EASEMENT AGREEMENT
(Maryland)
[// GUIDANCE: This template conforms to Maryland real property law, incorporates recording requirements under Md. Code Ann., Real Prop. § 3-101, and includes customizable options for arbitration, jury waiver, and other risk-allocation provisions.]
TABLE OF CONTENTS
- Document Header ..................................................... 1
- Definitions ............................................................ 2
- Grant of Easement; Purpose ........................................ 4
- Consideration; Conditions Precedent ............................ 5
- Representations & Warranties .................................... 6
- Covenants & Restrictions ........................................... 7
- Default; Notice; Remedies ......................................... 9
- Risk Allocation ....................................................... 10
- Dispute Resolution .................................................. 12
- General Provisions ................................................. 14
- Execution & Acknowledgment .................................... 16
- Exhibits .............................................................. 17
Page numbers are illustrative.
I. DOCUMENT HEADER
THIS EASEMENT AGREEMENT (this “Agreement”) is made as of [EFFECTIVE DATE] (“Effective Date”) by and between:
• [GRANTOR LEGAL NAME], a [STATE & TYPE OF ENTITY/INDIVIDUAL] having an address at [ADDRESS] (“Grantor”), and
• [GRANTEE LEGAL NAME], a [STATE & TYPE OF ENTITY/INDIVIDUAL] having an address at [ADDRESS] (“Grantee”).
RECITALS
A. Grantor is the fee simple owner of the real property located in [COUNTY], Maryland, more particularly described in Exhibit A attached hereto (the “Burdened Property”).
B. Grantor desires to grant, and Grantee desires to accept, a [☐ perpetual / ☐ term-limited] [TYPE: e.g., access, utility, drainage] easement across a portion of the Burdened Property (the “Easement Area”) for the benefit of [the Grantee’s adjoining parcel described in Exhibit B (the “Benefited Property”)] / [Grantee in gross].
C. The parties enter this Agreement for good and valuable consideration, the receipt and sufficiency of which are acknowledged.
NOW, THEREFORE, the parties agree as follows:
II. DEFINITIONS
For purposes of this Agreement, the following capitalized terms shall have the meanings set forth below. Defined terms include the singular and plural forms as the context may require.
“Actual Damages” – Direct, proven damages suffered by an indemnified party, excluding consequential, incidental, special, exemplary, or punitive damages.
“Benefited Property” – As defined in Recital B.
“Burdened Property” – As defined in Recital A.
“Commencement Date” – The later of (i) the Effective Date, or (ii) recordation of this Agreement among the Land Records of [COUNTY], Maryland.
“Easement Area” – The portion of the Burdened Property legally described on Exhibit C and graphically depicted on Exhibit C-1.
“Expiration Date” – [DATE]/[occurrence of Termination Event under § 3.04].
“Governmental Authority” – Any federal, state, county, municipal or other governmental or quasi-governmental agency having jurisdiction.
“Hazardous Material” – Any substance regulated under applicable Environmental Laws.
“Permitted Uses” – The uses described in § 3.02.
[// GUIDANCE: Add or delete definitions to suit the particular transaction.]
III. OPERATIVE PROVISIONS
3.01 Grant of Easement
Subject to the terms and conditions herein, Grantor hereby GRANTS, BARGAINS, SELLS, and CONVEYS unto Grantee a [☐ non-exclusive / ☐ exclusive] [TYPE] easement over, across, under, and through the Easement Area, together with all rights reasonably necessary for the exercise of the Easement, including [list appurtenant rights, e.g., ingress and egress, installation, maintenance, and replacement].
3.02 Permitted Uses
The Easement may be used solely for the following purposes:
a. [Describe permitted access, utility lines, drainage facilities, etc.];
b. Reasonable activities ancillary and incidental thereto.
Grantee shall not use the Easement Area for any other purpose without Grantor’s prior written consent.
3.03 Term
a. Perpetual Easement: If the parties check “perpetual” above, the Easement shall be perpetual unless terminated pursuant to § 3.04.
b. Term-Limited Easement: If term-limited, the Easement shall commence on the Commencement Date and expire on the Expiration Date.
