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Form #1013Deed of Air-right Property
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Deed of Air-right Property Free Legal Form
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or any other commercial use is prohibited. This includes reposting forms from this
site to another site offering free legal or other document forms for download.
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form, and you agree to abide by these terms. It is highly recommended that you have
a licensed attorney review any legal documents for which you are searching in order
to make sure that your needs are being properly and completely satisfied.
Your use of this site constitutes your acceptance of our terms of use and your
agreement to hold this site, its officers, employees and any contributors to this
site harmless for any damage you might incur from your use of any submissions contained
on this site. If you do not agree to the above terms, please do not proceed.
These forms are provided to assist business owners and others in understanding important
points to consider in different transactions. They are offered with the understanding
that no legal advice, accounting, or other professional service is being offered
by these documents or on this website. Laws vary in the different states. Agreements
acceptable in one state may not be enforced the same way under the laws of another
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Deed of air-right
property.
This Indenture, made and entered into at
_________, _________, this _________th day of _________[month],
_________[year], by and between _________(called "Grantor"),
and _________(called "Grantee").
Article
I.
Section 1.1. The Property Conveyed. Grantor, for the
consideration recited in Article III, remises, releases, aliens and conveys to
Grantee, its successors and assigns forever, all the land, property and space
described in the following items, numbered _________ to _________, inclusive
(the Range Lines, Parcels, Lots, Out Parcels, Out Lots, and parts in the items
referred to being those shown on the Plat of _________, and adjacent land,
recorded in the Office of the Recorder of Deeds of _________ County, _________,
as Document Number _________):
Item 1
Lot 1.—All the land, property and space, at and above
a horizontal plane at an elevation of _________ feet (_________) above
_________ City Datum, the horizontal limits of which are the planes formed by
projecting vertically upward and downward from the surface of the earth the
boundaries of Parcel _________.
Item 2
Lot 2.—All the land, property and space, at and above
the inclined plane forming the top surface of Lot _________, the horizontal
limits of which are the planes formed by projecting vertically upward and
downward from the surface of the earth the boundaries of Parcel _________.
Item 3
All that part of Lot _________ which falls between two
vertical planes one of which is the plane part of which forms the east face of
Lot _________, and the other of which is the plane part of which forms the west
face of Lot _________, and which lies north of the vertical plane part of which
forms the south faces of Lots _________ and _________, and above an inclined
plane passing through a horizontal line at an elevation of _________ feet
(_________) above _________ City Datum along the south line of Parcel _________
and through a horizontal line at an elevation of _________ feet (_________)
above _________ City Datum along the north line of Parcel _________; except all
column lots or parts falling within the vertical and horizontal limits
described, namely, Lots _________ and _________; [etc.]
Article II.
Definitions
Section 2.1. "The _________ Plat" shall mean
the Plat of The _________ Subdivision described in Article I.
Section 2.2. "Parcels" and "Lots"
shall mean those areas respectively designated as such on The _________ Plat
and included in The _________ Subdivision.
Section 2.3. "Out Parcels" and "Out
Lots" shall mean those areas respectively designated as on The _________
Plat but not included in The _________ Subdivision.
Section 2.4. "Range Lines" shall mean the
lines referred to and indicated as such on The _________ Plat.
Section 2.5. "_________ City Datum" shall
mean _________ City Datum as now established by ordinance of the City Council
of the City of _________.
Section 2.6. "Air Right Property" shall mean
the land, property and space described and conveyed in Article I.
Section 2.7. "Excepted and Reserved
Property" shall mean the land, property and space referred to in Article
V.
Section 2.8. "Grantee's Easements" shall
mean all easements and all rights of a similar nature expressly granted to
Grantee in the Excepted and Reserved Property and in other property of Grantor.
Section 2.9. "Grantee's Property" shall mean
the Air Right Property and Grantee's Easements.
Section 2.10. "Easement Property" shall mean
the property of Grantor which is subject to Grantee's Easements.
