Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Warranty Deed
ADA COUNTY RECORDER Phil McGrane 2020-075456 T t �g (� BOISE IDAHO Pp2 BONNIE OBERBILLIG 16119/202" 02:59 PM Pianeerl �L��rV. PIONEER TITLE COMPANY OF ADA COUNTY $15.00 6DIN6 9FYDND 3151 W. Rifleman Street Boise, ID 83704 ELECTRONICALLY RECORDED -DO NOT REMOVE THE COUNTY STAMPED FIRST PAGE AS IT IS NOW INCORPORATED AS PART OF THE ORIGINAL DOCUMENT File No.676213 SRM/JAS WARRANTY DEED For Value Received Robert J. Knudson, Jr as Trustee of The Sun Valley Charitable Remainder Trust, UTA/D July 1, 2019 hereinafter referred to as Grantor, does hereby grant, bargain, sell, warrant and convey unto Wadsworth Meridian, LLC, a Utah limited liability company hereinafter referred to as Grantee, whose current address is 166 East 14000 South 4210 Draper, UT 84020 The following described premises, to -wit: See Exhibit A attached hereto and made a part hereof, To HAVE AND TO HOLD the said premises, with their appurtenances unto the said Grantee(s), and Grantees(s) heirs and assigns forever, And the said Grantor(s) does (do) hereby covenant to and with the said Grantee(s), the Grantor(s) is/are the owner(s) in fee simple of said premises; that said premises are free from all encumbrances EXCEPT those to which this conveyance is expressly made subject and those made, suffered or done by the Grantee(s); and subject to U.S. Patent reservations, restrictions, dedications, easements, rights of way and agreements, (if any) of record, and current years taxes, levies, and assessments, includes irrigation and utility assessments, (if any) which are not yet due and payable, and that Grantor(s) will warrant and defend the same from all lawful claims whatsoever. Remainder Trust, U/A/D July 1, 2019 State of Idaho, County of This record was acknowledged before me on , y Robert J. Knudsen, Jr, as Trustee of Sun V lley Charitable Re n - Trust U/ July 1, 2019 . U/7 • MELINDA OBRAY SVr COMMISSION #128179 C mission Expires, NOTARY PUBLIC STATE OF IDAHO EXHIBIT A A parcel of land lying in the NE'/ of the NE E/, of Section 3, Township 3 North, Range I East, Boise Meridian, Ada County, Idaho, said parcel is also known as Parcel B of Record of Survey No. 6418, recorded February 13, 2004 as Itstrument No. 104016722, of official records, being more particularly described as follows: COMMENCING at a found brass cap marking the Northeast corner of said Section 5, Township 3 North, Range I East, Boise Meridian, Ada County, Idaho, said brass cap bears North 89039'20" East 2656.46 feet from a set 5/8" iron pin marking the North quarter corner of said Section 5, said brass cap also bears North 00°00'00" West 2611,41 feet (formerly 2611.50 feet) from a found brass cap marking the East quarter corner of said Section 5; Thence South 00°00'00" East 400.00 feet along the East boundary of the said NE V, of the NE % of Section 5 to a point; Thence North, 84006'00" West (formerly North 83127'47" West and North 84'04' West) 51.29 feet to a set 5/8" iron pin lying on the Westerly right-of-way of State Highway 55 (Eagle Road), said pin also marking the REAL POINT OF BEGINNING; Thence continuing North 84°06'00" West (formerly North 84004' West) 428.70 feet to a set 5/8" iron pin; Thence North 81°54'00" West 24.72 feet to a set 5/8" iron pin; Thence North 01'05'59" East (formerly North 1024'39" East 316.81 feet) 319.26 feet to a found 5/8" iron pin lying on the Southerly right-of-way of Ustick Road; Thence North 89°39'20" East 452.81 feet along the said Southerly right-of-way of Ustick Road to a set 5/8" iron pin marking the right-of-way Intersection of said Ustick Road and said State Highway 55 (Eagle Road); Thence South 0I ° 14'39" West 369.56 feet along the said Westerly right-of-way of State Highway 55 (Eagle Road) to the POINT OF BEGINNING. EXCEPTING THEREFROM a parcel of land being, a portion of that tract of land as described in Warranty Deed Instrument No. 106009522, Ada County Records, said parcel being situated in the NE'/e of the NE'/, of Section 5, Township 3 North, Range 1 East, Boise Meridian, Ada County, Idaho, is more particularly described as follows: COMMENCING at the Northeast corner of said Section 5; Thence along the North line of said section North 89044'39" West, 42.45 feet, Thence leaving said section line South 01 °50'34" West, 25.00 feet to the Northeast corner of said tract being the POINT OF BEGINNING; Thence continuing along the East line of said tract South 01150'34" West, 63.90 feet; Thence leaving said East line Notch 43054' 11" West, 45.83 feet to a point being 56.00 feet South of the North line of said Section 5; Thence along a line parallel with and 56.00 feet South of said section line North 89°44'39" West, 181.46 feet; Thence leaving said parallel line North 85025'46" West, 180.57 feet; Thence North 88047' 15" West, 58.01 feet to the West line of said tract; Thence along said West line North 0I04I'54" East, 16.45 feet to a point being 25.00 feet South of the North line of said Section 5; Thence along a line parallel with and 25.00 feet South of said section line South 89044'39" East, 452.80 feet to the POINT OF BEGINNING. ADA COUNTY RECORDER Phil McGrane 2020-075457 BOISE IDAHO Pgs=36 BONNIE OBERBILLIG 06/19/2020 02:59 PM PIONEER TITLE COMPANY OF ADA COUNTY S115.00 WHEN RECORDED RETURN TO: c/o Wadsworth Development Group, LLC Attn.: Legal Department 166 E. 14000 S., Suite 210 Draper, Utah 84020 For Information Only: Assessor Parcel No. S 1105110025 (Space above this line for Recorder's use) DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AND GRANT OF EASEMENTS FOR EAGLE LANDING SHOPPING CENTER r Dated: �, �'� , 2020. TABLE OF CONTENTS le 1. DEFiNITIONS............................................. ........................................................................ I 1.1 Budget......................................................................................................................I 1.2 Building..................................................................................................................2 1.3 Building Area...........................................................................................................2 1.4 Common Area......................................................................................................2 1.5 Common Expense....................................................................................................2 1.6 Construction.............................................................................................................2 1.7 Declarants................................................................................................................2 1.8 Development Agreement .............................. ........................................................... 2 1.9 Ground Leased Portion............................................................................................2 1.10 Ground Lessee...................................................................................... ............3 1.11 Hazardous Materials................................................................................................3 1.12 Improvements..........................................................................................................3 4.13 Laws.........................................................................................................................3 1.14 Lease........................................................................................................................3 1.15 Lot........................................................................................................................3 1.16 Management Agreement.................................................................................I........3 1.17 Intentionally Omitted...............................................................................................3 I.18 Management Fee... ........................................... . ...................................................... 3 1.19 Manager...................................................................................................................3 1.20 Occupant...................................................__......................._....................................3 1.21 Outdoor Ground Leased Portion..............................................................................4 1.22 Outdoor Occupant Improvements..........................................................................4 1.23 Owner. ....... ........ ..................................................................................................... 4 1.24 Parcel........................................................................................................................4 1.25 Pro Rata Share..........................................................................................................4 1.26 Project Sign..............................................................................................................4 1.27 Shopping Center Parties....................._.._..._..............................................................4 1.28 Signs.........................................................................................................................4 1.29 Site Plan.................................................................................................................4 1.30 Subdivision Plat.......................................................................................................4 1.31 Utilities.....................................................................................................................5 IMPROVEMENT OF PROPERTY.....................................................................................5 2.1 Approval of Improvements...................................................................I..................5 2.2 Construction.............................................................................................................5 2.3 Construction Standards...........................................................................................6 2.4 Liens........................................................................................................................6 2.5 Maintenance of Parcels............................................................................................6 USE.....................................................................................................................................6 3.1 Generally..................................................................................................................6 3.2 Specific Use Restrictions........................................................................... ...........7 3.3 Prohibited Uses....................................................................................................7 3.4 Drive-Thru Approval.............................................................................................8 3.5 Common Area Use.......................................................................................... 8 3.6 Parking.....................................................................................................................9 3.7 Employee Parking....................................................................................................9 3.8 Lighting...................................................................................................................9 3.9 Owner's Parcel.......................................................................................................10 4. COMMON AREA MAINTENANCE...............................................................................10 4.1 Manager.................................................................................................................10 4.2 Maintenance of Common Area..............................................................................10 4.3 Excluded Maintenance Areas...............................................................................10 4.4 Specific Maintenance Items..................................................................................11 4.5 Excluded Costs.....................................................................................................12 4.6 Budget............................................................................................................. 4.7 ..12 Specific Budget Categories....................................................................................13 4.8 Payment of Each Owner's Share of the Budget.....................................................13 4.9 Annual Reconciliation...........................................................................................13 4.10 Books and Records; Audit.....................................................................................13 4.11 Change of Manager..............................................................................................13 4.12 Management Fee., ............................ ......................................................................13 5. EASEMENTS....................................................................................................................13 5.1 Ingress, Egress and Parking...................................................................................14 5.2 Utility Systems.......................................................................................................I4 5.3 Provisions Applicable to Easements......................................................................14 5.4 Fire Access...........................................................................................................15 5.5 Building Encroachments........................................................................................15 5.6 Emergency Exits....................................................................................................16 5.7 Restoration.............................................................................................................16 6. SIGNS...............................................................................................................................16 6.1 Generally................................................................................................................16 6.2 Building Signs........................................................................................................17 6.3 Pylon/Monument Signs..........................................................................................17 6.4 Purpose of Signs....................................................................................................18 7. INDEMNIFICATION AND INSURANCE......................................................................18 7.1 Indemnification....-•................................................................................................18 7.2 Liability Insurance Coverage and Limits...............................................................is 7.3 Contractor's Insurance...........................................................................................18 7.4 Waiver of Certain Rights.......................................................................................19 7.5 Policy Requirements.............................................................................................19 7.6 Performance of Indemnity Agreements.................................................................19 8. DAMAGE OR DESTRUCTION.......................................................................................20 9. EMINENT DOMAIN........................................................................................................20 9.1 Owner's Right to Award........................................................................................20 9.2 Collateral Claims...................................................................................................21 9.3 Occupant Claims....................................................................................................21 9.4 Restoration of Common Area................................................................................21 M 9.5 Restoration of Improvements.................................................................................21 10. TAXES..........................................................................................................................21 11. ENVIRONMENTAL LIABILITIES .............................................................................22 12. DEFAULT.........................................................................................................................22 12.1 Right to Cure; Past Due Sums...............................................................................22 12.2 Injunctive Relief....................................................................................................24 12.3 Breach Shall Not Permit Termination....................................................................24 12.4 No Limitation of Remedies... ................................................................................. 24 13. NOTICES ...........................................................................................................................24 14. ATTORNEYS' FEES........................................................................................................25 15. DURATION.....................................................................................................................25 16. MODIFICATION..............................................................................................................25 17. GENERAL PROVISIONS................................................................................................25 17.1 Accuracy of Recitals.............................................................................................25 17.2 Not a Public Dedication.........................................................................................25 17.3 Severability............................................................................................................26 17.4 Pronouns................................................................................................................26 17.5 Captions................................................................................................................26 17.6 No Partnership.......................................................................................................26 17.7 Governing Law......................................................................................................26 17.8 No Presumption.....................................................................................................26 17.9 Run With Land......................................................................................................26 17.10 Estoppel Certificate................................................................................................26 17.11 Contractual Obligations.........................................................................................27 17.12 Force Majeure........................................................................................................27 17.13 Consent and Approvals. ...................................................................... .................. 