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EXHIBIT B
Case 1:17-cv-02134-TWP-TAB Document 1-2 Filed 06/20/17 Page 2 of 10 PageID #: 15

SEWER AND WATER CONNECTION AGREEMENT

Big Woods Brewing Co Facility

Brown County Indiana

This Sewer and Water Connection Agreement Agreement made and entered
into this 1 ticlay of May 2017 is between the TOWN OF NASHVILLE INDIANA
Town and REDTRUCK LLC Customer and is regarding the provision of sewer
and water service to property generally located along Old State Road 46 in Nashville
Indiana Property

RECITALS

A The Town owns and operates municipal water system including a sixinch
water transmission line that is immediately adjacent to the Property with sufficient
capacity to provide potable water and fire protection service
B The Town also owns and operates a municipal wastewater collection and
treatment system with capacity to serve the anticipated needs of the Property

C The Customer owns or controls the Property and has either requested or
will request that the Property be annexed into the Town

D The Customer currently receives sewer and water service from the Town
and will soon be constructing a new brewery distillery and event center Facility on
the Property for which the Customer desires sewer and water service from the Town
E The Town agrees to provide sewer potable water and water for fire
protection service to the Customer and Property consistent with the terms and
conditions set forth herein

NOW THEREFORE in consideration of the mutual agreements and covenants

set forth below and other good and valuable consideration the receipt and sufficiency
of which are hereby mutually acknowledged the Parties agree as follows

ARTICLE I
RECITALS

Section 1 Recitals are Part of Agreement The representations and

recitations set forth in the foregoing Recitals are material to this Agreement and are
hereby incorporated into and made a part of this Agreement as though they were fully
set forth in this Section

ARTICLE II
RIGHTS AND RESPONSIBILITIES OF THE TOWN

Section 2
1 Provision of Service The Town shall furnish sewer and water
Case 1:17-cv-02134-TWP-TAB Document 1-2 Filed 06/20/17 Page 3 of 10 PageID #: 16

service to the Property subject to the limitations outlined below

Section 2 Rates and Charges The Town will impose the rates and charges
as set forth in the applicable ordinances that are adopted from time to time by the Town
Council The Town Council agrees to periodically review and analyze its rates and
charges and adjust the same to reflect the Town
s cost of serving its various classes of
customers Absent materially different usage characteristics the Town will not offer any
lower rates than what is paid by the Customer Any increase in rates to the customer
may not include the cost of extending service to other customers of the Town or include
customer classes Prior to any increase to the
the cost of providing service to other
s rates the Town shall provide the Customer with at least a sixty 60 day
Customer
notice prior to implementation of any new rates
Section 2
3 Connection to the Town
s Sewer and Water Facilities The parties
recognize that some or all of the Property has been annexed into the Town and that the
Town currently has a water line immediately adjacent to the Property and sewer
facilities in close proximity thereto

Section 2
4 Modifications and Revisions The parties agree that the Town
s
existing facilities are sufficient to meet the anticipated needs of the Customer i
e
appropriately 1 million gallons per month upon buildout If however the Customer
materially changes its usage such that it later requires special or modified facilities the
Town may in its sole discretion elect to complete the desired facilities and thePrior
or modified facilities
Townto
may impose on the Customer the cost of these special
imposing any costs for special or modified facilities the Town shall provide the
Customer with a written notice of the estimated cost

Section 2
5 Termination of Service In addition to any other available statutory
remedies the Town may terminate water service if the Customer violates the Town s
ordinances governing the use of its sewer or water systems or fails to pay any portion of
the Town
s sewer andor water rates and charges

Section 2
6 Right to Enter Premises The Town shall have the right to enter
upon Customer
s premises at all reasonable times to inspect install repair or replace
any equipment used in connection with or which has an impact on the Town
s service
Any damages to the Customer
s Property as a result of such entry shall be repaired to
the reasonable satisfaction of the Customer and at the expense of the Town
ARTICLE III
RIGHTS AND RESPONSIBILITIES OF THE CUSTOMER

