===== PDF PAGE 43 ===== [Extraction: embedded PDF text] CITY OF WEST CHICAGO INFRASTRUCTURE COMMITTEE AGENDA ITEM SUMMARY ITEM TITLE: AGENDA ITEM NUMBER: _Lf__.__• B=--·-- Resolution No. 25-R-0035 - Public Roadway Encroachment Agreement with the Union Pacific Railroad COMMITTEE AGENDA DATE: May 1, 2025Company for an At Grade Crossing and Pedestrian COUNCIL AGENDA DATE: May 19, 2025 Sidewalk on Nuclear Drive in the amount not to exceed $124,335.00 STAFF REVIEW: Mehul T. Patel, P.E., CFM., Director of Public Works SIGNATURE_________ _ APPROVED BY CITY ADMINISTRATOR: Michael L. Guttman SIGNATURE_________ _ ITEM SUMMARY In FY 2025, the City plans to complete roadway reconstruction of Nuclear Drive and Northwest Drive (Project). The scope of the project includes reconstruction of the roadway, drainage improvements, construction of ribbon curb, sidewalk, street lighting as well as other miscellaneous items. Within the project limits, there is an unsignalized at-grade railroad spur crossing at Nuclear Drive, owned and maintained by Union Pacific Railroad Company (UPRR), DOT Number 174534X. A pedestrian sidewalk connection to Harvester Road along the east side of Nuclear Drive is proposed to provide for a safe pedestrian route, which also aligns with the City's Complete Street Policy. Proposing a sidewalk on Nuclear Dr requires a permit from the UPRR for the sidewalk grade crossing at the railroad spur. On February 6, 2023, the City Counsil approved Resolution No. 23-R-0012 authorizing a Reimbursement Agreement for Preliminary Engineering Services between the City and the UPRR to initiate the permitting process and design phase. The design phase is nearly complete and UPRR has provided a Public Roadway Encroachment Agreement (Agreement) to the City. As part of the Agreement, the UPRR forces will remove the railroad tracks at this crossing and install a temporary roadway crossing surface. The City's contractor will be responsible for constructing the sidewalk and a permanent roadway crossing surface as part of the upcoming Project. UPRR estimates the cost of at-grade crossing improvements to be $124,335.00 which includes a one-time fee of $3,000.00 for the preparation and execution of the Agreement. The final cost of the improvements will be determined upon completion. This is an unbudgeted item for FY 2025 because at the time of budget the cost information was not available. The funding for these improvements will be paid from Capital Projects Fund (Account No. 08- 34-53-4810) in FY 2025, where a surplus of funds is available. ACTIONS PROPOSED: Approve Resolution No. 25-R-0035 authorizing the Mayor to execute the Public Roadway Encroachment Agreement with the Union Pacific Railroad Company for an at-grade crossing and pedestrian sidewalk improvements on Nuclear Drive in the amount not to exceed $124,335.00. COMMITTEE RECOMMENDATION: ===== PDF PAGE 44 ===== [Extraction: embedded PDF text] RESOLUTION NO. 25-R-0035 A RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE THE PUBLIC ROADWAY ENCROACHMENT AGREEMENT WITH THE UNION PACIFIC RAILROAD COMPANY FOR AN AT-GRADE CROSSING AND PEDESTRIAN SIDEWALK IMPROVEMENTS ON NUCLEAR DRIVE, IN THE AMOUNT NOT TO EXCEED $124,335.00 BE IT RESOLVED by the City Council of the City of West Chicago, in regular session assembled, that the Mayor is hereby authorized to execute the Public Roadway Encroachment Agreement with the Union Pacific Railroad Company for an at-grade crossing and pedestrian sidewalk improvements on Harvester Road, in the amount not to exceed $124,335.00, in substantially the form · attached hereto and incorporated herein as Exhibit "A". APPROVED this 19th day of May 2025. AYES: NAYES: ABSTAIN: ABSENT: Mayor Daniel Bovey ATTEST: Executive Office Manager, Valeria Perez ===== PDF PAGE 45 ===== [Extraction: embedded PDF text] UP Real Estate Project No.: 0802251 PUBLIC ROADWAY ENCROACHMENT Nuclear Drive DOT 174534X 32.205 - Belvidere Subdivision West Chicago, Du Page County, Illinois THIS AGREEMENT ("Agreement") is made and entered into as of the __ day of _____, 20 __ ("Effective Date"), by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation, to be addressed at Real Estate Department, 1400 Douglas Street, Mail Stop 1690, Omaha, Nebraska 68179 ("Railroad" or "Licensor") and CITY OF WEST CHICAGO, a municipal corporation or political subdivision of the State of Illinois to be addressed at 1400 West Hawthorne Lane, West Chicago, Illinois 60185 ("Political Body" or "Licensee"). RECITALS: Presently, the Political Body owns and maintains an existing at grade public road crossing over Nuclear Drive, DOT Number 174534X (the "Existing Crossing") at Railroad's Milepost 32.205 on Railroad's Belvidere Subdivision at or near West Chicago, Du Page County, Illinois ("Railroad's Operating Property"). The Railroad's use of the property for railroad operations at the location of the Existing Crossing is currently inactive. The Political Body now desires to undertake as its project (the "Project") the widening of the Existing Crossing and installation of a sidewalk. The Project and Plans (defined below) also involve removal of Railroad's tracks at the Existing Crossing. The Railroad Operating Property utilized by the Political Body for the Existing Crossing is not sufficient to allow for the Project work. The portion of Railroad's Operating Property that Political Body needs to use in connection with the maintenance and use of a the roadway encroachment (including the area being utilized for the Existing Crossing) is shown on the Railroad's location print marked Exhibit A and the Political Body's type, size and location prints of the Project marked Exhibit A-1, with each exhibit being attached hereto and hereby made a part hereof (the "Encroachment Area"). AGREEMENT: NOW, THEREFORE, IT IS AGREED by and between the parties hereto as follows: Article 1. EXHIBITB The general terms and conditions marked Exhibit B, are attached hereto and hereby made a part hereof. Articles of Agreement ===== PDF PAGE 46 ===== [Extraction: embedded PDF text] Article 2. RAILROAD GRANTS RIGHT. For and in consideration of the sum of THREE THOUSAND DOLLARS ($3,000.00) to be paid by the Political Body to the Railroad upon the execution and delivery of this Agreement and in further consideration of the Political Body's agreement to perform and comply with the terms of this Agreement, the Railroad hereby grants to the Political Body the right to construct, maintain and repair the Existing Crossing over and across the Encroachment Area. Article 3. DEFINITION OF CONTRACTOR For purposes of this Agreement the term "Contractor" shall mean the contractor or contractors hired by the Political Body to perform any Project work on any portion of the Railroad's Operating Property and shall also include the Contractor's subcontractors and the Contractor's and subcontractor's respective employees, officers and agents, and others acting under its or their authority. Article 4. CONTRACTOR'S RIGHT OF ENTRY AGREEMENT - INSURANCE A. Prior to Contractor performing any work within the Project area or premises and any subsequent maintenance and repair work, the Political Body shall require the Contractor to: • execute the Railroad's then current Contractor's Right of Entry Agreement • obtain the then current insurance required in the Contractor's Right of Entry Agreement; and • provide such insurance policies, certificates, binders and/or endorsements to the Railroad. B. The Railroad's current Contractor's Right of Entry Agreement is marked Exhibit D, attached hereto and hereby made a part hereof. The Political Body confirms that it will inform its Contractor that it is required to execute such form of agreement and obtain the required insurance before commencing any work on any Railroad Operating Property. Under no circumstances will the Contractor be allowed on the Railroad's Operating Property without first executing the Railroad's Contractor's Right of Entry Agreement and obtaining the insurance set forth therein and also providing to the Railroad the insurance policies, binders, certificates