27 17.15 Successors and Assigns ..................................... .,................................................... 28 ff DECLARATION OF COVENANTS CONDITIONS AND RESTRICTIOXS AND GRANT OF EASEMENTS FOR EAGLE LANDING SHOPPING CENTER THIS DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS AND GRANT OF EASEMIF1TS FOR EAGLE LANDING SHOPPING CENTER (the "Declaration"} is made as of the /5 ` day of , 2020 (the "Effective Date") by Wadsworth Meridian, LLC, a Utah limited li ility company, and/or its assigns ("Wadsworth,,. or, sometimes, the "Declarant") in contemplation of the following facts and circumstances: A. Wadsworth is the owner of certain real property in the City of Meridian (the "City"), County of Ada, State of Idaho, as more particularly described on Exhibit A (the "Shopping Center") and depicted on the current site plan for the Shopping Center on Exhibit B (the "Site Plan"), both attached hereto and incorporated herein by this reference. B. The Declarant intends to develop and operate the Shopping Center as a commercial retail shopping complex, and as a framework for such development, the Declarant wishes to impose certain easements upon the Shopping Center, and to establish certain covenants, conditions, and restrictions with respect to the Shopping Center, for the mutual and reciprocal benefit and complement of the Shopping Center and the present and future owner and occupants thereof, on the terms and conditions hereinafter set forth. NOW, THEREFORE, for and in consideration of the foregoing, and the terms and conditions set forth herein, and other good and valuable consideration, the Declarant hereby declares, adopts, establishes and imposes the following easements, covenants, conditions, and restrictions which shall be applicable to the Shopping Center, and hereby declares that the Shopping Center shall be held, transferred, improved, sold and conveyed subject to the following covenants, conditions, restrictions and easements, which are for the purpose of protecting the value and desirability of the Shopping Center, and which shall run with the land and shall be binding upon, and inure to the benefit of, all the Parcels (defined below) comprising the Shopping Center and all parties having rights, title or interest in or to the Shopping Center or any part thereof, and their heirs, successors, and assigns. By accepting the transfer or conveyance of title to, or any leasehold interest in, any Parcel within the Shopping Center, such transferee accepts and agrees to the terms and conditions of this Declaration and shall have a privity relationship with the Declarants under this Declaration. 1. DEFINITIONS. 1.1. 'Budge . "Budget" means the budget for each calendar year for project Common Expenses to be prepared and distributed to Owners and Occupants as set forth in this Declaration. Depending on the date Common Expenses shall be first incurred, the initial Budget may be for a partial calendar year. 1.2. Buildin "Building" means any structure constructed in the Shopping Center intended for occupancy and use of customers of the Shopping Center, excluding Outdoor Occupant Improvements. 1.3. Budding Arca. "Building Area" means the specific areas of the Shopping Center within which Buildings may be constructed, placed, or located. Building Areas are designated on the Site Plan by the building limit lines shown thereon. 1.4. Common Area. "Common Area" means all portions of the Shopping Center not shown as a Building on the Site Plan, including all parking areas, drainage facilities, detention/retention basins, and all Improvements located on any portion of the Common Area, 1.5. Common Expense "Common Expense" means any and all costs and expenses incurred in the ownership, operation and maintenance, including refurbishment, of the Common Area and improvements located thereon but excepting Outdoor Occupant Improvements. 1.6. Construction. "Construction" means the following, without limitation: (a) the initial construction, renovation, remodeling, installation, erection or expansion of any Building, structure, Signs or other Improvements, including utility facilities; (b) the demolition or destruction, by voluntary action, of any Building, structure or other Improvements; (c) the grading, excavation, filling or similar disturbance to the surface of the land including, without limitation, change of grade, change of ground level, change of drainage pattern; (d) landscaping, planting, clearing or removing of trees, shrubs, grass or plants; (e) the construction, installation, erection, placement or expansion of any temporary or other nonpermanent structure, improvement or facility such as, without limitation, any tent, shed, trailer, or outdoor storage area or facility; and (f) any change or alteration of any previously approved Improvement to property including any change of exterior appearance, color or texture. 1.7. Declarantfsl. The terms "Declarant" and "Declarants" shall each have the definition given it in the first paragraph of this Declaration, provided that upon any sale, conveyance or transfer of a Declarant's entire property within the Shopping Center, the rights and obligations of the transferring Declarant under this Declaration shall terminate (subject to any provision to the contrary herein) and the new owner of such property shall become a Declarant. If a Declarant transfers only a portion of such property, such Declarant remains a Declarant, and a purchaser of a portion of a Declarant's property does not become a Declarant. Provided, at such time that Wadsworth no longer owns any property within the Shopping Center, then the Owner which owns, on a land square footage basis, the largest amount of property in the Shopping Center, shall automatically become the Declarant hereunder. 1.8. Development Agreement. "Development Agreement" shall mean the Development Agreement, if any, between the Declarant and the City as amended from time to time, regarding development of the Shopping Center property as recorded at the Salt Lake County Recorder's Office. 1.9. Ground Leased portion. "Ground Leased Portion" means any portion of the Shopping Center subject to a ground lease. 2 1.10. Ground Lessee. "Ground Lessee" means any person or entity who has entered into a ground lease agreement with an Owner for any portion of the Shopping Center. 1.11. Hazardous Materials. "Hazardous Materials" means any substance or material which is defined as or included in the definition of "hazardous substances", "hazardous wastes", "hazardous materials", "extremely hazardous waste", "acutely hazardous wastes", "restricted hazardous waste", "toxic substances", or "known to cause cancer or reproductive toxicity" (or words of similar import), petroleum products (including crude oil or any fraction thereof) or any other chemical, substance or material which is prohibited, limited or regulated under any federal, state or local law, ordinance, regulation, order, permit, license, decree, common law, or treaty now or hereafter in force regulating, relating to or imposing liability or standards concerning materials or substances known or suspected to be toxic or hazardous to health and safety, the environment or natural resources ("Environmental Law"). 1.12. Improvements. "Improvements" means any and all Buildings, asphalt paving, parking areas, driveways, entries, curb, gutter, sidewalks, Signs, Project Signs, Outdoor Occupant Improvements, storm water detention facilities, utility lines of all descriptions and all other improvements constructed or installed in the Shopping Center, 1.13. Laws. "Laws" means all applicable federal, state and local (whether city, City, county or otherwise) laws, rules, ordinances, codes and regulations of every governmental body having jurisdiction over the Shopping Center, including Environmental Law. 1.14. Lease. "Lease" means any lease, sublease, ground lease, rental agreement, license, concession or other arrangement or agreement, however denominated, which grants a party the right to occupy a Building or a portion of a Building located in the Shopping Center, or any Ground Leased Portion. 1.15. Lot. "Lot" means a specifically described portion of the land comprising the Shopping Center which constitutes a legal parcel as shown on the Subdivision Plat. The designation of a Lot by a number shall refer to the Lot numbers set forth on the Subdivision Plat. 1.I6. Management Agreement. "Management Agreement" shall have the meaning given to it in Section 4.1 below. 1.17. Intentionally Omitted. 1.18. Mana Mment Fee. "Management Fee" shall have the meaning given to it in Section 4.12 below. 1.19. Manager. "Manager" means the party selected by the Declarant pursuant to Section 4.1 and who is responsible for the maintenance and operation of the Common Area as provided in this Declaration. 1.20. Dccupant. "Occupant" means any person, corporation, partnership, limited liability company or any other entity, public or private, that is entitled from time to time to occupy any portion of the Shopping Center, whether as an Owner, tenant, lessee, Ground Lessee, licensee, 3 invitee or other status, and whether under an ownership right, Lease, sublease, rental agreement, license, easement, concession or other arrangement or agreement, however denominated. 1.21. Outdoor Ground Leased Portion. "Outdoor Ground Leased Portion" means a Ground Leased Portion excluding any Building located on such Ground Leased Portion. 1.22. Outdoor Occupant, Improvements. "Outdoor Occupant Improvements" means any improvements constructed or located in the Shopping Center used exclusively by the patrons, customers or invitees of an Occupant of Building, such as service facilities or any drive - up or drive -through customer service facilities. Service facilities shall include, by way of illustration and not of limitation, dock and loading areas; dumpster enclosures; trash compactors and related facilities (excluding "Trash Receptacle(s) (as defined below)); cart collection enclosures; customer pick-up, ATM, teller window or other service areas and the accompanying driveways to access such facilities; canopies; patios; sitting or eating areas; and other such facilities located adjacent to or used in connection with a specific Building. All such facilities shall be deemed to be part of the premises occupied pursuant to the Lease applicable to the Building. 1.23. Owner. "Owner" means any person or entity then having a fee record title ownership interest to a Parcel in the Shopping Center and applies to each Declarant. 1.24. Parcel. "Parcel" means each legal Lot within the Shopping Center, as depicted on the copy of the Subdivision Plat. 1.25. Pro Ra.ta Share. "Pro Rata Share" means an Owner's share of Common Expenses which shall be a fraction, the numerator of which is the square footage of each Building on an Owner's Parcel, and the denominator of which is the total square footage of the Buildings within the Shopping Center, or any such other method as determined by Manager in its sole and reasonable discretion. 1.26. Proicct Sign. "Project Sign" means any and all pylon or monument sign(s) placed or constructed within the Shopping Center which advertise(s) either the Shopping Center generally or multiple Occupants of Buildings in the Shopping Center. 1.27. Shoaping Center Parties. "Shopping Center Parties" means the customers, invitees, licensees, contractors, agents and employees of an Owner or Occupant. 1.28. Si ns. "Signs" means any pylon, monument or exterior building sign placed or constructed within the Shopping Center or upon any Building within the Shopping Center and any signs visible through any window or otherwise from the exterior of any Building. 1.29. Site Plan."Site Plan" means the general depiction of the improvements which are to be constructed upon the real property described on Exhibit A and which shall be the Shopping Center. The Site Plan attached as Exhibit B shall be a current general depiction of improvements for general identification and administration of the Shopping Center, as amended from time to time by Declarant pursuant to Section 16. 1.30. Subdivision fiat. "Subdivision Plat" means the subdivision plat for Shopping Center, as same shall be recorded in the official records of the Ada County Recorder's 4 Office for the State of Idaho. Notwithstanding the foregoing, a copy of the final proposed Subdivision Plat is attached as Exhibit C attached hereto and incorporated herein by this reference. 1.31. Trash Receotacle(s). "Trash Receptacle(s)" means any trash receptacle structure constructed and/or placed in the Shopping Center intended and/or designated by Declarant for the non-exclusive use by the Occupants of the Shopping Center, excluding Outdoor Occupant Improvements. 1.32. Utilities. "Utilities" shall include without limitation, gas, electricity, storm and sanitary sewer, domestic water, fire sprinkler services, irrigation water and telephone services. 2. IMPROVEMENT OF PROPERTY. 2.1. ApRrovall of Im rovem nts. Except as shown on the attached Site Plan, no Improvements may be constructed within the Shopping Center without the prior review and written approval of the Declarant. If any Owner desires to construct or place any Improvements within the Shopping Center, such Owner shall provide preliminary plans and exterior elevations for such Improvements and a site plan showing the location of such Improvements to the Declarant for review and approval. All Buildings in the Shopping Center shall be designed so that the exterior elevation of each Building will be architecturally and aesthetically compatible with the others, including the height, color, materials, design and architectural theme (including Signs located thereon) as reasonably determined by the Declarant. In addition, the Declarant shall approve the location, footprint, and height of any Buildings and other Improvements constructed within the Shopping Center, which approval shall be subject to the Declarant's sole and absolute discretion. Except to the extent expressly provided otherwise in a Lease or other separate written agreement with any Occupant, Exterior Signs or Signs within a Building which are visible from the exterior of such Building, shall be subject to the review and approval of the Declarant, which approval shall not be unreasonably withheld or delayed, and which shall include, without limitation, review and approval of the size, design, materials, color, location, duration of time to be displayed, and copy of text of Signs. Any Signs within a Building which are not visible from the exterior of such Building shall not require the approval of the Declarant. The Owner of the Parcel upon which a Building and/or Outdoor Occupant Improvements are to be constructed, shall pay or cause to be paid, any and all costs and expenses incurred in the design, permitting, entitlement, and construction of such Building and/or Outdoor Occupant Improvements. 2.2. Construction. All Construction must be diligently prosecuted to completion, shall be performed in a workmanlike manner and in accordance with the requirements of all governmental authorities having jurisdiction over such work and shall be performed in a manner that does not unreasonably interfere with the operations of any business within the Shopping Center. As applicable, staging of Construction, including on -site trailers, shall be accomplished in a manner an in those areas within the Shopping Center as specifically identified by Declarant and as otherwise specifically provided herein. If an Owner or an Occupant commences Construction or exterior remodeling of a Building within the Shopping Center, but such Construction or exterior remodeling ceases prior to the completion of the Building for a period exceeding thirty (30) days, the Manager may take such action as it reasonably determines to be in the best interest of the Shopping Center and its customers, including the construction of a barricade around such Building; provided that the Manager shall follow any reasonable action directed by a Declarant upon whose Parcel the Building is located. Upon completion of any such work by the Manager, the Owner upon whose Parcel the Building is located shall reimburse the Manager upon demand for all amounts expended in connection with such work. in the event such Owner fails to so reimburse the Manager, the Manager shall have the lien and other rights set forth in Section 12. 2.3. Construction Standards. All other Buildings constructed in the Shopping Center shall be constructed to comply with all governmental requirements which arise by reason of such use of the Buildings to be constructed. 2.4. Liens. No Owner or Occupant shall permit a mechanic's or materialmen's lien to be filed against any Parcel or any portion thereof in the Shopping Center as a result of work performed on, or materials provided to, any other Parcel in the Shopping Center. In the event any such liens are filed against any such Parcel or portion thereof, the Owner of the Parcel on which such work was performed or for which such materials were provided shall immediately take the necessary steps to have such lien released. In the event the Owner of the Parcel for which such work was performed or for which such materials were provided fails to so remove or release such lien against the other Owner's Parcel, and the Owner of the Parcel against which the lien is filed incurs any expenses, damages or costs, including attorneys' fees, in connection with or relating to releasing such lien, the Owner of the Parcel for which such work was performed or for which such materials were provided shall promptly reimburse all such costs, fees and expenses. Failure to reimburse such costs, fees and expenses shall provide the Owner to be reimbursed with the lien and other rights set forth in Section 12. 2.5. Maintenance of Parcels. The Declarant may develop and construct the Shopping Center in phases. After the initial construction of the parking area and drive aisles servicing the Shopping Center, all portions of each Parcel shall be free of weeds, dust and debris, and otherwise adequately maintained. Unless performed by the Manager pursuant to Section 4, each Owner shall maintain and repair, or shall cause to be maintained and repaired, their own Parcels (including the Common Area located thereon) in a first class condition and shall keep, or cause the same to be kept, in good condition and repair. Each Owner shall be responsible for the Construction, maintenance and/or repair of any Buildings located on such Owner's Parcel, and costs and expenses related to such Construction, maintenance and/or repair shall be the sole cost and expense of such Owner. Costs and expenses incurred in the maintenance and repair of Improvements which constitute Common Area (excepting Outdoor Occupant Improvements) shall be allocated among all Owners pursuant to Section 4. 