HomeMy WebLinkAbout1.02 Gravel leaserna ❑e ........
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GPAVEL LFASE
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NO. 546573 P. 3) 2
A
THIS GFA.V. LBAA dated this _jg��dry of_ 2945 (hetemaftor referred to
as this "Lease-I, by and between SPPCXALTX RESTAURANTS CORPORATWN, whose
address is 8191 East Kaiser Boulevard, Anaheim, California 92808-2214 (hereinafter referred to as
"Lessor') and RTZ- 1NDTJSTIdAL, LLC, a Colorado lfmited liability comp any (herefamf tm referred
to as the "Lessee'), whose address is c/o Wayne Rudd, 0132 Park Avenue, Basalt, Colorado S 1521.
WnM§9R S .
Tn consideratiou of the mutual promises and covens ws set forth herein, and for other good
and valuable c otzidemtion, the receip t and suf5cioncy of which is haeby acknowledged by Lessor,
and on and subj out to the tw= and oonditions provided in this Lease, Lessor hereby lc ases, lets and
demises to Lessee the Materials as definedherdq in, oti and under that certain real property altuate
in Gaarf old County, Colorado, more particularly described on Exhibit A attached hereto and made a
part hereof (hereinafter the' `property') and the exclusive right to samplo, drill, and test for, devoiop,
mine, quarry, extract, process, sell, use and remove them during the Term of this Lease, along with
the right to locate and operwe and/or aublease aggregates aapbalt and concrete plants thereox%, and
with associated easemects as pzvvided berein
a. Lease Year shall mean aperiod of one year begft ming on tho date first set forth
hereinabove (hereinafter the `°Effective Date') or on any armual amiiversary. thereof,
b. Materials shall mean stone, sand anal gravel and any overburden and vahtable
solid numerals, other'thaa hydrocarbon minerals such as coal, oil, gas and associated liquid
hydrocazbons, that are r=gvediuddeMto sand and ,gravel operations liereunder Wdwltich
are saleable and recoverable from the Property in the course afsuch opezatiotW.
c, ,Plant shall mean aportable and/ox fisted facility for processing, storing, washing
sotting, handling, loading and shipping ofMaterials, along with ancillaryfacilitim, and shall
also mean a concrete or asphalt batch plant.
2. 'berm. The Term of this Lease shall be
aommerrcitng on the Effeotive Date of this Lease.
3_ Royalty Payments, The royalty payments as heroic set forth shaU be the only
consideration Lessee is required to pay for all of Lossoe's rights and uses under this Lease,
a. Production Rapalty, The Lessee SMI pay to Lessor a Producton 4QYaltiy'
carnputcd as follows:
Page 1 of 0 li 1
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RECEIVED TIME SEP, 6. 5.42PM
RECEIVE) iIME EF. 7. 9:07AM
S
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�. —- 10004
StP. 7. 20066 8.33AW BALCOMB GREEWWTS NO, 546173 P. 4 3
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b. Minimum Royalty. Upon obtaining the permits as set forth witin Paragraph 5.
or witlsin. two (2) years of the rmutixal executiou of tbla Lease, whicheva ov=t occurs first.
