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HomeMy WebLinkAboutLOD201200003 Other 2013-12-30 (7)6 & 33 MINERAL LEASE- AND ROYALTY AGREEMENT THIS MINERAL LEASE AND ROYALTY AGREEMENT made this 12th day of August, 1966, by and between THE NEW ALBERENE STONE COMPANY, INC., a Virginia corporation (hereinafter referred to as the "Corporation") and 8. VANCE WILKINS, JR., and LEONA E. WILKINS, husband and wife, individual residents of the Commonwealth of Virginia (hereinafter referred collectively to as "WUltins"). WITNRS91TH: WHEREAS, WH1dns is the owner of a fee simple title to that Certain real property, including the mineral rights thereon, located in Albemarle and Nelson Counties In the Commonwealth of Virginia, Comprising approximately 709 acres, more fully described on Exhibit "A" hereto: WHEREAS, WUklno in the owner of fee simple title to that certain additional real property, including mineral rights, located In Albemarle, Nelson and Amherst Counties, Virginia, more fully described as Exhibit B hereto and the mineral rights or drilling rights, or both (but not the real property) on certain real property In said counties described on Exhibit "B", the total property described on Exhibit "B" comprising Approximately 2621.41 &tree; WHEREAS, Wilkins desires U Isaac unto the Corporation all ewpetone and the exclusive right to extract and tape away soapstone from the real property described on Exhibit "A", the exclusive right to extract and take away soapstone from the rest property and the exclusive right to exercise the drilling rights insofar as they pertain to soapstone to the extent of WHIrins' rights therein described on Exhibit no,. NOW, THEREFORE, in consideration of the warranties, represent&U=B- covsnanU and agreements herein contained and pursuant to 556.1-66T of the Code of Vl - 1-. WUtluss ns does hereby Hand deadu unto the CaeporaMfrW NI-{iis�-ioapetone and the exclusive right to extract soapstone from the Property. and Wilkins and the Corporation hereby warrant, repreunt, covenant and agree as foams: ARTICLE I AGREEMENT SUBJECT TO ALL APPLICABLE LAW Any right to extract and tab away soapstone from the Property As hereinafter defined, lewd and granted by WWdne to the Corporation Is subject to all applicable federal, state, and/or local laws and regulations relating to soapstone extraction, whether made by the legislature, the State Corporation Commission, an administrative agency, or a court of competent jurisdiction, and this Article shall be read to be Included in all Articles of this Agreement. In furtherance of the foregoing, and not In limitation, Willdno, in the . exercise by the Corporation of the Iease and rights granted herein on Property not owned by Wiildna, will not be liable to the owner thereof for surface damages caused by the Corporation or its employees or agents or others engaged by it. ARTICLE It PURPOSE AND GRANTING CLAUSE WMdna, in consideration of the covenant► and agreements herein contained and the royalties to be paid as herein provided, hereby losses and demises unto the Corporation as follows: (1) the exclusive right to extract and take away soapstone on the real property more fully described on Exhibit "A" attached hereto and incorporated herein by this reference (the "Primary Property"); (2) the exclusive right to extract soapstone on the property described on Exhibit "S" and the exclusive right to exercise the drilling rights insofar as they pertain to soapstone to the extent of WiMns' rights therein (all of the property, mineral rights, and extraction rights and drilling rights insofar as they pertain to soapstone to the extent of WMdus' rights therein described on Exhibit "S" shall hereinafter be collectively referred to as the "Secondary Property". The "Primary Property" and the "Secondary Property" shall hereinafter be oollsady*ly referred to as the "Property"). This lease and right of extraction in (1) and (2) above includes the right to extract soapstone by any lawful mining method, including open pit and strip mining which is or may be found on. In, or under the Property TOGETHER with the right to (1) make all excavations, (U) construct on the promises oil buildings, openings, ditches, drains, roads, and other Improvements that are or may become suitable or necessary for the mining end removal of soapstone from the "arty, and (W) store on the and s� neexttracted provided, however, that the rights in (1) subject to all applicable laws and regulations of federal, state and local governing bodies. When timber is encountered on a portion of the Property which Mtiktns owns to lee simple from which the Corporation desires to extract soapstone, the Corporation agrees to notify Wilkins describing the area required to be cleared to enable the proposed extraction work to occur. Wilkins shall have 00 days from the date of the notice to cut and clear timber on tracts of eight acres or less spoeified to the notice, 150 days from the date of the notice to cut and elm timber on tracts of eight to twenty-five acres specified In the notice, and 210 days from the date of 1 a..s E : 3 na!j i 12 the notice to cut and clear tracts of 25 to 100 acres. If within the aforesaid time periods WMdne does not complete any cutting or clearing of timber from the acreage to be disturbed, the Corporation shall than be free to cut and use such Umber on the Property as may be necessary for the usual purposes of mining operations. For that portion of the Property which Wilkins does not own In fee simple, the Corporation @hall be free to cut and use such timber on aforesaid property as may be neeeaeary for the usual purposes of mining operations subject to any restrictions in any lease of mineral rights and/or drilling rights applicable to aforesaid Property and all applicable federal, state, and local laws and regulations. TO HAVE AND TO HOLD, the Property to the Corporation and Its assigns In accordance with the terms of this Wneral Las" and Royalty Agreement. Wilkins does, for himself and for his succe@aora and Primary Propertytwith the in fee simple,thha tlhe is lawon that hilly seised fe Is n fee simple of the of simple of the Property described on Exhibit "See and marked was owned" and, to his best knowledge, is the lawful owner of the minaral rights and drilling rights relating to the Secondary Property; that the Primary Property is free from W encumbrances except as not forth on Exhibit "A" and. to his best knowledge and belief, the Secondary Property Is free from all eneumbranou except as set forth on Exhibit "R"; that he has good right to grant and convey the Primary Property and the rights described herein and, to his best knowledge and belief, he has good right to grant end convey the Secondary Property; and that he will and his aueeessore and assigns shall warrant and defend the same to the Primary Property unto the Corporation and its suceessors and assigns for a period of ninety (00) years from and attar the date hereof. Any encumbrances or Hans against the Primary Property which are not listed an Exhibit "A" hereto shall be cleared by WMdu on or before the date hereof, or " soon as reasonably possible If they appear after the execution hereof but are superior to the rights of the Corporation granted herein. For land shown on gohedule e " owned, Wilkins covenants that there are no encumbrances which shall prevent the Corporation frm ezercidng any rights under this Agreement. Any such Ileac or encumbrances not cleared by Mine may be satleHed by the Corporation. In which event the Corporation may, 10 addition to any other right@ under the law, deduct the am of "tletying such Rau from any royalty or other psymsnts due from the Corporation to Wilkins hereunder, or may proceed directly against Wilkins to recover Its damages and Mouses arising " a result of Wilkins' faUure to clear such Hans and encumbrances. 