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Creekview Add PD-AG 880426'S%rBMI~$ION DEADLINE: 5:00,--,mm. Monday - 8 Days Preceding ~--v Council Meeting ~,:~\,.: Effective 1/20/88 AGENDA REQUEST FORM.. FOR CITY COUNCIL MEETING: April 26, 1988 i. REF/FILE NUMBER : St. Louis Southwestern Railway Company II. ITEM CAPTION : Consider an agreement with St. Louis Southwestern Railway Company to prmvide thm City nf Cnppmll with m lir~n~ tn rrn~ fhm rm(l~nmd prnpm~+y to serve Creekview Estates with: A. a water line B. a sewer line III. ACTION RECOMMENDED IV. REP. IN ATTENDANCE VI. A: STAFF -Larrv jackson. City Attornmy Frank Trando, Deputy City Manager B: OTHER - NOTIFICATION TO : Nathan Maier Cent's!ting En~in~r~ METHOD OF CONTACT : telephone (Bob) DATE : 4-20-88 FINANCIAL REVIEW : 1. BUDGETED ITEM 2. BUDGET AMOUNT 3. ESTIMATED AMOUNT FOR THIS ITEM 4. AMOUNT OVER OR UNDER BUDGET 5. LOW BIDDER RECOMMENDED SOURCE OF FUNDING CO'S OR BONDS FUNDS (Series or year authorized) OPERATING BUDGET (Account Number) OTHER APPROVED BY CITY MANAGER YES NO YES NO AGENDA REQUEST FORM DMEMOI DEPUTY CITY MANAGER'S COMMENTS/RECOMMENDATION FOR AGENDA ITEM I. ITEM #27A & B CITY COUNCIL AGENDA DATED: April 26, 1988 II. COMMENTS/RECOMMENDATION This item contains two (2) separate agreements, one agreement for the waterline and a second agreement for the sanitary sewer; however, the same backup information supports both agreements. It will be necessary that two (2) separate motions be made in order to execute these two (2) agreements. AI.F RIr D SALLINGER H. LOUIS NICHOLS LAWRENCE W. JACKSON TIM KIRK ROBERT L. DILLARD III RoBIrRT D. HEMPHILL ROBIrRT E. HAGER PETER G. SMITH SALLINGER, NICHOLS, JACKSON, KIRK & DILLARD (Formerly Saner, Jack, S.llin~er & Nichols) Attorneys & Counselors at Law 1800 Lincoln Plaza 5OO N. Akard Dallas, Texas 75201 (214) 954-3333 Facsimile (214} 954-3334 April 20, 1988 PRESTON CENTER OFFICE 8222 Douglas Ave. 8u/te 70~ D~dlss, T~xas 75'29~ {214) 692-1218 ROBERT L. DILLARD, JR, OF COUNSSL Mr. Alan D. Ratliff City Manager City of Coppell P. O. Box 478 Coppell, Texas 75019 Re: License Agreements between St. Louis Southwestern Railway Company and City of Coppell; Our File No. 211 Dear Mr. Ratliff: The above mentioned License Agreement will provide the City of Coppell with a license to cross the railroad property with a water line in one instance and with a sewer line under the second license. In my letter of March 21, I mentioned that Bill Thompson and his contractor would actually be constructing these improvements over this right-of-way, but that the railroad would hold the city responsible for the operation. I recommended that the city require Thompson's agreement with the contractor to provide indemnification to the city. Nathan Maier Engineers have supplied us with a copy of the indemnification provisions and provisions for insurance which they plan to include in the contract documents. These provisions provide that the contractor will indemnify the City of Coppell as well as Nathan Maier Engineers and Creekview Estates Limited Partnership against liability growing out of the construction which will be done within these right-of-ways. This provision coupled with the requirement that the contractor maintain adequate insurance coverage satisfies my concern in this regard. In my letter of March 21, I did point out that this typical License Agreement is terribly one-sided in favor of the Railroad Company. The agreement provides that the city would have to remove these improvements from the railroad property upon 30 days' written notice from the railroad. I know of no instance wherein the Railroad Company has used this provision, and based upon past experience with the railroad, it is my understanding that they will not grant a more permanent easement. At any rate, my concerns concerning the indemnity provision have been satisfied, and I recommend the city proceed with the execution of the License Agreements. Very truly yours, LWJ/sb SALLINGER, NICHOLS, JACKSON, KIR K~LA _~//i,awrenee ~8~Kson III IN IN tN ! ! ! ! ! ! ! 1 2.6.2. a preliminary schedule of values for all of the Work which will include quantities and prices of items aggregating the Contract Price and will subdivide the Work into component parts in suff£- cient detail to serve as the basis for progress payments during construction. Such prices will include an appropriate amount of overhead and profit applicable to each item of Work which will be confirmed in writing by CONTRACTOR at the time of submission. 2.7. Before any Work at the site is started, CONTRACTOR shall deliver to OWNER, with a copy to ENGINEER, certificates (and other evidence of insur- ance requested by OWNER) which CONTRACTOR is required to purchase and maintain in accordance with paragraphs 5.3 and 5.4. Preconstruc~lon Conference: 2.8. At a time determined by ENGINEER, a conference attended by CON- TRACTOR, ENGINEER and others as appropriate will be held to discuss the sched- ules referred to in paragrap5 2.6, to discuss procedures for handling Shop Drawings and other submittals and for processing Applications for Payment, and to establish a working understanding among the parties as to the Work. Finalizing Schedules: 2.9. At least ten days before submission of the first Application for Payment, a conference attended by CONTRACTOR, ENGINEER, and others as appro- priate, will be held to finalize the schedules submitted in accordance with paragraph 2.6. The finalized progress schedule will be acceptable to ENGINEER as providing an orderly progression of the Work to completion within the Contract Time, but such acceptance will neither impose on ENGINEER responsibi- lity for the progress or scheduling of the Work, nor relieve CONTRACTOR from full responsibility therefor. The finalized schedule of Shop Drawing submis- sions will be acceptable to ENGINEER as providing a workable arrangement for processing the submissions. The finalized schedule of values will be accepta- ble to ENGINEER as to form and substance. ARTICLE 3 - CONTRACT DOCUMENTS: INTENT, AMENDINg, REUSE Intent: 3.1. The Contract Documents comprise the entire agreement between OWNER and CONTRACTOR concerning the Work. The Contract Documents are complementary; what is called for by one is as binding as if called for by all. In case of conflict between any of the Contract Documents, priority of interpretation shall be in the following order: Signed Agreement, Performance and Payment Bonds, Special Bonds (if any), Proposal, Supplementary Conditions, Notice to Contractor, Technical Specifications, Supplementary Technical Specifications, Plans, and General Conditions of Agreement. The Contract Documents will be construed in accordance with the law of the place of the Project. 