Resolution No. 2012-038RESOLUTION NO. 2012-38
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING THE EXECUTION OF THE AMENDED AND
RESTATED RED ROCK ACCESS EASEMENT AND LICENSE
AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND
NORTH SKY RIVER ENERGY, LLC
WHEREAS, the City of Vernon (the "City") is a chartered
municipal corporation of the State of California that owns and operates
a system for the generation, purchase, transmission, distribution and
sale of electric capacity and energy; and
WHEREAS, on February 8, 2010, the City Council of the City of
Vernon adopted Resolution No. 2010-21 approving the Purchase and Sale
Agreement, made as of February 11, 2010 (the "Purchase Agreement"), by
and between the City and North Sky River Energy, LLC, a Delaware
limited liability company (as assignee of Boulevard Associates, LLC, a
Delaware limited liability company)("Buyer"), a subsidiary of NextEra
Energy Resources, LLC, for the sale of property in Kern County in the
area known as the Tehachapi Wind Resource Area (the "Red Rock Land")
for the potential development of renewable resources; and
WHEREAS, pursuant to the terms of the Purchase Agreement, the
City granted to Buyer easements benefiting the Red Rockland, including
general easements more particularly described in the Red Rock Access
Easement and License Agreement dated February 18, 2010, and recorded by
the County Recorder of Kern County on February 19, 2010, as document
number 210021677 (the "Original Agreement"); and
WHEREAS, the City desires to amend and restate the Original
Agreement in order to put of record specific easement locations
determined by the Buyer and the City and to grant sub -easements
benefitting the Red Rock Land, pursuant to the terms of the Purchase
Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the City of Vernon does
hereby find and determine that the recitals contained hereinabove are
true and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the Amended and Restated Red Rock Access Easement and License
Agreement (the "Amended Agreement"), in substantially the same form as
the copy which is attached hereto as Exhibit A, together with all other
agreements and documents the City Administrator, or his designee, may
deem necessary or desirable to effect and carry out the purposes and
intent thereof.
SECTION 3: The City Council of the City of Vernon hereby
authorizes the Mayor or Mayor Pro-Tem to execute said Amended Agreement
for, and on behalf of, the City of Vernon and the City Clerk, or Deputy
City Clerk, is hereby authorized to attest thereto.
SECTION 4: The City Council of the City of Vernon hereby
instructs the City Administrator, or his designee, to take whatever
actions are deemed necessary or desirable for the purpose of
implementing and carrying out the purposes of this Resolution and the
transactions herein approved or authorized.
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SECTION 5: The City Clerk of the City of Vernon shall
certify to the passage, approval and adoption of this resolution, and
the City Clerk of the City of Vernon shall cause this resolution and
the City Clerk's certification to be entered in the File of Resolutions
of the Council of this City.
APPROVED AND ADOPTED this 6th day of March, 2012.
Name: �/ \ L -A- xk J be' y L
Title: -Ma- Mayor Pro -Tern
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STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, Willard G. Yamaguchi, City Clerk of the City of Vernon, do
hereby certify that the foregoing Resolution, being Resolution
No. 2012-38, was duly passed, approved and adopted by the City Council
of the City of Vernon at a regular meeting of the City Council duly
held on Tuesday, March 6, 2012, and thereafter was duly signed by the
Mayor or Mayor Pro-Tem of the City of Vernon.
Executed this Jf� day of March, 2012, at Vernon, California.
7
Xwillard-�'G. a ag AiCity Clerk
(SEAL)
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EXHIBIT A
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
NORTH SKY RIVER ENERGY, LLC
700 Universe Blvd.
Juno Beach, FL 33408
Attention: Joshua Escoto, Esq.
AMENDED AND RESTATED RED ROCK ACCESS EASEMENT AND LICENSE
AGREEMENT
THIS AMENDED AND RESTATED RED ROCK ACCESS EASEMENT AND
LICENSE AGREEMENT (this "A eement') is made as of March 6, 2012 (the "Effective
Date"), by the CITY OF VERNON, a California chartered city ("Vernon" or "Grantor") to the
NORTH SKY RIVER ENERGY, LLC, a Delaware limited liability company ("North S " or
"Grantee'), a subsidiary of NextEra Energy Resources, LLC, a Delaware limited liability
company. Each of Grantor and Grantee are sometimes referred to herein individually as a
"Ear ' and collectively as the "Parties". Unless otherwise indicated, capitalized terms have the
meanings given them in this Agreement.
RECITALS
A. Vernon owns that certain real property located in the unincorporated areas of
Kern County, as more particularly described on Exhibit A attached hereto (the "Vernon
Easement Property");
B. Vernon sold and conveyed to North Sky certain real property located in the
unincorporated areas of Kern County, as more particularly described on Exhibit B attached
hereto (the "Appurtenant Property"), pursuant to that certain Purchase and Sale Agreement dated
as of February 11, 2010 (the "PSA") by and between Vernon and North Sky (as assignee of
Boulevard Associates, LLC, a Delaware limited liability company).
C. The Vernon Easement Property is benefited by certain easements located in, over,
across and through certain specific easement locations, as more particularly described on Exhibit
C (the "Specific ReNu Easement Locations"), pursuant to that certain Amended and Restated
Access Easement and License Agreement made as of January 14, 2011, by and between Vernon
and ReNu Resources, LLC, a Delaware limited liability company ("ReNu'), recorded by the
County Recorder of Kern County on March 16, 2011 as document number 0211034177 (the
"ReNu Easement Agreement'), to permit Vernon to, among other things, access utilities and to
access or construct roads, all as set forth therein.
D. Pursuant to the PSA, Grantor granted to Grantee, among other things, a sub -
easement on the Specific ReNu Easement Locations (as designated by the parties hereto)
appurtenant to and benefitting the Appurtenant Property to access utilities and to access or
construct roads.
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E. Pursuant to the PSA, the Parties entered into that certain Red Rock Access
Easement and License Agreement dated February 18, 2010, and recorded by the County
Recorder of Kern County on February 19, 2010, as document number 210021677 (the "Oriinal
Agreement').
F. Pursuant to the Original Agreement, Grantor granted to Grantee, among other
things, a general easement appurtenant to and benefitting the Appurtenant Property, which
allows Grantee to designate locations for easements on the Vernon Easement Property over
which Grantor will grant Grantee easements required to access utilities and to access or construct
roads.
G. . The Parties have determined, identified and agreed to such preferred, specific
easement locations on the Vernon Easement Property, as more particularly described on Exhibit
D attached hereto (the "Specific Vernon Easement Locations", together with the Specific ReNu
Easement Locations, the "Specific Easement Locations").
H. The Parties now desire to amend and restate the Original Agreement in order to
put of record the Specific Easement Locations, and to establish the rights and duties of the
Parties with respect to each other and the Easements.
NOW, THEREFORE, in consideration of the foregoing recitals, the covenants
hereinafter set forth, and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Grantor hereby declares as follows:
AGREEMENT
Section 1. GRANT OF EASEMENTS AND LICENSE.
1.1 Easements. Grantor hereby grants to Grantee and Grantee accepts from Grantor
non-exclusive easements and, as applicable, sub -easements (collectively, the "Easements")
appurtenant to and benefitting the Appurtenant Property located in, over, across and through the
Specific Easement Locations to permit Grantee (a) to access Utility Facilities (including the right
to construct, operate, maintain, replace, relocate or remove facilities reasonably necessary for
such access, including without limitation piping, electrical cables and wires (including
underground), junction or splice boxes, electrical energy storage or similar facilities) and (b) to
access (or, with the consent of Grantor not to be unreasonably withheld, construct) roads of any
type (dirt, gravel or paved, including for transportation of cranes, turbines and other equipment
and materials used in connection with the Red Rock Project (as defined below)), in each case in a
manner that is consistent with the Easement Requirements set forth in Section 1.3 and only to the
extent that any such access or related rights cannot reasonably be provided (including taking into
account materially increased costs to Grantee resulting from using the Appurtenant Property to
access the relevant utilities or constructing roads on the Appurtenant Property over the costs that
would be incurred from using the Easement Property) on the Appurtenant Property or within or
adjacent to the Red Rock Specific Transmission Easement Route or WL Specific Transmission
Easement Route (as such terms are defined in the PSA). Such access is limited to the Specific
Easement Locations. As between Grantor and Grantee, Grantee shall be responsible for all
reasonable maintenance of such roads or other facilities based on Grantee's usage of such
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improvements. "Utility Facilities" consist of facilities that provide utility services, including
without limitation water, electricity, piping, drainage and other services typically associated with
utility service.
1.2 License. Grantor hereby grants to Grantee and Grantee accepts from Grantor (a)
an irrevocable, non-exclusive license to access the Vernon Easement Property, and (b) subject to
the terms of the ReNu Easement Agreement, an irrevocable, non-exclusive sublicense to access
certain property owned by ReNu set forth on Exhibit E (the "ReNu Easement Property', together
with the Vernon Easement Property, the "Easement Property"), in each case expiring on the first
anniversary of the date of commencement of commercial operation of a wind energy project (the
"Red Rock Project') on the Appurtenant Property, for the purpose of conducting studies,
investigations and tests thereon, and the physical components thereof, to the extent reasonably
related to the development of the Appurtenant Property, in each case in a manner that is
consistent with the Access Requirements set forth in Section 1.3.1 (collectively, the "License").
1.3 Easement Requirements. Notwithstanding any other provision of this Agreement,
the Easements and License granted herein are subject to the following requirements, rights and
restrictions ("Easement Requirements"):
1.3.1 Access Requirements. (a) Any use of any easement, sub -easement, right-
of-way, license, sublicense, or other access right granted hereunder by its holder shall be
subject to reasonable conditions as the owner of the real property subject to such
easement, sub -easement, right-of-way, license, sublicense or other access right may
impose from time to time, including requirements of security, safety, insurance,
coordination and advance scheduling, and indemnification; and (b) the use of any
easement, sub -easement, right-of-way, license, sub -license or other access right granted
hereunder by its holder shall not interfere in any material respect with the use of the real
property subject to such easement, sub -easement, right-of-way, license, sub -license or
other access right by the owner thereof (collectively, the "Access Requirements").
1.3.2 Grantor's Riehts
(a) No provision of this Agreement shall restrict Grantor's right to
cross the Easements or to install roads, utilities, transmission lines or other
improvements parallel to or crossing the Easements, unless the foregoing would
materially interfere with Grantee's intended use of the Easements.
(b) Grantor and its agents shall be permitted to use any access,
maintenance or patrol roads installed on the Specific Easement Locations or
serving the Easements unless such use would materially interfere with Grantee's
intended use of the Easements.
(c) The Easements shall generally be non-exclusive, but shall be
exclusive in areas, if any, that by industry practice are exclusive and where
Grantee has provided Grantor with written notice of the same, except that Grantor
shall be entitled to use any roads installed by Grantor unless such use would
materially interfere with Grantee's intended use of the Easements.
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(d) In no event shall the holder of the Easements use the same for
cellular or other telecommunications purposes except to serve solely the benefited
property of the Easements.
(e) Grantor may from time to time request Grantee to amend this
Agreement to exclude any portions of the Easement Property on which Grantor
will be constructing improvements or as to which Grantor otherwise has a need to
exclude from the Easements. Provided Grantor uses commercially reasonable
efforts to provide alternate routes for the Easements, Grantee shall consent to any
reasonable request and execute an appropriate amendment to this Agreement in
recordable form. Grantor shall reimburse Grantee for any reasonable out-of-
pocket, thud party costs incurred by Grantee in connection with documenting and
analyzing any requested amendment to this Agreement.
(f) Grantee acknowledges that it has inspected the Specific Easement
Locations and shall be deemed to have accepted the Specific Easement Locations
"AS IS," in their then condition, and Grantee hereby releases Grantor from any
liability or loss caused by the use of the Easements by Grantee. Grantor shall not
be responsible for and Grantee expressly releases Grantor from and waives any
claim for loss or damage to person or property (including vehicles) occurring
within the Easement Property due to theft, vandalism, accident or other cause,
unless such claim, loss or damage is caused by the gross negligence or willful
misconduct of Grantor or any of Grantor's invitees, employees, agents,
contractors or tenants. In no event shall Grantor be liable for consequential
damages for any cause whatsoever.
(g) Except as indicated on Exhibits C and D, and without limiting the
width of the Specific Easement Locations as specified therein, the width of the
corridor of the Easements specified in this Section 1.1 shall not exceed the
industry standard for such easements at issue.
(h) Grantor reserves all of its rights under the ReNu Easement
Agreement that are not specifically conferred to Grantee hereunder.
1.3.3 Sub -Easement and Sublicense. Any use of any sub -easement on the
Specific ReNu Easement Locations or sublicense on the ReNu Easement Property
granted hereunder by Grantor shall be subject to the terns and conditions of the ReNu
Easement Agreement, and under no circumstances shall Grantee have any greater rights
of ownership or use of the Easement Property than the rights granted to Grantor under the
ReNu Easement Agreement. In the event of any conflict between this Agreement and the
ReNu Easement Agreement, the ReNu Easement Agreement shall control with respect to
any sub -easements on the Specific ReNu Easement Locations and the sublicense on the
ReNu Easement Property.
Section 2.. TERM. The term of the Easements (the "Term") shall begin upon the Effective
Date, and shall continue in perpetuity. Each of the Easements granted is irrevocable except as
otherwise specified in this Agreement. The License shall expire on the first anniversary of the
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date of commencement of commercial operation of the Red Rock Project, and Grantee shall
execute, acknowledge where appropriate and deliver any reasonable documents submitted by
Grantor to release and reconvey the License following its expiration.
Section 3. COST. The use of the Easements shall be at no additional cost paid by Grantee
to Grantor; provided that nothing in this Section 3 shall limit Grantee's obligation to satisfy any
indemnity obligation as part of the Access Requirements.
Section 4. TAXES. Grantee will pay or reimburse Grantor for any transfer taxes assessed in
connection with the granting of the Easements. Grantee shall pay any increase in the real or
personal property taxes on the Easement Property that is directly attributable to the installation
by Grantee of any roads approved by Grantor or other improvements permitted hereunder (the
"Red Rock Project Improvements") on the Specific Easement Locations. Grantee shall request
that the Red Rock Project Improvements be separately assessed and that taxing authorities bill
Grantee directly for taxes attributable to the Red Rock Project Improvements. Grantee shall not
be liable for taxes attributable to facilities installed by Grantor or others on the Easement
Property (including on the Specific Easement Locations), to the underlying value of the
Easement Property itself or for any increase due to any other cause. Grantee agrees to reimburse
Grantor for any taxes paid by Grantor that are properly payable by Grantee under the terms of
this Agreement. To receive reimbursement, Grantor must submit any property tax bill to Grantee
for reimbursement within thirty (30) days after Grantor receives the bill from a taxing authority.
The Parties agree to fully cooperate to obtain any available tax reductions, refunds or tax
abatements.
Section 5. GRANTEE'S DUTIES AND REPRESENTATIONS.
5.1 Care and Appearance. Grantee shall at all times maintain the Red Rock Project
Improvements in a neat, clean and presentable condition. Grantee shall not willfully destroy the
Easement Property and shall keep the Specific Easement Locations and all Red Rock Project
Improvements thereon clean and free of debris created by Grantee, its contractors or others
brought onto the Easement Property by Grantee. Grantee shall be responsible for any required
weed control on those portions of Specific Easement Locations that are not used as pasture or
grasslands or actively farmed by Grantor or ReNu, as applicable. Grantee shall not use the
Specific Easement Locations for storage of materials or staging of construction, except in
connection with staging of construction of roads consented to pursuant to Section 1.1 hereof or
as otherwise permitted herein.
5.2 Installation of Underground Facilities by Grantor and Grantee. Grantee and
Grantor agree to consult each other when either Party desires to install underground facilities
such as pipes and wires that will cross Specific Easement Locations. Grantee and Grantor shall
first consult with the other Party and obtain approval of the plans, specifications, exact depths
and locations of the proposed underground facilities before construction. Because of danger of
damage to Grantee's Red Rock Project Improvements and existing improvements on the Specific
Easement Locations (the "Existing Improvements") and the safety hazard to persons working in
the vicinity of Grantee's Collection Facilities and other equipment, each Party shall give the
other at least five (5) days' notice as to when installation of any such underground facilities is to
occur. Each Party shall coordinate work in these areas to permit the other Party's (and with
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respect to the ReNu Easement Property, ReNu's) representative to be present at all times that
excavation or other type of sub -surface work is performed by such Party within these areas.
Each Party agrees to indemnify the other Party against liability for injuries and claims resulting
from such Party's failure to comply with the requirements of this Section 5.2. If Grantee's
installation of the underground facilities damages Grantor's or ReNu's Existing Improvements,
Grantee at Grantee's expense shall promptly repair the damaged Existing Improvements to the
condition they were in beforeinstallation of the underground facilities. If Grantor's installation
of the underground facilities damages Grantee's Red Rock Project Improvements, Grantor at
Grantor's expense shall promptly repair the damaged Red Rock Project Improvements to the
condition they were in before installation of the underground facilities.
5.3 Fences and Gates. At Grantor's request, Grantee shall repair or replace any
fences, gates or cattle guards damaged or removed in connection with Grantee's activities on
Easement Property. Fences removed from the Specific Easement Locations, if replaced, shall be
rebuilt by Grantee at its expense in mutually agreeable locations on the Easement Property.
Once completed, all replacement fences, gates and cattle guards shall be owned and maintained
by the owner of the respective Easement Property. To minimize the need for temporary fencing,
Grantor will cooperate with Grantee to avoid grazing animals on or near the affected Specific
Easement Locations during periods of construction, maintenance or removal activity by Grantee.
5.4 Insurance and Indemnity. During the term of this Agreement, Grantee shall
maintain policies of general liability insurance, including contractual liability, completed
operations and products liability coverage with a combined single limit of not less than
$5,000,000 applicable to bodily injury, sickness or death and loss of or damage to property in
any one occurrence and $5,000,000 in the aggregate. Coverage shall be written on an occurrence
basis (not claims made) and coverage shall be at least as broad as the Insurance Services Office
Commercial General Liability Coverage (occurrence form CG0001). Grantor and ReNu shall be
named by endorsement as an additional insured on such general liability policy. Grantee shall
famish certificates of insurance to Grantor evidencing the insurance required under this Section
5_3. Each certificate shall provide that thirty (30) days prior written notice shall be given to
Grantor in the event of cancellation or material change in the policies. All certificates must
contain reference to the additional insured endorsement as required herein. All insurance shall
be placed with California admitted or licensed insurers with a current AM Best's rating of no less
than AXII.
Grantee in accordance with the procedures provided in Section 5.7.2 will indemnify, defend and
hold Grantor harmless against any and all losses, damages, claims, expenses and other liabilities
asserted against Grantor by a third party, including, without limitation, reasonable attorneys'
fees, resulting from or arising out of Grantee's exercise of any rights granted to the Grantee
under this Agreement, including (i) any operations of Grantee on the Specific Easement
Locations, (ii) any negligent act or negligent failure to act on the part of Grantee or anyone else
engaged in doing work for Grantee or (iii) any breach of this Agreement by Grantee. This
indemnity agreement does not cover losses of rent, business opportunities, crop production,
profits and the like that may result from Grantor's loss of use of the Specific Easement
Locations.
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5.5 Reauirements of Governmental Agencies. Grantee shall comply in all material
respects with valid laws applicable to the Red Rock Project Improvements. Grantee shall have
the right, in its sole discretion and at its sole expense, to contest the validity or applicability to
the Specific Easement Locations or Red Rock Project Improvements of any law, ordinance,
statute, order, regulation, property assessment or the like made by any governmental agency or
entity. Grantee shall control any such contest and Grantor shall cooperate with Grantee in every
reasonable way in such contest, at no out-of-pocket expense to Grantor.
5.6 Mechanic's Liens. Grantee shall not permit any default arising out of a
mechanic's lien related to Grantee's use of the Specific Easement Locations under this
Agreement to be filed against the Specific Easement Locations or Easement Property. If Grantee
wishes to contest any such default, Grantee shall, within sixty (60) days after it receives notice of
the default, provide a bond or other security Grantor may reasonably request or remove such
default from the Specific Easement Locations in the manner provided by applicable law.
5.7 Hazardous Materials.
5.7.1 Definitions. As used in this Agreement, the terms defined below shall
have the meanings indicated.
5.7.1.1 "Environmental Law" shall mean any federal, state or local law,
statute, ordinance or regulation which imposes any liability on any Grantor,
occupant, lender, mortgagee or party in interest or which places any restriction on
the ownership, occupancy, transferability or use of any real property by reason of
any presence or use of or occurrence regarding any Hazardous Substance,
including, without limitation, the Comprehensive Environmental Response,
Compensation and Liability Act of 1980 ("CERCLA') 42 U.S.C. Section 9601 et
seq., as amended by Superfund Amendments and Reauthorization Act of 1986
("SARA'), Pub. L. 99-499, 100 Stat. 1613, the Resource, Conservation and
Recovery Act of 1976 ("RCRA"), 42 U.S.C. Section 6901 et seq., the Clean Air
Act ("CAA"), Pub. L. 84-159, as amended by Pub. L. 101-549, 42 U.S.C.
Section 7401 et seq., the Federal Water Pollution Control Act (as amended by the
Clean Water Act of 1977 ("CWA")), 33 U.S.C. Section 1251 et seq., the Toxic
Substances Control Act of 1976 (' 1'SCA"), 15 U.S.C. Section 2601 et seq.,
California Health and Safety Code, Section 25249.5 et seq., and any
modifications, amendments, and successors to any of the foregoing.
5.7.1.2 "Violation of Environmental Law' shall mean any violation of any
Environmental Law, or any event, occurrence or condition as a consequence of
which, pursuant to any Environmental Law (i) Grantee, Grantor or any occupant
or person having any interest in the Specific Easement Locations shall be liable,
(ii) the Specific Easement Locations shall be subject to any restriction on use,
ownership, transferability or (iii) any remedial work pertaining to Hazardous
Substances shall be required at or in connection with the Specific Easement
Locations.
5.7.1.3 "Hazardous Substance" shall include without limitation:
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5.7.1.3.1 Those substances included within the definitions of
"hazardous substances," "hazardous materials," "toxic substances," or
"solid waste" in CERCLA, RCRA, Sections 307 and 311 of CWA, and the
Hazardous Materials Transportation Authorization Act, 49 U.S.C.
Sections 1501 et seq., or in any successors thereto, or in the regulations
promulgated pursuant to said laws;
5.7.1.3.2 Those substances defined as "hazardous waste,"
"extremely hazardous waste," or `restricted hazardous waste" in Sections
25115, 25117, 25122.7, and 25140 of the California Health and Safety
Code, or as "hazardous substances" in Sections 25316 and 25281 of the
California Health and Safety Code, and in the regulations promulgated
pursuant to said laws;
5.7.1.3.3 Those substances listed in the United States
Department of Transportation Table (49 CFR 172.101 and amendments
thereto) or by the Environmental Protection Agency (or any successor
agency) as hazardous substances (40 CFR Part 302 and amendments
thereto);
5.7.1.3.4 Petroleum, asbestos, polychlorinated biphenyls,
flammable explosives, radioactive materials, or any material containing
any of the foregoing; and
5.7.1.3.5 Such other substance, materials, and wastes which
are or become regulated by reason of actual or threatened risk of toxicity
causing injury or illness, under any Environmental Law or other
applicable federal, state, or local law, statute, ordinance, or regulation, or
which are classified as hazardous or toxic under federal, state, or local
laws or regulations.
5.7.2 Indemnification. Grantee shall indemnify, hold harmless, protect, and
with counsel chosen by Grantee defend Grantor (and with respect to the ReNu Easement
Property, Renu) and Grantor's (and with respect to the ReNu Easement Property, Renu's)
directors, officers, employees, agents, successors and assigns from and against any and
all claims, judgments, penalties, fines, losses, damages, costs, expenses and liabilities,
including attorneys' fees and costs, directly or indirectly arising out of or attributable to
any actual or alleged Violation of Environmental Law by Grantee on the Specific
Easement Locations or any actual or alleged use, generation, manufacture, production,
storage, spillage, release, threatened release, discharge, disposal, or any other presence or
existence of any Hazardous Substance on, under or about the Specific Easement
Locations, or any transportation, migration, or other movement of any Hazardous
Substance from the Specific Easement Locations. This indemnity shall survive the
expiration of the term of this Agreement. In any circumstance in which this indemnity
applies, if Grantee fails to provide a defense as required by this Section 5.7.2, Grantor
may employ its own legal counsel and consultants to prosecute, negotiate, or defend any
such claim, action, or cause of action, and Grantor shall have the right to compromise or
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settle the same in good faith without the necessity of showing actual liability therefore,
and without the consent of Grantee. Grantee shall reimburse Grantor upon demand for
all costs and expenses incurred by Grantor, including the amount of all costs of
settlements entered into in good faith, and the fees and other costs and expenses of such
attorneys and consultants; provided, however, if Grantor enters into a settlement without
Grantee's consent, Grantee shall not be liable to indemnify Grantor unless Grantor
establishes by final judgment of a court of competent jurisdiction that Grantee caused the
damage on account of which settlement payment was made and that the amount of the
settlement was fair and reasonable. Notwithstanding any other provisions in this
Agreement, the indemnity and reimbursement obligations of Grantee set forth in this
Section 5.7.2 shall not apply to (i) any matter directly or indirectly arising out of or
attributable to any actual or alleged violation of Environmental Law or any actual or
alleged use, generation, manufacture, production, storage, spillage, release, threatened
release, discharge, disposal or any other presence or existence of any Hazardous
Substance on, under or about the Specific Easement Locations or any transportation,
migration, or other movement of any Hazardous Substance to or from the Specific
Easement Locations which either (a) was in existence as of the date of this Agreement,
(b) is caused by either Grantor or the grantees, licensees, employees or agents of Grantor
(exclusive of Grantee, its grantees, licensees, employees and agents), and/or (c) is caused
by a third party and is unrelated to Grantee's operations on the Specific Easement
Locations or (ii) any matter brought by Grantor against Grantee independent of a claim
against Grantor by a third party.
5.7.3 Notice of Actions.
5.7.3.1 Grantee shall give immediate written notice to Grantor of: (i) any
proceeding, inquiry, notice, or other communication by or from any governmental
authority, including, without limitation, the California State Department of Health
Services and the Environmental Protection Agency, regarding the presence or
existence of any Hazardous Substance on, under, or about the Specific Easement
Locations or any migration thereof from or to the Specific Easement Locations or
any actual or alleged Violation of Environmental Law; (ii) all claims made or
threatened against Grantee or the Specific Easement Locations relating to any loss
or injury resulting from or pertaining to any Hazardous Substance or Violation of
Environmental Law; (iii) Grantee's discovery of any occurrence or condition on
any real property that cause the Specific Easement Locations or any part thereof
to be subject to any restrictions on ownership, occupancy, transferability, or use,
or subject the Grantor or any person having any interest in the Specific Easement
Locations to any liability, penalty, or disability under any Environmental Law
including, without limitation, any that cause the Specific Easement Locations or
any part thereof to be classified as "border -zone property" under the provisions of
California Health and Safety Code Sections 25220 et seq. or any regulation
thereunder or in connection therewith; and (iv) Grantee's receipt of any notice or
discovery of any information regarding any actual, alleged or potential use,
manufacture, production, storage, spillage, seepage, release, discharge, disposal or
any other presence or existence of any Hazardous Substance on, under or about
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the Specific Easement Locations or any Violation of Environmental Law
pertaining to Grantee or the Specific Easement Locations.
5.7.3.2Immediately upon receipt of the same, Grantee shall deliver to
Grantor copies of any and all orders, notices, permits, applications, reports, and
other communications, documents, and instruments pertaining to the actual or
alleged presence of any Hazardous Substance on, under or about the Specific
Easement Locations or Violation of Environmental Law pertaining to Grantee or
the Specific Easement Locations.
5.7.3.3 Grantor shall have the right to join and participate in, as a party if
it so elects, any legal proceedings or actions in connection with the Specific
Easement Locations involving any Hazardous Substance or any Environmental
Law, and Grantee shall reimburse Grantor upon demand for all of Grantor's costs
and expenses in connection therewith, including attorneys' fees, if it is determined
that Grantee's violation of any Environmental Law caused the damage or
contamination complained of in such legal proceedings or actions.
5.8 Removal of Red Rock Project Improvements. Grantor shall have no ownership or
other interest in any Red Rock Project Improvements installed by Grantee on the Specific
Easement Locations, and Grantee shall have the express right, at any time and in its sole
discretion, to remove any Red Rock Project Improvements (excluding roads) from the Specific
Easement Locations.
5.9 Water Lines and Existing Improvements. Grantee shall not harm existing
waterlines or other improvements on the Easement Property. Grantee will coordinate with
Grantor to determine the locations of the existing waterlines and improvements. Grantee shall
immediately repair any waterline or improvement it damages.
5.10 Breach by Grantee. Upon a breach by Grantee of its duties under this Agreement,
Grantor shall have all remedies against Grantee that it may have under this Agreement, at law or
in equity (including the right to seek an injunction to compel Grantee to specifically perform its
obligations under this Agreement), provided, however, that Grantor specifically waives any right
it may have to terminate this Agreement or the Easements granted hereunder. No delay or
omission of Grantor to exercise any right or remedy shall be construed as a waiver of any such
right or remedy or of any breach by Grantee.
Section 6. GRANTOR'S DUTIES AND REPRESENTATIONS.
6.1 Grantor's Authority. Grantor is the sole fee interest owner of the Vernon
Easement Property including the Vernon Specific Easement Locations and has the unrestricted
right and authority to sign this Agreement and to grant Grantee the Easements and other rights
granted in this Agreement. The persons signing this Agreement are all of the persons necessary
to grant Grantee the Easements and other rights granted in this Agreement. When signed by both
Parties, this Agreement constitutes a valid and binding agreement enforceable against Grantor in
accordance with its terms.
10
LA\2431090.4
6.2 Requirements of Governmental Agencies; No Opposition. Grantor shall assist
and fully cooperate with Grantee, at no out-of-pocket expense to Grantor, in complying with or
obtaining any zoning and land use permits and approvals, building permits, environmental
impact reviews or any other approvals required for the financing, construction, installation,
replacement, relocation, maintenance, operation or removal of the Red Rock Project
Improvements, including execution of applications for such approvals. Grantor shall not oppose,
directly or indirectly (including without limitation assisting any third party directly or indirectly
in opposing) the Red Rock Project, the environmental clearance for such project or related or
similar projects of Grantee on the Appurtenant Property (including under CEQA and NEPA, or
any CEC equivalent .process) or any associated activities or facilities (including without
limitation transmission or gathering systems, interconnection equipment and related system
upgrades or similar matters).
Section 7. FINANCING BY GRANTEE.
7.1 Right to Mortgge. Grantee may, upon notice to Grantor, without Grantor's
consent or approval, mortgage, grant deeds of trust, collaterally assign, or otherwise encumber
and grant security interests in all or any part of its interest in this Agreement, the Easements, the
Specific Easement Locations and the Red Rock Project Improvements (collectively, its "Red
Rock Project Assets") in connection with any financing secured by the Appurtenant Property.
These various security interests in all or a part of the Red Rock Project Assets are collectively
referred to as "Mortgages" and the holders of the Mortgages, their designees and assigns are
referred to as "Mortgagees". Mortgagees shall use the Red Rock Project Assets only for the uses
permitted under this Agreement. Mortgagees shall have all rights and remedies allowed them
under then existing laws except as limited by their individual agreements with Grantee, provided
that under no circumstances shall any Mortgagee have any greater rights of ownership or
use of Easement Property than the rights granted to Grantee in this Agreement. The term
"Grantee" includes any person or entity which holds the entire grantee's interest under this
Agreement. Grantor agrees to consent in writing to financing documents as may reasonably be
required by Mortgagees, including financing documents typically required in the context of non -
recourse project financings containing, among others, provisions for material notices, extended
cure periods and replacement easement agreements. Except for a Mortgage or pursuant to
Section 9.19 hereof, Grantee shall not assign or otherwise encumber the Red Rock Project Assets
without Grantor's prior consent, which consent may be withheld in Grantor's sole discretion.
7.2 Mortgagee Obligations. Any Mortgagee whose interest is held solely for security
purposes shall have no obligation or liability under this Agreement prior to the time the
Mortgagee directly holds an interest in this Agreement, or succeeds to absolute title to Grantee's
interest. A Mortgagee shall be liable to perform obligations under this Agreement only for and
during the period it directly holds such interest or absolute title.
7.3 Certificates. etc. Grantor shall execute commercially reasonable estoppel
certificates (certifying as to truthful matters, including without limitation that no default then
exists under this Agreement, if such be the case) and consents to assignment as Grantee or any
Mortgagee or Permitted Assignee (as defined below) may reasonably request from time to time.
