Affidativ of Legal Interest - Declaration of Restrictive CovenantADA COUNTY RECORDER Phil McGrane 2020-171405
BOISE IDAHO Pgs=8 DAN RYALLS 12/11/2020 03:22 PM
FIRSTAMERICAN TITLE INSURANCE COMPANY- $31.00
WHEN RECORDED MAIL TO:
MOUNTAIN AMERICA FEDERAL
CREDIT UNION
Attn: Corporate Real Estate
9800 South Monroe Street
Sandy, Utah 84070
Affects Parcel Tax ID No. S04271 10501
DECLARATION OF RESTRICTIVE COVENANT
THIS DECLARATION OF RESTRICTIVE COVENANT (this "Covenant") is made on
December q 2020 (the "Effective Date"), by and between GFI-MERIDIAN INVESTMENTS, II, LLC,
a Utah limited liability company whose address is 74 East 500 South, Ste. 200, Bountiful, Utah 84010
("GFI"), and MOUNTAIN AMERICA FEDERAL CREDIT UNION, a Utah non-profit corporation
whose address is 9800 South Monroe Street, Sandy, Utah 84070 ("MACU"). GFI and MACU may each
be referred to herein individually as a "Party" or collectively as the "Parties," as appropriate under the
circumstances.
RECITALS
A. GFI is the owner of that certain real property legally described on Exhibit A attached
hereto and incorporated herein (the "GFI Property").
B. Effective as of the Effective Date, MACU has purchased from GFI that certain real
property legally described on Exhibit B attached hereto and incorporated herein (the "MACU Property").
C. MACU intends to develop, construct, and operate a state or federally chartered credit
union on the MACU Property.
D. In connection with the conveyance of the MACU Property to MACU, GFI and MACU
desire to enter into this Covenant in order to impose restrictive covenants on the GFI Property, pursuant
and subject to the terms and conditions set forth below.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants contained herein, and for other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
Parties hereby declare and agree as follows:
l . Exclusive Use. GFI hereby declares, covenants, and agrees that no portion of the MACU
Property shall be used or operated as a state or federally chartered credit union (the "Restriction") for a
period of twenty (20) years commencing on the Effective Date; provided, however, that this Covenant
and the Restriction shall automatically terminate in the event the MACU Property is not used for the
operation of a state or federally chartered credit union for a period of ninety (90) days in any three
hundred sixty-five (365) day period (the "Operating Condition") (excluding therefrom time periods during
which the credit union is closed for business to the public for the purpose of repairing the MACU
Property or any buildings thereon as a result of a casualty or fire). In the event of such automatic
termination, any owner ( or principal thereof) of the GFI Property or any portion thereof, may record in
the real property records of Ada County, Idaho a declaration under penalty of perjury memorializing such
termination, all owners of the MACU Property consent to such recorded declaration. Further provided,
that the Operating Condition shall not commence until the first anniversary of the Effective Date in order
to provide MACU sufficient time to develop, construct, and begin operating a state or federally chartered
credit union on the MACU Property.
2. Binding Effect. All of the covenants, conditions, declarations, restrictions contained
herein shall run with the land, shall be a burden on the GFI Property and all owners or tenants thereof,
shall be for the benefit of the MACU Property, and shall benefit and bind the Parties and their respective
successors and assigns; provided, however, once an owner sells any portion of the GFI Property to a third
party, such owner shall be released from its obligations under this Covenant as to such sold portion of the
GFI Property and the purchaser thereof shall be bound by this Covenant as to such purchased portion of
the GFI Property.
3. Remedies. GFI acknowledges that the breach of this Covenant may cause immediate and
irreparable harm for which damages are not adequate and that, to protect against such harm, MACU may
seek and obtain from a court of competent jurisdiction the issuance of a restraining order or injunction to
prohibit the actual or threatened breach hereof.
4. Attorneys' Fees. In the event of any controversy, claim, or action being filed or instituted
between the Parties to interpret or enforce the terms of this Assignment, or arising from the breach of any
provision hereof, the prevailing Party shall be entitled to receive from the non -prevailing Party all costs,
damages, and expenses, including without limitation reasonable attorneys' fees incurred by the prevailing
Party (prior to trial, at trial, on appeal, and during any post judgment collection activities).
5. General. Each party agrees to take such further acts and execute such further documents
and instruments as may be reasonably required to consummate the transactions set forth herein. The
recitals to this Covenant are true, correct, material, and are incorporated by reference as if set forth in
their entirety herein. This Covenant shall be governed in all respects by the laws of the State of Idaho. Th
is Covenant may be executed in one or more counterparts, which taken together shall constitute one and
the same document. Delivery of an executed counterpart of a signature page of this Assignment via
facsimile, electronic mail or via any electronic signature service such as DocuSign shall be as effective as
delivery of an executed original.
