Item #02 Approval of License Agreement Between Florida Central Railroad Company, Inc. (FCEN), and the City of Ocoee for the City to Construct a 12” Sanitary Sewer Forcemain Under FCEN’s Railroad Tracks ocoee
florida
AGENDA ITEM COVER SHEET
Meeting Date: September 6, 2017
Item # 2.
Reviewed By:
Contact Name: Charles K. Smith, P.E. Department Director: Charl K �' .E.
Contact Number: 407-905-3159 City Manager: Robert Fra
Subject: License Agreement Between Florida Central Railroad Company, Inc. (FCEN), and the
City of Ocoee for the City to Construct a 12" Sanitary Sewer Forcemain Under FCEN's Railroad
Tracks
Background Summary:
The "City of Ocoee — Bluford Avenue Phase 2 Project; Sub Phase A Utilities" calls for a new sanitary
sewer extension. The extension is to run west on Franklin Street from Bluford Avenue, crossing under
FCEN's railroad track, then turn north on the Kissimmee Avenue right-of-way and finally, turn west on
Lee Street to eventually tie on to the existing forcemain within the Ocoee-Apopka Road right-of-way.
This extension is a continuation of a new 20" forcemain conveying flow up Bluford Avenue, Lakewood
Avenue, and Wurst Road to the Ocoee Reclamation Facility.
To obtain permission from FCEN to construct any utilities under their tracks, including a forcemain, the
City must enter into a licensing agreement for each application (type and location). The last utility
application was the 20" forcemain at the Bluford Avenue railroad tracks, and a similar agreement was
approved by City Commission on February 7, 2017 (executed February 14). In favor of FCEN
executing the agreement, the City shall be required to pay a one-time application fee of $720.00 and
an annual licensing agreement of $852.92, subject to annual increases based on CPI (Consumer
Price Index).
The License Agreement, which is subject to a master lease agreement between the City and CSX
Railroad, is similar to past agreements and has been reviewed and approved by the Assistant City
Attorney, Dana Crosby-Collier, and by the City's Risk Manager.
As the contractor is onsite at present time, Staff is requesting consideration for the License Agreement
at the September 6, 2017 special meeting; so as not to interrupt the contractor's workflow, and to
mitigate the accrual of remobilization charges.
Issue:
Should the Mayor and City Commission approve the License Agreement between Florida Central
Railroad Company, Inc. and the City of Ocoee for access to FCEN's right-of-way for the installation of
additional forcemain?
Recommendations:
Motion for Mayor and City Commission to approve the License Agreement with an application fee of
$720.00, and an annual licensing agreement of$852.92 increasing annually with the CPI.
Attachments:
1) License Agreement between Florida Central Railroad Company, Inc. (FCEN) and the City of
Ocoee with Exhibit "A" Application for Facility Installation.
Financial Impact:
The Utilities Department has sufficient funding in the Wastewater Field Operations division's
Contractual Services line item (401-535-10-3400) to cover the initial $720.00 application fee, as well
as the annual $852.92, plus increase for CPI. Consideration for the additional license will be included
in all future budgets.
Type of Item: (please mark with an "x)
Public Hearing For Clerk's Dept Use:
Ordinance First Reading Consent Agenda
Ordinance Second Reading Public Hearing
Resolution >( Regular Agenda
Commission Approval
Discussion& Direction
X Original Document/Contract Attached for Execution by City Clerk
Original Document/Contract Held by Department for Execution
Reviewed by City Attorney N/A
Reviewed by Finance Dept. N/A
Reviewed by () N/A
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OCOE-61-189
LICENSE AGREEMENT
THIS LICENSE AGREEMENT is made and entered into as of this day of
2017 (the "Effective Date") by and between FLORIDA CENTRAL RAILROAD
COMPANY,INC., a Florida corporation with an address of 3001 W. Orange Avenue, Apopka,
FL 32703 ("FCEN") and THE CITY OF OCOEE, a municipality of the State of Florida with
an address of 1800 A.D. Mims Road, Ocoee, Florida 34761 (the "Licensee").
