EXHIBIT 10(l)
DEED AND PERPETUAL GAS STORAGE EASEMENT
THIS DEED AND PERPETUAL GAS STORAGE EASEMENT, made and entered into
by and between XXXXXXXXX X. XXXXXXXXX and XXXXXXX XXXXXXXXX, her husband,
0000 Xxxx Xxx Xxx, Xxxxxxxx, Xxxxxxx 00000, XXXXXXX XXXXXXX XXXXXXXXXXX, a
single person, 0000 Xxxxxxxx Xxxxxx Xxxx, Xxxxxx Xxxx, Xxxxxxxxx 00000, and
XXXXXXXX XXXXXXXXXXX XXXXX and XXXXXXX X. XXXXX, her husband, 000 Xxxxxxxxxx
Xxxxxx, Xxxxxxxxxxx, Xxxxxxxx 00000 (hereinafter collectively referred to as
"Grantor"), and DELTA NATURAL GAS COMPANY, INC., a Kentucky corporation,
with its principal offices located at 0000 Xxxxxxxxx Xxxx, Xxxxxxxxxx,
Xxxxxxxx 00000 (hereinafter "Grantee").
Grantor, for and in consideration of the sum of Eleven Thousand Six
Hundred Sixty Dollars and Seventy Five Cents ($11,660.75) cash in hand paid,
the receipt of which is hereby acknowledged, and of the agreements of
Grantee hereinafter set forth, hereby bargains, sells, grants, and, conveys
exclusively unto said Grantee, its successors and assigns, all right, title
and interest of Grantor in and to the oil and gas underlying the following
described property and contained within that stratigraphic interval lying
between two-hundred (200) feet above the top of the Xxxxxx Limestone
formation and the base of the Ohio Shale formation (the "Oil and Gas") and
such perpetual rights of way, easements and privileges upon and under the
lands hereinafter described for the underground storing of natural gas,
including constructing, maintaining, and replacing pipelines, electric lines
and telephone lines, and appurtenant facilities for the underground storing
of natural gas, limited to those strips of land more particularly described
in the Easement and Right-of-Way Agreement executed by the parties hereto of
even date herewith, together with the exclusive right to inject and to
withdraw natural gas, water, and other gaseous substances or fluids into and
from the subsurface strata and any and all other rights and privileges
necessary, incident to, or convenient for the economical operation of said
land, alone or conjointly with neighboring land, for storing gas
(collectively the "Gas Storage Rights") subject to the other provisions
herein; said lands being situated in Xxxx County, Kentucky, as identified in
"Exhibit A" attached hereto (the "Property") and made a part hereof. It
being intended hereby to include herein all lands and interests therein
contiguous to or appurtenant to said described lands owned or claimed by
Grantor or appurtenant to Grantee's underground gas storage operations. Said
land is estimated to contain one hundred (100) acres.
TO HAVE AND TO HOLD the oil and gas and the gas storage rights
together with all the appurtenances thereunto belonging, along with rights
of ingress and egress and use of the surface as reasonably necessary to the
exercise of the rights granted hereunder, unto said Grantee, its successors
and assigns, forever, it being the intent of the Grantor that Grantee, its
successors and assigns, shall have the Gas Storage Rights in perpetuity,
regardless of the presence or absence of any oil and gas upon or under the
Property.
Grantor conveys and Grantee acquires hereunder the right to make
all reasonably necessary installations to accomplish injection and removal
of injected gases and liquids including the right to convert existing oil
and gas xxxxx for use in the storage of gas. Grantor further conveys and
Grantee acquires hereunder the right to use the surface around the existing
gas well on the Property and around xxxxx which may be hereafter drilled for
the purpose of operating, maintaining or repairing the well or associated
equipment and facilities, said surface area to be no more than the area
within the radius of one hundred seventy five (175) feet around each well.
Upon permanent cessation of gas storage operations, Grantee shall have the
obligation to plug and abandon any gas xxxxx currently in existence on
Grantor's property which have not been plugged and abandoned and any xxxxx
drilled by Grantee during the term hereof. However, upon cessation of
storage operations Grantee may, with Grantor's approval and with
regulatory consent, assign ownership and plugging responsibility for any or
all of the xxxxx to a third party.
