Declaration and Cross Ease Agmt for Shared Clubhouse Use & MaintI
+ FOR RFfoRDrNc rNroRMArroN)
RECITAIS:
DECLARATION AND CROSS EASEMENTS AGREEMENT
T'OR SHARJED CLI]BIIOUSE USE AND MAINTENANCE
THIS DECLARATION AND CROSS EASEMENTS AGREEMENT iS MAdC AS Of thc
?|,ft^lp of-Augus! 2001, by and between Lake Susan Hills, a Minnesota grr"*f p.rt *nip("r-SH"), and Powers Ridge, LIC, a Mirnesota rimitea fiabifity company growelrs niall1.- '
- WHEREAS, Powers Ridge is fte record fee simple owner of that certain r€al estate whichhas been platted as Lot r, Block l; powers Ridgo Apartnont Homes, carver county, Mimesob (the
"Powers Ridge Property,); and
WEEREAS, LSH is the record fee simple owner of that cerbin real estate which has beenplatted as Lols l, 2 and 3, Block_r, p_owers Ridge Aparment Homes 2nd Additior, c"*", co*ry,tvtinnas3! (collectively &e "LS_E Prolerty,' and individually ,Lot 1,, "Int i', and
-,,Lot
3,,,rcspectively; and rfren combined with fre powers Riage roperiy tne cmrLinea shal G r'r;ed toas the "Affected Propertyi); and
wITnREAs, Powers Ridge_currcntly is deveroping the powers Ridge property with anapartment building (,,Powers Rldge projec.t'); and
. _ WHEREAS, subsequen! to the development of the powers Ridge project, LsH int.nds to
9eve]"p F ryU Property in multiple phases with one or more spartnent buildings on each of Lot l,Lot 2 and Int 3 ("LSH projecf); and
WEEREAS' Powers Ridge rtrodr q -develop or arrange for the devoropment of ac-lubhouse wi6 meeting rcoms-and other amenities, *oi * u *lrrl4g pd, ;hd"*dr, *.('clubhouse") to be available 6r r1g as a sales ofrce during developmdt
"r GG"rip*:*l .raPowem Ridge Project and als'o sewicing the recreation and ijoyment needs of the residenb of the
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Affected Property, which Clubhouse will be located on the LSH pmperty;
WEEREAS, it is desirable to provide for the allocation of the maintenance and upkeeperpenses relating to the Clubhouse and easerne[ts for the cross use ofthe Clubhouse;
WEEREAS, to the extent any of the easements created hereby are now or rater becomeunder common ownership, trre same shafl be an equitable servitutle but shall be deemed aneasement and shall not be deemed merged in suctr-common ownershiF, until such time as theowners of all the Affected Property speciff in writing a specific intent to -rg",rrn i"t"r"rt ;and
wEEREAS, the parties intend fte Affected properry shall be held, ransfene4
mortgaged, sold, conveyed and occupied subject to the irovisio* of Ai, egr.rr.ot. -'
NOW TIIEREI'ORE, &e parties hereby agree and declare as follows:
1.- ...R*ttrti lte foregoing recitals are incorporated herein by this referenoe, including thedeffnitions set forth therein.
