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Home My WebLink About20021718.tiff Banks and Gesso, LLC Attachment 'E' Applicant's Interest in the Property Kurtz Ranch Sand and Gravel Mine WC USR 20 98023.WD Aggregate Industries West Central Region April 2001 2002-1718 t • ii • SAND AND GRAVEL LEASE IBIS SAND AND GRAVEL LEASEEd Lh tsar) is entered into on July 3t3 , 1999 EO between ELVERNA BURCHI'IELDAa `�HEI&Y REDMOND, dba KURTZ CATTLE COMPANY ("Lessor"), and CAMAS COLORADO, INC., AGGREGATE DIVISION, an Indiana Corporation("Lessee"). RECITALS 107 1. Description of the Property. Lessor is the owner of approximately One Hundred and Fifty(150)acres of real property located in Sections 20 and 21,Township 3 North,Rangefa West of the 6th PM, County of Weld, State of Colorado (the teased Premises"), more particularly described in Pslnl,it A. The exact legal description of the Leased Premises shall be determined in accordance with the provisions of Section 19,below. 2. 1.4-24 of the Property. Subject to the terms and conditions of the Contingency Option described in Section 3 hereof the Lessor intends to lease to Inset and Jresee intends to lease from • Lessor, the Leased Premises subject to the provisions and conditions set forth herein so that the Lessee may conduct sand and gravel mining operations on the Leased Premises. PROVISIONS 3. Contingency Option. a. In consideration for the non-refundable payment of Illinmar Oa to Lessor, the receipt of which is hereby acknowledged, the Lessor grants to the Lessee the right and option to lease the property upon all the terms and conditions set forth herein. b. The initial term of this option shall extend until one hundred eighty (180) days from the date of this Lease. c. Lessee shall be entitled to extend the initial term of this option for an additional one hundred eighty(180) days in exchange for the nonrefundable payment of ay dlaillnall to Lessor, on or before one hundred eighty(180) days from the date of this I ease. d. Notwithstanding the provisions of subSections 3a and 3c, above, the payments made by the Tnee to the Lessor shall be returned to the Lessee in the event: (I) Title is not marketable and merchantable in the Lessor on the Commencement Date,as defined herein of this Lease; (2) The Lessor breaches this Lease and fails to cure such breach within the time permitted herein for the cure of a breach by the Lessor,or, EXHIBIT /5 • i (3) The-parties are unable to agree upon the Excavation And Mining Plan provided for herein. 4. Contingency—Exercise of Option. a. At any time during the option term the Lessee may exercise the option herein granted to lease the described property upon the terms herein stated. b. Lessee shall exercise this option by giving Lessor written notice of its election and upon payment of the annual royalty payment in the amount hereinafter set forth. c.' Lessor shall provide Lessee with a commitment for title insurance policy in the aunt of not less than within forty-five (45) days after mutual execution of this Ise Said title insurance commitment will deal only with surface issues and will only point out that minerals have been previously severed or lease' If Lessee determines it necessary to retain a specialist to complete a mineral search and review, a mutually acceptable specialist will be retained by the parties with the cost of said specialist to be divided equally between Lessor and Lessee. Upon retaining said specialist, all deadlines in this sub-paragraph shall be extended forty-five (45) days to allow specialist to complete a mineral search and review. If it is determined by Lessee that a mineral search and review is not necessary,the Lessee shall have thirty(30) days following receipt of the title insurance commitment, title exception documents (incbuiing oil and gas leases) and the survey provided for below within which to object in writing, to any matters set forth hi the commitment. Lessor shall have thirty(30) days after receipt of such objections to resolve or cure such objections or to indicate to Incee its inability or unwillingness to do so. If Lessor advises Lessee in writing within such thirty(30) days that Lessor is unable or unwilling to resolve or cure such objections,Lessee shall have ten(10) days after receipt of such notice to notify Lessor, in writing, of Lessee's election to terminate the Lease, in which event all payments previously made shall be refunded to Lessee, or to waive such objections, in which event the Lease shall remain in effect according to its terms. d. Lessor makes no representations as to the condition of the Leased Premises at the time of the execution hereof or at the Commencement Date, as defined in Section 9 of this lease. The Lessee shall be entitled to access the Leased Premises for purposes of making inspections and/or assessments and a first Phase I environmental audit and shall be entitled to terminate this Lease, for any reason on or before ninety(90) days following the execution hereof However, if the TPcvr does not terminate this Lease by notice in writing on or before ninety (90) days from the date hereof, the Lessee shall be deemed to have waived any and all claims, demands, actions, causes of action, liabilities, damages and/or expenses relating to the condition of the Leased Premises as of the date hereof, including those relating to the presence of any hazardous, toxic or otherwise illegal substance or material on the Leased Premises, including without limitation the Sti&U990720.a 2 presence of any concrete rubble and/or similar other materials, as disclosed by Lessee's first Phase I Environmental Audit. — e. The Lessee shall have the right to conduct a second Phase I environmental audit prior to the commencement of mining operations on those portions of the Leased Premises which are used by the Lessor and its tenants during the period from the date of this Jpase to the end of such use by the Lessor and its tenants Said second Phase I environmental audit shall deal only with matters not disclosed in the first Phase I environmental audit conducted by Lessee. Any matters disclosed as a result of completion of the first environmental audit shall be considered waived by Lessee if Lessee does not object to them at the time of completion of • said first Phase I environmental swift In the event (i) such second Phase I environmental audit discloses the presence of any hazardous, toxic or otherwise &gal substance or material on such areas of the Leased Premises, including without limitation the presence of any concrete rubble and/or similar other materials, and(h)the Lessor or its tenants have caused or allowed any hazardous, toxic or otherwise illegal substance or material on such portions of the Leased Premises, including without limitation the presence of any concrete rubble and/or • dinar other materials, the Lessor shall be responsible and pay for the costs of removing the same and remediating only those adverse environmental conditions determined to having been caused by Lessor or its tenants. 5. Full Force and Effect-Timing. Upon giving such notice of election and payment, the I we shall be entitled to take possession of the Leased Premises,and commence operations, to the extent permitted by any temporary or permanent permits, laws and regulations, and the terms of this Lease shall be in fiill force and effect 6. Consideration and Legal Effect. For good and valuable consideration the parties hereto, intending to be legally bound by the provisions hereog hereby agree to the provisions and conditions set forth herein. 