Preliminary Statement
A. Licensee, for the economical and convenient conduct of Licensee's business, desires to
obtain from FCEN a license to use a portion of FCEN's right of way leased to FCEN
pursuant to a lease agreement between FCEN and CSX Transportation, Inc. (the "CSX
Lease"), without establishing, claiming, or possessing any estate or interest therein (the
"License"), for the benefit of Licensee.
B. FCEN has the right, power and authority to enter into this License Agreement,
pursuant to the CSX Lease.
C. Licensee desires to construct and maintain an underground force main (the "Pipe") within
the License Area, defined below.
NOW THEREFORE, in consideration of the mutual promises contained herein the parties
agree as follows:
1. GRANT OF LICENSE
FCEN hereby grants unto Licensee, its successors and assigns a License, with authority
to enter upon, construct and maintain,pursuant to this License, the Pipe under FCEN's
right of way near the intersection of North Kissimmee Avenue and Franklin Street,
Ocoee, Orange County, Florida, sixty-six (66) feet north of Milepost AVB 0832.60,
described on Exhibit A, which is attached hereto and incorporated herein (the "License
Area").
2. SUBJECT TO MASTER LEASE AGREEMENT
This License shall be subject to the terms and conditions of the CSX Lease, a
memorandum of which is recorded at Official Records Book 5098, Page 4983,
Public Records of Orange County, Florida.
3. STATUS OF SUBCONTRACTORS
For purposes of this Agreement, all references to Licensee shall include Licensee, its
contractors, subcontractors, agents, officers, employees and others acting under its or their
authority.
4. USE
Licensee shall use the License Area for the construction, maintenance and operation of the
Pipe that is the subject of this Agreement only for the transmission of water, and any other
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purpose or use is prohibited. Notwithstanding any contrary provisions herein, Licensee
agrees that this License shall not be used in any way that will inhibit the use of the License
Area by FCEN, its successors or assigns. The Pipe shall be constructed, maintained and
operated by Licensee in accordance with Exhibit A.
5. CONDUCT OF WORK
All work connected with the construction, maintenance, repair, renewal, modification,
relocation, reconstruction or removal of the said Pipe shall be undertaken within the License
Area. However, no such work shall be performed without prior written notice to, and
approval of, FCEN's General Manager. Any and all work shall be performed in a manner
satisfactory to the FCEN. All work shall be performed at times and in a manner which shall
not disturb the reasonable operation of the business of FCEN. At the sole discretion of
FCEN's General Manager a flagman may be required during construction and periods of
maintenance. Licensee, in accordance with Paragraph 14 below, shall be responsible for
all costs and expenses of any flagging service.
6. FEES
Licensee shall pay to FCEN for this License, an annual license fee of Eight Hundred Fifty-
Two Dollars and 92/100 ($852.92), plus sales tax if applicable. The license fee shall be
payable in advance in annual payments on the anniversary date of this License for as long
as this License remains in force and effect. Such annual license fee shall increase
annually on each anniversary date of this License Agreement in proportion to the increase
in the Consumer Price Index, series CWUR0000AA0 annual data, as published by the
United States Department of Labor, Bureau of Labor Statistics, over such index from the
prior year; provided, however, that in no event shall the annual fee be less than Eight
Hundred Fifty-Two and 92/100 ($852.92) Dollars. In the event Licensee fails to make the
aforesaid annual payment, Licensee shall be considered to be in default, and this License
shall cease, be null and void and of no further force or effect, and the Pipe and facilities
installed shall become the property of FCEN but only after written notice from FCEN of
Licensee's default and the passage of a thirty (30) day opportunity to cure such default. In
the event that FCEN has failed to invoice its pricing correctly for any year, FCEN shall have
the power to retroactively adjust its price for any past year to conform to that past year's
proper pricing schedule. Any retroactive price increase shall be paid for by Licensee
together with the annual license fee.
7. TERM
The term of the License and of this Agreement shall run for a period of one (1) year from
the above date. Thereafter, this Agreement shall automatically renew for successive one-
year periods unless or until it is terminated as provided below. In no event shall the Term
of the License or this Agreement extend beyond the term of the CSX Lease.