393 jI13 ARTICLE III SURFACE RIGHTS OF THE CORPORATION The Corporation shall have the right of ingress and s through the Primary Property. and throughpress subject only in the case of the mineral rights and hdrilling rich any restrictions contained in the mineral rights and drilling rights agreements between Wilkins and the grantors of such rights for the Purpose of quarrying and removing any soapstone suitable for use in connection with its business. The Corporation may dear brush, trees and undergrowth from such Portions of the Praparty and make such ezcavations as may be necessary to explore for soapstone or to IOcata Pits, quarries and stockpile areas. The Corporation shallhave the right to remove obatructfons. grade the land, grant temporary power and other utility easements and do all things to the land necessary to comply with federal and state laws. regulations and rules governing the operation of minea. In order to obtain access to the Property and to carry on its cps mine hereunder, ations the Corporation shall have the right to make use of all roadways presently existing on the Property owned by Wilkins and shall have the further right to build such additional roads as may be necessary for the production and removal of soapstone hereunder. In building such made, the Corporation may use materials from the Property owned by WHk1na and the Corporation shall not be required to y whs9lege royaltiss or otberwlas compensate or reimburse Wilkins for the material so, used. The Corporation may install engines and machinery, erect a plant or Plants to Prooses soapstone, thereon. and area such other budding, and do such other things on the property as may be necessary or Prager to carry on the mining op•ratlons. No such engines, machinery, buildings and improwaments so installed or aeacted shall orm Part Wilkins All�amoouunis due ehlm he�r•under, tthis he corporation and ma payment ve any v ail of such • ns of may remove, nginse, machinery, Portions of buildings and improvements within ninety (90) days alum termination. The, Corporation shall repair In a reaaonabis manner aay material damage to the Property caused by such removal. springs on he Corporation shall have the right to use any water from Property that it may need for the operation of an machinery or for the purpose of carrying on its quarry opm we subject to the rightful and prior claims of others.Wilkins is not swap* of a such Prior claims. The Corporation shall have the r:sbt to drill watenyr wells on the Property for use in connection with mining operations thereon. On permanent cessation of the use of any such well. or a �iM( 0 J V U-4 I I termination of this Agreement, the Corporation shall leave such well for the use of Wilkins, but the Corporation may remove any pumps or motors. The Corporation shall have the right to use the Property for the storage of soapstone and any machinery and equipment used by the Corporation in the extraction of soapstone. All mines shall be opened and worked by the Corporation in such manner and as is usual and customary in skillful and proper mining operations of similar character. The rights granted to this Article III with respect to mineral and drilling rights Property included within the Secondary Property are granted subject to any presently existing limitations, restrictions or conditions stated in the appropriate documents granting such rights or limited by applicable federal, state, or local law. No changes, amendments, or modifications to the mineral and drilling rights documents shall be consented or agreed by Wilkins on or after the date hereof without the prior written approval of the Corporation. ARTICLE IV ROYALTY The Corporation shall pay to Wilkins, as compensation for the estate and rights leased hereby, a royalty based upon a percentage, as set forth below, of (a) annual "net $al"• (as defined below) actually received as a result of the sale of soapstone extracted from the Property regardless of the location of the buyer of the soapstone, and (b) annual "net Batas" actually received as a result of the ads of soapstone (regardless of the origin of the soapstone) in North American, South American or Central American markets by the Corporation, or related companies except as limited below: at on the JIM $2,000.000.00 of net pal" 20 on the next $2,000,000.00 of net w" 1t on all net sal" above {1,000,000.00 For PWPOM of computing annual "net sales" hereunder in imputing MYsItF PsYumts, the tottl sat" of soapstone described in (a) and (b) above shall be aggregated and the royalty paid based on such aggregated amount. As used herein, "net ad"* shall mean the groas actual receipts less any dtsoount given and i"s Saks tax" paid on sales of soapstone or Products containing soapstone (1) by the Corporation to an unrelated company. or (3) by related oompaniss of the Corporation to third parties J in instances where the Corporation sold the soapstone to the related company and the related company subsequently resold the soapstone or products containing soapstone to an unrelated company. No royalty shall be due based upon sales by a related company to the Corporation or by the Corporation to a related company since a royalty payment will be due with respect to the resale by the Corporation or a related company to unrelated third parties as described in clause (1) of this paragraph. As used herein, a "related company" shall mean Suomen Vuolukivi Oy, Reljo Vauhkonen, or any owner with constructive ownership of 30% or more of the Corporation or Suomen Vuclukivi Oy as determined by the attribution rules of the Internal Revenue Code of 1959, as amended. Suomen Vuolukivi Qy is a corporation organized under the laws of Finland which owns a majority of the issued and outstanding shares of stock of the Corporation. For the purposes of computing "net &ales" under (b) above, "net sales" shall also include the gross receipts, less any discount given and leas sales taxes paid on sales of soapstone by Suomen Vuolukivi Oy In North, South, or Central America, except for sales by Suomen Vuolukivi Oy, Reljo Vauhkonen, or other related companies of soapstone products which cannot reasonably be manufactured profitably by the Corporation at its facilities located in Virginia. Notwithstanding anything to the contrary contained herein, no royalty shall be due on beefstone or small handicraft products, regardless of the origin of the stone and regardless of the market in which the stone is sold, for a period of two years from the date hereof. Payments of such royalty shall be made annually on January 31 of each year for the prior calendar year, based upon Wes made and payments receiving during the one year period ending on the immediately preceding December 31; provided that no royalty payments shall be due hereunder as a result of sales by Suomen Vuolukivi Oy during calendar year 1986. Any and all royalty paid pursuant to this Article IV shall be credited against the minimum royalty due pursuant to Article V hereof. Wilkins shall be furnished by the Corporation, Suomen Vuolukivi Oy, or related companies each year (on or before January 31) a statefaent setting forth its annual sales to the North, South and Central American Markets, the products sold, prices, and such other related information as Wilkins may reasonably request. No royalty shall be due with respect to revenue received by Corporation for construction services. Installation, consulting or delivery services. ARTICLE V MINIMUM ROYALTY During the term of this Agreement, the Corporation shall pay to Wilkins, annually, a minimum royalty of $7,500 for the annual period ending December 31, 1987,; $15.000 for the annual period ending December 31, 1988; $30,000 for the annual period ending December 31, 1989; and $60,000 for each annual calendar year thereafter. No minimum V royalty shall be due for 1986. This minimum royalty shall be due whether or not any soapstone is mined and sold during such annual period. The minimum royalty shall be due in two equal installments, the first on January 31 and the second on November 16 of each year hereunder commencing January 31. 1987. The minimum royalty payments shall be credited against the amounts due pursuant to Article IV above. ARTICLE VI TAXES Wilkins shall pay all tease, general and special, that may be assessed or became due either against the property or the improvements and any personal property located on the property and not owned or used by the Corporation during the term of this Agreement. The Corporation shall pay for any Personal property tart due with respect to any personal property of Wiling used by it. Such obligation of the Corporatists $hall reial* to the period or periods in which it uses such equipment. The Corporation shall not be liable for any tease charged on the real property or otherwise by reason of this Agreement. ARTICLE V11 TERMINATION - DEFAULT The term of this Agreement shall commence upon the date harsof and " continue for ninety (90) years unless sooner terminated as provided heroin. WMdnm will have no right to terminate this Agremaaroysitime due nt unless and until the Corporation defsdts in the payment of Mrif hereof, and idle to cur@ such Pursuant default alter notice within thto Article V or under any of the t ee date prioermsds Provided heroin. Upon default by the Corporation under the terms of this Agreement. WMdm W" give written rod" of sub default to the Corporation and the Corporation ob" have ninety (90) days to cure such defsait, or such additional time as nay be reasonable in the event a ddaalt cannot reasonably be Cured within such 90-day period. The Corporatists "Ahave this right at any time to terminate this Agreement y giving thirty (30) days written notice to Wilkins, and on payment of such royalty as may be due up to the date of such termination. pop Purposes of the mlrdmum royalty due, If this Agreement is terminated Prior to the end of an annual Period. the amount of minimum royalty due for sorb annual period shall be prorated based upon the portion of the yaw elapsed as of the ditto of termination. ctoK v 5 3?