Survey
* Your assessment is very important for improving the workof artificial intelligence, which forms the content of this project
* Your assessment is very important for improving the workof artificial intelligence, which forms the content of this project
This instrument is exempt from recordation and transfer taxes pursuant to §§ 12-108 and 13-207, respectively, of the Annotated Code of Maryland. All correspondence regarding this instrument should refer to Deed No. N62470-04-RP-00201 File No. 4500-N00421-0616 Prepared by: Department of the Navy Naval Facilities Engineering Command Atlantic 6506 Hampton Boulevard, Norfolk, Virginia 23508-1278 QUITCLAIM DEED THIS QUITCLAIM DEED is made this day of , 200__, by and between the UNITED STATES OF AMERICA, acting by and through the Commander, Naval Facilities Engineering Command, Atlantic acting under the direction of the Secretary of the Navy, hereinafter referred to as the GOVERNMENT, and SOUTHERN MARYLAND ELECTRIC COOPERATIVE, INCORPORATED a member-owned electric cooperative organized and existing under the laws of the State of Maryland hereinafter referred to as SMECO. WHEREAS, the GOVERNMENT is the owner of that certain land, as hereinafter described, situated in the County of St. Mary’s, Maryland, and comprising a portion of the land under the cognizance of the Department of the Navy at the Naval Air Station Patuxent River, Maryland, hereinafter referred to as the INSTALLATION; and WHEREAS, pursuant to the terms and conditions of Contract No. N62470-07-R-8199, as modified from time to time, including any extensions thereof or successor contracts thereto, hereafter referred to as the “CONTRACT”, SMECO provides the GOVERNMENT certain services, as more particularly described in said CONTRACT, related to the operation of said INSTALLATION; and WHEREAS, the GOVERNMENT has constructed and is the owner of those certain improvements located on said INSTALLATION land, said improvements being identified as the electric subtransmission and distribution system hereinafter referred to as UTILITY ASSETS, SMECO: defined as follows: 66-KV, 13.8-KV, and 4.16-KV Page 1 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: electrical systems, distribution systems including service laterals to buildings served by the systems up to and including the meter base, current transformer cabinet or weatherhead on the building or structure being served and, in the case of transformers located in the buildings, up to the secondary (lowvoltage) side of the transformers. The UTILITY ASSETS include all buildings, structures and fences that are for exclusive use of the electric sub-transmission and distribution system including, but not necessarily limited to, buildings and structures numbered 650, 650A, 650B, 1457, 2058, 2058A, 2274, 2480, 2459, 8286, and 8207. The UTILITY ASSETS also include street lighting served by the electric sub-transmission and distribution system. The electric sub-transmission and distribution system shall meet the requirements of aforesaid CONTRACT. The electric sub-transmission and distribution system terminate at the points of demarcation as listed in Attachment 1. The UTILITY ASSETS will be used to provide the GOVERNMENT with Utility Services for said INSTALLATION; and WHEREAS, under authority granted to the Secretary of the Navy under the provisions of Title 10, United States Code, Section 2688, as amended, and pursuant to the terms of said CONTRACT, the GOVERNMENT intends to convey by Quitclaim Deed to SMECO, subject to the terms and conditions hereinafter set forth, all right, title and interest of the GOVERNMENT in and to said UTILITY ASSETS; and WHEREAS, the conveyance of said UTILITY ASSETS is in consideration of SMECO’S provision of aforesaid services under CONTRACT, and for the express purpose of allowing SMECO to better perform its obligations under aforesaid CONTRACT. NOW, THEREFORE, for $10.00 (TEN Dollars) and other valuable consideration as set forth in Contract # N62470-07-R-8199, including provision of $464,330.00 in service credits and the obligation to provide $19.8 million in capital upgrades receipt SMECO: Page 2 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: of which is acknowledged, the UNITED STATES OF AMERICA does hereby remise, release and quitclaim to SOUTHERN MARYLAND