19-003S:\Legal\Our Documents\Ordinances\19\UPRR Crossing Agreement Ordinance for Vintage MP 723.02 - Revised - 1-3-18 TL.docx
attachedWHEREAS, the City of Denton previously entered into a Public Road At -Grade Crossing
Agreement with the Union Pacific Railroad Company ("UPRR"), dated May 16, 2006 and
approved by Ordinance Number 2006-145, for the purpose of constructing the then new 2-lane
Vintage Boulevard road project and to maintain roadway access across UPRR's right of way,
which is - • as Exhibit•
WHEREAS, part of the current Vintage Boulevard widening project includes nominal 6-
lane road crossing enhancements to be paid for by the City but installed by UPRR, and
WHEREAS, the City Council finds it is in the public interest to enter into the Supplemental
Crossing Agreement to effectuate the road widening and enhancement project; NOW,
THEREFORE,
SECTION 1. The findings and recitations contained in the preamble of this ordinance are
incorporated herein by reference.
SECTION 2. The City Manager, or his designee, is hereby authorized to execute a
Supplemental Crossing Agreement between the City of Denton and the Union Pacific Railroad
Company in substantially the form of the Supplemental Crossing Agreement as attached to an'i
made a part of this ordinance for all purposes as Exhibit B. Further, the City Manager, or his
designee, is authorized to exercise the rights and duties as required by the Agreement, includin,,t4
the expenditure of funds as set forth in Exhibit B.
SECTION 3. This ordinance shall become effective immediately upon its passage and
approval.
s:\legal\our documents\ordinances\19\uprr crossing agreement ordinance for vintage mp 723.02 - revised - 1-3-18
tl.docx
The motion to approve this ordinance was made by jr0— h� V.................... -and seconded
byA-L4'��� the ordinance was passed and approved by the
-_e.�
following vote f - 1
Aye Nay Abstain Absent
Chris Watts, Mayor:
Gerard Hudspeth, District 1:
Keely G. Briggs, District 2: ✓
Don Duff, District 3:
John Ryan, District 4: t/
Deb Armintor, At Large Place 5: ",
Paul Meltzer, At Large Place 6: _........ .-t
PASSED AND APPROVED this the day of 2019.
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: f
APPROVED AS TO LEGAL FORM:
AARON l J 1 1 ^, ( r 1 l t )1 l
..
BY: ...
N
uM
W "
r
CHRIS WATTS, MAYOR
Page 2
S:\Our Docuiiients\Ordinances\06\Vintage Parkway RR Crossing Agreeenene.efoc
ORDINANCE NO. ,:W0 6 — JF�`
AN ORDINANCE APPROVING A PUBLIC AT -GRADE RAILROAD CROSSING
AGREEMENT BETWEEN THE CITY OF DENTON AND UNION PACIFIC RAILROAD
COMPANY COVERING THE CONSTRUCTION, MAINTENANCE, AND USE OF NEW
VINTAGE PARKWAY AT -GRADE PUBLIC ROAD CROSSING AT RAILROAD MILE
POST 723.02-CHOCTAW SUBDIVISION; PROVIDING FOR THE PERMANENT
CLOSURE OF CERTAIN RAILROAD CROSSINGS; AND PROVIDING AN EFFECTIVE
DATE.
WHEREAS, the City Council has been presented with a railroad crossing agreement
between the City of Denton and Union Pacific Railroad Company (the "Railroad"), a copy of
which is attached hereto and made a part hereof as Exhibit A (the "Agreement"); and
WHEREAS, the City Council hereby finds that the Agreement is in the public interest;
NOW, THEREFORE;
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTIONLL1. The findings and recitations contained in the preamble of this ordinance
are true and correct and are incorporated herein by reference.
SECTION 2. The Agreement is hereby approved. The City Manager or his designee is
hereby authorized to execute the Agreement on behalf of the City and to exercise the rights and
duties of the City under the Agreement, including without limitation, the expenditure of funds
provided for in the Agreement.
5 -3, The City Council hereby makes the following findings:
a. The Denton County Commissioners Court has passed Court Order No. 05-0765
permanently closing the existing at -grade public street crossing at Collins Street
located at Railroad Mile Post 714,49, DOT No. 795 305T (the "Collins Crossing").
b, All rights to the private road crossing located at Railroad Mile Post 723.02 (the
"Private Crossing") were transferred to the City pursuant to that certain Street Right -
of -Way Deed for Vintage Parkway dated May 27' 2003 and recorded in Vol. 5359,
Pages 05326 through 05332 of the Land Records of Denton County, Texas (the
"Street Deed"). Such private road area is located completely within the Vintage
Parkway right-of-way described in the Street Deed.
The City Manager, or his designee is authorized to take all actions and execute all documents on
behalf of the City necessary to provide the Railroad with evidence that the Collins Crossing and
the Private Crossing are permanently closed upon completion of the Project as provided in the
Agreement.
SECTION 4. This ordinance shall become effective immediately upon its passage and
approval ,
PASSED AND APPROVED this the day of 2006
ATTEST:
CITY SECRETARY
im
UPRR Folder No.: 2357-20
t
TH
V
ILI
-PUBLIC :GOAD AT-G A.DE
CROSSING AGREEMENT
BETWEEN
DENTON,
DENTON COUNTY,
TEXAS
NEW
1NG
ION
Political Body Original
BUILDING AMEMCA
UPRR Folder No.: 2357-20
Agreement Number
PUBLIC ROAD AT -GRADE CROSSING
AGREEMENT
Vintage Parkway — DOT No.: 795 327T
UPRR Mile Post 723.02 — Choctaw Subdivision
24CG31
Denton, Denton County, Texas
THIS AGREEMENT is made and entered into as of the day of A -, 200aj
ANY a Delawar ' c r oration, to be
by and between UNION PACIFIC RAILROAD COMP p
addressed at Real Estate Department, 1400 Douglas Street, Mail Stop 1690, Omaha, Nebraska 68179
(the "Railroad") and the CITY OF DENTON, a Texas municpal corporation, to be addressed at 601
East Hickory, Suite B, Denton, TX 76205 (the "Political Body"),
RECITALS:
The Political Body desires to undertake as its project (the "Project"):
the closure and removal of the existing Collins Street at -grade public road crossing, DOT No.
795305T, located at Railroad's Mile Post 714.49 on it's Choctaw Subdivision, in or near
Denton, Denton County, Texas,
the closure and removal of an existing at -grade private road crossing, located at Railroad's
Mile Post 723.02 on it's Choctaw Subdivision, in or near. Denton, Denton County, Texas,
and
the construction of the new Vintage Parkway at -grade public road crossing, DOT No.
795327T, at Railroad's Mile Post 723.02 on it's Choctaw Subdivision, in or near Denton,
Denton County, Texas (the "Crossing Area") as the Crossing Area is shown on the
Railroad's location print marked Exhibit A and the detail print marked Exhibit A-1, each
attached hereto and hereby made a part hereof.
The Railroad and the Political Body are entering into this Agreement to cover the above.
AGREEMENT:
NOW, THEREFORE, it is mutually agreed by and between the parties hereto as follows:
ARTICLE 1 - EXII11 1VIFS 13 AND B-1.
The general terms and conditions marked Exhibit B, and the Contractor's insurance
requirements marked Exhibit B-1, are attached hereto and hereby made a pert hereof.
Public Road At -Grade Crossing Agreement Articles of Agreement January 30, 2006
Form Approved, AVP-Law — 3/10105 Page 1 of 6
UPRR Folder No.: 2357-20
BUILDING Amr-RICK
ARTICLE 2 - RAII RQAI) GRANTS RIGUT.
For and in consideration TWO THOUSAND FIVE HUNDRED DOLLARS ($2,500.00)
to be paid by tile Political Body to the Railroad upon the execution and delivery ofthis Agreement
and in further consideration of the Political Body's agreement to perform and abide by the terms of
this Agreement including all exhibits, the Railroadliereby grants to the Political Body the right to
establish or reestablish, construct or reconstruct, maintain, repair and renew the road crossing over
and across the Crossing Area.
ARTICLE 3 - DEj?j1NF1'10N OF CO-WITRAC'TOR
For purposes of this Agreement the term "Contractor" * shall mean the contractor or
contractors hired by the Political Body to perform any Project work o - n any portion of the Railroad's
property and shall also iticlude the contractor's subcontractors and the contractor's and
subcontractor's respective employees, officers and agents.
ARTICLE 4 - CON"I"RACTOR'S RIG"11TOF ENTRY AGREEMEW - I1 S1C7RAM11,
A. if the Political Body will be hiring a Contractor to perform ally work involving the Project
(including initial construction and any subsequent relocation or maintenance and repair work), the
Political Body shall requiire the Contractor to:
• execute the Railroad's then current Contractor's Right of Entry Agreement
• obtain the then current insurance required in the Contractor's Right of Entry Agreement;
and
• provide such insurance policies, certificates, binders and/or endorsements to the Railroad
before allowing ally Contractor. to conitnence any Work in the Crossing Area or, on any
other Railroad properly, The Railroad's current insurance requirements are described ibed in
Exhibit B-1, attached hereto and hereby made a part hereof.
8, The Railroad's current Contractor'sRip .,ht of Entry Agreement is marked Exhibit D, attached
hereto and hereby made a part hereof The Political Body confirms that it will ifif orril its Contractor
that it is required to execute such fbrm of agreernent and 01)taill the required insurance before
C011111"Iel"Icing any work on aIly Railroad property, 1-Jnder no circumstances, will the Conti actor
allowed on the Izaill-ond's property without first executing theRailroad's Contractor's Right of Entry
Agreement and obtaining the insurance set for therein and also providing
to the Railroad the
instirance policies, hinders, ceilificates and/or endorsements described therein.
C. All insurance correspondence, binders, policies, certificates and/or endorsements shall be sent
to: Senior Manager -, Contracts
Union Pacific Railroad Company
Real Estate Department
1400 Douglas Street, Mail Stop 1690
Omaha, NE 68179-1690 -
UPRR Folder No.: 235 7-20
Public Road At -Grade Crossing Agreement Articles of Agreement January 30, 2006
Form Approved., AVP-Law — 3110/05 Page 2 of 6
UPRR Folder No.: 2357-20
BUILDING AMERICA7
D. if the Political Body's own employees will be performing any of the Project work, the
Political Body may self -insure all or a portion of the insurance coverage subject to the Railroad's
prior review and approval.
A. Ifthe Political Body will be receiving any federal funding for the Project:
the current rules, regulations and provisions of the Federal Aid Policy Guide as contained in
23 CFR 140, Subpart I and 23 CFR 646, Subparts A and B are incorporated into this
Agreement by reference, and
construction work by the Political Body and Contractor shall be performed, and any
reimbursement to the Railroad for work it performs, shall be made in accordance with the
Federal Aid Policy Guide.
B. If federal funding of involved, as provided in 23 CFR 646.210(b)(2), the Project is of no
ascertainable benefit to the Railroad and the Railroad shall not be obligated to pay or contribute to
any Project costs.
r •I P• ! • 1 1
A. Upon the execution of this agreement, the Political Body shall pay the Railroad a firm and
fixed sum of Three hundred Sixteen Thousand Three Hundred Seventy -Three Dollars ($316,373.00)
for the work performed and materials supplied by the Railroad, as described in the following
Railroad's Material and Force Account Estimates:
• Surface Estimate dated November 1, 2005 in the amount of $53,066.00,
• Signal Estimate dated March 21, 2006 in the amount of $248,696.00, and the
• Flagging & Engineering Review Estimate dated January 17, 2006 in the amount of
$6,400.00,
• Initial clearing of vegetation from Crossing Area in the amount of $8,211.00,
marked Exhibits C, C-1, C-2 and C-3 each attached hereto and hereby made a part hereof (the
"Estimate"). The term "Estimate" also includes the work of clearing vegetation.
B. The Railroad, if it so elects, may recalculate and update the Estimate submitted to the
Political Body in the event the Political Body does not commence construction on the portion of the
Project located on the Railroad's property within six (6) months from the date of the Estimate.
C. The Political Body acknowledges that the Estimate does not include any estimate of flagging
or other protective service costs that are to be paid by the Political Body or the Contractor in
connection with flagging or other protective services provided by the Railroad in connection with
the Project. All of such costs incurred by the Railroad are to be paid by the Political Body or the
Contractor as determined by the Railroad and the Political Body.. If it is determined that the Railroad
Public Road Al -Grade Crossing Agreement Articles of Agreement January 30, 2006
Form Approved, AVP-Lew— 3/10/05 Page 3 of 6
UPRR Folder No.: 2357-20
BUILDING AMERICX'
will be billing the Contractor directly fir such costs, the Political litical body agrees that it will par the
Railroad for any flagging costs that have not been paid by ally Contractor within thirty (30) clays of
the Contractor's receipt of billing.