Section 2.11. "Building" shall mean the
permanent structure or structures, other than viaducts, to be initially
constructed by Grantee within the Air Right Property as provided in Section
13.1.
Section 2.12. "Improvement" shall mean any
building, structure or improvement, other than a viaduct, located at any time
within the Air Right Property and shall include the Building.
Section 2.13. "_________ Ordinance" shall
mean _________.
Section 2.14. "Viaducts" shall mean all
viaducts, including their supports and other appurtenances, which Grantee is
obligated or may elect to construct as provided in Sections 14.1, 14.2, 14.3,
and _________, whether of a half or a full width.
Section 2.15. "Supports" shall mean all
caissons, columns, footings, foundations, bases, girders, gussets, and all
braces and supports of the Improvement or of the Viaducts, as the case may be.
Section 2.16. "_________ Street Viaduct,"
shall mean _________; [etc.]
Article III.
Section 3.1. Consideration. The cash payments
acknowledged and the conveyances, grants, reservations, exceptions, covenants
and agreements of the parties contained here and in the Construction Contract
mutually support each other.
Section 3.2. Computation of Consideration. The total
cash consideration for this deed paid by Grantee to Grantor is _________
Dollars, the receipt and sufficiency of which are acknowledged by Grantor. The
consideration has been computed as follows:Â Â Â
(a)
|
For the Air Right Property included within Parcels
A, B, D and E and within Lot _________, at $_____ a square foot Â
|
$...................................................................
|
(b)
|
For Lot _________, at $_____ a square foot ............................................................. Â
|
...................................................................... Â
|
(c)
|
For the Easement to _________ provided for in
Section _________ ........ Â
|
...................................................................... Â
|
(d)
|
For the General Restrictions provided for in Section
_________ ......................... Â
|
...................................................................... Â
|
(e)
|
For the Right of Refusal on Excepted and Reserved
Property provided for in Section _________ .................................... Â
|
...................................................................... Â
|
(f)
|
For the Straight Option provided for in Section
_________ .................................... Â
|
...................................................................... Â
|
(g)
|
For the Preemptive Right provided for in Section
_________ ................................ Â
|
...................................................................... Â
|
Â
|
Â
|
...................................................................... Â
|
|
Total ........................................................... Â
|
$...................................................................
|
Article IV.
Section 4.1. Construction Contract—Notice. Until
completion of the Building and Viaducts as provided in Article XIII and Article
XIV, but not later, this deed shall be notice of the respective rights and
interests of Grantor and Grantee under the Construction Contract.
Article V.
Section 5.1. Excepted and Reserved Property. Any land,
property and space referred to in this deed, not expressly conveyed to Grantee,
is excepted and retained by Grantor. All that part of the land, property and
space within the boundaries of the _________ Block not expressly conveyed to
Grantee is referred to as "Excepted and Reserved Property."
Article VI.
Section 6.1. Taxes. Grantor shall pay or cause to be
paid any general real estate taxes levied and assessed against the Air Right
Property for the years prior to _________[date]; provided, however, that
Grantor shall not be obligated to pay any general real estate taxes assessed
against the Air Right Property resulting from its being placed on the tax rolls
by reason of Grantee's acquisition of title or the delivery of the Land
Contract or this deed, and provided further that Grantor shall be obligated for
and shall pay or cause to be paid taxes, if any, that may be assessed against
the Air Right Property by reason of its use for _________[e.g., railroad]
purposes, prior to the construction of the Building, by Grantor or its lessees,
licensees or assigns.
Article VII.
