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08-283 Resolution No. 08-283 RESOLUTION AUTHORIZING EXECUTION OF A PIPELINE CROSSING AGREEMENT WITH UNION PACIFIC RAILROAD COMPANY FOR JOINT DISPOSAL MAIN TO CROSS UNION PACIFIC RAILWAY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that Ed Schock, Mayor, be and is hereby authorized and directed to execute a Pipeline Crossing Agreement with Union Pacific Railroad for Joint Disposal Main to Cross Union Pacific Railway, a copy of which is attached hereto. s/ Ed Schock Ed Schock, Mayor Presented: November 19, 2008 Adopted: November 19, 2008 Vote: Yeas: 5 Nays: 0 Attest: s/Diane Robertson Diane Robertson, City Clerk AUDIT 250137 Form Approved,AVP-Law Folder No.02488-79 07/25/06 PIPELINE CROSSING AGREEMENT Mile Post: 43.68,Belvidere Subdivision Location: Elgin,Kane County, Illinois THIS AGREEMENT ("Agreement") is made and entered into as of December 5, 2008, ("Effective Date") by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation,("Licensor")and CITY OF ELGIN,an Illinois municipal corporation to be addressed at 150 Dexter Court,Illinois 60120,and FOX RIVER WATER RECLAMATION DISTRICT("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 Three Thousand Dollars($3,000.00). 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 14 and 8 inch encased pipeline for transporting and conveying lime sludge/sewer 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 September 16, 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 lime sludge/sewer, 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 executing the Contractor's Right of Entry Agreement and the contractor providing 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: Connie Alvis Folder No. 02488-79 Union Pacific Railroad Company Real Estate Department 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. • f 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 ELGIN BY: 6.A/teXt/re By: Manager- Contracts Name: [-cl Schack Title: (Yl 0. 0 r FOX RIVER WATER RECLAMATION DISTRICT By: \dr?...tt,G2 Name: .(3!?Qc F F?. C (2 k; Title: e2ti.-s 4---A1 7 1 • • F4CE ARROW INDICATING NORTH FORM DR 0404 B DIRECTION RELATIVE TO CROSSING .v REV. 5-15-98 o ,gym* ENCASED NON-FLA1 MABLE a -..y PIPELINE CROSSING 4 • is" 4_4// NOTE: ALL AVAILABLE DIMENSIONS MUST BE ..?S NO SCALE FILLED tN TO PROCESS THIS APPLICATION. I A.:' ,� ® RR'S.R/W szi v 42. 14----- FT. r-a '7 FT. Y N Ao IA 2 9 FT. A A FT. :- (SEE NOTE 3 a 5) -A- - (SEE NOTE 3 8 5) " So FT. 2 a� Y IL: 298 • oa L C-TO w . (ANGLE DF CROSSING) a j TO --4- (NEAREST R.R. TONN1 ��A. E RUIN TRACE a 1 (NEAREST R.R. TOWN) I I f {p, i I 1 ! 1 f 1 I 1 IJ I i 1 { f I I I��! I I I I I I I 4 z /Y� (SCRIBE FIXED OBJECT) (DESCRIBE FIXED OBJECT) C/w24i�,�2,� `� (SEE NOTE 6) a (SEE Nb7E 5) ''3.`O�J~2'�-, ID/STANCE ALONG TRACE FROU SECTION LINE CROSSING) e, S�F7. ?y�Trto t FT. :- s- - ti-e$v (NOTE: THIS OIMENSION REQUIRED IN ALL CASES. AT LOCATIONS NOT USING SECTIONS, DISTANCE ....„ TO A LEGAL SURVEY LINE IS REOUIREO) --, - RR'S R/Y / 0 4o FT. *fN _FT. }1 Cu FT. 13 E 1 GROUND STEEL CASING WALL MIN. DIST ' 1 SURFACETHICKNESS CHART �t 1 (See Note 2) ^=--_ --_ 1 MINIMUM DIAMETER OF {SUBCRADE THICKNESS CASING PIPE ROADBED .2500' 1/4• 12' OR LESS .3125" 5/16' OVER 12'-I13' - FT. .3750' 3/8' OVER 18'-22" - (4.5 FT MIN.) 1 \ .4375' 7/16' OVER 2r-28' ,ZFT. (20 FT. MAX.) FT, SEAL CASING •5000' I/2` OVER 28" 3d" SEAL CASING 0 (3 FT. M1• ) .362$" 9/16" OVER 14'-42` CASING PIPE1(5ae(tote 4} 6250' 5/8' OVER 42'-48' / T \ OVER 48' MUST BE �/ I CARRIER PIPE �' APPROVED BY R.R. CO. I ® {{{/ / j 1 \ \ NOTE: THIS CHART IS ONLY F/ \®1 PIPES R WI H MINIMUM OTH ECASING / STRENGTH OF 35:000 PSI. - I ./ 4 ) . 2 D 1 15 FT.