7. Rights Granted/Leased Premises. Subject to (i) the provisions and conditions of this Lease,(it)existing oil and gas leases, (iii) easements and rights of way of record or in use, and (iv)matters of record not objected by Lessor within thirty (30) days after receipt of title commitment, tine exception documents and survey,the Lessor hereby leases the Leased Premises and grants to the Lessee: a. The exclusive right to explore for, extract by mining, excavate, stockpile, remove and sell sand, gravel and gold which can be recovered by surface mining operations from the Leased Premises;and, b. The right to use one share of the Capital Stock of The Last Chance Ditch Company, in connection with Lessee's operations. 8. Rights Retained by Lessor/Leased Premises/Easement across Lessee's Property. Subject to the provisions and conditions of this Lease and provided that (i) there shall be no unreasonable interference with Lessee's operations on the Leased Premises, (ii) there shall be no substantial reduction in staU990na.a 3 the sand and gravel reserves available for mining by the Lessee, (iii) the Lessee shall have no obligation to pay any costs or expenses related to the farming and/or grazing activities of Lessor and/or Lessor's tenant, and(iv)the following activities are conducted in compliance with all federal, state, county and local rules, --- -regulations and permits: a. The Lessor reserves the right to allow fanning, grazing, hunting, and other activities on acreage not within the Lessee's current excavation plan,with the exact acreage to be utilized to be approved by both parties, which consent shall not be unreasonably withheld. b. Access to any portion of the Leased Premises used for Lessor's activities shall be through a separate entrance. c. The Lessee shall provide ninety (90) clays prior written notice to the Lessor of Lessee's intent to commence mining operations on those portions of the Leased Premises being used by Lessor and the Lessor shall thereupon no* any of its tenants that such mining operations may be commenced following such ninety(90) day period • In the event the Lessor does not use the Leased Premises for fanning or grazing, the Lessee and/or its sublessee shall have the right to use the Leased Premises for agricultural purposes, including farming and grazing livestock 9. Term. The teen of this Lease shall commence twenty (20) days after the issuance of all necessary federal, state and local approvals and permits necessary for the Lessee to conduct a sand and gravel mining operation on the Leased Premises("Commencement Date"). All necessary permits must be obtained within three hundred sixty (360) days from the mutual execution of this Lease. If the necessary permits are not obtained within such three hundred sixty(360) day period, this lease shall terminate at the end of such three hundred sixty(360)day period. The term of this Lease shall end twenty(20)years after the Commencement Date. All mining activities shall take place during such twenty (20) year term, following which the mining activities shall cease. Reclamation of the Leased Premises shall commence, upon completion of each phase of the mining operation with all reclamation to be completed within 12 months after completion of each phase of the mining operation including the final phase completed on or before the end of the twenty(20) year term. The Lessee shall be allowed reasonable access to the Leased Premises for the purposes of conducting such reclamation activities as are required of the Lessee. 10. Use Of Leased Premises and Operations By Lessee. a. The Leased Premises shall be used by Lessee only in connection with the exploration for, extraction by mining, excavation, stockpiling, removal and sale of sand, gravel and gold, and incidental activities associated with Lessee's mining operations on the Leased Premises, all in accordance with the excavation and reclamation Plan provided for below. b. Lessee shall be entitled to install and operate an asphalt and/or concrete batch plant subject to the following restrictions: SM&U990720.a 4 1 (1) Lessor must approve any construction or location of any plant in writing, provided that such consent shall not be unreasonably withheld. (2) Jneor reserves the right to designate the location of the plant which will be restricted to the area in the SW its of Section 21 to the east and south of the Union Pacific Railroad right-of-way. (3) Any plant will be installed only after mining commences on the property. (4) Lessee agrees to indemnify and hold Lessor harmless for any and all • environmental liabilities,which would arise from the operation of the plant, including any storage of materials on the property. (5) Any plant must comply with all federal, state, county or municipal regulations regulating such plants. c. No offsite materials shall be stockpiled, processed or sold on or from the Leased Premises except: (1) Such materials as may be_necessary to maintain a saleable product mix, provided the primary and major portion of the finished product, constituting no less than sixty percent (60%) of the total materials,shall be material from the site. (2) Oil, cement and materials used in connection with the plants discussed in Section 10b above, to the extent that such materials are not readily available on the Leased Premises. d. The Lessee shall have the right to make such improvements and take such other actions with respect to the Leased Premises, which are reasonably necessary for the use and operations permitted under this Lease. e. The Lessee shall have no obligation to explore, extract, mine, excavate, process, stockpile, remove or sell any materials or minerals other than sand and gravel, except as outlined in paragraph 10b4 above... 11. Restrictions on Use Of Leased Premises. The Lessee shall not remove any top soil or overburden from the Leased Premises, which top soil and overburden shall be stripped, stockpiled on the Leased Premises and used in connection with the reclamation of the Leased Premises; 12. Royalties. The Lessee shall pay the Lessor as royalties during the term of this J P, including any extension of such term: a. liMillner ton on all sand and gravel removed by the Lessee ("Sand and Gravel Royalties") during the preceding calendar month, with proper credit se,au990720.a 5 being taken for advance royalties previously paid to the Lessor, such monthly payments to be made on the 20th day of each month for the preceding month. On the eighth anniversary of the Commencement Date and on the same day in each year thereafter during the term of this Lease, the Sand and Gravel Royalties shall increase by a percentage equal to the increase, if any, in the prices published by the County of Weld for concrete and asphalt purchases in Weld County during the immediately preceding twelve(12)month period. b. of the net mint return on all gold and other precious minerals extracted and removed in connection with sand and gravel mining operations,such amount to be paid on or before the twentieth (20th) day of the month following the receipt of payment by the I net- from the sale of such gold or other precious minerals. 