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HomeMy WebLinkAboutContract 38188 Y Form Approved,AVP-Law Folder No.2508-41 07/25/06 PIPELINE CROSSING CITY SECRETAR'u AGREEMENT CONTRACT NO g � Mile Post: 245.9,Everman(FW&W Railroad Lease) Location: Fort Worth,Tarrant County, Texas THIS AGREEMENT ("Agreement") is made and entered into as of October 29, 2008, (`Effective Date") by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation, ("Licensor") and CITY OF FORT WORTH, a Texas political subdivision to be addressed at 900 Monroe, Suite 302Fort Worth,Texas 76102("Licensee"). IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS: Article 1. LICENSE FEE. Upon execution of this Agreement, the Licensee shall pay to the Licensor a one-time License Fee of One Thousand Five Hundred Dollars ($1,500.00). Article 2. LICENSOR GRANTS RIGHT. In consideration of the license fee to be paid by the Licensee and in further consideration of the covenants and agreements herein contained to be by the Licensee kept, observed and performed, the Licensor hereby grants to the Licensee the right to construct and thereafter, during the term hereof, to maintain and operate one 12" encased pipeline for transporting and conveying potable water only across Licensor's track(s) and property (the "Pipeline") in the location shown and in conformity with the dimensions and specifications indicated on the print dated June 10, 2008 and marked Exhibit A, attached hereto and hereby made a part hereof. Under no circumstances shall Licensee modify the use of the Pipeline for a purpose other than transporting and conveying potable water, and the Pipeline shall not be used to convey any other substance, any fiber optic cable, or for any other use, whether such use is currently technologically possible, or whether such use may come into existence during the life of this Agreement. Article 3. CONSTRUCTION,MAINTENANCE AND OPERATION. The grant of right herein made to the Licensee is subject to each and all of the terms, provisions, conditions, limitations and covenants set forth herein and in Exhibit B, attached hereto and hereby made a part hereof. Article 4. IF WORK IS TO BE PERFORMED BY CONTRACTOR. If a contractor is hired by the Licensee to do any of the work performed on the Pipeline(including initial construction and subsequent relocation or maintenance and repair work), then the Licensee shall require its contractor to execute the Licensor's current form of Contractor's Right of Entry Agreement. Licensee acknowledges receipt of a copy of the Contractor's Right of Entry Agreement and an understanding of its terms, provisions, and requirements, and will inform its contractor of the need to execute the agreement. Under no circumstances will Licensee's contractor be allowed onto Licensor's property without first exec ting the Contractor's Right of Entry Agreement and the contractor providing OFF, ''.L RECORD(I F�TARY Cr� �_:, �'.`�k ^ur 0"I -27-09 A09 :50 IN 6 F` to the Licensor the insurance binders, certificates and endorsements described in the Contractor's Right of Entry Agreement. Article 5. INSURANCE. A. Before commencement of the term of this Agreement and prior to any Pipeline construction, the Licensee, at its sole expense, shall provide to the Licensor the insurance binders, certificates and endorsements described in Exhibit C, attached hereto and hereby made a part hereof. The Licensee or it's contractor, whichever entity will be performing the Pipeline construction, will need to procure a Railroad Protective Liability Insurance policy for the duration of such work, as described in Exhibit C B. Not more frequently than once every two years, Licensor may reasonably modify the required insurance coverage to reflect then-current risk management practices in the railroad industry and underwriting practices in the insurance industry. C. All insurance correspondence shall be directed to: Union Pacific Railroad Company Real Estate Department-Folder No. 2508-41 1400 Douglas Street STOP 1690 Omaha,NE 68179-1690 D. If the Licensee is a public entity subject to any applicable statutory tort laws, the limits of insurance described in Exhibit C shall be the limits the Licensee then has in effect or which is required by applicable current or subsequent law,whichever is greater, a portion of which may be self-insured with the consent and approval of Licensor. Article 6. TERM. This Agreement shall take effect as of the Effective Date first herein written and shall continue in full force and effect until terminated as herein provided. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first herein written. UNION PACIFIC RAILROAD COMPANY CITY OF FORT WORTH By: By:: : Name Printed: Fernando Costa Title: Assiste--=' City Manager C'1 Attested bv: Contract=. Authorization I 0�\ 6 A D ait:p Many Hendrix, ity Secretary OFF; ECORD ZTARY Q f' p ,TX 1 PLACE ARROW INDICATING NORTH _ FORM OR-0404-B DIRECTION RELATIVE TO CROSSING i REV. 5-IS-98 www.uprr.com ENCASED N®N-FLAMMABLE PIPELINE CROSSING NOTE: ALL AVAILABLE DIMENSIONS MUST BE NO SCALE FILLED IN TO PROCESS THIS APPLICATION. y 4,6134FT. 31 S. FT. vCe�o ;y1 a6 FT. FT. WW (SEE NOTE 3 B 5) (SEE NOTE 3 B 5) a �s� FT. Q, �02 m TI NEAREST R.R- TORN) �4\, fL MATH TRACK (ANGLE OF CROSSING) w TO [NEAREST R-R. TOWN) S � ` ay bACKwAI..I OP BRIDGE 61K•CWAI(.Of 6ltlpG� 4Q x A. , (OES[RIBE FIXED OBJECT (DESCRIBE FIXED OBJECT (SEE NOTE 6) (SEE NOTE 5) y C'�p2 [DISTANCE ALONG TRACK FROM SECTION LINE CROSSING) FT. ?�`q�a��i FT. 3 (HOTS IS DIMENSION LOCATIONS E NOT SECTIONSCUtRED IN ALL , AT DISTANCE TO A LEGAL SURVEY LINE [S REQUIRED) - - - L 0 Fr. ---14 O FT: -- ter. 1� 1 6 STEEL CASING WALL 4 MIN_ DIST i SLMFF1A"OCE� �¢ THICKNESS CHART is..Note 2)-' MINIMUM DIAMETER OF SUBrRADE THICKNESS CASING PIPE ROADBEDI I .2512500" 1/4" 12- DR LESS .3 " 5/16- OVER 12--IB- a�{IFT. .3750' 3/9' OVER 18--22' 14.5 FT MIN.) \ 4375" 7/16' OVER 22'-2B" .5000" 1/2" OVER 28'-34- FT. (20 FT. MAX.) ILFT. SEAL CASING .5625" 9/16' OVER 34'-42" SEAL CASING D CASING PIP I(5..Not.4) (3 FT. M!`) .6250" S/8" OVER 42'-48" --%�----- -----------T----------- \ OVER 48" MUST BE CARRIER PIPE -----\ APPROVED BY R.R. CO. - ---=--- -------- ------ / NOTE: THIS CHART IS ONLY FOR SMOOTH STEEL CASING \ PIPES PITH MINIMUM YIELD / I STRENGTH OF 35,000 PSI. I 271z FT. ---•j It--- G3 FT. 5 F7. FORMULA TO FIGURE CASING Icy FT. LENGTH WITH ANGLE OF CROSSING OTHER THAN go- FT- NOTES: (USING LENGTH WHEN YEMEASURED ALONG PIPELINE.} [Q SIN I) ALL HORIZONTAL DISTANCES TO BE MEASURED AT RIGHT ANGLES FFIOMR OF TRACK. , 2) CASING TO EXTEND BEYOND THE t OF TRACK AT RIGHT ANGLES THE GREATER OF 20- 20 FT., OR 3D FT., B AND BEYOND LIMIT OF RAILROAO RIGHT-OF-NAY IF NECESSARY TO PROVIDE PROPER LENGTH OUTSIDE OF TRACK. `1� MIN.DIST. 31 MINIMUM OF SO' FROM THE END OF ANY RAILROAD BRIDGE,IE OF ANY CULVERT, OR FROM ANV SWITCHING AREA. (NOTE 2) 4) 51 GNAL REPRESENTATIVE MUST BE PRESENT DURING INSTALLATION IF RAILROAD SIGNALS ARE IN THE VICINITY OF CROSSING. TRA[J[ 5) ALLONABLE FIXED OBJECTS INCLUDE BACKWALLS OF BRIDGES;S OF ROAD CROSSINGS 8 OVERHEAD VIADUCTS[GIVE ROAD NAME), OR CULVERTS 6) CASING AND FARRIER PIPE MUST BE PLACED A MINIMUM OF 2 FEET BELOW THE EXISTING FIBER OPTIC CABLE. ANY EXCAVATION REQUIRED WITHIN 3 FEET OF THE EXISTING FIBER OPTIC CABLE MUST BE HAND DUG, A) IS PIPELINE CROSSING WITHIN DEDICATED STREET ? _YES; X 0; EXHIBIT "A" B) IF YES, NAME OF STREET E. rosF-Da(F ST, IFOR RAILROAD USE ONLY/ D) DISTRIBUTION LINE�-OR TRANSMISSION LINE C) CARRIER PIPE : UNION PACIFIC RAILROAD CO. COMMODITY TO BE CONVEYED POTA6LE WA.TEK �yly��r. ! L '�`` tL► Fww�! OPERATING PRESSURE ISt7 PSI „ ` / WALL THICKNESS CL S-1 DIAMETER ;MATERIAL MICTLL.E , ISUBDIVISIONI E) CASING PIPE : if If M. P 245.1 E. S. 89tttSo! WALL THICKNESS 0-90 ;DIAMETER 9tt ;MATERIAL 51EEL. NOTE :CASING MUST HAVE 2" CLEARANCE BETWEEN GREATEST ENCASED • CROSSING AT OUTSIDE DIAMETER OF CARRIER PIPE AND INTERIOR DIAMETER OF CASING PIPE. WHEN FURNISHING DIMENSIONS, GIVE OUTSIDE OF EA. —larraht Tx CARRIER PIPE AND INSIDE OF CASING PIPE. )NEAREST CIT'l� ICOINTTI ISTATEI F) METHOD OF INSTALLING CASING PIPE UNDER TRACK(S): cl-6 p-r Fart War-[ h DRY BORE AND JACK (WET BORE NOT PERMITTED) ; --r ArrL,CANn TUNNEL ; OTHER OPEN cur(BENEATH RR 5FtlD6�) RR FILE N0. 