Termination Rider and Underground Sewer Crossing with Oregon Short Line Railroad and Union Pacific Railroad CompanyForm 2222
TERMINATION RIDER
To be attached to agreement Audit No. _l 2 6 3 9 9 _____ ___________________________________________L D No. 2 2 5 6.3
---- ---------------------------------
-------- o• ------------------ ------------------- --------- ------------------- No. ---------------------------
Between OREGON SHORT LINE RAILROAD COMPANY and its lessee, UNION PACIFIC
RAILROAD COMPANY (Collectively Railroad Company) and CITY OF
MERIDIAN, IDAHO (Licensee)
Present Assignee (if any)
Covering Water Pipe Line Crossing
Location Meridian, Idaho (MP B-458.14)
Dated ___June 20, 1977 _ Effective Date __June 20, 1977 Indefinite
------------ - -- ---------- Expiration (Original) -----------------------
Expiration (by 'latest extension)
IT IS HEREBY MUTUALLY AGREED by and between the present parties to the above named agreement
that the same shall be and hereby is terminated effective ______Jun e__2 0 ________-________________________________~ 19.7 7
PROVIDED, however, that such termination shall not affect anv of the rights or obligations of the parties to said
agreement which may have accrued, or liabilities, accrued or otherwise, which may have arisen prior thereto.
Special Provisions
February 26 85
Dated_____________________________________ 19________. Made in duplicate.
OREGOl`d SHORT LINE RAILROAD COMPA*7Y
\1'itness: I UNIVI~i PH% L _ t.i~~ ~.uiirn3~
-'~
- ~._ _ ~ ~_ ;_ ;~ By - - - ---- ------- -------
The foregoing agreement is accepted upon the terms stated
and executed by the Mayor, .of the Cit of Meridian, Idaho,. and attested
by the Clerk, on thisl~ day of ~~ ~: ,y ~' l1 19~, pursuant
to authority vested in said Mayor by a resolution duly passed and
>ado ted by the C~ty Council of the City of Meridian, Idaho, on the
day of ~~e.:~,..t. ~•~ 19 ~' S~
test.
/'''/ ,~.~~y ,~ / r
I - J Clerk
CITY OF MERIDIAN, IDAHO
By
Mayor
DUPLICATE ORIGINAL -LICENSEE'S CsUPY
UNION PACIFIC RAILROAD COMPANY
LAW DEPARTMENT
STEVEN A. GOODSELL 406 West Fust South
GENERAL SOLICITOR PO. Box 2459
SALT LAKE CITY, UTAH 84110
(BOt~ 363-1454
October 7, 1982
The City of Meridian
728 Meridian Street
Meridian, Idaho 83642
Gentlemen:
Re: L.D. No. 25613
CITY OF MERIDIAN
Underground sewer line crossing.
Meridian, Idaho (M.P. 456.55)
Enclosed are the duplicate originals of the above-
named agreement.
Please have both. copies of the agreement signed by
the Mayor, attested by the Clerk and returned in the enclosed,
self-addressed envelope. We shall then have the agreement
signed on behalf of the Railroad Company, after which your
fully executed copy will be mailed to you. At that time
you will be furnished with the name of the person to whom
notice is to be given prior to entry on the Railroad
Company's right of way in accordance with the agreement,
inasmuch as this permission will not be granted until the
agreement has been fully executed.
THE AGREEMENT SHOULD BE DATED THE DAY IT IS
EXECUTED, THIS DATE WILL THEN BECOME THE EFFECTIVE DATE.
xf you should lose or misplace either or both
copies of the Agrement, a fee of $20.00 will be charged for
each such document replaced.
please call Mr. Fred Moir at (801) 363-1544,
Extension 268 i£ you have any questions about the enclosed
papers.
