Wal-Mart Access Easement Recorded as document 2018-061695 (2)Dow,, nAPW��
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ADA COUNTY RECORDER Christopher D. Rich 2018-061695
BOISE IDAHO Pgs=11 CHE FOWLER 07/02/2018 01:01 PM
PT-USRIF MERIDIAN LLC AMOUNT:$40.00
III HIM 11111111111111111 IIII 1111 I IIIIIIIII 11 IPI
00514860201800616950110119
ACCESS EASEMENT
THIS ACCESS EASEMENT ("Easement") is entered into as of the day of
2018, by and between WAL-MART REAL ESTATE BUSINESS TRUST, a Delaware
statutory trust with an address of 702 S.W. 8th Street, Bentonville, AR 72716 and with notices
sent to 2001 SE I Oh Street, Bentonville, AR 72716-0550, Attention: Realty Manager of
("Wal-Mart"); and PT — USRF Meridian, LLC, a Delaware limited liability company with an
address of c/o Pine Tree Commercial Real LLC 40 Skokie Boulevard, Suite 610. Northbrook,
Illinios 60062. Attn: Property Management ("Grantee").
WITNESSETH
WHEREAS, Wal-Mart is the owner of that certain tract or parcel of land situated in
the City of Meridian, County of Ada, State of Idaho, identified as Tract 1 on the site plan
attached hereto as Exhibit "A" and more fully described on Exhibit "B" ("Tract I"); and
WHEREAS, Grantee is or will be by the time this instrument is recorded the owner
of that 2.56 acre, more or less, tract or parcel of land in the same city, county, and state, which
tract lies adjacent to Tract 1 and is identified as Tract 2 on Exhibit "A" and more fully described
on Exhibit "B" ("Tract 2"); and
WHEREAS, Grantee has requested from Wal-Mart, and Wal-Mart is desirous of
granting to Grantee, a non-exclusive easement for pedestrian and vehicular ingress and egress
over and across that portion of Tract 1 identified as the Access Area on Exhibit "A" and more
fully described on Exhibit "C" ("Access Area").
NOW THEREFORE, in consideration of one dollar ($1.00) and other good and
valuable consideration, Wal-Mart does hereby grant to Grantee a non-exclusive easement for
vehicular and pedestrian ingress and egress (but not parking) over and across the Access Area for
access to and from Tract 2, subject to the following terms and conditions to which the parties
hereto do hereby agree:
1. Grant of Easement and Use of Access Area. Wal-Mart hereby grants to
Grantee a non-exclusive easement for pedestrian and vehicular ingress and egress (but not
parking) over and across the Access Area. The ingress and egress rights granted hereby may be
used non -exclusively by, and are limited to, Grantee and its tenants and their respective
customers and employees directly associated with the business operation to be loc&ted on Tract 2.
Only passenger vehicles, light trucks and pedestrian traffic associated with Tract 2 may use the
Access Area, but nothing herein shall be construed to limit or restrict ingress or egress associated
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with Tract 1 or any part thereof. Grantee shall not be allowed to use the Access Area for heavy
truck traffic, delivering merchandise to the business operation to be located on Tract 2 or parking
of any kind.
2. Restrictions. Grantee covenants that Tract 2 will only be used for purposes of
the kind typically found in shopping centers, and for no other purpose without the prior written
consent of Wal-Mart, or its successors. Grantee further covenants that Tract 2 shall not be used
for or in support of the following: (i) a discount store including but not limited to, a variety,
general or "dollar" type store in excess of eight thousand (8,000) square feet in floor size,
wholesale membership/warehouse club, grocery store/supermarket, pharmacy/drug store; (ii) car
wash, convenience store, gas station, quick lube/oil change facility, automobile tire sales; (iii)
movie theater, bowling alley, health spa/fitness center in excess of 4,000 square feet of floor area;
(iv) adult book store, adult video store (an adult video store is a video store that sells or rents
videos that are rated NC -17, X, XX, XXX, or of a rating assigned to works containing material
more sexually explicit than XXX, by the film rating board of the Classification and Rating
Administration), pawn shop, bar (other than a bar as part of a restaurant, so long as the sale of
alcoholic beverages does not exceed 40% of the total gross sales), night club, billiard parlor, any
place of recreation/amusement, or any business whose principal revenues are from the sale of
alcoholic beverages; or (v) any business whose major source of business is derived from the
cashing of checks or making loans. This is not to exclude the regular business of any bank or
financial institution insured by the F.D.I.C.
