2022-12 Union Pacific EasementsDecember 14, 2022
Project: 0785926
CITY OF BLAIR, NEBRASKA
Re: Proposed One (1) Underground 30 Inch Dip Pipe Encased In 42 Inch Steel Conveying Potable
Water Pipeline Crossing of Railroad Property at Mile Post 0.01 on the Cargill Industry Lead
(Industry Track 119) at or near Blair, Washington Comity, Nebraska.
Attached is an original of the agreement covering your use of the Railroad Company's right of
way. Please return the executed agreement via email. For any payment(s), please follow the
accompanying instructions.
An original copy of the fully -executed document will be returned to you, when approved and
processed by the Railroad Company.
• Payment in the amount of one thousand two hundred fifty dollars ($1,250.00) is due and payable to
Union Pacific Railroad Company upon your execution of the agreement. Please include your
payment, with Project No. 0785926 noted on that document. If you require formal billing, you
may consider this letter as a formal bill and that 946001323 is this Corporation's correct Federal
Taxpayer Identification Number.
• Railroad Protective Liability Insurance (RPLI) may be obtained fi•om any insurance company which
offers such coverage. Union Pacific has also worked with a national broker, Marsh USA, to make
available RPLI to you or your contractor. You can find additional information, premium quotes,
and application forms at (uprr.marsh. com).
If we have not received the executed documents within six months from the date of this letter,
this proposed offer of an agreement is withdrawn and becomes null and void.
If you have any questions, please contact me atjasorian@up.com.
Sincerely,
Justin Soriano
Analyst Finance
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
Pipeline Crossing 080808
Last Modified: 06/05/18
Form Approved, AVP-Law
PIPELINE CROSSING
AGREEMENT
Mile Post: 0.01, Cargill Industry Lead (Industry Track 119)
Location: Blair, Washington County, Nebraska
Project No. 0785926
THIS AGREEMENT ("Agreement") is made and entered into as of December 14, 2022,
("Effective Date") by and between UNION PACIFIC RAILROAD COMPANY, a Delaware
corporation, ("Licensor") and CITY OF BLAIR, NEBRASKA, to be addressed at 218 South 16th
Street, Blair, Nebraska 68008 ("Licensee").
IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS:
Article 1. LICENSOR GRANTS RIGHT.
A. In consideration of the license fee to be paid by Licensee set forth below and in further
consideration of the covenants and agreements to be performed by Licensee, Licensor hereby grants to
Licensee the right to construct and thereafter, during the term hereof, maintain and operate one (1)
underground 30 inch DIP pipe encased in 42 inch steel conveying potable water only, including any
appurtenances required for the operation of said pipeline (collectively, "Licensee's Facilities") across
Licensor's real property, trackage, or other facilities located in Blair, Washington County, State of
Nebraska ("Railroad Property"). The specific specifications and limited purpose for Licensee's Facilities
on, along, across and under Railroad Property are described in and shown on the Print and Specifications
dated December 14, 2022, attached hereto as Exhibit A and made a part hereof.
B. Licensee represents and warrants that Licensee's Facilities will (i) only be used for one (1)
underground 30 inch DIP pipe encased in 42 inch steel conveying potable water, and (ii) not be used to
convey any other substance, any fiber optic cable, or for any other use, whether such use is currently
technologically possible, or whether such use may come into existence during the life of this Agreement.
C. Licensee acknowledges that if it or its contractor provides Licensor with digital imagery
depicting Licensee's Facilities ("Digital Imagery"), Licensee authorizes Licensor to use the Digital
Imagery in preparing Exhibit A. Licensee represents and warrants that through a license or otherwise,
it has the right to use the Digital Imagery and to permit Licensor to use the Digital Imagery in said
manner.
Article 2. LICENSE FEE.
A. Upon execution of this Agreement, the Licensee shall pay to the Licensor a one-time License
Fee of one thousand two hundred fifty dollars ($1,250.00).
Article 3. TERM.
This Agreement shall take effect as of the Effective Date first herein written and shall continue
in full force and effect until terminated as provided in the "TERMINATION; REMOVAL OF
LICENSEE'S FACILITIES" Section of Exhibit B.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
Article 4. LICENSEE'S COMPLIANCE_ WITH GENERAL TERMS.
Licensee represents and warrants that all work on Licensee's Facilities performed by Licensee
or its contractors will strictly comply with all terms and conditions set forth herein, including the
General Terms and Conditions, attached hereto as Exhibit B and made a part hereof.
Article 5. INSURANCE
A. During the term of this Agreement, Licensee shall fully comply or cause its contractor(s) to
fully comply with the insurance requirements described in Exhibit C, attached hereto and made a part
hereof. Upon request only, Licensee shall send copies of all insurance documentation (e.g., certificates,
endorsements, etc.) to Licensor at the address listed in the "NOTICES" Section of this Agreement.
B. If Licensee is subject to statute(s) limiting its insurance liability and/or limiting its ability to
obtain insurance in compliance with Exhibit C of this Agreement, those statutes shall apply.
Article 6. DEFINITION OF LICENSEE.
For purposes of this Agreement, all references in this Agreement to Licensee will include
Licensee's contractors, subcontractors, officers, agents and employees, and others acting under its or
their authority (collectively, a "Contractor"). If a Contractor is hired by Licensee to perform any work
on Licensee's Facilities (including initial construction and subsequent relocation, maintenance, and/or
repair work), then Licensee shall provide a copy of this Agreement to its Contractor(s) and require its
Contractor(s) to comply with all terms and conditions of this Agreement, including the indemnification
requirements set forth in the "INDEMNITY" Section of Exhibit B. Licensee shall require any
Contractor to release, defend, and indemnify Licensor to the same extent and under the same terms and
conditions as Licensee is required to release, defend, and indemnify Licensor herein.
Article 7. ATTORNEYS' FEES, EXPENSES, AND COSTS.
If litigation or other court action or similar adjudicatory proceeding is undertaken by Licensee
or Licensor to enforce its rights under this Agreement, all fees, costs, and expenses, including, without
lumitation, reasonable attorneys' fees and court costs, of the prevailing Party in such action, suit, or
proceeding shall be reimbursed or paid by the Party against whose interest the judgment or decision is
rendered. The provisions of this Article shall survive the termination of this Agreement.
Article 8. WAIVER OF BREACH.
The waiver by Licensor of the breach of any condition, covenant or agreement herein contained
to be kept, observed and performed by Licensee shall in no way impair the right of Licensor to avail
itself of any remedy for any subsequent breach thereof.
Article 9. ASSIGNMENT.
A. Licensee shall not assign this Agreement, in whole or in part, or any rights herein granted,
without the written consent of Licensor, which must be requested in writing by Licensee. Any
assignment or attempted transfer of this Agreement or any of the rights herein granted, whether
voluntary, by operation of law, or otherwise, without Licensor's written consent, will be absolutely void
and may result in Licensor's termination of this Agreement pursuant to the "TERMINATION;
REMOVAL OF LICENSEE'S FACILITIES" Section of Exhibit B.
B. Upon Licensor's written consent to any assignment, this Agreement will be binding upon and
inure to the benefit of the parties thereto, successors, heirs, and assigns, executors, and administrators.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
Article 10. SEVERABILITY.
Any provision of this Agreement which is determined by a court of competent jurisdiction to
be invalid or unenforceable shall be invalid or unenforceable only to the extent of such determination,
which shall not invalidate or otherwise render ineffective any other provision of this Agreement.
Article 11. NOTICES.
Except Licensee's commencement of work notice(s) required under Exhibit B, all other notices
required by this Agreement must be in writing, and (i) personally served upon the business address
listed below ("Notice Address"), (ii) sent overnight via express delivery by a nationally recognized
overnight delivery service such as Federal Express Corporation or United Parcel Service to the Notice
Address, or (iii) by certified mail, return receipt requested to the Notice Address. Overnight express
delivery notices will be deemed to be given upon receipt. Certified mail notices will be deemed to be
given three (3) days after deposit with the United States Postal Service.
If to Licensor: Union Pacific Railroad Company
Attn: Analyst — Real Estate Utilities (Project No. 0785926)
1400 Douglas Street, MS 1690
Omaha, Nebraska 68179
If to Licensee: CITY OF BLAIR, NEBRASKA
218 South 16th Street
Blair, Nebraska 68008
Article 12. SPECIAL PROVISION — CONSTRUCTION OBSERVATION.
Licensor requires Licensee to provide monitoring of tracks and construction observation
through Licensor approved observer named below during all construction and installation work.
Licensee is to directly coordinate services with the named inspector:
Railpros Field Services
Email: RII.Utility(a),railpi•os.coin
Phone (682)223-5271
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as
of the date first herein written.