This lvlinsmum Royalty shall be paid to Lemw irrespective of The
amount of gmvei produou, if any, that are sxtmcted ftom the Property; provided however,
the Minimum Royaltypayment paid to Loss& in any givea month under this provision shall
be credited to Lessee agaius t that nwnth's Production Royalty, if any, owed to Lessor under
Paragraph 3,a., hereimabove. If in any given month the total Production Royalty vwcd to
Lessor is less than tho MinimumR.oyehy paid to Lessor during that same month, Lessee shall
not be allowed to oredit dw difference in said anounts against any future Production Royalty
owed to Lessor,
c. Royalty Payment Adjastment. Thv royalty payments shall be atuated every
year on the first day of the JY ease Year ( hereinmfter the "Adjustment Date`.°j and each
subsequent Adjustment Date; provided, however, the acjusted royalty rates shall noror be
less than the amounts set forth in Paragraph 3.a an4 b., bereivabovo (hereinafter, the `Bast
Royalty Rates L). These adjustments shall be calculated by using the followWg method:
Pas* 2 of 13
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RECEIVED TIME SEP. 6, 5:42PM V,�
�HEIVE6 T[ME SEP, 7. 9 -17AM
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U- i /U'� /Ub UU:10 FAA 9YU!)174U17
ldUDD [ONS'FRUC:TION
SEP. 7 24061
8:33AMR BALCOMB
& GREENAURANTS
OU5
NO. 546773 P, A
d. Records. The Lessee shall &sep and maintain adequato and aecumte xecoids of
the quantities ofMaterials mined aad sold. The royalty payrments shall be accompogedby a
monthly statement with the royalty calculation that inoludes an accounting of the tons of
Materials naiad from tho Property and sold or deemed sold pursuant to Paragraph 3 i0•,
hereinbelow, for the month. Lessor shat] have the right at all reasonable timez during
business hours, and upon xeasonabla prior notion to examine such rocords of the Lessee at the
offices of tho Lessen >und to verify the quantities of Materials reooved and sold and the
accuracy of the scales used zo weigh the Materials.
M
c. Nlutearj&U Svid. Materials "sold`• or "deemed sold`° for puxpose8 of calculating
royalty p aymiouts duo shall mean all Materials sold, transferred or removed from the Property
oar delivered to ❑oncrete or asglaaltbatch operations located ❑a the FropmtY, Materials "SOW'
or "deemed sold" shall not include Mat.aWs usedbythe Lesseein constructing, xnaintaiuing
or repairing roaclways an the Propertyor tho construction ofroadways and drivmays ar flood
protection on or fox the boaafat of tho Property, nor shall such tenors include Materials
brought onto the Property for use in recycling operations, nor Matorials used on the property
for reclamation in accordance with the approvod realamation plan or any petmmit condition or
regpaxernextt. Materials "sold'' or "deemed sold" shall also not include tailings or washed
flues.
4. We3ghjug oaf Materials. Forpmposes ofcaleulation of thezvyaltypayment duermeant
to Paragraph 3 above on Materials sold or deemed sold, quantities of Materials for which therUyalty
payment is dua will be measured as follows:
a., Use of&afos, All Materials shall be weighed on a certified scale at the -dme when
Materials aro sold or deemed sold, If Materials on which aroyalty payra=t 1s clue are mixed
with non- wtcavatedmatedals (four example, in case ofmixing sand and gravel vnit water and
Portland cement in the concrete batch Plant), then for the puaposo of calculating the royalty
payment, theweig;ht ofthe Materials shall be separeeiywalghed using a certified scales prior
to being deliverod to xonarete or asphalt batch operatioraz an the Property or arixe d wit$ other
non zxoavated materials, For record keeping and control purposes, tbz mixedp Iroduct shall
also be weighed prior to leaving the Pzopurty;;
b. Scale Adf usa►r eNs, Accuracy of the scale shall be chea}red and adjustments made
at least as often as required to continue to be eovif ed. Reevrda of the acvvraty check and
adjustments shall ba preserved and made available in the same per as other records.
