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HomeMy WebLinkAboutConstruction, Operation & Maintenance Agreement with Settlers Irrigation for Gemtone CenterELAM & BURKE A Professional Association ATTORNEYS AND COUNSELORS AT LAW Established in 1928 KEY FINANCIAL CENTER 702 WEST IDAHO POST OFFICE BOX 1539 BOISE, IDAHO 83701 July 21, 2000 Gary D. Smith Meridian City Engineer 200 E. Carlton Avenue, Ste. 100 Meridian, Idaho 83642 Re: Settlers Irrigation District/Gemtone Center Dear Mr. Smith: TELEPHONE 208-343-5454 FACSIMILE 208-384-5844 Enclosed please find a copy of the fully executed and recorded Construction, Operation, and Maintenance Agreement, for the Gemtone Center. This document has been recorded with the Ada County Recorder's office as Instrument No. 100056953. If you have any questions, please do not hesitate to contact me. Thank you for your assistance in this matter. Very truly yours, ELAM & BURKE A Professional Association Tiffany Hudak Miller Paralegal thm/dap Encl. cc: Settlers Irrigation District (w/out encl.) This sheet has been added to document to accommodate recording information. CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT GEMTONE CENTER This Construction, Operation and Maintenance Agreement ("Agreement") is entered into this 11th day of July, 2000, by and between Settlers Irrigation District, an irrigation district organized and existing under and by virtue of the laws of the State of Idaho ("Settlers"), Gemtone, Inc., an Idaho corporation ("Developer"), and the City of Meridian, an Idaho municipal corporation ("City") RECITALS WHEREAS, Settlers owns and maintains a system of canals, laterals and ditches for purposes of furnishing irrigation water to its landowners, together with easements to convey water in such canals, easements for ingress and egress, and for the operation, inspection, and maintenance of the canals, laterals and ditches; WHEREAS, Developer owns certain real property, commonly known as Gemtone Center, situated within the NE 1/4, Section 8, Township 3 North, Range 1 East, Boise Meridian, Ada County, Idaho, which real property is identified in Exhibit A appended hereto ("Property"); WHEREAS, Developer has subdivided the Property as Gemtone Center Numbers 2, 3 and 4 ("Subdivision"); WHEREAS, the Property is located within the boundaries of Settlers Irrigation District; WHEREAS, Developer has provided the Property, as subdivided, and has provided the lots in Gemtone Center Numbers 2 and 3 and will provide the lots in Gemtone Center Number 4 with a pressurized irrigation system ("Pressurized Irrigation System"), which Pressurized Irrigation System shall be owned, operated, and maintained by Settlers. CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 1 G:\Dap\WPDATA\3220\57\OOOOI-Agreement.wpl WHEREAS, the pumphouse for said Pressurized Irrigation System is located within the boundaries of the City, and whereas Settlers desires to obtain an easement from the City for ingress and egress, and for the operation, inspection, and maintenance of said pumphouse ("Pumphouse Easement"); WHEREAS, the City desires to grant the Pumphouse Easement to Settlers; WHEREAS, Developer desires to have Settlers deliver water to and through such Pressurized Irrigation System when and as subdivided, and immediately to the lots in Gemtone Center Numbers 2 and 3; WHEREAS, Settlers desires to own, operate, and maintain such Pressurized Irrigation System, and Settlers desires to deliver water to and through such Pressurized Irrigation System for the benefit and best interests of the Property, when and as subdivided, Gemtone Center Numbers 2, 3 and 4 and Settlers. NOW, THEREFORE, in consideration of the promises and the mutual benefits, representations, covenants, undertakings, and agreements hereinafter contained and for good and valuable consideration received by the parties, which consideration and the sufficiency thereof is hereby acknowledged by the parties hereto, Settlers and Developer represent, covenant, undertake, and agree as follows: Statutory Authority -This Agreement is made under and by virtue of the authority of Idaho Code sections 43-330A through 43-330G ("Act") 2, P1l+JJUri~Pd Irri ation Svstem Defined - "Pressurized Imgation System" means the water distribution system and appurtenances for the Property, as subdivided, and for Gemtone Center Numbers 2, 3 and 4, as further