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HomeMy WebLinkAbout008 Velocity Carwash Access Easement FinalWHEN RECORDED, RETURN TO: G.F.C. Investment Co., LC 503 North 1500 West Orem, UT 84057 GRANT OF ACCESS EASEMENT THIS GRANT OF ACCESS EASEMENT (the “Grant”) is made effective as of the ______ day of _____________, 2024 by Gallatin Mall Group, L.L.C. a Montana limited liability company, (“Grantor”) to G.F.C. Investment Co., LC, a Utah limited liability company (“Grantee”). A. Grantor is the owner of that certain parcel of improved real property in Bozeman, Gallatin County, Montana more particularly described on Exhibit A (hereafter referred to as “Gallatin Mall Parcel”). B. Grantee is the owner of that certain parcel of real property in Bozeman, Gallatin County, Montana more particularly described on Exhibit B (hereafter referred to as “Grantee’s Property”) which is adjacent to the Gallatin Mall Parcel. This description will include the Realignment Parcel. C. Grantor and Grantee desire to enter into this Access Easement Agreement to facilitate the vehicular and pedestrian travel over the respective properties by Grantee, its invitees, which shall include Grantee’s employees, contractors, invited guests and customers. NOW, THEREFORE, in consideration of the mutual agreements herein contained, the parties covenant and agree for themselves and their heirs, successors and assigns as follows: 1. Grant of Easement. Subject to the conditions and provisions of this Grant, as well as all encumbrances and instruments of record, Grantor does hereby grant and convey to Grantee a non-exclusive easement over, upon and across those portions of the Gallatin Mall Parcel that are used and designated for pedestrian and vehicular travel for the purpose of ingress and egress of vehicular and pedestrian traffic to and from Grantee’s Property, as further described and depicted in Exhibit C (the “Easement”). Grantor shall have the continuous right to use the Easement in any manner and for any purpose that does not unreasonably interfere with the use of the Easement by Grantee as granted herein. The parties acknowledge that the Gallatin Mall Parcel has not yet been fully developed and further that, after development, Grantor, or its successors and assigns (hereafter collectively “Grantor”) may desire to modify the improvements on or the development of the Gallatin Mall Parcel. Grantor shall have the right to construct improvements on or to otherwise develop and modify the Grantor’s Property, including the relocation of the buildings and improvements located thereon and the relocation of the Easement, provided, however that no such modification to the Gallatin Mall Parcel or relocation of the Easement shall unreasonably limit or restrict Grantee, or his invitees, to so use the Easement for access to the Grantee Property for ingress and egress of vehicular and pedestrian traffic to and from the Grantee’s Property. 2 2. Duration. This Grant of Easement and the Easement granted herein shall be shall be perpetually subject to the Common Maintenance Charges provided for herein. 3. Conditions to Use of Easement. Grantee’s entitlement to and use of the Easement is conditioned upon the following requirements. a. Use. Grantee shall use the Easement granted herein with due regard to the rights of the Grantor, its owners and its invitees. b. Indemnification. Grantee shall defend, indemnify and hold Grantor harmless from and against all liability, loss or costs incurred, including without limitation reasonable attorney’s fees, arising out of, related to or caused by the negligence or willful misconduct of Grantee or its agents, and tenants, arising out of the use by Grantee, its agents and tenants of the Easement granted by Grantor. 4. Common Area Maintenance Charge. Grantor agrees to maintain and repair the roadways and drive aisles in the Gallatin Mall Parcel that are the subject of this Easement Agreement. Grantee shall pay to Grantor a monthly Common Maintenance Charge of Two Thousand Dollars ($2,000.00) per month commencing upon Grantee’s commencement of construction of improvements on the Grantee Property to compensate Grantor for such maintenance, repair and upkeep of the roadways and drive aisles that are the subject of the Easement. Such Common Area Maintenance Charge shall be payable on the first day of each month. Any payment not paid by the 10th of each month shall be subject to a 10% late fee. Such monthly Common Area Maintenance Charge shall be increased annually by the percentage increase in such maintenance, upkeep and repair costs incurred by Grantor for the prior year. In no event shall such increase in the Common Maintenance Charge exceed 5% annually. 5. Covenants Run With Land. Each right and obligation in this Agreement (whether affirmative or negative in nature) (a) shall constitute a covenant running with the land; (b) shall benefit and bind every person having any fee, leasehold or other interest in any portion of either the Gallatin Mall Parcel or the Grantee’s Property to the extent that such portion is affected, bound or benefited by the right-of-way, easement, covenant or restriction in question, or to the extent that such right-of-way, easement, covenant or restriction is to be performed on such portion or by such party; and (c) shall benefit and be binding upon any person whose title is acquired by judicial foreclosure, trustee’s sale, deed in lieu of foreclosure or otherwise. If either Grantor or Grantee transfers their properties, the transferee thereof shall automatically be deemed to have assumed and agreed to be bound by the covenants and agreements of such party contained in this Grant. 