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R-86-933 - 12/11/1986WHEREAS, it is necessary to construct a 15 -inch wastewater line beneath Missouri - Kansas -Texas Railroad's right -of -way; and WHEREAS, MKT has submitted a Pipe Line License Agreement which will permit the construction of said 15 -inch wastewater line; and WHEREAS, the City Council wishes to approve and execute said license agreement and pay the required fees, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS That the Mayor of the City of Round Rock, Texas is hereby authorized and directed to execute on behalf of the City, an agreement to permit the construction of a 15 -inch wastewater line beneath MKT's right -of -way, a copy of such agreement being attached hereto and incorporated herein for all purposes. RESOLVED this 11th day of December 1986. ATTEST: LAND, City Secretary RESOLUTION NO. 983 MIKE ROBINSON, Mayor City of Round Rock, Texas Cur -6 ��1 Kr nctnber 3n, 1986 File: T -1654 Ms. Janice Lay Public Works Department City of Round Rock 214 E. Main Round Rock, Texas 78664 Dear Ms. Lay: MISSOURI- KANSAS -TEXAS RAILROAD COMPANY REAL ESTATE. AND INDUSTRIAL. DEVELOPMENT DEPARTMENT PROPERTY MANAGEMENT DIVISION KATY BUILDING, SUITE 7011 701 COMMERCE DALLAS, TEXAS 75202 Re: Pipe Line Licenses covering one 15 -inch wastewater pipe line at. Mile Post 11- 933.81 and one 16 -inch water pipe .line at Mile Post U- 933.79 in Round Rock Pipe Line Licenses have been prepared in reply to your request to cross our property at the aLiov6- referenced locations. In order to complete these Licenses, we need the following: 1. All three (3) e-errles of each License, signed by the Mayor or other authorized city official. 2. A copy of a Resolution from the city council authorizing the Mayor, tor other official, to execute -the Licenses for the city. 3. Remittance in the amount of the enclosed killings. Also, be sure to forward the enclosed Contractor's Agreements and instructions to the contractor who will he doing the actual installation work. The Contractor's Agreement is a separate contract between the Railroad and the contractor, and it must also he completed before work can proceed on Railroad property. As soon as the signed Pipe Line License copies and your remittance are received, the Licenses will he rev+ewed by the various railroad departments. Upon signa- ture by our vice - president, one fully - executer) License copy of each License will he returned to you. Your careful attention to the above details will help avoid any time - consuming delays in commencing the installation of the pipe lines on railroad property. Sincerely, / f Jan Seidner Right of Way Contracts Alanarle•c (214) 651 -6763 ,(! :klw • LI' ;Ater, (214) 651 -6754 5UPLrCATE CITY OF ROUND Rte, TEXAS 214 E. ft* Raund 1100E Tema 79464 MAKE CHECK PAYABLE TO; MISSOURI- KANSAS - TEXAS RAILROAD COMPANY REMIT TO TREASURER 701 Commerce St., Dallas, Texas 75202 S1,050. CONSIDERATION dm ander bests and esnditiees of Pipe Line Lieenae dated December t 1904 covering ene 15 -ineh wastewater pptps line et Nile Poet U- 933.11 in *mind Rack, TX Bill Audit No. t 1. 6 -161 Month's Acct. RE & I D # tOR53 -E6 DATE FILE 1Q -3O-8 1 +1654 ?D THIS AGREEMENT No made this 1st day of December 19 86 between the MISSOURI- KANSAS -TEXAS RAILROAD COMPANY, hereinafter called "Licensor". and CITY OF ROUND ROCK. TEXAS hereinafter called "Licensee ". WITNESSETH: NI;M COPY PIPE LINE LICENSE ARTICLE 1. 1. Term: This agreement shall take effect the date hereof, and unless sooner termi- nated as provided herein, shall continue in force so long as used for the purpose herein set out for a period of ten (10) years, or until terminated by either party giving the other party not less than thirty (30) days' advance notice in writing of an intention to terminate the same, the agreement to terminate upon the expiration of such term or notice, whichever occurs first. Licensee is hereby given a renewal option at a price and term to be negotiated no sooner than 120 days or less than 30 days prior to the expiration of this term. In the event the amount of renegotiated rental is not agreed to in writing by both parties, prior to the expiration of the term of this license, this license shall automati- cally terminate without notice, effective the last day of the expiring term. 2. Consideration and Description: In consideration of ONE THOUSAND FIFTY AND NO /100- ($ 1,050 00 ) DOLLARS receipt of which is hereby acknowledged, and of the covenants of Licensee as hereinafter set forth. Licensor hereb■ grants a license and permission to Licensee to construct, reconstruct, use, maintain, operate, repair and install by borint method, one pipe lines(s) encased in a carrier pipe not exceeding fi fteen ( 15 -) inches in diameter, to be used for carrying wastewater across or along Licensor's property at or near Round Rock in the County of W'illiamann and State of Texas For convenience, the said pipe line is hereinafter referred to as "Crossing ". The location of said