Section 7.1. Use of Unoccupied Air Right Property. The
top surface of each caisson shall be at least one foot below the top surface of
the caisson Lot or Out Lot in which it is constructed and Grantee shall not
construct or maintain any structure between the top surface of any lot and the
top surface of the caisson except in the space included within a complete or
fractional frustum, as the case may be, of a right rectangular pyramid, the
vertical axis of which is in the same vertical line as the vertical axes of the
caisson below and the column above it, having an altitude of one foot measured
from the top of the caisson, its bottom surface in the same horizontal plane as
the top surface of such caisson, and its top surface coinciding with the bottom
surface of the column above it. The bottom surface of each girder constructed
in any girder Lot in Parcel _________ south of Range Line _________ or north of
Range Line _________ shall be at least one foot above the bottom surface of
such Lot, and Grantee shall not construct or maintain any structure within the
space between the bottom surface of any Lot and the bottom surface of the
girder constructed, except a bracket support for the girder at each end of the
Lot, in the form of a right triangular prism which has as a base a right
triangle the perpendicular sides of which are one foot in length, and has one
of its two mutually perpendicular rectangular surfaces in the same plane as the
bottom surface of the girder, and the other in the same plane as that face of
the column upon which that end of the girder abuts. Grantee shall not construct
or maintain any structure, except columns for the Improvement, within Lot
_________ below an elevation of _________ feet above _________ City Datum
between the north line of Parcel _________ and Range Line _________. Grantee
shall not construct or maintain any structure within that part of Lot _________
above a horizontal plane at an elevation of _________ feet below _________ City
Datum except below the several inclined planes lying within Lot _________, each
of which is determined by a lower line formed by the intersection of the
horizontal plane and the easterly boundary of Lot _________, and by an upper
line formed by the intersection of the opposite westerly boundary of Lot
_________ and the horizontal plane part of which forms the top surface of Lot
_________. Grantor, its lessees or licensees, shall have the right of use of
the following: that part of the caisson Lots and Out Lots not occupied by the
steel, concrete or lagging of the caissons or columns; that part of the column
Lots and Out Lots and girder Lots not occupied by utilities of Grantee or by
the steel and concrete of the columns, girders or the bracket supports. That
part of Lot _________ not occupied from time to time by the structures or
utilities of Grantee; [etc.].
Article VIII.
Section 8.1. Representation as to Rights of Others.
Grantor represents that according to its best knowledge and belief, based upon
its records and upon similar representations made to Grantor by _________,
there are no structures or installations or titles, rights, leases or easements
of public utility companies, public authorities or of others affecting
Grantee's Property which are not terminable by Grantor or Grantee at any time
within a _________ day period. Grantor further represents to Grantee that the
part of the Air Right Property and the Easement Property occupied and used by
_________ is under a lease from Grantor, which has been made expressly subject
to the terms of the Land Contract and of the Construction Contract, and Grantor
shall deliver to Grantee exclusive possession of the Air Right Property,
unencumbered by any titles, rights, leases or easements, at the time
construction is started in accordance with the time schedules and in the
Construction Contract.
Section 8.2. Termination of Rights and Removal of
Structures and Installations. Upon request of Grantee at any time after
delivery of this deed, Grantor shall take immediate steps to terminate the
rights, titles, and easements of all third parties, including _________, in the
Air Right Property, and, except as otherwise provided in the Construction
Contract, to cause the prompt removal therefrom of their structures and
installations except subsurface structures and installations of which Grantor
has no knowledge, and to effect a like termination and removal with respect to
all other property to the extent necessary for the use and enjoyment by Grantee
of Grantee's Easements. Grantor shall, at its expense, as between these
parties, provide areas for the relocation of any title, right or easement
whenever necessary to effect termination of an existing title, right or easement.
If Grantor shall fail to effect termination, Grantee shall be entitled to a
change of location pursuant to the provisions of Section 16.1, except at
Grantor's expense.
Article IX.
Section 9.1. Permitted Exceptions. Grantor remises,
releases, aliens, conveys, transfers, grants and assigns Grantee's Property to
Grantee subject only to the following exceptions (referred to as
"Permitted Exceptions"):Â Â Â
1 Building and zoning laws or ordinances;
2 Terms and conditions of the _________ Ordinance;
3 Rights and easements, if any, of public utility
companies and public authorities in, over and across the Easement Property, and
present or future rights of the public on, over, across and above the _________
Viaduct, [etc.] _________;
4 General taxes, if any, for the year _________ and
subsequent years;
5 As to Out Parcels and Out Lots only, rights, titles
and easements of public authorities; and
6 Terms and provisions of this deed.
Section 9.2. Covenants of Grantor. Grantor, for itself
and its successors and assigns, covenants that:
(a). It has the sole lawful and present possession of
the property conveyed, transferred, granted and assigned and that it has full
right, power and authority to convey, transfer, grant and assign it.