3. USE. 3.1. Generally. The Shopping Center is to be used only as a commercial shopping center, including retail businesses for the sale of merchandise, the preparation of food for on -site and off -site consumption, general business, medical or other office uses, delivery or performance of services to customers as permitted by this Declaration, applicable zoning requirements and such other uses permitted by Laws applicable to the Shopping Center. It is provided, however, that the Shopping Center shall not be used for the Construction of Buildings and other Improvements which are in violation of the restrictions set forth in Section 3.2. Each Parcel shall be used only for lawful purposes and in conformance with all Laws, including, without 6 limitation, zoning and land use laws and ordinances, parking ratios, use, building height and setback requirements, landscaping, etc. No Parcel shall be used in any manner so as to constitute a nuisance, and no Owner of any Parcel shall permit the accumulation of unsightly trash or debris. The Manager shall have the right from time to time to post and promulgate reasonable rules and regulations for the Shopping Center, which shall be uniformly enforced against all the Owners and Occupants. The obligations set forth above shall be a restriction running with the land and shall not be affected by the status of any Owner that would otherwise exempt such Owner from complying with any municipal Laws. 3.2. Intentionally Omitted. 3.3 Prohibited Uses. No use shall be permitted in the Shopping Center which is inconsistent with the operation of first-class mixed use development. Without limiting the generality of the foregoing, the following uses shall not be permitted: (i) An operation primarily used as a storage warehouse operation and any assembling, manufacturing, distilling, refining, smelting, agricultural or mining operation. (ii) Any mobile home park, trailer court, labor camp, junkyard, or stockyard; provided, however, this prohibition shall not be applicable to the temporary use of construction trailers during periods of construction, reconstruction or maintenance. (iii) Any dumping, disposing, incineration or reduction of garbage; provided, however, this prohibition shall not be applicable to garbage compactors located near the rear of any Building. (iv) Any fire sale, bankruptcy sale (unless pursuant to a court order) or auction house operation. (v) Any bowling alley or skating rink. (vi) INTENTIONALLY OMITTED. (vii) Any mortuary or funeral home. (viii) Any establishment selling or exhibiting pornographic materials or which sells drug -related paraphernalia or which exhibits either live or by other means to any degree, nude or partially clothed dancers or wait staff or similar establishments. (ix) Any flea market, and (x) Any gambling facility or operation, including but not limited to: off-track or sports betting parlor; table games such as blackjack or poker; slot VA machines, video poker/blackjack/keno machines or similar devices; or bingo hall. Notwithstanding the foregoing, this prohibition shall not be applicable to government sponsored gambling activities or charitable gambling activities, so long as such activities. 3.4. Drive-Thru Approval A restaurant or other Building utilizing a vehicular drive -up or drive -through for customer service shall be located in the Shopping Center only in locations designated on the Site Plan or as otherwise approved by the Declarants, which approval shall not be unreasonably withheld, as to the location, parking and drive lanes of such facility_ The review of drive -up and drive -through facilities by the Declarant is not intended to prohibit drive - up and drive -through facilities, but is intended to insure that the location, layout and stacking for such drive -up and drive -through facilities does not negatively affect the access, driveways, circulation and parking for the Shopping Center. 3.5. Common Area Use. The Common Area shall be used for pedestrian and vehicular access and ingress to, circulation and traffic and parking within; and egress from the Shopping Center by Owners, Occupants and their respective Shopping Center Parties solely for and in relation to the commercial purposes of the Owners and business Occupants of the Buildings, including the servicing and supplying of such businesses. In addition, the Common Area may be used: (i) on a temporary basis as a staging area in connection with the Construction and repair of any Buildings and/or Common Area in the Shopping Center so long as such use does not occupy more area than is reasonably required nor unreasonably restrict access to and from or the conduct of business within the Buildings in the Shopping Center or access to and from the adjacent streets; (ii) in connection with the construction, maintenance and repair of Utility Systems (defined in Section 5.2 below), so long as such activity is undertaken in strict compliance with the requirements of Section 5.2; and (iii) for any other use required by Law. The parking portion of the Common Area shall be available for use by all Owners, Occupants, and their respective Shopping Center Parties and no person shall otherwise limit the use or availability of such portion for use, or the access to or from such portion, by such users except as permitted by this Declaration. No person other than Owners, Occupants and their respective Shopping Center Parties shall be permitted to use and/or park in the Common Area. Without the written permission of each Declarant, Owner and Occupant of all Buildings, no person, Owner, or Occupant may use the Common Area for (i) any purpose not related to or in furtherance of the commercial purposes of the Owners or business Occupants of the Buildings, including, without limitation, "park and ride" use or the like; (ii) advertising any business not part of the Shopping Center (other than advertising which is incidental to the permitted use of the Common Area by Owners, Occupants and their respective Shopping Center Parties), including, without limitation, parking a vehicle on the Common Area repeatedly, overnight, or for an extended period of time with the primary purpose of advertising a business not part of the Shopping Center; or (i) conducting business from a kiosk or vehicle, including, without limitation, a "food truck". Except as specifically provided otherwise in this Declaration, no Building or structure may be placed, erected or constructed within the Common Area. No Owner or Occupant shalt construct any fence or other barrier along any property line or otherwise impede or restrict the flow of pedestrian and vehicular traffic through the Common Area. Such restriction shall not be applicable to landscape islands and other traffic control devices shown on the Site Plan. Each Declarant, and each Owner with the approval of each Declarant and subject to the modification terms of Section 16, shall have the right to reconfigure the Common Area located on its property, provided however, any such reconfiguration 8 must be made pursuant to a modified Site Plan approved by the City in accordance with applicable City haws and the Development Agreement. The Manager shall have the right to permit specific and/or exclusive uses of the Common Area for the benefit of one or more tenants or as required by law. 3.6. Park-ina. The number of parking spaces and the drive aisles maintained on each Parcel and the size and configuration thereof shall be as depicted on the Site Plan and approved by the Declarant, and shall at all times maintain the minimum numberofparking spaces required by City Laws and the Development Agreement for the Shopping Center. Any change to the parking configuration or the drive aisles in the Shopping Center shall require the prior written approval of the Declarant, and evidence from the Owner seeking the change that either (i) the City has approved or will approve such change, including any resulting or associated changes to landscaping or site -related improvements; or (ii) the change complies with all applicable City Laws and the Development Agreement. No such approval shall be deemed granted unless evidenced by an amendment to this Declaration, which amendment shall be duly recorded in the official records of Ada County, Idaho. Such amendment shall attach and incorporate an amended Site Plan approved by the City showing the reconfiguration of the parking spaces or drive aisles, as the case may be. The Declarant may withhold their approval of the reconfiguration of parking or drive aisles for any reason or for no reason in its sole, subjective discretion. There shall be no charge or other validation for parking in the Common Area. The Manager, in its discretion, may authorize the designation of a limited number of parking stalls adjacent to a Building for use by designated customers such as those picking up take-out orders or expectant mothers. No private agreements or arrangements shall be entered into or made by Declarant, Owners and/or Occupants, and their agents, successors or assigns, which would encumber or restrict available parking for any given Parcel or the Shopping Center to less than the minimum number of parking spaces required by applicable City Laws and the Development Agreement. 3.7. Emo[o_v_ec„ Parking. Specific areas within the Common Area of the Shopping Center to be used for motor vehicle parking purposes by employees of Occupants of the Shopping Center may be designated from time to time by the Manager. In the event employee parking areas are designated as provided herein, employees of any Owner or Occupant of any Building in the Shopping Center shall use only those portions of the Common Area so designated for such employee motor vehicle parking purposes. The authority herein granted shall be exercised in such manner as not to discriminate against any Owner or Occupant in the Shopping Center, 3.8. Lightin . Subject to applicable Law, artificial lighting for the Common Area and any Outdoor Ground Leased Portion shall remain on during all hours of darkness while a majority of the businesses in the Shopping Center are open for business. The costs and expenses of such lighting for the Common Area (the "Common Area Lighting Expense"), including the cost of maintenance and replacement of light fixtures and related equipment, shall be included as a Common Expense, and the costs and expenses of such lighting for any Outdoor Ground Leased Portion shall be borne by the applicable Ground Lessee. All Occupants shall be responsible to ensure that security lights or other lighting required by governmental authority remain ilium inated as desired by each Occupant or as required by applicable governmental requirement, if any. 3.9. Trash Receptacles}. Each Owner, as grantor with respect to its Parcel, hereby grants to each other Owner, as grantee, for the benefit of each such grantee Owner and its 9 Parcel, without the necessity for further documentation, a non-exclusive easement appurtenant to the Parcel owned by the grantee Owner, through and across the Parcel owned by the grantor Owner, for the purposes of ingress and egress to and from, and for the use of, each Trash Receptacle located on the grantor Owner's Parcel. Provided, by its use ofa Trash Receptacle, such grantee Owner agrees to deposit all rubbish, garbage and/or refuse of any kind entirely within the Trash Receptacle, to keep the surrounding area in a clean and sightly condition, and to not unreasonably interfere with the grantor Owner's use of its Parcel. 3.10. Owner's Parcel. The Owner of each Parcel shall use and cause the Common Area on its Parcel to be used exclusively for the uses specified herein and in such manner as will not unreasonably interfere with the primary purpose of the Common Area, which is to provide for parking and access for the Owners, Occupants, and their respective Shopping Center Parties, and for the servicing and supplying of such businesses. There shall be no sale or display of merchandise of any kind in any portion of the Common Area, any Outdoor Ground Leased Portion, or on any sidewalk adjacent to any Building without the prior written consent of the Manager, which may be granted or withheld in the Manager's sole and subjective discretion. 4. COMMON AREA MAINTENANCE, 4.1. Manager. The Shopping Center shall be managed by a Manager jointly selected by the Declarant. The terms and conditions for the service of the Manager and the compensation to be paid to the Manager shall be set forth in a written agreement between the Manager and the Declarant (the "Management Agreement"). Except for matters specifically set forth in a Lease, the Manager shall have the right to direct the use and occupancy of the Shopping Center. 4.2. Maintenance of Common Area. The Manager shall maintain, operate, repair and replace or cause to be maintained, operated, repaired and replaced, the Common Area (subject to Section 4.3) in good order in an economical and efficient manner, consistent with good shopping center management practices prevailing in the metropolitan area where the Shopping Center is located for retail shopping centers of similar age and character, and in full compliance with all applicable Laws. Notwithstanding anything to the contrary herein, any Owners or Occupants granted a specific and/or exclusive use of a portion of the Common Area by the Manager pursuant to Section 3.4 shall keep such portion in clean and orderly condition free of all refuse. The Manager shall use commercially reasonable efforts to operate and maintain the Common Area in accordance with the final approved Budget. Such maintenance obligations shall be performed at the Manager's expense but shall be a Common Expense and subject to reimbursement as set forth in this Section 4. 4.3. Excluded Maintenance Areas. Maintenance responsibilities of the Manager shall not include the maintenance or insurance of Outdoor Occupant Improvements or any Ground Leased Portion (unless and except to the extent provided otherwise in a Lease between Declarants and a Ground Lessee), and each Owner of a Parcel containing Outdoor Occupant Improvements or constituting a Ground Leased Portion shall be responsible to maintain and insure such facilities in good and clean condition and repair and in a quality and condition comparable to the quality and condition of the maintenance of the Common Area required by this Section 4. 10 4.4. S ecific Maintenance Items. Maintenance of the Common Area shall include, by way of illustration and not of limitation, the items listed in this Section below. Any and all costs and expenses which shall be incurred in the operation and maintenance of the Common Area, including the items listed below, shall be a Common Expense (unless and except to the extent provided otherwise in a Lease between Declarant and any Occupant). Notwithstanding anything to the contrary herein, maintenance of the Common Area by the Manager excludes maintenance of Outdoor Occupant Improvements. (a) Maintaining all paved surfaces of the Common Area (including the public sidewalks along public streets) in a level, smooth evenly -covered condition and cleaning, sweeping, restriping, repairing and resurfacing the Common Area as needed with the type of surfacing material originally installed or such substitute as shall in all respects be equal or superior in quality, use and durability. (a) Removing all papers, debris, filth and refuse, ice and snow and thoroughly sweeping the Common Area to the extent reasonably necessary to keep the Common Area in a clean and orderly condition. (b) Installing, placing, maintaining, repairing, and replacing any appropriate directional signs, curb stops, roadway markers, and parking stall lanes or other striping, including the repainting and refurbishment of such devices as required. (c) Operating, repairing, and replacing, where necessary, such artificial lighting facilities as shall be reasonably required. (d) Maintaining all landscaped areas and repairing automatic sprinkler systems or water lines and replacing shrubs and other landscaping as necessary. (e) Maintaining the structural components of all Project Signs. (f) Maintaining and repairing any and all fire loop lines or other fire protection devices, walls and fences, common storm drains, utility lines, sewers, irrigation systems and other utility systems and services which are located on, under or upon the Common Area, which are necessary for the operation and maintenance of the Common Area improvements. (g) Keeping the Common Area free from obstructions not required or permitted hereunder, including, without limitation, obstructions caused by the sale or display of merchandise outside the exterior walls of the Buildings located within the Shopping Center. (h) Employing all necessary personnel, contractors, subcontractors, the Manager and other persons required for operation and maintenance of the Common Area; provided, however, the employment of any personnel to provide security for the Common Area shall require the prior written consent of each Declarant. (i) Cleaning, maintaining and repairing all sidewalks, including those situated on the perimeter or outside the boundaries of the Common Area which are customarily maintained by property owners adjoining such sidewalks. 0) Obtaining and maintaining a commercial general liability insurance policy insuring the Manager, the Declarants and the Owners, all as named insureds, against claims for personal injury, bodily in death and property damage occurring on, in or about the Common Area with a "Combined Single Limit" (covering personal injury liability, bodily injury Iiability and property damage liability) of not less than Two Million Dollars ($2,000,000.00) for total claims for any one (1) occurrence. The insurance limits in this section shall be subject to increase from time to time by such amounts as the Manager and the Declarants may deem are reasonable, as may be evidenced by the practice of similarly situated shopping centers. (k) Such other actions as shall be required from time to time to cause the Common Area to be maintained in clean, first class condition. 4.5 Excluded Costs. Common Expenses shall not include the following: (a) merchants association costs and expenses; (b) advertising and promotional costs and expenses incurred by any individual Occupant; (c) garbage collection costs and expenses for individual Occupants of Buildings located in the Shopping Center; (d) carrying costs and penalties related to unpaid bills for Common Expenses which had been in possession of the Manager for more than twelve (12) months; and (e) any costs of constructing, installing, operating, maintaining and repairing Outdoor Occupant Improvements. 4.6. IAi( theMark%otT may submit to the Declarant and all Owners and Occupants required to pay a Pro Rata Share of Common Expenses, a proposed Budget, for all Common Area maintenance and insurance expenses to be incurred during the following calendar year(the "Maintenance Services'). Decisions regarding parties to provide Maintenance Services to the Shopping Center may include factors other than price, including prior experience with vendor, local reputation of vendor or competing vendors, etc., in the exercise of the commercially reasonable judgment of the Manager provided that the Manager shall undertake to obtain the Maintenance Services at a commercially reasonable price. If the Manager determines that the Common Expenses for a calendar year will vary from the amounts set forth in the Budget, the Manager may, by notice to the Declarant and Owners and Occupants required to pay a Pro Rata Share, revise the Budget for such year, and each Owner or Occupant shall pay the accrued difference between the original and the revised Budgets within fifteen (15) days after receipt of the revised Budget, and thereafter pay the revised amount. During the initial operating stages of the Shopping Center, which may be prior to the commencement of a full calendar year, the Manager will provide a Budget to those Owners and Occupants obligated to pay Common Expenses for a portion of, but less than, a full calendar year. 4.7, Intentionally Omitted. 