Grantee shall have the exclusive right to use and to enter into
possession of the stratigraphic intervals described above for the storage of
gas, from whatever source or sources obtained, and may for this purpose
drill two (2) additional xxxxx and reopen and restore to operation any and
all existing xxxxx on the premises which may have penetrated such formation,
stratum or strata for the purpose of introducing and storing gas in said
formation, stratum or strata and recovering the same therefrom, provided,
however, that prior to the commencement of drilling additional xxxxx upon
the Property, Grantee shall advise Grantor, its heirs, successors, or
assigns of the proposed well location and will consult with Grantor, its
heirs, successors, or assigns and will use its best efforts to minimize the
impact on Grantor's use of the Property. Any additional xxxxx which may be
drilled shall be located no closer than two hundred (200) feet to permanent
aboveground structures. All natural gas injected into, stored, withdrawn
and/or removed from and underneath the Property shall be considered personal
property of Grantee, its successors and assigns, and shall remain the
personal property of Grantee, its
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successors and assigns, while in storage and shall be personal property when
withdrawn. Grantee shall have the right to enter into such other strata and
geologic formations underlying the Property as may be necessary or desirable
to recover any gas stored by Grantee which may have migrated out of the
above-described stratigraphic interval underlying the Property.
Grantee acknowledges Grantor's interest in the potential
development of coal reserves on the Property, and Grantee shall make a good
faith effort not to interfere with any coal mining or timber harvesting
operations and usages. Grantee shall use its best efforts not to damage or
destroy any timber, trees or growing crops on the premises and shall be
liable to Grantor for the value of all such timber and growing crops which
are damaged or destroyed in connection with its operations. Grantee shall
repair any damage to existing roads, fences, gates, etc. that results from
Grantee's presence on Grantor's premises, and Grantee shall pay for damages
to timber or growing crops caused by its operations on said lands and shall
restore or repair damage to Grantor's real property due to Grantee's
exercise of its rights hereunder.
Grantor hereby warrants and agrees to defend the title to the oil
and gas and the gas storage rights conveyed hereunder. Grantor covenants
that Grantor is the lawful owner of the oil and gas and the gas storage
rights and has the right to sell and convey the same, free of rights to
ownership and possession of third persons, and that subject to the
observance of all covenants, terms and conditions herein, the Grantee may
peacefully enjoy the premises for the purposes herein set forth without
interference.
Grantee agrees and covenants to hold harmless and indemnify Grantor
from all losses, claims or damages of any kind resulting from Grantee's gas
storage operations that may arise from a violation or enforcement of any law
or regulation, state or federal, pertaining to environmental protection.
All of the terms, covenants, conditions and agreements herein
contained shall extend to and be binding upon the heirs, representatives,
executors, administrators, successors or assigns of the parties hereto.
During such time that Grantee is operating the property for
storage, Grantee shall pay all taxes and assessments of every kind and
character that may be levied or assessed by any governmental authority
against or upon the estate hereby conveyed, or the privilege of storing gas,
or improvements or other property of Grantee in or on the lands included
herein.
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Grantee covenants that it will at all times conduct its operations
in compliance with all applicable laws, rules and regulations of the United
States of America and the Commonwealth of Kentucky, or other governmental
entity empowered to so act, where the lands are located, or are hereafter in
force and effect.
Grantee expressly covenants and warrants that it will defend, save
and hold Grantor harmless from any liabilities, damages or obligations of
any kind or character whatsoever arising from or in any way connected with
Grantee's storage operations hereunder. It is expressly agreed between the
parties that this instrument embraces the entire understanding and contract
between the parties; and any agreements or representations made by any
person on behalf of either the Grantor or the Grantee not contained in this
document are unauthorized and do not bind the parties. Each singular pronoun
herein shall include the plural whenever applicable.
