867 CR 48, Cutchogue, NY Professional Services: May 1,2010 through May 2?, 2010 Fee 1,100.00 Total this invoice $1,100.00 MAY DEPT OF LAND PRESERVATION TOWN OF $OUTHOLD VENDOR 003079 CASEIN TECHNICAL SVCES INC. 06/15/2010 CHECK 105694 FUND & ACCOUNT P.O.# INVOICE i DESCRIPTION AMOUNT H3 .8660.2.600.100 20145 0000078 PHASE I ESA-DEMCEAK PROP 1,100.00 TOTAL 1,100.00 STEWART TITLE INSURANCIg COMPANY 707 Westchester Avenue, Suite 411, White Pl~l-% New York 10604 Phone: 800-433-4698 or 914-993-9393 Fax: 914-997-1698 MORTGAGE INSURANCE COVERAGE PREMIUM ENDORSEMENTS: E~vlromuentai Waiver of Arbitration Ready.ti Adjm~lde Rate Rider NEW YORK ~TATE TRANSFER/MANSION TAX MORTGAGE TAX (Mortgagee) MORTGAGE TAX (Mo~g~gor) COMMUNITY PRESERVATION FUND SURVEy INSPECTION DEPARTMENTAL SEARCHES STREET REPORT ESCROW DEPOSIT ESCROW DEPOSIT FEE BANKRUPTCY SEARCH ( ) SATISFACTION(~) / ff ~ ( ) MORTGAGE(S) ( ) CONSOLIDATION, EXTENSION & MODIFICATION AGREEMENT(S) ( ) MORTGAGE AFFIDAVIT(S) ) ASSIGnMeNT(S) CLOSER CHARGES, IF ANY: FICK-UP FEE OTHER: TOWN OF $OUTHOLD V~NBOR 01~24 STEW.I%RT TITL~ IN~UP~C~ CO. FUND & ACCOUNT H3 . 8660 .'2: 6~10. 100 H3 .8660.2.600.100 H3 .8660.2.600.100 P.O.~ INVOICE TBR332 ~T10~07862A TBR332 ST10J0~862B TBR332 ST10-07862C 12/08/2010 CHECK 108151 DESCRIPTION / DEMCHAK-.TITLE INS POLICY DEMCHAK - RECORD . EASEMENT - DEMCHAK- CERT. COPY EASMNT ~6TAL AMO~T 7,194.00 ~275.00 50.00 7,519.00 TOWN OF SOUTHOLD VENDOR 006013 PATRICIA FALLgN 12/08/2010 CHECK 108150 FUND & ACCOUNT H3 .8660.2.600.100 P.O.# INVOICE TBR332 120810 DESCRIPTION AMOUNT DEMCHAK-TITLE CLSR FEE 100.00 TOTAL 100.00 MELISSA A. SPIRO LAND PRESERVATION COORDINATOR m¢lissa.spiro@t own.southold.ny.us Telephone (631) 765-5711 Facsimile (631) 765-6640 OFFICE LOCATION: Town Hall Armex 54375 State Route 25 (comer of Main Rd & Youngs Ave) Southold, New York MAILING ADDRESS: P.O. Box 1179 Southold, NY 11971-0959 DEPARTMENT OF LAND PRESERVATION TOW2~ OF SOUTHOLD To: Supervisor Russell Town Board Town Clerk Land Preservation Committee Town Attorney Planning Board Suffolk County Division of Real Estate Tax Assessors Building Department Data Processing Town Comptroller Stewardship Managers Peconic Land Trust, Inc. The Nature Conservancy From: Melissa Spiro, Land Preservation Coordinator Date: December 10, 2010 Re: DEMCHAK to TOWN OF SOUTHOLD plo SCTM #1000-84.-1-11 & 12.1 Please be advised that the Town has acquired a development rights easement on the agricultural property listed below. If you would like additional information regarding the purchase, please feel free to contact me. LOCATION: 14380 Oregon Road & 22869 County Road 48, Cutchogue SCTM #: parts of 1000-84.-1-11 and 1000-84.-1-12.1 PROPERTY OWNERS: Michael Demchak and Maria Demchak PURCHASE DATE: Wednesday, December 8, 2010 PURCHASE PRICE: $1,733,660.50 (based on 26.6717 buildable acres @ $65,000/buildable acre) TOTAL PARCELS'ACREAGE: 33.9890 acres EASEMENT ACREAGE: 26.6717 acres RESERVED AREAS: 4.6899 acres (ODA) Retained Parcel A 2.6274 acres (ODA) Retained Parcel B ZONING: A-C FUNDING: CPF 2% Land Bank GRANT FUNDING: This project is eligible for an awarded federal grant from USDA-NRCS in the amount of $870,000. MISCELLANEOUS: Planning Board granted sketch plat plan approval for Conservation Subdivision on 11/15/2010. The Town Board adopted a resolution on 11/30/2010 accepting landowners' petition and granting approval for an Open Development Area ("ODA") consisting of 4 residential lots. TB heating presentation 4/20/10 TB hearing Demchak Property - development rights easement #1000-84-1-11 and #1000-84-1-12.1 Melissa ..... This hearing is for the Town to purchase a development rights easement for agricultural purposes. The farm is comprised of 2 separate tax parcels and is located on the south side of Oregon Road in Cutchogue between Cox Lane and Bridge Lane. The Demchaks are repeat development right sellers, 2 years ago they sold the development rights on their farm to the west of this property to the Town. The farm contains all prime agricultural soils. Preservation of this farm completes a block of about 100 acres of preserved farmland along the south side of Oregon Road. The farm is located within one of the largest blocks of preserved farmland in Southold, the 100 acre block of preserved farmalnd noted continues to the north, on the north side of Oregon Road, and to the south, on the south side of CR 48 and totals over 750 acres.. The negotiated purchase price of $65,000 per acre is in accordance with an appraisal which was completed for the property. The purchase will be funded with Community Preservation Funds. We've applied for a grant from the United States Department of Agriculture -Natural Resources Conservation Service, and we await notice as to whether or not we will receive grant funds toward this purchase. If we do, and if the project meets all of the eligibility requirements, the Town will receive a re-imbursement for approximately 50% of the purchase price. The landowner is reserving from the easement an area of approximately 8 acres, located partially on Oregon Road, and partially on the south side of the property. The landowner intends to go before the Planning Board for a Conservation Subdivision to create 4 residential lots with in the Reserve Area, one of which will include the existing residential dwelling. The Land Preservation Committee members and I all support this purchase and thank the landowners for giving us the opportunity to preserve the farm for agricultural purposes. We recommend that the Town Board proceed with acquiring the easement. 617.20 Appendix C State Environmental Quality Review SHORT ENVIRONMENTAL ASSESSMENT FORM For UNLISTED ACTIONS Only PART I - PROJECT iNFORMATION (To be completed by A~3plicant or ProJect sponsor) 12. PROJECT NAME 1. APPLICANT/SPONSO~~:3~.~I~.~ t ~/1~/ t'~C.~,~ '~2,¢.~11r~ 3. PROJECT LOCATION: Municipality ~ ~- ~ "--~'~ ~,~ ~J County ~-'~= I¢ O ~- ~. 4. PRECISE LOCATION (Street address and road intersections, prominent landmarks, etc., or provide map) 5. PROPOSEDACTION IS: [] New [] Expansion [] Modification/alteration $. O_ESCRIBE PROJECT BRIEFLY' 7. AMOUNT.. OF ~ND AF~ ECTED'. ~. Imhally ~,[ -- acres Ultimately ~,~ acres 8. WILL PROPOSED ACTION COMPLY WITH EXISTING ZONING OR OTHER EXISTING LAND USE RESTRICTIONS? [] No If No, descdbe briefly 9. WHAT IS PRESENT LAND USE IN VICINITY OF PROJECT? [~Residential [] Industrial ~ommercial Describe: ~gdculture [] Park/Forest/Open Space [] Other 10. DOES ACTION INVOLVE A PERMIT APPROVAL, OR FUNDING, NOW OR ULTIMATELY FROM ANY OTHER GOVERNMENTAL AGENCY (FEDERAL, STATE OR LOCAL)? [] Yes U No If Yes, list agency(s~_name and permit/approvals: 11. DOES ANY ASPECT OF THE ACTION HAVE A CURRENTLY VALID PERMIT OR APPROVAL? [ I Yes [~No If Yes, list agency(s) name and permit/approvals: 12. AS A RESULT OF PROPOSED ACTION WILL EXISTING PERM[T/APPROVAL REQUIRE MODIFICATION? I CERTIFY TDAT THE INFORMATION PROVI~ED~BOVE IS TI?~UE TO THE BEST OF MY KNOWLEDGE Applicant/sponsor name: /~'"""--~,./ ~,..~ ~u"J~i/,f ..'/'M~/;[$.4. ~,'~O Date: Si~t~ ~ _  If the action is in the Coastal Area, and you are a state agency, complete the Coastal Assessment Fo~ before proceeding with this assessment OVER PART II - IMPACT ASSESSMENT (To be completed by Lead A~lency) A. DOES ACTION EXCEED ANY TYPE I THRESHOLD IN 6 NYCRR, PART 617.4? If yes, coordinate the review process and use the FULL EAF. I-lYes []No B. WILL ACTION RECEIVE COORDINATED REVIEW AS PROVIDED FOR UNLISTED ACTtONS IN 6 NYCRR, PART 617.6? If No, a negative declaration may be superseded by another involved agency. C. COULD ACTION RESULT IN ANY ADVERSE EFFECTS ASSOCIATED VVITH THE FOLLOWING: (Answers may be handwritten, if legible) Cl. Existing air quality, surface or groundwater quality or quantity, noise levels, existing traffic pattern, solid waste product[on or disposal potential for erosion, drainage or flooding problems? Explain bdefiy: C2. Aesthetic, agricultural, archaeological, historic, or other natural or cultural resources; or community or neighborhood character? Explain briefly: C3. Vegetation or fauna, fish, shellfish or wildlife species, significant habitats, or threatened or endangered species? Explain briefly: C4. A community's existing plans or goals as officially adopted, or a change in use or intensity of use of land or other natural resources? Explain briefly: C§. Growth, subsequent development, or related activities likely to be induced by tho proposed action? Explain briefly: C6. Long term, shod term, c~mulafive, or other effects not identified in Cl-Gfi? Explain briefly: C7. Other impacts (including changes in use of either quantity or type of energy)? Explain briefiy: D. WILL THE PROJECT HAVE AN IMPACT ON THE ENVIRONMENTAL CHARACTERISTICS THAT CAUSED THE ESTABLISHMENT OF A CRITICAL ENVIRONMENTAL AREA (CEA}? [] Yes [] No If Yes, explain briefly: E. IS THERE, OR IS THERE LIKELY TO BE, CONTROVERSY RELATED TO POTENTIAL ADVERSE ENVIRONMENTAL IMPACTS? [] Yes ~'qo If Yes, explain briefly: PART III - DETERMINATION OF SIGNIFICANCE (To be completed by Agency) INSTRUCTIONS: For each adverse effect identified above, determine whether it is substantial, large, important or otherwise significant. Each effect should be assessed in connection with its (a) setting (i.e. urban or rural); (b) probability of occurring; (c) duration; (d) irreversibility; (e) geographic scope; and (f) magnitude. If necessary, add attachments or reference supporting materials. Ensure that explanations contain sufficient detail to show that all relevant adverse impacts have been identified and adequately addressed, tf question D of Part II was checked yes, the determination of significance must evaluate the potential impact of the proposed action on the environmental characteristics of the CEA. ] ~heckthisb~xify~uhaveidenti~ed~ne~rm~rep~~entia~~yIarge~rsignlflcantadverseimpactswhichMAY~ccur~ ThenproceeddirectlytotheFULI EAF and/or prepare a positive declaration, ~ Check this boxif you have determined, based on the information and analysis above and any supporting documentation.that the proposed acfion W1LI NOT result in any significant adverse environmental impacts AND provide, on attachments as necessary, the reasons supporting this determinatior Name of Lead Agency Print or Ty~~ Signatute-'~f Responsible Officer in Lead Agency Date Title of Responsible Officer Si.