D. The Political Body agrees to reimburse the Railroad for one hundred percent (100%) of all
actual costs incurred by the Railroad in connection with the Project including, but riot furrited to,
actual costs of preliminary engineering review, construction inspection, procurernorrt of materials,
equipnrent rental., manpower and deliverics to the job site and all of the Railroad's normal and
cust.onaar°y additives (which shall include direct and indirect overhead colts) associated therewith,
ARTICLE 7 - 'PLANS
A. The Political Body, at its expense, shall prepare, or cause to be Prepared by others, the
detailed plans and sp citications rued submit such plans and specifications to the Railroad's Assistant
'icc. President Engineering— Design, or his authorized representative, for review and approval. The
plans and specifications shall include all Roadway layout specillcatioils, cross sections and
elevations, associated drainage, and other. appurtenances.
B. 'he final one hundred percent ( t00%)) completed plans that are approval hi writing by tlae
Railroad's Assistant Vice President Engineering —Design, or his authorized representative, are
bercinafter referred to as the "flans". mflac Plans are hereby made a part of this Agreement by
reference.
C. No changes in the Plans shall be made unless the Railroad has consented to such changes in
writing.
D. Notwithstanding the Railroad's approval of the Plans, the Railroad shall not be responsible
for the permitting, design, details or construction of the Roadway.
ARTICLE 8 - I�FI" 1� Tl 1 ha IIrA I l ":I�Iw izm fli, ,MI A"1"I+t ' 1.
A. 'This Agreement shall become effective as of the date first herein written, or the date work
commences on the Project, whichever is earlier, and shall continue in full force and effect for as long
as the Structure remains on the Railroad's property.
B. The Railroad, if it so elects, may terminate this A.g reenaent effective upon delivery of written
notice to the Political Body in the event the Political. Body does not calrurlence construction on the
portion of the project located on the Railroad's property within twelve (1 2) nront.hs fronr the date
of dii.s Agreement, or from the date that the Railroad has executed this Atlr'eeinenl and returlred i.t.
to the Political Body for its execution, whichever is applicable.
C. If the Agreement is terminated as provided above, or for any other reason, the Political Body
shall pay to the Railroad all actual costs incurred by the Railroad in coarnectiora with the .Project up
to the date of termination, including, without limitation, all actual costs incurred, by the Ralilroad in
connection with reviewing any preliminary or final Project Plans.
Public Road At -Grade Crossing Agreement Articles of Agreement January 30, 2006
Form Approved, AVP-Law — 3110)05 Page 4 of 6
UPRR Folder No.: 2357-20
BUILDING AMERIW
ARTICLE 9 - CONDITIONS TO BE MET Bl+aFi`1RE' POLITICAL 1:30DY
CAN C't"11 1i 11+,NCE WORK
Neither the Political Body nor the Contractor may commence any work within the
Crossing Area or on any other Railroad property until:
• The Railroad and Political Body have executed this Agreement.
• The Railroad has provided to the Political Body the Railroad's written approval of the Plans.
• Each Contractor has executed Railroad's Contractor's Right of Entry Agreement and has
obtained and/or provided to the Railroad the insurance policies, certificates, binders, and/or
endorsements set forth in the Contractor's Right of Entry Agreement,
ARTICLE 10 - SIGNAL MAIN"11K A.NCE'.
A. The Political Body agrees to pay for the cost of maintenance of the automatic grade -crossing
protection. Ef fectivc as of the date of this Agreement, the annual fee shall be FIVE THOUSAND
"1 HRlKV, HUNDRED SIXTY-FIVE DO] LARS (" 5,305.00). The ]Ltilroad will bill the Political
Body annually. The Political Body agrees to pay the Railroad within thirty (30) days of its receipt
of billing.
B. The above annual fee is based upon the number'of current signal units at each location as
illustrated on the AreInal tl/irt m' iytetnest marked Exhibit E, attached hereto and hereby made a part.
hereof. Eff*ecti°ve on the first alllliversary of this Aglectnent and on the anniversary date of each
subsequent one. -year period, the ararnual fee will be increased at a rate based upon the American
Association of'1 ailroad's (AAR) signal unit cost index. Such changes in the fee maybe made by
means of automatic adjustment in billing. The signal unit base for the annuttl .fee may be re-
determined by the Railroad at any time subsequent to the expiration of five (5) years following the
date on which the annual rental was last determined or established.
ARTICLE 11- ORDINANCE OR 111'a, Ri'3�tANFIN'1 +t.1"I..OS 11II+: OF COLLINS S STREET
1�T T
ANl) PRIVATE CROSSING.
Attached asExhibit F and made a part hereof, is a copy of the Ordinance passed by the
Political Body which authorizes and directs the permanent closure of
the existing at -grade public street crossing at Collins Street located at Railroad Mile Post 714.49,
DOT No. 795 305T, and
the existing private road crossing located at Railroad Mile Post 723.02
upon the completion of the Project.
Public Road At -Grade Crossing Agreement Articles orAgreement January 30, 2006
Form Approved, AVP-Law — 3/10/05 Page 5 of 6
UPRR Folder No.: 2357-20
BUILDING AMERIW
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed in
duplicate as of the date first herein written.
WITNESS:
UNIONr + 'l "IC l
(Federal7' I
2
(Seal)
'�I
CITY OF DENTON
B
M..
Title
Pursuant to 44t r ' ?rde -No. Z 006 — /45-
dated:
�-16.__...... 200_6_
hereto attached.
APPROVED AS TO FORM:
CITY ATTORNEY
CITY OF 0 0 FXAS
BY:
Public Road At-0rade Crossing Agreement Articles of Agreement January 30, 2006
Form Approved, AVP-Law — 3/10/05 Page 6 of 6
Mr
U
0)
NMI 0 "017 1 9 4
R.AJLROAD WORK TO BE PERFORMED: EXHIBIT "A"
I I UNION PACIFIC RAILROAD COMPANY
1. Install 56-feet of new concrete road crossing surface; 45 cross
ties; I carload of ballast; and other track materials,
2. Install remote LED flashing signals with gates and CWT in new
cabin; and other signal materials.
3, Engineering Review and Flagging.
CHOCTAW SUBDIVISION
MILF POST 723,02
M 1; 1 0 "
WWWAP
MMMOMR11 + r R
construction project with the CITY OF DENTON.
Folder No. 2357-20 Date: January 30, 2006
WARNING
(44 ANY WOUTO D1,"'1,JTKNUt411 1' MSTENC1,; AND I.O(WrioN OF FIBER 0111 W CAM F,
PHONE: 14800336.9193
Exhibit A
Railroad Location Print
To
ent
KI 2
Exhibit A-1
Detailed Print
To Public Road At -Grade Crossing Agreement
To
merit
a'BUILDING AMERICK
Public Road At -Grade Crossing Agreement EXB
Standard Form Approved, AVP.Law — 3110105
TO PUBLIC ROAD AT GRADE CROSSING AGREEMENT
SECTION 1, g—O—N—D—ITIONS AND —COVENANTS
a) Tbe'Railroad makes no covenant or warranty of title for quiet possession or against encumbrances, The Political Body shall
not use or permit use of the Crossing Area for any purposes other than those described in this Agreement. Without limiting the
foregoing, the Political Body shall not use or permit use of the Crossing Area for railroad purposes, or for gas, oil or gasoline pipe
lines, Any lines constructed on, the Railroad's property by or under authority of the Political Body for the purpose of conveying electric
power or communications Incidental to the Political Body's use of the property for highway purposes shall be constructed in,
accordance with spedfications and requirements of the Railroad, and in such manner as not adversely to affect communication or
signal lines of the Railroad: or its licensees now or hereafter located upon said property, No nonparty shall be admitted by the
Political Body to use or, occupy any part of the Railroad's property without the Railroad's written consent. Nothing herein shall
obligate the Railroad to give such consent.
b) "The Railroad reserves the right to cross the'Crossing Area with such railroad tracks as maybe required for its convenience or
•
purposes in such manner as not unreasonably to interfere with its use as a public highway. In the event the Railroad shall place
tracks upon the Crossing Area, the Political Body shall, at Its sole cost and expense, modify the highway to conform with the rail line.
6) The right hereby granted is subject to any existing encumbrances and rights (whether public or private),'recorded or not, and
also to any renewals thereof. The Political Body shall not damage, destroy or interfere with the property or rights of nonparties in,
upon or relating to, the railroad property, unless the Political Body at its own expense settles with and obtains releases from such
nonparties.
d) The Railroad reserves the right to, use and to grant to others the right to Use the Crossing Area for any purpose not inconsistent
with the right hereby granted, including, but not by way of limitation, the right to construct, reconstruct, maintain, operate,, repair, alter,
renew and repi acb tracks, facilities and appurtenances on the property; also the right to cro5s, the Crosging Area with all kinds of
equipment, The Railroad further reserves the right to attach signal, communication or power lines to any, highway facilities,located
upon the property, provided that such attachments shall comply with political Body's specifications and will riot interfere with the use
of the Crossing Area.,
e). So far as it lawfully may do so, the Political Body will assume,, beat and pay all taxes and assessments of whatsoever nature
or kind (whether general, local or special) levied or assessed upon or against the Crossing Area, excepting taxes levied upon and
against tile property as a component part of the Railroad's operating property.
f)l If any property or rights other than the dghit hereby granted are necessary for the construction, maintenance and use of the
Roadway and its appurtenances, or for the, performance of any work in connection with the Project, the Political Body will acquire
all such other property and rights at its own expense and without expense to -the Railroad.
SECTION 2. CONSTRUCTION OF ROADWAY
a) The Political Body, at its expense, will apply for and obtain all public authority required bylaw, ordinance, rule or regulation for
the project, and Will furnish the. Railroad upon request with satisfactory evidence that such authority has been obtained.
b) Except as may be otherwise specifically provided herein, the Political Body, at its expense, will furnish all necessary labor,
material and equipment, and shall construct and complete the Roadway and all appurtenances ffiereot. The appurtenances shall
include, Without limitation, all necessary and proper highway warning devices (except those installed by the Railroad within its right
of way) and all necessary drainage facilities, guard rails or barriers, and right of way fences between the Roadway and the railroad
tracks, Upon COMpietion, of the Project, the Political Body shall remove from the Railroad's property all temporary structures and
false work, and will leave the Crossing Area In as condition satisfactory to the Railroad.
c) All construction work of the Political Body upon the Railroad's property (including, but not limited to, construction of the Roadway
and all appurtenances and all related and Incidental work) shall be performed and completed In a manner sabsfactory to the Assistant
Vice President Engin6pring - Design of the Railroad or his, authorized representative and in accordance with the Plans, and other
guidelines fumished by the Railroad.
d) All construction work of the Political Body shall be performed diligently and completed within a reasonable time, and In any event
Public Road At -Grade Growing Agreement Ex8 Terms of Agreement Exhibit B
Standard Form Approved, AVF-Law - 3/10105 Page 1 of 4 To Public Road At -Grade Crossing Agreement
Public Road At -Grade Crossing Agreement ExS
BUILDING AMERICAr Standard Form Approved, AVP-Law — 3/10/06
within three (3) years frorn the effective date of this Agreement, or within such further period of time as may be specified in writing
by the Railroad's Assistant Vice President Engineering .. Design. No part of the Project shall be suspended, discontinued or undLIIy
delayed without the Railroad's written consent, and subject t ' o such reasonable conditions as the Railroad may specify. It is
understood that the Railroad's tracks at and in the vicinity of the work will be in constant or fli use during, progress of the work
and, that movement or stoppage of trains, engines or cars may cat Ise delays in the work of the Political Body. The: Political Body
hereby assumes the risk of any such, dellaysand agrees that no claims for damage on account of any delay shall be made against
the Railrbad.
If the Political Body, in the performance of any work coriternplated by this Agreement or by the failure to do or perform anything
for which the Political Body is responsible under the provisions of this Agreement, shall injure, damage or destroy any property of
the Railroad or of any other person lawfully occupying or Using the property of the Railroad, such property shall be replaced or,
repaired by the Political Body at the pollfical Body's own expense, or by the Flailroad at the expense of the Political Body, and to
the satisfaction of the Railroad's Assistant Vice President Engineering - Design.,
ma"UN604 V lw 1 10
a) Bills for work and materials shall be paid by the political Body within thirty (30) days of its receipt thereof. The Railroad, will
submit to the Political Body current bills for all work performed by the Railroad and all flagging and other protective services and
devices during progress of the Project (unless fiaggIng is to be blIled directly to the Contractor), The Railroad will submit final billing
within one hundred and twenty (120) days after completion of ' the Project, provided the Political Body advises the Railroad of the
commencement of the 120-day period by giving the Railroad written notification of completion of the . Project,
b) The Railroad may contract for I the performance of any,of its work by other than railroad forces The Railroad shall notify'the.
Political Body of the contract price Within ninety (90) days after it is awarded. Unless the Railroad's work is, to be performed on a fixed
price basis, the Political Body shall reimburse the Railroad for the amount of the contract.