(b). It has not done or suffered any act or thing
where the property conveyed, transferred, granted and assigned now or later
shall or may be imperiled, encumbered or charged in any manner, and the title
to the property, against all persons lawfully claiming it, by, through or under
it, Grantor shall forever warrant and defend.
(c). Any title, right or interest that it may acquire
to the property conveyed, transferred, granted and assigned shall inure to the
benefit of and vest in Grantee, its successors and assigns.
(d). At all
times on request of Grantee, its successors and assigns, it will do, execute,
acknowledge and deliver or will cause to be done, executed, acknowledged and
delivered all further acts, deeds, grants, transfers and assurances and that it
will, from time to time, in all lawful ways, exercise the powers as it may
possess and cause to be done and performed things as may be requisite or
necessary for assuring, conveying and confirming
in Grantee all the land, property, space and estate to
be conveyed and granted and intended to be vested in Grantee in the manner in
which the present conveyance and grant is expressed to be made.
The covenants set forth in subsections (a)
and (b) of this Section shall not apply to the conveyance of Out Parcels and
Out Lots or parts. Grantor covenants with Grantee that covenants substantially
identical to those set forth in subparagraphs (a), (b), (c) and (d) of this
Section are included in the deed or deeds of that portion of the Air Right
Property and the Easement Property granted and conveyed to Grantor by
_________.
Article
X.
Section 10.1. Easement to River. For the
consideration set forth in Section _________, Grantor grants to Grantee, as an
appurtenance to the Air Right Property, a perpetual easement for the
installation and maintenance at Grantee's sole cost, of necessary pipes and
equipment for the purpose of withdrawing from and discharging into the
_________ River such amounts of water as may be required for the operation of
air conditioning systems in the Improvement and for providing surface drainage,
sewage disposal, water and similar utilities for the Improvement and the
Viaducts by connections with present or future facilities, such easement being
through a strip of land described as follows:
A strip of land in the City of _________, County of
_________ and State of _________, _________ feet of even width being _________
feet on each side of a center line described as follows: _________.
Insofar as practicable and whenever it is
required generally in the vicinity, Grantee shall discharge into the _________
River, by way of the easement, water withdrawn. Raw sewage shall not be
discharged by Grantee into the _________ River. All pipes and equipment shall
be installed and maintained at Grantee's expense and shall be located at such
depths below the surface of the earth as not to interfere with existing
structures, facilities or operations of Grantor, its lessees and licensees, and
in no case at a depth less than _________ feet below _________ City Datum
except with the express approval of Grantor. That part of the property subject
to the easement from time to time not occupied by the pipes and equipment of
Grantee shall be subject to use by Grantor, its lessees and licensees.
Section 10.2. Change of Location. The location of pipes
and equipment shall be changed by Grantee at its expense whenever a change is
reasonably required for the _________[e.g., railroad] operations of
Grantor, its lessees and licensees, including the construction of the tunnel
referred to in Section _________, or for the development of the air rights
above or adjacent to the easement, provided that Grantee shall not be required,
at Grantee's expense, to move any specific part of the pipes or equipment more
than _________, exclusive of changes required by any order, binding upon
Grantee or upon the property subject to the easement, made by any governmental
body having jurisdiction, the cost of which changes shall be borne by Grantee.
Grantee shall be entitled to all awards, damages and compensation allowed by
reason of required changes in the location of the pipes or equipment the
expense of which shall have been borne or is to be borne by Grantee. All other
or additional changes requested by Grantor shall be at its expense. [Add other
desired provisions.]
