HomeMy WebLinkAboutContract 44979 '
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LANG Jonnes 'rig LaSalle Americas, roc.
JONEs 4300 n carter,Suite 100
Fort Worth,Texas 7+6155
LAS"%ALLE, tel+1 817-230-2600,fax+1 817 3016-8265
July 29J 201
Mr. Robert Sauceda Tracking no. 13-4713,4
City of Fort Worth
1000 Throckmoirt n Street
Fort''Forth, Texas 76102 r
Clear Mr. Sauceda.
Enclosed please find one (1), fully executed Pipeline Agreement between B,NSF and the City
of Fort Worth. A copy of the executed Agr e,ment(s) must, be available upon request at
the job site allowing authorization to do the work. Please contact the R admaster at
telephone (817) 224-7009 or hell phone (817) 304-3549 as listed below, at least ten (10)
days in advance of any entry and BEFORE YOU [SIG, CALF. 1-800-533-2891.
If you have any questions r need additielnal information please contact me at (817) 230i
2627.
Sin y
Annette ,fie ins
Sr. contract Specialist
Enclosure
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Tracki'nig No. 1 3-471 34
PIPELINE LICENSE
THIS PIPELINE LICENSE ("License") is made to be effective July 30, 2013 (the "Effective Date")
by and between BNSA RAILWAY COMPANY, a Delaware corporation ("Licensor") and CITY OF FORT
WORTH, TEXAS, a Texas corporation ("Licensee'l).
NOW THEREFORE, in consideration of the mutual covenants, contained herein, the parties agree
to the following:
GENERAL
1. Licensor hereby grants, Licensee a non exclusive license, subject to all rights interests, and
estates of third parties, including, without limitation,, any leases, use rights, easements, liens, or other
encumbrances, and upon, the terms and conditions set forth below, to construct and maintain, in strict
accordance with the drawings and specifications approved by Licensor as part of Licensee's application
process (the "Drawlings and Specifications"), one (1) existing pipeline, eight (8) inches in diameter (the
"PIPELINE"), across or along Licensor's rail corridor at or near the station of Fort Worth, County of
Tarrant, State of Texas, Line Segment 7500, Opposite Mile Post 342.0 as shown on the attached Drawing
No. 1-57132, dated March 13, 2013, attached hereto as Exhibit and incorporated herein by reference
(the "Premises").
2. Licensee shad not disturb any improvements of Licensor or Licensor's existing lessees, licensees,
easement beneficiaries or lien holders,, if any, or interfere with the use, repair,, maintenance or
replacement of such improvements.
3. Licensee shall use the Premises, solely for construction, maintenance, and use of the PIPELINE in
accordance with the Drawings and Specifications. The PIPELINE shall carry sanitary, sewage, and
Licensee shall not use the PIPELINE to carry any other material or use the Premises for any other
purpose.
4. In case of the eviction of Licensee by anyone owning or claiming title to or any interest in the
Premises, or by the abandonment by Licensor of the affected rail corridor, Licensor shall not be liable (i)
to refund Licensee any compensation paid hereunder, except for the pro-rata part of any recurring charge
paid in advance, or(ii) for any damage Licensee, sustains in connection therewith.
5. Any contractors or subcontractors performing work on the PIPELINE, or entering the Premises on
behalf of Licensee shall be deemed servants and agents of Licein�s,ee for purposes, of this License,.
TERM
6. This License shall commence, on the Effective Date and shall continue for a period of Twenty-five
(25) years, subject to prior termination as hereinafter described, and shall continue thereafter on a month-
to-month basis unless terminated by either party giving thirty(30) days prior written, notice.
COMPENSATION
7. (a) Licensee shall pay Licensor, prior to the Effective Date, the sum of Three Thousand and
No/1 00 Diollil,ars ($3,000.010): as compensation for the use of the Premises.
(b) Licensee agrees to reimburse Licensor(pursuant to the terms of Section 7(c) below)for all
costs and expenses incurred by Licensor in connection with Licensee's use of the Premises or the
presence, construction and maintenance of the PIPELINE I including but not limited to the furnishing of
LicensorI s flaggers, and any vehicle rental costs incurred. Licensee shall bear the cost of flagger services
Form 424; Rev 2-9-12
'Tracking No. 13-47134
and other safety measures provided by Licensor, when deemed necessary by Li censor's representative,
Flagging, costs shall include, but not be limited, to, the following: pay for at least an eight (8) hour, basic
day with tine and one-half or double time for overtime, rest days and holidays, (as applicable); vacation
"
allowance; paid holidays as applicable); Licensor and unemployment insurance; public liability and
property damage insurance; health and welfare benefits; transportation; meIals; lodging and supervision.
