Exhibit 10.1
PURCHASE AGREEMENT
This Purchase Agreement ("Agreement") is made and entered into effective as
of the 10th day of May, 2002, by and between MTD PRODUCTS INC, an Ohio
corporation ("Buyer") and SHILOH CORPORATION, an Ohio corporation ("Seller").
WHEREAS, Seller is engaged in the business of manufacturing and selling
certain automotive and outdoor power equipment parts to certain OEM's and
suppliers to the OEM's (the "Business"); and
WHEREAS, Seller desires to sell to Buyer and Buyer desires to acquire from
Seller certain assets of the Business as hereinafter specifically identified on
the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the foregoing and other good and
valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, and intending to be legally bound, the parties hereby agree as
follows:
1. Purchased Assets. Seller hereby agrees to grant, bargain, sell,
convey, transfer and assign all of its right, title and interest it may have in
the following assets:
(a) 1,500 ton straight-side blanking press and feedline (Work Center
19) and related equipment as further identified on Schedule One
attached hereto (the "1,500 Ton Press");
(b) 2,000 ton press and feedline (Work Center 24) and related
equipment as further identified on Schedule Two attached hereto
(the "2,000 Ton Press"); and
(c) 1,000 C press and feedline (Work Center 25) and related equipment
as further identified on Schedule Three attached hereto (the
"1,000 C Press").
(The identified blanking presses and related equipment are sometimes also
referred to as the "Blanking Presses" or "Purchased Assets"). Upon transfer of
the Blanking Presses hereunder, Seller will execute and deliver to Buyer the
▇▇▇▇ of Sale in the form attached hereto as Exhibit "A".
2. Purchase Price. The purchase price for the Purchased Assets shall be
as follows:
(a) One Million Nine Hundred Twenty-Eight Thousand Three Hundred
Seventy-Seven and 34/100 Dollars ($1,928,377.34) for the 1,500
Ton Press.
(b) One Million Eight Thousand Five Hundred Seventy-Two and 32/100
Dollars ($1,008,572.32) for the 2,000 Ton Press.
(c) One Million Six Hundred Three Thousand Six Hundred Sixty-Seven
and 55/100 Dollars ($1,603,667.55) for the 1,000 C Press.
The total amount of Four Million Five Hundred Forty Thousand Six Hundred
Seventeen and 21/100 Dollars ($4,540,617.21) be paid by Buyer to Seller via wire
transfer at the time of Closing.
3. Condition of Purchased Assets. Seller represents and warrants that the
Purchased Assets are in good operating and physical condition, ordinary wear and
tear excepted, and have been maintained in all material respects in compliance
with manufacturers' operating guidelines.
4. Title. Seller is the sole owner of the Purchased Assets. Except for the
lien of JPMorgan Chase Bank, as Agent for Seller's secured lenders ("JPMorgan"),
Seller has good and marketable title to the Purchased Assets free and clear of
any and all liens and encumbrances. At Closing, Seller will provide to Buyer
duly executed Uniform Commercial Code Form 3's reflecting amendments/partial
releases of JPMorgan, as Agent, with regard to the Purchased Assets.
5. Location of Purchased Assets. The Purchased Assets are currently
located at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ (the "Facility"). The Purchased
Assets shall remain in the Facility as further set forth in the Manufacturing
Supply Agreement executed simultaneously herewith.
6. UCC Filings. Seller will acknowledge the transfer of title of the
Purchased Assets from Seller to Buyer and will execute appropriate UCC Financing
Statements to record the ownership of the Purchased Assets in the Buyer,
including such UCC Financing Statements in the form attached hereto as Exhibit
"B". This Agreement shall constitute a Security Agreement for purposes of the
UCC.
7. Closing and Assignment of the Tax Exemption. The Closing will occur on
or about May 10, 2002. On or prior to Closing and as a condition to Closing
hereunder, the Seller shall cause the assignment to the Buyer of the benefits
under and/or that part of the Enterprise Zone Agreement in place and applicable
to the feedline on the 1,500 Ton Press so that upon assignment, the personal
property tax exemption applicable to the feedline on the 1,500 Ton Press shall
be transferred to and received by the Buyer.
