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PLX 980112
<br />Form Appmve L AVP -Law
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<br />a) The license herein granted is subject to the needs and requirements of the Licensor in the operation of its railroad
<br />and in the improvement and use of its property, and the Licensee shall, at the sole expense of the Licensee, reinforce the
<br />Pipeline, or move all or any portion of the Pipeline to such new location as the Licensor may designate, whenever, in the
<br />furtherance of its needs and requirements, the Licensor shall find such action necessary or desirable.
<br />b) All the terms, conditions and stipulations herein expressed with reference to the Pipeline on property of the
<br />Licensor in the location hereinbefore described shall, so far as the Pipeline remains on the property, apply to the Pipeline
<br />as modified, changed or relocated within the contemplation of this section.
<br />The Pipeline and all parts thereof within and outside of the limits of the property of the Licensor shall be
<br />constructed and, at all times, maintained, repaired, renewed and operated in such manner as to cause no interference
<br />whatsoever with the constant, continuous and uninterrupted use of the tracks, property and facilities of the Licensor, and
<br />nothing shall be done or suffered to be done by the Licensee at any time that would in any manner impair the safety thereof.
<br />a) Fiber optic cable systems may be buried on the Licensor's property. Protection of the fiber optic cable systems
<br />is of extreme importance since any break could disrupt service to users resulting in business interruption and loss of
<br />revenue and profits. licensee shall telephone the licensor at 1-800336-9193 (a 24-hour number) to determine if fiber optic
<br />cable is buried anywhere on the Licensor's premises to be used by the Licensee. If it is, Licensee will telephone the
<br />telecommunications company(ies) involved, arrange for a cable locator, make arrangements for relocation or other
<br />protection of the fiber optic cable, all at licensee's expense, and will commence no work on the right of way until all such
<br />protection or relocation has been accomplished. Licensee shall indemnify and hold the licensor harmless from and
<br />against all costs, liability and expense whatsoever (including, without limitation, attorneys' fees, court costs and expenses)
<br />arising out of or caused in any way by Licensee's failure to comply with the provisions of this paragraph.
<br />b) In addition to other indemnity provisions in this Agreement, the licensee shall indemnify and hold the licensor
<br />harmless from and against all costs, liability and expense whatsoever (including, without limitation, attorneys' fees, court
<br />costs and expenses) caused by the negligence of the Licensee, its contractor, agents and/or employees, resulting in (1)
<br />arty damage to or destruction of any telecommunications system on Licensor's property, and/or (2) any injury to or death
<br />of any person employed by or on behalf of any telecommunications company, and/or its contractor, agents and/or
<br />employees, on Licensor's property, except if such costs, liability or expenses are caused solely by the direct active
<br />negligence of the licensor. licensee further agrees that it shall not have or seek recourse against licensor for any claim
<br />or cause of action for alleged loss of profits or revenue or loss of service or other consequential damage to a
<br />telecommunication company using Licensor's property or a customer or user of services of the fiber optic cable on
<br />Licensor's property.
<br />a) The Licensee shall fully pay for all materials joined or affixed to and labor performed upon property of the Licensor
<br />in connection with the constnx:don maintenance, repair, renewal, modification or reconstruction of the Pipeline, and shall
<br />not permit or suffer any mechanic's or materialman's Gen of any kind or nature to be enforced against the property for any
<br />work done or materials furnished thereon at the instance or request or on behalf of the Licensee. The Licensee shall
<br />indemnify and hold harmless the Licensor against and from any and all liens, claims, demands, costs and expenses of
<br />whatsoever nature in any way connected with or growing out of such work done, labor performed, or materials furnished.
<br />b) The Licensee shall promptly pay or discharge all taxes, charges and assessments levied upon, in respect to, or
<br />on account of the Pipeline, to prevent the same from becoming a charge or lien upon property of the Licensor, and so that
<br />the taxes, charges and assessments levied upon or in respect to such property shall not be increased because of the
<br />location construction or maintenance of the Pipeline or any improvement, appliance or fixture connected therewith placed
<br />upon such property, or on account of the Licensee's interest therein. Where such tax, charge or assessment may not be
<br />separately made or assessed to the Licensee but shall be included in the assessment of the property of the Licensor, then
<br />the Licensee shall pay to the licensor an equitable proportion of such taxes determined by the value of the licensee's
<br />property upon property of the Licensor as compared with the entire value of such property.
<br />plxezb Pap 2 of 4 ExIdbit H
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