UNION PACIFIC RAILROAD COMPANY CITY OF BLAIR, NEBRASKA
IN
LI-A
Justin Soriano Name Printed:
Analyst Finance
Title:
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
NON-FLAMMABLE LIQUID OCROSSING
❑ ENCROACHMENT
PIPELINE ❑ BOTH
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CASING PIPE SECTION
CARRIER PIPE SCALE? NONE LONGITUDINAL PIPE
ENCROACHMENT
NOTES:
1) ALL DIMENSIONS MEASURED PERPENDICULAR TO THE CENTERLINE OF TRACK
21 REFER TO AREMA VOLUME 1. CHAPTER 1. PART 5. SECTION 5.1
A) METHOD OF INSTALLATION BOREDANDJACKED
B) DIST. FROM CENTERLINE OF TRACK TO PIPE ENCROACHMENT BUILDING AMERICAO
C) SIGNS PROVIDED7 AT MINIMUM SIGNS WILL BE PROVIDED AS STATED ABOVE
D) CARRIER MATERIAL DIP . IF RCP, CLASS V7 NA
COMMODITY TO BE CONVEYED POTABLE WATER EXHIBIT " A "
OPERATIONAL PRESSURE 90 PSI. MAOP 90 PSI,
WALL THICKNESS (INCH)/ SCHEDULE 0.42" DIAMETER 30 IN.
SUBDIVISION: Cargilllnd.Ld.(InduslryTrack119)
CATHODIC/COATING PROTECTION NO TRACK TYPE: INDUSTRY OR SPUR TRACK
E) CASING MATERIAL STEELPIPE IF RCP, CLASS V7 NA M.P.: 0.01 LAT.: 41,5502307
TOTAL LENGTH CASING PIPE: 210 FT. E.S.M.: N/A LONG.:-96.1022264
WALL THICKNESS 0.569 IN. DIAMETER 42 IN.
CATHODIC/COATING PROTECTION YES NEAREST CITY: COUNTY: STATE:
CASING PIPE IS OPEN AT THE ENDS. BLAIR WASHINGTON __ NE
F) DISTANCE FROM CENTERLINE OF TRACK TO NEAR FACE OF APPLICANT: CITY OF BLAIR, NEBRASKA
BORING AND JACKING PITS WHEN MEASURED AT RIGHT ANGLES
60 AND 160 FILE NO.: 0765926 DATE: 11/17/2022
Pipeline Crossing 06/05/18
Form Approved, AVP Law
EXHIBIT B
GENERAL TERMS AND CONDITIONS
Section 1. LIMITATION AND SUBORDINATION OF RIGHTS GRANTED
A. The foregoing grant is subject and subordinate to the prior and continuing right and
obligation of Licensor to use and maintain its entire property including the right and power of Licensor
to construct, maintain, repair, renew, use, operate, change, modify or relocate railroad tracks, signal,
communication, fiber optics, or other wirelines, pipelines and other facilities upon, along or across any
or all parts of its property, all or any of which may be freely done at any time or times by Licensor
without liability to Licensee or to any other party for compensation or damages.
B. The foregoing grant is also subject to all outstanding superior rights (including those
in favor of licensees and lessees of Railroad Property) and the right of Licensor to renew and extend
the same, and is made without covenant of title or for quiet enjoyment. It shall be Licensee's sole
obligation to obtain such additional permission, license and grants necessary on account of any such
existing rights.
Section 2. ENGINEERING RE,OUIRE ENTS; PERMITS.
A. Licensee's Facilities will be designed, constructed, operated, maintained, repaired,
renewed, modified, reconstructed, removed, or abandoned in place on Railroad Property by Licensee
or its contractor to Licensor's satisfaction and in strict conformity with: (i) Licensor's current
engineering standards and specifications, including those for shoring and cribbing to protect Licensor's
railroad operations and facilities ("UP Specifications"), except for variances approved in advance in
writing by Licensor's Assistant Vice President Engineering — Design or its authorized representative
("UP Engineering Representative"); (ii) such other additional safety standards as Licensor, in its sole
discretion, elects to require, including, without limitation, American Railway Engineering and
Maintenance -of -Way Association ("AREMA") standards and guidelines (collectively, "UP Additional
Requirements"); and (iii) all applicable laws, rules, and regulations, including any applicable Federal
Railroad Administration and Federal Energy Regulatory Commission regulations and enactments
(collectively, "Laws"). If there is any conflict between UP Specifications, UP Additional Requirements,
and Laws, the most restrictive will apply.
B. Licensee shall keep the soil over Licensee's Facilities thoroughly compacted, and
maintain the grade over and around Licensee's Facilities even with the surface of the adjacent ground.
C. If needed, Licensee shall secure, at Licensee's sole cost and expense, any and all
necessary permits required to perform any work on Licensee's Facilities.
Section 3. NOTICE OF COMMENCEMENT OF WORK; EMERGENCIES.
A. Licensee and its contractors are strictly prohibited from commencing any work
associated with Licensee's Facilities without Licensor's written approval that the work will be in strict
compliance with the "ENGINEERING REQUIREMENTS; PERMITS" Section of this Exhibit B. Upon
Licensor's approval, Licensee shall contact both of Licensor's field representatives ("Licensor's Field
Representatives") at least ten (10) days before commencement of any work on Licensee's Facilities,
B. Licensee shall not commence any work until: (1) Licensor has determined whether
flagging or other special protective or safety measures ("Safety Measures") are required for performance
of the work pursuant to the "FLAGGING" Section of this Exhibit B and provided Licensee written
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 Fx. (402) 501-0340
authorization to commence work; and (2) Licensee has complied with the "PROTECTION OF FIBER
OPTIC CABLE SYSTEMS" Section of this Exhibit B.
C. If, at any time, an emergency arises involving Licensee's Facilities, Licensee or its
contractor shall immediately contact Licensee's Response Management Communications Center at
(888) 877-7267.
Section 4. FLAGGING.
A. Following Licensee's notice to Licensor's Field Representatives required under the
"NOTICE OF COMMENCEMENT OF WORK; EMERGENCIES" Section of this Exhibit B, Licensor
shall inform Licensee if Safety Measures are required for performance of the work by Licensee or its
contractor on Railroad Property. If Safety Measures are required, no work of any kind may be performed
by Licensee or its contractor(s) until arrangements for the Safety Measures have been made and
scheduled. If no Safety Measures are required, Licensor will give Licensee written authorization to
commence work.
B. If any Safety Measures are performed or provided by Licensor, including but not
li nited to flagging, Licensor shall bill Licensee for such expenses incurred by Licensor, unless Licensor
and a federal, state, or local governmental entity have agreed that Licensor is to bill such expenses to
the federal, state, or local governmental entity. Additional information regarding the submission of such
expenses by Licensor and payment thereof by Licensee can be found in the "LICENSEE'S PAYMENT
OF EXPENSES" Section of this Exhibit B. If Licensor performs any Safety Measures, Licensee agrees
that Licensee is not relieved of any of responsibilities or liabilities set forth in this Agreement.
C. For flagging, the rate of pay per hour for each flagger 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 tune 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 Licensor 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 the wage rate or additional charges are changed, Licensee (or the governmental
entity, as applicable) shall pay on the basis of the new rates and charges.
D. Reimbursement to Licensor will be required covering the full eight -hour day during
which any flagger is furnished, unless the flagger 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 flagger is engaged in other railroad work. Reimbursement will also be required for any day not
actually worked by the flaggers following the flaggers' assignment to work on the project for which
Licensor is required to pay the flaggers and which could not reasonably be avoided by Licensor by
assignment of such flaggers to other work, even though Licensee may not be working during such time.
When it becomes necessary for Licensor to bulletin and assign an employee to a flagging position in
compliance with union collective bargaining agreements, Licensee must provide Licensor a minimum
of five (5) days notice prior to the cessation of the need for a flagger. If five (5) days notice of cessation
is not given, Licensee will still be required to pay flagging charges for the days the flagger was
scheduled, even though flagging is no longer required for that period. An additional ten (10) days notice
must then be given to Licensor if flagging services are needed again after such five day cessation notice
has been given to Licensor.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
Section 5. SAFETY.
A. Safety of personnel, property, rail operations and the public is of paramount importance
in the prosecution of any work on Railroad Property performed by Licensee or its contractor, and takes
precedence over any work on Licensee's Facilities to be performed Licensee or its contractors. Licensee
shall be responsible for initiating, maintaining and supervising all safety operations and programs in
connection with any work on Licensee's Facilities. Licensee and its contractor shall, at a minimum
comply, with Licensor's then current safety standards located at the below web address ("Licensor's
Safety Standards") to ensure uniformity with the safety standards followed by Licensor's own forces.
As a part of Licensee's safety responsibilities, Licensee shall notify Licensor if it determines that any
of Licensor's Safety Standards are contrary to good safety practices. Licensee and its contractor shall
furnish copies of Licensor's Safety Standards to each of its employees before they enter Railroad
Property.
Union Pacific Current Safety2eouirements
B. Licensee shall keep the job site on Railroad Property fi•ee fi-om safety and health
hazards and ensure that their employees are competent and adequately trained in all safety and health
aspects of the work.
C. Licensee represents and warrants that all parts of Licensee's Facilities within and
outside of the limits of Railroad Property will not interfere whatsoever with the constant, continuous,
and uninterrupted use of the tracks, property, and facilities of Licensor, and nothing shall be done or
suffered to be done by Licensee at any time that would in any manner impair the safety thereof.
