Road Closure Application and Draft Easement Agreement
EASEMENT AGREEMENT
STATE OF NORTH CAROLINA
COUNTY OF NEW HANOVER
THIS EASEMENT AGREEMENT (the "Agreement") is made effective as of the _____
day of _______________, 2022 (the "Effective Date"), by and between Kumpel Investments,
LLC, a North Carolina limited liability company and Frederick W. Kumpel, Jr. and wife, Melissa
C. Kumpel and their successors and assigns (collectively the "Grantor"), and Optimist Club of
Cape Fear of Wilmington, N.C., Inc., a North Carolina nonprofit corporation (the "Grantee").
Grantor and Grantee are referred to collectively herein as the "Parties" and each individually as a
"Party".
RECITALS
WHEREAS, Grantor is the owner of a certain parcel of land located in the New Hanover
County, North Carolina, more particularly descr ibed, illustrated, and shown on Exhibit “A” hereto
(the "Grantor Property"); and
WHEREAS, Grantee is the owner of a certain parcel of land located in the New Hanover
County, North Carolina, more particularly described on Exhibit “B” hereto (the "Grantee
Property"); and
WHEREAS, Grantor desires to grant to Grantee a certain easement over and across a
portion of the Grantor Property to facilitate Grantee's use Grantee’s Property.
AGREEMENT
NOW THEREFORE, for and in consideration of the foregoing premises, and other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
Parties agree as follows:
1. Easement . Grantor does hereby grant and convey unto Grantee a non-exclusive easement and
right -of-way over, through and across the portion of the Grantor Property described and identified
as "20’ ACCESS ESMT FOR CAPE FEAR OPTIMIST " (the "Easement") in the drawing attached
hereto as Exhibit “A” and incorporated herein by reference, for the purpose of pedestrian and
vehicular access, ingress and egress from Blue Clay Road to that portion of the Grantee’s Property
identified as the Cape Fear Optimist Club baseball fields.
2. Use/Access. Grantee and its agents, members, invitees, and employees shall have use of the
Easement for the purpose named and shall have those rights and privileges reasonably necessary
to the exercise of the Easement. Grantor reserves the sole and absolute right to relocate the
Easement to a comparable area on the Grantor Property upon reasonable written notice to Grantee,
and Grantee shall cooperate with such relocation as necessary to meet Grantor’s permitting and/or
construction requirements, and/or for a redevelopment of or changed use o f the Grantor Property.
In addition, due to safety and liability requirements, Grantee acknowledges and agrees that it shall
not have access to or have the right to use the Easement during construction of Grantor’s Proposed
Contractor Flex-Space as shown o n Exhibit “B.”
3. Easement Duration. Grantor and Grantee acknowledge and agree that the Easement and the
rights and privileges granted herein are covenants personal and binding to the Grantee. As such
the Easement shall not benefit nor be binding upon Grantee’s heirs, personal representatives,
successors and assigns. It is the intention of Grantor and Grantee that the Easement shall cease to
exist upon sale of Grantee’s Property, the dissolution of Grantee, and/or a change in use of
Grantee’s Property. So long as Grantee maintains ownership of Grantee’s Property and the use of
Grantee’s Property does not change, the Easement shall remain binding upon Grantor and
Grantor’s heirs, personal representatives, successors and assigns.
4. Insurance. During the term of this Agreement, Grantee shall carry public liability insurance in
amounts of at least One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars
($2,000,000.00) in the aggregate covering Grantee's potential legal liability in connection with
claims for personal injury, death, or damage to real or personal property arising from Grantee’s
use of the Easement. All insurance provided for herein shall be effected under valid and
enforceable policies issued by insurers licensed to provide such insurance in the State of North
Carolina. Upon reasonable request from Grantor, Grantee will provide Grantor with an insurance
certificate naming Grantor as an additiona l insured and providing that the insurer will give Grantor
not less than thirty (30) days ’ written notice prior to cancellation, lapse, termination, or non-
renewal of any insurance policy carried pursuant to the terms of this paragraph.
5. Maintenance. Grantor shall be responsible for the general upkeep, repair, and maintenance of
the Easement area, with the following exception – where any damage or destruction to the
Easement area is caused by Grantee or Grantee’s invitees, guests, employees, contractors, and
agents. In such cases Grantee shall be solely responsible for repairing and/or restoring such
damage or destruction. Grantee shall have a maximum of fifteen (15) calendar days from the date
of such damage and/or destruction to commence repair and/or restoration efforts of the affected
Easement area. Grantee shall diligently pursue completion of such repair and/or restoration of the
affected Easement area to the same condition as it was prior to the incident in question.
Completio n of such repair and/or restoration efforts, which shall be done to the reasonable
satisfaction of the Grantor, shall be achieved within forty-five (45) days after commencement.
6. Indemnification. Grantee will at all times protect, indemnify and hold harmless Grantor and its
employees and agents and their successors or assigns (together, the "Indemnified Parties") from
and against all liabilities, obligations, claims, damages, penalties, liens, causes of action, costs and
expenses (including, without limitatio n, reasonable attorney's fees and expenses) (collectively, the
“Liabilities”) imposed upon or incurred by the Indemnified Parties or the Grantor Property, on
account of any loss or damage to real or personal property or any injury to or death of any person
arising from Grantee's use of the Easement.
