EXHIBIT 10.11
SECURITY AGREEMENT
THIS SECURITY AGREEMENT (this "Security Agreement"), made and entered into
as of December 19, 2003, is executed and delivered by REPUBLIC ENGINEERED
PRODUCTS, INC., a Delaware limited liability company, (the "Company"), as
debtor, whose address is 0000 Xxxxxxx Xxxxxxx, Xxxxxxxx, Xxxx 00000, to THE
DIRECTOR OF DEVELOPMENT OF THE STATE OF OHIO (the "Director") as secured party,
whose address is Department of Development, 00 Xxxxx Xxxx Xxxxxx, X.X. Xxx 0000,
Xxxxxxxx, Xxxx 00000-0000, under the circumstances summarized in the following
recitals (the capitalized terms not defined in the recitals are being used
therein as defined in Article I hereof:
A. Pursuant to the Amended and Restated Asset Purchase Agreement by and
among PAV Republic, Inc., Republic Engineered Products LLC, N&T Railway Company
LLC, and Blue Steel Capital Corp. dated December 16, 2003 (the "Purchase
Agreement"), to which reference is hereby made and a counterpart of which is on
file and available for inspection at the Notice Address of the Director, the PAV
Republic. Inc. agreed to assume all obligations and liabilities of the March 20,
2003 loan from the Director of Development of the State of Ohio to Republic
Engineered Products LLC in the maximum principal sum of Five Million Dollars
($5,000,000) (the "Ohio Loan").
B. Pursuant to the Assignment and Assumption Agreement between PAV
Republic, Inc., and the Company dated December 19, 2003, PAV Engineered
Products, Inc. assigned such rights and obligations under the Purchase Agreement
to the Company.
C. As set forth in the Purchase Agreement, the Ohio Loan is evidenced by
the above referenced Loan Agreement and is further evidenced by the Note
delivered to the Director, the Company has agreed to repay the Loan by making
payments to the Director at such times and in such amounts as are set forth in
the Note.
NOW, THEREFORE, as an inducement to and in consideration of the Loan made
to Republic Engineered Products LLC by the Director and now assumed by the
Company and pursuant to the Loan Agreement, and for other valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, and
for the purpose of securing: (i) all payments to be made by the Company under
the Loan Documents, including without limitation, the Loan Agreement, the Note
and this Security Agreement, together with interest and monthly service fees as
provided therein and herein, (ii) any amounts advanced or costs incurred by the
Director with respect to the Collateral, including but not limited to amounts
advanced or costs incurred for the payment of taxes, assessments, insurance
premiums or amounts advanced or costs incurred for the protection of the
Collateral or enforcement of this Security Agreement, the Note and the other
Loan Documents, together with interest and monthly service fees thereon as
provided therein and herein, and (iii) the performance and observance of each
covenant and agreement of the Company contained in this Security Agreement, the
Loan Agreement, Note and the other Loan Documents, the Company does hereby
grant, bargain, sell, convey, assign, pledge, xxxxx x xxxx and security interest
in and transfer unto the Director, the Director's successors and assigns, the
following property:
(a) the Project Equipment, together with any and all proceeds (as
defined in the Commercial Code) therefrom and products therefrom and
products thereof; and
(b) all additions, parts, accessories, attachments and accessions to the
Project Equipment or replacements thereof affixed to or used in
connection therewith; and;
(c) all other machinery, equipment and parts which the Company may
acquire in substitution therefor, or in replacement of the Project
Equipment; and
(d) all rent, revenues, payments, repayments, income, charges and moneys
derived by the Company from the lease, sale or other disposition of
the Project Equipment and the proceeds from any insurance or
condemnation award pertaining thereto.
TO HAVE AND TO HOLD the Collateral unto the Director, as the secured
party, the Director's successors and assigns, forever,
AND, IT IS HEREBY COVENANTED that this Security Agreement is given, and
the Collateral is to be held, in the manner and to the extent, and applied
subject to the further terms, herein set forth.
[BALANCE OF PAGE INTENTIONALLY LEFT BLANK)
2
ARTICLE I
DEFINITIONS
Section 1.1. Use of Defined Terms. In addition to the words and terms
elsewhere defined in this Security Agreement or by reference to the Loan
Agreement or other instruments, the words and terms set forth in Section 1.2
hereof shall have the meanings therein set forth unless the context or use
indicate a different meaning or intent. Such definitions shall be equally
applicable to both the singular and plural forms of any of the words and terms
therein defined.
Section 1.2. Definitions. As used herein:
"Collateral" means the property described in paragraphs (a) through (d) of
the granting clauses hereof.
"Commercial Code" means Chapters 1301 through 1309, inclusive, Ohio
Revised Code, as from time to time amended.
"Event of Default" means any of the events described as an Event of
Default in Section 6.2 hereof.
"Independent Counsel" means any attorney or firm of attorneys selected by
the Director and duly admitted to practice law before the highest court of the
State.
"Indenture Trustee" means the Indenture Trustee as defined in the Loan
Agreement.
"Insurance Requirements" means those insurance requirements described in
Section 4.1 hereof.
"Interest Rate for Advances" means that rate per annum equal to the lesser
of (i) eighteen percent (18%), or (ii) the maximum rate permitted by law.
"Legal Requirements" means those legal requirements described in Section
4.1 hereof.
"Loan" means the loan by the Director to the Company in the total sum of
the Loan Amount, as defined in the Loan Agreement.
"Loan Agreement" means the Loan Agreement by and between the Director and
the Company, of even date herewith, as the same may be amended, modified,
supplemented, extended, restated or replaced from time to time.
"Loan Documents" means the Loan Documents as defined in the Loan
Agreement, as each of the same may be amended, modified, supplemented, extended,
restated or replaced from time to time.
"Net Proceeds" means, when used with respect to any insurance proceeds or
condemnation award or amount received for transfer in lieu of condemnation, the
gross proceeds
3
thereof less the payment of all expenses, including attorneys' fees, incurred in
connection with the collection of such gross proceeds.
"Note" means the Cognovit Promissory Note of even date herewith in the
principal amount of Five Million Dollars ($5,000,000), executed and delivered by
the Republic Engineered Products LLC to the Director in connection with the Loan
and assumed by the Company, as the same may be amended, modified, supplemented,
extended, restated or replaced from time to time.
"Notice Address" means:
(a) As to the Director: Department of Development
Economic Development Finance Division
28th Floor
00 Xxxxx Xxxx Xxxxxx
X.X. Xxx 0000
Xxxxxxxx, Xxxx 00000-0000
Attn: Loan Servicing
(b) As to the Company: Republic Engineered Products, Inc
0000 Xxxxxxx Xxxxxxx
Xxxxxxxx, Xxxx 00000
Attn: ___________________________
or such different address or addressee, written notice of which is given under
Section 7.12 of this Security Agreement.
"Permitted Encumbrances" means the mortgages, liens, pledges, security
interests and other items set forth in EXHIBIT B attached hereto.
"Project Equipment" means the equipment, machinery and other personal
property described in EXHIBIT A attached hereto, as from time to time amended,
modified or supplemented.
"Project Site" means the Company's place of business where the Project
Equipment is (or will be) located, specifically 0000 Xxxx 00xx Xxxxxx, Xxxxxx,
Xxxx 00000, and further described on EXHIBIT C attached hereto.
"Required Property Insurance Coverage" means at all times, to provide,
maintain and keep in force the following policies of insurance:
(a) Insurance against loss or damage to the Project Equipment with
coverage on an "all risk" basis, including but not limited to the
perils of flood and earthquakes, in an amount equal to (i) one
hundred ten percent (110%) of the principal amount of the Note
outstanding, or (ii) the full replacement cost of the Project
Equipment, whichever is less, and with not more than Ten Thousand
Dollars ($10,000) deductible from the loss payable for any casualty;
provided, however, that flood insurance must be provided only if the
Project, as defined in the Loan Agreement, is located in a "Flood
Hazard Area" as defined by the United States Department of
4
Housing and Urban Development in the Flood Disaster Protection Act
of 1973. The policies of insurance carried in accordance with this
subparagraph (a) shall contain a "Replacement Cost Endorsement".
(b) If requested by the Director, reasonable business interruption
insurance or loss of "rental value" insurance, or both, in such
amounts as are satisfactory to the Director, but no more than the
outstanding principal balance of the Loan.
(c) During the course of any installation or repair activities on the
Project Site, the Required Public Liability Insurance Coverage.
(d) During the course of any installation or repair activities on the
Project Site, evidence of workers' compensation coverage, including
employer's liability insurance, for all employees of the Company
engaged in or with respect to such installation or repair in such
amount as is reasonably satisfactory to the Director, or, if such
amounts are established by law, in such amounts.
(e) Insurance against loss or damage to personal property by fire and
other risks covered by insurance of the type now known as "fire and
extended coverage".
(f) Such other insurance, and in such amounts, as may from time to time
reasonably be required by the Director against the same or other
hazards.
All policies of insurance required by the terms of this Security Agreement
shall contain an endorsement or agreement by the insurer that any loss shall be
payable in accordance with the terms of such policy notwithstanding any act or
negligence of the Company which might otherwise result in forfeiture of said
insurance, and the further agreement of the insurer waiving all rights of
setoff, counterclaim or deductions against the Company.
"Required Public Liability Insurance Coverage" means comprehensive public
liability insurance against injury, loss and damage to persons (including death)
and property in an amount which is not less than $1,000,000 for injury to
persons (including death) per occurrence and not less than $500,000 for damage
to property per occurrence or such additional amounts as may from time to time
be required by the Director, with not more than a $50,000 deductible from the
loss payable with respect to each occurrence.
"Senior Notes" means the Senior Notes as defined in the Loan Agreement.
"Senior Note Documents" means the Senior Note Documents as defined in the
Loan Agreement.
"Security Agreement" means this Security Agreement, as the same may be
amended, modified, supplemented, extended, restated or replaced from time to
time.
"State" means the State of Ohio.
"UCC Financing Statements" means financing statements evidencing the
Director's security interest in the Collateral.
5
Section 1.3. Certain Words and References. Any reference herein to the
Director shall include those succeeding to the Director's functions, duties or
responsibilities pursuant to or by operation of law or lawfully performing such
functions. Any reference to a section or provision of the Constitution of the
State or to the Act (as defined in the Loan Agreement) or to a section,
provision, chapter or title of the Ohio Revised Code shall include such section,
provision, chapter or title as from time to time amended or supplemented.
The terms "hereof," "hereby," "herein," "hereto," "hereunder" and similar
terms refer to this Security Agreement; and the term "heretofore" means before,
and the term "hereafter" means after, the Closing Date (as defined in the Loan
Agreement). Words of the masculine gender include the feminine and the neuter,
and when the sense so indicates, words of the neuter gender may refer to any
gender.
[BALANCE OF PAGE INTENTIONALLY LEFT BLANK]
6
ARTICLE II
PRESERVATION OF SECURITY
Section 2.1. Representations, Warranties and Covenants. The Company
represents, warrants and covenants that:
(a) The Company's exact and full legal name is "Republic Engineered
Products LLC." The Company's federal identification number is
00-0000000 and its organizational identification number is 3532518.
(b) The Company is a limited liability company duly organized, validly
existing and in good standing under the laws of the State of
Delaware, and has all requisite power, corporate or otherwise, to
conduct its business and to own, or hold under lease, its assets and
properties. The Company will not change its state of location, name
or legal structure without giving the Director at least sixty (60)
days prior written notice.
(c) The Company is qualified to do business as a foreign limited
liability company in the State, and in each other jurisdiction
wherein the character of the properties owned or held under lease by
the Company or the nature of the business conducted or proposed to
be conducted by the Company makes such qualification necessary,
except in such jurisdiction where the failure to be so qualified,
licensed, admitted or approved will not have a material adverse
effect on the business, operations or financial condition of the
Company. The Company is in full force and effect under the laws of
the State.
(d) The officers/members of the Company executing and delivering this
Security Agreement have full power and authority to do so and to
carry out the transactions contemplated thereby. The Security
Agreement has been duly authorized, executed and delivered by the
Company and all steps necessary have been taken to constitute this
Security Agreement, when executed and delivered by the respective
parties hereto, a valid and legally binding obligation of the
Company enforceable in accordance with its terms, except as such
enforceability may be limited by (1) bankruptcy, insolvency,
reorganization, or other laws relating to or affecting the
enforcement of creditor's rights, and (2) general principles of
equity. The execution and delivery by the Company of this Security
Agreement and of the other Loan Documents to which it is a party,
does not violate, or constitute a default by the Company under the
Company's Certificate of Formation or Operating Agreement, or under
any outstanding material indentures, trust agreements, notes,
obligations, contracts, agreements, or other instruments to which
the Company is a party or by which the Company or the Company's
property is bound which would have a material adverse effect.
(e) Except in such respects as do not impair in any material respect the
value or collectibility of the Collateral taken as a whole, the
Company (i) is lawfully seized with good and marketable title to the
Project Equipment and has (or will have
7
upon acquisition by the Company) good and sufficient title to all
improvements and personal property included in the Collateral
subject only to Permitted Encumbrances, (ii) has the full right and
authority to send and convey the Collateral; and (iii) will warrant
and defend to the Director such title to the Collateral and the
pledge, lien and security interest of the Director therein and
thereon against all claims and demands whatsoever, except as
associated with Permitted Encumbrances, and will, except as
otherwise herein expressly provided (including Exhibit B hereto),
maintain the priority of the pledge, lien and security interest
granted by, this Security Agreement upon the Collateral until the
Company shall be entitled to defeasance as provided herein.
(f) Assuming the filing in the appropriate offices of the UCC Financing
Statements, the pledge, lien and security interest of this Security
Agreement is a good and valid first pledge, lien and security
interest on all the Collateral, subject to Permitted Encumbrances.
(g) The Project Equipment shall be used by the Company in its business
and does not and will not constitute inventory or consumer goods
within the meaning of the Commercial Code.
(h) The Project Equipment shall remain in the Company's possession or
control at all times at the Company's risk for loss and shall be
kept at, and shall not without prior written consent of the Director
be removed from the Project Site except as otherwise herein
provided, which consent shall not be unreasonably withheld.
(i) If, with respect to any part of the Collateral, any negotiable
certificate of title or similar negotiable document, except
negotiable instruments received in the ordinary course of business
in collection of accounts receivable, is at any time outstanding,
the Company will promptly advise the Director thereof, cause the
interest of the Director to be properly and promptly noted thereon,
and promptly deliver to the Director any such negotiable certificate
or document
(j) No financing statement or security agreement purporting to cover any
of the Collateral has heretofore been signed, authenticated or
authorized by the Company or names the Company as "debtor" and no
such financing statement or security agreement is now on file with
respect to or covering the Collateral in any public office except
for financing statements filed in conjunction with Permitted
Encumbrances.
(k) All of the Collateral and all records concerning the Collateral or
copies of such records shall be kept and maintained at the Project
Site.
(l) The Company shall, at the Company's own expense, from time to time
as requested by the Director take such actions and execute and
deliver to the Director all such instruments, supplements, further
assurances and security or other agreements as may be required or
requested by the Director in order to perfect and continue the
Director's pledge, lien and security interest in the
8
Collateral hereunder. Upon the failure of the Company to timely
comply with any such request of the Director, the Company appoints
the Director as the Company's agent and attorney-in-fact to sign or
authenticate all such instruments, supplements, further assurances
and security and other agreements.
(m) The Company has not, during the four (4) month period immediately
prior to the Closing Date (as defined in the Loan Agreement),
conducted business under any names other than Republic Engineered
Products LLC.
Section 2.2. Recordation and Filing. The Company, at the Company's
expense, shall cause any UCC Financing Statements, including all necessary
amendments, supplements and continuation statements, to be recorded, registered
and filed and to be kept recorded, registered and filed in such manner and in
such places as may be required to establish, perfect, preserve and protect the
pledge, lien and security interest of this Security Agreement as a good and
valid first perfected lien and security interest on all personal property,
fixtures, and interests therein included in the Collateral (including, without
limitation, any such property, fixtures or interests acquired after the
execution hereof). Upon the failure of the Company to timely take any action
described in the preceding sentence, the Company appoints and authorizes the
Director as the Company's agent and attorney-in-fact to authenticate all such
UCC Financing Statements, continuation statements and other documents for
recording, registering and filing and to record, register and/or file such
document(s). If requested by the Director, the Company, at the Company's
expense, shall furnish to the Director an opinion of Independent Counsel
specifying the action required to be taken by the Company to comply with this
Section since the date of this Security Agreement or since the date of the most
recent such opinion or stating that no such action is necessary, as applicable.
Section 2.3. After-Acquired Property. All property of every kind acquired
by the Company after the date hereof, which by the terms of Sections (a) through
(d) of the granting clause hereof is intended to be subject to the pledge, lien
and security interest of this Security Agreement shall immediately upon the
acquisition thereof by the Company, and without further action by Company,
become subject to the pledge, lien and security interest of this Security
Agreement as fully as though now owned by the Company and specifically described
herein. Nevertheless, the Company shall take such actions and execute,
acknowledge and deliver such further instruments as the Director shall
reasonably require to further evidence or confirm the subjection of any such
property to the pledge, lien and security interest of this Security Agreement.
Section 2.4. Dispositions of Collateral; liens and Encumbrances. Except as
otherwise expressly permitted by this Security Agreement, the Company shall not
directly or indirectly sell, convey, assign or transfer or otherwise dispose of
the Collateral or any part thereof or the interest therein without the prior
written consent of the Director. The Company shall not directly or indirectly
create or permit to remain, and will promptly discharge, any mortgage, lien,
encumbrance or charge on, pledge of, security interest in or conditional sale or
other title retention agreement with respect to the Collateral or any part
thereof or the interest of the Company or the Director therein or any revenues,
income or profit or other sums arising from the Collateral or any part thereof,
(including, without limitation, any lien, encumbrance or charge
9
arising by operation of law) other than the pledges, liens and security
interests of or granted by this Security Agreement and the Permitted
Encumbrances.
Section 2.5. Security Agreement and Financing Statement. This Security
Agreement constitutes a security agreement as to all or any part of the
Collateral which is of a nature that a security interest therein can be
perfected under the Commercial Code. This Security Agreement also constitutes a
financing statement with respect to any and all property included in the
Collateral which is or may become fixtures.
Section 2.6. Actions Under Section 1311.14, Ohio Revised Code. To any
applicable extent, the Company hereby authorizes and empowers the Director, at
the Director's option, to do all things authorized or required to be done by the
Director, as a secured party under Section 1311.14, Ohio Revised Code, as from
time to time amended or under any other present or future law of the State
relating to the creation or attachment of mechanics', materialmen's or other
similar liens.
Section 2.7. No Claims Against the Director. Nothing contained in this
Security Agreement shall constitute any request by the Director, express or
implied for the performance of any labor or services or the furnishing of any
materials or other property in respect of the Collateral or any part thereof, or
be construed to give the Company any right, power or authority to contract for
or permit the performance of any labor or services or the furnishing of any
materials or other property in such fashion as would provide the basis for any
claim either against the Director or that any lien based on the performance of
such labor or services or the furnishing of any such materials or other property
is prior to the pledge, lien and security interest of this Security Agreement.
Section 2.8. The Director's Powers. Without affecting the liability of any
other person liable for the payment of any obligation herein mentioned, and
without affecting the pledge, lien or security interest of this Security
Agreement upon any portion of the Collateral not then or theretofore released as
security for the full amount of all unpaid obligations, the Director may, from
time to time and without notice, (a) release any person so liable, (b) extend
the maturity or alter any of the terms of any such obligation, (c) grant other
indulgences, (d) release or reconvey, or cause to be released or reconveyed at
any time at the Director's option any parcel, portion or all of the Collateral,
(e) take or release any other or additional security for any obligations herein
mentioned, or (f) make compositions or other arrangements with debtors in
relation thereto.
Section 2.9. Security for Advances. In addition to securing the Company's
debts and obligations under and pursuant to this Security Agreement, the Loan
Agreement, the Note and all other Loan Documents, this Security Agreement is
intended to and does secure unpaid balances of advances made pursuant hereto,
together with interest thereon at the Interest Rate for Advances from the
respective dates of such advances, in addition to all other payments to be made
pursuant to the Loan Documents for the payment of items, including but not
limited to taxes, assessments, insurance premiums and costs incurred for the
protection of the Collateral. In addition, this Security Agreement is intended
to, and does, secure the unpaid balances of loan advances and additional
advances to be made under the Loan Agreement and obligations under the Loan
Agreement after UCC financing Statements evidencing this Security Agreement have
been delivered for filing.
10
[BALANCE OF PAGE INTENTIONALLY LEFT BLANK]
11
ARTICLE III
TAXES, MECHANICS' LIENS AND INSURANCE
Section 3.1. Payment of Taxes and Other Governmental Charges. (a) The
Company shall pay promptly when due, and before penalty or interest accrue
thereon, all taxes, assessments, whether general or special, all other
governmental charges and all public or private utility charges of any kind
whatsoever, foreseen or unforeseen, ordinary or extraordinary, that now or may
at any time hereafter be assessed, levied or imposed against or with respect to
the Collateral or any part thereof (including without limitation, any taxes
levied upon or with respect to the revenues, income or profits of the Company
from the Collateral) which, if not paid, may become or be made a lien on the
Collateral, or any part thereof or a charge on such revenues, income or profits.
The Company shall also pay promptly when due any public or private utility
charges and other charges incurred in the operation, maintenance or use of the
Collateral.
