2015-04-29_REVISION - M2015008 - Laserfiche WebLink

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from, or any claim for damage relating to, the work of any construction, repair, restoration, maintenance, replacement or improvement, or any other claims or demand howsoever the same may arise, but Kirkland shall pay or cause to be paid all of said liens, claims or demands before any action is brought to enforce the same against the Property or improvements. Kirkland agrees to indemnify, defend and hold BVR, Galloway SG and the Property (including the Subject Site) harmless from all liability for any and all such liens, claims, demands and actions together with reasonable attorney fees and all costs and expenses in connection therewith. d. If Kirkland initiates or establishes any water rights for which the point of surface diversion or ground water withdrawal is on the Property, Kirkland shall, immediately upon request of BVR and without cost to BVR, convey title to such water rights to BVR, and upon such transfer, or upon termination of this Agreement automatically without need for any action, such water rights shall become the property of BVR without cost. e. Kirkland shall keep confidential and shall not disclose to any third party the terms and conditions of this Agreement or the Access Agreement without the prior written consent of BVR and Galloway SG. 7. Reclamation. Unless otherwise agreed to by BVR and Galloway SG in writing, upon termination of this Agreement, Kirkland shall remove the water pump facilities, the water pipeline(s), and all other equipment (including, without limitation, the Reservoir liner) related to Kirkland's exercise of rights pursuant to this Agreement, and shall reclaim the lands disturbed or affected by such exercise of any rights under this Agreement pursuant to the reclamation requirements set forth in the Access Agreement, this Agreement, the Plans, the Permits and any other permits obtained pursuant to this Agreement. 8. Term. Unless this Agreement is terminated earlier, the term of this Agreement shall commence upon the Effective Date and shall expire on the first to occur of: (a) termination or expiration of the Access Agreement; (b) termination of the CDOT Contract; or (c) the date on which Kirkland has received final acceptance from CD OT with respect to the Project. Notwithstanding the foregoing, Kirkland's obligations to complete reclamation described in Section 7, above, shall survive termination or expiration of this Agreement. Kirkland shall at all times be solely responsible for and obligated to complete all reclamation required by law and under this Agreement. 9. Use of Water Limited to Support of Project. Kirkland's access to and use of the Property pursuant to this Agreement, including use of the Water Rights and Electric Service, shall be solely for the purpose of performing Kirkland's construction obligations under the CDOT Contract relating to the Project. 10. No Warranties. KIRKLAND ACKNOWLEDGES AND AGREES THAT, EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER GALLOWAY SG, BVR, NOR ANYONE ACTING FOR OR ON BEHALF OF GALLOWAY SG OR BVR, HAS MADE ANY REPRESENTATION, WARRANTY, ,STATEMENT OR PROMISE TO KIRKLAND CONCERNING THE PROPERTY, THE ELECTRIC SERVICE, THE WATER RIGHTS, THE s 2104398.3