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Agreement No.900051
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<br />JPB Standard License Form, Rev. 03/2023
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<br />beyond Licensee’s reasonable control; or (ii) to the extent the Liability was attributable to the
<br />gross or sole negligence, willful misconduct or criminal acts of a particular Indemnitee, it being
<br />understood and agreed that any Indemnitee not acting in such a manner shall still be entitled to
<br />the benefits of this indemnity. Licensee waives any and all rights to any type of express or
<br />implied indemnity against Indemnitees. This indemnity shall survive termination of this
<br />Agreement. It is the intention of the parties that should any term of this indemnity provision be
<br />found to be void or unenforceable, the remainder of the provision shall remain in full force and
<br />effect.
<br />14. Hazardous Materials.
<br />(a) No Hazardous Materials (as defined below) shall be created, stored, used,
<br />disposed of, brought to or handled at any time upon the Property, except Hazardous Materials
<br />contained in or used in connection with construction equipment necessary for the operation of
<br />such equipment or vehicle being used for work which is authorized on the Property under this
<br />License. In conducting its operations on the Property, and in arranging for the handling,
<br />transport and disposal of any materials known (whether or not hazardous), Licensee shall at all
<br />times comply with all applicable laws, statutes, ordinances, rules, regulations or orders of
<br />whatever kind or nature and pay all costs of such compliance. Licensee shall immediately notify
<br />Railroad when Licensee learns of, or has reason to believe that, a release of Hazardous
<br />Materials has occurred in, on or about the Property. The term “release” or “threatened
<br />release” when used with respect to Hazardous Materials shall include any actual or imminent
<br />spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping,
<br />leaching, dumping, or disposing in, on, under or about the Property. Licensee shall further
<br />comply with all laws requiring notice of such releases or threatened releases to governmental
<br />agencies, and shall take all action necessary to mitigate the release or minimize the spread of
<br />contamination. In the event that a Licensee or its Agents or Invitees cause a release of
<br />Hazardous Materials, Licensee shall, without cost to Railroad and in accordance with all laws
<br />and regulations, return the Property to the condition immediately prior to the release. In
<br />connection therewith, Licensee shall afford Railroad a full opportunity to participate in any
<br />discussion with governmental agencies regarding any settlement agreement, cleanup or
<br />abatement agreement, consent decree or other compromise proceeding involving Hazardous
<br />Materials.
<br />(b) Any Hazardous Materials introduced onto the Property by Licensee, its
<br />agents, employees, contractors, subcontractors or invitees, shall remain the property of
<br />Licensee, its agents, employees, contractors, subcontractors or invitees. Licensee shall be
<br />responsible for disposing of any Hazardous Materials introduced onto the Property by Licensee
<br />at no cost to Railroad or any Indemnitee, and Licensee shall be obligated to defend, indemnify
<br />and hold Indemnitees harmless from any and all Liability arising from any Hazardous Materials
<br />introduced onto the Property by Licensee, regardless of whether such Liability arises during or
<br />after the term of this License. Notwithstanding the foregoing, this indemnity shall not extend
<br />to Liability arising from the presence of any Hazardous Materials on the Property as of the
<br />Effective Date, unless (i) such Hazardous Materials were introduced onto the Property by
<br />ATTY/AGR.2026.195/JPB License - Recycled Water at Beech (REV: 07-09-26 VR) (Page 7 of 29)
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