and/or endorsements described therein. C. All insurance correspondence, binders, policies, certificates and/or endorsements shall be sent to: Manager - Contracts Union Pacific Railroad Company Real Estate Department 1400 Douglas Street, Mail Stop 1690 Omaha, NE 68179-1690 UP Project No. 0802251 Articles of Agreement ===== PDF PAGE 47 ===== [Extraction: embedded PDF text] D. If the Political Body's own employees will be performing any of the Project work, the Political Body may self-insure all or a portion of the insurance coverage subject to the Railroad's prior review and approval. Article 5. FEDERAL AID POLICY GUIDE If the Political Body will be receiving any federal funding for the Project, the current rules, regulations and provisions of the Federal Aid Policy Guide as contained in 23 CFR 140, Subpart I and 23 CFR 646, Subparts A and B are incorporated into this Agreement by reference. Article 6. NO PROJECT EXPENSES TO BE BORNE BY RAILROAD The Political Body agrees that no Project costs and expenses are to be borne by the Railroad. In addition, the Railroad is not required to contribute any funding for the Project. Article 7. WORK TO BE PERFORMED BY THE RAILROAD. A. The work to be performed by the Railroad, at the Political Body's sole cost and expense, is described in the Railroad's Material and Force Account Estimate dated March 12, 2025, marked Exhibit C, attached hereto and hereby made a part hereof (the "Estimate"). As set forth in the Estimate, the Railroad's estimated cost for the Railroad's work associated with the Project is One Hundred Twenty-One Thousand Three Hundred Thirty-Five Dollars ($121,335.00). B. The Railroad, if it so elects, may recalculate and update the Estimate submitted to the Political Body in the event the Political Body does not commence construction on the portion of the Project located on the Railroad's Operating Property within six (6) months from the date of the Estimate. C. The Political Body acknowledges that the Estimate may not include any estimate of flagging or other protective service costs that are to be paid by the Political Body or the Contractor in connection with flagging or other protective services provided by the Railroad in connection with the Project. All of such costs incurred by the Railroad are to be paid by the Political Body or the Contractor as determined by the Railroad and the Political Body. If it is determined that the Railroad will be billing the Contractor directly for such costs, the Political Body agrees that it will pay the Railroad for any flagging costs that have not been paid by any Contractor within thirty (30) days of the Contractor's receipt of billing. D. The Railroad shall send progressive billing to the Political Body during the Project and final billing to the Political Body within one hundred eighty (180) days after receiving written notice from the Political Body that all Project work affecting the Railroad's Operating Property has been completed. E. The Political Body agrees to reimburse the Railroad within thirty (30) days of its receipt of billing from the Railroad for one hundred percent (100%) of all actual costs incurred by the Railroad in connection with the Project including, but not limited to, all actual costs of Articles of Agreement ===== PDF PAGE 48 ===== [Extraction: embedded PDF text] engineering review (including preliminary engineering review costs incurred by Railroad prior to the Effective Date of this Agreement), construction, inspection, flagging (unless flagging costs are to be billed directly to the Contractor), procurement of materials, equipment rental, manpower and deliveries to the job site and all direct and indirect overhead labor/construction costs including Railroad's standard additive rates. Article 8. PLANS A. The Political Body, at its expense, shall prepare, or cause to be prepared by others, the detailed plans and specifications for the Project and the Structure and submit such plans and specifications to the Railroad's Assistant Vice President Engineering-Design, or his authorized representative, for prior review and approval. The plans and specifications shall include all Roadway layout specifications, cross sections and elevations, associated drainage, and other appurtenances. B. The final one hundred percent (100%) completed plans that are approved in writing by the Railroad's Assistant Vice President Engineering-Design, or his authorized representative, are hereinafter referred to as the "Plans". The Plans are marked Exhibit A-1, attached hereto and hereby made a part hereof. C. No changes in the Plans shall be made unless the Railroad has consented to such changes in writing. D. The Railroad's review and approval of the Plans will in no way relieve the Political Body or the Contractor from their responsibilities, obligations and/or liabilities under this Agreement, and will be given with the understanding that the Railroad makes no representations or warranty as to the validity, accuracy, legal compliance or completeness of the Plans and that any reliance by the Political Body or Contractor on the Plans is at the risk of the Political Body and Contractor. Article 9. CONDITIONS TO BE MET BEFORE POLITICAL BODY CAN COMMENCE WORK Neither the Political Body nor the Contractor may commence any work within the Project Area or on any other Railroad Operating Property until: (i) The Railroad and Political Body have executed this Agreement. (ii) The Railroad has provided to the Political Body Railroad's written approval of the Plans. (iii) Each Contractor has executed Railroad's Contractor's Right of Entry Agreement and has obtained and/or provided to the Railroad the insurance policies, certificates, binders, and/or endorsements required under the Contractor's Right of Entry Agreement. Articles of Agreement ===== PDF PAGE 49 ===== [Extraction: embedded PDF text] (iii) Each Contractor has given the advance notice(s) required under the Contractor's Right of Entry Agreement to the Railroad Representative named in the Contactor's Right of Entry Agreement. Article 10. EFFECTIVE DATE; TERM. A. This Agreement is effective as of the Effective Date first herein written and shall continue in full force and effect for as long as the Encroachment Area remains on the Railroad's Operating Property. B. The Railroad, if it so elects, may terminate this Agreement effective upon delivery of written notice to the Political Body in the event the Political Body does not commence construction on the portion of the Project or use the Project area located on the Railroad's Operating Property within twelve (12) months from the Effective Date. C. If the Agreement is terminated as provided above, or for any other reason, the Political Body shall pay to the Railroad all actual costs incurred by the Railroad in connection with the Project up to the date of termination, including, without limitation, all actual costs incurred by the Railroad in connection with reviewing any preliminary or final Project Plans. Article 11. FUTURE PROJECTS Future projects involving substantial maintenance, repair, reconstruction, renewal and/or demolition of the Encroachment Area shall not commence until Railroad and Political Body agree on the plans for such future projects, cost allocations, right of entry terms and conditions and temporary construction rights, terms and conditions. Article 12. ASSIGNMENT; SUCCESSORS AND ASSIGNS A. Political Body shall not assign this Agreement without the prior written consent of Railroad. B. Subject to the provisions of Paragraph A above, this Agreement shall inure to the benefit of and be binding upon the successors and assigns of Railroad and Political Body. Article 13. REINSTALLATION OF TRACKS AT EXISTING CROSSING Political Body hereby acknowledges Railroad has common carrier obligations and that if Railroad, in its sole and absolute discretion, at any time in the future, determines it is necessary to reactivate its operations in the vicinity of the Existing Crossing, including traversing over the Existing Crossing, Railroad has the right to reinstall the track. If Railroad approves, in its sole and absolute discretion, the continued use of the Existing Crossing considering such reactivation, Political Body will enter into separate agreements with Railroad as may be required by Railroad for the construction, cost allocations, and continued use of the Existing Crossing. Articles of Agreement ===== PDF PAGE 50 ===== [Extraction: embedded PDF text] IN WITNESS WHEREOF, the parties hereto have executed this Agreement in duplicate as of the date first herein written. UNION PACIFIC RAILROAD COMPANY CITY OF WEST CHICAGO Title: ______________ _ Articles of Agreement ===== PDF PAGE 51 ===== [Extraction: OCR (rendered-page OCR)] EXHIBIT A Survey Print Articles of Agreement ===== PDF PAGE 52 ===== [Extraction: embedded PDF text] ~z ' --. , ■ •. ' ~ ~"II aac;;,.l at l"V,l l'l.l!Hr. ~ Uf'RCX!