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HomeMy WebLinkAbout888773 Recording Requested by: WHEN RECORDED MAIL TO: WESTERN AgCREDIT, FLCA BOX 95850 SOUTH JORDAN UT 84095-0850 888773 Loan No. 4200039501 REAL ESTATE MORTGAGE, FIXTURE FILING AND SECURITY AGREEMENT RECEIVED L NCOL~I CO!_It,lT'r' CLERK THIS MORTGAGE is made this 7th day of March, 2003 between MICHEAL J. MCMILLAN ANN T. MCMILLAN JED R. MCMILLAN NANCY B. MCMILLAN STEVE R. MCMILLAN TRACY C. MCMILLAN BOOK ~1. (~PR PAGE 0 [~ 8 hereinafter called "Mortgagor", and WESTERN AgCREDIT, FLCA hereinafter called "Mortgagee", a corporation, existing and operating under the Farm Credit Act of 1971, as amended, having its principal place of business in South Jordan, Utah. WITNESSETH: That Mortgagor IRREVOCABLY GRANTS, BARGAINS, SELLS, CONVEYS AND ASSIGNS unto Mortgagee together with right of entry and possession the following described real property situated in the County of L±ncoqn, State of Wyom±ng: FOR DESCRIPTION OF-REAL PROPERTY SEE EXHIBIT "A" ATTACHED HERETO AND MADE A PART HEREOF TOGETHER WITII: all buildings, structures, equipment, fixtures (including irees, vines and shrubs) and improvements of every kiod and description now or hereafter constructed or placed thereon; all standing timber and timber to be cut located thereon; all existing and future water rights, however evidenced, including irrigation and watering equipment and systems, ditches, laterals, conduits, and rights-of-way used to convey such water or to drain the above-described property, all of which rights are hereby made appurtenant to the property, and all pumping plants, electrical generators, wind machines, and fencing and storage tanks, now or hereafter used in connection with the property, all of which are hereby declared to be fixtures; all existing and future grazing rigbts, leases, permits and licenses; all oil, gas, and mineral leases, permits and rights used with the property; all tenements, hereditaments, easements, rights-of-way and appurtenances to the property; and all right, title, and interest at any time of Mortgagor (or any of its bailees, agents, or instrumentalities), whether now existing or hereafter arising or acquired, whether direct or indirect, whether owned legally, of record, equitably or beneficially, whether con§tituting real or personal property (or subject to any other characterizations), whether created or authorized under existing or future laws or regulations, and however arising in, including without limitation, the water, water rights and other assets and items described below in subparagraphs (a) through (h) which shall collectively be called "Water Assets" (hereafter collectively referred to as the "Property"). References to "water" and "water rights" are used herein in the broadest and most comprehensive sense of the term(s). The term "water" includes water rights and right to water or whatever rights to money, proceeds, property or other benefits are exchanged or received for or on account of any Water Assets or any conservation or other nonuse of water, including whatever rights are achieved by depositing one's shares of any Water Assets in any water bank or with any water authority, or any other water reallocation rights: a. All water (including any water inventory in storage), water rights and entitlements, other rights to water and other rights to receive water or water rights of every kind or nature whatsoever including (i) the groundwater on, under, pumped from or otherwise available to the Property, whether d. All rightsl claims, causes of action, judgments, awards, and other judicial, arbiter or administrative relief in any way relatiog to any water or Water Asset; e. All storage and treatment rights for any water or any other Water Asset, xvhether on or off the Property or other property of Mortgagor, together with all storage tanks, and other equipment used or usable in connection with such storage and any water bank deposit credits, deposit accounts or other rights arising on account of the storage or nonuse of any water or any water or any other Water Asset; f. All rights to transport, carry, allocate or otherwise deliver water or other Water Assets by any means wherever located; g. All guaranties, warranties, marketing, management or service contracts, indemnity agreements, and water right agreements, other water related contracts and water reallocation rights, all insurance policies regarding or relating to any Water Asset; h. All rents, issues, profits, proceeds and other accounts, instruments, chattel paper, contract rights, general intangibles, deposit accounts, and other rights to payment arising from or on account of any use, nonuse, sale, lease, transfer or other disposition of any Water Asset. Absolute Assignment of All Revenue From Wate~ Assets - Mortgagor hereby absolutely and unconditionally assigns to Mortgagee all proceeds, rents, issues and profits from any use (apart from watering plants