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HomeMy WebLinkAbout893605:13~9OK ~2~ PR PAGE.__ FirSt Mortgage and Security Agreement This First Mortgage and Security A~eement is entered into by Tl b bs0 : - mana ...... ~ Livestock Company, a Wyoming General Pa~nership ("Mo~gagor"), whose address is P.O. Box 130, Cokeville, WY 83114, and Metropolitan Life ~surance Company, a New York co~oration ("Mortgagee"), whose address is One Madison Avenue, New York, New York 10010-3690. Mortgage. For and in consideration of the suni of Three Million dollars ($3,000,000.00) paid to Mortgagor, the receipt of which is acknowledged, Mortgagor does hereby mortgage and warrant to Mortgagee, its successors and assigns, with power of sale, the following described property which is hereafter referred to'as the "Mortgaged Property": The real property located in Lincoln County, Wyoming, described on attached Exhibit A together with the following: all existing or subsequently erected or affixed buildings, improvements, fixtures and appurtenances located on said lands; all easements, rights of way and appurtenances; all water, water rights, dams, dikes, reservoirs, reservoir rights, drains and drainage rights, wells and well rights used upon, stored, located or appurtenant to said lands; all shares of stock and any other rights owned by Mortgagor in any ditch, reservoir or canal company or water user's association; all water development, storage or conservation facilities and structures; all rents, royalties, issues and profits now due or which may hereafter become due under or .by virtue of any agreement relating to the real property; all crops; all coal, oil, gas and other minerals and mineral rights in, under or produced from said lands; all privileges, hereditaments and appurtenances belonging to said lands or in any way pertaining thereto; all rights of access; and ali estate, title, interest, claim and demand whatsoever of MOrtgagor in said lands, whether now owned or hereafter acquired. bo All windmills, pumps, pipes, pipelines, pivots, drip systems, irrigation equipment, motors, engines and devices of every kind and appurtenances now or hereafter used for or in connection with the irrigation of the property described on attached Exhibit A or for stock watering or domestic uses thereon, including, but not limited to, the property described on attaChed Exhibit B together with all additions, accessions, replacements, improvements, repairs and substitutions to said property and the proceeds thereof which shall be considered affixed to the property described on Exhibit A and subject to all provisions of this Mortgage. Co All of Mortgagor's right, title and interest in and under all leases, Permits and privileges covering the property used or operated in conjunction with the lands, including, but not limited to the following, which are hereafter referred to as the Leases .: (1) (2) The following Wyoming State Grazing and Agricultural leases: (i) Lease No. 3,7566 (ii) Lease No. 3-7070 (iii) Lease No. 3-7693 (iv) Lease No. 3-8261 (v) Lease No. 3-7520 (vi) Lease No. 3-7002 (vii) Lease No. 3-8663 Bureau of Land Management Grazing permit No. 4904161, Allotments 21027 Underwood, 21031 Sublette Canyon, 21032 Hoodoo, and 21033 Tom Goure; Page 1 of 14 do (3) Bureau of Land Management Grazing Permit No. 4904162, Allotments 21027 Underwood, 21033 Tom Goure, 11022 Seizmore, 11030 Pine Creek, 21012 Boyd Hollow, 21023 Stoner, 21036 Mayfield, and 21039 Fish Creek; Together with all renewals and replacements of the Leases and all of Mortgagor's right, title, interest, in all structures, fences, pumps, Pumping equipment, pipes, pipelines, wells, tanks, dams, reservoirs and other improvements and fixtures of every kind, nature and description now or hereafter located on the lands covered by the Leases, or any part thereof, and all water and water rights located thereon or appurtenant thereto. All awards or compensation made at any time for taking or damaging by eminent domain, either permanent or temporary, of all or any part of the property described above'. ¸2. o eo All right,, title and interest hereafter acquired in or to any of the property described above and all right, title and interest hereafter acquired in or to any of the lands subject to the Leases described above. Secured Obligation. The First Mortgage and Security Agreement is given in order to secure (a) the payment of a First Mortgage Note of this date executed by Mortgagor, John Ronald Thompson as Trustee of the Lillian Thompson Case Trust, John Ronald Thompson, Noreen M. Thompson (also known as Noreen Thompson and as Noreen Murdock Thompson), Stanley Gene Thompson, Jr., William T. Thompson, Don Mark Thompson, Ted Harold Thompson, and Carol Ann Thompson Goodman and payable to Mortgagee in the principal amount of Three Million dollars ($3,000,000.00) which provides for semi-annual payments of interest and annual payments of principal and which provides that the entire unpaid balance of principal and interest shall be due and payable on January 1, 2023, and any extensions or renewals or modifications thereof, and (b) the performance of Mortgagor's promises under this Mortgage and Security Agreement and the Loan Agreement between the parties. Security Interest. Mortgagor grants t° Mortgagee, its successors and assigns, a security interest in all personal property and the Leases and Permits relating to the above-described land covered by this Mortgage and all proceeds and products thereof. This document shall be both a mortgage under the laws of Wyoming and a security agreement under the Wyoming Uniform Commercial Code. Mortgagee shall have all rights and remedies available to a secured party under the Wyoming Uniform Commercial Code, in addition to all rights and remedies provided by law or by this agreement. Mortgagor shall take all acts and deliver to Mortgagee all property and eXecute and deliver all such financing statements as Mortgagee may deem necessary or desirable to protect and preserve its security interest in said personal property. Mortgagor authorizes Mortgagee to file all financing statements necessary to protect and preserve its security interest in said personal property. General Representations and Warranties. Mortgagor repreSents, promises and warrants to Mortgagee