8. TERMINATION
Notwithstanding any contrary provisions contained herein, this Agreement may be
terminated at any time by either FCEN or Licensee by giving to the other party thirty (30)
days advance written notice of its intention to so terminate. In the event of termination,
Licensee shall remove the Pipe and restore the License Area as nearly as possible to as good
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order and condition as when original entry was made thereon by said Licensee, at its sole
expense, cost and liability.
9. GOVERNMENT REQUIREMENTS
Installation of the Pipe pursuant to this License Agreement shall be performed in accordance
with all appropriate governmental and administrative requirements for the use(s) for which
such Pipe is to be maintained.
10. FCEN REGULATIONS
Licensee agrees that it shall observe and obey all regulations of FCEN respecting the use of
the License and the License Area.
11. NON-PERMANENT LOCATION
Licensee recognizes that it may be in the best interest of FCEN to move the Pipe to other
Area within FCEN's property, and therefore, Licensee agrees, at Licensee's cost and
expense, to move or relocate the said Pipe at the reasonable request of FCEN. Licensee
hereby agrees to effectuate and perform such move expeditiously and within reasonable
constraints of time.
12. RISK,LIABILITY, INDEMNITY
12.1 To the extent permitted by law, Licensee shall defend, indemnify and save FCEN
and its officers, shareholders, directors, affiliates, employees and agents harmless, from and
against, any and all liability, loss, claim, suit, damage, charge, or expense (including
reasonable attorney's fees and experts)which any such party may suffer, sustain, incur or in
any way be subjected to, on account of death of, or injury to, any person and damage to or
loss of or destruction of any property, arising out of, or resulting from, or in any way
connected with, the construction, presence, existence, repair, maintenance, replacement,
operation, use, or removal of Licensee's Pipe,the use of the License Area pursuant hereto or
any structure in connection therewith, or restoration of the License Area to good order or
condition.
12.2. Use of FCEN's right of way involves certain risks of loss or damage as a result of
FCEN's operations. To the extent permitted by law, Licensee expressly assumes all risk
of loss and damage to persons or Licensee's property or Pipe, in, on, over or under the
License Area, including loss of or any interference with use thereof, regardless of cause,
including derailment, arising out of FCEN's operations. For purposes of this section,
Licensee's property shall include the contents of the Pipe as well as property of third
parties situated or placed upon FCEN's right of way by Licensee or by such third parties
at the request of or for the benefit of Licensee.
12.3 Without limiting the generality of other provisions herein, to the extent permitted
by law, Licensee also expressly assumes all risk of loss which may result from Licensee's
failure to maintain either the Pipe or the required depth and support for the Pipe.
12.4 Without limiting the generality of other provisions contained herein, to the extent
permitted by law, Licensee assumes all responsibility for, and agrees to defend,
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indemnify and hold FCEN and its officers, shareholders, directors, affiliates, and agents
harmless from (a) all claims, costs and expenses, including reasonable attorneys' fees as a
consequence of any pollution of air, water, land and/or ground water on or off the
License Area, arising from, or in connection with, the use of this License Area or
resulting from the leaking, bursting, spilling, or escape of the material transmitted in or
through Licensee's Pipe; (b) any claim or liability arising under federal or state law
dealing with pollution of air, water, land, and/or ground water arising therefrom or the
remedy thereof; and (c) any subsidence or failure of lateral or subjacent support of
FCEN's tracks.
12.5 Obligations of Licensee hereunder to defend, indemnify and hold FCEN harmless
shall also extend to companies or other legal entities that control or are under common
control with FCEN and its/their respective officers, agents and employees.
12.6 Licensee's duty to indemnify shall survive the expiration and/or termination of
this License Agreement.
12.7 Nothing herein shall be construed as a waiver of Licensee's sovereign immunity.
13. NOTICES
All notices on the part of Licensee to FCEN shall be given in writing to the General
Manager, FLORIDA CENTRAL RAILROAD COMPANY, INC., of 3001 W. Orange
Avenue, Apopka, FL 32703.
All notices on the part of FCEN to Licensee shall be given in writing to the Attn: Charles K.
