HomeMy WebLinkAbout20210964.tiffRESOLUTION
RE: APPROVE WIRE CROSSING LICENSE FOR FIBER OPTIC WIRE LINE
(INTERSECTION AT 9TH AVENUE AND 3RD STREET, GREELEY) AND AUTHORIZE
CHAIR TO SIGN - GREAT WESTERN RAILWAY OF COLORADO, LLC
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Wire Crossing License for a Fiber Optic
Wire Line (Intersection at 9th Avenue and 3rd Street, Greeley) between the County of Weld, State
of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of
the Department of Information Technology, and Great Western Railway of Colorado, LLC,
commencing upon full execution of signatures, with further terms and conditions being as stated
in said license, and
WHEREAS, after review, the Board deems it advisable to approve said license, a copy of
which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Wire Crossing License for a Fiber Optic Wire Line (Intersection
at 9th Avenue and 3rd Street, Greeley) between the County of Weld, State of Colorado, by and
through the Board of County Commissioners of Weld County, on behalf of the Department of
Information Technology, and Great Western Railway of Colorado, LLC, be, and hereby is,
approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said license.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 5th day of April, A.D., 2021.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: dttavt)Jeltoigi
Weld County Clerk to the Board
BY:
Deputy Clerk to the Board
APP: % ED
County Attorney
Date of signature: °Luisa,
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Steve oreno hair
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Lori Sai
2021-0964
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BOARD OF COUNTY COMMISSIONERS
PASS-AROUND REVIEW
PASS-AROUND TITLE: GWR Real Estate Wire Crossing License Agreement
DEPARTMENT: Information Technology DATE: 3/12/2021
PERSON REQUESTING' Ryan Rose
Brief description :
As part of project IT- 1090 2020 Fiber Redundancy, the attached agreement provides Weld County
an underground fiber optic Wire Line crossing at 9th Avenue and 3rd Street, in Greeley . This is an annual cost
of $ 5 , 000 . 00 with the term staring from date of signature.
What options exist for the Board? ( include consequences , impacts, costs, etc. of options) :
Due to limited access to crossing locations and the requirements defined by the Railroad , IT is requesting
authorization for the Chair to sign the agreement.
Recommendation :
Karin McDougal has reviewed and approved the agreement. Weld County IT recommends that the Board grant
approval for the Chair to sign the attached agreement.
Approve Schedule
Recommendation Work Session Other/Comments:
Perry L . Buck
Mike Freeman
Scott K. James , Pro-Tern
Steve Moreno , Chair
Lori Saine
2021 - 0964
OI /05 t. TOO ► o
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Agreement No. 409365
WIRE CROSSING LICENSE
THIS LICENSE ("License") shall be effective on the last date of signature set forth below (the "Effective
Date"), by Great Western Railway of Colorado, LLC ("Licensor") and Weld County Government ("Licensee").
Licensor and Licensee may sometimes be referred to as a "Party" or collectively as the "Parties."
WITNESSETH:
1. TERM:
This License shall take effect as of the Effective Date, and unless sooner terminated as provided below,
shall remain in effect until either Party shall give the other Party not less than thirty (30) days' written notice to
terminate for any reason whatsoever in that Party's sole discretion and regardless of performance or non-
performance of any of the covenants and agreements contained in this License and regardless of any fee having
been paid in advance for any period and without regard to any loss or damage incurred by either Party as a result
of such termination or cancellation. Licensor will not execute this License until it receives a signed original from
Licensee, and in no event is entry under this License permitted until Licensor has executed it.
2. LOCATION:
In consideration of the License Fee or other sums of money Licensee agrees to pay to Licensor, and of the
covenants and agreements of Licensee as set forth in this License, Licensor hereby grants a license and permission
to Licensee to construct, install, use, maintain, repair, relocate, operate and replace a 2" fiber optic Wire Line, as
more particularly described in Licensee's application, marked Exhibit "A", attached to this License and made a part
of it by this reference, situated on, across, along or over Licensor's property at or near Greeley, County of Weld,
and State of Colorado (the "Premises"). The term "Wire Line" shall be deemed to mean the actual line(s) and any
and all towers, poles, wires, appurtenances and that portion of Licensor's property, in so far as they relate to said
Wire Line. The location of the Wire Line is more particularly described on the drawing marked Exhibit "B", attached
to this License and made a part of it by this reference, but generally described as follows:
An underground fiber optic Wire Line crossing Licensor's property at an angle of 90° degrees,
more or less, measured from the centerline of Licensor's main line track, located at or near North
9th Avenue and 3rd Street, Greeley, Weld County, Colorado as shown on Exhibit "B."
3. LICENSE FEE:
3.1 Licensee shall pay to Licensor as a License Fee the sum of five thousand and 00/100 U.S. dollars
($5,000.00) (the "License Fee") per annum, payable in advance on or prior to the Effective Date of this License and
any anniversary of the Effective Date during the term of this License. Licensee shall pay to Licensor any and all
sales tax, if any and if applicable, which may occur as a result of the payment of the above License Fee or other
fees payable under this License.
3.2 Licensee shall pay to Licensor an additional sum of money equal to one and one half percent (1.5%)
per month of the total unpaid License Fees stated above, any adjusted License Fees due pursuant to Section 3.5,
and any additional fees provided for in this License in the event said License Fee, adjusted License Fee or additional
fees are not received by Licensor within thirty (30) days from the date it (or they) is due and payable. The finance
charge provided by this Section 3.2 shall continue to accrue daily until the date payment is received by Licensor,
not the date payment is delivered or the date postmarked on the payment.
