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4~b Kyman ~treet Missoula MT 59802-4297 PUBLIC RIGHT-OF-WAY ENCROACHMENT PERMIT Subject to the following terms and conditions, the permit applied for upon the attached form, is hereby granted to: Name: GLR Properties I, LLC Address: P.O. Box 7909 City-State-Zip: Missoula, Montana 59807 1. TERM. This permit shall be in full force and effect from the date hereof until its stated expiration or until abandoned by the permit user for ninety (90) days or more or until revoked as herein provided. 2. RENTAL OR FEES. Fees shall be 3. LOCATION OF ENCROACHMENT. A new six office located in the Northeast the intersection of West and Streets. LJ address is 38 W. i-l rl\AI.... " 4. NATURE OF PERMIT. Three features of the will o.nf"rr":lIt""n into 1. 2. 3. 5. REVOCATION. This encroachment permit is granted for the existing structure(s), and the existing use identified on the date of permit issuance. This permit may be canceled or revoked by the City of Missoula if th~ existing pUblic right-of-way is n~eded for public purposes or if the encroaching structure is destroyed or if the structure(s) a~elemoved or substantially altered through a building permit application, or the existing use of th~ structure changes use as permitted by a change in zoning classification. The City also reserves~the right to cancel or revoke this permit without giving notice to the~ Permittee in the event the Pehllittee violates any of the conditions or terms set forth herein, or the public right-of-way use by ihe City is necessary for emergency purposes. Page 1 of 5 ---PAGE BREAK--- 6. COMMENCEMENT OF WORK. No work shall be commenced until Permittee notifies the City Engineering Office as to the date she/he proposes to commence work and that date is approved by the City Engineer. 7. CHANGES IN CITY RIGHT-OF-WAY. If the City changes the right-of-way necessitating changes in structure or installations installed under this permit, Permittee shall make the necessary changes without expense to the City. 8. CITY SAVED HARMLESS FROM CLAIMS. In accepting this permit, the Permittee, its/his/her successors or assigns, agree to indemnify and protect the City of Missoula and defend and save it harmless from all claims, actions or damage of every kind and description which my accrue to, or be suffered by, a person or persons, corporations or property by reason of the performance of any such work, character of materials used, or manner of installations, maintenance and operation, or by the improper occupancy of said right-of-way, and in case any suit or action is brought against the City and arising out of, or by reason of, any of the above causes, the Permittee, its/his successors or assigns, will, upon notice to iUhim of the commencement of such action, defend the same at its/his sole cost and expense and satisfy any judgment which may be rendered against the City in any such suit or action. 9. REMOVAL OF INSTALLATIONS OR STRUCTURES. Unless this provision is waived by the City of Missoula, upon expiration, abandonment, cancellation, revocation or termination of this permit, the Permittee shall remove the installations or structures contemplated by this permit and restore the premises to the conditions existing at the time of entering upon the same under this permit, reasonable and ordinary wear and tear and damage by the elements, or by circumstances over which the Permittee had no control, excepted. 10. MAINTENANCE AT EXPENSE OF PERMITTEE. Permittee shall maintain, at its/his sole expense the installations and structures for which this permit is granted, in a condition satisfactory to the City. 11. CITY NOT LIABLE FOR DAMAGE TO ENCROACHMENT INSTALLATIONS OR STRUCTURES. In accepting this permit the Permittee agrees that any damage or injury done to said encroachment installations or structures by any person or thing shall be at the sole expense of the Permittee and the City shall not be liable for any such damage or injury. Use the for indemnified encroachments. Delete this & below if not 12. OTHER CONDITIONS AND/OR REMARKS. a. INDEMNIFICATION AND HOLD HARMLESS. THIS INDEMNIFICATION AND HOLD HARMLESS is made effective as 0fthe DATE day of by with an address for these purpoi~s of 138 W. b. Rt=CITALS: 1) by GLR I, LLC (thQ "Permittee") is the current owner in fee of Block 20 of the C.P. Addition in the of Missoula the official plat recorded in/Book 1 of Plats, Page No. 21 (the "Property"). I t~ , 2) "Permittee" is currently developing the "Property" to accommodate construction of six office building with roof overhangs, sunshades and that will encroach per feet into Broadway, and the Page 2 of 5 ---PAGE BREAK--- 3) NOW THEREFORE, in consideration of the variance granted by the City of Missoula, "Permittee" hereby agrees as follows: c. Indemnification. "Permittee" hereby indemnifies, hold harmless and at the City of Missoula's option agrees to defend the City of Missoula and its officers, agents, representatives and employees from and against all claims, damages, expenses (including reasonable attorneys' fees), liabilities, award and judgments on account of injury to persons, loss of life, or damage to property arising from and caused by the construction and maintenance of the building by "Permittee" (more particularly described below) on the "Property;" provided however, "Permittee" indemnity shall not extend to any such claims, damages, expenses, liabilities, awards or judgments arising from and caused by the active or passive negligence of the City of