Section 10.3. Termination and Liens. The easement
shall terminate and the interest represented shall revert to Grantor upon
failure of Grantee to make use of it for a continuous and uninterrupted period
of _________ years after the Building has been completed and occupied. Title to
the easement or any claim, lien or encumbrance created or obtained against the
easement, either directly or because of its being an appurtenance to the Air
Right Property, shall be subject to the terms, conditions and provisions of
this Article; and all claims, liens or encumbrances against the easement shall
automatically cease and terminate upon a release of the easement in accordance
with the provisions of this Article and, unless the instrument creating them
shall expressly provide to the contrary, shall attach to the new easement
acquired in place of the easement released.
Article XI.
Section
11.1. Possession—Access for Preliminary Tests. Possession of Grantee's Property
is delivered to Grantee subject only to the temporary license reserved in
Section 11.2 and Grantee at any time and from time to time may
enter in, over and upon the Excepted and Reserved
Property, the Easement Property, and adjacent property, to make at its expense,
land, building, track, platform and equipment surveys, subsurface tests and
boring and soil condition test pits and to perform other necessary fact finding
and preliminary steps for the preparation of the plans and specifications for
the Building and Viaducts.
Section 11.2. Grantor's License. Grantor for itself,
its lessees and licensees, reserves a license to occupy, use and enjoy for
_________[e.g., railroad] purposes, without charge by Grantee, the land,
property and space within the Air Right Property below the elevation of
_________ feet above _________ City Datum and all of the presently existing
structures used for _________[e.g., railroad] purposes located above
that elevation, until that time as Grantee shall require to commence
construction of the Improvements or Viaducts, subject, however, to the right of
Grantee prior to requirement of use for commencement of construction to use and
occupy Grantee's Property to the extent as shall not unreasonably or materially
interfere with use for railroad purposes.
Article XII.
Section 12.1. Utilities. Grantee shall bear the cost
of installing and maintaining and shall assume the responsibility of securing
utilities for the Improvement. [Add other desired provisions.]
Article XIII.
Section 13.1. Construction of Building. Grantee shall
complete, within _________ years from the date of this deed, the construction
of a concrete slab within Lot _________ and concrete slabs immediately above
the top surfaces of Lots _________ and _________, and certain structures and
facilities to be superimposed and the Supports, including a fireproof _________[e.g.,
office-and-shops] building not less than _________ stories in height, or
such lesser height as may be established as a maximum by the City of _________
or any other governmental body or bodies having jurisdiction, free and clear of
any and all liens of mechanics or materialmen and all liens of a similar
character; provided, however, _________.
Section 13.2. Concourse Area. Grantee shall provide,
as part of the Building, the area, called the concourse area, falling within
the limits of Lot _________, and shall construct, at its expense, the stairways
and ramps (including railings and enclosures) to the suburban platforms
beneath, for use by Grantor as a concourse and for offices and facilities. So
long as Grantor, its lessees or licensees, operate a _________[e.g.,
railroad] within the Excepted and Reserved Property, for the purpose of
providing a vertical clearance of _________ feet over the ramps, Grantor shall
have the right to use, and Grantee shall not construct or maintain any
structure within, those parts of Lot _________ falling below an inclined plane
passing through a horizontal line at an elevation of _________. [Add other
desired provisions.].
Section 13.3. Arcade. Grantor reserves, for as long as
Grantor shall operate its _________[e.g., railroad and railroad station]
within or adjacent to the Excepted and Reserved Property, an easement for
passage at the approximate level of the concourse area, and below _________
feet above _________ City Datum, in, over, across and along the _________ feet
of the _________ feet of Lot _________ for use as a passageway and arcade
leading from the concourse area to the north line of Lot _________. Grantee, if
it has not done so, shall, at its expense, when so notified by Grantor during
or after construction of the Building, construct the structural floor and
unfinished walls of the arcade so as to provide an arcade having an inside
finished width of _________ feet and shall structurally maintain it. The floor
construction shall be designed to carry a superimposed load of _________ pounds
a square foot. [Add other desired provisions.]
Article XIV.
