D224002899 01/05/2024 11:29 AM Page: 1 of 12 Fee: $64.00 Submitter: Chicago Title National Business Unit Electronically Recorded by Tarrant County Clerk in Official Public Records an.
MARY LOUISE NICHOLSON COUNTY CLERK DECLARATION OF EASEMENTS AND RESTRICTIONS AND SHORT FORM LEASE [RELO Rufe Snow (TX) 5230] STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF TARRANT § between NORTH RICHLAND HILLS PADS, LLC, a Delaware limited liability compg and CHICK-FIL-A, INC., a Georgia corporation ("Tenant").
RECITALS: A. Landlord and Tenant have entered into a Ground "Lease").
B. Tenant is granted certain rights and privi Land and the Adjoining Property (as such terms are define including any extensions thereof.
C. Tenant is also granted certain eBhts exercise of its right of first offer.
any extensions thereof), as well g Premises by Tenant.
, North Richland Hills, Texas 76180, and being more particularly described on hereto (the “Land”), and (a) all improvements on the Land, with any and all enances, rs privileges and easements benefiting, eres or pertaining to the under that certain Covenants, aati, and Restrictions Agreement dated November 19, 1992, and recorded in the Official Records of Tarrant County, Texas, as Instrument No. 10857-1041 (collectively, the “Demised Premises”).
2. Term. The term of the Lease commenced on October 9, 2023, and will terminate on the last day of the month which is fifteen (15) years after the Rent Commencement Date (as that term is defined in the lease) unless sooner terminated or extended as provided in the Lease. Tenant has the right to extend 90376466v.3 D224002899 Rufe Snow (RELO) FSU [5230] the term of the Lease for ten (10) consecutive periods of five (5) years each pursuant to the terms of the
the Lease. Tenant has the right to extend 90376466v.3 D224002899 Rufe Snow (RELO) FSU [5230] the term of the Lease for ten (10) consecutive periods of five (5) years each pursuant to the terms of the Lease. Upon request, each of Landlord and Tenant agrees to promptly execute and deliver an amendment to this Declaration and Short Form Lease in recordable form acknowledging the actual date of the Rent Commencement Date and providing notice of extension periods added to the Lease.
3. Incorporation of Lease, The provisions of the Lease are incorporated into this Declaration and Short Form Lease as if set out in full. In the event of any conflict or inconsistency between the terms of this Declaration and Short Form Lease and the terms of the Lease, the terms of the Lease will govern and control for all purposes.
4, Defined Terms. All capitalized terms and words of art which are used but not defined ik this Declaration and Short Form Lease will have the same respective meaning designated fo and words of art in the Lease.
6. Easements. The Land is a pad site located in the re and surrounding the Land (the “Shopping Center’). Landlord o Center that is immediately adjoining the Land described and de consisting of the Existing CFA and that additional real estate commo 2 North Richland Hills, Texas 76180 (collectively, the “Adjofiting € Phirsuant to Section 1.01 of the REO, Landlord hereby grants to Tenant all benefits of ths acdess easement described therein. If Tenant acquires title to the Land at any time, the foregoing rights. dsements will be set forth in a separate of Fthe Shopping bit B attached hereto, (i) Landlord Afhno ot Ik ret, ellor occupy, or permit to be leased, rented, sold or occupied, any portion ofthe i pope
dsements will be set forth in a separate of Fthe Shopping bit B attached hereto, (i) Landlord Afhno ot Ik ret, ellor occupy, or permit to be leased, rented, sold or occupied, any portion ofthe i pope bowling alley, skating népark, carnival or circus; meeting hall, sporting event, itori ai; ublic assembly; mortuary or funeral parlor; establishment otor vehicle maintenance or repair shop or gas station, or any iard parlor; tavern, pub, bar (except in connection with a Yo restaurant will be permitted on any portion of the Adjoining Property unless independently maintains a parking ratio of the number of spaces required by law a Variance), (iii) No portion of the Adjoining Property will be leased, used or occupied as a restaurant selling or serving chicken as a principal menu item. For the purposes of the Lease, "a restaurant selling or serving chicken as a principal menu item" means a restaurant deriving thirty percent (30%) or more of its gross food sales from the sale of chicken. A "restaurant" includes any business establishment, including, without limitation, a kiosk, stand, booth, food truck or area located inside another business facility.