6. Limit of Benefit. The grant of the Easement is limited in use for the benefit solely of the Grantee’s Property and cannot be used by, or transferred for the benefit of, any other property. Nothing contained in the Agreement shall be deemed a gift or dedication of the Easement or any portion of the Grantor’s Property to the general public or for the public or for any public purpose. 7. Miscellaneous. a. Should any party default in any of the covenants or agreements herein contained, that defaulting party shall pay all costs and expenses, including a reasonable attorney’s 3 fee, which may arise or accrue from enforcing this Grant or in pursuing any remedy provided hereunder or by applicable law, whether such remedy is pursued by filing suit or otherwise. This obligation of the defaulting party to pay costs and expenses includes, without limitation, all costs and expenses, including a reasonable attorney’s fee, incurred on appeal and in bankruptcy proceedings. b. It is expressly agreed that the terms, covenants and conditions of this Grant shall survive any legal act or conveyance required under this Agreement. c. This Grant shall apply to, inure to the benefit of and bind all parties hereto, their assigns, heirs, personal representatives and other successors. IN WITNESS WHEREOF, the parties have executed this Grant the day and year first above written. Gallatin Mall Group, L.L.C., a Montana limited liability company By: ________________________________ Name: ______________________________ Title: _______________________________ STATE OF MONTANA ) ) ss. COUNTY OF GALLATIN ) The foregoing instrument was acknowledged before me this ____ day of _______ 20___ by __________________________, the _________________________ of Gallatin Mall Group, LLC, a Montana limited liability company, the signer of the foregoing instrument who duly acknowledged that he executed the same on behalf of such Company. ____________________________________ Notary Public 4 EXHIBIT A LEGAL DESCRIPTION OF GALLATIN MALL PARCEL Tract 1-A of Certificate of Survey No. _______ , located in the SW ¼ of Section 11, Township 2 South, Range 5 East, Principal Meridian, Gallatin County, Montana, more particularly described as follows: Beginning at a point common to the northwest corner of Tract 1 of Certificate of Survey No. 467A and the northeast corner of Tract 2 of Certificate of Survey No. 1553, the Point of Beginning; thence N.89°30'48"E. for a distance of 1477.75 feet to a point common to the northeast corner of Tract 1 of Certificate of Survey No. 467A and the northwest corner of the Stratford Annexation; thence S.0°22'31"W. for a distance of 459.54 feet; thence S.23°59'49"E. for a distance of 235.44 feet to the northerly right-of-way of State of Montana Department of Transportation Bargain and Sale Deed Film 156, Page 2840-2847; thence along a curve to the right having a radius of 2221.83 feet and a central angle of 13°00'32" for an arc length of 504.46 feet and a chord bearing of S.53°37'49"W. for 503.38 feet; thence S.46°09'19"W. for a distance of 40.00 feet; thence along a curve to the right having a radius of 2231.83 feet and a central angle of 13°59'54" for an arc length of 545.28 feet and a chord bearing of S.68°07'49"W. for 543.92 feet; thence S.89°57'54"W. for a distance of 40.40 feet; thence along a curve to the right having a radius of 2221.83 feet and a central angle of 12°21'15" for an arc length of 479.07 feet and a chord bearing of S.82°18'50"W. for 478.14 feet to the northeast corner of State of Montana Department of Transportation Bargain and Sale Deed Film 148, Page 3285; thence N.1°29'36"E. for a distance of 83.56 feet; thence N.12°10'18"E. for a distance of 71.71 feet; thence N.7°51'53"E. for a distance of 104.76 feet; thence N.2°09'10"E. for a distance of 59.11 feet; thence S.89°24'38"W. for a distance of 175.61 feet to the west line of Certificate of Survey No. 467A; thence N.1°29'36"E. for a distance of 940.52 feet to the the Point of Beginning. The area of the above described parcel of land is 37.252 acres, more or less. 5 EXHIBIT B LEGAL DESCRIPTION OF GRANTEE’S PROPERTY Tract 2-A of Certificate of Survey No. _______ , located in the SW ¼ of Section 11, Township 2 South, Range 5 East, Principal Meridian, Gallatin County, Montana, more particularly described as follows: Beginning at a point common to the northwest corner of State of Montana Department of Transportation Bargain and Sale Deed Film 148, Page 3285 and the southeast corner of Lot 2 of Minor Sub. No. 135, the Point of Beginning Tract 2-A; thence N.1°29'36"E. for a distance of 315.34 feet; thence N.89°24'38"E. for a distance of 175.61 feet; thence S.2°09'10"W. for a distance of 59.11 feet; thence S.7°51'53"W. for a distance of 104.76 feet; thence S.12°10'18"W. for a distance of 71.71 feet; thence S.1°29'36"W. for a distance of 83.56 feet to the northeast corner of State of Montana Department of Transportation Bargain and Sale Deed Film 148, Page 3285; thence along a curve to the right having a radius of 2221.83 feet and a central angle of 