-2,:3' 1 ' 1 Upon termination of this Agreement, the Corporation, shall vacate the Property; provided, however, the Corporation, if not in default, shall have ninety (90) days to remove all buildings, improvements, equipment, inventory and other material from the Property. The Corporation agrees that upon termination of this Agreement, it will transfer back to Wilkins all unexpired permits Issued by the Virginia Department of Mines, Minerals and Energy, Division of Mined Land Reclamation (the "Permits") and will cooperate with Wilkins In connection with such transfer. The Corporation shall have no obligation to expand money or incur any costs in connection with such transfer unless the Corporation terminates this Agreement for any reason other than Wilkins' default or non-performance prior to December 31, 1989, In which event the Corporation and the stockholders whore signatures are affixed to this Agreement, jointly and severally, agree to pay all costs with regard to the transfer of the Permits back to Wilkins. Except as provided In the preceding sentence, Wilkins shall pay for all costs of transferring the Permits, including the cost of mapping, surveys, and transfer fees. Other than the obligation to transfer to Wilkins any Permits for the Property existing on the date of termination and the payment of (a) any royalty due as described above, and (b) the cost to retransfer the Permits if the Corporation terminates this Agreement for any reason other than Wilkins' default prior to December 31, 1999, the Corporation and said stockholders shall have no further obligations toward Wilkins or any other owners of the Property, except as may be provided in any mineral or drilling rights losses described In Exhibit e9e or provided by federal, state or local law. statutory or judicial. In the event this Agreement Is terminated as a result of material default of any material provision hereof by Wilkins, the Corporation shall give ."onable assistance in transferring the Permits to Wilkins, but Wilkins shall reimburse or pay the Corporation for any costs and expenses relating thereto, but the Corporation shall have no obligation to pay for any transfer costs, nor pay Wilkitts further royalties, and It may take such other action necessary to protect its Interest hereunder. ARTICLE Vlll LIABILITY FOR DAMAGE TO LAND The Corporation shall not be responsible for any fire or damage that may occur to the Property unless negligently or willfully started by It. The Corporation agress to obtain casualty and property insurance to Insure Its Interest In the Property. The Corporation shall have no responsibility with respect to maintenance or repair of the Property other than in accordance with Its position as permit holder with respect to the r*elmation of quarries operated by it imposed by the Division of Mined Land Reclamotiew. t.:i 4 9 3 nwa: ! I E ARTICLE IX SALE OF PROPERTY BY WILKINS The Corporation and Wilkins agrea that there is a likelihood that certain of the Property covered hereunder may not have merchantable soapstone located thereon. This portion of the Property expected not to have merchantable soapstone comprlaes approximately so0 acres and is more fully described on Exhibit "C" attached hereto and incorporated herein by the reference (herein referred to as "Sale the SW . If Wilkins should desire to offer to son an or a portion of Property. the Corporation shall have ■ first right of refusal to purchasethe Sale Property at a price and on terms at least as favorable as given to the prospective purchaser. Upon the delivery by a prospective purchaser of a written, find offer 'or contract, the Corporation shall have thirty (30) days in which to exercise Its right to match said offer and purchase the property from the owner. It the Corporation purchases said Sale Property and quarries soapstone, no royalty shall be due on the soapstone removed from this property. This right shall expire twenty.(20) years from the date horsof. ARTICLE X CHANGE OF OWNERSHIP OF PROPERTY The covenants, agreements and conditions of this Agreement shah run with the Property and shag extend to and bind the successors end &&signs, In whole or in part, of Wilkins and the Corporation, and no chaugw in the ownership of the Property or any Interest therein, whether resulting from Inheritance or otherwise, shall impart any additional burden on the Corporation. ARTICLE XI REPRESENTATIONS AND WARRANTIES OF WILKINS WBkfns represents and warrants to and agrees with the corporation && follows: I. Wilkins has exclusive, legal, fee simple title to both the land and mineral rights of the primary Property described on Exhibit "A" attached hereto and the Secondary Property owned by Wilkins on Exhibit "B" in each caw free and clear of an Bens, charges and encumbrances except as set forth on Exhibits "A" and "B"t provided, however, as to the Secondary Property this representation is quaDned to except such Changes in the description of the Secondary Property as would be reflected on an accurate survey, which changes Wilkins does not believe would be substantial. 1. Unto his best knowledge, the Secondary Property is free from all encumbrances except as set forth as Ex:dbit B. 3. To the best of Wilkins' knowledge and belief. the transfer of the Permits and the occurrence of the other activities contemplated herein will not violate any applicable statute, ordinance, governmental extraction regulation or any private restriction or agreement, except that no assurance is given regarding zoning in Albemarle County relating to previously undisturbed property. This warranty assumes that the necessary permits from the Department of Ones, Minerals and Energy, Division of Mined Land Reclamation have been obtained, and that a "no discharge• permit has been obtained from the State Water Quality Control Board. /. To the beat of Within knowledge, there is no administrative agency action, litigation, condemnation proceeding or proceedings of any kind pending against the Property or Wilkins relating to the Property. 6. AD portions of the Primtrry Property are accessible by a public road or by private roads granted by permanent, irrevocable appurtenant easements. The Corporation shall have full right to utilize such easaments as well as any easements available and existing on the Secondary Property. 6. On the date hereof, all abandoned quarry sites and abandoned, disturbed are" on the Property have been reclaimed to the satisfaction of the Division of Mind Land Reclamation. Wilkins acknowledge* that the Corporation sludl not assume any obligation to realals disturbed areas existing on the date hereof which are not used or quarried by the Corporation and Wilkins shall be obligated to reclslm such areas and shall be liable for any other violations of environmental related laws, rule* and regulations. whether imposed by the State of Virginia or by the Federal government, exietiog on the date hereof or arising after the date hereof and based on conditions existing on or prior to the date hereof. 7. To the beat of Wilkins' knowledge and belief, the Property has never been used for the handling. generating, treating. storing or disposing of any hazardous waste or substance. except fuel ail, gasoline, and explosives. The Corporation shell have no obligation to clean up or clear such materials from the Property except such material that was placed on the Property by ilia Corporation. 10 am e C c L li S. To the best of Wilkins' knowledge and belief, aE requirements imposed by the State Water Control Board upon the dispose waste water on the Property have been fully complied with and the Corporation will be able to continue the present practice of pumping waste water into abandoned quarries without violating any federal or state environmental protection laws, rules or regulations. 0. To the best of Wilkins' knowledge and belief, the following tracts contain active or operative quarrying operations: Albermarla County, Virginia County Ta: fs Pa_al ACrea 111 QM 110.3 Alberene 21B 126 430.1 Old DoadmionI26 31C 100.0 Schuyler 31D 300 Schuyler MWdns hereby agrees that the truthfulness in an material reapaeb of the foregoing representations and warranties and of all other representdione and warranties herein made is a condition precedent to the performance by the Corporation of its obligations hereunder. Wilkins shall Mldthe fy the Corporation and its successor$ and saslgns against and shalt Corporation and its successors and assigns; harmis" from any att� oMSY"s fees. which the Corporation may incur because of any material breach of any of the rspre$satadons and warranties not forth in this Article XI or because of the material breach my Wilkins of any other repre"ntedons. warranties. condition or provision hereof. In particular and not in amplification or in limitation of thla indemnity, to indemnify and save barmtess the Corporation and Moslem and asaigns from any oast. expensesor damages of any kind or nature. includifrom Exception yeasona3 bleon attA and 6 ,. which Corporation may Incur arising xcaptions 3 and 4 on Schedule B. ARTICLE EII REPRESENTATIONS AND WARRANTIES OF THE CORPORATION 1. It is a corporation duly orgentaed and validly misting and in good standing under the Jaws of the Commonwealth of Virgtnla that es of the data hereof it has full power and authority to on into this Agreement; that aE necessary and proper corporate or other proceedings have been taken by the Corporation to authorise it to enter into, perform andc� b �t other and the Corporation is not a party to or agreement or deaes of any court or regulation of 11 any governmental authority which would be violated by or Inhibit the performance of this agreement by the Corporation. 