<;T1~.11;R Rla-tTt Al OFl">~INGV/ A'f r tlrn,82JJTPRINTSF! WIT IIN ~ WIADDIHITl(.)lM·N<'IKL kl1"iHIC=l.US~mINGWATr uuTPAi3f::(JINT"if-)PAUPJ~[D MrR0Xl~/\TE LIMITS OF Ur, Tfl./,O'. REl•'0V/\l. ~o j ~..,_l(.ILlllN fU RAILROAD CROSSING 1honkl5•1'~JIHn/'i~roup II, CITY OF WEST NUCLEAR DRIVE 262S bu~1/leld rou.r,M""""' •" ..DJN 475MA.JNSTREET 03:1.1!1!>.. RIGHT-OF-WAY EXHIBIT ~uh 209w WESTCHICAGO IL6(11ij5 AND NORTHWEST AVEIIUE CHICAGO th@!QS. WHII> i IOfPRfSSfD) I ., f't ..._ HORIL SCAL.f I I I l 765 I I I 765 I 760 760 l:~ -GJfqJND •Dfll~\ _;- r~. s10,,vo\1 PF,Cf ILE !I~ 755 =iip I 755 ~ ,~ V -ok, .. t;: r,12"! _J_ 750 I i~ I~L1 ;J 750 I I I I !"'•,~1~1•0 .. ~ lli 745 7451 1 1 I I l 740 I jtl~ I 740 ! 735 735 ~"~1~ ~,! !~ ~12 ~l~ 'I" IGl-• ',C 101• I JOl GC 101•\V .. \0 I Im"••~.:;1:; ~-·1~ I I SIDEWALK RAILROAD Lhomui!lainKinng~upUc. CITY OF WEST ~ ... ,,#N ... - •• DJN , •• d751.1AJNSTREET CROSSING EXHIBIT $Ultl,l2()9w ?62'Sbu.-rfk>lclroad NUCLEAR DRIVE WEST CHICAGO, 1L EIU!5 ,. D3'111'25 ••-~ .... CHICAGO th@!!)CS, USOOT 174534X PHONE:6J0-293-22SS • "Pl"S' ~/Oi.~ ll'CA,r a.- DRK FAX SJ0-293-2971 .. ' f" G A· pyo·••·· oJikb/OC.kll60S2lphgnc:f5>SJJ•171l0 NUCLEAR DRIVE __l_ o, _.1__ ........... I ===== PDF PAGE 55 ===== [Extraction: embedded PDF text] PRX 880805 A Form Approved, A VP-Law EXHIBIT B SECTION 1. LIMITATION AND SUBORDINATION OF RIGHTS GRANTED. (a) The rights granted to the Licensee are subject and subordinate to the prior and continuing right and obligation of the Licensor to use and maintain its entire railroad right of way, and are also subject to the right and power of the Licensor to construct, maintain, repair, renew, use, operate, change, modify or relocate railroad tracks, signal, communication, fiber optics or other wire lines, pipelines and other facilities upon, along or across any or all parts of said right of way, any of which may be freely done at any time by the Licensor without liability to the Licensee or to any other party for compensation or damages. (b) The Licensee's rights are also subject to all outstanding superior rights (including those in favor of licensees, lessees of said right of way, and others) and the right of the Licensor to renew and extend the same, and are granted without covenant of title or quiet enjoyment. SECTION 2. MAINTENANCE AND USE. (a) The Licensee, at its own expense, shall maintain the Encroachment Area and shall keep the rail flangeways clear of obstructions. (b) The Licensee shall, at its sole expense, maintain, repair, renew and replace any gates, cattle guards, drainage facilities, traffic signs or devices, identification signs approved by the Licensor or other appurtenances shown on Exhibit "A". The Licensee shall, at its own expense, install and thereafter maintain any such appurtenances that may subsequently be required by the Licensor, by law, or by any public authority having jurisdiction. The Licensee shall control vegetation along the right of way on each side of the crossing so that the Licensee's line of sight to approaching trains is not impaired or obstructed by vegetation. All work performed by the Licensee on the right of way shall be done to the satisfaction of the Licensor. (c) The Licensee shall keep any gate affording access to the Encroachment Area closed and locked at all times except during the time of actual passage through it onto or from the Encroachment Area. The Licensee shall not do, suffer or permit anything which will or may obstruct, endanger or interfere with, hinder or delay the maintenance and operation of the Licensor's railroad tracks or appurtenant facilities or the facilities or equipment of others lawfully using the Licensor's operating property. SECTION 3. MODIFICATION OR RELOCATION OF ENCROACHMENT AREA. Whenever the Licensor deems it necessary or desirable in the furtherance of its railroad operating requirements or for the improvement and use of its operating property to modify or relocate the Encroachment Area: (1) the Licensor shall, at the sole expense of the Licensee, modify or move the Encroachment Area; and the appurtenances thereto. All the terms of this agreement shall govern the continued maintenance and use of the Encroachment Area as modified or relocated pursuant to this section. EXHIBIT B ===== PDF PAGE 56 ===== [Extraction: embedded PDF text] PRX 880805 A Form Approved, A VP-Law SECTION 4. PROTECTION OF FIBER OPTIC CABLE SYSTEMS. (a) Fiber optic cable systems may be buried on the Licensor's operating property. Licensee shall visit up.com/CBUD to complete and submit the required form to determine if fiber optic cable is buried anywhere on the Licensor's premises to be used by the Licensee. If it is, Licensee will telephone the telecommunications company(ies) involved, arrange for a cable locator, and make arrangements for relocation or other protection of the fiber optic cable prior to hPoinnino ~nv u ,nrlc nn thP • • _ ... _ ..--0· 00 ••• .. o -··.1 ···- T-·--··--·if'Pn<:nr'<:- nrPmi<:P<:t'·-·--·---· (b) In addition to the liability terms elsewhere in this Agreement, the Licensee shall indemnify and hold the Licensor harmless against and from all cost, liability, and expense whatsoever (including, without limitation, attorneys' fees and court costs and expenses) arising out of or in any way contributed to by any act or omission of the Licensee, its contractor, agents and/or employees, that causes or in any way or degree contributes to ( l) any damage to or destruction of any telecommunications system by the Licensee, and/or its contractor, agents and/or employees, on Licensor's operating property, (2) any injury to or death of any person employed by or on behalf of any telecommunications company, and/or its contractor, agents and/or employees, on Licensor's operating property, and/or (3) any claim or cause of action for alleged loss of profits or revenue by, or loss of service by a customer or user of, such telecommunication company(ies). SECTION 5. INDEMNITY. The Licensee assumes the risk of and shall indemnify and hold harmless the Licensor and other railroad companies which use the operating property of the Licensor, their officers, agents and employees, against and from any and all loss, damages, claims, demands, actions, causes of action, costs, attorneys' fees, fines, penalties and expenses of whatsoever nature (hereinafter "Loss") which may result from: (1) injury to or death of persons whomsoever, (including officers, agents and employees of the Licensor and of the Licensee, as well as other persons); (2) loss of or damage to property whatsoever (including damage to property of or in the custody of the Licensee and damage to the roadbed, tracks, equipment or other property of or in the custody of the Licensor and such other railroad companies, as well as other property); or (3) the Licensee's failure to comply with any federal, state or local law, regulation, or enactment; when such Loss is due to or arises in connection with or as a result of: (a) the construction of the Encroachment Area; (b) any work done by the Licensee on or in connection with the Encroachment Area; (c) the use of said Encroachment Area by the Licensee, or the officers, agents, employees, patrons or invitees of the Licensee, or by any other person; (d) the use of said