2009-09-02_REVISION - M1998022 (4)

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agreement of Grantor and Grantee. Notwithstanding any provision contained in this Agreement to the contrary, if Grantee has not obtained the Permits by December 31, 2009, this Agreement shall terminate and be of no further force or effect (except for any duties or obligations which by their nature are intended to survive termination) unless on or before that date Grantee notifies Grantor in writing of Grantee's election to waive the Permitting requirement provided for herein, in which event the Commencement Date of the Easement shall be deemed to be January 1, 2010. 3. Fee[Taxes. For each year of the initial term, Grantee shall pay the following fees ("Fee") to Grantor: $15,000.00 per year for all years in which less than 350 tons of stone are quarried and removed from the FS Property ("Minimum Fee"); and b. $18,000.00 per year for all years in which 350 or more tons of stone are quarried and removed from the F5 Property ("Maximum Fee"). All Fee payments shall be made quarterly on the first day of each quarter commencing three (3) months after the Commencement Date. Grantor acknowledges there is no guaranty of minimum amounts of quarried stone per year as amounts will vary based upon market demand. Quarterly payments shall be based upon the Minimum Fee with adjustments to be made for any year in which the Maximum Fee is to be paid within thirty (30) days after each Lease year end. All taxes assessed and levied against any of Grantee's machinery, equipment or other personal property and all taxes and assessments levied against materials stockpiled on, mined or removed from Grantor's Property or the FS Property will be the responsibility of the Grantee. Any increase in ad valorem real property taxes assessed and levied against Grantor's Property resulting from Grantee's activities on Grantor's Property shall be paid by Grantee upon Grantor providing Grantee with tax statements or other reasonable evidence depicting such increase. 4. Maintenance/Insurance/Indemnity. During the term of this Agreement, Grantee agrees to maintain the Improvements, at its cost and expense. Grantee shall be responsible to continue its annual reclamation efforts associated with Grantor's Property and shall be allowed to use the last of the quarried stone (approximately 100 tons) located on Grantors Property for reclamation purposes. Grantee shall provide Grantor with a $5,000 letter of credit as security for Grantee's continuing reclamation efforts. Grantee shall also maintain reasonable amounts of general liability insurance covering its operations naming Grantor as an additional insured as well as workmen's compensation and auto insurance insuring Grantee's employees who enter Grantor's Property. Furthermore, Grantee agrees to indemnify and hold Grantor harmless from any and all losses, liabilities, costs, expenses (including reasonable attorneys' fees