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3.3 If Licensor, at its sole discretion, uses a collection agency or attorneys to collect delinquent License
Fees, any additional fees provided for in this License or finance charges, and Licensor is successful in collecting such
charges, Licensee shall reimburse Licensor for all reasonable collection costs, including reasonable collection
agency fees and reasonable legal expenses.
3.4 Although Licensee's right to possession of the Premises shall terminate when the term of this
License has expired or is terminated prior to such expiration in accordance with a provision of this License,
Licensee's obligations under this License, including but not limited to the obligation to pay License Fees, taxes and
assessments, and utilities, shall continue until Licensee delivers possession of the Premises to Licensor in the
condition required by this License.
3.5 The payment by Licensee of any sum(s) in advance shall not create an irrevocable License for the
period for which the same is/are paid. Licensor reserves the right to periodically adjust the License Fee at any time,
by giving notice at any time, independent of the term of the License, of such adjustment to Licensee at least thirty
(30) days prior to the effective date of such adjustment. The use of the license created by this License by Licensee
after such Effective Date shall be at such adjusted License Fee.
3.6 Failure of Licensee to receive any bill for periodic License Fees owing, or receipt of a bill in an
incorrect or unadjusted License Fee, shall neither override the License terms in this License nor excuse or release
Licensee from liability or responsibility for the correct License Fee. Limitation on collection for any erroneous
billings or payments shall be three (3) years from the termination of this License.
3.7 In the event this License is terminated by notice of either Party (other than for breach or cause),
Licensor shall refund to Licensee the portion of any prepaid License Fees plus any taxes paid in advance; PROVIDED,
however, such refund shall not be made when the cumulative total of such repayment which would otherwise be
due is less than one hundred dollars ($100.00).
4. SPECIFICATIONS:
4.1 The Wire Line shall be constructed, installed, used, maintained, repaired and operated in strict
accordance with any and all current requirements and specifications adopted by the Joint Engineering Committee
of the Association of American Railroads and the Edison Electric Institute, and the specifications of the National
Electrical Safety Code, Part 2, "Safety Rules for the Installation and Maintenance of Electric Supply and
Communication Lines", or of any successor agency(ies), and, in compliance with any and all law, statute, regulation
or order of any federal, state or municipal governmental body or any agency thereof or created thereby
(collectively, "Laws"). Provided however, that all materials and workmanship employed in the construction,
installation, use, maintenance, repair, relocation, operation and replacement of the Wire Line shall be subject to
the prior written approval of the Licensor.
An aerial Wire Line shall be constructed and maintained to a MINIMUM clearance of no less than twenty-seven
feet (27') above the top of the rail of any and all tracks, and any poles, guy wire, anchor or other appurtenance
shall be constructed to maintain a MINIMUM clearance of fifteen feet (15') from the centerline of any track(s).
The side clearance of fifteen feet (15') shall be maintained for the full height of the vertical clearance as stated
above. An aerial Wire Line shall be constructed, as nearly as possible to cross track(s) at a right angle to said
track(s).
An underground Wire Line crossing under track(s) at a ninety degree (90°) angle, shall be encased in conduit for a
MINIMUM of forty-eight feet (48'), twenty-four feet (24') on either side measured from the centerline of the
track(s) or the full width of Licensor's property if less than forty-eight 'feet (48'). Crossings of a degree substantially
greater or less than ninety degrees (90°) shall be encased in conduit for the full width of the track structure. The
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Agreement No. 409365
top of the conduit shall be a MINIMUM of five and one half feet (5%:') beneath surface of the ground between the
limits of the twenty-five foot (25') parallel offset distance from the centerline of the outside track(s). Beyond
the twenty-five foot (25') parallel offset distance from the centerline of the outside track(s), the top of the
conduit shall be a MINIMUM of four feet (4') beneath surface of ground to outside the Licensor's property.'.
4.2 Licensee shall, except in emergencies, give not less than seventy-two (72) hours prior written
notice to Licensor of the day, hour and location that it proposes to undertake any construction, installation, repair,
relocation, replacement or maintenance work to the Wire Line or otherwise on the Premises and in the event of
an emergency shall notify Licensor as soon as possible. After completion of construction, relocation, installation
or replacement of the Wire Line, Licensee shall be required to execute Licensor's standard Right of Entry for any
maintenance or repair work on the Wire Line that requires entry onto Licensor's property or right-of-way.
4.3 Licensee shall require each of its contractors and subcontractors to observe and conform to the
conditions and requirements specified in this License. For the purposes of the safety, protective and
indemnification provisions of this License, such contractors and subcontractors, their agents, servants and
employees, and other persons on the Licensor property at the invitation of the Licensee, its contractors or
subcontractors (collectively, "Licensee Invitees'), shall be deemed the agents or employees of the Licensee, and
Licensee shall be jointly and severally liable for the actions of Licensee Invitees.
4.4 Licensee shall ensure, prior to allowing access to Licensor's Property, that Licensee Invitees, and
apply for and execute Licensor's standard License for Right of Entry and Use of Premises agreement.
4.5 Licensee shall, at no expense to Licensor, obtain all permits and approvals required to exercise its
rights provided for pursuant to this License and Licensee shall install, maintain and operate its facilities in
accordance with all requirements of such permits, approvals, the Law and any lawful public authority. Licensee
shall be responsible for any taxes, assessments and charges made against the Wire Line and the construction or
use of the Wire Line or other of Licensee's facilities on Licensor's property or the operation of any of them.
4.6 Licensor shall have the right, but not the duty, to furnish flagging or other protection or to perform
work to support its tracks or otherwise protect its property or facilities at any time, at Licensee's sole risk and
expense.