3. Maintenance. (a) In the event Wal-Mart fails to reasonably maintain or repair
the Access Area, Grantee may do so at its sole expense, provided Grantee uses like or similar
quality and type of materials originally installed on the Access Area, and further provided
Grantee does not change the grade or elevation of the Access Area without the permission of
Wal-Mart. Any repair or maintenance performed within the Access Area must be preceded by a
thirty (30) day written notice to Wal-Mart.
(b) Grantee shall, at its sole cost and expense pave any unpaved portion of the curb
cut area from Tract 2 to the Access Area, and if, in the process of paving and developing the
Access Area, Grantee encounters any irrigation equipment previously installed by Wal-Mart in
the Access Area, Grantee shall disconnect and relocate any such equipment at Grantee's sole
cost. If Grantee encounters any utility lines under the Access Area, Grantee shall encase said
lines in order to protect same. If it is necessary for Grantee to remove trees or any other type of
landscaping, it shall relocate same adjacent to the Access Area in a location acceptable to
Wal-Mart.
4. DamaYre_to Access Area. or Other Improvements. If, in the process of
developing Tract 2, Grantee damages, breaks, destroys, or in any way impairs the Access Area,
or any other improvements of Wal-Mart, Wal-Mart in its sole discretion, may require Grantee to
either: (i) restore at Grantee's sole cost and expense the Access Area, or Wal -Mart's
improvements, to their original quality and condition; or (ii) Wal-Mart may restore the Access
Area, or improvements, and invoice Grantee for Wal -Mart's costs incurred restoring the damaged
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Access Area, or improvements; whereupon Grantee agrees to reimburse Wal-Mart within thirty
(30) days of receipt of an invoice for such expenses.
5. Indemnification. Grantee shall indemnify and hold harmless Wal-Mart, Wal-
Mart Stores, Inc., and all affiliates and subsidiaries thereto, and all officers, directors,
shareholders employees and agents thereof (collectively the "Wal-Mart Entities"), from any
damages or liability to persons or property that might arise from the use of the Access Area by
Grantee, Wal-Mart Entities' customers, suppliers, employees, and tenants or anyone else using
the Access Area for ingress and egress to and from Tract 2. Grantee further agrees that Grantee
will at all times during the duration of this easement maintain and pay for comprehensive general
liability insurance affording protection to Wal-Mart and Grantee naming Wal-Mart as an
additional insured on the policy or policies for a combined bodily injury and property damage
limit of liability not less than $5,000,000.00 for each occurrence. Grantee further agrees, upon
request to deliver to Wal-Mart a certificate or certificates from an insurance company or
insurance companies reasonably satisfactory to Wal-Mart evidencing the existence of such
insurance and naming Wal-Mart as an additional insured.
6. Curb Cuts. Grantee shall be entitled to install no more than two (2) thirty (30)
foot curb cut(s) as shown on the Grantee's Plan of Development as approved by Wal-Mart