Grantor and Grantee shall cooperate in amending this Agreement from time to time to include
any provision that may be reasonably requested by Grantee or any Mortgagee or Grantor to
11
LA\2431090.4
implement the provisions contained in this Agreement or to preserve a Mortgagee's security
interest or the interest of the Grantor, provided such amendments shall not impair any then
existing security interests.
Section 8. NOTICES.
Any notice required or given under this Agreement shall be effective when deposited with the
United States mail, certified, return receipt requested, postage prepaid, or upon delivery (or
refusal of delivery) when sent by overnight courier service or by facsimile or electronic
transmission, and addressed to the following addresses:
If to Grantee:
Boulevard Associates, LLC
700 Universe Blvd,
Juno Beach, FL 33408
Attention: Orin Shakerdge, Esq.
Telephone No.: (561) 694-4678
Facsimile No.: (561)691-7762
If to Grantor:
The City of Vernon
4305 Santa Fe Avenue
Vernon, California 90058
Attn: Mark Whitworth, City Administrator
Telephone: (323) 583-8811
Facsimile: (323) 587-7596
E-mail: mwhitworth@ci.vemon.ca.us
with a copy to:
Latham & Watkins LLP
355 South Grand Avenue
Los Angeles, California 90071-1560
Attn: David B. Rogers
Telephone: (213) 485-1234
Facsimile: (213) 891-8763
E-mail: david.rogers@lw.com
Section 9. MISCELLANEOUS.
9.1 No Gift or Dedication. Nothing contained in this Agreement shall be deemed to
be a gift or dedication of any portion of the Easement Property to or for the general public or for
any public use or purpose whatsoever, it being the intention of the Parties that the Easements, the
License and rights granted in this Agreement, as it may be amended of restated, shall be strictly
limited to and for the purposes herein expressed with respect to private property solely for the
benefit of the Parties and their respective successors and assigns.
12
LAV431090.4
9.2 Unavoidable Delays: Force Maieure. If either Party is delayed, hindered in or
prevented from performing any act required under this Agreement by reason of strikes, lockouts,
labor troubles, inability to procure materials, failure of power, restrictive governmental laws or
regulations, natural disasters, war, civil strife or other violence, the affected Parry, upon giving
notice to the other Party, shall be excused from performing the act (except payment of
consideration) for the period of the delay. The affected Party shall use its reasonable efforts to
avoid or remove the causes of nonperformance and shall continue performance whenever the
causes for nonperformance are removed.
9.3 Run With the Land. The Easements and any restrictions in this Agreement are
binding upon and shall inure to the benefit of the Parties' Mortgagees and their respective
successors and assigns (including Permitted Assignees (as defined below)), heirs, personal
representatives, tenants invitees and licensees or persons claiming through them. All of the
provisions of this Agreement shall be enforceable as equitable servitudes and constitute
covenants running with the land pursuant to applicable law, including, without limitation,
Section 1457 et. seq. of the California Civil Code.
9.4 Entire Agreement/Amendments,
This Agreement constitutes the entire agreement
between Grantor and Grantee respecting its subject matter and replaces and supersedes any prior
agreements. Any agreement, understanding or representation respecting the subject matter of
this Agreement not expressly set forth in this Agreement or a later writing signed by both Parties,
is null and void. This Agreement and the Easements shall not be modified or amended except in
a writing signed by the Parties or their successors in interest.
The Parties agree to cooperate in the approval and substitution of exhibits and in executing any
additional agreements or amendments reasonably needed by the Parties for their business
purposes so long as they do not adversely affect the rights of either Party or violate the terms and
spirit of this Agreement.
9.5 Dispute Resolution. Any and all disputes, claims or controversies arising out of,
relating to, concerning or pertaining to this Agreement, or to either Parry's performance or
failure of performance under this Agreement, shall be governed by Section 28 of the PSA, which
is incorporated herein by this reference.
9.6 Waiver of Jury Trial. THE PARTIES HEREBY WAIVE ANY RIGHT TO
TRIAL BY JURY IN ANY LITIGATION ARISING UNDER THIS AGREEMENT.
9.7 Partial Invalidity. Should any provision of this Agreement be held, in a final and
unappealable decision by a court of competent jurisdiction, to be either invalid, void or
unenforceable, the remaining provisions of this Agreement shall remain in full force and effect,
unimpaired by the holding. Notwithstanding any other provision of this Agreement, the Parties
agree that in no event shall the Term be for longer periods than the longest periods permitted by
applicable law.
9.8 Tax Credits. If under applicable law Grantee becomes ineligible for any tax
credit, benefit or incentive for alternative energy expenditure established by any local, state or
federal government, then, at Grantee's option, Grantor and Grantee shall amend this Agreement
13
LA\2431090.4
or replace it with a different instrument so as to convert Grantee's interest in the Specific
Easement Locations to a substantially similar interest that makes Grantee eligible for such tax
credit, benefit or incentive. Grantee agrees to pay the Grantor's attorney fees to review such
changes.
9.9 Approvals. No approval required by this Agreement shall be unreasonably
delayed, conditioned or withheld, except in instances where this Agreement specifically permits
a Party to act in its sole discretion. Requests for approvals shall be delivered to the other Party
according to the notice procedures in Section 8 of this Agreement. Unless a longer or shorter
time is specified, all approvals required of either Party shall be given or refused in writing
delivered to the other Party according to the notice procedures in Section 8 of this Agreement
within ten (10) business days after receipt of the request for approval. Failure by either Party to
respond to a request for action or approval within fifteen (15) business days by either approving
or denying the request shall be deemed an approval.
9.10 Authorization of Other Users. Grantee in its discretion may authorize its
employees, agents, contractors or tenants to use the Specific Easement Locations for the
purposes stated in this Agreement.
9.11 Lateral Support. Grantee shall have and exercise the right of subjacent and lateral
support for Red Rock Project Improvements on the Specific Easement Locations to whatever
extent is necessary for the safe construction, operation and maintenance of Red Rock Project
Improvements. Grantor expressly covenants that Grantor shall not excavate so near the sides of
or underneath the Red Rock Project Improvements as to undermine or otherwise adversely affect
their stability,
9.12 Counternart Signatures. This Agreement may be executed in one or more
counterparts, each of which shall be deemed to be an original, but all of which shall be one and
the same document.
9.13 Article Headings. Article headings in this Agreement are for convenience only.
and are not intended to be used in interpreting or construing the terms, covenants and conditions
of this Agreement.
9,14 Relationship of Parties. The relationship between Grantor and Grantee is that of
grantor and grantee of the Easements only, and neither Grantor nor Grantee is, nor shall it hold
itself out to be, the agent, employee, joint venturer or partner of the other.
9.15 Third Party Beneficiaries. This Agreement is between and for the exclusive
benefit of the Parties, and shall not benefit any third parties.
9.16 Mortgagee Protection. No breach or violation of this Agreement or of the
restrictions provided herein shall render invalid the lien of any mortgage, deed of trust or similar
instrument securing a loan made by Grantor in good faith and for value with respect to any
portion of the Specific Easement Locations, but all of the provisions of this Agreement shall be
binding upon and effective against any subsequent owner (including any mortgagee or.
beneficiary under a deed of trust) who acquires title to the Specific Easement Locations, or any
portion thereof, by foreclosure, trustee's sale, deed in lieu of foreclosure or otherwise.
14
LA12431090.4
9.17 Estoppel. Grantee shall execute commercially reasonable estoppel certificates
(certifying as to truthful matters, including without limitation that no default then exists under
this Agreement, if such be the case) as Grantor may reasonably request from time to time.
9.18 Limitation of Liabilitv. No shareholder, member, director, officer, agent or
employee of any Party shall have personal liability for the obligations to be performed by the
parties hereunder.
9.19 Assignment. The rights, powers, and obligations hereunder conferred upon each
Party shall not at any time be transferred or assigned, except to one or more persons or entities
("Permitted Assignees") (a) that own a fee interest in all or any portion of the Appurtenant
Property, (b) through a transfer of such Party's fee interest in all or any portion of the
Appurtenant Property or Vernon Easement Property, as applicable, or (c) that are a lender in
connection with a financing or refinancing on the Appurtenant Property or Easement Property, as
applicable. Without limiting the generality of the foregoing sentence, Grantee shall have the
right, upon notice to Grantor, without Grantor's consent, to sell, convey, or assign all or any
portion of its Red Rock Project Assets to Permitted Assignees or to grant sub -easements, co -
easements, separate easements, sub -licenses or similar rights, however denominated, to
Permitted Assignees. Permitted Assignees shall use the Red Rock Project Assets only for the
uses permitted under this Agreement. Permitted Assignees shall have all rights, obligations and
remedies allowed them under then existing laws except as limited by their individual agreements
with Grantee, provided that under no circumstances shall any Permitted Assignee have any
greater rights of ownership or use of Easement Property than the rights granted to Grantee
in this Agreement. Each Party shall have liability only for the obligations to be performed by
such Party for the time that such Party owns the property burdened or benefited hereby. In the
event of any transfer by either Party of its interest in the burdened or benefited property, such
Party shall be relieved from all future liability accruing from and after the date of the transfer or
conveyance, and such obligations shall be binding upon the successor in interest to such Party.
9.20 Enforcement. The Parties and their respective successors and assigns shall have
the right to enforce, by proceedings at law or in equity, the covenants, restrictions and easements
imposed by this Agreement. The right to enforce this Agreement shall include, without
limitation, the right to maintain a proceeding at law or in equity against any person or persons
who have violated or who are attempting to violate any of the covenants or restrictions of this
Agreement, to enjoin or prevent them from doing so, to cause the violations to be remedied,
and/or to recover damages for any violations.
9.21 Original Agreement: Quitclaim. The Original Agreement is hereby deemed to be
of no further force or effect. Grantee her quitclaims to Grantor all Grantee's right, title, and
interest in areas of the Vernon Easement Property that are not part of the Vernon Specific
Easement Locations and hereby releases such areas from the easement created by the Original
Agreement.
[Remainder of Page Intentionally Left Blank]
15
LA@431090.4
IN WITNESS WHEREOF, the Parties have each executed this Agreement as of the date
first written above.
GRANTOR:
CITY OF VERNON, ATTEST:
a California chartered city
William Davis Willard Yamaguchi
Mayor Pro Tern City Clerk
APPROVED AS TO FORM:
By:
Willard Yamaguchi
MWAUUMMY
Chief Deputy City Attorney
GRANTOR'S ACKNOWLEDGEMENT
State of California
County of
On , 2012, before me, , a
Notary Public, personally appeared William Davis, who proved to me on the basis of satisfactory
evidence to be the person whose name is subscribed to the within instrument and acknowledged
to me that he executed the same in his authorized capacity, and that by his signature on the
instrument the person, or the entity upon behalf of which the person acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
GRANTEE:
NORTH SKY RIVER ENERGY, LLC,
a Delaware limited liability company
7Na7e:
3, Tvsc ."
Q,cr,
GRANTEE'S ACKNOWLEDGMENT
STATE OF FLORIDA
ss.
COUNTY OF PALM BEACH
Ono13vrz 2012, before me, the undersigned, a notary
public in and for said State, personally appeared TJ %Ar ca.'f Ae., al, �> personally known to
me to be the person whose name is subscribed to the within instrument and acknowledged to me
that lie/she executed the same in his/her authorized capacity, and that by his/her signature on the
instrument the person, or the entity upon behalf of which the person acted, executed the
instrument.
WITNF65S my hand and official seal.
l
Notary Public in and for said State
'j',%�DENISEM.ENDERS
x; •as MYCOMMISSIMEE028M
I�rF# EXPIRES: October28, 2014
I� BUM TIN NOW/ Public Underwriters
EXHIBIT A
Vernon Easement Property
Parcel 1: (APN: 153-120-10 & 11)
The East half, Lots I and of the Northwest quarter, and Lots 1 and 2 of the Southwest quarter of
Fractional Section 31, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 2: (APN: 181-190-14)
The East half of Fractional Section 31, Township 30 South, Range 38 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 3: (APN: 181-190-15)
The West half of Fractional Section 31, Township 30 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel4: (APN: 181-190-16)
Fractional Section 36, Township 30 South, Range 36 'h East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Except all oil, gas, oil shale, coal, phosphate, sodium, gold, silver and all other mineral deposits contained
in said land, and further reserving to the State of California and persons authorized by the State, the right
to drill for and extract such deposits of oil and gas, or gas, and to prospect for, mine and remove such
deposits of other minerals from said land and to occupy and use so much of the surface of said land as
may be required therefor, upon compliance with the conditions and subject to the provisions and
limitations of Chapter 5, Part I, Division 6 of the Public Resources Code, as reserved in Patent recorded
July 29, 1959 in Book 3170, Page(s) 179 of Official Records.
Parcel 5: (APN: 442-010-07)
Section 11, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except an undivided %z interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Exhibit A - 1
LA12431090.4
Parcel 6: (APN: 442-010-04)
Fractional Section 1, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 7: (APN: 442-010-02)
The South half of the South half of Fractional Section 2, Township 30 South, Range 34 East, Mount
Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to
the Official Plat thereof.
Except an undivided %a interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Parcel 8: (APN: 442-030-05)
Section 13, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 9: (APN: 442-030-03)
Section 14, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Except all the coal and other minerals in the land so patented together with the right to prospect for, mine
and remove the same pursuant to the provisions and limitations of the Act of December 29, 1916 (Stat.
862) as reserved by the United States of America in the Patent recorded December 24, 1923 in Book 22,
Page(s) 19 of Official Records.
Parcel 10: (APN: 443-010-02)
Section 23, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 11: (APN: 444-020-16)
Fractional Section 7, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 12: (APN: 444-020-14)
The North half of the North half of Section 8, Township 30 South, Range 35 East, Mount Diablo Base
and Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official
Plat thereof.
Except and reserving to the United States, pursuant to the provisions of the Act of August 1, 1946 (60
Stat. 755), all uranium, thorium or any other materials which is or may be determined to be peculiarly
essential to the production of fissionable materials, whether or not of commercial value, together with the
right of the United States through it's authorized agents or representatives at any time to enter upon the
Exhibit A - 2
LAU431090.4
lands and prospect for, mine and remove the same as reserved in the Patent from the United States of
America, recorded April 27, 1949 in Book 1612, Page(s) 130 of Official Records.
Parcel 13: (APN: 444-020-03)
Fractional Section 5, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 14: (APN: 444-020-09)
The West half of the Northeast quarter of the Southwest quarter of the Southeast quarter, and the West
half of Section 9, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 15: (APN: 444-040-02)
Section 17, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 16: (APN: 444-040-11)
The West half of the Northeast quarter of Section 16, Township 30 South, Range 35 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to the
Official Plat thereof.
Parcel 17: (APN: 444-070-01 & 02)
Fractional Section 3, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 18: (APN: 444-080-05)
The North half of Fractional Section 5, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 19: (APN: 444-080-06)
The South half of Fractional Section 5, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 20: (APN: 444-080-11)
The Westhalf, and the Southwest quarter of the Southeast quarter of Section 8, Township 30 South,
Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of
California, according to the Official Plat thereof.
Exhibit A - 3
LA\2431090.4
Parcel 21: (APN: 444-080-09)
Section 9, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 22: (APN: 444-090-01)
Section 15, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 23: (APN: 444-100-04)
The West half; the West half of the Northeast quarter, the Southeast quarter of the Northeast quarter, and
the Southeast quarter, of Section 16, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 24: (APN: 444-100-02)
Section 17, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 25: (APN 444-100-07)
Section 21, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 26: (APN: 444-090-07)
Section 23, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 27: (APN: 444-110-03)
Section 25, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles by the Southern Pacific Land
Company by Deed recorded March 13, 1920 in Book 346, Page(s) 421 of Deeds.
Parcel 28: (APN: 444-110-08)
Section 35, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 29: (APN: 444-110-06)
The North half of the Northwest quarter, the Southwest quarter of the Northwest quarter, the West half of
the Southwest quarter, the Southeast quarter of the Southwest quarter, and the East half of Section 36,
Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated area,
County of Kern, State of California, according to the Official Plat thereof.
Exhibit A - 4
LA\2431090.4
Parcel 30: (APN: 443-030-16)
Section 25, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 31: (APN: 444-040-18 & 19)
Fractional Section 19, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel32: (APN: 444-060-03)
Section 29, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 33: (APN: 444-120-06)
The Southwest quarter of Section 28, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel34: (APN: 444-120-02)
Section 29, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Exhibit A - 5
LA\2432090.4
EXHIBIT B
Appurtenant Property
Parcel 1: APN 444-100-11-00-7 and 444-100-10-00-4
Fractional Section 19, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kem, State of California, according to the Official Plat thereof.
Parcel2: APN 444-080-15-00-4 and 444-080-13-00-8
Fractional Section 7, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 3: APN 444-080-02-00-6 and 444-080-01-00-3
Fractional Section 6, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 4: APN 444-060-08-00-8
Section 33, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 5: APN 444-060-05-00-9
The North half of Section 28, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in
the unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 6: APN 444-050-04-00-3
Section 25, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 7i APN 444-050-01-00-4
Section 27, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 8: APN 444-040-15-00-2
Section 21, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 9: APN 444-040-13-00-6 and 444-040-09-00-5
The East half of the Northeast Quarter, the North half of the Southeast Quarter, the South half of the
Southeast Quarter, and the Southwest Quarter of Section 16, Township 30 South, Range 35 East, Mount
Diablo Base and Meridian, in the unincorporated area, County of Kern, State of California, according to
the Official Plat thereof.
Exhibit B - 1
LA\2431090.4
Parcel 10: APN 444-030-11-00-7
Section 23, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 11: APN 444-030-08-00-9
Section 13, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 12: APN 444-030-06-00-3
The East half of the Southeast Quarter, the Southwest Quarter of the Southeast Quarter of Section 14,
Township 30 South, Range 35 East, Mount Diablo Base and meridian, in the unincorporated area, County
of Kern, State of California, according to the Official Plat thereof.
Parcel 13: APN 444-030-01-00-8
Section 15, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 14: APN 444-010-10-00-8
Section 11, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 15: APN 444-010-08-00-3
Section 12, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 16: APN 444-010-06-00-7
Fractional Section 1, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 17: APN 444-010-04-00-1
Lots 1 and 2 of the Northeast Quarter, the South half of the Northeast Quarter; and the Southeast Quarter
of Fractional Section 2, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel18: APN 444-010-01-00-2
Fractional Section 3, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the official Plat thereof.
Parcel 19: APN 444-010-13-00-7
The North half of the Northeast Quarter, the Southwest Quarter of the Northeast Quarter, the Southeast
Exhibit B - 2
LA\2431090.4
Quarter of the Northwest Quarter, the West half of the Southeast Quarter, and the East half of the
Southwest Quarter, of Section 10, Township 30 South, Range 35 East, Mount Diablo Base and Meridian,
in the unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 20: APN 153-110-04-00-9
Section 36, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except all oil, gas, oil shale, coal, phosphate, sodium, gold, silver and all other mineral deposits contained
in said land, and further reserving to the State of California and persons authorized by the State, the right
to drill for and extract such deposits of oil and gas, or gas, and to prospect for; mine and remove such
deposits of other minerals from said land and to occupy and use so much of the surface of said land as
may be required therefore, upon compliance with the conditions and subject to the provisions and
limitations of Chapter 5, Part I, Division 6 of the Public Resources Code; as reserved in Patent recorded
June 10, 1958 in Book 2962, Page(s) 503 of Official Records.
Parcel 21: APN 153-180-09-01-4
The East half of Fractional Section 31, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the unincorporated area, County of kem, State of California, according to the Official Plat
thereof.
Parcel 22: APN 153-180-10-01-6
The West half of Fractional Section 31, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the unincorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel23: APN 153-110-05-01-1
Section 35, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit B - 3
LA\2431090.4
EXHIBIT C
Specific ReNu Easement Locations
[See Attached]
Exhibit C - 1
LA\2431090.4
North Sky River Energy Windfarm
Access3trip . EXHIBIT
APN:181-080.11
RENU RESOURCES LLC
Pago 1 of 3 pages
Description
Situated in a portion of Section 19, Township 30 South, Rangc 37 East, Mount Diablo Meridian,
in an unincorporated area of the County of Kern, State of California.
A strip, 80.00 feel in width, the centerline of which is coincident with the centerline of jawbone
Canyon Road (a Kern County Road), said strip being 40 feet perpendicularly distant each side of
the following described centerline, to wit:
COMMENCING AT a 21/2" iron Post monument in concrete with a 2" washer mocked "Kern
County Surveyor, Jan 1991, 730S R37E, 21, 22,211, 22" at the Section Comer common to
Sections 21, 22, 28, and 29, Township 30 South, Range 37 East, Mount Diablo Meridian;
Thence North 64155159" West a distance of approximately 10747.39 feet to the Point of
Beginning, said point being on the east line of the Grantor's land and the line cornmon to
Sections 19 end 20, township 30 South, Range 37 East;
Thence from sold POINT OF BEGINNING, Noah 72"09'44" West a distance of 333.70 feet;
Thence 56.88 feet along the are of s tangent curve left with a radius of 500.00 feet, through a
central angle of 0691104", subtended by a chord bearing North 75025'16" West a chord distance
of 56.85 feet;
Thence 231.02 feet along the arc of a reverse tangent curve right with a radius of 400.00 feet,
through a central angle of 33"05'26", subtended by a chord bearing North W08105" West 227.82
feet;
Thence 230.06 feat along the am of a reverse tangent curve left with a radius of 200.00 feet,
through a central angle of 65"5428", subtended by a chord bearing North 78932'36" West 217.59
feet;
Thence South 63030110" West it distance of354.33 feet;
Thence 953.70 feel along the arc of It tangent curve right with a radius of 675.00 feet, through a
control angle of 729275 1", subtended by a chord bearing North 75915134" West a chord distance
of 791.93 feet;
Thence North 390O1'59" West a distance of 253.82 fat;
Thence 403.76 feet along the are of a tangent curve left with a radius of 400.00 feet, through a
central angle of 57"50VI ", subtended by a chord bearing Noah 67056'59" West a chord distance
of 386.93 fat;
Thence 344.55 feet along the arc of a reverse tangent crave right with a radius of 1130.00 feet,
through a central angle of 17028'13", subtended by a chord bowing Noah 88"07'54" West 343.22
fat;
i
f
North Sky River Energy Winndfarm
Access Strip EXHIBIT C
Page 2 of 3 pages
Thence 241.79 feet along the arc of a reverse tangent curve left with a radius of 300.00 feet.
through a central angle of46010*46", subtended by a chord hearing South 77'3O'5o" West 235.30
het;
Thence 265.24 feet along the arc of a reverse tangent curve right with a radius of 300.00 feet,
through a central angle of 50'39"26", subtended by a chord bearing South 79945-10" WeS1256.69
feet;
Thence North 74a55'07" West a distance of 298.07 feet;
Thence 31.61 feet along the arc of a tangent curve right with a radius of 200.00 feet, through a
central angle of 0900320", subtended by a chord bearing North 7002327" West a chord distance
of 31,58 feet;
Thence 201.35 feet along the are of it reverse tangent curve left with it radius of 2018.26 feet,
through a central angle of 05"42'58", subtended by a chord bearing North 68.43'16" West 201.26
feet;
Thence 350.85 feet along the are of a compound tangent curve left with a radius of 600.0o feet,
through a central angle of 33930'14", subtended by a chord bearing North 88919,52" West a
chord distance of 345.87 feet;
Thence South 74"55'01" West a distance of 474.36 feet;
Tbence 223.56 feel along the am of It tangent curve right with a radius of 500.00 feet, through a
central angle of 2503704", subtended by a chord bearing South 87043'33" West a chord distance
of 221.70 feet;
Thence North 79"27'55" West a distance of 170.35 fact;
Thence 489.80 feet along 0he am ofa tangent curve left with a radius of 140050 feel, through a
central angle of 20"02'4311, subtended by a chord bearing South 8929'17" West a chord distance
of approximately 487.31feet and there terminating on the west line of the Grantor's lend, said
terminus beam North 78035'27' East 19263.34 feet from a 1 1/2" Iron Post monmiem with a 2
1/2" brass cap marked "US General [and Office Survey,1937, '/" 321/328 730S R36E" at the
quarter Section comer common to Sections 21 and 29, Township 30 South, Range 36 East,
Mount Diablo Meridian. .
EXCEPTING THEREFROM those portions lying within the City of Los Angeles property,
beingAPN 18108034.
The sidelines of said strip shag be lengthened or shortened so os to Intersect the east and west
lines of said Granlor.'s land.
The Basis of Bearings for this description is The California Coordinate System, Zone 5, NAD
83, Epoch 2002.00 (Grid). All distances are also grid. Multiply distances by 1.0001545 to obtain'
ground distances.
The obovcdexribed strip contains S.ig acres, more or lea.
North Sky River Energy Windfarm
Access Skip EXHIBIT C .
Page 3 of 3 pages
End of Description
Date: L Z o (]
David J Stringer, PL 5590
AS DEPICTED ON
EXHIBIT C-1
CITY OF LOS ANGELES
APN 181-080-34 ,
JA*8ON f
CANYpry ROAD
c
SECTION 19 7 c�
uDSE ig W.
T30S1 R37E, MOM P.D.B
Iwo 42
NOV SW 50'W
RENU RESOURCES LLC 10747.3TIME)
APN 181-080-11
T�
LINE TABLE CURVE TABLE
LINE SWUNG DISTANCE CURVE IT LENGTH RADIUS DELTA
LI WIT 3W 27'E 19263.34 CI 58.B8 5000D
L2 N72' 09' 44'4 333.70 CZ 2}f.02 400,00 jj'0504•
L3 SUB' 30' 10'W 354.]] C7 230.08 20D.00 65'S4'28'
L4 N39' 01' 69'1V 253.82 C4 853.70 675.00 72'27'31'
L5 N74' 35' 07-W 299.87 C5 403.76 400.00 57'50'01"
L6 S74' 55' 01'W 474.36 C6 344.55 1130.00 17'20-Ir
L7 N79' 27' 55-W 170.35 C7 241.79 30D00 4610'46'
C9 285.24 3D0.00 SO'39'26'
CB 31.61 200.00 09'03'20'
CIO 201,35 201&28 05'42'96'
CIt 350.85 800.00 33'30'14'
C12 223.66 300.GO 75'37'04'
/
C13 489.80 1400.00 20102-43'
-
EXHIBIT C-1
THROUGH RENU RESOURCES PR
SECTION
CRNGEN MO NT DIABLO MERIDIAN
North Sky River Energy Windfarm
Access Skip EXHIBIT C
APN:181-080-30
RENU RESOURCES LLC
Page 1 of 2 pages
Description
Situated in a portion of Section 21, Township 30 South, Range 37 East, Mount Diablo Meridian
in an unincorporated area of the County of Kem, State of California.
A strip 80,00 het in width, the centerline of which is coincident with the centerline of Jawbone
Canyon Road (a Kern County Randl running from the easterly line of said Section 21 to the
westerly line of sold Section 21. said strip being 40 feat perpendicularly distant each side of the
lbllowing described centerline, to wit:
COMMENCING AT a 2 112" Iron Post monument in concrete with a 2" Washer marked "Kern
County Surveyor, Jon 1991; 730S R37E, 21. 22, 28, 27" at the Section Corner common to
Sections 21, 22, 28, and 29, Township 30 South, Range 37 East, Mount Diablo Maridfan;
Thence North 0090512" West 170.07 fact along the Section line common to Sections 21 and 22,
said Township and Range, to the Point of Beginning, said point being on the east fine ofthe
Grantor's land and the centerline of said Jawbone Canyon Road;
Thence from said POINT OF BEGINNING, North 55*07181' West a dfatance of 167.47 fact;
Thence North 56'49'21" West a distance of 1455.67 feet;
Thence 820.09 feet along the am of a tangent carve right with a radius of 1100.00 fail, through a
central angle of 4294215811, subtended by a chord bearing North 35'27'53" West a chord distance
of 801.23 fact;
Thence North 14006'24" West a distance of521.56 feet;
'thence 191.97 feet along the me of a tangent curve loth with a radius of 150.00 feat, through a
central angle of 734935", subtended by a chord bearing North 50*4611" West a chord distance
of 179.13 feet;
Thence 702.91 feet along the arc of a reverse tangent curve right With a radius of 7770.24 feu,
through a central angle of 05' 10'59", subtended by a chord bearing North 84'50'29" West 702.67
feet to a point;
Thence 332.30 feet along the are of a compound tangent curve right with a radius of 325.00 feet,
through a central angle of 58034'58", subtended by a chord beating North 5205T30" West a
chord distance of318.01 feet;
'thence North 23.40'01" West a distance of 138.12 feet;
Thence 390.38 feet along the we of a tangent curve left with a radius of 450.00 feet, through a
central angle of 494219", subtended by a chord bearing North 48'31*10" West a chord distance
of 378.26 feet;
North Sky River Energy Windfarrn
Access Strip EXHIBIT C
Page 2 of 2 pages
Thence North 73022119" West distance of298.33 feet;
Thence 53.64 feet along the arc of a rangcnt curve right with a radius of 600.00 feet, through a
central angle of 0500771 ", subtanded by a chord bearing North 7004898" West a chord distance
of53.63 feet;
Thence 724.14 feet along the arc of a reverse tangent curve left with a radius of 600o.00 feet
through a central angle of 06'54'54", subtended by a chord bearing North 71"42'25" West 723.70
feet to a point;
Thence North 75°09'52" West a distance of approximately 920.64 feet to the Section Line
common to Sections 20 and 21. said Township and Rebge, and there terminating on the west line
of the Grantor's land, said terminus bears North 560171011, West 6363.00 feat from said 2 112"
iron Post monument In concrete with a 2" washer at the Section Comer common to seations 21,
22. 28, and 29, Township 30 South, Range 37 East, Mount Diablo Meridian,
EXCEPTING THEREFROM those portions lying within the City of Los Angeles pipeline
property, being APN 18108029 and transmission line property, APN 18102033.
The sidelines of said strip shell be lengthened or shortened so as to intersect the east and west
lines of said Grantor's land.
The Basis of Bearioga for this description is The Callfomla Coordinate System, Zone 5, NAD
83, Epoch 2002.00 (Grid). Ali distances are also grid. Multiply distances by 1.0001545 to obtain
ground distances.
The above described strip contains 11.2 acres, more or less, net.
End of Description
Date:_Jyw Z. ZDID
r�^
David J Stringer, kS 5500
AS DEPICTED ON
EXHIBIT C-1
LINE TABLE
LINE
O SEARING
DISTANCE
L7
NW 02' 16"W
167.47
L2
N14. 00' 24'W
521.06
L3
1423, 40' OPW
uam
L4
N73' 22' 19"W
290.33
L5
N75' 09' 5rW
920.64
CURVE TABLE
- 1
CURVE d LEN0714
RADIUS
DELTA
CI
020.00
1100.00
42'42'Sr
C2
191.97
150.00
73'lWaW
C3
702,91
7770.24
05.IW59-
C4
332.30
J20.00
S9.34'SO'
C5
300.36
450.00
49.42y4'
DO
63.64
600.00
05.07'21-
C7
724.14
500➢.00 ,
06'34'3e
SECTION 21
\
T30S, R37E, MDM
1190 4
(�gy
Cq m
<qy h•
r7
\
I
wyec
RENU RESOURCES, LLC
NJ6_ `W
APN 181-080-30
CRI+IGEN I REND RESOURCES, LLC
SECTION 21, nos, R37E,
MOUNT DIARLO MERIDIAN
EXHIBIT D
Specific Vernon Easement Locations
[See Attached]
Exhibit D - 1
LA\2431090.4
EXHIBIT D
CITY OF VERNON ACCESS ROAD EASEMENT SECTION 21
APN: 444-100-07
A PORTION OF SECTION 21, TOWNSHIP 30 SOUTH, RANGE 36 EAST, MOUNT
DIABLO BASE AND MERIDIAN, LYING IN KERN COUNTY, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
BEING A STRIP OF LAND 80 FEET WIDE, SAID STRIP BEING 40 FEET
PERPENDICULARLY DISTANT EACH SIDE OF THE CENTERLINE OF SAID STRIP OF
LAND DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHEAST CORNER OF SECTION 21, TOWNSHIP 30
SOUTH, RANGE 36 EAST, MOUNT DIABLO BASE AND MERIDIAN; THENCE FROM
SAID POINT OF COMMENCEMENT ALONG THE EAST LINE OF SAID SECTION 21
NORTH 02043'45" WEST 180.17 FEET TO THE TRUE POINT OF BEGINNING OF THE
CENTERLINE OF SAID 80 FOOT WIDE STRIP OF LAND; SAID POINT ALSO BEING
THE CENTERLINE OF AN EXISTING PAVED ROAD; THENCE FROM SAID TRUE
POINT OF BEGINNING, LEAVING. SAID SECTION LINE ALONG THE CENTERLINE
OF SAID PAVED ROAD THE FOLLOWING COURSES.