Smith, Utilities Director, THE CITY OF OCOEE, 1800 A.D. Mims Road, Ocoee, FL
34761.
All notices shall be sent in person, or via overnight courier, or email.
14. FCEN COSTS AND EXPENSES
Licensee agrees to pay to FCEN all costs and expenses incurred by FCEN due to FCEN's
granting of this License or due to the use, maintenance or existence of said License by
Licensee. Such costs and expenses shall include, but are not limited to, FCEN's cost of
providing flag protection services pursuant to Paragraph 5 above. Licensee's cost for
such flag protection services shall be the then-current rate per day for the particular flag
protection services that FCEN determines, in its sole discretion, are required after
reviewing the needs of the work site.
15. COSTS AND ATTORNEYS FEES
In the event FCEN retains the services of attorneys, other professionals or persons in order
to collect fees or other obligations from Licensee hereunder, FCEN shall be entitled to
collect from Licensee all such attorney's fees, professional fees and costs so incurred,
including but not limited to, said attorney's fees and costs for litigation and appeals thereof.
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16. NO WARRANTIES
This License is herein granted without any warranty, express or implied, and Licensee
hereby agrees that no damages shall be recoverable from FCEN because of any
dispossession of Licensee or because of any failure of, defect in, cancellation of, or
termination of,FCEN's property interest in the License Area.
17. ASSIGNMENT
No assignment of rights or privileges hereunder by Licensee shall be valid unless the written
consent of FCEN is first obtained.
18. FUTURE PARTIES
This License shall inure to the benefit of, and be binding upon, the Parties hereto and their
respective, heirs, legal representatives, successors and assigns.
19. REMEDIES
The remedies under this Agreement are cumulative and shall not exclude any other remedies
to which any party may be lawfully entitled. The failure or delay of any party to insist upon
the strict or timely performance of a covenant hereunder or any obligation hereunder, shall
not be a waiver of such party's right to demand strict compliance therewith in the future.
20. CAPTIONS
All titles or captions are inserted for convenience only and they in no way shall be construed
to define, limit or describe the scope of this Agreement or any provision thereof.
21. SEVERABILITY
If any clause or provision of this Agreement shall be deemed to be invalid or unenforceable
under present or future laws, then, in that event it is the intention of the Parties that the
remainder of this Agreement shall not be affected thereby.
22. CHOICE OF LAW
This instrument is being delivered and is intended to be performed in the state of Florida and
shall be construed and enforced in accordance with the laws of that state. Any aggrieved
party may proceed to enforce its rights in the appropriate action at law or in equity. Venue
for all suits arising out of this instrument shall lie exclusively in the Courts of Orange
County, Florida. By execution or adoption of this agreement, each party hereby submits
itself to the in personam jurisdiction of the Courts of Orange County, Florida.
23. INSURANCE
23.1 Licensee shall maintain insurance in the following amounts:
(a) General liability insurance in the amount of Two Million dollars($2,000,000);
(b) Contractual liability in the amount of Two Million dollars($2,000,000);
(c) Worker's compensation, statutory limits or greater;
(d) Automobile liability, One Million dollars($1,000,000); and
(e) Railroad Protective Liability with bodily injury protection of Two Million
dollars ($2,000,000) and property damage of Two Million dollars($2,000,000).
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All such insurance shall name FCEN as an additional insured. The original of the
railroad protective liability policy shall be provided to FCEN and certificates of insurance
evidencing Licensee's compliance with subparagraphs (a), (b), (c), (d) and (e) above shall
be forwarded to FCEN prior to any work commencing on or within the License Area.
Notwithstanding anything to the contrary, the insurance required under subparagraph (e)
shall only be required during installation of the Pipe and whenever the Pipe will be
reconstructed, updated, maintained or otherwise improved.
23.2 Licensee shall cause each of its subcontractors to maintain the insurance as set
forth in Paragraph 23.1, above.
24. MODIFICATION
All modifications or waivers to this License Agreement must be in writing and executed
by both parties.
25. MERGER
This Agreement represents the final, complete and exclusive understanding of the Parties
of the subject matter hereto.