Section 14.1. Obligation To Build Viaducts. Within the
time and subject to the conditions prescribed in Section 13.1 for the
completion of the Building, Grantee, at its expense, shall construct:
(a). that part of the _________ one-half of the
_________ Street Viaduct (except that part of _________ one-half now
constructed) extending to the _________ line of the _________ Avenue Viaduct
and being within Out Parcel _________; [etc.]
Section 14.2. Election To Build Additional Viaducts.
Grantee, at its election and expense, shall have the right, for a period of
_________ years from the date of this deed, to construct or complete the
construction of any one or more of the following:
(a). that part of the _________ one-half of the
_________ Street Viaduct from the center line to the east line of the _________
Avenue Viaduct and being within Out Parcel _________; [etc.]
Section 14.3. Assumption of Obligations. Except as
otherwise provided in this deed, upon construction by Grantee of any Viaduct
pursuant to the provisions of Section 14.1, or completion of construction
pursuant to Section 14.2, Grantee shall, as between Grantee and Grantor only,
assume all obligations, if any, of Grantor under the _________ Ordinance.
Grantee shall maintain the supports for the Viaducts in this Article required
to be maintained by it in accordance with good engineering practices. [Add
other desired provisions.]
Section 14.4. Access to Viaducts and Environs. Grantor
gives, grants, transfers and assigns to Grantee, as appurtenances to the Air
Right Property, all of the rights, interests, privileges and easements which it
may own or possess, by virtue of the provisions of the _________ Ordinance or
otherwise, or which it may have power and authority to give, grant, transfer or
assign:Â Â Â
(a) to construct that part of the _________ Street
Viaduct which Grantee is obligated or privileged to construct and to use for
that purpose all the land, property and space to be occupied by it and the
Supports;
(b) to enter in, over and upon the property or any
part lying within and adjacent to the locations of those parts of the _________
Street Viaduct, the _________ Court Viaduct, [etc.] or any part which Grantee
is obligated or privileged to construct, for the purpose of constructing or
maintaining the Supports;
(c) to use, jointly with Grantor, any of the Viaducts
for the installation of such utilities as are at any time reasonably required
for the use and enjoyment of Grantee's Property, and to enter in, over and upon
the property or any part lying within and adjacent to the Viaducts for the
purpose of constructing or maintaining utilities.
Section 14.5. Supports for Viaducts. Grantee shall
construct the caissons, columns, girders and hangers for the Viaducts which it
is obligated or elects to construct within the Lots and Out Lots provided and
at the locations designated on _________ Plat. Viaducts shall in all events be
constructed in conformity with applicable law, and any changes or additions
necessitated by this requirement prior to or during construction shall be made
pursuant to the provisions of Section 16.1, except that neither party shall be
obligated to pay architects', engineers', or attorneys' fees incurred by the
other party, each party shall bear the cost of title evidence required by that
party, and if a resubdivision is necessary due to changes or additions the cost
shall be borne equally by the parties. Grantor reserves the right to use,
jointly with Grantee, the columns, foundations and supports of the presently
constructed _________ Street Viaduct and the caissons and columns of the
Viaducts, to support mezzanine facilities of Grantor so long as Grantor, its
lessees or licensees, shall operate a _________[e.g., railroad] in the
Excepted and Reserved Property, provided such use shall not overload the
caissons and columns, and plans for those facilities shall be subject to the
reasonable approval of Grantee. After completion of each of the Viaducts to be
located within Out Parcels _________, and in confirmation of the conveyance of
the property described in Items _________, inclusive, of Section 1.1, Grantor,
without additional consideration, shall convey to Grantee, in the form of Out
Lots or parts of Out Parcels, title to the air space in the items described,
and to the space occupied by the Supports of the Viaduct, subject to the
provisions of this deed with the same effect as though initially contained.