SOUTH 75036'34" WEST 79.91 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 560.00 FEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 126.02 FEET
THROUGH A CENTRAL ANGLE OF 14°26'29"; THENCE
SOUTH 61010'05" WEST 232.63 FEET TO A POINT ON THE SOUTH LINE OF SAID
SECTION 21 AND THE END OF THE CENTERLINE OF SAID 80 FOOT WIDE STRIP OF
LAND.
THE SIDELINES OF SAID 80 FOOT STRIP TO BE LENGTHENED OR SHORTENED TO
SAID SOUTH AND EAST LINES OF SAID SECTION 21.
AS DEPICTED ON EXHIBIT D-1
EXHIBIT D-1
LEGEND
— - — - — - — CL 80' ACCESS EASEMENT
_____= EASEMENT LINES
==== EXISTING ACCESS ROADWAY
SECTION LINE CITY OF
POC POINT OF COMMENCEMENT 444-C
POB POINT OF BEGINNING
n=14'26'29"
R=500.00'
L=126.02'
80'-\
CL 80' ACCESS EASEMENT 1%
N61'10'05"E 232.63' 21
�406.64' TIE,-/
N89'46'14"W 28
N75'36'34"E
179.91'
/-POB
I
DETAIL 1"=250'
�--NO2-43'45"W
22 180.17' TIE
27
—POC, SEC CDR
CITY OF VERNON
SEC. 21, T JOS, R ME
444-100-07 SEE DETAIL
N I SEC. 15, T 305, R 36E
ClrY OF VERNON
444-090-01
16 /5
21 22
-EXISTING JAWBONE
CANYON CO. ROAD
CL 80' ACCESS EASEMENT-
21 �`
28
BLM EXISTING PAVED ROAD `POC, SEC CDR
444-IRO-04
PORTION SEC. 27, T 305, R 36E
SEC. 28, T 30S, R 36E I MATHEWS FAMILY TRUST
BLM 444-110-01
444-IZO-04
CITY OF
VERNON I
SCALE: 1 =1000
c CC%NSULTING era DATE: 01301:
®� PLANNING • PNGINPPNINO. GGNGTNUG WN E N E R G Y, Q DRAWN BY:
MSNen" Lane. sulteM.WeIMCre"LCNnumW94555 (925(92.MSTd. (925)532oa+or", SHEET NO: 1 OF 1
RESOURCES JOB N0: 10-1025-3
F:/PROJECTS/101025/DWG/SURVEY/EASEMENTS\ VERNON OFFSITE.DWG
� N
1"=1000'
I
SEC. 22, T 30S, R 36E
BLM
444-110-01
EXHIBIT D
CITY OF VERNON ACCESS ROAD EASEMENT SECTION 23
APN: 444-090-07
A PORTION OF SECTION 23, TOWNSHIP 30 SOUTH, RANGE 36 EAST, MOUNT
DIABLO BASE AND MERIDIAN, LYING IN KERN COUNTY, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
BEING A STRIP OF LAND 80 FEET WIDE, SAID STRIP BEING 40 FEET
PERPENDICULARLY DISTANT EACH SIDE OF THE CENTERLINE OF SAID STRIP OF
LAND DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SECTION 23, TOWNSHIP 30
SOUTH, RANGE 36 EAST, MOUNT DIABLO BASE AND MERIDIAN; THENCE FROM
SAID POINT OF COMMENCEMENT ALONG THE EAST LINE OF SAID SECTION 23
SOUTH 00036'06" EAST 535.65 FEET TO THE TRUE POINT OF BEGINNING OF THE
CENTERLINE OF SAID 80 FOOT WIDE STRIP OF LAND; SAID POINT ALSO BEING
THE CENTERLINE OF PAVED EXISTING JAWBONE CANYON COUNTY ROAD;
THENCE FROM SAID TRUE POINT OF BEGINNING, LEAVING SAID SECTION LINE
ALONG THE CENTERLINE OF SAID PAVED JAWBONE CANYON COUNTY ROAD
THE FOLLOWING COURSES.
NORTH 60044'10" WEST 596.60 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE 15.13 FEET
THROUGH A CENTRAL ANGLE OF 01044'00"; THENCE
NORTH 62028'10" WEST 311.79 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 400.00 FEET;
THENCE WESTERLY ALONG THE ARC OF SAID CURVE 279.90 FEET THROUGH A
CENTRAL ANGLE OF 40005'35"; THENCE
SOUTH 77°26'14" WEST 210.27 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 1400.00 FEET;
THENCE WESTERLY ALONG THE ARC OF SAID CURVE 527.86 FEET THROUGH A
CENTRAL ANGLE OF 21036'11' ; THENCE
NORTH 80°57'35" WEST 408.74 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 700.00 FEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 609.41 FEET
THROUGH A CENTRAL ANGLE OF 49°52'50"; THENCE
SOUTH 49009'35" WEST 781.70 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTHWEST, HAVING A RADIUS OF 1500.00 FEET;
THENCE SOUTHWESTERLY ALONGTHE ARC OF SAID CURVE 243.80 FEET
THROUGH A CENTRAL ANGLE OF 09*1845"; THENCE
SOUTH 58028'20" WEST 868.58 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTHEAST, HAVING A RADIUS OF 3000.00 FEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 507.12 FEET
THROUGH A CENTRAL ANGLE OF 09°41'07"; THENCE
SOUTH 48047'13" WEST 390.59 FEET TO A POINT ON THE WEST LINE OF SAID
SECTION 23 AND THE END OF THE CENTERLINE OF SAID 80 FOOT WIDE STRIP OF
LAND.
THE SIDELINES OF SAID 80 FOOT STRIP TO BE LENGTHEND OR SHORTENED TO
SAID EAST AND WEST LINES OF SAID SECTION 23.
AS DEPICTED ON EXHIBIT D-1
EXHIBIT D-1
LEGEND
- - - - - - - CL 80' ACCESS EASEMENT
EASEMENT LINES
EXISTING ACCESS ROADWAY
SECTION LINE
POC POINT OF COMMENCEMENT
POB POINT OF BEGINNING
SECTAm
14, T 30S, R , 6E
155 14 — 444-090-03
22 23
_ C7
_-- C3
CL 80'I ACCESS EASEMENT ,%�
L5 L` Li J
80' C5 , i:' �
L7
r
Pi
40' „E
L6' / 5 g12 SSE
f, c6 SEC. 23, r JOS, R ME
Cl rY OF VERNON
444-090-07
EXISTING JAWBONE
CANYON CO. ROAD
M
11Film I 1 r, BEER
Molli-imumsclulim
�mo'
1' 1
R'
1 1
••1
�
M
T
N
1"=1000'
RENU RESOURCES, LLC
SEC. 13, T 305. R 36£
444-090-04
r POC, SEC CDR
14 03
23 24
_ _ -
_�- N00'36'06"W
3J -.
535.65' TIE
Am
SEC 24, T3G'S
R35E
444-090-06
27 26
SEC. 26, T 305, R 36E -' — _ 23� 24
I Am 26125-I -
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EXHIBIT D
CITY OF VERNON ACCESS ROAD EASEMENT SECTION 29
APN: 444-120-02
A PORTION OF SECTION 29, TOWNSHIP 30 SOUTH, RANGE 36 EAST, MOUNT
DIABLO BASE AND MERIDIAN, LYING IN KERN COUNTY, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
BEING A STRIP OF LAND 80 FEET WIDE, SAID STRIP BEING 40 FEET
PERPENDICULARLY DISTANT EACH SIDE OF THE CENTERLINE OF SAID STRIP OF
LAND DESCRIBED AS FOLLOWS:
COMMENCING AT THE WEST 1 /4 CORNER OF SECTION 29, TOWNSHIP 30 SOUTH,
RANGE 36 EAST, MOUNT DIABLO BASE AND MERIDIAN; THENCE FROM SAID
POINT OF COMMENCEMENT ALONG THE WEST LINE OF SAID SECTION 29 NORTH
03026'41"EAST 147.38 FEET TO THE TRUE POINT OF BEGINNING OF THE
CENTERLINE OF SAID 80 FOOT WIDE STRIP OF LAND; SAID POINT ALSO BEING
THE CENTERLINE OF AN EXISTING PAVED ROAD; THENCE FROM SAID TRUE
POINT OF BEGINNING, LEAVING SAID SECTION LINE ALONG THE CENTERLINE
OF SAID PAVED ROAD THE FOLLOWING COURSES.
NORTH 55009'37" EAST 163.74 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 40.95 FEET
THROUGH A CENTRAL ANGLE OF 04°41'34'; THENCE
NORTH 59051'11" EAST 244.62 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 12.35 FEET
THROUGH A CENTRAL ANGLE OF 01'24'56'; THENCE
NORTH 58026'15" EAST 246.53 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 7.43 FEET THROUGH
A CENTRAL ANGLE OF 00051'05"; THENCE
NORTH 59017'20" EAST 392.99 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THIS SOUTH, HAVING A RADIUS OF 1500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 552.34 FEET
THROUGH A CENTRAL ANGLE OF 21°05'52'; THENCE
NORTH 80023'12" EAST 606.38 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 375.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 467.26 FEET
THROUGH A CENTRAL ANGLE OF 71°23'31"; THENCE
NORTH 0805941" EAST 140.83 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE EAST, RAVING A RADIUS OF 250.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 267.10 FEET
THROUGH A CENTRAL ANGLE OF 61012,571,;THENCE
NORTH 70012'38" EAST 612.49 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 16.66 FEET
THROUGH A CENTRAL ANGLE OF 01°54'33"; THENCE
NORTH 72007'11" EAST 247.97 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 600.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 79.31 FEET
THROUGH A CENTRAL ANGLE OF 07034'24"; THENCE
NORTH 6403247" EAST 111.04 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 325.00 FEET,
THENCE EASTERLY ALONG THE ARC OF SAID CURVE 156.88 FEET THROUGH A
CENTRAL ANGLE OF 27039'26'; THENCE
SOUTH 87047'47" EAST 193.58 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 700.00 FEET;
THENCE EASTERLY ALONG THE ARC OF SAID CURVE 109.49 FEET THROUGH A
CENTRAL ANGLE OF 08057'43' ; THENCE
SOUTH 78050'05" EAST 64.15 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 1500.00 FEET;
THENCE EASTERLY ALONG THE ARC OF SAID CURVE 267.42 FEET THROUGH A
CENTRAL ANGLE OF 10012'52"; THENCE
NORTH 89002'57" WEST 826.95 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 300.00 FEET;
THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE 164.60 FEET
THROUGH A CENTRAL ANGLE OF 31°26'13'; THENCE
NORTH 5703644" WEST 245.42 FEET TO A POINT ON THE EAST LINE OF SAID
SECTION 29 AND THE END OF THE CENTERLINE OF SAID 80 FOOT WIDE STRIP OF
LAND.
THE SIDELINES OF SAID 80 FOOT STRIP TO BE LENGTHENED OR SHORTENED TO
SAID EAST AND WEST LINES OF SAID SECTION 29.
AS DEPICTED ON EXHIBIT D-1
EXHIBIT D-1
LEGEND
— - — - — - — CL 80' ACCESS EASEMENT
----------- EASEMENT LINES
EXISTING ACCESS ROADWAY
SECTION LINE
POC POINT OF COMMENCEMENT
POB I POINT OF BEGINNING
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EXHIBIT E
ReNu Easement Property
EASTERN SOLAR LAND
Parcel 1: (APN 153-140-05)
Section 9, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 2: (APN: 153-140-07)
The East half of Fractional Section 7, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kem, State of California, according to the Official Plat
thereof.
Parcel 3: (APN: 153-140-08)
The West half of Fractional Section 7, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 4: (APN: 153-130-05)
Section 11, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 5: (APN: 153-150-02)
The Northeast quarter, the East half of the Northwest quarter, the Northwest quarter of the Northwest
quarter, the North half of the Southeast quarter, and the Southeast quarter of the Southeast quarter of
Section 15, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 6: (APN: 153-150-04)
Section 13, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 7: (APN: 153-160-02)
Section 17, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 8: (APN: 153-160-06)
The Northeast quarter, the Northeast quarter of the Southeast quarter, the Northeast quarter of the
Northwest quarter, and Lots 1 and 2, of Fractional Section 19, Township 29 South, Range 36 East, Mount
Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to
the Official Plat thereof.
Exhibit E - 1
LAU431090.4
Parcel 9: (APN: 153-160-04)
Section 21, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 10: (APN: 153-150-06)
The East half of the East half, the Southwest quarter of the Southeast quarter, and the South half of the
Southwest quarter, of Section 23, Township 29 South, Range 36 East, Mount Diablo Base and Meridian,
in the un-incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 11: (APN: 153-170-03)
Section 25, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of Califomia, according to the Official Plat thereof.
Parcel 12: (APN: 153-170-04)
The Northwest quarter of the Northwest quarter, the East half of the Northwest quarter, the Northeast
quarter, and the South half of Section 36, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except all oil, gas, oil shale, coal, phosphate, sodium, gold, silver and all other mineral deposits contained
in said land, and further reserving to the State of California and persons authorized by the State, the right
to drill for and extract such deposits of oil and gas, or gas, and to prospect for, mine and remove such
deposits of other minerals from said land and to occupy and use so much of the surface of said land as
may be required therefor, upon compliance with the conditions and subject to the provisions and
limitations of Chapter 5, Part 1, Division 6 of the Public Resources Code, as reserved in Patent recorded
June 10, 1958 in Book 2962, Page(s) 503 of Official Records.
Parcel 13: (APN: 153-240-14)
The Southwest quarter of Section 29, Township 29 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles, by Deed recorded March 13, 1920
in Book 346, Page(s) 421 of Deeds.
Also except that portion of said Southwest quarter, granted to the City of Los Angeles by Deed recorded
September 20, 1973, in Book 4804, Page(s) 2459 of Official Records.
Parcel 14: (APN: 153-240-12)
Section 31, Township 29 South, Range 37 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles, by Deed recorded March 13,
1920, in Book 346, Page(s) 421 of Deeds.
Exhibit E - 2
LA\2431090.4
Also except that portion of said section, granted to the City of Los Angeles by Deed recorded September
20, 1973 in Book 4804, Page(s) 2459 of Official Records.
Parcel 15: (APN: 153-240-16)
The South half of the Northwest quarter, the Southwest quarter of the Northeast quarter, the West half of
the Southeast quarter, and the Southwest quarter, of Fractional Section 33, Township 29 South, Range 37
East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California,
according to the Official Plat thereof.
Except a strip of land 250 feet wide granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2456 of Official Records.
Parcel 16: (APN: 181-020-02)
Fractional Section 5, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 17: (APN: 181-020-13)
Fractional Section 9, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kem, State of California, according to the Official Plat thereof.
Except a strip of land 250 feet wide granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2456 of Official Records.
Parcel 18: (APN 444-070-05)
The North half, and the Southwest quarter of Fractional Section 1, Township 30 South, Range 36 East,
Mount Diablo Base and Meridian, in the unincorporated area, County of Kern, State of California,
according to the Official Plat thereof.
WESTERN SOLAR LAND
Parcel 19: (APN: 153-070-02)
Lots 1 and 2 of the Northeast quarter, the East half of Lot 2 of the Northwest quarter, the North half of the
Southeast quarter, and the Southeast quarter of the Southeast quarter, of Fractional Section 3, Township
29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof.
Parcel 20: (APN: 153-070-03)
The Southwest quarter of the Southwest quarter of Fractional Section 3, Township 29 South, Range 35
East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California,
according to the Official Plat thereof.
Parcel 21: (APN: 153-070-07)
Exhibit E - 3
LA\2431090.4
Section 11, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel22: (APN: 153-080-08)
Lots 1 and 2 of the Northeast quarter, and the Southeast quarter of Fractional Section 5, Township 29
South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof.
Parcel 23: (APN; 153-080-02)
Lots 1 and 2 of the Northwest quarter, and the Southwest quarter of Fractional Section 5, Township 29
South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof.
Parcel 24: (APN: 153-090-05)
The Southeast quarter of Section 8, Township 29 South, Range 35 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 25: (APN: 153-080-04)
Section 9, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 26: (APN: 153-090-01)
Section 15, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 27: (APN: 153-090-03)
Section 13, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 28: (APN: 153-100-03)
Section 17, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 29: (APN: 153-100-10)
Section 21, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 30: (APN: 153-090-05)
Section 23, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit E - 4
LA\2431090.4
Parcel 31: (APN: 153-110-03)
Section 25, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 32: (APN: 153-110-01)
Section 27, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 33: (APN: 153-120-02)
Section 29, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel34: (APN: 153-120-04)
The North half of the Northeast quarter, and the Northeast quarter of the Northwest quarter of Section 28,
Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area,
County of Kern, State of California, according to the Official Plat thereof.
Parcel 35: (APN: 153-12047)
The East half of the Northeast quarter, the Northwest quarter of the Northeast quarter, the East half of the
Southeast quarter, and the West half of Section 33, Township 29 South, Range 35 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kem, State of California, according to the
Official Plat thereof.
EASEMENT PARCELS
Parcel 36: (APN: 153-170-01)
Section 27, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof
Parcel 37: (APN: 153-180-12)
The East half of the Southeast quarter of Section 28, Township 29 South, Range 36 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to the
Official Plat thereof.
Except 1/16W of all coal, oil, gas and other mineral deposits contained in said lands as reserved by an Act
of the Legislature approved May 25, 1921 (Chap. 303, Statutes, 1921), as reserved in the State of
California, in Patent recorded March 29, 1923 in Book 484, Page(s) 42 of Official Records.
Parcel38: (APN: 153-180-02)
The North half of the Northeast quarter of Section 29, Township 29 South, Range 36 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to the
Official Plat thereof
Exhibit E - 5
LA\2431090.4
Parcel 39: (APN: 153-180-04)
The Southwest quarter of the Southeast quarter, and the Southwest quarter of Section 29, Township 29
South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof
Parcel 40: (APN: 153-170-06)
Fractional Section 35, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 41: (APN: 181-020-11)
Fractional Section 7, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide, granted to the City of Los Angeles by Deed recorded March 13, 1920
in Book 346, Page(s) 421 of Deeds.
Also except that portion of said section, granted to the City of Los Angeles by Deed recorded September
20, 1973 in Book 4804, Page(s) 2459 of Official Records.
Parcel 42: (APN: 181-080-32)
Fractional Section 17, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2459 of Official Records.
Parcel 43: (APN: 181-080-11)
The East half of the Southeast quarter of the Northwest quarter, Lots 1, 2, 3 and 4, and the East half of the
Southwest quarter of Fractional Section 19, Township 30 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except a strip of land 200 feet wide, granted to the City of Los Angeles, by Deed recorded July 21, 1921
in Book 366, Page(s) 229 of Deeds.
Parcel 44: (APN: 181-080-30)
The North half of the Northeast quarter, the Southwest quarter of the Northeast quarter, the Northwest
quarter, and the South half of Section 21, Township 30 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except a strip of land 250 feet wide, granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2456 of Official Records.
Exhibit E - 6
LA\2431090.4
Also except a strip of land 200 feet wide as granted to the City of Los Angeles by Deed recorded
September 20, 1973'in Book 4804, Page(s) 2459 of Official Records.
Parcel45: (APN: 181-190-02)
The Northwest quarter and the South half of Section 29, Township 30 South, Range 37 East, Mount
Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to
the Official Plat thereof.
Parcel46: (APN: 442-020-20)
Section 9, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except an undivided''/2 interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Parcel47: (APN: 442-010-10)
The South half of the South half of Section 10, Township 30 South, Range 34 East, Mount Diablo Base
and Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official
Plat thereof.
Except an undivided %2 interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Parcel48: (APN: 442-030-01)
Section 15, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof
Parcel 49: (APN: 442-040-01)
The West half of the Southeast quarter, and the East half of the Southwest quarter of Section 18,
Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated area,
County of Kern, State of California, according to the Official Plat thereof.
Parcel50: (APN: 444-070-09)
Section 11, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 51: (APN: 444-090-04)
Section 13, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 52: (APN 153-051-03)
Exhibit E - 7
LA@431090.4
Section 25, Township 29 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 53:.(APN 153-070-05)
Lots 1,2,3,4,5,6,7,8,9,10 and 11, the Southwest quarter of the Northeast quarter,; the West half of the
Southeast quarter, and the Southwest quarter of Fractional Section 1, Township 29 south, Range 35 East,
Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California,
according to the Official Plat thereof
Parcel 54: (APN 153-100-13)
The East half of Section 19; Lot 1 of the Northwest quarter, the North Half of Lot 2 of the Northwest
quarter; and Lots 1 and 2 of the Southwest quarter of Fractional Section 19, Township 29 South, Range
35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of
California, according to the Official Plat thereof.
Parcel 55; (APN 153-130-03)
Fractional Section 1, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 56: (APN 153-030-05)
Section 13, Township 29 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel57: (APN 153-130-01)
Fractional Section 3, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit E - 8
LA12431090.4
Juarez, Debbie
From: Juarez, Debbie
Sent: Thursday, March 08, 2012 5:06 PM
To: 'peter.jasinski@lw.com'; Yamaguchi, Willard
Subject: RES. NO. 2012-38
Attachments: RES. NO. 2012-38 APPROVING AMENDED & RESTATED RED ROCK ACCES EASEMENT
& LICENSE AGREEMENT BY AND BETWEEN COV AND NORTH SKY RIVER ENERGY,
LLC.PDF
Juarez, Debbie
From: Juarez, Debbie
Sent: Thursday, March 08, 2012 5:01 PM
To: Fandino, Carlos; 'peter.jasinskl@lw.com'; Yamaguchi, Willard; Hunter, Audra; Tolmasoff,
Tania
Subject: AMENDED & RESTATED RED ROCK ACCESS EASEMENT AND LICENSE AGREEMENT
Attachments: RED ROCK ACCES EASEMENT AND LICENSE AGREEMENT APPROVED THROUGH
RES. NO. 2012-38 03-06-12.PDF
-10; _ .
OFFICE OF THE CITY CLERK
4305 Santa Fe Avenue, Vernon, California 90058
Telephone (323) 583-8811
March 8, 2012
Mr. James W. Fitch
Kern County Assessor -Recorder
1115 Truxtun Avenue
Bakersfield, CA 93301-4639
Dear Mr. Fitch:
Transmitted herewith is one fully executed Amended and Restated Red Rock Access Easement
and License Agreement for certain real property in the unincorporated areas of Kern County, as
more particularly described on Exhibits A and B attached hereto.
Please record said documents and return a copy to the attention of the undersigned and send the
original recorded document to the following party:
North Sky River Energy, LLC
700 Universe Blvd.
Juno Beach, FL 33408
Attn: Joshua Escoto, Esq.
If you have any questions, you may contact me at (323) 583-8811 Ext. 175.
Very ly yours,
WIL ARD . YA GU HI
City Clerk
WGY:dj
Enclosures
c: Carlos Fandino
Peter Jasinski
Resolution No. 2012-38
Agreement File No. 12-026
E)Cclusively Industrial
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
NORTH SKY RIVER ENERGY, LLC
700 Universe Blvd.
Juno Beach, FL 33408
Attention: Joshua Escoto, Esq.
AMENDED AND RESTATED RED ROCK ACCESS EASEMENT AND LICENSE
AGREEMENT
THIS AMENDED AND RESTATED RED ROCK ACCESS EASEMENT AND
LICENSE AGREEMENT (this "Agreement') is made as of March 6, 2012 (the "Effective
Date"), by the CITY OF VERNON, a California chartered city ("Vemon" or "Grantor") to the
NORTH SKY RIVER ENERGY, LLC, a Delaware limited liability company ("North Skv'or
"Grantee"), a subsidiary of NextEra Energy Resources, LLC, a Delaware limited liability
company. Each of Grantor and Grantee are sometimes referred to herein individually as a
"Pga" and collectively as the "Parties". Unless otherwise indicated, capitalized terms have the
meanings given them in this Agreement.
RECITALS
A. Vernon owns that certain real property located in the unincorporated areas of
Kern County, as more particularly described on Exhibit A attached hereto (the "Vernon
Easement Property");
B. Vernon sold and conveyed to North Sky certain real property located in the
unincorporated areas of Kern County, as more particularly described on Exhibit B attached
hereto (the "Appurtenant Property"), pursuant to that certain Purchase and Sale Agreement dated
as of February 11, 2010 (the "PSA") by and between Vernon and North Sky (as assignee of
Boulevard Associates, LLC,. a Delaware limited liability company).
C. The Vernon Easement Property is benefited by certain easements located in, over,
across and through certain specific easement locations, as more particularly described on Exhibit
C (the "Specific ReNu Easement Locations"), .pursuant to that certain Amended and Restated
Access Easement and License Agreement made as of January 14, 2011, by and between Vernon
and ReNu Resources, LLC, a Delaware limited liability company ("ReNu"), recorded by the
County Recorder of Kern County on March 16, 2011 as document number 0211034177 (the
"ReNu Easement Agreement'), to permit Vernon to, among other things, access utilities and to
access or construct roads, all as set forth therein.
D. Pursuant to the PSA, Grantor granted to Grantee, among other things, a sub -
easement on the Specific ReNu Easement Locations (as designated by the parties hereto)
appurtenant to and benefitting the Appurtenant Property to access utilities and to access or
construct roads.
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E. Pursuant to the PSA, the Parties entered into that certain Red Rock Access
Easement and License Agreement dated February 18, 2010, and recorded by the County
Recorder of Kern County on February 19, 2010, as document number 210021677 (the "Original
Agreement 1).
F. Pursuant to the Original Agreement, Grantor granted to Grantee, among other
things, a general easement appurtenant to and benefitting the Appurtenant Property, which
allows Grantee to designate locations for easements on the Vernon Easement Property over
which Grantor will grant Grantee easements required to access utilities and to access or construct
roads.
G. The Parties have determined, identified and agreed to such preferred, specific
easement locations on the Vernon Easement Property, as more particularly described on Exhibit
D attached hereto (the "Specific Vernon Easement Locations", together with the Specific ReNu
Easement Locations, the "Specific Easement Locations").
H. The Parties now desire to amend and restate the Original Agreement in order to
put of record the Specific Easement Locations, and to establish the rights and duties of the
Parties with respect to each other and the Easements.
NOW, THEREFORE, in consideration of the foregoing recitals, the covenants
hereinafter set forth, and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Grantor hereby declares as follows:
AGREEMENT
Section 1. GRANT OF EASEMENTS AND LICENSE.
1.1 Easements. Grantor hereby grants to Grantee and Grantee accepts from Grantor
non-exclusive easements and, as applicable, sub -easements (collectively, the "Easements")
appurtenant to and benefitting the Appurtenant Property located in, over, across and through the
Specific Easement Locations to permit Grantee (a) to access Utility Facilities (including the right
to construct, operate, maintain, replace, relocate or remove facilities reasonably necessary for
such access, including without limitation piping, electrical cables and wires (including
underground), junction or splice boxes, electrical energy storage or similar facilities) and (b) to
access (or, with the consent of Grantor not to be unreasonably withheld, construct) roads of any
type (dirt, gravel or.paved, including for transportation of cranes, turbines and other equipment
and materials used in connection with the Red Rock Project (as defined below)), in each case in a
manner that is consistent with the Easement Requirements set forth in Section 1.3 and only to the
extent that any such access or related rights cannot reasonably be provided (including taking into
account materially increased costs to Grantee resulting from using the Appurtenant Property to
access the relevant utilities or constructing roads on the Appurtenant Property over the costs that
would be incurred from using the Easement Property) on the Appurtenant Property or within or
adjacent to the Red Rock Specific Transmission Easement Route or WL Specific Transmission
Easement Route (as such terms are defined in the PSA). Such access is limited to the Specific
Easement Locations. As between Grantor and Grantee, Grantee shall be responsible for all
reasonable maintenance of such roads or other facilities based on Grantee's usage of such
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improvements. "Utility Facilities" consist of facilities that provide utility services, including
without limitation water, electricity, piping, drainage and other services typically associated with
utility service.
1.2 License. Grantor hereby grants to Grantee and Grantee accepts from Grantor (a)
an irrevocable, non-exclusive license to access the Vernon Easement Property, and (b) subject to
the terms of the ReNu Easement Agreement, an irrevocable, non-exclusive sublicense to access
certain property owned by ReNu set forth on Exhibit E (the "ReNu Easement Property", together
with the Vernon Easement Property, the "Easement Property'), in each case expiring on the first
anniversary of the date of commencement of commercial operation of a wind energy project (the
"Red Rock Proiect") on the Appurtenant Property, for the purpose of conducting studies,
investigations and tests thereon, and the physical components thereof, to the extent reasonably
related to the development of the Appurtenant Property, in each case in a manner that is
consistent with the Access Requirements set forth in Section 1.3.1 (collectively, the "License").
1.3 Easement Requirements. Notwithstanding any other provision of this Agreement,
the Easements and License granted herein are subject to the following requirements, rights and
restrictions ("Easement Requirements"):
1.3.1 Access Recuirements. (a) Any use of any easement, sub -easement, right-
of-way, license, sublicense, or other access right granted hereunder by its holder shall be
subject to reasonable conditions as the owner of the real property subject to such
easement, sub -easement, right-of-way, license, sublicense or other access right may
impose from time to time, including requirements of security, safety, insurance,
coordination and advance scheduling, and indemnification; and (b) the use of any
easement, sub -easement, right-of-way, license, sub -license or other access right granted
hereunder by its holder shall not interfere in any material respect with the use of the real
property subject to such easement, sub -easement, right-of-way, license, sub -license or
other access right by the owner thereof (collectively, the "Access Recuirements").
1.3.2 Grantor's Rights.
(a) No provision of this Agreement shall restrict Grantor's right to
cross the Easements or to install roads, utilities, transmission lines or other
improvements parallel to or crossing the Easements, unless the foregoing would
materially interfere with Grantee's intended use of the Easements.
(b) Grantor and its agents shall be permitted to use any access,
maintenance or patrol roads installed on the Specific Easement Locations or
serving the Easements unless such use would materially interfere with Grantee's
intended use of the Easements.
(c) The Easements shall generally be non-exclusive, but shall be
exclusive in areas, if any, that by industry practice are exclusive and where
Grantee has provided Grantor with written notice of the same, except that Grantor
shall be entitled to use any roads installed by Grantor unless such use would
materially interfere with Grantee's intended use of the Easements.
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(d) In no event shall the holder of the Easements use the same for
cellular or other telecommunications purposes except to serve solely the benefited
property of the Easements.
(e) Grantor may from time to time request Grantee to amend this
Agreement to exclude any portions of the Easement Property on which Grantor
will be constructing improvements or as to which Grantor otherwise has a need to
exclude from the Easements. Provided Grantor uses commercially reasonable
efforts to provide alternate routes for the Easements, Grantee shall consent to any
reasonable request and execute an appropriate amendment to this Agreement in
recordable form. Grantor shall reimburse Grantee for any reasonable out-of-
pocket, third party costs incurred by Grantee in connection with documenting and
analyzing any requested amendment to this Agreement.
(f) Grantee acknowledges that it has inspected the Specific Easement
Locations and shall be deemed to have accepted the Specific Easement Locations
"AS IS," in their then condition, and Grantee hereby releases Grantor from any
liability or loss caused by the use of the Easements by Grantee. Grantor shall not
be responsible for and Grantee expressly releases Grantor from and waives any
claim for loss or damage to person or property (including vehicles) occurring
within the Easement Property due to theft, vandalism, accident or other cause,
unless such claim, loss or damage is caused by the gross negligence or willful
misconduct of Grantor or any of Grantor's invitees, employees, agents,
contractors or tenants. In no event shall Grantor be liable for consequential
damages for any cause whatsoever.
(g) Except as indicated on Exhibits C and D, and without limiting the
width of the Specific Easement Locations as specified therein, the width of the
corridor of the Easements specified in this Section 1.1 shall not exceed the
industry standard for such easements at issue.
(h) Grantor reserves all of its rights under the ReNu Easement
Agreement that are not specifically conferred to Grantee hereunder.
1.3.3 Sub -Easement and Sublicense. Any use of any sub -easement on the
Specific ReNu Easement Locations or sublicense on the ReNu Easement Property
granted hereunder by Grantor shall be subject to the terms and conditions of the ReNu
Easement Agreement, and under no circumstances shall Grantee have any greater rights
of ownership or use of the Easement Property than the rights granted to Grantor under the
ReNu Easement Agreement. In the event of any conflict between this Agreement and the
ReNu Easement Agreement, the ReNu Easement Agreement shall control with respect to
any sub -easements on the Specific ReNu Easement Locations and the sublicense on the
ReNu Easement Property.