5. Permits. Lessee and Lessor shall mutually cooperate in the Ung and processing of all
federal, state and local regulatory applications, plans ana permits as may be deli =ably or amrequircd
and which would arlable Lessee to vAne t]ae Property and perform other extractive oparatxoAs
inclu6iug the mining quarrying, excavating, crushing, smeeni g, washing selling and/oz mixing for
shipment of sand and gravel or products derived therefrom; provided however, all costs related to the
Page 3 of 13
C 1OvewrwxiaridS�uiaSAl4,raT11 yI7oauracnu53•pSiLa RwmVUro *a Leur-BM-06 will BRAT -doo
RECEIVED TIME SEP. 5. 5,42PM
RECEIV -LD TIME S' =F. 7 4 X70
MfuddE
09/07/06 x9;11 FAX 9709274027
8111113 CuNb,17(ULl wN
SEP. ], 248 ; 8 33AW BALCOMB & GREENAURWS
NO 54673 P. 6
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preparation, processiug Wd imP1=ellting said applications, plans aadpeuaim s}nallbeborne by the
Lessee witherxt coat dbution by Lo&sor. Lessee shall present all applicatxoas and plans, prior to their
filing with the responsible regulatory authority(ies), to to Leasor for its approval. which approval
shall not to be unreasonably withheld. Lcssca shall agcmtly pursuo_ the approval of all such
applications, plans and permits. Lessor hereby agrees to support said efforts in all respects and
appear at bearing(s) if Lessee deems it to beneoessary =A advisable and ifrequiredby the applicable
regulatory authority(ies) Lessor shall join in. $e reruired 4TItc3tnons or filings doe a co-apPlic at with
Lessee and/or aball execute 4 required comment forms to the same; pz such
support or joinder by Lessor shall be at no cost or expense to Lessor. Once the initial pcnni'ts have
been approved by the responsible regulatory authority(ies) and delivered to Lessees any renewal
thereof or significant am.eudments thereto shell xequire the Lessee to present to Lesson for its
approval an applicatioou mate"s filed to obtain the same; such approval shall not be, uznreasoz ably
withheld. Lessee agrees that it shall secure all required permit approvals necoSaary to allow Lessee
to rostora, and that Lessee shall so restoxo, tbopropertyin substantial compliance With the land plan
attached hereto as Exhibit B and made a pan hereof
6. Water. Wsoe shall put m plaeo and establish die water and water tights necessary for
the conduct of all operations contained within the Property and the recimlation thereof as sat forrh
under ibis Lease and as required under the applicabloPwnits. following thepamanmt cessatioia of
all of Lessee's operations widtin the Property and following reclamation thereof, all sachwater and
water rights shall revert or bo re- assigned to the Lessor, who shall thereafter have the porpetaal
obligation to maintain same in a mariner or quantity auffident to satisfy all reclamation requirements,
pond evaporation amd permit compliance following the cessation of said operati❑ns of lessee.
Subsequent to said reversion orlre- assipmont, Lessor's obligations in thig regeard she,11 include, but
not be Uwited to the maintommce of all water allatrmextt contracts rruirod for direct delivery,
z%ohange or augmentation, all related to the puzposes hereinabove stated.
7. by orations. T'he Less ee shall conduct its operations on the Property, if any, in aprudeat
and workivaulike ma=er and in accordance with good and accepted ruining and business practices
and in compliance with all applicable federal, state and local laws, /rules and regulations, and all
applicab le p oraxitg. The timin & nature, =aimer and axtc3mt ofm g operations, processing and asks
shall be witbin the solo discretion of the Ussee, and the LoEsce shall not be required to mine,
preserve or protect in its operations my Materials that the Lesson determinas, in its sole discxetion,
cannot be mined or sold at a reasonable pxotit to the Lessee at the time they are encoumored. Tte
Lesson shall have the right, but not the obligation, to remove, extract, process and ssll auy and all
Materials that may be fouud within the Property during the Lease term, or any euttension thereof,
without intexf'ereioce by Lessor except only as expressly stated heroin.
a, The Lessee shall have the right to construct, maintain, and use roads, pipe lines,
power fins, telephone Uttes, and stockpile areas and auyright -of wayit de=s necessaxy or
desirable for its operations on the Property related to the Lessee's operations under this
Leans, The lessee shall have the right during the Term of this Lease and Nvithoutpaymentto
Lasser (except for the royalty payments payable pursuant to Paragraph 3.) to strip and
remove overburdea and otherwise to use and occupy the Property as is reasonablyrequired in
cotmecdoa with mining, quarrying, extracting, pxocaasing (including tailings- washed fines
Page 4 of 13
C:lawW -Pull and Se WA" ie INY IleMi M0-4 -Mile YJ%%1\UtV V01 LxmI a.13.46 A 1 FX A1.400 � !�
RECEIVED TIME SEP. 6. S ; 42PM Lei
D.r'I VFB rivK cPp 7 O -A7AV
U'.d /07/U(j 09:11 FAX 9709274027
- - -- _ _— RUDD CONs,mUCTION
SEP, 7. 7446 B:34AM BRLCOMB & GREEWRAHTS TIC. 54673 P. 1b 007
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storage facilities), storage, transportation, sale and %=oval of any Materials from the
Property and from other properties on which the Lessee is conducting vperatio7as. Lessor
agrees to caoperatc with the Lessee (without cost to Lessor) with respect to any -need for
railroad crossings, sidings or spurs, power or other utility easements,
acceleradon/deceleration lanes, and similar matters reasonably required for mining or
industrial operations.