5. PRESENT OCCUPATIONS:
Licensee shall make appropriate arrangements with any person or entity occupying Licensor's property
which may be affected by the relocation, installation, construction or any maintenance or repair of the Wire Line.
Licensee's Wire Line will not unreasonably interfere with the use of Licensor's property, or create any undue
hardship on the person or entity occupying said property.
6. RISK, LIABILITY, INDEMNITY:
6.1 Licensee acknowledges that persons and property on or near the Premises are in constant danger
of injury, death or destruction, incident to the operation of the railroad tracks, whether by Licensor or others; and
Licensee accepts this License subject to such dangers.
6.2
(a) TO THE EXTENT PERMITTED BY LAW, LICENSEE, AS FURTHER CONSIDERATION AND AS A
CONDITION WITHOUT WHICH THIS LICENSE WOULD NOT HAVE BEEN GRANTED, AGREES TO
INDEMNIFY, DEFEND AND SAVE HARMLESS LICENSOR, ITS PARENTS, OWNERS, AND AFFILIATES,
AND THEIR RESPECTIVE PARTNERS, SUCCESSORS, ASSIGNS,
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LEGAL REPRESENTATIVES, OFFICERS, DIRECTORS, MEMBERS, MANAGERS, AGENTS, SHAREHOLDERS
AND EMPLOYEES (THE "INDEMNITEES") AND TO ASSUME ALL RISK, RESPONSIBILITY AND LIABILITY FOR
DEATH OF, OR INJURY TO, ANY PERSONS, INCLUDING, BUT NOT LIMITED TO, OFFICERS, EMPLOYEES,
AGENTS, PATRONS, INVITEES AND LICENSEES OF THE PARTIES, AND FOR LOSS, DAMAGE OR INJURY TO
ANY PROPERTY, INCLUDING BUT NOT LIMITED TO, THAT BELONGING TO THE PARTIES (TOGETHER WITH
ALL LIABILITY FOR ANY EXPENSES, ATTORNEYS' FEES AND COSTS INCURRED OR SUSTAINED BY THE
INDEMNITEES, WHETHER IN DEFENSE OF ANY SUCH CLAIMS, DEMANDS, ACTIONS AND CAUSES OF
ACTION OR IN THE ENFORCEMENT OF THE INDEMNIFICATION RIGHTS CONFERRED BY THIS LICENSE)
ARISING FROM, GROWING OUT OF, OR IN ANY MANNER OR DEGREE DIRECTLY OR INDIRECTLY CAUSED
BY, ATTRIBUTABLE TO, OR RESULTING FROM THE GRANT OF THIS LICENSE OR THE CONSTRUCTION,
MAINTENANCE, REPAIR, RENEWAL, ALTERATION, CHANGE, RELOCATION, EXISTENCE, PRESENCE, USE,
OPERATION, REPLACEMENT, OR REMOVAL OF ANY STRUCTURE INCIDENT TO IT, OR FROM ANY
ACTIVITY CONDUCTED ON OR OCCURRENCE ORIGINATING ON THE AREA COVERED BY THE LICENSE,
INCLUDING ANY TEMPORARY USAGE AREA, EXCEPT TO THE EXTENT PROXIMATELY CAUSED BY THE
INTENTIONAL MISCONDUCT OR SOLE GROSS NEGLIGENCE OF THE INDEMNITEE SEEKING
INDEMNIFICATION PURSUANT TO THE TERMS AND CONDITIONS OF THIS LICENSE.
(b) THE RISKS OF INJURY TO OR DEATH OF PERSONS AND LOSS OR DAMAGE TO PROPERTY
ASSUMED BY LICENSEE UNDER THIS LICENSE, SHALL INCLUDE, BUT SHALL NOT BE LIMITED TO,
CONTRACTORS, SUBCONTRACTORS, EMPLOYEES, OR INVITEES OF EITHER OF THE PARTIES, AND
WHETHER OR NOT SUCH INJURY TO OR DEATH OF PERSONS SHALL ARISE UNDER ANY WORKERS'
COMPENSATION ACT OR FEDERAL EMPLOYERS' LIABILITY ACT.
(c) LICENSEE SHALL, AT ITS SOLE COST AND EXPENSE, JOIN IN OR ASSUME, AT THE ELECTION AND
DEMAND OF LICENSOR, THE DEFENSE OF ANY CLAIMS, DEMANDS, ACTIONS, AND CAUSES OF ACTION
ARISING UNDER THIS LICENSE. THE WORD "LICENSOR" AS USED IN THIS INDEMNITY SECTION SHALL
INCLUDE THE ASSIGNS OF LICENSOR AND ANY OTHER RAILROAD COMPANY THAT MAY BE OPERATING
UPON AND OVER THE TRACKS IN THE VICINITY OF THE PREMISES.
(d) AS A PRECONDITION TO LICENSEE'S INDEMNIFICATION OBLIGATIONS UNDER THIS SECTION,
THE INDEMNITEES WILL (i) FULLY COOPERATE WITH LICENSEE IN ANY INVESTIGATION AND PROVIDE
LICENSEE WITH ALL INFORMATION IN THE POSSESSION OR CONTROL OF THE INDEMNITEES RELATING
TO ANY MATTER FOR WHICH THE INDEMNITEES SEEK INDEMNIFICATION, AND (ii) PROVIDE LICENSEE
WITH TIMELY NOTICE OF ANY MATTER OR INCIDENT FOR WHICH THE INDEMNITEES MAY MAKE A CLAIM
FOR INDEMNIFICATION BY LICENSEE.