Section 2.. TERM. The term of the Easements (the "Term") shall begin upon the Effective
Date, and shall continue in perpetuity. Each of the Easements granted is irrevocable except as
otherwise specified in this Agreement. The License shall expire on the fast anniversary of the
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date of commencement of commercial operation of the Red Rock Project, and Grantee shall
execute, acknowledge where appropriate and deliver any reasonable documents submitted by
Grantor to release and reconvey the License following its expiration.
Section 3. COST. The use of the Easements shall be at no additional cost paid by Grantee
to Grantor; provided that nothing in this Section 3 shall limit Grantee's obligation to satisfy any
indemnity obligation as part of the Access Requirements.
Section 4. TAXES. Grantee will pay or reimburse Grantor for any transfer taxes assessed in
connection with the granting of the Easements. Grantee shall pay any increase in the real or
personal property taxes on the Easement Property that is directly attributable to the installation
by Grantee of any roads approved by Grantor or other improvements permitted hereunder (the
"Red Rock Proiect Improvements") on the Specific Easement Locations. Grantee shall request
that the Red Rock Project Improvements be separately assessed and that taxing authorities bill
Grantee directly for taxes attributable to the Red Rock Project Improvements. Grantee shall not
be liable for taxes attributable to facilities installed by Grantor or others on the Easement
Property (including on the Specific Easement Locations), to the underlying value of the
Easement Property itself or for any increase due to any other cause. Grantee agrees to reimburse
Grantor for any taxes paid by Grantor that are properly payable by Grantee under the terms of
this Agreement. To receive reimbursement, Grantor must submit any property tax bill to Grantee
for reimbursement within thirty (30) days after Grantor receives the bill from a taxing authority.
The Parties agree to fully cooperate to obtain any available tax reductions, refunds or tax
abatements.
Section 5. GRANTEE'S DUTIES AND REPRESENTATIONS.
5.1 Care and Appearance. Grantee shall at all times maintain the Red Rock Project
Improvements.in a neat, clean and presentable condition. Grantee shall not willfully destroy the
Easement Property and shall keep the Specific Easement Locations and all Red Rock Project
Improvements thereon clean and free of debris created by Grantee, its contractors or others
brought onto the Easement Property by Grantee. Grantee shall be responsible for any required
weed control on those portions of Specific Easement Locations that are not used as pasture or
grasslands or actively farmed by Grantor or ReNu, as applicable. Grantee shall not use the
Specific Easement Locations for storage of materials or staging of construction, except in
connection with staging of construction of roads consented to pursuant to Section 1.1 hereof or
as otherwise permitted herein.
5.2 Installation of Undcmround Facilities by Grantor and Grantee. Grantee and
Grantor agree to consult each other when either Party desires to install underground facilities
such as pipes and wires that will cross Specific Easement Locations. Grantee and Grantor shall
first consult with the other Party and obtain approval of the plans, specifications, exact depths
and locations of the proposed underground facilities before construction. Because of danger of
damage to Grantee's Red Rock Project Improvements and existing improvements on the Specific
Easement Locations (the "Existing Improvements") and the safety hazard to persons working in
the vicinity of Grantee's Collection Facilities and other equipment, each Party shall give the
other at least five (5) days' notice as to when installation of any such underground facilities is to
occur. Each Party shall coordinate work in these areas to permit the other Parry's (and with
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respect to the ReNu Easement Property, ReNu's) representative to be present at all times that
excavation or other type of sub -surface work is performed by such Party within these areas.
Each Party agrees to indemnify the other Party against liability for injuries and claims resulting
from such Parry's failure to comply with the requirements of this Section 5.2. If Grantee's
installation of the underground facilities damages Grantor's or ReNu's Existing Improvements,
Grantee at Grantee's expense shall promptly repair the damaged Existing Improvements to the
condition they were in before installation of the underground facilities. If Grantor's installation
of the underground facilities damages Grantee's Red Rock Project Improvements, Grantor at
Grantor's expense shall promptly repair the damaged Red Rock Project Improvements to the
condition they were in before installation of the underground facilities.
5.3 Fences and Gates. At Grantor's request, Grantee shall repair or replace any
fences, gates or cattle guards damaged or removed in connection with Grantee's activities on
Easement Property. Fences removed from the Specific Easement Locations, if replaced, shall be
rebuilt by Grantee at its expense in mutually agreeable locations on the Easement Property.
Once completed, all replacement fences, gates and cattle guards shall be owned and maintained
by the owner of the respective Easement Property. To minimize the need for temporary fencing,
Grantor will cooperate with Grantee to avoid grazing animals on or near the affected Specific
Easement Locations during periods of construction, maintenance or removal activity by Grantee.
5.4 Insurance and Indemnity. During the term of this Agreement, Grantee shall
maintain policies of general liability insurance, including contractual liability, completed
operations and products liability coverage with a combined single limit of not less than
$5,000,000 applicable to bodily injury, sickness or death and loss of or damage to property in
any one occurrence and $5,000,000 in the aggregate. Coverage shall be written on an occurrence
basis (not claims made) and coverage shall be at least as broad as the Insurance Services Office
Commercial General Liability Coverage (occurrence form CG0001). Grantor and ReNu shall be
named by endorsement as an additional insured on such general liability policy. Grantee shall
fiunish certificates of insurance to Grantor evidencing the insurance required under this Section
5_3. Each certificate shall provide that thirty (30) days prior written notice shall be given to
Grantor in the event of cancellation or material change in the policies. All certificates must
contain reference to the additional insured endorsement as required herein. All insurance shall
be placed with California admitted or licensed insurers with a current AM Best's rating of no less
than ANII.
Grantee in accordance with the procedures provided in Section 5.7.2 will indemnify, defend and
hold Grantor harmless against any and all losses, damages, claims, expenses and other liabilities
asserted against Grantor by a third party, including, without limitation, reasonable attorneys'
fees, resulting from or arising out of Grantee's exercise of any rights granted to the Grantee
under this Agreement, including (i) any operations of Grantee on the Specific Easement
Locations, (ii) any negligent act or negligent failure to act on the part of Grantee or anyone else
engaged in doing work for Grantee or (iii) any breach of this Agreement by Grantee. This
indemnity agreement does not cover losses of rent, business opportunities, crop production,
profits and the like that may result from Grantor's loss of use of the Specific Easement
Locations.
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5.5 Requirements of Governmental Agencies. Grantee shall comply in all material
respects with valid laws applicable to the Red Rock Project Improvements. Grantee shall have
the right, in its sole discretion and at its sole expense, to contest the validity or applicability to
the Specific Easement Locations or Red Rock Project Improvements of any law, ordinance,
statute, order, regulation, property assessment or the like made by any governmental agency or
entity. Grantee shall control any such contest and Grantor shall cooperate with Grantee in every
reasonable way in such contest, at no out-of-pocket expense to Grantor.
5.6 Mechanic's Liens. Grantee shall not permit any default arising out of a
mechanic's lien related to Grantee's use of the Specific Easement Locations under this
Agreement to be filed against the Specific Easement Locations or Easement Property. If Grantee
wishes to contest any such default, Grantee shall, within sixty (60) days after it receives notice of
the default, provide a bond or other security Grantor may reasonably request or remove such
default from the Specific Easement Locations in the manner provided by applicable law.
5.7 Hazardous Materials.
5.7.1 Definitions. As used in this Agreement, the terms defined below shall
have the meanings indicated.
5.7.1.1 "Environmental Law" shall mean any federal, state or local.law,
statute, ordinance or regulation which imposes any liability on any Grantor,
occupant, lender, mortgagee or parry in interest or which places any restriction on
the ownership, occupancy, transferability or use of any real property by reason of
any presence or use of or occurrence regarding any Hazardous Substance,
including, without limitation, the Comprehensive Environmental Response,
Compensation and Liability Act of 1980 ("CERCLA") 42 U.S.C. Section 9601 et
seq., as amended by Superfund Amendments and Reauthorization Act of 1986
("SARA'), Pub. L. 99-499, 100 Stat. 1613, the Resource, Conservation and
Recovery Act of 1976 ("RCRA"), 42 U.S.C. Section 6901 et seq., the Clean Air
Act ("CAA"), Pub. L. 84-159, as amended by Pub. L. 101-549, 42 U.S.C.
Section 7401 et seq., the Federal Water Pollution Control Act (as amended by the
Clean Water Act of 1977 ("CWN)), 33 U.S.C. Section 1251 et seq., the Toxic
Substances Control Act of 1976 ("TSCA"), 15 U.S.C. Section 2601 et seq.,
California Health and Safety Code, Section 25249.5 et seq., and any
modifications, amendments, and successors to any of the foregoing.
5.7.1.2 "Violation of Environmental Law" shall mean any violation of any
Environmental Law, or any event, occurrence or condition as a consequence of
which, pursuant to any Environmental Law (i) Grantee, Grantor or any occupant
or person having any interest in the Specific Easement Locations shall be liable,
(ii) the Specific Easement Locations shall be subject to any restriction on use,
ownership, transferability or (iii) any remedial work pertaining to Hazardous
Substances shall be required at or in connection with the Specific Easement
Locations.
5.7.1.3 "Hazardous Substance" shall include without limitation:
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5.7.1.3.1 Those substances included within the definitions of
"hazardous substances," "hazardous materials," "toxic substances," or
"solid waste" in CERCLA, RCRA, Sections 307 and 311 of CWA, and the
Hazardous Materials Transportation Authorization Act, 49 U.S.C.
Sections 1501 et seq., or in any successors thereto, or in the regulations
promulgated pursuant to said laws;
5.7.1.3.2 Those substances defined as "hazardous waste,"
"extremely hazardous waste," or "restricted hazardous waste" in Sections
25115, 25117, 25122.7, and 25140 of the California Health and Safety
Code, or as "hazardous substances" in Sections 25316 and 25281 of the
California Health and Safety Code, and in the regulations promulgated
pursuant to said laws;
5.7.1.3.3 Those substances listed in the United States
Department of Transportation Table (49 CFR 172.101 and amendments
thereto) or by the Environmental Protection Agency (or any successor
agency) as hazardous substances (40 CFR Part 302 and amendments
thereto);
5.7.1.3.4 Petroleum, asbestos, polychlorinated biphenyls,
flammable explosives, radioactive materials, or any material containing
any of the foregoing; and
5.7.1.3,5 Such other substance, materials, and wastes which
are or become regulated by reason of actual or threatened risk of toxicity
causing injury or illness, under any Environmental Law or other
applicable federal, state, or local law, statute, ordinance, or regulation, or
which are classified as hazardous or toxic, under federal, state, or local
laws or regulations.
5.7.2 Indemnification. Grantee shall indemnify, hold harmless, protect, and
with counsel chosen by Grantee defend Grantor (and with respect to the ReNu Easement
Property, Renu) and Grantor's (and with respect to the ReNu Easement Property, Renu's)
directors, officers, employees, agents, successors and assigns from and against any and
all claims, judgments, penalties, fines, losses, damages, costs, expenses and liabilities,
including attorneys' fees and costs, directly or indirectly arising out of or attributable to
any actual or alleged Violation of Environmental Law by Grantee on the Specific
Easement Locations or any actual or alleged use, generation, manufacture, production,
storage, spillage, release, threatened release, discharge, disposal, or any other presence or
existence of any Hazardous Substance on, under or about the Specific Easement
Locations, or any transportation, migration, or other movement of any Hazardous
Substance from the Specific Easement Locations. This indemnity shall survive the
expiration of the term of this Agreement. In any circumstance in which this indemnity
applies, if Grantee fails to provide a defense as required by this Section 5.7.2, Grantor
may employ its own legal counsel and consultants to prosecute, negotiate, or defend any
such claim, action, or cause of action, and Grantor shall have the right to compromise or
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settle the same in good faith without the necessity of showing actual liability therefore,
and without the consent of Grantee. Grantee shall reimburse Grantor upon demand for
all costs and expenses incurred by Grantor, including the amount of all costs of
settlements entered into in good faith, and the fees and other costs and expenses of such
attorneys and consultants; provided, however, if Grantor enters into a settlement without
Grantee's consent, Grantee shall not be liable to indemnify Grantor unless Grantor
establishes by final judgment of a court of competent jurisdiction that Grantee caused the
damage on account of which settlement payment was made and that the amount of the
settlement was fair and reasonable. Notwithstanding any other provisions in this
Agreement, the indemnity and reimbursement obligations of Grantee set forth in this
Section 5.7.2 shall not apply to (i) any matter directly of indirectly arising out of or
attributable to any actual or alleged violation of Environmental Law or any actual or
alleged use, generation, manufacture, production, storage, spillage, release, threatened
release, discharge, disposal or any other presence or existence of any Hazardous
Substance on, under or about the Specific Easement Locations or any transportation,
migration, or other movement of any Hazardous Substance to or from the Specific
Easement Locations which either (a) was in existence as of the date of this Agreement,
(b) is caused by either Grantor or the grantees, licensees, employees or agents of Grantor
(exclusive of Grantee, its grantees, licensees, employees and agents), and/or (c) is caused
by a third party and is unrelated to Grantee's operations on the Specific Easement
Locations or (ii) any matter brought by Grantor against Grantee independent of a claim
against Grantor by a third party.
5.7.3 Notice of Actions.
5.7.3.1 Grantee shall give immediate written notice to Grantor of. (i) any
proceeding, inquiry, notice, or other communication by or from any governmental
authority, including, without limitation, the California State Department of Health
Services and the Environmental Protection Agency, regarding the presence or
existence of any Hazardous Substance on, under, or about the Specific Easement
Locations or any migration thereof from or to the Specific Easement Locations or
any actual or alleged Violation of Environmental Law; (ii) all claims made or
threatened against Grantee or the Specific Easement Locations relating to any loss
or injury resulting from or pertaining to any Hazardous Substance or Violation of
Environmental Law; (iii) Grantee's discovery of any occurrence or condition on
any real property that cause the Specific Easement Locations or any part thereof
to be subject to any restrictions on ownership, occupancy, transferability, or use,
or subject the Grantor or any person having any interest in the Specific Easement
Locations to any liability, penalty, or disability under any Environmental Law
including, without limitation, any that cause the Specific Easement Locations or
any part thereof to be classified as "border -zone property" under the provisions of
California Health and Safety Code Sections 25220 et seq. or any regulation
thereunder or in connection therewith; and (iv) Grantee's receipt of any notice or
discovery of any information regarding any actual, alleged or potential use,
manufacture, production, storage, spillage, seepage, release, discharge, disposal or
any other presence or existence of any Hazardous Substance on, under or about
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the Specific Easement Locations or any Violation of Environmental Law
pertaining to Grantee or the Specific Easement Locations.
5.7.3.2Immediately upon receipt of the same, Grantee shall deliver to
Grantor copies of any and all orders, notices, permits, applications, reports, and
other communications, documents, and instruments pertaining to the actual or
alleged presence of any Hazardous Substance on, under or about the Specific
Easement Locations or Violation of Environmental Law pertaining to Grantee or
the Specific Easement Locations.
5.7.3.3 Grantor shall have the right to join and participate in, as a party if
it so elects, any legal proceedings or actions in connection with the Specific
Easement Locations involving any Hazardous Substance or any Environmental
Law, and Grantee shall reimburse Grantor upon demand for all of Grantor's costs
and expenses in connection therewith, including attorneys' fees, if it is determined
that Grantee's violation of any Environmental Law caused the damage or
contamination complained of in such legal proceedings or actions.
5.8 Removal of Red Rock Project Imnrovements. Grantor shall have no ownership or
other interest in any Red Rock Project Improvements installed by Grantee on the Specific
Easement Locations, and Grantee shall have the express right, at any time and in its sole
discretion, to remove any Red Rock Project Improvements (excluding roads) from the Specific
Easement Locations.
5.9 Water Lines and Existing Imnrovements. Grantee shall not harm existing
waterlines or other improvements on the Easement Property. Grantee will coordinate with
Grantor to determine the locations of the existing waterlines and improvements. Grantee shall
immediately repair any waterline or improvement it damages.
5.10 Breach by Grantee. Upon a breach by Grantee of its duties under this Agreement,
Grantor shall have all remedies against Grantee that it may have under this Agreement, at law or
in equity (including the right to seek an injunction to compel Grantee to specifically perform its
obligations under this Agreement), provided, however, that Grantor specifically waives any right
it may have to terminate this Agreement or the Easements granted hereunder. No delay or
omission of Grantor to exercise any right or remedy shall be construed as a waiver of any such
right or remedy or of any breach by Grantee.
Section 6. GRANTOR'S DUTIES AND REPRESENTATIONS.
6.1 Grantor's Authority. Grantor is the sole fee interest owner of the Vernon
Easement Property including the Vernon Specific Easement Locations and has the unrestricted
right and authority to sign this Agreement and to grant Grantee the Easements and other rights
granted in this Agreement. The persons signing this Agreement are all of the persons necessary
to grant Grantee the Easements and other rights granted in this Agreement. When signed by both
Parties, this Agreement constitutes a valid and binding agreement enforceable against Grantor in
accordance with its terms.
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6.2 Requirements of Governmental Agencies, No Opposition. Grantor shall assist
and fully cooperate with Grantee, at no out-of-pocket expense to Grantor, in complying with or
obtaining any zoning and land use permits and approvals, building permits, environmental
impact reviews or any other approvals required for the financing, construction, installation,
replacement, relocation, maintenance, operation or removal of the Red Rock Project
Improvements, including execution of applications for such approvals. Grantor shall not oppose,
directly or indirectly (including without limitation assisting any third party directly or indirectly
in opposing) the Red Rock Project, the environmental clearance for such project or related or
similar projects of Grantee on the Appurtenant Property (including under CEQA and NEPA, or
any CEC equivalent .process) or any associated activities or facilities (including without
limitation transmission or gathering systems, interconnection equipment and related system
upgrades or similar matters).
Section 7. FINANCING BY GRANTEE.
7.1 Right to Mortgage. Grantee may, upon notice to Grantor, without Grantor's
consent or approval, mortgage, grant deeds of trust, collaterally assign, or otherwise encumber
and grant security interests in all or any part of its interest in this Agreement, the Easements, the
Specific Easement Locations and the Red Rock Project Improvements (collectively, its "Red
Rock Project Assets") in connection with any financing secured by the Appurtenant Property.
These various security interests in all or a part of the Red Rock Project Assets are collectively
referred to as "Mortgages" and the holders of the Mortgages, their designees and, assigns are
referred to as "Mortgagee ". Mortgagees shall use the Red Rock Project Assets only for the uses
permitted under this Agreement. Mortgagees shall have all rights and remedies allowed them
under then existing laws except as limited by their individual agreements with Grantee, provided
that under no circumstances shall any Mortgagee have any greater rights of ownership or
use of Easement Property than the rights granted to Grantee in this Agreement. The term
"Grantee" includes any person or entity which holds the entire grantee's interest under this
Agreement. Grantor agrees to consent in writing to financing documents as may reasonably be
required by Mortgagees, including financing documents typically required in the context of non -
recourse project financings containing, among others, provisions for material notices, extended
cure periods and replacement easement agreements. Except for a Mortgage or pursuant to
Section 9.19 hereof, Grantee shall not assign or otherwise encumber the Red Rock Project Assets
without Grantor's prior consent, which consent may be withheld in Grantor's sole discretion.
7.2 Mortgagee Obligations. Any Mortgagee whose interest is held solely for security
purposes shall have no obligation or liability under this Agreement prior to the time the
Mortgagee directly holds an interest in this Agreement, or succeeds to absolute title to Grantee's
interest. A Mortgagee shall be liable to perform obligations under this Agreement only for and
during the period it directly holds such interest or absolute title.
7.3 Certificates. etc. Grantor shall execute commercially reasonable estoppel
certificates (certifying as to truthful matters, including without limitation that no default then
exists under this Agreement, if such be the case) and consents to assignment as Grantee or any
Mortgagee or Permitted Assignee (as defined below) may reasonably request from time to time.
Grantor and Grantee shall cooperate in amending this Agreement from time to time to include
any provision that may be reasonably requested by Grantee or any Mortgagee or Grantor to
11
LAU431090.4
implement the provisions contained in this Agreement or to preserve a Mortgagee's security
interest or the interest of the Grantor, provided such amendments shall not impair any then
existing security interests.
Section S. NOTICES.
Any notice required or given under this Agreement shall be effective when deposited with the
United States mail, certified, return receipt requested, postage prepaid, or upon delivery (or
refusal of delivery) when sent by overnight courier service or by facsimile or electronic
transmission, and addressed to the following addresses:
If to Grantee:
Boulevard Associates, LLC
700 Universe Blvd,
Juno Beach, FL 33408
Attention: Orin Shakerdge, Esq.
Telephone No.: (561) 694-4678
Facsimile No.: (561) 691-7762
If to Grantor:
The City of Vernon
4305 Santa Fe Avenue
Vernon, California 90058
Attn: Mark Whitworth, City Administrator
Telephone: (323) 583-8811
Facsimile: (323) 587-7596
E-mail: mwhitworth@ci.vernon.ca.us
with a copy to:
Latham & Watkins LLP
355 South Grand Avenue
Los Angeles, California 90071-1560
Attn: David B. Rogers
Telephone: (213) 485-1234
Facsimile: (213) 891-8763
E-mail: david.rogers@lw.com
Section 9. MISCELLANEOUS.
9.1 No Gift or Dedication. Nothing contained in this Agreement shall be deemed to
be a gift or dedication of any portion of the Easement Property to or for the general public or for
any public use or purpose whatsoever, it being the intention of the Parties that the Easements, the
License and rights granted in this Agreement, as it may be amended or restated, shall be strictly
limited to and for the purposes herein expressed with respect to private property solely for the
benefit of the Parties and their respective successors and assigns.
12
LA\2431090.4
9.2 Unavoidable Delays; Force Maieure. If either Party is delayed, hindered in or
prevented from performing any act required under this Agreement by reason of strikes, lockouts,
labor troubles, inability to procure materials, failure of power, restrictive governmental laws or
regulations, natural disasters, war, civil strife or other violence, the affected Party, upon giving
notice to the other Party, shall be excused from performing the act (except payment of
consideration) for the period of the delay. The affected Parry shall use its reasonable efforts to
avoid or remove the causes of nonperformance and shall continue performance whenever the
causes for nonperformance are removed.
9.3 Run With the Land. The Easements and any restrictions in this Agreement are
binding upon and shall inure to the benefit of the Parties' Mortgagees and their respective
successors and assigns (including Permitted Assignees (as defined below)), heirs, personal
representatives, tenants invitees and licensees or persons claiming through them. All of the
provisions of this Agreement shall be enforceable as equitable servitudes and constitute
covenants running with the land pursuant to applicable law, including, without limitation,
Section 1457 et. seq. of the California Civil Code.
9.4 Entire Agreement/Amendments. This Agreement constitutes the entire agreement
between Grantor and Grantee respecting its subject matter and replaces and supersedes any prior
agreements. Any agreement, understanding or representation respecting the subject matter of
this Agreement not expressly set forth in this Agreement or a later writing signed by both Parties,
is null and void. This Agreement and the Easements shall not be modified or amended except in
a writing signed by the Parties or their successors in interest.
The Parties agree to cooperate in the approval and substitution of exhibits and in executing any
additional agreements or amendments reasonably needed by the Parties for their business
purposes so long as they do not adversely affect the rights of either Party or violate the terms and
spirit of this Agreement.
9.5 Dispute Resolution. Any and all disputes, claims or controversies arising out of,
relating to, concerning or pertaining to this Agreement, or to either Party's performance or
failure of performance under this Agreement, shall be governed by Section 28 of the PSA, which
is incorporated herein by this reference.
9.6 Waiver of Jury Trial. THE PARTIES HEREBY WAIVE ANY RIGHT TO
TRIAL BY JURY IN ANY LITIGATION ARISING UNDER THIS AGREEMENT.
9.7 Partial Invalidity. Should any provision of this Agreement be held, in a final and
unappealable decision by a court of competent jurisdiction, to be either invalid, void or
unenforceable, the remaining provisions of this Agreement shall remain in full force and effect,
unimpaired by the holding. Notwithstanding any other provision of this Agreement, the Parties
agree that in no event shall the Term be for longer periods than the longest periods permitted by
applicable law.
9.8 Tax Credits. If under applicable law Grantee becomes ineligible for any tax
credit, benefit or incentive for alternative energy expenditure established by any local, state or
federal government, then, at Grantee's option, Grantor and Grantee shall amend this Agreement
13
LA\2431090.4
or replace it with a different instrument so as to convert Grantee's interest in the Specific
Easement Locations to a substantially similar interest that makes Grantee eligible for such tax
credit, benefit or incentive. Grantee agrees to pay the Grantor's attorney fees to review such
changes.
9.9 Approvals. No approval required by this Agreement shall be unreasonably
delayed, conditioned or withheld, except in instances where this Agreement specifically permits
a Party to act in its sole discretion. Requests for approvals shall be delivered to the other Party
according to the notice procedures in Section 8 of this Agreement. Unless a longer or shorter
time is specified, all approvals required of either Party shall be given or refused in writing
delivered to the other Party according to the notice procedures in Section 8 of this Agreement
within ten (10) business days after receipt of the request for approval. Failure by either Party to
respond to a request for action or approval within fifteen (15) business days by either approving
or denying the request shall be deemed an approval.
9.10 Authorization of Other Users.
employees, agents, contractors or tenants to
purposes stated in this Agreement.
Grantee in its discretion may authorize its
use the Specific Easement Locations for the
9.11 Lateral Support. Grantee shall have and exercise the right of subjacent and lateral
support for Red Rock Project Improvements on the Specific Easement Locations to whatever
extent is necessary for the safe construction, operation and maintenance of Red Rock Project
Improvements. Grantor expressly covenants that Grantor shall not excavate so near the sides of
or underneath the Red Rock Project Improvements as to undermine or otherwise adversely affect
their stability.
9.12 Counterpart Signatures. This Agreement may be executed in one or more
counterparts, each of which shall be deemed to be an original, but all of which shall be one and
the same document.
9.13 Article Headings. Article headings in this Agreement are for convenience only,
and are not intended to be used in interpreting or construing the terms, covenants and conditions
of this Agreement.
9.14 Relationship of Parties. The relationship between Grantor and Grantee is that of
grantor and grantee of the Easements only, and neither Grantor nor Grantee is, nor shall it hold
itself out to be, the agent, employee, joint venturer or partner of the other.
9.15 Third Party Beneficiaries. This Agreement is between and for the exclusive
benefit of the Parties, and shall not benefit any third parties.
9.16 Mortgagee Protection. No breach or violation of this Agreement or of the
restrictions provided herein shall render invalid the lien of any mortgage, deed of trust or similar
instrument securing a loan made by Grantor in good faith and for value with respect to any
portion of the Specific Easement Locations, but all of the provisions of this Agreement shall be
binding upon and effective against any subsequent owner (including any mortgagee or
beneficiary under a deed of trust) who acquires title to the Specific Easement Locations, or any
portion thereof, by foreclosure, trustee's sale, deed in lieu of foreclosure or otherwise.
14
LA@431090.4
9.17 Estoppel. Grantee shall execute commercially reasonable estoppel certificates
(certifying as to truthful matters, including without limitation that no default then exists under
this Agreement, if such be the case) as Grantor may reasonably request from time to time.
9.18 Limitation of Liability. No shareholder, member, director, officer, agent or
employee of any Party shall have personal liability for the obligations to be performed by the
parties hereunder.
9.19 Assignment. The rights, powers, and obligations hereunder conferred upon each
Party shall not at any time be transferred or assigned, except to one or more persons or, entities
("Permitted Assignees") (a) that own a fee interest in all or any portion of the Appurtenant
Property, (b) through a transfer of such Party's fee interest in all or any portion of the
Appurtenant Property or Vernon Easement Property, as applicable, or (c) that are a lender in
connection with a financing or refinancing on the Appurtenant Property or Easement Property, as
applicable. Without limiting the generality of the foregoing sentence, Grantee shall have the
right, upon notice to Grantor, without Grantor's consent, to sell, convey, or assign all or any
portion of its Red Rock Project Assets to Permitted Assignees or to grant sub -easements, co -
easements, separate easements, sub -licenses or similar rights, however denominated, to
Permitted Assignees. Permitted Assignees shall use the Red Rock Project Assets only for the
uses permitted under this Agreement. Permitted Assignees shall have all rights, obligations and
remedies allowed them under then existing laws except as limited by their individual agreements
with Grantee, provided that under no circumstances shall any Permitted Assignee have any
greater rights of ownership or use of Easement Property than the rights granted to Grantee
in this Agreement. Each Party shall have liability only for the obligations to be performed by
such Party for the time that such Party owns the property burdened or benefited hereby. In the
event of any transfer by either Parry of its interest in the burdened or benefited property, such
Party shall be relieved from all future liability accruing from and after the date of the transfer or
conveyance, and such obligations shall be binding upon the successor in interest to such Party.
9.20 Enforcement. The Parties and their respective successors and assigns shall have
the right to enforce, by proceedings at law or in equity, the covenants, restrictions and easements
imposed by this Agreement. The right to enforce this Agreement shall include, without
limitation, the right to maintain a proceeding at law or in equity against any person or persons
who have violated or who are attempting to violate any of the covenants or restrictions of this
Agreement, to enjoin or prevent them from doing so, to cause the violations to be remedied,
and/or to recover damages for any violations.
9.21 Original Agreement: Quitclaim. The Original Agreement is hereby deemed to be
of no further force or effect. Grantee hereby quitclaims to Grantor all Grantee's right, title, and
interest in areas of the Vernon Easement Property that are not part of the Vernon Specific
Easement Locations and hereby releases such areas from the easement created by the Original
Agreement.
[Remainder of Page Intentionally Left Blank]
15
LAU431090.4
IN WITNESS WHEREOF, the Parties have each executed this Agreement as of the date
first written above.
GRANTOR:
CITY OF VERNON,
a California chartered city
By:�
William Davis
Mayor Pro Tern
ATTEST:
APPROVED AS TO FORM:
CbSKAMMY
Chief Deputy City Attorney
GRANTOR'S ACKNOWLEDGEMENT
State of California "� )
County ofCDS /�-L'4, /zs )
On /v afdl 8, c2& - , 2012, before me, /L ar450 / ' /i %L , a
Notary Public, personally appeared William Davis, who proved to me on the basiflof satisfactory
evidence to be the person. whose name is subscribed to the within instrument and acknowledged
to me that he executed the same in his authorized capacity, and that by his signature on the
instrument the person, or the entity upon behalf of which the person acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is hue and correct.
WITNESS my hand and official seal.--------------------
MARISOL TRUJILLO
Commission bli M 1Siforni
Signatur h�e9 (Seal) Notary Public • Celiromle
Los Angeles County
My Comm. Expires Dec23.2014
GRANTEE:
NORTH SKY RIVER ENERGY, LLC,
a Delaware limited liability company
Name: U. Tvsc
Title: J
GRANTEE'S ACKNOWLEDGMENT
STATE OF FLORIDA
ss.
COUNTY OF PALM BEACH
Ona ,7"rZ , 2012, before me, the undersigned, a notary
public in and for said State, personally appeared r %wc4, '40C 0/�� personally known to
me to be the person whose name is subscribed to the within instrument and acknowledged to me
that he/she executed the same in his/her authorized capacity, and that by his/her signature on the
instrument the person, or the entity upon behalf of which the person acted, executed the
instrument.
WI S my hand and official seal.
Notary Public in and for said State
•L" DENISE M. ENDERS
MYCOMMI8SIOME02M
EXPIRES: October 28, 2014
•� S44Uedit Notary pebuo Un4eivobem
EXHIBIT A
EXHIBIT A
Vernon Easement Proverty
Parcel 1: (APN: 153-120-10 & 11)
The East half, Lots 1 and 2 of the Northwest quarter, and Lots 1 and 2 of the Southwest quarter of
Fractional Section 31, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 2: (APN: 181-190-14)
The East half of Fractional Section 31, Township 30 South, Range 38 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 3: (APN: 181-190-15)
The West half of Fractional Section 31, Township 30 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 4: (APN: 181-190-16)
Fractional Section 36, Township 30 South, Range 36 %2 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Except all oil, gas, oil shale, coal, phosphate, sodium, gold, silver and all other mineral deposits contained
in said land, and further reserving to the State of California and persons authorized by the State, the right
to drill for and extract such deposits of oil and gas, or gas, and to prospect for, mine and remove such
deposits of other minerals from said land and to occupy and use so much of the surface of said land as
may be required therefor, upon compliance with the conditions and subject to the provisions and
limitations of Chapter 5, Part I, Division 6 of the Public Resources Code, as reserved in Patent recorded
July 29, 1959 in Book 3170, Page(s) 179 of Official Records.