13. Advance Royalties. The Ie.csee shall pay the Lessor as advance royalties ("Advance Royalties"),the following amounts: a. WININOSISon the Commencement Date; b. — per year on each anniversary date of the payment specified in Section 12a, above, during the term of this Lease and while mining is taking place on the Leased Premises; the payment of which amounts shall (0 constitute rental for the period until the next Advance Royalty payment is due and for access across the Leased Premises following the end of the Lessee's mining operations,and(ii)entitle the Lessee to defer the start of sand and gravel mining operations or suspend the same during such period. All Advance Royalties paid to the Lessor shall be applied as credits against all Sand and Gravel Royalties which become due during the term of this Lease, regardless of when the same become due. No Advance Royalties shall be payable for any year following the termination of mining on the Leased Premises. 14. Additional Provisions Regarding Advance Royalties. The following provisions shall also apply with reye t to Advance Royalties: a. No Advance Royalties shall be due for any period if less than two hundred fifty thousand(250,000)tons of sand and gravel are reasonably estimated by the J Pscee and the Lessor to remain to be mined during the twelve (12) month period following the due date of any Advance Royalty payment. b. In the event all or a portion of the Leased Premises are taken under the power of eminent domain or conveyed under threat of condemnation proceedings, all Advance Royalties, which are attributable to the portion of the Leased Premises taken,paid to the Lessor and not credited against Sand and Gravel Royalties shall . be repaid to the Lessee. The percentage amount of the Advanced Royalties returned to Lessee by Lessor shall be based upon the percentage of the Leased S.M&U990720a 6 1 Premises taken, provided that the remaining Leased Premises provide the same economic return as was achieved by the Lessee prior to condemnation. c. In the event the Leased Premises cannot continue to be mined for sand and gravel during the term of this Lease, including any extension thereof because of governmental restrictions, including without limitation the lack of appropriate permits and/or environmental restrictions,all Advance Royalties paid to the Lessor within the three(3)years immediately preceding the determination that the Leased Premises cannot continue to be mined and which have not been credited against Sand and Gravel Royalties shall be returned to the Lessee, provided that the Lessee shall not be entitled to any refund of Advance Royalties if the Lessee causes such restrictions to be imposed, including Lessee's failure to make reasonable efforts to obtain and/or retain permits. d. In the event the Leased Premises are destroyed and become unusable for the Lessee's contemplated use and operations hereunder,all Advance Royalties paid to the Lessor within the two (2) years immediately preceding the destruction which have not been credited against Sand and Gravel Royalties shall be returned to the • Lessee, provided that the Lessee shalt not be entitled to any refund of Advance Royalties if the Lessee is the rause of the destruction. 15. Production And Saks Information. For each month in which sand and gravel are removed from the Leased Premises, the Lessee shall provide the Lessor with a written report specifying the (i) amount thereof mined and removed from the Leased Premises, and (ii) the amount of Advanced Royalties, if any,credited against the Sand and Gravel Royalties for such month. 16. Lessor's Right To Audit. Lessor may once in any calendar year cause an audit of the Lessee's production and sales records pertaining to the Leased Premises to be made by an accountant of Lessor's selection. If the written reports of materials mined and removed from the Leased Premises shall be determined to be inaccurate by more than SIMitliallair Lessee shall pay all such additional amounts as may be due, plus interest thereon at the rate of per annum, and the Lessor's audit fees and expenses within ten (10) days of the such determination, provided that the Lessee shall have the right to contest such determination in good faith. 17. Governmental Approvals. Upon the execution of this Lease, the Lessee shall promptly take the appropriate action to obtain all necessary federal, state and local approvals and permits necessary for the Lessee to conduct a sand and gravel mining operation on the Leased Premises under the federal, state and local approvals and permits issued to the Lessor by such authorities. Lessee shall pay the cost of obtaining such approvals and permits. Lessor agrees to cooperate with Lessee in all reasonable ways that will not diminish the value of the Leased Premises, provided that the use of the Leased Premises for the purposes contemplated in this Lease shall not be deemed to diminish the value of the Leased Premises. 18. Storm Water Discharge and Air Pollution Permits. Lessee shall be responsible for sampling, monitoring and preparing all reports required to meet the requirements of the Storm Water Discharge and Air Pollution permits currently in force. su&Usnorm.a 7 t • 19. Survey. Upon the execution and delivery of this Lease, the Lessor shall provide the Lessee with a mutually acceptable survey and legal description of the Leased Premises. The parties shall meet on site subsequent to execution and delivery of this J Par, at an acceptable time for Lessor, Lessee -and a mutually acceptable surveyor, for the purpose of determining the general boundaries of said survey. Said survey shall be completed within sixty(60) days from the date of the on site meeting with one fifteen (15)day extension to allow for unforeseen complications. The legal description contained on such survey shall thereupon be attached to this Leave as Exhibit A. 20. Excavation and Reclamation Plan. Within one hundred eighty(180)days after the date hereof the Lessee, at Lessee's expense, with the I Pssor's cooperation and assistance, shall prepare a plan and maps for excavation and reclamation of the Leased Premises ("Mining Plan') indicating anticipated excavation and a description of the types and location of facilities and equipment which the Lessee anticipates placing on the Leased Premises,which Mining Plan shall include @ a description of any ditches . or pipelines to be relocated, fences to be removed or reconstructed, and/or roads to be relocated, improved and/or added, (n] a description of how the mining will be conducted, (in) how the Leased Premises will be affected, (iv)the portion of the Leased Premises to be affected at any given time, and(v) such other information as may be reasonably necessary for the J ecsor to adequately understand the Mining Plan,including the timing and phases thereof The Mining Plan shall also include,but not be limited to,the following: (i)all lakes or ponds shall be irregularly shaped and constructed in a visually attractive manner; (ii) slopes shall be no steeper than 3:1 for the first ten feet of water depth and 2:1 thereafter, and (in) shorelines shall be covered with adequate topsoil and ground cover. In the event the parties cannot agree upon the Mining Plan within one hundred eighty(180) days of the date hereof this Inv- Shall terminate and each of the parties shall be released from further obligations, except that the Lessor shall reimburse the Lessee for one-half(1/2) of the reasonable costs incurred by the Lessee in preparing the Mining Plan. Once the Mining Plan is prepared and approved in writing by the parties signing duplicate copies thereof with one copy for each party, no changes shall be made thereto without the prior written approval of each of the parties, which approval shall not be unreasonably withheld, provided that this provision shall not apply to minor and non-material technical revisions. The Lessee shall have the right to exclude from mining those portions of the T ised Premises, which cannot be economically mined. The Lessee shall be responsible for and pay the cost of any and all reclamation of the Leased Premises required by the Colorado Mined Land Reclamation Board ("M.L.RB.") and the Mining Plan,which shall be incorporated in the Reclamation Plan-approved by the M.L.RB. provided that the payment of such cost shall not include water augmentation, which is provided for in Section 21d, below, or any other cost specifically allocated to the Lessor pursuant to provisions hereof Neither the Mining Plan nor the Reclamation Plan approved by the M.L.R.B. shall be amended without the express written approval of the Lessor and the Lessee, which consent shall not be unreasonably withheld provided that @ the party requesting any amendment shall pay the cost thereof and (h) any amendment shall not result in any unreasonable interference with Lessee's mining activities or a reduction in the amount of material available for mining. The parties shall cooperate with each other in complying with permit requirements related to mining. 