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<br /> Tracking#16-55547
<br /> 8. Payment Terms. All invoices are due thirty (30) days after the date of invoice. If Licensee fails to pay any
<br /> monies due to Licensor within thirty(30) days after the invoice date, then Licensee shall pay interest on such
<br /> unpaid sum from the due date until paid at an annual rate equal to the lesser of(i)the prime rate last published
<br /> in The Wall Street Journal in the preceding December plus two and one-half percent (2-1/2%), or (ii) the
<br /> maximum rate permitted by law.
<br /> LICENSOR'S RESERVED RIGHTS
<br /> 9. Reserved Rights of Use. Licensor excepts and reserves the right, to be exercised by Licensor and any other
<br /> parties who may obtain written permission or authority from Licensor:
<br /> 9.1 to maintain, use, operate, repair, replace, modify and relocate any utility, power or communication
<br /> pipe/lines/cables and appurtenances (other than the Pipeline)and other facilities or structures of like
<br /> character upon, over, under or across the Premises existing as of the Effective Date;
<br /> 9.2 to construct, maintain, renew, use, operate, change, modify and relocate any tracks or additional
<br /> facilities, structures and related appurtenances upon, over, under or across the Premises;or
<br /> 9.3 to use the Premises in any manner as Licensor in its sole discretion deems appropriate, provided
<br /> Licensor uses all commercially reasonable efforts to avoid material interference with the use of the
<br /> Premises by Licensee for the purpose specified in Section 4 above.
<br /> 10. Right to Require Relocation. If at any time during the term of this License, Licensor desires the use of its rail
<br /> corridor in such a manner as would, in Licensor's reasonable opinion, be interfered with by the Pipeline,
<br /> Licensee shall, at its sole expense, within thirty(30)days after receiving written notice from Licensor to such
<br /> effect, make such changes in the Pipeline as in the sole discretion of Licensor may be necessary to avoid
<br /> interference with the proposed use of Licensors rail corridor, including, without limitation,the relocation of the
<br /> Pipeline,or the construction of a new pipeline to replace the Pipeline. Notwithstanding the foregoing, Licensee
<br /> agrees to make all emergency changes and minor adjustments, as determined by Licensor in its sole
<br /> discretion,to the Pipeline promptly upon Licensor's request.
<br /> LICENSEE'S OPERATIONS
<br /> 11. Construction and Maintenance of the Pipeline.
<br /> 11.1 Licensee shall notify Licensor's Roadmaster, Declan Hunt at 2900 Bond Street, Everett, WA 98201,
<br /> telephone (425) 304-6690, or email declan.hunt@bnsf.com at least ten (10) business days prior to
<br /> installation of the Pipeline and prior to entering the Premises for any subsequent maintenance thereon.
<br /> In the event of emergency, Licensee shall notify Licensor of Licensee's entry onto the Premises at the
<br /> telephone number above as soon as practicable and shall promptly thereafter follow up with written
<br /> notice of such entry.
<br /> 11.2 Licensee's on-site supervisors shall retain/maintain a fully executed copy of this License at all times
<br /> while on the Premises.
<br /> 11.3 While on the Premises, Licensee shall use only public roadways to cross from one side of Licensor's
<br /> tracks to the other.
<br /> 11.4 Any contractors or subcontractors performing work on the Pipeline or entering the Premises on behalf
<br /> of Licensee shall be deemed servants and agents of Licensee for purposes of this License.
<br /> 11.5 Under no conditions shall Licensee be permitted to conduct any tests, investigations or any other
<br /> activity using mechanized equipment and/or machinery,or place or store any mechanized equipment,
<br /> tools or other materials, within twenty-five (25) feet of the centerline of any railroad track on the
<br /> Premises unless Licensee has obtained prior written approval from Licensor. Licensee shall, at its
<br /> sole cost and expense, perform all activities on and about the Premises in such a manner as not at
<br /> any time to endanger or interfere with (i)the existence or use of present or future tracks, roadbeds,or
<br /> property of Licensor, (ii)the safe operation and activities of Licensor or existing third parties,or(iii)the
<br /> rights or interests of third parties. If ordered to cease using the Premises at any time by Licensor's
<br /> personnel due to any hazardous condition, Licensee shall immediately do so. Notwithstanding the
<br /> Form 424;Rev.201400801
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