Parcel 5: (APN: 442-010-07)
Section 11, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except an undivided %2 interest in all oil, gas and hydrocarbon, substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Exhibit A - 1
LAN2431090.4
Parcel 6: (APN: 442-010-04)
Fractional Section 1, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 7: (APN: 442-010-02)
The South half of the South half of Fractional Section 2, Township 30 South, Range 34 East, Mount
Diablo Base and Meridian, in the un-incorporated area, County of Kem, State of California, according to
the Official Plat thereof.
Except an undivided %z interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Parcel 8: (APN: 442-030-05)
Section 13, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 9: (APN: 442-030-03)
Section 14, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except all the coal and other minerals in the land so patented together with the right to prospect for, mine
and remove the same pursuant to the provisions and limitations of the Act of December 29, 1916 (Stat.
862) as reserved by the United States of America in the Patent recorded December 24, 1923 in Book 22,
Page(s) 19 of Official Records.
Parcel 10: (APN: 443-010-02)
Section 23, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof
Parcel 11: (APN: 444-020-16)
Fractional Section 7, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 12: (APN: 444-020-14)
The North half of the North half of Section 8, Township 30 South, Range 35 East, Mount Diablo Base
and Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official
Plat thereof.
Except and reserving to the United States, pursuant to the provisions of the Act of August 1, 1946 (60
Stat. 755), all uranium, thorium or any other materials which is or may be determined to be peculiarly
essential to the production of fissionable materials, whether or not of commercial value, together with the
right of the United States through it's authorized agents or representatives at any time to enter upon the
Exhibit A - 2
LA\243I090.4
lands and prospect for, mine and remove the same as reserved in the Patent from the United States of
America, recorded April 27, 1949 in Book 1612, Page(s) 130 of Official Records.
Parcel 13: (APN: 444-020-03)
Fractional Section 5, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 14: (APN: 444-020-09)
The West half of the Northeast quarter of the Southwest quarter of the Southeast quarter, and the West
half of Section 9, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel IS: (APN: 444-040-02)
Section 17, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 16: (APN: 444-040-11)
The West half of the Northeast quarter of Section 16, Township 30 South, Range 35 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to the
Official Plat thereof.
Parcel 17: (APN: 444-070-01 & 02)
Fractional Section 3, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 18: (APN: 444-080-05)
The North half of Fractional Section 5, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 19: (APN: 444-080-06)
The South half of Fractional Section 5, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel20: (APN: 444-080-11)
The West half, and the Southwest quarter of the Southeast quarter of Section 8, Township 30 South,
Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of
California, according to the Official Plat thereof.
Exhibit A - 3
LA\2431090.4
Parcel 21: (APN: 444-080-09)
Section 9, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 22: (APN: 444-090-01)
Section 15, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 23: (APN: 444-100-04)
The West half, the West half of the Northeast quarter, the Southeast quarter of the Northeast quarter, and
the Southeast quarter, of Section 16, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kem, State of California, according to the Official Plat
thereof.
Parcel 24: (APN: 444-100-02)
Section 17, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 25: (APN 444-100-07)
Section 21, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 26: (APN: 444-090-07)
Section 23, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel27: (APN: 444-110-03)
Section 25, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles by the Southern Pacific Land
Company by Deed recorded March 13, 1920 in Book 346, Page(s) 421 of Deeds.
Parcel 28: (APN: 444-110-08)
Section 35, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 29: (APN: 444-110-06)
The North half of the Northwest quarter, the Southwest quarter of the Northwest quarter, the West half of
the Southwest quarter, the Southeast quarter of the Southwest quarter, and the East half of Section 36,
Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated area,
County of Kern, State of California, according to the Official Plat thereof.
Exhibit A - 4
LA\2431090.4
Parcel 30: (APN: 443-030-16)
Section 25, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 31:'(APN: 444-040-18 & 19)
Fractional Section 19, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel32: (APN: 444-060-03)
Section 29, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel33: (APN: 444-120-06)
The Southwest quarter of Section 28, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel34: (APN: 444-120-02)
Section 29, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit A - 5
LA\2431090.4
EXHIBIT B
EXHIBIT B
Appurtenant Property
Parcel 1: APN 444-100-11-00-7 and 444-100-10-004
Fractional Section 19, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 2: APN 444-080-15-00-4 and 444-080-13-00-8
Fractional Section 7, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 3: APN 444-080-02-00-6 and 444-080-01-00-3
Fractional Section 6, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel4: APN 444-060-08-00-8
Section 33, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 5: APN 444-060-05-00-9
The North half of Section 28, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in
the unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 6: APN 444-050-04-00-3
Section 25, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 7: APN 444-050-01-00-4
Section 27, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 8: APN 444-040-15-00-2
Section 21, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 9: APN 444-040-13-00-6 and 444-040-09-00-5
The East half of the Northeast Quarter, the North half of the Southeast Quarter, the South half of the
Southeast Quarter, and the Southwest Quarter of Section 16, Township 30 South, Range 35 East, Mount
Diablo Base and Meridian, in the unincorporated area, County of Kern, State of California, according to
the Official Plat thereof
Exhibit B -1
LA\2431090.4
Parcel 10: APN 444-030-11-00-7
Section 23, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 11: APN 444-030-08-00-9
Section 13, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 12: APN 444-030-06-00-3
The East half of the Southeast Quarter, the Southwest Quarter of the Southeast Quarter of Section 14,
Township 30 South, Range 35 East, Mount Diablo Base and meridian, in the unincorporated area, County
of Kern, State of California, according to the Official Plat thereof.
Parcel 13: APN 444-030-01-00-8
Section 15, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 14: APN 444-010-10-00-8
Section 11, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 15: APN 444-010-08-00-3
Section 12, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 16: APN 444-010-06-00-7
Fractional Section 1, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 17: APN 444-010-04-00-1
Lots 1 and 2 of the Northeast Quarter, the South half of the Northeast Quarter, and the Southeast Quarter
of Fractional Section 2, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 18: APN 444-010-01-00-2
Fractional Section 3, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the official Plat thereof.
Parcel 19: APN 444-010-13-00-7
The North half of the Northeast Quarter, the Southwest Quarter of the Northeast Quarter, the Southeast
Exhibit B - 2
LA\2431090.4
Quarter of the Northwest Quarter, the West half of the Southeast Quarter, and the East half of the
Southwest Quarter, of Section 10, Township 30 South, Range 35 East, Mount Diablo Base and Meridian,
in the unincorporated area, County ofKern, State of California, according to the Official Plat thereof.
Parcel 20: APN 153-110-04-00-9
Section 36, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Except all oil, gas, oil shale, coal, phosphate, sodium, gold, silver and all other mineral deposits contained
in said land, and further reserving to the State of California and persons authorized by the State, the right
to drill for and extract such deposits of oil and gas, or gas, and to prospect for, mine and remove such
deposits of other minerals from said land and to occupy and use so much of the surface of said land as
may be required therefore, upon compliance with the conditions and subject to the provisions and
limitations of Chapter 5, Part I, Division 6 of the Public Resources Code; as reserved in Patent recorded
June 10, 1958 in Book 2962, Page(s) 503 of Official Records.
Parcel 21: APN 153-180-09-01-4
The East half of Fractional Section 31, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the unincorporated area, County of kern, State of California, according to the Official Plat
thereof.
Parcel 22: APN 153-180-10-01-6
The West half of Fractional Section 31, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the unincorporated area, County of Kem, State of California, according to the Official Plat
thereof.
Parcel 23: APN 153-110-05-01-1
Section 35, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit B - 3
LA\2431090.4
EXHIBIT C
EXHIBIT C
Specific ReNu Easement Locations
[See Attached]
Exhibit C - 1
LA\2431090.4
North Sky River Energy Windfarm
Access Strip EXHIBIT C
APN:181.080.11
RENU RESOURCES LLC
Page 1 of 3 pages
Description
Situated In a portion of Section 19, Township 30 South, Range 37 East, Mount Diablo Meridian,
In an unincorporated area of the County of Kern, State of California.
A strip, 80.00 feet in width, the centerline of which is coincident with the Centerline oflawbone
Canyon Road (a Kern County Road), said strip being 40 het perpendicularly distant each side of
the following described centerline, to wil:
COMMENCING AT a 21/2" Iron post monument in concrete with a 2" washer malted "Kem County Surveyor, Jan 1991, 730S R37E, 21, 22, 28, 21" at the Section Comer common to
Sections 21, 22, 28, and 29, Township 30 South, Range 37 East, Mount Diablo Meridian;
Thence North 640551590 West a distance ofapproximately 10747.39 feel to the Point of
Beginning, said point being on the east line of the Grantor's land and the line cormoon to
Sections l9 and 20, township 30 South, Range 37 East;
Thence from said POINT OF BEGINNING, North M09'44" West a distance of 333.70 feet;
Thence 56.88 fact along the are of a tangent curve left with a radius of 500.00 feet, through a
central angle of 06"31'04", subtended by a chord hearing North 750251161, West a chord distance
of 56.85 feet;
Thence 231.02 feet along the arc of a reverse tangent curve right with a radius of 400.00 het,
through a contral angle of 33005'26", subtended by a chord bearing North 6roli,o5" Waal 227.82
feet;
Thence 230.06 feet along the arc ofa reverse tangent curve left with a radius of 200.00 feet,
through it central angle of 65"54281, subtended by a chord bearing North 78032'36" West 217.59
feet;
Thence Sooth 63030'10" West a distance of 354.33 fat;
Thence 953.70 feet along the arc of a tangent curve right with a radius of 675.00 feet, through a
central angle of 729275 1 ", subtended by a chord bearing North 75915154" West a chord distance
of 797.93 feet
'thence North 39001'59" West a distance of253.82 feet;
Thence 403.76 feet along the are of a tangent curve left with a radius of 400.00 feet, through a
antral angle of 57050'01 ", subtended by a chord bearing North 67"56'59" of 386.83 feet; West a chord distance
Thence 344.55 feet along the arc o£a reverse tangent curve right With a radius of 1130.00 feet,
through a central angle of 17*28'13", subtended by a chord bearing North 88007'54" West 343.22
feet;
i
I
North Sky River Energy Wurdfarm
Access Strip EXHIBIT C
page 2 of 3 pages
Thence 241.79 feet along the arc of a reverse tangent curve left with n
feel; radius of 300.00 feel
through a central angle of 46'l0146", subtended by a chord he°rin6 8oarh 77.30'50" West 235.30
Thence 265.24 feet along the arc of a reverse tangent curve right with a radius of 300.00 feet,
through a central angle of50'l926", subtended by a chord bearing South 79045'10" Wes1256.69
Sam;
Thence North 74055T7" West a distance of 298.87 feet;
Thence 31.61 feet along the are of a tangent curve right with a radius of 200.00 feet, through a
central angle of 09'0320", subtended by a chord bearing North 70'2377" West a chord distance
of 31.58 feet;
Thence 201.35 feet along the am Ora reverse tangent curve left with a radius of 2018.26 feet,
through a Centmfangle of 05-42-58", subtended by a chord bearing
feat; Nvrth 68°43'16" West 2DI.26
Thence 350.85 feet along the arc or compound 1angenl curve left with a radius of 600.00 feet,
through a central angle of 33'30'14", subtended by a chord bearing North 88°19'52" Wert a
chord distance of 345.87 feet;
Thence South 74055'01" West adistance of474.36 feel;
Thence'223.56 feet along the am of a tangent curve right with a radius of 500.00 feet, through a central angle of 25037'04", subtended by a chord bearing South 870431330 West a chord distance
of 221.70 feet;
Thence North 79027'55" West a distance of 170.35 feet;
Thence 489.80 feel along the are of a tangent curve left with a radius of 1400.DO feel, through a
central angle of 20'D2'43", subtended by a chord bearing South 89°29117" West a chord distance
Of approximately 48731 feet and there terminating on the west line of the. Grantor's land, said
terminus hears North 78"3512711 East 19263.34 feet from a 1 1/2" wort Post monument with a 2
1/2" brass cep marked "US Oeneal Land Office Sntrt'ey,1937, '/. S21IS28 730E R36E" at the
quarter Section comer common to Sections 21 and 29, Township 30 South, Range 36 East, Mount Diablo Meridian. -
E7fCEPTING THEREFROM those portions lying widdo the City of Los Aagales property,
being AFN 18108034.
The sidelines of said strip shag be lengthened or shortened so as to lutersecl the east and well
lines of said Omntor's land,
The Basis ofBamings for this description is The Celifomia Coordinate System, Zone 5, NAD
93, Epoch 20M.00 (Grid). All distances are also grid. Multiply distances by 1.0001 545to obtain'
ground distances.
The above -described strip contains B.18 acres, more or less.
North Sky River Energy Windfarm
Access Ship EXHIBIT C .
Page 3 of 3 pages
End of Description
Date:
David J Shinger, PL$ 558o
AS DEPICTED
EXHIBIT C-1
CITY OF LOS ANGELES
APN 181-080-34
JqWqOrye C�rON RO �
�w AO p
1/4 = SECTION 19 -""
'M - \ T30S, R37E, MOM
N64. 55' 9D•W'
RENU RESOURCES LLC !074z38(7IE1
.
APN 181-080-11 U51
WE TABLE
730
LINE BEA0010 D1srANCCF.
CURVE TABLE
CURSLID0TM
BELfTA
Lt N79• JS' 27'E 19267,34
RADIUS
L2 N72' 09' 44'W 333.70
CI56.80
300.00 O6JID4"
L3 $88' 30' 10'W 354.33
C2
231.02 400.o0 33V5'26'
L4 N39' 01' 59'W 253.82
C3
C4
230.06 20D.00 65'54'26'
LS N74' 3W 07'W 295.57
853.70 67100 72.27'S1'
L5 S74. 5V Ot'W 474.30
C5
CB
403.76 400.00 57'S0'01'
L7 N79' TT 55'W 170.J5 -
344.6S 1130.00 17'28'13'
C7
241.79 300.00 4010'46-
C6
285.24 500.00 50'J9.26•
c9
31.81 2o0.DD 09'03'20'
CIO
201.35 201&26 05.42'56'
- C11
3S&05 600.00 33104'
C12
223.55 500.00 25.37'04'
C13
489.80 WO-00 ZM'4r
C-1
THROUGH RENU RESOURCES PR
SECTION 19.
CRI+IGEN MOUNT DIABLOMERIDI N
North Sky River Energy Windfarm
AccessSMp EXHIBIT C
Page 1 of 2 pages
APN:181.O6030
REND RESOURCES LLC
Description
Situated in a portion of Section 21, Township 30 Soullt, Range 37 East, Mount Diablo Meridian,
in an unincorporated area of the County ofKem, State of California.
A strip 80,00 Poet in width, the centerline of which is coincident with the centerline of Jawbone
Canyon Road (a Kern County Road), running from the easterly line of said Section 21 to the
westerly line of sold Section 21. said snip being 40 feet perpendicularly distmt
following described centerline, to wit: each side of the
COMMENCING AT a 2 IR" Iron Post monument in concrete with a 2" washer marked "Kern
County Surveyor, You 1991; 1303 R37E, 21, 22.28, 27" at the Section Comer common to
Sections 21, 22, 28, and 29, Township 3o south, Rmgo 37 East, Mount Diablo Meridian;
Thence North 00°0532" West.170.01 feet along the Section line common to Sections 21 and 22,
said Township and Range, to the Point of Beginning, said point being on the east line ofthe
Orantor's land and the centerline of sold Jawbone Canyon Road;
Thence from sold POINT OF BEGINNING, North 55°OTIS" West a distance of 167.47 feet;
Thence North 56'49'21" West a distance bf 1455.67 feet;
Thence 820.09 feet along the sm of a tangent curva right with a radius of 1100.00 Poet, through a
central angle of 42°42'5811, sublended by a chord bearing North 35'2713" West a chord distance
of 801.23 fact;
Thence North 14°06'24" West a distance of521.56 Poet;
Thence 191.97 feet along the arc of tangent curve left with. a radius of 150.00 feet, Uugh a
ou central angle of 73°1995", subtended by a chord bearing North 50'46'11" West a chord distance
179.13 feel;
Thence 702.91 feet along the are of u reverse tangent cove right with a radius of 7770.24 feet,
67
through a antral angle of 05°I0'S9", sublended by a chord bearing North 64050'29" West 702.
feet to a point;
Thence 332.30 feet along the arc of a compound tangent curve right with a radius through a central angle of 58'34'S8", sublended by a chord bearing North 52957f 325.00 feel,
us oWest a
chord distance of 313.01 rem;
Thence North 23040'01" West a distance of 138.12 Poet;
Thence 390.38 feet along the arc of a tangent curve left with a radius of 450.00 feet, through a
central angle of 49°42'19", subtended by a chord bearing North 48031'10" West a chord distance
of 378.26 feet;
North Sky River Energy W indfarr o
Access Strip EXHIBIT C
Page 2 of 2 pages
Thence North 7302219." West a distance of 298.33 feet;
Thence 53.64 feet along the are of a tangent curve right with a radius of 600.o0 feat, through a
central angle of 05°07'21 ", subtended by a chord bearing North 70°48'38"
of53.63 feel; West a chord distance
Thence 724.14 feet along the arc of a reverse tangent curve left with a radius of 6000.00 feet, through a central angle of 06°54'S4", subtended by a chord bearing North 71°42'25" Went 723.70
feel to a point,
Thence North 75*0752" West a distance of approximately, 920.64 feet to the Section Line
common to Sections 20 end 21. said Township and Range, and there terminating on the west line
Of the Grantor's land, said terminus bean North 56017'Ol" West 6363.00 feet from said 2 1r2"
Lon Post monument in concrete with a 2" washer at the Section Corner common to Sections 21.
22. 28, and 29. Township 30 South, Range 37 East, Mount Diablo Meridian,
EXCEPTING THEREFROM those portions lying within the City of Los Angeles pipeline
property, being APN 18108029 and transmission line property, APN 18108033.
The sldclines of said strip sball be lengthened or shortened so as to intersect the east and west
lines of said Grantor's lend.
The Basis of Bearings for this description is The California Coordinate System, Zone 5, NAD
83, Epoch 2002.00 (Grid). All distances are also grid Multiply distaoces by 1.0001545 to obtain
ground distances.
The above described strip contains 11.2 acres, more or less, net.
End of Description
Date:^J�JI4 z, zo�0
f `
David J Stringer, kL8 5590
AS DEPICTED ON
EXHIBIT C-1
LINE TABLE
_LINE
I BEARING
DISTANCE
LI
N5W 02' 18"W
167.47
L2
NIP 08' 24'W
521.50
L3
NEW 40' 01'W
138,12
L4
N73' 22' IWW
290.33
\ L5
N75' D9' 5YW
920.64
CURVE TABLE
[
CURVE B LENGTH
RADIUS
DELTA
CI
020.09
110D.OD
42'42.56•
C2
191.97
150.00
73'19'36'
C3
702.91
7770.24
051059'
C4
332.30
320.00
5B'34-ar
C5
3OD.38
450.00
49•91'18-
05
53.64
900.00
05.07'21'
C7
724.14
000➢.00 ,
05g4.5C
SECTION 21
\ T30S, R37E, MDM
OWN
� L4
\' Rpb�'S rV b
\ p4 m
pp}y N,b
Wp�
I RENU RESOURCES, LLC 4 e"xy
APN 181-080-30 \'a7�rp
CRI+IGEN I RENU RESOURCES. LLC
secnaH zl, nos,. R37E,
MOUNT DIABLO MERIDIAN
EXHIBIT D
EXHIBIT D
Specific Vernon Easement Locations
[See Attached]
Exhibit D - 1
LA\2431090.4
EXHIBIT D
CITY OF VERNON ACCESS ROAD EASEMENT SECTION 21
APN: 444-100-07
A PORTION OF SECTION 21, TOWNSHIP 30 SOUTH, RANGE 36 EAST, MOUNT
DIABLO BASE AND MERIDIAN, LYING IN KERN COUNTY, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
BEING A STRIP OF LAND 80 FEET WIDE, SAID STRIP BEING 40 FEET
PERPENDICULARLY DISTANT EACH SIDE OF THE CENTERLINE OF SAID STRIP OF
LAND DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHEAST CORNER OF SECTION 21, TOWNSHIP 30
SOUTH, RANGE 36 EAST, MOUNT DIABLO BASE AND MERIDIAN; THENCE FROM
SAID POINT OF COMMENCEMENT ALONG THE EAST LINE OF SAID SECTION 21
NORTH 02043'45" WEST 180.17 FEET TO THE TRUE POINT OF BEGINNING OF THE
CENTERLINE OF SAID 80 FOOT WIDE STRIP OF LAND; SAID POINT ALSO BEING
THE CENTERLINE OF AN EXISTING PAVED ROAD; THENCE FROM SAID TRUE
POINT OF BEGINNING, LEAVING. SAID SECTION LINE ALONG THE CENTERLINE
OF SAID PAVED ROAD THE FOLLOWING COURSES.
SOUTH 75036'34" WEST 79.91 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 126.02 FEET
THROUGH A CENTRAL ANGLE OF 14°26'29'; THENCE
SOUTH 61 010'05" WEST 232.63 FEET TO A POINT ON THE SOUTH LINE OF SAID
SECTION 21 AND THE ENDOF THE CENTERLINE OF SAID 80 FOOT WIDE STRIP OF
LAND.
THE SIDELINES OF SAID 80 FOOT STRIP TO BE LENGTHENED OR SHORTENED TO
SAID SOUTH AND EAST LINES OF SAID SECTION 21.
AS DEPICTED ON EXHIBIT D-1
/ EXHIBIT D-1
LEGEND
- - - - - - - CL 80' ACCESS EASEMENT
__________= EASEMENT LINES
EXISTING ACCESS ROADWAY
SECTION LINE CITY OFfVERNON I SEC, 15, T 305, R 35E
444-0190-04 CITY OF VERNON
POC POINT OF COMMENCEMENT 444-090-01
POB POINT OF BEGINNING - _ _I,)6 15
21 22 - - - -
M-14'26'29"
R=500.00' I N75'36'34"E
-- L=126.02' 79 9+EXISTING JAWBONE
CANYON CO. ROAD
BO' I POB
CL 80' ACCESS EASEMENT
N0243'45"W
N61'10'05"E 232.63' 21 22 180.17' TIE I 1"=1000'
406.64' TIE
N89'46'14"W 28 27
POC, SEC COR
DETAIL 1"=250' I SEC. 22. T 30S, R 35E
BLM
444-I10-Ol
CITY OF VERNON
SEC. 21, T JOS, R ME
444-100-07 SEE DETAIL ABOVE
POB
CL 80' ACCESS EASEMENT -
- 22
=.
BLM EXISTING PAVED ROAD POC, SEC CDR
444-120-04
PORTION SEC. 27, T 305, R 36E
SEC. 28, T 305, R 36E I MATHEWS FAMILY TRUST
BLM 444-110-01
444-120-04
C)TY OF
VERNON I
SCALE: 1 =1000
a CONSULTING era DATE: 013012
•uNNINO • ONOINO�NINO • OONOTIIYonON F N F R (, Y !� DRAWN BY:
F:/PROJECTS/101025/DWG/SURVEY/EASEMENTS\ VERNON OFFSITE.DWG
EXHIBIT D
CITY OF VERNON ACCESS ROAD EASEMENT SECTION 23
APN: 444-090-07
A PORTION OF SECTION 23, TOWNSHIP 30 SOUTH, RANGE 36 EAST, MOUNT
DIABLO BASE AND MERIDIAN, LYING IN KERN COUNTY, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
BEING A STRIP OF LAND 80 FEET WIDE, SAID STRIP BEING 40 FEET
PERPENDICULARLY DISTANT EACH SIDE OF THE CENTERLINE OF SAID STRIP OF
LAND DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SECTION 23, TOWNSHIP 30
SOUTH, RANGE 36 EAST, MOUNT DIABLO BASE AND MERIDIAN; THENCE FROM
SAID POINT OF COMMENCEMENT ALONG THE EAST LINE OF SAID SECTION 23
SOUTH 00036'06" EAST 535.65 FEET TO THE TRUE POINT OF BEGINNING OF THE
CENTERLINE OF SAID 80 FOOT WIDE STRIP OF LAND; SAID POINT ALSO BEING
THE CENTERLINE OF PAVED EXISTING JAWBONE CANYON COUNTY ROAD;
THENCE FROM SAID TRUE POINT OF BEGINNING, LEAVING SAID SECTION LINE
ALONG THE CENTERLINE OF SAID PAVED JAWBONE CANYON COUNTY ROAD
THE FOLLOWING COURSES.
NORTH 60044'10" WEST 596.60 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE 15.13 FEET
THROUGH A CENTRAL ANGLE OF 01°44'00'; THENCE
NORTH 62028'10" WEST 311.79 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 400.00 FEET;
THENCE WESTERLY ALONG THE ARC OF SAID CURVE 279.90 FEET THROUGH A
CENTRAL ANGLE OF 40005'35'; THENCE
SOUTH 77026'14" WEST 210.27 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 1400.00 FEET;
THENCE WESTERLY ALONG THE ARC OF SAID CURVE 527.86 FEET THROUGH A
CENTRAL ANGLE OF 21036'11"; THENCE
NORTH 80°57'35" WEST 408.74 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 700.00 FEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 609.41 FEET
THROUGH A CENTRAL ANGLE OF 49°52'50' ; THENCE
SOUTH 49009'35" WEST 781.70 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTHWEST, HAVING A RADIUS OF 1500.00 PEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 243.80 FEET
THROUGH A CENTRAL ANGLE OF 09'1845'; THENCE
SOUTH 58028'20" WEST 868.58 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTHEAST, HAVING A RADIUS OF 3000.00 FEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 507.12 FEET
THROUGH A CENTRAL ANGLE OF 09°41'07"; THENCE
SOUTH 48047'13" WEST 390.59 FEET TO A POINT ON THE WEST LINE OF SAID
SECTION 23 AND THE END OF THE CENTERLINE OF SAID 80 FOOT WIDE STRIP OF
LAND.
THE SIDELINES OF SAID 80 FOOT STRIP TO BE LENGTHEND OR SHORTENED TO
SAID EAST AND WEST LINES OF SAID SECTION 23.
AS DEPICTED ON EXHIBIT D-1
EXHIBIT D-1
LEGEND
— - — - — - — CL 80' ACCESS EASEMENT
---------_= EASEMENT LINES
EXISTING ACCESS ROADWAY
SECTION LINE
POC POINT OF COMMENCEMENT
POS POINT OF BEGINNING
1
J 2�2
214
2 23
CL 80' ACCESS EASEMENT
SEC]ELM
14, T 305, R �6E
444-090-03
C3
C4
C2
. LO L1
80' C5
40'
P
]f L6
E i
45�S1E
�6
U--
y% SEC.
23, T 30S, R ME
CITY OF VERNON
'EXISTING
444-090-07
—;"
JAWBONE
CANYON CO. ROAD
two
]
LINE LINE TABLE
CURVE TABLE
Olt
Emit
o
o
]
{�
1
n
M
W V
V
N
]
_ Z2 23
27 26
SEC. 26, T 305, R 36E
I BLM
444-110-02
r;CCiNSUL?ING era
WOLANNINO • RNOINRRRINO.00NRTRYOTION E N E R G.Y
:urea Lane, SuAe 200. WeInulCmek Ce9bmk 8969E (925)9326699Te1. (925)932-010FW RESOURCES
F:/PROJECTS/101025/DWG/SURVEY/EASEMENTS\ VERNON OFFSITE.DWG
N
1"=1000'
I REND RESOURCES, LLC
SEC. 13, T 30. R 35E
444-0910-04
] i-POC, SEC CDR
23 24
�-N00'36'06"W
535.65TIE
] BLM
SEC 24, T3G'S
]R36E
444-090-06
]
_ 224
26 25
EXHIBIT D
CITY OF VERNON ACCESS ROAD EASEMENT SECTION 29
APN: 444-120-02
A PORTION OF SECTION 29, TOWNSHIP 30 SOUTH, RANGE 36 EAST, MOUNT
DIABLO BASE AND MERIDIAN, LYING IN KERN COUNTY, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
BEING A STRIP OF LAND 80 FEET WIDE, SAID STRIP BEING 40 FEET
PERPENDICULARLY DISTANT EACH SIDE OF THE CENTERLINE OF SAID STRIP OF
LAND DESCRIBED AS FOLLOWS:
COMMENCING AT THE WEST 1/4 CORNER OF SECTION 29, TOWNSHIP 30 SOUTH,
RANGE 36 EAST, MOUNT DIABLO BASE AND MERIDIAN; THENCE FROM SAID
POINT OF COMMENCEMENT ALONG THE WEST LINE OF SAID SECTION 29 NORTH
03026'41" EAST 147.38 FEET TO THE TRUE POINT OF BEGINNING OF THE
CENTERLINE OF SAID 80 FOOT WIDE STRIP OF LAND; SAID POINT ALSO BEING
THE CENTERLINE OF AN EXISTING PAVED ROAD; THENCE FROM SAID TRUE
POINT OF BEGINNING, LEAVING SAID SECTION LINE ALONG THE CENTERLINE
OF SAID PAVED ROAD THE FOLLOWING COURSES.
NORTH 55009'37" EAST 163.74 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 40.95 FEET
THROUGH A CENTRAL ANGLE OF 04°41'34'; THENCE
NORTH 59051'1 V EAST 244.62 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 12.35 FEET
THROUGH A CENTRAL ANGLE OF 01'24'56; THENCE
NORTH 58026'15" EAST 246.53 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 7.43 FEET THROUGH
A CENTRAL ANGLE OF 00051'05"; THENCE
NORTH 59017'20" EAST 39299 FEET' TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 1500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 552.34 FEET
THROUGH A CENTRAL ANGLE OF 21°05'52'; THENCE
NORTH 80023'12" EAST 606.38 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 375.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 467.26 FEET
TI-IROUG14 A CENTRAL ANGLE OF 71°23'31"; THENCE
NORTH 08°5941" EAST 140.83 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE EAST, HAVING A RADIUS OF 250.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 267.10 FEET
THROUGH A CENTRAL ANGLE OF 61°12'57'; THENCE
NORTH 70012'38" EAST 612.49 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 16.66 FEET
THROUGH A CENTRAL ANGLE OF 01054,33"; THENCE
NORTH 72*07'11" EAST 247.97 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 600.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 79.31 FEET
THROUGH A CENTRAL ANGLE OF 07°34'24'; THENCE
NORTH 6403247" EAST 111.04 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 325.00 FEET;
THENCE EASTERLY ALONG THE ARC OF SAID CURVE 156.88 FEET THROUGH A
CENTRAL ANGLE OF 27039'26'; THENCE
SOUTH 87047'47" EAST 193.58 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH; HAVING A RADIUS OF 700.00 FEET;
THENCE EASTERLY ALONG THE ARC OF SAID CURVE 109.49 FEET THROUGH A
CENTRAL ANGLE OF 08057'43"; THENCE
SOUTH 78050'05" EAST 64.15 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 1500.00 FEET;
THENCE EASTERLY ALONG THE ARC OF SAID CURVE 267.42 FEET THROUGH A
CENTRAL ANGLE OF 10012'52"; THENCE
NORTH 89002'57" WEST 826.95 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 300.00 FEET;
THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE 164.60 FEET
THROUGH A CENTRAL ANGLE OF 31 °26'13'; THENCE
NORTH 57036'44" WEST 245.42 FEET TO A POINT ON THE EAST LINE OF SAID
SECTION 29 AND THE END OF THE CENTERLINE OF SAID 80 FOOT WIDE STRIP OF
LAND.
THE SIDELINES OF SAID 80 FOOT STRIP TO BE LENGTHENED OR SHORTENED TO
SAID EAST AND WEST LINES OF SAID SECTION 29.
AS DEPICTED ON EXHIBIT D-1
EXHIBIT D-1
LEGEND
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EXHIBIT E
EXHIBIT E
ReNu Easement Property
EASTERN SOLAR LAND
Parcel 1: (APN 153-140-05)
Section 9, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 2: (APN: 153-140-07)
The East half of Fractional Section 7, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kem, State of California, according to the Official Plat
thereof.
Parcel3: (APN: 153-140-08)
The West half of Fractional Section 7, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 4: (APN: 153-130-05)
Section 11, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 5: (APN: 153-150-02)
The Northeast quarter, the East half of the Northwest quarter, the Northwest quarter of the Northwest
quarter, the North half of the Southeast quarter, and the Southeast quarter of the Southeast quarter of
Section 15, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 6: (APN: 153-150-04)
Section 13, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 7: (APN: 153-160-02)
Section 17, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 8: (APN: 153-160-06)
The Northeast quarter, the Northeast quarter of the Southeast quarter, the Northeast quarter of the
Northwest quarter, and Lots 1 and 2, of Fractional Section 19, Township 29 South, Range 36 East, Mount
Diablo Base and Meridian, in the un-incorporated area, County of Kem, State of California, according to
the Official Plat thereof.