3.2. It is the intent of the Contract Documents to describe a function- ally complete Project (or part thereof) to be constructed in accordance with GC-5 I I I I ARTICI~ 5 BONDS AND INSURANCE Performance and Ocher Bonds: 5.1. CONTRACTOR shall furnish performance and payment Bonds, each in amount at least equal to the Contract Price, as security for the faithful performance and payment of all CONTRACTOR's obligations under the Contract Documents. These Bonds shall remain in effect at least until one year after the date when final payment becomes due, except as otherwise provided by Law or Regulation or by the Contract Documents. CONTRACTOR shall also furnish such other Bonds as are required by the Supplementary Conditions. Ail Bonds shall be in the forms prescribed by Law or Regulation or by the Contract Docu- ments and be executed by such sureties as are named in the current list of "Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies," as published in Circular 570 (amended) by the Audit Staff Bureau of Accounts, U.S. Treasury Department. All Bonds signed by an agent must be accompanied by a certified copy of the authority to act. 5.2. If the surety on any Bond furnished by CONTRACTOR is declared bankrupt or becomes insolvent, or its right to do business is terminated in any state where any part of the Project is located, or it ceases to meet the requirements of paragraph 5.1, CONTRACTOR shall within five days thereafter substitute another Bond and Surety, both of which must be acceptable to OWNER. Contractoz~ s Llabilit7 Insurance: 5.3. CONTRACTOR shall purchase and maintain such comprehensive general liability and other insurance as is appropriate for the Work being performed and furnished and as will provide protection from claims set forth below which may arise out of or result from CONTRACTOR's performance and furnishing of the Work and CONTRACTOR's other obligations under the Contract Documents, whether it is to be performed or furnished by CONTRACTOR, by any Subcontractor, by anyone directly or indirectly employed by any of them to perform or furnish any of the Work, or by anyone for whose acts any of them may be liable: 5.3.1. Claims under workers' or workmen's compensation, disability benefits, and other similar employee benefit acts; 5.3.2. Claims for damages because of bodily injury, occupational sick- ness or disease, or death of CONTRACTOR's employees; 5.3.3. Claims for damages because of bodily injury, sickness or dis- ease, or death of any person other than CONTRACTOR,s employees; 5.3.4. Claims for damages insured by personal injury liability coverage which are sustained (a) by any person as a result of an offense directly or indirectly related to the employment of such person by CONTRACTOR, or (b) by any other person for any other reason; 5.3.5. Claims for damages, other than to the Work itself, because of injury to or destruction of tangible property wherever located, including loss of use resulting therefrom; GC-10 ! ! ! ! ! ! Claims arising out of operation of Laws or Regulations for damages because of bodily injury or death of any person or for damage to property; and 5.3.7. Claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, mainte- nance or use of any motor vehicle. The insurance required by this paragraph 5.3 shall include the specific cover- ages and be written for not less than the limits of liability and coverages provided in the Supplementary Conditions, or required by law, whichever is greater. The comprehensive general liability insurance shall include comple- ted operations insurance. All of the policies of insurance so required to be purchased and maintained (or the certificates or other evidence thereof) shall contain a provision or endorsement that the coverage afforded will not be cancelled, materially changed, or renewal refused until at least thirty days' prior written notice has been given to OWNER and ENGINEER by certified mail. All such insurance shall remain in effect until final payment_and at all times thereafter when CONTRACTOR may be correcting, removing, or replacing defective Work in accordance with paragraph 13.12. In addition, CONTRACTOR shall main- tain such completed operations insurance for at least one year after final payment and furnish OWNER with evidence of continuation of such insurance at final payment. Contractual Liability Insurance: '~ 5.4. The comprehensive general liability insurance required by para- graph 5.3 will include contractual liability insurance applicable to CONTRAC- TOR's obligations under paragraphs 6.30 and 6.31. 5.4.1. .CONTRACTOR shall not commence work under Contract Documents until he has obtained all the insurance required hereunder and such insurance has been filed with and approved by OWNER. Approval of the insurance by the Owner shall not relieve or decrease the liability of CONTRACTOR. 