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<br /> Pl X 890707
<br /> Form Approved, AVP-law
<br /> connection with the construction, maintenance, repair, renewal, modification, reconstruction,
<br /> relocation or removal of the Pipeline, then in that event the licensee shall, as soon as
<br /> possible and at licensee's sole expense, restore such fence and other pro~rty to the same
<br /> condition as the same were in before such fence was taken down or such ot er property was
<br /> moved or disturbed, and the licensee shall indemnify and hold harmless the licensor, its
<br /> officers, agents and employees, against and from any and all I iability, loss, damages. claims.
<br /> demands. costs and expenses of whatsoever nature, including court costs and attorneys' fees.
<br /> which may result from injury to or death of ~rsons whomsoever, or damage to or loss or
<br /> destruction of property whatsoever. when suc injury, death. damage. loss or destruction grows
<br /> out of or arises from the taking down of any fence or the moving or disturbance of any other
<br /> property of the licensor,
<br /> Section 10, INDEMNITY.
<br /> As used in this Section, "licensor" includes other railroad companies using the
<br /> licensor's property at or near the location of the Licensee's installation and their officers.
<br /> agents, and employees; "loss" includes loss, damage, claims, demands, actions, causes of
<br /> action, penalties, costs, and expenses of whatsoever nature, including court costs and
<br /> attorneys' fees, which may result from: (a) injury to or death of persons whomsoever
<br /> (including the Licensor's officers, agents, and ecg'OyeeS, the licensee's officers, agents,
<br /> and employees, as well as any other person); and ( ) damage to or loss or destruction of
<br /> property whatsoever (including licensee's property, damage to the roadbed. tracks, equipment.
<br /> or other property of the Licensor, or property in Its care or custody).
<br /> As a major inducement and in consideration of the license and permission herein
<br /> granted, the licensee agrees to indemnify and hold harmless the Licensor from any loss which
<br /> IS due to or arises from:
<br /> I. The prosecution of any work contemplated by this Agreement including the
<br /> installation. construction, maintenance. re~ir, renewal. modification,
<br /> reconstruction, relocation, or removal of t e PIpeline or any part thereof; or
<br /> 2. The presence, operation. or use of the Pipeline or contents escaping therefrom,
<br /> except to the extent that the loss is caused by the sole and direct negligence of the licensor.
<br /> Section II. REMOVAL OF PIPE LINE UPON TERMINATION OF AGREEMENT,
<br /> Prior to the termination of this Agreement howsoever. the Licensee shall. at
<br /> Licensee's sole expense, remove the Pipeline from those ~rtions of the property not occupied
<br /> by the roadbed and track or tracks of the Licensor and s all restore. to the satisfaction of
<br /> the Licensor, such portions of such propertr to as good a condition as they were in at the
<br /> time of the construction of the Pipeline, f the Licensee fails to do the foregoing. the
<br /> Licensor may do such work of removal and restoration at the cost and expense of the Licensee,
<br /> The Licensor may. at its option, u~n such termination. at the entire cost and expense of the
<br /> Licensee, remove the portions of t e Pipeline located underneath its roadbed and track or
<br /> tracks and restore such roadbed to as good a condition as it was in at the time of the
<br /> construction of the Pipeline, or it may permit the licensee to do such work of removal and
<br /> restoration under the supervision of the Licensor. In the event of the removal by the
<br /> Licensor of the property of the Licensee and of the restoration of the roadbed and property as
<br /> herein provided, the Licensor shall in no manner be liable to the Licensee for any damaRe
<br /> sustained bV the Licensee for or on account thereof, and such removal and restoration s all in
<br /> no manner pr~judice or. impair any right of action for damages. or otherwise. that the Licensor
<br /> may have against the lIcensee.
<br /> Section 12, WAIVER Of BREACH.
<br /> The waiver by the Licensor of the breach of any condition, covenant or agreement
<br /> herein contained to be kept, observed and performed by the Licensee shall in no way impair the
<br /> right of the Licensor to avail itself of any subsequent breach thereof,
<br /> Section 3. TERMINATION.
<br /> (a) If the Licensee does not use the right herein granted or the Pipeline for one
<br /> (I) year. or if the Licensee continues in default In the performance of any covenant or
<br /> agreement herein contained for a period of thirty (30) days after written notice from the
<br /> licensor to the Licensee specifying such default, the Licensor may, at its option. forthwith
<br /> immediately tenminate this Agreement by written notice,
<br /> Exhibit B
<br /> Page 3 of 4
<br /> 04 5n
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