as follows: ao The Mortgagor is the lawful owner of and has good and marketable title to the Mortgaged Property and has full power and authority to execute this Mortgage and to mortgage to the Mortgagee the Mortgaged Property and to grant to the Mortgagee a lien on the Mortgaged Property, and Mortgagor will defend the title to the Mortgage & Security Agreement Thompson Land and Livestock Company Page 2 of 14 o Mortgaged Property against all claims and de~nands whatsoever.. The execution and delivery of this Mortgage has been duly authorized by all necessary action, and upon execution and delivery of this Mortgage, the Mortgage will be binding upon the Mortgagor according to its terms and conditions. C. Upon recording of tlfis Mortgage, Mortgagee will have a mortgage lien on the Mortgaged Property, free and clear of any and all prior liens, claims, encumbrances, restrictions, encroachments, and interests whatsoever and Mortgagor has not conveyed, mortgaged, or granted a security interest in the Mortgaged Property to any person, except Mortgagee. All obligations which Mortgagor may have incurred in connection with the Mortgaged Property are current and not in default. There is no provision in any agreement to which Mortgagor is a party or by which it is bound or in any order of any court or administrative agency to which Mortgagor is subject which prOhibits the execution and delivery by Mortgagor of this Mortgage, the note secured thereby, or any other loan document, or the performance or observance by Mortgagor of any of the terms or conditions of this Mortgage or the note secured thereby or any other loan document. Mortgagor is not in default in the payment of any indebtedness for borrowed money and is not in default under any instrument or agreement under and subject to which any indebtedness for borrowed money has been issued, and no event has occurred under any such instrument or agreement which with Or without the lapse of time or by the giving of notice; or by both, would constitute an event of default thereunder. There is legally enforceable unrestricted access to all of the property described in attached Exhibit A. Thompson Land and Livestock Company is a duly organized and existing partnership under the laws of the State of Wyoming and that the General Partnership Agreement, dated November 1, 1982, remains in full force and effect, has not been revoked or amended since the date of its execution and authorizes the mortgaging of the real estate described herein. The water rights mortgaged hereunder are in full force and effect and have been lawfully and properly applied to beneficial use within the five (5) years preceding the execution of the mortgage and are not subject to being abandoned or forfeited in whole or in part. · Mortgagor's Obligations. Mortgagor shall: Pay the note secured by this Mortgage when and as due and perfom~ all of Mortgagor's obligations under this Mortgage, and the Loan Agreement and any other document executed by Mortgagor in connection with the loan by Mortgagee to Mortgagor; Keep and maintain the Mortgaged Property in good condition and repair and not commit or permit any waste thereon and promptly repair or restore any buildings, Mortgage & Security Aga'eement Thompson La,id and Livestock Company Page 3 of 14 Co improvements or structures on the Mortgaged Property which may become damaged or destroyed and Mortgagee shall not, without the prior written consent of Mortgagee, remove, substantially alter, or demolish any building on the Mortgaged Property or sever or remove any fixtures, timber or minerals from the Mortgaged Property. Occupy and operate the Mortgaged Property in a good and husbandmanlike manner, in accordance with generally accepted farming and ranching practices and not in violation of any applicable federal, state or local laws, statutes, rules or regulations; Pay promptly as and when due and payable, all expenses incUrred in or arising from the operation, maintenance, occupation, inspection, protection, repair, replacement, or change of or to the Mortgaged Property; Pay promptly as and when due and payable lease and permit fees associated with the Leases, and all taxes, water and ditch charges, assessments and governmental charges legally imposed upon the Mortgaged Property, before delinquency; Pay all taxes and assessments upon this Mortgage and the debt secured thereby, together with any other taxes and assessments which maybe levied or assessed under the laws of Wyoming against Mortgagee or the holder of the note secured by this Mortgage on account of this indebtedness; Keep theMortgaged Property free and clear of all liens, charges and encumbrances of every character, kind and nature whatsoever, other than taxes constituting liens but not yet due and payable and those consented to in writing by Mortgagee; Procure and at all times maintain an insurance policy or policies in a form and with companies reasonably satisfactory to Mortgagee providing coverage in an amount satisfactory to Mortgagee upon the buildings, fixtures and improvements now existing or hereafter erected or placed upon the Mortgaged Property and insuring against the perils of fire, lightning, tornado, earthquake, explosion, extended coverage, vandalism and malicious mischief, and deliver such policies to the Mortgagee. Each policy shall provide that the insurer will not cancel, refuse to renew, or materially modify the policy without giving at least ten (10) days advance written notice to Mortgagee. Each such policy shall provide for losses to be payable to Mortgagee to the extent of its interest. In the event of loss, Mortgagor shall give immediate notice to Mortgagee which may, but shall have no obligation to do so, make proof of loss, and each insurance company concerned is hereby authorized and directed to make payment for such loss directly to Mortgagee, instead of to Mortgagor and Mortgagee jointly. Mortgagee is hereby given full power to settle or to compromise any claims, and the insurance proceeds or any part thereof may be applied by Mortgagee, at its option, to reduce the indebtedness secured herebY (whether or not then due) or to restore or repair the property damaged. If Mortgagor fails to secure and maintain any of such insurance coverage as provided in this paragraph, Mortgagee