PZ - Cross-Access/Parking Easements in CC&R's ADA COUNTY RECORDER Christopher D. Rich AMOUNT 142.00 45
BOISE IDAHO 05/21/2012 04:12 PM
DEPUTY Che Fowler
Simplifite Electronic Recording 111111111111111111111 OF 111111111111 IN
RECORDED-REQUEST OF
FIRST AMERICAN TITLE AND ESCRO 112048054
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ELECTRONICALLY RECORDED•DO NOT
REMOVE THE COUNTY S-AMPED FIRST
PAGE AS IT IS NOW INCORPORATED AS
PART OF THE ORIGINAL DOCUMENT.
DECLARATION OF RECIPROCAL EASEMENTS,
COVENANTS CONDITIONS AND RESTRICTIONS
[Meridian Town Center]
DATED AS OF May 15,2012
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ELECTRONICALLY RECORDED-DO NOT
REMOVE THE COUNTY STAMPED FIRST
PAGE AS IT IS NOW INCORPORATED AS
PART OF THE ORIGINAL DOCUMENT.
DECLARATION OF RECIPROCAL EASEMENTS,
COVENANTS CONDITIONS AND RESTRICTIONS
[Meridian Town Center]
DATED AS OF May 15,2012
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TABLE OF CONTENTS
RECITALS..................................................................................................................................................1
1. EASEMENT DECLARATIONS AND GRANTS.....................................................................2
(a) Parking and Access...................................... .............. .......................................2
(i) Generally..................................................................................... .............................2
(ii) Exclusions.................................................................................................................2
(b) Storm Water Drainage........................................................................................................2
(c) Sanitary Sewer....................................................................................................................3
(d) Water...................................................................................................................................3
(e) Gas,Electric,Telephone, Cable Television and Communication......................................3
(fl Common Areas.................... ........................................................................... ............5
(g) Construction........................................................................................................................5
(h) Pylon Sign(s)........................................................,..............................................................5
(i) Building Construction.........................................................................................................5
G) Miscellaneous.....................................................................................................................5
2. DURATION...... .... .... . ........... . . ..... ...............................................................6
3. COMMON AREAS. . . . ...... .. ..6
4. CONDITIONS AND RESTRICTIONS........ ......... ............................... .......................I....7
(a) Outparcel Buildings..... ......... ......... .................. ................. ............ ............7
(b) Construction; Landscaping; and Building Maintenance.....................................................8
5. REPAIR AND MAINTENANCE OF COMMON AREAS; COMPLIANCE WITH LAWS;
REALESTATE TAXES............................................................................................................10
(a) Repairs and Maintenance..................................................................................................10
(b) Compliance With Laws;Payment of Real Estate Taxes; Universal Common Area
Maintenance Items............................................................................................................10
(i) Generally.................................................................................................................11
(ii) Universal Common Area Maintenance Items.........................................................I I
(iii) Payments.................................................................................................................11
(c) CAM Election...................................................................................................................I I
(d) Books and Records...........................................................................................................12
6. INDEMNIFICATION................................................................................................................13
7. INSURANCE.... ................................ .................... .............................................................14
8. DAMAGE AND DESTRUCTION............................................................................................15
9. USE ..........................................................................................................................................15
10. NOT A PUBLIC DEDICATION..............................................................................................15
11. RIGHTS AND OBLIGATIONS OF LENDERS.....................................................................15
12. ENFORCEMENT......................................................................................................................15
13. PARTIAL INVALIDITY........ ..................... ......... ..................... ......................................17
14. MISCELLANEOUS..... ......... ......... ......... ......... ................... ......... ..........................17
15. FAILURE TO PAY AMOUNTS DUE AND OWING............................................................18
16. RIGHTS RESERVED.. ................................ .........................................................................18
17. RELOCATION OF EASEMENTS. . .......... . ................................ ... .........18
18. ESTOPPEL CERTIFICATE....................................................................................................18
19. CONSTANT DOLLARS...........................................................................................................19
20. NOTICE............ ..................... ......... ....................................................... ..........................19
21. EXHIBITS..................................................................................................................................19
EXHIBITA—Site Plan....................................................................................................................A-1
EXHIBIT A-1—Depiction of Initial Property...... ......... ......... ......... ......... ......... ..........A-1-1
EXHIBIT A-2—Depiction of Additional Property.....................................................................A-2-1
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EXHIBITB—Legal Descriptions...................................................................................................B-1
EXHIBITC—Utility Plan...............................................................................................................C-1
EXHIBITD—Use Restrictions.......................................................................................................D-1
EXHIBITE—Sign Criteria.............................................................................................................E-1
EXHIBITF—Definitions.................................................................................................................F-1
This instrument was prepared by
and after recording return to:
James H. Marshall
Daspin&Aument,LLP
227 W.Monroe Street, Suite 3500
Chicago, Illinois 60606
ii
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DECLARATION OF RECIPROCAL EASEMENTS,
COVENANTS,CONDITIONS AND RESTRICTIONS
[MERIDIAN TOWN CENTERI
THIS DECLARATION OF RECIPROCAL EASEMENTS, COVENANTS CONDITIONS
AND RESTRICTIONS [Meridian Town Center l ("Declaration") is made as of May 15, 2012, by
Meridian CenterCal,LLC,a Delaware limited liability company("Declarant").
RECITALS
A. Declarant is the owner of the real property depicted on Exhibit A-I attached hereto and
made a part hereof, and legally described on Exhibit B attached hereto and made a part hereof, and is the
owner of any buildings and improvements thereon(collectively,the "Initial Property").
B. Declarant anticipates that the Initial Property may be subdivided into fourteen (14)tracts
in a configuration generally as depicted on the site plan (the "Site Plan")attached hereto and made a part
hereof as Exhibit A-1, and if the Initial Property is so subdivided, then Declarant anticipates.amending
and restating this Declaration as may be reasonably necessary to ratify and confirm that the casements,
covenants,conditions and restrictions set forth in this Declaration shall be binding upon and inure to the
benefit of the subdivided lots, all as more particularly described herein. Any reference in this Declaration
to the tracts ("Tracts") created by Declarant's proposed subdivision shall mean and refer to the Tracts as
depicted on the Site Plan, and, in furtherance thereof, the easements, covenants, conditions and
restrictions set forth in this Declaration shall be binding upon and inure to the benefit of the Tracts as if
the Tracts constituted legally subdivided parcels of property notwithstanding that any such subdivision
has not occurred.
C. Tracts 1 through 5 are sometimes hereinafter collectively referred to as the "Shopping
Center Tracts", and individually as a"Shopping Center Tract"; and Tracts 6 through 14 are sometimes
hereinafter collectively referred to as the "Outparcels", and individually as an "Outparcel"; the
Shopping Center Tracts and the Outparcels are sometimes hereinafter collectively referred to as the
"Project." The Project is commonly known as Meridian Town Center.
D. Declarant is also the owner of that certain tract of land depicted on Exhibit A-2 attached
hereto and made a part hereof,and legally described on Exhibit B attached hereto and made a part hereof,
and is the owner of any buildings and improvements thereon (collectively, together with any property
adjacent thereto subsequently acquired by Declarant, the "Additional Property"). Declarant may, at its
election, subject all or any part of the Additional Property to certain of the terms of this Declaration, in
which event Declarant would amend this Declaration as may be reasonably necessary to evidence the
same, all as more particularly described herein
E. Declarant desires (i) to impose certain easements, covenants, conditions and restrictions
upon certain of the Tracts for the purpose of facilitating the economic and related development of the
Project,(ii)to memorialize Declarant's intent to amend and restate this Declaration if and when all or part
of the Project is further subdivided,and(iii)to memorialize Declarant's intent to amend this Declaration if
and when all or part of the Additional Property is made subject to certain of the terms of this Declaration.
F. Capitalized words and terms used in this Declaration and not otherwise defined shall
have the meanings ascribed to such words and terms in Exhibit F attached hereto and made a part hereof.
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NOW, THEREFORE, in connection with the development of the Project, Declarant does hereby
declare that each of the following grants, easements, covenants, conditions and restrictions shall exist at
all times hereafter and be binding upon,and inure to the benefit of, each Tract in the Project.
1. EASEMENT DECLARATIONS AND GRANTS.
(a) Parking and Access.
(i) Generally. Subject to the conditions and limitations hereinafter set forth,
Declarant hereby declares and grants for the benefit of each of the Tracts, a nonexclusive easement
appurtenant to each Tract upon, over and across the access and perimeter driveways and parking areas,
including any parking decks, sidewalks, walkways, trailways and driveways of the Project, all as shown
and depicted on the Site Plan as the same may exist from time to time, for the purpose of providing the
owner from time to time of each Tract and its tenants and occupants and their respective employees,
customers, agents and invitees having business in the Project with (i) vehicular (including repair and
maintenance vehicles, but excluding construction vehicles, except as hereinafter provided), pedestrian,
and bike ingress and egress to, from and between each Tract, (ii) use of the parking facilities, if any,
located within each of the Tracts, and (iii) use of the driveways of the Project for access to North Eagle
Road, East River Valley Road and East Fairview Avenue; provided, however, Declarant may designate,
from time to time, certain portions of such parking facilities located on the Shopping Center Tracts as
reserved for use of employees of tenants and occupants of the Project, in which event such employees
shall park only in such designated areas and in no other location on the Project. The owner of each Tract
shall furnish to Declarant upon request a complete list of license numbers of all automobiles operated by
such employees. If any such employees, after twelve (12) hours notice from Declarant, fail to abide by
any parking designations established by Declarant, then, in addition to any other rights or remedies that
may be available to Declarant, Declarant shall have the right to impose fines upon such employees who
park on any portion of the Project in violation hereof and/or cause the vehicles of such employees to be
towed at the sole cost and expenses of such employee.
(ii) Exclusions. Service Areas, including any patio area used for restaurant
operation, and any restaurant pick-up or drive through lanes (collectively, "Service Areas") shall not be
subject to the easement grant set forth in Section I(a)(i).
(b) Storm Water Drainage. Subject to the conditions and limitations hereinafter set forth,
Declarant hereby declares and grants for the benefit of each Tract, a non-exclusive easement appurtenant
to each Tract (i) over, across and upon the surface of the Common Areas and any existing drainage
ditches, culverts and swales which presently run through the Common Areas for the sole and exclusive
purpose of permitting the natural flow and drainage of storm water accumulating and originating on each
Tract to the ponding facilities depicted on the utility plan attached hereto and made a part hereof as
Exhibit C, subject to the conditions set forth in clauses (A), (B) and (C) below, as and to the extent
applicable, and subject to the effect of any improvements presently located or hereinafter constructed on
the Common Areas, and(ii)over, across,upon and under the portion of the Common Areas located above
the Storm Sewer System, for the sole and exclusive purpose of running and transferring water
accumulating and originating on each Tract to the Storm Sewer System, together with the right of access
to the portion of the Common Areas located above the Storm Sewer System and areas adjacent thereto as
may be reasonably and temporarily necessary for purposes of installing, maintaining,repairing,replacing,
removing, enlarging and renewing the non-public portion of the Storm Sewer System, if any, subject to
the conditions that:
(A) The owner of each Tract shall not permit the flow of toxic or Hazardous
Substances or any other substance from such Tract into the Storm Sewer System which is not
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permitted to be discharged into the public storm sewer serving the Project by any applicable law,
statute or regulation or otherwise;
(B) The owner of each Tract shall not permit any other party or property to discharge
water onto the Project and no right to transfer or run water is granted hereunder other than to the
owner(s) of each such Tract for water accumulating and originating on such Tract; and
(C) No such running or transferring of water shall result in water being discharged at
a rate or in a volume in excess of that permitted by the design standards for the Storm Sewer
System.
(c) Sanitary Sewer. Subject to the conditions and limitations hereinafter set forth, Declarant
hereby declares and grants for the benefit of each of the Tracts, a non-exclusive easement appurtenant to
each Tract, over, across, upon and under the portion of the Common Areas located above the Sanitary
Sewer System for the sole and exclusive purpose of connecting to and permitting the flow of wastewater,
sewage and related materials through the Sanitary Sewer System, together with the right of access to the
portion of the Common Areas located above the Sanitary Sewer System and areas adjacent thereto as may
be reasonably and temporarily necessary for purposes of installing, maintaining, repairing, replacing, and
renewing the non-public portion of the Sanitary Sewer System,if any.
