TOOELE CITY CORPORATION RESOLUTION 2011-08 A RESOLUTION OF THE TOOELE CITY COUNCIL APPROVING AND RATIFYING A SETTLEMENT AGREEMENT WITH ROCKY MOUNTAIN POWER. WHEREAS, the Toosle City General Plan-Land Use Element, adopted by Ordinance 1998-39, identifies an overriding theme “to protect the existing character, unique features and quality of life that exists in Tooele City,” including the need to “protect the natural environment of the city’; and, WHEREAS, on several occasions the City Council has set the stage for, and affirmed the need for, the acquisition and maintenance of property for the legitimate and compelling public purposes of preserving viewshed, scenic views, open space, watershed, wildlife habitat, and non-motorized recreation, and to. protect the public heaith and safety (collectively the Open Space Values; see Exhibit A, attached); and, WHEREAS, in 2007 the City was notified by Rocky Mountain Power (the Company) of the Company's plans to build a 345 KV high power transmission (the Line) from Mona in Juab County to the Oquitrh substation in West Jordan, Salt Lake County, via Tooele County; and, WHEREAS, in April of 2009, the Company requested that the City sign a Right of Access Agreement for the Company to enter upon City-owned property for geotechnical research purposes; and, WHEREAS, upon meeting with Company representatives following the April 2009 request, the City Attorney learned that the Line wes projected fo cross property that the City has owned since about 1935, and which the City held as open space for the protection of the Open Space Values; and, WHEREAS, having leamed of the Company's intended alignment of the Line across City-owned open space property, the City Council and Mayor refused to approve and sign the Right of Access Agreement; and, WHEREAS, under the leadership of Brad and Kaye Pratt and others, Tooele residents organized a group of citizens (the Tooele City Concemed Citizens Group) concerned about the adverse impacts of the Line along the south and east benches of Tooele City and the Tooele valley; and, WHEREAS, the Tooele City Mayor and City Council, together with the elected leaders of Tooele County and Grantsville City and organized groups of concemed citizens, reached consensus on an alignment of the Line through the Tooele valley that would minimize the environmental and other detrimental effects of the Line, and memorialized that consensus in a Consensus Letter dated September 21, 2009; and,WHEREAS, as patt of the process of formulating a draft Environmental Impact Statement (EIS), the Tooele City Mayor filed a timely protest in 2009 with the United States Bureau of Land Management (BLM), which protest was not mentioned in the final EIS; and, WHEREAS, as part of the process of finalizing the EIS, the Tooele City Attorney filed a timely protest of the EIS with the BLM on May 24, 2010. Tooele City has never received a response to that protest; and, WHEREAS, the Tooele City Attomey filed a timely protest with the Utah Public Service Commission on October 9, 2010; and, WHEREAS, the Company applied to Tooele County for a conditional use permit (CUP) for the Line in late 2009; and, WHEREAS, the Tooele City Mayor and Council filed a timely protest of the CUP application with the Tooele County Planning Commission on January 20, 2010; and, WHEREAS, on February 3 and March 3, 2010, the Planning Commission held public hearings at which Tooele Gity and others placed substantial evidence in the record that the Line, as aligned along the south and east benches of the Tooele valley, would create numerous reasonably anticipated detrimental effects that could not be mitigation by the imposition of reasonable conditions (reference Tooele County Code §7-5 and U.C.A. §17-272-508)). Therefore, Tooele City and others urged the Planning ‘Commission to deny the CUP. The Planning Commission denied the CUP; and, WHEREAS, consistent with Toosle County Code §7-8 and U.C.A. §17-27a-701 et seq., the Company appealed the CUP denial to the Tooele County Commission, which upheld the Planning Commission's denial; and, WHEREAS, inconsistent with Tooele County Code §7-8 and U.C.A. §17-27a-701 et seq., the Company appealed the CUP denial to the Utah Utility Facility Review Board (Board) rather than to the District Court; and, WHEREAS, the Tooele City Mayor and Council filed a timely protest with the Board on April 21, 2010; and, WHEREAS, after hearings in May 2010, the Board ordered Tooele County to issue the CUP to the Company for the Line by Order dated June 21, 2010 (reference Board Docket No. 10-035-39); and, WHEREAS, Tooele County filed a Motion for Stay with the Board and an Appeal of the Board's Order with the Utah Court of Appeals. The Board denied the Motion for Stay. The Appeal is pending with the Court of Appeals (reference Case No. 20100579); and,WHEREAS, in light of the Board's Order fo issue the CUP, Tooele City filed in the Third District Court a Verified Complaint (later amended) and a Motion for Temporary Restraining Order (TRO) to protect its interests as a property owner and the interests of its constituency (reference Case No. 100301557); and, WHEREAS, on August 17, 2010, the District Court issued a TRO, confirmed by @ Minute Entry dated September 27, 2010, and an Order dated September 29, 2010. Following a hearing on September 2, 2010, the District Court issued a Preliminary Injunction on October 4, 2070, prohibiting issuance of the CUP; and, WHEREAS, among other things, the City's lawsuit alleged the following: 1. issuance of the CUP and construction of the Line on City-owned properly would cause irreparable damage to Tooele City in manifold ways; 2. appeal of the CUP denial to the Board instead of to the District Court denied Tooele City a legal forum and a legal remedy without due course of law in violation of Article |, Section 11 of the Utah Constitution, known as the Open Courts Clause; 8. the Company does not have the legal authority to take the City’s property by eminent domain because the property was already appropriated to other public uses that would be destroyed by the Company's proposed use, and the Company's proposed use was not consistent with the greatest public use and the least private injury (reference §§U.C.A. 78B-6-504(1)(d) and -506(1)); and, 4, the statute that authorizes the Board's existence and duties illegally delegated to the Board the power to interfere with municipal property, in violation of Article VI, Section 28 of the Utah Constitution, also known as the Ripper Clause. WHEREAS, the Company filed a Motion to Dismiss the City’s Complaint, which Motion the District Court denied on October 18, 2010; and, WHEREAS, without a hearing, the Court of Appeals dissolved the Preliminary Injunction by Order dated October 28, 2010 (reference Case No. 20100759-CA). Tooele City appealed the Court of Appeals Order to the Utah Supreme Court, where the matter is pending; and, WHEREAS, following the dissolution of the Preliminary Injunction by the Court of Appeals, Tooele County issued the CUP; and, WHEREAS, on November 10, 2010, Tooele City appealed the issuance of the CUP. The Appeal requested the alternative reliefs summarized below: 4. Rescind the CUP based on the grounds explained in the City’s litigation and the substantial evidence in the CUP record; OR, 2. Impose two conditions that the Planning Commission rejected in the issuance of the CUP; OR 3. Impose a 30" condition in the CUP requiring the Company to move the Line further south within the area allowed by the Order of the Board.WHEREAS, after a hearing, the Tooele County Commission granted the City's appeal on Deceiver 14, 2010, by imposing condition #30 in the CUP, which condition required the relocation of a portion of the Line as shown in map attached as Exhibit and, WHEREAS, Tooele City and Tooele County have worked cooperatively to preserve the Open Space Values by imposing mitigating conditions on the Line, encouraging mitigating relocations of the Line, and protecting the interests of the City’s and the County's respective constituents; and, WHEREAS, the Company and the City began to discuss the possibility of settlement in August 2010. The City's primary purposes in exploring settlement were (1) to mitigate the detrimental effects of the Line upon City property and City constituents, (2) to obtain open space offsets where mitigation was not possible or available, and (3) to avoid the high costs of litigation; and, WHEREAS, the Company and City have reached a negotiated settiement (Settlement) embodied in the Settlement Agreement and Release attached as Exhibit C and summarized as follows: 1. the City will dismiss its litigation against the Company; 2. the Company will convey fo the City approximately 130 acres of additional open space, including the Little Mountain/Patterson Construction property currently entitled to a 140-unit high-density Planned Unit Development (PUD); and, 3. the Company will construct City-required improvements to its 12-acre Skyline Nature Park in the amount of $500,000, WHEREAS, the Tooele City Mayor and Council believe that the Settlement is in the best interest of Tooele City, the Open Space Values, the City’s constituents, and Tooele County; and, WHEREAS, the Mayor has signed the Settlement Agreement and Release, ‘subject to the approval and ratification of the City Council: NOW, THEREFORE, BE IT RESOLVED BY THE TOOELE CITY COUNCIL as follows: 4. the above recitals are hereby incorporated into this Resolution as findings of fact supported by substantial evidence; 2. the preservation of open space for protection of the Open Space Values is hereby reaffirmed as a legitimate and compeliing public purpose; 3. the Settlement, as embodied in the Settlement Agreement and Release (Exhibit C), is in the best interest of Tooele City and will further the general health, safety, and welfare of Toosle City and its population; 4. the Settlement Agreement and Release is hereby approved; 5. the Mayor's signature on the Settlement Agreement and Release is hereby ratified;6. the City’s legal counsel is hereby authorized to sign and file the litigation dismissal documents required by the Settlement Agreement and Release; 7. the City Administration is hereby authorized to issue a joint media release regarding the Settlement, as contemplated in the Settlement Agreement and Release; 8. the Mayor is hereby authorized to execute all easement and other documents required by the Settlement Agreement and Release; and, 9. this Resolution shall become effective upon passage, without further publication, by authority of the Tooele City Charter. IN WITNESS WHEREOF, this Resolution is passed by the Tooele City Council this___day of , 2011.TOOELE CITY COUNCIL (For) (Against) ABSTAINING: MAYOR OF TOOELE CITY (Approved) (Disapproved) ATTEST: Sharon Dawson, City Recorder SEAL Approved as to Form: Roger Baker, City AttomeySETTLEMENT AGREEMENT AND RELEAS) ‘This SETTLEMENT AGREEMENT AND RELEASE (“Agreement”) is made and entered into by and between ROCKY MOUNTAIN POWER, @ division of PacifiCorp (the “Company”), and TOOELE CITY, a municipal corporation of the State of Utah (the “Ciy”). This Agreement shal] be effective pursuant to paragraph 16 herein. RECITALS A. In 2009, the Company sought a conditional use permit (the “CUP”) from Tooele County (the “County”) for the construction and operation of the Mona to Oguirrh transmission project (the *Project”). The County denied the Company's application for the CUP. B. The Company subsequently appealed the County’s decision to the Utah Utility Facility Review Board (the “Board”, a Board created by the Utah Legislature to resolve disputes between local governments and public utilities regarding the siting and construction of infrastructure and facilites, C. After a hearing before the Board, the Board issued its decision finding that the Project is needed to provide safe, reliable, adequate, and efficient electrical services throughout the State of Utah and ordered the County to issue the CUP. D. Following the issuance of the Board’s order, the City filed an action against the County and the Company in the Third District Court (Tooele County) challenging the issuance of the CUP. ‘The Third District Court issued an order in that action enjoining Tooele County from issuing the CUP. The Court of Appeals later dissolved the preliminary injunction, The City then filed a petition for certiorari seeking review of the Court of Appeals order dissolving the preliminary injunction, which petition is currently pending before the Utah Supreme Court. All of the legal proceedings relating to or arising out of the issuance of the CUP, including but not limited to the litigation in the Third District Court, the petition for certiorari currently pending before the Uteh Supreme Court, and the eminent domain action recently filed by the Company in the U.S. District Court are collectively referred to herein as the “Litigation.” E. The Company and the City now desire to seitle the dispute between them and to terminate the Litigation in accordance with the terms and conditions of this Agreement. In entering into this Agreement, neither the Company, nor the City admits any liability or error, either in connection with the Litigation or otherwise. AGREEMENT. In consideration of the mutual promises, covenants, releases, and agreements contained herein, ‘the Company and the City agree as follows: 1, Dismissal of the Litigation. Within five days of the date this Agreement becomes effective, the Company and the City shall cause their respective legal counsel to execute a stipulation and proposed order for dismissal with prejudice of the Litigation which shall be filed in all applicable courts in which the Litigation is pending. The City agrees not to take any further administrative, court, or other action, cither directly or indirectly, to challenge, oppose, or take any position contrary to any permit, order or authorization needed for the construction of the Project. Nothing herein shall be construed to bar either party from seeking enforcement of this Agreement or the terms of the CUP in an appropriate forum. 1Specific Terms and Conditions. The City and the Company agree to the following specific terms and conditions: Little Mountain Property. The Company agrees to purchase that certain parcel of real property known by the parties as the “Little Mountain Property” and to convey all right, title, and interest to the Little Mountain Property to the City by special warranty deed, with no cost or expense of any kind to the City so long as it is used for open space, public recreational purposes and other public uses as may be reasonably determined by the City. The Company will pay for # standard-coverage owner's polioy of title insurance insuring the City’s title to the Little Mountain Property, subject only to those exceptions set forth in a commitment for title which will be provided to the City, A map showing that portion of the Little Mountain Property to be conveyed to the City is shown on Exhibit “A” attached hereto. The Company will except from the deed of ‘conveyance land necessary for the future expansion of its substation located adjacent to the Little ‘Mountain Property. The Parties recognize that in connection with the future expansion of the substation or for the replacement of existing equipment within the substation, the Company will need to cross the Little Mountain Property with vehioles and equipment. The City agrees to provide the Company with access to the substation using the existing unimproved roads on the Little Mountain Property or such other access as may be reasonably provided by the City. As partial consideration for entering into this Agreement, the City agrees that Rocky Mountain Power shall have the right to expand the existing substation and install overhead power lines along existing transmission line corridors as needed and as permitted by applicable regulatory authorities to serve the electrical demand in the Tooele Valley and the Company’s electrical system subject only to reasonable conditions to mitigate the reasonably anticipated detrimental effects of the substation and power lines in accordance with applicable standards, The foregoing sentence is intended to be consistent with the provisions of Utah Code Ann. §10-9a-507, as may be amended from time to time. The footprint of the substation expansion shall be substantially similar to the design identified in Exhibit “B” attached hereto, The deed of conveyance is attached hereto as Exhibit “C.” Rocky Mountain Power will convey the Little Mountain Property to the City within 10 days after Rocky Mountain Power obtains title to the property, but not later than December 31, 2011, unless an appeal of the Record of Decision issued by the Bureau of Land Managerent is