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EXHIBIT 10.9.2
STATUTORY BARGAIN AND SALE TIMBER DEED
PIONEER RESOURCES, LLC, an Oregon limited liability company ("Grantor")
conveys to KINZUA RESOURCES, LLC, an Oregon limited liability company
("Grantee"), without any covenants or warranties of title except as expressly
set forth below, all of the "Timber" (as defined below) on those certain parcels
of land situated in Wheeler, Morrow, Umatilla and Grant Counties, Oregon,
described below:
SEE EXHIBIT A ATTACHED HERETO
AND INCORPORATED HEREIN (the "Land")
Together with the rights to enter upon the Land, to cut and remove the
Timber and to build, maintain and repair roads, all subject to and in accordance
with the provisions of the Timber Purchase Agreement, which is defined below.
The true consideration for this conveyance is the sum of $5,556,960.
As used herein, the term "Timber" shall mean the merchantable timber
standing or lying on the Land during the term of this Deed which is included in
the definition of "Timber" set forth in the Timber Purchase Agreement.
Grantee shall have until September 30, 1999 (the "Termination Date") to
cut and remove the Timber. Provided however, at the election of Grantee, the
Termination Date shall be extended for the period of any delay(s) in Grantee's
harvest and removal of the Timber due to acts of God, acts of government, labor
disputes, strikes, weather conditions or other events of force majeure beyond
the reasonable control of Grantee. If any such extension shall apply, Grantee
shall use its best efforts to complete its full performance hereunder as soon as
possible thereafter. Notwithstanding the foregoing, in no event shall the
Termination Date be extended beyond December 31, 1999, provided, however, the
Termination Date may be extended under certain other limited circumstances, to
the extent expressly provided in the Timber Purchase Agreement, to a date not
later than September 30, 2000.
On the Termination Date, all right, title and interest in and to any
remaining Timber shall revert automatically to the Grantor herein, it successors
and assigns, without the requirement of any action by any party hereto.
Grantor hereby warrants to Grantee that Grantor has not granted or
created any liens, claims, and encumbrances of any kind against the Timber or
the Land since October 9, 1998, except those specified on EXHIBIT B attached
hereto and incorporated herein.
This ▇▇▇▇▇▇ ▇▇▇▇ has been executed and delivered, and accepted, subject
to the terms and provisions of that certain Timber Purchase Agreement dated as
of December 29, 1998 between Grantor and Grantee ("Timber Purchase Agreement"),
which by this reference is hereby incorporated herein.
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EXECUTED as of the 29th day of December, 1998.
GRANTOR:
PIONEER RESOURCES, LLC, an Oregon
limited liability company
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
-----------------------------
Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Its: Vice President
STATE OF Oregon )
---------------------------
)ss.
County of Lane )
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This instrument was acknowledged before me on December 30, 1998, by
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, Vice President of PIONEER RESOURCES, LLC, an Oregon limited
liability company.
/s/ ▇▇▇▇▇ ▇▇▇▇▇
---------------------------------
NOTARY PUBLIC FOR OREGON
My Commission Expires: 8/26/2001
-----------
[NOTARIAL SEAL]
Upon recording return to:
Kinzua Resources, LLC
▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
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EXHIBIT A
LEGAL DESCRIPTION OF PREMISES
(THE PORTIONS OF THE FOLLOWING DESCRIBED PROPERTIES OWNED BY PIONEER RESOURCES, LLC)
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PIONEER RESOURCES, LLC STUMPAGE CONTRACT TO KINZUA RESOURCES, LLC
UNIT BLOCK SALE NAME LEGAL DESCRIPTION ACRES
===============================================================================================================================
Pilot Rock Desolation Bomber T7S, R32E, Sec 35 640
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Pilot Rock Desolation Starveout T8S, R32E, Secs 1, 2, 11, 12 1,500
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Pilot Rock Desolation Spring T6S, R33E, Sec 6; T8S, R32E, Sec 1 (portion Northeast of 380
Desolation Creek)
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Pilot Rock Buckaroo Horn, Hunter, No T6S, R30E, Secs 1-5, 8-17, 20-24, 26-29; T6S, R31E, Secs 5-9 16,920
Name, ▇▇▇▇, Snake
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Pilot Rock ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ T5S, R30E, Secs 24, 25, 36; T5S, R31E, Secs 19, 29-32 4,360
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Heppner Area 3 Brown T6S, R24E, Secs 13, 22-26, 36 2,760
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Heppner Area 3 Camas T6S, R25E, Secs 5, 7, 8, 16-23, 26-33, 34 (North half), 35 (North 9,300
of 21 road)
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Heppner Area 3 ▇▇▇▇▇▇ T6S, R25E, Secs 34 (South half), 35 (South of ▇▇ ▇▇▇▇) 600
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Heppner Area 3 Hollywood T5S, R26E, Secs 23-26, 35, 36 2,600
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Heppner Area 3 Thorn Creek T5S, R27E, Secs 5-9, 16-18, 20 3,360
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GRAND TOTAL 42,420
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EXHIBIT "A"
Page 1 of 5
UMATILLA COUNTY, OREGON:
Township 5 South, Range 20, East of the Willamette Meridian, Umatilla County,
Oregon:
Section 24: All.