90376466v.2 Page 2 of 12 D224002899 Rufe Snow (RELO) FSU [5230] (iv) No portion of the Adjoining Property will be leased, used, or occupied by or for any of the following uses: Boston Market, Kentucky Fried Chicken, Popeye’s, Church’s, Bojangle’s, Mrs. Winner’s, Chicken Out, Zaxby’s, Ranch One, El Pollo Loco, Pollo Campero, Pollo Tropical, Raising Cane’s, Chester’s, Bush’s Chicken, Biscuitville, Chicken Now, PDQ, Chik Wich, Ezell’s Famous Chicken, or Slim Chickens.
8. Utility Easements. Tenant will have the right to enter into reasonable agreements with
hester’s, Bush’s Chicken, Biscuitville, Chicken Now, PDQ, Chik Wich, Ezell’s Famous Chicken, or Slim Chickens.
8. Utility Easements. Tenant will have the right to enter into reasonable agreements with utility suppliers creating easements in favor of the suppliers, including, without limitation, gas, electricity, telephone, cable, internet, water and sewer, as are required in order to service the building and improvements on the Land. Landlord covenants and agrees to execute commercially reasonable easemant agreements and to take all other actions reasonably required in order to effectuate the same, the ree e costs and expenses of which will be Tenant's responsibility.
9, Intentionally Omitted.
10. Tenant's Right of First Offer.
mortgagee of the Demised Premises ayment of the release price. Tenant will relevant terms, together with a current payoff letter from a evidencing such Holder's agi cement to release its MOLES to Landlord. If Tenant exercises the right to p the date of Tenant's notice. If Tenant does not e twenty (20) day period, Landlord may offer to se the Demised Premises for sale, anwar nee Zomply with the terms of Section 22 of the Lease and Tenant will again have the rf Section 22 of the Lease. The right of first offer in Section 22 of the Lease will apply to's ndlord of any interest in Landlord or in any entity or entities owning a direct or indirect irttete aqdiord or the Demised Premises for the purpose of circumventing (b) Demised Premises in connection with the foreclosure of any deed to secure debt, security instrument, whether by judicial or non-judicial sale, or any deed or réclosure, covering Landlord's fee interest. Further, Section 22 of the Lease will anyfer by descent or devise following the death of any party comprising Landlord or to
-judicial sale, or any deed or réclosure, covering Landlord's fee interest. Further, Section 22 of the Lease will anyfer by descent or devise following the death of any party comprising Landlord or to the provisions of Section 22 of the Lease will be binding upon such purchaser and such pur rohaser! s heirs, successors and assigns. Landlord agrees that the Declaration and Short Form Lease will reflect the right of first offer granted to Tenant. If Tenant elects not to record a Declaration and Short Form Lease, Landlord will enter into a Memorandum of Right of First Offer, which will be prepared and recorded by Tenant at its sole cost and expense.
90376466v.2 Page 3 of 12 D224002899 Rufe Snow (RELO) FSU [5230] 11. Duration / Cancellation of Declaration and Short Form Lease. Landlord agrees that the easements, covenants and restrictions set forth in this Declaration and Short Form Lease will run with the title to the Land and the Adjoining Property so long as Tenant or a firm, person, corporation, partnership or other entity that is controlled by, in contro! of, or under common control with Tenant, or in which one or more members of the Cathy Family has an individual or collective ownership interest equal to or greater than fifty percent (50%) (a "Related Party") has any interest in the underlying real property (either leasehold or fee simple), and the owner and ground lessee of the real property constituting the Demised Premises will have the right to enforce the terms and conditions of this Declaration and Short Form Lease at law or in equity. On the request of Landlord following the expiration or termination of the Lease, and provided that the Lease is not terminating because Tenant has purchased and is taking fee simple owne
or in equity. On the request of Landlord following the expiration or termination of the Lease, and provided that the Lease is not terminating because Tenant has purchased and is taking fee simple owne of the Demised Premises, Tenant will promptly execute and deliver to Landlord an appropriate retee right, title and interest of Tenant in and to the Demised Premises under the Lease.
cancellation instrument will be executed in proper form for recordation in the official req Related Party retains a leasehold or ownership interest in the Distians Premises : owin Nite téNnination aga leasehold or the Cathy Family.