(d) Water. Subject to the conditions and limitations hereinafter set forth, Declarant hereby
declares and grants for the benefit of each of the Tracts, a non-exclusive easement appurtenant to each
Tract, over,across, upon and under the Water System for the sole and exclusive purpose of connecting to
and permitting the flow of water through the Water System, together with the right of access to the
portion of the Common Areas located above the Water System and areas adjacent thereto as may be
reasonably and temporarily necessary for purposes of installing, maintaining, repairing, replacing, and
renewing the non-public portion of the Water System, if any.
(e) Gas, Electric, Telephone, Cable Television and Communication. Declarant hereby
declares and grants for the benefit of each of the Tracts, a non-exclusive easement appurtenant to each
Tract under, along and across those portions of the Common Areas as may be reasonably necessary for
the purposes of installing, maintaining, repairing, replacing, connecting to and renewing Utility Lines for
gas, electrical, telephone, cable television and communication service to each Tract subject to the
conditions that:
(i) All Utility Lines shall be underground except:
(a) ground mounted electrical and telephone transformers and junction boxes
and temporary emergency generators;
(b) as may be necessary during periods of construction, repair or temporary
service;
(c) as may be required by governmental authorities having jurisdiction over
the Project;
(d) as may be required by the provider of such service; and
(e) fire hydrants;
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(ii) At least fifteen (15) days prior to exercising the easement rights granted herein,
the owner of the Tract benefited by the easement rights granted by this Section 1(e) ("Grantee")
shall provide the owner of the Tract whose Common Areas is to be burdened by the easement
rights granted by this Section l(e) ("Grantor") with a written statement describing the need for
such easement and identifying the proposed location and width of any such proposed Utility Line.
The location and width of any such proposed Utility Line shall be subject to the prior approval of
the Grantor, which approval shall not be unreasonably withheld or delayed. The easement area
shall be no wider than reasonably necessary to satisfy the requirements of a private or public
utility. Within thirty(30) days after the determination of the location of any such easement area,
the Grantee, at its sole cost and expense, shall record a written declaration referring to this
Section 1(e) and setting forth the legal description of such easement area. Further,the Grantee, at
its sole cost and expense, shall promptly following installation of any such Utility Line, provide
the Grantor with a copy of an as-built survey showing the exact location of such Utility Line; and
(iii) The Grantor shall have the right at any time to relocate the easements granted
herein by the Grantor, provided that (a) the easements so relocated will be of substantially
equivalent usefulness for the purposes stated herein, (b) all costs to effect such relocation shall be
paid by the Grantor, (c) the Grantor shall interfere with the business being operated on the
Grantee's Tract as little as reasonably possible in the exercise of the Grantor's rights herein, and
(d) the Grantor shall provide prior written notice of any such relocation to the owner(s) of the
Tract(s)benefited by the easement(s)being relocated.
(f) Common Areas. Declarant hereby reserves to itself and declares and grants for the
benefit of the Shopping Center Tracts, a non-exclusive easement appurtenant to the Shopping Center
Tracts, over, across, upon and under those portions of the Common Areas as may be necessary for the
purpose of permitting Declarant to perform its obligations in accordance with the provisions of
Section 5(c) of this Declaration.
(g) Construction. Declarant hereby reserves for itself and declares and grants for the benefit
of the Shopping Center Tracts, a non-exclusive easement appurtenant to the Shopping Center Tracts,
over, across, upon and under those portions of the Common Areas and the Tracts as may be necessary for
the purpose of constructing, installing, maintaining, repairing, replacing and renewing the improvements
thereon including,without limitation,the entrance areas of the Project,the Common Areas improvements,
retaining walls, lines, irrigation systems and other utilities and systems which are or may be located in the
Project to service any part of the Project,including any of the Tracts,and the like.
(h) Pylon Sign(s). Declarant hereby reserves to itself and declares and grants for the benefit
of the Shopping Center Tract, a non-exclusive easement appurtenant to the Shopping Center Tract over,
across, upon and under that part of Tract 5 and Tract 6 depicted on the Site Plan for the purpose of
permitting the owner of the Shopping Center Tract to access the "Pylon Sign Area Easement" depicted
on the Site Plan for purposes of constructing, installing, maintaining, repairing, replacing and renewing
the proposed shopping center pylon sign(s) and landscaping proposed to be located therein. Anything in
this Declaration to the contrary notwithstanding, the location of the Pylon Sign Area Easement on a
particular Tract, as depicted on the Site Plan, may not be modified or expanded without the prior written
consent of the owner of such Tract. Only parties designated by Declarant from time to time shall have the
right to appear on any such shopping center pylon sign and any such designation may be evidenced by a
separate agreement between Declarant and such party(ies).
_(i) Building_Construction. Subject to the conditions and limitations hereinafter set forth,
Declarant hereby declares and grants for the benefit of Tracts 1 and 2 a non-exclusive easement
appurtenant to each such Tract, over, across, upon and under the portion of each such Tract for the
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construction and installation of Subsurface Construction Elements, together with the right of access onto
such Tract for the purpose of constructing, installing, maintaining, repairing, replacing, removing and
renewing the Subsurface Construction Elements. If a constructing Tract owner of Tract 1 or Tract 2 (the
"Constructing Party") determines that it is necessary to construct and install any Subsurface
Construction Elements across the boundary line of its Tract, then the Constructing Party shall advise the
owner of the other Tract (the "Adjacent Party") of its construction requirement and shall provide plans
and specifications relating thereto, including proposed construction techniques for the Subsurface
Construction Elements.
The Adjacent Party shall be permitted to require the Constructing Party to modify the
design specifications for the Subsurface Construction Elements in order to permit the Adjacent Party the
opportunity to utilize the same in connection with the construction of any building or improvements to be
located on the Adjacent Party's Tract to the end that the Constructing Party and the Adjacent Party shall
be able to place their respective buildings and improvements immediately adjacent to the common
boundary line of their respective Tracts. If a common Subsurface Construction Element is used by the
Constructing Party and the Adjacent Party,then each such party shall assume and pay its reasonable share
of the cost and expense of the design and construction thereof. If any building or improvement utilizing a
common Subsurface Construction Element is destroyed and not replaced or is removed, the common
Subsurface Construction Element shall remain in place for the benefit of any other building or
improvement utilizing the same.
The easements granted by this Section l(i) shall not exceed a maximum lateral distance
of five feet (5'), in, to, under, and across that portion of any Adjacent Party's Tract not theretofore
occupied by any then existing structure; provided, however, that the Constructing Party shall have no
right to use such easements if the Adjacent Party is able to provide the Constructing Party a reasonable
alternative construction method for the placement of the Subsurface Construction Elements entirely on
the Constructing Party's Tract. The easements granted by this Section 1(i) shall not diminish or waive
any right of any Tract owner to recover damages resulting from the constructing Parry's failure to
construct its Building within said 5-foot limit.The easements granted by this Section 1(i)shall continue in
effect for the term of this Declaration and thereafter for so long as any building or improvement utilizing
any Subsurface Construction Element, located with any easement granted by this Section 1(i), exists
(including a reasonable period to permit reconstruction or replacement of such building or improvement if
the same shall be destroyed, damaged, or demolished).
With respect to buildings or improvements constructed along the common boundary line
separating any Tracts, nothing herein shall be deemed to create or establish (i) a "common or "party"
wall to be shared with the adjacent buildings or improvements, or (ii) the right for any building or
improvement to receive support form or apply pressure to any adjacent building or improvement.
(j) Miscellaneous. The owner of each Tract, in the exercise and use of the rights and
privileges herein granted, will not create a nuisance or do any act which would materially and adversely
affect the Project or part thereof. Any work to be performed in connection with the easement rights
granted herein (other than any work to be performed in connection with the easement rights granted in
Sections l(f), l(g) and 1(h) above) shall be subject to the provisions of Section 4(b)(i) hereof, and the
owner(s) of the Tract(s) benefitted thereby shall, at their sole cost and expense, comply with the same; if
more than one Tract is benefitted by such easement rights, the cost of compliance shall be equitably
shared between such Tracts based upon the nature and extent of the easement rights benefitting each such
Tract. The easements granted in Sections 1(b), (c), (d), (e) and (i) herein are located in and restricted to
the area below the surface of the ground, and this Declaration grants no right to use, occupy or alter any
area of the ground surface above said easement areas except as reasonably and temporarily necessary to
afford access to said easement areas.
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Declarant hereby reserves non-exclusive easements under, over, through and across the
sidewalks, driveways, parking areas, ramps, landscaping, walkways, aisles, or retaining walls on any of
the Tracts and all other areas of any of the Tracts, except that area underlying any building located(or to
be located)on any of the Tracts,for the purposes of installing, maintaining,repairing,replacing,renewing
and using such water system lines, telephone and electrical conduits or systems, gas lines, drainage lines
and other utilities which are or may be located in the Project to service any part of the Project, including
any of the Tracts, and, subject to Section 4(d) of this Declaration, reserves the right to change from time
to time the dimensions and location of the Common Areas located on any Tract then owned by Declarant,
as more particularly set forth in Paragraph 16 hereof. Each Tract owner shall maintain any private utility
lines located on its respective Tract(and, if required by the public utility, any public utility located on its
respective Tract). If any such utility line is used exclusively by another Tract owner,then said other Tract
owner shall be solely responsible for the maintenance of said utility lines and the costs of such
maintenance; if more than one Tract is benefitted by any such utility line, then the maintenance of said
utility lines, and the costs of such maintenance,shall be equitably shared between such Tracts based upon
the nature and extent of the benefit of such utility line to each such Tract. Declarant covenants that in the
exercise of the easements hereby reserved, Declarant shall not disturb any Tract owner's use of its Tract
except as reasonably and temporarily necessary, and Declarant shall interfere with the business being
operated on any such Tract as little as reasonably possible in the exercise of Declarant's rights herein.
Without limiting the generality of the foregoing, in the event the exercise of the easements hereby
reserved detrimentally affects the condition of any portion of the Project, Declarant covenants and agrees
to restore the Project, or part thereof, to the condition existing prior to the exercise of the easements
hereby reserved including, without limitation, any filling and compacting of all excavations, repaving of
paved areas, and replacement of landscaping. In addition, prior to the exercise of the easements hereby
reserved, Declarant shall provide reasonable advance notice to any Tract owner whose Tract would be
affected thereby, and Declarant shall schedule performance of any work to be performed with the owner
of the Tract affected thereby such that performance of such work will not unreasonably interfere with the
business being operated upon such Tract.
2. DURATION. The easements, covenants, conditions and restrictions herein contained
shall be perpetual, shall create mutual benefits and covenants running with the land and shall be binding
upon any owner, tenant, or occupant of the Project and their respective heirs, personal representatives,
successors and assigns.
3. COMMON AREAS. The sidewalks, driveways, roadways, parking areas, signs,
recreation areas, landscaping, retaining walls, walkways, detention areas, trailways, aisles, and other
facilities of the Project designed for use by all tenants and occupants of the Project, and their employees,
agents, customers and invitees, as shown on the Site Plan as the same may exist from time to time, are
herein together referred to as the "Common Areas". The Common Areas shall not include any buildings
(including any appurtenant canopies, supports and other outward extensions) or hardscape areas
associated with any buildings or other improvements constructed on any Tract or Service Areas. For
purposes of this Declaration, hardscape areas shall mean the area between the perimeter building walls
and the curbline on any Tract. The Common Areas shall not be used for any purpose other than
pedestrian movement and the parking and passage of motor vehicles and bicycles, landscaping, signage,
sidewalk sales and the operation of outdoor kiosks approved by Declarant,and outdoor seating and dining
incidental to any permitted restaurant or grocery store operation, in each case subject to reasonable, non-
discriminatory rules and regulations as may be established by Declarant from time to time, including,
without limitation, rules and regulations governing traffic flow,traffic management, parking and the like,
to facilitate access and parking with respect to each Tract. Without limiting the generality of the
foregoing, Declarant reserves the right to erect, install and implement, as the case may be, traffic signs
and signals, traffic control devices (including, without limitation, speed bumps and/or tire stops), access
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and security control measures and the like to facilitate the orderly administration and use of the Common
Areas by those parties entitled to use the same. Declarant reserves the right to remove any unauthorized
signage from the Common Areas.
4. CONDITIONS AND RESTRICTIONS.
(a) Outparcel Buildings. Except as permitted by the prior written approval of Declarant, no
building, structure or other improvement shall be constructed or maintained on any Outparcel unless such
building or structure shall conform to the following covenants and requirements:
(i) The location(or relocation) of any building, structure or other improvement shall
be confined to the area within the "Permissible Building Areas" depicted on the Site Plan. Each
Outparcel shall contain only one (1) building or structure; provided, however, that in addition to
such building or other structure, a stand-alone trash enclosure shall also be permitted on each
Outparcel.
