Loading...
HomeMy WebLinkAboutReso. 1986 - 322 - Approving the agreement between the city of redding and the haven humane seciety for its new facilities on eastside road and authorizing the mayor to sign same 410 RESOLUTION NO. FIG A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING APPROVING THE AGREEMENT BETWEEN THE CITY OF REDDING AND THE HAVEN HUMANE SOCIETY FOR ITS NEW FACILITIES ON EASTSIDE ROAD, AND AUTHORIZING THE MAYOR TO SIGN SAME. IT IS HEREBY RESOLVED by the City Council of the City of Redding as follows: 1 . That the City Council of the City of Redding hereby approves the Agreement between the City of Redding and the Haven Humane Society, a true copy of which is attached hereto and incorporated herein; and 2 . That the Mayor of the City of Redding is hereby authorized and directed to sign all necessary documents on behalf of the City of Redding, and the City Clerk is hereby authorized and directed to attest the signature of the Mayor and to impress the official seal of the City of Redding on the aforesaid docu- ments , when appropriate. I HEREBY CERTIFY that the foregoing Resolution was introduced and read at a regular meeting of the City Council of the City of Redding on the 1st day of December , 1986, and was duly adopted at said meeting by the following vote: AYES: COUNCIL MEMBERS: Carter, Dahl , Gard, Johannessen, & Fulton NOES: COUNCIL MEMBERS: None ABSENT: COUNCIL MEMBERS: None ABSTAIN: COUNCIL MEMBERS: None LEE D. FULTON, M.D. , Mayor City of Redding ATTEST: FOR APPROVED: ETHEL A. NICHOLS, City Clerk RA DALL A. HAY , City Attorney ti i 4. AGREEMENT THIS AGREEMENT, made and entered into this 1st day of December, 1986 , by and between CITY OF REDDING, a Municipal Corporation and General Law City of the State of California, hereinafter referred to as "City, " and HAVEN HUMANE SOCIETY, a Non-profit Corporation, hereinafter referred to as "Haven. " WITNESSET H: WHEREAS, City desires to provide for Animal Regulation Services within the incorporated area of Redding for the purpose of enforcing the provisions of Chapter 7 of the Redding Municipal Code and applicable State of California laws and regulations as they pertain to animals as herein described; and WHEREAS, Haven is providing the services required by City to carry out the provisions of the aforesaid legal requirements pertaining to the regulation of animals; and WHEREAS, Haven has performed and shall continue to perform its regular functions of prevention of cruelty to animals (as contemplated by Civil Code Sections 607 (e) et seq. ) , protection of animals from suffering and fear, and promoting their welfare by the following means , among others. (a) By education of the public on matters concerning the needs and care of animals; (b) By the investigation of alleged cases of abuse or neglect of animals and their prosecution when necessary; 41/1 (c) By the rehabilitation of homeless or unwanted animals through supervised adoption placement; (d) By the promotion of neutering to reduce the over- population of dogs and cats; and WHEREAS, Haven requires a new location for its operations; and the use of certain City-owned property for the construction, maintenance and operation of an animal welfare center is compatible with the general plan for the geographic area and is deemed to be in the best interests of City and its citizens; and WHEREAS, a Negative Declaration has been prepared in connection herewith, finding that no significant effect on the environment is created hereby; NOW, THEREFORE, IT IS AGREED by and between the parties hereto as follows : 1 . Premises. (a) Except as expressly provided to the contrary in this Agreement, reference to "premises" is to the described land plus any described appurtenances, exclusive of any improvements now or hereafter located on the premises , notwithstanding that any such improvements may or shall be construed as affixed to and as constituting part of the real property, and without regard to whether ownership of the improvements is by City or Haven. (b) The legal description of the premises, including any appurtenances , is included as Exhibit "A" attached hereto and incorporated herein by reference. -2- 4iir (c) A general description of the premises is attached hereto as Exhibit "B" and incorporated herein by reference. 2 . Term. City, for and in consideration of the covenants, conditions and agreements herein set forth to be kept and performed by Haven, does hereby agree, subject to all the conditions , covenants, terms and agreements hereinafter set forth, to permit Haven to occupy those certain premises as the same are described in Exhibit "A" and depicted on Exhibit "B" attached hereto and incorporated herein for all purposes, for a term of thirty (30) years , commencing on the 1st day of December, 1986 , and ending on the 30th day of November, 2016 , except that City may terminate this Agreement at an earlier date upon giving written notice to Haven three (3) years in advance of its intention to do so. Haven may, at Haven' s option, extend the original term of this Agreement for ten (10) additional periods of one (1) year each, subject to all the provisions of this Agreement. In the event that the use of the property as an animal welfare center is discontinued as a result of unilateral termi- nation of this Agreement by City, City agrees to pay to Haven a sum equal to the unamortized balance of the original cost of authorized improvements financed by Haven. Interest on this balance shall be figured on the same basis as set forth in paragraph 10 of this Agreement. It is agreed by Haven that the foregoing shall be the sole obligation of City to Haven "in such -3- S event, and that City shall have no obligation to pay any other or further sum to Haven for any vested interest which Haven may have in the premises occupied herein at the time of termination of the use of such facility as an animal welfare center. 