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GRANTOR trequires that the Alley, or portion of Alley, be changed, altered, or removed for any <br />reason, GRANTEE shall deliver to GRANTOR a release of the easement, or a release of a portion <br />of the easement as applicable, suitable for recordation. <br />GRANTEE acknowledges and agrees that no further processes or vacation proceedings <br />are or will be, necessary to put into effect termination of this easement, and if any is required, <br />GRANTEE hereby unconditionally consents to said vacation or termination as a part of the <br />consideration for the granting of this easement. The granting of this easement shall not be <br />deemed a dedication by statute or common law, nor shall continued use and maintenance of the <br />Easement Area create a •roadway accruing to the public or any individual in the meaning of <br />Minn. Stat. Sec. 160.05, subd. 2. <br />GRANTEE, and not GRANTOR, shall be responsible for all maintenance {including without <br />limitation, trash and snow removal, weed control and removal of diseased, dead or hazardous <br />trees?, all permitted improvements, special assessments and all costs related thereto, and all <br />other costs related in any other manner to use of the Easement Area or any required relocation <br />of the Alley or termination of the easement. <br />GRANTEE, and not GRANTOR, shall be responsible for the payment, if any, of relocation <br />benefits or costs or just compensation due to third parties resulting from termination of the <br />easement rights granted by this agreement. Notwithstanding the foregoing, this easement <br />agreement is not intended to create rights in third party beneficiaries other than that to the <br />general public for use of the .Easement Area as a public alley until such date this easement <br />agreement is terminated by GRANTOR. <br />4. GRANTEE and its contractors shall not unreasonably interfere with use of the Corridor <br />for transportation or other public purposes except with consent of GRANTOR which consent <br />shall not be unreasonably withheld. GRANTEE'S use of the Easement Area is subservient to all <br />federal laws and regulations governing rail operations on the Corridor. <br />5. Prior to construction of any modification or relocation of the Alley, GRANTEE shall <br />submit its plans fio GRANTOR for review and comment. GRANTOR reserves the right to reject <br />any plans for construction proposed by GRANTEE on the grounds, in GRANTOR's sole <br />discretion, that said plans are inappropriate or incompatible with its present or future use of the <br />Corridor. No work shall be done or obstruction placed over any. track or pathway on the <br />Corridor unless . GRANTEE has arranged to furnish, at GRANTEE's or its contractors' expense, <br />such flagging ,as GRANTOR deems necessary for protection of railroad or other transportation <br />operations on the Corridor.. Such flagging shall not relieve GRANTEE or its contractors from any <br />liability. <br />6.. • The rights granted herein shall be effective upon full execution of this Agreement <br />subject to the rights of those cerfiain parties identified in section 7 4. <br />7. GRANTEE agrees to indemnify, defend and hold GRANTOR and its officers, directors <br />and employees harmless from and againsfi al[ liability, lass, cost, damage or expense of every <br />nature including, without limitation, attorneys' fees, whether or not suit be brought, resulting <br />from injury to or death of persons or loss or destruction to dproperty which arises out of or in any <br />• 3 <br />