EASEMENT AGREEMENT

(State of Idaho – [County])

[// GUIDANCE: This template is designed for Idaho real property practitioners. Replace all bracketed text and verify legal descriptions, exhibits, and acknowledgments prior to execution and recording.]

TABLE OF CONTENTS

I. Document Header
II. Definitions
III. Operative Provisions
IV. Representations & Warranties
V. Covenants & Restrictions
VI. Default & Remedies
VII. Risk Allocation
VIII. Dispute Resolution
IX. General Provisions
X. Execution Block

I. DOCUMENT HEADER

This Easement Agreement (“Agreement”) is entered into as of [EFFECTIVE DATE] (the “Effective Date”) by and between:

1. [GRANTOR LEGAL NAME], a [STATE & ENTITY TYPE], having its principal place of business at [ADDRESS] (“Grantor”); and
2. [GRANTEE LEGAL NAME], a [STATE & ENTITY TYPE], having its principal place of business at [ADDRESS] (“Grantee”).

Recitals

A. Grantor is the fee simple owner of certain real property located in [COUNTY], Idaho, legally described in Exhibit A attached hereto (the “Servient Estate”).
B. Grantee desires to obtain, and Grantor is willing to grant, an easement [TYPE: appurtenant / in gross] for [PURPOSE: e.g., ingress/egress, utilities, drainage] over a portion of the Servient Estate described in Exhibit B (the “Easement Area”).
C. The parties enter into this Agreement to set forth their respective rights, obligations, and remedies.

NOW, THEREFORE, in consideration of the mutual covenants herein, and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows:

II. DEFINITIONS

For purposes of this Agreement, capitalized terms shall have the meanings set forth below; terms defined in the singular include the plural and vice-versa.

“Abandonment” – The intentional relinquishment of the Easement evidenced by (i) a recorded instrument executed by both parties, or (ii) non-use of the Easement by Grantee for a continuous period of [FIVE (5)] years.

“Actual Damages” – Direct damages proximately caused by a breach, expressly excluding incidental, consequential, special, exemplary, or punitive damages.

“Applicable Law” – All constitutions, statutes, regulations, ordinances, and common-law principles of the State of Idaho and applicable federal law as of the Effective Date and as amended from time to time.

“Easement” – The non-exclusive real property right granted under Section 3.1.

“Easement Area” – The portion of the Servient Estate depicted in Exhibit B.

“Force Majeure Event” – An event beyond the reasonable control of the affected party, including acts of God, governmental actions, and other events enumerated in Section 29.1.

“Grantor” and “Grantee” – As identified in the Document Header, together with their respective successors and permitted assigns.

“Maintenance Activities” – The activities described in Section 3.6.

“Term” – The duration of the Easement as provided in Section 3.4.

III. OPERATIVE PROVISIONS

3.1 Grant of Easement

Subject to the terms of this Agreement, Grantor hereby grants to Grantee a [PERPETUAL / TERM-LIMITED], [EXCLUSIVE / NON-EXCLUSIVE] easement [TYPE] over, across, and through the Easement Area (collectively, the “Easement”), together with the right of access to the Easement Area for purposes consistent with the Easement. The Easement shall run with and burden the Servient Estate and shall inure to the benefit of the [Dominant Estate / Grantee and its successors].

3.2 Purpose

The Easement is granted solely for [DETAILED PURPOSE] (“Permitted Use”). Any use outside the Permitted Use requires Grantor’s prior written consent.

3.3 Consideration

In consideration for the Easement, Grantee shall pay Grantor [CONSIDERATION AMOUNT] (“Consideration”) within [___] days after the Effective Date.

3.4 Term and Termination

a. Term: The Easement shall be [perpetual] unless earlier terminated in accordance with this Section.
b. Termination Events:
i. Written Release – A duly executed and recorded instrument signed by both parties;
ii. Abandonment;
iii. Merger – Common ownership of the Servient and Dominant Estates;
iv. Condemnation – Taking by eminent domain of the entire Easement Area;
v. Default – Uncured material breach as provided in Article VI.
c. Recording of Termination: Upon termination, the terminating party shall record a notice of termination in the records of the [County] Recorder.