ELECTRIC COOPERATIVE, its successors and assigns, without any representation, guaranty or warranty, express or implied, and subject to the terms and conditions hereinafter set forth, all of its right, title and interest in and to the following described property: All those certain UTILITY ASSETS owned by GOVERNMENT and located on, over or under following two (2) tracts of land: the the U.S. NAVAL AIR STATION PATUXENT RIVER, MARYLAND (PAX RIVER): All that certain piece or parcel of land lying and being in St. Mary’s County, Maryland, comprising a portion of the lands of the U.S. Naval Air Station Patuxent River, Maryland, and being more particularly described as follows: Beginning at a point as described in the Declaration Of Taking filed Feb. 26, 1942, the point being on the shore line of the Patuxent River at mean high tide, being the western most point of property then leaving river S 24-1/2 W 190.74 feet, thence S 24-1/2 W 297 feet to centerline of Jackson Creek, thence up center of said creek S 46 E 495 feet, S 18 W 495 feet, S 10-1/2 W 1,072.5 feet to a post set at the head of said creek on a knoll by the west side thereof, then running with the ravine and branch the twenty following courses: (1) S 34 06’ W 636.9 feet, (2) S 12-1/4 W 287.76 feet,(3) S 12-1/2 W 192.39 feet, (4) S 3 W 159.72 feet, (5) S 20-1/2 W 114.18 feet,(6) S 30 W 88.44 feet, (7) S 30 W 66.99 feet, (8) S 481/2 W 140.58 feet,(9) S 41 W 135.96 feet, (10) S 21 W 199.32 feet, (11) S 35-1/4 W 125.4 feet, (12) S 17 W 225.72 feet, (13) S 47 W 171.6 feet, (14) S 41-1/2 W 129.36 feet,(15) S 20 W 133.98 feet, (16) S 25-1/2 W 122.1 feet, (17) S 7 W 141.9 feet,(18) S 30 W 260.7 feet, (19) S 3 W 128.04 feet, (20) S 48-1/2 W 69.96 feet to a post SMECO: Page 3 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: set in said branch by a foot path, thence S 37 W 189.42 feet to a marked beech tree by the north side of said branch, thence leaving said branch and running through timber S 2 E 531.3 feet to a post by the north side of a road, thence with the course of an old private road S 62 W 253 feet to a stone set on the south side of said old private road, the northeast corner of a lot conveyed by Francis and Catherine Barber, his wife, to Rose Shorts and Elizabeth Chase, by deed dated Feb. 25, 1930, and recorded in Liber JMM 6, Folio 512, among the land records of St. Mary’s County, running thence with the said road to include said lot 70, to it’s intersection with the northeast side of State Highway No. 235, commonly known as the Three Notch Road, thence running southeasterly with the northeasterly right of way line of the state highway approximately 16,200 feet, to the intersection with the road leading from Hermanville to Peerson, thence with the west side of the last mentioned road, route 712, northeasterly approximately 6,000 feet, thence crossing said road to corner of Stone land, thence N 83-1/4 E 1122 feet, to the southeast corner of said Stone land, thence N 63-3/4 E 2,385.9 feet to a locust post set on the southeastern shore of Pine Hill Creek or pond, thence running and binding with the shore of said pond the eight following courses: (1) S 57-1/4 E 106.26 feet, (2) S 59-1/2 E 198 feet, (3) S 79-3/4 E 341.88 feet,(4) S 63-3/4 E 215.16 feet, (5) S 61 E 114.18 feet, (6) S 521/2 E 94.38 feet, (7) S 78-1/4 58.74 feet, (8) S 85-1/2 E 264 feet, to the gut, thence with the said gut as the water thereof runs S 53-1/2 E 509.52 feet, S 60 E 1,492.26 feet to the mouth of said gut on the shore of the Chesapeake Bay, thence running with and binding on said bay northerly approximately 16,000 feet to the mouth of the Patuxent River at Cedar Point, thence running with said river and binding thereon approximately 28,000 feet westerly to the point of beginning, excepting four (4) land disposals made since 1967 totaling 59.644. Containing in the aggregate, after said exceptions 5,897.95 acres more or less. SMECO: Page 4 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: All as shown on Attachment 2, NAVFAC drawing No. 13003463, dated Jan 8, 2008, attached hereto and made a part hereof. WEBSTER FIELD, SAINT INIGOES, MARYLAND (WEBSTER FIELD): Being all land in the First Election District of St. Mary’s County as identified in the Declaration Of Taking – Civil 1772, date of deed March 9, 1944 containing five