Negotiations for Licensor labor, or collective bargaining agreements and rate changes authorized by
appropriate Federal authorities may increase flagging rates. Flagging rates in effect at the time of
performance by the fla,ggers will be used to calculate the flagging costs pursuant to this Section 7(b).
Licensor shall give Licensee at least forty-eight (48) hours notice of its intent to provide flaggers to the
extent the same is reasonably practicable.
(c) All invoices are due thirty (30) days after the date of invoice. In the event that Licensee
shall, fall to pay any monies due to Licensor within thirty (3 0) days after the invoice date, then Licensee
shall play interest on such unpaid sum, from the due date until, paid at an annual rate equal to the lesser of
(i) the prime rate last published in The Wall Street Journal in the preceding December plus,two and one-
half percent (2-1/2%), or (iii) the maximum rate permitted by law.
COMPLIANCE WITH LAWS
8. (a) Licensee shall observe and comply with any and all laws, statutes, regulations, ordinances,
orders, covenants, restrictions, or decisions of' any court of competent jurisdiction ("Legal
Requirements") relating to the construction, maintenance, and use of the PIPELINE and the use of the
Premises.
(b) Prior to entering the Premises, Licensee shall and shall cause its contractor(s) to comply
with all of Licensors applicable safety rules and regulations. Licensee must ensure that each of its
employees, contractors,, agents or invitees entering upon the Premises colmpleteIs, the safety training
program at the Website III vmw.contractororientat'ion.com"I (the "'Safety Orientation") within one year prior
to entering upon the Premises, Additionally, Licensee must ensure that each and every employee of
Licensee, its contractors, agents and invitees possess a card certifying completion of the Safety
Orientation prior to entering upon the Premises. Licensee must renew the Safety Orientation annually.
DEFINI'TION OF COST AND EXPENSE,
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9. For the purpose of this License, cost or "costs , expense" or "expenses" includes, but is not
limited to, actual labor and material costs including all assignable additives, and material and supply,costs
at current,value where used.
RIGHT OF LICENSOR TO USE
10. Licensor excepts and reserves the right, to be exercised by Licensor and any other parties who
may obtain written permission or authority from Licensor:
Vii) to maintain, use, operate, repair, replace, modify and relocate any utility, power or
communication pipe/lines/cables, and appurtenances (other than the PIPELINE) and other
facilities or structures of l,ike character upon, over, under or across the Premises existing as
of the Effective Date;
i(ii) to construct, maintain, renew; use, operate, change, modify and relocate any tracks or
additional facilities, structures and related appurtenances upon, over, under or across the
Premises; or
Form 424;Rev 2-9-12,
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Tracking No. 13-47134
This policy shall also contain the following endorsements, which shall be indicated on the certificate of
insurance-
• The definition of insured contract shall be amended to remove any exclusion or other limitation for
any work being, done within 50, feet of railroad property.
• Waiver of subrogation in favor of and acceptable to Licensor,
• Additional insured endorsement in favor, of and acceptable to Licensor and Jones Lang LaSalle
Brokerage, Inc.
• Separation of insureds.
• The policy shall be primary and non-contributing with respect to any insurance carried by Licensor.
It is agreed that the workers' compensation and employers' liability related exclusions in the
Commercial General Liability, Insurance policy(si), required herein are intended to apply to employees
of the policy holder and shall not apply to Licensor's employees.
No other endorsements limiting coverage may be included on the policy.
(b) Business Automobile Insurance. This insurance shall contain a combined single limit of at
least, $1,,000,000 per occurrence, and include coverage for, but not limited to the following*.
■ Bodily injury and' property damage.
■ Any and all vehicles owned,,, used or hired,
Waiver of subrogation in favor of and acceptable,to Licensor.
Additional insured endorsement in favor of and acceptable to Licensor.
Separation, of insureds.