b. The Lessee shall havo the right to construct and raMutain Plants as well as sales
facilitios on the Property solely for sale of Materials excavated at tho property at a location
selected bytha Lessee, and Lessor agrees that the Lessee shall have Wright of access for the
cnnan iction, use and maintouaace of such Plants and sales facilities and for stockpiling
Materials processed or to be processed, whether from the Property or from other properties
on which tba Lessee is conducting operations. The Lessee ahall have the right to place
washed linos in mind out dcsi.gnated areas at no additional cost to Lessee under this Lease.
c. The Lessee shall comply with all of the terms of such approved permit
applicatious, designs and plM of operations, The Lessee shall co=ol ell noxious weeds
witla the 1vlinSng Area, including Tamarisk and Russian Olives; provided. that Lessor shall
be responsible for coutxolling noxiova weeds on any areas disturbed as a result of the
activities of Lessor or lessees other than the Lessee.
d. Lossor shall have perpetual rights of access over and across all roadways witbin
the property for the purpose of acccseing the other adjacentpropexties owned by Lessor.
8. LtabWties.
a. The Lossoe shall defend, inditudfy and hold barmicss Lessor front and against
my and all c3aiw4 demands, judgments, and liability, inolading reasonab le attorneys foes and
a tpert fces, by or to any and all Lbaxd patios resulting from all acts or on- ,ssions of'the Lessee
or its agents, representativcs, officers, employe@$, lessees and contractors jr4 on.or about the
Property.
b. Lessor AAM defend and indemnify and JaQld hv=less the Lessee andthe Lessee's
agents and employees from and against an)r and all claims, demands, judgments and liability,
including reasonable attomeys fees and expert fees, by or to any and all t *d parties iu any
way related or connected to the use or operations efLeasor on the Property while this Lease
is in effect, ar the presence of Lessor or Lessox's fazm tommis, oil and gas tenants, agents,
employees, licensees or invitees On the property.
c. The foregoing indemuiffoatioias shall all survive the tertnanatian of this Lease.
The indeultityprovisions set forth iva tbis Lease shall applyto amounts paid in settlement of
a clam by an indenuaified party only if such settlexa mt is approved by the indemnifying
party, which approval shall not be wareas onably witWw d,
Page 5 of 13
CI1Decv�m�sud5enind stahl�dyDaaust�enralSM�1� JUMh1nrjVCJicaNx8- U,46V,bhCap Al. dog
RECEIVED TIME SEP. 6. 5,42PM
RE(;FIM TIMF �FP 7 O.P AM
09/07/06 09:12 FAX 9709274027
SE P. ).20066 8:34ANU
RUDD COATSTRUCTION
BAuOMB & GREEN'AURANIS
9. Insurance.
iQ 0U8
Nb.546573
a. The Lessee shall loom uka, atitsole expense and at all t1mes, statutory Worker's
Compensation Insurance coverage as required under the laws and-regulations of the State of
Colorado for all its officexs and employees who perform work for the Lesaoo hereunder.
b. The Lessee shall puxcbASe, at its sole expense, and Shall maintain at all times the
following minimun insurance protection.
(1) C =*rahensivo General Liability is the amount of S 1,90 0,040 combined
single limit;
(Z) Employces Liability Insu Mr-O In the amount of $100,000 each
occurrence;
(3) Automobile Liability Insurance in the amount of $1,000,000 combined
single limit; and
(4) Tneurenae for other risks ordinarily iusured agfiWal in similar opmtiom
pursuant to standard op orating policy of the Lessee.
c, The Lessee agrees that it shall require all fridepeadent eoratraowrs, contractors and
subcontractors who perform work In ao=eotion with the Property to have similar and
adequate insurance to M force and effect.