—►.1 S FT. 7S FT. '1 1. ISL' FT. FORMULA TO FIGURE CASING �� LENGTH WITH ANGLE OF I 4.1e FT. ... CROSSING OTHER THAN 90• I 'MO FT. ' B .'I NOTES: (CASING LENGTH THEN MEASURED ALONG PIPELINE.) yE4, 11 ALL HORIZONTAL DISTANCES TO BE MEASLRED AT RIGHT ANGLES FROM 4. Of TRACK. m SIN _ 21 CASING TO EXTEND BEYOND THE V.Of TRACK AT RIGHT ANGLES THE: GREATER Of 20• 20 FT., OR 30 FT., S�'� B AND BEYOND LIMIT Of RAILROAD RIGHT-OF-WAY IF NECESSARY TO PROVIDE PROPER LENGTH OUTSIDE OF TRACK. ET Mf DIST. N. 3) MINIMA:CC SO' FROM THE END OF ANY RAILROAD BRIDGE, t OF ANY CULVERT, OR FROM ANY SWITCHING AREA. \1T. (N. 2) 41 SIGNAL REPRESENTATIVE MUST BE PRESENT DURING INSTALLATION IF RAILROAD SIGNALS ARE IN THE VICINITY OF CROSSING. A TRACH 5) ALLOWABLE FIXED OBJECTS INCLUDE: BACKWALLS OF BRIDGES;R. OF ROAD CROSSINGS a OVERHEAD VIADUCTS(GIVE ROAD NAME), OR CULVERTS 61 CASING AND CARRIER PIPE MUST BE PLACED A HINILUA OF 2 FEET BELOW THE EXISTING FIBER OPTIC CABLE. ANY EXCAVATION REOIIIRED WITHIN 5 FEET OF THE EXISTING FIBER OPTIC CABLE MUST BE HAND DUG. A) IS PIPELINE CROSSING WITHIN DEDICATED STREET ? YES;_X_NO; EXHIBIT "A" B) IF YES, NAME OF STREET /t//4 ,Fol RAILROAD LOT OTE:) DI DISTRIBUTION LINE _OR TRANSMISSION LINE X C) CARRIER PIPE : UNION PACIFIC RAILROAD CO. COMMODITY TO BE CONVEYED LFn& 1,-‘,046 /54,-,64 OPERATING PRESSURE 30 PSI Oc�Vewmft WALL THICKNESS& /0•4Z;DIAMETERI4/ 8' ;MATERIAL HOPE ; ,J.ROINsICN) E1 CASING PIPE : M. P 4i1AtE. S. 'L31UZ4, WALL THICKNESS o•So ;DIAMETER 30 ;MATERIAL SrEet ; NOTE :CASING MUST HAVE 2" CLEARANCE BETWEEN GREATEST ENCASED LI/tEst.00cE/sEJ k CROSSING AT OUTSIDE DIAMETER OF CARRIER PIPE AND INTERIOR DIAMETER OF CASING PIPE. WHEN FURNISHING DIMENSIONS, GIVE OUTSIDE OF ELGT.AJ K/ANE IL. CARRIER PIPE AND INSIDE OF CASING PIPE. IN1.REST CITY, ICCANTT) (SOME) F) METHOD OF INSTALLING CASING PIPE UNDER TRACK(S1: CITY o; 6Ftl;Tly X DRY BORE AND JACK (WET BORE NOT PERMITTED) ; (AYy5,cy„T, - TUNNEL ; OTHER RR FILE NO. 02.49579 DATE In4/or G) WILL CONSTRUCTION BE BY AN OUTSIDE CONTRACTOR? X YES; NO; H1 DISTANCE FROM CENTER LINE OF TRACK TO NEAR FACE OF BORING AND WARNING JACKING PITS WHEN MEASURED AT RIGHT ANGLES TO TRACK I) APPLICANT HAS CONTACTED 1-800-336-9193, (30. um) IN ALL OCCASIONS, U. P. CON.UHICATIOHS U. P. COMMUNICATION DEPARTMENT, AND HAS DETERMINED FIBER DEPARTMENT MUST BE CONTACIED EXISTENCE ADVANCE EXIST IN VICINITY OF OF ANO ATIR TD D RI O CCBLE. ANO OPTIC CABLE DOES ; DOES NOT ; LOCATION Of FIBER OPTIC CABLE. WORK TO BE PERFORMED . TICKET NO. PHONE : I-800-236-9153 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 materiahnan'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 EXIIIBIT 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 fors 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: • 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. + ' Form Approved,AVP-Law 07/25/06 EXHIBIT D TO CONTRACTOR'S RIGHT OF ENTRY AGREEMENT MINIMUM SAFETY REQUIREMENTS The term "employees" as used herein refer to all employees of Contractor as well as all employees of any subcontractor or agent of Contractor. Clothing A. All employees of Contractor will be suitably dressed to perform their duties safely and in a manner that will not interfere with their vision, hearing, or free use of their hands or feet. Specifically,Contractor's employees must wear: (i) Waist-length shirts with sleeves. (ii) Trousers that cover the entire leg. If flare-legged trousers are worn, the trouser bottoms must be tied to prevent catching. (iii) Footwear that covers their ankles and has a defined heel. Employees working on bridges are required to wear safety-toed footwear that conforms to the American National Standards Institute(ANSI)and FRA footwear requirements. B. Employees shall not wear boots (other than work boots), sandals, canvas-type shoes, or other shoes that have thin soles or heels that are higher than normal. C. Employees must not wear loose or ragged clothing, neckties, finger rings, or other loose • jewehy while operating or working on machinery. II. Personal Protective Equipment Contractor shall require its employees to wear personal protective equipment as specified by Railroad rules,regulations, or recommended or requested by the Railroad Representative. (i) Hard hat that meets the American National Standard (ANSI) Z89.1 — latest revision. Hard hats should be affixed with Contractor's company logo or name. • (ii) Eye