PIP
SECTION 5. MAINTEMAINTENANCE AND 01=11P IRS
a) The Political Body shall, at 'its own sole expense, maintain, repair, and renew, cause to be maintained, repaired and renewed,
the entire Crossing Area and Road I way, except the portions between the track tie ends, which shall be.maintained by and at the
expense of the Railroad.
b) If, in the future, the Political Body elects to have the, surfacing material between the track tie ends, or between tracks if there
Is more than one railroad track across the Crossing Area, replaced with paving or some surfacing material other than tirrier planking,
the Raiiii at the Political Body's expense, Shall Install such replacement surfacing, and in the future, to the extent repair or
replacement of the surfacing Is necessitated by repair or rehabilitation of the RailroadsI ' tricks through the Crossing Area, the Political
Body shall bear the expense of such repairs or replacement.
If at any time the Railroad shall elect, or be required by competent authority to, raise or lower the grade of all or any -portion of
the tracks located on the crossing Area, the Political Body shall, at its own expense, conform the public highway in the Crossing Area
to conform with the change of.grade of the trackage.
SECTION 7. RE -ARRANGEMENT OF WARN!NG -DEVICES
If the change or rearrangement of any warning device installed hereunder Is necessitated for public or Railroad convenience
or on account of improvements for either railroad, highway or both, the parties will apportion the expense Incidental thereto between
themselves by negotiation, agreement, or by the order of a competent authority before the change or rearrangement is undertaken,
SECTION 8. SAFE:T_YMASURES- PROT
It is understood and recognized that safety and continuity of the Railroad's operations and communications are, of the utmost
importance; and in order that the sarne may be adequately safeguarded, protected and assured,, and in order that accidents may
be prevented and avoided, it is agreed With respect to all of said work of the Political Body that the work will be performed in a safe
manner and in conformity with the following standards:
a) P_01nitions. All references in this Agreement to the political Body shall also include the Contractor and their respective officers,
agents and employees, and others acting under its or their authority; and all references In this Agreement to work of the Political.
Body shall include work both within and outside of the Railroad's property. Exhibit B
Puli Road Alt-Giradar Crossing Agmement li Terms of Agreement To Public Road At -Grade
-Grade Crossing Agreemont
Standwd Form Approved, "P-Law - 3110105. . Page 2 of 4
Public Road At -Grade Crossing Agreement EXB
BUILDING AMERICX' Standard Form Approved, AVP,Law — 3/10/05
b) C�O)liaeceWith �Laws. The Political Body shall comply with all applicable federal, state and local laws, regulations and
enactments affecting the work, The Political Body shall use only such methods as are consistent with safety, both as concerns the
Political, Body, the Political Body's agents and employees, the officers, agents, employees and property of the Railroad and the public
in generat, The Political Body (without limiting the generality of the foregoing) shall comply with all applicable state arid federal
occupational safety and health acts and regulatioris. All Federal Railroad Administration regulations shall be followed what) work
is performed on the Railroad's premises. If any (allure. by the Political! Body to comply with ally such laws, regulations, arid
enactni6nts, shall result In any fine, penalty, cost or charge being assessed,, imposed or charged against the Railroad, the Political
Body shall reimburse and indemnify the Railroad for any, such fine, penalty, cost, or charge, including without limitation attorney's
fees, court costs and expenses. The Political Body further agrees In the event of any such action, upon notice thereof being provided
by the Railroad, to defend such action free of cost, charge, or expense to the Railroad.
C) No Intq eren e �Or The Political Body shall not do, suffer or permit anything which Will or may obstruct, endanger,
. �Q291-0�Ls
interfere with, hinder or delay'rnaintenance or operation of tile Railroad's tracks or facilities, or any communication or signal lines,
installations or any appurtenances thereof, or the operations of others lawfully OOCUpying or using the Railroad's property or facilities.
d) §Mpc -vise all work to be performed by the
Lryls J-q_n, 'rhie Political Body, at its own expense, Shall adequately police and super
Political Body, and shall not inflict injury to persons or damage to property for the safety ' of whom or of which tile Railroad may be
responsible, or to property of the Railroad. The responsibility of the Political Body for safe conduct and adequate policing and
supervision of the Project shall not be, lessened or otherwise affected by the Railroad's approval of plans and specifications, or by
the Railroad's collaboration in performance of any work, or by the presence at the work site of the Railroad's representatives, or by
cornploance by the Political Body with any requests or recommendations made by Such representatives. If a representative of the
Railroad is assigned to the Project, the Political Body will give due consideration to suggestions and recommendations made by Such
representative for the safety and protection of the Railroad's property and operations.
e) gyALmnsion of Work, If at any time the Political Body's engineers or the Vice President -Engineering Services of the Railroad
or, their respective representatives shall be of the opinion that any work of the Political Body Is being or Is about to be done or
proseCUted without due regard and precaution for safety and security, tile Political Body shall Immediately suspend the work until
suitable, adequate and proper protective Measures are adopted and provided.
Removal of Debris. The Political Body shall not cause, suffer or perTnit material or debris to be deposited or cast upon, or to
slide or fall upon any property or facilities of the Railroad; and any such material and debris shall be promptly removed from the
Railroad's property by the Political Body at the Political Body's own expense or by the Railroad at the expense of the Political Body.
The Political Body shall not cause, suffer or permit any, snow to be plowed or Cast upon the Railroad's property during snow removal,
from the Crossing Area.
gx shall not discharge, any explosives on or in t prior
pLO!5Lvas,, 'pie Political Body he vicinity of the Railroad's property without the
consent of'the Railroad's Vice President -Engineering Services, which shall not be given if, In the sole discretion of the Railroad's
Vice President -Engineering Services, SUCh discharge would be dangerous or would Interfere with the Railroad's property or facilities:
For the purposes tiereof, the "vicinity of the Railroad's property" shall be deemed to be any place on the Railroad's property or in
such close proximity to the Railroad's property that the discharge of explosives could cause injury to the Railroad's employees or,
other persons, or Cause damage to or interference with the facilities or operations on the Railroad's property, The Railroad reserves
the right to Impose such conditions, res4ictions or limitations on the transportation, harldlir,tq, storage, security and use of explosives
as the Railroad, in the Railroad's sole discretion, inay deem to be necessary, desirable or appropriate.
h) gxcavation, The Political Body shall not excavate from existing slopes nor construct new slopes which 'tare excessive and may
create hazards of slides or falling rock, or impair or endanger the clearance between existing or new slopes and the tracks of tine e
Railroad. J-he political Body shall not do or cause to be done any work which will or lylay disturb the stability of any area or adversely
affect the Railroad's tracks or facilities. The Political Body, at its own expense, shall Install and n4ritain adequate shoring and
cribbing for all excavation candler trenching, Performed by the Political Body in connection with construction, maintenance or other
work. The shoring and cribbing shall be constructed and maintained Willi materials and In a manner approved by the Railroad's
Assistant Vice President Engineering - Design to withstand all stresses likely to be one . ounl,ered, Including any stresses resulting!
from vitaratjons caused by the Railroad's operations In the vicinity.
j) I? [pjr,aA cq. The Political Body, at the political Body's own expense, shall provide and maintain suitable facilities for draining the Structureand aits appurtenances, and shall not, Suffer or permit drainage water therefrom to flow or collect uPO1I property of the
Railroad, 'The Political Body, at the Political Body's own expense, shall provide adequate passageway for tine waters of any streams,
bodies of water and drainage facilities (either natural or artificial, and Including water from the Railroad's culvert and drainage
facilities), so that said waters may not, because of any facilities or work of the Political Body, be Impeded, obstructed, diverted or
caused to back up, overflow or darnage the property of the Railroad or any part thereof, or property of others, The Political Body shall
not obstruct or interfere with existing ditches or drainage facilities.
Public Road At -Grade Crossing Agreement ExS Terms of Agreement Exhibit B
Standard Form Approved, AVP-Law — 3/10105 Page 3 of 4 To Pubtle Road At -Grade Cmsslhg Agreement
Public Road At -Grade Crossing Agreement EA3
BUILDING AMERICAr Standard Form Approved, AVP-Law — 3110/05
j) !q9tice, Before commencing any work, the Political Body shall provide at least ten (110) days prior notice (excluding weekends
and holidays) to the Railroad's Manager -Track Maintenance.
k) Fllaer O tic Cabte Fiber optic cable systems, may be buried on the Railroad'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, Political Body shall telephone the Railroad during normal business hours (7:00 a,m, to 9.00 p,m. Central Time,,
Morwday through Friday, except holidays) at'l-800-336-9i93 (also a 24-hour, -day
day number for emergency calls) to determine If fiber
optic cable is buried anywhere on the Railroad's promises to be used by the Political Body, If It is,'Political, Body will telephone the
telecommunications company(ies) involved, arrange for a cable locator, and make arrangements for relocation or other protection
of the fiber optic cable prior to beginning any work on the Railroad's premises.
SECTION 9. INTERIM WARNING _PE"ICES
If at anytime it is determined by a competent authority, by the Political Body, or by agreement between the parties, that new or
Improved train activated warning devices should be installed at the Crossing Area, the Political Body shall install adequate temporary
warning devilces,or signs and impose appropriate vehicular control measures to protect the motoring public until the new or Improved
devices have been installed.
SECTION 10. OTHER RAILROADS
All protective and indemnifying provisions of this Agreement shall inure to.the benefit of the Railroad and any other railroad company
lawfully using the Railroad's property or facilities.
SECTION11. REMEDIII ,FOR BREACH OR NONUS,E
a) If the Political Body shall fail, -refuse or neglect to perform and abide by,the terms of this Agreement, the Railroad, in addition
to any other rights and remedies, may perform any work which in the judgment of the Railroad is necessary to place 'the highway
and appurtenances in such condition as will not menace, endanger, or interfere with the Railroad's facilities or operations or
jeopardize the Railroad's employees; and the Political Body will reimburse the Railroad for the expenses thereof.
b) Nonuse by the Political Body of the Crossing Area for public highway purposes continuing at anytime for a period of eighteen
(18) months -shall, at the option of the Railroad, work a termination of this Agreement and of all rights of the Political Body hereunder.
c) . The Politi I cat Body will surrender peaceable possession of the Crossing Area and Roadway upon termination of this Agreement.
Termination of this Agreement shall not affect any rights, obligations or liabilities of the parties, accrued or otherwise, which may
have arisen prior to termination.
SECTION 12. MODIFICATIQ!j- _ENTIRE AGREEMENT
No waiver, modification or amendment of this Agreement shall be of any force or effect unless made in writing, signed by the
Political Body and the Railroad and Specifying with particularity the nature and extent of such waiver, modification or amendment.
Any waiver by the Railroad of any default by the Political Body shall not affect or impair any right arising from any subsequent
default, 'This Agr
eement and Exhibits attached hereto and made a part hereof constitute the entire understanding between the
Political Body and the Railroad arid cancel and supersede any prior negotiations, understandings or agreements, whether written
or oral, with respect to the work or any part thereof.
SECTION 13. ASSIGN ME NT�SQCC —E:SSQBA.AN—Q AS —SIGNS
This Agreement shall not be assigned without the written consent of the Railroad. Subject hereto, this Agreement shall be
binding upon and inure to the benefit of the parties hereto and their successors and assigns.,
Public Road At -Grade Crossing Agreement ExB Terms of Agreement Exhibit B
Standard Form Approved, AVP-Law — 3110105 Page 4 of 4 ' To Public Road At -Grade Crossing Agreement
To
ment
BUILDING AMERICA'
Public Road At -Grade Grossing Agreement ExB-1
Standard Form Approved, AVP-Law — 3110/05
EXHIBIT B-1
TO PUBLIC ROAD AT GRADE CROSSING AGREEMENT
INSURANCE RE9_Q1_RE__M0N.,.._rS_
Contractor shall, at its role cost and expense, procure and maintain during the course of the Project and ullfil all Project work
on Railroad's property has been completed and until the Contractor has removed all equipment and materials from the Railroad's
property and has cleaned and restored Railroad's property to Railroad's satisfaction, the following Insurance coverage I
A. orninerc a GeneralsInsurance. This insurance shall contain a single limit of at least $5,000,000 each occurrence.
or claim and an aggregate limit of at least $ 10,000,000 and Include broad form contractual liability coverage. � Coverage must be
purchased on a post 1 99a ISO or equivalent form, Including but not limited to c . overage for the following:
• Bodily
odily Injury including death and personal Injury
• Property damage
• Fire legal liability (Not less than the replacement value of the portion of the premises .occupie occupied)
• Products and completed operations
The policy shall also contain the following endorsements which shall be Indicated on the certificate of Insurance:
The workers compensation and employee related exclusions in the above policy apply only to employees of the Contractor.
• The exclusions for railroads (except where the Job site Is more than fifty feet (50') from any railroad including but not limited
to tracks, bridges, trestles, roadbeds, terminals, underpasses or crossings), and explosion, collapse and underground
hazard shall be removed.
• Coverage for Contractor's (and Railroad's) employees shall not be exclude
• Waiver of subrogation
If the Contractor will be using, storing and/or handling hazardous materials, the Contractor, in addition to the other endorsements,
to be obtained by the Contractor as provided In this exhibit, must also ensure that the Commercial General Liability Insurance policy
contains a Designated Premises Pollution Coverage (CG00-39) endorsement Evidence of the endorsement must also be indicated
on the certificate of insurance that is Provided to the Railroad.
