TITLE









Exhibit 10.21




 




 




TIMBERLAND

DEED OF TRUST


AND SECURITY AGREEMENT


WITH ASSIGNMENT OF RENTS




(Washington)




 




 




This Deed of Trust and Security Agreement with Assignment of Rents (the

“Deed of Trust”) is made this 29 day of April, 1992, by and between POPE

RESOURCES, A DELAWARE LIMITED PARTNERSHIP (hereinafter referred to as the

“Grantor”) whose address is 19245 10th Avenue N.E., Poulsbo, Washington 98370–0239,

JEFFERSON TITLE COMPANY, whose address is 2205 Washington Street, Port

Townsend, Washington 98368, as Trustee, (hereinafter referred to as “Trustee”)

and JOHN HANCOCK MUTUAL LIFE INSURANCE COMPANY, a corporation incorporated

under the laws of the Commonwealth of Massachusetts (hereinafter referred to as

the “Beneficiary”), whose address is John Hancock Place, P.O. Box 111, Boston,

Massachusetts 02117, Attn:  Senior

Forestry Investment Officer, Agricultural Investment Department.




WHEREAS, Grantor is indebted to Beneficiary in the sum of Sixteen

Million Dollars ($16,000,000.00), evidenced by promissory note dated April      , 1992 (hereinafter referred to as the

“Note”), to be paid with interest thereon in installments as set forth in the

Note, which matures, if not sooner paid, on May 1, 2022; and




WHEREAS, to secure the indebtedness evidenced by the Note, Grantor has

duly authorized the execution and delivery of this Timberland Deed of Trust and

Security Agreement with Assignment of Rents upon certain property in Jefferson

County, Washington, as hereinafter particularly described.




NOW, THEREFORE, for good and valuable consideration, the receipt and

adequacy of which is hereby acknowledged, and for the purpose of securing the

obligations described in Section 1.1 below, Grantor hereby irrevocably grants,

conveys, bargains, sells, warrants, assigns, transfers, pledges, hypothecates

and grants in and confirms to Trustee, in trust, with power of sale, for the

benefit and security of Beneficiary, subject to the terms and conditions

hereinafter set forth, all of Grantor’s right, title and interest in and to the

real property located in Jefferson County, Washington (the “Real Property”)

more particularly described on Exhibit A attached hereto and incorporated

herein by reference thereto; and all fences, gates, roads, rights of way or

easements for roads, rights of ingress and egress, waters, water courses, water

rights and powers, rights to underground waters, licenses, rights, interests,

privileges, liberties, and all tenements, hereditaments and appurtenances

whatsoever, upon or attached to or in any way belonging, relating or

appertaining to the Real Property, or which hereafter shall be related to or in

any way belong, or be appurtenant thereto, and all licenses, easements, rights,

interests, privileges or liberties now or hereafter owned by Mortgagor

belonging, relating or appertaining to the Real Property, or the timber or logs

located thereon; and




TOGETHER WITH the

Grantor’s interest in any cutting or similar contract involving the sale of

trees standing on the Real Property; any books and records relating to the use

and operation of all or any portion of the Real Property; and all rights,

titles and interests of Grantor in and to all present and future licenses,

permits, approvals and agreements with or from any 




 





























 




municipal corporation, county, state, or other governmental

or quasi–governmental entity or agency relating to the development,

improvement, division or use of all or any portion of the Real Property to the

extent such trade names, licenses, permits, approvals, and agreements are

assignable by law; and




TOGETHER WITH all rights of Grantor in and to any escrow or withhold

agreements, title insurance, surety bonds, warranties, management contracts,

leasing or sales agreements, and service contracts which are in any way

relevant to the ownership, development, improvement, management, sale or use of

all or any portion of the Real Property; and




TOGETHER WITH Grantor’s rights under any payment, performance, or other

bond in connection with construction of any improvements, and all construction

materials, supplies, and equipment delivered to the Real Property or intended

to be used in connection with the construction of improvements on the Real

Property; and




TOGETHER WITH all rights, interests, and claims that Grantor now has or

may hereafter acquire with respect to any damage to or taking of all or any

part of the Real Property and all awards made for taking by eminent domain, or

by any proceeding or purchase in lieu thereof, of the whole or any part of the

Real Property, and any and all awards resulting from any other damage to the

Real Property, all of which are hereby assigned to the Beneficiary and the

Beneficiary is hereby authorized to collect and receive the proceeds thereof

and to give proper receipts and acquittances therefor, and to apply the same to

the Obligations secured hereby notwithstanding the fact that the same may not

then be due and payable; and




TOGETHER WITH any and all rights, interest, and claims that Grantor now

has or may hereafter acquire with respect to any and all mineral, oil and gas

rights, air rights, development rights, water rights and water stock, drainage

rights, zoning rights, and other similar rights or interests which benefit or

are appurtenant to the Real Property and any proceeds arising therefrom; and




TOGETHER WITH all structures, buildings, and improvements of every kind

and description now or at any time hereafter located on the Real Property

(hereinafter referred to as the “Improvements”), including all equipment,

apparatus, machinery, fixtures, fittings, and appliances and other articles and

any additions to, substitutions for, changes in or replacements of the whole or

any part thereof, now or at any time hereafter affixed or attached to, and

which are an integral part of said structures, buildings, improvements, or the

Real Property or any portion thereof, and such Improvements shall be deemed to

be fixtures and an accession to the freehold and a part of the Real Property as

between the parties hereto and all persons claiming by, through, or under such

parties except that same shall not include such machinery and equipment of any

tenant of any portion of the Real Property or Improvements, which is part of

and/or used in the conduct of the normal business of such tenant conducted upon

the Real Property;




TOGETHER WITH all timber,

standing, cut or down, now or hereafter grown, growing or located on the Real

Property, deemed for the purposes of this Deed of Trust to be real property.




 




2





























 




All of the foregoing is hereinafter referred to as “Property” or as the

“Trust Estate.”




TO PROTECT THE PROPERTY AND SECURITY GRANTED BY THIS DEED OF TRUST, THE

GRANTOR HEREBY WARRANTS, COVENANTS AND AGREES AS FOLLOWS:




ARTICLE I.




 




Particular

Covenants and Warranties of Grantor




 




1.1   Obligations Secured.  This Deed of Trust secures the following,

collectively referred to hereinafter as the “Obligations”:




(a)   The payment of all

indebtedness and the performance of all covenants and obligations of Grantor

under the Note, whether such payment and performance is now due or becomes due

in the future;




(b)   The payment and

performance of all covenants and obligations in this Deed of Trust, and in all

other security agreements, notes, agreements, and undertakings now existing or

hereafter executed by Grantor with or for the benefit of Beneficiary relative

to the loan evidenced by the Note.




1.2   Payment of Indebtedness, Performance of

Covenants.  Grantor shall duly and

punctually pay and perform all of the Obligations.




1.3   Title To Property, Type, Acres, Volume of

Timber.  Grantor warrants that it

holds good and merchantable title to the Property, free and clear of all liens,

encumbrances, reservations, restrictions, easements and adverse claims except

those identified as Number 1 through 173 and Number 181 an Schedule B in the

Commitment for Title Insurance issued by Jefferson County Title Company, Inc.,

dated March 9, 1992, Order No. 38797–RA, given to Beneficiary by Grantor

prior to execution of this Deed of Trust, a copy of said Schedule B being

attached hereto as Exhibit B, and that the Property is not used principally !or

agricultural or farming purposes. 

Grantor covenants that it will forever defend the Beneficiary’s rights

hereunder and the priority of this Deed of Trust against the adverse claims of

all persons.




Grantor further warrants that the Property contains at least 37,805

acres, that the annual growth rate of merchantable conifer timber thereon is at

least 11,200 MBF, and that located thereon is uncut sound merchantable conifer

timber of the following species in at least the volumes indicated as follows:




	

  Douglas

  Fir


  	

   


  	

  236,514

  MBF (net Scribner long-log sale measure)


  
	

   


  	

   


  	

   


  
	

  Cedar


  	

   


  	

  8,293

  MBF (net Scribner long-log sale measure)


  
	

   


  	

   


  	

   


  
	

  Other

  Conifer


  	

   


  	

  36,012

  MBF (net Scribner long-log sale measure)


  





 




3





























 




1.4   Further

Assurances; Filing; Re–Filing; etc.




(a)   Grantor shall

execute, acknowledge and deliver, from time to time, such further instruments

as Beneficiary may require to accomplish the purposes of this Deed of Trust.




(b)   Grantor,

immediately upon the execution and delivery of this Deed of Trust, and

thereafter from time to time, shall cause this Dead of Trust, any security

agreement, Deed of Trust, or deed of trust supplemental hereto and each

instrument of further assurance to be recorded and re–recorded in such

manner and in such places as may be required by any present or future law in

order to perfect, and continue perfected, the lien and estate of this Deed of

Trust.




(c)   Grantor shall pay

all filing and recording fees, and all expenses incident to the execution,

filing,  recording and acknowledgment of

this Deed of Trust, any security agreement, Deed of Trust, or deed of trust

supplemental hereto and any instrument of further assurance, and all federal,

state, county, and municipal taxes, assessments and charges arising out of or

in connection with the execution, delivery, filing, and recording of this Dead

of Trust, any security agreement, Deed of Trust or deed of trust supplement

hereto, or any instruments of further assurance.




1.5   Compliance with Laws.  Grantor further represents, warrants and

covenants that the Property will be maintained in full compliance with all

applicable laws, statutes, ordinances, regulations and codes of all federal,

state and local governments (collectively “Laws”); and all covenants,

conditions, easements and restrictions affecting the Property.  Grantor may, without being deemed to be in

violation of this section 1.5, contest in good faith the application of any

laws, covenants, conditions, easements or restrictions affecting the Property;

provided, that in the event such contest involves a lien on the Property, or

any part thereof, that would, if valid, have priority over the lien of this

Deed of Trust, Grantor shall provide to Beneficiary an appropriate monetary

deposit or corporate surety bond fully protecting Beneficiary against such lien

should Grantor’s contest be unsuccessful.




1.6   Environmental

Protection Requirements, Warranties and Indemnities.




(a)   Except to the

extent Grantor may do so, in accordance with applicable state, federal or local

laws and regulations, in the ordinary course of its timber planting, growing,

management and harvesting business, Grantor shall not use, or permit any

tenant, occupant, or any other party or entity to use, the Property, or any

part thereof, for the purpose of generating, treating, producing, storing,

handling, transferring, processing, transporting, disposing, or otherwise

releasing “hazardous substances,” as hereinafter defined, either on, in, from,

or about the Property which:




(i)            creates or causes a contamination

either on the Property or elsewhere which is required by any governmental

authority to be removed, remediated, or otherwise cleaned–up under any

applicable “Environmental Law,” as defined below,




(ii)           creates

any form of liability, civil or criminal, direct or indirect, due to such

contamination, or




 




4





























 




(iii)          is

in contravention of any Environmental Law.




 




(b)   The terms

“Environmental Law” and “Environmental Laws” as used in this Deed of Trust

include any and all current and future federal, state, and local environmental

laws, statutes, rules, regulations, and ordinances, as the same shall be

amended and modified from time to time, including but not limited to “common

law,” the Comprehensive Environmental Response, Compensation and Liability Act,

(CERCLA) as amended from time to time, the Resource Conservation and Recovery

Act, (RCRA) as amended from time to time, and the Toxic Substances Control Act,

(TSCA) as amended from time to time.




(c)   The term

“hazardous substances” as used in this Deed of Trust includes any and all

“hazardous substances” as defined in CERCLA, any and all “hazardous wastes” as

defined in RCRA, any and all “toxic substances” as defined in TSCA, petroleum

products, asbestos or asbestos–containing materials, polychlorinated

biphenyls (“PCB’s”), radon gas, urea formaldehyde form insulation (“UFFI”), and

any and all other hazardous substances, hazardous wastes, pollutants, and

contaminants regulated or controlled by any of the Environmental Laws.




(d)   Grantor shall,

promptly after learning thereof, in the event of any discharge, spill,

injection, escape, emission, disposal, leak, or other release of hazardous

substances on, in, under, onto, or from the Property, which is not authorized

by a currently valid permit or other approval issued by the appropriate

governmental agencies:




(i)            Promptly notify Beneficiary and if

required by applicable laws or regulations, the Environmental Protection Agency

National Response Center and the appropriate State Department of Environmental

Resources,




(ii)           take all steps necessary to promptly

clean up such discharge, spill, injection, escape, emission, disposal, leak, or

another release in accordance with the provisions of all applicable

Environmental Laws, and




(iii)          if legally required, receive

certification from the appropriate State Department of Environmental Resources

or Federal Environmental Protection Agency that the Property, and any other

property affected, has been cleaned up to the satisfaction of those agencies.




(e)   Grantor shall and

does hereby grant Beneficiary and Beneficiary’s agents, employees, contractors

and designees an irrevocable license (coupled with an interest) to enter the

Property, until such time as the Obligations are fully paid, upon at least 10

days prior written notice to Grantor, from time to time to:




(i)            evaluate and monitor the Property

for compliance with all Environmental Laws and the terms of this Deed of Trust.




(ii)           to evaluate the presence of hazardous

substances, and




(iii)          to

perform appropriate tests and test borings, including taking soil and ground

water samples.




 




5





























 




(f)    That Grantor

shall provide Beneficiary with all notices and other communications received

from federal, state, and local agencies and departments which enforce and

administer the Environmental Laws relating to violations thereof on the

Property.  From time to time Grantor

shall provide Beneficiary, upon request, any and all information requested by

Beneficiary concerning the use of the Property and Grantor’s compliance with

the Environmental Laws and the terms of this Deed of Trust, including but not

limited to, all licenses, permits, and certificates, and the books and records

pertaining to the Property.




(g)   Grantor shall

require that all tenants, subtenants, undersubtenants, and other occupants of

the Property to use and occupy the Property in strict compliance with the

Environmental Laws and the terms of this Deed of Trust.




(h)   Grantor shall and

does hereby release, indemnify, agree to pay on behalf of and hold harmless

Beneficiary, its officers, directors, agents, employees, successors, and

assigns of, from, and against any impositions imposed by any governmental

authority for any lien or so–called “super priority lien” upon the

Property, as well as all losses, claims, costs, liabilities, penalties,

punitive damages, causes of action, actions, demands, damages, fines (civil or

criminal), penalties, expenses, clean–up costs, attorneys’ fees, and

court costs (all of which are hereinafter referred to as “Environmental

Damages”), regardless of when such Environmental Damages occurred, caused in

whole or in part by any past, present, or future owner, occupier, tenant,

subtenant, undersubtenant, licensee, guest, or any other person or entity,

unless and to the extent such Environmental Damages arise as a result of the

negligence or willful misconduct of Beneficiary, its employees, agents,

contractors, or subcontractors, which may be incurred, suffered, or sustained

by Beneficiary, its officers, directors, successors, or assigns, at any time,

and from time to time, hereunder whether before, during, or after enforcement

of its rights and remedies hereunder after the occurrence of an Event of

Default and after payment of all sums secured hereby, by reason of or arising

from, in whole or in part:




(i)            the presence or alleged presence of

asbestos, asbestos–containing materials, PCB’s, radon gas, or UFFI on the

Property;




(ii)           any violation or alleged violation of

any Environmental Law; and




(iii)          any release or contamination caused by

any hazardous substance on, in, under, onto, from, or about the Property; or




(iv)          any liability for personal injury,

property damage, or damage to the environment due to (i), (ii), or (iii) above

(“Receivable Claims”).




Provided, always, that

Grantor’s liability under this subsection (h) shall be limited to that derived

from event(s) occurring prior to or during Grantor’s ownership of the Property

or portion thereof on which the event(s) occurred giving rise to the liability

covered by the foregoing indemnity.  In

the event the liability arises from a continuing event that occurred both during

or prior to Grantor’s ownership, but also after Grantor’s ownership, Grantor’s

liability under the indemnity set forth above shall remain, but shall be

reduced to the extent that Grantor shall prove is due to the actions or

omissions of an owner(s) subsequent in time to Grantor.




 




6





























 




(i)    The terms of

paragraph 1.6 (h) shall survive the payment in full of all sums secured hereby

and the termination and satisfaction of record of this Deed of Trust and/or a

deed in lieu of foreclosure.




(j)    Grantor agrees

that in the event Beneficiary shall pay any Receivable Claims, all such sums

shall be added to the amount secured hereby, shall be deemed to be obligatorily

advanced under the terms of the Loan Documents, shall be secured hereby, and

shall be payable on demand by Grantor. 

The terms of this paragraph shall survive the payment in full of all

other sums secured hereby and the termination and satisfaction of record of

this Deed of Trust.




(k)   Grantor warrants

and represents to Beneficiary that Grantor has investigated the prior ownership

and use of the Property, in a manner consistent with good commercial and

customary practice, to determine that the Property is free of hazardous

substances, except as otherwise disclosed to Beneficiary in writing, Grantor, in

performing its investigation, has considered, among other factors:




(i)            the relationship of the purchase

price to the value of the Property if uncontaminated when acquired,




(ii)           commonly known or ascertainable

information about the Property, and




(iii)          the obviousness of the presence, or

likely presence, of contamination.




(l)    Grantor warrants

and represents to Beneficiary, except to the extent disclosed to Beneficiary in

writing, that to the best of the Grantor’s knowledge:




(i)            none of the Property owned and/or

occupied by Grantor has ever been used to treat, store, produce, handle,

transfer, process, transport, dispose or otherwise release hazardous substances

and/or any other substances regulated or controlled by the Environmental Laws

or which would result in any liability therefor;




(ii)           there is no pollution or danger of

pollution resulting from a condition which exists on the Property which

requires any corrective action under the Environmental Laws or which would

result in any liability therefor;




(iii)           no notification has been filed with

regard to a release of hazardous substances on, into, onto, or from the

Property under the Environmental Laws;




(iv)          neither

Grantor nor any prior owner or occupier of the Property has received a summons,

citation, Notice of Violation, Administrative Order, directive, letter, or

other communication, written or oral, from any governmental or quasi–governmental

authority concerning any violation or alleged violation of any Environmental

Laws with respect to the Property;




 




7





























 




(v)           there are no underground storage

tanks, visible asbestos, asbestos–containing materials, PCB’s, or UFFI

located on, in, under, or about the Property;




(vi)          there have been no releases at, upon,

under, or within, and no past or ongoing migration from neighboring lands to,

the Property of any hazardous substances;




(vii)         there is no radon gas infiltrating any

buildings on the Property in excess of current state and federal guidelines;

and




(viii)        all warranties and representations given

by Grantor in this Deed of Trust are true, complete, and correct as of the date

hereof.




(m)  Grantor agrees that

any materials or other items found in, on, under, or around the Property, of

which Grantor is aware, which qualify as hazardous substances, or any otherwise

deemed unacceptable by the Beneficiary, in its sole discretion, shall be

immediately removed from the Property, at Grantor’s sole cost and expense, in

compliance with all applicable Environmental Law; provided, however, that

Grantor need not remove any substances pursuant to this subsection (m) that

Grantor requires in the ordinary course of its timber planting, growing,

management, and harvesting business and if such usage is in compliance with

applicable state, federal, or local laws and regulations.




(n)   Beneficiary shall

be under no obligation or duty to inspect for or discover any hazardous

substances on the Property.




(o)   Grantor shall, in

addition to those notifications required elsewhere in this Deed of Trust,

notify Beneficiary of:




(i)            the presence in any material amount

known to Grantor of any visible asbestos or asbestos–containing

materials, PCB’s (except as shown on the Environmental Certificate), radon gas

beyond acceptable limits, or urea formaldehyde foam insulation at, in, on,

under, onto, or from the Property, and




(ii)           the receipt by Grantor of any written

notice or other written communication from any governmental entity or authority

or from any tenant or other occupant or from any other person or source with

respect to any alleged or actual release, contamination or other event

involving a Hazardous Substance on, in, under, onto, or from the Property, and




(iii)          shall promptly send Beneficiary copies

of all results of tests conducted by or on behalf of Grantor of any underground

storage tanks on the Property.




1.7   Waste

or Deterioration.  Grantor shall not

commit, permit, or suffer any waste or deterioration of the Property.  Grantor shall give Beneficiary no less than

20 days prior notice before commencing any construction, alteration, or

improvement on the Property, excepting that any such activity, such as road

construction, normal to the cutting and removal of timber from the Property

shall not require such prior notice.




 




8





























 




1.8   Liens.  Grantor shall not create or suffer or permit to be created any

mortgage, deed of trust, lien, security interest, charge, or encumbrance upon

the Property or any part thereof, prior to, on a parity with, or subordinate

to, the lien of this Deed of Trust. 

Provided always that the following shall not be deemed a violation of

this Section 1.8 or of any other provision of this Deed of Trust:




(a)   Financing secured

by liens on the Property (or a portion thereof) which are subordinate to the

lien of this Deed of Trust and which financing was obtained with Beneficiary’s

prior written consent.




(b)   Cutting or

stumpage contracts concerning merchantable conifer timber on the Property

entered into in the ordinary course of Grantor’s business.




(c)   Leases involving

portions of the Property entered into in the ordinary course of Grantor’s

business.




1.9   Impositions.




(a)   Grantor shall pay

or cause to be paid, when due and before any fine, penalty, interest, or cost

attaches thereto, all taxes, assessments, utility charges, and all other

governmental or nongovernmental charges or levies now or hereafter assessed or

levied against any part of the Property (including, without limitation, levies

or charges resulting from covenants, conditions and restrictions affecting the

Property) or upon the lien or estate of the Beneficiary therein (collectively,

the “Impositions”); provided, however, that if by law any such imposition may

be paid in installments, whether or not interest shall accrue on the unpaid

balance thereof, the Grantor may pay the same in installments (together with

accrued interest on the unpaid balance thereof) as the same become due, before

any fine, penalty, or cost attaches thereto. 

Grantor shall also pay when due all claims for labor, materials, or

supplies that, if unpaid, might become a lien on the Property or any portion

thereof.




(b)   Should Grantor be

in default under the Note or this Deed of Trust, Beneficiary, at its option,

may engage Ticor Realty Tax Service (or other realty tax payment monitoring

service Beneficiary shall select) to monitor, for the balance of the term of

the Note, the payments made by Grantor on the real estate taxes due on the

Property.  Grantor shall reimburse Beneficiary

on demand, the charges for such service. 

If not so paid, such charges shall be deemed an advancement by the

Beneficiary as provided for in Section 1.9(d) and shall bear interest

accordingly.




(c)   Grantor

may, at its expense and after prior notice to Beneficiary, contest by

appropriate legal, administrative, or other proceedings conducted in good faith

and with due diligence, the amount, validity, or application, in whole or in

part, of any Imposition or lien therefor or any claim of any laborer,

materialmen, supplier or vendor or lien therefor, and may withhold payment of

the same pending completion of such proceedings if permitted by law, provided

that: (i) such proceedings shall suspend collection from the Property; (ii)

neither the Property nor any part thereof nor interest therein will be sold,

forfeited, or lost if Grantor pays the amount or satisfies the condition being

contested, and Grantor would have the opportunity to do so in the event of

Grantor’s failure to prevail in the contest; (iii) Beneficiary shall, by virtue

of 




 




9





























 




such

permitted contest, not be exposed to any risk of any criminal liability or any

civil liability for which Grantor has not furnished additional security as

provided in clause (iv) following; and (iv) Grantor shall have furnished to

Beneficiary additional security in respect of the claim being contested or the

loss or damage which may result from Grantor’s failure to prevail in such

contest in such form and amount as may be reasonably requested by Beneficiary.