7. INSURANCE:
7.1 Licensee shall purchase and maintain insurance as specified below covering this License, all the
work, services, and obligations assumed or performed hereunder, from the Effective Date until termination,
unless the duration is stated to be otherwise, with insurance companies assigned a current Financial Strength
Rating of at least A and Financial Size Category of X by A. M. Best Company:
(a) Commercial General Liability Insurance written on an occurrence basis subject to limit of
$1,000,000 each occurrence for bodily injury, property damage, personal injury, libel and/or
slander with an annual aggregate limit of no less than $2,000,000. Policy coverage is to be based
on usual Insurance Services Office policy forms to include, but not be limited to: Operations and
Premises Liability, Completed Operations and Products Liability, Personal Injury and Advertising
Liability, and Contractual Liability Insurance. Completed Operations coverage is to be
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maintained for a period of not less than three (3) years after the termination or cancellation of
this License. General Liability policies procured by Licensee shall be amended to delete all
railroad exclusions including exclusions for working on or within fifty feet (50') of any railroad
property and affecting any railroad bridge or trestle, tracks, road -beds, tunnel, underpass or
crossing (CG 24 17 endorsement or equivalent).
(b) Workers' Compensation and Employers' Liability Insurance providing statutory workers'
compensation benefits mandated under applicable state law and Employers' Liability Insurance
subject to a minimum limit of $1,000,000 each accident for bodily injury by accident, $1,000,000
each employee for bodily injury by disease, and $1,000,000 policy limit for bodily injury by
disease. If coverage is provided through a monopolistic state fund, a stop gap endorsement on
either the Commercial General Liability or Workers' Compensation Policy is required to meet
the Employers' Liability Insurance requirement.
(c) Business Automobile Liability Insurance subject to a minimum limit of $1,000,000 each accident
for bodily injury and property damage. Policy coverage shall be based on Insurance Services
Office policy forms referred to as Business Automobile Policy to cover motor vehicles owned,
leased, rented, hired or used on behalf of Licensee. If applicable to this License and applicable
under federal law, Licensee shall provide an MCS 90 endorsement.
(d) Umbrella Liability Insurance written on an occurrence basis subject to a limit of $4,000,000 each
occurrence for bodily injury, property damage, personal injury, libel and/or slander. Policy
coverage is to be at least as broad as primary coverages. Umbrella coverage is to be maintained
for a period of not less than three (3) years after the termination or cancellation of this License.
Umbrella Liability shall apply to Commercial General Liability, Employers' Liability, and Business
Automobile Liability Insurances.
The required limits of insurance may be satisfied by a combination of Primary and Umbrella or
Excess Liability Insurance.
7.2 All insurance required of Licensee with the exception of Workers' Compensation and Employers'
Liability shall include Licensor and any subsidiary, owner, parent or affiliates of Licensor, and their respective
partners, successors, assigns, legal representatives, officers, directors, members, managers, agents,
shareholders, and employees ("Required Parties") as additional insured and include wording which states that
the insurance shall be primary and not excess over or contributory with any insurance carried by Licensor and
its affiliates. With respect to Commercial General Liability Insurance, Required Parties shall be included as
additional insured for Ongoing Operations and for Completed Operations to the extent permitted by law.
7.3 All insurance shall provide Licensor a minimum of thirty (30) days' advance written notice of
insurer's intent to cancel or otherwise terminate policy coverage.
7.4 If Licensee cannot obtain an occurrence based policy for any required coverage, the policy may
be written on a claims -made basis with a retroactive date on or before the Effective Date of this License. Licensee
shall maintain such policy on a continuous basis. If there is a change in insurance companies or the policy is
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canceled or not renewed, Licensee shall purchase an extended reporting period of not less than three (3) years
after the License termination date.
7.5 Licensee shall file with Licensor on or before the Effective Date of this License a valid certificate
of insurance for all required insurance policies. Each certificate shall identify the Required Parties as additional
insured as required and state that Licensor shall receive a minimum of thirty (30) days' advance written notice
of insurer's intent to cancel or otherwise terminate policy coverage. Licensee shall supply updated certificates
of insurance that clearly evidence the continuation of all coverage in the same manner, limits of protection, and
scope of coverage as required by this License.
7.6 All insurance policies required of Licensee shall include a waiver of any right of subrogation
written in favor of Required Parties.
7.7 Notwithstanding the foregoing, Licensee may self -insure for any of the above required insurance
coverages subject to the requirements specified in this paragraph. Licensee shall provide Licensor with audited
financial statements and Licensor may, at its discretion, which shall not be unreasonably withheld, deem such
financial statements acceptable prior to authorizing Licensee to self -insure. Licensee shall provide a letter of
self-insurance to Licensor specifically stating which lines of coverage are self -insured and the amount of self-
insurance maintained. The amount of any excess insurance that attaches to self-insurance below the required
limits of insurance shall be identified in the letter and evidenced on a certificate of insurance. This letter of self-
insurance shall be signed by Licensee's Risk Manager or another designated authorized signatory. With respect
to Workers' Compensation, Licensee shall also provide state -issued self -insured authorization documents to
Licensor, where applicable by state law.
7.8 Licensee represents that this License has been thoroughly reviewed by Licensee's insurance
agent or broker who have been instructed by Licensee to procure the insurance coverage required by this
License. Upon signature of this License and renewal of insurance, if Licensee fails to maintain or provide evidence
to Licensor of any insurance coverage required under this License, Licensor may terminate this License effective
immediately.
7.9 Licensee's compliance with obtaining the required insurance coverage shall in no way limit the
indemnification rights and obligations specified in this License.