B. Business Automobile CRoxfteLrilAe -lnsuranc(-. This insurance shall contain. a combined single limit of at least $5,000,000 per
occurrence or claim, including but not limited to coverage for the following:
• Bodily Injury and property damage non -owned
• Any arid all motor vehicles Including owned, hired and
The policy shall also contain the following endorsements which shall be Indicated on the certificate of Insurance,
The workers compensation and employee- related exclusions in the above policy apply only to employees of the Contractor.
The exclusions for railroads (except where the Job site is more than fifty feet (50') from any railroad 'including but not limited
to tracks, bridges, trestles, roadbeds, terminals, underpasses or crossings), and explosion, collapse and underground
hazard shall be removed.
Motor Carrier Act Endorsement- Hazardous materials clean up (MCS-90) If required by law.
C. Wrkers nL)Lens on a �Llak,? including but not limited to:
aq
oCor
• Contractors statutory liability under the workers' compensation laws of the state(s) affected by this Agreement
• Employers' Liability (Part B) with limits of at least
$500,000 each accident, $500,000 disease policy limit
$500,000 each employee
If Workers Compensation insurance will not cover the liability of Contractor in states that require participation in state workers'
compensation fund, Contractor shall comply with the laws of such states. If Contractor is self -insured, evidence of state approval
Pumc Road At -Grade Xing Agwoment ExB-11 Terms of Agreement Exhibit B-1
$tandard Form Approved, AVP-Law — 3/10/05 Page 1 of 2 To Public Road At -Grade crossing Agreement
Public Road At -Grade Crossing Agreement ExB-1
BUILDINO AMERICK Standard FoiTn Approved, AVP-Law-31110/05
must I be provided along with evidence of excess workers compensation coverage. Coverage shall Include liability arising out of the
U. S. Longshoreman's and Harbor Workers' Act, the Jones Act, and the Outer Continental Shelf Land Act, if applicable.
The policy shall also contain the following endorsement which shall be indicated on the certificate of Insurance:
0 Alternate Employer Endorsement
D. Umbrella or Ex ess E0111cles In the event Contractor utilizes Umbrella or excess policies, these policies shall 'follow form" and
afford no less coverage than the primary policy.
E. Railroad Protective 1-labilltv Insurance naming only the Railroad as the Insured with a combined single limit of $2,000,000
per occurrence with a $6,000,000 aggregate. The policy shall be broad form coverage, for ®Physical Damage to Property" (ISO Form CG 00 35 0,7 98 or equivalent). A binder stating the policy is In place must be submitted to the Railroad until the original policy is
forwarded to the Railroad.
Other Re qU I re m e n ts
certificate of Insurance.
F. Punitive damage exclusion must be deleted, which deletion shall be Indicated on the certif
G. Contractor waives its right of recovery, and shall cause its insurers, through policy endorsement, to waive their right of
subrogation against Railroad including, without limitation, for loss of Contractor's owned or leased property or property under.
Contractor's care, custody and control. Contractor's insurance shall be primary with respect to any insurance carried by Railroad..
All waivers of subrogation shall be Indicated on the certificate of insurance.
H. All Policy(ies) required above (excluding Workers Compensation) shall provide severability of interests and shall name Railroad
as an additional insured. The coverage provided to Railroad as additional insured shall provide coverage for Railroad's negligence
whether sole or partial, active or passive, and shall not be limited by Contractor's liability under the inderrinity provisions of this
Agreement. Severability of Interest and naming Railroad as additional insured shall be Indicated on the certificate of
Insurance.
L Prior to commencing any work, Contractor shall furnish to Railroad original certificate(s) of insurance evidencing the required
coverage, endorsements, and amendments. The certificate(s) shall contain a provision that obligates the Insurance carnpany(les)
issuing sl,ich policy(ies) to notify Railroad in writing of any cancellation or material alteration, Upon Iraq I kiest from Railroad, a
certified duplicate original of any required policy shall be furnished.
J. , Any Insurance policy shall be written by a reputable insurance company acceptable to Railroad or with a current Best4s, Insurance
Guide Rating of A- and Class VII or better, and authorized to do business In the state(s) In which the service is to be provided,
K.- Contractor WARRANTS that this Agreement has been thoroughly reviewed by Contractor's insurance agent(s)/broker(s), who
have been instructed. by Contractor to procure the insurance Coverage required by this Agreement and acknowiedges that
Contractor's insurance coverage will be primary.
L. The fact that insurance is obtained by Contractor or Railroad on behalf of Contractor shall not be deemed to release or diminish
the liability of Contractor, incWding, without limitation, liability under the indemnity provisions of this Agreement. Damages
recoverable by Railroad shall not be limited by the amount of the required insurance coverage.
Public Road At -Grade Xing Agreement ExB-11 Terms of Agreement Exhibit 8-11
Standard Form Approved, AVP-Law — 3/10105 Page 2 of 2 To Public RoadAt-Grade Crossing Agreement
To
;ment
ms
!A ,.,. r, upRR PUBLIC PROJECTS
DATE: 2006-01-11
ESTIMATE OF MATERIAL AND FORCE ACCOUNT WORK
BY THE
UNION PACIFIC RAILROAD
DESCRIPTION OF WORK
RECOLLECTABLE CROSSING.SURFACE PROJECT.
PRE -PAID FROM CITY OF DENTON, TX, USING STANDARD LABOR ADDITIVES OF
235%.
UPRR TO FURNISH AND INSTALL 56 TRACK FEET OF NEW CROSSING INCLUDING
TIES, OTM AND BALLAST.
INSTALL BOOTLEGS AS REQUIRED FOR SIGNALIZATTON OF' TRACK.
PID: 54077 AWO: 55482 MP,SUBDIV: 723.02, CHOCTAW
SERVICE UNIT: 11 CITY: DENTON STATE: TX
DESCRIPTION QTY UNIT LABOR MATERIAL RECOLLy UPRR TOTAL
ENGINEERING WORK
ENGINEERING
LABOR ADDITIVE 235%
2350
TOTAL ENGINEERING
1000
2350
1000
2350
1000
----------~_3350 �~ 3350
SIGNAL WORK
2085
2085
2085
LABOR ADDITIVE 235%
2
2
SALES TAX
887
2
51
938
938
SIGNAL
_...~53
TOTAL SIGNAL
--2972 ..~
3025
3025
TRACK & SURFACE WORK
1.00 CL
723
596
1319
BALAST
4000
9171
4000
CONTRACTOR/OPERATOR
171
FOREIGN LINE FREIGHT
I'll9000
900
900
900
900
900
HOMELINE FREIGHT
16196
16196
96
16196 1
LABOR ADDITIVE 235%
101
101
MATL STORE EXPENSE,
563
423
86
986
986
OTM
56.00 TF
3330
8:553
11883
11509
RDXING
519
519
SALES TAX
2355
2355
2355
TRK-SURF,LIN
45.00 EA
4788
3473
B261
8261
XTIE
�
-
TOTAL TRACK & SURFACE
..�._.,..,�,.
27955 ~
1873 _...,�6
96691
4669
46691
LABOR/MATERIAL-EXPENSE 39277 18789-®--m®®~ -®-®
RECOLLECTIBLE/UPRR EXPENSE
ESTIMATED PROJECT COST
EXISTING RE09EABLE MATERIAL CREDIT
SALVAGE NONUSEABLE MATERIAL CREDIT
RECOLLECTIBLE LESS CREDITS
0
0
TOTAL P. Exhibit C
Surface Estimate of Material & Force Account Work
To Public Road At -Grade Crossing
Agreement
To
:merit
Im
DATE; 2006-03-21
HSTIKATR OF NATEXIAL AND FORCE ACCOUNT WORK
BY THE
UNION PACIFIC RAILROAD
DUCRIPTIOK OF WORKS
INSTALL RKWr3(XP-723.561, LSD Fb SIGNALS W/(IAIXS AND CWT IN t= WIN
AT VINTAGE PARxny IN DEN=, TX. X.P. 723,02 ON TO CWCW So.
SIGNAL PROJECT KWORR% RCN CLhRWN 967.7261
RAILROAD M P91PW ALL WORK I COST DISTRIBUTED AS FOLIM,
SIONAL - CITY OF DWM loot PRsFAY
PID: 53394 Mi 64113 XP,SMIVi 723,02, CHOMAX
VIEvICH UNIT, 11 CITY i DIRM STATES TX -
DESCRI PrIaw
= UNIT. LABOR XATRRIAL
. ... ..... ........
RHOOLL
.......
UPPR T=
MINEIRM WORK
gwlnnrj*
1916
1516
1916
LABOR ADDITIVE 177.601
10193
10093
10993
SIG-HwY w
4215
1215
4215
IVIAL ERGIN311M
....... ...
17024
....
........ ..
17024
.. .........
11024
SIGNAL WORK
76537
76537
76537
TCTAL $IGM
76537
........
76537
...... -
76537
TRACK L SURFACE WORK
811AL my
900
900
900
OMITRACT I -
0076
907C
0076
mum FILL/ROCK
600
$Do
000
LAM AWITIVE 177.684
55970
55970
55910
NMR GOVICA
4500
45"
4900
PERSONAL 9XIMIrss
42500
42500
42000
SIG-HwY XNG
31500
31600
31500
TRWPwwiou awm
4199
4699
4899
NZ TRAFFIC COUML
5990
5990
$990
TOTAL TRACK & SURFACE
....... ........
88370
•........
66765
........
255235
........
Issils
LAM/mMIAL EXPENSE 105394 143302 ........ ........
RECOLLRCrtMA/UPRR ZXPW= 248699 a ........
R"IKAT9D PROJXT COST 248696
RXISTINO RABLE HATERTAI, CREDIT 0
SALVAGE MMS&MILS XAT9XIAL CREDIT a
ASCOu=1BLR LESS CREDITS
ME ABOVE F1=W ARE RSTIMATES ONLY AND SUBJECT TO FIX=TION, IN TO FMT OF
AN IMCIMUS OR DICRUSE IN TUB =5 OR QVWM OF WIRIAls OR LABOR RRqIIM,
UPJtR KILL BILL PD1 AMA4 TRUCTION WETS AT 'Jifl CWW IFFEcTIVs RATS.
Exhibit C-1
Signal. Material and Force Account Work Estimate
To Pubfic Road At -Grade Crossing Agreemerst
To
Fl
rent
and
ESTIMATE OF MATERIAL AND FORCE ACCOUNT WORK
BY THE
UNION PACIFIC RAILROAD COMPANY
FOR THE
STATE OF TEXAS
DESCRIPTION OF WORK: Perform flagging services for the City of Denton for the
construction of a new public crossing in Denton, TX., at MP 723.02 - Choctaw Sub,
File: Crossing: Public
TX., Denton
Vintage Pkwy
MP 723.02 — Choctaw Sub
DOT' 795327T
City's job # 350104442
LOCATION:. FW SERVICE UNIT: 11
FLAGGING SERVICES
FLAGGING (per day)
Times 20 Days
Engineering Review
TOTAL PROJECT
$700.00
STATE: Texas DATE: 01/17/06
$1,400.00
$5,000.00
$6,400.00
EXISTING REUSABLE MATERIAL = NONE
SALVAGE NONUSABLE MATERIAL - NONE
WAINs 1901
Y.........
$6,400.00
TOTAL ESTIMATED COST OF PROJECT LESS CREDITS $6,400.00
THE ABOVE FIGURES ARE ESTIMATES ONLY AND SUBJECT TO FLUCTUATION.
IN THE EVENT OF AN INCREASE OR DECREASE IN THE COST OF AMOUNT OF
MATERIAL OR LABOR REQUIRED, THE STATE WILL BE BILLED FOR ACTUAL
CONSTRUCTION COST AT THE CURRENT RATES EFFECTIVE THEREOF.
Exhibit C-2
Flagging & Engineering Review Estimate of Material & Force Account Work
To Public Road At -Grade Crossing Agreement
To
ment
March 10, 2006
Steve Martchenke
Manager Industry & Public Projects
Union Pacific Railroad
Re: Choctaw Sub
MP 723.02
DOT 795327T
Private Crossing Clearing
Dear Mr.'Martchenke:
After careful inspection of the above crossing this bid is for the amount of $8,211.00 (Eight Thousand Two
Hundred Eleven Dollars) which will include the clear cutting of 500' NW quad, 300' SE SW and NE quacis
to the full extent of the right of way. All ovedrangine, litribs will be cut to the edge of the rigla of way and
all debris will be rough cut or chipped as needed and spread evenly. All tree removals will be cut to leave a
stkirap no taller than 4 inches and all cut trees will be basal treated with an herbicide in ' ixture to help prevent
re -growth When completed crossing will be left as close as possible to original grade — we will not be
responsible for re -grading or producing a final grade appearance.
