Okaloosa County BOCC — May 6, 2014 — Eglin Main Wastewater Easement — reading text

necessity or otherwise, express or implied, on, over, across, or under any of the real property of the Grantor, and the Grantee agrees not to assert any such right or interest by reason of this Grant. XIV. INSURANCE Grantee shall maintain the following insurance coverage on which the Government shall be an Additional Named Insured: A. Commercial general liability insurance using the most recent occurrence form or its equivalent, covering personal injury, bodily injury, premises, operations, products, completed operations, and independent contractors. That insurance shall provide coverage for the contractual liability assumed by the Grantee and shall afford immediate protection at the time of the Term Beginning Date, and at all times for each occurrence and aggregate amount no less than as described in the insurance policy period dated 10/01/2013 to 10/01/2014 at EXHIBIT D. B. All policies of insurance which this grant requires the Grantee or any contractor to purchase and maintain, or cause to be purchased and maintained, shall be underwritten by insurers authorized to underwrite insurance in the state where the Easement Area are located. In all policies, Grantor shall be named as additional insured for its interest in, but not limited to, the Easement Area and any personal property included thereon (under ISO forms CG 2011 and CG 2028 or their equivalents). Grantor shall appear in all policies as “United States of America, c/o Air Force Real Property Agency.” All policies shall provide (a) that no cancellation, reduction in amount, or material change in coverage shall be effective until at least sixty (60) days after receipt by the Government of written notice; (b) that the insurer shall have no right of subrogation against the Government; and (c) shall be reasonably satisfactory to Grantor in all other respects, including, without limitation, the amounts of coverages and deductibles from time to time. In no circumstances will Grantee be entitled to assign to any third party rights of action that the Grantee may have against Grantor. Notwithstanding the foregoing, any cancellation of insurance coverage based on nonpayment of the premium shall be effective upon thirty (30) days’ written notice to Grantor. Grantee understands and agrees that cancellation of any insurance coverage required to be carried and maintained by Grantee or contractor under this grant will constitute a failure to comply with its terms, and Grantor shall have the right to terminate the easement upon receipt of any such cancellation notice, if Grantee fails to cure such noncompliance promptly. XV. AIRFIELD CONSTRUCTION Any new construction or alteration at the end of the runway, or within lateral clear zones for the runway, shall comply with any applicable Air Force requirements, such as those contained in Air Force Manual 32-1123(1) entitled "Airfield and Heliport Planning and Design," dated May 1, 1999. Standard Outgrant Easement Page 4 of 10 SAF/GCN-RPO March 2010 Document Number: USAF-AFMC-FTFA-13-2-0290 XVI. PRESERVATION OF CULTURAL AND NATURAL RESOURCES A. The Grantee shall comply with the base Cultural Resource Management Plan which calls for preservation of cultural resources, if any, on the installation. B. The Grantee shall comply with the base Integrated Natural Resources Management Plan which calls for protection of natural resources or endangered species, if any, on the installation. XVII. GRANTEE PERMITS Grantee shall be responsible for and obtain, at its sole expense, any approvals, permits, or licenses which may be necessary to the construction and operation of improvements within the Easement Area, in compliance with applicable law. XVII. ENVIRONMENTAL CONDITIONS The Grantor discloses to the Grantee the information described in the attached EXHIBIT E. The Grantee acknowledges that it has reviewed, or has been afforded the opportunity to review, these documents, and any other representations of the Grantor contained in exhibits attached to this Grant. XIV. ENVIRONMENTAL COMPLIANCE Grantee shall comply with all applicable federal, state, and local laws, regulations, and standards for environmental protection, including flood plains, wetlands, and pollution control and abatement, as well as for payment of all fines and assessments by regulators for the failure to comply with such standards. Grantee shall also indemnify the Grantor to the full extent permitted by law for any violation of such law, regulation, or standard and shall also reimburse the Grantor for any civil or criminal fines or penalties levied against the Grantor for any environmental, safety, occupational health, or other infractions caused by or resulting from Grantee’s action or inaction or that of its officers, agents, employees, contractors, subcontractors, sub-grantees, licensees, or the invitees of any of them. In the event that any actions by Grantee including those of its officers, agents, employees, contractors, subcontractors, sub-grantees, licensees, or invitees cause or contribute to a spill or other release of a substance or material, Grantee shall conduct any required cleanup, abatement, or response action in accordance with all applicable federal, state and local laws and regulations or, at the discretion of Grantor, indemnify Grantor for all costs of completing such cleanup, abatement, or response action. XX. ENVIRONMENTAL USE RESTRICTIONS Grantee will also comply with the terms of the "Environmental Use Restrictions" set out in the attached Exhibit F. Standard Outgrant Easement Page 5 of 10 SAF/GCN-RPO March 2010 Document Number: USAF-AFMC-FTFA-13-2-0290 XXI. HAZARDOUS MATERIALS AND HAZARDOUS WASTE Grantee shall not bring toxic or hazardous material, hazardous wastes, or hazardous substances upon the Easement Area. The Grantee shall be responsible for the cost of proper disposal of hazardous substances, or solid and hazardous wastes generated by its