2' scQne irf Agrecment. The covenants, resrictions and easements created herein shallattach to, bind and run with the Affected property, and shal inure to the tenent or ana uebinding upon LSH, Powers Ridge and subsequent owners and hansferees of the Affected
I"p.rny and their respective heirs, representativis, successors in tifle, and ,"rig*, uoi *tnirgherein contained sharl be deemed to create any easement or othe.lgtti i" *vii"rit
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ri-*r.*of any "owner" (as defined below) of theAtrected property or fo. fr. u"o.il oi *yp;;;B, o.property owner other than the Affected property and owners thereo{ provided tilJ r,ri.,rg6irgshall not be deemed to prevent an owner from-aflowing its tenants, guests and invitees fromutilizing the easements created herein as set forth beloi. An ',own-er,, ro, prirporo-or otAgreement shall be LSH and/or powers x.idge, and each of its successors u, .i.oia rr. ,irpr"
:T:T :f "I put, qryl or portion of the Affected properry. Any person or entity which is orbecomes an owncr shall cease being an owner forpurposes ofthis Agreement when it no longeris the record fee simple owner of any part, parcef or portion of the-Affectea rropertx,-suulecthowever, to Section 20 berow. ror purposes iergol if any portion of the err"t& n'*p".ty i,sold under a contract for deed, the contact for deed pur.n*". (vendee) shall be deemed fteowner so long as such conhact remains in effecl In the event aoy portion of the AffectedProperty is.owned by more than 9n9 individuar or entity, such individuals ;J.;dd*i;;th*
shall constitute one owner but shall be joinfly and sevirally obligated under this lgr"?"ot
Each platted lot wifhin the Affected Property Qle., the powers RidgJ property anJr".nliiot f ,Lot 2 and Lot 3) shall be refened to, singly ai 'rrt" and if2 or moro, ," ,l,ot , ror purposes orthis Agreement, the temr 'work' s!f! mian uny construction, instaliatioD, .ri,t*r,i*i *prr,cleaning, replacemen! alteration, modification, dimolition, rcconstruction or reinstallation of an'tnprovemeirt''. The terrn 'Improvement" shall mean tsuildings", driveways, p"r{dr;; **r,
gruls, siagryurs, landscaping irrigation systems, "IJtilities" and an! "tu r"p6rlri*t ti*y "rthe Lots, iagluding the "clubhouse Improve.rrents, (as defned below). The ti* ..rldriao;rurr
mean pipc, lines, wires and any valves, switches, manholes or other accessory aevices appuronant
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a3d/o1 acgcssory to any of the. following ytilltics: i) storm sewer; ii) sanitary sewer; iii) wateq iv)eiec$;
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eas; or vi) commruricatiors. A building ;onteining apartnent units shall be refened toas a "Bulldlng',.
3. f'lrrhhonse Area. Th3 llu-bhouse-, and atljacent land area associated thaewith (which,upon completion of the LSH projec!
-sha[ specificalry incrude all poors, praygro*is .nalandscaped areas zurrounding the clubhouse up to the curbs aoaro, .u.r.re'ir""s
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or tn"tr*Iry: Td/or parking ar-eas srmounding the Cluthouse; ,r" g..phi".Uy ,no*o * tt,attached Fxhihit A (the ,,Clubhouse Area").
4. (llnhhorrse Arpr Resement. Each Lot Owner shall have.and is hereby granted aperpetual right and @sement for the non-excrusive use of the clubhouse arcu ro, tl"-p*por*,set forth herein' said easemenh shart be for recreational purposes consisteJ iriti tn.
l!!1b!ouse Imnrovements" (as defined below), and for the owners and their residents of each ofLSH Project and Powers Ridge- projects and ior pedesaian ingress and ,gr* t" *Ji-, tn"Lo! an! driveways. The crub.hoyge Area subjeci to said easements are ipecificafly dascribedand/or shown in Fxhihit A attached hereto, but iaid easements shall include all encroachments orany.improv^ements which are part of the clubhouse which may extend beyond such description.Bach Lot owner shall also have, for suoh period of time after **d,tio;;;;r-,'rlop"t
corrmetrccs and then until the projectrrhich i-s located upon such Lot has been niiry
"olnprct
aand, leased to 95% occupancy (the "o.rgrnal I*are ui,';, the right and easomeni i" G" tu"clubhouse for a rental office (the "Rental ollice Easement,'). The Rental omce siair ueexclusive for Powers fudge's use during its origiml Lease up and thereafter zurn ur. ,lutt u,non-exclusive with LsH. The Rental office Easement shall be restricted to such *. o, -o*,within the clubhouse which T dTrryFd for such purpose on the plans 1as oenneJ ietowy rorthe clubhouse, but shall include the right of inqgsi and egress to such room o, ,oorr-by th"owners and their invite€s. At ry3h. rfme as tae original Leie up has occuned ror att irojeots,the Rental office Basement shall either continue oia non-exclusive basis for all Lot ownJrs orif all such Loq ownels agree, such Rental office Easement may be terminated and the ioom orrooms devoted to such Rental office Basement may be converted to recreational uso.