'rhe policy shall be primary and non-contributing with respect to any insurance carried by Licensor,
(c) Workers' Compensation and Employers' Liability Insurance. This insurance shall include
coverage for, but not limited to:
• Licensee's statutory liability under the workers' compensation Legal Requirements of the states)
in which the work is to be performed. If optional under state, Legal Requirements, the insurance
must, cover all employees anyway.
■ Employers' Liability (Part B) with limits of at least $500,00!0 each accident,, $500,000 by disease
policy limit, $50,01,000 by disease each employee.
This policy shall also contain the following endorsements or language, which shall be indicated oni the
certificate of insurance:
■ Waiver of subrogation in favor of and acceptable to Licensor.
(di) Railroad Protective Liability-Insurance. This insurance shall name only Licensor as the
Insured with coverage of at least $5,000,000 per occurrence and $10,000,000, in the aggregate. The
coverage obtained under this policy shall only be effective during the initial installation and/or construction,
of the PIPELINE. THE CONSTRUCTION OFT E PIPELINE SHALL BE COMPLETED WITHIN ONE (1)
YEAR OF THE EFFECTIVE DATE. If further maintenance of the PIPELINE is needed at a later date, an
additional Railroad Protective Liability, Insurance Policy shall be required. The policy shall be issued on a
standard ISO form CG 00 35 `0 93 and include the following-,
• Endorsed to include the Pollution Exclusion Amendment (ISO form CG 28 31 10 93).
• Endorsed to include the Limited Seepage and Pollution Endorsement.
■ Endorsed to include Evacuation Expense Coverage Endorsement.
• No other endorsements restricting coverage may be added.
• The original policy must be provided to Licensor prior to performing any work or services under
this License.
Form 424,Rev 2-9-12
Tracking No. 13-47134
In lieu of providing a, Railroad Protective Liability Policy, for a period of one (1) year from the Effective
Date, Licensee may participate in Licensor's Blanket Railroad Protective Liability Insurance Policy
available to Licensee or its contractor. The limits of coverage are the same as above. The cost is
$1150.00.
I elect to participate in Li censor's Blanket Policy;
0 1 elect not to participate in Licenser's Blanket Policy.
Other Requirements:
Where allowable by law, all policies (applying to coverage listed above) shall contain no exclusion
for punitive damages and certificates, of insurance shall reflect that no exclusion exists.
Licensee agrees to waive its right of recovery against Licensor for all claims and suits, against
Licensor. In addition, its insurers, through a policy endorsement, must waive their right of subrogation
against Licensor for all claims and suits, and the certificate of insurance must reflect the waiver of
subrogation endorsement. Licensee; further waives, its right of recovery, and its insurers must also waive
their right of subrogation against Licensor for loss of Licensee's owned or leased property,, or property
under Licensee's care, custody, or control.
With the exception of Ral[road Protective Liability Insurance, Licensee is allowed to self insure.
Any deductible, self insured retention, or other financial responsibility for claims shall be covered directly
by Licensee in lieu of insurance. Any and all Licensor liabilities: that would otherwise, in accordance with
the provisions of this License, be covered by Licensee's insurance will be covered, as if Licensee, elected
not to include a deductible, self-insured retention, or other financial responsibility for claims.
Prior to entering the Premises, Licensee shall furnish to Licensor an acceptable certificateks) of
insurance, including an original signature of the authorized representative evidencing the required
coverage, endorsements, and amendments:,. -rhe policy(ies) shall contain, a provision that obligates the
insurance complany(ies,)l issuing such policy(ies) to notify Licensor in writing at least 30 days prior to any
cancellation, non renewal, substitution or material alteration. This cancellation provision shall be indicated
on the certificate of insurance., In the event of a claim or lawsuit involving Licensor arising out of this
License, Licensee will make available any required policy covering such claim or lawsuit.,
Any insurance policy shall be written by a reputable insurance company acceptable to Licensor or
with a current Rest's Guide Rating of A- and Class VII or betteir, and authorized to do business in the
state(s) in which the service is to be provided.
If coverage is purchased on a "claims made" basis, Licensee hereby agrees, to maintain coverage
in force for a minimum of three years after expiration or termination of this License. Annually, Licensee
agrees to provide evidence of such coverage as required hereunder.