5.4.2. Unles~ otherwise provided for herein, CONTRACTOR shall provide and maintain, until the work covered in the Contract Documents is completed and accepted by OWNER, the minimum insurance cove- rages as follows: 5.4.2.1. Workmen's ~pensaclon (includin~ Occupational Dis- ease) Insurance in accordance with the laws of the State of Texas. Such insurance will include coverage for Employer's Liability with a limit of not less than $1,000,000 for any one occurrence. 5.4.2.2. Co~£rehensive General Llablll~ Insurance: Such insurance shall provide bodily injury limits of not' less than $1,000,000 per person and $1,000,000 per occurrence and property damage limits of not less than $1,000,000 per occurrence. This insurance will include the following features and certificates will so indicate. GC-11 II II II II !1 N II I! ill ]1 5.4.2.1.1. Contractual Liability 5.4.2.1.2. Products Liability and Completed Opera- tions 5.4.2.1.3. Explosion, Collapse and Underground Damage. 5.4.2.3. Comprehensive Automobile Liability Insurance covering all owned, nonowned and hired vehicles, and bodily injury limits of not less than $1,000,000 per person and $1,000,000 per accident and property damage limit of not less than $1,000,000. 5.4.3. Before commencing the Work, CONTRACTOR shall furnish OWNER with a certificate of insurance showing the company or companies carrying the aforesaid coverages with the effective date and expiration date of said policies. Certificates shall provide that OWNER shall be given not less than fifteen (15) days writ- ten notice of any cancellation or changes that affect the cover- age. If the expiration date of such insurance occurs during the term of the Contract Documents, renewal certificate shall be furnished not less than fifteen (15) days before such expiration date. , Acceptance of Insurance: 5.5. If OWNER has any objection to the coverage afforded by or other provisions of the insurance required to be purchased and maintained by CON- TRACTOR in accordance with paragraphs 5.3 and 5.4 on the basis of its not complying with' the Contract Documents, OWNER shall notify CONTRACTOR in writ- ing thereof within ten days of the date of delivery of such certificates to OWNER in accordance with paragraph 2.?. OWNER and CONTRACTOR shall each pro- vide to the other such additional information in respect of insurance provided by each as the other may reasonably request. Failure by OWNER or CONTRACTOR to give any such notice of objection within the time provided shall constitute acceptance of such insurance purchased by the other as complying with the Contract Documents. Partial Utiliza~ion - Propert~ Insurance: 5.6. If OWNER ~lnds'it necessary to occupy or use a portion or portions of the Work prior to Substantial Completion of all the Work, such use or occupancy may be accomplished in accordance with paragraph 14.10; provided that no such use or occupancy shall commence before the insurers providing the property insurance have acknowledged notice thereof and in writing effected the changes in coverage necessitated thereby. The insurers providing the property insurance shall consent by endorsement on the policy or policies, but the property insurance shall not be cancelled or lapse on account of any such partial use or occupancy. GC - 12 6.26. ENGINEER will review and approve with reasonable promptness Shop Drawings and samples, but ENGINEER's review and approval will be only for conformance with the design concept of the Project and for compliance with the information given in the Contract Documents, and shall not extend to means, methods, techniques, sequences, or procedures of construction (except where a specific means, method, technique, sequence or procedure of construction is indicated in or required by the Contract Documents), or to safety precautions or programs incident thereto. The review and approval of a separate item as such will not indicate approval of the assembly in which the item functions. CONTRACTOR shall make corrections required by ENGINEER, and shall return the required number of corrected copies of Shop Drawings and submit as required new samples for review and approval. CONTRACTOR shall direct specific atten- tion in writing to revisions other than the corrections called for by ENGINEER on previous submittals. 6.27. ENGINEER's review and approval of Shop Drawings or samples shall. not relieve CONTRACTOR from responsibility for any variation f~om the require- ments of the Contract Documents unless CONTRACTOR has in writing called ENGI- NEER's attention to each such variation at the time of submission as required by paragraph 6.25.2, and ENGINEER has given written approval of each such variation by a specific written notation thereof incorporated in or accompany- ing the Shop Drawing or sample approval; nor will any approval by ENGINEER relieve CONTRACTOR from any responsibility for errors or omissions in the Shop Drawings or from responsibility for having complie~ with the provisions of paragraph 6.25.1. 6.28. Where a Shop Drawing or sample is required by the Specifications, any related Work performed prior to ENGINEER's review and approval of the per- tinent submission will be the sole expense and responsibility of CONTRACTOR. Continuing the Work: 6.29. CONTRACTOR shall carry on the Work and adhere to the progress schedule during all disputes or disagreements with OWNER. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as permitted by paragraph 15.5 or as CONTRACTOR and OWNER may otherwise agree in writing. Indemmification: 6.30. To the fullest extent permitted by Laws and Regulations, CONTRAC- TOR shall indemnify and hold harmless OWNER and ENGINEER and their consul- tants, agents, and employees from and against all claims, damages, losses and expenses, direct, indirect, or consequential (including, but not limited to, fees and charges of engineers, architects, attorneys, and other professionals and court and arbitration costs) arising out of or resulting from the perfor- mance of the Work, providing that any such claim, damage, loss, or expense (a) is attributable to bodily injury, sickness, disease, or death, or to injury to or destruction of tangible property (other than the Work itself), including the loss of use resulting therefrom and (b) is caused in whole or in part by any negligent act or omission of CONTRACTOR, any Subcontractor, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work, or anyone for whose acts any of them may be liable, GC-20 regardless of whether or not it is caused in part by a party indemnified hereunder or arises by or is imposed by Law and Regulations, regardless of the negligence of any such party. 