20-1985ORDINANCE NO.20- 1985
AN ORDINANCE APPROVING A PIPELINE CROSSING CONTRACT BY AND
BETWEEN THE CITY OF DENTON AND THE KANSAS CITY SOUTHERN RAILWAY
COMPANY RELATING TO THE LOCATION OF A CITY WATER PIPELINE WITHIN THE
RAILROAD RIGHT-OF-WAY, LOCATED AT MILE POST DIOO.16 ALLIANCE
SUBDIVISION, WITHIN THE COUNTY AND CITY OF DENTON, TEXAS;
AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT;
AUTHORIZING THE EXPENDITURE OF FUNDS; AND PROVIDING AN EFFECTIVE
DATE
WHEREAS, the Country Club Terrace Addition Phase 1 final plat was approved by the
Planning and Zoning Commission on August 5, 2020 and the developments construction plans
were approved by Staff on March 10, 2020; and
WHEREAS, the required public improvements associated with the development include
extending an 8-inch public water main across Kansas City Southern Railway Company
(“Kcsm’) right-of-way; and
WHEREAS, KCSRR requires a crossing contract for infrastructure placed within its
right-of-way; and
WHEREAS, the City of Denton (“City”) will own the water main infrastructure; and
WHEREAS, the City Council finds that entering into the crossing contract with KCSRR
serves a public interest; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The recitals contained in the preamble of this ordinance are hereby
incorporated into the body of this ordinance are true and correct.
SECTION 2. The City Manager, or his designee, is authorized to execute a Pipeline
Crossing Contract between the City of Denton and Kansas City Southern Railway Company in
substantially the form of the Pipeline Crossing Agreement which is attached to and made a part
of this ordinance for all purposes, for the purpose of locating a City water pipeline within the
right-of-way of said railroad.
SECTION 3. The City Manager is authorized to carry out all obligations as set forth in
the attached Contract, including but not limited to the expenditure of funds.
SECTION 4. This ordinance shall become effective immediately upon its passage and
approval.
The motion to approve this Ordinance was made by a.)M RIM m
seconded by --X; the Ordinance was passed and approved by
the following vote U - n
Aye Nay Abstain Absent
Chris Watts, Mayor:
Gerard Hudspeth, District 1 :
Keely G. Briggs, District 2:
Jesse Davis. District 3 :
John Ryan, District 4:
Deb Armintor, At Large Place 5 :
Paul Meltzer, At Large Place 6:
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PASSED AND APPROVED this the 20tb day of O c+obe<_, 2020.
CHRIS WATTS. MAYOR
ATTEST:
ROSA RIOS, CITY SECRETARY
-Z
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
BY:
DocuSign Envelope ID: 507AA54E-615C476C-AI 83-FD1343830422
JLL Reference No. 19- 12401
PIPELINE CROSSING CONTRACT (KCS Contract No.)
THIS AGREEMENT is effective this Mp day of OC bob ec , 2020 by and
between THE KANSAS CITY SOUTHERN RAILWAY COMPANY, a Missouri
corporation, called herein "Railway Company,” and THE CITY OF DENTON, to be
addressed at 215 E. McKinney Street, Denton, Texas, 76201, called herein "Licensee".
1. Railway Company, without any warranty or guarantee of suitability of the premises for
Licensee's or any other purpose, hereby permits Licensee a license to construct, maintain,
operate, use and remove a proposed potable water pipeline under Railway Company’s tracks
and right-of-way at Mile Post D100.16 (Alliance Subdivision) Denton (Denton County), Texas,
the course of the pipeline being described as follows:
As indicated on print of drawing No. 19- 12401 dated 05-13-2020 and
approved 06-25-2020, marked Exhibit " A," attached hereto and
incorporated herein by reference.
The rights granted under this Agreement are subject to all outstanding superior rights
whether or not of record (including those in favor of licensees and lessees of Railway
Company’s property, and others) and the right of Railway Company to renew and extend the
same, and is made without covenant of title, or for quiet enjoyment. Railway Company does
not warrant title and Licensee accepts the rights granted herein and shall make no claim against
Railway Company for deficiency of title. Licensee acknowledges that the Railway Company's
interest in the right-of-way varies from segment to segment and may include lesser interests
than fee title. Licensee shall, at Licensee's sole cost and expense, obtain any and all necessary
rights and consents aom parties other than Railway Company which may have or claim any
right, title or interest in the property upon which the Railway Company's right-of-way is located.
