HomeMy WebLinkAboutDoc. 2009-197, Easement Agreeemtn between DC and BNSFo/ Aellk
Deschutes County Board of Commissioners
1300 NW Wall St., Suite 200, Bend, OR 97701 -1960
(541) 388 -6570 - Fax (541) 385 -3202 - www.deschutes.org
AGENDA REQUEST & STAFF REPORT
For Board Business Meeting of April 22, 2009
Please see directions for completing this document on the next page.
DATE: April 13, 2009
FROM: George Kolb Road Department 322 -7113
TITLE OF AGENDA ITEM:
Consideration of signature of Document No. 2009 -197, an Easement Agreement between Deschutes
County and Burlington Northern Santa Fe (BNSF) Railway Company for the easement over the railroad
tracks on the Deschutes Market Overcrossing project.
PUBLIC HEARING ON THIS DATE? NO.
BACKGROUND AND POLICY IMPLICATIONS:
Deschutes County is in the process of constructing the Deschutes Market Overcrossing project which
involves the construction of an overcrossing over the railroad tracks along with the closure of the
existing at -grade crossing. As a result of the installation of the overcrossing on the tracks, Deschutes
County is required by BNSF to obtain an easement over their right -of -way for the installation of the
Overcrossing. This Easement Agreement covers Deschutes County's responsibilities concerning the
BNSF railroad crossing on the Deschutes Market Overcrossing project. This Easement Agreement has
already been reviewed and signed by the BOCC as part of the Overpass Agreement with BNSF on
February 4, 2009. The reason these are being presented again for signature is the original document
signed by the BOCC is part of the Overpass Agreement (Exhibit B) and the realty company (Jones,
Lang, LaSalle) dealing with the establishment of the easement needs two signed copies for their
process.
FISCAL IMPLICATIONS:
As part of the Easement Agreement, Deschutes County will pay to BNSF the amount of $86,250 which
is budgeted in this FY
RECOMMENDATION & ACTION REQUESTED:
The Road Department recommends signature of Document No. 2009 -197, the Easement Agreement.
ATTENDANCE: George Kolb, County Engineer
DISTRIBUTION OF DOCUMENTS:
Originals are to be returned Wanda Kunz (ext. 7103) at the Road Department for forwarding on to
BNSF for signature.
Law Department Approved
EASEMENT AGREEMENT
FOR THE DESCHUTES MARKET ROAD OVERPASS
(C &M Agreement)
THIS EASEMENT AGREEMENT FOR the Deschutes Market Road Overpass ( "Easement Agreement ")
is made and entered into as of the day of 2009, ( "Effective Date "), by and between
BNSF RAILWAY COMPANY, a Delaware corporation ( "Grantor "), and Deschutes County, a political subdivision
of the State of Oregon ( "Grantee ").
A. Grantor owns or controls certain real property situated at or near the vicinity of Deschutes
Market Road, County of Deschutes, State of Oregon, at Mile Post 143.80 on the Oregon Trunk Subdivision,
[Project # 077839E], as described or depicted on Exhibit "A" attached hereto and made a part hereof (the
"Premises ").
B. Grantor and Grantee have entered into that certain Construction and Maintenance Agreement
dated as of February 27, 2009 concerning improvements on or near the Premises (the "C &M Agreement ").
C. Grantee has requested that Grantor grant to Grantee an easement over the Premises for the
Easement Purpose (as defined below).
D. Grantor has agreed to grant Grantee such easement, subject to the terms and conditions set
forth in this Easement Agreement.
NOW, THEREFORE, for and in consideration of the foregoing recitals which are incorporated herein, the
mutual promises contained herein, and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties agree as follows:
Section 1 Granting of Easement.
1.1 Easement Purpose. The "Easement Purpose" shall be for the purposes set forth in the C &M
Agreement. Any improvements to be constructed in connection with the Easement Purpose are referred to
herein as "Improvements" and shall be constructed, located, configured and maintained by Grantee in strict
accordance with the terms of this Easement Agreement and the C &M Agreement.
