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#061 08-04-59 Approve License Minnesota Western Railway CompanyResolution No. 61 August 4, 1959 Member Bies introduced the following resolution and MOVED its adoption: "RESOLUTION" & (License — Minnesota Western Railway Company) A THIS LICENSE, Granted this 4th day of August, 1959, effective as of the 5th day of August, 1959, by MINNESOTA WESTERN RAILWAY COMPANY, A Delaware corporation, hereinafter called the "RAIUVAY", to Village of Golden Valley of _ Hennepin County, Minnesota., hereinfafter called the "Licensee"; WITNESSETH: First: The Railway hereby grants unto the Licensee, so far as it can legally grant such right, the right to, at the Licensee's own sole cost, expense and risk, construct, reconstruct, maintain, repair, and use a 12—inch sanitary sewer line, commencing at a point in the northerly right of way line, opposite station 101 plus 00; running thence southwardly across the Railway's northerly right of way and under the tracks of the Railway to a point in the southerly right of way line; thence westwardly in said southerly right of way to the east line of Douglas Drive North, Village of Golden Valley, Hennepin County, Minnesota, substantially as indicated by broken red lines on the print hereto attached, dated April 16, 1959 and hereby made a part of this License. f Second: The Licensee recognizes that the Railway reserves all rights and privileges to make any and all changes of whatsoever kind or nature in or to the present railroad tracks, property, and facilities of the Railway, or to construct additional tracks or facilities at or near the location of the sewer without reference to the rights herein granted. The Licensee agrees that it will, at its own sole cost, expense and risk, make any structural changes in said sewer, which may, in the opinion of the Railway, be necessary or advisable. Third: It is understood that the size and specifications of any material to be placed upon or through the Railway's right of way and property, and the manner or method of construction thereon, shall be subject to the approval of the Chief Engineer of the Railway. Fourth: The Licensee hereby agrees: (a) To oonstruct, reconstruct, maintain, repair, occupy and use said sewer at its own sole cost, expense and risl, and in a good, safe, and sufficient manner; and not to at any time interfere with the prompt and safe movement of engines and cars over the tracks of the Railway or to inter' fere with the maintenance or betterment of, or changes to, the property of the Railway. (b) To notify the Railway by registered mail addressed to the Chief Engineer of the Railway at Minneapolis, Minnesota, at least ten (10) days 25 Resolution No. 61 (Continued) August 4, 1959 before any construction, reconstruction, maintenance or repairs are made to said sewer, or the removal thereof from the Railway's premises. (c) To reimburse the Railway for any and all expense of any kind now or hereafter incurred by it by reason of the location, constructiop reconstruction, maintenance or repair, or use of said sewer, or the re- moval thereof from the Railway*s premises. (d) To assume and to pay any and all loss, cost, expense, damage, liability or claim of liability arising or resulting from, directly or in- directly, the injury to or death of any person or persons or the loss of or damage to any property, in any manner caused by or growing out of the location, construction, reconstruction, maintenance or repair, or failure of maintenance or repair, or use of said sewer, or the removal thereof from the Railway*s premises; and to forever indemnify the Railway against and to save it harmless from any and all such loss, cost, expense, damage, liability or claim of liability. (e) To pay to the Railway the sum Ten and no/100 Dollars ($10.00) to cover the Railway*s expense incident to the preparation of this license. (f) That any policies of insurance whereby the Licensee is in- sured against any risks, liabilities, and obligations arising from Licensee*s performance or activities under or pursuant to this license shall be so written as to include provisions that the insurer shall not have recourse, by subrogation or otherwise, against the Railway because of any loss, damage, injury, or liability covered by such insurance. Fifth; The Railway may terminate this license at any time by giving thirty (30) days• prior written notice to the Licensee, and upon the date named in such notice all rights of the Licensee by virtue hereof shall absolutely cease. The Licensee shall, on or before the expiration of such thirty (30) days, remove the said sewer from the Railway's property; and should the Licensee fail to remove said sewer, the