12 4.8. Payment of Each Owner's Share of the Bud et. Each Owner shall pay, or cause to be paid, the Manager one -twelfth (1/12) of its Pro Rata Share of the Budget to the Manager on or before the tenth (101h) day of each calendar month for the ensuing calendar year. An Owner's Pro Rata Share of Common Expenses as set forth in the Budget for any fractional calendar month shall be prorated and paid on or before the first day of the first fuIt calendar month following such fractional month. 4.9. Annual Reconciliation. Within a reasonable time after the end of each calendar year, the Manager shall deliver to Declarants and each Owner a written itemized statement ("Annual Statement") showing the amount of the actual Common Expenses for the preceding calendar year, the amount paid by such Owner toward Common Expenses during the preceding calendar year, and any amounts due from such Owner to the Manager for such Owner's Pro Rata Share of such Common Expenses and/or any amounts due from the Manager to such Owner (in either case, the "Reconciliation Share"). Any Reconciliation: Share due from the Manager to an Owner shall accompany such Annual Statement. Any Reconciliation Share due from an Owner to the Manager shall be paid within thirty (30) days after receipt by such Owner of the Annual Statement. Upon request, the Manager shall provide any Owner copies of all bills, payment applications, invoices for Common Area maintenance performed, receipts for Common Expenses paid, and other reasonable supporting documentation, including the calculation of such Owner's Pro Rata Share with a breakdown of the square footage of the Buildings in the Shopping Center. Unless an Owner raises any objections to an Annual Statement within thirty (30) days after receipt of the same, the Annual Statement shall conclusively be deemed correct and accepted by the Owner. If an Owner does timely object to an Annual Statement, the Manager and the Owner shall negotiate in good faith to resolve any disputes. Any objection of an Owner to an Annual Statement and resolution of any dispute shall not postpone the payment of any undisputed amounts due the Manager by the Owner. Failure of the Manager to deliver the Annual Statement in a timely manner does not relieve an Owner's obligation to pay any amounts due Manager pursuant to an Annual Statement subsequently delivered. 4.10. Book % and Records, Audit. The Manager shall maintain the books and records for the Common Expenses (the "Records") for a period of at least two (2) years. Any Owner may examine or audit the Records for the previous two calendar years at any reasonable time at the Manager's place of business or where the Records are maintained and kept. The Owner performing such audit shall bear its own cost of performing such audit, unless the audit discloses a discrepancy in excess of seven percent (7%) of such Owner's Pro Rata Share of the Common Expenses, in which event the Manager shall reimburse such Owner for the reasonable costs of such audit and examination of the Records with such expenses to be calculated at a customary hourly rate for professionals conducting similar audits on an hourly and not a contingent fee basis. 4.11. Change „©f Nlanaur. Upon any change of the Manager, the successor Manager shall provide written notice to all Owners and Occupants. 4.12. Management Fee. Common Expenses shall include a management fee to the Manager (the "Management lee") set forth in the Management Agreement. 5. EASEMENTS. All easements granted herein shall be subject and subordinate to any and all public utility easements, rights -of -way and other easements of record. 13 5.1. Ingress, Egress and Parkin . Subject to the terms of Section 3, each Owner, as grantor with respect to its Parcel, hereby grants to each other Owner, as grantee, for the benefit of each such grantee Owner, and for the use of the Owners and their respective Occupants and Shopping Center Parties, and for the benefit of the Parcels owned by each such grantee Owner, and as a burden on each grantor Owner's Parcel, a non-exclusive easement appurtenant to each grantee Owner's Parcel for the purpose of providing and permitting pedestrian and vehicular ingress, egress and cross -access to adjacent Lots, Parcels and public rights -of -way, including, without limitation, ingress, egress and cross -access for commercial delivery vehicles in accordance with truck route and pedestrian and vehicular circulation patterns as approved by the City for the Shopping Center; and for vehicular parking upon, over, across and through the Common Area or Outdoor Ground Leased Portion, as applicable, on each such grantor Owner's Parcel. Such right shall be applicable to those portions ofthe Common Area or Outdoor Ground Leased Portions that are intended for use by motor vehicles or pedestrians, as applicable, based upon the improvements that have been constructed and exist upon the Common Area or Outdoor Ground Leased Portions. The easements granted in this Section specifically give, inter alia, customary and reasonable cross - access rights and ingress and egress rights for pedestrian and vehicular access to the Shopping Center. Except as to the Declarant as herein provided, the foregoing shall not create any rights in any parties other than the Owners and the named beneficiaries of such rights through such Owners. No Owner shall be permitted to obstruct any drive aisle, entry to the Shopping Center or limit or restrict access to and from its Parcel by more vehicles or pedestrians. 5.2. 11tility Systems, Each Owner, as grantor with respect to its Parcel, hereby grants to each other Owner, as grantee, for the benefit of each such grantee Owner and its Parcel, without the necessity for further documentation, non-exclusive easements appurtenant to the Parcel owned by the grantee Owner, under, through and across the Common Area or Outdoor Ground Leased Portion, as applicable, of the Parcel owned by the grantor Owner, for the installation, use, further extensions, maintenance, repair and replacement of, including, but not limited to, storm drainage systems or structures (inclusive of master detention/retention basin(s)), water mains, storm drains, sanitary sewers, water sprinkler system lines, telecommunication, electrical conduits or systems, cable and fiber optic lines, gas mains and other public utility services, lines, and facilities, including supply and distribution systems ("Utility Systems"), necessary for the orderly development and operation of the Common Area, each Outdoor Ground Leased Portion, and each Building in the Shopping Center as shown on the Subdivision Plat as a "Public Utility Easement"; provided, the rights granted pursuant to such easements shall at all times be exercised in such manner as to cause the least interference with the normal operation of the Shopping Center; and provided further, except in an emergency, the right of any grantee Owner to enter upon the Parcel of any grantor Owner for the exercise of any right pursuant to such easements shall be conditioned upon obtaining the prior written consent of such grantor Owner, which consent shall not unreasonably be withheld or delayed. The location of any stormwater drainage facilities located on or within the Shopping Center shall comply with City Laws and applicable terms and conditions of the Development Agreement. 5.3. Provisions Applicable to Easements. The primary location of easements herein established for ingress and egress and all Utility Systems shall be as set forth on the Subdivision Plat. 'Notwithstanding the location of public utility easements, water line easements and other easements shown on the Subdivision Plat, to the extent installation of Utilities is required in a location not shown on the Subdivision Plat, an Owner of the Parcel upon which such easement 14 is required shall permit the Construction of required Utilities; provided that such Construction and location shall not unreasonably impair such Owner's use of the Building or the Outdoor Ground Leased Portion, as applicable, located on its Parcel. All such Utility Systems shall be installed and maintained below the surface or ground level of such easements; provided, however, that such limitation shall not restrict the Construction of ground surface mounted control and access facilities for Utilities. The party installing any Utility System shall use reasonable efforts to cause the installation of such Utility Systems prior to paving of the Common Area or any Outdoor Ground Leased Portion. In the event an Owner deems it necessary to cause the installation of a Utility System across the Common Area or Outdoor Ground Leased Portion of any other Parcel subsequent to the initial paving and improving thereof (the "Requesting Owner"), the Owner of the burdened Parcel thereof agrees not to unreasonably withhold the granting of any necessary additional easements; provided, such Owner may withhold its consent if such installation would unreasonably interfere with the normal operation of any business in the Shopping Center, or with such Owner's plans for the development of its Parcel; and provided further, the Requesting Owner shall, at its sole cost and expense, completely restore to the same or better condition all Improvements located on the Common Area, Outdoor Ground Leased Portions and surfaces disrupted as a result of such installation. The Owner of a burdened Parcel may reasonably request that such installed Utility Systems be relocated subject to compliance with applicable Laws, at the expense of the Requesting Owner, provided that such relocation shall not interfere with, increase the cost or diminish utility services for any of the other Owners or Occupants. In the event it should be necessary to grant any of the foregoing easements and rights to local utility companies as a condition of their providing or continuing service, such rights shall be granted, provided that the Owners required to execute such instruments deem the terms and conditions of such a grant to be reasonably acceptable. In such event, the Owner requiring or causing the requirement of any such easement shall, promptly following the grant of such easement, and at its sole cost and expense, provide to the Owner granting such easement a survey of such Owner's Parcel depicting the location of such easement. 5.4. Fire Access. Each Owner, as grantor with respect to its Parcel, hereby grants to each other Owner, as grantee, for the benefit of each such grantee Owner and its Parcel(s), and for the benefit of all other Owners and their respective Occupants, and as a burden on the grantor Owner's Parcel, a perpetual, non-exclusive fire access easement appurtenant to each grantee Owner's Parcel on, under and across the Common Area or Outdoor Ground Leased Portion, as applicable, of each grantor Parcel as may be required to provide for the (i) pedestrian and vehicular access and parking of fire -fighting personnel, equipment and vehicles; and (ii) maintenance, operation, removal, replacement and reinstallation of water and fire suppression system lines, including the right of ingress and egress for such purposes, and as may be shown on the Subdivision Plat as a "Fire Access Easement," or similar notation_ No Owner shall construct any Improvement upon its Parcel which will impair access over and across any such fire access easement without the express prior written approval of Declarants, all other Owners and the City. 5.5. Building_ Encroachments. Each Owner, as grantor with respect to its Parcel, hereby grants to each other Owner, as grantee, for the benefit of such grantee Owner and its Parcel, an easement for any portion of any Building or structure on any Parcel (including, without limitation, footings, piers, piles, grade beams, ramps, support columns, canopies, eaves, utility meters, roof overhangs, and subsurface support elements required for the construction or 15 reconstruction of any Building or structure (collectively, "Permitted Projections") which may encroach onto, under or over an adjoining Parcel; provided, that (i) the easement for Permitted Projections and all other building encroachments granted herein shall not exceed two (2) feet, and (b) the encroachment easement granted herein shall not extend to encroachments which are intentional or which materially and adversely affect the location, orientation, design, Construction or use of Buildings or other Improvements to be constructed on a Parcel upon which the encroachment has taken place, unless first approved in writing by the Owner of the Parcel upon which the encroachment shall exist. The easement granted herein shall last so long as this Declaration is in effect. In the event this Declaration expires, this easement shall last so long as the Building of which such encroachment is a part is standing. 5.6. Emer,2cncN, Exits. Each Owner, as grantor with respect to its Parcel, hereby grants to each other Owner, as grantee and for the benefit of each other Owner and its respective Parcel: (i) an easement for any portion of any stairs and landings (including any footings and foundations related thereto) constructed in connection with Building emergency exits required by any governmental entity, which may encroach onto or over an adjoining Parcel; and (ii) an easement for emergency egress from such emergency Building exits; provided, the easement for stairs and landings (and foundations and footings related thereto) granted herein shall not exceed six (6) feet in width. 5.7. Restoration. If any Owner damages the Common Area or any Outdoor Ground Leased Portion as a result of any Construction or the exercise of its easement rights, such as the placement of utilities within the Common Area or any Outdoor Ground Leased Portion (excluding normal and anticipated use and wear and tear), such Owner, at its sole cost and expense, shall immediately repair such damage and restore the Common Area or Outdoor Ground Leased Portion to the same or better condition that existed before such damage. In the event that the Owner or Occupant shall fail to repair or restore the Common Area or any Outdoor Ground Leased Portion as required by the preceding sentence, the Manager may deliver to such Owner, written notice of such failure which shall specify the alleged deficiencies. In the event that such deficiencies are not corrected within thirty (30) days of the date of such notice, the Manager shall have the right to cure such deficiencies. The applicable Owner shall be responsible to pay any and all costs and expenses incurred by the Manager to correct such deficiencies, plus a supervision fee to the Manager in the amount equal to ten (10%) of the costs and expenses so incurred by the Manager. Such reimbursement shall be made not later than thirty (30) days after receipt of a statement of such costs, including appropriate supporting documents. Any amounts not so paid shall accrue interest at the rate of fifteen percent (15%) per annum from the date of the statement requesting reimbursement through the date the reimbursement payment is received by the Manager. 6. SIGNS. 6.1. (:encrally. In addition to any other restrictions set forth in this Declaration, all signs which shall be located on any Building or in any public area of the Shopping Center shall comply with all applicable ordinances of the City and the comprehensive signage plan applicable to the Shopping Center, as adopted by Declarant from time to time. To the extent such ordinances require the formal approval of the City, the Owner or Occupant desiring to display such sign shall be required to obtain such approval. City approval shall not constitute approval under this 16 Declaration and provisions of this Declaration may be more restrictive than the requirements of applicable City ordinances or regulations. 6.2. Building „Signs. Each Owner shall have the right to maintain such Signs on the interior of Buildings located on its Parcel as it desires, provided that such Signs are not visible from the exterior. Banners, flags, Signs or advertising objects, displays or lights visible from the exterior of any Building shall require the prior written approval of the Declarant pursuant to the terms set forth in Section 2.1; provided, however, no auction, liquidation, going out of business, fire or bankruptcy sales maybe conducted or advertised by signor otherwise. If permitted by Law and approved by the Declarants, each Owner shall have the right to erect, maintain and replace Signs on the exterior of the Buildings located on its Parcel; provided, such Signs shall be constructed so as to lie flat against such exterior facia facing outward and shall not protrude more than two (2) feet from the surface thereof in any direction; and provided further, in no event shall Signs be located on or above the roof (excluding canopies, so long as no Sign erected on a canopy will extend above the height of the building canopy or mansard roof on which it is installed) of any Building in the Shopping Center. Unless and except as provided otherwise in a Cease or other separate written agreement with Declarant, no Owner or Occupant may place, install or operate, any signs in any windows ofany Building visible from the exterior; provided that a nationally or regionally recognized Occupant with locations in multiple states with a uniform sign package, may place its standard signs on and within its Building or premises subject to applicable Law, and the comprehensive signage plan applicable to the Shopping Center, as adopted by Declarant from time to time, and subject to each of the Declarants' prior approval which shall not be unreasonably withheld. Any other Signs shall require the approval of each of the Declarants, which may be granted or withheld in the Declarants' sole and subjective discretion. 