8. WAIVER:
Licensee waives the right to question the validity of this License or any of the terms and provisions of it, or
the right or power of Licensor to execute and enforce this License. This License is made without covenant on the
part of Licensor to warrant its title to the property involved with the Wire Line, or to give or to defend Licensee in
the peaceful possession of the property and Licensee shall waive all right to claim damages in the event Licensee
shall be evicted, ejected or required to surrender possession of the property by anyone owning or claiming title to
or any interest in the property, or by reason of failure of title of Licensor, or for any other cause whatsoever.
Licensee further agrees to indemnify and save harmless Licensor and to assume all risk, responsibility and liability
(including any expenses, attorneys' fees and costs incurred or sustained by Licensor) arising from, growing out of,
or in any manner or degree directly or indirectly attributable to or resulting from any deficiency or insufficiency of
Licensor's title affecting the right of Licensor to make this grant.
9. REPAIRS AND RELOCATION:
9.1 Licensee will at all times maintain the Wire Line in a safe and secure manner, and in a condition
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satisfactory to Licensor. Licensor may request Licensee to change the location of the Wire Line, or any part of it,
or to make reasonable repairs or changes as the judgment of Licensor deems necessary in order to avoid
interference with or danger in the use or operation of Licensor's railroad, or any of its present or future
appurtenances. In the event it is desired by Licensor to use its property or any portion of it, occupied or impacted
by the Wire Line, then Licensee shall, at its sole expense, and within thirty (30) days after notice from Licensor to
do so, (or on shorter notice in case of an emergency), make changes to the Wire Line (including de -energizing a
wire if required) as required or remove the Wire Line, or as much of the Wire Line as is located upon the portion
of the property as required by Licensor.
9.2 If Licensee shall fail to perform any of its obligations contained in this License as to the
maintenance of safe conditions in and about the Wire Line or to make any necessary repairs, or to relocate the
Wire Line, then Licensor may cause such condition to be made safe, or change of location to be made, or repairs
to be made, or Wire Line to be removed from Licensor's property. Licensor acting as the agent of Licensee, may
perform such work as is necessary in the judgment of Licensor, and Licensee shall, on demand, promptly reimburse
Licensor the cost of the work, plus fifteen percent (15%) of the cost as a charge for the supervision, accounting,
and use of tools; or Licensor may terminate this License by giving Licensee not less than ten (10) days' advance
written notice of its intention to do so.
9.3 In case Licensor shall at any time, or from time to time, require the removal of only a portion of
the Wire Line, this License shall continue in force and be applicable to the portion or portions of the Wire Line
remaining from time to time until the entire Wire Line has been removed and the License Fees or other fees
payable under this License shall be adjusted accordingly.
10. TERMINATION:
If Licensee fails to keep or perform any of Licensee's covenants contained in this License, or in the sole
judgment of Licensor the use of this property or tracks make it impractical to maintain the existence of said Wire
Line as authorized in this License, Licensor has the right to terminate this License upon fifteen (15) days' written
notice to Licensee.
11. RESTORATION:
Upon termination of this License, whether in accordance with the provisions of Section 1, 9 or 10 of this
License, or otherwise, Licensee shall promptly remove the Wire Line from Licensor's property, and restore the
property to its prior condition, or a condition satisfactory to Licensor. If Licensee fails to remove the Wire Line
within thirty (30) days after termination of this License, Licensor may remove same, and charge the expense of
such removal to the Licensee on the basis provided in Section 9.2 of this License.
12. MISCELLANEOUS:
12.1 This License is executed by all Parties under current interpretation of any and all applicable federal,
state, municipal, or other local statute, ordinance, or law. Further, each and every separate division (paragraph,
clause, item, term, condition, covenant or agreement) contained in this License shall have independent and
severable status from each other separate division, or combination of them, for the determination of legality, so
that if any separate division is determined to be unconstitutional, illegal, violative of trade or commerce, in
contravention of public policy, void, voidable, invalid or unenforceable for any reason, that separate division shall
be treated as a nullity, but such holding or determination shall have no effect upon the validity or enforceability of
each and every other separate division or any other combination of them.
12.2 In the event this License is part of a package of agreements for Licensee, this License and all other
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such documents shall be read as compatible parts of the package and not in contradiction to each other, such that
in the event of apparent conflict in any duties under this License or the package of agreements, Licensor shall
designate which clause(s) shall survive or control any others.
12.3 Except as otherwise specified in this License, any notice or other communication required or
permitted by this License shall be in writing and (i) delivered by first class mail, postage prepaid, or (ii) deposited
into the custody of a nationally recognized overnight delivery service, as follows:
Licensor: Great Western Railway of Colorado, LLC
ATTN: Director, Real Estate
252 Clayton Street, 4th Floor
Denver, Colorado80206
WITH A COPY TO:
ATTN: General Counsel
Great Western Railway of Colorado, LLC
252 Clayton Street, 4th Floor
Denver, Colorado 80206
Licensee: Weld County Government
ATTN: Contract Administration
1401 North 17th Avenue
Greeley, CO 80631
12.4 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, unless same be supplemented, altered, changed or amended by an instrument in writing, signed by
Licensor and Licensee.
12.5 This License is made subject to the rights previously or simultaneously granted by or through
Licensor for any surface, sub -surface or aerial uses antedating this License, including but not limited to, the
construction, maintenance, operation, renewal and/or relocation offences, pipelines, communication lines, power
lines, railroad tracks and signals, and any and all appurtenances applicable to them. Licensor excepts and reserves
the right to grant additional uses of the same or similar nature subsequent to the execution of this License, without
payment of any sum for damages, so long as such use does not unreasonably interfere with the use of Wire Line
by Licensee.