Section 25: All.
Section 36: All.
SUBJECT TO any and all water rights of way and roads.
Township 5 South, Range 31, East of the Willamette Meridian, Umatilla County,
Oregon:
Section 19: West Half of East Half. East Half of West Half. Lots 1, 2, 3, and 4.
Section 29: Southwest Quarter of Northeast Quarter. Southwest Quarter of
Northwest Quarter. Southwest Quarter.
Section 30: Northwest Quarter of Northeast Quarter. South Half of Northeast
Quarter. East Half of West Half. Lots 1, 2, 3, and 4. Southeast Quarter.
Section 31: All.
Section 32: West Half. West Half of East Half.
SUBJECT TO any and all water rights of way and roads.
Township 6 South, Range 30, East of the Willamette Meridian, Umatilla County,
Oregon:
Section 1: All.
Section 2: All.
Section 3: All.
Section 4: All.
Section 5: All.
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Exhibit "A", Pg 2 of 5
Section 8: All.
Section 9: All.
Section 10: All.
Section 11: All.
Section 12: All.
Section 13: Northeast Quarter of Southeast Quarter.
Section 14: All.
Section 15: All.
Section 16: All.
Section 17: All.
Section 20: All.
Section 21: All.
Section 22: All.
Section 23: All.
Section 24: All.
Section 26: Northeast Quarter. Northwest Quarter of Northwest Quarter. Southwest
Quarter of Southwest Quarter. East Half of Southwest Quarter. Southeast Quarter.
Section 27: All.
Section 28: All.
Section 29: All.
SUBJECT TO any and all water rights of way and roads.
Township 6 South, Range 31, East of the Willamette Meridian, Umatilla County,
Oregon:
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Exhibit "A", Pg 3 of 5
Section 5: Lots 1, 2, 3, and 4. South Half of North Half. Southwest Quarter.
West Half of Southeast Quarter.
Section 6: All.
Section 7: North Half. Southwest Quarter. West Half of Southeast Quarter.
Northeast Quarter of Southeast Quarter.
Section 8: West Half of Northeast Quarter. Northwest Quarter. Northwest Quarter.
North Half of Southwest Quarter. Southeast Quarter of Southwest Quarter. West
Half of Southeast Quarter.
Section 9: South 1/2 of Southeast 1/4
SUBJECT TO any and all water rights of way and roads.
GRANT COUNTY, OREGON:
Township 7 South, Range ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇:
Section 35: All.
(Portion of Tax Acct. 17 7-32 700, Ref. 63611
Township 8 South, Range ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇:
Section 1 Lots 1, 2, 3, and 4; S1/2N1/2; S1/2.
Section 2: Lots 1, 2, 3, and 4; S1/2N1/2; S1/2.
Section 11: N1/2NW1/2; SE1/4NW1/4; NE1/4.
Section 12: N1/2NW1/4; SW1/4NW1/4; NW1/4NE1/4.
(Tax Accts. 17 8-32 100 & 300; Refs. 6474 & 8437)
Township 8 South, Range ▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇:
Section 6: Lots 3, 4, and 5; SE1/4NW1/4.
(Tax Acct. 17 8-33 200; Ref. 6477)
Located in ▇▇▇▇▇▇▇ COUNTY, OREGON:
Township 6 South, Range 24 East of the Willamette Meridian:
Section 13: E1/2SE1/4.
Section 22: S1/2NE1/4; SE1/4SW1/4; SE1/4; Lot 4.
Section 23: Lots 2, 3, 4; SE1/4NW1/4; E1/2SW1/4; SE1/4.
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Exhibit "A", Pg 4 of 5
Section 24: E1/2NE1/4; Lot 4; SE1/4.
Section 25: ALL.
Section 26: Lot 1; NE1/4NW1/4; E1/2.
Section 36: ALL.
▇▇▇▇▇▇ COUNTY, OREGON:
In Township 5 South, Range 26 East, of the Willamette Meridian:
Section 23: NE 1/4 SW 1/4; NW 1/4 SE 1/4.
Section 24: SE 1/4 NE 1/4; E 1/2 SE 1/4; SW 1/4 SE 1/4.
Section 25: ALL.
Section 26: ALL.
Section 35: E 1/2; N 1/2 NW 1/4; SE 1/4 SW 1/4.
Section 36: ALL.
In Township 5 South, Range 27 East, of the Willamette Meridian:
Section 5: E 1/2 SE 1/4.