(b) Notwithstanding the preceding paragraph, the Company may, at its
expense and after prior notice to the Director, by appropriate proceedings
diligently prosecuted, contest in good faith the validity or amount of any such
taxes, assessments and other charges, and during the period of contest and after
notice to the Director, may permit the items so contested to remain unpaid.
However, if at any time the Director shall notify the Company that, in the
opinion of Independent Counsel, by nonpayment of any such items the pledge, lien
or security interest created by this Security Agreement or the interests of the
Company or the Director as to any part of the Collateral will be materially
affected or the Collateral or any part thereof will be subject to imminent loss
or forfeiture, the Company shall promptly pay all such taxes, assessments or
charges.
(c) If any Event of Default shall have occurred, at the request of the
Director, the Company shall pay to the Director, on each day that monthly
installments of principal, interest and the monthly service fee are payable
under the Note, until the Note is paid in full, an amount equal to one-twelfth
(1/12) of the annual taxes, assessments or other charges reasonably estimated by
the Director to pay the installment of such taxes, assessments or other charges
next due on the Collateral. In such event, the Company further agrees to cause
all bills, statements or other documents relating to taxes, assessments or other
charges to be sent or mailed directly to the Director. Upon receipt of such
bills, statements or other documents and providing the Company has deposited
sufficient funds with the Director pursuant to this Section, the Director shall
pay such amounts as may be due thereunder from the funds so deposited with the
Director. If at any time and for any reason the funds deposited with the
Director are or will be insufficient to pay such amounts as may then or
subsequently be due, the Director shall notify the Company and the Company shall
immediately deposit an amount equal to such insufficiency with the Director.
Notwithstanding the foregoing, nothing contained herein shall cause the Director
to be deemed a trustee of said funds or to be obligated to pay any amounts in
excess of the amount of funds deposited by the Company With the Director
pursuant to this Section. The Director may commingle said funds with the
Director's own funds and with other funds held by the Director, and the Director
shall not be obligated to payor allow any interest on any funds held by the
Director pending disbursement or application hereunder. The Director may impound
or reserve for future payment of taxes, assessments or other charges such
portion of such payments made pursuant to the Loan Documents as the Director may
reasonably deem proper, applying the
12
balance on the principal of or interest or monthly service fee on the
obligations secured hereby. Any penalties imposed as a result of the failure by
the Director to make required tax payments in a timely fashion shall be borne by
the Company, unless the required deposits have been timely made by the Company.
Should the Company fail to deposit with the Director, exclusive of that portion
of said payments which has been applied by the Director on the principal of or
interest or monthly service fee on the indebtedness secured by the Security
Agreement, sums sufficient to fully pay such taxes, assessments or other charges
at least thirty (30) days before delinquency thereof, the Director may, at the
Director's election, but without any obligation so to do, advance any amounts
required to make up the deficiency, which advances, if any, shall be secured
hereby and shall be repayable to the Director as provided in Section 3.5 hereof,
or at the option of the Director, the Director may, without making any advances
whatever, apply any sums held by the Director upon any obligations of the
Company secured hereby. Should any default occur or exist on the part of the
Company in the payment or performance of any of the Company's obligations under
the terms of the Loan Documents or any other instrument given to secure the
Note, the Director may, at any time at the Director's option, apply any sums or
amounts in the Director's hands received pursuant hereto, or as rents or income
of the Collateral or otherwise, upon any indebtedness or obligation of the
Company secured hereby in such manner and order as the Director may elect. The
receipt, use or application of any such sums paid by the Company to the Director
hereunder shall not be construed to affect the maturity of any indebtedness
secured by this Security Agreement or any of the rights or powers of the
Director under the terms of the Loan Documents or any other instrument given to
secure the Note, or any of the obligations of the Company under the Loan
Documents or any other instrument given to secure the Note.
Section 3.2. Mechanics' and Other Liens. The Company shall not suffer or
permit any mechanics' or other liens to be filed or to exist against the
Collateral by reason of work, labor, services or materials supplied or claimed
to have been supplied to, for or in connection with the Collateral or the
Company or anyone holding the Collateral or any part thereof through or under
the Company. If any such lien shall at any time be filed, the Company shall
within thirty (30) days after notice of the filing thereof but subject to the
right to contest hereinafter set forth, cause the same to be discharged of
record by payment, deposit, bond, order of a court of competent jurisdiction or
otherwise. Notwithstanding the foregoing, the Company shall have the right, at
the Company's own expense and after prior written notice to the Director, by
appropriate proceeding timely instituted and diligently prosecuted, to contest
in good faith the validity or the amount of any such lien. However, if the
Director shall notify the Company that, in the opinion of Independent Counsel,
by nonpayment of any such items the pledge, lien or security interest created by
this Security Agreement as to any part of the Collateral will be materially
affected or the Collateral or any part thereof will be subject to imminent loss
or forfeiture, the Company shall promptly cause such lien to be discharged of
record, as herein provided. Should the Company fail to cause such lien to be
discharged or to contest the validity or amount thereof, within the period
aforesaid, then, the Director may, but shall be under no obligation to,
discharge the same either by paying the claim or by procuring the discharge of
such lien by making a deposit or obtaining a bond, which advances if any shall
be secured hereby and shall be repayable to the Director as provided in Section
3.5 hereof.
Section 3.3. Insurance. (a) The Company shall keep the Collateral
continuously insured, with Required Property Insurance Coverage and shall keep
and maintain the Required Public Liability Insurance Coverage. All insurance
shall be contained in and maintained by
13
means of policies with generally recognized, responsible insurance companies
alone or in conjunction with other companies through an insurance trust or other
arrangements satisfactory to the Director, and all such companies are to be
qualified to do business in the State. All such insurance shall name the
Director as an additional insured or as a loss payee, as applicable. The
insurance to be provided may be by blanket policies in which event the Company
shall furnish the Director with a certificate of insurance for each policy
setting forth the coverage, the limits of liability, the name of the carrier,
the policy number and the expiration date. Each policy of insurance shall be
written so as not to be subject to cancellation or substantial modification,
which phrase shall include any reduction in the scope or limits of coverage,
upon less than thirty (30) days advance written notice to the Director. The
Company shall deposit with the Director certificates or other evidence
satisfactory to the Director that (i) the insurance required hereby has been
obtained and is in full force and effect, and (ii) all premiums thereon have
been paid in full. At least thirty (30) days prior to the expiration of any such
insurance, the Company shall furnish the Director with evidence satisfactory to
the Director that such insurance has been renewed or replaced and that all
premiums thereon have been paid in full and all insurance policies required
hereby are in full force and effect.
(b) All policies providing the Required Property Insurance Coverage shall
contain standard mortgage clauses requiring all proceeds resulting from any
claim for loss or damage to the Collateral in excess of Fifty Thousand Dollars
($50,000) to be paid to the Director and any Net Proceeds of insurance providing
such coverage shall be paid and applied as provided in Section 5.2 hereof. Any
proceeds of policies providing Required Public liability Insurance Coverage
shall be applied toward the extinguishment or satisfaction of the liability with
respect to which such insurance proceeds have been paid
(c) In the event the Company fails to provide, maintain, keep in force,
deliver or furnish to the Director the policies of insurance required by this
Section, the Director may procure such insurance or single-interest insurance
for such risks covering the Director's interest, and the Company shall pay all
premiums thereon promptly upon demand by the Director, and until such payment is
made by the Company, the amount of all such premiums, together with interest
thereon at the Interest Rate for Advances from the date thereof in addition to
all other payments to be made by the Company pursuant to the Loan Documents
shall be subject to and secured by this Security Agreement as additional
indebtedness in accordance with the provisions of Section 2.9 hereof.
(d) If any Event of Default shall have occurred, at the request of the
Director, the Company shall deposit with the Director, in monthly installments,
an amount equal to one-twelfth (1/12) of the estimated aggregate annual
insurance premiums on all policies of insurance required by this Security
Agreement. In such event, the Company further agrees to cause copies of all
bills, statements or other documents relating to the foregoing insurance
premiums to be sent or mailed directly to the Director. Upon receipt of such
bills, statements or other documents, and providing the Company has deposited
sufficient funds with the Director pursuant to this Section, the Director shall
pay such amounts, provided the Company has not already made the required
payments, as may be due thereunder from the funds so deposited with the
Director. If at any time and for any reason the funds deposited with the
Director are or will be insufficient to pay such amounts as may then or
subsequently be due, the Director shall notify the Company and the Company shall
immediately deposit an amount equal to the amount necessary to
14
eliminate such insufficiency with the Director. Notwithstanding the foregoing,
nothing contained herein shall cause the Director to be deemed a trustee of said
funds or to be obligated to pay any amounts in excess of the amount of funds
deposited by the Company with the Director pursuant to this Section. The
Director may commingle said funds with the Director's own funds and with other
funds held by the Director. The Director shall not be obligated to payor allow
any interest on any funds held by the Director pending disbursement or
application hereunder, and the Director may impound or reserve for future
payment of insurance premiums, such portion of such payments made pursuant to
the Loan Documents as the Director may reasonably deem proper, applying the
balance on the principal of or interest and monthly service fee on the
obligations secured hereby. Any penalties imposed as a result of the failure by
the Director to make required premium payments in a timely fashion shall be
borne by the Company, unless the required deposits have been timely made by the
Company. Should the Company fail to deposit with the Director, exclusive of that
portion of said payments which has been applied by the Director on the principal
of or interest and monthly service fee on the indebtedness secured by this
Security Agreement, sums sufficient to fully pay such insurance premiums at
least thirty (30) days before such premiums are due, the Director may, at the
Director's election, but without any obligation so to do, advance any amounts
required to make up the deficiency, which advances, if any, shall be secured
hereby and shall be repayable to the Director as provided in Section 3.5 hereof,
or at the option of the Director, the Director may, without making any advances
whatever, apply any sums held by the Director upon any obligations of the
Company secured hereby. Should any default occur or exist on the part of the
Company in the payment or performance of any of the Company's obligations under
the terms of any of the Loan Documents or any other instrument given to secure
the Note, the Director may, at any time at the Director's option, apply any sums
or amounts in the Director's hands received pursuant hereto, or as rents or
income from the Collateral or otherwise, upon any indebtedness or obligation of
the Company secured hereby in such manner and order as the Director may elect.
The receipt, use or application of any such sums paid by the Company to the
Director hereunder shall not be construed to affect the maturity of any
indebtedness secured by this Security Agreement or any of the rights or powers
of the Director under the terms of the Loan Documents or any other instrument
given to secure the Note, or any of the obligations of the Company under the
Loan Documents or any other instrument given to secure the Note. The Company
irrevocably waives any and all right to claim or recover against the Director or
the State and any officers, employees, agents and representatives of the
Director or the State, for loss or damage to the Company, the Collateral, the
Company's property or the property of others under the Company's control, from
any cause insured against or required to be insured against by the provisions of
this Security Agreement.
Section 3.4. Workers' Compensation Coverage. The Company shall maintain or
cause to be maintained in connection with the Company's business operations and
the Collateral any workers' compensation coverage required by the applicable
laws of the State.
Section 3.5. Advances by Director. If the Company fails (i) to pay the
taxes, assessments and other governmental or utility charges as required by
Section 3.1 hereof, (ii) to payor discharge any mechanics' or other liens as
required by Section 3.2 hereof, (iii) to maintain and keep in force the
insurance required by Section 3.3 hereof, (iv) to maintain and keep in force the
workers' compensation coverage required by Section 3.4 hereof, (v) to maintain
the Collateral as required by Section 4.2 hereof, (vi) to pay for the defense of
claims against the
15
Director as required by Section 4.5 hereof, or (vii) to take any action
described in Section 6.1 hereof, the Director may, but shall not be obligated
to, advance funds to pay any such required charges or items. Any funds so
advanced shall be paid by the Company to the Director on demand, together with
interest thereon at the Interest Rate for Advances from the date advanced in
addition to all other payments to be made by the Company pursuant to the Loan
Documents, and shall be subject to and secured by this Security Agreement as
additional indebtedness in accordance with the provisions of Section 2.9 hereof.
[BALANCE OF PAGE INTENTIONALLY LEFT BLANK]
16
ARTICLE IV
MAINTENANCE AND USE OF COLLATERAL
Section 4.1. Compliance with Legal and Insurance Requirements. The
Company, at its expense, shall promptly comply with all Legal Requirements and
Insurance Requirements, and shall procure, maintain and comply with all permits,
licenses and other authorizations required for any use of the Collateral or any
part thereof then being made or anticipated to be made, and for the proper
installation, operation and maintenance of the Collateral or any part thereof;
and the Company shall comply with any instruments of record at the time in force
burdening the Collateral or any part thereof. As used in this Section 4.1,
"Legal Requirements" means all laws statutes, codes, acts, ordinances,
resolutions, orders, judgments, decrees, injunctions, rules, regulations,
permits, licenses, authorizations, directions and requirements of all
governmental entities, departments, commissions, boards, courts, authorities or
agencies which now or at any time hereafter may be applicable to the Collateral
or any part thereof or any use, anticipated use or condition of the Collateral
or any part thereof; and "Insurance Requirements" means all provisions of any
insurance policy covering or applicable to the Collateral or any part thereof,
all requirements of the issuer of any such policy, and all orders, rules,
regulations and other requirements of the National Board of Fire Underwriters
(or any other body exercising similar functions) applicable to or affecting the
Collateral or any part thereof. The Company may, at its expense and after prior
notice to the Director, by any appropriate proceedings diligently prosecuted,
contest in good faith any Legal Requirement and postpone compliance therewith
pending the resolution or settlement of such contest provided that such
postponement does not, in the opinion of Independent Counsel, materially affect
the pledge, lien or security interests created by this Security Agreement as to
any part of the Collateral or subject the Collateral, or any part thereof, to
imminent loss or forfeiture.
Section 4.2. Maintenance and Use of Collateral. The Company, at its
expense, shall keep the Collateral, or cause the Collateral to be kept, in good
order and condition, ordinary wear and tear excepted, and shall make all
necessary or appropriate repairs, replacements and renewals thereof, interior,
exterior, structural and non-structural, ordinary and extraordinary, foreseen
and unforeseen. The Company shall not do, or permit to be done, any act or thing
which might materially impair the value or usefulness of the Collateral or any
part thereof, shall not commit or permit any waste of the Collateral or any part
thereof, and shall not permit any unlawful occupation, business or trade
involving the Collateral to be conducted.
Section 4.3. Documents to be Provided. The Company shall file with the
Director, together with the annual financial statement to be provided pursuant
to the Loan Agreement, a certificate of the Company's chief executive officer or
chief financial officer setting forth the description of each item of personal
property or fixtures which has become a part of the Collateral and of any other
additions, modifications or improvements to the Collateral which have been made
during the preceding twelve calendar months, if such additions, modifications or
improvements made during such twelve months have an aggregate cost in excess of
Ten Thousand Dollars ($10,000).
Section 4.4. Substitutions and Removals. In any instance where the
Company, in its reasonable discretion, determines that any item of personal
property or fixtures constituting part
17
of the Collateral shall have become inadequate, obsolete, worn-out, unsuitable,
undesirable or unnecessary or should be replaced, the Company shall substitute
and install other property as part of the Collateral having equal or greater
value, but not necessarily the same functions in the operation of the
Collateral, which substituted property shall be free from all liens and
encumbrances, other than Permitted Encumbrances and shall become part of the
Collateral, subject to this Security Agreement, or the Company shall obtain a
waiver of this provision from the Director in writing and such waiver shall not
be unreasonably withheld. In any event, the Company shall provide to the
Director written evidence satisfactory to the Director of the fair market value
of portions of the Collateral removed and of the substituted property and that
such removal and substitution is not inconsistent with the Project Purposes (as
defined in the Loan Agreement).
Section 4.5. Indemnification. The Company shall protect, indemnify and
save harmless the Director from and against all liabilities, obligations,
claims, damages, penalties, causes of action, costs and expenses (including,
without limitation, reasonable attorneys' fees and expenses) imposed upon,
incurred by or asserted against the Director by reason of: (a) ownership of any
interest in the Collateral or any part thereof; (b) any accident or injury to or
death of persons, or loss of or damage to property occurring on or about the
Collateral or any part thereof or adjacent real property, sidewalks, curbs,
vaults and vault space, if any, streets or ways or with respect to the operation
of Company's business including the Company's ownership of or interest in any of
the Collateral or any part thereof; (c) any use, disuse, non-use or condition of
the Collateral or any part thereof or adjacent real property, sidewalks, curbs,
vaults or vault space, if any, streets or ways; (d) any failure on the part of
the Company to perform or comply with any of the terms hereof or of any of the
Loan Documents to which it is a party or any other instrument or document
executed in connection with the transaction contemplated herein and therein; (e)
any necessity to defend any of the rights, title or interest conveyed by this
Security Agreement; (f) the performance of any labor or services or the
furnishing of any materials or other property in respect to the Collateral or
any part thereof; (g) any loss of or damage to property, or injury to or death
of any person, that may be occasioned by any cause pertaining to the acquisition
and installation of any part of the Collateral; (h) any breach or default
arising from any act or failure to act by the Company or any of its agents,
lessees, contractors, servants, employees or licensees or arising from any
accident, injury or damage caused to any person and occurring with respect to
the operation of the Company's business including the Company's ownership of or
interest in any of the Collateral; or (i) any such claim, action, or proceeding
brought thereon. If any action or proceeding is made or brought against the
Director in respect of which indemnity may be sought hereunder, the Director
shall give notice to the Company of the action or proceeding and upon such
notice, at the option of the Director, either (i) the Company shall assume the
defense of the action or proceeding with legal counsel satisfactory to the
Director, (ii) the Company shall assume the defense of the action or proceeding
with the participation of the Director, at the Company's expense, in such
defense, or (iii) the Director shall assume the defense of the action or
proceeding with the legal counsel satisfactory to the Director, at the Company's
expense; provided that failure of the Director to give such notice shall not
relieve the Company from any of the Company's obligations under this Section
except to the limited extent that the failure prejudices the defense by the
Company of the action or proceeding. Any amounts payable to the Director under
this Section shall be paid by the Company on demand, together with interest
thereon at the Interest Rate for Advances from the date of such demand, and such
amounts, together with such interest, shall be additional indebtedness secured
by this Security Agreement
18
in accordance with the provisions of Section 2.9 hereof. The obligations of the
Company under this Section shall survive any defeasance of this Security
Agreement. The indemnification provided by this Section to the Director includes
officers, employees, agents and representatives of the Director and the State.
[BALANCE OF PAGE INTENTIONALLY LEFT BLANK]
19
ARTICLE V
DAMAGE, DESTRUCTION AND EMINENT DOMAIN
Section 5.1. Damage to or Destruction of Collateral. In case of any damage
to or destruction of the Collateral or any part thereof, there shall be no
abatement or reduction of any payment payable by the Company under the Loan
Documents and the Company shall promptly give written notice thereof to the
Director generally describing the nature and extent of such damage or
destruction. Unless in lieu thereof the Company exercises the Company's option
to prepay the entire unpaid principal balance of the Note, the Company shall,
whether or not the Net Proceeds of insurance, if any, received on account of
such damage or destruction shall be sufficient for such purpose, promptly
commence and complete, or cause to be commenced and completed, the repair or
restoration of the Collateral as ready as practicable to the value, condition
and character thereof existing immediately prior to such damage or destruction,
with such changes or alterations, however, as the Company may deem necessary for
proper operation of the Collateral so long as such changes or alterations are
consistent with the Project Purposes (as defined in the Loan Agreement).
Section 5.2. Use of Insurance Proceeds. (a) In connection with the repair
or restoration of the Collateral pursuant to Section 5.1 hereof, any Net
Proceeds of Required Property Insurance Coverage not in excess of Fifty Thousand
Dollars ($50,000) shall be paid to the Company for application of as much of
such Net Proceeds as may be necessary for such repair and restoration. If such
Net Proceeds exceed Fifty Thousand Dollars ($50,000), all of such Net Proceeds
shall be paid to and held by, or at the direction of, the Director in a separate
account, for application of as much as may be necessary of such Net Proceeds to
the payment of the costs of repair, rebuilding or restoration, either on
completion thereof or as the work progresses, as directed by the Company. In the
event that such Net Proceeds are insufficient to pay in fun the costs of such
repair or restoration, the Company will complete such repair or restoration and
will provide for payment of the costs of such completion. The Director may,
prior to making payment from such account, require the Company to provide
evidence that, or deposit with the Director moneys to be placed in such account
so that, there will be sufficient moneys available for such repair and
restoration. The Director shall not be obligated to make or authorize any
payment from such account if there exists an Event of Default hereunder. Any
balance of such Net Proceeds held by the Director remaining after payment of all
costs of such repair or restoration shall be paid at the direction of the
Company. Notwithstanding the foregoing, nothing contained herein shall cause the
Director to be deemed a trustee of the Net Proceeds or any other moneys
deposited with the Net Proceeds or to be obligated to pay any amounts in excess
of the Net Proceeds and any other moneys deposited with the Net Proceeds.
(b) If, in lieu of repair or restoration, the Company has exercised its
option to prepay the entire unpaid principal balance of the Note, plus interest
accrued to the date thereof, any monthly service fees then due and unpaid and
any other fees, charges, etc. due with respect to the Loan Documents, an amount
equal to any Net Proceeds received by the Director prior to such prepayment
shall be credited against the amount payable by the Company under the Note to
effect such prepayment.
20
(c) Within ninety (90) days from the date of any damage or destruction to
the Collateral, or within thirty (30) days of the receipt of any insurance
proceeds, whichever first occurs, the Company shall determine and notify the
Director in writing which of the ways specified in this Section such Net
Proceeds, together with the investment income therefrom, shall be applied. In
the event that the Company fails to make such a determination within the
applicable period, such Net Proceeds shall be applied as determined by the
Director, in the Director's sole discretion.