~d'atur~ of Preparo~' (~erent ~rom resflon$ible officer) #9712 STATE OF NEW YORK) ) SS: COUNTY OF SUFFOLK) Karen Kine of Mattituck, in said county, being duly sworn, says that she is Principal Clerk of THE SUFFOLK TIMES, a weekly newspaper, published at Mattituck, in the Town of Southold, County of Suffolk and State of New York, and that the Notice of which the annexed is a printed copy, has been regularly published in said Newspaper once each week for 1__ week(s), successively, commencing on the 15th day of April, 2010. Sworn to before me this Principal Clerk 2010. LEGAL NOTIC1E~ NOT~CE OF PUBLIC tIE~I~IG NOTICE I$ HEREBY GIVEN that pursuant to the provisions of Chapter 17 (Community Preservation Fund) and Chapter 70 (Agricultural Lands) of the Town Code, the Town Board of the Town of Southold hereby 8gt~ ~esdav. Aoril 2~, C~et$TINA VOLiNSKI ;31AC,. ,,~ C.$TATE OF NEW yoRK :O 01.V~bi05050 , ~:o ~l~ t m Suitolk county OFFICE LOCATION: Town Hall Annex 54375 State Route 25 (cot. Main Rd. & Youngs Ave.) Southold, NY 11971 MAILING ADDRESS: P.O. Box 1179 Southold, NY 11971 Telephone: 631 765-1938 Fax: 631 765-3136 LOCAL WATERFRONT REVITALIZATION PROGRAM TOWN OF SOUTHOLD MEMORANDUM To: Town of Southold Town Board From: Mark Terry, Principal Planner ~ LWRP Coordinator Date: April 9, 2010 Re: Purchase of a development rights easement on property owned by Maria and Michael Demchak. Location: 14380 Oregon Road and 22867 County Road 48 SCTM# 1000-84-1-11 and #1000-84-1-12.1 The proposed acquisition is for a development rights easement on a part of the combined properties consisting of approximately 24.6+ acres (subject to survey) of the 33+- total acres. The action has been reviewed to Chapter 268, Waterfront Consistency Review of the Town of Southold Town Code and the Local Waterfront Revitalization Program (LWRP) Policy Standards. Based upon the information provided on the LWRP Consistency Assessment Form submitted to this department as well as the records available to me, it is my recommendation that the proposed action is CONSISTENT with the Policy Standards and therefore is CONSISTENT with the LWRP. Please contact me at (631) 765-1938 if you have any questions regarding the above recommendation. Cc: Martin Finnegan, Town Attorney Melissa Spiro, Land Preservation Coordinator 617.20 Appendix C State Environmental Quality Review SHORT ENVIRONMENTAL ASSESSMENT FORM For UNLISTED ACTIONS Only PART I - PROJECT INFORMATION (To be completed by A~)plicant or Project Sponsor) 1, APPLICANT/SPONSOR 12. PROJECT NAME 3. PROJECT LOCATION: Municipality ~ ~ 1~ "--'~W~J County ~--~U~: ~ O ~- W, 4. PRECISE LOCATION (Street address and road intersections, prominent landmarks, etc., or provide map) 5. PROPOSED ACTION IS: [] New [] Expansion [] Modification/alteration 6. DESCRIBE PROJECT BRIEFLY' ) 7. AMOUNT OF ~ND AFfECTeD; % ~ ~ Initial~ ~Mi[ ~ a~s Ultimate~ 2 a~s 8. ~LL PROPPED ACTION COMPLY ~TH ~ ST NG ZON NG OR OTHER EXISTING ~ND USE RESTRICTIONS? ~ No If NO, des~ibe b~efly ~Re~dentia, ~ Industrial ~ommer.al ~gH~l~m 0 Pa~FomsFO~n S~ 0 ~her ~S~: 10. ~ES ACTION INVOLVE A PERMIT APPROVAL, OR FUNDING, NOW OR ULTI~TELY FROM ANY OTHER GOVERNME~AL AGENCY (FEDE~L. STATE OR L~AL)? ~ Yes ~ U No If Y~, list agen~(~name and ~appro~ls: DOES ANY ASPECT OF THE ACTION ~ A CURRE~LY VALID PERM~ OR APPROVAL? ~ Y~ ~No If Yes, list agent(s) name and ~iFappmvals: 12. AS A RESULT OF PROPOSED ACTION ~LL ~ISTING PERMIT/APPROVAL REQUIRE MODIFI~TION? DYes ~No I CERTIFY T_J:~T THE INFORMATION PROVIOED ABOVE IS TF[UE TO THE BEST OF MY KNOWLEDGE '~' / If the action is in the Coastal Area and you are a state agency, complete the Coasta Assessment Form before proceeding with this assessment OVER PART II - IMPACT ASSESSMENT (To be completed by Lead Agency) A, DOES ACTION EXCEED ANY TYPE I THRESHOLD IN 6 NYCRR, PART 617.47 If yes, coordinate the review process and use the FULL EAF. [~Yes F~No B. WILL ACTION RECEIVE COORDINATED REVIEW AS PROVIDED FOR UNLISTED ACTIONS IN 6 NYCRR, PART 617.6? If No, a negative declaration may be superseded by another involved agency. [~Yes [~)No C. COULD ACTION RESULT IN ANY ADVERSE EFFECTS ASSOCIATED WITH THE FOLLOWING: (Answers may be handwritten, if legible) C1. Existing air quality, surface or groundwater quality or quantity, noise levels, existing traffic pettem, solid waste production or disposal, potential for erosion, drainage or flooding problems? Explain briefly: C2. Aesthetic, agricultural, archaeological, historic, or other natural or cultural resources; or community or neighborhood character? Explain briefly: C3. Vegetation or tsuna, lish, shellfish or wildli~ species, si§niti~nt habitats, or thmaten~l or endangered species? Explain briefly: CM.. A communiys ~istino p~ans or ~oals as offioiall¥ adopted, or a ch~n~e in use or inten$~ o[ uso o~ land or other natural ~e~oureos? Explain C6. GraPh, subsequent development, or mlet~l a~vifies ~ikely to b~ leduced by the proposuri action? Explain briefly: CO. Lon~ term, short term, cumulative, or other e~ects not identified in C~-C§7 Explain hrie~: C7. Other impacts {including changes in u,~ o~ either quantity or type o! enemy)? Explein briefly: WILL THE PROJECT HAVE AN IMPACT ON THE ENVIRONMENTAL CHARACTERISTICS THAT CAUSED THE ESTABLISHMENT OF A CRITICAL ENVIRONMENTAL AREA (CEA)? [] Yes~ ~ No If Yes, explain briefly: E. IS THERE, OR IS THERE LIKELY TO BE, CONTROVERSY RELATED TO POTENTIAL ADVERSE ENVIRONMENTAL IMPACTS? [] Yes [~l~No If Yes, explain briefly: PART III - DETERMINATION OF SIGNIFICANCE (To be completed by Agency) INSTRUCTIONS: For each adverse effect identified above, determine whether it is substantial, large, important or other,vise significant. Each effect should be assessed in connection with its (a) setting (i,e. urban or rural); (b) probability of occurring; (c) duration; (d) in*eversibility; (e) geographic scope; and (f) magnitude. If necessary, add attachments or reference supporting materials. Ensure that explanations contain sufficient detail to show that all relevant adverse impacts have been identified and adequately addressed. If question D of Part II was checked yes, the determination of significance must evaluate the potentialimpact of the preposed action on the environmental characteristics of the CEA. ] Chec~thisb~xify~uhaveidenti~ed~ne~rm~rep~tentia~y~arge~rsigni~cantadverseimpactswhIchMAY~ccur~ ThenproceeddimctlytotheFULL FAF and/or prepare a positive declaration. ,~ Check this box if you have detsrmined, based on the leformation and analysis above and any supporting d°cumentation, that the pr°p°sed acti°n WILL NOT result in any significant adverse environmental impacts AND provide, on attachments as necessa~7, the reasons supporting this determination Name of Lead Agency Date Title of Responsible Officer Si{~'~ fur~ of Preparer (I/'(~3erent fi.om responsible office ) 38A I APRJLIS, 2010 LEGAL NOTICES SUFFOLKTIMES.COM LEGAL NO'llC E NOTICE OF PUBLIC HEARING NOTICE IS HEREBY GIVEN that pursuant to the provisions of Chapter 17 (Community Preservation Fund) and Chapter 10 (~griculturai Lands) of the Town Code. the Town Board of the Town of Southold hereby sets Tuesdav~April ~ 2010, at 7'.35 ri.m- Southold Town 14q% 5*,095 Main Road, Southold~ New Ynrk~ as the time and niece for a public hearing for the purchase ora ~levelopment riehts ~ichael Demehak~Said property il fled as part of SC'TM g1000-84-l- 11 and #1000-84 I - 12,1 The addresses are 14380 Oregon Road and 22867 County Road 48, respectively. The adjacent properties are located in the ALC zoaing district and are at the southerly side of Oregon Road, approximately 725 feet east from the intersection of Cox Lane and Oregon Road in Cutcbogue. New York. The proposed acquisition is for a of the combined properties consisting of approximately 24.6± acres (subject to survey) of thc 33± total acres. The exact area of the acquisition is subject to a Town-provided survey ac- ceptable to the Land Preservation Com- mittee and the property owner~ The easement will be acquired using Com- may become eligible for partial funding /Yom a grant proposal submitted to the United States Department of Agricul- lure Natural Resources Conservation Service (USDA-NRCS). The purchase price is $65D00 (sixty-five thousand dol- lars) per buildable acre for the 24.6+ acre easement plus acquisition costs. Wac properties are listed on theTown's Community Preservation Project Plan as properties that should be preserved due to their agricuhurat value. FURTHER NOTICE is hereby given that a more detailed descriptioi~ Legal Notice was published in the Suffolk Times newspaper on Thursday, April 15, 2010. Elizabeth A. Neville Southold Town Clerk LEGAL NOTICE NOTICE OF PUBLIC HEARING NOTICE IS HEREBY GIVEN that pursuant to the provisions of Chapter 17 (Community Preservation Fund) and Chapter 70 (Agricultural Lands) of the Town Code, the Town Board of the Town of Southold hereby sets Tuesda¥~ April 20~ 2010~ at 7:35 p.m.~ Southold Town Hall~ 53095 Main Road~ Southold~ New York as the time and place for a public hearing for the purchase of a development rights easement on property owned by Maria and Michael Demchak. Said property is identified as part of SCTM #1000-84-1-11 and #1000-84-1-12.1 The addresses are 14380 Oregon Road and 22867 County Road 48, respectively. The adjacent properties are located in the A-C zoning district and are at the southerly side of Oregon Road, approximately 725 feet east from the intersection of Cox Lane and Oregon Road in Cutchogue, New York. The proposed acquisition is for a development rights easement on a part of the combined properties consisting of approximately 24.6± acres (subject to survey) of the 33± total acres. The exact area of the acquisition is subject to a Town-provided survey acceptable to the Land Preservation Committee and the property owners. The easement will be acquired using Community Preservation Funds. This project may become eligible for partial funding from a grant proposal submitted to the United States Department of Agriculture - Natural Resources Conservation Service (USDA~NRCS). The purchase price is $65,000 (sixty-five thousand dollars) per buildable acre for the 24.6± acre easement plus acquisition costs. The properties are listed on the Town's Community Preservation Project Plan as properties that should be preserved due to their agricultural value. FURTHER NOTICE is hereby given that a more detailed description of the above mentioned parcel of land is on file in Land Preservation Department, Southold Town Hall Annex, 54375 Route 25, Southold, New York, and may be examined by any interested person during business hours. Dated: April 6, 2010 BY ORDER OF THE TOWN BOARD OF THE TOWN OF SOUTHOLD Elizabeth Neville Town Clerk PLEASE PUBLISH ON April 15, 2010 AND FORWARD ONE (1) AFFIDAVIT OF PUBLICATION TO ELIZABETH NEVILLE, TOWN CLERK, TOWN HALL, P.O. BOX 1179, SOUTHOLD, NY 11971. Copies to the following: The Suffolk Times Land Preservation Town Board Members Comptroller Town Attorney Town Clerk's Bulletin Board STATE OF NEW YORK) SS: COUNTY OF SUFFOLK) ELIZABETH A. NEVILLE, Town Clerk of the Town of Southold, New York being dulyswom, says that