7. Reserved.
8. ComDliance. Grantee hereby warrants and represents to Wal-Mart that Grantee
in exercising its rights under this Easement shall comply fully with any federal, state or local
laws, regulations, ordinances, permits or other authorizations. In addition to the other
representations contained herein, Grantee hereby warrants and represents to Wal-Mart that
Grantee shall comply fully with any federal, state or local laws, regulations, ordinances, permits
or other authorizations or approvals or other requirements relating to storm water discharges or
the control of erosion or sediment discharges from construction projects, including but not
limited to the Clean Water Act, 33 U.S.C. § 1251 et seq., and the Storm Water General Permit
for Discharges Associated with Construction Activities (collectively the "Storm Water
ReQuirements") (including without limitation preparing a Storm Water Pollution Prevention Plan
(if applicable) to avoid negatively impacting any erosion or sediment controls during earth -
disturbing activities, if any) in exercising any rights or privileges under this Easement, Grantee
recognizing and affirming Wal-Mart would not enter into this Easement without this warranty
and representation from Grantee. Furthermore, Grantee hereby warrants and represents to Wal-
Mart that Grantee has a policy to (i) comply in all respects with all immigration laws, statutes,
rules, codes and regulations, (ii) properly maintain all records required by the United States
Citizenship and Immigration Services (the "USCIS"), including, without limitation, the
completion and maintenance of the Form I-9 for each of Grantee's employees, and (iii) respond
in a timely fashion to any inspection requests related to such I-9 Forms. Grantee warrants and
represents it has a policy to fully cooperate in all respects with any audit, inquiry, inspection or
investigation that may be conducted by the USCIS of Grantee or any of its employees. Grantee
warrants and represents to Wal-Mart it has a policy to conduct an annual audit of the I-9 Forms
for its employees and has a policy to promptly correct any defects or deficiencies which are
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identified as a result of such audit. Grantee warrants and represents it has a policy to require all
subcontractors performing any work for Grantee to comply with the covenants set forth in this
Section. Grantee recognizes and affirms Wal-Mart would not enter into this Easement if Grantee
did not have such policies.
9. Payment. Any reimbursable due under this agreement (payment reimbursing
Wal-Mart for an expenditure made on behalf of Grantee) should be sent to either of the following
addresses:
W
(Regular Mail)
Wal-Mart Stores, Inc.
P.O. Box 502215
St. Louis, MO 63150-2215
(Overnight Mail)
Wal-Mart Stores, Inc.
800 Market St., 4th Floor
Lockbox #502215
St. Louis, MO 63101
Any receivable (excepting reimbursable) due Wal-Mart under the terms of this agreement should
be sent to either of the following addresses:
AM,
(Regular Mail)
Wal-Mart Stores, Inc.
P.O. Box 500620
St. Louis, MO 63150-0620
(Overnight Mail)
Wal-Mart Stores, Inc.
800 Market St., 4th Floor
Lockbox # 500620
St. Louis, MO 63101
10. Public Grant. Nothing contained herein shall be used or construed as a grant of
any rights to any public or governmental authority or agency.
11. Duration. The agreements contained herein and the rights granted hereby shall
run with the titles to Tract 2 and the Access Area and shall bind and inure to the benefit of the
parties hereto and their respective heirs, successors, and assigns.
12. Chan.,e of Ownershit. In the event Grantee conveys or transfers title to Tract 2
to another party, Wal-Mart shall be notified thereof within thirty (30) days thereafter. Wal-Mart
shall be provided the name and address of such transferee.
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13. Effective Date. This instrument shall become effective on the date first written
above.
14. Heading s. The headings of the paragraphs contained herein are intended for
reference purposes only and shall not be used to interpret the agreements contained herein or the
rights granted hereby.
15. Counteqarts. This document, and any modifications, may be executed in one
or more counterparts, including by facsimile, all parties need not be signatories to the same
documents, and all counterpart signed documents shall be deemed to be an original and one (1)
instrument.
IN WITNESS WHEREOF, the parties hereto have executed this instrument the day
and year first above written.
Assistant Secretary
WAL-MART REAL ESTATE BUSINESS TRUST
WITNESS OR ATTEST: PT — USRIF MERIDIAN, LLC, a Delaware limited
liability company
By: PT Meridian, LLC, a Delaware limited liability
company, its Managing Member
By: PTNB Retail Manager, LLC, a Delaware
limited liability company, its Manager
By: PTCR Holdco, LLC, a Delaware
lif'�' ' itr comany, its Member
By: ! _
orzak, Chairman
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TRUST ACKNOWLEDGMENT
STATE OF ARKANSAS )
) ss.
COUNTY OF BENTON )
On this a4�h day of (ij 2018, before me, the undersigned notary public in and
for said County and State, personal appeared before me -r J. to me
personally known, who, being by me duly sworn, did say that he is Seni rManager of
Wal-Mart Real Estate Business Trust, and that the seal affixed to the foregoing iWososir°ument is the
seal of said trust, and that said instrument was signed, sealed and delivered on behalf of said trust
by authority of its Managing Trustee and saidSS►S-%�r,� AkI/ acknowledged said
instrument to be the free act and deed of said trust.