Work will be preformed by our contracted crew from J. B. Bumgardner Enterprise, with all of their
employees trained in the Union Pacific and DeAngelo Brothers, Inc. Roadway Worker Protection Safety
Training. All safety gear and PPE will be utilized to maintain a safe work environment. The Union Pacific
MTM or his designate will be contacted at the commencement of work and daily (or as'needed) for job
briefings. Crossing will be inspected for compliance standard by a DeAngelo Brothers, Inc, representative
when work is completed.
Please allow a minimum of two weeks lead time to mobilize crew before desired start date.
Contact me for any ftuther information or concerns.
Invoice will be payable in net 30 (thirty) days.
Sincerely;
Jeff Braden
Railroad Division Manager- Texas
Office (281) 391-1885
Cell (281) 7720613
E-Mail: jbraden@dbiscrvices.com
Exhibit C-3
Vegetation Clearing Estimate
To Public Road At -Grade Crossing Agreement
To
WIT
UNION PACIFIC RAILROAD COMPANY
Real Estate Department
1400 Douglas Street, MS 1690
Omaha, NE 68179-1690
(402) 544.-8620
January 30, 2006
To the Contractor:
. . Before Union Pacific Railroad Company can permit you to perform work of, its property for the construction'
and maintenance of the new Vintage Parkway at -grade public road crossing, -it will be necessary for you to sign and
complete two originals of the enclosed Contracl,,,y mT Jai,hf o �_n1CL_A_9tce2!9 L) as follows:
1. Fill in the po Right jnplete legal name of the'contractor in the space provided on Page I of the Contractor's t Of
Entry 'ALVeernent. If a corporation, give the state of incorporation, -If a partnership, give tile names of all
partners.
2. Fill in the date construction will begin and be completed in Article 5,.Paragraph A.
Fill in the name of the contractor in the space provided in the signature block at the end of the Contractor's
Right of Entry Agreement. If the contractor is a corporation, the person signing on its behalf must be an
elected corporate officer.
4. Execute and return all copies of the Contractor's Right of Entry Agreement together with your Certificate of
Insurance as required in Exhibit B-1, in the attached, self-addressed envelope.
Check made payable to the Union Pacific Railroad Corapany in the amount of $500,00, if you require formal
billing, you may consider this letter as a fonnal bill. In compliance with the Internal Revenue Services" new
policy regarding their Form 1099, 1 certify that 94-6001323 is the Railroad Company's correct Federal
Taxpayer Identification Number areal chat Union Pacific Railroad Company is doing business as a corporation.
After approval of the Contractor's Right of Entry Agreement and insurance certificate, one frilly executed
counterpart of the agreement will be returned to you. In no event should you begin work until you have received your
counterpart of the fully executed agreement.
Under Exhibit B-1 of the enclosed Contractor's Rio, it of Entry Agreernent, you are required to procure certain
insurance and insurance endorsements including but not limited to, Railroad Protective Liability Insurance (RPLI') for
the duration offllis project. Asa service to you, Union Pacific is rriaking this coverage available to you through Marsh
USX, If you decide that acquiring the RPLI coverage from Marsh USA is of benefit to you, please contact Mike
McGradc @ 900-729-7001; fax. 8,16-556-4362; or c-�Imail: michael.m.cgrade@marsh.com.
if you have any questions concerning this agreement, please contact me as noted below. Have a safe day!
Paul G. Farrell
Senior Manager Contracts
Phone: (402) 544-8620
e-mail: pearrell@up-com
Exhibit D
Contractor's Right of Entry Agreement
To Public Road At -Grade Crossing Agreement
Contractor's Right of Entry — (Texas) 01126/06
Form Approved - AVP Law
UPRR Folder No. 23 57-20
CONTRACTOR'S
RIC311"r 0F1-7NTRY,AQR�,-,',EM
(TEXAS)
THIS AGREEMENT is made and entered into as of the day of
200_, by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation
("Railroad"); and . ....
(Name of Contractor)
a corporation ("Contractor").
(State of Incorporation)
RECITALS:
Contractor has been hired by the Cit.'Y q"Denton to perform work, relating to the construction,
maintenance. and use of the new Vintage parkway at -grade public road crossing (the "work"), with
all or a portion of such work to be performed on property of Railroad in the vicinity of Rzailroad's
Mile Post 723.02 on Railroad's Choctaw Subdivision, at or near DOT No. 795 327T, located at or
near Denton, in Denton County, State of Texas, which work is the subject of:a contract dated
between Railroad and the City of Denton, as such location is also shown
(Date of C&M,4greement)
on the print marked Exhibit D, attached hereto and hereby made a part hereof.
Railroad is willing to permit Contractor to perform the work described above at the location
described above subject to the terms and conditions contained iri this Agreement -
AGREEMENT:
NOW, THEREFORE, it is mutually agreed by and between Railroad and Contractor, as
follows:
ARTICLE I - 'DEFINITION OFCONI'1? d
For purposes of this Agreement, all references in this agreement to Contractor shall include
Contractor's contractors, subcontractors, officers, agents and employees, and others acting under its
or their authority.
ARTICLE 2 - RK0'11`1'GRANTFD- 1"WIPOSE.
. Railroad hereby grants to Contractor the right, during the term hereinafter stated and -upon
and subject to each and all of the terms, provisions and conditions herein contained, to enter' upon
and have ingress to and egress from the property described in the Recitals for the purpose of
performing ally work described I in the Recitals above. The right herein granted to Contractor . is
Contr=toes Right of Entry — (Texas) Page I of 4 January 30, 2006
Form Approved - AVP Law 0 1 /26/06
Contractor's Right of Entry- (rexas) 01/26/06 UPRR F'oider No. 2357-20
Form Approved - AVP Law
limited to those portions of Railroad's'property specifically described herein, or as designated by the
Railroad Representative named in Article 4.
ARTICLE 3 - 'FERMS AND AND C..
The terms and conditions contained in Exhibit A, Exhibit Band Exhibit C, attached hereto,
are hereby made a part of this Agreement.
ARTICLE 4 - ALL E:1''ENS TC 13'I. 11t.)1 NF?m lI " CLF'N`"I"RAf"'I'OII- RAIF..lL+OAIi►
REP RES 1 1" NATIVE.
A. Contractor shall bear any and all costs and expenses associated with any work
performed by Contractor, or any costs or expenses incurred by Railroad relating to this Agreement.
& 'Contractor shall coordinate all of its work with the following Railroad representative
or his or her duly authorized representative (the "Railroad Representative"):
Don Traylor
Manager Track Maintenance
Union Pacific Railroad Company
101 South Watson Road
Arlington, TX .76010
Phone: 817-878-4609
Fax: 817-640-8710
C. Contractor, at its own expense, shall adequately police and supervise all work to be
performed by Contractor and shall ensure that such work is performed in a safe manner as set forth
in Section 7 of Exhibit A. The responsibility of Contractor for safe conduct and adequate policing
and supervision of Contractor's, work shall not be lessened or otherwise affected by Railroad's
approval of plans and specifications involving the work,, or by Railroad's collaboration . in
performance of any work, or by the presence at the work site of a Railroad Representative, or by
compliance by Contractor with any requests or recommendations made by Railroad Representative.
ARTICLE S - TERM; TERMINATION.
A. The grant of right herein made to Contractor shall commence on the date of this
Agreement, and continue until unless sooner terminated as herein
(Date of Expiration)
provided, or at such time as Contractor has completed its work on Railroad's property, whichever
is earlier. Contractor agrees to notify the Railroad Representative in writing when it has completed
its work on Railroad's property.
B. This Agreement may be terminated by either party on ten (10) days written notice to
the other party.
Contractor's Right of Entry — (Texas) Page 2 of 4 January 30, 2006
Form Approved -AVP Law 01/26/06
Contractors Right of Envy - (Texas) 0126/06 UPRR Folder No. 2357-20
Form Approved - AVP Law
ARTICLE 6 - CE11"III.FICA"I E CF MS RAl' CE. .
A. Before commencing any work, Contractor will provide Railroad with the insurance
binders, policies, certificates and/or endorsements set forth in Exhibit B of this Agreement.
B. All insurance correspondence, binders, policies, certificates and/or endorsements shall
be sent to:
Union Pacific Railroad Company
Real Estate Department
1400 Douglas Street, MS 1690
Omaha, NE 68179-1690
attn: UPRR Folder No.: 2357-20
ARTICLE 7 - DISMISSAL OF CO T1IAC"I'01 's T' 91"LC EE.
At the request of Railroad, Contractor shall remove from Railroad's property any employee
of Contractor who fails to conform to the it'istructions of the Railroad Representative it, connectiola
with the work on Railroad's property, and any right of Contractor shall be suspended until such
removal has occurred. Contractor shall indemnify Railroad against any claims arising from the
removal of any such employee from Railroad's property.
ARTICLE 8 - t lll'' I NT 1HI Tl'� E FEE.
Upon the execution and delivery of this Agreement, Contractor shall pay to Railroad Five
Hundred Dollars ($500.00) as reimbursement for clerical, administrative and handling expenses in
connection with the processing of this Agreement.
ARTICLE 9 - CROSSINGS.'
No additional, vehicular crossings (including tcniporary haul roads) or pcdestrian crossings
over Railroad's trackage shall be installed or used by Contractor without the prior written permission
of Railroad.
ARTICLE 10 - EXPLOSIVES.
Explosives or other highly flammable substances shall not be stored on -Railroad's property
without the prior written approval of Railroad.
C'vntrmrcwtor°s RieAt of'1 rmtry - fftw) Page 3 of 4. January 30, 2006
`Fol m,rlPgmwo-AVi'r"Lim 0i/ drdt46
Contractor's Right of Entry— (Texas) 01 /26/06
Form Approved - AVP Law
UPRR Folder No. 2357-20
IN WITNESS WHEREOF, the parties hereto have duly executed this agreement in
duplicate as of the date first herein written. . .
UNION PACIFIC RAILROAD COMPANY
(Federal Tax ID #94-6001323) .
0
PAUL G. FARRELL
Senior Manager Contracts
im
Title:
(Name of Contractor)
Contractor's Right of Entry — (rezas) Page 4 of 4 January 30, 2006
Form Approved - AVP Law 01/26/06
Texas CROE ExA
Form App!oved,AVP-Law 01/26106
EXHIBIT A
TO CONTRACTOR'S RIGHT OF ENTRY AGREEMENT
TERMS LNP_Q(NDITI0Na
Section 1. NOTICE OF COMMENCEMENT OF WORK tJ,GGING,
. A. Contractor agrees to notify the Railroad Representative at least ten (10) working days in advance of Contractor
commencing Its work and at least ten (10) working days in advance of proposed performance of any work by Contractor in which
any person or equipment Will be within twenty-five (25) feet of any track, or will be near enough to any track that any equipment
extension (such as, but not limited to, a crane boom) will reach to within twenty-five (25) feet of any track, No wo* of any kind shall
be performed, and no person, equipment, machinery, tool(s), material(s), vehicle(s), or thing(s) shall be located, operated, placed,
or stored within twenty-five (25) feet of any of. Railroad's track(s). at any time, for any reason, unless and until a Railroad flagman
is provided to watch for trains. Upon receipt of such ten (10)-day notice, the Railroad Representative will determine and inform,
Contractor whether a flagman need be present and whether Contractor needs to implement any special protective or safety
measures. If flagging or other special protective or safety measures are performed by Railroad, Railroad will bill Contractor for such
expenses incurred by Railroad, unless Railroad and a federal, state or local governmental entity have agreed that Railroad Is to bill
such expenses to the federal, state or local governmentaVentity. If Railroad will be sending the bills to Contractor, Contractor shall'
pay such bills within thirty (30) days of Contracjors receipt of billing. If Railroad performs any flagging, or other special protective
or safety measures are performed by Railroad; Contractor agrees that Contractor is riot relieved of any of its responsibilities or
liabilities set forth in this Agreement.
B. The rate of pay per hour for each flagman will be the prevailing hourly rate in effect for an eight-hour.day for the
class of flagmen used during regularly assigned hours and overtime in accordance with Labor Agreements and Schedules in effect
at the time the work Is performed. In addition to the cost of such labor, a composite charge for vacation, holiday, health and welfare,
supplemental sickness, Railroad Retirement and unemployment compensation, supplemental pension, Employees Liability and
Property Damage and Administration will be included, computed on actual payroll. The composite charge will be the prevailing
composite charge in effect at the time the work is performed, One and one-half times the current hourly rate Is paid for overtime,
Saturdays and Sundays, and two and one-half times current hourly rate for holidays. Wage rates are subject to change, at any time,
by law or by agreement between Railroad and its employees,, and may be retroactive as a result of negotiations or a ruling of an
authorized governmental agency, Additional charges on labor are also subject to change. If tlia wage rate or additional charges
are changed, Contractor (or the govemmental entity, as, applicable) shall pay on the basis of the new rates and charges.