21. Water Augmentation and Wetlands Mitigation. With respect to the legal requirements for water augmentation in connection with the Leased Premises: a. The Lessee shall be responsible for implementing and complying with the. requirements of any water augmentation plan and wetlands mitigation during the term of this Lease, with all costs of such implementation and compliance, including SNQ-U990720.a 8 the cost of constructing any and all improvements required for the implementation of such augmentation plan and wetlands mitigation in accordance with plans and spe .iucations mutually approved by the Lessor and the Lessee, to be paid by the Lessee. Lessor may, at Lessor's discretion, provide areas for relocation of wetlands,at no additional cost to Lessee. b. . The Lessor shall be responsible for furnishing-f the capital stock of the Last Chance Ditch Company, if necessary, to be used in connection with the augmentation plan and wetland mitigation. The er shall have the right, but not the obligation to furnish other water rights in connection with the augmentation plan and wetlands mitigation. The parties acknowledge that the • total production of sand and gravel on the Leased Premises may be limited as a result of the fact that the water rights being finished by the Lessor may be inadequate for the type of augmentation plan and wetlands mitigation that would be required to mine the entire Leased Premises. b. Following the termination of this Lease, the I.ecsor shall be responsible for maintaining the augmentation plan,wetland mitigation and facilities constructed by the Lessee in connection therewith, provided that the 'nee has (i) properly implemented the augmentation plan and wetland mitigation and (ii) properly • constructed all required improvements and that such improvements are in good working order at the time they are turned over to the Lessor.The only costs for . which Lessor shall be responsible are those incurred after the termination of this Lease in connection with the operation and maintenance of the augmentation plan wetland mitigation and the facilities installed by the Lessee at Lessee's expense to implement the approved augmentation plan wetlands mitigation. d. Notwithstanding the provisions of Sections 21;21b and 21c, the Lessee shall not be required to purchase any additional water rights to provide for any augmentation, unless additional water rights are required because the mutually acceptable and approved mining and reclamation plan calls for additional augmentation water which exceeds the amount of water represented by one(1) fourth/ninths(4/9) share of Last Chance Ditch Company owned by Lessor. Lessor shall not require Lessee to mine an acreage in excess of an area that can adequately be augmented by the water rights owned by Lessor. However, if Lessee decides to expand the mining activities beyond the area which can adequately be augmented by the water rights owned by Lessor, Lessee shall provide additional augmentation water to cover said expanded mining activities, including augmentation water needed to maintain the property subsequent to completion of the mining operation at the end of the Sand and Gravel Lease,if applicable. 22. Insurance. The Lessee covenants and agrees to maintain on the Leased Premises at all times during the term of this Lease or any renewal hereof a current, paid policy or policies of general comprehensive public liability and property damage insurance insuring Lessee and Lessor against any. liability arising out of the ownership, use, occupancy, or maintenance of the Leased Premises and all areas appurtenant thereto used or enjoyed by the Lessee.Such insurance shall be in an amount not less than svM&usvnnoa 9 • �- for any one occurrence for both bodily injury and property damage. The Lessor shall be named as an additional insured on the policy or policies providing general comprehensive public liability and property damage coverage, and a certificate of insurance to such effect shall be issued -to the Lessor. All such policies of insurance shall provide ten(10) days' prior written notice to Lessor of cancellation or of a material change in coverage. The Lessee shall carry workers compensation coverage on its employees and shall furnish the Lessor with a certificate or other evidence of such insurance annually. The Lessee shall be entitled to provide self-insurance against the risks specified hi this Section upon providing evidence of adequate financial ability to do so and upon the written approval of the Lessor, which approval shall not be unreasonably withheld. • 23. Taxes. The Lessor shall pay all real property taxes levied and assessed against the Leased Premises during the term of this Lease,not to exceed the 1998 taxes assessed against the Leased premises, and the Txsee shall pay all additional taxes assessed against the Teased Premises, including any additional taxes imposed after the Commencement Date because of or relating to the obtaining of mining permits and/or the mi®g, excavation, processing, stockpiling, removal and/or sale of sand and gravel from the Leased Premises; and the Inn shall pay all taxes, real or personal, related to the mining, excavation, processing,stockpiling, removal and/or sale of sand and gravel and all personal property taxes levied and assessed against the Lessee's personal property on the Leased Premises. 24. Exemption For Sales And Use Taxes. As provided in 39-26-205(3) Colorado Revised Statutes, as amended from time to time, the Leased Premises and all other improvements (other than Lessee's trade fixtures)made to or installed on the Leased Premises(whether constructed by, for or at the expense of Iecsor or Lessee), shall be exempt from any lien for sales and use taxes otherwise imposed by the taxing authorities of the State of Colorado. In order to secure this exemption from the date of execution of this J�e.e,upon execution of this Lease;the Lessee skill prepare and execute,and the J rssor shall execute, a Memorandum of this J rase for filing with the Colorado Department of Revenue. 25. Utilities. Lessee shall contract in its own name and pay for all charges for electricity, gas, fuel, telephone,trash hauling, and any other services or utilities used in, servicing, or assessed against the Leased Premises, unless otherwise herein expressly provided. Water and sewer services used or to be used by the Lessee,shall be contracted for by Lessor, with Lessee paying the costs thereof Lessor makes no representation or warranty as to the availability of any utilities to the Leased Premises and shall have no responsibility or liability in connection therewith. 