D. Licensor's operations and work performed by Licensor's personnel may cause delays
in Licensee's or its contractor's work on Licensee's Facilities. Licensee accepts this risk and agrees that
Licensor shall have no liability to Licensee or any other person or entity for any such delays. Licensee
must coordinate any work on Railroad Property by Licensee or any third party with Licensor's Field
Representatives in strict compliance with the "NOTICE OF COMMENCEMENT OF WORK;
EMERGENCIES" Section of this Exhibit
E. Licensor shall have the right, if it so elects, to provide any support it deems necessary
for the safety of Licensor's operations and trackage during Licensee's or its contractor's construction,
maintenance, repair, renewal, modification, relocation, reconstruction, or removal of Licensee's
Facilities. In the event Licensor provides such support, Licensor shall invoice Licensee, and Licensee
shall pay Licensor as set forth in the "LICENSEE'S PAYMENT OF EXPENSES" Section of this
Exhibit B.
F. Licensee may use umnanned aircraft systems ("UAS") to inspect Licensee's Facilities
only upon the prior authorization from and under the direction of Licensor's Field Representatives.
Licensee represents and warrants that its use of UAS on Railroad Property will comply with Licensor's
then -current Umnanned Aerial Systems Policy and all applicable laws, rules and regulations, including
any applicable Federal Aviation Administration regulations and enactments pertaining to UAS.
Section 6. PROTECTION OF FIBER OPTIC CABLE SYSTEMS.
Fiber optic cable systems may be buried on Railroad 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. In addition to the notifications required under the
"NOTICE OF COMMENCEMENT OF WORK; EMERGENCIES" Section of this Exhibit B, Licensee
shall visit up.com/CBUD to complete and submit the required form to determine if fiber optic cable is
buried anywhere on Railroad Property to be used by Licensee. If it is, Licensee shall telephone the
telecommunications company(ies) involved, and arrange for a cable locator, make arrangements for
relocation or other protection of the fiber optic cable, all at Licensee's expense, and will not commence
any work on Railroad Property until all such protection or relocation has been completed.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 &. (402) 501-0340
Section 7. LICENSEE'S PAYMENT OF EXPENSES
A. Licensee shall bear the entire cost and expense of the design, construction,
maintenance, modification, reconstruction, repair, renewal, revision, relocation, or removal of
Licensee's Facilities.
B. Licensee shall fully pay for all materials joined, affixed to and labor performed on
Railroad Property in connection with the construction, maintenance, modification, reconstruction,
repair, renewal, revision, relocation, or removal of Licensee's Facilities, and shall not permit or 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 fiunished thereon at the instance or request or on behalf of Licensee. Licensee
shall promptly pay or discharge all taxes, charges, and assessments levied upon, in respect to, or on
account of Licensee's Facilities, to prevent the same from becoming a charge or lien upon any property
of 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 Licensee's Facilities or
any improvement, appliance, or fixture connected therewith placed upon such property, or on account
of Licensee's interest therein. Where such tax, charge, or assessment may not be separately made or
assessed to Licensee but shall be included in the assessment of the property of Licensor, then Licensee
shall pay to Licensor an equitable proportion of such taxes determined by the value of Licensee's
property upon property of Licensor as compared with the entire value of such property.
C. As set forth in the "FLAGGING" Section of this Exhibit B, Licensor shall have the
right, if it so elects, to provide any Safety Measures Licensor deems necessary for the safety of
Licensoe's operations and trackage during Licensee's or its contractor's construction, maintenance,
modification, reconstruction, repair, renewal, revision, relocation, or removal of Licensee's Facilities,
including, but not limited to supervision, inspection, and flagging services. In the event Licensor
provides such Safety Measures, Licensor shall submit an itemized invoice to Licensee's notice recipient
listed in the "NOTICES" Article of this Agreement. Licensee shall pay to Licensor the total amount
listed on such invoice within thirty (30) days of Licensee's receipt of such invoice.
Section 8. MODIFICATIONS TO LICENSEE'S FACILITIES.
A. This grant is subject to Licensor's safe and efficient operation of its railroad, and
continued use and improvement of Railroad Property (collectively, "Railroad's Use"). Accordingly,
Licensee shall, at its sole cost and expense, modify, reconstruct, repair, renew, revise, relocate, or
remove (individually, "Modification", or collectively, "Modifications") all or any portion of Licensee's
Facilities as Licensor may designate or identify, in its sole discretion, in the furtherance of Railroad's
Use.
B. Upon any Modification of all or any portion of Licensee's Facilities to another location
on Railroad Property, Licensor and Licensee shall execute a Supplemental Agreement to this Pipeline
Agreement to document the Modification(s) to Licensee's Facilities on Railroad Property. If the
Modifications result in Licensee's Facilities moving off of Railroad Property, this Agreement will
terminate upon Licensee's completion of such Modification(s) and all requirements contained within
the "TERMINATION; REMOVAL OF LICENSEE'S FACILITIES" Section of this Exhibit B. Any
such Modification(s) off of Railroad Property will not release Licensee from any liability or other
obligation of Licensee arising prior to and upon completion of any such Modifications to the Licensee's
Facilities.
Section 9. RESTORATION OF RAILROAD PROPERTY.
In the event Licensee, in any manner moves or disturbs any property of Licensor in connection
with the construction, maintenance, modification, reconstruction, repair, renewal, revision, relocation,
or removal of Licensee's Facilities, then, Licensee shall, as soon as possible and at Licensee's sole cost
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 fx. (402) 501-0340
and expense, restore Licensor's property to the same condition as the same were before such property
was moved or disturbed.
Section 10. INDEMNITY.
A. Definitions. As used in this Section:
1. "Licensor" includes Licensor, its affiliates, its and their officers, directors,
agents and employees, and other railroad companies using Railroad Property
at or near the location of Licensee's installation and their officers, directors,
agents, and employees.
2. "Licensee" includes Licensee and its agents, contractors, subcontractors, sub -
subcontractors, employees, officers, and directors, or any other person or entity
acting on its behalf or under its control.
"Loss" includes claims, suits, taxes, loss, damages (including punitive
damages, statutory damages, and exemplary damages), costs, charges,
assessments, judgments, settlements, liens, demands, actions, causes of action,
fines, penalties, interest, and expenses of any nature, including court costs,
reasonable attorneys' fees and expenses, investigation costs, and appeal
expenses.
B. Licensee shall release, defend, indemnify, and hold harmless Licensor fi-om and against
any and all Loss, even if groundless, fiaudulent, or false, that directly or indirectly arises out of or is
related to Licensee's construction, maintenance, modification, reconstruction, repair, renewal, revision,
relocation, removal, presence, use, or operation of Licensee's Facilities, including, but not limited to,
any actual or alleged:
1. Bodily harm or personal injury (including any emotional injury or disease) to, or
the death of, any person(s), including, but not limited to, Licensee, Licensor,
any telecommunications company, or the agents, contractors, subcontractors,
sub -subcontractors, or employees of the foregoing;
2. Damage to or the disturbance, loss, movement, or destruction of Railroad
Property, including loss of use and diminution in value, including, but not
limited to, any telecommunications system(s) or fiber optic cable(s) on or near
Railroad Property, any property of Licensee or Licensor, or any property in the
care, custody, or control of Licensee or Licensor;
3. Removal of person(s) fi-om Railroad Property;
4. Any delays or interference with track or Railroad's Use caused by Licensee's
activity(ies) on Railroad Property, including without limitation the
construction, maintenance, modification, reconstruction, repair, renewal,
revision, relocation, or removal of Licensee's Facilities or any part thereof, any
activities, labor, materials, equipment, or machinery in conjunction therewith;
5. Right(s) or interest(s) granted pursuant to this Agreement;
6. Contents escaping from Licensee's Facilities, including without lmitation any
actual or alleged pollution, contamination, breach, or enviromnental Loss;
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 fx. (402) 501-0340
7. Licensee's breach of this Agreement or failure to comply with its provisions,
including, but not limited to, any violation or breach by Licensee of any
representations and warranties Licensee has made in this Agreement; and
8. Violation by Licensee of any law, statute, ordinance, governmental administrative
order, rule, or regulation, including without limitation all applicable Federal
Railroad Administration regulations.
C. THE FOREGOING OBLIGATIONS SHALL APPLY TO THE FULLEST EXTENT
PERMITTED BY LAW FOR THE BENEFIT OF LICENSOR TO LOSSES CAUSED BY, ARISING
FROM, RELATING TO, OR RESULTING FROM, IN WHOLE OR IN PART, THE NEGLIGENCE OF
LICENSOR, AND SUCH NEGLIGENCE OF LICENSOR SHALL NOT LIMIT, DIMINISH, OR
PRECLUDE LICENSEE'S OBLIGATIONS TO LICENSOR IN ANY RESPECT.
NOTWITHSTANDING THE FOREGOING, SUCH OBLIGATION TO INDEMNIFY LICENSOR
SHALL NOT APPLY TO THE EXTENT THE LOSS IS CAUSED BY THE SOLE, ACTIVE AND
DIRECT NEGLIGENCE, GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT OF LICENSOR AS
DETERMINED IN A FINAL JUDGMENT BY A COURT OF COMPETENT JURISDICTION.