on the Property or other ordinary, use on the Property), nonuse, sale, lease, transfer or disposition of any kind of any water or any other Water Asset subject to a lien in favor of Mortgagee. That assignment shall be perfected automatically without appointment of a receiver or Mortgagee becoming a mortgagee in possession and Mortgagee shall have the right, before or after the occurrence of any default or event of default, to notify any account debtor to pay all amounts owing with respect to those proceeds, rents, issues and profits directly to Mortgagee. Except as otherwise agreed in writing by Mortgagee, Mortgagee may apply aoy such collection (and any rents, issues, profits and proceeds) to any indebtedness owed to Mortgagee in any order, priority or manner desired by Mortgagee. MORTGAGOR ABSOLUTELY AND UNCONDITIONALLY ASSIGNS, transfers, conveys and sets over to Mortgagee all the rents, royalties, issues, profits, revenue, income and other benefits of the property arising from the use or enjoyment of all Or any portion thereof or from an5, lease, miaeral lease, or agreement pertaining thereto (collectively the "Rents"); SUBJECT, HOWEVER, to the right, power and authority given to and conferred upon Mortgagor by Paragraph B.3 hereof. PERSONAL PROPERTY SECURITY AGREEMENT -All of the Property will be considered to the fullest extent of the law to be real property for purposes of this Mortgage. To the extent that any of the Property, (including without limitation any Water Assets or fixtures), is deemed to constitute, is adjudicated to be, or declared to be personal property, this Mortgage shall also be deemed to be a security agreement. Mortgagor does hereby create and grant to Mortgagee a security interest in all such personal property described herein; and further, grants to Mortgagee all of the rights and remedies of a secured party under the Uniform Coxmnercial Code and other applicable state law, which rights are cumulative. FIXTURE FILING - This Mortgage shall also be deemed to be a fixture filing under the Unifonn Commercial Code and is to be recorded in the county real estate records. FOR THE PURPOSE OF SECURING: (1) pay~nent of the indebtedness or obligations evidenced by the following promissory note(s) and/or guaranties executed by Mortgagor and/or others to the Mortgagee at the times, in the manner and with interest as therein set forth (notes may contain variable or adjustable rate provisions): Dated Maturity Face Amount Dated Maturit7 Face Amount 3/7/2003 1 / 1/2018 $141,000.00 (2) The payment of such additional loans or advances, including advances under a revolving line of credit, with interest thereon, as hereafter ~nay be 0,70 To keep the Property in good condition, working order and repair; care for the Property in accordance with standards of good husbandry and to keep all trees, vines and crops on said land properly cultivated, irrigated, fertilized, sprayed, and funfigated; not to remove, destroy or suffer the removal or destruction of any building, fence, canal, well or other improvements or fixtures thereon; not to remove, replace or alter any horticultural or viticultural tree, vine or shrub planted thereon without the prior written consent of Mortgagee, except in the ordinary course of business; to complete or restore Promptly and ill good and workmanlike manner any building which may be constructed, damaged or destroyed thereon; to comply with all lawsi'covenants and restrictions affecting the Property; not to commit or permit waste thereof'; not to commit, suffer or permit any act upon the Property in violation of law; to do all other acts which from the character or use of the Property may be reasonably necessary, the specific enumerations herein not excluding the general; to observe and perform all obligations of Mortgagor under any lease of thc Property. To provide, maintain and deliver to Mortgagee fire and all other types of insurance of the type and in amounts as Mortgagee may require, with loss payable clauses solely in favor of Mortgagee. In the event of loss, the insurance proceeds, or any part thereof, may be applied by Mortgagee, at its option, to thc reduction of the indebtedness hereby secured or to thc restoration or repair of thc property damaged. In the event that the Mortgagor shall fail to provide satisfactory hazard insurance, Mortgagee may procure, on Mortgagor's behalf, insurance in favor of Mortgagee alone. If insurance cannot be secured by Mortgagor to provide the required coverage, such inability shall constitute an event .of default hereunder. To appear in and litigate any action or proceeding purporting to affect the security hereof, the title to the Property, or the rights or powers of Mortgagee; Mortgagee may appear in and litigate any such action or proceedings, including any bankruptcy, partition or condemnation proceeding, affecting the Property, or Mortgagee's interest therein, in which event Mortgagor agrees to pay all