(ii) Any rooftop equipment located on the top of any building or structure shall be
screened in a manner reasonably satisfactory to Declarant and consistent with the architectural
and aesthetic character of the balance of the Project.
(iii) No rooftop sign nor any sign extending above the walls or parapet of any
building or structure shall be erected or maintained with respect to any such building or structure
and no sign, whether a rooftop sign or otherwise, shall include any flashing, pulsating or rotating
light(s).
(iv) No freestanding pylon or monument type identification sign may be erected on
any of the Outparcels (other than any such sign erected by or on behalf of Declarant pursuant to
Section 1(h)hereof)without first obtaining the written consent of Declarant. Notwithstanding the
foregoing, there may be erected entrance-exit signs to facilitate the free flow of traffic, which
entrance-exit signs shall be of a monument type, not to exceed 3' 3" in height, the type and
location of such signs to be approved by Declarant, which approval shall not be unreasonably
withheld or delayed. All signs for the Outparcels at the Project shall be subject to and in
compliance with all applicable laws and regulations. Any sign on any Outparcel shall be subject
to the sign criteria attached hereto and made a part hereof as Exhibit E, and the owner of any
Outparcel containing any such sign(s)shall comply with the same. Declarant reserves the right to
remove any unauthorized signage.
(v) No improvements shall be constructed, erected, expanded or altered on any of the
Outparcels until the plans for the same (including site layout, signage,civil engineering drawings
(including finished floor elevations), exterior appearance, parking, if any, and landscaping) have
been approved by Declarant, which approval shall not be unreasonably withheld so long as such
improvements are consistent with the Handbook, and so long as each plans shall be substantially
in accordance with Declarant's project development plans submitted to and approved by the City
as part of the planned development of the Project. All construction work shall, upon approval of
plans by Declarant, be prosecuted with all due diligence, and subject to the conditions and
limitations herein contained.
(vi) In developing and using the Outparcels, the owner(s) of such Outparcels shall
maintain, or cause to be maintained thereon, the number of parking spaces required to comply
with the approved planned development for the Project. The owner(s) of each Outparcel may
satisfy such parking requirements by taking into consideration any parking space located outside
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such Outparcel that may be subject to easement rights in favor of such Outparcel created by this
Declaration. Anything herein to the contrary notwithstanding, Declarant may count the number
of parking spaces now or hereafter existing on the Outparcels and use the Outparcels as may be
necessary for purposes of satisfying parking ratios or requirements contained in any leases of
space in the Shopping Center Tracts.
(b) Construction, Landscaping, and Building Maintenance. Use and enjoyment by the owner
of any Tract of the easement rights and declarations herein granted shall be subject to the following terms,
covenants and restrictions.
(i) The owner of each Tract (each, a "Constructing Owner") shall pay all
reasonable costs and expenses incurred by any other Tract owner due to damage to the Project
arising from or related to such Constructing Owner's construction operations at such Constructing
Owner's Tract. No Constructing Owner shall materially obstruct the free flow of pedestrian or
vehicular traffic upon and across the Project during any period of construction at such Tractor at
any time thereafter.Each Constructing Owner shall perform construction so as(A)not to increase
the cost of constructing any other Tract or any part thereof, (B)not to unreasonably interfere with
any construction work being performed on any other Tract, or any part thereof, and (C) not to
unreasonably interfere with and so as to minimize disruptions of the access to, use, occupancy or
enjoyment of, any other Tract or any part thereof by the owner of such Tract and permittees of
such owner. During such period of construction, such Constructing Owner may use the access
and perimeter driveways of the Project for construction vehicle access to, from and between such
Constructing Owner's Tract and N. Eagle Road (Hwy 55) and E. Fairview Avenue. During such
period of construction, such Constructing Owner shall cause the interior driveways of the Project
to be maintained free of all materials and supplies arising out of or resulting from such
Constructing Owner's construction and otherwise in a neat and orderly condition undisturbed
from such Constructing Owner's construction operations. Any vehicle or equipment used in such
construction or any materials used in such construction shall be parked or stored only on the
Constructing Owner's Tract or in such other area as is approved in writing by Declarant. Each
Constructing Owner agrees to defend, indemnify and hold harmless each other Tract owner and
its tenants and occupants from and against any and all loss, cost, damage, liability, claim or
expense (including, without limitation, reasonable attorneys' fees and costs) arising from or
relating to such Constructing Owner's construction operations. All construction operations at
such Constructing Owner's Tract shall be performed in a lien-free and good and workmanlike
manner, in accordance with all laws, rules, regulations and requirements. No Constructing
Owner shall permit or suffer any mechanic's liens claims to be filed or otherwise asserted against
the Project in connection with such Constructing Owner's construction operations, and shall
promptly discharge the same in case of the filing of any claims for liens or proceedings for the
enforcement thereof, or in the event such Constructing Owner in good faith desires to contest the
validity or amount of any mechanic's lien, such Constructing Owner shall have the right to
contest the validity or amount of any such mechanic's lien, provided that_(i) such Constructing
Owner deposits with the owner of the Tract affected by such mechanic's lien cash or a letter of
credit or other security reasonably acceptable to such affected Tract owner in an amount equal to
one hundred fifty percent (150%) of the amount of said lien to insure payment and prevent any
sale or forfeiture of any part of the affected Tract by reason of nonpayment, or such Constructing
Owner otherwise provides security in accordance with and as prescribed by applicable law
sufficient to remove the lien from the Project(e.g., bonds); (ii) neither the affected Tract nor any
part thereof or interest therein would be in any substantial danger of being sold,forfeited, or lost,
(iii) such affected Tract owner would not be in any substantial danger of any civil or criminal
liability for failure to comply therewith;and(iv) such Constructing Owner promptly notifies such
affected Tract owner, in writing, of such contest. Any such contest shall be prosecuted with due
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diligence and such Constructing Owner shall promptly after the final determination thereof pay
the amount of any such lien, together with all interest, penalties and other costs payable in
connection therewith. Any such letter of credit deposited hereunder shall be issued by a national
bank reasonably acceptable to such affected Tract owner. All materialmen, contractors, artisans,
mechanics, laborers and any other person now or hereafter furnishing any labor, services,
materials,supplies or equipment to a Constructing Owner or such Constructing Owner's Tract, or
any portion thereof, are hereby charged with notice that they must look exclusively to such
Constructing Owner to obtain payment for the same. Notice is hereby given that no owner of any
Tract (other than the Constructing Owner) shall be liable for any labor, services, materials,
supplies, skill, machinery, fixtures or equipment furnished or to be furnished to the Constructing
Owner upon credit, and that no mechanic's lien or other lien for any such labor, services,
materials,supplies,machinery, fixtures or equipment shall attach to or affect the estate or interest
of the owner of any Tract (other than the Constructing Owner) in and to such owner's Tract, or
any portion thereof. Each Constructing Owner and its tenants and their respective contractors and
subcontractors shall be solely responsible for the transportation, safekeeping and storage of
materials and equipment used in connection with such Constructing Owner's construction
operations, and for the removal of waste and debris resulting therefrom. In the event any
Constructing Owner's construction operations detrimentally affect the condition of any portion of
the Project, such Constructing Owner shall restore the Project, or part thereof, to its condition
existing prior to commencement of such Constructing Owner's construction operations, including
without limitation, any filling and compacting of all excavations, repaving of paved areas and
replacement of landscaping. No such construction operations shall result in a labor dispute or
encourage labor disharmony. Prior to commencement of such Constructing Owner's construction
operations, such Constructing Owner, at its sole cost and expense, shall obtain and maintain
during the performance of such Constructing Owner's construction operations, workers
compensation insurance covering all persons directly employed by such Constructing Owner in
connection with such Constructing Owner's construction operations and with respect to which
death or injury claims could be asserted against Declarant, such Constructing Owner,the Project
or any interest therein as required by applicable laws and regulations, together with commercial
general liability insurance for the mutual benefit of Declarant and such Constructing Owner with
limits not less than the amounts set forth in Section 7 hereof, and all risk builder's risk insurance
for full insurable value covering any improvements constructed. All such insurance shall be
written by insurance companies authorized to do business in the State of Idaho with an A.M.
Best's financial strength rating of A-or better and financial size category of VII or better as
published in the most current issue of Best's Insurance Reports, and the insurance
companies otherwise shall be reasonably acceptable to Declarant. All such policies of
insurance or binders of insurance shall be delivered to Declarant prior to commencement of such
Constructing Owner's construction operations.
(ii) The Tracts shall be kept neat, orderly, planted in grass and trimmed until
improved and constructed; thereafter, each Tract shall be landscaped in accordance with a plan
approved by Declarant and otherwise in accordance with the requirements of the City, such
landscaping to include sodding, planting of trees, shrubs and other customary landscape
treatment. Landscaping shall be kept in a neat and attractive condition and appearance including,
without limitation, lawns mowed,edges trimmed, and trees, shrubs and other landscape treatment
properly maintained. Each Tract shall not be fenced (unless such fence acts as a temporary
barrier to a construction zone during construction on such Tract or acts as a perimeter boundary
for any approved outdoor eating area on such Tract) or obstructed in any way but shall be kept
open at all times for the free use thereof, except that curbs, landscaping or bumper stops may be
erected on any such Tract in order to define the boundaries of such Tract. Any dumpster serving
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any Tract shall be screened(other than dumpsters used during temporary construction operations)
in a manner reasonably satisfactory to Declarant and consistent with the architectural and
aesthetic character of the balance of the Project. Each Tract owner shall keep, repair, maintain
and restore the exterior and the structural elements of all buildings located on such owner's Tract
in good order, condition and state of repair, including without limitation, maintaining all
perimeter and building walls and retaining walls, keeping the exterior store front surface clean,
replacing any cracked or broken glass, consistent with high class power center projects in the
greater Boise, Idaho metropolitan area.
(iii) No delivery or service trucks servicing the business operations located on any of
the Tracts shall be permitted to park in any parking lot located on any portion of the Project other
than the Tract being served by such delivery or service truck, unless otherwise permitted in
writing by Declarant.
Subject to Section 12 below, Declarant hereby reserves unto itself, the right to cure,and Declarant shall
use reasonable efforts to cause to be cured, any failure of any Tract owner to make such repairs,
maintenance or restoration as are required under the aforesaid covenants, conditions and reservations and
as required under Sections 5 and 8 hereof; provided, however, Declarant shall not be entitled to cure any
such failure unless Declarant has first given the Tract owner written notice of such failure and such owner
has not cured such failure within ten (10) days of such notice or, in case such cure cannot be effected
within said 10-day period and such owner is diligently pursuing such cure, such additional period as may
be reasonably necessary to effect such cure, and provided further that, with respect to a failure by such
owner to maintain insurance set forth in Section 4(b)(i) and Section 7 hereof or with respect to any event,
fact or circumstance which involves imminent threat of injury or damage to persons or property, the
aforesaid cure period shall not apply. All reasonable costs incurred by Declarant in performing such
repairs, maintenance or restoration shall be due from any such owner upon demand, and, in addition, such
owner shall pay interest on such costs from the date of expenditure by Declarant until the date of
reimbursement by any such owner, at the Interest Rate.
Any of the foregoing restrictions may be waived, amended, modified, released or terminated at
any time and from time to time by Declarant as to any one or more of the Tracts, provided the same does
not materially and adversely affect the business operations being conducted on any other Tract.
(c) Unlimited Area Building. Declarant proposes to initially construct on Tract 1 and Tract 2
a building which is classified as an "unlimited area building" under certain building codes. The term
"unlimited area building", as used in this document, refers to a building that is allowed to exceed area
limitations stipulated in the applicable building code, not by virtue of its construction type, but as a
condition of its isolation on the property and by its inclusion of a sprinkler system. All buildings
constructed within the Unlimited Area Building Grouping(shown on the Site Plan) shall comply with the
following requirements:
(i) No building shall be constructed within sixty (60) feet of the adjoining
Tract unless such building, hereinafter referred to as the "Adjacent Building," shall be
located immediately adjacent to the common boundary line and is attached to the
building, if any, on the adjacent Tract.
