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Carwath Conservation EasementPAGGI, MARTIN& DEL BENE LLP Consulting Engineers & .and Surveyors 56 Main Street Poughkeepsie, New York 12601 914-471-7898 914-471-0905 (FAX) July 20, 2000 Open Space and Agricultural Protection Matching Grant Fund Dutchess County Planning Board 27 High Street Poughkeepsie, New York 12601 Reference: Town of Wappinger Fee Simple Purchase Acquisition Greystone Property Dear Sirs: On behalf of the Town of Wappinger, please accept this letter as formal request to participate in the Dutchess County Open Space and Farmland Matching Grant Fund for the Fee Simple Purchase Acquisition of the Greystone Property located on Wheeler Hill Road in the Town of Wappinger, The Greystone property comprises 99.6 acres of land overlooking the Hudson River, including five (5) buildings with a total gross floor area of 41,000+ square feet. The Grant request is for fee simple acquisition of the land and buildings, with the intent of utilizing the parcel as a multi -use Town Recreation facility. Enclosed please find one (1) original and three (3) copies of the application and all associated materials. We thank you for your consideration in this matter, and we look forward to participating in the Program. Please feel free to contact this office if you have any questions or require additional information. Thank you. Very truly yours, JEPYJP:law Enclosure cc: Hon. Constance 0, Smith, Supervisor Hon. Vincent Bettina, Councilman Hon. Joseph Paoloni, Councilinan Hon. Joseph Ruggiero, Councilman Hon. Robert Valdati, Councilman Hon, Elaine Snowden Albert P. Roberts, Esq. Ralph Holt Josoph E, Maggi, Jr., RE. Ernst Martin, Jr., RE., L.S. ChKrles R. Del Bone, Jr., RE. PAGGI, MARTIN & DELSENE Consulting Engineers & Land Surveyar-� 56 Main Street POUGHKEEPSIE, NEW YORK 12601 (845) 471-7898 FAX (845) 471-0905 TO Dutr-hess,County-Attorney 22 Market _ Street - ....Poughkeepsie, New York. .. 1260-1, ©ATE JOB NO. September 22, 2003 2000-03(34) ATTENTION Carnwath Mansion/Greystone Town of Poughkeepsie WE ARE SENDING YOU !,.'] Attached 1'-] Under separate cover via --- the following items: > El Shop drawings EI Prints F] Plans El Samples [:1 Specifications ['7 Copy of letter 0 Change order )ff HAND—DELIVERED COPIES DATE NO. DESCRIPTION 09/22/03 Survey Map The enclosed map is an attachment to the description that was faxed and mailed to your office on September 19, 2003 regarding the above referenced project. THESE ARE TRANSMITTED as checked below: 7 j For approval El Approved as submitted D For your use F1 Approved as noted > As requested E Returned for corrections E For review and comment 0 FOR BIDS DUE REMARKS cc: mai asp" �4Ibert P. Roberts, Esq. Ron. Gloria Morse Town Board Roger H. Muroran ❑ Resubmit _copies for approval L] Submit copies for distribution 77 Return corrected prints !.-I PRINTS RETURNED AFTER LOAN TO US . .. . ... . . . I." COPY TOSIGNED' (f Pndosures ar8 not as noted, kindly 00V ' us at,>ZCP- Joseph E. Paggi, r.s Lands of the Town of Wappinger Conservation Easement 94.259-+- Acre Parcel Town of Wappinger Dutchess County, New York Beginning at a point, said point being distant: North 700 44' 00" East 172.80 feet from the northwesterly corner of Lot No. 19 as shown on a map entitled, "Riverdale Subdivision" on file in the Dutchess County Clerk's Office as File Map No. 5422, said point of beginning being at the southeasterly corner of lands now or formerly Central Hudson Gas & Electric Corp., Liber 663, Page 412; thence leaving said point of beginning and said southeasterly corner and running along the easterly line of said Central Hudson Gas & Electrical Corp., North 28' 23' 15" West 1218.16 feet to a point being at the northeasterly corner of said Central Hudson Gas & Electric Corp., said point also being on the easterly line of lands now or formerly Metropolitan Transit Authority; thence leaving said northeasterly corner and running along the easterly line of said Metropolitan Transit Authority the following courses and distances: North 35' 22' 30" East 58.70 feet and North 26' 29' 1.5" East 32.98 feet, North 520 05' 20" East 334.01 feet, North 400 31' 10" East 588.09 feet, North 480 09' 50" West 67.02 feet, North 40' 31' 40" East 51.15 feet, North 54' 51' 35" East 44.39 feet, North 41' 13' 20" East 57.00 feet, North 470 31' 50" East 100.75 feet, North 43' 05' 35" East 100.10 feet, North 41 °13' 00" East 75.00 feet, North 32' 45' 50" East 25.22 feet, North 40° 48' 10" East 100.01 feet, North 31" 27' 55" East 168.19 feet, North 40' 31' 10" East 100.00 feet on a curve to the left having a radius of 6,238.00 feet and an arc length of 460.02 feet (cord = North 38' 24' 25" East 459.92 feet), South 53' 42' 20" East 40.00 feet and North 35° 35' 10" East 92.15 feet to a point being at the southwesterly corner of lands now or formerly Kemmis (File Map No.6796); thence leaving said easterly line of Metropolitan Transit Authority and said southwesterly corner and running along the southerly line of said Kemmis, South 60' 53' 40" East 502.42 feet to a point being on the southerly line of other lands of Kernmis, Liber 1231, Page 202, said point also being on the easterly face of a stonewall fence; thence running along the southerly line of said Kemmis along said stonewall face, South 19° 12' 00" East 60.00 feet to a point being at the southeasterly corner of said Kemmis, said point also being on the westerly line of Wheeler Hill Road; thence leaving said southeasterly corner and running along the westerly line of said Wheeler Hill Road, South 19' 12' 00" East 6.27 feet; thence continuing along the easterly line of said Wheeler Hill Road, South 18' 32' 15" East 15.92 feet to a point being in a stonewall fence; thence continuing along the westerly line of said Wheeler Hill Road along said stonewall fence the following courses and distances: South 19' 31' 20" East 217.55 feet, South 17' 57' 05" East 63.66 feet, South 19' 04' 55" East 535.56 feet, South 19' 36' 00" East 277.12 feet and South 20' 51' 10" East 7.16 feet; thence leaving said stonewall fence and continuing along the easterly line of said Wheeler Hill Road, South 70° 26' 25" West 10.96 feet, South 20' 54' 35" East 476.83 feet and North 70' 25' 35" East 10.76 feet to a point being in the aforementioned stonewall fence; thence continuing along the easterly line of said Wheeler Hill Road along said stonewall fence the following courses and distances: South 19° 19' 15" East 157.17 feet, South 21'-08' 05" East 183.96 feet and South 19° 56' 45" East 60.09 feet to a point being at the northeasterly corner of lands now or formerly Vitale, Liber 1497, Page 798; thence leaving said westerly line of Wheeler Hili Road and said northeasterly corner and running along the northerly line of said Vitale, South 71' 46' 50" West 200.00 feet to a point being at the northwesterly corner of said Vitale, said point also being at the northeasterly corner of Lot No.21 of the aforementioned Riverdale Subdivision; thence leaving said common corner and running along the northerly line of said Lot No.21 and the northerly line of Lots No.20 and 19 the following courses and distances; South 71 ° 46' 50" West 26.16 feet, South 71' 38' 30" West 698.64 feet, South 72° 09' 50" West 199.73 feet, South 710 31' 30" West 47.23 feet, South 710 22' 20" West 521.19 feet, South 720 08' 00" West 467.95 feet and South 700 44' 00" West 56.30 feet to the point of beginning containing 99.634± acres of land. Excepting from the 99.634-t acre parcel of land, a 4.7291 acre parcel, more particularly described as follows: Beginning at a point, said point being distant: North 250 41' 19" East 349.29 feet from the above described point of beginning; thence leaving the new point of beginning and running the following courses and distances: North 500 44' 59" West 204.99 feet, North 360 16' 53" East 616.35 feet, North 430 59' 15" West 147.90 feet, North 430 28' 58" East 410.25 feet, South 440 25' 56" East 183.49 feet, South 290 42' 16" West 424.81 feet, South 560 50" 29" East 105.89 feet, South 300 49' 14" West 59.49 feet, North 570 11' 09" West 104.57 feet and South 290 47' 26" West 551.12 feet to the point of beginning containing 4.729:t acres of land. Also, excepting from the 99.634 t acre parcel of land, a 0.195 t acre parcel, more particularly described as follows: Beginning at a point, said point being distant: North 470 05' 57" East 392.98 feet from the above described point of beginning; thence leaving the new point of beginning and running the following courses and distances: North 10° 51' 00" East 106.00 feet, South 791 09' 00" East 80.00 feet, South 100 51' 00" West 106.00 feet and North 79* 09' 00" West 80.00 feet to the point of beginning containing 0.195:j-- acres, (8,480:t square feet) of land. Also excepting from the 99.6341 parcel of land, a 0.121 t acre parcel, more particularly described as follows: Beginning at a point, said point being distant: North 450 35' 39" East 600.67 feet from the above described point of beginning; thence leaving the new point of beginning and running the following courses and distances: North 16 ° 46' 00" East 84.00 feet, South 730 14' 00" East 63.00 feet, South 160 46' 00" West 84.00 feet, and North 730 14' 00" West 63.00 feet to the point of beginning containing 0.121 t acres (5,292 t square feet) of land. Also excepting from the 99.6341 parcel of land a 0.3301 acre parcel