5. ._ ('luhhonre ^req rmlrovemcnte. The Clubhouse Area and air space above the
Clubhouse Area shall bc kept free tom any and all permanent sEuctures and buiidings or similarimprovements other than the, clubhousi and poo[ sidewalrs, prayground .q"]d*t *aimprovements r€lated thereto ("clubholse Improvemenb). rne ro.ego'ing slal i"ip*""* *pr-ohibit storm water pipes, culverts, drainagJ gra.tes, and
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unaeigrorina utility-rir., *arelated improvemenb and/or equipment neceesary or desirable in conndtion witt trre p..iect to
be located under the clubhouse Area. Fountains, sidewalks, benches and other pedeskiro'.ouo,
aesthetic amenities within the clubhouse Area shall not be deemed p.initit a uy tni,Agreement.
6. - _ filnhhonse fmfrovernenlr Rrremenfe. From aad afrer the date hereof, there Shall beand-hereby is created orq under, over and across the clubhouse Area, in favor of the o*ner ofthe.Powers Ridgc Property, an eascment for tho construction, existence, rcpair, maintenance andreplacement of the clubhouse Improvements. The owners of the Ints are al* g.ot a i,r. ignt,
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licensq easement aad authority^to enter upon such portions ofLot 2 as is necessary to perforrn
and accomplish the matters sei-forth in sections z ana e 1ru iMalntenance E"se-.ntsi;- The
Maintenanoe Basements shall be restricted in time and in area as is reasonably ,aor..y toaccomplish the particular mattcrs set forth in Sections 7 and 9 and for which tnl Maintenance
Easement is being iavoked, The powers Ridge property shall have antl is hereby gr.rt d "perpetual right and non-exclusive easement for purposes ofa'ccess to, and inshllatioq muiitco.oo",
repair and replacement o{, utilities, in, on, over, across and under Ini 2 fo, ,.ruioiog iu. clriinors"
Area" but in no event under any Building or area designated by LSH as the locsion of a fua'eBuildhg. To the extent that the Utility lines servicing the Clubhouse Improvements u." J *ti."t
to p_ublic or other easements, Powers Ridge granb to the LSH property a perpetral right and non-
orclusive easement for purposes of access to, and maintenance, ,wii. i,ra *pil"rr*i"i utuluo,in' oq over, across and under tre Powers Ridge Property for ine-utitities sJricing tU" irotno*"Improvemenb, All utilities related to the easiments sirt a W this section o *irr u uro* ttsur&ce of &e Affected Property- except for manhole covers, fire hydranb and other similarImprove.,enb which are necessarily on and above the surface oftne erectea rropcrty
7. Cluhhouse Area Melnlenrnep
i. Should the clubhouse lnprovements be constucte4 they shall be const'cted
and completed by the owner of the powers Ridge property or its agenb or assigns
in a good and workmanlike fashion, utilizing due diligenL and prirsuant to plaru
and specilications ("prans') previously supplied to and to be approved by thi city(,'City") of Chanhassen, Minnesota, whicb plans, LSH acknowledges have been
approved by it.
ii. All fufurc repair or reconstruction and all normar repair, maintenatrce a,,djanitorial wort for the Pedestrian Link, and all other operating functions shall be
performed in a good and worknanrike manner by the o*n"r of th" powers Ridge
Properly, at its sole cost and expense, but shall be deemed a part of the
"Clubhousc Costs" payable by those Owners of the Lots, as set forth below.