1°38'03" for an arc length of 63.37 feet and a chord bearing of S.89°18'29"W. for 63.37 feet; thence N.89°52'30"W. for a distance of 86.60 feet to the Point of Beginning Tract 2-A. The area of the above described parcel of land is 1.178 acres, more or less. 6 EXHIBIT C SITE PLAN N89°52'30"W 86.60' R=2221.83' L=63.37' Δ=1°38'03" CB=S89°18'29"W CH=63.37'10'S89°57'54"W 40.40' R =2 2 3 1 .8 3 ' L =5 4 5 .2 8 ' Δ =1 3 °5 9 '5 4 " C B =S 6 8 °0 7 '4 9 "W C H =5 4 3 .9 2 'S46°09'19"W 40.00'R =2 2 2 1 .8 3 'L =5 0 4 .4 6 'Δ =1 3 °0 0 '3 2 "C B =S 5 3 °3 7 '4 9 "W C H =5 0 3 .3 8 'S0°22'31"W 459.54'N89°30'48"E 1477.75'N1°29'36"E 315.34'N1°29'36"E 940.52'N1°29'36"E 1255.86'R =22 21.8 3' L=479.0 7 ' Δ =12°21'15 " CB=S8 2°18'50"W CH=4 78.14 ' R =2 2 2 1.8 3 ' L =5 4 2.4 4 ' Δ =13 °5 9 '18 " C B =S 83 °0 7 '5 1"W CH=5 41.10 ' S89°24'38"W 175.61'N2°09'10"E59.11'N7°51'53"E104.76'N12°10'18"E71.71'S23°59'49 "E 235 .44 'N1°29'36"E 83.56'15.34' 7.67' N89°52'30"W 86.60' R=2221.83' L=63.37' Δ=1°38'03" CB=S89°18'29"W CH=63.37'10'N1°29'36"E 315.34'S89°24'38"W 175.61'N2°09'10"E59.11'N7°51'53"E104.76'N12°10'18"E71.71'N1°29'36"E 83.56'15.34' 7.67' ©COPYRIGHT MORRISON-MAIERLE, INC.,2025 PLOTTED DATE: Feb/07/2025 PLOTTED BY: jon c. wilkinson DRAWING NAME: N:\10554\001 - 3100 W Huffine\ACAD\Survey\10554-001-3100 W Huffine-BLR-BNDRY-MSTR.dwg 1/4 SEC.SECTION TOWNSHIP RANGE PROJ. #:SHEET OF COUNTY,DATE: SCALE: CLIENT: FIELD WORK: DRAWN BY: CHECKED BY:11 GALLATIN 10554 1"=80' / detail 1"=40 2/7/2024 CS & ME JW JW 5E 2S 11SW MONTANA PRINCIPAL MERIDIAN, MONTANAengineers surveyors planners scientists MorrisonMaierle 2880 Technology Blvd West Bozeman, MT 59718 Phone: 406.587.0721 www.m-m.net MONTANA POWER COMPANY 10' WIDE PIPELINE EASEMENT FM. 145 P. 2573 WEST MAIN STREET MONTANA STATE HIGHWAY BARGAIN AND SALE RIGHT OF WAY DEED FM. 148 P. 3285 BASIS OF BEARING Bobcat Coordinate System, NAD83(2011) per the "Rocky Mountain Tribal Coordinate Reference System" Handbook and User Guide, Published September 30th, 2014 and subsequent revisions, established by observations with survey-grade GNSS receivers. NEW BOUNDARY LINE PREVIOUS BOUNDARY LINE TRACT 2-A 1.178 acres LEGEND Found monument as noted (R1) Certificate of Survey No. 467A I, Jon C. Wilkinson, Montana Professional Land Surveyor License No. 16411LS, hereby certify that this survey was conducted under my supervision in November 2024, and platted the same as shown on the accompanying plat and as described in accordance with the provisions of the Montana Subdivision and Platting Act (§76-3-101 through §76-3-625, M.C.A.), and the Bozeman Municipal Code. Dated this___________day of_________________, 2025. ______________________________ Jon C. Wilkinson, PLS, CFedS MT Reg. #16411LS Morrison-Maierle, Inc. CERTIFICATE OF SURVEYOR PURPOSE THIS SURVEY WAS PERFORMED AT THE REQUEST OF GFC INVESTMENT CO., LC. AND GALLATIN MALL GROUP, LLC. TO RELOCATE COMMON BOUNDARIES BETWEEN ADJOINING PROPERTIES OUTSIDE A PLATTED SUBDIVISION I, Eric Semerad, Clerk and Recorder of Gallatin County, Montana, do hereby certify that the foregoing instrument was filed in my office at _______ o'clock, __________(a.m., or p.m.), this _________ day of ____________________, 2025, and recorded in Book ______ of Plats on page __________, and Document # ____________________, Records of the Clerk and Recorder, Gallatin County, Montana. Dated this __________ day of ____________________, 2025. ________________________________________ Eric Semerad Clerk and Recorder Gallatin County, Montana CERTIFICATE OF CLERK AND RECORDER Set a rebar 5/8" diam., with an orange plastic cap, "MMI 16411LS". OWNER DEED 2818988 GFC INVESTMENT CO., LC. 503 N. 1500 W. OREM, UTAH 84057-2817 Tract 1 of Certificate of Survey No. 467A and the parcel described in Warranty Deed document number 2818988 also known as the Buronepe Annexation to the City of Bozeman (deed reference: Book 137, Page 556), excepting therefrom that portion conveyed to the State of Montana Department of Transportation by Bargain and Sale Deed Film 148, Page 3285; located in the SW ¼ of Section 11, Township 2 South, Range 5 East, Principal Meridian, City of Bozeman, Gallatin County, Montana, more particularly described as follows: Beginning at a point common to the northwest corner of Tract 1 of Certificate of Survey No. 467A and the northeast corner of Tract 2 of Certificate of Survey No. 1553, the Point of Beginning; thence N.89°30'48"E. for a distance of 1477.75 feet to a point common to the northeast corner of Tract 1 of Certificate of Survey No. 467A and the northwest corner of the Stratford Annexation; thence S.0°22'31"W. for a distance of 459.54 feet; thence S.23°59'49"E. for a distance of 235.44 feet to the northerly right-of-way of State of Montana Department of Transportation Bargain and Sale Deed Film 156, Page 2840-2847; thence along a curve to the right having a radius of 2221.83 feet and a central angle of 13°00'32" for an arc length of 504.46 feet and a chord bearing of S.53°37'49"W. for 503.38 feet; thence S.46°09'19"W. for a distance of 40.00 feet; thence along a curve to the right having a radius of 2231.83 feet and a central angle of 13°59'54" for an arc length of 545.28 feet and a chord bearing of S.68°07'49"W. for 543.92 feet; thence S.89°57'54"W. for a distance of 40.40 feet; thence along a curve to the right having a radius of 2221.83 feet and a central