more particularly described as follows: Beginning at a point, said point being distant: North 231 57' 04" East 1,487.92 feet from the above described point of beginning; thence leaving the new point of beginning and running the following courses and distances: North 220 43' 44" East 188.97 feet, North 620 39' 44" East 61.84 feet, South 270 20' 16" East 46.40 feet, South 220 43' 44" West 186.26 feet, South 880 17' 28" West 30.64 feet, and North 67° 16' 16" West 40.95 feet to the point of beginning containing 0.330±- acres (14,380:t square feet) of land. Paggi, Martin & Del Bene, LLP September 19, 2003 2000-03(36) CONSERVATION EASEMENT DEED THIS GRANT OF CONSERVATION EASEMENT, made this 22"a day of June, 2004 by and between the TOWN OF WAPPINGER, a municipal corporation with offices located at Town Hall, 20 Middlebush Road, Wappingers Falls, New York 12590 (hereinafter referred to as "the Grantor"), and the COUNTY OF DUTCHESS, a municipal corporation with offices at 22 Market Street, Poughkeepsie, New York 12601, (hereinafter referred to as "the Grantee"). WITNESSETH: WHEREAS, Grantor is the Owner in fee of real property known as the Camwath Estate (hereinafter referred to as "the Property"); and WHEREAS, the Property consists of approximately 99.5 acres located along Wheeler Hill Road in the Town of Wappinger, Dutchess County, New York with vistas and scenic views of the Hudson River, and WHEREAS, the Property is improved with several buildings, a 10 Century mansion, a large dormitory building, a large chapel building, carriage house and other related buildings; and WHEREAS, the Grantor wishes to impose a Conservation Easement on a portion of the Property consisting of approximately 94 f acres of land (the Protected Property), and retain all rights on the remaining 6 acres of the Property (the Retained Property) all more particularly described in Exhibit_ "A" attached hereto and incorporated by reference in this conservation easement; and WHEREAS, the Protected Property and the Retained Property are shown on a Conservation Easement map attached hereto as Exhibit "B" and incorporated by reference, and on a survey map entitled "Conservations F sement from Town of Wappinger" prepared by Paggi, Martin & Del Bene, last revised ��n ' and filed in the Office of the Dutchess County Clerk simultaneously with this Indentur gr ting a Conservation Easement as Map No. ;and WHEREAS, the Protected Property possesses significant recreational, scenic, historical and open space features and values; and WHEREAS, the Grantor is, as of the date hereof with the granting of this conservation easement, confirming its commitment to dedicate, develop, preserve, maintain, operate and provide for the public's use and enjoyment of the Protected Property, and WHEREAS, the County has awarded the Grantor a grant under the provisions of the Dutchess County Partnership For Manageable Growth/Open Space and Farmland Protection Matching Grant Fund, and R-0771 1 WHEREAS, the Protected Property will be dedicated as a public park to be devoted to the preservation of the view -shed of the Hudson River and its environs from the Protected Property and to public open -space purposes, and for outdoor recreational uses, including hiking, as part of the Greenway Trail System or otherwise; and WHEREAS, Grantor has agreed to place restrictions on the Protected Property as part of its transaction with Grantee, while retaining the use of the Protected Property as a public park as defined above; and WHEREAS, the State of New York has enacted Article 49, Title 3 of the Environmental Conservation Law (as the same may be amended, "Article 49") to provide for the limitation and restriction of development, management and use of real property by Conservation Easement; NOW, THEREFORE, in consideration of the facts above recited and of the mutual covenants, terms, conditions and restrictions herein contained and other good and valuable consideration, Grantor does hereby grant and convey to Grantee, its successors and assigns forever, a Conservation Easement pursuant to Article 49, in perpetuity consisting of the terms, covenants and obligations on Grantor's part to be observed and performed and Grantee's rights to monitor and enforce same, all as hereinafter set forth, over and across the Protected Property (the "Easement'). l.. Purpose. The purpose of this Easement is to grant to Grantee certain rights to restrict the use and development of the Protected Property to protect in perpetuity its view -shed of the Hudson River and environs, its topography and to the extent compatible therewith, the use of the Protected Property for the purposes of a Public Park dedicated to public open space for outdoor recreational uses including hiking as part of the Greenway Trail System or otherwise, and through such protection, enhance, preserve and protect said Park, its view -shed and topography for the use and enjoyment of the public. The Grantor shall, subject to reasonable terms and conditions, make the Protected Property available to the Greenway Trail System or its successor and other local trail system(s) for use by the general public. In all respects Dutchess County residents shall be treated in the same manner as residents of the Grantor with regard to the use and enjoyment of the Protected Property. 2. Prohibited Uses and Practices. The following uses and practices are inconsistent with the purpose of this Easement and shall be prohibited upon or within the Protected Property, except to the extent permitted by Paragraph 4 hereof: (a) Any commercial, industrial or residential uses of the Protected Property. (b) The construction, erection, maintenance or replacement of any buildings, roads, roadways, signs (other than informational or directional signs), billboards, satellite dishes, fences, docks or other structures or improvements of any kind ar R-0771 2 nature whatsoever on or over the Protected Property, except solely the Permitted improvements and rights (as defined in subparagraph 4 hereof). (c) Disturbances of the Protected Property's topography, including but not limited to dredging, mining, filling, excavation, grading, removal of topsoil, sand, gravel, rocks or minerals, or changing of the topography of the land in any manner except as may be reasonably necessary for the construction, erection, installation, maintenance or replacement of any of the Permitted Improvements in accordance with the terms hereof or as may be normally and reasonably incidental to any of the uses of the Protected Property expressly permitted hereby. 3. Affrmative Rights Conveyed. (a) Grantee and its duly authorized representatives shall have the right to enter the Protected Property at reasonable times for inspection purposes as contained in Paragraph 6. (b) Grantee shall have the right to review any plans for development, construction or installation of structures or improvements on the Protected Property and the right of approval with respect thereto which right of review and/or approval shall be undertaken within thirty days by the Dutchess County Department of Planning or any successor organization or department, which right of review and/or approval shall not be unreasonably or arbitrarily withheld. 4. Retained Rights of Grantor. Subj ect to the purpose and provisions of this Easement, including without limitation the provisions of Paragraphs Z and 3 hereof, and to conditions set forth below, Grantor reserves and retains all customary rights of ownership in the Protected Property to the extent such rights are exercised in a manner which is not inconsistent with the purpose of this Easement, including, but not limited to: (a) The right to construct and maintain the following Permitted Improvements on the Protected Property: i. Signs or Kiosks for educational, interpretative or public safety purposes. Any such signs or kiosks shall be of a design, size, materials and content that are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural and historic significance. ii. Roads, walkways, pathways, trails, benches, gardens, farm fields, and related amenities on the Protected Property so long as their design and layout will not, either individually or collectively, have a significant adverse impact upon the Protected Property and its view -shed, vegetation and landscape and provided that such design, layout and materials are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural R-0771 significance. Any walkways constructed on the Protected Property shall be accessible in accordance with the standards of the Americans with Disabilities Act. iii. Permanent or temporary fences or other barriers as may be necessary to provide adequate protection for the Protected Property or for the purposes of public safety, or a public park, provided however, that such barriers shall not restrict public access to the Protected Property. iv. An amphitheatre for the performing arts, related purposes and activities on an area of the easterly portion of the Protected Property (east of the access way) where the natural topography will lend itself to such purposes with minimal disturbance to the natural topography, so long as they shall not have a significant adverse impact upon the Protected Property, its view shed, vegetation and landscape, and provided that they are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. v. Structures, barns, buildings and recreational