on the c~r~- dayof/qta, t/r_._,2010, she affixed a notice of which the annexed printed notice is a tree copy, in a proper and substantial manner, in a most public place in the Town of Southold, Suffolk County, New York, to wit: Town Clerk's Bulletin Board, 53095 Main Road, Southold, New York. Re: Demchak Dev. Rights (~lizabeth A. Neville outhold Town Clerk Sworn before me this ~ dayof ~ ,2010. Not~ Public ! UNDA J COOPER NOTARY PUBLIC, State of New York NO, 01004822563, Suffolk Cou/~/ Term Expires Decembor 01, 20 tt~ RESOLUTION 2010-287 ADOPTED DOC ID: 5822 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2010-287 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON APRIL 6, 2010: RESOLVED that pursuant to the provisions of Chapter 17 (Community Preservation Fund) and Chapter 70 (Agricultural Lands) of the Town Code, the Town Board of the Town of Southold hereby sets Tuesda¥~ April 20~ 2010~ at 7:35 p.m. Southold Town Hall~ 53095 Main Road~ Southold~ New York as the time and place for a public hearing for the purchase of a development rights easement on property owned by Maria and Michael Demchak. Said property is identified as part of SCTM #1000-84-1-11 and #1000-84-1-12.1 The addresses are 14380 Oregon Road and 22867 County Road 48, respectively. The adjacent properties are located in the A-C zoning district and are at the southerly side of Oregon Road, approximately 725 feet east from the intersection of Cox Lane and Oregon Road in Cutchogue, New York. The proposed acquisition is for a development rights easement on a part of the combined properties consisting of approximately 24.6± acres (subject to survey) of the 33± total acres. The exact area of the acquisition is subject to a Town-provided survey acceptable to the Land Preservation Committee and the property owners. The easement will be acquired using Community Preservation Funds. This project may become eligible for partial funding from a grant proposal submitted to the United States Department of Agriculture - Natural Resources Conservation Service (USDA-NRCS). The purchase price is $65,000 (sixty-five thousand dollars) per buildable acre for the 24.6± acre easement plus acquisition costs. The properties are listed on the Town's Community Preservation Project Plan as properties that should be preserved due to their agricultural value. FURTHER NOTICE is hereby given that a more detailed description of the above mentioned parcel of land is on file in Land Preservation Department, Southold Town Hall Annex, 54375 Route 25, Southold, New York, and may be examined by any interested person during business hours. Elizabeth A. Neville Southold Town Clerk RESULT: ADOPTED [UNANIMOUS] MOVER: Albert Krupski Jr., Councilman SECONDER: Louisa P. Evans, Justice AYES: Ruland, Orlando, Talbot, Krupski Jr., Evans, Russell MELISSA A. SPIRO LAND PRESERVATION COORDINATOR melissa.spiro@ town.southold.ny.us Telephone (631) 765-5711 Facsimile (631 ) 765-6640 OFFICE LOCATION: Town Hall Annex 54375 State Route 25 (corner of Main Road & Youngs Avenue) Southold, New York MAILING ADDRESS: P.O. Box 1179 Southold, NY 11971-0959 DEPARTMENT OF LAND PRESERVATION TOWN OF SOUTHOLD RECEtV~D To: From: Date: Re: Southold Town Clerk Land Preservation Department December 28, 2010 DEMCHAK Open Development Area (ODA} Part of SCTM #1000-84-1-11 & 12.1 In compliance with Town Code Section 240-28(C) and the Town Board's adoption of Resolution No. 2010-944 on November 30, 2010, regarding the approval of an Open Development Area (ODA) for Michael & Maria Demchak, I am submitting a copy of the recorded Grant of Development Rights Easement dated December 8, 2010, between Maria Demchak and Michael Demchak, and the Town of Southold, as recorded in the Office of the Suffolk County Clerk on December 23, 2010, in Liber D00012646, at page 798. /md enc. CC: Peter S. Danowski, }r., Esq. w/enc. Michael & Maria Demchak w/enc. Planning Board w/enc. CC ft: C10-46405 COUNTY CLERK'S OFFICE STATE OF NEW YORK COUNTY OF SUFFOLK I, JUDITH A. PASCALE, Clerk of the County of Suffolk and the Court of Record thereof do hereby certify that I have compared the annexed with the odginal EASEMENT recorded in my office on12/2312010 underLiber D00012646 andPage 798 and, that the same is a true copy thereof, and of the whole of such original. In Testimony Whereof, I have hereunto set my hand and affixed the seal of said County and Court this 12/2312010 SUFFOLK COUNTY CLERK JUDITH A. PASCALE SEAL PRESERVATION SUFFOLK COUNTY CLERK RECORDS OFFICE RECORDING PAGE T~pe of Instrument: EASEMENT N~m~er of Pages: 29 Receipt N~m~er : 10-0148160 TRANSFER TAX NUMBER: 10-10870 District: 1000 Deed Amount: Recorded: At: LIBER: PAGE: Section: Block: 084.00 01.00 EX~MINED AND CHARGED AS FOLLOWS $1,733,660.50 12/23/2010 11:50:16 AM D00012646 798 Lo t: 011.002 Received the Following Fees For Above Instrument Exempt Page/Filing $145.00 NO Handling COE $5.00 NO NYS SRCHG TP-584 $5.00 NO Notation Cert. Copies $18.85 NO RPT Transfer tax $0.00 NO Comm. Pres Fees Paid T~ANSFER TAX NUMBER: 10-10870 THIS PAGE IS A PART OF THE INSTRUMENT THIS IS NOT A BILL Exempt $20.00 NO $15.00 NO $0.00 NO $50.00 NO $0.00 NO $258.85 JUDITH A. PASCALE County Clerk, Suffolk County Number of pages This document will be public record. Please remove all Social Security Numbers prior to recording. Deed / Mortgage Instrument Page / Filing Fee EA-~ 17 (County) E(-5217 (State)k) R .P.T.S .A ~S Surch~ge Other 20. 00 4 [ Dist. Real Property Tax Service Agoncy Vefffication Deed / Mortgage Tax Stamp .FEES RECORDED 2010 Dec 23 11:50:16 ~E CLERK OF SUFFOLK CoUnTY L 500012646 P 798 bT# Sub Total 5. O0 SubTotal (-~ --, / 't~C~ ~.~' 15. 00 1000 08400 0100 011002 1000 08400 0100 012004 I Reco/ding/,Filing Stamps Mortgage Amt. 1. Basic Tax 2. Additional Tax Sub Total Spec./Assit. O1' Spec./Add. TOT. MTG. TAX Dual Town __ Dual County Held for Appointme~:r--- Transfer Tax ~') Mansion Tax The property covered by this mortgage is or will be improved by a one or two family dwelling only. YES or NO If NO, see appropriate tax clause on page, I CPF Tax Due $ latisfa~tions/Discharges/Releases List Property Owners Mailing Address RECORD & RETURN TO: PmO, Bo~ 117q Improved TD Mail to: Judith A. Pascale, Suffolk County Clerk/ 71 Title Company Information 310 C-emer Drivev-Riverhead, NY_ !!9p_1 t. Co' Nam~ J-rt~,,~-* "F~ rv.~ ' www. suffolkcountyny, gov/clerk / Title # ,,~T/t9 - O'¢a°&~2 Suffolk Recordin & Endorsement page This page forms part of the attached (SPECIFY TYPE OF INSTRUMENT) The premises herein is situated in SUt'e'OLK COUNTY, NEW YORK. made by: GRANT OF DEVELOPMENT RIGHTS EASEMENT ~T~IIS GRANT OF DEVELOPMENT RIGHTS EASEMENT, is made on the 5TM day of December, 2010 at Southold, New York. The parties are MARIA DEMCHAK and MICHAEL DEMCHAK, 3206 Carnoustie Court, Riverhead, New York iig0i (herein collectively called 'Grantor"), and the TOWN OF SOUTHOLD, a municipal corporation, having its principal office at 53095 Main Road, P.O. Box iiTg, Southold, New York ii97i (herein called "Grantee") and the United States of America ('United States") by and through the United States Department of Agriculture ("USDA") Natural Resources Conservation Service ('N ,P, CS") acting on behalf of the Commodity Credit Corporation, as its interest appears herein. INTRODUCTION WHEREAS, Grantor is the owner in fee simple of certain real property located in the Town of Southold, Suffolk CountY, New York, identified as part of SCTM #1000-84-1-11 and part of SCTM #1000- 84-1-12.1, more fully-described in SCHEDULE "A" attached hereto and made a part hereof and hereinafter referred to as the "Property" and shown on the survey prepared by Young & Young, dated November 16, 2010 (a reduced copy of which is attached hereto and made a part hereof and hereinafter referred to as the "Survey"); and WHEREAS, the Property is located in the A-C Zoning District of the Town of Southold; and WHEREAS, the Property contains soils classified as Class I and Class I! worthy of conservation as identified by the United States Department of Agriculture, Natural Resources Conservation Service's (formerly the Soil Conservation Service) Soil Survey of Suffolk CountY, New York; and WHEREAS, The Federal Farm and Ranch Lands Protection Program's purpose is to assist in the purchase of cOnservation easements on land with prime, unique, or other productive soil for the purpose of protecting topsoil from conversion to nonagricultural uses (16 U.S.C. 3838h and 3838!). Under the authoritY of the Farm and Ranch Lands Protection Program, the United States Department of Agriculture Natural Resources Conservation Service (hereinafter the "United States" or 'NRCS") acting on behalf of the Commodity Credit Corporation, has provided EIGHT HUNDRED SEVENTY THOUSAND AND 00/100 DOLLARS ($870,000.00) to the Grantee for the acquisition of this Easement, entitling the United States to the rights identified herein. WHEREAS, the Property is part of the New York State Agricultural District #1, and the Grantor wishes to continue using the Property for agricultural production as defined in this Easement; and WHEREAS, the Property is currently used as sod crop in rotation with other specialty crops; and WHEREAS, it is the policy of the Town of Southold (the "Town"), as articulated in the Town's I~laster Plan of :L973, amended in 1986 and 1989 as adopted by the Town Board, Town of Southold, and §272-a of the New York State Town Law ("Town Law") to protect environmentally sensitive areas, preserve prime agricultural soils, to protect the scenic, open space character of the Town and to protect the Town's resort and agricultural economy; and WHEREAS, the Property in its present scenic and agricultural condition has substantial and significant value as an aesthetic and agricultural resource since it has not been subject to any development; and WHEREAS, Grantor and Grantee recognize the value and special character of the region in which the Property is located, and Grantor and Grantee have, in common, the purpose and objective of protecting and conserving the present state and inherent, tangible and intangible values of the Property as an aesthetic, natural, scenic and agricultural resource; and WHEREAS, Grantee has determined it to be desirable and beneficial and has requested Grantor, for itself and its successors and assigns, to grant a Development Rights Easement to Grantee in order to restrict the further development of the Property while permitting compatible uses thereof; NOW THEREFORE, in consideration of ONE NILL[ON SEVEN HUNDRED THIRTY-THREE THOUSAND SIX HUNDRED SIXTY AND 50/100 DOLLARS ($1,733,660.50) and other good and valuable consideration paid to the Grantor, the receipt of which is hereby acknowledged, the Grantor does hereby grant, transfer, bargain, sell and convey to the Grantee a Development Rights Easement, in gross, 2 which shall be binding upon and shall restrict the premises shown and designated as the Property herein, more particularly bounded and described on Schedule "A" annexed hereto and made a part of this instrument. TO HAVEAND TO HOLD said Development Rights Easement and the rights and interests in connection with it and as hereinafter set forth with respect to the Property unto the Grantee, its successors and assigns forever, reserving, however, for the direct use and benefit of the Grantor, its legal representatives, successors and assigns, the exclusive right of occupancy and of use of the Property, subject to the limitations, conditions, covenants, agreements, provisions and use restrictions hereinafter set forth, which shall constitute and shall be servitudes upon and with respect to the Property. ' The Grantor, for itself, and for and on behalf of its legal representatives, successors and assigns, hereby covenants and agrees as follows: 0.01 Grantor's Warranty Grantor warrants and represents to the Grantee that Grantor is the owner of the Property described in Schedule "A", free of any mortgages or liens, as set forth in Stewart Title Insurance Company Title Report No. ST10-07862 and possesses the right to grant this easement. 