26. LICENSEE'S AUTHORITY TO EXECUTE THIS AGREEMENT
Licensee represents and warrants that it has taken all necessary actions required in
order to enter into this License Agreement and cause it to be fully enforceable against
Licensee, and that its agent below is authorized to execute this License Agreement.
[END OF DOCUMENT EXCEPT FOR SIGNATURE PAGE AND EXHIBIT]
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IN WITNESS WHEREOF, the parties have executed this Agreement as a sealed instrument on
the day, month and year first written above.
Signed and delivered in the presence of: FLORIDA CENTRAL RAILROAD COMPANY,
INC.
By:
Witness Thomas C. Owen,Jr.
Print Name: President
CITY OF OCOEE, a Florida municipal corporation
By:
Print Name:
Witness Mayor
Print Name: Attest:
Witness
City Clerk
FOR USE AND RELIANCE ONLY BY
THE CITY OF OCOEE, FLORIDA;
APPROVED AS TO FORM AND
LEGALITY this day of ,
2017.
By:
City Attorney
APPROVED BY THE OCOEE CITY
COMMISSION AT A MEETING HELD
ON , 2017 UNDER
AGENDA ITEM NO. .
7
647122.1
OCOE-61-189
EXHIBIT A
LICENSEE'S JULY 12, 2017 APPLICATION FOR PIPE CROSSING
(8 pages below)
647122.1
Application for Facility Installation
Plans for proposed installation shall be submitted to and meet the approval and requirements of the Railroad Company before
construction is begun.Material and installation are to be in strict accordance with specifications of the National Electrical Safety Code
(NESC)or the American Railway Engineering Association(AREMA)which ever applies.An original Plan,Section and Elevation views
from field survey showing location in respect to Mile Post,width of Railroad Right of Way,location of adjacent structures affecting
crossing must accompany application.If open cutting or tunneling is necessary,details of sheeting and method of supporting tracks or
driving tunnel shall also be shown.Flagging as defined by Railroad is required during installation and costs are responsibility of
Agreement Holder.
THIS SECTION RAILROAD USE ONLY
Date Application RR Agreement OCOE-61-189
Received by Road: 7/14/17 Application Fee: $720 No:
Annual Licensing
Railroad Approval: Licensing Type: Amount: $852.92
FIELDS BELOW TO BE FILLED IN BY APPLICANT
� Narrative 4' s s to a.`
Please pri vide Description /Scoj a df work to be performed (include purpose,scOpekof work,special conditions),
New utility jack&bore crossing near the intersection of Franklin St.and NorthKissimmeeAve. Installation includes
66 LF of 24"steel casing pipe with12" PVC restrained joint force main. The existing R/W is approximately 33'in
width at this location. Therefore,both the jacking and receiving pits will be situated outside the Florida Central
Railroad R/W as indicated in the submitted drawings. gg p
, t x b - :: Installation Location Information
City: Ocoee State: Florida County: Orange
Railroad Florida Central Railroad GPS Latitude 28 57244 N GPS Longitude 81.54652 W
Location: Entering ROW: Entering ROW:
Feet: 66' Select a direction from North Mile Post No: 0832.60
nearest railroad mile post:
Angle between center line of No of RR Tracks Total length within
right of way and occupancy will to be crossed: 1 RR right of way 33' 60'
be(degrees): lb measured in feet:
Will facility be located
within public road rightYes
of way:
Faci•l•ity Owner Inforiiation
��. .�. tau f...r _ ._. _� , a ,
Legal Information
Owner's Complete Legal Company Name: City of Ocoee
Legal Address Line 1: 1800 A.D.Mims Road
Legal Address Line 2:
City: Ocoee State: Florida Zip: 34761
Business Type: Municipality State of Business Registration: Florida
The following must be provided for the Name: Charles K.Smith,P.E. Title: Utilities Director
person who will sign off on agreement:
Page 1 of 4
Billing Information
If same as legal address X
above,check here:
Billing City: Ocoee Billing State: Florida Billing Zip: 34761
Billing Address Line 1: City of Ocoee Billing Address 2:
Owner Contact Information
Contact Name: Charles K.Smith,P.E. Title: Utilities Director E-mail: charlessmith@ocoee.com
Office Phone: 407.9053159 Extension: Mobile Phone:
Emergency
Phone:
Project Engineer/Consultant/Agent information
If same as legal address Engineer/Consultant/
above,check here: Agent Company Name: Barnes,Ferland St Associates,Inc.