costs and expenses thereof, including attorney's fees and costs of securing evidence of title. To pay on or. before the due date all taxes and assessments affecting the Property, including all assessments upon water company stock and all rents, assessments and charges 1br water, appurtenant to or used in counection with the Property; to pay, when due, all encumbrances, charges, and liens, on the Property or any part thereof, which at any time aPpear to be prior or superior hereto. In case of any suit to foreclose this Mortgage or to collect any charge arising out of the debt hereby secured, or of any suit which the Mortgagee may deem necessary to prosecute or defend to effect or protect the lien herein, including any proceeding in bankruptcy, or if Mortgagee retains an attorney to advise Mortgagee in connection with this Mortgage or any other agreement related to the indebtedness secured by this Mortgage, Mortgagor agrees to pay a reasonable sum as attorney's fees and all costs and legal expenses in connection with said suit, and fitrther agrees to pay the reasonable costs of searching the records and abstracting or insuring the title, and such sums, costs and expenses shall be secured hereby and shall be included in any decree of foreclosure. The fees and costs described herein and elsewhere in this Mortgage shall be in addition to those set forth in the loan agreement or any other written agreement between Mortgagor and Mortgagee. Should Mortgagor fail to make any payment or to do an3' act as provided for in this Mortgage, then Mortgagee, but without obligation to do so and without notice to or demand upon Mortgagor and without releasing Mortgagor from any obligation hereof, may: make or do the stone in such manner and to such extent as either may deem necessary to protect the Property, Mortgagee being authorized to enter upon the Property for such purposes; commence, appear in and litigate any action or proceeding purporting to affect the security hereof or the rights or powers of Mortgagee, including any bankruptcy proceeding affecting the Property; pay, purchase, contest, or compromise any encumbrance, charge or lien which in the judgment of either appears to be prior or superior hereto; and in exercising any such powers, incur any liability, expend whatever amounts in its absolute discretion it may deem necessary therefore, including attorney's, accountant's, and appraisal fees, environmental fees, and costs of securing evidence of title, and all amounts so expended shall be obligations of Mortgagor secured by this Mortgage. Nothing contained herein shall prohibit Mortgagee from entering the Property, at a reasonable time and upon' reasonable notice to Mortgagor, without incurring or assuming any obligations or liabilities whatsoever, for the sole purpose of inspecting the Property. To pay immediatelY and without demand all sums expended by Mortgagee pursuant to the provisions hereof, with interest from date of expenditure at the same rate as is provided for in the note or notes secured by this Mortgage. In the event that such sums are not immediately paid, they shall be added, along with the appropriate amount of capital stock or participation certificates, to the principal h.qlanr.~ n£th~, inrlvhtvclne, er c~t-~rvr'l herehx~ ~nrl chall acr'r~e int~,,re, ct aq hv.r~in qe, t fhrth All qnt-h q~m~e ch~ll h~, ~,r-~r~rl hvr~hxt (ii) No Contaminants are located on, m or under any property located adjacent to tbe Property in such quantities or conceotrations as would constitute a violation of any Environmental Law or as would require the owner of the adjacent property to report such condition to any governmental authority or to undertake removal or remedial action to clean up such Contaminants; (iii) Neither the Property, nor an), portion thereat; nor any adjacent property or portion thereof, has been or is proposed to be listed under the Comprehensive Environmental Response, Compensation mid Liability Act (42 U.S.C. Section 9601, et seq.), or any analogous state law. Mortgagor shall immediately notify Mortgagee if Mortgagor acquires any information concerning the listing or proposed listiog of the Property or an5' adjacent property and shall provide Mortgagee with any documents in Mortgagor's possession relative thereto; (iv) No hazardous wastes, as defined under the Federal Resource Coose,'vationand Recovery Act (42 U.S.C. Section 6901, et seq.), or any analogous state law ("Hazardous Wastes"), have been, are being rjr will be stored or treated in surface impoundments or other structm-es or t-hcilities located on the Property tbat are partially or entirely below the ground surface; (v) No litigation, investigation, administrative order, consent order, agreements, or other action, proceeding or settlement (hereioafler "Action") has previously been brought, is now pending, or to the best knowledge at' Mortgagor threatened against or anticipated by Mortgagor, with respect to Mortgagor's