Section
14.6. Design of Supports. Grantee shall construct the Supports of that part of
the _________ Street Viaduct which it is obligated or elects to construct, of
sufficient strength and suitable design to support, on the mezzanine level,
under the surface, a future station concourse to extend eastward to the east
line of Parcel _________ extended south, and also a mezzanine pedestrian walkway
at least _________ feet in width within the north _________ feet of said
Viaduct east of the line. Viaduct shall be so constructed as to allow space to
permit the underside of the floor of the walkway to be located at a minimum
elevation of _________ feet above _________ City Datum at and east of the west
line of Parcel _________ extended south, and inclined downward therefrom to a
minimum elevation of _________ feet above _________
City Datum at the east line of Parcel _________ extended south, with suitable
steps westerly to connect with the station concourse below, and to allow a
vertical clearance above the floor of _________ feet, except that the clearance
may be reduced to _________ feet beneath the girders of the Viaduct where
greater clearance is not reasonably practicable; [etc.]
Section 14.7. No Liability for Present Viaduct and
Suburban Station. Grantee does not assume the obligations, if any, of Grantor
under the _________ Ordinance, with respect to the existing _________ Street
Viaduct, or the _________ Street Suburban Station as now or later constructed,
nor with respect to _________ Avenue Viaduct to the extent Grantor is obligated
for maintenance under the provisions of Section _________ Grantor shall
indemnify and save harmless Grantee against damages, if any, including damages
to private property.
Section 14.8. Strength of Supports. Grantee shall
construct the Supports for the Viaducts of sufficient strength and suitable
design to carry their proper proportion of the load of a Viaduct of full width.
Section 14.9. Designation of Areas to be Occupied by
Viaducts. The areas to be occupied by the Viaducts described in paragraphs (a),
_________ of Section 14.1 fall, respectively, within Out Parcels _________ and
are in this Article referred to, respectively, as "area _________,"
"area _________," "area _________," [etc.].
Section 14.10. Allocation of Construction Costs to the
Respective Areas. Cost of construction of the Viaducts (except caissons and
columns) constructed within each of the viaduct areas and cost of construction
by Grantee of concrete platforms for Grantor or its lessees, beneath the
Additional _________ Street Viaduct and the _________ Avenue Viaduct shall be
allocated to the viaduct area in which they are located. Cost of construction
of caissons and columns constructed in the several caisson and column Lots and
Out Lots as numbered and shown on The _________ Plat shall be allocated to the
several viaduct areas as follows: _________.
Section 14.11. Provisions for Reimbursement. Grantee
shall bear, without right of reimbursement, area costs allocated to viaduct
areas _________, and if Grantor shall construct a Viaduct in any of the viaduct
areas Grantee, upon completion, shall reimburse Grantor for the area costs
expended by Grantor allocated to viaduct areas. In accordance with the
following Sections of this Article, Grantee shall be reimbursed, without
interest, by Grantor for area costs expended by Grantee and allocated to
viaduct areas as provided in Section 14.10, except area costs allocated to
viaduct areas _________.
[Add other desired costs and reimbursement
provisions.]
Article XV.
Section 15.1. Ventilation of Excepted and Reserved
Property. Grantee, in the plan and construction of the Improvement, shall, at
its expense, provide and construct a system for the reasonable ventilation of
the Excepted and Reserved Property as required of Grantor or Grantee at the
time of construction by any governmental body or bodies having jurisdiction
over Grantee or the premises and shall operate and maintain, at its expense,
ventilation equipment located within the Air Right Property in accordance with
these requirements. [Add other desired provisions.]
Article XVI.