Section 5.3. Eminent Domain. If title to, possession or ownership of, or
the temporary use of the Collateral or any part thereof, shall be taken under
the exercise of the power of eminent domain by any governmental body or by any
person, firm or corporation acting under any governmental body or by any person,
firm or corporation acting under governmental authority or shall be transferred
in lieu of any such taking, there shall be no abatement or reduction in any
payments payable by the Company under the Note and other Loan Documents. The
Company will promptly give written notice to the Director describing the nature
and extent of such taking. Any Net Proceeds received from any award made in such
eminent domain proceedings or transfer in lieu thereof shall, if received prior
to the release and discharge of this Security Agreement, be paid to and held by,
or at the direction of, the Director in a separate account for application to
one or more of the following purposes:
(a) The repair or restoration of the Collateral as nearly as practicable
to the same condition or character thereof existing immediately
prior to the exercise of the power of eminent domain with such
changes or alterations, however, as the Company may deem necessary
for proper operation of the Collateral so long as such changes or
alterations are consistent with the Project Purposes (as defined in
the Loan Agreement).
(b) The acquisition or construction by the Company of other improvements
suitable for the Company's operations on the Project Site, which
improvements shall be deemed a part of the Collateral; provided,
that such improvements shall be subject to no liens or encumbrances,
other than Permitted Encumbrances.
(c) The prepayment of the Note.
Within thirty (30) days from the date of entry of a final order in any eminent
domain proceeding granting the taking of the Collateral or any part thereof or
from the date of any transfer in lieu thereof, the Company shall direct the
Director in writing to which purpose or combination of purposes above specified
the Net Proceeds of the condemnation award, together with any investment income
therefrom, shall be applied. In the event that the Company fails to so direct
the Director, such Net Proceeds shall be applied as determined by the Director
in the Director's sole discretion. Notwithstanding the foregoing, nothing
contained herein shall cause the Director to be deemed a trustee of the Net
Proceeds or to be obligated to pay any amounts in excess of the Net Proceeds.
Section 5.4. Investment and Disbursement of Net Proceeds. All moneys
received by the Director or the Director's designee constituting Net Proceeds
shall, pending application, be invested at the direction of the Company for the
account of and at the risk of the Company.
21
ARTICLE VI
EVENTS OF DEFAULT AND REMEDIES
Section 6.1. Right to Perform Covenants. If the Company shall fail to make
any payment or perform any act required to be made or performed hereunder or
under the Loan Agreement, the Note or any of the other Loan Documents, the
Director, without demand upon the Company and without waiving or releasing any
obligation or default, may but shall be under no obligation to, upon ten (10)
days' written notice to the Company (unless a shorter period is elsewhere
provided), make such payment or perform such act for the account and at the
expense of the Company and may enter upon the location of the Project Site or
any part thereof for such purpose and take all such action thereon as, in the
Director's opinion, may be necessary or appropriate. Under emergency conditions
as determined in the sole discretion of the Director, no notice shall be
required The Company hereby irrevocably constitutes and appoints the Director
its true and lawful attorney-in-fact with full power of substitution in the
premises to make any such payment or perform any such act in the name of the
Company. All payments so made by the Director and all costs, fees and expenses,
including without limitation, reasonable attorneys' fees and expenses incurred
in connection therewith or in connection with the performance by the Director of
any such act, together with interest thereon at the Interest Rate for Advances
from the date of payment or incurrence, shall, together with such interest, be
additional indebtedness secured by this Security Agreement and shall be paid by
the Company to the Director on demand. In any action brought to collect such
indebtedness or to foreclose or otherwise pursue the remedies of the Director
under this Security Agreement, the Director shall be entitled to the recovery of
such expenses in such action except as limited by law or judicial order or
decision entered in such action.
Section 6.2. Events of Default. Anyone or more of the following events
shall be an "Event of Default" under this Security Agreement:
(a) The Company shall fail to pay any amount payable pursuant to
this Security Agreement, the Note, the Loan Agreement or any other Loan
Document on the date on which such payment is due and payable, or within
five (5) days thereafter; or
(b) The Company shall fail to observe and perform any agreement,
term or condition contained in this Security Agreement or any other Loan
Document, other than as required pursuant to subsection (a) above, and
such failure shall continue for a period of fifteen (15) days after the
Company has knowledge thereof; provided, however, that if the nature of
the Company's failure is such that more than fifteen (15) days are
reasonably required for its cure, then the Company shall not be deemed in
default if the Company commences such cure as soon as possible within said
fifteen (15) day period and thereafter diligently prosecutes such cure to
completion; provided, further, that such cure period shall not apply to
(i) any failure which in the good faith opinion of the Director is
incapable of cure, (ii) any failure which has previously occurred, (iii)
any failure to maintain and keep in effect any insurance required by this
Security Agreement or the other Loan Documents, or (iv) any failure to
permit the Director to inspect the Collateral, or the books and records of
the Company with respect thereto; or
22
(c) The occurrence of any event of default under the Loan Agreement
or any other Loan Document(s) (as so defined therein); or
(d) Any representation made by the Company, or any of the Company's
officers in this Security Agreement or in any certificate, statement or
report furnished or made to the Director in connection herewith shall
prove to have been false in any material respect when made or deemed to
have been made; or
(e) The Collateral shall be placed under control or custody of any
court; or
(f) An attachment, levy or restraining order shall be issued for any
portion of the Collateral.
Section 6.3. Remedies. If an Event of Default shall have occurred and be
continuing, the Director, at any time, at the Director's election, may exercise
any or all or any combination of the remedies conferred upon or reserved to the
Director under this Security Agreement, the Loan Agreement, the Note, any other
Loan Document or any instrument or document collateral thereto, or now or
hereafter existing at law, or in equity or by statute. Subject to the foregoing,
anyone or more of the following remedies may be exercised:
(a) Declare the entire unpaid balance of the Note and all other
indebtedness owed to the Director and secured hereby immediately due and
payable, without notice or demand, such notice or demand being expressly
waived by the Company;
(b) Use of any available judicial proceeding to collect or recover
all indebtedness secured by this Security Agreement and due hereunder
whether at maturity or by acceleration, to enforce this Security Agreement
or to foreclose or otherwise collect or realize upon the lien and security
interest on all or any part of the Collateral;
(c) Demand for immediate delivery any portion of the Collateral
capable of being delivered to the Director or that the Company immediately
assemble any portion of the Collateral capable of being assembled and
immediately make such portion available to the Director by any method
which is reasonably convenient to both the Company and the Director, and
taking immediate possession of the Collateral or any part thereof and for
that purpose pursuing the Collateral or any part thereof wherever it may
be found and removing, to the extent possible, the same to any place
whatsoever;
(d) Sale, lease or other disposition of the Collateral, at either
public or private sale, at such time as the Director, in the Director's
sole discretion, may decide, in a commercially reasonable manner. The
Director shall not be required to make any warranty relating to title,
possession, quiet enjoyment or the like in any sale, lease, or other
disposition of the Collateral, and the Director may expressly disclaim
such warranties. In connection with any such sale, the Company
acknowledges and agrees that ten (10) days' prior written notice to the
Company shall constitute reasonable notification of the time and place of
any public sale or reasonable notification of the time after which any
private sale or other intended disposition is to be made. At any such sale
the Collateral may be sold in one or more lots or as an entirety or
separately, as the Director may determine. The Director shall not be
obligated to complete any such sale
23
pursuant to any such notice. The Director may, without notice or
publication, except for written notice to the Company, adjourn any public
or private sale or cause the same to be adjourned from time to time by
announcement at the time and place fixed for the sale, and such sale may
be made at any time or place to which the same may be so adjourned. In
case of the sale of all or any part of the Collateral on credit or for
future delivery, the property so sold may be retained by the Director
until the selling price is paid by the purchaser thereof, but the Director
shall not be required to sell all or any part of the Collateral on credit
or future delivery and shall not incur any liability in case of the
failure of such purchaser to take and/or pay for the property so sold and,
in case of any such failure to take the property, such property may again
be sold upon like notice. The Company will be credited only with those
payments actually made by the purchaser which are received by the
Director,
(e) Exercise of all or any rights and remedies as the Director may
have under the Loan Agreement or any of the other Loan Documents; and.
(f) Exercise of any rights, remedies and powers the Director may
have at law or in equity, including, without limitation, as a secured
party under the Commercial Code or other similar laws in effect,
including, without limitation, the option of proceeding as to both
personal property and fixtures in accordance with any rights of the
Director.
Any moneys received by the Director pursuant to the exercise of remedies under
this Security Agreement shall be applied as provided in Section 6.5 hereof.
Section 6.4. Waiver of Appraisement, Valuation, Redemption, and
Marshalling of Assets. The Company does hereby waive to the full extent the
Company may lawfully do so, the benefit of any appraisement, valuation, stay,
extension or redemption laws now or hereafter in force and agrees not to set up,
claim or seek to take advantage of any such law in order to prevent or hinder
the enforcement or foreclosure of this Security Agreement, or the final and
absolute sale of the Collateral or any part thereof or interest therein, or the
final and absolute putting into possession thereof, immediately after such sale,
of the purchaser or purchasers thereof. The Company also waives, to the full
extent it may lawfully do so, all rights of marshalling of assets in the event
of any foreclosure or sale of the Collateral or of any part thereof or of any
interest therein and agrees that any court having jurisdiction to foreclose the
mortgage, pledge, lien and security interest of this Security Agreement or sell
the Collateral may foreclose the mortgage, pledge, lien and security interest of
this Security Agreement and sell the Collateral as an entirety, or in such
parcels or portions as may be ordered by the court.
Section 6.5. Application of Proceeds. Any moneys, including without
limitation, the proceeds of any sale, by foreclosure or otherwise, of the
Collateral or any part thereof or any interest therein received by the Director
pursuant to the exercise of any remedies provided in this Security Agreement or
by law, in equity, or by statute shall be applied as follows:
First: To the payment of all costs incurred in the collection thereof,
including without limitation, reasonable attorneys' fees and
expenses; and
24
Second: To the discharge of any lien on the Collateral which the Director
may consider necessary or desirable to discharge; and
Third: To the payment of indebtedness secured by this Security Agreement
owing to the Director other than indebtedness with respect to the
Note at the time outstanding; and
Fourth: To the payment of all amounts of monthly service fees due and
payable on the Note, whether due at maturity or as an installment
of the service fee or by prepayment or acceleration or otherwise;
and
Fifth: To the payment of all amounts of interest due and payable on the
Note, whether due at maturity or as an installment of interest or
by prepayment or acceleration or otherwise; and
Sixth: To the payment of all amounts of principal due and payable on the
Note, whether due at maturity or as an installment of principal
or by prepayment or acceleration or otherwise; and
Seventh: The balance, if any, unless a court of competent jurisdiction may
otherwise direct by final order not subject to appeal, to or at
the direction of the Company.
Section 6.6. Appointment of Receiver. If an Event of Default shall have
occurred and be continuing, the Director shall, as a matter right and to the
extent permitted by applicable law and without regard to the adequacy of the
Collateral as security, be entitled to the appointment of a receiver for all or
any part of the Collateral, whether such receivership is incidental to a
proposed sale of the Collateral or otherwise, and the Company hereby consents to
the appointment of such a receiver and covenants not to oppose any such
appointment.
Section 6.7. Possession, Management and Income; Assignment. If an Event of
Default shall have occurred and be continuing, the Director, to the extent not
prohibited under the applicable law, ex parte and without notice may enter upon
the Project Site and take possession of the Collateral or any part thereof by
force, summary proceedings, ejectment or otherwise, and may remove the Company
and all other persons and any and all property therefrom and may hold, operate
and manage the same and receive all revenues, income or profits accruing with
respect thereto or any part thereof. The Director shall not have any liability
for or by reason of any such taking of possession, entry, removal or holding,
operation or management.
Section 6.8. Remedies Cumulative. If an Event of Default shall have
occurred, the Director, in addition to each right, power and remedy of the
Director provided in this Security Agreement, may undertake appropriate judicial
proceedings or may proceed with any other right or remedy existing at law or in
equity or by statute or otherwise, independent of or in aid of the rights,
powers and remedies conferred in this Security Agreement, as the Director may
deem best for the protection and enforcement of the Director's rights under this
Security Agreement. Each right, power and remedy of the Director provided for in
this Security Agreement, the Loan Agreement or any other Loan Document or now or
hereafter existing at law or in equity or by
25
statute or otherwise, shall be cumulative and concurrent and shall be in
addition to every other right, power or remedy provided for in this Security
Agreement, the Loan Agreement or any other Loan Document, or now or hereafter
existing at law or in equity or by statute or otherwise, and the exercise or
beginning of the exercise or partial exercise by the Director of any one or more
of such rights, powers or remedies shall not preclude the simultaneous or later
exercise by the Director of any or all such other rights, powers or remedies.
Section 6.9. Provisions Subject to Applicable Law. All rights, powers and
remedies provided herein may be exercised only to the extent that the exercise
thereof does not violate any applicable law, and are intended to be limited to
the extent necessary so that they will not render this Security Agreement
invalid, unenforceable or not entitled to be recorded, registered or filed under
any applicable law. The Director may comply with any applicable law in
connection with the disposition of all or any part of the Collateral and the
Director's compliance with any such law will not be considered to have adversely
affected the commercial reasonableness of such disposition or sale.
Section 6.10. No Waiver by the Director. No failure by the Director to
insist upon the strict performance of any term hereof, or to exercise any right,
power or remedy consequent upon a breach thereof, shall constitute a waiver of
any such term or of any such breach. No waiver of any breach shall affect or
alter this Security Agreement, which shall continue in full force and effect
with respect to any other then existing or subsequent breach.
Section 6.11. Discontinuance of Proceedings and Restoration of Status Quo.
In case the Director shall have proceeded to enforce any right, power or remedy
under this Security Agreement by sale, foreclosure, entry or otherwise, and such
proceedings shall have been discontinued or abandoned for any reason, or shall
have been determined adversely to the Director, then and in every case the
Company and the Director shall be restored to their former positions and rights
hereunder, and all rights, powers and remedies of the Director shall continue as
if no such proceeding had been taken.
Section 6.12. No Liability. The Director shall have no liability for any
loss, damage, injury, cost or expense resulting from any act or omission to act
by the Director or the officers, employees, agents or representatives of the
Director or the State whether or not negligent, which has been taken or omitted
in good faith pursuant to this Article.
Section 6.13. Right to Proceed Against Collateral. The Company irrevocably
waives any right it has to require that any action be brought against any third
person or to require that resort be had to any other security prior to the
enforcement of this Security Agreement.
[BALANCE OF PAGE INTENTIONALLY LEFT BLANK]
26
ARTICLE VII
MISCELLANEOUS PROVISIONS
Section 7.1. Additional Security. Without notice to or consent of the
Company and without impairment of the pledge, lien, security interest and rights
created or granted by this Security Agreement, the Director may accept from the
Company or from any other person or persons additional security for the
indebtedness secured by this Security Agreement. Neither the giving of this
Security Agreement nor the acceptance of any such additional security shall
prevent the Director from resorting, first, to such additional security, or
first, to the security created or granted by this Security Agreement, in either
case without affecting the pledge, lien or security interest hereof and the
rights conferred hereunder.
Section 7.2. Partial Release. At the request of the Company, the Director
may, at any time and from time to time, consent to, join in or permit a release
of any part of the Collateral subject to the provisions of Section 4.4 hereof.
No such release shall impair in any manner the validity or, except as
specifically provided in such release or grant, the priority of this Security
Agreement, and no notice to other parties in interest, if any, shall be
required.
Section 7.3. Release and Discharge. If all sums payable by the Company
under the Loan Documents shall have been indefeasibly paid and the Company shall
have complied with all the terms, conditions and requirements hereof and of the
Note, the Loan Agreement and all other Loan Documents, then this Security
Agreement shall be null and void and of no further force and effect. Upon the
written request and at the expense of the Company, the Director will execute and
deliver to the Company such proper instruments of release and discharge as may
reasonably be requested to evidence such defeasance, release and discharge.
Section 7.4. Inspection. The Director and the Director's officers,
employees, agents and representatives are hereby authorized during normal
business hours and upon not less than twenty-four (24) hours prior oral or
written notice (unless an Event of Default shall have occurred and is
continuing, in which event no notice shall be required) during the term of this
Security Agreement to inspect the Collateral and any property or records with
respect thereto and to make copies thereof and to enter upon the Project Site
(as defined in the Loan Agreement) for such purpose.
Section 7.5. Expenses. The Company shall, to the extent not prohibited by
law, immediately upon demand payor reimburse the Director for all reasonable
attorneys' fees, costs and expenses incurred by the Director in any proceedings
involving the estate of a decedent, an insolvent or a debtor under federal
bankruptcy law, or in any action, proceeding or dispute of any kind in which the
Director is made a party, or appears as an intervenor or party plaintiff or
defendant, affecting or relating to the Note, this Security Agreement, the Loan
Agreement, any other Loan Document, the Company or any of the Collateral,
including, but not limited to, the foreclosure of or collection under this
Security Agreement, any condemnation action involving the Collateral, or any
action to protect the security hereof, and any such amounts paid by the Director
shall, except as may be limited by law or judicial order or decision entered in
any such action, be added to the indebtedness secured hereby, be subject to the
provisions of Section 2.9 hereof and bear interest at the Interest Rate for
Advances.
27
Section 7.6. Estoppel Affidavits. The Company, within ten (10) days after
written request from the Director, shall furnish a written statement, duly
acknowledged, setting forth the unpaid principal of, and interest on, the
indebtedness secured hereby and "whether or not any credits, setoffs, or
defenses exist against such principal and interest, and any such other matters
as the Director may reasonably request.
Section 7.7. No Merger. It being the desire and intention of the parties
hereto that this Security Agreement and the pledge, lien and security interest
thereof do not merge in title to the Collateral, it is hereby understood and
agreed that should the Director acquire any additional or other interests in or
to the Collateral or the ownership thereof, then, unless a contrary interest is
manifested by the Director as evidenced by an appropriate document duly
recorded, this Security Agreement and the pledge, lien and security interest
thereof shall not merge in the title of the Collateral, toward the end that this
Security Agreement may be foreclosed as if owned by a stranger to the title to
the Collateral.
Section 7.8. General Provisions. This Security Agreement shall be deemed
to be made under the laws of the State and for all purposes shall be governed by
and construed in accordance with the laws of the State and shall inure to the
benefit of and be binding upon the Company, the Director and their respective
permitted successors and assigns. If any provision hereof is determined by a
court to be invalid or unenforceable, such determination shall not affect any
other provision, which shall be construed and enforced as if such invalid or
unenforceable provision were not contained herein. Such invalidity or
unenforceability shall not affect any valid and enforceable application thereof,
and each such provision shall be deemed effective, operative, made, entered into
or taken in the manner and to the full extent permitted by law. The captions or
headings herein shall be solely for convenience of reference and in no way
define, limit or describe the scope or intent of any provisions or sections of
this Security Agreement or affect the meaning hereof. This Security Agreement
may be executed in any number of counterparts, each of which shall be deemed an
original and each of which shall constitute but one and the same instrument; it
shall not be necessary in proving this Security Agreement to produce or account
for more than one such counterpart. This Security Agreement shall be deemed to
have been prepared jointly by the parties hereto and any uncertainty or
ambiguity existing herein shall not be interpreted against any party but shall
be interpreted according to the rules for the interpretation of arm's length
agreements. This Security Agreement and the other Loan Documents constitute the
complete agreement between the parties with respect to the subject matter hereof
and thereof, and supersede all prior agreements, commitments, understandings or
inducements (oral or written, expressed or implied).
Section 7.9. Amendments, Changes and Modifications. Except as otherwise
provided in this Security Agreement, this Security Agreement may not be amended,
supplemented or terminated without the prior written consent of the Director.
Section 7.10. Waiver of Setoff. All sums payable by the Company hereunder
or under the Note or any other Loan Document shall be paid without notice,
demand, counterclaim, setoff, deduction or defense, and without abatement,
suspension, deferment, diminution or reduction, and the obligations and
liabilities of the Company hereunder shall in no way be released, discharged or
otherwise affected, except as expressly provided herein, by reason of (a) any
damage to or destruction of or any condemnation or similar taking, or transfer
in lieu thereof, of
28
the Collateral or any part thereof; (b) any restriction or prevention of or
interference with any use of the Collateral or any part thereof; (c) any title
defect or encumbrance or any eviction from the Project Site (as defined in the
Loan Agreement) or any part thereof by title paramount or otherwise; (d) any
bankruptcy, insolvency, reorganization, composition, adjustment, dissolution,
liquidation or other like proceeding relating to the Company or any action taken
with respect to this Security Agreement by any trustee or receiver of the
Company, or by any court in such proceeding; (e) any claim which the Company has
or might have against the Director; (f) any default or failure on the part of
the Director to perform or comply with any of the terms hereof or of any other
agreements pertaining to the lien or security interest on the Collateral with
the Company; or (g) any other occurrence whatsoever, whether similar or
dissimilar to the foregoing, whether or not the Company shall have notice or
knowledge of any of the foregoing. Except as expressly provided herein, the
Company irrevocably waives all rights now or hereafter conferred by statute or
otherwise to any abatement, suspension, deferment, diminution or reduction of
any sum secured hereby and payable by the Company.