2S0 S-4 I DATE 4-10.0 GI WILL CONSTRUCTION BE BY AN OUTSIDE CONTRACTOR? NO; H) DISTANCE FROM CENTER LINE OF TRACK TO NEAR FACE OF BORIN AND W A R N I N G JACKING PITS WHEN MEASURED AT RIGHT ANGLES TO TRACK- W AAND I) APPLICANT HAS CONTACTED I-B00-336-9193 (30 MIN.) IN ALL OCCASIONS, U. P. COMMUNICATIONS DEPARTMENT MUST BE CONTACTED IN ADVANCE U. P. COMMUNICp TION DEPARTMENT, AND HAS DETERMINED FIBER OF ANY WORK TO DETERMINE EXISTENCE AND OPTIC CABLE DOES ;-DOES NOT ; EXIST IN VICINITY OF LOCATION OF FIBER OPTIC CABLE. WORK TO BE PERFORMED . TICKET NO. PHONE T 1-800-336-9193 Form Approved,AVP Law Updated 07/2006 EXHIBIT B Section 1. LIMITATION AND SUBORDINATION OF RIGHTS GRANTED. A. The foregoing grant of right is subject and subordinate to the prior and continuing right and obligation of the Licensor to use and maintain its entire property including the right and power of the Licensor to construct, maintain, repair, renew, use, operate, change, modify or relocate railroad tracks, signal, communication, fiber optics, or other wirelines, pipelines and other facilities upon, along or across any or all parts of its property, all or any of which may be freely done at any time or times by the Licensor without liability to the Licensee or to any other party for compensation or damages. B. The foregoing grant is also subject to all outstanding superior rights (including those in favor of licensees and lessees of the Licensor's property, and others) and the right of the Licensor to renew and extend the same, and is made without covenant of title or for quiet enjoyment. Section 2. CONSTRUCTION,MAINTENANCE AND OPERATION. A. The Pipeline shall be constructed, operated, maintained, repaired, renewed, modified and/or reconstructed by the Licensee in strict conformity with (i) Licensor's current standards and specifications ("UP Specifications"), except for variances approved in advance in writing by the Licensor's Assistant Vice President Engineering — Design, or his authorized representative; (ii) such other additional safety standards as the Licensor, in its sole discretion, elects to require, including, without limitation, American Railway Engineering and Maintenance-of-Way Association("AREMA") standards and guidelines (collectively, "UP Additional Requirements"), and(iii) all applicable laws, rules and regulations ("Laws"). If there is any conflict between the requirements of any Law and the UP Specifications or the UP Additional Requirements, the most restrictive will apply. B. All work performed on property of the Licensor in connection with the construction, maintenance, repair, renewal, modification or reconstruction of the Pipeline shall be done to the satisfaction of the Licensor. C. Prior to the commencement of any work in connection with the construction,maintenance,repair, renewal, modification, relocation, reconstruction or removal of the Pipeline where it passes underneath the roadbed and track or tracks of the Licensor, the Licensee shall submit to the Licensor plans setting out the method and manner of handling the work, including the shoring and cribbing, if any, required to protect the Licensor's operations, and shall not proceed with the work until such plans have been approved by the Licensor's Assistant Vice President Engineering Design, or his authorized representative, and then the work shall be done to the satisfaction of the Licensor's Assistant Vice President Engineering Design or his authorized representative. The Licensor shall have the right, if it so elects, to provide such support as it may deem necessary for the safety of its track or tracks during the time of construction, maintenance, repair, renewal, modification, relocation, reconstruction or removal of the Pipeline, and, in the event the Licensor provides such support, the Licensee shall pay to the Licensor, within fifteen (15) days after bills shall have been rendered therefore, all expenses incurred by the Licensor in connection therewith, which expenses shall include all assignable