(ii) If an Adjacent Building exists, then no building shall be located within
sixty (60) feet of the Adjacent Building unless such building is attached to the Adjacent
Building; the Adjacent Building and all other buildings on the Tract that are attached to
the Adjacent Building and to each other are hereinafter referred to as the "Building
Group".
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(iii) Any building that is not part of the Building Group shall be located at
least sixty(60)feet distant from the Building Group.
(iv) The Adjacent Building or the Building Group, as the case may be, shall
comply with the building code and zoning requirements applicable to an "unlimited area
building", including without limitation the installation of an approved sprinkler system
for fire protection and the Adjacent Building and/or the Building Group shall not cause
any other portion of the Project to be non-compliant with applicable building codes,
zoning requirements or other laws, codes,rules or regulations.
In addition to the requirements set forth above, no building on the Shopping Center Tracts shall initially
be placed or constructed in a manner which will, based on then existing governmental requirements,
either preclude the construction within the Unlimited Area Building Grouping of an "unlimited area
building", or cause an existing "unlimited area building" thereon to no longer be in conformance with
applicable building code requirements, it being understood and agreed, however,that subsequent changes
in governmental requirements shall not obligate a Tract owner to modify or alter its existing building.
(d) Protected Drives and No Change Area. Anything in this Declaration to the contrary
notwithstanding, no Tract owner shall modify, change, alter, block off or otherwise impair the use of any
of the curb cuts, roadways or drive aisles located within the "Protected Drives" shown on the Site Plan,
except as otherwise required by applicable law or on a temporary basis as reasonably necessary to
perform any maintenance and repair thereof; provided, however, Declarant reserves the right to erect,
install and implement, as the case may be, traffic signs and signals, traffic control devices (including,
without limitation, speed bumps and/or other traffic calming devices) and the like or other matters
required by applicable laws to facilitate the orderly administration and use of the Protected Drives by
those parties entitled to use the same. No Tract owner shall construct any permanent building
improvements, or reduce the number of parking spaces, within the "No Change Area" shown on the Site
Plan, subject to condemnation, eminent domain or like proceeding and except as otherwise required by
applicable law. Anything in this Declaration to the contrary notwithstanding, the provisions of this
Section 4(d)may not be amended without the written consent of all of the Tract owners.
5. REPAIR AND MAINTENANCE OF COMMON AREAS; COMPLIANCE WITH
LAWS; REAL ESTATE TAXES.
(a) Repairs and Maintenance. Except as otherwise expressly provided herein, each Tract
owner shall, at such Tract owner's sole cost and expense, in a manner consistent with high class power
center projects in the greater Boise, Idaho metropolitan area, (i) keep such owner's Tract, including any
Common Areas located thereon, free of obstruction (except that curbs, landscaping or bumper stops may
be erected on the Outparcels in order to define the boundaries of the same), clean, swept and in good
repair and renew any portions thereof as necessary, (ii) keep any Common Areas located on such Tract
owner's Tract lighted during hours of darkness when any business operations located upon such Tract
owner's Tract are open for business, (iii) keep the parking areas located on such Tract owner's Tract
properly painted and striped to assist in the orderly parking of cars, (iv) provide trash service for such
Tract owner's Tract, (v) maintain all curbs, paving and related site improvements including all Service
Areas and hardscape areas located on such Tract owner's Tract in good order, condition and repair, (vi)
keep such Tract owner's Tract landscaped in accordance with the requirements of the City, such
landscaping to include sodding, planting of trees, shrubs and other customary landscape treatment; and
(vii) perform such other maintenance and repairs as are customary for high class power center projects in
the greater Boise, Idaho metropolitan area. All maintenance and repairs shall be done as quickly as
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possible and at such times and in such a manner as shall minimize any inconvenience to the business
conducted in the Project and to delivery vehicles servicing such business.
(b) Compliance With Laws; Pgyment of Real Estate Taxes; Universal Common Area
Maintenance Items.
(i) Generally. Each Tract owner shall comply with all laws, rules, regulations and
requirements of public authorities relating in any manner whatsoever to such Tract owner's Tract, and
shall pay one hundred percent(100%) of the (x) Real Estate Taxes which are due and payable for each
such Tract owner's Tract and insurance premiums payable with respect to each such owner's Tract
required by Section 4(b)(i) and Section 7 hereof, (y) repair and maintenance expenses for the Common
Areas, Service Areas and hardscape areas located on each such Tract owner's Tract, and (z) amounts due
and payable to the City in connection with repair and maintenance of any public improvements
(including, without limitation, any trailways, and landscaping within public rights of way) located on or
adjacent to each such Tract owner's Tract.
(ii) Universal Common Area Maintenance Items. Anything in Section 5(b)(i) to the
contrary notwithstanding, Declarant shall maintain and repair all Universal Common Area Maintenance
Items.
(iii) Payments. In addition to payment of amounts described in Section 5(b)(i), each
Tract owner shall pay to Declarant on a quarterly basis, in advance, in accordance with Declarant's
estimate, and subject to adjustment after the end of the year on the basis of the actual costs for such year,
its respective proportionate share of the cost of the Universal Common Area Maintenance Items. For
purposes of this Section 5(b)(iii), each such Tract owner's proportionate share shall be allocated by
Declarant on a relative Floor Area basis.
(c) CAM Election. Declarant may from time to time elect ("CAM Election") to maintain
and repair the Common Areas located on one or more of the Tracts in the manner hereinafter set forth.
Any such CAM Election shall be in writing and shall be given to each of the owners of the Tracts subject
to the CAM Election, and shall specify a date (no earlier than ninety (90) days following the date of the
CAM Election) by which Declarant intends to commence maintenance and repair of the Common Areas
located on the Tracts subject to the CAM Election. In the event Declarant makes a CAM Election
(i)Declarant shall, subject to reimbursement as provided herein, cause to be maintained and repaired the
Common Areas located on the Tracts subject to the CAM Election consistent with the terms and
provisions of Section 5(a)and Section 5(b)hereof, (ii)the owner of each of the Tracts subject to the CAM
Election shall not be required to so maintain the Common Areas located on its respective Tracts
notwithstanding the provisions of Section 5(a)and Section 5(b)hereof, but shall continue to provide trash
service for such owner's Tracts, shall continue to maintain the Service Areas and the hardscape areas
located on such owner's Tracts, and shall comply with all laws, rules, regulations and requirements of
public authorities relating in any manner whatsoever to such owner's Tracts as provided in Section 5(b)
hereof, (iii)the owner of each of the Tracts subject to the CAM Election shall not be required to make the
quarterly payments contemplated by Section 5(b) hereof, it being understood that such amounts shall be
paid monthly as part as such Tracts owner's proportionate share of CAM Expenses (as herein defined),
and (iv) the owner of each of the Tracts subject to the CAM Election shall pay to Declarant its
proportionate share of CAM Expenses in equal monthly installments, in advance, as reasonably estimated
by Declarant, and subject to adjustment after the end of each calendar year on the basis of the actual costs
for such year. In the event the CAM Expenses estimate is delivered following January of the applicable
calendar year, said amount, so estimated, shall be payable in equal monthly installments, in advance, on
the first day of each month for the balance of such calendar year, with the number of installments being
equal to the number of full calendar months remaining in such calendar year. The proportionate share of
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CAM Expenses for each such CAM Election Outparcel owner shall be allocated by Declarant on a
relative Floor Area basis. In the event Declarant makes a CAM Election, Declarant may promulgate such
reasonable, non-discriminatory rules and regulations for the Tracts subject to the CAM Election as
Declarant deems reasonable and necessary, and the owners of each of the Tracts subject to the CAM
Election shall be bound thereby.
Declarant may from time to time elect to cancel ("CAM Cancellation") any CAM Election and
no longer be responsible for the repair and maintenance of the Common Areas located on the Tracts
subject to the CAM Election in the manner hereinafter set forth. Any such CAM Cancellation shall be in
writing and shall be given to each of the owners of the Tracts subject to the CAM Election, and shall
specify a date, no earlier than ninety (90) days following the date of the CAM Cancellation, by which
Declarant shall no longer be responsible for the maintenance and repair of the Common Areas located on
the Tracts subject to the CAM Election. In the event Declarant makes a CAM Cancellation,the owner of
each of the Tracts subject to the CAM Election shall, on the date specified in the CAM Cancellation,
resume responsibility for the maintenance and repair of the Common Areas located on its respective Tract
in the manner required by Section 5(a) and Section 5(b) hereof and shall resume making the quarterly
payments contemplated by said Section 5(b). Nothing herein contained shall preclude Declarant from
making a CAM Election subsequent to a CAM Cancellation.
(d) Books and Records. Declarant shall, at the request of any Tract owner,make available to
such Tract owner for its inspection and examination all of the books and records that relate to the
determination of the amounts due and owing as provided in Section 5(c) hereof. Declarant also agrees to
make such books and records available to an independent certified accountant selected by any such Tract
owner, for review and audit, at the requesting Tract owner's sole cost and expense. If such audit reveals
an error in any such amount or adjustment, an appropriate adjustment shall be made based upon such
audit, and if any such error reveals an overpayment by any such Tract owner in excess of 5% of the
amount actually due and owing by any such Tract owner,Declarant shall pay the reasonable cost of such
audit. Tract owner shall keep the results of any such audit confidential, provided that nothing contained
herein shall restrict Tract owner from disclosing such information as may be required by applicable legal
requirements, or to its accountants, attorneys or bona fide prospective assignees or subtenants (provided
that each of such recipients shall be bound by the same non-disclosure provisions as are imposed upon
Tract Owner).
6. INDEMNIFICATION. The owner of each Tract agrees to defend, indemnify and hold
harmless the other Tract owners from and against any and all claims, actions, damages, fines, liabilities
and expenses of every kind, nature and sort whatsoever (including reasonable attorney's fees, court costs
and expenses) which may be imposed upon, incurred by or asserted against the indemnified party by any
third party in connection with loss of life or personal injury arising from or relating to any occurrence in,
upon or at the Tract owned by the indemnifying party, or any part thereof, or from exercise of the
easement rights granted herein,except to the extent caused by the willful or negligent acts or omissions of
the indemnified party. With respect to any indemnification provided for hereunder, the indemnifying
owner shall immediately respond and take over the expense, defense and investigation of all such claims
arising under this indemnity.
Each Tract owner ("Releasing Owner") shall release and waive for itself, and each person
claiming by,through or under it, by way of subrogation or otherwise, each other Tract owner("Released
Owner") from any liability for any loss (including any deductible loss, except as expressly provided
below) or damage to any property of such Releasing Owner located upon any portion of the Project and
for any business conducted upon any portion of the Project, without regard to any negligence on the part
of the Released Owner which may have contributed to or caused such loss, or of the amount of such
insurance required to be carried or actually carried; provided, however, the foregoing release shall not
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apply to any loss or damage attributable to an environmental condition caused by the Released Owner
and, to the extent any loss or damage is caused by the negligence or willful misconduct of the Released
Owner or its agents, employees or contractors and all or any portion of such loss or damage is
"deductible" under any applicable insurance policy or is self-insured, then the Released Owner shall pay
to the Releasing Owner the amount of such deductible or self-insured loss (not to exceed $25,000 per
event). Each Tract owner agrees to use all reasonable efforts to obtain, if needed, appropriate
endorsements to its policies of insurance with respect to the foregoing release; provided, however, that
failure to obtain such endorsements shall not affect the release hereinabove given.
7. INSURANCE. Each Tract owner shall cause to be procured and maintained commercial
general public liability insurance with limits of no less than$5,000,000.00 on an occurrence basis, which
policy or policies shall:
(a) add as Additional Insured the Declarant and Declarant's management agent;
(b) be written by insurance companies authorized to do business in the State of Idaho
with an A.M. Best's financial strength rating of A- or better and financial size category of
VII or better as published in the most current issue of Best's Insurance Reports, and the
insurance companies otherwise shall be reasonably acceptable to Declarant;
(c) protect and insure the parties designated in clause (a) above on account of any
loss or damage arising from injury or death to persons or damage or destruction to property
caused by or related to or occurring on (i) any such Tract; (ii) any construction or reconstruction
that any such Tract owner may perform in connection with such owner's Tract; and(iii)any act or
omission of any such Tract owner, and its respective agents, employees or contractors on any
portion of such Tract; and
(d) include contractual liability coverage insuring the indemnity obligations provided
for herein.
Any such coverage shall be deemed primary to any liability coverage secured by any other Tract
owner covering such owner's Tract and contain waivers of subrogation in favor of the Additional
Insureds. Each Tract owner shall use reasonable efforts to provide that the policy or policies required
hereunder may not be canceled by the insurer without first giving each named insured and Declarant at
least ten(10)days'prior written notice.