Crossing is more particularly described as follows: Said fifteen (15 ") inch wastewater pipe line crosses said Railroad Company's premises at an angle of 90 degrees 00 minutes, more or less, measured from the centerline of said Railroad Company's abandoned Austin Subdivision main track at Mile Post U- 933.81, being main track valuation chaining station 1362 plus 65, distant 54 feet, more or less, measured southerly along the centerline of said main track from the centerline of Gattis School Road (Round Rock Rd) main line chaining station 1362 + 11. Said pipe line is not within the limits of a public crossing. aancu 11 Licensee undertakes and agrees 1. Specifications: To install said Crossing according to the specifications of the American Rarlway,Engrneerinp Association Pan 5. Pipelines The Crossing shall be laid and maintained at the sole cost of Licensee. and in a manner and w ith material satisfactory to Licensor iCTief Engineer. aith its top at kris five and one•haIf (5141fert beneath the base of the rail under the track, and at least five and one- half(S -1 /2) feet below the surface of the ground elsewhere, so it will not interfere with the safe operation of said railroad or cause damage to Licensor's property. Said pipe line Will be encased in a larger pipe where it passes under any railroad track, and for at least twenty-five (23') feet on each aide of the canter line of any such track. 2. Present Occupants: To make appropriate arrangements with any person or kpl entity occupying the premises affected hereby pursuant to a kale or other permission ranted by Licensor, so that Licensee's said Crossing will not unrrasonabl) interfere with the use of the subject property. or create undue hardship on the person or kgal entity occupying the premises 3. Liability: Licensor shall not be liable for any damarc maid Crossing or the contents thereof. howsoever such damage shall be caused. whether by the negligence of Licensor. its agents. employees, or otherwise. Licensee assumes the risk of, and shall protect, indemnify and hold harmless Licensor and Licensorts subsidiary company, Electra Communications Corporation, from and against al] liability for or on account of injury to or death of any and a]1 persons or damage to property, including livestock killed or injured, resulting from or incident to the construction, maintenance, use, operation, relocation, reconstruction or existence of said Crossing on Licensor's premises, or the removal thereof from said premises, or to the restoration of or failure to restore said premises to their prior or other condition as herein provided, whether such injury. death or damage shall be caused or contributed to by the negligence of Licensor, its agents, employees or otherwise, and Licensee will protect, indemnify and hold harmless Licensor and any others legally using its right of way, from all claims, demands, suits or actions growing out of any such loss, injury or demands, including investigation costs, court costs, and attorney's fees resulting or in any manner arising from the risks herein assumed by Licensee. Licensee further agrees to immediately investigate any such claims, demands, or suits and shall defend, settle, and or otherwise dispose of the same at its sole cost and expense. In the event Licensee settles any such claims, demands, or suits, it shall obtain a release which includes Licensor. Licensee shall not have or make against Licensor any claim or demand for or on account of anv damage Licensee may suffer or sustain because of any failure of Licensors title to the right of way and lands occupied by said Crossing or ant part thereof. 4. Maisel: To waive all right to question the validity of this License or any.of the terms or provisions hereof, or the right or power of Licensor to execute and enforce the same_ ARTICLE III. It is mutually agreed by and between the parties. as follows: I.(a) Repairs and Relocation: Licensee will at all times maintain the Crossing in a safe and secure manner, and in a condition satisfactory to Licensor. Licensor may request Licensee to change the location of the Crossing, or any pan thereof. or to make reasonable repairs as in the judgement of Licensor shall be deemed necessary to avoid interference with or danger in thevse or operation of Licensor's railroad. or any of its present or future appunenances. or telegraph. telephone. signal or other lines on Licensor's right of way, and in the event it is found necessary for Licensor louse its entire right of way. or any portion of it occupied by the Crossing. Licensee shall at its sole expense. and within thiny(30) days after notice so to do. for upon shorter notice in case of emergency). remove said Crossing. or as much of the Crossing as is located upon that portion of the right of way so required by Licensor. (b) If Licensee shall fail to perform any of its obligations contained in this agreement to the maintenance of safe conditions in and about said Crossing or as to the protection of wires from