(d)   Upon Grantor’s

failure to comply with the covenants and agreements contained in this Deed of

Trust, including without limitation payment of taxes, charges, assessments,

insurance premiums, maintenance and repair of the Property and costs incurred

for the protection of the Property and Beneficiary’s priority, Beneficiary,

without prejudice to any rights given herein, may make advances to perform or

cure same in behalf of Grantor; and Grantor hereby agrees to repay all sums so

advanced, on written demand, with interest from the date advanced at the rate

of 12.65% per annum.  All sums so

advanced, with interest as aforesaid, until paid by Grantor, shall be

immediately due and payable and be added to and become a part of any

indebtedness or obligation secured hereby in such manner or order as

Beneficiary may desire or determine, having the benefit of the lien hereby

created as a part thereof and of its priority; but no such advances shall be

deemed to relieve Grantor from any default hereunder or impair any right or

remedy consequent thereto.  The exercise

of the rights to make advances granted in this paragraph shall be optional with

Beneficiary and not obligatory; and Beneficiary shall not, in any case, be

liable to Grantor for failure to exercise any such right.




1.10 Books and Records; Inspection and Audit of

Records and the Property.  Grantor

shall keep adequate records and books of account in accordance with generally

accepted accounting principles consistently applied and shall permit

Beneficiary, and its authorized representatives to enter and inspect the

Property, to examine the records and books of account of the Grantor with

respect thereto, including but not limited to harvest activity thereon, for the

purpose of ascertaining that the obligations of the Grantor under this Deed of

Trust and obligations of the maker of the Note are being complied with, and

make copies of extracts thereof, such inspection or audit of books and records

to be at such reasonable times as may be requested by Beneficiary.  In addition, Beneficiary shall be permitted

ready access to such books and records for the purpose of an audit or audits

thereof as often as Beneficiary may reasonably request, at Beneficiary’s

expense, by independent public accountants engaged by Beneficiary.  Grantor shall be obligated under this Section

1.10 to make such books and records available only at the location(s) where

such are usually kept in the ordinary course of the Grantor’s business.




1.11 Annual Harvest Reports.  Within 45 days of the end of Grantor’s

fiscal year, Grantor shall provide Beneficiary a written report of the

following activity with respect to the Property during the fiscal year just

ended:




(a)   Timber volume

harvested, broken down by species.




(b)   Timber volume

damaged by fire, insects, disease, storms or other act of nature.




(c)   Number

of acres (and the location thereof) prepared and planted for reforestation

purposes, including the species planted.




 




10





























 




Provided, that if at any time the amount of timber harvested from the

Property shall exceed the amount that may be harvested without triggering an

extra principal payment under the Note (as detailed in Section 2 thereof),

Grantor shall notify Beneficiary in writing within 15 days of the date Grantor

becomes aware that it has exceeded such allowable harvest total and follow such

notification within 45 days with a written report to Beneficiary for the year

to date including the same items required to be in the annual report, such

report to be submitted monthly for the balance of such year, within 15 days

after the end of each month for which such report is required.




1.12 Partnership Status, Continuous Operations

etc.  Grantor covenants that:




(a)   It is a validly

existing limited partnership under the laws of the State of Delaware, duly

qualified to do business in the State of Washington and any other place where

such qualification is necessary.




(b)   It has the

necessary power and authority to accept the Commitment Letter dated April 8,

1992, sent by Beneficiary to Grantor (hereinafter referred to as the

“Commitment Letter”) and to borrow pursuant thereto.




(c)   It will at all

times (i) conduct its business and operate actively, (ii) keep in full force

and effect its partnership existence and comply with all laws and regulations

governing the conduct of its partnership operations, and (iii) make all such

reports and pay all franchise and other taxes and license fees and do all such

other acts and things as may be lawfully required, to maintain its rights,

licenses, leases, powers and franchises under the laws of the United States and

of the states of jurisdictions in which it operates.




(d)   The making and

performance by Grantor of the Commitment Letter, the Note and this Deed of

Trust have been duly authorized by partnership action and will not violate any

provision of law or of its articles of incorporation, bylaws or partnership

agreement, result in the breach of or constitute a default under any indenture

or other agreement or instrument to which Grantor is a party or by which

Grantor or the Property may be bound or affected, including any loan agreements

with U.S. Bank of Washington, N.A.




1.13 Annual Financial Statements.  Grantor shall furnish to Beneficiary as soon

as practical after the end of each fiscal year of Grantor, and in any event

within 90 days thereafter, audited financial statements including without

limitation balance sheets and statements of income and expense prepared and

certified, at Grantor’s expense, by an independent certified public accountant

acceptable to Beneficiary who is a member of the American Institute of

Certified Public Accountants together with a certificate by such accountant

stating that he is familiar with the financial provisions of the loan secured

hereby and whether his examination has disclosed the existence of any default

under this Deed of Trust, the Note secured hereby, or the Commitment Letter,

specifying the nature and period of any default that has been discovered.




1.14 Quarterly

Financial Statements.  Grantor shall

furnish Beneficiary, within 45 days from the end of each fiscal quarter of

Grantor, unaudited financial and operating statements, certified by the

Managing General Partner of Grantor and by the authorized officers of such

Managing General Partner.




 




11





























 




1.15 Limitations of Use.  Grantor shall not initiate, join in, or

consent to any change in any private restrictive covenant, zoning ordinance, or

other public or private restrictions limiting or defining the uses that may be

made of the Property, or any part thereof, without the prior written consent of

Beneficiary, other than granting road easements incident to normal forest

management and logging operations. 

Provided, that the preceding sentence to the contrary notwithstanding,

Grantor may, without violating the terms of this Deed of Trust accomplish any

or all of the actions proscribed by the preceding sentence if the taking of

such action or actions (whether taken at one or more than one time) does not

have the result of eliminating the Grantor’s ability, based on the reasonable

projections using the market conditions then prevailing, to fully service the

debt secured hereby, according to its terms, from the harvesting of timber from

the Property.




1.16 Local Improvement District.  Grantor will not, without the prior written

consent of Beneficiary, create or initiate, vote for, or in any other manner

foster, join in or consent to the creation of, or the inclusion of the Property

or any part thereof within the boundaries of any irrigation, levee, drainage or

other improvement district (except school or road), under which any such

district has or will have the power to issue bonds or other evidence of

indebtedness and/or the power to make assessments against the Property or any

part thereof.




1.17 Special Financial Requirements of Grantor.




(a)   Definitions:  For the purposes of this Section 1.17, the

following listed terms shall be interpreted as stated below:




(i)            Grantor: 

Pope Resources, A Delaware Limited Partnership, and any subsidiary of

Grantor.




(ii)           Subsidiary:  Any corporation in which a majority of the securities which have

voting power are owned by the Grantor. 

For the purposes hereof, a corporation in which a majority of the securities

which have voting power are owned by a subsidiary as herein defined, shall also

be deemed to be a subsidiary.




(iii)          Beneficiary:  John Hancock Mutual Life Insurance Company or its successors and

assigns.




(iv)          Consolidated Basis:  Assets, liabilities, and partner’s capital

of Grantor and any subsidiary shall be deemed to be one for accounting purposes

in calculating the various ratios and requirements used herein.




(v)           Assets: 

Anything owned by Grantor or any right or interest therein of Grantor.




(vi)          Liquid Assets:  Cash and cash equivalents, accounts receivable due within one

year, work in progress which is reasonably expected to be converted to cash

within one year, principal payments on contracts receivable due within one year,

prepaid expenses, and inventory.




(vii)         Liabilities:  Any debt or obligation of Grantor.




 




12





























 




(viii)        Liquid Liabilities:  Debts or other obligations of the Grantor

which must be paid or satisfied within a year, including accounts payable,

accrued liabilities, and debt principal payments due within one year, and

excluding any deferred taxes.




(ix)           Liquid Ratio:  Ratio of Liquid Assets to Liquid Liabilities of Grantor.




(x)            Tangible Assets:  All assets except assets such as goodwill, patents, and similar

assets of an intangible nature.




(xi)           Tangible Partner’s Capital:  All Tangible Assets less all consolidated

liabilities of Grantor.




(xii)          Standing Timber Inventory:  The existing timber value (in board–feet

or cords) allocated to the Property.




(xiii)         Average Annual Growth:  The average annual timber growth allocated

to the Property.




(b)           Liquid Ratio:  On a consolidated basis, the Grantor shall

at all times maintain a Liquid Ratio of no less than 1.25:1.




(c)           Consolidated Ratio of Liabilities

to Capital:  The ratio of Grantor’s

Consolidated Liabilities (excluding deferred profit) to Tangible Partner’s

Capital shall at all times not be greater than 2.0:1.0.




(d)           Tangible Partner’s Capital:  The Grantor’s Tangible Partner’s Capital was

not less than $18,600,000 on December 31, 1991, and will be maintained at no

less than that level plus 50% of Grantor’s consolidated net income on an annual

basis for the first five years following 1991, plus 40% of consolidated net

income on a consolidated basis for the next five years, plus 30% of

consolidated net income for the next five years, plus 20% of net income for the

next five years, plus 10% of consolidated net income for the next five years.




(e)           Consolidated Ratio of Net Income

Plus Interest Expense to Consolidated Interest Expense:  The ratio of Grantor’s consolidated net

income plus interest expense to Grantor’s consolidated interest expense shall

not be less than 1.5:1.0.




1.18 Special Covenants of Grantor.  Without the prior written consent of

Beneficiary, Grantor shall not:




(a)   Acquire any funded

debt (defined as any borrowing or other obligation of Grantor or any subsidiary

thereof maturing within a period in excess of one year, excluding capitalized

leases and revolving lines of credit, excluding the loan from Beneficiary

secured by this Deed of Trust) unless after giving effect thereto, Grantor

remains in compliance with all the terms and provisions of this Deed of Trust,

including all special restrictions and requirements.




(b)   Merge

or consolidate with any other entity.




 




13





























 




(c)           Declare any dividends, purchase,

redeem or otherwise retire or make any distribution in respect of any of its

partnership units, if after giving effect to any such dividend, purchase, redemption,

retirement or distribution, Grantor would be in violation of any terms of this

Deed of Trust or covenants set forth therein or in violation of any law

relating to distribution to partners.




1.19 Timberlands

Covenants.




(a)   Definition.  The term “Timberlands” as used in this Deed

of Trust, refer to that part of the Property maintained and operated primarily

for the production of timber.




(b)   Management,

General.  The Timberlands shall be

maintained in good condition and shall be operated for their highest and best

use as timberlands, having due regard to soil conditions, stand arrangements,

and other factors relevant to the conduct of sound silvicultural and harvesting

practices.  Any harvesting of timber,

shall be carried out in a manner calculated to produce the maximum growth on

the maximum number of items, consistent with the production of the greatest

quantity of timber.




(c)   Access.  There currently exists with regard to the

Timberlands access thereto sufficient to remove the timber from the Timberlands

on a commercially feasible basis, based on current and reasonably anticipated

market conditions and harvest costs.




(d)           Harvesting Limits, Operations and

Payments.  Borrower may harvest

and/or remove up to the annual growth (currently 11,200 MBF, net Scribner long

log scale measure) of merchantable conifer timber from the Timberlands in any

calendar year (prorated for 1992), without generating any obligation to make

extra payments under the terms of the Note. Nothing in this Deed of Trust shall

be deemed to limit Grantor’s ability to harvest hardwood timber or to require

any payments on the obligations by reason of any such harvest of hardwood

timber.  Said removal allowance is

cumulative in that 100% of the volume not removed in any particular calendar year

may be carried forward to the following year(s).  Provided, always, that in no event will the annual harvest exceed

a figure equal to twice the annual growth for that year without generating an

obligation to reduce the principal balance of the Note, as set forth therein,

and as follows:




Should the amount of merchantable conifer timber harvested from the

Property exceed in any calendar year the lower of:




(i)            twice the assumed annual growth of

11,200 MBF (prorated for 1992) of the merchantable conifer timber on the

Property or




(ii)           the

assumed annual growth of 11,200 MBF (prorated for 1992) of the merchantable

conifer timber on the Property, plus the allowable carryover as defined below a

principal payment shall be then due under the Note, in addition to any other

principal reductions required or prepaid, 45 days after harvest, subject to the

prepayment provisions of the Note, in accordance with the following formula:




 




 




14





























 




$80.00 per MBF (net Scribner long–log scale measure) for Douglas

Fir;




$60.00 per MBF (net Scribner long–log scale measure) for Cedar;




$60.00 per MBF (net Scribner long–log scale measure) for other

conifer species.




Should the volume of merchantable conifer timber harvested from the

Property during any calendar year not exceed the assumed annual growth rate

(currently 11,200 MBF) for that year (prorated for 1992) 100% of the allowed

annual harvest volume not removed in that year may be carried forward to the

following year.  If such carryover

volume is not removed in the first carryover year, the unused portion of such

carryover shall expire.  Timber

harvested shall be first applied against any available carryover amount when

computing any need for reduction of principal under the Note.




Any and all cutting operations shall be conducted in such a manner as

to realize the greatest return from the individual tree and from the timber

stand, to effect suitable utilization of the Timberlands, to assure the early

and complete regeneration of stands of desirable timber, and to bring about

their optimum development as to growth. 

Trees shall be cut as close to the ground as practicable.  All desirable trees which are not at the

time being harvested, including young trees, shall be protected against unnecessary

injury from felling, skidding, and hauling. 

All measures reasonably practicable shall be used to prevent soil

erosion, including the proper location of skidways and roads.




(e)   Salvage.  To the extent economically feasible, all

trees which are dead, diseased, fallen, or otherwise damaged by casualty, shall

be salvaged in accordance with sound silvicultural practices.




(f)    Fire

Protection.  All measures shall be

taken which are reasonably necessary to protect the Timberlands from loss by

fire, which measure shall be at least equal to fire–control practices

generally followed on timber producing property in the same general area,

including the adoption of suitable prevention and control measures, the

maintenance of adequate fire–fighting equipment in accordance with

applicable state regulations, proper disposal of slash, and full cooperation

with state and federal agencies on matters of fire prevention and control.

Grantor shall maintain membership in forest protective associations where any

of the Timberlands fall within a forest protective district under the

jurisdiction of any such association, and shall pay as due any forest patrol

assessments of any State Forester (or other agency having jurisdiction), or of

such forest protective association.




(g)   Maintenance of

Roads.  An adequate system of roads

and roadways shall be maintained in such manner as to permit access of mobile

fire–fighting equipment to all parts of the Timberlands.




(h)   Control

of Disease.  There shall be

maintained at all times in accordance with sound silvicultural practices all

reasonable and effective measures to prevent the development of and to control

the spread of disease and insect infestation on the Property.




 




15





























 




(i)    Trespass.  The Property shall be marked to indicate the

boundaries thereof in a conspicuous manner at road entry points, and such

markings shall be renewed from time to time as may be necessary clearly to

maintain public notice of boundaries. 

Grantor shall cause the Timberlands to be inspected from time to time

for the purpose of preventing trespass of any type of or nature, including

unauthorized cutting of timber.




(j)    Compliance.  Grantor shall comply in all respects with

the Washington Forest Practices Act, all rules and regulations issued by the

Washington Forest Practices Board, by the Washington Department of Natural

Resources, and by any other agency having jurisdiction over the Property; and

with any other state and federal laws or regulations applicable to Grantor’s

operations on the Property, including, without limitation, the rules and

regulations of the applicable departments) regulating fish, wildlife and other

natural resources.




(k)   Litigation.  As of the date of this Deed of Trust, there

neither was nor is there now pending, or threatened, to the best of Grantor’s

knowledge, any litigation, administrative proceeding or the like, involving

Grantor, which would materially adversely affect Grantor’s ability to carry out

the obligations and operations of Grantor contemplated by this Deed of Trust.




(l)    Inspection of

Property.  Beneficiary or its agents

may inspect the Property, without prior notice to Grantor, at any time or times

until such time as the obligations are paid in full for the purpose of

determining Grantor is complying with the terms of this Deed of Trust and of

the Note.




1.20 Insurance.




No casualty insurance coverage on the Property or any part thereof

shall be required to be provided by Grantor.




1.21 Mineral

Extraction.




That neither Grantor nor any successor in interest to Grantor in the

Property shall drill or extract or enter into any lease for the drilling or

extraction of oil, gas, or other hydrocarbon substances on the Property without

the prior written consent of Beneficiary. 

Drilling for extraction of other minerals of any kind or character from

the Property or from any part thereof will not require such prior written or

other consent from the Beneficiary; provided, however, that this Section 1.21

shall not prohibit the exercise of rights, existing as of the date hereof and

disclosed on the title reports provided to Beneficiary, of parties other than

Grantor, to develop, bore, or mine for any water, gas, oil, or mineral on or

under the surface of the Property; and provided further, that in the exercise

of any rights permitted to it hereunder with or without Beneficiary’s prior

written consent, Grantor, or its contractors and assigns, shall use all

commercially reasonable efforts to preserve or realize the value of any timber

that shall be impacted by such activities.




1.22         Transfer,

Due–on–Sale, Due–on–Encumbrance.




Grantor shall not sell,

gift, convey, contract to convey, transfer, assign, encumber, pledge, or grant

a security interest in the Property, or any part thereof, or any interest

therein, either 




 




16





























 




voluntarily, involuntarily, or by the operation of law

(a “Transfer”), without Beneficiary’s prior written consent.  The provisions of this section 1.22 shall

apply to each and every Transfer (excluding condemnations by governmental or

other agencies have condemnation powers or transfers to such entities by reason

of settlement in lieu of condemnation, for consideration of less than $5,000

each or settlements of less than $5,000 each in lieu thereof and any such

condemnations or settlements in lieu thereof if within 10 days of receipt of

any proceeds therefrom, 100% of such proceeds so received, exclusive of the

amount needed to reimburse Grantor for attorneys fees and costs incurred in

obtaining such proceeds, are forwarded to Beneficiary to apply as prepayment on

the Note, subject to any applicable prepayment premium), regardless of whether

or not Beneficiary has consented or waived its rights in connection with any

previous Transfer.  Beneficiary may

attach such conditions to its consent under this Section 1.22 as Beneficiary

may determine in its sole discretion, including without limitation an increase

in the interest rate or the payment of transfer or assumption fees, payment of

administrative and legal fees and costs incurred by Beneficiary, and prepayment

of all or any portion of the indebtedness secured hereby.  Harvesting of timber by Grantor shall not be

deemed a violation of this section.




Recognizing that partial releases are a standard activity of timberland

owners, Beneficiary shall work closely with Grantor to expedite any requests

for partial releases, but reserves the right to exercise its judgment as to the

advisability of any individual transaction.




Further, without being deemed to be in violation of this Section 1.22,

Grantor may from time to time exchange, with Beneficiary’s prior written

consent, as Beneficiary recognizes that like kind exchanges are a standard

activity of timberland owner, which consent will not be unreasonably withheld

or delayed, if all of the following conditions precedent are in Beneficiary’s

sole discretion fully satisfied, though Beneficiary reserves the right to

exercise its judgment as to the advisability of any individual transaction.




Conditions Precedent




(i)            The property acquired by Grantor in

the exchange (herein the “Exchange Property”) shall be of equal or greater

value than the portion of the Property for which it is to be exchanged.




(ii)           Grantor shall provide to Beneficiary

such reasonable evidence as Beneficiary shall require as to the then value of

both the Exchange Property and of that portion of the Property for which it is

to be exchanged.  If Beneficiary shall

require appraisal(s) by a qualified independent third party appraiser, such

shall be provided by Grantor at Grantor’s sole expense. However, Beneficiary

shall be the sole arbiter of the values involved.




(iii)          Grantor

shall obtain at Grantor’s sole expense an appropriate endorsement to the

Beneficiary’s ALTA title insurance policy issued to insure Beneficiary’s

position upon closing of the loan evidenced by the Note adding the Exchange

Property to that covered by said title insurance policy.




 




17





























 




(iv)          All fees incurred by Beneficiary for

its utilization of outside special counsel to advise it regarding the exchange

and to advise Beneficiary as to protecting its first lien position shall be

paid by Grantor.




(v)           All recording costs and partial

reconveyance Trustee’s fees required to complete the exchange shall be paid by

Grantor.




(vi)          The Exchange Property must be located

entirely within the State of Washington the county in which the Property is

located or in a county contiguous to one such county and shall have legal

access thereto as Beneficiary shall in its sole discretion deem adequate for

commercial timberland.




(vii)         The Exchange Property shall be

commercial timberland having a value at the time of exchange reasonably

equivalent to the value of the timberland to be exchanged therefor.




ARTICLE II.




 




Condemnation




2.1   Condemnation.




(a)   Should the

Property or any part thereof or interest therein be taken or damaged by reason

of any public improvement, eminent domain, or condemnation proceeding, or in

any other manner (a “Condemnation”), or should Grantor receive any notice or

other information regarding such a proceeding, Grantor shall give immediate

written notice thereof to Beneficiary, except if the reasonably projected value

of the interest involved in the Condemnation shall not exceed $5,000.




(b)   Beneficiary shall

be entitled to 100% of all compensation, awards and other payments that exceed

$5,000 in the aggregate for a single condemnation proceeding (“Condemnation

Proceeds”) or relief therefor, and shall be entitled, at its option, to

commence, appear in and prosecute any Condemnation proceeding in its own or

Grantor’s name and make any compromise or settlement in connection with such

Condemnation; provided that the aforesaid right to prosecute in the Grantor’s

name and to enter into any compromise or settlement in connection therewith

shall be available to Beneficiary only during such time as the Grantor is in

default under this Deed of Trust.




(c)   Beneficiary shall

apply the condemnation proceeds to the reduction of the Obligations in such

order as Beneficiary may determine.




ARTICLE III.




 




ASSIGNMENTS

OF RENTS, ISSUES, AND PROFITS




 




3.1   Assignments

of Rents, Issues, and Profits. 

Grantor hereby assigns and transfers to Beneficiary the rents, revenues,

issues, profits, income, and benefits derived from the Property 




 




18





























 




(collectively,

the “Rents”), and hereby gives to and confers upon Beneficiary the right,

power, and authority to collect the same. 

Grantor irrevocably appoints Beneficiary its true and lawful attorney–in–fact,

with power of substitution, at the option of Beneficiary at any time and from

time to time following the occurrence and during the continuance of an Event of

Default, to demand, receive and enforce payment of, to give receipts, releases

and satisfactions for, and, in the name of Grantor or otherwise, to sue for the

Rents and apply the same to the obligations; provided, however, that Grantor

shall have the right to collect the Rents at any time prior to the occurrence

of an Event of Default.  The foregoing

is intended to constitute an absolute assignment by Grantor for the benefit of

Beneficiary, subject only to the terms of this Deed of Trust.




ARTICLE IV.




 




Security

Agreement




 




To secure the Obligations, Grantor hereby grants to Beneficiary a

security interest in all timber that is severed from the real property covered

by this Deed of Trust; provided, should Grantor not be in default under the

Note or this Deed of Trust that any lien in favor of Beneficiary on severed

timber shall automatically expire at such time as the timber in question is

removed from the Property or, should the timber in question have been removed

from the Property at the time the Grantor was in default under the Note or this

Deed of Trust and such default is later cured, any lien in favor of Beneficiary

on such removed timber shall automatically expire at the time of such

cure.  This Trust Deed shall constitute

a security agreement under Article 9 of the Uniform Commercial Code of the

State of Washington.  The mailing

address of Grantor and the address of Beneficiary from which information may be

obtained are set forth in the introductory paragraph of this Deed of Trust.