described in the Engineering Plans and CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 2 G:\Dap\WPDATA\3220\57\00001-Agreement.wpd Specifications described in Exhibit B, appended hereto and incorporated herein by reference. The Pressurized Irrigation System specifically includes pumps, pumphouses, and related facilities, including electrical power, and also specifically includes a 4 inch diameter mainline, connecting lateral pipelines, valves, service boxes, individual lot delivery lines and facilities, and all related equipment, parts, and materials. Construction of the Distribution Svstem -Prior to the date hereof, Developer constructed the Pressurized Irrigation System for Gemtone Center Numbers 2 and 3 according to the Engineering Plans and Specifications. The Subdivision, if not completed, shall be completed as soon as practical after the date of this Agreement. The pumphouse for the Pressurized Irrigation System for the Subdivision shall also be completed as soon as practical after the date of this Agreement. 4. Construction Requirements: Developer agrees that the Pressurized Irrigation System was constructed according to the standards of the Nampa-Meridian Irrigation District in existence at the time of construction. This Agreement is evidenced by the certification of the Developer's engineer, appended hereto as Exhibit C and incorporated herein by reference. As to the Pressurized Irrigation System for Gemtone Center Number 4, the following requirements shall apply: (a) Water Schedule -A water schedule shall be provided on the Plans and Specifications to demonstrate the adequacy of the pumping plant and the delivery system to deliver water according to the water schedule. The schedule should demonstrate how proposed common areas maybe irrigated during daytime hours and the individual lot landscaping may be watered during the nighttime hours. CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 3 G:\Dap\WPDATA\3220\57\00001-Agreement.wpd (b) Control System -The control system for the pumping plant must be capable of maintaining a constant pressure between 60 P.S.I. and 75 P.S.I. through the entire range of flow up to the projected capacity of the pumping plant. The pumping plant capacity shall provide water to the entire project's landscape area, less the common areas, within a 12-hour time schedule. (c) Ventilation -Adequate ventilation shall be specified for the pump house so that air will convect from foundation levels in the building and out through roof or eave vents to prevent ambient temperatures from rising above manufacturer's recommendations for the control equipment. 5. Substitutions -Developer represents that it has not used different construction procedures or substituted material in lieu of the procedures and materials described in the Engineering Plans and Specifications, unless previously approved in writing by Settlers or Settlers's engineer for any construction activities taking place after the date of execution of this Agreement. Developer shall have no right to use different construction procedures or to use different materials than those described in the Engineering Plans and Specifications, unless previously approved in writing by Settlers or Settlers's engineer. 6. Permits -Developer shall obtain any and all necessary governmental permits and approvals and shall conform to the requirements thereof. 7. Access -Where, if necessary, Settlers shall provide non-monetary assistance to Developer in obtaining access across and through adjacent property to allow Developer to continue and complete the construction of the Pressurized Irrigation System. CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 4 G:\Dap\WPDATA\3220\STOOOOI-Agreement.wpd 8. Pressurized Irn~,ation System Easement -Developer hereby grants to Settlers an easement for the operation, maintenance, repair and replacement of the Pressurized Irrigation System. The location of the easement shall be determined by the location of the pipelines, as finally installed, and the width of the easement shall be five (5) feet on either side of the centerline of each pipeline unless otherwise stated. Developer shall provide to Settlers a recorded copy of the final subdivision plat for Gemtone Center Numbers 2 and 3 clearly depicting the location of the easement, upon recording of those plats. 