3 . Fee. City shall provide premises to Haven at no fee, subject to other conditions and charges stipulated in this Agreement. 4 . Use of Premises . The premises shall be used by Haven solely for the conduct and operation of an animal welfare center and other activities incidental to such operation, except that such activities do not include use as a pet cemetery. Before any additional and supplemental activities may be engaged in, Haven shall obtain the express written consent of City. 5. Use by Others. Haven shall not, without the previous consent in writing of City, assign this Agreement or any interest herein, nor allow use by others of the whole or any part of said premises. Any purported assignment, either direct or by operation of law, or under or in pursuance of any order, judgment, decree or process of any Court, shall be wholly void and shall , at the option of City, work a forfeiture of this Agreement. The consent of City to the first or any other assign- ment shall not be a consent to any subsequent assignment. The prohibition against assignment without consent shall continue in force as against any assignee. The City Council of City may permit a temporary use by others of the whole or any part of said premises when the use by -4- 4 others has been submitted to Haven and disapproved by Haven. Such permission by the City Council of City shall require a finding by a four-fifths vote of its members that the public interest requires such use by others, and shall establish the terms and conditions on which such use shall be permitted. In no event shall any such use by others be permitted which will interfere with the use of said premises by Haven for the ordinary operation of business, or without conditions being attached thereunder which will protect the improvements and property of Haven, and any such permission shall include provisions that hold Haven and its members free and harmless from any public liability arising from the use of the property or improvements of Haven. 6 . Rights-of-Way and Maintenance of Utility Lines. City shall have the right to maintain existing electric utility pole lines, sewer lines and water lines and the rights-of-way for same as they now exist on said premises; City further reserves the right to itself to use and establish such additional rights-of- way as may be necessary in the sole judgment of City for such further sewer, water, roadway and electric utility purposes. 7. Utilities. Haven shall pay the cost for any utility services that are furnished to it at said premises, expressly including, but not limited to, sewer, water, electricity, natural gas, refuse collection, telephone , or cable television. Sewer services will be in the form of septic tank; and water services will be in the form of a well . These utilities are considered to be a part of the construction costs, and will be -5- i • financed with other improvements identified in paragraph 9 of this Agreement. 8 . Maintenance and Repairs . Haven shall, at its sole cost and expense, keep and maintain said ground area, improvements and appurtenances , and every part thereof, in good and sanitary order, condition and repair, hereby waiving all rights to make repairs at the expense of City as provided in Section 1942 of the Civil Code of the State of California, and all rights provided for by Section 1941 of said Civil Code. 9. Improvements. In the construction of any improvements, or extensions and additions to said improvements , upon the premises , Haven shall comply with all the provisions of all applicable laws and regulations, and shall, in addition, first obtain the written consent of City as to the location, nature and design of such proposed improvements before constructing or installing same. The design of the building shall be in accordance with the building site and elevation plans attached hereto as Exhibit "C" and incorporated herein by reference. Building design, materials and workmanship shall be in such a manner as to assure a high quality product, and shall be comparable to building materials at the Clear Creek Sewage Treatment Plant, except that a decorative metal enamel roof approved by City may be used. The location of the building and all site improvements shall be in accordance with the site plan attached hereto as Exhibit "D" and incorpo- rated herein by reference. Haven is required to comply with the -6- following requirements in the design, development and operation of an animal welfare center upon said premises: (a) Requirements of the Building Official and the Fire Marshal of City are to be met. (b) Necessary permits are to be obtained from the Shasta County Health Department. (c) Parking is to be improved in accordance with Chapter 18 . 