ARTICLE V.




 




Events

of Default; Remedies




 




5.1   Events of Default.  Each of the following shall constitute an

Event of Default under this Deed of Trust:




(a)   Nonpayment.  Failure of Grantor to pay any of the

Obligations, including without limitation payments required by this Deed of

Trust, not later than 10 days from the due date thereof, as to any amounts due

under the terms of the Note, and as to any other amounts, not later than 10

days from receipt by Grantor of written notice, given and received as provided

in Section 6.3, from Beneficiary of the amount due.




(b)   Breach

of Other Covenants.  Failure of

Grantor to perform or abide by any other covenant included in the Obligations,

including without limitation those covenants in the Commitment Letter or this

Deed of Trust, or to correct any such failure within 20 days after written

notice thereof deposited in the United States mail, addressed to Grantor at the

address indicated on the first page hereof (or such other address as shall be

hereafter designated by Grantor in writing in the manner provided for in

Section 6.2 hereof) by first class mail with postage prepaid.  Provided that if any such breach by Grantor

is not reasonably curable within 




 




19





























 




said 20

days, Grantor shall not be deemed to be in default if it shall commence the

cure of such breach within said 20-day period and diligently and continuously

pursue such cure to completion.




(c)   Misinformation.  Falsity when made in any material respect of

any representation, warranty or information furnished by Grantor to Beneficiary

in or in connection with any of the Obligations or the said Commitment Letter.




(d)   Other Default.  The occurrence of any other Event of Default

under any of the Obligations, after notice and any cure period if applicable.




(e)   Other

Indebtedness, Secondary Financing. 

Grantor’s default beyond applicable grace periods in the payment of any

other indebtedness owed by Grantor to any person if such indebtedness is

secured by all or any portion of the Property.




(f)    Bankruptcy.  The occurrence of any of the following with

respect to the Property, Grantor, or the then owner of all or any part of the

Property: (i) appointment of a receiver, liquidator, or trustee; (ii)

adjudication as a bankrupt or insolvent; (iii) filing of any petition under any

state or federal bankruptcy, reorganization, moratorium, or insolvency law,

except an involuntary petition which is dismissed within sixty (60) days of its

filing; (iv) institution of any proceeding for dissolution or liquidation,

except an involuntary proceeding which is dismissed within sixty (60) days of

its filing; (v) inability to pay debts when due; (vi) any general assignment

for the benefit of creditors; or (vii) abandonment of the Property or any

material portion thereof.




(g)   Termination of

Business.  Voluntary or involuntary

termination or suspension of the business of Grantor or the attachment or

seizure of a portion of the Property.




(h)   Certain Taxes.  For purposes of this subsection (h), State

Tax shall mean:




(i)            A specific tax on mortgages, trust

deeds, secured indebtedness or any part of the indebtedness secured by this

Deed of Trust.




(ii)           A specific tax on the grantor of

property subject to a trust deed which the taxpayer is authorized or required

to deduct from payments on the trust deed.




(iii)          A tax on property chargeable against the

beneficiary or trustee under a trust deed or holder of the note secured

thereby.




(iv)          A

specific tax (other than an income tax or a gross receipts tax) on all or any

portion of the indebtedness or on payments of principal and interest made by

Grantor.  If any State Tax is enacted

after the date of this Deed of Trust and is applicable to this Deed of Trust,

enactment of the State Tax shall constitute an Event of Default, unless the

following conditions are met:  Grantor

may lawfully pay the tax or charge imposed by the State Tax without causing any

resulting economic disadvantage or increase of tax to Beneficiary; and Grantor

pays or agrees in writing to pay the tax or 




 




20





























 




charge

within thirty (30) days after written notice from Beneficiary that the State

Tax has been enacted and is otherwise due and payable.




5.2   Remedies in Case of Default.  If An Event of Default shall occur,

Beneficiary may exercise any one or more of the following rights and remedies,

in addition to any other remedies which may be available by law, in equity, or

otherwise:




(a)   Acceleration.  Beneficiary may declare all or any portion

the Obligations immediately due and payable.




(b)   Receiver.  Beneficiary may have a receiver appointed

for the Property. Beneficiary shall be entitled to the appointment of a

receiver as a matter of right whether or not the apparent value of the Property

exceeds the amount of the indebtedness secured by this Deed of Trust.  Grantor consents to the appointment of a

receiver at Beneficiary’s option and waives any and all defenses thereto.




(c)   Possession.  Beneficiary may, either through a receiver

or as lender–in–possession, enter and take possession of all or any

part of the Property and use, operate, manage and control it as the Beneficiary

shall deem appropriate in its sole discretion. 

Upon request after an Event of Default, Grantor shall peacefully

relinquish possession and control of the Property to Beneficiary or any

receiver appointed under this Deed of Trust.




(d)   Rents and

Profits.  Beneficiary may revoke

Grantor’s right to collect the Rents and any profits from the harvest and sale

of timber, and may, either itself or through a receiver, collect the same.  Beneficiary may harvest and sell timber from

the Property and collect any profits or rents therefrom.  Beneficiary shall not be deemed to be in

possession of the Property solely by reason of exercise of the rights contained

in this subsection (d).  If Rents are

collected by Beneficiary under this subsection (d), Grantor hereby irrevocably

appoints Beneficiary as Grantor’s attorney–in–fact, with power of

substitution, to endorse instruments received in payment thereof in the name of

Grantor and to negotiate such instruments and collect the proceeds thereof.  After payment of all Obligations, any

remaining amounts shall be paid to Grantor and this power shall terminate.




(e)   Power of Sale.  Beneficiary may direct the Trustee, and the

Trustee shall be empowered, to exercise the power of sale granted herein in the

manner provided by Washington law.




(f)    Foreclosure.  Beneficiary may judicially foreclose this

Deed of Trust and obtain a judgment foreclosing Grantor’s interest in all or

any part of the Property and giving Beneficiary the right to collect any

deficiency remaining due after disposition of the Property.




(g)   Fixtures and Personal

Property.  With respect to any

fixtures or personal property subject to a security interest in favor of

Beneficiary, Beneficiary may exercise any and all of the rights and remedies of

a secured party under the Washington Uniform Commercial Code.  To the extent any notice is required under

applicable law and is not waived by Grantor, Grantor agrees that as it relates

to this paragraph only if such notice is marked, postage prepaid, to the

Grantor at the above address at least five (5) days before the time of the sale

or disposition, 




 




21





























 




such

notice shall be deemed reasonable and shall fully satisfy any requirement for

giving of said notice.




(h)   Abandon

Security.  Beneficiary may abandon

any security afforded by this Deed of Trust or any other collateral by

notifying Grantor of Beneficiary’s election to do so.




5.3   Sale. 

In any sale pursuant to any judgment, the Property, to the extent

permitted by law, may be sold as an entirety or in one or more parcels and in

such order as Beneficiary may elect, without regard to the right of Grantor,

any person claiming under Grantor, or any guarantor or surety to the

marshalling of assets.  The purchaser at

any such sale shall take title to the Property or the part thereof so sold free

and clear of the estate of Grantor (other than statutory redemption rights, if

any), the purchaser being hereby discharged from all liability to see to the

application of the purchase money.  Any

person, including Beneficiary, may purchase at any such sale.




5.4   Cumulative Remedies – No Duty to

Marshall Assets.  All remedies under

this Deed of Trust are cumulative and not exclusive.  Any election to pursue one remedy shall not preclude any other

remedy.  No delay or omission in

exercising any right or remedy, or any agreement to an extension of time, shall

impair that or any other right or remedy or constitute a waiver of any default.  No release of any part of the Property or

any person liable hereunder shall impair any other right or remedy or

constitute a waiver of any default.




5.5   Receiver or Beneficiary–in–Possession.  Upon taking possession of all or any part of

the Property, Beneficiary or a receiver may:




(a)   Management.  Use, operate, manage, control, and conduct

business with the Property and make expenditures for such purposes and for

maintenance and improvements as are reasonably necessary.




(b)   Rents and

Revenues.  Collect all rents,

revenues, income, issues, and profits from the Property, and may harvest and

sell timber therefrom, and apply such sums to the reasonable expenses of use,

operation, management, maintenance, and improvements.




(c)   Construction.  At its option, complete any construction in

progress on the Property, and in that connection pay bills, borrow funds,

employ contractors, and make any changes in plans and specifications as it

deems appropriate.




(d)   Additional

Indebtedness.  If the revenues

produced by the Property are insufficient to pay expenses, Beneficiary or the

receiver may borrow or advance such sums upon such terms as it deems reasonably

necessary for the purposes stated in this section.  All advances shall bear interest, unless otherwise provided, at

the default rate set forth in the Note, and repayment of such sums shall be

secured by this Deed of Trust.




5.6   Application of Proceeds.  All proceeds realized from the exercise of

the rights and remedies under this Article V shall be applied as follows:




(a)   Costs

and Expenses.  To pay all costs of

exercising such rights and remedies, including the costs of maintaining and

preserving the Property, the costs and expenses of any 




 




22





























 




receiver

or lender–in–possession, the costs of any sale, and the costs and

expenses provided for in Section 6.8 below.




(b)   Indebtedness.  To pay all the Obligations, in such order as

Beneficiary shall deem appropriate in its sole discretion.




(c)   Surplus.  The surplus, if any, remaining after

satisfaction of all the Obligations shall be paid to the clerk of the court.




5.7   Deficiency.  No sale or other disposition of all or any part of the Property

pursuant to this Article V shall be deemed to relieve Grantor of any of the

Obligations, except to the extent the proceeds thereof are applied to the

payment of such Obligations.  If the

proceeds of sale, collection or other realization of or upon the Property are

insufficient to cover the costs and expenses of such realization and the

payment in full of the Obligations, Grantor shall remain liable for any

deficiency.




5.8   Waiver of Stay, Extension, Moratorium and

Valuation Laws.  To the fullest

extent permitted by law, Grantor hereby waives the benefit of any existing or

future stay, extension or moratorium law which may affect observance or

performance of the provisions of this Deed of Trust and any existing or future

law providing for the valuation or appraisal of the Property prior to any sale.




ARTICLE VI.




 




General

Provisions




 




6.1   Time is of the Essence.  Time is of the essence with respect to all

covenants and obligations of Grantor under this Deed of Trust.




6.2   Reasonability and Materiality.  Whenever this Deed of Trust shall require or

permit Grantor or Beneficiary to exercise judgment or discretion or otherwise

make any subjective determination, including the giving of consent or approvals

hereunder, both Grantor and Beneficiary shall do so reasonably and in good

faith.  All provisions requiring Grantor

to pay costs, expenses or fees shall be construed as requiring the payment of

only such costs, expenses and fees as shall be reasonable.  Grantor’s representations, warranties and

covenants in this Deed of Trust shall be deemed to include and shall be subject

to a materiality standard, in that an immaterial inaccuracy, breach or default

may not be used by Beneficiary as a basis to declare the existence of an Event

of Default, accelerate the indebtedness secured hereby and/or otherwise

exercise remedies available to Beneficiary in the event of a default hereunder.  “Material” items shall include, but shall

not be limited to, a default in monetary payment, not properly maintaining the

Property, violating the prohibition against placing additional liens on the

Property (or any part thereof), a default in the environmentally related

provisions of the Commitment Letter, or material misrepresentation of fact.




6.3   Notice.  Except as otherwise provided in this

Deed of Trust, all notices pertaining hereto shall be in writing and may be

delivered by hand, or mailed by first class mail, postage prepaid, and

addressed to the appropriate party at its address set forth at the outset of

this Trust 




 




23





























 




Deed.  In addition, a copy of any notice to

Beneficiary shall be delivered or mailed by first class mail postage prepaid

and addressed to Neil Auble, Associate Counsel, John Hancock Mutual Life

Insurance Company, Law Department, John Hancock Place, P. O. Box 111, Boston,

MA  02117.  Any party may change its address for such notices from time to time

by notice to the other parties.  Notices

given by mail in accordance with this paragraph shall be deemed to have been

received three (3) business days after mailing; notices given by hand shall be

deemed to have been given when received.




6.4   Deed of Trust Binding on Successors and

Assigns.  This Deed of Trust shall

be binding upon and inure to the benefit of the successors and assigns of

Grantor, Trustee and Beneficiary.




6.5   Statute of Limitations.  The pleading of any statute of limitations

as a defense to any and all obligations secured by this Deed of Trust is hereby

waived to the full extent permissible by law.




6.6   Usury Laws.  Notwithstanding any provision herein or in the Note, the total

liability for payments in the nature of interest shall not exceed the limits

now imposed by the usury laws of the State of Washington.




6.7   Administrative Fees of Beneficiary.  Grantor promises to pay and reimburse

Beneficiary for administrative fees, costs, and expenses, including attorneys’

fees, incurred in reviewing and processing post–closing requests of

Grantor.  With respect to requests which

involve purely administrative functions and which do not affect any obligations

under any of the Loan Documents (defined as the Note, the Commitment Letter,

UCC filing(s), and this Deed of Trust) or the Property, such fees, costs, and

expenses shall be limited to Beneficiary’s normal and customary fees, costs,

and expenses; all other requests shall not be limited.




6.8   Reconveyance by Trustee.  At any time upon the request of Beneficiary,

payment of Trustee’s fees, if any, and presentation of this Deed of Trust,

without affecting liability of any persons for the payment of the Obligations,

Trustee may reconvey, without warranty, all or any part of the Property.  The grantee in any reconveyance may be

described as the “person or persons legally entitled thereto,” and the recitals

therein of any facts shall be conclusive proof of the truthfulness thereof.




6.9   Substitute Trustee.  In the event of dissolution or resignation

of the Trustee, or for any other reason, Beneficiary may substitute one or more

trustees to execute the trust hereby created, and the new trustee(s) shall

succeed to all the powers and duties of the prior trustee(s).




6.10 No

Partnership or Joint Venture. 

Grantor acknowledges and agrees that in no event shall Beneficiary be

deemed to be a partner or joint venturer with Grantor.  Without limitation of the foregoing,

Beneficiary shall not be deemed to be such a partner or joint venturer on

account of its becoming a mortgagee in possession or exercising any rights

pursuant to this Deed of Trust or pursuant to any other instrument or document

securing any portion of the indebtedness secured hereby or on account of

receiving any release fee for partial releases of this Deed of Trust, or

otherwise.




 




24





























 




6.11 No Personal Liability of General Partners.  In any action brought to enforce the

obligation of the maker of the Note secured hereby to pay the indebtedness

evidenced by such Note or to enforce the obligation of Grantor to pay any

indebtedness or obligation created or arising under this Deed of Trust, any

judgment or decree shall be enforceable against the General Partners of Grantor

only to the extent of their interests in the Property, and any such judgment or

decree shall not be subject to execution on, nor be a lien on, assets of such

General Partners of Grantor other than their interests in the Property.  The foregoing shall in no way otherwise

affect the personal liability of Grantor.




6.12 Successors in Interest.  This Trust Deed applies to, inures to the

benefit of, and is binding not only on the parties hereby, but on their heirs,

executors, administrators, successors, and assigns.  The term “Beneficiary” shall mean the holder and owner, including

pledgees, of the Note, whether or not named as Beneficiary herein and any owner

or holder of the beneficiary interest under this Trust Deed.




6.13 Right to Release.  Without affecting the liability of any other

person for the payment of any indebtedness herein mentioned (including Grantor

should it convey the Property) and without affecting the lien or priority

hereof upon any property not released, Beneficiary may, without notice, release

any person so liable, extend the maturity or modify the terms of any such

obligation, or grant other indulgences, release or reconvey or cause to be

released or reconveyed at any time all or any part of the Property, take or

release any other security or make compositions or other arrangements with

debtors.  Beneficiary may also accept

additional security, either concurrently herewith or hereafter, and sell same

or otherwise realize thereon either before, concurrently with, or after sale

hereunder.




6.14 Marshalling of Assets.  To the extent allowed by applicable law,

Grantor on its own behalf and on behalf of its successors and assigns hereby

expressly waives all rights to require a marshalling of assets by the Trustee

or Beneficiary or to require Trustee or Beneficiary to first resort to the sale

of any portion of the Property which might have been retained by Grantor before

foreclosing upon and selling any other portion as may be conveyed by Grantor

subject to this Deed of Trust.




6.15                 Expenses

and Attorney Fees.  If Beneficiary

refers any of the Obligations to an attorney for collection or seeks legal

advice following a default; if Beneficiary is the prevailing party in any

litigation instituted in connection with any of the Obligations; or if

Beneficiary or any other person initiates any judicial or nonjudicial action,

suit or proceeding in connection with any of the Obligations or the Property

(including but not limited to proceedings under federal bankruptcy law, eminent

domain, under probate proceedings or in connection with any state or federal

tax lien), and an attorney is employed by Beneficiary to (a) appear in any such

action, suit or proceeding, or (b) reclaim, seek relief from a judicial or

statutory stay, sequester, protect, preserve or enforce Beneficiary’s

interests, then in any such event Grantor shall pay reasonable attorney fees,

costs and. expenses incurred by Beneficiary and/or its attorney in connection

with the above mentioned events or any appeals related to such events,

including but not limited to costs incurred in searching records, the cost of

title reports and the cost of surveyors’ reports.  Such amounts shall be secured by this Deed of Trust and shall

bear interest at the rate of 12.65 percent per annum from the date Beneficiary’s

written demand for reimbursement to Grantor therefor is forwarded to Grantor;

and all such sums and the interest thereon shall be immediately 




 




25





























 




due and

payable and be added to and become a part of the Obligations secured hereby in

such manner or order as Beneficiary may desire or determine and be secured

hereby, having the benefit of the lien hereby created and of its priority.




6.16 Applicable Law.  The laws of the State of Washington shall

govern the validity, interpretation, performance, and enforcement of this Deed

of Trust.




6.17 Captions.  The captions to the sections and paragraphs of this Deed of Trust

are included only for the convenience of the parties and shall not have the

effect of defining, diminishing, or enlarging the rights of the parties or

affecting the construction or interpretation of any portion of this Deed of

Trust.




6.18 “Person” Defined.  As used in this Deed of Trust, the word

“person” shall mean any natural person, partnership, trust, corporation, or

other legal entity of any nature.




6.19 Severability.  If any provision of this Deed of Trust shall be held to be

invalid, illegal, or unenforceable, such invalidity, illegality, or

unenforceability shall not affect any other provisions of this Deed of Trust,

and such other provisions shall be construed as if the invalid, illegal, or

unenforceable provision had never been contained herein.




6.20 Statutory Notice.  ORAL AGREEMENTS OR ORAL COMMITMENTS TO LOAN

MONEY, EXTEND CREDIT OR TO FORBEAR FROM ENFORCING REPAYMENT OF A DEBT ARE NOT

ENFORCEABLE UNDER WASHINGTON LAW.




6.21 Regulation G.  No part of the proceeds from the loan secured by this Deed of

Trust will be used for the purpose (whether immediate, incidental, or ultimate)

of “purchasing” or “carrying” any “margin security” as such terms are defined

in Regulation G (12 CFR Part 207) of the Board of Governors of the Federal

Reserve Systems, or for the purpose of reducing or retiring any indebtedness

which was originally incurred for any such purpose.




Executed as of the date first above written.




	

   


  	

  GRANTOR:


  	

   


  	

   


  
	

   


  	

   


  	

   


  	

   


  
	

   


  	

  POPE RESOURCES, A

  DELAWARE LIMITED PARTNERSHIP, BY POPE MGP, INC.,


  	

   


  	

   


  
	

   


  	

  Its Managing General

  Partner


  	

   


  	

   


  
	

   


  	

   


  	

   


  	

   


  
	

   


  	

  By:


  	

  /s/ G. H. Folquet


  	

   


  
	

   


  	

   


  	

  Signature


  	

   


  
	

   


  	

   


  	

  George H. Folquet


  	

   


  
	

   


  	

   


  	

   


  	

   


  
	

   


  	

   


  	

  Its:


  	

  President


  	

   


  
	

   


  	

   


  	

   


  	

  Title


  	

   


  
	

  ATTEST:


  	

  /s/ Thomas A. Griffin


  	

   


  	

   


  	

   


  	

   


  
	

   


  	

  Signature


  	

   


  	

   


  	

   


  
	

   


  	

   


  	

   


  	

   


  	

   


  
	

   


  	

  Treasurer


  	

   


  	

   


  	

   


  	

   


  
	

   


  	

  Title


  	

   


  	

   


  	

   


  
								





 




26





























 




	

  STATE

  OF WASHINGTON


  	

  )


  
	

   


  	

  )  ss.


  
	

  COUNTY

  OF KITSAP


  	

  )


  





 




On this 29th day of April, 1992, before me, the undersigned,

a Notary Public in and for the State of Washington, duly commissioned and

sworn, personally appeared George H. Folquet and Thomas A. Griffin, to me known

to be the President and Treasurer, respectively, of Pope MGP, Inc., the

corporation that executed the foregoing instrument as Managing General Partner

of Pope Resources, A Delaware Limited Partnership and acknowledged the said

instrument to be the free and voluntary act and deed of said corporation on

behalf of said Pope Resources, A Delaware Limited Partnership, for the uses and

purposes therein mentioned, and on oath stated that they were authorized to

execute the said instrument.




Witness my hand and official seal hereto affixed the day and year first

above written.




	

   


  	

  /s/

  Fay Schultz


  
	

   


  	

  Notary

  Public in and for the State of Washington, residing at 


  	

  Poulsbo


  
	

   


  	

  My

  Commission expires:


  	

  8/22/93


  
				





 




 




27





























 




Exhibit A




PARCEL 1:




Government

Lot 3, EXCEPT the West 1/2 of the North 660 feet thereof and All of Government

Lot 4 and the South 1/2 of the Northwest 1/4 in Section 3;




Government

Lot 1 through 4, South 1/2 of the North 1/2 and the North 1/2 of the South 1/2,

and the Southwest 1/4 of the Southwest 1/4 of Section 4;




Government

Lots 1 and 5 and the West 3/4 of Section 5;




The

Northeast 1/4 and the North 1/2 of the Northwest 1/4 and the Southeast 1/4 of

the Northwest 1/4 of Section 16; Government Lot 3 in Section 20;




South 1/2 of the Northwest 1/4 and the North 1/2 of

the Southwest 1/4 of Section 29, EXCEPT the East 30 feet of the Northeast 1/4

of the Southwest 1/4; ALSO EXCEPT the following described tract:




a)                                Beginning at the Southeast corner of the

Southeast 1/4 of the Northwest 1/4 of said Section 29;


thence North 80 rods;


thence West 40 rods;


thence South to the Creek;


thence following along said Creek back to the place of beginning;


said tract being designated on the County Assessor’s Plat and Description Book

as Tax No. 4 in said Section 29;




All in Township 25 North, Range 2 West, W.M., Situate

in Jefferson County, Washington.