may procure such insurance on Mortgagor's behalf, and at Mortgagor's sole cost and expense, in favor of Mortgagee alone. The coverages and amounts of insurance herein provided to be secured and maintained by Mortgagor are for the protection of Mortgagee's interest and Mortgagor is free to secure such additional insurance coverage relating to the Mortgaged Property as Mortgagor may in its sole discretion determine to be advisable. Comply at all times with all laws, ordinances, regulations, covenants and restrictions Mortgage & Security Agreement Thompson Land and Livestock Company Page 4of 14 462 in any manner affecting the Mortgaged Property; Allow the Mortgagee to inspect the Mortgaged Property at reasonable times. Beneficially use all water rights appurtenant to the lands described in Exhibit A and not allow all or any part of the water rights to be abandoned or forfeited. Environmental Warranty. Mortgagor represents, warrants and agrees to furnish Mortgagee on request evidence that: No portion of the Mortgaged Property has been used for the production, release, storage or disposal of hazardous or toxic wastes, substances, or materials. Neither Mortgagor nor any tenant or other person using or occupying the Mortgaged Property will generate, store, handle or otherwise deal with hazardous or toxic wastes, substances, or material on the Mortgaged Property. Those pesticides, herbicides and other agricultural chemicals customarily used in agricultural operations of the type currently conducted on the premises have been, are, and shall be used in accordance with all applicable laws and regulations. If this Mortgage is foreclosed, Mortgagor shall remove, to the satisfaction of. Mortgagee, all petroleum hazardous wastes, hazardous substances, and toxic substances from the Mortgaged Property (including soil and ground water) and any adjacent property upon which any such petroleum, hazardous waste, .hazardous substances, or toxic wastes or substances may be located. e. During the term of this Mortgage, Mortgagor will deliver to Mortgagee: Copies of any documents received from the United States Environmental Protection Agency and/or any state, county or municipal environmental or health agency concerning operations upon the premises and Copies of any documents submitted by Mortgagor to the United States Environmental Protection Agency and/or any state, county or municipal environmental or health agency concerning its operation on the premises. Mortgagor shall indemnify, defend and hold harmless Mortgagee, its officers, directors, employees, agents, subsidiaries and affiliated companies from all fines, jUdgments, penalties, costs, suits, procedures, liabilities, claims and actions of any kind arising out of or in anyway connected with any spills or discharges of hazardous or toxic substances, materials, or wastes or petroleum, products at or on the Mortgaged Property. The obligations and liabilities of Mortgagor under this paragraph shall continue so long as the Mortgagee might be held responsible for any spills or discharges of such waste, materials, substances, or petroleum products. The obligations and liabilities of MortgagOr under this paragraph shall survive any foreclosure of this Mortgage or deed given in lieu of foreclosure. Failure of the Mort'gagor to abide by the terms of this paragraph may be restrained by injunction. Oil, Gas and Mineral Agreements and ConSents. Mortgagor assigns and transfers to Mortgagee all sums payable to Mortgagor under any and all oil, gas, coal, or other minerals leases now existing or hereafter entered into on the Mortgaged Property, including, without Mortgage & Security Agreement Thompson Land and Livestock Company Page 5 of 14 10. limitation, all bonuses, delay rentals, royalties, production payments, and other benefits accruing under said leases. Such payments may continue to be paid to Mortgagor until default by Mortgagor under this Mortgage at which time Mortgagee shall be entitled to demand and receive all such payments to apply to the obligations owed by Mortgagor to Mortgagee. Mortgagor has not and will not grant any such consent as may be required of the owner of the Mortgaged Property for mining or other surface disturbance or the Mortgaged Property by the terms of any patent, deed, statute, law or otherwise, without the prior written consent of Mortgagee, which Mortgagee may grant or withhold in its sole discretion. This paragraph shall not obligate or require Mortgagee to subordinate its interests under this Mortgage to any oil, gas, coal, or other mineral lease or agreement. Transfer of Ownership. If the Mortgaged Property, or any portion thereof, or any interest therein, is sold, mortgaged, or conveyed or becomes subject to any agreement to sell, mortgage, or convey before the time the indebtedness secured hereby shall have been paid in full, then the entire indebtedness secured by this Mortgage shall at the option of the Mortgagee become due and payable. A sale, assigmnent, or transfer in any manner whatsoever often percent (10%) or more of the borrowing entity shall be equivalent to a sale or conveyance of the Mortgaged Property or an interest therein, and in that event Mortgagee shall have the oPtion to accelerate the debt, declare the entire Loan balance due, and enforce collection of same, including foreclosure of the mortgage lien. Taxation. In the event of the passage, after the date of this Mortgage, of any law deducting any lien thereon from the value of land for the purpose of taxation, or changing in any way the laws now in force for the taxation of mortgages or debts secured by this Mortgage or the manner of the collection of any such taxes, so as to affect this Mortgage, the whole of the principal sum secured by this Mortgage, together with the interest due thereon, shall, at the option of the Mortgagee without notice, become immediately due and payable. Subrogation. Mortgagee, its successors and assigns, shall at their option be subrogated to the lien, although released of record, of any prior encumbrance, mechanic's lien, vendor's lien, or other lien on the Mortgaged Property paid out of the proceeds of the loan secured hereby. Default and Remedies. Time is of the essence. If the promissory note secured by this Mortgage is not paid when due or is in