1.2 Grant. Grantor does hereby grant unto Grantee a non - exclusive easement ( "Easement ") over
the Premises for the Easement Purpose and for no other purpose. The Easement is granted subject to any and
all restrictions, covenants, easements, licenses, permits, leases and other encumbrances of whatsoever nature
whether or not of record, if any, relating to the Premises and subject to all with all applicable federal, state and
local laws, regulations, ordinances, restrictions, covenants and court or administrative decisions and orders,
including Environmental Laws (defined below) and zoning laws (collectively, "Laws "),. Grantee may not make
any alterations or improvements or perform any maintenance or repair activities within the Premises except in
accordance with the terms and conditions of the C &M Agreement.
1.3 Reservations by Grantor. Grantor excepts and reserves the right, to be exercised by Grantor
and any other parties who may obtain written permission or authority from Grantor:
(a) to install, construct, maintain, renew, repair, replace, use, operate, change, modify and
relocate any existing pipe, power, communication, cable, or utility lines and
appurtenances and other facilities or structures of like character (collectively, "Lines ")
upon, over, under or across the Premises;
(b) to install, construct, maintain, renew, repair, replace, use, operate, change, modify and
relocate any tracks or additional facilities or structures upon, over, under or across the
Premises; and
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Form 704; Rev. 04/26/05
2OO9 -i9?
Law Department Approved
(c) to use the Premises in any manner as the Grantor in its sole discretion deems
appropriate, provided Grantor uses all commercially reasonable efforts to avoid material
interference with the use of the Premises by Grantee for the Easement Purpose.
Section 2 Term of Easement. The term of the Easement, unless sooner terminated under provisions of
this Easement Agreement, shall be perpetual.
Section 3 No Warranty of Any Conditions of the Premises. Grantee acknowledges that Grantor has
made no representation whatsoever to Grantee concerning the state or condition of the Premises, or any
personal property located thereon, or the nature or extent of Grantor's ownership interest in the Premises.
Grantee has not relied on any statement or declaration of Grantor, oral or in writing, as an inducement to
entering into this Easement Agreement, other than as set forth herein. GRANTOR HEREBY DISCLAIMS ANY
REPRESENTATION OR WARRANTY, WHETHER EXPRESS OR IMPLIED, AS TO THE DESIGN OR
CONDITION OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, ITS
MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, THE QUALITY OF THE MATERIAL
OR WORKMANSHIP OF ANY SUCH PROPERTY, OR THE CONFORMITY OF ANY SUCH PROPERTY TO
ITS INTENDED USES. GRANTOR SHALL NOT BE RESPONSIBLE TO GRANTEE OR ANY OF GRANTEE'S
CONTRACTORS FOR ANY DAMAGES RELATING TO THE DESIGN, CONDITION, QUALITY, SAFETY,
MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY PROPERTY PRESENT ON
OR CONSTITUTING THE PREMISES, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS
INTENDED USES. GRANTEE ACCEPTS ALL RIGHTS GRANTED UNDER THIS EASEMENT AGREEMENT
IN THE PREMISES IN AN "AS IS, WHERE IS" AND "WITH ALL FAULTS" CONDITION, AND SUBJECT TO
ALL LIMITATIONS ON GRANTOR'S RIGHTS, INTERESTS AND TITLE TO THE PREMISES. Grantee has
inspected or will inspect the Premises, and enters upon Grantor's rail corridor and property with knowledge of its
physical condition and the danger inherent in Grantor's rail operations on or near the Premises. Grantee
acknowledges that this Easement Agreement does not contain any implied warranties that Grantee or Grantee's
Contractors (as hereinafter defined) can successfully construct or operate the Improvements.
Section 4 Nature of Grantor's Interest in the Premises. GRANTOR DOES NOT WARRANT ITS TITLE
TO THE PREMISES NOR UNDERTAKE TO DEFEND GRANTEE IN THE PEACEABLE POSSESSION OR
USE THEREOF. NO COVENANT OF QUIET ENJOYMENT IS MADE. In case of the eviction of Grantee by
anyone owning or claiming title to or any interest in the Premises, or by the abandonment by Grantor of the
affected rail corridor, Grantor shall not be liable to refund Grantee any compensation paid hereunder.