PARCEL 2:




Government

Lots 3 and 4 and the West 1/2 of the Northwest 1/4, Section 1, TOGETHER WITH

tidelands of the second class as conveyed by the State of Washington, situate

in front of, adjacent to and abutting thereon; Government Lots 1, 3, the East

1/2 of the Northeast 1/4 of Government Lot 4, the West 1/2 of the Southwest 1/4

of the Northeast 1/4; the Northwest 1/4 of the Southwest 1/4 of the Northwest

1/4; the South 1/2 of the Northeast 1/4 of the Southwest 1/4; the Southeast 1/4

of the Southwest 1/4, the North 1/2 of the Southeast 1/4, the Southwest 1/4 of

the Southeast 1/4, and the Northwest 1/4 of the Southeast 1/4 of the Southeast

1/4, Section 2, EXCEPT Coyle County Road right of way as disclosed by Jefferson

County Engineers Resolution recorded under Auditor’s File No. 286585;




the

Northwest 1/4 of the Northwest 1/4, EXCEPT the Southwest 1/4 thereof in Section

11, EXCEPT Old Coyle County Road right of way and New Coyle County Road right

of way as disclosed by Jefferson County Engineer Resolution recorded under

Auditor’s File No. 286585;




 





























 




Government

Lot 3, the Northeast 1/4 of the Northeast 1/4 and the Northwest 1/4 of the

Northwest 1/4, Section 22, EXCEPT Coyle County Road right of way as disclosed

by Jefferson County Engineers Resolution recorded under Auditor’s File No.

286585, TOGETHER WITH tidelands of the second class as conveyed by the State of

Washington, situate in front of, adjacent to and abutting upon said Government

Lot 3;




Government

Lot 1, Section 23, TOGETHER WITH tidelands of the second class, as conveyed by

the State of Washington, situate in front of, adjacent to and abutting thereon;




the Northwest 1/4, Section 27;




ALSO EXCEPT the following described Tract in Section

23;




That portion of Government Lot 1 of said Section 23,

described as follows:




Commencing at the Northeast corner of Section 22,

Township 26 North, Range 1 West, W.M.;


thence South 80 rods;


thence East to the meander line of Government Lot 1;


thence in a Northeasterly direction along the meander line to the meander

corner between Sections 14 and 23;


thence West to the point of beginning, said tract being designated on the

County Assessor’s Plat and Description Book as Tax No. 1 of said Section 23;




EXCEPT Coyle County road right of way as conveyed by

deeds recorded under Auditor’s File Nos. 188592 and 212026;




All in

Township 26 North, Range 1 West, W.M., in Jefferson County, Washington.




 




2





























 




PARCEL 3:




Government

Lots 6 and 7, the Southwest 1/4, and the West 1/2 of the Southeast 1/4, Section

1;


Government Lots 3 and 4, Section 28, and those portions of the Northwest 1/4

and Northeast 1/4 of the Southwest 1/4 and the Southeast 1/4 of the Southwest

1/4 and the Southwest 1/4 of the Southeast 1/4 of Section 28, Township 26

North, Range 2 West, W.M., lying Southerly and Westerly of the Dosewallips

River;


and the South 1/2 of the Southwest 1/4 of the Northeast 1/4 and South 1/2 of

Section 29; Government Lot 2, the South 1/2 of the Southeast 1/4 of the

Northwest 1/4 and the South 1/2 of Section 30;


Government Lot 4, the North 1/2; the Southeast 1/4 and the South 1/2 of the

Southwest 1/4, Section 32;




Government

Lot 3, the Northwest 1/4 of the Northwest 1/4, the South 1/2 of the Northwest

1/4, and the South 1/2, Section 33;


Those portions of Government Lots 1 and 2, and the South 1/2 of the Northeast

1/4 of Section 33, Township 26 North, Range 2 West, W.M., lying Southerly and

Westerly of the Dosewallips River;


the Southwest 1/4 of the Southwest 1/4, and the Southwest 1/4 of the Southeast

1/4,


EXCEPT portion East of river, Section 34;




ALL in Township 26 North. Range 2 West;




EXCEPT the Dosewallips County Road as conveyed by

Auditor’s File No. 212027.




PARCEL 4:




The West 1,335 feet of that portion of H.E. Survey No.

253 in the Olympic National Forest in Section 3, unsurveyed, Township 26 North,

Range 2 West, W.M., in Jefferson County, Washington, lying South of the present

Olympic Highway, also known as Primary State Highway No. 9, the whole of said

H.E. Survey No. 253 being described as follows:




Beginning

at corner No. 1, identical with the quarter corner to Section 2 and 3, Township

26 North, Range 2 West, W.M.;


thence North 45° 06’ West 16.52 chains to corner No. 2;


thence North 89° 04’ West 22.77 chains to corner No. 3;


thence South 1° 32’ West 23.89 chains to corner No. 4;


thence North 64° 01’ East 9.45 chains to corner No. 5;


thence South 89° 56’ East 26.40 chains to corner No. 6;


thence North 38° East 7.67 chains to corner No. 1, the place of beginning;




 




3





























 




EXCEPTING from the above described tract those

portions thereof included in the Olympic Highway or deeded to the State of

Washington for the Olympic Highway, by deed dated December 21, 1937, recorded

in Volume 108 of Deeds, page 144, records of Jefferson County; said tract is

designated on the Assessor’s Plat and Description Book as Tax No. 2 in said

Section 3, Township 26 North, Range 2 West, W.M.




PARCEL 5:




The Southeast 1/4 of the Southwest 1/4 of Section 2,

Township 26 North, Range 2 West, W.M., in Jefferson County, Washington;




EXCEPTING THEREFROM the following described tract:




Commencing

at the Southwest corner of the South 1/2 of the Northeast 1/4 of the Southwest

1/4 of said Section 2;


thence South along the West line of the Southeast 1/4 of the Southwest 1/4 of

said Section 2, 348 feet;


thence Eastward 60° East of North 771 feet to the South line of said South 1/2

of the Northeast 1/4 of the Southwest 1/4;;




thence to the place of beginning;


said tract being designated on the County Assessor’s Plat and Description Book

as Tax No. 1 of said Section 2;




ALSO EXCEPTING THEREFROM the right of way of State

Road No. 9.




PARCEL 6:




Government Lot 1 and the Southeast 1/4 of the

Northeast 1/4, Section 5, lying Westerly of Secondary State Highway No. 9–E

right of way (Port Ludlow to South Point Road);




ALSO

all of Government Lot 2 the Southwest 1/4 of the Northeast 1/4, and the

Southeast 1/4 of Section 5;


the West 1/2 of Section 5;


All of Sections 6, 7 and 8;




 




4





























 




The Northwest 1/4;


the Southwest 1/4, EXCEPT that portion of Government Lot 3 and the Northeast

1/4 of the Southwest 1/4 lying Southeasterly of Jefferson County Road right of

way as conveyed to Jefferson County by instrument recorded under Auditor’s file

Nos. 177018, 178775 and 179292, in Section 17;


All of Section 18, EXCEPT the West 8 feet of the Northeast 1/4 of the Southeast

1/4 of the Southwest 1/4 thereof;


EXCEPT that portion of the Southeast 1/4 of the Southeast 1/4 of said Section

8, being more particularly described as beginning at the Southwest corner of

Lot 15, Division 8, Plat of Bridgehaven, as per plat recorded in Volume 6 of

Plats, pages 53 and 54, records of Jefferson County, Washington;


thence South 0° 26’ 20” West along the Section line between said Section 8 and

Section 9, 128.0 feet to the True Point of Beginning;


thence continuing along said Section line South 0° 26’ 20” West 240.0 feet;


thence North 89° 33’ 40” West 100.00 feet;


thence North 0° 26’20” East 240.00 feet;


thence South 89° 33’ 40” East 100.00 feet to the True Point of Beginning;




All in Township 27 North, Range 1 East, W.M., in

Jefferson County, Washington.




PARCEL 7:




The Northeast 1/4, EXCEPT the North 1/2 of the

Southwest 1/4 of the Northeast 1/4;


the Northwest 1/4, EXCEPT the Northwest 1/4 of the Northwest 1/4 of the

Northwest 1/4;


EXCEPT Plat of Cedarholm Villa, as per plat recorded in Volume 2 of Plats, page

119, records of Jefferson County, Washington;




ALSO EXCEPT the East 8 feet of the Northwest Quarter

of the Southwest Quarter of the Northwest Quarter;




ALSO EXCEPT right of way of Thorndyke Road (County

Road No. 9) as conveyed to Jefferson County by instruments recorded under

Auditor’s File No. 195647, 195649 and 195650, All in Section 19, Township 27

North, Range 1 East, W.M., in Jefferson County, Washington.




PARCEL 8:




Lots 1

and 2, Lots 55, 56 and 57, EXCEPT the East 10 feet thereof;




Lot 79,

EXCEPT the West 10 feet thereof; and Lots 80 through 98 inclusive, Cedarholm

Villa Tracts, as per plat recorded in Volume 2 of Plats, page 119, records of

Jefferson County, Washington.




 




5





























 




PARCEL 9:




All of

Section 1;


All of Section 2;


Government Lots 1, 2, the South 1/2 of the Northeast 1/4, the South 1/2, EXCEPT

Dabob–Coyle County Road right of way, Section 3;


the North 1/2 of the Northwest 1/4 (also known as Government Lots 3 and 4);


the South 1/2 of the Northwest 1/4, EXCEPT Dabob–Post Office County Road

right of way and Dabob County Road right of way and Carl Johnson County Road

right of way as conveyed by instrument recorded in Volume 1 of Road Waivers and

Auditor’s File No. 112297, ALSO EXCEPT that portion of the South 50 feet (as

measured along the East line of the Northwest 1/4) lying Easterly of Dabob Post

Office Road, Section 4;


Government Lots 2 and 3, EXCEPT Quilcene Center County Road right of way, the

East 1/2 of the Southwest 1/4, and the Southwest 1/4 of the Southeast 1/4,

Section 5;


the South 3/4 of the Southeast 1/4, Section 7;


the West 1/2 of the Southwest 1/4, Section 10;


All of Section 11;


All of Section 12;


the North 1/2, the Southwest 1/4, EXCEPT the East 20 feet of the North 3/4 of

the East 1/2 of the Southwest 1/4, Section 13;


the East 3/4;


the Northwest 1/4 of the Northwest 1/4, the South 1/2 of the Southwest 1/4 of

the Southwest 1/4, Section 14;


the West 1/2 of the Northeast 1/4, Section 15;


the North 1/2 of the Northeast 1/4, Section 18;


the Southwest 1/4 of the Northeast 1/4, the North 1/2 of the Southeast 1/4, the

Southeast 1/4 of the Southeast 1/4, Section 22;


All of Section 23, EXCEPT Dabob–Coyle County Road right of way;




the

Northeast 1/4, the Southeast 1/4 of the Northwest 1/4, the Northeast 1/4 of the

Southeast 1/4, Section 26;




the

Northeast 1/4, the Southwest 1/4, the North 1/4 of the Southeast 1/4, the South

1/4 of the Southeast 1/4; EXCEPT that portion of the West 1/2 of the Southwest

1/4 of the Northwest 1/4 of the Southwest 1/4 lying Westerly of County Road,

Section 29;




Government

Lots 1, 2 and 3, EXCEPT that portion of the North 800 feet of said Government

Lot 1 lying Westerly of County Road, Section 31;




the Northwest 1/4 of the Northeast 1/4, the Northwest

1/4, the North 1/2 of the Southwest 1/4, Section 32;




EXCEPT East Quilcene County Road, Lindsay Hill County

Road right of way in Sections 20, 29, 32, Camp Discovery County Road right of

way in Sections 22 and 23, and Wahl Lake County Road right of way in Sections 1

and 2 as disclosed by Jefferson County Engineers Resolution recorded under

Auditor’s File No. 286585;




ALSO

EXCEPT that portion of Section 31 which is delineated on Survey recorded in

Volume 9 of Surveys, pages 42 and 43 and re–recorded in Volume 9 of

Surveys, pages 47 and 48;




 




6





























 




ALSO EXCEPT the following described tract:




Beginning at the Southwest corner of the Northwest 1/4

of the Southwest 1/4 of said Section 32;


thence East 2,070 feet;


thence North 300 feet;


thence West 360 feet;


thence South 270 feet;


thence West 1,710 feet to the West line of said Section 32;


thence continuing West 30 feet;


thence South 30 feet;


thence East 30 feet to said Southwest corner and point of beginning;




All in Township 27 North, Range 1 West, W.M., in

Jefferson County, Washington.




PARCEL

10:




The Southeast 1/4 of Government Lot 5 (the Southeast

1/4 of the Southwest 1/4 of the Northwest 1/4) and the Southeast 1/4 of the

Northwest 1/4 in Section 6, Township 27 North, Range 1 West, W.M., in Jefferson

County, Washington.




PARCEL

11:




The West 1/2 of the East 1/2 in Section 20, Township

27 North, Range 1 West, W.M., in Jefferson County, Washington;




EXCEPT Broad Spit County Road right of way;




ALSO

EXCEPT the North 135’ of the East 510’ of the Northwest 1/4 of the Southeast

1/4; 


ALSO EXCEPT that portion of the East 450’ of the Southwest 1/4 of the Northeast

1/4 of said Section 20, lying South and Easterly of the County Road known as

Broad Spit Road;




ALSO EXCEPT that portion of the East 1/2 of the

Southwest 1/4 of the Northwest 1/4 lying North and East of Broad Spit Road and

described as follows:




Beginning

at a point 1,002.48 feet North and 1,247.31 feet East of the Southwest corner

of the Southwest 1/4 of the Northeast 1/4 of Section 20, Township 27 North,

Range 1 West, W.M., which point is Station 21+67.9 on the survey of C.R.P.#70

(Broad Spit Road);


thence along the center line of said road South 25° West a distance of 107.5

feet;




 




7





























 




thence South 40° 17’ West a distance of 198.2 feet;


thence South 55° 48’ East a distance of 57.4 feet;


thence South 32° 13’ West a distance of 141.9 feet;


thence South 30° 03’ West a distance of 70.2 feet;


thence South 53° 02’ East a distance of 109.1 feet;


thence South 8° 51’ West a distance of 51.0 feet;


thence South 21° 35’ West a distance of 62.9 feet;


thence South 44° 11’ West a distance of 205.4 feet;


thence South 81° 20’ East a distance of 74.1 feet;


thence North 50° 12’ East a distance of 461.9 feet;


thence North 77° 57’ East a distance of 10 feet, more or less, to the East line

of the said Southwest 1/4 of the Northeast 1/4;


thence Northerly along said East line a distance of 523.58 feet;


thence Westerly a distance of 72.7 feet, more or less, to the point of

beginning.




PARCEL

12:




A strip of land 100 feet in width on either side of

the North Fork of that unnamed creek which crosses Broad Spit Roat at

approximate survey station 38400 lying within the Southwest 1/4 of the

Northeast 1/4, Section 20, Township 27 North, Range 1 West, W.M., in Jefferson

County, Washington.




PARCEL

13:




Tract 28 of Seahome Addition, as per plat recorded in

Volume 2 of Plats, on page 124, records of Jefferson County, EXCEPT the West 30

feet thereof conveyed to Jefferson County for county road by deed dated August

15, 1960 and recorded under Auditor’s File No. 167973, records of said county;




TOGETHER WITH tidelands of the second class, as

conveyed by the State of Washington, situate in front of, adjacent to and

abutting upon said Tract 28 and extending to extreme low tide.




PARCEL

14:




All of Section 24, the North 900 feet of Government

Lot 1, the North 1,056 feet of Government Lot 3, as measured along the West

line thereof, All of Government Lot. 2, and the West 1/4 of Section 25;




TOGETHER WITH tidelands of the second class as

conveyed by the State of Washington, situate in front of, adjacent to, and

abutting thereon;




EXCEPT

Thorndyke County Road right of way No. 9, all in Township 27 North, Range 1

West, in Jefferson County, Washington.




 




8





























 




PARCEL

15:




Government Lots 3 and 4 and the South 1/2 of the

Northwest 1/4 and the Southwest 1/4 of Section 3;


Government Lots 1, 2 and the Southeast 1/4 of the Northeast 1/4, Section 4;


the Northeast 1/4 of the Northeast 1/4 and the West 1/2 of the Northeast 1/4,

Section 9;


the North 1/2 of the Northwest 1/4, Section 10;


the Southwest 1/4 of the Northwest 1/4, Section 14;


the Southeast 1/4 of the Northeast 1/4, Section 28;




All in Township 27 North, Range 2 West, W.M., in

Jefferson County, Washington.




PARCEL 16:




Government

Lots 1, 2, 3 and 4, Section 19;


the South 1/2 of the Southwest 1/4 of the Northwest 1/4;


the North 1/2 of the Northwest 1/4, EXCEPT right of way, if any, of Teal Lake

County Road;


the Northwest 1/4 of the Northeast 1/4, Section 27;


the East 1/2 of the Northwest 1/4 of the Northeast 1/4;


the Southwest 1/4 of the Northeast 1/4;


the South 1/4 of the Southeast 1/4 of the Northeast 1/4, EXCEPT right of Teal

Lake County Road;


the Southeast 1/4, EXCEPT right of way of Teal Lake County Road, Section 28;


the Northwest 1/4, the South 1/2 of the Southwest 1/4;


the Northeast 1/4 of the Southwest 1/4;


the Southwest 1/4 of the Northeast 1/4;


the East 1/2 of the Northwest 1/4 of the Southwest 1/4;


the West 1/2 of the Southeast 1/4, Section 29;


Government Lots 1, 2, 3 and 4;


the East 1/2 of the West 1/2;


the Northeast 1/4;


the South 1/2 of the Southeast 1/4;


the Northwest 1/4 of the Southeast 1/4;


the West 1/2 of the Northeast 1/4 of the Southeast 1/4, Section 30;


the West 1/2;


the Northeast 1/4;


the West 1/2 of the Southeast 1/4;


the Northeast 1/4 of the Southeast 1/4 of Section 31;


the East 1/2 of the Northeast 1/4 and the Northwest 1/4 of the Northeast 1/4;


and that portion of the Northeast 1/4 of the Southeast 1/4 lying Northerly of

the Northerly right of way margin of State Highway 104 as conveyed to the State

of Washington by instrument recorded under Auditor’s File No. 161495;


the Northwest 1/4 and the Northwest 1/4 of the Southwest 1/4 of Section 32;




 




9





























 




EXCEPT right of way of State Highway No. 104, as

conveyed to the State of Washington by instruments recorded under Auditor’s

File Nos. 175315 and 190277;




ALSO EXCEPT County Road right of way as conveyed in

Auditor’s File No. 108201;




EXCEPT that portion thereof described as follows:




Beginning at the Northeast Section corner of said

Section 27;


thence South 89° 51’ 30” West, 1,269.11 feet to the True Point of Beginning;


thence South 0° 08’ 30” East, 405.00 feet;


thence South 89° 51’ 30” West 160.00 feet;


thence North 0° 08’ 30” West, 110.00 feet;


thence North 89° 51’ 30” East, 150.00 feet;


thence North 0° 08’ 30” West 295.00 feet;


thence North 89° 51’ 30” East 10.00 feet to the True Point of Beginning;




EXCEPT that portion thereof described as follows:




Beginning at Mile Post 8.87 on SR 104 at the

intersection of the Beaver Valley County Road;


thence North 18° 43’ 40” East a distance of 375 feet;


thence North 71° 16’ 20” West a distance of 35 feet to the True Point of

Beginning;


thence continuing North 71° 16’ 20” West a distance of 190 feet;


thence North 18° 43’ 40” East a distance of 280 feet;


thence South 71° 16’ 20” East a distance of 190 feet;


thence South 18° 43’ 40” West a distance of 280 feet along the existing county

right of way line to the Point of Beginning;




EXCEPT right of way for State Highway 104 as conveyed

to the State of Washington by instrument recorded under Auditor’s File No.

175315;




ALSO

EXCEPT right of way of Beaver Valley Road as conveyed to Jefferson County by

instrument recorded under Auditor’s File No. 255052;




 




10





























 




ALSO EXCEPT that portion of Government Lot 2 said

Section 30, lying southeasterly of a line beginning at a point opposite Highway

Engineer’s Station (hereinafter referred to as HES) 493+35 on the SR 104 survey

line of SR 104, Browns Lake to South Point Road and 75 feet Northeasterly

therefrom;


thence Northeasterly to a point opposite HE5 493+79.06 and 151.63 feet

Northeasterly therefrom and the end of this line description;




All in Township 28 North, Range 1 East, W.M., in

Jefferson County, Washington.




PARCEL

17:




Government Lot 1, Government Lot 2, Government Lot 5,

Government Lot 6, the West 30 acres of Government Lot 4; the Southeast 1/4 of

the Northwest 1/4, and the West 1/2 of the Southwest 1/4, Section 15;

Government Lots 1 and 2, the West 1/2, and the Northwest 1/4 of the Southeast

1/4, Section 22; EXCEPT Ludlow Beach Tracts No. 2, as per plat recorded in

Volume 3 of Plats, page 28, TOGETHER WITH tidelands of the second class as

conveyed by the State of Washington, situate in front of, adjacent to and abutting

said Government Lot 1, Section 15;




ALSO EXCEPT Tala Shores No. 1, 2 and 3 as per plats

recorded in Volume 4 of Plats, pages 28 and 29; Volume 4 of Plats, page 49, and

Volume 5 of Plats, pages 5 and 6, respectively;




ALSO EXCEPT that portion of said Northwest 1/4 of the

Southeast 1/4, Section 22, lying Northeasterly of County Road No. 6, also known

as Magnolia Boulevard, as conveyed by deed recorded under Auditor’s File No.

173385;




ALSO EXCEPT the South 520 feet of the South 1/2 of the

Northwest 1/4 of the Southeast 1/4 of said Section 22;




ALSO EXCEPT the South 520 feet of the East 1/2 of the

Southeast 1/4 of the Northeast 1/4 of the Southwest 1/4 of said Section 22;




ALSO EXCEPT Watson County Road right of way;




ALSO EXCEPT Ludlow–Paradise County Road No. 6

right of way;




ALSO

EXCEPT the following described Parcels A, B, C and D;




 




11





























 




A.                                   That portion of Government Lot 1 and that

portion of Government Lot 2 said Section 15, described as follows:




Beginning at the 1/4 corner

common to Sections 15 and 16, Township 28 North, Range 1 East, W.M., and

running thence along the Section line between said Sections North 0° 09’ 06”

West 824.19 feet to the meander corner between said Sections;


thence South 4° 22’ 37” East 109.82 feet;


thence North 30° 04’ 43” East 575.63 feet;


thence North 25° 53’ 53” East 205.25 feet to the Southwest corner of the tract

herein described and the True Point of Beginning;


thence South 63° 39’ 02” East 592.00 feet;


thence North 26° 21’ 45” East 400.00 feet;


thence North 63° 39’ 02” West 572.08 feet;


thence South 37° 42’ 23” West 113.19 feet;


thence South 25° 53’ 53” West 289.03 feet to the True Point of Beginning;

including intervening land, if any, between the above described tract and the

Government Meander line and bounded by the extended side lines thereof;




TOGETHER WITH tidelands

of the second class, situate in front of, adjacent to and abutting thereon.




B.                                     That portion of Government Lot 1 and that

portion of Government Lot 2 said Section 15, described as follows:




Beginning at the 1/4

corner common to Sections 15 and 16, Township 28 North, Range 1 East, W.M., and

running thence along the Section line between said Sections, North 0° 09’ 06”

West 824.19 feet to the meander corner between said Sections;


thence South 4° 22’ 37” East 109.82 feet;


thence North 30° 04’ 43” East 280.44 feet to the Southwest corner of the Tract

herein described and the True Point of Beginning;


thence South 63° 39’ 02” East 609.47 feet;


thence North 26° 21’ 45” East 499.81 feet;


thence North 63° 39’ 02” West 592.00 feet;


thence South 25° 53’ 53” West 205.25 feet;


thence South 30° 04” 43” West 295.19 feet to the True Point of Beginning;

including intervening land, if any, between the above described tract and the

Government Meander line;




TOGETHER WITH tidelands

of the second class, situate in front of, adjacent to and abutting thereon.