Encroachment Area by the Licensee's successors or assigns or the officers, agents, employees, patrons or invitees of the Licensee's successors or assigns until the Licensee either complies with the provisions of Section 8 or terminates the agreement as provided in Section 6; or (e) the breach of any covenant or obligation assumed by or imposed on the Licensee pursuant to this agreement, or the failure of the Licensee to promptly and fully do any act or work for which the Licensee is responsible pursuant to this agreement; regardless of whether EXHIBIT B ===== PDF PAGE 57 ===== [Extraction: embedded PDF text] PRX 880805 A Form Approved, A VP-Law such Loss is caused solely or contributed to in part by the negligence of the Licensor, its officers, agents or employees. SECTION 6. TERMINATION ON BREACH OR ON NOTICE. (a) It is agreed that the breach of any covenant, stipulation or condition herein contained to be kept and performed by the Licensee shall, at the option of the Licensor, forthwith work a termination of this agreement and all rights of the Licensee hereunder. A waiver by the Licensor of a breach by the Licensee of any covenant or condition of this agreement shall not impair the right of the Licensor to avail itself of any subsequent breach thereof. (b) This agreement may be terminated by either party on thirty (30) days' written notice to the other party. SECTION 7. REMOVAL OF ENCROACHMENT AREA. (a) Upon termination of this agreement howsoever, the Licensor shall, at the sole expense of the Licensee, remove said Encroachment Area and restore the premises of the Licensor to a condition comparable to that existing immediately prior to the construction of said Encroachment Area. (b) In the event of the removal of the Encroachment Area as in this section provided, the Licensor shall not be liable to the Licensee for any damage sustained by the Licensee for or on account of such removal, and such removal shall not prejudice or impair any right of action for damage, or otherwise, which the Licensor may have against the Licensee. SECTION 8. ASSIGNMENT. The Licensee shall not assign this agreement, or any interest therein to any purchaser, lessee or other holder of the property served by the crossing or to any other person, without the written consent of the Licensor. If the Licensee fails to secure the Licensor's consent to any assignment, the Licensee will continue to be responsible for obligations and liabilities assumed herein. SECTION 9. SUCCESSORS AND ASSIGNS. Subject to the provisions of Section 8 hereof, this agreement shall be binding upon and inure to the benefit of the parties hereto, their respective heirs, executors, administrators, successors and assigns. EXHIBIT B ===== PDF PAGE 58 ===== [Extraction: OCR (rendered-page OCR)] EXHIBIT C ===== PDF PAGE 59 ===== [Extraction: embedded PDF text] Material And Force Account Estimate City of West Chicago Estimate Number: 153618 Version: 1 Standard Rates: Labor Additive = 283.35% Estimate Good Until 03/12/26 I - I Location: BELVIDERE SUB, SIMN, 32.14-32.18 Description of Work: Belvidere Sub, MP.32.16 DOT 174534X, Nuclear Drive, West Chicago, IL Removal of crossing Prepared For: Buy America: No COMMENTS FACILITY Description QTY UOM UCST LABOR MATERIAL TOTAL ENGINEERING Engineering 1 LS 11,896 66 11,897 0 11,897 Bill Prep Fee - Track Surface RECOLLECT 1 LS 900 00 0 900 900 Homeline Freight- Track Surface RECOLLECT 1 LS 900,00 0 900 900 Foreign Line Freight - Track Surface RECOLLECT 1 LS 1,473.32 0 1,473 1,473 Contract Engineering 1 LS 10,000 00 0 10,000 10,000 Sub-Total= 11,897 13,273 25,170 TRACK CONSTRUCTION - COMPANY Mobilization: Company 1 DA 11,450.00 11,450 0 11,450 Sub-Total= 11,450 0 11,450 TRACK REMOVAL - COMPANY RDXING Remove road crossing - concrete 76 TF 121.80 9,257 0 9,257 TRACK Remove Track 250 TF 54.37 13,593 0 13,593 Sub-Total= 22,850 0 22,850 SITE WORK - CONTRACT Asphalt 1 LS 29,640.00 0 29,640 29,640 Traffic Control - Detour Signs & Coordination 1 LS 10,000.00 0 10,000 10,000 Asphalt: Saw Cut 1 LS 5,225.00 0 5,225 5,225 Sub-Total= 0 44,865 44,865 EQUIPMENT RENTAL Equipment Rental 1 LS 15,000.00 0 15,000 15,000 Sub-Total= 0 15,000 15,000 CONTRACT WORK TRAK, EARTH BUMPER, CONSTRUCT 2 EA 1,000.00 0 2,000 2,000 Sub-Total= 0 2,000 2,000 Total Wgt. in Tons= Totals= 46,197 75,138 121,335 Grand Total = $121,335 Please Note: The above figures are estimates only and are subject to fluctuation. In the event of an increase or decrease in the cost or amount of material or labor required, City of West Chicago will pay actual construction costs at the current rates effective thereof. Wednesday, March 12, 2025 Page 1 of 1 ===== PDF PAGE 60 ===== [Extraction: embedded PDF text] Contractor's Right of Entry Public Project No. ____ _ Projects Form Approved 02/09/2022 EXHIBIT D CONTRACTOR'S RIGHT OF ENTRY AGREEMENT THIS AGREEMENT is made and enteied into as of the ___ day of___________ , 20 ___ , by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation ("Railroad"); and _______________________ , a __________ corporation ("Contractor"). RECITALS: Contractor has been hired by ________________________to perform work relating to _ _________________________ (the "Work") with all or a portion of such Work to be performed on property of Railroad in the vicinity of Railroad's Milepost _ _ ___ on Raitroad's _____________ _,,Subdivision or Branch] [at or near DOT No. _______ located at or near______ , in _______ County, State of_______ , as such location is in the general location shown on the print marked Exhibit A, attached hereto and hereby made a part hereof, which Work is the subject of a contract dated. _________ between Railroadand________________ _ Railroad is willing to permit Contractor to perform the Work described above at the location described above subject to the terms and conditions contained in this agreement AGREEMENT: NOW, THEREFORE, it is mutually agreed by and between Railroad and Contractor, as follows: ARTICLE 1 - DEFINITION Of CONTRACTOR. For purposes of this agreement, all references in this agreement to Contractor shall include Contractor's contractors, subcontractors, officers, agents and employees, and others acting under its or their authority. For purposes of clarity, Contractor agrees that any CIC (defined below) hired by Contractor is a subcontractor of Contractor and therefore included in the defined term Contractor pursuant to the foregoing sentence. ARTICLE 2 - RIGHT GRANTED: PURPOSE. Railroad hereby grants to Contractor the right, during the term hereinafter stated and upon and subject to each and all of the terms, provisions and conditions herein contained, to enter upon and have ingress to and egress from the property described in the Recitals for the purpose of performing the Work described in the Recitals above. The right herein granted to Contractor is limited to those portions of Railroad's property specifically described herein, or as designated by the Railroad Representatives named in Article 4. ARTICLE 3 - TERMS AND CONDITIONS CONTAINED IN EXHIBITS B AND C. The terms and conditions contained in Exhibit B and Exhibit C, attached hereto, are hereby made a part of this agreement. ===== PDF PAGE 61 ===== [Extraction: embedded PDF text] Contractor's Right of Entry Public Projects Form Approved 02/091.2022 ARTICLE 4 - ALL EXPENSES TO BE BORNE BY CONTRACTOR: RAILROAD REPRESENTATIVES. A. Contractor shall bear any and all costs and expenses associated with any Work performed by Contractor (including without limitation any CIC), or any costs or expenses incurred by Railroad relating to this agreement. B. Contractor shall coordinate all of its Work with the following Railroad representatives or their duly authorized representative (the "Railroad Representatives"): MTM: PM: C. Contractor, at its own expense, shall adequately police and supervise all Work to be performed by Contractor and shall ensure that such Work is performed in a safe manner as set forth in Section 7 of Exhibit B. The responsibility of Contractor for safe conduct and adequate policing and supervision of Contractor's Work shall