protection that meets American National Standard (ANSI) for occupational and educational eye and face protection, Z87.1 — latest revision. Additional eye protection must be provided to meet specific job situations such as welding,grinding, etc. (iii) Hearing protection,which affords enough attenuation to give protection from noise levels that will be occurring on the job site. Hearing protection, in the form of plugs or muffs, must be worn when employees are within: ■ 100 feet of a locomotive or roadway/work equipment • 15 feet of power operated tools ■ 150 feet of jet blowers or pile drivers • 150 feet of retarders in use (when within 10 feet, employees must wear dual ear protection—plugs and muffs) (iv) Other types of personal protective equipment, such as respirators, fall protection equipment,and face shields, must be worn as recommended or requested by the Railroad Representative. III. On Track Safety Contractor is responsible for compliance with the Federal Railroad Administration's Roadway Worker Protection regulations — 49CFR214, Subpart C and Railroad's On-Track Safety rules. Under 49CFR214, Subpart C, railroad contractors are responsible for the training of their employees on such regulations. In addition to the instructions contained in Roadway Worker Protection regulations,all employees must: (i) Maintain a distance of twenty-five (25) feet to any track unless the Railroad Representative is present to authorize movements. (ii) Wear an orange,reflectorized workwear approved by the Railroad Representative. (iii) Participate in a job briefing that will specify the type of On-Track Safety for the type of work being performed. Contractor must take special note of limits of track authority, which tracks may or may not be fouled, and clearing the track. Contractor will also receive special instructions relating to the work zone around machines and minimum distances between machines while working or traveling. IV. Equipment A. It is the responsibility of Contractor to ensure that all equipment is in a safe condition to operate. lf, in the opinion of the Railroad Representative, any of Contractor's equipment is unsafe for use, Contractor shall remove such equipment from Railroad's property. In addition, Contractor must ensure that the operators of all equipment are properly trained and competent in the safe operation of the equipment. In addition,operators must be: ■ Familiar and comply with Railroad's rules on lockout/tagout of equipment. ■ Trained in and comply with the applicable operating rules if operating any by-rail equipment on-track. • Trained in and comply with the applicable air brake rules if operating any equipment that moves rail cars or any other railbound equipment. B. All self-propelled equipment must be equipped with a first-aid kit, fire extinguisher, and audible back-up warning device. C. Unless otherwise authorized by the Railroad Representative, all equipment must be parked a minimum of twenty-five (25) feet from any track. Before leaving any equipment unattended, the operator must stop the engine and properly secure the equipment against movement. D. Cranes must be equipped with three orange cones that will be used to mark the working area of the crane and the minimum clearances to overhead powerlines, • P V. General Safety Requirements A. Contractor shall ensure that all waste is properly disposed of in accordance with applicable federal and state regulations. B. Contractor shall ensure that all employees participate in and comply with a job briefing conducted by the Railroad Representative, if applicable. During this briefing, the Railroad Representative will specify safe work procedures, (including On-Track Safety) and the potential hazards of the job. If any employee has any questions or concerns about the work,the employee must voice them during the job briefing. Additional job briefings will be conducted during the work as conditions,work procedures, or personnel change. C. All track work performed by Contractor meets the minimum safety requirements