facilities for auxiliary park purposes consistent with the purposes of this easement and provided they shall be of a design, size, materials and content that are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. vi. Roads and parking for those using the Protected Property for the purposes provided herein, provided the parking and roads shall be of a design, size, materials and content that is consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. (b) The right to conduct: i. Festivals and other temporary public gatherings, educational and cultural activities on the Protected Property so long as those activities will not have a significant adverse impact upon the Protected Property and its view - shed, vegetation and landscape and provided that such activities are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. ii. Scientific or archeological activities which pertain to the study and propagation of the vegetation located on the Protected Property, or to the historic significance of the Protected Property, provided that such activities will not significantly adversel Rpact the vegetation, landscape or Protected Property and are consistent a and character of the site as a preserved open space having s , creational horticultural, R-0771 4 agricultural, cultural and historic significance. iii. Farming activities on existing fields provided such activities will not have a significant impact upon the Protected Property and its view -shed, vegetation and landscape and provided that such activities are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural and historic significance. (c) The right to plant, grow, trim and remove trees and plants on the Protected Property, so long as any new vegetation planted on the Property will not have any adverse impact upon the Protected Property and its view -shed, and provided such vegetation is consistent with the use and character of the site as a preserved open space having scenic, recreational horticultural, agricultural and historic significance. {d) The right of ingress and egress to and from the Retained Property for itself, its lessees, tenants and their guests and invitees, successors and assigns, over and across the access way which extends from Wheeler Hill Road to the Retained Property specifically including access to Areas 1 (4.729+1-), 2(0.195-x/-), 3(0.121+/-), and 4(0.330-[-/-) as shown on Exhibit B. (e) The right to remove and/or maintain, reconstruct, rehabilitate and expand existing structures, buildings and appurtenances for park purposes, provided they shall be of a design, size, materials and content that are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. (f) The right to utilize and maintain existing wells and sanitary systems and to construct new wells and sanitary systems to provide for the needs of the Retained Property, provided they shall be of a design, size, materials and content that are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. (g) The right to utilize and maintain existing utilities to provide for the needs of the Retained Property, provided they shall be of a design, size, materials and content that are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. (h) The right to install, maintain and reconstruct underground utilities for the needs of the Retained Property in or adjacent to the access way, which extends from Wheeler Hill Road to the Retained Property. R-0771 5 5. Public Access. There shall be public access to the Protected Property, except that access to those areas customarily used for administrative, maintenance, safety and public health purposes, may be restricted. Grantor may promulgate rales and regulations regarding hours of use for the public. 6. Inspection. Grantee and its authorized agents, employees and representatives shall have the right to enter the Protected Property upon reasonable notice to Grantor, at such times during normal business hours and in such manner as will not unreasonably interfere with Grantor's use of the Protected Property in accordance with this Easement, to examine and inspect the Protected Property to ensure there are no violations, breaches or defaults of any term, provision, covenant or obligation on Grantor's part to be observed or performed under this Easement. 7. Enforcement Rights of Grantee. Grantor aelcaowledges and agrees that Grantee's remedies at law for any violation of this Easement are inadequate. Therefore, in addition to, and not in limitation of, any other rights of Grantee hereunder at law or m equity, in the event any breach, default or violation of any term, provision, covenant or obligation on Grantor's part to be observed or performed pursuant to this Easement is not cured by Grantor within 30 days' notice thereof by Grantee (which notice requirement is expressly waived by Grantor with respect to any such breach, default or violation which requires immediate action to protect the purpose of this Easement) Grantee shall have the right (a) to institute a suit to enjoin or cure such breach, default or violation by temporary and/or permanent injunction, or (b) to seek or enforce such other legal and/or equitable relief or remedies as Grantee deems necessary .or desirable to ensure compliance with the terms, conditions, covenants, obligations and purpose of this Easement; provided, however, that any failure, delay or election to so act by Grantee shall not be deemed to be a waiver or a forfeiture of any right or available remedy on Grantee's part with respect to such breach, default or violation or with respect to any other breach, default or violation of any terra, condition, covenant or obligation under this Easement. 8. Baseline Data. In order to establish the present uses and condition of the Protected Property so as to be able to properly monitor its future uses and condition and assure compliance with the terms hereof, Grantor will make available to Grantee existing documentation in its possession of the natural condition of the Protected Property and Grantee have caused to be prepared such additional documentation deemed appropriate by Grantee, including a survey of the Protected Property showing its relationship to adjacent features and properties, and on-site photographs. The aforementioned documentation shall constitute an inventory of the Protected Property's relevant features and conditions (the "Baseline Data" ). The Baseline Data shall be kept on file at Grantee's offices and shall be accessible to the Grantor upon reasonable notice during normal business hours. The parties acknowledge and agree that in the event a controversy arises with respect to the nature and extent of the present uses or condition of the Protected Property, the parties shall not be foreclosed from utilizing all other relevant or material documents, surveys, reports, and other evidence to assist in the resolution of the controversy. To the extent Grantor and Grantee have initialed the Baseline Data, such Baseline Data shall be presumed to be a correct depiction of the Protected Property as of the date hereof. R-0771 6 9. Grant in Perpetuity. (a) The provisions of this Easement shall run with and be a burden upon the Protected Property in perpetuity and shall be binding on Grantor and Grantee and their respective successors and assigns, and any party entitled to possession or use of the Protected Property while such party is entitled to such possession or use. Any successor or assign of Grantee shall be a qualified organization within the meaning of Article 49 and shall expressly assume the obligation to carry out the conservation purpose for which this Easement is granted and the other obligations of Grantee hereunder. (b) If Grantee or its successor or assign, ceases or fails (i) to enforce this Easement, (ii) to exist, or (iii) to be a Qualified Organization, and upon the occurrence of such event, fails to assign all its rights and interest in the Protected Property, and delegate all their responsibilities under this Easement to a Qualified Organization, then the rights and interest of Grantee under this Easement shall be vested in another Qualified Organization in accordance with a Cy -Pres proceeding of a court of competent jurisdiction. 10. Amendment. This Easement can be modified only in accordance with the common and statutory law of the State of New York applicable to the modification of easements or covenants running with the land. Grantor and Grantee recognize that circumstances could arise which would justify the modification of certain of the restrictions contained in this Easement including requirements imposed on Grantor pursuant to licensing procedures or any authorized governmental licensing or permitting agency. To this end, Grantee and Grantor shall mutually have the right, in their sole discretion, to agree to amendments to this Easement which are not inconsistent with the purpose of the Easement provided, however, that the parties shall have no right or power to agree to any amendments hereto that would result in this Easement fading to qualify as a valid conservation easement under Article 49, any regulation issued pursuant thereto, and provided further that Grantee shall agree to the modification of this Easement to conform to such licensing procedures or any other authorized governmental licensing or permitting agency. 