Covenants On The Entrance To The Property:

Easement Agreement

     Grant of Permanent Easements:

Forbes hereby grants and conveys unto Bob Evans a perpetual, non-exclusive easement for the purposes of automobile and pedestrian ingress and egress to and from, over, upon and across the shaded portion of the Forbes Property shown as "New Access Easement (shaded)" on Exhibit "C" attached hereto and made a part hereof and more particularly described on Exhibit "D" attached hereto and made a part hereof (the "New Access Easement Area").

Bob Evans hereby grants and conveys unto Forbes a perpetual, non-exclusive easement for the purposes of automobile and pedestrian ingress and egress to and from, over, upon and across the shaded portion of the Bob Evans Property shown as "New 30' Access Easement (shaded)" on Exhibit "C" and more particularly described on Exhibit "E" attached hereto and made a part hereof (the "New 30' Access Easement Area").

     Construction and Maintenance:

At such time as it develops the Bob Evans Tract, Bob Evans shall construct a paved driveway upon the New Access Easement Area as shown on Site Improvement Plan No. 12312.326, prepared by MS Consultants, Inc. (the "Plan"). Bob Evans shall thereafter maintain the same in a state of good condition at all times; provided, however, at such time as Forbes' remaining 6.42 acres, or portions thereof, are purchased (or leased) and developed by a third party, each such party, only if they benefit from this entrance, shall reimburse Bob Evans on demand for its prorated share of the actual cost to build and maintain the New Access Easement Area, determined by the amount of acreage in that parties particular parcel, including without limitation, cost related to snow and ice removal, incurred by Bob Evans in connection therewith. Said amount shall bear interest commencing ten (10) days after demand until paid at the rate of 18% per annum. Within sixty (60) days from the date hereof, Bob Evans shall notify Forbes of the total cost to develop the New Access Easement Area, together with appropriate documentation setting forth said costs and a calculation of Forbes' proportionate share thereof.

At such time as it develops the Bob Evans Tract, Bob Evans, at its sole cost and expense, shall construct and shall thereafter maintain a paved driveway upon the "New 30' Access Easement Area".

     Exhibit "C":