costs. D. The Licensee shall keep and maintain the soil over the Pipeline thoroughly compacted and the grade even with the adjacent surface of the ground. Section 3. NOTICE OF COMMENCEMENT OF WORK. If an emergency should arise requiring immediate attention, the Licensee shall provide as much notice as practicable to Licensor before commencing any work. In all other situations, the Licensee shall notify the Licensor at least ten(10) days (or such other time as the Licensor may allow) in advance of the commencement of any work upon property of the Licensor in connection with the construction, maintenance, repair, renewal, modification, reconstruction, relocation or removal of the Pipeline. All such work shall be prosecuted diligently to completion. Section 4. LICENSEE TO BEAR ENTIRE EXPENSE. The Licensee shall bear the entire cost and expense incurred in connection with the construction, maintenance, repair and renewal and any and all modification, revision, relocation, removal or reconstruction of the Pipeline, including any and all expense which may be incurred by the Licensor in connection therewith for supervision, inspection, flagging,or otherwise. Section 5. REINFORCEMENT,RELOCATION OR REMOVAL OF PIPELINE. A. The license herein granted is subject to the needs and requirements of the Licensor in the safe and efficient operation of its railroad and in the improvement and use of its property. The Licensee shall, at the sole expense of the Licensee, reinforce or otherwise modify the Pipeline, or move all or any portion of the Pipeline to such new location, or remove the Pipeline from the Licensor's property, as the Licensor may designate, whenever, in the furtherance of its needs and requirements,the Licensor, at its sole election,finds such action necessary or desirable. B. All the terms, conditions and stipulations herein expressed with reference to the Pipeline on property of the Licensor in the location hereinbefore described shall, so far as the Pipeline remains on the property, apply to the Pipeline as modified, changed or relocated within the contemplation of this section. Section 6. NO INTERFERENCE WITH LICENSOR'S OPERATION. The Pipeline and all parts thereof within and outside of the limits of the property of the Licensor shall be constructed and, at all times, maintained, repaired, renewed and operated in such manner as to cause no interference whatsoever with the constant, continuous and uninterrupted use of the tracks, property and facilities of the Licensor, and nothing shall be done or suffered to be done by the Licensee at any time that would in any manner impair the safety thereof. Section 7. PROTECTION OF FIBER OPTIC CABLE SYSTEMS. A. Fiber optic cable systems may be buried on the Licensor's property. Protection of the fiber optic cable systems is of extreme importance since any break could disrupt service to users resulting in business interruption and loss of revenue and profits. Licensee shall telephone the Licensor during normal business hours (7:00 a.m. to 9:00 p.m. Central Time, Monday through Friday, except for holidays) at 1-800-336-9193 (also a 24-hour, 7-day number for emergency calls) to determine if fiber optic cable is buried anywhere on the Licensor's premises to be used by the Licensee. If it is, Licensee will telephone the telecommunications company(ies) involved, arrange for a cable locator,make arrangements for relocation or other protection of the fiber optic cable, all at Licensee's expense, and will commence no work on the Licensor's property until all such protection or relocation has been accomplished. Licensee shall indemnify and hold the Licensor harmless from and against all costs, liability and expense whatsoever(including,without limitation, attorneys' fees, court costs and expenses) arising out of or caused in any way by Licensee's failure to comply with the provisions of this paragraph. B. IN ADDITION TO OTHER INDEMNITY PROVISIONS IN THIS AGREEMENT, THE LICENSEE SHALL INDEMNIFY, DEFEND AND HOLD THE LICENSOR HARMLESS FROM AND AGAINST ALL COSTS, LIABILITY AND EXPENSE WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS' FEES, COURT COSTS AND EXPENSES) CAUSED BY THE NEGLIGENCE OF THE LICENSEE, ITS CONTRACTOR, AGENTS AND/OR EMPLOYEES,RESULTING IN (1) ANY DAMAGE TO OR DESTRUCTION OF ANY TELECOMMUNICATIONS SYSTEM ON LICENSOR'S PROPERTY, AND/OR (2) ANY INJURY TO OR DEATH OF ANY PERSON EMPLOYED BY OR ON BEHALF OF ANY TELECOMMUNICATIONS COMPANY, AND/OR ITS CONTRACTOR, AGENTS AND/OR EMPLOYEES, ON LICENSOR'S PROPERTY, EXCEPT IF SUCH COSTS, LIABILITY OR EXPENSES ARE CAUSED SOLELY BY THE DIRECT ACTIVE NEGLIGENCE OF THE LICENSOR. LICENSEE FURTHER AGREES THAT IT SHALL NOT HAVE OR SEEK RECOURSE AGAINST LICENSOR FOR ANY CLAIM OR CAUSE OF ACTION FOR ALLEGED LOSS OF PROFITS OR REVENUE OR LOSS OF SERVICE OR OTHER CONSEQUENTIAL DAMAGE TO A TELECOMMUNICATION COMPANY USING LICENSOR'S PROPERTY OR A CUSTOMER OR USER OF SERVICES OF THE FIBER OPTIC CABLE ON LICENSOR'S PROPERTY. Section 8. CLAIMS AND LIENS FOR LABOR AND MATERIAL; TAXES. A. The Licensee shall fully pay for all materials joined or affixed to and labor performed upon property of the Licensor in connection with the construction, maintenance, repair, renewal, modification or reconstruction of the Pipeline, and shall not permit or suffer any mechanic's or materialman's lien of any kind or nature to be enforced against the property for any work done or materials furnished thereon at the instance or request or on behalf of the Licensee. The Licensee shall indemnify and hold harmless the Licensor against and from any and all liens, claims, demands, costs and expenses of whatsoever nature in any way connected with or growing out of such work done, labor performed,or materials furnished. B. The Licensee shall promptly pay or discharge all taxes, charges and assessments levied upon, in respect to, or on account of the Pipeline,to prevent the same from becoming a charge or lien upon property of the Licensor, and so that the taxes, charges and assessments levied upon or in respect to such property shall not be increased because of the location,construction or maintenance of the Pipeline or any improvement, appliance or fixture connected therewith placed upon such property, or on account of the Licensee's interest therein. Where such tax, charge or assessment may not be separately made or assessed to the Licensee but shall be included in the assessment of the property of the Licensor, then the Licensee shall pay to the Licensor an equitable proportion of such taxes determined by the value of the Licensee's property upon property of the Licensor as compared with the entire value of such property. Section 9. RESTORATION OF LICENSOR'S PROPERTY. In the event the Licensor authorizes the Licensee to take down any fence of the Licensor or in any manner move or disturb any of the other property of the Licensor in connection with the construction, maintenance, repair, renewal, modification, reconstruction, relocation or removal of the Pipeline, then in that event the Licensee shall, as soon as possible and at Licensee's sole expense, restore such fence and other property to the same condition as the same were in before such fence was taken down or such other property was moved or disturbed, and the Licensee shall indemnify and hold harmless the Licensor, its officers, agents and employees, against and from any and all liability, loss, damages, claims, demands, costs and expenses of whatsoever nature, including court costs and attorneys' fees,which may result from injury to or death of persons whomsoever, or damage to or loss or destruction of property whatsoever, when such injury, death, damage, loss or destruction grows out of or arises from the taking down of any fence or the moving or disturbance of any other property of the Licensor. Section 10. INDEMNITY. A. As used in this Section, "Licensor" includes other railroad companies using the Licensor's property at or near the location of the Licensee's installation and their officers, agents, and employees; "Loss" includes loss, damage, claims, demands, actions, causes of action, penalties, costs, and expenses of whatsoever nature, including court costs