11. Notice. All notices required by this instrument must be in writing, and must be personally delivered or deposited in a mail receptacle maintained by the united States Postal Service. A mailed notice must be contained in an accurately addressed, sealed envelope, marked for delivery by first class registered or certified mail, with sufficient prepaid postage affixed and with return receipt requested. Notices to Grantor and Grantee shall be addressed to their respective addresses as set for the above, or to such other addresses as they may designate by notice given in accordance with this Paragraph and to either of their attorneys as they may from time to time designate by notice given in accordance with this Paragraph. Notice Shan be deemed given and received as of the date of its personal delivery or the date of its mailingin accordance with this Paragraph. R-0771 7 12. Cooperation Agreement. Grantor and Grantee agree to cooperate to comply with the provisions of Article 49, and the Regulations promulgated pursuant thereto, so that this Easement will qualify, as a perpetual conservation restriction, thereunder. 13. Indemnification of Grantee. Grantor agrees that Grantee has no affirmative obligation relating to maintenance of the Protected Property. Grantor further agrees that Grantee has no responsibility relating to costs, claims or liability arising from personal injury, accidents, negligence, or damage to Protected Property resulting from public or private use of the Protected Property allowed by, arising out of, or resulting from this Easement. Grantor shall indemnify, hold harmless, defend and reimburse the Grantee from and against any and all claims, actions, suits, damages, liabilities, penalties, costs or expenses, including reasonable attorneys' fees, of any kind or nature whatsoever on account of injuries to or death of any person or damage to any Protected Property arising out of Grantee ownership of this Conservation Easement, 14. Grantor's Title.. Grantor represents and warrants to Grantee (a) that Grantor is seized of the Protected Property in fee simple, and (b) that Grantor possesses full corporate rights and authority to grant and convey this Easement pursuant to this instrument. 15. Grantee' Representations. Grantee represents and warrants that it is a Qualified Organization. 16. Further Conveyance By Grantor. The restrictions on alienation provided for in this easement are in addition to those Otherwise imposed on the alienation of parkland. 17. Miscellaneous. (a) This Easement shall be binding on the parties and their respective successors and assigns. The terms "Grantor" and "Grantee", wherever used herein, and any pronouns used in place thereof, shall mean and include their respective successors and assigns. (b) If any provision of this Easement or the application hereof to any person ox circumstance is found to be invalid, the remainder of the provisions of this Easement and the application of such provisions to persons or circumstances other than those as to which it is found to be invalid shall not be affected thereby. (c) In enforcing its rights hereunder with respect to a breach, default or violation of this Easement, Grantee shall take into account the reasonableness of requiring Grantor to cure the same and the time required to restore the Protected Property under the relevant circumstances, including but not limited to the season of the year and the accessibility of the Protected Property to Grantor. R-0771 (d) All captions set forth herein are for convenience of reference only, and shall in no event be construed to limit, enlarge or modify any substantive provision of this Easement. 18. Transfer of Development Rights. No development rights in and to the Protected Property, or any part thereof which have been encumbered or extinguished by this Conservation Easement shall be transferred to any location outside the Protected Property; whether pursuant to a cluster development plan or any other agreement or plan for transferable development rights. 19. Extinguishment. If a subsequent unexpected change in the conditions surrounding the Protected Property make impossible the fulfillment of the conservation purposes of this Conservation. Easement, and if the restrictions are extinguished by judicial proceeding, then, upon any subsequent sale, exchange or involuntary conversion by the Grantor, the Grantee herein shall be entitled to share in such transaction in such proportion as the dollar amount of its respective grant bears to the total appraised value of the Protected Property. It is agreed the Grantee's share of such proceeds as referenced above shall be thirty-three (331/o) percent. IN WITNESS WHEREOF, Grantor has executed and delivered this Deed of Conservation Easement as of the date first set forth above. GRANTOR: Town of Nandkaer , ---7 .. , By: TE OF NEW YORK J ss.: COi I= OF DVTCHES S ) GRANTEE: County of Dutchess By: r4D-4L William R. Stembf< County Executive On this,;Z;�—day of June in the year 2004, before me, the undersigned, a Notary Public in and for said State, personally appeared JOSEPH PAOLONI personally known to me or prcvcd to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the in ument, the r1 ividual, or the person upon behalf of which the individual acted, executed the instrument NA— DOROTHY R TRAPANI tary Pub li Natacy Public, State of New York Re , # 01 TR4859663 Ciuetiliet4 in Ulster County STATE OF NEW YORK ) %rnmissian expires April 2a, 20 COUNTY OF DUT=SS ) On this i, day of itme in the year 2004, befare me, the undersigned, a Notary Public in and for said State, personally appeared 4YILLMM R. STFF HAUS, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the zi;� e individual, or the peers-o/n� upon behalf of which the individual acted, executed the instriment `�" VI.JC.IVII�`...- Notary? is SUZANNC D' OFILMAN Notary Public, State of New York Rei. No. 01OH4502666 Qtutlilied iu Mitciless Count Commission i✓xpiivs 2/28120 R-0771 9 Lands of the Town of Wappinger Conservation Easement 94.259± Acre Parcel Town of Wappinger D-utchess County, New York Beginning at a point, said point being distant: North 70° 44' DO" East 172.80 feet from the northwesterly corner of Lot No. 19 as shown on a map entitled, "Riverdale Subdivision" on file in the Dutchess County Clerk's Office as File Map No. 5422, said point of beginning being at the southeasterly comer of lands now or formerly Central Hudson Gas & Electric Corp., Liber 863, Page 412; thence leaving said point of beginning and said southeasterly corner and running along the easterly line of said Central Hudson Gas & Electrical Corp., North 28" 23' 15" West 1218.16 feet to a point being at the northeasterly comer of said Central Hudson Gas & Electric Corp., said point also being on the easterly line of lands now or formerly Metropolitan Transit Authority; thence leaving said northeasterly comer and running along the easterly line of said Metropolitan Transit Authority the following courses and distances: North 35122' 30" East 58.70 feet and North 26° 29' 15" East 32.98 feet, North 52" 05' 20" "East 334.01 feet, North 40° 31' 10" East 588.09 feet, North 48" 09' 50" West 67.02 feet, North 401 31'40' East 51.15 feet, North 549 51'35" East 44.39 feet, North 411, 13'20" East 57.00 feet, North 47" 31' 50" East 100.75 feet, North 43" 0535" East 100.10 feet, North 41913' 00" East 75.00 feet, North 321, 45'50" East 25.22 feet, North 409 48' 10" East 100.01 feet, North 31° 27' 55" East 168.19 feet, North 409 31' 10" East 100.00 feet on a curve to the left having a radius of 6,238.00 feet and an arc length of 460.02 feet (cord North 38" 24' 25" East 459.92 feet), South 531 42'20" East 40.00 feet and North 350 35' 10" East 92.15 feet to a point being at the southwesterly corner of lands now or formerly Kemmis (File Map No.6796); thence leaving said easterly line of Metropolitan Transit Authority and said southwesterly comer and running along the southerly,line of said Kemmis, South 600 53' 40" East 502.42 feet to a point being on the southerly line of other lands of Kemmis, Liber 1231, Page 202, said point also being on the easterly face of a stonewall fence; thence running along the southerly line' of said Kemmis along said stonewall face, South 191 12' 00" East 60.00 feet to a point being at the southeasterly corner of said Kemmis, said point also being on the westerly fine of Wheeler Hill Road; thence leaving said southeasterly corner and running along the westerly line of said Wheeler Hill Road, South 191112' 00" East 6.27 feet; thence continuing along the easterly line of said Wheeler Hill Road, South 189 32' 15" East 1592 feet to a point being in a stonewall fence; thence continuing along the westerly line of said Wheeler Hill Road along said stonewall fence the following courses and distances; South 199 31' 20" East 217.55 feet, South 171 57' 05" East 63.66 feet, South 191, 04' 55" East 535.56 feet, South 199 36' 00" East 277.12 feet and South 209 51' 10" East 7.16 feet; thence leaving said stonewall fence and continuing along the easterly line of said Wheeler Hill Road, South 7D° 26' 25" West 10.96 feet, South 209 54' 35" East 476.83 feet and North 70° 25'35" East 10.76 feet to a point being in the aforementioned stonewall fence; thence continuing along the easterly line of said Wheeler Hill Road along said stonewall fence the following courses and distances: Ez.