iii. The sidewalls appurtenatrt to the clubhouse Area shalr be operated and
maintained (including ice and snow removal) by the parties owning the Lots .pon
which said sidewalks are located in their original coadition, ordlnury wear and
tear excepted and in all events at a standard of condition, efficiency, creanliness
and athactiveness equal to that of the powers Ridge property.
iv. Nothing contained herein shall prwent the parties from jointly contracting with
an entity to manage and perform all of the maintenance antl opirating obligitions
of such parties as set forth herein. To the extent any such joint o6[g.tlo* o.
costs ar€ imposed upon the owner of a particular Lot, it is understood-that such
costs shall be deemed Clubhouse Costs.
v, The oosts of consumed utilities and rnaintaining utility equipment servicing the
Clubhouse Lnprovements, shall be deemed Clubhouse CosS.
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For the purposes of performing :mergency repairs hereunder, or of takingemergency action to prevent damage oi desturtion to the clubhousi
P_l-.J:.."iT: each party, rhr- ouqh,is duly authorized rgrrs o, employecs, shallnave rhe nght to,enter upon the Clubhouse Area, at any time, without n;tic% withsuch persons and material as reasonably necessary to accomplish suctr emergencyrepairs or to take such emergency action.
Th: eas:mgnts o-reated and granted by this Agreement shall and do include theright of the Owners of Lots ara tneir- respective oontractors, agents,
representatives
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and assigns 0o ent€r upon the area subject to Oe area ii tneeasementr hereby created and sgc! other parb of the Lots as may be reasonablyneccssary for the purpose o,f doing any Work to or on any Ctubhouseknprovement so as to enable the usg eqioyment and benefit of such casements
and clubhouse Improvements. rhe owners'of each Lot, as existing from time totimg are granted the right and easement to enter upon thi Cmtnousi area 1ana, iinecessary f9r ingress and egress thereto from the nearest driveway) for purposesof perfonning any maintenance, upkeep or cleaning required'or p;#;
pursuant to this Agreement,
All Work on an easement arca created or granted hereby shall be done: (i) in such
manner as.t9 lo! unrcasonably interfere with the normal use and enjoyment ofthearea on which the Work is be-ing done; (ii) at the sole cost and ffinse of the
gntitf orderi_18. the Worlq (iiD in full compliance with the provisions of this
lglemeyt (iv) in firll compliance with all applicable statutes, codes, ordinances,
Tle,s :Dd regulations, (v) with respect to reconstruction maintenance, repair,
altg:natiops or modifications, the-Work shall use materials, equipment *a a,iig"and engineerin-g standards, equal to or beter than those orlgi-Uy used, (vi) iriagood and wor*rnanlike mgnner and (vii) in such .*d"s not to impair ordesEoy the structural soundness or integrity, aesthetic appesrance or firnctionalutility of the property or crubhouse rmprovernent upon #in which the work oractivity-is being done. Any darnage that occurs upon a Lot owned by an Ownerother thaa the Owner doing such Wor( dui to conshuction, .re.i, ;;
yaintenance shall be promptly rcpaired and/or replaced at the sole cosi of theOqer ryrforqing such repair conshuction or maintenaace. The foregoing shall
not_ be deemed to prevent such costs of repair and/or replacement from-being
included within the meaning of clubhouse costs, if the work involved wouli
have otherwise been deemed clubhowe costs and the damage that occuned was
not due to the negligence ofthe Owner performing the lyork.
felre. anfoy enters upon any. easement area to do auy Work, the entering party
shall give at least ten (10) days' prior notice of such en;y to the owner of [i Lot
upon which the easement area is located and the anticipated enty time, estimated
duration and purpose; said right of entry being subjeci to the afiected party,s not
objecting to said entry at said time and/or for iaid duration and/or purpose; which
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objections, however, shall not bo made unless a reasonable basis exists therefor.