and attorneys' fees, which may result from: (a) injury to or death of persons whomsoever (including the Licensor's officers, agents, and employees, the Licensee's officers, agents, and employees, as well as any other person); and/or(b)damage to or loss or destruction of property whatsoever(including Licensee's property, damage to the roadbed,tracks, equipment, or other property of the Licensor, or property in its care or custody). B. AS A MAJOR INDUCEMENT AND IN CONSIDERATION OF THE LICENSE AND PERMISSION HEREIN GRANTED, THE LICENSEE AGREES TO INDEMNIFY, DEFEND AND HOLD HARMLESS THE LICENSOR FROM ANY LOSS WHICH IS DUE TO OR ARISES FROM: 1. THE PROSECUTION OF ANY WORK CONTEMPLATED BY THIS AGREEMENT INCLUDING THE INSTALLATION, CONSTRUCTION, MAINTENANCE, REPAIR, RENEWAL, MODIFICATION, RECONSTRUCTION, RELOCATION, OR REMOVAL OF THE PIPELINE OR ANY PART THEREOF; 2. THE PRESENCE, OPERATION, OR USE OF THE PIPELINE OR CONTENTS ESCAPING THEREFROM; OR 3. LICENSEE'S BREACH OF THIS AGREEMENT, EXCEPT WHERE THE LOSS IS CAUSED BY THE SOLE DIRECT NEGLIGENCE OF THE LICENSOR,AS DETERMINED IN A FINAL JUDGMENT BY A COURT OF COMPETENT JURISDICTION, IT BEING THE INTENTION OF THE PARTIES THAT THE ABOVE INDEMNITY WILL OTHERWISE APPLY TO LOSSES CAUSED BY OR ARISING FROM, IN WHOLE OR IN PART,LICENSOR'S NEGLIGENCE. Section 11. REMOVAL OF PIPELINE UPON TERMINATION OF AGREEMENT. Prior to the termination of this Agreement howsoever, the Licensee shall, at Licensee's sole expense, remove the Pipeline from those portions of the property not occupied by the roadbed and track or tracks of the Licensor and shall restore, to the satisfaction of the Licensor, such portions of such property to as good a condition as they were in at the time of the construction of the Pipeline. If the Licensee fails to do the foregoing, the Licensor may, but is not obligated, to perform such work of removal and restoration at the cost and expense of the Licensee. In the event of the removal by the Licensor of the property of the Licensee and of the restoration of the roadbed and property as herein provided, the Licensor shall in no manner be liable to the Licensee for any damage sustained by the Licensee for or on account thereof, and such removal and restoration shall in no manner prejudice or impair any right of action for damages,or otherwise,that the Licensor may have against the Licensee. Section 12. WAIVER OF BREACH. The waiver by the Licensor of the breach of any condition, covenant or agreement herein contained to be kept, observed and performed by the Licensee shall in no way impair the right of the Licensor to avail itself of any remedy for any subsequent breach thereof. Section 13. TERMINATION. A. If the Licensee does not use the right herein granted or the Pipeline for one (1) year, or if the Licensee continues in default in the performance of any covenant or agreement herein contained for a period of thirty (30) days after written notice from the Licensor to the Licensee specifying such default, the Licensor may, at its option, forthwith immediately terminate this Agreement by written notice. B. In addition to the provisions of subparagraph (a) above, this Agreement may be terminated by written notice given by either party hereto to the other on any date in such notice stated, not less, however,than thirty(30)days subsequent to the date upon which such notice shall be given. C. Notice of default and notice of termination may be served personally upon the Licensee or by mailing to the last known address of the Licensee. Termination of this Agreement for any reason shall not affect any of the rights or obligations of the parties hereto which may have accrued, or liabilities,accrued or otherwise,which may have arisen prior thereto. Section 14. AGREEMENT NOT TO BE ASSIGNED. The Licensee shall not assign this Agreement, in whole or in part, or any rights herein granted, without the written consent of the Licensor, and it is agreed that any transfer or assignment or attempted transfer or assignment of this Agreement or any of the rights herein granted, whether voluntary, by operation