activities under this Grant. The Grantor may require the Grantee to utilize its on-base centralized systems for the handling, treatment, storage, and disposal of solid and hazardous wastes. Grantee will comply with any applicable Eglin AFB, Florida spill prevention control and countermeasure plan, and any applicable hazardous materials or hazardous wastes management plan. XXIL GRANTOR ENVIRONMENTAL REMEDIATION In the exercise of any rights under this Grant, the Grantee will not conduct, or permit to be conducted, any activities, or allow any condition, that disrupts any environmental remediation activities of the Grantor on the Easement Area, or on any premises adjacent or contiguous to the Easement Area, or that would adversely affect the effectiveness of those remediation activities, including, without limitation, A. It shall not apply water upon the surface of the Easement Area in any amount or manner that could impact the migration of contaminated ground water; B. It shall not drill below the surface or use ground water drawn from the upper-most aquifer, unless the Grantor first determines that there will be no adverse impacts on its cleanup process; and C. It shall not conduct any construction work that would interfere with, negatively impact, or restrict access to, any cleanup work. XXII. ENVIRONMENTAL INDEMNIFICATION The Grantee, to the extent permitted by law, will indemnify the Grantor, and its employees, and agents against, and hold them harmless from, all debts, obligations, liabilities, suits, claims, demands, causes of action, damages, losses, costs, and expenses (including without limitation, costs associated with any remedial action or corrective action, costs associated with any investigation, monitoring, sampling, testing, or removal of hazardous substance(s), costs of attorney and expert fees and expenses, and court costs) in any way relating to, connected with, or arising out of, the discovery of any hazardous substance(s) introduced by the Grantee that may contaminate, or contribute to any existing contamination of, the Easement Area and contiguous or adjoining premises, after the date of this Grant. XXIX. ENVIRONMENTAL LIABILITY OF THE GRANTOR Grantee does not assume any of Grantor’s liability or responsibility for environmental impacts and damage resulting from Grantor’s activities; however this provision does not relieve Grantee of any obligation or liability it might have or acquire with regard to third parties or Standard Outgrant Easement Page 6 of 10 SAF/GCN-RPO March 2010 Document Number: USAF-AFMC-FTFA-13-2-0290 regulatory authorities by operation of law. XXV. ABANDONMENT OR TERMINATION OF EASEMENT This Grant may be terminated in whole or in part by the Grantor for Grantee’s failure to comply with the terms of this grant and Grantor may terminate it for any part of the Easement Area that is abandoned or not used by the Grantee for 24 consecutive months. The Grantor shall give written notice of any termination, which shall be effective as of the date of the notice. XXVI. DAMAGE TO OR REMOVAL OF GOVERNMENT PROPERTY If Grantee or any other person acting in its place causes any disturbance or damage to any Government property or improvements in the Easement Area or Grantor’s adjacent property, Grantee, its successors and assigns shall promptly restore them as nearly as may be reasonably possible to the same condition as existed prior to such disturbance or damage to the satisfaction of the Grantor; provided, however, that if Grantor confirms in writing that it no longer needs the improvements and Grantee provides for their complete demolition, removal, and restoration of the easement area satisfactory to Grantor, they need not be restored or replaced. If any Air Force property or improvements in the easement area will be removed to accommodate Grantee’s use of the easement and Grantor does not waive their replacement, Grantee shall replace them in locations approved by Grantor with facilities having substantially similar design characteristics, being of the same category, construction, size, and capacity as those replaced, located on an appropriately restored site. Grantee shall not remove or excavate soil or paved surfaces without prior written approval of the Grantor and the Grantee shall promptly restore the Easement Area to substantially the same condition that existed immediately before the removal or excavation. XXVIL REMOVAL OF GRANTEE IMPROVEMENTS A. Upon the expiration, abandonment, or termination of the easement, Grantor may elect, in its sole discretion, to require Grantee to remove all its improvements and other property from the premises and restore the Easement Area at Grantee’s sole expense to substantially the same condition that existed immediately before the grant, all to Grantor’s satisfaction. Grantor shall give notice to Grantee of such election within a reasonable time after learning of Grantee’s abandonment, or together with Grantor’s notice of termination. Alternatively, at those same times, Grantor may elect and give written notice to Grantee that some or all of Grantee’s easement improvements and any other property Grantee may leave on the Easement Area will revert or be transferred to Grantor. Such reversion or transfer in lieu of Grantee’s removal and restoration obligation shall be automatic and at no cost to Grantor and shall be effective on the easement term expiration date or the effective date of any abandonment or termination, without additional consideration therefore. Grantee shall execute any documentation reasonably requested by the Grantor to confirm any transfer or conveyance. B. If Grantee fails to timely satisfy its removal and restoration obligations, then at Grantor’s option, Grantee’s improvements and personal property located on the Easement Area shall either become Grantor’s property without compensation therefore or the Government may cause them to be removed or destroyed and the Easement Area to be so restored at the expense of Standard