WITNESS my hand and notarial seal subscribed and affixed in said county and state, the
day and year in this certificate above written.
My Commission Expires: 3 l t c
0
NOTARY PUBLIC
TAMALA V. RAOLON
NOTARY PUBLIC
Washington County, Arkansas
My Commission Expires 3/16/2022
Commission Number 12387022
......� .
CORPORATE ACKNOWLEDGMENT
STATE OF ILLINOIS )
ss.
COUNTY OF )
On this day of , 2018, before me, the undersigned notary public in and
for said County and State, personally appeared before me Peter Borzak to me personally known,
who, being by me duly sworn, did say that he is the Chairman of PTCR Holdco, LLC, the
Member of PTNB Retail Manager, LLC, the Manager of PT Meridian, LLC, the Managing
Member of PT — USRIF Meridian, LLC and that the seal affixed to the foregoing instrument is
the corporate seal of said corporation, and that said instrument was signed, sealed and delivered
on behalf of said company, and said Peter Borzak acknowledged said instrument to be the free
act and deed of said company.
WITNESS my hand and notarial seal subscribed and affixed in said County and State
the day of , 2018.
My Commission Expires: 01122 -
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NOTARY PUBLICOWKSEAL
WWM LL::D
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EXHIBIT "A"
Site Plan
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EXHIBIT "B"
Tract 1
Wal -Mart's Tract legal description
DESCRIPTION FOR PROPOSED RECORDS EAST SUBDIVISION LOT 1, BLOCK 1
A parcel of land located in the NE1/4 of the NW1/4 and the NW1/4 of the NEI/4
of Section 9, T.3N., R.1E., B.M., City of Meridian, Ada County, Idaho, more particularly
described as follows: Commencing at the corner common to Sections 4, 5, 8 and the
said Section9;
thence South 89°22'10" East, 2659.63 feet along the North line of said NW1/4 of
Section9 to the 1/4 corner common to said Sections 4 and 9;
thence along the North-South mid-section line of said Section9 South 00°48'14"
West, 60.00 feet to the REAL POINT OF BEGINNING;
thence South 89°22'32" East, 528.59 feet on a line parallel with and 60.00 feet
South of the North line of the said NW1/4 of the NE1/4 of Section9;
thence South 00°24'37" West, 249.15 feet;
thence South 89°35'23" East, 60.48 feet;
thence South 00°48'14" West, 560.63 feet;
thence North 89°35'24" West, 590.79 feet to the intersection with the West line of
the said NW1/4 of the NEI/4 of Section9;
thence South 00°48'14" West, 9.09 feet along said west line to the northeast
corner of Crossroads Subdivision No. 6;
thence along the northerly boundary of said Crossroads Subdivision No. 6, North
89'35'32" West, 569.33 feet to a point on the easterly right-of-way of N. Records
Avenue, and the beginning of a non -tangent curve to the left;
thence along said easterly right-of-way the following three courses:
thence along said curve 84.19 feet, said curve having a radius of 238.45 feet, a
central angle of 20'13'46" and a long chord of 83.75 feet which bears North 14"07'53" West;
thence North 22°18'38" West, 2.62 feet to the beginning of a tangent curve to the
right;
thence along said curve 14.36 feet, said curve having a radius of 143.75 feet, a
central angle of 05°43'32" and a long chord of 14.36 feet, which bears North 19°04'32 "
West;
thence North 00°25'00" East, 444.31 feet;
thence leaving said easterly right-of-way South 89°32'42" East, 402.24 feet;
thence North 00°24'37" East, 280.60 feet to a point on the southerly right-of-way
of W. Fairview Avenue;
thence along said right-of-way South 89°22'10" East, 199.51 feet to the Real
Point of Beginning. Containing 19.31 acres (841,285 square feet) more or less.
Tract 2
3 Grantee's Tract legal description)
Lot 1 in Block 1 of Records East Subdivision, According to the Plat thereof, filed in Book 80 of
Plats at Pages 8654-8656, Records of Ada County, Idaho
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EXHIBIT "C"
Access Area
(Part of Tract 1 legal description)
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