C. Reimbursement to Railroad will be required covering the full eight -hour day during which any flagman is furnished,,
unless the flagman can be assigned to other Railroad work during a portion of such day, in which event reimbursement will, not be
required for the portion of the day during which the flagrnan is engaged In other Railroad work. Reimbursement will also be required
for any day not actually worked by the flagman following the flagman's assignment to, work on the project for which 'Railroad 'is
required to pay the flagman and which could not reasonably be avoided by Railroad by assignment of such flagman to other work
even, though Conti -actor may not be working during such time. When It becomes necessary for Railroad to bulletin and assign an
employee to a flagging position In compliance with union collective bargaining agreements, Contractor must provide Railroad a
minimum of five (5) days notice prior to the cessation of the need for a flagman, if five (5) days notice of cessation Is not given,
Contractor will still be required to pay flagging charges for the five (5) day notice period required by union agreement to be given
to the employee, even'though flagging is not required for that period. An additional ten (10) days notice must then, be given to
Railroad If flagging services are needed again after such five day cessation notice has been given to Railroad.
Section 2. LIMJ,TATIO,NAND SUBORQINATION OF RIGII:Lq.-GRANTED
A. The foregoing grant of right is subject and subordinate to the prior and continuing right and obligation of the
Railroad to use and maintain its entire property Including the right and power of Railroad to construct, maintain, repair, renew, use,
operate, change, modify or relocate railroad tracks, roadways, 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 I by
Railroad without liability to Contractor 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 Railroad's property, and others) and the right of Railroad to renew and extend the same, and is made without covenant
of title or for quiet enjoyment.
Texas CROE ExA Page I of 4 Exhibit
Form Approved, AVP4-aw 01/26106 Terms & Conditions
To Contractors Right of Entry Agreement
Texas CROE ExA
Form Approved, AVP4Law 01/26/06
Section 3. NOINTERFEREN(!,,F- ITH OPERATIONS OILEN-L-ROAD ANRLY—ST-ENA-01S
I A. Contractor shall conduct its operations so as not to interfere with the continuous and uninterrupted use and
operation of the railroad tracks and property of Railroad, including without limitation, the operations of Railroad's lessees, licensees
or others, unless specifically authorized in advance by the Railroad Representative, Nothing shall be done or permitted to be done
by Contractor at any time that would in any manner Impair the safety of such operations. When not in use, Contractors machinery
and materials shall be kept at least fifty (50) feet from the centerline of Railroad's nearest track, and there shall be no vehicular
crossings of Railroads tracks except at existing open public crossings.
B. Operations of Railroad and work performed by Railroad personnel and delays in the work to be performed by
Contractor caused by such railroad operations and work are expected toy Contractor, arid Contractor agr"-.s that Railroad shall have
no liability to Contractor, or any other person or entity for any such delays, The Contractor shall coordinate its activities with those
of Railroad and third pz . irties so as
s to avoid Interference with railroad operations, The safe operation of Railroad train movements
and other activities by Railroad takes precedence over any work to be performed by Contractor.
Section 4.LIENS.
Contractor shall pay In fuil all persons who perform labor or provide materials for the work to be performed by Contractor.
Contractor shall not.create, permit or suffer any mechanic's or materialmen's liens of any kind or nature to be created or enforced
against any property of'Railroad for any such work performed. Contractor shall indemnify and hold harmless Railroad from and
against any and all liens, claims, demands, costs or expenses of whatsoever nature in any way connected with or growing out of
such work done, labor performed, or materials furnished. If Contractor fails to promptly cause any lien to be released of record,
Railroad may, at its election, discharge the lien or claim of lien at Contractors expense.
Sectlon 6. PROT ECTION OF FIBER OPTIC CAF3LE1ygTEMS-
A. Fiber 6 1 ptic 6ble systems maybe buried on Railroad's property, Protection of the fiber optic cable syst erns is of
extreme Importance "since any break could disrupt service to users resulting in, business interruption and loss of revenue and profits.
Contractor shall telephone Railroad clUflng normal business hours (7:00 am). to 9:00 p.m. Central Time, Monday through Friday,
except holidays) at 1-600-336-9193 (also a 24-hour, T-day number for emergency calls) to determine if fiber optic cable is buried
anywhere on Raiiro6d's property to be used by Contractor, If It is, Contractor Will telephone the telecommunications cornpany(ies)
Involved, make arrangements for a cable locator and, if applicable, for relocation or other protection of the fiber optic cable.
Contractor shall not commence any work, until all such protection or relocation (if applicable) has been accomplished.
B. IN ADDITION TO OTHER INDEMNITY PROVISIONS IN THIS AGREEMENT, CONTRACTOR SHALL
INDEMNIFY, DEFENDAND HOLD RAILROAD HARMLESS FROM AND AGAINST ALL'COSTS, LIABILITY AND EXPENSE
'WHATSOEVER (INCLUDING', WITHOUT LIMITATION, ATTORNEYS' FEES, COURT COSTS AND EXPENSES) ARISING OUT
OF ANY ACT OR OMISSION OF CONTRACTOR, ITS AGENTS AND/OR EMPLOYEES, THAT. CAUSES OR CONTRIBUTES TO
(1) ANY DAMAGE TO OR DESTRUCTION OF ANY TELECOMMUNICATIONS SYSTEM ON RAILROADS 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 RAILROADS PROPERTY. CONTRACTOR
SHALL NOT HAVE OR; SEEK RECOURSE AGAINST RAILROAD 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 RAILROAD'S PROPERTY OR A CUSTOMER OR USER OF SERVICES OF THE
FIBER OPTIC CABLE ON RAILROAD'S PROPERTY.
Section 6. PERMITS - COMPLIANCE WITH LABYq
In the prosecution of the work covered by this Agreement, Contractor shall secure any and all necessary permits and shall
comply with all applicable federal, state and local laws, regulations and enactments affecting the work including, without limitation,
all applicable Federal Railroad Administration regulations.
Section 7. SAFETY.
A. Safety, of personnel, property, rail operations and the public is of paramount importance In the prosecution of the
work performed by Contractor, Contractor shall be responsible, for initiating, maintaining and supervising all safety,00per-ations and '
programs in connection with the work. Contractor shall at a minimum c"nply with Railroad's safety standards listed in Exhibit C,
hereto attached, to ensure uniformity with file safety standards followed by Railroad's own forces. As a part of Contractors safety
responsibilities, Contractor shall notify Railroad if Contractor deten-nines that any of Railroad's safety standards are contrary to good
safety practices. Contractor shall furnish copies of Exhibit C to each of its employees before they enter -the job site.
Texas CROE ExA Page e 2 of 4 Exhibit A
Form Approved, AVP4-aw 01/26/66 Terms & Conditions
To Contractors Right of Entry Agreement
Texas CROE ExA
Forrn Approved, AVP-Law 01 /26/06
B. Without limitation of the provisions of paragraph A above, Contractor shall keep the Job site free from safety and
health hazards and ensure that its employees are competent and adequately trained in.all safety and health. aspects of the job.
C. Contractor shall have proper firstaid supplies available on the job site so that prompt first aid services may be
provided to any person injured on the job site,, Contractor shall promptly notify Railroad of any U.S. Occupational Safety and Health
Administration reportable injuries. Contractor shall have a nond'elegable duty to control its employees while they are on the job site
or any other property of Railroad, and to be certain they do not use, be under the influence of, or have in their possession any
alcoholic beverage, drug or other substance that may inhibit the safe performance of any work.
D. If and,when requested by Railroad, Contractor shall deliver to Railroad a copy of Contractor's safety plan for
conducting the work (the "Safety Plan"), Railroad shall -have the right, but not the obligation, to require Contractor to correct any
deficiencies in the Safety Plan. The terms of this Agreement shall control if there are any Inconsistencies between this Agreement
and the Safety Plan.
Section 8. INDEMNITY.
A: TO THE EXTENT NOT PROHIBITED BY APPLICABLE STATUTE, CONTRACTOR SHALL INDEMNIFY,
DEFEND AND, HOLD HARMLESS RAILROAD, ITS AFFILIATES, AND ITS AND THEIR OFFICERS, AGENTS AND EMPLOYEES
("INDEMNIFIED PARTIES") FROM AND AGAINST ANY AND ALL LOSS, DAMAGE, INJURY, LIABILITY, CLAIM, DEMAND,
COST OR EXPENSE (INCLUDING, WI'iTHOOT LIMITATION, ATTORNEYS, CONSULTANTS AND EXPERTS FEES; AND
COURT COSTS), FINE OR PENALTY (COLLECTIVELY, "LOSS") INCURRED BY`ANY PERSON (INCLUDING, WITHOUT
LIMITATION, ANY INDEMNIFIED PARTY, CONTRACTOR, OR ANY EMPLOYEE OF CONTRACTOR OR OF ANY INDEMNIFIED
PARTY) ARISING OUT OF OR IN ANY MANNER'CONNECTED WITH (1) ANY WORK PERFORMED BY CONTRACTOR, OR (11)
ANY ACT OR OMISSION OF CONTRACTOR„ ITS OFFICERS,„ AGENTS OR EMPLOYEES, OR (III) ANY BREACH OF.THIS
AGREEMENT BY CONTRACTOR.
f3. THE RIGHT TO INDEMNITY UNDER THIS SECTION 8 SHALL ACCRUE UPON OCCURRENCE OF THE EVENT
GIVING RISE TO THE LOSS, AND SHALL APPLY REGARDLESS OF ANY NEGLIGENCE OR STRICT LIABILITY OF ANY
INDEMNIFIED PANTY, EXCEPT W14EI E THE LOSS IS CAUSED BY' THE SOLE ACTIVE NEGLIGENCE OF AN INDEMNIFIED
PARTY AS ESTAI LI HED BY THE FINAL JUDGMENT OF A COURT OF COMPETENT JURISDICTION. THE SOLE ACTIVE
NEGLIGENCE OF ANY INDEMNIFIED PARTY SHALL NOT BAR THE RECOVERY :OF ANY OTHER INDEMNIFIED PARTY.
C: CONTRACTOR EXPRESSLY AND SPECIFICALLY ASSUMES POTENTIAL LIABILITY UNDER THIS SECTION
8 FOR CLAIMS OR ACTIONS BROUGHT BY- CONTRACTOR'S OWN EMPLOYEES: CONTRACTOR WANES ANY IMMUNITY
IT MAY HAVE UNDER WORKER'S COMPENSATION OR INDUSTRIAL INSURANCE ACTS TO INDEMNIFY RAILROAD UNDER
THIS SECTION 8. CONTRACTOR ACKNOWLEDGES THAT THIS WAIVER WAS MUTUALLY NEGOTIATED BY THE PARTIES
HERETO.
D. . NO COURT OR JURY FINDINGS IN ANY EMPLOYEE'S SUIT PURSUANT:: TO ANY WORKER'S
COMPENSATION ACT OR THE FEDERAL EMPLOYERS' LIABILITY ACT AGAINST A PARTY TO THIS AGREEMENT MAY BE
RELIED UPON OR USED BY CONTRACTOR IN ANY ATTEMPT TO ASSERT LIABILITY AGAINST RAILROAD.
E. THE PROVISIONS OF THIS SECTION 8 SHALL SURVIVE THE COMPLETION OF ANY WORK PERFORMED
BY CONTRACTOR OR THE TERMINATION OR EXPIRATION OF THIS AGREEMENT, IN NO EVENT SHALL THIS SECTION
8 OR ANY OTHER PROVISION OF THIS AGREEMENT BE DEEMED TO LIMIT ANY LIABILITY CONTRACTOR MAY HAVE TO
ANY INDEMNIFIED PARTY BY STATUTE OR UNDER COMMON LAW.
Section 9. RESTtATION OF PROPERTY.
In the event Railroad authorizes Contractor to take down any fence of Railroad or in any manner move or disturb any of the
other property of Railroad in conneotlon wifh the work to be performed by Contractor, then in that event Contractor shall, as soon
as possible and at Contractor'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. Contractor shall remove all of Contractor's tools,
equipment„ rubbish and other materials from Railroad's, property promptly upon completion of the work, restoring Railroad's property
to the same state and condition as when Contractor entered thereon.
Texas CROE ExA Page 3 of 4 Exhibit A
Form Approved, AVP-Law .01/26/06 Terms & Conditions
To Contractor's Right of Entry Agreement
Texas CROE ExA
Form Approved, AVP-Law 0126106
Section 10. keVAI"+E Ct tEf A T.
Waiver by Railroad of any breach or default of any condition, covenant or agreement herein contained to be kept, observed
and performed by Contractor shall in no way Impair the right of Railroad to avail itself of any remedy for any subsequent breach or
default.
Section 11. 22L�I TIQ! - ENTIRE AGREEMENT.
No modification of this Agreement•shall be effective unless made in writing and signed by Contractor and Railroad. This
Agreement and the exhibits attached hereto and made a part hereof constitute the entire understanding between Contractor and
Railroad and cancel and supersede any prior negotiations, understandings or agreements, whether written or oral, with respect to
the -work to be performed by;Contractor.
Section 12. ASSIGNMENT - SUBCONTRACTING.
Contractor shall not assign or subcontract this Agreement, or any 'interest therein, without the written consent of the
Railroad. Contractor shall be responsible for the acts and on'tissions of all subcontractors, and shall require al'l subcontractors to
maintain the insurance coverage required to be maintained by Contractor as provided in this Agreement, and to indemnify Contractor
and Railroad to the some extent as Railroad Is indemnified by Contractor under this Agreement.