-Kibit "A" To Conservation Easement South 19" 19' 15" East 157.17 feet, South 2111 08' 05" East 183.96 feet and South 191 56' 45" East 60.09 feet to a point being at the northeasterly corner of fands now or formerly Vitale, Liber '1497, Page 798; thence leaving said westerly line of Wheeler Hill Road and said northeasterly corner and running along the northerly line of said Vitale, South 711, 46' 50" West 200.00 feet to a point being at the northwesterly corner of said Vitale, said point also being at the northeasterly comer of Lot No.21 of the aforementioned Riverdale Subdivision; thence leaving said common corner and running along the northerly line of said Lot No.21 and the northerly line of Lots No.20 and 19 the foliowing courses and distances; South 71 46'50" West 26.16 feet, South 711 38' 30" West 698.64 feet, South 72" 09'50" Vilest 199.73 feet, South 7111 31' 30" West 47.23 feet, South 7111 22'20" West 521.19 feet, South 720 08' 00" West 467.95 feet and South 700 44` 00" West 56.30 feet to the point of beginning containing 99.634± acres of land. Excepting from the 99.634± acre parcel of land, a 4.729± acre parcel, more particularly described as follows: Beginning at a point, said point being distant: North 255 41' 19" East 349.29 feet from the above described point of beginning; thence leaving the new point of beginning and running the following courses and distances: North 50' 44'59" West 204.99 feet, North 36' 16' 53" East 616.35 feet, North 430 59' 15" West 147.90 feet, North 43° 28' 58" East 410.25 feet, South 44" 25' 56" East 183.49 feet, South 29° 42' 16" West 424.81 feet, South 560 50" 29" East 105.89 feet, South 30° 49' 14" West 59.49 feet, North 571 11' 09" West 1'04.57 feet and South 29" 4726" Vilest 551.12 feet to the point of beginning containing 4.729± acres of land. Also, excepting from the 99.634± acre parcel of land, a 0.'195± acre parcel, more particularly described as follows: Beginning at a point, said point being distant: North 47° 05' 57" East 392.38 feet from the above described point of beginning; thence leaving the new point of beginning and running the following courses and distances: North 10° 51' 00" East 106.00 feet, South 79° 09' 00" East 80.00 feet, South 10° 51' 00" West 106.00 feet and North 79' 09' 00" West 80,00 feet to the point of beginning containing 0.195± acres, (8,480± square feet) of land. Also excepting from the 99.634± parcel of land, a 0.121± acre parcel, more particularly described as follows: Beginning at a point, said point being distant: North 45° 35' 39" East 600.67 feet from the above described point of beginning; thence leaving the new point of beginning and running the following courses and distances: North 165 46' 00" East 84.00 feet, South 73° 14' 00" East 63.00 feet, South 16° 46' 00" West 84.00 feet, and North 736 14' 00" West 63.00 feet to the point of beginning containing 0.121± acres 15,292± square feet) of land. Also excepting from the 99.634± parcel of land a 0.330± acre parcel more particularly described as follows: Beginning at a point, said point being distant: North 23° 57' 04" East 1,487.92 feet from the above described point of beginning, thence leaving the new point of beginning and running the following courses and distances: North 22° 43'44' East 188.97 feet, North 62° 39'44" East 61.84 feet, South 27" 20' 16" East 46.40 feet, South 22` 43' 44" West -186.26 feet, South 88° 17' 28" West 30.64 feet, and North 67° 16' 16" West 40.95 feet to the point of beginning containing 0.330± acres (14,380± square feet) of land. Subject to a 0.454± acre easement to Central Hudson Gas & Electric Corp. on the 99.634 acre parcel, said easement more particularly described as follows: Beginning at a point, said point being at the above described point of beginning,- thence eginning;thence leaving said point of beginning and running along the easterly line of lands now or formerly Central Hudson Gas & Electric, Corp., Liber 663, Page 412, North 28" 23' 15" West 200.00 feet; thence leaving said easterly line of Central Hudson Gas & Electric Corp, and running through the above described 99.634± acre parcel; North 70° 48' 33" East 100.00 feet and South 28° 23' 15" East 200.95 feet to a point being on the northerly line of Lot No. 19 as shown on the Riverdale Subdivision (File Map No. 5422); thence running along the northerly line of said Lot No. 19, South 72° 08' 00" West 43.77 feet and South 70° 44' 00" West 56.30 feet to the point of beginning containing 0.454} acres of land. Paggi, Martin & Del Bene, LLP June 11, 2004 2000-03(36) 12/08/2003.WS four concrete monuments which delineate the area that the town will actually own. That work is scheduled to be done. He would recommend that the board accept the road subject to the installation of the concrete monuments. Councilman Bettina moved to accept the road in Evergreen Estates as a Town Road, subject to the installation of the four concrete monuments, seconded by Councilman Bettina and unanimously carried Return to Work Policy. Jay Renfro of Al Roberts office explained that he had the opportunity to review some literature relating to PERMNS Transitional Duty Program. This is a return to work program designed to return injured employees to the workplace as soon as medically able. He went over the reasons for implementing the Transitional Duty Program and the steps required for the implementation of the Program. RESOLUTION NO. 2003-284 RESOLUTION AUTHORIZING THE EXECUTION OF THE GRANT AGREEMENT FOR THE ACQUISITION FOR CONSERVATION EASEMENT The following Resolution was introduced by Councilman Valdati and seconded by Councilman Paoloni. WHEREAS, in 1998, the Town acquired property then known as the Greystone Estate and now known as the Carnwath Estate located on Wheeler Hill Road in the Town with frontage along the Hudson River; and WHEREAS, the property consists of approximately 99.5 acres of land, portions of which are improved by a 19th century mansion, a dormitory building, a large chapel, a carriage house and other related buildings and detached structures; and WHEREAS, the Town has made application to the County of Dutchess for a Grant to defray the cost of the purchase of this property through the Dutchess County Open Space and Farmland Protection Matching Grant Fund for $280,000; and WHEREAS, Dutchess County has approved a grant of up to $280,000, representing up to one-third of the acquisition cost of purchasing this land by the Town; and rsri WHEREAS, as a precondition to receiving such Grant, the Town must execute a "Grant Agreement For The Acquisition Of Conservation Easement" in the form attached hereto marked and designated as Exhibit "1" as well as execute a Conservation Easement in the form attached as Exhibit "A" to the aforementioned Grant Agreement; and 4 12108/2003.WS particularly described in Exhibit "2" attached hereto, after imposition of the Conservation Easement, as "Park Land" subject to the terms and conditions of the Conservation Easement referred to above. The foregoing was put to a vote which resulted as follows: Joseph Ruggiero, Supervisor Voting Aye Robert Valdati, Councilman Voting Aye Vincent Bettina, Councilman Voting Aye Christopher Colsey, Councilman Voting Aye Joseph Paoloni, Councilman Voting Aye The Resolution is hereby duly declared adopted. RESOLUTION NO. 2003-285 RESOLUTION TO AUTHORIZE A PURCHASE ORDER FOR REFRIGERATORS FOR TOWN CAMPS The following Resolution was introduced by Councilman Valdati and seconded by Councilman Bettina. WHEREAS, the Recreation Committee has recommended the purchase of four new refrigerators for the Town Camps, and WHEREAS, the Recreation Commission received bids as follows: Statewide $2,540.00 Home Depot Not Available Lowes Not Available WHEREAS, the Recreation Committee has requested a purchase order in the amount of Two Thousand, Five Hundred Forty Dollars ($2,540.00) payable to Statewide NOW, THEREFORE, BE IT RESOLVED, as follows: 1. The recitations above set forth are incorporated in this resolution as if fully set forth and adopted herein. 2. A purchase order is hereby authorized in the amount of Two Thousand, Five Hundred Forty Dollars ($2,540.00) payable to Statewide from Account B-7310.4, in accordance with a letter dated November 21, 2003 from Ralph Holt, Recreation Chairman, to the Town Board. The foregoing was put to a vote which resulted as follows: Joseph Ruggiero, Supervisor Voting Aye Robert Valdati, Councilman Voting Aye Vincent Bettina, Councilman Voting Aye Christopher Colsey, Councilman Voting Aye Joseph Paoloni, Councilman Voting Aye The Resolution is hereby duly declared adopted. RESOLUTION NO. 2003-286 6 J 12/08/2003MS WHEREAS, by Resolution No. 2003-175 adopted on June 23, 2003, the Town Board expressed its intention to impose a U EANbhion a portion of the Carnwath Estate property, excluding approximately 20 acres from the fth*6 ME Rh - and WHEREAS, Resolution No. 2003-175 was amended by Resolution No. 2003- 238 which determined that it will only be necessary to exclude approximately 7 acres from the OerYblitiii A Ebii�et; and WHEREAS, the Town has now determined that it will only be necessary to exclude approximately 6 acres from the 07 &J iV'dti6h Ek iEi 6 ;and WHEREAS, the Town Board wishes to authorize the Supervisor to execute the "Grant Agreement For The Acquisition Of Cd ebti tib E&bh a Vin the form attached as Exhibit "1" hereto; and WHEREAS, the Town Board wishes to impose the C r pier ri i h E ric in the form required by the County of Dutchess as more fully set forth in Exhibit "A" attached to Exhibit "1" attached hereto and made a part of this Resolution; and WHEREAS, the Attorney to the Town has approved the form of the "Grant Agreement For The Acquisition Of GM -1,9 `l ifiifi i Eheienib t" as well as the 0eh66ri1i n EMMn 4 t Deed as prepared and presented by the Dutchess County Attorney's Office and all as set forth in Exhibit "1" attached hereto. NOW, THEREFORE, BE IT RESOLVED, as follows: 1. The recitations above set forth are incorporated in this Resolution as if fully set forth and adopted herein. 