fied and a stay of that decision is granted, in which event the Company will convey the property no later than June 30, 2012, b, __LDS Church Property. The Company agrees to purchese that certain 3 acre parcel of real property known by the parties as the “LDS Church Property” and to convey all right, title, and interest to the LDS Church Property to the City by special warranty deed, with no cost or ‘expense of any kind to the City so long as itis used for open space, public recreational purposes and other public use as may be reasonably determined by the City. The Company will pay for a standard-coverage owner's policy of title insurance insuring the City's title to the LDS Church Property. A map showing the LDS Church Property is shown on Exhibit “D” attached hereto. The deed of conveyance is attached hereto as Exhibit “E.” Rocky Mountain Power will convey the LDS Church Property to the City within 10 days after Rocky Mountain Power obtains title to the property, but not later than December 31, 2011, unless an appeal of the Record of Decision is filed and a stay of that decision is granted in which event the Company will convey the property no later than June 30, 2012. ©. Nature Pari Improvements. The Company will provide in-kind improvement to the Skyline Nature Park for an amount up to and not to exceed $500,000 in actual, documented ‘expenses as a mitigation improvement amount (“MIA”) for the Project and as a replacement for 2the open space values of City land taken as a result of the Project and as consideration for the transmission line easement being conveyed to the Company. The City will provide the Company with the final construction designs and specifications for the work that will be performed using these funds. The final construction designs and specifications for the work shall be provided to the Company by the City no later than November 1, 2011. The Company will obtain competitive bid estimates based on the designs and specifications for the work. The City shall have the right, using its own third party contractor, to independently verify that the Company bid amounts are equal to or exceed the MIA before any work is performed, If the bids for the proposed work reflect an amount less than the MIA, the City may add more facilities or improvements to its request to meet the amount of the MIA. However, if the work exceeds the MIA, the City shall determine which elements of the work shall be excluded in order to rot exceed the MIA. The work may be performed during the construction of the Project by the successful bidder, but shall be completed no later than December 31, 2012. The successful bidder shall post payment and performance bonds in favor of the Company and the City as required by the specifications. 4. Conveyance of Transmission Line Easements. The City will convey and deliver out cost or expense to the Company an easement for the transmission line project when the City receives title to the Little Mountain Property and the LDS Church Property, which easement shall include all access roads, upon execution of this Settlement Agreement, The form of the transmission line easement is attached hereto as Exhibit “F", consistent with the adjustments to the access road alignments between towers 10 and 13 shown on the plan attached hereto as Exhibit “G.” ¢. __Revogetation and Restoration. The Company agrees that it will comply with all terms of the conditional use permit issued by Tooele County, including those terms requiring the revegetation and restoration of the City’s property upon which the Project will be constructed, and also including restoration of such properties in accordance with the plan of development that was approved by the Bureau of Land Management and incorporated as a condition of the conditional use permit. The Company agrees to meet with the City as frequently as requested by the City to discuss the Project, the use of the City property, and the restoration efforts to ensure Company compliance in this regard. If the City identifies any work that is not in compliance, the City will promptly notify the Company. f __ Bi-annual Planning Meeting. The Company agrees to meet with the City no later than June 1, 2011 and every other year thereafter, for the purpose of exchanging information and documents regarding load growth, economic development and load forecasting, annexation proposals, capital development and any other documents or information that may be mutually beneficial. g, Vested Rights. The City acknowledges and agrees that, despite the fact that the City property that is subject to the easement as set forth in paragraph 2.d. above, has been annexed into the municipal boundaries of the City, the Company has legally vested rights in the conditional use permit that was issued by Tooele County and that the terms and conditions incorporated into that conditional use permit, togetlier with the terms of the easements granted by the City and the terms and conditions of this Agreement, govern the construction, access, and operation of the transmission line and that no additional conditional use permit is required by the City nor may any further conditions be imposed by the City regarding the Project.h. Access Gates. ‘The Company will install an access gate at two locations as shown on Exhibit “H”. The City and the Company shall each have the right to put a lock in the gates. After installation, the City shall own and maintain the gates. 3. Hees and Expenses. The City and the Company shall each bear their own respective costs and expenses, including attorneys” fees, incurred in connection with the Litigation and this Agreement. 4, General Release by the City, a. _Excopt as otherwise provided in Paragraph 4.d. below, and conditioned upon the Company's compliance with all of its obligations under this Agreement, the City hereby releases and forever discharges the “Company Releasees,” consisting of the Company, and, where applicable, its parents, subsidiaries, divisions, affiliates, shareholders, officers, directors, owners, associates, predecessors, successors, heirs, assigns, agents, partners, employees, insurers, representatives, lawyers and all persons acting by, through, under, or in concert with them, or any of them, of and from any and all manner of action or actions, cause or causes of action, in law or in equity, and any suits, debts, liens, claims, demands, damages, losses, costs or expenses, of any nature whatsoever, known or unknown, fixed or contingent, relating to the Project (hereinafter the “City Claims”), that the City, and each of them, has against the Company Releasces as of the date of execution of this Agreement, by reason of any matter, cause, or thing whatsoever, including, ‘without limitation, any and all City Claims arising out of, based upon, or in any way relating to the Litigation or any City Claims raised therein or that could have been raised therein. b, The City represents end warrants that there has been no assignment or other transfer of any interest in any City Claims which the City may have against the Company Releases, and agrees to indemnify and hold the Company Releasces harmless from any liabilities, claims, demands, damages, costs, expenses, and attorneys” fees incurred by any of the Company Releasees, as a result of any person claiming under any such assignment or transfer. It is the intention of the parties that this indemnity does not require payment as a condition precedent to recovery by the Company Releasees against the City under this indemnity. ©. The City agrees that if it hereafter commences, joins in, or in any manner seeks relief through any suit arising out of, based upon, or relating to any of the City Claims released hereunder, or in any manner asserts against the Company Releasees, or any of them based upon the City Claims released hereunder, then it shall pay to the Company Releasees, in addition to any other damages caused to the Company Releasees thereby, all attorneys” fees and costs incurred by the Company Releasees in defending or otherwise responding to said suit or City Claims. 4. The general release set forth herein shall not extend to or be construed as releasing the Company Releasees, or any of them, from their responsibilities, promises, obligations, covenants, and agreements under or arising cut of this Agreement or the CUP or any claims which may arise in the future regarding the construction of the Project. 