Section 6: SE 1/4 SW 1/4.
Section 7: Lot 2; W 1/2 NE 1/4; SE 1/4 NE 1/4; E 1/2 NW 1/4;
NE 1/4 SW 1/4; SE 1/4.
Section 8: E 1/2; W 1/2 W 1/2; NE 1/4 SW 1/4.
Section 9: S 1/2 NE 1/4; NW 1/4 NE 1/4; NW 1/4; S 1/2.
Section 16: ALL.
Section 17: NE 1/4; SW 1/4; W 1/2 SE 1/4; SE 1/4 SE 1/4.
Section 18: Lots 2, 3 and 4; NE 1/4; E 1/2 W 1/2; N 1/2 SE 1/4.
Section 20: W 1/2 NW 1/4.
In Township 6 South, Range 25 East, of the Willamette Meridian:
Section 5: SW 1/4 SE 1/4.
Section 7: Lots 2, 3 and 4; SW 1/4 NE 1/4; SE 1/4 NW 1/4;
E 1/2 SW 1/4; W 1/2 SE 1/4; SE 1/4 SE 1/4.
Section 8: NW 1/4 NE 1/4; E 1/2 W 1/2; SW 1/4 NW 1/4; SW 1/4
SW 1/4.
Section 16: W 1/2 SW 1/4.
Section 17: S 1/2 NE 1/4; W 1/2; SE 1/4.
Section 18: ALL.
Section 19: Lots 1 and 2; E 1/2; E 1/2 NW 1/4; NE 1/4 SW 1/4.
Section 20: ALL.
Section 21: W 1/2.
Section 22: S 1/2 SE 1/4; NE 1/4 SE 1/4.
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Exhibit "A", Pg 5 of 5
Section 23: NE 1/4; E 1/2 NW 1/4; S 1/2 SW 1/4; E 1/2 SE 1/4.
Section 26: ALL.
Section 27: E 1/2; W 1/2 W 1/2; E 1/2 SW 1/4; SE 1/4 NW 1/4.
Section 28: E 1/2; S 1/2 NW 1/4; SW 1/4.
Section 29: W 1/2; W 1/2 NE 1/4; SE 1/4.
Section 30: Lots 1, 2, 3 and 4; E 1/2 E 1/2; SW 1/4 NE 1/4;
SE 1/4 NW 1/4; E 1/2 SW 1/4; W 1/2 SE 1/4.
Section 31: ALL.
Section 32: ALL.
Section 33: N 1/2 NE 1/4; SW 1/4 NE 1/4; W 1/2; SW 1/4 SE 1/4.
Section 34: N 1/2; E 1/2 SW 1/4; SW 1/4 SW 1/4; SE 1/4.
Section 35: ALL.
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EXHIBIT B
to Statutory Bargain and Sale Timber Deed
Exceptions to Title
1. Deed of Trust, Fixture Filing and Security Agreement With Assignment of
Rents, dated as of October 9, 1998, from Pioneer Resources, LLC
("Grantor") to Oregon Title Insurance Company, as Trustee ("Trustee"),
in trust for the benefit of First Union National Bank, as
Administrative Agent for the Lenders referred to therein
("Beneficiary"), as recorded in the public records of ▇▇▇▇▇▇▇ County,
Oregon.
2. Deed of Trust, Fixture Filing and Security Agreement With Assignment of
Rents, dated as of October 9, 1998, from Pioneer Resources, LLC
("Grantor") to Oregon Title Insurance Company, as Trustee ("Trustee"),
in trust for the benefits of First Union National Bank, as
Administrative Agent for the Lenders referred to therein
("Beneficiary"), as recorded in the public records of ▇▇▇▇▇▇ County,
Oregon.
3. Deed of Trust, Fixture Filing and Security Agreement With Assignment of
Rents, dated as of October 9, 1998, from Pioneer Resources, LLC
("Grantor") to Oregon Title Insurance Company, as Trustee ("Trustee"),
in trust for the benefit of First Union National Bank, as
Administrative Agent for the Lenders referred to therein
("Beneficiary"), as recorded in the public records of Umatilla County,
Oregon.
4. Deed of Trust, Fixture Filing and Security Agreement With Assignment of
Rents, dated as of October 9, 1998, from Pioneer Resources, LLC
("Grantor") to Oregon Title Insurance Company, as Trustee ("Trustee"),
in trust for the benefit of First Union National Bank, as
Administrative Agent for the Lenders referred to therein
("Beneficiary"), as recorded in the public records of Grant County,
Oregon.
State of Oregon )
)
County of Umatilla )
This instrument was
received and recorded on
01-05-99 at 12:45 In the
record of document code
type DE-TI
Location R343-0222
Document number 1999-3430222
Fee 45.00
Office of County Records
Received by /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇
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Records Officer