Agreement Cross Access, Shared Parking & Drainagenever P i~ck_,
s I-t ~ ~ ~ -~o~
AOA COUNTY RECORDER Christopher D. Rich AMOUNT .00 12
BOISE IDAH012/16113 11:49 AM
DEPUTY Bonnie Oberbilllg ~II I'II'f'IIIIIIIIII"IIII'IIII'll'I~
RECORDED-REQUEST OF 113133796
Meridian Development Corp
Recording Requested By and
When Recorded Return to:
BORTON-LAKEY LAW OFFICE
Attn: Todd M .Lakey
141 E. Carlton
Meridian, Idaho 83642
SPACE ABOVE THIS LINE FOR RECORDER'S USE ONLY
SPECIAL DECLARATION AND AGREEMENT FOR CROSS ACCESS, SHARED PARKING
AND DRAINAGE EASEMENTS
THIS SPECIAL DECLARATION AND AGREEMENT FOR CROSS ACCESS, SHARED
PARKING AND DRAINAGE EASEMENTS "Special Declaration" and/or "Easement
Agreement") is made and entered into this 2 day of J ~t~ , 2013, by and between the
Urban Renewal Agency of the City of Meridian, also kno n as Meridian Development
Corporation, an independent public body, corporate and politic, organized pursuant to the Idaho
Urban Renewal Law, title 50, chapter 20, Idaho Code, as amended, and undertaking projects
under the authority of the Local Economic Development Act of 1988 as amended ("Agency"}
and the Bank of the Cascades, an Oregon State-Chartered Bank, ("BOTC"), collectively referred
to as the "Parties" and each individually as a "Party".
RECITALS:
WHEREAS, Agency is the owner of certain real property located in Ada County, Idaho,
as more fully described on Exhibit A attached hereto and incorporated herein by this reference
(the "Agency Property");
WHEREAS, ROTC is the owner of certain real property located in Ada County, Idaho, as
more fully described on Exhibit B attached hereto and incorporated herein by this reference (the
"BOTC Property");
WHEREAS, the Agency Property and the BOTC Property shall jointly and collectively
referred to herein as "Properties';
WHEREAS, Agency purchased the Agency Property from BOTC pursuant to their
purchase and sale agreement dated June 10, 2009 ("PSA");
WHEREAS, in the PSA the parties agreed that Agency would at its cost pursue a re-
platting of the Agency Property and the ROTC Property through the City of Meridian ("City") to
reflect the division of the previous parcel and that this Special Declaration is necessary to
support that re-platting process with the City;
SPECIAL DECLARATION OF EASEMENTS -1
WHEREAS, a portion of the Agency Property is used for the parking of vehicles and
vehicular and pedestrian ingress, egress and access to and from the parking area and building
on the Agency Property;
WHEREAS, a portion of the BOTC Property is used for the parking of vehicles and
vehicular and pedestrian ingress, egress and access to and from the public streets and alley,
parking areas on the Properties Agency Property and the BOTC Property and the building on
the BOTC Praperty;
WHEREAS, the Parties, for the mutual benefit of their respective properties, desire to
grant to one another easements for the shared non-exclusive use of the parking spaces and
drives aisles located on the their respective properties for ingress, egress and parking. The Site
Plan generally depicting Properties post re-platting is attached hereto as Exhibit C and
incorporated herein by this reference;
WHEREAS, the re-platting process with the City will create a new parcel boundary and
result in a portion of the current 80TC Property located adjacent to the access on East
Broadway Avenue being added to the Agency Property and being transferred by BOTC to MDC
and the Parties desire and agree that said transferred property is to be included in the MDC
Property for the purposes of shared parking, access and drainage as set forth in this Special
Dealaration; and
WHEREAS, there is a curb cut and drive aisle that provide vehicular ingress, egress and
access for the BOTC Property and the Agency Property to and from East Broadway Avenue
and the alley connecting Main Street and Meridian Road that runs along the northern boundary
of the respective Properties and BOTC desires to grant Agency an access easement in the
location of this drive aisle as noted in Exhibit C.
NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Parties hereby declare that as of the date of recording of this Special
Declaration, the Properties are and shall be held, sold, conveyed, encumbered, hypothecated,
leased, used, occupied and improved subject to the following easements and obligations
(hereafter collectively called "Easements"}. The Easements created herein shall run with the
land and each estate therein and shall be binding upon all persons having or acquiring any right,
title or interest in all or any part of the Properties; shall inure to the benefit of all or any part of
the Properties and any interest therein; and shall inure to the benefit of and be binding upon the
Parties and each of them, and each successor in interest of each of them, and may be enforced
by any Party.
DECLARATION:
1. Declaration of Cross Access and Shared Parking Easements. Subject to ail
the terms and conditions set faith in this Special Declaration, Agency, as owner of the Agency
Property, and BOTC, as the owner of the BOTC Property, each as a grantor, hereby grant to
each other, for the benefit of their respective Properties, a nonexclusive perpetual easement for
ingress, egress and parking by vehicular and pedestrian traffic upon, over, through and across
SPECIAt_ DECLARATION OF EASEMENTS - 2
the driveways, drive aisles and parking spaces as may be located or re-located by the
respective Property owners, from time to time, upon their respective Properties for the purpose
of providing for the shared non-exclusive use of their respective parking areas and drive aisles
for access and parking by the Parties and their respective customers, clients, licenses, guests,
invitees, employees, agents, officers and other visitors ("Shared Parking Easements"). The
Parties shall have the right to modify the layout of their respective parking areas, with the
exception of the Access Easement, as they deem appropriate and no Party is obligated to
provide for any specific parking spaces or number of spaces for use by the other Party.
Subjec# to all the terms and conditions set forth in this Special Declaration, BOTC, as the
owner of the BOTC Property, hereby grants to Agency, for the benefit of the Agency Property, a
nonexclusive perpetual easement for ingress, egress and access by vehicular and pedestrian
traffic upon, over, across and through the portion of the BOTC Property more specifically
described in Exhibit D which is attached hereto and incorporated by reference herein ("Access
Easement"). The purpose of this Access Easement is to provide vehicular and pedestrian
access, ingress and egress to and from the Agency Property and East Broadway Avenue and
the alley connecting Main Street and Meridian Road adjacent to north of the Properties from
time to time as needed by Agency and its customers, clients, licensees, guests, invitees,
employees, agents, officers and other visitors. The Access Easement may be relocated only by
written and recorded mutual agreement of the Parties which may be in the form of an
amendment to #his Special Declaration.
Subject #o the foregoing, the Shared Parking Easements and the Access Easement
{collectively referred to herein as "Easements") granted herein shall be perpetual; no Party shall
unreasonably abstract the Shared Parking Easements and or the Access Easement except as
may be temporarily necessary for upkeep, repair, maintenance and replacement of the
improvements located in the Easements. The Parties shall reasonably cooperate in the shared
use of the Easements granted herein. The Parties shall be responsible for the maintenance,
repair and upkeep of their respective Properties.
2. Declaration of Incidental Drainage Easements. Subject to all the terms and
conditions set forth in this Special Declaration, Agency, as owner of the Agency Property, and
BOTC, as the owner of the BOTC Property, each as a grantor, hereby grant to each other, for
the benefit of their respective Properties, a nonexclusive easement for incidental surface and
storm water drainage on, over and across their respective Properties. The Properties abut
along a common boundary line with matched paved surfacing, and the Parties acknowledge and
agree that there may be, from time to time, incidental water drainage flowing back and forth
across said common boundary.
3. Scope and Purposes of Easements. The Easements described above shall be
provided for the limited purposes of (i) pedestrian and vehicular ingress, egress, passage,
access to and traffic between the streets and alley described, and the parking of vehicles by
those described herein above, as well as for the construction, use, repair, upkeep and
maintenance of the easements and improvements located thereon. The Parties as owners of
the Properties served by and/or subject to the Easements described herein shall be entitled #o
the full use and enjoyment of the Easements granted herein. No Party shall unreasonably
obstruct or inconvenience the free use thereof by any other Party or said Party's customers,
clients, licenses, guests, invitees, employees, agents, officers and other visitors.