Section 7.11. Xxxxxxxx Clause. In the event of the passage or enactment of
any law, order, rule or regulation, subsequent to the date hereof, in any manner
changing or modifying the laws now in farce governing the taxation of mortgages
or security agreements or debts secured by mortgages or security agreements or
the manner of collecting taxes so as to affect adversely the Director, the
Director may, at the Director's option, declare an Event of Default hereunder
unless promptly upon such passage or enactment the Company assumes, in a manner
satisfactory to the Director, the obligation to pay any taxes or other financial
burdens imposed upon the Director.
Section 7.12. Notices. All notices, certificates, requests or other
communications hereunder shall be in writing and shall be deemed to be
sufficiently given when mailed by registered or certified mail, postage prepaid,
or sent by nationally recognized overnight courier service, or sent by facsimile
and confirmed by telephone and in each case addressed to the appropriate Notice
Address. The Company and the Director may by written notice given hereunder,
designate any further or different addresses to which subsequent notices,
certificates, requests or other communications shall be sent.
Section 7.13. Personalty. The Collateral shall be and remain personal
property notwithstanding any manner in which it may be attached or affixed to
real estate.
Section 7.14. Mutual Waiver of Jury Trial. THE COMPANY AND THE DIRECTOR,
AFTER CONSULTING OR HAVING HAD THE OPPORTUNITY TO CONSULT WITH COUNSEL,
KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WANE ANY RIGHT EITHER OF THEM MAY HAVE
TO A TRIAL BY JURY IN ANY LITIGATION BASED UPON OR ARISING OUT OF THIS SECURITY
AGREEMENT, THE NOTE, THE LOAN AGREEMENT, OR ANY RELATED INSTRUMENT OR AGREEMENT,
OR ANY OF THE TRANSACTIONS CONTEMPLATED THEREBY, OR ANY COURSE OF CONDUCT,
DEALING, STATEMENTS (WHETHER ORAL OR WRITTEN), OR ACTIONS OF EITHER OF THEM.
THIS WAIVER SHALL NOT IN ANY WAY AFFECT THE DIRECTOR'S ABILITY TO PURSUE
REMEDIES PURSUANT TO ANY CONFESSION OF JUDGMENT OR COGNOVIT PROVISION CONTAINED
IN THE NOTE, IN THE LOAN AGREEMENT OR ANY RELATED INSTRUMENT OR AGREEMENT.
NEITHER THE COMPANY NOR
29
THE DIRECTOR SHALL SEEK TO CONSOLIDATE, BY COUNTERCLAIM OR OTHERWISE, ANY ACTION
IN WHICH A JURY TRIAL HAS BEEN WAIVED WITH ANY OTHER ACTION IN WHICH A JURY
TRIAL CANNOT BE OR HAS NOT BEEN WAIVED. THESE PROVISIONS SHALL NOT BE DEEMED TO
HAVE BEEN MODIFIED IN ANY RESPECT OR RELINQUISHED BY THE COMPANY OR THE DIRECTOR
EXCEPT BY A WRITTEN INSTRUMENT EXECUTED BY BOTH OF THEM.
Section 7.15. Consent to Jurisdiction/Service of Process. The Company
hereby irrevocably agrees and submits to the exclusive jurisdiction of any state
or federal court located within Franklin County, Ohio, or, at the option of the
Director in its sole discretion, of any state or federal court(s) located within
any other county, state or jurisdiction in which the Director at any time or
from time to time chooses in its sole discretion to bring an action or otherwise
exercise a right or remedy, and the Company irrevocably waives any and all
objections based on forum non conveniens and/or objection to venue of any such
action or proceeding. The Company hereby irrevocably consents that all service
of process be made by certified mail directed to the Company at its address set
forth herein for notice purposes and service so made will be deemed completed
upon the earlier of the Company's actual receipt thereof or three (3) business
days after the same has been deposited in the U.S. Mail, postage prepaid.
Nothing contained herein will prevent the Director from servicing process in any
other manner permitted by law.
Section 7.16. Attorney Review. The terms and conditions of this Security
Agreement were reviewed by an attorney for the Company, and said terms and
conditions were explained to the appropriate officers/representatives of the
Company who, by their execution hereof, hereby acknowledge that they fully
understand the terms hereof.
Section 7.17. Time is of the Essence. Time is of the essence in all
respects hereunder.
30
IN WITNESS WHEREOF, the Company has executed this Security Agreement as of
the date first above written.
REPUBLIC ENGINEERED PRODUCTS, INC.
a Delaware corporation (the "Company")
By: /s/ Xxxxxx X. Xxxxxxxx
------------------------------------------
By: /s/ X.X. Antonio III
------------------------------------------
Accepted as of the 19th day of December, 2003
THE DIRECTOR OF DEVELOPMENT OF
THE STATE OF OHIO (the "Director")
By: /s/ Xxxxx X. Jannous
------------------------------------------
Name: Xxxxx X. Jannous
Title: Chief Legal Counsel
31
EXHIBIT A
PROJECT EQUIPMENT
[To be attached]
Page 2 EXHIBIT ARTI
May 23, 2002 "Project Equipment" 4 Stand Revamp
REPUBLIC TECHNOLOGIES INTERNATIONAL
4 STAND REVAMP
TECHNICAL SPECIFICATIONS
SES PROPOSAL NO. 12916-E
MAY 23, 2002
1.0 4 STAND MILL SHEAR DELIVERY TABLES
1.1 SES will supply twenty-six (26) rolls from parting shear to the
cooling bed. See SES Drawing No. 12916A-04.
1.2 Table will consist of twenty-six (26) cast iron rolls total.
1.3 Each roll will be 12" diameter, supported on 3 7/16" steel pillow
blocks.
1.4 Each roll will be driven by one (1) 7 1/2 BP gearmotor designed to
propel product at 60 to 600 FPM.
1.5 Table will consist of complete roll with drive assembly and table
frame to concrete.
1.6 Tables will be provided with aprons and iron side guides.
1.7 Table will require approximately fifty two (52) lubrication points.
1.8 Total table weight is 83,000#.
2.00 COOLING BED ENTRY TABLE
2.1 SES will supply a twenty-four (24) roll cooling bed entry table. See
Drawing No. 12916A-0l and -06.
2.2 Each roll will be 12" diameter and will be cast iron.
2.3 Roll will be cantilevered on 3 7/16" steel pillow blocks.
2.4 Each roll will be driven by one (1) 5 HP gear motor designed to
propel product at 60 to 600 FPM.
2.5 Table will have cast iron guiding.
2.6 Table will require approximately forty-eight (48) lubrication
points.
2.7 Total table weight is 125,000#.
3.00 BAR KICK-DEVICE
3.1 SES will furnish one (1) bar kick-in device similar to that shown on
Drawing Xx. 00000X-00, -00, -00, -00.
3.2 The bar kick-in device will be an iron type kick-in assembly with an
articulating pivot pin lift arrangement.
3.3 This kick-in device will be activated via an electro-mechanical
drive assembly.
3.4 An electro-mechanical bar- transfer is provided at the first notch
of the cooling bed. This device will transfer the bar to the second
notch.
3.5 Bar transfer device will be powered by 7-1/2 HP AC motor on each
bed.
3.6 Approximately 120 lubrication points will be required.
3.7 Total weight of bar kick-in system is 60,000#.
Page 3 RTI
May 23, 2002 4 Stand Revamp
4.0 COOLING BED
4.1 Cooling bed will be similar to SES Reference Drawing Nos. 12916A-01
and -02
4.2 Cooling bed will be an electro-mechanical type bed consisting of two
(2) independent halves with individual lift and traverse. Each half
will be 52'-0" wide.
4.3 Lift will be accomplished via two (2) 250 HP DC electric motors
coupled to a parallel shaft gear reducer with double output shafts.
Gear reducer will have a 96:1 RATIO.
4.4 The lift gearbox will be coupled to eccentrics, which will be
supported on both sides by anti-friction bearings and connected to
the lifting pull rod.
4.5 The traverse assembly will consist of two (2) 30 HP DC motors
coupled to 97:1 gear ratio, parallel shaft reducers. These reducers
will have double extended output shafts.
4.6 DC motors will be supplied with air-over blowers.
4.7 Output shafts will be connected to eccentric cranks, which in turn,
connect to the pull rods for rolling the bed in a North-South
direction.
4.8 Bed will be counter weighted. Billets for counterweight to be
supplied by RTI.
4.9 Bed will roll round product with each walk.
4.10 Bed will be designed for 3"-7" rounds.
4.11 Total number of lubrication prints required is approximately 320.
4.12 Total weight of cooling bed is 1,460,000#. The weight of each half
is 730,000#. Total weight is 1,460,000 for both halves.
5.00 SAW TABLE
5.1 SES will supply fifty-five (55) rolls in the saw table line.
5.2 Rolls will be similar to that shown on SES Drawing No. 12916A-05.
5.3 Each roll will be 12" diameter supported on 3 7/16" steel pillow
blocks.
5.4 Each will be driven by one (1) 7-1/2 HP gear motor designed to
propel product at 250 FPM.
5.5 Table will consist of complete roll with drive assembly, and table
frame to concrete.
5.6 Tables will be provided with steel side guides.
5.7 Two (2) fixed end stops will be provided.
5.8 One (1) disappearing stop will be provided.
5.9 Table will require approximately 106 lubrication points.
5.10 Total table weight is 151,000#.
6.0 COOLING BED SURGE TABLE AND LETDOWNS
6.1 SES will provide two (2) cooling bed surge tables and letdowns
similar to that shown on SES Drawing No. 12916-B.
6.2 Cooling bed discharge table will be heavy steel gravity ramps
connecting the bed to the saw line table.
6.3 Each cooling table will have one (1) pneumatic singulator and one
(1) pneumatic hold back device for accumulating up to two (2) layers
of product ahead of the
Page 4 RTI
May 23, 2002 4 Stand Revamp
saw line conveyor table.
6.4 Once product has been advanced to the saw line conveyor table, a
hydraulic operated butterfly letdown device will allow the products
to be lowered onto the saw line table.
6.5 The butterfly letdown arms will be mounted on iron pillow blocks and
will be pull rod activated via hydraulic cylinder.
6.6 Total lubrication points will be approximately 60.
7.0 SLOW COOLED BUCKS
7.1 One (1) 52' wide section of slow cooled bucks will be provided on
one (1) of the cooling beds.
7.2 This slow cooled buck will be designed to hold 7-1/2 ton of product.
7.3 Slow cooled buck will be provided with a pneumatic holdback
assembly, which will hold product at the saw line table or allow the
product to be placed into the buck.
7.4 Total lubrication points will be approximately fifteen (15).
8.0 SAW LINE SHIPPING CRADLES
8.1 SES will provide two (2) 40' sections of saw line shipping cradles
similar to that shown on SES Drawing No. 12916-C.
8.2 Product on the saw line table will be raised off of table by a
butterfly assembly.
8.3 Butterfly assembly, will pivot on steel pillow blocks with bushings
via hydraulic cylinders.
8.4 After product exists the table, two (2) sets of pneumatic holdback
assemblies will be provided for holding two (2) layers of product
ahead of the shipping cradles.
8.5 Each shipping cradle will be designated for 14' to 40' of product
length.
8.6 Each shipping cradle will be designed for a maximum of 22" diameter
bundle and 7-1/2 ton capacity.
8.7 One (1) hydraulic power unit will be supplied for operation of the
butterfly systems for the saw line and the slow cool bucks.
8.8 Total lubrication points will be approximately twenty-four (24).
9.0 ELECTRICAL SENSOR MOUNTING
9.1 SES will provide electrical sensor mounting for the entire 4 stand
project on equipment supplied by SES.
9.2 SES will work with Quad Engineering on sensor device location and
mounting.
9.3 All sensors are provided in Quad's scope of supply.
9.4 All wiring of sensors will be pre-wired where possible.
10.00 LUBRICATION
10.1 SES has provided all hoses, fittings, and lot length of lubrication
lines for lubrication system required on the cooling bed.
10.2 Because of the method that the cooling bed is disassembled and
shipped, all lubrication labor will be provided by the field
installation contractor.
10.3 All roller tables will be pre-plumbed to central blocks for hook up
by installation
4
Page 5 RTI
May 23, 2002 4 Stand Revamp
contractor.
10.4 Any other parts, which cannot be shipped as assemblies, will be
provided with lubrication line and hoses and fittings, but labor
will be provided by installation contractor.
10.5 SES has not provided the main lubrication header lines, or the
automatic lubrication pumps for any equipment on this project.
11.0 PAINTING
11.1 All machined surfaces will be free of paint and covered with a
removable protective coating (oil, film or equal).
11.2 All non-machined surfaces will be free of loose scale/rust and
painted with one (1) coat or red oxide primer and one (1) coat of
machinery enamel -- color to be advised.
12.0 DOCUMENTATION
12.1 Manual
12.1.1 Three (3) sets of operating and maintenance manuals will be
supplied with the equipment.
12.1.2 Standard product brochures will be included where readily
available.
12.2 Drawing
12.2.1 All general management and assembly drawing(s) complete with
itemized parts list will be provided.
12.2.2 Drawings will be prepared on AutoCAD R14 -- electronic file
will be provided on compact disk.
12.2.3 Drawings will generally be "D" size.
5
Page 3 RTI
May 23, 2002 4 Stand Revamp
MOTOR LIST
EQUIPMENT
NO. DESCRIPTION MOTORS
---------- ----------- ------
1.0 Shear Run-Out-26 Rolls Table speed = shear table speed
(26) 7-1/2 @ 1750 RPM AC VF
Table speed = 700 FPM max.
2.0 Cooling Bed Entry Roll Table-24 Rolls (24) 5 HP @ 1750 RPM AC VF
Tale Speed = 700 FPM max.
3.0 Cooling Bed Entry Kick-In Device (2) 60 HP @ 1750 RPM AC FVNR
4.0 Bar Transfer Device (2) 7-1/2 HP AC @ 1750 RPM
5.0 Cooling Bed Life (2) MD 814 250 HP @ 1020 RPM 460VDC
Max load = 200% base rating
5.1 Motor Blower (2) 5 HP 230/460/3/60
5.2 Brake (2) 19" DC type shoe brake
6.0 Cooling Bed Traverse (2) MD 804 30 HP @ 1530 RPM 460VDC
Max load = 200% base rating
6.1 Motor Blower (2) 1 HP 230/460/3/60
6.2 Brake (2) 10" DC type shoe brake
7.0 Hydraulic Power Unit 15 HP @ 1200 RPM AC
8.0 Saw Tables (55) 7-1/2 HP AC @ 1750 RPM
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 04
4 STAND MILL UPGRADE NEW EQUIPMENT
Specification: 2862MS001 Rev. 1 Page No. 9
4. MECHANICAL EQUIPMENT
4.1. MILL ENTRY PINCH ROLL
Detail design and supply only of one (1) pinch roll assembly.
The pinch roll unit will be located directly in front of the first
vertical stand and will be used to assist in entering the feedstock
into the rolls.
The unit will consist of a bottom roller mounted in pillow blocks on
a vertically, manually adjustable base frame. The top roll mounted
in antifriction bearings on a pivoting arm that is attached to the
main frame. The top roll is raised and lowered by hydraulic
cylinders to provide grip to the billet for mill entry. Top and
bottom rolls are driven and water cooled.
The rolls will be designed to accept rounds.
Foundation outline drawings and loading information will be
provided.
If possible, lubrication points will be prepiped with stainless
steel tubing to distribution blocks for connection to centralized
lubrication system. Supply of lubrication system and interconnection
to block by others.
4.2. NEW SCREWDOWN DRIVES
Detail design and supply only of four (4) screwdown drive
assemblies.
Each screwdown for stands Vl/H2/V3/H4 will be upgraded to be driven
by one (1) new 5 hp. gearmotor. New brackets as required to mount
new drive units to existing screwdown mechanisms are also supplied.
4.3. ROLL CHANGE RIG ASSEMBLIES
Detail design and supply only of two (2) roll change rig assemblies
for stands H2 and H4.
A roll change rig will consist of a fabricated steel sled to support
the roll and chock package for insertion into and extraction nom of
the mill housing. The sled will slide on and be guided by a
fabricated steel frame, permanently mounted to the mill floor, and
will be actuated by a hydraulic cylinder.
Detail design and supply of components only for required
modifications to the existing roll chocks for accommodation by the
new sleds are included.
One (1) sliding and one (1) fixed floor plate, per roll change rig,
are included.
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 04
4 STAND MILL UPGRADE NEW EQUIPMENT
Specification: 2862MS001 Rev. 1 Page No. 10
Hydraulic valving for each roll change rig is included.
Foundation outline drawings and loading information will be
provided.
4.4 ENTRY AND DELIVERY GUIDES
Detail design and supply only of one (1) complete fill of entry and
delivery guides to roll rounds 3" diameter to 6-1/2" diameter for
stands . VI/H2/V3/H4.
Center adjust roller entries are provided for stands 1V/2H/3V/4H.
The rollers are AISI 4140 and the profiled inserts are 416 stainless
steel.
Static nodular iron delivery guides are provided for stands
1V/2H/3V/4H.
4.5. REST BARS
Detail design and supply only of eight (8) adjustable rest bars for
stands V1/H2/V3/H4.
4.6 AXIAL ADJUST MECHANISM
Detail design and supply only of-two (2) new axial adjust mechanisms
for stands H2 and H4.
Detail design and supply only of components to mount new axial
adjustment mechanisms on existing chocks and mill stand housing is
included.
Detail design only of modifications to existing chocks and mill
stand housing to accommodate new components for mounting of new
axial adjustment mechanisms.
Axial adjustment is provided for one bottom roll only -- the top
roll is fixed.
4.7 INTER STAND TROUGHS AND FLOOR PLATES
Detail design and supply only of three (3) inter stand troughs
between V1, H2 and X0, X0 xxx X0, X0.
Detail design and supply only floor plates for H2 and H4 for roll
change rig.
4.8 LAP GAUGE SUPPORT
Detail design and supply only of one (1) fabricated steel support to
mount the new LAP gauge (supplied by RTI).
10
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 04
4 STAND MILL UPGRADE NEW EQUIPMENT
Specification: 2862MS001 Rev. 1 Page No. 11
Foundation outline drawings and loading information will be
provided.
4.9 GAUGE BEAMS
Detail design and supply only two (2) gauge beams.
Two (2) gage beam assemblies are required for the tow (2) fixed saw
system. The gage beam after the first fixed saw will gage product
from 14' to 40'. The gage beam after the second fixed saw will gage
product from 14' to 40'.
The gauge beam consists of a long fabricated beam bolted to the mill
foundations to which it is fitted a traveling measuring head. The
measuring head is designed to minimize cut length variation and has
the following functions built into the design:
- Supported by four (4) wheels on the beam with two (2) wheels
driven by electric gearmotor for cut length variation.
- Head clamping to gage beam.
- Raising lowering stop head by air cylinder for shock
absorption due to moving bars.
- Lifting/Lowering stop plate in case of stop plate resting on
roller.
4.9.1 Gage Beam
The beam will be fabricated from heavy steel plate and
machined to accept the traveling gage head with wheels. The
beam will be supported with two gooseneck supports from one
side of the beam. The supports will be bolted to the mill
foundations and fabricated from heavy steel plate. The gauge
beam will be bolted to the gooseneck supports.
The beam will be of sufficient length for the gage head to
measure 14' to 40' long bars.
The gauge beam will be provided with a painted-on scale or
other means of visually determining the approximate gauge head
position.
4.9.2 Gage Head
Main Frame:
11
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 04
4 STAND MILL UPGRADE NEW EQUIPMENT
Specification: 2862MS001 Rev. 1 Page No. 12
Fabricated from heavy steel plate, the frame will be machined
and drilled for the following sub items:
- Wheel and drive.
- Two (2) wheels are driven by a chain sprocket system
from a gear motor fastened to the main frame.
- A pivoting stop head is located to the main frame. A
large bore air cylinder achieves raising and lowering of
the head. In the down position, the cylinder also
absorbs shock loads caused by moving bars.
Foundation outline drawings and loading information will be
provided.
4.10 COLD SAW ENCLOSURES
Design and supply only of two (2) fabricated steel saw enclosures.
Environmental enclosure over each saw approximately 15' x 20' to
contain fumes and sound.
One (1) fume extraction system per cold saw will be supplied.
Enclosures will be designed to mount on the travel frame of the cold
saws (supplied by RTI).
The enclosures would have a lift out roof panel. As much equipment
as possible will be located outside the enclosures.
Design will incorporate access door to permit maintenance operations
and blade changing as necessary.
4.11 COLD SAW BLADE CHANGE JIB CRANES
Design and supply only of two (2) jib cranes.
Each jib crane will consist of a one (1) ton electric hoist and
manual trolley suitably mounted for the purposes on blade change
operations.
Detail design and supply only of one (1) saw blade storage rack per
cold saw is also included.
4.12 SWARF AND SCRAP REMOVAL
Design and supply only of four (4) 10 ton capacity scrap boxes to
permit the
12
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 04
4 STAND MILL UPGRADE NEW EQUIPMENT
Specification: 2862MS001 Rev. 1 Page No. 13
collection and removal of swarf and scrap.
Chutes required to direct scrap and swarf into the scrap boxes will
be provided.
Foundation outline drawings and loading information will be
provided.
4.13 SWARF WATER SYSTEM
Design and equipment supply only for a swarf water system for each
saw as required by saw manufacturer.
Process water from existing scale water system (tie-in point(s) and
interconnecting piping to be provided by RTI) will be sprayed to
wash down swarf from under saws Pump(s) will be provided to
recirculate swarf water back to the existing plant scale water
system (tie-in point(s) and interconnecting piping to be provided by
RTI).
Note: All lubrication points will typically be manual unless noted
otherwise.