0.02 Grantee's Status Grantee warrants and represents to Grantor that Grantee is a municipal.corporation organized and existing under the laws of the State of New York State and is authorized under §64 of Town Law and §247 of the New York State General Municipal Law ("General Municipal Law") to acquire fee title or lesser interests in land, including development rights, easements, covenants, and other contractual rights which may be necessary or desirable for the preservation and retention of agricultural lands, open spaces and natural or scenic resources. 0.03 Purpose The parties recognize the environmental, natural, scenic, conservation and agricultural values of the Property and have the common purpose of preserving these values by limiting nonagricultural uses of the Property. This instrument is intended to convey a Development Rights Easement on the Property by Granto? to Grantee, exclusively for the purpose of preserving its character in perpetuity for its environmental, scenic, agricultural, conservation and natural values bY preventing the use or development of the Property for any purpose or in any manner contrary to the provisions hereof, in furtherance of federal, New York State and local conservation policies. 0.04 Governmental Recoqnition New York State has recognized the importance of private efforts to preserve rural land in a scenic, natural, and open condition through conservation restrictions by the enactment of General Municipal Law §247. Similar recognition by the federal government includes §170(h) of the :Internal Revenue Code ("IRC") and other federal statutes. 0.05 Documentation Grantee acknowledges by acceptance of this Development Rights Easement that present uses of the Property are compatible with the purPoses of this Easement. In order to aid in identifying and documenting the present condition of the Property's natural, scenic, conservation, agricultural, and aesthetic resources and otherwise to aid in identifying and documenting the Property's agricultural values as of the date hereof, to assist Grantor and Grantee with monitoring the uses and activities on the Property'and ensuring compliance with the terms hereof, Grantee has prepared, with Grantor's cooperation, an inventory of the Property's relevant features and conditions (the 'Baseline Documentation"). This Baseline Documentation includes, but need not be limited to, a survey dated November 16, 2010 prepared by Young & Young, and a Phase I Environmental Site Assessment dated May 26, 2010 by Cashin Associates, P.C. Grantor and Grantee acknowledge and agree that in the event a controversy arises with respect to the nature and extent of the Grantor's uses of the Property or its physical condition as of the date hereof, the parties shall not be foreclosed from utilizing any other relevant or material documents, surveys, reports, photographs or other evidence to assist in the resolution of the controversy. 0.06 Recitation In consideration of the previously recited facts, mutual promises, undertakings, and forbearances contained in this Development Rights Easement, the parties agree upon its provisions, intending to be bound by it. ARTICLE ONE THE EASENENT 1.01 Type This instrument conveys a Development Rights Easement (herein called the "Easement"). This Easement shall consist of the limitations, agreements, covenants, use restrictions, rights, terms, and conditions recited herein. Reference to this "Easement" or its "provisions" shall include any and all of those limitations, covenants, use restrictions, rights, terms and conditions. 1.02 Definitions "Development Rights" shall mean the permanent legal interest and right to prohibit or restrict the use of the Property for uses or purposes consistent with the terms of this Easement, including agd.cultural production as that term is presently referenced in §247 of the General Municipal Law and/or defined in Chapter 70 of the Town Code of the Town of Southold (the "Town Code" or "Code") now or as ......... Chapter-70-ma¥-beamended and !nc!'ud!ng thet~r~u~on of crops, livestock and livestock products as defined in §301(2)(a)-(j) of the New York State Agriculture and Markets Law ("Agriculture and Markets Law"), now or as §301(2)(a)-(j) may be amended, provided said amended provisions are inherently similar in nature to those crops, livestock and livestock products included as of the date of this Easement. No future restrictions in said laws and/or Code or limitation in the definitions set forth in said laws and/or Code shall preclude a use that is permitted under the current law and/or Code. "Improvement" shall mean any addition to raw land, such as structures, fences, wells or drainage. "Riding Academy" shall mean a business use of a lot for any of the following purposes: the letting of horses for hire to individuals or groups whether supervised or unsupervised, horseback riding instruction or the holding of horse shows or other equine events. "Structure" shall mean anything constructed or erected on or under the ground or upon another structure or building, including walkways. Structures shall not include trellis, posts and wiring, farm irrigation systems, nursery mats, or fencing necessary for agricultural operations or to mark the boundaries .of the Property, including without limitation fencing to keep out predator animals, including deer, Approvals for those items listed in the preceding sentence shall be as required by applicable provisions of the Town Code, 1.03 Duration This Easement shall be a burden upon and run with the Property in perpetuity. 1.04 Effect This Easement shall run with the Property as an incorporeal interest in the Property, and shall extend to and be binding upon Grantor, Grantor's agents, tenants, occupants, heirs, personal representatives, successors and assigns, and all other individuals and entities and provides Grantee with the right to administer, manage and enforce the Easement as provided herein. The word "Grantor" when used herein shall include all of those persons or entities. Any rights, obligations, and interests herein granted to Grantor and/or Grantee shall also be deemed granted to each and every one of its subsequent agents, successors, and assigns, and the word "Grantor and/or Grantee" when used herein shall include all of those persons or entities. ARTICLE TVVO SALE GRANTOR, for ONE MILLION SEVEN HUNDRED THIRTY-THREE THOUSAND SIX HUNDRED SIXTY AND 50/100 DOLLARS ($1,733,660.50) good and valuable consideration, hereby grants, releases, and conveys to Grantee this Easement, in perpetuity, together with all rights to enforce it. Grantee hereby accepts this Easement in perpetuity, and undertakes to enforce it against Grantor. ARTICLE THREE PROHIBITED ACTS 6 From and after the date of this Easement, the following acts, uses and practices shall be prohibited forever upon or Within the Property: 3.01 Structures No structures may be erected or constructed on the Property except as permitted by the Southold Town Land Preservation Committee ("Land Preservation Committee") and other applicable provisions of the Town Code and 1.02 and 4.06 of this Easement. 3.02 Excavation and Removal of Materials; Mining The excavating or filling of the Property, except as may be necessary to construct and maintain permitted structures and improvements on the Property or in connection with necessary drain.age or soil conservation programs, shall be prohibited, without the prior written consent of Grantee. Mineral exploitation, and extraction by any 'method, surface or subsurface, is prohibited. The removal of topsoil, sand, or other materials shall not take place, nor shall the topography of the Property be changed, except to construct and maintain the permitted structures and improvements on the Property and for purposes of erosion control and soil management, or in connection with normal agricultural/horticultural activities, without the prior written consent of Grantee. 3.03 Subdivision Except as provided in this Section 3.03, the Property may not be further subdivided pursuant to Town Law §§265, 276 or 277 or § 335 of the Real Property Law, as they may be amended, or any other applicable State or local law. "Subdivision" shall include the division of the portion of the Property from which the development rights are acquired into two or more parcels, in whole or in part. Grantor may, subject to approval by the Planning Board of the Town of Southold and as otherwise required by applicable law, subdivide the property or reconfigure lot lines, prOvided that all resulting parcels contain at least 10 acres of preserved agricultural land subject to a development rights easement or other conservation instrument. Notwithstanding this Section 3.03, upon the death of Grantor, the underlying fee interest may be divided by conveyance of parts thereof to Grantor's executor, trustee, heirs or next of kin by will or operation of law. The United States Secretary of Agriculture shall be notified prior to such division or conveyance. 3.04 Dumping The dumping or accumulation of unsightly or offensive materials including, but not limited to trash, garbage, sawdust, ashes or chemical waste on the Property shall be prohibited. This prohibition shall exclude materials used in the normal course of sound agricultural practices on the Property, including fertilization, c0mposting and crop removal. 