 




12





























 




C.                                     That portion of Government Lot 1 said

Section 15, described as follows:




Beginning at the 1/4

corner common to Sections 15 and 16, Township 28 North, Range 1 East, W.M., and

running thence along the Section line between said Section, North 0° 09’ 06”

West 824.19 feet to the Meander corner between said Sections;


thence South 4° 22’ 37” East 109.82 feet;


thence North 30° 04’ 43” East 180.23 feet to the True Point of Beginning;


thence South 63° 39’ 02” East 615.97 feet;


thence North 26° 21’ 45” East 100.00 feet;


thence North 63° 39’ 02” West 609.47 feet;


thence South 30° 04’ 43” West 100.21 feet to the True Point of Beginning;


including intervening land, if any, between the above described tract and the

Government Meander line;




TOGETHER WITH tidelands

of the second class, situate in front of, adjacent to, and abutting thereon.




D.                                    Beginning at a point 617.61 feet East and

637 feet South of the Northwest 1/4 of the Northeast 1/4 of the Northwest 1/4

of said Section 22;




thence East for a

distance of 208.71 feet;




thence South, for a

distance of 208.71 feet;




thence West for a

distance of 208.71 feet; thence North for a distance of 208.71 feet to the

Point of Beginning;




All in

Township 28 North, Range 1 East, W.M., in Jefferson County, Washington.




 




13





























 




PARCEL

18:




The Southeast 1/4 of the Southwest 1/4;


the Southwest 1/4 of the Southeast 1/4;


Government Lot 1 and that portion of the Northeast 1/4 of the Southeast 1/4

lying Southerly of the Southerly right of way line of State Highway No. 9–E,

also known as State Route 104, as conveyed by deeds recorded under Auditor’s

File Nos. 161495 and 175315, All in Section 32, Township 28 North, Range 1

East, W.M., in Jefferson County, Washington;




TOGETHER WITH tidelands of the Second Class as

conveyed by the State of Washington, situate in front of, adjacent to and

abutting said Government Lot 1;




EXCEPT Secondary State Highway No. 9–E right of

way (Port Ludlow to South Point);




ALSO EXCEPT that portion of County road right of way

as conveyed by deed recorded under Auditor’s File No. 108201;




ALSO EXCEPT State Highway No. 9–E (SR 104) right

of way as conveyed by deed recorded under Auditor’s File No. 190277;




ALSO EXCEPT the following described Tract:




The South 1,200 feet of the Southeast 1/4 of the

Southeast 1/4 of Section 32, Township 28 North, Range 1 East, W.M., lying

Easterly of Secondary State Highway No. 9–E, Port Ludlow to South Point,

as conveyed by Deed filed July 21,1948 under Auditor’s File No. 114515;




TOGETHER WITH adjoining tidelands as conveyed by Deed

filed March 27, 1893 in Volume 40 of Deeds, pages 307 to 313 and by Deed filed

September 24, 1912 in Volume 79 of Deeds, pages 383 and 384, records of

Jefferson County, Washington.




PARCEL

19:




The

South 1/2 of the Northeast 1/4, the North 1/2 of the Southeast 1/4, Section 2;


Government Lots 5 and 6, Section 6 and that portion of Government Lot 7 and the

West 3/4 of the Southeast 1/4 of the Southwest 1/4 lying Southerly of S.R. 104

in Section 6;


Government Lots 1, 2, 3 and 4, the East 1/2 of the Northwest Quarter, the

Northeast Quarter, the Northeast 1/4 of the Southwest 1/4, the North 1/2 of the

Southeast 1/4 of the Southwest 1/4, the North 1/2 of the Southeast 1/4, the

North 1/2 of the Southwest 1/4 of the Southeast 1/4, and the Southeast 1/4 of

the Southeast 1/4 in Section 7;




 




14





























 




EXCEPT

that portion of the Northeast 1/4 of Section 7, lying Northerly of SR 104 right

of way as conveyed by deeds recorded under Auditor’s File No. 175315 and

185446;


All that portion of Section 8, lying Southerly of SR 104 right of way as conveyed

by deeds recorded under Auditor’s File No. 175315 and 185446;


the East 1/2 of the Northeast 1/4 of the Northeast 1/4, the Southeast 1/4 of

the Northeast 1/4, the Southeast 1/4 of the Northwest 1/4, the West 1/2 of the

Southwest 1/4, that portion of the Southwest 1/4 of the Northeast 1/4 East of

road in Section 10;


the Southeast 1/4 of the Northeast 1/4, the Northwest 1/4 of the Southwest 1/4,

the South 1/2 of the Southwest 1/4, the North 1/2 of the Southeast 1/4, the

Southwest 1/4 of the Southeast 1/4, Section 11;


the South 1/2 of the Northwest 1/4, the Southwest 1/4 and the South 25 acres of

the Northwest 1/4 of the Southeast 1/4; EXCEPT that portion, if any, lying

within the North 15 acres of said Northwest 1/4 of the Southeast 1/4, All in

Section 12;


the North 1/2 of the Northwest 1/4, the Southeast 1/4 of the Northwest 1/4,




the

South 1/2, Section 13;


All of Section 14;


the East 1/4 of the Northeast 1/4, the Southeast 1/4, Section 15;


the Southwest 1/4 of the Northwest 1/4, the Northwest 1/4 of the Southwest 1/4,

the Southwest 1/4 of the Southeast 1/4, Section 17;


Government Lots 1, 2, 3 and 4 and the East 3/4, Section 18;


the Northeast 1/4; the East 1/2 of the Southwest 1/4; and the Southeast 1/4;


the South 1/2 of Government Lot 4, Section 19;


the West 1/2; the West 1/2 of the Northeast 1/4, the Northwest 1/4 of the

Southeast 1/4, Section 20;


the North 1/2 of the Southeast 1/4, the Southeast 1/4 of the Southeast 1/4, the

East 1/2 of the Southwest 1/4 of the Southeast 1/4, Section 21; the Northeast

1/4, the Southwest 1/4, the Southeast 1/4, Section 22;


All of Section 23;


All of Section 24;


All of Section 25;


All of Section  26;


the North 1/2, the West 1/2 of the Southwest 1/4, the Southeast 1/4 of the

Southwest 1/4;


the South 1/2 of the Southeast 1/4 and the South 1/2 of the Northeast 1/4 of

the Southeast 1/4, Section 27;


the East 1/2, the Northwest 1/4 of the Northwest 1/4, EXCEPT the West 542’

thereof, the Southeast 1/4 of the Northwest 1/4, the Northeast 1/4 of the

Southwest 1/4, Section 28;


the West 1/2, Section 29;




 




15





























 




the Northeast 1/4; the East 1/2 of the Northwest 1/4

and the Southeast 1/4 of the Southeast 1/4 of Section 30, Township 28 North,

Range 1 West, W.M.;


Government Lots 1 and 2, the Northwest 1/4 of the Northeast 1/4;


the East 1/2 of the Northeast 1/4;


the East 1/2 of the Northwest 1/4, Section 31;


the East 1/2 of the Southwest 1/4, Section 32;


All of Section 35;


All of Section 36;


All in Township 28 North, Range 1 West, W.M., in Jefferson County, Washington;




EXCEPT State Highway No. 104 right of way as conveyed

by deeds recorded under Auditor’s File Nos. 175315; 185446 and 339073;


ALSO EXCEPT Tarboo Lake County road right of way as conveyed by deeds recorded

under Auditor’s File Nos. 115537 and 191519;


ALSO EXCEPT Sandy Shore Lake County road right of way No. 14;


ALSO EXCEPT Lords Lake Loop County road right of way;


ALSO EXCEPT Quilcene – Chimacum County road right of way;


ALSO EXCEPT from Section 5 Eaglemount Road right of way as conveyed by instrument

recorded under Auditor’s File No. 73802;


ALSO EXCEPT county road right of way within the Southeast 1/4 of the Northwest

1/4, Section 10 as conveyed in deed recorded in Volume 1 of Road Waivers, page

114;


ALSO EXCEPT Larson Lake County Road right of way in Sections 11, 12, 13, 14,

and 15;




ALSO EXCEPTING THEREFROM said Northeast 1/4, Section

15, as follows:




Beginning at the Northeast corner of said Section 15

and running thence Southerly along the East line of said Section 15 a distance

of 30 feet, more or less, to the Southerly right of way line of Secondary State

Highway No. 9–E;


said point being the initial point of beginning;


thence Southerly along said East line of said Section 100 feet;


thence South 88° 42’ West 200 feet;


thence North 100 feet, more or less, to said Southerly right of way line;


thence Easterly along said Southerly right of way line 200 feet, more or less,

to the initial point of beginning;




ALSO

EXCEPT the North 700 feet of the West 1/2 of the Northeast 1/4 lying Easterly

of County right–of–way, commonly known as the Quilcene–Chimacum

Road, said Section 20;




 




16





























 




PARCEL

20:




That portion of the East 1/2 of the Southeast 1/4 of

Section 9, in Township 28 North, Range 1 West, W.M., which lies East of the

Port Townsend – Quilcene County Road as originally traveled, being more

particularly bounded and described as follows:




Beginning at a point 660 feet West of the corner

common to Sections 9, 10, 15 and 16 of said Township and Range, running thence

along the County Road, North 8° 30’ West, 404 feet;


thence North 702 feet;


thence North 15° 30’ East, 473 feet;


thence North 20° 45’ East 384 feet;


thence North 6° 15’ East 693 feet;


thence North 22° 15’ East 75 feet to the North boundary line of the East 1/2 of

the Southeast 1/4 of said Section 9;


thence East, 330 feet to the quarter section corner;


thence South to the Southeast corner of said Section 9;


thence West 660 feet to the place of beginning;


said tract being designated on the County Assessor’s Plat and Description Book

as Tax No. 3 in said Section 9;




All situate in the County of Jefferson, State of

Washington.




PARCEL

21:




The East 3/4 of the South 1/2 of Section 10;




EXCEPT right of way of Snow Creek Road as conveyed to

Jefferson County by instrument recorded under Auditor’s File No. 217789;




ALSO EXCEPT that portion thereof, if any, lying within

the City of Port Townsend Water Works Pipe Line as conveyed to the City of Port

Townsend, by instrument recorded in Volume 54 of Deeds, pages 579 and 580;




The

Southwest 1/4;


those portions of the South 1/2 of the North 1/2 and the Southeast 1/4, lying

Westerly of State Highway No. 101 as conveyed to the State of Washington by

instrument recorded in Volume 94 of Deeds, page 599 and under Auditor’s File

No. 153102;


Section 11;






17





























 




EXCEPT that portion thereof, if any, lying within the

City of Port Townsend Water Works Pipe Line as conveyed to the City of Port

Townsend, by instrument recorded in Volume 54 of Deeds, pages 579 and 580;




The Southwest 1/4 of the Northwest 1/4 and the

Northwest 1/4 of the Southwest 1/4, Section 13;


the Southwest 1/4, Section 14;


the Northeast 1/4;


the Northwest 1/4 of the Southwest 1/4;


the East 1/2 of the Southeast 1/4;


the East 1/2 of the Southwest 1/4 of the Southeast 1/4;


the North 1/2 of the Northwest 1/4;


the Southwest 1/4 of the Northwest 1/4;


Section 15, EXCEPT that portion thereof conveyed to Jefferson County for Snow

Creek Road by instrument recorded under Auditor’s File No. 217790;


the Northeast 1/4 of the Southwest 1/4;


AND the West 1/2 of the Southeast 1/4 of the Southwest 1/4, Section 23;




EXCEPT Snow Creek County Road right–of–way;




The Southeast 1/4 of the Southeast 1/4 and that

portion of the West 1/2 of the Northwest 1/4, as described in Parcel 21 of

instrument recorded January 24, 1966, in Volume 169 of Deeds, page 634, records

of Jefferson County, Washington, Section 24;


the Northwest 1/4, the North 1/2 of the Southwest 1/4, the Southeast 1/4 of the

Southwest 1/4, the Southwest 1/4 of the Southeast 1/4, Section 26;


All in Township 28 North, Range 2 West, W.M., in Jefferson County, Washington;




PARCEL

22:




The Southeast 1/4 of the Northeast 1/4, the Southeast

1/4 of the Northwest 1/4, the Southeast 1/4 of the Southeast 1/4, the East 760

feet of the Southwest 1/4 of the Southwest 1/4 of Section 22, Township 28

North, Range 2 West, W.M., in Jefferson County, Washington;




TOGETHER WITH an easement as described in instrument

recorded April 20, 1962, in Volume 158 of Deeds, page 11, records of Jefferson

County, Washington.




EXCEPT

Snow Creek County usage road right of way, as disclosed by County Resolution

recorded under Auditor’s File No. 286585.




 




18





























 




PARCEL

23:




The West 1/2 of Government Lot 1, the Northeast 1/4 of

Government Lot 1, the East 1/2 of the Northeast 1/4, the North 1/2 of the

Southwest 1/4 of the Southwest 1/4, the North 1/2 of the Southeast 1/4, Section

23, Township 28 North, Range 2 West, W.M.;




EXCEPT that portion conveyed by Quit Claim Deed from

Crown Zellerbach Corporation to Jefferson County in instrument dated October

23, 1968, and recorded under Auditor’s File No. 198129;




ALSO EXCEPT that portion described in instrument

recorded November 20, 1981, in Volume 157 of Official Records, page 135, under

Auditor’s File No. 275616, records of Jefferson County, Washington;




ALSO EXCEPT Lords Lake Leland County usage road right

of way and Snow Creek County usage road right of way, as disclosed by County

Resolution recorded under Auditor’s File No. 286585.




PARCEL

24:




The North 1/2 of the Southeast 1/4, the Southwest 1/4

of the Southeast 1/4, the Northeast 1/4 of the Southwest 1/4, that portion of

the Southeast 1/4 of the Southwest 1/4 as described in instrument recorded January

24, 1966, in Volume 169 of Deeds, page 634, records of Jefferson County,

Washington, All in Section 25, Township 28 North, Range 2 West, W.M.;




EXCEPT that portion of the Northeast 1/4 of the

Southwest 1/4 and the North ten acres of the Southeast 1/4 of the Southwest

1/4, Section 25, Township 28 North, Range 2 West, W.M., which lies South of the

county road known as Lake Leland Cut–off Road and West of State Highway

No. 9.




PARCEL

25:




The

Southwest 1/4 of the Northwest 1/4, the Southwest 1/4, the Northeast 1/4 of the

Northeast 1/4, the East 760 feet of the North 1/2 of the Northwest 1/4 of the

Northwest 1/4, the East 920 feet of the South 1/2 of the Northwest 1/4 of the

Northwest 1/4 in Section 27, Township 28 North, Range 2 West, W.M.




 




19





























 




PARCEL

26:




The West 1/2 of the Southwest 1/4, Section 33,

Township 28 North, Range 2 West, W.M.;




EXCEPT the West 396 feet thereof, which lies in

Clallam County;




EXCEPT U.S. Forest Service usage road commonly known

as Bon Jon Road.




PARCEL

27:




The South 1/2 of the Northeast 1/4;


the East 1/2 of the Southeast 1/4 of the Northwest 1/4;


the Northeast 1/4 of the Southwest 1/4;


the North 1/2 of the Southeast 1/4;


and the Southeast 1/4 of the Southeast 1/4, in Section 13;


the Northeast 1/4; and the Northeast 1/4 of the Southeast 1/4, in Section 24;




All in Township 29 North, Range 1 West, W.M., in

Jefferson County, Washington.




PARCEL

28:




The East 1/2 of Section 21;


the West 1/2 of the Northwest 1/4;


the Southwest 1/4;


the Northwest 1/4 of the Southeast 1/4 of Section 22;


the Northwest 1/4 of the Northwest 1/4;


the South 1/2 of the Southwest 1/4 of Section 26;


the North 1/2 of the North 1/2;


the South 1/2 of Section 27;


the East 1/2;


the Southeast 1/4 of the Southwest 1/4;


the East 924 feet of the Southwest 1/4 of the Southwest 1/4;


Section 28;


the East 1/2 of Section 33;


All of Section 34;


All of Section 35; EXCEPT the South 1/2 of the Southeast 1/4 of the Southeast

1/4 of the Northeast 1/4;


ALSO EXCEPT the East 1/4 of the Southeast 1/4;




All in Township 29 North, Range 2 West, W.M.




All Situate in the County of Jefferson, State of

Washington.




 




20





























 




Exhibit

B




 




SCHEDULE B




Exceptions:  Schedule B

of the policy or policies to be issued will contain exceptions to the following

matters unless the same are disposed of to the satisfaction of the company.




A.                                   Standard exceptions set forth on the

inside back cover.




B.                                     Defects, liens, encumbrances, adverse

claims or other matters, if any, created first appearing in the public records

or attaching subsequent to the effective date hereof but prior to the date the

proposed Insured acquires for value of record the estate or interest or

mortgage thereon covered by this Commitment.




C.                                     Instruments necessary to create the

estate or interest to be properly executed, delivered and duly filed for

record.




1.                                       Real Estate taxes for 1992, the amount of

which will be furnished by Supplemental Title Report. Taxes for previous years

are paid in full.




2.                                       The lands described herein have been

classified as:




Forest land,

disclosed by notice recorded October 26, 1976 under Recording No. 237910, and

are subject to the provisions of RCW 84.34, which include the requirement of a

continuation of restricted use in order to continue the present assessment

rate.  A change in use can cause an

increased assessment rate for present and past years.  Any sale or transfer of all or a portion of said property requires

execution of a notice of compliance form attached to the excise tax affidavit.




AFFECTS:             Said premises and other property.




3.                                       Liability for lien of taxes on the timber

located on the property.  The lands

herein described are designated on the tax rolls as forest land pursuant to RCW

84.33, and the timber located thereon is not taxed as real property, but will

be subject to collection of a tax upon harvesting thereof.  In the event that said property is removed

from its present designation of forest land it may become liable to assessment

of a compensating tax for prior years. 

Any sale or transfer of said property requires completion of an

application and submission to the County Assessor within 60 days of such sale

requesting that the classification be continued.




AFFECTS:             Said premises and other property.




___________________________________ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~

~  ~ ~ ~ ~

________________________________




4.                                       Reservation by Jefferson County for

existing roads, easements, and right of ways, as contained in various tax sale

deeds from Jefferson County:




	

  RECORDING

  NOS.


  	

   


  	

  :  107432 and 113858


  
	

  AFFECTS


  	

   


  	

  :  Sections 3, 4 and 5–25–2W


  





 





























 




5.                                       EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United States of America


  
	

  PURPOSE


  	

   


  	

  :  Permanent Easement


  
	

  AREA

  AFFECTED


  	

   


  	

  :  A portion of said premises


  
	

  DATED


  	

   


  	

  :  June 2, 1977


  
	

  RECORDED


  	

   


  	

  :  June 2, 1977


  
	

  RECORDING

  N0.


  	

   


  	

  :  242507


  
	

  AFFECTS


  	

   


  	

  :  Section 5, Township 25 North, Range 2 West


  





 




6.                                       EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United States of America


  
	

  PURPOSE


  	

   


  	

  :  Right–of–way for construction,

  operation, use and maintenance of transmission line


  
	

  AREA

  AFFECTED


  	

   


  	

  :  A portion of said premises


  
	

  DATED


  	

   


  	

  :  September 6, 1968


  
	

  RECORDED


  	

   


  	

  :  October 7, 1968


  
	

  RECORDING

  N0.


  	

   


  	

  :  197906


  
	

  AFFECTS


  	

   


  	

  :  Section 16, Township 25 North, Range 2

  West


  





 




7.                                       EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  DISCLOSED

  BY


  	

   


  	

  :  Deed recorded under Auditor’s File No.

  123384


  
	

  PURPOSE


  	

   


  	

  :  Right–of–way


  
	

  AREA

  AFFECTED


  	

   


  	

  :  A portion of said premises


  





 




8.                                       EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  USA


  
	

  PURPOSE


  	

   


  	

  :  Transmission line easement and access road


  
	

  AREA

  AFFECTED


  	

   


  	

  :  Portion of Sections 3, 4 and 29–25–2W

  and other properties


  
	

  RECORDED


  	

   


  	

  :  August 15, 1947; December 17, 1947; April

  27, 1948; July 15, 1948; January 31, 1949 and June 10, 1968.


  
	

  RECORDING

  N0.


  	

   


  	

  :  111248, 112371, 113618, 114435, 116498,

  196323, respectively


  





 




2





























 




9.                                       EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  USA


  
	

  PURPOSE


  	

   


  	

  :  Access road easement to transmission line


  
	

  AREA

  AFFECTED


  	

   


  	

  :  Portion of Section 3


  
	

  RECORDED


  	

   


  	

  :  December 10, 1948; May 13, 1957


  
	

  RECORDING

  N0.


  	

   


  	

  :  115973, 153648, respectively


  





 




___________________________________

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~   ~ ~ ~

~ ________________________________




 




10.                                 Reservation by Jefferson County for

existing roads, easements and rights of way contained in various tax sale deeds

from Jefferson County:




	

  RECORDING NOS.


  	

   


  	

  :  107432,

  161118, 167012, and 109075


  
	

  AFFECTS


  	

   


  	

  :  Sections,

  11, 22, 23 and 27–26–1W


  





 




11.                                 Reservation contained in deed from the

State of Washington recorded under Recording No. 41185, reserving to the

grantor all oil, gases, coal, ores, minerals, fossils, etc., and the right of

entry for opening, developing and working the same, and providing that such

rights shall not be exercised until provision has been made for full payment of

all damages sustained by reason of such entry.




Right of State of

Washington or its successors, subject to payment of compensation therefor, to

acquire rights of way for private railroads, skid roads, flumes, canals, water

courses or other easements for transporting and moving timber, stone, minerals

and other products from this and other property, as reserved in deed referred

to above.




AFFECTS:             Tidelands fronting Government Lots

3 & 4, Section 1, Township 26 North, Range 1 West.




12.                                 Reservation contained in deed from the

State of Washington recorded under Volume 86 of Deeds, page 36, reserving to

the grantor all oil, gases, coal, ores, minerals, fossils, etc., and the right

of entry for opening, developing and working the same, and providing that such

rights shall not be exercised until provision has been made for full payment of

all damages sustained by reason of such entry.




Right of State of

Washington or its successors, subject to payment of compensation therefor, to

acquire rights of way for private railroads, skid roads, flumes, canals, water

courses or other easements for transporting and moving timber, stone, minerals

and other products from this and other property, as reserved in deed referred

to above.




AFFECTS:                                       Tidelands fronting Sections 22 and 23–26–1W.




 




3





























 




13.                                 Reservation for road of the North and

East 15 feet of the Northwest 1/4 of Government Lot 3 in Section 2, Township 26

North. Range 1 West, made by Ole Hanson and Nellie Hanson, his wife, in deed

dated October 29, 1910 and recorded in Volume 62 of Deeds on page 460, records

of said county.