of law, or otherwise,without such consent in writing, shall be absolutely void and, at the option of the Licensor, shall terminate this Agreement. Section 15. SUCCESSORS AND ASSIGNS. Subject to the provisions of Section 14 hereof, this Agreement shall be binding upon and inure to the benefit of the parties hereto,their heirs,executors, administrators, successors and assigns. Form Approved,AVP-Law Updated 08/2006 EXHIBIT C Union Pacific Railroad Insurance Requirements Licensee shall, at its sole cost and expense, (except for Railroad Protective Liability Insurance required in Paragraph D), procure and maintain in effect during the term of this Agreement the following insurance coverage. Licensee shall procure and maintain, or cause to be procured and maintained by its contractor, at its sole cost and expense, Railroad Protective Liability Insurance coverage described in Paragraph D during any period of construction,maintenance, repair or reconstruction work. A. Commercial General Liability insurance. Commercial general liability (CGL) with a limit of not less than $2,000,000 each occurrence and an aggregate limit of not less than $4,000,000. CGL insurance must be written on ISO occurrence form CG 00 01 12 04 (or a substitute form providing equivalent coverage). The policy must also contain the following endorsement, which must be stated on the certificate of insurance: • Contractual Liability Railroads ISO form CG 24 17 10 01 (or a substitute form providing equivalent coverage) showing"Union Pacific Railroad Company Property" as the Designated Job Site. B. Business Automobile Coverage insurance. Business auto coverage written on ISO form CA 00 01 (or a substitute form providing equivalent liability coverage) with a combined single limit of not less $2,000,000 for each accident. The policy must contain the following endorsements, which must be stated on the certificate of insurance: • Coverage For Certain Operations In Connection With Railroads ISO form CA 20 70 10 01 (or a substitute form providing equivalent coverage) showing"Union Pacific Property" as the Designated Job Site. • Motor Carrier Act Endorsement-Hazardous materials clean up(MCS-90) if required by law. C. Workers Compensation and Employers Liability insurance. Coverage must include but not be limited to: • Licensee's and/or Licensee's contractor's statutory liability under the workers' compensation laws of the state where the Utility/Facility is located. • Employers'Liability (Part B)with limits of at least$500,000 each accident, $500,000 disease policy limit$500,000 each employee. If Licensee, and/or Licensee's contractor, is self-insured, evidence of state approval and excess workers compensation coverage must be provided. Coverage must include liability arising out of the U. S. Longshoremen's and Harbor Workers' Act, the Jones Act, and the Outer Continental Shelf Land Act, if applicable. The policy must contain the following endorsement, which must be stated on the certificate of insurance: 0 Alternate Employer endorsement ISO form WC 00 03 01 A (or a substitute form providing equivalent coverage) showing Railroad in the schedule as the alternate employer (or a substitute form providing equivalent coverage). D. Railroad Protective Liability insurance. Railroad Protective Liability insurance written on ISO occurrence form CG 00 35 12 04 (or a substitute form providing equivalent coverage) on behalf of Licensor as named insured, with a limit of not less than $2,000,000 per occurrence and an aggregate of $6,000,000. A binder stating the policy is in place must be submitted to Licensor before the work may be commenced and until the original policy is forwarded to Licensor. E. Umbrella or Excess insurance. If Licensee, and/or Licensee's contractor, utilizes umbrella or excess policies,these policies must"follow form"and afford no less coverage than the primary policy. Other Requirements F. All policy(ies) required above (except worker's compensation and employers liability) must include Licensor as "Additional Insured" using ISO Additional Insured Endorsements CG 20 26, and