Licensee represents that this License has been thoroughly reviewed by Licensee's insurance
agent(s)/broker(s), who have been instructed, by Licensee to procure the insurance coverage required by
this License. Allocated Loss Expense shall be in addition to all policy limits for coverages, referenced
above.
Not more frequently than once every five 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.
Form 424;Rev 2-,9-12
-8-
JJ
Tracking No. 13-47134
If any portions of the operation is to be subcontracted by Licensee,, Licensee shall require that the
subcontractor shall provide, and maintain inisurance coverages, as set forth herein, naming Licensor as an
additional insured, and shall require that the subcontractor shall release, defend and indemnify Licensor to
the same extent and under the same terms and conditions as Licensee is required to release, defend and
indemnify Licensor herein.
Failure to provide evidence as required by this Section 19 shall entitle, but not require, Licensor to
terminate this License immediately. Acceptance of a certificate that does not comply with this Section
shall not operate as a waiver of Licensee's obligations hereunder.,
The fact that insurance (including, without limitation,, self-insurance) is obtained by Licensee shall
not be deemed, to release or diminish the liability of Licensee, including, without l,imitation, liability under
the indemnity provisions of this License. Damages, recoverable by Licensor shall not be limited by the
amount of the required insurance coverage.
For purposes of this Section 1119, Licensor shall mean "Burlington Northern Santa Fe LL C", TN SF
Railway,Company" and the subsidiaries, successors, assigns and affiliates of each.
ENVIRONMENTAL
20. (a) Licensee shall strictly comply with all federal„ state and local environmental Legal
Requirements and regulations in its use of the Premises, including, but not limited, to, the Resource
Conservation and Recovery Act, as amended (RC , the Clean Water Act, the Oil Pollution Act, the
Hazardous Matedals Transportation Act, CERC,LA (collectively referred to as the "Environmental Laws").
Licensee shall not maintain a treatment, storage, transfer or disposal facility, or underground storage
tank, as defined by Environmental Laws on the Premises. Licensee shall not release or suffer the release
of oil or hazardous substances,, as defined by Environmental Laws on or about the Premises.
(b) Licensee covenants that it will not handle or transport "'hazardous waste"" or "hazardous
substances", as "hazardous waste" and "hazardous substances" may now or in the future be defined by
any federal, state, or local governmental agency, or body through the PIPELINE oni Licensors property.
Licensee agrees periodically to furnish Licensor with proof, satisfactory to Licensor that, Licensee is in
compliance with the provisions of this Section.
(c) Licensee shall give Licensor immediate notice to Licensor's Resource Operations Center at
(800) 832-51452 of any known, (i) release of hazardous substances on, from, or affecting the Premises, (ii)
violation of Environmental Laws, or (iii) inspection or inquiry by governmental authorities charged with
enforcing Environmental Laws with respect to Licensee's use of the Premises. Licensee shall use the
best efforts to promptly respond to any release on, from, or affecting the Premises. Licensee also shall
give Licensor immediate notice of all measures: undertaken on behalf of Licensee to investigate,
remedilate, respond to or otherwise cure such release or violation.
(d) In the event that Licensor has notice from Licensee or otherwise of a release or violation of
Environmental Laws arising in any way with respect to the PIPELINE whiich occurred or may occur during
the term of this Licenser Licensor may require Licensee, at Licensee's solle risk and expense, to take
timely measures to investigate, rernedlate, respond to or otherwise cure such release or violation affecting
the Premises or Licensor's right-of-way.
Licensee shall promptly report to Licensor in writing any conditions or activities upon the
Premises known to, Licensee which create a risk of harm to persons, property or the environment and,
shall tale whatever action is necessary to prevent injury to persons, property, or the environment arising
out of such conditions or activities; provided, however, that Licensee's report,ing, to Licensor shall not
FoTmi 424:Rev 2-9-12
-9-
Tracking No. 13-47134
relieve Licensee of any obligation whatsoever imposed on it by this License. Licensee shall promptly
respond,to Licensor's request for information regarding said conditions or activities.
ALTERATIONS
2 1. Licensee may not make any alterations to the Premises or permanently affix anything to the
Premises or any buildings or other structures adjacent to the Premises without Li censor's prior written
consent,.