14.                                 Reservation for road over the West 15

feet of the Northeast 1/4 of the Southeast 1/4 of the Southwest 1/4, Section 2,

Township 26 North, Range 1 West, by Ole Hanson and Nellie Hanson, his wife, in

deed dated October 8, 1910 and recorded in Volume 68 of Deeds, page 312,

records of said County.




15.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  State of

  Washington


  
	

  AREA AFFECTED


  	

   


  	

  :  A 60’ wide

  strip over the Northeast 1/4 of the Northeast 1/4, Section 21 and the

  Northwest 1/4 of the Northwest 1/4, Section 22, Township 26 North, Range 1

  West and other property


  
	

  RECORDED


  	

   


  	

  :  January 5,

  1977


  
	

  RECORDING N0.


  	

   


  	

  :  239285


  





 




16.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Herbert H.

  Hanlon


  
	

  PURPOSE


  	

   


  	

  :  30’ road

  easement


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 27, Township 26 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  October

  13, 1948


  
	

  RECORDED


  	

   


  	

  :  October

  19, 1948


  
	

  RECORDING N0.


  	

   


  	

  :  115467


  





 




17.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Mary A.

  Hopkins, Herman F. Hopkins, Frank H. Hopkins, Frederick J. Hopkins, and the

  National Bank of Commerce


  
	

  PURPOSE


  	

   


  	

  :  Road

  purposes


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 27, Township 26 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  November

  8, 1963


  
	

  RECORDED


  	

   


  	

  :  December

  3, 1963


  
	

  RECORDING N0.


  	

   


  	

  :  177820


  





 




4





























 




18.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Mary A.

  Hopkins


  
	

  PURPOSE


  	

   


  	

  :  Road

  purposes


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 27, Township 26 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  November

  8, 1963


  
	

  RECORDED


  	

   


  	

  :  December

  3, 1963


  
	

  RECORDING N0.


  	

   


  	

  :  177821


  





 




19.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Alice E.

  Parkins


  
	

  PURPOSE


  	

   


  	

  :  30’ road

  easement


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 27, Township 26 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  September

  19, 1965


  
	

  RECORDED


  	

   


  	

  :  November

  3, 1965


  
	

  RECORDING N0.


  	

   


  	

  :  185770 and

  185771


  





20.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Milton E.

  Hartley, Jr. and Norma Hoke Hartley, husband and wife.


  
	

  PURPOSE


  	

   


  	

  :  Ingress

  and egress


  
	

  AREA AFFECTED


  	

   


  	

  :  an

  existing logging road over the Southwest 1/4 of the Southwest 1/4 of the

  Northwest 1/4, Section 27, Township 26 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  November

  24, 1971


  
	

  RECORDED


  	

   


  	

  :  December

  8, 1971


  
	

  RECORDING N0.


  	

   


  	

  :  211331


  





21.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  line right of way


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 27, Township 26 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  March 30,

  1971


  
	

  RECORDED


  	

   


  	

  :  April 15,

  1971


  
	

  RECORDING N0.


  	

   


  	

  :  208504


  





 




5





























 




22.                                 Right of the public to make necessary

slopes for cuts or fills upon property herein described as granted to Jefferson

County by deed recorded under Recording No. 212026.




AFFECTS                                          : 

The South 1/2 of the Northwest 1/4, Section 27, Township 26 North, Range

1 West.




___________________________________

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~~  ~ ~ ~

~ ________________________________




23.                                 Reservation by Jefferson County for

“existing roads, easement, and right of ways” as contained in various tax sale

deeds from Jefferson County Treasurer:




	

  RECORDING

  NOS.


  	

   


  	

  :  107432, 118129, 138305, 138306, 138307 and

  138309


  
	

  AFFECTS


  	

   


  	

  :  The West 1/2 of the Southwest 1/4, Section

  1; the South 1/2 of the Southwest 1/4 of the Northeast 1/4, Government Lot 5,

  the Southeast 1/4 of the Southwest 1/4, Government Lot 6, and the North 1/2

  of the South 1/2 of the Southeast 1/4, Sections 29, 30, 32 and 33, Township

  26 North, Range 2 West.


  





24.                                 Reservation by Jefferson County for a

right of way for all public highways that may be constructed by the authority

of the Board of Commissioners of Jefferson County, as contained in various tax

sale deeds from Jefferson County:




	

  RECORDED


  	

   


  	

  :  In Volume

  55 of Deeds, page 365 and Volume 65 of Deeds, page 356.


  
	

  RECORDING N0.


  	

   


  	

  :  The

  Northeast 1/4 of the Southwest 1/4 and the Southeast 1/4 of the Southwest

  1/4, Section 1, Township 26 North, Range 2 West.


  





25.                                 Reservation of the free use of a plot of

ground, measuring 100 feet by 100 feet, located on the West side of said

property, whereon the Grantors may erect a cabin and such other buildings

and/or improvements as they may elect, and have the sole and continuous use of

said plat, together with the right of ingress and egress thereto, for the left

time of said Grantors, as reserved in the deed made by Michael P. Crosbie and

Myrtle Blanche Crosbie, his wife, Grantors, to Pope & Talbot, Inc., a

corporation, dated April 25, 1947 and recorded in Volume 121 of Deeds, pages

145 and 146, records of Jefferson County, Washington, which provides that upon

the death of the Grantors, all rights and reservations, together with all

buildings and improvements then upon said plot, shall revert to the holder of

the fee title to the lands.




AFFECTS:             Section 3, Township 26 North, Range

2 West




 




6





























 




26.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Zula B.

  Kelly (or owners of the Northwest Quarter, Section I)


  
	

  PURPOSE


  	

   


  	

  :  Road use

  permit


  
	

  AREA AFFECTED


  	

   


  	

  :  An

  existing road lying within the East 1/2 of the Southwest 1/4, Section 1,

  Township 26 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  October

  26, 1976 RECORDED:    December 7, 1976


  
	

  RECORDING N0.


  	

   


  	

  :  238780


  





27.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United States of America


  
	

  PURPOSE


  	

   


  	

  :  Right of

  way for ingress, egress and regress to and from said lands


  
	

  AREA

  AFFECTED


  	

   


  	

  :Section

  3, Township 26 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  August 15, 1946


  
	

  RECORDED


  	

   


  	

  :  September 11, 1946


  
	

  RECORDING

  N0.


  	

   


  	

  :  108124


  





28.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  USA


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line easement


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 34, Township 26 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  August 15,

  1947


  
	

  RECORDED


  	

   


  	

  :  August 22,

  1947


  
	

  RECORDING N0.


  	

   


  	

  :  111323


  





29.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  USA


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line easement


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 1 and portion of Section 34, Township 26 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  January

  24, 1949 and April 18, 1968


  
	

  RECORDED


  	

   


  	

  :  January

  31, 1949 and June 10, 1968


  
	

  RECORDING N0.


  	

   


  	

  :  116498 and

  196323


  





 




___________________________________

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~   ~ ~

~ ________________________________




 




7





























 




30.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  DISCLOSED BY


  	

   


  	

  :  Instrument

  recorded under Recording No. 166032


  
	

  PURPOSE


  	

   


  	

  :  Road


  
	

  AREA AFFECTED


  	

   


  	

  :  The

  Easterly 30 feet and the Westerly 30 feet of the South 1/2 of the Northeast

  1/4 of the Southeast 1/4 and the North 1/2 of the Southeast 1/4 of the

  Southeast 1/4, Section 5, Township 27 North, Range 1 East


  





31.                                 Reservation by Jefferson County for

existing roads, easements and right of ways, as contained in various tax sale

deeds from Jefferson County:




	

  RECORDING NO.


  	

   


  	

  :  118129


  
	

  AFFECTS


  	

   


  	

  :  Portion of

  Sections 6 and 17, Township 27 North, Range 1 East


  





32.                                 EASEMENT AND THE TERMS AND CONDITIONS THEREOF:




	

  GRANTEE


  	

   


  	

  :  USA


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line easement and access road


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Sections 7, 17, 18, Township 27 North, Range 1 East and other property.


  
	

  RECORDED


  	

   


  	

  :  December

  23, 1964 and October 28, 1965


  
	

  RECORDING NO.


  	

   


  	

  :  182081 and

  185682


  





33.                                 Right to make necessary slopes for cuts

or fills upon property herein described as granted to Jefferson County by deeds

recorded under Recording Nos. 177018, 178775 and 179292.




AFFECTS:                                       Portion of Section 17, Township 27 North,

Range 1 East.




34.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  State

  Division of Forestry


  
	

  PURPOSE


  	

   


  	

  :  To

  construct and maintain a road for forest protection purposes only and also to

  construct and maintain a telephone line


  
	

  AREA AFFECTED


  	

   


  	

  :  A 40 foot

  wide strip over portions of Sections 17, 19 and Lots 1 and 2, Cedar Holm

  Villa Tracts


  
	

  DATED


  	

   


  	

  :  March 28,

  1935


  
	

  RECORDED


  	

   


  	

  :  June 24,

  1937


  
	

  RECORDING

  NO


  	

   


  	

  :  80959


  





 




THE

DESCRIPTION CONTAINED THEREIN IS NOT SUFFICIENT TO DETERMINE ITS EXACT LOCATION

WITHIN THE PROPERTY HEREIN DESCRIBED.




 




8





























 




35.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  DISCLOSED

  BY


  	

   


  	

  :  Instrument recorded under Recording No.

  166032


  
	

  PURPOSE


  	

   


  	

  :  Road


  
	

  AREA

  AFFECTED


  	

   


  	

  :  The Easterly 30 feet and the Westerly 30

  feet of the South 1/2 of the Northeast 1/4 of the Southeast 1/4 and the North

  1/2 of the Southeast 1/4 of the Southeast 1/4, Section 5, Township 27

  North, Range 1 East


  





36.                                 Right to make necessary slopes for cuts

or fills upon property herein described as granted to Jefferson County by deeds

recorded under Recording Nos. 195647, 195648, 195649 and 195650.




	

  AFFECTS


  	

   


  	

  :  The Northeast Quarter of the Northeast

  Quarter; the Southeast Quarter of the Northeast Quarter; the South Half of

  the Southwest Quarter of the Northeast Quarter; the East Half of the

  Southwest Quarter of the Northwest Quarter of said Section 19, Township 27

  North, Range 1 East; Lots 55, 56, 57 and 79 of said Cedarholm Villa Tracts.


  





37.                                 Reservations contained in deed from

Edward Geritz and Fanny Geritz, husband and wife, as grantors, to Agnes

MacLaurin, as grantee, dated September 26, 1917 and recorded in Volume 85 of

Deeds on page 651, records of Jefferson County, as follows:




Reserving the North 8

feet and the East 8 feet of the Southeast Quarter of the Northwest Quarter of

the Northwest Quarter of said Section 19, Township 27 North, Range 1 East and

reserving the West 8 feet and the South 8 feet of the Northeast Quarter of the

Northeast Quarter of the Northwest Quarter of said Section 19 for road and

highway purposes.




38.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line and access road


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  the Northeast Quarter of the Northeast Quarter of said Section 19, Township

  27 North, Range 1 East


  
	

  RECORDED


  	

   


  	

  :  December

  23, 1964


  
	

  RECORDING NO.


  	

   


  	

  :  182081


  





 




9





























 




39.                                 TERMS AND CONDITIONS OF RESOLUTION N0. 37–83:




	

  FOR


  	

   


  	

  : 

  Restriction on development


  
	

  DATED


  	

   


  	

  :  May 3,

  1983


  
	

  RECORDED


  	

   


  	

  :  May 9,

  1983


  
	

  RECORDING N0.


  	

   


  	

  :  283552.


  
	

  AFFECTS


  	

   


  	

  :Portions of Cedarholm Villa Tracts, Thorndyke Bay

  Short Plats 1–4 and adjacent properties in Section 19, Township 27

  North, Range 1 East.


  





 




___________________________________

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~  ~ ~ ~

~ ________________________________




40.                                 Reservation of oil and mineral rights

contained in deed from Jefferson County, recorded February 27, 1963, under

Auditor’s File No. 174967.  Affects the

Southeast 1/4 of the Northwest 1/4 of Section 6, Township 27 North, Range 1

West, W.M.




41.                                 Reservation by Jefferson County for

“existing roads, easement and right of ways” as contained in various tax sale

deeds from Jefferson County Treasurer.




	

  RECORDING

  NOS.


  	

   


  	

  :  107468, 107432 and 118129


  
	

  AFFECTS


  	

   


  	

  :  Sections 7, 15 and 18


  





42.                                 Reservation by Jefferson County for a

right of way for all public highways that may be constructed by the authority

of the Board of Commissioners of Jefferson County as contained in various tax

sale deeds from Jefferson County Treasurer.




	

  RECORDED

  IN


  	

   


  	

  :  Volume 59 of Deeds, page 409


  
	

  AFFECTS


  	

   


  	

  :  Portion of said premises in Section 28,

  Township 27 North, Range 1 West


  





43.                                 Reservations contained in deed recorded

under Recording No. 281760, as follows:




All oils, gases,

coal, fossils, metals and minerals of every name and nature which may be under

each of said parcels or any part thereof below an elevation of 500 feet below

the surface of the said premises, and to take, and remove the same, provided,

however, that in exercise of rights reserved herein by Grantors, their

successors and assigns, the Grantee, its successors and assigns, shall be

reasonably compensated for damage done to the surface of the said premises and

improvements thereon in carrying on any of such operations.




AFFECTS:                                       Portion of Section 6, Township 27 North,

Range 1 West.




 




10





























 




44.                                 Reservation of all gold, silver, copper,

coal, iron, lead and other ores, oil or minerals on or upon said land to explore

for, mine and remove said ores, oil or minerals at any time, as contained in

the deed from Menasha Wooden Ware Company, a corporation of the State of

Wisconsin, dated February 27, 1948 and recorded in Volume 124 of Deeds, pages

16 and 17, records of Jefferson County.




AFFECTS:                                       Portion of said premises in Section 20,

Township 27 North, Range 1 West.




45.                                 Reservation contained in deed from the

State of Washington recorded in Volume 64 of Deeds, pages 304 and 306, dated

October 20, 1908 and October 23, 1908, and deed recorded under Auditor’s File

No. 102087, recorded May 20, 1944, reserving to the grantor all oil, gases,

coal, ores, minerals, fossils, etc., and the right of entry for opening,

developing and working the same, and providing that such rights shall not be

exercised until provision has been made for full payment of all damages

sustained by reason of such entry.




Right of State of

Washington or its successors, subject to payment of compensation therefor, to

acquire rights of way for private railroads, skid roads, flumes, canals, water

courses or other easements for transporting and moving timber, stone, minerals

and other products from this and other property, as reserved in deed referred

to above.




AFFECTS:                                       Tract 28 in Seahome Addition.




46.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Access

  road easement


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  the Southeast Quarter of the Northeast Quarter, Section 1, Township 27 North,

  Range 1 West


  
	

  DATED


  	

   


  	

  :  June 9,

  1966


  
	

  RECORDED


  	

   


  	

  :  July 26,

  1966


  
	

  RECORDING N0.


  	

   


  	

  :  188873


  





47.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line easement and access road easement


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Sections 1, 2 and 12, Township 27 North, Range 1 West


  
	

  RECORDED


  	

   


  	

  :  December

  23, 1964


  
	

  RECORDING N0.


  	

   


  	

  :  182081


  





 




11





























 




48.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  The United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Access

  Road


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 6, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  January

  22, 1958


  
	

  RECORDED


  	

   


  	

  :  February

  10, 1958


  
	

  RECORDING N0.


  	

   


  	

  :  156593


  





49.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  The United

  States of America


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 6, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  February

  29, 1968


  
	

  RECORDED


  	

   


  	

  :  February

  29, 1968


  
	

  RECORDING N0.


  	

   


  	

  :  195254


  





50.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  The United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Access

  road


  
	

  AREA AFFECTED


  	

   


  	

  :  The

  Southeast Quarter of the Northeast Quarter of said Section 1, and Lot 5 in

  said Section 6, Township 27 North, Range 1 West with such additional widths

  as are necessary to provide for cuts, fills and turnouts and for curves at

  angle points


  
	

  DATED


  	

   


  	

  :  October 1,

  1948


  
	

  RECORDED


  	

   


  	

  :  October

  15, 1948


  
	

  RECORDING N0.


  	

   


  	

  :  115437


  





51.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  The Nature

  Conservancy PURPOSE:   Pedestrian and

  Vehicular access


  
	

  AREA AFFECTED


  	

   


  	

  :  Section

  10, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  December

  11, 1987


  
	

  RECORDED


  	

   


  	

  :  December

  18, 1987


  
	

  RECORDING N0.


  	

   


  	

  :  312069


  





 




52.                                 Terms and conditions of easement recorded

under Auditor’s File No. 271994, records of Jefferson County. Affects the West

1/2 of the Southwest 1/4, Section 10, Township 27 North, Range 1 West.




 




12





























 




53.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Norman

  Worthington


  
	

  PURPOSE


  	

   


  	

  :  Access

  road


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 15, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  June 4,

  1987


  
	

  RECORDED


  	

   


  	

  :  June 17,

  1987


  
	

  RECORDING N0.


  	

   


  	

  :  308543


  





54.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  State of

  Washington


  
	

  PURPOSE


  	

   


  	

  :  Ingress

  and egress


  
	

  AREA AFFECTED


  	

   


  	

  :  A right of

  way 60 feet in width over a portion of the South 1/2 of Section 3, and a

  portion of Sections 23 and 26, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  December

  30, 1976


  
	

  RECORDED


  	

   


  	

  :  January 5,

  1977


  
	

  RECORDING N0.


  	

   


  	

  :  239285


  





55.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Jefferson

  County


  
	

  PURPOSE


  	

   


  	

  : 

  Construction, maintenance and use of a drainage ditch


  
	

  AREA AFFECTED


  	

   


  	

  :  A strip 20

  feet wide following an unnamed stream (a tributary of Tarboo Creek) lying

  within Government Lot 4 in Section 4, Township 27 North. Range 1 West


  
	

  DATED


  	

   


  	

  :  January 3,

  1950


  
	

  RECORDED


  	

   


  	

  :  January

  18, 1950


  
	

  RECORDING N0.


  	

   


  	

  :  120648


  





56.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Sections 22 and 23, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  February

  7, 1962


  
	

  RECORDED


  	

   


  	

  :  March 1,

  1962


  
	

  RECORDING N0.


  	

   


  	

  :  171325


  





 




13





























 




57.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Munroe N.

  Dennis


  
	

  PURPOSE


  	

   


  	

  :  Ingress

  and egress


  
	

  AREA AFFECTED


  	

   


  	

  :  Existing

  roadway upon the Southwest Quarter of the Northeast Quarter, the Northwest

  Quarter of the Southeast Quarter, Section 22, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  July 9,

  1965


  
	

  RECORDED


  	

   


  	

  :  October

  10, 1966


  
	

  RECORDING N0.


  	

   


  	

  :  189687


  





58.                                 UNDERGROUND UTILITY EASEMENT AND THE

TERMS AND CONDITIONS THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light


  
	

  PURPOSE


  	

   


  	

  : 

  Underground electric system


  
	

  AREA AFFECTED


  	

   


  	

  :  A 7’ wide

  strip within the Northwest Quarter of the Northwest Quarter of the Southeast

  Quarter, and the West Half of the Southwest Quarter of the Northeast Quarter,

  Section 22, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  May 30,

  1980


  
	

  RECORDED


  	

   


  	

  :  June 6,

  1980


  
	

  RECORDING N0.


  	

   


  	

  :  265893


  





59.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Oscar A.

  Piper and Laura Piper, husband and wife, their successors and assigns


  
	

  PURPOSE


  	

   


  	

  :  Right of

  way


  
	

  AREA AFFECTED


  	

   


  	

  :  An

  existing roadway lying within the West 1/2 of the Northeast Quarter, Section

  20, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  April 23,

  1949 and amended June 5, 1972


  
	

  RECORDED


  	

   


  	

  :  May 25,

  1949 and June 19, 1972


  
	

  RECORDING N0.


  	

   


  	

  :  117768 and

  213770


  





60.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Robert E.

  Pettibone


  
	

  PURPOSE


  	

   


  	

  :  Easements

  and right of ways


  
	

  AREA AFFECTED


  	

   


  	

  :  Existing

  roadway 30’ wide across portion of Sections 25 and 26, Township 27 North,

  Range 1 West


  
	

  DATED


  	

   


  	

  :  February

  10, 1954


  
	

  RECORDED


  	

   


  	

  :  February

  10, 1954


  
	

  RECORDING N0.


  	

   


  	

  :  140594


  





 




14





























 




61.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Harold and

  Carol Steinke


  
	

  PURPOSE


  	

   


  	

  :  Ingress,

  Egress and Utilities


  
	

  AREA AFFECTED


  	

   


  	

  :  A strip

  30’ in width over a portion of the North 1/2 of the Southwest 1/4, Section

  32, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  November

  4, 1983


  
	

  RECORDED


  	

   


  	

  :  November

  9, 1983


  
	

  RECORDING N0.


  	

   


  	

  :  286581


  





62.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Taylor

  United, Inc., a Washington Corporation


  
	

  PURPOSE


  	

   


  	

  :  Access for

  the purpose of clearing, obstructions and maintaining the flow of water in

  said North Fork Creek


  
	

  DATED


  	

   


  	

  :  May 11,

  1978


  
	

  RECORDED


  	

   


  	

  :  May 22, 1978


  
	

  RECORDING N0.


  	

   


  	

  :  250066


  





63.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission lines


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 29, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  August 15,

  1986


  
	

  RECORDED


  	

   


  	

  :  August 19,

  1986


  
	

  RECORDING N0.


  	

   


  	

  :  302557


  





64.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission lines


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 32, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  March 18,

  1988


  
	

  RECORDED


  	

   


  	

  :  April 18,

  1988


  
	

  RECORDING N0.


  	

   


  	

  :  314042


  





65.                                 Right to make necessary slopes for cuts

or fills upon property herein described as granted to Jefferson County by deed

recorded under Recording No. 191474.




AFFECTS:             Portion of Government Lot 3,

Section 5, Township 27 North, Range 1 West.




 




15





























 




66.                                 Right to make necessary slopes for cuts

or fills upon property herein described as granted by deed recorded under

Auditor’s File No. 167973.




AFFECTS:             Tract 28, Seahome Addition.




 




___________________________________

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~  ~ ~ ~

~ ________________________________




67.                                 Reservation contained in deed from the

State of Washington recorded under Recording No. 35544, Volume 69 of Deeds,

pages 19 and 20, Auditor’s File No. 171466, Volume 85 of Deeds, page 336,

reserving to the grantor all oil, gases, coal, ores, minerals, fossils, etc.,

and the right of entry for opening, developing and working the same, and

providing that such rights shall not be exercised until provision has been made

for full payment of all damages sustained by reason of such entry.




Right of State of

Washington or its successors, subject to payment of compensation therefor, to

acquire rights of way for private railroads, skid roads, flumes, canals, water

courses or other easements for transporting and moving timber, stone, minerals

and other products from this and other property, as reserved in deed referred

to above.




AFFECTS:             Tidelands in Township 27 North,

Range 1 West and Township 28 North, Range 1 East.




68. EASEMENT AND

THE TERMS AND CONDITIONS THEREOF:




	

  GRANTEE


  	

   


  	

  :  Guy H.

  Booker and Wilma I. Booker, husband and wife.