12.6 This License and all of the provisions contained in it shall be binding upon the Parties, their heirs,
executors, administrators, successors and assigns, and Licensee agrees to supply notice in writing to Licensor of
any name changes. Notwithstanding the forgoing, Licensee agrees not to assign this License or any rights or
privileges granted under it, without the prior written consent of Licensor, which it may give at its sole discretion,
and any and every attempted assignment without prior written consent shall be void and of no effect. This
covenant shall also apply whether any of the foregoing is made voluntarily by Licensee or involuntarily in any
proceeding at law or in equity to which Licensee may be a party, whereby any of the rights, duties and obligations
of License may be sold, transferred, conveyed, encumbered, abrogated or in any manner altered without the prior
notice to and consent of Licensor. Notwithstanding the foregoing, Licensee shall remain liable to Licensor as a
guarantor of Licensee's successor in interest to this License.
12.7 Nothing in this License shall be construed to place any responsibility on Licensor for the quality of
the construction, maintenance or other work performed on behalf of Licensee hereunder or for the condition of
any Licensee's facilities.
12.8 Any approval given or supervision exercised by Licensor under this License, or failure of Licensor
to object to any work done, material used or method of construction, reconstruction or maintenance, shall not be
construed to relieve Licensee of its obligations under this License.
Page 8 of 14 RE_Crossing -Wire Line_US
V1R11, Nov 2019
DocuSign Envelope ID: 6DBA808E-6178-43A0-845C-5336B830EB69
Agreement No. 409365
12.9 The failure of the Licensor to seek redress for any violation of or to insist upon the strict
performance of any of the terms, covenants or conditions of this License or any of the rules and regulations from
time to time issued by the Licensor, shall not prevent a subsequent act, which would have originally constituted
a violation, from having all of the force and effect of an original violation.
12.10 To the extent permitted by law, Licensee further indemnifies Licensor against
any and all liens that may be placed against Licensor's property in the course of constructing and
maintaining this Wire, and agrees to immediately satisfy any liens so placed.
12.11 In the event that Licensor shall incur any costs or expenses, including attorneys' fees and
costs, in enforcing Licensee's covenants and agreements under this License, Licensee shall reimburse Licensor
for all such costs, expenses and legal fees as an additional fee under this License.
12.12 This License shall be governed under the laws of the State of Colorado without giving rise to its
conflict or choice of law principals. Venue for conflicts arising out of or related to this Agreement shall be proper
in the federal or state courts of the State of Colorado for any action arising under the terms of this License or
performance of it.
12.13 The section headings of this License have been inserted for convenience of reference only and
they shall not be referred to in the interpretation of this License.
12.14 This License shall be read with all changes of gender and number required by the context.
12.15 Time shall be of the essence in this License and each of the provisions of it.
12.16 Licensor's remedies under this License shall be cumulative, and the exercise of any remedy shall
not preclude the exercise of any other remedy.
12.17 All of the obligations, representations and warranties of the Licensee accruing under this License
during the existence of this License or any renewal or extension of it shall survive the termination or expiration
of the Term.
12.18 Licensor shall not be responsible for any loss, damage, delay or non-performance caused by
accidents, labor difficulties, acts of God, governmental action or by any other cause which is unavoidable or
beyond its reasonable control.
12.19 Licensee agrees that it shall not register this License or any notice or reference in respect of this
License against title.
12.20 All exhibits attached to this License are incorporated by reference as if fully set forth in this
License.
Page 9 of 14 RE_Crossing -Wire Line_US
V1R11, Nov 2019
DocuSign Envelope ID: 6DBA808E-6178-43A0-845C-5336B830EB69
Agreement No. 409365
IN WITNESS WHEREOF, the Parties have executed this License as of the last date of execution set forth below:
Licensor: Great Western Railway of Colorado, LLC
Licensee: Weld County Government
By:
/—DocuSigned by:
5 -4,4"- -
\---OBBFB52DE58A470...
Name: John spi egl eman
BY: See Signature Below
Name: Steve Moreno
Title:
CLo and GC
Title: Chair, Board of County Commissioners
Date: 11 March 2021
WELD COUNTY:
ATTEST: d'iritilt) Gs• 'IA
Cle tothe Board
BY:
Deputy Cler
Date: APR 0 5 2021
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
Moreno, Chair
APR 0 5 2021
Page 10 of 14 RE_Crossing -Wire Line_US
V1R11, Nov 2019
000D - 09 Coc1
DocuSign Envelope ID: 6DBA808E-6178-43A0-845C-53368830EB69
Agreement No. 409365
Exhibit A
Agreement 409365
APPUCATION PROCESS & INSTRUCTIONS
Telephone (303) 398.0400, Fax (866) 351.9503
nCheck the box if this is a � application. Add 51,500 USD ($1,948 CAD) in addition to the application fee listed beto n.
UNDERGROUND WIRE OR CABLE LINE
CROSSING OR PARALLEL ENCROACHMENT OF
PROPERTIES AND TRACK.
proposed titans must be approved by the maned and a crossing agreement must be fully executed between the railroad and the appeant
before aonatxuaion can begin. Material and installation are to be in strict accordance With spreCficabas of the American Railway Engineering
Association and requirements of the railroad_ One original of this form shalt be submitted, accompanied by letter -sited Engineer Stamped Plans,
elevation section of cussing from field storey, location m respect to Me post, width of roasted right of way, location of adjacent structures that
may impede tree ao;ssing, and all information required in Figures 1 and 3 0/ AREMA Specifiteliores, Part S. If open cutting or tunneling is
necessary, details of sheeting and method of wpporting tracks or drivwg tunnel shall be shown.
