Relocation of Highway 23. Louisiana State Highway 23 (“LA23”) traverses the entire length of the Industrial Zone and, in order to assist the Landlord in the development of the Industrial Zone consistent with appropriate public safety and traffic management considerations, the portion of LA23 that traverses the Industrial Zone could potentially be relocated to an alternate route running through the southwest portion of the Industrial Zone, generally depicted on Exhibit 8, attached hereto (the “New Highway Route”). Accordingly, the Landlord and the Tenant shall cooperate with and assist each other in the relocation of LA23 along with any utility or other servitudes currently located along LA23 to the New Highway Route or any other route within the Industrial Zone that the Landlord may reasonably request, including in preparing any engineering, environmental impact, constructability or other studies as may be required by the Louisiana Department of Transportation or other relevant governmental agencies, and applying for all necessary permits, licenses and approvals that may be required, in connection with such relocation of LA23 or the relevant servitudes, in each case so long as the foregoing would not require the Tenant to modify, relocate or otherwise alter any Improvements. Any effort by either Party in cooperating with, or assisting, the other Party in the relocation of LA23 pursuant to the preceding sentence will be limited to those efforts requiring no expenditure of out-of-pocket costs. From and after the Ground Lease Commencement Date, and regardless of whether LA23 is relocated, the Tenant shall assist and cooperate with the Landlord in its efforts to (a) modify encumbrances, servitudes, interests, use restrictions, and other title matters, and (b) obtain regulatory approvals, in each case, to locate portions of the Facility under and/or over LA23, so long as the same does not violate the FERC Order or require the Tenant to modify, relocate or otherwise alter any Improvements. Any effort by the Tenant in cooperating with, or assisting, the Landlord in the Landlord’s seeking of modifications to encumbrances, servitudes, interests, use restrictions, or other title matters and regulatory approval in locating portions of the Facility under and/or over LA23 pursuant to the preceding sentence will be limited to those efforts requiring no expenditure of out-of-pocket costs by the Tenant.
