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IND LS 110695
<br />APPROVED, LAW
<br />201
<br />Section 10. bj,SERA17ON3 AND TA@ROTmsfr2fP9; CLEARANCES.
<br />A. NO alterations, iaprovmsents' or installations may be wade OA the Praises without the
<br />prior consent of Lessor. • such consent, if given, shall be subject to the needs and requireaeats of
<br />the Lessor in the operation of its Railroad and to such other conditions as Lessor dataZz as to
<br />impose. In all events such consent shall be conditioned upon strict conformance with all applicable
<br />governmental requirements and. Lessor's then - current clearance standards'.
<br />8. All alterations, iaproveneats or instailations•shall be at Lessee'a sole cost and
<br />fie•
<br />C. Lessee shall comply with Lessor's then - current clearance standards, except (i) where
<br />to do so could cause Lessee to violate an applicable governmental requires nt. or (ii) for any
<br />isproveseat or device in place prior to L taking po ion of the Premises if such iap
<br />or device complied with Lessor's clearance standards at the tine of its installation.
<br />D. Any actual or implied knowledge of Lessor of a violation of the clearance requirements
<br />of this Lease or of any goearraantial requirosnta shall not relieve Lessee or the obligation to comply
<br />with such requirements, nor shall any consent of Lessor be deemed to be a representation of such
<br />compliance.
<br />Section 11. A5 -23.
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<br />Lessee accepts the Premises in its present condition with all faults, abetter patent or
<br />latent, and without varranties•or covenants, express or implied. Lessee aclmovledges that Lessor
<br />shall have no duty to maintain. repair or improve the Premises.
<br />Section 12. $Yt.E AiLD tsar om r.
<br />i A. As a material part of the consideration for this Lease, Lessee, to the extant it•aay
<br />lawfully do so, waives and releases any and all claims against Lessor for. tad agrees tc indemnify.
<br />defend and .hold Wooslose Lessor, its affiliates, and its and their officers, agents and employees
<br />(e2ndeamified from and against, any loss, damage (including, without limitation, punitive or
<br />consequential damages), injury, liability: Claim, dmond, cost or expense (including. vitbont
<br />limitation, attorneys' fees and court costs), fine or penalty (collectively, aLoas•) incortwd by any
<br />parson (including, without limitation, Lessor. Lessee, or any employ« of Lessor or Lessee) and
<br />arising from or related to (i) any use of Ohe•Premises by.Leasee or any invitee or licensee of Lessee,
<br />(ii) any act or omission of Lessee, its•officer,, agents, employees, licensees or invitees, or (iii)
<br />any breach or this Lease by Lessee.
<br />a. . The foregoing release and indemnity shall apply regardless of any negligence,
<br />misconduct or strict liability of any Zndesmified Party, accept that the indemnity, only, &ball not
<br />apply to any Loss caused by the sole, actips.and direct negligence of any Iadesaified Party if the
<br />Loss (i) was not occasioned by fire or other casualty, or (ii) Res not occasioned by water, inclnding,
<br />without limitation, eater damage due to the position, location, construction or condition of any
<br />structures or other improvements or facilities of any Indsadified Party.
<br />C. Rbare applicable to the Loss, the liability provisions of any contract between Lessor
<br />and Lessee covering the carriage of ahipients or trackage serving the Premises shall govern the Loss
<br />and shall supersede the provisions of this Section 12. _ _ ._ . . . _ .. - . - ... ._ ... •
<br />Y D.' No provision of this Lease with respect to insurance shall limit the extent of the
<br />release and indemnity provisions of this Section 12.
<br />Section 13. T szulma ION.
<br />A. Lessor say terinste this Lease by giving Lessee notice of termination. if Lessee (i)
<br />fails to pay rent within fifteen (15) days after the due date, or (ii) defaults under any other
<br />obligation of Lessee under this Lease and, after written notice is given by Lessor to Lessee
<br />specifying the default,,Lssses fails either to immediately commence to cure the default, or to
<br />couplets the cure expeditiously but in all events within. thirty (30) days after the default notice is
<br />given.
<br />S. Notwithstanding the term of this Lease set forth in Article X2.3., Lessor or Leases
<br />say terminate this Lease without cause upon thirty (30) days' notice to•the other party; provided,
<br />however, that at Lessor's election, no such termination by Lessee shall Be attentive unless and until
<br />Lessee has vacated and restored the Premises as required in Section 153.), at which time Lessor shall
<br />refund to Lessee, on a pro rats basis, any unearned rental paid in advance.
<br />Section 14. j,SSSOR'S'RL7JEOTTS.
<br />• Lessor's remedies for Lessee's default are to (a)' sates and take po ion of the Premises,
<br />without terminating this Lease, and relet the Premises on behalf of Lessee, collect and receive ohs
<br />rent from reletting, and charge Lessee for the nest or reletting, and /or (b) terminate this Lease as
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