62 of the City Code , providing 31 parking spaces. (d) Fire hydrants are to be installed in accordance with the Uniform Fire Code at such time as water mains are installed in Eastside Road at this location. (e) Curb, gutter and sidewalk are to be installed when this category of improvements is installed adjacent to Eastside Road in front of property immediately contiguous to the premises. To provide a reasonable degree of fire protection appliances until the water mains and fire hydrants are installed, an early-warning system of heat and smoke detectors tied to a 24-hour monitored location is required. An additional required feature shall be a reservoir of approximately 25, 000 gallons of water, with the discharge built to City Fire Department specification. (f) A 15-foot wide evergreen landscaped and irrigated buffer shall be provided at the time of construction along the Eastside Road frontage, with 15-gallon trees -7- every 30 feet and other ground cover which, when mature, will cover 60% of this area. (g) A trash-disposal unit which meets City solid waste enclosure standards shall be placed according to the requirements of the City Building Official . (h) On-site noise sources are not to cause the ambient noise level to exceed the recommended day-night noise levels of the City' s General Plan Noise Element. (i) Night lighting is to be oriented so as to not glare onto adjacent streets or residential area. (j ) Animal runs shall drain into the septic tank system. (k) All trees with a diameter of six inches (6") or greater shall be retained. (1) The riparian habitat along the south and east lines per Exhibit "A" shall not be disturbed. (m) Six-foot high masonry block walls shall be installed in order to contain noise emanating from the outside "runs. " Said walls shall be architecturally compatible with the building. (n) The septic system shall meet the requirements of the Shasta County Health Department. (o) The facility shall be located at the southwest corner of the described area, and shall maintain a minimum setback from the south property line of 20 feet. (p) Prior to the commencement of construction, City, through its Board of Administrative Review, shall -8- • approve the final site plan and building elevations, including exterior materials and colors, landscaping and fencing. (q) All applicable permit fees, plan checking fees , construction taxes, and other development fees and charges shall be included in the cost of improvements, except that the payment of water and sewer connection charges shall be deferred until the time of actual connection to these utilities. 10. Financing Improvements. Haven shall provide Three Hundred Fifty Thousand Dollars ($350, 000 . 00) toward the initial cost of financing the improvements depicted on Exhibits "C" and "D" attached hereto. City shall provide an amount not to exceed Three Hundred Fifty Thousand Dollars ($350, 000 . 00) for the balance of the cost of improvements. City' s contribution shall bear interest at the prime rate computed semi-annually on January 1 and July 1 , using the rate in effect on those dates. The interest as calculated shall be added to the capital contribution made by City. The prime rate, as defined in this Agreement, will be that rate published daily in the Wall Street Journal under the heading Money Rates. Subsequent improvements to the premises shall be approved by City, and shall be installed and financed by Haven, and will be included in amortized increments of the total cost of construction, with the provision that improvements over Two Thousand Dollars ($2 ,000. 00) are subject to written approval by -9- 41" the City Manager of City. Improvements over Five Thousand Dollars ($5 , 000. 00) shall be subject to approval by the City Council of City. Financing provided by City for improvements shall be made to Haven in four (4) equal installments . The first installment shall be paid when the architect for the project certifies that the project is 25% complete; the second installment shall be paid upon certification by the architect that the project is 50% complete; the third installment shall be paid when the architect certifies that the project is 75% complete; and the final payment shall be made when the architect certifies that the project is 100% complete. Financing, including interest, provided by City shall constitute a prepayment to Haven for future services to be provided to City by Haven in the form of the use of the facilities of Haven. 11 . Bidding and Construction. Construction of improvements shall be the responsibility and obligation of Haven. Haven shall enter into all construction contracts. Change orders shall be approved by Haven. Haven shall consult with City concerning other than routine change orders . Haven is obligated to comply with applicable federal, state and local agency legal requirements. 