Section 5 Improvements. Grantee shall take, in a timely manner, all actions necessary and proper to the
lawful establishment, construction, operation, and maintenance of the Improvements, including such actions as
may be necessary to obtain any required permits, approvals or authorizations from applicable governmental
authorities. Any and all cuts and fills, excavations or embankments necessary in the construction, maintenance,
or future alteration of the Improvements shall be made and maintained in such manner, form and extent as will
provide adequate drainage of and from the adjoining lands and premises of the Grantor; and wherever any such
fill or embankment shall or may obstruct the natural and pre- existing drainage from such lands and premises of
the Grantor, the Grantee shall construct and maintain such culverts or drains as may be requisite to preserve
such natural and pre- existing drainage, and shall also wherever necessary, construct extensions of existing
drains, culverts or ditches through or along the premises of the Grantor, such extensions to be of adequate
sectional dimensions to preserve the present flowage of drainage or other waters, and of materials and
workmanship equally as good as those now existing. In the event any construction, repair, maintenance, work or
other use of the Premises by Grantee will affect any Lines, fences, buildings, improvements or other facilities
(collectively, "Other Improvements "), Grantee will be responsible at Grantee's sole risk to locate and make any
adjustments necessary to such Other Improvements. Grantee must contact the owner(s) of the Other
Improvements notifying them of any work that may damage these Other Improvements and /or interfere with their
service and obtain the owner's written approval prior to so affecting the Other Improvements. Grantee must
mark all Other Improvements on the Plans and Specifications and mark such Other Improvements in the field in
order to verify their locations. Grantee must also use all reasonable methods when working on or near Grantor
property to determine if any Other Improvements (fiber optic, cable, communication or otherwise) may exist. The
Grantee agrees to keep the above - described premises free and clear from combustible materials and to cut and
remove or cause to be cut and removed at its sole expense all weeds and vegetation on said premises, said
Form 704; Rev. 04/26/05
2
Law Department Approved
work of cutting and removal to be done at such times and with such frequency as to comply with Grantee and
local laws and regulations and abate any and all hazard of fire.
Section 6 Taxes and Recording Fees. Grantee shall pay when due any taxes, assessments or other
charges (collectively, "Taxes ") levied or assessed upon the Improvements by any governmental or quasi -
governmental body or any Taxes levied or assessed against Grantor or the Premises that are attributable to the
Improvements. Grantee agrees to purchase, affix and cancel any and all documentary stamps in the amount
prescribed by statute, and to pay any and all required transfer taxes, excise taxes and any and all fees incidental
to recordation of the Memorandum of Easement. In the event of Grantee's failure to do so, if Grantor shall
become obligated to do so, Grantee shall be liable for all costs, expenses and judgments to or against Grantor,
including all of Grantor's legal fees and expenses.
Section 7 Environmental.
7.1 Compliance with Environmental Laws. Grantee shall strictly comply with all federal, state and
local environmental Laws in its use of the Premises, including, but not limited to, the Resource Conservation and
Recovery Act, as amended (RCRA), the Clean Water Act, the Oil Pollution Act, the Hazardous Materials
Transportation Act, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA)
and the Toxic Substances Control Act (collectively referred to as the "Environmental Laws "). Grantee shall not
maintain a "treatment," "storage," "transfer" or "disposal" facility, or "underground storage tank," as those terms
are defined by Environmental Laws, on the Premises. Grantee shall not handle, transport, release or suffer the
release of "hazardous waste" or "hazardous substances ", as "hazardous waste" and "hazardous substances"
may now or in the future be defined by any Environmental Laws.
7.2 Notice of Release. Grantee shall give Grantor immediate notice to Grantor's Resource
Operations Center at (800) 832 -5452 of any release of hazardous substances on or from the Premises, violation
of Environmental Laws, or inspection or inquiry by governmental authorities charged with enforcing
Environmental Laws with respect to Grantee's use of the Premises. Grantee shall use its best efforts to promptly
respond to any release on or from the Premises. Grantee also shall give Grantor immediate notice of all
measures undertaken on behalf of Grantee to investigate, remediate, respond to or otherwise cure such release
or violation.