Exhibit E - 1
LA\2431090.4
Parcel 9: (APN: 153-160-04)
Section 21, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 10: (APN: 153-150-06)
The East half of the East half, the Southwest quarter of the Southeast quarter, and the South half of the
Southwest quarter, of Section 23, Township 29 South, Range 36 East, Mount Diablo Base and Meridian,
in the un-incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 11: (APN: 153-170-03)
Section 25, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 12: (APN: 153-170-04)
The Northwest quarter of the Northwest quarter, the East half of the Northwest quarter, the Northeast
quarter, and the South half of Section 36, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except all oil, gas, oil shale, coal, phosphate, sodium, gold, silver and all other mineral deposits contained
in said land, and further reserving to the State of California and persons authorized by the State, the right
to drill for and extract such deposits of oil and gas, or gas, and to prospect for, mine and remove such
deposits of other minerals from said land and to occupy and use so much of the surface of said land as
may be required therefor, upon compliance with the conditions and subject to the provisions and
limitations of Chapter 5, Part 1, Division 6 of the Public Resources Code, as reserved in Patent recorded
June 10, 1958 in Book 2962, Page(s) 503 of Official Records.
Parcel 13: (APN: 153-240-14)
The Southwest quarter of Section 29, Township 29 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles, by Deed recorded March 13, 1920
in Book 346, Page(s) 421 of Deeds.
Also except that portion of said Southwest quarter, granted to the City of Los Angeles by Deed recorded
September 20, 1973, in Book 4804, Page(s) 2459 of Official Records.
Parcel 14: (APN: 153-240-12)
Section 31, Township 29 South, Range 37 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles, by Deed recorded March 13,
1920, in Book 346, Page(s) 421 of Deeds.
Exhibit E - 2
LA\2431090.4
Also except that portion of said section, granted to the City of Los Angeles by Deed recorded September
20, 1973 in Book 4804, Page(s) 2459 of Official Records.
Parcel 15: (APN: 153-240-16)
The South half of the Northwest quarter, the Southwest quarter of the Northeast quarter, the West half of
the Southeast quarter, and the Southwest quarter, of Fractional Section 33, Township 29 South, Range 37
East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California,
according to the Official Plat thereof.
Except a strip of land 250 feet wide granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2456 of Official Records.
Parcel 16: (APN: 181-020-02)
Fractional Section 5, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 17: (APN: 181-020-13)
Fractional Section 9, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 250 feet wide granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2456 of Official Records.
Parcel 18: (APN 444-070-05)
The North half, and the Southwest quarter of Fractional Section 1, Township 30 South, Range 36 East,
Mount Diablo Base and Meridian, in the unincorporated area, County of Kem, State of California,
according to the Official Plat thereof.
WESTERN SOLAR LAND
Parcel 19: (APN: 153-070-02)
Lots 1 and 2 of the Northeast quarter, the East half of Lot 2 of the Northwest quarter, the North half of the
Southeast quarter, and the Southeast quarter of the Southeast quarter, of Fractional Section 3, Township
29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof.
Parcel 20: (APN: 153-070-03)
The Southwest quarter of the Southwest quarter of Fractional Section 3, Township 29 South, Range 35
East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California,
according to the Official Plat thereof.
Parcel 21: (APN: 153-070-07)
Exhibit E - 3
LA\2431090.4
Section 11, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 22: (APN: 153-080-08)
Lots 1 and 2 of the Northeast quarter, and the Southeast quarter of Fractional Section 5, Township 29
South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof.
Parcel 23: (APN; 153-080-02)
Lots 1 and 2 of the Northwest quarter, and the Southwest quarter of Fractional Section 5, Township 29
South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof.
Parcel 24: (APN: 153-080-05)
The Southeast quarter of Section 8, Township 29 South, Range 35 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 25: (APN: 153-080-04)
Section 9, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 26: (APN: 153-090-01)
Section 15, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 27: (APN: 153-090-03)
Section 13, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 28: (APN: 153-100-03)
Section 17, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 29: (APN: 153-100-10)
Section 21, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 30: (APN: 153-090-05)
Section 23, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit E - 4
LA12431090.4
Parcel31: (APN: 153-110-03)
Section 25, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 32: (APN: 153-110-01)
Section 27, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel33: (APN: 153-120-02)
Section 29, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 34: (APN: 153-120-04)
The North half of the Northeast quarter, and the Northeast quarter of the Northwest quarter of Section 28,
Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area,
County of Kem, State of California, according to the Official Plat thereof.
Parcel 35: (APN: 153-120-07)
The East half of the Northeast quarter, the Northwest quarter of the Northeast quarter, the East half of the
Southeast quarter, and the West half of Section 33, Township 29 South, Range 35 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to the
Official Plat thereof.
EASEMENT PARCELS
Parcel 36: (APN: 153-170-01)
Section 27, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel37: (APN: 153-180-12)
The East half of the Southeast quarter of Section 28, Township 29 South, Range 36 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to the
Official Plat thereof.
Except 1/16'" of all coal, oil, gas and other mineral deposits contained in said lands as reserved by an Act
of the Legislature approved May 25, 1921 (Chap. 303, Statutes, 1921), as reserved in the State of
California, in Patent recorded March 29, 1923 in Book 484, Page(s) 42 of Official Records.
Parcel38: (APN: 153-180-02)
The North half of the Northeast quarter of Section 29, Township 29 South, Range 36 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kem, State of California, according to the
Official Plat thereof
Exhibit E - 5
tA\2431090.4
Parcel 39: (APN: 153-180-04)
The Southwest quarter of the Southeast quarter, and the Southwest quarter of Section 29, Township 29
South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof
Parcel40: (APN: 153-170-06)
Fractional Section 35, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 41: (APN: 181-020-11)
Fractional Section 7, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kem, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide, granted to the City of Los Angeles by Deed recorded March 13, 1920
in Book 346, Page(s) 421 of Deeds.
Also except that portion of said section, granted to the City of Los Angeles by Deed recorded September
20, 1973 in Book 4804, Page(s) 2459 of Official Records.
Parcel42: (APN: 181-080-32)
Fractional Section 17, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kem, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2459 of Official Records.
Parcel 43:. (APN: 181-080-11)
The East half of the Southeast quarter of the Northwest quarter, Lots 1, 2, 3 and 4, and the East half of the
Southwest quarter of Fractional Section 19, Township 30 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except a strip of land 200 feet wide, granted to the City of Los Angeles, by Deed recorded July 21, 1921
in Book 366, Page(s) 229 of Deeds.
Parcel 44: (APN: 181-080-30)
The North half of the Northeast quarter, the Southwest quarter of the Northeast quarter, the Northwest
quarter, and the South half of Section 21, Township 30 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except a strip of land 250 feet wide, granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2456 of Official Records.
Exhibit E - 6
LA\2431090.4
Also except a strip of land 200 feet wide as granted to the City of Los Angeles by Deed recorded
September 20, 1973'in Book 4804, Page(s) 2459 of Official Records.
Parcel45: (APN: 181-190-02)
The Northwest quarter and the South half of Section 29, Township 30 South, Range 37 East, Mount
Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to
the Official Plat thereof.
Parcel 46: (APN: 442-020-20)
Section 9, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except an undivided %a interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Parcel 47: (APN: 442-010-10)
The South half of the South half of Section 10, Township 30 South, Range 34 East, Mount Diablo Base
and Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official
Plat thereof. .
Except an undivided %s interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Parcel48: (APN: 442-030-01)
Section 15, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof
Parcel 49: (APN: 442-040-01)
The West half of the Southeast quarter, and the East half of the Southwest quarter of Section 18,
Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated area,
County of Kern, State of California, according to the Official Plat thereof.
Parcel 50: (APN: 444-070-09)
Section 11, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof
Parcel 51: (APN: 444-090-04)
Section 13, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 52: (APN 153-051-03)
Exhibit E - 7
1.A12431090.4
Section 25, Township 29 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 53:.(APN 153-070-05)
Lots 1,2,3,4,5,6,7,8,9,10 and 11, the Southwest quarter of the Northeast quarter,; the West half of the
Southeast quarter, and the Southwest quarter of Fractional Section 1, Township 29 south, Range 35 East,
Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California,
according to the Official Plat thereof.
Parcel 54: (APN 153-100-13)
The East half of Section 19; Lot 1 of the Northwest quarter, the North Half of Lot 2 of the Northwest
quarter; and Lots 1 and 2 of the Southwest quarter of Fractional Section 19, Township 29 South, Range
35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of
California, according to the Official Plat thereof.
Parcel 55; (APN 153-130-03)
Fractional Section 1, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 56: (APN 153-030-05)
Section 13, Township 29 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel57: (APN 153-130-01)
Fractional Section 3, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit E - 8
1.A12431090.4
Juarez, Debbie
From: Juarez, Debbie
Sent: Monday, March 26. 2012 10:31 AM
To: 'peter.jasinski@lw.com'; Yamaguchi, Willard
Subject: RECORDED AMENDED & RESTATED RED ROCK ACCESS EASEMENT & LICENSE
AGREEMENT - RES. NO. 2012-38
Attachments: RECORDED AMENDED & RESTATED RED ROCK ACCESS AGREEMENT - APPROVED
THROUGH RES NO. 2012-38.PDF
Hi Peter. Here's a copy of the recorded document for your file. Have a great day!
Debbie
1
F80 C vF ✓e+'non
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
NORTH SKY RIVER ENERGY, LLC
700 Universe Blvd.
Juno Beach, FL 33408
Attention: Joshua Escoto, Esq.
James W. Fitch Assessor— Recorder BEARD8LE
Kern County 018cial Records 3/2112012
Reoorded at the request of 10:02 AM
Public
Doc#: 0212037812
etat Types: 1 Pai es: 56
Fees 0.00
Taxes 0.00
Others `, 0.00
REC
MAR 2 6 2012
CITY CLERK'S OFFICE
AMENDED AND RESTATED RED ROCK ACCESS EASEMENT AND LICENSE
AGREEMENT
THIS AMENDED AND RESTATED RED ROCK ACCESS EASEMENT AND
LICENSE AGREEMENT (this "Agreement") is made as of March 6, 2012 (the " five
Date'), by the CITY OF VERNON, a California chartered city ("Vernon' or "Grantor') to the
NORTH SKY RIVER ENERGY, LLC, a Delaware limited liability company ("North Skv'or
11Graritee'), a subsidiary of NextEra Energy Resources, LLC, a Delaware limited liability
company. Each of Grantor and Grantee are sometimes referred to herein individually as a
")=" and collectively as the "Parties'. Unless otherwise indicated, capitalized terms have the
meanings given them in this Agreement.
RECITALS
A. Vernon owns that certain real property located in the unincorporated areas of
Kern County, as more particularly described on Exhibit A attached hereto (the "Vernon
Easement Property');
B. Vernon sold and conveyed to North Sky certain real property located in the
unincorporated areas of Kern County, as more particularly described on Exhibit B attached
hereto (the "Appurtenant Property), pursuant to that certain Purchase and Sale Agreement dated
as of February 11, 2010 (the "PSN") by and between Vernon and North Sky (as assignee of
Boulevard Associates, LLC,, a Delaware limited liability company).
C. The Vernon Easement Property is benefited by certain easements located in, over,
across and through certain specific easement locations, as more particularly described on Exhibit
C (the "Specific ReNu Easement Locations"), ,pursuant to that certain Amended and Restated
Access Easement and License Agreement made as of January 14, 2011,. by and between Vernon
and ReNu Resources,, LLC, a Delaware limited liability company ("ReNu"), recorded by the
County Recorder of Kern County on March 16, 2011 as document number 0211034177 (the
"ReNu Easement Agreement"), to permit Vernon to, among other things, access utilities and to
access or construct roads, all as set forth therein.
D. Pursuant to the PSA, Grantor granted to Grantee, among other things, a sub -
easement on the Specific ReNu Easement Locations (as designated by the parties hereto)
appurtenant to and benefitting the Appurtenant Property to access utilities and to access or
construct roads.
LA12431090.4
E. Pursuant to the PSA, the Parties entered into that certain Red Rock Access
Easement and License Agreement dated February 18, 2010, and recorded by the County
Recorder of Kem County on February 19, 2010, as document number 210021677 (the "Origma
Agreement').
F. Pursuant to the Original Agreement, Grantor granted to Grantee, among other
things, a general easement appurtenant to and benefitting the Appurtenant Property, which
allows Grantee to designate locations for easements on the Vernon Easement Property over
which Grantor will grant Grantee easements required to access utilities and to access or construct
roads.
G. The Parties have determined, identified and agreed to such preferred, specific
easement locations on the Vernon Easement Property, as more particularly described on Exhibit
D attached hereto (the "Specific Vernon Easement Locations", together with the Specific ReNu
Easement Locations, the "Specific Easement Locations").
H. The Parties now desire to amend and restate the Original Agreement in order to
put of record the Specific Easement Locations, and to establish the rights and duties of the
Parties with respect to each other and the Easements.
NOW, THEREFORE, in consideration of the foregoing recitals, the covenants
hereinafter set forth, and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Grantor hereby declares as follows:
Section 1. GRANT OF EASEMENTS AND LICENSE.
1.1 Easements. Grantor hereby grants to Grantee and Grantee accepts from Grantor
non-exclusive easements and, as applicable, sub -easements (collectively, the "Easements")
appurtenant to and benefitting the Appurtenant Property located in, over, across and through the
Specific Easement Locations to permit Grantee (a) to access Utility Facilities (including the right
to construct, operate, maintain, replace, relocate or remove facilities reasonably necessary for
such access, including without limitation piping, electrical cables and wires (including -
underground), junction or splice boxes, electrical energy storage or similar facilities) and (b) to
access (or, with the consent of Grantor not to be unreasonably withheld, construct) roads of any
type (dirt, gravel or.paved, including for transportation of cranes, turbines and other equipment
and materials used in connection with the Red Rock Project (as defined below)), in each case in a
manner that is consistent with the Easement Requirements set forth in Section 1.3 and only to the
extent that any such access or related rights cannot reasonably be provided (including taking into
account materially increased costs to Grantee resulting from using the Appurtenant Property to
access the relevant utilities or constructing roads on the Appurtenant Property over the costs that
would be incurred from using the Easement Property) on the Appurtenant Property or within or
adjacent to the Red Rock Specific Transmission Easement Route or WL Specific Transmission
Easement Route (as such terms are defined in the PSA). Such access is limited to the Specific
Easement Locations. As between Grantor and Grantee, Grantee shall be responsible for all
reasonable maintenance of such roads or other facilities based on Grantee's usage of such
LA\2431090.4
improvements. "Utility Facilities" consist of facilities that provide utility services, including
without limitation water, electricity, piping, drainage and other services typically associated with
utility service.
1.2 License. Grantor hereby grants to Grantee and Grantee accepts from Grantor (a)
an irrevocable, non-exclusive license to access the Vernon Easement Property, and (b) subject to
the terms of the ReNu Easement Agreement, an irrevocable, non-exclusive sublicense to access
certain property owned by ReNu set forth on Exhibit E (the "ReNu Easement PronerV% together
with the Vernon Easement Property, the "Easement Property % in each case expiring on the fast
anniversary of the date of commencement of commercial operation of a wind energy project (the
"Red Rock Proiect') on the Appurtenant Property, for the purpose of conducting studies,
investigations and tests thereon, and the physical components thereof, to the extent reasonably
related to the development of the Appurtenant Property, in each case in a manner that is
consistent with the Access Requirements set forth in Section 1.3.1 (collectively, the "License').
1.3 Easement Requirements. Notwithstanding any other provision of this Agreement,
the Easements and License granted herein are subject to the following requirements, rights and
restrictions ("Easement Requirements"):
1.3.1 Access Requirements. (a) Any use of any easement, sub -easement, right-
of-way, license, sublicense, or other access right granted hereunder by its holder shall be
subject to reasonable conditions as the owner of the real property subject to such
easement, sub -easement, right-of-way, license, sublicense or other access right may
impose from time to time, including requirements of security, safety, insurance,
coordination and advance scheduling, and indemnification; and (b) the use of any
easement, sub -easement, right-of-way, license, sub -license or other access right granted
hereunder by its holder shall not interfere in any material respect with the use of the real
property subject to such easement, sub -easement, right-of-way, license, sub -license or
other access right by the owner thereof (collectively, the "Access Requirements').
1.3.2 Grantor'sRiohts
(a) No provision of this Agreement shall restrict Grantor's right to
cross the Easements or to install roads, utilities, transmission lines or other
improvements parallel to or crossing the Easements, unless the foregoing would
materially interfere with Grantee's intended use of the Easements.
(b) Grantor and its agents shall be permitted to use any access,
maintenance or patrol roads installed on the Specific Easement Locations or
serving the Easements unless such use would materially interfere with Grantee's
intended use of the Easements.
(c) The Easements shall generally be non-exclusive, but shall be
exclusive in areas, if any, that by industry practice are exclusive and where
Grantee has provided Grantor with written notice of the same, except that Grantor
shall be entitled to use any roads installed by Grantor unless such use would
materially interfere with Grantee's intended use of the Easements.
LAU431090.4
(d) In no event shall the holder of the Easements use the same for
cellular or other telecommunications purposes except to serve solely the benefited
property of the Easements.
(e) Grantor may from time to time request Grantee to amend this
Agreement to exclude any portions of the Easement Property on which Grantor
will be constructing improvements or as to which Grantor otherwise has a need to
exclude from the Easements. Provided Grantor uses commeroially reasonable
efforts to provide alternate routes for the Easements, Grantee shall consent to any
reasonable request and execute an appropriate amendment to this Agreement in
recordable form. Grantor shall reimburse Grantee for any reasonable out-of-
pocket, third party costs incurred by Grantee in connection with documenting and
analyzing any requested amendment to this Agreement.
(1) Grantee acknowledges that it has inspected the Specific Easement
Locations and shall be deemed to have accepted the Specific Easement Locations
"AS IS," in their then condition, and Grantee hereby releases Grantor from any
liability or loss caused by the use of the Easements by Grantee. Grantor shall not
be responsible for and Grantee expressly releases Grantor from and waives any
claim for loss or damage to person or property (including vehicles) occurring
within the Easement Property due to theft, vandalism, accident or other cause,
unless such claim, loss or damage is caused by the gross negligence or willful
misconduct of Grantor or any of Grantor's invitees, employees, agents,
contractors or tenants. In no event shall Grantor be liable for consequential
damages for any cause whatsoever.
(g) Except as indicated on Exhibits C and D, and without limiting the
width of the Specific Easement Locations as specified therein, the width of the
corridor of the Easements specified in this Section 1.1 shall not exceed the
industry standard for such easements at issue.
(h) Grantor reserves all of its rights under the ReNu Easement
Agreement that are not specifically conferred to Grantee hereunder.
1.3.3 Sub -Easement and Sublicense. e. Any use of any sub -easement on the
Specific ReNu Easement Locations or sublicense on the ReNu Easement Property
granted hereunder by Grantor shall be subject to the terms and conditions of the ReNu
Easement Agreement, and under no circumstances shall Grantee have any greater rights
of ownership or use of the Easement Property than the rights granted to Grantor under the
ReNu Easement Agreement. in the event of any conflict between this Agreement and the
ReNu Easement Agreement, the ReNu Easement Agreement shall control with respect to
any sub -easements on the Specific ReNu Easement Locations and the sublicense on the
ReNu Easement Property.
Section 2.. TERM. The term of the Easements (the "Temt') shall begin upon the Effective
Date, and shall continue in perpetuity. Each of the Easements granted is irrevocable except as
otherwise specified in this Agreement. The License shall expire on the first anniversary of the
4
date of commencement of commercial operation of the Red Rock Project, and Grantee shall
execute, acknowledge where appropriate and deliver any reasonable documents submitted by
Grantor to release and reconvey the License following its expiration.
Section 3. COST. The use of the Easements shall be at no additional cost paid by Grantee
to Grantor, provided that nothing in this Section 3 shall limit Grantee's obligation to satisfy any
indemnity obligation as part of the Access Requirements.
Section 4. TAXES. Grantee will pay or reimburse Grantor for any transfer taxes assessed in
connection with the granting of the Easements. Grantee shall pay any increase in the real or
personal property taxes on the Easement Property that is directly attributable to the installation
by Grantee of any roads approved by Grantor or other improvements permitted hereunder (the
"Red Rock Project Improvements') on the Specific Easement Locations. Grantee shall request
that the Red Rock Project Improvements be separately assessed and that taxing authorities bill
Grantee directly for taxes attributable to the Red Rock Project Improvements. Grantee shall not
be liable for taxes attributable to facilities installed by Grantor or others on the Easement
Property (including on the Specific Easement Locations), to the underlying value of the
Easement Property itself or for any increase due to any other cause. Grantee agrees to reimburse
Grantor for any taxes paid by Grantor that are properly payable by Grantee under the terms of
this Agreement. To receive reimbursement, Grantor must submit any property tax bill to Grantee
for reimbursement within thirty (30) days after Grantor receives the bill from a taxing authority.
The Parties agree to fully cooperate to obtain any available tax reductions, refunds or tax
abatements.
Section 5. GRANTEE'S DUTIES AND REPRESENTATIONS
5.1 Care and Appearance. Grantee shall at all times maintain the Red Rock Project
Improvements in a neat, clean and presentable condition. Grantee shall not willfully destroy the
Easement Property and shall keep the Specific Easement Locations and all Red Rock Project
Improvements thereon clean and free of debris created by Grantee, its contractors or others
brought onto the Easement Property by Grantee. Grantee shall be responsible for any required
weed control on those portions of Specific Easement Locations that are not used as pasture or
grasslands or actively farmed by Grantor or ReNu, as applicable. Grantee shall not use the
Specific Easement Locations for storage of materials or staging of construction, except in
connection with staging of construction of roads consented to pursuant to Section 1.1 hereof or
as otherwise permitted herein.
5.2 Installation of Underground Facilities by Grantor and Grantee. Grantee and
Grantor agree to consult each other when either Party desires to install underground facilities
such as pipes and wires that will cross Specific Easement Locations. Grantee and Grantor shall
first consult with the other Party and obtain approval of the plans, specifications, exact depths
and locations of the proposed underground facilities before construction. Because of danger of
damage to Grantee's Red Rock Project Improvements and existing improvements on the Specific
Easement Locations (the "Existing Improvements') and the safety hazard to persons working in
the vicinity of Grantee's Collection Facilities and other equipment, each Party shall give the
other at least five (5) days' notice as to when installation of any such underground facilities is to
occur. Each Party shall coordinate work in these areas to permit the other Parry's (and with
LA\2431090.4
respect to the ReNu Easement Property, ReNu's) representative to be present at all times that
excavation or other type of sub -surface work is performed by such Party within these areas.
Each Party agrees to indemnify the other Party against liability for injuries and claims resulting
from such Parry's failure to comply with the requirements of this Section 5.2. If Grantee's
installation of the underground facilities damages Grantor's or ReNu's Existing Improvements,
Grantee at Grantee's expense shall promptly repair the damaged Existing Improvements to the
condition they were in before installation of the underground facilities. If Grantor's installation
of the underground facilities damages Grantee's Red Rock Project Improvements, Grantor at
Grantor's expense shall promptly repair the damaged Red Rock Project Improvements to the
condition they were in before installation of the underground facilities.
5.3 Fences and Gates. At Grantor's request, Grantee shall repair or replace any
fences, gates or cattle guards damaged or removed in connection with Grantee's activities on
Easement Property. Fences removed from the Specific Easement Locations, if replaced, shall be
rebuilt by Grantee at its expense in mutually agreeable locations on the Easement Property.
Once completed, all replacement fences, gates and cattle guards shall be owned and maintained
by the owner of the respective Easement Property. To minimize the need for temporary fencing,
Grantor will cooperate with Grantee to avoid grazing animals on or near the affected Specific
Easement Locations during periods of construction, maintenance or removal activity by Grantee.
5.4 Insurance and Indemnity. During the tern of this Agreement, Grantee shall
maintain policies of general liability insurance, including contractual liability, completed
operations and products liability coverage with a combined single limit of not less than
$5,000,000 applicable to bodily injury, sickness or death and loss of or damage to property in
any one occurrence and $5,000,000 in the aggregate. Coverage shall be written on an occurrence
basis (not claims made) and coverage shall be at least as broad as the Insurance Services Office
Commercial General Liability Coverage (occurrence form CG0001). Grantor and ReNu shall be
named by endorsement as an additional insured on such general liability policy. Grantee shall
fiunish certificates of insurance to Grantor evidencing the insurance required under this Section
5_3. Each certificate shall provide that thirty (30) days prior written notice shall be given to
Grantor in the event of cancellation or material change in the policies. All certificates must
contain reference to the additional insured endorsement as required herein. All insurance shall
be placed with California admitted or licensed insurers with a current AM Best's rating of no less
than A:VII.
Grantee in accordance with the procedures provided in Section 5.7.2 will indemnify, defend and
hold Grantor harmless against any and all losses, damages, claims, expenses and other liabilities
asserted against Grantor by a third party, including, without limitation, reasonable attorneys'
fees, resulting from or arising out of Grantee's exercise of any rights granted to the Grantee
under this Agreement, including (i) any operations of Grantee on the Specific Easement
Locations, (ii) any negligent act or negligent failure to act on the part of Grantee or anyone else
engaged in doing work for Grantee or (iii) any breach of this Agreement by Grantee. This
indemnity agreement does not cover losses of rent, business opportunities, crop production,
profits and the like that may result from Grantor's loss of use of the Specific Easement
Locations.
LA12431090.4
5.5 Requirements of Governmental A encie . Grantee shall comply in all material
respects with valid laws applicable to the Red Rock Project Improvements. Grantee shall have
the right, in its sole discretion and at its sole expense, to contest the validity or applicability to
the Specific Easement Locations or Red Rock Project Improvements of any law, ordinance,
statute, order, regulation, property assessment or the like made by any governmental agency or
entity. Grantee shall control any such contest and Grantor shall cooperate with Grantee in every
reasonable way in such contest, at no out-of-pocket expense to Grantor.
5.6 Mechanic's Liens. Grantee shall not permit any default arising out of a
mechanic's lien related to Grantee's use of the Specific Easement Locations under this
Agreement to be filed against the Specific Easement Locations or Easement Property. If Grantee
wishes to contest any such default, Grantee shall, within sixty (60) days after it receives notice of
the default, provide a bond or other security Grantor may reasonably request or remove such
default from the Specific Easement Locations in the manner provided by applicable law.
5.7 Hazardous Materials.
3.7.1 Definitions. As used in this Agreement, the terms defined below shall
have the meanings indicated.
5.7.1.1 " .nA n_trental Law' shall mean any federal, state or local law,
statute, ordinance or regulation which imposes any liability on any Grantor,
occupant, lender, mortgagee or party in interest or which places any restriction on
the ownership, occupancy, transferability or use of any real property by reason of
any presence or use of or occurrence regarding any Hazardous Substance,
including, without limitation, the Comprehensive Environmental Response,
Compensation and Liability Act of 1980 ("CERCLA") 42 U.S.C. Section 9601 et
seq., as amended by Superfund Amendments and Reauthorization Act of 1986
("SARA"), Pub. L. 99-499, 100 Stat. 1613, the Resource, Conservation and
Recovery Act of 1976 ("RCRjV), 42 U.S.C. Section 6901 et seq., the Clean Air
Act ("CAA"), Pub..L. 84-159, as amended by Pub. L. 101-549, 42 U.S.C.
Section 7401 et seq., the Federal Water Pollution Control Act (as amended by the
Clean Water Act of 1977 ("CWA")), 33 U.S.C. Section 1251 et seq., the Toxic
Substances Control Act of 1976 ("TSCA"), 15 U.S.C. Section 2601 et seq.,
California Health and Safety Code, Section 25249.5 et seq., and any
modifications, amendments, and successors to any of the foregoing.
5.7.1.2 "Violation of Environmental Law" shall mean any violation of any
Environmental Law, or any event, occurrence or condition as a consequence of
which, pursuant to any Environmental Law (i) Grantee, Grantor or any occupant
or person having any interest in the Specific Easement Locations shall be liable,
(ii) the Specific Easement Locations shall be subject to any restriction on use,
ownership, transferability or (iii) any remedial work pertaining to Hazardous
Substances shall be required at or in connection with the Specific Easement
Locations.
5.7.1.3 "Hazardous Substance" shall include without limitation:
IAU431090.4
5.7.1.3.1 Those substances included within the definitions of
"hazardous substances," "hazardous materials," "toxic substances," or
"solid waste" in CERCLA, RCRA, Sections 307 and 311 of CWA, and the
Hazardous Materials Transportation Authorization Act, 49 U.S.C.
Sections 1501 et seq., or in any successors thereto, or in the regulations
promulgated pursuant to said laws;
5.7.1.3.2 Those substances defined as "hazardous waste,"
"extremely hazardous waste," or `restricted hazardous waste" in Sections
25115, 25117, 25122.7, and 25140 of the California Health and Safety
Code, or as "hazardous substances" in Sections 25316 and 25281 of the
California Health and Safety Code, and in the regulations promulgated
pursuant to said laws;
5.7.1.3.3 Those substances listed in the United States
Department of Transportation Table (49 CFR 172.101 and amendments
thereto) or by the Environmental Protection Agency (or any successor
agency) as hazardous substances (40 CFR Part 302 and amendments
thereto);
5.7.1.3A Petroleum, asbestos, polychlorinated biphenyls,
flammable explosives, radioactive materials, or any material containing
any of the foregoing; and
5.7.1.3.5 Such other substance, materials, and wastes which
are or become regulated by reason of actual or threatened risk of toxicity
causing injury or illness, under any Environmental Law or other
applicable federal, state, or local law, statute, ordinance, or regulation, or
which are classified as hazardous or toxic under federal, state, or local
laws or regulations.
5.7.2 Indemnification Grantee shall indemnify, hold harmless, protect, and
with counsel chosen by Grantee defend Grantor (and with respect to the ReNu Easement
Property, Renu) and Grantor's (and with respect to the ReNu Easement Property, Renu's)
directors, officers, employees, agents, successors and assigns from and against any and
all claims, judgments, penalties, fines, losses, damages, costs, expenses and liabilities,
including attorneys' fees and costs, directly or indirectly arising out of or attributable to
any actual or alleged Violation of Environmental Law by Grantee on the Specific
Easement Locations or any actual or alleged use, generation, manufacture, production,
storage, spillage, release, threatened release, discharge, disposal, or any other presence or
existence of any Hazardous Substance on, under or about the Specific Easement
Locations, or any transportation, migration, or other movement of any Hazardous
Substance from the Specific Easement Locations. This indemnity shall survive the
expiration of the term of this Agreement. In any circumstance in which this indemnity
applies, if Grantee fails to provide a defense as required by this Section 5.7.2, Grantor
may employ its own legal counsel and consultants to prosecute, negotiate, or defend any
such claim, action, or cause of action, and Grantor shall have the right to compromise or
LAU431090.4
settle the same in good faith without the necessity of showing actual liability therefore,
and without the consent of Grantee. Grantee shall reimburse Grantor upon demand for
all costs and expenses incurred by Grantor, including the amount of all • costs of
settlements entered into in good faith, and the fees and other costs and expenses of such
attorneys and consultants; provided, however. if Grantor enters into a settlement without
Grantee's consent, Grantee shall not be liable to indemnify Grantor unless Grantor
establishes by final judgment of a court of competent jurisdiction that Grantee caused the
damage on account of which settlement payment was made and that the amount of the
settlement was fair and reasonable. Notwithstanding any other provisions in this
Agreement, the indemnity and reimbursement obligations of Grantee set forth in this
Section 5.7.2 shall not apply to (i) any matter directly of indirectly arising out of or
attributable to any actual or alleged violation of Environmental Law or any actual or
alleged use, generation, manufacture, production, storage, spillage, release, threatened
release, discharge, disposal or any other presence or existence of any Hazardous
Substance on, under or about the Specific Easement Locations or any transportation,
migration, or other movement of any Hazardous Substance to or from the Specific
EasementLocations which either (a) was in existence as of the date of this Agreement,
(b) is caused by either Grantor or the grantees, licensees, employees or agents of Grantor
(exclusive of Grantee, its grantees, licensees, employees and agents), and/or (c) is caused
by a third party and is unrelated to Grantee's operations on the Specific Easement
Locations or (ii) any matter brought by Grantor against Grantee independent of a claim
against Grantor by a third party.