Section 11. TERMINATION; REMOVAL OF LICENSEE'S FACILITIES
A. If Licensee does not use the right herein granted on Licensee's Facilities for one (1)
year, or if Licensee continues in default in the performance of any provision of this Agreement for a
period of thirty (30) days after written notice from Licensor to Licensee specifying such default,
Licensor may, at its sole discretion, terminate this Agreement by written notice to Licensee at the
address listed in the "NOTICES" Article of this Agreement. This Agreement will not terminate until
Licensee complies with Paragraphs "C" and "D" of this Section found below.
B. In addition to the provisions of Paragraph "A" above, this Agreement may be
terminated by written notice given by either party, without cause, upon thirty (30) days written notice
to the non -terminating party at the address listed in the "NOTICES" Article of this Agreement. This
Agreement will not terminate until Licensee complies with Paragraphs "C" and "D" of this Section
found below.
C. Prior to the effective date of any termination described in tivs Section, Licensee shall submit an
application to Licensors online Utility Contracts System at this link for Licensee's removal, or if applicable,
abandonment in place of Licensee's Facilities located on Railroad Property ("Removal/Abandomnent
Work"). Upon the UP Engineering Representative's approval of Licensee's application for the
Removal/Abandonment Work, Licensor and Licensee shall execute a separate consent document that
will govern Licensee's performance of the Removal/Abandonment Work from those portions of
Railroad Property not occupied by roadbed and/or trackage ("Consent Document"). Licensee shall then
restore the impacted Railroad Property to the same or reasonably similar condition as it was prior to
Licensee's installation of Licensee's Facilities. For purposes of this Section, Licensee's (i) performance
of the Removal/Abandonment Work, and (ii) restoration work will hereinafter be collectively referred
to as the "Restoration Work".
D. Following Licensee's completion of the Restoration Work, Licensee shall provide a
written certification letter to Licensor at the address listed in the "NOTICES" Article of this Agreement
which certifies that the Restoration Work has been completed in accordance with the Consent
Document. Licensee shall report to governmental authorities, as required by law, and notify Licensor
immediately if any environmental contamination is discovered during Licensee's performance of the
Restoration Work. Upon discovery, the Licensee shall initiate any and all removal, remedial and
restoration actions that are necessary to restore the property to its original, uncontaminated condition.
Licensee shall provide written certification to Licensor at the address listed in the "NOTICES" Article
of this Agreement that environmental contamination has been remediated and the property has been
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 is. (402) 501-0340
restored in accordance with Licensor's requirements. Upon Licensor's receipt of Licensee's restoration
completion certifications, this Agreement will terminate.
E. In the event that Licensee fails to complete any of the Restoration Work, Licensor may,
but is not obligated, to perform the Restoration Work. Any such work actually performed by Licensor
will be at the cost and expense of Licensee. In the event that Licensor performs any of the Restoration
Work, Licensee shall release Licensor fi-om any and all Loss (defined in the "INDEMNITY" Section of
this Exhibit B) arising out of or related to Licensor's performance of the Restoration Work.
F. Termination of this Agreement for any reason will not affect any of rights or obligations
of the parties which may have accrued, or liabilities or Loss (defined in the "INDEMNITY" Section of
this Exhibit B), accrued or otherwise, which may have arisen prior to such termination.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
EXHIBIT C
INSURANCE REQUIREMENTS
In accordance with Article 5 of this Agreement, Licensee shall (1) procure and maintain at its
sole cost and expense, or (2) require its Contractor(s) to procure and maintain, at their sole cost and
expense, the following insurance coverage:
A. Commercial General Liability Insurance. Commercial general liability (CGL) with
a limit of not less than $2,000,000 each occurrence and an aggregate limit of not less than $4,000,000.
CGL insurance must be written on ISO occurrence form CG 00 01 12 04 (or a substitute form providing
equivalent coverage).
The policy must also contain the following endorsement, WHICH MUST BE STATED ON
THE CERTIFICATE OF INSURANCE:
• Contractual Liability Railroads ISO form CG 24 17 10 01 (or a substitute form providing
equivalent coverage) showing "Union Pacific Railroad Company Property" as the Designated
Job Site.
B. Business Automobile Coverage Insurance. Business auto coverage written on
ISO form CA 00 01 10 01 (or a substitute form providing equivalent liability coverage) with a limit of
not less $2,000,000 for each accident, and coverage must include liability arising out of any auto
(including owned, hired, and non -owned autos).
The policy must contain the following endorsements, WHICH MUST BE STATED ON THE
CERTIFICATE OF INSURANCE:
• "Coverage For Certain Operations In Cormection With Railroads" ISO form CA 20 70 10 01
(or a substitute form providing equivalent coverage) showing "Union Pacific Railroad
Company Property" as the Designated Job Site,
C. Workers' Compensation and EmMovers' Liability Insurance. Coverage must
include but not be limited to:
• Licensee's 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 Unit $500,000 each employee.
If Licensee 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.
D. Environmental Liability Insurance. Environmental Legal Liability Insurance (ELL)
applicable to bodily injury, property damage, including loss of use of damaged property or of property
that has not been physically injured or destroyed, cleanup costs, and defense, including costs and
expenses incurred in the investigation, defense, or settlement of claims, or compliance with statute, all
in connection with any loss arising fi-om the insured's performance under this Agreement. Except with
respect to the Units of insurance, and any rights or duties specifically assigned to the first named
insured, this insurance must apply as if each named insured were the only named insured; and separately
to the additional insured against which claim is made or suit is brought. Coverage shall be maintained
in an amount of at least $2,000,000 per loss, with an annual aggregate of at least $4,000,000.
Licensee warrants that any retroactive date applicable to ELL insurance coverage under the
policy is the same as or precedes the Effective Date of this Agreement, and that continuous coverage
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
will be maintained for a period of five (5) years beginning fi•om the time the work under this Agreement
is completed or if coverage is cancelled for any reason the policies extended discovery period, if any,
will be exercised for the maximum time allowed.
E. Railroad Protective Liability Insurance. Licensee must maintain for the duration of
work "Railroad Protective Liability" insurance written on ISO occurrence form CG 00 35 12 04 (or a
substitute form providing equivalent coverage) on behalf of Licensor only as named insured, with a
lunit of not less than $2,000,000 per occurrence and an aggregate of $6,000,000. The definition of "JOB
LOCATION" and "WORK" on the declaration page of the policy shall refer to this Agreement and shall
describe all WORK or OPERATIONS performed under this Agreement. Notwithstanding the
foregoing, Licensee does not need Railroad Protective Liability Insurance after its initial construction
work is complete and all excess materials have been removed from Licensoe's property; PROVIDED,
however, that Licensee shall procure such coverage for any subsequent maintenance, repair, renewal,
modification, reconstruction, or removal work on Licensee's Facilities.
F. Umbrella or Excess Insurance. If Licensee utilizes umbrella or excess policies, and
these policies must "follow form" and afford no less coverage than the primary policy.
Other Requirements
G. All policy(ies) required above (except business automobile, workers' compensation and
employers' liability) must include Licensor as "Additional Insured" using ISO Additional Insured
Endorsement CG 20 26 (or substitute form(s) providing equivalent coverage). The coverage provided
to Licensor as additional insured shall not be limited by Licensee's liability under the indemnity
provisions of this Agreement. BOTH LICENSOR AND LICENSEE EXPECT THAT LICENSOR
WILL BE PROVIDED WITH THE BROADEST POSSIBLE COVERAGE AVAILABLE BY
OPERATION OF LAW UNDER ISO ADDITIONAL INSURED FORM CG 20 26.
H. Punitive damages exclusion, if any, must be deleted (and the deletion indicated on the
certificate of insurance), unless (a) insurance coverage may not lawfully be obtained for any punitive
damages that may arise under this Agreement, or (b) all punitive damages are prohibited by all states in
which this Agreement will be performed.
I. Licensee waives all rights of recovery, and its insurers also waive all rights of
subrogation of damages against Licensor and its agents, officers, directors and employees for damages
covered by the workers' compensation and employers' liability or commercial umbrella or excess
liability obtained by Licensee required in this Agreement, where permitted by law. This waiver must
be stated on the certificate of insurance.
J. All insurance policies must be written by a reputable insurance company acceptable to
Licensor or with a current Best's Insurance Guide Rating of A- and Class VII or better, and authorized
to do business in the state(s) in which the work is to be performed.
K. The fact that insurance is obtained by Licensee will not be deemed to release or
diminish the liability of Licensee, including, without limitation, liability under the indemnity provisions
of this Agreement. Damages recoverable by Licensor fi-om Licensee or any third party will not be
Invited by the amount of the required insurance coverage.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
December 14, 2022
Project: 0785918
BLAIR, NEBRASKA
Re: Proposed One (1) Underground 30 Inch DIP Pipe Encased In 42 Inch Steel Conveying Water
Pipeline Crossing of Railroad Property at Mile Post 340.65 on the Blair Subdivision at or near
Blair, Washington County, Nebraska.
Attached is an original of the agreement covering your use of the Railroad Company's right of
way. Please return the executed agreement via email. For any payment(s), please follow the
accompanying instructions.
An original copy of the fully -executed document will be returned to you, when approved and
processed by the Railroad Company.