use o,' management of l luzardous Materials or Hazardous Wastes or tire environmental cooditioo of the Property, including any u,~derlying groundwater. Upon learoing thereof, lvlortgagor shall immediately notii5, Mortgagee of any such Action or threatened Action and provide Mortgagee with copies of all documentation relative thereto; and (vi) Except as disclosed in writing to Mortgagee, no underground tanks, wells (except domestic water wells), septic tanks, ponds, pits or auy other storage tanks ("Tanks") (whether currently in use or abandoned) are or were located on or under the Property and no Tanks are or were serving the Property desc,-ibed herein. With respect to any Tanks disclosed in writing to Mortgagee, Mortgagor7 shall comply with all federal, state and local laws, regulatioos and ordinances and any require,nents at'city o,' county fire departments, applicable to the maintenance and use of such Tanks, including, without limitation, Title 40 of' the Code of Federal Regulations Part 112. (b) Nothing herein shall be deemed to prohibit lVlortgagor from (i) using, handling or storing hazardous mate,'ials or substances, as defined under any federal, state or local law, regulation or ordinance ("Hazardous Materials") or (ii) storing Or treating non-hazardous wastes, so long as such activities are carried ottt (a) in a good and busbandlike manner in the ordinary course of busiuess, and (b) in compliance with all applicable environmental laws, regulations, permits, orders or other requirements. (c) In the event that Mortgagor is iu breach of any of its representations, warranties or covenants as set forth above, Mortgagor, at its sole expense, shall take all action required, iucluding environmental cleanup of the Property, to comply with the representations, warraoties and covenants herein or applicable legal requirements and, in any event, shall take all action deemed necessary by appropriate governmental autborities. Mortgagee shall have the right, but not the obligation, to advise appropriate governmental at, thorities of any environmental condition on or affecting the Property that constitutes or may constitute a breach of Mortgagor's obligations hereunder. (d) Mortgagor and its successors and assigns shall indenmify, defend, protect, and hold harmless Mortgagee, its directors, officers, employees, agents, shareholders, successors and assigns and their officers, employees or agents, fi-om and against any and all claims, suits, damages, liens, losses, liabilities, interest, judgments, response and cleanup costs, demands, actions, causes of action, injuries, administrative proceedings and orders, consent agreements and orders, penalties, costs and expeoses (including any fees and expenses incurred in enforcing this indemnity, any out-of-pocket litigation costs and the reasonable fees and expenses of counsel) of any kind whatsoever ("Claims") paid, incurred or suffered by, or asserted against Mortgagee, including but not limited to Claims arising out of loss of life, injury to persons, trespass or damages to or contamioation of property or natural resources, or injury to business, in connection with or arising out of the activities of Mortgagor on the Property, Mortgagor's predecessors in interest, thi,'d parties who bare been invited, permitted or trespassed on the Property, or parties in a contractual ,-elationship with lvlo -tgagor, or any of them, or which directly or indirectly arise out of or result from nr in nnv why rann~rt~,4 B Environmental Law. If Mortgagor or its tenants fail to comply fully xvith the terms of this subdivision (g), Mortgagee may obtain affirmative injunctive relief to compel such compliance. I0. Grazing Rights. If any portion of the Property described in this Mortgage is used by Mortgagor as the basis for obtaining grazing permits or other grazing rights issued by any governmental agency, including without Ihnitations the Forest Service, U.S. Department of Agriculture or the Bureau of Land Management, U.S. Department of Interior, Mortgagor covenants and agrees as follows: (a) Said grazing permits or other rights are in good standing and have not been modified, reduced or limited in any other respect, cxcept as fully disclosed in writing to Mortgagee: (b) Mortgagor will perform all obligations imposed as a requirement of exercise of said grazing permits or.other rights and will comply with all laws, rules and regulations applicable thereto; (c) Mortgagor will take such timely action as may be required to cause the renewal or reissuance of said grazing permits or other rights from time to time as they expire during the term thereof. Mortgagor agrees and acknowledges that the failure to renew or cause the reissuance of any said permits for any reason, whether the result of an act or omission of Mortgagor or for reasons beyond Mortgagor's control, is an event of default hereunder and Mortgagee shall have the right to exercise the rights hereinafter set