9. Inspection -Following the construction of any segment of the Pressurized Irrigation System, Developer shall notify Settlers' irrigation consultant, James Moyer, who shall inspect such segment within seventy-two (72) hours of receiving the notice, and within seventy- two (72) hours following such inspection, Mr. Moyer shall notify Developer in writing of any defects found. Developer shall correct any identified defects. If notice of any defects is not provided within such time, such segment shall conclusively be deemed approved and accepted by Settlers, and Settlers agrees thereafter to assume responsibility for the operation, maintenance, repair, and replacement of the Pressurized Irrigation System and the delivery of water to and through the Pressurized Irrigation System. Provided, however, prior to acceptance of the Pressurized Irrigation System and assumption of responsibility for the operation and maintenance of the Pressurized Irrigation System, Developer will provide Settlers with waiver(s) of lien as evidence of Developer's payment for all subcontractors and material suppliers listed on a notarized contractor's affidavit at the time of completion of the construction of any and all segments of the Pressurized Irrigation System. CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 5 G:\Dap\WPDATA\3220\ST00001-Agreement.wpd 10. Cost of Construction -The cost of construction of the Pressurized Irrigation System has been or shall be paid in full by Developer in connection with Gemtone Center Numbers 2 and 3 and shall not be apportioned against the lots in Gemtone Center Numbers 2 and 3, except as herein provided. Any portion of the cost of construction of the Pressurized Irrigation System that is not paid upon completion of construction by Developer or by a third party on Developer's behalf shall constitute a lien against the lots in the Gemtone Center Numbers 2 and 3 securing payment of the balance of the construction cost and payment of interest on any deferred installments of the construction costs. The balance of the construction cost, if any, shall be included in the annual assessments levied by Settlers against Gemtone Center Numbers 2 and 3 or individual lots therein, and any such assessment and its levy and collection shall be, as nearly as practicable, in accordance with the assessment, levy, and collection of other assessments levied upon lands within Settlers Irrigation District. Said annual assessments levied by Settlers shall comply with the requirements of the Act and other relevant provisions of state law. 11. Developer's Construction Warranty -Developer hereby represents and warrants that the Pressurized Irrigation System is free from defects in material and workmanship and has been properly installed so that it is free from defects in material and workmanship and has been properly installed so that it is a fully functioning system which complies with the standards and specifications of Settlers. Developer agrees to replace any portions of the Pressurized Irrigation System which failed because of defects in material, workmanship, or improper installation for a period of one (1) year from the date of installation completion. CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 6 G:\Dap\WPDATA\3220\57\00001-Agreement.wpd 12. Ownership of Distribution System -The Pressurized Irrigation System shall be the property of, and shall be owned by, Settlers, and shall be transferred by Developer upon execution of this Agreement and delivery by Developer of lien waivers to Settlers, by a bill of sale substantially similar to the bill of sale attached as Exhibit D hereto. 13. Operation and Maintenance by Settlers; Assessments for Operation and Maintenance -The Pressurized Irrigation System shall be operated, maintained, repaired and replaced by Settlers, and Settlers may levy and collect nondiscriminatory annual assessments against each lot served by the Pressurized Irrigation System to defray the direct cost and expense of such operation, maintenance, repair or replacement. Upon transfer of the Pressurized Irrigation System from Developer to Settlers, Settlers shall perform all services and furnish all necessary water, materials and equipment in connection with the continued operation, maintenance, repair and replacement of the Pressurized Irrigation System in a timely manner, and Settlers shall do all things necessary to comply with applicable federal, state, or local governmental requirements in connection with the ownership, operation, maintenance, repair and replacement of the Pressurized Irrigation System. Settlers shall deliver water to the point of delivery shown on the Engineering Plans and Specifications (or as mutually agreed otherwise in writing) and through the Pressurized Irrigation System. 