Conditions of the Purchase Option
Click the image for a larger view.
Below are come extracts from the
SIGNED Purchase Option Agreement
Section 2.B-D: Option Price/Payment/Exercise
This section has extensive redactions so almost the entire content is unknown. It is not possible to confirm the land purchase price or the content of these sections. It is unknown why this information is redacted since County officials have stated that the purchase price is $4,800,000.
Section 3.A: Option Purchase Price
This section has been entirely redacted so it is not possible to verify the actual cost of the Option.
Section 3.D.: Environmental Liability Allocation
Camden County will assume any and all Environmental Liability except for liabilites that arose entirely from Union Carbide's prior activity or the costs with cleaning up the currently known SWMUs and MRAs. It will be the responsibility of Camden to find any unknown environmental risks prior to closing since all future risk will be on Camden County.
Section 3.E.D Environmental Insurance
The Purchase Contract requires that Camden purchase $10,000,000 of insurance to protect both Camden County and Union Carbide from damage claims and costs of restoration issues related to the toxic landfill. Assuming that $10,000,000 is enough and that Camden can actually purchase such a policy the toxic Landfill is still very close to the launch and landing sites. The toxic dump is still leaking. They still will not know what the results of launch seismic vibrations will have on the toxic Landfill. The Landfill will still be encroaching on Todd Creek and will still require future mitigation. But whereas Union Carbide now has all of the responsibility for the toxic Landfill they created, Camden County seems to be willing to takeover some of the responsibility and costs. Similarly to the lawsuit between Union Carbide and Thiokol over this same property, liability for the landfill, whether due to spaceport operations or not, could end up in expensive litigation and perhaps result in a split decision exposing Camden County to huge costs. At the very least, Camden has to insure against this risk.
Section 3.G.: Adjustments at Closing
This section is 100% redacted so the entire content is unknown.
Section 4.A.(vii): Cooperation Provision
The purchase contract with Union Carbide requires that Camden County cooperate with and support [Union Carbide's] efforts to subdivide the Landfill from the spaceport property, and to revise the Environmental Covenant covering the Landfill and its impact on the 4,011 acre site.
Section 4.B.: Termination
Camden County shall have the right to terminate the Purchase Agreement at any time prior to the expiration of the Option Period. However, officials have stated that Camden can get a refund of our $960,000 deposit if the FAA does not approve the spaceport. Redactions in the Agreement conceal this information so it cannot be verified.
Section 5.iv.: Subdivision/Environmental Covenant Revision
If Union Carbide is unable to separate the landfill from the property, and to achieve other revisions to the Environmental Covenant, then they can cancel the agreement. It is unclear if the deposit is refunded.
Exhibit B-1: Dock and Marina Not Included
It is interesting that the deep water dock and access to Floyd Creek shown in Camden County's FAA Public Hearing documents are not a part of the purchase transaction with Union Carbide.
Attachment: March 25, 2015 Letter from GDNR
Item 5: "...sufficient evaluation has not been performed to properly assess the risk to human health and the environment in accordance with EPA guidance document, Munitions and Explosives of Concern Hazard Assessment Methodology (October 2008)."
Why have things that officials told reporters or otherwise said publically been redacted in the Option Agreement?
What's in Section 2 that's been redacted?
What will the $10,000,000 insurance policy cost Camden?
How does Camden expect to afford to pay out up to $100,000 for each future environmental claim?
How can Camden be 100% sure that all of the hazardous waste sites have been found before the Contract deadlines?
Since Union Carbide is an Addionally Insured, why are they not also paying for the insurance?
How much insurance is Union Carbide required to carry if they fail to contain the Landfill according to the GEPD agreement?
What's on Page 11 and half of Page 12 that has been redacted?
Why is the Toxic landfill being technically separated out of the spaceport site on paper instead of being removed altogether?
Can Camden County terminate the Purchase Agreement if the Commissioners decide they made a mistake trying to buy the property?
Is there an agreement with Bayer for Camden County to access the Dock and Floyd Creek? What will that agreement cost? Can we see the agreement?
Who is the person(s) responsible in Camden County for understanding and following up on all the specific site environmental requirements from Georgia DNR, US EPA, and the FAA? What is that costing? If a hired consultant is the responsible person, does that person carry enough liability insurance coverage for errors and omissions?
The Option period is for two years. Why is Union Carbide allowed to not pay property taxes while the deal is being processed?