26. Lessor's Representations. The Lessor represents and warrants: a The Lessor's(i) ownership in fee simple of the Leased Premises, and (a•) good and merchantable title to the surface and mineral estates of the Leased Premises and covenants that it will defend the leasehold interest granted herein to the Lessee against any and all persons claiming an interest therein; b. The Lessor is not aware of any fact or circumstance that would prevent the In— from operating a sand and gravel pit mine on the Leased Premises. 27. Quiet Enjoyment. Lessor agrees to warrant and defend Lessee in the quiet enjoyment and possession of the Leased Premises during the term hereof so long as Lessee is not in defauh S.HEU990720a 10 - . _ A hereunder. 28. Compliance with Laws. The Lessee's operations on the Leased Premises and the use thereof shall be in accordance with good and accepted training practices and in compliance with all federal, state,county and local laws,statutes,ordinances,zoning regulations and permits. 29. Lessee's Indemnification. Lessee shall indemnity and hold harmless the Lessor from and against any and all claims arising from Lessee's use of the Leased Premises or from the conduct of its business or from any activity, work, or other things done, permitted or suffered by the Lessee in or about the Leased Premises,and shall further indemnify and hold harmless the Lessor aopinst and from any and all claims arising from any breach or default in the performance of any obligations on Lessee's part to be performed under the terms of this',rase,or arising from any act, omission,or negligence of the Lessee,its officers, agents,guests, employees or invitees, including without limitation O.S.ILA. violations, and from all costs and reasonable attorney's fees and liabilities incurred in or about defense of any such claim or any action or proceeding brought thereon. If any action or proceeding is brought against Lessor by reason of such claim, Lessee upon notice from Lessor shall defend the same at Insee's expense by counsel reasonably satisfactory to Lessor. • 30. Lessor's Indemnification. Lessor shall indemnify and hold harmless the Lessee from and gainst any and all claims arising from Lessor's use of the Leased Premises or from the conduct of its business or from any activity, work, or other things done, permitted or suffered by the Lessor in or about the Leased Premises,and shall further indemnify and hold harmless the Lessee against and from any and all claims arising from any breach or default in the performance of any obligations on Lessor's part to be performed under the terms of this Lease, or arising from any act or negligence of the Lessor, its officers, agents, guests, employees or invitees, and from all costs and reasonable attorney's fees and liabilities incurred in or about defense of any such claim or any action of proceeding brought thereon and in case any action or proceeding be brought against Lessee by reason of such claim, Lessor upon notice from I P‘sPP shall defend the same at Lessor's expense by counsel reasonably satisfactory to Tin. 31. Environmental Conditions. With respect to environmental conditions: a. Lessee shall be liable for and shall indemnify and hold harmless the Lessor of and from any and all claims, demands, actions, caws of action, liabilities, damages and expenses, including court costs and reasonable attorney's fees which Lessor may suffer, incur or be put to pay as the result of the presence of any hazardous, toxic or otherwise illegal substances or materials placed on the Leased Premises by the Lessee. Lessee shall be responsible for and pay all costs related to any clean-up of the Leased Premises necessitated by the presence of hazardous, toxic or otherwise illegal substances or materials placed on the Leased Premises during the term of this Lease,unless caused by the Lessor or its tenants. b. Lessor shall indemnify and hold harmless the Lessee of and from any and all claims, demands, actions, causes of action, liabilities, damages and expenses, including court costs and reasonable attorney's fees accented by third parties which Lessee may suffer, incur or be put to pay as the result of: sbi&U99a720.a 11 . r (1) The presence of any hazardous, toxic or otherwise illegal substances or materials located or placed on the Leased Premises prior to the term of this J egg.,including without limitation any concrete rubble;and, (2) The presence of any such substances which flow onto, enter or permeate the Leased Premises from adjacent properties regardless of when such event happened in the past or happens in the future, unless such event is caused by the Lessee. 32. Futures and Equipment. Lessee shall maintain the Leased Premises in good order and repair. At the end of the term of this pace or any renewal hereof; Lessee shall quit and surrender the premises in as good condition as when received by Lessee, mining excavations, related activities and normal wear and tear excepted.In the event that Lessee fails to maintain the Leased Premises as required herein,Lessor shall have the right, but not the obligation, to perform such maintenance and/or repairs,and Lessee shall promptly reimburse Lessor for its costs in providing such maintenance and/or repairs. Within sixty(60)days after the termination of this Lease,the.Lessee shall,without unnecessary waste or injury to the Leased Premises,remove all of the T recap's personal property therefrom,which personal property shall be deemed to be owned by the Lessee so long as the same is removed within such period of time. 33. Mechanic's Liens. Lessee shall not permit any mechanic's liens or other liens to be placed upon the Leased Premises during the term of this Inv., and in the case of the fr'ir'ng of any such lien, Lessee shall promptly pay same;however,Lessee shall have the right to contest the validity or amount of any such lien. Lessee agrees to pay all legal fees that might be incurred by Lessor because of any mechanic's liens or other liens placed upon the Premises. If the Lessee elects to-contest the validity or amount of any such lien,the Lessee may do so only after posting a bond in substitution for the lien on the Leased Premises in accordance with the provisions of 38-22-31 Colorado Revised Statutes. 34. Right To Pay Liens. If any indebtedness of the Lessor,including taxes, secured by a lien against the Leased Premises is not paid when due and the Lessee reasonably deems its leasehold interest in the Leased Premises to be in jeopardy, the Lessee may, at its option and without being required to do so, pay the same. Any and all such payments shall be credited against any Sand and Gravel Royalties due to the Lessor hereunder. , 35. Right To Cure Violations. If the Lessor is deemed to be in violation of any federal,state or local statute, law,ordinance, regulation or rule, and fans to cure or remedy such violation, the Iracrr may, at its option and without being required to do so, cure or remedy any such violation, with the reasonable cost of such cure or remedy to be reimbursed to the Lessee as a credit against Sand and Gravel Royalties. This Section shall not apply to any such violations caused by the conduct or activities of the Lessee or its agents. 36. Destruction of Leased Premises. In the event the Leased Premises are totally destroyed during the term or extended term hereof or become unusable for the Lessee's contemplated use and operations hereunder,this Lease shall terminate. 