SPECIAL DECLARATION OF EASEMENTS - 3
4. Indemnification. Each Party shall be responsible for their own Property and the
acts or occurrences that take place thereon. Each Party shall indemnify, defend, protect and
hold harmless the other for, from and against any and ail liabilities, claims, damages, expenses
{including, wi#hout limitation, reasonable a#torneys' fees and reasonable attorneys' fees an any
appeal}, judgments, proceedings and causes of action of any kind whatsoever which arise from
any acts, occurrences or uses that take place on their respective Properties, except to the
extent caused by the negligent or intentional act or omission of the other Party or the other
Party's agents, employees, officers, contractors, or licensees. However, nothing in the
foregoing or elsewhere in this Special Declaration is intended, nor may it be construed to
increase the limits of liability of any Party as capped by the Idaho Tort Claims Act {Idaho Code §
6-901 through § fi-929}, or #o otherwise lessen the protections afforded any Party under said
Act. This Sec#ion shall survive any termination of this Special Declaration.
5. Miscellaneous Provisions.
5.9 No Public Rights. Nothing contained herein shall, or shall be deemed
to, constitute a gift or dedication of any portion of the Easements or the Properties to the
general public for the benefit of the general public or for any public purpose whatsoever, it being
the intention that the provisions set forth herein shall be strictly limited to and for the purposes
expressed herein. Agency and BQTC shall be permitted, from time to time, to take whatever
reasonable action they may deem necessary to prevent any portion of the Easements or the
Properties from being dedicated or taken for public use or benefit.
5.2 Defaults; Remedies. No breach of any provision herein contained shall
result in the cancellation, rescission or termination of this Special Declaration. In the event of
any violation or threatened violation by any person of this Special Declaration, Agency and/or
ROTC, and no others, shall have the right to enjoin such violation or threatened violation in a
court of competent jurisdiction. The right of injunction shall be in addition to all other remedies
set forth in this Special Declare#ion or provided by law.
5.3 Governing Law, Jurisdiction, and Venue. This Easement Agreement
shall be construed and interpreted in accordance with the laws of the State of Idaho. The
parties agree that the courts of Idaho shall have exclusive jurisdiction and agree #hat Ada
County is the proper venue.
5.4 Waiver. No provision of this Special Declaration, no breach thereof and
no right or remedy becoming available upon the happening of any breach can be waived,
except by a written instrument dated and executed by the Party waiving same. Each waiver
shall apply to the particular instance and at the particular time only, and no waiver shall be
deemed a continuing one, or as applying to any other provision hereof or other prior,
contemporaneous or subsequent breach or other available right or remedy.
5.5 Severability. If any provision of this Special Declaration shall be
judicially determined to be invalid, illegal or unenforceable in any respect, the remaining
provisions hereof shall not be affected thereby and shall continue in full force and effect.
5.6 Headings. The headings contained in this Special Declaration have
been inserted for convenience only, and do not in any way define, limit, enlarge, modify or
SPECIAL DECLARATION OF EASEMENTS - 4
describe the scope or intent of any provision hereof and shall not be considered when
interpreting or construing the same.
5.7 Exhibits. All Exhibits referred to in this Special Declaration and attached
hereto are by such reference incorporated herein.
5.8 Construction. Whenever applicable, the use of the singular or plural
number shall include the other and the use of the masculine, feminine or neuter gender shall
include the other genders. This Special Declaration shall be construed as a whole, in
accordance with its plain meaning. Both parties agree they have had equal opportunity to
review this Easement Agreement and they agree that this Easement Agreement shall not be
construed more strictly against one party or the other regardless of who may have drafted the
Easement Agreement or applicable portion thereof.
5.9 No Merger. There shall be no merger or extinguishment of this Special
Declaration or the Easements created hereby with the fee simple estate of either property or
any portion thereof or any interest therein by reason of the fact that the same person or other
entity may acquire, own or hold, directly or indirectly, the entire fee simple estate of bo#h
properties.