default or if there is a default under the terms of this Mortgage, the Loan Agreement, or under any other document.executed by Mortgagor in connection with the loan by Mortgagee to Mortgagor, then Mortgagee shall have the following rights and remedies in addition to any other rights .and remedies available to Mortgagee at law or in equity: ao To declare the promissory note secured by this Mortgage and all monies paid and advanced by Mortgagee under this Mortgage to be inunediately due and payable and to foreclose the Mortgage to satisfy the amount of the debt, including advances, interest and costs; provided, however, Mortgagee may elect, at its sole option, to foreclose only as to the sum past due, without injury to this Mortgage or the displacement or impairment of its lien. T° sell the Mortgaged Property under power of sale in accordance with the laws of the State of Wyoming then in force. Co To commence a suit or suits in equity or at law, whether for a foreclosure hereunder or for the sale of the Mortgaged Property, or for the recovery of a deficiency judgment or for the specific performance of this Mortgage or in the aid of the Mortgage& Security Agreement Thompson Land and Livestock Company Page 6 of 14 execution of any power of sale herein granted, or for the enforcement of any other appropriate legal or equitable remedy; To sell, to the extent permitted by la,v, at one or more sales, as an entirety or in parcels, as the Mortgagee may elect, the real property constituting a part of the Mortgaged Property, at such place or places and otherwise in such manner and upon such notice as ~nay be required by law, or, in the absence of any such requirements, as the Mortgagee may deem appropriate, and make conveyances to the purchaser or purchasers; eo At the Mortgagee's election, to treat the fixtures constituting a part of the Mortgaged Property as either real property collateral or personal property collateral and proceed to exercise such rights and remedies as apply to such type of collateral; To enter upon and take immediate possession of any of the Mortgaged Property and all crops thereon, and to exclude the Mortgagor and the Mortgagor's agents or employees, wholly therefrom, and to use, hold administer, manage and operate the same to the extent that the Mortgagor shall be at the time entitled and in its place and stead, and to operate the same without any liability to the Mortgagor in connection with such operations, except to use ordinary care in the operation of such properties, and to collect, receive and receipt for all revenues, proceeds, rents, profits and issues generated by the Mortgaged Property, to make repairs, to purchase machinery and equipment, and to exercise every power, right and privilege of the Mortgagor with respect to the Mortgaged Property; g° At any time from and after commencement of an action to foreclose this Mortgage, to have a receiver for the Mortgaged Property appointed which appointment may be made either before or after any foreclosure sale, without regard to the sufficiency of the security to discharge the obligations secured by this Mortgage which receiver shall have the power to take and hold possession of the Mortgaged Property, and to hold, use, administer, manage and operate the same to the extent that the Mortgagor shall be at the time entitled and in its place and stead and shall have the right to collect, receive and receipt for all revenues, proceeds, rents, profits and issues generated by the Mortgaged Property. Mortgagor consents to the appointment of a receiver upon the showing of default without other evidence being required; and ho To exercise and enforce any and all other rights or remedies available to the Mortgagee in equity, at law, by the agreement or otherwise. The Mortgagor shall reimburse the Mortgagee upon demand for all costs and expenses incurred by the Mortgagee in protecting and enforcing the Mortgagee's rights and remedies under this Mortgage, including court costs and attorney's fees, plus interest thereon at the default rate provided in the Note from the date so paid or incurred until reimbursed by the Mortgagor. la~ the event of default, the Mortgagor shall also pay the cost of providing an abstract of title from the date of recording of this Mortgage to the date requested by the Mortgagee, and upon failure of the Mortgagor to do so, all money so advanced by the Mortgagee to acquire such an abstract shall bear interest at the default interest rate stated in the note secured hereby and shall be secured by this Mortgage. ¸12. Defense of Mortgage. If any action or proceeding is commenced by any person other than the Mortgagee, to which action or proceeding the Mortgagee is made a party, whether in law Mortgage & Security Agreement Thompson Land and Livestock Company Page 7 Of 14 13. 14. or in equity, and including condemnation and bankruptcy proceedings or in which it becomes necessary to defend or uphold the lien of this Mortgage, all sums paid by the Mortgagee for the expense of any such litigation to prosecute or defend the rights and liens created by this Mortgage, including reasonable attorney's fees, shall be paid by the Mortgagor, together with interest thereon at the default interest rate stated in the note secured by this Mortgage. Any such sum and the interest thereon shall be a lien on the Mortgaged Property prior to any right, title or interest in Or claim upon the premises attaching or accruing subsequent to the lien of this Mortgage and shall be added to the principal amount intended to be secured by this Mortgage. Mortgagee's Right to Perform. If Mortgagor fails to make any payment or to do any act or thing, or to perform any obligation required by, this Mortgage, thenthe Mortgagee without notice to or demand upon the Mortgagor and without waiving or releasing any obligation or breach or default, may (but shall not be under any obligation to) at any time thereafter make, do, pay or perform the same in such manner and to such extent as Mortgagee in its sole discretion deems reasonably necessary or desirable to protect its security or to protect any other legitimate interest of the Mortgagee. The Mortgagee for such purposes is authorized to enter in or upon the Mortgaged Property at all reasonable times and places and to connnence, appear