Texas CROE ExA Page 4 of 4 Exhibit A
Form Approved,AVP-Law 01/2606 Terms & Conditions
To Contractoes Right of Entry Agreement
Texas CROE ExB
Form Approved, AVP4-aw 01126106
EXHIBIT B
TO CONTRACTOR'S RIGHT OF ENTRY AGREEMENT
LN_SURANCE PRQVI0N5,
Contractor shall, at its sole cost and expense, procure and maintain during the course of the Project and until all Project work
on Railroad's property has been completed and the Contractor has removed all equipment and materials from Railroad's
property and has cleaned and restored 'Railroad's property to Railroad's satisfaction, the following insurance coverage:
A. Commercial General Liability insurance. Commercial general liability (CGL) with a -limit of not less than $5,000,000
each occurrence and an aggregate limit Of not less than $10,000,000. 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 foliowing endorsement, which must be stated on the certificate of Insuranoe:
• Contractual Liability Railroads ISO form CG 2417 10 01 (or a substitute form providing equivalent coverage)
showing "Union Pacific Railroad Company Property" as the Designated
gnated Job Site.
B. Aurance, Business auto coverage written on ISO form CA 00 01 (or a substitute
Business _Automobi
form providing equivalent IlablIlty coverage) with a combined single limit of not less $5,000,000 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 fon-n CA 20 7010 01 (or a substitute form
providing equivalent coverage) showing "Union Pacific Property" as the Designated Job Site.
• Motor Carrier Act Endorsement - Hazardous materials clean up (MCS-90) if required by law.
C. Workers'-L'orn I erisation andimpLoffle_W_L�Iabi lit insurance. Coverage must include but not be -limited to:
. . .. ...... a
•
Contractor's statutory liability tinder the workers' compensation laws of the state of T - xas.
• Employers' Liability (Part 6) with limits of at least $500,000 each accident, $500,000 disease policy limit
$500,000 each employee. -
If 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. Railroadprotective Llab'%Ii!yinsuraria,-, Contractor must maintain Railroad Protective Liability insurance written on
ISO occurrence form CG 90 35.12 04 (or a substitute form providing equivalent coverage) on behalf of Railroad as
named insured, with a limit of not -less than $2,000,000 per occurrence and an aggregate of $6,000,000. A binder
stabrig the policy is in place must be.submitted to Railroad before the work may be commenced and until the, . original
policy is forwarded to Railroad.
E. Umbrella or Excess insurance, If Contractor utilizes umbrella or excess policies, these policies must "follow form"
and afford no less coverage than the primary policy.
F. pollutlog L!qjllity insurance. Pollution liability coverage must be written on ISO form Pollution Liability Coverage
Form Designated Site,,t, CG 00 39 12 04 (or a substitute form providing equivalent liability coverage), with limits of at
least $5,000,000 per occurrence, and an aggregate limit of $10,000,000.
If the scope of work as defined in this Agre&nent includes the disposal of any hazardous or non -hazardous materials
Texas CROE ExB Page I of 2 Exhibit B
Form Approved, AVP-Law 01/26/06 Insurance Provisions
To Contractor's Right of Entry Agreement
Texas CROE ExB
Form Approved, AVP4-aw 01/26/05
from : the job site, Contractor must furnish to Railroad evidence of pollution legal liability insurance m.-aintained by the
disposal site operator for Mosses arising from the insured facility accepting the materials, with coverage in minimum
amounts of $1,000,000 per loss, and an annual aggregate of $2,000,000.
0thqLfie RHktM2!!LS
G. . All policy(les) required, above (except workers compensation and employers liability) must include Railroad 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 Railroad as additional insured shall, to the extent provided
under ISO Additional Insured Endorsement CG 20 26,,rind CA 20 48 provide coverage for Railroad's negligence
whether sole or partial, active or passive, and shall not be, limited by Contractors liability under the Indemnity provisions
of this Agreement,
H. Punitive damages exclusion, if any, must be deleted (and the deletion Indicated on the certificate of insurance), unless
the law governing t1iis Agreement prohibits all punitive damages that might arise Linder this Agreement.
I. Contractor waives all rights of recovery, and its insurers also . waive all rights of subrogation of damages against.
Railroad and i , ts agents, officers, directors and employees. This waiver must be stated on the certificate of insurance.
J. Prior to commencing the work, Contractor shall furnish Railroad with a certificate(s) of insurance, executed by a duly
authorized representative of each insurer, showing compliance with the insurance requirements in this Agreement;.�
K. All insurance policies must be written by a reputable insurance company acceptable to Railroad or with a current Bests
Insurance Guide Rating of A- and Class Vil or better, and authorized to do business in the State of Texas.
L. The fact that insurance is obtained by Contractor or by Railroad on behalf of Contractor Will not be deemed to release
or diminish the liability of Contractor, including, Without limitation,_
liability under the indemnity provisions of this
Agreement. Damages recoverable by Railroad from Contractor or any third party will hot be limited by the amount of
the required insurance coverage.
Texas CROE ExB Page 2 of 2 Exhibit B
Form Approved, AVP-Law 01M/061 Insurance Provisions
To Contractors Right of Entry Agreement.
Texas CROE ExC
Form Approved, AVP4-aw 01/26/06
EXHIBIT C
TO CONTRACTOR'S RIGHT OF ENTRY AGREEMENT
M LNIMUM 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.
1. 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; Contractors 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 anA 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 requirement's..
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 jewelry while operating or
working on machinery.
I1. 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 Rai lroad'Representabve.
(i) Hurd hat that meets the American National Standard (ANSI) Z89.1 — latest revision. Hard hats should be•
affixed with Contractor's company Ingo or name.
(',ii) Eye protection that meets American National Standard (ANSI) for occupational and educational eye and face
protection, , t17.1 _ latest revision. Additional eye protection must be provided to meet spei ific job situations
such as welding, grinding, etc.
(iii) Hearing protection, which affords enough attenuation to Clive 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.
On Track Safety
Contractor is responsible for compliance with the Federal Railroad Administration's Roadway Worker Frotecbon
regulations — 49CFR214, Subpart C and Railroad's On -Track Safety rules. Linder 49CFR214, Subpart C, railroad
contractor's 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:
Texas CROE ExC Page 1 of 2 Exhibit C
Form Approved, AVP-Law 01 /26/06 Minimum Safety Requirements
To Contractor's Right of Entry Agreement
Texas CROE ExC
Form Approved, AVP4-aw 01126/06
(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, refiectorized 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, If, in the opinion of
the Railroad Representative, any of Contractors equipment is unsafe for Use, Contractor shall remove such
,
equipment from Railroad's, property. In addition, Contractor must ensLire that the operators of allequipment are
properly trained and competent In the safe operation of the equipment, In addition, operators must be:
■ Familiar and comply with Rail . road'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 powedines.
V. .General Safety Requirements
A. Contractor shall ensure e 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 potontial hazards of the job,' If any employee has any questions or concerns
about the work, tile 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. switches, guard rails, or other track components.
(ii) Do not step or walk on tile top of the rail, frog, k equipment, leave
(III) In passing around the ends of standing cars, engines, roadway machines or work
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).
(N) Avoid walking or standing on a track unless so authorized by tile employee in charge.
(v) Before stepping over or crossing tracks, look in both directionth
s first.' of your duties ,
(vi) Do not sit on, Ile under, or cross between cars except as required in e performance
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.
Texas CROE ExC Page 2 of 2 Exhibit C
Form Approved, AVP4-aw 01126/06 Minimum Safety Requirements
To Contractor's Right of Entry Agreement
LOCATION PRINT ACCOMPANYING A
CONTRACTOR'S RIGHT OF ENTRY AGREEMENT
f RAILROAD WORK TO BE PERFORMED I EXHIBIT "D"
1. Flagging.
2, The Contractor is responsible for ensuring that the new public
road crossing construction project doesn't adversely impact
Railroad operations.
UNION PACIFIC RAILROAD COMPANY
CHOCTAW SUBDIVISION
MILE POST 723.02
GPS: N 33°, 09,8330'; W 97°, 09,4602'.
DENTON, DENTON CO,, TX.
To accompany Contractor's Right of Entry Agreement with
(Nam a 'of Contractor)
for the construction, maintenance and use of the new Vintage
Parkway at -grade public road crossing. '
Folder No. 2357-20 Date: January 30, 2006
WARNING
IN ALL OCCAStONS, U.P. CC' MMUNICA rTONS DEPAzRDAI--W1'r hAR.7; T BE CON7ACTED IN ADVANCE
of ANY 44+4}117fi 1 ,4 DT:"q°'EPTNONC C7€T�w`i ENCB AND I..OR" KTTON OF HBErR OPTIC (A1M.Lr:. ,
PRONE: 1{800) 336-9193
Exhibit D
Railroad Location Print
To Contractor's Right of Entry Agreement
T
ment
Costs
AREMA UNIT STATEMENT OF RAILROAD HIGHWAY GRADE CROSSING SIGNALS
ESTIMATED MAINTENANCE COSTS
FOR W054813
BY THE UNION PACIFIC RAILROAD
STREET
VINTAGE PARKWAY
TOWN
DENTON, TX
MILEPOST
723.02
SUBDIVISION
CHOCTAI
AAR/DOT.NO.
795 32TT
WORK ORDER#
W13
DESCRIPTION
UNIT VALUE
QUANTITY
UNITS
NON -CODED TRIL CIRCUIT, (S"adsbor AFTAC yr Hin 10)
1
0
0
SUPERFM POSED CIRCUTP(APrLc) / DEFECTION LOOP
2
HIGHWAY GRADE CROSSING SIGNAL
2
2
4
(ONE PAM OF PLASHING LIGHTS
ADDITIONAL PAIR OF LIGHTS
1
2
2
GATE MECHANISM, AUTOMATIC
8
2
16
WITH ARM UP TO 26 FT
CATE MECHANISM, AUTOMATIC
9
0
0
WITH ARM OVER 26 FT
GCP/HJCP (Cooaat wurul.e 00")
10
1
10
EXIT CATE MANAGEMENT SYSTEM RACK*
10
0
0
MOVEMENT DETECTOR (PMD)
6
0
0
MOVEMENT DETECTOR (STANDBY UNIT)
2
0
0
RADIO DATA LINK; PER UNIT
1
0
0
PREEMPTION CIRCUIT
2
0
0
DATA RECORDER
1
1
1
REMOTE MONITORING DEVICE*
2
0
0
BONDED RAIL. JOINTS 4p-� ww,.u, rwk ft$U eoeaeel
1
0
0
BATTERY AND CE ARGER (Per @a)
2
2
4
TOTAL UNIT COUNT 37
PAVEMENT RESTORATION COSTS (ActuW)
*UP suppacd Unit Vdue
October If, 200$
Anneal MoIntenance Coat at S145Nn1t $5,365
Exhlblt E
AREMA Unit Statement of Estimate of Maintenance Costs
To Public Road At -Grade Crossing Agreement
To
nent
Exhibit F
DENTONCOUNTY
COMMISSIONERS COURT
October 18. 2005
Month Day Year
Court Order Number: c5-6-7A.
THE ORDER:
A UIve t�t E2,_ v, .11) fte" loiler eteltO)fI110ITC1�1 iL
ad
Crossin fn Nrat -th —n—S!o
-
wid
Mi:wjo Roaq-
MotionbyLJk-&
—
Coun!y jUde
Mary Horn
—00 ED nn, LS 11 NLtrj_wSLNLI
Yes
Cynthia White
Abstain
No
Absent
Bobble J. Mitchell
Abib0n
No
Alwsrnt
Seconded by
Yes ✓v
Abstain
No —
Absent
COM MIVAIgn Pr PM N,
Sandy Jacobs
Abstain.
No
Absent
Yes
Jim Carter
Abstain
No
Absent
Motion Carried
PulIed from Consent No Action Postponed
By 01PEILPF = COM3USSIONERS COURT:
Cynthia Mitchell, County Cierk
and Ex-OffIclo Clerkafthe
'resialing Officer Commissioners Court of
A 'T'R AS TO F Denton County, Texas
% 1, 01ti
AssPrtanr s rict Attonicy C)DCP(
=
Exhibit f
SaOur Documents\Ordinances1061Vintage Parkway RR Crossing Agreement.doc
ORDINANCE NO. 2'610 --I Jam`
AN ORDINANCE APPROVING A PUBLIC AT -GRADE RAILROAD CROSSING
AGREEMENT BETWEEN THE CITY OF DENTON AND UNION PACIFIC RAILROAD
COMPANY COVERING THE CONSTRUCTION, MAINTENANCE, AND USE OF NEW
VINTAGE PARKWAY AT -GRADE PUBLIC ROAD CROSSING AT RAILROAD MILE
POST 723.02-CHOCTAW SUBDIVISION; PROVIDING FOR THE PERMANENT
CLOSURE OF CERTAIN RAILROAD CROSSINGS; AND PROVIDING AN EFFECTIVE
DATE.