5.10 Binding Agreement. Subjec# to any express provisions in this
Easement Agreement, this Easement Agreement shall be binding upon and inure to the benefit
of the parties and their respective successors, assigns, heirs, personal representatives,
purchasers, or transferees of any kind.
5.11 Attorney's Fees. In case suit or action is instituted in connection with
this Easement Agreement, the prevailing party shall be entitled to recover from the losing party
its attorney fees and costs in such suit or action, or upon appeal in such sums as the court may
deem reasonable. This section shall survive and remain enforceable notwithstanding any
rescission of this Easement Agreement or a determination by a court of competent jurisdiction
that all or any portion of the remainder of this Easement Agreement is void, illegal, or against
public policy.
5.72 Time of the Essence. Time is of the essence with respect to the
obligations to be performed under this Easement Agreement.
5.13 Rights Cumulative. Except as expressly provided in this Easement
Agreement, and to the extent permitted by law, any remedies described in this Easement
Agreement are cumulative and not alternative to any other remedies available at law or in
equity.
5.14 Nonwaiver of Remedies, The failure or neglect of a party to enforce any
remedy available by reason of the failure of the other party to observe or perform a term or
condition set forth in this Easement Agreement shall not constitute a waiver of such term or
condition. All waivers must be in writing and a waiver by a party (i) shall not affect any term or
condition other than the one specified in such waiver, and (ii) shat! waive a specified term or
condition only for the time and in a manner specifically stated in the waiver.
SPECIAL DECLARATION OF EASEMENTS - 5
5.15 Modification of Special Declaration. The Easements are intended to
be perpetual, and this Special Declaration shall not be modified, amended or removed without
the prior written consent of all the Parties, or their successors and assigns at the time of
modification. Should the need for shared access and parking as set forth in this Easement
Agreement no longer exist the Parties agree to review and consider the termination of this
Easement Agreement in good faith.
5.16 Entire Agreement. The Recitals set forth at the beginning of this
Easement Agreement are included in and to be considered part of this Easement Agreement
not just merely a recitation of facts. This Easement Agreement, together with the accompanying
Exhibits, constitutes the entire agreement among the parties and supersedes all prior
memoranda, correspondence, conversations and negotiations.
5.17 Storm Water Drainage and Retention Areas. The Parties agree to be
responsible for the maintenance and repair of the storm water drainage and/or retention areas
and easements located on their respective properties.
IN WITNESS WHEREOF, the Parties have executed this Special Declaration as of the
year and date first hereinabove written.
Meridian Development Corporation:
1
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st:
asalone, Secretary
Bank of the Cascades:
CI hi le , .ern ce President
Bank of the Cascades
SPECIAL DECLARATION OF EASEMENTS - 6
STATE OF IDAHO )
ss.
County of Ada )
1. On this ~ day of flu~lcr , 2013, before me a notary public,
personally appeared J~Ia.~Pip~t~~~~de~ n~tified to me to be the Chairman of the Meridian
Development Corporation, tha a i strument and the person who executed the
instrument on behalf of said corporation, and acknowledged to me that such corporation
executed the same.
2. IN WITNESS WHEREOF, I ha<<e hereunto set my hand and affixed my official
seal the day and year in this certificate first above written.
~C' ~.
~pTARlr
N+
p!lB~~G
'~~ of
STATE OF IDAHO )
ss.
County of ADA )
j~./
Notary Public for aho
Residuig at: /Jaw~~„ ,Idaho
Commission Expires: to - 2.5 - 2n ~ 9
3. On this !'~,"3 day of ~~•~~~ , 2013, before me a notary public,
personally appeared Clint Shiflet, la~own or identified to me to be the Senior Vice President of
the Bank of the Cascades, that executed the instrument and the person who executed the
instrument on behalf of said entity, and acknowledged to me that such entity executed the same.
4. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official
seal the day and year ui this certificate first above written.
