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level and shall remove all such buildings and structures, equipment, <br />scrap steel, and all other Assets from the Tipple Complex site, such <br />removal to be completed no later than August 31, 1994. Subject to <br />the terms and conditions of this Agreement, the manner and method of <br />such removal shall be within the reasonable discretion of Universal. <br />(b) Universal shall remove all structural steel and <br />attachments and all equipment from the truck dump pit area on the <br />Tipple Complex site, leaving said truck dump pit area in a clean <br />condition and ready to be back-filled, such removal to be completed <br />no later than August 31, 1994. Subject to the terms and conditions <br />of this Agreement, the manner and method of such removal shall be <br />within the reasonable discretion of Universal. Coors shall be <br />responsible for back-filling the truck dump pit area; Universal <br />shall have no obligation or responsibility to back-fill the truck <br />dump pit area. No refuse, waste equipment, or waste material will <br />be disposed of, or deposited or left on the Tipple Complex site. <br />All chemicals, oils, solvents, and antifreeze will be captured and <br />legally disposed, and not drained into or onto the ground. <br />(c) During the period of time which Universal is undertaking <br />the dismantling and removal of the Assets from the Tipple Complex <br />site, Universal shall designate an isolated work area surrounded by <br />visible fencing (snow fence, orange plastic fence, etc.). Universal <br />shall be responsible for and shall ensure that said fencing is <br />erected and in place prior to its undertaking to dismantle or remove <br />any of the Assets from the Tipple Complex site. The fenced, <br />isolated work area shall be large enough to allow for the storage of <br />all dismantled items prior to their removal from the Tipple Complex <br />site. <br />(d) Universal shall comply with all safety rules and <br />regulations required of outside contractors working at the Tipple <br />Complex site. Coors shall provide Universal with copies of its own <br />written rules and regulations relating to the Tipple Complex site <br />within ten (10) days after the execution of this Agreement. <br />(e) All of Universal's obligations under this §3, including <br />without limitation, the obligation to dismantle and remove the <br />Assets from the Tipple Complex site, the installation of fencing <br />surrounding Universal's isolated work area and its compliance with <br />all applicable laws, rules, and regulations (as discussed in §3(d)), <br />shall be performed by Universal at Universal's sole cost and <br />expense. <br />§4. Coors' Representation. Warranties, and Obligations. Coors <br />represents and warrants that it owns the Assets being sold to <br />Universal, free and clear of all liens and encumbrances, and that it <br />has the full power, right, and authority to convey the ownership <br />thereof, pursuant to the terms of this Agreement. Coors is selling <br />and transferring the Assets- to Universal in strictly an as-is <br />condition, and no representation or warranty is made as to <br />suitability or fitness for any particular use or purpose with <br />respect to any of the Assets. <br />- 2 - <br />