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5. Term of Agreement. This Agreement shall be and remain in effect for a period of <br />three (3) years commencing on the Effective Date (`Term "). <br />6. Miscellaneous Provisions. <br />(a) <br />This Agreement, Exhibit A, and Map 1 attached hereto state the entire <br />agreement between the Parties, and replace all oral and written <br />representations, correspondence and agreements by or between the Parties <br />conceming the Property. No amendment or modification of this Agreement <br />shall be binding unless made by written instrument of equal formality. Each <br />Party shall be entitled to insist strictly upon the timeliness of performance by <br />the other Party of the other Party's obligations. <br />(b) The rights, duties and benefits of this Agreement shall accrue to and be <br />binding upon the respective successors and assigns of the Parties. <br />(c) No assignment of the Agreement or of any interest therein, and no <br />sublicense for any purpose shall be made or granted by LICENSEE without <br />the prior oral or written notice to LICENSOR, unless assigned to a corporate <br />affiliate of LICENSEE. <br />7. Recordation. This Agreement shall not be recorded, but either party may request <br />and record a short form or Memorandum of Agreement attaching Exhibit A only (not <br />Map 1) to be recorded in the Routt County records. <br />IN WITNESS WHEREOF, the parties have executed this Agreement in duplicate as <br />of the date first above written, by their own hand and deed. <br />LICENSEE: <br />Sage Creek Holdings, LLC <br />Dated: sJ /o/ y <br />Its <br />3 <br />LICENSOR: <br />By: , 9O el (.L <br />Michael E. Williams <br />