37. Condemnation. If all or substantially all of the Leased Premises is taken under the power of eminent domain or conveyed under threat of condemnation proceedings, then, and in that event, either sn i&u99ono.a 12 party may cancel this Lease by giving the other party written notice within thirty (30) days after such taking or conveyance, and said termination shall be effective fifteen(15)days after such notice is received. • If less than substantially all of the Leased Premises is so taken, the I ease shall not terminate unless the -Lessee's use of the Leased Premises and operations thereon are rendered not feasible in the Lessee's reasonable discretion. Any condemnation proceeds shall be divided so that the Lessor receives the total condemnation award for the Leased Premises less the value of the Lessee's leasehold interest, which amount shall be paid to the Lessee. Upon request of the Lessor, the Lessee shall promptly provide the Lessor with any information requested concerning the Lessee's lost revenues, moving expenses, lost business opportunities and other expenses caused by such condemnation proceedings. The Lessee,agrees to accept a negotiated settlement between the condemning authority and Lessor for above related expenses. 38. Subordination. Lessee hereby agrees that its leasehold interest hereunder is and shall be subordinate to any deeds of trust or mortgages now on,or hereafter to be placed on the Leased Premises, provided that so long as (O the Lease remains in frill force and effect, and (h) the J esser is not in dealt under this Lease, the Lessee's quiet possession of the Leased Premises shall remain undisturbed by the Lessor or the holder of any deed of trust or mortgage. • 39. Termination. In the event the Lessee fails to pay any Advance Royalties, Sand and Gravel Royalties when due, this Jnce shall be terminated upon(i) the Lessor's notice to the Lessee that such royalties have not been paid,and(ii)the Lessee's failure to pay such royalties within twenty(20)days of the date of such notice. The Lessee shall not be required to continue mining operations on the Leased Premises if n it determines in good faith that the Leased Premises cannot be profitably mined for sand and gravel, and(ii)the Lessor is notified of such determination. Upon the giving of any such notice, this J rase shall be canceled and terminated, provided that the Lessee shall be required to pay any royalties then due the Lessor. 40. Surrender Of Possession Upon Termination. At the termination of this Lease at the end of the term or otherwise,Lessee shall surrender and redeliver the Leased Premises to Lessor. 41. Assignment and Subletting. The Lessee shall have the right to assign this Lease and/or sublet the Leased Premises with the written consent of the Lessor, provided that () such consent shall not be unreasonably withheld, and(ii) the Lessee shall remain liable under this Lease notwithstanding any such assignment or subletting. 42. Real Estate Commissions. The parties mutually represent and warrant to each other that no real estate or other broker or finder has been employed or retained in connection with this Lease. 43. Notices. Any notices required or permitted hereunder shall be in writing and delivered to the other party or the other party's authorized agent, either in person by a courier service providing a •- delivery receipt or by United States certified mail, return receipt requested, postage fully prepaid, to the addresses set forth hereinafter, or to such other addresses as either party may have designated in writing, and delivered as herein provided: (a) If to Lessor. SM&U99072Oa 0 - , I Kurtz Cattle Company - • %McFeeders Realty,Appraisal& • Management LLC ''— 221 West Platte Avenue Ft. Morgan, CO 80701; and, Wallace H. Grant Grant& Grant,LLP 436 Coffman Street, Suite 200 P.O. Box 908 Longmont, Colorado 80502-0908 • • (b) If to Lessee: Vice President&General Manager • • CANIAS Colorado,IncJAggregate Division 3605 S.Teller St. Lakewood, CO 80235; and, R Gregory Stutz Stutz, Miller&Urtz, LLC 1660 Lincoln Street; Suite 2850 Denver, CO 80264 Either party may change the person and address for notices by sending the appropriate notice pursuant to this Section. 44. Lessee's Default. Any of the following events shall constitute a default under this Lease by the Lessee: a. The failure by the Lessee to pay when due rent or other sums required to be paid according to the terms of this Lease; b. The failure by the Lessee to perform or comply with the covenants, terms and conditions set forth in this Lease, provided that the same are not cured within thirty(30) days after written notice thereof from Lessor to Lessee,provided that Lessee's time to cure such default shall be extended for such additional time as shall be reasonably necessary if(i) Lessee proceeds with due diligence during period to cure any such default and is unable by reason of the nature of the work involved to cure the same within such period, (ii) such extension of time shall not subject Lessor or Lessee to any liability, civil or criminal, and (iii) the interest of Lessor in this Lease or the Leased Premises shall not be jeopardized by reason thereof; su&usvozzoa 14 • c. The commencement, after the date hereof, of voluntary bankruptcy, insolvency, readjustment, liquidation, dissolution, assignment for the benefit of creditors or similar relief proceedings by the J resre; d. The adjudication of the Lessee as a debtor in any involuntary bankruptcy proceedings; e. The appointment of a trustee,receiver or liquidator for the.Lessee or a substantial part of its properties; £ The failure of the Lessee to comply with any and all mining permits currently in place. 45. Lessor's Remedies. In the event of a default under this-Lease by the Lessee,the Lessor shall have the following rights at Lessor's election, following notice to the Lessee: a. To re-enter and take possession of the Leased Premises and all personal property therein and to remove Lessee; b. To commence proceedings against the Lessee to (i) recover possession of the Leased Premises, (ii)'royalties and any other amounts due under this Lease, and(iii)damages for any default under or breach of this Lease by the Lessee. 46. Lessor's Default. The failure by the Lessor to perform or comply with the covenants, terms and conditions set forth in this Lease shall constitute a default, provided that the same is not cured within thirty(30) days after written notice thereof from Lessee to Lessor, provided that Lessor's time to cure such default shall be extended for such additional time as shall be reasonably necessary if(i) Lessor proceeds with due diligence during period to cure any such default and is unable by reason of the nature of the work involved to cure the same within such period, (ii) such extension of time shall not subject Lessor or Lessee to any liability, civil or criminal, and(iii) the interest of Lessee in this Lease or the Leased Premises shall not be jeopardized by reason thereof. 47. Lessee's Remedies. In the event of a default under this Lease by the Lessor, the Lessee shall have the following rights at Lessee's election, following notice to the Lessor: a. To take as a credit against Advance Royalties, Sand and Gravel Royalties the amount reasonably necessary to compensate the Lessee for expenses and/or damages incurred in curing the Lessor's default or breach of this Lease; b. To commence proceedings against the Lessor to recover damages for any default under or breach of this Lease by the Lessor. 