2. This agreement has been duly executed and delivered In the name and on behalf of the Corporation by its duly authorised and proper officers and is a legal, valid and binding obligation of the Corporation in accordance with its terms, and that neither the execution or delivery of this agreement nor the consummation of the transaction herein contemplated, nor the compliance of the transaction herein contemplated, nor the fulfillment or compliance with the terms and provisions hereof will to the best of Corporation's knowledge and belief (1) conflict with or result in a breach of any term, condition or provisions of its Articles of Incorporation or By -Laws or (2) any other agreement or instrument to which the Corporation Is a party. 2. That on the closing of this transaction the corporation will have issued and outstanding 200 shares of its Common Stock and will be all of the issued and outstanding stock of the Corporation. 1. After the date of this agreement the Corporation will notify Wilkins of the asks of any of its stock by any of Its stockholders to interest of and stocor kholder stockholders of now Co d the percentage Y Corporation after the consummation of such tale. 6. The Corporation shall make available to Wilkins its books and records for Inspection at any time during business hours upon reasonable notice in writing h m Wilkins to the Corporation for the purpose only of verifying the sales of the Corporation. determining if Items sold by Suomen Vuolukivi Oy, and related items, could he" been profitably manufactured by the Corporation, and its state and federal income tax returns during the existence of this Agreement. 6. Subject to the provisions of Article VII hereof. Corporation shall maintain all permits and licensee necessary to carry out the purpose of this Agreement, and shall notify Wilkins. in writing, of the revocation, or attempted revocation, by the Corporation of any permit or license, or any alleged violations of any such permit or license within ten (10) days after notice of such revocation, attempted revocation, or violation is received by the Corporation. f. The Corporation agrees to Indemnify and save Wilkins harmless from any liability. loss, damage, claim, demand. injury, action, or cause of action, whether in law or in equity, cost, expense, including reasonable attorney's fees arising out of or relating to the performance of this Mineral Lew and Royalty Agreement by the Corporation. except that the Corporation shall not be required to indemnity and save harmless 12 Wilkins for any damage suffered as a result of any act of negligence, omission, or willful misconduct committed by Wilkins. ARTICLE XIII ASSIGNMENT Nothing in this Agreement shall work to restrict in any manner the right of the Corporation to transfer or assign its Interest in this Agreement and in the Property. Similarly, the Corporation may fully transfer the permits Issued by the Division of Mined Land Reclamation without the consent of Wilkins. Any assignee of the Corporation must agree to perform the obligations of the Corporation hereunder. Nothing in this Agreement shall prevent or restrict the sale by the shareholders of the Corporation of their shares in the Corporation. Upon the sale by Suomen Vuoluktvi Oy of substantially all of Its stock interest in the Corporation, Suomen VuotuIdvl Oy agrees that it will not compete for a period of five years from and after such transfer with the Corporation In the sate of soapstone products in the North American, Central American or South American markets, 8wwomen Vuolukivi Oy may ell in such market during such time productswhich do not compete with product of the Corporation. If suoman Vuoluldvi Oy violates this covenant, it shall pay to Wilkins a royalty on the same basis as provided in Article IV hereof with respect to such sale. ARTICLE X/V NOTICES Any notice or election required or permitted to be given or served by any Party hereto upon any other party •hall be deemed given or served In accordance with the provisions of this Agreement, it said notice or election W directed to Wlltdns by delivering it personally to s. Vance Wilkins. Jr. r or it said notice or election is directed to the Corporation, by delivering It personally to Martel Lariola, or if mailed In • ssaled wrapper by United state registered or cartilled mail. return receipt requested. Pcetap prepaid. properly addressed as follows: If to Corporation: The New Alberww st=* Company c/o Martti Larlols Torikstu t A 1, t0110 Joensuu Finland 13 With copy to: O'Callaghan, Saunders a Stumm 6201 Powers Perry Road Suite 330 Atlanta, Georgia 30339 AM.: John D. Saunders, Esq. If to Wilkins: S. Vance Wilkins, Jr. Wilkins Construction Company Route One Amherst, VfrgWa 24521 Each such mailed notice or communication shell be deemed to have been given or to served upon the party to which addressed on the date the same is deposited In the United States registered or certified mail, return receipt requested, postage prepaid, properly addressed• in the manner above- provided. Each such delivered notice or communication shall be deemed to have been given to or served upon the party to whom delivered upon the delivery thereof in the manner above -provided. Any party hereto may change its address for the service of notice hereunder by delivering written notice of said change to the other parties hereunder, in the manner above-spevifled, ten (10) days prior to the effective date of said change. ARTICLE %V USE OF EQUIPMENT ON PROPERTY Wllkhu shall allow the Corporation to use during the term of this Agresment at no additional cost or fee such buildings, equipment and cranes useful in mining or manufacturing operations which is located on the Property or the Corporation's plant site. The Corporation Wma pay any real Property or personal Property tar relating to any such buildings, equipment and cranse used by it for the period of such use. ARTICLE EVI RIGHT TO USE TRADENAME As a ceaditlan precedent to the performance of any of the Corporation's obRptiau under this Agreement, Wilkins stuff transfer to the Corporation the ereluslve, legal and valid right to use the tradename •Albmena• during the terms of this Agreement. Wilkins shall take no actin which will shah take impair ipaictthe Corporation's right to use the tradename and Wilkins nrly necessary to keep such tradename duly and the property regiark tered.eoW represents that he is the lawful owner of 14 ARTICLE XVII NON -DISTURBANCE BY WILKINS Wilkins shall take no action which will materi&UY impair the rights of the Corporation under this Agreement. All future sales of the Property and any use of the Property by Willdns or any other owner will be subject to the terms of this Agreement and the rights granted to the Corporation hereunder shall aupersede and take precedence over WUkine' reserved mineral rights. ARTICLE XVIII VIRGINIA LAW TO GOVERN: PAYMENTS IN U.S. DOLLAR This Agreement shall be constituted according to the laws of Virginia. and aB monetary amounts are understood to be U. S. dollars, ARTICLE XIX AGREEMENT BINDING ON SUCCESSORS IN INTEREST This successors and u�all nt shbe binding on the parties hereto and their ARTICLE XX COMPLETE AGREEMENT This Agreement contains the entire royalty and extraction of the Corporation in the Property. ARTICLE XXI ZONING Wilkins agrees to cooperate with Corporation should Corporation desire toroperty ble the Corporation to extract or mine soapo soapstone conduct operationsto contemplatedcontemplated herein, or to change any zoning to "Natural Resource Extraction." is -•Ci � v ^ _ L J ARTICLE XXII APPROVAL OF LOCATION OF WELL BORINGS Wilkins has entered into an agreement with W. R. Gray dated January 29, 1981, recorded in the Clerk's Office of the Circuit Court of Albemarle County, Virginia, in Deed Book 719, page 302, granting to Gray the right to drill wells for oil and/or gas on the property described in Schedules A and B and on the property containing 27.40 acres this day conveyed to the Corporation by Higgins Engineering, Incorporated, and Wilkins has retained the right to approve the location of any well or wells to be drilled on said property. Wilkins does hereby agree to obtain the consent of the Corporation before giving approval to Gray for the location of any well