2. The Town Board hereby determines that only approximately 6 acres of land of the Carnwath Estate will need to be excluded from the 06h8'&8V&,#bh Ehbg> d t with the remainder of the property known as the Carnwath Estate to be subject to the covenants, terms and conditions of the i lti iG EfilidfiMft as set forth in Exhibit "A" attached to Exhibit "1" hereto. 3. The Supervisor to the Town is hereby authorized to execute the "Grant Agreement For The Acquisition Of 06ii%iej*ntin1i, Eb fi<nelit" in the form attached hereto as Exhibit "1". 4. The Town Board hereby ratifies, confirms and adopts the actions of the Supervisor in executing the "Grant Agreement For The Acquisition Of Conbbri�ti#ih Ea 'd" on December 2, 2003 and forwarded the same to the County of Dutchess in order to expedite and facilitate the prompt payment of the grant monies to the Town. 5. The Town Board hereby dedicates that portion of the Carnwath Estate property containing approximately 94.259± acres and more ✓ GRANT AGREEMENT FOR THE ACQUISITION OF CONSERVATION EASEMENT THIS AGREEMENT, made this day of , 2003 by and between the TOWN OF WAPPINGER, a municipal corporation with offices located at Town Hall, 20 Middlebush Road, Wappingers Falls, New York 12590 (hereinafter referred to as "the Owner"), and the COUNTY OF DUTCHESS, a municipal corporation with offices at 22 Market Street, Poughkeepsie, New York 12601, (hereinafter referred to as "the County"). WITNESSETH: WHEREAS, the Owner owns a parcel consisting of approximately ninety-nine (99) acres located on the south side of Wheeler Hill Road adjacent to the Hudson River in the Town of Wappinger, Dutchess County, New York and desires to convey a conservation easement on approximately 95 acres thereof (the Protected Property) to the County, and to dedicate that same land as parkland devoted to public open space, and WHEREAS, the County is making a "matching share" grant pursuant to the Dutchess County Partnership for Manageable Growth/Open Space and Farmland Protection Matching Grant Program to the W Owner, and WHEREAS, the County wants to acquire the conservation easement as hereinafter provided. now, therefore, the parties agree as follows: 1. CONVEYANCE OF CONSERVATION EASEMENT. The Owner agrees to convey to the County, and the County agrees to accept from the Owner, a conservation easement on the Protected Property upon the terns and conditions hereinafter set forth. The conservation easement shall be substantially in the form attached to this Agreement as Exhibit "A," and as further provided by Dutchess County Resolution No. 2. GRANT PAYMENTS. To help fund the purchase cost for the Protected Property incurred by the Owner, the County shall pay to the Owner approximately $280,000 (up to one-third of the acquisition costs) as a "matching share" grant towards the payments made by the Owner to acquire the Protected Property of approximately EIGHT HUNDRED THOUSAND ;and 001100 (5800,000.00) DOLLARS, plus related aco_uisition costs. 3. CLOSING. The closing shall take place at the Dutchess County Office Building, 22 Market Street, Poughkeepsie, New York 12601 at such time as the parties mutually agree, promptly after funds are made available or otherwise confirmed therefore, from the Dutchess County Partnership for Manageable Growth/Open Space and Farmland Protection Matching Grant Program. 4. CONTINGENCIES. This Agreement, and the closing are subject to the following contingencies: R-0771 1 r (a) Approval of the proposed conservation easement (Exhibit "A') and related closing documents by the Dutchess County Open Space and Farmland Protection Matching Grant Program. (b) Conveyance of title satisfactory to the Dutchess County Open Space and Farmland _ Protection Matching Grant Program subject only to utility company rights, licenses and/or easements to maintain pole, lines, wires and other installations present!y servicing the property providing same do not, in the judgment of funding agencies, significantly impede the purposes of the conservation easement or significantly reduce its value. (c) Any documentation, approvals or consents as may be required by the Dutchess County Open Space and Farmland Protection Matching Grant Program in order to comply with Program requirements. (d) The Property shall be conveyed, free of all mortgages and encumbrances of any nature whatsoever or they will be subordinated to the conservation easement to the satisfaction of the Dutchess County Open Space and Farmland Protection Matching Grant Program. (e) Receipt of a survey of the entire Property (approximately minty -rune acres), showing both the Protected and Retained Property, certified to the County and paid for by the Owner at no cost to the County. ✓ 5. CANCELLATION. If the contingencies set forth in Section 4 are not satisfied, the County may cancel this Agreement on written notice to the Owner and neither party will have any claim or cause of action against the other arising out of this Agreement. 6. OWNERS' REPRESENTA'T'IONS. The Owner represents that it has, and will have at the closing, the power, and if applicable, corporate authorization, to convey the conservation easement to the County and that the Owner is not aware of any actions or proceedings which affect the Owners' title to the property and that there are not uncured notices which have been served upon the Owner by any governmental agency, notifying the Owner of any violations of law, ordinance or regulation which would affect the Property, or actual impending mechanics liens against the Property. Owner has not entered into, or does there exist any license, lease, option, right of first refusal or other agreement, which affects title of the Property. Owner has no knowledge of any condition at, on, under or related to- the Property presently or potentially posing a significant hazard to human health or to the environment (whether or not such condition constitutes a violation of law that would result in liability to the Owner or the County under any .Federal, State or local environmental laws). Should any of the above representations or warrantees cease to be true at any time prior to the closing, Owner shall immediately so advise the County in writing, except in so far as Owner has advised the County to the contrary, each of the above representations and warrantees shall be deemed to have been made as of the closing and shall survive the closing. 7. NO BROKERS COMMISSION- Each of the parties represents no broker was used in r✓ connection with this Agreement or with any of the transactions contemplated herein. . R-0771 W r 8. SEVERABILITY. Each provision of this Agreement is severable from any and all other provisions of the Agreement. Shouid any provision of this Agreement be, for any reason, unenforceable, the parties shall negotiate an equitable adjustment in the provisions of this Agreement with a view to efficating the purpose of this Agreement and enforceability of the remaining provisions of this Agreement shall not effected therebv. 9. TERMINATION. If the parties have not successfully closed this matter by July 2004, this contract shall be deemed terminated and neither party shall have any claim or cause of action for damages against the other arising out of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement. APPROVED AS TO FORM: ACCEPTED:COUNTY OF DUTCHESS By" -- County Attorney's Office William R. Steinhrius, County Executive -APPROVED AS TO CONTENT: t-ommtssioner or rfannmg do luevelopmenr STATE OF NEW YORK j SS: COUNTY OF DUTCHESS j TOWN OF WAPPINGER� Bjf _v: � ' _ J s ph Rui giero, Supervi. r On this day of , 2003, before me. the undersigned, a Notary Public in anti For said Stale, personally appeared WILLIAM R. STEINHAUS, personally known to me or proved to me on the basis of satisfactom, evid_nce to be due individual whose name is subscribed to the wi[hin instrument and acknowledged to me that he executed the same in his/her capacity, and that by his signature on aha instrument, the individual or the person upon behalf of which the individual acted, executed the instrument. Notary Public STATE OF NEW YORK ) - SS: COUNTY OF DUTCHE�S );, ]_ On thiel day of �`Q4 ; 2003, before me, the undersigned, a Notary Public in and for said State, personally appeared Joseph Ruggiero, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the withininstrument and acknowledged to me that he executed the same in his/her capacity, and that by his signature on the instrument, the individual or the person upon behalf of which the individual acted, executed the instrument P.