Section 31 Connection to the Town s Facilities The Customer will be

and water service lines Service Lines that will be
responsible for constructing sewer

used to transport sewage and water from the Town

s facilities at or near the Property to
the internal piping for the Facility

2
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Section 3
2 Customer Responsible for Service Lines The Customer will
maintain sole responsibility for operating maintaining and replacing the Service Lines
which includes all internal piping in the Facility

Section 3 Rates and Charges The Customer will be responsible for all fees
rates and charges imposed by the Town The failure to timely pay any rate or charge
will result in penalties and interest as set forth in Indiana law The failure to pay any fee
may also result in the Town i filing a lien against the Property ii terminating water or
sewer service to the Property and iii seeking any and all collection costs including
s fees
attorney

Section 3
4 Future Customers The Customer hereby waives all right to refuse
or remonstrate against any further customers unless service to the future customers
jeopardizes service to the Property or materially impacts the Customer
s rates or
charges The Customer also agrees that it will not disconnect from the Town
s sewer or
water systems andor connect to any other sewer or water systems operated by the
Customer or any other party unless the Town is unable to perform hereunder Nothing
in this Section is intended to prevent the Customer from recapturing or reusing water on
the Property for cooling irrigation or related purposes

Section 3
5 Use of the Town
s System The Customer will refrain from using the
s sewer or water systems which in any way inhibits the Town from providing
Town
service or causes damage to the Town
s facilities The Customer is prohibited from
working on or altering the Town
s facilities and the Customer will not permit or allow the
unauthorized connection or extension of its Service Lines or any part of the Town
s
system

Section 3
6 Additional Easements The Customer agrees to provide easements
without compensation on over and across the Property for sewer and or water
service to facilitate the provision of sewer and water service to the Property and any
neighboring properties The location of such easements shall be determined at a future
date by mutual agreement of the parties

ARTICLE IV
MISCELLANEOUS

Section 4
1 Legal Description for
Property The legal description that is
attached hereto as Exhibit A and incorporated herein by reference is a true and
accurate legal description of the Property

Section 4
2 Binding on Assigns The parties agree that the
Successors and
s service touches and concerns the land and this Agreement shall be binding
Town
upon and inure to the benefit of the parties hereto as well as their grantees
successors and assigns

Section 4
3 Entire Agreement This Agreement sets forth the entire agreement
between the parties hereto and fully supersedes any prior agreements or
understandings between the parties pertaining to the subject matter hereof
3
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Section 4 Amendment and Waiver Neither this Agreement nor any term
hereof may be changed modified altered waived discharged or terminated except by
written instrument Failure to insist upon strict adherence to any term of this Agreement
shall not be considered a waiver or deprive that party of the right thereafter to insist
upon strict adherence to that term or any other term of this Agreement
Section 4
5 Counterparts This Agreement may be executed in counterparts
including facsimile or photocopy counterparts each of which shall be deemed an
original but all of which taken together shall constitute a single document
Section 4
6 Recordation The Town may record this Agreement at the Town
s
cost

Section 4
7 Authority of Parties Each party and signatory hereto has the
authority to enter into this Agreement and at all times has full authority to perform this
Agreement No further approval or consent by any other person or authority is required
Section 4
8 Captions The captions to this Agreement are for convenience or
reference only and shall not be given any effect in the interpretation of this Agreement
9 Notices
Section 4 All notices consents and other communications

collectively Notices shall be given to the Town or the Customer in writing to the
addresses set forth below

Town Town of Nashville Indiana

200 Commercial Street
O Box 446
P
Nashville IN 47448
Attn President Town Council

Customer Red Truck LLC

O Box 100
P
Nashville IN 47448

With Copy to J Christopher Janak

Bose McKinney Evans LLP
111 Monument Circle Suite 2700
Indianapolis In 46204

Either party may change its address for Notices by giving written notice to the other
party in accordance with this provision
Section 4
10 Severabilitv If any provision of this Agreement is found by a court
of competent jurisdiction to be illegal invalid or unenforceable the remaining terms
hereof will not be affected and in lieu of each provision that is found to be illegal
invalid or unenforceable a provision will be added as part of this Agreement that is as
4
Case 1:17-cv-02134-TWP-TAB Document 1-2 Filed 06/20/17 Page 6 of 10 PageID #: 19

similar to the illegal invalid or unenforceable provision as may be possible and be

legal valid and enforceable
Section 4
11 Governing Law This Agreement shall be governed by and
construed under the laws of the State of Indiana