electrical interference on Licensors property or to make any necessary repairs, or to relocate said Crossing, then Licensor may cause such condition to be made safe,orchange of location to be made, or repairs to be made. or Crossing to be removed from Licensors property, Licensor acting as the agent of Licensee, and may perform such work as is necessary in the judgement of Licensor, and Licensee shall. on demand. promptly reimburse Licensor the whole cost thereof, plus ten (10%) per cent thereon as a charge for supervision, accounting, and use of tools: or Licensor may terminate this License by giving to Licensee not less than ten (10) days advance written notice of its intention so to do. 2. Termination: Licensor may terminate this License upon ten (10) days' written notice if Licensee fails to keep any of Licensee's cotenants herein contained, or if the right of way is required for other purposes by Licensor. and no reimbursement shall be made for Licensee's expenses incurred in the removal of this crossing or the consideration paid for this License. No termination or expiration shall affect the rights and liabilities. if any. of the parties hereto then existing. 3. Restoration: Upon the termination of this agreement. whether in accordance with the provisions of Paragraph I of Article l,.or Paragraph 2 or 4 of Article III, or otherwise. Licensee shall promptly remove said Crossing from Licensor's right of way. and restore said right of way to its prior condition. or to a condition satisfactory to Licensor. If Licensee shall fail to remove said Crossing within thirty (30) days after the termination of this agreement. Licensor may remove the same, and charge the expense therefor to the Licensee on thebasis provided in Paragraph 1(b) of Article III. 4. Miscellaneous: (a) This License and all of the provisions herein contained shall be binding upon the parties hereto. their heirs. executors. administrators, successors and assigns. and Licensee agrees to supply notice in writing to Licensor of an} name changes. Licensee agrees not to assign this License or any interest therein, without the consent of Licensor in writing. and any and every such attempted assignment without such prior written consent shall be void and of no effect. In the event of any assignment. Licensee shall at all times remain fully responsible and liable for the payment of the rental. if any. herein specified and for the compliance of all of its other obligations under the terms. provisions. and covenants of this License. (b) In the event rent is paid annually. Licensor expressly reserves the right to increase the above rental rate on any year]) anniversary date of this license by giving Licensee thirty (30)days' written notice- Licensor may increase the rental by the percentage that the Consumer Price Index has increased. published by the Department of Labor. since the last rental increase period. or the last anniversa■ date hereof. (c) The personal pronouns used herein as referring to Licensee shall be understood so to refer to Licensee whether Licensee be a natural person, a partnership, or a corporation. or any combination thereof. Id) Any notice herein required to be given by Licensor to Licensee shall be deemed properly given if served upon or delivered to Licensee or his authorized agent, or if posted on or if mailed, postpaid. addressed to Licensee at his last known place of business. (e) No oral promises- oral agreements, or oral warranties shall be deemed a part of this License, nor shall any alteration, amendment, supplement, or waiver of any of the provisions of this license be binding upon either part hereto unless the same be supplemented, altered, changed, or amended by an instrument in writing. signed by Licensor and Licensee. (f) Prior to the commencement of any work on Licensor's right of way, Licensee or Licensee's contractor shall give five (5) working days' notice to Licensor's Roadmaster J. E. McMinn, P. 0. Box 9035, San Antonio, Texas 78204 phone (512) 227 -8642 and until such notification has been properly given and approval received, Licensee shall not commence work on Licensor's right of way. (g) Prior to the commencement of any work on Licensor's right of way, in addition to the notice required above, Licensee or Licensee's contractor shall give five (5) working days' notice to Electra Communications Corporation, herein called "Electra", by contacting the Director, Fiber Systems at P. 0. Box 10305, Dallas, Texas 75207 -0305, telephone number 1 -800- 441 -0223 , and until such notification has been properly given and approval received, Licensee shall not commence work on Licensor's right of way. Electra may require inspection pit(s) to be dug at Licensee's sole expense in order to protect Electra's fiber optic communication system. Failure on the part of Licensee to comply with the provisions of this section may, without waiving any other rights of the parties hereto, result in the termination of this License. (h) This License does not become binding upon Licensor until executed by Licensor's vice president. