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<br /> (c) to use the Premises in any manner as the Grantor in its sole discretion deems appropriate,
<br /> provided Grantor uses all commercially reasonable efforts to avoid material interference with the
<br /> use of the Premises by Grantee for the Easement Purpose.
<br /> Section 2 Term of Easement. The term of the Easement, unless sooner terminated under provisions of
<br /> this Easement Agreement, shall be perpetual. In addition to the Easement provided for herein, a Temporary
<br /> Easement for a period of fourteen (14) months is also being provided over the Premises for construction
<br /> purposes.
<br /> Section 3 No Warranty of Any Conditions of the Premises. Grantee acknowledges that Grantor has
<br /> made no representation whatsoever to Grantee concerning the state or condition of the Premises, or any
<br /> personal property located thereon, or the nature or extent of Grantor's ownership interest in the Premises.
<br /> Grantee has not relied on any statement or declaration of Grantor, oral or in writing, as an inducement to
<br /> entering into this Easement Agreement, other than as set forth herein. GRANTOR HEREBY DISCLAIMS ANY
<br /> REPRESENTATION OR WARRANTY, WHETHER EXPRESS OR IMPLIED, AS TO THE DESIGN OR
<br /> CONDITION OF ANY PROPERTY PRESENT ON OR CONSTITUTING THE PREMISES, ITS
<br /> MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, THE QUALITY OF THE MATERIAL
<br /> OR WORKMANSHIP OF ANY SUCH PROPERTY, OR THE CONFORMITY OF ANY SUCH PROPERTY TO
<br /> ITS INTENDED USES. GRANTOR SHALL NOT BE RESPONSIBLE TO GRANTEE OR ANY OF GRANTEE'S
<br /> CONTRACTORS FOR ANY DAMAGES RELATING TO THE DESIGN, CONDITION, QUALITY, SAFETY,
<br /> MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY PROPERTY PRESENT ON
<br /> OR CONSTITUTING THE PREMISES, OR THE CONFORMITY OF ANY SUCH PROPERTY TO ITS
<br /> INTENDED USES. GRANTEE ACCEPTS ALL RIGHTS GRANTED UNDER THIS EASEMENT AGREEMENT
<br /> IN THE PREMISES IN AN "AS IS, WHERE IS" AND "WITH ALL FAULTS" CONDITION, AND SUBJECT TO
<br /> ALL LIMITATIONS ON GRANTOR'S RIGHTS, INTERESTS AND TITLE TO THE PREMISES. Grantee has
<br /> inspected or will inspect the Premises, and enters upon Grantor's rail corridor and property with knowledge of its
<br /> physical condition and the danger inherent in Grantor's rail operations on or near the Premises. Grantee
<br /> acknowledges that this Easement Agreement does not contain any implied warranties that Grantee or Grantee's
<br /> Contractors(as hereinafter defined) can successfully construct or operate the Improvements.
<br /> Section 4 Nature of Grantor's Interest in the Premises. GRANTOR DOES NOT WARRANT ITS TITLE TO THE
<br /> PREMISES NOR UNDERTAKE TO DEFEND GRANTEE IN THE PEACEABLE POSSESSION OR USE THEREOF. NO
<br /> COVENANT OF QUIET ENJOYMENT IS MADE. In case of the eviction of Grantee by anyone owning or claiming title to or
<br /> any interest in the Premises, or by the abandonment by Grantor of the affected rail corridor, Grantor shall not be liable to
<br /> refund Grantee any compensation paid hereunder.
<br /> Section 5 Improvements. Grantee shall take, in a timely manner, all actions necessary and proper to the
<br /> lawful establishment, construction, operation, and maintenance of the Improvements, including such actions as
<br /> may be necessary to obtain any required permits, approvals or authorizations from applicable governmental
<br /> authorities. Any and all cuts and fills, excavations or embankments necessary in the construction, maintenance,
<br /> or future alteration of the Improvements shall be made and maintained in such manner, form and extent as will
<br /> provide adequate drainage of and from the adjoining lands and premises of the Grantor; and wherever any such
<br /> fill or embankment shall or may obstruct the natural and pre-existing drainage from such lands and premises of
<br /> the Grantor, the Grantee shall construct and maintain such culverts or drains as may be requisite to preserve
<br /> such natural and pre-existing drainage, and shall also wherever necessary, construct extensions of existing
<br /> drains, culverts or ditches through or along the premises of the Grantor, such extensions to be of adequate
<br /> sectional dimensions to preserve the present flowage of drainage or other waters, and of materials and
<br /> workmanship equally as good as those now existing. In the event any construction, repair, maintenance, work or
<br /> other use of the Premises by Grantee will affect any Lines, fences, buildings, improvements or other facilities
<br /> (collectively, "Other Improvements"), Grantee will be responsible at Grantee's sole risk to locate and make any
<br /> adjustments necessary to such Other Improvements. Grantee must contact the owner(s) of the Other
<br /> Improvements notifying them of any work that may damage these Other Improvements and/or interfere with their
<br /> service and obtain the owner's written approval prior to so affecting the Other Improvements. Grantee must
<br /> mark all Other Improvements on the Plans and Specifications and mark such Other Improvements in the field in
<br /> order to verify their locations. Grantee must also use all reasonable methods when working on or near Grantor
<br /> property to determine if any Other Improvements (fiber optic, cable, communication or otherwise) may exist. The
<br /> Grantee agrees to keep the above-described premises free and clear from combustible materials and to cut and
<br /> remove or cause to be cut and removed at its sole expense all weeds and vegetation on said premises, said
<br /> Form 704CM; Rev. 08/17/11
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