RED TRUC

By
Printed 0

Its

STATE OF
SS
C O U NTY O F P J
Notary Public in and for said County and State personally
appeared 1 L h1 re
by me known to be the ick
I
for Red Truck L1C
who acknowledged the execution of the foregoing Water
Connection Agreement on behalf of said entity
n
2017
WITNESS my hand and Notarial Seal this I I day of
4
C 2 1
Nota Public

4
Printed Signature
My Commission Expires
i
T MARLA ROBERTS
S e Notary Public State of Indiana
O1A
Brown County
Commission 669399
My County of Resi R8 My Commission Expires
June 21 2023
I

5
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TOWN OF NASHVILLE INDIANA

Printed hCu
l
1tS
Title Cu UC1c 14
eS1dt

STATE OF I L
ctrY
SS
COUNTY OF BROWN

Before me a Notary Public in and for said County and State personally
appeared Charles B King by me known to be the President of the Town Council for the
Town of Nashville Indiana who acknowledged the execution of the foregoing Water
Connection Agreement on behalf of the Town of Nashville Indiana
of 2017
WITNESS my hand and Notarial Seal this 10 day

Notary Public
SG
hh
Printed Signature
My Commission Expires 4
y
Mal I A014
M Count of Residence
Iwo
route a

I affirm under the penalties for perjury that I have taken reasonable
law
care to redact each
J Christopher Janak
Social Security number in this document unless required by

Form of this instrument prepared by J Christopher Janak Attorney at Law Bose

McKinney Evans LLP 111 Monument Circle Suite 2700 Indianapolis Indiana 46204
4
3201573

6
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EXHIBIT A

Legal Description to the Property

4
Case 1:17-cv-02134-TWP-TAB Document 1-2 Filed 06/20/17 Page 9 of 10 PageID #: 22

EXIiII3I1 A

l7E SC1I PITON

The following described real estate located in Brown County Indiana towit

A part of the West half of the Northeast quarter of Section 19 Township 9 North Range
3 East of the Second Principal Meridian described as follows Beginning at a point on
the North line of said half quarter section 292
0 feet East of the Northwest corner thereof
thence South 3 degrees East 929
5 feet thence South 6 degrees 15 minutes West 1122
0
feet to the centerline of State Road No 46 thence South 80 utes East with
degrees 3Q minutes
said centerline 600
0 feet thence Southeasterly with said centerline 237
0 feet thence
North 22 degrees 30 minutes East 1000
0 feet to the Southeast corner of the Northwest
quarter of the Northeast quarter of said Section 19 thence North on the East line of last
said quarter quarter section 1358
0 feet to the North line of said half quarter section
thence West on said North Line 1062
0 feet to the place of bcgirming containing 51
1
acres more or less subject to all legal rights
way and easements
of

The following described real estate located in Brown Comity Indiana to

wit

Also the Southeast quarter ofthe Southeast quarter of Section 18 Township 9 North
Range 3 East more particularly described as follows Beginning at a stone at the
Southwest corner of said quarter quarter section thence North on the West line of said
quarter quarter section 1382
8 feet to a stone at the Northwest comer thereof thence East
on the North line of said quarter quarter section 1356
6 feet to a stone at the Northeast
corner thereof thence South on the East line of said quarter quarter section 1370
3 feet to
a stone at the Southeast corner thereof thence West on the South line of said quarter
quarter section 1351
5 feet to the place trf beghming containing 42
8 acres more or less
subject to all legal rights of way and easements
Case 1:17-cv-02134-TWP-TAB Document 1-2 Filed 06/20/17 Page 10 of 10 PageID #: 23

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