angle of 13°59'18" for an arc length of 542.44 feet and a chord bearing of S.83°07'51"W. for 541.10 feet; thence N.89°52'30"W. for a distance of 86.60 feet to a point common to the northwest corner of State of Montana Department of Transportation Bargain and Sale Deed Film 148, Page 3285 and the southeast corner of Lot 2 of Minor Sub. No. 135; thence N.1°29'36"E. for a distance of 1255.86 feet to the the Point of Beginning. The area of the above described parcel of land is 38.430 acres, more or less. We certify that the purpose of this survey is to relocate common boundaries between adjoining properties outside of a platted subdivision. Therefore this survey is exempt from review as a Subdivision pursuant to Section 76-3-207(1)(a), MCA. The area that is being removed from one tract of record and joined with another tract of record is not itself a tract of record. Said area shall not be available as a reference legal description in any subsequent real property transfer after the initial transfer associated with the amended plat on which said area is described, unless said area is included with or excluded from adjoining tracts of record. PERIMETER LEGAL DESCRIPTION CERTIFICATE OF GOVERNING BODY I, Director of Community Development for the City of Bozeman, do hereby certify that the accompanying Certificate of Survey has been duly reviewed, and has been found to conform to the requirements of the Subdivision and Platting Act (MCA 76-3-101 et seq.), and the Bozeman Municipal Code. Dated this___________day of_________________, 2025. ________________________________________________________ Director of Community Development, City of Bozeman, Montana. I, Maureen Horton, Treasurer of Gallatin County, Montana, do hereby certify that the accompanying Certificate of Survey has been duly examined and that all real property taxes and special assessments assessed and levied on the land to being divided have been paid. Dated this __________ day of ____________________, 2025. ________________________________________ Treasurer Gallatin County, Montana CERTIFICATE OF COUNTY TREASURER ______________________________________ Tax ID No. ______________________________________ Tax ID No. CERTIFICATE OF EXEMPTION State of Montana ) ) ss County of Gallatin ) On this _______ day of __________________, 20____, before me, the undersigned Notary Public for the State of Montana, personally appeared __________________, known to me to be the Authorized Representative of ___________________________ and acknowledged to me that said ___________________________ executed the same. Notary Public in and for the State of ___________________ Printed Name _____________________________________ Residing at _______________________________________ My commission expires _____________________________ Signature ________________________________________ I (we) further certify that this survey is excluded from sanitary review by the Montana Department of Environmental Quality pursuant to Section 76-4-125(1)(d)(iii) and the exclusion cited in 76-3-207(1)(a). Dated this ___________day of ________________________, 2025. ________________________________ Director of Transportation and Engineering CERTIFICATE OF EXCLUSION FROM DEPARTMENT OF ENVIRONMENTAL QUALITY REVIEW TRACT 1-A 37.252 acres NEW BOUNDARY LINE TRACT 2-A 1.178 acres TRACT 1-A 37.252 acres THE RELOCATION OF COMMON BOUNDARIES BETWEEN TRACT 1 OF CERTIFICATE OF SURVEY NO. 467A AND THE PARCEL DESCRIBED IN WARRANTY DEED 2818988, EXCEPTING THEREFROM THE HIGHWAY RIGHT OF WAY AS STATED IN BARGAIN AND SALE DEED FILM 148, PAGE 3285; LOCATED IN THE SW1/4 OF SECTION 11, TOWNSHIP 2 SOUTH, RANGE 5 EAST, PRINCIPAL MERIDIAN, GALLATIN COUNTY, MONTANA. CERTIFICATE OF SURVEY No. _____ OWNER TRACT 1 C.OS. 467 A GALLATIN MALL GROUP, LLC. 2280 GRANT RD. SUITE A BILLINGS, MONTANA 59102-6696 Dated this _______________ day of _______________________________, 2025. _______________________________ GFC INVESTMENT CO., LC. State of Montana ) ) ss County of Gallatin ) On this _______ day of __________________, 20____, before me, the undersigned Notary Public for the State of Montana, personally appeared __________________, known to me to be the Authorized Representative of ___________________________ and acknowledged to me that said ________________________ executed the same. Notary Public in and for the State of ___________________ Printed Name _____________________________________ Residing at _______________________________________ My commission expires _____________________________ Signature ________________________________________ Dated this _______________ day of _______________________________, 2025. ________________________________ GALLATIN MALL GROUP, LLC. NEW BOUNDARY LINE PREVIOUS BOUNDARY LINE WES T M AI N S T R E E T P.O.B. DESCRIPTION TRACT 1-A MONT A N A ST A T E HI G H W A Y BAR G AI N A N D S A L E RI G H T O F WAY D E E D F M. 1 56 P. 28 4 0-2 84 7 MONTANA S T A T E H I G H W A Y BARGAIN AN D S A L E R I G H T O F WAY DEED F M . 1 5 6 P . 