63. Pylon/Monument Signs. There will be one or more free standing pylon and/or monument signs (collectively, "Shopping Center Signs") installed within the Shopping Center as approved by the Declarant, subject to the approval of the City. The cost of maintaining the structural components and providing electricity to operate the Shopping Center Signs shall be a Common Expense. Unless and except as provided otherwise in a Lease or other separate written agreement with Declarant, each Owner or Occupant with a sign panel shall be responsible to pay any and all costs and expenses which shall be incurred in the fabrication, installation, maintenance and replacement of its sign panel(s). Each such Owner shall be responsible for the maintenance and replacement of its sign panel(s) as necessary to maintain such sign panel(s) in a first class condition. Except as expressly permitted herein, there shall be no Signs in the Common Area or Outdoor Ground Leased Portions of the Shopping Center without the prior written approval of the Manager, which may be granted or withheld in the Manager's sole and subjective discretion. Each Owner, as grantor with respect to its Parcel, hereby grants to each other Owner allowed to erect or maintain Signs or sign panel(s) pursuant to this section, as grantee, a non-exclusive casement under, through and across the Common Area or Outdoor Ground Leased Portion, as applicable, of the Shopping Center for the purpose of installing and/or maintaining utility lines to service free- standing pylon or monument signs, if any, and all other authorized Signs, if any. Each Owner or Occupant shall utilize Declarant's sign vendor for Shopping Center Signs and any panels located thereon. The Pylon/Monument signs & panels shall be of a consistent color and consistent with the overall Shopping Center signage theme. M 6.4. Purpose of Signs. Any and all Signs within the Shopping Center shall solely advertise the Shopping Center and/or the businesses or Occupants located within the Shopping Center. 7. INDEMNIFICATION AND INSURANCE. 7.1. Indemnification. Each Owner and the Manager each, acting as an "Indemnifying Party", hereby indemnifies, holds harmless and agrees to defend each Owner (or other Owner, as the case may be), the Manager, and the Declarant, each as an "Indemnified Party", from and against all claims, damages, expenses (including, without limitation, reasonable attorneys' fees and reasonable investigative and discovery costs), liabilities and judgments on account of injury to persons, loss of life, or damage to property occurring in the Shopping Center and/or on the ways immediately adjoining the Shopping Center, caused by the active or passive negligence or willful misconduct of the Indemnifying Party, its agents, servants, employees, and invitees. It is provided, however, that the Indemnifying Party does not and shall not be required to indemnify an Indemnified Party against any injury, loss of life, or damage which is caused by the active or passive negligence or willful misconduct of the Indemnified Party, an Owner (other than the Indemnifying Party if the Indemnifying Party is an Owner), or its or their agents, servants, employees or invitees. The Parties' obligations with respect to indemnification hereunder shall remain effective, notwithstanding the expiration or termination of this Declaration, as to claims arising or accruing prior to the expiration or termination of this Declaration. The indemnification obligation herein will not be limited by a limitation on the amount or type of damages, compensation or benefits payable by or for the Indemnifying Party under worker's compensation acts, disability benefit acts, employee benefit acts, or otherwise. In addition, the indemnification obligation set forth herein is a contractual obligation of the Manager and applicable Owner and will not be diminished by any insurance coverage or any restriction, cap or other provision of governmental immunity law or similar doctrine. 7.2. Liability Insurance Covera a and Limits. Each Owner, and the Manager, agree to maintain, and each Owner shall cause the Occupants of any portion of such Owner's Parcel to maintain, at no cost to the other Owners, liability insurance insuring its interests against claims for personal injury, bodily injury, death and property damage occurring on, in or about their Parcel, with a "Combined Single Limit" (covering personal injury liability, bodily injury liability and property damage liability) of not less than Two Million Dollars ($2,000,000.00) for total claims for any one (1) occurrence. The insurance limits in this section shall be subject to increase from time to time by such amounts as the Declarants may reasonably agree are necessary or desirable, as may be evidenced by the practice of similarly situated shopping centers. Each Owner shall be endorsed as an additional insured on such insurance policy and, upon request, be entitled to receive a certificate evidencing this insurance coverage. 7.3. Contractor's Insurance. During the period of any Construction in the Shopping Center by or at the request of any Owner, such Owner agrees to obtain or require its contractor(s) to obtain, and thereafter maintain so long as such construction activity is occurring, at least the following minimum insurance coverage: (a) Workers' compensation - statutory limits; 18 (b) Employers Liability Insurance with coverage and minimum limits of the greater of (1) bodily injury by accident ($100,000.00 each accident); (ii) bodily injury by disease ($500,000 policy limit); and (c) bodily injury by disease ($100,000 each employee); and (c) Comprehensive General and Commercial Automobile Liability as follows: (i) "Combined Single Limit" (covering personal injury liability, bodily injury liability, and property damage liability) of not less than One Million Dollars ($1,000,000.00) for total claims for any one occurrence; (ii) Independent Contractor's Liability or Owner's Protective Liability with the same coverage as in (i) above; (iii) Products/Completed Operations Coverage which shall be kept in effect for two (2) years after completion of work; (iv) "XCU" hazard coverage, if applicable; (v) `Broad Form" Property Damage Endorsements; (vi) "Personal Injury" Endorsements; and (vii) `Blanket Contractual Liability" Endorsement. If any construction activity involves the use of another Owner's Parcel, then the Owner of such Parcel shall be endorsed as an additional insured under all such insurance, and such insurance shall provide that the same shall not be canceled without at least thirty (30) days' prior written notice to the named insureds. 7.4. Waiver of Certain Rights. With respect to any loss or damage that may occur to the Shopping Center (or any improvements thereon) or any Parcel, which is insured under a fire and extended coverage insurance policy, regardless of the cause or origin, excluding willful acts but including negligence of the Owners, their agents, servants or employees, the Owner suffering such loss hereby releases the other Owners from all claims with respect to such loss; and the Owners each agree that their respective insurance companies shall have no right of subrogation against the other Owners on account of any such loss, and each Owner shall procure from its respective insurers under all policies of fire and extended coverage insurance a waiver of all rights of subrogation against the other Owners which the insurers might otherwise have under such policies. 7.5. Policy Requirements. Any insurance required to be provided under this Section 7 may be in the form of blanket liability coverage, so long as such blanket policy does not reduce the limits nor diminish the coverage required therein. Each Owner shall have the right to satisfy its insurance obligations hereunder by means of self-insurance to the extent of all or part of the insurance required hereunder, but only so long as: (i) the self -insuring Owner shall have a net worth of at least Fifty Million Dollars ($50,000,000); (ii) the self -insuring Owner shall, upon request, provide an audited financial statement, prepared in accordance with generally accepted accounting principles, showing the required net worth; and (iii) such self-insurance provides for loss reserves which are actuarially derived in accordance with accepted standards of the insurance industry and accrued (i.e., charged against earnings) or otherwise funded. Any deductible in excess of Ten Thousand Dollars ($10,000) shalt be deemed to be self-insurance. Upon request, each Owner shall cause certificates of insurance reasonably evidencing compliance with the requirements of this section to be delivered to the Manager for the benefit of the other Owners. The insurance policies and certificates required by this section shall require the insurance company to furnish the Manager thirty (30) days' prior written notice of any cancellation or lapse, or the effective date of any reduction in the amounts or scope of coverage. 7.6. Performance of [ndemnity_ Agreements. All policies of insurance required under this Section 7 shall contain a contractual liability endorsement. Each Owner shall promptly notify the other Owners of any asserted claim with respect to which such Owner is or IN may be indemnified against hereunder and shall deliver to such other Owners copies of process and pleadings. 8. DAMAGE OR DESTRUCTION. In the event any Building in the Shopping Center is damaged or destroyed by fire or other casualty or any other cause whatsoever, the Owner of the Parcel upon which such Building is located may, in its sole, subjective discretion, demolish or rebuild the damaged Building. In the event an Owner determines to demolish a damaged Building, that Owner shall either promptly construct a new Building on the same location or leave and maintain the Parcel of land on which the Building was located in a smooth, level condition, free and clear of all refuse and weeds and sealed against dust by paving and otherwise maintained in a condition similar to other first-class shopping centers in Ada County, Idaho. In the event an Owner determines to rebuild the Building located on its Parcel in the Shopping Center, such Owner shall forthwith proceed with due diligence to remove any debris and to restore such Building to substantially the same condition as immediately prior to such damage or destruction. In the event the Common Area or any Outdoor Ground Leased Portion of the Shopping Center or any portion thereof steal I be damaged or destroyed by fire or other casualty or any other cause whatsoever, the Owner of the Common Area or Outdoor Ground Leased Portion so damaged or destroyed shall forthwith proceed with due diligence to restore such Common Area or Outdoor Ground Leased Portion to its condition immediately prior to such damage or destruction in order to permit vehicular parking (in the manner required by this Declaration) and free and safe vehicular and pedestrian access and circulation in the Shopping Center and to and from all adjacent streets. If the Owner of the Common Area or Outdoor Ground Leased Portion that is damaged or destroyed fails to restore the damaged or destroyed portion of the Common Area or Outdoor Ground Leased Portion within thirty (30) days of the date of written notice from the Manager requiring such restoration, the Manager and/or the Declarants shall have the right to restore such damaged portion of the Common Area or Outdoor Ground Leased Portion. The applicable Owner shall be responsible to pay any and all costs and expenses incurred by the Manager and/or the Declarants to complete such restoration, plus a supervision fee to the Manager in the amount equal to ten (10%) of the costs and expenses so incurred by the Manager. Such reimbursement shall be made not later than thirty (30) days after receipt of a statement of such costs, including appropriate supporting documents. Any amounts not so paid shall accrue interest at the rate of fifteen percent (151/6) per annum from the date funds are disbursed by the Manager through the date the reimbursement payment is received by the Manager. 9. EMINENT DOMAIN. 9.1. Owner's Itipht to Award. Nothing herein shall be construed to give any Owner any interest in any award or payment made to any other Owner in connection with any exercise of eminent domain, or transfer in lieu thereof, affecting any other Owner's Parcel, or to give the public or any government any rights in any Parcel. In the event of any exercise of eminent domain, or transfer in lieu thereof, of any part of the Common Area or Outdoor Ground Leased Portion located within the Shopping Center, the award attributable to the land and Improvements of such portion of the Common Area or Outdoor Ground Leased Portion shall be payable to the Owner in fee thereof, and no claim thereto shall be made by the Owners of any other portion of the Common Area. 20 9.2. Collateral Claims. All other Owners or persons having an interest in the Common Area or Outdoor Ground Leased Portion so condemned may file collateral claims with the condemning authority for their losses which are separate and apart from the value of the land area and improvements taken. 9.3. Occupant Claims. Nothing in this section shall prevent an Occupant from making a claim against an Owner pursuant to the provisions of any Lease between an Occupant and such Owner for all or a portion of any such award or payment. 9.4. Restoration of Common Area or Outdoor Ground Leased Portion. The Owner of the fee of each portion of any Common Area or Outdoor Ground Leased Portion so condemned shall promptly repair and restore the remaining portion of the Common Area or Outdoor Ground Leased Portion, as applicable, so owned as near as practicable to the condition of the Common Area or Outdoor Ground Leased Portion, as applicable, immediately prior to such condemnation or transfer, to the extent that the proceeds of such award are sufficient to pay the cost of such restoration and repair and without contribution from any other Owner. The plans and specifications for such repair and reconstruction shall be approved by the Manager and the repair and reconstruction shall be overseen by the Manager. 9.5. Restoration of Improvements. In the event any Improvements or any portion thereof located in the Shopping Center is condemned, the remaining portion of such Improvements shall be demolished or restored by the Owner of the Parcel on which it is located, and such Owner shall remove all debris resulting therefrom. In the event an Owner elects to rebuild or refurbish any Improvements after such condemnation action, such Owner shall proceed with due diligence to restore such Improvements to completion, In the event the remaining Improvements are removed, the Owner shall thereafter maintain such affected area on the Parcel in the manner provided for in this Declaration. 10. TAXES. Each Owner shall pay or cause to be paid directly to the appropriate taxing authority before such taxes become past due, the real property taxes and other special taxes and assessments assessed against the Parcel owned by such Owner, including the portion of the Common Area or Outdoor Ground Leased Portion (if any) owned by such Owner, as well as any rental taxes, if any, applicable to such Parcel on account of Owner's lease or rental thereof. No Owner shall be responsible for the payment of any portion of real property taxes and assessments levied against or otherwise contractually applicable to any other Owner's Parcel. In the event any Owner fails at any time to pay, or cause to be paid, before delinquency its taxes or assessments on any portion of a Parcel of which such Owner has a fee interest, and which may become a lien on any of the Common Area, then the Manager or any other Owner may pay such taxes and/or assessments, together with interest, penalties, and costs, and in any such event the Owner obligated to pay such taxes and/or assessments shall promptly reimburse the Manager or such other Owner for all such taxes and/or assessments, interest, penalties, and other charges and until such reimbursement has been made, the amount thereof shall constitute a lien and charge on the Parcel of the defaulting Owner. Nothing contained herein shall prevent an Owner from paying its taxes under protest or challenging the validity or amount of any assessment, so long as such Owner takes steps to prevent the delinquent taxes from becoming a lien on its Parcel or the occurrence of a tax sale of such Parcel. The Owner initially failing to pay taxes or assessments on 21 its Parcel shall be responsible to pay any and all costs and expenses incurred by the Manager or another Owner to pay such amounts. Such reimbursement shall be made not later than thirty (30) days after receipt of a statement of such costs, including appropriate supporting documents. Any amounts not so paid shall accrue interest at the rate of fifteen percent (15%) per annum from the date funds are disbursed by the Manager or the other Owner through the date the reimbursement payment is received. 11. ENVIRONMENTAL LIARILITIES. Without regard to the party causing the contamination, each Owner assumes all responsibly and liability for any and all damages, costs and claims including, but not limited to remediation costs, incurred as a result of the release of any Hazardous Material from its Parcel which migrates (or has migrated) or otherwise contaminates (or has contaminated) another Parcel in the Shopping Center, including, but not limited to, leaks, spills or losses or motor fuels related to underground storage tanks, piping, dispensing systems, or other facilities or activities on or about any Parcel. Each Owner shall promptly comply with any and all clean-up requirements of any governmental authority having jurisdiction pertaining thereto, and shall indemnify the governmental authority having jurisdiction pertaining thereto, and shall indemnify the other Owners for all costs, expenses and fees incurred by any other Owner (including attorneys' fees in defending the same) resulting from any contamination or discharge of Hazardous Materials. Any and all environmental assessment and remediation work shall be performed in accordance with all applicable Laws. Notwithstanding the Foregoing. the Owners do not assume responsibility and/or liability for, or indemnify any other Owner For, any such damages, costs or claims resulting from any such release caused by, through or under any other Owner. This Section 1 I is not intended to limit or define, and does not limit or define, an Owner's remedies against a third -party which caused, or is responsible for. contamination on discharge of hazardous materials. 12. DEFAULT. 