EAST BAY REGIONAL PARK DISTRICT - LEMOINE BYPASS PIPELINE

GRANTOR: EAST BAY REGIONAL PARK APN: PORTION OF 941-2000-63 PROJECT: Lemoine Estates Bypass Pipeline Project Page 3 of 8 Access permit area, as outlined in GRANTOR’s document entitled , provided to GRANTEE, and attached herein as “.” G. Upon completion of the water pipeline installation, GRANTEE will install visible markers on either end of the line, where it meets the boundary of GRANTOR’s property. 5. GRANTEE Performed Work. All work done under this Agreement shall conform to all applicable building, fire and sanitary laws, ordinances, and regulations relating to such work, and shall be done in a good workmanlike manner. All structures, improvements or other facilities, when removed, and relocated, or reconstructed by the GRANTEE or its authorized agent, shall be left in as good condition as found. 6. Indemnification. GRANTEE shall indemnify, defend, and hold harmless GRANTOR from and against all claims, causes of action, damages, liabilities, cost and expenses (including reasonable attorney fees and costs), arising from or related to GRANTEE’s use of the Property and exercise of GRANTEE’s rights under this Agreement, except as to action, damages, liabilities or costs due to GRANTOR’s negligence or willful misconduct. 7. Right of Possession and Use. GRANTEE’s right of possession and use of the Permanent Easement, including the right to remove and dispose of improvements, and install and connect utilities, shall commence upon recordation of the Permanent Easement and issuance of the TPA permit. 8. Notice to Successors. If GRANTOR sells, conveys or assigns any property interest encumbered by this Agreement before the GRANTEE exercises its rights, GRANTOR shall notify the successor or assignor of the rights and obligations under this Agreement. 9. Escrow Instructions. GRANTOR authorizes GRANTEE to prepare and file escrow instructions in accordance with this Agreement on behalf of both parties. GRANTEE shall submit draft escrow instructions to GRANTOR for review in advance of submitting the instructions to escrow. 10. Hazardous Wastes. The acquisition price of the Permanent Easement being acquired in this transaction reflects the fair market value of the Property without the presence of contamination. If the Property being acquired is found to be contaminated by the presence of hazardous waste which requires mitigation under Federal or State law, the GRANTEE may elect to recover its clean-up costs from those who caused or contributed to the contamination. GRANTOR shall further indemnify, defend, save and hold harmless the GRANTEE from any and all claims, costs and liability, including reasonable attorney's fees, for any damage, injury or death to persons or property arising directly or indirectly from or connected with the existence of toxic or hazardous material on the property, save and except claims, costs or litigation arising through the sole willful misconduct of the GRANTEE. 11. No Leases. GRANTOR warrants that there are no oral or written leases on all or any portion of the Permanent Easement exceeding a period of one month. GRANTOR agrees to hold GRANTEE harmless and reimburse GRANTEE for any of its losses and expenses occasioned by reason of any lease of the Permanent Easement held by a tenant for a period exceeding one month. 12. Release of All Claims. This is intended as a full and complete release of all or any claims that either party has against the other and is in full settlement of any and all such claims and Docusign Envelope ID: FC1F18B4-4491-45B3-9922-58279C679BDA