2 8 4 0 - 2 8 4 7 MONTANA STATE HIGHWA Y BARGAIN AND SALE RIGHT O F WAY DEED FM. 156 P. 28 4 0 - 2 8 4 7 Beginning at a point common to the northwest corner of Tract 1 of Certificate of Survey No. 467A and the northeast corner of Tract 2 of Certificate of Survey No. 1553, the Point of Beginning; thence N.89°30'48"E. for a distance of 1477.75 feet to a point common to the northeast corner of Tract 1 of Certificate of Survey No. 467A and the northwest corner of the Stratford Annexation; thence S.0°22'31"W. for a distance of 459.54 feet; thence S.23°59'49"E. for a distance of 235.44 feet to the northerly right-of-way of State of Montana Department of Transportation Bargain and Sale Deed Film 156, Page 2840-2847; thence along a curve to the right having a radius of 2221.83 feet and a central angle of 13°00'32" for an arc length of 504.46 feet and a chord bearing of S.53°37'49"W. for 503.38 feet; thence S.46°09'19"W. for a distance of 40.00 feet; thence along a curve to the right having a radius of 2231.83 feet and a central angle of 13°59'54" for an arc length of 545.28 feet and a chord bearing of S.68°07'49"W. for 543.92 feet; thence S.89°57'54"W. for a distance of 40.40 feet; thence along a curve to the right having a radius of 2221.83 feet and a central angle of 12°21'15" for an arc length of 479.07 feet and a chord bearing of S.82°18'50"W. for 478.14 feet to the northeast corner of State of Montana Department of Transportation Bargain and Sale Deed Film 148, Page 3285; thence N.1°29'36"E. for a distance of 83.56 feet; thence N.12°10'18"E. for a distance of 71.71 feet; thence N.7°51'53"E. for a distance of 104.76 feet; thence N.2°09'10"E. for a distance of 59.11 feet; thence S.89°24'38"W. for a distance of 175.61 feet to the west line of Certificate of Survey No. 467A; thence N.1°29'36"E. for a distance of 940.52 feet to the the Point of Beginning. The area of the above described parcel of land is 37.252 acres, more or less. Beginning at a point common to the northwest corner of State of Montana Department of Transportation Bargain and Sale Deed Film 148, Page 3285 and the southeast corner of Lot 2 of Minor Sub. No. 135, the Point of Beginning Tract 2-A; thence N.1°29'36"E. for a distance of 315.34 feet; thence N.89°24'38"E. for a distance of 175.61 feet; thence S.2°09'10"W. for a distance of 59.11 feet; thence S.7°51'53"W. for a distance of 104.76 feet; thence S.12°10'18"W. for a distance of 71.71 feet; thence S.1°29'36"W. for a distance of 83.56 feet to the northeast corner of State of Montana Department of Transportation Bargain and Sale Deed Film 148, Page 3285; thence along a curve to the right having a radius of 2221.83 feet and a central angle of 1°38'03" for an arc length of 63.37 feet and a chord bearing of S.89°18'29"W. for 63.37 feet; thence N.89°52'30"W. for a distance of 86.60 feet to the the Point of Beginning. The area of the above described parcel of land is 1.178 acres, more or less. DESCRIPTION TRACT 2-A P.O.B. TRACT 2-A (R1) (R1) (R1)(R1)(R1)(R1) (R1 ) (R1) (R2) Buronepe Annexation and Certificate of Survey No. 1553 (R1)(R2)(R3) State of Montana Department of Transportation Bargain and Sale Deed Film 148, Page 3285 (R3) (R3)(R1) ACREAGE SUMMARY OLD DEED 2818988 TRACT = 1.009 ACRES NEW TRACT 2-A = 1.178 ACRES CHANGE + 0.17 ACRES = 7387.27 SQFT OLD C.O.S. 467A TRACT 1 = 37.422 ACRES NEW TRACT 1-A = 37.252 ACRES CHANGE - 0.17 ACRES = 7387.27 SQFT SURVEYOR'S NOTE 1.It is not the intent of this survey to show all easements or exceptions to title for either tract. Found MDOT monument as noted Found 5/8" rebar per C.O.S. 467A Found 1 1/2" aluminum cap per C.O.S. 467A Found 5/8" MDOT rebar, no cap, S.74°07'25"E., 0.27' from corner position. STA 328+40 - 70' R/W STA 328+00 - 60' R/W Found 2" MDOT aluminum cap STA 322+40 - 60' R/W STA 322+00 - 70' R/W Found destroyed MDOT monument - Reset Found YPC, monument destroyed by construction- Reset Found iron pin STA 316+40.16 P.C. - 70' R/W Found 2.5" aluminum cap DETAIL PROJECT LOCATION WEST MAIN ST.S. FOWLER AVE.WEST COLLEGE ST. WEST M AI N ST. VICINITY MAP SCALE 1"=1000' SCALE 1"=40' Sewer and Water Pipeline and Access Easement Doc #____________ Sewer and Water Pipeline and Access Easement Doc #____________ 7 EXHIBIT D EXISTING EXCLUSIVES BURDENING GALLATIN MALL PARCEL 1. "Lease Agreement" dated December 13, 2000, by and between Gallatin Mall Group, L.L.C. (as "Landlord" therein) and House of Fabrics, Inc. dba Jo-Ann Fabrics (as "Tenant" therein), having a term terminating January 31, 2026, with one (1) remaining five (5) year options to extend. This lease states: "Excluding any occupant of the Shopping Center as of the date of this Lease, in the event that any portion of the Shopping Center (other than the Premises), any additions thereto, or any outparcels thereof, are used or occupied by (i) any tenant or occupant of the Shopping Center whose primary business is the retail sale of any items covered under the Protected Use or, (ii) any tenant or occupant of the Shopping Center who uses ten percent (10%) or more of its sales area therein for the retail sale of any of the items covered under the Protected Use (either of the foregoing being referred to as a "Market Condition"), then Tenant shall have the right and option either to (i) pay Substitute Rent, or (ii) terminate this Lease by giving written notice to Landlord, in which event all further obligations hereunder shall terminate. If Tenant elects the option in (i) above, it shall be without prejudice to a future election of the option set forth in (ii) above." The term "Protected Use is defined in the lease as: "the sale of fabrics of all kinds, yard goods, upholstery materials, patterns, knitting supplies, needlepoint, macrame, artificial flowers and accessories, arts and crafts materials and supplies, finished crafts, picture frames, framing (both ready- made and custom made), yarns and all types of notions, sewing machines, sewing machine furniture, fabric care items, products, accessories and services related to all of the foregoing." 