not be lessened or otherwise affected by Railroad's approval of plans and specifications involving the Work, or by Railroad's collaboration in performance of any Work, or by the presence at the Work site of a Railroad Representative, or by compliance by Contractor with any requests or recommendations made by Railroad Representative. ARTICLE 5 - SCHEDULE OF WORK ON A MONTHLY BASIS. The Contractor, at its expense, shall provide on a monthly basis a detailed schedule of Work to the Railroad Representative named in Article 4B above. The reports shall start at the execution of this agreement and continue until this agreement is terminated as provided in this agreement or until the Contractor has completed all Work on Railroad's property. ARTICLE 6 - TERM; TERMINATION. A. The grant of right herein made to Contractor shall commence on the date of this agreement, and continue until ___________ , unless sooner terminated as herein provided, or at such time as Contractor has completed its Work on Railroad's property, whichever is earlier. Contractor agrees to notify the Railroad Representative in writing when it has completed its Work on Railroad's property. B. This agreement may be terminated by either party on ten (10) days written notice to the other party. ARTICLE 7 - CERTIFICATE OF INSURANCE. A. Before commencing any Work and throughout the entire term of this Agreement, Contractor, at its expense, shall procure and maintain in full force and effect the types and minimum limits of insurance specified in Exhibit C of this agreement and require each of its subcontractors to include the insurance endorsements as required under Section 12 of Exhibit B of this agreement. B. Not more frequently than once every two (2) years, Railroad may reasonably modify the required insurance coverage to reflect then-current risk management practices in the railroad industry and underwriting practices in the insurance industry. C. Upon request of Railroad, Contractor shall provide to Railroad a certificate issued by its insurance carrier evidencing the insurance coverage required under Exhibit B. D. Contractor understands and accepts that the terms of this Article are wholly separate from and independent of the terms of any indemnity provisions contained in this Agreement. 2 ===== PDF PAGE 62 ===== [Extraction: embedded PDF text] Contractor's Right of Entry Public Projects Form Approved 02/0912022 E. Upon request of Railroad, insurance correspondence, binders, policies, certificates and endorsements shall be sent to: Union Pacific Railroad Company [Insert mailing address] Attn:_________ _ Project No. ______ _ ARTICLE 8 - PRECONSTRUCTION MEETING. If the Work to be performed by the Contractor will involve the Railroad providing any flagging protection (or if a CIC is approved to provide flagging protection pursuant to the terms set forth herein) and/or there is IC."-.t""\n~r~+.t""\ u,nrl, +n ht""\. n.t""'lt,.4'nrm~rl h" +hn O..,ilrn..,rl +hn f""n,•,,f.r..,,...+nr ,...nn.f:'irmr,, +h...,,+ nn u,-rl, r,,h..,11 ,..nmtv1 ____ 1 1n+il +hn.;JVt,J0.1 CILV VVVI n. LV UV fJVI IVI 11 IV\.A uy I.I IV I '\CUii VC.U 1 LI IV \JVI ILi QVLVI V VI 111111 I~ I.I IClL I IV VVVI "- ~I IOIII \.,VI 1111 l'C,l l \.,V UI ILII LI IV Railroad and Contractor participate in a preconstruction meeting involving flagging procedures and coordination of work activities of the Contractor and the Railroad (and any CIC, as applicable.) Union Pacific's Third Party Flagging Policy at the link provided here: www.up.com/flagqing ARTICLE 9. DISMISSAL Of CONTRACTOR'S EMPLOYEE. At the request of Railroad, Contractor shall remove from Railroad's property any employee of Contractor who fails to conform to the instructions of the Railroad Representative in connection with the Work on Railroad's property, and any right of Contractor shall be suspended until such removal has occurred. Contractor shall indemnify Railroad against any claims arising from the removal of any such employee from Railroad's property. ARTICLE 10. ADMINISTRATIVE FEE. Upon the execution and delivery of this agreement, Contractor shall pay to Railroad One Thousand Twenty Five Dollars ($1,025.00) as reimbursement for clerical, administrative and handling expenses in connection with the processing of this agreement. ARTICLE 11. CROSSINGS: COMPLIANCE WIIH MUJCP AND ERA GUIDELINES, A. No additional vehicular crossings (including temporary haul roads) or pedestrian crossings over Railroad's trackage shall be installed or used by Contractor without the prior written permission of Railroad. B. Any permanent or temporary changes, including temporary traffic control, to crossings must conform to the Manual of Uniform Traffic Control Devices (MUTCD) and any applicable Federal Railroad Administration rules, regulations and guidelines, and must be reviewed by the Railroad prior to any changes being implemented. In the event the Railroad is found to be out of compliance with federal safety regulations due to the Contractor's modifications, negligence, or any other reason arising from the Contractor's presence on the Railroad's property, the Contractor agrees to assume liability for any civil penalties imposed upon the Railroad for such noncompliance. ARTICLE 12.- EXPLOSIVES. Explosives or other highly flammable substances shall not be stored or used on Railroad's property without the prior written approval of Railroad. 3 ===== PDF PAGE 63 ===== [Extraction: embedded PDF text] Contractor's Right of Entry Public Projects Form Approved 02/0912022 IN WITNESS WHEREOF, the parties hereto have duly executed this agreement in duplicate as of the date first herein written. UNION PACIFIC RAILROAD COMPANY By: ------------ Title: ____________ _ (Name of Contractor) By: __________ _ Name: ___________ _ Title: ___________ _ Phone: ___________ _ E-Mail: ------------ 4 ===== PDF PAGE 64 ===== [Extraction: embedded PDF text] EXHIBIT A IQ CONTRACTOR'S RIGHT OF ENTRY AGREEMENT Exhibit A will be a print showing the general location of the work site. ===== PDF PAGE 65 ===== [Extraction: embedded PDF text] ~z ~ IJl"AR RIGH T Of WAY LIMITS [ Xl',TINli < R(J',"'.i1NG fOOTPl'.INT wm IIN UN~P: /1. IGHT OF WAY (1.B21 SFI ADDITIUNl'll [RUSS ING fUUTPFI.I NT PRU PUSCD WII H LJl'k k klC HI Or WAY 1330 Sr) Arr'ROX IMATE LIM ITS OF Ur. TR/\Ct-: REMOVAL ~ j ~&IIC~ltltn RAILROAD CROSSING lhon,as.,,,gl<1',~llll\l!lCUP .. OF WEST CHICAGO NUCLEAR DRIVE 2o2$b,me1tleld r0ad or,o-2s CITY 475MAINSTREET~"""" .... Q.,IN RIGHT-OF-WAY EXHIBIT SI.Ill~ ~Ollw AND NORTHWEST AVENUE WEST CHICAGO, IL 60185 oak !)rook,~ 60523 USOOT 174534X PHONE;630.l9)-<"l5S l)ho:.,no,:8$$.533-1i00 RECONSTRUCTION PROJECT FAX 630-293-2!17 1 ORK NUCLEAR DRIVE -- ~-- i ===== PDF PAGE 66 ===== [Extraction: embedded PDF text] EXHIBIT B IQ CONTRACTOR'S RIGHT OF ENTRY AGREEMENT Section 1. NOTICE OF COMMENCEMENT OF WORK- RAILROAD FLAGGING - PRIVATE FLAGGING. A. Contractor agrees to notify the Railroad Representative at least ten (10) working days in advance of Contractor commencing its Work and at least thirty (30) working days in advance of proposed performance of any Work by Contractor in which any person or equipment will be within twenty-five (25) feet of any track, or will be near enough to any track that any equipment extension (such as, but not limited to, a crane boom) will reach to within twenty-five (25) feet of any track. B. No work of any kind shall be performed, and no person, equipment, machinery, tool(s), material(s), vehicle(s), or thing(s) shall be located, operated, placed, or stored within twenty-five (25) feet of any of Raiiroad's track(s) at any time, for any reason, uniess and untii a Raiiroad approved flagman is provided to watch for trains. Upon receipt of such thirty (30)-day notice, the Railroad Representative will determine and inform Contractor whether a flagman need be present and whether Contractor needs to implement any special protective or safety measures. C. Contractor shall be permitted to hire a private contractor to perform flagging or other special protective or safety measures (such private contractor being commonly known in