Provide location (i.e. city, street, railroad arlepost) and engineer stamped plans of the proposed leased premises with dimensions,
coordinates and directions. Also depict any planned improvements on the leased premises with dimensions form nearest track ( may Jesus
additional costs or agreements for above ground occupancy). to addition, annual trees win be assessed pursuant to a wntten tease agreement
Please retam the completed application, proposed plans indicahng the location of the wire line, and a check for $4,500 USD ($3,990 CAD).
Make check(s) payable tu:
OrnniTRAX Inc.
C/O AR Real Estate Department
252 Clayton Street
Denver. CO 80206
!A; aorrldtrc,•. 'stir p.syr+crtc WI! :C the acdrC; IGivC .i 9uv[•.,
If the application is approved, the applicant agrees to reimburse property owner for any oast incurred by property owner incident to installation,
maintenance, and/or sut etvmon necessitated by this inual a inn and further agrees to assume all habdity for accidents or injures which arise as a
result of this installation as provided in the agreement to be executed.
Incomplete applications may result in processing delays. Applications submitted wkyhout the required fret will not be processed.
vfrasr nom If the submitted apphc000n arta prints requite meow by arty Independent emrfrwerment of (N14174 40 ar other pumice tontweumts,
this review will be at app ricoires sole out acid in addition to the aforementioned fees.
•••Canadian residents,/businesses, this fee is a taxable suPPW. Please include applicable Ge "'
REQUESTS FOR RUSH SERvtcE: Once a COMPLETE application and required fees are renewed, including the rush fee of $1,900
LSO ($1,998 CAD), a draft agreement ttdN be made available for review within thirty (30) business days. Please be sure to mark
the box above.
Once an executable agreement is submitted to you, the license must be fully negotiated and eeceeuted within one hundred tweedy (120) days.
Thereafter, the appacation and materials wilt be archived and resubmission (inclueng fees) wil be required �
PLEASE INITIAL HERE INDKATING YOUR UNDERSTANDING OF THIS POLKY: /11/2 CNECIE NUMBER Soy Ap/
Page 11 of 14 RE_Crossing -Wire Line_US
V1R11, Nov 2019
DocuSign Envelope ID: 6DBA808E-6178-43A0-845C-5336B830E669
Agreement No. 409365
OmniTieCt
Exhibit A
Agreement 409365
APPUCAT(ON FOR UNDERGROUND WIRE OR CABLE UNE
CROSSING OR PARALLEL ENCROACHMENT OF PROPERTIES AND TRACK
Telephone (303) 348-0403, Fax (866) 351.9503
tf you have not reviewed Rairoad's Malty Accommodation Policy, please *enact our Real Coate office at
orrniTait.re±al.estrteeaomnitrawcom or 303398.0400 to receive a copy prior to submittal of this application
SECTION 1:
L
2. Agreement to be to the mane of (if different from above):
3. Type of Entity (please maLk one): Corporation _ LLC _ tndmduai_ eM,niopaiity .dew,.
Partnership _ General � Limited _ Other On .• r) i` -7r CSC- ,1r rat t.A
a. If applicable.state/province ofincorporation ororganization: CO104 6 i vAt ici A -y
5. Federal Taos Identification number (U.S. Leases): — (r-i0C7r) g I a
6. MafngAddress- 1401 (� 1 tr PAC', rvr...1C-*u rt.." C"-)ce3.
7. Overnight Delivery Service Address (if different): 8. Contact Person: RO1rskracnet JMali Cjccz C
9. Phone No.: j T N^ 1 ' H - Lame 7r-, Fax WE: ( TT fA) eZ -7 2_
1O. Final: RO.C3S%- k.s.)`1tiCsf`J coo"
11. (mail Address Where Notices Can be Sent to- j3 1T (4 r- Yp
Carmel Norm, 818ing Carmorm, Phone Number, and Address Required?
ACV\ rt B r e nk.rn2%r1
Complete Legal Name of Applicant: Vs.le. a co.et1�1 CtiC?vPrP�t*i�
q`To - 14'r> 5 t-► 9
1
lt) rp N.* rc0
13. Railroad Name:
Nearest Mdcpost: DOT No.:
Track Station (from): Track Station (to):
NOTE: If firtgestor Tradc Stations are not known. please ind.rate the nearest road intersection here,
Section- Towntihip• Range
Oty: -15./ County: O C,� state: t?O
Geographical Coordinates Required 01 dreireal eeareml
Latitude: Longitude:
Located on the (N/S/t/IN) 4.1__ side of (landmark, intersection)
seconON 2:
All specifications meet or exceed Railroad's Utility Accommodation Polity INMAl.HERE /lit__
OR Vanance requested — PLEASE DESCRIBE IN DETAIL (attach separate sheet if necessary).
• Angie between centerlaie of right-of-way and wirel ne will be
9fa defaces.
