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4136895 08/26/2015 03:46 PM <br />Page 2 of 34 <br />together with the right to develop, mine, extract, process, market and sell the Sand and Gravel <br />from the Land, and conduct its ongoing Sand and Gravel mining business activities and <br />reclamation obligations as contemplated by the existing mining permit issued by the Colorado <br />Division of Reclamation Mining and Safety ("DRMS") or its predecessor, the Colorado <br />Department of Minerals and Geology ("DMG"), as applicable, pertaining to the Land (such <br />rights collectively referred to hereinafter as the "Mining Rights"). The Mining Rights shall <br />include the authority to amend the applicable DRMS/DMG mining permit and any other <br />governmental approvals required for Grantor's mining of the Land to the extent necessary to <br />allow the completion of such mining in a manner consistent with Grantor's agreements with <br />Grantee, and shall also include the right to enter into agreements for the relocation of utilities and <br />oil and gas infrastructure on the Land, consistent with Grantor's agreements with Grantee, to <br />maximize the amount of water storage capacity created on the Land. This reservation of Sand <br />and Gravel and Mining Rights shall be for a limited period of time, and shall automatically <br />expire and terminate on the "Mining Rights Termination Date" applicable to the Land (or any <br />applicable portion thereof) established in that certain Amended and Restated Purchase and Sale <br />Agreement effective as of February 9, 2011 between Grantor and Grantee, as the same has been <br />and may be further amended. Such expiration and termination of Grantor's Mining Rights may <br />be evidenced of record by either: (a) a recorded quit claim deed from Grantor to Grantee <br />conveying the Mining Rights and any remaining interest which Grantor may have in the Land (or <br />any applicable portion thereof) pursuant to the Mining Rights; or (b) the recorded affidavit of <br />Grantee wherein Grantee certifies that the applicable Mining Rights Termination Date has <br />occurred and that Grantee is entitled to ownership and possession of the applicable Mining <br />Rights, which affidavit shall specifically refer to this Special Warranty Deed, as recorded, at <br />which time, upon the recording of either the quit claim deed or the affidavit of the Grantee as <br />referenced above, the ownership of all Sand and Gravel remaining on the Land, or applicable <br />portion thereof, and the Mining Rights shall automatically and immediately vest in Grantee, and <br />be subject to the warranties set forth below. <br />TO HAVE AND TO HOLD the Property unto Grantee, and Grantee's successors and <br />assigns forever, and Grantor does hereby bind Grantor, and Grantor's successors and assigns, to <br />WARRANT and FOREVER DEFEND, all and singular the Property unto Grantee and Grantee's <br />successors and assigns, against every person whomsoever lawfully claiming or to claim the same <br />or any part thereof, by, through or under Grantor, but not otherwise, and subject, however, to the <br />matters set forth on Exhibit B attached hereto, as aforesaid_ <br />This Deed shall be governed by and construed in accordance with the laws of the State of <br />Colorado. <br />* Remainder of Page Intentionally Left Blank — <br />-2- <br />02398892_1 <br />EveristSWD-821a-I5 <br />