Each Tract owner shall also keep any building improvements located on its Tract insured in an
amount equivalent to the full replacement value thereof(excluding foundation, grading and excavation
costs) against loss or damage by fire and such other risks of a similar or dissimilar nature customarily
covered with respect to buildings and improvements similar in construction, general location, use,
occupancy and design to such building improvements.
Nothing herein contained shall prevent any Tract owner from taking out insurance of the kind and
in the amount provided for hereunder under a blanket insurance policy or policies which may cover other
properties owned or operated by such Tract owner as well as its Tract. Further, if any Tract owner
demonstrates to Declarant that it has a tangible,net financial worth in accordance with generally accepted
accounting principles consistently applied of at least $100,000,000.00, as evidenced by financial
statements certified by its chief financial officer, such Tract owner may elect to act as a self insurer in
respect to the insurance coverages required to be maintained under this Declaration. If such Tract owner
so elects to become a self-insurer, then, upon receipt of written request therefor, such Tract owner shall
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deliver to Declarant and to each other Tract owner notice in writing of the required coverages which it is
self-insuring setting forth the amounts, limits and scope of the self-insurance in respect to each type of
coverage self-insured. Any such Tract owner agrees to defend, indemnify and hold harmless each other
Tract owner from and against any loss, cost, damage, expense(including attorneys' fees and court costs),
claim, cause of action or liability that would have been covered by the insurance policy replaced by the
self-insurance.
Each Tract owner shall deliver binders or certificates evidencing such policies of insurance to
each other Tract owner upon demand.
8. DAMAGE AND DESTRUCTION. In the event of any damage or destruction to any
buildings to be constructed on any of the Tracts, the owner of said Tract promptly (i) shall remove all
rubble and debris resulting from such damage or destruction and shall commence restoration within six
(6) months of such damage or destruction and shall complete restoration of such damage or destruction
within twelve (12) months after the date thereof, or (ii) shall forthwith remove all rubble and debris
resulting from such damage or destruction and restore the site to a safe,orderly and clean condition as
soon as possible and maintain landscaping as required by the City, provided that the time periods
described herein shall be deferred for a period, not to exceed an aggregate of three hundred sixty-five
(365) days, equal to any delay caused by reason of strikes, lockouts, labor disputes, inability to obtain
labor, materials or reasonable substitutes therefor, acts of God, governmental restrictions, regulations or
controls, enemy or hostile governmental action, civil commotion, insurrection, revolution, sabotage, fire
or other casualty, acts or governmental agencies, or other causes (other than lack of funds) beyond the
reasonable control of any such Tract owner.
9. USE. The Project shall not be used for any activity proscribed on Exhibit D attached
hereto and made a part hereof. All uses shall comply with the applicable zoning ordinances of the City.
Said zoning ordinances shall govern if inconsistent herewith to the extent actually inconsistent. If not
inconsistent herewith, the standards herein contained shall be considered as requirements in addition to
said zoning ordinances.
10. NOT A PUBLIC DEDICATION. Nothing herein contained shall be deemed to be a
grant or dedication of any portion of the Project to the general public or for the general public or for any
public purposes whatsoever, it being the intention of Declarant that this Declaration shall be strictly
limited to and for the purposes herein expressed. Declarant shall have the right to close any portion of the
Project owned by Declarant to the extent as may, in Declarant's reasonable opinion, be necessary to
prevent a dedication thereof or the accrual of any rights to any person or the public therein; provided,
however, in the exercise of any rights pursuant to this Section 10, shall use commercially reasonable
efforts to minimize interference with any of the easements granted by this Declaration.
11. RIGHTS AND OBLIGATIONS OF LENDERS. If by virtue of any right or obligation
set forth herein a lien shall be placed upon any one of the Tracts, such lien shall be expressly subordinate
and inferior to the lien of any first mortgage lienholder now or hereafter placed on such Tract except those
liens recorded prior to recordation of any such first mortgage. Except as set forth in the preceding
sentence, however, any holder of a first mortgage lien on any one of the Tracts, and any assignee or
successors in interest of such first mortgage lienholder, shall be subject to the terms and conditions of this
Declaration.
12. ENFORCEMENT. The covenants, conditions and restrictions set forth herein shall be
enforceable only by Declarant, and shall be enforceable by:
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(a) Injunctive relief, prohibitive or mandatory, to prevent the breach of or to enforce the
performance or observance of said covenants,conditions and restrictions;or
(b) A money judgment for damages by reason of the breach of said covenants, conditions
and restrictions; or
(c) Any combination of the foregoing.
In addition, in the event any Tract owner fails to comply with the covenants, conditions and restrictions
set forth in this Declaration,Declarant may take such action as Declarant deems appropriate to effect such
compliance without waiving Declarant's rights under this Declaration, at law or in equity and without
releasing such Tract owner from compliance with the covenants, conditions and restrictions under this
Declaration; provided,however, Declarant shall not be entitled to cure any such failure unless Declarant
has first given the Tract owner written notice of such failure and such Tract owner has not cured such
failure within ten (10) days of such notice or, in case such cure cannot be effected within said 10-day
period and such Tract owner is diligently pursuing such cure,such additional period as may be reasonably
necessary to effect such cure, and provided further that, with respect to a failure by a Tract owner to
maintain insurance set forth in Section 4(b)(i) and Section 7 hereof or with respect to any event, fact or
circumstance which involves imminent threat of injury or damage to persons or property, or with respect
to a failure by a Tract owner to comply with the covenants,conditions and restrictions set forth in Section
l(a) hereof, the aforesaid cure period shall not apply. All reasonable costs incurred by Declarant in
curing any non-compliance by any Tract owner with the covenants, conditions and restrictions set forth in
this Declaration shall be due from any such Tract owner upon demand, and, in addition, such Tract owner
shall pay interest on such costs from the date of expenditure by Declarant until the date of reimbursement
by any such Tract owner, at the Interest Rate.
The failure of Declarant to enforce any provisions of the covenants, conditions and
restrictions herein contained upon the violation thereof as to one or more Tracts (or one or more Tract
owners)shall in no event be deemed to be a waiver of its rights to do so as to a subsequent violation or as
to any other Tract(or any other Tract owner). Each Tract owner that fails to comply with the covenants,
conditions and restrictions set forth in this Declaration shall pay any and all reasonable costs and expenses
incurred by Declarant in connection with enforcement by Declarant of the rights and remedies set forth in
this Section 12 against any such Tract owner including, without limitation, all reasonable attorneys'fees
and consulting fees and all court costs and filing fees related thereto.
Anything in this Section 12 to the contrary notwithstanding, (i)if any Tract owner fails to
comply with the covenants, conditions and restrictions set forth in this Declaration and Declarant has not
taken any action to effect such compliance, then any other Tract owner shall have the right to cause
Declarant to use commercially reasonable efforts to take such action as Declarant deems appropriate to
effect such compliance, which action shall be at the sole cost and expense of the requesting Tract owner
and (ii) if Declarant fails to exercise its rights and responsibilities under this Declaration in accordance
with the provisions herein contained, then any Tract owner shall have the right to institute legal
proceedings against Declarant to require Declarant to so exercise such rights and responsibilities as the
Declarant hereunder, but no such proceedings shall subject Declarant to any damages by reason of
Declarant's failure to so exercise such rights and responsibilities, it being understood that no Tract owner
shall have any claim, and each Tract owner hereby waives the right to claim against Declarant for
damages by reason of Declarant failing to exercise its rights and responsibilities under this Declaration,
and each Tract owner's only remedy shall be an action for specific performance or injunction to enforce
any such failure to exercise Declarant's rights and responsibilities, as aforesaid; provided, however, that
the foregoing shall not limit a Tract Owner's right to recover damages from Declarant as a defaulting
Tract owner.
16
22933921/4
13. PARTIAL INVALIDITY. Invalidation of any of the provisions of the covenants,
conditions and restrictions herein contained, whether by order of court of competent jurisdiction, or
otherwise,shall in no way affect any of the provisions which shall remain in full force and effect.
14. MISCELLANEOUS. Any consent or approval required of Declarant hereunder may be
given by the person(s) or entity(s) holding beneficial ownership in Declarant. Failure by Declarant to
respond to a request for any approval or consent required of Declarant hereunder within fifteen(15) days
of such request accompanied by all supporting documents and materials required to be furnished to
Declarant shall constitute an approval or consent of the matter requested and for which required
supporting documentation and materials have been furnished. Subject to the requirements set forth in the
next succeeding sentence, all rights and responsibilities reserved to Declarant hereunder may be exercised
by the owner of the Shopping Center Tracts; if there is more than one (1) owner of the Shopping Center
Tracts, such owners shall designate, by a written and recorded addendum to this Declaration, a single
owner to act as Declarant. Declarant may transfer the rights and responsibilities reserved to it hereunder
to any other person(s) or legal entity(provided such person(s) or legal entity will be the owner of at least
one Shopping Center Tract) by written instrument recorded in the Ada County Recorder's Office, but
only if such instrument specifically gives the transferee the right to enforce the provisions of this
Declaration. Mere purchase of the Shopping Center Tracts or any portion thereof shall confer no right to
enforce the aforesaid provisions. Wherever a transfer occurs in the ownership of any Tract,the transferor
shall have no further liability for breach of covenant occurring thereafter. Each Tract owner agrees to
look solely to the interest of any other Tract owner in its respective Tract for the recovery of any
judgment from such owner, it being agreed that the owner of any such Tract and its partners, directors,
officers, members, managers or shareholders shall never be personally liable for such judgment.
Declarant may, at its election, subject all or any part of the Additional Property to certain of the terms of
this Declaration (which shall include, in all cases, Section 5(b) of the Declaration), in which event each
Tract owner (and the holder of any recorded mortgage, deed of trust, ground lease, "synthetic" lease,
master lease, security interest or other security document of like nature encumbering each Tract) shall,
within fifteen (15) days after written request, execute and deliver such instruments as may be reasonably
requested by Declarant to so subject such Additional Property to the terms of this Declaration and any
such instrument shall not decrease the rights or increase the obligations of any Tract owner in any
material respect, and if any such Tract owner (or such holder) shall fail to so execute and deliver to
Declarant any such instruments within ten (10) days after Declarant notifies such Tract owner (or such
holder), in writing,that such Tract owner(or such holder)has failed to so execute such instruments within
the 15-day period prescribed above, then such Tract owner (or holder) irrevocably constitutes and
appoints Declarant as such Tract owner's (or holder's) agent and attorney-in-fact to execute and deliver
such instruments, which appointment includes full power of substitution and shall be deemed to be
coupled with an interest. If Declarant elects to subject all or any part of the Additional Property to certain
of the terms of this Declaration, as aforesaid, then the owner of that part of the Additional Property so
subjected shall be required to comply with Section 5(b) of this Declaration including, without limitation,
payment of any and all amounts required to be paid by any Tract owner in accordance with the provisions
therein contained. In the event any portion of the Initial Property is subdivided after the date hereof, the
benefits and burdens created hereby shall benefit and be binding upon any tract(s) created by such
subdivision, and all references herein to any such Tract shall mean and refer to the tract(s)created by such
subdivision, and all rights and obligations of the Tract owner shall be deemed to be the rights and
obligations of the owner(s) of any tract created by such subdivision. Subject to Section 4(d) of this
Declaration,Declarant shall have the unilateral right to amend this Declaration by recording an executed
amendment in the Ada County Recorder's Office,unless such amendment would materially and adversely
affect any Tract not owned by Declarant, in which case any such amendment shall require the consent of
the Tract owner so materially and adversely affected thereby, and if Declarant desires to so amend this
Declaration, then the owner(s) of the Tract(s) (and the holder(s) of any recorded mortgage,deed of trust,
17
22933921/4
ground lease, "synthetic" lease, master lease, security interest or other security document of like nature
encumbering such Tract(s)) affected thereby shall, within fifteen (15) days after written from Declarant,
execute and deliver such instruments as may be reasonably requested by Declarant to evidence such
amendment to this Declaration, and if such owner(s) (or such holder(s)) has failed to so execute such
instruments within said 15-day period, then such owner(s) (or such holder(s)) irrevocably constitutes and
appoints Declarant as such owner'(s) (or holder'(s)) agent and attorney-in-fact to execute and deliver such
instruments, which appointment includes full power of substitution and shall be deemed coupled with an
interest.