Section
16.1. Changes. From time to time, changes in the location or size of any
Support or of any right or easement or of any utility area, or additions,
within the space vertically below the top surfaces of Lots _________ or below
the levels of the decks of the Viaducts as established by the _________
Ordinance, may be required by Grantee for the construction, reconstruction,
maintenance or servicing of the Improvement, Viaducts or Supports, or by
Grantor (or its lessees) for the operation of its _________[e.g., railroad
business]. Any change or addition, whether requested before, during or
after the construction of the Building, shall be made if it is reasonably
practicable and structurally sound and does not unreasonably interfere with the
interests of the other party. If the structures or facilities of either party
are affected by any change or addition, that party shall have the right to do
that part of the work directly affecting its structures or facilities. The
party requesting any change or addition shall bear
the entire cost of all work involved in it, including
architects', engineers' and attorneys' fees, except that where a change or
addition is necessitated by the default of either party, the entire cost shall
be borne by the party in default, and except that if any change or addition
(whether or not necessitated by the default of a party) is made before or
during the course of the work provided for in the Construction Contract,
compensation of the parties for costs and expenses resulting from the change or
addition shall be as provided in the Construction Contract. In the event of any
change or addition, there shall be, without any additional consideration to be
paid by either party, a conveyance, reconveyance, grant or release, as
required, between the parties, so as to vest in Grantee good title
(commensurate with title or interest in the functionally comparable portions of
Grantee's Property) to the property or easement required for or because of the
change or addition, subject only to those title objections to which the
original grant or conveyance was subject, and so as to revest in Grantor title
to the property or easement reconveyed or released because of the changes or
additions, unencumbered by the acts of Grantee or anyone claiming by, through
or under it. The changes shall be platted of record or, if either party so
requests, The _________ Subdivision shall be resubdivided or amended to reflect
the changes or additions, and title evidence similar to that delivered to
Grantee evidencing title to the property or easement originally conveyed or
granted shall be given to each of the parties to evidence title to the
substituted or additional property or easement, and the cost of the title
evidence shall be borne by the party requesting the change or addition. [Add
other desired provisions.]
Section 16.2. Liens on Properties Exchanged. Title to
Grantee's Property and to the Excepted and Reserved Property and to the
Easement Property and any claim, lien or encumbrance created or obtained, shall
be subject to the terms, conditions and provisions of this Article; and every
claim, lien or encumbrance shall automatically cease and terminate upon a
conveyance, grant or release, as the case may be, in accordance with the
provisions of this Article with respect to the property or easement so
conveyed, granted or released, and, unless the instrument creating it shall
expressly provide to the contrary, shall attach to the property or easement
acquired.
Article XVII.
Section 17.1. Access Over Property of Grantor—Lateral
Support. Grantor gives and grants to Grantee, as an appurtenance to the Air
Right Property, a perpetual right in, over and upon the Excepted and Reserved
Property and the Easement Property, and the property adjacent, for reasonable
access for the construction, maintenance, repair, reconstruction, relocation,
renewal, alteration, removal and inspection of the Supports of the Improvement
and Viaducts, and of the pipes and equipment for air conditioning, utilities,
or other facilities, which at any time may be situated within the Air Right
Property or the Easement Property or which may be otherwise under the
responsibility of Grantee, and generally for the purpose of fulfilling its
obligations and exercising its rights under this deed. [Add other desired
provisions.]
Section 17.2. Minimum Interference with Property and
Operations. In fulfilling obligations and exercising rights under this deed
each party shall use its best efforts to keep interference with the property
and operations of the other to a minimum and to that end will give to the other
reasonable advance notice of work which may interfere with the property or
operations of the other and will arrange with the other for reasonable and
definite times and conditions at and under which such work shall be done.
Section 17.3. Plans and Specifications. Whenever any
work is contemplated by either party for the purpose of fulfilling its
obligations or exercising its rights under this deed and that work may affect
the property or operations of the other, plans and specifications with respect
to the work shall be submitted to the other and, insofar as the work affects
the property or operations of the other, the work, plans and specifications
shall be subject to the reasonable control and approval of the other.
Section 17.4. Approval of Plans and Specifications.
Plans and specifications submitted by either party shall be deemed to comply
with the requirements of this deed when approved in writing by the other, or
when the other shall fail to notify the submitting party in writing of its
objections within a reasonable time after submission, or when found to comply
with the requirements after arbitration. If any plans and specifications are
objected to, the objecting party shall specify its objections in writing.
Section 17.5. Emergencies. When health or safety
requires immediate action, either party may take any action it deems necessary,
but in that case, if practicable, prior notice shall be given of the emergency
and the action to be taken. The party taking the action shall remain liable for
obligations imposed here or by law.
[Add other desired Articles as to restrictions,
options, arbitration, notices and other matters.]
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