5.7.3 Notice of Actions.
5.7.3.1 Grantee shall give immediate written notice to Grantor of. (i) any
proceeding, inquiry, notice, or other communication by or from any governmental
authority, including, without limitation, the California State Department of Health
Services and the Environmental Protection Agency, regarding the presence or
existence of any Hazardous Substance on, under, or about the Specific Easement
Locations or any migration thereof from or to the Specific Easement Locations or
any actual or alleged Violation of Environmental Law;. (ii) all claims made or
threatened against Grantee or the Specific Easement Locations relating to any loss
or injury resulting from or pertaining to any Hazardous Substance or Violation of
Environmental Law; (iii) Grantee's discovery of any occurrence or condition on
any real property that cause the Specific Easement Locations or any part thereof
to be subject to any restrictions on ownership, occupancy, transferability, or use,
or subject the Grantor or any person having any interest in the Specific Easement
Locations to any liability, penalty, or disability under any Environmental Law
including, without limitation, any that cause the Specific Easement Locations or
any part thereof to be classified as "border -zone property" under the provisions of
Califomia Health and Safety Code Sections 25220 et seq. or any regulation
thereunder or in connection therewith; and (iv) Grantee's receipt of any notice or
discovery of any information regarding any actual, alleged or potential use,
manufacture, production, storage, spillage, seepage, release, discharge, disposal or
any other presence or existence of any Hazardous Substance on, under or about
9
LAVA31090A
the Specific Easement Locations or any Violation of Environmental Law
pertaining to Grantee or the Specific Easement Locations.
5.7.3.2 immediately upon receipt of the same, Grantee shall deliver to
Grantor copies of any and all orders, notices, permits, applications, reports, and
other communications, documents, and instruments pertaining to the actual or
alleged presence of any Hazardous Substance on, under or about the Specific
Easement Locations or Violation of Environmental Law pertaining to Grantee or
the Specific Easement Locations.
5.7.3.3 Grantor shall have the right to join and participate in, as a party if
it so elects, any legal proceedings or actions in connection with the Specific
Easement Locations involving any Hazardous Substance or any Environmental
Law, and Grantee shall reimburse Grantor upon demand for all of Grantor's costs
and expenses in connection therewith, including attorneys' fees, if it is determined
that Grantee's violation of any Environmental Law caused the damage or
contamination complained of in such legal proceedings or actions.
5.8 Removal of Red Rock Project Improvements. Grantor shall have no ownership or
other interest in any Red Rock Project Improvements installed by Grantee on the Specific
Easement Locations, and Grantee shall have the express right, at any time and in its sole
discretion, to remove any Red Rock Project Improvements (excluding roads) from the Specific
Easement Locations.
5.9 Water Lines and Existing I�pr provements. Grantee shall not harm existing
waterlines or other improvements on the Easement Property. Grantee will coordinate with
Grantor to determine the locations of the existing waterlines and improvements. Grantee shall
immediately repair any waterline of improvement it damages.
5.10 Breach by Grantee. Upon a breach by Grantee of its duties under this Agreement,
Grantor shall have all remedies against Grantee that it may have under this Agreement, at law or
in equity (including the right to seek an injunction to compel Grantee to specifically perform its
obligations under this Agreement), provided, however, that Grantor specifically waives any right
it may have to terminate this Agreement or the Easements granted hereunder. No delay or
omission of Grantor to exercise any right or remedy shall be construed as a waiver of any such
right or remedy or of any breach by Grantee.
Section 6. GRANTOR'S DUTIES AND REPRESENTATIONS.
6.1 Grantor's Authority. Grantor is the sole fee interest owner of the Vernon
Easement Property including the Vernon Specific Easement Locations and has the unrestricted
right and authority to sign this Agreement and to grant Grantee the Easements and other rights
granted in this Agreement. The persons signing this Agreement are all of the persons necessary
to grant Grantee the Easements and other rights granted in this Agreement. When signed by both
Parties, this Agreement constitutes a valid and binding agreement enforceable against Grantor in
accordance with its terms.
10
LA\243109D.4
6.2 Reeuirements of Governmental Agencies: No Opposition. Grantor shall assist
and fully cooperate with Grantee, at no out-of-pocket expense to Grantor, in complying with or
obtaining any zoning and land use permits and approvals, building permits, environmental
impact reviews or any other approvals required for the financing, construction, installation,
replacement, relocation, maintenance, operation or removal of the Red Rock Project
Improvements, including execution of applications for such approvals. Grantor shall not oppose,
directly or indirectly (including without limitation assisting any third party directly or indirectly
in opposing) the Red Rock Project, the environmental clearance for such project or related or
similar projects of Grantee on the Appurtenant Property (including under CEQA and NEPA, or
any CEC equivalent .process) or any associated activities or facilities (including without
limitation transmission or gathering systems, interconnection 'equipment and related system
upgrades or similar matters).
Section 7. FINANCING BY GRANTEE.
7.1 Rigbt to Mortgage. Grantee may, upon notice to Grantor, without Grantor's
consent or approval, mortgage, grant deeds of trust, collaterally assign, or otherwise encumber
and grant security interests in all or any part of its interest in this Agreement, the Easements, the
Specific Easement Locations and the Red Rock Project Improvements (collectively, its "Red
Rock Project Assets') in connection with any financing secured by the Appurtenant Property.
These various security interests in all or a part of the Red Rock Project Assets are collectively
referred to as " orta es" and the holders of the Mortgages, their designees and assigns are
referred to as "Mortgagee '. Mortgagees shall use the Red Rock Project Assets only for the uses
permitted under this Agreement. Mortgagees shall have all rights and remedies allowed them
under then existing laws except as limited by their individual agreements with Grantee, provided
that under no circumstances shall any Mortgagee have any greater rights of ownership or
use of Easement Property than the rights granted to Grantee In this Agreement. The term
" rante " includes any person or entity which holds the entire grantee's interest under this
Agreement. Grantor agrees to consent in writing to financing documents as may reasonably be
required by Mortgagees, including financing documents typically required in the context of non -
recourse project financings containing, among others, provisions for material notices, extended
cure periods and replacement easement agreements. Except for a Mortgage or pursuant to
Section 9.19 hereof, Grantee shall not assign or otherwise encumber the Red Rock Project Assets
without Grantor's prior consent, which consent may be withheld in Grantor's sole discretion.
7.2 Mortgagee Obligations. Any Mortgagee whose interest is held solely for security
purposes shall have no obligation or liability under this Agreement prior to the time the
Mortgagee directly holds an interest in this Agreement, or succeeds to absolute title to Grantee's
interest. A Mortgagee shall be liable to perform obligations under this Agreement only for and
during the period it directly holds such interest or absolute title.
7.3 Certificates. etc. Grantor shall execute commercially reasonable estoppel
certificates (certifying as to truthfi3l matters, including without limitation that no default then
exists under this Agreement, if such be the case) and consents to assignment as Grantee or any
Mortgagee or Permitted Assignee (as defined below) may reasonably request from time to time.
Grantor and Grantee shall cooperate in amending this Agreement from time to time to include
any provision that may be reasonably requested by Grantee or any Mortgagee or Grantor to
11
LA12431090.4
implement the provisions contained in this Agreement or to preserve a Mortgagee's security
interest or the interest of the Grantor, provided such amendments shall not impair any then
existing security interests.
Section 8. NOTICES.
Any notice required or given under this Agreement shall be effective when deposited with the
United States mail, certified, return receipt requested, postage prepaid, or upon delivery (or
refusal of delivery) .when sent by overnight courier service or by facsimile or electronic
transmission, and addressed to the following addresses:
If to Grantee:
Boulevard Associates, LLC
700 Universe Blvd,
Juno Beach, FL 33408
Attention: Orin Shakerdge, Esq.
Telephone No.: (561) 694-4678
Facsimile No.: (561)691-7762
If to Grantor.
The City of Vernon
4305 Santa Fe Avenue
Vernon, California 90058
Attn: Mark Whitworth, City Administrator
Telephone: (323) 583-8811
Facsimile: (323) 587-7596
E-mail: mwbitworth@ci.vernon.ca.us
with a copy to:
Latham & Watkins LLP
355 South Grand Avenue
Los Angeles, California 90071-1560
Attn: David B. Rogers
Telephone: (213) 485-1234
Facsimile: (213) 891-8763
E-mail: david.rogers@lw.com
Section 9. MISCELLANEOUS.
9.1 No Gift or Dedication. Nothing contained in this Agreement shall be deemed to
be a gift or dedication of any portion of the Easement Property to or for the general public or for
any public use or purpose whatsoever, it being the intention of the Parties that the Easements, the
License and rights granted in this Agreement, as it may be amended or restated, shall be strictly
limited to and for the purposes herein expressed with respect to private property solely for the
benefit of the Parties and their respective successors and assigns.
12
LA\2431090.4
. 9.2 Unavoidable Delays, Force Majeure. If either Party is delayed, hindered in or
prevented from performing any act required under this Agreement by reason of strikes, lockouts,
labor troubles, inability to procure materials, failure of power, restrictive governmental laws or
regulations, natural disasters, war, civil strife or other violence, the affected Parry, upon giving
notice to the other Party, shall be excused from performing the act (except payment of
consideration) for the period of the delay. The affected Party shall use its reasonable efforts to
avoid or remove the causes of nonperformance and shall continue performance whenever the
causes for nonperformance are removed.
9.3 Run With the Land. The Easements and any restrictions in this Agreement are
binding upon and shall inure to the benefit of the Parties' Mortgagees and their respective
successors and assigns (including Permitted Assignees (as defined below)), heirs, personal
representatives, tenants invitees and licensees or persons claiming through them. All of the
provisions of this Agreement shall be enforceable as equitable servitudes and constitute
covenants running with the land pursuant to applicable law, including, without limitation,
Section 1457 et. seq. of the California Civil Code.
9.4 Entire AereemendAmendments. This Agreement constitutes the entire agreement
between Grantor and Grantee respecting its subject matter and replaces and supersedes any prior
agreements. Any agreement, understanding or representation respecting the subject matter of
this Agreement not expressly set forth in this Agreement or a later writing signed by both Parties,
is null and void. This Agreement and the Easements shall not be modified or amended except in
a writing signed by the Parties or their successors in interest.
The Parties agree to cooperate in the approval and substitution of exhibits and in executing any
additional agreements or amendments reasonably needed by the Parties for their business
purposes so long as they do not adversely affect the rights of either Party or violate the terms and
spirit of this Agreement.
9.5 Dispute Resolution Any and all disputes, claims or controversies arising out of,
relating to, concerning or pertaining to this Agreement, or to either Parry's performance or
failure of performance under this Agreement, shall be governed by Section 28 of the PSA, which
is incorporated herein by this reference.
9.6 Waiver of Jury Trial. THE PARTIES HEREBY WAIVE ANY RIGHT TO
TRIAL BY JURY IN ANY LITIGATION ARISING UNDER THIS AGREEMENT.
9.7 Partial Invalidity. Should any provision of this Agreement be held, in a final and
unappealable decision by a court of competent jurisdiction, to be either invalid, void or
unenforceable, the remaining provisions of this Agreement shall remain in full force and effect,
unimpaired by the holding. Notwithstanding any other provision of this Agreement, the Parties
agree that in no event shall the Term be for longer periods than the longest periods permitted by
applicable law.
9.8 Tax Credits. If under applicable law Grantee becomes ineligible for any tax
credit, benefit or incentive for alternative energy expenditure established by any local, state or
federal government, then, at Grantee's option, Grantor and Grantee shall amend this Agreement
13
LA12431090.4
or replace it with a different instrument so as to convert Grantee's interest in the Specific
Easement Locations to a substantially similar interest that makes Grantee eligible for such tax
credit, benefit or incentive. Grantee agrees to pay the Grantor's attorney fees to review such
changes.
9.9 Approvals. No approval required by this Agreement shall be unreasonably
delayed, conditioned or withheld, except in instances where this Agreement specifically permits
a Party to act in its sole discretion. Requests for approvals shall be delivered to the other Party
according to the notice procedures in Section 8 of this Agreement. Unless a longer or shorter
time is specified, all approvals required of either Party shall be given or refused in writing
delivered to the other Party according to the notice procedure's in Section 8 of this Agreement
within ten (10) business days after receipt of the request for approval. Failure by either Party to
respond to a request for action or approval within fifteen (15) business days by either approving
or denying the request shall be deemed an approval.
9.10 Authorization of Other Users.
employees, agents, contractors or tenants to
purposes, stated in this Agreement.
Grantee in its discretion may authorize its
use the Specific Easement Locations for the
9.11 Lateral WRort. Grantee shall have and exercise the right of subjacent and lateral
support for Red Rock Project Improvements on the Specific Easement Locations to whatever
extent is necessary for the safe construction, operation and maintenance of Red Rock Project
Improvements. Grantor expressly covenants that Grantor shall not excavate so near the sides of
or underneath the Red Rock Project Improvements as to undermine or otherwise adversely affect
their stability.
9.12 Counterpart Signatures. This Agreement may be executed in one or more
counterparts, each of which shall be deemed to be an original, but all of which shall be one and
the same document.
9.13 Article Headings. Article headings in this Agreement are for convenience only.
and are not intended to be used in interpreting or construing the terms, covenants and conditions
of this Agreement.
9,14 Relationship of Parties. The relationship between Grantor and Grantee is that of
grantor and grantee of the Easements only, and neither Grantor nor Grantee is, nor shall it hold
itself out to be, the agent, employee, joint venturer or partner of the other.
9.15 Third PaM Beneficiaries. This Agreement is between and for the exclusive
benefit of the Parties, and shall not benefit any third parties.
9.16 Mortgagee Protection. No breach or violation of this Agreement or of the
restrictions provided herein shall render invalid the lien of any mortgage, deed of trust or similar
instrument securing a loan made by Grantor in good faith and for value with respect to any
portion of the Specific Easement Locations, but all of the provisions of this Agreement shall be
binding upon and effective against any subsequent owner (including any mortgagee or.
beneficiary under a deed of trust) who acquires title to the Specific Easement Locations, or any
portion thereof, by foreclosure, trustee's sale, deed in lieu of foreclosure or otherwise.
14
LAU431090.4
9.17 Estoppel. Grantee shall execute commercially reasonable estoppel certificates
(certifying as to truthful matters, including without limitation that no default then exists under
this Agreement, if such be the case) as Grantor may reasonably request from time to time.
9.18 Limitation of Liability. No shareholder, member, director, officer, agent or
employee of any Party shall have personal liability for the obligations to be performed by the
parties hereunder.
9.19 Assignment. The rights, powers, and obligations hereunder conferred upon each
Party shall not at any time be transferred or assigned, except to one or more persons or entities
("Permitted Assignees") (a) that own a fee interest in all or any portion of the Appurtenant
Property, (b) through a transfer of such Parry's fee interest in all or any portion of the
Appurtenant Property or Vernon Easement Property, as applicable, or (c) that are a lender in
connection with a financing or refinancing on the Appurtenant Property or Easement Property, as
applicable. Without limiting the generality of the foregoing sentence, Grantee shall have the
right, upon notice to Grantor, without Grantor's consent, to sell, convey, or assign all or any
portion of its Red Rock Project Assets to Permitted Assignees or to grant sub -easements, co -
easements, separate easements, sub -licenses or similar rights, however denominated, to
Permitted Assignees. Permitted Assignees shall use the Red Rock Project Assets only for the
uses permitted under this Agreement. Permitted Assignees shall have all rights, obligations and
remedies allowed them under then existing laws except as limited by their individual agreements
with Grantee, provided that under no circumstances shall any Permitted Assignee have any
greater rights of ownership or use of Easement Property than the rights granted to Grantee
in this Agreement. Each Party shall have liability only for the obligations to be performed by
such Party for the time that such Party owns the property burdened or benefited hereby. In the
event of any transfer by either Party of its interest in the burdened or benefited property, such
Party shall be relieved from all future liability accruing from and after the date of the transfer or
conveyance, and such obligations shall be binding upon the successor in interest to such Party.
9.20 Enforcement. The Parties and their respective successors and assigns shall have
the right to enforce, by proceedings at law or in equity, the covenants, restrictions and easements
imposed by this Agreement. The right to enforce this Agreement shall include, without
limitation, the right to maintain a proceeding at law or in equity against any person or persons
who have violated or who are attempting to violate any of the covenants or restrictions of this
Agreement, to enjoin or prevent them from doing so, to cause the violations to be remedied,
and/or to recover damages for any violations.
9.21 Original Agreement: Quitclaim. The Original Agreement is hereby deemed to be
of no further force or effect. Grantee hereby quitclaims to Grantor all Grantee's right, title, and
interest in areas of the Vernon Easement Property that are not part of the Vernon Specific
Easement Locations and hereby releases such areas from the easement created by the Original
Agreement.
[Remainder of Page Intentionally Left Blank]
15
LA12431090A
IN WITNESS WHEREOF, the Parties have each executed this Agreement as of the date
first written above.
GRANTOR:
CITY OF VERNON,
a California chartered city
By:�
William Davis
Mayor Pro Tem
ATTEST:
APPROVED AS TO FORM:
Chief Deputy CLty Attorney
GRANTOR'S ACKNOWLEDGEMENT
State of California )
County ofLQ9 AA)4'6&S )
On k4feh K aoia- 2012, before me, Marinol 'Truro/l a
Notary Public, personally appeared William Davis, who proved to me on the basikk satisfactory
evidence to be the person. whose name is subscribed to the within instrument and acknowledged
to me that he executed the same in his authorized capacity, and that by his signature on the
instrument the person, or the entity upon behalf of which the person acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.-------------
12Eo
MARISOI TRWIIIO
Cgmmleomn • Iglgittt
_ i!9 , Signatur (Seal) NoluyPUMlo-CWtemlo
Lot Angola Cooft
Caen m 0@0 201t
GRANTEE:
NORTH SKY RIVER ENERGY, LLC,
a Delaware limited liability company
Name: ;7, Tv1G r'
Title: Q,,.r,
GRANTEE'S ACKNOWLEDGMENT
STATE OF FLORIDA
ss.
COUNTY OF PALM BEACH
On a -7,d , 2012, before me, the undersigned, a notary
public in and for said State, personally appeared r.T rvca:. A.r,yyr personally known to
me to be the person whose name is subscribed to the within instrument and acknowledged to me
that he/she executed the same in his/her authorized capacity, and that by his/her signature on the
instrument the person, or the entity upon behalf of which the person acted, executed the
instrument.
WI S my hand and official seal.
Notary Public in and for said State
OErUBEM.EWDEpB
MrOOMMWONNEE028 0
ExPIpEB:Ocrober 2& 2014
. BMNIO rNIUNMMy P�NcUntlercmYm
EXHIBIT A
EXHIBIT A
Vernon Easement Property
Parcel 1: (APN: 153-120-10 & 11)
The East half, Lots 1 and 2 of the Northwest quarter, and Lots 1 and 2 of the Southwest quarter of
Fractional Section 31, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 2: (APN: 181-190-14)
The East half of Fractional Section 31, Township 30 South, Range 38 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 3: (APN: 181-190-15)
The West half of Fractional Section 31, Township 30 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 4: (APN: 191-190-16)
Fractional Section 36, Township 30 South, Range 36 %: East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Except all oil, gas, oil shale, coal, phosphate, sodium, gold, silver and all other mineral deposits contained
in said land, and further reserving to the State of California and persons authorized by the State, the right
to drill for and extract such deposits of oil and gas, or gas, and to prospect for, nine and remove such
deposits of other minerals from said land and to occupy and use so much of the surface of said land as
may be required therefor, upon compliance with the conditions and subject to the provisions and
limitations of Chapter 5, Part I, Division 6 of the Public Resources Code, as reserved in Patent recorded
July 29, 1959 in Book 3170, Page(s) 179 of Official Records.
Parcel 5: (APN: 442-010-M
Section 11, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except an undivided %: interest in all oil, gas and hydrocarbon_ substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Exhibit A - 1
LA\2431090.4
Parcel 6: (APN: 442-010-04)
Fractional Section 1, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 7: (APN: 442-010-02)
The South half of the South half of Fractional Section 2, Township 30 South, Range 34 East, Mount
Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to
the Official Plat thereof.
Except an undivided h interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Parcel 8: (APN: 442-030-05)
Section 13, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 9: (APN: 442-030-03)
Section 14, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except all the coal and other minerals in the land so patented together with the right to prospect for, mine
and remove the same pursuant to the provisions and limitations of the Act of December 29, 1916 (Star.
862) as reserved by the United States of America in the Patent recorded December 24, 1923 in Book 22,
Page(s) 19 of Official Records.
Parcel 10: (APN: 443-010-02)
Section 23, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 11: (APN: 444-020-16)
Fractional Section 7, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 12: (APN: 444-020-14)
The North half of the North half of Section 8, Township 30 South, Range 35 East, Mount Diablo Base
and Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official
Plat thereof.
Except and reserving to the United States, pursuant to the provisions of the Act of August 1, J 946 (60
Star. 755), all uranium, thorium or any other materials which is or may be determined to be peculiarly
essential to the production of fissionable materials, whether or not of commercial value, together with the
right of the United States through it's authorized agents or representatives at any time to enter upon the
Exhibit A - 2
r.A\2431090.4
lands and prospect for, mine and remove the same as reserved in the Patent from the United States of
America, recorded April 27, 1949 in Book 1612, Page(s) 130 of Official Records.
Parcel 13: (APN: 444-020-03)
Fractional Section 5, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 14: (APN: 444-020-09)
The West half of the Northeast quarter of the Southwest quarter of the Southeast quarter, and the West
half of Section 9, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 15: (APN: 444-040-02)
Section 17, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 16: (APN: 444-040-11)
The West half of the Northeast quarter of Section 16, Township 30 South, Range 35 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kem, State of California, according to the
Official Plat thereof.
Parcel 17: (APN: 444-070-01 & 02)
Fractional Section 3, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel IS: (APN: 444-080-05)
The North half of Fractional Section 5, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kem, State of California, according to the Official Plat
thereof.
Parcel 19: (APN: 444-080-06)
The South half of Fractional Section 5, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kem, State of California, according to the Official Plat
thereof.
Parcel 20: (APN: 444-090-11)
The West half, and the Southwest quarter of the Southeast quarter of Section 8, Township 30 South,
Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kem, State of
California, according to the Official Plat thereof.
Exhibit A - 3
LA12431090.4
Parcel 21: (APN: 444-080-09)
Section 9, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 22: (APN: 444-090-01)
Section 15, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 23: (APN: 444-100-04)
The West half, the West half of the Northeast quarter, the Southeast quarter of the Northeast quarter, and
the Southeast quarter, of.Section 16, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 24: (APN: 444-100-02)
Section 17, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 25: (APN 444-100-07)
Section 21, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 26: (APN: 444-090-07)
Section 23, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the an -incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 27: (APN: 444-110-03)
Section 25, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of Califomia, according to the Official Plat thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles by the Southern Pacific Land
Company by Deed recorded March 13, 1920 in Book 346, Page(s) 421 of Deeds.
Parcel 28: (APN: 444-110-08)
Section 35, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 29: (APN: 444-110-06)
The North half of the Northwest quarter, the Southwest quarter of the Northwest quarter, the West half of
the Southwest quarter, the Southeast quarter of the Southwest quarter, and the East half of Section 36,
Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated area,
County of Kern, State of California, according to the Official Plat thereof.
Exhibit A - 4
LA1743:090.4 '
Parcel 30: (APN: 443-030-16)
Section 25, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 31: (APN: 444-040-13 & 19)
Fractional Section 19, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 32: (APN: 444-060-03)
Section 29, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel33: (APN: 444-120-06)
The Southwest quarter of Section 29, Township 30 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel34: (APN: 444-120-02)
Section 29, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit A - 5
LA12431090.4
EXHIBIT B
EXHIBU B
Appurtenant Property
Parcel 1: APN 444-100-11-00-7 and 444-100-10-004
Fractional Section 19, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 2: APN 444-080-15-00-4 and 444-090-13.00-8
Fractional Section 7, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 3: APN 444-080-02-00-6 and 444-080-01-00-3
Fractional Section 6, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 4: APN 444-060-09-00-8
Section 33, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 5: APN 444-060-05-00-9
The North half of Section 28, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in
the unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 6: APN 444-050-04-00-3
Section 25, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 7i APN 444-050-01-00-4
Section 27, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 8: APN 444-040-15-00-2
Section 21, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 9: APN 444-040-13-00-6 and 444-040-09-00-5
The East half of the Northeast Quarter, the North half of the Southeast Quarter, the South half of the
Southeast Quarter, and the Southwest Quarter of Section 16, Township 30 South, Range 35 East, Mount
Diablo Base and Meridian, in the unincorporated area, County of Kem, State of California, according to
the Official Plat thereof.
Exhibit B - 1
cAU431090.4
Parcel 10: APN 444-030-11-00.7
Section 23, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 11: APN 444-030-08.00.9
Section 13, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 12: APN 444-030-0&00-3
The East half of the Southeast Quarter, the Southwest Quarter of the Southeast Quarter of Section 14,
Township 30 South, Range 35 East, Mount Diablo Base and meridian, in the unincorporated area, County
of Kern, State of California, according to the Official Plat thereof.
Parcel 13: APN 444-030-01-00-8
Section 15, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 14: APN 444-010-10-00-8
Section 11, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel15: APN'444-010-08-00-3
Section 12, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 16: APN 444-010-06-00-7
Fractional Section 1, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 17: APN 444-010-WOO-1
Lots 1 and 2 of the Northeast Quarter, the South half of the Northeast Quarter; and the Southeast Quarter
of Fractional Section 2, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 18: APN 444-010-01-00-2
.Fractional Section 3, Township 30 South, Range 35 East, Mount Diablo Base and Meridian, in the
unincorporated area, County of Kern, State of California, according to the official Plat thereof.
Parcel 19: APN 444-010-13-00-7
The North half of the Northeast Quarter, the Southwest Quarter of the Northeast Quarter, the Southeast
Exhibit B - 2
LA\2431090.4
Quarter of the Northwest Quarter, the West half of the Southeast Quarter, and the East half of the
Southwest Quarter, of Section 10, Township 30 South, Range 35 East, Mount Diablo Base and Meridian,
in the unincorporated area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 20: APN 153-110-04-00-9
Section 36, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Except all oil, gas, oil shale, coal, phosphate, sodium, gold, silver and all other mineral deposits contained
in said land, and further reserving to the State of California and persons authorized by the State, the right
to drill for and extract such deposits of oil and gas, or gas, and to prospect for, mine and remove such
deposits of other minerals from said land and to occupy and use so much of the surface of said land as
may be required therefore, upon compliance with the conditions and subject to the provisions and
limitations of Chapter 5, Part 1, Division 6 of the Public Resources Code; as reserved in Patent recorded
June 10, 1958 in Book 2962, Page(s) 503 of Official Records.
Parcel 21: APN 153-180-09-014
The East half of Fractional Section 31, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the unincorporated area, County of kem, State of California, according to the Official Plat
thereof.
Parcel 22: APN 153-180-10-01-6
The West half of Fractional Section 31, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the unincorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Panel 23: APN 153-110-05.01-1
Section 35, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit B - 3
LA\2431090.4
EXHIBIT C
EXHIBIT C
Specific ReNu Easement Locations
[See Attached]
Exhibit C - 1
LM2431090.4
Nordt Sky River Energy Windfarm
AccewStrip . EXHIBITC
APN:1BI-NO-11
REND RESOURCES LLC
Pago 1 of 3 pnges
Description
Situated in a portion of Section 19, Township 30 South, Range 37 But, Mount Diablo Meridian,
In an unincorporated area of the County of Kem, State of California.
A strip, 80.00 fed in width, the centerline of which Is coincident with the centerline of Jawbone
Canyca Road (a Kan County Road), said strip being40 fat perpendicularly distant each side of
the following described catcrune, to wit
COMMENCING AT a 2 lir iron Post monument in concrete with a 2" washer madred "Kem
County Surveyor, Jan 1991, T303 R37B.21, 27, 29. 27' at die Section Career common to
Sections 21, 22, 28, and 29, Township 30 Swth, Rate 37 Past, Mood Diablo Meridian;
ThenceNonh 64.55'59" West a distance ofnpprosimetely 10747.39 fat to the Poltn of
Beginning, said polat being an the east line of the Grantor's lend and the One common to
Sections 19 and 20, township 30 South, Range 37 Bast;
Them from sold POINT OF BEGINNING, Noah W09114" Wen a distance of 333.70 feet;
Thence 36.88 fed along the ore ofa tugam wove left with a OWN of $00.001e114 through a
central anabsof g631'04', subtended by a chard bearing NoM75°25'16" West a chord distance
of 56.83 fact
Thence 231.02 fed along the see ofareverse longest curve right with it radius of 400.60 feet,
through a central angle of 33°0526", subtended by schord basing North 62°0810S" West 227.82
fat;
Thence 230A6 fretalong the arc ofe reverse tangent cure k8 with a mdlm 617200.00 fad,
through a central angle of65°3428", subtended by a chard bearing North 78032'36" West 217.S9
feet
Thence South 63930'10" West a distance of354.33 feet;
Thance $53.70 fbet along the are ofa hngmt curve right with a redfus of 675.00 feet, through a
central mate of 72°2751", subtended by a chard bearing North 7501S'S4" Wes a chord distance
of 797.93 feet;
ThmceNorth 39901'S9° Wen a distance 9f763.12 fat;
Thanes 403.76 feet along the are ofa tangent cum left with a tadioa of 400.00 feet, through a
central angle of Sr$0'010, subtended by a chord hearing North 67°56'39" Wes a chord distance
of 386.83 fat;
Tbeace 344M fat along the are ofa reverse maget curve right with a radius of 1130.00 feet,
through a central angle of 17°&130, subtended by a chord beating North 8800734" West 343.22
feet;
North Sky River Energy Wutdfaem
Accen Ship EXHIBIT C
Page 2 of 3 pages
Thence 241.79 feet along the arc of a revenue tangent curve left with o radius of 300.00 reel.
through a central angle ofW10'40, suit mined by a chord hearing BAuth 77 30'S0" West 235.30
fect;
Thence 265.24 fact along Oro are of a rovers [argent eurve right with a radius cf 300.00 hak
through a control angle of 50001166, subtended by a chord bearing South 79943,100 West 256.69
het;
Thence North 74055'07" West a dlsrerca of 298.17 het;
Thence 31.61 far along the ore of a tong®[ curve right with a radius of 200.00 Res, tluougb a
central angle of 09"0320", subtended by a chord bearing Nord 70123127" Wart a abord distance
of 3131 feat;
Thence 20135 hat along the arc of a rooms tangent curve left with a radius of 2018.26 fear,
through a centre! angle of05%Z58", subtended by a chord bearing Nord 68"43'16" West201.26
feet;
Thence 350.8E her along the ctc of a compound [mourn curve left with a radius of 6W.00 fags,
through a central angle of 3303WI4" , subtandd by a chord bearing North 88.19'52" Wert a
chord distance of 345.87 het;
Thence Booth 74"ST01" Wait a distance of 47436 fact;
Thence 223.56 hot along the gm ofa integral curve tight whh a radius of 500.00 feet, thraugb a
central angle of 2513704", subtended by a chord bearing South 87-43-33' Wait a chord distance
of 221.70 her
Thence North 79"27155" West a distance of 17033 het;
Thence 499.10 feel Along Use em ofs INWM curve left with a redlus of 1400.00 het, through a
central angle of 20'02'43", subtended by a chord bearing South 890291170 Watt a chord eflol
ofopproaimctely 48731lat and lbom terminating on do west line of the Grwom's Iced, sad
lambent nt beam Nord 78033'27' East 19263.34 red ito a a 1 lir Icon Port illustrated with a 2
IR" been cap [readied "US Oes nd Land O1Ra SwM,1937,'A 8211328 730E R369" at the
quaner Section comarmmana to Sections 21 and29. Township 30 Sou06 Range 36 prat,
Moues Diablo Maddli m. '
EXCW MO THEREFROM than pardons lying within the City of Los Angeles property,
being AFN 18108034.
The sidelines if amid strip shall be longthetad or shortened so or to letctseet the east and west
lines of said Orantnes lad.
The Basis d3carlAp for this deaaip0om Is The ColUomin Coordinate System, Zone 5, NAD
93, Epoch 2002.00 (arid). All distenoea am also grid. Multiply distanam by 1.0001543 to obtain'
ground disrgnces.
The abevedeaedbed strip contains S.11 saes, mac or late.
Nor"ky River Energy Windfarm
Accem Strip EXHIBIT C .