NO WARRANTIES
22. LICENSOR"S DUTIES AND, WARRAN,rIESARE LIMITED TO THOSE EXPRESSLY STATED IN
THIS LICENSE AND SHALL NOT INCLUDE ANY IMPLIED Du"rIES OR IMPLIED WARRANTIES, NOW
OR IN THE FUTURE. NO REPRESENTATIONS OR WARRANTIES HAVE BEEN MADE Y' LICENSOR
OTHER THAN TH01SE CONTAINED IN THIS LICENSE. LICENSEE HEREBY WAIVES ANY AND ALL
WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PREMISES OR WHICH MAY EXIST
BY OPERATION OF LAW OR IN EQUITY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF
MERCHANTABILITY, HABITABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
QUIET ENJOYMENT
23. LICENSOR DOES NOT WARRANT ITS TITLE TO THE PREMISES NOR UNDERTAKE TO
DEFEND LICENSEE IN THE PEACEABLE POSSESSION OR USE THEREOF., NO COVENANT OF
QUIET' ENJOYMENT IS MADE.
LIENS: AND CHARGES
24. Licensee shall promptly play and discharge any and all liens arising out of any conlstructioln,,
alterations or repairs, done, suffered or permitted to be done by Licensee on Premises. Licensor is hereby
authorized to post any notices or take any other action upon or with respect to Premises that is or may be
permitted by law to prevent the attachment, of any such liens to Premises- provided, however, that failure
of Licensor to take any such action shall not relieve Licensee of any obligation or liability under this
Section 24 or any other Section of this License. Licensee shall pay when due any taxes, assessments, or
other charges, (collectively, Taxes") levied or assessed by any governmental or quasi-governmental body
upon the PIPELINE or any other improvements constructed or installed on the Premises by or for
Licensee (collectively, the "Improvements") or any Taxes levied or assessedi against Licensor or the
Premises that, are attributable to the Improvements.
DEFAULT AND REMEDIES-- OTHER TERMINATION RIGHTS
25. In addition to and not in limitation of Licensor's right to terminate for failure to provide evidence of
insurance as required pursuant to the terms of Section 19, the following events, are also deemed to be
events of default pursuant to which Licensor has the night to terminate as set forth bellow:
1m
I-IN) If default shall be made in any of Licensee's covenants or agreements contained in this
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License or in case of any assignment or transfer of this License in viollation of Section, 27 belo ►, Licensor
shall give Licensee ten (1�0) days written notice of such default and shall give Licensee sixty (610) days to
cure or such additional period as agreed to by Licensor. If Licensee has commenced to cure such default
but is unable to complete such cure due to circumstances beyond the Licensee's reasonable control,
Licensor shall extend Licensee 1,s time to, cure an additional thirty (30) days or such additional time as
agreed: to by Licensor. Licensor may, at its option, terminate this License by serving written notice upon
Licensee ten (10) days after the Licensee fails to cure such default during the specified cure period.
Form 424;Rev 2-9-12
-101-
Tracking,No. 13-47134
Notwithstanding the foregoing, Licensor shall have the right to terminate this License immediately in the
event Licensee falls to provide evidence of insurance as required, in Section 19.
(b Should Licensee not comply fully with the obligations of section 2,0(b) regarding the
handling or transporting of hazardous waste or hazardous, material, notwithstanding anything contained in
any other provision of this License, Licensor may, at its option, terminate this License by serving five (5)
days' notice of termination upon Licensee.
(c) Any waiver by Licensor of any default or defaults shall not constitute a waiver of the right to
terminate this License for any subsequent default or defaults, nor shall any such waiver in any way affect
Licensor's ability to enforce any Section of this License. The remedy set forth in this section i 25 shall be
in addition to, and not in limitation of, any other remedies that Licensor may have at law or in equity.
I
(d) In addition to and not in limitation f
,tation Licensor's rights to terminate, this License for failure to
provide evidence of insurance or occurrence of defaults as described above, this License may be
terminated by Licensor, at any time, by serving thirty (30) days' written notice of termination upon
Licensee.
(e) This License may be terminated by Licensee upon execution of Licensor's then current
Mutual Termination Letter Agreement. Upon expiration of the time specified, in such notice, this License
and all rights of Licensee shall absolutely cease.