15. FAILURE TO PAY AMOUNTS DUE AND OWING. Any amounts due from any
Tract owner under this Declaration which are not paid when due shall bear interest from the due date until
the date of payment at the Interest Rate,and such amounts shall be secured by a lien upon such owner's
Tract, effective upon the recording thereof in the Ada County Recorder's Office. Any such lien may be
foreclosed upon in the same manner as provided for enforcement of mechanics liens or liens securing
mortgage indebtedness.
16. RIGHTS RESERVED. Declarant retains, reserves and shall continue to enjoy the use
of the Tracts for any and all purposes which comply with Section 9 above and Exhibit D attached hereto
and that do not interfere in any material respect with or prevent the use by the Tract owners of the
easements granted herein. Without limiting the generality of the foregoing, it is understood that the Site
Plan is intended only for identifying the real estate comprising the Tracts and the approximate boundary
lines of the individual parcels, and that the Site Plan is not to be considered or construed as a
representation, warranty or covenant that the shape, size, location, number and extent of building
improvements shown thereon shall be constructed. In furtherance thereof, and subject to Section 4(d) of
this Declaration, Declarant reserves the right to change from time to time the dimensions and location of
the Common Areas on the Shopping Center Tracts and Outparcels owned by Declarant, and the location,
dimensions, identity and type of any parking areas or buildings in the Shopping Center Tracts and
Outparcels owned by Declarant, and to construct additional buildings, additions to existing buildings, and
other improvements in the Shopping Center Tracts and Outparcels owned by Declarant, to eliminate
buildings from the Shopping Center Tracts and Outparcels owned by Declarant, to increase the land size
or otherwise modify the configuration of the Shopping Center Tracts and Outparcels owned by Declarant
shown on the Site Plan,and to change the name, address, number or designation by which the Tracts are
commonly known; provided, however, in the exercise of such rights, Declarant shall not materially and
adversely affect access to,visibility of, or parking serving any Tract.
17. RELOCATION OF EASEMENTS. Declarant reserves the right at any time and from
time to time to relocate all or a portion of the easements granted by Declarant herein,provided that(i)the
easements so relocated will be of substantially equivalent usefulness for the purposes stated in this
Declaration, (ii) all costs incurred to effect such relocation shall be paid by Declarant, (iii)Declarant shall
interfere with the business being operated on the Tract benefitted by the easement being relocated as little
as reasonably possible in the exercise of Declarant's rights herein,and(iv)Declarant shall provide not less
than thirty (30) days prior written notice of any such relocation to the owner(s) of the Tract(s) benefited
by the easement(s)being relocated.
18. ESTOPPEL CERTIFICATE. Declarant shall, upon the written request (which shall
not be more frequent than three (3)times during any calendar year) of any owner of any Tract, issue to
such owner or its prospective mortgagee or purchaser, an estoppel certificate stating, to the best of the
Declarant's knowledge:
(i) whether it knows of any default under this Declaration by the requesting Tract
owner, and if there are known defaults, specifying the nature thereof;
18
229 3 3 92 1/4
(ii) whether this Declaration has been assigned, modified or amended in any way by
it and if so,then stating the nature thereof;
(iii) whether this Declaration is in full force and effect; and
(iv) whether there are any sums due and owing by any owner of any Tract under this
Declaration.
19. CONSTANT DOLLARS. All references to dollar amounts contained in this
Declaration shall be in 2012 dollars. To maintain equivalency with 2012 dollars, all such dollar amounts
shall be adjusted on January 1, 2015 and thereafter at three year intervals on January 1st (i.e. January 1,
2018; January 1, 2021; etc.) by multiplying the dollar amount to be adjusted by a fraction, the numerator
of which is the CPI published during the month of December immediately prior to the commencement of
the applicable 3-year period, and the denominator of which shall be the CFI published during the month
of December immediately prior to the commencement of the prior 3-year period (or, in the case of the
first such adjustment, the CPI published during December, 2011); provided, however, in no event shall
such fraction be deemed to be less than 1.00. If publication of the CPI is discontinued, or if the basis of
calculating the CPI is materially changed (other than customary decennial adjustments to the expenditure
weights attached to the categories of goods and services comprising the CPI), then Declarant shall
substitute for the CPI comparable statistics as computed by an agency of the United States Government
or, if none, by a substantial and responsible periodical or publication of recognized authority most closely
approximating the result which would have been achieved by the CPI.
20. NOTICE. All notices and demands herein required or permitted shall be in writing and
shall be sent by United States Certified Mail return receipt requested, personal delivery, recognized
overnight courier(guaranteeing next day delivery) or facsimile with proof of transmission. Any notice to
Declarant shall be delivered to Meridian CenterCal, LLC, 7455 SW Bridgeport Road, Suite 205, Tigard,
Oregon 97224, Attention: President, Facsimile Number: (503) 968-8047. All notices shall be deemed
given two (2) business days following deposit in the United States mail with respect to a certified mail,
one(1)business day following deposit if delivered to an overnight courier guaranteeing next day delivery
(with receipt) or on same day if sent by personal delivery or telecopy (with proof of transmission), or on
the first date of any rejection. Attorneys for the owner of a Tract shall be authorized to give notices for
such owner. Declarant may change its address for the service of notice by giving written notice of such
change to the owners of the other Tracts in the manner above specified.
21. FURTHER SUBDIVISION. If the Project, or part thereof, is further subdivided in the
manner generally contemplated by the Site Plan, then Declarant shall amend and restate this Declaration
as may be reasonably necessary to subject the Project, or part thereof, as subdivided, to the easements,
covenants, conditions and restrictions set forth in this Declaration,and to ratify and confirm that the
easements, covenants, conditions and restrictions set forth in this Declaration create mutual benefits and
burdens upon the Project, or part thereof, as so subdivided, without the need for the signature of, or the
joinder by, any party other than the Declarant. Upon request by Declarant, each of the owners of each
portion of the Project shall execute any instrument as Declarant may be reasonably required to evidence
the amendment and restatement of this Declaration, notwithstanding that such execution is not necessary
to make such amendment and restatement valid and enforceable against all of such owners and their
property, and if any such owner fails to so execute any such instrument, then such owner hereby
irrevocably constitutes and appoints Declarant as such owner's agent and attorney-in-fact to execute and
deliver such instrument, which appointment includes full power of substitution and shall be deemed to be
coupled with an interest.
19
2293 3 92 1/4
22. EXHIBITS. The following exhibits are made a part hereof, with the same force and
effect as if specifically set forth herein:
Exhibit A Site Plan
Exhibit A-1 Depiction of Initial Property
ExhibitA-2 Depiction of Additional Property
Exhibit B Legal Description
Exhibit C Utility Plan
Exhibit D Use Restrictions
Exhibit E Sign Criteria
Exhibit F Definitions
[Signature Page Follows]
20
22933921/4
1
IN WITNESS WHEREOF, Declarant has executed this Declaration as of the day and year first
above written.
Meridian CenterCal,LLC,
a Delaware limited liability company
By: CenterCal,LLC, a Delaware limited
liability company, its sole member
By: CenterCal Associates,LLC, a
Delaware limited liability company,its
Man
By:-7
Its:
STATE OF ) MACKENZIE PETERSEN
ss. Notary Public
COUNTY OF Ad a,
State of Idaho
I, �QaC�G2fAZ Re--f e�r'1 , a Notary Pu lic in and for said County in the State
a oresaid DO HEREBY CE IF T [ATIf% 11 the
of LC(.,,
a nally
own to me to be the same person whose name is subscribed to the foregoing instrument a` such
appeared before me this day in person and acknowledged that he signed and delivered
the said iighiiiient as his own free and voluntary act, and as the free and voluntary act of said limited
liability company for the uses and purposes therein setforth.
Given under my hand and notarial seal this!tp day of May,2012.
&tary Public
My Commission Expires: i/'7— r�
21
22933921/4
STATE OF IDAHO ) MACKENZIE PETERSEN
Notas Statery Public
of Idaho
COUNTYOF�Q )
On this day of in the year 2012, before me, a Notary Public in and for said State,
personally appeared Jean Paul Wardy, kno n or identified to me to be the person whose name is subscribed to
the within Instrument as the President of CenterCal Associates, LLC, which is the Managing Member of CenterCal,
LLC, which is the Sole Member of Meridian CenterCal, LLC, which is known or identified to me to be the entity
whose name is subscribed to the within instrument and acknowledged to me that he executed the same in said
Limited Liability Company's name.
Notary Public of ld
Residing 1�Idaho
Commission Expires: 2 3— )�j
EXHIBIT A
Site Plan
A-1
22933921/4
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EXHIBIT A-1
Depiction of Initial Property
A-1-1
22933921/4
EASI RIVLR VALLEY SIREN
^ -- LEGEND
- / INTIAL PROPERTY
_I L J
.In m m w■ PROPOSED LOTS
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EAST FAIRVIEW AVENUE SITE EXHIBIT Al
17 May 2012
MERIDIAN TOWN CENTER SCALE: NOT TO SCALE ED
CENTERCC.AL MERIDIAN, IDAHO
PROPCIMES. LLC
EXHIBIT A-2
Depiction of Additional Property
A-2-1
22933921/4
EASI RIVER VALLEY 51 REEI
LEGEND
❑ - �� ADDITIONAL PROPERTY
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e EAST FAIRVIEW AVENUE SITE EXHIBIT A2
17 May 2012
MERIDIANTOWN CENTER SCALE: NOT TO SCALEIN
CENTERCCAL MERIDIAN, IDAHO
PROPERTIES. LLC
EXHIBIT B
Legal Descriptions
Initial Property:
A TRACT OF LAND BEING A PORTION OF THE SOUTHWEST ONE QUARTER OF SECTION 4, TOWNSHIP 3
NORTH, RANGE 1 EAST, BOISE MERIDIAN, CITY OF MERIDIAN, ADA COUNTY, IDAHO, DESCRIBED AS
FOLLOWS:
COMMENCING AT A FOUND BRASS CAP MONUMENTING THE SOUTHWEST CORNER OF SAID SECTION 4,
THENCE FOLLOWING THE WESTERLY LINE OF SAID SECTION 4, NORTH 0'10'43" EAST 2,618.49 FEET TO A
FOUND BRASS CAP MONUMENTING THE NORTHWEST CORNER OF THE SAID SOUTHWEST ONE QUARTER OF
SECTION 4;
THENCE SOUTH 49'29'21" EAST A DISTANCE OF 153,47 FEET TO A SET 5/8—INCH STEEL PIN AND BEING
THE POINT OF BEGINNING No. 1.