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first above written MISSOURI- KANSAS -TEXAS RAILROAD COMPANY File: T -1654 By Vice - President CITY OF ROUND ROCK TEXAS /1 By .714461 Title Address Mayor 214 E. Main Round Rock, Texas 78664 A 6.e 29 6 . ' /0 , 24 'Carr.I.P: + „ r -2382, 45',4eR.C.Box 24 /356',.8/ - c • ,I r. q t li .1 (0 0 1 i C A Q 0 2 . 3 C z 5 /347 #3/ Private Xin 4 . i 7:641-64-7 .1.7-16-21 8144'28.9.41../7.Concliox /335#34 .A.T7,7„6.,,g NONA3 5 • 50' /338# 84.! P 00 0 ' 0 S' 9— , . H -r (7 , 1 \ I I • • Br. N2 I3671-37 8r3 ' Reime. Canc . Box Cu/v. () pfFE- 7 7-ro r, .4 '.... :)... it '')‹.. 6 ..:: ....... `.... ...";,;.... 04 P0 6. ,; 1 7 ( 6 -1 - to d 26 0 0' PIPE LINE LICENSE THIS AGREEMENT No made thic 1st day o f December 19 86 between the MISSOURI - KANSAS -TEXAS RAILROAD COMPANY, hereinafter called "Licensor ", and CITY OF ROUND ROCK. TEXAS hereinafter called "Licensee ". WITNESSETH: ARTICLE 1. 1. Term: This agreement shall take effect the date hereof, and unless sooner termi- nated as provided herein, shall continue in force so long as used for the purpose herein set out for a period of ten (10) years, or until terminated by either party giving the other party not less than thirty (30) days' advance notice in writing of an intention to terminate the same, the agreement to terminate upon the expiration of such term or notice, whichever occurs first. Licensee is hereby given a renewal option at a price and term to be negotiated no sooner than 120 days or less than 30 days prior to the expiration of this term. In the event the amount of renegotiated rental is not agreed to in writing by both parties, prior to the expiration of the term of this license, this license shall automati- cally terminate without notice, effective the last day of the expiring term. 2. Consideration and Description In consideration of ONE THOUSAND FIFTY AND N0 /100 (S 1,050 00 ) DOLLARS receipt of which is hereby acknowledged, and of the covenants of as hereinafter set forth. Licensor hereb} grants a license and permission to Licensee to construct, reconstruct, use, maintain, operate, repair and install by boring method one pipe lines(s) encased in a carrier pipe not exceeding fifteen ( IS ") inches in diameter, to be used for carrying wastewater across or along Licensors property at or near Round Rock in the County of Williamson and State of Texas For convenience, the said pipe line is hereinafter referred to as "Crossing ". The location of said Crossing is more particularly described as follows: Said fifteen (15 ") inch wastewater pipe line crosses said Railroad Company's premises at an angle of 90 degrees 00 minutes, more or less, measured from the centerline of said Railroad Company's abandoned Austin Subdivision main track at Mile Post U- 933.81, being main track valuation chaining station 1362 plus 65, distant 54 feet, more or less, measured southerly along the centerline of said main track from the centerline of Gattis School Road (Round Rock Rd) main line chaining station 1362 + 11. Said pipe line is not within the limits of a public crossing. ART1Cl 111. Licensee undertakes and agrees 1. Specifications: To install said Crossing according to the specifications of the American Railrq. Engineering Association Pan 3. Pipelines The Crossing shall be laid and maintained at the sole cost of Licensee. and in a runner and with material satisfactory to Licensor's Chief Enatneer. rithitstopat least five and one-half (3Y' 1 feet beneath the base of the rail under the track, and at least five and one- half(5 -1/2) feet below the surface of the ground eleevhere, so it will not interfere vith the safe operation of said railroad or cause damage to Licensor's property. Said pipe line shall be encased in a larger pipe there It • passes under any railroad track, and for at least treaty -five (25') feet on each side of the canter line of any such track. 2. Present Occupants: To make appropriate arrangements with any person or kpl entity occupying the premises affected hereby pursuant to a kase or other permission granted by Licensor. so lbw Licensee's said Crossing will not unreasonably interfere with the use of the subject property. or create undue hardship on the person or kpl entity occupying the premises 3. Liability: Licensor shall not be liable for any damage to said Crossing or the contents thereof. howsoever such damage shall be caused. whether by the negligence of Licensor, its agents. employees. or otherwise. Licensee assumes the risk of, and shall protect, indemnify and hold harmless Licensor and Licensor's subsidiary company, Electra Conmunications Corporation, from and against all liability for or on account of injury to or death of any and all persons or damage to property, including livestock killed or injured, resulting from or incident to the construction, maintenance, use, operation, relocation, reconstruction or existence of said Crossing on Licensor's premises, or