• Payment in the amount of one thousand two hundred fifty dollars ($1,250.00) is due and payable to
Union Pacific Railroad Company upon your execution of the agreement. Please include your
payment, with Project No. 0785918 noted on that document. If you require formal billing, you
may consider this letter as a formal bill and that 946001323 is this Corporation's correct Federal
Taxpayer Identification Number.
• Railroad Protective Liability Insurance (RPLI) may be obtained from any insurance company which
offers such coverage. Union Pacific has also worked with a national broker, Marsh USA, to make
available RPLI to you or your contractor. You can find additional information, premium quotes,
and application forms at (uprr.marsh.com).
If we have not received the executed documents within six months from the date of this letter,
this proposed offer of an agreement is withdrawn and becomes null and void.
If you have any questions, please contact me at jasorian@up.com.
Sincerely,
Justin Soriano
Analyst Finance
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
Pipeline Crossing 080808
Last Modified: 06/05/18
Form Approved, AVP-Law
PIPELINE CROSSING
AGREEMENT
Mile Post: 340.65, Blair Subdivision
Location: Blair, Washington County, Nebraska
Project No. 0785918
THIS AGREEMENT ("Agreement") is made and entered into as of December 14, 2022,
("Effective Date") by and between UNION PACIFIC RAILROAD COMPANY, a Delaware
corporation, ("Licensor") and BLAIR, NEBRASKA, to be addressed at 218 South 16th Street, Blair,
Nebraska 68008 ("Licensee"),
IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS:
Article 1. LICENSOR GRANTS RIGHT.
A. In consideration of the license fee to be paid by Licensee set forth below and in further
consideration of the covenants and agreements to be performed by Licensee, Licensor hereby grants to
Licensee the right to construct and thereafter, during the term hereof, maintain and operate one (1)
underground 30 inch DIP pipe encased in 42 inch steel conveying water only, including any
appurtenances required for the operation of said pipeline (collectively, "Licensee's Facilities") across
Licensor's real property, trackage, or other facilities located in Blair, Washington County, State of
Nebraska ("Railroad Property"). The specific specifications and limited purpose for Licensee's Facilities
on, along, across and under Railroad Property are described in and shown on the Print and Specifications
dated December 14, 2022, attached hereto as Exhibit A and made a part hereof.
B. Licensee represents and warrants that Licensee's Facilities will (i) only be used for one (1)
underground 30 inch DIP pipe encased in 42 inch steel conveying water, and (ii) not be used to convey
any other substance, any fiber optic cable, or for any other use, whether such use is currently
technologically possible, or whether such use may come into existence during the life of this Agreement.
C. Licensee acknowledges that if it or its contractor provides Licensor with digital imagery
depicting Licensee's Facilities ("Digital finagery"), Licensee authorizes Licensor to use the Digital
Imagery in preparing Exhibit A. Licensee represents and warrants that through a license or otherwise,
it has the right to use the Digital Imagery and to permit Licensor to use the Digital Imagery in said
manner.
Article 2. LICENSE FEE.
A. Upon execution of this Agreement, the Licensee shall pay to the Licensor a one-time License
Fee of one thousand two hundred fifty dollars ($1,250.00).
Article 3. TERM.
This Agreement shall take effect as of the Effective Date first herein written and shall continue
in full force and effect until terminated as provided in the "TERMINATION; REMOVAL OF
LICENSEE'S FACILITIES" Section of Exhibit B.
Union Pacific Railroad Real Estate 1400 Douglas Street Slop 1690 Omaha, Nebraska 68179-1690 N, (402) 501-0340
Article 4. LICENSEE'S COMPLIANCE WITH GENERAL TERMS
Licensee represents and warrants that all work on Licensee's Facilities performed by Licensee
or its contractors will strictly comply with all terms and conditions set forth herein, including the
General Terms and Conditions, attached hereto as Exhibit B and made a part hereof.
Article 5. INSURANCE.
A. During the term of this Agreement, Licensee shall fully comply or cause its contractor(s) to
fully comply with the insurance requirements described in Exhibit C, attached hereto and made a part
hereof. Upon request only, Licensee shall send copies of all insurance documentation (e.g., certificates,
endorsements, etc.) to Licensor at the address listed in the "NOTICES" Section of this Agreement.
B. If Licensee is subject to statute(s) limiting its insurance liability and/or limiting its ability to
obtain insurance in compliance with Exhibit C of this Agreement, those statutes shall apply.
Article 6. DEFINITION OF LICENSEE.
For purposes of this Agreement, all references in this Agreement to Licensee will include
Licensee's contractors, subcontractors, officers, agents and employees, and others acting under its or
their authority (collectively, a "Contractor"). If a Contractor is hired by Licensee to perform any work
on Licensee's Facilities (including initial construction and subsequent relocation, maintenance, and/or
repair work), then Licensee shall provide a copy of this Agreement to its Contractor(s) and require its
Contractor(s) to comply with all terms and conditions of this Agreement, including the indemnification
requirements set forth in the "INDEMNITY" Section of Exhibit B. Licensee shall require any
Contractor to release, defend, and indemnify Licensor to the same extent and under the same terms and
conditions as Licensee is required to release, defend, and indemnify Licensor herein.
Article 7. ATTORNEYS' FEES EXPENSES AND COSTS.
If litigation or other court action or similar adjudicatory proceeding is undertaken by Licensee
or Licensor to enforce its rights under this Agreement, all fees, costs, and expenses, including, without
limitation, reasonable attorneys' fees and court costs, of the prevailing Party in such action, suit, or
proceeding shall be reimbursed or paid by the Party against whose interest the judgment or decision is
rendered. The provisions of this Article shall survive the termination of this Agreement.
Article 8. WAIVER OF BREACH.
The waiver by Licensor of the breach of any condition, covenant or agreement herein contained
to be kept, observed and performed by Licensee shall in no way impair the right of Licensor to avail
itself of any remedy for any subsequent breach thereof.
Article 9. ASSIGNMENT.
A. Licensee shall not assign this Agreement, in whole or in part, or any rights herein granted,
without the written consent of Licensor, which must be requested in writing by Licensee. Any
assignment or attempted transfer of this Agreement or any of the rights herein granted, whether
voluntary, by operation of law, or otherwise, without Licensor's written consent, will be absolutely void
and may result in Licensor's termination of this Agreement pursuant to the "TERMINATION;
REMOVAL OF LICENSEE'S FACILITIES" Section of Exhibit B.
B. Upon Licensor's written consent to any assignment, this Agreement will be binding upon and
inure to the benefit of the parties thereto, successors, heirs, and assigns, executors, and administrators.
Union Pacific Railroad Real Estate 1400 Douglas Street Slop 1690 Omaha, Nebraska 68179-1690 N, (402) 501-0340
Article 10. SEVERABILITY.
Any provision of this Agreement which is determined by a court of competent jurisdiction to
be invalid or unenforceable shall be invalid or unenforceable only to the extent of such determination,
which shall not invalidate or otherwise render ineffective any other provision of this Agreement.
Article 11. NOTICES.
Except Licensee's commencement of work notice(s) required under Exhibit B, all other notices
required by this Agreement must be in writing, and (i) personally served upon the business address
listed below ("Notice Address"), (ii) sent overnight via express delivery by a nationally recognized
overnight delivery service such as Federal Express Corporation or United Parcel Service to the Notice
Address, or (iii) by certified mail, return receipt requested to the Notice Address. Overnight express
delivery notices will be deemed to be given upon receipt. Certified mail notices will be deemed to be
given three (3) days after deposit with the United States Postal Service.
If to Licensor: Union Pacific Railroad Company
Attn: Analyst — Real Estate Utilities (Project No. 0785918)
1400 Douglas Street, NIS 1690
Omaha, Nebraska 68179
If to Licensee: BLAIR, NEBRASKA
218 South 16th Street
Blair, Nebraska 68008
Article 12. SPECIAL PROVISION — CONSTRUCTION OBSERVATION.
Licensor requires Licensee to provide monitoring of tracks and construction observation
through Licensor approved observer named below during all construction and installation work.
Licensee is to directly coordinate services with the named inspector:
Railpros Field Services
Email: RP.Utility t)raill)ros.conr
Phone (682)223-5271
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as
of the date first herein written.
UNION PACIFIC RAILROAD COMPANY BLAIR, NEBRASKA
IC
Justin Soriano
Analyst Finance
By:ZV -
Name Printed:
Title V,-_66iO C— C42-P s
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
NON-FLAMMABLE LIQUID d CROSSING
D ENCROACHMENT
PIPELINE D BOTH
B UPRR R. 0. W.----------
1830 FT. �I-� 3450 FT.
I (n H
a(n —FT. ►{ . 1144 FT. a LL
Lu I'-...v Lu o 0
so DEC. M
z I c� ANGLE OF icr
z
CL
Z CROSSINGCL
L4'— — — — — — — — — — — — — , IN— -- - — - — - — -—
— — — - — — — — — -
a
DESCRIBE ° I " DESCRIBE
I FIXED OBJECT `P I FIXED OBJECT
CROSSING TRACK CROSSING TRACK
I W. Backwall of RR Bridge S-72
NORTH (ES: 2+01.8)
q� UPRR R.O.W.-------------------------
PLAN
SCALE: NONE
OUTER OUTER alo
TRACK TRACK M:c�
o FT. - I o FT.
