Key Number________________________________

INDIANA CONSERVATION EASEMENT

DATE: May _____, 2002

DONOR: John Doe and Mary Doe, husband and wife

1000 South Creasy Lane

Lafayette, IN 47905

FOUNDATION: Your Creek Foundation, Inc.

133 N 4th Street, Suite 404

Lafayette, IN. 47901

PROPERTY: A 101 acre tract, more or less, located in Generic Township, Tippecanoe County, Indiana

LEGAL DESCRIPTION: See Exhibit A attached hereto and made a part hereof.

CONVEYANCE: The Donor conveys and warrants to the Foundation a Perpetual Conservation Easement (“Easement”) of 11.15 acres (more or less) located in Generic Township, Tippecanoe County, Indiana. See Exhibit B attached hereto and made a part hereof. The conveyance of the Easement is a gift from the Donor to the Foundation.

CONSERVATION VALUES: The Property possesses natural, scenic, open space, biological and ecological values of prominent importance to the Donor, the Foundation, and the public. These values are referred to as the “Conservation Values” in this Easement.

SUBDIVISION: Donor as John Doe Development is the petitioner in S-2232, a “Subdivision” before the Tippecanoe County Area Plan Commission. This subdivision is not serviced by public utilities for water and sewer. Until such time as public sewer is available to the Property, Donor is required that all septic systems in the subdivision be of the sand filter/drip type system and shall be subject to an annual inspection by a qualified professional.

PURPOSE OF THIS CONSERVATION EASEMENT:

A. The Donor is the fee simple title owner of the Property, and is committed to preserving the conservation values of the Easement. The Easement assures that it will be perpetually preserved in its predominately natural and scenic condition. Any use of the Easement that may impair or interfere with the Conservation Values is expressly prohibited. Donor agrees to confine the use of the Easement to activities consistent with its purposes and preservation of the Conservation Values.

B. The Foundation is a tax-exempt, nonprofit Indiana corporation qualified under Internal Revenue Code Sections 501(c)(3) and 170(h)(3) and 170(h)(4)(ii) and (iii); the Uniform Conservation Easement Action, I.C. 32-5-2.6-1 through 7. The Foundation protects natural habitats of fish, wildlife, plants or similar ecosystems. The Foundation also preserves open spaces, including farms and forests, where such preservation is for the scenic enjoyment of the general public or pursuant to clearly delineated governmental conservation policies and where it will yield a significant public benefit

C. The Property has the following specific Conservation Values:

1. A scenic landscape and natural character that would be impaired by a modification of the Easement.

2. Significant natural habitat in which fish, wildlife, plants, or the ecosystems which support them, thrive in a natural state.

3. The Property includes frontage on the Wildcat Creek. Protection of the Easement in its natural and open space condition helps to ensure the quality and quantity of water resources along the Wildcat Creek.

THE PARTIES AGREE TO THE FOLLOWING TERMS OF THIS CONSERVATION AGREEMENT:

1. PROHIBITED ACTIONS. Any activity on or use of the Easement inconsistent with the purposes of this Easement is expressly prohibited. By way of example, the following activities and uses are explicitly prohibited:

a. Construction. The placement or construction of any man-made modification, such as buildings, structures, or fences, except as permitted herein; no structures will be permitted in the Easement or within 50 feet of the landward side of the Easement.

b. Cutting Vegetation. Clearing, cutting, or other destruction of live trees or vegetation.

c. Land Surface Alteration. Excavation, mining, filling, removal of topsoil or sand, dike building, dams, channelization or dredging. Artificial erosion control materials shall not be added to the Wildcat Creek or its banks except as permitted herein.

d. Dumping. Waste and unsightly or offensive materials including, but not limited to, dumping of trash, machinery, junk cars, etc. are not allowed and may not be accumulated on the Easement.

e. Off Road Vehicles. Motorized off-road vehicles, such as snowmobiles, dune buggies, all terrain vehicles and motorcycles may not be operated on the Easement.

f. Mowing and Pesticides. Application of pesticides, including, but not limited to, insecticides, fungicides, rodenticides, and herbicides, as well as grazing of livestock, tillage, or mowing in the Easement.

g. Utility Lines. No new telephone, telegraph, cable television, electric, gas, water, sewer, or other utility lines shall be routed over, under, in, upon, or above the Easement without the prior written consent of the Grantor and the Grantee, which consent shall not be unreasonably withheld.

h. Native Plant Species. Donor shall not plant any species in the Easement except those native to Tippecanoe County, Indiana, and are further described in Exhibit C attached.