on the said property, which consent may not be unreasonably withheld by the Corporation. ARTICLE XXIIi USE OF STORED STONE Wilkins has stored Alberene stone in the old quarry behind the gang room located on the 27.40 acre tract in Nelson County, Virginia, acquired on the date hereof by the Corporation from Higgins Engineering, Inc. Corporation has the exclusive right, subject to the provisions of this paragraph, to utilize such stored atone in its manufacturing operations, and In the event the Corporation utilizes such stone, Corporation shall pay to Wilkins, in addition to the royalty payments described in this Agreement, a quarry charge equal. to 65% of the then current quarry expense with respect to each cubic foot of such stone used by the Corporation. The "then current quarry expense" shall mean and refer to the quarry expense of the Corporation on a per cubic foot basis experienced by the Corporation for the fiscal year p•7or to the date of sale of such stored stone. Wilkins may not Sell such stored stone to any third party without the prior written consent of the Corporation, which consent shall not be unreasonably withheld unless the prospective buyer is a present or prospective competitor of the Corporation. Further, prior to any such Ogle to a third party. Wilkins shall advise the Corporation, in writing, and the Corporation shall have the right of first refusal to acquire such stone to be sold at the price agreed to be paid to Wilkins by the third party proposing to purchase such stone. Except as set forth above, all available blocks and stone, previously quarried or discarded, located upon the property may be utilized by the Corporation without the payment of July fee or expense except the royalty described In Article IV. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date above -indicated. 16 THE COEKMATIOK: THE KEY ALBEACKE $TONE CMPAKY IKC. i WILMS: P.aaa r. COK$EKT Bu em Voolaktvl O) and ReOp Vantikones by emomtke hereof hexbT consent and agree to the r"akT ptwrfsioas set fortb Ib Artkls IV hereof and all other provisions appbeable to awe to Aracle VII hereof. $UOKES VVOLOCIVI Of (r if CcredialIP.AL?H OF VIROfNIA ) �.j� ( To -Wit: 4(� OF ) the Common a Notary Public in and for a reby certify that S. VANCE WILKINS. JR., and LEONA E. WILRI/p�g� whose na+�ryAs are signed to the foregoing writing, being dated the -lam day of (/�, 1686, has acknowledged the same before me. My commission expires. OF f Oven under my hand this 4:L: day of 1886. uy C5!& �COMMONWEALTH OF VIRGIN[A ) OF ) the Comoro.a Notary Public in and for hereby certify that MARTTI LARIOLA, President of The New hne stone Company, Inc., a VIPOn a oorporaticn. who" name u such 1s Signed to the foregoing writing, being dated the day day of 1886, has acknowledged the same before My commission ezpites: Given under my hand ttils L2"day of f(fdvn , loss. ItIfLALTN OF VIRGINIA ) V ( To -Wit: OF ) I• a Notary Pub In and for the .wuor at of foa�ea V0000lukHi whose n t acknowledged the saw Mi.gbefore me on odated the f the fthat lines. has is •.w. J J J . n.� J � U My oommiselon expires Given under my hand t day of IM ONWEALTH OF WYNIi OF40-A lose. o ary u c VIRGINIA ) e /_ � ; To -Wit: whose nape 10 Signed to tha f day of 198e, has ack My commtasion expires 44 : i Notery public in and for the hereby certify that Relic Vauhk doing writing, being dated the Wledgad the same before me. Given under my hand thL 19 lose. Reference is hereby made to the Deed, as defined herein, for a more particular description of the I parcels described in Schedules A and B EXHIBIT A 1� PARCEL I All that certain parcel of land lying, situate and tieing in Albemarle County and containing 118.543 act". (Parcel A) and all land lying between Route 193 and Route 719 as shown on plat entitled "A Portion of the Property Belonging to The Georgia Marble Company Containing Soapstone Vein (Alberene Trad)", dated July 23, 1976, made by Kurt Gloeckner attached hereto and to be recorded herewith and being the same property described as Parcel 1 in a deed dated March 17, 1963, between the Industrial Development Authority of Nelson County, Virginia (the Authority) and S. Vance Wilkins, Jr. (t(ilklns), recorded in the Clerk's Otl%Gs of the Circuit Court of Nelson County, Virginia, in Deed Book 202, page 493, and in the Clerk's Office of Albemarle County, Virginia, in Deed Book 759, page 23 (the Dead). and being Parcel 947 on the Mining Permit Maps prepared by Neighbors -Miller a Associates dated May 22, 1966 (hereinafter referred to as the MAPS), a summary of all parcels shown on the MAPS being attached hereto as Exhibit D. This parcel includes Parcel 2 conveyed to Wilkins by Joseph A. Sansone, Trustee, under a deed of assignment dated January It. 1966, recorded in the Clark's Offics of the Circuit Court of Albemarle County, Virginia. in Deed Book 665, page $66, by a dad dated February 20, 1966, recorded in said Clerk's Office in Deed Book 660, pap 426. PARCEL 2 AM that certain parcel of land lying, situate and being in Albemarle County and containing 134.104 20 ;z , v acres, more or less, located on both sides of State Route 721 near Old Dominion and shown on a plat of Kurt Cloeckner dated July 20, 1976, entitled, "A Portion of Property Belonging To The Georgia Marble Company Containing Soapstone Vein (Old Dominion Winebarger-Ruffin Tracts)n attached hereto and to be recorded herewith, and to which plat, reference Is made for a more particular description of said property. The property is the same property conveyed to Wilkins by the Authority by the Deed as Parcel 5 and being Parcel 36 on the MAPS. PARCEL 3 All that certain parcel of land lying, situate and being in Albemarle County and containing 105.5 acres, more or less, being mostly to the east of Route 800 and Route 602, and being the same property described in the Deed as Parcel 10, and being Parcel 14 on the MAPS. PARCEL 4A All that certain tract or parcel of land lying, situate and being in Nelson County, Virginia, and containing 355 acres, more or lees, comprised of the following tracts; Parcel 57 in the Deed described as containing 100 acres; Parcel 58 in the Deed known as Rocky Top and containing 185.4 acres; Pam) 59 in the Deed containing 20 acres; Parcel 60 in the Deed containing 35.3 acres and 17.7 acres conveyed to Wilkins by John J. Bradshaw and others by deed dated March 29, 1977. recorded in acid Clerk's Office in Deed Book 154, page 364; and, being the same property conveyed to Wilkins in the Deed ea Parcels 57, 58, 59 and 60, and the deed dated March 29, 1977. and also being Parcels 19, 20 and 21 on the MAPS. PARCEL 4B One acre of land containing an active quarry 823 lying, situate and being in Nelson County, Virginia, adjacent to the 27.40 acres conveyed to Higgins Engineering, Incorporated by deed dated March 1, 1933, recorded In the Clerk's Office of the Circuit Court of Nelson County, Virginia, in Deed Book 202. page 462, and being either Parcel 18 or Parcel 25 In 21 E.-_1 VJo S ' .' cG : J i the Deed and being described in Parcel 12 on the MAPS. EXCEPTIONS TO EXHIBIT A 1. SEE EXHIBIT E ATTACHED HERETO 1. Oil and gas lease from S. Vance Wilkins, Jr. and others to W. R. Gray, dated January 29, 1981, recorded in the Clerk's Office of the Circuit Court of Albemarle County, Virginia, in Deed Book 719, page 302. 3. Quarry No., Grade 25 included in Parcel 1 hereof and conveyed to S. Vance Wilkins, Jr. by deed dated February 28 from Joseph A. Sansone, Trustee, and recorded in the Clerk's Office, of the Circuit Court of Albemarle County, Virginia, in Deed Book 880, page 429, 4. A perpetual, non-exclusive 60-foot right of way and easement of ingress and egress over Parcel 2 granted to Mitchell 0. Carr by Wilkins by deed recorded in the Clerk's Office of the Circuit Court of Albermarle County in Deed Book $02, at page 225, and more particularly described as follows: BEGINNING at an iron and shown on a plat described In Parcel 2 of this Exhibit A where 721 intersects ■ dirt road; then South 00 29' 26" West 462 feet; S. 130 30' 34" E. 59.05; S, 620 50' 26" W. 65.8 feet; S. 620 $9' 20" W. 65.80 feet to a dirt road on said plat. And a perpetual, non-exclusive right of way and easement of ingress and egress to such as Wilkins owns over roads shown on said plat to State Rt. 630 and State Rt. 721 and to aD other right of ways such as he owns leading to State Routes $30 and 721; a perpetual, non-exclusive right of way and easement of Ingress and egress such as Wilkins owns from the southwest most point of said property to State Rt. 630. 