Easement Agreement - Tennessee

EASEMENT AGREEMENT

Tennessee

Before you use this: Complete and check the legal descriptions, survey, title, owner authority, required consents, signatures, acknowledgment, and county recording requirements for the affected land. Have Tennessee real estate counsel review the completed grant.

TABLE OF CONTENTS

1. Document Header
2. Definitions

3. Operative Provisions
   3.1 Grant of Easement
   3.2 Easement Nature & Classification
   3.3 Use & Scope
   3.4 Consideration
   3.5 Conditions Precedent

4. Representations & Warranties

5. Covenants & Restrictions
6. Default & Remedies
7. Risk Allocation
8. Dispute Resolution
9. General Provisions
10. Execution Block
11. Exhibits & Schedules

1. DOCUMENT HEADER

Prepared By: ____________________________________
Return To: ______________________________________
Tax Map/Parcel ID No.: ___________________________
Property Address (if any): ________________________

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

1. [GRANTOR LEGAL NAME], a [ENTITY TYPE] organized under the laws of [STATE], having an address at [ADDRESS] (“Grantor”), and
2. [GRANTEE LEGAL NAME], a [ENTITY TYPE] organized under the laws of [STATE], having an address at [ADDRESS] (“Grantee”).

Grantor is the record owner of certain real property situated in [COUNTY] County, Tennessee, more particularly described on Exhibit A attached hereto and incorporated by this reference (the “Servient Tract”). Grantee owns or is acquiring an interest in certain real property, also described on Exhibit B attached hereto (the “Dominant Tract”).

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

2. DEFINITIONS

For purposes of this Agreement, the following capitalized terms have the meanings set forth below:

“Applicable Law” means all present and future statutes, regulations, ordinances, and common-law principles of the State of Tennessee, together with any applicable federal laws.

“Easement” means the real property right granted pursuant to Section 3.1.

“Easement Area” means that portion of the Servient Tract depicted on Exhibit C.

“Force Majeure Event” has the meaning set forth in Section 7.5.

“Person” means any individual, corporation, partnership, limited liability company, trust, unincorporated organization, or governmental authority.

3. OPERATIVE PROVISIONS

3.1 Grant of Easement

Grantor grants to Grantee the [PERPETUAL / TERM-LIMITED THROUGH DATE], [EXCLUSIVE / NON-EXCLUSIVE] [SPECIFIC TYPE AND PURPOSE] easement over the Easement Area described in Exhibit C (the “Easement”). The permitted improvements and activities are [DESCRIBE]. No use outside the completed description and purpose is granted by this sentence.

3.2 Easement Nature & Classification

a. Intended benefit. The parties intend the Easement to benefit the Dominant Tract described in Exhibit B and to burden the Servient Tract described in Exhibit A, subject to the completed title and consent review.
b. No Public Dedication. Nothing herein constitutes a dedication of the Easement Area to the public.
c. Existing interests. The parties identify known mortgages, leases, easements, and other affected interests here: [LIST OR “NONE IDENTIFIED”]. Any needed consent or subordination must be obtained in a separate signed document; this Agreement alone does not change an existing interest's priority.

3.3 Use & Scope

a. Permitted Uses. Grantee may use the Easement solely for the purposes stated in Section 3.1.
b. Prohibited Uses. Grantee shall not (i) interfere materially with Grantor’s use of the Servient Tract; (ii) store hazardous materials in violation of Applicable Law; or (iii) expand the Easement Area without Grantor’s prior written consent.
c. Maintenance & Repair. Grantee shall, at its sole cost, maintain the Easement Area and any Improvements in a clean, safe, and operable condition.
d. Access by Grantor. Grantor retains the right to access the Easement Area for inspection or to perform activities that do not unreasonably interfere with Grantee’s rights.

3.4 Consideration

In consideration of the Easement, Grantee shall pay Grantor [MONETARY AMOUNT], receipt of which is hereby acknowledged, and/or perform the following obligations: [OTHER CONSIDERATION].

3.5 Conditions Precedent

Before signing, the parties shall attach Exhibits A through C, confirm that the signatories have authority, identify any required owner, lender, or other third-party consent, and arrange execution and recording under the requirements of [COUNTY] County, Tennessee. Title insurance or an endorsement, if desired, must be arranged separately.

4. REPRESENTATIONS & WARRANTIES

4.1 Mutual Representations. Each party represents and warrants to the other that:
a. It is duly organized, validly existing, and in good standing under the laws of its jurisdiction;
b. It has full power and authority to enter into and perform this Agreement;
c. The signer has authority to sign for the named party, if the party is an entity; and
d. Its execution and performance of this Agreement do not violate any agreement or Applicable Law.

4.2 Grantor’s Additional Representations. Grantor further represents and warrants that:
a. Grantor's interest in the Servient Tract is [DESCRIBE INTEREST AND SOURCE OF TITLE], subject to the interests identified in Section 3.2(c);
b. Grantor has not previously conveyed any easement or other interest that would materially interfere with the Easement; and
c. Grantor will execute such further assurances as may be reasonably requested by Grantee to evidence or perfect the Easement.

4.3 Survival. All representations and warranties survive the recordation of this Agreement.

5. COVENANTS & RESTRICTIONS

5.1 Grantor’s Covenants. Grantor covenants that it will not:
a. Voluntarily create an interest that materially interferes with the permitted use of the Easement;
b. Erect any structure within the Easement Area that would materially interfere with Grantee’s rights; or
c. Permit any activity on the Servient Tract that would violate Applicable Law in a manner materially affecting the Easement.