parcels. Beginning at an iron pipe, the starting point for Parcel one, thence N 64 06’ E 430 feet more of less to the south side of a county road, Villa Road, and the northwest corner of Parcel two, thence along the said county road the two following courses: (1) N 64 06’ 05” E 268 feet, (2) N 65 30’ 50” E 1,566.12 feet to the westerly line of Grayson Road, a county road, thence binding along the said roadway eight following courses: (1) S 14 02’ 40” E 277.08 feet, (2) S 19 15” 20” E 115.57 feet, (3) S 22 58’ 10” E 220.13, (4) S 20 51’ 20” E 500.88 feet, (5) S 24 32’ 50” E 278.42 feet, (6) S 33 57’ 25” E 119.57 feet, (7) S 41 59’ 05” E 276.73 feet, (8) S 35 58’ 58” E 141.85 feet, thence leaving the road and along side south side of the Parcel two the three following courses: (1) N 88 58’ 18” W 637.79 feet, (2) S 1 28’ 02” W 199.17 feet, (3) S 86 54’ 05” W 1,243.85 feet, thence along Parcel three and four the following two courses: (1) S 36 35’ 55” E 588.78 feet, (2) S 43 19’ 35” W 360 feet more or less to a corner of Parcel five, thence S 31 27’ 58” E 198.09 feet, to the westerly side of a county roadway, Beachville Road, thence binding along the said roadway the seventeen following courses: (1) S 47 39’ 42 W 163.92 feet, (2) S 50 41’ 12” W 199.12 feet, (3) S 50 41’ 12” W 309 feet, (4) S 47 39’ 03” W 100.73 feet, (5) S 46 28’ 40” W 100.79 feet, (6) S 43 05’ 31” W 100.85 feet, (7) S 41 35’ 22” W 100.43 feet, (8) S 41 05’ 58” W 200.75 feet, (9) S 37 48’ 04” W 101.15 feet, (10) S 34 31’ 55” W 100.77 feet, (11) S 33 23’ 30” W SMECO: Page 5 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: 100.67 feet, (12) S 30 42’ 06” W 101.15 feet, (13) S 26 47’ 12” W 101.76 feet, (14) S 20 34’ 18” W 102.77 feet, (15) S 10 52’ 54” W 72.74 feet, (16) S 4 51’ 42” W 1,729.36 feet, (17) S 2 45’ 48” W 203.92 feet, thence leaving the county roadway S 69 34’ 50” W 3,688.00 feet to the mean high water line of the St. Mary’s River, thence in a northwesterly direction along the mean high water line of said river approximately 8,560 feet to Priests Point, thence in a northeasterly direction along the mean high water line of the St. Mary’s River and St. Inigoes Creek, and a branch of the St. Inigoes Creek for a distance of 9,280 feet, to a point on the mean high water line of the St. Inigoes Creek branch, thence S 16 39’ 32” E 1,385 feet to the point of beginning, containing therein five parcels totaling 852.30 acres more or less. As shown on Attachment 3, NAVFAC Drawing No. 1354638, attached hereto and made a part hereof. The UTILITY ASSETS conveyed to SMECO by this QUITCLAIM DEED are located on those two (2) tracts of land identified as Parcels “PAX RIVER” and “WEBSTER FIELD” and shown on two (2) drawings, Drawings Nos. 13003463 and 1354638, respectively, attached hereto and made a part hereof. The property conveyed to SMECO by this QUITCLAIM DEED does not include the hereinabove described INSTALLATION land which INSTALLATION land is retained by the GOVERNMENT. The property conveyed to SMECO by this QUITCLAIM DEED does not include any water and/or mineral rights. SMECO’S rights to occupy and use said INSTALLATION land are as more particularly set forth in said CONTRACT, made by and between the parties hereto concurrently with this QUITCLAIM DEED. THIS QUITCLAIM DEED is made subject to the following terms and conditions: 1(A). Subject to the terms of the Contract, said UTILITY ASSETS are sold “AS IS” and “WHERE IS” and are conveyed without representation, warranty, or guaranty as to quantity, quality, title, character, physical and environmental condition, size or SMECO: Page 6 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: kind, or that said UTILITY ASSETS are in condition fit to be used for the purpose for which intended. 1(B). Said UTILITY ASSETS are located on the INSTALLATION. The GOVERNMENT reserves access to and the right to use of the UTILITY ASSETS in any case in which a remedial or corrective action is found to be necessary after the date of the conveyance of the UTILITY ASSETS. In exercising this right of access, except in the case of imminent and substantial endangerment to human health or the environment, the GOVERNMENT: (1) shall give SMECO reasonable prior written notice of actions to be taken related to such remedial or corrective actions on the INSTALLATION, and (2) make reasonable efforts to minimize interference with the ongoing use of the UTILITY ASSETS. Furthermore, the GOVERNMENT and SMECO agree to cooperate in good faith to minimize any conflict between necessary environmental investigation and remediation activities and SMECO’s use of the UTILITY ASSETS. Any inspection, survey, investigation, or other response, corrective or remedial action undertaken by the GOVERNMENT will, to the maximum extent practicable, be coordinated with representatives designated by SMECO. 