the railroad industry as a contractor-in-charge ("CIC")) in lieu of Railroad providing such services or in concert with Railroad providing such services, subject to prior written approval by Railroad, which approval shall be in Railroad's sole and absolute discretion. If Railroad agrees to permit Contractor to utilize a CIC pursuant to the preceding sentence, Contractor shall obtain Railroad's prior approval in writing for each of the following items, as determined in all respects in Railroad's sole and absolute discretion: (i) the identity of the third-party performing the role of CIC; (ii) the scope of the services to be performed for the project by the approved CIC; and (iii) any other terms and conditions governing such services to be provided by the CIC. If flagging or other special protective or safety measures are performed by an approved CIC, Contractor shall be solely responsible for (and shall timely pay such CIC for) its services. Railroad reserves the right to rescind any approval pursuant to this Section 1, Subsection C., in whole or in part, at any time, as determined in Railroad's sole and absolute discretion. D. If any flagging or other special protective or safety measures are performed by employees of Railroad and/or any contractor of Railroad, Railroad will bill Contractor for such expenses incurred by Railroad, unless Railroad and a federal, state or local governmental entity have agreed that Railroad is to bill such expenses to the federal, state or local governmental entity. If Railroad will be sending the bills to Contractor, Contractor shall pay such bills within thirty (30) days of Contractor's receipt of billing. E. If any flagging or other special protective or safety measures are performed by Railroad or a CIC, Contractor agrees that Contractor is not relieved of any of its responsibilities or liabilities set forth in this agreement. F. The provisions set forth in this subsection are only applicable for Flagging Services performed by employees of Railroad: the rate of pay per hour for each flagman will be the prevailing hourly rate in effect for an eight-hour day for the class of flagmen used during regularly assigned hours and overtime in accordance with labor agreements and schedules in effect at the time the Work is performed. In addition to the cost of such labor, a composite charge for vacation, holiday, health and welfare, supplemental sickness, Railroad Retirement and unemployment compensation, supplemental pension, Employees Liability and Property Damage and Administration will be included, computed on actual payroll. The composite charge will be the prevailing composite charge in effect at the time the Work is performed. One and one-half times the current hourly rate is ===== PDF PAGE 67 ===== [Extraction: embedded PDF text] paid for overtime, Saturdays and Sundays, and two and one-half times current hourly rate for holidays. Wage rates are subject to change, at any time, by law or by agreement between Railroad and its employees, and may be retroactive as a result of negotiations or a ruling of an authorized governmental agency. Additional charges on labor are also subject to change. If the wage rate or additional charges are changed, Contractor (or the governmental entity, as applicable) shall pay on the basis of the new rates and charges. If flagging is performed by Railroad, reimbursement to Railroad will be required covering the full eight-hour day during which any flagman is furnished, unless the flagman can be assigned to other Railroad work during a portion of such day, in which event reimbursement will not be required for the portion of the day during which the flagman is engaged in other Railroad work. Reimbursement will also be required for any day not actually worked by the flagman following the flagman's assignment to work on the project for which Railroad is required to pay the flagman and which could not reasonably be avoided by Railroad by assignment of such flagman to other work, even though Contractor may not be working during such time. When it becomes necessary for Railroad to bulletin and assign an employee to a flagging position in compliance with union collective bargaining agreements, Contractor must provide Railroad a minimum of five (5) days notice prior to the cessation of the need for a flagman. If five (5) days notice of cessation is not given, Contractor will still be required to pay flagging charges for the five (5) day notice period required by union agreement to be given to the employee, even though flagging is not required for that period. An additional thirty (30) days notice must then be given to Railroad if flagging services are needed again after such five-day cessation notice has been given to Railroad. Section 2. LIOOIIAJJON AND SUBORQINATJON 9E BIGHTS GRANTED A. The foregoing grant of right is subject and subordinate to the prior and continuing right and obligation of the Railroad to use and maintain its entire property including the right and power of Railroad to construct, maintain, repair, renew, use, operate, change, modify or relocate railroad tracks, roadways, signal, communication, fiber optics, or other wirelines, pipelines and other facilities upon, along or across any or all parts of its property, all or any of which may be freely done at any time or times by Railroad without liability to Contractor or to any other party for compensation or damages. B. The foregoing grant is also subject to all outstanding superior rights (whether recorded or unrecorded and including those in favor of licensees and lessees of Railroad's property, and others) and the right of Railroad to renew and extend the same, and is made without covenant of title or for quiet enjoyment. Section 3. NO INTERFERENCE WITH OPERATIONS OF RAILROAD AND ITS TENANTS. A. Contractor shall conduct its operations so as not to interfere with the continuous and uninterrupted use and operation of the railroad tracks and property of Railroad, including without limitation, the operations of Railroad's lessees, licensees or others, unless specifically authorized in advance by the Railroad Representative. Nothing shall be done or permitted to be done by Contractor at any time that would in any manner impair the safety of such operations. When not in use, Contractor's machinery and materials shall be kept at least twenty- five (25) feet from the centerline of Railroad's nearest track, and there shall be no vehicular crossings of Railroads tracks except at existing open public crossings. B. Operations of Railroad and work performed by Railroad personnel and delays in the Work to be performed by Contractor caused by such railroad operations and Work are expected by Contractor, and Contractor agrees that Railroad shall have no liability to Contractor, or any other person or entity for any such delays. The Contractor shall coordinate its activities with those of Railroad and third parties so as to avoid interference with railroad operations. The safe operation of Railroad train movements and other activities by Railroad takes precedence over any Work to be performed by Contractor. 