Failure of the affected party to notifr the entering party within said ten (10) day
period shall be deemed conclusive evidence of lack of any such objection.
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notice need not be given in the event ofany emergency as reasonably drt"r.ined
by the entering party. Itr additiorl the entering party shall provide proof of
adequate liability insurance coverage (in an amount ofnot less than $2,00b,000).
x. The party doing the work and the owner of the Lot upon which the work is
being done, shall reasonably cooperate with one anotherio as to accomplish the
work with both the least amount of cost and aho with the reast amount of
interference to the l.ot upon which the Work is being done.
8. casts gnd RTenses. All costs and expenses in connection with the maintenanoe and
repair of the clubhouse knprovements ("clubhouse costs',) shall be the responsibility of eachof the Owners of Lots within the Afflected Property pursuant to ttreir respective nPro Rata
shares'. Bach of said Lot's "Pro Rsta shsre" shall be equal to a fraotion, the numsrator of
which
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is the numter of apartment units contained within the Lot in questioq and the
denominator shall be the collective aparment units of all Lots within the Affected property. No
apartrnent units shall be deemed contained upon a given I,ot until a certificate of oocupancy has
been issued by the City for the uni(s). Any Building partially or totally destroyed shali continue
to have the apartnent units of the Building prior to such deskuction until such time as the
restoration shall be completed or until two years passes without commencement of restoration
occurs, in which case it shall then have the then existing units as rebuilt and/or occupied or shall
have zero (0) uoits, as the case may be. The owner of the powers Ridge property shall initially
advance the costs associated with those Clubhouse Costs as set fortb in Seitions 7.ii and 7.v
above. At least semi-annually there shall be an adjustnent made between the Owners ofthe Lots
so that each Owner shall bear and share ib respective Pro Rata Share of the costs and expenses
for such maintenance or for such other clubhouse costs which may have been incurred by an
owuer. The preceding sentence notwithstanding, irnmediately upon receiving a statement; biil
or invoice for any item ofmaintenanco, contact clean-up costs or other singleixpense in excess
of $1,000.00, the owner initially responsible, after paying zuch statemenq bir or invoice shall
submit its stateme,nt for the same to the other owners who shall immediately pay to the
zubmitting owner the other ownefs Pro Rata share of such statement. any zucn suumining
owner shall keep, and present, upon request, all invoices, bills or statements of costs or expenses
incurred in connection with the maintenance of the clubhouse Improvements or such other
clulh9usc costs for a period of three years. such costs and expenses may include an
administrative or overhead cost of the Owner responsible for the performance thereof to cover
arranging such maintenance and billing, but such shal! not exceed five peroent (5%) of tho our
of-pocket costs incurred by such ownor. In the event any clubhouse costs incurred by an
owner relates to maintenance or work performed by a party related to said owner, then- auy
such costs in excess of what would be chargeable in an arms-length hansaction shall not be
included within said clubhouse costs. The clubhouse RB Taxes as determined pu$uant to
Section 17 below shall be a Clubhouse Cost.
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9' E'nihre to Msrntern. In the event the owner of the powers fudge property fa s tomaintain the clubhouse knprorrements as required by this Agreement, therithe o'*ouk or *ygtlel !9t, after compliance with the notice provisions offlris Agrerr."t, nuu. th";ghiio ourir.the Maintenance Basemenh (as tlefined in section q to enter upon the clubhouse Area toyiotuin the clubhouse hnprovements as required herein, and be reimuursJ tv o" otr..owners upon submission to said other applicable owners of copies of tn" ,t"t"i,.or, uitt.,invoices or other proof of costs and expenses incrne.d anJpaid bysaid owner i, thcr*o", *set forth in Section 8, above.