Missoula or its officers, agents, contractors, representatives or employees. d. Insurance. "Permittee" agrees to procure, maintain and/or cause to be continuously maintained, at no cost to the City of Missoula, commercial (comprehensive) liability insurance, with respect to liability arising out of the ownership, use and maintenance of the roof /"''!:lY''Ir'lr''l,IOC (more particularly described below) on the "Property," to afford protection with respect to personal injury, death or property damage of not less than Seven Hundred Fifty Thousand Dollars ($750,000.00) per occurrence combined single limit/One Million Five Hundred Thousand Dollars ($1,500,000.00) general aggregate but not less than Seven Hundred Fifty Thousand Dollars ($750,000.00) per location aggregate. e. The company or companies writing any insurance which "Permittee" is required to carry and maintain or cause to be carried or maintained, as well as the form of such insurance, shall at all times be subject to the City of Missoula's reasonable approval and any such company or companies shall be licensed to do business in the State of Montana. The insurance policy or policies evidencing such insurance shall name the City of Missoula as additional insured and shall be primary and noncontributory, and shall also contain a provision by which the insurer agrees that such policy shall not be canceled, materially changed or not renewed without at least thirty (30) days' advance notice to the City of Missoula Finance Department by certified mail, return receipt requested. Each such policy, or a certificate thereof, shall be deposited with the City of Missoula Finance Department by "Permittee" upon commencement of "Permittee's" obligation to procure the same and "Permittee" will provide the City of Missoula thereafter upon request with policies, or certificates thereof (but also each time the insurance coverage is renewed, extended, modified or replaced). f. The roof is the subject of this indemnification and located in the City right-of-way on the "Uf'f'\?nortll" shown on Site Plan "Plan attached hereto and by this reference made a part hereof. g. Ter;m. The indemnification and oUler obligations under this document shall continue and be binding for so long as the roof oV~rhangs, sunshades and or any replacements thereof, continue to exist on the City right-of-way. At such time as the and is/are removeCJ from the City right-of-way, the indemnification and other obligations hereunder shall terminate and cease to exist, except for any such obligations her~under that arose prior to tt}'e termination of the obligations. When the obligations hereunder ter:it,;nate, the City of MissoularWiH cooperate with "Permittee" in preparing and recording a document on the public recorQ ~videncing the termination and cessation of the obligations hereunder. h. Binding Effect. "Permittee:s')ndemnification and other obligations hereunder shall be effective and shall bind "Permittee" only for so long as "Permittee" shall continue to have a fee ownership Page 3 of 5 ---PAGE BREAK--- by, interest in the "Property." "Permittee's" obligations hereunder shall cease and terminate when "Permittee" transfers, assigns or otherwise conveys its entire fee interest in the "Property" to a third part or third parties. In such event, "Permittee's" successors in interest and/or assigns shall be bound by the terms of the indemnification obligation, it being the intent and purpose of this document to have those parties who have fee ownership interest in the "Property from time to time be bound by the indemnification and other obligations hereunder, and to release from the obligations hereunder from time to time those parties that have divested themselves of any further fee ownership in the "Property." "Permittee" and any of its/his successors in interest will expressly reference this document and its obligations in any deed or other document by which a fee interest in the "Property" is transferred or conveyed. i. Recording. This document shall be prepared and signed in such form as to permit this document to be recorded in the real estate records of Missoula County, Montana. j. Miscellaneous: 1) The headings of the Sections contained herein are for convenience only and do not define, limit, or construe their contents. 2) If any term or provision of this indemnification document or the application of it to any person or circumstance shall to any extent be held by a court in an action affecting this document to be invalid or unenforceable, the remainder of this document or the application of such term or provision to persons or circumstances other than those to which it is invalid or unenforceable shall not be affected thereby, and each term and provision of this document shall be valid and shall be enforced to the extent permitted by law. 3) The person who execute this document on behalf of "Permittee" represent and warrant that they are duly authorized to execute this document on behalf of "Permittee" and that no other signature, act or authorization is necessary to bind such entity to the provisions of this document. 4) This document shall be governed by and construed in accordance with the laws of the State of Montana. Use the above for indemnified encroachments. Delete this and above if not A Dated this 2-0 - day of , 2008, I the undersigned, the "Permittee" mentioned in the foregoing instrument h ccept this permit, together with all the terms and conditions setforth therein. PERMITTEE STATE OF MONTANA) ) ss. County of Missoula ) Page 4 of 5