2. "Outparcel Ground Lease" dated April 17, 2000, by and between Gallatin Mall Group, L.L.C. (as "Landlord" therein) and CLC Montana, LLC dba Taco Bell (as "Tenant" therein), having a term terminating August 31, 2025, with three (3) remaining five (5) year options to extend. This lease states: "Provided that (i) Tenant is not in default hereunder, (ii) Tenant continues to operate its business on the Premises as provided for in Article 11.2 of this Lease, and (iii) Tenant continues to operate under its agreement with Tenant's Franchisor, Tenant shall have the exclusive right to operate a Mexican restaurant in the Parking Area. This exclusive right shall in no way preclude Landlord from leasing space within the Mall Area to restaurant operators offering Mexican cuisine." 3. “Lease Agreement” dated November 19, 2001, by and between Gallatin Mall Group, L.L.C. (as “Landlord” therein) and Barnes & Noble Booksellers, Inc. (as “Tenant therein), having a term terminating January 31, 2028, with one (1) remaining five (5) year option to extend. This lease states in Section 7.1 thereof: “Tenant and any other occupants of the Premises . . . may use the Premises for the purpose of the display and retail sale and/or rental of (i) books, magazines, periodicals and newspapers in print, (ii) books, magazines, periodicals and newspapers on tape, disk, CD-ROM and/or any other media, computer software and computer games, as well as any items 8 which are technological evolution of any of the foregoing items, together with various media and merchandise incidental thereto, (iii) audio compact discs and other forms of recorded music, (iv) video tapes and disks, video games, (v) other merchandise typically sold in Tenant's other stores and (vi) any other lawful retail use, except as may be limited by Existing Exclusives and Future Exclusives to the extent set forth in this Article 7 . . . Tenant may, at its sole option, also operate, or grant a concession or sublease for the operation of, a "coffee or espresso bar" or "coffee shop" or similar operation within the Premises providing its customers with beverages, food and other related items including, without limitation, coffee, tea and other beverages, pastries, sandwiches, snacks and other pre-prepared or packaged food or beverage items, as well as related merchandise, either for sale or complimentary and for either on-site or take-out consumption (a "Coffee Shop"). . . Tenant's right to use the Premises for the purposes set forth in clauses (v) and (vi) of this Paragraph 7.1 shall also be subject to any exclusive use agreements (collectively, the "Future Exclusives") between Landlord and other anchor-type tenants or operators within the Shopping Center (meaning tenants/occupants occupying more than 15,000 square feet of display area) entered into subsequent to the Effective Date of this Lease, provided that (1) Tenant receives actual written notice of such Future Exclusives, (2) Tenant has not, prior to receipt of such written notice, commenced the display, sale and/or rental of any of the items affected by such Future Exclusives, (3) Tenant shall be subject to each of the Future Exclusives only for so long as each remains in force and effect in the Shopping Center and (4) in no event will any Future Exclusives prevent Tenant from making a use of the Premises as long as the display area Tenant devotes to the item(s) covered by the Future Exclusive(s) shall be less than ten percent (10%) of the total floor area contained within the Premises. It further states in Section 7.5: “Except to the extent permitted by Existing Conflicting Leases (as defined in Section 7.8 herein), Landlord, and its successors and assigns, shall not (a) operate or permit under any circumstances to be operated within the Shopping Center including, without limitation, any land contiguous or adjacent to the Shopping Center, now or hereafter owned by Landlord or its Affiliate(s) (hereinafter defined) any other store selling or displaying for sale or rental any of those items described in clauses (i), (ii) and (iii) of the first (1st) sentence of Paragraph 7.1 above (collectively, the "Exclusive Items") (except that with respect to any land that would be contiguous or adjacent to the Shopping Center but for any intervening road, street, alley or highway, such exclusive shall only apply with respect to any premises that operates primarily as a bookstore), (b) operate or permit under any circumstances to be operated within the Shopping Center any separately demised newsstand or magazine rack, regardless of size, or (c) operate or permit under any circumstances to be operated (1) any other Coffee Shop within one hundred (100) feet of the Premises or (2) any other "Specialty Coffee Shops", as hereinafter defined, within the Shopping Center, except for those tenants operating as Coffee Shops or Specialty Coffee Shops as of the Effective Date (or replacements thereof within such spaces). As used herein, a "Specialty Coffee Shop" shall mean any establishment whose primary business is the sale of coffee (eg. Starbucks Corporation, Rocky Mountain Roasters, Seattle's Best Coffee, etc.) The Incidental Sale (as hereinafter defined) of one, all or any combination of the Exclusive Items in connection with the overall business of another operator or tenant, or the sale of coffee, tea or other beverages by a non-Coffee Shop restaurant operator or tenant as an incidental part of its general restaurant operation, shall not be deemed a violation of this Paragraph 7.5. As used herein, "Incidental Sale" shall mean the lesser of (x) seven percent (7%) in the aggregate of such operator's or tenant's display area and (y) five hundred (500) square feet in the aggregate of such operator's or tenant's display area (inclusive of allocable aisle space). Notwithstanding the foregoing to the contrary, Landlord and Tenant agree that the operation 9 of a Coffee Shop by a retailer having premises in excess of 10,000 square feet of Leasable Square Footage as an incidental (but unrelated) part of its overall retail operation shall not be a violation of this Paragraph 7.5, provided (a) such Coffee Shop operation does not exceed five hundred (500) square feet, (b) such Coffee Shop operation does not have its own separate exterior building signage or the word "Cafe", "Coffee Shop" or the like as a part of its exterior building signage or advertised through a window and (c) such Coffee Shop operation does not have its own separate exterior entrance.” 4. “Lease” dated May 27, 2020 by and between Gallatin Mall Group, L.L.C. (as “Landlord” therein) and Whole Foods Market Rocky Mountain/Southwest, L.P. (as “Tenant therein), having a term terminating January 31, 2043. Article 7.1 of this lease states in part: Tenant (and any successors, assigns or subtenants of Tenant) shall be subject only to those exclusives of existing tenants in the Development that are set forth in Exhibit Q attached hereto and made a part hereof (the "Existing Exclusives"). Except for the Existing Exclusives, Landlord shall not be permitted to grant any tenant in the Development any exclusive use protection that is binding on Tenant (or any successor, assign or subtenant of Tenant), and except for the Existing Exclusives, neither Tenant nor any successors, assigns or subtenants of Tenant shall be bound by any exclusives of other tenants including, without limitation, future exclusives granted to other tenants in the Development. Notwithstanding any provision of this Lease to the contrary, Tenant shall not use, or allow the use of, the Demised Premises for, and Landlord shall not use, or allow the use of, the Development for, any of the Prohibited Uses (herein so called) set forth on Exhibit L attached hereto. Prohibited Parking Intensive Uses. Except as prohibited by applicable Laws, Landlord shall not permit in any portion of the "Prohibited Parking Intensive Use Area" depicted on the Site Plan any of the following: Any restaurant greater than 3,000 square feet. Any bar or cocktail lounge greater than 3,000 square feet. Any health club, health spa, fitness center, yoga or pilates center, weight room, gymnasium or the like greater than 2,500 square feet. Any salon (or other business) in excess of 2,000 gross square feet that provides hair treatments (haircuts, hair coloring, permanents, etc.), manicures, facials, massages or similar services. Restrictive Covenant. In no event shall a grocery store other than Tenant be permitted to operate in the Development. In addition, except for interior mall tenants without a front-facing entry to the parking lot and except as prohibited by applicable Laws, Landlord shall not permit (A) in any other portion of the Development, or (B) on any land contiguous or adjacent to the Development (including, without limitation, any land that would be contiguous or adjacent to the Development but for any intervening road, street, alley or highway) now or hereafter owned by Landlord or its affiliates ("Related Land"), any of the following: Any salad bar, delicatessen (which is defined as a retail store that sells sliced-to-order meat and/or cheese by weight or bulk), or any other business that sells any ready to consume prepared foods 10 (including, without limitation, pizza, salad, sandwiches or soups) for on or off premises consumption; provided that this Section 7.1(c)(i) shall not prohibit the operation of (A) a MOD Pizza or similar quick-serve artisanal pizza business, (B) one or more sandwich shops such as Subway or Jimmy John's, or (C) one (1) restaurant within the interior mall but with a front facing entry to the parking lot located adjacent to the existing cinema or any replacement thereof. Eatzi’s or any similar business that combines a specialty food market and self-service European-style eatery. Any juice and/or smoothie bar. LYFE Kitchen, Veggie Grill, The Plant, Tender Greens, SweetGreen, Native Foods, b.good, CHOPT, CORE, Urban Plates, or any similar business. The sale of (A) fresh or pre-packaged produce, meat, poultry, or seafood, (B) dairy, cheese, cereals, grains, fruits or vegetables, (C) pre-packaged frozen foods, (D) grocery products or bulk foods, (E) except if incidental to a restaurant use, gourmet foods, bakery goods, or alcoholic beverages (including beer and wine so long as Tenant is selling beer and wine for off-premises consumption), (F) body care products, cosmetics, health care items, beauty