  
	

  PURPOSE


  	

   


  	

  :  Ingress,

  egress and regress


  
	

  AREA AFFECTED


  	

   


  	

  :  Along and

  across the Second Class tidelands in front of, adjacent to and abutting on

  Government Lots 1 and 2, Section 25, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  October

  22, 1953


  
	

  RECORDED


  	

   


  	

  :  November

  20, 1953


  
	

  RECORDING N0.


  	

   


  	

  :  139863


  





 




16





























 




69.                                 Right to make necessary slopes for cuts

or fills upon property herein described as granted to Jefferson County by deeds

recorded under Recording Nos. 183721, 187371, 187373, 187374, 187372, 192358

and 191120.




AFFECTS.:            Portion adjacent to Thorndyke Road

in Township 27 North, Range 1 West.




 




___________________________________

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~  ~ ~ ~

~ ________________________________




 




70.                                 Reservation by Jefferson County for

existing roads, easement and right of ways, as contained in various tax sale

deeds from Jefferson County:




	

  RECORDING NOS.


  	

   


  	

  :  110785,

  108000, 142707, 111469, and 115182


  
	

  AFFECTS


  	

   


  	

  :  Sections

  3, 9, 10 and 14, Township 27 North, Range 2 West


  





71.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  City of

  Port Townsend


  
	

  PURPOSE


  	

   


  	

  :  Pipeline


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 4, Township 27 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  March 11,

  1929


  
	

  RECORDED


  	

   


  	

  :  May 10,

  1929


  
	

  RECORDING NO.


  	

   


  	

  :  61101,

  Volume 96 of Deeds, page 406


  





 




NOTE:                    Grantee’s interest in said

easement has been assigned to the State of Washington.




72.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  The City

  of Port Townsend


  
	

  PURPOSE


  	

   


  	

  :  Pipeline


  
	

  AREA AFFECTED


  	

   


  	

  :  A 30 foot

  easement, 15 feet on each side of center line of existing 30 inch pipeline


  
	

  DATED


  	

   


  	

  :  April 18,

  1961


  
	

  RECORDED


  	

   


  	

  :  May 25,

  1961


  
	

  RECORDING N0.


  	

   


  	

  :  168449


  
	

  AFFECTS


  	

   


  	

  :  Portion of

  Sections 4 and 9, Township 27 North, Range 2 West


  





 




NOTE:                    Grantee’s interest in said

easement has been assigned to the State of Washington.




 




17





























 




73.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Pope &

  Talbot and the State of Washington


  
	

  PURPOSE


  	

   


  	

  : 

  Construction and maintenance of access roads


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Sections 4 and 9, Township 27 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  April 1,

  1975


  
	

  RECORDED


  	

   


  	

  :  April 25,

  1975


  
	

  RECORDING N0.


  	

   


  	

  :  227993


  





74.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Golden

  Springs International, Inc.


  
	

  PURPOSE


  	

   


  	

  :  Right–of–way


  
	

  AREA AFFECTED


  	

   


  	

  :  Sections,

  3, 4, 9 and 10, Township 27 North, Range 2 West and Section 26, Township 28

  North, Range 2 West.


  
	

  DATED


  	

   


  	

  :  January

  12, 1987


  
	

  RECORDED


  	

   


  	

  :  January

  26, 1987


  
	

  RECORDING N0.


  	

   


  	

  :  305608


  





___________________________________

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~  ~ ~ ~

~ ________________________________




75.                                 Reservation by Jefferson County for

existing roads, easements and right of ways, as contained in various tax sale

deeds from Jefferson County:




	

  RECORDING NOS.


  	

   


  	

  :  111469,

  Volume 59, page 538, 107432 and 167005


  
	

  AFFECTS


  	

   


  	

  :  Sections

  27, 29, 30 and 32, Township 28 North, Range 1 East


  





76.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 28, Township 28 North, Range 1 East


  
	

  RECORDED


  	

   


  	

  :  September

  24, 1926


  
	

  RECORDING N0.


  	

   


  	

  :  Volume 94,

  page 129


  





77.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  The

  Northwest Quarter of the Northwest Quarter, Section 27, Township 28

  North, Range 1 East


  
	

  DATED


  	

   


  	

  :  April 7,

  1937


  
	

  RECORDED


  	

   


  	

  :  November

  22, 1950


  
	

  RECORDING N0.


  	

   


  	

  :  124798


  





 




18





























 




78.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Pacific

  Telephone and Telegraph Company, a corporation


  
	

  PURPOSE


  	

   


  	

  :  Telephone

  and telegraph lines and appurtenances


  
	

  AREA AFFECTED


  	

   


  	

  :  20’ wide

  strip over a portion of Section 27, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  April 30,

  1957


  
	

  RECORDED


  	

   


  	

  :  November

  19, 1957


  
	

  RECORDING N0.


  	

   


  	

  :  155814


  





79.                                 A right of way for the use of the public

as a road, street or public highway over the Northerly 30 feet of the North

Half of the Northwest Quarter and over the Northwest Quarter of the Northeast

Quarter of said Section 27, as granted by Puget Mill Company, a corporation,

party of the first part, to County of Jefferson, State of Washington, party of

the second part by right of way deed dated June 18, 1940, recorded in Volume

111 of Deeds, on page 338, Auditor’s File No. 92023, records of Jefferson

County; which PROVIDED THAT should the said County of Jefferson at any time

cease to use the said land for the purpose of a road, street or public highway,

the right to the exclusive use and possession thereof shall immediately revert

to the party and possession thereof shall immediately revert to the party of

the first part, its successors and assigns in interest, and the right of way

hereby granted shall immediately cease and determine.




The reversionary interest

of the party of the first part, in and to said easement, now vested in Pope

& Talbot, Inc.




AFFECTS:                                       Portion of Section 27, Township 28 North,

Range 1 East




80.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company, a Washington corporation.


  
	

  PURPOSE


  	

   


  	

  : 

  Underground electric and transmission and/or distribution line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  the Northwest Quarter of the Northeast Quarter, Section 27, Township 28

  North, Range 1 East


  
	

  RECORDED


  	

   


  	

  :  November

  9, 1984


  
	

  RECORDING N0.


  	

   


  	

  :  292222


  





NOTE:  Said Easement was executed by Penn Timber.

Inc., an Oregon Corporation, but should have been executed by Hood Canal

Timber, Inc., a Washington Corporation.




 




19





























 




81.                                 Relinquishment of access to State Highway

No. 104 and of light, view and air by Deeds to the State of Washington




	

  RECORDED


  	

   


  	

  :  April 4,

  1963 and May 18, 1959


  
	

  RECORDING NOS.


  	

   


  	

  :  175315 and

  161495


  
	

  AFFECTS


  	

   


  	

  :  Sections

  30 and 32, Township 28 North, Range 1 East


  





82.                                 Right to make necessary slopes for cuts

or fills upon property herein described as granted to Jefferson County by deed

recorded under Recording No. 255052.




AFFECTS:             Section 30, Township 28 North,

Range 1 East




83.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission lines


  
	

  AREA AFFECTED


  	

   


  	

  :  Portions

  of Section 32, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  October 5,

  1964


  
	

  RECORDED


  	

   


  	

  :  December

  3, 1964


  
	

  RECORDING N0.


  	

   


  	

  :  181891


  





84.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  State of

  Washington


  
	

  PURPOSE


  	

   


  	

  :  Ingress

  and egress


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion

  Southwest 1/4 of the Southwest 1/4 Section 15, Southwest 1/4 of the Southeast

  1/4 of Section 28, Northwest 1/4 of the Northeast 1/4, Section 33, Township

  28 North, Range 1 East and the West 1/2 of the Northeast 1/4 of Section 9,

  Township 27 North, Range 2 West.


  
	

  RECORDED


  	

   


  	

  :  April 25,

  1975


  
	

  RECORDING N0.


  	

   


  	

  :  227993


  





 




NOTE:  Said Easement was amended to include

additional property by instrument recorded under Auditor’s File No.

328157.  Affects Sections 5 and 16,

Township 25 North, Range 2 West, Section 32, Township 26 North, Range 2 West

and Township 28 North, Range 1 West.




 




20





























 




85.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Jefferson

  County


  
	

  PURPOSE


  	

   


  	

  : 

  Underground power & telephone services


  
	

  AREA AFFECTED


  	

   


  	

  :  Portions

  of Section 30, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  April 4,

  1983


  
	

  RECORDED


  	

   


  	

  :  April 15,

  1983


  
	

  RECORDING N0.


  	

   


  	

  :  283159


  





86.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Jefferson

  County Water District No. 1


  
	

  PURPOSE


  	

   


  	

  :  Waterline


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 27, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  February

  25, 1987


  
	

  RECORDED


  	

   


  	

  :  March 6,

  1987


  
	

  RECORDING N0.


  	

   


  	

  :  306329


  





87.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 30, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  May 18,

  1988


  
	

  RECORDED


  	

   


  	

  :  June 9,

  1988


  
	

  RECORDING N0.


  	

   


  	

  :  315076


  





88.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 15, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  March 20,

  1989


  
	

  RECORDED


  	

   


  	

  :  April 19,

  1989


  
	

  RECORDING N0.


  	

   


  	

  :  321083


  





89.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  US West


  
	

  PURPOSE


  	

   


  	

  : 

  Underground communication line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 22, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  May 1,

  1990


  
	

  RECORDED


  	

   


  	

  :  August 6,

  1990


  
	

  RECORDING N0.


  	

   


  	

  :  333327


  





___________________________________

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~  ~ ~ ~

~ ________________________________




90.                                 Reservation by Jefferson County for

existing roads, easements, and right of ways as contained in various tax sale

deeds from Jefferson County under Recording Nos. 109075, 




 




21





























 




110599, 110694, 112812,

115182, 113858, 113859, 111469, 140763 and Volume 116 of Deeds, pages 276 and

308.




 




AFFECTS:             Sections 7, 11, 12, 17, 18, 21, 22,

26, 27, 28, portion of 31, and 36, Township 28 North, Range 1 West.




91.                                 Reservation by Jefferson County for all

public highway that may be constructed by the authority of the Board of

Commissioners of Jefferson County as contained in various tax sale deeds from

Jefferson County under Volume 92 of Deeds, page 175, under Auditor’s File No.

110694.




AFFECTS:             The Southwest Quarter of Section

11, and a portion of Section 31, Township 28 North, Range 1 West.




92.                                 A reservation of the title to all oil and

natural gas and the customary right to prospect for and remove the oil and gas

at any time after oil and gas has been discovered in the neighborhood, as

contained in the deed from Menasha Wooden Ware Company, a Wisconsin

corporation, dated December 28, 1926 and recorded in Volume 94 of Deeds, on

page 227, records of Jefferson County.




AFFECTS:             The Southwest Quarter of Section

11, Township 28 North, Range 1 West.




93.                                 Reservation by the Grantors, their heirs

and assigns, for the right to use an existing road approximately 200 feet long

and thirty feet wide traversing the Northeast Quarter of the Northeast Quarter

of the Northeast Quarter of Section 15, Township 28 North, Range 1 West, W.M.,

with the provision that Grantors agree to maintain said road in proportion to

their use thereof, as reserved in the deed from Paul W. Palmer and Rachel A.

Palmer, his wife, to Pope & Talbot, Inc., a California corporation, dated

February 23, 1965 and recorded in Volume 166 of Deeds, on page 478 and recorded

under Auditor’s File No. 182755, records of Jefferson County.




94.                                 Reservation contained in deed recorded

under Recording No. 281760, as follows:




“the full,

complete and absolute right and title to all oils, gases, coal, fossils, metals

and minerals of every name and nature which may be under each of said parcels

or any part thereof below an elevation of 500 feet below the surface of the

said premises, and to take, and remove the same, provided, however, that in

exercise of rights reserved herein by Grantors, their successors and assigns,

the Grantee, its successors and assigns, shall be reasonably compensation for

damage done to the surface of the said premises and improvements thereon in

carrying on any of such operations.”




AFFECTS:             Portion of Section 31, Township 28

North, Range 1 West.




 




22





























 




95.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission line and access road


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Government Lots 5 and 6 in Section 6, portion of 7, 18, 28, 29 and 35,

  Township 28 North, Range 1 West


  
	

  RECORDED


  	

   


  	

  :  January

  31, 1949, December 23, 1964 and June 10, 1968


  
	

  RECORDING N0.


  	

   


  	

  :  116498,

  182081 and 196323, respectively


  





96.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Transmission

  line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 31, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  December

  15, 1947


  
	

  RECORDED


  	

   


  	

  :  February

  2, 1948


  
	

  RECORDING N0.


  	

   


  	

  :  112736


  





97.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 31, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  March 17,

  1949


  
	

  RECORDED


  	

   


  	

  :  March 24,

  1949.


  
	

  RECORDING N0.


  	

   


  	

  :  117000


  





98.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 31, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  January

  22, 1958


  
	

  RECORDED


  	

   


  	

  :  February

  10, 1958


  
	

  RECORDING N0.


  	

   


  	

  :  156593


  





 




 




23





























 




99.                                 EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 3, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  February

  29, 1968


  
	

  RECORDED


  	

   


  	

  :  February

  29, 1969


  
	

  RECORDING N0.


  	

   


  	

  :  195254


  





100.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  State of

  Washington


  
	

  PURPOSE


  	

   


  	

  :  Roadway


  
	

  AREA AFFECTED


  	

   


  	

  :  A 60’ wide

  strip over portion of Section 22, Township 26 North, Range 1 West and Section

  26, Township 27 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  December

  29, 1976


  
	

  RECORDED


  	

   


  	

  :  January 5,

  1977


  
	

  RECORDING N0.


  	

   


  	

  :  239285


  





101.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  the Northeast Quarter of Section 15, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  September

  19, 1957


  
	

  RECORDED


  	

   


  	

  :  September

  13, 1962


  
	

  RECORDING N0.


  	

   


  	

  :  173447


  





102.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Menasha

  Corporation


  
	

  PURPOSE


  	

   


  	

  :  Right of

  way


  
	

  AREA AFFECTED


  	

   


  	

  :  A 60’ wide

  strip over a portion of Section 11, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  July 27,

  1981


  
	

  RECORDED


  	

   


  	

  :  September

  16, 1981


  
	

  RECORDING N0.


  	

   


  	

  :  274501


  





 




24





























 




103.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  E. H.

  French & Olice French


  
	

  PURPOSE


  	

   


  	

  :  A drainage

  ditch to drain and/or control the level of what is known as Larsen Lake


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  the West 1/2 of the Northeast Quarter of the Southeast Quarter, Section 11,

  Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  May 3,

  1950


  
	

  RECORDED


  	

   


  	

  :  September

  15, 1950


  
	

  RECORDING N0.


  	

   


  	

  :  123991


  





104.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Floyd

  Goodrich, et al


  
	

  PURPOSE


  	

   


  	

  :  Ingress

  and egress


  
	

  AREA AFFECTED


  	

   


  	

  :  An

  abandoned railroad grade within the Southeast Quarter of Section 15, Township

  28 North, Range 1 West of Sandy Shore County Road


  
	

  DATED


  	

   


  	

  :  May 10,

  1956


  
	

  RECORDED


  	

   


  	

  :  July 17,

  1956


  
	

  RECORDING N0.


  	

   


  	

  :  150452


  





105.                           An easement for the former Center –

Ludlow road over and across said premises as disclosed by Order of the County

Commissioners of Jefferson County, Washington, dated May 2, 1916 and entered in

Volume “J” of Commissioner’s Proceedings, on page 64.




AFFECTS:             The Southwest Quarter of Section

11, Township 28 North, Range 1 West.




106.                           Right to make necessary slopes for cuts

or fills upon the property herein described as granted to Jefferson County by

deeds recorded under Recording Nos. 112974, 115537, 149069, 191473, 191474,

191475, 191476 and 191519.




AFFECTS:             Township 28 North, Range 1 West




107.                           Right to the State of Washington in and

to that portion, if any, of the property herein described which lies below the

line of ordinary high water of Tarboo Lake, Ludlow Lake, Horseshoe Lake, and

Tule Lake and any unnamed creeks.




 




25





























 




108.                           Relinquishment of access to State Highway

No. 9–E and of light, view and air by Deed to State of Washington




	

  RECORDED


  	

   


  	

  :  April 4,

  1963


  
	

  RECORDING NO.


  	

   


  	

  :  175315


  
	

  AFFECTS


  	

   


  	

  :  Sections

  15, 22, 23, 25 and 26, Township 28 North, Range 1 West


  





109.         Relinquishment of access to State

Highway No. 9–E and of light, view and air by Deed to State of Washington




	

  RECORDED


  	

   


  	

  :  October 8,

  1965


  
	

  RECORDING N0.


  	

   


  	

  :  185446


  
	

  AFFECTS


  	

   


  	

  :  Section 7,

  Township 28 North, Range 1 West


  





110.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  U.S.A.

  Bonneville Power Administration


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line and maintenance road access right of way


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Government Lots 4 and 7, Section 6; Government Lot 1, Section 7, Township 28

  North, Range 1 West


  
	

  RECORDED


  	

   


  	

  :  January

  10, 1948, May 24, 1948, November 2, 1964, January 14, 1965, November 27,

  1965, January 15, 1968 and November 6, 1968


  
	

  RECORDING N0.


  	

   


  	

  :  1125356,

  113902, 181530, 182306, 183836, 194822 and 198252


  





111.                           Limited access to State Highway No. 9–E

(SR–104) except for operation of a tree farm and/or farms:




	

  RECORDED


  	

   


  	

  :  September

  8, 1965, May 27, 1966 and November 30, 1965


  
	

  RECORDING NOS.


  	

   


  	

  :  185050,

  188127 and 190277


  
	

  AFFECTS


  	

   


  	

  :  Portion of

  the Southwest 1/4, Section 6, Portions of Section 8, the Southwest 1/4,

  Township 28 North, Range 1 West


  





 




 




26





























 




112.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  State of

  Washington, Department of Natural Resources


  
	

  PURPOSE


  	

   


  	

  : 

  Supplemental to easement recorded under Auditor’s File No. 244872


  
	

  AREA AFFECTED


  	

   


  	

  :  Portions

  of Government Lot 1, Section 7, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  May 7,

  1984


  
	

  RECORDED


  	

   


  	

  :  May 16,

  1984


  
	

  RECORDING N0.


  	

   


  	

  :  289499


  





113.                           A reservation for a right of way over and

across any portion of the within described premises, for the passage of trucks

and other vehicles, said right of way in inure to said grantors, their

successors and assigns, as contained and reserved in the deed from the

grantors, Oscar Udd and Florence R. Udd, husband and wife, to William D.

Redmond, dated April 25, 1944 and recorded in Volume 114 of Deeds, on page 619,

under Auditor’s File No. 101957, records of Jefferson County, Washington.




AFFECTS:             Government Lot 1, Section 7,

Township 28 North, Range 1 West




114.                           Reservations contained in deed from W.A.

Moa, et al, to Discovery Bay Timber, Inc., a corporation, recorded in Volume

146 of Deeds, page 215, under Auditor’s File No. 155665; whereby the grantor,

W.A. Moa, excepts and reserves 1/2 of all oil, minerals and mineral rights; the

grantee, its successors and assigns, shall have the sole and exclusive

management of all of said gas, oil and mineral rights.




AFFECTS:             Portion of Section 6, Township 28

North, Range 1 West and Section 1, Township 28 North, Range 2 West.




115.                           Reservation by Jefferson County for a

right of way for all public highways that may be constructed by the authority

of the Board of Commissioners of Jefferson County, and/or a reservation for

existing roads, easements and right of ways, as contained in various tax sale

deeds from Jefferson County:




	

  RECORDING NOS.


  	

   


  	

  :  106D/632,

  107433, 107997 and 174967


  
	

  AFFECTS


  	

   


  	

  :  Portions

  of Sections 7 and 8, Township 28 North, Range 1 West


  





116.                           Reservations contained in deed recorded

under Recording No. 295463.




AFFECTS:             Sections 7 and 8, Township 28

North, Range 1 West.




117.                           Reservations contained in conveyance

recorded under Recording No. 344046.




AFFECTS:             Sections 6 and 7, Township 28

North, Range 1 West.




 




27





























 




118.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Transmission

  line easement


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Sections 19 and 30, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  December

  23, 1947


  
	

  RECORDED


  	

   


  	

  :  January

  17, 1948


  
	

  RECORDING N0.


  	

   


  	

  :  112617


  





119.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  : 

  Transmission line easement


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Sections 19, 20, 29 and 30, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  May 21,

  1965


  
	

  RECORDED


  	

   


  	

  :  June 3,

  1965


  
	

  RECORDING

  N0.


  	

   


  	

  :  183904


  





120.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Electric

  power transmission structures and appurtenant signal lines


  
	

  AREA AFFECTED


  	

   


  	

  :  Portions

  of Sections 19 and 30, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  August 19,

  1968


  
	

  RECORDED


  	

   


  	

  :  August 19,

  1968


  
	

  RECORDING N0.


  	

   


  	

  :  197178


  





121.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Department

  of Natural Resources


  
	

  PURPOSE


  	

   


  	

  :  Permanent

  Easement upon, over, and along rights of way thirty (30) feet in width


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 29, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  February

  5, 1988


  
	

  RECORDED


  	

   


  	

  :  February

  11, 1988


  
	

  RECORDING N0.


  	

   


  	

  :  312924


  





122.                           Reservations by Scott Paper Company,

contained in deed recorded under Recording No. 320734.




AFFECTS:                                       Portion Township 28 North, Range 1 West.




 




28





























 




123.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Thomas R.

  Town and Mary Town, their heirs, successors or assigns


  
	

  PURPOSE


  	

   


  	

  :  A

  temporary easement for ingress and egress over existing road; ALSO a

  perpetual non–exclusive easement for ingress and egress


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 27, Township 28 North, Range 1 West


  
	

  DATED


  	

   


  	

  :  October

  13, 1976


  
	

  RECORDED


  	

   


  	

  :  November

  1, 1976


  
	

  RECORDING NO.


  	

   


  	

  :  238096


  





___________________________________

~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~  ~ ~ ~

~ ________________________________




124.                           Reservation by Jefferson County for

existing roads, easements and right of ways, as contained in various tax sale

deed from Jefferson County:




	

  RECORDING NOS.


  	

   


  	

  :  109075,

  108609, 107997, 174967, 108064 and 115182


  
	

  AFFECTS


  	

   


  	

  :  Portion

  Township 28 North, Range 2 West


  





125.                           Right of the State of Washington in and

to that portion, if any, of the property herein described which lies below the

line of ordinary high water of the Snow Creek, Andrews Creek and unnamed creek.




126.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Secretary

  of Agriculture


  
	

  PURPOSE


  	

   


  	

  :  Right of

  way


  
	

  AREA AFFECTED


  	

   


  	

  :  Sections

  10 and 15, Township 28 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  July 30,

  1931


  
	

  RECORDED


  	

   


  	

  :  august 14,

  1931


  
	

  RECORDING N0.


  	

   


  	

  :  Volume

  101, page 428


  





 




THE DESCRIPTION CONTAINED

THEREIN IS NOT SUFFICIENT TO DETERMINE ITS EXACT LOCATION WITHIN THE PROPERTY

HEREIN DESCRIBED.




127.                           Right to make necessary slopes for cuts

or fills upon property herein described as granted to Jefferson County by deed

recorded under Recording No. 217789.