3.04 Termination Procedures
The Easement may be terminated only:
1. By a written instrument executed by Grantor and Grantee and recorded among the Land Records of [COUNTY], Maryland;
2. Upon written certification by Grantee of permanent abandonment of the Easement, followed by Grantor’s recordation of a termination affidavit after 12 months of non-use;
3. Automatically upon Expiration Date for a term-limited easement;
4. As a remedy for uncured Default pursuant to § 7.03(c).
[// GUIDANCE: Maryland recognizes termination by release, merger, or abandonment. Provide adequate evidentiary procedures.]
3.05 Consideration
As consideration, Grantee shall pay Grantor the sum of $[AMOUNT] within [X] business days after the Commencement Date. Failure to pay is an Event of Default under § 7.01(a).
3.06 Conditions Precedent
The obligations of the parties are conditioned upon:
a. Recordation of this Agreement per § 10.06;
b. Delivery of any required third-party consents or lender subordination agreements;
c. Absence of any pending condemnation affecting the Easement Area.
IV. REPRESENTATIONS & WARRANTIES
4.01 Grantor represents and warrants that:
a. It holds fee simple title to the Burdened Property, free of encumbrances that would materially interfere with the Easement;
b. It has full authority to execute and deliver this Agreement;
c. To Grantor’s Knowledge, no Hazardous Material is present in the Easement Area in violation of Environmental Laws.
4.02 Grantee represents and warrants that:
a. It is duly formed, validly existing, and in good standing in its state of organization and Maryland (if foreign);
b. It has full authority to execute and deliver this Agreement;
c. It will comply with all applicable laws, ordinances, and regulations in exercising the Easement.
4.03 Survival
All representations and warranties shall survive the execution, delivery, and recordation of this Agreement for a period of [X] years.
V. COVENANTS & RESTRICTIONS
5.01 Maintenance; Restoration
Grantee shall, at its sole cost, keep the Easement Area in good order and repair and promptly restore any disturbed surfaces to a condition reasonably comparable to pre-existing condition.
5.02 Compliance
Grantee shall obtain and keep in force all permits and approvals required for its use of the Easement Area.
5.03 Notice & Inspection
Upon 48-hours’ prior written notice (except in emergencies), Grantor may inspect the Easement Area to confirm compliance.
5.04 Prohibited Activities
Grantee shall not:
a. Store Hazardous Materials (except fuel or lubricants in vehicles/equipment used in normal operations),
b. Interfere with Grantor’s existing or planned improvements outside the Easement Area,
c. Assign the Easement except as permitted in § 10.02.
VI. DEFAULT & REMEDIES
6.01 Events of Default
a. Monetary Default – Failure to pay any amount due hereunder within ten (10) days after written notice.
b. Non-Monetary Default – Failure to observe any non-monetary covenant within thirty (30) days after written notice (subject to force majeure and extended cure up to ninety (90) days if diligently proceeding).
c. Bankruptcy or insolvency of either party materially impairing performance.
6.02 Remedies
Upon an Event of Default:
a. The non-defaulting party may seek specific performance, injunctive relief, or damages;
b. Grantor may temporarily suspend Grantee’s rights during the cure period;
c. For material, uncured defaults under § 3.04, Grantor may record a termination of Easement.
6.03 Attorneys’ Fees
The prevailing party in any action shall recover reasonable attorneys’ fees and costs.
VII. RISK ALLOCATION
7.01 Indemnification
Grantee shall indemnify, defend, and hold harmless Grantor and its affiliates, successors, and assigns from and against any and all Actual Damages, liabilities, claims, or expenses arising from: (i) Grantee’s use of the Easement Area; (ii) breach of this Agreement by Grantee; or (iii) the negligence or willful misconduct of Grantee or its agents. The indemnity survives termination.
7.02 Limitation of Liability
Except for (a) indemnification obligations, (b) fraud, or (c) willful misconduct, neither party shall be liable for any damages other than Actual Damages.
7.03 Insurance
Grantee shall maintain, at its expense, (i) Commercial General Liability insurance with limits of not less than $[AMOUNT] per occurrence and $[AMOUNT] aggregate, naming Grantor as an additional insured, and (ii) Workers’ Compensation coverage as required by law.