the removal thereof from said premises, or to the restoration of or failure to restore said premises to their prior or other condition as herein provided, whether such injury , death or damage shall be caused or contributed to by the negligence of Licensor, its agents, employees or otherwise, and Licensee will protect, indemnify and hold harmless Licensor and any others legally using its right of way, from all claims, demands, suits or actions growing out of any such loss, injury or demands, including investigation costs, court costs, and attorney's fees resulting or in any manner arising from the risks herein assumed by Licensee. Licensee further agrees to immediately investigate any such claims, demands, or suits and shall defend, settle, and or otherwise dispose of the same at its sole cost and expense. In the event Licensee settles any such claims, demands, or suits, it shall obtain a release which includes Licensor. Licensee shall not have or make against Licensor any claim or demand for or on account of ant damage Licensee may suffer or sustain because of any failure of Licensor's title to the nght of way and lands occupied by said Crossing or an pan thereof. 4. %aiseet To waive all right to question the validity of this License or any.of the terms or provisions hereof. or the right or power of Licensor to execute and enforce the same. ARTICLE III. It is mutually agreed by and between the panics, as follows: 1.(a) Repairs and Relocation: Licensee will at all times maintain the Crossing in a safe and secure manner, and in a condition satisfactory to Licensor. Licensor may request Licensee tochange the location of the Crossing, or any pan thereof. or to make reasonable repairs as in the judgement of Licensor shall be deemed necessary to avoid interference with or danger in thevse or operation of Licensor's railroad. or any of its present or future appurtenances, or telegraph. telephone, signal or other lines on Licensor's right of way, and in the event it is found necessary for Licensor to use its entire right of way. or any ponion of it occupied by the Crossing. Licensee shall at its sole expense. and within thirty (30) days after notice so to do. (or upon shorter notice in case of emergency). remove said Crossing. or as much of the Crossing as is located upon that portion of the right (Away so required by Licensor. (b) If Licensee shall fail to perform any of its obligations contained in this agreement to the maintenance of safe conditions in and about said Crossing or as to the protection of wires from electrical interference on Licensor's property or to ma ke any necessary repairs, or to relocate said Crossing, then Licensor may cause such condition to be made safe, orchangr of location to be trade, or repairs to be made, or Crossing to be removed from Licensor's property, Licensor acting as the agent of Licensee. and may perform such work as is necessary in the judgement of Licensor. and Licensee shall, on demand, promptly. reimburse Licensor the whole cost thereof, plus ten (10%) per cent thereon as a charge for supervision, accounting. and use of tools: or Licensor may terminate this License by giving to Licensee not less than ten (10) days' advance written notice of its intention so to do. 2. Termination: Licensor may terminate this License upon ten (10) days' written notice if Licensee fails to keep any of Licensee's co%enants herein contained, or if the right of way is required for other purposes by Licensor. and no reimbursement shall be made for Licensee's expenses incurred in the removal of this crossing or the consideration paid for this License. No termination or expiration shall affect the rights and liabilities. if any, of the parties hereto then existing. 3. Restoration: Upon the termination of this agreement. whether in accordance with the provisions of Paragraph I of • Artitic I.vr Paragraph 2 or 4 of Article 111, or otherwise. Licensee shall promptly remove said Crossing from Licensor's right of way, and restore said right of way to its prior condition, or to a condition satisfactory to Licensor. if Licensee shall fail to remove said Crossing within thirty (30) days after the termination of this agreement. Licensor may remove the same, and charge the expense therefor to thc Licensee on thebasis provided in Paragraph I(hl of Article 1I1. 