AFFECTS:                                       Portion of Section 10, Township 28 North,

Range 2 West




 




29





























 




128.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  City of

  Port Townsend


  
	

  PURPOSE


  	

   


  	

  : 

  Undisclosed


  
	

  AREA AFFECTED


  	

   


  	

  :  30 foot

  wide portion of Sections 11 and 15, Township 28 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  April 24,

  1928


  
	

  RECORDED


  	

   


  	

  :  February 1,

  1929


  
	

  RECORDING N0.


  	

   


  	

  :  Volume 96,

  page 307


  





 




THE DESCRIPTION CONTAINED

THEREIN IS NOT SUFFICIENT TO DETERMINE ITS EXACT LOCATION WITHIN THE PROPERTY

HEREIN DESCRIBED.




129.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  City of

  Port Townsend


  
	

  PURPOSE


  	

   


  	

  :  Water

  pipeline


  
	

  AREA AFFECTED


  	

   


  	

  :  30’ wide

  portion of Section 15, Township 28 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  December

  3, 1952


  
	

  RECORDED


  	

   


  	

  :  January

  20, 1956


  
	

  RECORDING N0.


  	

   


  	

  :  148383


  





 




THE DESCRIPTION CONTAINED

THEREIN IS NOT SUFFICIENT TO DETERMINE ITS EXACT LOCATION WITHIN THE PROPERTY

HEREIN DESCRIBED.




130.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  State

  Division of Forestry


  
	

  PURPOSE


  	

   


  	

  :  Road for

  forest protection purposes only


  
	

  AREA AFFECTED


  	

   


  	

  :  Sections

  11, 14 and 15, Township 28 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  March 28,

  1935


  
	

  RECORDED


  	

   


  	

  :  June 24,

  1937


  
	

  RECORDING N0.


  	

   


  	

  :  80960,

  Volume 107, page 502.


  





 




THE DESCRIPTION CONTAINED

THEREIN IS NOT SUFFICIENT TO DETERMINE ITS EXACT LOCATION WITHIN THE PROPERTY

HEREIN DESCRIBED.




131.                           Right of the waters of unnamed spring,

not to exceed 0.01 of a cubic foot per second for the purpose of domestic

supply, under State certificate issued September 6, 1956, to Ray S. Crist,

recorded under Auditor’s File No. 155517.




AFFECTS:                                       Portion of Section 11




132.                           Right to make necessary slopes for cuts

or fills upon property herein described as granted to Jefferson County by deed

recorded under Recording No. 217790.




AFFECTS:                                       Portion of Section 15, Township 28 North,

Range 2 West




 




30





























 




133.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission and distribution line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 23, Township 28 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  June 4,

  1946


  
	

  RECORDED


  	

   


  	

  :  September

  27, 1946


  
	

  RECORDING N0.


  	

   


  	

  :  108271


  





134.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  City of

  Port Townsend


  
	

  PURPOSE


  	

   


  	

  :  Ingress

  and egress


  
	

  AREA AFFECTED


  	

   


  	

  :  30 feet in

  width being 15 feet on either side of the center line of the present existing

  water supply line, Section 22, Township 28 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  January

  27, 1956


  
	

  RECORDED


  	

   


  	

  :  March 8,

  1956


  
	

  RECORDING N0.


  	

   


  	

  :  148875


  





NOTE:  Right to relocate the above described easement

recorded April 17, 1958 under Recording No. 157299.




135.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  City of

  Port Townsend


  
	

  PURPOSE


  	

   


  	

  :  To locate,

  construct, order, repair, improve, operate and maintain a 20 inch water

  supply pipe line.


  
	

  AREA AFFECTED


  	

   


  	

  :  From the

  Little Quilcene River through said property in the West Half of the Southwest

  Quarter of Section 33, Township 28 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  February

  16, 1956


  
	

  RECORDED


  	

   


  	

  :  March 8,

  1956


  
	

  RECORDING N0.


  	

   


  	

  :  148872


  





136.                           BOUNDARY LINE AGREEMENT AND THE TERMS AND

CONDITIONS THEREOF:




	

  BETWEEN


  	

   


  	

  :  Crown

  Zellerbach corporation and John G. Boulton and Lois M. Boulton, husband and

  wife.


  
	

  DATED


  	

   


  	

  :  October

  30, 1981


  
	

  RECORDED


  	

   


  	

  :  December

  2, 1981


  
	

  RECORDING N0.


  	

   


  	

  :  275724


  
	

  AFFECTS


  	

   


  	

  :  Sections

  23 and 24, Township 28 North, Range 2 West


  





 




31





























 




137.                           Reservation by the Grantors, their heirs

and assigns, of the right to use the said strip of land and road in common with

the Grantee, as contained in the conveyance of said easement made by Harley

Brotherton and Mary Barbara Brotherton, husband and wife, Grantors, to Crown

Zellerbach Corporation, Grantee, recorded April 20, 1962 in Volume 158 of

Deeds, pages 11 to 13 inclusive, under Auditor’s File No. 171837.




AFFECTS:                                       The Easement interest in Section 22,

Township 28 North, Range 2 West.




138.                           Reservation contained in deed from John

W. Pogany and Marian M. Pogany, his wife, recorded June 25, 1951 in Volume 131

of Deeds, page 295, under Auditor’s File No. 127451, as follows:




The grantors herein

reserve unto themselves, their heirs, representative successors and assigns,

one–half of all the gas, oil and minerals and mineral rights in and under

the above described lands, with the right to prospect for and exploit the same

and to carry away any such gas, oil, and minerals, if found, equal to one–half

thereof.  Providing said grantors do not

disturb and logging operations for timber or cut any growing timber

unnecessarily, and if any such timber is cut, to pay above grantees the market

price for any such timber cut or disturbed.




Affects the West Half of

the Northwest Quarter, Section 24, Township 28 North, Range 2 West.




139.                           Reservations contained in deed from W. A.

Moa, et al, to Discovery Bay Timber, Inc., a corporation, recorded in Volume

146 of Deeds, page 215, under Auditor’s File No. 155665; whereby the grantor,

W.A. Moa, excepts and reserves one–half of all oil, minerals and mineral

rights; the grantee, its successors and assigns, shall have the sole and

exclusive management of all of said gas, oil, and mineral rights.




Affects portions of

Sections 23, 24, and 25 in Township 28 North, Range 2 West.




 




32





























 




140.                           Reservations of all hydrocarbon minerals

of any nature whatsoever including but not limited to gas, oil, etc., contained

in deed recorded under Recording Nos. 311721 and 311722.  EXCEPTION of all hydrocarbon minerals of any

nature whatsoever including but not limited to gas, oil and related hydrocarbon

and associated substances, and all geothermal steam, heat, hot water, brine and

related energy–producing liquid or gaseous minerals as described and

conveyed in deeds recorded under Auditor’s Numbers 311721 and 311722 recorded

on November 30, 1987, Deed Records of Jefferson County, Washington, EXCEPT to

the extent released and quitclaimed by deed from Cavenham Energy Resources Inc.

to Travelers Insurance Company dated December 28, 1988, recorded under

Auditor’s File No. 319133.




141.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  State

  Division of Forestry


  
	

  PURPOSE


  	

   


  	

  :  Road for

  forest protection purposes only


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Township 29 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  May 11,

  1935


  
	

  RECORDED


  	

   


  	

  :  June 24,

  1937


  
	

  RECORDING N0.


  	

   


  	

  :  80958


  





142.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Using,

  maintaining and repairing a roadway


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Sections 21, 22, 27 and 28, Township 29 North, Range 2 West


  
	

  RECORDED


  	

   


  	

  :  November 4,

  1947


  
	

  RECORDING N0.


  	

   


  	

  :  112669


  





143.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Electric

  power transmission lines and appurtenant signal lines, poles, etc.


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Sections 21, 22 and 27, Township 29 North, Range 2 West


  
	

  RECORDED


  	

   


  	

  :  July 13,

  1948


  
	

  RECORDING N0.


  	

   


  	

  :  114518


  





 




33





























 




144.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  The

  Pacific Telephone and Telegraph Company


  
	

  PURPOSE


  	

   


  	

  :  Right of

  way for its employees, licenses and vehicles


  
	

  AREA AFFECTED


  	

   


  	

  :  Portions

  of Sections 21, 22, 27 and 28, Township 29 North, Range 2 West


  
	

  RECORDED


  	

   


  	

  :  October 6,

  1952


  
	

  RECORDING N0.


  	

   


  	

  :  134422


  





NOTE:  Said Easement was assigned to AT&T

Communications by instrument recorded under Recording No. 287457.




145.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States Department of Justice, Immigration & Naturalization Service,

  Border Patrol, its employees, licensees, and vehicles


  
	

  PURPOSE


  	

   


  	

  :  Right of

  way


  
	

  AREA AFFECTED


  	

   


  	

  :  Portions

  of Sections 21, 22, 27 and 28, Township 29 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  August 29,

  1961


  
	

  RECORDED


  	

   


  	

  :  September

  14, 1961


  
	

  RECORDING N0.


  	

   


  	

  :  169594


  





THE DESCRIPTION CONTAINED

THEREIN IS NOT SUFFICIENT TO DETERMINE ITS EXACT LOCATION WITHIN THE PROPERTY

HEREIN DESCRIBED.




146.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Easement

  and right of way


  
	

  AREA AFFECTED


  	

   


  	

  :  Portions

  of Sections 21, 22, 27 and 28, Township 29 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  December

  11, 1964


  
	

  RECORDED


  	

   


  	

  :  December

  17, 1964


  
	

  RECORDING N0.


  	

   


  	

  :  182036


  





147.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  United

  States of America


  
	

  PURPOSE


  	

   


  	

  :  Electric

  power transmission structures and appurtenances


  
	

  AREA AFFECTED


  	

   


  	

  :  Portions

  of Sections 21, 22 and 27, Township 29 North, Range 2 West


  
	

  RECORDED


  	

   


  	

  :  October 1,

  1968


  
	

  RECORDING N0.


  	

   


  	

  :  197805


  





 




34





























 




148.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company


  
	

  PURPOSE


  	

   


  	

  :  Electric

  transmission and distribution line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 36, Township 29 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  October 8,

  1929


  
	

  RECORDED


  	

   


  	

  :  October

  18, 1929


  
	

  RECORDING N0.


  	

   


  	

  :  62351


  





149.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Daniel

  Taylor


  
	

  PURPOSE


  	

   


  	

  :  Ingress,

  egress and utilities


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion of

  Section 35 and 36, Township 29 North, Range 2 West


  
	

  DATED


  	

   


  	

  :  June 4,

  1987


  
	

  RECORDED


  	

   


  	

  :  June 4,

  1987


  
	

  RECORDING N0.


  	

   


  	

  :  308267


  





150.                           Reservation contained in deed from

Kenneth E. Godwin and Jeannine J. Godwin, husband and wife, as Grantors,

recorded January 16, 1974 under Auditor’s File No. 221439, as follows:




Grantors hereby reserve

unto themselves, their heirs, successors and assigns for an easement over and

across the South Half of the Southeast 1/4 of the Northeast 1/4 of Section 35,

Township 29 North, Range 2 West, W.M., for the use and maintenance of existing

water supply pipeline and water supply system.




151.                           Right to the waters of unnamed stream not

to exceed 0.02 cubic feet per second, 1 acre–foot per year, during entire

year for domestic supply, under State Certificate issued December 18, 1972, to

Alvin Leroy Majors recorded under Auditor’s File No. 221459.




152.                           Possible rights of Jefferson County and

the public as to Penny Creek Road, River Spur Road, and Townsend Creek Road in

Sections 4, 9 and 28, Township 27 North, Range 2 West; Andy Cooper Road in

Township 28 North, Range 1 East; and the Mt. Jupiter Road in Sections 4, 5 and

16, Township 25 North, Range 2 West and in Township 26 North, Range 2 West.




 




153.                           Right of the State of Washington in and

to that portion, if any, of the property herein described which lies below the

line of ordinary high water of Twin Lakes, Lost Lake, Mud (Deep) Lake and

Pheasant Lake in Township 27 North, Range 1 East; Wahl Lake and Silent Lake of

Sections 1 and 35 in Township 27 North, Range 1 West; the Dosewallips River in

Township 26 North, Range 2 West; the Salmon Creek in Township 29 North, Range 2

West; Little Quilcene River; Sandy Shore Lake and to any unnamed creeks, lakes,

streams or rivers.




 




35





























 




154.                           Paramount rights and easements in favor

of the United States to regulate commerce, navigation, fishing and the

production of power.




AFFECTS:             Portion of said premises and other

portion adjoining a body of water.




155.                           Question as to the exact location of the

lateral boundaries of said tidelands.




AFFECTS:             Portion of said premises and other

property adjoining tidelands.




156.                           Any question that may arise due to the

shifting and changing in course of unnamed creek as referred to in the legal

description herein. And the Dosewallips River, and Salmon River in Township 26

North, Range 2 West and Township 29 North, Range 2 West.




157.                           Question as to exact boundaries of a

portion of the property described within the Southeast Quarter of the Southeast

Quarter, Section 28 by reason of a “spring” used to define said boundary.




AFFECTS:             The “unnamed creek” used in Section

20, Township 27 North, Range 1 West.




158.                           Lack of a recorded means of ingress or

egress to a public road from said property and it is assumed that there exists

a valid and subsisting easement for that purpose over adjoining properties, but

the Company does not insure against any rights based on a contrary state of

facts.




AFFECTS:             Portion of Section 20, Township 25

North, Range 2 West; the portions of Section 2, Township 26 North, Range 1

West; portion of Section 6, Township 27 North, Range 1 West; Sections 13 and

24, Township 29 North, Range 1 West; Section 14, Township 27 North, Range 2

West; Section 13, Township 28 North, Range 2 West; and the Southeast 1/4 of the

Northeast 1/4 of Section 22, Township 28 North, Range 2 West.




159.                           REVOCABLE PERMIT AND THE TERMS AND

CONDITIONS THEREOF:




	

  BETWEEN


  	

   


  	

  :  Pope &

  Talbot, Inc., and Jefferson County Washington, Department of Highways


  
	

  RECORDED


  	

   


  	

  :  December

  14, 1967


  
	

  RECORDING N0.


  	

   


  	

  :  194550


  
	

  AFFECTS


  	

   


  	

  :  Portion of

  the Northeast Quarter of the Southeast Quarter of Section 31, Township 28

  North, Range 1 East


  





 




36





























 




160. REVOCABLE PERMIT AND THE TERMS AND CONDITIONS

THEREOF:




	

  BETWEEN


  	

   


  	

  :  Pope &

  Talbot, Inc., a corporation and Jefferson County Water District No. 1


  
	

  DATED


  	

   


  	

  :  May 26,

  1967


  
	

  RECORDED


  	

   


  	

  :  June 6,

  1967


  
	

  RECORDING N0.


  	

   


  	

  :  192363


  
	

  AFFECTS


  	

   


  	

  :  Township

  28 North, Range 1 East


  





161.                           UNRECORDED LEASE:




	

  LESSOR


  	

   


  	

  :  Pope &

  Talbot, Inc.


  
	

  LESSEE


  	

   


  	

  :  Western

  Oyster Co.


  
	

  FOR A TERM OF


  	

   


  	

  :  Not

  Disclosed


  
	

  FROM


  	

   


  	

  :  October 8,

  1975


  
	

  DISCLOSED BY


  	

   


  	

  :  Quit Claim

  Deed recorded under Auditor’s File No. 250067


  
	

  AFFECTS


  	

   


  	

  :  That

  portion of the Southwest Quarter of the Northeast Quarter, Southerly and

  Westerly of road in Section 20, Township 27 North, Range 1 West


  





162.                           Reservations contained in deed recorded

under Recording No. 287326, as follows:




EXCEPTING AND RESERVING

unto Grantor, its successors and assigns, forever, all ores and minerals of any

nature whatsoever, and all geothermal steam and heat in or upon said land, not

otherwise previously reserved in instruments of record, including, but not

limited to coal, oil and gas, together with the right to enter upon said lands

for the purpose of drilling, developing and working mines and wells and to

occupy and make use of so much of the surface of said land as may be reasonably

necessary for said purposes; provided that the Grantee, its successors and

assigns shall be paid reasonable compensation for any injury or damage to said land,

or to the improvements thereon caused by the exercise of any rights herein

reserved, that the exercise of such rights by the Grantor shall not be

postponed or delayed pending reasonable efforts to determine such compensation.




AFFECTS:             Portion of Section 31, Township 28

North, Range 1 East, Northeasterly of Highway.




 




37





























 




163.                           Reservation by Jefferson County for right

of way for all public highways that may be constructed by the authority of the

Board of Commissioners of Jefferson County, and or a reservation for existing

roads, easements and rights of way, as contained in tax sale deed from

Jefferson County recorded under Auditor’s File No. 167005.




AFFECTS:             Portion of the West 1/2 of the

Southwest 1/4 of Section 32, Township 28 North, Range 1 East.




164.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Puget

  Sound Power & Light Company, a Washington corporation


  
	

  PURPOSE


  	

   


  	

  :  One

  electric transmission and distribution line


  
	

  AREA AFFECTED


  	

   


  	

  :  Portion in

  Section 32, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  November

  4, 1964


  
	

  RECORDED


  	

   


  	

  :  December

  3, 1964


  
	

  RECORDING N0.


  	

   


  	

  :  181893


  





165.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Jefferson

  County


  
	

  PURPOSE


  	

   


  	

  :  Ingress

  and egress


  
	

  AREA AFFECTED


  	

   


  	

  :  A 20 foot

  strip over a portion of Section 32, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  November

  28, 1967


  
	

  RECORDED


  	

   


  	

  :  December

  12, 1967


  
	

  RECORDING N0.


  	

   


  	

  :  194526


  





166.                           LIMITATION OF ACCESS:




Relinquishment of access

to State Highway No. 9–E (SR No. 104), Browns Lake to South Point and of

light, view and air except for operation of the tree farm or farms by Deed to

State of Washington:




	

  RECORDED


  	

   


  	

  :  November

  30, 1966


  
	

  RECORDING N0.


  	

   


  	

  :  190277


  
	

  AFFECTS


  	

   


  	

  :  Sections

  31 and 32, Township 28 North, Range 1 East


  





167.                           LIMITATION OF ACCESS:




Relinquishment of access

to State Highway No. 9–E (SR No. 104), Browns Lake to South Point and of

light, view and air except for operation of the tree farm or farms by Deed to

State of Washington:




	

  RECORDED


  	

   


  	

  :  November 30,

  1966 and March 2, 1992


  
	

  RECORDING N0.


  	

   


  	

  :  190277 and

  347864


  
	

  AFFECTS


  	

   


  	

  :  Sections

  30, 31 and 32, Township 28 North, Range 1 East


  





 




38





























 




168.                           Reservation contained in deed from the

State of Washington recorded under Recording No. 35544, reserving to the

grantor all oil, gases, coal, ores, minerals, fossils, etc., and the right of

entry for opening, developing and working the same, and providing that such

rights shall not be exercised until provision has been made for full payment of

all damages sustained by reason of such entry.




Right of State of

Washington or its successors, subject to payment of compensation therefor, to

acquire rights of way for private railroads, skid roads, flumes, canals, water

courses or other easements for transporting and moving timber, stone, minerals

and other products from this and other property, as reserved in deed referred

to above.




AFFECTS:             Tidelands fronting Section 15,

Township 28 North, Range 1 East.




169.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  State of

  Washington and Pope & Talbot, Inc.


  
	

  PURPOSE


  	

   


  	

  : 

  Construction, reconstruction, use and maintenance of a road for the

  purpose of providing access to and from lands now owned or hereafter acquired

  by the parties hereto.


  
	

  AREA AFFECTED


  	

   


  	

  :  60’ wide

  easement over portion of Section 15, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  April 1,

  1975


  
	

  RECORDED


  	

   


  	

  :  April 25,

  1975


  
	

  RECORDING N0.


  	

   


  	

  :  227993


  





170.                           EASEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  GRANTEE


  	

   


  	

  :  Tala Point

  Partnership, a general partnership; and John J. Shawcroft and Lillian M.

  Shawcroft, his wife


  
	

  PURPOSE


  	

   


  	

  :  Ingress,

  egress and utilities


  
	

  AREA AFFECTED


  	

   


  	

  :  60’ wide

  strip over portion of Sections 15 and 22, Township 28 North, Range 1 East


  
	

  DATED


  	

   


  	

  :  March 2,

  1983


  
	

  RECORDED


  	

   


  	

  :  August 10,

  1983


  
	

  RECORDING N0.


  	

   


  	

  :  285012


  





 




39





























 




171.                           AGREEMENT AND THE TERMS AND CONDITIONS

THEREOF:




	

  BETWEEN


  	

   


  	

  :  Tala Point

  Estates Community Association, a nonprofit Washington corporation, the Tala

  Point Partnership, a Washington General Partnership


  
	

  AND


  	

   


  	

  :  John J.

  Shawcroft and Lillian M. Shawcroft, husband and wife.


  
	

  DATED


  	

   


  	

  :  June 16,

  1983


  
	

  RECORDED


  	

   


  	

  :  August 10,

  1983


  
	

  RECORDING N0.


  	

   


  	

  :  285011


  
	

  AFFECTS


  	

   


  	

  :  Sections

  15 and 22, Township 28 North, Range 1 East


  





172.                           Right to make necessary slopes for cuts

or fills upon property herein described as granted to Jefferson County by deed

recorded under Recording Nos. 173385, 200078, and 280178.




AFFECTS:             Portion adjacent to Ludlow–Paradise

County Road No. 6 in Township 28 North, Range 1 East.




173.                           Reservations contained in deed recorded

under Recording No. 296548.




EXCEPTING AND RESERVING

unto Grantor its successors and assigns forever, from above described Parcel

III, all ores and minerals of any nature whatsoever, and all geothermal steam

and heat in or upon said land, not otherwise previously reserved in instruments

of record, including, but not limited to coal, oil and gas, together with the

right to enter upon said lands for the purpose of drilling, developing, and

working mines and wells and to occupy and make use of so much of the surface of

said land as may be reasonably necessary for said purposes; provided that the

Grantee, its successors and assigns shall be paid reasonable compensation for

any injury or damage to’ said land, or to the improvements thereon caused by

the exercise of any rights herein reserved, that the exercise of such rights by

Grantor shall not be postponed or delayed pending reasonable efforts to

determine such compensation, EXCEPTING FROM this reservation only, all sand and

gravel.




AFFECTS:             Portion of Section 22, Township 28

North, Range 1 East.




 




40





























 




181.                           Reservation unto the Grantors, their

heirs, successors and assigns, for all oils, gases and minerals of every kind

or description, which may be in or upon said premises, or any party thereof, as

reserved in the deed from Samuel V. Peach and Sarah N. Peach, husband and wife,

to Robert N. Munn and Dorothy I. Munn, husband and wife, dated January 18, 1956

and recorded in Volume 141 of Deeds, on page 585, under Auditor’s File No.

148368.




 




Affects the South half of

the Northeast Quarter of the Southwest Quarter. Section 26, Township 28 North,

Range 2 West.




End of Schedule B




 




Investigation

should be made to determine if there are any service, installation, maintenance

or construction charges for sewer, water or electricity.




 




In the

event this transaction fails to close, a cancellation fee will be charged for

services rendered in accordance with our rate schedule.




 




JCN/cjh




 




Enclosures:                                  Sketches




 




	

  CC:


  	

  Transamerica

  Title Insurance Company


  
	

   


  	

  Attn:       Jerry 0’Hail


  





 




41