2012-03-07_PERMIT FILE - C2010088A ‎(20)‎

• Permit No: C2010088A
• IBM Index Class Name: Permit File
• Doc Date: 3/7/2012
• Doc Name: Right of Entry and Water Rights
• Section_Exhibit Name: Exhibit 01
• Media Type: D
• Archive: Yes

RECEPTION #: 2524166, BK 4981 PG 844 02/23/2010 at 10:04:01 AM, 3 OF 53, R
$265.00 S $1.00 EXEMPT Janice Rich, Mesa County, CO CLERK AND RECORDER
WHEREAS, the Fruita Parcel is also subject to that certain Right -Of -Way Agreement
dated July 20, 2005 recorded on July 26, 2005 in Book 3950 at Page 61 -64 of the Mesa County
Clerk and Recorder's records (the "South Easement ") which also benefits the Tavistock Parcel
attached hereto as Exhibit "G."
NOW THEREFORE, in consideration of the premises, the covenants and the
agreements set forth, the parties hereto agree as follows:
1. Recitals. The foregoing recitals are true and correct and are incorporated herein
as if repeated in length.
2. Grant of Easement to Fruita. Tavistock hereby grants, dedicates and establishes a
nonexclusive easement in favor of Fruita, its contractors, subcontractors, agents, employees,
licensees, successors and assigns on, over and upon the Fruita Railroad Spurs Easement Area for
the use, operation, maintenance, repair, construction, addition and relocation (pursuant to Section
3 below) of the Fruita Railroad Spurs.
3. Fruita's Right of Relocation and Additions. Fruita shall have the right, from time
to time and at its sole cost and expense, to relocate the Railroad Spurs or add additional spurs
within the Fruita Railroad Spurs Easement Area subject to the following:
3.1 Fruita shall first submit to Tavistock all plans and specifications (the
" Fruita Plans ") of any proposed relocations, additions or modifications of or to the Fruita
Railroad Spurs for review and approval by Tavistock, which approval shall not be unreasonably
withheld. Tavistock shall have a period of thirty (30) days to complete the review of the Fruita
Plans. Failure to object to the Fruita Plans on or before thirty (30) days shall be deemed
approval thereof. Notwithstanding approval of the Fruita Plans, all relocations, additions or
modifications to or of the Fruita Railroad Spurs shall comply with present and future
requirements of Union Pacific Railroad Company, or other like kind railroad company's
requirements (the "Railroad Company ").
3.2 Fruita shall be solely responsible for the commencement and completion
of all work contemplated by the Fruita Plans in substantial conformity with the Fruita Plans at
its' sole cost and expense. No such work shall unreasonably interfere with Tavistock's use and
enjoyment of or ingress and egress to the Tavistock Parcel.
3.3 Fruita shall purchase and maintain commercial general liability insurance
from insurance companies rated "AA" or better by A.M. Best with combined single limit bodily
injury and property damage coverage of not less that two million dollars ($2,000,000.00) per
occurrence and, in addition, workers compensation and unemployment insurance meeting the
requirements of applicable statutes, all of such insurance naming Tavistock as an additional
insured. Fruita shall provide Tavistock with a certificate of insurance showing such coverage in
effect and providing Tavistock with not less than thirty (30) days advance written notice of any
cancellation, lapse or modification of such insurance.
3.4 Fruita agrees to indemnify, defend and hold Tavistock harmless from any
and all claims, damages, losses or liabilities arising from or in connection with all work
2