Snow Removal Services Agreement

THIS AGREEMENT made as of [Date of Agreement (ie. July 1, 2002)] between [Name of
Property Owner] (the "Owner") of [Address of Property Owner] and [Name of Snow Removal
Contractor] (the "Contractor") of [Address of Snow Removal Contractor].

WHEREAS the Contractor is in the business of snow removal and has represented to the Owner
that the Contractor is capable of removing snow and ice from the areas exterior to the building
located at [Address of Building] (the "Building") including all walkways, sidewalks, driveways
and parking lot outlined in red on Schedule "A" hereto (collectively referred to as the "Exterior
Areas");

NOW THEREFORE in consideration of the recitals, the mutual covenants hereinafter set forth,
and for other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties hereto hereby agree as follows:

1. Snow Removal Services

The Contractor shall, during the term of this Agreement, provide the
following snow removal services to the Exterior Areas (collectively the
"Snow Removal Services"):

(a) remove snow and ice and supply and operate snow removal equipment for that
purpose;

(b) keep snow and ice cleared from all fire lanes during any major storm warnings;

(c) deliver and apply salt and sand during or immediately after snow and ice are
removed; and

(d) pile or deposit all snow and ice removed from the Exterior Areas in such areas as
the Owner reasonably directs. Where, in the reasonable opinion of the Owner
there is no suitable area on or adjacent to the Exterior Areas on which to deposit
the snow and ice, the Contractor shall truck and deposit the snow and ice to an
off-premises location.

The Contractor acknowledges that it has inspected the Exterior Areas and that it is aware
of any possible obstacles and obstructions including curbing which must be avoided
when providing the Snow Removal Services. Prior to providing the Snow Removal
Services, the Contractor shall mark, in a manner approved by the Owner, all such
obstacles and obstructions including curbing.

2. Timing of Snow Removal Services

The Contractor shall provide the Snow Removal Services at the following
times:
 -2-

(a) each and every day of the week between 10:00 p.m. and 8:00 a.m. on the day of
any accumulation of snow or ice;

(b) at any time during the day on a snowfall of over two inches, and

(c) at any such other times as the Owner may reasonably request.

3. Term

The term of this Agreement shall be for a period of one (1) year commencing on the date
hereof and terminating on the first anniversary of such date. Thereafter, the term of this
Agreement may be extended or renewed upon the mutual written agreement of the parties
hereto. Notwithstanding the foregoing, the either party may terminate this Agreement
upon written notice to the other, if the other party breaches any term or condition of this
Agreement and such breach is not remedied or cured within five (5) days after written
notice of such breach is given to the party in breach.

4. Compensation of Contractor

In consideration for providing the Snow Removal Services, the Owner shall pay to the
Contractor [Payment Terms (ie. an hourly rate of $100 or a weekly rate of $1,000, as
applicable)]. The Contractor shall invoice the Owner weekly, and such invoices shall be
paid by the Owner within ten (10) days of receipt.

5. Indemnity

(a) The Contractor acknowledges and accepts all risk arising or pertaining to the
ownership, possession, use or operation of any snow removal equipment or
arising from any occurrence occasioned, whether in whole or in part whether
directly or indirectly, by any act, omission, fault, default, or negligence of the
Contractor or those for whom it is in law responsible. Any snow removal or other
equipment left unattended in the Exterior Areas or elsewhere by the Contractor or
those for whom it is in law responsible shall be left at the sole risk of the
Contractor.

(b) The Contractor shall indemnify and save harmless the Owner from any and all
claims, demands, actions, losses, or property damage arising directly or indirectly
from the ownership, possession, use or operation of any snow removal equipment
or arising from any occurrence occasioned, whether in whole or in part whether
directly or indirectly by any act, omission, fault, default, or negligence of the
Contractor or those for whom it is in law responsible. In case the Owner, through
no fault of its own, shall be made a party to any litigation commenced by or
against the Contractor, the Contractor shall protect and hold the Owner harmless
and shall pay all costs, expenses and reasonable professional and legal fees
incurred or paid by the Owner in connection with such litigation. The indemnities
contained herein shall not be prejudiced by and shall survive the termination of
this Agreement.
 -3-

6. Contractor's Insurance

The Contractor shall, during the entire term of this Agreement and any renewal or
extension of it, take out and keep in full force and effect insurance in which the limits of
public liability shall be no less than $[Minimum Coverage Per Person] per person, and
$[Minimum Coverage Per Occurrence] per occurrence and in which property damage
liability shall be not less than $[Minimum Property Damage Coverage], the whole at the
Contractor's sole cost and expense. The Owner may require at any time a copy of the
insurance policies.

7. Permits and Taxes

The Contractor shall, at its own expense, obtain and maintain in good standing all permits
and licences required by any authorities having jurisdiction in order to own, possess, use
or operate snow removal equipment and to carry on the Snow Removal Services, and
shall otherwise comply promptly and at its own expense, with all laws, regulations, rules
of all Federal, State and municipal governmental authorities which may be applicable to
the Snow Removal Services.

8. Notices

All notices required by this Agreement shall be in writing and shall be sent
by facsimile transmission, or delivered in person or by prepaid courier, or
mailed by certified or registered mail, return receipt requested, with
postage prepaid. Notices to the Contractor shall be addressed to [Address
of Contractor]. Notices to the Owner shall be addressed to [Address of
Owner]. All notices so sent shall be deemed to have been received by the
recipient on the date the facsimile transmission was sent, or on the date of
delivery or on the second business day following the mailing thereof. The
above address of either the Contractor or the Owner may be changed by
giving to the other party written notice of the new address. If postal
service is interrupted, or threatened to be interrupted, or is substantially
delayed, any notice shall only be sent by facsimile transmission or
delivered by courier.

9. Headings

The headings in this Agreement are for convenience of reference only and shall not in
any way limit or be deemed to construe or interpret the terms and provisions of this
Agreement.

10. Governing Law

This Agreement shall be construed and enforced in accordance with the laws of the
Stateof [State].
 -4-

11. Entire Agreement

This Agreement embodies the entire agreement of the parties with regard to the matters
herein, and no other agreement shall be deemed to exist except as entered into in writing
by both parties to this Agreement.

12. Assignment

The Contractor shall not assign this Agreement or any part of it and may not employ or
retain anyone as a subcontractor or otherwise, to perform any part of its obligations under
this Agreement without the prior written consent of the Owner, which consent may not be
unreasonably withheld. The Owner shall have the right, at its election, to assign this
Agreement to any person, firm or corporation.

13. Enurement

This Agreement shall enure to the benefit of and be binding on the parties and their
respective successors and assigns.

14. Partial Severability

If any part of this Agreement is held or rendered invalid or illegal, the remainder of this
Agreement continues to apply.

IN WITNESS WHEREOF the parties have executed this agreement on the date first written
above.
 Schedule "A"
Sketch of Exterior Areas
[Sketch of Exterior Areas of Building (to be outlined in Red Ink]