For purposes of compliance with KRS 382.132, the parties hereto
certify that the above-stated consideration is the true, correct and full
consideration paid for the property herein conveyed.
IN WITNESS WHEREOF, executed on this the 21st day of December,
1995.
/s/ Xxxxxxxx Xxxxxxxxxxx Xxxxx
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XXXXXXXX XXXXXXXXXXX XXXXX
/s/ Xxxxxxx X. Xxxxx
--------------------------------
XXXXXXX X. XXXXX
DELTA NATURAL GAS COMPANY, INC.
BY: /s/ Xxxx X. Xxxxx
--------------------------
ITS: V.P. OPNS. & ENG.
---------------------------
THIS INSTRUMENT PREPARED BY:
/s/ Xxxxxx X. Xxxx III
-----------------------------
Xxxxxx X. Xxxx III
Xxxxx, Xxxxxx & Park
000 Xxxx Xxxx Xxxxxx - Xxxxx 0000
Xxxxxxxxx, Xxxxxxxx 00000-0000
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ACKNOWLEDGMENT
STATE OF KENTUCKY)
COUNTY OF XXXX)
I, Xxxxx X. Xxxxx, a Notary Public in and for the State of Kentucky,
do hereby certify that the foregoing Deed and Perpetual Gas Storage Easement
was produced before me and acknowledged before me by Xxxxxxxx Xxxxxxxxxxx
Xxxxx and Xxxxxxx X. Xxxxx, her husband, who acknowledged the same to be
their free and voluntary act and deed and that satisfactory evidence was
produced that the persons acknowledging this document were the persons
described herein and were the persons who executed this document. Witness my
hand and notary seal on this the 21st day of December, 1995.
/s/ Xxxxx X. Xxxxx
-------------------------------
NOTARY PUBLIC
My commission expires: 12-23-96
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STATE OF KENTUCKY)
COUNTY OF XXXXX)
The foregoing Deed and Perpetual Gas Storage Easement was acknowledged
before me this 15th day of January, 1996, by Xxxx X. Xxxxx, an authorized
representative of Delta Natural Gas Company, Inc. on behalf of said
corporation.
/s/
-------------------------------
NOTARY PUBLIC
My commission expires: 10-9-97
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IN WITNESS WHEREOF, executed this Deed and Perpetual Gas Storage
Easement on the 21st day of December, 1995.
/s/ Xxxxxxx Xxxxxxx Xxxxxxxxxxx
---------------------------------------------
XXXXXXX XXXXXXX XXXXXXXXXXX
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ACKNOWLEDGMENT
STATE OF TENNESSEE)
COUNTY OF LOUDON)
I, Xxxxxx X. Xxxxxx, a Notary Public in and for the State of
Tennessee, do hereby certify that the foregoing Deed and Perpetual Gas
Storage Easement was produced before me and acknowledged before me by
Xxxxxxx Xxxxxxx Xxxxxxxxxxx, a single person, who acknowledged the same to
be her free and voluntary act and deed and that satisfactory evidence was
produced that the person acknowledging this document was the person
described herein and was the person who executed this document. Witness my
hand and notary seal on this the 21st day of December, 1995.
/s/ Xxxxxx X. Xxxxxx
------------------------------------
NOTARY PUBLIC
My commission expires: 1-8-96
-----------
IN WITNESS WHEREOF, executed this Deed and Perpetual Gas Storage
Easement on the 10th day of January, 1996.
/s/ Xxxxxxxxx X. Xxxxxxxxx
------------------------------------
XXXXXXXXX X. XXXXXXXXX
/s/ Xxxxxxx Xxxxxxxxx
------------------------------------
XXXXXXX XXXXXXXXX
ACKNOWLEDGMENT
STATE OF ARIZONA)
COUNTY OF MARICOPA)
I, Xxxxxxx X. Xxxxx, a Notary Public in and for the State of Arizona,
do hereby certify that the foregoing Deed and Perpetual Gas Storage Easement
was produced before me and acknowledged before me by Xxxxxxxxx X. Xxxxxxxxx
and Xxxxxxx Xxxxxxxxx, her husband, who acknowledged the same to be their
free and voluntary act and deed and that satisfactory evidence was produced
that the persons acknowledging this document were the persons described
herein and were the persons who executed this document. Witness my hand and
notary seal on this the 10th day of January, 1996.
