2a. Road-maintenance agreement for drop structure on Co 31

North Cass Water Resource District Cass County Operation and Maintenance Agreement Page 2 In consideration of the mutual covenants contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which the parties acknowledge, the parties agree as follows: AGREEMENT 1. Operation and Maintenance. Upon execution of this Agreement, the County will own, operate, maintain, and administer Site 31C, including all associated structures and improvements, at the County's sole cost. 2. Right of Way. The County previously acquired the requisite right of way for purposes of operating and maintaining Highway 31, and Site 31C is on the County's Highway 31 right of way; copies of the County's Highway 31 right of way instruments regarding the Northeast Quarter of Section 14 in Wiser Township are attached to this Agreement as Exhibit B (the "County Right of Way"). However, to the extent necessary, the District will execute conveyance documents to convey and assign to the County any interest the District has regarding any right of way outside of the County Right of Way regarding Site 31C. 3. The District's Inspections. The District typically conducts annual inspections of all of its facilities, including the District's legal drains and other water infrastructure, to determine if any maintenance or improvements are necessary. The District will inspect Site 31C in conjunction with its inspections of the District's facilities, at the District's sole cost. The District will provide a written summary of each inspection of Site 31C to the County within a reasonable time following each inspection, including identification of any possible maintenance or improvements that may be necessary to Site 31C; the County may conduct any maintenance or improvements to Site 31C the County deems necessary, in its sole judgment.