-0771 Notary Public ALBERT P. ROB£RTS NOTARY PUBLIC, State of New York Qualified in Dutchess County Commission Expires Feb. 28, 200 (2 3 ✓ nature whatsoever on or over the Protected Property, except solely the Permitted Improvements and rights (as defined in subparagraph 4 hereof). (c) Disturbances of the Protected Property's topography, including but not limited to dredging, mining, filling, excavation, grading, removal of topsoil, sand, gravel, rocks or minerals, or changing of the topography of the land in any manner except as may be reasonably necessary for the construction, erection, installation, maintenance or replacement of any of the Permitted Improvements in accordance with the terms hereof or as may be normally and reasonably incidental to any of the uses of the Protected Property expressly permitted hereby. 3. Affirmative Rights Conveyed. (a) Grantee and its duly authorized representatives shall have the right to enter the Protected Property at reasonable times for inspection purposes as contained in Paragraph 6. (b) Grantee shall have the right to review any plans for development, construction or installation of structures or improvements on the Protected Property and the right of approval with respect 'thereto which right of review and/or approval shall be undertaken within thirty days by the Dutchess County Department of Planning or any successor organization or department, which right of review and/or approval W shall not be unreasonably or arbitrarily withheld. 4. Retained Rights of Grantor. Subject to the purpose and provisions of this Easement, including without limitation the provisions of Paragraphs 2 and 3 hereof, and to conditions set forth below, Grantor reserves and retains all customary rights of ownership in the Protected Property to the extent such rights are exercised in a manner which is not inconsistent with the purpose of this Easement, including, but not limited to: (a) The right to construct_and maintain the following Permitted Improvements on the Protected Property: i. Signs or Kiosks for educational, interpretative or public safety purposes. Any such signs or kiosks shall be of a design, size, materials and content that are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural and historic significance. ii. Roads, walkways, pathways, trails, benches, gardens, farm fields, and related amenities on the Protected Property so long as their design and layout will not, either individually or collectively, have a significant adverse impact upon the Protected Property and its view -shed, vegetation %W and landscape and provided that such design, layout and materials are consistent with the use and character of the site as a preserved open space R-0771 having scenic, recreational, horticultural, agricultural, historic and cultural significance. Any walkways constructed on the Protected Property shall be accessible in accordance with the standards of the Americans with Disabilities Act. iii. Permanent or temporary fences or other barriers as may be necessary to provide adequate protection for the Protected Property or for the purposes of public safety, or a public park, provided however, that such barriers shall not restrict public access to the Protected Property, iv. An amphitheatre for the performing arts, related purposes and activities on an area of the easterly portion of the Protected Property (east of the access way) where the natural topography will lend itself to such purposes with minimal disturbance to the natural topography, so long as they shall not have a significant adverse impact upon the Protected Property, its view shed, vegetation and landscape, and provided that they are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. v_ Structures, barns, buildings and recreational facilities for auxiliary park purposes consistent with the purposes of this easement and provided they shall be of a design, size, materials and content that are consistent with the r use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. vi. Roads and parking for those using the Protected Property for the purposes provided herein, provided the parking and roads',shall be of a design, size, materials and content that is consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. (b) The right to conduct: Festivals and other temporary public gatherings,, educational and cultural activities on the Protected Property so long as those activities will not have a significant adverse impact upon the Protected Property and its view - shed, vegetation and landscape and provided that such activities are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. ii. Scientific or archeological activities which pertain to the study and propagation of the vegetation located on the Protected Property, or to the historic significance of the Protected Property, provided that such 11W activities will not significantly adversely impact the vegetation, landscape . or Protected Property and are consistent the use and character of the site as R-0771 7 it a preserved open space having scenic, recreational horticultural, agricultural, cultural and historic significance. iii. Farming activities on existing fields provided such activities will not have a significant impact upon the Protected Property and its view -shed, vegetation and landscape and provided that such activities are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural and historic significance. (c) The right to plant, grow, trim and remove trees and plants on the Protected Property, so long as any new vegetation planted on the Property will not have any adverse impact upon the Protected Property and its view -shed, and provided such vegetation is consistent with the use and character of the site as a preserved open space having scenic, recreational horticultural, agricultural and historic significance. (d) The right of ingress and egress to and from the Retained Property for itself, its lessees, tenants and their guests and invitees, successors and assigns, over and across the access way which extends from Wheeler Hill Road to the Retained Property specifically including access to Areas 1 (4.729+/-), 2(0.195+,,-), 3(0.121+/-), and 4(0.330+/-) as shown on Exhibit B. (e) The right to remove and/or maintain, reconstruct, rehabilitate and expand existing W structures, buildings and appurtenances for park purposes, provided they shall be of a design, size, materials and content that are consistent with thz use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. (i) The right to utilize and maintain existing wells and sanitary systems and to construct new wells and sanitary systems to provide for the needs of the Retained Property, provided they shall be of a design, size, materials and content that are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. (g) The right to utilize and maintain existing utilities to provide for the needs of the Retained Property, provided they shall be of a design, size, materials and content that are consistent with the use and character of the site as a preserved open space having scenic, recreational, horticultural, agricultural, historic and cultural significance. (h) The right to install, maintain and reconstruct underground utilities for the needs of the Retained Property in or adjacent to the access way, which extends from Wheeler Hill Road to the Retained Property. 5. Public Access. rr+ 'R-0771 8 There shall be public access to the Protected Property, except that access to those areas customarily used for administrative, maintenance, safety and public health purposes, may be restricted. Grantor may promulgate rules and regulations regarding hours of use for die public. 6. Inspection. Grantee and its authorized agents, employees and representatives shall have the right to enter the Protected Property upon reasonable notice to Grantor, at such times during normal business hours and in such manner as will not unreasonably interfere with Grantor's use of the Protected Property in accordance with this Easement, to examine and inspect the Protected Property to ensure there are no violations, breaches or defaults of any term, provision, covenant or obligation on Grantor's part to be observed or performed under this Easement. 7. Enforcement Rights of Grantee, Grantor acknowledges and agrees that Grantee's remedies at law for any violation of this Easement are inadequate. Therefore, in addition to, and not in limitation of, any other rights of -Grantee hereunder at law or in equity, in the event any breach, default or violation of any term, provision, covenant or obligation on Grantor's part to be observed or performed pursuant to this Easement is not cured by Grantor within 30 days' notice thereof by Grantee (which notice requirement is expressly waived by Grantor with respect to any such breach, default or violation which requires immediate action to protect the purpose of this Easement) Grantee shall have the right (a) to institute a suit to enjoin or cure such breach, default or violation by temporary and/or permanent injunction, or (b) to seek or enforce such other legal and/or equitable relief or remedies as Grantee deems necessary or desirable to ensure compliance with _the terms, conditions, covenants, obligations and purpose of this Easement; provided, however, that any failure, delay or election, to so act by Grantee shall not be deemed to be a waiver or a forfeiture of any right or available remedy on Grantee's part. with respect to such breach, default or violation or with respect to any other breach.. default or violation of any term, condition, covenant or obligation under this Easement. S. Baseline Data. In order to establish the