After Recording, Return to:
_________________________
_________________________
_________________________
MUTUAL RECIPROCAL EASEMENT AGREEMENT
BETWEEN: GREENSTONE DEVELOPMENT, LLC.
an Oregon limited liability
company ("Greenstone")
AND: ETEC SYSTEMS,
INC. ("Etec")
Recitals:
- Greenstone and Etec share the ownership of a strip of land running north
from NW Evergreen Parkway spaced approximately 550 feet east of NW
215th Avenue and 350 feet west of NW 211th Terrace,
commonly known as "NW Rickey Terrace," as shown and described in the
attached plans: Horizontal and Control and Paving Plan, C 1.0 and Grading Plan -
Area 3, C 2.2.
- Greenstone owns the easterly half of NW Rickey Terrace and the Etec owns the
westerly half of NW Rickey Terrace.
- Etec is in the process of developing the land directly west of NW Rickey
Terrace consisting of a manufacturing and office building located north of and
adjacent to NW Evergreen Parkway and east of and adjacent to NW Cornelius Pass
Road. Greenstone has developed its land easterly of NW Ricky Terrace.
- Each party wishes to grant the other party a mutual, appurtenant, reciprocal
easement over, under and across each other's portion of NW Rickey Terrace
hereafter referred to as "the Easement Premises," for the uses and on
the terms defined below.
- Each party wishes to extinguish and relinquish any claims on or against the
other's property or with respect to the respective ownerships of NW Rickey
Terrace, so that this Agreement establishes the sole non-exclusive basis for
both parties to utilize NW Rickey Terrace.
Now, therefore, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the following grants, agreements
and covenants and restrictions are made:
- Grant of Easement
. The parties hereby grant to each other, their
successors and assigns, a mutual, reciprocal permanent easement appurtenant,
running with the land, for truck, passenger vehicle and pedestrian ingress and
egress over and across the Easement Premises, as well as utility location under
the Easement Premises. The parties agree that this mutual, reciprocal easement,
as set forth herein, shall be the sole and exclusive legal right for either
party to utilize the Easement Premises for any purpose. Consistent with such
agreement, each party releases, waives, relinquishes and disclaims any right,
claim, lien or servitude to utilize, control or otherwise hold any legal
interest in or to the Easement Premises (or the respective fee ownerships which
compose the Easement Premises), except as set forth in this Agreement.
- Use Of Easement Premises
. Use of the Easement Premises by either
party is for the above vehicular and pedestrian ingress and egress to and from
each other's property, all on a non-exclusive basis. In addition, each party is
permitted to any subsurface use that does not unreasonably interfere with the
others use of the Easement Premises, such subsurface use would include the
installation, use, maintenance, repair and replacement of public utilities
including sewer, gas, electricity, telecommunications/data transmission and
water lines for use on their respective property. The parties agree to provide
notice of activity which might impair the other party's use of the Easement
Premises so that such installations are coordinated with one another and each
party may have, as much as practicable, equal use of the subsurface of the
Easement Premises. Etec is permitted to improve the Easement Premises as
specified below and as may be necessary in the future to meet Etec's needs but
construction of the improvements shall be so conducted as not to unreasonably
interfere with Greenstone's use of the Easement Premises during any improvement.
Greenstone agrees, and accepts, the nature and scope of improvements which Etec
intends to construct, as being suitable for Greenstone's needs.
- Improvements To Easement Premises
. Etec agrees to improve the
current condition of the Easement Premises by the following
"Improvements":
- Widen NW Rickey Terrace from the existing twenty (20') foot wide travel lane
to at least a twenty-four (24') foot wide travel lane. The widening of the
travel lane will take place on Etec's portion of the Easement Premises.
- Widen NW Rickey Terrace from the existing twenty (20') foot wide travel lane
to approximately forty (40') feet to provide for a right turn lane and left turn
lane onto NW Evergreen Parkway with appropriate signage. The widening of the
travel lane will take place on Etec's portion of the Easement Premises.
- Cover NW Rickey Terrace from the entrance at NW Evergreen Parkway up to the
end of Etec's parcel with Heavy Pavement. Heavy Pavement will mean that the
roadway is composed of compacted subgrade, approximately ten (10") inches
of 11/2" aggregate base, approximately two (2") inches of 3/4"
aggregate base, approximately two (2") inches of class "B" AC and
approximately two (2") inches of class "C" AC.
- Pedestrian walkways and lighting will be installed as required by the City
of Hillsboro.