3.05 siqns The display of signs, billboards, or advertisements shall be prohibited, except signs whose placement, number, and design do not significantly diminish the scenic character of the Property and only for any of the following purposes: (a) to state the name of the Property and the names and addresses of the occupants and the character of the business conducted thereon, (b) to temporarily advertise the Property or any portion thereof for sale or rent, (c) to post the Property to control unauthorized entry or use, or (d) with the consent of the Grantor, to announce Grantee's easement. Signs are subject to regulatory requirements of the Town. 3.06 Utilities The creation or placement of overhead utility transmission lines, utility poles, wires, pipes, wellsor drainage systems ("utilities")on the Property to service structures approved pursuant to Section 4.06 shall be prohibited without the prior written consent of the Grantee. Underground utilities must, to the extent possible, be constructed within 30 feet of the centerline of any roads or driveways, and may be used solely to service the permitted structures on the Property. The Property may not be used for the creation or placement of utilities to service any other properties. 3.07 Prohibited Uses Except for uses specifically permitted by this Easement, the use of the Property or structures on it for any residential, commercial or industrial uses, permanent or temporary, including but not limited to a riding academy, shall be prohibited. For the purposes of this section, agricultural production, as that term is presently referenced in §247 of the General Municipal Law and/or defined in Chapter 70 of the Town Code, now or as Chapter 70 may be amended, and including the production of crops, livestock and livestock products as defined in §301(2)(a)-(j) of the Agriculture and Markets Law, now or as said §301 (2)(a)~(j) may be amended, provided said amended provisions are inherently similar in nature to those crops, livestock and livestock products included as of the 'date of this Easement, and shall not be considered a commercial use. Uses, improvements and activities permitted by the Town Code now or in the future on agricultural lands protected by a development fights easement or other instrument, including but not limited to farmstands, shall not be considered a commercial use. No improvements, uses or activities inconsistent with current or future agricultural production shall be permitted on the Property. Under no circumstances shall athletic fields, golf courses or ranges, commercial airstrips and helicopter pads, motorcross biking, or any other improvements or activity inconsistent with current or future agricultural production be permitted on the Property. 3.08 Soil and Water Any use or activity that causes or is likely to cause soil degradation or erosion or pollution of any surface or subsurface waters shall be prohibited. This prohibition shall not be construed as extending to agricultural operations and practices (including, without limitation, the use of agrochemicals such as fertilizers, pesticides, herbicides, and fungicides) that are in accordance with sound agricultural management practices of the NRCS. 3.09 Conservation Plan All agricultural operations on the Property shall be conducted in a manner consistent with a resource management system (RMS) Conservation Plan (the "Conservation Plan") prepared by the NRCS utilizing the standards and specifications of the NRCS Field Office Technical Guide, 7 CFR Part 12 and approved by the Suffolk County Soil and Water Conservation District. All lands enrolled in the Farm and Ranch Lands Protection Program will be subject to the Conservation Plan. The resource management system for cropland, prescribed in the Conservation Plan for all cropland enrolled in FRPP will assure that selected conservation practice alternatives will prevent sheet and rill erosion from exceeding the current published soil loss tolerance level. Grantor shall give Grantee copies of the Conservation Plan upon request and advise Grantee of amendments thereto so as to enable Grantee to keep its records current. 3.10 Conservation Compliance Provisions of the Conservation Plan As required by Section 12381 of the Food Security Act of 1985, as amended, the Grantor, its heirs, successors, or assigns, shall conduct all agricultural operations on the Property in a manner consistent with a conservation plan (the "Conservation Plan") prepared in consultation with NRCS and approved by the Suffolk County Soil and Water Conservation District. This Conservation Plan shall be developed using the standards and specifications of the NRCS Field Office Technical Guide (FOTG) and 7 CFR Part 12 that are in effect on the date of this Easement. However, the Grantor may devel,op and implement a conservation plan that proposes a higher level of conservation and is consistent with the NRCS Field Office Technic'al Guide standards and specifications. NRCS shall have the right to enter upon the Property, with advance notice to the Grantor, in order to monitor compliance with the Conservation Plan. In the event of noncompliance with the Conservation Plan, NRCS shall work with the Grantor to explore methods of compliance and give the Grantor a reasonable amount of time, not to exceed twelve months, to take corrective action. If the Grantor does not comply with the Conservation Plan, NRCS will inform Grantee of the Grantor's noncompliance. The Grantee shall take all reasonable steps (including efforts at securing voluntary compliance and, if necessary, appropriate legal action) to secure compliance with the Conservation Plan following written notification from NRCS that (a) there is a substantial, ongoing event or circumstance of non-compliance with the Conservation Plan, (b) NRCS has worked with the Grantor to correct such noncompliance, and (c) Grantor has exhausted its appeal rights under applicable NRCS regulations. i'f the NRCS standards and specifications for highly erodible land are revised after the date of this Easement based on an Act of Congress, NRCS will work cooperatively with the Grantor to develop and implement a revised conservation plan. The provisions of this section apply to the highly erodible land conservation requirements of the Farm and Ranch Lands Protection Program and are not intended to l0 affect any other natural resources conservation requirements to which the Grantor may be or become subject. 3.11 Drainage The use of the Property for a leaching or sewage disposal field shall be prohibited. The use of the Property for a drainage basin or sump shall be prohibited, except in accordance with sound agricultural management practices and the Conservation Plan and in order to control flooding or soil erosion on the Property. 3.12 Development Rights The use of the acreage of this Property for purposes of calculating lot yield on any other Property shall be prohibited. Grantor hereby grants to Grantee all existing development rights (and any further development rights that may be created through a rezoning of the Property) on the Property, except for the right to use the Property for agricultural Production as set forth in Article Four below and the right to construct, maintain and replace any pre-existing structures, and to construct neTM structures, as such rights may be provided in Section 4.06, and the parties agree that any other such development rights shall be terminated and extinguished and may not be used or transferred to .any other parcels. ARTICLE FOUR GRANTOR'S RIGHTS 4.01 Ownership Subject to the provisions of ARTICLE THREE, Grantor shall retain all other rights of ownership in the Property, some of which are more particularly described in this ARTICLE FOUR. 4.02 Possession Grantor shall continue to have the right to exclusive possession of the Property. . 4.03 Use ]1 Grantor shall have the right to use the Property in any manner and ~or any purpose consistent with and not prohibited by this Easement, as well as applicable local, State, or federal law. Grant,or shall have the right to use the Property for uses, improvements and activities permitted by the Town Code, now or in the future, on agricultural lands protected by a development rights easement or other instrument, including, but not limited to farmstands and for educational or training programs related to agricultural production or activities. Grantor shall have the right to use the Property for traditional private recreational uses, provided such recreational uses are conducted for the personal enjoyment of Gra'ntor, are compatible with farming, and are otherwise consistent with and do not derogate from or defeat the Purpose of this Easement or other applicable law. These uses shall not be offered or provided for the commercial purposes, including the commercial gain of Grantor or others. 4.04 Landscapinq Activities Grantor shall have the right to continue the current and/or customary modes of landscaping, pruning and grounds maintenance on the Property as evidenced by the documentation set forth in Section 0.05. Grantor shall have the right to remove or restore trees, shrubs, or other vegetation when dead, diseased, decayed or damaged or interfering with agricultural production, to thin and prune trees to maintain or improve the appearance of the Property, and to mow the Property. 4.05 Aqricultural Production and Activities Grantor shall have the right to engage in all types of agricultural production as the term is presently referenced in §247 of the General hlunicipal Law and/or defined in Chapter 70 of the Town Code, now or as Chapter 70 may be amended, and including the production of crops, livestock and livestock products as defined in §301(2)(a)-(j) of the Agriculture and Markets Law, now or as §301(2)(a)-(j) may be amended, provided said amended provisions are inherently similar in nature to those crops, livestock and livestock products included as of the date of this Easement. No future restrictions in said laws and/or Code or limitation in the definitions set forth in said laws and/or Code shall preclude a use that is permitted under the current law and/or Code. Grantor may offer "U-Pick" operations and/or the use of a corn maze to the general public, provided such activities are conducted in conjunction with seasonal harvests, do not interfere with agricultural production and are otherwise consistent with and do not derogate from or defeat the Purpose of this Easement or other applicable laws. Notwithstanding the definition of agricultural production in Chapter 70 of the Town Code or any successor chapter, structures shall be prohibited, except as set forth in §4.06 herein and as permitted by the Town Code now'or in the future on agricultural lands protected by a development rights easement or other conservation instrument, including but not limited to farmstands. 