Paga3 of 3 paw
End of Deaeripdon
Dale: L 2 D 11)
David J Strinpw, P4 W6 o
AS DEPICTED ON
EXHIBIT C-1
9
CITY OF LOS ANGI
APN181-080-34
,446 a CANYON ROAD $
SECTION 19
7vj�
Nam 114
T30S,
R37E,
MDM
P.Ok
Rev 39 66'W
1a74z39(1x)
RENU RESOURCES LLC
APN 181-080-11
N
1�
LWF TAM
CURVE TABLE \
UNE 9EARa10 ONfANf2
CWIVC
/ LEN6W4
RA9019
DELTA
Ll N79 3Y 27'E 1$20334
CI
BMW
=00
06-31*04"
L2 NTT 09' 44'W 3U.70
C2
231.62
4MOD
33'GV '
U Saa' w 10'IY 35633
C3
230.06
20D.00
95-34-W
L4 N36' 01' 39'W 253.03
C4
653.70
673.00
7217,31'
L5 1474' 35' 67'W 29a.67
CS
403.76
400.00
STSO'01'
L6 574' 53' 01'W 474.30
to
344.5%
1130.00
17'}6'IT
LT. N79. 27' 35'W 17633
C7
241.70
300A0
4aT0'46'
C6
283.24
300.00
5a7a'2a'
C9
31.61
200.00
Da93YC
eta
201.36
20I&2a
05'42'56'
e11
350.65
a60.00
3310'IP
/
Cla
223A0
500.00
2377'04'
C13
469.00
1400.00
200Y4t
THROUGH RENU'RESOURCES PR
CRI+IGEN MOUNT DIABLO MERIo N
RECORDERS MEMO: POOR RECORDED
REPRODUCTION DUE TO QUALITY OF PRINT OR
TYPE ON ORIGINAL DOCUMENT.
North Sky River Energy Windfarm
AccesaSMp EXHIBIT C
APN:161.00MO
REND RESOURCES LLC
Page I of 2 pages
Description
Situated In a portion of Section 21, Township 30 301104 Range 37 East, Mont tHablo Meridlan,
In un urdsatpomted area of the County ofXCM State of Cetifornia.
A strip 00.00 het in width, the centerline ofwhkh Is coincident with the centerline of Jawbone
Canyon Road (a Kam County Rasd3, aaudng them the easterly line of gild Section 21 to the
werteriy Sae of sdd Section 21. sold strip being 40 that perpendicularly dWaat coach side of the
Jbllowtog described contortion, to wit:
COMMENCING AT a 2 lir Icon Post monwnent in eaxrelewith a 2" washer merited "Ken
County Surveyor, Jar 199IJ30S 13711, 21, 22, 28, 27" at the Section Comer comma to
Sections; 21, 22, 28, and 29 Township 30 South, Raoga 37 East, Maud Diablo Meridian;
Theme Noah 00"0512" Wart 170M het along the Section line common to Sections 21 and 22,
said Township and Range, to the Point of Beginning, add point being on the east Sae ofth r
Orestes Ind and the centerline of Wd Jawbone Crmym Rood; -
Thence ftom mid POINT' OP BEGINIMIG, North SS002180 Wert a distance of 167A7 feet;
Thence Noah SC492I" Wee a distance of 14SS.67 feat;
Thence 320.09 het along the sm of a tangent am right with a radius of I100.00 fan, through a
coital angle of 4r,12199, subtended by achord basing North35e2TS3" Wed a chord distance
of 801.23 feet;
no=North 14e0674" Wee a distance of 521 S6 het;
Thence 191.97 fat dongthe we of tangent curve lea with a radius of 150.OD feat, through a
central angle of 73"19'35", subtended by achord taming Noah SD"46T 1" Wart a chow distance
of 179.13 feel, '
Therm 702.91 fat along the we of reverse tangent curve right with a radius of 7770.24 he,
through a central angle of 050IO'59", mbtanded by chord baring North 949SOW West 702.67
feet to a point;
Thence 332,3Dhat alongthe amofacomposed tangent curve tight with amdusof325.00feet,
through a central angle of 58"34'58", subterded by a chord bearing Noah 52"57W' West a
eborddistanceof318.01 NO;
Trace North 23040'01" West a distance of 13L12 het;
Thence 390.39 fat along the am oft tangent curve loft with a radius of 450.00fee% through a
central angle of 49042'tI", subtended by a chord hearing North 489311it)" Weal a chord distance
of 378.26 he;
North Sky River Energy Windfano
Access Strip EXHIBIT C
Poge2of 2pages
Theme NoAK73022'19" West a distance of298.33 red;
Them 53.64 feet along the arc of a tangent curve rightwith a radius of600.00 feet. through a
central angle of 05W21", subterded by a chord bearing North 70048'38" West a chord distance
of 53.63 feel;
Theo 724.14 fact slang the are of a reverse langetd curve loll whh a radius of 6W8.00 feet,
through a antral angle of 06'54'S4", subtended by a chard hearing North 71042'25' Wert 723.70
feet to a point;
Thence North 75'09'S2" West a distance of approximately 92a64 feat to the Section Line
common to Sections 20 and 21, said TowmWp and Rabge, and there terminating on the west line
of the Grenwe9 had. aid terminus bew Worth S6417101" West 6363.00 feat from old 21n"
ion port mouumtnt in concrete with e2" wl*w at the Section Comer commons to Sections 21,
22, 28, and 29, Township 30 South, Range 37 Ew%Mecum Diablo Meddlan.
EXCEBTTNO TMWROM those portions lying within the City of Los Angeles pipeline
ptopmcy, being APN 19108029 and transmission line properly, APN 18101033.
The ddelhw of said step shell be lengthened or shortened so an to intersect the can and west
tines of said Grantees land.
The ants of Beatings far this description iaThe California Constitute System, Zone 5, NAD
83, Epocb 2002 00 (Orld). All distances are she grid. Multiply distances by I.0001S45 to obtain
ground disttmm.
The above described strip contains 11.2 came, Mora or leas, net.
Eod otDescdption
Data, J'J Z. Z_o
David J Stringer, PLS 5590
AS DEPICTED ON
EXHIBIT C-1
LINE TABLE
CURVE TABLE
UNE
O BEIIRIMO OWANCE
MVE O LENGTH
RADIUS
OEL7R
Ll
NW O2' IO'W
167.47
CI
020.00
1100.0D
42.42-W
L2
N14' DO' 24W
MAD
C2
101.07
15M
73-IVW
L0
fJZW 40' 01'W
130,12
C3
70ZW
0.2
L4
N7Y 18'W
296.32
72
SBJ
L9
\
MY OW 0!' SYW
O20.B/
C6
CO
DODAO
60.64
4WOO
GWOO
49yY16'
08'07'21'
C7
724,14
OOOyAD ,
08.34-SC
SECTION 21
T305, R37E, MOM
\
4s+yy�� \ C
�4
RENU RESOURCES, LLCM \�
APN 181-080-30 \ �.
RENU RESWRCEA LLC
CRI+IGEN WWA"DIABLOWIMA
RECORDERS MEMO: POOR RECORDED
REPRODUCTION DUE TO QUALITY OF PRINT OR
TYPE ON ORIGINAL DOCUMENT.
EXHIBIT D
EXHIBIT D
Specific Vernon Easement Locations
[See Attached]
Exhibit D - 1
LM2471090.4
EXHIBIT D
CITY OF VERNON ACCESS ROAD EASEMENT SECTION 21
APN: 444-100-07
A PORTION OF SECTION 21, TOWNSHIP 30 SOUTH, RANGE 36 EAST, MOUNT
DIABLO BASE AND MERIDIAN, LYING IN KERN COUNTY, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
BEING A STRIP OF LAND 80 FEET WIDE, SAID STRIP BEING 40 FEET
PERPENDICULARLY DISTANT EACH SIDE OF THE CENTERLINE OF SAID STRIP OF
LAND DESCRIBED AS FOLLOWS
COMMENCING AT THE SOUTHEAST CORNER OF SECTION 21, TOWNSHIP 30
SOUTH, RANGE 36 EAST, MOUNT DIABLO BASE AND MERIDIAN; THENCE FROM
SAID POINT OF COMMENCEMENT ALONG THE EAST LINE OF SAID SECTION 21
NORTH 0204345" WEST 180.17 FEET TO THE TRUE POINT OF BEGINNING OF THE
CENTERLINE OF SAID 80 FOOT WIDE STRIP OF LAND; SAID POINTALSO BEING
THE CENTERLINE OF AN EXISTING PAVED ROAD; THENCE FROM SAID TRUE
POINT OF BEGINNING, LEAVING. SAID SECTION LINE ALONG THE CENTERLINE
OF SAID PAVED ROAD THE FOLLOWING COURSES.
SOUTH 75036'34" WEST 79.91 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 560.00 FEET,
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 126.02 FEET
THROUGH A CENTRAL ANGLE OF 14"26'29'; THENCE
SOUTH 61010'05" WEST 232.63 FEET TO A POINT ON THE SOUTH LINE OF SAID
SECTION 21 AND THE END' OF THE CENTERLINE OF SAID 80 FOOT WIDE STRIP OF
LAND.
THE SIDELINES OF SAID 80 FOOT STRIP TO BE LENGTHENED OR SHORTENED TO
SAID SOUTH AND EAST LINES.OF SAID SECTION 2t.
AS DEPICTED ON EXHIBIT D-1
EXHBIT D•1
LEGEND
— — - — - — CL 80' ACCESS EASEMENT
EASEMENT LINES
EXISTING ACCESS ROADWAY
SECTION LINE CITY OF
POC POINT OF COMMENCEMENT 444-0
POB POINT OF BEGINNING
A=14'26'29
R-500.00'
L-126.02'
80'--\
CL 80' ACCESS EASEMEN
N61'10'05"E 232.63=
2/ 22 180.1 /- TIE
N89046'14"W 28 I \ 27
`POC, SEC CDR
I
DETAIL 1"=250'
CITY OF VERNON
SEC. 21, T JOS, R ME
444-100-07 SEE DETAIL
CL 80' ACCESS EASEM
Be
2l
BLM EXISTING PAVED ROAD
444-120-04
PORT/ON
SEC. 28, T 303, R 36£
8LM
444-120-04
CITY OF
VERNON
CONSULTING
PUINNINO•YN lI IND-CO�UY om
uro wi=, am=m0. wnr.a.a,nmam�wsreluslaaarera Ir2rler+uno r.
F:
IW ISEC 15, T 305, R 36£
CITY OF VERNON
444-090-01
16 /5
21 22 — — — —
11A—EXISTING JAWBONE
"p CANYON CO. ROAD
I "••a oa
1"1000'
"a
,p N
r"
P
a
I. N
I SEC 22, T 305, R 36E
BU1
444-110-01
POB
28 F� — —
I ` POC, SEC CDR
SEC. 27, T 305, R 36E
I Af47'HEWS FAM/1Y TRUST
444-110-01
I
;,-,.;,sera
ENERGY Q
RESWROES
VERNON OFFSITE.DWG
EXHIBIT D
CITY OF VERNON ACCESS ROAD EASEMENT SECTION 23
APN: 444A90-07
A PORTION OF SECTION 23, TOWNSHIP 30 SOUTH, RANGE 36 EAST, MOUNT
DIABLO BASE AND MERIDIAN, LYING IN KERN COUNTY, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
BEING A STRIP OF LAND 80 FEET WIDE, SAID STRIP BEING 40 FEET
PERPENDICULARLY DISTANT EACH SIDE OF THE CENTERLINE OF SAID STRIP OF
LAND DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SECTION 23, TOWNSHIP 30
SOUTH, RANGE 36 EAST, MOUNT DIABLO BASE AND MERIDIAN; THENCE FROM
SAID POINT OF COMMENCEMENT ALONG THE EAST LINE OF SAID SECTION 23
SOUTH 00036'06" EAST 535.65 FEET TO THE TRUE POINT OF BEGINNING OF THE
CENTERLINE OF SAID 80 FOOT WIDE STRIP OF LAND; SAID POINT ALSO BEING
THE CENTERLINE OF PAVED EXISTING JAWBONE CANYON COUNTY ROAD;
THENCE FROM SAID TRUE POINT OF BEGINNING, LEAVING SAID SECTION LINE
ALONG THE CENTERLINE OF SAID PAVED JAWBONE CANYON COUNTY ROAD
THE FOLLOWING COURSES.
NORTH 60044'10" WEST 596.60 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHWESTERLY ALONG THE ARC OF SAID CURVE 15.13 FEET
THROUGH A CENTRAL ANGLE OF 01°44'00"; THENCE
NORTH 62028'10" WEST 311.79 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 400.00 FEET;
THENCE WESTERLY ALONG THE ARC OF SAID CURVE 279.90 FEET THROUGH A
CENTRAL ANGLE OF 40005'35' , THENCE
SOUTH 7702614" WEST 210.27 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 1400.00 FEET;
THENCE WESTERLY ALONG THE ARC OF SAID CURVE 527.86 FEET THROUGH A
CENTRAL ANGLE OF 21036'11"; THENCE
NORTH 80°57'35" WEST 408.74 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 700.00 FEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 609.41 FEET
THROUGH A CENTRAL ANGLE OF 49052'50'; THENCE
SOUTH 49009'35" WEST 781.70 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTHWEST, HAVING A RADIUS OF 1500.00 FEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 243.80 FEET
THROUGH A CENTRAL ANGLE OF 09-18'45'; THENCE
SOUTH 58028'20" WEST 868.58 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTHEAST, HAVING A RADIUS OF 3000.00 FEET;
THENCE SOUTHWESTERLY ALONG THE ARC OF SAID CURVE 507.12 FEET
THROUGH A CENTRAL ANGLE OF 09041'OT ; THENCE
SOUTH 48047'13" WEST 390.59 FEET TO A POINT ON THE WEST LINE OF SAID
SECTION 23 AND THE END OF THE CENTERLINE OF SAID 80 FOOT WIDE STRIP OF
LAND.
THE SIDELINES OF SAID 80 FOOT STRIP TO BE LENGTHEND OR SHORTENED TO
SAID EAST AND WEST LINES OF SAID SECTION 23.
AS DEPICTED ON EXHIBIT D-1
EXHIBIT D-1
LE
— - — - — - — CL 60' ACCESS EASEMENT
EASEMENT LINES
-. EXISTING ACCESS ROADWAY
SECTION LINE
POC POINT OF COMMENCEMENT
POB POINT OF BEGINNING
� BLM
SEC.I 14, T 30S, R 16E
15� 14 444-090-03
22 23 _
C1
CL'80'IACCESS EASEMENT ' C4 L4 L3 C2
,tj LY � L5 Li
80' C5 PI
40 •' 6 p 475�'16�E
91.23
U- %��� S£C. 23, T 30S. R 36E
LJ CITY OF VERNON
444-090-07
-EXISTING JAWBONE
yr' I CANYON CO. ROAD
N
1'=1000'
REND RESOURCES, Lft
SEC. 13, r M9, R 369
444-090-M
r POC. SEC COR
14 13 _ _ -
23 24
535.65' TIE
BLM
SEC 24, T30
R36E
444-090-06
h � I
22 23
2 26 — — — —
SEC, 26, T 305, R 36E — — 23 24
I BLM 26125 — — -
444-110-02
4�CONSULTING F-xTera
wLNNNINO • M MNm11NO.0YNRNYT ON E N E_ R G Y
,.,..
,iY law. BWb]04 W,NNCw,M.ONMJ,BISM (Y161B9bEABBTY. (Bb1 D3MItOFu RES0URCE8
F:/PROJECTS/101025/OWG/SURVEY/EASEMENTS\ VERNON OFFSITE.OWG
EXHIBIT D
CITY OF VERNON ACCESS ROAD EASEMENT SECTION 29
APN: 444-120-02
A PORTION OF SECTION 29, TOWNSHIP 30 SOUTH, RANGE 36 EAST, MOUNT
DIABLO BASE AND MERIDIAN, LYING 1N KERN COUNTY, STATE OF CALIFORNIA,
DESCRIBED AS FOLLOWS:
BEING A STRIP OF LAND 80 FEET WIDE, SAID STRIP BEING 40 FEET
PERPENDICULARLY DISTANT EACH SIDE OF THE CENTERLINE OF SAID STRIP OF
LAND DESCRIBED AS FOLLOWS:
COMMENCING AT THE WEST 1/4 CORNER OF SECTION 29, TOWNSHIP 30 SOUTH,
RANGE 36 EAST, MOUNT DIABLO BASE AND MERIDIAN; THENCE FROM SAID
POINT OF COMMENCEMENT ALONG THE WEST LINE OF SAID SECTION 29 NORTH
03026'41" EAST 147.38 FEET TO THE TRUE POINT OF BEGINNING OF THE
CENTERLINE OF SAID 80 FOOT WIDE STRIP OF LAND; SAID POINT ALSO BEING
THE CENTERLINE OF AN EXISTING PAVED ROAD; THENCE FROM SAID TRUE
POINT OF BEGINNING, LEAVING SAID SECTION LINE ALONG THE CENTERLINE
OF SAID PAVED ROAD THE FOLLOWING COURSES.
NORTH 55°09'37" EAST 163.74 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 40.95 FEET
THROUGH A CENTRAL ANGLE OF 04°41'34' , THENCE
NORTH 59051'11" EAST 244.62 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 12.35 FEET
THROUGH A CENTRAL ANGLE OF 01-24'56"; THENCE
NORTH 58026'15" EAST 246.53 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 7.43 FEET THROUGH
A CENTRAL ANGLE OF 00'51'05' , THENCE
NORTH 59017'20" EAST 392.99 FEETTO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 1500.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 552.34 FEET
THROUGH A CENTRAL ANGLE OF 21°05'52"; THENCE
NORTH 80023'12" EAST 606.38 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 375.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 467.26 FEET
THROUGH A CENTRAL ANGLE OF 71 °23'31"; THENCE
NORTH 08°59'41" EAST 140.83 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE EAST, HAVING A RADIUS OF 250.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 267.10 FEET
THROUGH A CENTRAL ANGLE OF 61°12'57'; THENCE
NORTH 70012.38" EAST 612.49 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 500.00 FEET,
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 16.66 FEET
THROUGH A CENTRAL ANGLE OF 01054'33"; THENCE
NORTH 72007'11" EAST 247.97 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 600.00 FEET;
THENCE NORTHEASTERLY ALONG THE ARC OF SAID CURVE 79.31 FEET
THROUGH A CENTRAL ANGLE OF 07°34'24' ; THENCE
NORTH 64°3247" EAST 111.04 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 325.00 FEET,
THENCE EASTERLY ALONG THE ARC OF SAID CURVE 156.88 FEET THROUGH A
CENTRAL ANGLE OF 270392& -, THENCE
SOUTH 87047'47" EAST 193.58 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 700.00 FEET;
THENCE EASTERLY ALONG THE ARC OF SAID CURVE 109.49 FEET THROUGH A
CENTRAL ANGLE OF 08-57.43"; THENCE
SOUTH 78°50'05" EAST 64.15 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE NORTH, HAVING A RADIUS OF 1500.00 FEET;
THENCE EASTERLY ALONG THE ARC OF SAID CURVE 267.42 FEET THROUGH A
CENTRAL ANGLE OF 10012'52'; THENCE
NORTH 89002'57" WEST 826.95 FEET TO THE BEGINNING OF A CURVE CONCAVE TO
THE SOUTH, HAVING A RADIUS OF 300.00 FEET;
THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE 164.60 FEET
THROUGH A CENTRAL ANGLE OF 31026'13' ; THENCE
NORTH 57036'"' WEST 245.42 FEET TO A POINT ON THE EAST LINE OF SAID
SECTION 29 AND THE END OF THE CENTERLINE OF SAID 80 FOOT WIDE STRIP OF
LAND.
THE SIDELINES OF SAID 80 FOOT STRIP TO BE LENGTHENED OR SHORTENED TO
SAID EAST AND WEST LINES OF SAID SECTION 29.
AS DEPICTED ON EXHIBIT D-1
EXHIBIT D-1
LECIM
— - — - — - — CL 80' ACCESS EASEMENT
"- ------ EASEMENT LINES
EXISTING ACCESS ROADWAY
SECTION LINE
POC POINT OF COMMENCEMENT
POS I POINT OF BEGINNING
SEC. 20, T MA R 36
aw
444-IW-09
19 20
30129
I
CL 80' ACCESS EASEMENT
L8 L9
£
I
20 21 —
29 28
L11
L10 L13 BLM
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ENERGYPI
RESOURCES
EXHIBIT E
EX rr E
ReNu Easement Property
EASTERN SOLAR LAND
Parcel 1: (APN 153-140-05)
Section 9, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the unincorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 2: (APN: 153-140-07)
The East half of Fractional Section 7, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 3: (APN: 153-140-08)
The West half of Fractional Section 7, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 4: (APN: 153-130-05)
Section 11, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area. County of Kem, State of California, according to the Official Plat thereof.
Parcel 5: (APN: 153-I50-02)
The Northeast quarter, the East half of the Northwest quarter, the Northwest quarter of the Northwest
quarter, the North half of the Southeast quarter, and the Southeast quarter of the Southeast quarter of
Section 15, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel.6. (APN: 153-150-04)
Section 13, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 7: (APN: 153-160.02)
Section 17, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel S: (APN: 153-160-06)
The Northeast quarter, the Northeast quarter of the Southeast quarter, the Northeast quarter of the
Northwest quarter, and Lots 1 and 2, of Fractional Section 19, Township 29 South, Range 36 East, Mount
Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to
the Official Plat thereof.
Exhibit E - 1
uu43io9o.4
Parcel 9: (APN: 153-160-04)
Section 21, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 10: (APN: 153-150-06)
The East half of the East half, the Southwest quarter of the Southeast quarter, and the South half of the
Southwest quarter, of Section 23, Township 29 South, Range 36 East, Mount Diablo Base and Meridian,
in the un-incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 11: (APN: 153-170-03)
Section 25, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 12: (APN: 153-170-04)
The Northwest quarter of the Northwest quarter, the East half of the Northwest quarter, the Northeast
quarter, and the South half of Section 36, Township 29 South, Range 36 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except all oil, gas, oil shale, coal, phosphate, sodium, gold, silver and all other mineral deposits contained
in said land, and further reserving to the State of California and persons authorized by the State, the right
to drill for and extract such deposits of oil and gas, or gas, and to prospect for, mine and remove such
deposits of other minerals from said land and to occupy and use so much of the surface of said land as
may be required therefor, upon compliance with the conditions and subject to the provisions and
limitations of Chapter 5, Part I, Division 6 of the Public Resources Code, as reserved in Patent recorded
June 10, 1958 in Book 2962, Page(s) 503 of Official Records.
Parcel 13: (APN: 153-240-14)
The Southwest quarter of Section 29, Township 29 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles, by Deed recorded March 13, 1920
in Book 346, Page(s) 421 of Deeds.
Also except that portion of said Southwest quarter, granted to the City of Los Angeles by Deed recorded
September 20, 1973, in Book 4804, Page(s) 2459 of Official Records.
Parcel 14: (APN: 153-240-12)
Section 31, Township 29 South, Range 37 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles, by Deed recorded March 13,
1920, in Book 346, Page(s) 421 of Deeds.
Exhibit E - 2
LA12431090.4
Also except that portion of said section, granted to the City of Los Angeles by Deed recorded September
20, 1973 in Book 4804, Page(s) 2459 of Official Records.
Parcel 15: (APN: 153-240-16)
The South half of the Northwest quarter, the Southwest quarter of the Northeast quarter, the West half of
the Southeast quarter, and the Southwest quarter, of Fractional Section 33, Township 29 South, Range 37
East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of California,
according to the Official Plat thereof.
Except a strip of land 250 feet wide granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2456 of Official Records.
Parcel 16: (APN: 191-020-02)
Fractional Section 5, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 17: (APN: 181-020.13)
Fractional Section 9, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern. State of California, according to the Official Plat thereof.
Except a strip of land 250 feet wide granted to the City of.Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2456 of Official Records.
Parcel 18: (APN 444-070-05)
The North half, and the Southwest quarter of Fractional Section 1, Township 30 South, Range 36 East,
Mount Diablo Base and Meridian, in the unincorporated area, County of Kern, State of California.
according to the Official Plat thereof.
WESTERN SOLAR LAND
Parcel 19: (APN: 153-070-02)
Lots 1 and 2 of the Northeast quarter, the East half of Lot 2 of the Northwest quarter, the North half of the
Southeast quarter, and the Southeast quarter of the Southeast quarter, of Fractional Section 3, Township
29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of Califomia, according to the Official Plat thereof.
Parcel 20: (APN: 153-070-03)
The Southwest quarter of the Southwest quarter of Fractional Section 3, Township 29 South, Range 35
East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kem, State of California,
according to the Official Plat thereof.
Parcel 21: (APN: 153-070-07)
Exhibit E - 3
LA\2431090.4
Section 11, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 22: (APN: 153-090-08)
Lots 1 and 2 of the Northeast quarter, and the Southeast quarter of Fractional Section 5, Township 29
South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kom,
State of California, according to the Official Plat thereof.
Parcel 23: (APN: 153-080-02)
Lots 1 and 2 of the Northwest quarter, and the Southwest quarter of Fractional Section 5, Township 29
South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof.
Parcel 24: (APN: 153-080-05)
The Southeast quarter of Section 8, Township 29 South, Range 35 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Parcel 25: (APN: 153-090-04)
Section 9, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 26: (APN: 153-090-01)
Section 15, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 27: (APN: 153-090-03)
Section 13, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof
Parcel 28: (APN: 153-100-03)
Section 17, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof -
Parcel 29: (APN: 153-100-10)
Section 21, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof
Parcel 30: (APN: 153-090-05)
Section 23, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit E - 4
LM2431090.4
Parcel 3 1: (APN: 153-110-03)
Section 25, Township 29 South, Range M East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel32: (APN: 153-110.01)
Section 27, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel33: (APN: 153-120-02)
Section 29, Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 34: (APN: 153-120-04)
The North half of the Northeast quarter, and the Northeast quarter of the Northwest quarter of Section 28,
Township 29 South, Range 35 East, Mount Diablo Base and Meridian, in the un-incorporated area,
County of Kern, State of California, according to the Official Plat thereof.
Parcel 35:(APN:153.120-07)
The East half of the Northeast quarter, the Northwest quarter of the Northeast quarter, the East half of the
Southeast quarter, and the West half of Section 33, Township 29 South, Range 35 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to the
Official Plat thereof.
EASEMENT PARCELS
Parcel 36: (APN: 153-170-01)
Section 27, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 37:(APN:153-180-12)
The East half of the Southeast quarter of Section 28, Township 29 South, Range 36 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to the
Official Plat thereof.
Except 1/1 a of all coal, oil, gas and other mineral deposits contained in said lands as reserved by an Act
of the Legislature approved May 25, 1921 (Chap. 303, Statutes, 1921), as reserved in the State of
California, in Patent recorded March 29, 1923 in Book 484, Page(s) 42 of Official Records.
Parcel 38:(APN:153-180-02)
The North half of the Northeast quarter of Section 29, Township 29 South, Range 36 East, Mount Diablo
Base and Meridian, in the un-incorporated area, County of Kern, State of California, according to the
Official Plat thereof
Exhibit E - 5
LA@431090.4
Parcel 39: (APN: 153-180-04)
The Southwest quarter of the Southeast quarter, and the Southwest quarter of Section 29, Township 29
South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern,
State of California, according to the Official Plat thereof
Parcel40: (APN: 153-170-06)
Fractional Section 35, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel41: (APN: 181.020.11)
Fractional Section 7, Township 30 South, Range 37 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide, granted to the City of Los Angeles by Deed recorded March 13, 1920
in Book 346, Page(s) 421 of Deeds.
Also except that portion of said section, granted to the City of Los Angeles by Deed recorded September
20, 1973 in Book 4804, Page(s) 2459 of Official Records.
Parcel42: (APN: 181-080-32)
Fractional Section 17, Township 30 South, Range 37 East, Mount Diablo Bast and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Except a strip of land 200 feet wide granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2459 of Official Records.
Parcel 43:.(APN: 191-080-11)
The East half of the Southeast quarter of the Northwest quarter, Lots 1, 2, 3 and 4, and the East half of the
Southwest quarter of Fractional Section 19, Township 30 South, Range 37 East, Mount Diablo Base and
Meridian, in the an -incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except a strip of land 200 feet wide, granted to the City of Los Angeles, by Deed recorded July 21, 1921
in Book 366, Page(s) 229 of Deeds.
Parcel44: (APN: 181-080.30)
The North half of the Northeast quarter, the Southwest quarter of the Northeast quarter, the Northwest
quarter, and the South half of Section 21, Township 30 South, Range 37 East, Mount Diablo Base and
Meridian, in the un-incorporated area, County of Kern, State of California, according to the Official Plat
thereof.
Except a strip of land 250 feet wide, granted to the City of Los Angeles, by Deed recorded September 20,
1973 in Book 4804, Page(s) 2456 of Official Records.
Exhibit E - 6
LA%2431090.4
Also except a strip of land 200 feet wide as granted to the City of Los Angeles by Deed recorded
September 20, 1973'in Book 4904, Page(s) 2459 of Official Records.
Parcel 45: (APN: 131-190-02)
The Northwest quarter and the South half of Section 29, Township 30 South, Range 37 East, Mount
Diablo Base and Meridian, in the in -incorporated area, County of Kem, State of California, according to
the Official Plat thereof.
Parcel46: (APN: 442-020-20)
Section 9, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Except an undivided %a interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Parcel47: (APN: 442-010-10)
The South half of the South half of Section 10, Township 30 South, Range 34 East, Mount Diablo Base
and Meridian, in the un-incorporated area, County of Kem, State of California, according to the Official
Plat thereof. .
Except an undivided Y2 interest in all oil, gas and hydrocarbon substances, within or underlying said land,
as granted to J.C. Walser, also known as John Caswell Walser and Blanche Walser, husband and wife as
joint tenants, in Deed recorded July 9, 1937 in Book 731, Page(s) 490 of Official Records.
Parcel49: (APN: 442-030-01)
Section 15, Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof.
Parcel 49: (APN: 442-040-01)
The West half of the Southeast quarter, and the East half of the Southwest quarter of Section 18,
Township 30 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated area,
County of Kem, State of California, according to the Official Plat thereof.
Parcel SO: (APN: 444-070-09)
Section 11, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kem, State of California, according to the Official Plat thereof,
Parcel51: (APN: 444-090-04)
Section 13, Township 30 South, Range 36 East, Mount Diablo Base and Meridian, in the un-incorporated
area,. County of Kem, State of California, according to the Official Plat thereof.
Parcel 52: (APN 153-051-03)
Exhibit E - 7
LA\2431090.4
Section 25, Township 29 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 53:.(APN 153-070-05)
Lots 1,2,3,4,5,6,7,8,9,10 and 11, the Southwest quarter of the Northeast quarter,; the West half of the
Southeast quarter, and the Southwest quarter of Fractional Section 1, Township 29 south, Range 35 East,
Mount Diablo Base and Meridian, in the un-incorporated area, County of Kem, State of California,
according to the Official Plat thereof
Parcel 54: (APN 153-100-13)
The East half of Section 19; Lot 1 of the Northwest quarter, the North Half of Lot 2 of the Northwest
quarter; and Lots 1 and 2 of the Southwest quarter of Fractional Section 19, Township 29 South, Range
35 East, Mount Diablo Base and Meridian, in the un-incorporated area, County of Kern, State of
California, according to the Official Plat thereof.
Parcel 55; (APN 153-130-03)
Fractional Section 1, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 56: (APN 153-030-05)
Section 13, Township 29 South, Range 34 East, Mount Diablo Base and Meridian, in the un-incorporated
area, County of Kern, State of California, according to the Official Plat thereof.
Parcel 57, (APN 153-130-01)
Fractional Section 3, Township 29 South, Range 36 East, Mount Diablo Base and Meridian, in the un-
incorporated area, County of Kern, State of California, according to the Official Plat thereof.
Exhibit E - 8
LA12431090.4
RECEIVED
FEB 2 8 2012
MAR 0J 2012 CITY ADMINISTRATION
CITY CLEFiK'SOFFICE STAFF REPORT
LIGHT & POWER
DATE: March 1. 2012
TO: Mark Whitworth, City Administrator II
FROM: Carlos R. Fandino, Jr., Director of Light & Power �212�11�
SUBJECT: Vernon — NextEra Specific Access Easement and Resolution
PURPOSE
The City of Vernon entered into a Purchase and Sale Agreement dated February 8,
2010, with North Sky River Energy, LLC (as assignee of Boulevard Associates, LLC), a
subsidiary of NextEra Energy Resources, LLC, for the sale of property in Kern County
for the potential development of renewable resources. Under the Purchase Agreement,
the buyer was granted general access easements over land owned by Vernon, as well
as sub -easements over land owned by ReNu Resources, LLC. Pursuant to the
Purchase Agreement, the buyer has the right to determine specific easement locations
on Vernon land and then amend and restate the general easement to reflect these
specific locations. The City has negotiated an amended and restated access easement
agreement with the buyer in order to put on record the specific easement locations on
the Vernon land and the sub -easements on the ReNu land. This resolution authorizes
the execution of the amended and restated access easement agreement and other
documents deemed necessary or desirable to carry out the purposes thereof.
RECOMMENDATION
It is recommended that the attached NextEra Specific Access Easement and Resolution
be placed on the City Council agenda for consideration and approval at the March 6,
2012 meeting. The attached documents have been approved by the Legal Department.
FISCAL IMPACT
No fiscal impact.
CRF:ah
Attachments