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Easement - Avimor Community Infrastructure District No 1 - 2024 - Avimor - Avimor Community Infrastructure District No 1 - Booster Station Easement Agreement /A/A.7 6.) ADA COUNTY RECORDER Trent Tripple 2024-031115 \ �� BOISE IDAHO Pgs=9 CHE FOWLER 08/1012024 01:28 PM MSBT LAW AMOUNT$34.00 IllIll1 II III II IIIIIIIIIIII II III 11111 1111111111 III 01346561202400311150090093 When recorded return to: Avimor Community Infrastructure District No. 1 Attn:Clerk 408 S Eagle Rd.Suite 205 Eagle,ID 83616 BOOSTER STATION EASEMENT AGREEMENT THIS BOOSTER STATION EASEMENT AGREEMENT (this "Agreement") is made effective May 30, 2024 ("Effective Date"), by and between Sage Investment Partners LLC,an Idaho limited liability company("Grantor"),and the Avimor Community Infrastructure District No. 1, a community infrastructure district duly organized and validly existing pursuant to the laws of the State of Idaho and a political subdivision of the State of Idaho ("Grantee"). Grantor and Grantee may be referred to herein individually as a"Party"and collectively as the"Parties," as appropriate under the circumstances. RECITALS A. Sage is the owner of the real property legally described and graphically depicted on Schedule I attached hereto and incorporated herein(the"Easement Premises"). B. Grantee desires an easement on,over,under,and across the Easement Premises. C. Grantor is willing to grant an easement to Grantee on,over,under,and across the Easement Premises pursuant and subject to the following terms and conditions. AGREEMENT NOW, THEREFORE, in consideration of the mutual promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,the Parties hereby agree as follows: 1. Recitals. The Recitals contained hereinabove are true, correct, material, and are hereby incorporated by reference as if set forth in this Section 1. 2. Grant of Easement. Grantor hereby grants and conveys to Grantee a perpetual, non-exclusive easement in gross on, over, under, and across the Easement Premises (the "Easement") for the purpose and use as set forth in this Agreement. The Parties acknowledge and agree that the Easement is an "easement in gross of a commercial character" as defined in and for the purpose of Idaho Code§55-603. 3. Purpose and Use. Grantee and its successors and assigns, together with their respective employees, agents, and invitees (collectively, the "Grantee Parties")are entitled to use the Easement Premises solely for the purpose of accessing,maintaining,repairing,replacing, Booster Station Easement Agreement- 1 • and operating the water facility booster station located within the Easement Premises as of the Effective Date(the"Booster Station"). 4. Maintenance. Grantee shall,at Grantee's sole cost and expense,maintain,repair, replace, and operate the Booster Station as necessary or appropriate to keep the same in good operating condition and repair, and otherwise in a safe and leak-free condition. All such maintenance, repairs,replacements,and operations shall,at Grantee's sole cost and expense, be performed in a good and workmanlike manner, in accordance with good engineering practices, and in compliance with all applicable laws. If any of Grantee's activities on or at the Easement Premises damage any property (real or personal) owned by Grantor, including the Easement Premises,then Grantee shall promptly restore such property to the same condition or better as it was in prior to such damage. Grantee shall keep the Easement Premises free from all liens and other encumbrances arising from or related to the activities of the Grantee Parties. 5. No Barriers; Grantor's Rights. Neither Grantee nor Grantor shall construct or place, or cause to be constructed or placed, any item on the Easement Premises that prohibits, discourages, or materially reduces the free and uninterrupted flow of vehicular and pedestrian traffic over and across the Easement Premises, or that otherwise hinders Grantee's right and obligation to maintain,repair, replace,and operate the Booster Station as provided herein. The Easement is and shall be expressly subject to any easements, rights-of-way, and other encumbrances already existing on, over, across, and under the Easement Premises as of the Effective Date. Grantor reserves the right to grant or convey additional easements,rights of way, and other rights to use the Easement Premises, so long as such additional easements, rights of way,and other rights to use do not materially interfere with Grantee's rights under this Agreement. Grantors further reserve the right to relocate the Easement Premises. 