12.1. Right to Curt• Past Due Sums. Should any Owner ("Defaulting Owner") fail to timely perform any of its obligations hereunder (including any obligations of its Occupants and excluding the obligations of the Manager), and thereafter fail to diligently commence performing such obligation within fifteen (15) days after its receipt of a written demand therefor from the Manager or a Declarant (herein, the "Curing Party"), the Curing Party shall, in addition to any other remedy provided at law, in equity, or in this Declaration, have the right (but not the obligation) to perform such obligation on behalf of the Defaulting Owner, and the Defaulting Owner shall reimburse the Curing Party for the cost of performing such obligation within ten (10) days after receipt of billing therefor and proof of payment thereof; except that a Declarant may not cure such obligation if the Defaulting Owner is the other Declarant. In the event the Defaulting Owner does not reimburse the Curing Party within such ten (10) days, the Curing Party shall have: (i) the right to exercise any and all rights which such Curing Party might have at law or in equity to collect the same; and/or (ii) a lien on the property owned by the Defaulting Owner, to the extent of the amount paid by the Curing Party but not reimbursed by the Defaulting Owner, which amount shall bear interest at a rate equal to the then published "Prime Rate" of Wells Fargo Bank, N.A.. plus five percent (5.0%) per annum (or, in the event Wells Fargo Bank no longer publishes a Prime Rate, the Prime Rate, for purposes herein, shall be a rate agreed to by all the Owners) (the Owners acknowledging that such rate may not be the lowest or "best" rate), or the highest legal rate of interest, whichever is less, from the date of billing until paid. Such lien may be fled or recorded 22 by the Curing Party as a claim against the Defaulting Owner, in the form required by law, in the office wherein mortgages and liens are recorded, which lien shall contain at least the following information: (a) The name of the lien claimant; (b) The name of the Defaulting Owner; (c) A description of the work performed on behalf of such Owner and a statement itemizing the cost thereof which remains unpaid by the Defaulting Owner; and (d) A description of the property being liened. The lien so claimed shall attach from the date of recordation in the amount claimed by "the Curing Party, and it may be enforced and foreclosed in any manner allowed by law including, but not limited to, suits to foreclose a mechanic's lien, trust deed or mortgage under applicable law. Any Owner filing such Hen shall concurrently notify the Defaulting Owner of such tiling, and shall within sixty (60) days thereafter send to the defaulting Owner at its notice address a copy of such lien showing such recording. Such lien, when so established against the real property described in such lien, shall be prior and superior to any right, title, interest, lien or claim which may be or is acquired or attached to such real property after the time of recording the claim of lien. Notwithstanding the above, the lien for any amount due by a Defaulting. Owner shall be subordinated to the lien of any bona fide security device, including but not limited to, mortgage, deed of trust and sale and leaseback obtained by an Owner of a Parcel for the purposes of the improvement thereof (or a refinancing thereof); provided, however, that such subordination shall apply only to the amounts due and owing to the Manager or a Curing Party which have become due and payable prior to a sale or transfer of such Parcel pursuant to or in lieu of foreclosure by the holder of such security interest. Such sale or transfer shall not relieve the Parcel from the lien for any amounts thereafter becoming due, or from the lien of any subsequent amounts due. To the extent another section of this Declaration shall provide a specific remedy for the failure of a party to perform its obligations hereunder, the notice, cure and remedies provided by this Section 12.1 shall be applicable only after application of the remedy otherwise specifically provided. In addition, If the Declarant or Manager fails to receive any monetary sum due to Declarant or Manager within five (5) days after its original due date (without any written notice to the Defaulting Owner that it has not been received), the Defaulting Owner shall pay a late fee of five percent (5%) of the amount due. If Declarant or Manager receives any monetary sum due Declarant or Manager more than thirty (30) days after its original due date, the Defaulting Owner shall pay, in addition to the late fee provided above, interest on the outstanding balance of such monetary sum, both before and after judgment at the rate of twelve percent (12%) per annum (the "Default Interest Rate") from the original due date to the date of Declarant's or Manager's actual receipt of payment. Declarant or Manager shall also be allowed to collect $50.00 for every returned 23 check. Notwithstanding the foregoing, however, Declarant's or Manager's right concerning such interest and service fee shall be limited by the maximum amount which may properly be charged by Declarant or Manager for such purposes under applicable law. The foregoing remedies shall be in addition to, and not in lieu of, or derogation of, or to the exclusion of any other remedy available to Declarant or Manager under this Declaration, or at law, or in equity. 12.2. %unctive Relief. In the event of any violation or threatened violation of any provision of this Declaration, each of the Manager and the Declarants shall have the right, in addition to any other remedies herein or by law or equity provided, to enjoin such violation or threatened violation. 12.3. Breach Shall Not Permit Termination. No breach of this Declaration shall entitle any Owner to cancel, rescind or otherwise terminate this Declaration, but such limitation shall not affect in any manner any other rights or remedies which such Owner may have hereunder by reason of any breach of this Declaration. 12.4. No Limitation of Remedies. The various rights and remedies herein contained and reserved to each Declarant, Owner, and Manager, except as otherwise provided in this Declaration, shall not be considered as exclusive of any other right or remedy, but shall be construed as cumulative, and shall be in addition to every other remedy now or hereafter existing at law, in equity or by statute, No delay or omission of the right to exercise any power or remedy shall impair any such right, power or remedy or be construed as a waiver of any default or nonperformance or as acquiescence therein. 13. NNQTZCES. Any notices, requests, demands, and other communications hereunder shall be in writing and shall be given (i) by Federal Express (or other established express delivery service which maintains delivery records), (ii) by hand delivery, (iii) by certified or registered mail, postage prepaid, return receipt requested, or (iv) via email, facsimile or other electronic transmission, to the Parties at the following addresses, or at such other address as the Parties may designate by written notice in the above manner: To Wadsworth: c/o Wadsworth Development Group, LLC 166 E. 14000 S., Suite 210 Draper, UT 84020 Attn: Roman Groesbeck, Esq. romanrizwadsdev.com (Email) With a copy to: Robert Walker, Esq. Kirton McConkie 50 E. South Temple St., Suite 400 Salt Lake City, Utah 84111 Notices shall be deemed effective upon receipt, upon attempted delivery if delivery is refused by the intended recipient or if the delivery is impossible because the intended recipient has 24 failed to provide a reasonable means for accomplishing delivery or upon electronic confirmation that the notice has been delivered. 14. ATTORNEYS' FEES. In the event any Owner or a Declarant brings or commences legal proceedings to enforce any of the terms of this Declaration, the prevailing party in such action shall have the right to recover reasonable attorneys' fees and costs from the other party, to be fixed by the court in the same action. The phrase "legal proceedings" shall include appeals from a lower court judgment, as well as proceedings in the federal Bankruptcy Court, whether or not they are adversary proceedings or contested matters. The phrase "prevailing party" as used in the context of Federal Bankruptcy Court shall mean the prevailing party in an adversary proceeding or contested matter, or any other actions taken by the non -bankrupt party which are reasonably necessary to protect its rights under the terms of this Declaration. The phrase "prevailing party" as used in the context of any court other than the Federal Bankruptcy Court shall mean the party that prevails in obtaining a remedy or relief which most nearly reflects the remedy or relief which the party sought_ 15. DURATION. Except as otherwise provided herein, this Declaration shall remain in full force and effect for a term of sixty-five (65) years from the date hereof, and shall automatically renew for periods of five (5) years each, unless the Declarant agrees in writing to terminate this Declaration. Such termination shall only be effective upon recordation of the termination document in the official records of the political division in which the Shopping Center is located. The Declarants shall deliver notice of any such termination to each Owner and Occupant within seven (7) days of the termination. Upon written request, all Owners and Occupants shall sign and acknowledge such notice. 16. MODIFICATION. Until ninety percent (90%) of the proposed Building square footage within the Shopping Center shown on the Site Plan is improved and occupied, this Declaration (including, without limitation, the Site Plan) may only be amended by the Declarant. When more than ninety percent (90%) of the proposed Building square footage within the Shopping Center is improved and occupied, this Declaration (including, without limitation, the Site Plan) may only be modified by a written document executed by the Declarant and a group of Owners whose sum of Pro Rata Shares equals at least seventy-five percent (75%). The Declarant reserves the right to enlarge and add additional land to the Shopping Center, whereupon such additional land shall be subject to this Declaration. The Shopping Center shall not be enlarged or added to nor integrated with any other lands or premises without the prior written consent of the Declarant. A Declarant may assign its rights, duties and obligations to its successor in interest and shall notify the Owners and Occupants in writing of any assignment of such rights, duties and obligations. 17. GENERAL PROVISIONS. 171. Accuracy of Recitals. Declarant hereby acknowledges the accuracy ofthe recitals of facts and circumstances A through B following the introductory paragraph of this Declaration, which are incorporated herein by this reference. 17.2. Not a Public dedication. Nothing herein contained shall be deemed to be a gift or dedication of any portion of the Shopping Center to the general public or for any public W, purposes whatsoever, it being the intention of the Declarant that this Declaration shall be strictly limited to and for the purposes herein expressed. The Manager may take such actions as it deems necessary to prevent any public dedication of any part of the Shopping Center by operation of law. 17.3. Severability, If any term or provision of this Declaration or the application of it to any person or circumstance shall to any extent be invalid and unenforceable, the remainder of this Declaration or the application of such term or provision to persons or circumstances other than those as to which it is invalid or unenforceable shall not be affected thereby, and each term and provision of this Declaration shall be valid and shall be enforced to the extent permitted by law. 17.4. Pronouns. When required by context, the singular shall include the plural, and the neuter gender shall include a person, corporation, firm, association, or other business arrangement. 17.5. Cautions. The captions in this Declaration are for convenience only and do not constitute a part of the provisions hereof.. 17.6. No Partnership. The provisions of this Declaration are not intended to create, nor shall they be in any way interpreted to create, a joint venture, a partnership, or any other similar relationship between the Declarant and/or Owners. 17.7. Governine Law. This Declaration shall be construed and enforced in accordance with, and governed by, the law of the State of Idaho. 17.8. No Presumption. This Declaration shall be interpreted and construed only by the contents hereof and there shall be no presumption or standard of construction in favor of or against the Declarant. 17.9. Run With Land. This Declaration and the easements, covenants, benefits and obligations created hereby are intended to run with the land and shall inure to the benefit of and be binding upon each Owner and their respective successors and assigns; provided, if any Owner conveys any portion or all of its interest in any Parcel owned by it, such Owner shall thereupon be released and discharged from any and all further obligations under this Declaration as it had in connection with the property conveyed by it if the buyer assumes in writing all of such obligations; and provided further, no such sale shall release such Owner from any liabilities, actual or contingent, existing as of the time of such conveyance. 17.10. Estn el Certificate. Each Owner agrees that, upon request by any other Owner (the "Requesting Owner"), it will issue to a prospective lender of the Requesting Owner or to a prospective purchaser of the Requesting Owner's interest, an estoppel certificate stating: (a) whether the Owner to whom the request has been directed knows of any default by the Requesting Owner under this Declaration, and, if there are known defaults, specifying the nature thereof; (b) whether this Declaration has been assigned, modified or amended in any way (and if it has, then stating the nature thereof); and 26 (c) that to the Owner's knowledge this Declaration as of that date is in full force and effect. Such statement shall act as a waiver of any claim by the Owner furnishing it to the extent such claim is based upon facts contrary to those asserted in the statement and to the extent the claim is asserted against a bona fide encumbrancer or purchaser for value without knowledge of facts to the contrary of those contained in the statement, and who has acted in reasonable reliance upon the statement; provided, no Owner shall incur any liability whatsoever for any misstatement or wrong information unless the same is the result of the gross negligence or willful act of the Owner furnishing such information. 17.11. Contractual Obligations. All of the terms and conditions contained herein represent contractual obligations of the Owners. The purchase of a portion or all of any Parcel by any governmental entity shal I be deemed a proprietary act with full authority granted therefor from any and all legislative body. The presentment of any claim or action against any Owner pursuant to this Declaration (such as through the indemnification provision) shall be presentment and tender of a contractual obligation. Under no condition shall any Owner be limited or restricted (including any waiver due to the passage of time except for the statute of limitation period set forth in Laws of the State of Idaho) in its ability to tender any claim or matter to an Owner in accordance with the terms of this Declaration. 17.12. Force Majeure. Each Owner will comply with the time periods set forth in this Declaration to the extent such provisions are applicable to it; provided each and every period shall be extended for a period or periods of time equal to any period or periods of delay preventing the performance of any Owner's obligations, which delays are caused by fire or other casualty, acts of god, acts of nature, weather, refusal or failure of governmental authorities to grant necessary approvals or permits (the Owner responsible thereof agreeing to use reasonable diligence to procure the same), war, riot, or insurrections, or any other cause (except financial) beyond the reasonable control of such Owner. In the event of any such delay, the Owner suffering such delay shall seek and use to the extent available economically reasonable and comparable substitutes or alternatives and shall promptly give written notice to the other Owners of the occurrence of such delay and, upon termination thereof, notice of the termination of such delay. In the event an Owner suffers such a delay and fails to give notice of the occurrence of and termination of such delay, as provided herein, such Owner shall be deemed to have waived its right to an extension hereunder on account of such delay. Notwithstanding the forgoing, in no event shall an event of Force Majeure delay or prevent the payment of any monetary sum due under or in connection with this Declaration. 17.13. Consent and Approvals. Wherever the consent, approval, judgment or determination of a Declarant or Owner is required or permitted under this Declaration and no express standard is specified (e.g., "reasonableness"), the party required to act shall exercise its business judgment in good faith in granting or withholding such consent or approval or in making such judgment or determination. If it is determined that such party failed to give its consent where it was required to do so under this Declaration, an Owner affected by such denial of consent shall be entitled to injunctive or declaratory relief but shall not to be entitled to monetary damages or to terminate this Declaration for such failure. The review and/or approval by a Declarant of any item 27 or matter to be reviewed or approved by such Declarant under the terms of this Declaration shall not impose upon such Declarant any liability for the accuracy or sufficiency of any such item or matter or the quality or suitability of such item for its intended use. Any such review or approval is for the sole purpose of protecting the Declarants' and other Owners' interests in the Shopping Center, and no third parties shall have any rights as a consequence thereof. 17.14. Successors and Assigns. This Declaration shall be binding upon and inure to the benefit of the Owners and their successors and assigns. To the extent a vote or consent of Owners is required under this Declaration, each Owner shall have a vote equal to its Pro Rata Share regarding the exercise of any rights of a Declarant. [signalures to follow] 28 SIGNATURE PAGE TO DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS AND GRANT OF EASEMENTS IN WITNESS WHEREOF, this Declaration has been executed by the Declarants as of the Effective Date. STATE OF UTAH SS. COUNTY OF s _lr . ) Wadsworth Meridian, LLC, a Utah limited liability company By: Wadsworth & Sons, i. ,C, a Utah limited liability co Pal Its: Manager By: Print Name_ Its: The foregoing instrument was acknowledged before me this j�f! _ day of , 2020, by `, 7 p,�.,"„�.� ,the r-6b of Wadsworth & Sons, LLC, a Utah limited liability company, the Manager of Wadsworth Meridian, LLC, a Utah limited liability company, and acknowledged to me that said limited liability company executed the same. Notary Public y RUh1AfV GROE58ECi(ubne - State o1 Utah ion Number. 710419 mission Expires on Mar. 24, 2024 29 EXHIBIT A TO DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS AND GRANT OF EASEMENTS (Legal Description of the Shopping Center) A parcel of laird :ying in the NE l a of the NE of Section 5- Towa%hip 3 Noith- Range 1 East, Boise Meridsaa. <-da Count r. Idaho_ said parcel i s also 1mosvr, as Parcel B of Record of Sursey fi:o. 641S, recofded Febmmnr 13_ -1004 a. itt trterxtiextt tip. 104016722. of Dfficial record-. l ing ittt+re pasticalariz descr;bed as t`ello�x ;: CGIs£.�••1:ENCING at a found brass cap marking the Northtas:r corner of said Section 5. Township 3 North, Range 1 East. Boise MeridiatL Ada CoontY. Idaho- said brass cap beans North 89'39' 20" East 2656.46 feet from a set 518-' irs^u pin marking tlae North quarter coiner of said Section 5- said brass cap also bear.; North ora'00'o0- West 2611.41 feet (folme:Iy 2611 50 feet, from a round brays; cap aiarl=g the East quartex corner of said Section `; Thence South 000,-00' Enst 4.00-00 feet along the East bammdaqy of nhe sai4 INE fa -of the ItiE �s of Section 5 to a point. Thence North 84'''06'00"* West tfwrmeriy North S3"27'4� Vest and North 84-04' West) 5, ?9 feet to a set 5,'S- iron put lying on the'A'esteliv right-of-way of State .High a r 55 (Eagie Road). Diet pin ai.o warning the REAL POINT OF BEGLNNDlG: Thence coa"auq North 34'060- West (formerly North 34'04` ode 5y 4-13.?0 feet to a }et .5.