14. Future Phases -Developer and Settlers hereby acknowledge and agree that it is their mutual intent to have water delivered, and to deliver water, to and through pressurized irrigation system(s) throughout the Property, as subdivided. Engineering Plans and Specifications for the distribution system for the Pressurized Imgation System for any future phases of Gemtone Center shall be substantially similar to the Engineering Plans and CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 7 G:\Dap\WPDATA\3220\57\00001-Agreementwpd Specifications found in Exhibit B appended hereto, shall be submitted to Settlers for review and approval, and shall be attached hereto prior to construction of such distribution system(s). Settlers shall cooperate with Developer in the execution of any and all subdivision plats in connection with the property. Settlers shall do all things reasonably necessary to accomplish the delivery of water to and through pressurized irrigation system(s) in connection with the Property. All terms and provisions of this Agreement which are currently applicable to Gemtone Center shall automatically apply to all future phases of Gemtone Center after the recording of the final subdivision plat for each phase. 15. Grant of Pumphouse Easement -The City hereby grants the Pumphouse Easement to Settlers for purposes of ingress and egress to and from the pumphouse and for the operation, inspection, maintenance, and repair thereof, at the location described in Exhibit E and depicted in Exhibit F. 16. Representations and Warranties (a) Developer -Developer represents and warrants that: (i) it is a general corporation organized and existing under and by virtue of the laws of the State of Idaho; (ii) it has the capacity to enter into and perform its obligations under this Agreement; (iii) all actions required to authorize Developer to enter into and perform this Agreement have been properly taken; (iv) this Agreement has been properly executed and delivered by Developer and is valid and binding upon Developer in accordance with its terms; and (v) Developer has obtained all permits, licenses, and acknowledgments required to conduct its activities under the terms of the Agreement. CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 8 G:\Dap\WPDATA\3220\57\00001-Agreement.wpd (b) District -Settlers represents and warrants that: (i) Settlers is an irrigation district organized and existing under and by virtue of the laws of the State of Idaho; (ii) Settlers has the capacity to enter into and perform Settlers's obligations under this Agreement; (iii) all organizational and other actions required to authorize Settlers to enter into and perform this Agreement have been properly taken; and (iv) this Agreement has been properly executed and delivered by Settlers and is valid and binding upon Settlers in accordance with its terms. (c) City -The City represents and warrants that: (i) it is a municipal corporation incorporated and in good standing in the State of Idaho; (ii) it has the capacity to enter into and perform its obligations under this Agreement; (iii) all corporate and other actions required to authorize the City to enter into and perform this Agreement have been properly taken; and (iv) this Agreement has been properly executed and delivered by the City and is valid and binding upon the City in accordance with its terms. 17. Indemnity -Developer agrees to protect, defend, indemnify, and hold Settlers and its officers, directors, employees, members, and agents harmless from and against any liability, suits, losses, damages, claims, actions, costs, and expenses of any nature, including court costs and attorney fees, to the extent it arises from a breach of the duties or obligations of the Developer or its agents related to or in connection with its activities under this Agreement and the exercise of any rights or performance of any obligations by Developer hereunder. The obligation to indemnify under the provisions of this Section 17 shall expire five (5) years after the execution of this Agreement, and any action to enforce the obligations of this Section 17 must be commenced within that time. CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 9 G:\Dap\WPDATA\3220\57\00001-Agrcemeut.wpd 18. No Liens -Developer shall allow no liens as a result of any labor performed or materials supplied in connection with the activities of Developer, or its agents or contractors, to attach to the Pressurized Irrigation System or to any adjacent lands held by Settlers. 