Contact Name: Willie E.Thomas,P.E.
Address Line 1: 1230 E.Hillcrest Street,Suite 100
Address Line 2:
City: Orlando State: Florida Zip: 32803
Office Phone: 407.896.8608 Mobile Phone: 407.399.0075 E-mail thomas@bfaenvironmental.com
� 4 w � Project Information) } t
'OT.- n.�.i.� �. .._ _ r-. .... ».,�... .. _. _ -
Is this covered by existing Railroad permit/ No
agreement or master agreement?
Is this project related to another
transaction/project with railroad?
Is this a new New Installation Request
installation?
Will proposed installation connect to an No
existing facility within railroad corridor?
Plans of any sub-grade a30"
diameter are subject to
Type of Installation: Pipe Method: Sub-grade review by Engineers of
Railroad choice at cost&
expense of facility owner.
Will this installation be parallel to railroad company
tracks anywhere in excess of 150 feet? No If yes indicate length in feet.
Page 2 of 4
F� Sub-grade lnstallation'Information
If sub-grade,select the proposed Jack&Bore
method of installation:
Bury:Base of rail to top of 5.5'Min
casing:
Bury:Not beneath tracks: 5.5'Min
Bury:Roadway ditches: N/A
Temporary track support or riprapping required:No
Wires,pole obstructions to be relocated: No
Pipe Installation }
Pipe Type: Water—Force Main Flammable: No
Max working Test Pressure
pressure(PSI): 100 Type: Hydrostatic
Pipe Specifications Carrier Pipe Casing Pipe
Materials Specs&Grade 12"PVC AWWA C900,DR18 24"ASTM A139,Grade B
Minimum Yield Strength of Material PSI 35,000
Mill Test Pressure PSI
Inside Diameter 12" 23.75"
Wall Thickness 0.733" 0.500"
Outside Diameter 12.733" 24"
Type of Seam Welded
Laying Lengths 20' 20'
Kind of Joints Bell and Spigot,Restrained Single bevel groove
Number of Vents: 2 Size of Vents: Height Above Ground: N/A
Seals: Both Ends Cathodic Protection: No Protective Coating:Yes
Type,size and spacing of insulators or supports:Support at 10'max.spacing.
Page 3 of 4
If application is approved,applicant agrees to reimburse the Railroad for any cost incurred by the railroad incident to
installation,maintenance,and/or supervision necessitated by this installation and further agrees to assume all liability for
accidents or Injuries which arise as a result of this installation.
IF THE APPLICATION IS APPROVED,THE APPLICANT SHALL EXECUTE THE RAILROAD'S STANDARD FORM OF LICENSE
AGREEMENT.IN THE EVENT THE RAILROAD INCURS LEGAL FEES IN EXCESS OF$500 IN CONNECTION WITH THE COMPLETION
OF THE LICENSE AGREEMENT THE APPLICANT SHALL PAY FOR ALL SUCH LEGAL FEES OF THE RAILROAD IN EXCESS OF$500.
WHETHER APPROVED OR DENIED,IN THE EVENT LITIGATION ARISES OUT OF OR IN CONNECTION WITH THIS APPLICATION OR
THE UNDERLYING SUBJECT MATTER OF THIS APPLICATION,THE APPLICANT SHALL BE RESPONSIBLE FOR,AND AGREES TO
PAY,ALL ATTORNEYS FEES AND COSTS INCURRED BY THE RAILROAD.THE APPLICANT AGREES THATTHERE IS VALID
CONSIDERATION EXCHANGED BY ALL PARTIES HERETO TO SUPPORT ALL OBLIGATIONS CREATED BY THIS APPLICATION.
Date: / Written
7 G Signature
Title of Officer Printed Name 010 er
Signing Application: j-r1/ �Q )�P. Signing Application: 1 ,,5 5-r►-r
Page 4 of 4
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