- Maintenance Of Easement Premises
. Following the construction of the
Improvements by Etec, all of which shall be paid for by the Etec at its sole
expense, the parties agree that Etec shall bear the cost of the repair,
maintenance and upkeep of NW Rickey Terrace. The costs do not include any costs
associated with either party's subsurface use that would include, but not
limited to, the installation, use, maintenance, repair and replacement of public
utilities including sewer, gas, electricity, telecommunications/data
transmission and water lines for use on their respective property. Such costs
shall be solely borne by the party benefiting from the installation.
- Indemnification
. Each party agrees to indemnify the other and hold
the other party harmless from and against, any and all liability, loss, cost,
damage or expense, except as provided above in the maintenance of the easement
(including, without limitation, reasonable attorneys' fees) arising from or in
connection with (a) exercise of the rights granted by this Agreement, or (b)
failure of one party to perform or comply with any of the obligations
hereunder.
- Usage
. The Easement Premises shall be available for non-exclusive
use for the purposes described above by either party, its successors, assigns,
tenants, invitees, contractors, agents and consultants. At no time may any
such party park any truck, trailer, vehicle or equipment within the Easement
Premises without the prior consent of the principal parties to this Easement.
Any disabled vehicle, truck or equipment shall be removed immediately from the
Easement Premises. Neither party shall permit or encourage congregations of
persons or groups within the Easement Premises. The intent of these provisions
is to assure continuous truck, vehicular and pedestrian usage of the Easement
Premises without material disruption or impairment. Any utility installation
within the Easement Premises shall be scheduled to avoid material disruptions in
the use of the Easement Premises for truck, vehicular and pedestrian movements.
Any utility trenching or disturbance of the surface of the Easement Premises
shall be immediately restored by the party performing the utility
installation.
- Taxes, Insurance
. Each party shall pay all real property taxes and
provide public liability insurance (to a minimum amount of $1 million per
occurrence) relating to that portion of the Easement Premises respectively owned
by each party.
- Running Of Benefits And Burdens
. All provisions of this instrument,
including the benefits and burdens, run with the land perpetually and are
binding upon and inure to the assigns, successors, tenants and parties holding
some right by virtue of assignment or permission granted by one of the parties
hereto.
- Notice
. Greenstone's address to receive notices is 21185 N.W.
Evergreen Parkway, Suite 101, Hillsboro, Oregon 97124 and Etec's address to
receive notices is 26460 Corporate Avenue, Hayward California, 94545 to the
attention of Vice President, General Counsel. Any notice required to be given
under this Agreement shall be deemed to have been given for all purposes: 1)
when such notice is delivered in person; or 2) when such notice is delivered by
Federal Express or other reliable 24-hour delivery service; or 3) five (5)
business days after being deposited in the United States mail, by registered or
certified mail, return receipt requested, postage prepaid, addressed to the
other party at its address stated above. For purposes of this paragraph, any
party may substitute another address for its address stated above (or its
address which has been substituted by a previous notice) by giving fifteen (15)
days notice of the new address to the other party in the manner provided in this
paragraph.
7. Dispute Resolution: Mediation. The parties to
this Agreement believe in prompt and peaceful resolution of differences. Prior
to the initiation of any legal proceedings under this Agreement, the parties
shall first attempt to resolve their differences directly. If unable to do so,
the disagreement shall be submitted to mediation with a mediator that is
mutually agreeable to the parties. All parties agree to conduct mediation in
good faith and to share the costs. If suit or action is filed by any party to
enforce the provision of this Agreement, or for the breach thereof, or if legal
proceedings are otherwise commenced with respect to the subject matter of this
Agreement, the prevailing party shall be entitled to recover reasonable
attorneys' fees as fixed by the trial court, and if any appeal is taken from the
trial court, reasonable attorneys' fees as fixed by the appellate court.
8. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be an original, but all of which together
shall constitute but one instrument.
In witness whereof Greenstone and Etec have executed this Agreement as of the
day and year set forth below.
GREENSTONE DEVELOPMENT ETEC SYSTEMS, INC. ("Etec")
COMPANY, LLC ("Greenstone")
By: \s\ Thomas Woollett By: \s\ Trisha
Dohren
(Authorized Signature) (Authorized Signature)
Name: Tom Woollett Name: Trisha
Dohren
Title: Partner Title: VP,
Corporate Services
Date: September 22, 1999 Date:
August 30, 1999
STATE OF OREGON )
) ss.
County of )
SUBSCRIBED AND SWORN before me this ____ day of
____________, 1999 by ________________________ who is the
_______________________ of Greenstone Development Company. LLC.
____________________________
Notary Public for the State of Oregon
My Commission Expires: _______
STATE OF CALIFORNIA )
) ss.
County of )
SUBSCRIBED AND SWORN before me this ____ day of ____________, 1999 by
________________________ who is the _______________________ of Etec Systems,
Inc.
____________________________
Notary Public for the State of California
My Commission Expires: _______
