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WHEREAS , one of the conditions for development of the Properties is the granting or dedication of a Stormwater Control
<br /> Measure easement ("hereafter SCM Easement") , which includes the implementation of certain stormwater practices such as , but not
<br /> limited to , the construction, operation and maintenance of engineered stormwater control measure (s) as provided by the Hillsborough
<br /> UDO ; the dedication of an access easement for inspection and maintenance of the SCM easement areas and engineered structures ; and
<br /> the assumption by Grantor of certain specified maintenance and repair responsibilities ; and
<br /> WHEREAS , this Easement and Agreement has been procured in accordance with the requirements of NCGS Section 143 -
<br /> 211 et. seq . and Section 6 (Development Standards) , Article 6 . 20 (Stormwater Management) of the Hillsborough UDO ,
<br /> NOW, THEREFORE, for a valuable consideration, including the benefits Grantor may derive therefrom, the receipt of which
<br /> is hereby acknowledged, Grantor has dedicated, bargained and conveyed and by these presents does hereby dedicate, bargain, sell,
<br /> grant and convey unto the Grantee, its successors and assigns, a perpetual, and irrevocable right and easement in, on, over, under,
<br /> through and across the Properties ( 1 ) for an SCM easement of the nature and character and to the extent hereinafter set forth, more
<br /> particularly shown, described and identified as "20 ' SCM Access & Maintenance Easement" and " SCM Access & Maintenance
<br /> Easement (Variable Width)" as shown on the plat and survey entitled "Dedication of SCM Access & Maintenance Easement and
<br /> Public Pedestrian Sidewalk Easement" by Riley Surveying, P . A . in Plat Book 120 , Page 161 of the Orange County Registry, which
<br /> which is incorporated herein by reference and made a part of this document; upon which Grantor shall construct, maintain, repair and
<br /> reconstruct stormwater control measure (s) , including detention pond(s) , pipes and water control structures , berms and dikes , and shall
<br /> establish and maintain vegetative filters and groundcovers ; and (2) an access easement more particularly shown and described on the
<br /> Plat herein referenced, for the purpose of permitting Town inspection and, if necessary, maintenance and repair of the SCM easement
<br /> areas and engineered structure (s) as more fully set forth herein and in the Hillsborough UDO .
<br /> The terms , conditions, and restrictions of the Easement and Agreement are :
<br /> 1 . Grantor represents and warrants that Grantor, is financially responsible for construction, maintenance, repair and
<br /> replacement of all stormwater control . measures , appurtenances and vegetation, including the impoundment . Grantor
<br /> agrees to perform the maintenance as . outlined in the Stormwater Control Measure Operation and Maintenance
<br /> Manual attached hereto as Exhibit A and in consideration of the Certificate of Compliance with stormwater
<br /> regulations received for Properties .
<br /> 2 . If Grantor fails to comply with these requirements , or any other obligations imposed herein, in the Hillsborough
<br /> UDO , Stormwater Management Plan Approval, or Stormwater Control Measure Operation and Maintenance
<br /> Manual, the Town may perform such work as Grantor is responsible for and recover the costs thereof from the
<br /> Grantor.
<br /> 3 . This Easement and Agreement gives the Grantee the following affirmative rights : Grantee , its officers , employees,
<br /> and agents may enter the SCM Easement whenever reasonably necessary for the purpose of inspecting same to
<br /> determine compliance herewith, to maintain same and make repairs or replacements to the engineered stormwater
<br /> control measure (s) and appurtenances and conditions as may be necessary or convenient thereto in the event the
<br /> Grantor defaults in its obligations and to recover from the Grantor the cost thereof, and in addition to other rights
<br /> and remedies available to it, to enforce by proceedings at law or in equity the rights , covenants, duties , and other
<br /> obligations herein imposed.
<br /> 4 . The Grantee is under no obligation to maintain or repair the above referenced facilities , . and in no event shall this
<br /> Easement and Agreement be construed to impose any such obligation on the Town.
<br /> 5 . The Grantee shall not be liable to any person for the condition or operation of the above referenced facilities .
<br /> 6 . The Grantor and the Grantor ' s heirs , administrators, executors , assigns and any other successor in ;interest shall
<br /> indemnify and hold harmless the Grantee and its officers , agents and employees for any and all damages , accidents ,
<br /> casualties , occurrences , claims or attorney ' s fees which might arise or be asserted, in whole or in part, against the
<br /> Grantee from the construction, presence, existence, or maintenance of the stormwater control facilities subject to the
<br /> Agreement. In the event a claim is asserted against the Grantee, its officers , agents or employees , the Grantee shall
<br /> notify the Grantor and the Grantor shall defend at the Grantor ' s expense any suit based on such claim . If any
<br /> judgment or claims against the Town, its officers , agents or employees shall be allowed, the Grantor shall pay the
<br /> same all costs and expenses in connection therewith . The Grantee will not indemnify, defend or hold harmless in
<br /> any fashion the Grantor from any claims arising from any failure, regardless of any language in any attachment or
<br /> other document that the Grantor may provide .
<br /> 7 . This agreement shall not 'many way diminish, limit, or restrict the right of the Town to enforce any of its ordinances
<br /> as authorized by law .
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