12. Covenant Against Liens.
(a) If, because of any act or omissig erat any agent of Tenant, any mechanic's lien or other lien, charge or order for the paym ey Nile against Landlord or any portion of the Demised Premises or Adjoining Property, then Tega i sOwn cost and expense, cause the same to be discharged of record or bonded within twep 5 RYoperty and such lien impacts or interferes with Tenant's rights ill, at its own cost and expense, cause the same to be discharged of ive (25) days after Landlord's receipt of actual notice of such lien; and ayé Tenant, its agents, successors and assigns, harmless from and against all altfes, claims and demands, including reasonable attorneys' fees, resulting by given that all such liens will relate and attach only to the interest of Landlord Counterparts. This Declaration and Short Form Lease may be executed in one or more gch of which will constitute an original, and all of which together will constitute one and the 14, Vesting of Buildings and Improvements. Upon the expiration or sooner termination of the Lease, and so long as Tenant has no further leasehold or ownership interest in the real property
one and the 14, Vesting of Buildings and Improvements. Upon the expiration or sooner termination of the Lease, and so long as Tenant has no further leasehold or ownership interest in the real property constituting the Demised Premises, title to any buildings or improvements located on the Land (as such term is defined in the Lease), including those constituting the Demised Premises, will vest in and become the full and absolute property of Landlord.
90376466v.2 Page 4 of 12 D224002899 Page 5 of 12 Rufe Snow (RELO) FSU [5230] 15. Notice. Notices under this Declaration and Short Form Lease must be in writing and delivered (i) in person, (ii) by courier, or (iii) by reputable overnight courier guaranteeing next business day delivery, to the following addresses: If to Landlord: North Richland Hills Pads, LLC, 415 E, Hyman Avenue, Suite 401 Aspen, CO 81611 PHONE: (970) 429-8253 EMAIL: [email protected] ATTN: Eric Mangelsen With a copy to Landlord’s Counsel: Condon Tobin Sladek Thornton Nerenbg 8080 Park Lane, Suite 700 , Dallas, TX 75231 : PHONE: (214) 265-3833 , If to Tenant: With a copy to Tenant's Counsel: SON bh Wacker Drive, Suite 8000 : (312) 460-5124 ane [email protected] : Kevin A. Woolf, Esq.
ATURES COMMENCE ON NEXT PAGE] 90376466v.2 pip ues D224002899 Page 6 of 12 Rufe Snow (RELO) FSU [5230] Landlord and Tenant have caused this Declaration and Short Form Lease to be executed on the day, month and year set out above.
"LANDLORD" NORTH RICHLAND HILLS PADS, LLC, a Delaware limited liability company By: Rossmore Enterprises, Inc., a California corporation sTATEOF Colocade ) COUNTY OF Pi Tlain_ ) On this 20 iy of Decem bev’, 20 9h personally came Siriarm of Strmoté who acknowledged the due execution o
nterprises, Inc., a California corporation sTATEOF Colocade ) COUNTY OF Pi Tlain_ ) On this 20 iy of Decem bev’, 20 9h personally came Siriarm of Strmoté who acknowledged the due execution o tary eee in and for said county, meoriber ab WCQ chlaral thle Pads GAIL G MASON Notary Public State of Colorado Notary [1D #20114052578 My Commission Expires 08ores CONTINUED ON NEXT PAGE] : 90376466v.2 D224002899 Rufe Snow (RELO) FSU [5230] "TENANT" CHICK-FIL-A, INC., a Georgia corporation A : ?