/s/ Xxxxxxx X. Xxxxx
------------------------------------
NOTARY PUBLIC
My commission expires:
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EXHIBIT A
Beginning at a point, said point being the southeast property corner; thence
running in a westerly direction N 77 degrees 58' 48" W approximately 251.35
feet; thence N 86 degrees 27' 03" W approximately 295.73 feet; thence S 80
degrees 57' 57" W approximately 134.37 feet; thence N 82 degrees 34' 03" W
approximately 231.14 feet; thence S 76 degrees 48' 57" W approximately
235.81 feet; thence S 58 degrees 49' 28" W approximately 373.19 feet; thence
S 39 degrees 55' 57" W approximately 217.96 feet; thence S 83 degrees 07'
57" W approximately 140.20 feet; thence S 73 degrees 24' 28" W approximately
550.24 feet; thence S 43 degrees 06' 57" W approximately 139.59 feet; thence
S 34 degrees 18' 39" W approximately 245.75 feet; thence S 76 degrees 19'
13" W approximately 359.48 feet; thence S 3 degrees 17' 21" E approximately
174.30 feet; thence S 8 degrees 45' 41" E approximately 251.27 feet; thence
S 24 degrees 35' 57" W approximately 184.91 feet to a point, said point
being the southwest property corner; thence running in a northwesterly
direction N 20 degrees 36' 52" W approximately 1,477.81 feet; thence N 32
degrees 42' 00" W approximately 171.41 feet; thence S 82 degrees 58' 02" W
approximately 301.24 feet; thence N 12 degrees 25' 26" W approximately
182.90 feet to a point, said point being the northwest property corner;
thence running in a northeasterly direction N 88 degrees 03' 57" E
approximately 1,443.48 feet; thence N 32 degrees O1' 16" E approximately
102.36 feet; thence N 44 degrees 33' 21" E approximately 363.97 feet; thence
N 18 degrees 19' 14" W approximately 670.53 feet; thence N 56 degrees 39'
57" E approximately 992.46 feet; thence N 80 degrees 09' 17" E approximately
460.12 feet to a point, said point being the northeast property corner;
thence running in a southeasterly direction S 45 degrees 20' 41" E
approximately 1,033.14 feet; thence S 18 degrees 17' 11" E approximately
666.52 feet; thence S 48 degrees 41' 00" E approximately 313.69 feet; thence
S 34 degrees 04' 15" W approximately 325.47 feet to the point of beginning.
Being the same property in which Xxxxxxxxx X. Xxxxxxxxx received a one-half
interest by inheritance from Xxxxxxx Xxxxxxxxxxx XxXxxxxx, her, mother, as
shown by an Affidavit of Descent recorded in Deed Book 227, page 367 in the
Xxxx County Clerk's Office and from Xxxx XxXxxxxx, her father, as shown by
an Affidavit of Descent recorded in Deed Book 227, page 369' in the Xxxx
County Clerk's Office, said Xxxxxxx Xxxxxxxxxxx XxXxxxxx having acquired
said property by Deed recorded in Deed Book 103, page 570 in the Xxxx County
Clerk's Office, and Xxxxxxx Xxxxxxx Xxxxxxxxxxx and Xxxxxxxx Xxxxxxxxxxx
Xxxxx received a one-fourth interest each by the Last Will and Testament of
X. X. Xxxxxxxxxxx, their father, recorded in Will Book 7, page 215 in the
Xxxx County Clerk's Office and the Affidavit of Descent of Xxxxxxxx
Xxxxxxxxxxx, their mother, recorded in Deed Book 282, page 407 in the Xxxx
County Clerk's Office, said X. X. Xxxxxxxxxxx having acquired his interest
in said property by Deed recorded in Deed Book 119, page 362 in the Xxxx
County Clerk's Office.
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