~ NOT
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Notary Public for C~,r~c Wit; ~t~~,t~~..~~.<~~~,
Residing at: A~..c',c), c, yt ,
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Commission Expires: c~"~ 1:~~
SPECIAL DECLARATION OF EASEMENTS - 7
Exhibit A
I30UNDARY DESCRIPTION
I'OR THI;
MERIDIAN DEVELOPMENT CORPORATION
MllC PARCEL
A parcel loca#ed in the N1T~' %, of the Std''/, of Section 7, Township 3 North; Range 1 F.t~st, Boise
Meridian, and being Lots 12 ilu•ough 16 of flock 2 of Ehe A1v1EA'DED PLRT i)F 2N.~
'I'UN'A~SITE UI~'MERIDIAN as shown in Book I of Plats at Pagc 30 in the office of the Kecorder,
Ada. Cauttty, Idaho, snore particularly described as folln~~~s:
Cantmencing at a brass cap monurttent marking the southwesterly corner ot• the SW '/, of said
Section 7, from which a brass cap monument marking the ttarthwester}y corner of said NW '/, of
the SW'/. beats I~' 0°43'29" E a distance of 2652.60 feet;
Thence N 0°43'29" E along the tivesterly boundary of said S~6' 1/a a distance of 2032.08 feet to a
point;
Thence leaving 'said westerly boundary S 8°)°22'36" E a distance of 333.54 feet io the
soutltvaesterly corner of said Loi of said Lat i 2 and the I'Oli`''l' OF BEGINNING;
Thence continuing 589°22'36" E along the southerly boundary of said Letts 12 thraugh 16 a
distance of 149.97 feet to a 5/8 uiclt diameter iron pin marking the southeastct•ly corner of said
I.,ot 1 fi;
Thence N 0°33' 11" E along the easterly boundary of said Lot 16 a distance of 60.02 feet to a 5/8
inch diameter iron pin;
Thence lea~~ing said easterly boundary N 89°22'36" ~V a distance of 149.91 feet to a 5/8 inch
diameter iron pin on the westerly boundary of said Lot l2;
Thence S 0°36'37" W along Iasi said ~i~esterly boundary a distance of 60.02 feet to the POINT
OF BEGINNING.
This parcel contains 0.2i acres and is subject to any casements et:isting or in use
Prepared by: Glenn K. Banned
Civil Survey Cottsultauts, Inc. ~ F".`~ n
June 38, 2013 ~f/', ~~~« •~~•'`:
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SPECIAL DECLARATION OF EASEMENTS - 8
Exhibit B
BOUNDARI' DESCRIPTION
FOR TIDE
MERIDIAN D?'uVRLOPA41rNT CORPORATION'
RAATIC OF THE CASCAnF,S PAR(`FJ.
A parcel Iocated in the N W '/4 of the S W '/4 of Section 7, 7'olvnsllip 3 NorUt, Range 1 East, Boise
Meridian, and being a part of Lots 1 tlu•ougll 5 and 7 through l 1 of 131ock 2 of the ~1MEA'D.~D
PLAT OF THE 7'OK'A~SI'1'E OF hIERIDL9IU as sllo„~3 in Book 1 of Plats at Page 3U in the oi'fice
of the Recorder, Ada County, Idaho, more patKicnlarly described as follows:
Commencing at a brass cap monument rrtarking the southwesterly coiner of the S1TiJ `/ of said
Section 7, froth which a brass cap monument marking the northwesterly corner of said NR~'/< of
the S~V '/, bears N 0°43'29" I: a distance of 2652.60 feet;
Thence N 0°43'29" F, along the lesterly boundary of said SVd %4 a distance of 2U32.U8 feet to a
pUl33l;
Thence leaving said westerly boundary S S9°22'36" E a distance of 33.60 feet to a S/8 inch
diameter iron pin marking the southwesterly corner of said Lot 1 and the POINT OF
I3EGINNING;
Thence continuing S 89°22'36" E along the southerly boundary of said Lots 1 through S and 7
through I l a distance of 299.94 feet to a point marking the southeasterly corner ot'said Lot 1 !;
'Thence leaving said southerly N 0°36'37" E along the easterly boundary of said Lot 1 f a
distance of 118.03 feet to a lsoult;
'Thence leaving said easterly boundary N 89°22'S4" W a distance of 299.70 feel to a S/8 inch
diameter iron pin on the westerly boundary of said I.ot l
Thence 5 0°43'29" 1~T along last said westerly boundary a distance of 118.U0 feet to the PO1N'1'
ar BEGiI.'T.r1NG.