in, or defend any action or proceeding purporting to affect its security. All such sums so paid bythe Mortgagee and all costs and expenses (including without limitation, attorney's fees and court costs) so incun'ed together with interest thereon at the default rate provided in the note secured by tiffs Mortgage from the date so paid or incurred until reimbursed by the Mortgagor shall be secured by this Mortgage and shall be paid by the Mortgagor to the Mortgagee on demand. Mortgagor waives and releases all claims or causes of action which may hereafter arise in its favor against Mortgagee as a result of Mortgagee taking any actions under this paragraph. Mortgagor shall make no claim or demand upon Mortgagee and shall initiate no proceeding against Mortgagee by reason of any action taken by Mortgagee pursuant to the authority granted in this paragraph. Impairment of Rights. No failure or delay by the Mortgagee to insist upon the strict performance of any term, condition, covenant or agreement of this Mortgage or to exercise any right, power or remedy under this Mortgage shall constitute a waiver of any such term, condition, covenant, agreement, right, power or remedy or of any such breach or preclude th~ Mortgagee from exercising any such right, power or remedy at any later time or times. Without affecting the liability of any person obligated to pay the indebtedness secured hereby, Mortgagee may, from time to time and without notice and without regard to the consideration, if any paid therefor and notwithstanding the existence at that time of any inferior liens thereon: (a) release any person liable for the pa3nnent of any of the indebtedness Secured hereby, (b).extend the time or otherwise alter the terms of payment of the indebtedness seCured hereby, (c) alter, substitute or release any property or collateral securing said indebtedness, or (d) accept any additional security or resort to any security in such order as Mortgagee may determine. The taking of any additional security, execution of partial releases of security, or any extension of the time of payment of the indebtedness secured by this Mortgage or renewal of the indebtedness secured by this Mortgage shall not diminish the force, effect or lien of this Mortgage and shall not affect or impair the liability of any maker, surety, guarantor or endorser for the payment of said indebtedness. The Mortgagee shall have the right to release with or without consideration or credit on the indebtedness hereby secured any part of the Mortgaged Property without regard to the existence of any junior encumbrance and without the consent of any junior encumbrancer, and such release shall have no effect upon the priority, lien or estate conveyed in this Mortgage. Mot[gage & Security Agreement Thompson Land and Livestock Company Page 8 of 14 15. 16. 17. i8. Leases. With respect to the Leases, Mortgagor warrants as follows: Mortgagor is the owner of the entire lessee's interest in the Leases. The Leases are in full force and effect and are enforceable according to their terms. Neither the lessor nor the lessee under the Leases is in default under the Leases, and Mortgagor is aware of no event or circumstances which, with the lapse of time or the giving of notice, or both, would constitute a default under the Leases. Mortgagor has not assigned, transferred or conveyed or permitted to be assigned, transferred or conveyed, any of Mortgagor's interest in the Leases. Mortgagor shall perform in a timely manner every obligation of the Lessee under the Leases and shall enforce every obligation of the Lessor in the Leases. The Leases have not been modified, altered, waived or canceled in whole or in part, and the full, true, and correct terms of the Leases are shown by the lease agreements which have been delivered to Mortgagee. The Leases will not be modified, altered, waived, or canceled in whole or in part so long as this Mortgage is in effect without the prior written consent of Mortgagee. Mortgagor will immediately notify Mortgagee in writing of any default in the Lease. Mortgagee is not obligated to perform or discharge any duty or obligation of the Mortgagor under the Leases, and tlfis document shall not be deemed to impose upon the Mortgagee any liability or responsibility of any nature for, or pertaining to, the control, maintenance, or management of the property subject to the Leases. Mortgagor shall indemnify and hold Mortgagee ham~less from any and all liability, loss, or damage which it may or might incur under the Leases. If Mortgagor is in default under any of the Leases, Mortgagee shall have the right, but not the obligation, to perform or discharge any of the obligations of the Mortgagor under the Leases and to defend any action or proceeding which might affect Mortgagor's or Mortgagee's rights and have reimbursement on demand from Mortgagor for any sums thus expended together with interest thereon from the date of the expenditure at the rate of interest provided in the note at the time of the expenditure. Release. Upon payment in full of the promissory note secured by this Mortgage 'and upon full Performance by Mortgagor of all of its duties and obligations under this Mortgage and any other document executed by Mortgagor in connection with the loan by Mortgagee to Mortgagor, the Mortgagee shall release this Mortgage without recourse or warranty at the cost and expense of the Mortgagor. Costs and Expenses. Mortgagor will pay all costs and expenses, including reasonable attorney's fees, incurred by Mortgagee in enforcing this Mortgage or any rights of the Mortgagee under this Mortgage. Eminent Domain. If all or any part of the Mortgaged Property is subjected to eminent domain proceedings or is condemned, Mortgagee may at its election require that all or any portion of the proceeds of the eminent domain or condemnation award be applied to the indebtedness secured by this Mortgage. Mortgagor shall immediately notify Mortgagee of the actual or threatened commencement of any condemnation or eminent domain proceedings affecting the Mortgaged Property. Mortgagor assigns to Mortgagee any award for the property taken and for damages to remaining property in connection with an actual or threatened condemnation or eminent domain proceeding, whether fully adjudicated or