4;06 Structures A. Allowable Improvements. Grantor shall have the right to erect and maintain the following structures and improVements on the Property, as may be permitted by the Town Code, now or 'as may be amended, and subject to the approval of the Town of Southold Land Preservation Committee, provided the structures are consistent with and do not derogate from or defeat the Purpose of this Easement or other applicable laws: (i) Underground facilities used to supply utilities solely for the use and enjoyment of the Property; (ii) Construction of new structures, including drainage improvement structures, provided such structures are necessary for or accessory to agricultural production; Renovation, maintenance and repairs of any existing structures or structures built or permitted pursuant to this Section 4.06, provided the primary purpose of the structure remains agricultural; (iv) Any improvement excluded from the definition of "structure" in Section 1.02. Lot coverage of impervious surface areas shall be limited to :[0% of the Property. B. Conditions. Any allowable improvements shall protect prime agricultural soils, agricultural production, open space and scenic vistas, and otherwise be consistent with the Purpose of this Easement. C. Environmental Sensitivity DUring Construction. The use and location of any improvement permitted hereunder shall be consistent~ with the purposes intended herein, and construction of any such improvement shall minimize disturbances to the .environment. Grantor shall employ erosion and sediment control measures to mitigate any storm water runoff, including but not limited to minimal removal of vegetation, minimal movement of earth and minimal clearance of access routes for construction vehicles. D. Replacement of Improvements. In the event of damage' resulting from casualty loss to an extent which renders repair of any existing improvements or improvements built or permitted pursuant to this Section 4.06 impractical, erection of a structure of comparable size, use, ,and general design to the damaged structure shall be permitted in kind and within the same general location, subject to the review and written approval of Grantee, pursuant to applicable provisions of the Town Code. 4.07 Notice Grantor shall notify Grantee, in writing, before the construction of any permanent or temporary structures as permitted in Section 4.06 herein and shall file all necessary applications and obtain all necessary approvals that may be required by this Easement or by the Town Code, and shall provide documentation as may be required for such applications. 4.08 Alienability Grantor shall have the right to convey, mortgage or lease all of its remaining interest in the Property but only subject to this Easement. Grantor shall promptly notify Grantee and the United States Secretary of Agriculture of any conveyance of any interest in the Property, including the full name and mailing address of any transferee, and the individual principals thereof, under any such conveyance. The instrument of any such conveyance shall specifically set forth that the interest thereby conveyed is subject to this Easement, without modification or amendment of the terms of this Easement, and shall incorporate this Easement by reference, 14 specifically setting for the date, office, liber and page of the recording hereof. The failure of any such instrument to comply with the provisions hereof shall not affect Grantee's rights hereunder. 4.09 Further Restriction Nothing in this Easement shall prohibit or preclude Grantor from further restricting the use, improvements or structures on the Property. Any such further restrictions shall be consistent with and in furtherance of the general intent and purpose of this Easement as set forth in Section 0.03. ARTICLE FIVE GRANTOR'S OBLIGATIONS 5.01 Taxes and Assessments Grantor Shall continue to pay all taxes, levies, and assessments and other governmental or municipal charges, which may become a lien on the Property, including any taxes or levies imposed to make those payments subject, however, to Grantor's right to grieve or contest such assessment. The failure of Grantor to pay all such taxes, levies and assessments and other governmental or municipal charges shall not cause an alienation of any rights or interests acquired hereiA by Grantee. 5.02 General Indemnification Grantee and the United States have no obligations whatsoever, express or implied, relating to the use, maintenance or operation of the Property. Grantee's or the United States' exercise of, or failure to exercise, any right conferred by this Easement shall not be deemed to be management or con~rol of the activities on the Property. Grantee shall not be liable to Grantor for injuries or death to persons or damage to property or any other harm in connection with Grantee's administration and/or enforcement of this Easement, unless such harm is due to the negligence of Grantee or its agents, in which case liability shall be apportioned accordingly. Grantor shall indemnify and hold harmless Grantee and the United States of America, their employees, agents and assigns from 1S any and all liabilities, claims, demands, losses, expenses, damages, fines, fees, penalties, suits, proceedings, actions and costs of actions, sanctions asserted by or on behalf of any person or governmental authority, and other liabilities (whether legal or equitable in nature and including, without limitation, court costs and reasonable attorneys' fees and attorneys' fees on appeal) to which Grantee or the United States may be subject to or incur relating to the Property, which may arise from, but are not limited to, Grantor's negligent acts or omissions or Grantor's breach of any representation, warranty, covenant, or agreements contained in this instrument, or violations of any Federal, State or local laws, including all Environmental Laws, as defined below. 5.02A Environmental Warranty "Environmental Law" or "Environmental Laws" means any and all Federal, State, local or municipal laws, rules, orders, regulaUons, statutes, ordinances, codes, guidelines, policies or requirements of any governmental authority regulating or imposing standards of liability or standards of conduct (including common law) concerning air, water, solid waste, hazardous materials, worker and community right-to- know, hazard communication, noise, radioactive material, resource protection, subdivision, Inland wetlands and watercourses, health protection and similar environmental health, safety, building and land use as may now or at any time hereafter be in effect. "Hazardous Naterials" means any petroleum, petroleum products, fuel oil, waste oils, explosives, reactive materialsl ignitable materials, corrosive materials, hazardous chemicals, hazardous wastes, hazardous substances, extremely hazardous substances, toxic substances, toxic chemicals, radioactive materials, infectious materials and any other element, compound, mixture, solution or substance which may pose a present or potential hazard to human health or the environment. Grantor warrants that it is in compliance with and shall remain in compliance with, all applicable Environmental Laws. Grantor warrants that there are no notices by any governmental aUthority of any violation or alleged violation of, non-compliance or alleged non- compliance with or any liability under any Environmental Law relating to the operations or conditions of the Property. Grantor further warrants that it has no actual knowledge of a release or threatened release of any Hazardous Materials on, at, beneath or from the'Property, as such substances and wastes are defined by applicable Federal and State law. ]6 Moreover, Grantor hereby promises to defend and indemnify the Grantee and hold harmless and indemnify the United States against all litigation, claims, demands, penalties and damages, including reasonable attorneys' fees, arising from or connected with the release or threatened release of any Hazardous Materials on, at, beneath or · from the Property, or arising from or connected with a violation of any Environmental Laws by Grantor or any other prior owner of the Property. Grantor's indemnification obligation shall not be affected by any authorizations provided by Grantee or the United States to Grantor with respect to the Property or any restoration activities carried out by Grantee at the Property; provided, however, that Grantee shall be responsible for any Hazardous Materials contributed after this date to the Property by Grantee. 5.03 Grounds Maintenance Requirement If Grantor leaves the Property open and does not engage in agricultural production for two (2) consecutive years, then Grantor shall implement a Natural Resources Conservation Plan (the "Plan") approved by Grantee, including the Land Preservation Committee, to maintain or restore the Property to the condition in which it existed on the date of this Easement, as evidenced by the documentation referred to in Section 0.05, in order to protect the environmental, natural, scenic, conservation and agricultural values of the prOperty. In the event Grantor fails to comply with the provisions of this section after reasonable written notice is given to Grantor by Grantee, then, in addition to all other remedies set forth herein, Grantee or its agents are hereby authorized to enter upon the Property to implement the Plan, and to recover the costs of such implementation from Grantor, as provided in Section 5.02 and Section 6.03. ARTICLE SIX GRANTEE'S RIGHTS 6.01 Entry and Inspection Grantee shall have the right to enter upon the Property at reasonable times, upon prior notice to Grantor, and in a manner that will not interfere with Grantor's quiet use and enjoyment of the Property, for the purpose of inspection to determine whether this Easement and its purposes and provisions are being upheld. Representatives of the United States Department of Agriculture shall also have the right to enter the Property for monitoring conservation plan implementation, upon prior notice to Grantor and not more frequently than annually without Grantor's consent. Grantee shall not have the right to enter upon the Property for any other purposes, except as provided in Section 5.03 and 6.03, or to permit access upon the Property by the public. · 6.02 Restoration In addition to Grantee's remedies under Section 5.03, Grantee shall have the right to require the Grantor to restore the Property to the condition required by this Easement and to enforce this right by any action or proceeding that Grantee may reasonably deem necessary. However, Grantor shall not be liable for any changes to the Property resulting from causes beyond the Grantor's control, including, without limitation, fire, flood, storm, earth movement, wind, weather or from any prudent action taken by the Grantor under emergency conditions to prevent, abate, or mitigate significant injury to persons or to the Property or crops, livestock or livestock products resulting from such causes. 