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<br />SPECIAL WARRANTY DEED <br />THIS SPECIAL WARRANTY DEED, made this 15TH day of DECEMBER , <br />1992, by H-G COAL COMPANY, a Delaware general partnership ("H-G") <br />in which the general partners are COALGRACE, INC., a Delaware <br />corporation, and COALGRACE II, INC., a Delaware corporation; AXIAL <br />BASIN RANCH COMPANY, a Delaware general partnership ("ABR") in <br />which the general partners are GRACE A-B, INC., a Delaware <br />corporation, and GRACE A-B II, INC. , a Delaware corporation, (H-G <br />and ABR are collectively referred to as "Grantors"), with offices <br />at 5731 State Highway 13, Meeker, Colorado 81641, to HAYDEN GULCH <br />TERMINAL, INC., a Delaware corporation ("Grantee"), with offices at <br />1300 South Yale Street, Flagstaff, Arizona 86004; <br />Grantors, in consideration of Ten Dollars ($10.00) and other <br />good and valuable consideration in hand paid by Grantee, receipt <br />whereof is hereby acknowledged, do hereby SELL AND CONVEY to <br />Grantee, and to its successors and assigns forever, all of <br />Grantors, right, title and interest in and to the real estate <br />situated in the County of Routt, State of Colorado, which is <br />• described on Schedule A hereto and made a part hereof for all <br />purposes, together with its improvements and appurtenances <br />(including all appurtenant water rights and mineral interests). <br />Such property does not have a street address or comparable <br />identifying number. <br />Grantors hereby warrant title against all persons claiming by, <br />through or under (i) Grantors or either of them, (ii) any general <br />partner of either Grantor, (ii) W. R. Grace & Co. or Grace Energy <br />Corporation or any subsidiary or affiliate of either of such <br />companies and (iii) any partnership in which W.R. Grace & Co., <br />Grace Energy Corporation or any subsidiary or affiliate of either <br />of such companies is or was a general partner. <br />This conveyance is subject to (i) those, if any, rights of <br />way, easements, leases, deed and plat restrictions, encumbrances, <br />licenses, reservations (including mineral reservations) and <br />exceptions which are of record as of the date of this instrument, <br />(ii) rights of persons in possession which would be reasonably <br />evident from an inspection of the premises, (iii) property taxes <br />for 1992 and all subsequent years and (iv) those other exceptions, <br />reservations, liens or encumbrances specifically referred to in <br />Schedule A hereto. <br />419839 01/21/93 9:26 AM 682/229 $255.00 <br />x DOROTHY L. MARIANO, ROUTT COUNTY RECORDER <br />• Di:ii'L li^!:.: n.i (r11;'! Fri: f"