Very truly yours,
c./~~~~ ~~ L~ . ~~~ot.~/_d~
Steven A. Goodsell
FM
Enclosures ~~
cc: Mr. M. E. Merritt - Portland
Mr. A. L. O'Neill - Pocatello
Mr. D. J. Austin - Salt Lake City
(RE 82-207)
_..,L_, <
/~,/3 ~°z
Sewer Line Crossing L.D. No. 25613
Near Meridian, Idaho (M.P. 456.55) Audit No.
THIS AGREEMENT, made and entered into as of the
day of 1982, by and between OREGON
SHO T LINE RAILROAD COMPANY and its lessee, UNION PACIFIC
RAILROAD COMPANY, corporations of the State of Utah (herein-
after collectively the Licensor), and CITY OF MERIDIAN, a
municipal corporation of the State of Idaho (hereinafter the
Licensee), WITNESSETH:
NOW THEREFORE, it is mutually agreed by and between
the parties hereto as follows:
1. In consideration of the covenants and agreements
herein contained to be by the Licensee kept, observed and
performed, the Licensor hereby grants to the Licensee, subject
to the terms and conditions herein stated, the right to
construct and thereafter, during the term hereof, to maintain
and operate the underground sewer pipe line (hereinafter the
?ipe Line) across the property and under the track of the
Licensor in the location identified by yellow line, and in
conformity with the dimensions and specifications indicated,
on the print dated August 9, 1982, marked Exhibit A, hereto
attached and by this reference incorporated herein.
2. The grant herein made is subject to each and
all of the terms, provisions, conditions, limitations and
covenants set forth herein and in Exhibit B hereto attached
and by this reference incorporated here~.n.
3. This Agreement shall take effect as of the date
first herein written and shall continue in full force and
effect until terminated as herein provided.
IN WITNESS WHEREOF, the parties hereto have
caused this Agreement to be executed in duplicate as of the
date first herein written.
Witness:
OREGON SHORT LINE RAILROAD COMPANY
UNION PACIFIC RAILROAD COMPANY
By
Genera Manager
The foregoing Agreement is accepted upon the terms
stated and executed by the Mayor of the City of Meridian, Idaho,
and attested by the Clerk, on this day of 1982,
pursuant to authority vested in said Mayor by a resolution
duly passed and adopted by the City Council of Meridian, IDAHO,
on the day of 1982,
Attest:
Clerk
CITY OF MERIDIAN, IDAHO
By
Mayor
A ~
The foregoing grant is subject and subordinate to the prior and continuing right
and obligation of the Licensor to use and maintain its entire property in the performance
of its public duty as a common carrier, and is also subject to the right and power of the
Licensor to construct, maintain, repair, renew, use, operate, change, modify or relocate rail-
road tracks, signal, coaanunication or other wire lines, pipe lines and other facilities upon,
along or across any or all parts of its property, all or any of which may be freely done at
any time or times by the Licensor without liability to the Licensee or to any other party
for compensation or damages.
The foregoing grant is also subject to all outstanding superior rights (including
those in favor of licensees and lessees of the Licensor's property, and others) and the right
of the Licensor to renew and extend the same, and is made without covenant of title or for
quiet enjoyment.
Section 2. CONSTRUCTION MAINTENANCE AND OPERATION.
The Pipe Line sha be constructed, operated, maintained, repaired, renewed, modified
and/or reconstructed by the Licensee in strict conformity with Union Pacific Railroad Co.
Common Standard Specification 1029 adopted November 1949, as subsequently amended, except
as may be modified and approved by the Licensor's Chief Engineer. In the event such Speci-
fication conflicts in any respect with the requirements of any federal, state or municipal
law or regulation, such requirements shall govern on all points of conflict, but in all other
respects the Specification shall apply.
All work performed on property of the Licensor in connection with the construction,
maintenance, repair, renewal, modification or reconstruction of the Pipe Line shall be done
under the supervision and to the satisfaction of the Licensor.