THENCE FOLLOWING THE SOUTHERLY RIGHT-OF—WAY LINE OF EAST RIVER VALLEY STREET, NORTH
89'5101" EAST A DISTANCE OF 177.33 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID SOUTHERLY RIGHT—OF-WAY LINE, NORTH 72'03'00' EAST A DISTANCE
OF 36.63 FEET TO A SET 5/8-INCH STEEL PIN;
THENCE FOLLOWING THE SAID SOUTHERLY RIGHT—OF—WAY LINE, NORTH 87'04'18' EAST A DISTANCE
OF 326.01 FEET TO A SET 5/8-INCH STEEL PIN;
THENCE FOLLOWING THE SAID SOUTHERLY RIGHT—OF—WAY LINE, NORTH 89'51'01' EAST A DISTANCE
OF 568.39 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID SOUTHERLY RIGHT—OF-WAY LINE, SOUTH 38'3814" EAST A DISTANCE
OF 61.06 FEET TO A SET 5/8—INCH STEEL PIN ON THE WESTERLY RIGHT—OF—WAY LINE OF NORTH
RECORDS AVENUE;
THENCE LEAVING THE SAID SOUTHERLY RIGHT—OF-WAY LINE AND FOLLOWING THE SAID WESTERLY
RIGHT-OF—WAY LINE, 150.99 FEET ALONG THE ARC OF A CIRCULAR CURVE TO THE RIGHT, SAID
CURVE HAVING A RADIUS OF 4,965.00 FEET, A CENTRAL ANGLE OF 01'44'33", A CHORD BEARING
OF SOUTH 01'09'45" WEST AND A CHORD DISTANCE OF 150.99 FEET TO A SET 5/8—INCH STEEL
PIN;
THENCE FOLLOWING THE SAID WESTERLY RIGHT-OF—WAY LINE, SOUTH 02'02'02' WEST A DISTANCE
OF 646.37 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID'WESTERLY RIGHT—OF—WAY LINE, 222.86 FEET ALONG THE ARC OF A
CIRCULAR CURVE TO THE LEFT, SAID, CURVE HAVING A RADIUS OF 535.00 FEET, A CENTRAL ANGLE
OF 2352'02", A CHORD BEARING OF SOUTH 09'53'59' EAST AND A CHORD DISTANCE OF 221.25
FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID WESTERLY RIGHT—OF—WAY LINE, SOUTH 16'45'50" WEST A DISTANCE
OF 46.19 FEET TO A SET 5/8-INCH STEEL PIN ON THE NORTHERLY RIGHT-OF—WAY LINE OF EAST
TOWN CENTER DRIVE;
THENCE LEAVING THE SAID WESTERLY RIGHT-OF—WAY LINE AND FOLLOWING THE SAID NORTHERLY
RIGHT—OF-WAY LINE, SOUTH 61'45'50" WEST A DISTANCE OF 153.34 FEET TO A SET 5/8—INCH
STEEL PIN;
THENCE FOLLOWING THE SAID NORTHERLY RIGHT—OF—WAY LINE, 75.40 FEET ALONG THE ARC OF A
CIRCULAR CURVE TO THE RIGHT, SAID CURVE HAVANG A RADIUS OF 153.00 FEET, A CENTRAL ANGLE
OF 28'14'15", A CHORD BEARING OF SOUTH 75'52'55" WEST AND A CHORD DISTANCE OF 74.64
FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID NORTHERLY RIGHT—OF-WAY LINE, SOUTH 90'00'00" WEST A DISTANCE
OF 446.55 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID NORTHERLY RIGHT—OF 'WAY LINE, NORTH 88'02'29' WEST A DISTANCE
OF 336.49 FEET TO A SET 5/8-INCH STEEL PIN; I
THENCE FOLLOWING THE SAID NORTHERLY RIGHT—OF-WAY LINE, SOUTH 90'00'00" WEST A DISTANCE
OF 139.79 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID,NORTHERLY RIGHT—OF—WAY LINE, NORTH 56'23'13' WEST A DISTANCE
OF 54.71 FEET TO A SET 5/6-INCH STEEL PIN ON THE EASTERLY RIGHT—OF—WAY LINE OF NORTH
EAGLE ROAD;
THENCE LEAVING THE SAID NORTHERLY RIGHT—OF—WAY LINE, AND FOLLOWING THE SAID EASTERLY
RIGHT-OF-WAY LINE, NORTH 0'10'55" EAST A DISTANCE OF 1,096.68 FEET TO A SET 5/8—INCH
STEEL PIN;
THENCE FOLLOWING SAID EASTERLY RIGHT—OF—WAY LINE, NORTH 45'00'52" EAST A DISTANCE OF
41.30 FEET TO THE POINT OF BEGINNING No. 1.
B-1
2293 3 92 1/4
TOGETHER WITH:
COMMENCING AT A FOUND BRASS CAP MONUMENTING THE SOUTHWEST CORNER OF SAID SECTION 4,
WHICH BEARS, SOUTH 010'43" WEST A DISTANCE OF 2,618:49 FEET FROM A FOUND BRASS CAP
MONUMENTING THE NORTHWEST CORNER OF THE SAID SOUTHWEST ONE QUARTER OF SECTION 4;
THENCE NORTH 53'51'44" EAST A DISTANCE OF 163.67 FEET TO A SET 5/8—INCH STEEL PIN AND BEING
THE POINT OF BEGINNING No. 2.
THENCE FOLLOWING THE EASTERLY RIGHT—OF—WAY LINE OF NORTH EAGLE ROAD, NORTH 57'25'16"
WEST A DISTANCE OF 51.97 FEET TO A SET 5/8-INCH STEEL PIN;
THENCE FOLLOWING THE SAID EASTERLY RIGHT—OF—WAY LINE, NORTH 0'10'43" EAST A DISTANCE OF
1130.62 FEET TO A SET 5/8-INCH STEEL PIN ON THE SOUTHERLY RIGHT-OF—WAY LINE OF EAST
TOWN CENTER DRIVE;
THENCE LEAVING THE SAID EASTERLY RIGHT—OF—WAY LINE, AND FOLLOWING THE SAID SOUTHERLY
RIGHT—OF—WAY LINE, NORTH 45'05'01" EAST A DISTANCE OF 43.91 FEET TO A SET 5/8—INCH
STEEL PIN;
THENCE FOLLOWING THE SAID SOUTHERLY RIGHT—OF—WAY LINE, NORTH 90'00'00" EAST A DISTANCE
OF_716.51_FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID SOUTHERLY RIGHT—OF—WAY LINE, NORTH 83'43'22" EAST A DISTANCE
OF 100.60 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID SOUTHERLY RIGHT—OF—WAY LINE, NORTH 90'00'00" EAST A DISTANCE
OF 120,83 FEET TO A SET 5/8—.INCH STEEL PIN;
THENCE FOLLOWING THE SAID SOUTHERLY RIGHT—OF—WAY LINE, 102.01 FEET ALONG THE ARC OF A
CIRCULAR CURVE TO THE LEFT, SAID CURVE HAVING A RADIUS OF 207.00 FEET, A CENTRAL ANGLE
OF 28'14'10", A CHORD BEARING OF NORTH 75'52'55" EAST AND A CHORD DISTANCE OF 100.98
FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID SOUTHERLY RIGHT—OF—WAY LINE, NORTH 61'45'50" EAST A DISTANCE
OF 153.34 FEET TO A SET 5/8—INCH STEEL PIN ON THE WESTERLY RIGHT-OF—WAY LINE OF NORTH
RECORDS AVENUE;
THENCE LEAVING SAID SOUTHERLY RIGHT—OF-WAY LINE AND FOLLOWING THE SAID WESTERLY
RIGHT—OF—WAY LINE, SOUTH 73'14'10" EAST A DISTANCE OF 46.19 FEET TO A SET 5/8—INCH
STEEL PIN;
THENCE FOLLOWING THE SAID WESTERLY RIGHT—OF—WAY LINE, 93.68 FEET ALONG THE ARC OF A
CIRCULAR CURVE TO THE LEFT, SAID CURVE HAVING A RADIUS OF 535.00 FEET, A CENTRAL ANGLE
OF 10'01'59% A CHORD BEARING OF SOUTH 39'39'16" EAST AND A CHORD DISTANCE OF 93.56
FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID WESTERLY RIGHT-OF—WAY LINE, SOUTH 44'40'18" EAST A DISTANCE
OF 645.63 FEET TO A SET 5/8-INCH STEEL PIN;
THENCE FOLLOWING THE SAID WESTERLY RIGHT-OF—WAY LINE, 353.19 FEET ALONG THE ARC OF A
CIRCULAR CURVE TO THE RIGHT, SAID CURVE HAVING A RADIUS OF 465.00 FEET, A CENTRAL
ANGLE OF 43'31'08", A CHORD BEARING OF SOUTH 22'54'45" EAST AND A CHORD DISTANCE OF
344.76 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID WESTERLY RIGHT-OF—WAY LINE, SOUTH 07'47'19" WEST A DISTANCE
OF 80.57 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID WESTERLY RIGHT—OF—WAY LINE, SOUTH 0'00'37" WEST A DISTANCE
OF 348.32 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID WESTERLY RIGHT—OF—WAY LINE, SOUTH 46'39'09" WEST A DISTANCE
OF 46.40 FEET TO A SET 5/8—INCH STEEL PIN ON THE NORTHERLY RIGHT—OF—WAY LINE OF EAST
FAIRVIEW AVENUE;
THENCE LEAVING THE SAID WESTERLY RIGHT-OF—WAY LINE AND FOLLOWING THE SAID NORTHERLY
RIGHT-OF-WAY LINE, NORTH 89'59'29" WEST A DISTANCE OF 218.81 FEET TO A SET 5/8—INCH
STEEL PIN;
THENCE FOLLOWING THE SAID NORTHERLY RIGHT—OF—WAY LINE, NORTH 88'37'05" WEST A DISTANCE
OF 349.55 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID NORTHERLY RIGHT—OF—WAY LINE, NORTH 84'03'31" WEST A DISTANCE
OF 151.14 FEET TO A SET 5/8—INCH STEEL PIN;
THENCE FOLLOWING THE SAID NORTHERLY RIGH.T—OF—WAY LINE, NORTH 89'59'29" WEST A DISTANCE
OF 1,089.95 FEET TO THE POINT OF BEGINNING No. 2.
B-2
2293 3 92 1/4
Less the following:
A tract of land situated in a portion of the Southwest One Quarter of Section 4,Township 3 North,
Range 1 East,Boise Meridian,City of Meridiarv�Ada County,Idaho,described as follows'.
Commencing at the Southwest Corner of said Section 4, thence following the westerly line of the
said Southwest One Quarter of Section 4, North 0°10'43" East a distance of 2,618.49 feet to the
West One Quarter corner of said Section 4;Thence leaving said westerly line,South 49"29'21" East a
distance of 153.47 feet to a point on the southerly right of way line of East River Valley Street;
Thence along the said southerly right of way line the following four(4)courses,North 89"51'01" East
a distance of 177.33 feet to a point;Thence North 72°03'00" East a distance of36.63 feet to a point,
Thence North 87°04'18" East a distance of 326.01 feet to a point; Thence North 89*51'01" East a
distance of 3S1.81 feet to the POINT OF BEGINNING;
Thence continuing along said southerly right of way line,North 89°51'01" East a distance of
216.58 feet to a point on the westerly right of way line of North Records Avenue;
Thence departing said southerly right of way line and continuing along the said westerly
right of way line the following five(5)courses,South 38038'14"East a distance of 61.06 feet
to a point of curvature;
Thence 150.99 feet along the arc of a circular curve to the right,said curve having a radius of
4,965.00 feet, a central angle of 01°44'33", a chord bearing of South 01°09'45"West, and a
chord distance of 150.99 feet to a point of tangency;
Thence South 02°02'02"West a distance of 646.37 feet to a point of curvature;
Thence 222,86 feet along the arc of a circular curve to the left,said curve having a radius of
535.00 feet, a central angle of 23°52'02", a chord bearing of South 09°53'59" East, and a
chord distance of 221.25 feet to a point of tangency;
Thence South 16945'50" West a distance of 46.19 feet to a point on the northerly right of
way line of East Town Center Drive;
Thence departing said westerly right of way line and along said northerly right of way line
the following three(3)courses;
South 61°45'50"West a distance of 153.34 feet to a point of curvature;
Thence 75.40 feet along the arc of a circular curve to the right,said curve having a radius of
153.00 feet, a central angle of 28014'15", a chord bearing of South 75"52'55" West, and a
chord distance of 74.64 feet to a point of tangency;
Thence South 90'00'00"West a distance of 53.11 feet to a point;
Thence departing said northerly right of way line,North 00000'00" East a distance of 351.06
feet to a point
Thence North 47'51'45"East a distance of 25.62 feet to a point;
Thence North 00°00'00" East a distance of 230.79 feet to a point;
Thence North 16°5S'S7" West a distance of 40.62 feet to a point;
Thence North 00°00'00" East a distance of 559.09 feet to the POINT OF BEGINNING.