6.03 Enforcement Riqhts of Grantee Grantor acknowledges and agrees that Grantee's remedies at law for any violation of this Easement may be inadequate. Therefore, in addition to, and not as a limitation of, any other rights of Grantee hereunder at law or in equity, in the event any breach, default or violation of any term, provision, covenant or obligation on Grantor's part to be observed or performed pursuant to this Easement is not cured by Grantor within ten (10) days' written notice thereof by Grantee (which notice requirement is expressly waived by Grantor with respect to any such breach, default or violation which, in Grantee's reasonable judgment, requires immediate action to preserve and protect any of the agricultural values or otherwise to further the purposes of this Easement), Grantee shall have the right at Grantor's sole cost and expense andat Grantee's election: (~) To institute a suit to enjoin or cure such breach, default or violation by temporary and/or permanent injunction, To enter upon the Property and exercise reasonable efforts to terminate or cure such breach, default or violation and/or to cause the restoration of that portion of the 18 Property affected by such breach, default or violation to the condition that existed prior thereto, or To enforce any term, provision, covenant or obligation in this Easement or to seek or enforce such other legal and/or equitable relief or remedies as Grantee deems necessary or desirable to ensure compliance with the terms, conditions, covenants, obligations and purposes of this Easement; provided, however, that any failure, delay or election to so act by Grantee shall not be deemed to be a waiver or a forfeiture of any right or available remedy on Grantee's part with respect to such breach, default, or violation or with respect to any other breach, default or violation of any term, condition, covenant or obligation under this Easement. The cure period in the Section 6.03 may be extended for a reasonable time by Grantee if such restoration cannot reasonably be accomplished within 10 days. Grantor shall pay either directly or by reimbursement to Grantee and/or to the United states of America, all reasonable attorneys' fees, court costs and other expenses incurred by Grantee or the United States of America (herein called "Legal Expenses") in connection with any proceedings under this Section, as approved by the Court. Under this Grant of Development Rights Easement, the United States is granted the right of enforcement in order to protect the public interest. The Secretary of the United States Department of Agriculture (the Secretary) or his or her assigns, on behalf of the United States, may exercise this right of enforcement under any authority available under State or Federal Law if the Town of Southold fails to enforce any of the terms of this instrument, as determined in the sole discretion of the Secretary. 6.04 Notice All notices required by this Easement must be written. Notices shall be delivered by hand or by registered or certified mail, return receipt requested, with sufficient prepaid postage affixed and with return receipts requested. Mailed notice to Grantor shall be addressed to Grantor's address as recited herein, or to such other address as Grantor may designate by notice in accordance with this Section 6.04. Mailed notice to Grantee shall be addressed to its principal office, recited herein, marked to the attention of the Supervisor and the Town Attorney, or to such other address as Grantee may designate by notice in accordance with this Section 6.04. Where notice is required to the United States of America or to the NRCS, such notice shall be delivered to U.S. Department of Agriculture, NRCS, c/o Commodity Credit Corporation, State Conservationist, The Galleries of Syracuse, 44:[ South Salina Street, Suite 354, Syracuse, New York 13202-2450. Notice to the NRCS shall be deemed notice to the United States of America. Notice shall be deemed given and received as of the date of its manual delivery or three business days after the date of its mailing. 6.05 No Waiver Grantee's exercise of one remedy or relief under this ARTICLE SIX shall not have the effect of waiving or limiting any other remedy or relief, and the failure to exercise or the delay in exercising any remedy shall not constitute a waiver of any other remedy or relief or the use of such other remedy or relief at any other time. 6.06 ExtinquiShment of Easement/Condemnation At the mutual request of Grantor and Grantee and the United States of America, a court with jurisdiction may, if it determines that conditions surrounding the Property have changed so much that it becomes impossible to fulfill the Purpose of this Easement described in Section 0.03, extinguish or modify this Easement in accordance with applicable law. The mere cessation of farming on the Property shall not be construed to be grounds for extinguishment of this Easement. If at any time the Property or any portion thereof shall be taken or condemned by eminent domain, approved in advance by the United States Department of Agriculture NRCS, by the Grantee or by any other governmental entity, then this Easement shall terminate with respect to the Property, or portions thereof so taken or condemned, and the Property shall not be subject to the limitations and restrictions of this Easement. In such event, the Grantor, its successors or assigns, shall not be required to pay any penalties, but the value of the Property shall reflect the limitations of this Easement. Any condemnation award payable to the Grantor shall be in proportion to the value attributable to the residual agricultural value of the Property. If the condemnation is undertaken by an entity other than the 20 Grantee, then the remaining portion of the condemnation award shall be payable to the Grantee in proportion to the value attributable to the development rights transferred hereby, in accordance with Section 7.12 herein. ARTICLE SEVEN MISCELLANEOUS 7.0! Entire Understanding This Easement contains the entire understanding between the parties concerning its subject matter. Any prior agreement between the parties concerning its subject matter shall be merged into this Easement and superseded by it. 7.02 Amendment. This Easement may be amended only with the written consent of Grantee and current Grantor and with the written approval of the Secretary of the United States Department of Agriculture, and in accordance with any applicable State and local laws. Any such amendment shall be consistent with the ToWn Code and any regulations promulgated thereunder and with the Purpose of this Easement, and shall be duly recorded. This Easement is made with the intention that it shall qualify as a Conservation Easement in perpetuity under Internal Revenue Code §170(h). The parties agree to amend the provisions of this Easement if such amendment shall be necessary, to entitle Grantor to meet the requirements of §170(h). Any such amendment shall apply retroactively in the same manner as if such amendment or amendments had been set forth herein. 7.03 Alienation No property rights acquired by Grantee hereunder shall be alienated except pursuant to the provisions of Chapter 70 of the Town Code or any successor chapter and other applicable laws, upon the adoption of a local law authorizing the alienation of said rights and interest, following a public hearing and, thereafter, ratified by a mandatory referendum by the electors of the Town of Southold. No subsequent amendment of the provisions of the Town Code shall alter 2! the limitations, placed upon the alienation of those property rights or interests which were acquired by the Town prior to any such amendment. The United States of America shall also consent to any such alienation. In addition to the limitations set forth above, Grantee shall have the right, subject to the provisions of Section 6.03 (Enforcement Rights of Grantee) herein, to transfer all or part of this Easement to any public agency, or private non-governmental organization, that at the time of transfer is a "qualified organization" under §170(h) of the Internal Revenue Code, provided that transferee expressly agrees to assume the responsibility imposed on the Grantee by this Easement. Any easement transfer must be approved by the Grantor or any subsequent owner, and the.United States Department of Agriculture, NRCS. If the Grantee ever ceases to exist, a court of compel~ent jurisdiction may transfer this Easement to another qualified public agency that agrees to assume the responsibilities imposed by this Easement. The United States Department of Agriculture, NRCS, will be notified in writing in advance of such transfer. The NRCS State Office must approve the choice of any new non-governmental organization in advance of any transfer of this Easement. 7.04 Severabilitv Any provision of this Easement restricting Grantor's activities, which is determined to be invalid or unenforceable by a court, shall not be invalidated. Instead, that provision shall be reduced or limited to whatever extent that court determines will make it enforceable and effective. Any other provision of this Easement that is determined to be invalid or' unenforceable by a court shall be severed from the other provisions, which shall remain enforceable and effective. 7.05 Governinq Law New York law applicable to deeds to and easements on land located within the State of New York shall goyern this Easement in all respects, including validity, construction, interpretation, breach, Violation and performance. 7.06 Interpretation Regardless of any contrary rule of construction, no provision of this Easement shall be construed in favor of one of the parties because 22 it was drafted by the other party's attorney. NO alleged ambiguity in this Easement shall be construed against the party whose attorney drafted it. if any provision of this Easement is ambiguous or shall be 'subject to two or more interpretations, one of which would render that provision invalid, then that provision shall be given such interpretation as would render it valid and consistent with the purposes of this Easement. Any rule of strict construction designed to limit the breadth of the restrictions on use of the Property shall not apply in the construction or interpretation of this Easement, and this Easement shall be interpreted broadly to effect the purposes of this Easement as intended by the parties. The parties intend that this Easement, which is by nature and character primarily negative in that Grantor has restricted and limited its right to use the Property, except as otherwise recited herein, be construed at all times and by all parties to effectuate its purposes. 