2. The carrier pipe shall consist of 8.97 " x 150’ PVC having a minimum wall thickness
of 0.646" and a minimum yield point of 305 PSI and shall be encased in a 24.00” x 150’ steel
casing pipe, having a minimum wall thickness of 0.500" and a minimum yield point of 35,000
PSI. Maximum operating pressure of the pipeline shall not be greater than 305 PSI. Licensee
expressly agrees that its under-track installation shall be by dry bore and jack method and that
no boring or excavation shall occur within Railway Company’s right-of-way, nor shall any
boring occur in the track embankment. The angle of the pipeline crossing beneath Railway
Company’s property and tracks shall be 90'.
Construction, maintenance, operation, use and removal of the pipeline shall not
endanger the safety or condition of Railway Company’s property in any way, or the operation
of trains or cars, and the pipeline shall be laid at a minimum depth of 15.5’ below the bottom
of Railway Company’s base of rail and at a minimum depth of 12.58’' below ground level at
all other points on the right-of-way. Excavations made on Railway Company's property shall
be promptly refilled by Licensee, the earth well tamped, and the ground left in the same
condition as before laying of the pipeline.
The pipeline shall be maintained so as to prevent the escape of its contents being
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conveyed. Connections or valves shall not be placed in the pipeline nearer than forty feet (40')
from the center of Railway Company's nearest track. Further, the pipeline and its operation
and use, shall comply with any and all applicable governmental laws, rules, and regulations.
The parties hereby incorporate the requirements of 41 C.F.R. §§ 60-1.4(a) (7), 60-250.5, 60-
741.5, and 29 C.F.R. Part 470, relating to equal employment opportunity, if applicable. If
required by Railway Company, gates and check valves shall be placed in convenient locations.
Licensee agrees that no hydrostatic pressure testing shall be allowed unless the carrier pipe
has been encased in a steel casing meeting Railway Company and AREMA specifications.
Construction, maintenance, operation, use and removal of the pipeline shall not
endanger the safety or condition of Railway Company's employees or property in any way, or
the operation of trains or cars. The location of the pipeline shall be marked, with markers
maintained and plainly visible at the right-of-way lines.
3. Licensee shall promptly make necessary repairs to the pipeline, and, in the event
of Licensee's failure to do so, repairs may be made by Railway Company at Licensee's
expense, which cost Licensee expressly agrees to pay upon presentation of the bill.
Should Railway Company at any time decide a change in the location or other changes
in the pipeline are desirable, Licensee will at its cost make the changes at Railway Company's
request, and, upon the failure of Licensee to do so, Railway Company may make such changes
at Licensee's expense, which expense Licensee expressly agrees to pay upon receipt of the bill.
LICENSEE HEREBY ASSUMES ANY AND ALL RISKS ARISING OUT OF,
INCIDENT TO, OR IN ANY WAY CONNECTED WITH THE CONSTRUCTION,
MAINTENANCE, OPERATION, USE OR REMOVAL OF THE PIPELINE. IN
CONSIDERATION OF THE PRIVILEGES HEREIN GRANTED, LICENSEE, TO THE
FULLEST EXTENT PERMITTED BY LAW, EXPRESSLY AGREES TO INDEMNIFY
AND SAVE HARMLESS RAILWAY COMPANY AND ANY OTHER RAILWAY
COMPANIES OPERATING OVER OR USING THE TRACKS OF RAILWAY
COMPANY, ITS OR THEIR OFFICERS, AGENTS, REPRESENTATIVES,
CONTRACTORS, SERVANTS AND EMPLOYEES, SUCCESSORS AND ASSIGNS, AS
THE CASE MAY BE, FROM AND AGAINST ANY AND ALL ACTIONS,
PROCEEDINGS, CLAIMS, DEMANDS, LOSSES, OUTLAYS, DAMAGES,
LIABILITIES AND EXPENSES (WHETHER ARISING IN OR BASED UPON TORT,
CONTRACT, STRICT LIABILITY, OR OTHERWISE) INCLUDING ATTORNEYS'
FEES, WHICH MAY BE INCURRED ON ACCOUNT OF INJURY TO OR DEATH OF
ANY PERSON WHOMSOEVER, OR LOSS OF OR DAMAGE TO ANY PROPERTY IN
ANY WAY, DIRECTLY OR INDIRECTLY. RESULTING FROM, ARISING OUT OF.
