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<br />203267v1
<br />City hereby grants to the Owner a permanent non-exclusive easement located on, over, and across
<br />the portion of the City Property legally described on Exhibit X, attached hereto and incorporated
<br />herein, for the purposes of access to and from the Owner Property from the existing Park Shore
<br />Drive public right of way (the “Roadway Easement Area”). The Owner shall have the right to
<br />construct, maintain, replace, and repair a roadway within the Roadway Easement Area, and the
<br />City shall not obstruct, or allow to be obstructed, the Roadway Easement Area.
<br /> 6. Construction, Maintenance and Restoration of Trail and Recreational
<br />Stations. Owner shall construct the trail containing a minimum of six recreational stations that
<br />are included in the Facilities, and at least one of which must be designed primarily for the use of
<br />children, in accordance with the plans and specifications identified in the Plans. City hereby grants
<br />to Owner a temporary non-exclusive easement over, under, across, and above the City Property
<br />for the purpose of Owner’s construction of the trail and recreational stations referenced herein (the
<br />“Temporary Trail Construction Easement”). The Temporary Trail Construction Easement shall
<br />expire upon Owner’s completion of construction of the trail and recreational stations to be
<br />constructed as part of the Facilities in accordance with the Plans.
<br />A. After completion of construction by Owner, all maintenance, repair and
<br />replacement of the trail and recreational stations constructed as part of the Facilities shall be
<br />performed by the City in accordance with the City’s standard practices for similar trails and
<br />facilities at the City’s cost. It is expressly understood and agreed that the Owner is under no
<br />obligation to maintain, repair, or replace said trail or recreational stations, and in no event shall this
<br />Agreement be construed to impose any such obligation on the Owner. The City agrees that it is, and
<br />will be, solely responsible for legal claims and addressing complaints brought by any third party
<br />regarding the maintenance, repair, replacement, and operation of said trail and recreational stations,
<br />except to the extent arising from the Owner’s breach of this Agreement or the Owner’s gross
<br />negligence or intentional misconduct. The City expressly agrees to indemnify, defend and hold the
<br />Owner harmless from any such third-party claim.
<br />B. In exchange for the City’s assumption of the maintenance, repair, and replacement
<br />of the trail and recreational stations constructed as part of the Facilities, Owner agrees to pay the
<br />City an amount equal to One Hundred Twenty-five Thousand Dollars ($125,000), and thereafter
<br />Owner shall not be required to reimburse the City for any costs incurred by the City in connection
<br />with such maintenance, repair and/or replacement. In addition, the City hereby agrees that in no
<br />event will the City assess any such maintenance, repair and/or replacement costs against the Owner
<br />Property or Outlot B, ARDEN HILLS SENIOR LIVING, Ramsey County, Minnesota for the Trail
<br />and Recreational Stations.
<br /> 7. Construction and Maintenance of Fire Lane. Owner shall install and be
<br />responsible for all costs incurred in the installation of a fire lane in accordance with the plans and
<br />specifications identified in the Plans (the “Fire Lane”).
<br /> A. The Owner, at its sole cost and expense, agrees to provide for the regular
<br />maintenance of the Fire Lane as though it was located entirely within the Owner Property. For the
<br />purposes of this Agreement, “regular maintenance” shall include, but is not necessarily limited to,
<br />inspecting, crack filling, minor road improvements, tree trimming, tree removal, snowplowing,
<br />sanding, signing, and removal of obstructions (e.g., a downed trees).
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