� I I
260.OF T.
i i
109 FT.---►�-�— o FT. � 151 FT.
i
VENT PIPE i 1 I_
I TOTAL TRACKS'
NA FT,
NA FT.
I
DRAINAGE
GROUND
NA FT SURFACE
:
DITCH
4sFT.
.FT.
I
1OFT. :
1
qO -----------------------------------
----------- -- - -
CASING PIPE SECTION
CARRIER PIPE SCALE: NONE
LONGITUDINAL PIPE
ENCROACHMENT
NOTES:
1) ALL DIMENSIONS MEASURED PERPENDICULAR TO THE CENTERLINE OF TRACK
2 REFER TO AREMA VOLUME 1. CHAPTER 1. PART 5. SECTION 5.1
A) METHOD OF INSTALLATION BOREDANDJACKED
B) DIST. FROM CENTERLINE OF TRACK TO PIPE ENCROACHMENT
BUILDING AMERICAG
C) SIGNS PROVIDED? AT MINIMUM SIGNS WILL BE PROVIDED AS STATED ABOVE
D) CARRIER MATERIAL DIP IF RCP, CLASS V? NA
COMMODITY TO BE CONVEYED WATER
EXHIBIT " A"
OPERATIONAL PRESSURE 120 PSI. MAOP 120 PSI.
WALL THICKNESS (INCH)/ SCHEDULE 0.42" DIAMETER 30 IN,
SUBDIVISION: BlalrSub.
TRACK TYPE: MAINLINE
CATHODIC/COATING PROTECTION NO
M.P.: 340.65
LAT.: 41.551483
E) CASING MATERIAL STEELPIPE IF RCP, CLASS V? NA
TOTAL LENGTH CASING PIPE: 260 FT.
WALL THICKNESS 0.625 IN. DIAMETER 42 IN.
E.S.M.: 13+45.8
LONG.:-96,101781
NEAREST CITY: COUNTY: STATE:
CATHODIC/COATING PROTECTION YES
CASING PIPE IS OPEN AT THE ENDS.
BLAIR WASHINGTON NE
_
APPLICANT: GLAIR, NEBRASKA
F) DISTANCE FROM CENTERLINE OF TRACK TO NEAR FACE OF
BORING AND JACKING PITS WHEN MEASURED AT RIGHT ANGLES
FILE NO.: 0785918
DATE: 11/17/2022
30 AND 110
Pipeline Crossing 06/05/18
Form Approved, AVP Law
EXHIBIT B
GENERAL TERMS AND CONDITIONS
Section 1. LIMITATION AND SUBORDINATION OF RIGHTS GRANTED
A. The foregoing grant is subject and subordinate to the prior and continuing right and
obligation of Licensor to use and maintain its entire property including the right and power of Licensor
to construct, maintain, repair, renew, use, operate, change, modify or relocate railroad tracks, signal,
communication, fiber optics, or other wielines, pipelines and other facilities upon, along or across any
or all parts of its property, all or any of which may be freely done at any time or times by Licensor
without liability to Licensee or to any other party for compensation or damages.
B. The foregoing grant is also subject to all outstanding superior rights (including those
in favor of licensees and lessees of Railroad Property) and the right of Licensor to renew and extend
the same, and is made without covenant of title or for quiet enjoyment. It shall be Licensee's sole
obligation to obtain such additional permission, license and grants necessary on account of any such
existing rights.
Section 2. ENGINEERING REOUIREMENTS, PERMITS
A. Licensee's Facilities will be designed, constructed, operated, maintained, repaired,
renewed, modified, reconstructed, removed, or abandoned in place on Railroad Property by Licensee
or its contractor to Licensor's satisfaction and in strict conformity with: (i) Licensor's current
engineering standards and specifications, including those for shoring and cribbing to protect Licensor's
railroad operations and facilities ("UP Specifications"), except for variances approved in advance in
writing by Licensor's Assistant Vice President Engineering — Design or its authorized representative
("UP Engineering Representative"); (ii) such other additional safety standards as Licensor, in its sole
discretion, elects to require, including, without limitation, American Railway Engineering and
Maintenance -of -Way Association ("AREMA") standards and guidelines (collectively, "UP Additional
Requirements"); and (iii) all applicable laws, rules, and regulations, including any applicable Federal
Railroad Administration and Federal Energy Regulatory Commission regulations and enactments
(collectively, "Laws"). If there is any conflict between UP Specifications, UP Additional Requirements,
and Laws, the most restrictive will apply.
B. Licensee shall keep the soil over Licensee's Facilities thoroughly compacted, and
maintain the grade over and around Licensee's Facilities even with the surface of the adjacent ground.
C. If needed, Licensee shall secure, at Licensee's sole cost and expense, any and all
necessary permits required to perform any work on Licensee's Facilities,
Section 3. NOTICE OF COMMENCEMENT OF WORK; EMERGENCIES.
A. Licensee and its contactors are strictly prohibited fi•om commencing any work
associated with Licensee's Facilities without Licensor's written approval that the work will be in strict
compliance with the "ENGINEERING REQUIREMENTS; PERMITS" Section of this Exhibit B. Upon
Licensor's approval, Licensee shall contact both of Licensor's field representatives ("Licensor's Field
Representatives") at least ten (10) days before commencement of any work on Licensee's Facilities.
B. Licensee shall not commence any work until: (1) Licensor has determined whether
flagging or other special protective or safety measures ("Safety Measures") are required for performance
of the work pursuant to the "FLAGGING" Section of this Exbibit B and provided Licensee written
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
authorization to commence work; and (2) Licensee has complied with the "PROTECTION OF FIBER
OPTIC CABLE SYSTEMS" Section of this Exhibit B.
C. If, at any time, an emergency arises involving Licensee's Facilities, Licensee or its
contractor shall immediately contact Licensor's Response Management Communications Center at
(888) 877-7267.
Section 4. FLAGGING.
A. Following Licensee's notice to Licensor's Field Representatives required under the
"NOTICE OF COMMENCEMENT OF WORK; EMERGENCIES" Section of this Exhibit B, Licensor
shall inform Licensee if Safety Measures are required for performance of the work by Licensee or its
contractor on Railroad Property. If Safety Measures are required, no work of any kind may be performed
by Licensee or its contractor(s) until arrangements for the Safety Measures have been made and
scheduled. If no Safety Measures are required, Licensor will give Licensee written authorization to
commence work.
B. If any Safety Measures are performed or provided by Licensor, including but not
limited to flagging, Licensor shall bill Licensee for such expenses incurred by Licensor, unless Licensor
and a federal, state, or local governmental entity have agreed that Licensor is to bill such expenses to
the federal, state, or local governmental entity. Additional information regarding the submission of such
expenses by Licensor and payment thereof by Licensee can be found in the "LICENSEE'S PAYMENT
OF EXPENSES" Section of this Exhibit B. If Licensor performs any Safety Measures, Licensee agrees
that Licensee is not relieved of any of responsibilities or liabilities set forth in this Agreement.
C. For flagging, the rate of pay per hour for each flagger will be the prevailing hourly rate
in effect for an eight -hour day for the class of flagmen used during regularly assigned hours and
overtone 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 Licensor and its employees, and may be retroactive as a
result of negotiations or a ruling of an authorized govermnental agency. Additional charges on labor are
also subject to change. If the wage rate or additional charges are changed, Licensee (or the governmental
entity, as applicable) shall pay on the basis of the new rates and charges.
D. Reimbursement to Licensor will be required covering the full eight -hour day during
which any flagger is furnished, unless the flagger can be assigned to other railroad work during a portion
of such day, in which event reirnbursement will not be required for the portion of the day during which
the flagger is engaged in other railroad work. Reimbursement will also be required for any day not
actually worked by the flaggers following the flaggers' assignment to work on the project for which
Licensor is required to pay the flaggers and which could not reasonably be avoided by Licensor by
assigmnent of such flaggers to other work, even though Licensee may not be working during such time.
When it becomes necessary for Licensor to bulletin and assign an employee to a flagging position in
compliance with union collective bargaining agreements, Licensee must provide Licensor a minimum
of five (5) days notice prior to the cessation of the need for a flagger. If five (5) days notice of cessation
is not given, Licensee will still be required to pay flagging charges for the days the flagger was
scheduled, even though flagging is no longer required for that period. An additional ten (10) days notice
must then be given to Licensor if flagging services are needed again after such five day cessation notice
has been given to Licensor.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
Section 5. SAFETY
A. Safety of personnel, property, rail operations and the public is of paramount importance
in the prosecution of any work on Railroad Property performed by Licensee or its contractor, and takes
precedence over any work on Licensee's Facilities to be performed Licensee or its contractors. Licensee
shall be responsible for initiating, maintaining and supervising all safety operations and programs in
connection with any work on Licensee's Facilities. Licensee and its contractor shall, at a minimum
comply, with Licensor's then current safety standards located at the below web address ("Licensor's
Safety Standards") to ensure uniformity with the safety standards followed by Licensor's own forces.