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8. No Assumed Liabilities. Buyer will not assume any liabilities with
regard to any purchase orders which Seller may have in place which utilize the
Purchased Assets.
9. Prior Agreements Superseded. This Agreement and the Manufacturing Supply
Agreement constitutes the sole and only agreement of the parties with regard to
the subject matter herein and supersedes any prior understanding or written or
oral agreements between the parties respecting such subject matter.
10. Parties Bound. Neither party may assign this Agreement without the
consent of the other party. This Agreement shall be binding on and inure to the
benefit of the parties and their respective successors, and assigns when
permitted by this contract.
11. Governing Law. The Agreement shall be construed under the laws of the
State of Ohio.
IN WITNESS WHEREOF, the parties have executed this Agreement effective as
of the date set forth above.
Seller
SHILOH CORPORATION
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Title: CHIEF FINANCIAL OFFICER
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Buyer
MTD PRODUCTS INC
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Title: EXECUTIVE VICE PRESIDENT AND
-------------------------------------
CHIEF FINANCIAL OFFICER
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GUARANTEE OF SHILOH INDUSTRIES, INC.
As the sole shareholder of Shiloh Corporation, Shiloh Industries, Inc.
acknowledges the receipt of benefits pursuant to the Agreement and guarantees
the obligations of Shiloh Corporation as set forth in this Agreement.
SHILOH INDUSTRIES, INC.
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Title: CHIEF FINANCIAL OFFICER
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Workcenter 19 15A Press and Feedline
SCHEDULE ONE
Asset
-----
No. Description
--- -----------
315 15A Press(Workcenter 19)
Manufacturer Danly
Model SC2-1500-132-84
Serial Number 71297801
In service date 07/30/1971
Acquired Value $ 254,713.80
Current Net Book Value $ 0.00
1840 15A Feedline
Manufacturer Automatic Feed Company
Model N/A
Serial Number 98001-98020
In service date 09/30/1999
Acquired Value $2,141,575.24
Current Net Book Value $1,725,157.84
1233 15A Gear work
In service date 11/19/1992
Acquired Value $ 29,900.00
Current Net Book Value $ 7,059.70
1319 15A Motor
In service date 03/31/1994
Acquired Value $ 16,280.05
Current Net Book Value $ 5,652.81
1926 15A Feedline rebuild
In service date 01/31/2001
Acquired Value $ 207,825.80
Current Net Book Value $ 190,506.99
Total Workcenter 19
Acquired Value $2,650,294.89
Current Net Book Value $1,928,377.34
=============
Workcenter 24 2000 Ton Press and Feedline
SCHEDULE TWO
Asset
-----
No. Description
--- -----------
1311 2000 Ton Press(Workcenter 24)
Manufacturer Niagra
Model SE4-2000-144-90
Serial Number P53805
In service date 02/1/1994
Acquired Value $1,431,813.00
Current Net Book Value $ 477,271.01
1313 2000 Ton Automatic Feedline
Manufacturer Automatic Feed Company
Model N/A
Serial Number 92022-92029
In service date 02/1/1994
Acquired Value $1,542,375.00
Current Net Book Value $ 514,125.00
1488 2000 Ton Motor Rebuild
In service date 12/11/1996
Acquired Value $ 7,570.00
Current Net Book Value $ 4,310.72
1844 2000 Ton straightener roll
In service date 09/16/1999
Acquired Value $ 15,971.09
Current Net Book Value $ 12,865.59
Total Workcenter 24
Acquired Value $2,997,729.09
Current Net Book Value $1,008,572.32
=============
Workcenter 25 1000 C Press and Feedline
SCHEDULE THREE
Asset
-----
No. Description
--- -----------
1354 1000C Press(Workcenter 25)
Manufacturer Clearing
Model S4-1000-200-80
Serial Number 10-4501
In service date 09/30/1994
Acquired Value $ 873,344.34
Current Net Book Value $ 345,698.77
1357 1000C Feedline
Manufacturer Automatic Feed Company
Model N/A
Serial Number 93105-93140
In service date 09/30/1994
Acquired Value $1,367,801.00
Current Net Book Value $ 531,922.58
1345 1000 C Bolster
In service date 09/30/1994
Acquired Value $ 53,300.00
Current Net Book Value $ 20,727.75
1347 1000C Digital Scale
In service date 10/01/1994