7.3 Remediation of Release. In the event that Grantor has notice from Grantee or otherwise of a
release or violation of Environmental Laws which occurred or may occur during the term of this Easement
Agreement, Grantor may require Grantee, at Grantee's sole risk and expense, to take timely measures to
investigate, remediate, respond to or otherwise cure such release or violation affecting the Premises. If during
the construction or subsequent maintenance of the Improvements, soils or other materials considered to be
environmentally contaminated are exposed, Grantee will remove and safely dispose of said contaminated soils.
Determination of soils contamination and applicable disposal procedures thereof, will be made only by an agency
having the capacity and authority to make such a determination.
7.4 Preventative Measures. Grantee shall promptly report to Grantor in writing any conditions or
activities upon the Premises known to Grantee which create a risk of harm to persons, property or the
environment and shall take whatever action is necessary to prevent injury to persons or property arising out of
such conditions or activities; provided, however, that Grantee's reporting to Grantor shall not relieve Grantee of
any obligation whatsoever imposed on it by this Easement Agreement. Grantee shall promptly respond to
Grantor's request for information regarding said conditions or activities.
7.5 Evidence of Compliance. Grantee agrees periodically to furnish Grantor with proof satisfactory
to Grantor that Grantee is in compliance with this Section 7. Should Grantee not comply fully with the above -
stated obligations of this Section 7, notwithstanding anything contained in any other provision hereof, Grantor
may, at its option, terminate this Easement Agreement by serving five (5) days' notice of termination upon
Grantee. Upon termination, Grantee shall remove the Improvements and restore the Premises as provided in
Section 9.
Section 8 Default and Termination.
3
Form 704; Rev. 04/26/05
Law Department Approved
8.1 Grantor's Performance Rights. If at any time Grantee, or Grantee's Contractors, fails to properly
perform its obligations under this Easement Agreement, Grantor, in its sole discretion, may: (i) seek specific
performance of the unperformed obligations, or (ii) at Grantee's sole cost, may arrange for the performance of
such work as Grantor deems necessary for the safety of its rail operations, activities and property, or to avoid or
remove any interference with the activities or property of Grantor, or anyone or anything present on the rail
corridor or property with the authority or permission of Grantor. Grantee shall promptly reimburse Grantor for all
costs of work performed on Grantee's behalf upon receipt of an invoice for such costs. Grantor's failure to
perform any obligations of Grantee or Grantee's Contractors shall not alter the liability allocation set forth in this
Easement Agreement.
8.2 Abandonment. Grantor may, at its option, terminate this Easement Agreement by serving five
(5) days' notice in writing upon Grantee if Grantee should abandon or cease to use the Premises for the
Easement Purpose. Any waiver by Grantor of any default or defaults shall not constitute a waiver of the right to
terminate this Easement Agreement for any subsequent default or defaults, nor shall any such waiver in any way
affect Grantor's ability to enforce any section of this Easement Agreement.
8.3 Effect of Termination or Expiration. Neither termination nor expiration will release Grantee from
any liability or obligation under this Easement, whether of indemnity or otherwise, resulting from any acts,
omissions or events happening prior to the date of termination or expiration, or, if later, the date the Premises
are restored as required by Section 9.
8.4 Non - exclusive Remedies. The remedies set forth in this Section 8 shall be in addition to, and
not in limitation of, any other remedies that Grantor may have under the C &M Agreement, at law or in equity.
Section 9 Surrender of Premises.
9.1 Removal of Improvements and Restoration. Upon termination of this Easement Agreement,
whether by abandonment of the Easement or by the exercise of Grantor's termination rights hereunder, Grantee
shall, at its sole cost and expense, immediately perform the following:
(a) remove all or such portion of Grantee's Improvements and all appurtenances
thereto from the Premises, as Grantor directs at Grantor's sole discretion;
(b) repair and restore any damage to the Premises arising from, growing out of, or
connected with Grantee's use of the Premises;
(c) remedy any unsafe conditions on the Premises created or aggravated by
Grantee; and
(d) leave the Premises in the condition which existed as of the Effective Date.