6.30A. CONTRACTOR also agrees to release, defend, and indemnify the City of Coppell (CITY), Nathan D. Maier Consulting Engineers, Inc. (ENGINEER), and the Creek View Estates Limited Partnership (PARTNERSHIP) from and against all liability, cost, and expense (including, but not limited to, attorney fees and costs and judgments) for loss or damage to any property and for injuries to or death of any persons (including the property and employees of the parties hereto) caused wholly or partially by (a) the construction, presence, maintenance, use, or removal of eight inch waterline encased within a fifteen inch steel casing in the St. Louis and Southwestern Railroad Company right-of-way; (b) the unauthorized use of any patented devices on said structure, or (c) breach of any provision of this contract by CONTRACTOR; whether or not contributed to by the maintenance or operation of St. Louis and Southwestern Railroad Company's (LICENSOR) line of railroad or any omission, actively or passively negligent or otherwise, of an employee of LICENSOR. CONTRACTOR expressly assumes all risk of damage to said structure or appurte- nances from any cause whatsoever. The term "LICENSOR" as used in this section shall include the successors, assigns, and affiliated companies of LICENSOR, and any other railroad company operating upon LICENSOR's tracks. 6.31. In any and all claims against OWNER or ENGINEER, or any of their consultants, agents, or employees by any employee of CONTRACTOR, any Subcon- tractor, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work, or anyone for whose acts any of them may be liable, the indemnification obligation under paragraph 6.30 shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for CONTRACTOR or any such Subcontrac- tor or other person or organization under workers' or workmen's compensation acts, disability benefit acts, or other employee benefit acts. 6.32. The obligations of CONTRACTOR under paragraph 6.30 shall not extend to the liability of ENGINEER, ENGINEER's consultants, agents, or employees arising out of the preparation or approval of maps, drawings, opin- ions, reports, surveys, Change Orders, designs, or specifications. ARTICIE 7 OTHER WORK Related Work at Site: 7.1. OWNER may perform other work related to the Project at the site by OWNER's own forces, have other work performed by utility owners or let other ~..~ect contracts therefor which shall contain General Conditions similar to these. If the fact that such other work is to be performed was not noted in GC-21 the Contract Documents, written notice thereof will be given to CONTRACTOR prior to starting any such other work; and, if CONTRACTOR believes that such performance will involve additional expense to CONTRACTOR or requires additio- nal time and the parties are unable to agree as to the extent thereof, CON- TRACTOR may make a claim therefor as provided in Articles 11 and 12. 7.2. CONTRACTOR shall afford each utility owner and other contractor who is a party to such a direct contract (or OWNER, if OWNER is performing the additional work with OWNER's employees) proper and safe access to the site and a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such work, and shall properly connect and coordinate the Work with theirs. CONTRACTOR shall do all cutting, fitting, and patching of the work that may be required to make its several parts come together properly and integrate with such other work. CONTRACTOR shall not endanger any work of others by cutting, excavating, or otherwise altering their work, and will only cut or alter their work with the written consent of ENGINEER and the others whose work will be affected. The duties and responsi- bilities of CONTRACTOR under this paragraph are for the benefit of such uti- lity owners and other contractors to the extent that there are comparable provisions for the benefit of CONTRACTOR in said direct contracts between OWNER and such utility owners and other contractors. 7.3. If any part of CONTRACTOR's Work depends on proper execution or results upon the work of any such other contractor or utility owner (or OWNER), CONTRACTOR shall inspect and promptly report"to ENGINEER in writing any delays, defects, or deficiencies in such work that render it unavailable GC-22 GINN, INC. CONSULTING ENGINEERS mmomu~o~ ~ f,~Ag, ~ 3 1988 ~ Date: To: From: Subject: March 22, 1988 Cll'Y I~4A~A~ER Alan D. Ratliff, City Manager Kevin Peiffe~ Creekview Estates - Utility Agreement between city of Coppell and St. Louis Southwestern Railway Co. We have reviewed the above referenced subject and have no objections to the project from an engineering perspective. This waterline crossing is a requirement of the city for this development to ensure a looped feed system to the area. The construction plans have been approved by the City. Per conversation with Mr. Larry Jackson on March 18, 1988, he stated that the city of Coppell should receive indemnification from Thompson and/or his contractor prior to the city executing this agreement. Also, Thompson should handle any costs associated with this agreement. We agree with these recommendations. It is our understanding that Mr. Larry Jackson is pursuing these issues with Nathan D. Maier Consulting Engineers at this time. Please call if you need further assistance on this