'This parcel contains 0.81 acres and is subject to any easements existing or in use.
Prepared by: Glecui K. Bennett
Civil Stn•vey Consulttults; Ina ~~. ~ f, f"'~~ •~-'
.lone 18, 2013 ,~ a --
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SPECIAL DECLARATION OF EASEMENTS - 9
Exhibit C
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SPECIAL DECLARATION OF EASEMENTS -10
Exhibit D
BOLINDAI2Y DESCRIPTION
FOR THE
I4IERIDIAN DEVELUPM)JNT CURPORAT1Ul!
CROSS-ACCESS EASEMENT DESCR}PT10N
An easement for cross-access ingress-egress purposes parcel located in the N~tit '/a of the SSA' '/,
o#' Section 7, Township 3 North, Range 1 Fast, Boise Meridian, and being a part of Lots I
through 10 acrd 11 of 131ock 2 of the A,19ERTDED PLAT OF THE TOIi'7J.SITE OI' AfF.RID1AAi as
sho~~•n in Book 1 of Plats at Page 30 in the ofPree of the Recorder, Ada Counq>, ldalro, more
particularly described as follows:
Conmrertciug at a brass cap rnouunteut marl:iug the sout}t.veste3~iy corner of the 5~~~ '/a of said
Section 7, from «•hich a brass cap monument marking the northwester]}> corner of said NW'/< of
the SW '/+ bears N 0°43'29" E a distance of 2652.60 feet;
Thence I~' 0°43'29" E along the westerly boandary of said S~~"/4 a distance of 2032.08 feet to a
point;
Thence leaving said tvestcrl}~ boundary S 89°22'36" E a distance of 279.90 feet to point on the
northerly sigh#-of-~vay Broadway Avenue and the POINT OF BEGINNIA'G;
'fhatcc continuing S S9°22'36" E along said northerly right-of=~i•ay a distance of 28.28 feet to a
paint;
Thence leaving said northerly right-of--way a distance of 8.10 feet along the arc of a 14.50 foot
non-tangent can>e right, said cttn>e having a radius point bearing N 58°33'35" G, a central angle
of 32°01'30" and a long chord bearing N 1 S°25'40" ~i~ a distance of 5.00 feet to .t point;
Thence N 0°3S'05" B a distance of 1'7.46 feet to a point;
Thence S 89°23'23" B a distance of 27.57 feet to a point ort the easterly boundary of said l.ot 1 l ;
'fltence N 0°36'37" E along said easterly boundary a distance of 30.74 feet to a point;
Thence leaving said easterl}> bonndary N 89°Z3'23" \w a distance of 23.45 feet to a point;
Thence N 0°3637" E a distance of 62.14 feet to a point on the southerly right-of-~i>ay of the
alley for said Block 2;
Thence lit 89°22'54" SST along said southerly right-of--way a distance of 28.00 feet to a point;
Thence Leaving said sotttherlyright-of--way S 0°36'37" W a distance of i 10.37 feet to a point;
SPECIAL DECLARATION OF EASEMENTS -11
•~
Cross-A.CCess
Page 2
Thence a distance of S.t)G feet along the arc of a 14.54 foot radius cwve right, said curve leaving
a cenirai angle: of 31°51' 14" and a long chord bearing S 16°32' i4" ~~~ a distance of 7.95 feet to
the POIIV'I' OF B1iG1\Fl~[1NG.
This parcel contains 3,933 square feet (0.09 acres) and is subject to any other easements existing
or in use.
Prepared by: Glenn K. Bennett, PLS
Civil Survey Consultants, luc. ~ L'
May 7, 20 i 3 ~~. ~ ~;,.
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SPECIAL DECLARATION OF EASEMENTS - 12