SURRENDER
26. (a) On or before expiration or termination of this License for any reason, Licensee shall, at its
sole cost and expense:
(i) if' so directed by Licensor in wn'ting, remove the Improvements, the PIPELINE and all
appurtenances thereto, or, at the sole discretion of Licensor, fill and cap or otherwise
appropriately decommission the PIPELINE with a method satisfactory to Licensor;
(ii) report and restore any damage to the Premises or Licensor's, other property arising from,
growing out of, or connected with Licensee's use of the Premises;
(iii) remedy any unsafe conditions on the Premises created or aggravated by Licensee; and
(iv) leave the Premises in substantially the condition which existed as of the Effective Date of
this License, normal wear and tear excepted.
(b) Upon any expiration or termination of' this License, if Licensee fails to surrender the
Premises to Licensor or if Licensee fails to complete its obligations under Section 26(a) above (the
""Restoration Obligations"), Licensee shall have a limited license to enter upon the Premises solely to
the extent necessary for Licensee to complete the Restoration obligations„ and all liabilities and
obligations of Licensee hereunder shall continue in effect until the Premises are surrendered and the
Restoration Obligations are completed, Neither termination nor expiration shall release Licensee from any
liability or obligation under this License, whether of indemnity or otherwise, resulting from any acts,
omissions or events happening prior to the date of termination, or', if later, the date when Licensee
surrenders the Premises and all of the Restoration Obligations are completed.
ASSIGNMENT
27. Licensee may not sell, assign, transfer, or hypothecate this License or any interest herein (either
voluntarily or by operation of law) without the prior written consent of Licensor, which consent may be
withheld by Licensor for any reason. Any attempted assignment by Licensee in violation of this
Form 424 Rev 2-9-12
Tracking No. 13-47134
Section 27 shall be absolutely void. For purposes, of this Section 2,7, the word '"assign" shall include
without lim,itation (a) any sale of the equity, interests of Licensee following which the equity interest holders
of Licensee immediately prior to such sale own, directly or i'ndii,rectly, less than 50% of the combined
voting power of the outstanding voting equity interests of Licensee, (bi) any sale of all or substantially all of
the assets of (i) Licensee and (ii) to the extent such entities exist, Licensee's parent and subsidiaries,
taken as a whole, or (c) any reorganization, recapitalization, merger or consolidation involving Licensee,
except for a reorganization, recapitalization, merger or consolidation, following which the equity interest
holders of Licensee immediately prior, to such reorganization, recapitalization, merger or consolidation
own, directly or indirectly, at least 50% of' the combined voting, power of the outstanding voting equity
interests of Licensee or any successor thereto, or the entity resulting from such reorganization,
recapitalization, merger or consolidation. THIS LICENSE SHALL NOT' RUN WITH THE LAND WITHOUT'
THE EXPRESS WRITTEN CONSENT OF LICENSOR, SUCH CONSENT TO, BE IN LICENSOR'S SOLE
DISCRETION.
NOTICES
28, Any notice, invoice, or other writing required or permifted to be given hereunder by one party to the
other shall be in writing and the same shall be given and shall be deemed to have been served and given
if (i) placed in the United States mail, certified, return receipt requested,, or (ii) deposited into the custody
of a nationally recognized overnight delivery service, addressed to the party to be notified at the address
for such party specified below, or to such other address as the party to be notified may designate by
giving the other party no less than thirty (30) days" advance written notice of such change in address.
If to Licensor-. Jones Lang LaSalle Brokerage, Inc.
4300 Amon Carter Blvd., Suite 100
Fort Worth, Texas 76155
Attn: Licenses/Permits
with a copy to: BNSF Railway Company
2500 Lou Menk Dr. —AOB3
Fort Worth, Texas 76131
Attn-. Senior Manager Real Estate
If to Licensee: City of Fort:Worth
1i 000 Throckmortlon
Fort Worth, Texas 7'6102
with a copy to: City Attorney
City of Fort Worth
1000 Throc,kmorton Street
Fort Worth, Texas 76102
RECORDATION
29. It is, understood and agreed that this License shall not be placed or allowed to be placed on public
record.
