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„_.06/04/06 14:20 FA% 5094539349 COLUMBIA BASIN RR 11005
<br />( ) INJURY. DEATH OR DAMAGE IS PROYXdATELY CAUSED .BY LESSON'S GROSS NEGLIGENCE OR
<br />WILLFUL, MISCONDUCT.
<br />_(�c) LESSEE ALSO AGREES TO INDEMNIFY AND HOLT) HARMLESS LESSOR,
<br />REGAR13LESS 01~ ANY NEGLIGENCE OF LESSOR, FROM ANY LOSS, DAMAGE, INJURY OR DEATH
<br />ARISING FROM ANY ACT OR OMISSION OF LESSEE, LESSEE'S INVITEES, LICENSEES, EMPLOYEES,
<br />OR AGENTS, TO TEE PERSON OR PROPEVEY OF THE PARTIES HERETO AND THEIR EMPLOYEES.
<br />AND TO THE PERSON OR PROPERTY Of ANY OTHER PERSON OR CORPORATION WHILE ON OR
<br />NEAR THF Property:
<br />Jd)
<br />Whenever any employee, agent or contractor of Leasee makes any claim for personal irgury or
<br />death against sot within the meaning of the federal Employers' Liability Act, or any applicable safety act, for any
<br />incident caused. wholly or in part, by property, equipment, fixtures or condition belonging to or subject to the control
<br />of Lessee, or claims or alleges that he or she is an employee of Lessor or is fu&tering the operational activities of
<br />Lessor, Lessee agrees- to Indemnify and hold harmless Lessor fat all losses, damages, costs or expenses related to
<br />such claim, regardless of Lessor's negligence,
<br />(e) Lessor'shall not be liable For Jost electronic computer data or damage to computer system caused
<br />by electrical power fluctuations and fagares.
<br />13. It is agreed that the provisions of Sections 9, 11, and 12 are for the -equal protection of other railroad
<br />companies, Including National Railroad Passenger Corporation (Amom, permItted to use Lessor's property.
<br />14. Lessee shall not assign this Lease or any interest therein, or grant a security interest In any buildings or
<br />Improvements on the Property, or sublet, and no heir, executor, adinIaistratot, receiver, master, sheriff, trustee In
<br />bankruptcy, or other assignee by operation of law shall assign or sublet, without the express prior written cotusant of
<br />Lessor. All the covcaants and provisions of this Lease shall be binding upon the heirs, legal represeutadves,
<br />suexessors and assigns of Lesscc• No assignment bq L.essee shall be binding upon Lessor whhout the written consent
<br />of Lessor in each instance.
<br />15. Lessee shall promptly pay and discharge any and all liens arising out of any construction, alterations or
<br />repairs done, suffered or permitted to be done. by Lessee on Property and shall Indemnify Lessor against any loss,
<br />liability or expense incurred by Lessor on account of such ]lens. i,essor is hereby authorized to post any notices or
<br />take tory other action upon or with respect to Property that is or may be permitted by law to prevent the attachment of
<br />any such liens to Property; provided, however, that failure of Lessor to take any such action shall not relieve Lessee
<br />of any obligation or habffllY under.this Section or any other Section of this Lease. If, because of any act or omission
<br />of Lessee, any mechanic's lum or other lien, charge or order for the payment of money shall be filed against Lessor or
<br />any portion of the Property, Lessee shall, at its own expense, cause the same to be discharged of record within thin
<br />(30) days after written notice from Lessor to Lessee of the filing thereof, and shall indemnify and save harmless
<br />Lessor against and from all costs, liabilities, penalties, and claim, including legal expenses, resulting therefrom.
<br />Lessee acknowledges that Lessor shall have no responsibility for management of the Property.
<br />16. (a) Lessee shall, at Its expense, procure and maintain throughout the term of this Lease, and thereafter
<br />until any Lessee -owned improvements are removed from the Property, a comprehensive general form of insurance
<br />covering liability, including, but not limited to, Public Liability, Personal Iq)wy and Property Damage, as well as
<br />Contractual Liability in the amount of $1 M111lon.per .occurrerice and.12 Million in the aggregate. Such insurance .
<br />shall contain no exclusion with reaped to property of L.essof In the care, custody or control of Lessee, Lessee also
<br />shall, at its expense, procure and maintain throughout the term of this Lease, an automobile liability policy with
<br />limits of $1 Millon covering "any auto"_ LESSOR AND IRON HORSE DEVELOPMENT, LI -C. SHALL BE
<br />NAMD AS AN ADDITIONAL INSURED PARTY CO'VERBD BY THE POLICY.
<br />(b) All risk Insurance on the property of the Lessee, or in Lessee's care, custody and control, shall
<br />contain a waiver of subrogation of claims against Lessor. Lessee shall maintain Workers Compensation insurance
<br />which shall contain a waiver of subrogation against Lessor.
<br />(c) All insurance shall be placed with Insurance companies licensed to do business in the State in
<br />which the Property is located, with a current Best's Insurance Gidde Rating of 8 and Class X, or better. Lessee shall
<br />provide, and thereafter maintain in effect a current Certificate of Insurance evidencing such insurance and said
<br />Certificate shall reference this contract number, When any portion of or all of the Property is located within 50 feet
<br />of a railroad track, insurance must provide for coverage of incidents ocewring within fifty (50) feet of a railroad
<br />nu.noc
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