48. Waiver. No waiver of any breach of any one of the conditions or covenants of this Lease by Lessor or Lessee shall be deemed to imply or constitute a waiver of any other condition or covenant of this Lease. The failure of either party to insist on strict performance of any condition or WV/990720.a 15 • 1 covenant, herein set forth, shall not constitute or be construed as a waiver of the rights of either or the right thereafter to enforce any other default of such condition or covenant;neither shall such failure to insist upon strict performance be deemed sufficient grounds to enable either party hereto to forego or subvert or otherwise disregard any other term, provision, condition or covenant of this Lease. 49. Dispute Resolution. In the event a dispute of any kind or nature arises under or in connection with this J paw, the parties shall negotiate in good faith in an effort to resolve the dispute. If the dispute is not resolved following good faith negotiations, the parties chall select a mutually agreeable arbitrator and submit the dispute to such arbitrator for binding arbitration in Longmont, Colorado within forty-five (45) days under the Commercial Arbitration Rules of the American Arbitration Association..In the event the parties are unable to agree upon the arbitrator,the arbitrator shall be appointed by the District Court for the county in which the Leased Premises are located. Arbitration of any dispute under this Lease shall proceed even though there may be related disputes involving third parties,which cannot be arbitrated, such as mechanic's lien claims, arising out of transactions involving the parties to this Lease. The arbitration award may be enforced in any court of competent jurisdiction in the State of Colorado, in accordance with the provisions of the Colorado Uniform Arbitration Act,Rule 109 of the Colorado Rules of Civil Procedure and/or any other statute or rule permitting an arbitration award to be enforced. 50. Duty To Deal In Good Faith. The parties shall have the obligation to deal with each other in good faith with respect to this Lease. 51. Governing, Law.Jurisdiction, Venue. This Lease shall be construed and enforced in accordance with the laws of the State of Colorado and each of the parties hereto hereby agree that proper venue for any action between the parties shall be in the District Court for the county in which the Leased Premises are located, provided that nothing in this provision shall affect the right of either party to submit any dispute hereunder to arbitration. 52. Attorney's Fees and Costs. In the event of any arbitration or legal proceedings brought as the result of a dispute under this Lease, the prevailing party, as determined by the arbitrator or the court, chall be entitled to its reasonable attorney's fees and costs. 53. Successors. All of the terms, conditions, covenants and provisions set forth in this Lease shall inure to the benefit of and be binding upon the heirs, legal representatives, successors, executors and permitted assigns of the parties. If the original Lessor sells all or a part of the Leased Premises, it shall be relieved of all further obligations under the terms of the Lease with respect to the portion of the Leased Premises sold, it being the express understanding of the parties that those obligations shall run with the land and be binding upon the successors and/or assigns of the Lessor. 54. Lease Memorandum To Be Recorded. Upon the execution and delivery of this Lease, the parties shall also execute, deliver and record a written Memorandum hereof. 55. Entire Lease. This Lease constitutes the entire agreement of the parties hereto. No representations, promises, terms, conditions, obligations or warranties whatsoever referring to the subject matter hereof, other than those expressly set forth herein, shall be of any binding legal force shr&u990720a 16 or effect whatsoever. No modification, change or alteration of this Lease shall be of any legal force or effect whatsoever nnlecs in writing, signed by all the parties hereto. 56. Severability. In the event any provision or any portion of this Lease shall be held invalid, illegal or unenforceable under applicable law, the remainder of this Lease shall remain valid and enforceable. 57. Section and Other Headings.The Section and other headings contained in this J-nce are for reference purposes only and shall not affect the meaning or interpretation of this J ease. 58. Lessee's Authority and Liability. If Lessee is a corporation,each individual executing this Lenge on behalf of such corporation represents and warrants that he or she is duly authorized to execute and deliver this Lease on behalf of such corporation in accordance with its articles and by-laws, and that this Lease is binding upon such corporation. . SS • l V c V , ELVE BURC +LD JL , r'4 G 1 2usr c;13 SHE Y D OND LESSEE: CAMAS COLORADO, INC. By:l `ll �e Richard M. Me bens 67 Vice President and General Manager su&u990720a 17 P7/24, 2000 10:52 FAX 303 4243484 ^ Greg/Julie Stultz "� a 002 SECOND AMENDMENT TO SAND AND GRAVEL LEASE THIS SECOND AMENDMENT TO SAND AND GRAVEL LEASE (this "Second Amendment") is entered into on July .26, , 2000 between ELVERNA BURCHFIELD and SHERRY REDMOND, dba KURTZ CATTLE COMPANY ("Lessor"), and AGGREGATE INDUSTRIES-WEST CENTRAL REGION, INC., an Indiana corporation formerly known as CAMAS COLORADO, INC., AGGREGATE DIVISION ("Lessee"). RECITALS 1. Sand And Gravel Lease. On July 30, 1999 the parties entered into a certain Sand And Gravel Lease ("Lease") and on March , 2000 the parties entered into an Amendment To Sand And Gravel Lease ("Amendment') for the following described real property: Approximately two hundr ed seventy-nine (279) acres in Parcel A and thirty-eight (38) acres ig1Parcel B, located in Sections 20 and 21, Township 3 North, Rang :West of the 6th P.M., County of Weld, State of Colorado (the "Leased Premises"). 2. Intent Of Parties. The parties intend to amend the Lease by the provisions of this Amendment. 3. Controlling Document. In the event of a conflict among the provisions of this Second Amendment, the Lease and the Amendment, the provisions of this Amendment shall control. 4. Contingency Option. In consideration of the non-refundable payment of Ten Thousand Dollars ($10,000.00) paid to the Lessor upon the execution and delivery of this Second Amendment and the Lessee having incurred substantial expenses in applying for governmental permits to operate a sand and gravel mining operation on the Leased Premises, the Lessor hereby grants to the Lessee an additional one hundred eighty (180) days, that is until January 22, 2001 to exercise the right and option set forth in the Lease, and the term of such option shall now expire on January 22, 2001. 5. Credit Against Advance Royalties. The payment made by the Lessee pursuant to this Second Amendment shall be credited against Advance -1- 000724 SECOND AMENDMENT 07/24/2200 10:53 FAX 303 4243484 �" Greg/Julie Stultz "' Zi 003 Royalties due pursuant to the Lease on the Commencement Date thereof, provided that the Lessee exercises its option. 6. Term. If the necessary permits to operate a sand and gravel mining operation are not obtained by January 22, 2001, this Lease shall terminate. 7. Governmental Approvals. The Lessee shall continue taking the appropriate action to obtain all necessary federal, state and local approvals and permits necessary for the Lessee to conduct a sand and gravel mining operation on the Leased Premises. 8. Counterpart And Facsimile Execution, This Second Amendment may be executed and delivered (i) in counterparts which when taken together shall be deemed fully executed and delivered documents, and (ii) by facsimile copy, with any party causing a facsimile copy of such party's signature to be transmitted being deemed to have executed and delivered an original of this Addendum. LESSOR: ..