5. General Release by the Company. a. __Except as otherwise provided in Paragraph 5.d. below, and conditioned upon the City’s compliance with all of its obligations under this Agreement, the Company hereby releases forever discharges the “City Releasees,” consisting of City, and, where applicable, each of its ns, afiliates, officers, directors, predecessors, successors, heits, assigns, agents, partners, 4employees, insurers, representatives, lawyers and all persons acting by, through, under, or in concert with them, or any of them, of and from any and all manner of action or actions, cause or causes of action, in law or in equity, and any suits, debts, liens, claims, demands, damages, losses, costs or expenses, of any nature whatsoever, known or unknown, fixed or contingent, relating to the Project (hereinafter the “Company Claims”), that the Company, has against the City Releasees as of the date of execution of this Agreement, by reason of any matter, cause, or thing whatsoever, including, without limitation, any and all Company Claims arising out of, based upon, or in any way relating to the Litigation or any Company Claims raised therein or that could have been raised therein. b. ‘The Company represents and warrants that there has been no assignment or other transfer of any interest in any Company Claims which the Company may have against the City Releases, and agrees to indemnify and hold the City Releasees harmless from any liabilities, claims, demands, damages, costs, expenses, and attomeys’ fees incurred by any of the City Releasees, as a result of any person claiming under any such assignment or transfer. It is the intention of the parties that this indemnity does not require payment as @ condition precedent to recovery by the City Releasees against the Company under this indemnity. c, The Company agrees that if it hereafter commences, joins in, or in any manner secks relief through any suit arising out of, based upon, or relating to any of the Company Claims released hereunder, or in any manner asserts against the City Releasees, or any of them, any of the Company Claims released hereunder, then they shall pay to the City Releasees, and each of ‘them, in addition to any other damages caused to the City Releasees thereby, all attorneys’ fees and costs incurred by the City Releasees in defending or otherwise responding to said suit or ‘Company Claim. 4. The general release set forth herein shall not extend to or be construed as releasing the City Releasees, or aay of them, from their responsibilities, promises, obligations, ‘covenants, and agreements under or arising out of this Agreement. 6. Severability, In the event that any provision in or obligation under this Agreement shall be invalig, illegal, or unenforceable in any jurisdiction against the City and/or the Company, the validity, legality, or enforceability of other provisions in or obligations under this Agreement shall not in any way be affected or impaired thereby. 7, Suceessors and Assigns. This Agroement shall be binding on, and shall inure to the benefit of, the parties hereto and their respective successors and assigns. 8 inforcement of Agreement. If any party to this Agreement brings an action or proceeding to enforce its rights hereunder, the prevailing party shell be entitled to recover its costs and expenses, including court costs and attorneys" fees, if any, incurred in connection with such action or proceeding, including any court costs or attomeys? fees incurred on appeal 9. Construction of Agreement. This Agreement shall be construed as a whole in accordance with its fair meaning and in accordance with the laws of the State of Utah. The terms of this Agreement have been negotiated by the parties, and the language of the Agreement shall not be construed in favor of oor against any particular party. The headings used herein are for reference only and shall not affect the construction of this Agreement.10. Authority. The individuals exeouting this Agreement represent end warrant to the other Party that he/she bas the legal authority to execute this Agreement pursuant to the terms herein, 11, Entire Agreement. This Agreement represents the sole and entire agreement between the parties and supersedes all prior agreements, negotiations, and discussions between the parties hereto anor their respective counsel with respect to the subject matter covered hereby. 12, Facsimile Signatures. Facsimile signatures in one or more counterparts of this Agreement shall be binding, 13. Joint Pross Release. After this Agreement has been fully executed by both parties and ratified and approved by the Tooele City Council, the Company and the City shall issue a joint press release pertaining to the terms of this Agreement. The timing and content of the press release shall be ‘mutually agreed upon end shall be positive and not disparaging to either of the Parties in any manner. This Agreement will become a public record. Except as may be required by law, the Partics may not divulge any amount paid pursuant to this Agreement, except for the MIA for the Skyline Nature Park improvements which may be made public and included in the joint press release. Legal counsel for the Parties shall instruct their principals, including but not limited to Company executives, Tooele City Council members and Mayor that neither Party shall speculate publicly regarding any cost to the Company or the City required for the performance of this Agreement. The foregoing shall not apply to the amount paid by the Company for the Skyline Nature Park improvements, 14, Amendment to Agreement. Any amendment to this Agreement must be in a writing signed by duly authorized representatives of the parties hereto and stating the intent of the parties to amend this Agreement, 15, Construction of Agreement. This Agreement is the result of arms-length negotiations between two sophisticated parties and any ambiguities or uncertainties will not be construed for or against either Party, but will be construed in a manner that most accurately reflects the intent of the Parties when this Agreement was executed. 16. Effective Date, The Parties intend to execute this Agreement January 14, 2011, which shall be subject to and effective upon: 1) execution by both Parties; 2) ratification and approval of this Agreement by the Tooele City Council; and 3) exeoution and ratification of @ separate settlement agreement regarding the litigation between the Company and Tooele County. [REMAINDER OF THE PAGE INTENTIONALLY LEFT BLANK, SIGNATURE PAGE TO FOLLOW]IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective as provided in paragraph 16 above. Dated: tpt) i OVED, FQRM: Roger & Baker Tooele City Attomey Dated: ~/14/11 TOOELE CITY,amunicipal corporation of ROCKY MOUNTAIN POWER, a division of PacifiCorp Flaw Efe be By: — Mark C, Moench Its: Senior Vice President and General CounselEXHIBIT B (Map of the Substation Expansion)EXHIBIT C (Deed of Conveyance for “Little Mountain Property”) 10SPECIAL WARRANTY DEED PacifiCorp, an Oregon corporation, d/b/a Rocky Mountain Power (“Grantor”), hereby conveys and warrants only against all claiming by, through or under Grantor, but not otherwise, to Tooele City, a municipal corporation of the state of Utah (“Grantee”), for the sum of Ten Dollars and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledge, that certain parcel of real property located in Tooele County, State of Utah (the “Property”), as more particularly described on Exhibit “A” attached hereto and made a part hereof, so long as the Property is used for open space, public recreational purposes, and other public uses as may be reasonably determined by the City, Inthe event that Grantor uses the Property, or any portion of the Property, for any ‘other purpose, the Property shall, Grantor’s option, revert to Grantor. RESERVING UNTO GRANTOR an easement and right of access to cross over the Property with vehicles and equipment in connection with the expansion of the substation or for replacement of existing equipment, Grantor shall use the existing unimproved roads or such other access as may be reasonably provided by Grantee. DATED this___day of January, 2011 PACIFICORP, an Oregon corporation, d/b/a Rocky Mountain Power By: Name: Title: ACKNOWLEDGMENT STATE OF UTAH ) ss. COUNTY OF SALT LAKE ) ‘This instrument was acknowledged before me on this, day of January, 