6. Indemnification. Grantee shall indemnify,defend and save Grantor,it successors and assigns, and their respective members, managers, trustees, beneficiaries, agents, representatives,and employees(each a"Grantor Party")harmless from and against any and all claims, liability, losses,costs, expenses, fees (including reasonable attorneys' fees),judgments, proceedings,demands,and causes of action of any kind whatsoever which arise from or relate to any Grantee Party's use of the Easement Premises, except to the extent the same arise from the gross negligence or willful misconduct of a Grantor Party. 7. Remedies. In the event of a breach hereunder by either Party,the non-breaching Party shall have all remedies available at law or in equity, including damages, specific performance,injunctive,and other equitable relief. 8. Notice. All notices, approvals, consents, requests, elections and other communications required or permitted to be given under this Agreement(each a"notice") shall be in writing and shall be given by:(a)hand delivery,in which event such notice shall be deemed duly given and received upon the earlier of delivery or refusal to accept delivery thereof;(b)U.S. Certified Mail,return receipt requested,with postage prepaid,in which event such notice shall be deemed duly given on the date of mailing and shall be deemed received upon the earlier of the date of actual receipt, the date of delivery as shown on the return receipt, or the third day after deposit in the mail;(c)a nationally-recognized overnight delivery service(e.g.,FedEx),in which event such notice shall be deemed duly given on the date deposited with such service and deemed Booster Station Easement Agreement-2 received upon the earlier of the actual date of receipt or the day after deposit with the nationally- recognized overnight delivery service;or(d)email transmission,in which event such notice shall be deemed duly given on the date sent and deemed received on the date sent if sent before 5:00 PM Eagle, Idaho local time, or on the next day, if sent after 5:00 PM Eagle, Idaho local time. Notwithstanding the foregoing, actual receipt of a notice, however given and from whomever received shall always be effective, and any notice given by a Party's attorneys, shall, for all purposes,be deemed to have been given by such Party. All such notices shall be addressed to the appropriate Party at the address set forth below, or at such other address as a Party may specify from time to time by notice to the other Party: If to Grantee: Avimor Community Infrastructure District No. 1 Attn:District Manager 408 S Eagle Rd.Suite 205 Eagle, ID 83616 Email:pamelag@launch-dfa.com If to Sage: Sage Investment Partners LLC Attn:Tyler Craig 1345 E.State Street Eagle,ID 83616 Email: 9. Not a Public Dedication. Nothing herein contained shall be deemed to be a grant or dedication of any portion of the lands identified herein to the general public, it being the intention of the Parties that this Agreement and the Easement granted herein shall be strictly limited to and for the purposes herein expressed. 10. Counterparts. This Agreement may be executed in counterparts,each of which is deemed an original but all of which constitute one and the same document.The signature pages may be detached from each counterpart and combined into one document. This Agreement may be signed electronically and delivered by facsimile or via email in PDF or other similar format, each of which shall be effective as an original. The Parties expressly agree that the transactions contemplated by this Agreement may be conducted by electronic means. 11. Attorneys' Fees. In the event of any controversy,claim, or action being filed or instituted between the Parties to interpret or enforce the terms of this Agreement,or arising from the breach of any provision hereof,the prevailing Party shall be entitled to receive from the non- prevailing Party all costs, damages, and expenses, including without limitation reasonable attorneys'fees incurred by the prevailing Party(whether incurred prior to trial,at trial,on appeal, and/or during any post judgment collection activities). 