Number of RR Co.'s tracks to be crossed A/1 eL Number of pole lutes crossed
• Crossing well be: Transmasion Distribution Service [MA('
• Aitenng current voltage No. of Phases Hertz
• Jarrett Current voltage amperes
• Conductors: (a) Number (b) AWG gauge (c) material
4rplievIVu WnfAbM wden4'eams:Iraw fuse + curvj r por••eksin 3/144027
Page 12 of 14 RE_Crossing -Wire Line_US
V1R11, Nov 2019
DocuSign Envelope ID: 6DBA808E-6178-43A0-845C-5336B830EB69
Agreement No. 409365
Omni77Z50{
Exhibit A
Agreement 409365
APPUCATION FOR UNDERGROUND WIRE OR CABLE UNE
CROSSING OR PARALLEL ENCROACHMENT OF PROPERTIES AND TRACK
Telephone (303) 398-0400, Fax (866) 351-4503
• Maximum voltage Maximum current
• Max. fault to ground current HL of wire supports above ground level
• Material (encasement) µ0 7d Outside diameter ..-‘' IMasi thidmess g k EO -
• Total length within Raarvad right-of-way sleight of wires above top of rail at 607
• Sag In spans at 601 freight of wines above Railroad communication & signal wires at GO1 Fret
• Bury: Base of rail to top of lasing / Not Wreath tracks
D Roadway tithes
• Type of wire supports Site f alse dead ends
• Number of poles to be located on Railroad Company's rgMof-way
• Distant* from butt of pole tta nearest rad of man track
• Distance from butt of pole to nearest rad of sidetrack
• If adchtional wire Fore attachments or revisions are to be made to existing massing, please advise number and/or
dated agreement:
• Wilkie exclusively serve Lessee of Railroad? Name
• WO line rum parallel or approx. parallel to Railroad Co.'s tracks' Distance of Da►aaelem:
Please give approximate horizontal separation from our signal and telephone wires
• Will line be looted in public road nen-of-way? ieS DOT/AAR Crossing No
(lt'yee. stuow name, road number and deht.nf-way on print)_ Name of Public Road ! *iy} a(,
fly sdxmitnrg this appbeatinn for croht. you maltoriae UnmiTRAX or affiliate, w make any inquiries necessary to determine credit aurthu tcm.
You Moue your baekmg intimation release details that would assist to determine credit mode ess.
t hereby certify that the infarmadoo conta:nod herein is complete and aearatc lltis mtclna Lion tins boss furnished vatb the uode wading Mato is
to be used to detain= Ike amount and combines nrs afthe credit to be emends t. Furthermore, l hereby aunherae the financial tmwwuons listed io ids
=di* application to Mo se necessary adorn:neon to the am icaoy for what credit is being appliod far in order co verify ibe information caaotined
basin. Our terms of sale and service ate rat f 30 DAYS from the date tested on the invoice. lnsoiaa tam are beyond grunted tanks will be
assessed a late fee of tit% Atilt (1.5% moadsty) additional Tains and Conditions apply. A 52O.1X1 charge will apply far any NSF1Non-SuMermt
Checks n sot p�
Dote: _ /O�1t /i�/ r:G UST CHECK NUMBEtt(sl: sot 8-7
Name Printed: _ jnit ` [os514?Sit^ _
Phone No.: Vqi
Fax No:
BE SURE TO RFTURN THE COVER SHUT WITH YOUR a?PiICADO1
•cwreeno a-onmmma LIndfe xwed.drc fine erassr+7 ee wreamFn. 3/34/2017
Page 13 of 14
RE_Crossing -Wire Une_US
V1R11, Nov 2019
DocuSign Envelope ID : 6DBA808E-6178-43A0-845C-5336B830EB69
Agreement No . 409365
Exhibit B
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Page 14 of 14 RE Crossing -Wire Line US
V1R11, Nov 2019
Contract Form
Entity Information
New Contract Request
Entity Name*
GREAT WESTERN RAILWAY OF
COLORADO
Entity ID*
1.00013433
New Entity?
Contract Name* Contract ID
GWR REAL ESTATE WIRE CROSSING LICENSE AGREEMENT 4600
9TH AND 3RD
Contract Status
CTB REVIEW
Contract Lead*
SWHITMORE
Contract Lead Email
swhitmoregco.weld.co.us
Parent Contract ID
Requires Board Approval
YES
Department Project #
IT -1090
Contract Description*
AS PART OF PROJECT IT -1090 2020 FIBER REDUNDANCY, THE ATTACHED AGREEMENT PROVIDES WELD COUNTY AN
UNDERGROUND FIBER OPTIC WIRE LINE CROSSING AT 9TH AVE AND 3RD ST IN GREELEY.
Contract Description 2
THIS IS AN ANNUAL COST OF $5,000.00 WITH THE TERM STARTING FROM DATE OF SIGNATURE.
Contract Type*
AGREEMENT
Amount*
55,000.00
Renewable*
YES
Automatic Renewal
NO
Grant
Department
INFORMATION
TECHNOLOGY-GIS
Department Email
CM-
InformationTechnologyGlS
weldgov.com
Department Head Email
CM-
informationTechnologyGlS-
DeptHeadiveldgov.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COU NTYATTO RN EYg WELDG
OV.COM
Requested BOCC Agenda
Date*
04;'05 2021
2021-2022.
Due Date
04;01:2021
Will a work session with BOCC be required?*
NO
Does Contract require Purchasing Dept. to be included?
NO
If this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
OnBase
Contract Dates
Effective Date
04x'05/2021
Review Date*
01/03;2022
Termination Notice Period Committed Delivery Date
Contact Information
Contact Info
Contact Name Contact Type Contact Email
JESSICA WEARP PRIMARY JWEARPPOMNITRAX.COM
Purchasing
Renewal Date*
04;04:2022
Expiration Date
Contact Phone 1 Contact Phone 2
Purchasing Approver Purchasing Approved Date
Approval Process
Department Head
RYAN ROSE
DH Approved Date
03;`31 12021
Final Approval
BOCC Approved
BOCC Signed Date
BOCC Agenda Date
04;`05 2021
Originator
SWHITMORE
Finance Approver
CHRIS D'OVIDIO
Legal Counsel
KARIN MCDOUGAL
Finance Approved Date Legal Counsel Approved Date
04 01 2021 04,'01 ;`2021
Tyler Ref #
AG 040521
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