CA 20 48 (or substitute forms providing equivalent coverage). The coverage provided to Licensor as additional insured shall, to the extent provided under ISO Additional Insured Endorsement CG 20 26, and CA 20 48 provide coverage for Licensor's negligence whether sole or partial, active or passive, and shall not be limited by Licensee's liability under the indemnity provisions of this Agreement. G. Punitive damages exclusion, if any, must be deleted (and the deletion indicated on the certificate of insurance), unless the law governing this Agreement prohibits all punitive damages that might arise under this Agreement. H. Licensee waives all rights of recovery, and its insurers also waive all rights of subrogation of damages against Railroad and its agents, officers, directors and employees. This waiver must be stated on the certificate of insurance. I. Prior to commencing any work, Licensee, and/or Licensee's contractor, shall furnish Licensor with a certificate(s) of insurance, executed by a duly authorized representative of each insurer, showing compliance with the insurance requirements in this Agreement. J. All insurance policies must be written by a reputable insurance company acceptable to Licensor or with a current Best's Insurance Guide Rating of A- and Class VII or better, and authorized to do business in the state in which the Utility is located. K. The fact that insurance is obtained by Licensee, and/or Licensee's contractor, or by Licensor on behalf of Licensee, and/or Licensee's contractor, will not be deemed to release or diminish the liability of Licensee, including, without limitation, liability under the indemnity provisions of this Agreement. Damages recoverable by Licensor from Licensee or any third party will not be limited by the amount of the required insurance coverage. L. All insurance correspondence, certificates and endorsements shall be addressed and mailed as follows: Union Pacific Railroad Company Real Estate Department,Folder No. 2508-41 1400 Douglas Street, STOP 1690 Omaha,Nebraska 68179-1690 Page 1 of 1 City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 12/16/2008 DATE: Tuesday, December 16, 2008 LOG NAME: 20RXRUP245.9 REFERENCE NO.: **L-14689 SUBJECT: Authorize Water Pipeline Crossing License Agreement with Union Pack Railroad in the Amount of $1,500.00 for the Installation of a 12 Inch Encased Potable Water Pipeline North of Rosedale Street and West of Riverside Drive Adjacent to Glenwood Park RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute a Water Pipeline Crossing License Agreement with Union Pacific Railroad at a one-time cost of$1,500.00 for the installation of a water pipeline crossing located north of Rosedale Street and west of Riverside Drive adjacent to Glenwood Park. DISCUSSION: The Water Pipeline Crossing License Agreement (Agreement) is necessary to install a 12 inch encased potable water line in a 24 inch steel casing as part of the water and sanitary sewer improvements associated with the widening of Rosedale Street by Texas Department of Transportation (TxDOT). The Union Pacific Railroad has accepted the City's certificate of self-insurance and assigned the Agreement Folder Number 2508-41. The City will incur the indicated costs associated with this Agreement. The project is located in COUNCIL DISTRICT 8, Mapsco 77L and 77M. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that funds are available in the current capital budget, as appropriated, of the Water Capital Projects Fund. TO Fund/Account/Centers FROM Fund/Account/Centers P253 541100 608170013841 $1,500.00 Submitted for City Manager's Office by Fernando Costa (6122) Originating Department Head: Greg Simmons (7862) Additional Information Contact: Andy Anderson (8648) Lester England (8366) http://apps.cfwnet.org/C 12/26/2008 - �. L a1. ay OyrRi ._ A. 0, Uri All Ell ­_4J fik .."IZI 76 J 'fir T 5 R ■io 04 � ' •-; }}^-i4'i 'll.j't6 t 4• iia. a. -vrrti� �1 +a •.r�-o*A�an+ a-,�1�s --r`f,.r = • _ is r 9� * 7 4L Id F' � 14 w++f,i1 'ice,' r 4� �' fit# ■: � r ' s ilb/! \\ PP e�j � 1 1 11 :11 :11 1, 11 111 :11 :11 1, N ./- .