13
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 05
4 STAND MILL UPGRADE EQUIPMENT UPGRADES
Specification: 2862MS001 Rev. 1 Page No. 14
5. EQUIPMENT UPGRADES
5.1 HORIZONTAL XXXXX STAND HOUSING
Detail design and supply only of components to upgrade the existing
horizontal mill stand housing H2 and H4 including:
- New mill housing liners
- New mill housing foot brasses
5.2 VERTICAL MILL STAND HOUSING
Detail design and supply of components only to upgrade the existing
vertical mill stand housings V1 and V3 including
- New mill housing liners
5.3 "JOHNSTOWN" FLYING DIVIDE SHEAR
Detail design and supply only components to upgrade the existing
divide shear as follows:
- Top and bottom knife holder assemblies including bushings and
hardware.
- Design of knives (RTI supply).
- Head and tail end sampling system.
- Shear support frame.
- Crop chute components.
Foundation outline drawings and loadings will be provided.
5.4 ENTRY PINCH ROLL FOR "JOHNSTOWN SHEAR"
An analysis regarding the cut length accuracy and repeatability of
the final cut on any bar will be performed. From the result of the
analysis RTI will determine if the shear entry pinch roll will be
required.
If the pinch roll is required QEI will provide:
Detail design and supply only of support steel as required to
install the shear entry pinch roll (supplied by RTI) between stand
4H and the "Johnstown" shear.
Detail design only of required modifications and supply of
miscellaneous support steel to modify the existing roller table
between stand 4H and existing divide shear.
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 05
4 STAND MILL UPGRADE NEW EQUIPMENT
Specification: 2862MS001 Rev. 1 Page No. 15
Foundation outline and loading drawing will be provided.
If the pinch roll not is required QEI will provide:
Detail design only of required modifications and supply of
miscellaneous support steel to modify the existing roller table
between stand 4H and existing divide shear.
Foundation outline and loading drawing will be provided.
15
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 06
4 STAND MILL UPGRADE ELECTRICAL EQUIPMENT
Specification: 2862MS001 Rev. 1 Page No. 16
6.00 ELECTRICAL EQUIPMENT
6.1 Four (4) Rockwell (Reliance) DC mill stand non-regenerative drives,
complete with:
- Reversible field regulators.
- Rated to power four (4) existing 1250 hp., 600V DC, 400/800RPM
Xxxxx-Xxxxxxxx Mil motors.
6.2 Two (2) 3,600 kVA, 13.8 kV-575V mill drive isolation transformers.
- Dry type.
- One delta -- delta/wye and One delta -- delta/delta.
- Copper windings.
- Electrostatic shield.
- 150 degrees C temperature rise.
- Two (2) mill drives per transformer.
6.3 Two (2) 13.8kV, 600 Amp fused load break switches for the mill drive
isolation transformers.
6.4 Two (2) Rockwell (Reliance) DC shear drives complete with:
- Four (4) field regulators rated to power the existing four (4)
300 hp., 230V DC, 390RPM MD820 AEL series motors. (Johnstown
shear)
6.5 One (1) 1,900 kVA shear drive isolation transformer with dual
secondary
- One (1) for each shear drive
- Dry type, delta -- delta/wye
- Copper windings
- Electrostatic shield
- 150 degrees C temperature rise
6.6 One (1) 13.8kV, 600 Amp fused load break switches for the shear
drive isolation transformers.
6.7 One (1) GEC relay for the existing 13.8kV, 1,200 Amp breaker.
6.8 One (1) 40 hp. DC and one (1) 30 hp. DC Rockewell drives for the
mill entry and shear pinch rolls. Drive will be supplied for
modified roller tables as required by mechanical equipment
arrangement at the "Johnstown" shear.
6.9 Four (4) 5hp. V.F. AC drives to power the mill stand screwdown
motors.
6.10 Two (2) 100 hp. And two (2) 75 hp. V.F. AC drives for the cooling
bed run-in
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 06
4 STAND MILL UPGRADE NEW EQUIPMENT
Specification: 2862MS001 Rev. 1 Page No. 17
table.
6.11 Two (2) 75 hp. V.F. AC drives for the cooling bed kick-off.
6.12 Two (2) 10 hp. V.F. AC drives for the cooling bed transfer tables.
6.13 Two (2) DC drives for two 250 hp. DC motors for the cooling bed
rake.
6.14 One (1) cooling bed rake drive isolation transformer with dual
secondary windings.
- Copper windings
- Electrostatic shield
- 150 degrees C temperature shield
- One (1) 13.8kV, 600 Amp fused load break
6.15 Two (2) 30 hp. DC drives for the cooling bed rake traverse
mechanism.
6.16 Six (6) 75 hp. V.F. AC drives for the cooling bed run-out, saw and
cradles table motors.
6.17 Two (2) 10 hp. V.F. AC drives for the Gauge Beam heads.
6.18 One (1) lot of MPP's (Motor Protection Panel) for the AC drives,
where multiple motors are fed from a single drive.
6.19 480V Power Distribution
- One (1) MCC for the mill area equipment (Power obtained from
the existing mill MCC 11)
- One (1) 13.8kV, 600 Amp fused load break switches
- One (1) 1500 kVA 13.8 kV-480 V Dry type transformer, copper
windings, 150 degrees C temperature rise
- One (1) MCC for the Saw area equipment, including two Saw
feeders
6.20 One (1) Mill Speed Control system, including:
- Controls for the screw downs, shear, pinch rolls, cooling bed,
run-in and run-out tables, and related auxiliary equipment
such as hydraulics, interface with the existing Mill Level 2
system.
- PLC - Xxxxx Xxxxxxx ControlLogix PLC, including Flex I/O
modules utilized in the remote I/O panels, consoles, etc.
- HMI stations:
- One (1) Mill Set Up
17
QUAD ENGINEERING SCOPE OF WORK
REPUBLIC TECHNOLOGIES INTERNATIONAL Section: 06
4 STAND MILL UPGRADE NEW EQUIPMENT
Specification: 2862MS001 Rev. 1 Page No. 18
- One (1) Mill Control
- One (1) Engineering Work Station
- One (1) Cooling Bed Bar Tracking station
- One (1) Saws Station
6.21 One (1) lot sensors
- HMD's
- Revolvers/encoders, etc. (except sensors supplied with
machinery by others)
6.22 Operator Consoles:
- One (1) control console for mill and shear (Location: Mill
pulpit)
- One (1) control console at the cooling bed
- One (1) control console for saws and tables (Location: Saws
pulpit)
6.23 Pulpits:
- One (1) air-conditioned Mill Control Pulpit
- One (1) air conditioned Saw Area Pulpit
6.24 One (1) Prefabricated Control Room (PCR) for the Cooling Bed and Saw
area equipment.
Note: Except for the Mill Stands, Shear and Cooling bed Drives all
other AC and DC drives will be equipped with the primary line
reactors. AC drives will also be equipped with the DB resistors.
18
PAGE 1
PURCHASE ORDER INVOICE TO:
Republic Technologies International
Attn: Accounts Payable
[REPUBLIC TECHNOLOGIES INTERNATIONAL LOGO] X.X. Xxx 0000
Xxxxxxxx, XX 00000-0000
DATE F.O.B. DUE DATE CARRIER VIA PURCHASE ORDER NO.
06/17/2002 SHIPPING POINT 11/25/2002 BEST WAY NST-54194-C
15733200
TO:
TRI-CAM INC
XX XXX 0000
XXXXXXXX, XX 00000-0000 SHIP TO:
REPUBLIC TECHNOLOGIES ACQ. LLP
BAR MILL MAINT OFC STOP #701
0000 XXXX 00XX XXXXXX
XXXXXX, XX 00000 [AI]
CONTACT: XXXXXXX, XXX
LINE QUANTITY DESCRIPTION UNIT UNIT PRICE NET PRICE
---- -------- ----------- ---- ---------- ---------
01 1306,450 ABRASIVE BATCH TYPE CUT-OFF SAWS (QTY = 2) MODEL $ 1.00 1,306,450.00
CMI STATIONARY CAH 1525-T ABRASIVE SAWS INCLUDING:
MAIN STAND AND FRAME
SWARF COLLECTION (EXCLUDING BOXES)
CARRIAGE WITH CUTTING BOOM
GEARDRIVEN SPINDLE ASSEMBLY
ELECTRO/HYDRAULIC SERVO CONTROLLED INFEED DEVICE
HYDRAULIC DOWN FEED DEVICE WITH ELECTRONIC
POSITIONING
AUTOMATIC STROKE SETTING
WHEEL CHANGE INDICATOR
MATERIAL CLAMPING DEVICE WITH TOP CLAMPS, SIDE
CLAMPS AND MATERIAL LIFTING DEVICE.
CROP DUMPING DEVICE FOR FRONT AND TAIL CROPS
BLADE CHANGE PICKER (TO WORK WITH JIB CRANE)
MAIN DRIVE 500HP AC DRIVE
OPERATORS CONTROL PANEL
ALL NECESSARY ELECTRICAL EQUIP & CONTROLS
ALL NECESSARY HYDRAULIC EQUIPMENT & CONTROLS
**MUST MEET OR EXCEED ALL PERFORMANCE SPECS AS
DESCRIBED IN RTI "AS PURCHASED SPECIFICATION"
PRICE OF $653,225 EA TO BE PAID WITH 15%
DOWN (NET 30 TERMS) FOLLOWED WITH (10)
BI-MONTHLY PAYMENTS BEGINNING 7/1/02 THRU
11/15/02. 5% WILL WILL BE PAID N15 DAYS
AFTER ACCEPTANCE OF SAWS AT TRI-CAM. THE
XXXXX 0% WILL BE PAID UPON SUCCESSFUL
PERFORMANCE OF SAWS AT RTI (NO LATER THAN
60 DAYS AFTER DELIVERY) (N15).
A 1% FEE PER WEEK FOR MAX OF 2 WEEKS WILL BE
-------------------------------------------------------------------------------------------------------------------
TERMS:
Commodity: 41-09
NEXT DAY 00-0000-0000 CONTINUED ON PAGE 2
-------------------------------------------------------------------------------------------------------------------
[BB/RCB 07/19 13:19] Buyer:
Buyer: X.X. XXXXXXXX Approved: /S/ RCB
000-000-0000 --------
Freight Bills, Bills of Lading, Packing Slips, and
invoices must include:
- Purchase Order Number
- Requisition Number
- Item Number
- Description of Material
- Blanket Order Item Number
- Shipping Point
- Ship To Address
- Terms of Payment
- Freight Prepaid or Collect
PAGE 2
PURCHASE ORDER INVOICE TO:
Republic Technologies International
Attn: Accounts Payable
[REPUBLIC TECHNOLOGIES INTERNATIONAL LOGO] X.X. Xxx 0000
Xxxxxxxx, XX 00000-0000
DATE F.O.B. DUE DATE CARRIER VIA PURCHASE ORDER NO.
06/17/2002 SHIPPING POINT 11/25/2002 BEST WAY NST-54194-C
15733200
TO:
TRI-CAM INC
XX XXX 0000
XXXXXXXX, XX 00000-0000 SHIP TO:
REPUBLIC TECHNOLOGIES ACQ. LLP
BAR MILL MAINT OFC STOP #701
0000 XXXX 00XX XXXXXX
XXXXXX, XX 00000 [AI]
CONTACT: XXXXXXX, XXX
LINE QUANTITY DESCRIPTION UNIT UNIT PRICE NET PRICE
---- -------- ----------- ---- ---------- ---------
CHARGED FOR ANY DELIVERY BEYOND 11/25/02
(PENDING FINALIZATION). Late shipment fees
will not be invoked if due to unpaid
invoices beyond agreed to terms at time of
shipment.
PRICE INCLUDES (3) DAYS OF SETUP AND
FINALIZATION OF ON-SITE ADJUSTMENTS AT
RTI.
All materials used in product
manufacturing must satisfy current
governmental and safety requirements for
restricted, toxic, and hazardous
materials. Material Safety Data Sheets
(MSDS) must accompany first shipment or
whenever a MSDS is revised. Please mail
MSDS to the shipping address on this
order.
SUBTOTAL: 1,306,450.00
TAX: 0.00
-------------------------------------------------------------------------------------------------------------------
TERMS:
Commodity: 41-09
NEXT DAY 00-0000-0000 TOTAL 1,306,450.00
-------------------------------------------------------------------------------------------------------------------
[BB/RCB 07/19 13:19] Buyer:
Buyer: X.X. XXXXXXXX Approved: ________
000-000-0000
Freight Bills, Bills of Lading, Packing Slips, and
invoices must include:
- Purchase Order Number
- Requisition Number
- Item Number
- Description of Material
- Blanket Order Item Number
- Shipping Point
- Ship To Address
- Terms of Payment
- Freight Prepaid or Collect
[TRI-CAM, INC. LOGO]
0000 Xxxxxxxx Xxxxx
X.X. Xxx 0000
Xxxxxxxx, XX 00000-0000
May 23, 2002 Phone: 815/000-0000
Fax: 815/000-0000
Email: xxxxx@xxxxxxxxx.xxx
Republic Technologies
Attn: Xx. XX Xxxxxxxx
Subject: Abrasive Batch Type Cut-Off Saws Model CAH
CMI Budgetary Quotation No. Q-012-008
Project No. U2353
Dear Sir:
In response to your request, we are pleased to offer our quotation as follows;
ITEM A:
- Main stand and frame
- Swarf collection (excluding boxes)
- Carriage with cutting boom
- Gear driven spindle assembly
- Electro/hydraulic servo controlled infeed device
- Hydraulic down feed device with electronic positioning
- Automatic stroke setting
- Wheel change indicator
- Material damping device with top clamps, side clamps and material lifting
device
- Crop dumping device for front and tail crops
- Crop stop adjustable
- Main drive with 500 HP AC drive
- Operator's control panel
- All necessary electrical equipment and controls
- All necessary hydraulic equipment and controls
- Excluding interconnecting wiring, piping and ductwork.
As described in attached Technical Specification.
..................................U.S.$ 653,225.00/EA(THIS PRICE BASED ON QTY(2))
EXHIBIT B
EXHIBIT B
PERMITTED ENCUMBRANCES
A. Mortgages, liens, pledges, and security interests in favor of the
Director and Indenture Trustee and/or Collateral Agent covering all of the
Project Equipment, which mortgages, liens, pledges, and security interests shall
be subject to the terms and conditions of the Intercreditor Agreement;
B. Liens, charges, conditions or restrictions arising from any personal
property tax abatement agreements; and
C. (1) Liens arising from judgments or awards in respect of which the
Company shall in good faith be prosecuting an appeal or proceeding for review
and in respect of which the Company shall have secured a subsisting stay of
execution pending such appeal or proceedings for review, provided the Company
shall have set aside on the Company's books adequate reserves with respect to
such judgment or award; (2) liens for taxes, assessments, or governmental
charges or levies, provided the Director shall not have notified the Company in
accordance with Section 3.1 hereof with respect to such liens; (3) deposits,
liens or pledges to secure payments of workmen's compensation, unemployment
insurance, pension or other social security obligations, public or statutory
obligations, surety, stay or appeal bonds, or other similar obligations arising
in the ordinary course of business; and (4) mechanic's, workmen's, repairmen's,
warehousemen's, vendor's or earners' liens, or other similar liens arising in
the ordinary course of business and securing sums which are not past due, or
deposits or pledges to obtain the release of any such liens, provided that the
Company shall have complied with Section 3.2 hereof.
EXHIBIT C
PROJECT SITE - LEGAL DESCRIPTION
[To be attached]
EXHIBIT C
PROJECT SITE - LEGAL DESCRIPTION
Situated in the City of Lorain, County of Lorain, State of Ohio, and being
further known as parts of Original Lots 85, 86, 87, 88, 89, 90, 91 and 92 in
Sheffield Township and Original Lot 93 in Black River Township, and further
bounded and described as follows:
Commencing at the Intersection of the centerline of Xxxxx Xxxxxx xxx Xxxx
00xx Xxxxxx in accordance to Sheffield Land & Improvement Company Subdivision
No. 4 as recorded in Volume 6, Page 3 of the Lorain County Plat Records; Thence
north 1 degrees 10'00" West a distance of 299.00 feet along the centerline of
Grove Avenue as shown by said plat, and the northerly extension thereof, to a PK
nail; Thence North 88 degrees 50'00" East a distance of 2960.86 feet to USX
Monument no. 47; Thence North 1 degrees 10'00" West a distance of 168.88 feet to
a 1/2" diameter iron pin set in the northerly line of land owned by Lake
Terminal Railroad as recorded in Volume 262, Page 419 and Volume 589, Page 167;
thence South 88 degrees 50'00" West a distance of 353.30 feet along the
northerly line of said Lake Terminal Railroad's land; thence North 73 degrees
29'00" West a distance of 217.81 feet along the northerly line of said Lake
Terminal Railroad's land; thence South 88 degrees 50'00" West a distance of
481.97 feet along said Lake Terminal Railroad's northerly line; thence South 01
degrees 10'00" East a distance of 4.84 feet along said Lake Terminal Railroad's
westerly line; thence South 88 degrees 50'00" West a distance of 889.02 feet
along said Lake Terminal Railroad's northerly line; thence North 01 degrees
10'00" West a distance of 4.64 feet along said Lake Terminal Railroad's
northerly line; thence South 88 degrees 50'00" West a distance of 1361.95 feet
along said Lake Terminal Railroad's northerly line; thence North 83 degrees
00'00" West a distance of 479.78 feet along said Lake Terminal Railroad's
northerly line and being the Principal Point of beginning;
1. Thence continuing North 83 degrees 00'00" West along said Lake Terminal
Railroad's northerly line 168.44 feet to a capped iron pin set;
2. Thence North 01 degrees 10'00" West a distance of 127.92 feet along said
Lake Terminal Railroad's easterly line to a capped iron pin set;
3. Thence South 88 degrees 50'00" West a distance of 886.01 feet along said
Lake Terminal Railroad's northerly line to a capped iron pin set;
4. Thence South 22 degrees 25'30" East a distance of 107.42 feet along said
Lake Terminal Railroad's westerly line to a capped iron pin set;
5. Thence South 88 degrees 50'00" West a distance of 230.32 feet along said
Lake Terminal Railroad's northerly line to a capped iron pin set;
6. Thence South 63 degrees 01'09" West a distance of 241.40 feet to a capped
iron pin set;
7. Thence South 01 degrees 10'00" East a distance of 14.88 feet along said
Lake Terminal Railroad's westerly line to a capped iron pin set;
8. Thence South 88 degrees 50'00" West a distance of 589.60 feet along said
Lake Terminal Railroad's northerly line to a capped iron pin set;
9. Thence South 80 degrees 37'53" West a distance of 1121.52 feet along said
Lake Terminal Railroad's northerly line to a capped iron pin set;
10. Thence South 80 degrees 40'00" West a distance of 56.88 feet along said
Lake Terminal Railroad's northerly line to capped iron pin set;
11. Thence South 88 degrees 50'00" West a distance of 100.00 feet along said
Lake Terminal Railroad's northerly line to a capped iron pin set;
12. Thence South 01 degrees 10'00" East a distance of 13.92 feet to a capped
iron pin set;
13. Thence South 88 degrees 50'00" West a distance of 522.44 feet to a capped
iron pin set;
14. Thence South 87 degrees 02'43" West a distance of 205.12 feet to a capped
iron pin set;
15. Thence South 88 degrees 51'11" West a distance of 1446.49 feet to a capped
iron pin set
16. Thence South 89 degrees 31'30" West a distance of 207.07 feet to a capped
iron pin set;
17. Thence along a curve to a right having a radius of 485.00 feet, a central
angle of 26 degrees 49'09", a curve length of 227.02 feet and chord
bearing North 77 degrees 45'26" West a distance of 224.95 feet to a capped
iron pin set;
18. Thence North 64 degrees 20'52" West a distance of 62.31 feet to a capped
iron pin set in the northerly line of said Lake Terminal Railroad's land;
19. Thence along the following courses along said Lake Terminal Railroad's
land, North 78 degrees 49'30" West a distance of 136.47 feet to a capped
iron pin set;
20. Thence North 69 degrees 02'30" West a distance of 72.50 feet to a capped
iron pin set;
21. Thence North 72 degrees 11'30" West a distance of 127.50 feet to a capped
iron pin set;
22. Thence North 78 degrees 59'00" West a distance of 71.02 feet to a capped
iron pin set;
23. Thence North 84 degrees 43'00" West a distance of 76.10 feet to a capped
iron pin set;
24. Thence South 89 degrees 27'30" West a distance of 222.25 feet to a capped
iron pin set;
25. Thence South 89 degrees 09'00" West a distance of 207.37 feet to a capped
iron pin set;
26. Thence South 88 degrees 49'30" West a distance of 417.59 feet to a capped
iron pin set;
27. Thence South 85 degrees 14'00" West a distance of 146.92 feet to a capped
iron pin set;
16
28. Thence South 01 degrees 10'00" East a distance of 131.39 feet to a capped
iron pin set into said Lake Terminal Railroad's land;
29. Thence South 80 degrees 42'26" West a distance of 95.16 feet to a capped
iron pin set;
30. Thence South 84 degrees 33'48" West a distance of 131.94 feet to a capped
iron pin set;
31. Thence South 88 degrees 47'54" West a distance of 750.87 feet to a capped
iron pin set;
32. Thence South 88 degrees 52'50" West a distance of 292.89 feet to a capped
iron pin set;
33. Thence North 01 degrees 07'05" West a distance of 5.00 feet to a capped
iron pin set;
34. Thence along a curve to the right having a radius of 685.00 feet, a
central angle of 53 degrees 23'50", a curve length of 638.39 feet and a
chord bearing North 64 degrees 25'11" West a distance of 615.54 feet to a
capped iron pin set;
35. Thence along a curve to the left having a radius of 515.00 feet, a central
angle of 36 degrees 41'22", a curve length of 329.78 feet and a chord
bearing South 72 degrees 09'38" East a distance of 324.17 feet to a capped
iron pin set;
36. Thence North 89 degrees 29'42" East a distance of 58.24 feet to a capped
iron pin set in the easterly line of said Lake Terminal Railroad's land;
37. Thence North 33 degrees 36'47" West a distance of 35.81 feet along said
Lake Terminal Railroad's easterly line to a capped iron pin set;
38. Thence South 89 degrees 29'42" West a distance of 38.68 feet into said
Lake Terminal Railroad's land to a capped iron pin set;
39. Thence along a curve to the right having a radius of 485.00 feet, a
central angle of 56 degrees 55'34", a curve length of 481.87 feet and a
chord bearing North 62 degrees 02'32" West a distance of 462.29 feet to a
capped iron pin set;
40. Thence North 33 degrees 34'48" West a distance of 330.88 feet to a capped
iron pin set;
41. Thence along a curve to the left having a radius of 1500.00 feet, a
central angle of 09 degrees 08'14", a curve length of 239.21 feet and a
chord bearing North 38 degrees 08'53" West a distance of 238.96 feet to a
capped iron pin set;
42. Thence North 42 degrees 43'00" West a distance of 303.71 feet to a capped
iron pin set;
43. Thence North 41 degrees 47'03" West a distance of 182.02 feet to a capped
iron pin set;
44. Thence North 00 degrees 58'20" East a distance of 162.42 feet to a capped
iron pin set;
45. Thence South 89 degrees 11'13" East a distance of 306.62 feet to a capped
iron pin set in the easterly line of said Lake Terminal Railroad's land;
17
46. Thence North 33 degrees 36'47" West a distance of 36.37 feet to along the
easterly line of said Lake Terminal Railroad's land to a capped iron pin
set;
47. Thence North 89 degrees 11'13" West a distance of 123.90 feet into said
Lake Terminal Railroad's land to a capped iron pin set;
48. Thence along a curve to the right having a radius of 345.00 feet, a
central angle of 27 degrees 59'55", a curve length of 168.59 feet, and a
chord bearing North 75 degrees 11'16" West a distance of 166.92 feet to a
capped iron pin set;
49. Thence North 00 degrees 59'07" East a distance of 341.50 feet to a capped
iron pin set;
50. Thence North 88 degrees 26'28" West a distance of 346.42 feet to a capped
iron pin set;
51. Thence North 00 degrees 59'07" East a distance of 60.00 feet to a capped
iron pin set in the southerly right of way line of East 00xx Xxxxxx to a
capped iron pin set;
52. Thence South 88 degrees 26'26" East along the Southerly line of said East
21st Street, said line also being a Northerly line of land conveyed to USX
Corporation, Parcel LTUSX-09, by deed recorded in O.R. Volume 191, Page
242 of Lorain County Records, 240.23 feet to a point of intersection with
the Southerly prolongation of the Westerly line of land conveyed to
National Tube Company, Parcel No. 1, by deed recorded in Volume 262, Pages
400-428 of Lorain County Records;
53. Thence North 01 degrees 02'31" East along said prolongation line 32.00
feet to a capped iron pin set;
54. Thence South 89 degrees 39'42" East 90.11 feet to a capped iron pin set;
55. Thence South 89 degrees 39'46" East 42.97 feet to a capped iron pin set;
56. Thence North 86 degrees 53'18" East 27.38 feet to a capped iron pin set;
57. Thence South 54 degrees 15'05" East 39.82 feet to a capped iron pin set;
58. Thence North 57 degrees 15'18" East 90.19 feet to a capped iron pin set;
59. Thence South 61 degrees 04'51" East 720.38 feet to a capped iron pin set;
60. Thence North 75 degrees 39'53" East 189.58 feet to a capped iron pin set;
61. Thence South 62 degrees 38'55" East 79.76 feet to a capped iron pin set;
62. Thence South 71 degrees 39'50" East 59.74 feet to a capped iron pin set;
63. Thence North 77 degrees 20'58" East 155.13 feet to a capped iron pin set;
64. Thence North 41 degrees 23'14" East 200.68 feet to a capped iron pin set;
18
65. Thence North 39 degrees 40'15" East 119.06 feet to a capped iron pin set;
66. Thence North 36 degrees 49'20" East 240.28 feet to a capped iron pin set;
67. Thence North 36 degrees 49'21" East 109.87 feet to a point in the Black
River and being the point of curvature of a non-tangent curve, concave to
the north, having a radius of 1259.09 feet, a central angle of
44 degrees 50'23", and a chord of 960.41 feet bearing South
79 degrees 20'09" East.