OR CONNECTED WITH THE NEGLIGENT CONSTRUCTION, MAINTENANCE,
OPERATION, USE OR REMOVAL OF THE PIPELINE BY LICENSEE OR BY
ANYONE ACTING IN ITS BEIIALF, ITS OR THEIR, AS THE CASE MAY BE,
EXERCISE OF OR PERFORMANCE OF OR ITS OR THEIR FAILURE TO
EXERCISE OR PERFORM ANY OF THE RIGHTS, PRIVILEGES, DUTIES OR
OBLIGATIONS GRANTED OR IMPOSED UNDER THE PROVISIONS OF THIS
AGREEMENT. LICENSEE, TO THE FULLEST EXTENT PERMITTED BY LAW,
AGREES TO INDEMNIFY AND SAVE HARMLESS RAILWAY COMPANY AND
OTHER RAILWAY COMPANIES OPERATING OVER OR USING THE TRACKS OF
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RAILWAY COMPANY, ITS OR THEIR OFFICERS, AGENTS,
REPRESENTATIVES, CONTRACTORS, SERVANTS AND EMPLOYEES,
SUCCESSORS AND ASSIGNS FROM AND AGAINST THEIR OWN NEGLIGENCE,
EXCEPT FOR SUCH INJURY, DEATH, LOSS OR DAMAGE WHICH MAY BE DUE
TO THE SOLE ACTIVE NEGLIGENCE OF RAILWAY COMPANY, ITS OFFICERS,
AGENTS, REPRESENTATIVES, CONTRACTORS, SERVANTS, OR EMPLOYEES.
LICENSEE. HEREBY RELEASES RAILWAY COMPANY AND OTHER RAILWAY
COMPANIES OPERATING OVER THE TRACKS FROM ANY DAMAGE TO THE
PIPELINE FROM ANY CAUSE WHATSOEVER.
4. It shall be the exclusive duty and responsibility of Licensee to inspect the property
subject to this Agreement to make sure that it is safe for the entry of its employees, agents
and contractors. Licensee shall advise all of its employees, agents and contractors entering the
property of any safety hazards on the property, including, without limitation, the presence of
moving vehicles, buried cables, tripping hazards and overhead wires. Licensee shall instruct all of
its employees, agents and contractors entering the property that all persons, equipment and supplies
must maintain a distance of at least twenty-five feet (25’) from the centerline of the track unless
authorized by the on-site railroad flagman to be closer than twenty-five feet (25'). Licensee
shall ensure that no personnel, equipment or supplies under its control are within the clearance
point of the track when moving railroad equipment may be seen from or heard at the property
subject to this Agreement. Finally, Licensee shall adopt, publish and enforce safety rules for its
employees, agents and contractors that will be on Railway Company's right of way consistent with
the requirements of this Section.
5. Rights herein granted are personal and may not be assigned without Railway
Company's written consent. The provisions of this Agreement shall be binding upon the successors
and permitted assigns of both parties.
6. Upon termination of this Agreement, Licensee shall fill pipeline with a suitable
flowable fill material and seal (casings abandoned or replaced by new location work shall be
backfilled by methods and materials as directed by the Railway Company’s Engineer).