-, 6 / U- s -1—a-e A BUR HFIELD SHE MOND LESSEE: AGGREGATE INDUSTRIES-WEST CENTRAL REGION, INC. By: C4 + �„� �"` . Patrick R. Ward, Vice President -2- 000724 SECOND AMENDMENT AGREEMENT THIS AGREEMENT is entered into on June 29, 2001 among ELVERNA BURCHFIELD and SHERRY REDMOND, d/b/a KURTZ CATTLE COMPANY ("Kurtz"), the TOWN OF FIRESTONE ("Firestone") and AGGREGATE INDUSTRIES-WCR, INC., a Colorado corporation ("Aggregate"): Premises 1. Kurtz is the owner of the real property described and depicted on Exhibit A hereto ("Kurtz Ranch"). 2. Firestone is the owner of a two hundred foot (200') right of way, which is described and depicted on Exhibit A hereto ("Firestone Right Of Way") and which is intended to be used as a public bicycle path and trail ("Trail Corridor"). 3. Kurtz and Aggregate have entered into a certain Sand And Gravel Lease ("Lease"), dated July 30, 1999, pursuant to which Aggregate intends to mine sand and gravel on the Kurtz Ranch 4. In order for Aggregate to proceed with such mining, access to and use of the Firestone Right Of Way will need to be restricted during mining and reclamation operations, which are anticipated to last until approximately October 1, 2020. Terms Of Agreement 5. Aggregate's Use Of Firestone Right Of Way. During the period from the date of this Agreement through October 1, 2020, Aggregate shall have the exclusive right to use fifty foot (50') wide portions of the Firestone Right Of Way, adjacent to the Kurtz Ranch and north of the Northern Colorado Conservancy District Water Line as described and depicted on Exhibit A, in connection with its mining operations and for: a. Vehicular and pedestrian access roads; b. At-grade crossings; c. Conveyor belt systems d. Construction, maintenance and repair of the same. 6. Right To Relocate. Aggregate shall have the right to relocate such fifty foot (50') wide portions of the Firestone Right Of Way from time to time during the term of this Agreement as may be reasonably necessary to accommodate Aggregate's operations on the Kurt Ranch and in connection with the Lease. 1 Agreement,AI/Aggregate Kurtz&Firestone May 25,2001 • 7. Access To Firestone Right Of Way. Public access to the fifty foot (50") portions of the Firestone Right Of Way to be used by Aggregate shall be closed during the term of this Agreement and Aggregate shall, at its expense, install adequate fencing and signage to ensure the safety of the general public, including security gates at the ends of such fifty foot (50') wide strips, which shall be locked during non-operational periods. 8. Condition Of Firestone Right Of Way. Aggregate shall at all times during the term of this Agreement and its use of the Firestone Right Of Way maintain the same in good order and condition and, at such time as Aggregate's use of the same ends Aggregate shall: a. Remove all equipment placed therein; b. Perform such earthwork as is reasonably necessary to improve the grade of the fifty foot (50') strips for the permanent Trail Corridor; c. Reclaim the fifty foot (50') strips and any other property disturbed by Aggregate in accordance with the reclamation plan approved by the Colorado Division Of Minerals And Geology. 9. Prohibition Against Certain Uses. Aggregate shall not use any portion of the Firestone Right Of Way for mining or processing sand and gravel, nor shall any permanent structures be constructed by Aggregate therein. 10. Compensation. Aggregate shall pay Firestone the sum of Five Hundred Dollars ($500.00) per year for its use of the Firestone Right Of Way, such amount to be payable on June 30 of each year during the term of this Agreement. 11. Temporary Trail Corridor. At such time as its use of the fifty foot (50') wide portions of the Firestone Right Of Way commence, Aggregate shall construct a temporary, gravel surfaced Trail Corridor from the intersection of the Firestone Right Of Way and Colorado Highway 66 through the Kurtz Ranch and to a point along the east boundary of the Kurtz Ranch, as depicted on Exhibit A hereto, subject to the following provisions: a. Aggregate shall install fencing as appropriate where the Trail Corridor trail runs through the Kurtz Ranch. b. Aggregate shall maintain the temporary Trail Corridor in a safe and useable condition at all times during the term of this Agreement. c. None of the operations of Aggregate on the Kurtz Ranch or within the Firestone Right Of Way shall unreasonably interfere with public use of the temporary Trail Corridor. d. The costs of all construction and maintenance associated with the temporary Trail Corridor shall be paid by Aggregate. 2 Agreement,AI/Aggregate Kurtz&Firestone May 25,2001 12. Permanent Easement For Trail Corridor. At such time as the final alignment of the Trail Corridor has been agreed upon the Kurtz and Firestone, Kurtz shall grant Firestone a permanent easement for the same to the extent that the Trail Corridor crosses the Kurtz Ranch. 13. Permanent Easement For Well. At such time as mining and reclamation activities have been completed and the permanent alignment of the Trail Corridor established, Firestone shall grant Kurtz an easement across the Firestone Right Of Way for complete access for all purposes to the oil and gas well and facilities at the Kurtz C Well, provided that truck traffic to and from such area shall access the Kurtz Ranch from the southeast corner of the Kurtz Ranch. 14. Light Rail Construction. In the event a public light rail transportation system is constructed in the Firestone Right Of Way, Aggregate's right to use the Firestone Right Of Way shall terminate and Aggregate shall remove any conveyor belt system located within the Firestone Right Of Way and cease all use of the same, provided that Aggregate shall be entitled to modify its conveyor belt system and use the Firestone Right Of Way in such a manner that there will be no unreasonable interference with the construction or use of a light rail system therein. 15. Representations. The following representations are made by the parties: a. Kurtz represents and warrants that it is the owner of the Kurtz Ranch and has entered into a valid Lease with Aggregate. b. Firestone represents and warrants that it is the owner of the Firestone Right Of Way. c. Aggregate represents and warrants that it has entered into a valid Lease of the Kurtz Ranch with Kurtz. 16. Indemnification. Aggregate shall indemnify and hold harmless Kurtz and Firestone against any and all claims, demands, actions, causes of action, liabilities, expenses and damages of whatever kind or nature, including without limitation, attorney fees, arising out of or in connection with its operations on the Kurtz Ranch, the Firestone Right Of Way, and the temporary Trail Corridor to be constructed on the Kurtz Ranch. 17. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, representatives, successors and assigns. 18. Execution In Counterparts And By Facsimile. This Agreement may be executed in counterparts which, when taken together, shall constitute a complete agreement. This Agreement may be executed and delivered by facsimile transmission and any party causing a signed copy hereof to be transmitted by facsimile shall be deemed to have delivered an original. 3 Agreement,AI/Aggregate Kurtz&Firestone May 25, 2001 ELVERNA BURCHFIELD SHERRY REDMOND TOWN OF FIRESTONE BY: Town Manager ATTEST: Town Clerk AGGREGATE INDUSTRIES - WCR, INC. By: Patrick R. Ward Vice President & General Manager 4 Agreement,AI/Aggregate Kurtz&Firestone May 25,2001 Hello