HomeMy WebLinkAboutbocc.con.052.1975 ( LDNTRACT # - 1975 -
INDEMNITY AGREEMENT
1. DATE: As of September 22, 1975.
2. PARTIES: Anschutz Coal. Corporation (hereinafter
called "Anschutz ") and Pitkin County, Colorado (hereinafter
called the "County ").
3. RECITALS: Pursuant to the September 22, 1975
Pitkin County Board of County Commissioners' Resolution No.
75 -65 the County has issued a special review use permit to
Anschutz (the "Permit ") under the terms of which Anschutz is
authorized to undertake to perform certain mining operations
on the lands specified in the Permit (the "Lands ") . This
Indemnity Agreement is being executed between the Parties pur-
suant to Paragraph 25 of the Permit.
4. AGREEMENT: Anschutz and the County, following
said recitals and for other good and valuable consideration,
the sufficiency of which is hereby acknowledged, agree as
follows:
5. INDEMNIFICATION: Anschutz shall during the
period of the Permit, indemnify and hold harmless the County
from and against any liability arising out of the maintenance,
existence or operations of Anschutz on or relating to the
Lands or arising from the issuance of the Permit; provided
that:
(a) the liability is not covered by insurance;
(b) if any claim is made or any action, suit
or proceeding is instituted by any person against the County
by reason of any indemnified liability covered by this
Indemnity Agreement, the County shall within ten days after
the receipt of notice of such claim, action, suit or pro-
ceeding notify Anschutz in writing of the making of such
claim or the institution of such action, suit or proceeding
in the manner prescribed in Paragraph 6 of this Indemnity
Agreement;
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(c) Anschutz shall have the right to defend,
compromise or settle such claims, action, suit or proceeding
by counsel of its own choice paid by it, and the County
will fully cooperate in such defense, compromise or settle-
ment, which cooperation shall include, but not be limited
to, supplying or refusing to supply such documents, records,
and /or testimony as Anschutz or its counsel shall direct;
(d) such indemnity shall not extend to any
liability covered by this Indemnity Agreement which is
admitted, compromised or settled by the County (or any of
its officials, employees, agents or independent contractors)
without the prior written consent of Anschutz;
(e) in the event Anschutz elects not to defend,
compromise or settle such claim, action, suit or proceeding,
it may direct the County or the County may itself choose to
defend, compromise or settle the same, all reasonable costs,
including legal fees of the County incident thereto to be
reimbursed by Anschutz; and
(f) in the event Anschutz elects to defend,
compromise or settle such claim, action, suit or proceeding,
if the County elects to join in such defense, compromise or
settlement of such claim, action, suit or proceeding the
County shall pay its own costs including legal fees, and
Anschutz shall not be obligated to reimburse the County for
such costs.
6. NOTICE: The written notice required under
Paragraph 5(b) and the written consent permitted under
Paragraph 5(d) of this Indemnity Agreement shall be per-
sonally delivered or given by registered or certified mail
directed as follows:
(1) If intended for Anschutz, to:
Anschutz Coal Corporation
P.O. Box 980
Carbondale, Colorado 81623
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(2) If intended for the County, to:
Board of County Commissioners,
Pitkin County, Colorado
506 E. Main Street
Aspen, Colorado 81611
All notices and consents so given shall be considered effective
when delivered or mailed postage prepaid. Any party, by notice
so given, may change the address to which future notices or
consents shall be sent.
7. BINDING EFFECT: This indemnity agreement contains
the entire agreement between the parties hereto and shall not
be modified in any manner except by an instrument in writing
signed by both parties. This Indemnity Agreement shall be binding
upon and inure to the benefit of the County and its affiliated
persons or entities, and Anschutz, its successors and assigns.
8. LIMITATION: In the event Anschutz assigns, leases
sells or in any way disposes of its interest in the Lands to
any third party, (a) such third person shall be bound by the
terms of this Indemnity Agreement, (b) Anschutz shall simultan-
eously be released from all obligations under the terms of this
Indemnity Agreement unless and until such time as Anschutz re-
acquires the above said interests in the Lands and (c) the
County shall look exclusively to such third person for the ful-
fillment of the obligations and satisfaction of the rights
created by this Indemnity Agreement.
IN WITNESS WHEREOF, Anschutz and the County have
executed this Indemnity Agreement as of the date first above
written.
ANSCHUTZ COAL CORPORATION
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BY: A -�
DATE: November 10, 1975 PITKIN COUNTY, COLORADO
ATTEST: /
BY: AiLt i.4 /
nc ti,1
Deputy Cle k
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