68. Thence easterly along said curve 985.36 feet to a point in the Black River
and being the point of curvature of a compound curve to the to the left
having a radius of 1400.00 feet, a central angle of 41 degrees 05'19", and
a chord of 982.81 feet bearing North 57 degrees 42'00" East;
69. Thence northeasterly along said curve 1003.99 feet to a point in the Black
River, and being the point of curvature of a compound curve to the left
having a radius of 1530.56 feet, a central angle of 12 degrees 25'38", and
a chord of 331.32 feet bearing North 30 degrees 56'31" East;
70. Thence northeasterly along said curve 331.97 feet to a point in the Black
River;
71. Thence North 23 degrees 21'59" East 202.86 feet to a point in the Black
River;
72. Thence South 65 degrees 11'51" East 32.25 feet to a capped iron pin set;
73. Thence South 65 degrees 11'54" East 306.91 feet to a capped iron pin set;
74. Thence South 56 degrees 22'25" East 450.04 feet to a capped iron pin set;
75. Thence South 27 degrees 21'43" East 582.67 feet to a capped iron pin set;
76. Thence South 33 degrees 28'50" East 416.16 feet to a capped iron pin set;
77. Thence North 88 degrees 48'37" East 363.59 feet to a capped iron pin set;
78. Thence South 1 degrees 03'31" East 155.60 feet to a capped iron pin set;
79. Thence North 88 degrees 48'37" East 2332.84 feet to a capped iron pin set;
80. Thence North 80 degrees 26'54" East 720.72 feet to a capped iron pin set;
81. Thence North 23 degrees 48'24" West 907.72 feet to a capped iron pin set;
82. Thence North 20 degrees 53'34" West 159.95 feet to a capped iron pin set;
83. Thence North 0 degrees 37'46" East 235.69 feet to a drill hole set in the
southerly end of a concrete storm wingwall;
84. Thence North 01 degrees 19'53" West a long said wingwall and its northerly
projection 49.80 feet to a capped iron pin set;
19
85. Thence North 87 degrees 05'27" West being approximately five feet
southerly of an overhead electric line 216.20 feet to a PK nail set in the
top of a stone wall;
86. Thence South 69 degrees 54'05" West along said wall and its southwesterly
projection, passing thru a PK nail set in the top of said wall 5.77 feet
northeasterly from this course's terminal point 144.83 feet to a capped
iron pin set;
87. Thence North 20 degrees 35'45" West in the southerly projection of a
second stone wall and along said second stone wall 294.97 feet to a point
in the Black River;
88. Thence north 63 degrees 42'04" East 200.05 feet to a point in the Black
River;
89. Thence South 19 degrees 15'10" East parallel with and approximately 13
feet easterly of the top of a sloped concrete wall, and running in a small
un-named stream, 185.89 feet to a capped iron pin set at an angle point in
said stream;
90. Thence North 83 degrees 24'16" East 373.97 feet to a capped iron pin set;
91. Thence South 21 degrees 25'45" East 60.85 feet to a capped iron pin set on
the northerly line of a remainder parcel of LAND OWNED BY THE LAKE
TERMINAL RAILROAD COMPANY, WHICH IS COMPRISED OF (I) THE REMAINDER OF LAND
CONVEYED TO LAKE TERMINAL RAILROAD COMPANY BY DEED RECORDED IN VOLUME 589,
PAGE 167 OF LORAIN COUNTY DEED RECORDS; (II) THE REMAINDER OF LAND
CONVEYED TO LAKE TERMINAL RAILROAD COMPANY BY DEED RECORDED IN VOLUME 262,
PAGE 414 THRU 419 OF LORAIN COUNTY DEED RECORDS; (III) A PARCEL OF LAND
CONVEYED TO LAKE TERMINAL RAILROAD COMPANY BY USX CORPORATION CONSISTING
OF 0.05471 ACRES (901-TRACK) RECORDED IN O.R. VOLUME 191, PAGE 349; AND
(IV) A PARCEL OF LAND CONVEYED TO LAKE TERMINAL RAILROAD COMPANY BY USX
CORPORATION CONSISTING OF 0.01253 ACRES (801?YARD) RECORDED IN ORIGINAL
RECORD VOLUME 191, PAGE 343 OF LORAIN COUNTY DEED RECORDS;
Thence the following 16 courses along the northerly, westerly, southerly
and easterly sides of said Lake Terminal Railroad Company Lands:
92. Thence South 68 degrees 34'15" West 170.15 feet to a capped iron pin set;
93. Thence South 21 degrees 35'30" East 30.00 feet to a capped iron pin set;
94. Thence North 66 degrees 34'15" East 369.22 feet to a capped iron pin set
to the point of curvature of a tangent curve to the to the left, having a
radius of 337.87 feet and a central angle of 60 degrees 33'01" and a chord
of 340.68 feet bearing North 38 degrees 17'44" East;
95. Thence northeasterly along said curve 357.06 feet;
20
96. Thence North 08 degrees 01'39" East 209.20 feet to a capped iron pin set
to the point of curvature of a non-tangent curve, concave to the east,
having a radius of 360.00 feet, a central angle of 23 degrees 36'52", and
a chord of 147.33 feet bearing North 19 degrees 49'43" East;
97. Thence northerly along said curve 148.37 feet;
98. Thence North 31 degrees 38'09" East 69.07 feet to a capped iron pin set to
the point of curvature of a non-tangent curve, concave to the southeast,
having a radius of 370.00 feet, a central angle of 56 degrees 17'01", and
a chord of 349.03 feet bearing North 59 degrees 46'08" East;
99. Thence northeasterly along said curve 363.47 feet;
100. Thence South 70 degrees 54'13" East 1.77 feet to a capped iron pin set;
101. Thence North 88 degrees 50'02" East 711.58 feet to a capped iron pin set
to the point of curvature of a non-tangent curve, concave to the south,
having a radius of 410.00 feet, a central angle of 21 degrees 54'10", and
a chord of 155.78 feet bearing South 80 degrees 12'55" East;
102. Thence easterly along said curve 156.73 feet;
103. Thence South 69 degrees 15'50" East 113.88 feet to a capped iron pin set
to the point of curvature of a tangent curve to the to the right, having a
radius of 410.00 feet and a central angle of 48 degrees 05'50" and a chord
of 334.16 feet bearing South 45 degrees 12'55" East;
104. Thence southeasterly along said curve 344.18 feet;
105. Thence South 21 degrees 10'00" East 50.00 feet to a capped iron pin set;
106. Thence South 15 degrees 08'17" East 190.43 feet to a capped iron pin set;
107. Thence South 21 degrees 10'00" East 32.19 feet to a capped iron pin set;
108. Thence South 88 degrees 50'17" West departing said Lake Terminal Railroad
Company's land 0.84 foot to a capped iron pin set;
109. Thence North 21 degrees 11'20" West 80.65 feet to a capped iron pin set;
110. Thence North 21 degrees 13'12" West 52.54 feet to a capped iron pin set;
111. Thence North 21 degrees 08'57" West 57.94 feet to a capped iron pin set;
112. Thence North 23 degrees 00'59" West 140.59 feet to a capped iron pin set;
113. Thence North 33 degrees 08'19" West 44.58 feet to a capped iron pin set;
114. Thence North 39 degrees 56'50" West 50.29 feet to a capped iron pin set;
115. Thence North 47 degrees 46'53" West 53.51 feet to a capped iron pin set;
21
116. Thence North 55 degrees 53'46" West 62.69 feet to a capped iron pin set;
117. Thence North 65 degrees 47'38" West 61.58 feet to a capped iron pin set;
118. Thence North 73 degrees 32'29" West 77.48 feet to a capped iron pin set;
119. Thence North 76 degrees 44'22" West 83.24 feet to a capped iron pin set;
120. Thence North 81 degrees 57'40" West 45.48 feet to a capped iron pin set;
121. Thence North 88 degrees 04'46" West 56.36 feet to a capped iron pin set to
the point of curvature of a non-tangent curve, concave to the southeast,
having a radius of 230.31 feet, a central angle of 16 degrees 47'33", and
a chord of 67.26 feet bearing South 87 degrees 10'40" West;
122. Thence southwesterly along said curve 87.50 feet;
123. Thence South 58 degrees 48'54" West 10.71 feet to a capped iron pin set to
the point of curvature of a non-tangent curve, concave to the southeast,
having a radius of 269.14 feet, a central angle of 54 degrees 55'02", and
a chord of 248.21 feet bearing South 31 degrees 19'22" West;
124. Thence southwesterly along said curve 257.97 feet;
125. Thence South 03 degrees 51'51" West 23.90 feet to a capped iron pin set;
126. Thence South 01 degrees 11'20" East 317.18 feet to a capped iron pin set;
127. Thence North 88 degrees 48'40" East 5.55 feet to a capped iron pin set;
128. Thence South 02 degrees 10'14" East 61.89 feet to the point of curvature
of a non-tangent curve, concave to the east, having a radius of 425.00
feet, a central angle of 10 degrees 41'58", and a chord of 79.25 feet
bearing the South 10 degrees 18'45" East;
129. Thence southerly along said curve 79.37 feet to the point of curvature of
a non-tangent curve, concave to the west, having a radius of 415.00 feet,
a central angle of 19 degrees 46'44", and a chord of 142.55 feet bearing
South 06 degrees 36'17" East;
130. Thence southerly along said curve 143.26 feet;
131. Thence South 01 degrees 06'27" East 335.63 feet;
132. Thence South 88 degrees 52'23" West 39.67 feet;
133. Thence South 00 degrees 39'47" East 161.77 feet to a capped iron pin
found;
134. Thence South 01 degrees 49'42" East 95.25 feet to a capped iron pin found;
135. Thence South 86 degrees 53'05" East 33.51 feet to a capped iron pin found;
136. Thence South 00 degrees 53'56" East 729.08 feet to a capped iron pin
found;
22
137. Thence North 89 degrees 14'07" East 85.78 feet to a capped iron pin found;
138. Thence South 01 degrees 08'28" East 53.18 feet to a capped iron pin found;
139. Thence North 88 degrees 57'21" East 11.25 feet to a capped iron pin found;
140. Thence South 01 degrees 09'55" East 181.68 feet to a capped iron pin
found;
141. Thence South 88 degrees 23'54" West 65.33 feet to a capped iron pin found;
142. Thence South 01 degrees 11'02" East 82.47 feet to a capped iron pin found;
143. Thence North 88 degrees 54'59" West 24.27 feet to a capped iron pin found;
144. Thence South 02 degrees 48'42" East 316.46 feet to a capped iron pin
found;
23
Situated in the City of Lorain, County of Lorain, State of Ohio, and
further known as parts of Original Lot Nos. 85, 86, 87, 88, 89, and 90 in
Sheffield Township, bounded and described as follows:
Commencing at the intersection of the centerline of Xxxxx Xxxxxx xxx Xxxx
00xx Xxxxxx in accordance to Sheffield Land & Improvement Company Subdivision
No. 2 as recorded in Volume 4, Page 32 of the Lorain County Plat Records; thence
North 01 degrees 10'00" West a distance of 40.00 feet to the Principal Place of
Beginning;
1. Thence South 88 degrees 50'00" West a distance of 241.17 feet along the
northerly line of Xxxx 00xx Xxxxxx and the southerly line of Sublots 999
through 1003 of Sheffield Land & Improvement Company Subdivision No. 2 to
a capped iron pin set;
2. Thence North 01 degrees 14'20" West 149.86 feet to a capped iron pin set;
3. Thence South 89 degrees 00'37" West 298.84 feet to a capped iron pin set;
4. Thence South 01 degrees 10'00" East 25.79 feet to a capped iron pin set;
5. Thence South 88 degrees 50'00" West a distance of 780.00 feet along the
northerly line of Sublots No. 980 through 993 and the north end of Globe
Avenue to a -1/2" diameter iron pin;
6. Thence North 01 degrees 10'00" West a distance of 74.00 feet along the
easterly line and land owned Roman A. Wlaszyn, to a 1/2" diameter iron
pin;
7. Thence South 88 degrees 50'00" West a distance of 450.00 feet along said
Roman A. Wlaszyn's north line to a 1/2" diameter iron pin;
8. Thence South 01 degrees 10'00" East a distance of 74.00 feet along said
Roman A. Wlaszyn's west line to a 1/2" diameter iron pin;
9. Thence South 88 degrees 50'00" West a distance of 650.00 feet along the
north line of Sublots 958 thru 970 to a 1/2" diameter iron pin at the
northwesterly corner of Sublot No. 958;
10. Thence North 01 degrees 10'00" West a distance of 74.00 feet along the
westerly line of land owned by USX Corporation and recorded in Deed Volume
262, Page 400 of the Lorain County Records to a 1/2" diameter iron pin;
11. Thence South 88 degrees 50'00" West a distance of 100.00 feet along the
southerly line of the said USX Corporation land to a 1/2" diameter iron
pin;
12. Thence South 1 degrees 10'00" East a distance of 54.00 feet to 1/2"
diameter iron pin at the northeasterly corner of the end of Vine Avenue;
13. Thence South 88 degrees 50'00" West a distance of 80.00 feet along the
northerly end of Vine Avenue to a 1/2" diameter iron pin;
24
14. Thence South 1 degrees 10'00" East a distance of 145.00 feet to a 1/2"
diameter iron pin at the [TEXT MISSING];
15. Thence South 88 degrees 50'00" West a distance of 250.00 feet along the
northerly right-of-way line oF Xxxx 00xx Xxxxxx to a 1/2" diameter iron
pin at the southeasterly corner of Sublot No. 1681;
16. Thence North 1 degrees 10'00" West a distance of 125.00 feet along the
east line of Sublot No. 1681 tO a 1/2" diameter iron pin at the northeast
corner of Sublot No. 1681;
17. Thence South 88 degrees 50'00" West a distance of 690.00 feet along the
north line of Sublots No. 1881 through 1693 to a 1/2" diameter iron pin
at the southeasterly corner of land owned by Manor Real Estate as recorded
in Deed Volume 688, Page 588 of the Lorain County Records;
18. Thence North 1 degrees 10'00" West a distance of 134.00 feet along the
east line of said Manor Real EState land to a 1/2" diameter iron pin at
the northeasterly corner of said Manor Real Estate land;
19. Thence North 88 degrees 50'00" East a distance of 225.16 feet along the
southerly line of land owned by Lake Terminal Railroad as recorded in Deed
Volume 262, Page 419 of the Lorain County Records to a 1/2" diameter iron
pin;
20. Thence North 40 degrees 49'13" East a distance of 59.63 feet to a 1/2"
diameter iron pin;
21. Thence North 88 degrees 50'00" East a distance of 578.96;
22. Thence North 70 degrees 66'39" East a distance of 58.11 feet to a 1/2"
diameter iron pin;
23. Thence South 1 degrees 10'00" East a distance of 22.60 feet to a 1/2"
diameter iron pin;
24. Thence North 88 degrees 50'00" East a distance of 23.70 feet to a 1/2"
diameter iron pin;
25. Thence North 1 degrees 10'13" West a distance of 25.50 feet to a 1/2"
diameter iron pin;
26. Thence North 88 degrees 50'00" East a distance of 63.00 feet to a 1/2"
diameter iron pin;
27. Thence South 1 degrees 10'00" East a distance of 52.50 feet to a 1/2"
diameter iron pin;
28. Thence North 88 degrees 50'00" East a distance of 106.00 feet to a 1/2"
diameter iron pin;
29. Thence South 15 degrees 12'11" East a distance of 20.62 feet to a 1/2"
diameter iron pin in the soutHerly line of said Lake Terminal Railroad
land;
30. Thence North 88 degrees 50'00" East a distance of 5279.67 feet along the
southerly line of said Lake Terminal Railroad land to a 1/2" diameter
iron pin;
31. Thence North 1 degrees 10'00" West a distance of 29.00 feet to a 1/2"
diameter iron pin;
25
32. Thence North 88 degrees 50'00" East a distance of 159.13 feet along the
southerly line of said Lake Terminal Railroad land to a 1/2" diameter
iron pin;
33. Thence South 1 degrees 10'00" East a distance of 29.00 feet to a 1/2"
diameter iron pin;
34. Thence North 88 degrees 50'00" East a distance of 547.50 feet along the
southerly line of said Lake Terminal Railroad land to a 1/2" diameter
iron pin;
35. Thence South 1 degrees 10'00" East a distance of 114.00 feet to a 1/2"
diameter iron pin;
36. Thence North 88 degrees 50'00" West a distance of 80.00 feet along the
northerly end of Oakwood Avenue to a 1/2" diameter iron pin;
37. Thence South 1 degrees 10'00" East a distance of 45.00 feet to along the
westerly right-of-way line of Oakwood Avenue to a 1/2" diameter iron pin;
38. Thence South 88 degrees 50'00" West a distance of 150.00 feet through
Sublots No. 64 & 65 and into Sublot No. 63 to a 1/2" diameter iron pin;
39. Thence South 1 degrees 10'00" East a distance of 100.00 feet to a 1/2"
diameter iron pin in the northerly right xx xxx xx Xxxx 00xx Xxxxxx;
40. Thence South 88 degrees 50'00" West a distance of 640.00 feet along the
northerly right-of-way of Xxxx 00xx Xxxxxx to a 1/2" diameter iron pin;
41. Thence North 1 degrees 10'00" West a distance of 199.00 feet through
Sublot No. 50 to a 1/2" diameter iron pin;
42. Thence South 88 degrees 50'00" West a distance of 1360.00 feet to a 1/2"
diameter iron pin;
43. Thence South 1 degrees 10'00" East a distance of 64.00 feet to a 1/2"
diameter iron pin;
44. Thence South 88 degrees 50'00" West a distance of 280.00 feet to a 1/2"
diameter iron pin;
45. Thence North 1 degrees 10'00" West a distance of 64.00 feet to a 1/2"
diameter iron pin;
46. Thence South 88 degrees 50'00" West a distance of 200.00 feet to a 1/2"
diameter iron pin;
47. Thence South 1 degrees 10'00" East a distance of 64.00 feet to a 1/2"
diameter iron pin;
48. Thence South 88 degrees 50'00" West a distance of 375.00 feet to a 1"
diameter iron pin in the easterly line of land owned by United States
Steel Credit Union as recorded in Volume 1110, Page 642, Deed Volume 650,
Page 573 and Volume 868, Page 181, of the Lorain County Records;
49. Thence North 1 degrees 10'00" West a distance of 84.00 feet along the
easterly line of said United States Steel Credit Union land to a 1"
diameter iron pin;
26
50. Thence South 88 degrees 50'00" West a distance of 125.00 feet along then
northerly line of said United States Steel Credit Union land to a 1"
diameter iron pin;
51. Thence South 1 degrees 10'00" East a distance of 91.01 feet to a capped
iron pin set;
52. Thence South 88 degrees 50'00" West 135.19 feet to a capped iron pin;
53. Thence North 00 degrees 17'28" West 86.01 feet to a capped iron pin set;
54. Thence South 89 degrees 10'00" West 165.78 to a capped iron pin set;
55. Thence South 1 degrees 10'00" East 194.60 feet to a capped iron pin set;
56. Thence South 88 degrees 50'00" West 40.00 feet to the Principal Place of
Beginning; said described tract containing 21.9302 acres, more or less.