2. RIGHTS OF THE FOUNDATION. The Donor confers the following rights upon the Foundation to perpetually maintain the Conservation Values of the Easement:

a. Right to Enter. The Foundation has the right to enter the Easement for reasonable inspection to monitor or to enforce compliance with this Conservation Easement. The Foundation may not, however, unreasonably interfere with the Donor’s use and quiet enjoyment of the Property. The Foundation has no right to permit others to enter the Easement. The general public is not granted access to the Property under this Easement.

b. Right To Preserve. The Foundation has the right to prevent any activity on or use of the Easement that is inconsistent with its purposes.

c. Right to Require Restoration. The Foundation has the right to require restoration of the areas or features of the Easement that are damaged by activity inconsistent with this Conservation Easement.

d. Signs and Billboards. Billboards are prohibited. Signs are prohibited, except the following signs may be displayed to state: the name and address of the property or the owner’s name, the area is protected by a conservation easement and the name of the Grantee, and the prohibition of any unauthorized entry or use.

3. PERMITTED USES. Donor retains all ownership rights that are not expressly restricted by this Easement. In particular, the following rights are reserved:

Right to Convey. The Donor retains the right to sell, mortgage, bequeath or donate the Easement. Any conveyance will remain subject to the terms herein and the subsequent owner will be bound by all obligations in this agreement.

4. FOUNDATION REMEDIES. This section addresses cumulative remedies of the Foundation and limitations on these remedies.

a. Delay in Enforcement. A delay in enforcement shall not be construed as a waiver of the Foundation’s right to eventually enforce the terms of the Easement.

b. Acts Beyond Donor’s Control. The Foundation may not bring an action against the Donor for modifications to the Easement resulting from causes beyond the Donor’s control. Examples are: unintentional fires, storms, natural earth movement, trespassers or even a Donor’s well-intentioned actions in response to an emergency resulting in changes to the Easement. The Donor has no responsibility under the Easement for such unintended modifications.

c. Notice and Demand. If the Foundation determines that the Donor is in violation of the Easement, or that a violation is threatened, the Foundation may provide written notice to the Donor unless the violation constitutes immediate and irreparable harm. The written notice will identify the violation and request corrective action to cure the violation or to restore the Easement.

d. Failure to Act. If, for a 28 day period after written notice, the Donor continues violating the Easement, or if the Donor does not abate the violation and implement corrective measures requested by the Foundation, the Foundation may bring an action in law or in equity to enforce the terms of this Conservation Easement. The Foundation is also entitled to enjoin the violation through injunctive relief, seek specific performance, declaratory relief, restitution, reimbursement of expenses, or an order compelling restoration of the Easement. If the court determines that the Donor has failed to comply with the Easement, then the Donor also agrees to reimburse all reasonable costs and attorney fees incurred by the Foundation.

e. Unreasonable Litigation. If the Foundation initiates litigation against the Donor to enforce the Easement, and if the court determines that the litigation was without reasonable cause or in bad faith, then the court may require the Foundation to reimburse the Donor’s reasonable costs and attorney fees in defending the action.

f. Donor’s Absence. If the Foundation determines that the Easement is, or is expected to be, violated, the Foundation will make good-faith efforts to notify the Donor. If, through reasonable efforts, the Donor cannot be notified, and if the Foundation determines that circumstances justify prompt action to mitigate or prevent impairment of the Conservation Values, then the Foundation may pursue its lawful remedies without prior notice and without awaiting the Donor's opportunity to cure. The Donor agrees to reimburse all costs associated with this effort.

g. Actual or Threatened Non-Compliance. Donor acknowledges that actual or threatened events of non-compliance under the Conservation Easement constitute immediate and irreparable harm. The Foundation is entitled to invoke the equitable jurisdiction of the court to enforce this Conservation Easement.

h. Cumulative Remedies. The preceding remedies of the Foundation are cumulative. Any, or all, of the remedies may be invoked by the Foundation if there is an actual or threatened violation of this Conservation Easement.