2 ===== PDF PAGE 68 ===== [Extraction: embedded PDF text] Section 4. LIENS. Contractor shall pay in full all persons who perform labor or provide materials for the Work to be performed by Contractor. Contractor shall not create, permit or suffer any mechanic's or materialmen's liens of any kind or nature to be created or enforced against any property of Railroad for any such Work performed. Contractor shall indemnify and hold harmless Railroad from and against any and all liens, claims, demands, costs or expenses of whatsoever nature in any way connected with or growing out of such Work done, labor performed, or materials furnished. If Contractor fails to promptly cause any lien to be released of record. Railroad may, at its election. discharge the lien or claim of lien at Contractor's expense. Section 5. PROTECTION OF FIBER OPTIC CABLE SYSTEMS. A. Fiber optic cable systems may be buried on Railroad's property. Protection of the fiber optic cable systems is of extreme importance since any break could disrupt service to users resulting in business interruption and loss of revenue and profits. Contractor shall visit www.up.com/CBUD to complete and submit the required form to determine if fiber optic cable is buried anywhere on Railroad's property to be used by Contractor. If it is, Contractor will telephone the telecommunications company(ies) involved, make arrangements for a cable locator and, if applicable, for relocation or other protection of the fiber optic cable. Contractor shall not commence any Work until all such protection or relocation (if applicable) has been accomplished. B. IN ADDITION TO OTHER INDEMNITY PROVISIONS IN THIS AGREEMENT, CONTRACTOR SHALL INDEMNIFY, DEFEND AND HOLD RAILROAD HARMLESS FROM AND AGAINST ALL COSTS, LIABILITY AND EXPENSE WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS' FEES, COURT COSTS AND EXPENSES) ARISING OUT OF ANY ACT OR OMISSION OF CONTRACTOR, ITS AGENTS AND/OR EMPLOYEES, THAT CAUSES OR CONTRIBUTES TO (1) ANY DAMAGE TO OR DESTRUCTION OF ANY TELECOMMUNICATIONS SYSTEM ON RAILROAD'S PROPERTY, AND/OR (2) ANY INJURY TO OR DEATH OF ANY PERSON EMPLOYED BY OR ON BEHALF OF ANY TELECOMMUNICATIONS COMPANY, AND/OR ITS CONTRACTOR, AGENTS AND/OR EMPLOYEES, ON RAILROAD'S PROPERTY. CONTRACTOR SHALL NOT HAVE OR SEEK RECOURSE AGAINST RAILROAD FOR ANY CLAIM OR CAUSE OF ACTION FOR ALLEGED LOSS OF PROFITS OR REVENUE OR LOSS OF SERVICE OR OTHER CONSEQUENTIAL DAMAGE TO A TELECOMMUNICATION COMPANY USING RAILROAD'S PROPERTY OR A CUSTOMER OR USER OF SERVICES OF THE FIBER OPTIC CABLE ON RAILROAD'S PROPERTY. Section 6. PERMITS - COMPLIANCE WITH LAWS. In the prosecution of the Work covered by this agreement, Contractor shall secure any and all necessary permits and shall comply with all applicable federal, state and local laws, regulations and enactments affecting the Work including, without limitation, all applicable Federal Railroad Administration regulations. Section 7. SAFETY. A. Safety of personnel, property, rail operations and the public is of paramount importance in the prosecution of any Work on Railroad property performed by Contractor. Contractor shall be responsible for initiating, maintaining and supervising all safety, operations and programs in connection with the Work. Contractor shall, at a minimum, comply with Railroad's then current safety standards located at the below web address ("Railroad's Safety Standards") to ensure uniformity with the safety standards followed by Railroad's own forces. As a part of Contractor's safety responsibilities, Contractor shall notify Railroad if Contractor 3 ===== PDF PAGE 69 ===== [Extraction: embedded PDF text] determines that any of Railroad's Safety Standards are contrary to good safety practices. Contractor shall furnish copies of Railroad's Safety Standards to each of its employees before they enter Railroad property. http://www.up.com/cs/groups/public/@uprr/@suppliers/documents/up pdf nativedocs/pdf up supplier safety req.pdf B. All personnel employed by the Agency, Contractor and all subcontractors must complete the Railroad's course "Property Access Training" and be registered prior to working on Railroad property. This training is available at www.up.com/up-pat. This training is required to be completed annually. C. Without limitation of the provisions of paragraph A above, Contractor shall keep the job site free from safety and health hazards and ensure that its employees are competent and adequately trained in all safety and health aspects of the job. D. Contractor shall have proper first aid supplies available on the job site so that prompt first aid services may be provided to any person injured on the job site. Contractor shall promptly notify Railroad of any U.S. Occupational Safety and Health Administration reportable injuries. Contractor shall have a nondelegable duty to control its employees while they are on the job site or any other property of Railroad, and to be certain they do not use, be under the influence of, or have in their possession any alcoholic beverage, drug or other substance that may inhibit the safe performance of any Work. E. If and when requested by Railroad, Contractor shall deliver to Railroad a copy of Contractor's safety plan for conducting the Work (the "Safety Plan"). Railroad shall have the right, but not the obligation, to require Contractor to correct any deficiencies in the Safety Plan. The terms of this agreement shall control if there are any inconsistencies between this agreement and the Safety Plan. Section 8. INDEMNITY. A. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, CONTRACTOR SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS RAILROAD, ITS AFFILIATES, AND ITS AND THEIR OFFICERS, AGENTS AND EMPLOYEES (INDIVIDUALLY AN "INDEMNIFIED PARTY" OR COLLECTIVELY "INDEMNIFIED PARTIES") FROM AND AGAINST ANY AND ALL LOSS, DAMAGE, INJURY, LIABILITY, CLAIM, DEMAND, COST OR EXPENSE (INCLUDING, WITHOUT LIMITATION, ATTORNEY'S, CONSULTANT'S AND EXPERT'S FEES, AND COURT COSTS), FINE OR PENALTY (COLLECTIVELY, "LOSS") INCURRED BY ANY PERSON (INCLUDING, WITHOUT LIMITATION, ANY INDEMNIFIED PARTY, CONTRACTOR, OR ANY EMPLOYEE OF CONTRACTOR OR OF ANY INDEMNIFIED PARTY) ARISING OUT OF OR IN ANY MANNER CONNECTED WITH (I) ANY WORK PERFORMED BY CONTRACTOR, OR (II) ANY ACT OR OMISSION OF CONTRACTOR, ITS OFFICERS, AGENTS OR EMPLOYEES, OR (Ill) ANY BREACH OF THIS AGREEMENT BY CONTRACTOR. B. THE RIGHT TO INDEMNITY UNDER THIS SECTION 8 SHALL ACCRUE UPON OCCURRENCE OF THE EVENT GIVING RISE TO THE LOSS, AND SHALL APPLY REGARDLESS OF ANY NEGLIGENCE OR STRICT LIABILITY OF ANY INDEMNIFIED PARTY, EXCEPT WHERE THE LOSS IS CAUSED BY THE SOLE ACTIVE NEGLIGENCE OF AN INDEMNIFIED PARTY AS ESTABLISHED BY THE FINAL JUDGMENT OF A COURT OF COMPETENT JURISDICTION. THE SOLE ACTIVE NEGLIGENCE OF ANY INDEMNIFIED PARTY SHALL NOT BAR THE RECOVERY OF ANY OTHER INDEMNIFIED PARTY. C. CONTRACTOR EXPRESSLY AND SPECIFICALLY ASSUMES POTENTIAL LIABILITY UNDER THIS SECTION 8 FOR CLAIMS OR ACTIONS BROUGHT BY CONTRACTOR'S OWN EMPLOYEES. CONTRACTOR WAIVES ANY IMMUNITY IT MAY HAVE UNDER WORKER'S COMPENSATION OR INDUSTRIAL INSURANCE ACTS TO INDEMNIFY THE INDEMNIFIED PARTIES UNDER THIS SECTION 8. 4 ===== PDF PAGE 70 ===== [Extraction: embedded PDF text] CONTRACTOR ACKNOWLEDGES THAT THIS WAIVER WAS MUTUALLY NEGOTIATED BY THE PARTIES HERETO. D. NO COURT OR JURY FINDINGS IN ANY EMPLOYEE'S SUIT PURSUANT TO ANY WORKER'S COMPENSATION ACT OR THE FEDERAL EMPLOYERS' LIABILITY ACT AGAINST A PARTY TO THIS AGREEMENT MAY BE RELIED UPON OR USED BY CONTRACTOR IN ANY ATTEMPT TO ASSERT LIABILITY AGAINST ANY INDEMNIFIED PARTY. E. THE PROVISIONS OF THIS SECTION 8 SHALL SURVIVE THE COMPLETION OF ANY WORK PERFORMED BY CONTRACTOR OR THE TERMINATION OR EXPIRATION OF THIS AGREEMENT. IN NO EVENT SHALL THIS SECTION 8 OR ANY OTHER PROVISION OF THIS AGREEMENT BE DEEMED TO LIMIT ANY LIABILITY CONTRACTOR MAY HAVE TO ANY INDEMNIFIED PARTY BY STATUTE OR UNDER COMMON LAW. Section 9. RESTORATION OF PROPERTY. In the event Railroad authorizes Contractor to take down any fence of Railroad or in any manner move or disturb any of the other property of Railroad in connection with the Work to be performed by Contractor, ttlen in that event Contractor shall, as soon as possible and at Contractor's sole expense, restore such fence and other property to the same condition as the same were in before such fence was taken down or such other property was moved or disturbed. Contractor shall remove all of Contractor's tools, equipment, rubbish and other materials from Railroad's property promptly upon completion of the Work, restoring Railroad's property to the same state and condition as when Contractor entered thereon. Section 1o. WAIVER OF DEFAULT. Waiver by Railroad of any breach or default of any condition, covenant or agreement herein contained to be kept, observed and performed by Contractor shall in no way impair the right of Railroad to avail itself of any remedy for any subsequent breach or default. Section 11. MODIFICATION - ENTIRE AGREEMENT. No modification of this agreement shall be effective unless