12 . Reimbursement of City Financing. In the event that Haven provides contract services solely to City, funds provided by City under this Agreement for the construction of improvements -10- to premises shall be amortized over the term of this Agreement. This amortization shall take place by Haven calculating the percentage of the facilities owned by Haven which are dedicated to use for City. This percentage shall be multiplied against the annual amount of capital cost to be amortized by Haven. The annual amount of capital cost to be amortized shall be calculated by the straight-line method for a 30-year period. The dollar figure that is the result of the stated multiplication shall be offset against the amount of capital provided by City for construction plus interest as set forth in paragraph 10 of this Agreement. In the event that Haven enters into a contract or other agreement to provide services at said premises to any person, local agency or other entity other than City, a cost element for those services must include an increment for the amortization of the total capital costs of the facility. This cost element shall be calculated in the same manner as that of City. Fifty percent (50%) of the resultant dollar figure shall be reimbursed to City in monthly increments as a credit against City' s payment to Haven under its contract for animal control services. In the event that Haven enters into a contract or other agreement to provide services at said premises to any person, local agency, or other entity other than City, a cost element for those services must include an increment for reimbursement to City for its share of the capital costs of the facility. This capital cost shall include the fair market value of the land -11- which has been established at Ninety-three Thousand Five Hundred Dollars ($93 , 500. 00) , plus interest at the prime rate computed in accordance with paragraph 10 of this Agreement, and City' s contribution for improvements plus interest at the prime rate. These funds will be reimbursed to City in monthly increments as a credit against City' s payment to Haven under the contract for operational expenses. 13. Buyout Option. At any time during the term of this Agreement, or upon the termination of this Agreement, Haven has the right to purchase the property owned by City, or to pay off the capital cost contributed by City and not yet amortized, or both. A. In the event Haven opts to purchase the land, it shall give City ninety (90) days ' written notice of its intention to purchase. The price which Haven shall pay for the property shall be the fair market value of the land as determined subsequent to the notification given by Haven to City of its intent to purchase. Subsequent to the receipt of notice by City: (i) if the parties can agree upon one MAI appraiser, a fair market value appraisal shall be prepared by the MAI appraiser mutually agreed to by the parties , and the cost of said appraisal shall be borne 50% by City and 50% by Haven. The fair market value established by said appraisal shall -12- constitute the fair market value to be paid by Haven; OR (ii) If the parties cannot mutually agree on an MAI appraiser, each party shall cause a fair market value appraisal to be prepared by an MAI appraiser, with each party bearing its own costs of appraisal . The resultant two appraisals shall be added together and divided by two (2) . The answer resulting from that mathematical process shall constitute the fair market value to be paid by Haven. Upon notification of the purchase price , Haven shall make payment in lawful money of the United States to City within forty-five (45) days of such notification through an escrow with a mutually-agreeable title company. Escrow shall be deemed to be opened under this paragraph on the date the escrow number is obtained. Within thirty (30) days after the opening of escrow, the entire purchase price, in cash, shall be deposited in the escrow. Title insurance, if desired by Haven, shall be paid for by Haven. Transfer taxes and recording fees on the deed, should there be any, shall be paid by Haven. Charges of escrow and all other closing costs shall be paid equally between the parties. -13- B. Should Haven opt to only pay off the capital contri- bution advanced by City, it shall give City ninety (90) days ' written notice of its intent to do so. Prior to the expiration of the 90-day period, Haven and City shall agree to a dollar figure which represents the unamortized portion of the capital contribution advanced by City plus interest, calculated as set forth in paragraph 10 of this Agreement. This amount shall bear interest pursuant to paragraph 10 until the amount is paid off by Haven pursuant to an agreement to be entered into within the 90-day notice period. C. Should Haven opt to both exercise its option to purchase the land and to pay off the unamortized capital contribution of City simultaneously, Haven shall give City ninety (90) days ' written notice of its intent to do so. The procedures set forth regarding the respective elements of Haven ' s option shall be followed concurrently in the event of simultaneous notice. 14 . Unlawful Use. No building, structure or improvement of any kind shall be erected, placed upon, operated or maintained on the described area, nor shall any business or operation be conducted or carried on therein or thereon in violation of any ordinance , law, statute, bylaw, order or rule of the governmental agency or agencies having jurisdiction thereover. -14- 15 . Insurance. This Agreement is entered into upon the express condition that City, its officers , agents and employees, shall be free from any and all liability and claims for damages for personal injury, death or property damage, in any way connected with Haven ' s activities on or upon said premises, including claims of Haven, its officers, agents, employees or members. 