As a part of Licensee's safety responsibilities, Licensee shall notify Licensor if it determines that any
of Licensor's Safety Standards are contrary to good safety practices. Licensee and its contractor shall
furnish copies of Licensor's Safety Standards to each of its employees before they enter Railroad
Property,
Union Pacific Current SaletV Requirements
B. Licensee shall keep the job site on Railroad Property free from safety and health
hazards and ensure that their employees are competent and adequately trained in all safety and health
aspects of the work.
C. Licensee represents and warrants that all parts of Licensee's Facilities within and
outside of the limits of Railroad Property will not interfere whatsoever with the constant, continuous,
and uninterrupted use of the tracks, property, and facilities of Licensor, and nothing shall be done or
suffered to be done by Licensee at any time that would in any manner impair the safety thereof.
D. Licensor's operations and work performed by Licensor's personnel may cause delays
in Licensee's or its contractor's work on Licensee's Facilities. Licensee accepts this risk and agrees that
Licensor shall have no liability to Licensee or any other person or entity for any such delays. Licensee
must coordinate any work on Railroad Property by Licensee or any third party with Licensor's Field
Representatives in strict compliance with the "NOTICE OF COMMENCEMENT OF WORK;
EMERGENCIES" Section of this Exhibit
E. Licensor shall have the right, if it so elects, to provide any support it deems necessary
for the safety of Licensor's operations and trackage during Licensee's or its contractor's construction,
maintenance, repair, renewal, modification, relocation, reconstruction, or removal of Licensee's
Facilities. In the event Licensor provides such support, Licensor shall invoice Licensee, and Licensee
shall pay Licensor as set forth in the "LICENSEE'S PAYMENT OF EXPENSES" Section of this
Exhibit B.
F. Licensee may use unmanned aircraft systems ("UAS") to inspect Licensee's Facilities
only upon the prior authorization from and under the direction of Licensor's Field Representatives.
Licensee represents and warrants that its use of UAS on Railroad Property will comply with Licensor's
then -current Umnanned Aerial Systems Policy and all applicable laws, rules and regulations, including
any applicable Federal Aviation Administration regulations and enactments pertaining to UAS,
Section 6. PROTECTION OF FIBER OPTIC CABLE SYSTEMS.
Fiber optic cable systems may be buried on Railroad 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. In addition to the notifications required under the
"NOTICE OF COMMENCEMENT OF WORK; EMERGENCIES" Section of this Exhibit B, Licensee
shall visit up.com/CBUD to complete and submit the required form to determine if fiber optic cable is
buried anywhere on Railroad Property to be used by Licensee. If it is, Licensee shall telephone the
telecommunications company(ies) involved, and arrange for a cable locator, make arrangements for
relocation or other protection of the fiber optic cable, all at Licensee's expense, and will not commence
any work on Railroad Property until all such protection or relocation has been completed.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
Section 7. LICENSEE'S PAYMENT OF EXPENSES
A. Licensee shall bear the entire cost and expense of the design, construction,
maintenance, modification, reconstruction, repair, renewal, revision, relocation, or removal of
Licensee's Facilities.
B. Licensee shall fully pay for all materials joined, affixed to and labor performed on
Railroad Property in connection with the construction, maintenance, modification, reconstruction,
repair, renewal, revision, relocation, or removal of Licensee's Facilities, and shall not permit or 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 Licensee. Licensee
shall promptly pay or discharge all taxes, charges, and assessments levied upon, in respect to, or on
account of Licensee's Facilities, to prevent the same from becoming a charge or lien upon any property
of 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 Licensee's Facilities or
any improvement, appliance, or fixture connected therewith placed upon such property, or on account
of Licensee's interest therein. Where such tax, charge, or assessment may not be separately made or
assessed to Licensee but shall be included in the assessment of the property of Licensor, then Licensee
shall pay to Licensor an equitable proportion of such taxes determined by the value of Licensee's
property upon property of Licensor as compared with the entire value of such property.
C. As set forth in the "FLAGGING" Section of this Exhibit B, Licensor shall have the
right, if it so elects, to provide any Safety Measures Licensor deems necessary for the safety of
Licensoe's operations and trackage during Licensee's or its contractor's construction, maintenance,
modification, reconstruction, repair, renewal, revision, relocation, or removal of Licensee's Facilities,
including, but not limited to supervision, inspection, and flagging services. In the event Licensor
provides such Safety Measures, Licensor shall submit an itemized invoice to Licensee's notice recipient
listed in the "NOTICES" Article of this Agreement. Licensee shall pay to Licensor the total amount
listed on such invoice within thirty (30) days of Licensee's receipt of such invoice.
Section 8. MODIFICATIONS TO LICENSEE'S FACILITIES.
A. This grant is subject to Licensoe's safe and efficient operation of its railroad, and
continued use and improvement of Railroad Property (collectively, "Railroad's Use"). Accordingly,
Licensee shall, at its sole cost and expense, modify, reconstruct, repair, renew, revise, relocate, or
remove (individually, "Modification", or collectively, "Modifications") all or any portion of Licensee's
Facilities as Licensor may designate or identify, in its sole discretion, in the furtherance of Railroad's
Use.
B. Upon any Modification of all or any portion of Licensee's Facilities to another location
on Railroad Property, Licensor and Licensee shall execute a Supplemental Agreement to this Pipeline
Agreement to document the Modification(s) to Licensee's Facilities on Railroad Property. If the
Modifications result in Licensee's Facilities moving off of Railroad Property, this Agreement will
terminate upon Licensee's completion of such Modification(s) and all requirements contained within
the "TERMINATION; REMOVAL OF LICENSEE'S FACILITIES" Section of this Exhibit B. Any
such Modification(s) off of Railroad Property will not release Licensee from any liability or other
obligation of Licensee arising prior to and upon completion of any such Modifications to the Licensee's
Facilities.
Section 9. RESTORATION OF RAILROAD PROPERTY.
In the event Licensee, in any manner moves or disturbs any property of Licensor in connection
with the construction, maintenance, modification, reconstruction, repair, renewal, revision, relocation,
or removal of Licensee's Facilities, then, Licensee shall, as soon as possible and at Licensee's sole cost
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
and expense, restore Licensor's property to the same condition as the same were before such property
was moved or disturbed.
Section 10. INDEMNITY.
A. Definitions. As used in this Section:
"Licensor" includes Licensor, its affiliates, its and their officers, directors,
agents and employees, and other railroad companies using Railroad Property
at or near the location of Licensee's installation and their officers, directors,
agents, and employees.
2. "Licensee" includes Licensee and its agents, contractors, subcontractors, sub -
subcontractors, employees, officers, and directors, or any other person or entity
acting on its behalf or under its control.
3. "Loss" includes claims, suits, taxes, loss, damages (including punitive
damages, statutory damages, and exemplary damages), costs, charges,
assessments, judgments, settlements, liens, demands, actions, causes of action,
fines, penalties, interest, and expenses of any nature, including court costs,
reasonable attorneys' fees and expenses, investigation costs, and appeal
expenses.
B. Licensee shall release, defend, indemnify, and hold harmless Licensor from and against
any and all Loss, even if groundless, fraudulent, or false, that directly or indirectly arises out of or is
related to Licensee's construction, maintenance, modification, reconstruction, repair, renewal, revision,
relocation, removal, presence, use, or operation of Licensee's Facilities, including, but not limited to,
any actual or alleged:
1. Bodily harm or personal injury (including any emotional injury or disease) to, or
the death of, any person(s), including, but not limited to, Licensee, Licensor,
any telecommunications company, or the agents, contractors, subcontractors,
sub -subcontractors, or employees of the foregoing;
2. Damage to or the disturbance, loss, movement, or destruction of Railroad
Property, including loss of use and diminution in value, including, but not
limited to, any telecommunications system(s) or fiber optic cable(s) on or near
Railroad Property, any property of Licensee or Licensor, or any property in the
care, custody, or control of Licensee or Licensor;
3. Removal of person(s) from Railroad Property;
4. Any delays or interference with track or Railroad's Use caused by Licensee's
activity(ies) on Railroad Property, including without limitation the
construction, maintenance, modification, reconstruction, repair, renewal,
revision, relocation, or removal of Licensee's Facilities or any part thereof, any
activities, labor, materials, equipment, or machinery in conjunction therewith;
5. Right(s) or interest(s) granted pursuant to this Agreement;
Contents escaping fi-om Licensee's Facilities, including without limitation any
actual or alleged pollution, contamination, breach, or enviromnental Loss;
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
7. Licensee's breach of this Agreement or failure to comply with its provisions,
including, but not limited to, any violation or breach by Licensee of any
representations and warranties Licensee has made in this Agreement; and
8. Violation by Licensee of any law, statute, ordinance, governmental administrative
order, rule, or regulation, including without limitation all applicable Federal
Railroad Administration regulations.
C. THE FOREGOING OBLIGATIONS SHALL APPLY TO THE FULLEST EXTENT
PERMITTED BY LAW FOR THE BENEFIT OF LICENSOR TO LOSSES CAUSED BY, ARISING
FROM, RELATING TO, OR RESULTING FROM, IN WHOLE OR IN PART, THE NEGLIGENCE OF
LICENSOR, AND SUCH NEGLIGENCE OF LICENSOR SHALL NOT LIMIT, DIMINISH, OR
PRECLUDE LICENSEE'S OBLIGATIONS TO LICENSOR IN ANY RESPECT,
NOTWITHSTANDING THE FOREGOING, SUCH OBLIGATION TO INDEMNIFY LICENSOR
SHALL NOT APPLY TO THE EXTENT THE LOSS IS CAUSED BY THE SOLE, ACTIVE AND
DIRECT NEGLIGENCE, GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT OF LICENSOR AS
DETERMINED IN A FINAL JUDGMENT BY A COURT OF COMPETENT JURISDICTION.