Prior to the commencement of any work in conndction with the construction, main-
tenance, repair, renewal, modification, relocation, reconstruction or removal of the Pipe
Line where it passes underneath the roadbed and track or tracks of the Licensor, the Licensee
shall submit to the Licensor plans setting out the method and manner of handling the work,
including the shoring and cribbing, if any, required to protect the Licensor's operations,
and shall not proceed with the work until such plans have been approved by the Chief Engineer
of the Licensor and then only under the supervision of the Chief Engineer or his authorized
representative. The Licensor shall have the right, if it so elects, to provide such support
as it may deem necessary for the safety of its track or tracks during the time of construction,
maintenance, repair, renewal, modification, relocation, reconstruction or removal of the Pipe
Line, and, in the event the Licensor provides such support, the Licensee shall pay to the
Licensor, within fifteen (15) days after bills shall have been rendered therefor, all expense
incurred by the Licensor in connection therewith, which expense shall include all assignable
costs plus ten percent (108) to cover elements of expense not capable of exact ascertainment.
The Licensee shall keep and maintain the soil over the Pipe Line thoroughly compacted
and the grade even with the adjacent surface of the ground.
Section 3. NOTICE OF COMMENCEMENT OF WORK.
The Licensee s all notify a Licensor at least forty-eight (48) hours in advance
of the coi-mtencement of any work upon property of the Licensor in connection with the construc-
tion, maintenance, repair, renewal, modification, reconstruction, relocation or removal of
the Pipe Line. 1111 such work shall be prosecuted diligently to completion.
Section 4. LICENSEE TO BEAR ENTIRE EXPENSE.
The Licensee shal bear the entire cost and expense incurred in connection with
the construction, maintenance, repair and renewal and any and all modification, revision,
relocation, removal or reconstruction of the Pipe Line, including any and 'all expense which
may be incurred by the Licensor in connection therewith for supervision or inspection, or
otherwise.
Section 5. RELOCATION OR REMOVAL OF PIPE LINE.
The icense erein grants is s sect to the needs and requirements of the Licensor
in the operation of its railroad and in the improvement and use of its property, and the
Licensee shall, at the sole expense of the Licensee, move all or any portion of the Pipe Line
to such new location or (unless the Pipe Line extends entirely across the property of the
Licensor) remove the Pipe Line from such property, as the Licensor may designate, whenever,
in the furtherance of its needs and requirements, the Licensor shall find such action neces-
sary or desirable.
All the terms, conditions and stipulations herein expressed with reference to the
Pipe Line on property of the Licensor in the location hereinbefore described shall, so far
as the Pipe Line remains on the property, apply to the Pipe Line as modified, changed or
relocated within the contemplation of this section.
PL
XLE
CMtO
Page 1 of 3
77
E
Section 6. NO INTERFERENCE WITH LICENSOR'S OPERATION.
The Pipe Line and all parts thereof within and outside of the limits of the property
of the Licensor shall be constructed and, at all times, maintained, repaired, renewed and
operated in such manner as to cause no interference whatsoever with the constant, continuous
and uninterrupted use of the tracks, property and facilities of the Licensor, and nothing
shall be done or suffered to be done by the Licensee at any time that would in any manner
impair the safety thereof.
Section 7. CLAIMS AND LIENS FOR LABOR AND MATERIALf TAXES,
The censee a u y pay or a materla oined or affixed to and labor per-
formed upon property of the Licensor in connection with the construction, maintenance, repair,
renewal, modification or reconstruction of the Pipe Line, and shall not permit oz suffer any
mechanic's or materialman's lien of any kind or nature to be enforced against the property
for any work done or materials furnished thereon at the instance or request or on behalf of
the Licensee. The Licensee shall indemnify and hold harmless the Licensor against and from
any and all liens, claims, demands, costs and expenses of whatsoever nature in any way connected
with or growing out of such work done, labor performed, or materials furnished.