7.04 Force Majeure
Neither party shall be liable for failure to perform due to acts of God, governmental actions, strikes, or other causes beyond reasonable control, provided such party gives notice within ten (10) days of the event and diligently resumes performance.
VIII. DISPUTE RESOLUTION
8.01 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Maryland, without regard to its conflict of laws principles.
8.02 Forum Selection
Any suit arising under this Agreement shall be brought exclusively in the state courts located in [COUNTY], Maryland, and each party irrevocably submits to such jurisdiction.
8.03 Optional Arbitration
[☐ If checked, the parties agree that, as a condition precedent to litigation, any dispute shall be submitted to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Judgment on the award may be entered in any court of competent jurisdiction.]
8.04 Jury Trial Waiver
[☐ EACH PARTY WAIVES ITS RIGHT TO A TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT.]
8.05 Injunctive Relief
Nothing in this Article VIII shall limit either party’s right to seek temporary or permanent injunctive relief or specific performance in accordance with § 6.02 and Md. Rule 15-501, as applicable.
IX. GENERAL PROVISIONS
9.01 Amendments & Waivers
No amendment or waiver is effective unless in writing and signed by both parties. No waiver shall be deemed a continuing waiver unless so stated.
9.02 Assignment
Grantee may not assign this Agreement or the Easement without Grantor’s prior written consent, except to (i) a successor-in-interest to the Benefited Property, or (ii) an affiliate controlling, controlled by, or under common control with Grantee, provided the assignor remains liable.
9.03 Successors & Assigns
This Agreement shall bind and benefit the parties and their respective successors and permitted assigns.
9.04 Severability
If any provision is unenforceable, it shall be deemed severed, and the remainder shall remain in full force, with the parties negotiating in good faith to replace the invalid provision.
9.05 Entire Agreement
This Agreement (including all Exhibits) constitutes the entire agreement and supersedes all prior or contemporaneous understandings.
9.06 Recordation; Maryland Requirements
Promptly following execution, Grantor shall cause this Agreement (or a memorandum thereof) to be recorded among the Land Records of [COUNTY], Maryland, together with any required Maryland Land Instrument Intake Sheet. The parties shall share equally any recordation taxes and fees unless otherwise provided in Exhibit D.
9.07 Counterparts; Electronic Signatures
This Agreement may be executed in counterparts (including by PDF or electronic signature compliant with Md. Code Ann., Com. Law § 21-101 et seq.), each of which is an original and all of which together constitute one instrument.
X. EXECUTION BLOCK
IN WITNESS WHEREOF, the parties have executed this Easement Agreement as of the Effective Date.
GRANTOR:
[GRANTOR LEGAL NAME]
By: ____
Name: ____
Title: ____
GRANTEE:
[GRANTEE LEGAL NAME]
By: ____
Name: ____
Title: ____
ACKNOWLEDGMENT
State of _ )
County of ______ ) ss.:
I, ___, a Notary Public in and for the jurisdiction aforesaid, do hereby certify that [NAME], as [TITLE] of [GRANTOR], and [NAME], as [TITLE] of [GRANTEE], personally appeared before me this ____ day of __________, 20, acknowledged the foregoing instrument for the purposes therein contained, and executed the same in the capacity herein stated.
Witness my hand and official seal.
Notary Public
My Commission Expires: ______
[SEAL]
XI. EXHIBITS
Exhibit A – Legal Description of Burdened Property
Exhibit B – Legal Description of Benefited Property (if applicable)
Exhibit C – Legal Description of Easement Area
Exhibit C-1 – Plat/Sketch of Easement Area
Exhibit D – Allocation of Recording Taxes & Fees (optional)
[// GUIDANCE: Attach a precise metes-and-bounds description and surveyor’s plat; Maryland law requires adequate description for recordation.]
[// GUIDANCE: Prior to execution, counsel should:
1. Verify title and existing encumbrances;
2. Confirm lender subordination and HOA approvals, if any;
3. Ensure compliance with Md. Code Ann., Real Prop. § 12-101 et seq. if any transfer taxes apply;
4. File the Maryland Land Instrument Intake Sheet with the appropriate Circuit Court Clerk.]
END OF DOCUMENT