22 �--a e J 3 ?,a:" 13 2 EXHIBIT B Land "Owned" By Wilkins PARCEL 3 That certain tract or parcel of land lying, situate and being in Albemarle County and Containing 26.3 acres, more or less, and being part of the property described as Parcel 2 in the Deed, said Parcel 2 originally containing 147 acres and Wilkins having made the following conveyances from parcel 2: All that certain tract or parcel of land, together with the buildings, appurtenances, and privileges thersunto belonging, situate, lying and being In Albemarle County, Virginia, containing 13.07 acres, more or less, conveyed to Walter Herbert Btargel, by deed dated June 9, 1977. and recorded in the Clerk's Office of the Circuit Court of Albemarle County, In Deed Book 62it, at page 287, to which deed reference is hereby made for a more particular description; AB that certain tract or parcel of land, together with the buildings, appurtenances, and privileges thersunto belonging, situate, lying and being in Albemarle County, Virginia, containing 0.900 acres, more or lees, conveyed to Robin O. Bodkin and Catherine J. Bodkin, husband and wife, by dead dated June 20, 1077. and recorded In the Clark's Office of the Circuit Court of Albemarle County, In Deed Book 620, at page 19, to which acid deed reference is hereby made for a more particular description; Ali those certain trade and parcel of land, together with W buildings. appurtenances, and privileges thereunto belonging situate, lying and being in Albemanle County. Virginia, containing 0.900 acres, and 22.73 acres, more or is". respectively, conveyed to James C. Joyner and William H. Lindsay, by dead dated July 20. 1077, and recorded in the Clerk's MIN of the Circuit Court of Albemarle County. in Dead Book $21, at pap 07, to which dead reference 23 Arm&, , 1s hereby made for a more particular description of the property and rights of the parties. All that certain tract or parcel of land, together with all buildings, appurtenances, and privileges thoreunto belonging, situate, lying and being In Albemarle County, Virginia, containing 02.408 acme, more or less, conveyed to Walter Herbert Starpll, by deed dated July 20, 1977, and recorded in the Clerk's Office of the Circuit Court of Albemarle County, in Deed Book 628. at page 55, to which said deed reference is hereby made for a more particular description, and, All that certain tract or parcel of land, together with the buildings, appurtenances, and privileges thereunto belonging, situate, lying and being in Albemarle County. Virginia, containing 30.1$9 acres, more or less, conveyed to Walter Herbert Stargell, by dead dated July 11. 1979, and recorded in the Clerk's Office of the Circuit Court of Albemarle County, in Deed Book 680, at page 540. to which deed reference is hereby made for a more particular description. This property is described as Parcel 86 on the MAPS. PARCEL 6 All that certain tract or parcel of land, lying, situate and being partially in Albemarle County and partially in Nelson County and described as Parcels 20, 11, 12, 13, and 14 in said Dead, containing according to the Dead 048.20 acres and being described as Panels 12, 13 and 15 an the MAPS. and being the same Property conveyed to Wilkins in the Deed as Parcels 10. 11, It. 13. and 18. This parcel Includes Parcel 1 conveyed to Wilkins by Joseph A. Sansone, Trustee, under a deed of assignment dated January 11, 1986, recorded in the Clerk's Office of the Circuit Court of Albemarle County, Virginia, in Deed Book 865, pap 688. by a deed dated February 28, 1986, recorded in said Clerk's Office in Deed Book 880, pap 426. M PARCEL 7 All that certain tract or parcel of land, lying, Situate and being in Albemarle Cc",Virginia, and containing 1.1 acre, more or es, and being part of �(d the property described as Parcel 15 in the Deed and being Parcel 16 on the MAPS, and being part of the same property conveyed to Wilkins in the Deed as Parcel 15. PARCEL 9 All that certain tract or parcel of land, lying, situate end being partially in Albemarle County and partially in Nelson County and containing 57.7 acres., more or less, and described as Parcel 19 in the Deed, and described as Parcel 4 on the MAPS, and being the same property conveyed to Wilkins by the Authority as Parcel 19 in the Deed. LESS AND EXCEPT parcel of land sold to J. C. Campbell by deed recorded in the Clerk's Office of the Circuit Court of Nelson County, Virginia, in Deed Book 205, page 124. PARCEL 0 All that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, and containing 19.6 acres, more or less, and described as Parcel 19 in the Deed, and described as Parcel 9 on the MAPS, and being part of the acme Property conveyed to Wllldns as Parcel 19 in the Deed. This parcel Includes Parcel 1 described in a deed dated August 1, 1979, recorded in said Clerk's Office in Deed Book 149. page 221, from The Georgia Marble Company to Albereae Stone Company, and It being the same h A. Sansone, Trustee. under undery ad to deed off ualgnmes bntp dated January 17, 1"1, recorded In the Clerk's Office of the Circuit Court of Nelson County, Virginia, in Heed Book 149, pap 221. by deed dated February 29, 1996. recorded In sold Clerk's Office In Deed Book 250, pap 749. PARCEL 10 Ali that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, and containing 25 �CD+� �N1 Y J V s i J V 8 scree, more or less, and described as Parcel 19 In the Deed, and Parcel 3 on the MAPS, and being the same property conveyed to Wilkins by the Authority as Parcel 19 in the Deed. PARCEL It All that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, and containing 15.1 acres, more or less, and described as Parcel 22 in the Deed, and Parcel 2 on the MAPS, and being the same property conveyed to Wilkins by the Authority u Parcel 22 in the Deed. PARCEL 12 All that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, and containing 2 acres, more or less, and described Y Parcel 25 in the Deed, and Parcel 10 on the MAPS, and being part of the Authority as Paarrceel26 cein conveyed D Wilkinns s has conveyed certain portion* of Parcel 25 to Higgins Engineering Company by dead dated March 1, 1983, recorded in the Clerk's Office of the Circuit Court of Nelson County, Vfrglala, In Deed Book 202. page 462. PARCEL 13 All that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, and containing 10 acres, more or less, described as Parcel 25 in the Deed, and as Parcel 11 on the MAPS, and being the same property conveyed to Wilkins by the Authority as Parcel 26 in the Deed. PARCEL 14 AD that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, and containing 15.33 acres, more or ley, described u Parcel 55 in the Dead, and u Percels 31. 30, 40 and 41 on the MAPS, and being the same property conveyed to Wilkins by the Authority y Parcel 56 in the Dead. 26 PARCEL 15 Ali that certain tract or parcel of land, lying, situate and being in Nelson County, Virgitda, and containing 190.5 acres, more or less, described as Parcel 56 in the Deed, and u Parcel 62 on the MAPS, and being Part of the same property conveyed to Wilkins by the Authority as Parcel 56 in the Deed. LESS AND EXCEPT the following Conveyances: All that certain tract or parcel of land containing 10.5 acres, more or 1sss, as conveyed by deed June 20, 1977 to Norman H. Evans and Lucile V. Evans, recorded In said Clerk's Office In Deed .Book 150, page 185. All that certain triangular shaped land located on the south aide of Route 722 conveyed to Russell C. Randolph and wife, by deed dated October 21, 1982, recorded in said Clerk's Office in Deed Book 207, pars 712. AR that certain tract or parcel of land containing 5.42 acres and 5.12 acres located on the South aide of Routs 692, conveyed to Steve R. Evans and wife, by deed, recorded in said Clark's Office in Deed Book 207, Pare $01, Plat Book 16, page 55. All that certain tract or parcel of land lying, situate and being in Nelson County. Virrinla, and containing 10 acres conveyed to Kenneth Carroll by dead dated JBookuly 2015,7, 1977pare, recorl22.ed din Said Clerk's Office in Deed PARCEL 15A All that CerNdn tract or parcel of land. lying partially in Nelson County and parti"Y in Amberst County, Virginia. and oontaWug 661.2 acres, and described as Patrol 66 in the Dead, and described as Parcel 22 on the YAPS, and being part of the Same property the Deed- d- Wilkins by the A" EXCEPT go p&rW the follo6wing conveyanoss: 27 AB that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, containing 20.9 acres, more or less, conveyed by deed dated July 10, 1978, to Dalton Dean Showalter and Arthur Ray Showalter and Alice Tyree Showalter, recorded in the Clerk's Office of the Circuit Court of Nelson County, Virginia. in Deed Book 164, page 274. All that certain tract or parcel of land, lying, situate and being In Nelson County, Virginia, containing 10.92 acres, more or lase. conveyed to Richard M. Balley, said deed being recorded in the Clerk's Office of the Circuit Court of Nelson County, Virginia, In Deed Book 161. at page 294. All that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, containing 839.18 acres, more or less, end 114.04 acres, more or less, conveyed by deed dated July 10, 1978, recorded in the Clerk's Office of the Circuit Court of Nelson County, Virginia, in Deed Book 164. at page 133. and deed of correction dated July 24, 1979, recorded In the aforesaid Clerk's Office in Deed Book 173, at page 250. to Oladfelter Pulpwood