9.2 Limited License for Entry. If this Easement Agreement is terminated, Grantor may direct
Grantee to undertake one or more of the actions set forth above, at Grantee's sole cost, in which case Grantee
shall have a limited license to enter upon the Premises to the extent necessary to undertake the actions directed
by Grantor. The terms of this limited license include all of Grantee's obligations under this Easement
Agreement. Termination will not release Grantee from any liability or obligation under this Easement Agreement,
whether of indemnity or otherwise, resulting from any acts, omissions or events happening prior to the date of
termination, or, if later, the date when Grantee's Improvements are removed and the Premises are restored to
the condition that existed as of the Effective Date. If Grantee fails to surrender the Premises to Grantor upon
any termination of the Easement, all liabilities and obligations of Grantee hereunder shall continue in effect until
the Premises are surrendered.
Section 10 Liens. Grantee shall promptly pay and discharge any and all liens arising out of any
construction, alterations or repairs done, suffered or permitted to be done by Grantee on the Premises or
attributable to Taxes that are the responsibility of Grantee pursuant to Section 6. Grantor is hereby authorized
Form 704; Rev. 04/26/05
Law Department Approved
to post any notices or take any other action upon or with respect to the Premises that is or may be permitted by
Law to prevent the attachment of any such liens to any portion of the Premises; provided, however, that failure of
Grantor to take any such action shall not relieve Grantee of any obligation or liability under this Section 10 or any
other section of this Easement Agreement.
Section 11 Tax Exchange. Grantor reserves the right to assign this Easement Agreement to Apex Property
& Track Exchange, Inc. ( "Apex "). Apex is a qualified intermediary within the meaning of Section 1031 of the
Internal Revenue Code of 1986, as amended, and Treas. Reg. § 1.1031(k) -1(g), for the purpose of completing a
tax - deferred exchange under said Section 1031. Grantor shall bear all expenses associated with the use of
Apex, or necessary to qualify this transaction as a tax - deferred exchange, and, except as otherwise provided
herein, shall protect, reimburse, indemnify and hold harmless Grantee from and against any and all reasonable
and necessary additional costs, expenses, including, attorneys fees, and liabilities which Grantee may incur as a
result of Grantor's use of Apex or the qualification of this transaction as a tax - deferred transaction pursuant to
Section 1031. Grantee shall cooperate with Grantor with respect to this tax - deferred exchange, and upon
Grantor's request, shall execute such documents as may be required to effect this tax - deferred exchange.
Section 12 Notices. Any notice required or permitted to be given hereunder by one party to the other shall
be delivered in the manner set forth in the C &M Agreement. Notices to Grantor under this Easement shall be
delivered to the following address: BNSF Railway Company, Real Estate Department, 2500 Lou Menk Drive, Ft.
Worth, TX 76131, Attn: Permits, or such other address as Grantor may from time to time direct by notice to
Grantee.
Section 13 Recordation. It is understood and agreed that this Easement Agreement shall not be in
recordable form and shall not be placed on public record and any such recording shall be a breach of this
Easement Agreement. Grantor and Grantee shall execute a Memorandum of Easement in the form attached
hereto as Exhibit "B" (the "Memorandum of Easement ") subject to changes required, if any, to conform such
form to local recording requirements. The Memorandum of Easement shall be recorded in the real estate
records in the county where the Premises are located. If a Memorandum of Easement is not executed by the
parties and recorded as described above within 10 days of the Effective Date, Grantor shall have the right to
terminate this Easement Agreement upon notice to Grantee.
Section 14 Miscellaneous.
14.1 All questions concerning the interpretation or application of provisions of this Easement
Agreement shall be decided according to the substantive Laws of the State of Texas without regard to conflicts
of law provisions.
14.2 In the event that Grantee consists of two or more parties, all the covenants and agreements of
Grantee herein contained shall be the joint and several covenants and agreements of such parties. This
instrument and all of the terms, covenants and - provisions hereof shall inure to the benefit of and be binding upon
each of the parties hereto and their respective legal representatives, successors and assigns and shall run with
and be binding upon the Premises.