Acquired Value $ 12,704.25
Current Net Book Value $ 4,940.53
1356 1000C Stacker
Manufacturer Automatic Feed Company
In service date 09/30/1994
Acquired Value $1,140,324.37
Current Net Book Value $ 443,459.48
1541 1000C Die Cart
In service date 04/01/1997
Acquired Value $ 427,659.94
Current Net Book Value $ 255,408.01
1551 1000C Revision
In service date 05/08/1997
Acquired Value $ 2,500.00
Current Net Book Value $ 1,510.43
Total Workcenter 25
Acquired Value $3,877,633.90
Current Net Book Value $1,603,667.55
=============
Exhibit "A"
▇▇▇▇ OF SALE
This ▇▇▇▇ of Sale ("▇▇▇▇ of Sale") dated as of the _____ day of __________,
2002, is made and delivered pursuant and subject to the terms of a Purchase
Agreement ("Agreement") dated [an even date herewith], by and between MTD
PRODUCTS INC, an Ohio corporation ("MTD") and SHILOH CORPORATION, an Ohio
corporation ("Shiloh"). Capitalized terms used in this ▇▇▇▇ of Sale that are not
defined herein shall have the same meaning ascribed to them in the Agreement.
W I T N E S S E T H:
WHEREAS, MTD and Shiloh are parties to the Agreement, which by this
reference is incorporated into and made a part of this ▇▇▇▇ of Sale, pursuant to
which Shiloh has agreed to sell, convey, assign, transfer and deliver to MTD the
Purchased Assets as defined in the Purchase Agreement and MTD has agreed to
acquire the same; and
WHEREAS, Shiloh desires to execute and deliver this ▇▇▇▇ of Sale in
furtherance of the Agreement.
NOW, THEREFORE, for the consideration set forth in the Agreement and other
good and valuable consideration had and received, the receipt and sufficiency of
which are hereby acknowledged, Shiloh does hereby grant, bargain, sell, convey,
transfer and assign unto and vest in MTD, its successors and assigns, all of
Shiloh's right, title and interest in and to the Purchased Assets, as defined in
the Agreement.
TO HAVE AND TO HOLD, all and singular, the Purchased Assets hereby granted,
bargained, sold, conveyed, transferred and assigned to and vested in, as
applicable, MTD, its successors and assigns, to and for its and their use and
benefit forever. Shiloh hereby covenants that it will not execute any instrument
or grant or transfer any rights or interest inconsistent with the rights and
interest granted herein.
Reference is hereby made to the Agreement for a complete description of the
Purchased Assets and a complete statement of all representations and warranties
made by or attributable to Shiloh in respect of the Purchased Assets.
Shiloh further agrees to execute and deliver to MTD such further
instruments of transfer and assignment as MTD may from time to time reasonably
request in order to transfer, assign to and vest in MTD the Purchased Assets.
IN WITNESS WHEREOF, each of MTD and Shiloh have caused this instrument to
be executed by its duly authorized officer on the date first written above.
SHILOH CORPORATION
By: ______________________________________
Name: ______________________________________
Title: ______________________________________
MTD PRODUCTS INC
By: ______________________________________
Name: ______________________________________
Title: ______________________________________
GUARANTEE OF SHILOH INDUSTRIES, INC.
As the sole shareholder of Shiloh Corporation, Shiloh Industries, Inc.
acknowledges the receipt of benefits pursuant to the Agreement and guarantees
the obligations of Shiloh Corporation, as set forth in this ▇▇▇▇ of Sale.
SHILOH INDUSTRIES, INC.
By: ______________________________________
Name: ______________________________________
Title: ______________________________________
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Exhibit "B"
UCC FINANCING STATEMENT
FOLLOW INSTRUCTIONS (front and back) CAREFULLY
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A. NAME & PHONE OF CONTACT AT FILER [optional]
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B. SEND ACKNOWLEDGMENT TO: (Name and Address)
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▇▇▇▇▇▇, ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇
Attention: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Esq.