2011, by, Vive President. ‘Notary PublicEXHIBIT A (Legal Description) As surveyed by Scott Derby, Professional Land Surveyor Beginning at the Northwest comer of Section 34, Township 3 South, Range 4 West, Salt Lake Base and Meridian and running thence North 89°39°54” East 15.91 feet; thence South 40.73 feet; thence North 89°48"11” East 695.79 feet to a point on the West line of ‘Valley Vista Subdivision; thence along said subdivision in the following ten (10) courses: South 00°15°16” East 168.40 fect; South 35°15°16” East 150.00 feet; South 25°44"44” ‘West 90.00 feet; South 60°15°16” East 188.36 feet; South 30°49°11” West 30.00 feet; South 60°15°16" East 107.00 feet; South 04°44"44” West 105.00 feet; South 25°15°16” East 80.00 feet; South 60°15°16" Bast 90.00 feet; North 89°44°44” Bast 117.03 feet; thence South 00°08°17" East 1820.42 feet to a point on the center section line of Section 34; thence along the center section line south 89°20°17" West 1256.63 feet to the west quarter corner of Section 34; thence along the center section line of Section 33 South 89°39°28” west 721.59 feet; thence north 00°33°33” East 600.07 feet; thence South 89°39°17” West 600.07 feet to a point on the 40 acre line; thence South 00°33°33" West 17.54 feet; thence north 78°40°26” West 305.09 feet; thence north 08°13°04” West 207.44 feet; thence North 86°20°06" West 77.72 feet; thence South 86°49°41” West, 241.76 fest to a point on the Canyon Road right of way; thence along said right of way North 07°53’22” West 26.94 feet; thence North 02°47°20” East 92.56 feet; thence leaving said right of way South 89°58"08” East 200.00 feet; thence North 27°31'52” Bast 284.35 feet; thence South 89°58'08” East 321.64 feet to a point on the 40 acre line; thence along the 40 acte line North 00°33°33” East 450.42 feet; thence north 60°21°51” East 1534.03 feet to a point on the east section line of Section 33; thence along the section line North 00°39°48" east 227.22 feet to the point of beginning. Contains: 126.431 acres and 87 lots LESS AND EXCEPTING the following parcel of land: Beginning at the Northeast comer, Section 33, Township 3 South, Range 4 West, S.L.B.&M.; thence along the section line South 00°39°48” West 1110.36 feet; thence North 89°20°30” West 626.73 feet to the point of beginning; thence South 20°32'21” West 15 fect; thence North 69°27°39" West 42 feet; thence North 20°32'21” East 15 feet; thence South 69°27°39” East 42 feet to the point of beginning, LESS AND EXCEPTING THE PROPERTY NEEDED BY ROCKY MOUNTAIN: POWER SURROUNDING THE TOOELE SUBSTATION BASIS OF BEARING: The beering, South 00°16°09” West from the monument marking the West Quarter Comer of Section 33, Township 3 South, Range 4 West, Salt Lake Base & Meridian, to the monument marking the North East Comer of said Section 33, was used as the basis of bearing for this survey.EXHIBIT D (Map of the Property”) iEXHIBIT E (Deed of Conveyance for “LDS Church Property” RSPECIAL WARRANTY DEED PacifiCorp, an Oregon corporation, d/b/a Rocky Mountain Power (“Grantor”), hereby conveys and warrants only against all claiming by, through or under Grantor, but not otherwise, to Tooele City, a municipal corporation of the state of Uteh (“Grantee”), for the sum of Ten Dollars and otixer good and valuable consideration, the receipt and sufficiency of which are hereby acknowledge, that certain parcel of real property located in Tooele County, State of Utah (the *Property”), as more particularly deseribed on Exhibit “A” attached hereto and made a part hereof, so long as the Property is used for open ‘space, public recreational purposes, and other public uses as may be reasonably determined by the City. In the event that Grantor uses the Property, or any portion of the Property, for any other purpose, the Property shall, Grantor’s option, revert to Grantor. DATED this day of January, 2011 PACIFICORP, an Oregon corporation, bla Rocky Mountain Power By:__ Name: Title: ACKNOWLEDGMENT STATE OF UTAH ) ss COUNTY OF SALTLAKE ) This instrument was acknowledged before me on this__dey of January, 2011, by. Vice President. ‘Notary PublicEXEUBIT A (Legal Description) Beginning 1759.989 feet west of the East Quarter Corner of Section 34, Township 3 South, Range 4 West, Salt Lake Base & Meridian, East 200 feet, South 653.4 feet, West 200 feet, North 653.4 feet to the point of beginning.EXHIBITE Lransmission Line Easement) 1B‘When recorded return to: Rocky Mountain Power Lisa Louder 1407 West North Temple Ste. 110 Salt Lake City, UT 84116 Project Name: Mona-Oquirrh Transmission Line ‘Tract Number: ‘WOH: 10036561 RW#: 20090140 RIGHT OF WAY AND EASEMENT GRANT Tooele City, a body politic, whose address is 90 North Main Steet (“Grantor”) for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby conveys and warrants fo PacifiCorp, an Oregon corporation, d/b/a Rocky Mountain Power, its successors and assigns, whose address is 1407 West North ‘Temple, Salt Lake City, Utah 84116 (“Grantec”) a perpetual cascment and right of way Easement”) over and across two certain parcels of real property owned by Grantor (collectively “Grantor's Land”) located in Tooele County, State of Utah. Grantor’s Land is more particularly described in Exhibit “A”, the legel description of the Easement referred to herein as the “Easement Area,” is more particularly described on Exhibit “B” and shown on the drawings attached as Exhibits “B-1,” and “B-2”. The access locations used in connection with Grantee’s use of this easement are described on Exhibit “C” and shown on the drawings attached as Exhibits “C-1,” “C-2,” “C-3, "C-4,” and “C-5.” All of the foregoing exhibits are incorporated herein by reference. 1.” Easement Grant, The purpose of this Easement is to allow Grantee to construct, reconstruct, operate, maintain, relocate within the Basement, , alter, and remove electric power lines, communication lines, and related equipment, including supporting towers and poles, guy anchors, conductors, wires, cables and other lines, and all other necessary or desirable equipment, accessories and appurtenances thereto on, over, or under the Easement Area, 2. Access. Grantee shall have a right of access along and within the described Easement Area, and the right of access to the Easement Area over and across Grantor’s Land as described on Exhibit “C.” The foregoing right of access is intended to run with and encumber Grantor's Land unless expressly released in writing by Grantee, 3, Grantor's Use of the Easement Area. Grantor may use the Easement Area for any purpose thet is not inconsistent with the purposes for which this Basement is granted, provided that, Grantor expressly agrees that within the Easement Area, Grantor Pagewill not: 2) construct any building or structure of any kind or nature; b) excavate closer than fifty feet (50°) from any poie or structure; ¢) excavate anywhere in the Easement ‘Area in a mannor that undermines or zemoves lateral support from any pole or structure, or that prevents or impairs Grantee’s access to any pole or structure; d) place or use anything, including using equipment or vehicles that exceeds twelve feet (12°) in height; 6) increase the existing ground elevation; £) light any fires or store flammable or hazardous materials; or g) otherwise use the Easement Area in any manner that violates the National Electric Safety Code or Grantee’s safety clearance standards, as may be amended from time to time. Except as provided herein, Grantor may use the Easement Area for any other purpose. 4, Vegetation Management. Grantor may not plant any species of trees or other vegetation within the Easement Area that will grow to a height greater than twelve feet (12’) or outside of the Eesement Area that will grow within twenty-five feet (25°) of the transmission line conductor. Grantee shall have the right to prune vegetation in order to maintain compliance with the National Blectric Safety Code and all other codes, standards, and regulations governing the safe operation and use of transmission lines or, in Grantee’s reasonable opinion may interfere with or causing a threat of harm to the power line. 5 fiscellaneous Provisions. 5.1 Authority. ‘The individual(s) executing this document represents and ‘warrants that he/she is has the legal authority to convey the Easement described herein 5.2 Amendments. This Easement may be amended only by recording, in the office of the county recorder, an instrument in writing reciting the terms of the amendment and bearing the signatures of all parties hereto, or their heirs, successors, and assigns. 