19. Limitations on Liability. The parties hereto agree that nothing herein contained shall be construed to create a joint venture, partnership or other similar relationship which might subject any party to liability for the debts and/or obligations of the other, except as in connection with this Agreement. In the event any party hereto shall bring any action to enforce a breach of this Agreement, the prevailing party shall be entitled to recover reasonable costs and attorneys' fees from the non-prevailing party. No director, officer, staff member, agent or designee of Settlers shall incur any liability hereunder to the Developer or any other party in their individual capacities by reason of their actions hereunder or execution hereunder. 20. Binding Agreement -The promises, covenants, conditions, and agreements herein contained shall be binding on each of the parties hereto and on all parties and on all persons claiming under them or any of them; and the rights and obligations hereof shall inure to the benefit of each of the parties hereto and their respective successors and assigns. 21. Severability - If any part of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. 22. No Waiver -The failure of a party to insist on the strict performance of any provision of this Agreement or to exercise any right or remedy upon a breach hereof shall not constitute a waiver of any provision of this Agreement or limit such party's right to enforce any provision or exercise any right. CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 10 G:\Dap\WPDATA\3220\57\00001-Agreement.wpd 23. Attorney Fees - In the event of any suit or proceeding by either party herein against the other party arising out of this Agreement or in connection with the activities of Developer, or its agents or contractors, under this Agreement, the nonprevailing party in such suit or proceeding shall pay to the prevailing party such sum or sums as the court shall adjudge reasonable for attorney fees and costs, including such fees and costs on appeal. 24. Interpretation -The validity, meaning, and effect of this Agreement shall be determined in accordance with the laws of the State of Idaho. 25. Recording -this Agreement shall be recorded upon execution in the office of the Ada County Recorder. 26. Notices -All notices permitted or required to be given under the terms of this Agreement shall be in writing and shall be deemed effective upon receipt if sent by first class mail, postage prepaid, and addressed to the respective party hereto as follows or at such other address as a party designates in writing: Settlers Irrigation District PO Box 7571 Boise, ID 83707 Mr. Thomas T. Wright Gemtone, Inc. PO Box 2727 Boise, ID 83701 City of Meridian c/o Gary Smith, City Engineer 200 E. Carlton Ave., Ste. 100 Meridian, ID 83642 CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 11 G:\Dap\WPDATA\3220\57\00001-Agreemen[.wpd IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date first set forth above. GEMTONE, INC. `~~ /~ Thomas T. Wright, , s~ D~~ T(title) SETTLERS IRRIGATION DISTRICT By: ~' Lew a i n e Nlo l 'resident of its Board of Directors Attest: Vicki Keen, Secretary/Treasurer CITY OF MERIDIAN By. ~~,~,~~+a~-~Rr,,,~Robert . Corrie, Mayor Attest: ,a~~~~~y ~g A;~,,~,r~~,,Y~~ r ~f+ ~ ~ ity Clerk ~ ~~ w 9 d ~ a Asr ~~ ~~ ~ ~ ~ ~ ``4 CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 12 G:\Dap\WPDATA\J220\57\00001-Agreement.wpd STATE OF IDAHO ) ss. County of ADA ) X1'1 On this ~ ' day of June, 2000, before me, the undersigned notary public in and for said state, personally appeared Thomas T. Wright, of Gemtone, Inc., known or identified to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she has the authority to execute and executed the same for the purposes therein contained on behalf of Gemtone, Inc. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. ~,. ••..r pp ,~ ;~y~ ~d ~: ~~ ~~ARY 'r ~ ~'~ G ., ~~'~. ••`'•~~~ r o4 ~••''~ STATE OF IDAHO ) ss. County of Ada ) Notary~~Iidfor Idaho Residing at Commission expires r~ On this ~Zt~ day of June, 2000, before me, the undersigned notary public in and for said state, personally appeared Robert D. Come, Mayor, City of Meridian, known or identified to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he has the authority to execute and executed the same for the purposes therein contained on behalf of the City of Meridian. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. ,~' ••. `~ ,~~ ,,, ~ ,, ~ ~,0~ ~ Y * M Notary Public r Idaho ~~ G ~ Residing at ~D t S r' ~ pug~.~ p ; Commission expires g -22~ZO~s .• CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 13 G:\Dap\WPDATA\3220\s7\00001-Agreement.wpd STATE OF IDAHO ) ss. County of Ada ) On this ~ day of June, 2000, before me, the undersigned notary public in and for said state, personally appeared ~i//i'~m la. /~t'~-y, Tr. ,City Clerk, City of Meridian, known or identified to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she has the authority to execute and executed the same for the purposes therein contained on behalf of the City of Meridian. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certifo~.'tC'~rrst,~bove written. pOT,~ ti ~, ~''~ - ~ +°~18L1C # = Notary Public f~Idaho s 7 p •••••• Residing at o ~.S ~ ~~pp ~~-~••~ Commission expires - -Zooms STATE OF IDAHO ~ ss. County of Ada ) ~ ~ti~ 1~0~'/~~~ v~-t`~ ~i On this I I~' day o£J~urt~, 20~efore me, the undersigned notary public in and for said state, personally appeared T~s, President of the Board of Directors of Settlers Irrigation District, an irrigation district organized and existing under and by virtue of the laws of the State of Idaho, known or identified to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he has the authority to execute and executed the same for the purposes therein contained on behalf of Settlers Imgation District. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. ~~~..~......,,,'a ~``•1 P~ MILLA ~, j PgY ~ , ~~ ~ ,~: o i v o :~ o ,~ ~ ~ ~ ~. •., o ~~ ~ ...4 ,,r,`~ ~JO Y OQ~s, °°°o.._ STATE _..••• J Notary P li d~ Residing at Commission Expires CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - 14 G:\Dap\WPDATA\3220\57\00001-Agreement.wp~ STATE OF IDAHO ) ss. County of Ada ) On this ~ ~ day of July, 2000, before me, the undersigned notary public in and for said state, personally appeared Vicki Keen, Secretary/Treasurer of Settlers Irrigation District, an irrigation district organized and existing under and by virtue of the laws of the State of Idaho, known or identified to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that she has the authority to execute and executed the same for the purposes therein contained on behalf of Settlers Imgation District. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. ,'••. P~ MILLF~ ..g. ~~~ ~•~ ~ o ~„ ~ ~~ ~ u x ;~: x % v ~~ • ~ 4 ;w• ~'•. `~ '••....• O .•' •'••..'~ ST A'~Q••••~ Notary Pub '~ Residing at _ ~- 0 bP O~ Commission Expires CONSTRUCTION, OPERATION AND MAINTENANCE AGREEMENT (GEMTONE CENTER) - IS G:\Dap\WPDATA\3220\57\00001-Agreement.wpd GEMTONE NO. 3 SUBDIVISION A portion of the NE % of Section 8, Township 3 North, Ranga 1 East, Balsa Meridian, Meridian, Ada County, Idaho, being more particularly described as follows: Commencing at a 518" iron pin marking the southeast carnet of the NE %4 (east'/4 corner) of Section 8, T.3N.,, R.1 E., B.M., Ada County, Idaho, thence N 89°54'01" W 2,615.04 feet to the center %4 comer of said Section 8; Thence N 00°30'33" E 470.04 feet along the west line of the NE ~/4 to the REAL POINT OF BEGINNING of this subdivision; Thence N 00°30'33" E 743.43 feet slang said west line to the southwest corner of Treasure Valley Business Center, Phase 1; Thence S 89°35'15" E 600.00 feet along the south line of Treasure Valley Business Center to the northwest corner of Gemtone Center No. 2; Along the westerly line of Gemtone Center No. 2 the following: Thence S 02°3f'35" E 60.78 feet to a point; Thence S QO°01'48" W 403.88 feet to a point of curvature; Thence along a curve to the right 102.98 feet, said curve having a radius of 3,519.00 feet, a central angle of 1 °40'36", tangents of 51.49 feet, and a chord of 102.98 feet which bears S 00°52'06" W to a point of tangency; Thence S 01 °42'24° W 153.20 feet to a point of curvature; Thence along a curve to the right 30.86 feet, said curve having a radius of 20.00 feet, a central angle of 88°23'35", tangents of 19.45 feet, and a chord of 27.88 feet which bears S 45°54' 12" W to a point of tangency; Leaving the westerly line of Gemtone Center Na. 2: Thence N 89°54'01" W 583.00 feet along said right-of-way line tc~ the REAL PAINT QF BEGINNING of this subdivision, containing 10.30 acres, more ar less_ Michael E. Marks, PLS No. 4998 97120611egal-d,es TOTAL P.