16. Indemnification. (a) Haven shall indemnify and save harmless City, its officers, agents and employees from any and all liability, loss, cost or obligation on account of or arising out of any injury, death or loss caused by the negligence or other legal fault of Haven or its officers, agents, employees or members. (b) Haven shall procure and maintain at all times during the term of this Agreement, at its sole cost and expense, public liability, bodily injury and property damage insurance of not less than $500 , 000. 00 for each occurrence, with an aggregate of $1 , 000 ,000 . 00 per occurrence. Evidence of such insurance shall be filed with the City Clerk and approved by the City Attorney of City, and shall name City, its officers , agents and employees, as additional insured, and shall guarantee City at least ten (10) days ' written notice before any cancellation of or reduction in such insurance. -15- (c) Haven shall procure and maintain at all times during the term of this Agreement, at its sole cost and expense , fire and multi-peril insurance in the amount of the actual replacement value of the improvements. Haven shall be named loss payee under such insurance. Should the improvements suffer a loss which results in recovery and payment to Haven under this insurance coverage , Haven shall use such funds to repair or rebuild the improvements to its condition precedent to the event which occasioned the loss. (d) If Haven commits, permits, or causes the conduct of any activity, or the bringing or operation of any equipment, on or about the premises which creates unusual hazards, Haven shall, on notice of demand from City, promptly procure and maintain in force, during such activity or operation, insurance sufficient to cover the risks represented thereby. City ' s demand for unusual hazard insurance shall not constitute a waiver of City' s right, if City would otherwise have that right, to demand the removal , cessation, or abatement of such activity or operation. (e) Other insurance in amounts from time-to-time reasonably required by City against other insurable risks shall be required if, at the time requested, they are commonly insured against for premises similarly situated and containing comparable improvements . -16- Haven may procure and maintain at its own cost and expense any insurance not required by this Agreement, but all such insurance shall be subject to all other provisions of this Agreement pertaining to insurance and shall be for the mutual benefit of City and Haven. 17. Inspection and Notice. Insofar as the same may be necessary for the protection of City' s rights, City or its agents shall, at any and all times , have the right to enter upon and inspect the ground area and improvements used by Haven, and any and every structure or improvement erected or constructed or in the course of being erected or constructed, repaired, added to, rebuilt or restored thereon; and also to serve , or to post and keep posted thereon, or on any part thereof, any notices provided in Section 1183 . 1 of the Code of Civil Procedure of the State of California, or any other section of the Code of Civil Procedure of the State of California, or any other notice or notices that may be at any time required or permitted by law. 18 . Bankruptcy or Insolvency. If Haven shall be adjudged bankrupt, either by voluntary or involuntary proceedings, or if Haven should be the subject of any proceedings to stay the enforcement of obligations against it in the form of reorgani- zation or otherwise under and pursuant to any existing or future laws of the Congress of the United States, or if Haven shall discontinue business or fail in business, or abandon or vacate said real property, or make an assignment for the benefit of creditors, or if said real property should come into possession -17- and control of any trustee in bankruptcy, or if any receiver should be appointed in any action or proceeding with power to take charge , possession, control , or care of said real property, City shall have the option to forthwith terminate this Agreement and to re-enter the real property and take possession thereof. In no event shall this Agreement be deemed an asset of Haven after adjudication in bankruptcy. 19. Services to the Public. Haven shall have the privilege to refuse service to any person or persons for just cause in relation to its activities upon the premises , but Haven shall not discriminate in such activities upon the premises as are open to public participation by virtue of race, color, creed, sex, or national origin. 20. Maintenance. As an additional consideration for the execution of this Agreement by City, Haven expressly agrees to maintain the premises and all improvements thereon during the entire term of this Agreement, unless terminated sooner with the consent of City, in as good condition as the premises are in at the conclusion of the construction of the improvements in accordance with the approved plans and specifications, reasonable wear and tear excepted. Such maintenance shall expressly include a regular and consistent program of repainting and renovation and prompt repair of any damaged portions of the improvements which Haven has installed. 