Company. Mining And/Or Drilling Rights PARCEL 16 AB that certain tract or parcel of land, lying, situate and in Nelson County, Virginia, and containing $7.7 acres, more or less, and described as Parcel 61 In the Deed and as Parcel 32 on the MAPS, and being the same property, conveyed to Wilkins by the Authority as Parcel 61 in the Deed. PARCEL 17 All that certain tract or parcel of land, lying, situate and in Nelson County, Virginia, and ceatsining 104.71 aura, more or less, and described o Parcel 62 in the Deed and as Parcel 44 on the MAPS, and being the same property conveyed to Wilkins by the Authority to Parcel 62 in the Deed. 28 PARCEL 13 All that certain tract or parcel of land, lying, situate and in Albemarle County, Virginia, and containing 1.3 acres, more or lose, and described in said deed under "Other interests in Albemarle County as No. 3" and described as Parcel 46 on the MAPS, and being all minerals and mineral rights conveyed to Wilkins by the Authority in the Deed under "Other Interests in Albemarle County No. 3". PARCEL 19 All rights under lease of So acres between Arris W. Dawson and wife, to The Georgia Marble Company, Sated July 16, 1907, recorded in the Clerk's Office of the Circuit Court of Albemarle County, in Deed Book 432. page 9, and described in the Deed under "Other Interests in Albemarle County No. 4" and described as Parcel 37 on the MAPS. PARCEL 20 All that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, Containing 340 acres and described in the Deed under "Other Interests in Nelson County as No. 30, and described as Parcel 4$ on the MAPS, and being the same ibdtedto re by hItsind described in hDeed under "Other Interests in Nelson County as No. 3". PARCEL 21 All that certain tract or parcel of land, located on Route 600 near Route 0 containing 16.7 acres and described as Parcel I on the MAPS, and being the asae property conveyed to Wilkins by the Authority under "Other interests in Nelson County as Nos. 14 and 16. PARCEL 22 All that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, and containing 2 acres, more or lose, and decribed as the Church Site, Parcels 17 and 16 on the MAPS. 29 PARCEL 23 Ali that certain tract or parcel of lend, located at Climax in Nelsen County, Virginia, and described as Parcels 22. 23, 24, 25, 26, 27, 28, 29. 30 and 31 on the MAPS. PARCEL 26 Reserved PARCEL 25 AB mineral and soapstone rights reserved in a parcel of land containing 22.25 acres as set forth in s deed from Alberene Stone Company to Richard M. Bailey, dated May 25, 1037. recorded in the Clerk's Office of the Circuit Court of Nelson County, Virginia, in Deed Book 65, page 2, being described in the Deed under "Other Interests in Nelson County an No. 12", and described as Parcel 31 on the MAPS. PARCEL 26 All mineral and soapstone rights reserved in a parcel of land containing 2.3 acres as set forth in a deed from Alberene Stone Company to L. C. Marks, dated April 21, 1939, recorded in the Clerk's Office of the Circuit Court of Nelson County, Virginia, in Deed Book 67, pegs 206, and being the same property conveyed to Wilkins by the Authority in the Deed under "Other Interest in Nelson County as No. 131, and described as Pawl 63 on the MAPS. PARCEL 27 All that tract or parcel of land, lying, situate and being in Albemarlo County, Virginia and containing 563 acne and described as Parcel 50 on the MAPS, and being the same property sold by Willdne to Charles Morris, Sr. by deed dated June 6, 1940, recorded in odd Clerk's Office in Deed Book 695, pap 560 and by which deed Wilklne reserved the mineral rights there. 30 PARCEL 28 AU mineral rights and other interests in a tract of land as not forth in a contract between L. O. Carter and Alberene Stone Corporation of Virginia, dated September 16, 1958, recorded In the Clerk's Office of the Circuit Court of Nelson County, Virginia, in Deed Book 88. page 641. and being the name property conveyed to Wilkins by the Authority by the Deed under "Other Interests in Nelson County as No. 6" and described as Parcel 69 on the MAPS. PARCEL 29 Ali that tract or parcel of land, contdning 10.92 acres conveyed by Wilkins to Richard M. BaUey, by deed dated July 10, 1918, recorded In said Clerk's Office In deed Book 167, page 286, In which Wilkins did reserve the mineral rights to said property and being described as Parcel 26 on the MAPS. EXCEPTIONS TO SCHEDULE B I. SEE EXHIBIT E ATTACHED HERETO 2. OH and gas lease from S. Vann Wilkins, Jr, and others to W. R. Gray, dated January 29, 1061, recorded In the Clerk's Office of the Circuit Court of Albemarle County, Virginia, in Deed Book 719, page 202. 2. Quarry 26, regular grade quarry Included In Parcel 9 hereof and convsyW to S. Vance Wilkins by a deed dated February 28, 1986, from Joseph A. Sansone, Trustee, and recorded in the Clerk's Office of the Circuit Court of Nelson County, Virginia, to Deed Book 220. page 769. 6. No. 6 Block Serpentine Quarry included in Parcel 6 hersof and conveyed to S. Vance Wilkins, Jr, by a deed dated February 28, 1986. from Joseph A. Sansone, Trustee, and recorded in the Clerk's Office of the Circuit Court of Albemarle County, Virginia, In Deed Book ISO, page 620. 31 S. Basement to John B. Pollock described in a deed dated July 9, 1980, recrded in the Clerk's Office of the Circuit Court of Nelson County, Virginia, in Deed Book 180, page 632, over such land owned by Wilkins as may be necessary for the construction, operation, and maintenance of the dam and hydroelectric facility at said dam located, or to be located on 4.6 acres shown on a plat recorded in said Clark's Office In Deed Book 160, page 845, and transmission lines to and from said hydroelectric facility; and a flooding easement over land lying immediately west of 2.11 acres, shown as Parcel A on the aforesaid plat, recorded in Dead Book 180, page 645 to facilitate additional water storage as may be caused by Pollock's erection of flashboards on the d4m not to exceed five feat over the original height of the dam. 6. Basement granted John R. Pollock by deed dated December 4, 1980, recorded in the Clerk's Office of the Circuit Court of Nelson County, Virginia, in Deed Book 164. page 438, over such land owned by Wilkins as may be necessary for the construction, operation, and maintenance of a dam and hydroelectric facility at said dam located, or to be located on 8.78 acres as shown on a plat worded in said Clerk's Office in Deed Book 164, Page 419, together with Wilkinsriparian rights at taw and as may be necessary for tthe generation of electric power at the hydroelectric 7. Easement granted to John R. Pollock by deed dated May 4, 1081. recorded in the Clerk's Office of the Circuit Court of Nelson County. Virginia, in Deed Book 191, page $24, over such land owned by Wilkins as may be necessary for the construction, operation, and maintenance of the doe and hydroelectric fscWty at Bald dam located, or to be located on 3.31 &ors u shown on a plat recorded in said Clerk's Office to Deed Book 191. page 429, and transmission lines to and from said hydroelectric plant; and Wilkins grants riparian rights at law and as may be necessary for the genaratlon of electric power at the facility. S. Basement to S. Vance Wilkins, Jr. contained in a dead dated March 17, 1988. recorded in the Clerk's Office of the Circuit Court of Nelson County, 32 Virginia, in Deed Book 202, page 583, for a non-exclusive right of May and easement over and across 27.34 acres described in a deed dated August 12, 1886 from Higgins Engineering Company to HASC to be recorded contemporaneously herewith. 33 EXHIBIT C All that certain tract or parcel of land, lying, situate and being in Nelson County, Virginia, and known as the Johnson Hollow Tract and containing 784.8 acres, more or less, situated on Ball Mountain and west of adjoining tat parcel section 01, Parcels 13 and 13, and being the same property conveyed to Wilkins by the Authority as Parcel /5 and 40 In the Deed, LESS AND EXCEPT, the following conveyances; All those certain tracts or parcels of land,,.contaWng 4.8 some, 8.7 acres, and 3.31 acres conveyed by Wilkins to John B. Pollock by the following deeds: July 9, 1980. recorded In the Clerk's Office of the Circuit Court of Nelson County, Virginia, In Deed Book 100, page 632; deed dated December 8, 1980, recorded in said Clerk's Office in Deed Book 184, at page 438, and dead dated May /. 1981, recorded in said Clerk's OtHcein Deed Book 191, page 820; All that certain tract or parcel Of land, located in Nelson County, Virginia, and Containing 439.3 acres, more Or Was. Conveyed by Wilkins to C. Douglas Branch, by deed dated April 26, 1995, recorded in said Clerk's Office In Deed Book 222. page 258, and by deed dated November 0, 1926, recorded in said Clerk's Office in Dead Book 221, page 033. 34 0 ....