present uses and condition of the Protected Property so as to be able to properly monitor its future uses and condition and assure compliance with the terms hereof, Grantor will make available to Grantee existing documentation in its possession of the natural condition of the Protected Property and Grantee have caused to be prepared such additional documentation deemed appropriate by Grantee, including a survey of the Protected Property showing its relationship to adjacent features and properties, and on-site photographs. The aforementioned documentation shall constitute an inventory of the Protected Property's relevant features and conditions (the "Baseline Data"). The Baseline Data shall be kept on file at Grantee's offices and shall be accessible to the Grantor upon reasonable notice during normal business hours. The parties acknowledge and agree that in the event a controversy arises with respect to the nature and extent of the present uses or condition of the Protected Property, the parties shall not be foreclosed from utilizing all other relevant or material documents, surveys, reports, and other evidence to assist in the resolution of the controversy. To the extent Grantor and Grantee have initialed the Baseline Data, such Baseline Data shall be presumed to be a correct depiction of the Protected Property as of the date hereof R-0771 or (d) All captions set forth herein are for convenience of reference only, and shall in no event be construed to limit, enlarge or modify any substantive provision of this Easement. W \r 18. Transfer of Development Rights. No development rights in and to the Protected Property, or any part thereof which have been encumbered or extinguished by this Conservation Easement shall be transferred to any location outside the Protected Property, whether pursuant to a cluster development plan .or any other agreement or plan for transferable development rights. 19. Extinguishment. If a subsequent unexpected change in the conditions surrounding the Protected Property make impossible the fulfillment of the conservation purposes of this Conservation Easement, and if the restrictions are extinguished by judicial proceeding, then, upon any subsequent sale, exchange or involuntary conversion by the Grantor, the Grantee herein shall be entitled to share in such transaction in such proportion as the dollar amount of its respective grant bears to the total appraised value of the Protected Property. It is agreed the Grantee's share of such proceeds as referenced above shall be thirty three (33%) percent. R-0771 12 r✓ IN WITNESS WHEREOF, Grantor has executed and delivered this Deed of Conservation Easement as of the date first set forth above. GRANTOR: Town of Wappinger Joseph Ruggiero, Supervisor GRANTEE: County of Dutchess By: William R. Steinhaus, County Executive STATE OF NEW YORK ) )Sc_ 'COUNTY OF DUTCHESS ) On this day of in the year 2003, before me, the undersigned, a Notary Public in and for said State, personally appeared JOSEPH RUGGIERO, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his sigtrature on the instrument, the individual, or the person upon behalf of which the individual acte(- executed the instrument. Notary Public W STATE OF NE W YORK ) ) SS.: COLNTY OFDUTCHESS ) On this day of in the year 2003, before me, the undersigned. a Nomry Public in and for said Stare, personally appeared WILLIAM R. STEINHAUS, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the sante in his capacity, and that by his signature on the instrument, the individual, or the person upon behalfof which the inuividuai acted. executed the instrument• Notary Public - or R-0771 13 W Grantor and Grantee agree to cooperate to comply with the provisions of Article 49, and the Regulations promulgated pursuant thereto, so that this Easement will qualify, as a perpetual conservation restriction, thereunder. W %W 13. Indemnification of Grantee. Grantor agrees that Grantee has no affirmative obligation relating to maintenance of the Protected Property. Grantor further agrees that Grantee has no responsibility relating to costs, claims or liability arising from personal injury, accidents, negligence, or damage to Protected Property resulting from public or private use of the Protected Property allowed by, arising out of, or resulting from this Easement. Grantor shall indemnify, hold harmless, defend and reimburse the Grantee from and against any and all claims, actions, suits, damages, liabilities, penalties, costs or expenses, including reasonable attorneys' fees, of any kind or -nature whatsoever on account of injuries to or death of any person or damage to any Protected Property arising out of Grantee' ownership of this Conservation Easement. 14. Grantor's Title. Grantor represents and warrants to Grantee (a) that Grantor is seized of the Protected Property in fee simple, and (b) that Grantor possesses full corporate rights and authority to grant and convey this Easement pursuant to this instrument. 15. Grantee' Representations. Grantee represents and warrants that it is a Qualified Organization. 16. Further Conveyance Ey Grantor. The restrictions on alienation provided for in this easement are in addition to those otherwise imposed on the alienation of parkland. R-0771 17. Miscellaneous. (a) This Easement shall be binding on the parties and their respective successors and assigns. The terms "Grantor" and "Grantee", wherever used herein, and any pronouns used in place thereof, shall mean and include their respective successors and assigns. (b) If any provision of this Easement or the application hereof to any person or circumstance is found to be invalid, the remainder of the provisions of this Easement and the application of such provisions to persons or circumstances other than those as to which it is found to be invalid shall not be affected thereby. (c) In enforcing its rights hereunder with respect to a breach, default or violation of this Easement, Grantee shall take into account the reasonableness of requiring Grantor to cure the same and the time required to restore the Protected Property under the relevant circumstances, including but not limited to the season of the year and the accessibility of the Protected Property to Grantor_ 11 W 9. Grant in Perpetuity. (a) The provisions of this Easement shall run with and be a burden upon the Protected Property in perpetuity and shall be binding on Grantor and Grantee and their respective successors and assigns, and any party entitled to possession or use of the Protected Property while such party is entitled to such possession or use. Any successor or assign of Grantee shall be a qualified organization within the meaning of Article 49 and shall expressly assume the obligation to carry out the conservation purpose for which this Easement is granted and the other obligations of Grantee hereunder. (b) If Grantee or its successor or assign, ceases or fails (i) to enforce this Easement, (ii) to exist, or (iii) to be a Qualified Organization, and upon the occurrence of such event, fails to assign all its rights and interest in the Protected Property, and delegate all their responsibilities under this Easement to a Qualified Organization, then the rights and interest of Grantee under this Easement shall be vested in another Qualified Organization in accordance with a Cv-Pres proceeding of a court of competent jurisdiction. 10. Amendment. This Easement can be modified only in accordance with the common and statutory law of the State of New York applicable to the modification of easements or covenants running with the W land. Grantor and Grantee recognize that circumstances could arise which would justify the modification of certain of the restrictions contained in this Easement including requirements imposed on Grantor.. pursuant to licensing procedures or any authorized governmental licensing or permitting agency. To this end, Grantee and Grantor shall mutually have the right, in their sole discretion, to agree to amendments to this Easement which are not inconsistent with the purpose of the Easement provided, however, that the parties shall have no right or power to agree to any amendments hereto that would result in this Easement failing to qualify as a valid conservation easement under Article 49, any regulation issued pursuant thereto, and provided further that Grantee shall agree to the modification of this Easement to conform to such licensing procedures or any other authorized governmental licensing or permitting agency. 11. Notice. All notices required by this instrument must be in writing, and must be personally delivered or deposited in a mail receptacle maintained by the United States Postai Service. A mailed notice must be contained in an accurately addressed, sealed envelope, marked for delivery by first class registered or certified mail, with sufficient prepaid postage affixed and with return receipt requested. Notices to Grantor and Grantee shall be addressed to their respective addresses as set for the above, or to such other addresses as they may designate by notice given in accordance with this Paragraph and to either of their attorneys as they may from time to time designate by notice given in accordance with this Paragraph. Notice shall be deemed given and received as of the date of its personal delivery or the date of its mailing in accordance with this Paragraph. 12. Cooperation Agreement. R-0771 10