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THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY
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1. DEBTOR'S EXACT FULL LEGAL NAME - insert only one debtor name (1a or 1b) - do not abbreviate or combine names
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1a. ORGANIZATION'S NAME
OR Shiloh Corporation
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1b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
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1c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇
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1d. TAX ID #: SSN OR EIN ADD'L INFO RE 1e. TYPE OF ORGANIZATION 1f. JURISDICTION OF ORGANIZATION 1g. ORGANIZATIONAL ID #,
ORGANIZATION if any
▇▇-▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇ [_] none
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2. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - insert only one debtor name (2a or 2b) - do not abbreviate or combine names
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2a. ORGANIZATION'S NAME
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OR 2b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
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2c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY
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2d. TAX ID #: SSN OR EIN ADD'L INFO RE 2e. TYPE OF ORGANIZATION 2f. JURISDICTION OF ORGANIZATION 2g. ORGANIZATIONAL ID #,
ORGANIZATION if any
DEBTOR [_] none
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3. SECURED PARTY'S NAME (or NAME of TOTAL ASSIGNEE of ASSIGNOR S/P) - insert only one secured party name (3a or 3b)
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3a. ORGANIZATION'S NAME
MTD Products Inc
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OR 3b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
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3c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇
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4. This FINANCING STATEMENT covers the following collateral:
See attached Exhibit A.
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5. ALTERNATIVE DESIGNATION [if applicable]: [_] LESSEE/LESSOR [_] CONSIGNEE/CONSIGNOR [_] BAILEE/▇▇▇▇▇▇ [_] SELLER/BUYER
[_] AG. LIEN [_] NON-UCC FILING
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6. This FINANCING STATEMENT is to be filed [for record] 7. Check to REQUEST SEARCH REPORT(S) on Debtor(s) [_] All Debtors
[X] (or recorded) in the REAL ESTATE RECORDS. Attach Addendum [_] Debtor 1
[if applicable] [optional] [ADDITIONAL FEE] [_] Debtor 2
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8. OPTIONAL FILER REFERENCE DATA
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FILING OFFICE COPY-- NATIONAL UCC FINANCING STATEMENT (FORM UCC1) (REV. 07/29/98)
UCC FINANCING STATEMENT ADDENDUM
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FOLLOW INSTRUCTIONS (front and back) CAREFULLY
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9. NAME OF FIRST DEBTOR (1a or 1b) ON RELATED FINANCING STATEMENT
------------------------------------------------------------------------
9a. ORGANIZATION'S NAME
OR Shiloh Corporation
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9b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME, SUFFIX
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10. MISCELLANEOUS:
THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY
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11. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - insert only one name (11a or 11b) - do not abbreviate or combine names
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11a. ORGANIZATION'S NAME
OR
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11b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
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11c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY
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11d. TAX ID #: SSN OR EIN ADD'L INFO RE 11e. TYPE OF ORGANIZATION 11f. JURISDICTION OF 11g. ORGANIZATIONAL
ORGANIZATION ORGANIZATION ID #, if any
DEBTOR [_] none
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12. [_] ADDITIONAL SECURED PARTY'S or[_] ASSIGNOR S/P'S NAME - insert only one name (12a or 12b)
--
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12a. ORGANIZATION'S NAME
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12b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
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12c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY
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13. This FINANCING STATEMENT covers 16. Additional collateral description:
[_] timber to be cut or [_] as-extracted collateral, or
[X] fixture filing. is filed as a
14. Description of real estate:
See attached Exhibit B.
15. Name and address of a RECORD OWNER of above-described real
estate (if Debtor does not have a record interest):
----------------------------------------------------
17. Check only if applicable and check only one box.
Debtor is a [_] Trust or [_] Trustee acting with
respect to property
held in trust or
[_] Decedent's Estate
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18. Check only if applicable and check only one box.