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Additional Property:
A tract of land situated in a portion of the Southwest One Quarter of Section 4,Township 3 North,
Range 1 East,Boise Meridian,City of Meridians Ada County,Idaho,described as follows:
Commencing at the Southwest Corner of said Section 4, thence following the westerly line of the
said Southwest One Quarter of Section 4, North 0°10'43" East a distance of 2,618.49 feet to the
West One Quarter corner of said Section 4;Thence leaving said westerly line,South 49°29'21" East a
distance of 153.47 feet to a point on the southerly right of way line of East River Valley Street;
Thence along the said southerly right of way line the following four(4)courses,North 89"51'01" East
a distance of 177.33 feet to a.point,Thence North 72°03'00" East a distance of36.63 feet to a point;
Thence North 87°04'18" East a distance of 326.01 feet to a point; Thence North 89°51'01" Cast a
distance of351.81 feet to the POINT OF BEGINNING;
Thence continuing along said southerly right of way line,North 99°51'01" East a distance of
216.58 feet to a point on the westerly right of way line of North Records Avenue;
Thence departing said southerly right of way line and continuing along the said westerly
right of way line the following five(5)courses,South 38"38,14"East a distance of 61.06 feet
to a point of curvature;
Thence 150.99 feet along the arc of a circular curve to the right,said curve having a radius of
4,965.00 feet,a central angle of 01'44'33", a chord bearing of South 01009'45"West, and a
chord distance of 150.99 feet to a point of tangency;
Thence South 02"02'02"West a distance of 646.37 feet to a point of curvature;
Thence 222.86 feet along the arc of a circular curve to the left,said curve having a radius of
535.00 feet, a central angle of 23"52'02", a chord bearing of South 0905359" East, and a
chord distance of 221.25 feet to a point of tangency;
Thence South 16945'50" West a distance of 46.19 feet to a point on the northerly right of
way line of East Town Center Drive;
Thence departing said westerly right of way line and along said northerly right of way line
the fallowing three(3)courses;
South 61°45'50"West a distance of 153.34 feet to a point of curvature;
Thence 75.40 feet along the arc of a circular curve to the right,said curve having a radius of
153.00 feet, a central angle of 28°14'15", a chord bearing of South 75°52'55" West, and a
chord distance of 74.64 feet to a point of tangency;
Thence South 90000'00"West a distance of 53.11 feet to a point;
Thence departing said northerly right of way lane, North O0°00'0O" East a distance of 351.06
feet to a point;
Thence North 47°51'45"East a distance of 25.62 feet to a point;
Thence North 00*00'00" East a distance of 230,79 feet to a point;
Thence North 16*55'57"West a distance of 40.62 feet to a point;
Thence North 00°00'00" East a distance of 559.09 feet to the POINT OF BEGINNING,
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EXHIBIT C
Utility Plan
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EXHIBIT 1)
Use Restrictions
No portion of the Project shall be used in whole or in part for any of the following purposes:
(a) Warehouse, or for any assembling(other than the incidental assembly of prefabricated furniture),
manufacturing(other than cooking,baking and other preparation of food products for sale, and
other than lens grinding,lens finishing,and eye glass fabrication and repair),distilling(other than
any retail microbrewery),refining, smelting, agricultural(other than the sale of agricultural
products and the preparation thereof for sale)or industrial or mining operations;
(b) "Second-hand"thrift store whose principal business is selling discounted and used merchandise
(other than an arcade,video, compact disc,novelty, entertainment or similar resale store of a first-
class type and nature typically found at first-class shopping centers in major urban markets in the
western United States) such as a salvation army type store, "goodwill"type store,or similar
businesses,it being understood that the foregoing does not prohibit the operation of a Ross Dress
For Less retail store;
(c) Mobile home park,trailer court, labor camp,junk yard,or stock yard(except that this provision
shall not prohibit the temporary use of construction trailers during any periods of construction,
reconstruction or maintenance);
(d) Dumping, disposing, incinerating, or reducing of garbage(exclusive of dumpsters for the
temporary storage of garbage and any garbage compactors,in each case which are regularly
emptied so as to minimize offensive odors);
(e) Fire,going out of business,relocation,bankruptcy or similar sales(unless pursuant to court
order);
(f) Central laundry, dry cleaning plant, or laundromat; provided, however,this restriction shall not
apply to any dry cleaning facility providing on-site services oriented to pickup and delivery by
the ultimate customer, including nominal supporting facilities, or to laundry facilities for any
tenant or occupant of the Project for such tenant's or occupant's own towels,linens, and uniforms
used in its premises;
(g) Selling or leasing automobiles,trucks,trailers, or recreational vehicles;
(h) Any skating rink, dance hall or gymnasium(other than small fitness center,such as a"Curves for
Women" or yoga studio);
(i) Funeral home or mortuary;
(j) "Adult only" store for the sale or rental of pornographic material or other sexually explicit
material(provided that this restriction shall not preclude the sale or rental of X rated or"NR"
rated or similar materials as an incidental part of the operation of bookstores or other multi-media
or consumer electronics stores);
(k) Flea market;
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(1) Car wash; provided however, a car wash shall be permitted as part of a service station/mini-mart
operation;
(m) Operation whose principal use is a massage parlor except that Declarant shall be permitted to
lease to massage parlors in the Project such as a"Massage Envy" or a similar user; and provided
this restriction shall not prohibit massages in connection with a beauty salon or health club or
athletic facility;
(n) Tattoo parlor; and
(o) Any church, synagogue, mosque or other place or religious worship; or school (other than (i)
cooking and other home economic classes conducted by any grocery store tenant or occupant of
the Project, (ii) a post-secondary educational facility for office uses and/or an educational facility
providing specialized tutoring, testing, assessment and/or supplemental education services, (iii)
meetings, training sessions, instructional classes and the like conducted in one or more movie_
theatre auditoriums).
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EXHIBIT E
Sign Criteria
[On file with Declarant and available upon request].
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EXHIBIT F
Definitions
"Adjacent Party" shall have the meaning set forth in Section 1(i).
"Additional Property" shall have the meaning set forth in Recital D.
"Adjacent Building" shall have the meaning set forth in Section 4(c).
"Building Group" shall have the meaning set forth in Section 4(c).
"CAM Cancellation" shall have the meaning set forth in Section 5(c).
"CAM Election" shall have the meaning set forth in Section 5(c).
"CAM Expenses" shall include all Universal Common Area Maintenance Items and all other expenses
incurred with respect to the maintenance, lighting, cleaning, inspecting, painting, repair, operation and
replacement of the improvements (including,without limitation,retaining walls,landscaping,hardscaping
and equipment, such as lighting poles, parking meters and fixtures located within the Common Areas) of
the Common Areas located on the Tracts subject to the CAM Election, and certain other costs as more
particularly described below, as determined by Declarant's accountant in accordance with prudent
industry standards, including, without limitation, the following: insurance premiums for the Common
Areas located on the Tracts subject to the CAM Election; all costs and expenses of removing debris from
and for security protection for the Common Areas located on the Tracts subject to the CAM Election; all
costs and expenses of all service and maintenance contracts for the Common Areas located on the Tracts
subject to the CAM Election, including, without limitation, windows and general cleaning, surface water,
pest control, electronic instruction, fire control and telephone alert systems; costs of collection and
disposal of all trash and garbage; all costs and expenses for machinery and equipment used in the
operation of the Common Areas located on the Tracts subject to the CAM Election; all costs and expenses
of maintaining and repairing sprinklers and other fire protection systems, irrigation systems, and heating,
air conditioning, electrical, gas, water, telephone and other utility systems serving the Common Areas
located on the Tracts subject to the CAM Election; all costs and expenses of maintaining and repairing
traffic signals and all costs and expenses of traffic regulation, directional signs and traffic consultants;
permits, program service and loudspeaker systems; all costs and expenses of operating, maintaining,
repairing and replacing any non-public utility system serving the Common Areas located on the Tracts
subject to the CAM Election; all reasonable charges for interest on and depreciation of equipment
installed in, or improvements or alterations made to, the Common Areas which are for the purpose of
reducing energy costs, maintenance costs or other CAM Expenses, or which are required under any
governmental laws, regulations, or ordinances which were not required as of the date hereof, so as to
amortize the cost of such equipment, improvements or alterations over the reasonable life of the same on
a straight line basis; the costs of uniforms, supplies and materials used in connection with the operation
and maintenance of the Common Areas located on the Tracts subject to the CAM Election; the cost of
providing employment and so-called fringe benefits for employees involved in the operation and
maintenance of the Common Areas located on the Tracts subject to the CAM Election; amounts paid to
contractors or subcontractors for work or services performed in connection with the operation,
maintenance repair and replacement of the Common Areas located on the Tracts subject to the CAM
Election; the costs (including rental) of maintaining a management office in the Project; and such other
costs or expenses as may be ordinarily incurred in the operation, maintenance, repair and replacement of
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common areas and not specifically set forth herein, including a reasonable management fee(not to exceed
15%of the foregoing costs and expenses).
"City" means the city of Meridian, Idaho.
"Common Areas" shall have the meaning set forth in Section 3.
"Constructing Owner" shall have the meaning set forth in Section 4(b).
"Constructing Party" shall have the meaning set forth in Section 1(i).
"CPI" means the Consumer Price Index for All Urban Consumers, U.S. City Average, Subgroup "All
Items" (1 982-84=1 00)published by the Department of Labor,Bureau of Labor Statistics.
"Declarant" shall have the meaning set forth in the first paragraph hereof.
"Declaration" shall have the meaning set forth in the first paragraph hereof.
"Floor Area" shall mean the floor area of any improvements in the Project measured from the exterior
faces or the exterior lines of the exterior walls, and shall not include (i)the number of square feet of any
outdoor area appropriated for use to display and/or sell merchandise, as permitted hereunder, (ii) the
upper levels of any multi-deck stock areas, (iii) truck and/or loading dock areas or the concrete apron or
ramp leading to such areas,truck tunnels,truck parking and turn around areas; and(iv)the canopy on the
front of any building on a Tract. Notwithstanding the foregoing,the Floor Area of any Outparcel shall be
equal to the Permissible Building Areas therefor as depicted on the Site Plan.
"Grantee" shall have the meaning set forth in Section 1(e)(ii).
"Grantor" shall have the meaning set forth in Section I(e)(ii).
"Handbook" means that certain Tenant Design Criteria Handbook for Meridian Town Center, as
amended, modified and/or supplemented from time to time.
"Hazardous Substance" shall mean any matter giving rise to liability under the Resource Conservation
and Recovery Act, 42 U.S.C. Sections 6901 et seq., the Comprehensive Environmental Response,
Compensation and Liability Act, 42 U.S.C. Sections 9601 et seq. (including the so-called "Superfund"
amendments thereto), any other applicable federal, state or local statute, law, ordinance,rule or regulation
governing or pertaining to any hazardous substances, hazardous wastes, chemicals or other materials,
including, without limitation, asbestos, polychlorinated biphenyls, radon, petroleum, toxic mold and any
derivative thereof or any common law theory based on nuisance or strict liability.
"Initial Property" shall have the meaning set forth in Recital A.
"Interest Rate means a rate of interest equal to four percent(4%) per annum in excess of the published
prime rate of interest of U.S. Bank National Association(or similar institution if said bank shall cease to
exist or to publish such a prime rate)provided that such rate shall not exceed the highest rate permitted by
applicable law.
"Outparcel(s)" shall have the meaning set forth in Recital C.
"Project" shall have the meaning set forth in Recital C.
F-2
229 3 3 92 1/4
"Pylon Sign Area Easement" shall have the meaning set forth in Section 1(h).
"Real Estate Taxes" shall mean and include all taxes, installments of assessments and governmental
charges of any kind and nature whatsoever, including any area-wide assessment, levied or assessed
against the Project and any improvement thereon.
"Released Owner" shall have the meaning set forth in Section 6.
"Releasing Owner" shall have the meaning set forth in Section 6.
"Sanitary Sewer System" shall mean the sanitary sewer lines and related appurtenances depicted on
Exhibit C.
"Service Areas" shall mean loading and unloading facilities, drive through lanes of any banking or
pharmacy facility, any patio area used for restaurant or grocery store operation, and any restaurant pick-
up or drive through lanes.
"Shopping Center Tract(s)" shall have the meaning set forth in Recital C.
"Site Plan" shall have the meaning set forth in Recital B.
"Storm Sewer System" shall mean the subsurface storm sewer and drainage lines and surface drainage
ways and ponding facilities depicted on Exhibit C.
"Subsurface Construction Elements" means any underground piers, footings and/or foundations for any
building now existing or hereafter constructed in the Project.
"Tract(s)" shall have the meaning set forth in Recital B.
"Universal Common Area Maintenance Items" means: (a) all off-site improvements (including off-site
detention areas) and all utility lines within the Common Areas, including any detention facilities and
irrigation lines, regardless of whether such items are on-site or off-site, any and all real estate taxes,
insurance premiums and other similar charges attributable thereto, (b) the Common Areas security
program, if any, (c) any Project identification signage, (d) the roads, perimeter driveways and entrance
areas of the Tracts and related site and infrastructure improvements, and any and all real estate taxes,
insurance premiums, and other similar charges attributable thereto, (e) the retaining walls, landscaping,
streetscape, lighting systems, sprinkler and irrigation systems and related improvements in the Common
Areas, and (f) any other Common Area maintenance to the extent the same covers services directly
benefiting a Tract owner's Tract, but which cannot be billed to or contracted for separately by the owner
of such Tract.
"Utility Lines" means the utility lines or systems serving each Tract.
"Water System means the portion of the Common Areas located above the water lines and related
appurtenances depicted on Exhibit C.
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