APPLICABLE LAW
30. All questions concerning the interpretation or application of provisions of this License shall be
decided according to the substantive laws of the State of Texas, without regard to conflicts of law
provisions, and venue for any lawsuit that may arise shall be in T'a,rrant County,
Form 424; Rev 2-9-12
Tracking No. 13-47134
S EVE ABILITY
31. To the maximum extent possible, each provision of this License shall be interpreted in such
manner as to be effective and valid under applicable law, but if any provision of this LiGense shall be
prohibited by', or held to be invalid under, applicable law, such provision shall be ineffective solely to the
extent of such prohibition or invalidity, and this shall not invalidate the remainder of such provision or any
other provision of this License.
WrIEGRATION
32. This License is the full and complete agreement between Licensor and Licensee with respect to all
matters relating to Licensee's use of the Premises, and supersedes any and all other, agreements
between the parties hereto relating to Licensee's use of the Premises as described herein, However,
nothing herein is intended to terminate any surviv,ing, obligation of Licensee or Licensee's obligation to
defend and hold Licensor harmless in any prior written agreement between the parties.
MISCELLANEOUS
33. In the event that Licensee consists, of two or more parties, all the covenants and agreements of
Licensee herein contained shall, be the joint and several covenants and agreements of such parties.
34. The waiver by Licensor of the breach of any provision herein by Licensee shall 'in no way impair
the right of Licensor to enforce that provision, for any subsequent breach thereof.
35. No provision, of this License shall be construed in favor of', or against, any particular party by
reason of any presumption with respect to the drafting of this License; both, parties, being represented by
counsel and having fully partilci,pated in the negotiation of this instrument, hereby agree that t'his License
shall not be subject to the principle that a contract would be construed against the party which drafted, the
same.
36. This License may be executed in multiple counterparts, each of which shall, for all purposes, be
deemed an original but which together shall constitute one and the same instrument, and the signature
pages from any counterpart may be appended to any other counterpart to assemble fully executed
documents, and counterparts of this License may also be exchanged via email or electronic facsimile
machines and any email or electronic facsimile of any party's signature shall be deemed to be an original
signature for all purposes.
37. All provisions contained in this License shall be binding upon, inure to the benefit of, and be
enforceable by the respective successors and assigns of Licensor and Licensee to the same extent as if
each such successor and assign was nliamed a party,to this License.
38. Jones Lang LaSalle Brokerage, Inc. is acting as representative for EA SE Railway Company.
[Signature Page Follows]
Form 424;Rev 2-9-12
- 131-
Tracking No, 13-47134
IN WITNESS WHEREOF', this License has been duly executed by the parties hereto as of the
date bellow each party's signatu,re; to be effective, however, as of the Effective Date.
LICENSOR-,-
BN,SF Railway Company, a Delaware corporation
By.- Jones Lang LaSalle Global Brokerage, laic.
4300 Amon Carter Blvd., Suite 100
Fort Worth, Texas 76155:
........
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By"
Name.-
Title:
Date:
LICENSEE-0
City of Fort Worth, a Texas corporation
1000 Throckmorton
Fort Worth, Texas 76102
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By:
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Name: �,�w4eklo
Title:
Date: A111 3 Orl,Ir
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TRACKING NOs 3-471,34
E'A",H I I T A
ATTACHED TO CONTRACT BETWEEN
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CITY OF FORT WORTH , TEXAS
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FORT SU BD IV, L S, RIDIANO S-02A
DATE 03 "13/2013
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OPPAF 3142.0 ti4 DROPER;I�Y LINE
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DESCRIPTION OF PIPELINE.
PIPELINE $.HOWN BOLD
, CARRIER CASING CARRIER CASING
PIPE PIPE PIPE PIPE
"71 FOPER
SIZE,, —8
LENGTH, ON R/Wvo
SANITARY SEWER
CONTENTS: WORKING PRESSURE:
PIPE MATERIAL: CUREE ACE BURY* BASE "RAIL TO TOP OF CASING , 1
4
SPECIFICATION/GRADE — BURY: NATURAL GROUND
WALL THICKNESS*, BURY: ROADWAY DITCHES 4
-Now
COATING*0 — CATHODIC PROTECTION
VENTS: NUMBER —SIZE HEIGHT OF VENT ABOVE GROUND
NOTE: PIPE IS EXISTING IN PLACE
AT FORT WORTH
COUNTY OF TA RANT STATE OF TX JWD
..........
DRAWING NO, 1-57132