5. OWNERSHIP COSTS AND LIABILITIES. In accepting this Easement, the Foundation shall have no liability or other obligation for costs, liabilities, taxes or insurance of any kind related to the Easement. The Foundation, its members, directors, officers, employees and agents have no liability arising from injury or death to any person or physical damage to any part of the Easement. The Donor agrees to defend the Foundation against such claims and to indemnify the Foundation against all costs and liabilities relating to such claims during the tenure of the Donor’s ownership of the Easement. Subsequent owners of the Easement will similarly defend and indemnify the Foundation for any claims arising during the tenure of their ownership.

6. CESSATION OF EXISTENCE. If the Foundation shall cease to exist or if it fails to be “a qualified organization” for purposes of Internal Revenue code Section 170(h)(3), or if the Foundation is no longer authorized to acquire and hold conservation easements, then the Easement shall become vested in another entity. This entity shall be a “qualified organization” for purposes of Internal Revenue Code Section 170(h)(3). The Foundation’s rights and responsibilities shall be assigned to the following named entities in the following sequence:

i. Another land trust or Foundation having similar conservation purposes;

ii. Any other entity having similar conservation purposes to which such rights may be awarded.

7. TERMINATION. The Easement may be extinguished only by an unexpected change in condition that causes it to be impossible to fulfill the Easement’s purposes, or by exercise of eminent domain.

a. Unexpected Change in Conditions. If subsequent circumstances render the purposes of the Easement impossible to fulfill, then the Easement may be partially or entirely terminated only by judicial proceedings. The Foundation will then be entitled to compensation in accordance with the provisions of IRC Treasury Regulations Section 1.170A-14(g)(6)(ii).

b. Eminent Domain. If the Easement is taken, in whole or in part, by power of eminent domain, then the Foundation will be entitled to compensation by the same method as set forth in IRC Treasury Regulations Section 1.170A-14(g)(6)(ii).

8. LIBERAL CONSTRUCTION. The Easement shall be liberally construed in favor of maintaining the Conservation Values of the Easement and in accordance with the Uniform Conservation Easement Act, I.C. 32-5-2.6-1 through 7.

9. NOTICES. For purposes of this agreement, notices may be provided to either party by personal delivery or by mailing a written notice to that party (at the address shown at the top of this agreement, or at last known address of a party) by certified or registered First Class mail. Service will be complete upon depositing the properly addressed notice with the U.S. Postal Service with sufficient postage.

10. SEVERABILITY. If any portion of the Easement is determined to be invalid, the remaining provisions will remain in force.

11. SUCCESSORS. The Easement is binding upon, and inures to the benefit of, the Donor’s and the Foundation’s successors in interest. All subsequent owners of the Easement are bound to all provisions of the conservation easement to the same extent as the current Donor.

12. TERMINATION OF RIGHTS AND OBLIGATIONS. A party’s future rights and obligations under this Easement terminate upon transfer of that party’s interest in the Easement. Liability for acts or omissions occurring prior to transfer will survive the transfer.

13. INDIANA LAW. The Easement will be construed in accordance with Indiana Law.

14. RECORDATION. Grantee shall record this instrument in timely fashion in the official records of Tippecanoe County, Indiana, and may re-record it at any time as may be required to preserve its rights in this Easement.

15. ENTIRE AGREEMENT. The Easement sets forth the entire agreement of the parties. It is intended to supersede all prior discussions or understandings.

DONOR: FOUNDATION:

John Doe and Mary Doe, Your Creek Foundation, Inc.,

husband and wife an Indiana nonprofit corporation

____________________________________

John Doe By_________________________________

Printed:_____________________________

Title: _______________________________

____________________________________

Mary Doe

STATE OF INDIANA )

) SS:

COUNTY OF TIPPECANOE )

Before me, a Notary Public in and for said county and state, personally appeared John Doe and Mary Doe, husband and wife, and affirmed that the above and foregoing representations were true and correct to the best of their knowledge and belief.

Dated this ______ day of _____________________, 2005.

__________________________________________

Printed:___________________________________

My commission expires:

__________________________ Resident of _________________________ County