matter. cc: Larry Jackson H. Wayne Ginn File 241-031 File 88305 17103 Preston Road · Suite 100 · LB 118 · Dallas, Texas 75248 · Phone 214/2484900 , u,-. ALFRED SALLINGER H. LOUIS NICHOLS LAWRENCE W. JACKSON TIM KIRK ROBERT L DILLARD III ROBERT O. HEMPHILL ROBERT E. HAGER PETER G~ SMITH DAVID M. SERMAN JOHN F. ROEHM BRUCE A. STOCKARD PAM GANDAL SUDARIC M. LEWIS KINARO RON DIGIACOMO Mr. Alan D. Ratliff City Manager City of Coppell P. O. Box 478 Coppell, Texas 75019 SALLINGER, NICHOLS, JACKSON, KIRK & DILLARD (Formerly Saner, Jack, S~llinger & Nichols) Attorneys & Counselors at Law 1800 Lincoln Plaza 500 N. Akard Dallas, Texas 75201 (214) 954-3333 Facsimile (214) 954-3334 March 21, 1988 pRESTON CENTER OFFICE 8222 Dougim Ave, 8uit~ 707 Dallas, Trams 76225 (214) 692-1218 ROBERT L. DILLARD, JR, OF COUNSEL :3 !989 Re: Our File No. 211 Agreement with Railroad to Cross Railway with Water Line Dear Mr. Ratliff: I have reviewed the agreement which is enclosed and which was the subject of Mr. Nathan D. Maier's letter of March 4 and your tickler form of March 10 requesting response due by March 23. It is my understanding that Bill Thompson and his contractor will be actually constructing the water line which will cross the railroad to serve his Creekview Estates property. This agreement is between the city and the railroad wherein the railroad grants the City of Coppell the right to construct, reconstruct, maintain, and operate the water line over its right-of-way. The City of Coppell is the licensee of this right and pursuant to the agreement and as far as the railroad is concerned will be responsible for the construction and maintenance. This includes the city's indemnification of the railroad set out in paragraph 5 and the right of the railroad to terminate the agreement and even requiring the city to remove the water line upon 30 days written notice. Although terribly one-sided, this may be the standard agreement of the railroad and one which they will not agree to modify. If the city signs this agreement with the railroad, we would want to obtain from Thompson and his contractors an indemnification agreement equal to that required by the railroad which would protect the city and also an agreement concerning the contractor maintaining sufficient insurance to protect the city. I also note that paragraph 9 states that no work shall be commenced by any contractor until the contractor has entered into the railroad's ,'licensor's standard Mr. Alan D. Ratliff Page 2 March 21, 1988 contractor's right of entry." I am sending a copy of this letter to Mr. Maier to ascertain whether or not he has obtained a copy of this instrument. Very truly yours, SALLINGER, NICHOLS, JACKSON, KIRK & DILLARD LWJ/sb Enclosures cc: Mr. Nathan D. Maier (w/Encl.) Consulting Engineers, Inc. Three NorthPark 8800 N. Central Expressway Suite 300 Dallas, Texas 75231 Mr. Wayne Ginn (w/Encl.) Ginn, Inc. 17103 Preston Road Suite 100, LB 118 Dallas, Texas 75248 NDM CONSULTING ENGINEERS, INC. March ~, 1988 Mr. Alan Ratliff City Manager City of Coppell P.O. Box 478 Coppell, Texas 75019 Re: Creekview Estates NDM Job No.: 87-06-062 MAR 9 1989 CITY. M, NAGER Dear Mr. Ratliff: Enclosed please find two copies of an agreement concerning an 8" waterline which crosses a St. Louis Southwestern Rallway Company right-of-way. This waterline serves Creekview Estates. I have also enclosed sheet 16 of 20 from the Creekview Estates construction plans which shows the railroad crossing. The agreement is between the City of Coppell and St. Louis Southwestern Railway Company, since the City of Coppell will ultimately own and maintain the system. The agreement appears to be a fairly standard form. Please give us a call if you have any problems with this agreement. It has taken us many months to get this agreement from the railroad company; we hope you will not have any problems with it and will be able to execute the documents expedi- tiously. I have also forwarded copies to Wayne Ginn and Larry Jackson. Sincerely, JSM/ld NATHAN D. MAIEE CONSULTING ENGINEERS, INC. ~'ean B. Maier, P.E. t/ Enclosure Three NorthPark/8800 N. Central Expw~/./Suite 300/Dallas, Texan 75231/(214) 739-4741 R.R. McCLANAHAN SUPERINTENDENT 1400 EAST SECOND PINE BLUFF, ARKANSAS 71601 Yebruary 24, 1988 Coppell, Texas - 8" waterline - City of Coppell Mr. Mike Daniels Nathan D. Maier 8800 N. Central Suite 300 Dallas, Texas 75231 Dear Mr. Daniels: Attached are duplicate counterparts of agreement. This agreement covers an 8" waterline crossing located at Coppell. Please have both copies executed on behalf of the City of Coppell and return them to this office for further handling. Include a check in the amount of $300.00 made payable to St. Louis Southwestern Railway Company. A fully executed counterpart of this agreement will be returned for your records. No work is to begin on this project until all necessary paperwork is finalized. Very truly yours, AFC:idb Attachment RELMIS TCC - 607.98 - X THIS AGREEMENT. made this day of ,19 . by and between St. Louis Southwestern Railway Company a corporation(Licensor),and City of Coppell, a Municipal Corporation of the State of Texas (Licensee), address: P.O. Box 478 Coppell, 31( 7 5019 WITNESSETH: 1. Grant of Rights: Licensor hereby grants LO Licensee the right to construct, reconstruct, maintain and operate, subject to the terms oF this agreement, an eight inch (8") waterline encased within a fifteen inch (1 5") steel casing (herein called "stru. cturc"),. at or near Coppell County of Dallas and Stateof Texas , in the location shown on the attached print. AED-88-0348 Dated 2-24-88 This grant is subject and subordinate to the prior and continuing right of Licensor, its successors and assigns, to usc all of its property in the conduct o~' its business, Licensor reserving full rights, consistent with the rights herein granted, to construct. reconstruct, maintain and operate existing and additional transportation, communication, pipeline and power facilities upon, over and beneath its premises. . -,,.:- 2. Identifying Markers: Markers in form and size satisfactory to Licensor shall be installed and constantly maintained by Licensee at Licensor's property lines or such locations as Licensor shall designate and shall be relocated or removed by Licensee upon request of Licensor. The absence of markers does not constitute a warranty by Licensor that there are no sub- surface installations. \ Three hundred $300.00 '.':..