I0' Mnnler Drre. If not otherurise specified herein, a[ monies to be paid by any owner(o"!g Party")-ro any other.Qwne. cgwea party'i) shail be payable dnr", (rsl'urri"*,
days a8er notice from the owed party to owing partg sperifying the-Emo*t au" .J in.i"uroofor the payment. Interest shall accnrc on att rn'o*es ana other claims from the date the moniesare payable 61 6leim 6i56s at an interest rate equal to the lesser of: i) the ',prime,, o. ,irrfr*".,
rate of interest.publicly announced tom time to-time by us Bank National^es.o"iatioq pro. rxper annurn; or ii) at the highost allowable rate of interesi allowed by Minnesota usriry-ilai"irr.
11. rrefirlf. If any owner defaults in any obligation hereunder which can be cured by &repayment of monies and such default is not cured wiihin ten (10) days "t", *ltt"n oot", tio*ri1 givgl to. su9! defaulting owner by any other owner; or'if any-owner defaurs i" *u otu.,obligation in ttris Agreement and such default continues'for thirty tiol a.v. "-no**ittil'rou*thereof is given to such deftulrjng owner by any other owner (oifsuct aerautt is noi*."a ao"to excusable delays as provided in Section l0 below, or if it is of a kind tnar ca*ot- witrrreasonable diligence be cured within thirty (30) days but can be cured, rt"" ,rJ tiirty ciol o"vperiod shall be extended for the period reasonably necessary to cure the default as'long asreasonable and continuous efforts aro being made to cure ttre default), then any oor-a.rurrtiogowner may exercise any one or more ofthe remedies set forth in Section 12 below.
12. . Bemediqs. Upon the occurrence of a default under the preceding section and theexpiration of any period to cure, without a curing ofsuch defaul! any non-aeri'uttinfo*ne, *uyexercise one or more of the foflowing remedies: i) cure the a"arrf
"r *y a"aJti'nt p.rrv *a
gharge the costs thereo{, inclr$inc relsgnablg fees of experts and attomeys, to the-deto-ittingowner and all such costs shall be payable on demand, and for such purpor.s th" nor-aerauttingowner shall have an easement to entcr upon the clubhouse erea to ao any work puou*t tosection 7 and section 9 above, necessary to cure the default; and ii) specific entorcement,injunctive -relief, or any other remedy availabre at law or in- equity, qrtin*uv
"-.i.airghowever, the recovery of punitive or consequential monetary a..aie"* it"""."oi oiri.L ooany portion of the Iats (other than any judgrrent lien arisiug out oflegal ictions to enforoe AnsAgeement). No punitive or consequential monetary dam'ages shaf be sought or rtcovered
l"t y.ao by any partg howwgr such shal not pre;ent the, recovery of cosl and expenses,
incl3din-g rgaqonable attomeys fees and fees of experts, or costs incurred in connection withgqrg 9" dgfaulting party's defaulq or direct damages or costs for which a party is entitled toindemnification. Any action seeking one or more foirs of relief shall not be a barto an action atthe same or zubsequent time seeking other forms of relief. costs of any suot
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reasonable attomeys fees of the prevailing party or parties, shall be paid by the party oi p"rtig
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not preyailing. Any delay in realizing or failure to realize on any remedy herein for a default
hereunder shall not be deemed a waiver of that default or any subsequent default ofa similar or
different kind, and no waiver of any right or remedy hereunder shall be effective unless in
writing and siped by the person against whom the waiver is claimed.
13. Parformsnce, Excrsnhle flelsys. Whenever performance is required Of any Owner, that
owner shall use all due diligence to perform and take all necessary measures in good faith to
perform as soon as possible; provided however, that if complefion of perfomrance shall be
delayed at any time by reason of acts of God, war, civil commotion, riots, strikes, picketing or
other labor disputes, unavailability of materials or labor, or d,mage to work or othei activity in
progress by reason of fire or other casualty, or other causx beyond the reasonable contol ofthat
owner, then the time for perfomrance as herein specified shall be appropriately extended by the
length of the delay actually so caused. The provisions of this Section shall not operate to eicuse
any Owner from the prompt payment of any monies required by this Agreement.