10. Title, 'Me Lossoo shall have thirty (30) days from the date of this Lease to review all
matters partaining to the status of title of the Pxoper(y and its suitability for the uses contemplated
hereunder. Uthe Lessee identifico any title defect wlaioh, in, the Lessee's sole anal absolute disoWlon,
renders tho title to the Property either'. a) unmarketable; orb) unsuitable to the uses proposed by the
Lessea he;reun4m, the Lessee may, at =ypoint during the above stated thirty (30) dayperiod, notify
Lessor ofthc same in writing. Thereaftor, the Lessor shall have ninety (90) days to cure the specified
title defect(s) at its own cost and expense, If Lessor cannot or declines to cure the specified title
defeat, then Lessor shall give written notice to Lessee and theavupan Lessee shall have the option to
terminate this Leaso or accept the identified title defect within 1S daya after Lessor's notice. In the
event Lessee fails to ftelyprovide notice of ita election to terminate this Lease, then Lessee shall be
deemed to have accepted title to the Property subject to all matters of record, inolading but not
limited to all miucral interests held by third parties. If Lesser timely terr3dnates this Lease, then
Lessee shalt not }save any further rights under this Lease (and agrees to pzovide a duly signed and
notazized quitclaim or other release in writing of this Lease at the request of Lessor).
11. Takes. During the terns of this Lease, the Lessee shall pay when due all ad valorcw
property taxes assessed on the production, savers oc or exaaotion of bdaterials from the Property,
The Lessee will pay the difference in the property taxea assessed if roaiug is changed from
agricultural to commercial or industrial during the perznittisag pzocess as a result of the Lessee's
operatioms or permitting activities. Lessor shall be responsible for auy increase in taxes imposed
Page 6 of v
G :lAa�umanes cud 5lc1iag3�311aDTArr f7aCUawanl9.iYf lie i+euehlg 1 aa�wd Z3 �6 wait Sic AIAW
RECEIVED TIME SEP. 6. 5,42FM
1!'' 1,
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08/07/U5 U9�12 PAA t?709274U'L1
SH. 7.2006 9:34AN41 BALCOMB & GREENA RANTS No, 546.73 P UUJ
whiob are not proximately caused by the Lessee's use oftho Proparty "got foxrb herein Ip addirzom,
the Lessee shall pay all personal and real property taxes assessed against machinery, tools,
cquipment, supplies, buildings, improveaneats, pipelines, stockpiles ofMateriais, and otherproperiy
and/or Futures placed by Lessee on the Property, Lessor shall p ay all otharrealproperty taxes on the
Prop arty and on any inwpxovaments thereon, includb* without limitation, improvements that Le *svr
installs onthe Property for Lessor' a own purposes, and any taxes attsibuteble to tba S ales Royalty or
to Lessor's fuming operations or oil and gas activities.
12. Labor and Tv ateriials, Tho Lessee agrees to keep the Property free and clear of liens,
charges, claims or wands arising from the Lessee's operations hero=dor and to promptlypay for
all labor performed on the Property end for all supplies, materials, and equipment used a-rplaced oa
the Property by the Lessee, The Lessee sh%11 defend, inde=Wfj and hold harmless Lessor from and
against any and all claims, eharrges, demands, causee of action, damages and liability, including
reasonable attorneys fees and expert fees, that arise from or axe corutectedto the acts or omissions of
the Laisee hereunder or to those of its eontraotors, st$contractoxs, employees, offfcas, agents or
lessees in regard to providing labor and acquiring or installing mat a ials, equipmem and supplies for
operations under'thas Lease, TUe Lessee way contestin good f=aith any lien; provided thatflie Lessee
shall not allow title to the Property or anyportion of it to be lost.