5.2 Grantee’s Covenants. Grantee covenants that it will:
a. Comply with all Applicable Law in its use of the Easement;
b. Promptly repair any damage to the Servient Tract caused by Grantee; and
c. Carry and maintain the insurance selected in Section 7.3, if any.

5.3 Notice & Cure. Either party claiming breach of a covenant shall deliver written notice to the other specifying the breach; the breaching party shall have [___] days (or, in the case of an emergency, a reasonable period) to cure.

6. DEFAULT & REMEDIES

6.1 Default. A material breach of this Agreement not cured within the period stated in Section 5.3 constitutes a default. Mere nonuse, insolvency, or a change in ownership does not automatically terminate the Easement under this Agreement.

6.2 Remedies. A party alleging default may seek relief from a court with jurisdiction. The court determines the available remedy. This Agreement grants neither party a right to unilaterally clear title, terminate the Easement, perform the other's obligations at the other's expense, or charge default interest.

6.3 Termination Procedures.
a. Agreed release. The parties may execute and record a separate instrument releasing the Easement, after confirming the interests and signatures required for that release.
b. Disputed termination. If the parties disagree whether the Easement has ended, neither party may record a unilateral termination affidavit under this Agreement. They may seek a court determination or execute an agreed release.
c. Specified term. If a term-limited grant was selected in Section 3.1, the stated end date and any required title-clearing steps shall be addressed in the recorded instrument and subsequent documentation.

7. RISK ALLOCATION

7.1 Damage and Claims

Each party shall promptly notify the other of a third-party claim involving use of the Easement and preserve relevant records. This Agreement creates no separate duty to defend or indemnify; any allocation of a particular risk must be set out in a signed schedule.

7.2 Liability

This Agreement does not cap damages or limit the rights of a person who is not a party to it.

7.3 Insurance

The parties' agreed insurance requirements, if any, are: [POLICY, INSURED PERSONS, LIMITS, PREMIUM PAYER, AND TERM OR “NONE”]. Any additional-insured status must be confirmed in the policy or endorsement.

7.4 Environmental Matters

Grantee shall not bring hazardous substances onto the Servient Tract except in compliance with all Applicable Law and standard industry practices. Grantee shall remediate any contamination caused by its activities.

7.5 Force Majeure

Neither party is liable for delay or failure in performance caused by acts of God, war, terrorism, civil commotion, labor disputes, governmental action, or other events beyond its reasonable control (each, a “Force Majeure Event”); provided, however, that the affected party shall notify the other within a reasonable time and resume performance promptly thereafter.

8. DISPUTE RESOLUTION

8.1 Governing Law. This Agreement is governed by and construed in accordance with the laws of the State of Tennessee, without regard to its conflict of laws principles.

8.2 Court. A dispute may be brought in a court with jurisdiction in Tennessee, subject to applicable venue rules.

8.3 Arbitration. This Agreement requires no arbitration. The parties may agree to it later in a separate signed writing.

8.4 Jury Trial. This Agreement contains no jury trial waiver.

8.5 Equitable Relief. A party may ask a court for appropriate relief; the court decides entitlement and any security requirement.

9. GENERAL PROVISIONS

9.1 Amendment; Waiver. No amendment or waiver is effective unless in writing, signed by the party against whom enforcement is sought, and recorded if affecting the Easement.

9.2 Assignment. Grantee may assign its rights only in conjunction with conveyance of all or part of the Dominant Tract; any other assignment requires Grantor’s prior written consent, which shall not be unreasonably withheld.

9.3 Successors & Assigns. This Agreement binds and benefits the parties and their respective heirs, successors, and assigns.

9.4 Severability. If any provision is held invalid, the remaining provisions remain enforceable; the invalid provision shall be reformed to the minimum extent necessary to effectuate the parties’ intent.

9.5 Merger & Integration. This Agreement (including its exhibits) constitutes the entire agreement between the parties concerning the Easement and supersedes all prior negotiations.

9.6 Recording. The parties shall present the completed and acknowledged instrument, including its legal descriptions, for recording in [COUNTY] County, Tennessee. The recording party and allocation of actual taxes and fees are: [DESCRIBE].

9.7 Counterparts. The parties may sign counterparts. For a version intended to be recorded, the parties shall use the execution and acknowledgment format accepted by the recording office.

9.8 Interpretation. Headings are for convenience only and do not affect interpretation. “Including” means “including without limitation.”

10. EXECUTION BLOCK

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

GRANTOR:

__________________________________
[GRANTOR LEGAL NAME]
By: ______________________________
Name: ____________________________
Title: _____________________________

GRANTEE:

__________________________________
[GRANTEE LEGAL NAME]
By: ______________________________
Name: ____________________________
Title: _____________________________

NOTARY ACKNOWLEDGMENT (Tennessee – Individual)

State of Tennessee
County of __________________

On this ____ day of __________, 20__, before me, the undersigned Notary Public, personally appeared ____________________, proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to this instrument, and acknowledged that he/she executed the same for the purposes therein contained.

Witness my hand and official seal.

__________________________________
Notary Public
My Commission Expires: ____________

11. EXHIBITS & SCHEDULES

Exhibit A – Legal Description of Servient Tract
Exhibit B – Legal Description of Dominant Tract
Exhibit C – Survey or Sketch of Easement Area
Schedule 1 – Insurance Requirements (optional)

[END OF DOCUMENT]