CaseMark Reciprocal Easement Agreement
Drafts a recordable REA creating perpetual cross-easements and operating covenants between adjacent commercial parcels developed as an integrated project.
Prerequisites
Gather before drafting:
- Legal descriptions — metes-and-bounds or lot/block for each parcel (Exhibits A & B)
- Site plan — boundaries, access points, drive aisles, parking layout, common areas (Exhibit C)
- Utility plan — existing/proposed corridors, connection points (Exhibit D)
- Party info — full legal names, entity type, jurisdiction, principal addresses
- Development details — use type, GLA per parcel, parking ratios, anchor tenants, phasing
- Existing encumbrances — title reports, easements, CC&Rs, zoning conditions
- Business terms — cost-sharing formula, maintenance standards, use restrictions, insurance minimums
Document Structure
Draft sections in this order:
| # | Section | Key Content |
|---|---|---|
| 1 | Title & Preamble | "RECIPROCAL EASEMENT AGREEMENT" centered, all-caps; effective date; party intros; parcel exhibit refs |
| 2 | Recitals | Fee simple ownership; contiguity; development intent; covenants run with the land |
| 3 | Definitions | Parcel A/B, Common Areas, GLA, Operating Costs, Permitted Uses, Project |
| 4 | Access Easements | See §4 below |
| 5 | Parking Easements | See §5 below |
| 6 | Utility Easements | See §6 below |
| 7 | Maintenance Covenants | See §7 below |
| 8 | Cost Sharing | See §8 below |
| 9 | Use Restrictions | See §9 below |
| 10 | Insurance & Indemnification | See §10 below |
| 11 | Term & Recording | See §11 below |
| 12 | Enforcement & Remedies | See §12 below |
| 13 | Amendment & Termination | See §13 below |
| 14 | General Provisions | See §14 below |
| 15 | Execution & Acknowledgments | Signature blocks per entity type; notarial forms per state |
| 16 | Exhibits | A (Parcel A legal desc.), B (Parcel B legal desc.), C (site plan), D (utility plan) |
Section Specifications
§4 — Access Easements
- Non-exclusive, perpetual, 24/7 vehicular and pedestrian
- Beneficiaries: owners, tenants, subtenants, employees, customers, invitees, licensees
- Covers: driveways, drive aisles, fire lanes, sidewalks, crosswalks, turning radii, queuing areas
- Relocation: 60 days' notice; substantially equivalent; must meet building/fire/ADA codes; new route operational before old closed
- Emergency vehicle access maintained at all times per fire department requirements
§5 — Parking Easements
- Non-exclusive shared parking (exclude designated reserved spaces)
- Minimum ratios tied to GLA and use type — align with local zoning
- No reduction below minimum without other party's written consent (sole discretion)
- Each owner enforces/tows on own parcel
- GLA increase beyond original plan triggers additional parking requirement
§6 — Utility Easements
- Perpetual, non-exclusive: water, sewer, storm drainage, gas, electric, telecom, cable
- Corridor widths: 15 ft underground; 20 ft where structures/equipment present
- Work protocol: 10 business days' notice (emergency exception); workmanlike manner; prompt surface restoration
- Shared infrastructure cost by proportionate benefit or metered usage
- Obligation to extend services for future development on either parcel
§7 — Maintenance Covenants
- Each owner maintains easement areas on own parcel to first-class commercial standard
- Covers paving (seal coat, restripe, resurface), landscaping (mow/prune/irrigate/replace), lighting (prompt replacement, adequate illumination)
- Shared facilities (monument signs, entry features) — cost split by GLA ratio
- Cure: written notice → 30-day cure (immediate for safety) → self-help with cost recovery + attorney fees
§8 — Cost Sharing
- Default: GLA ratio (Parcel GLA ÷ total Project GLA)
- Alternatives: metered usage (utilities), space count (parking)
- Invoice within 30 days with documentation; payment due within 30 days of invoice
- Late interest: lesser of 1.5%/month or statutory maximum
- Major expenditures (>$50K): advance notice with scope, estimate, allocation basis; other party may review/suggest alternatives
- Consider reserve accounts for capital replacements
§9 — Use Restrictions
- No obstruction of easement areas or permanent structures in corridors
- No storage in access/parking areas; no hazardous materials beyond normal commercial operations
- No nuisance (noise, odors, vibrations); no manufacturing inconsistent with development character
- Design controls: signage subject to approval; new construction must be architecturally compatible
- Drainage: no alteration adversely affecting adjacent parcel; maintain stormwater compliance
§10 — Insurance & Indemnification
| Coverage | Minimum |
|---|---|
| CGL per occurrence | $2,000,000 |
| CGL aggregate | $4,000,000 |
| Additional insured | Other party named |
- Mutual indemnification for claims from indemnitor's use/maintenance/operation or REA breach
- Carve-out for indemnitee's negligence or willful misconduct
- Survives termination; extends to officers, directors, members, managers, employees, agents
§11 — Term & Recording
- Perpetual; covenants run with the land; binding on all successors including through foreclosure/deed-in-lieu
- Record immediately in county official records
- Future deeds/mortgages/leases must reference recording info
- REA controls over subsequently recorded CC&Rs absent written amendment
- Require lender SNDA recognizing easement rights survive foreclosure
§12 — Enforcement & Remedies
- Remedies: specific performance, injunctive relief, declaratory relief, damages
- Stipulate unique nature / irreparable harm (no bond for injunction)
- Pre-suit notice: 30 days non-emergency; 10 days safety/material interference; extension if cure diligently pursued
- Mandatory mediation before litigation (except emergency injunctive relief / TRO)
- Prevailing party recovers attorney fees, expert fees, costs
§13 — Amendment & Termination
- Amendment: written, signed by all current owners, recorded
- No oral modification; no waiver by course of dealing
- Termination: recorded written instrument by all owners
- Consolidation: easements may terminate on single ownership; operational covenants survive
- Subdivision: REA binds all resulting parcels; unauthorized termination/release is void
§14 — General Provisions
Include: governing law (situs state, no conflict-of-law), severability with reformation, notice (personal delivery / overnight courier / certified mail with deemed-received rules), no contra proferentem, headings non-substantive, entire agreement / merger, counterparts, lender subordination/recognition.
Execution Blocks
| Entity Type | Includes |
|---|---|
| Individual | Signature, printed name, date |
| Corporation | Officer signature, name, title, date; secretary attestation if state requires |
| LLC | Member/manager signature, name, title, date |
Notarial acknowledgment must comply with recording-state statutory form (venue, personal appearance, identification, notary signature/seal/commission expiration).
Checks
- Extract all property details and party info from provided documents before drafting
- Flag missing information with
[INSERT]placeholders and completion instructions - Verify legal descriptions match deeds and title policies
- Confirm parking ratios comply with municipal zoning code
- Adjust insurance minimums to project scale (stated minimums are baselines)
- Cross-reference all exhibits with "attached hereto and incorporated herein by reference"
- Confirm multi-state parties' authority to transact in property's state
- Use statutory short-form acknowledgment where adopted
- Mark unconfirmed statutes/ordinances with
[VERIFY]