13, Test Pits. Lessee hereby covanaata aad agrees that it sb4 at its sole cost and expense,
within ninety (90) daya of the mutual execution of Us Lease, drill andlor excavate four (4) test pits
or boles at locations to be mutually agreed to by Lessee and Lasser on the other propwV(ies) of
Lessor lying north of the Union Paoi.$c rail Mine, as Presently existing in place, for ripe purposes of
determining the extent of gravel reserves contained in such area. In the event Lessee should lease
from Lessor any such other properties of Losaor, Leas oa a,grcas that said term or lams thereof shall
end at the 9 suns time as the terraisaation of the term of this Lease sot forth in Paragraph 2 above,
14, Telr>InWatlon,
& Lessor shall have tba rigbt at Lessor's option to terminate this Lease upon prior
written notioe as set forth below if the Lessee Fails to perform arry of its obligations
hetemder as follows:
(1) If the Leum faf is to pay whe a due any amounta to be paid hereunder,
Lessor may at Lessor's option give, the Lessee v4itten notice of such failure and the
Lesson shall have WUeu (15) days from tho date it receives notice to pay the amounts
owed to Lessor. If the Lessee fails to pay the past duo amounts to Lessor within the
Fifteen. (15) day period, Lcssormay, atLcssor's opt,on , dea]arefhe 7 sects an dofarxlt
and tmininate this Lease; or
(2) If the Lessee defaults in the performance of any obligation, Loieunder
other I= The obligation to paymonoywhen due, Lessor may at Lessor's option give
writton notice o f such default to the Leas ca, and the Lessee shall bavc sixty (50) days
from the date it receives such notice to cure the default. Zfthe Less" fails to cure the
default within the shay (60) dayperiod, Lessor way at Lessor's option ter i ate this
'C
Page 7 of 13
C- Ob"Wmft all r* ;hq% 3k+4My 13w=cnuV -L4fle MUKhMmmd Lmc.833.06 wit t & Al.dao
RECEIVED TIME DEP. 6. 5:42PM
RECEIVED TIME E ?, 1. 7: 0?W
09/U7 /Ub U4:
JSIP,
1:3 VAA U7U9Z74UG!
1{Ui}11 1U1V5'11{lf(;'1'flJ(V
7, 20065
2: NAMM
BALCOMB
& GREENfAURAHTS
NO-.54 -1 6573 V-
Lease; Lease; provided, however, that if the default is minor and tho default can be fully
ovmpansateti for in damages of less than Thirty Thousand Dollars (530,000), then
such default shall not be a basis for cancellation or fbtfeitme of this LOW* or any of
Lessee's Frights hereunder if ibo Lessee pays the fU amount of damages within tbirty
(30) days after den=dby Lessor. I& through no fault of the Lessee, such default is
hnpractic able to carrcat within the sixty (60) day p eriod, Lessor ahall have no right to
terminate this Lease ifthe Leased eommomcos in good faith to correct the default and
provided that the Lessee diligently p=ues and completes the correction widiin a
reasonable time.
b, The Lossee shall have the right, at its option and for anyreason, or for no reason at
all, to terminate this Lease at any time upon ninety (90) days' prior writtem notice or at the
end of any Lease Year during the 'Term by giving at Inset sixty (60) days prior written notice
to Lessor. Lessor shall not be entitled to receive additional compdmmation after the date of
temiination, other than any and all royaltios due.
o. Upon termination of this TA sc for any reason, the Lessee shall continue to be
liable for the porformance of all obligatiow sad the satisfaction of all liabilities to Lessor
including, but not limited to, the payment of royalties which havo accrued prior to the date of
tvraaitnatio-n and the complitmca with the rrstomtlon. obligations udder Paragraph 16 below
and all laves, regulations, and permit eo>sditlons that apply to the Property and the operations
on the Property including, but not limited to all reclamation, onvironnental and land use
laws, regulations and permit conditions.
d. Upon termAnation ofthis Lease withrespect to all ox any paxt oftho Property, the
Lessee agrees to &%Wsh Lessor with a documemt xaasonably sadafaczory to Lessor verifying
such terrttination and TGlease of Lease.
o. Upon termination of this Lease by the Lessee for any remora, all sums paid
hereunder to Lessor shall remain the ptropom of Lessor and shall not be recoupable or
refundable except to the Went that fiery have already been recouped or refunded as of the
effective date of termination, or except as expressly prodded otherwise above.
15. End of Term. The Lessee shall have the right for two (2) yws from the date of tho
oxpiration or termination of this Leasa to dismantle and remover rrnachinerry, equipment;,
improvements, and other facilities installed orconsvueted on he Propertybythe Lessee and also to
sell and remove MateriaU then stockpiled on the Propeirty, subject to its obligation to pay Production
Royalties pwsuent to Paragraph 3.