aids, plants, or flowers, or (G) vitamins, medicinal herbs, naturopathic or homeopathic remedies, or nutritional supplements. Any use that would impair Tenant’s ability to obtain and/or maintain a license to sell alcoholic beverages (including wine and beer) for on- or off-premises consumption from the Demised Premises. Exceptions to Prohibited Uses, Prohibited Parking Intensive Uses and Restrictive Covenant - General. Notwithstanding the foregoing Sections 7.1(b) and 7.1(c) and Exhibit L, but subject to the provisions of Section 7.1(d)(iv) below that constrain or prohibit the sale of the items described in Section 7.1(c)(v) above: Landlord may lease premises in the Development to one (1) conventional pharmacy, such as CVS or Walgreens, provided, however, such pharmacy may not devote more than twenty percent (20%) of its sales area (including associated aisle space) to the sale of food for off-premises consumption so long as it does not sell fresh produce (except as permitted below) (the "Pharmacy Food Space Limitation"); provided, however, that there shall be no restriction of, and the Pharmacy Food Space Limitation shall not apply to, the sale of candy, gum, mints, single serve snack foods, water, soft drinks or other beverages (other than beer, wine and alcohol, which sales area shall not exceed 250 square feet including associated aisle space), frozen novelties (other than ice cream, which shall be subject to the Pharmacy Food Space Limitation), nutritional supplements, vitamins, baby food or baby formula, or diet aids. In no event, however, shall such pharmacy be permitted to sell any amount of fresh and/or frozen meat, poultry, seafood or produce, except that such pharmacy may sell prepackaged fresh food including without limitation, luncheon meats, cheese, hot dogs, bacon, pre- packaged sandwiches and soups, pre-packaged fruit and vegetables and pre-packaged salads for off- premises consumption, provided the sales area of these items shall not exceed 250 square feet (including associated aisle space). As used in this subsection, "sales area" shall mean the floor area accessible to customers and in calculating the twenty percent (20%) limitation and the 250 square foot limitations as described above, shall mean that portion of the sales area upon which the fixture displaying the sale of food for off-premises consumption is located and the associated aisle space. As used in this subsection, "associated aisle space" shall mean half (1/2) of the adjacent aisle space that services such fixture. 11 Landlord may lease premises in the Development to one (1) cosmetic store such as Ulta, MAC or Sephora. Landlord may lease premises in the Development to one (1) City Vineyard or similar type use. Landlord may lease premises in the Development or Related Land to other tenants or occupants and permit them to engage in "incidental sales" of any of the prohibited items described in Section 7.1(c)(v). For purposes of the foregoing, a tenant or occupant shall be deemed to be conducting "incidental sales" of such prohibited items only if the aggregate floor area in such tenant’s or occupant’s premises devoted to the display of such items (other than those items the sale of which is completely prohibited as provided below) does not exceed the lesser of (1) one percent (1%) of the Rentable Area of such tenant’s or occupant’s premises, or (2) 100 square feet. Notwithstanding the foregoing, however, the sale of the following (even if such sales be considered only "incidental sales") by any tenant or occupant in the Development or on Related Land is expressly prohibited (1) wine and/or beer for off premises consumption, (2) meat, poultry and/or seafood for off premises consumption, (3) cheese for off premises consumption, (4) vitamins for off premises consumption, (5) naturopathic and/or homeopathic remedies for off premises consumption, and (6) nutritional supplements for off premises consumption. 5. “Shopping Center Lease” dated November 22, 2024 by and between Gallatin Mall Group, L.L.C. (as “Landlord” therein) and Sephora USA, Inc. (as “Tenant therein), having a term terminating January 31, 2036 with one (1) five (5) year option to extend. This lease states: Landlord shall not permit any other premises in the Center (other than Tenant's Premises) to be occupied by and operated by any tenant whose business is the sale, display or distribution, either solely or in any combination, of any items included in any one or more of the following categories of merchandise: (i) cosmetics, (ii) makeup, (iii) skin care products, (iv) hair care products, or (v) perfumes and fragrances (herein "Tenant's Exclusive"). Other tenants in the center may display and sell such items on an "Incidental Basis" (defined herein as the sale and display of such items shall not exceed a total area equal to the lesser of (x) five hundred (500) square feet of Gross Leasable Area) or (y) five percent (5%) of the total Gross Leasable Area occupied by the applicable tenant. The Tenant Exclusive shall not apply to Bath & Body Works (existing tenant), Lush (possible future tenant) or any tenant existing in the Center whose lease allows the sale of such items. Prohibited retailers shall include, by way of example and not limitation, those businesses operating under the following trade names: Beauty Brands, Blue Mercury, CVS, Rite Aid and Walgreens.