Mortgage & Security Agreement Thompson Land and Livestock Company Page 9 of 14 467 settled. If the Mortgagee elects to apply the proceeds of the award from the condemnation or eminent domain proceeding to the indebtedness secured hereby, Mortgagee may elect to apply that indebtedness against the payments in inverse order of maturity. Mortgagee shall have full authority to intervene in any condemnation or eminent domain proceeding in the name Sf the Mortgagor and to settle, collect and receive any award from the condenming authorities. Any condemning authority is authorized and directed to make payment directly to Mortgagee. Any expenses incurred by Mortgagee in intervening in or participating in any condemnation or eminent domain proceeding shall be reimbursed to Mortgagee first out of the proceeds, if the proceeds are applied to restoration and repair of the Mortgaged Property, the restoration or repair shall be pursuant to plans and specifications approved by Mortgagee, and the proceeds may be disbursed by Mortgagee under such safeguards as Mortgagee may reasonably require to assure completion in accordance with such plans and specifications. 19. Application of Payments. Except as otherwise provided by law, all payments made to Mortgagee and any amounts applied to the indebtedness secured hereby shall be applied to the various amounts secured hereby in any order Mortgagee may determine. 20. Non-Waiver. The entering upon and taking possession of the Mortgaged Property, the collection of rents, issues, royalties, profits, proceeds of insurance or condemnation or eminent domain awards and the application thereof to the indebtedness hereby secured shall not cure or waive any default or notice of default or invalidate any act done pursuant to such notice or extend or postpone the due date of any payment secured hereby. 21. Homestead Exemption. Mortgagor releases and waives all rights and benefits or the homestead exemption laws of the State of Wyoming. 22. Successors and Assigns. This agreement shall be binding upon the successors and assigns of the parties. 23. Governing Law. This agreement shall be governed by and construed in accordance with the laws of the State of Wyoming. 24. Severability. If a court of competent jurisdiction finds any provisions of this Mortgage to be invalid or unenforceable, then any such offending provision shall be deemed to be modified to be within the limits of enforceability or validity; provided, however, if the offending provision cannot be so modified, it shall be stricken and all other provisions of this Mortgage in all other respects shall remain valid and enforceable. 25. Interest Rates. The Note secured hereby expressly provides that the holder thereof may at its option change or adjust the interest rates set forth therein. Mortgage & Security Agreement Thompson Land and Livestock Company Page 10 of 14 488 Dated this // dayo£ ,.5~-tZ~,x_~~'~ ,2003. Thompson Land and Livestock Company, a Wyoming General Partnership Joli~ Ronald Thompson, Trustee of tl(e Lillian Thompson Case Trust, dated August 6, 1991, as amended, Partner Fp/7"~M. Thompson, partner (also known ,~T__~ as.x,,,,~,on Thompson and asNe4:ee~ Murdock Thompson) Stanley Gene Thompson, Jr., Partner William T. Thompson, Partner Don Mark Thompson, Partner Ted]tarold ~'hompson, Partr~er ,/ By: Carol Ann Thompson Goodman, Partner Mortgage & Security Agreemem Thompson Land and Livestock Company Page 11 of 14 469 ,2003. Thompson Land and Livestock Company, a Wyoming General Partnership By: John Ronald Thompson, Trustee of the Lillian Thompson Case Trust, dated August 6, 1991, as amended, Partner By: Jolm Ronald Thompson, Partner By: Noreen M. Thompson, Partner (also known as Noreen Thompson and as Noreen Murdock Thompson) By: Stanley Gene Thompson, Jr., Partner By: William T. Thompson, Partner By: Don Mark Thompson, Partner By: Ted Harold Thompson, Partner ~ Anr~ Thompson Goo. d}nar~, Partner ' - Mortgage & Security Agreement Thompson Land and Livestock Company Page 11 of 14 STATE OF ) coUNTy oF ~/":/'~W4~'L/~ )) ss. 470 The foregoing instrument was acknowledged before me by John Ronald Thompson, Trustee of the Lillian Thompson Case Trust, dated August 6, 1991, as amended, as a Partner in the partnership of Thompson Land and Livestock Company, a Wyoming General Patmership, this ///;P/o day of.t<~o4~ ,2003. Witness my hand and official seal. Notary Public STATE OF.~ ) COUNTY OF ~ ) ss. ) ,__-- / The foregoing instrument was acknowledged before me by John Ronald Thompson, as a Partner in the partnership of Thompson Land and Livestock Company, a Wyoming General Partnership, this ///Jt/4.~ day of ~,~2~,~ , 2003. Witness my hand and official seal. COUNTY OF ~ STATE OF LINCOLN I~ WYOMING Notary Public L_ ' )ss. COUNTY OF ) The foregoing. ~ns~trp .m.en_t was aclmowledged before me by~M. Thompson (also known as Ncraen Thompson and as-lqe. ~f~F'~fiqr"d~ck Thompson), as a Partner in the partnership of Thompson Land and Livestock Company, a Wyoming General Partnership, this ,//~-~ day of_~,~ ,2003. /? Witness my hand and official seal. COUNTY OF ~ SIAl, OF Mortgage & Security Agreement Thompson Land and Livestock Company Page 12 of 14 STATE OF _..~1~ ) ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me by Stanley Gene Thompson Jr., as a Partner in the pam~grship of Thompson Land and Livestock Company, a Wyoming General Partnership, this/~ day of _ ~ , 2003. Wimess my hand and 'official seal. t COUNTY oF tlth ST^TE oF t Notary Public COUNTY OF ?~¢~ ) )ss. The foregoing instrument was acknowledged before me by William T. ThomPson, as a Partner in the partpership of Thompson Land and Livestock Company, a Wyoming General Partnership, this ,//~t~.~ day of ~/~2')_..