~" ..?~: 3. Cosls: Licensee shall pay Licensor -- _ Dollars ~ partially to dcfray the cost of handling. "~'~ : Licensee shall bear thc entire cost of constructing, reconstructing, maintaining and operating said structure on Liccnsor's premises. Licen~cc shall reimburse Liccnsor for all cost and expense to Licensor in furnishing any materials or performing uny labor in connection with such work, including, but not limited to. installation of falscwork and other protection beneath or along Licensor's tracks, and furnishing such watchmen, flagmcn and inspectors as Liccn.~or deems necessary. 4. Construction and Maintenance: Said structure shall bc constructed, reconstructed and maintained in accordance with plans approved by Licensor. Approval by Licensor shall not constitute a warranty by Licensor that such plans conform with federal, state and/or local codes and regulations applicable thereto. All work upon or in connection with said structure shall bc done to Liccnsor's satisfaction at such times and in such manncr as not to interfere with Licensor's operations, in thc construction, reconstruction and maintenance of said structure, Licensee shall keep Licensor's premiscs in a neat and safe con- dition, failing which Licensor may do so at Licensee's expense, if required by Licensor in its use of Licensor's premises, Licensee shall reconstruct, relocate or alter said structure. Except in emergencies. Licensee shall give Licensor five (5) days' written notice of thc da)' and hour it proposes to do an)' work on said structure. Licensee shall cooperate with L,iccnsor in making an)' tests it requires of an)' installation or condition which in its judgment may have adverse effect on any of the facilities of Licensor. All costs incurrdd by the tests, or any corrections thereafter, shall be borne by Licensee. C$-3400 SHT 2 of 3 REV, ~ .No change shall be made by Licensee in the commodity being conveyed through said structure without Licensor's prior writ- ten approval. 5. Indemnification: Licensee agrees to release, defend and indemnify Licensor from and against all liability, cost and expense (including, but not limited to, attorney fees and costs and judgments) for loss of or damage to any property and for in- juries to or death of any persons (including the property and employees of the parties hereto) caused wholly or partially by (a) the construction, presence, maintenance, use or removal of said structure or (b) the unauthorized use of any pater~ted devices on said structure or (c) breach of any provision of this contract by Licensee, whether or not contributed to by the maintenance or operation of Licensor's line of railroad or any act or omission, actively or passively negligent or otherwise, of an employee of Licensor. Licensee expressly assumes all risk of damage to said structure or appurtenances from any cause whatsoever. The term "Licensor" as used in this section shall include the successors, assigns and affiliated companies of Licensor, and any other railroad company operating upon Licensor's tracks. 6. Condemnation: In the event all or any portion of Licensor's premises shall be condemned or taken for public use, Licensee shall receive compensation only for the taking and damaging of said structure. Any compensation or damages for taking said premises or Licensee's interest therein, shall be assigned to Licensor. 7. Termination: This'~igreement shall terminate: (a) upon abandonment'~f said structure or discontinuance of the use thereof; or (b) upon failure of Licensee to correct any default hereunder promptly after receipt of notice from Licensor; or (c) upon thirty (30) days' written notice by Licensor to Licensee; or (d) upon thirty (30) days' written notice by l.iccnscc to l.iccnsor. Upon termination of this agreement. Licensee shall remove said structure aqd restore thc premises lo Licensor's satisfac- tion, failing which Licensor may arrange to do so at Licensee's cxpcn~.c. 8. EnvJronmenlal I)roleclion: Licensee shall, at its expense, comply with :ill applicable laws, regulations, rules and orders regardless of when they become or became effective, including, without limitation, those relating to health, safety, noise, environmental protection, waste disposal, and waste and air quality, and furnish satisfactory evidence of such contpliancc upon request of Licensor. Should any discharge, leakage, spillage, emission or pollution of any type occnr upon or arise from the premises covered hereunder as a result of Licensee's use, presence, operations or exercise of the rights granted hereunder, Licensee shall, al its ex- pense, be obligated to clean all property affected thereby, whether owned or controlled by I.icensor or any third persons to the satisfaction of Licensor (insofar as the property owned or controlled by Licensor is concerned} and any governmental body hav- ing jurisdiction in the matter. Licensor ma,,' at its option, clean Licensor's premises; if Licensor elects to do so. Licensee shall pay I.icensor the cost of such cleanup promptly upon the recicpt of a bill therefor. Licensee agrees to investigate, release, i,~denmifY CS-3400 SHT 3 of 3 REV. 1-85 and defend Licensor from and against all liability, cost and expense (including, without limitation, any fines, penalties, judgments, litigation costs and attorney fees) incurred by Licensor as a result of Licensee's breach of this section, or as a result of any such discharge, leakage, spillage, emission or pollution, regardless of whether such liability, cost or expense arises dur- ing the time this agreement is in effect or thereafter, unless such liability, cost or expense is proximately caused solely and ex- clusively by the active negligence of Licensor, its officers, agents or employees. 