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fi 201009173 - � . t 4 , � , � , s. � RAILR4AD LICENSE AGREEMENT This Railroad I�icense Agreement ("Agr�ement") is entered i�nto as of November l, 2008 (the "Effective Date"), by and between Grand Island Area Economic Development Corp, a non- pro�it corporation ("Licensor") and DTE Rail Services, Inc., a Michigan corporation ("Licensee"). WHEREAS, Lic�nsor is the owner of certain land formerly a part of the Cornhusker Army Ammunition Plant, as more particularly described on Exhibit A, attached hereto and incorporated herein by this reference (the "Property"); and WHEREAS, Licensee is the owner of railroad tracks and other railraad improvements on the Property (the "Property Railroad Track"); and WHEREAS, Exhibit B, attached hereto and incorporated herein by this reference, depicts the Property Railroad Track; and WHEREAS, the parties wish to record tl�eir agreements with regard to Licensee's ri�ht to maintain the Property Railroad Track on the Property and Licensee's obli�ation to provide rail service for the Property. NOW THEREFORE, for �;ood and valuable consideratian, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Recitals. The foregoing recitals are a material part of this Agreement and are incarporated herein by this reference. 2. License. Licensar hereby grants to Licensee a license (the "License") in t�aat portion af the Froperty on which the Froperty Railroad Track is currently located and so m.uch ��f the property as is 40 feet on either side of the center line of the Property Railroad Track (the "Licensed Property"). The License shall be for the sole purposes (and no other) of (i) permitting the Property Railroad Track to continue to remain on the Property and (ii) Licensee's utilizatioa�. and inaintenance of the Property Railroad Track so that Licensee can utilize the License to store railcars, repair railcars and c;lean railcars. The center line of the Licensed Prcrperty is shown on Exhibit B. 2.1. Private Rail__Crossin�s. Licensee agrees to grant easements and/or right- of-ways for private crossings of roads over the Licensed Property for the benefit of' the Licensor and its successors, assigns and licensees, all at no additional cost or charge. The grantee af the private crossing right shall bear all cost of constructing and maintaining the private crossings, and shall ensure compliance with all federal, state and local laws, rules, and regulations related to construction, maintenance and us� of private rail crossings; provided, however, any construction, maintenance or use of such private rail crossings shall not unreasonably interfere with Licensee's use of the Licens�d Property and Property Railroad Track. In the event a private rail crossing is requested, the requesting party shall provide Licensee with reasonable prior notice of any proposed construction, 1