The location of abandoned facilities shall be recorded and records maintained by the pipeline
owner. Licensee shall restore the property to its original state. Upon failure of Licensee to fill
the pipeline and restore the property to its original state, Railway Company may fill it and restore
the property to its original state at Licensee's expense, which costs and expense Licensee agrees to
pay
7. Licensee shall not enter nor commence construction on or under Railway Company's
property or right-of-way unless accompanied by a Railway Company qualified construction
observer and flagger to oversee Licensee’s work on Railway Company's property or right-of-
way. Licensee will be responsible for all construction observer, flagging and mobilization costs,
herein referred to as "Services", and arranging for these necessary Services associated with the
installation. To enable arrangements to oversee for these Services that are to be performed under
this Agreement, Licensee must submit a written scheduling request to Railway Company’s
Scheduling Agent, hereinafter referred to as "Scheduling Agent", which request is received by
the Scheduling Agent for approved Railway Company qualified construction observer and
flagging contractor a minimum of thirty (30) Business Days in advance before Licensee proposes
to commence work on or under Railway Company's property or right-of-way. (A "Business
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Day" is any day Monday through Friday which is neither a federal holiday nor a state holiday at
the address of Railway Company's scheduling agent stated below.) The request must contain
Licensee’s name, the date of this Agreement, the location of the work to be performed, and how
many consecutive Business Days will be required for Licensee to complete the work. Licensee's
request must be delivered to Scheduling Agent by contacting Bartlett & West at 785-228-3 101 to
leave a message and/or by sending an email to: kcscrossings@bartwest.com.
Licensee will upon receipt of an invoice from Scheduling Agent specifying in
reasonable detail Scheduling Agent’s costs and expenses of providing these Services, reimburse
Scheduling Agent for all of their costs and expenses of providing an inspection, flagging and
mobilization prior to installation.
Railway Company's designation of a company or individual as a Railway Company
"qualified" flagger or flagger provider, or Scheduling Agent, shall be construed solely as
Railway Company's willingness to allow said individual or entity to provide Services on Railway
Company's property or right-of-way without further proof of qualification, and shall not be
construed as an endorsement or other verification of the abilities or qualifications of said
Scheduling Agent by Railway Company. All flaggers or Scheduling Agents provided herein shall
be treated solely as independent contractors of Licensee, with no relationship to Railway
Company, for all purposes herein. Licensee and its agents, employees and contractors will clear
the tracks when directed to do so by the flagger. The presence of the flagger will not relieve
Licensee of its duty to keep all of its agents, employees and contractors clear of the tracks when
trains are in dangerous proximity to the licensed area. The actions or inactions of the flagger
shall be construed for all purposes herein as the actions or inactions of the Licensee, and shall
be governed by Licensee’s duties of indemnification, and saving harmless under Section 3 of this
Agreement.
If Licensee's scheduling request fails to reach Scheduling Agent at least thirty (30)
Business Days before Licensee's proposed commencement of work. Railway Company may
refuse to allow commencement of the work on the Licensee's proposed commencement date.
If Railway Company will not allow the work to proceed on Licensee’s proposed commencement
date because the scheduling request did not reach Scheduling Agent in time, Railway Company
will inform Licensee of this fact as promptly as possible and work with Licensee to arrange an
alternative commencement date for the work.
The construction observer and flagger will remain at the site on a reasonably continuous
basis to oversee the work, and charges will accrue for each day spent awaiting the completion of
the work and the installation of appropriate signs marking where Licensee's facilities enter and
leave Railway Company's property and right-of-way. If installation takes longer than contracted
for with Scheduling Agent, Licensee will, upon receipt of an invoice from Scheduling Agent
specifying in reasonable detail Scheduling Agent's costs and expenses of providing the
inspection, flagging and mobilization, reimburse Scheduling Agent for all of Scheduling Agent's
costs and expenses of providing an inspector, flagger and mobilization.
Once Licensee has submitted its scheduling request to Scheduling Agent, should
Licensee require a change to the scheduled date, Licensee shall provide Scheduling Agent at
least two (2) Business Days' notice prior to the requested start date of the work. If Licensee fails
to provide two (2) Business Days' notice of the change, Licensee shall be charged, and agrees to
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pay, the daily rate, and any travel costs actually incurred, for the construction observer, flagging
and mobilization for one (1) day.
8. Licensee agrees to pay to Railway Company for the use of Railway Company's right-
of- way and the privilege hereby granted, such use and privilege being expressly limited to the
facilities described in Section 1 above, the one-time sum of NINE THOUSAND THREE
HUNDRED SEVENTY-FIVE AND NO/100 DOLLARS ($9,375.00) upon execution of this
Agreement. Licensee shall pay Railway Company an additional license fee, set in accordance
with Railway Company’s then current fee schedule, for any additional pipelines, wires or
facilities permitted by Railway Company and associated with the crossing.
