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10/17/2013 08.25 FAX 8703784823 Loloff Const Inc Z0005/0006
<br />16/17/2013 09:12 970 -253 -9701
<br />CHAtlIES CHILDERS
<br />PAGE e4
<br />14. With the exception that this Section 14 shall in no event be construed to require
<br />indemnification by Mill Iron to a greater extent than permitted by the Iaws and the public policy
<br />Of the State of Colorado and without in any manner limiting LA]off s rights and remedies in the
<br />event of a breach of this ,Agreement, Mill Iron agrees to indemnify, defend, and hold harmless
<br />Loloff, including each of its officers, agents, employees, affiliated parent and subsidiary
<br />companies and each of them (individually, an "Indemnified Party" and collectively the
<br />"Indemnified Parties ") from and against any and all claims, causes of action, liabilities, losses,
<br />costs, damages and /or expenses in iaw or equity (including, reasonable attorney's fees and
<br />expenses) of every kind and nature whatsoever (collectively, the "Claims "), arising out of or in
<br />connection with a breach of this Agreement by Mill Iron, the work performed by Mill iron
<br />pursuant to this Agreement, provided that a Claim, is caused in whole or in part by any act or
<br />omission to act by .Mill Iron, anyone directly or indirectly employed by Mill Iron or anyone for
<br />whose acts Mill Iron may be liable,
<br />15. With the exception that this Section 15 shall in no event be construed to require
<br />indemnification by Loloff to a greater extent than permitted by the laws and the public policy of
<br />the State of Colorado and without in any manner limiting Mill iron's rights and remedies in the
<br />event of a breach of this Agreement, T,,oloff agrees to indemnif=y, defend, and hold harmless Mil I
<br />Iron, including each of its officers, agents, employees, affiliated parent and subsidiary companies
<br />and each of them (individually, an "Indemnified Party" and collectively the "Indemnified
<br />Parties ") from and against any and all claims, causes of action, liabilities, losses, costs, damages
<br />and/or expenses in law or equity (including, reasonable attorney's fees and expenses) of every
<br />kind and nature whatsoever (collectively, the "Claims "), arising out of or in connection with a
<br />breach of this /agreement by Loloff; the work performed by Loloff pursuant to this Agreement,
<br />provided that a Claim is caused in whole or in part by any act or omission to act by Loloff,
<br />anyone directly or indirectly employed by Loloff or anyone far whose acts Loloff' may be Iiable.
<br />16. Loloff and Mill Iran shall cooperate in addressing any complaints raised by landowners
<br />or tenants occupying; property adjacent to the Loloff Mine. Any costs associated with the
<br />resolution of Such complaints shall be equally shared by l,,oloffand Mill Iron.
<br />17. Should either party of this /agreement fail to perform any of its obligations contained
<br />herein, the non - breaching party shall give the breaching party notice of such breach. The
<br />breaching party shall then have seven days to remcdy the alleged breach. If after the seven day
<br />period the breach has not beery resolved to the non - breaching party's satisfaction, the non-
<br />breaching party shall be entitled to declare a termination of this Agreement, or to otherwise
<br />enforce any remedies herein„
<br />18. Any prevention or delay in performing an act under this Agreement due to strikes,
<br />lockouts, acts of God, enemy or hostile governmental action, civil commotion, fire or other
<br />condition or casualty beyond the control of a party with such an obligation shall excuse such
<br />performance for a period equal to any such prevention or delay.
<br />19. This Agreement shall be binding upon and inure to the benefit of the parties' heirs,
<br />personal representatives, executors, trustees, agents. successors and assigns.
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