By: Name: Leslie Armistead Title: irector (CORPORATE SEAL) 4 STATE OF (reorg 1a § COUNTY OF Fil On The, foregoing instrument was acknowledged before me this Leg 1é Hrmis ta as Pre Jor” of CHICK-F he/she executed the same for the purposes and coppideration theres Given under my hand and seal of office this ib day Or My commission expires: (Official Seal) M, ‘ “Otani 90376466yv.2 D224002899 Rufe Snow (RELO) FSU [5230] EXHIBIT A DESCRIPTION OF LAND Being a tract or parcel of land situated in the JM. Van Dusen Survey, Abstract No. 1588 in the City of North Richland Hills, Tarrant County, Texas and being a part of Lot 7, Block 4, Tapp Addition, an addition to the City of North Richland Hills, as recorded in Cabinet A, Slide 1187, Plat Records, Tarrant County, Texas, and being more particularly described as follows: Beginning at a 1/2 inch iron rod with yellow plastic cap stamped "RLG INC" set for corner north westerly right of way line of a 75 feet wide TESCO right of way recorded in Volyme Block 4, Tapp Addition, an addition to the City of North Richland Hills, as recorde Slide 1184, Plat Records, Tarrant County, Texas; Thence South 89 degrees 07 minutes 02 seconds West along Loop 820 a distance of 108.27 feet to a Texas Depa found in the common line between said Lot 7 and Ld
184, Plat Records, Tarrant County, Texas; Thence South 89 degrees 07 minutes 02 seconds West along Loop 820 a distance of 108.27 feet to a Texas Depa found in the common line between said Lot 7 and Ld City of North Richland Hills, as recorded in Cabin Texas; Thence due North along said common R feet to a P.K. nail found for corner; palon’g the common line between said Lot 7 and said Lot 8 a distance of 207.98 ect P Beginning, and containing 46,337 square feet or 1.0638 acres of land, more or 90376466v.2 Page 8 of 12 D224002899 Page 9 of 12 Rufe Snow (RELO) FSU [5230] EXHIBIT B ADJOINING PROPERTY 5121 Rufe Snow Drive, North Richland Hills, TX BEING a tract or parcel of land situated in the J.M. Van Dusen Survey, Abstract No. 1588 in the City of North Richland Hills, Tarrant County, Texas and being part of Lot 3, Block 4, Tapp Addition, an Addition to the City of North Richland Hills, as recorded in Cabinet A, Slide 1184, Plat Records, Tarrant County, Texas, and being more particularly described as follows: BEGINNING at a 1/2 Inch Iron rod with yellow plastic cap stamped "RLG INC” set for corner at thg intersection of Rufe Snow Drive (a variable width right-of-way) and the northwesterly right-of-wa 75 feet wide TESCO right-of-way recorded In Volume 2861, Page 32, Deed Records, Tarrag Texas; THENCE South 65 degrees 53 minutes 08 seconds West along said northwesterly 222.65 feet to a 1/2 inch iron rod with yellow plastic cap stamped "RLG INC" set fa Tarrant sinty, Texas, continuing ance of 317.00 feet to an "X” cut in THENCE due East along said common line a ain corner in the west line of sald Rufe Snow Drive; THENCE South 00 degrees 34 minutes 12 distance of 2.52 feet, to a TxDot megs nd orter; THENCE South 89 degrees 23 4 distance of 12.84 feet to a TxDp
in corner in the west line of sald Rufe Snow Drive; THENCE South 00 degrees 34 minutes 12 distance of 2.52 feet, to a TxDot megs nd orter; THENCE South 89 degrees 23 4 distance of 12.84 feet to a TxDp ‘ast along the west line of sald Rufe Snow Drive a nd for corner; THENCE South 80 degrees 2 distance of 19.20 feet to a 4 0 rhinutes 35 seconds East along the west line of sald Rufe Snow Drive a 0 ST xBoy monument found for comer; THENCE South 44 dg distance of 24.22 feet THENCE South 07 degrees 01 minute 46 seconds West along the west line of said Rufe Snow Drive a distance of 12.86 feet to POINT of BEGINNING, containing 55,699 square feet or 1.2787 acres, more or less.