Railway may remove same, the expense of which the Licensee hereby agrees to promptly pay to the Railway upon demand therefor. It is understood and agreed that the provisions of the pre- ceding paragraph are without prejudice to any right the Licensee may now or in the future have to acquire an easement over the right of way of the Railway for construction and maintenance of said sanitary sewer by con- demnation proceedings authorized by law; and in the event of termination of this license pursuant to the provisions of the preceding paragraph, if the Licensee shall promptly thereafter commence a proceeding for acquisi- tion of such an easement by exercise of its lawful powers of condemnation. The Licensee will not be required to remove any sanitary sewer installed pursuant to this license during the time such condemnation proceeding is pending; provided, however, that the Licensee shall diligently prosecute such proceeding. Resolution No. 61 (Continued) August 4, 1959 The Licensee agrees that upon removal of the sewer for any reason whatsoever, it will restore the Railway's property to as good condition as it was in prior to the construction of said sewer; and should the Licensee fail to do so, the said Railwayfs property may be so restored by the Railway, the expense of which the Licensee hereby agrees to promptly pay to the Railway upon demand therefor. The Licensee shall notassign any'of the rights herein granted to it without first obtaining the written consent of the Railway. The rights herein granted shall not pass by or through any sale under execution, or any action in insolvency or bankruptcy, or unlawful alienation. The failure of the Licensee to comply with any of the re- quirements of this license shall constitute a default hereunder; and if said default is not remedied within ten (10) days after the Railway shall have given the Licensee written notice thereof, this license shall, upon the expiration of said ten (10) days, automatically term- inate, and the provisions of the foregoing paragraphs as to removal of the sewer and:the restoration of the premises shall apply. Any fail- ure of the Railway to terminate this license by reason of a default shall not constitute a waiver of any subsequent default. No termination of this license shall release the Licensee from any liabilities or obligations that may have been incurred by or that may have accrued against the Licensee during the continuance of this license. Any notice of termination or other notice given by the Railway hereunder shall be good if served upon the Licensee or if deposited in a United States Post Office, registered mail, addressed to the Licensee at 7800 Golden Valley Road, Golden Valley, Minnesota. IN WITNESS WHEREOF, this instrument has been duly executed in dup- licate as of the day and year first above written. MINNESOTA WESTERN RAILWAY COMPANY, BY W. J. Powell Secretary VILLAGE OF GOLDFN VALLEY Rozer K. Ulstad Clerk 1 Resolution No. 61 (Continued) August 4, 1959 WHEREAS, the Council of the Village of Golden Valley has requested permision of the Minnesota Western Railway Company to construct,,re- construct, maintain, repair, .and use, at the Village's own sole cost and expense, a 12 -inch sanitary sewer along the right of way of the Rail- way in the S.W. Corner of Section 33, Township 29 N. Range 24 W. Golden Valley, Hennpin County, Minnesota; and . WHEREAS, there was presented to the Council a draft of proposed license agreement bearing the legend at the top of the page "5-7-59" covering such construction, etc., of said sanitary sewer, which draft was reviewed by the Council members present. BE IT RESOLVED by the said Village Council of Golden Valley, Hennepin County, Minnesota, that the Mayor and Clerk of the Council be and are hereby authorized and directed to execute a license agreement between the Village of Golden Valley and the Minnesota Western Railway Company, substantially in the form of the draft exhibited at this meeting, covering the right of the Village to construct, reconstruct, maintain, repair, and use, at the Village*s own sole cost and expense, a 12 -inch sanitary sewer line along the right of way of the Railway Company in the SW corner of Section 33, Township 29 N., Range 24 W., Golden Valley, Hennepin County, Minnesota. Attest: Villag C k and Administrator The motion for the adoption of the foregoing resolution was duly seconded by Member Scherer and upon vote being taken thereon, the following members voted in favor thereof: Bies, Flannagan, Nadasdy, Scherer, and Teresi; and the following members voted against the same: None; whereupon said resolution was declared duly passed and adopted, signed by the Mayor, and his signature attested by the Clerk.