The basis of bearings for this description is the centerline of Xxxx 00xx
Xxxxxx being North 88 degrees 50'00" East. Capped Iron Pin set is a 5/8"x30"
rebar with yellow "R.E. Warmer PS 7055" plastic cap. This description prepared
on June 26, 2002, revised July 10, 2002, by Xxxxxxx Xxxxxx, P.S. 7055 in the
State of Ohio of R.E. Warnar & Associates, Inc., Westlake, Ohio.
APPROVED APPROVED BY THE LORAIN CITY PLANNING
AS TO DESCRIPTION ONLY COMMISSION NO PLAT REQUIRED
Date August 8, 2002 /s/ Xxxxxxx X. Xxxxx
------------------------------- ------------------------------------
City of Lorain Secretary Lorain City Planning
Commission 8-9-02
Per /s/ Xxxxxxxx Xxxxxx
--------------------------------
Engineering Department
LORAIN COUNTY TAX MAP DEPT
X.X.XX. 03-00-088-101-015
27
0.6199 Acres Page 1 of 1
Situated in the City of Lorain, County of Lorain, State of Ohio, and known
as being part of Original Xxx 00 xx Xxxxxxxxx Xxxxxxxx, and being further
described as follows:
Commencing at the Intersection of the centerline of Xxxxx Xxxxxx xxx Xxxx
00xx Xxxxxx in accordance to Sheffield Land & Improvement Company Subdivision
No. 4 as recorded in Volume 6, Page 3 of the Lorain County Plat Records, thence
North 1 degrees 10'00" West a distance of 299.00 feet along the projected
centerline of Grove Avenue to a point in the southerly line of land owned by
Lake Terminal Railroad as recorded In Volume 262, Page 419 of the Lorain County
Deed Records, projected westerly, thence North 88 degrees 50'00" East a distance
of 700.27 feet to a capped iron pin and being the Principal Place of Beginning:
1. Thence North 0 degrees 47'43" West 33.00 feet to a capped iron pin set at
a southwesterly corner of lands of Lake Terminal Railroad as described in
Deed Volume 262, Page 419 and Deed Volume 589, Page 167 of Lorain County
Records;
2. Thence North 88 degrees 50'00" East along a southerly line of said Lake
Terminal Railroad lands 159.13 feet to a capped iron pin set at an angle
point in said southerly line;
3. Thence South 1 degrees 10'00" East in said Lake Terminal Railroad lands
33.00 feet to a capped iron pin set at an angle point therein;
4. Thence North 88 degrees 50'00" East in a southerly line of said Lake
Terminal Railroad lands 2.30 feet to a capped iron pin set;
5. Thence South 1 degrees 20'28" East 134.00 feet to a capped iron pin set in
the southerly line of those USX Corporation l ands described in Deed
Volume 849, Page 472 of Lorain County Records;
6. Thence South 88 degrees 50'00" West in said USX southerly line 162.93 feet
to a capped iron pin set;
7. Thence North 0 degrees 47'40" West 134.00 feet to the Principal Place of
Beginning; said described tract containing 0.6199 acre, more or less.
The basis of bearings for this description is the centerline of Xxxx 00xx
Xxxxxx being North 88 degrees 50'00" East. Capped Iron Pin Set is a 5/8"x30"
rebar with yellow "R.E. Xxxxxx XX 7055" plastic cap. This description prepared
on June 27, 2002, revised July 10, 2002, by Xxxxxxx Xxxxxx, P.S., 7055 in the
State of Ohio of R.E. Warner and Associates, Inc., Westlake, Ohio.
APPROVED APPROVED BY THE LORAIN CITY PLANNING
AS TO DESCRIPTION ONLY COMMISSION NO PLAT REQUIRED
Date August 8, 2002 /s/ Xxxxxxx X. Xxxxx
------------------------------- ------------------------------------
City of Lorain Secretary Lorain City Planning
Commission 8-9-02
Per /s/ Xxxxxxxx Xxxxxx
--------------------------------
Engineering Department
LORAIN COUNTY TAX MAP DEPT
X.X.XX. 03-00-083-101-037
28
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 1 of 10
Situated in the City of Lorain, County of Lorain, State of Ohio, and being
further known as parts of Original Lots 85, 86, 87, 88, 89, 90, 91 and 92 in
Sheffield Township and Original Lot 93 in Black River Township, and further
bounded and described as follows:
Commencing at the Intersection of the centerline of Xxxxx Xxxxxx xxx Xxxx
00xx Xxxxxx in accordance to Sheffield Land & Improvement Company Subdivision
No. 4 as recorded in Volume 6, Page 3 of the Lorain County Plat Records; Thence
North 1 degrees 10'00" West a distance of 299.00 feet along the centerline of
Grove Avenue as shown by said plat, and the northerly extension thereof, to a PK
nail; Thence North 88 degrees 50'00" East a distance of 2960.86 feet to USX
Monument no. 47; Thence North 1 degrees 10'00" West a distance of 168.88 feet to
a 1/2" diameter iron pin set in the northerly line of land owned by Lake
Terminal Railroad as recorded in Volume 262, Page 419 and Volume 589, Page 167;
thence south 88 degrees 50'00" West a distance of 353.30 feet along the
northerly line of said Lake Terminal Railroad's land; thence North 73 degrees
29'00" West a distance of 217.61 feet along the northerly line of said Lake
Terminal Railroad's land; thence South 88 degrees 50'00" West a distance of
481.97 feet along said Lake Terminal Railroad's northerly line; thence South 01
degrees 10'00" East a distance of 4.64 feet along said Lake Terminal Railroad's
westerly line; thence South 88 degrees 50'00" West a distance of 889.02 feet
along said Lake Terminal Railroad's northerly line; thence North 01 degrees
10'00" West a distance of 4.64 feet along said Lake Terminal Railroad's
northerly line; thence South 88 degrees 50'00" West a distance of 1361.95 feet
along said Lake Terminal Railroad's northerly line; thence North 83 degrees
00'00" West a distance of 479.78 feet along said Lake Terminal Railroad's
northerly line and being the Principal Point of Beginning;
1. Thence continuing North 83 degrees 00'00" West along said Lake Terminal
Railroad's northerly line 168.44 feet to a capped iron pin set;
2. Thence North 01 degrees 10'00" West a distance of 127.92 feet along said
Lake Terminal Railroad's easterly line to a capped iron pin set;
3. Thence South 88 degrees 50'00" West in a distance of 886.01 feet along
said Lake Terminal Railroad's northerly line to a capped iron pin set;
4. Thence South 22 degrees 25'30" East a distance of 107.42 feet along said
Lake Terminal Railroad's westerly line to a capped iron pin set;
5. Thence South 88 degrees 50'00" West a distance of 230.32 feet along said
Lake Terminal Railroad's northerly line to a capped iron pin set;
6. Thence South 63 degrees 01'09" West a distance of 241.40 feet to a capped
iron pin set;
7. Thence South 01 degrees 10'00" East a distance of 14.88 feet along said
Lake Terminal Railroad's westerly line to a capped iron pin set;
8. Thence South 88 degrees 50'00" West a distance of 589.60 feet along said
Lake Terminal Railroad's northerly line to a capped iron pin set;
1
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 2 of 10
9. Thence South 80 degrees 37'53" West a distance of 1121.52 feet along said
Lake Terminal Railroad's northerly line to a capped iron pin set;
10. Thence South 80 degrees 40'00" West a distance of 56.88 feet along said
Lake Terminal Railroad's northerly line to capped iron pin set;
11. Thence South 88 degrees 50'00" West a distance of 100.00 feet along said
Lake Terminal Railroad's northerly line to capped iron pin set;
12. Thence South 01 degrees 10'00" East a distance of 13.92 feet to capped
iron pin set;
13. Thence South 88 degrees 50'00" West a distance of 522.44 feet to capped
iron pin set;
14. Thence South 87 degrees 02'43" West a distance of 205.12 feet to capped
iron pin set;
15. Thence South 88 degrees 51'11" West a distance of 1446.49 feet to capped
iron pin set;
16. Thence South 89 degrees 31'30" West a distance of 207.07 feet to capped
iron pin set;
17. Thence along a curve to a right having a radius of 485.00 feet, a central
angle of 26 degrees 49'09". a curve length of 227.02 feet and chord
bearing North 77 degrees 45'28" West a distance of 224.95 feet to a capped
iron pin set;
18. Thence North 64 degrees 20'52" West a distance of 62.31 feet to a capped
iron pin set in the northerly line of said Lake Terminal Railroad's land;
19. Thence along the following courses along said Lake Terminal Railroad's
land, North 78 degrees 49'30" West a distance of 136.47 feet to capped
iron pin set;
20. Thence North 69 degrees 02'30" West a distance of 72.50 feet to capped
iron pin set;
21. Thence North 72 degrees 11'30" West a distance of 127.50 feet to capped
iron pin set;
22. Thence North 78 degrees 59'00" West a distance of 71.02 feet to capped
iron pin set;
23. Thence North 84 degrees 43'00" West a distance of 76.10 feet to capped
iron pin set;
24. Thence South 89 degrees 27'30" West a distance of 222.25 feet to capped
iron pin set;
25. Thence South 89 degrees 09'00" West a distance of 207.37 feet to capped
iron pin set;
26. Thence South 88 degrees 49'30" West a distance of 417.59 feet to capped
iron pin set;
27. Thence South 85 degrees 14'00" West a distance of 146.92 feet to capped
iron pin set;
28. Thence South 01 degrees 10'00" East a distance of 131.39 feet to capped
iron pin set into said Lake Terminal Railroad's land;
2
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 3 of 10
29. Thence South 80 degrees 42'26" West a distance of 95.16 feet to capped
iron pin set;
30. Thence South 84 degrees 33'48" West a distance of 131.94 feet to capped
iron pin set;
31. Thence South 88 degrees 47'54" West a distance of 750.87 feet to capped
iron pin set;
32. Thence North 88 degrees 52'50" West a distance of 292.89 feet to capped
iron pin set;
33. Thence North 01 degrees 07'05" West a distance of 5.00 to capped iron pin
set;
34. Thence along a curve to the right having a radius of 685.00 feet, a
central angle of 53 degrees 23'50", a curve length of 638.39 feet and a
chord bearing North 64 degrees 25'11" West a distance of 615.54 feet to
capped iron pin set;
35. Thence along a curve to the left having a radius of 515.00 feet, a central
angle of 36 degrees 41'22", a curve length of 329.78 feet and a chord
bearing South 72 degrees 09'38" East a distance of 324.17 feet to capped
iron pin set;
36. Thence North 89 degrees 29'42" East a distance of 58.24 feet to a capped
Iron pin set in the easterly line of said Lake Terminal Railroad's land;
37. Thence North 33 degrees 36'47" West a distance of 35.81 feet along said
Lake Terminal Railroad's easterly line to capped iron pin set;
38. Thence South 89 degrees 29'42" West a distance of 38.68 feet into said
Lake Terminal Railroad's land to a capped iron pin set;
39. Thence along a curve to the right having a radius of 485.00 feet, a
central angle of 56 degrees 55'34", a curve length of 481.87 feet and a
chord bearing North 62 degrees 02'32 "West a distance of 462.29 feet to
capped iron pin set;
40. Thence North 33 degrees 34'46" West a distance of 330.88 feet to capped
iron pin set;
41. Thence along a curve to the left having a radius of 1500.00 feet, a
central angle of 09 degrees 08'14", a curve length of 239.21 feet and a
chord bearing North 38 degrees 08'53" West a distance of 238.96 feet to
capped iron pin set;
42. Thence North 42 degrees 43'00" West a distance of 303.71 feet to capped
iron pin set;
43. Thence North 41 degrees 47'03" West a distance of 182.02 feet to capped
iron pin set;
44. Thence North 00 degrees 58'20" East a distance of 162.42 feet to capped
iron pin set;
45. Thence South 89 degrees 11'13" East a distance of 306.62 feet to capped
iron pin set in the easterly line of said Lake Terminal Railroad's land;
3
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 4 of 10
46. Thence North 33 degrees 36'47" West a distance of 36.37 feet to along the
easterly line of said Lake Terminal Railroad's land to a capped iron pin
set;
47. Thence North 89 degrees 11'13" West a distance of 123.90 feet into said
Lake Terminal Railroad's land to a capped iron pin set;
48. Thence along a curve to the right having a radius of 345.00 feet, a
central angle to 27 degrees 59'55", a curve length of 168.59 feet and a
chord bearing North 75 degrees 11'16" West a distance of 166.92 feet to
capped iron pin set;
49. Thence North 00 degrees 59'07" East a distance of 341.50 feet to capped
iron pin set;
50. Thence North 88 degrees 26'26" West a distance of 346.42 feet to a capped
iron pin set;
51. Thence North 00 degrees 59'07" East a distance of 60.00 feet to capped
iron pin set in the southerly right of way line of East 00xx Xxxxxx to a
capped iron pin set;
52. Thence South 88 degrees 26'26" East along the Southerly line of said East
21st Street, said line also being a Northerly line of land conveyed to USX
Corporation, Parcel LTSUX-09, by deed recorded in O.R. Volume 191, Page
242 of Lorain County Records, 240.23 feet to a point of intersection with
the Southerly prolongation of the Westerly line of land conveyed to
National Tube Company, Parcel No. 1, by deed recorded in Volume 262, Pages
400-428 of Lorain County Records;
53. Thence North 01 degrees 02'31" East along said prolongation line 32.00
feet to a capped iron pin set;
54. Thence South 89 degrees 39'42" East 90.11 feet to a capped iron pin set;
55. Thence South 89 degrees 39'46" East 42.97 feet to a capped iron pin set;
56. Thence North 86 degrees 53'18" East 27.38 feet to a capped iron pin set;
57. Thence South 54 degrees 15'05" East 39.82 feet to a capped iron pin set;
58. Thence North 57 degrees 15'18" East 90.19 feet to a capped iron pin set;
59. Thence South 61 degrees 04'51" East 720.38 feet to a capped iron pin set;
60. Thence North 75 degrees 39'53" East 189.58 feet to a capped iron pin set;
61. Thence South 62 degrees 38'55" East 79.76 feet to a capped iron pin set;
62. Thence South 71 degrees 39'50" East 59.74 feet to a capped iron pin set;
63. Thence North 77 degrees 20'58" East 155.13 feet to a capped iron pin set;
4
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 5 of 10
64. Thence North 41 degrees 23'14" East 200.67 feet to a capped iron pin set;
65. Thence North 39 degrees 40'15" East 119.06 feet to a capped iron pin set;
66. Thence North 36 degrees 49'20" East 240.28 feet to a capped iron pin set;
67. Thence North 38 degrees 49'21" East 106.87 feet to a point in the Black
River and being the point of curvature of a non-tangent curve, concave to
the north, having a radius of 1259.09 feet, a central angle of
44 degrees 50'22", and a chord of 960.41 feet bearing South
79 degrees 20'09" East;
68. Thence easterly along said curve 985.36 feet to a point in the Black River
and being the point of curvature of a compound curve to the to the left
having a radius of 1400.00 feet, a central angle of 41 degrees 05'19" feet
bearing north 57 degrees 42'00 East;
69. Thence northeasterly along said curve 1003.99 feet to a point in the Black
river, and being the point of curvature of a compound curve to the left
having a radius of 1530.56 feet, a central angle of 12 degrees 25'38, and
a chord of 331.32 feet bearing North 30 degrees 56'31" East;
70. Thence northeasterly along said curve 331.97 feet to a point in the Black
River;
71. Thence North 23 degrees 21'59" East 202.86 feet to a point in the Black
River;
72. Thence South 65 degrees 11'51" East 32.25 feet to a capped iron pin set;
73. Thence South 65 degrees 11'54" East 306.91 feet to a capped iron pin set;
74. Thence South 56 degrees 22'55" East 450.04 feet to a capped iron pin set;
75. Thence South 27 degrees 21'43" East 582.67 feet to a capped iron pin set;
76. Thence South 33 degrees 28'50" East 416.16 feet to a capped iron pin set;
77. Thence North 88 degrees 48'37" East 363.59 feet to a capped iron pin set;
78. Thence South 1 degrees 03'31" East 155.60 feet to a capped iron pin set;
79. Thence North 88 degrees 48'47" East 2332.84 feet to a capped iron pin set;
80. Thence North 80 degrees 26'54" East 720.72 feet to a capped iron pin set;
81. Thence North 23 degrees 48'24" West 907.72 feet to a capped iron pin set;
82. Thence North 20 degrees 53'34" West 159.95 feet to a capped iron pin set;
83. Thence North 0 degrees 37'56" East 235.69 feet to a drill hole set in the
southerly end of a concrete storm wingwall;
5
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 6 of 10
84. Thence North 1 degrees 95'13" West along said wingwall and its northerly
projection 49.80 feet to a capped Iron pin set;
85. Thence North 87 degrees 05'27" West being approximately five feet
southerly of an overhead electric line 216.20 feet to a PK nail set in the
top of a stone wall;
86. Thence South 69 degrees 54'06" West along said wall and its southwesterly
projection, passing thru a PK nail sat in the top of said wall 5.77 feet
northeasterly from this course's terminal point 144.83 feet to a capped
iron pin set;
87. Thence North 20 degrees 35'45" West in the southerly projection of a
second stone wall and along said second stone wall 294.97 feet to a point
in the Black River;
88. Thence North 63 degrees 42'04" East 200.05 feet to a point in the Black
River;
89. Thence South 19 degrees 15'10" East parallel with and approximately 13
feet easterly of the top of a sloped concrete wall, and running in a small
un-named stream, 185.89 feet to a capped iron pin set at an angle point in
said stream;
90. Thence North 83 degrees 24'16" East 373.97 feet to a caped iron pin set;
91. Thence South 21 degrees 25'45" East 60.65 feet to a capped iron pin set on
the northerly line of a remainder parcel of LAND OWNED BY THE LAKE
TERMINAL RAILROAD COMPANY, WHICH IS COMPRISED OF (I) THE REMAINDER OF LAND
CONVEYED TO LAKE TERMINAL RAILROAD COMPANY BY DEED RECORDED IN VOLUME 589,
PAGE 167 OF LORAIN COUNTY DEED RECORDS; (II) THE REMAINDER OF LAND
CONVEYED TO LAKE TERMINAL RAILROAD COMPANY BY DEED RECORDED IN VOLUME 262;
PAGE 414 THRU 419 OF LORAIN COUNTY DEED RECORDS; (III) A PARCEL LF LAND
CONVEYED TO LAKE TERMINAL RAILROAD COMPANY BY USX CORPORATION CONSISTING
OF 0.05471 ACRES (801-TRACK) RECORDED IN O.R. VOLUME 191, PAGE 349; AND
(IV) A PARCEL OF LAND CONVEYED TO LAKE TERMINAL RAILROAD COMPANY BY USX
CORPORATION CONSISTING OF 0.01253 ACRES (801?YARD) RECORDED IN ORIGINAL
RECORD VOLUME 191, PAGE 343 OF LORAIN COUNTY DEED RECORDS.:
Thence the following 16 courses along the northwesterly, westerly,
southerly and easterly sides of said Lake Terminal Railroad Company lands:
92. Thence South 68 degrees 34'15" West 170.15 feet to a capped iron pin set;
93. Thence South 21 degrees 35'30" East 30.00 feet to a capped iron pin set;
94. Thence North 68 degrees 34'15" East 369.22 feet to a capped iron pin set
to the point of curvature of a tangent curve to the to the left, having a
radius of 337.87 feet and a central angle of 60 degrees 33'01" and a chord
of 340.68 feet bearing north 38 degrees 17'44" East;
6
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 7 of 10
95. Thence northeasterly along said curve 357.06 feet;
96. Thence North 8 degrees 01'39" East 209.20 feet to a capped iron pin set to
the point of curvature of a non-tangent curve, concave to the east, having
a radius of 360.00 feet, a central angle of 23 degrees 36'52", and a chord
of 147.33 feet bearing North 19 degrees 49'43;