21 . Taxes . Haven agrees to pay promptly all taxes and assessments which shall be assessed upon any real or personal -18- property owned by Haven, or in which Haven has a beneficial interest, to the extent of Haven' s interest therein as such interest may appear at the time when said taxes or assessments become due or payable under any levy or assessment by any legally authorized governmental agency. 22. Material Breach. Upon written notice from City to Haven that Haven is committing a material breach of a term or condition of this Agreement, Haven shall forthwith cure such breach. In the event that Haven has not cured such breach of a term or condition of this Agreement within thirty (30) days following the mailing of such written notice to Haven by City, City shall have the right to enter and take over the demised premises and exclude Haven therefrom. 23. Notices. Any notices or demands that may be given by either party hereunder, including notice of default and notice of termination, shall be deemed to have been fully and properly given when made in writing and enclosed in a sealed envelope and deposited in the United States Post Office with postage prepaid, certified mail , addressed as follows: To City c/o City Manager, City Hall, 760 Parkview Avenue, Redding, California 96001; and to Haven at Post Office Box 2202 , Redding, California 96099 . 24 . Removal of Improvements. Haven shall have the right to remove , at the termination of this Agreement for any cause, any improvements installed by it on said premises, and such improve- ments shall be removed by Haven within a reasonable time if the termination is prior to the expiration date of this Agreement, -19- ir 0 provided that City ' s contribution to the cost of these improve- ments , plus interest, have been reimbursed to City. In the event the termination is at the expiration date of this Agreement, such improvements shall be removed within ninety (90) days of the expiration date. City shall have the right to insist that any of such improvements are removed at the time specified in this paragraph. Haven, in removing improvements, shall do so in such a way as not to damage any portion of the premises , and Haven agrees to leave said premises in a good, clean condition. 25. Waste. Haven agrees that it will not commit any waste on said premises , nor any public or private nuisance thereon. 26. Binding Agreement. The provisions and conditions of this Agreement shall be binding upon and inure to the benefit of the successors-in-interest and assigns of the parties hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. CITY OF REDDING By: LEE D. FULTON, M.D. , Mayor HAVEN HU ..1E SOCIETY By: _/_I e Al r I / , _ ATTEST: FORM PPROVED: ett4--"ee-er. ef-)040.-, ETHEL A. NICHOLS, City Clerk RA DALL A. HAYS/City Attorney -20- A1P EXHIBIT A LEGAL DESCRIPTION Portion of APN 50-040-07. All that portion of Section 31 of the P.B. Reading Grant, Shasta County, California, described as follows: Commencing at the most northerly corner of that 11. 37 acre parcel as shown on that certain map recorded in Book 2 of Land Surveys at Page 53 , Shasta County Records. Thence South 41 degrees 36 ' 0" on and along the westerly boundary of said parcel, 80.67 ' to the point of beginning. Thence running the following bearings and distances: Continuing on said boundary, South 41 degrees 36 ' 00" West 284. 33 ' ; Thence leaving said boundary, South 48 degrees 24' 00" East 100.00 ' ; Thence South 41 degrees 36 ' 00" West 230.00' to a point on the northerly R/W line of Eastside Road; Thence South 48 degrees 24 ' 00" East on and along said R/W line 482. 69 ' ; Thence leaving said R/W North 41 degrees 36' 00" East 59.23 ' ; Thence on a 100. 00 ' radius curve to the right through a central angle of 47 degrees 30 ' 00" an arc length of 82.90' ; Thence North 89 degrees 06 ' 00" East, 186.98 ' ; Thence North 86 degrees 46 ' 00" East 262.77 ' ; Thence North 57 degrees 07 ' 00" West, 178. 47 ' ; Thence North 41 degrees 10 ' 00" West, 769.05' to the point of beginning, containing 7 .62 acres. Excepting therefrom a 10-foot by 482.69-foot strip of land lying on the westerly portion of said parcel and fronting on Eastside Road. . - ..d / - - • --_- ( , - ). _ / r . N., ,. •-.',- _, • ' \ \•ic. r' //\ _ ._ , • . \.,. / •.,:.....__:1. OMNI /\ • NI ) • % \ •, \ • • ••... \ / .--/- . ......Mao. ..., ,....7 4 •4.,,.. \ / /17.. , I <:),› ,ss , --, \ .1‘ ..... .. a,„. _ ... 4.c._ a. , A • , s .............. ............. . •/ l / - \C / • N \ \• / / •, - / \ . . . . , -.;\ \-/ • v , .... , . ..‘ ••••••• 111111 A / / / \\.(\ ;\\ , /. ..'_ • A l' I . S7........----........----...r''.."........: / / .„ ' .•( ' . •\ \ ) /N. 00., / .. / -. A.\''\ • ' s > / ' . : i . \ ' , • / ,. \ . S. ,. >. % -, s•-• t. . , • .. , s N • • . \c, ,\,:siN,. ' , -z - \• `2,, " , . . ,... • ii . , / , --. \-., ' N ‘,..4 - ), ) \ , - v,..1____„.........‘„i oNs . / .• / ...-........, .•.'‘. A —-----..--• -----...'''''`,-. .` , / )„,.., / • 4k` I \ •.- N \ .., ,, >' ' 7 , \ / LOC#4770A/MAP , ‘ \ ,,,. . ,, , ‘.. /. ..,s USES /742164 . , . , . , . ,... ,- 6 „„, 6 • 86 _ ---.. , . I , > .....,,, ,, / •. , , .„ A ' ' EXHIBIT d s V v a . , L.,./.1,11IBIT