SEE EXHIBITS A AND B ATTATCHED HERETO AND MADE A PART HEREOF
[Remainder of page intentionally left blank; signature page follows.]
IN WITNESS WHEREOF, the Parties have executed this Assignment effective as of the
Effective Date.
GFI:
GFI-MERIDIAN INVESTMENTS, II, LLC,
a Utah limited liability company
By:
Name: 2�p2 S�2
Title:
Date: ?)%L 6
MACU:
MOUNTAIN AMERICA FEDERAL CREDIT UNION,
a Utah non-profit corporation
By:
Name: Chris Tapia
Title: Senior Vice President, Corporate Real Estate,
Construction, Design and Facilities
Date:
[ACKNOWLEDGEMENTS ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the Parties have executed this Assignment effective as of the
Effective Date.
GFI:
GFI-MERIDIAN INVESTMENTS, II, LLC,
a Utah limited liability company
By:
Name:
Title:
Date:
MACU:
MOUNTAIN AMERICA FEDERAL CREDIT UNION,
a Utah non-profit corporation
By: 2�4
Name: Chris Tapia
Title: Senior Vice President, Corporate Real Estate,
Construction, Design and Facilities
Date: �'� i o ISO
[ACKNOWLEDGEMENTS ON FOLLOWING PAGE]
State of 7Z�,,4 )
: ss
County of V114JT7S )
On this _Tday of December, 2020, before me, a Notary Public in and for said State, personally
appeared, Ju-cN2_ (gQ: , known or identified to me to be the
01A,NLA�exz ofGFI-MERIDIAN INVESTMENTS, II, LLC, the Utah limits
liability company that executed the instrument or the person who executed the instrument on behalf of
said limited liability company, and acknowledged to me that such limited liability company executed the
same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and
year in this certificate first above written.
Notary Public
Residing at: O C? 4 j Cwn
My commission expires: - '?U`
LEO EPSTEIN
... NO PUBLIC • STATF OF UTAH
Ai
COMMISSION NO. 710292
State of ) COMM. EXP. 1 30 2024
ss
County of )
On this _ day of December, 2020, before me, a Notary Public in and for said State, personally
appeared, , known or identified to me to be the
of MOUNTAIN AMERICA FEDERAL CREDIT UNION,
the Utah non-profit corporation that executed the instrument or the person who executed the instrument
on behalf of said non-profit corporation, and acknowledged to me that such limited liability company
executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and
year in this certificate first above written.
Notary Public
Residing at:
My commission expires:
State of
ss
County of )
On this _ day of December, 2020, before me, a Notary Public in and for said State, personally
appeared, , known or identified to me to be the
of GFI-MERIDIAN INVESTMENTS, II, LLC, the Utah limited
liability company that executed the instrument or the person who executed the instrument on behalf of
said limited liability company, and acknowledged to me that such limited liability company executed the
same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and
year in this certificate first above written.
Notary Public
Residing at:
My commission expires:
State of U{ aK )
ss
County of_ Is a 1� )
On this 10 day of December, 2020, before me, a Notary Public in and for said State, pe •son II
appeared, known or identified to me to be the f
' of MOUNTAIN AMERICA FEDERAL CREDIT NION,
the Utah non-profit c-orl1bration that executed the instrument or the person who executed the instrument
on behalf of said non-profit corporation, and acknowledged to me that such limited liability company
executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and
year in this certificate first above written.
1"'� J)Jhh,
Notary Public
Residing at: SQ1/�1�� lir
My commission expires:
EXHIBIT A
(Legal Description of GFI Property)
LOTS 4, 5, 6, 7, 8, 11, 12, 13, 14, AND 15 IN BLOCK 1 OF LOST RAPIDS SUBDIVISION,
ACCORDING TO THE PLAT THEREOF, FILED IN BOOK 119 OF PLATS AT PAGES 18496
THROUGH 18501, RECORDS OF ADA COUNTY, IDAHO.
EXHIBIT B
(Legal Description of MACU Property)
PARCEL I:
LOT 12 IN BLOCK 1 OF LOST RAPIDS SUBDIVISION, ACCORDING TO THE PLAT THEREOF,
FILED IN BOOK 119 OF PLATS AT PAGES 18496 THROUGH 18501, RECORDS OF ADA
COUNTY, IDAHO.
PARCEL II:
EASEMENT RIGHTS AS CONTAINED IN DECLARATION OF EASEMENTS, COVENANTS,
CONDITIONS AND RESTRICTIONS, RECORDED JUNE 12, 2020, AS INSTRUMENT NO. 2020-
071547, RECORDS OF ADA COUNTY, IDAHO.