7. Taxes. Grantor shall be responsible for all real estate taxes due and payable for the Easement
area.
8. Duty to Release Liens. Grantee shall not cause, suffer, or permit, and shall have no authority
to create, any liens of any nature upon the Grantor Property, including, without limitation, for labor
or materials. If a lien is filed, Grantee shall notify Grantor in writing within ten (10) days of its
receipt of notice of such lien. Grantee may contest the lien in good faith, but even if the lien is
contested, within thirty (30) days after the lien is filed, Grantee shall have the lien released of
record by payment, bond, court order, or otherwise. If Grantee fails to release of record any such
lien within the above period, at its option Grantor may pay the claim or post a bond. In such case
Grantee will reimburse Grantor's reasonable and actual costs associated therewith, including any
reasonable attorney’s fees. Grantee will indemnify Grantor against any loss or expenses incurred
as a result of the assertion of any such lien prohibited by this paragraph.
9. Miscellaneous.
(a) Notices. Any notices, demands, approvals and other communications provided for
herein shall be in writing and shall be delivered by overnight air courier, personal delivery
or registered or certified U.S. Mail with return receipt requested, postage or other charges
paid, to the appropriate Party at its address as follows:
Grantee:
Optimist Club of Cape Fear of Wilmington, N.C., Inc.
6500 Newbury Way
Wilmington, NC 28405
Grantor:
Frederick W. Kumpel, Jr.
5600 Keswick Court
Wilmington, NC 28409
Addresses for notice may be changed from time to time by written notice to the other Party.
Any communication shall be effective (i) if given by mail, upon the earlier of (a) three (3)
business days following deposit in a post office or other official dep ository under the care
and custody of the United States Postal Services or (b) actual receipt, as indicated by the
return receipt, and (ii) if given by personal delivery or by overnight air courier, when
delivered to the appropriate address.
(b) Rights and Remedies. It is expressly understood and agreed that upon a breach of this
Agreement by any Party to this Agreement, the non-breaching Party or Parties shall have
any and all rights and remedies for such breach at law or in equity, including injunctive
relief.
(c) Amendments. This Agreement may be amended only by a written agreement which
has received the approval of the Parties hereto and shall be effective only upon the full
execution of such amendment by the Parties.
10. Negation of Partnership or Joint Venture. None of the terms or provisions of this Agreement
shall be deemed to create a partnership between or among the Parties in their respective businesses
or otherwise, nor shall it cause them to be considered joint venturers or members of any joint
enterprise.
11. Quiet Enjoyment . Grantor covenants that it is seized of and has the right to convey said
Easement , that Grantee shall have quiet and peaceable possession, use and enjoyment of the
Easement rights and privileges.
12. General Provisions.
(a) This Agreement shall be interpreted according to the laws of the State of North
Carolina.
(b) This Agreement constitutes the entire agreement and understanding of the Parties with
respect to the subject matter hereof and supersedes all prior agreements, oral or written,
and all other communications by and among the Parties relating to such subject matter.
(c) The waiver by any Party of a breach or violation of any provisions of this Agreement
shall not operate as, or be construed to be, a waiver of any subsequent breach of the same
or other provision.
(d) In the event any provision of this Agreeme nt is held to be unenforceable or invalid for
any reason, this Agreement shall remain in force and effect and enforceable in accordance
with its terms disregarding such unenforceable or invalid provision unless, by disregarding
such provision(s), the general intent of the Parties cannot be accomplished.
(e) This Agreement may be executed in one or more counterparts, each of which shall be
an original and taken together shall constitute one and the same document. Signature and
acknowledgment pages, if any, may be detached from the counterparts and attached to a
single copy of this document to physically form one document.
(f) All rights and obligations contained in this Agreement shall benefit and burden the
respective heirs, heirs, successors and assigns o f the Parties.
(g) The section headings in this Agreement are for convenience only, shall in no way define
or limit the scope or content of this Agreement and shall not be considered in any
construction or interpretation of this Agreement or any party he reof.
Remainder of this page intentionally left blank
Signature page follows
IN WITNESS WHEREOF Grantor and Grantee have executed this Agreement pursuant to
due authority effective as of the Effective Date.
GRANTOR:
Kumpel Investments, LLC a North
Carolina limited liability company
By: _________________________
Its: _________________________
____________________________
Frederick W. Kumpel, Jr.
____________________________
Melissa C. Kumpel
GRANTEE:
Optimist Club of Cape Fear of
Wilmington, N.C., Incorporated,
a North Carolina nonprofit corporation
By: _________________________
Its: _________________________
EXHIBIT A
2805, 2809, 2813 Blue Clay Road, Wilmington, NC 28405
Kumpel Tracts 1, 2 & 3 Wrightsboro
PARIDS: R03312-003-026-000
R03312-0030027-000
R03312-003-028-000
EXHIBIT B
3222 Kerr Avenue North, Wilmington NC 28405
11.48 Acres Wrightsboro
PARID: R03312-003-024-000