The Licensee shall promptly pay or discharge all taxes, charges and assessments
levied upon, in respect to, or on account of the Pipe Line, to prevent the same from becoming
a charge or lien upon property of the Licensor, and so that the taxes, charges and assessments
levied upon or in respect to such property shall not be increased because of the location,
construction or maintenance of the Pipe Line or any improvement, appliance or fixture connected
therewith placed upon such property, oz on account of the Licensee's interest therein. Where
such tax, charge or assessment may not be separately made or assessed to the Licensee but
shall be included in the assessment of the property of the Licensor, then the Licensee shall
pay to the Licensgr an equitable proportion of such taxes determined by the value of the Licen-
see's property upon property of the Licensor as compared with the entire value of such property.
Section 8. RESTORATION OF LICENSOR'S PROPERTY.
In t e event a Licensee s a t e dawn any fence of the Licensor oz in any manner
move or disturb any of the other property of the Licensor in connection with the construc-
tion, maintenance, repair, renewal, modification, reconstruction, relocation or removal of
the Pipe Line, then and in that event the Licensee shall, as soon as possible and at Licensee's
sole expense, restore such fence and other property to the same condition as the same were
in before such fence was taken down or such other property was moved or disturbed, and the
Licensee shall indemnify and hold harmless the Licensor, its officers, agents and employes,
against and from any and all liability, loss, damages, claims, demands, costs and expenses
of whatsoever nature, including court costs and attorneys' fees, which may result from injury
to or death of persons whomsoever, or damage to or loss or destruction of property whatso-
ever, when such injury, death, damage, loss or destruction grows out of or arises from the
taking down of any fence or the moving or disturbance of any other property of the Licensor.
Section 9. LIABILITY.
The L censee shall indemnify and hold harmless the Licensor and other companies
which use the property of the Licensor, their officers, agents and employes, against and
lron- any and all liability, loos, damage. claims, demands, costs and expenses of whatsoever
nature, including court costa and attorneys• lees, which may result from injury to or death
of persons whomsoever, or against and from damage to or loss or destruction of property what-
soever (including damage to the roadbed, tracks, equipment or other property of the Licensor
and such other companies or property in their care or custody), when such ir}juzy, death, loss,
destruction or damage is due to or arises from the bursting of or leaks in the Pipe Line,
or in any other way whatsoever is due to, or arises because of, the existence of the Pipe
Line or the construction, operation, maintenance, repair, renewal, modification, reconstruc-
tion, relocation or removal of the Pipe Line or any part thereof, or to the contents therein
or therefrom (except when caused directly and solely by the negligence of the Licensor and
such other companies, their officers, agents or employes). The Licensee does hereby release
the Licensor and such other companies, their officers, agents and employes, from all liabili-
ty for damages on account of injury to the Pipe Line from any cause whatsoever.
Section 10. TERMINATION ON NONUSER OR DEFAULT.
If the Licensee does not use the right herein granted or the Pipe Line for one (1)
year, or if the Licensee continues in default in the performance of any covenant or agreement
herein contained for a period of thirty (30) days after written notice from the Licensor to
the Licensee specifying such default, the Licensor may, at its option, forthwith terminate
this Agreement, Notice of default and notice of termination may be served upon the Licensee _
by mailing to the last known address of the Licensee.
N60
age 2 of 3
X77
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Section 11. REMOVAL OF PIPE LINE UPON TERMINATION OF AGREEMENT.
Wit in ninety ays a ter the termination o this Agreement howsoever, the
Licensee shall, at Licensee's sole expense, remove the Pipe Line from those portions of the
property not occupied by the roadbed and track or tracks of the Licensor and shall restore,
to the satisfaction of the Licensor, such portions of such property to as good condition
as they were in at the time of the construction of the Pipe Line. If the Licensee fails to
do the foregoing, the Licensor may do such work of removal and restoration at the cost and
expense of the Licensee. The Licensor may, at its option, upon such termination, at the entire
cost and expense of the Licensee, remove the portions of the Pipe Line located underneath
its roadbed and track or tracks and restore such roadbed to as good condition ae it was in
at the time of the construction of the Pipe Line, or it may permit the Licensee to do such
work of removal and restoration under the supervision of the Licensor. In the event of the
removal by the Licensor of the property of the Licensee and of the restoration of the roadbed
and property as herein provided, the Licensor shall in no manner be liable to the Licensee
for any damage sustained by the Licensee for or on account thereof, and such removal and
restoration shall in no manner prejudice or impair any right of action for damages, or other-
wise, that the Licensor may have against the Licensee.
