SITE INFORMATION AND CORRESPONDENCE

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SENT BY:IRELL & MANELLA +1-13-91 ; 14 42 ; IRELL & MANELLA4 2094853071 ;# 2 LICENSE AND AGREEMENT REGARDING MONITORING WELL THIS LICENSE AND AGREEMENT REGARDING MONITORING WELL ("Agreement") is made as of November 1, 1991, between The Croydon Company, Inc. , a Now York corporation ("Landowner") , and Kearney- KPF, a division of Kearney-National, Inc. , a Delaware corporation ("Kearney") . RECITALS A. Landowner is the owner of cartain property situated at 178 East Alpine Avenue, Stockton, California, which property is more particularly described in Exhibit A hereto (the "Property") . B. Kearney has conducted and is now conducting business at 1624 East Alpine Avenue, Stockton, California. C. Kearney is required by the California Department of Health services ("DOHS") and the California Central valley Regional Water Quality Control Board ("RWOCB") (together, the "Agencies") to conduct an assessment and remediation of the soil and groundwater in the vicinity of its facility. Kearney's activities at the site have been described in various reports and correspondence to or from the Agencies, which are incorporated herein by reference and which are more fully described in Exhibit g hereto. D. Kearney and the Agencies have determined that it is necessary for the soil and groundwater assessment for one groundwater monitoring well ("Well") to be installed on the Property at the location indicated on the map attached as Exhibit .Q hereto. E. Landowner desires to cooperate with Kearney and the Agencies while assuring that the installation and operation of the Well protects the use and enjoyment of the Property to the greatest possible extent. NOW, THEREFORE, with reference to the above recitals and for other consideration, the receipt and sufficiency of which are hereby acknowledged, Landowner and Kearney agree as follows: 1. I'll daement and Grant o2 License. Kearney acknowledges the site activities described in the reports to the 25147\000002I.W5