16, Restoration of Property. Within two (2) years after the Otpiration or earlierte=ivatim
of"this Loaso, or within such other time as maybe required as a condition of i>. permit to be issued by
tho Division of MiAeralS and Geologyr the Lasseo shall restore the Miuing Area to the condition
required by law and by the applicable permits and approvals required for tho Lessee to conduct
operations hereunder, unless such permits and approvals are assigned to Lessor or another operator
(with Lessor's prior wri.ttea approval) for continued operations, in which case the duty ro restore the
Pzge B of 13
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RECEIV -3 TIME SIP. 6. 5; 42FM
03/07/06 09:14 FAX 9709274027 RUDD CONSTRUCTION
SEP. 1, 20056 8:34AMYt 3ALCOMB & GREENWRAUS
N0, 546573 P. 14
Muting Area shall also be so asaigaa& Following the expiration or tet Jmlion of this Leaso for any
reson. Lessor covenatats that Lessor will not extract or allow others to extract Materials until Lessor
or others effect the transfer of the Colorado Divisioa ofMiummis and GeologyPermit to their names
for reclamation or rehabilitation of the Property and the release of any security or bond provided by
the Lessee to secure ils pmfurmannce or discharge its respon ibilities, Unless Lessor desires to
continue operations to extract Materials (either by Lessor or through an operator, representativs, or
other lessee), the Lessee shall have the right to access and enter the Proper and to effect on rho
Property such restoration, rehabilitation and reclamation as may be required to discharge the
responsibilities which the Lesseehas assumed pmsuaYntto its andt6 procure the rolease of aaybond
or other f3nauaial assurance provided by the Lessee. l
17, Assignment or Subtca9e. Tho previsions of this Lease shall extend to and be binding
upon the heirs, personal representatives, successors, assigm and sub- Iessees of Lessor and the
Lessee; provided however, that Lessee shell not assign the Lease or sublease all or any significant
part of the Properly without havbn first secured the approval ofsaid sssig ment $'om Lessor (which
Lessor may decline in its sole discretion, except any sublease for Plana purposes, which approval
shalt not be treasonably denied provided the Plant sub- Iessee is an operator who is reasonably
experienced and financially qualified for such opexatiom). Any assignmcnt or sublease shall not
release or relieve L ssee of its duties and obligations under this Loose.
18, Notice. Except as otbarrwise provided its this ContraA when this Contract makes
provision for notice or concurrenom of any kind, the sending party Shall deliver or address the notice
to the other party by corlified mail or hated delivery via a nationally- recozWzed ovemight delivery
service, charges prepaid and properly addrosscd, to the following address, with a fax copy thereof
scut by fax To the following fax numbers:
Lessee: Attention: Wayne Rudd
a 132 Pak Avettue
Basalt, Colorado 81621
With a copy to: Thomas A Zancanella
1411 Gra td AVmuc
Glenwood Springs, Colorado 81641
Timothy A. Thulson
818 Colorado Avenue
Glenwood Springs, Colorado 81601
Lossar: Spec Wty Restaurants Corporation
Attn: CEO
8191 East Kaiser Boulwarrl
Anaheim, CA 92808 -22-14
Fax: (714) 998 -7574
Page 9 of 13
G 1posu�enu end 5asiinp��dsts�i�Niy paevmea4�1T•M$c Rnarh�Lirivel L4MIL822.D6 "-Q Ss At.doe
RECEIVED TIME SEP. 6. 5:42FM
1;9_�
09 /07 /Ufi Uy: 14 I-AA lf
---- -- �I Uy2 4UL KU011 L,U1,4a I I{Ul..l 1 U1V
Sf �. 7. 20B 8: 35A4 3ALCOMB & UEENIURANFS NO. 546 1 V.
With a copy to: Specialty Rwaxtrant Corp.
8191 L. YAser Sled
Atphelm, CA 92908-2214
Attu: Cie eral Counsel
Fax: 714 998 -4861
M notices pursuant to the provisions of tats Contract shall run from the dale that the notice
is placed in the Uuited States mail or with the overnight delivexy carrier, and when the tolecopy
txansmisslonia aomplotedbytho sending party Each party muyah=96 the party's aftess by giving
written notice to the other patty.