1(C). SMECO covenants not to engage in activities that will disrupt required remedial investigation, remedial actions, or oversight activities, should any be required of the GOVERNMENT on the INSTALLATION. The GOVERNMENT and SMECO agree to cooperate in good faith to minimize any conflict between necessary environmental investigation and remediation activities at the INSTALLATION, and the operations and construction activities of SMECO, and successors, lessees, and contractors of SMECO. 1(D). Said conveyance is subject to all outstanding easements and third party rights, whether of record or not. This QUITCLAIM DEED identifies certain outstanding third party rights currently known to the Government, as shown on Attachments 2 and 3. The GOVERNMENT makes no representation regarding the SMECO: Page 7 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: existence or non-existence of any other third party rights not of record. 2(A). The parties hereto acknowledge that the condition of the property as of June 27, 2003, has been documented in an Environmental Condition of Property report commissioned by the GOVERNMENT and received by SMECO. The Government shall continue to be obligated for those environmental matters requiring remedial or corrective action which are set forth in said Environmental Condition Report or otherwise exist prior to the date of this conveyance; 2(B). SMECO hereby accepts all future responsibility and liability for ensuring that said UTILITY ASSETS operate in conformance with all local, state and federal laws, including but not limited to appropriate environmental law and regulation. 2(C). The GOVERNMENT assumes no liability for and SMECO agrees to hold GOVERNMENT harmless from damages for personal injury, illness, disability or death, to SMECO, SMECO’S successors, assigns, employees, invitees, or any other person subject to SMECO’S control or direction, caused in connection with SMECO’S purchase and use of the UTILITY ASSETS. 3. SMECO understands and agrees that it has assumed all responsibility for the operation, maintenance, repair, replacement and upkeep of said UTILITY ASSETS, and any and all other improvements made or installed by SMECO, as necessary for SMECO to fully perform its contractual obligations under aforesaid CONTRACT. 4. In the event of termination for default of the CONTRACT, SMECO understands and agrees that, at the option of the GOVERNMENT, title to said UTILITY ASSETS, and any and all other improvements made or installed by SMECO, together with the right to immediately re-occupy and operate said UTILITY ASSETS, and any and all other improvements made or installed by SMECO, shall revert to the GOVERNMENT by operation of law and according to the SMECO: Page 8 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: terms of the CONTRACT. Upon the request of the GOVERNMENT, SMECO shall execute such documents and assurances as may be necessary to evidence the reversion of said UTILITY ASSETS and any and all other improvements made or installed by SMECO, to the GOVERNMENT. 5. SMECO understands and agrees that during the term of aforesaid CONTRACT, it may not sell, convey, assign, or otherwise dispose of said UTILITY ASSETS to a third party without the express prior written approval of the GOVERNMENT, not to be unreasonably withheld. Any GOVERNMENT approvals for such third party conveyance shall contain such protective rights and guaranties as the GOVERNMENT shall determine necessary and shall require that any sale, conveyance, assignment, or other disposition of said UTILITY ASSETS identify, include and fully subordinate the third party recipient rights and title to said UTILITY ASSETS to the GOVERNMENT’S reversionary rights set forth in this QUITCLAIM DEED or aforesaid CONTRACT. 