5.3 No Waiver. The failure to enforce or perform any provision set forth in this Easement shall not be deemed a waiver of any such right. 5.4 Successors and Assigns. All rights and obligations contained herein or implied by law are intended to be covenants running with the land and shall attach, bind and inure to the benefit of Grantor and Grantee and their respective heirs, successors, and assigns, DATED this____day of January, 2011. TOOELE CITY By: Its:REPRESENTATIVE ACKNOWLEDGEMENT State of, Utah ss. County of__Tooele This instrument was acknowledged before me on this day of 2010, by Bee eee 2 aS of Tooele City, a body politic. Notary Public My commission expires: Page 3 of 3Exhibit A (Grantor's land) All Lot 2, (SE1/4 NE1/4) of Section 35, Township 3 South, Range 4 West, Salt Lake Base and Meridian. Tax ID No, 06-006-0-0002 All of Lots 2, 3, 47, 8 and 11, Section 3, Tovmship 4 South, Range 4 West, Salt Lake Base and Meridian. Less and excepting therefrom that portion of subject property as disclosed by that certain Quit Claim Dead recorded December 7, 1965 as Entry No, 276913 in Book 63 at Page 475 being described as follows: Beginning at a point East 330.00 feet more or less, from the Northwest comer of Section 3, Township 4 South, Range 4 West, Salt Lake Base and Meridian, and running thence East along the township line 680.00 feet; thence South 600 feet; thence West 198.00 fest, more or less, to the East line of Special Section 39; thence Northwesterly along said line 785.00 feet, more or less, to beginning. ‘Tax ID No. 06-006-0-0003 All of Lot 4, the Southeast quarter of the Northeast quarter (SE1/4NE1/4) and the Southwest quarter of the Northeast quarter (SW1/4NE 1/4) of Section 3, Township 4 South, Range 4 West, Salt Lake Base and Meridian. ‘The Southeast Quarter (SE 1/4) of Section 3, Towship 4 South, Range 4 West, Salt Lake Base and MeridianExhibit A (Grantor's land) (continued) ‘Tax ID No. 06-005-0-0003 A portion of Lot 2, a portion of Lot 3, and a portion of the Southwest Quarter of the Northwest Quarter (SW 1/4 NW 1/4) of Section 2 described in Warranty Deed recorded January 21, 1935 as Entry No. 200409 in Book 3U at Page 124, being described as follows: Beginning at @ point on the crest of the dividing ridge between the ieft hand fork of Settlement Canyon and what is locally know as the comer which (said point of beginning) bears South 0°02! East and is 406 feet distant from the Northwest comer of said Section 2, Township 4 South, Range 4 West, Salt Lake Base and Meridian, and running from said point of beginning and along the crest of said dividing ridge as indicated by the following courses and distances, to-wit: North 71°00’ East 210 feet; South 69°10' East 1025 feet; South 75°40' East 712 feat; South 17°50 East 454 feet; South 28°36’ East 1289 feet; South 74°00' East 268 feet; thence leaving said dividing ridge South 51°49" East 864 feet; South 52°10' East 769 feet; South 57°00" East 660 feet; South 63°10' East 339 feet; South 9°30’ East 239 feet; South 64°30' East 83 fest to point on East boundary of and to the Southeast comer of sald Section 2; thence South 89°44’ East 5280 feet to the Southwest comer of said Section 2; thence North 00°02' West 4726.80 feet along the West to the Southwest comer of sald Section 2; thence North 0°02' West 4728.80 feet along the west line boundary of said Section 2; to the place of beginning. ‘Tax ID No. 03-035-0-0007 The Southwest diagonal half of the Southwest Quarter of the Southeast Quarter of Section 26, Township 3 South, Range 4 West, Salt Lake Meridian, Tooele County, Utah ‘Tax iD No, 03-037-0-0007 ‘The Northeast diagonal half of the Northwest Quarter of the Northeast Quarter of Section 35, Township 3 South, Range 4 West, Salt Lake Meridian, Tooele County, Utah,Exhibit B (Easement Area) Grantor: Tooele City, a municipal corporation DESCRIPTION ~ portion of Tax ID No. 06-008-0-0002, 08-006-0-0003, and 08-005-0- 0003 An easement 150 feet in width, being a portion of Lot 2, a portion of Lot 3, and a portion of the Southwest Quarter of the Northwest Quarter (SW 1/4 NW 1/4) of Section 2, TOGETHER WITH a portion of Lot 7 and a portion of the South half of the Northeast ‘Quariar (S 1/2 NE 1/4) of Section 3, Township 4 South, Range 4 West, Salt Lake Base and Meridian, Tooele County, Utah, according to the official survey approved March 21, 1899, said easement being 75 feet on each side of a centerline described as follows: Commencing at the Northwest comer of said Section 2, thence South 51°32'51" East for a distance of 1448.89 feet, more or less, to a point on said centerline having coordinates of N 7353777.0710, E 1426130.9910 (Utah Coordinate System of 1983, (NSRS$2007), Ceniral Zone), said point being the POINT OF BEGINNING: Thence North 56°26°53" East along sald centerline for a distance of 254.48 feet, more or less, to a point on the boundary of a tract of land described in Warranty Deed recorded January 21, 1935 as Entry No. 200409 in Book 3U at Page 124, sald boundary being also the northeasterly boundary of the Grantor’ land. ALSO: BEGINNING at said Point of Beginning, thence South 64°40'37" West along said centerline for a distance of 1651.84 fest to a point having coordinates of N 7353070.5440, E 1424637,8700 (Utah Coordinate System of 1983 (NSRS2007), Central Zone); ‘Thence South 86°27'58" West along said centerline for a distance of 1738.61 feat to a point having coordinates of N 7352963.3500, E 1422902.5630 (Utah Coordinate System of 1983 (NSRS2007), Central Zone); ‘Thence South 75°51'12" West along said centerline for a distance of 1290.21 feet to a point having coordinates of N 7352648.0160, E 1421651.4790 (Utah Coordinate System of 1983 (NSRS2007), Central Zone); :Exhibit B (Easement Area) (continued) Thence North 84°44'19" West along said centerline for a distance of 407.50 feet, more or less, to a point on the east line of Section 39 according to said official survey, said east line being also the west line of the Grantor's land. Containing 18.4 acres, more or less (ground level) Right of way lines are to be shortened or extended to terminate on said northeasterly boundary of the Grantor's land and on sald easterly line of Section 39. Bearings and distances are expressed in terms of the Utah Coordinate System 1983 Central Zone. Distances are expressed in U. S. Survey Feet. To convert the stated grid distances to ground distances, multiply the stated grid distance by a Combined Adjustment Factor of 1.000312399, TOGETHER WITH: DESCRIPTION - Portion of Tax ID No. 03-037-0-0008 ‘An easement 150 feet in width, belng a portion of Lot 2 in Section 36, Township 3 ‘South, Range 4 West, Salt Lake Base and Meridian, Tooele County, Utah, according to the official survey approved March 21, 1899, said easement being 76 feet on each side of a centerline described as follows: ‘Commencing at the Southwest comer of said Section 35, thence South 47°01'38" East for a distance of 1325.29 feet, more or less, to a point on said centerline having coordinates of N 7353777.0710, E 1426130.9910 (Utah Coordinate System of 1983 ({NSRS2007), Central Zone), thence North 56°26'53” East along said centerline for a distance of 3249.41 feet to a point having coordinates of N 7355573.0000, E 1428839,0000 (Utah Coordinate System of 1983 (NSRS2007), Central Zone), thence North 45°11'31" East along said centerline for a distance of 1265.73 feet to a point having coordinates of N 7356465.0000, E 1429737.0000 (tah Coordinate System of 4983 (NSRS2007), Central Zone), thence North 32°40'30” East along said centerline for a distance of 908.93 feet, more or less, to a point on the south line of said Lot 2, sald ‘south line being also the south line of the Grantor's land, sald point being the POINT OFExhibit B (Easement Area) (continued) Thence continue North 32°40°30" East along said centerline for a distance of 236.04 feet, more or less, to @ point on the east line of said Lot 2, said east line being also the east line of the Grantor's land. Containing 0.8 acres, more or less (ground level) Bearings and distances are expressed in terms of the Utah Coordinate System 1983, Central Zone. Distances are expressed in U. S. Survey Feet. To convert the stated grid distances to ground distances, multiply the stated grid distance by a