~~ , 2003. Wimess my hand and official seal. COUNTY OF ~ STATE OF LINCOLN~ WYOMING Notary Public (._ tc0U"TYOF ~ STATEOF[ LINCOLN '~r WYOMING STATE OF ) cOUNTy OF ~~dtfl )ss. ) / The foregoing instrument was acknowledged before me by Don Mark Thompson, as a Parmer in the parmership ho?. on. an.d and Company, th, ,2003. Wimess my hand and official seal. Notary Public Mortgage & Security Agreement Thompson Land and Livestock Company Page 13 of 14 STATE OF ~_ ) ~'"~ ' ~~~ )ss. COUNTY OF ) The foregoing instrument was acPmowlcdged before me by Ted Harold Thompson, as a Parmer in the pangership of Thompson Land and Livestock Company, a Wyoming General Parmership, this /~ day of Witness my hand and official seal. COUNTY OF ~ STATE OF LINCOLN ~ WYOMING Notary Public STATE OF ) ) SS. COUNTY OF ) The foregoing instrument was ackmowledged before me by Carol Ann Thompson Goo&nan, as a Partner in the partnership of Thompson Land and Livestock Company, a Wyoming General Parmership, this ' day of ,2003. Witness my hand and official seal. Notary Public My com~ssion expires: Mortgage & Security Agreement Thompson Land and Livestock Company Page 14 of 14 STATE OF ) ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me by Ted Harold Thompson, as a Partner in the partnership of Thompson Land and Livestock Company, a WyOming General Partnership, this day of ,2003. Witness myhand and official seal. Notary Public My commission explre~: STATE OF ~~ ) t3o,O.o o ~; 14 ~ ) ss. COU?,IT¥ OF ~ ) The foregoing fl~strument was ackalowledged before me by CaroleAnn Thompson Goodman, as a Partner in the,,partnership of Thompson Land and Livestock Company, a Wyoming General Partnership, this /,or. ~ day of _~z~~~O~ , 2003. Witness my hand and official seal. Notary Public 07- , o - ,:.? o o ? Mortgage & Security Agreemen! Thompson Land and Livestock Company · Page 14 of 14 Exhibit A Parcel I - Township 21 North, Range 117 West, 6th P.M., Lincoln COunty, Wyomin_cr Section 1 - Lots 7, 8, SWll4, Sl/2NW1/4 Section 2 - Lots 5, 6, SWI/4NEI/4, NWI/4SEI/4 Section 11 - N1/2NEl/4 Section 12 - N112NW114 Township 21 North, Ran.qe 120 West, 6th P.M., Lincoln County, Wvomin.q: Section I - SWI/4NEI/4, NEI/4SWI/4, S112SW114, W1/2SEl/4 Townshil3 22 North, Ran.qe 117 west, 6'h P.M., Lincoln County, Wyomin.q' Section7 -Lot10 Section 22 - El/2, E1/2W1/2 Section 25 - SWI/4NEI/4, Wl/2SE1/4, SEI/4SEll4 Section 27 - NWll4NEI/4, N1/2NWl/4, SWI/4NWI/4 Section 29 - El/2NE1/4, SEl/4 Section 32 - N1/2NE1/4, Sll2NE1/4, Sl/2 ~ Sectio__n 33 - SWI/4NWI/4, SWl/4SE1/4, W1/2SW1/4, SEI/4SWll4 Township 22 North, Ran.qe 118 West, 6th P.M., Lincoln County, Wyoming; Section 12 - SWI/4NEI/4 Township 23 North, Range 117 West, 6th P.M., 'Lincoln County, Wyomin_q' Section 5 - NWI/4SWI/4, SE1/4SW1/4 Section 6 - Lots 10, 11, 12, 13, 14, 16, 18, 19, Sl/2NE1/4 (Less parcel deeded to Zebre at Book 119PR, Page 461) Section 7 - Lots 7, 8, 9, 13, 14, 15, SEI/4NEI/4, N112NE1/4 Section 8 - NEI/4NEI/4, SWI/4NEI/4, W1/2SE1/4 Section Section Section Section Section Section Section Section Section Section Section Section Section 9 - SWI/4NWI/4 17 - NEll4NWI/4, N112SW114 18 - Lots 5, 7, 8, 9, 10, 11, 12, 13, SWI/4NEI/4, NEI/4SEll4 19' Lots 13, 15 20 - NWI/4SWI/4 22 - SWll4SW1/4 ' 27 - SEll4SWI/4 28 - NWI/4NEI/4, NWI/4NWI/4 29 - Sl/2NWl/4 30 - Lot 10, Sl/2NE1/4 32 - NE1/4SWI/4, SE1/4NE1/4 33 - NWI/4NEI/4 34 - NWI/4SEI/4, NWI/4SWI/4 Section 28 - N1/2NE1/4, E1/2Wl/2, SWl/4NEI/4, W1/2SE1/4 Section 33 - SE1/4NW1/4, E1/2SW1/4, NE1/4, SE1/4 Section 34 - NE1/4NE1/4 (Less parcel deeded to Zebre at Book 119PR, Page 461) Township 24 North, Range 119 West, 6m P.M., Lincoln County, Wyoming: Tract 42 (Originally E1/2W1/2 of Section 32) Tract 43 (Originally E1/2NE1/4, E112SE1/4 of Section 31 and W1/2NW1/4, W1/2SW1/4 of Section 32 .L..ess parcel deeded to Etcheverry Sheep Company at Book 28PR, Page 429) Tract 44 (Originally W1/2 of Section 29) Tract 45 (Originally NEll4 of Section 29) Tract 46 (Originally NWl/4 of Section 28) Tract 50 (Originally N1/2N1/2 of Section 27) Tract 51 (Originally NE1/4 of Section 28) Tract 54 (Originally SE1/4 of Section 20) Tract 57 (Originally N1/2SW1/4, SE1/4SW1/4 of Section 17 and NE1/4NWl/4 of Section 20) Tract 58 (Originally SE1/4SE1/4 of Section 17 Section 20) Tract 59 Tract 66 Tract 68 Tract 70 and N1/2NE1/4, SW1/4NE1/4 of (Originally SE1/4NE1/4 of Section 20) (Originally SW1/4NE1/4, W1/2SE1/4, NE1/4SE1/4 of Section 17) (Originally W1/2SW1/4 of Section 8 and W1/2NW1/4 of Section 17) (Originally SW1/4SE1/4 of Section 7) Tract 71 (Originally N1/2SE1/4, SE1/4SE1/4 of Section 7 and NE1/4NE1/4 of Section 18 Less parcel deeded to Roberts at Book 24 Deeds, Page 416) Tract 72 (Originally E1/2SE1/4 of Section 8) Tract 78 (Originally W1/2NW1/4, SWl/4, W1/2SE1/4 of Section 12) Part of Tract 79 (Originally E1/2SE1/4 of Section 12) Part of Tract 80 (Originally E1/2NE1/4 of Section 12) Tract 81 (Originally W1/2NE1/4, E1/2NWl/4 of Section 12) 475 3 476 Section 35 - SWI/4NWI/4 Township 23 North~ Range 118 West, §th P.M., Lincoln County, Wyoming' Section I - Lots 5, 6, 7, S1/2NE1/4, N1/2SE1/4, SWl/4SW1/4, SE1/4SE1/4, SW1/4SE1/4 (.Less parcel deeded to Zebre at Book 119PR, Page 461) Section 2 - Lots 5, 6, SW1/4SE1/4, SW1/4NE1/4, NWl/4SE1/4 Section Section Section Section Section Section Section Section Section Section Section Section Section Section 4 - Lots 5, 6, 7; 8, SW1/4NWI/4, S1/2SW1/4, NWl/4SWl/4 5 - Lot 5 8 -SE1/4NE1/4, E1/2SE1/4 9 - NW1/4NW1/4, N1/2SW1/4, SW1/4SW1/4 11 -SW1/4NE1/4, NE1/4SE1/4, SW1/4SEll4, NW1/4NE1/4, SWl/4SWl/4 12 - NE1/4NW1/4, W1/2W1/2, E1/2SE1/4, SEll4NE1/4 1.3 - N1/2SE1/4, W1/2NW1/4, SE1/4NWll4, E1/2NE1/4 14 - SE1/4SW1/4, NE1/4SE1/4, SW1/4SE1/4, NE1/4NW1/4 17 - E1/2, SW1/4, E1/2NW1/4, SWll4NW1/4 20 - NEll4, E1/2NW1/4 21 - SWl/4NW1/4 24 - SW1/4SE1/4, NE1/4SW1/4 25 - NE1/4NW1/4 27 - NE1/4NW1/4 Township 23 North, Range 119 West, 6th P.M., Lincoln CoUnty, Wyoming' Lot 69 - (Originally N1/2SW1/4 Section 1 and N1/2SE1/4 Section 2) All that Part of Tract 67 lying West of the Bear River (Originally SE1/4, S1/2NE1/4 of Section 5 and NE1/4 of Section 8) All that Part of Tract 77 lying West of the Bear River (Originally SWl/4, Sl/2NW1/4, Lots 3, 4 of Section 5 and E1/2SE1/4, SE1/4NEI/4, Lot 1 of Section 6 and NE1/4NE1/4 of Section 7 and N1/2NW1/4 of Section 8) Section 6 - Lots 9, 10, 11, SE1/4NW1/4 Township 24 North, Range 118 West of the 6th P,M,, Lincoln County, Wyoming- Part of Tract 79 (Originally Lots 3, 4 of Section 7) Part of Tract 80 (Originally Lots 1, 2 of Section 7) Tracts 97F, 97G (Less parcel deeded to John Russell Thornock, Sr. and Emma Lucy Thornock at Book 509PR, Page 572) Section 6 - Lots 20, 21, 22, 26, W1/2SE1/4 Section 7 - Lots 5, 10, 11, W1/2NE1/4, NW1/4SE1/4 Section 21 - E1/2SE1/4, NE1/4SW1/4, SE1/4NEI/4, W1/2E1/2, SE1/4SW1/4, NWll4, NE1/4NE1/4 Section 22 - SW1/4SW1/4 Section 27 - NE1/4, N1/2NWl/4, NW1/4SE1/4, E1/2SE1/4 (Less parcel deeded to Zebre at Book 119PR, Page 461) t3 L{t5 O.