90376466v.2 aaa D224002899 Page 10 of 12 Rufe Snow (RELO) FSU [5230] 5131 Rufe Snow Drive, North Richland Hills, TX BEING a tract or parcel of land situated In the J.M. Van Dusen Survey, Abstract No. 1588 in the City of North Richland Hills, Tarrant County Texas and being part of Lot 6, Block 4, Tapp Addition, an Addition to the City of North Richland Hills, as recorded in Cabinet A, Slide 1186, Plat Records, Tarrant County, Texas, and being more peRnenisn§ described as follows: BEGINNING at a 1/2 inch Iron rod with yellow plastic cap stamped ‘RLG ING’ minutes set for corner at the intersection of the west line of Rufe Snow Drive (a variable width right-of-way) and the cut-off line between the south right-of-way line of Combs Road (50 feet right-of-way) and the west line of said Rufe Snow Drive; THENCE South 00 degrees 10 minutes 01 second East along the west line of said Rufe Snow D distance of 175.54 feet to 1/2 iron rod with yellow plastic cap stamped "RLG INC" set for corne which a 5/8 Inch Iron red found bears South 17 dégrees 15 minutes 59 seconds East 0.41 fg
id Rufe Snow D distance of 175.54 feet to 1/2 iron rod with yellow plastic cap stamped "RLG INC" set for corne which a 5/8 Inch Iron red found bears South 17 dégrees 15 minutes 59 seconds East 0.41 fg distance of 28.48 feet to an “X” minutes cut In concrete set for corner; THENCE North 89 degrees 56 minutes 18 seconds West along the wa distance of 34,02 feet to a 1/2 iron rod with yellow plastic cap stamped S*RLGHNC’ get for corner: ‘THENCE South 00 degrees 04 minutes 42 seconds West alo distance of 1.25 feet to a 1/2 inch iron rod with yellow plastio west line of said Rufe Snow Drive a ed "RLG INC’ set for corner, from $s 50 seconds East 0.40 feet: é and along the common line between y of North Richland Hills, as recorded in fdistance of 130.62 feet to a 1/2 inch iran r, belng a cammon corner with said Lat 8; said Lot 6 and Lot 8, Block 4, Tapp Addition, an ads Cabinet A, Slide 4 188, Plat Records, Tarrant rod with yellow plastic cap stamped “RLG | es. 58 minutes 35 seconds East along sald cut-off line a distance of 26.41 feet to = Rich an “X” cut in concrete found bears South 07 degrees 05 minutes 00 sence 10 90376466v.2 D224002899 Page 11 of 12 Rufe Snow (RELO) FSU [5230] 6665 NE Loop 820, North Richland Hills, TX BEING a tract or parcel of land situated in the J. M. Van Dusen Survey Abstract No. 1588, to the City of North Richland Hills, Tarrant County Texas and being part of Lot 9, Block 4, Tapp Addition, an Addition to the City of North Richland Hills, as recorded in Cabinet A, Slide 1220, Plat Records, Tarrant County, Texas, and being more particularly described as follows: BEGINNING at a Texas Department of Transportation (TxDot) monument found for corner at the intersection of the west line of Rufe Snow Drive (a variable width right-of-way) and the cut-off line
ollows: BEGINNING at a Texas Department of Transportation (TxDot) monument found for corner at the intersection of the west line of Rufe Snow Drive (a variable width right-of-way) and the cut-off line between the north line of Interstate Highway Loop 820 (a variable width right-of-way).and the west line 9 said Rufe Snow Drive; THENCE South 52 degrees 55 minutes 50 seconds West along said cut-off line a distance of 47.44 to a TxDot monument found for corner at the intersection of said cut-off line and the north jine/OT sai interstate Highway Loop No. 820; THENCE South 89 degrees 07 minutes 02 seconds West along the north line of said Je Loop No. 820 a distance of 63.60 feet to a 1/2 Inch iron rod with yellow plastic cap ¢ set for corner at the intersection of said north line and the southeast line of a feet to a 1/2 inch iron red with yellow plastic cap stamped “"RLG’ INC’ 3 e said southeast line and the west line of said Rufe Snow Drive, land, mare or tess, eee oe 90376466v.2 D224002899 NORTHEAST LOOP 820 COMES NOAD RUFE SNOW DRIVE Rufe Snow (RELO) FSU [5230] Page 12 of 12 ADJOINING PROPERTY Chain 5200 Butinger Adante Geargia Revaljens: tark Data By A Mark Dale By A BINGUR CLAVE GATA TABLE NACH DEAL CROS BKTECHAT UNE TALE 18.1 하이라 Hor Wark Doty By STORE SKRIBS FIS IS LARGE SEET ATLC EXHIBIT For Parma For BWMX Ofer Construction Job Ho. 34 Store Dalem Cram By Unofficial Copy 90376466v.2 12