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DEC-18-03 10:27AN1 FROM-IN-N-OUT BURGS DEV. DEPT. +626 3389173 T-053 P.003/006 F-430 (b) IN-N-OUT, at IN-N-OUT's sole cost, shall repair all damage or injury caused by IN-N-OUT or IN-N-OUT'S Agents in connection with any such inspection or entry and shall return the Property to the condition existing prior to such entry. (c) Any entry upon the Property shall be upon reasonable notice to Crossroads, shall be at reasonable times and shall not interfere with Crossroads' use of the Property. Crossroads shall have the right to accompany Ilv-N-OUT and IN-N-OUT's Agents during any entry upon the Property and IN-N-OUT and IN-N-OUT's Agents shall comply with any reasonable safety and security procedures that Crossroads may require_ (d) IN-N-OUT shall keep the Property free and clear of all liens arising out of IN- N-OUT's activities conducted upon the Property. (e) IN-N-OUT shall indemnify and hold Crossroads harmless from any lien, loss, claim, liability, or expense, including attorneys' fees and costs, arising out of or in connection with the activities of IN-N-OUT or IN-N-OUT's Agents on or about the Property (f) IN-N-OUT shall provide liability insurance, with a combined single limit of liability not less than Three Mllion Dollars ($3,000,000), either under IN-N-OUT's policy or such insurance provided by IN-N-OUT's Agents. Crossroads and Catlin Properties, Inc. shall be.named as additional insureds upon such insurance,which insurance may be provided by a blanket policy that specifically identified the Property. IN-N-OUT shall provide proof of such insurance reasonably acceptable to Crossroads prior to, and as a condition of, any such entry. (g) Prior to performing any environmental tests or studies on the Property beyond the scope ofwork generally performed in a Phase I environmental site assessment study, IN-N-OUT shall provide Crossroads with a detailed outline of the tests or studies to be performed and IN-N- OUT shall obtain Crossroads' written approval, which may be withheld in Crossroads' reasonable discretion, with respect to the scope of work intended to be performed and shall provide Crossroads an opportunity to confer, either directly or through Crossroads' consultants, with IN-N-OUT's environmental consultants in order to determine whether to permit any sampling or testing of surface or subsurface soils, surface water or ground water(and with respect thereto Crossroads shall use its reasonable discretion to grant or withhold its consent) or to refine the scope of the work to be performed. All information derived from IN-N-OUT'S tests and test results shall, to the extent permissible under existing law, remain confidential and not be disclosed to any party other than as is necessary to consummate the transaction contemplated hereby or to exercise LN-N-OUT's rights hereunder including,without limitation,IN-N-OUT's counsel and its consultants, Crossroads'rights shall survive the termination of this Agreement. IN-N-OUT shall bear the costs and expenses with respect to its feasibility studies hereunder,including,but not limited to, all environmental matters and investigations. 2.2 IN-N-OTJ-T shall obtain the prior written consent of Crossroads to the scope of work to be done on the Property and to the engineers and consultants to be used for such work. 2.3 Any reporting obligations for issues generated by IN-N-OUT's inspections of the Property shall be retained by Crossroads. IN-N-OUT shall provide Crossroads with written notice of any such obligations which IN-N-OUT or IIT-N-OUT'S consultants believe to have arisen. GnY CUYTXi6325892-310325MA 1010693-900000 2