established by the Federal Railroad Administration's Track Safety Standards 49CFR213. D. All employees comply with the following safety procedures when working around any railroad track: (i) Always be on the alert for moving equipment. Employees must always expect movement on any track,at any time, in either direction. (ii) Do not step or walk on the top of the rail, frog, switches, guard rails, or other track components. (iii) In passing around the ends of standing cars, engines, roadway machines or work equipment, leave at least 20 feet between yourself and the end of the equipment. Do not go between pieces of equipment of the opening is less than one car length (50 feet). (iv) Avoid walking or standing on a track unless so authorized by the employee in charge. (v) Before stepping over or crossing tracks, look in both directions first. (vi) Do not sit on, lie under, or cross between cars except as required in the performance of your duties and only when track and equipment have been protected against movement. E. All employees must comply with all federal and state regulations concerning workplace safety. • • 4.1 OF E-<ri �A ," City of Elgin Memorandum a -r- • 41TCDILb Date: December 3, 2008 To: Chris Beck, Assistant Corporation Counsel From: Jennifer Quinton, Deputy City Clerk Subject: Resolution No. 08-283, Pipeline Crossing Agreements with Union Pacific Railroad Company Attached please find the above referenced agreements. Please have these agreements signed and executed by the Union Pacific Railroad Company and Fox River Water Reclamation District, and return one fully executed copy to the City Clerk's office for the City's records. If you have any questions please feel free to contact our office 847-931-5660 and we will do our best to assist you. Thank you. 4:4 OFE<C C;.��;�ti City of Elgin Memorandum Date: February 11, 2009 To: Diane Robertson, City Clerk From: Christopher J. Beck, Assistant Corporation Counsel Subject: Pipeline Crossing Agreement with Union Pacific Railroad Company for Joint Disposal Main(Resolution No. 08-283) Attached for the City Clerk's file is an original fully executed copy of the above-referenced agreement. C314 CJB mg Attachment - November 13, 2008 TO: Mayor and Members of the City Council FROM: Olufemi Folarin, City Manager Kyla Jacobsen, Water System Superintendent SUBJECT: Easement Agreement with Union Pacific for Joint Disposal Main Crossing Union Pacific Railway. PURPOSE The purpose of this memorandum is to provide the Mayor and members of the City Council with information to consider execution of an Easement Agreement with Union Pacific for the purpose of installation of 8-inch and 14-inch pipe inside a 30-inch diameter steel casing. RECOMMENDATION It is recommended that the City Council approve the pipeline Easement Agreement with Union Pacific and authorize the City Manager to execute the agreement at a total cost of$3,000. BACKGROUND Burns & McDonnell (BMCD) has been hired by the City of Elgin to provide engineering services for the completion of plans and specifications for the Joint Disposal Main. Their design has identified a location in which the disposal main line must cross beneath Union Pacific right- of-way. On behalf of the City, BMCD submitted a request to Union Pacific to cross their right-of-way. Union Pacific has agreed to allow the installation of Fox River Water Reclamation District (FRWRD) 8-inch Force Sludge Line and the City of Elgin 14-inch Sludge Line inside a new 30- inch steel casing and forwarded the attached easement agreement for execution. A copy of the agreement is attached for your consideration. The agreement provides for a one-time payment to Union Pacific in the total amount of $3,000. The one-time payment will be equally shared between the City of Elgin and FRWRD and each share is $1,500. Under the agreement, the City of Elgin is the sole grantee. FRWRD is required to transfer ownership of the portion of the FRWRD's 8-inch force main and the 30-inch casing pipe installed within the easement premises to the City of Elgin.