3.5 Conditions Precedent

The following are conditions precedent to the effectiveness of this Agreement:
a. Delivery of a fully executed counterpart;
b. Payment of the Consideration;
c. Recordation pursuant to Section 11.

3.6 Maintenance and Repairs

Grantee shall, at its sole cost, maintain, repair, and restore the Easement Area in a safe, orderly condition consistent with the Permitted Use and Applicable Law. Grantor reserves the right to inspect upon [___] days’ notice.

3.7 Reservation of Rights

Grantor reserves all rights of ownership in the Servient Estate not expressly granted herein, provided such rights do not unreasonably interfere with the Permitted Use.

3.8 Taxes and Assessments

Grantee shall pay all ad valorem taxes and special assessments levied solely as a result of the Easement or Grantee’s improvements within the Easement Area.

3.9 Recording Requirements

The fully executed Agreement (or a memorandum thereof) shall be recorded in the official real property records of [COUNTY], Idaho within [___] business days after the Effective Date, meeting Idaho recording standards (e.g., paper size, margins, font size, acknowledgment).
[// GUIDANCE: Consult the current Idaho Recorder’s Manual for formatting and submission rules.]

IV. REPRESENTATIONS & WARRANTIES

4.1 Mutual Representations

Each party represents and warrants that:
a. It has full power and authority to enter into and perform this Agreement;
b. The execution and performance of this Agreement do not violate any other agreement binding on it;
c. This Agreement constitutes its valid and binding obligation, enforceable in accordance with its terms.

4.2 Grantor’s Additional Representations

a. Grantor is the sole owner in fee simple of the Servient Estate, free from liens or encumbrances that would materially interfere with the Easement;
b. Grantor has not previously conveyed any easement or right conflicting with the Easement granted herein;
c. No pending or threatened condemnation proceeding affects the Easement Area.

4.3 Survival

All representations and warranties survive the recording of this Agreement.

V. COVENANTS & RESTRICTIONS

5.1 Affirmative Covenants of Grantee

a. Comply with all Applicable Law and obtain required permits;
b. Promptly restore any damage to the Servient Estate caused by its activities;
c. Maintain insurance pursuant to Section 7.3.

5.2 Negative Covenants of Grantee

a. No storage of hazardous substances (as defined under Applicable Law) in the Easement Area;
b. No assignment of the Easement except as permitted under Section 9.3;
c. No alteration of grade or drainage without Grantor’s prior written consent.

5.3 Notice & Cure

Each party shall give the other written notice of any alleged breach and a [thirty (30)]-day opportunity to cure before exercising remedies, except as otherwise provided for emergencies or safety hazards.

VI. DEFAULT & REMEDIES

6.1 Events of Default

Any of the following constitutes a default:
a. Failure to perform any material covenant, obligation, or duty within applicable cure periods;
b. Material breach of representations or warranties;
c. Bankruptcy or insolvency of a party.

6.2 Remedies

Upon default, the non-defaulting party may:
a. Seek specific performance or injunctive relief;
b. Recover Actual Damages;
c. Pursue any other remedy available at law or in equity, subject to Article VII.

6.3 Attorney Fees

The prevailing party in any action arising out of this Agreement is entitled to recover reasonable attorney fees, costs, and expenses.

VII. RISK ALLOCATION

7.1 Indemnification

Grantee shall indemnify, defend, and hold harmless Grantor, its affiliates, and their respective officers, directors, managers, members, employees, and agents (“Indemnitees”) from and against all claims, liabilities, losses, and expenses (including reasonable attorney fees) arising out of or relating to:
a. Grantee’s exercise of the Easement;
b. Breach of this Agreement by Grantee;
c. Grantee’s negligence or willful misconduct.
[// GUIDANCE: Idaho enforces indemnity clauses if clear and unequivocal; avoid ambiguity.]

7.2 Limitation of Liability

NO PARTY SHALL BE LIABLE TO THE OTHER FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES. LIABILITY IS LIMITED TO ACTUAL DAMAGES, SUBJECT TO SECTION 7.1.

