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a i Shell Oil Products US Environmental Claims Frank F Helmonds and Jeanne Helmonds One Shell Plaza, u 655 910 Louisiana Trust U/T/D 1/6/88 Houston,Texas 77002 Frank Helmonds,Trustee Tel 17131241-3736 110 Wood Road,Building I#209 Pox(713)241-6926 Los Gatos,California 95030 Email Ann0itte®Shell.com Internet http://www.shell.com Via Email September 6,2007 Re: Statement of Environmental Responsibility 1160 W.Yosemite Avenue,Manteca,California Dent Mt.Helmonds: Trulst This letter shall serve as an agreement betweenc n nksFHelmoand and Jentityeholding a security U/T/D 1/6/88, its trustees, successors, heirs, assigns, interest in the Property ("Owner") and Equdon Enterprises LLC dba Shell Oil Products US ed at 1160 W. Yosemite Avenue, ("Shell"), collectively "Parties", concerning agreement shalll servte e to comfort Owner m connection Manteca, California (the "Property D. All promises and with the soon-to-be complete property transaction concerning the Property. all take effect upon a legally recognized property transaction obligations made by this agreement sh conveying tide of the Property to Owner. predecessors in interest once operated a service station on the Property. Shell has and Shell or its praddress petroleum contamination related to its former operations and identified by will continue a the San Joaquin County Environmental Health Department as incident number 97422510 (the "Release") until no further activity is required by the agency. Once project closure is granted by the regulatory agency, Shell and its agents will properly abandon any monitoring wells in accordance with applicable regulatory standards. Shell will comply with all applicable federal, state, and local laws, regulations and ordinances dealing with the Release that are attributable to the acts and/or omissions of Shell. To that end, we will comply fully with governmental requests, notices, and consent orders which Shell may execute as appropriate concerning the environment and which may have a direct effect on the Property. Subject only to the conditions and limitations contained in this letter,Shell agrees to hold the Owner (including any financial entity that may retain a tide interest as collateral for financing) harmless from both the requirement and cost of performing cleanup at the Property connected with the Release found to be attributable to Shell's operations at the Shell Property and for which cleanup is required or ordered by any federal,state or local court,governmental entity,unit,department,or agency. The terms "contamination", in "soil or groundwater contamation", "cleanup", and "removal and response costs" shall be interpreted to mean that which any court or government order, or regulatory agency with jurisdiction and authority may understand these terns to mean.