forth in this Mortgage; and (d) Mortgagor agrees to pay all fees, charges, rents or other payments accruing under said permits or any rcncwals thereof prior to delinquency. In the event Mortgagor fails to pay any such payment, the amount unpaid shall become a part of the indebtedness secured by this Mortgage and shall be immediately due and payable. IT IS MUTUALLY AGREED THAT: Any award of damages in connection with any taking or condemnation or in. jury to the Property by reason of public use, or for damages resulting from private trespass or in. jury to the Property, is absolutely and unconditionally assigned and shall be paid to Mortgagee, under the terms and conditions of this Mortgage pertaining to Rents. Upon receipt of such money Mortgagee may apply the same on the indebtedness secured hereby. Mortgagor agrees to execute such further documents as may be required to effect the assignments herein made as Mortgagee may require. At any time, without affecting the liability of any person for the payment of the indebtedness secured hereby, and without otherwise affecting the security hereof; Mortgagee may (a) consent to or .join in the making of any map or plat of the Property; (b) grant any easement or create any restriction therefor; (c) subordinate this Mortgage; (d) extend or modify the term of the loan or loans secured hereby; and (e) release without warranty, all or any part of the Property. Prior to any default by Mortgagor in the payment, observance, pertbrmance and discharge of any condition, obligation, covenant, or agreement of Mortgagor contained herein, Mortgagor may, for collection and distribution purposes only, collect and receive the Rents as they come due and payable; the Rents are to be applied by Mortgagor to the payment of the principal and interest and all other sums due or payable on any promissory note or guaranty secured by this Mortgage and to the payment of all other sums payable under this Mortgage and, thereafter, so long as the aforesaid has occurred, the balance shall be distributed to the account of Mortgagor. Upon any such default, Mortgagee may at any time without notice, either in person, by agent, or by a receiver to be appointed by a court, and witbout regard to the adequacy of any security for the indebtedness hereby secured, enter upon and take possession of the Property or any part thereof, in his own name, sue lbr or otherwise collect such rents, issues and profits, including those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including reasonable attorney's fees, upon any indebtedness secured hereby, and in such order as Mortgagee may determine; also pertbrm such acts of repair, cultivation, irrigation or protection, as may be necessary or proper to conserve the value of the Property; also lease the same or any part thereof fbr such rental, term, and upon such conditions as its judgment may dictate; also prepare for harvest, remove, and sell any crops that may be ffrowine u~on the Property. and the state in which the Property is located. Nothing contained herein shall be construed to provide that the substantive law of the state in which the Property is located shall apply to Mortgagee's rights and Mortgagor's obligations hereunder or under the promissory note(s) or guaranties described herein, which are and shall contilme to be governed by the sobstantive law of the state in which the promissory note(s) or guaranties were executed. The failure on the part of the Mortgagee to promptly entbrce any right hereunder shall not operate az a waiver of such right and the waiver by Mortgagee of any default shall not constitute a waiver of any other subsequent defaults. Subsequent acceptance of any payment by the holder hereof shall not be deemed a waiver of any default by Mortgagor, or of Mortgagee's rights hereunder as the result of any sale, agreement to sell, conveyance, or alienation, regardless of holder's knowledge of such default, sale, agreement to sell, conveyance, or alienation at the time of acceptance of such payment. This Mortgage applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. The term Mortgagee shall mean the holder and owner of any note secured hereby; or, if the note has been pledged, the pledgee thereof. In this Mortgage, whenever the context so requires, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. All obligations of Mortgagor hereunder are joint and several. (a) In the event the herein-described Property, or any part thereof, or any interest therein, is sold, agreed to be sold, conveyed, alienated or transferred, including any water transfer as defined in subsection (b) below, by Mortgagor, or by operation of law or otherwise, except by inheritance, without Mortgagee's prior written consent, all obligations secured hereby, irrespective of the maturity dates, at the option of the holder hereof, and without demand or notice, shall immediately becmne due and payable. Failure to exercise such option shall not