19. Cobdelmlxatsion. if the whole or any part of the Property shau be talrcn by any public
authority udder tho power of enawant domain at any time during The torn of this Lease, Lessor and
tho Lessee shall ea.chbe entitled to sharoin the ewad to the extort of their respective intereata iuthe
Property with respect to any %Wug. in tine event only a portion of the Property is taken, and if
notwitlistandia,g such taking the Lessea will be able+ to candttuo to conduct ite business is the
remainder of the Property in substantially the mamer it was being conducted immedi.atelyprior to
such takixtg, this Lease shall craso only as to the part T *eu If, however, by reason of the
condemnation there is not sufficient property left in or upon the Pmperty ft the Lessee to conduct its
business in substantially the rr awer in which it was being conducted immediately prior to such
taking as datezrnined by the Lessee in it9 discretion, they and in such event this Lease shall terrnsnate.
All condemnation awards on acccimt of the joterest o.£the Lessor shall be paid to the Lessor, and all
awards on accovnt of Lessee's leasehold interest shall bepaid to Lessoo. The allocation of'any ltuxrp
sum award for any taking between Lessor and Loss= shall be made by agreement between them, if
Possible, or if the parties ca=ot agrees then by arbitration pursuant to Rules of tie American
Arbitration Association, taldug into account (i) the value of Lessor's interest an the property affected
by such taking end under this Lease, and (U) the value of Lessee's interest therein under the Lease,
20. Non - Business Day Deadlines. If a data for notice, performance or payment falls on a
holiday or weekend, the time for performame or p ayrlaent shall be axtendedto tho next tiusincss day,
and if uotiice, porfolrm=oe Or-payment has occurred on suchwe&and orhobday or after 5:00 p.m. an
any lousiness day, it shall lac deemed to have occurred on the next business day.
211 Conf'id+enti[aUty; Recordfng. The parties agree that the terms anal conditions of this
Lease wo confidential and shall net be disclosed to ally third puty without the consent of the other.
Neither party shall reoord this Lease without the consent of the other. The patties agree that they
shall execute a short form lease for recording to provide record notice of tbas Lease withour
disclosing the economic terms hereof.
22. HeAdings. The headings of-lie Sections of this Lease are for convevivnce of reference
only and are not a part of the substauti'vo provisions of this Lease,
23. Further lnstrumeuts. Toth perly hereto shall from time to time execute and deliver
sv:ch hrther uistn meats as the other party or its counsel may reasonably request to effectuate the
intent at this Lease,
$nga 14 of 13
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RzCEIVED TIME SEP. b. 5 :42PM V
r.rnr Farr, +r,tr nrn.
h f� l A l A
09/07/Ub ffU: 15 -- ie1]l `J!U`f1F_�llLl !SOUL \.UlY7fkSkJl SIup,
y NO� X46 �'. ���.,,
SE F. ?, 20466 9:35AM'M BRLGOMB & GREENMRMTS ...... 573 12
24, Entire Agreement. This LOUD contains the entire agreement between the pard ca hareto,
and nviihcr it nor any pant of it m*y be changed, altered, modified, or limited ovally or by any
agreement between the parties unless such agreement be expressed in wxzting, sued, and
acknowledged by the Lessor and the Lessee, or iheU zeepective hens, personal representativos,
successors and assigns.
25. CountexpartslFacsiiMile Signatures. TbIs Leaso maybe executed icy faosirnUe sigattne
and/or in omo or more counterparts, each of wh3rh shall be deemed au origwai and all of which
together shall constrtuto one and the same Lease.
IN WITNESS WHEREOF, this Gravel Property Lease bas been duly executcd as of the [late
first above written.
ussoR: SPECL LTY RESTAURANTS CORPORATION
By
]3avid Nallicbz; Clraixsn2uz
A'T1 ERT
A1;iff,-Ziecretary
LESSws: R Z TNDUSTRLk1,? LLC
�y L
e Rudd
anaging Member
Psge 11 of 13
csW"v,w Ax Md 9K(1W\d1 Wsr Uvcukz W101 W6 Wit SX A.14M
RECEIVED TIME SE R. 6, 5;42PM
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