6. In the case of Base Realignment and Closure (BRAC), the GOVERNMENT, will, consistent with applicable law, use its best efforts to ensure that appropriate utility easements are reserved to SMECO in any conveyance of affected real property. 7. After the expiration of the term of said CONTRACT, SMECO may sell, convey, lease, assign, or otherwise dispose of said UTILITY ASSETS to a third party subject to the express prior written approval of the GOVERNMENT, said approval not to be unreasonably withheld. The GOVERNMENT shall have ninety (90) days for approval of any proposed sale, conveyance, lease, assignment or disposal to a third party. 8. The Commander, Naval Facilities Engineering Command, Atlantic is solely responsible for all determinations to be made by the GOVERNMENT regarding this QUITCLAIM DEED. 9. This QUITCLAIM DEED may be executed in any number of original counterparts, each of which shall be deemed an original SMECO: Page 9 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: of equal validity with the other and one and the same instrument as the other. IN WITNESS WHEREOF, the parties hereto have caused this QUITCLAIM DEED No. N62470-04-RP-00201, written on this and the preceding nine (9) pages, to be executed by their duly authorized officers as of the day and year first above written. UNITED STATES OF AMERICA By: XXXXXXXXXXXXXXXXXXXXXXXX Real Estate Contracting Officer Real Estate Division COMMONWEALTH OF VIRGINIA CITY OF NORFOLK ) ) I,_________________________, a Notary Public for the State at Large, do hereby certify that ________________, whose name as such is signed to the foregoing Quitclaim Deed No. N62470-04-RP00202 has this day acknowledged the same before me in the City and State aforesaid. Given under my hand this _____ day of ____________, 200X. ________________________ Notary Public My commission expires: ____________________. (SEAL) SMECO: Page 10 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: SOUTHERN MARYLAND ELECTRIC COOPERATIVE By: Austin J. Slater, Jr., President-CEO STATE OF ) CITY OF ) I,_________________________, a Notary Public for the State at Large, do hereby certify that AUSTIN J. SLATER, JR., PRESIDENT-CEO of Southern Maryland Electric Cooperative, Inc., whose name as such is signed to the foregoing Quitclaim Deed No. N62470-04-RP-00202 has this day acknowledged the same before me in the City and State aforesaid. Given under my hand this _____ day of ____________, 2009. ________________________ Notary Public My commission expires: ____________________. (SEAL) SMECO: Page 11 of 11 Quitclaim Deed No. N62470-04-RP-00202 USA: ATTACHMENT 1 POINTS OF DEMARCATION NOTES 1. Figures apply to electrical service equipment whose load end nominal voltage is less than 600 volts. 2. SMECO is hereby granted 24-hour access to the points of demarcation. 3. If a point of demarcation is enclosed by the GOVERNMENT to the absolute exclusion of SMECO, then SMECO shall proceed under the terms of the CONTRACT. Examples of enclosures are fences with locked gates, walls, screens, or similar barriers. 4. SMECO owns all meters and associated accessories (base, fuses, enclosures, current transformers, and related equipment.). DEFINITIONS Service: The conductors and equipment for delivering electric energy from the serving utility to the wiring system of the premises served. Service Conductors: The conductors from the service point to the service disconnecting means. Service Drop: The overhead conductors from the last pole or other aerial support to and including the splices, if any, connecting to the service-entrance conductors at the building or other structure. Service-Entrance Conductors, Overhead: The service conductors between the terminals of the service equipment and a point usually outside of the structure, clear of structure’s walls, where joined by tap or splice to the service drop. Service-Entrance Conductors, Underground: The service conductors between the terminals of the service equipment and the point of connection to the service lateral. Service Equipment: The necessary equipment, usually consisting of a circuit breaker(s) or switch(es) and fuse(s) and their accessories, connected to the load end of service conductors to a building or other structure, and intended to constitute the main control and cutoff of the supply. Service Lateral: The