97. Thence northerly along said curve 148.37 feet;
98. Thence North 31 degrees 38'09" East 89.07 feet to a capped iron pin set to
the point of curvature of a non-tangent curve, concave to the southeast,
having a radius of 370.00 feet, a central angle of 56 degrees 17'01", and
a cord of 349.03 feet bearing North 59 degrees 46'08 East;
99. Thence northeasterly along said curve 363.47 feet;
100. Thence South 70 degrees 54'13" East 1.77 feet to a capped iron pin set;
101. Thence North 88 degrees 50'02" East 711.58 feet to a capped iron pin set
to the point of curvature of a non-tangent curve, concave to the south,
having a radius of 410.00 feet, a central angle of 21 degrees 54'10", and
a chord of 155.78 feet bearing South 80 degrees 12'55" East;
102. Thence easterly along said curve 156.73 feet;
103. Thence South 69 degrees 15'50" East 113.88 feet to a capped iron pin set
to the point of curvature of a tangent curve to the to the right, having a
radius of 410.00 feet and a central angle of 48 degrees 05'50" and a chord
of 334.16 feet bearing South 45 degrees 12'55" East;
104. Thence southeasterly along said curve 344.18 feet;
105. Thence South 21 degrees 10'00" East 50.00 feet to a capped iron pin set;
106. Thence South 15 degrees 08'17" East 190.43 feet to a capped iron pin set;
107. Thence South 21 degrees 10'00" East 32.19 feet to a capped iron pin set;
108. Thence South 68 degrees 50'17" West departing said Lake Terminal Railroad
Company's land 0.84 foot to a capped iron pin set;
109. Thence North 21 degrees 11'20" West 80.65 feet to a capped iron pin set;
110. Thence North 21 degrees 13'12" West 52.54 feet to a capped iron pin set;
111. Thence North 21 degrees 08'57" West 57.94 feet to a capped iron pin set;
112. Thence North 23 degrees 00'59" West 140.59 feet to a capped iron pin set;
113. Thence North 33 degrees 08'19" West 44.58 feet to a capped iron pin set;
114. Thence North 39 degrees 56'50" West 50.29 feet to a capped iron pin set;
7
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 8 of 10
115. Thence North 47 degrees 46'53" West 53.51 feet to a capped iron pin set;
116. Thence North 55 degrees 53'48" West 62.69 feet to a capped iron pin set;
117. Thence North 65 degrees 47'38" West 61.56 feet to a capped iron pin set;
118. Thence North 73 degrees 32'29" West 77.48 feet to a capped iron pin set;
119. Thence North 78 degrees 44'22" West 83.24 feet to a capped iron pin set;
120. Thence North 81 degrees 57'40" West 45.48 feet to a capped iron pin set;
121. Thence North 88 degrees 04'46" West 56.36 feet to a capped iron pin set to
the point of curvature of a non-tangent curve, concave to the southeast,
having a radius of 230.31 feet, a central angel of 16 degrees 47'33", and
a chord of 67.26 feet bearing South 67 degrees 10'40" West;
122. Thence southwesterly along said curve 67.50 feet;
123. Thence South 58 degrees 46'54" West 10.71 feet to a capped iron pin set to
the point of curvature of a non-tangent curve, concave to the southeast,
having a radius of 269.14 feet, a central angel of 54 degrees 55'02", and
a chord of 248.21 feet bearing South 31 degrees 19'22" West;
124. Thence southwesterly along said curve 257.97 feet;
125. Thence South 3 degrees 51'51" West 23.90 feet to a capped iron pin set;
126. Thence South 1 degrees 11'20" East 317.18 feet to a capped iron pin set;
127. Thence North 88 degrees 48'40" East 5.55 feet to a capped iron pin set;
128. Thence South 2 degrees 10'14" East 61.89 feet to the point of curvature of
a non-tangent curve, concave to the east, having a radius of 425.00 feet,
a central angle of 10 degrees 4'58", and a chord of 79.25 feet bearing
South 10 degrees 18'45" East;
129. Thence southerly along said curve 79.37 feet to the point of curvature of
a non-tangent curve, concave to the west, having a radius of 415.00 feet,
a central angle of 19 degrees 46'44, and a chord of 142.55 feet bearing
South 6 degrees 36'17" East;
130. Thence southerly along said curve 143.26 feet;
131. Thence South 1 degrees 06'27" East 335.63 feet;
132. Thence South 88 degrees 52'23" West 39.67 feet;
133. Thence South 0 degrees 39'47" East 161.77 feet to a capped iron pin found;
134. Thence South 1 degrees 49'42" East 95.25 feet to a capped iron pin found;
8
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 9 of 10
135. Thence South 86 degrees 53'05" East 33.51 feet to a capped iron pin found;
136. Thence South 0 degrees 53'56" East 729.06 feet to a capped iron pin found;
137. Thence North 89 degrees 14'07" East 85.78 feet to a capped iron pin found;
138. Thence South 1 degrees 08'28" East 53.18 feet to a capped iron pin found;
139. Thence South 88 degrees 57'21" East 11.25 feet to a capped iron pin found;
140. Thence South 1 degrees 09'55" East 181.68 feet to a capped iron pin found;
141. Thence South 88 degrees 23'54" West 65.33 feet to a capped iron pin found;
142. Thence South 1 degrees 11'02" East 82.47 feet to a capped iron pin found;
143. Thence North 88 degrees 54'59" West 24.27 feet to a capped iron pin found;
144. Thence South 2 degrees 48'42" East 316.46 feet to a capped iron pin found;
145. Thence North 86 degrees 40'30" East 14.81 feet to a capped iron pin found;
146. Thence South 1 degrees 55'06" East 21.15 feet to a capped iron pin found;
147. Thence South 87 degrees 11'22" West 14.48 feet to a capped iron pin found;
148. Thence South 2 degrees 48'48" East 2.16 feet to a capped iron pin found;
149. Thence South 12 degrees 04'28" East 39.53 feet to a capped iron pin found;
150. Thence North 86 degrees 10'47" East 15.70 feet to a capped iron pin found;
151. Thence South 3 degrees 11'57" East 192.74 feet to a capped iron pin found;
152. Thence South 37 degrees 24'02" East 148.36 feet to a capped iron pin
found;
153. Thence South 0 degrees 28'00" East 6.63 feet to a capped iron pin found;
154. Thence North 88 degrees 45'33" East 409.24 feet to a capped iron pin
found;
155. Thence South 0 degrees 00'00" East 256.93 feet to a capped iron pin found;
156. Thence South 0 degrees 04'04" West 153.19 feet to the Principal Point of
Beginning; said described tract containing 435.3737 Acres, more or less.
The basis of bearings for this description is the centerline of Xxxx 00xx
Xxxxxx being North 88 degrees 50'00" East. Capped Iron Pin sat is a 5/8"x30"
rebar with yellow "R.E. Xxxxxx XX 7055"
9
Legal Description of REW Job No. 27502
Republic Technologies International 7/10/02
Parcel 1 - 435.3737 Acres Page 10 of 10
plastic cap. This description prepared on June 30, 2002, revised on July 10,
2002 by Xxxxxxx Xxxxxx, P.S. 7055 in the State of Ohio of R.E. Warner and
Associates, Inc., Westlake, Ohio.
APPROVED
AS TO DESCRIPTION ONLY
Date August 12, 2002
--------------------------------------------
City of Lorain
Per /s/ Xxxxxxxx Xxxxxx
---------------------------------------------
Engineering Department
APPROVED BY THE LORAIN CITY PLANNING
COMMISSION NO PLAT REQUIRED
/s/ Xxxxxxx X. Xxxxx
-------------------------------------------------
Secretary Lorain City Planning Commission 8-13-02
10
Legal Description of REW Job No. 27502
Parcel 2 7/10/02
21.9302 Acres Page 1 of 4
Situated in the City of Lorain, County of Lorain, State of Ohio, and being
further known as parts of Original Lot Nos. 85, 86, 87, 88, 89, and 90 in
Sheffield Township, bounded and described as follows:
Commencing at the intersection of the centerline of Xxxxx Xxxxxx xxx Xxxx
00xx Xxxxxx in accordance to Sheffield Land & Improvement Company Subdivision
No. 2 as recorded in Volume 4, Page 32 of the Lorain County Plot Records; thence
North 1 degrees 10'00" West a distance of 40.00 feet to the Principal Place of
Beginning:
1. Thence South 88 degrees 50'00" West a distance of 241.17 feet along the
northerly line of Xxxx 00xx Xxxxxx and the southerly line of Sublots 999
through 1003 of Sheffield Land & Improvement Company Subdivision No. 2 to
a capped iron pin set;
2. Thence North 1 degrees 14'20" West 149.86 feet to a capped iron pin set;
3. Thence South 89 degrees 00'37" West 298.64 feet to a capped iron pin set;
4. Thence South 1 degrees 10'00" East 25.79 feet to a capped iron pin set;
5. Thence South 88 degrees 50'00" West a distance of 780.00 feet along the
northerly line of Sublots No. 980 through 993 and the north end of Globe
Avenue to a 1/2" diameter iron pin;
6. Thence North 1 degrees 10'00" West a distance of 74.00 feet along the
easterly line and land owned Roman A. Wlaszyn, to a 1/2" diameter iron
pin;
7. Thence South 88 degrees 50'00" West a distance of 450.00 feel along said
Roman A. Wlaszyn's north line to a 1/2" diameter iron pin;
8. Thence South 1 degrees 10'00" East a distance of 74.00 feet along said
Roman A. Wlaszyn's west line to a 1/2" diameter iron pin;
9. Thence South 88 degrees 50'00" West a distance of 650.00 feet along the
north line of Sublots 958 through 970 to a 1/2" diameter iron pin at the
northwesterly corner of Sublot No. 958;
10. Thence North 1 degrees 10'00" West a distance of 74.00 feet along the
westerly line of land owned by USX Corporation and recorded in Deed Volume
262. Page 400 of the Lorain County Records to a 1/2" diameter iron pin;
11. Thence North 88 degrees 50'00" West a distance of 100.00 feet along the
southerly line of said USX Corporation land to a 1/2" diameter iron pin;
12. Thence South 1 degrees 10'00" East a distance of 54.00 feet to 1/2"
diameter iron pin at the northeasterly corner of the end of Vine Avenue;
13. Thence South 88 degrees 50'00" West a distance of 80.00 feet along the
northerly end of Vine Avenue to a 1/2" diameter iron pin;
Legal Description of REW Job No. 27502
Parcel 2 7/10/02
21.9302 Acres Page 2 of 4
14. Thence South 1 degrees 10'00" East a distance of 145.00 feet to a 1/2"
diameter iron pin at the southwesterly corner of Sublot No. 1676;
15. Thence South 88 degrees 50'00" West a distance of 250.00 feet along the
northerly right-of-way line of Xxxx 00xx Xxxxxx to a 1/2" diameter iron
pin at the southeasterly corner of Sublot No. 1681;
16. Thence North 1 degrees 10'00" West a distance of 125.00 feet along the
east line of Sublot No. 1681 to a 1/2" diameter iron pin at the northeast
corner of Sublot No. 1681;
17. Thence South 88 degrees 50'00" West a distance of 690.00 feet along the
north line of Sublots No. 1681 through 1693 to a 1/2" diameter iron pin at
the southeasterly corner of land owned by Manor Real Estate as recorded in
Deed Volume 688, Page 588 of the Lorain County Records;
18. Thence North 1 degrees 10'00" West a distance of 134.00 feet along the
east line of said Manor Real Estate land to a 1/2" diameter iron pin at
the northeasterly corner of said Manor Real Estate land;
19. Thence North 88 degrees 50'00" East a distance of 225.16 feet along the
southerly line of land owned by Lake Terminal Railroad as recorded in Deed
Volume 262, Page 419 of the Lorain County Records to a 1/2" diameter iron
pin;
20. Thence North 40 degrees 48'13" East a distance of 69.63 feet to a 1/2"
diameter iron pin;
21. Thence North 88 degrees 50'00" East a distance of 578.96;
22. Thence North 70 degrees 56'39" East a distance of 58.11 feet to a 1/2"
diameter iron pin;
23. Thence South 1 degrees 10'00" East a distance of 22.60 feet to a 1/2"
diameter iron pin;
24. Thence North 88 degrees 50'00" East a distance of 23.70 feet to a 1/2"
diameter iron pin;
25. Thence North 1 degrees 10'00" West a distance of 25.50 feet to a 1/2"
diameter iron pin;
26. Thence North 88 degrees 50'00" East a distance of 63.00 feet to a 1/2"
diameter iron pin;
27. Thence South 1 degrees 10'00" East a distance of 52.50 feet to a 1/2"
diameter iron pin;
28. Thence North 88 degrees 50'00" East a distance of 106.00 feet to a 1/2"
diameter iron pin;
29. Thence South 15 degrees 12'11" East a distance of 20.62 feet to a -1/2"
diameter iron pin in the southerly line of said Lake Terminal Railroad
land;
30. Thence North 88 degrees 50'00" East a distance of 5279.67 feet along the
southerly line of said Lake Terminal Railroad land to a 1/2" diameter iron
pin;
2
Legal Description of REW Job No. 27502
Parcel 2 7/10/02
21.9302 Acres Page 3 of 4
31. Thence North 1 degrees 10'00" West a distance of 29.00 feet to a 1/2"
diameter iron pin;
32. Thence North 88 degrees 50'00" East a distance of 159.13 feet along the
southerly line of said Lake Terminal Railroad land to a 1/2" diameter iron
pin;
33. Thence South 1 degrees 10'00" East a distance of 29.00 feet to a 1/2"
diameter iron pin;
34. Thence North 88 degrees 50'00" East a distance of 547.50 feet along the
southerly line of said Lake Terminal Railroad land to a 1/2" diameter iron
pin;
35. Thence South 1 degrees 10'00" East a distance of 114.00 feet a 1/2"
diameter iron pin;
36. Thence South 88 degrees 50'00" West a distance of 80.00 feet along the
northerly end of Oakwood Avenue to a 1/2" diameter iron pin;
37. Thence South 1 degrees 10'00" East a distance of 45.00 feet along the
westerly right-of-way line of Oakwood Avenue to a 1/2" diameter iron pin;
38. Thence South 88 degrees 50'00" West a distance of 150.00 feet through
Sublots No. 64 & 65 and into Sublot No. 63 to a 1/2" diameter iron pin;
39. Thence South 1 degrees 10'00" East a distance of 100.00 feet to a 1/2"
diameter iron pin in the northerly right xx xxx xx Xxxx 00xx Xxxxxx;
40. Thence South 88 degrees 50'00" West a distance of 640.00 feet along the
northerly right-of-way of Xxxx 00xx Xxxxxx to a 1/2" diameter iron pin;
41. Thence North 1 degrees 10'00" West a distance of 199.00 feet through
Sublot No. 50 to a 1/2" diameter iron pin;
42. Thence South 88 degrees 50'00" West a distance of 1360.00 feet to a 1/2"
diameter iron pin;
43. Thence South 1 degrees 10'00" East a distance of 64.00 feet to a 1/2"
diameter iron pin;
44. Thence South 88 degrees 50'00" West a distance of 280.00 feet to a 1/2"
diameter iron pin;
45. Thence North 1 degrees 10'00" West a distance of 64.00 feet to a 1/2"
diameter iron pin;
46. Thence South 88 degrees 50'00" West a distance of 200.00 feet to a 1/2"
diameter iron pin;
47. Thence South 1 degrees 10'00" East a distance of 64.00 feet to a 1/2"
diameter iron pin;
48. Thence South 88 degrees 50'00" West a distance of 375.00 feet to a 1"
diameter iron pin in the easterly line of land owned by United States
Steel Credit Union as recorded in Volume 1110. Page 642, Deed Volume 650,
Page 573 and Volume 868, Page 181, of the Lorain County Records;
3
Legal Description of REW Job No. 27502
Parcel 2 7/10/02
21.9302 Acres Page 4 of 4
49. Thence North 1 degrees 10'00" West a distance of 64.00 feet along the
easterly line of said United States Steel Credit Union land to a 1"
diameter iron pin;
50. Thence South 88 degrees 50'00" West a distance of 125.00 feet along the
easterly line of said United States Steel Credit Union land to a 1"
diameter iron pin;
51. Thence South 1 degrees 10'00" East 91.01 feet to a capped iron pin set;
52. Thence South 88 degrees 50'00" West 135.19 feet to a capped iron pin set;
53. Thence North 00 degrees 17'28" West 86.01 feet to a capped iron pin, set;
54. Thence South 89 degrees 02'40" West 165.76 feet to a capped iron pin set;
55. Thence South 1 degrees 10'00" East 194.60 feet to a capped iron pin set;
56. Thence South 88 degrees 50'00" West 40.00 feet to the Principal Place of
Beginning; said described tract containing 21.9302 acres, more or less.
The basis of bearings for this description is the centerline of Xxxx 00xx
Xxxxxx being North 88 degrees 50'00" East. Capped Iron Pin set is a 5/8" x 30"
rebar with yellow "R.E. Xxxxxx XX 7055" plastic cap. This description prepared
on June 26, 2002, revised July 10, 2002, by Xxxxxxx Xxxxxx, P.S. 7055 in the
State of Ohio of R.E. Warner & Associates, Inc., Westlake, Ohio.
APPROVED APPROVED BY THE LORAIN CITY PLANNING
AS TO DESCRIPTION ONLY COMMISSION NO PLAT REQUIRED
Date August 8, 2002 /s/ Xxxxxxx X. Xxxxx
--------------------------------- -------------------------------------
City of Lorain Secretary Lorain City Planning
Commission 8-9-02
Per /s/ Xxxxxxxx Xxxxxx
----------------------------------
Engineering Department
4
Legal Description of REW Job Xx. 00000
Xxxxxx 0 - Xxxxxxxxxx Xxxxxx 7/10/02
0.6199 Acres Page 1 of 2
Situated in the City of Lorain, State of Ohio, and known as being part of
Original Xxx 00 xx Xxxxxxxxx Xxxxxxxx, and being further described as follows:
Commencing at the intersection of the centerline of Xxxxx Xxxxxx xxx Xxxx
00xx Xxxxxx in accordance to Sheffield Land & Improvement Company Subdivision
No. 4 as recorded in Volume 6, Page 3 of the Lorain County Plat Records, thence
North 1 degrees 10'00" West a distance of 299.00 feet along the projected
centerline of Grove Avenue to a point in the southerly line of land owned by
Lake Terminal Railroad as recorded in Volume 262, Page 419 of the Lorain County
Deed Records, projected westerly, thence North 88 degrees 50'00" East a distance
of 700.27 feet to a capped iron pin and being the Principal Place of Beginning;
1. Thence North 0 degrees 47"43" West 33.00 feet to a capped iron pin set at
a southwesterly corner of lands of Lake Terminal Railroad as described in
Deed Volume 262, Page 419 and Deed Volume 589, Page 167 of Lorain County
Records;
2. Thence North 88 degrees 50'00" East along a southerly line of said Lake
Terminal Railroad lands 159.13 feet to a capped iron pin set at an angle
point in said southerly line;
3. Thence South 1 degrees 10'00" East in said Lake Terminal Railroad lands
33.00 feet to a capped iron pin set at an angle point therein;
4. Thence North 88 degrees 50'00" East in a southerly line of said Lake
Terminal Railroad lands 2.30 feet to a capped iron pin set;
5. Thence South 1 degrees 20'28" East 134.00 feet to a capped iron pin set in
the southerly line of those USX Corporation lands described in Deed Volume
849, Page 472 of Lorain County Records;
6. Thence South 88 degrees 50'00" West in said USX southerly line 162.93 feet
to a capped iron pin set;
7. Thence North 0 degrees 47'40" West 134.00 feet to the to the Principal
Place of Beginning; said described tract containing 0.6199 acre, more or
less.
The basis of bearings for this description is the centerline of Xxxx 00xx
Xxxxxx being North 88 degrees 50'00" East. Capped Iron Pin set is a 5/8" x 30"
rebar with yellow "X. Xxxxxx PS 7055" plastic cap. This description prepared on
June 27, 2002, revised July 10, 2002, by Xxxxxxx Xxxxxx, P.S. 7055 in the State
of Ohio of R.E. Warner and Associates, Inc. Westlake, Ohio.
APPROVED APPROVED BY THE LORAIN CITY PLANNING
AS TO DESCRIPTION ONLY COMMISSION NO PLAT REQUIRED
Date August 8, 2002 /s/ Xxxxxxx X. Xxxxx
--------------------------------- -------------------------------------
City of Lorain Secretary Lorain City Planning
Commission 8-9-02
Per /s/ Xxxxxxxx Xxxxxx
----------------------------------
Engineering Department
Legal Description of REW Job Xx. 00000
Xxxxxx 0 - Xxxxxxxxxx Xxxxxx 7/10/02
0.6199 Acres Page 2 of 2
2