[_] Debtor is a TRANSMITTING UTILITY
[_] Filed in connection with a Manufactured-Home
Transaction -- effective 30 years
[_] Filed in connection with a Public-Finance
Transaction -- effective 30 years
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FILING OFFICE COPY-- NATIONAL UCC FINANCING STATEMENT ADDENDUM (FORM UCC1Ad) (REV. 07/29/98)
Exhibit A
Asset
No. Description
315 15A Press (Workcenter 19)
Manufacturer Danly
Model SC2-1500-132-84
Serial Number 71297801
1840 15A Feedline
Manufacturer Automatic Feed Company
Model N/A
Serial Number 98001-98020
1233 15A Gear work
1319 15A Motor
1926 15A Feedline rebuild
1311 2000 Ton Press (Workcenter 24)
Manufacturer Niagra
Model SE4-2000-144-90
Serial Number P53805
1313 2000 Ton Automatic Feedline
Manufacturer Automatic Feed Company
Serial Number 92022-92029
1488 2000 Ton Motor Rebuild
1844 2000 Ton straightener roll
1354 1000C Press (Workcenter 25)
Manufacturer Clearing
Model S4-1000-200-80
Serial Number 10-4501
1357 1000C Feedline
Manufacturer Automatic Feed Company
Model N/A
Serial Number 93105-93140
1345 1000 C Bolster
Exhibit A (Continued)
1347 1000C Digital Scale
1356 1000C Stacker
Manufacturer Automatic Feed Company
1541 1000C Die Cart
1551 1000C Revision
EXHIBIT B
Situated in the City of Mansfield, County of Richland, and State of Ohio and
being a part of the Northwest Quarter Section 23, Township 21, Range 18, more
particularly bounded and described as follows:
Commencing in the centerline of Grace Street at the Northwest Corner of said
Northwest Quarter Section 23; thence South 90 degrees East with said centerline
and the North line of said Quarter a distance of 692.90 feet; thence South 0
degrees 38 minutes 09 seconds West a distance of 30.00 feet to an iron pin in
the south right-of-way line of Grace Street the place of beginning; thence
continuing South 0 degrees 38 minutes 09 seconds West a distance of 1582.52 feet
to an iron pin in an existing property corner; thence South 89 degrees 17
minutes 20 seconds East a distance of 192.54 feet to an iron pin; thence North 0
degrees 38 minutes 09 seconds East a distance of 1584.91 feet to an iron pin in
the south right-of-way line of Grace Street; thence North 90 degrees West with
said South right of way line a distance of 192.56 feet to the Place of Beginning
containing 7.00 acres according to survey by ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Registered
Surveyor #4421 on May 28, 1987 but subject to all legal highways and easements
of record.
PARCEL NO. 028-90-023-02-001
AND
Situated in the City of Mansfield, County of Richland, State of Ohio and being a
part of the Northwest Quarter of Section 23, Township 21 North, Range 18 West,
more fully described as follows:
Commencing in the centerline of Grace Street at the northwest corner of said
quarter. Thence, South 90 degrees East with said centerline and the north line
of said quarter a distance of 885.46 feet; Thence, South, 0 degrees 38 minutes
09 seconds West, passing through an iron pin found at 30.00 feet marking an
existing property corner at the southerly right of way of Grace Street, a total
distance of 566.91 feet to an iron pin set, the Place of Beginning;
Thence, continuing South 0 degrees 38 minutes 09 seconds West with an existing
property line, a distance of 1048.00 feet to an iron pin found at an existing
property corner:
Thence, South 89 degrees 17 minutes 20 seconds East a distance of 56.00 feet to
an iron pin set;
Thence, North 2 degrees 25 minutes 22 seconds West a distance of 1049.57 feet to
the Place of Beginning, containing 0.674 of an acre, according to survey by
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Registered Surveyor #4421 on December 1, 1987;
The grantee, its successors and assigns does hereby covenant and agree that the
parcel of land described in this instrument will not be conveyed independently
and separately from any adjoining or contiguous parcel fronting on a public
street without the approval of the City of Mansfield Planning Commission.
Iron pins set (and found) are 5/8" rods with caps stamped "▇▇▇▇▇▇, 4421".
Bearings are based on an assumed median.