\ 6 ., v EXHIBIT E Easements in Nelson County, Virginia Easements The abovs parcels and interestaars conveyed iubject j. to all easesiants Of record and other unrecorded rights if any and in Particular to the following: (1) Right of way frog Virginia Alberene Corporation to Central Virginia Bower CaMany,dated March 9, 1926;in D.D. 54, P. 67, in the Clerk's Office of the Circuit Court of tralson County. w (2) Tight of way from Alberene stone Corporation of Virginia to Appalachian Lleetrie and power ComPany,dated dune 14, 1939,in D.S. 67, p. 5610in said Clerk's Offices. (3) Right of way frog Alberans Stow Corporation of Virginia to Appalachian Lleatria and Bower CMPany,ared November 2, 1949,in D.S. 01, p. 213,in said Clerk's Office. (4) Right of way from Albersne Stow Corporation of Virginia to Appalachian sleatria and tower Coepany,ated Itoveaber 200 2931 in D.S. 13, P. 520,ia said Clark's Office. 36 0 (3) Right of way frog Albers., Stone Corporation Of Virginia to Appalachian Electric and powr Coapany,dated May 1, 1953,in D.S, 15, P. 495, in said Clerk', Office. (6) Right of way from Alberane Stone Corporation of Virginia to Appalachian Electric and power Cauepany,dated HOvember 22, 1933 in D'D' 19, p. 23,1n Said Clark's office. (7) Right o! way from Alberene Stone Corporation of Virginia to Virginia Talephone and Tolog.aph Coepany,dsted February 1, 1953 in ,� y 91, P. 73,in said Clark's Office. (/) Right of way frost Albers A* Stone Corporation of Virginia to Appalachian Electric and rower Company dated April 11, 1957,in D.z. 91, P. 79 in said Clerk', Office. (9) Right of way from The Osorgia MAID10 Company to Virginia Telephone and Telegraph Coagany,date9 tiay IS, 1960 in 0.1. 93, P. 121,in said Clarke office. 37 (10) Right of Way from The Georgia ffarble Ccnr,3any to Virginia Telephone and Telegraph Corpany,dated flay, is, lgE0, in D.R. 93, P. 129,in said Clerk's Office. (11) Right of vay from The Georgia 1'.ar4le Company ,to Virginia Telephone and Telegraph Cospany,dated Hay 18,•1960, in D.D. 95, p. 130,in said Clark's Office. (12) Right of vay from The Georgia Marble Company to Virginia Telephone and Telegraph Company dated Hay 11,, 1960, in.D. D. 9!, P. 131,in said Clerk's Office. (13) Right of way from The Georgia Marble Cm?any to Virginia Telephone and Telegraph Cospany,dated Hay 11, 1960, in D.1. 99, p. 132, in said Clerk's Office. (16) Right of ray from The Georgia Marble Coa»any to Virginia Telephone and Telegraph COW -my, dated Deeeffier 8, 1974 in D.2. 129, V. 148,in said Clerk's Office. 38 (13) Right of ray from The Georgia Marble Company to Appalachian Electric and Parr Com?any,dated June 6, 197o, !n D.D. 119, P. 673,in said Clark's Office. (16) Right of way from The Georgia Marble Company to Virginia Telepho-es and Telegraph Cagany,dated ?,.ay 15 , 1972, in D.B. 126, p. 626,in said Clark's Office. (17) Right of ray from The Georgia Marble Company to Virginia Telephone and Telegraph Coemany,dstod p;ay 1S, 1972, in D.B. 126, p. (29,in said Clerk's Office. (11) Right of teat' from The Georgia larble CaM%pany to Virainin 701ophOnc and Telegraph Company, doted may 13, 1972, in D• �• 126, p. 630, in said Clerk's officu. (19) Right of way for road conveyed to Mitchell 0. Carr over Parcel 63 by conteaporansous dead. (20) Right of way for road conveyed to Alberene Stone Coapany over Parcel 27 by contemporaneous dead. 39 0 Roads Further excepted from said parcels in Nelson County are those certain strips of land described in the following deeds conveyed off by the following companies to the Commonwealth of Virginia for roads insofar as they may cross said parcels: (1) Virginia Soapstone Company, dated June 29, 1929, in D. B. 55, p. 213, in said Clerk's Officer (2) Alberene Stone Corporation Of Virginia, dated April 26, 1943, in D. B. 71, p. 313, in said Clark's Offices (3) Alberene Btone Corporation of Virginia, dated March 22, 1949, in D. 1. 80, p. 495, in said Clerk's Officer (4) Albersas Stone Corporation of Virginia, dated October 28, 1953, in D. B: 16, p. 347, in said Clerk's Officer (5) .The w Georgia Marble, Company, dated December 23,. 1963, in D. 0.102, t F. 65, in said Clark's Offices (4) The Georgia Marble Company, dated February 19, 1971, in D. B. 123, P. 306, in said Clark's Officer and (7) The Georgia Marble Company to Commonwealth of Virginia, dated November j, 1971,'in D. s. 127, p. 169, in said Clerk's Office. 40 J: Al y J V v Ronda • Further excepted from the above parcels are those .certain strips of land described in the following deeds conveyed off by Alberene Stone Corporation of Virginia to the Commonwealth of Virginia for roada insofar as they may cross said parcels. (1) Deed of January 11, 1941, 'in D. B. 250, p. 172,E in said Albemarle County Clark's officer (2) Deed of September /, 1942 in D. D. 255, p. 561, in said Albemarle County Clerk's officer and (3) Dead of March 16, 1950 in D. B. 259, p. 91, in said Albemarle County Clark's Office. 41 0 u, V V r .n �• EXHIBIT E Easements in Albemarle County, Virginia (1) !tight of way from Virginia A;berens Corporation to Appalachian Iltctric and Paver Cot�eany, dated December 2C, 1926, in said Albemarle County Clark's Office, in D. A. 201, p. 574. (2) Right of vay from Virginia Pabere,no Corporation to Appalachian Clectric and Pawor Company datM,August 13, 1929 in Sail. Albomarls County Clark.'s Office in D. D. 203, p. 16. (3) .^,ight of way from Virginia Alberans Corporation Ito Board of Supervisors of Albemarle County for county road,dated ;Hoveaber 25, 1931,in said Alb"Arls County Clark's Office,in D. S. 215, p. 22. (4) Right of way from AMMrsns Stone Corporation to Appalachian Electric and power Campany,dated June 14, 1939,in Isaid Albamarle County Clerk's Office; in D. S. 245, P. 313. (S) !tight of way from Albsrens Stows Corporation fto Appalachian Ilectrio and lower Company,dmtsd I;Ovember 23, 1939,: In Said Albemarle, County Clerk's Offics,ia 0. S. 26i, p. 17. . 42 0 li J J . M•U (6) Right of way from Albarene Stone Corporation to Appalachian Electric and Power Company,dated June 14, 1939,in :said Albemarle County Clark,$ Offiee,in D. S. 21/, p. 361. (7) Right of way from Alberene atone Corporation to Appalachian tlectric and Power Cospany,dSted T�brua ' in said Albemarle Coenty.Clark's Office,ih D. B. 271, rY �7, 1948, P. .225. (0) ]tight of way from Alberene atone Corporation to Appalachian ilectric and Power Capany,dated October 21, 1950, in said Albemarle County Clarke Office,in D. S. 292, V. 500. (9) light of way from Alberana Stone Corporation to Virginia Telephone and Telegraph Company,dated Tebru&ry 3, 1955, in Said Albemarle County Clarke Office ,ia D. •. ]]0, P. S2/, plat at page 529. (10) ]tight of way from Albarane atone Corporation to Appalachian rleetrie and Power Company,ated April 11, 1957 in Said Albemarle County Clerk'e Offlae,ln D. B. ]]Y, p, 595. , ' (11) Right of way from Alberaes atone Corporation to Virginia Telephone end Telsgra?h Compary,atmd rlarch 1. 1960, in Albemarle County Clsrk'S Office,ia D. B. 357, p. 117. (12) Right of way from Alberene $tons, a division 43 of Tho Georgia Harble Company, to Virginia Teloplcone and Telegraph Company, dated Septambar 19, 1963 in Albemarle County Clerk's Offic in D. D. 394, p. 165. (13) Right of way from The Coorgia Marble Company to Board of Supervisors of Albemarle County for county road, dated November 6, 1964, in said Albemarle County Clerk's office, in D. B. 403, p. 63. (16) Right of way from Alberene Stone, a division of The Gsorgia Marble Company, to Virginia Tslcphone and Telegraph Company, dated January 7, 1965,-in said Albemarle County Clark's Office, in D. D. 417, p. 561. (15) Right of Way from Alberene Stone, a division of The Georgia Marble Company..to Virginia Telephone and Telegraph CoaQany, dated January 11, 1965, in said Albemarle County Clerk's Office, in D. a. 417, p. 562. (16) Right of Way from The Osorgia Marble Company to Virginia Telephone and Telegraph Campaay, dated March 23, 1965, In said Albemarle County Clerk's Office, in D. D. 420, P. 206. (17) Right of way from The Georgia Marble Company to Commonwealth of Virginia, dated August 15, 1965, in D.S. 631,• p. 115, In said Albemarle County Clark's office. 44 (18) Right of Way from Alberene Stone, a division of The Georgia Marble Company, to Virginia Telephone and Telegraph Company, dated February 7, 1969, in said Albemarle County Clark's Office, in D.B. 455, p. 355. (19) Right of way from Alberene Stone, a division of The Georgia Marble Company, to Virginia Telephone and Telegraph Company, dated December 8, 1972, in said Albemarle County Clark's office, in D. B. 520, p. 224. (20) Rights of way for road conveyed to Mitchell 0. 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XiTA 9 ;f•0 ppo = 2 / g �; \) ® & % �y » % © -j'kew, tqa Fa5e M Cl !S ��kq ,r.; -- ,Z ¥ _■; /�; f� . as ,F. } k VIRMa : IN THE CLERK'S OFFICE T THE CII+iiRY COW OF ALBDWUE OOLUM THIS DEED WAS PPESEMM, AND WIN CERTTFTCATE AMP M, ADICM TO RECORD, OH (� J4� to 19 at �; (� O'CIIXIC p �N. \ STATE TAX $$(039) VAMER PC $ (21122) CLm'S PEE $(301) PLAT S SEC. 58.1-802 T'ESTE: STATE TAX $ (038) SHE MARSHALL, CLERK IOCAL TAX r (Y23) BY: C/ � TDrAL $ R4.61