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into a written agreement to reimburse Northern for all costs and expenses associated
<br />therewith.
<br />5. The parties hereto understand that this Agreement in no way constitutes a waiver
<br />by Northern of its rights to enjoy its Easement.
<br />6. It is expressly agreed to by and between the parties hereto that if Owners are in
<br />material violation of any terms or conditions set forth in this Agreement, Northern, at its option,
<br />may, upon thirty (30) days' written notice to Owners of such violation and Owners' faihire to
<br />cure such violation within said 30 days or, if the nature of such violation is such that it requires
<br />more than 30 days to cure, Owners' failure to diligently pursue such cure, seek an injunction or
<br />other appropriate remedy compelling Owners compliance with the terms and conditions of this
<br />Agreement, or Northern may cure such violation at the expense of Owners. It is further agreed
<br />that the failure by Northern to exercise such options as to any such violation shall not constitute a
<br />waiver of Northern's future right to exercise such option as to the same or any future violation.
<br />7. The provisions of the Easement, and all rights, powers, privileges, duties,
<br />obligations and liabilities created thereby, remain in full force and effect and are not affected
<br />hereby except to the extent and in the mamler set forth above.
<br />8. Owners agree to indemnify, defend and hold Northern, its parent and affiliated
<br />companies, and the directors, officers and employees of any such corporate entities harmless
<br />from and against any liability, damage, claims, loss, cause of action, suit, proceeding, judgment,
<br />cost (including the cost or expense of environmental response, removal or remediation
<br />activities), fees or expense, including reasonable attorneys' fees arising from: (1) noncompliance
<br />with any laws, regulations and orders applicable to the ownership or the operation and
<br />maintenance of the said Encroachment on the Owned Premises described herein, and (2) any
<br />incidents, acts, releases, negligence, transactions or omissions, or conditions arising from
<br />Owners' ownership or operation of the Encroachment on or affecting the Easement that would
<br />(i) contribute to or constitute a violation of any local, state or federal environmental Wile,
<br />regulation, law or judicial order, (ii) result, in whole or in part, in any requirement to clean up or
<br />otherwise remedy or remediate a condition, (iii) give rise to any lien, liability, injunction, order,
<br />restriction, claim, expense, damage, fine or penalty, or (iv) adversely affect human health or the
<br />enviromnent at or near the Easement.
<br />9. Northern and Owners aclc~7owledge that Owners' Business Park development will
<br />require additional encroachments on Northern's Easement for private driveway and parking
<br />facilities. Northern agrees to work with Owners and to enter into future encroachment
<br />agreements to facilitate such developments. This instrument and the covenants and agreements
<br />herein contained shall extend to and be binding upon the heirs, executors, administrators,
<br />successors and assigns of the parties and the benefits of this Agreement shall run with the land.
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