- 4 7 7 Tract 95 (Originally NWI/4SWI/4 of Section 2 and NEll4SE1/4 of Section 3 Less parcel deeded to Town of Cokeville at Book 388PR, Page 206) Tract 97C Section I - Lots 20, 21, 24, 25, 29, 33, 34, 37, 45 Section 2 -Lots 30, 33, 35, 37, SW1/4SW114, S1/2SEl/4, SEl/4SW114 Section 3 - Lot 43, SE1/4SE1/4 Section 10 - N1/2SE1/4, NE1/4 Section 11 - N1/2NW1/4, SW1/4NW1/4, NWl/4SW1/4, W1/2SE1/4, NW1/4NE1/4, NE1/4NE1/4, S1/2NE1/4, SE1/4NW1/4, E1/2SW1/4, NE1/4SE1/4, SE1/4SE1/4 Section 12, Lots 10, 11, 18, 21, 22, 25 Section 13 - Lot 3 Section 14 - NE1/4NW1/4, NE1/4NE1/4, NW1/4NE1/4, Lots 1, 4, 6 Section 17- Lot 32 Section 18 - E1/2SW1/4, Lots 9, 10, 17, 18 Section 19 - E1/2NW1/4, Lots 5, 6' Section 20 - Lots 4, 7, 10, 11, 14, 15, 27 Section 22 - SE1/4NE1/4, N1/2SE1/4 Section 23 - Lots 10, 22,23, N1/2SW1/4 except N 75' of E 220' Section 26 - NE1/4NE1/4 Section 27 - Lots 12, 15, N1/2SW1/4 Section 29 - Lots 7, 20 Section 30 - Lots 5, 6, 7, 8, 10, N1/2NE1/4, NE1/4NW1/4, NE1/4SE1/4 Section 31 - Lots 6, 7, 10, 11, 14, 15, 18, 19, Wl/2SE1/4, NE1/4SW1/4, SE1/4SW1/4, NW1/4NEII4, E1/2NW1/4, SWl/4NE1/4 Township 24 North, Ran.qe 120 West~ 6th P.M., Lincoln County, Wyomin_cr Tract 39 (Originally S1/2NW1/4 of Section 13) Section 13- Lots 1, 12, E1/2NE1/4, SE1/4 Section 24 - Lots 1, 14, SE1/4NE1/4, E1/2SE1/4, N1/2NE1/4, E1/2NW1/4, SWl/4NE1/4 Section 25 - NE1/4NW1/4, N1/2NE1/4, SE1/4NE1/4, N1/2SE1/4, N1/2SW1/4, W1/2NW1/4, SW1/4NE1/4, SE1/4NW1/4 Section 26 - N1/2SE1/4, S1/2NE1/4, N1/2SW1/4, NWl/4 (Less parcel deeded to Etcheverry Sheep Company at Book 28PR, Page 429) Township 25 North, Ran.qe 117 West, 6th P.M., Lincoln County, W¥omin_cl; Section 8 - S1/2SE1/4, N1/2SE1/4, SWl/4 Section 9 - S1/2SW1/4, N1/2SW1/4, SE1/4 Section 17- E1/2, W1/2 Section 20 NE1/4, S1/2, NWl/4 Section 21 - W1/2NW1/4, SW1/4, W1/2SE1/4, SE1/4SE1/4 Section 27 SW1/4SW1/4, W1/2NW1/4, NW1/4SW1/4 Section 28 - NWl/4 Section 29 - SE1/4, N1/2 Section 32 - NWl/4 4 Section 33 - N1/2SEl/4, N1/2NW1/4, SEI/4NWl/4, SWll4NWI/4 Section 34 - S1/2, SW1/4NE1/4, W1/2NW1/4 Section 35 - S1/2S1/2, N1/2SW1/4, SE1/4NW1/4, SW1/4NE1/4, N1/2SE1/4 478 Parcel 2- All of Eot 17 and Lot 25 of Section 6, T24N, Rl18 W, Lincoln County, Wyoming; and that part of Lot 14 and Lot 24 of said Section 6 lying and being situated southerly of the following described existing fence line: Beginning 'at a point on the West line of said Lot 24, N00°28'15"E, 578.54 feet of Corner No. 2 of said Tract 97, found as described in the Corner Record filed in the Office of the Clerk of Lincoln County; thence S89°01'12"E, 583.41 feet along said fence to a point; thence S88°45'49"E, 457.47 feet along said fence to a point; thence S88°50'51"E, 421.64 feet along said fence and an easterly protraction of said fence to the east line of said Lot 14; and That part of Tract 97-H, Tract 97-1, Tract 97-J, Tract 97-K, and Lot 46 in Section 1 and Lot 38 in Section 2, T24N, R119W, Lincoln County, Wyoming, lying and being situated southerly of the. following described existing fence line: Beginning at a point 'on the east line of Section 1, N00°14'38"E, 583.78 feet of the closing corner between said Section 1 and Section 6, T24N, R118W, on the south line of said Tract 97; thence N88053'04"W, 881.38 feet along said fence to a point; thence N88050'13"W, 1070.76 feet along said fence to a point; thence N88°47'59"W, 690.86 feet along said fence to a point; thence N88°47'13"W, 1011.30 feet along-said fence to a point; thence N88°42'26"W, 934.30 feet along said fence to a point; thence N88041'49"W, 457.76 feet along said fence to a point; thence N88°20'37"W, 560.07 feet, more or less, along said fence and a westerly protraction of said fence to the west line of said Lot 38 Together with all water and water rights, livestock watering systems and livestock tanks, ditches, and ditch rights Used thereon or appurtenant thereto, including but not limited to the following: Permit Number pitch _Source Date of AI3proDriation Territorial Bourne Smith Fork Trib. of Bear River 1887 Territorial Forgeon Irrigation Spring Creek Trib. of Bear River 6-1-1885 Territorial Martin Spring Creek Trib. of Bear River 6-1-1887 Territorial Pixley Irrigation Bear River 1880 5718 E Pixley Enlargement Bear River 4-24-1930 5719 E Pixley Enlargement Bear River 4-24-1930 Territorial - Mills & Tregea Bear River 11-17-1882 Territorial Stoffers Sublette Creek Trib. of Bear River 1882 Territorial Abraham Stoner Sublette Creek Trib. of Bear River 2-6-1882 6358 Kenyon Spring Creek Trib. of Bear River 11-26-1904 6811 V.H. Pine Creek Trib, Smiths Fork 7-10-1905 2211 E V.H. Enlargement Pine Creek Trib. Smiths Fork 4-6-1910 7677 Frederick No. 1 Underwood or Trail Creek 2-7-1907 9249 Marks No. 1 Lost Creek 8-2-1909 9250 Marks No. 2 Lost Creek 8-2-1909 295 E Mau Enlargement Smith Fork Trib. of Bear River 5-31-1897 4561 E Covey Enlargement Smith Fork Trib. of Bear River 9-27-1927 7678 Frederick No. 2 Wyman Creek 2-7-1907 Supplemental 4438 R Bartek "A. Res. Bartek "A" Spring 2-17-1931 Stock 4439 R Bartek 'B' Res. Bartek 'B" Spring 2-17-1931 Stock 13760 V.H. House North Fork, Sublette Creek 11-12-1915 Woodruff Narrows Reservoir Company, Number, 111, 625 shares of commOn stock Woodruff Narrows Limited Partnership, Numb'er 111 625 units of Limited pa.r tnership interest ' First Mortgage and Security Agreement - Exhibit B Mortgagor: Thompson Land and Livestock Company Mortgagee: Metropolitan Life Insurance Company IRRIGATION EQUIPMENT: Power Units: Pumps: 1. Cummins Diesel - 125 HP, Serial No. E2691 2. US Electric - 75 HP, Serial No. 1309595 3. US Electric - 75 HP, Serial No. N/A 1. Fairbanks-Morse - 1,250 GPM, Serial No. P2C2703 2. Western - 1,350 GPM, Serial No. N/A 3. Gould, Serial No. 0-20161 Central Pivot Sprinkler Systems: 1. Zimmatic, Serial No. L39011, 9 towers w/end gun 2. Zimmatic, Serial No. L48495, 10 towers w/end gun 3. Lindsay, Serial No. L72356, 9 towers w/end gun 4. Lindsay, Serial No. L74900, 7 towers w/end gun Side Roll Wheel Line Sprinklers: 7 1/4 Mile sections w/Randolph Gearhead Drive, Serial No. 913838 And all additions, renewals, and replacements thereto. Together with all ;vater and water rights, livestock watering systems and livestock tanks, ditches, and ditch rights used thereon or appurtenant thereto. Page 1 of 1