- iron gin: Thence North 31'54'000 ' Arent 24.72 feet to a se? 5:5- horn pin-- Tiaernce North 01'01'59" rant fo rme&r North I'24-39-- East J16.81 feet) ZI9,16 feet to a foaui4 5,'8- iron pint ly irr.? on the Sousherh- right-of-way of i Stich Road: Thence North 39'39,20'- Ea,t 4 1,31 ,''get along the said Southerly right-of-way o€Ustick Road to a set 5r8- iron pin mulaug the right-of-way intersection of :said U-stick RCad atad acid State Hiebway 55 (Eagle Road), Thence Sou& 0-144139 A`est W.55 feet along the said sV e_--terly right-of-wa.- of State Highway 55 (Eagle Road) r,-- the POINT OF BEG�"ND;G. EXCEPTNG THEREFRO'll a parcel of land beitzg a portion of that (tact of ?acid as described ion :Warranty Heed In=nieut No. 10644)35 12, Ada C'ouary Record-5, said parcel being sitcated in the NE x, of the''47 of Section. 5_ Township 3 N ordiL Range 1 East. $vise Meridian. Ada Cv uLt-ti - Idaho. is Moire Particularly described m follows: CO-MMENCi1+iG at the Northeast corner of <,=d Section 5: Thence alaug the North hire o "said cectioia North 89=44'39"- West, 42.45 feet, Thence leaving said section line South 0I''50-34" West, 2v5.00 fee. tan the Notthea<.;i corner of said tract being the POINT OF BEGB-,NN, 0, Thence continuitrg aloes the East ha a of ,,,aid tract S ouik 01' 0' 347' W est- b 3-90 :eft Thence lea, ,aid East lint Noah 43'54-11" West. 45.83 feet to a point being 56.00 feet South of the North line of stud Serb n S: Thence slang alone parallel -with and 56 00 feet South of ,aid section ixe North 89'44'39- Vest- IS1.46 het: Thence leaving said parallel line North 85` 5746- West- I80. 7' feet: Thence North 33"47' 15"':Kent. 5S.01 feet to tine W nr fine of laid tract; Thence along :aid Wv—a h ae Notch 01'41-54-- East_ 16 45 feet to a point being 25_00 feet SUurlr of the No:tat Ime of said Sec ticu 5: Thence along a line parallel with and 15.00 feet South of maid wtioa hat South 99`44'39'- East 45 1,St7 feet t�. the POR+IT OF EEGrNNNG Exhibit A EXHIBIT B TO DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS AND GRANT OF EASEMENTS (Site Plan for the Shopping Center) 7 r [,-I I i I I mo-un'lTr M—IL. I ITTUI Pad 1 pad 2 3,io v cL e% T =r UL i Iv it Shops Pad 4 L �d3III Exhibit B EXHIBIT C TO DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS AND GRANT OF EASEMENTS (Subdivision Plat of the Shopping Center) [To Be Recorded by Declarant Following the Recordation of this Declaralion] REC'ORDhVO RIi01,/IiS7'f'D RY i1 VI) R"HEN R1_C0RDi,3D RETURN TO: ADA COUNTY RECORDER Phil McGrane 2020-075458 BOISE IDAHO Pgs=19 BONNIE OBERBILLIG 06/19/2020 02:59 PM PIONEER TITLE COMPANY OF ADA COUNTY $64.00 (Space Above For Recorder's Use) MUTUAL CROSS -ACCESS EASEMENT AGREEMENT This_ Mutual Cross -Access Easement (",Abreement") is made effective this �"/ �.a - /� � ,2Q20, by and between WADSWORTH MERIDIAN, LLC, a Utah limited liability company, and/or its assigns ("Wadsworth"), and SADIE CREEK COMMONS LLC, an Idaho limited liability company ("Sadie Creels"), Wadsworth and Sadie Creek may be referred to hereinafter collectively as the "parties," or individually as a "party," as the case may be. RECITALS: A. Wadsworth owns or has rights to acquire that certain property near the corner of Eagle Road and Ustick Road in Meridian, Idaho as more fully described in Schedule I which is attached hereto and incorporated herein ("Wadsworth Property"), and depicted on Exhibit A which is attached hereto and incorporated herein; B. Sadie Creek is the owner of that certain property near the corner of' Eagle Road and Ustick Road in Meridian, Idaho, as more fully described in Schedule 11, which is attached hereto and incorporated herein ("Sadie Creels Property") and depicted on Exhibit A which is attached hereto and incorporated herein; C. The parties desire to create a permanent access driveway easement in the area more fully described in Schedule III and depicted on Exhibit A which is attached hereto and incorporated herein (the "Permanent Service Drive") and grant general rights of cross access across the Wadsworth Property and the Sadie Creek Property east of the Permanent Service Drive on the terms and conditions set forth herein (the "Easements"). AGREEMENT: NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1. Recitals. The parties hereto repeat herein by this reference Paragraphs "A" through "C" above, inclusive, as if said Paragraphs were set forth herein in full. MVVUAL CROSS -ACCESS EASEMENT- I 47134.0021,121989721 2. Term. The term of this AS�reCl1lt Clt shall be perpetual. 3. Grant, 3.1 Wadsworth hereby grants Sadie Creek a non-exclusive perpetual access easement over, on, across, that portion of the Wadsworth Property within the boundaries of the Permanent Service Drive and over that portion of the Wadsworth Property which is from time to time developed and used by Wadsworth for use by vehicular traffic (excluding parking areas, drive- thru lanes, loading zones, or similar areas). 3.2 Sadie Creek hereby grants Wadsworth a non-exclusive perpetual access easement over, oil, across, and through the Sadie Creek's Property within the boundaries of the Permanent Service Drive and over that portion of the Sadie Creek Property east of the Permanent Service Drive which is from time to time developed and used by Wadsworth for use by vehicular traffic (excluding parking areas, drive-thru lanes, loadingzones, or similar areas). 4. Purpose of Easement. The Easements created hereby shall be used for ingress and egress for pedestrian travel and vehicular travel by the parties and their successors and assigns and their respective representatives, customers, invitees, and agents. No parking of any vehicles shall be permitted on the easements granted Easement and no rights of cross parking are granted by this Agreement. 5. Construction. 5.1 Permanent Service Drive. Either Party may elect to construct the permanent improvements related to the Permanent Service Drive ("Constructing Party") in accordance with plans and specifications to be prepared by the Constructing Pauly, and a construction contract for the construction of the improvements by a qualified third party to be prepared by the Constructing Party, subject to the reasonable approval of Elie other party, and prior to the start of any improvements, temporary or permanent (the "Non -constructing Party"). The Non - Constructing Party shall pay to the Constructing; Party its Pro -Bata Share (defined as 50% in the case of Wadsworth, and 50% in the case of Sadie Creek) of all of the approved costs to construct the permanent improvements related to the Permanent Service Drive within 30 days of its receipt of written notice of completion of the same from the Constructing Party as well as lien waivers related to the construction. Prior to construction of the permanent improvements required to create the Permanent Service Drive, either party, at its own expense may construct temporary improvements across the area within the Permanent Service .Drive in order to utilize the same. All construction of the improvements to the Permanent Service Drive under this paragraph shall be performed by licensed contractors in accordance with all applicable laws and rules and regulations, and shall be warranted against defects against materials and workmanship for a period of one year from completion. 5.2 Lien in Favor of Constructing Party. There is hereby created a claim of lien with power of sale on the Wadsworth Property and the Sadie Creek Property to secure payment of the obligations of the Non -Constructing Party pursuant to this Agreement together with interest thereon at twelve percent (12%) and all costs of collection which may be paid or incurred by the Constructing Party in connection therewith, including reasonable attorney's fees. Upon a default MU UAL CROSS -ACCESS EASEMENT- 2 47134.0021,12199972.1 by the Non -Constructing Party in the payment of any sum due hereunder, the C011A acting Narty may cause to be recorded in the office of the County Recorder a claim of lien. The claim of lien shall state the amount of such delinquent sums and other authorized charges (including the cost of recording such claim of lien), a sufficient description of the property against which the same have been assessed, and the name of the record owner thereof. Upon payment to the Constructing Party of all delinquent sums and charges, the Constructing Party shall cause to be recorded a notice stating the satisfaction of such delinquent suns and charges. Such lien may be foreclosed by appropriate action in court or other person authorized to make the sale. Such sale shall be conducted in accordance with the provisions of the Idaho Code applicable to the exercise of powers of sale permitted by law. Upon the determination of which party is the Constructing Party, the Non -Constructing Party agrees to release the lien on the Constructing Party's property upon the request of the Constructing Party. Upon satisfaction of the Non -Constructing Party's obligations set forth in Sections 5.1 and 5.2, the Constructing Party agrees to release the lien on the Non -Constructing Party's property upon the request of the Non -Constructing Party. Each party agrees to subordinate the foregoing lien upon the request of the other party, to a lender who has, or is obtaining a first lien position on the requesting party's property. 5.3 Other Construction. The cost of the construction of improvements on easements outside of the Permanent Service Drive shall be borne by the owner of the property on which such easements are located. b. Relocation Reservation/Access Point. The easements outside of the Permanent Service Drive created hereby are being granted prior to the development of the Wadsworth and Sadie Creek Property. Wadsworth and Sadie Creek have no obligation to make improvements upon their respective property for such easements. Once constructed, Wadsworth hereby reserves the right to relocate the easements outside the Permanent Service -Drive upon the Wadsworth Property after the development of the Wadsworth Property. Once constructed, Sadie Creek hereby reserves the right to relocate the easements outside the Permanent Service Drive upon the Sadie Creek Property either before or after the development of the Sadie Creek Property. Notwithstanding the foregoing, the parties agree that upon development of their respective parcels they shall each extend a paved drive aisle to the point of the Permanent Service Drive designated on Exhibit A as the access point ("Access Point") which shall be connected with the other drive aisles on such party's parcel, and thereafter, in the event of any relocation outside of the Permanent Service Drive, each party shall be obligated to maintain a paved drive aisle which connects to the Access Point and which shall be connected with the other drive aisles on such party's parcel. 7. Each party reserves the right on their respective property to use ally of the areas encumbered by the Easements and grant additional easements over the area subject to the Easements (including but not limited to utility and drainage easements) so long as the same do not conflict the terms of this Agreement. 8. Maintenance. Once constructed, each party shall, at its own expense. insure, maintain, repair and replace any improvements situated within the Easements to the extent such improvements are located on such party's property, including, without limitation, sweeping, seal coating and snow removal and the like; provided, in each instance, the parties shall use M I ITUAL CROSS -ACCESS EASETVI.ENT - 3 4713 4.0021.12198972.1 reasonable efforts with one another to coordinate the timing of the performance of such maintenance activities. 9. Easement Obstructions. No fence or other barrier shall be erected or permitted within or across the respective Easements which would prevent or obstruct the passage of pedestrian or vehicular travel; provided, however, that the foregoing shall not prohihit (i) the temporary erection of barricades which are reasonably necessary for security and/or safety purposes in connection with the construction, reconstruction, repair and maintenance of improvements, on the Wadsworth or Sadie Creek Property, including but not limited to utility work, it being agreed by the parties however, that all such work shall be conducted in the most expeditious manner reasonably possible to minimize the interference with the use of the respective Easements by Wadsworth and Sadie Creek, and such work shall be diligently prosecuted to completion, or (ii) the construction of limited curbing or other forms of traffic controls along the outer perimeter of the respective Easement. Wadsworth and Sadie Creek respectively, reserve the right to close off the respective Easements for such reasonable period of time as may be legally necessary to prevent the acquisition of prescriptive rights by anyone; provided, however, that prior to taking such action, the parties shall give written notice to the other of its intention to do so, and to the extent reasonably possible, the parties shall coordinate such closing so that the interruption in the use and enjoyment of the respective Easements are kept to a minimum. 10. Binding on Successors. The easements created hereby shall be binding on the heirs, successors, administrators, executors and assigns of all parties hereto and shall run with the land. 11. Counterparts. This Agreement may be executed in counterparts, each part being considered an original document, all parts being but one document. 12. Indemnification. 12.1 Sadie Creek agrees to indemnify, defend and hold the Wadsworth, and its successors, assigns and agents harmless from any and all claims, liability, losses, costs, charges, or expense that arise from their respective use or use by their respective customers, agents, contractors, employees, invitees, or representatives of the easements granted in this Agreement. 12.2 Wadsworth agrees to indemnify, defend and hold the Sadie Creek, and its successors, assigns and agents harmless from any and all claims, liability, losses, costs, charges, or expense that arise from their respective use or use by their respective customers, agents, contractors, employees, invitees, or representatives of the easements granted in this Agreement. 12.3 The provisions of this Section shall survive any termination of this Agreement. 13. Remedies. In the event of a breach hereunder by any party, the non -breaching party shall have all remedies available at law or in equity, including the availability of injunctive relief. In any suit, action or appeal therefrom to enforce or interpret this Agreement, the prevailing party shall be entitled to recover its costs incurred therein, including reasonable attorneys' fees and disbursements. M UTUAL CROSS -ACCESS LASEVIEN'r - 4 47134.0021,12198972.1 14. Insurance. shall at all times provide and maintain or cause to be provided and maintained commercial general liability insurance with broad form coverage (including broad form property damage coverage) insuring their use of the Easements with respect to bodily injury, death or property damage or destruction in an amount not less than $2,000,000 for personal injury or bodily injury or death of any one person, $2,000,000 for personal injury or bodily injury or death of more than one person in one occurrence, and $500,000 with respect to darnage to or destruction of property; or, in lieu of such coverage, a combined single limit (covering personal injury, bodily injury or death and property darnage or destruction) with a limit of not less than $2,000,000 per occurrence. Said insurance shall be written with an Ensurer licensed to do business in the state in which the property is located and having rating of at least A-/ViTI in the then current edition of Best's insurance Guide. Each party shall furnish the other party (and their tenants upon request) with a certificate evidencing such insurance upon request. The insurance which a party is required to maintain hereunder may be provided under a blanket policy provided such policy otherwise complies with the requirements of this Agreement. If the limits of such insurance become inadequate due to the changes in overall price level or the size of claims being experienced, the limits shall increase to provide adequate coverage for the Easements in accordance with limits for similarly situated and comparable drive aisles. The parties shall review the insurance limits every five (5) years to determine whether the insurance limits are adequate and negotiate what insurance limits should be required under this section. Any increased insurance limits agreed to the parties shall be memorialized in an agreement between all of the parties and binding on the parties as if the increased limits were set forth originally in this Agreement. 15. Estoppel Certificate. The parties, upon request by the other, will execute and deliver to the other an estoppel certificate setting forth the status of the performance of this Agreement, whether or not the executing party knows of any default under the Agreement, and such other matters as are reasonably requested by the requesting party. The non -requesting party shall have twenty (20) days from its receipt of said estoppel certificate and/or other related documentation to complete and deliver an executed document(s) to the requesting party. 116. Limited Representations and 'Warranties. Each Party represents and warrants to the other Party that it is the owner of its respective property affected by this Agreement, that it has authority to grant the easements herein without the need for any notice to, consent of or subordination by, any other person or entity, and that such easement is and will be flee and clear of all liens, encumbrances and restriction except those appearing of record. 17. Not a Public Dedication. Nothing herein contained shall be deemed to be a gift or dedication of any portion of the easement to the general public, or for any public use or purpose whatsoever, it being the intention of the Parties hereto that this Agreement be strictly limited to and for the purposes herein expressed. Tile right of the public or any person to make any use whatsoever of the Easements herein affected, or any portion thereof (other than any use expressly allowed by a written or• recorded map, agreement, deed or dedication) is by permission and subject to the control of the Parties hereto. Notwithstanding any other previsions herein to the contrary, either Party may periodically restrict ingress or egress from; the Easements herein described in order to prevent a prescriptive easement from arising by reason of continued public MUTUAL CROSS -ACCESS EASEMENT- 5 ,17 l3 d,002 L.12 r 98972.1 use. Any restriction on ingress and egress shall be limited to the minimum period necessary to prevent the creation of a prescriptive easement and shall occur at sUclr at, time as to have a minimum efieet on the Parties. 