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{00394852 3} 2
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<br />1. Incorporation of Recitals. The recitals and facts set forth above are incorporated
<br />into this Agreement as part of its terms.
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<br />2. Grant of Easement. The Owner of each Parcel, for the benefit of the Owner of the
<br />other Parcel and its respective agents, representatives, members, managers, partners, employees,
<br />guests, tenants, sub-tenants, occupants, invitees, successors, and assigns (the “Benefitted
<br />Parties”), hereby grants an appurtenant, reciprocal, non-exclusive access easement for ingress,
<br />egress, and passage over and across the Driveway Easement Area, for vehicular and pedestrian
<br />purposes only (the “Driveway Easement”). The Driveway Easement shall include the non-
<br />exclusive right of vehicular and pedestrian passage from the Driveway Easement Area within
<br />each Parcel to the public right-of-way known as Watermark Way. The term of the Driveway
<br />Easement shall commence upon completion of the installation and construction of the Driveway,
<br />and shall continue thereafter in perpetuity.
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<br />3. Easement Runs with the Land. The Driveway Easement and this Agreement shall
<br />run with the land and shall be binding upon and inure to the benefit of the Owners and their
<br />respective successors and assigns. The Driveway Easement shall be subject to easements, if any,
<br />and all other matters of record, existing as of the Effective Date.
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<br />4. Maintenance and Repair. The Owners of the Parcels, at their sole cost and
<br />expense, will be separately responsible for causing the portion of the Driveway Easement Area
<br />located on their respective Parcels to be maintained, repaired, and replaced as may be deemed
<br />necessary from time to time in such Owner’s sole discretion. The Parties may hereafter, but are
<br />not obligated to, agree on the terms of any standard of shared Driveway maintenance or repair
<br />activities, and the costs of any shared maintenance or repair approved by the Owners shall be
<br />shared equally between the Owners. No Owner may perform any work on the other Owner’s
<br />Parcel unless the other Owner has consented to such work in writing prior to undertaking the
<br />same. Notwithstanding anything the contrary herein, either Owner may perform snow removal
<br />in the Driveway Easement Area without the consent of the other Owner provided that the location
<br />for piling snow resulting therefrom is in a location approved by each Owner. To the extent that
<br />either Owner performs any maintenance or repair work within the Driveway Easement Area, the
<br />Owner performing or causing such work to be performed hereby agrees to indemnify, defend, and
<br />hold harmless the other Owner its agents, representatives, members, managers, partners,
<br />successors and assigns, from and against any and all claims, losses, liabilities, damages, causes of
<br />action, proceedings, costs, and expenses (including, without limitation, mechanics’ liens),
<br />including reasonable attorneys’ fees, to the extent caused by the indemnifying Owner’s work in
<br />the Driveway Easement Area.
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<br />5. No Obstruction. Each Owner hereby agrees that it shall not obstruct, or permit the
<br />obstruction, of the other Owner’s exercise of its rights under the Driveway Easement within any
<br />portion of the Driveway Easement Area that is located on its respective Parcel, except for
<br />temporary closures as may be necessary in connection with bona fide maintenance, repair, and
<br />replacement work.
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