7.07 Public Access Nothing contained in this Easement grants, nor shall it be interpreted to grant, to the public, any right to enter upon the Property, or to use images of the Property. Grantee may use images Of the Property only for non-commercial reporting of this Easement. 7.08 Warranties The warranties and representations made by the parties in this Easement shall survive its execution. Grantee shall record this Easement in the land records of the office of the .Clerk of the County of Suffolk, State of New York. 7.10 Headings The headings, titles and subtitles herein have been inserted solely for convenient reference, and shall be ignored in its construction. 7.11 Proceeds The grant of this Easement gives rise to a property right, immediately vested in Grantee and the United States, which, for purposes of calculating proceeds from a sale or other disposition of the 23 Property as contemplated under Section 6.06 (Extinguishment of Easement), shall have a value equal to a percentage of the value of the Property unencumbered by this Easement (the "Proportionate Share"). The Proportionate Share is determined by dividing the value of this Easement, calculated as of the date hereof, by the unencumbered value of the Property, as reflected in an appraisal obtained by Grantee dated .January. 6, 2010. The Proportionate Share is 69.3%. The Proportionate Share shall remain constant (subject to reasonable adjustment to the extent permissible under Section 170(h) of the Internal Revenue Code for any improvements which may hereafter be made on the Property). If any part or all of this Easement is extinguished pursuant to Section 6.06, the proportional shares of the Grantee and the United States of America are 49.8%, and 50.2%, respectively, representing the proportion each party contributed to the purchase price of the Easement. IN WTI'NESS WHEREOF, Grantor has executed and delivered and Grantee has accepted and received this Grant of Development Rights Easement on the day and year set forth above. ACKNOWLEDGED AND ACCEPTED: MAR/A DEMCHAK, GrantOr MICHAEL DEMCHAK, Grantor ACKNOWLEDGED AND ACCEPTED: BY: ~ 24 Acceptance of Property :Interest by the Natural Resources Conservation Service The Natural Resources Conservation Service, United States Department of Agriculture, an agency of the United States Government, hereby accepts and approves the foregoing Grant of Development Rights Easement, and the rights conveyed therein, on °'A'~thori~ed S i g n a"fi-fi'~- f~"j~ h e~-~C S ASTON F. BOOZER, State Conse~ationist STATE OF NEW YORK ) COUNTY OF ~Af~/V~/)~) SS: On this ~'~Zday of )~'~-X/~'~. in the year 2010 before me. the undersigned, personally appeared Astor Boozer. pe~onally known to' me or proved to me on the basis of satisfa~o~ evidence to be the indlvidual~ whose name~are) sub.bed to the within instrum~and acknowledg~ to me th~ h~/sh~ey executed the same in ~her/their capaci~(ies)~ and t~t by.her/their signature(s) on the instrument, the individual(s), or the person upon beh~ of which ~e~ndividual(s) acted, execute~~tS~0 ~ ~~ No~ Public No. 01ST508932 ~un~ of Ma~m~ S~te of cou~ ov suvvoc~ ), ss: D~mber8, On the ~ day of ~ ~n the year 2010 before me, the undemi~ned, pemonally appeared ~aria Demchak, pemonally known to me or proved to me on the ~asis of satlsfacto~ evidence to be the individual (s) whose name (s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capaciW (les), and that ~y his/her/their signature(s) on the instrument, the individual(s), or the pemon upon ~ehalf of which the indMdual(s) a~ed, executed the instrument. Signature/o~ce of individual taking acknowledgement PATRIO~ L FALLON NoM~ Publio, 8tare ~ New York No. 01FA4950146 Oualifi~d In $u.olk Ooun~ 25 Commi~ion ~pires April 24, STATE OF NEW YORK) COUNTY OF SUFFOLK) SS: On this ~ day of ~:~.c.. in the year 2010 before me, the undersigned, personally appeared Michael Demchak, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument. Notary Public' 'STATE OF NEW YORK) COUNTY OF SUFFOLK) SS: PATRICIA L, FALLON Notary Public, State Of New York No, 01FA4950146 Qualified In Suffolk County Commission Expires April 24, ~' I) On this g~J~'day of ~_.e~'~i.r~j~ve,~a~)~ ~v ~ 10 before, me, the undersigned, persona y appeared ~1, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(les), and that by his/her/their signature(s) on the instrument, the individual(s), or the person upon · behalf of which the individual(s) acted, executed the instrument. Notary Public PATRICIA L. FALLON Notary Public, State Of NeW Yod¢ No. 01FA4950146 Qua[if ed In Suffolk County Commission Exp res April 26 stewarl title insurance company NEW YORK METRO 212-922-1593 fax stewarmewyorlccom SCHEDULE A - DESCRIPTION Title No.: ST10417862 (AMENDED 11/29/2010) ALL that cemdn plot, piece or parcel of land, situate, lying and being at Cutehogue, in the Town of Southold, County of Suffolk and State of New York, bounded and described more particularly as follows: BEGINNING at a point on the sou&easterly side of Oregon Road distant the following four (4) courses and distances from the comer formed by ~he intersection of th~ southeasterly Side of Oregon Road and the norahorly side of Cox's Lane: O) (2) (3) (4) North 32 degrees 10 minutes 52 seconds East, 222.47 feet to a point; Nooh 30 degreea 59 minutes 42 seconds East, 569.34 feet to a monument; No~h 45 degrees 27 minutes 32 seconds East, 106.75 feet ~o a monument; Nor& 45 degrees 27 minutes 32 seconds East, 251.67 feet to the mae point or place of beginning; RUNNING THENCE still along the southeasterly side of Oregon Road Nor& 49 degrees 10 minutes 32 seconds East, 404.49 feet to a monun~nt and land now or formerly of Lieb Vineyard LLC; THENCE along said land South 60 degrees 32 minutes 14 seconds East, 1889.20 feet to a monument and land now.or formerly of Steven Dubner;, THENCE along said land South 57 degrees I0 minutes 09 ~econds West, 452.16 feet to a monument and land now or formerly of R_obett A. Graeb and Phylls A. Graeb; THENCE along said land arid land now or formerly of Michael Demchak and Maria Demehak (Retained Parcel "B") South 57 degrees 09 minutes 59 s6conds West, 403.23 feet to a point; THENCE along other land now or formerly of Michael Demchak and Maria Detach:ak Nofd160 degrees 35 mimltes 58 seconds West, 491.77 feet to a moo-merit and other land now or formerly of Lieb Vineyard LLC; THENCE along said land Nor& 61 degrees 07 minutes 28 seconds West, 572.69 feet to other land now or formerly of Michael Demc)aak and Maria Demch:ak (Rotained Parcel "A"); THENCE along said land the following two (2) courses and distances: (1) (2) North 28 degrees 52 minutes 32 seconds East, 334.15 feet; Nor& 55 degrees 33 minutes 29 seconds West, 562.23 feet to the southeasterly side of Oregon Road, the point or place of BEGINNING. RESOLUTION 2010-944 ADOPTED DOC ID: 6442 THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2010-944 WAS ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON NOVEMBER 30, 2010: WHEREAS, the Planning Board for the Town of Southold has issued sketch plat plan approval for a Conservation Subdivision on November 15, 2010, pursuant to Section 240-26(A) of the Town Code; and WHEREAS, the Town Board has received a petition from Peter Danowski, Esq. on behalf of Michael Demchak, to establish an open development area pursuant to Chapter 240 of the Town Code; and WHEREAS, pursuant to the provisions of Chapter 240 (Subdivision of Land), Article VIII (Open Development Area), of the Town Code, the Town Board of the Town of Southold held a public hearing on the establishment of an open development area on property owned by Michael Demchak on November 30, 2010, at which time all interested parties were given the opportunity to be heard; and WHEREAS, said property is identified as part of SCTM # 1000-84-1-11 and 1000-84-1-12.1, with an address at Oregon Road, Cutchogue. The property is located in the A-C Zoning District and is on the south side of Oregon Road, approximately 252 feet easterly from the intersection of Cox Lane and Oregon Road in Cutchogue, New York; and WHEREAS, the proposed open development area is located on 7.231+ acres of the 33.9890_+_ acre parcel and consists of 4 residential lots; and. WHEREAS, the development rights of the remaining 26.67+acres are to be acquired by the Town using Community Preservation Funds and subject to a development rights easement, in accordance with Resolution No. 2010-332; and WHEREAS, the proposed action has been reviewed pursuant to Chapter 268 (Waterfront Consistency Review) of the Town Code and Local Waterfront Revitalization Program (LWRP) and the LWRP Coordinator has recommended that this action is consistent with the LWRP; now, therefore, be it RESOLVED by the Town Board of the Town of Southold that this action be classified as an Unlisted Action pursuant to the SEQRA Rules and Regulations, 6NYCRR 617.1 et. Seq.; and be it further RESOLVED by the Town Board of the Town of Southold that the Town of Southold is the only involved agency pursuant to SEQRA Rules and Regulations; and be it further Resolution 2010-944 Board Meeting of November 30, 2010 RESOLVED by the Town Board of the Town of Southold that the Short Environmental Form prepared for this project is accepted and attached hereto; and be it further RESOLVED that the Town Board of the Town of Southold hereby finds no significant impact on the environment and declares a negative declaration pursuant to SEQRA Rules and Regulations for this action and has determined that the action is consistent with the LWRP; and be it further RESOLVED that the Town Board of the Town of Southold hereby establishes an open development area consisting of 4 residential lots on approximately 7.231+ acres of the 33.9890+ acre parcel owned by Michael Demchak and hereby authorizes and directs Supervisor Scott A. Russell to execute the approved Open Development Area Map prepared by Howard W. Young, L.S., dated September 27, 2010, within l 0 days of the date of this resolution and further directs the applicant to file said Map with the Suffolk County Clerk and the Town Clerk within 62 days, in accordance with §240-29(F) of the Town Code. Elizabeth A. Neville Southold Town Clerk RESULT: ADOPTED [UNANIMOUS] MOVER: Louisa P. Evans, Justice SECONDER: Christopher Talbot, Councilman AYES: Ruland, Orlando, Talbot, Krupski Jr., Evans, Russell Updated: 11/30/2010 4:13 PM by Lynda Rudder Page 2