4. Miscellaneous: (a) This License and all of the provisions herein contained shall be binding upon the parties hereto. their heirs. executors. administrators, successors and assigns. and Licensee agrees to supply notice in writing to Licensor of any name changes. Licensee agrees not to assign this License or any interest therein, without the consent of Licensor in writing. and any and even such attempted assignment without such prior written consent shall be void and of no effect. In the event of any assignment. Licensee shall at all times remain fully responsible and liable for the payment of the rental. if any. herein specified and for the compliance of all of its other obligations under the terms. provisions. and covenants of this License. (h) In the event rent is paid annually. Licensor expressly reserves the right to increase the above rental rate on any yearly anniversary date of this license by giving Licensee thirty(30)days' written notice. Licensor may increase the rental by thc percentage that the Consumer Price Index has increased. published by the Department of Labor. since the last rental increase period. or the last anniversary date hereof. (c) The personal - pronouns used herein as referring to Licensee shall be understood so to refer to Licensee whether Licensee be a natural person, a partnership, or a corporation, or any combination thereof. (d) Any: notice herein required to be given by Licensor to Licensee shall be deemed properly given if served upon or delivered to Licensee or his authorized agent, or if posted on or if mailed, postpaid. addressed to Licensee at his last known place of business. (e) No oral promises, oral agreements, or oral warranties shall be deemed a part of this License. nor shall any alteration. amendment, supplement, or waiver of any of the provisions of this license be binding upon either party hereto unless the same be supplemented, altered, changed, or amended by an instrument in writing. signed by Licensor and Licensee. (f) Prior to the commencement of any work on Licensor's right of way, Licensee or Licensee's contractor shall give five (5) working days' notice to Licensor's Roadmaster J. E. McMinn, P. 0. Box 9035, San Antonio, Texas 78204 phone (512) 227 -8642 and until such notification has been properly given and approval received, Licensee shall not commence work on Licensor's right of way. (g) Prior to the commencement of any work on Licensor's right of way, in addition to the notice required above, Licensee or Licensee's contractor shall give five (5) working days' notice to Electra Communications Corporation, herein called "Electra", by contacting the Director, Fiber Systems at P. 0. Box 10305, Dallas, Texas 75207 -0305, telephone ntLnber 1 - 800 - 441 - 0223 , and until such notification has been properly given and approval received, Licensee shall not commence work on Licensor's right of way. Electra may require inspection pit(s) to be dug at Licensee's sole expense in order to protect Electra's fiber optic communication system. Failure on the part of Licensee to comply with the provisions of this section may, without waiving any other rights of the parties hereto, result in the termination of this License. (h) This License does not become binding upon Licensor until executed by Licensor's vice president. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first above written . MISSOURI - KANSAS -TEXAS RAILROAD COMPANY File: T -1654 - 3- By CITY OF ROUND ROCK TEXAS By A Title Address: Vice - President Mayor 214 E. Main Round Rock, Texas 78664 THIS AGREEMENT No r* ade this 1st day o f December 19 86 between the MISSOURI- K.ANSAS•TEXAS RAILROAD COMPANY, hereinafter called "Licensor ". and CITY OF ROUND ROCK, TEXAS hereinafter called "Licensee ". WITNESSETH: PIPE LINE LICENSE ARTICLE 1. 1. Term: This agreement shall take effect the date hereof, and unless sooner termi- nated as provided herein, shall continue in force so long as used for the purpose herein set out for a period of ten (10) years, or until terminated by either party giving the other party not less than thirty (30) days' advance notice in writing of an intention to terminate the same, the agreement to terminate upon the expiration of such term or notice, whichever occurs first. Licensee is hereby given a renewal option at a price and term to be negotiated no sooner than 120 days or less than 30 days prior to the expiration of this term. In the event the amount of renegotiated rental is not agreed to in writing by both parties, prior to the expiration of the term of this license, this license shall automati- cally terminate without notice, effective the last day of the expiring term. 2. Consideration and Description: In consideration of ONE THOUSAND FIFTY AND N0 /100 (S 1 050.00 ) DOLLARS receipt of which is hereby acknowledged, and of the covenants of Licensee as hereinafter set forth. Licensor hereby grants a license and permission to Licensee to construct, reconstruct, use, maintain, operate, repair and install by boring method. one pipe lines(s) encased in a carrier pipe not exceeding fifteen ( 1 S ") inches in diameter, to be used for carrying wastewater across or along Licensor's properly at or near Round Rock in the County of Williamson and State o f Texas For convenience. the said pipe line is hereinafter referred to as "Crossing ". The location of said Crossing is more particularly described as follows: Said fifteen (15 ") inch wastewater pipe line crosses said Railroad Company's premises at an angle of 90 degrees 00 minutes, more or less, measured from the centerline of said Railroad Company's abandoned Austin Subdivision main track at Mile Post U- 933,81, being main track