6 10 2024 Submission

. Grantee shall be solely responsible, at their sole cost and expense, for any and all maintenance, repair or upkeep of the Retaining Wall, including, but not limited to (i) the prior procurement of all necessary governmental approvals, (ii) the posting of all necessary bonds; (iii) all maintenance, upkeep and repairs; and (iv) the restoration of any disturbance of the Grantor’s Parcel. In addition, Grantee shall defend, indemnify and hold Grantor the harmless from and against all loss, cost, expense and other damages (including reasonable attorney fees) relating in any way to the Retaining Wall and /or such maintenance, repair and upkeep activities. . If Grantor sells the Grantor Parcel at any time in the future, Grantee at Grantor’s sole option, shall either (i) remove the Retaining Wall from the Grantor Parcel at the Grantee’s sole cost and expense, or; (ii) reaffirm this Retaining Wall Easement with any subsequent purchasers of the Grantor Parcel at the Grantee’s sole cost and expense. The Easement Area shall be limited solely to the portion of the Grantor’s Parcel affected by the actual encroachment of the Retaining Wall. The casement granted herein or all or any part or parts thereof, shall be terminated, if the Retaining Wall is either fully or partially demolished. In such event, the easement and this agreement shall thereupon be conclusively deemed abandoned and terminated and any person having or thereafter acquiring an interest in the Grantor Parcel and the Grantee Parcel shall hold and take such interest free of and unencumbered by such easement and this agreement. . The easement granted hereunder shall exist by virtue of this Declaration, without the necessity of confirmation by any other document. Likewise, upon the termination of the easement (in whole or in part) or its release in respect of all or any part of Grantor’s Parcel, in accordance with the terms hereof, the same shall be deemed to have been terminated or released without the necessity of confirmation by any other document. However, upon the reasonable written request of a Party, the other Party shall sign and acknowledge a document memorializing the existence (including the location and any conditions), or the termination (in whole or in part), or the release (in whole or in part), as the case may be, of the easement, if the form and substance of the document is approved by the

n and any conditions), or the termination (in whole or in part), or the release (in whole or in part), as the case may be, of the easement, if the form and substance of the document is approved by the other Party. 8. The parties shall work with each other, in good faith, for the purpose of providing reasonable access to the Grantor Parcel to facilitate maintenance, repair and upkeep of the Retaining Wall. Except in the case of emergency, Grantee shall with not less than five (5) days prior written notice, notify Grantor of its need to gain access to the Grantor’s Parcel for the purpose of maintenance, repair and upkeep of the Retaining Wall. The owner of the Grantor Parcel shall retain the right to propose a reasonable alternative date and time for such access and the parties shall negotiate in good faith to determine an alternative date and time suitable to both parties 9. Grantee shall provide proof that its insurance coverage (general liability insurance against claims for bodily injury, death or property damage occurring on, in or about Grantor’s Parcel combined single limit coverage of not less than $1,000,000.00 with respect to anyone person, in the amount of $1,000,000.00 with respect to any one accident or disaster, and in the amount of not less than $500,000.00 with respect to property damage) extends to the entire portion of Retaining Wall located within the Easement Area and shall maintain such coverage for so long as the Retaining Wall remains located within the