14. llesemenls fo Conflnue Nnfwithstgnding Rreeeh. It is expressly agreed that no breagh
of this Agreement shall entitle any party, its successors or assigls, to canc€l, rescind or
otherwise terminate any easements meated hereunder. However, zuch limitations shall not
affec! in any tluruer, any other rights or remedies which zuch party may have hereunder by
reason of such breach.
15. Relocsfing and T)ocumenting tr'.esemenfs.
i) To the extetrt easements hereby granted declared and created are not
specifically defined or are erroneously defined with respect to location or
width, any Owner may prepare and document such descriptions or such
accurate descriptions and all necessary parties aglee to execute and deliver
such documentation in recordable form upon receipt by each such par{y of
information reasonably acceptable to such party that the descriptions are
accumte, complete, conform to and are consistent wittr the provisions of
this Agreement. The party requesting such documentation shall pay the
cost ofpreparing and filing or recording such documentation.
The requirements, duties and obligations as contained in the immediately
preceding subparagraph shall apply to any suMivision and replatting of
any of the Los into smaller lots, blocls and-/or ouflots.
16. Non-tr'.relrrslva tr'.esemenfs. The parties hereto understand and agree that those
easements hereby granted and created which are non-exclusive are subject to the right of any
Owner whose Lot is subject to such non-exclusive easement to use that Owne/s l,ot for similar
or dissimilar uses and puposes; provided, however, that such uses shall be subjeot to the
easements hereby granted and created.
ii)
17. Reql Estrfe Tgres for fhe Pond Arer. Ite real estate taxes attributable to the
clubhouse Area (the "clubhouse RE Taxes") shall be part ofthe clubhouse costs set forth in
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Section 8 above. Ifthe Carver County assessot's oftice indicates to the owner of the ClubhouseArea or othervrise provides what the clubhouse Area,s valuation ror r"a estateta:r-ffir",
should be then the parties shall utilize such valuation for determining the Clubhouse Ril t'axes.Howevor, if the assessor's office does not so provide, then thJy shall be aet*rio.a i*accodance with the following procedures:
i. in the event .he crubhouse Area is given a separate tax parcer by the appropriate
taxing authority, then the crubhouse RE Taxes shall equal tne iaxes
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on the tax statement for the Clubhouse Area's tax parceli
ii. in the event the crubhouse Area's and clubhouse Improvements' valuation are
spread amongst all the Lots by ttre appropriate axing authority by virtue of the
easemetrb of this Agreement, then there shall be no crubhousl Rs ra*er,
iii. in the event subparagraphs i or ii are not applicable, the clubhouse RE Taxes
shall be equitably determined by utilizing peiunit valuations (of all tnts with pro
Rsta shar€0 and detemrining the varuation of the clubhouse Area by determining
the per unit discrepanoy of Lot 2 above the per unit varuations of the other Lots
after taking into account all ottrer variables. ihe valuation of the Clubhouse Area
as so equitably determined shalt be used to determine the clubhouse RB Taxes.
18, .-'This Agreement may be terminated, extended, modified oramended as to the whole of the Afrected property or any portion, with the writtin oonsent ofowners owning at least 66 2t3% of the residential units'upon all Lots within the Affectedp-roperty; provided however, that no such modification or amendment shall increase any Ownefs
share of the costs and expenses of maintenance of thc clubhouse knprovemenm to J, ,.0*tgreater than as set forth in section 8 above, without ttre written coasent ofsuch owner.
19, Term ' The covenanh of this Agrcement shal be effective and in frrll force and efrectfor thirty (30) years from the date hereof, urless soorcr terminated purzuant to section ra--
above. At the end of said thirty (30) year period tlre covenants of tiris Agreement snau
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awomatically be extcnded for successive ten (10) year periods until or unless the record
ownert of all the Affected Property agree in writing and frle of record a statement ttrat the
Covenants of this Agreement shall not automatically renew at the next expiration date thereot
but rather shall tenainate and be of no further forci and effect. NotnitnsLnaing *ytlrir;
contained herein to the contrary, all easements oeated hereby shall contimre in ferpinriri.