~72 Exrnarr A EXHIBIT B 1. Gemtone Center No. 3, Pressure irrigation and Storm Drainage Plans, Briggs Engineering, Inc., February 12, 1999, PIRR-1, Sheet 1 of 2. 2. Gemtone Center No. 3, Pressure irrigation and Storm Drainage Plans, Briggs Engineering, Inc., February 12, 1999, PIRR-l, Sheet 2 of 2. 3. Gemtone Center No. 4, Title Sheet, Briggs Engineering Inc., September 13, 1999, T-1, Sheet 1 of 9. 4. Gemtone Center No. 4, Briggs Engineering, Inc., Street and Storm Drain Plan, September 13, 1999, ST-l, Sheet 2 of 9. 5. Gemtone Center No. 4, Briggs Engineering, Inc., Pressure Irrigation Plan and Details, September 13, 1999, PIRR-1, Sheet 6 of 9. EXHIBIT B f , q ~IJ i] ~ ~ Ir:~7 ENGINEERS / PL~WNERS /SURVEYORS 1 tSUU west Overland Road Boise, Idaho 83705 - 3142 Voice (208) 344-9700 Fax (208) 345-2950 E-mail BEldaho@msn.com ,~.^ r ? July 29, 1999 Ms. Angela D. Schaer Elam & Burke P.O. Box 1539 Boise, Idaho 83701 Re: Gemtone Subdivision No. 3 and No. 4 Dear Angela: This is certification that the pressure irrigation system for Gemtone #3 Subdivision was constructed in accordance with the Nampa and Meridian Irrigation District specifications which were in effect at the time of construction, February 1999. Please call me if you have any questions. Sincerely, BRIGGS ENGINEERING, Inc. // ~s~ ~~ /"C Stan McHutchison, P. E. SLM:fc cc: Tom Wright Ed Bews 97 1206-Elam&Burke-Itr3 Exhibit C EXHIBIT D KNOW ALL PERSONS BY THESE PRESENTS that on this Ll) -day of July, 2000, Gemtone, Inc., hereinafter referred to as "SELLER," for and in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00), and other good and valuable consideration in hand paid the sufficiency of which is hereby acknowledged, does by these presents grant, bargain, sell and convey unto Settlers Irrigation District, hereinafter referred to as "BUYER," and its assigns, the pressurized irrigation system more particularly described on Schedule A, attached hereto and made a part hereof. TO HAVE AND TO HOLD the same to Buyer, and its assigns forever, and Seller does for its covenant agree to warrant and defend the sale of said personal property, hereby made, unto Buyer and its assigns, against all and every person lawfully claiming the same. IN WITNESS WHEREOF, Seller does hereunto set its hand the day and year first above written. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date first set forth above. ~_.. .~ Thomas T. Wright, President Gemtone, Inc. STATE OF IDAHO County of ss. On this ~.~~ day of July, 2000, before me, the undersigned notary public in and for said state, personally appeared Thomas T. Wright of Gemtone, Inc., known or identified to me to be the person whose name is subscribed to the within instrument, and acknowledged to me that he has the authority to execute and executed the same for the purposes therein contained on behalf of Gemtone, Inc. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. ,,,vyynn +~~~~~,, ~..•~tii, L. C~ ••.•. : nor s o • :~ ~•~~':C: ~n : '° : ,~ U$LIC~ ~~'~uwa~~~~ Not Publi ftfr IdaKt Residing at ~~ My commission expires EXHIBIT D Schedule A The Pressurized Irrigation System specifically includes pumps and pumphouses, and related facilities, including electrical power, and also specifically includes a 4-inch diameter mainline, connecting lateral pipelines, valves, service boxes, individual lot delivery lines and facilities, and all related equipment, parts and materials, including, but not limited to, those items of personal property comprising the Pressurized Irrigation System as shown on the following engineering record drawings prepared by Briggs Engineering, Inc. Gemtone Center No. 3, Pressure Irrigation and Storm Drainage Plans, Briggs Engineering, Inc., February 12, 1999, PIRR-1, Sheet 1 of 2 2. Gemtone Center No. 3, Pressure Irrigation and Storm Drainage Plans, Briggs Engineering, Inc., .February 12, 1999, PIRR-1, Sheet 2 of 2 EXHIBIT D