PARCEL NO. 028-90-023-02-002
AND
Situated in the Township of Madison, County of Richland, and State of Ohio:
And being situated in the N.W. Quarter of Section 23, T. 21, R 18 of Madison
Township, Richland County, Ohio, and beginning at a point on the East boundary
line of Brookline Allotment, at the Northeast corner of lot number 378; thence
East and parallel to the centerline of Grace Street, 194.9 feet; thence South
and parallel to the East boundary line of Brookline Allotment 500 feet; thence
West and parallel to the centerline of Grace Street, 194.9 feet to the East
boundary line of Brookline Allotment; thence North, along said East boundary
line, 500 feet to the place of beginning, containing 2.23 acres of land, more or
less.
PARCEL NO. 028-90-106-12-000
AND
Situated in the Township of Madison, County of Richland, and State of Ohio:
Situated in the N.W. Quarter of Section 23, T 21, R 18 of Madison Township,
Richland County, Ohio, and being a part of the ▇▇▇▇▇▇ ▇▇▇▇▇ property and begin
further described as follows:
Beginning at a point on the East boundary line of Brookline Allotment, 500 feet
South from the Northeast corner of Lot No. 378; thence East and parallel to the
centerline of Grace Street, 194.9 feet; thence South and parallel to the East
line of Brookline Allotment, 447 feet; thence West and parallel to the
centerline of Grace Street, 194.9 feet to the East line of Brookline Allotment;
thence North along said East line, 447 feet to the place of beginning,
containing 2.0 acres of land, more or less, as surveyed by ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Reg.
Surveyor No. 4518.
AND
Situated in the N.W. Quarter of Section 23, T 21, R 18 of Madison Township,
Richland County, Ohio and being a part of the ▇▇▇▇▇▇ ▇▇▇▇▇ property and being
further described as follows:
Beginning at a point on the East boundary line of Brookline Allotment, 947 feet
South from the N.E. corner of Lot No. 378, said beginning point being 15.4 feet
North from the S.E. corner of Lot No. 361; thence East and parallel to the
centerline of Grace Street, 194.9 feet; thence South and parallel to the East
line of Brookline Allotment, 477.4 feet; thence West and parallel to the
centerline of Grace Street, 194.9 feet to the East line of Brookline Allotment
at the S.E. corner of Lot No. 352; thence North, along said East line, 477.4
feet to the Place of Beginning.
Containing 2.136 acres of land, more or less as surveyed by ▇▇▇▇▇▇▇ ▇▇▇▇▇▇,
Registered Surveyor No. 4518. Premises now located in the City of Mansfield,
County of Richland and State of Ohio.
PARCEL NO. 028-90-106-11-000
-2-
B:
Situated in the Township of Madison, County of Richland, and State of Ohio:
PARCEL 1: Situated in the Northwest Quarter of Section 23, Township 21, Range 18
of Madison Township, Richland County, Ohio, and being further described as
follows: Commencing at a point on the east line of Ninth Avenue, 20 feet north
from the northwest corner of Lot No. 363 of Brookline Allotment, recorded in
Plat Book 11, page 5; thence east with an interior angle of 90 degrees 18 feet
to the true place of beginning; thence north with an interior angle of 90
degrees 10 feet; thence east with an interior angle of 90 degrees 229.36 feet;
thence south with an interior angle of 90 degrees 10 feet; thence west with an
interior angle of 90 degrees 229.36 feet to the place of beginning. Containing
0.053 acres of land and being subject to all easements of record, according to
survey by ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Registered Surveyor No. 4518, dated July 5, 1978. This
parcel is now located in the City of Mansfield, Ohio.
PARCEL 2: Situated in the Northwest Quarter of Section 23, Township 21, Range 18
of Madison Township (now the City of Mansfield), Richland County, Ohio, and
being further described as follows: Commencing at a point on the east line of
Brookline Allotment 463.33 feet south from the northwest corner of Lot No. 378
(now known as Lot No. 20919); thence west with an interior angle of 90 degrees
103 feet to a point 18 feet east from the east line of Ninth Avenue; thence
south parallel to said east line 322.33 feet to the place of beginning for the
parcel herein conveyed; thence east with an interior angle of 90 degrees 259.36
feet; thence south with an interior angle of 90 degrees 20 feet; thence west
with an interior angle of 90 degrees 267.36 feet to the east line of Ninth
Avenue; thence north along said east line 20 feet; thence east with an interior
angle of 90 degrees 18 feet to the place of beginning.
-3-