14.3 If any action at law or in equity is necessary to enforce or interpret the terms of this Easement
Agreement, the prevailing party or parties shall be entitled to reasonable attorneys' fees, costs and necessary
disbursements in addition to any other relief to which such party or parties may be entitled.
14.4 If any provision of this Easement Agreement is held to be illegal, invalid or unenforceable under
present or future Laws, such provision will be fully severable and this Easement Agreement will be construed
and enforced as if such illegal, invalid or unenforceable provision is not a part hereof, and the remaining
provisions hereof will remain in full force and effect. In lieu of any illegal, invalid or unenforceable provision
herein, there will be added automatically as a part of this Easement Agreement a provision as similar in its terms
to such illegal, invalid or unenforceable provision as may be possible and be legal, valid and enforceable.
14.5 This Easement Agreement is the full and complete agreement between Grantor and Grantee
with respect to all matters relating to Grantee's use of the Premises, and supersedes any and all other
Form 704; Rev. 04/26/05
5
Law Department Approved
agreements between the parties hereto relating to Grantee's use of the Premises as described herein. However,
nothing herein is intended to terminate any surviving obligation of Grantee or Grantee's obligation to defend and
hold Grantor harmless in any prior written agreement between the parties.
14.6 Time is of the essence for the performance of this Easement Agreement.
14.7 The terms of the C &M Agreement are incorporated herein as if fully set forth in this instrument
which terms shall be in full force and effect for purposes of this Easement even if the C &M Agreement is, for
whatever reason, no longer in effect.
[Signature page follows]
Form 704; Rev. 04/26/05
6
Law Department Approved
Witness the execution of this Easement Agreement as of the date first set forth above.
Witness:
GRANTOR:
BNSF RAILWAY COMPANY, a Delaware corporation
By:
Name:
Title:
GRANTEE:
DESCHUTES COUNTY, an Oregon political subdivision
By:
Name: Tammy Banev
Title: Chair
By:
Name: Dennis R. Luke
Review d by Cou ty Cou el Title: Vice Chair
By: a-r4
Date: l - l 6 - 61 By:
Name: Alan Unger
Title: Commissioner
Attest:
Recording Secretary
7
Form 704; Rev. 04/26/05
Exhibit "A"
Deschutes Junction Overcrossing Phase 2
New Tumalo Road /BNSF RR Overpass
A parcel of land located in the SE 1/4 SW 1/4 of Section 26, Township 16 South, Range
12 East, W.M., Deschutes County, Oregon, said parcel being a portion of that 100 foot
wide railroad corridor excepted out of the Correction Quitclaim Deed to Cascade Pumice
Inc., Grantee, by the Burlington Northern and Santa Fe Railway Company, Grantor,
recorded July 2, 2002 in Volume 2002 Page 36103 of Deschutes County Official Records,
and being more particularly described as follows:
Commencing at the brass disk monumenting the West 1/4 corner of said Section
26; thence along the west line of said Section 26 S00 °0315 "E 418.86 feet to the
centerline of the new Tumalo Road; thence leaving said section line and along
said centerline S59 °39'01 "E 2200.04 feet to the westerly line of said railroad
corridor, the Point of Beginning; thence leaving said centerline and along said
westerly corridor Tine N28 °02'06 "E 85.07 feet; thence leaving said westerly
corridor line and along a line 85.00 feet northerly of and parallel with the centerline
of said new Tumalo Road S59 °39'01 "E 100.08 feet to the easterly line of said
railroad corridor; thence along said easterly corridor line S28 °02'06 "W 170.14
feet; thence leaving said easterly corridor line and along a line 85.00 feet
southerly of and parallel with the centerline of said new Tumalo Road
N59 °39'01 "W 100.08 feet to said westerly corridor line; thence along said
westerly line N28 °02'06 "E 85.07 feet to the Point of Beginning. Containing
17,014 square feet (0.39 acres) more or less.
REGISTERED
PROFESSIONAL
LAND Std V'.. V'
JULY, X11 r.
MICHAEL J. BERRY
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