WHEREAS, the City Council has been presented with a railroad crossing agreement
between the City of Denton and Union Pacific Railroad Company (the "Railroad"), a copy of
which is attached hereto and made a part hereof as Exhibit A (the "Agreement"); and
WHEREAS, the City Council hereby finds. that the Agreement is in the public interest;
NOW, THEREFORE;
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The findings and recitations contained in the preamble of this ordinance
are true and correct and are incorporated herein by reference_
SECTION 2. The Agreement is hereby approved. The City Manager or his. designee is
hereby authorized to execute the Agreement on behalf of the City and to exercise the rights and
duties of the City under the Agreement, including without limitation, the expenditure of funds
provided for in the Agreement.
SECTION 3. The City Council hereby makes the following findings:
a. The Denton County Commissioners Court has passed Court Order No. 05-0765
permanently closing the existing at -grade public street crossing at Collins Street
located at Railroad Mile Post 714.49, DOT No. 795 305T (the "Collins Crossing").
b. All rights to the private road crossing located at Railroad Mile Post 723.02 (the
"Private Crossing") were transferred to the City pursuant to that certain Street Right -
of -Way Deed for Vintage Parkway dated May 272003 and recorded in Vol. 5359,
Pages 05326 through 05332 of the Land Records of Denton County, Texas (the
"Street Deed"). Such private road area is located completely within the Vintage
Parkway right-of-way described in the Street Deed.
The City Manager, or his designee is authorized to take all actions and execute all documents on
behalf of the City necessary to provide the Railroad with evidence that the Collins Crossing and
the Private Crossing are permanently closed upon completion of the Project as provided in the
Agreement.
SECTION 4. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the day of
2006,
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPRO"t,"D AS '0 1'Fx,3AL FORM:
EDWIN M. S'NYlSik CJYY ATTORNEY
MM
i MT.
EXHIBIT "B" attachment to Ordinance
UNION PACIFIC RAILROAD COMPANY
SUPPLEMENTAL AGREEMENT BUILDING
Form A6?:p oy� ,,z, AVP-Law 01/21/2013
UPRR Folder No.: 2357-20
UPRR Audit No.: 240631
SUPPLEMENTAL AGREEMENT
T
HIS
. 1120TAl�(the ",j -lanent) is laacc ;olth
dayof 2 1�;b atid
UNION PACIFIC
T�AfITIOAB "���M�"AN'",
a Delawaaes corps ItNoal ("Railroad"') maid the CITY OF DENTON, a nwnic ipaal corporat oll or
political subdivision, to be addressed at 601 East Hickory, Suite B, Denton, TX 76205.
("Political Body").
RECITALS:
By instrument dated May, 16, 2006, Union Pacific Railroad Company and the Political
Body entered into an Agreement for Public At -grade Crossing Agreement identified as the
Railroad's Folder No. 2357-20, UPRR Audit No. 240631 (the "Original Agreement") covering
the construction, maintenance, and repair, of the Vintage Parkway at -grade public road Existing
Crossing Area (DOT No. 795327T), located at Mile Post 723.02 on its Choctaw Subdivision in
or near Denton, Denton County, Texas (the "Existing Crossing Area") as shown on the revised
Exhibit A-1 (railroad survey print) and Exhibit A-2 (detailed plans), both attached hereto and
hereby made part hereof.
The Political Body desires to amend the Original Agreement to widen the Existing
Crossing Area to include the "Additional Crossing Area". The Existing Crossing Area and
Additional Crossing Area are defined as the Road Crossing. Additionally, the Original
Agreement is amended to include a new Exhibit C-4 for the Surface Estimate of Material and
Force Account Work, and new Exhibit C-5 for Signal Estimate of Material and Force Account
Work.
AGREEMENT:
NOW, THEREFORE, IT IS MUTUALLY AGREED BY AND BETWEEN THE
PARTIES HERETO AS FOLLOWS:
SECTION 1 - AMENDMENT OF THE t RIGINAL AGREEMENT
,
� ��� ��.'" �"`� fi , �2
Effective as of ,Railroad and Political Body amend
the Original Agreement to replace E ibits. A-1 and Exhibit A-2, Location Print and Detailed
Print, with the attached Exhibit A-1 dated 1/23/18 and Exhibit A-2 dated 6/7/17 attached hereto
and hereby made part hereof.
Railroad and Political Body further amend the Original Agreement to include a new
Exhibit C-4 and Exhibit C-5, Estimates of Signal and Surface Material and Force Account
Work for the installation of a new warning devices and crossing surface at DOT 795327T,
attached hereto and hereby made a part hereof.
Page 1 of 3
UNION PACIFIC RAILROAD COMPANY
SUPPLEMENTAL AGREEMENT
Form Approved: AVP-Law 01/21/2013
BUILDING AMERICA'
Article 6(A) of the Original Agreement is amended to include a new Signal Estimate
of Material and Force Account Work, dated November 7, 2017, marked Exhibit C-4, and
new Surface Estimate of Material and Force Account Work, dated September 12, 2018, ,
marked Exhibit C-5 attached hereto and hereby made a part hereof (the "New Estimate"). As
noted in the New Estimate, the Licensor's estimated cost for the Licensor's work associated
with the Road Crossing is Six Hundred Forty Nine Thousand Two Hundred Twenty Dollars
($649,220.00).
SECTION 2 - RAILROAD GRANTS RIGHT
For and in consideration EIGHT THOUSAND THREE HUNDRED DOLLARS
($8,300.00) to be paid by the Political Body to the Railroad upon the execution and delivery of
this Agreement and in further consideration of the Political Body's agreement to perform and
comply with the terms of this Agreement, the Railroad hereby grants to the Political Body the
right to construct, maintain and repair the Roadway over and across the Crossing Area.
SECTION 3. WORK TO BE PERFORMED BY RAILROAD; :BJ.l 1JNI1 SENT
TO POLITICAL BODY; 1"OLl""11CAL BODY'S PAYMENT OF BILLS
A. The work to be performed by the Railroad, at the Political Body's sole cost and
expense, is described in the Railroad's Material and Force Account Estimates dated
9/12/18, and 11/7/17 marked Exhibit C, attached hereto and hereby made a part hereof (the
"Estimate"). As set forth in the Estimate, the Railroad's estimated cost for the Railroad's work
associated with the Project is Six Hundred Forty Nine Thousand Two Hundred Twenty Dollars
($649,220.00)
B. The Railroad, if it so elects, may recalculate and update the Estimate submitted to
the Political Body in the event the Political Body does not commence construction on the portion
of the Project located on the Railroad's property within six (6) months from the date of the
Estimate.
C. The Political Body acknowledges that the Estimate does not include any estimate
of flagging or other protective service costs that are to be paid by the Political Body or the
Contractor in connection with flagging or other protective services provided by the Railroad in
connection with the Project. All of such costs incurred by the Railroad are to be paid by the
Political Body or the Contractor as determined by the Railroad and the Political Body. If it is
determined that the Railroad will be billing the Contractor directly for such costs, the Political
Body agrees that it will pay the Railroad for any flagging costs that have not been paid by any
Contractor within thirty (30) days of the Contractor's receipt of billing.
D. The Railroad shall send progressive billing to the Political Body during the
Project, and final billing to the Political Body within one hundred eighty (180) days after
receiving written notice from the Political Body that all Project work affecting the Railroad's
property has been completed.
Page 2 of 3 _..... ..W.
UNION PACIFIC RAILROAD COMPANY
SUPPLEMENTAL AGREEMENT
Form ADDroved: AVP-Law 01/21/2013
BUILDING
E. The Political Body agrees to reimburse the Railroad within thirty (30) days of its
receipt of billing from the Railroad for one hundred percent (100%) of all actual costs incurred
by the Railroad in connection with the Project including, but not limited to, all actual costs of
engineering review (including preliminary engineering review costs incurred by Railroad prior to
the Effective Date of this Agreement), construction, inspection, flagging (unless flagging costs
are to be billed directly to the Contractor), procurement of materials, equipment rental,
manpower and deliveries to the job site and all direct and indirect overhead labor/construction
costs including Railroad's standard additive rates.
SECTION 3 - AGREEMENT SUPPLEMENTAL
This agreement is supplemental to the Original Agreement, as herein amended, and
nothing herein contained shall be construed as amending or modifying the same except as herein
specifically provided.
IN WITNESS WHEREOF, the parties hereto have caused this Supplement to be
executed in duplicate as of the date first herein written.
APPROVED AS TO LEGAL FORM:
AARON L f ALd GT Y AT N'ORNEY I
0
THIS AGREEMENT HAS BEEN BOTH
REVIEWED AND APPROVED AS TO
Financial and operation , o4figatiops and
Business terms.
Signature
b
t µ
........
"Title
Depallment R°
d
Date:
ATTEST:
CITY SECRETARY
CITY-(,) I " 1. 12_1
�TEX S
UNION PACIFIC RAILROAD COMPANY
(Federal Tax ID No. 94-6001323)
a
DANIEL A. LEIS
Senior Director -Real Estate
,11" " ICI +".DENWN
I� ----------
Printed Na�iwwe:.� �:. �� /� , #
Title: �X 141maye"r
Page 3 of 3
f�i'IIlYIIe�I
r ��INOT0=1
Rm
f
i\re`a�'�: 7,500 Sq� F"L 0,17 Acres
I otal crossing Area 16350 Sq. Ft. 0.37 Acres
LEGEND
EXISTING CROSSING AREA -
ADDITIONAL CROSSING.
AREA
UPRRCO. R/W OUTLINED ........
CARD 0235720.dgn
FILENAME
SCAN 0235720-TO61B011.tif
FILENAME�
NOTE: BEFORE YOU BEGIN ANY WORK, SEE
AGREEMENT FOR FIBER OPTIC PROVISIONS.
E X H I B I T A- I
UNION PACIFIC RAILROAD COMPANY
DENTON, DENTON COUNTY, TX
M.P. 723.02 - CHOCTAW SUB
MP TX V-9 11
SCALE: 1" = 100"
OFFICE OF REAL ESTATE
OMAHA, NEBRASKA DATE: 1/23/2018
AJM FILE: 2357-20
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DNI'F2018-09-1.2
ESTIMATE OF MATERIAL AND FORCE ACCOUNT WORK
BY THE
UNION PACIFIC RAILROAD
THIS ESTIMATE GOOD FOR 6 MONTHS EXPIRATION DATE IS „2019-03 1.3
DESCRIPTION OF WORK
DENTON,T.X / VINTAGE PKWY / DOT 4 795327T-4 CHOCTAW SUB / MP 723.02
REMOVE EXISTING 56' CROSSING SURFACE, INSTALL NEW 1n2- CROSSING SURFACE
INCLUDING TIES, RAIL, AND OTM
PROJECT WAS BUILT USING FED ADDITIVE W1 OVERHEAD AND INDIRECT 234%,
PROJECT TO BE FUNDED :100%- BY THE CITY OF DENTON
PID: 93918 AWO: 32270 MP,SUBDIV: 723.01, CHOCTAW
SERVICE UNIT: 11 CITY: RON90KE STATE: TX
DESCRIPTION QTY UNIT LABOR MATERIAL RECOIL UPRR TOTAL
ENGINEERING WORK
ENGINEERING
3608
3606
3608
LABOR ADDITIVE 234k
8444
8444
8444
TOTAL ENGINEERING
12052
12052
12052
SIGNAL WORK
LABOR ADDITIVE 234k
1889
I889
1889
SIGNAL
960
5
965
965
TOTAL SIGNAL
2849
5
2854
2854
TRACK & SURFACE WORK
BALAST
1 No CI,
825
1002
1827
1827
BILL PREP FEE
900
900
900
CONTRACT EQUIPMENT RNTL
10000
10000
10000
ENVIRONMENTAL PERMIT
10
10
10
FOREIGN LINE FREIGHT
1006
1006
1006
HOMELINE FREIGHT
900
900
900
LABOR ADDITIVE 234%
1OB97
18897
18897
NIEL STORE EXPENSE
26
26
26
OTM
771
1204
1075
1875
RAIL
UOAD LF
2578
5532
81.10
8110
RDXING
112A0 TF
871
11285
19156
19156
SALES TAX
1479
1479
1479
TRK-SURF,LIN
2142
2142
2142
WMI)
1341
356
1.697
1697
XTIE
99.00 EA
3191
10729
13920
13920
TOTAL TRACK & SURFACE
--------
30616
--------
5:1329
--------
6:1945
--------
81945
LABOR/MX.PERIAL EXPENSE 4551.7 51334
RECOLLECTIBLE/UPRR EXPENSE 96851 0 -------
ESTIMATED PROJECT COST 9685:1.
THE ABOVE FIGURES ARE ESTIMATES ONLY AND SUBJECT' TO FLUCTUATION. IN THE }',VENT' Chi
AN INCREASE OR DECREASE IN THE COST OR QUANTITY OF MATERIAL OR LABOR REQUIRED,
UPRR WILL BILL FOR ACTUAL CONSTRUCTION COSTS AT THE CURRENT EFFECTIVE RATE.,