Section 12. WAIVER OF BREACH.
The waiver y e Licensor of the breach of any condition, covenant or agreement
herein contained to be kept, observed and performed by the Licensee shall in no way impair
the right of the Licensor to avail itself of any subsequent breach thereof.
Section 13. AGREEMENT NOT TO BE ASSIGNED.
The Licensee s a not assign this Agreement, in whole or fn part, or any rights
herein granted, without the written consent of the Licensor, and it is agreed that any transfer
or assignment or attempted transfer or assignment of this Agreement or any of the rights herein
granted, whether voluntary, by operation of law, or otherwise, without such consent in writing,
shall be absolutely void and, at the option of the Licensor, shall terminate this Agreement.
Section ld. SUCCESSORS AND ASSIGNS.
Subject to the provisions
upon and inure to the benefit of the
successors and assigns.
of Section 13 hereof, this Agreement shall be binding
parties hereto, their heirs, executors, administrators,
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Exhibit "A"
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•~ Z, ~ ~ •~ __ OREGON SHORT LINE RAILROAD COMPAPi1'
.- •• _ ~ - - ~. and Union Pacific Railroad Company
a
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~ -~ Boise Cut-Off
M.P. 456.55
~ Near Meridian, Idaho
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i o ~ To accompany agreement with CITY
., OF MERIDIAN, IDA~iO covering an
~ v o °'o ~ underground sewer line crossing.
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U.G. Sewer Line X-ing shown YEL:.GW
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_~ Railroad R/W outlined RED
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Drawing No. A-4469 D
Underground Water Line Crossing LD No. 25575
Near Meridian, Idaho (MP 456.56) Audit No.
THIS AGREEMENT, made and entered into as of the 18th
day of October 19 82 by and between OREGON SHORT
LINE RAILROAD COMPANY and its lessee, UNION PACIFIC RAILROAD
COMPANY, corporations of the State of Utah (hereinafter collectively
the Licensor), and CITY OF MERIDIAN, IDAHO, a municipal corporation
of the State of Zdaho (hereinafter the Licensee), WITNESSETH:
NOW THEREFORE, it is mutually agreed by and between
the parties as follows:
1. In consideration of the covenants and agreements
herein contained to be by the Licensee kept, observed and
performed, the Licensor hereby gives its consent to the Licensee,
subject to the terms and conditions herein stated, to construct
and thereafter, during the term hereof, to maintain and operate
the underground water pipe line (hereinafter the Pipe Line) under
the track of the Licensor in the location identified by yellow
line, and in conformity with the dimensions and specifications
indicated, on the print dated August 9, 1982, marked Exhibit A,
hereto attached.
2. The consent herein given is subject to each and all
of the terms, provisions, conditions, limitations and covenants
set forth herein and in Exhibit B hereto attached and by this
reference incorporated herein.
3. This Agreement shall take effect as of the date
first herein written and shall continue in full force and effect
until terminated as herein provided.
IN WITNESS WHEREOF, the parties hereto have caused
this Agreement to be executed in duplicate as of the date first
herein written.
Witness: OREGON SHORT LINE RAILROAD COMPANY
UNION PACIFIC RAILROAD COMPANY
ay
General Manager
The foregoing Agreement is accepted upon the terms
stated and executed by the Mayor of the City of Meridian, Idaho,
and attested by the Clerk, on this 18th day of October ,
19 82 pursuant to authority vested in said Mayor by a resolution
duly passed and adopted by the City Council of Meridian,. Idaho,
on the 4th day of October , 19 82
Attest: CITY
~~2~11 By
Wana L. Clerk osep sy Mayor
DUPLICATE ORIGINAL - OSL-U.P_ ~OP,I;