18. Amendment. This Agreement can only be amended, modified or terminated by a written instrument, signed by all parties awning a fee interest in any portion of Wadsworth Property or the Sadie Creek Property. Any such amendment shall be recorded at the office of the Ada County Recorder. However, nothing herein shall be deemed to prevent either Party from making changes to its property only, so long as such changes do not materially and adversely affect the easements and rights granted herein. 19. Not a Partnership; No Third Party Rights. The Parties do not by this Agreement, in any way or for any purpose, become partners or joint venturers of the other Party in the conduct of their respective businesses or otherwise. The provisions of this Agreement relating to the granting of easements are solely for the purpose of providing ingress and egress as provided herein. This Agreement is not intended to create, not- shall it be in any way interpreted or construed to create, any third party beneficiary rights in any person not a party hereto. 24. Notices. All notices, demands and requests required or desired to be given under this Agreement must be in writing and shall be deemed to have been given as of the date such writing is (i) delivered to the party intended; (ii) delivered to the then current address of the party intended, or (iii) rejected at the them current address of the party intended, provided Such Writing was sent prepaid. The initial address of the signatories hereto is: Sadie Creek: f,andBaron Investments Attn: Robert R. Black Jr. 10789 W. Twain Ave. Second Floor 702-851-3999 Teiephone rblaicic landbaroninv.com Lmail Wadsworth: Wadsworth Acquisitions, LLC Attn. Roman Groesbeck 166 C. 14000 S., Suite 210 Draper, UT 84020 (801) 748-4088 Telephone Eo_Man@wadsdey.rtrtn Email Upon at least ten (10) days' prior written notice, each parry shall have the right to change its address to any other address within the United States of America. [Tins space inlenlionally left blank Signatures appear nnfioIlotiving per e.] MUTUAL CROSS -ACCESS EASEMENT - 6 47134, 0021.12198972.1 IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed the day and year first written above. WADS WORTH: WADSWORTH MERIDIAN, LLC, a Utah limited liability company and/or its assigns By: Wadsworth & Sons, LLC, a Utah limited liability company Its: Manager fay --- Name: Its SADIE. CREEK: SADIE CREEK COMMONS LLC, an Idaho limited liability company M UTUAL CROSS -ACCESS EASEMENT- 7 4713 4.0021.12198972. 1 STATE OF UTAH ) } ss. COUNTY OF SALT LAKE ) On this ._ day of , 2020, before nie, a Notary Public within and for said County, personally appeared to me personally known, being first by nee duly sworn, did say that he is the of Wadsworth & Sons III, LLC, Manager of Wadsworth Acquisitions, LLC, a Utah limited liability company. NOTARY PUBLIC Residing at My Commission Expires STATE OF NEVADA ) ss. County OF CLARK ) On this i"day of he , 20_W before me _ Ac __, personally appeared-66o ft�_` S r.k , known or identified to me (or proved to me on the oath of �__), to be one of the members or managers of the limited liability company of SADIE CREEK COMMONS LLC, an Idaho limited liability company and the member or manager who subscribed said company name to the foregoing instrument, and acknowledged to me that [he/she] executed the same in said company name. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written.. 1J A tw �[ Bedwd"PARY PUBLIC rOR NEVADA o� STATE of WVAi A Residing at ll`7`9,1 W - '��,1Q��J�_ ��� T�l L ✓c My Commission Expires MUTUAL CROSS -ACCESS EASEMENT - 8 47134.0021,12198972.1 )j1 2qk IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed the day and year first written above. WADSWORTH: WADSWORTH MERIDIAN, LLC, a Utah limited liability company and/or its assigns By: Wsw rth & Sons, LLC, a Utah liadmi liability company Its: Manager By: Name:��. Its ELI— SADIE SADIE CREEK COMMONS LLC, an Idaho limited liability company By: Name: lts MUTUAL CROSS -ACCESS EASEMENT- 7 4 7134.0021.12198972.1 STATE OF UTAH ) ss. COUNTY OF SALT LAKE ) On this ��`'`_ day of ::y ,ac , 2020, before me, a Notary Public within and for said County, personally appeared u_.a �A� � � to me personally known, being first by me duly sworn, did say that he is the ce of Wadsworth & Sons, LLC, Manager of Wadsworth Meridian, LLC, a Utah limited liability company, W GROES6 CKtate of Utahber; 710419 Expires on024 STATE OF 1DAHO ) ss. County of ) NOTARY PUBLIC Residing at My Commission Expires On this day of —, 20, before me personally appeared known or identified to me (or proved to me on the oath of , to be one of the members or managers of the limited liability company of SADI[E CREEK COMMONS LLC, an Idaho limited liability company and the member or manager who subscribed said company name to the foregoing instrument, and acknowledged to me that [he/she] executed the same in said company name. 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 FOR IDAHO Residing at My Commission Expires MUTUAL CROSS -ACCESS EASEMENT - 8 47134, 0021.12198972.1 Schedule I Wads�wlrtll's Property Legal Descrii Lion A parcel of land tying in die NE is of the NE 1/k ol'Section 5. Township 3 North, Range 1 East, Boise Meridian, Ada County, Idaho, said liurcel is also known as Parcel 8 of Record of Survey No. 6418. recorded Februam 13, 2004 as Instrument No, 104016722, of otlicial records, king more patlicularly described as follows, COMMENCING at a found brass cap marking the Northeast corner of said Section 5, TmAnighip 3 North, Rartwe I E[ist, Boise Meridian, Ada C'oem v, Idaho, said brass cttl) tears North 89'39"0" Past 2656.46 feet Cron a set SIX" iron pin nrerking the North quarter corner of said Section 5, &aid brass cap also hears North t70'00'titY' West 2611.41 fret (formerly 2611,50 feet) from a found brass cap marking the East quarter conger 61'said Scelkin 5; Thence South € 0100*00" F Lst 400.00 feet along fie Fast boundary of the said NE 14 of the NE 'tA or Section 5 to a point; Thence Nortln 84°06'00" West (formerly North 93a27'47" West and North 94`04' West) 51.29 feet to a set 5'8" iron pint lying on the Westerly right-of-way of State Highway 55 (Eagle Road). said pin also marking the REAL POINT OF BEGINNING. Thence continuing North 84606'00" West (fitmterly North 94 04' West) 428.70 feet to a set 5r'8" iron pin; Thence North 8 ['54'00" Wcsl 24,72 feet to a yet 5/8•' iron pill; Thence North 0l`'05'59" East (lornterly North 1 °24'39" least 316.S1 feel) 319.26 ti,ct to a found 5/8" iron {tin lying on the Southerly right-of-way of bstick Road; Thence North 89"39'20" Cast 452,81 feet along the said Southerly right-of-way of Us€ick Road to a set 5/8" iron pin marking the right-ofway intensection of said Ustick Road and said State highway 55 (Eagle Road): Thence South 01' 14'39" West 369.56 feet along the said Westerly right-of-way of State Highway 55 (Eagle Road) to the POINT OF BEGINNING, FXCEPTING THFIZEFROM a parcel of land being a portion ol'that Iratct of tuned as described in A'artanty Deed tnstrurnew No. 106019522, Ada County Rceurd , said parcel hein`, simated in the NE '4 of the NE 1/h of Section 5, Township 3 North. Range t East, Boise Meridian, Ada County, Idaho, is more particularly described as follows: COMMENCING at the Northeast corner of said Section 5. Thence along the North line or said section North 89°44'39" West, 42,45 feet: ''Thence laving said section line South 0l -50'34'.'Wcs1. 25.00 rect to the Northeast corner orsaid tract being the POINT OF REGINNING, Thence continuing along the Fast line of said tract South 01050*34" West, 63.90 feet. Thence leaving said East linv North 4315W 11" West, 45.83 feet to a poitit being 56.00 feet South of the Norfln line of said Section 5; Thence along a line parallel with and 56,00 feet South of said section line north 89°44'39" West. 181.46 feet, Thence leaving said parallel line Narth 85n25'46" West, 180.57 feet: Thence Notch 88°4715" Vilest, 58,01 leci io the West line of said trust; Thence along said Vilest lino North 01"41'54" T act, 16_45 feet to a point �xirlg 25jio feet South of the North line of said Section S. Thence along a line parallel with and 25.00 feet South ufsaid section line South 89144'39" E", 452.80 feet to the POINT OF BEGINNING. MUTUAL CROSS -ACCESS EASENl ENT-9 4 7114.0021.1219 8972.1 Schedule It Sadie Creep's Property A parcel of land located in Government Lot 1 in the Northeast One Quarter of Section 5, Township 3 North, Range 1 East, Boise Meridian, City of Meridian, Ada County, Idaho, being more particularly described as follows: Commencing at the Northeast Corner of Section 5 of said Township 3 North, Range 1 East, (from which point the North Quarter Corner of said Section 5 bears South 89"3920" West, 2656.46 feet distant); Thence South 89'39'20" West, a distance of495.33 feet on the north line of said Section 5; Thence South 01"05'59" West, a distance of 41.45 feet to a point on the easterly boundary line of that Parcel as described in Warranty Deed Instrument Number 2017.094272 of Ada County Records, and on the southerly right-of-way line of East Ustick Road, said point also being the POINT OF BEGINNING; Thence South 01° 05' 59" West, a distance of 302.81 feet on the exterior boundary tine of said Warranty Deed parcel; Thence South 810 54' 00" East, a distance of 24.72 feet on the exterior boundary line of said Warranty Deed parcel; Thence South 849 06' 00" East, a distance of 428.70 feet on the exterior boundary line of said Warranty Deed parcel to the Northeast Corner of Parcel C as described in Warranty Heed Instrument Dumber 2017-094272 of Ada County Records, said point being on the westerly right- of-way line of North Eagle Road; Thence South 01' 14' 39" West, a distance of 276.81 feet to a point on the Northerly boundary line of Bienville Square Subdivision, as same is shown on the Plat thereof, recorded in Book 102 of Plats at Page 13495 of Ada County Records; Thence North 83' 54' 00" West, a distance of 510.21 feet on said Northerly boundary line; Thence North 71' 28' 10" West, a distance of 803.90 feet on said Northerly boundary line to a point on the East boundary line of Carol's Subdivision No. a, as sameis shown on the Plat thereof, recorded in Hook 39 of Plats at Page 3248 of Ada County Records; Thence North 00' 15' 11" West, a distance of 305.79 feet on said East boundary line to a point on the Southerly right-of-way line of East Ustick Road; Thence on said Southerly right-of-way line of East Ustick Road for the following courses and distances; Thence North 89" 39' 20" East, a distance of 125.16 feet; Thence South 45' 58' a5" East, a distance of 40.04 feet; Thence North 894 39' 20" East, a distance of 59.00 feet; Thence North 44" 47' 01" East_, a distance of 53:86 feet; Thence North 89" 39' 20- East, a distance of 374.57 feet; Thence South 89` 23' 16" East, a distance of 206.36 feet to the POINT OF BEGINNI The above described parcel contains 11.38 acres more or less. MU'T't1At,CROSS-ACCESS EASE MCI 10 47134.0021.1219 8972.1 Seli!edule III Legal Description of Permanent Service Drive An easement located in Government Lot 1 in the Northeast Quarter of Section 5, Township 3 North, Range 1 East, Boise Meridian, City of Meridian, Asia County, Idaho, being more particularly described as follows: Commenting at the Northeast Corner of Section 5 of said Township 3 North, Range 1 East, (from which the North Quarter Corder of said Section 5 bears South BV39'20" West, 2656.46 feet distant); Thence from said Section Corner, South 89039'20"' West, a distance of 495.33 feet on the north line of said Section 5; Thence South 01"05'59" West, a distance of 41.45 feet to a point on the southerly right-of-way line of East Ustiek Road, sald point being the Northeast corner of Parcel "E', as shown on Record of Survey Number 11747 of Ada County Records, said point being the POINT OF BEGINNING; Thence South OP 05' 39" West, a distance of 302.81 feet on the east line of said Parcel "E'; Thence South 81' 54' 06" East, a distance of 24.71 feet; Thence South 84' 06' 00" East, a distance of 6.32 feet to a point of curve, Thence leaving said east parcel line, 9.08 feet on the arc of a curve to the right, .said curve having a radius of 121.60 feet, a central angle of 04' 16' 39", a chord bearing of South 29' 38' 40" East, and a chord length of 9.08 feet; Thence South 31' 49' 01" West, a distance of 5.86 feet to a point of curve; Thence 28.16 feet on the arc of a curve to the right, said curve having a radius of 116X0 feet, a central angle of 13' 50' 22", a chard bearing of South 19' 07' 02" East, and a chord length of 28.10 feet; Thence South 12' 11' 51" East, a distance of 34.62 feet; Thence South 14' 31' 19" East, a distance of 67,31 feet; Thence South 14' 31' 19" East, a distance of 67.31 feet; Thence South 14' 31' 19" East, a distance of 5129 feet to a point of curve; Thence 41.54 feet on the tare of a curve to the right, said curve having a radius of 115.50 feet, a central angle of 20" 36' 23", a chord bearing of South 04' 13' 07" East, and a chord length of 41,32 feet, Thence South 06" 23' 24" West, a distance of 29.12 feet to a point of curve; Thence 2.74 feet on the arc of a curve to the left, said curve Having a radius of 29.00 feet, a central angle of 054 2S' 07", a chord bearing of South 03" 22' 31" West, and a chord length of 2.74 feet; Thence South 00" 39' S7" West, a distance of 0.95 feet to a point on the northerly right-of-way line of East Picard Lane (Private); Thence North 83' 54' 00" West, a distance of 30.21 feet on said northerly right.of-way line to a point of curve; MLITCIAL CROSS -ACCESS EASENIE.N'r- i i 47134.0021.12198972.1 Thence leaving said northerly right-of-way line, 7.25 feet on the arc of a curve to the left, said curve having a radius of 14,50 feet, a central angle of 28' 39' 28", a chord bearing of North 20' 24' 48" East, and a chord length of 7.18 feet; Thence North 06' 05' 04" East, a distance of 25.38 feet to a point of curve; Thence 15.46 feet on the arc of a curve to the left, said curve having a radius of 43.00 fleet, a central angle of 20' 36' 23", a chord bearing of North 04' 13' 07" West, and a chord length of 15.38 feet; Thence North 14' 31' 19" West, a distance of 92.13 feet; Thence North 14' 31' 18" West, a distance of 103.14 feet to a point of curve; Thence 46.15 feet on the arc of a curve to the left, said curve having a radius of 84.10 feet, a central angle of 31' 26` 41", a chord bearing of North 30' 14' 39" West, and a chord length. of 45.58 feet; Thence North ill° Oa' 59" East, a distance of 246.21 feet; Thence North 02' 12' 25" West, a distance of 25.14 feet to a point of curve; Thence 46.81 feet on the arc of a curve to the left, said curve having a radius of 29.58 feet, a central angle of 90' 40' 22", a chord bearing of North 44' 23' 17" West, and a chord length of 42.08 feet; Thence North 00' 36' q4" East, a distance of 9.60 feet to a point on the southerly right-of-way line of East U5tick Road; Thence South 89' 2.3' 12" East, a distance of 45.52 feet on said southerly right<of-way line, to tl POINT OF BEGINNING. MVIVALC:ROSS-ACCESS EASEMENT- 12 4 7134.0021.12198972.1 NORTHEAST CORNER `rFMTH IN CORNER SECIV S I SECTION5 T.3N..RAL,a-M. UN, ME,RM. � 1 FVIV RW F0V A0.5Fi OF ilEAp V 5.32 S 33 E. USP1C11 ROAD S9913M'W 26%45' T,4h. 1 . F4 A. 107.137 a1,13 L19 — }OR Oar 5 1.7a...IE.R.M. Ltd - - - ,..�•�_ _ _ CS L17• UMVAUErCKMIRARLE o _"- •oI ! REMAAMIFWST ae IG VVE CREEK COMM LLC I L3 K 1iA L4 i yz -C �1 RiSALCES3FASE11[FHT psi `0 1 AREktOa2l Mix1W9.750.FT.1 ^' rLSI i kr L13 ilo NM �"STS�1N 7G3•AC �. � Tia LIRE 1 - EAST 174 COjtFIER SEMN 6 UN., R.I&I a m MLJ,rUAL CROSS -ACCESS EASEMENT'- 13 47134M21.12198972.1 Line Table Curve Table LINE L1 L2 BEARING 501° 59"W S01'052M LENGTH 41.45' 302.61' CURVE C1 C2 LENGTH 9.08, 28.16' RADIUS 121.60' 116.60' DELTA 4'16'39" 13°50'22" CHORD REARING S29'38'40"E S19°07'02"E CHORD LENGTH 9.08' 28,10, 0 L4 S81'S4%1 S84°08'OD^E 24.71' 6.32' C3 C4 41-54' 2.74' 115,50' 29.00' 20°3623" 515V SO4"13'071E S03°2231'W 41.32' 2.74' L6 S31'49' m 5.86' G5 7,25' 14ZO 28°39'26" N2024'481 7.1B' L6 S12°11'51'E 34.62' C6 15.46' 43.00' 2p°3V3' 1104'131)7W 15.36 L7 S14°31191 67.31' 07 46.15' 84.1(r 31'26'41" N30'14'39"W 45,58 L8 S14'31'19'6 67.31' G8 46.81' 29.58 90'4022" 14441TIM 42.00 L9 S14'31'191 5.29' L I O SO6°23 M 28.12' L11 S00''3"7°W 0.95' 02 N83'54" 3021, L13 N06'05'04T 25 M L14 N14°31'19'W 91.13' M N14°31118'W 103.14' L16 NO1°OS159"E 246.21' L17 NOV 1225`W 25.14 L18 NOO`36'44°E 9,60 L19 S60°23'12'F 45.52' MUTL)AL CROSS -ACCESS EASEMENT- 14 4 713 4.0021.12198972.1 An easement located in the Government Lot 1 in the Northeast Quarter of Section 5, Township 3 North, Range 1 East, Boise Meridian, City of Meridian, Ada County, Idaho, being more particularly described as follows: Commencing at the Northeast Corner of Section 5 of said Township 3 North, Range 1 East, (from which point the North Quarter Corner of said Section 5 bears South 89'39'20" West, 2656.46 feet distant); Thence from sald Section Corner, South 89'39'20" West, a distance of 495.33 feet on the North line of said Section 5; Thence South 01"05'59" West, a distance of 41.45 feet to a point on the Southerly right-of-way line of East Ustick Road, said point being the Northeast corner of Parcel "E', as shown on Record of Survey Number 11747 of Ada County Records, said point being the POINT OF BEGINNING; Thence South 99' 23' .16" East, a distance of 40.76 feet on said Southerly right-of-way line; Thence leaving said southerly right-of-way line, South 38' 12' 30" West, a distance of 16.62 feet; Thence South OW 12' 44" West, a distance of 6,33 feet; Thence South 61' 33' 48" West, a distance of 11.78 feet; Thence South 03' 23' 23" West, a distance of 39.58 feet; Thence South 01' 05' S9" West, a distance of 210.71 feet to a point of curve; Thence 27.77 feet on the arc of a curve to the left, said curve having a radius of 44.50 feet, a central angle of 356 45' 37", a chord bearing of South 16' 46' S0" East, and a chord length of 27.33 feet; Thence South 33' 13' 19" East, a distance of 6.11 feet to a point on the Northerly boundary line of Parcel "E" of said Record of Survey 11747; Thence North 84' 06' 00" West, a distance of 6,32 feet on said Northerly boundary line; Thence North 81' 54' 00" Vilest, a distance of 24.72 feet on said Northerly boundary line; Thence North 01' 05' S9" East, a distance of 302.81 feet the POINT OF BEGINNING. The above described area contains 0.14 acres more or less, MUTUAL CROSS -ACCESS EASE 1IENT- 15 47134.0021.12198972.1 1iCki1N4��t COMA NDRTH 1A CORNER SECTION 5 TI T.3N_, R.1E., B.Mj 1FkWt RtW --...- RfW •.--BASIS Of BEA11AId' .aa s sa8. USTICK ROAD S89'39Z V MUG' L49533' T35 •5 nW�L6 1 + I C110EEACCE33 UNA11M f i a AAE1`x0.144At f1054; SMFT,1 I a 4 Ilf� h ff I Sun vALLEYCH1AttA9lE ' v ! w 5AO16 f�iE.:tCOMNtAhS LLL I I 1 REI.f SMER TRUST I W 1 [3 I � 36 f •• - --^i � i I� a N83`SifJ4'W 57.3N � � I� I� - EhST Ili CORl�R -� 5[CTUJPIS T.9N., R IE. 8.11. Line Table LINE BEARING LENGTH L1 N01'05191 41.45' LZ S0923161 40.76' L3 538'12'30'W 16.62' L4 SOO'12'4419 6,33' LS S61'33'48 W 11.78' L6 S0323'23 W 39.50, L7 80a°05'991RJ 210.71, L8 S33'13'19"E 6.11, L9 N84.6 mm 6.32' L10 W54'0 V 24.72' L11 N01'05'591 302.81' Curve Table CURVE LENGTH RADIUS DELTA CHORD BEARING CHORD LENGTH C1 Z7,77' 44.50 W 6'37 SlV46'SO'E 27.33' MUTUAL CROSS -ACCESS EASEMENT - 16 4 713 4.0021.121989 72.1