valuation chaining station 1362 plus 65, distant 54 feet, more or less, measured southerly along the centerline of said main track from the centerline of Gattis School Road (Round Rock Rd) main line chaining station 1362 + 11. Said pipe line is not within the limits of a public crossing. ARnCLa 11. Licensee undertakes and agrees I. Specifications: To install said Crossing according to the specifications of the American Railway Eeginetrinp Association Pan 3. Pipelines The Crossing shall be laid and maintained at the sole cosi of Licenser. and in a manner and with material satisfactory to Licensor's Chief Engineer, w nth its top at kiss five and one-half 13 Y;1 feet beneath the base of the mil under the track, and at least five and one- half(S -1 /2) feat below the surface of the ground elsewhere, so it will not interfere with the safe operation of said railroad or cause damage to Licensor's property. Said pipe line shall be encased in a larger pipe tahere it passes under soy railroad track, and for at least twenty -five (25') feet on each side of Abe canter line of any web track. 2. !resent Occupants: To make appropriate arrangements with any person or kpl entity occupying the premises affected hereby pursuant to a kase or other permission ranted by Licensor, so than Licensee's said Crossing will not unreasonably interfere with the use of the subject property, or create undue hardship on the person or kill entity occupying the premises. 3. Liability: Licensor shall not be liable foram damage to said Crossing or the contents thereof. howsoever such damage shall be caused. whether by the negligence of Licensor. its agents. employees, or otherwise. Licensee assumes the risk of, and shall protect, indemnify and hold harmless Licensor and Li censor's subsidiary company, Electra Communications Corporation, from and against all liability for or on account of injury to or death of any and all persons or damage to property, including livestock killed or injured, resulting from or incident to the construction, maintenance, use, operation, relocation, reconstruction or existence of said Crossing on Licensor's premises, or the removal thereof from said premises, or to the restoration of or failure to restore said premises to their prior or other condition as herein provided, whether such injury, death or damage shall be caused or contributed to by the negligence of Licensor, its agents, employees or otherwise, and Licensee wil protect, indemnify and hold harmless Licensor and any others legally using its right of way, from all claims, demands, suits or actions growing out of any such loss, injury or demands, including investigation costs, court costs, and attorney's fees resulting or in any manner arising from the risks herein assumed by Licensee. Licensee further agrees to immediately investigate any such claims, demands, or suits and shall defend, settle, and or otherwise dispose of the same at its sole cost and expense. In the event Licensee settles any such claims, demands, or suits, it shall obtain a release which includes Licensor. Licensee shall not have or make against Licensor any claim or demand for or on account of am damage Licensee may suffer or sustain because of any failure of Licensor's title to the right of way and lands occupied by said Crossing or an part thereof 4. Maher: To waive all right to question the validity of this License or any.of the terms or provisions hereof. or the right or power of Licensor to execute and enforce the same. ARTICLE 111. It is mutually agreed by and between the panics, as follows: l.(a) Repairs and Relocation: Licensee will at all times maintain the Crossing in a safe and secure manner, and in a condition satisfactory to Licensor. Licensor may request Licensee to change the location of the Crossing. or any part thereof. or to make reasonable repairs as in the judgement of Licensor shall be deemed necessary to avoid interference with or danger in thevse or operation of Licensor's railroad. or any of its present or future appurtena or telegraph, telephone, signal or other lines on Licensor's right of way. and in the event it is found necessary for Licensor louse its entire right of way. or any portion of it occupied by the Crossing. Licensee shall at its sok expense. and within thiny(30) days after notice so to do.