made in writing and signed by Contractor and Railroad. This agreement and the exhibits attached hereto and made a part hereof constitute the entire understanding between Contractor and Railroad and cancel and supersede any prior negotiations, understandings or agreements, whether written or oral, with respect to the Work to be performed by Contractor. Section 12. ASSIGNMENT - SUBCONTRACTING. Contractor shall not assign or subcontract this agreement, or any interest therein, without the written consent of the Railroad. Contractor shall be responsible for the acts and omissions of all subcontractors. Before Contractor commences any Work, the Contractor shall, except to the extent prohibited by law; (1) require each of its subcontractors to include the Contractor as "Additional Insured" on the subcontractor's Commercial General Liability policy and Umbrella or Excess policies (if applicable) with respect to all liabilities arising out of the subcontractor's performance of Work on behalf of the Contractor by endorsing these policies with ISO Additional Insured Endorsements CG 20 10, and CG 20 37 (or substitute forms providing equivalent coverage; (2) require each of its subcontractors to endorse their Commercial General Liability Policy with "Contractual Liability Railroads" ISO Form CG 24 17 10 01 (or a substitute form providing equivalent coverage) for the job site; and (3) require each of its subcontractors to endorse their Business Automobile Policy with "Coverage For Certain Operations In Connection With Railroads" ISO Form CA 20 70 10 01 (or a substitute form providing equivalent coverage) for the job site. 5 ===== PDF PAGE 71 ===== [Extraction: embedded PDF text] EXHIBIT C IQ CONTRACTOR'S RIGHT Of ENTRY AGREEMENT Union Pacific Railroad Company Insurance Requirements For Contractor's Right of Entry Agreement During the entire term of this Agreement and course of the Project, and until all Project Work on Railroad's property has been completed and all equipment and materials have been removed from Railroad's property and Railroad's property has been clean and restored to Railroad's satisfaction, Contractor shall, at its sole cost and expense, procure and maintain the following insurance coverage: A. Commercial General Ljabjljty insurance. Commercial general liability (CGL) with a limit of not less than $5,000,000 each occurrence and an aggregate limit of not less than $10,000,000. CGL insurance must be written on ISO occurrence form CG 00 01 12 04 (or a substitute form providing equivalent coverage). The policy must also contain the following endorsement, which must be stated on the certificate of insurance: • Contractual Liability Railroads ISO form CG 24 17 1O 01 (or a substitute form providing equivalent coverage) showing "Union Pacific Railroad Company Property" as the Designated Job Site. • Designated Construction Project(s) General Aggregate Limit ISO Form CG 25 03 03 97 (or a substitute form providing equivalent coverage) showing the project on the form schedule. B. Business Automobile Coverage insurance. Business auto coverage written on ISO form CA oo 01 10 01 (or a substitute form providing equivalent liability coverage) with a combined single limit of not less $5,000,000 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 Property" as the Designated Job Site. • Motor Carrier Act Endorsement - Hazardous materials clean up (MCS-90) if required by law. C. Workers' Compensation and Employers' Liability insurance. Coverage must include but not be limited to: • Contractor's statutory liability under the workers' compensation laws of the state where the Work is being performed. • Employers' Liability (Part B) with limits of at least $500,000 each accident, $500,000 disease policy limit $500,000 each employee. If Contractor is self-insured, evidence of state approval and excess workers compensation coverage must be provided. Coverage must include liability arising out of the U. S. Longshoremen's and Harbor Workers' Act, the Jones Act, and the Outer Continental Shelf Land Act, if applicable. D. Railroad protectjye Uability insurance. Contractor must maintain "Railroad Protective Liability" (RPL) insurance written on ISO occurrence form CG 00 35 12 04 (or a substitute form providing equivalent coverage) on behalf of Railroad as named insured, with a limit of not less than $2,000,000 per occurrence ===== PDF PAGE 72 ===== [Extraction: embedded PDF text] 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. Contractor shall provide this agreement to Contractor's insurance agent(s)and/or broker(s) and Contractor shall instruct such agent(s) and/or broker(s) to procure the insurance coverage required by this agreement. A BINDER STATING THE POLICY IS IN PLACE MUST BE SUBMITTED TO RAILROAD BEFORE THE WORK MAY COMMENCE AND UNTIL THE ORIGINAL POLICY IS FORWARDED TO UNION PACIFIC RAILROAD. E. Umbrella or Excess insurance. If Contractor utilizes umbrella or excess policies, these policies must "follow form" and afford no less coverage than the primary policy. F. &llution Liability insurance. Pollution liability coverage must be included when the scope of the Work as defined in the agreement includes installation, temporary storage, or disposal of any "hazardous" material that is injurious in or upon land, the atmosphere, or any watercourses; or may cause bodily injury at any time. If required, coverage may be provided in separate policy form or by endorsement to Contractors CGLor RPL. Any form coverage must be equivalent to that provided in ISO form CG 24 15 "Limited Pollution Liability Extension Endorsement" or CG 28 31 "Pollution Exclusion Amendment" with limits of at least $5,000,000 per occurrence and an aggregate limit of $10,000,000. If the scope of Work as defined in this agreement includes the disposal of any hazardous or non- hazardous materials from the job site, Contractor must furnish to Railroad evidence of pollution legal liability insurance maintained by the disposal site operator for losses arising from the insured facility accepting the materials, with coverage in minimum amounts of $1,000,000 per loss, and an annual aggregate of $2,000,000. Other Reaujrements G. All policy(ies) required above (except business automobile, worker's compensation and employers liability) must include Railroad as "Additional Insured" using ISO Additional Insured Endorsements CG 20 10, and CG 20 37 (or substitute forms providing equivalent coverage). The coverage provided to Railroad as additional insured shall not be limited by Contractor's liability under the indemnity provisions of this agreement. BOTH CONTRACTOR AND RAILROAD EXPECT THAT UNION PACIFIC RAILROAD COMPANY WILL BE PROVIDED WITH THE BROADEST POSSIBLE COVERAGE AVAILABLE BY OPERATION OF LAW UNDER ISO ADDITIONAL INSURED FORMS CG 20 10 AND CG 20 37. 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. Contractor waives all rights of recovery, and its insurers also waive all rights of subrogation of damages against Railroad 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 Contractor required in this agreement where prohibited by law. This waiver must be stated on the certificate of insurance. J. Prior to commencing the Work, Contractor shall furnish Railroad with a certificate(s) of insurance, executed by a duly authorized representative of each insurer, showing compliance with the insurance requirements in this agreement. 2 ===== PDF PAGE 73 ===== [Extraction: embedded PDF text] K. All insurance policies must be written by a reputable insurance company acceptable to Railroad or with a current Best's Insurance Guide Rating of A- and Class VII or better, and authorized to do business in the state where the Work is being performed. L. The fact that insurance is obtained by Contractor or by Railroad on behalf of Contractor will not be deemed to release or diminish the liability of Contractor, including, without limitation, liability under the indemnity provisions of this agreement. Damages recoverable by Railroad from Contractor or any third party will not be limited by the amount of the required insurance coverage. 3