Combined Adjustment Factor of 1000308725, All as shown on Exhibits B-1 and B-2 attached hereto and made a part hereof. Prepared by: Date: December 17, 2010 fohn F. Bloodgood, PLS 79051-2201Exhibit B-1 (Basement Area Drawing) ! POG NWCORE WEST LINE OF. GRANTOR'S LAND TOOELE CITY, A TINE TABLE PORTION OF é TRE[BEARNG “TLEREHT] Nqop een, MUNICIPAL CORPORATION o see 22 N1/2SEC3 TAX IDg’S ts. fest.ea"| ROW=18.4 AC. 96-005~-0-0003 1L4_[sae-275s"w| 1738.61 96-006-0-0002 18 | s75°Sti2°w] 1291.21 06-006-0-0003 Le _[ Neaaa'i9*w| 407.505 UTAH COORDINATE SYSTEM OF 1983 (NSRS2007), RMP#____ (CENTRAL ZONE COORDINATES ®oe0050.0003, 52 Ace N7.253,777.0710 @)N7.802,903.3500 @oe0060-0002,5.9 Ac. Ease sossie Oer,aa2.s0as090 Goe0080.00 Q@N7s83 0705040 @N7.A82.8460160 E142e0s70700 @z,a2t,651.4790 1900 1500 LEGEND Q CALCULATED PosrTion US. SURVEY FEET This éawing should be used only as representation ofthe ocalan ofthe easement belng corveyod, The exact locaton of szuctures, Ines and appurtenances a subject to change win tha Boundaries ofthe desuibed easement eran, SCALE: 1"=1500" [DATE:12/17/201 PV [oKo: Ji [APP JFB EXHIBT B=1 TOWILLsrutiamt*| PORTION SECTIONS 2 & 3, 0 Bon Aen Sid T4S, RAW, SLB&M (ese) 38-2088 TOOELE COUNTY, UTAH ROCKY MOUNTAIN POWERExhibit B-2 (Basement Area Drawing) ae a | | TRE" seaRG | TENTH Li __[ Serov'se"= [7308 252 ia waste | 1268.73" 13 TNS24OTS0"E | 1145.87) = PORTION OF 3 Lor2 q ROW=0.9 AC.2 Kors a Grantor: H 7 TOOKLE CITY, A = Launrcteat coRPéRanioN| SOUTHLINE OF 5 2 t g é TAX Df ae £ 03-037-0-0008 § 3 & a Baas POWER UNER/W poc | at fue 7 oe . ‘sWweOR-38 EAS cakoc's PLC SEC 38 sal/as ic 2536 Nout | Tas \ 8 SYSTEM OF 1989 (NSRS2007, CENTRAL ZONE COORDINATES ON7S92:7779719 @N7.995873.9000 @N7.258.465.0000 Efazevsos1a QB tasaisas.soc0 OF {228787 0000 oe 1090 _ 800 10 OcALCULATED Postion en This drawing shou be used ony es & repessotain ofthe lation ofthe onsument being conveyed. The exec loatlon af wl structures, Ines snd aoouriengnces is subjct lo chenge win be boundzae of the desorbed eatomgn area, SCALE: 1"=1000" |[DATE:12/17/10] BY: TV [kos DPV [APP FB EXHIBIT B=2 TOWILL ernie] PORTION SEC 35, ROCKY MOUNTAIN £288 bans un Sik 18 To3S, ROAW, SLBEM POWER Gee) Stee TOOELE COUNTY, UTAH AeneanExhibit C (Access to easement area) Grantor: Tooele City, a municipal corporation Tax ID Nos, 06-008-0-0002, 08-008-0-0003, 06-006-0-0004, 06-005-0-0003, 03-035-0- 0007, and 03-037-0-0007 DESCRIPTION ‘An easement 50 feet in width, being a portion of Lot 3 and a portion of the Southwest Quarter of the Northwest Quarter (SW 1/4 NW 1/4) of Section 2, TOGETHER WITH a portion of Lot 1, a portion of Lot 4, a portion of Lot 7, a portion of the South half of the Northeast Quarter (S 4/2 NE 1/4), and a portion of the North half of the Southeast Quarter (N 1/2 SE 1/4) of Section 3, Township 4 South, Range 4 West, Salt Lake Base and Meridian, Tooele County, Utah, according to the official survey approved March 21, 1899, TOGETHER WITH 2 portion of the Southwest diagonal half of the Southwest Quarter of the Southeast Quarter (SW 1/4 SE 1/4) of Section 26, and a portion of the Northeast diagonal half of the Northwest Quarter of the Northeast Quarter (NW 1/4 NE 4/4) of Section 35, Township 3 South, Range 4 West, Salt Lake Meridian, according to the official survey approved March 21, 1899, said easement being 25 feet on each side of a centerline described as follows: Access Easement Area A Commencing at the Northwest comer of said Section 2, thence South 51°32'51” East for a distance of 1448.89 feet, more or less, to a point on the centerline of the easement area described in the attached Exhibit B (‘Centerline of the Transmission Corridor’), said point having coordinates of N 7353777.0710, E 1426130.9910 (Utah Coordinate System of 1983 (NSRS2007), Central Zone), said point being herein designated "Point A"; thence North 80°37'02" West for a distance of 131.73 feet, to a point on the northerly right of way line of said easement area described in the attached Exhibit B (‘Transmission Right of Way Line’), said point being the POINT OF BEGINNING: Thence along said centerline the following five (5) courses: (1) North 69°18'11" West, 226.51 feet; (2) North 76°03'45" West, 47.62 feet; (3) South 69°31'39" West, 51.80 feat; (4) South 30°22°59" West, 52.89 feet, andExhibit C (Access to easement area) (continued) (6) South 03°37°01" West, 191.84 feet to a point on said northerly Transmission Right of Wey Line. Containing 0.7 acres, more or less (ground level) Right of way lines are to be shortened or extended to terminate on said northerly Transmission Right of Way. ALSO: Access Easement Area B Commencing at said Point A, thence South 64°40'37" West along said Centerline of the Transmission Corridor for a distance of 1651.84 feet to a point having coordinates of N 7353070,5440, E 1424637.8700 (Utah Coordinate System of 1983 (NSRS2007), Central Zone); said point being herein designated "Point B”, thence North 39°38'02” East for a distance of 177.18 fest to the northerly Transmission Right of Way Line, said point being the POINT OF BEGINNING: ‘Thence along said centerline the following seven (7) courses: (1) North 18°42'46" East, 137.88 feat; (2) North 29°55'04" East, 261.27 feat: (3) North 48°53'38" East, 196.20 feet; - (4) South 89°03'41" East, 71.58 feet; (5) South 39°57'08" East, 65.78 fest; (6) South 11°47'35" East, 128.04 feet, and (7) South 47°51'39" East, 85.80 feet fo a point on said northerly Transmission Right of Way Line. Containing 1.1 acres, more or iess (ground level) Right of way lines are to be shortened or extended to terminate on said northerly Transmission Right of Way Line. ALSO:Exhibit C (Access to easement area) (continued) Access Easement Area C Commencing at said Point B, thence North 43°50'48" West for a distance of 98.36 feet, to a point on the northerly Transmission Right of Way Line, said point being the POINT OF BEGINNING: Thence along said centerline the following five (5) courses: (1) North 05°42'53" East, 181.10 feet; (2) North 48°14'31” West, 272.27 feet; (3) North 87°19'25" West, 191.69 feet; (4) South 11°16'55" West, 277.12 feet, and (5) South 22°26'07" West, 139.14 feet, to a point on said northerly Transmission Right of Way Line, Containing 1.3 acres, more or less (ground level) Right of way lines are to be shortened or extended to terminate on said northerly Transmission Right of Way Line. ALSO: Access Easement Area D Commencing at said Point B, thence South 86°27'55" West along said Centerline of the Transmission Corridor for a distance of 1738.61 feet to a point having coordinates of N 7352963.3500, E 1422902,5630 (Utah Coordinate System of 1983 (NSRS2007), Central Zone); said point herein designated ‘Point C”, Thence North 80°17'09" West for a distance of 185.41 feet to a point on the northerly Transmission Right of Way Line, said point being the POINT OF BEGINNING: ‘Thence along said centerline the following five (5) courses: (1) North 78°17'06" West, 177.74 feet; (2) South 73°28'15" West, 57.44 feet; (3) South 27°38'47" West, 67.20 feet; (4) South 75°51"12" West, 130.24 feet, and (8) South 49°58'13" West, 58.61 feet, fo a point on said northerly Transmission Right of Way Line,Exhibit © (Access to easement area) (continued) Containing 0.6 acres, more or less (ground level) Right of way lines are to be shortened or extended to terminate on said northerly Transmission Right of Way Line. ALSO: Access Easement Area E Commencing at said Point C, thence South 58°02"1" West for a distance of 245.11 feet to 2 point on the southerly Transmission Right of Way line, said point being the POINT OF BEGINNING: ‘Thence along said centerline the following fifteen (15) courses: (1) South 75°02'51” East, 227.32 feet; (2) South 66°44'10" East, 297.03 feat; (3) South 43°59'57" East, 284.29 feet; (4) South 42°23'30" East, 393.89 feat; (5) South 70°48'21” East, 119.31 fest, (8) South 81°09'25" West, 140.99 feet; (7) South 89°26'30" West, 181.25 feet; (8) North 79°30'07" West, 79.67 feat; (8) North 69°58'21" West, 124.83 feet; (10) North 79°23'01" West, 180.31 feet; (44) North 82°46'09" West, 871.46 feet; (12) South 77°43'48" West, 419.41 feat; (13) North 88°59'40" West, 119.15 feet to a point herein designated "Point D*; (14) North 88°59'40" West, 253.12 feet, and (15) North 75°25'24" West, 402.16 feet, more or less, to @ point on the westerly line of said Lot 7, said westerly line being also the