Section 11. TERMINATION; REMOVAL OF LICENSEE'S FACILITIES
A. If Licensee does not use the right herein granted on Licensee's Facilities for one (1)
year, or if Licensee continues in default in the performance of any provision of this Agreement for a
period of thirty (30) days after written notice from Licensor to Licensee specifying such default,
Licensor may, at its sole discretion, terminate this Agreement by written notice to Licensee at the
address listed in the "NOTICES" Article of this Agreement. This Agreement will not terminate until
Licensee complies with Paragraphs "C" and "D" of this Section found below.
B. In addition to the provisions of Paragraph "A" above, this Agreement may be
terminated by written notice given by either party, without cause, upon thirty (30) days written notice
to the non -terminating party at the address listed in the "NOTICES" Article of this Agreement. This
Agreement will not terminate until Licensee complies with Paragraphs "C" and "D" of this Section
found below.
C. Prior to the effective date of any termination described in this Section, Licensee shall submit an
application to Licensor's online Utility Contracts System at this link for Licensee's removal, or if applicable,
abandonment in place of Licensee's Facilities located on Railroad Property ("Removal/Abandonment
Work"). Upon the UP Engineering Representative's approval of Licensee's application for the
Removal/Abandonment Work, Licensor and Licensee shall execute a separate consent document that
will govern Licensee's performance of the Removal/Abandonment Work fi-om those portions of
Railroad Property not occupied by roadbed and/or trackage ("Consent Document"). Licensee shall then
restore the impacted Railroad Property to the same or reasonably similar condition as it was prior to
Licensee's installation of Licensee's Facilities. For purposes of this Section, Licensee's (i) performance
of the Removal/Abandomnent Work, and (ii) restoration work will hereinafter be collectively referred
to as the "Restoration Work".
D. Following Licensee's completion of the Restoration Work, Licensee shall provide a
written certification letter to Licensor at the address listed in the "NOTICES" Article of this Agreement
which certifies that the Restoration Work has been completed in accordance with the Consent
Document. Licensee shall report to governmental authorities, as required by law, and notify Licensor
immediately if any environmental contamination is discovered during Licensee's performance of the
Restoration Work. Upon discovery, the Licensee shall initiate any and all removal, remedial and
restoration actions that are necessary to restore the property to its original, uncontaminated condition.
Licensee shall provide written certification to Licensor at the address listed in the "NOTICES" Article
of this Agreement that environmental contamination has been remediated and the property has been
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
restored in accordance with Licensor's requirements. Upon Licensor's receipt of Licensee's restoration
completion certifications, this Agreement will terminate.
E. M the event that Licensee fails to complete any of the Restoration Work, Licensor may,
but is not obligated, to perform the Restoration Work. Any such work actually performed by Licensor
will be at the cost and expense of Licensee. In the event that Licensor performs any of the Restoration
Work, Licensee shall release Licensor from any and all Loss (defined in the "INDEMNITY" Section of
this Exhibit B) arising out of or related to Licensor's performance of the Restoration Work.
F. Termination of this Agreement for any reason will not affect any of rights or obligations
of the parties which may have accrued, or liabilities or Loss (defined in the "INDEMNITY" Section of
this Exhibit B), accrued or otherwise, which may have arisen prior to such termination.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340
EXHIBIT C
INSURANCE REQUIREMENTS
In accordance with Article 5 of this Agreement, Licensee shall (1) procure and maintain at its
sole cost and expense, or (2) require its Contractor(s) to procure and maintain, at their sole cost and
expense, the following insurance coverage:
A. Commercial General Liability Insurance. Commercial general liability (CGL) with
a limit of not less than $2,000,000 each occurrence and an aggregate limit of not less than $4,000,000,
CGL insurance must be written on ISO occurrence form CG 00 01 12 04 (or a substitute form providing
equivalent coverage).
The policy must also contain the following endorsement, WHICH MUST BE STATED ON
THE CERTIFICATE OF INSURANCE:
• Contractual Liability Railroads ISO form CG 24 17 10 01 (or a substitute form providing
equivalent coverage) showing "Union Pacific Railroad Company Property" as the Designated
Job Site.
B. Business Automobile Coverage Insurance. Business auto coverage written on
ISO form CA 00 01 10 01 (or a substitute form providing equivalent liability coverage) with a limit of
not less $2,000,000 for each accident, and coverage must include liability arising out of any auto
(including owned, hired, and non -owned autos).
The policy must contain the following endorsements, WHICH MUST BE STATED ON THE
CERTIFICATE OF INSURANCE:
• "Coverage For Certain Operations In Connection With Railroads" ISO form CA 20 70 10 01
(or a substitute form providing equivalent coverage) showing "Union Pacific Railroad
Company Property" as the Designated Job Site,
C. Workers' Compensation and EmMovers' Liability Insurance. Coverage must
include but not be limited to:
• Licensee's 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 lirnit $500,000 each employee.
If Licensee 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.
D. Environmental Liability Insurance. Environmental Legal Liability Insurance (ELL)
applicable to bodily injury, property damage, including loss of use of damaged property or of property
that has not been physically injured or destroyed, cleanup costs, and defense, including costs and
expenses incurred in the investigation, defense, or settlement of claims, or compliance with statute, all
in connection with any loss arising from the insured's performance under this Agreement. Except with
respect to the limits of insurance, and any rights or duties specifically assigned to the first named
insured, this insurance must apply as if each named insured were the only named insured; and separately
to the additional insured against which claim is made or suit is brought. Coverage shall be maintained
in an amount of at least $2,000,000 per loss, with an annual aggregate of at least $4,000,000.
Licensee warrants that any retroactive date applicable to ELL insurance coverage under the
policy is the same as or precedes the Effective Date of this Agreement, and that continuous coverage
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N, (402) 501-0340
will be maintained for a period of five (5) years beginning from the time the work under this Agreement
is completed or if coverage is cancelled for any reason the policies extended discovery period, if any,
will be exercised for the maximum tone allowed.
E. Railroad Protective Liability Insurance. Licensee must maintain for the duration of
work "Railroad Protective Liability" insurance written on ISO occurrence form CG 00 35 12 04 (or a
substitute form providing equivalent coverage) on behalf of Licensor only as named insured, with a
limit of not less than $2,000,000 per occurrence and an aggregate of $6,000,000. The definition of "JOB
LOCATION" and "WORK" on the declaration page of the policy shall refer to this Agreement and shall
describe all WORK or OPERATIONS performed under this Agreement. Notwithstanding the
foregoing, Licensee does not need Railroad Protective Liability hlsurance after its initial construction
work is complete and all excess materials have been removed fi•om Licenser's property; PROVIDED,
however, that Licensee shall procure such coverage for any subsequent maintenance, repair, renewal,
modification, reconstruction, or removal work on Licensee's Facilities.
F. Umbrella or Excess Insurance. If Licensee utilizes umbrella or excess policies, and
these policies must "follow form" and afford no less coverage than the primary policy.
Other Requirements
G. All policy(ies) required above (except business automobile, workers' compensation and
employers' liability) must include Licensor as "Additional Insured" using ISO Additional Insured
Endorsement CG 20 26 (or substitute form(s) providing equivalent coverage). The coverage provided
to Licensor as additional insured shall not be limited by Licensee's liability under the indemnity
provisions of this Agreement. BOTH LICENSOR AND LICENSEE EXPECT THAT LICENSOR
WILL BE PROVIDED WITH THE BROADEST POSSIBLE COVERAGE AVAILABLE BY
OPERATION OF LAW UNDER ISO ADDITIONAL INSURED FORM CG 20 26.
H. Punitive damages exclusion, if any, must be deleted (and the deletion indicated on the
certificate of insurance), unless (a) insurance coverage may not lawfully be obtained for any punitive
damages that may arise under this Agreement, or (b) all punitive damages are prohibited by all states in
which this Agreement will be performed.
1. Licensee waives all rights of recovery, and its insurers also waive all rights of
subrogation of damages against Licensor and its agents, officers, directors and employees for damages
covered by the workers' compensation and employers' liability or commercial umbrella or excess
liability obtained by Licensee required in this Agreement, where permitted by law. This waiver must
be stated on the certificate of insurance.
J. All insurance policies must be written by a reputable insurance company acceptable to
Licensor or with a current Best's Insurance Guide Rating of A- and Class VII or better, and authorized
to do business in the state(s) in which the work is to be performed.
K. The fact that insurance is obtained by Licensee will not be deemed to release or
diminish the liability of Licensee, including, without limitation, liability under the indemnity provisions
of this Agreement. Damages recoverable by Licensor from Licensee or any third party will not be
lunited by the amount of the required insurance coverage.
Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha, Nebraska 68179-1690 N. (402) 501-0340