(or upon shorter notice in case of emergency), remove said Crossing. or as much of the Crossing as is located upon that portion of the right of way so required by Licensor. (b) If Licensee shall fail to perform any of its obligations contained in this agreement to the maintenance of safe conditions in and about said Crossing or as to the protection of wires from electrical interference on Licensor'spropeny or to make any necessary repairs, or to relocate said Crossing, then Licensor may cause such condition to be made sa fe. or change of location to be nude, or repairs to be made, or Crossing to be removed from Licensor's property, Licensor acting as the agent of Licensee. and may perforrn such work as is necessary in the judgement of Licensor, and Licensee shall, on demand, promptly reimburse Licensor the whole cost thereof, plus ten (10%) per cent thereon as a charge for supervision, accounting. and use of tools: or Licensor may terminate this License by giving to Licensee not kss than ten (10) days' advance written notice of its intention so to do. 2. Termination: Licensor may terminate this License upon ten (10) days' written notice if Licensee fails to keep any of Licensees coscnants herein contained. or if the right of way is required for other purposes by Licensor. and no reimbursement shall be made for Licensee's expenses incurred in the removal of this crossing or the consideration paid for this License. No termination or expiration shall affect the rights and liabilities, if any, of the parties hereto then existing. 3. Restoration: Upon the termination of this agreement. whether in accordance with the provisions of Paragraph I of Article I..or Paragraph 2 or 4 of Article I11. or otherwise. Licensee shall promptly remove said Crossing from Licensor's right of way. and restore said right of way to its prior condition. or to a condition satisfactory to Licensor. If Licensee shall fail to remove said Crossing within thirty (30) days after the termination of this agreement. Licensor may remove the same, and charge thc expense therefor to thc Licensee on thcbasis provided in Paragraph I(h) of Article 111. 4. Miscellaneous: (a) This License and all of the provisions herein contained shall be binding upon the parties hereto. their heirs. executors. administrators, successors and assigns, and Licensee agrees to supply notice in writing to Licensor of an. name changes. Licensee agrees not to assign this License or any interest therein. without the consent of Licensor in writing. and an. and every such attempted assignment without such prior written consent shall be void and of no effect. In the event of an assignment. Licensee shall at all times remain fully responsible and liable for the payment of the rental. if any, herein specified and for the compliance of all of its other obligations under the terms. provisions. and covenants of this License. (h) In the event rent is paid annually. Licensor expressly reserves the right to increase the above rental rate on any scarp anniversary date of this license by giving Licensee thirty (30) days' written notice. Licensor may increase the rental by the percentage that the Consumer Price Index has increased. published by the Department of Labor. since the last rental increase period. or the last anniversary date hereof. (c) The personal pronouns used herein as referring to Licensee shall be understood so to refer to Licensee whether Licensee be a natural person, a partnership. or a corporation, or any combination thereof. (d) Any notice herein required to be given by Licensor to Licensee shall be deemed properly given if served upon or delivered to Licensee or his authorized agent, or if posted on or if mailed, postpaid, addressed to Licensee at his last known place of business. (e) No oral promises, oral agreements. or oral warranties shall be deemed a part of this License. nor shall any alteration. amendment. supplement, or waiver of any of the provisions of this license be binding upon either party hereto unless the same be supplemented, altered, changed. or amended by an instrument in writing. signed by Licensor and Licensee. (f) Prior to the commencement of any work on Licensor's right of way, Licensee or Licensee's contractor shall give five (5) working days' notice to Licensor's Roadm aster j. E. McMinn, P. 0. Box 9035, San Antonio, Texas 78204 p hone (512) 227 -8642 and until such notification has been properly given and approval received, Licensee shall not commence work on Licensor's right of way. (g) Prior to the commencement of any work on Licensor's right of way, in addition to the notice required above, Licensee or Licensee's contractor shall give five (5) working days' notice to Electra Communications Corporation, herein called "Electra" by contacting the Director, Fiber Systems at P. 0. Box 10305, Dallas, Texas 75207 -0305, telephone nttnber 1 -800- 441 -0223 , and until such notification has been properly given and approval received, Licensee shall not commence work on Licensor's right of way. Electra may require inspection pit(s) to be dug at Licensee's sole expense in order to protect Electra's fiber optic communication system. Failure on the part of Licensee to comply with the provisions of this section may, without waiving any other rights of the parties hereto, result in the termination of this License. (h) This License does not become binding upon Licensor until executed by Licensor's vice president. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the day and year first above writ ten. MISSOURI - KANSAS -TEXAS RAILROAD COMPANY File: T -1654 By CITY OF ROUND ROCK, TEXAS By � / rK 1 Title Address: Vice - President Mayor 214 E. Main Round Rock, Texas 78664