underground service conductors between the street main, including any risers at a pole or other structure or from transformers, and the first point of connection to the service-entrance conductors in a terminal box or meter or other enclosure, inside or outside of a structure’s wall. Service Point (Demarcation): The point of connection between the facilities of the serving utility and the premises wiring. Ownership changes at this point. LEGEND M Revenue meter owned by SMECO. S P Transformer, typically a pad-mount or an integral part of a secondary unit substation. X First low voltage isolation device at the structure, typically a circuit breaker at the main distribution panel, or a disconnect switch. Structure Structure or facility served by SMECO. Pole TX Pole-mounted transformer. FIGURES Figure 1: Transformer inside of structure, with or without meter. Figure 1 is a typical installation of a pad-mounted or unit-substation transformer located inside of a building or other structure, with or without a meter. The demarcation point for such a service is: For a pad-mount transformer, the low voltage connection to the secondary bushings. For a unit-substation, the load side connection to the low voltage isolation device, typically a circuit breaker. Distribution Line Structure S P Demarcation Figure 2: Transformer outside of structure, without meter. Figure 2 is a typical installation of a pad-mounted or unit-substation transformer located outside of a building or other structure, without a meter. The demarcation point for such a service is the line side connection of the first isolation device at the structure. The isolation device may be a circuit breaker at a main distribution panel, or a disconnect switch, or other similar device. Distribution Line Structure Service Lateral X Demarcation S P Figure 3: Transformer outside of structure, with meter at structure. Figure 3 is a typical installation of a pad-mounted or unit-substation transformer located outside of a building or other structure, with a meter at the structure. The demarcation point for such a service is: For a self-contained meter, the low voltage connection to the load side of the meter. For a current-transformer rated meter, at the meter enclosure load side connection to the service entrance conductor. Distribution Line Structure Gov’t-Owned Service-Entrance Conductor X Service Lateral M S P Demarcation Figure 4: Transformer outside of structure, with meter at transformer. Figure 4 is a typical installation of a pad-mounted or unit-substation transformer located outside of a building or other structure, with a meter at the transformer. The demarcation point for such a service is: For a self-contained meter, the low voltage connection to the load side of the meter. For a current-transformer rated meter, at the meter enclosure load side connection to the service entrance conductor. Distribution Line Structure Service-Entrance Conductor X Demarcation M S P Figure 5: Transformer on pole, with meter located at pole. Figure 5 is a typical installation of a pole-mounted transformer, with a meter at the pole. The demarcation point for such a service is at the line end of the service drop, typically at the secondary bushing of a pole-mounted transformer. The Government owns the service-entrance conductor, and the service drop. Pole TX Demarcation Service Drop Structure Service-Entrance Conductor X M Pole Figure 6: Transformer on pole, with meter located at structure, outside. Figure 6 is a typical installation of a pole-mounted transformer, with a meter at the building or other structure. The demarcation point for such a service is at the load end of the service drop, typically at a weatherhead located outside of the structure. The Government owns the service-entrance conductor. (Note: Meter is owned by SMECO) Pole TX Demarcation Service Drop Service-Entrance Conductor Structure X ServiceEntrance Conductor M Pole Figure 7: Transformer on pole, without meter. Figure 7 is a typical installation of a pole-mounted transformer, without a meter. The demarcation point for such a service is at the load end of the service drop, typically at a weatherhead located outside of the structure. The Government owns the service-entrance conductor. Pole TX Demarcation Service Drop Structure Service-Entrance Conductor X Pole