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RECEPTION #: 708275, 01/19/2011 at 02:37:31 PM, 2 OF 4 Doc Code:AGR, Kay <br />Weinland, Routt County, CO <br />6. Operator shall be responsible for any and all subsequent permitting applications, <br />revisions and processes that are required and necessary, arising from or directly <br />connected with its operations on the Property. <br />7. Operator shall have no rights to assign or transfer this Agreement without the express <br />written consent of Owner, which consent shall not be unreasonably withheld. However, <br />Operator may, without consent of Owner, enter into a lease agreement with Routt <br />County, CO ( "Routt County "), to allow Routt County to enter upon the Property and <br />further grant Routt County the rights to quarry, mine, process, crush and remove gravel, <br />sand and rock from the Property. Operator shall keep Owner advised on a current basis <br />of the status of its lease agreement with Routt County and give Owner a copy of its lease <br />agreement with Routt County. Operator shall also maintain a detailed schedule showing <br />all rock removed from the Property by Routt County. In the event any compensation is <br />paid to Operator by Routt County, any and all such compensation shall be given to <br />Owner as partial consideration for the rights granted by Owner to Operator hereunder. <br />8. This document, which shall be enforced in accordance with Colorado law, represents the <br />full understanding between Owner and Operator, and shall not be amended unless in a <br />separate writing executed by the parties hereto. <br />9. The Agreement supersedes and replaces the Right of Entry Agreement dated <br />September 13, 2010 between Owner and Operator, which latter agreement shall be <br />deemed terminated. <br />IN WITNESS WHEREOF, Owner and Operator have executed the Agreement on the <br />date set forth above. <br />Owner: Operator: <br />Cottonwood Land Company <br />By: - <br />Name: Terry L. Bethel <br />Its: Vice President Its: Vice Prsident <br />EXHIBIT A <br />Sage Creek Coal Company, LLC <br />By: <br />Name: Jam <br />C. Sevem <br />