constitute a waiver of the right to exercise this option in the event of subsequent sale, agreement to sell, conveyance or alienation. (b) A water transfer is any transfer, assignment, sale, exchange, gift, encumbrance, pledge, hypothecation, alienation, grant of option to purchase, or other disposition of, directly, indirectly or in trust, voluntarily or involuntarily, by operation of law or otherwise, or the entry into a binding agreement to do any of the foregoing with respect to all or any part of (i) the groundwater on, under, pumped from or otherwise available to the Property, (ii) Mortgagor's right to remove and extract any such groundwater including any permits, rights or licenses granted by any governmental authority or agency and any rights granted or created by any easement, covenant, agreement or contract with any person or entity, (iii) any rights to which the Property is entitled with respect to surface water, whether such right is appropriative, riparian, prescriptive or otherwise and whether or not pursuant to permit or other governmental authorization, or the right to store any such water, (iv) any water, water right, water allocation, distribution right, delivery right, water storage right, water allocation, or other water-related entitlement appurtenant or otherwise applicable to the Property by virtue of the Property's being situated within the boundaries of any district, agency, or other governmental entity or within the boundaries of any private water company, ~nutual water company, or other non-governmental entity, or (v) any shares (or any rights under such shares) of any private water company, mutual water company, or other non-governmental entity pursuant to which Mortgagor or the Property may receive any rights. In the event any one or more of the provisions contained in this Mortgage or in any promissory note(s) hereby secured shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unentbrceability shall not affect any other provision of this Mortgage or said promissory note(s), but this Mortgage and said promissory note(s) shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein or therein. BORROWER WAIVES ALL RIGHTS OF ItOblESTEAD EXEMPTION IN THE PROPERTY AND RELINQUISHES ALL RIGHTS'OF CURTESY AND DOWER IN THE PROPERTY. Signature(s): £ MICHEAL J. M'CMILLAN ANN T. MCMILLAN Notary Acknowledgtnent: STATE OF WYOMING ) SS. COUNT~OF LINCOLN ) On this 2 (3'~,}2day of M~ r a h , 20 0 3, personally appeared before me, the undersigned Notary Public in and tbr said County and Siate, personally appeared MICHEAL J. MCMILLAN; ANN T. MCMILLAN; JED R. MCMILLAN; NANCY B. MCMILLAN; STEVE R. MCMILLAN; TRACY C. MCMILLAN [( ) personally known to me] [( ) proved to me on the basis of satisfactory evidence] to be the person(s) wbose name(s) are subscribed to this instrument and acknowledged to me that they executed it. My LI'~OLN ~ WYOMING [ Commission Expires: March 25th, · WI~/E~ ,ny~ial seal Notary Public i'~and'~{"6~or sa~d~County and State 2006 .975 Exhibit "A" Those portions of the following described land situate in Lincoln County, Wyoming lying easterly of Wyoming State Highway 30 North: T23N R119W of the 6th P.M., Lincoln County, Wyoming Resurvey of Tract No. 49: That portion lying Eastward of the centerline of Oregon Short Line Railroad Company (Union Pacific Railroad Company) right-of-way, more particularly described as follows: Beginning at Corner No. 1 of said Tract No. 49; thence S0°32'W, 100.50 chains to Corner No. 2 thereof; Thence West 20.00 chains to Corner No. I of Tract No. 45 of said Township and Range; Thence West 18.82 chains along the South boundary of said Tract No. 49 to its intersection with the center line of the right-oFway o1' said railroad company; Thence N10°42'E, 61.36 chains along said center line to a Nodh boundary line of said Tracf~ No. 49; Thence East 8.12 chains to Corner No. 5 of said Tract Nol 49, identical with Corner No. 4 of Tract 57 of said Township and Range; Thence N0°27'W, 40.10 chains to Corner No. 6 of said Tract 49 identical with Corner No. 3 of Tract 57; Thence N89°43'E, 20.56 chains to Corner No. 1 of said Tract 49 identical with Corner No. 2 of said Tract 57, to the point of beginning and Resurvey Tract No. 45: That portion lying Eastward of the centerline of Oregon Short Line Railroad Company (Union Pacific Railroad Company) right-of-way, more particularly described as follows: Beginning at Corner No. 1 of said Tract 45; thence South 40.00 chains to Corner No. 2 thereof; Thence West 20.00 chains to Corner No. 3 of said Tract 45; Thence West 6.38 chains on a line to the i.ntersection of said line with the centerline of the right-of-way of said railroad Company; Thence N10°42'E, 40.71 chains to the North boundary of said Trac[ 45; ThenCe East 18.82 chains to Corner No. 1 of said Tract 45 to the point of beginning and ! Township 23 North, Range 119 West of the 6th P.M., Lincoln County, Wyoming: Section 17: iLots 15 and 32