DocuSign Envelope U E6CABOCE-E510-46C2-B709-BCCFEAB1B80D
<br /> KERR-McGE=_ OIL & GAS ONSHORE LP
<br /> Kerr-McGee Oil & Gas Onshore LP
<br /> remediation on the Property arising from the flowline installation and Contractor assumes such
<br /> liability and responsibility for any further remediation or reclamation of the Property. Hunt waives
<br /> the comment period under Colorado Oil and Gas Conservation Commission Rule 1105.d.(4)
<br /> regarding the relocation of the flowlines.
<br /> KMOG shall not be liable to Contractor or Hunt, and each of their affiliates, subsidiaries or
<br /> assigns, or their respective employees, agents, contractors, and invitees, or to any other person,
<br /> respecting any claims, demands, damages or causes of action for death or injury to persons or
<br /> damages to Property(including cleanup and remediation costs pursuant to applicable federal, state
<br /> and local environmental statutes) caused by the operations and activities of Contractor and its
<br /> respective employees, agents, contractors, or invitees except those which arise as a result of
<br /> KMOG's sole negligence or willful misconduct. Contractor and Hunt, and each of their affiliates,
<br /> subsidiaries and assigns, shall indemnify, save and hold harmless KMOG from all such claims,
<br /> demands, damages or causes of action, including the costs of reasonable attorney fees, caused by
<br /> the operations and activities of Contractor or its respective employees, agents, contractors, or
<br /> invitees associated with the Project other than those which arise as a result of KMOG's sole
<br /> negligence or willful misconduct..
<br /> Notwithstanding any provision herein to the contrary,as between the Parties this Agreement does
<br /> not authorize one Party to sue for or collect from the other Party its own or its affiliates' special,
<br /> indirect, or consequential losses or damages, lost profits, loss of revenue, loss of savings, loss or
<br /> deferment of production, loss of use, loss of contract, or business interruption and each Party
<br /> hereby waives on behalf of itself and its affiliates any and all claims it may have against the other
<br /> Parry and its affiliates, and agrees to indemnify the other Party and its affiliates from and against
<br /> all claims, for its own and its affiliates' such damages, arising in connection with this Agreement,
<br /> without regard to the cause or causes of any claim, including, without limitation, a claim
<br /> caused in whole or in part by the negligence (whether sole,joint, concurrent, comparative,
<br /> contributory,active, passive,gross or otherwise),willful misconduct,strict liability or other
<br /> fault of KMOG, Contractor, Hunt or a third party and whether or not caused by a pre-
<br /> existing condition.
<br /> It is the Parties' express intent that neither this Agreement nor any course of conduct or course of
<br /> performance hereunder constitutes or may be construed to constitute or create a joint venture,
<br /> partnership, or any other similar arrangement between the Parties.
<br /> This Agreement does not confer any enforceable rights or remedies upon any Person other than
<br /> the Parties.
<br /> Parties understand and agree the relocation of the flowlines will commence within 30 days after
<br /> receipt of Payment.
<br /> If the foregoing terms are acceptable to you, please sign, date, and return this letter to KMOG
<br /> along with Payment.
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