9. Contractors: No worf( on Licensor's premises shall be commenced by any contractor for Licensee until such contractor has entered into Licensor's standard Contractor's Right of Entry covering such work. 10. Non-assignability: This agreement is not assignable, in whole or in part, by Licensee without Licensor's prior written consent. 11. Liens: Licensee shall pay in full all persons who perform labor on said premises for Licensee, and will not suffer any mechanics' or materialmen's liens to be enforced against Licensor's premises for work done or materials furnished at Licensee's instance or request. If any such liens are filed thereon, Licensee agrees to remove the same at Licensee's own cost and expense and to pay any judgment which may be entered thereon or thereunder. Should the Licensee fail, neglect or refuse so to do, Licensor shall have the right to pay any amount required to release any such lien or liens, or to defend any action brought thereon, and to pay any judgment entered therein, and the Licensee shall be liable to the Licensor for all costs, damages, and reasonable attorney fees, and any amounts expended in defending any proceedings or in the payment of any said liens or any judgment obtained therefor. 12. Structure Specifications: Said structure shall be installed in accordance with the minimum standards required by law, which in no event shall ever be less than the standards specified in Form ¢.S. 1741, also attached and made a part hereof. IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed in duplicate the day and year first herein written. LICENSOR By (Title) LICENSEE By (Title) R.R. McCLANAHAN SUPERINTENDENT 1400 EAST SECOND PINE BLUFF, ARKANSAS 71601 February 4, 1988 Coppell, Texas - 8" Sanitary Sewer - City of Coppell Mr. Clifton N. Taylor, P. E. Nathan D. Maier Consulting Engineers, Inc. 8800 North Central, Suite 300 Dallas, TX 75231 Dear Mr. Taylor: Attached are duplicate counterparts of agreement. This agreement covers an 8" sanitary sewer located at Coppell, Texas. Please have both copies executed on behalf of City of Coppell and return them to this office for further handling. Include a check in the amount of $300.00 made payable to St. Louis Southwestern Railway Company. A fully executed counterpart of this agreement will be returned for your records. No work is to begin on this project until all necessary paperwork is finalized. Very truly yours, AFC/sis Attach. ,ED kY 'k'ncral ,Maf~n 5. 198~, RELMIS TCC-607.80-X CS-3400 SHT 1 of 3 REV. 1-85 THIS AGREEMENT, made this day of by a,d between St. Louis Southwestern Railway Company a corporatio, (Licensor). and City of Coppell, a municipal corporation of ,19 the State of Texas (Licensee). address: WITNESSETH: 616 Coppell Road Coppell, Texas l. Grant of Rights: Licensor hereby grants LO Licensee the right to construct, reconstruct, maintain and operate., subject to the terms of this agreement, an eight (8") sanitary sewer encase~ within a fourteen (14") steel casing (herein called "structure"),. at or near Coppe 11 . County of Dallas and State of Texas in the location shown on the attached print. AED-88-0346 dated 2-1-88 This grant is subject and subordinate to the prior and continuing right of Licensor, its successors and assigns, to usc all of ils property in thc conduct of its business, Licensor reserving full rights, consistent with the rights herein granted, to construct. reconstruct, maintain and operate existing and additional transportation, communication, pipeline and power facilities upon. over and beneath its premises. 2. Identifying Markers: Markers in form and size satisfactory to Licensor shall be installed and constantly maintained by Licensee at Licensor's property lines or such locations as Licensor shall designate and shall be relocated or removed by Licensee upon request of Licensor. The absence of markers does not constitute a warranty by Licensor that there are no sub- surface installations. Three Hundred ( $ 300.00) 3. Costs: Licensee shall pay Licensor Tm~mm:l:mdx'gw___er~t_ ~Dollars (:g~lO0) partially to defray the cost of handling. Licensee shall bear the entire cost of constructing, reconstructing, maintaining and operating said structure on Licensor's premises. Licensee shall reimburse Licensor for all cost and expense to Licensor i, furnishing any materials or performing any labor in connection with such work, including, but not limited to. installation of falsework and other protection beneath or along Licensor's tracks, and furnishing such watchmen, flagmen and inspectors as Licensor deems necessary. 4. Conslruclion and Mainlenance: Said structure shall be constructed, reconstructed and maintained in accordance with plans approved by Licensor. Approval by Licensor shall not constitute a warranty by Licensor that such plans conform with federal, state and/or local codes and regulations applicable thereto. Ali work upon or in connection with said structure shall be done to Licensor's satisfaction at such times and in such manner as not to interfere with Licensor's operations. I, the construction, reconstruction and maintenance of said structure, Licensee shall keep Licensor's premises in a neat and safe con- dition, failing which Licensor may do so at Licensee's expense. If required by Licensor in its use of Licensor's premises, Licensee shall reconstruct, relocate or alter said structure. Except in emergencies, Licensee shall give Licensor five (5) days' written ,price of the day and hour it proposes to do any work on said structure. Licensee shall cooperate with Licensor in making an)' tests it requires of an)' installation or condition which in its judgment may have adverse effect on any of the facilities of Licensor. All costs incurred by the tests, or any corrections thereafter. ~hall be borne by Licensee. CS.3400 SHT .