9. The term of this Agreement shall be for a period of ten (10) years, beginning on the date
first written above, and will automatically renew at the end of the initial ten (10) year term for
additional one (1) year periods until cancelled by either party upon thirty (30) days advance
notice. Notwithstanding the above, either party may terminate this Agreement at any time upon
thirty (30) days written notice.
10. Environmental Protection: Licensee shall not permit hazardous waste, hazardous
substances or hazardous materials (as those terms are defined in any federal, state or local law,
rule, regulation or ordinance) on or in the area covered by this Agreement without the written
consent of Railway Company.
Licensee shall at all times keep the area covered by this Agreement in a safe, clean and
sanitary condition, and shall not mutilate, damage, misuse, alter or permit waste therein. Should
any discharge, leakage, spillage or emission of any hazardous waste, hazardous substance or
hazardous material or pollution of any kind occur upon, in, into, under or from the area covered
by this Agreement due to Licensee’s use and occupancy thereof, Licensee, at its sole cost and
expense, shall clean all property affected thereby, to the satisfaction of Railway Company and
any governmental body having jurisdiction thereover.
Licensee shall comply with all applicable ordinances, rules, regulations, requirements and
laws whatsoever including (by way of illustration only and not by way of limitation) any
governmental authority or court controlling environmental standards and conditions on the
premises and shall furnish satisfactory evidence of such compliance upon request by Railway
Company. IF, AS A RESULT OF LICENSEE:'S OPERATION HEREUNDER, ANY
SUCH ORDINANCE, RULE, REGULATION, REQUIREMENT, DECREE, CONSENT
DECREE, JUDGMENT, PERMIT OR LAW IS VIOLATED, OR IF, AS A RESULT
OF ANY ACTION BY LICENSEE, ANY HAZARDOUS OR TOXIC WASTE,
MATERIALS OR SUBSTANCES SHOULD ENTER OR OTHERWISE AFFECT ANY
PART OF THE AREA COVERED BY THIS AGREEMENT (INCLUDING SURFACE,
SUBSURFACE, AIRBORNE AND/OR GROUND CONTAMINATION), LICENSEE
SHALL, TO THE EXTENT ALLOWED BY LAW, INDEMNIFY AND SAVE
HARMLESS RAILWAY COMPANY FROM AND AGAINST ANY PENALTIES,
FINES, COSTS, RESPONSE,REMEDIAL, REMOVAL AND CLEAN-UP COSTS,
CORRECTIVE ACTION, NATURAL RESOURCE DAMAGE AND DAMAGES AND
EXPENSES OF ANY OTHER NATURE WHATSOEVER, INCLUDING LEGAL FEES
AND COURT COSTS, IMPOSED UPON OR INCURRED BY RAILWAY COMPANY,
CAUSED BY, RESULTING FROM OR IN CONNECTION WITH SUCH VIOLATION
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OR VIOLATIONS.
FOR THE PURPOSES OF THIS ENVIRONMENTAL PROTECTION
SECTION, LICENSEE AGREES TO INDEMNIFY AND SAVE HARMLESS (AS
ALLOWED BY LAW) RAILWAY COMPANY FROM AND AGAINST ANY AND ALL
CLAIMS, DEMANDS, ACTIONS, LIABILITY, RESPONSIBILITY AND CAUSES OF
ACTION (WHETHER ARISING IN OR OUT OF TORT, CONTRACT, STRICT
LIABILITY, OR OTHERWISE) ASSERTED AGAINST THEM FOR DEATH,
INJURY, LOSS OR DAMAGE RESULTING TO RAILWAY COMPANY'S
EMPLOYEES OR PROPERTY,OR TO LICENSEE OR LICENSEE'S EMPLOYEES
OR PROPERTY, OR TO ANY OTHER PERSONS OR THEIR PROPERTY, AND
FOR ALL PENALTIES, FINES, COSTS, RESPONSE, REMOVAL, REMEDIAL AND
CLEAN UP COSTS, CORRECTIVE ACTION, NATURAI, RESOURCE DAMAGE
AND DAMAGES AND EXPENSES OF ANY OTHER NATURE WHATSOEVER.
