2011-03-14_REVISION - M1977493 ‎(67)‎

• Permit No: M1977493
• IBM Index Class Name: REVISION
• Doc Date: 3/14/2011
• Doc Name: Exhibit List, Exs. 10 & 11
• From: Climax
• To: MLRB
• Type & Sequence: AM6
• Media Type: D
• Archive: No

503635 B-607 P-553 04128193 13: 44;M000P@O 30 OF 99
(f) Election to Exercise and Closing. VA may elect
to exercise the Enlargement Option, wholly or in any number of
increments thereof (not previously waived), by delivery of
written notice to Climax of its election to so exercise prior
to the expiration of the applicable period of the option term.
_ Within 30 days of such notice, Climax shall cause Shares to be
R issued to VA. representing the quantity of dater VA has so
s elected to purchase, and VA shall concurrently pay such
amounts as provided herein in cash or certified funds to
Climax. Such Shares issued to VA shall be free and clear of
all liens, encumbrances, leases, contracts, assessments,
charges or interests.
3.9 EPR Construction & Company Formation Expenses.
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(a) 5-Year Warranty Period. Subject to the CY.
provisions of Section 4.13, Climax shall have a continuing
duty and obligation to pay all reclamation, permitting, ;
modification, repair and construction costs associated with
. y.
Eagle Park Reservoir for a period of five years from the date °w
of exercise of the EPR Conversion Option (the 05-Year
Warranty"). The 5-Year-Warrarity shall include, without
limitation, any and all costs associated with water quality
problems, the dam embankment,.the outlet works and spillway,
excluding normal operating costs. •
(b) Construction, OM &R of Eagle Park Reservoir. Any
and all reclamation, construction, enlargement and OM&R of
Eagle Park Reservoir shall be made..by Climax in accordance
with applicable federal, state and local dam safety,
environmental, permitting and inspection requirements.. Climax
hereby agrees to indemnify and hold VA and the Company
harmless for any loss, cost, liability or.expense resulting
from the reclamation, construction, enlargement or OM&R of
Eagle Park Reservoir by Climax, its agents, employees or
contractors, or from any failure of the Eagle Park Reservoir
dam resulting from such activities.
(c) EPR Water Facilities. Climax shall bear all
costs and expenses associated with the reclamation, design,
construction, and procurement of any necessary governmental
approvals or permits in connection with Eagle Park Reservoir
and the EPR Water Facilities through the 5-Year Warranty
period, and Climax shall bear all costs and expenses
associated with any enlargement of Eagle Park Reservoir at any
time.
PUD:b09 -22-
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