20. , J.iehlllty tJmlfeflon. the obligations of any Owncr of the Affected property shall cease
on the date such Owner c€ases to be an Owner as defined herein; provided howeverjany liability
arising hereunder prior to such Owner ceasing to be an Owner shall not be terminated but strall
continue for such Owner after the Owner ceases to be an Owner until such liability is satisfied.
21. rnsrrrancn. Each owner wi6 pro Rsta sharcs, with r€spect to the operations on iE Lot,
shall, at all times during the exishnce of &o easemenb herein grante( mainiain in full force andeffect comprehensive general commercial liability insurand with a financially ,"go iut,
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)msurance company or companies, providing protection against personal 0r boilily injury or rteath
to. any persons, and for any instance of property damage; an-d such insurance rl"u L io tt "minimum amount of $1,000,000 per occunence, $2,000,000 aggregate for botlily o, f.olrutinjury or death or property damage.
22. tr'.sroppel Cerfificgte. Any Owner may, at any time and from time to time, in connection
with the sale or transfer of the Owner's Lot or portionthereof or interest therein, oi in connection
with the financing or refinanoing ofthe Owneds Lot deliver written notice to tG other Owners,requesting such owners to execute certificates certiffing: that the requesting owner is not in
default in the performance of its obligations under this .A.greement, or,if io difuolt, to describe
therein the nature and amount of any and all defaults and the address to where notices under this
Agreement may be sent to such certifring owner. Any owner receiving such request shatl
execute and retum a certificate within fifteen (15) days following the reqirest thereior. Such
certificate may be relied upon by transferees or mortgagees in respect of thi requesting owner'slnt or any portion thereofor interest therein.
23. Non-Merger. The ownership, at any time during the Term of this Agreemetrt, of more
than one Lot by the same Owner or by aa Owner and ao uffiliute entity of sucf, Owner,'shall not
cteate a merger of title, estate, or other merger, including any merger of the dominant andservient estate with respect to easements granted in this Agreemeng and shall therefore not
terminate any of the easements, covenants, or other terrns orprovisions which shall remain infull force and effect for the period provided in this Agreement, regardless of any of the aforesaid
cornmon ownerships now or hereafter existing of any Lots.
24. Nnflces. All notices, demands, statements and requests (collectively ,,Noflce,') required
or permitted to be given under this Agreement must be in writing and shali be deemed to have
been properly given or served as of the date hereinafter specified: i) on the date of personal
service upon the person to whom the notice is addressed, ii) on the aaie oree e) days after the
notice is postnarked by the United states post office, provided it is sent prepaii, registered or
certified mail, retum receipt requeste( and iii) on the date the notice is delivjred 6y a'reputable
courier service to the address of the person to whom it is directed, provided it is sent prepaid,
return receipt requested. The address of powers Ridge and LSH as of the filing'of this
Agreement is c,/o Realty center, ATTN: Tom Ries and Jim Lamso4 7600 parklawn Aveiue, suitez!!, Mina uN' 55435. All persons or entities hereafter becoming an Owner shall registei their
address with each other Owner by written notice to such other Owrers, given in aocorlance wittr
this Section- Any owner which has rot so registered its addrqss shaf be deemed to have the
address which is on record with_the carver county Recorder's office for zuch owner, or faiting
the foregoing, such owner shall be deemed to havo the address where the real property tax
statements are sent for the Lot owned by such owner. Each owner shall have oi riitt, from
time to time, upon at least ten (to) aays prior written notice (in accordance with this sJcion) to
change its registered address. Refusal to accept delivery of a Notice or the inability to deliver a
notice because of an address change which was not properly communicated shall not defeat or
delay the giving of a Notice.
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