INCLUDING LEGAL FEES AND COURT COSTS, ARISING FROM, RELATED TO
OR HAPPENING IN CONNECTION WITH THE USE OF THE AREA COVERED
BY THIS AGREEMENT BY LICENSEE AND ITS AGENTS, REPRESENTATIVES,
SERVANTS, EMPLOYEES AND CONTRACTORS.
11. So long as this Agreement is in effect Licensee agrees to maintain comprehensive
general liability and contractual liability insurance with minimum limits of two million dollars
($2,000,000.00) per occurrence, four million dollars ($4,000,000.00) aggregate. Licensee shall
provide automobile liability coverage in the amount of one million dollars ($1,000,000.00)
combined single limit. In addition, Licensee shall provide or require minimum statutory worker's
compensation coverage for all covered employees who are on Railway Company's property.
Licensee, or Licensee’s contractors, must also provide a Railroad Protective Liability Insurance
policy naming the Railway Company as the Named Insured with coverage limits of at least two
million dollars ($2,000,000.00) per occurrence and six million dollars ($6,000,000.00)
aggregate. The original Railroad Protective Liability policy shall be promptly furnished to
Railway Company. Each policy must be issued by financially reputable insurers licensed to
do business in all jurisdictions where work is performed during the term of the Agreement. A
certificate of insurance will be provided to Railway Company by Licensee, reasonably
satisfactory to Railway Company in form and content, evidencing that all required coverage is
in force and have been endorsed to provide that no policy will be canceled or materially altered
without first giving the Railway Company thirty (30) days' prior written notice. Commercial
general liability policy will name Railway Company as an additional insured and, to the fullest
extent allowed under law, will contain a waiver of subrogation in favor of Railway Company.
All policies will be primary to any insurance or self-insurance the Railway Company may
maintain for acts or omissions of Licensee or anyone for whom Licensee is responsible. Any
deductible or self-insured retention on the required insurance shall be the responsibility of
Licensee. Licensee will include copies of relevant endorsements or policy provisions with
the required certificate of insurance. Nothing contained in this Section limits Licensee liability
to the Railway Company to the limits of insurance certified or carried by Licensee. If Licensee
utilizes subcontractors in performance of this Agreement, the subcontractors must meet the
same insurance requirements as the Licensee. If a subcontractor does not meet the coverage
requirements of this Section, subcontractor must either supplement the deficient areas of
coverage or Licensee must certify that Licensee has acquired sufficient coverage to supplement
the deficiency of subcontractor. The Licensee, at its sole discretion, may choose to self-
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insure any and all of the insurance requirements listed in this section. If Licensee chooses to
self-insure the insurance requirements listed in this section, Licensee shall submit to Railway
Company a letter listing the coverages for which Licensee is self-insuring and stating that the
self-insurance will remain in effect until withdrawn by notice to Railway Company, which notice
must be accompanied by a certificate of insurance showing the required coverages, or a substitute
letter for self-insurance. Licensee’s self-insurance shall not extend to Licensee's contractor(s).
The requirement to name the Railway Company as an additional insured shall be waived for those
areas the Licensee chooses to self-insure.
The Parties agree that nothing contained in this section shall supersede or invalidate the
immunities, protections, and damage caps available to Licensee under the Texas statutory
and/or common law.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
in duplicate by their authorized representatives as of the date first above written.
THE KANSAS CITY SOUTHERN RAILWAY
COMPANY
BY:
TITLE:
DATE :
THE
Todd Hile
DATE :I oLI (
JLL #19-1240 1, Waterline in Denton, TX Page 7 of 8
DocuSign Envelope ID: 507AA54E-615C476C-A183-FD1343830422
ATTEST:
ROSA RIOS, CITY SECRETARY
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational
obligations and business terms.
Signature
Water and Wastewater Ut111tles D1 rector
AARON LEAL, CITY ATTORNEY
Title
cIty of Denton
Department
Date Signed: 9/24/2020
JLL #19-12401, Waterline in Denton, TX Page 8 of 8
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