12. Binding Effect;Termination. The Parties hereby acknowledge and agree that the Easement and the rights and obligations conferred and imposed by this Agreement are intended to, and do, constitute covenants that run with the land and shall inure to the benefit of and be binding upon the Parties and their respective successors and assigns. District my freely assign its rights under this Agreement to the City and record a record of such assignment. Booster Station Easement Agreement-3 13. Miscellaneous. The Parties acknowledge that each Party and, if they should so choose, their attorneys, have reviewed and revised this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting Party shall not be employed in the interpretation of this Agreement or any amendments or exhibits to this Agreement. The section headings of this Agreement have been inserted for convenience of reference only and shall not affect any construction or interpretation of this Agreement. This Agreement may be modified only in a writing signed by both Parties. No waiver of any right or remedy in the event of default hereunder shall constitute a waiver of such right or remedy in the event of any subsequent default. This Agreement shall be governed in all respects by the laws of the State of Idaho. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. All time periods in this Agreement shall be deemed to refer to calendar days. If the last date on which to perform any act,give any notice,or be deemed to have received any notice under this Agreement shall fall on a Saturday,Sunday,or holiday observed by the state courts sitting in Ada County,Idaho,such act or notice shall be deemed timely if performed or given,or notice shall be deemed received,on the next succeeding day that is not a Saturday,Sunday,or holiday observed by the state courts sitting in Ada County, Idaho. Time is of the essence with respect to each and every covenant and obligation under this Agreement. [Remainder of page intentionally left blank;signature page follows.] Booster Station Easement Agreement-4 IN WITNESS WHEREOF, the Parties have executed this Agreement effective as of the Effective Date. SAGE: Sage Investment Partners LLC, an Idaho limited liability company By: Name: Todd M c.Cw Its: Authorized Signatory STATE OF To(a/Vln0 ) )ss. County of VA 64.0. ) This record was acknowledged before me on this day of 2024,by 'add /1'1C CaJe1,as authorized signatory of Sage Investment Partners LLC. Il Ali ,, y Commission Expires 1p 101-1 el r 4r ''•••.., Booster Station Easement Agreement-5 GRANTEE: AVIMOR COMMUNITY INFRASTRUCTURE DISTRICT NO. 1,an Idaho community infrastructure district duly organized by Ada County,Idaho and validly existing pursuant to the laws of the t l�o By: Its: Chairperson Dated: 05 02D A ST Distri t lerk This record was acknowledged before me on this day of ,2024,by 11.w sm. ,as Chairman of the Avimor Community Infrastructure Dis ct No. 1. oviJ(LSpirger- a�O..•S My Commission Expires z' ,� aFp NOTimp lr Punic Booster Station Easement Agreement-6 SCHEDULE I Legal Description and Graphic Depiction of the Easement Premises [see following two(2)pages] Booster Station Easement Agreement-7 Description for Water Booster Station Easement April 3,2024 An easement situated in the South 1/2 of Section 11,Township 5 North,Range 1 East,Boise Meridian,Ada County,Idaho,more particularly described as follows: Commencing at the 1/4 corner common to Sections 11 and 14,TSN.,R.1E., B.M.,from which Section corner common to Sections 10,11,14 and 15,T5N.,R.1E., B.M.,bears South 89°07'30"West,2,651.00 feet;thence North 00'12'41"East, 1,393.91 feet to the POINT OF BEGINNING; thence South 00'00'00"East,11.09 feet; thence North 90'00'00"West,28.37 feet; thence South 14'49'05"East,28.91 feet; thence South 75'10'55"West,20.00 feet; thence North 14'49►05"West,34.20 Met; thence North 90'00'00"West,31.37 feet; thence North 00'00'00"East,46.81 feet; thence North 90'00'00"East,78.43 feet; thence South 00'00'00'East,35.72 feet to the POINT OF BEGINNING. Containing 4,303 square feet or 0.099 acres,more or less. End of Description. 00. LA'y0 )4 rGEN3 11779 12 O rf of 4),If 1ilcCO� Page 1 of 1 Booster Station Easement Agreement-8 -env, � lam= / -_ ; / \ - Point of / LB \ Se'1/4 � `__ Begtnnlnq L9 Sage Investment _ NM \ Partners LLC tt ( - VK4 `. Be Innlng See Detail "A \ L6 L2 1 \ z \ S., /Ifu / (,( § \ 4 / u ha! \ / m Detail "A' Sc .al 1'060' S 10 S.11 1/4 S.11_ S t5 S.14 589'07'30"W 2651.00' —$S14 Basis of Bearings Line Table "Pa um, Bearing Length 11 S00'Oo'00'E 11.09' if /k L2 N90'00'00'Mf 26.37' r. 1779 L3 S14'49'05"E 28.91' a pO N *49Y& Q�� L4 57510'S5'W 20.00' 7k M�� c L5 N14'49'05'W 34.20' L6 N90'00'00'W 31.37' /© L7 N00100'00'E 46.81' Scale: 1"�200' LB N90'00'00'E 78.43' L9 S00'00'00'E 35.72' 0 50 100 200 400 { .....e,e 1..U.,.\Am00.0••••(..."•••.Nw.w-fin fa it. 4/3/11324•.(Q 4.0 IDAHO Exhibit Drawing for Job Me. 22-315 SURVEY Water Booster Station Easement shoe N,. nehewen I of 1 A portionII.of the S1/2 of Settle. . GROUP, LLC T.511..t.1E..B.M..Ado Coot Idaho DWI 4/3 Dat� Booster Station Easement Agreement-9