7.3 Insurance

Grantee shall maintain, at its own expense, (i) commercial general liability insurance with limits not less than [$1,000,000] per occurrence and [$2,000,000] aggregate, (ii) workers’ compensation as required by law, and (iii) any other insurance reasonably required by Grantor. Grantor shall be named as an additional insured.

7.4 Force Majeure

Neither party is liable for failure to perform due to a Force Majeure Event, provided the affected party (i) promptly notifies the other, and (ii) resumes performance as soon as practicable.

VIII. DISPUTE RESOLUTION

8.1 Governing Law

This Agreement is governed by and construed in accordance with the laws of the State of Idaho, without regard to its conflict-of-laws principles.

8.2 Forum Selection

Subject to Section 8.3, each party irrevocably submits to the exclusive jurisdiction of the state courts located in [COUNTY], Idaho for any action arising out of this Agreement.

8.3 Arbitration (Optional)

[SELECT ONE:
☐ The parties agree that any dispute shall be resolved by binding arbitration administered by the [Arbitration Organization] in accordance with its [Rules], and judgment may be entered in any court of competent jurisdiction.
☐ Arbitration is not required.]

8.4 Jury Trial Waiver (Optional)

[SELECT IF DESIRED: EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY in any action arising out of or related to this Agreement.]

8.5 Injunctive Relief

Nothing in this Article limits either party’s right to seek specific performance or temporary, preliminary, or permanent injunctive relief in a court of competent jurisdiction.

IX. GENERAL PROVISIONS

9.1 Amendments and Waivers

Any amendment or waiver must be in writing and signed by the party against whom enforcement is sought. No waiver of any breach is a waiver of any other or subsequent breach.

9.2 Notices

Notices must be in writing and delivered by (i) certified U.S. mail (return receipt requested), (ii) nationally recognized overnight courier, or (iii) personal delivery, to the addresses set forth above or such other address as a party designates by notice. Notice is effective on receipt or refusal.

9.3 Assignment

Grantee may not assign or transfer the Easement or this Agreement, in whole or in part, without Grantor’s prior written consent, except to a successor-in-interest to the [Dominant Estate / Grantee’s entire business] that assumes all obligations herein by written instrument recorded in the county records.

9.4 Successors and Assigns

This Agreement binds and benefits the parties and their respective successors and permitted assigns.

9.5 Severability

If any provision is held invalid or unenforceable, the remaining provisions remain in full force, and the invalid provision shall be reformed to the minimum extent necessary to render it enforceable.

9.6 Entire Agreement

This Agreement (including all Exhibits) constitutes the entire agreement between the parties regarding the subject matter and supersedes all prior agreements or understandings, written or oral.

9.7 Counterparts; Electronic Signatures

This Agreement may be executed in counterparts, each of which is deemed an original, and all of which constitute one instrument. Signatures delivered by electronic means (e.g., PDF, DocuSign) are binding to the same extent as originals.

9.8 Further Assurances

Each party shall execute and deliver any additional documents and take such further actions reasonably necessary to carry out the intent of this Agreement, including execution of a memorandum of easement suitable for recording.

X. EXECUTION BLOCK

IN WITNESS WHEREOF, the parties have executed this Easement Agreement as of the Effective Date.

[// GUIDANCE: Verify authority of signatories and, for entities, attach corporate resolutions or certificates of incumbency if required.]

NOTARIAL ACKNOWLEDGMENT (Idaho – Individual)

(Modify for entity acknowledgment as applicable)

State of Idaho )
: ss.
County of [__] )

On this ___ day of ____, 20__, before me, [NOTARY NAME], a Notary Public in and for said State, personally appeared [NAME], known or identified to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she executed the same.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written.

Notary Public for Idaho
Residing at: ___
My Commission Expires: _____

EXHIBIT A

Legal Description of Servient Estate
[INSERT FULL METES-AND-BOUNDS OR PLATTED DESCRIPTION]

EXHIBIT B

Depiction of Easement Area
[INSERT SURVEY, MAP, OR SKETCH—MUST BE RECORDABLE]