westerly line of the Grantor's land. Containing 4,4 acres, more or less (ground level) Right of way lines are to be shortened or extended to terminate on said southerly ‘Transmission Right of Way Line and on said Grantor's westerly line,Exhibit C (Access to easement area) (continued) ALS Access Easement Area F ‘Commencing at said Point C, thence South 75°51'12" West along said Centerline of the Transmission Corridor for a distance of 1290.21 feet to a point having coordinates of N 7362648.0160, E 1421651.4790 (Utah Coordinate System of 1983 (NSRS2007), Central Zone), said point herein designated "Point E”, thence South 22°33'40" West for 2 distance of 78.55 feet to a point on the southerly Transmission Right of Way Line, said point being the POINT OF BEGINNING: Thenee along said centerline the following three (3) courses: (1) South 21°43'35" East, 100.31 feet; (2) South 55°51'11" East, 395.61 feet, and (3) South 20°50'36" East, 102.26 feet to said Point D, Containing 0.7 acres, more or fess (ground level) Right of way lings are to be shortened cr extended to terminate on said southerly ‘Transmission Right of Way Line and on the northerly right of way line of Access Easement Area E. A nt Area G Commencing at the Northeast comer of sald Section 35, Township 3 South, Range 4 West, thence South 86°22'16" West for a distance of 1720.54 feet, more or less, to a point at the Intersection of the centerline of the existing public road known as “Middle Canyon Road and the centerline of a road northerly, said point having coordinates of N 7359849.9279, E 1428836.0449 (Utah Coordinate System of 1983 (NSRS2007), Central Zone), said point being the POINT OF BEGINNING: Thence along said centerline the following three (3) courses: (1) North 30°03'04" West, 160.95 feet; (2) North 16°58'01" West, 197.38 feet, and (3) North 04°67'28" East, 190.65 feet, more or less, to a point on the Northeasterly line of said Southwest diagonal half of the SW 1/4 SE 4/4 of Section 26, said Northeasterly line being also the Northeasterly line of the Grantor's land.Exhibit 6 (Access to easement area) (continued) Containing 0.6 acres, more or less. (ground level) Right of way lines are to be shortened or extended to terminate on said centerline of Middle Canyon Road and on the Northeasterfy line of said Southwest diagonal half of the SW 1/4 SE 1/4 of Section 26. Bearings and distances are expressed in terms of the Utah Coordinate System 1983 Central Zone. Distances are expressed in U. S. Survey Feet. To convert the stated grid distances to ground distances, multiply the stated grid distance by a Combined Adjustment Factor of 1.000325789 for Easement Areas A and B, by a Combined Adjustment Factor of 1.000312399 for Easement Areas C, D, E, and F, and by a Combined Adjustment Factor of 1.000307700 for Easement Area G, All as shown on Exhibits C~1, C-2, C-3, C-4, and C-5 attached hereto and made a part hereof. Prepared by: ". Bloodgood, PLS 1719892201 Date: December 17, 2010Exhibit C-1 (Easement Area Drawing) exHieit o~2 see | TAS, RaW, SLEaM 2 WesTLINE GRANTOR LAND. ie 2. BS EXHIBIT C-3 Gon ‘TOOELE CITY, A ESMTAREAA,O.7AC.2 — [BJPORESMTAREAA ESMT AREA, 1.1 AC. posssurarcan [MUNICIPAL CORPORATION | ESMTAREAG,13Ac. [| POBESMTAREAC @os-oa0 4 FS 09 ESMTAREAD,OSAC.£ [D]POBESMT AREAD Siecace acne ®eswrarcrc cance [Elrowsswrancar -@ 98-000-0-0002 @zowrarear.o7Ac.s [FJPORESMTAREAF ee RMP #. UTAH COORDINATE SYSTEM OF 1983 (NSRS2007), TONE TABLE CENTRAL ZONE COORDINATES TNE] BEARING | LENGTH Prva N759.7770710 perngn N7as2seaasoo | -Lt [Set'sae1"e | taas.sod EYaas,a0.9at9 Emmascaseso [12 [seaaoa7w] tested prnpe N7530705440 prrngn N79536¢0.0100 [LS | Sese7ESW] 1798.6r Etazaeare70. Ciaenestarse Coe eveeriawTasest 1900750 1500 LEGEND O CALCULATED POSITION US. SURVEY FEET Tis érawing shoud to used only ae a representation othe location of the oacomentbaing conveyed. Tho exact ocation of all stfu, Snes and enpurienances ls subject o change within the Bounderles of te described easement rea = 1600" [DATE:12/17/20% BY: OPV [cKO sli [APPL IB EXHIBIT C—1 PORTION SECTIONS 2 & 3, ROCKY MOUNTAIN T4S, RAW, SLB&M POWER ‘TOOELE COUNTY, UTAHExhibit C-2 (Basement Aree Drawing) Poc NWCOR2™\s3a/ 35 PTA" Ls. Liz NORTHEASTERLY. BOUNDARY OF GRANTOR'S LAND ® SWI/4 NW /4 SEE EXHIBIT C3 ee niy2 see O POBESMTAREAA 0600500003 POBESMTAREAB @oe00e00002 POBESMTAREAC ©0600600003 @ ESM AREA A,O.4AC. @ ESMTAREAB, 1.1 AC. © ESMTAREAG, 13AC. Dee ®06.00e0.0004 | SEE EXHIBIT C-4 00 400g 00 et FOR LINE TABLES Us) SURVEY FEET O CALCULATED POSITION This deming should bo use only as & representation of he loolon ofthe easement being conveyed. Tha exact lcation fall srucures, tnoe and appurtarancas Is subject to change within the boundaries ofthe dovebed easoment eee, [Scales 1*=800" JoaTei2/17/201 BY: DPV _[CKD: Wi [APE: JF EXIT OE TOWILLIssapnts*} PORTION SECTIONS 2 & 3, ROCKY MOUNTAIN tn baes hoe Se 1 T4S, RAW, SLBAM POWER (ey Be Stan |__TOOELE COUNTY, UTAH ‘Ae SnoExhibit C-3 Easement Area Drawing) GRANTOR'S LAND. Ni/2 SE/4 @ eswrareAc,13Ac.4 [G] posesraneac © EsMr AREAD, 0 AC. + POB ESMTAREAD © ESMTAREAE,44Ac. [E] POBESMTAREAE © ESMTAREAF, 0.7AC. & SEE EXHIBIT 0-4 LEGEND FOR LINE TABLES: OCALCULATED POSITION POB ESMT AREAF ® ® SEE EXHIBIT C2 _—— 06-005-0.0003 06-006-0-0002 ‘T4S, RAW, SLB&M ©os006-00003 ® '06-006-0.0004 USS. SURVEY FEET This crawing shoul be used only ase representation ofthe oction of the aasemnt beng convayod. The exact oeatlon ofa siructures, ins and appurtenances is e.bJsct © chango witn the boundiies ofthe described eatoment area SCALE: 1"=800" [oaTE:12/17/2010] ey: DY _[CKD: JH TAPP: JFB EXHIBIT 0-3 TOWILLitarni| PORTION SECTIONS 2 & 3, ROCKY MOUNTAIN ben, Ae SIF 140 ‘TAS, R4W, SLB&M POWER Pcs TOOELE COUNTY, UTAH 1 OMEN oF PoemExhibit C-4 (Access to Basement Area Drawing) TINE TABLE ] TINE TABLE BEARING [LENGTH | [CINE] BEARING [LENGTH Ssrezsireliassess| [126 INVeITOSW i774 sea'aos7"w|featee| [cay [sve 1s'W] S7.4a" See27 ew 1758681, [Lee |s2rasa7'w] 67.20" syevsriarw) 1200.21") [tae |[systsriziw| 130.24 No°S7-02"W) 131.73" Ls |s49"se1s"W] SE.6T INes1e11"w] 226.51" Lt |[SBs:02"1 TW] 245.11) IN7eos'asrw| 47.62" 1.32 | S75tO2 BPE | 227.921 'se9°31'39"W] 51.80" 33 |566°44'10"E | 297.03" '530°22160"W| 52.80 tsa [sax'so57E [25430 '503°37°017W| 191.647 E95 |s42°23'S0"E | 393.89" NNSB*36'0"= | 177.18" L368 | s701s21"E | 119.57" Nissazaere] 131.88" La? |ssi-os'25"W] 140.99" N2s*sw 0a" | 251.27) 36 |Ses-2e'30"W| 181.35) Nas°s5'38"E| 196.20" E39 IN78"30'°07"W| 79.67" ‘sas-osa1"e| 71,58" Lad |Nes*ss'21"w] 124.85" 53957 08"E| 65.78" LAT IN7S°23'01"W/ 130.51" 'S1PA7S51E | 128.04" Laz |Ne2"as09"W] 571.46" 'S47°51S9"E | 85.80" Las |s77-as'18"W] 419.41" INassoas"W| 98.36" Laa |Nesseraorw| 119.15) Nos4a'sa"E [181.10 Las |Nae"5o'40"W| 253.12" NAB a's") 272.27) LAS |N75°25"20"W/|402.16'x INB7"19°25"W] 191.60" 78.55 S11*16'85"W| 277.12 52 1-as'a5ve | 100.31) [522°2607"W| 139.14 a9 |S85°51'11"E | 395.61" INso"170s"W/| tes.a1" [50 |520°50'36"F | 102.26" This craving should bo used ony a representon of th lcaton ofthe aasemen! being conveyed, The exec oat ofall Structures, Ines ang appurtenancos le ubjoc e change within the bounderes ofthe desctbed ausement area, SCALE: W/A joaresi2/is/2n0] BY: DPV_[CKD: JMH [APP: FB TOWILL Isvte'suce) {700 so Ara Sta MO oo es EXHIBIT O—@ PORTION SECTIONS 2 & 3, Tas, RAW, SLBEM TOOELE COUNTY, UTAH ROCKY MOUNTAIN POWERExhibit C-5 (Basement Area Drawing) Grantor TOOELE CITY, A MUNICIPAL CORPORATION NORTHEASTELY LINE OF GRANTOR'S LAND @03- “036-01 0007 © 03-037-0-0007 'N7;259,849.0279 IF ,428,636.0449 #. UTAH COORDINATE SYSTEM OF 1983 (NSRS2007, * EASEMENT AREA G CENTRAL ZONE COORDINATES PORTION OF a SEC 26835 a ROW=0.5 AC. LINE TABLE, TINE] BEARING | LENGTH bgt | Sesraa ew [T7208 || Ls2 | Nso"os'oa"w] 160.55 £83 | Niewseror"w] 197.98" | | 154 | Now's 7!28"E [190.655 * INDICATES A 60 WIDE AccESs. EASEMENT MEASURED 25 ONERCH LEGEND, SIDE OF THE CENTERLINE, O CALCULATED POSTION USS. SURVEY FEET Tris drawing shoud be used ont x «representation of the location cf the easement belng conveyed, The exact location of a tutes thu ar apprerangos slot to korg wh the Dundas the exe ecberer ten, SCALE: 1"=600" [DATE:12/17/2010] PY CKD: JMH [APP: JFB EXHIBIT C-5. TOWILL saris] PORTION SECTIONS 26 & 35, We MOUNTAIN 2709 Babeo Avanue Stof 140 TSS, R4W, SLB&M POWER G0) Stas TOOELE COUNTY, UTAH eeeEXHIBIT G (lap of Access Road Alignments) 14Coe etree eGOOR eee