~ ol .,1 .No change shall be made by Licensee in tl~c commodity being conveyed d~rough said structure without Licensor's prior writ- ten approval. 5. Indemnification: Licensee agrees to release, defend and indemnify Licensor from and against all liability, cost and expense (including, but not limited to, attorney fccs and costs and judgments) for loss of or damage lo any property and for in- juries to or death of any persons (including tile property and employees of the parties hereto) caused wholly or partially by (a) the construction, presence, maintenance, usc or removal of said structure or (b) the unauthorized use of any pater~ted dcvicc.~ on said structure or (c) breach of any provision of this contract by Licensee, whether or not contributed to by the maintenance or operation of Licensor's line of railroad or any act or omi:~sion, actively or passively negligent or otherwise, of an employee of Licensor. Licensee expressly assumes all risk of damage to said strt,cturc or appurtenances from any cause whatsoever. , The term "Licensor" as used in this section shall include the successors, assigns and affiliated companies of Licensor, and any other railroad company operating upon Licensor's tracks. 6. Condemnation: In the event all or any portion of Licensor's premises shall be condemned or taken for public use, Licensee shall receive compensation only for thc taking and damaging of said structure. Any compensation or damages for taking said premises or Licensee's interest therein, shall be assigned to Licensor. 7. Termination: This agreement shall terminate: (a) upon abandonment of said structure or discontinuance of the use thereof; or (b) upon failure of Licensee to correct any default hereunder promptly after receipt of notice from Licensor; or (c) upon thirty (30) days' written notice by Licensor to Licensee; or (d) upon thirty (30) days' written notice by l.icenscc lO l.iccnsor. Upon termination of this agreement. Licensee shall remove said structure and re.,,tore the premises to Licensor's satisfac- tion, failing which Licensor may arrange to do so at Liccn.~ee's expen.,¢. 8. l.'nvironmental Protection: Licensee shall, at its expense, comply with all applicable laws, regulations, rules and orders regardless of when they become or became effect'Jvc, including, without limitation, those relating to hcahh, safety, noise, environmental protection, waste disposal, and waste and air qu;dity, and furnish satisfactory evidence of such compliance upon request of Licensor. Should an)' discharge, leakage, spillage, emission or pollution of any t}'pe occur upon or arise from the premises covered hereunder as a result of Licensee's use, presence, operations or exercise of the rights granted hereundcr, r. Lfll'~ensec shall, al its ex- pense, be obligated to clean all property affected thereby, whether owned or controlled by I.icensor .o. Lany third persons to the satisfaction of Licensor (insofar as the property owned or controlled by Licensor is concerned) and ~e,y.governmcntal body hay. ing jurisdiction in the matter. Licensor ma)', at its option, clean t. icensor's premises; if Licensor elects to do so, Licensee shall pay [.[censor the cost of such cleanup promptly upon the reciept of a bill therefor. Licensee at:tees to investigate, release, indemnify CS-3400 gH'r 3 o! 3 REV. 1-85 and defend Licensor from and against all liability, cost and expense (including, without limitation, any fines, penalties, judgments, litigation costs and attorney fees) incurred by Licensor as a result of Licensee's breach of this section, or as a result of any such discharge, leakage, spillage, emission or pollution, regardless of whether such liability, cost or expense arises dur- ing the time this agreement is in effect or thereafter, unless such liability, cost or expense is proximately caused solely and ex- clusively by the active negligence of Licensor, its officers, agents or employees. 9. Contractors: No wori~ on Licensor's premises shall be commenced by any contractor for Licensee until such contractor has entered into Licensor's standard Contractor's Right of Entry covering such work. 10. Non-assignability: written consent. This agreement is not assignable, in whole or in part, by Licensee without Licensor's prior 11. Liens: Licensee shall pay in full all persons who perform labor on said premises for Licensee. and will not suffer any mechanics' or materialmen's liens to be enforced against Licensor's premises for work done or materials furnished at Licensee's instance or request. If any such liens are filed thereon, Licensee agrees to remove the same at Licensee's own cost and expense and to pay any judgment which may be entered thereon or thereunder. Should the Licensee fail, neglect or refuse so to do, Licensor shall have the right to pay any amount required to release any such lien or liens, or to defend any action brought thereon, and to pay any judgment entered therein, and the Licensee shall be liable to the Licensor for all costs, damages, and reasonable attorney fees, and any amounts expended in defending any proceedings or in the payment of any said liens or any judgment obtained therefor. 12. Structure Specifications: Said structure shall be installed in accordance with the minimum standards required by law, which in no event shall ever be less than the standards specified in Form C.S. 1741, also attached and made a part hereof. IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed in duplicate the day and year first herein written. LICENSOR By (Title) LICENSEE By (Title)